diff --git "a/data.jsonl" "b/data.jsonl" new file mode 100644--- /dev/null +++ "b/data.jsonl" @@ -0,0 +1,2000 @@ +{"pdf_name": "3422463_5.pdf", "language": "en", "markdown": "Established in August 2010, Beijing Jingneng Clean Energy Co., Limited, a subsidiary of Beijing Energy Holding Co., Ltd (“BEH”), was listed on the Main Board of the Hong Kong Stock Exchange on 22 December 2011. The Group operates its business in a number of provinces and autonomous regions, such as Beijing, Inner Mongolia, Ningxia, Sichuan, Hunan and Guangdong, and involves in gas-fired power and heat energy generation, wind power, photovoltaic power, small-to-medium-sized hydropower and other clean energy generation businesses, which help the Group claim the title of internationally well-known clean energy enterprise, industry-leading clean energy brand, the largest gas-fired heat and power supplier in Beijing and the leading wind power operator in China.\n\nAs of 31 December 2017, the total consolidated installed capacity of the Group reached 8,031 MW. Currently, the Group operates six gas-fired cogeneration plants with a consolidated installed capacity of 4,436 MW in Beijing, accounting for over 50% of gas-fired power generation in Beijing and 70% of the heat supply. As a result, it is the leading gas-fired heat and power supplier in Beijing. The consolidated installed capacity of wind power generation reached 2,348 MW with the majority located in Inner Mongolia region, Shaan-Gan-Ning region and Beijing-Tianjin-Hebei region in China where wind resources are abundant. The Group’s photovoltaic power generation installed capacity is 798 MW, which is distributed in northwest China, north China and south China regions with relatively abundant solar resource. The Group also operates other clean energy business like small-to-medium-sized hydropower which has an attributable installed capacity of 449 MW mainly distributed in southwest China with abundant water resources. Furthermore, the Group continually explores overseas projects and actively develops wind power and photovoltaic projects in Australia.\n\nThe Group adheres to the development philosophy of “innovation, coordination, green, openness and sharing”, while upholds the operating approach of “building a solid foundation, refining management and control, optimizing business plans and boosting efficiency through innovation”. In pursuit of economic benefits, it generates profits through existing operation capacity, achieves growth from increment and seeks progress while maintaining stability. It also endeavors to adapt to the new normal in economic development, thus continuously improving its competitiveness and capability for sustainable development."} +{"pdf_name": "3422463_6.pdf", "language": "en", "markdown": "Dear Shareholders,\n\nThe year 2017 marked the implementation of the “Thirteenth Five-Year” Plan. While the national economy maintained steady growth and exceeded the expectation, the energy structure underwent significant optimization. In the face of the complex and volatile external environment and the drastically changing domestic market, the Group overcame challenges through ongoing exploration and seized opportunities in adversity. In pursuit of economic benefits, it strived to produce profits from stock, achieve growth from increment and maintain good development momentum. As of the end of 2017, the Group had a total consolidated installed capacity of 8,031 MW and recorded stable growth in installed capacity of the wind power and photovoltaic segments. The utilization hours of wind power and photovoltaic power reached 2,044 hours and 1,558 hours respectively, staying ahead of the nation’s average.\n\nLow-carbon energy development, climate and environmental change initiatives, as well as green and sustainable development, have become the common goal of the global community. The PRC is poised for the restructuring, optimization and transformation of the energy structure and has achieved initial progress. Under the “Thirteenth Five-Year” Plan, China has set the target to increase the proportion of non-fossil fuel consumption to 15% by 2020. This provides unprecedented opportunities and challenges to clean energy development.\n\nAs stated in the report to the “19th CPC National Congress”, “the PRC economy has been transitioning from a phase of rapid growth to a stage of high-quality development”. High-quality development refers to meeting the ever-growing needs of people for a better life. It represents the new development philosophy, where innovation is the primary driving force, coordination is a feature of organic growth, green development is the mainstream, opening up is the essential way and sharing is the fundamental purpose. Adhering to the development strategy of “innovation, coordination, green, opening up and sharing”, the Board aims to eliminate bottlenecks in development and resolve deep-rooted conflicts. It will expand financing channels, enhance risk management and support the advancement of state-owned enterprises reform for in-depth integration, innovation and development, thereby preparing for the new round of challenges.\n\nThe “Thirteenth Five-Year” Energy Plan will be taken to the next level in 2018. The Group will grasp the opportunity as “clean and low-carbon energy development becomes the main theme in the adjustment of energy structure” in the “Thirteenth Five-Year” Energy Plan. To this end, it will optimize the energy portfolio, coordinate the domestic and foreign markets, implement the semi-organic growth strategy, and follow the keynote of achieving progress while maintaining stability. It will also focus on the principal activities and build economies of scale to improve the profitability of assets. Moreover, it will call for joint efforts in integrated development, proceed with reform and innovation, and take the people-oriented approach to work towards the win-win for enterprise and people, so as to bring more attractive investment returns to shareholders!"} +{"pdf_name": "11790360_302.pdf", "language": "en", "markdown": "# (ii) Voluntary Winding-Up:\n\n(aa) Members’ Voluntary Winding-up – A members’ voluntary winding-up is only possible if a company is solvent. A Statutory Declaration of Solvency to the effect that a company is able to meet its debts within 12 months from the date of the commencement of its winding-up is sworn by a majority of the company’s directors and filed with the Registrar.\n\nA general meeting of members is then convened which resolves that the company be wound-up voluntarily and that a liquidator (responsible for collecting in the assets of the company, determining its liabilities and distributing its assets amongst its creditors and the surplus to the members) be appointed.\n\nOnce the affairs of the company are fully wound-up the liquidator prepares a full account of the liquidation which he then presents to the company’s members at a special general meeting called for that purpose. This special general meeting must be advertised in an appointed newspaper in Bermuda at least one month before it is held. Within one week after this special general meeting is held, the liquidator shall notify the Registrar that the company has been dissolved.\n\n# (bb) Creditors’ Voluntary Winding-up – A creditors’ voluntary winding-up may occur where a company is insolvent and a Declaration of Solvency cannot be sworn.\n\nA board meeting is convened which resolves to recommend to the members of the company that the company be placed into a creditors’ voluntary winding-up. This recommendation is then considered and, if thought fit, approved at a special general meeting of the company’s members and, subsequently, at a meeting of the company’s creditors.\n\nNotice of the creditors’ meeting must appear in an appointed newspaper on at least two occasions and the Directors must provide this meeting with a list of the company’s creditors and a full report of the position of the company’s affairs.\n\nAt their respective meetings, the creditors and members are entitled to nominate a person or persons to serve as liquidator(s) and whose responsibilities include collecting in the assets of the company, ascertaining its liabilities and distributing its assets ratably amongst its creditors in accordance with their proofs of debt. In addition to the liquidator, the creditors are entitled to appoint a Committee of Inspection which, under Bermuda law, is a representative body of creditors who assist the liquidator during the liquidation.\n\nAs soon as the affairs of the company are fully wound-up, the liquidator prepares his final account explaining the liquidation of the company and the distribution of its assets which he then presents to the company’s members in a special general meeting and to the company’s creditors in a meeting. Within one week after the last of these meetings, the liquidator sends a copy of the account to the Registrar who proceeds to register it in the appropriate public records and the company is deemed dissolved three months after the registration of this account."} +{"pdf_name": "11790360_303.pdf", "language": "en", "markdown": "# (iii) Compulsory Winding-Up:\n\nThe courts of Bermuda may wind-up a Bermuda company on a petition presented by persons specified in the Companies Act and which include the company itself and any creditor or creditors of the company (including contingent or prospective creditors) and any member or members of the company.\n\nAny such petition must state the grounds upon which the Bermuda court has been asked to wind-up the company and may include either one of the following:\n\n(aa) that the company has by resolution resolved that it be wound-up by the Bermuda court;\n\n(bb) that the company is unable to pay its debts; and\n\n(cc) that the Bermuda court is of the opinion that it isj ust and equitable that the company be wound-up.\n\nThe winding-up petition seeks a winding-up order and may include a request for the appointment of a provisional liquidator.\n\nPrior to the Winding-up Order being granted and the appointment of the provisional liquidator, (who under Bermuda law, may or may not be the Official Receiver – a government appointed officer) an interim provisional liquidator may be appointed to administer the affairs of the company with a view to its winding-up until he is relieved of these duties by the appointment of the provisional liquidator. (Often, the interim provisional liquidator is appointed the provisional liquidator).\n\nAs soon as the Winding-up Order has been made, the provisional liquidator summons separate meetings of the company’s creditors and members in order to determine whether or not he should serve as the permanent liquidator or be replaced by some other person who will serve as the permanent liquidator and also to determine whether or not a Committee of Inspection should be appointed and, if appointed, the members of that Committee. The provisional liquidator notifies the Court of the decisions made at these meetings and the Court makes the appropriate orders.\n\nA permanent liquidator’s powers are prescribed by the Companies Act and include the power to bring or defend actions or other legal proceedings in the name and on behalf of the company and the power to carry on the business so far as may be necessary for the beneficial winding-up of the company. His primary role and duties are the same as a liquidator in a creditors’ voluntary winding-up i.e. to distribute the company’s assets ratably amongst its creditors whose debts have been admitted.\n\nAs soon as the affairs have been completely wound-up, the liquidator applies to the courts of Bermuda for an order that the company be dissolved and the company is deemed dissolved from the date of this order being made."} +{"pdf_name": "2552152_15.pdf", "language": "en", "markdown": "# 2.9.2 Persons acting in concert\n\nUnder the Take-over Code, persons acting in concert comprise individuals or companies who, pursuant to an agreement or understanding (whether formal or informal), co-operate, through the acquisition by any of them of shares in a company to obtain or consolidate effective control of the company.\n\nUnless the contrary is established, the following persons, amongst others, will be presumed to be acting in concert, namely:-\n\n(a) a company with its parent company, subsidiaries, its fellow subsidiaries, any associated companies of the foregoing companies, any company whose associated companies include any of the foregoing companies, and any person who has provided fi nancial assistance (other than a bank in the ordinary course of business) to any of the foregoing companies for the purchase of voting rights;\n\n(b) a company with any of its directors, together with their close relatives, related trusts and any companies controlled by any of the directors, their close relatives and related trusts; and\n\n(c) an individual, his close relatives, his related trusts, any person who is accustomed to act according to his instructions, companies controlled by any of the foregoing persons and any person who has provided fi nancial assistance (other than a bank in the ordinary course of business) to any of the foregoing persons and/or entities for the purchase of voting rights.\n\nFor this purpose, ownership or control of at least twenty per cent. (20%) but not more than fi fty per cent. (50%) of the voting rights of a company will be regarded as the test of associated company status.\n\nThe circumstances under which Shareholders, including Directors and persons acting in concert with them respectively, will incur an obligation to make a take-over offer under Rule 14 of the Take-over Code after a purchase or acquisition of Shares by the Company are set out in Appendix 2 of the Take-over Code.\n\n# 2.9.3 Effect of Rule 14 and Appendix 2 of the Take-over Code\n\nIn general terms, the effect of Rule 14 and Appendix 2 of the Take-over Code is that, unless exempted, Directors and persons acting in concert with them will incur an obligation to make a take-over offer under Rule 14 if, as a result of the Company purchasing or acquiring its own Shares, the voting rights of such Directors and their concert parties would increase to thirty per cent. (30%) or more, or in the event that such Directors and their concert parties hold between thirty per cent. (30%) and fi fty per cent. (50%) of the Company’s voting rights, the voting rights of such Directors and their concert parties would increase by more than one per cent. (1 %) in any period of six (6) months. In calculating the percentages of voting rights of such Directors and their concert parties, treasury shares shall be excluded.\n\nUnder Appendix 2 of the Take-over Code, a Shareholder who is not acting in concert with the Directors will not be required to make a take-over offer under Rule 14 if, as a result of the Company purchasing or acquiring its own Shares, the voting rights of such Shareholder would increase to thirty per cent. (30%) or more, or, if such Shareholder holds between thirty per cent. (30%) and fi fty per cent. (50%) of the Company’s voting rights, the voting rights of such Shareholder would increase by more than one per cent. (1 %) in any period of six (6) months. Such Shareholder need not abstain from voting in respect of the resolution authorising the Share Purchase Mandate."} +{"pdf_name": "2552152_16.pdf", "language": "en", "markdown": "Based on the shareholdings of the Directors in the Company as at the Latest Practicable Date, none of the Directors will become obligated to make a mandatory offer by reason only of the purchase or acquisition of ten per cent. (10%) of the Shares by the Company pursuant to the Share Purchase Mandate.\n\nThe Directors are not aware of any Shareholder or group of Shareholders acting in concert who may become obligated to make a mandatory offer in the event that the Directors exercise the power to purchase or acquire Shares pursuant to the Share Purchase Mandate.\n\nShareholders who are in doubt as to their obligations, if any, to make a mandatory takeover offer under the Take-over Code as a result of any Share Purchases by the Company are advised to consult their professional advisers and/or the Securities Industry Council and/or other relevant authorities at the earliest opportunity.\n\n# 2.10 The Catalist Rules\n\nWhile the Catalist Rules do not expressly prohibit the purchase of shares by a listed company during any particular time or times, the listed company would be considered an “insider” in relation to any proposed purchase or acquisition of its issued shares. In this regard, the Company will not purchase any Shares pursuant to the Share Purchase Mandate after a price-sensitive development has occurred or has been the subject of a consideration and/or a decision of the Board until such time as the price-sensitive information has been publicly announced. In particular, the Company will not purchase or acquire any Shares during the following period and at all times in compliance with Rule 1204(19) of the Catalist Rules:-\n\n(a) one (1) month immediately preceding the announcement of the Company’s annual results; and\n\n(b) two (2) weeks immediately preceding the announcement of the Company’s results for each of the fi rst three (3) quarters of its fi nancial year.\n\nThe Company does not have any individual shareholding limit or foreign shareholding limit. However, the Company is required under Rule 723 of the Catalist Rules to ensure that at least ten per cent. (10%) of its Shares are in the hands of the public. The “public”, as defi ned under the Catalist Rules, are persons other than the Directors, chief executive offi cer, Substantial Shareholders or Controlling Shareholders of the Company and its subsidiaries, as well as the associates of such persons.\n\nAs at the Latest Practicable Date, approximately 412,472,330 Shares, representing 65.19% of the total number of issued Shares, are in the hands of the public. Assuming that the Company purchases its Shares through Market Purchases up to the full ten per cent. (10%) limit pursuant to the Share Purchase Mandate, the number of Shares in the hands of the public would be reduced to 36 2,998,541 Shares, representing 62. 24% of the reduced total number of issued Shares of the Company. Accordingly, the Company is of the view that there is a suffi cient number of issued Shares held in the hands of the public which would permit the Company to undertake purchases or acquisitions of its issued Shares up to the full ten per cent. (10%) limit pursuant to the proposed Share Purchase Mandate without affecting the listing status of the Shares on the SGX-ST, and that the number of Shares remaining in the hands of the public will not fall to such a level as to cause market illiquidity.\n\nIn undertaking any purchases or acquisitions of Shares through Market Purchases, the Directors will use their best efforts to ensure that, notwithstanding such purchases, a suffi cient fl oat in the hands of the public will be maintained so that the purchases or acquisitions of Shares will not adversely affect the listing status of the Shares on the SGX-ST, cause market illiquidity or adversely affect the orderly trading of the Shares."} +{"pdf_name": "7568591_95.pdf", "language": "en", "markdown": "# 15 PROPERTY AND EQUIPMENT\n\n
Leasehold \nimprovementsFurniture \nand fixturesOffice \nequipment Total
HK$’000 HK$’000 HK$’000 HK$’000
At 1 January 2020
Cost12,7113,37023,60239,683
Accumulated depreciation(11,457)(2,737)(21,186)(35,380)
Net book amount1,2546332,4164,303
Year ended 31 December 2020
Opening net book amount1,2546332,4164,303
Additions57882220880
Depreciation charge(1,359)(241)(1,013)(2,613)
Closing net book amount4734741,6232,570
At 31 December 2020
Cost13,2893,45223,82240,563
Accumulated depreciation(12,816)(2,978)(22,199)(37,993)
Net book amount4734741,6232,570
At 1 January 2019
Cost12,6693,18622,41038,265
Accumulated depreciation(9,530)(2,494)(20,082)(32,106)
Net book amount3,1396922,3286,159
Year ended 31 December 2019
Opening net book amount3,1396922,3286,159
Additions421841,1921,418
Depreciation charge(1,927)(243)(1,104)(3,274)
Closing net book amount1,2546332,4164,303
At 31 December 2019
Cost12,7113,37023,60239,683
Accumulated depreciation(11,457)(2,737)(21,186)(35,380)
Net book amount1,2546332,4164,303
"} +{"pdf_name": "7568591_96.pdf", "language": "en", "markdown": "# 16 LEASES\n\nThis note provides information for leases where the Group is a leasee.\n\n# (i) Amounts recognised in the consolidated balance sheet\n\n
20202019
HK$’000HK$’000
Right-of-use assets
Properties leased for own use20,16831,462
Lease liabilities
Current18,23626,560
Non-current4,45610,105
22,69236,665
\n\nAdditions to the right-of-use assets during the year ended 31 December 2020 were HK\\$20,023,000 (2019: HK\\$30,568,000).\n\n# (ii) Amounts recognised in the consolidated statement of comprehensive income\n\n
20202019
HK$’000HK$’000
Amortisation of rihgt-of-use assets
Properties leased for own use(31,317)(34,737)
Interest expense(763)(1,364)
\n\nThe total cash outflow for leases during the year ended 31 December 2020 was HK\\$34,759,000 (2019: HK\\$35,952,000)."} +{"pdf_name": "11777419_334.pdf", "language": "en", "markdown": "As the Group is required to make payments only in the event of a default by the specified debtor in accordance with the terms of the instrument that is guaranteed, an ECL is estimated based on the expected payments to reimburse the holder for a credit loss that it incurs less any amount that the Group expects to receive from the holder of the guarantee, the specified debtor or any other party. The amount is then discounted using the current risk-free rate adjusted for risks specific to the cash flows.\n\n# (l) Inventories\n\nInventories are carried at the lower of cost and net realizable value.\n\nCost is calculated using the first in first out basis and comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition.\n\nNet realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.\n\nWhen the inventories are sold, the carrying amount of those inventories is recognized as an expense in the period in which the related revenue is recognized. The amount of any write-down of inventories to net realizable value and all losses of inventories are recognized as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories is recognized as a reduction in the amount of inventories recognized as an expense in the period in which the reversal occurs.\n\n# (m) Trade and other receivables\n\nA receivable is recognized when the Group has an unconditional right to receive consideration. A right to receive consideration is unconditional if only the passage of time is required before payment of that consideration is due. If revenue has been recognized before the Group has an unconditional right to receive consideration, the amount is presented as a contract asset.\n\nReceivables are stated at amortized cost using the effective interest method less allowance for credit losses (see note 2(k)(i)).\n\n# (n) Interest-bearing borrowings\n\nInterest-bearing borrowings are recognized initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortized cost using the effective interest method. Interest expense is recognized in accordance with the Group’s accounting policy for borrowing costs (see note 2(v)).\n\n# (o) Trade and other payables and contract liabilities\n\n# (i) Trade and other payables\n\nTrade and other payables are initially recognized at fair value and are subsequently stated at amortized cost unless the effect of discounting would be immaterial, in which case they are stated at cost.\n\n# (ii) Contract liabilities\n\nA contract liability is recognized when the customer pays non-refundable consideration before the Group recognizes the related revenue (see note 2(t)). A contract liability would also be recognized if the Group has an unconditional right to receive non-refundable consideration before the Group recognizes the related revenue. In such cases, a corresponding receivable would also be recognized (see note 2(m))."} +{"pdf_name": "11777419_335.pdf", "language": "en", "markdown": "# (p) Cash and cash equivalents\n\nCash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value, having been within three months of maturity at acquisition. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are also included as a component of cash and cash equivalents for the purpose of the consolidated cash flow statements. Cash and cash equivalents are assessed for ECL in accordance with the policy set out in note 2(k)(i).\n\n# (q) Employee benefits\n\nSalaries, annual bonuses, staff welfare costs and contributions to defined contribution retirement schemes are accrued in the year/period in which the associated services are rendered by employees of the Group. Where payment or settlement is deferred and the effect would be material, these amounts are stated at their present values. The employee benefits are recognized as an expense in profit or loss as incurred, except to the extent that they are included in the cost of inventories not yet recognized as an expense.\n\n# (r) Income tax\n\nIncome tax for the year/period comprises current tax and movements in deferred tax assets and liabilities. Current tax and movements in deferred tax assets and liabilities are recognized in profit or loss except to the extent that they relate to items recognized in other comprehensive income or directly in equity, in which case the relevant amounts of tax are recognized in other comprehensive income or directly in equity, respectively.\n\nCurrent tax is the expected tax payable on the taxable income for the year/period, using tax rates enacted or substantively enacted at the end of the reporting period, and any adjustment to tax payable in respect of previous years.\n\nDeferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax assets also arise from unused tax losses and unused tax credits.\n\nApart from certain limited exceptions, all deferred tax liabilities and all deferred tax assets, to the extent that it is probable that future taxable profits will be available against which the asset can be utilized, are recognized. Future taxable profits that may support the recognition of deferred tax assets arising from deductible temporary differences include those that will arise from the reversal of existing taxable temporary differences, provided those differences relate to the same taxation authority and the same taxable entity, and are expected to reverse either in the same period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward. The same criteria are adopted when determining whether existing taxable temporary differences support the recognition of deferred tax assets arising from unused tax losses and credits, that is, those differences are taken into account if they relate to the same taxation authority and the same taxable entity, and are expected to reverse in a period, or periods, in which the tax loss or credit can be utilized.\n\nThe limited exceptions to recognition of deferred tax assets and liabilities are those temporary differences arising from goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit (provided they are not part of a business combination), and temporary differences relating to investments in subsidiaries to the extent that, in the case of taxable differences, the Group controls the timing of the reversal and it is probable that the differences will not reverse in the foreseeable future, or in the case of deductible differences, unless it is probable that they will reverse in the future."} +{"pdf_name": "9223076_371.pdf", "language": "en", "markdown": "(B) the adoption, modification or operation of a pension or provident fund or retirement, death or disability benefits scheme which relates both to Directors, their associates and employees of our Company or any of its subsidiaries and does not provide in respect of any Director or any of his associates, as such any privilege or advantage not generally accorded to the class of persons to which such scheme or fund relates; and\n\n(v) any contract or arrangement in which our Director or any of his associates is/are interested in the same manner as other holders of shares or debentures or other securities of our Company by virtue only of his/their interest in shares or debentures or other securities of our Company.\n\n# (g) Remuneration\n\nOur Directors shall be entitled to receive by way of remuneration for their services such sum as shall from time to time be determined by our Directors, or our Company in general meeting, as the case may be, such sum (unless otherwise directed by the resolution by which it is determined) to be divided amongst our Directors in such proportions and in such manner as they may agree, or failing agreement, equally, except that in such event any Director holding office for less than the whole of the relevant period in respect of which the remuneration is paid shall only rank in such division in proportion to the time during such period for which he has held office. Such remuneration shall be in addition to any other remuneration to which a Director who holds any salaried employment or office in our Company may be entitled by reason of such employment or office.\n\nOur Directors shall also be entitled to be paid all expenses, including travel expenses, reasonably incurred by them in or in connection with the performance of their duties as Directors including their expenses of travelling to and from board meetings, committee meetings or general meetings or otherwise incurred whilst engaged on the business of our Company or in the discharge of their duties as Directors.\n\nOur Directors may grant special remuneration to any Director who shall perform any special or extra services at the request of our Company. Such special remuneration may be made payable to such Director in addition to or in substitution for his ordinary remuneration as a Director, and may be made payable by way of salary, commission or participation in profits or otherwise as may be agreed.\n\nThe remuneration of an executive Director or a Director appointed to any other office in the management of our Company shall from time to time be fixed by our Directors and may be by way of salary, commission or participation in profits or otherwise or by all or any of those modes and with such other benefits (including share option and/or pension and/or gratuity and/or other benefits on retirement) and allowances as our Directors may from time to time decide. Such remuneration shall be in addition to such remuneration as the recipient may be entitled to receive as a Director."} +{"pdf_name": "9223076_372.pdf", "language": "en", "markdown": "# (h) Retirement, appointment and removal\n\nOur Directors shall have power at any time and from time to time to appoint any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors. Any Director so appointed shall hold office only until the next general meeting of our Company and shall then be eligible for re-election at that meeting.\n\nOur Company may by ordinary resolution remove any Director (including a Managing Director or other executive Director) before the expiration of his period of office notwithstanding anything in the Articles of Association or in any agreement between our Company and such Director (but without prejudice to any claim for compensation or damages payable to him in respect of the termination of his appointment as Director or of any other appointment of office as a result of the termination of this appointment as Director). Our Company may by ordinary resolution appoint another person in his place. Any Director so appointed shall hold office during such time only as our Director in whose place he is appointed would have held the same if he had not been removed. Our Company may also by ordinary resolution elect any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors. Any Director so appointed shall hold office only until the next following general meeting of our Company and shall then be eligible for re-election but shall not be taken into account in determining our Directors who are to retire by rotation at such meeting. No person shall, unless recommended by our Directors, be eligible for election to the office of Director at any general meeting unless, during the period, which shall be at least seven days, commencing no earlier than the day after the despatch of the notice of the meeting appointed for such election and ending no later than seven days prior to the date of such meeting, there has been given to the Secretary of our Company notice in writing by a member of our Company (not being the person to be proposed) entitled to attend and vote at the meeting for which such notice is given of his intention to propose such person for election and also notice in writing signed by the person to be proposed of his willingness to be elected.\n\nThere is no shareholding qualification for Directors nor is there any specified age limit for Directors.\n\nThe office of a Director shall be vacated:\n\n(i) if he resigns his office by notice in writing to our Company at its registered office or its principal office in Hong Kong;\n\n(ii) if an order is made by any competent court or official on the grounds that he is or may be suffering from mental disorder or is otherwise incapable of managing his affairs and our Directors resolve that his office be vacated;\n\n(iii) if, without leave, he is absent from meetings of our Directors (unless an alternate Director appointed by him attends) for 12 consecutive months, and our Directors resolve that his office be vacated;\n\n(iv) if he becomes bankrupt or has a receiving order made against him or suspends payment or compounds with his creditors generally;"} +{"pdf_name": "11785448_15.pdf", "language": "en", "markdown": "14\n\nEDICO Holdings Limited\n\n# FINANCE COSTS\n\nThe Group did not incur any finance costs for the Year 2019 whereas finance costs on lease liabilities of approximately HK\\$1.1 million were recorded for the Year due to the adoption of Hong Kong Financial Reporting Standard 16.\n\n# INCOME TAX CREDIT / EXPENSE\n\nThere was no income tax expense for the Group for the Year as the Company and its operating subsidiaries either had no assessable profits for the Year or had available tax losses brought forward from prior years.\n\n# PROFIT / (LOSS) FOR THE YEAR AND NET PROFIT / (LOSS) MARGIN\n\nThe Group recorded a loss after tax of approximately HK\\$11.5 million for the Year 2019 and a profit after tax of approximately HK\\$4.1 million for the Year. The change was primarily due to the increase of the Group’s revenue during the Year.\n\nThe net (loss)/profit margins were 19.2% for the Year 2019 and 5.6% for the Year respectively.\n\n# INTEREST COVERAGE RATIO\n\nInterest coverage ratio was not applicable to the Group for the Year 2019 and the Year as the Group did not have any borrowings and therefore, had not incurred any interest expenses during the respective years.\n\n# RETURN ON TOTAL ASSETS\n\nThe return on total assets was approximately 13.8% negative for the Year 2019 and approximately 3.8% positive for the Year.\n\n# RETURN ON EQUITY\n\nThe return on equity was approximately 16.8% negative for the Year 2019 and approximately 5.6% positive for the Year.\n\n# DIVIDEND\n\nThe board of directors of the Company (the “Directors” and the “Board”, respectively) has resolved not to recommend the payment of a final dividend in respect of the Year (2019: Nil)."} +{"pdf_name": "11785448_16.pdf", "language": "en", "markdown": "15\n\nEDICO Holdings Limited\n\n# KEY PERFORMANCE INDICATORS (“KPIs”) WITH THE STRATEGIES OF THE GROUP\n\nThe Group sets a number of KPIs to support the delivery of its strategies with its performance for the Year as below:\n\n
ObjectiveKPIsStrategies
Maximise value for the shareholders1Gross profi()\nt margin= 48.6% (2019: 40.8%)\n2R(eturn on total)\n assets= 3.8% (2019: (13.8%))\nR(3eturn on equi)\nty= 5.6% (2019: (16.8%))The Group has implemented effective \ncost control measures, pricing \narrangement and capital expenditure.
Maintain the Gr’oups liquidity and \nmonitor capital structureCash and cash equivalents\n= approximately HK$69.7 million\n(2019: approximately HK$47.4 million)\nC(4urrent rati)\no= 2.9 times \n(2019: 5.3 times)\nG(5)eari\nng ratio= N/A (2019: N/A)\n6N\net deb()t to equity ratio= Net cash position\n(2019: Net cash position)The Group adopts a prudent financial \nmanagement policy to regularly monitor \nits liquidity requirements and compliance \nwith facilities arrangement so as to \nensure that it maintains sufficient \nreserves of cash and adequate \ncommitted lines of funding from major \nfinancial institutions to meet the liquidity \nrequirements of the Group in the short \nand long term.
\n\nNotes:\n\n1. Gross profit margin is calculated by dividing the gross profit for the year by revenue and then multiplied by 100%.\n\n2. Return on total assets is calculated by dividing the net profit/(loss) for the year by the total assets as at the respective year end and then multiplied by 100%.\n\n3. Return on equity is calculated by dividing the net profit/(loss) for the year by the total equity as at the respective year end and then multiplied by 100%.\n\n4. Current ratio is calculated by dividing the total current assets by the total current liabilities as at the respective year end.\n\n5. Gearing ratio is calculated by dividing the total borrowings by the total equity as at the respective year end and then multiplied by 100%.\n\n6. Net debt to equity ratio is calculated by dividing the net debt (all borrowings net of cash and cash equivalents) by the total equity as at the respective year end and then multiplied by 100%."} +{"pdf_name": "9300760_8.pdf", "language": "en", "markdown": "
ItemsNotesFor the six months ended 30 June
20212020
Cash paid to aciquire fixed assets, intanblge assets and \nother long-term assets25227473.40,,49,891,307.59
Cash paid for investments212000000.00,,154,000,000.00
Cash paid relating to other investment activities3207518.74,,361,187,463.73
Subtotal of cash outflows from investment activities240434992.14,,565,078,771.32
Net cash flows generated from investment activities126237775.23,,(413,658,888.15)
III. Cash flow generated from financing activities:
Cash received from investments330000.00,371,700.00
Including: Cash received by subsidiaries from investment of \nnon-controlling interests330000.00,371,700.00
Cash received from loan granted1024102431.07,,,1,274,205,425.00
Cash received relating to other financing activities–26,801,199.53
Subtotal of cash inflows from financing activities1024432431.07,,,1,301,378,324.53
Cash paid for repayment of borrowings922715545.00,,571,212,762.78
Cash paid for dividends, profits or the payment of interest45612993.92,,72,996,667.63
Including: dividends and profits paid to non-controlling interests \nby subsidiary5746345.00,,4,752,225.00
Cash paid relating to financing activities38932318.64,,255,927,309.71
Subtotal of cash outflows from financing activities1007260857.56,,,900,136,740.12
Net cash flows generated from financing activities17171573.51,,401,241,584.41
IV.Effects of changes in exchange rate on cash and cash \nequivalents(1457731.16,,)(1,943,967.50)
V. Net increase in cash and cash equivalents13491062.03,,(168,728,818.18)
Add: opening balance of cash and cash equivalents1327289120.69,,,1,537,567,094.59
VI.Balance of cash and cash equivalents at the end of this \nperiod1340780182.72,,,1,368,838,276.41
"} +{"pdf_name": "9300760_9.pdf", "language": "en", "markdown": "# NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION\n\nFor the six months ended 30 June 2021\n\n# I. GENERAL INFORMATION\n\nChongqing Machinery & Electric Co., Ltd. (the “Company”) was established on 27 July 2007 as a joint share company with limited liability by Chongqing Machinery & Electronics Holding (Group) Co., Ltd. (“CQMEHG”), Chongqing Yufu Capital Operation Group Co., Ltd (“Yufu company”,originally called Chongqing Yufu Assets Management Co., Ltd), China Huarong Asset Management Co., Ltd. (“Huarong Company”), and Chongqing Construction Engineering Group Co. Ltd. (“CCEG”). The address of the Company’s registered office is No. 60, Middle Section of Huangshan Avenue, New North Zone, Chongqing City, the PRC. The Company’s headquarter is located in Chongqing, the PRC. The parent company and the ultimate controlling shareholder is Chongqing Machinery & Electronics Holding (Group) Co. Ltd. The Group was established with a registered capital of RMB2,679.74 million (RMB1 per share).\n\nOn 13 June 2008, the Group publicly issued 1,004.90 million H shares to foreign investors with approval of the Circular “Zhengjian Xuke [2008] No. 285” of the China Securities Regulatory Commission, and the shares were listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”). After issuing the shares, the total share capital increased to RMB3,684.64 million.\n\nAs of 30 June 2021, the registered capital of the Group was RMB3,684,640,154 yuan. The Group and its Subsidiaries (hereinafter collectively referred to as “the Group”) are mainly engaged in the manufacturing, sales and services of clean energy equipment and high-end intelligent equipment.\n\nThe consolidated financial statements have been approved for issue by the Board of Directors of the Group on 26 August 2021.\n\n# II. BASIS FOR THE PREPARATION OF FINANCIAL STATEMENTS\n\n# (1) Basis of preparation\n\nThe financial statements are prepared in accordance with the Accounting Standard for Business Enterprises – Basic Standard, and the specific accounting standards and other relevant regulations issued by the Ministry of Finance on 15 February 2006 and in subsequent periods (hereafter collectively referred to as “the Accounting Standards for Business Enterprises” or “CAS”) and the disclosure requirements in the Preparation Convention of Information Disclosure by Companies Offering Securities to the Public No.15-General Rules on Financial Reporting issued by the China Securities Regulatory Commission, Hong Kong’s “Companies Ordinance” and based on the accounting policies and accounting estimates set out in “III. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES” in this note."} +{"pdf_name": "7625159_5.pdf", "language": "en", "markdown": "# 1. Changes in Accounting Policies and Disclosures (continued)\n\n# Amendments to HKFRS 9, HKAS 39 and HKFRS 7 Interest Rate Benchmark Reform Amendments to HKFRS 9, HKAS 39 and HKFRS 7 address the effects of interbank offered rate reform on issues affecting financial reporting in the period before the replacement of an existing interest rate benchmark with an alternative risk-free rate (\"RFR\"). The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark introduction of the alternative RFR. In addition, the amendments require companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any interest rate hedge relationships.\n\n# Amendments to HKAS 1 and HKAS 8 Definition of Material\n\nAmendments to HKAS 1 and HKAS 8 provide a new definition of material. The new definition states that information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments clarify that materiality will depend on the nature or magnitude of information, or both. The amendments did not have any significant impact on the financial position and performance of the Group.\n\n# Amendment to HKFRS 16 COVID-19-Related Rent Concessions\n\nAmendment to HKFRS 16 provides a practical expedient for lessees to elect not to apply lease modification accounting for rent concessions arising as a direct consequence of the COVID-19 pandemic. The practical expedient applies only to rent concessions occurring as a direct consequence of the pandemic and only if (i) the change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change; (ii) any reduction in lease payments affects only payments originally due on or before 30th June, 2021; and (iii) there is no substantive change to other terms and conditions of the lease. The amendment is effective for annual periods beginning on or after 1st June, 2020 with earlier application permitted and shall be applied retrospectively. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any rent concessions."} +{"pdf_name": "7625159_6.pdf", "language": "en", "markdown": "# 2. Operating Segment Information\n\n# (a) Operating segments\n\nThe following tables present revenue, profit and certain asset and liability information for the Group's operating segments.\n\n
InsuranceCorporateEliminationsConsolidated
2020202020202020
HK$'000HK$'000HK$'000HK$'000
Segment revenue:
External customers1,747,918--1,747,918
Other revenue, income and\ngains, net109,687160,833-270,520
Intersegment5,911-(5,911)-
Total1,863,516160,833(5,911)2,018,438
Segment results184,914106,029-290,943
Share of profits or losses of:
Joint ventures(6,313)33,196-26,883
Associates16,89137,704-54,595
Profit before tax372,421
Income tax expense(6,037)(21,437)-(27,474 )
Profit for the year344,9 47
\n\n
Insurance \n2019Corporate \n2019Eliminations \n2019Consolidated\n2019
HK$'000HK$'000HK$'000HK$'000
Segment revenue:
External customers1,702,009--1,702,009
Other revenue, income and\ngains, net131,360147,016-278,376
Intersegment5,339-(5,339)-
Total1,838,708147,016(5,339)1,980,385
Segment results203,61383,601-287,214
Share of profits or losses of:
Joint ventures12,10534,696-46,801
Associates(7,184)107,428-100,244
Profit before tax434,259
Income tax expense(25,796)(895)-(26,691 )
Profit for the year407,568
"} +{"pdf_name": "9279117_165.pdf", "language": "en", "markdown": "# 16. INVESTMENT IN AN ASSOCIATE (Continued)\n\nDetails of the Group’s associate at the end of the reporting period are as follows:\n\n
Name of entityCountry of \nreigstrationPrincipal \nlpace of \nbusinessProportion of \nownership interest \nheld by the GroupProportion of \nvoting rihgts \nheld by the GroupPrincipal activity
2020201920202019
Shanhiiga Duonng \nBiotechnoloCgy o., \nLtd. (“Duonin”g)PRCPRC15.86%8.13%20%20%Sales of serum-free media and \ndisposable products, formulation \nproduction and services
\n\nIn April 2019, the Group acquired 9.32% of the equity interest in Duoning from independent third parties for a total purchase price of US\\$5,000,000 (equivalent to RMB33,798,000). In December 2019, other investors further invested in Duoning and the Group’s equity interest was diluted to 8.13%. In December 2020, the Group further acquired 7.73% of the equity interest in Duoning from its shareholders for a purchase price of RMB154,526,000. The Group is able to exercise significant influence over Duoning because it has the power to appoint one out of the five directors of Duoning under the Articles of Association of Duoning.\n\n# 17. DEFERRED TAXATION\n\nFor the purpose of presentation in the consolidated statement of financial position, certain deferred tax assets and liabilities have been offset. The following is a summary of the deferred tax balances for financial reporting purposes:\n\n
20202019
RMB’000RMB’000
Deferred tax assets80,13636,043
Deferred tax liabilities(180,885)(24,734)
(100,749)11,309
"} +{"pdf_name": "9279117_166.pdf", "language": "en", "markdown": "# 17. DEFERRED TAXATION (Continued)\n\nThe following are the major deferred tax assets and liabilities recognized and movements thereon before offsetting during the reporting periods:\n\n
Deferred \nincomeAllowance \non \ninventories \nand credit \nlossesAccrued \nexpensesAccelerated \ntax \ndepreciationDeferred \nrental \nunder \nIFRS 16Fair value \nadjustment \narising \nfrom \nacquisition \nof \nsubsidiariesUnrealized \nexchange \ngainDerivative \nfinancial \ninstrumentsOthersTotal
RMB’000RMB’000RMB’000RMB’000RMB’000RMB’000RMB’000RMB’000RMB’000RMB’000
At January 1, 201913,38310,7806,125(10,487)2,746————22,547
Acquisition of subsidiaries—————(27,401)———(27,401)
Credited to profit or loss5,7952,5121,4652,3901,3072,667——2716,163
At December 31, 20191917,8132,927,590(8,097)4,053(247,34)——2711,309
Credited (charged) to profit or loss1272,32022,86,3342,658221,97,061(124,375)—(68)(7322,0)
Charged to OCI——————(391)(38447,)—(38,838)
At December 31, 202031,90133,52013,924(54,39)6272,(17,673)(1247,66)(38447,)(41)(10074,9)
\n\nAs at December 31, 2020, the Group had unused tax losses of RMB47,182,000 (2019: RMB88,366,000) available to offset against future profits. No deferred tax asset has been recognized in respect of such losses in both 2020 and 2019 due to the unpredictability of future profit streams.\n\nApart from unused tax losses as mentioned above, at December 31, 2020, the Group had other deductible temporary differences of RMB504,630,000 (2019: RMB218,947,000), available to offset against future profits. As at December 31, 2020 and 2019, all the deductible temporary differences had been recognized in deferred tax assets."} +{"pdf_name": "2135299_14.pdf", "language": "en", "markdown": "# 2 Summary of significant accounting policies (Continued)\n\n# (b) Investments (Continued)\n\nInvestments that are listed or traded on an exchange are fair valued based on last traded market prices.\n\nTransfers between levels of the fair value hierarchy are deemed to have occurred at the beginning of the reporting period.\n\n# (c) Offsetting financial instruments\n\nFinancial assets and liabilities are offset and the net amount reported in the Statement of Net Assets where the Fund currently has a legally enforceable right to set-off the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Fund or the counterparty.\n\n# (d) Income\n\nDividend income on equity securities is recorded on the ex-dividend date. Dividend income on equity securities where no ex-dividend date is quoted is accounted for when the Fund’s right to receive payment is established.\n\nInterest income on bank deposit and from bank balances is recognized on a time-proportionate basis using the effective interest method.\n\nOther income is accounted for in the Statement of Comprehensive Income on an accrual basis.\n\n# (e) Expenses\n\nExpenses are accounted for in the Statement of Comprehensive Income on an accrual basis.\n\n# (f) Distributions payable to holders of redeemable units\n\nProposed distributions to holders of redeemable units are recognized in the Statement of Comprehensive Income when they are approved by the Supervisory Committee. The distribution on these redeemable units is recognized in the Statement of Comprehensive Income as finance costs.\n\n# (g) Cash component\n\nCash component represents the amount included in the issue price or redemption proceeds (as the case may be) of the units issued or redeemed, representing the difference between the net asset value per Creation Unit as calculated by the Manager as of that date and the value of the Index Basket (as defined in the Prospectus of the Fund and based on the nominal closing prices as of that date), including the dividend equivalent amount per Creation Unit.\n\n# (h) Cash and cash equivalents\n\nCash and cash equivalents include cash in hand, demand deposits, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts."} +{"pdf_name": "2135299_15.pdf", "language": "en", "markdown": "# NOTES TO THE FINANCIAL STATEMENTS (Continued)\n\n# 2 Summary of significant accounting policies (Continued)\n\n# (i) Translation of foreign currencies\n\n# Functional and presentation currency\n\nItems included in the financial statements are measured using the currency of the primary economic environment in which the Fund operates (the “functional currency”). The performance of the Fund is measured and reported to the holders of redeemable units in Hong Kong dollar. The Manager considers the Hong Kong dollar as the currency that most faithfully represents the economic effects of the underlying transactions, events and conditions. The financial statements are presented in Hong Kong dollar, which is the Fund’s functional and presentation currency.\n\n# Transactions and balances\n\nForeign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign currency assets and liabilities are translated into the functional currency using the exchange rate prevailing at the year end date.\n\nForeign exchange gains and losses arising from translation are included in the Statement of Comprehensive Income.\n\nForeign exchange gains and losses relating to cash and cash equivalents are presented in the Statement of Comprehensive Income within “net foreign currency gains/losses on cash and cash equivalents”.\n\nForeign exchange gains and losses relating to the financial assets carried at fair value through profit or loss are presented in the Statement of Comprehensive Income within “net gain/(loss) on investments”.\n\n# (j) Redeemable units\n\nThe Fund issues redeemable units, which are redeemable at the holder’s option and are classified as financial liabilities. Redeemable units can only be redeemed in-kind equal to a proportionate share of the Fund’s net asset value. The redeemable unit is carried at the redemption amount that is payable at the year end date if the holder exercises the right to put the unit back to the Fund. In accordance with the Trust Deed, the minimum redemption units are 1,000,000 units.\n\nRedeemable units are issued and redeemed at the holder’s option at prices based on the Fund’s net asset value per unit at the time of issue or redemption. The Fund’s net asset value per unit is calculated by dividing the net assets attributable to the holders of redeemable units with the total number of outstanding redeemable units. In accordance with the provisions of the Trust Deed, investment positions are valued based on the last traded market price for the purpose of determining the net asset value per unit for creations and redemptions.\n\n# (k) Segmental reporting\n\nOperating segments are reported in a manner consistent with the internal reporting used by the chief operating decision-maker. The Manager, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the chief operating decision-maker that makes strategic decisions."} +{"pdf_name": "11692764_57.pdf", "language": "en", "markdown": "# Issue of new Shares under the Share Option Scheme will have a dilution effect and may affect the Group’s profitability\n\nThe Company has conditionally adopted the Share Option Scheme. Although no options have been granted thereunder as at the Latest Practicable Date, any exercise of the options granted under the Share Option Scheme in the future and issue of the Shares thereunder would result in a reduction in the percentage ownership of the Shareholders in the Company and may result in a dilution in the earnings per Share and net assets value per Share, as a result of the increase in the number of Shares outstanding after the issue.\n\nUnder HKFRS, any options granted to the grantees through the Share Option Scheme will be recognised as share based payment and will be charged to the Group’s income statements at fair value at the date of which such options are granted. As such, any grant of options under the Share Option Scheme may increase the expenses of the Group and may thereby affect the Group’s profitability.\n\n# You should not rely on any information contained in press articles or other media regarding the Company and the Share Offer\n\nPrior to the publication of this prospectus, there may be certain press and media coverage regarding the Company and the Share Offer which may include certain financial information, industry comparisons, profit estimates and other information about the Company that does not appear in this prospectus. The Group has not authorised the disclosure of any such information in the press or media and does not accept any responsibility for any such press or media coverage or the accuracy or completeness of any such information. The Group makes no representation as to the appropriateness, accuracy, completeness or reliability of any such information or publication. Prospective investors should not rely on any such information and should only rely on information included in this prospectus in making any decision as to whether to subscribe for the Shares."} +{"pdf_name": "11692764_58.pdf", "language": "en", "markdown": "This prospectus contains forward-looking statements, including, but without limitation to, the words and expressions such as “aim”, “expect”, “believe”, “plan”, “intend”, “anticipate”, “may”, “seek”, “will”, “would” and “could” and the negative of these words or other similar expressions or statements, in particular, in the sections headed “Business”, “Financial Information” and “Future Plans and Use of Proceeds” in this prospectus in relation to future events, business or other performance and development, the future development of the Group’s industry and the future development of the general economy of the Group’s key markets and globally.\n\nThese statements are based on numerous assumptions regarding the Group’s present and future business strategy and the environment in which the Group will operate in the future. These forward-looking statements reflecting the Group’s current views with respect to future events are not a guarantee of future performance and are subject to certain risks, uncertainties and assumptions, including the risk factors described in this prospectus and the following:\n\n• the Group’s business and operating strategies and the Group’s ability to implement such strategies;\n\n• the Group’s capital expenditure and expansion plans;\n\n• the Group’s ability to further develop and manage the Group’s expansion projects as planned;\n\n• the Group’s operations and business prospects;\n\n• various business opportunities that the Group may pursue;\n\n• the Group’s financial position;\n\n• the availability and costs of bank loans and other forms of financing;\n\n• the Group’s dividend policy;\n\n• the regulatory environment of the Group’s industry in general;\n\n• the performance and future developments of the consumer electronics industry;\n\n• the general outlook of the consumer electronics market in the world;\n\n• changes in political, economic, legal and social conditions in the PRC, including the specific policies of the PRC government and the local authorities in the regions where the Group operates;"} +{"pdf_name": "20793852_150.pdf", "language": "en", "markdown": "# 8. SEGMENT INFORMATION (continued)\n\n# Revenue from major products\n\n# Analysis by type of products\n\n8. 分部資料（續）\n\n來自主要產品的收益\n\n按產品類別劃分的分析\n\n
2018 \n2018年2017\n2017年
HK$’000 \n千港元HK$’000\n千港元
LED backlight LED背光
– Small dimension －小尺寸302,990331,363
– Medium dimension －中尺寸414,713295,997
– Large dimension －大尺寸129,853128,715
Sub-total 小計847,556756,075
LED lighting LED照明
– Indoor lighting －室內照明56,53519,395
– Outdoor lighting －室外照明25,46035,136
Sub-total 小計81,99554,531
Sourcing business 採購業務1,320,235867,360
Total 合計2,249,7861,677,966
"} +{"pdf_name": "20793852_151.pdf", "language": "en", "markdown": "# 8. SEGMENT INFORMATION (continued)\n\n# Revenue from major products (continued)\n\n# Analysis by application of products\n\n8. 分部資料（續）\n\n來自主要產品的收益（續）\n\n按產品應用劃分的分析\n\n
2018 \n2018年2017\n2017年
HK$’000 \n千港元HK$’000\n千港元
LED backlight LED背光
– Automobile displays －車載顯示489,285357,110
– Equipment displays －儀器顯示229,117270,145
– Televisions －電視機129,154128,820
Sub-total 小計847,556756,075
LED lighting LED照明
– Public lighting －公用照明25,75534,839
– Commercial lighting －商用照明56,24019,692
Sub-total 小計81,99554,531
Sourcing business 採購業務1,320,235867,360
Total 合計2,249,7861,677,966
"} +{"pdf_name": "20793848_40.pdf", "language": "en", "markdown": "# 5. OUR ENVIRONMENT (Continued)\n\n# 5.1 Emissions (Continued)\n\nWaste generated by the Offices:\n\n
Indicators20212020
T1otal hazardous waste (kg)461371
H2azardous waste discarded per employee (kg)1.450.77
T3otal non-hazardous waste (kg)14,83916,491
Non-hazardous waste di2scarded per employee (kg)46.5234.36
\n\nNotes：\n\n1. Data is calculated based on the actual weight of hazardous waste.\n\n2. The intensity is calculated based on the total number of employees of the Office, not the Group.\n\n3. Data is calculated based on the actual weight of non-hazardous waste and the “Research on Solutions to Domestic Solid Waste in Cities of China” issued by the Beijing Environmental Sanitation Administration.\n\n# 5.2 Energy and Resources\n\nEnergy and resources such as water are precious resources to everyone and are crucial for maintaining the Group’s business operation. Thereby, we set energy and water conservation as one of our major environmental commitments and implement proper and effective management on the use of energy and resources. During the Reporting Period, energy was consumed in the form of electricity usage, stationary combustion and heating in the offices, as well as fuel consumption for our vehicles. Since the Group’s principal business is property development, no packaging materials were consumed during the Reporting Period.\n\nSimilarly, the Group has set targets for increasing both energy and water consumption efficiency. The Group endeavours to conserve water and electricity to cater for the environmental protection trend of the industry. In order to achieve the targets, the Group decreases the water consumption from the production and office operation through enhancing rainwater utilisation rate. In addition, the Group continues to implement energy resources management measures in offices for achieving the long-term target of 15% reduction of the previous five-year plan. During the Year, the energy consumption of the Group in offices has been reduced by 27% of that during the previous reporting period."} +{"pdf_name": "20793848_41.pdf", "language": "en", "markdown": "# 5. OUR ENVIRONMENT (Continued)\n\n# 5.2 Energy and Resources (Continued)\n\nEnergy and water consumption of the offices:\n\n
Indicators20212020
T1otal energy consumption (MWh)1,5292,101
Total2 energy consumption per employee (MWh)4.794.38
T33otal water consumption (m)18,6569,427
Total23 water consumption per employee (m)58.4819.64
\n\nNotes:\n\n1. Data is calculated based on the “Land Transport Enterprises – Guidelines on Greenhouse Gas Emission Accounting and Reporting (Trial)” issued by the National Development and Reform Commission of the PRC and “Appendix 2: Reporting Guidance on Environmental KPIs” published by the Hong Kong Stock Exchange.\n\n2. The intensity is calculated based on the total number of employees of the Office, not the Group.\n\n3. Data is calculated based on the record of actual water consumption of the Group. Water consumption has increased and returned to the original level in response to the alleviation of COVID-19 pandemic in the Year.\n\n# Energy Consumption by Type:"} +{"pdf_name": "20791687_100.pdf", "language": "en", "markdown": "# Consolidated Statement of Changes in Equity\n\nfor the year ended 31 December 2020\n\n(Expressed in Renminbi)\n\n
Attributable to equity shareholders of the CompanyNon-\ncontrolling \ninterestsTotal \nequity
Share \ncapitalCapital \nreserveStatutory \nreserveTranslation \nreserveOther \nreservesRetained \nprofitsTotal
RMB’000 \n(note 23(c))RMB’000 \n(note 23(d)(i))RMB’000 \n(note 23(d)(ii))RMB’000 \n(note 23(d)(iii))RMB’000 \n(note 23(d)(iv))RMB’000RMB’000RMB’000RMB’000
Balance at 1 January 2019510,98128,163126,886(1,187)2,308929,2101,596,361(7,007)1,589,354
Changes in equity for 2019:
Profit for the year—————26,40326,40395927,362
Other comprehensive loss———(10)——(10)—(10)
Total comprehensive income———(10)—26,40326,39395927,352
Equity-settled share-based \ntransactions (note 21)—1,772————1,772—1,772
Purchase of own shares—————(8,913)(8,913)—(8,913)
Dividends paid to equity shareholders \nof the Company—————(34,170)(34,170)—(34,170)
Balance at 31 December 2019510,98129,935126,886(1,197)2,308912,5301,581,443(6,048)1,575,395
Balance at 1 January 2020510,98129,935126,886(1,197)2,308912,5301,581,443(6,048)1,575,395
Changes in equity for 2020:
Profit for the year—————87,21387,2139587,308
Other comprehensive loss———(12,352)——(12,352)—(12,352)
Total comprehensive income———(12,352)—87,21374,8619574,956
Equity-settled share-based \ntransactions (note 21)—872————872—872
Purchase of own shares—————(18,125)(18,125)—(18,125)
Dividends declared by subsidiaries to \nthe non-controlling equity owner———————(615)(615)
Dividends paid to equity shareholders \nof the Company (note 23(b)(ii))—————(10,702)(10,702)—(10,702)
Balance at 31 December 2020510,98130,807126,886(13,549)2,308970,9161,628,349(6,568)1,621,781
\n\nThe notes on pages 101 to 167 form part of these financial statements."} +{"pdf_name": "20791687_101.pdf", "language": "en", "markdown": "# Consolidated Cash Flow Statement\n\nfor the year ended 31 December 2020\n\n(Expressed in Renminbi)\n\n
Note20202019
RMB’000RMB’000
Operating activities
Cash generated from operations17(b)320,61546,918
Income tax paid22(a)(30,486)(27,039)
Net cash generated from operating activities290,12919,879
Investing activities
Payment for purchase of property, plant and equipment11(393)(1,392)
Payment for purchase of intangible assets(607)(251)
Payment for purchase of investment property—(19,214)
Payment for purchase of other financial assets(82,000)(79,684)
Proceeds from disposal of financial assets43,301—
Received from other financial asset2,000—
Investments to associates—(2,150)
Time deposits with initial term over three months(22,587)(21,920)
Proceeds from disposal of property, plant and equipment153123
Payment of restricted cash(882)—
Interest received5(a)14,26814,881
Dividends received from investments in securities1,536—
Net cash used in investing activities(45,211)(109,607)
Financing activities
Payment for purchase of own shares(18,125)(8,913)
Dividends paid to equity shareholders of the Company(10,702)(34,170)
Capital element of lease rentals paid(1,912)—
Interest element of lease rentals paid(59)—
Other cash flows arising from financing activities28—
Net cash used in financing activities(30,770)(43,083)
Net increase/(decrease) in cash and cash equivalents214,148(132,811)
Cash and cash equivalents at 1 January583,677715,109
Effect of foreign exchange rate changes(9,741)1,379
Cash and cash equivalents at 31 December17788,084583,677
\n\nThe notes on pages 101 to 167 form part of these financial statements."} +{"pdf_name": "20757700_28.pdf", "language": "en", "markdown": "# Environment\n\n# Reducing Waste\n\nWaste is a by-product of our manufacturing processes. Our approach is to reduce, reuse and recycle waste where possible. Metal waste, aluminium, wood and general waste constitute the primary types of waste from our operations. Metal accounts for more than half of our total waste. We sell metal waste as scrap for recycling by other users. In FY2019, metal waste accounted for 65% of our total non-hazardous waste followed by general waste of 23%.\n\nOur policy is to dispose waste through licensed waste management contractors for recycling or safe disposal in accordance with local regulations.\n\n# Complying with Laws\n\nWe are committed to complying with the applicable environmental regulations. There were no incidents of non-compliance against environmental laws or regulations in the reported periods.\n\nNon-hazardous Waste (tonnes)"} +{"pdf_name": "20757700_29.pdf", "language": "en", "markdown": "As a responsible corporate citizen, our business philosophy is centered on an unwavering commitment to improve the economic, environmental and social well-being of our stakeholders.\n\n
Anti-CorruptionOur policy requires zero-tolerance towards bribery and corruption. There were \nno known incidents of corruption in the reported period.
Whistle-Blowing PolicyOur Whistle-Blowing Policy aims at maintaining a hihg standard of corporate \ngovernance; providing a channel of communication for employees to report \nfraudulent practices; and guides employees on actions to address their concerns \non suspicions of fraudulent activities. The policy also provides the process for \ninvestigation and management reporting. This policy deals with: \n•\t Conflicts of interest: An emlpoyee or officer should always act in the best interest\nof the Group. A “conflict of interest” occurs when an individual’s personal interests\ninterferes or appears to interfere with the interests of the Group.\n•\t Taking advantage of corporate opportunities: Emlpoyees and directors are\nprohibited from taking advantage of corporate property, information, or position,\nor opportunities arising from these, for personal gains or to compete with the\nGroup.\n•\t Confidentiality: Emlpoyees and directors must maintain the confidentiality of\ninformation entrusted to them by the Group or its customers, except when\ndisclosure is authorised or legally mandated.\n•\t Fair dealing: Each emloyee and director should endeavour to deal fairly with thpe\nG’rous customers, sulppiers, competitors and emlhpoNpyees. one sould take unfair\nadvantahge of anhyone throug disonesty, misrepresentation of material facts or\nany other unfair practice.\n’•\t Protection and proper use of the Groups assets: All emlpodl\nyees an officers shoud’protect the Groups assets and ensure their efficient use for legitimate business\npurposes.\n•\t Comlpiance with laws, rules and regulations (including insider trading laws): We\nactivelly promote compiance with laws, rules and regulations, including insider\ntrading laws. Insider trading is both unethical and illegal.\n•\t Unethical behaviour: We actively promote ethical behaviour and encourage\nemlpoyees to report any misconduct in this regard.
Regulatory ComplianceGDS is committed to conducting its business activities in a lawful manner. We \nhave implemented measures to stay updated about the regulations that apply to \nour business to ensure compliance. \nThere were no known incidents of non-compliance with socio-economic laws or \nregulations in the reported period.
"} +{"pdf_name": "20787384_231.pdf", "language": "en", "markdown": "# 4. Financial risk management (continued)\n\n# 4.3 Liquidity risk (continued)\n\n# (C) Analysis of undiscounted cash flows by contractual maturities (continued)\n\n# (b) Derivative cash flows\n\nThe tables below summarise the cash flows of the Group by remaining contractual maturity as at 31 December for derivative financial liabilities that will be settled on a net basis, together with all derivative financial instruments that will be settled on a gross basis regardless of whether the contract is in an asset or liability position. The amounts disclosed in the tables are the contractual undiscounted cash flows, except for certain derivatives which are disclosed at fair value.\n\nThe Group’s derivative financial instruments that will be settled on a net basis mainly include interest rate swaps whereas derivative financial instruments that will be settled on a gross basis mainly include currency forwards and currency swaps.\n\n
2018
Up to \n1 month1 to 3 \nmonths3 to 12 \nmonths1 to 5 \nyearsOver\n5 yearsTotal
HK$’mHK$’mHK$’mHK$’mHK$’mHK$’m
Derivative financial liabilities \nsettled on a net basis(8,983)(884)(2,338)(5,061)(1,002)(18,268)
Derivative financial instruments \nsettled on a gross basis
Total inflow792,296383,269643,870133,0334,6831,957,151
Total outflow(793,145)(382,112)(641,036)(133,384)(4,660)(1,954,337)
\n\n
2017
Up to \n1 month1 to 3 \nmonths3 to 12 \nmonths1 to 5 \nyearsOver\n5 yearsTotal
HK$’mHK$’mHK$’mHK$’mHK$’mHK$’m
Derivative financial liabilities \nsettled on a net basis(7,463)(720)(1,127)(3,580)(856)(13,746)
Derivative financial instruments \nsettled on a gross basis
Total inflow635,704462,071492,297125,6065,1811,720,859
Total outflow(636,212)(462,229)(491,628)(125,756)(5,192)(1,721,017)
"} +{"pdf_name": "20787384_232.pdf", "language": "en", "markdown": "# 4. Financial risk management (continued)\n\n# 4.3 Liquidity risk (continued)\n\n# (C) Analysis of undiscounted cash flows by contractual maturities (continued)\n\n# (c) Off-balance sheet items\n\n# Loan commitments\n\nThe contractual amounts of the Group’s off-balance sheet financial instruments as at 31 December 2018 that the Group commits to extend credit to customers and other facilities amounted to HK\\$545,794 million (2017: HK\\$569,658 million). Those loan commitments can be drawn within one year.\n\n# Financial guarantee contracts\n\nFinancial guarantees and other financial facilities of the Group as at 31 December 2018 amounting to HK\\$62,094 million (2017: HK\\$66,800 million) are maturing no later than one year.\n\n# 4.4 Insurance risk\n\nThe Group is in the business of insuring against the risk of mortality, morbidity, disability, critical illness, accidents and related risks. The Group manages these risks through the application of its underwriting strategy and reinsurance arrangements.\n\nThe underwriting strategy is intended to set premium pricing at an appropriate level that corresponds with the underlying exposure of the risks underwritten and the Group’s underwriting procedures include the screening processes, such as the review of health condition and family medical history to ensure alignment with the underwriting strategy.\n\nWithin the insurance process, concentrations of risk may arise where a particular event or a series of events could impact heavily on the Group’s liabilities. Such concentrations may arise from a single insurance contract or through a small number of related contracts, and relate to circumstances where significant liabilities could arise.\n\nFor the in-force insurance contracts, most of the underlying insurance liabilities are related to endowment, universal life, annuity, whole life and unit-linked insurance products. For most of the insurance policies issued, the Group has a retention limit on any single life insured. The Group cedes the excess of the insured benefit over the limit to reinsurer under an excess of loss reinsurance arrangement. For some of the insurance liabilities, the Group has entered into reinsurance arrangements that reinsure most of the insurance risk.\n\nUncertainty in the estimation of future benefit payments and premium receipts for long-term insurance contracts arises from the unpredictability of long-term changes in overall levels of mortality, morbidity and persistency. In this regard, the Group has conducted relevant experience studies. The results of such studies are considered in determining the assumptions of insurance liability which include an appropriate level of prudential margins."} +{"pdf_name": "9273514_188.pdf", "language": "en", "markdown": ". enhancing our operational efficiency and corporate governance through compliance with rigorous disclosure standards which we believe would enhance our internal control, operating systems and risk management; and\n\n. enhancing employee incentive and commitment. Human resources and talents are vital to our business, being a listed company can help to attract, recruit and retain our valued management personnel, employees and skilled professionals to provide additional incentive. To this end, we have also put in place the Share Option Scheme for our employees in order to attract and retain talents. See ‘‘E. Share Option Scheme’’ in Appendix V to this prospectus for a summary of the principal terms of the Share Option Scheme.\n\nOur executive Directors had considered and evaluated different listing venues including Hong Kong and Singapore and have concluded that Hong Kong is the suitable venue to pursue a listing after taking into account the following factors:\n\n. our executive Directors consider that the level of trading activities on a stock exchange to be one of the key factors indicating the ease of conducting secondary funding activities after a listing. A secondary fundraising exercise such as a secondary placement of shares would generally be more attractive to investors if there is a more liquid market, where there will be more buyers, who may invest in our shares under the fundraising exercise, and sellers, who may realise their investment subsequently. According to the CIC Report, the average daily turnover of securities in Hong Kong was approximately HK\\$66.9 billion (equivalent to approximately S\\$11.2 billion) and approximately HK\\$88.4 billion (equivalent to approximately S\\$14.9 billion), respectively, in 2016 and 2017. By comparison, accordingly to the Stock Exchange of Singapore, the average daily turnover of securities in Singapore was approximately S\\$1.1 billion and S\\$1.2 billion, respectively, for the corresponding periods. As such, our executive Directors are of the view that it would be easier to conduct secondary fundraising in the Hong Kong stock market, if necessary, for our further expansion in the future, than in the Singapore stock market, as the Hong Kong market has higher liquidity;\n\n. according to the CIC Report, the market capitalisation weighted average price-earnings ratio of companies listed on the Stock Exchange and those on the Stock Exchange of Singapore as at 31 January 2018 was approximately 39.1 times and 18.2 times, respectively. As such, our executive Directors are of the view that the valuation of companies listed in Hong Kong is generally higher than those listed in Singapore, and thus there is a higher probability for our Company to achieve a higher valuation if the Share Offer is conducted through the Hong Kong stock market instead of the Singapore stock market;\n\n. the Stock Exchange is an international stock market and is mature in the global financial world. According to the global ranking of stock exchanges by market capitalisation on the SFC’s website, the Stock Exchange ranked seventh among the world’s leading stock exchanges in terms of market capitalisation as at the end of December 2017, with a total market capitalisation of US\\$4,350.5 billion. It is also the third largest stock exchange in Asia, behind Japan and Shanghai, China, as at the end of December 2017; and"} +{"pdf_name": "9273514_189.pdf", "language": "en", "markdown": ". given the international and mature status of the Stock Exchange, our executive Directors believe that the listing of our Shares in Hong Kong has advantages which include a sound regulatory framework, free flow of capital and an advanced clearing and settlement infrastructure and financial services.\n\nOur Directors believe that investors would be interested in investing in our Group despite the fact that our Group is based in Singapore for the following reasons. Our major customers encompass subsidiaries of listed companies. Such customers include (i) Customer B, a subsidiary of a company listed on the New York Stock Exchange, which is a Fortune 500 company and the leading global developer of integrated resorts and casino operator; (ii) CBM Pte Ltd, a subsidiary of City Developments Limited, a company listed on the Singapore Stock Exchange, which is an international real estate operating company with a global presence, and one of Singapore’s largest companies by market capitalisation; and (iii) UEMS Solutions Pte Ltd, a subsidiary of UEM Edgenta Berhad, a company listed on the Main Board of Bursa Malaysia Securities Berhad, which is a leader in total asset solutions including consultancy, procurement and construction planning, operations and maintenance for a range of assets and building types such as residential properties, offices and roads. In addition, in 2016, we secured a three-year framework agreement for the supply of our tissue products to the largest international airport in Singapore. Our Directors believe that given the international background and reputable status of our customers, investors would be attracted by our Group’s customer profile to invest in our Group."} +{"pdf_name": "3426397_82.pdf", "language": "en", "markdown": "# 2. ADOPTION OF NEW OR REVISED IFRSs (continued)\n\n# (b) New or revised IFRSs that have been issued but are not yet effective (continued)\n\n# IFRS 16 — Leases (continued)\n\nAs at 31 December 2018, the Group has non-cancellable operating lease commitments of HK\\$18,314,000 as disclosed in Note 32(a). A preliminary assessment indicates that these arrangements will meet the definition of a lease under IFRS 16, and hence the Group will recognise a right-of-use asset and a corresponding liability in respect of all these leases unless they qualify for low value or short-term leases upon the application of IFRS 16. In addition, the application of new requirements may result in changes in measurement, presentation and disclosure as indicated above. However, it is not practicable to provide a reasonable estimate of the financial effect until the Group performs a detailed review.\n\nIn respect of the lessor accounting, IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17. Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two types of leases differently.\n\n# IFRIC 23 — Uncertainty over Income Tax Treatments\n\nThe interpretation supports the requirements of IAS 12 “Income Taxes” by providing guidance over how to reflect the effects of uncertainty in accounting for income taxes. Under the interpretation, the entity shall determine whether to consider each uncertain tax treatment separately or together based on which approach better predicts the resolution of the uncertainty. The entity shall also assume the tax authority will examine amounts that it has a right to examine and have full knowledge of all related information when making those examinations. If the entity determines it is probable that the tax authority will accept an uncertain tax treatment, then the entity should measure current and deferred tax in line with its tax filings. If the entity determines it is not probable, then the uncertainty in the determination of tax is reflected using either the “most likely amount” or the “expected value” approach, whichever better predicts the resolution of the uncertainty.\n\nThe Group is not yet in a position to state whether these new pronouncements will result in substantial changes to the Group’s accounting policies and financial statements.\n\n# Amendments to IFRS 10 and IAS 28 — Sale or Contribution of Assets between an Investor and its Associate or Joint Venture\n\nThe amendments clarify the extent of gains or losses to be recognised when an entity sells or contributes assets to its associate or joint venture. When the transaction involves a business, the gain or loss is recognised in full; conversely when the transaction involves assets that do not constitute a business, the gain or loss is recognised only to the extent of the unrelated investors’ interests in the joint venture or associate.\n\nThe Group is not yet in a position to state whether these new pronouncements will result in substantial changes to the Group’s accounting policies and financial statements."} +{"pdf_name": "3426397_83.pdf", "language": "en", "markdown": "# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES\n\n# (a) Basis of preparation\n\nThe consolidated financial statements have been prepared under historical cost convention except for certain financial instruments classified as available-for-sale investments and at fair value through profit or loss, which are measured at fair value. The significant accounting policies that have been used in the preparation of these financial statements are summarised below. These policies have been consistently applied to all the years presented unless otherwise stated. The adoption of new or revised IFRSs and the impacts on the financial statements, are disclosed in Note 2.\n\nIt should be noted that accounting estimates and assumptions are used in preparation of the financial statements. Although these estimates are based on management’s best knowledge and judgment of current events and actions, actual results may ultimately differ from those estimates. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are set out in Note 4.\n\n# (b) Business combination and basis of consolidation\n\nThe consolidated financial statements comprise the financial statements of the Company and its subsidiaries. Inter-company transactions and balances between group companies together with unrealised profits are eliminated in full in preparing the consolidated financial statements. Unrealised losses are also eliminated unless the transaction provides evidence of impairment on the asset transferred, in which case the loss is recognised in profit or loss.\n\nThe results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of profit or loss from the effective dates of acquisition or up to the effective dates of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group.\n\nAcquisition of subsidiaries or businesses is accounted for using acquisition method. The cost of an acquisition is measured at the aggregate of the acquisition-date fair value of assets transferred, liabilities incurred and equity interests issued by the Group, as the acquirer. The identifiable assets acquired and liabilities assumed are principally measured at acquisition-date fair value. The Group’s previously held equity interest in the acquiree is re-measured at acquisition-date fair value and the resulting gains or losses are recognised in profit or loss. The Group may elect, on a transaction-by-transaction basis, to measure non-controlling interests that represent present ownership interests in the subsidiary either at fair value or at the proportionate share of the acquiree’s identifiable net assets. All other non-controlling interests are measured at fair value unless another measurement basis is required by IFRSs. Acquisition-related costs incurred are expensed unless they are incurred in issuing equity instruments in which case the costs are deducted from equity."} +{"pdf_name": "9304817_19.pdf", "language": "en", "markdown": "# SUSTAINABILITY GOVERNANCE\n\nAt MGM China, we integrate sustainability management into all levels of our governance, from Board-level and management-level committees to operational-level teams and business units. Established in 2012, the MGM Sustainability Committee (“Committee”), chaired by the non-executive director of the Board, drives us towards fulfilling our Sustainability Vision and goals. In recognition of the rocketing awareness on sustainability in the market, we advance the structure of our Committee to enhance diversity, uphold accountability and the multi-disciplinary nature of sustainability. Therefore, the Committee underwent a restructuring, increasing the membership from 7 to 11 core departments in 2020.\n\nThe 3 operational-level teams, namely the Community Volunteer Team, Climate Change and Carbon Management Team, and Green Team are in place to encourage employees’ participation in community events, explore environmental enhancement opportunities, and engage and inspire fellow team members to help us achieve our environmental objectives.\n\n# Sustainability Governance Structure"} +{"pdf_name": "9304817_20.pdf", "language": "en", "markdown": "# RESPONSE TO GLOBAL CALLS FOR SUSTAINABLE DEVELOPMENT\n\nMGM China supports the SDGs and has identified and aligned the Company’s strategy and initiatives with 9 relevant SDGs addressing global challenges.\n\n# UN SDGs Supported by MGM China"} +{"pdf_name": "3456618_78.pdf", "language": "en", "markdown": "# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont’d)\n\n# 3.15 Financial instruments (Cont’d)\n\n# Financial assets (Cont’d)\n\n# Effective interest method\n\nThe effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.\n\nInterest income is recognised on an effective interest basis for debt instruments other than those financial assets classified at FVTPL, of which interest income is included in net gains or loses.\n\n# Financial assets at FVTPL\n\nFinancial assets are classified as at FVTPL when the financial asset is (i) held for trading or (ii) it is designated as at FTVPL.\n\nA financial asset is classified as held for trading if:\n\n• it has been acquired principally for the purpose of selling it in the near term;or\n\n• on initial recognition it is a part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or\n\n• it is a derivative that is not designated and effective as a hedging instrument."} +{"pdf_name": "3456618_79.pdf", "language": "en", "markdown": "# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont’d)\n\n# 3.15 Financial instruments (Cont’d)\n\n# Financial assets (Cont’d)\n\n# Financial assets at FVTPL (Cont’d)\n\nA financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:\n\n• such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or\n\n• the financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or\n\n• it forms part of a contract containing one or more embedded derivatives, and HKAS 39 Financial Instruments: Recognition and Measurement permits the entire combined contract (asset or liability) to be designated at FVTPL.\n\nFinancial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss excludes any dividend or interest earned on the financial assets and is included in the other revenue and other income line item. Fair value is determined in the manner described in note 4 to the consolidated financial statements."} +{"pdf_name": "7568591_77.pdf", "language": "en", "markdown": "# 4 FINANCIAL RISK MANAGEMENT (Continued)\n\n# (a) Financial risk factors (Continued)\n\n# (i) Credit risk (Continued)\n\n# Trade receivables\n\nThe Group’s trade receivables have been grouped into categories for shared credit risk characteristics:\n\n– primary properties market transactions\n\n– other transactions\n\nFor trade receivables from primary properties market transactions, the counterparties are primarily large corporations and have strong financial position and management considers the credit risk is close to zero.\n\nFor trade receivables from other transactions, the counterparties are primarily individuals. When there is objective evidence that individual trade receivable is impaired, the loss allowances for these trade receivables is assessed and measured at an amount equal to lifetime expected credit losses.\n\nFor the remaining trade receivables from other transactions which no objective evidence is available without undue cost to measure the lifetime expected credit loss, the Group applies the HKFRS 9 simplified approach to measure expected credit losses which uses a lifetime expected loss allowance for these trade receivables collectively.\n\nTo measure the expected credit losses, these trade receivables have been grouped based on the days past due and the sectors of the transacted properties (i.e. commercial properties, shops and industrial properties).\n\nThe expected loss rates are based on the latest completed historical payment profile of sales over a period of 12 month and the corresponding historical credit losses experienced within that period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables, if any."} +{"pdf_name": "7568591_78.pdf", "language": "en", "markdown": "# 4 FINANCIAL RISK MANAGEMENT (Continued)\n\n# (a) Financial risk factors (Continued)\n\n# (i) Credit risk (Continued)\n\n# Trade receivables (Continued)\n\nOn these basis, the loss allowances for trade receivables as at 31 December 2020 and 31 December 2019 were determined as follows:\n\n# As at 31 December 2020\n\n
Expected\nloss rateGross\ncarrying\namountLoss allowance
Individually\nassessedCollectively\nassessed Total
% HK$’000 HK$’000 HK$’000 HK$’000
Current (not yet due)4.5%-15.0%81,268(460)(4,138)(4,598)
Less than 30 days past due0.8%-7.7%10,854(75)(597)(672)
31-60 days past due3.7%-19.0%3,006 –(405)(405)
61-90 days past due7.9%-31.0%2,163(1,345)(56)(1,401)
More than 90 days past due13.0%-100%29,329(24,021)(4,665)(28,686)
126,620(25,901)(9,861)(35,762)
\n\n# As at 31 December 2019\n\n
Expected\nloss rateGross\ncarrying\namountLoss allowance
Individually\nassessedCollectively\nassessed Total
% HK$’000 HK$’000 HK$’000 HK$’000
Current (not yet due)3.6%-6.2%75,912(893)(2,955)(3,848)
Less than 30 days past due0.4%-5.5%10,303(96)(245)(341)
31-60 days past due1.3%-13.9%3,729(1,601)(363)(1,964)
61-90 days past due2.4%-19.6%2,369 –(375)(375)
More than 90 days past due36.0%-100%27,449(17,104)(8,884)(25,988)
119,762(19,694)(12,822)(32,516)
\n\nNote: The customers are obliged to settle the amounts due upon the completion of or pursuant to the terms and conditions of the relevant agreements. The loss allowance provided for trade receivables not yet due includes the credit risk arising from bad debts and fallen through transactions. The loss allowance provided for overdue trade receivables includes only the credit risk arising from bad debts."} +{"pdf_name": "20788184_136.pdf", "language": "en", "markdown": "# Homeowners premium measures and statistics\n\n
201720162015
PIF (thousands)795832
New issued applications (thousands)343728
Average premium$ 917 $ 875 $ 833
Renewal ratio (%) (1)85.582.681.9
Approved rat(2)e changes :
# of locations (3)41N/A
Total brand (%)5.1(0.5)N/A
Location specific (%)14.3(10.0)N/A
\n\n(1) Esurance’s renewal ratios exclude the impact of risk related cancellations during the new business underwriting period. Customers can enter into a policy without a physical inspection. During the underwriting review period, a number of policies may be canceled if upon inspection the condition is unsatisfactory.\n\n(2) Rate changes were approved in 4 states, totaled \\$2.9 million in 2017. Rate changes were only approved in Texas in 2016. No rate changes were approved in 2015. N/A reflects not applicable.\n\n(3) Esurance brand operates in 31 states and 2 Canadian provinces.\n\nHomeowners insurance premiums written totaled\\$79 million in 2017 compared to \\$56 million in 2016. Factors impacting premiums written were:\n\n• 21 thousand increase in PIF as of December 31, 2017 compared to December 31, 2016.\n\n• 3 thousand decrease in new issued applications in 2017 compared to 2016 due to reduced marketing activities.\n\n• 4.8% increase in average premium in 2017 compared to 2016, primarily due to increased premium distribution in higher average premium states and rate changes. As of December 31, 2017, Esurance is writing homeowners insurance in 31 states with lower hurricane risk, contributing to lower average premium compared to the industry.\n\nHomeowners insurance premiums written totaled\\$56 million in 2016 compared to \\$30 million in 2015. Factors impacting premiums written were:\n\n• 26 thousand increase in PIF as of December 31, 2016 compared to December 31, 2015.\n\n• 9 thousand increase in new issued applications in 2016 compared to 2015.\n\n• As of December 31, 2016, Esurance was writing homeowners insurance in 31 states with lower hurricane risk.\n\n# Combined ratios by line of business\n\n
For the years ended December 31,
Loss ratio (1)E(1)xpense ratio Combined ratio
201720162015201720162015201720162015
Auto77.575.875.324.828.234.0102.3104.0109.3
Homeowners83.878.663.245.6161.9136.8129.4240.5200.0
Other personal lines50.062.557.137.537.542.987.5100.0100.0
Total77.675.875.125.731.735.2103.3107.5110.3
\n\n(1) Ratios are calculated using the premiums earned for the respective line of business.\n\n# Loss ratios by line of business\n\n
Loss ratioFor the years ended December 31,Effect of catastrohpe\nlosses included in prior\nyear reserve\nreestimates on\ncombined ratio
Effect of catastrohpe\nlosses on combined\nratioEffect of prior year\nreserve reestimates on\ncombined ratio
201720162015201720162015201720162015201720162015
Auto77.575.875.32.11.50.70.1(1.3)(1.1) — — —
Homeowners83.878.663.223.528.615.8(3.0) — —(1.5) — —
Other personal lines50.062.557.1 — — —(12.5)—————
Total77.675.875.12.92.20.9(0.1)(1.3)(1.1)(0.1) —0.1
\n\nAuto loss ratio increased 1.7 points in 2017 compared to 2016, primarily due to unfavorable prior year reserve reestimates in 2017 compared to favorable prior year reserve reestimates in 2016 and higher catastrophe losses. Auto loss ratio increased 0.5 points in 2016 compared to 2015, primarily due to higher claim frequency and catastrophe losses, partially offset by increases in premiums earned.\n\nCatastrophe losses were \\$50 million in 2017 compared to \\$36 million in 2016 and \\$14 million in 2015."} +{"pdf_name": "20788184_137.pdf", "language": "en", "markdown": "# Expense ratios by line of business\n\n
For the years ended December 31,
201720162015
Auto24.828.234.0
Homeowners45.6161.9136.8
Other personal lines37.537.542.9
Total expense ratio25.731.735.2
\n\n# Impact of specific costs and expenses on the expense ratio\n\n
For the years ended December 31,
201720162015
Amortization of DAC2.42.52.5
Advertising expense8.311.212.6
Amortization of purchased intangible assets0.21.42.2
Other costs and expenses14.616.617.9
Restructuring and related charges0.2——
Total expense ratio25.731.735.2
\n\nExpense ratio decreased 6.0 points in 2017 compared to 2016. Esurance uses a direct distribution model, therefore its primary acquisition-related costs are advertising as opposed to commissions. Esurance advertising expense ratio decreased 2.9 points in 2017 compared to 2016, primarily due to reductions in homeowners marketing. Other costs and expenses, including salaries of phone sales personnel and other underwriting costs related to customer acquisition, were lower in 2017 compared to 2016 due to the implementation of process efficiencies. Expense ratio includes amortization of purchased intangible assets from the original acquisition in 2011. Starting in 2017, the portion of the remaining purchased intangible asset related to the Esurance brand name was classified as an infinite-lived intangible and is no longer being amortized, but instead tested for impairment on an annual basis.\n\nWe continue to review our advertising spend to ensure our acquisition costs meet our targeted returns. Esurance incurs substantially all of its acquisition costs in the year of policy inception. As a result, the Esurance expense ratio will be higher or lower depending on the advertising expenditures incurred related to our profitability actions. Esurance’s annual combined ratio is below 100, after the year of policy inception (in which substantially all acquisition costs are incurred), driven by pricing changes, customer mix and renewal experience.\n\nExpense ratio decreased 3.5 points in 2016 compared to 2015. Esurance has continued to invest in growth, including offering a comprehensive suite of products such as homeowners, motorcycle and usage-based insurance as well as expanding into the Canadian market. Esurance advertising expense ratio decreased 1.4 points in 2016 compared to 2015 in conjunction with our profitability actions. Strategic reductions in marketing spending were made on auto while homeowners advertising spending was increased. Other costs and expenses, including salaries of phone sales personnel and other underwriting costs related to customer acquisition, were lower in 2016 than 2015."} +{"pdf_name": "7567536_16.pdf", "language": "en", "markdown": "# Other Income\n\nWith the decrease in net exchange difference of approximately HK\\$0.9 million and decrease in royalty income of approximately HK\\$2.5 million from one of the Group’s branded timber products for a timber flooring project, the Group’s other income decreased significantly by approximately HK\\$3.1 million, or approximately 62.0%, from approximately HK\\$5.0 million for the year ended 31 March 2019 to approximately HK\\$1.9 million for the year ended 31 March 2020.\n\n# Selling and Distribution Expenses\n\nThe Group’s selling and distribution expenses mainly comprised business development expenses, transportation expenses and storage expenses. The total selling and distribution expenses increased by approximately HK\\$2.3 million, or approximately 35.9%, from approximately HK\\$6.4 million for the year ended 31 March 2019 to approximately HK\\$8.7 million for the year ended 31 March 2020, mainly being an increase in business development expenses incurred to explore potential business opportunities and maintain business relationships.\n\n# Administrative Expenses\n\nThe Group’s administrative expenses slightly increased by approximately HK\\$2.2 million, or approximately 7.6%, from approximately HK\\$28.8 million for the year ended 31 March 2019 to approximately HK\\$31.0 million for the year ended 31 March 2020. Staff cost has increased by approximately HK\\$1.1 million, as the average number of staff and average monthly salary has been increased during the year ended 31 March 2020. In addition, impairment and written off on assets has increased by approximately HK\\$1.0 million.\n\n# Finance Costs\n\nThe Group’s finance costs increased by approximately HK\\$0.4 million, or approximately 30.8%, from approximately HK\\$1.3 million for the year ended 31 March 2019 to approximately HK\\$1.7 million for the year ended 31 March 2020. Despite the effective interest rate decreased as Hong Kong Monetary Authority reduced its base rate by 25 basis points to 2 percent in late October 2019, average bank borrowings increased and hence the finance costs for the year ended 31 March 2020 also increased.\n\n# Income Tax Expenses and Effective Tax Rate\n\nThe Group’s income tax expenses decreased by approximately HK\\$0.3 million, or approximately 60.0%, from approximately HK\\$0.5 million for the year ended 31 March 2019 to approximately HK\\$0.2 million for the year ended 31 March 2020. Such decrease was attributed to the turnaround effect from profits to loss for the year ended 31 March 2020.\n\nThe Group’s effective tax rates for the years ended 31 March 2020 and 2019 were approximately negative 0.6% and 41.3% respectively."} +{"pdf_name": "7567536_17.pdf", "language": "en", "markdown": "# Net (Loss)/Profit and Net Profit Margin\n\nThe Group’s net profit decreased by approximately HK\\$24.6 million, from net profit of approximately HK\\$0.8 million for the year ended 31 March 2019 to net loss of approximately HK\\$23.8 million for the year ended 31 March 2020. The decrease in net profit was mainly due to decreases in revenue and gross profit as mentioned above.\n\nThe Group’s net profit margins were approximately negative 15.2% and 0.3% for the years ended 31 March 2020 and 2019 respectively, and the decrease was mainly due to reasons illustrated above.\n\n# Liquidity and Financial Resources Review\n\nThe Group had normally funded its liquidity and capital requirements primarily through bank borrowings and net cash generated from operating activities.\n\n# Total equity and net current assets\n\nThe total equity of the Group mainly comprises share capital, share premium and reserves. The total equity of the Group as at 31 March 2020 was approximately HK\\$145.2 million (2019: approximately HK\\$169.1 million).\n\nAs at 31 March 2020, the Group’s net current assets were approximately HK\\$115.1 million (2019: approximately HK\\$138.1 million).\n\n# Cash and cash equivalents\n\nAs at 31 March 2020, the Group had cash and cash equivalents of approximately HK\\$59.3 million (2019: approximately HK\\$56.5 million).\n\n# Bank borrowings\n\nAs at 31 March 2020, the Group had bank borrowings of approximately HK\\$41.4 million (2019: approximately HK\\$38.9 million), and all of the Group’s bank borrowings were at floating interest rates (2019: HK\\$38.9 million)."} +{"pdf_name": "11701045_50.pdf", "language": "en", "markdown": "# Strategic Enabler:\n\nCommunity engagement and investment\n\nWe align our community investment strategy with our business purpose, taking into consideration our stakeholders’ areas of interests.\n\n# Our approach to community investment\n\nOur strategy remains focused on health issues relevant to communities where we operate, education (specifically financial education) and building community resilience through safety. In living our purpose, we contribute to improving lives and leaving a lasting impact on society through our employee engagement and volunteer programmes. We continue to build on the long-term relationships we have with our community partners, ofering both financial and skills-based support.\n\n# Governance of community investment\n\nOur Group-wide Community Investment Policy and the Group’s ESG strategy guide our approach to community investment and engagement. Within this framework, our businesses have the autonomy to manage their own community investment programmes. In Asia and Africa, Prudence Foundation, a unified charitable organisation governed by a statutory Board of Directors, regularly reviews our strategy and funding for community investment programmes with the aim of maximising positive outcomes in the regions where we operate. The Responsibility and Sustainability Working Group (RSWG) oversees our community engagement and investment activities on behalf of the Board.\n\nOur Group-wide Community Investment Policy sets out minimum standards, including not permitting any investment or contributions that are prohibited by law or regulation, those under the Political Donations Policy, and those to any religious organisation whose principal aim is to propagate a particular faith. It is the Group’s policy neither to make donations to political parties nor to incur political expenditure, within the meaning of those expressions as defined in the UK Political Parties, Elections and Referendums Act 2000. The Group did not make any such donations or incur any such expenditure in 2021.\n\nMonitoring and measuring community investment\n\nOur community investment performance metrics are aligned to the Business for Societal Impact (B4SI) Framework, which is used to monitor progress and guide the valuation of cash contributions.\n\nIn 2021, direct cash donations to charitable organisations totalled \\$5.9 million (2020: \\$9.7 million), reflecting donations made during the reporting year by continuing operations, excluding JVs. 2020 figures have been restated on this basis. For a breakdown, please refer to the charts."} +{"pdf_name": "11701045_51.pdf", "language": "en", "markdown": "# Community engagement and investment / continued\n\nCharitable donations by region\\* %\n\nCharitable donations by area of focus %\n\nDue to the broad nature of our community work, some of our projects span diferent focus areas, in which case classification is made according to the activity’s primary purpose. For instance, our community resilience projects may sit within social/welfare, education or health. The reduction in our overall spend was largely attributed to having more one-of donations in response to the immediate impact of the Covid-19 pandemic in 2020. Exceptional activities undertaken in 2020 included our donations to The China Research Development Foundation and a number of Covid-19 relief projects.\n\nPrudential colleagues and agents also contributed around 26,000 hours of volunteer service in their local communities in 2021.\n\n# Covid-19 Relief Fund\n\nIn 2020, the Group created a US\\$2.5 million Covid-19 Relief Fund, which was administered by Prudence Foundation, Prudential’s community investment arm in Asia and Africa. The fund was distributed to Prudential’s businesses globally, supporting approved charitable and community projects that addressed the immediate social and economic impacts of the pandemic.\n\nIn 2021, a new US\\$2 million fund was launched to continue to support communities still struggling with the pandemic. Local businesses’ programmes have focused on supporting vulnerable communities on eforts that include Covid-19 messaging, hygiene and sanitation, nutrition and educational programmes. These include:\n\n> Prudential Laos’ support for the Laos Red Cross in providing schools with appropriate Personal Protective Equipment as children return to school.\n\n> Two projects in Uganda, with one providing food to teachers in vulnerable communities whose livelihoods have been afected by prolonged school closures due to the pandemic. The second project focuses on providing mental health services to those sufering from the impacts of Covid-19, as well as raising awareness on the issue.\n\nIn addition to the Covid-19 Relief Fund, Prudence Foundation also launched a SAFE STEPS Kids ‘Be Cool Be Clean’ campaign with Cartoon Network. This campaign includes video and activity materials that teach children the importance of good hygiene. The content is distributed across all Cartoon Network platforms as well as our key SAFE STEPS Kids partnerships, such as the International Federation of Red Cross and Red Crescent Societies (IFRC) and various National Red Cross Societies.\n\n# Health\n\nIn the area of health inclusion, Prudence Foundation has been supporting early childhood care and development since 2013. In 2020, we established a new partnership with UNICEF to implement a regional early childhood development (ECD) programme that advances ECD as part of the Nurturing Care Framework. The goal is to raise awareness and provide essential knowledge and skills to parents and caregivers around holistic nurturing care for children aged from up to three years old. In 2021, the programme saw a successful pilot in Indonesia, where it reached 30,000 parents and 60,000 children aged under five. In addition, with funding support from Prudence Foundation, UNICEF has completed country rapid assessment on Nurturing Care ECD services in four countries: Cambodia, Indonesia, Thailand and the Philippines. The findings will help inform a larger initiative for developing country-specific ECD strategy and programming approach in the near future.\n\n# Virtual Mapathon\n\nEach year, disasters around the world kill nearly 100,000 people and afect as many as 200 million people, and millions more die of preventable diseases. Many of the places where these incidents occur are ‘missing’ from open and accessible maps, resulting in a lack of reach for humanitarian organisations.\n\nSince 2014, Médecins Sans Frontières (MSF), also known as Doctors Without Borders, has been supporting the Ministry of Health in Nigeria to fight Noma, a low-profile disease that mostly afects children under five living in poverty.\n\nIn October 2021, Prudence Foundation, in partnership with MSF, organised two Missing Map Mapathon sessions, where PRU Volunteers helped to put the missing places and populations in Sabon Birni and Illela of Nigeria on the digital map. The efort will help MSF get to the patients more quickly, track diseases more efectively and better understand where the needs of the people are the greatest during an emergency.\n\nA total of 174 PRU Volunteers from 20 locations across Asia, Africa and the UK participated in the Mapathon events, mapping out over 7,000 buildings in Sabon Birni and Illela. With physical volunteering becoming more challenging, this virtual volunteering event provided a meaningful opportunity for our employees to connect with one another in a good cause. We are hopeful that our contribution will make a significant impact in enabling timely prevention and treatment of the disease. We will consider holding the activity again in 2022, given the positive response received.\n\nIn conjunction with the Mapathon, Prudence Foundation has also made a donation of US\\$45,000 (HKD 350,000) to fund MSF activities in providing healthcare to the people in need.\n\n---\n\n\\* Within the scope of EY assurance – see page 12."} +{"pdf_name": "20779960_31.pdf", "language": "en", "markdown": "(c) The Company may seek separate approval by the Shareholders in general meeting for granting options beyond the 10% limit under sub-paragraph (a) and (b) above provided the options in excess of the 10% limit are granted only to participants specifically identified by the Company before such approval is sought. In such event, the Company must send a circular to the Shareholders containing a generic description of such grantees, the number and terms of such options to be granted and the purpose of granting options to them with an explanation as to how the terms of the options will serve such purpose and all other information required under the GEM Listing Rules.\n\n(d) The aggregate number of shares which may be issued upon exercise of all outstanding options granted and yet to be exercised under the Share Option Scheme and any other share option schemes of the Company must not, in aggregate, exceed 30% of the shares in issue from time to time. No options may be granted under the Share Option Scheme or any other share option schemes of the Company, if this will result in the limit being exceeded.\n\n# (F) Maximum entitlement of each participant\n\nThe total number of shares issued and to be issued upon exercise of options granted to each participant (including both exercised and outstanding options) under the Share Option Scheme of the Company, in any 12-month period up to the date of grant shall not exceed 1% of the shares in issue. Where any further grant of options to a participant would result in the shares issued and to be issued upon exercise of all options granted and to be granted to such participant (including exercised, cancelled and outstanding options) in the 12 months period up to and including the date of such further grant representing in aggregate over 1% of the shares in issue, must be separately approved by Shareholders in general meeting with such participant and his close associates abstaining from voting, and the number and terms (including the subscription price) of the options to be granted to such participant must be fixed before the Shareholder’s approval. In such event, the Company must send a circular to the Shareholders containing the identity of the participant, the number and terms of the options to be granted (and options previously granted to such participant), and all other information required under the GEM Listing Rules. The date of the Board meeting proposing such further grant should be taken as the date of grant for the purpose of calculating the subscription price.\n\n# (G) Grant of options to certain connected persons\n\n(a) Any grant of options to a Director, chief executive or substantial shareholder of the Company or any of their respective associates must be approved by the independent non-executive Directors (excluding any independent non-executive Director who is the grantee of the option)."} +{"pdf_name": "20779960_32.pdf", "language": "en", "markdown": "(b) Where any grant of options to a substantial Shareholder or an independent non-executive Director or any of their respective associates will result in the total number of shares issued and to be issued upon exercise of all options already granted and to be granted to such person under the Share Option Scheme (including options exercised, cancelled and outstanding) and any other share option schemes of the Company to such person in any 12-month period up to and including the date of grant:\n\n(i) representing in aggregate over 0.1% of the shares in issue; and\n\n(ii) having an aggregate value, based on the closing price of the shares at the date of each grant, in excess of HK\\$5.0 million,\n\nsuch further grant of options is required to be approved by Shareholders at a general meeting of the Company, with voting to be taken by way of poll. The Company shall send a circular to the Shareholders containing all information as required under the GEM Listing Rules in this regard. The grantee, his associate and all core connected persons of the Company shall abstain from voting (except where any of such person intends to vote against the proposed grant and his/her intention to do so has been stated in the aforesaid circular). Any change in the terms of an option granted to a substantial shareholder or an independent non-executive Director or any of their respective associates is also required to be approved by Shareholders in the aforesaid manner.\n\n# (H) Restrictions on the times of grant of options\n\n(a) No offer for the grant of options may be made after any inside information has come to the knowledge of the Group until such inside information has been announced pursuant to the requirements of the GEM Listing Rules and the Securities and Futures Ordinance (the “SFO”) (Chapter 571 of the Laws of Hong Kong). No option may be granted during the period commencing one month immediately preceding the earlier of:\n\n(i) the date of the Board meeting (such date to first be notified to the Stock Exchange in accordance with the GEM Listing Rules) for the approval of the Company’s results for any year, half-year, quarterly or other interim period (whether or not required under the GEM Listing Rules); and\n\n(ii) the deadline for the Company to publish an announcement of the results for any year or half-year under the GEM Listing Rules, or quarterly or any other interim period (whether or not required under the GEM Listing Rules).\n\n(b) Further to the restrictions in paragraph (a) above, no option may be granted to a Director on any day on which financial results of the Company are published and:\n\n(i) during the period of 60 days immediately preceding the publication date of the annual results or, if shorter, the period from the end of the relevant financial year up to the publication date of the results; and\n\n(ii) during the period of 30 days immediately preceding the publication date of the quarterly results and half-year results or, if shorter, the period from the end of the relevant quarterly or half-year period up to the publication date of the results."} +{"pdf_name": "7469468_76.pdf", "language": "en", "markdown": "# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)\n\n# (e) Financial Instruments (Continued)\n\n# Financial assets (Continued)\n\n# Derecognition of financial assets\n\nThe Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.\n\nOn derecognition of a financial asset measured at amortised cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.\n\n# Financial liabilities and equity\n\n# Classification as debt or equity\n\nDebt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.\n\n# Equity instruments\n\nAn equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.\n\nRepurchase of the Company’s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.\n\n# Financial liabilities\n\nAll financial liabilities are subsequently measured at amortised cost using the effective interest method.\n\n# Derecognition of financial liabilities\n\nThe Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss."} +{"pdf_name": "7469468_77.pdf", "language": "en", "markdown": "# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)\n\n# (f) Impairment on plant and equipment and right-of-use assets\n\nAt the end of the reporting period, the Group reviews the carrying amounts of its plant and equipment and right-of-use assets to determine whether there is any indication that these assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the relevant asset is estimated in order to determine the extent of the impairment loss (if any).\n\nThe recoverable amount of plant and equipment and right-of-use assets are estimated individually. When it is not possible to estimate the recoverable amount individually, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.\n\nIn addition, the Group assesses whether there is indication that corporate assets may be impaired. If such indication exists, corporate assets are also allocated to individual cash-generating units, when a reasonable and consistent basis of allocation can be identified, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.\n\nRecoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset (or a cash-generating unit) for which the estimates of future cash flows have not been adjusted.\n\nIf the recoverable amount of an asset (or a cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or a cash-generating unit) is reduced to its recoverable amount. For corporate assets or portion of corporate assets which cannot be allocated on a reasonable and consistent basis to a cash-generating unit, the Group compares the carrying amount of a group of cash-generating units, including the carrying amounts of the corporate assets or portion of corporate assets allocated to that group of cash-generating units, with the recoverable amount of the group of cash-generating units. In allocating the impairment loss, the impairment loss is allocated first to reduce the carrying amount of any goodwill (if applicable) and then to the other assets on a pro-rata basis based on the carrying amount of each asset in the unit or the group of cash-generating units. The carrying amount of an asset is not reduced below the highest of its fair value less costs of disposal (if measurable), its value in use (if determinable) and zero. The amount of the impairment loss that would otherwise have been allocated to the asset is allocated pro rata to the other assets of the unit or the group of cash-generating units. An impairment loss is recognised immediately in profit or loss.\n\nWhere an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit or a group of cash-generating units) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or a cash-generating unit or a group of cash-generating units) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss."} +{"pdf_name": "2555081_10.pdf", "language": "en", "markdown": "# CONTINGENT LIABILITIES\n\nNo material contingent liability had come to the attention of the Directors in 2016 and up to the date of results announcement and annual report issuance of the Company.\n\n# EVENT AFTER THE REPORTING PERIOD\n\nUp to the date of this report, the Group conducted and completed a placing of its new 18,000,000 shares after the year ended 31 December 2016. For details please refer to relevant announcements."} +{"pdf_name": "2555081_11.pdf", "language": "en", "markdown": "Pursuant to Rule 18.44 of the GEM Listing Rules, the Board is pleased to present this corporate governance report for the year ended 31 December 2016. This report highlights the key corporate governance practices of the Company.\n\n# CORPORATE GOVERNANCE PRACTICES\n\nThe Group is committed to promoting high standards of corporate governance. The Directors of the Company believe that sound and reasonable corporate governance practices are essential for the growth of the Group and for safeguarding the shareholders’ interests and the Group’s assets.\n\nThe Company’s corporate governance practices are based on the principles and code provisions as set out in the Corporate Governance Code (the “CG Code”) in Appendix 15 of the GEM Listing Rules. Throughout the year ended 31 December 2016 and up to the date of this report, to the best knowledge of the Board, the Company has complied with all the code provisions set out in the CG Code, save for the deviations from code provision A.6.7 as explained below and as mentioned in the following section headed “Chairman and Chief Executive Officer” in this report.\n\nPursuant to A.6.7 of CG Code, the independent non-executive Directors, as equal board members, should attend general meetings and develop a balanced understanding of the views of shareholders of the Company. Due to other unavoidable engagements, two independent non-executive Directors were unable to attend annual general meeting of the Company held on 18 May 2016.\n\n# DIRECTORS’ SECURITIES TRANSACTIONS\n\nThe Company has adopted Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for dealing in securities of the Company by the Directors (the “Required standard of Dealing”). Having made specific enquiries of all the Directors, each of them have confirmed that they have complied with the Required Standard of Dealings throughout the year ended 31 December 2016. No incident of non-compliance was noted by the Company during the year.\n\n# BOARD OF DIRECTORS\n\n# Composition of the Board\n\nUp to the date of this annual report, the Board comprises six directors, including two executive Directors, one non-executive Director and three independent non-executive Directors. Details of their composition by category are as follows:\n\n# Executive Directors\n\nMr. Lam Shu Chung (Chairman)\n\nMs. Lee Nga Ching\n\n# Non-executive Director\n\nMs. Tse Ka Pui Jessica\n\n# Independent non-executive Directors\n\nMr. Lee Siu Leung\n\nMr. Tang Chung Wai\n\nMs. Chan Man Yi"} +{"pdf_name": "11757132_6.pdf", "language": "en", "markdown": "\\[ \\frac { \\partial Q ( \\mathcal { M } ) } { \\partial \\mathbf { W } } = \\frac { N } { 2 } \\left( 2 \\mathbf { W } ^ { - 1 } - \\mathrm { d i a g } ( \\mathbf { W } ^ { - 1 } ) \\right) - \\frac { 1 } { 2 } \\left( \\mathbf { K } + \\mathbf { K } ^ { T } - \\mathrm { d i a g } ( \\mathbf { K } ) \\right) = 0 \\qquad \\qquad ( 6 1 ) \\]\n\nwhere \\( \\mathbf { K } = \\mathbf { S } - 2 \\mathbf { C } \\mathbf { V } ^ { T } + \\mathbf { V } \\mathbf { R } _ { \\mathbf { y } } \\mathbf { V } ^ { T } \\), so\n\n\\[ \\mathbf { W } ^ { - 1 } = \\frac { 1 } { N } \\frac { \\mathbf { K } + \\mathbf { K } ^ { T } } { 2 } \\qquad \\qquad ( 6 2 ) \\]\n\n\\[ = \\frac { 1 } { N } \\left( \\mathbf { S } _ { b } - \\mathbf { V } \\mathbf { C } ^ { T } - \\mathbf { C } \\mathbf { V } ^ { T } + \\mathbf { V } \\mathbf { R } _ { \\mathbf { y } } \\mathbf { V } ^ { T } \\right) \\qquad \\qquad ( 6 3 ) \\]\n\n\\[ = \\frac { 1 } { N } \\left( \\mathbf { S } - \\mathbf { V } \\mathbf { C } ^ { T } \\right) \\qquad \\qquad ( 6 4 ) \\]\n\nFinally, we need to evaluate the expectations \\( \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\bar { y } _ { i j } \\right] \\) and \\( \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\bar { y } _ { i j } \\bar { y } _ { i j } ^ { T } \\right] \\) and compute \\( \\mathbf { R } _ { \\mathbf { y } } \\) and \\( \\mathbf { C } \\).\n\n\\[ \\mathbf { C } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\bar { y } _ { i j } \\right] ^ { T } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\left[ \\begin{array} { l } { \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] } \\\\ { \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] } \\\\ 1 \\end{array} \\right] ^ { T } = \\left[ \\mathbf { C } _ { \\mathbf { y } } \\quad \\mathbf { C } _ { \\mathbf { x } } \\quad \\mathbf { F } \\right] \\qquad \\qquad ( 6 5 ) \\]\n\nNow\n\n\\[ \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] = \\overline { { \\mathbf { y } } } _ { i } \\qquad \\qquad ( 6 6 ) \\]\n\n\\[ \\mathrm { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] = \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { x } _ { i j } \\right] = \\mathbf { L } _ { \\mathbf { x } , i } ^ { - 1 } \\left( \\hat { \\zeta } _ { i j } - L _ { i j } \\mathbf { J } \\overline { { \\mathbf { y } } } _ { i } \\right) \\qquad \\qquad ( 6 7 ) \\]\n\n\\[ \\mathbf { C } _ { \\mathbf { y } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\overline { { \\mathbf { y } } } _ { i } ^ { T } = \\sum _ { i = 1 } ^ { M } \\mathbf { F } _ { i } \\overline { { \\mathbf { y } } } _ { i } ^ { T } \\qquad \\qquad ( 6 8 ) \\]\n\n\\[ \\mathbf { C } _ { \\mathbf { x } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\left( \\hat { \\zeta } _ { i j } - L _ { i j } \\mathbf { J } \\overline { { \\mathbf { y } } } _ { i } \\right) ^ { T } \\mathbf { L } _ { \\mathbf { x } , i } ^ { - 1 } \\qquad \\qquad ( 6 9 ) \\]\n\n\\[ \\mathbf { R } _ { \\mathbf { y } } = \\left[ \\begin{array} { c c c } { { \\mathbf { R } _ { \\mathbf { y } } } } & { { \\mathbf { R } _ { \\mathbf { y } \\mathbf { x } } } } & { { \\mathbf { R } _ { \\mathbf { y } 1 } } } \\\\ { { \\mathbf { R } _ { \\mathbf { x } \\mathbf { y } } } } & { { \\mathbf { R } _ { \\mathbf { x } } } } & { { \\mathbf { R } _ { \\mathbf { x } 1 } } } \\\\ { { \\mathbf { R } _ { \\mathbf { y } 1 } ^ { T } } } & { { \\mathbf { R } _ { \\mathbf { x } 1 } ^ { T } } } & { { N } } \\end{array} \\right] \\qquad \\qquad ( 7 0 ) \\]\n\nNow"} +{"pdf_name": "11757132_7.pdf", "language": "en", "markdown": "\\[ \\mathbf { R } _ { \\mathbf { y } 1 } = \\sum _ { i = 1 } ^ { M } N _ { i } \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] = \\sum _ { i = 1 } ^ { M } N _ { i } \\overline { { \\mathbf { y } } } _ { i } \\eqno ( 7 1 ) \\]\n\n\\[ \\mathbf { R } _ { \\mathbf { x } 1 } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { \\overline { { y } } } _ { i } \\right) \\eqno ( 7 2 ) \\]\n\n\\[ \\mathbf { R _ { y } } = \\sum _ { i = 1 } ^ { M } N _ { i } \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y _ { i } } \\mathbf { y } _ { i } ^ { T } \\right] = \\sum _ { i = 1 } ^ { M } N _ { i } \\left( \\mathbf { L _ { y _ { i } } ^ { - 1 } } + \\mathbf { \\overline { { y } } _ { i } \\overline { { y } } _ { i } ^ { T } } \\right) \\eqno ( 7 3 ) \\]\n\n\\[ \\begin{array} { l l l } { { \\displaystyle { \\bf R _ { x y } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } [ { \\bf E _ { Y , X } } \\left[ { \\bf x } _ { i j } { \\bf y } _ { i } ^ { T } \\right] = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } [ { \\bf E _ { Y } } \\left[ { \\bf L } _ { { \\bf x } _ { i j } } ^ { - 1 } \\left( \\hat { \\zeta } _ { i j } - L _ { i j } { \\bf J } _ { { \\bf y } _ { i } } \\right) { \\bf y } _ { i } ^ { T } \\right] } } & { { \\displaystyle ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ( 7 4 ) } } \\\\ { { \\displaystyle ~ ~ ~ ~ ~ = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } { \\bf L } _ { { \\bf x } _ { i j } } ^ { - 1 } \\left( { \\bf U } ^ { T } { \\bf W } { \\bf \\bar { F } } _ { i j } { \\bf \\bar { y } } _ { i } ^ { T } - L _ { i j } { \\bf J } { \\bf E _ { Y } } \\left[ { \\bf y } _ { i } { \\bf y } _ { i } ^ { T } \\right] \\right) } } & { { \\displaystyle ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ( 7 5 ) } } \\end{array} \\]\n\n\\[ \\begin{array} { r l r } { \\mathbf { R } _ { \\mathbf { x } } = \\displaystyle \\sum _ { i = 1 } ^ { M } \\displaystyle \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\mathbf { x } _ { i j } ^ { T } \\right] } & { } & { { } ( 7 6 ) } \\\\ { \\quad } & { = \\displaystyle \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\left( \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } + \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { y } _ { i } \\right) \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { y } _ { i } \\right) ^ { T } \\right] \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\right) } & { } & { { } ( 7 7 ) } \\\\ { \\quad } & { = \\displaystyle \\sum _ { i = 1 } ^ { M } \\displaystyle \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\left( \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } + \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { W } \\mathbf { U } \\right. \\right. } & { } \\\\ { \\quad } & { \\quad \\left. \\left. - L _ { i j } \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { J } ^ { T } - L _ { i j } \\mathbf { J } \\mathbf { \\overline { { y } } } _ { i } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { W } \\mathbf { U } \\right. \\right. } & { } \\\\ { \\quad } & { \\quad \\left. \\left. - L _ { i j } ^ { 2 } \\mathbf { J } \\mathbf { K } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { J } \\right) \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\right) } & { } & { { } ( 7 8 ) } \\end{array} \\]\n\n# 3.3 M-step MD\n\nWe assume a more general prior for the hidden variables:\n\n\\[ P \\left( \\mathbf { y } _ { i } \\right) = \\mathcal { N } \\left( \\mathbf { y } _ { i } | \\mu _ { \\mathbf { y } } , \\Lambda _ { \\mathbf { y } } ^ { - 1 } \\right) \\eqno ( 7 9 ) \\]\n\n\\[ P \\left( \\mathbf { x } _ { i j } | \\mathbf { y } _ { i } \\right) = \\! \\mathcal { N } \\left( \\mathbf { x } _ { i j } | \\mathbf { H } \\mathbf { y } _ { i } + \\mu _ { \\mathbf { x } } , \\mathbf { \\Lambda } _ { \\mathbf { x } } ^ { - 1 } \\right) \\eqno ( 8 0 ) \\]\n\nTo minimize the divergence we maximize\n\n\\[ \\begin{array} { l l } { { \\displaystyle Q ( \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } , \\mathbf { H } , \\mu _ { \\mathbf { x } } , \\mathbf { A } _ { \\mathbf { x } } ) = \\sum _ { i = 1 } ^ { M } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\ln \\mathcal { N } \\left( \\mathbf { y } _ { i } | \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } ^ { - 1 } \\right) \\right] + \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\ln \\mathcal { N } \\left( \\mathbf { x } _ { i j } | \\mathbf { H } \\mathbf { y } _ { i } + \\mu _ { \\mathbf { x } } , \\mathbf { A } _ { \\mathbf { x } } ^ { - 1 } \\right) \\right] } } & { { \\displaystyle ( 8 1 ) } } \\\\ { { \\displaystyle } } & { { \\displaystyle = \\frac { M } { 2 } \\ln | \\mathbf { A } _ { \\mathbf { y } } | - \\frac { 1 } { 2 } \\mathrm { t r } \\left( \\mathbf { A } _ { \\mathbf { y } } \\sum _ { i = 1 } ^ { M } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\left( \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right) \\left( \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right) ^ { T } \\right] \\right) } } \\\\ { { \\displaystyle } } & { { \\displaystyle ~ ~ ~ + \\frac { H } { 2 } \\ln | \\mathbf { A } _ { \\mathbf { x } } | - \\frac { 1 } { 2 } \\mathrm { t r } \\left( \\mathbf { A } _ { \\mathbf { x } } \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\left( \\mathbf { x } _ { i j } - \\mathbf { H } \\mathbf { y } _ { i } - \\mu _ { \\mathbf { x } } \\right) \\left( \\mathbf { x } _ { i j } - \\mathbf { H } \\mathbf { y } _ { i } - \\mu _ { \\mathbf { x } } \\right) ^ { T } \\right] \\right) } } \\\\ { { \\displaystyle } } & { { \\displaystyle + \\, \\mathrm { c o n s t } } } \\end{array} \\]\n\n\\[ \\frac { \\partial Q ( \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } , \\mathbf { H } , \\mu _ { \\mathbf { x } } , \\mathbf { \\Lambda } _ { \\mathbf { x } } ) } { \\partial \\mu _ { \\mathbf { y } } } = \\frac { 1 } { 2 } \\sum _ { i = 1 } ^ { M } \\mathbf { \\Lambda } _ { \\mathbf { y } } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right] = \\mathbf { 0 } \\quad \\implies \\qquad \\qquad \\qquad ( 8 3 ) \\]\n\n\\[ \\mu _ { \\mathbf { y } } = { \\frac { 1 } { M } } \\sum _ { i = 1 } ^ { M } \\operatorname { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] \\qquad \\qquad \\qquad \\qquad \\qquad \\qquad ( 8 4 ) \\]"} +{"pdf_name": "8405636_156.pdf", "language": "en", "markdown": "# Labor Dispatch\n\nAccording to the Interim Provisions on Labor Dispatch (勞務派遣暫行規定) promulgated by the MOHRSS on 24 January 2014, and came into effect on 1 March 2014, employers may only employ dispatched workers in temporary, auxiliary or substitutable positions, and shall strictly control the number of dispatched workers which shall not exceed 10% of the total number of the employees.\n\n# Social Insurance and Housing Fund\n\nAccording to the Social Security Law of the PRC (中華人民共和國社會保險法), which was promulgated by the SCNPC on 28 October 2010, and came into effect on 1 July 2011 and revised on 29 December 2018, and the Interim Regulation on the Collection and Payment of Social Insurance Premiums (社會保險費徵繳暫行條例), which came into effect on 22 January 1999 and revised on 24 March 2019, the Regulation on Work-Related Injury Insurance (\\( \\mathbb { T } \\)傷保險條例) implemented on 1 January 2004, and amended on 20 December 2010, and the Regulations on Unemployment Insurance (失業保險條例), which was promulgated on 22 January 1999, and the Trial Measures on Employee Maternity Insurance of Enterprises (企業職工生育保險試行辦法) implemented on 1 January 1995, the employer shall contribute to social insurance plans covering basic pensions insurance, basic medical insurance, maternity insurance, work injury insurance and unemployment insurance. Basic pension, medical and unemployment insurance contributions shall be paid by both employers and employees, while work-related injury insurance and maternity insurance contributions shall only be paid by employers, and employers who failed to promptly contribute social security premiums in full amount shall be ordered by the social security premium collection agency to make or supplement contributions within a prescribed time limit, and shall be subject to a late payment fine computed from the due date at the rate of 0.05% per day; where payment is not made within prescribed time limit, the relevant administrative authorities shall impose a fine ranging from 1 to 3 times the outstanding amount.\n\nAccording to the Regulation on the Administration of Housing Provident Fund (住房公積金管理條例) (the “Regulation on Housing Provident Fund”), which was promulgated by the State Council and became effective on 3 April 1999, and was amended on 24 March 2002, and 24 March 2019, enterprises in the PRC must register with the competent managing center for housing provident funds and upon the examination by such center, these enterprises shall complete procedures for opening an account at the bank for the deposit of employees’ housing provident funds. Enterprises are also required to pay and deposit housing funds on behalf of their employees in full and in a timely manner. Employers that violate Regulation on Housing Provident Fund and fail to process housing provident fund payments or deposit registrations with the housing fund administration center within a designated period are subject to a fine ranging from RMB10,000 to RMB50,000."} +{"pdf_name": "8405636_157.pdf", "language": "en", "markdown": "According to the Reform Plan of the State Tax and Local Tax Collection Administration System (國稅地稅徵管體制改革方案), which was promulgated by the General Office of the Communist Party of China and the General Office of the State Council of the PRC on 20 July 2018, from 1 January 2019, all the social insurance premiums, including the premiums of the basic pension insurance, unemployment insurance, maternity insurance, work injury insurance and basic medical insurance, will be collected by the tax authorities. According to the Notice by the General Office of the State Administration of Taxation on Conducing the Relevant Work Concerning the Administration of Collection of Social Insurance Premiums in a Steady, Orderly, and Effective Manner (國家稅務總局辦公廳關於穩妥有序做好社會保險費徵管有關工作的通知), which was promulgated on 13 September 2018, and the Urgent Notice of the General Office of the Ministry of Human Resources and Social Security on Implementing the Spirit of the Executive Meeting of the State Council in Stabilizing the Collection of Social Insurance Premiums (人力資源和社會保障部關於貫徹落實國務院常務會議精神切實做好穩定社保費徵收工作的緊急通知), which was promulgated on 21 September 2018, all the local authorities responsible for the collection of social insurance premiums are strictly forbidden to conduct self-collection of historical unpaid social insurance contributions from enterprises. In addition, the Notice of the State Administration of Taxation on Implementing Measures on Further Support and Serve the Development of Private Economy (國家��務總局關於實施進一步支援和服務民營經濟發展若干措施的通知), which was promulgated on 16 November 2018, repeats that tax authorities at all levels shall not organize self-collection of arrears of taxpayers including private enterprises in the previous years."} +{"pdf_name": "2593302_45.pdf", "language": "en", "markdown": "# CORPORATE GOVERNANCE PRACTICE OF THE COMPANY\n\nThe Board believes that effective and reasonable corporate governance practices are essential to the development of the Group and can safeguard and enhance the interests of the shareholders. The Company has adopted the principles as set out in the Corporate Governance Code and Corporate Governance Report (the “CG Code”) contained in Appendix 14 to the Listing Rules. The Company regularly reviews its corporate governance practice to ensure the compliance with the CG Code.\n\nThe Board is of the view that the Company has complied with the code provisions set out in the CG Code during the year ended 31 December 2017 (the “Reporting Period”). The major corporate governance principles and practices of the Company are summarised as below.\n\n# BOARD\n\nThe Board of the Company is responsible to all shareholders for leading and overseeing the operations of the Group so as to ensure the achievement of the objective of value adding to shareholders. The Board is responsible for the overall development of the Group, approving and monitoring the overall development strategies of the Group, assessing, monitoring and controlling the operation and financial performance, ensuring the directors of the Company perform their duties properly and act in the best interests of the Group and hold discussions on various important and proper businesses of the Company in a timely manner. All directors are entitled to include any matter that needs to be submitted to the Board for discussion in the agenda of the Board meeting. The management shall provide members of the Board and specialised committees under the Board with appropriate and sufficient information in a timely manner so as to update them with the latest developments of the Company to facilitate discharge of their duties and make informed assessment and decision.\n\nThe executive directors and the senior management are delegated the authority and responsibilities by the Board for the day-to-day management and operation of the Group. The delegated functions and work tasks are periodically reviewed by the Board. Approval has to be obtained from the Board prior to any significant transactions entered into by the abovementioned officers. The Board fully supports the senior management to discharge their responsibilities.\n\nThe Board as a whole is responsible for performing the corporate governance functions set out in the Code Provision D.3.1 of the CG Code. The Board has reviewed and monitored the Company’s corporate governance policies and practices, the training and continuous professional development of directors and senior management, the Company’s policies and practices on compliance with legal and regulatory requirements, the compliance of the Model Code and the Employees Written Guidelines, and the Company’s compliance with the CG Code and disclosures in this Corporate Governance Report."} +{"pdf_name": "2593302_46.pdf", "language": "en", "markdown": "# BOARD COMPOSITION\n\nThe current board composition of the Company are as follows:\n\n# Executive Directors:\n\nMr. Wu Tak Lam (Chairman of the Board, Chairman of the Nomination Committee and Chairman of the Finance and Investment Committee)\n\nMs. Chiu Man (Chief Executive Officer and member of the Finance and Investment Committee)\n\nMr. Jia Ruobing\n\nMr. Gou Xinfeng\n\n# Independent Non-executive Directors:\n\nMr. Liu Jie (Chairman of the Audit Committee, member of each of the Nomination Committee, the Remuneration Committee and the Finance and Investment Committee)\n\nMr. Song Tao (Chairman of the Remuneration Committee, member of each of the Audit Committee and the Nomination Committee)\n\nDr. Liu Xiaofeng (Member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee)\n\nThe biographical details of the current directors and the relationship among them, if any, are set out on pages 25 to 29 of this annual report.\n\nThe appointment of independent non-executive directors strictly adheres to the guidelines for assessing independence set out in Rule 3.13 of the Listing Rules. The Company has received an annual confirmation letter of independence from each of the independent non-executive directors and considers them to be independent of the management and free of any relationship that could materially interfere with the exercise of their independent judgment. The Board considers that each of the independent non-executive directors brings his own relevant expertise to the Board and brings a wide range of business and financial expertise, experiences and independent judgement to the Board, and are also invited to join the Board committees of the Company. Through active participation in Board meetings and taking the lead in managing issues involving potential conflict of interests, all independent non-executive directors have made various contributions to the effective direction of the Company and provided adequate checks and balances to safeguard the interests of both the Group and the shareholders."} +{"pdf_name": "9272778_13.pdf", "language": "en", "markdown": "
Item31 March 202131 December 2020
Owners’ equity (or shareholders’ \nequity):
Paid-in cailpta (or share caiptal)548,540,432.00548,540,432.00
Cailpta reserve1,961,847,553.301,961,847,553.30
Surlpus reserve51,365,509.0451,365,509.04
Undistributed profit-1,375,290,421.40-1,362,217,861.88
Total owners’ equity (or \nshareholders’ equity)1,186,463,072.941,199,535,632.46
Total liabilities and owners’ equity \n(or shareholders’ equity)2,932,369,922.972,774,964,317.00
\n\n
Person-in-charge of the \nCompany:Person-in-charge of \naccounting:Person-in-charge of \naccounting institution:
Zhang ChongMa YanChen Jing
"} +{"pdf_name": "9272778_14.pdf", "language": "en", "markdown": "# Consolidated Income Statement\n\n# January–March 2021\n\nPrepared by: Luoyang Glass Company Limited\\*\n\nUnit: yuan Currency: RMB Type of audit: unaudited\n\n
ItemFirst quarter of 2021First quarter of 2020
I. Total operating revenue794337982.90,,403,689,173.77
Including: Operating revenue794337982.90,,403,689,173.77
II. Total operating costs609227817.96,,386,956,237.69
Including: Operating costs459395380.14,,294,868,490.39
Taxes and surcharges11264693.39,,6,016,610.28
Selling expenses20596189.80,,14,916,634.56
Administrative expenses36585066.15,,27,320,974.10
R&D expenses54911438.15,,15,134,144.68
Finance expenses26475050.33,,28,699,383.68
Including: Interest expenses27147204.13,,26,203,153.54
Interest income713052.48,605,212.06
Add: Other income6862954.49,,3,097,753.62
Investment income (losses \nare represented by “-”)-5605564.38,,-716,518.73
Impairment losses on credit \n(losses are represented by \n“-”)1909067.89,,182,448.13
Impairment losses on assets \n(losses are represented by \n“-”)127,887.48
Gains on disposal of assets \n(losses are represented by \n“-”)38275.82,12,438.78
III. Op erating profit (loss is represented \nby “-”)188314898.76,,19,436,945.36
Add: Non-operating income500.00
Less: Non-operating expense186103.48,5,000.00
IV. To tal profit (total loss is represented \nby “-”)188129295.28,,19,431,945.36
Less: Income tax expenses31576425.79,,6,492,071.94
"} +{"pdf_name": "2894605_143.pdf", "language": "en", "markdown": "# 9.4.5Attendance of directors at relevant meetings\n\nThe following table sets forth the records of attendance of each director at the meetings convened by the Board of Directors and by special committees under the Board of Directors and at the shareholders’ general meetings held in 2016.\n\n
Special committees under the Board of Directors
DirectorsBoard of \nDi(1)rectorsStrategy \nCommitteeNomination \nCommitteeRemuneration \nand Appraisal \nCommitteeRisk and \nCapital \nManagement \nCommitteeAudit \nCommitteeRelated Party \nTransaction \nControl \nCommitteeShareholders’ \nGeneral \nMeeting
Actual times of attend2ance/Requi)red ti(mes of attendance
Non-executive directors
Li Jianhong12/124/42/2////2/2
Ma Zehua (resigned)6/63/3/////0/1
Li Xiaopeng11/124/4/////1/2
Li Yinquan (resigned)6/6//////0/1
Sun Yueying12/12//1/19/95/5/2/2
Fu Gangfeng11/12////8/82/22/2
Hong Xiaoyuan12/12//1/19/9//2/2
Su Min12/123/3//9/9/3/32/2
Zhang Jian2/2///1/1///
Wang Daxiong2/2////1/1//
Executive directors
Tian Huiyu11/124/42/2////2/2
Li Hao12/12///9/9/5/51/2
Independent \nnon-executive directors
Leung Kam Chung, Antony10/12/2/21/19/9//2/2
Wong Kwai Lam12/12//1/1/8/8/1/2
Pan Chengwei12/12/2/2//8/85/52/2
Pan Yingli12/12/2/21/1///2/2
Guo Xuemeng (resigned)12/12////8/85/52/2
Zhao Jun11/12///5/5/5/52/2
\n\nNotes: 1. During the reporting period, the Board of Directors held a total of 12 meetings, of which three were on-site and telephone meetings and nine were meetings convened and voted by correspondence.\n\n2. Actual number of attendance does not include attendance by proxy. The above directors who did not attend the meetings in person had appointed other directors to attend such meetings on their behalf."} +{"pdf_name": "2894605_144.pdf", "language": "en", "markdown": "# 9.4.6Securities transactions of directors, supervisors and relevant employees\n\nThe Company has adopted the Model Code set out in Appendix 10 to the Hong Kong Listing Rules as the code of conduct for directors and supervisors of the Company in respect of their dealings in the Company’s securities. Having made enquiry of all the directors and supervisors, the Company confirmed that they had complied with the aforesaid Model Code throughout the year ended 31 December 2016.\n\nThe Company has also established guidelines for relevant employees in respect of their dealings in securities of the Company, which are no less exacting than the Model Code. The Company is not aware of any violation against the mentioned guidelines by relevant employees.\n\n# 9.4.7Performance of duties by independent non-executive directors\n\nThe Board of Directors of the Company currently has six independent non-executive directors, which meets the requirement that at least one third of the total directors of the Company shall be independent directors. The qualification, number and proportion of independent non-executive directors are in compliance with relevant requirements of the CBRC, the CSRC, Shanghai Stock Exchange and the Hong Kong Listing Rules. All six independent non-executive directors of the Company are not involved in the circumstances set out in Rule 3.13 of Hong Kong Listing Rules which would cause doubt on their independence. The Company has received from the independent non-executive directors their respective annual confirmation of independence which was made in accordance with Rule 3.13 of Hong Kong Listing Rules. Therefore, the Company is of the opinion that all independent non-executive directors have complied with the requirement of independence set out in Hong Kong Listing Rules. The majority of the members of the Nomination Committee, the Remuneration and Appraisal Committee, the Audit Committee and the Related Party Transaction Control Committee under the Board of Directors of the Company are Independent Non-executive directors, and all of such committees are chaired by an independent non-executive director. During the reporting period, the six independent non-executive directors maintained communication with the Company through personal attendance at the meetings, on-site visits, research and investigations and conferences. They effectively performed their roles as independent non-executive directors by diligently attending meetings held by the Board of Directors and the special committees, actively expressing their opinions and suggestions and attending to the interests and requests of small and medium shareholders. For details of the attendance of independent non-executive directors at the meetings convened by the Board of Directors and the special committees, please refer to “9.4.5 Attendance of directors at relevant meetings” in this report.\n\nDuring the reporting period, the independent non-executive directors expressed their independent opinions on material issues including change of directors, remuneration of the senior management, engagement of accounting firm, profit appropriation, related party transactions and external guarantees of the Company. They made no objection to the resolutions of the Board of Directors and others.\n\nAccording to the “Rules Governing Independent Directors’ Work on Annual Reports” of the Company, the independent non-executive directors of the Company performed the following duties in preparing and reviewing this report:\n\n1. The independent non-executive directors listened to reports on the performance of the Company in 2016 made by the management and Chief Financial Officer. The independent non-executive directors believed that the reports made by the management of the Company had fully and objectively reflected the operations of the Company in 2016 as well as the progress of significant matters. They recognised and were satisfied with the work performed by the management team and the results achieved in 2016."} +{"pdf_name": "8405455_282.pdf", "language": "en", "markdown": "The aging analysis of our trade receivables, net of allowance for doubtful debts, as at the dates indicated is as follows:\n\n
As of 31 December As of 30 June
2009201020112012
RMB’000 RMB’000 RMB’000 RMB’000
0 to 30 days7,8193,8622,9874,536
31 to 60 days — —818 —
61 to 180 days — —740651
180 to 365 days —380453 —
Over one year —9393277
7,8194,3355,0915,464
\n\nOur average trade receivables turnover days were four days, five days, three days and one day for the years ended 31 December 2009, 2010 and 2011 and the six months ended 30 June 2012, respectively, which were within the credit period granted by us. The average trade receivables turnover days are calculated by dividing the average of opening and ending balance of trade receivables for the year/period by the corresponding revenue in the year/period and then multiplying by the number of days in that year/period. The increase in our average trade receivables turnover days from four days for the year ended 31 December 2009 to five days for the year ended 31 December 2010 was primarily due to a decrease in revenue from RMB493.8 million in 2009 to RMB483.5 million in 2010. The decrease in our average trade receivables turnover days from five days for the year ended 31 December 2010 to three days for the year ended 31 December 2011 was primarily due to an increase in revenue from RMB483.5 million in 2010 to RMB524.5 million in 2011. The decrease in our average trade receivables turnover days from three days for the year ended 31 December 2011 to one day for the six months ended 30 June 2012 was primarily due to an increase in revenue from RMB524.5 million in 2011 to RMB662.4 million in the six months ended 30 June 2012.\n\nIn assessing the recoverability of trade receivable from property tenants for property leasing and operational management business, we consider any change in the credit quality of the property tenants. We recognize allowance for doubtful receivables based on estimated irrecoverable amounts determined by reference to past default experience of the property tenants and their current financial position.\n\nOur impairment losses recognized on trade receivable of RMB1.1 million as of 31 December 2010 and 2011 and the six months ended 30 June 2012, were related to irrecoverable amounts relating to our property leasing and operational management business.\n\nAs of 31 October 2012, RMB4.5 million, or 82.3%, of our trade receivables as of 30 June 2012 had been settled."} +{"pdf_name": "8405455_283.pdf", "language": "en", "markdown": "# Prepayment for leasehold land held for development for sale\n\nOur prepayment for leasehold land use right was RMB80.4 million as of 31 December 2009, which was made to secure the land for our Nanjing Jade Garden project. We did not have prepayment for leasehold land held for development for sale as of 31 December 2010 and 2011. Our prepayment for leasehold land held for development for sale was RMB60.0 million, which was made to secure a parcel of land in Zhuzhou.\n\n# Trade and other payables\n\nThe following table sets forth a breakdown of our trade and other payables as of the dates indicated below:\n\n
As of 31 December As of 30 June
2009201020112012
RMB’000 RMB’000 RMB’000 RMB’000
Trade payables122,836113,799138,216199,381
Deposits7,59711,00720,56815,729
Other taxes payable4,2722,4634,8322,053
Other payables and accrued\nexpenses15,27514,07013,75011,268
149,980141,339177,366228,431
\n\nOur trade and other payable decreased from RMB150.0 million as of 31 December 2009 to RMB141.3 million as of 31 December 2010. The decrease was primarily due to a decrease in trade payables, partially offset by an increase in deposits received. Our trade and other payables increased from RMB141.3 million as of 31 December 2010 to RMB177.4 million as of 31 December 2011. The increase was primarily due to an increase in trade payables and deposits received. Our trade and other payables increased from RMB177.4 million as of 31 December 2011 to RMB228.4 million as of 30 June 2012, primarily due to an increase in trade payables, which was in line with the continued growth of our property development business. Among our trade payables of RMB199.4 million as of 30 June 2012, trade payable of RMB35.7 million to Nanjing Metro as a part of the total consideration will be settled through the delivery to Nanjing Metro of a portion of our completed property units at Golden Wheel New Metro, according to our agreed settlement terms in relation to the payment of consideration for the land for Golden Wheel New Metro that we acquired from Nanjing Metro. Our Directors believe that Nanjing Metro has accepted such arrangement for the potential benefit of property appreciation taking into account the land cost and economic growth trend in Nanjing."} +{"pdf_name": "2557313_243.pdf", "language": "en", "markdown": "# 25 BORROWINGS\n\n
As at 31 December
20162015
RMB’000RMB’000
Non-current
Long-term bank borrowings
– guaranteed (a)7001,430
– secured (b)6,50577,204
– unsecured830,48811,542
Debentures (c)1,998,591–
Other borrowings–3,233
2,836,28493,409
Current
Short-term bank borrowings
– guaranteed (a)182,550249,390
– secured (b)513,3561,253,740
– unsecured8,914,5838,885,127
Other borrowings17,3101,000
9,627,79910,389,257
Current portion of long-term bank borrowings
– guaranteed (a)730730
– secured (b)9,0009,000
Other borrowings3,233–
9,640,76210,398,987
Total borrowings12,477,04610,492,396
\n\n(a) As at 31 December 2016, the bank borrowings as guaranteed by the non-controlling interests of the Group’s subsidiaries amounted to approximately RMB57,550,000 (2015: RMB139,000,000).\n\nAs at 31 December 2016, the bank borrowings as jointly guaranteed by the Group’s subsidiary and one of the Group’s non-controlling interests amounted to approximately RMB125,000,000. (2015: RMB110,390,000).\n\nAs at 31 December 2016, the bank borrowings as guaranteed by a related party amounted to approximately RMB1,430,000 (2015: RMB2,160,000) (Note 44 (d))."} +{"pdf_name": "2557313_244.pdf", "language": "en", "markdown": "# 25 BORROWINGS (continued)\n\n# (b) Analysis of the secured borrowings are as follows:\n\n
As at 31 December
20162015
RMB’000RMB’000
Secured by:
– PP&E and land use rights (Notes 7, 9)343,905451,554
– Trade receivables (Note 18)184,956868,490
– Bank deposits (Note19)–19,900
528,8611,339,944
\n\n# (c) Debentures\n\nOn 28 January 2016, the Company received RMB1,980,000,000 from the issuance of 3-year-maturity-debentures, with an aggregate amount of RMB2,000,000,000 at a rate of 2.98% per annum.\n\n# (d) The carrying amounts of the Group’s borrowings are denominated in the following currencies:\n\n
As at 31 December
20162015
RMB’000RMB’000
RMB12,273,10010,492,396
NZD203,946–
12,477,04610,492,396
\n\n# (e) The weighted average effective interest rates of borrowings are set out as follows:\n\n
As at 31 December
20162015
RMB’000RMB’000
Borrowings
– RMB3.77%4.52%
– NZD2.92%–
\n\nInterest rates of borrowings denominated in RMB are reset periodically according to the benchmark rates announced by the People’s Bank of China."} +{"pdf_name": "9226851_161.pdf", "language": "en", "markdown": "# Quality control on raw materials\n\nOur quality control team inspects our incoming raw materials at our warehouse. For hot rolled steel coils, we inspect the raw materials by checking the quality certificate provided by the suppliers which sets out the respective specifications of the hot rolled steel coils. Other raw materials are inspected by our quality control personnel on a sampling basis to ensure their quality meets their respective specifications and parameters. Laboratory tests are being carried out by our quality assurance staff to assess zinc and other raw materials.\n\n# Quality control throughout the production process\n\nOur production process control consists of a multi-point checking system from the beginning to the end of our production process. Our quality control team conducts random check on the major steps of our production process. At the end of the production process, we conduct physical check on our Cold Rolled Steel Products on a sampling basis to verify that their mechanical and dimensional properties meet our customers’ requirements.\n\n# Selection of subcontractors and quality control on products processed by subcontractors\n\nOur procurement team selects our subcontractors by carrying out evaluation and assessment and we maintain a list of approved subcontractors. Our quality control team inspects and keeps track with our products before sending to our subcontractors for their further process.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we did not receive any material claims or complaints by our customers in respect of the quality of our products and there was no incident of failure of our quality control systems which had a material and adverse impact on our business operations.\n\n# PRODUCT DEVELOPMENT\n\nOur product development activities are carried out by six members from our technical department as at the Latest Practicable Date, and is led by Mr. Guo Zhongyi, who has over 22 years of experience in the manufacturing industry in the PRC. For further information about the qualification and experience of Mr. Guo, please refer to the section headed “Directors And Senior Management — Senior management” in the prospectus."} +{"pdf_name": "9226851_162.pdf", "language": "en", "markdown": "We had two invention patents and 16 utility model patents in the PRC as at the Latest Practicable Date. The following table sets out further information of our two invention patents and three material utility model patents:\n\n
Material patents we ownedHow the processing techniques of the patents\nimprove our production process
Invention patents
Zinc pot and its machining\nprocess (鋅鍋及其加工工藝)A process that solves the technical problem of the\ndross stain on the steel coil due to oxidization\nof the traditional zinc pot surface, which\nenhances the surface quality of the steel\nproduct
A kind of continuous\ngalvanizing, polishing and\nembossing process (一種連\n續鍍鋅平整壓花工藝)A process that prevents the occurance of the id\nyellfpatorm (屈服平台), improves the flatness and\nrouhbgness of the oard surface and controls the\ndepth of the pattern, which reduces the\nthickness and increases the length of the steel\nproduct
Utility model patents
A kind of reciprocating\nliquid zinc pumipng and\ndeslaid往ggng evice (一種\n復式抽鋅液除渣裝置)A reciprocating pump that eliminates the scum\ndefects of unpainted galvanized steel products\ncausedb y dross and zinc dust in the zinc pot,\nwhich enhances the surface quality of the\nunpainted galvanized steel product
The zinc dust treatment\ndeviceb ased on the\nhumidification treatment\nin the nose of the\ngalvanization furnace (基於\n加濕處理的鍍鋅爐爐鼻內鋅\n灰處理裝置)A device that imhproves the atmospere in the\nnose of the galvanization furnace and cleans the\nzinc dust content inside the galvanization\nfurnace, such that the overall processing\naccuracy of the galvanization furnace and the\nquality of the lpating of the metal sheet canb e\nimproved
Hihg pressure cleaning\ndevice for polishing\nmachine (平整機用高壓清潔\n裝置)A cleaning device that removes the residual oily\nsubstances and impurities of the polishing\nrollers from the surface of the unpainted\ngalvanized steel products, and eliminates the\nsurface defects causedb y the crumbs of zinc on\nthe polishing rollers during the polishing\nprocess, which enhances the surface quality of\nthe unpainted galvanized steel product
"} +{"pdf_name": "2139133_32.pdf", "language": "en", "markdown": "with the variety and complexity of the various tax laws, creates a level of uncertainty, and requires judgment when addressing the impact of complex tax issues. Our effective tax rate and the amount of tax expense are dependent upon various factors, including the following: the tax laws of the jurisdictions in which income is earned; the ability to realize deferred tax assets at certain international subsidiaries;negotiation and dispute resolution with taxing authorities in the U.S. and international jurisdictions; and changes in tax laws.\n\nThe provision for income taxes is computed using the asset and liability method under this method, deferred tax assets and liabilities are recognized currently based on the anticipated future tax consequences of changes in the temporary differences between the book and tax bases of assets and liabilities. This method includes an estimate of the future realization of tax benefits associated with tax losses. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those assets are expected to be realized or settled.\n\nIncome tax expense for 2018 was \\$73.3 million on \\$299.8 million of pretax income and for 2017 was \\$67.2 million on \\$200.3 million of pretax income. For 2018, the reduction of the statutory federal corporate income tax rate due to the enactment of the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”), as well as the mix of income and losses among various jurisdictions, resulted in a net tax increase of\\$18.7 million on pre­tax income of \\$99.5 million. Additionally, there was an \\$11.0 million year­over­year increase in tax expense related to changes in the measurement of uncertain tax positions, offset by decreases related to audit settlements and the expiration of the statute of limitations. Further, there was a year­over­year \\$1.9 million increase in withholding tax expense. These year­over­year tax increases were offset by year­over­year decreases of \\$5.1 million related to unremitted foreign earnings and \\$1.2 million for other small tax expense items, along with, most significantly, a \\$19.2 million decrease in the 2018 tax expense related to the net provisional tax benefit related to the Tax Reform Act. The net provisional tax benefit included tax benefits of \\$72.0 million resulting from the revaluation of deferred tax assets and liabilities, which were partially offset by \\$52.8 million of transition tax expense.\n\nDuring 2018, there was a \\$24.8 million net increase in valuation allowances. This increase was a result of a \\$30.2 million increase to valuation allowances related to net operating losses and other deferred tax assets, as well as an increase of \\$0.6 million in new valuation allowances. These increases were partially offset by a \\$6.0 million decrease in valuation allowances due to currency translation.\n\nThe SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. SAB 118 also provides for a measurement period that should not extend beyond one year from the Tax Reform Act enactment date. As of October 31, 2018, our accounting for the Tax Reform Act was provisional. However, in accordance with SAB 118, we have recorded a reasonable estimate for the following items: a tax benefit related to the revaluation of deferred tax assets and liabilities of \\$72.0 million; and a provisional tax expense as a result of the accrual for the transition tax liability of \\$52.8 million. As a result, the net provisional tax benefit recorded in our consolidated financial statements for the year ended October 31, 2018 was \\$19.2 million. Adjustments to the provisional estimates will be recorded and disclosed prospectively during the measurement period and may differ from these provisional amounts, due to, among other matters, additional analyses, changes in interpretations and assumptions we have made, additional regulatory guidance that may be issued, and actions we may take as a result of the Tax Reform Act.\n\nWe analyze potential income tax liabilities related to uncertain tax positions in the United States and international jurisdictions. The analysis of potential income tax liabilities results in estimates of income tax liabilities recognized for uncertain tax positions following the guidance of ASC 740, “Income Taxes.” The estimation of potential tax liabilities related to uncertain tax positions involves significant judgment in evaluating the impact of uncertainties in the application of ASC 740 and complex tax laws. We periodically analyze both potential income tax liabilities and existing liabilities for uncertain tax positions resulting in both new reserves and adjustments to existing reserves in light of changing facts and circumstances. This includes the release of existing liabilities for uncertain tax positions based on the expiration of statutes of limitation. During 2018, recognition of uncertain tax positions increased primarily due to increases in unrecognized tax benefits related to prior years and the current year, offset by decreases related to lapse in statute of limitations; whereas in 2017, the uncertain tax positions decreased primarily due to audit and statute of limitations releases attributable to non­US jurisdictions.\n\nThe ultimate resolution of potential income tax liabilities may result in a payment that is materially different from our current estimates. If our estimates recognized under ASC 740 prove to be different than what is ultimately resolved, such resolution could have a material impact on our financial condition and results of operations. While predicting the final outcome or the timing of the resolution of any particular tax matter is subject to various risks and uncertainties, we believe that our tax accounts related to uncertain tax positions are appropriately stated.\n\nRefer to Note 11 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10­K for further information."} +{"pdf_name": "2139133_33.pdf", "language": "en", "markdown": "# Equity Earnings of Unconsolidated Af iliates, net of Tax\n\nWe recorded \\$3.0 million and \\$2.0 million of equity earnings of unconsolidated affiliates, net of tax, for 2018 and 2017, respectively.\n\n# Net Income Attributable to Noncontrolling Interests\n\nNet income attributable to noncontrolling interests represents the portion of earnings from the operations of our non­wholly owned, consolidated subsidiaries that belongs to the noncontrolling interests in those subsidiaries. Net income attributable to noncontrolling interests was \\$20.1 million and \\$16.5 million for 2018 and 2017, respectively. The increase in net income attributable to noncontrolling interests was due primarily to increased earnings of the Flexible Packaging JV.\n\n# Net Income Attributable to Greif, Inc.\n\nBased on the factors noted above, net income attributable to Greif, Inc. increased \\$90.8 million to \\$209.4 million in 2018 from\\$118.6 million in 2017.\n\n# Year 2017 Compared to Year 2016\n\n# Net Sales\n\nNet sales were \\$3,638.2 million for 2017 compared with \\$3,323.6 million for 2016. The 9.5 percent increase in net sales was primarily due to strategic pricing decisions and increases in index prices in our Rigid Industrial Packaging & Services segment and an increase in volumes in our mills and corrugator facilities in our Paper Packaging & Services segment, partially offset by the impact of our 2016 divestitures in our Rigid Industrial Packaging & Services segment.\n\n# Gross Profit\n\nGross profit was \\$714.7 million for 2017 compared with \\$684.9 million for 2016. The respective reasons for the improvement or decline in gross profit for each segment are described below in the \"Segment Review.\" Gross profit margin was 19.6 percent for 2017 compared to 20.6 percent for 2016.\n\n# Selling, General and Administrative Expenses\n\nSG&A expenses increased 0.9 percent to \\$380.4 million for 2017 from \\$376.8 million for 2016. This increase was primarily due to increases in incentive compensation due to improved business performance and increases in professional fees partially offset by decreased non­income tax expense and the impact of foreign currency translation of \\$2.9 million. SG&A expenses were 10.5 percent of net sales for 2017 compared with 11.3 percent of net sales for 2016.\n\n# Restructuring Charges\n\nRestructuring charges were \\$12.7 million for 2017 compared with \\$26.9 million for 2016. Charges for both periods were primarily related to employee separation costs, relocation fees and professional fees incurred for services specifically associated with employee separation and relocation. Restructuring activities and associated costs during 2017 are anticipated to deliver annual run­rate savings of approximately\\$9.9 million with payback periods ranging from one to three years among the plans. We anticipate completion of the current restructuring programs by early 2018. Refer to Note 6 to Consolidated Financial Statements included in Item 8 of this Form 10­K for additional information.\n\n# Impairment Charges\n\nGoodwill impairment charges were \\$13.0 million for 2017. These charges were related to the impairment of goodwill within the Rigid Industrial Packaging & Services segment. There were no goodwill impairment charges for 2016.\n\nNon­cash asset impairment charges were \\$7.8 million for 2017 compared with \\$51.4 million for 2016. In 2017, these charges were primarily related to plant closures and impairments of goodwill allocated to assets held for sale. Refer to Note 9 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10­K for additional information.\n\n# Gain on Disposal of Properties, Plants and Equipment, net\n\nThe gain on disposal of properties, plants, and equipment, net was \\$0.4 million and \\$10.3 million for 2017 and 2016, respectively. See Note 4 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10­K for additional information.\n\n# Loss on Disposal of Businesses, net"} +{"pdf_name": "20786773_46.pdf", "language": "en", "markdown": "# DIRECTOR’S RESPONSIBILITY FOR THE CONTENTS OF THIS PROSPECTUS\n\nThis prospectus, for which our Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Companies (Winding Up and Miscellaneous Provisions) Ordinance, the Securities and Futures (Stock Market Listing) Rules (Chapter 571V of the Laws of Hong Kong) and the GEM Listing Rules for the purpose of giving information to the public with regard to our Group. Our Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this prospectus is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this prospectus misleading.\n\n# FULLY UNDERWRITTEN\n\nThis prospectus is published solely in connection with the Placing which is sponsored by the Sponsor and is managed by the Joint Lead Managers. The Placing Shares are fully underwritten by the Underwriters (subject to the terms and conditions of the Underwriting Agreement and also subject to the Placing Price being fixed pursuant to the Price Determination Agreement). Further information relating to the Underwriters and the Placing and the underwriting arrangements is set out in the section headed “Underwriting” in this prospectus.\n\n# DETERMINATION OF THE PLACING PRICE\n\nThe Placing Shares are being offered at the Placing Price which will be determined by the Joint Bookrunners (for themselves or on behalf of the Underwriters) and us on or around Thursday, 31 December 2015, or such other date as agreed between the parties.\n\nIf we and the Joint Bookrunners (for themselves or on behalf of the Underwriters) are unable to reach an agreement on the Placing Price on or before Thursday, 31 December 2015, or such later date or time as may be agreed between the Joint Bookrunners (for themselves or on behalf of the Underwriters) and us, the Placing will not become unconditional and will lapse. For full information relating to the determination of the Placing Price, please refer to the section headed “Structure and Conditions of the Placing” in this prospectus.\n\n# RESTRICTIONS ON OFFER AND SALE OF PLACING SHARES\n\nThis prospectus is published in connection with the Placing.\n\nNo action has been taken to permit any offering of the Placing Shares or the distribution of this prospectus in anyj urisdiction other than Hong Kong. Accordingly, this prospectus may not be used for the purpose of, and does not constitute, an offer or invitation nor is it circulated to invite or solicit offers in anyj urisdiction or in any circumstances in which such an offer or invitation is not authorised or to any person to whom it is unlawful to make such an offer or invitation. The distribution of this prospectus and the offering of the Placing Shares in otherj urisdictions are subject to restrictions and may not be made except as permitted under the applicable securities laws of suchj urisdictions pursuant to registration with or an authorisation from the relevant regulatory authorities or an exemption therefrom."} +{"pdf_name": "20786773_47.pdf", "language": "en", "markdown": "Subscribers for the Placing Shares should consult their financial advisers and seek legal advice, as appropriate, to inform themselves of, and to observe, all applicable laws, rules and regulations of any relevant jurisdiction. Subscribers for the Placing Shares should also inform themselves as to the relevant requirements and any applicable exchange control regulations and applicable taxes in the countries of their respective citizenship, residence or domicile.\n\nEach person subscribing for the Placing Shares under the Placing will be required to, or be deemed by his/her/its subscription for the Placing Shares to, confirm that he/she/it is aware of the restrictions on offers of the Placing Shares described in this prospectus and he/she/it is not subscribing, and has not been offered, any Placing Shares in circumstances that contravene any such restrictions.\n\n# APPLICATION FOR LISTING OF OUR SHARES ON GEM\n\nApplication has been made to the Stock Exchange for granting the listing of, and permission to deal in, on GEM, our Shares in issue as at the Distribution Record Date and our Shares to be issued pursuant to the Distribution and the Placing (including the additional Placing Shares which may be issued pursuant to the exercise of the Offer Size Adjustment Option, and upon exercise of any option granted or which may be granted under the Share Option Schemes). Dealings in our Shares on GEM are expected to commence on Thursday, 7 January 2016. Pursuant to Rule 11.23(7) of the GEM Listing Rules, at least 25% of the total issued share capital of the Company must at all times be held by the public. A total of 150,000,000 Placing Shares representing 25% of our issued share capital will be in the hands of the public immediately following completion of the Placing, and upon Listing (assuming the Offer Size Adjustment Option is not exercised and without taking into any new Shares which may be allotted and issued pursuant to the exercise of options granted or which may be granted under the Share Option Schemes).\n\nSave as disclosed herein, none of our Shares are listed on or dealt in on any other stock exchange and no such listing or permission to list is being or is proposed to be sought in the near future.\n\nUnder section 44B(1) of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, any allotment made in respect of any application for the Placing Shares will be invalid if the listing of, and permission to deal in, the Placing Shares on GEM is refused before the expiration of three weeks from the date of the closing of the Placing, or such longer period (not exceeding six weeks) as may, within the said three weeks, be notified to us by the Stock Exchange.\n\n# ABOUT THE PLACING\n\nWe have not authorised anyone to provide any information or to make any representation not contained in this prospectus. You should not rely on any information or representation not contained in this prospectus as having been authorised by us, the Sponsor, the Joint Bookrunners, the Joint Lead Managers, the Underwriters or any of our or their respective directors, officers or representatives or any other persons involved in the Placing."} +{"pdf_name": "11786815_655.pdf", "language": "en", "markdown": "c. For the portions of the property of which the Pre-sale Permits have been obtained, Zhangzhou He’ai has the rights to legally pre-sell such portions according to the obtained Pre-sale Permits.\n\n12. A summary of major certificates/approvals is shown as follows:\n\n
a. State-owned Land Use RihGCgts rant ontract Yes
b. State-owned Land Use RihCigts ertifcate / Real Estate Title Certificate (for land) Yes
c. Construction Land Planning Permit Yes
d. Construction Work Planning Permit Yes
e. Construction Work Commencement Permit Yes
f. Pre-sale Permit Portion
g. Construction Work Comlidpeton an Inspection Certificate/Table/Report No
\n\n13. For the purpose of this report, the property is classified into the group as “Group IV—held under development by the Group in the PRC” according to the purpose for which it is held."} +{"pdf_name": "11786815_656.pdf", "language": "en", "markdown": "# VALUATION CERTIFICATE\n\n
No.PropertyDescription and tenureParticulars of occupancyMarket value\nin existing state\nas at\nthe valuation date
RMB
18. Dynasty Chunfenli\nglocated at the\nsouthern side of\nShenlig West Road\nand the western side\nof Jinfeng South\nRoad\nXiangcheng District\nZhangzhou City\nFujian Province\nThe PRC\n(漳州·大唐春風里)Dynasty Chunfenliig (the “Project”) s\nlocated at the southern side of Shenli\ngWest Road and the western side of\nJinfeng South Road. The locality is a\nresidential and commercial area with\nmature and sohipsticated infrastructural\nfacilities.As at the valuation\ndate, thep roperty\nwas under\nconstruction.287,100,000\n(51.00% interest\nattributable to the\nGroup:\nRMB146,400,000)
The Project occuipes ap arcel of land with\na site area of approximately 41,072.87\nsq.m., which isb eing developed into a\nresidential and commercial development.\nThe Project was under construction as at\nthe valuation date and is scheduled tob e\ncomleted ipn January 2022. As advisedb y\nthe Group, upon comlpetion, the Project\nwill have a totalp lanned gross floor area\nof approximately 140,192.68 sq.m.
As at the valuation date, thep roperty\ncomprised the wholep roject. The\nclassification, usage and gross floor area\ndetails of thep roperty are set out in\nnote 7.
As advisedb y the Group, the construction\ncost of thep roperty is estimated tob e\napproximately RMB364,900,000, of\nwhich approximately RMB700,000 had\nbeen incurred as at the valuation date.
The land use rihfgts o thep roperthy ave\nbeen granted for terms exipring on\nDecember 18, 2089 for residential use and\nDecember 18, 2059 for commercial use.
\n\nNotes:\n\n1. Pursuant to a State-owned Land Use Rights Grant Contract—No. 35060020190925P010 dated October 12, 2019 and a Supplementary Contract, the land use rights of the Project with a site area of approximately 41,072.87 sq.m. were contracted to be granted to Zhangzhou Tangfeng Real Estate Development Co., Ltd.(漳州唐峰房地產開發有限公司, “Zhangzhou Tangfeng”, a 51.00%-owned subsidiary of the Company) for terms of 70 years for residential use and 40 years for commercial use commencing from the land delivery date. The land premium was RMB240,000,000.\n\n2. Pursuant to a Construction Land Planning Permit—Di Zi Di No. 350600201900049, permission towards the land planning of the Project with a site area of approximately 41,072.87 sq.m. has been granted to Zhangzhou Tangfeng.\n\n3. Pursuant to a Real Estate Title Certificate (for land)—Min (2019) Xiang Cheng Qu Bu Dong Chan Quan Di No. 0006347, the land use rights of the Project with a site area of approximately 41,072.87 sq.m. have been granted to Zhangzhou Tangfeng for terms expiring on December 18, 2089 for residential use and December 18, 2059 for commercial use."} +{"pdf_name": "9295478_33.pdf", "language": "en", "markdown": "# AUDITOR\n\nHLB Hodgson Impey Cheng Limited, the auditor of the Company, will retire and a resolution for their reappointment as auditor of the Company will be proposed at the forthcoming Annual General Meeting.\n\n# EVENT AFTER REPORTING PERIOD\n\n# Proposed Right Issue, Placing of New Shares under Specific Mandate, Connected Transaction in relation to the set-off, Application for Whitewash Wavier and Proposed Increase in Authorised Share Capital\n\nOn 16 February 2021, the Board proposed to conduct the rights issue on the basis of two (2) rights shares for every one (1) existing share held on the relevant record date at the subscription price of HK\\$0.10 per Rights Share, to raise up to approximately HK\\$220.75 million before expenses by way of issuing up to 2,207,541,466 rights shares (assuming there is no change in the total number of issued shares from 16 February 2021 up to and including the record date other than the full exercise of conversion rights under the outstanding New Option 1 Bonds on or before the record date).\n\nOn 16 February 2021, the Company and a placing agent entered into a placing agreement, pursuant to which the Company conditionally appointed the placing agent and the placing agent conditionally agreed to act as the placing agent for the Company to procure, on a best effort basis, placees to subscribe for the placing shares (i.e. the untaken shares during the rights issue) at the placing price of HK\\$0.10 per placing share on the terms and subject to the conditions set out in the placing agreement.\n\nOn 20 January 2021, a subsidiary of the Company as a borrower and Ms. Lau Ting as a lender entered into a supplemental loan agreement to extend the maturity date of the shareholder’s loan in the principal amount of HK\\$50,000,000 to 20 January 2022.\n\nOn 29 January 2021, the Company, a subsidiary of the Company and Ms. Lau Ting entered into a set-off deed, pursuant to which the parties have agreed to restructure the shareholder’s loan in the principal amount of HK\\$50,000,000 by offsetting the outstanding balance of the shareholder’s loan as at the rights issue completion date on a dollar-to-dollar basis against an equivalent amount of the aggregated subscription price of (i) all entitlement shares; and (ii) the relevant excess shares allocated to Ms. Lau. The set-off will be conditional upon the rights issue becoming unconditional pursuant to the terms and conditions as set out in the Prospectus.\n\nIf the acceptance in full by Ms. Lau of the entitlement shares allotted to her pursuant to the irrevocable undertaking and/or the allotment of excess rights shares to her upon successful excess application when there is an undersubscription of the rights issue would trigger an obligation on Ms. Lau to make a mandatory general offer under The Code on Takeovers and Mergers for all shares not already owned or agreed to be acquired by Ms. Lau and parties acting in concert with her, unless a waiver is granted by the Executive. Ms. Lau would make an application to the Executive for the whitewash waiver pursuant to The Code on Takeovers and Mergers.\n\nOn 16 February 2021, the Board proposed that the authorised share capital of the Company be increased from HK\\$40,000,000 to HK\\$125,000,000 by the creation of 3,400,000,000 additional Shares, all of which will, upon issue and being fully paid, rank pari passu in all respects with the Shares in issue.\n\nThe other details of the captioned issues (including the respective conditions) have been listed out in the announcement dated 16 February 2021 of the Company."} +{"pdf_name": "9295478_34.pdf", "language": "en", "markdown": "# Change of Company Name and Company Logo\n\nSubsequent to the passing of the special resolution regarding the proposed change of company name at the special general meeting of the Company held on 10 February 2021, the Company has received the relevant certificates’ copy on 26 March 2021 which were issued by the Registrar of Companies in Bermuda on 24 March 2021 regarding the change of company name of the Company, and the Company has adopted a new company logo with effect from 26 March 2021.\n\nOn behalf of the Board\n\nCHAN Tan Na, Donna\n\nChairperson\n\nHong Kong, 31 March 2021"} +{"pdf_name": "7626495_6.pdf", "language": "en", "markdown": "# 3. APPLICATION OF AMENDMENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRSs”)\n\n# Amendments to IFRSs that are mandatorily effective for the current year\n\nIn the current year, the Group has applied the Amendments to References to the Conceptual Framework in IFRS Standards and the following amendments to IFRSs issued by the International Accounting Standards Board (“IASB”) for the first time, which are mandatorily effective for the annual period beginning on or after 1 January 2020 for the preparation of the consolidated financial statements:\n\n
Amendments to IAS 1 and IAS 8Definition of Material
Amendments to IFRS 3Definition of a Business
Amendments to IFRS 9, IAS 39 and IFRS 7Interest Rate Benchmark Reform
\n\nExcept as described below, the application of the Amendments to References to the Conceptual Framework in IFRS Standards and the amendments to IFRSs in the current year had no material impact on the Group’s financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.\n\n# 3.1 Impacts on application of Amendments to IAS 1 and IAS 8 “Definition of Material”\n\nThe Group has applied the Amendments to IAS1 and IAS 8 for the first time in the current year. The amendments provide a new definition of material that states “information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity.” The amendments also clarify that materiality depends on the nature or magnitude of information, either individually or in combination with other information, in the context of the financial statements taken as a whole.\n\nThe application of the amendments in the current year had no impact on the consolidated financial statements.\n\n# 3.2 Impacts on application of Amendments to IFRS 3 “Definition of Business”\n\nThe Group has applied the amendments for the first time in the current year. The amendments clarify that while businesses usually have outputs. Outputs are not required for an integrated set of activities and assets to qualify as a business. To be considered a business, an acquired set of activities and assets must include, at a minimum, an input and a substantive process that together significant contribute to the ability to create outputs.\n\nThe amendments remove the assessment of whether market participants are capable of replacing any missing inputs or processes and continuing to produce outputs. The amendments also introduce additional guidance that helps to determine whether a substantive process has be acquired.\n\nIn addition, the amendments introduce an optional concentration test that permits a simplified assessment of whether an acquired set of activities and assets is no a business. Under the optional concentration test, the acquired set of activities and assets is not a business if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar assets. The gross assets under assessment exclude cash and cash equivalents, deferred tax assets, and goodwill resulting from the effects of deferred tax liabilities. The election on whether to apply the optional concentration test is available on transaction-by-transaction basis.\n\nThe application of the amendments had no impact on the consolidated financial statements in the current year as similar conclusion would have been reached without applying the optional concentration test."} +{"pdf_name": "7626495_7.pdf", "language": "en", "markdown": "# New and amendments to IFRSs in issue but not yet effective\n\nThe Group has not early applied the following new and amendments to IFRSs that have been issued but are not yet effective:\n\n
IFRS 17 Insurance Contracts and the related Amend1ment
Amendment to IFRS 16 Covid-19-R4elated Rent Concessions
Amendments to IFRS 3 Reference to the Conceptual Framework2
Amendments to IFRS 9, IAS 39, \nIFRS 7, IFRS 4 and IFRS 16Interest Rate Benchmark Reform – Phase 25
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and \ni3ts Associate or Joint Venture
Amendments to IAS 1 Classifi1cation of Liabilities as Current or Non-current
Amendments to IAS 16 Property, Plant and Equipment – Proceeds before \nIntended U2se
Amendments to IAS 1 and \nIFRS Practice Statement 2Discl1osure of Accounting Policies
Amendments to IAS 8 Definition of A1ccounting Estimates
Amendments to IAS 37 O2nerous Contracts – Cost of Fulfilling a Contract
Amendments to IFRSs Annual Improvements to IFRSs 2018-20202
\n\n1 Effective for annual periods beginning on or after 1 January 2023.\n\n2 Effective for annual periods beginning on or after 1 January 2022.\n\n3 Effective for annual periods beginning on or after a date to be determined.\n\n4 Effective for annual periods beginning on or after 1 June 2020.\n\n5 Effective for annual periods beginning on or after 1 January 2021.\n\nExcept for the new and amendments to IFRSs mentioned below, the directors of the Company anticipate that the application of all other new and amendments to IFRSs will have no material impact on the consolidated financial statements in the foreseeable future.\n\n# Amendments to IFRS 3 “Reference to the Conceptual Framework”\n\nThe amendments:\n\n• Update a reference in IFRS 3 “Business Combinations” so that it refers to the Conceptual Framework for Financial Reporting issued by IASB in March 2019 (“the “Conceptual Framework”) instead of the International Accounting Standards Committee’s Framework for the Preparation and Presentation of Financial Statements (replaced for the Conceptual Framework for Financial Reporting issued in September 2010);\n\n• Add a requirement that, for transactions and other events within the scope of IAS 37 “Provisions, Contingent Liabilities and Contingent Assets” or IFRIC 21 “Levies”, an acquirer applies IAS 37 or IFRIC 21 instead of Conceptual Framework to identify the liabilities it has assumed in a business combination; and\n\n• Add an explicit statement that an acquirer does not recognise contingent assets acquired in a business combination.\n\nThe Group will apply the amendments prospectively to business combinations for which the date of acquisition is on or after the beginning of the first annual period beginning on or after 1 January 2022. The application of the amendments is not expected to have significant impact on the financial position and performance of the Group."} +{"pdf_name": "20755032_9.pdf", "language": "en", "markdown": "Figure 11. SED fits to the quadruple system TIC 121088959/60. The red curve is the model for star B (TIC 121088959), while the blue curve is for the composite of stars Ca, Cb, and A. The model SED for the individual stars Ca, Cb, and A are shown in green and light blue, respectively. The match to the measured fluxes is made by integrating the model fluxes over the appropriate filter bands.\n\nFigure 12. Allowed orbits in the \\( P _ { \\mathrm { A C } } - e _ { \\mathrm { A C } } \\) plane. The analytic constraints are shown by the colored curves and are discussed in the text. Additionally, the orbits are required to produce a motion of star A with respect to an essentially motionless star B, yielding ∼8 km \\( \\mathbf { s } ^ { - 1 } \\) in the radial direction and a relative PM of ∼5 mas \\( \\mathrm { y r } ^ { - 1 } \\).\n\nPowell et al. 2021, Borkovits et al. 2021, and Kostov et al. 2021 for details). Therefore, in addition to the six SED points for each stellar image, we make use of four other important constraints. From our fit of the EB lightcurve we take (i) the ratio of stellar radii in the EB to be \\( R _ { \\mathrm { C b } } / R _ { \\mathrm { C a } } = 0 . 6 7 6 \\pm 0 . 1 \\); (ii) the sum of the scaled stellar radii to be \\( ( R _ { \\mathrm { C b } } + R _ { \\mathrm { C a } } ) / a = 0 . 0 5 5 \\pm 0 . 0 1 8 \\); (iii) the eclipse depth ratio of primary to secondary to be 1.5 \\( + \\) 0.15; and (iv) the third light for the eccentric EB to be 89.9% \\( ^ + \\) 1.5%. These 16 total constrains, plus the assumption that the stars are on the ZAMS, then prove sufficient to fit uniquely for the four stellar masses4. The results are shown in Figure 11 and the fitted stellar parameters are given in Table 5.\n\nWe find that the masses of the stars in the eccentric EB are a \\( M _ { C _ { \\mathrm { { o } } } } \\, \\simeq \\, 0 . 1 9 0 \\, \\mathrm { M } _ { \\mathrm { { \\odot } } } \\) and \\( M _ { C \\mathrm { h } } \\, \\simeq \\, 0 . 1 3 8 \\, \\mathrm { M } _ { \\odot } \\). The mass of star B (TIC 121088959) is \\( M _ { \\mathrm { R } } \\simeq 0 . 3 8 6 \\, \\mathbf { M } _ { \\odot } \\), while the brighter member of TIC 121088960 (star A) is only slightly more massive at \\( M _ { \\Delta } \\, \\simeq 0 . 4 3 0 \\, \\mathrm { M } _ { \\ G } \\).\n\n# 6.2 Constraining the Triple Orbit AC\n\nArmed with reasonably good estimates for the masses of the four stars comprising this system, we can now place some constraints on the orbit of the eccentric EB around what we have called “star A”. Let us refer to this orbit as the ‘AC’ orbit or that of the ‘inner triple’. There are five constraints that we use to limit the range of orbital periods and other parameters for the AC system.\n\nThese include the facts that (i) the AC system must be dynami-cally stable; (ii) the ABC system (i.e., that of the quadruple), must also be dynamically stable; (iii) there is no observed apsidal motion of the binary C (2 \\( - \\, \\sigma \\) limit of \\( \\lesssim 1 0 ^ { \\circ } \\) between the two TESS ob-servations spaced by two years); (iv) the difference in RV between TIC 121088959 and TIC 121088960 (i.e., between stars A and B) is 8 \\( ^ + \\) 0.3 km \\( \\mathbf { s } ^ { - 1 } \\) over an 11-day interval; and (v) there is a difference in PM between stars A and B of 5 \\( \\pm \\) 0.2 mas \\( \\mathrm { y r } ^ { - 1 } \\).\n\nThe last two of these constraints (the difference in RVs and PMs) were from different epochs separated by a few years. Nonetheless, for simplicity in the calculations, we take this difference in time to be considerably less than the orbital period of the AC binary, and there-fore these two constraints are applied locally around the orbits being examined. This becomes a good approximation for \\( P _ { \\mathrm { A C } } \\gtrsim 1 0 \\) years. Furthermore, with regard to these same two constraints, we assume that both the Gaia and ground-based observations are dominated by star A in the AC system (TIC 121088960). The expression for the minimum \\( P _ { \\mathrm { { A C } } } \\) allowed before apsidal advance in the C binary would be observed is from Rappaport et al. (2017), Eqn. (13). The lower and upper bounds on \\( P _ { \\mathrm { A C } } \\) for the dynamical stability of orbits AC and ABC, respectively, are given by Eqn. (16) of Rappaport et al. (2013)5 modified with a leading factor of \\( ( 1 + e _ { \\mathrm { i n n e r } } ) ^ { 3 / 2 } \\) which we adopt from the Eggleton-Kiseleva stability requirement (Eggleton& Kiseleva 1995, Eqn. 1; Mikkola 2008, Eqn. 10). We take this to account for the fact that the more eccentric the inner binary is in a triple system, at a fixed binary orbital period, the more the two stars are separated at apastron. Finally, with regard to the constraint on the stability of the ABC orbit we estimate a limit on the outer orbital period by noting that the projected physical separation of AC and B on the sky is ' 320 AU. We could use this as a proxy for the semimajor axis of the outer orbit. However, to be somewhat more conservative, we take the semi-major axis of the outer orbit to be \\( \\lesssim \\) 1000 AU. This does not set a rigorous upper limit on \\( a _ { \\mathrm { A R C } } \\), but we believe it is reasonably conservative.\n\nOur approach was to randomly select orbital parameters for the AC orbit uniformly in \\( \\log P _ { \\mathrm { A C } } \\), from 1 to \\( 1 0 ^ { 7 } \\) days; uniformly in eccentricity from 0 to unity; uniformly in argument of periastron, \\( \\omega \\) from 0 to 2 \\( \\pi \\); and orbital inclination according to \\( \\cos ^ { - 1 } ( \\mathcal { R } ) \\), where \\( \\mathcal { R } \\) is a draw from uniform random number generator. We followed each of \\( 1 0 ^ { 5 } \\) trial orbits around a complete orbit. Constraints (i), (ii), and (iii) listed above were immediately applied to each trial orbit, and if any of those tests failed, that particular orbit was rejected. For constraints (iv) and (v) listed above, those conditions were checked everywhere around an entire orbit. If they were never satisfied, the orbit was also rejected.\n\n---\n\n4 The approach of using SED fitting on multiple star systems has been demonstrated by numerous groups, but perhaps none more dramatically than for the sextuple star system TIC 168789840 (see Powell et al. 2021).\n\n5 See Mardling & Aarseth (2001) and Mikkola (2008) for the original ex-pressions."} +{"pdf_name": "20755032_10.pdf", "language": "en", "markdown": "Table 5. Mass Estimates for the Four Stars in TIC 121088959/60\n\n
Parameter Star Ca Star Cb Star A Star B
Mass \\( \\mathbf { M } _ { \\odot } \\))0.190 \\( ^ + \\) 0.009 0.138 \\( ^ + \\) 0.005 0.430 \\( ^ { + } \\) 0.008 0.386 \\( ^ + \\) 0.008
Radius \\( \\mathbf { R } _ { \\odot } \\))0.201 \\( ^ + \\) 0.007 0.160 \\( ^ + \\) 0.005 0.394 \\( ^ + \\) 0.005 0.358 \\( ^ + \\) 0.007
\\( T _ { \\mathrm { e f f } } \\)(K)3228 \\( ^ + \\) 25 3033 \\( ^ + \\) 30 3512 \\( + \\) 10 3468 \\( ^ + \\) 10
Luminosity \\( \\mathrm { L } _ { \\odot } \\))0.0040 \\( ^ + \\) 0.0004 0.0020 \\( \\mathrm { ^ { + } } \\) 0.0002 0.0213 \\( ^ + \\) 0.0007 0.0167 \\( + \\) 0.0007
a \\( \\mathbf { R } _ { \\odot } \\))6.08 \\( + \\) 0.07 6.08 \\( \\mathrm { ~ \\texttt ~ { ~ \\, ~ \\, ~ } ~ } \\) 0.07......
\n\nFigure 13. Allowed orbits in the \\( P _ { \\mathrm { A C } } - \\omega _ { \\mathrm { A C } } \\) plane.\n\nThe results of acceptable AC orbits are shown in Figs. 12 and 13. In Figure 12 we show the orbits which satisfy all five constraints in the \\( P _ { \\mathrm { A C } } - e _ { \\mathrm { A C } } \\) plane. Since constraints (i)-(iii) are analytic functions of \\( P _ { \\mathrm { A C } } \\) and \\( e _ { \\mathrm { A C } } , \\) and a reasonable assumption about \\( P _ { \\mathrm { A B C } } \\) (see above), we show those as solid limiting curves. The remainder of the constraints come from the RV and PM differences between stars A and B. It seems clear that inner orbital periods \\( P _ { \\mathrm { A C } } \\) ranging from about a year to 1000 years are acceptable. All eccentricities seem possible. However, for nominal eccentricities in triple systems of∼0.2 − 0.7 (see Figure 9 of Borkovits et al. 2016) we more likely can expect to find \\( P _ { \\mathrm { A C } } \\) in the range of 1 − 50 yr. In Figure 13 we show \\( \\omega _ { \\mathrm { A C } } \\) vs \\( P _ { \\mathrm { A C } } \\). These two parameters are slightly correlated, with more allowed orbits having \\( \\omega _ { \\Delta C } \\simeq 9 0 ^ { \\circ } \\)◦and \\( 2 7 0 ^ { \\circ } \\)◦and covering a more restricted range of \\( P _ { \\mathrm { A C } } \\). The inclination angles \\( i _ { \\mathrm { A C } } \\) (not shown in the plots) are uniformly distributed between a minimum of \\( 6 8 ^ { \\circ } \\) and \\( 9 0 ^ { \\circ } \\).\n\n# 7 COMPARISON WITH OTHER LOW-MASS ECCENTRIC BINARIES\n\nSimilar to the case of the vast majority of close main-sequence bi-naries, it is clear that since the radii of the low-mass protostars were much larger than the present-day separation of its stars, the eccentric binary Cab cannot have been formed in its present orbital configu-ration (see, e.g. Kiseleva et al. 1998; Fabrycky & Tremaine 2007). Perhaps the most interesting question about this close pair is how it has managed to retain such a high eccentricity despite the requisite orbital shrinkage during its past history. Some possibilities are as follows: (i) the initial eccentricity of the originally wider orbit was much higher, and while there is ongoing tidal friction causing orbital shrinkage and circularization, the system is still sufficiently young that there has not been enough time to circularize the orbit; (ii) the shrinkage of the initial orbit, which was wide enough to accommo-date the protostars, was the result of some other mechanism(s) beside tidal dissipation such as, e.g., (a) escape of an additional stellar com-ponent or, (b) accretion-driven migration (see, e.g. Tokovinin & Moe 2020, and further references therein). Or, another possibility is, (iii) that the observed current high eccentricity is a consequence of on-going dynamical interactions with the more distant, third and fourth stellar components of the quadruple system.\n\nWe constructed a so-called “\\( P - e \\)” diagram showing the known cases of eccentric binaries in Figure 14 (upper panel). We plot-ted there the same datasets as in a previous paper by Zasche et al. (2021): small red dots are from the SB9 catalogue (Pourbaix et al. 2004); yellow dots show eclipsing binaries from the catalogue of eccentric binaries by Kim et al. (2018); blue dots show Kepler bina-ries by Kjurkchieva et al. (2017); black dots show those from ASAS published by Shivvers et al. (2014); cyan points are from Halbwachs et al. (2003); green points are from Triaud et al. (2017); and magenta points are from (Latham et al. 2002). All of these were studied as spectroscopic and/or eclipsing binaries. However, some of the most extreme points from the SB9 catalogue have very uncertain orbits and should not be considered as real eccentricities. Moreover, most of the data shown here represent much more massive stars, for which the circularization process is different due to their internal structure (as recently proven on real data, see e.g. Van Eylen et al. 2016).\n\nFor these reasons, we have tried to compare the comparable, i.e., plot our unique low-mass system with other stars having derived eccentricities and both components of the M spectral type. Specifi-cally, (i) the set of Kepler eclipsing binaries yielded 7 systems with GAIA photometric index (\\( B _ { p } - R _ { p } ) \\, > \\, 1 . 8 \\) mag; (ii) the spectro-scopic survey by Latham et al. (2002) contains only one system with effective temperature below 4000 K; and (iii) the survey Halbwachs et al. (2003) provided two binaries with masses below \\( 0 . 6 \\, M _ { \\odot } . \\) These are plotted in the bottom panel of Fig. 14. These data are then com-plemented with other M+M binaries taken from various dedicated studies (Stassun et al. 2006; Morales et al. 2009; Carter et al. 2011;Irwin et al. 2011; Gómez Maqueo Chew et al. 2012; Kraus et al. 2015; David et al. 2016; Gillen et al. 2017; Kraus et al. 2017; Lubin et al. 2017; Irwin et al. 2018; Murphy et al. 2020; Acton et al. 2020). The data for these low-mass binaries are plotted together in the bot-tom panel of Fig. 14 with curves representing the close pericenter approaches (i.e., \\( 1 . 5 \\times R _ { \\star } \\, = \\, a \\cdot ( 1 - e ) \\)) when they likely collide with each other. The periastron separations are calculated for dif-ferent spectral types (from M0V to M6V) according to their typical radii and masses according to Pecaut & Mamajek (2013), assuming both components are similar to each other (same masses and radii). One can also ask whether some proximity effect near periastron pas-sage would also be visible on the light curve of the binary. However, we have calculated that such an effect is so small that it cannot be detected with the current precision of the available TESS data."} +{"pdf_name": "20787988_127.pdf", "language": "en", "markdown": "# IV. Major Opinions and Suggestions of the Special Committees of the Board in Performing Their Duties during the Reporting Period (Continued)\n\n# (I) Audit Committee (Continued)\n\n# 7. (Continued)\n\n(2) At the meeting, the Audit Committee heard the reports of: the production & operation and the progresses of material matters from January to November 2017 and the assets and financial statuses as of 31 October 2017. The Audit Committee required the management to: pay close attention to the implementation of the Company’s development strategies; focus on the development of self-owned products and invest more on R&D; actively exploit the market; strengthen cost control and risk management; keep refining the governance structure and strengthen the standardized operation to level up the corporate governance; fully utilize the capital market to enlarge and strengthen the Company’s principal operations; and further enhance the Company’s image and achieve sound and rapid development. The Audit Committee also required the Company to: strengthen risk management and internal control; try its best to complete basic work of financial accounting; attach importance to and enhance control of accounts receivable and inventory to improve the capital usage efficiency; preferentially develop and increase investments in the main operations and control the overall scale of the operations with lower gross margins; strictly enforce the revenue and expenditure system; further improve and clarify the Company’s credit and work policies, determine a reasonable amount of guarantee provided for the subsidiary and maintain the credit scale at a reasonable level; and conduct disclosure of connected transactions in a good manner.\n\n(3) At the meeting, the Audit Committee heard the reports of: 2017 internal control audit work and progress. The Audit Committee required the registered accountant for internal control audit to: timely communicate with the Company on the issues raised and provide specific suggestions or opinions for these issues; focus on the approval procedures and information disclosure of key audit matters; and provide guidance to the Company on enforcing a new accounting standard. The Audit Committee also required the internal audit department and the relevant persons in charge shall maintain communication with the registered accountant for internal control audit, provide full support for the internal control audit work and issue audit report; track and implement the matters submitted for attention; and propose and carry out rectification measures.\n\n(4) At the meeting, the Audit Committee heard the reports of: 2017 internal control evaluation work plan and the relevant conditions. The Audit Committee also provided guidelines on the internal audit work and required the internal audit department of the Company to: conduct supervision and assessment on risks and internal control management of important units, operations and projects; and supervise and urge the rectification of major issues, and timely report to the Audit Committee should a major issue arise."} +{"pdf_name": "20787988_128.pdf", "language": "en", "markdown": "# IV. Major Opinions and Suggestions of the Special Committees of the Board in Performing Their Duties during the Reporting Period (Continued)\n\n# (I) Audit Committee (Continued)\n\n# 7. (Continued)\n\nIn addition, during the process of preparing and disclosing the 2017 Annual Report of the Company, the audit committee conducted various communication with the Company’s management, person in charge of finance and the registered accountant for annual audit in accordance with the “Audit Committee’s Work Regulation Regarding Annual Report” (《審核委員會年報工作規程》) and received the report on the preparation of 2017 annual report and met with the registered accountant for annual audit. The Audit Committee reviewed audit reports and financial statements and communicated on issues found during the audit process. It emphatically reviewed the key audit matters, accounting policy changes, the consolidated scope and changes and important matters related to connected transactions. The Company and the registered accountant for annual audit were required to seriously study all the latest provisions of the CSRC and of the relevant annual report as released by the local stock exchange where the Company was listed. The audit and disclosure of annual report were required to be conducted in a good manner.\n\n# (II) Nomination Committee\n\nThe Nomination Committee is mainly responsible for reviewing and making recommendations as to the candidates and selection criteria & procedures for Directors and senior management members of the Company. The Rules of Procedure of the Nomination Committee have been published on the websites of the Company and the Hong Kong Stock Exchange. The Nomination Committee of the eighth session of the Board currently consists of Mr. Xu Guofei, Mr.Chen Kuanyi, Ms. Du Jie, Mr. Chu Wai Tsun, Vincent and Mr. Zhang Chun and is chaired by Mr. Chu Wai Tsun, Vincent. The Nomination Committee convened its first meeting for 2017 on 28 March 2017 and all members attended the meeting. The following resolutions were passed at the meeting:\n\n1. The structure, size and composition of the Board (including skills, knowledge and experience) basically matched the Company’s operational activities, assets scale, equity structure, etc. It was suggested to further improve the corporate governance structure and increase the performance efficiency and capability according to the relevant national regulations and the Company’s actual operational needs.\n\n2. The Independent Non-executive Directors of the Company were in compliance with the independence-related requirements of CSRC, SFC, Shanghai Stock Exchange and the Stock Exchange of Hong Kong Limited.\n\n3. The senior management members of the Company had the necessary professional skills to perform their duties.\n\n4. All Directors and senior management members should conscientiously study the relevant regulations of the regulators on trading Company’s stocks to ensure compliance of the procedures and full disclosure of information."} +{"pdf_name": "20744207_17.pdf", "language": "en", "markdown": "Figure 7: Tidal displacements at the top and bottom of the ocean as a function of the aspect ratio \\( \\eta \\). The values of the amplitudes are given in units of outer radius of the ocean (base of the icy shell). The shaded area represents the range 0.82 \\( \\leq \\eta \\leq \\) 0.85 predicted by models of isostasy.\n\n# A Tidal and libration forcings\n\n# A.1 Tidal displacements\n\nThe three spherical harmonics components of the radial and tangential displacements are shown on Fig. 7 for different values of the aspect ratio, \\( \\eta \\). The analytical expressions for the displacement are quite long and impractical. Instead, we provide a set of simplified expressions obtained using a Pade approximant on the interval \\( \\eta \\in [ \\frac { 1 6 } { 2 1 } , 1 ] \\). All expressions are in dimensionless units :"} +{"pdf_name": "20744207_18.pdf", "language": "en", "markdown": "radial displacement at the top of the ocean\n\n\\[ \\begin{array} { r l r l } { m = - 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( 1 . 2 4 6 8 9 \\times 1 0 ^ { - 5 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 1 . 2 0 1 3 7 \\times 1 0 ^ { - 5 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 5 . 9 5 3 8 \\times 1 0 ^ { - 5 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 1 . 8 0 5 5 7 \\times 1 0 ^ { - 6 } } { 4 9 . 5 2 2 4 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + 2 2 . 7 9 3 6 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + 1 0 . 1 3 8 1 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 0 . 9 7 9 6 8 1 } } & { ( 2 3 ) } \\\\ { m = 0 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 4 . 3 6 3 2 1 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 4 . 2 0 3 9 3 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 2 . 0 8 3 4 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 6 . 3 1 8 1 6 \\times 1 0 ^ { - 7 } } { \\left( 4 . 9 5 2 2 4 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 2 7 9 3 6 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 1 . 0 1 3 8 1 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 9 . 7 9 6 8 1 \\times 1 0 ^ { - 1 } } } & { ( 2 4 ) } \\\\ { m = 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 1 . 7 8 1 2 7 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 1 . 7 1 6 2 5 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 8 . 5 0 5 4 3 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 2 . 5 7 9 3 8 \\times 1 0 ^ { - 7 } } { \\left( 4 . 9 5 2 2 4 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 2 7 9 3 6 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 1 . 0 1 3 8 1 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 9 . 7 9 6 8 1 \\times 1 0 ^ { - 1 } } } & { ( 2 5 ) } \\end{array} \\]\n\nradial displacement at the bottom of the ocean\n\n\\[ \\begin{array} { r l r l } { m = - 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( 1 . 2 9 7 2 9 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 2 8 9 7 5 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 9 . 7 3 5 9 5 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 8 . 7 0 3 8 7 \\times 1 0 ^ { - 9 } } { \\left( - 1 . 3 3 2 6 8 \\times 1 0 ^ { - 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 1 . 2 4 6 7 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + 9 . 8 1 6 0 1 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 1 . 0 0 4 0 5 } } & { ( 2 6 ) } \\\\ { m = 0 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 4 . 5 3 9 5 7 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 8 . 0 1 2 4 6 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 3 . 4 0 6 8 7 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 3 . 0 4 5 7 2 \\times 1 0 ^ { - 9 } } { \\left( - 1 . 3 3 2 6 8 \\times 1 0 ^ { - 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 1 . 2 4 6 7 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + 9 . 8 1 6 0 1 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 1 . 0 0 4 0 5 } } & { ( 2 7 ) } \\\\ { m = 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 1 . 8 5 3 2 7 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 3 . 2 7 1 0 7 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 1 . 3 9 0 8 5 \\times 1 0 ^ { - 8 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 1 . 2 4 3 4 1 \\times 1 0 ^ { - 9 } } { \\left( - 1 . 3 3 2 6 8 \\times 1 0 ^ { - 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 1 . 2 4 6 7 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + 9 . 8 1 6 0 1 \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 1 . 0 0 4 0 5 } } & { ( 2 8 ) } \\end{array} \\]\n\ntangential displacement at the top of the ocean\n\n\\[ \\begin{array} { r l r l } { m = - 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( 7 . 4 5 9 6 2 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 6 . 6 4 1 8 5 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 2 . 7 8 5 8 3 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 5 . 7 3 5 0 3 \\times 1 0 ^ { - 7 } } { \\left( 5 . 9 0 7 1 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 6 5 6 6 3 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 1 . 0 3 0 1 8 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 9 . 6 1 2 3 6 \\times 1 0 ^ { - 1 } } } & { ( 2 9 ) } \\\\ { m = 0 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 2 . 6 1 0 3 2 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 2 . 3 2 4 1 6 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 9 . 7 4 8 3 9 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 2 . 0 0 6 8 4 \\times 1 0 ^ { - 7 } } { \\left( 5 . 9 0 7 1 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 6 5 6 6 3 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 1 . 0 3 0 1 8 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 9 . 6 1 2 3 6 \\times 1 0 ^ { - 1 } } } & { ( 3 0 ) } \\\\ { m = 2 } & { \\rightarrow } & { \\displaystyle \\frac { \\left( - 1 . 0 6 5 6 6 \\times 1 0 ^ { - 6 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } - \\left( 9 . 4 8 8 3 6 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } - \\left( 3 . 9 7 9 7 6 \\times 1 0 ^ { - 7 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) - 8 . 1 9 2 8 9 \\times 1 0 ^ { - 8 } } { \\left( 5 . 9 0 7 1 7 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 3 } + \\left( 2 . 6 5 6 6 3 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) ^ { 2 } + \\left( 1 . 0 3 0 1 8 \\times 1 0 ^ { 1 } \\right) \\left( \\eta - \\frac { 3 7 } { 4 2 } \\right) + 9 . 6 1 2 3 6 \\times 1 0 ^ { - 1 } } } & { ( 3 1 ) } \\end{array} \\]"} +{"pdf_name": "9324221_31.pdf", "language": "en", "markdown": "# OTHER INFORMATION\n\n# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES\n\nNeither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company’s listed securities during the six months ended 30 June 2021.\n\n# COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE\n\nDuring the six months ended 30 June 2021, the Company has applied the principles of, and complied with, the applicable code provisions of the Corporate Governance Code as set out in Appendix 14 to the Listing Rules, except for the following deviations:\n\nUnder code provision A.6.7, independent non-executive directors and other non-executive directors should attend general meetings. Mr. Chan Kin Sang and Mr. Zheng Suijun, being independent non-executive Directors, were unable to attend the annual general meeting of the Company held on 25 June 2021 (the “AGM”) due to other pre-arranged business commitments and the circumstance under the COVID-19 outbreak, respectively.\n\nUnder code provision E.1.2, the chairman of the board should attend the annual general meeting. Mr. Liao Nangang, being the chairman of the Board was unable to attend the AGM due to the circumstances under the COVID-19 outbreak. Mr. Liao will endeavour to attend all future annual general meetings of the Company unless unexpected or special circumstances prevent him from doing so. Mr. Liao had entrusted Mr. Shin Yick, Fabian, being non-executive Director, to respond to shareholders’ concerns (if any) on his behalf at the AGM.\n\n# DIRECTORS’ SECURITIES TRANSACTIONS\n\nThe Company has adopted a code of conduct regarding Directors’ securities transactions (the “Model Code”) on terms no less exacting than the required standard set out in the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Listing Rules. Having made specific enquiry of all Directors, the Company confirms that all the Directors have complied with the Model Code for the six months ended 30 June 2021."} +{"pdf_name": "9324221_32.pdf", "language": "en", "markdown": "# AUDIT COMMITTEE\n\nThe Audit Committee of the Company has reviewed the Interim Results with no disagreement with the accounting treatment adopted by the Group. At the request of the Directors, the Group’s external auditors have carried out a review of the Interim Results in accordance with Hong Kong Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” issued by the HKICPA.\n\n# PUBLICATION OF INTERIM REPORT ON THE WEBSITES OF THE STOCK EXCHANGE AND THE COMPANY\n\nThe Company’s interim report containing all information required by the Listing Rules will be despatched to the shareholders of the Company and published on the website of the Stock Exchange at www.hkexnews.hk and the website of the Company at www.paktakintl.com in due course.\n\nOn behalf of the Board\n\nPak Tak International Limited\n\nLiao Nangang\n\nChairman\n\nHong Kong, 27 August 2021\n\nAs at the date of this announcement, the Board comprises Mr. Liao Nangang, Ms. Qian Pu, Mr. Wang Jian and Mr. Ning Jie as executive Directors; Mr. Shin Yick Fabian and Mr. Liu Xiaowei as non-executive Directors; and Mr. Chan Ngai Sang Kenny, Mr. Chan Kin Sang and Mr. Zheng Suijun as independent non-executive Directors."} +{"pdf_name": "11784639_99.pdf", "language": "en", "markdown": "at 31 December 2020\n\n
Note20202019
HK$’000HK$’000
Non-current liabilities
Bank loans201,057,943805,907
Lease liabilities22568,563790,497
Deferred tax liabilities23(b)162,859176,931
1,789,3651,773,335
NET ASSETS1,882,7352,155,933
CAPITAL AND RESERVES24
Share cailpta279,967279,967
Reserves1,603,3651,876,525
Total equity attributable to equity holders of the Company1,883,3322,156,492
Non-controlling interests(597)(559)
TOTAL EQUITY1,882,7352,155,933
\n\nApproved and authorised for issue by the Board of Directors on 26 March 2021.\n\n
Wu Kebo Chow Sau Fong, Fiona
Director Director
"} +{"pdf_name": "11784639_100.pdf", "language": "en", "markdown": "
Share \ncailptaShare \npremiumCailpta \nredemipton \nreserveContributed \nsurplusReserve \nfundsExchange \nreserveRetained \nprofits TotalNon-\ncontrolling \ninterestsTotal \nequity
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
Balance at 1 January 2020279,967771,74915,88680,0003,1345,0981,000,6582,156,492(559)2,155,933
Changes in equity for 2020:
Loss for the year– – – – – –(288,171)(288,171)(3)(288,174)
Other comprehensive income– – – – –15,011 –15,011(35)14,976
Total comprehensive income– – – – –15,011(288,171)(273,160)(38)(273,198)
Balance at 31 December 2020279,967771,74915,88680,0003,13420,109712,4871,883,332(597)1,882,735
\n\n
Share \ncailptaShare \npremiumCailpta \nredemipton \nreserveContributed \nsurplusReserve \nfundsExchange \nreserveRetained \nprofits TotalNon-\ncontroling \ninterestsTotal \nequity
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
Balance at 1 January 2019279,967771,74915,88680,0003,134(4,826)1,035,7502,181,660(545)2,181,115
Changes in equity for 2019:
Loss for the year –– \n – – – –(35,092)(35,092)(24)(35,116)
Other comprehensive income–––––9,924 –9,924109,934
Total comprehensive income–––––9,924(35,092)(25,168)(14)(25,182)
Balance at 31 December 2019279,967771,74915,88680,0003,1345,0981,000,6582,156,492(559)2,155,933
\n\nThe notes on pages 102 to 157 form part of these financial statements."} +{"pdf_name": "7491230_43.pdf", "language": "en", "markdown": "# DIRECTORS AND SENIOR MANAGEMENT PROFILE"} +{"pdf_name": "7491230_44.pdf", "language": "en", "markdown": "# EXECUTIVE DIRECTORS\n\nMr. Chan Kwong Yuen, aged 63, became an executive Director in October 2017. Mr. Chan Kwong Yuen is also the Chairman, a member of the Remuneration Committee and the Nomination Committee and one of the controlling shareholders of the Company (the “Controlling Shareholders”). He also holds directorships in all subsidiaries of the Company. Mr. Chan Kwong Yuen is responsible for overseeing the finance and investment aspects of the Group, and formulating the Group’s strategy and evaluating and negotiation leasing terms and conditions with landlords. Mr. Chan Kwong Yuen is the brother of Mr. Chan Shu Yuen and cousin of Mr. Chan Kun Yuen. He is also a director of Profit Ocean Enterprises Limited and Coastal Lion Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance (“SFO”).\n\nMr. Chan Kwong Yuen has over 25 years of experience in the tea retail industry in Hong Kong. He first joined Ying Kee Tea Company Limited (“Ying Kee”), a subsidiary of the Company, in January 1993 as financial manager, responsible for overseeing the finance and investment aspects, and has became a director of Ying Kee since September 2010. Prior to that, Mr. Chan Kwong Yuen served as the General Manager of the Enamelware Division of Universal Steels Limited in Nigeria from January 1983 to December 1992. Mr. Chan Kwong Yuen received a Bachelor of Commerce with Honours from the University of British Columbia, Canada, in May 1999.\n\nMr. Chan Kun Yuen, aged 60, became an executive Director in October 2017. He is the CEO, a member of the Remuneration Committee and the Nomination Committee and one of the Controlling Shareholders. He also holds directorships in all subsidiaries of the Company. Mr. Chan Kun Yuen is responsible for overseeing the Group’s business development, marketing, and corporate strategy formulation and execution. Mr. Chan Kun Yuen is the cousin of both Mr. Chan Kwong Yuen and Mr. Chan Shu Yuen. He is also a director of Profit Ocean Enterprises Limited and Wealth City Global Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the SFO.\n\nMr. Chan Kun Yuen has over 18 years of experience in the tea retail industry in Hong Kong. He formally joined Ying Kee, a subsidiary of the Company, in October 2000 as general manager working full-time, responsible for business development, marketing, and corporate strategy formulation and execution, and has became a director of Ying Kee since September 2010. Prior to that, Mr. Chan Kun Yuen served as a clerk with the shipping department of The East Asiatic Company Limited from September 1981 to June 1982. He also served as a clerk in the export department of Gibb, Livingston & Co. in June 1982 and was transferred to Gilman & Co., Ltd. in January 1983 and served until August 1986. From September 1986 to September 2000, Mr. Chan Kun Yuen was working part-time for Ying Kee as a marketing associate, responsible for formulating marketing proposals and strategies for Ying Kee. Mr. Chan Kun Yuen completed a one-year business course in office studies at Rosaryhill School in July 1981 after graduating from Hong Kong Chan Wai Chow Memorial College in November 1980.\n\nMr. Chan Shu Yuen, aged 59, became an executive Director in October 2017. He is one of the Controlling Shareholders. He also holds directorships in all subsidiaries of the Company. Mr. Chan Shu Yuen is responsible for finding, selecting and negotiating with potential suppliers and also building and maintaining relationships with them, overseeing the technical aspects of processing, monitoring quality control of final products in the warehouse, and resolving electrical and mechanical problems in processing. Mr. Chan Shu Yuen is the brother of Mr. Chan Kwong Yuen and cousin of Mr. Chan Kun Yuen. He is also a director of Profit Ocean Enterprises Limited and Sky King Global Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the SFO."} +{"pdf_name": "9265139_28.pdf", "language": "en", "markdown": "# 1. Board of Directors and Risk Control Committee\n\nThe Board of Directors has the ultimate responsibility for the risk management of the Company. The Board of Directors is mainly responsible for advancing the construction of risk culture; considering and approving the basic system of the comprehensive risk management of the Company; appointing chief risk officer; considering and approving major issues of the Company’s risk management, such as risk preference, risk tolerance, significant risk limit and information disclosure; reviewing and evaluating risk management reports and their implementation, etc. The Board of Directors may delegate its Risk Control Committee to fulfill part of its function of comprehensive risk management.\n\n# 2. Senior Management (Including Chief Risk Officer) and Risk Management Committee\n\nThe senior management of the Company is responsible for organizing and implementing various works in comprehensive risk management in the operation and management process, which mainly performs the following duties:\n\n(1) establish a risk management system and make timely adjustment;\n\n(2) establish a healthy operation management structure for the Company’s comprehensive risk management, clarifying the duty allocation of risk management among various departments, and establish a working mechanism that features effective checking and balance and good coordination among the departments;\n\n(3) establish a complete information technology system and data quality control mechanism;\n\n(4) establish a performance assessment system for all staff that covers the effectiveness of risk management;\n\n(5) formulate the specific execution plans for risk management according to the risk preference, risk tolerance and significant risk limit approved by the Board to ensure the effective implementation of the plans; monitor its progress, analyze reasons in a timely manner and handle it according to the authorizations granted by the Board;\n\n(6) regularly assess the overall risk of the Company and various types of material risk management conditions, resolve problems that are found in risk management and report to the Board."} +{"pdf_name": "9265139_29.pdf", "language": "en", "markdown": "The Company establishes a Risk Management Committee under the senior management, which is responsible for the overall risk monitoring and management of the Company within the scope of authorization of the Board and management, formulating and adjusting the risk management decisions of the Company, approving new business and risk limits, and making decisions and approvals for important matters involving risk management.\n\nThe Company establishes a chief risk officer who is a senior management officer of the Company and is appointed and removed by the Board. The main responsibilities of the chief risk officer include:\n\n(1) organize and implement the overall risk management of the Company;\n\n(2) review and approve the Company’s risk management plan and risk measurement methods, models and indicators;\n\n(3) organize the formulation of the Company’s internal risk management system and policies, and evaluate major market, credit, liquidity and other risks;\n\n(4) organize investigation and inquiry for hidden risks existing in business operation and management activities; report major hidden risks that discovered to the president of the Company in a timely manner, and put forward rectification opinions to the person-in-charge of other relevant departments; possesses the authority to report to the Board and its Risk Control Committee or the chairman of the Supervisory Committee had the major hidden risks or the rectification of hidden risks fails to meet the standards."} +{"pdf_name": "20746096_20.pdf", "language": "en", "markdown": "We then used the bootstrapping algorithm and obtained the following means and standard errors for \\( M \\)= 1000 which, as reported below, com-pare quite well with the asymptotic theory estimates. The corresponding distributions are shown in Figures 14 and 15.\n\n
\\( k _ { I } ^ { + } ( b o o t ) ( G L S ) \\)\\( k _ { I } ^ { - } ( b o o t ) ( G L S ) \\)\\( k _ { I } ^ { + } ( a s y m p ) ( G L S ) \\)\\( \\overline { { k _ { I } ^ { - } ( a s y m p ) ( G L S ) } } \\)
mean2.15810.9112.15710.911
SE0.00440.02470.003960.0225
\n\nFigure 14: Two parameters estimation \\( ( k _ { I } ^ { + } , \\, k _ { I } ^ { - } ) \\). Bootstrapping distribution for \\( k _ { I } ^ { + } \\). We use GLS and M=1000 runs.\n\n# 5.3 GLS Estimation of 3 Parameters\n\nWe tried next to estimate 3 parameters. We again used the GLS formulation with \\( \\gamma \\) = 0.6. Once again we fixed all the parameters describing the domain and the polymerization function \\( k _ { o n } \\) and we also fixed either \\( k _ { o f f } ^ { N } \\) or \\( k _ { o n } ^ { N } \\) in the corresponding inverse problems.\n\n# 5.4 GLS Estimation for \\( k _ { I } ^ { + } \\),\\( k _ { I } ^ { - } \\) and \\( k _ { o n } ^ { N } \\)\n\nWe fixed values as follows:\n\n
\\( \\overline { { k _ { o f f } ^ { N } } } \\)\\( k _ { o n } ^ { m i n } \\)\\( k _ { o n } ^ { m a x } \\)\\( x _ { 1 } \\)\\( x _ { 2 } \\)\\( i _ { m a x } \\)
93.331684.38\\( 1 . 5 \\cdot 1 0 ^ { 9 } \\)0.0620.859\\( 3 . 5 \\cdot 1 0 ^ { 5 } \\)
"} +{"pdf_name": "20746096_21.pdf", "language": "en", "markdown": "Figure 15: Two parameters estimation \\( ( k _ { I } ^ { + } , \\, k _ { I } ^ { - } ) \\). Bootstrapping distribution for \\( k _ { I } ^ { - } \\). We use GLS and M=1000 runs.\n\nWe used as initial parameter values:\n\n
\\( \\underline { { k _ { I } ^ { + } } } \\)\\( \\underline { { k _ { I } ^ { - } } } \\)\\( k _ { o n } ^ { N } \\)
\\( q _ { 0 } \\)2.160010.92704616.962
\n\nWe obtained the estimated parameters together with the corresponding standard errors, variances and the condition numbers \\( \\kappa \\) of the corresponding sensitivity matrices for the four data sets as reported below. The 95% con-fidence results based on the asymptotic theory are also depicted for DS 4 in Figure 16.\n\n
\\( \\overline { { k _ { I } ^ { + } } } \\)\\( k _ { I } ^ { - } \\)\\( \\mathit { k } _ { o n } ^ { N } \\)SE\\( \\sigma ^ { 2 } \\)\\( \\kappa \\)
\\( D S \\) 12.2613.494616.96\\( ( . 0 1 2 , . 0 9 9 , 5 3 . 9 2 5 ) \\)\\( 8 . 5 2 \\cdot 1 0 ^ { - 6 } \\)\\( 8 . 8 9 \\cdot 1 0 ^ { 1 0 } \\)
\\( D S \\) 22.9916.204616.96\\( ( . 0 2 1 , . 1 5 1 , 5 6 . 6 9 1 ) \\)\\( 9 . 6 7 \\cdot 1 0 ^ { - 6 } \\)\\( 4 . 3 7 \\cdot 1 0 ^ { 1 0 } \\)
\\( D S \\) 32.1815.769840.31\\( ( . 0 1 1 , . 1 0 3 , 9 0 . 4 6 6 ) \\)\\( 6 . 4 5 \\cdot 1 0 ^ { - 6 } \\)\\( 3 . 9 4 \\cdot 1 0 ^ { 1 1 } \\)
\\( D S \\) 42.1610.914616.96\\( ( 0 . 0 0 8 9 , 0 . 0 6 4 9 , 4 5 . 2 6 2 ) \\)\\( 6 . 3 6 \\cdot 1 0 ^ { - 6 } \\)\\( 7 . 1 4 \\cdot 1 0 ^ { 1 0 } \\)
\n\nTo compare these asymptotic results with bootstrapping, we carried out bootstrapping with Data Set (DS) 4 for the estimation of \\( k _ { I } ^ { + } \\), \\( k _ { I } ^ { - } \\) and \\( k _ { o n } ^ { N } \\) with the same initial values as above. We then obtained the following means and standard errors for a run with \\( M \\)= 1000, in comparison to the asymptotic theory."} +{"pdf_name": "20792548_83.pdf", "language": "en", "markdown": "# 2 Summary of significant accounting policies (Continued)\n\n# 2.6 Foreign currency translation (Continued)\n\n# (b) Transactions and balances\n\nForeign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in other gains/(losses) – net.\n\n# (c) Group companies\n\nThe results and financial position of all the Group entities (none of which has the currency of a hyper-inflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:\n\n(i) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;\n\n(ii) income and expenses for each profit or loss are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and\n\n(iii) all resulting currency translation differences are recognized in other comprehensive income.\n\nGoodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.\n\n# 2.7 Property, plant and equipment\n\nProperty, plant and equipment, other than construction in progress, are stated at historical cost less depreciation and provision for impairment loss, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items.\n\nSubsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial year in which they are incurred.\n\nDepreciation is calculated using the straight-line method to allocate their cost, net of their residual values, over their estimated useful lives or, in the case of leasehold improvements, the shorter lease term as follows:\n\n
Buildings 20 years
Leasehold improvements Shorter of remaining lease terms of 2–3 years or useful life
Machinery and equipment 5–10 years
Furniture, fittings and equipment 3–5 years
Vehicles 5–10 years
"} +{"pdf_name": "20792548_84.pdf", "language": "en", "markdown": "# 2 Summary of significant accounting policies (Continued)\n\n# 2.7 Property, plant and equipment (Continued)\n\nThe assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.\n\nConstruction in progress represents buildings under construction and is stated at cost less provision for impairment loss, if any. Cost includes the costs of construction and acquisition. When the assets concerned are available for use, the costs are transferred to property, plant and equipment and depreciated in accordance with the policy as stated above.\n\nAn asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (Note 2.9).\n\nGains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within “other gains/(losses) – net” in the profit or loss.\n\n# 2.8 Intangible assets\n\n# (a) Acquired trademark\n\nSeparately acquired trademarks are shown at historical cost. Trademarks acquired in a business combination are recognised at fair value at the acquisition date. Amortization of trademark that has a finite useful life is calculated using the straight-line method to allocate the costs of acquired trademark over its estimated useful life of 10 years. It is subsequently carried at cost less accumulated amortisation and impairment losses.\n\n# (b) Computer software\n\nAcquired computer software license is capitalized on the basis of the costs incurred to acquire the specific software. These costs are amortized over a period ranging from 3 to 10 years.\n\n# (c) Goodwill\n\nGoodwill is measured as the excess of the acquisition-date fair value of any previous equity interest in the acquired entity over the fair value of the net identifiable assets. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortized but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.\n\nGoodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments."} +{"pdf_name": "9241859_5.pdf", "language": "en", "markdown": "
Hicend FuturesHicend Futures Co., Ltd. (海證期貨有限公司)
HuaAn FundsHuaAn Funds Management Co., Ltd. (華安基金管理有限公司)
Guoxiang PropertiesShanhgai GuoxianPLdg ro有公perties Co., t. (上海國翔置業限司)
SPD BankShanhdgai PuonDlCg eveo浦發銀股有\npment Bank o., Ltd. (上海東展行份限公司)
Shanhgai Rural Commercial BankShanhgai Rural Commercial Bank Co., Ltd. (上海農村商業銀行股份有限公\n司)
Convertible Bonds/\n A Share Convertible Bonds’the convertible corporate bonds (which can be converted into the Companys \nA Shares) amounting to RMB7 billion issued by the Company on 7 July 2017 \nand listed on Shanhai Stock Exchange on 24 July 2017g
Company Lawthe Company Law of the PRC
Securities Lawthe Securities Law of the PRC
SSE Listing Rulesthe Rules Governing the Listing of Stocks on the Shanhai Stock Egxchange
Hong Kong Listing Rulesthe Rules Governing the Listing of Securities on The Stock Exchange of Hong \nKong Limited, as amended, sulppemented or otherwise modified from time \nto time
Model Codethe Model Code for Securities Transactions by Directors of Listed Issuers as \nset out in Appendix 10 to the Hong Kong Listing Rules
Corporate Governance Codethe Corporate Governance Code and Corporate Governance Report as set \nout in Appendix 14 to the Hong Kong Listing Rules
SFOthe Securities and Futures Ordinance (Chapter 571 of the Laws of Hong \nKong), as amended, sulpemented and modifpied otherwise from time to time
Reporting Periodthe first half of 2020
YuanRMB Yuan
A Sharesdomestic shares of the Company, with a nominal value of RMB1.00 each, \nwhich are listed on the Shanhai Stock Exchange and are traded in RMBg
H Sharesoverseas listed foreign shares of the Company, with a nominal value of \nRMB1.00 each, which are listed on the Hong Kong Stock Exchange and traded \nin Hong Kong dollars
FICCFixed Income, Currencies and Commodities
Daohe APPAPP serving corporate and institutional customers
Matrix Systemthe corporate and institutional customers management system
Jun Hong APPAPP serving retail customers
Jun Hong Bai Shi Tongthe retail customers management system
"} +{"pdf_name": "9241859_6.pdf", "language": "en", "markdown": "# I. PROFILE\n\n
Name in Chinese國泰君安証券股份有限公司
Abbreviation in Chinese國泰君安
Name in EnlhgisGuotai Junan Securities Co., Ltd.
Abbreviation in EnlgishGTJA, Guotai Junan Securities
Legal RepresentativeHE Qing
General ManagerWANG Song
\n\n# Registered Capital and Net Capital of the Company\n\n# Unit: thousand yuan Currency: RMB\n\n
At the \nend of the \nReporting \nPeriodAt the \nend of \nlast year
Registered Capital8,907,9488,907,948
Net Capital89,338,26485,971,493
ShNtare Capiteal o8,907,9498,907,948
\n\nNote: From July 2019 when the Company completed the change of registered capital to the end of the Reporting Period, the cumulative number of Shares converted from the \\( \\mathrm { A } \\) Share Convertible Bonds of the Company was 614 Shares, and the share capital of the Company increased to 8,907,948,568 Shares. The Company will apply for registering the change of the registered capital in a timely manner in accordance with the relevant requirements.\n\n# Business Qualifications for Each Individual Business of the Company\n\n# √ Applicable □ Not applicable\n\n# 1. Individual Business Qualifications of the Company\n\n
No.Approval DepartmentQualification Name/Membership
1Th’e PeolfChpes Bank o inaInterbank Borrowing Qualification (Yin Huo Zheng [2000] No. \n122, Yin Zong Bu Han [2016] No. 22)\nInterbank Bonds Market Maker (Yin Fa [2004] No. 157)\nParticipation of Gold Trading on Shanhgai Gold Exchange as \nan Institutional Dealer (Yin Shi Huang Jin Bei [2014] No. 143)\nFree Trade Accounting Business (August 2015)
2CSRC and its local branchesOperation license of securities businesses: securities brokerage; \nsecurities investment advisory; securities transaction and \nsecurities investment related financial advisory; securities \nunderwriting and sponsorship; securities proprietary trading; \nmargin financing and securities lending; agency sale of \nsecurities investment fund; agency sale of financial products; \nstock option market making. (Number: 10270000)\nOnline Agency Securities Trading (Zheng Jian Xin Xi Zi [2001] \nNo. 3)
"} +{"pdf_name": "11750420_9.pdf", "language": "en", "markdown": "\\[ \\sigma ( \\hat { \\rho } _ { c l } ) = \\left( \\begin{array} { c c c c } { { 4 \\alpha _ { c l } ^ { 2 } + 1 } } & { { 0 } } & { { - 4 \\alpha _ { c l } ^ { 2 } } } & { { 0 } } \\\\ { { 0 } } & { { 1 } } & { { 0 } } & { { 0 } } \\\\ { { - 4 \\alpha _ { c l } ^ { 2 } } } & { { 0 } } & { { 4 \\alpha _ { c l } ^ { 2 } + 1 } } & { { 0 } } \\\\ { { 0 } } & { { 0 } } & { { 0 } } & { { 1 } } \\end{array} \\right) , \\eqno ( 4 9 ) \\]\n\nwhere \\( \\alpha _ { c l } \\) is the real and positive amplitude of the coherent states in the DOPOs. We have found that the Gaussian dis-cord calculated with Eq. (49) verges on \\( D ^ { \\leftarrow } \\sim 0 . 0 2 3 5 6 \\) for \\( \\alpha _ { c l } \\gtrsim 5 0 \\), which is in a good agreement with the values in the simulation. Eq. (48) clearly represents a mixture of Gaussian states, thus the result indicates a genuine quantum correlation between coherent states with a mutual injection path without excess noise.\n\n# E. Distribution functions for quadrature amplitudes\n\nHere, we focus on a low-loss case, where the distribution functions for the squeezed amplitude p around the oscillation threshold are o from Gaussian curves. Fig. 7 and 8 displays instantaneous distributions for x and p at some time points for \\( \\gamma _ { s } \\, = \\, 0 . 1 \\), \\( \\gamma _ { c } \\, = \\, 0 . 2 \\). In Fig. 7, the distribution for x gets broadened as the pumping rate increases. The dashed lines are Gaussian fitting curves for each time point. We see that it has some deviation from the fitting curve at \\( \\tau \\) = 33 and 35. This indicates that the system is at the onset of the macroscopic bifurcation in x.\n\nAs shown in Fig. 8, both \\( { \\cal P } ( p _ { 1 } ) \\) and \\( \\overline { { P ( p _ { 2 } ) } } \\) at pumping rates around the oscillation threshold come to have small fringes at the sides of their central peaks. The fringes survive until the clear bifurcation in \\( P ( x _ { 1 } ) \\) and \\( P ( x _ { 2 } ) \\). On the other hand, they vanish when \\( \\gamma _ { s } \\) and \\( \\gamma _ { c } \\) are comparable to or larger than \\( \\zeta \\) = 1. Therefore, \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) suggests the existence of the macroscopic superposition of the zero-phase state and \\( \\pi \\)-phase state in a suciently closed two-DOPO system. For-mation of the superposition in such a slow pumping schedule with only a small \\( \\gamma _ { c } \\) means that the quantum noise stored in the injection path is essential in the formation of superposition components here. The injection path contains a squeezed field for the two oscillators, which protects a macroscopic superpo-sition state from decoherence [47, 48]. It is worth noting that the theoretical model considered here is dierent from that in the previous studies. The side peaks in \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) are as high as those in an even cat state \\| − αi + \\|αi with \\( \\alpha \\sim \\) 0.9 although the state has a larger photon number than\\|α\\|2 = 0.81. This is because such a DOPO state does not cor-respond to a pure cat state. Note that the fringe signal will be a bit weaker than the flying optical cat states made with judicious techniques [64, 65]. Also, a larger g and a faster pumping schedule will give a clearer fringe due to the tran-sient eect, as the single DOPO case [62].\n\nHere, we add the extra squeezing of the intracavity DOPO fields which supports the eect by the mutual injections. Fig. 9 displays the variances of \\( p _ { 1 } \\) and \\( p _ { 2 } \\) versus time (i.e. the pumping rate). When the system is below the threshold, they decrease with the rise in the pumping rate. Following the os-cillation of the DOPOs, they get back to the value for a co- herent state and the vacuum state (0.25). The minimum value∼ 0.043 is smaller than that for a single intracavity DOPO field [5] (0.125, meaning -3 dB squeezing). It suggests that the mutual injections enhance the squeezing in the DOPOs.\n\nFIG. 7. (Color online) Distribution functions at dierent time points for (a) \\( x _ { 1 } \\) and (b) \\( x _ { 2 } \\). The dashed lines are Gaussian fitting curves with \\( \\sigma \\) = (6.6, 9.1, 13.5, 20.0) for τ = (29, 31, 33, 35). 200,000 trajectories are used. \\( \\gamma _ { s } = 0 . 1 \\), \\( \\gamma _ { c } = 0 . 2 \\) and \\( _ { g } \\) = 0.01.\n\nCompared to expectation values of observables, the con-vergence of the distribution functions (Fig. 8) to the num-ber of sampling is slower, because the sampled points have to cover the whole space where the distribution can have a non-negligible value. Thus, we have taken 200,000 runs to draw the curves here. Simultaneous formation of the side peaks in both \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) is a good indicator that the accuracy is not bad, because the two DOPOs obey the SDEs of the same form. However, numerical errors still lead to obvious negative values in some curves. Also, one of the p distribution func-tions is fluctuated a lot at some time points, leading to a larger fringe visibility and negative values.\n\n# V. DISCUSSION\n\nIn this section, we discuss other theoretical schemes to sim-ulate the system considered here, the validity of the simulation in this study, and the possible contribution of the quantum ef-fects in the system to the performance of the coherent Ising machines."} +{"pdf_name": "11750420_10.pdf", "language": "en", "markdown": "FIG. 8. (Color online) Distribution functions at dierent time points for (a) \\( p _ { 1 } \\) and (b)\\( p _ { 2 } \\). Zoomed curves around the side peaks are added for both. 200,000 trajectories are used. \\( \\gamma _ { s } \\, = \\, 0 . 1 \\), \\( \\gamma _ { c } \\, = \\, 0 . 2 \\) and \\( g \\) = 0.01.\n\nFIG. 9. (Color online) Variances of \\( p _ { 1 } \\) (blue curve) and \\( p _ { 2 } \\) (red curve). The two curves are almost identical due to the same form of the SDEs for each DOPO. 200,000 trajectories are used. \\( \\gamma _ { s } = 0 . 1 \\),\\( \\gamma _ { c } = 0 . 2 \\) and \\( _ { g } \\) = 0.01.\n\n# A. Other theoretical schemes\n\nFirst, we refer to the diculty in the simulation in this study with other theoretical schemes. Regarding a numerical anal-ysis for an open quantum system, direct integration on the master equation with the Fock state basis is the most stan-dard method as investigated in the previous relevant studies[47, 48]. It treats a series of ordinary dierential equations for the components of the density matrix for the system. Single-shot numerical integration for them gives all the information of the solution, thus we do not have to repeat stochastic sim-ulations or take ensemble averages over a number of samples. Also, it is relatively easy to get a good accuracy in numerical integration of an ordinary dierential equation. However, the basis has an infinite number of eigenstates hence we have to truncate some of them. Here, the more photons possible in the system, the more eigenstates needed. In addition, the number of modes crucially aects the complexity of the simulation. When we consider two DOPOs and the injection path with m eigenstates for each, the number of components of the den-sity matrix is \\( m ^ { 6 } \\). This amounts to unrealistic numbers such as 10 \\( \\mathsf { n n t } \\) and 1000 \\( 1 0 ^ { 6 } \\) thus the simulation with the parameters here will be too costly.\n\nSolving the Fokker-Planck equation will be useful if we can find a potential solution. However, it supposes a system at"} +{"pdf_name": "9223620_14.pdf", "language": "en", "markdown": "# 15. SHARE BASED PAYMENT TRANSACTIONS\n\nThe Company has adopted a share option scheme (“Share Option Scheme”) on 1 March 2018 to enable the Company to grant options to selected participants as incentives or rewards for their contribution to the Group and continuing efforts to promote the interest of the Group. The terms of the Share Option Scheme are in accordance with Chapter 23 of the GEM Listing Rules.\n\nDetails of Share Options and their movements during the six months ended 30 September 2020 are as follows:\n\n
Date of GrantExercise\nprice per\nShareNumber of Shares issuable under the options
as at\n01/04/\n2020granted\nduring the\nperiodexercised\nduring the\nperiodlapsed\nduring the\nperiodas at\n30/09/\n2020Exercise\nperiod
HK$
Director
Ms. Wong Bik Kwan Bikie \n(“Ms. Wong”)18/04/20190.127,980,000–––7,980,000Note 1
Emlpofyees o the Group
In aggregate18/04/20190.1214,480,000––(1,000,000)13,480,000Note 1
22,460,000––(1,000,000)21,460,000
\n\n# Notes:\n\n1. (i) up to 40% of the Share Options are exercisable on or after 18 April 2019;\n\n(ii) up to 70% of the Share Options are exercisable on or after 18 April 2020;\n\n(iii) all the remaining Share Options are exercisable on or after 18 April 2021;\n\nand in each case, not later than 17 April 2024.\n\nSave as disclosed above, no options were granted, exercised, forfeited, cancelled or lapsed during the six months ended 30 September 2020."} +{"pdf_name": "9223620_15.pdf", "language": "en", "markdown": "# 16. RELATED PARTY TRANSACTIONS\n\n(a) Save as disclosed elsewhere in these consolidated financial statements, the Group had the following transactions with its related parties during the reporting periods:\n\n
For the six months ended\n30 September
20202019
HK$’000HK$’000
(Unaudited)(Unaudited)
Rental expense paid to a related company (note (i))533177
Compensation of key management personnel (note (ii))
Salaries, allowances and other benefits3,0062,870
Contributions to defined contribution retirement lpan4538
Equity-settled share-based payment expenses101831
3,1523,739
\n\nNotes:\n\n(i) The Group entered into a lease agreement of warehouse with Solaire International Limited (“Solaire”). Solaire is held by Ms. Wong, Chairman, Chief Executive Officer and Executive Director of the Company. The transaction is conducted on normal commercial terms or better and is a connected transaction. The transaction is a de minimis transaction in accordance with GEM Listing Rules 20.74(1) fully exempt from the reporting, annual review, announcement, circular (including independent financial advice) and shareholders’ approval requirements.\n\n(ii) The compensation represents the remuneration paid and was payable to the directors and other members of key management during the reporting periods.\n\n(b) The amount due to a related company is unsecured, interest-free and repayable on demand.\n\n# 17. CORONAVIRUS DISEASE 2019 OUTBREAK\n\nDue to the outbreak of the COVID-19 epidemic in January 2020, a series of precautionary and control measures have been and continued to be implemented. It has impacted the global business environment. Up to the date of this financial statements, COVID-19 has not resulted in material impact to the Group. Pending the development and spread of COVID-19 subsequent to the date of this financial statements, further changes in economic conditions may have impact on the financial results of the Group, the extent of which could not be estimated as at the date of this financial statements. The Group will continue to monitor the development of COVID-19 and react actively to its impact on the financial position and operating results of the Group."} +{"pdf_name": "2590131_37.pdf", "language": "en", "markdown": "# Audit Committee (continued)\n\nThe Audit Committee shall meet at least twice a year. During the year, three meetings of the Audit Committee were held and attended by the external auditors of the Company. The attendance of the members was set out in the sub-section headed “Board Meetings” of this report.\n\nThe primary duties of the Audit Committee include acting as the key representative body for overseeing the relationship with the external auditors; reviewing and monitoring the effectiveness of the audit process; reviewing the Group’s financial information; overseeing the Group’s financial reporting system and risk management and internal control systems. The latest terms of reference of the Audit Committee can be viewed on the websites of the Stock Exchange and the Company at www.hkexnews.hk and www.avicjoyhk.com, respectively.\n\nDuring the year, the Audit Committee has held three meetings and has reviewed and discussed the financial reporting matters, including:\n\n(i) reviewed and recommended for the Board’s approval the interim and annual results, the interim report and annual report and other financial statements;\n\n(ii) considered and discussed the reports and presentations from the external auditors and the senior management, respectively, with particular focus on the appropriateness of accounting policies and practices, areas of judgment, compliance with the Hong Kong Financial Reporting Standards and other legal requirements in relation to financial reporting;\n\n(iii) recommended to the Board on the re-appointment of the external auditors and the relevant terms of engagement, including their remuneration;\n\n(iv) reviewed the risk management and internal control systems of the Group and the effectiveness of the Group’s internal audit function for the year which covered financial, operational and compliance controls. The process used in such review including discussions with the management of the Company on the risk areas identified and the review of findings and reports from an independent professional advisor. The Audit Committee reviewed and concurred with the management’s confirmation that the Group’s risk management and internal control systems were effective and adequate for the year; and\n\n(v) reviewed and was satisfied with the adequacy of the resources, staff qualification and experience, training programmes and budget of the Company’s accounting, financial reporting and internal audit functions."} +{"pdf_name": "2590131_38.pdf", "language": "en", "markdown": "# Remuneration Committee\n\nFrom 1 January 2017 to 1 April 2017, the Remuneration Committee comprised four members, namely Mr. Hu Xiaowen (Chairman of the Remuneration Committee), Mr. Wu Meng, Mr. Gong Changhui and Mr. Zhu Dong. Subsequent to Mr. Wu’s resignation and his cessation to be a member of the Remuneration Committee with effect from 1 April 2017, the Remuneration Committee comprises three members, namely, Mr. Hu Xiaowen, Mr. Gong Changhui and Mr. Zhu’s. Subsequent to Mr. Huang Bo’s appointment as a member of the Remuneration Committee with effect from 30 June 2017, the Remuneration Committee comprises four members, namely, Mr. Hu Xiaowen, Mr. Gong Changhui, Mr. Zhu Dong and Mr. Huang Bo. Subsequent to Mr. Zhu’s resignation and his cessation to be a member of the Remuneration Committee with effect from 5 November 2017, Mr. Huang’s resignation and his cessation to be a member of the Remuneration Committee with effect from 23 November 2017, Mr. Hu’s resignation and his cessation to be the chairman and a member of the Remuneration Committee with effect from 2 December 2017, and Mr. Gong’s resignation and his cessation to be a member of the Remuneration Committee with effect from 4 December 2017 and the appointment of Mr. Jiang Ping as the chairman and a member of the Remuneration Committee, the appointment of Mr. Guo Wei and Ms. Wu Rui as members of the Remuneration Committee, all with effect from 4 December 2017, the Remuneration Committee comprises three members, namely, Mr. Jiang Ping (Chairman of the Remuneration Committee), Mr. Guo Wei and Ms. Wu Rui.\n\nThe Remuneration Committee shall meet at least once a year. During the year, three meetings of the Remuneration Committee were held and the attendance of the members was set out in the sub-section headed “Board Meetings” of this report.\n\nDetails of the Directors’ emoluments and remuneration payable to members of senior management by band are set out in note 9 to the financial statements. The Remuneration Committee adopted the model “to determine, with delegated responsibility, the remuneration packages of individual executive Directors and senior management”.\n\nThe primary duties of the Remuneration Committee include to make recommendations to the Board on the Company’s policy and structure for all Directors’ and senior management’s remuneration, to review and approve the management’s remuneration proposal with reference to the Company’s corporate goals and objectives, to determine the remuneration packages of individual executive Directors and senior management including benefits in kind, pension rights and compensation payment comprising any compensation payable for loss or termination of their office or appointment, to make recommendations to the Board on the remuneration of non-executive Directors. The latest terms of reference of the Remuneration Committee can be viewed on the websites of the Stock Exchange and the Company at www.hkexnews.hk and www.avicjoyhk.com, respectively."} +{"pdf_name": "11706481_74.pdf", "language": "en", "markdown": "# 5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)\n\n# Financial assets (Continued)\n\n# Classification of financial assets (Continued)\n\n# Investments in debt securities\n\nAn investment in debt securities is classified as follows depending on the instruments’ contractual cash flow characteristics and the Group’s business model for managing the investment:\n\n• Amortised cost when (a) the contractual terms of the asset give rise on specified dates to cash flows that are solely payment of principal and interest on the principal amount outstanding and (b) the financial asset is held within a business model whose objective is achieved by collecting contractual cash flows.\n\n• FVTOCI when (a) the contractual terms of the asset give rise on specified dates to cash flows that are solely payment of principal and interest on the principal amount outstanding and (b) the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial asset.\n\n• FVTPL when either (a) the contractual terms of the asset give rise on specified dates to cash flows that are not solely payment of principal and interest on the principal amount outstanding or (b) the financial asset is held within a business whose objective is neither (i) collecting contractual cash flows nor (ii) collecting contractual cash flows and selling the financial asset.\n\nFor investments in debt securities subsequently measured at FVTOCI, fair value changes are recognised in other comprehensive income and accumulated in the “FVTOCI (debt investment) reserve” except for impairment loss (see below) and foreign exchange gains or losses. Interest income is calculated using the effective interest method and is recognised in profit or loss. When an investment in debt securities is derecognised, the fair value changes previously recognised in other comprehensive income are reclassified from equity to profit or loss as a reclassification adjustment.\n\nAn investment is debt securities is derecognised when the Group sells the investment or when the contractual rights to the cash flows from the asset expire."} +{"pdf_name": "11706481_75.pdf", "language": "en", "markdown": "# 5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)\n\n# Financial assets (Continued)\n\n# Classification of financial assets (Continued)\n\n# Transaction costs\n\nTransaction costs directly attributable for the acquisition of financial assets (other than those classified or designated as at FVTPL) are included in the initial measurement of the financial assets. For financial assets subsequently measured at amortised cost, such transaction costs are included in the calculation of amortised cost using the effective interest method (i.e. in effect amortised through profit or loss over the lives of the financial assets). For investments in equity securities at FVTOCI, such transaction costs are recognised in other comprehensive income as part of change in fair value at the next remeasurement. For investments in debt securities classified as FVTOCI, such transaction costs are amortised to profit or loss using the effective interest method (i.e. in effect amortised through profit or loss over the lives of the financial assets).\n\n# Impairment on financial assets\n\nThe Group has applied the expected credit loss model under HKFRS 9 to the following types of financial assets:\n\n• financial assets that are subsequently measured at amortised cost (including cash and cash equivalents and trade receivables); and\n\n• contract assets as defined in HKFRS 15.\n\nExpected credit loss (ECL) of a financial asset is measured based on an unbiased and probability-weighted amount. It also reflects the time value of money and reasonable and supportable information that is available to the Group without undue cost or effect at the reporting date about past events, current conditions and forecasts of future economic conditions. The maximum period considered when estimating ECL is the maximum contractual period over which the Group is exposed to credit risk.\n\nECL is measured on either of the following bases:\n\n• 12-month expected credit loss when, at the reporting date, the credit risk on a financial asset has not increased significantly since initial recognition; and\n\n• Lifetime expected credit loss when (a) at the reporting date, the credit risk on a financial asset has increased significantly since initial recognition; or (b) at the reporting date, the financial asset has become credit-impaired."} +{"pdf_name": "9303069_8.pdf", "language": "en", "markdown": "# EXECUTIVE DIRECTORS\n\nMr. Tung Tsun Hong (董信康先生) (“Mr. TH Tung”), aged 80, the founder of the Group, the chairman of the Board, an executive director (the “Director”) and one of the controlling shareholders. Mr. TH Tung joined the Group on 16 January 1981. Mr. TH Tung has approximately 62 years of experience in the textile and apparel industry. He is primarily responsible for overseeing the Group’s overall development strategy. He is the father of Mr. Stephen Tung and Mr. Stanley Tung, both being executive Directors.\n\nMr. Tung Wai Ting Stephen (董韋霆先生) (formerly known as Mr. Tung Hak Ming Stephen (董克明先生)) (“Mr. Stephen Tung”), aged 51, the chief executive officer, an executive Director and one of the controlling shareholders. Mr. Stephen Tung joined the Group on 6 October 1995. Mr. Stephen Tung obtained a Bachelor of Commerce degree at the University of Toronto in Canada in June 1993, and has approximately 25 years of experience in the textile and apparel industry. He is primarily responsible for administration, finance and production of the Group. Mr. Stephen Tung is the son of Mr. TH Tung, and brother of Mr. Stanley Tung, both being executive Directors.\n\nMr. Tung Cheuk Ming Stanley (董卓明先生) (“Mr. Stanley Tung”), aged 47, the sales director, an executive Director and one of the controlling shareholders. Mr. Stanley Tung joined the Group on 1 April 1997. Mr. Stanley Tung obtained a Bachelor of Arts degree from University of Toronto in Canada in November 1996, and has approximately 24 years of experience in the textile and apparel industry. He is primarily responsible for the sales and marketing of the Group. Furthermore, he has been assisting our product development by participating in international fabric exhibitions and fashion shows in various countries including the PRC and the United States. He is the son of Mr. TH Tung, and brother of Mr. Stephen Tung, both being executive Directors.\n\n# INDEPENDENT NON-EXECUTIVE DIRECTORS\n\nMr. Tsang Ling Biu Gilbert (曾令鏢先生), aged 50, an independent non-executive Director. Mr. Tsang joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to the Board. He is also the chairman of our audit committee. Mr. Tsang has over 23 years of experience in finance and accounting. Mr. Tsang obtained a Master of Commerce in Accounting and Finance from the University of New South Wales in Australia in 1995, and a Graduate Diploma in Applied Finance and Investment from the Securities Institute of Australia in 1996. Mr. Tsang is also a fellow member of the CPA Australia (Certified Practising Accountants).\n\nMr. Tsang is a non-executive director of Tus International Limited (stock code: 872), a Hong Kong-based investment holding company principally engaged in the trading of cars.\n\nMr. Cheung Che Kit Richard (張之傑先生), aged 49, an independent non-executive Director. Mr. Cheung joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to our Board. He is also a member of our audit committee, remuneration committee and nomination committee. Mr. Cheung obtained a Bachelor of Commerce degree with first class honour from Queen’s University in Canada in May 1995. Subsequently he obtained his Master’s degree in Business Administration with high distinction from Harvard Business School in the United States in June 2001. Since 2010, Mr. Cheung has been working as an executive director (Customer and International Business Development) for the Hong Kong Jockey Club. He is responsible for channeling gaming demand in all of racing, football and lottery wagering business, which also includes the exporting of the Hong Kong racing betting product to overseas jurisdictions."} +{"pdf_name": "9303069_9.pdf", "language": "en", "markdown": "Mr. Leung Wang Ching Clarence, J.P. (梁宏正先生), aged 42, an independent non-executive Director. Mr. Leung joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to our Board. He is also the chairman of our remuneration committee and nomination committee, and a member of our audit committee. Mr. Leung obtained a Master of Arts degree in Economics from the University of Cambridge in the United Kingdom in March 2003, and has approximately 21 years of experience in the textile and apparel industry.\n\nMr. Leung has been serving the community and the textile industry by holding various positions in a number of institutions and organisations. From April 2017 to March 2018, Mr. Leung was a member of the Textile Advisory Board. He has been a member of the Committee of Beijing Chinese People’s Political Consultative Conference (with a term of five years), the chairman of the Third Committee of Youth of the Business and Professionals Alliance for Hong Kong since 2013 and 2016, respectively.\n\nMr. Leung is currently an independent non-executive director of Lai Sun Development Company Limited (stock code: 488), a Hong Kong-based investment holding company principally engaged in property investment, property development and investment in and operation of hotels and restaurants.\n\n# SENIOR MANAGEMENT\n\nMs. Poon Yuet Ling (潘月玲女士), aged 61, joined the Group on 5 August 1986 and is currently the senior accounting manager. Ms. Poon is primarily responsible for overseeing daily accounting operation, financial management, administration and human resource management of the Group. Ms. Poon completed her secondary education in Hong Kong in July 1977 and obtained an intermediate group certificate in business studies at the Hong Kong School of Commerce in February 1978. She has over 32 years of experience in accounting practice.\n\nMr. Tung Ming Po (董鳴寶先生), aged 74, is currently our assistant general manager. Mr. MP Tung is primarily responsible for administering and coordinating the manufacturing process of the Group. Prior to joining the Group, Mr. MP Tung worked in the same shipping agency for over 21 years, with his last position being the manager of the licenced crew department. As the manager, he was in charge of the manning of crew and officers such as recruitment, deployment and relief planning. Mr. Tung moved to Australia in December 1989 and returned to Hong Kong in September 1992, and joined the Group in October 1992.\n\nMr. Li Chi Hiu Lawrence (李之曉先生), aged 46, joined the Group on 1 July 2004 and is currently our sales manager. Mr. Li is primarily responsible for overseeing the sales management of the Group. Mr. Li graduated from the Seneca College of Applied Arts & Technology in Toronto, Canada in April 1997, and has more than 20 years of experience in the textile industry. Prior to joining our Group in 2005, Mr. Li was the project manager in Tiong Liong Industrial Company, a company based in Taiwan which manufactures and supplies functional textiles.\n\nMr. Cheung Ka Chun (張家俊先生), aged 38, was appointed as the chief financial officer and the company secretary of our Company on 16 January 2018 and is primarily responsible for (i) overseeing the financial and accounting functions of our Group and (ii) handling corporate secretarial and compliance work of our Group. Mr. Cheung has over 12 years of experience in audit and assurance and multi-national certified public accounting firms. Mr. Cheung was awarded the bachelor’s degree of Business Administration (majoring in accounting and finance) by the University of Hong Kong in December 2004. He is a member of the Hong Kong Institute of Certified Public Accountants."} +{"pdf_name": "2152015_122.pdf", "language": "en", "markdown": "# (III) SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)\n\n# 10. Financial instruments (Continued)\n\n# 10.3 Impairment of financial assets (Continued)\n\n# Impairment of financial assets measured at cost\n\nIf an impairment loss has been incurred on an investment in unquoted equity instrument (without a quoted price in an active market) whose fair value cannot be reliably measured, the carrying amount of the financial asset is reduced to the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. The amount of reduction is recognized as an impairment loss in profit or loss. The impairment loss on such financial asset is not reversed once it is recognized.\n\n# 10.4 Transfer of financial assets\n\nThe Group derecognises a financial asset if one of the following conditions is satisfied: (1) the contractual rights to the cash flows from the financial asset expire; or (2) the financial asset has been transferred and substantially all the risks and rewards of ownership of the financial asset is transferred to the transferee; or (3) although the financial asset has been transferred, the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset but has not retained control of the financial asset.\n\nFor a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the difference between the carrying amount of the financial asset transferred and the sum of the consideration received from the transfer and any cumulative gain or loss that has been recognized in other comprehensive income, is recognized in profit or loss.\n\n# 10.5 Classification, recognition and measurement of financial liabilities\n\nOn initial recognition, financial liabilities are classified into financial liabilities at fair value through profit or loss and other financial liabilities.\n\nThe Group’s financial liabilities are other financial liabilities, including notes payable, account payable, dividends payable and other payables.\n\nOther financial liabilities are subsequently measured at amortised cost using the effective interest method, with gain or loss arising from derecognition or amortisation recognized in profit or loss.\n\n# 10.6 Derecognition of financial liabilities\n\nThe Group derecognises a financial liability (or part of it) only when the underlying present obligation (or part of it) is discharged. An agreement between the Group (an existing borrower) and an existing lender to replace the original financial liability with a new financial liability with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability."} +{"pdf_name": "2152015_123.pdf", "language": "en", "markdown": "# (III) SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)\n\n# 10. Financial instruments (Continued)\n\n# 10.6 Derecognition of financial liabilities (Continued)\n\nWhen the Group derecognises a financial liability or a part of it, it recognises the difference between the carrying amount of the financial liability (or part of the financial liability) derecognized and the consideration paid (including any non-cash assets transferred or new financial liabilities assumed) in profit or loss.\n\n# 10.7O ffsetting financial assets and financial liabilities\n\nWhere the Group has a legal right that is currently enforceable to set off the recognized financial assets and financial liabilities, and intends either to settle on a net basis, or to realise the financial asset and settle the financial liability simultaneously, a financial asset and a financial liability shall be offset and the net amount is presented in the balance sheet. Except for the above circumstances, financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be offset.\n\n# 10.8 Equity instruments\n\nAn equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. The issuance of equity instruments is deemed as changes in equity. The Group does not recognise any changes in the fair value of equity instruments. Transaction fees relevant to equity transactions are deducted from equity.\n\nDistributions made by the Group to holders of equity instruments are treated as profit distributions.\n\n# 11. Receivables\n\n# 11.1 Receivables that are individually significant and for which bad debt provision is individually assessed\n\n
Criteria for determining \nreceivables that are individually \nsignificantA receivable that exceeds RMB5 million is deemed as an \nindividually significant receivable by the Group.
Method of determining \nprovision for receivables that \nare individually significantFor receivables that are individually significant, the Group \nassesses the receivables individually for impairment. For \na financial asset that is not impaired individually, the \nGroup includes the asset in a group of financial assets \nwith similar credit risk characteristics and collectively \nassesses them for impairment. Receivables for which \nan impairment loss is individually recognized are not \nincluded in a collective assessment of impairment.
"} +{"pdf_name": "9286580_188.pdf", "language": "en", "markdown": "
NotesYear ended 31 December
20202019
Investing activities
Proceeds from disposal and redemption of investments2,570,9541,940,528
Proceeds from disposal of propertly, pant and \nequipment, land use rihgts, and other assets368399
Cash received from equity investment income416373
Payments on acquisition of investments(2,783,341)(2,190,629)
Payments on acquisition of propertly, pant and \nequipment, land use rihgts and other assets(4,619)(4,056)
Net cash paid for acquisition of associates and joint \nventures24(2,027)—
Net cash received from disposal of associates—321
Net cash flows used in investing activities(218,249)(253,064)
Financing activities
Cash received from debt securities issued39807,022586,270
Cash received from other equity instruments issued43—39,993
Cash paid for redemption of debt securities issued(720,194)(486,792)
Interest paid on debt securities issued(22,319)(22,829)
Dividends paid(15,094)(13,052)
Princilipe and nterest dlpai for easinliliig abites(3,443)(3,011)
Net cash flows from financing activities45,972100,579
Net decrease in cash and cash equivalents(15,414)(35,516)
Cash and cash equivalents as at 1 January342,449376,009
Effect of exchange rate changes on cash and cash \nequivalents(7,469)1,956
Cash and cash equivalents as at 31 December50319,566342,449
Cash flows from operating activities include:
Interest received306,814291,967
Interest paid(117,290)(119,236)
\n\nThe accompanying notes form an integral part of these consolidated financial statements."} +{"pdf_name": "9286580_189.pdf", "language": "en", "markdown": "# 1 Corporate information\n\nChina CITIC Bank Corporation Limited (the “Bank” or “CNCB”) is a joint stock company incorporated in the People’s Republic of China (the “PRC” or “Mainland China”) on 31 December 2006. Headquartered in Beijing, the Bank’s registered office is located at 6-30F and 32-42F No.10 Guanghua Road, Chaoyang District, Beijing, China. The Bank listed its A shares and H shares on Shanghai Stock Exchange and the Main Board of The Stock Exchange of Hong Kong Limited, respectively on 27 April 2007.\n\nThe Bank operates under financial services certificate No. B0006H111000001 issued by the China Banking Insurance Regulatory Commission (the “CBIRC”, originally named China Banking Regulatory Commission), and unified social credit code No. 91110000101690725E issued by the State Administration of Industry and Commerce of the PRC.\n\nThe principal activities of the Bank and its subsidiaries (collectively the “Group”) are the provision of corporate and personal banking services, conducting treasury business, the provision of asset management, finance leasing and other non-banking financial services.\n\nAs at 31 December 2020, the Group mainly operates in Mainland China with branches covering 31 provinces, autonomous regions and municipalities. In addition, the Bank’s subsidiaries have operations in Mainland China, the Hong Kong Special Administrative Region of PRC (“Hong Kong”) and other overseas countries and regions.\n\nFor the purpose of these consolidated financial statements, Mainland China refers to the PRC excluding Hong Kong, the Macau Special Administrative Region of the PRC (“Macau”) and Taiwan. Overseas refers to countries and regions other than Mainland China.\n\nThe consolidated financial statements were approved by the Board of Directors of the Bank on 25 March 2021.\n\n# 2 Basis of preparation\n\nThese consolidated financial statements have been prepared on a going concern basis. The consolidated financial statements for the year ended 31 December 2020 comprise the Bank and its subsidiaries, associates and joint ventures.\n\n# (a) Accounting year\n\nThe accounting year of the Group is from 1 January to 31 December.\n\n# (b) Functional currency and presentation currency\n\nThe functional currency of the Bank is Renminbi (“RMB”). The functional currencies of overseas subsidiaries are determined in accordance with the primary economic environment in which they operate, and are translated into Renminbi for the preparation of the consolidated financial statements according to Note 4 (b)(ii). The consolidated financial statements of the Group are presented in Renminbi and, unless otherwise stated, expressed in millions of Renminbi.\n\n# 3 Principle accounting policies\n\nThese consolidated financial statements have been prepared in accordance with all applicable International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), and the disclosure requirements of the Hong Kong Companies Ordinance (Cap. 622). These consolidated financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.\n\nThese consolidated financial statements have been prepared under the historical cost convention, as modified by financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss and at fair value through other comprehensive income, and investment properties, which are carried at fair value."} +{"pdf_name": "20732404_343.pdf", "language": "en", "markdown": "Mr. Shan Fu (付山), aged 52, has been a Director since February 5, 2018. Mr. Fu was re-designated as a Non-executive Director on September 27, 2019.\n\nFrom June 2008 to October 2013, Mr. Fu served as the senior managing director of the Beijing branch of Blackstone (Shanghai) Equity Investment Management Company Limited. Since October 2013, Mr. Fu has served as aj oint chief executive officer and the Greater China chief executive officer of Vivo Capital LLC. Since January 2016, Mr. Fu has served as a non-executive director in TOT BIOPHARM International Company Limited (“TOT”), a company whose shares are listed on the Stock Exchange (stock code: 01875) since November 2019, a company incorporated with limited liability in Hong Kong. Since July 2018, Mr. Fu has served as a non-executive director of Sinovac Biotech Co., Ltd., a company whose shares are listed on the NASDAQ Global Market (stock code: SVA).\n\nMr. Fu received his Bachelor of Arts degree in history from Peking University in July 1988 and obtained his Master’s degree in history from Peking University in July 1991.\n\nMr. Lijun Lin (林利軍), aged 46, has been a Director since January 29, 2019. Mr. Lin was re-designated as a Non-executive Director on September 27, 2019.\n\nFrom August 1997 to July 2001, Mr. Lin worked in the Shanghai Stock Exchange, where his last position held was assistant to the director of the listing department. From May 2004 to May 2015, Mr. Lin served as the chief executive officer of China Universal Asset Management Co., Ltd. From July 2014 to April 2017, Mr. Lin served as a director of Shanghai Chengtou Holding Co., Ltd., a company whose shares are listed on the Shanghai Stock Exchange (stock code: 600649). From November 2015 to March 2019, Mr. Lin served as a director of Yunfeng Financial Group Limited, a company whose shares are listed on the Hong Kong Stock Exchange (stock code: 00376). From March 2016 to June 2019, Mr. Lin served as a director of TANSH Global Food Group, a company whose shares are listed on the Hong Kong Stock Exchange (stock code: 03666). Since September 2015, Mr. Lin has served as a partner at Loyal Valley Capital. Mr. Lin has served as an independent director of Yintech Investment Holdings Limited, a company whose shares are listed on the NASDAQ Global Market (stock code: YIN), since April 2016, an independent director of Shanghai Xinhua Media Co., Ltd., a company whose shares are listed on the Shanghai Stock Exchange (stock code: 600825), since August 2017, a director of Wenzhou Kangning Hospital Co., Ltd., a company whose shares are listed on the Stock Exchange (stock code: 02120), since June 2017 and a non-executive director of Shanghai Junshi since June 2018.\n\nMr. Lin obtained a fund qualification certificate qualification from the Asset Management Association of China in June 2017. Mr. Lin received his Master’s degree in world economics from Fudan University in June 1997 and his Master’s degree in business administration from Harvard University in June 2003."} +{"pdf_name": "20732404_344.pdf", "language": "en", "markdown": "# Independent Non-executive Directors\n\nDr. Zemin Zhang, Ph.D., aged 52, has been serving in the capacity of an independent Director since March 6, 2016. Dr. Zhang was re-designated as an INED of the Company effective as of September 27, 2019 and has been serving the Company as a member of our Scientific Advisory Board since November 2015. During the period when Dr. Zhang served as an independent Director from March 2016 to September 2019, Dr. Zhang provided independent and professional advice to the Board and was not involved in the day-to-day management of the Group.\n\nFrom January 1998 to August 2014, Dr. Zhang served as a principal scientist at Genentech Inc. Since May 2014, Dr. Zhang has served as a tenured professor at the life sciences department of Peking University. Dr. Zhang is the founder of Analytical BioSciences Limited, and has served on the board since January 2019.\n\nDr. Zhang is serving as a member of the Chinese Society for Cell Biology of Bioinformatics and Systems Biology with a tenure from 2016 to 2019.\n\nDr. Zhang received his Bachelor of Science degree in genetics from Nankai University in July 1988 and obtained his Doctor’s degree in biochemistry and molecular biology from Pennsylvania State University in August 1995.\n\nMs. Lan Hu (胡蘭), aged 48, is appointed as an INED of the Company effective as of the date of this prospectus.\n\nMs. Hu has more than 20 years of experience in accounting. Ms. Hu has served as an INED in TOT BIOPHARMA International Company Limited, a company incorporated with limited liability in Hong Kong. Prior to that, Ms. Hu was the partner of the consulting services department of PricewaterhouseCoopers between July 2008 and June 2018, and she worked at PricewaterhouseCoopers from July 2002. Ms. Hu worked at Arther Andersen from July 1994 to June 2002.\n\nMs. Hu received her Bachelor’s degree in industrial accounting from Beijing Machinery and Industrial Institute in Beijing in July 1994 and obtained her master of business administration degree from the University of Buffalo, the State University of New York in February 2005. Ms. Hu gained her CICPA qualification in March 1997.\n\nDr. Kaixian Chen Ph.D. (陳凱先), aged 74, is appointed as an INED of the Company effective as of the date of this prospectus.\n\nSince 1990, Dr. Chen has been a researcher of the Shanghai Institute of Materia Medica, Chinese Academy of Sciences, and has served as its director between 1996 and 2004, and was appointed as director of its degree committee in 2014. He has also been a professor of the Shanghai University of Traditional Chinese Medicine since 2005, served as president of the university from 2005 to 2014."} +{"pdf_name": "20787988_273.pdf", "language": "en", "markdown": "# X. Related party relationship and transactions (Continued)\n\n# (V). Related parties transactions (Continued)\n\n# 4. Guarantee in related party transactions (Continued)\n\nNote 6: The Company offers maximum guarantee of RMB100,000,000, which is the comprehensive bank credit amount offered by China Electronics Finance Co., Ltd, to Nanjing Panda Electronic Equipment Co., Ltd, a subsidiary of The Company. The bank credit has duration from 12nd July, 2017 to 12nd July, 2018 and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB13,278,087.04 of its total comprehensive bank credit, of which RMB3,479,104.00 is guaranteed by The Company in the form of letter of guarantee offered by The Company, RMB9,798,983.04 is guaranteed in the form of bank acceptance bill.\n\nNote 7: The Company offers maximum guarantee of RMB40,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch, to Nanjing Panda Electronic Equipment Co., Ltd, subsidiary of The Company. The bank credit has duration from 24th July 2017 to 16th June 2018, and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB0.00 of its total comprehensive bank credit.\n\nNote 8: The Company offers irrevocable maximum guarantee of RMB60,000,000.00, which is the comprehensive bank credit amount offered by China Merchant Bank, Nanjing Branch, Chengdong Branch, to Nanjing Panda Electronic Manufacture Co., Ltd., a subsidiary of The Company. The credit has a period from 1st November 2017 to 31st October 2018. The guarantee has a period from the date the guarantee is signed to the due date of each loan or to other financing agreements or the due date of received account receivables by China Merchant Bank, Nanjing Branch, or advance in cash, plus 2 years. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Panda Electronic Manufacture Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Manufacture Co., Ltd. has used RMB36,712,619.40 of its total comprehensive bank credit, of which RMB36,712,619.40 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.\n\nNote 9: The Company offers maximum guarantee of RMB60,000,000.00, which is the comprehensive bank credit amount offered by Industrial Bank, Nanjing Branch, Maigao Bridge Branch, to Nanjing Panda Electronic Manufacture Co., Ltd., subsidiary of The Company. The guarantee has a period from 19th January 2017 to 29th November 2017. The guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Manufacture Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Manufacture Co., Ltd has used RMB19,953,459.49 of its total comprehensive bank credit, of which RMB19,953,459.49 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.\n\nNote 10: The Company offers maximum guarantee of RMB40,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch, to Nanjing Panda Electronic Manufacture Co., Ltd, subsidiary of The Company. The bank credit has duration from 24th July 2017 to 16th June 2018, and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB0.00 of its total comprehensive bank credit."} +{"pdf_name": "20787988_274.pdf", "language": "en", "markdown": "# X. Related party relationship and transactions (Continued)\n\n# (V). Related parties transactions (Continued)\n\n# 4. Guarantee in related party transactions (Continued)\n\nNote 11: The Company offers irrevocable maximum guarantee of RMB50,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch，to Nanjing Huage Electronic Plastic Industry Co., Ltd., sub-subsidiary of The Company. The guarantee has a period from 24th July, 2017 to 16th June, 2018. The guarantee lasts for 2 years from the deadline of performance of the debtor. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Huage Electronic Plastic Industry Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Huage Electronic Plastic Industry Co., Ltd. has used RMB5,943,215.36 of its total comprehensive bank credit, of which RMB5,943,215.36 is guaranteed in the form of bank acceptance bill offered by The Company.\n\nNote 12: The Company offers irrevocable maximum guarantee of RMB50,000,000.00, which is the comprehensive bank credit amount offered by China Electronics Finance Co., Ltd to Nanjing Huage Electronic Plastic Industry Co., Ltd., sub-subsidiary of The Company. The guarantee has a period from 5th September, 2017 to 12th July, 2018. The guarantee lasts for 2 years from the deadline of performance of the debtor. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Huage Electronic Plastic Industry Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Huage Electronic Plastic Industry Co., Ltd. has used RMB9,209,587.33 of its total comprehensive bank credit, of which RMB9,209,587.33 is guaranteed in the form of bank acceptance bill offered by The Company.\n\nNote 13: The Company offers maximum guarantee of RMB15,000,000.00, which is the comprehensive bank credit amount offered by Industrial Bank, Nanjing Branch, Maigao Bridge Branch, to Nanjing Panda Machine Electricity Manufacturing Co., Ltd, a sub-subsidiary of The Company. The guarantee has a period from 22nd May 2017 to 29th November 2017. The guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Machine Electricity Manufacturing Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Machine Electricity Manufacturing Co., Ltd has used RMB1,260,000.00 of its total comprehensive bank credit, of which RMB1,260,000.00 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.\n\nConclusively, as of 31st December 2017, total guarantee offered by The Company amounting to RMB298,218,859.04, of which RMB109,253,510.60 is for acceptance bill guarantee, RMB95,318,449.33 is for letter of guarantee, and RMB45,000,000.00 is for credit loan guarantee, RMB48,646,899.11 for letter of credit. (As of 31st December 2016, total guarantee offered by The Company amounting RMB254,658,354.69 of which RMB76,477,158.47 is for acceptance bill guarantee, and RMB138,181,196.22 is for letter of guarantee and RMB40,000,000.00 for short-term borrowings)."} +{"pdf_name": "20784830_85.pdf", "language": "en", "markdown": "# 19. Property, plant and equipment (continued)\n\n
CompanyLeasehold \nbuildingsMachinery \nand\nequipmentMotor\nvehiclesOffice \nand other \nequipmentTotal
$’000$’000$’000$’000$’000
2015
Cost
Beiiilgnnnfg o financa year22,9124,2052683,15030,535
Additions39–30109178
Disposals and write-offs(1,580)(51)(269)(2,160)(4,060)
Reclassified to investment properties(12,737)–––(12,737)
End of financial year8,6344,154291,09913,916
Accumulated depreciation and impairment \nlosses
Beiiilgnnnfg o financa year3,5594,1972682,64210,666
Depreciation charge79621184983
Disposals and write-offs–(51)(269)(2,140)(2,460)
Reclassified to investment properties(2,596)–––(2,596)
End of financial year1,7594,148–6866,593
Net book value
End of financial year6,8756294137,323
\n\n
CompanyLeasehold \nbuildingsMachinery \nand\nequipmentMotor\nvehiclesOffice \nand other \nequipmentAssets \nunder \nconstructionTotal
$’000$’000$’000$’000$’000$’000
2014
Cost
Beiiilgnnnfg o financa year17,7124,2057066,26626429,153
Additions5,200––37–5,237
Disposals and write-offs––(438)(3,153)(264)(3,855)
End of financial year22,9124,2052683,150–30,535
Accumulated depreciation and \nimpairment losses
Beiiilgnnnfg o financa year2,9263,6794575,527–12,589
Depreciation charge63351840268–1,459
Disposals and write-offs––(229)(3,153)–(3,382)
End of financial year3,5594,1972682,642–10,666
Net book value
End of financial year19,3538–508–19,869
"} +{"pdf_name": "20784830_86.pdf", "language": "en", "markdown": "# 19. Property, plant and equipment (continued)\n\n(a) In 2014, bank borrowings are secured by a debenture over the Group’s assets and a mortgage against a leasehold building in Singapore with a carrying amount of \\$19,353,000 (Note 26).\n\n(b) The amount of borrowing cost capitalised as part of the costs in relation to the construction of the new factory was\\$899,000 (2014: \\$1,337,000) with a capitalisation rate of 5.4% (2014: 5.15%).\n\n# 20. Investment properties\n\n
GroupCompany
$’000$’000
2015
Beiiilgnnnfg o financa year––
Transferred from proiperty, lpant and equpment37,01910,141
Transferred from land use rihgts3,729–
End of financial year40,74810,141
\n\nInvestment properties are leased to non-related parties under operating leases (Note 32).\n\nThe following amounts are recognised in profit and loss:\n\n
GroupCompany
20152015
$’000$’000
Rental income (Note 6)3,7213,064
Direct operating expenses arising from:
– Investment properties that generate rental income634634
\n\nAt the statement of financial position date, the details of the Group’s investment properties are as follows:\n\n
LocationDescription/existing useTenure
28 Quality Road, \nSingaporeA storey of office space of \na 3-storey office building3-years lease from 1 April 2015
9 Fuyuan Street, Erlu, Baoan District, \nShenzhen City, ChinaA sinlge storefy actoriy buildng5-years lease with an option for \na further 5-years from \n1 October 2015
"} +{"pdf_name": "3461238_67.pdf", "language": "en", "markdown": "# 2. Significant accounting policies and other explanatory information (Continued)\n\n# 2B. Other explanatory information\n\n# Provisions\n\nA liability or provision is recognised when there is a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. A provision is made using best estimates of the amount required in settlement and where the effect of the time value of money is material, the amount recognised is the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense. Changes in estimates are reflected in profit or loss in the reporting year they occur.\n\n# 2C. Critical judgements, assumptions and estimation uncertainties\n\nThe critical judgements made in the process of applying the accounting policies that have the most significant effect on the amounts recognised in the financial statements and the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting year, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities currently or within the next reporting year are discussed below. These estimates and assumptions are periodically monitored to ensure they incorporate all relevant information available at the date when financial statements are prepared. However, this does not prevent actual figures differing from estimates.\n\n# Net realisable value of inventories:\n\nA review is made on inventory for excess inventory and declines in net realisable value below cost and an allowance is recorded against the inventory balance for any such declines. The review requires management to consider the price protection and other return policies with suppliers and future demand for the products. In any case the realisable value represents the best estimate of the recoverable amount and is based on the acceptable evidence available at the end of the reporting year and inherently involves estimates regarding the future expected realisable value. The usual considerations for determining the amount of allowance or write-down include ageing analysis, technical assessment and subsequent events. In general, such an evaluation process requires significant judgement and materially affects the carrying amount of inventories at the end of the reporting year. Possible changes in these estimates could result in revisions to the stated value of the inventories. The carrying amount of inventories at the end of the reporting year is disclosed in Note 18 on inventories."} +{"pdf_name": "3461238_68.pdf", "language": "en", "markdown": "# 2. Significant accounting policies and other explanatory information (Continued)\n\n# 2C. Critical judgements, assumptions and estimation uncertainties (Continued)\n\n# Customer loyalty programme:\n\nThe Group operates the (a) ValueClub, Challenger membership scheme and (b) Hachi membership scheme.\n\nThe Group allocates the consideration received from the sale of goods to the goods sold and the points issued under its ValueClub Reward Points Customer Loyalty Programme (the “Programme”). The consideration allocated to the points issued is measured at their fair values. Fair values are determined by considering, among others, the following factors: the range of products available to the customers, the prices at which the Group sells the products which can be redeemed and the changing patterns in the redemption rates.\n\nThe Group awards Hachi rebates based on a percentage of the product purchased by the customer under its Hachi Dollar Rebate Programme (the “Programme”). The fair value of the rebates is based on the actual amount the customer will be able to utilise to offset against their next purchase. The estimated redemption rate used to determine the carrying value of the rebates based on historical customer’s redemption.\n\nThe carrying amount of the Group’s deferred revenue in relation to the Programme at the end of the reporting year is disclosed in Note 25C on other liabilities.\n\nUseful lives of property, plant and equipment:\n\nThe estimates for the useful lives and related depreciation charges for property, plant and equipment are based on commercial and other factors which could change significantly as a result of innovations and in response to market conditions. The depreciation charge is increased where useful lives are less than previously estimated lives, or the carrying amounts written off or written down for technically obsolete items or assets that have been abandoned. It is impracticable to disclose the extent of the possible effects. It is reasonably possible, based on existing knowledge, that outcomes within the next reporting year that are different from assumptions could require a material adjustment to the carrying amount of the balances affected. The carrying amount of the specific asset or class of assets at the end of the reporting year affected by the assumption is disclosed in Note 14 on property, plant and equipment."} +{"pdf_name": "9313723_17.pdf", "language": "en", "markdown": "The Group recorded inventory turnover and average payable period of 44 days and 35 days respectively for the period under review (2019: 19 days and 22 days respectively) based on the amount of inventory and trade and bills payables as at 30 June 2020, divided by cost of sales for the same period and multiplied by 182 days (2019: 181 days).\n\nDuring the six months period ended 30 June 2020, the Group recorded net operating cash outflow of HK\\$890,888,000 compared with net operating cash inflow of HK\\$544,454,000 in same period last year.\n\n# Foreign Exchange Risk Management\n\nThe Group has foreign currency sales and purchases, bank deposits and borrowings primary in United States dollars and Renminbi which expose the Group to foreign currency risk.\n\nThe Group entered into short-term foreign currency forward contracts to hedge the currency risk related to its payable denominated in foreign currencies.\n\n# Pledge of Assets\n\nAs at 30 June 2020, certain of the Group’s assets (including land and building, bank deposits, factored trade receivables and investments held-for-trading) with the carrying value of totaling approximately HK\\$331 million were pledged to banks to secure general banking facilities granted to the Group.\n\n# Employee and Remuneration Policy\n\nAt 30 June 2020, the Group employed approximately 500 employees in the Greater China region. The Group ensures that their employees are offered competitive remuneration packages. Other staff benefits include share option scheme, provident fund schemes and medical insurance. Also, discretionary bonus was granted to eligible employees based on the Group’s financial results and individual performance.\n\n# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES\n\nDuring the period under review, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities."} +{"pdf_name": "9313723_18.pdf", "language": "en", "markdown": "# CORPORATE GOVERNANCE\n\nThe Group has complied with the applicable code provisions in the Corporate Governance Code as contained in Appendix 14 to the Listing Rules (the “Code”) throughout the six months ended 30 June 2020, except for the following deviations:\n\nUnder the code provision A.1.8 of the Code, provides that an issuer should arrange appropriate insurance cover in respect of legal action against its directors. With regular and timely communications among the Directors and the management of the Group, the management of the Group believes that all potential claims and legal actions against the Directors can be handled effectively, and the possibility of actual litigation against the Directors is very low. The Company will consider to make such an arrangement as and when it thinks necessary.\n\nUnder the code provision A.2.1 of the Code, the roles of chairman and chief executive officer should be separate and should not performed by the same individual. Having considered the current business operation and the size of the Group, the Board is of the view that Dr. Yim Yuk Lun, Stanley BBS JP acting as both the Chairman and the Managing Director of the Group is acceptable and in the best interest of the Group.\n\nUnder the code provision A.4.1 of the Code, non-executive directors should be appointed for a specific term and subject to re-election. The non-executive directors have not been appointed for a specific term. However, according to the Bye-laws of the Company, one-third of the directors for the time being shall retire from office by rotation at each annual general meeting. As such, the Company considers that sufficient measures have been taken to ensure that the Company’s corporate governance practices are similar to those in the Code.\n\n# AUDIT COMMITTEE\n\nThe Audit Committee of the Company has reviewed with management the accounting principles and policies adopted by the Group, internal control, risk management and the unaudited interim financial statements for the six months ended 30 June 2020.\n\n# MODEL CODE\n\nThe Company has adopted the Model Code for Securities Transactions by Directors of Listed Companies contained in Appendix 10 of the Listing Rules (the “Model Code”) as the code of conduct regarding directors’ securities transactions.\n\nHaving made specific enquiry of all Directors, the Company confirmed that all Directors have complied with the required standard set out in the Model Code throughout the six months ended 30 June 2020."} +{"pdf_name": "20752583_11.pdf", "language": "en", "markdown": "BCE INC. 2017 ANNUAL REPORT\n\n# STRATEGIC IMPERATIVE\n\n# Invest in broadband networks and services\n\nBell’s broadband networks are the foundation of our growth and innovation strategy. Fast fibre and mobile LTE connections power our leading wireless, TV, Internet, media and business services, and their outstanding quality and reliability continue to drive increased customer usage and satisfaction.\n\nBell networks connect Canadians to each other and the world, delivering billions of wireless calls, text messages and emails each day, providing fast, reliable access to streaming video and music, social media, online gaming, business applications and much more.\n\nCanada’s largest companies rely on Bell’s networks and industry-leading roster of 28 data centres across the country for the fast and secure communications they need to support their operations and serve customers in Canada and around the globe.\n\nAs demand for bandwidth continues to accelerate, Bell is staying ahead with capital expenditures of \\$4.03 billion supporting extensive wireless and fibre network expansion in 2017 to power our broadband growth strategy.\n\nIt’s On: Delivering the fastest broadband in more places\n\nOur major fibre projects in urban centres made significant progress in 2017, expanding Bell’s direct fibre footprint to more than 3.7 million homes and businesses in Atlantic Canada, Québec, Ontario and Manitoba, up from approximately 3 million the year before. That now includes most of Toronto, and we recently announced that we will extend our all-fibre footprint across the fast-growing GTA/905 region surrounding Canada’s most populous city.\n\nAs we continue to expand our deployments, including in centres large and small throughout Manitoba with Bell MTS, we’re on track to bring direct fibre connections to a total of 4.5 million locations by the end of 2018 – approximately 50% of our long-term direct fibre build –providing even more Canadians with access to Gigabit Fibe Internet, the best TV experience with Fibe TV, and a range of new business services.\n\nWith our Toronto fibre build nearing completion, we are expanding our direct fibre links throughout Montréal and the GTA/905 region surrounding Toronto."} +{"pdf_name": "20752583_12.pdf", "language": "en", "markdown": "# \\$4.03B CAPITAL EXPENDITURESBell’s leading broadband network investments are driving innovation and customer growth\n\nIn wireless, we achieved a major milestone in 2017 as our LTE network, offering theoretical download speeds of up to 150 Megabits per second (Mbps), grew to reach 99% of the Canadian population, throughout urban centres, small towns and rural locations alike. We expect to grow LTE Advanced coverage, with speeds of up to 260 Mbps, to approximately 92% of Canadians by the end of 2018.\n\nWe’re achieving industry-leading wireless speeds with active spectrum deployment and aggregation as well as our industry-leading fibre backhaul infrastructure. We continued to enhance Canada’s Best National Network in 2017, with Tri-band LTE service now providing speeds up to 335 Mbps to 34% of Canadians and Quad-band LTE service offering up to 750 Mbps in more than 90 cities.\n\n# Bell networks support ongoing service innovations\n\nWith our industry-leading investments in Canadian R&D, Bell is leveraging the best talent and advanced technologies to build efficient networks that adapt quickly as broadband services evolve.\n\nOur advanced and ubiquitous wireless and fibre networks position us for success in the fast-growing Internet of Things (IoT) sector, which encompasses personal wearable devices, connected vehicles, the Connected Home, Smart City platforms and a broad range of business solutions.\n\nIn 2017, Bell announced the development of an LTE-M network to improve the efficiency of IoT devices by enabling lower power consumption and better coverage in underground and hard-to-reach areas.\n\nBell has announced several partnerships that highlight the huge potential of IoT technology and our innovation initiatives in the sector, including the first Smart City project in Kingston to improve the efficiency of municipal operations and services, and a unique vineyard monitoring system with the Henry of Pelham Estate Winery in Ontario’s Niagara Region.\n\n# Connected cars and homes\n\nWe are also working with Hyundai, Kia and other auto manufacturers to provide connected vehicle services such as emergency roadside assistance, remote start and on-demand diagnostics over Bell’s national network. Bell’s Connected Car Bell Whole Home Wi-Fi ensures you get the fastest access speeds throughout your household.\n\nproduct also offers vehicle tracking and notifications, maintenance alerts and an in-vehicle Wi-Fi hotspot.\n\nIn residential services, we launched Bell Whole Home Wi-Fi service, the first in Canada to use access points called pods and smart technology to ensure all devices throughout the home receive the strongest signal and fastest speeds available. Backed by the Fibe network, the new service works seamlessly with the advanced Home Hub 3000 modem and Wi-Fi router.\n\nWe expanded our partnership with Ericsson to take Fibe TV innovation to the next level with the new MediaFirst platform. Enabling next-generation services across multiple screens and other enhancements for Fibe TV and Alt TV, MediaFirst will help keep Bell a step ahead as our cable competitors try to catch up in the IPTV marketplace."} +{"pdf_name": "20787384_309.pdf", "language": "en", "markdown": "# 55. Balance sheet and statement of changes in equity (continued)\n\n# (b) Statement of changes in equity\n\n
Reserves
Share capitalReserve for \nfair value \nchanges/\nReserve for fair \nvalue changes of \navailable-for-sale \nsecuritiesRetained \nearningsTotal equity
HK$’mHK$’mHK$’mHK$’m
At 1 January 201752,8641,2767,20161,341
Profit for the year––15,51515,515
Other comprehensive income:
Available-for-sale securities–354–354
Total comprehensive income–35415,51515,869
Dividends––(13,375)(13,375)
At 31 December 201752,8641,6309,34163,835
At 1 January 2018, \nas previously reported52,8641,6309,34163,835
Effect of adoption of HKFRS 9–(2,730)2,730–
At 1 January 2018, after adoption \nof HKFRS 952,864(1,100)12,07163,835
Profit for the year––16,03516,035
Other comprehensive income:
Equity instruments at fair value \n through other comprehensive \n income–(763)–(763)
Total comprehensive income–(763)16,03515,272
Dividends––(13,776)(13,776)
At 31 December 201852,864(1,863)14,33065,331
"} +{"pdf_name": "20787384_310.pdf", "language": "en", "markdown": "# 56. Principal subsidiaries\n\nThe particulars of all direct and indirect subsidiaries of the Company are set out in “Appendix – Subsidiaries of the Company”. The following is a list of principal subsidiaries as at 31 December 2018:\n\n
NamePlace of \nincorporation \nand operationIssued share capitalInterest heldPrincipal activities
Bank of China (Hong Kong) LimitedHong KongHK$43,042,840,858*100%Banking business
BOC Group Life Assurance Company LimitedHong KongHK$3,538,000,000*51%Life insurance\nbusiness
BOC Credit Card (International) LimitedHong KongHK$480,000,000100%Credit card services
Bank of China (Malaysia) BerhadMalaysiaRM760,518,480100%Banking business
Bank of China (Thai) Public Company LimitedThailandBaht10,000,000,000100%Banking business
Po Sang Securities and Futures LimitedHong KongHK$335,000,000100%Securities and futures \nbrokerage
\n\n\\* Shares held directly by the Company\n\nThe particulars of a subsidiary with significant non-controlling interests are as follows:\n\n# BOC Group Life Assurance Company Limited\n\n
20182017
Proportion of ownership interests and voting rights held by \nnon-controlling interests49%49%
\n\n
20182017
HK$’mHK$’m
Profit attributable to non-controlling interests420586
Accumulated non-controlling interests4,0834,334
Summarised financial information:
– total assets132,417130,597
– total liabilities124,085121,752
– profit for the year8571,196
– total comprehensive income for the year(182)1,492
"} +{"pdf_name": "11686216_117.pdf", "language": "en", "markdown": "
2017 \n二零一七年2016\n二零一六年
HK$’000 \n千港元HK$’000\n千港元
CASH FLOWS FROM OPERATING 經營業務的現金流量\nACTIVITIES
Loss before tax 除稅前虧損(193,533)(327,092)
Adjustments for: 就下列各項作出調整：
Finance costs 融資成本165,563119,356
Bank interest income 銀行利息收入(13)(6)
Amortisation of film products 電影產品攤銷1,21010,745
Amortisation of land lease prepayments 預付土地租賃攤銷13,75713,703
Depreciation of property, plant and 物業、廠房及設備折舊\nequipment58,95759,578
Expenses recognised in respect of 就權益結付股份付款\nequity-settled share-based payments 確認的開支31,422—
Loss on fair value changes of 可換股債券公允值變動虧損\nconvertible bonds4,90222,200
Net losses on early redemption of 提早贖回可換股債券的\nconvertible bonds 虧損淨額—193
Waiver of interest of convertible bond 豁免可換股債券利息—(12,513)
Gain on fair value changes of investment 投資物業公允值變動的\nproperties 收益(1,080)(1,500)
Impairment losses of interest receivables 應收利息的減值虧損5,239—
Impairment losses of investments in 電影╱戲劇製作的減值虧損\nfilms/drama production5,775—
Loss on disposal of an intangible asset 出售一項無形資產的虧損79—
Loss on disposal of an associate 出售一間聯營公司的虧損110—
Loss on capitalisation of loan interest 資本化應付貸款利息的虧損\npayables1,570—
Loss on capitalisation of other payables 資本化其他應付款項的虧損5,431—
Impairment loss on available-for-sales 可供出售投資的減值虧損\ninvestment5,250—
Impairment losses on trade and other 貿易及其他應收款項的\nreceivables 減值虧損13—
Share of loss of an associate 分佔一間聯營公司虧損3143
Share of loss of a joint venture 分佔一間合營企業虧損620904
105,275(114,289)
Operating cash flows before movements in 營運資金變動前的經營\nworking capital 現金流量
Increase in inventories 存貨增加(567)(34)
Increase in film products and film 電影產品及在製電影產品\nproduction in progress 增加—(3,630)
Increase in trade receivables 應收貿易款項增加(114,468)(3,253)
Increase in prepayments, deposits and 預付款項、按金及其他應收\nother receivables 款項增加(30,144)(6,462)
Increase in trade payables 應付貿易款項增加22,929667
(Decrease)/increase in other payables and 其他應付款項及應計費用\naccruals （減少）╱增加(423)18,764
NET CASH USED IN OPERATING 經營業務所用現金淨額\nACTIVITIES(17,398)(108,237)
"} +{"pdf_name": "11686216_118.pdf", "language": "en", "markdown": "
2017 \n二零一七年2016\n二零一六年
HK$’000 \n千港元HK$’000\n千港元
CASH FLOWS FROM INVESTING 投資活動的現金流量\nACTIVITIES
Increase in films/dramas production 電影╱戲劇製作增加(300)(6,461)
Interest received 利息收入136
Payments for property, plant and equipment 物業、廠房及設備付款(102,274)(88,377)
Payments for land lease prepayments 支付土地租賃預付款—(11,419)
Proceeds from disposal of an intangible 出售一項無形資產的所得款項\nasset1,000—
Purchases of available-for-sale investments 購買可供出售投資—(125)
NET CASH USED IN INVESTING 投資活動所用淨現金\nACTIVITIES(101,561)(106,376)
CASH FLOWS FROM FINANCING 融資活動的現金流量\nACTIVITIES
Interest paid 已付利息(155,199)(83,051)
Proceeds from shareholders loans 股東貸款所得款項98,593286,234
Repayments of shareholders loans 償還股東貸款(61,876)(13,788)
Proceeds from short-term borrowing 短期借貸所得款項118,73361,494
Repayments of short-term borrowing 償還短期借貸(77,661)(265,996)
Repayments of loan from a related company 償還一間關聯公司的貸款—(12,400)
Proceeds from issuance of bonds 發行債券所得款項412,457242,678
Transaction costs of issuance of bonds 發行債券的交易成本(87,557)(18,045)
Repayments of bonds 償還債券(73,819)(3,000)
Repayments of finance leases obligation 償還財務租賃承擔(2,573)(98)
Proceeds from issue of share 發行股份的所得款項3,851—
NET CASH GENERATED BY FINANCING 融資活動所得現金淨額\nACTIVITIES174,949194,028
NET INCREASE/(DECREASE) IN CASH 現金及現金等值項目\nAND CASH EQUIVALENTS 增加╱（減少）淨額55,990(20,585)
CASH AND CASH EQUIVALENTS AT 年初現金及現金等值項目\nTHE BEGINNING OF YEAR(4,218)4,360
EFFECTS OF EXCHANGE RATE 匯率變動對所持外幣現金\nCHANGES ON THE BALANCE OF 結餘的影響\nCASH HELD IN FOREIGN \nCURRENCIES(40,244)12,007
CASH AND CASH EQUIVALENTS AT 年末現金及現金等值項目\nTHE END OF YEAR11,528(4,218)
ANALYSIS OF THE BALANCES OF 現金及現金等值項目結餘分析\nCASH AND CASH EQUIVALENTS
Cash and bank balances 現金及銀行結餘19,9444,283
Bank overdrafts 銀行透支(8,416)(8,501)
11,528(4,218)
"} +{"pdf_name": "9263519_12.pdf", "language": "en", "markdown": "# 7. LOSS/PROFIT FROM OPERATIONS\n\n
For the three months ended\n30 SeptemberFor the six months ended\n30 September
2021202020212020
HK$’000HK$’000HK$’000HK$’000
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
The Gr’oups (loss)/profit \nfrom operations is arrived \nat after charging/(crediting):
Cost of sales6,2052,5168,651208,107
Depreciation charge
– property, plant and \nequipment5766111171
– right-of-use assets–1,359–2,704
Net foreign exchange \n(loss)/gain118119
Staff costs (including \ndirector’s remuneration)5,9406,41512,39811,395
\n\n# 8. FINANCE COSTS\n\n
For the three months ended\n30 SeptemberFor the six months ended\n30 September
2021202020212020
HK$’000HK$’000HK$’000HK$’000
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Interest on other borrowing10,28014,62526,49628,748
Interest on lease liabilities–319–319
Total10,28014,94426,49629,067
"} +{"pdf_name": "9263519_13.pdf", "language": "en", "markdown": "# 9. INCOME TAX EXPENSE\n\n
For the three months ended \n30 SeptemberFor the six months ended \n30 September
2021202020212020
HK$’000HK$’000HK$’000HK$’000
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Current tax charged:
PRC Enterprise Income Tax13671,5325,659
Total tax charged13671,5325,659
\n\nUnder the Law of the PRC on Enterprise Income Tax (the “EIT Law”) and Implementation Regulation of the EIT Law, the tax rate of the PRC subsidiaries is 25% from 1 January 2008 onwards.\n\nNo provision for Hong Kong Profits Tax has been made as the Group has no assessable profits in Hong Kong or the estimated assessable profit was wholly absorbed by tax losses brought forward for the six months ended 30 September 2021 (2020: Nil).\n\nThe Group had no significant unprovided deferred tax assets and liabilities at 30 September 2021 (2020: Nil).\n\n# 10. LOSS PER SHARE\n\n# Basic loss per share\n\nThe calculation of the basic loss per share is based on the loss attributable to owners of the Company for the three months ended 30 September 2021 of approximately HK\\$11,253,000 (2020: loss attributable to owners of the Company of approximately HK\\$27,994,000) and loss attributable to owners of the Company for the six months ended 30 September 2021 of approximately HK\\$26,499,000 (2020: loss attributable to owners of the Company of approximately HK\\$27,524,000) and the weighted average of 3,640,627,457 shares in issue during the three months ended 30 September 2021 (2020: 3,564,945,946 shares) and the weighted average of 3,640,627,457 shares in issue during the six months ended 30 September 2021 (2020: 3,564,945,946 shares).\n\n# Diluted loss per share\n\nNo diluted loss per share were presented as there were no potential ordinary shares in issue for the three months and six months ended 30 September 2021."} +{"pdf_name": "9250808_22.pdf", "language": "en", "markdown": "– We require significant capital investments and a high level of working capital to sustain our operations and overall growth\n\n– We manufacture our products in a single location, and any material disruption of our operations could adversely affect our business\n\n– Our expansion plans may not be successful\n\n– Our production capacity might not be able to meet with growing market demand or changing market conditions\n\n– We manufacture and sell only “high-end” steel flow control products\n\n– We may not be able to develop new products or expand into new markets\n\n– We may be subject to product liability claims\n\n– We may be subject to liability in connection with industrial accidents at our production facilities\n\n– Lack of business insurance coverage may incur substantial costs for our Group\n\n– We are subject to foreign exchange exposure\n\n– The interests of our Controlling Shareholders may differ from those of our other Shareholders\n\n# Risks relating to the industry\n\n– Our business depends very much on the continuous casting method in the steel manufacturing industry. Industry-wide adoption of other existing or new technologies that do not require steel flow control products in the future might seriously affect our business\n\n– We cannot assure that we will be able to renew all necessary licences, certificates, approvals and permits for our production. Changes in licensing requirements applicable to our industry may adversely affect us\n\n– The PRC Government may adopt measures to slow down growth in the steel manufacturing industry and other steel consuming industries, thereby adversely affecting the demand for our products\n\n– Our industry is subject to global economic and market conditions\n\n– We operate in a highly competitive industry\n\n# Risks relating to conducting business in the PRC\n\n– Political and economic policies of the PRC government and social conditions and legal developments of the PRC could affect our business"} +{"pdf_name": "9250808_23.pdf", "language": "en", "markdown": "– The government control of currency conversion could affect our business operations\n\n– Uncertainties regarding interpretation and enforcement of the PRC laws and regulations may impose adverse impact on our business, operations and profitability\n\n– The implementation of the new labour contract law and increase in labour costs in the PRC may adversely affect our business and financial conditions\n\n– Under the Enterprise Income Tax Law (中華人民共和國企業所得稅法) and the related implementation regulations, which became effective on 1 January 2008, dividends from our subsidiary in the PRC may be subject to withholding tax or we may be subject to PRC tax on our worldwide income\n\n– Dividends payable by us to our foreign investors and gain on the sale of our Shares may be subject to the PRC tax\n\n– We cannot assure that we will continue to enjoy preferential tax treatments or financial incentives in the future\n\n– PRC regulations on loans to and direct investment by offshore holding companies in PRC entities may delay or prevent us from using the proceeds of this offering to make loans or additional capital contributions to our PRC subsidiary\n\n– We are a holding company and rely on dividend payments from our operating subsidiary\n\n– Uncertainties on the PRC withholding tax rate on dividends payable by our subsidiary in the PRC\n\n– PRC regulations relating to acquisitions of the PRC companies by foreign entities may limit our ability to acquire the PRC companies and adversely affect the implementation of our strategy as well as our business and prospects\n\n– PRC regulations relating to the establishment of offshore special purpose companies by the PRC residents may subject our PRC resident shareholders or our PRC subsidiary to liability or penalties, limit our ability to inject capital into our PRC subsidiary, limit our PRC subsidiary’s ability to increase their registered capital or distribute profit to us, or may otherwise adversely affect us\n\n– A shortage of electricity and water supply in the PRC would affect our production and affect our business and financial performance\n\n# Risks relating to the Global Offering\n\n– Shareholders’ interests in the share capital of our Company may be diluted in the future\n\n– Lack of liquidity of our Shares and volatility of the market price may be resulted\n\n– Fluctuation of RMB may affect value of our dividends (if any) and our financial condition\n\n– Investors may experience difficulties in effecting service of legal process and enforcing judgments against our Company and our management\n\n– We cannot guarantee the accuracy of facts and other statistics with respect to the global steel industry, the PRC economy, the PRC steel industry and the PRC steel flow control products industry in the continuous casting process contained in this prospectus\n\n– Forward-looking statements contained in this prospectus are subject to risks and uncertainties\n\n– We strongly caution you not to place any reliance on any information contained in press articles or media regarding us or the Global Offering"} +{"pdf_name": "20755419_19.pdf", "language": "en", "markdown": "which can be taken as smoking-gun signals of DM scattering, can further increase an exper-iment’s constraining power. For DM–nucleon interactions, although the elastic scattering is the best channel, however, for light DM particles which can not deposit observable energies in detectors, one has to rely on the high energy part of ionization processes.\n\nThe energy and momentum transfers involved in sub-GeV DM scattering overlap typ-ical atomic scales, so studies of issues such as binding effects and electron/nuclear recoil mechanism, which play important roles in interpreting experimental data, require detailed many-body calculations. This case study of hydrogen, where both binding and recoil can be taken into account most simply, therefore provides useful qualitative understanding of what to be anticipated in sub-GeV DM scattering off practical detector materials such as germanium and xenon.\n\n# ACKNOWLEDGMENTS\n\nWe acknowledge the support from the Ministry of Science and Technology of Republic of China under Grants No. 102-2112-M-002-013-MY3 (J.-W. C., C.-L. W., and C.-P. W.) and No. 103-2112-M-259-003 (H.-C. C. and C.-P. L.); the Center for Theoretical Sciences and Center of Advanced Study in Theoretical Sciences of National Taiwan University (J.-W. C., C.-L. W., and C.-P. W.); and the National Center for Theoretical Sciences. J.-W. C. was also supported in part by the Deutsche Forschungsgemeinschaft and National Natural Science Foundation of China (CRC 110).\n\n[1] K. Olive et al. (Particle Data Group), Chin. Phys. C 38, 090001 (2014).\n\n[2] R. Essig, J. A. Jaros, W. Wester, P. H. Adrian, S. Andreas, et al., (2013), arXiv:1311.0029[h .ep-ph]\n\n[3] J. L. Feng and J. Kumar, Phys. Rev. Lett. 101, 231301 (2008), arXi .v:0803.4196 [hep-ph]\n\n[4] J. L. Feng, M. Kaplinghat, H. Tu, and H.-B. Yu, JCAP 0907, 004 (2009), arXiv:0905.3039.[hep-ph]\n\n[5] .C. Boehm and P. Fayet, Nucl. Phys. B683, 219 (2004), arXiv:hep-ph/0305261 [hep-ph]\n\n[6] C. Boehm, P. Fayet, and J. Silk, Phys. Rev. D 69, 101302 (2004), arXiv:hep-ph/0311143.[hep-ph]"} +{"pdf_name": "20755419_20.pdf", "language": "en", "markdown": "[7] N. Borodatchenkova, D. Choudhury, and M. Drees, Phys. Rev. Lett. 96, 141802 (2006), .arXiv:hep-ph/0510147 [hep-ph]\n\n[8] M. Pospelov, A. Ritz, and M. B. Voloshin, Phys. Lett. B 662, 53 (2008), arXiv:0711.4866[h .ep-ph]\n\n[9] .P. Fayet, Phys. Rev. D 75, 115017 (2007), arXiv:hep-ph/0702176 [HEP-PH]\n\n[10] D. Hooper and K. M. Zurek, Phys. Rev. D 77, 087302 (2008), arXi .v:0801.3686 [hep-ph]\n\n[11] M. Pospelov, A. Ritz, and M. B. Voloshin, Phys. Rev. D 78, 115012 (2008), arXiv:0807.3279[h .ep-ph]\n\n[12] K. Rajagopal, M. S. Turner, and F. Wilczek, Nucl. Phys. B 358, 447 (1991).\n\n[13] L. Covi, J. E. Kim, and L. Roszkowski, Phys. Rev. Lett. 82, 4180 (1999), arXiv:hep-ph./9905212 [hep-ph]\n\n[14] K.-Y. Choi, L. Covi, J. E. Kim, and L. Roszkowski, JHEP 04, 106 (2012), arXiv:1108.2282[h .ep-ph]\n\n[15] .S. Dodelson and L. M. Widrow, Phys. Rev. Lett. 72, 17 (1994), arXiv:hep-ph/9303287 [hep-ph]\n\n[16] X.-D. Shi and G. M. Fuller, Phys. Rev. Lett. 82, 2832 (1999), arXiv:astro-ph/9810076 [astro-.ph]\n\n[17] A. D. Dolgov and S. H. Hansen, Astropart. Phys. 16, 339 (2002), arXiv:hep-ph/0009083 [hep-ph.]\n\n[18] A. Boyarsky, J. Lesgourgues, O. Ruchayskiy, and M. Viel, Phys. Rev. Lett. 102, 201304 (2 .009), arXiv:0812.3256 [hep-ph]\n\n[19] K.. N. Abazajian, Phys.Rev.Lett. 112, 161303 (2014), arXiv:1403.0954 [astro-ph.CO]\n\n[20] .J. Knodlseder et al., Astron. Astrophys. 441, 513 (2005), arXiv:astro-ph/0506026 [astro-ph]\n\n[21] G. Wei .denspointner et al., Nature 451, 159 (2008)\n\n[22] N. Prantzos et al., Rev. Mod. Phys. 83, 1001 (2011), arXi .v:1009.4620 [astro-ph.HE]\n\n[23] E. Bulbul, M. Markevitch, A. Foster, R. K. Smith, M. Loewenstein, et al., Astrophys. J. 789,"} +{"pdf_name": "2538811_7.pdf", "language": "en", "markdown": "# OUTLOOK\n\nNotwithstanding the rapid recovery in coal price in Guizhou province in late 2016, the fundamentals of coal demand have not changed significantly. As the coal demand shortage and overcapacity are still prominent, the Group believes that the government will continue adhering to the supply-side reform policy to resolve excess coal production capacity. The Group will continue adopting the existing business strategy through the expansion of existing shipping port, transport belts and coal beneficiation plant, and strengthening the effective coal quality management through coal washing and coal blending in order to meet different requirements of various customers and penetrate the surrounding coal market.\n\nThe status of coal as the primary energy in China is expected to remain unchanged for a considerable length of time in the future. Therefore the Company is cautiously positive about the coal industry in the longer term. The Company will also consider other potential business projects that can provide the Shareholders with promising returns and benefit the Group as a whole as and when suitable opportunities arise.\n\n# APPRECIATION\n\nOn behalf of the Board, I would like to take this opportunity to express my appreciation to the staff and management team of the Group for their hard work and dedication during the year. I would also like to express my sincere gratitude to the Shareholders for their continuous support.\n\nHAN Weibing\n\nChairman and Chief Executive Officer\n\nHong Kong, 31 March 2017"} +{"pdf_name": "2538811_8.pdf", "language": "en", "markdown": "# BUSINESS REVIEW\n\nIn early 2016, the Group re-formulated its business strategy to enhance the Group’s overall competitiveness in the downturn of the coal industry by adopting the following measures.\n\nFirst of all, in addition to the existing coal beneficiation plant, the Group managed to complete the construction of another simple coal washing facility within three months as well as putting two high sieving systems into operation. Coal washing and efficient coal blending could be performed with the Group’s own coal beneficiation plant, coal washing facility and high sieving systems. To meet the demands of power plants and other customers with lower coal specification, the Group blended raw coal, lignite (the by-product of coal washing), middling coal and coal residue stone. The sales of blended coal not only met customers’ specific requirements but also generated additional revenue for the Group and reduced the treatment cost of lignite and coal residue stone. Therefore the Group was in a better position to segment the coal market by providing customised coal products of different specifications and stable quality to various customers.\n\nSecondly, the Group improved the logistics and transportation so that its coal products could be transported to the downstream chemical plants, cement plants and other customers waterway at a lower cost and a shorter time through the Group’s own shipping port.\n\nThirdly, the Group adhered to establish a strategic customer-oriented management system, which not only provided customers with a variety of customised specifications of coal products but also enhanced the quality of customer service. As a result, longer term customer relationship has been built up.\n\nFourthly, the Group adopted optimised mining plan, took advantage of water transport, stringent cost control and other means to reduce production and logistics costs. The Group also closely adhered to the stringent cash flow management by securing alternative financing for mine tunnel construction. Furthermore, the Group managed to negotiate “payment before delivery” term for non-power plant customers to minimise potential credit risk and reduce working capital cycle.\n\nAs a result of the effective implementation of the above strategies and the surge of coal price in the fourth quarter of 2016, the Group’s loss attributable to owners of the parent from continuing operations substantially declined from approximately CNY488.4 million in 2015 to approximately CNY205.7 million in 2016."} +{"pdf_name": "20794684_76.pdf", "language": "en", "markdown": "# 13. INVESTMENT IN ASSOCIATED COMPANY\n\n
The GroupThe Company
2016201520162015
$’000 $’000 $’000 $’000
Investment in associated company4,3133,8592,8952,895
\n\nThe Group’s investment in an associated company (Note 29) is not material to the Group. There are no contingent liabilities relating to the Group’s interest in the associated company.\n\nIn 2015, the Group’s equity accounting/gains on associated companies recognised in the income statement included a gain of \\$47,570,000 arising from the partial disposal and reclassification of an associated company to available-for-sale financial assets.\n\n# 14. FINANCIAL ASSETS (FVOCI) / AVAILABLE-FOR-SALE FINANCIAL ASSETS\n\nAs disclosed in Note 2(a), the Group has early adopted FRS 109 effective 1 January 2016 and elected, at initial adoption, to present in other comprehensive income changes in the fair value of all its equity investments previously classified as available-for-sale financial assets. In accordance with the transitional provisions in FRS 109, comparative figures have not been restated.\n\n# (a) For 2016, equity investments at fair value through other comprehensive income (FVOCI) mainly comprise the following:\n\n
Group
2016
$’000
Shares of a financial institution1,467,127
Shares of two real estate companies460,203
\n\nThese investments comprise mainly quoted investments and were previously classified as available-for-sale financial assets in 2015.\n\n# (b) During the financial year, the Group elected to receive \\$33,246,000 (2015: \\$22,398,000) of dividend income as non-cash financial assets (FVOCI) / available-for-sale financial assets in lieu of cash dividends.\n\n(c) Certain financial assets (FVOCI) / available-for-sale financial assets valued at \\$169,307,000 (2015: \\$175,441,000) are pledged as security for bank credit facilities (Note 20).\n\n(d) There are no material investments held by the Company in 2016 and 2015."} +{"pdf_name": "20794684_77.pdf", "language": "en", "markdown": "# 15. INTANGIBLE ASSETS\n\n
The Group The Company
2016201520162015
$’000$’000 $’000 $’000
Goodwill on consolidation11,11611,116––
Trademarks and deferred expenditure––––
11,11611,116––
\n\n# (a) Goodwill on consolidation\n\n
The Group
20162015
$’000 $’000
Cost
Balance at beginning and end of financial year11,11611,116
\n\n# Impairment test for goodwill\n\nThe goodwill is allocated to the healthcare division of the Group, which is regarded as a cash-generating unit (“CGU”).\n\nDuring the financial year, the Group has determined that there was no impairment of its CGU containing the goodwill. The recoverable amount (i.e. higher of value-in-use and fair value less costs to sell) of the CGU is determined on the basis of value-in-use calculations. These calculations incorporate cash flow projections by management covering a five-year period.\n\nKey assumptions used for value-in-use calculations:\n\nDiscount rate 5.6% (2015: 5.5%)\n\nGrowth rate 0.0% (2015: 0.0%)\n\nThese assumptions have been used for the analysis of the CGU. The discount rate used is pre-tax and reflects specific risks relating to the healthcare division. Based on the sensitivity analysis performed, any reasonable change in the key assumptions would not result in any impairment adjustments."} +{"pdf_name": "20742022_9.pdf", "language": "en", "markdown": "to the case of several functions and several constraints. In all cases, the \\( \\mu \\) s are to be regarded as independent functions just like the xs.\n\nThere are two parameterizations that we are going to discuss in this appendix: parame-terization of the path by arc length and by time. In the first case, the integral to minimize is\n\n\\[ T = { \\frac { 1 } { c } } \\int n ( \\mathbf { x } ( \\ell ) ) d \\ell , \\eqno { ( \\mathrm { A 3 } ) } \\]\n\nwhile in the second case\n\n\\[ T = \\int d t . \\eqno ( \\mathrm { A 4 } ) \\]\n\nAs we will see, there are constraints to be appended to these integrals. But before doing that, there is another subtlety that we should discuss first. It is related to the fact that in these integrals the domain of integration is not a priori known and fixed. (For example, if we knew the domain of integration in parameterization with time, then we already knew T.) This is very important, since the standard results we quoted above are usually derived under the assumption that there is a fixed domain of integration and the variations vanish at its boundary.16 So in the rest of this appendix we first address the issue of variable domain in Subsection A 1, and then turn to the length and time parameterizations in Subsections A 2 and A 3, respectively.\n\n# 1. Variation with Variable Domain\n\nIn Section II our parametererization was over a fixed domain, namely: 0 \\( < s < \\) 1. This meant fixed lower and upper limits (0 and 1) in the integral (3) and hence we were eligible to use the Euler-Lagrange equations. However, we may equally well describe the path connecting \\( \\mathbf { x } _ { 1 } \\) and \\( \\mathbf { x } _ { 2 } \\) by a function x(s) on an arbitrary domain \\( \\sigma _ { 1 } < s < \\sigma _ { 2 } \\). The travel time is still given by the same integral except for the lower and upper limits of integration:\n\n\\[ T = \\frac { 1 } { c } \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } n ( { \\bf x } ( s ) ) \\sqrt { \\dot { \\bf x } ( s ) \\cdot \\dot { \\bf x } ( s ) } d s . \\eqno ( \\mathrm { A 5 } ) \\]\n\nWe wish to find such general parameterizations of the path that minimize T. This appears to be a harder problem in calculus of variations, since: (i) we have to search among a larger class of functions; and (ii) the domain of integration is not fixed as before, but variable.\n\nOur search will be among functions\n\n\\[ \\mathbf { x } : [ \\sigma _ { 1 } , \\sigma _ { 2 } ] \\to \\mathbb { R } ^ { 3 } , \\qquad { \\mathrm { ~ s u c h ~ t h a t ~ } } \\mathbf { x } ( \\sigma _ { 1 } ) = \\mathbf { x } _ { 1 } { \\mathrm { ~ a n d ~ } } \\mathbf { x } ( \\sigma _ { 2 } ) = \\mathbf { x } _ { 2 } . \\eqno ( \\mathrm { A } 6 ) \\]"} +{"pdf_name": "20742022_10.pdf", "language": "en", "markdown": "This is to be contrasted with our previous search scope, \\( \\mathbf { x } : [ 0 , 1 ] \\to \\mathbb { R } ^ { 3 } \\). Under a variation \\( \\delta \\mathbf { x } \\) in the function and \\( \\delta \\sigma _ { 1 , 2 } \\) in the domain, the boundary conditions imply\n\n\\[ \\left( \\mathbf { x } + \\delta \\mathbf { x } \\right) \\big | _ { \\sigma _ { 1 } + \\delta \\sigma _ { 1 } } = \\mathbf { x } _ { 1 } , \\qquad \\left( \\mathbf { x } + \\delta \\mathbf { x } \\right) \\big | _ { \\sigma _ { 2 } + \\delta \\sigma _ { 2 } } = \\mathbf { x } _ { 2 } , \\qquad \\qquad \\qquad \\qquad ( \\mathrm { A T } ) \\big ( \\mathrm { A T } ) \\big ( \\mathrm { B T } ) \\circ \\mathrm { A T } . \\]\n\nwhich means\n\n\\[ ~ \\delta { \\bf x } ( \\sigma _ { 1 } ) = - \\dot { \\bf x } ( \\sigma _ { 1 } ) \\delta \\sigma _ { 1 } , \\qquad \\delta { \\bf x } ( \\sigma _ { 2 } ) = - \\dot { \\bf x } ( \\sigma _ { 2 } ) \\delta \\sigma _ { 2 } . \\eqno ( \\mathrm { A 8 } ) \\]\n\nNow the variation of \\( \\begin{array} { r } { T = \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } L d s } \\end{array} \\) becomes\n\n\\[ \\delta T = \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } \\left[ { \\frac { \\partial L } { \\partial x _ { i } } } - { \\frac { d } { d s } } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] \\delta x _ { i } d s + \\left[ L - { \\dot { x } } _ { i } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] _ { \\sigma _ { 2 } } \\delta \\sigma _ { 2 } - \\left[ L - { \\dot { x } } _ { i } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] _ { \\sigma _ { 1 } } \\delta \\sigma _ { 1 } , \\qquad { \\mathrm { ( A 9 ) } } \\]\n\nwhere summation over i is implied. By inspecting (A5) it is clear that L is a homogeneous function of \\( \\dot { \\mathbf { x } } \\) and hence the last two terms in \\( \\delta T \\) vanish. Thus we are again left with the standard Euler-Lagrange equation and the result Eq. (5). Again we observe the non-uniqueness in the solutions: If \\( \\mathbf { x } ( s ) : [ \\sigma _ { 1 } , \\sigma _ { 2 } ] \\to \\mathbb { R } ^ { 3 } \\) satisfies Eq. (5), then\n\n\\[ \\mathbf { x } ( \\bar { s } ( s ) ) : [ \\bar { \\sigma } _ { 1 } , \\bar { \\sigma } _ { 2 } ] \\to \\mathbb { R } ^ { 3 } \\qquad \\qquad \\qquad \\qquad \\qquad ( \\mathrm { A 1 0 } ) \\]\n\nis also a solution, for any monotonic function \\( \\bar { s } ( s ) \\) satisfying \\( \\bar { s } ( \\sigma _ { 1 } ) = \\bar { \\sigma } _ { 1 } \\) and \\( \\bar { s } ( \\sigma _ { 2 } ) = \\bar { \\sigma } _ { 2 } \\).\n\nWe could have guessed that the Euler-Lagrange equations remain untouched: A function that minimizes the integral among all functions with variable domains, also does so among the smaller class of functions which share its own domain. So in general, the Euler-Lagrange equations provide a necessary condition for variable-domain problems. The boundary terms that appear in Eq. (A9) may provide additional conditions, although in our case they don’t.\n\n# 2. Parameterization with Length\n\nWe are now in a position to perform the variational analysis with length parameterization. So we choose to set the arc length \\( \\ell \\) run from zero to \\( \\lambda \\), the total length of the path, and work with \\( { \\bf x } ( \\ell ) \\). This choice corresponds to the constraint \\|dx/d\\`\\| = 1, to handle which we need to employ a Lagrange multiplier function \\( \\mu ( \\ell ) \\). Therefore, the quantity to minimize is\n\n\\[ \\frac { 1 } { c } \\int _ { 0 } ^ { \\lambda } n ( { \\bf x } ( \\ell ) ) d \\ell + \\int _ { 0 } ^ { \\lambda } \\mu ( \\ell ) \\left[ \\dot { \\bf x } ( \\ell ) \\cdot \\dot { \\bf x } ( \\ell ) - 1 \\right] d \\ell , \\eqno { ( \\mathrm { A 1 1 } ) } \\]\n\nwhere dot now means \\( d / d \\ell \\). Again we have a variable domain of integration, since we don’t know the length \\( \\lambda \\) of the desired trajectory before solving for it. Requiring \\( \\mathbf { x } ( \\lambda ) = \\mathbf { x } _ { 2 } \\) implies\n\n\\[ \\delta { \\bf x } ( \\lambda ) = - \\dot { \\bf x } ( \\lambda ) \\delta \\lambda , \\eqno ( \\mathrm { A 1 2 } ) \\]"} +{"pdf_name": "7473410_99.pdf", "language": "en", "markdown": "# 11. TAXATION\n\n
20202019
RMB’000RMB’000
The charge comprises:
Current tax
– PRC Enterprise Income Tax (“EIT”)38,04035,995
– Withholding tax levied on interest income of Hong Kong subsidiaries4,5724,820
– Withholding tax levied on dividend declared of a PRC subsidiary–1,625
42,61242,440
Deferred tax (note 19)7,08024,927
49,69267,367
\n\nNo provision for Hong Kong Profits Tax has been made in the consolidated financial statements as the Group’s operation in Hong Kong had no assessable profit during both years.\n\nUnder the Law of the PRC on EIT (the “EIT Law”) and Implementation Regulation of the EIT Law, the tax rate of the PRC subsidiaries is 25% for both years. Certain PRC subsidiaries enjoy preferential tax rate according to approval from local tax bureau, including (i) a PRC subsidiary which enjoys preferential tax rate of 15% since year 2016 and applies a further preferential tax rate of 12.5% for the year 2020; (ii) a PRC subsidiary, located in Khorgos city in the PRC, was exempted from EIT in the first 5 years since set up in year 2018, according to “關於新疆喀什霍爾果斯兩個特殊經濟開發區企業所得稅優惠政策的通知” (Caishui [2011] 112) issued by the State Administration of Taxation and the Ministry of Finance of the PRC.\n\nThe tax charge for the year can be reconciled to the profit before taxation per the consolidated statement of profit or loss and other comprehensive income as follows:\n\n
20202019
RMB’000RMB’000
Profit before taxation387,088362,492
Tax at the domestic EIT rate of 25%96,77290,623
Tax effect of share of profit of a joint venture and associates(3,676)(1,444)
Tax effect of expenses not deductible for tax purposes10,73119,288
Effect of different tax rates of the subsidiaries(23,527)(8,950)
Effect of tax exemption granted to a PRC subsidiary(50,229)(50,475)
Tax effect of tax losses not recognised4,6183,869
Utilisation of tax losses previously not recognised–(1,740)
Tax benefit on research and development expenses(2,660)(1,976)
Withholding tax on distributable earnings of the PRC subsidiaries17,66318,172
Tax charge for the year49,69267,367
"} +{"pdf_name": "7473410_100.pdf", "language": "en", "markdown": "# 12. PROFIT FOR THE YEAR/OTHER COMPREHENSIVE (EXPENSE) INCOME\n\n# (a) Profit for the year\n\nProfit for the year has been arrived at after charging (crediting):\n\n
20202019
RMB’000RMB’000
Directors’ emoluments (note 13)6,5035,536
Other staffs costs (excluding directors’ emoluments)
– Salaries, allowances and other staff benefits, including share \noption expenses116,19482,630
– Staffs’ retirement benefit scheme contributions6564,201
Total staff costs123,35392,367
Less: amount capitalised in development costs(5,581)(9,188)
Less: st aff costs recognised as research and development costs in \nother expenses(22,577)(13,596)
Staff costs recognised in administrative expenses95,19569,583
Total depreciation of property and equipment2,3101,694
Less: amount capitalised in development costs(56)(131)
Depreciation of property and equipment recognised in \nadministrative expenses2,2541,563
Depreciation of right-of-use assets recognised in \nadministrative expenses9,9707,202
Amortisation of intangible assets recognised in \nadministrative expenses5,4943,641
Auditor’s remuneration recognised in administrative expenses2,9002,520
Covid-19-related rent concessions (note 18)(224)–
Other expenses
– Research and development costs23,46614,269
– Donation1,0601,964
Total other expenses24,52616,233
"} +{"pdf_name": "9242015_390.pdf", "language": "en", "markdown": "# Prepayments and other receivables\n\nOur prepayment and other receivables included value-added tax recoverable, interest receivables, amounts due from shareholders, amounts due from related parties, IPO cost capitalization, prepayments and other receivables. Value-added tax recoverable represented value-added taxes incurred in procurement. Interest receivables mainly represented interests from time deposits. The table below sets forth a breakdown of our prepayments and other receivables as of the dates indicated:\n\n
As of December 31,As of\nJune 30,
201820192020
(RMB in thousands)
Value-added tax recoverable1,5873,8094,012
Interest receivables373,0067,268
Amounts due from shareholders during\nReorganization8,738––
Amounts due from shareholders700755269
Amounts due from related parties443553
IPO cost caiiptalzation––545
Prepayments4584581,141
Other receivables3097452,341
Total11,8738,80815,629
\n\nOur prepayments and other receivables decreased from RMB11.9 million as of December 31, 2018 to RMB8.8 million as of December 31, 2019. The decrease was primarily attributable to a decrease in amounts due from shareholders as a result of the completion of the Reorganization, partially offset by (i) an increase in value-added tax recoverable, as a result of our increased purchase of pre-clinical and clinical research and development related services and (ii) an increase in interest receivables primarily attributable to the increased amount of time deposits in 2019 as we received the funding from our series B financing. Our prepayments and other receivables increased from RMB8.8 million as of December 31, 2019 to RMB15.6 million as of June 30, 2020, mainly due to an increase in interest receivables as a result of the accrual of the interest generated by our time deposits."} +{"pdf_name": "9242015_391.pdf", "language": "en", "markdown": "# Cash and bank balances\n\nOur cash and bank balances primarily consisted of cash at bank and short-term time deposits. Our cash and bank balances increased from RMB65.3 million as of December 31, 2018 to RMB746.8 million as of December 31, 2019. The increase was mainly attributable to the funds from our series B financing and the government subsidies we received. Our cash and bank balances decreased to RMB616.7 million as of June 30, 2020, mainly because of the RMB82.9 million payment we made in relation to the amendment of the Karyopharm Agreement, and payment of employment expenses and fees to CROs, CDMOs and SMOs. As of September 30, 2020, our cash and cash equivalents and time deposits was RMB957.7 million. For further information regarding our cash and bank balances, please see Note 16 to the Accountants’ Report set out in Appendix I.\n\nThe table below sets forth a breakdown of our cash and bank balances as of the dates indicated:\n\n
As at December 31,As at\nJune 30,
201820192020
(RMB in thousands)
(1)Pledged deposits15,9352,6252,625
Bank deposits with oriilgna maturity of\nmore than three months when\n(2)acquired–453,383389,302
Cash and cash equivalents49,322290,787224,731
Total65,257746,795616,658
\n\nNotes:\n\n(1) This represents pledged deposits in commercial banks for bank loans and bank overdraft. None of these deposits are either past due or impaired.\n\n(2) This represents time deposits with initial terms of over three months when acquired in commercial banks with annual return rates ranging from 2.70% to 3.25%. None of these deposits are either past due or impaired. None of these deposits are pledged."} +{"pdf_name": "20746715_147.pdf", "language": "en", "markdown": "On August 18, 2017, Elite Bond transferred its entire remaining holding of 190,063,207 Class A Shares to WP OCIM, together with its entitlement under the Pre-IPO Tier 1 ESOP, for a total consideration of US\\$186,671,734 (determined with reference to the Company’s fair market value at the time of transfer and duly paid in cash upon completion) pursuant to a share purchase agreement dated July 20, 2017.\n\nOn January 19, 2018, Goldman Sachs exercised all its warrants granted pursuant to warrant instruments dated January 9, 2014 (as amended and restated on August 27, 2015) and August 27, 2015, respectively, which were granted in Goldman Sachs’ favor in consideration of the performance of its obligations under a facility agreement dated December 4, 2013 (as amended and restated on August 19, 2015) resulting in an issuance of 54,684,608 Class B2 Shares. The loan facility under such facility agreement was fully repaid.\n\nIn September 2018, Redwood Consulting exercised a portion of its options under the Pre-IPO Tier 1 ESOP, pursuant to exercise option letters dated September 7, 2018 and September 14, 2018, respectively, and nominated that 13,838,797 Class B4 Shares and 18,633,334 Class B4 Shares be allotted to WP OCIM and SK, respectively, pursuant to sale and purchase agreements dated September 7, 2018 and September 14, 2018, respectively. The consideration paid to our Company was US\\$18,959,152 and US\\$25,527,668 by WP OCIM and SK, respectively, and was determined with reference to the exercise price of US\\$0.46 per Share as set out in the Pre-IPO Tier 1 ESOP and duly settled in cash on September 10, 2018 and September 20, 2018 by WP OCIM and SK, respectively.\n\nOn September 21, 2018, APG-Stichting transferred 41,257,634 and 55,975,003 Class B3 Shares to WP OCIM and SK, respectively, in return for US\\$56,522,959 and US\\$76,685,754 from WP OCIM and SK, respectively, determined with reference to the Company’s fair market value at the time of transfer, and duly settled in cash on the date of the transfers.\n\nSince our Company’s incorporation and subsequent to each of the Pre-IPO financing rounds, we effected further changes to our authorized share capital, further information on which is set out in the section headed “Statutory and General Information—A. Further information about our Group—2. Changes in the share capital of our Company” in Appendix VIII to this Prospectus.\n\nPursuant to the terms of the Pre-IPO Shareholders’ Agreement, subject to the Global Offering becoming unconditional, all the issued Class C Preference Shares may either be converted to Class C Shares or redeemed upon the Global Offering becoming unconditional (“Share Conversion”). After this change is effected, the Company will have no Class C Preference Shares in issue. The holders of the Class C Preference Shares have each exercised their redemption right, except Emerald Ewood (Cayman) Limited, which has elected to redeem 50% of its shareholding and convert the remaining 50% of its shareholding to Class C Shares (in accordance with the Pre-IPO Shareholders’ Agreement).\n\nPursuant to the terms of the IPO Implementation Deed, subject to the Global Offering becoming unconditional, all the issued, unissued and authorized Class A Shares, Class B Shares and Class C Shares will be reclassified and re-designated as ordinary Shares (“Share Redesignation”) immediately following the Share Conversion. Immediately after these changes are effected, the authorized share capital of the Company shall be US\\$4,400,000 divided into 4,400,000,000 Shares of US\\$0.001 par value each, and the issued share capital shall be 2,717,894,514 Shares of US\\$0.001 par value each. For further details of the IPO Implementation Deed, please refer to the paragraph headed“—IPO Implementation Arrangements” in this section of the Prospectus."} +{"pdf_name": "20746715_148.pdf", "language": "en", "markdown": "# PRE-IPO EMPLOYEE SHARE OPTION PLANS\n\n# Pre-IPO KM ESOP\n\nThe Pre-IPO KM ESOP was adopted by our Board on November 24, 2017. As of the Latest Practicable Date, the current number of options granted to 163 grantees of the Pre-IPO KM ESOP, allow for the aggregate subscription of 63,558,343 Shares, representing approximately 2.09% of the share capital of our Company immediately following the completion of the Global Offering. No additional options will be granted under the Pre-IPO KM ESOP. For further information, a summary of the principal terms of the Pre-IPO KM ESOP is set out in the section headed “Statutory and General Information—D. Pre-IPO KM ESOP, Pre-IPO Tier 1 ESOP and Post-IPO Share Option Scheme—1. Pre-IPO KM ESOP” in Appendix VIII to this Prospectus.\n\nESOP Shareholders have entered into arrangements with our Company under which the ESOP Shareholders agreed to transfer an aggregate of up to 15,246,949 Class A and/or Class B1 Shares to our Company, or make cash payments, upon exercise of certain options over shares in our Company (the “Relevant Options”) by the relevant participants under the Pre-IPO KM ESOP. Pursuant to the IPO Implementation Deed, these arrangements will be terminated on the date of Listing in consideration of an adjustment to the number of Shares that Laurels is issued upon exercise of certain vested and unexercised options under the Pre-IPO Tier 1 ESOP, certain cash payments from our Company to Laurels and WP OCIM and cancellation of certain vested and unexercised options under the Pre-IPO Tier 1 ESOP held by WP OCIM (the “ESOP Unwind”). Our Company will, after Listing, make cash payments to the ESOP Shareholders based on the then market value of the Shares if any Relevant Options expire or lapse on or after the Listing Date. For further details of the IPO Implementation Deed, please see the paragraph headed “—IPO Implementation Arrangements” in this section below.\n\n# Pre-IPO Tier 1 ESOP\n\nThe Pre-IPO Tier 1 ESOP was adopted by our Board pursuant to a shareholders’ agreement dated November 3, 2015. As of the Latest Practicable Date, each of WP OCIM and Laurels hold unexercised options to subscribe for a total of 15,800,325 Shares each and Redwood Consulting holds unexercised options to subscribe for a total of 35,995,945 Shares, representing in aggregate approximately 2.2% of the share capital of our Company immediately following the completion of the Global Offering. Under the terms of the IPO Implementation Deed, the Company and the holders of the Pre-IPO Tier 1 ESOP have agreed: (i) not to exercise any vested options under the Pre-IPO Tier 1 ESOP until the Listing Date; and (ii) to exercise or cancel all the vested and unexercised options under the Pre-IPO Tier 1 ESOP on the Listing Date on a cashless basis based on the Offer Price, such that the option holders will not be required to make payment of the strike price of the options being exercised save for the nominal value of such Shares (the “Strike Amount”) and instead, the number of Shares to be issued on such exercise will be reduced by an amount whose value would equal the Strike Amount (the “Tier 1 Exercise”). For further information, a summary of the principal terms of the Pre-IPO Tier 1 ESOP is set out in the section headed “Statutory and General Information—D. Pre-IPO KM ESOP, Pre-IPO Tier 1 ESOP and Post-IPO Share Option Scheme—2. Pre-IPO Tier 1 ESOP” in Appendix VIII to this Prospectus.\n\nAs a result of the Tier 1 Exercise and taking into account agreements related to the ESOP Unwind and the Incentivization Unwind, Laurels and Redwood Consulting will be issued 1,606,449 Shares and 11,010,870 Shares, respectively, on the Listing Date, assuming the Offer Price is determined to be HK\\$16.80, the mid-point of the Offer Price range and the Listing Date is determined to be Thursday, June 20, 2019."} +{"pdf_name": "11707812_528.pdf", "language": "en", "markdown": "
Patents and\ntrademarks SoftwareNon-\ncompetition\nagreementCustomer\nrelationships Total
RMB’000R MB’000 RMB’000 RMB’000 RMB’000
Accumulated amortisation:
At 1 January 2017 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002(168)(1,324) – –(1,492)
Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002(58)(492) – –(550)
At 31 December 2017\u0002\u0002\u0002\u0002\u0002\u0002(226)(1,816) – –(2,042)
Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002(60)(793) – –(853)
At 31 December 2018\u0002\u0002\u0002\u0002\u0002\u0002(286)(2,609) – –(2,895)
Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002(56)(1,586)(378)(355)(2,375)
Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002––336
At 31 December 2019\u0002\u0002\u0002\u0002\u0002\u0002(342)(4,195)(375)(352)(5,264)
Charge for the period \u0002\u0002\u0002\u0002\u0002\u0002(38)(1,868)(3,295)(3,094)(8,295)
Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002– –9817
At 30 September 2020 \u0002\u0002\u0002\u0002\u0002(380)(6,063)(3,661)(3,438)(13,542)
Net book value:
At 31 December 2017\u0002\u0002\u0002\u0002\u0002\u00023833,455 – –3,838
At 31 December 2018\u0002\u0002\u0002\u0002\u0002\u00023239,662 – –9,985
At 31 December 2019\u0002\u0002\u0002\u0002\u0002\u000226714,01313,12641,91069,316
At 30 September 2020 \u0002\u0002\u0002\u0002\u000222916,1829,51937,81863,748
\n\nThe amortisation of intangible assets is included in cost of services and general and administrative expenses in the consolidated statement of profit or loss and other comprehensive income.\n\nThe useful lives of patents and trademarks of 10 years are determined based on terms of expiry of related legal rights.\n\nThe useful lives of software are around 5-10 years which are determined based on technological obsolescence.\n\nNon-competition agreement is amortised over the shorter of the unexpired term of the agreement and its estimated useful lives, which is 3 years.\n\nThe useful life of the customer relationship recognised in acquisition of Biomere is 10 years, which is determined based on the factor of the attrition rate."} +{"pdf_name": "11707812_529.pdf", "language": "en", "markdown": "# 14 GOODWILL\n\n
RMB’000
Cost
At 1 January 2017, 31 December 2017 and 31 December 2018 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002–
Acquisition of Biomere (Note 34) \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002135,187
Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002(1,225)
At 31 December 2019 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002133,962
Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002(3,190)
At 30 September 2020 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002130,772
\n\n# Impairment tests for cash-generating units containing goodwill\n\nThe goodwill arose from the acquisition of Biomere in 2019 (Note 34).\n\nThe recoverable amounts of the cash-generating unit was determined based on value-in-use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a 5-year period. Cash flows beyond the 5-year period are extrapolated using estimated nil growth rate at 31 December 2019 and 30 September 2020.\n\n
As at\n31 December\n2019As at\n30 September\n2020
Annual growth rate of revenue during the 5-year forecast\nperiod\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u00023.0%-10.0%0.2%-9.8%
Pre-tax discount rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u000212.6%13.9%
\n\nThe headroom calculated based on the recoverable amounts deducting the carrying amount of the cash-generating unit as at 31 December 2019 and 30 September 2020 is RMB10,038,000 and RMB5,901,000 respectively.\n\nManagement have undertaken sensitivity analysis on the impairment test of goodwill. The following table sets out the hypothetical changes to annual growth rate and pre-tax discount rate that would, in isolation, have removed the remaining headroom respectively as at 31 December 2019 and 30 September 2020:\n\n
As at\n31 December\n2019As at\n30 September\n2020
Decrease in annual growth rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u00020.2%0.1%
Increase in pre-tax discount rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u00023.5%2.2%
\n\nAs a result of the above impairment tests, the directors of the Company are of the view that there was no impairment of goodwill as at 31 December 2019 and 30 September 2020."} +{"pdf_name": "2592163_42.pdf", "language": "en", "markdown": "# BOARD COMPOSITION\n\nThe Board currently comprises eight members, including two executive Directors, three non-executive Directors and three independent non-executive Directors.\n\nThe list of all Directors is set out under “Corporate Information” on page 81 and the independent non-executive Directors are expressly identified in all corporate communications pursuant to the Hong Kong Listing Rules.\n\nAs at 31 December 2017, the board of directors of the Company comprises the following Directors:\n\n# Executive Directors\n\nLi Chaochun, Chairman\n\nLi Faben, General Manager (also the chief executive within the meaning of the Corporate Governance Code)\n\n# Non-Executive Directors\n\nMa Hui, Vice Chairman\n\nYuan Honglin\n\nCheng Yunlei\n\n# Independent Non-Executive Directors\n\nBai Yanchun\n\nXu Shan\n\nCheng Gordon\n\nThe list of Directors (by category) is also disclosed in all corporate communications issued by the Company from time to time pursuant to the Hong Kong Listing Rules. There is no relationship among members of the Board (including financial, business, family or other material or relevant relationship).\n\nFor the year ended 31 December 2017, the Board, at all times, met the requirements of the Hong Kong Listing Rules relating to the appointment of at least three independent non-executive Directors, and at least one-third of the Board with at least one independent non-executive Director possessing appropriate professional qualifications, or accounting or related financial management expertise.\n\nThe Company has received an annual confirmation from each independent non-executive Director of his independence pursuant to the requirements of the Hong Kong Listing Rules. The Company considers all independent non-executive Directors to be independent in accordance with the independence guidelines set out in Rule 3.13 of the Hong Kong Listing Rules.\n\nNon-executive Directors (including independent non-executive Directors) bring a wide range of business and financial expertise, experience and independent judgment to the Board. Through active participation in Board meetings or meetings of Board committees, supervising management issues involving potential conflict of interests and serving on Board committees, all non-executive Directors (including independent non-executive Directors) make various contributions towards the direction of the Company."} +{"pdf_name": "2592163_43.pdf", "language": "en", "markdown": "# CHAIRMAN AND GENERAL MANAGER\n\nThe roles and duties of the Chairman and the General Manager are carried out by different individuals and their respective responsibilities have been clearly specified in writing.\n\nThe Chairman, Mr. Li Chaochun, provides leadership for the Board and is also responsible for chairing the meetings, leading the operations of the Board and ensuring that all major and appropriate issues are discussed by the Board in a timely and constructive manner.\n\nThe General Manager, Mr. Li Faben, is responsible for running the Company’s business operations and implementing the Group’s strategic plans and business goals.\n\n# APPOINTMENT AND RE-ELECTION OF DIRECTORS\n\nIn accordance with the Company’s articles of association (the “Articles of Association”), all Directors of the Company are subject to retirement by rotation at least once every three years and any new Director appointed by the Board to fill a casual vacancy or as an addition to the Board shall submit himself/herself for election by shareholders at the first general meeting after appointment.\n\nEach Director of the Company is appointed for a term commencing from the date on which the resolution regarding his appointment/re-election is passed until the conclusion of the annual general meeting of the Company to be held in 2018, and will retire and be re-elected at such annual general meeting. According to the Detailed Working Rules for Independent Directors adopted on 9 October 2012, the term of office for independent non-executive Directors shall be the same as that of other Directors of the Company, and they may stand for re-election upon expiry of their term, but the re-appointment shall not exceed six years. Mr. Bai Yanchun, Mr. Xu Shan and Mr. Cheng Gordon, who were appointed as the independent non-executive Directors on 17 August 2012, will not offer themselves for re-election at the annual general meeting to be held in 2018. The Board proposed a special resolution at the 2015 annual general meeting regarding the amendment to the Articles of Association, fixing the number of the Board members at 7 to 11 so that the number and composition of the Board of Directors of the Company are in compliance with the requirements under the Company Law and the Hong Kong Listing Rules.\n\nThe Nomination Committee and the Board selected candidates of Directors with reference to major shareholders’ recommendations and certain criteria and procedures. The relevant criteria mainly include the candidate’s professional background, especially his or her experience in the industry where the Group operates, his or her financial and past track record with other similar companies and the recommendations from management and other knowledgeable individuals. The procedures and process of appointment, re-election and removal of Directors are laid down in the Articles of Association. The Nomination Committee of the Company is responsible for reviewing the Board composition, monitoring the appointment, nomination and succession plan of Directors and assessing the independence of independent non-executive Directors.\n\n# INDUCTION AND CONTINUING PROFESSIONAL DEVELOPMENT FOR DIRECTORS\n\nEach newly appointed Director receives a comprehensive, formal and tailored induction on the first occasion of his/her appointment so as to ensure that he/she has an appropriate understanding of the business and operations of the Company and that he/she is fully aware of his/her responsibilities and obligations under the Hong Kong Listing Rules and relevant regulatory requirements.\n\nThe Directors are regularly updated with legal and regulatory developments as well as business and market changes to facilitate the discharge of their responsibilities. Briefings and continual professional development schemes for Directors will be arranged whenever necessary.\n\nThe Company encourages all Directors to participate in continuous professional development to develop and refresh their knowledge and skills in order to ensure that their contribution to the Board remains fully informed and relevant. For the year ended 31 December 2017, all Directors attended the training courses organized by the Company on corporate governance and regulatory development, and obtained and read relevant materials presented to them by the Office of the Board of the Company, including updates of laws and regulations."} +{"pdf_name": "11780998_314.pdf", "language": "en", "markdown": "# XVII. NOTES TO MAJOR ITEMS IN FINANCIAL STATEMENTS OF THE PARENT (Continued)\n\n# 2. Other receivables (Continued)\n\n# (9). Provision for bad debts (Continued)\n\n# 2019\n\nUnit: Yuan Currency: RMB\n\n
Provision for bad debtStage 1Stage 2Stage 3Total
12-months\nECLLifetime ECL\n(non-credit\n impaired)Lifetime ECL \n(credit \nimpaired)
Amount as at 1 January 2019420,451.0069,160.92–489,611.92
Amounts due for the period as\n at 1 January 2019
– Transferred to stage 2––––
– Transferred to stage 3––––
– Reversed to stage 2––––
– Reversed to stage 1––––
Provision for the period–93,632.41–93,632.41
Reversal for the period-16,400.00––-16,400.00
Write-off for the period––––
Cancellation for the period––––
Other changes––––
Amount as at 31 December 2019404,051.00162,793.33–566,844.33
"} +{"pdf_name": "11780998_315.pdf", "language": "en", "markdown": "# XVII. NOTES TO MAJOR ITEMS IN FINANCIAL STATEMENTS OF THE PARENT (Continued)\n\n# 2. Other receivables (Continued)\n\n# (9). Provision for bad debts (Continued)\n\nThe significant changes in the gross carrying amount of other receivables that affected the changes in loss provisions in the current period are as follows:\n\n# For the six months ended 30 June 2020\n\nUnit: Yuan Currency: RMB\n\n
Book ValueStage 1Stage 2Stage 3Total
12-months ECLLifetime ECL\n(non-credit\nimpaired)Lifetime ECL \n(credit \nimpaired)
Amount as at 1 January 20206,188,654,816.55269,937.32–6,188,924,753.87
Amounts due for the period as \n at 1 January 2020
– Transferred to stage 2––––
– Transferred to stage 3––––
– Reversed to stage 2––––
– Reversed to stage 1––––
Provision for the period4,471,396,255.93––4,471,396,255.93
Reversal for the period-3,638,533,099.32––-3,638,533,099.32
Write-off for the period––––
Cancellation for the period––––
Other changes––––
Amount as at 30 June 20207,021,517,973.16269,937.32–7,021,787,910.48
"} +{"pdf_name": "7570943_19.pdf", "language": "en", "markdown": "# 12 CAPITAL, RESERVES AND DIVIDENDS\n\n# (a) Movements in components of equity\n\nThe reconciliation between the opening and closing balances of each component of the Group’s consolidated equity is set out in the consolidated statement of changes in equity. Details of the changes in the Company’s individual components of equity between the beginning and the end of the year are set out below:\n\n
Share cailptaCailpta \nreservePRC statutory \nreserveRetained\n profitsTotal
RMB’000RMB’000RMB’000RMB’000RMB’000
Balance at 1 January \n20191,074,3583161,0257,606212,8681,660,934
Changes in equity for \n2019
Total comprehensive \nincome for the year–––38141,38141,
Transfer to statutory \nreserve––3,814(3,814)–
Dividends approved \nin respect of the \nprevious year–––(91,320)(91,320)
Balance at 31 \nDecember 2019 and \n1 January 20201,074,3583161,026142,0155,8751,607,755
Changes in equity for \n2020
Total comprehensive \nincome for the year–––167,084167,084
Transfer to statutory \nreserve––16,708(16,708)–
Dividends approved \nin respect of the \nprevious year–––(1074,36)(1074,36)
Balance at 31 \nDecember 20201,074,3583161,027812,8198,8151,6674,03
"} +{"pdf_name": "7570943_20.pdf", "language": "en", "markdown": "# (b) Dividends\n\n# (i) Dividends payable to equity shareholder of the Company attributable to the year:\n\n
20202019
RMB’000RMB’000
Final dividend proposed after the end of \nthe year of RMB0.12 per ordinary share \n(2019: RMB0.1 per ordinary share)128,923107,436
\n\nOn 24 March 2021, a dividend for the year ended 31 December 2020 of approximately RMB128,923 thousand, representing RMB0.12 per share was proposed by the Board of Directors of the Company. Such dividend is to be approved by the shareholders at the Annual General Meeting of the Company. The final dividend proposed after the end of the reporting period has not been recognised as a liability at the end of the reporting period.\n\n# (ii) Dividends payable to equity shareholder of the Company attributable to the previous financial year, approved and paid during the year:\n\n
20202019
RMB’000RMB’000
Final dividend in respect of the previous \nfinancial year, approved and paid during \nthe year107,43691,320
\n\nOn 17 June 2020, a dividend for the year ended 31 December 2019 of approximately RMB107,436 thousand, representing RMB0.1 per share was approved by the shareholders at the Annual General Meeting of the Company."} +{"pdf_name": "2548718_11.pdf", "language": "en", "markdown": "# D. APPOINTMENT AND SUCCESSION PLANNING OF DIRECTORS\n\nThe procedures and process of appointment, re-election and removal of Directors are laid down in the code provisions A.4 set out in the Code contained in Appendix 15 of the GEM Listing Rules throughout the year ended 31 March 2018.\n\nCode A.4.1 stipulates that Non-executive Directors should be appointed for a specific term, subject to re-election and Code A.4.2 stipulates that all Directors appointed to fill a casual vacancy should be subject to election by shareholders at the first general meeting after their appointment.\n\nAll Independent Non-executive Directors appointed has entered into a letter of appointment with the Company for a term of one year and renewable automatically for successive terms of another year unless terminated by three-month notice in writing served by either party. Pursuant to the Code A.4.2, the Directors, regardless of his/her term of appointment, if any, are subject to retirement by rotation at least once every three years and any new director appointed to fill a casual vacancy is subject to re-election by shareholders at the first general meeting after his/her appointment. The Company in practice will observe Code A.4.2 and will ensure that any new director appointed to fill a casual vacancy shall submit himself/herself for re-election by shareholders at the first general meeting after his/her appointment.\n\n# E. CHAIRMAN AND CHIEF EXECUTIVE\n\nCode A.2.1 stipulates that the roles of Chairman and Chief Executive should be separate and should not be performed by the same individual.\n\nMr. Shiu Yeuk Yuen is the Chairman and Chief Executive Officer of the Company. In view of the scale of operations of the Company and the fact that daily operations of the Group’s business is delegated to the senior executives and department heads, the Board considers that vesting the roles of both Chairman and Chief Executive Officer in the same person will not impair the balance of power and authority between the Board and the management of the Company. The Board also believes that the current structure provides the Company with strong and consistent leadership and allows for effective and efficient planning and implementation of business decisions and strategies. It is in the best interest of the Group to maintain the current practice for continuous efficient operations and development of the Group.\n\n# F. REMUNERATION COMMITTEE\n\nA remuneration committee (the “Remuneration Committee”), consisting of three Independent Non-executive Directors and two Executive Directors, was set up by the Company in accordance with the Code. The Remuneration Committee has adopted written terms of reference in compliance with Code Provision B.1.3. The primary duties of the Remuneration Committee include the following:\n\n– evaluating the performance and making recommendations to the Board on the remuneration packages of the individual executive directors and senior management;\n\n– making recommendations to the Board on the Company’s policy and structure for all Directors’ and senior management remuneration and on the establishment of a formal and transparent procedure for developing remuneration policy;\n\n– reviewing and approving the management’s remuneration proposals with reference to the board’s corporate goals and objectives.\n\nDuring the year ended 31 March 2018, the Remuneration Committee held three meetings with presence of all eligible members and reviewed and made recommendations on the remunerations packages of the Directors of the Group."} +{"pdf_name": "2548718_12.pdf", "language": "en", "markdown": "None of the Directors participated in the determination of his/her own remuneration. Attendance of the members of the Remuneration Committee is set out below:\n\n
Name of DirectorsNumber of meeting\nattended/Number of\nmeeting held
Mr. Kam Tik Lun, CPA, FCCA, LL.M (ICFL)3/3
Mr. Shiu Yeuk Yuen3/3
Mr. Leung Ge On, Andy3/3
Dr. Siu Yim Kwan, Sidney, S.B.St.J.3/3
Mr. Ho Siu King, Stanley, BEng (Civ E-Law) (HKU), LLB (HKU) and LLM (LSE)3/3
\n\n# G. AUDIT COMMITTEE\n\nThe Company established an Audit Committee with written terms of reference in compliance with the GEM Listing Rules. The primary duties of the Audit Committee are to review the Company’s annual report and financial statements, half-yearly report and quarterly reports and to provide advice and comment thereon to the Board. The Audit Committee is also responsible for reviewing and supervising the financial reporting process and internal control procedures of the Group. Currently, it consists of three Independent Non-executive Directors, Mr. Kam Tik Lun, chairman of the Audit Committee, Dr. Siu Yim Kwan, Sidney and Mr. Ho Siu King, Stanley. Four meetings were held during the financial year ended 31 March 2018. Attendance of the members of the Audit Committee is set out below:\n\n
Name of DirectorsNumber of meeting\nattended/Number of\nmeeting held
Mr. Kam Tik Lun, CPA, FCCA, LL.M (ICFL)4/4
Dr. Siu Yim Kwan, Sidney, S.B.St.J.4/4
Mr. Ho Siu King, Stanley, BEng (Civ E-Law) (HKU), LLB (HKU) and LLM (LSE)4/4
\n\nThe Company’s annual results for the year ended 31 March 2018, have been reviewed by the Audit Committee.\n\n# H. NOMINATION COMMITTEE\n\nA nomination committee (the “Nomination Committee”) consisting of three Independent Non-executive Directors and two Executive Directors was set up by the Company in accordance with the Code. The Nomination Committee has adopted written terms of reference, which have been amended by the Board in compliance with Code Provision A.5.3. The primary duties of the Nomination Committee include:\n\n– reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and making recommendations on any proposed changes to the Board to complement the issuer’s corporate strategy;\n\n– identify individuals suitably qualified to become board members and select or make recommendations to the board on the selection of, individuals nominated for directorships;\n\n– reviewing the nomination of Directors and making recommendations to the Board on terms of such appointment;\n\n– assessing the independence of Independent Non-executive Directors.\n\nThe Company has adopted a board diversity policy (the “Board Diversity Policy”), which sets out its approach to achieve and maintain diversity on the Board in order to enhance the effectiveness of the Board."} +{"pdf_name": "20792103_230.pdf", "language": "en", "markdown": "# 33. OTHER NON-CURRENT LIABILITIES\n\n
20202019
RMB’000RMB’000
Consideration payable for acquisition of a portfolio of assets \nand liabilities (note (a))32,88142,351
Payable for mining rights (note (c))566,896433,677
Provision for legal claims (note (b))8,5068,777
Others3,5655,601
611,848490,406
Less: current portion(72,383)(65,911)
539,465424,495
\n\n(a) On 26 September 2017, SDG Xinhui, Qingdao Pingdu Jinxing Gold Mining Co. Ltd. (“Jinxing”), an independent third party of the Group, and Dazhuangzi Villagers’ Committee of Pingdu Xinhe Town (平度市新河鎮大莊子村民委員會), the former shareholder of Jinxing, entered into an asset reorganisation agreement (the “Agreement”). Pursuant to the Agreement, SDG Xinhui acquired a portfolio of assets and liabilities of Jinxing, including part of the receivables and payables, property, plant and equipment and exploration rights at a total consideration of approximately RMB174,180,000.\n\nDuring the year ended 31 December 2018, the Group has settled part of consideration of approximately RMB114,180,000 and the remaining non-interest bearing consideration of approximately RMB60,000,000 (the “Remaining Consideration”) will be paid by 8 instalments until 31 January 2026.\n\nAs at 31 December 2020, the carrying amount of the Remaining Consideration included as “other non-current liabilities” amounted to approximately RMB32,881,000 (2019: RMB42,351,000) and the current portion of which to be settled within the next twelve months amounted to approximately RMB7,500,000 (2019: RMB7,792,000).\n\n(b) As at 31 December 2020, the provision for legal claim of approximately US\\$1,304,000, equivalent to approximately RMB8,506,000 (2019: US\\$1,258,000, equivalent to approximately RMB8,777,000) is recognised in connection with certain outstanding labour claims of MAS.\n\n(c) During the year ended 31 December 2020, the Group acquired of a mining right from Shandong Gold Group at a cash consideration of approximately RMB232,863,000 (note 43(a)). Approximately RMB160,656,000 (note 43(a)) has been paid during the year ended 31 December 2020.\n\nDuring the year ended 31 December 2020, the Group acquired of certain mining rights from independent third parties at a total cash consideration of approximately RMB162,650,000 (2019: RMB533,677,000)."} +{"pdf_name": "20792103_231.pdf", "language": "en", "markdown": "# 34. DEFERRED TAXATION\n\nThe analysis of deferred income tax assets and deferred income tax liabilities is as follows:\n\n
20202019
RMB’000RMB’000
Deferred income tax assets170,877130,000
Deferred income tax liabilities(3,928,100)(4,262,779)
Deferred income tax liabilities, net(3,757,223)(4,132,779)
\n\nThe gross movement on the deferred income tax is as follows:\n\n
20202019
RMB’000RMB’000
At the beginning of the year(4,132,779)(4,141,760)
Credited to profit or loss (note 10)226,27346,406
Currency translation differences149,283(37,425)
At the end of the year(3,757,223)(4,132,779)
\n\nThe following are the major deferred tax assets (liabilities) and movements thereon during the current and prior years:\n\n
Property,\nplant and\nequipmentMining and\nexploration\nrightsFinancial\nassets/\nliabilities\nat fair value\nthrough profit\nor loss Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2019(2,124,740)(1,934,735)(129,951)47,666(4,141,760)
Credited (charged) to profit or loss116,072121,065(47,099)(143,632)46,406
Currency translation differences(36,942) – –(483)(37,425)
At 31 December 2019 and at 1 January 2020(2,045,610)(1,813,670)(177,050)(96,449)(4,132,779)
Credited (charged) to profit or loss145,478231,768(45,540)(105,433)226,273
Currency translation differences142,910 – –6,373149,283
At 31 December 2020(1,757,222)(1,581,902)(222,590)(195,509)(3,757,223)
"} +{"pdf_name": "3444464_100.pdf", "language": "en", "markdown": "# Note 19. Debt\n\nLong-term debt was comprised of the following at December 31, 2016 and 2015:\n\n
December 31,\n2016December 31,\n2015
Long-term debt:
Senior secured term loan ........................................ $ 1,372 $ 1,493
Senior unsecured notes:
6.625%, due May 2023 ........................................1,1581,350
7.00%, due May 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .750750
6.125%, due May 2023 (€295 at December 31, 2016;€ 360 at December 31, 2015)308395
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .326
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3,5914,014
Less: Unamortized issue discount on senior secured term loan ...............57
Less: Unamortized debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4253
Less: Short-term borrowings and current maturities . . . . . . . . . . . . . . . . . . . . . . .1539
Long-term debt, net ............................................. $ 3,529 $ 3,915
\n\n# Senior Secured Credit Facilities\n\nOn May 12, 2015, Chemours enteredi nto a credit agreement that provides for a seven-year senior secured terml oan (the Term Loan Facility) in a principal amount of \\$1,500 repayablei n equal quarterlyi nstallments at a rate of one percent of the original principal amount per year, with the balance payable on the final maturity date. The Term Loan Facility wasi ssued with a \\$7 original issue discount and bearsi nterest at a rate of LIBOR plus 3.00%, with a 0.75% LIBOR floor. The proceeds from the Term Loan Facility were used to fund a portion of the distribution to DuPont, along with related fees and expenses.\n\nThe credit agreement also provided for a five-year senior secured revolving credit facility (the Revolving Credit Facility), which has been reduced to \\$750 as part of the amendment completed on February 19, 2016 (discussed below). The proceeds of anyl oans made under the Revolving Credit Facility can be used for capital expenditures, acquisitions, working capital needs and other general corporate purposes. No borrowings were outstanding under our Revolving Credit Facility but had \\$132 and \\$129i nl etters of credit issued and outstanding under this facility at December 31, 2016 and 2015, respectively. The Revolving Credit Facility bears variablei nterest of a range based on our total net leverage ratio between (a) 0.50% and 1.25% for base ratel oans and (b) 1.50% and 2.25% for LIBOR loans. The applicable margins were 1.00% for base ratel oans and 2.00% for LIBORl oans as of December 31, 2016 and 1.25% for base ratel oans and 2.25% for LIBORl oans as of December 31, 2015. In addition, we are required to pay a commitment fee on the average daily unused amount of the Revolving Credit Facility at a rate based on our total netl everage ratio, between 0.20% and 0.35%. As of December 31, 2016 and 2015, commitment fees were assessed at a rate of 0.30% and 0.35%, respectively.\n\nIn September 2015, in connection with the Company’s transformation plan announcedi n August 2015, Chemours andi ts Revolving Credit Facilityl enders enteredi nto an amendment to the Revolving Credit Facility that modified the consolidated EBITDA definitioni n the covenant calculation toi nclude pro forma benefits from future cost savingsi nitiativesi n the calculation of financial covenants that rely on consolidated EBITDA beginning from the quarter ended September 30, 2015. Since the revolver availabilityi n any quarteri s determined by the cushion remainingi n the financial maintenance covenants at the end of the previous quarter, this amendment increased the Company’s access to the revolving credit facility.\n\nIn February 2016, Chemours andi ts Revolving Credit Facilityl enders enteredi nto a second amendment to the Revolving Credit Facility that (a) replaced the total netl everage ratio financial covenant with senior secured netl everage ratio; (b) reduced the minimum required levels of interest expense coverage ratio covenant; (c)i ncreased thel imits and extended the time horizon fori nclusion of pro forma benefits of announced cost reductioni nitiatives into consolidated EBITDA definition for the purposes of calculating financial maintenance covenants; and (d) reduced the revolver availability from \\$1,000 to \\$750. As a result of this amendment, the Company recorded a charge of approximately \\$4 to write off a proportionate amount of unamortized debt issuance costs attributable to the reductioni n revolver commitment, which wasi ncludedi n “Interest expense, net”."} +{"pdf_name": "3444464_101.pdf", "language": "en", "markdown": "In December 2016, Chemours enteredi nto a third amendment to the credit agreement to change certain covenants and allow the Company to enter into a sale andl easeback transaction for the sale of its corporate headquarters buildingl ocatedi n Wilmington, Delaware. The amendment requires the Company to use the proceeds from sale to repay portion of the terml oans. These transactions are expected to be completedi n the first quarter of 2017, and the Company expects to receive approximately \\$32 proceeds, subject to customary closing adjustments.\n\nFees and expensesi ncurredi n connection with the amendments were approximately \\$3 and \\$1 for the years ended December 31, 2016 and 2015, respectively, which were primarily capitalizedi n “Other assets” of the Consolidated Balance Sheets and will be amortized to interest expense on a straight-line basis over the remaining term of the Revolving Credit Facility.\n\nThe credit agreement, as amended, contains financial covenants which, solely with respect to the Revolving Credit Facility, require Chemours not to exceed a maximum senior secured netl everage ratio of 3.50 to 1.00 each quarter through December 31, 2016, 3.00 to 1.00 through June 30, 2017 and further decreasing by 0.25 to 1.00 every subsequent six months to 2.00 to 1.00 by January 1, 2019 and thereafter. Chemoursi s also required to maintain a minimumi nterest coverage ratio of 1.75 to 1.00 each quarter through June 30, 2017 and furtheri ncreasing by 0.25 to 1.00 every subsequent six months to 3.00 to 1.00 by January 1, 2019 and thereafter. In addition, the credit agreement contains customary affirmative and negative covenants that, among other things,l imit or restrict Chemours andi ts subsidiaries’ ability, subject to certain exceptions, toi ncurl iens, merge, consolidate or sell, transfer orl ease assets, makei nvestments, pay dividends, transact with subsidiaries andi ncuri ndebtedness. The credit agreement also contains customary representations and warranties and events of default. Chemours wasi n compliance withi ts debt covenants as of December 31, 2016.\n\nChemours’ obligations under the senior secured credit facilities are guaranteed on a senior secured basis by all of its material domestic subsidiaries, subject to certain agreed upon exceptions. The obligations under the senior secured credit facilities are also, subject to certain agreed upon exceptions, secured by a first priorityl ien on substantially all of Chemours andi ts material wholly-owned domestic subsidiaries’ assets,i ncluding 100% of the stock of domestic subsidiaries and 65% of the stock of certain foreign subsidiaries.\n\n# Senior Unsecured Notes\n\nOn May 12, 2015, Chemoursi ssued senior unsecured notes (the “Notes”) with an aggregate principal of approximately \\$2,503i n a private placement, which comprise of \\$1,350 aggregate principal amount issued at ani nterest rate of 6.625% per annum and will mature on May 15, 2023 (the “2023 Notes”), \\$750 aggregate principal amounti ssued at ani nterest rate of 7.000% per annum and will mature on May 15, 2025 (the “2025 Notes”) and €360 aggregate principal amounti ssued at ani nterest rate of 6.125% and will mature on May 15, 2023 (the “Euro Notes”). The Notes require payment of principal at maturity andi nterest semi-annuallyi n cash andi n arrears on May 15 and November 15 of each year.\n\nThe proceeds from the Notes were used to fund the cash andi n-kind distributions to DuPont and to pay related fees and expenses. The in-kind distribution to DuPont of \\$507 aggregate principal amount of Chemours 2025 Notes were exchanged by DuPont with third parties for certain DuPont notes.\n\nIn connection with thei ssuance of the Notes, Chemours enteredi nto a registration rights agreement,i n which Chemours agreed to file with the SEC, a registration statement for the exchange of the Notes for new registered notes withi dentical terms. On March 18, 2016, Chemours filed a registration statement on Form S-4 with respect to the exchange offer. The registration statement was declared effective on April 12, 2016, and the exchange offer was completed on May 19, 2016. In addition, on May 5, 2016, the Euro Notes were listed for trading on the Global Exchange Market of the Irish Stock Exchange.\n\nEach series of Notesi s or will be fully and unconditionally guaranteed, jointly and severally, by Chemours’ existing and future domestic subsidiaries that guarantee (the Guarantors) the Senior Secured Credit Facilities or that guarantee other indebtedness of Chemours or any guarantor in an aggregate principal amount in excess of \\$75 (the Guarantees). The Notes are unsecured and unsubordinated obligations of Chemours. The Guarantees are unsecured and unsubordinated obligations of the Guarantors. The Notes rank equallyi n right of payment to all of Chemours’ existing and future unsecured unsubordinated debt and seniori n right of payment to all of Chemours’ existing and future debt thati s byi ts terms expressly subordinatedi n right of payment to the Notes. The Notes are subordinated toi ndebtedness under the Senior Secured Credit Facilities as well as any future secured debt to the extent of the value of the assets securing such debt. Chemours’ is obligated to offer to purchase the Notes at a price of (a) 101 percent of their principal amount, together with accrued and unpaidi nterest, if any, to the date of purchase, upon the occurrence of certain change of control events and (b) 100 percent of their principal amount, together with accrued and unpaidi nterest,i f any, to the date of purchase, with the proceeds from certain asset dispositions. These restrictions and prohibitions are subject to certain qualifications and exceptions set"} +{"pdf_name": "11766989_26.pdf", "language": "en", "markdown": "# Business Segment Disclosure\n\nSee Note 21 to the consolidated financial statements for additional information regarding our business segments.\n\n# Americas\n\nThe Americas segment serves customers in the U.S., Canada, the Caribbean Islands and Latin America with a portfolio of integrated architecture, furniture and technology products marketed to corporate, government, healthcare, education and retail customers through the Steelcase, Coalesse, Turnstone, Smith System, AMQ and Orangebox brands.\n\n
Statement of Operations Data—\nAmericasYear Ended
February 22,\n2019February 23,\n2018February 24,\n2017
Revenue$ 2,470.2100.0%$ 2,193.8100.0%$ 2,231.9100.0%
Cost of sales1,673.567.71,450.866.11,456.265.3
Restructuring costs————2.60.1
Gross profit796.732.3743.033.9773.134.6
Operating expenses586.823.8561.625.6534.223.9
Operating income$ 209.98.5%$ 181.48.3%$ 238.910.7%
\n\n
Organic Revenue Growth (Decline)—AmericasYear Ended
February 22,\n2019February 23,\n2018
Prior year revenue$ 2,193.8$ 2,231.9
Acquisitions84.44.5
Divestiture(13.6)(8.3)
Currency translati*on effects(2.3)2.0
Prior year revenue, adjusted2,262.32,230.1
Current year revenue2,470.22,193.8
Organic growth (decline) $$ 207.9$ (36.3)
Organic growth (decline) %9%(2)%
\n\n\\* Currency translation effects represent the net effect of translating prior year foreign currency revenues using the average exchange rate on a monthly basis during the current year.\n\n# 2019 compared to 2018\n\nOperating income in the Americas increased by \\$28.5 in 2019 compared to the prior year. The comparison was negatively impacted by \\$8.4 related to the pension charge and favorably impacted by a \\$5.0 gain on the sale of property, net of the related variable compensation effects. The increase in 2019 operating income was driven by higher revenue and lower operating expenses as a percentage of revenue, partially offset by higher cost of sales as a percentage of revenue.\n\nThe Americas revenue represented 71.7% of consolidated revenue in 2019. Revenue for 2019 of \\$2,470.2 represented an increase of \\$276.4 or 13% compared to 2018. The growth in 2019 was driven primarily by overall industry growth and increased project opportunities, improvements in our competitive win rates, recent acquisitions and benefits from recent list price adjustments. After adjusting for an \\$84.4 year-over-year impact of acquisitions, a\\$13.6 unfavorable impact of a divestiture and \\$2.3 of unfavorable currency translation effects, the organic revenue growth in 2019 was \\$207.9 or 9% compared to the prior year."} +{"pdf_name": "11766989_27.pdf", "language": "en", "markdown": "Cost of sales in 2019 was 67.7% of revenue which compared to 66.1% of revenue in 2018. Cost of sales as a percentage of revenue increased by 160 basis compared to the prior year, with 40 basis points attributable to the pension charge. The year-over-year comparison reflected the following:\n\n• unfavorable shifts in business mix,\n\n• approximately \\$43 of higher commodity, freight and labor (other than annual merit increases) costs, partially offset by approximately \\$32 of benefits from pricing actions,\n\n• approximately \\$9 of benefits associated with cost reduction efforts, net of additional overhead investments and annual merit labor cost increases, and\n\n• higher absorption of fixed costs.\n\nOperating expenses in 2019 increased by \\$25.2, but decreased 180 basis points as a percentage of revenue, compared to the prior year. The increase was due to \\$27.2 from acquisitions (including \\$9.4 of amortization expense), net of a divestiture and \\$8.9 of higher variable compensation expense, partially offset by a \\$7.5 gain on the sale of property, \\$3.7 of lower severance costs and \\$2.6 of lower product development expenses.\n\n# 2018 compared to 2017\n\nOperating income in the Americas decreased by \\$57.5 in 2018 compared to the prior year. The decline was driven by lower sales volume, higher cost of sales as a percentage of revenue and higher operating expenses.\n\nThe Americas revenue represented 71.8% of consolidated revenue in 2018. Revenue for 2018 of \\$2,193.8 represented a decrease of \\$38.1 or 2% compared to 2017, reflecting ongoing shifts in demand patterns. The decrease in revenue was driven by subdued demand from large customers. Growth from our new products and solutions was partially offset by a decline in demand for legacy furniture applications. After adjusting for an \\$8.3 unfavorable impact of a divestiture, a \\$4.5 impact of an acquisition and \\$2.0 of favorable currency translation effects, the organic revenue decline in 2018 was \\$36.3 or 2% compared to the prior year.\n\nCost of sales in 2018 was 66.1% of revenue which compared to 65.3% of revenue in 2017. The year-over-year comparison reflected the following:\n\n• approximately \\$10 of higher commodity costs,\n\n• higher investments in support of product development and manufacturing agility,\n\n• unfavorable shifts in business mix,\n\n• approximately \\$17 of benefits associated with ongoing cost reduction efforts,\n\n• favorability related to improvements in negotiated customer pricing, and\n\n• approximately \\$5 of lower warranty costs compared to the prior year.\n\nOperating expenses in 2018 increased by \\$27.4, or 170 basis points as a percentage of revenue, compared to the prior year. The increase was driven by approximately \\$34 of higher investments in product development, sales, marketing and information technology that support our growth strategies, \\$3.8 of severance costs in 2018 and a \\$1.5 impairment related to an asset held for sale, partially offset by approximately \\$9 of lower variable compensation expense."} +{"pdf_name": "11707394_133.pdf", "language": "en", "markdown": "# 44. PARTLY-OWNED SUBSIDIARY WITH MATERIAL NON-CONTROLLING INTERESTS (CONTINUED)\n\nDetails of the Group’s subsidiaries that have material non-controlling interests are set out below: (Continued)\n\n# (ii) Parkway\n\n
20212020
Percentage of equity interest held by non-controlling \n interest of Parkway:30%30%
\n\nThe following table illustrates the summarised financial information of Parkway. The amounts disclosed are before any inter-company eliminations:\n\n
20212020
HK$’000HK$’000
Total expenses for the year(301)(5,059)
Loss for the year(301)(3,732)
Total comprehensive loss for the year(301)(3,732)
Loss for the year allocated to non-controlling \n interest of Parkway(90)(1,120)
Current assets287391
Non-current assets–171
Current liabilities(2,266)(2,356)
Non-current liabilities(2,231)(2,115)
Net liabilities(4,210)(3,909)
Accumulated loss of non-controlling interest of\n Parkway at the reporting date(1,920)(1,830)
Net cash flows generated from operating activities8341
Net increase in cash and cash equivalents8341
"} +{"pdf_name": "11707394_134.pdf", "language": "en", "markdown": "# 45. INTERESTS IN SUBSIDIARIES\n\nParticulars of the subsidiaries as at 30 June 2021 and 2020 are as follows:\n\n
Name of subsidiaryPlace of \nincorporation/\nregistration/\noperationsIssued and \nfully paid \nshare capitalPercentage of \nownership interestPrincipal activities
20212020
New Smart International Creation \n LimitedHong KongHK$1100%100%Production and \n distribution of film
Champion Peak Corporation LimitedHong KongHK$1100%100%Production of film
China 3D Digital Products LimitedHong KongHK$1100%100%Production of film
Eastern Master Corporation LimitedHong KongHK$1100%100%Production of film
Fantastic Union LimitedHong KongHK$1100%100%Production of film
Good Lead Corporation LimitedHong KongHK$1100%100%Production of film
Good Time Investment LimitedHong KongHK$1100%100%Production of film
Joyful Excellence LimitedHong KongHK$1100%100%Production of film
Go Up Zone LimitedHong KongHK$1100%100%Production of film
New Modern Corporation LimitedHong KongHK$1100%100%Production of film
New Noble Corporation LimitedHong KongHK$1100%100%Production of film
New Pioneer Corporation LimitedHong KongHK$1100%100%Production of film
Cream Digital LimitedHong KongHK$1100%100%Production of film
Source Hunter Corporation LimitedHong KongHK$1100%100%Production of film
China 3D Digital Distribution LimitedHong KongHK$1100%100%Distribution of films
Red Rich Investment LimitedHong KongHK$1100%100%Distribution of films
Smooth Success Development \n LimitedHong KongHK$1100%100%Distribution of films
"} +{"pdf_name": "9280341_24.pdf", "language": "en", "markdown": "# 11. TOTAL DISTRIBUTABLE INCOME\n\nTotal distributable income is the (loss) profit for the period, before distribution to unitholders as adjusted to eliminate the effects of Adjustments (as defined and set out in the Trust Deed) which have been recorded in the condensed consolidated income statement for the relevant period. The Adjustments to arrive at total distributable income for the period are set out below:\n\n
20202019
HK$'000 \n(unaudited)HK$'000 \n(unaudited)
(Loss) profit for the period, before distribution to unitholders(8,491,803)3,186,527
Adjustments:
M'anagers fees payable in units71,66075,757
Decrease (increase) in fair value of investment properties9,172,565(2,455,700)
Fair value changes on financial assets at fair value \nthrough profit or loss1,939-
Non-cash finance costs12,43420,955
Deferred tax37,27741,384
Total distributable income804,072868,923
\n\n# 12. DISTRIBUTION STATEMENT\n\n
20202019
HK$'000 \n(unaudited)HK$'000 \n(unaudited)
Total distributable income (note 11)804,072868,923
Percentage of distributable income for distribution (note (i))90%90%
Total distribution amount to be paid723,665782,031
Distribution per unit to unitholders (note (ii))HK$0.1229HK$0.1332
\n\nNotes:\n\n(i) It is the policy of the Manager to distribute 90% (six months ended 30 June 2019: 90%) of available distributable income as the distributions for the six months ended 30 June 2020 (the \"Interim Distribution Period\").\n\n(ii) The interim distribution per unit of HK\\$0.1229 for the six months ended 30 June 2020 is calculated based on the interim distribution to be paid of HK\\$723,665,000 for the period and 5,888,833,523 units in issue as at 30 June 2020. Such interim distribution will be subject to further adjustments upon the issuance of units on or before 25 September 2020, which is the record date set for such period. The interim distribution will be paid to unitholders on 9 October 2020.\n\nThe interim distribution per unit of HK\\$0.1332 for the six months ended 30 June 2019 was calculated based on the interim distribution paid of HK\\$782,031,000 for the period and 5,872,789,311 units as of 20 September 2019, which was the record date for the period. The interim distribution was paid to unitholders on 4 October 2019."} +{"pdf_name": "9280341_25.pdf", "language": "en", "markdown": "# 13. BASIC (LOSS) EARNINGS PER UNIT\n\nThe basic (loss) earnings per unit during the six months ended 30 June 2020 is calculated by dividing the loss for the period before distribution to unitholders of HK\\$8,491,803,000 (2019: profit for the period before distribution to unitholders of HK\\$3,186,527,000) by the weighted average number of units of 5,892,170,575 (2019: 5,860,193,423) in issue during the period, taking into account the units issuable as manager's fee for its service for each of the six months ended 30 June 2020 and 2019.\n\nThere were no diluted potential units in issue during the six months ended 30 June 2020 and 2019, therefore the diluted earnings per unit has not been presented.\n\n# 14. TRADE AND OTHER RECEIVABLES\n\n
At \n30 June \n2020At \n31 December \n2019
HK$'000 \n(unaudited)HK$'000 \n(audited)
Trade receivables37,32210,467
Deferred lease receivables183,545166,052
Deposits, prepayments and other receivables81,46682,845
302,333259,364
\n\nAging analysis of the Group's trade receivables presented based on the invoice date at the end of the reporting period is as follows:\n\n
At \n30 June \n2020At \n31 December \n2019
HK$'000 \n(unaudited)HK$'000 \n(audited)
0 - 3 months30,83810,467
3 - 6 months4,179-
Over 6 months2,305-
37,32210,467
"} +{"pdf_name": "9324296_242.pdf", "language": "en", "markdown": "# Six months ended 30 June 2010 compared to six months ended 30 June 2009\n\nTurnover. Our turnover increased by 53.0% from RMB 2,045.0 million for the six months ended 30 June 2009 to RMB 3,127.9 million for the six months ended 30 June 2010, primarily due to an increase in sales of new automobiles by 55.8% from RMB 1,723.1 million for the six months ended 30 June 2009 to RMB 2,684.6 million for the six months ended 30 June 2010.\n\nTurnover increased by 90.2% from sales of premium and ultra premium branded automobiles from RMB 871.0 million for the six months ended 30 June 2009 to RMB 1,656.3 million for the six months ended 30 June 2010. We attribute this increase primarily to the growth of the PRC premium and ultra premium brands market in general, the continued expansion of our dealership operations, particularly our sales from two new BMW dealership stores in Baotou and Beijing that commenced operations in February and June 2010 respectively and one Porsche dealership store in Dongguan that commenced operation in May 2010, as well as the continued ramp-up of two BMW dealership stores in Nanchang and Zhuhai that commenced operations in October 2008 and March 2009 respectively. The three new dealership stores in Baotou, Beijing and Dongguan generated RMB 213.1 million in sales for the six months ended 30 June 2010. The BMW dealership stores in Nanchang and Zhuhai generated RMB 230.7 million in sales for the six months ended 30 June 2010, compared to RMB 67.6 million for the six months ended 30 June 2009. The increase in turnover from sales of premium and ultra premium branded automobiles was also attributable to the increased sales volumes as well as the average sales prices of our premium and ultra premium branded automobiles as we adjusted our sales strategies to market and sell higher-priced models of premium and ultra premium branded automobiles that were introduced by automobile manufacturers. Turnover from sales of middle market automobiles increased by 20.7% from RMB 852.1 million for the six months ended 30 June 2009 to RMB 1,028.4 million for the six months ended 30 June 2010, primarily due to the growth of the overall PRC automobile market and the continued expansion of our dealership operations, particularly our sales from one new middle market brand dealership store in Inner Mongolia that commenced operations in March 2010. The dealership store in Inner Mongolia generated RMB 29.0 million in sales for the six months ended 30 June 2010. Turnover from sales of new automobiles also increased as a result of the growth of the overall PRC automobile market. According to ACMR, sales values of automobiles increased by 49.6% from the six months ended 30 June 2009 to the six months ended 30 June 2010.\n\nIn addition, turnover from provision of after-sales services increased by 45.7% from RMB 166.7 million for the six months ended 30 June 2009 to RMB 242.9 million for the six months ended 30 June 2010, which was primarily attributable to our expanded customer base and our adjustments in sales strategies for automobile accessories to offer expanded range of selection and higher priced products. Turnover from provision of logistics services and sales of lubricant oil increased by 29.1% from RMB 155.2 million to RMB 200.4 million, which was primarily due to the increase in demand from our customers as a result of the increased sales of automobiles.\n\nCost of sales. Our cost of sales increased by 50.0% from RMB 1,892.3 million for the six months ended 30 June 2009 to RMB 2,838.7 million for the six months ended 30 June 2010. This increase was due primarily to the increase in cost of sales for new automobiles, which increased by 52.1% from RMB 1,667.7 million to RMB 2,536.6 million for the same period as our sales of new automobiles increased."} +{"pdf_name": "9324296_243.pdf", "language": "en", "markdown": "Cost of sales increased by 83.6% from RMB 843.7 million for the six months ended 30 June 2009 to RMB 1,549.0 million for the six months ended 30 June 2010 for premium branded automobiles and increased by 19.8% from RMB 824.1 million to RMB 987.6 million for middle market branded automobiles in the same period. The increase in cost of sales of new automobiles was generally in line with the increased turnover from sales of new automobiles. The increase in our cost of sales was also due in part to an increase in cost of sales of after-sales services, which increased by 37.7% from RMB 102.9 million to RMB 141.7 million during the same period, and was generally in line with the increased turnover from after-sales services. In addition, our cost of sales of our logistics services and lubricant oil trading business increased by 31.8% from RMB 121.7 million to RMB 160.4 million during the same period, which was generally in line with the increased turnover from our logistics services and lubricant oil trading business.\n\nGross profit. Our gross profit increased by 89.4% from RMB 152.7 million for the six months ended 30 June 2009 to RMB 289.2 million for the six months ended 30 June 2010.\n\nGross profit from our dealership business increased from RMB 119.2 million for the six months ended 30 June 2009 to RMB 249.2 million for the six months ended 30 June 2010, primarily due to an increase in gross profit from sales of new automobiles. Gross profit from sales of premium and ultra premium branded automobiles increased from RMB 27.4 million to RMB 107.2 million for the same period and gross profit from sales of middle market branded automobiles increased from RMB 28.0 million to RMB 40.8 million for the same period. In addition, gross profit from after-sales services increased from RMB 63.8 million to RMB 101.2 million in the same period.\n\nGross profit from our logistics services and lubricant oil trading business increased from RMB 33.5 million to RMB 40.0 million in the same period.\n\nOur gross margin increased from 7.5% for the six months ended 30 June 2009 to 9.2% for the six months ended 30 June 2010. This increase was primarily due to the increased proportion of our sales of premium and ultra premium branded automobiles, which generally have higher gross margin than sales of middle market branded automobiles, as well as increased sales of higher priced premium branded automobile models and accessories which have higher margins as a result of our adjustments in the sales strategies.\n\nOther revenue and other net income. Our other revenue and other net income increased by 82.7% from RMB 12.7 million for the six months ended 30 June 2009 to RMB 23.2 million for the six months ended 30 June 2010, primarily due to the increase in our commission income received from financial institutions and insurance companies as we brokered more loans and insurance policies in connection with our increased sales of new automobiles. In addition, interest income from bank deposits also increased as a result of the increased balance of our pledged bank deposits."} +{"pdf_name": "20735750_74.pdf", "language": "en", "markdown": "We communicate with Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.\n\nWe also provide Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.\n\nFrom the matters communicated with Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.\n\nThe engagement partner on the audit resulting in this independent auditor’s report is Ng Ping Fai.\n\nPricewaterhouseCoopers\n\nCertified Public Accountants\n\nHong Kong, 22 November 2017"} +{"pdf_name": "20735750_75.pdf", "language": "en", "markdown": "
Year ended 31 August
Note20172016
RMB’000RMB’000
Revenue5846,222781,331
Cost of revenue8(410,464)(375,133)
Gross profit435,758406,198
Selling expenses8(3,755)(4,196)
Administrative expenses8(147,203)(70,421)
Other income622,8706,442
Other gains/(losses) — net71,060(337)
Operating profit308,730337,686
Finance income1015,5271,376
Finance expenses10(10,456)(27,386)
Finance income/(expenses) — net5,071(26,010)
Profit before income tax313,801311,676
Income tax expense11——
Profit attributable to equity holders of the Company313,801311,676
Earnings per share attributable to equity holders \nof the Company (RMB Yuan)
Basic120.120.14
Diluted120.120.14
"} +{"pdf_name": "9313970_167.pdf", "language": "en", "markdown": "abovementioned. Accordingly, our Directors are of the view that, it is expected that the downward fluctuations, if any, in number of SMILE surgeries conducted should stabilize gradually and will not have material adverse impact on our Group’s operation and financial performance.\n\nRevenue generated from treatment for other eye problems had increased during the Track Record Period, from approximately HK\\$36.3 million for the year ended 31 March 2019 to approximately HK\\$36.8 million which for the year ended 31 March 2020 which was generally consistent with an increase in total number of patient visits, and then further increased to HK\\$44.8 million for the year ended 31 March 2021 which was mainly due to the increase in revenue recorded for our standard cataract surgeries and laser procedures. Revenue generated from treatment for other eye problems had increased during the Track Record Period, from approximately HK\\$12.3 million for the four months ended 31 July 2020 to approximately HK\\$22.1 million for the four months ended 31 July 2021, which was mainly due to the increase in revenue recorded for each of our standard cataract surgeries, laser procedures, PPV surgeries and other treatments/surgeries. As the majority of our Medical Practitioners had been providing ophthalmic services under our brand ‘‘Clarity’’ for more than three years, we were able to build up our patient base by word-of-mouth referrals from existing patients and as a result, our Directors are of the view that it had contributed to the increase in revenue generated from treatments for other eye problems during the four months ended 31 July 2021.\n\nRevenue generated from our consultation and examination service decreased from approximately HK\\$9.2 million for the year ended 31 March 2019 to HK\\$8.5 million for the year ended 31 March 2020 and had subsequently increased to HK\\$9.1 million for the year ended 31 March 2021. Revenue generated from the sales of prescription remained relatively stable during the Track Record Period, which amounted to approximately HK\\$6.3 million, HK\\$6.2 million and HK\\$6.9 million, respectively. Revenue generated from our consultation and examination service increased from approximately HK\\$2.7 million for the four months ended 31 July 2020 to HK\\$3.8 million for the four months ended 31 July 2021 which was mainly due to the growth of member of patient visits. Revenue generated from the sales of prescription increased by approximately HK\\$0.8 million, or 39.4%, from approximately HK\\$2.0 million for the four months ended 31 July 2020 to HK\\$2.8 million for the four months ended 31 July 2021. The increase in revenue generated from sales of prescriptions and others was generally in line with our overall increase in consultation and examination services provided during the period.\n\nThe table below sets forth the breakdown of our revenue by refractive treatments for the Track Record Period:\n\n
For the year ended 31 March For the four months ended 31 July
20192020202120202021
HK$’000% HK$’000% HK$’000% HK$’000% HK$’000%
(Unaudited)
Refractive treatments
(a) SMILE surgeries97,82263.2112,42467.4100,10461.929,78661.426,96454.6
(b) LASIK surgeries2,7351.82.8081.73,6542.31,0672.31,1192.2
(c) Multifocal IOL relpacements49,22731.843,34326.049,06430.314,96230.917,83335.6
(d) ICL imlpantations4,9703.28,2264.98,8465.52,6605.43,7607.6
Total154,754100.0166,801100.0161,668100.048,475100.049,676100.0
"} +{"pdf_name": "9313970_168.pdf", "language": "en", "markdown": "The table below sets forth the breakdown of our revenue by treatments for other eye problems for the Track Record Period:\n\n
For the year ended 31 March For the four months ended 31 July
20192020202120202021
HK$’000% HK$’000% HK$’000% HK$’000% HK$’000%
(Unaudited)
Treatments for other eye problems
(a) Standard cataract surgeries16,82646.416,32644.318,65841.75,48244.76,45336.4
(b) Laser procedures8,15122.47,36420.010,30223.02,80127.85,42424.5
(c) PPV surgeries7,24620.08,79523.910,36923.22,61921.06,79929.2
(d) Other treatments/ surgeries4,06011.24,35611.85,42212.11,35911.53,4219.9
Total36,283100.036,841100.044,751100.012,261100.022,097100.0
\n\n# Consultation and Examination Services\n\nWe provide medical consultation and examination services to our patients through our Medical Practitioners and optometrists, with support from our registered and enrolled nurses and/or nursing staff. Consultation and examination services mainly include assessments on eye conditions, such as visual acuity, refraction, anterior segment examination, fundal examination and intraocular pressure measurement. After the completion of consultation, examination and diagnosis based on our patients’ specific conditions, needs and concerns, Medication may be prescribed and/or treatments may be recommended to the patients by our Medical Practitioners. Follow-up consultation and examination services may be provided depending on the condition of the patients after taking the recommended Medication and/or completion of treatment.\n\n# Treatment Services\n\nWe provide a range of ophthalmic treatments at our Surgery Centres or in the Private Hospitals, depending on the complexity of the treatment, the need of general anaesthesia and/or the choice of our patients. Treatment services may be recommended to our patients after the diagnosis through consultation and examination, taking into consideration a number of factors, in particular, the age and condition of the patient, the safety, effectiveness, risks and possible side-effects of the relevant treatment. One or more types of treatments may be recommended, depending on patients’ eye problems. Our Medical Practitioners will explain to patients the associated benefits and potential risks of each recommended treatment and any alternative treatment choices. We record the details of patients’ drug allergy information into our Medical Centre Management System and arrange relevant checks to ascertain the degree of myopia or hyperopia, or the curvature of corneas, before the provision of treatment services. All our patients are required to sign an operation consent form in the presence of the responsible Medical Practitioner and at least one nursing staff. Our treatment services are performed by our Medical Practitioners with assistance from frontline staff."} +{"pdf_name": "11686939_412.pdf", "language": "en", "markdown": "# XV. Notes to Key Items of the Company Financial Statements (Continued)\n\n# 6. Investment income/(loss)\n\n十五、公司主要財務報表項目註釋（續）\n\n6. 投資收益╱（損失）\n\nRMB\n\n人民幣元\n\n
Item 項目Incurred during \nthe year\n本年發生額Incurred in \nprevious year\n上年發生額
Gain on long-term equity investments under 權益法核算的長期股權\nthe equity method 投資收益112,997,281.78109,875,033.76
Investment income arising from disposal of 處置長期股權投資產生的\nlong-term equity investments 投資收益(2,344,493,792.76)74,160,285.25
Gain on long-term equity investments under 成本法核算的長期股權\nthe cost method 投資收益1,097,259,790.251,080,565,077.90
Other 其他4,159,314.24–
Total 合計(1,130,077,406.49)1,264,600,396.91
"} +{"pdf_name": "11686939_413.pdf", "language": "en", "markdown": "# XV. Notes to Key Items of the Company Financial Statements (Continued)\n\n# 7. Supplement to cash flow statement\n\n十五、公司主要財務報表項目註釋（續）\n\n7. 現金流量表補充資料\n\nRMB\n\n人民幣元\n\n
Item 項目Incurred during \nthe year\n本年發生額Incurred in \nprevious year\n上年發生額
Net profit 淨利潤6,565,148,557.007,359,913,863.60
Add: Impairment loss of assets 加：資產減值損失1,961,966.02351,958,827.88
Impairment gain of credit 信用減值利得(1,404,072.48)(34,059,926.00)
Increase in special reserve 專項儲備的增加22,218,884.9420,031,981.23
Depreciation of fixed assets and 固定資產及投資性\ninvestment properties 房地產折舊811,862,399.51601,008,663.22
Amortization of intangible assets 無形資產攤銷19,100,027.488,315,630.37
Losses (gains) on disposal of fixed 處置或報廢固定資產、\nassets, intangible assets and 無形資產和其他\nother long-term assets 長期資產的損失（收益）(20,413,802.94)3,472,164.55
Finance expenses 財務費用(526,532.67)3,439,623.10
Investment loss (income) 投資損失（收益）1,130,077,406.49(1,264,600,396.91)
Profit or loss on change of fair value 公允價值變動損益(64,160,277.02)–
Increase in deferred tax assets 遞延所得稅資產的增加(444,742,582.70)(30,320,212.07)
Increase in deferred tax liabilities 遞延所得稅負債的增加6,653,805.68–
Increase in inventories 存貨的增加(1,200,231,375.10)(1,172,939,628.20)
(Increase) decrease in operating 經營性應收項目的\nreceivables （增加）減少(2,859,763,693.10)1,850,840,404.39
Increase in operating payables 經營性應付項目的增加7,251,942,122.415,190,664,425.45
Net cash flow from operating activities 經營活動產生的現金流量淨額11,217,722,833.5212,887,725,420.61
"} +{"pdf_name": "9297688_1.pdf", "language": "en", "markdown": "# TABLE OF CONTENTS\n\n
APPROACH2
ABOUT THIS REPORT3
ABOUT GAMEONE5
OUR STAKEHOLDERS6
ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT7
SECTION A: ENVIRONMENTAL7
Emissions7
Use of Resources9
The Environmental and Natural Resources10
SECTION B: SOCIAL11
Employment11
Health and Safety12
Development and Training13
Labour Standard13
Supply Chain Management13
Product Responsibility14
Anti-corruption16
Community investment16
ENVIRONMENTAL DATA17
SOCIAL DATA19
"} +{"pdf_name": "9297688_2.pdf", "language": "en", "markdown": "# APPROACH\n\nGameone Holdings Limited (hereafter called “Gameone” or the “Company”) and its subsidiaries (collectively, the “Group” or “we”) are committed to improving business performance to maximize stakeholders’ value without compromising the environmental and social aspect, in the hope that it can bring positive impact on both the Group and the community. Aiming to be the market leader in Hong Kong and Taiwan mobile game industry, the Group focuses on developing a wide game product portfolio, ranging from self/co-developed to licensed games as well as leveraging third-party distribution platforms to enrich customer base. The strong relationship with renowned game developers and operators contributed to the success of the business.\n\nWe always thrive for meeting the expectation of our stakeholders. Our main stakeholders, including customers, potential investors and shareholders, employees, suppliers, non-governmental organizations (“NGOs”) and local community, post significant impact on the Group’s daily operations. Building on the insight gained from the stakeholders, we roll out a sustainability strategy, management and reporting system.\n\nWe constantly hope to mitigate emerging risks and explore new business opportunities. Riding on the current mobile game trend, we are hoping to refine our products to meet the escalating customers’ needs.\n\nTo implement sustainability strategies which apply to all levels of the Group, the top-down approach is adopted for the following sustainability strategies:\n\n1. To minimize the burden on the environment\n\n2. To identify and priorities the environmental and social issues\n\n3. To foster the innovative culture\n\n4. To respond to the crisis and market changes in a timely manner\n\n5. To safeguard human rights and social culture\n\n6. To actively engage stakeholders in the decision-making process\n\n7. To nurture and empower our employees\n\n8. To support the local community\n\nHard work lies ahead as we continue to grow and operate sustainably, yet, together as a whole, there is nothing to stop us reaching more milestones."} +{"pdf_name": "20787494_184.pdf", "language": "en", "markdown": "# 29. TRADE AND OTHER RECEIVABLES (CONT’D)\n\nImpairment loss on trade receivables, term loans and other receivables is recognised in profit or loss after review by the management of the relevant group companies, based on the latest status of trade receivables, term loans and other receivables, and the latest announced or available information about the underlying collateral held.\n\nThe following is an aged analysis of the trade and other receivables that were past due at the end of the reporting period but not impaired:\n\n29. 貿易及其他應收款項（續）\n\n經相關集團公司之管理層審視應收貿易賬款、有期貸款及其他應收款項的情況後（根據應收貿易賬項、有期貸款及其他應收款項的最新情況及最新公佈或得到的有關抵押品的資料）之減值虧損於損益中確認。\n\n以下為於報告期末之已逾期但無減值之貿易及其他應收款項之賬齡分析：\n\n
2016 \n二零一六年2015\n二零一五年
HK$ Million \n百萬港元HK$ Million\n百萬港元
Less than 31 days 少於31日10.612.4
31 to 60 days 31至60日5.24.0
61 to 90 days 61至90日3.75.1
91 to 180 days 91��180日2.23.8
Over 180 days 180日以上0.10.9
21.826.2
\n\nThe carrying amounts of the trade and other receivables at amortised cost approximate their fair values.\n\nFurther details on financial risk management of trade and other receivables are disclosed in note 40.\n\n按攤銷成本計值之貿易及其他應收款項的賬面值與其公平價值相若。\n\n貿易及其他應收款項之金融風險管理之進一步詳情載於附註40。"} +{"pdf_name": "20787494_185.pdf", "language": "en", "markdown": "# 30. AMOUNTS DUE FROM ASSOCIATES AND JOINT VENTURES\n\n# (i) Amounts due from associates\n\n30. 聯營公司及合營公司欠款\n\n(i) 聯營公司欠款\n\n
2016 \n二零一六年2015\n二零一五年
HK$ Million \n百萬港元HK$ Million\n百萬港元
Advances 墊款395.5323.9
Less: impairment allowance 減：減值撥備(17.1)(17.1)
378.4306.8
Analysed for reporting purposes as: 為呈報目的所作之分析：
Non-current assets 非流動資產257.473.5
Current assets 流動資產121.0233.3
378.4306.8
Gross amount of impaired 聯營公司有減值\nadvances to associates 墊款總額17.317.3
Individually assessed 個別評估\nimpairment allowances 減值撥備
At 1st January and 於一月一日及\n31st December 於十二月三十一日(17.1)(17.1)
Net carriynig amount of mpaired 聯營公司已減值墊款\nadvances to associates 賬面淨值0.20.2
"} +{"pdf_name": "11749087_4.pdf", "language": "en", "markdown": "# 3 Proof of Theorem 1.2\n\nFor the rest of this section, we fix a separable topological group H, and assume that \\( \\phi : { \\mathrm { H o m e o } } ( M ) \\to H \\) is a homomorphism. For simplicity, we first treat only the case where M is closed; modifications for the case where \\( \\partial M \\ne \\emptyset \\) and the relative case of \\( \\mathrm { H o m e o } _ { 0 } ( M \\, \\mathrm { r e l } \\, N ) \\) are discussed in Section 4.1, along with a comment for noncompact M.\n\nThe proof is somewhat involved, so we have divided it into three major steps. The first is general set-up; the second a “localized” version of continuity (for homeomorphisms with support in a small ball), and the third step improves this local result to a global version by careful use of the fragmentation property. There is a delicate balancing act between steps 2 and 3; in particular, it will be necessary to construct a particular kind of efficient cover of the manifold M to use in the fragmentation argument.\n\n# Step 1: set-up for the proof\n\nSince \\( \\phi \\) is a group homomorphism, it suffices to show continuity at the identity. In other words, we need to prove the following.\n\n3.1. For any neighborhood V of the identity in H, there exists a neighborhood U of the identity in \\( \\operatorname { H o m e o } _ { 0 } ( M ) \\) such that \\( U \\subset \\phi ^ { - 1 } ( \\breve { V } ) \\).\n\nWe first use the Baire category theorem to extract an “approximate” version of condition 3.1.\n\nLemma 3.2. Let V be a neighborhood of the identity in H. There exists a neighborhood U of the identity in \\( \\operatorname { H o m e o } _ { 0 } ( M ) \\) such that U is contained in the closure of \\( \\phi ^ { - 1 } ( V ) \\).\n\nRemark 3.3. The proof given below works generally for homomorphisms from any Polish group to a separable group; see e.g. [4] for one instance of this (where it is called “Baire category continuity”) and [14] for another in the context of groups with the “Steinhaus property”.\n\nProof of Lemma 3.2. Take a smaller neighborhood of the identity \\( V _ { 0 } \\subset V \\) such that \\( V _ { 0 } \\) is symmetric (i.e. \\( v \\in V _ { 0 } \\Leftrightarrow v ^ { - 1 } \\in V _ { 0 } ) \\), and such that \\( V _ { 0 } ^ { 4 } \\subset V \\). Let \\( \\{ h _ { i } \\} \\) be a countable dense subset of H, so that\n\n\\[ H = \\bigcup _ { i } h _ { i } V _ { 0 } . \\]\n\nLet \\( W = \\phi ^ { - 1 } ( V _ { 0 } ^ { 2 } ) . \\). For each translate \\( h _ { i } V _ { 0 } \\) that intersects the image of \\( \\mathrm { H o m e o } _ { 0 } ( M ) \\), choose an element \\( \\phi ( g _ { i } ) \\in h _ { i } V _ { 0 } \\). Then \\( \\phi ( g _ { i } ) = h _ { i } v _ { i } \\) for some \\( v _ { i } \\in V \\), and so\n\n\\[ h _ { i } V _ { 0 } = \\phi ( g _ { i } ) v _ { i } ^ { - 1 } V _ { 0 } \\subset \\phi ( g _ { i } ) V _ { 0 } ^ { 2 } . \\]\n\nThus\n\n\\[ H = \\bigcup _ { i } \\phi ( g _ { i } ) V _ { 0 } ^ { 2 } \\]\n\nand, taking pre-images, we have\n\n\\[ { \\mathrm { H o m e o } } ( M ) = \\bigcup _ { i } g _ { i } W \\]\n\nSince \\( { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) is a Baire space, it cannot be covered by countably many nowhere dense sets. Thus, W is dense in the neighborhood of some \\( g \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\), so"} +{"pdf_name": "11749087_5.pdf", "language": "en", "markdown": "\\[ W W ^ { - 1 } = \\phi ^ { - 1 } ( V _ { 0 } ^ { 4 } ) \\subset \\phi ^ { - 1 } ( V ) \\]\n\nis dense in some neighborhood of the identity in \\( \\mathrm { H o m e o } _ { 0 } ( M ) \\). This proves the lemma.\n\nOf course, improving “dense in a neighborhood of the identity” to “contains a neighborhood of the identity” is a nontrivial matter and the main goal of this work!\n\n# Step 2: A localized version (after Rosendal)\n\nAs in Step 1, assume that we have fixed a homomorphism \\( \\phi : { \\mathrm { H o m e o } } ( M ) \\to H \\), and a neighborhood V of the identity in H, with the aim of showing that \\( \\phi \\) satisfies condition 3.1.\n\nThe “localized version” of Condition 3.1 that we aim to prove here states, loosely speaking, that a homeomorphism \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with sufficiently small support lies in \\( \\phi ^ { - 1 } ( V ) \\). The precise statement that we will use in the next step is given in Lemma 3.8 below. Our strategy is to build up to this statement gradually, using a series of lemmata guided by Rosendal’s work in [13].\n\nNotation 3.4. As in Lemma 3.2, we start by fixing a smaller, symmetric neighborhood of the identity \\( V _ { 0 } \\subset V \\) such that \\( V _ { 0 } ^ { 8 } \\subset V \\). Let \\( W = \\phi ^ { - 1 } ( V _ { 0 } ) \\).\n\nThe first lemma is a very rough version of our end goal. It states that in any neighborhood of any point of M, we can find an open ball so that all diffeomorphisms supported on that ball are restrictions of elements in \\( \\phi ^ { - 1 } ( V _ { 0 } ^ { 2 } ) \\subset \\phi ^ { - 1 } ( V ) \\).\n\nLemma 3.5. Let \\( B \\subset M \\) be an embedded ball. There exists a ball \\( B ^ { \\prime } \\subset B \\) such that for every \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f ) \\subset B ^ { \\prime } \\), there is an element \\( w _ { f } \\in W ^ { 2 } \\) with \\( \\operatorname { s u p p } ( w ) \\subset B \\) and such that the restriction of \\( w _ { f } \\) to \\( B ^ { \\prime } \\) agrees with f.\n\nProof. Let \\( B \\subset M \\) be an embedded ball. The argument from the proof of Lemma 3.2 implies that there exists a countable set \\( \\{ g _ { i } \\} \\subset { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) such that\n\n\\[ { \\mathrm { H o m e o } } ( M ) = \\bigcup _ { i } g _ { i } W . \\]\n\nWe first prove a related claim for these translates of W.\n\nClaim 3.6. There exists a ball \\( B ^ { \\prime } \\subset B \\), and a left translate \\( g _ { i } W \\) such that if \\( \\operatorname { s u p p } ( f ) \\subset B ^ { \\prime } \\), then there exists \\( w _ { f } \\in g _ { i } W \\) such that\n\ni) \\( \\operatorname { s u p p } ( w _ { f } ) \\subset B \\), and\n\nii) the restriction of \\( w _ { f } \\) to \\( B ^ { \\prime } \\) agrees with f.\n\nProof of claim. Let \\( B _ { i } \\), \\( i = 1 , 2 , \\dots \\). be a sequence of disjoint balls with disjoint closures and with the closure of \\( \\bigcup _ { i = 1 } ^ { \\infty } B _ { i } \\) contained in B.\n\nWe will show that for some i, every \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f ) \\subset B _ { i } \\) agrees with the restriction of an element of \\( g _ { i } W \\) supported on B.\n\nSuppose for contradiction that this is not the case. Then there is a sequence \\( f _ { i } \\in \\)\\( \\mathrm { H o m e o } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f _ { i } ) \\subset B _ { i } \\) and such that \\( f _ { i } \\) does not agree with the restriction to"} +{"pdf_name": "11758678_105.pdf", "language": "en", "markdown": "# NOTE 10 — OTHER ASSETS\n\n
(In thousands)March 2019March 2018December 2017
Computer software, net of accumulated amortization of: March 2019 -\n$215,491; March 2018 - $183,200; December 2017 - $171,147$ 224,601$ 239,935$ 232,237
Investments held for deferred comlpensation Npans (ote 15)206,633201,870203,780
Deferred income taxes (Note 18)109,551105,493103,601
Pension assets (Note 15)117,40576,67182,296
Deposits53,60245,32145,225
Partnership stores and shop-in-shop costs, net of accumulated\namortization of: March 2019 - $100,125; March 2018 - $123,812;\nDecember 2017 - $118,64331,65533,16134,149
Derivative financial instruments (Note 23)9,1894,6592,199
Other investments13,07112,43312,697
Deferred line of credit issuance costs2,1219611,078
Other79,07182,53766,413
Other assets$ 846,899$ 803,041$ 783,675
\n\n# NOTE 11 — SHORT-TERM BORROWINGS\n\n
(In thousands)March 2019March 2018December 2017
Commercial paper borrowings$ 650,000$ 1,500,000$ 705,000
International borrowing arrangements15,05525,10624,384
Short-term borrowings$ 665,055$ 1,525,106$ 729,384
\n\nIn December 2018, VF entered into a \\$2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”) that expires December 2023. The Global Credit Facility replaced VF's \\$2.25 billion revolving facility which was scheduled to expire in April 2020. VF may request an unlimited number of one year extensions so long as each extension does not cause the remaining life of the Global Credit Facility to exceed five years, subject to stated terms and conditions. The Global Credit Facility may be used to borrow funds in both U.S. dollar and certain non-U.S. dollar currencies, and has a \\$50.0 million letter of credit sublimit. In addition, the Global Credit Facility supports VF’s U.S. commercial paper program for short-term, seasonal working capital requirements and general corporate purposes, including share repurchases and acquisitions. Borrowings under the Global Credit Facility are priced at a credit spread of 81.0 basis points over the appropriate LIBOR benchmark for each currency. VF is also required to pay a facility fee to the lenders, currently equal to 6.5 basis points of the committed amount of the facility. The credit spread and facility fee are subject to adjustment based on VF’s credit ratings. The prior revolving credit facility was priced at a credit spread of 80.5 basis points over the appropriate LIBOR benchmark for each currency and VF was required to pay a facility fee to the lenders equal to 7.0 basis points of the committed amount of the facility.\n\nThe Global Credit Facility contains certain restrictive covenants, which include maintenance of a consolidated indebtedness to consolidated capitalization ratio, as defined therein, equal to or below 60%. If VF fails in the performance of any covenants, the lenders may terminate their obligation to make advances and declare any outstanding obligations to be immediately due and payable. As of March 2019, VF was in compliance with all covenants.\n\nVF’s commercial paper program allows for borrowings of up to \\$2.25 billionto the extent it has borrowing capacity under the Global Credit Facility. Outstanding commercial paper borrowings totaled \\$650.0 million, \\$1.50 billion and \\$705.0 million at March 2019, March 2018 and December 2017, respectively. The Global Credit Facility also had \\$15.3 million of outstanding standby letters of credit issued on behalf of VF as of March 2019, March 2018 and December 2017, leaving \\$1.58 billion, \\$734.7 million and \\$1.53 billion as of March 2019, March 2018 and December 2017, respectively, available for borrowing against this facility.\n\nVF has \\$179.5 million of international lines of credit with various banks, which are uncommitted and may be terminated at any time by either VF or the banks. Total outstanding balances under these arrangements were \\$15.1 million, \\$25.1 million and \\$24.4 million at March 2019, March 2018 and December 2017, respectively. Borrowings under these arrangements had a weighted average interest rate of 24.6%, 12.0% and 9.9% at March 2019, March 2018 and December 2017, respectively, excluding accepted letters of credit which are non-interest bearing to VF. The interest-bearing borrowings include short-term borrowings in Argentina."} +{"pdf_name": "11758678_106.pdf", "language": "en", "markdown": "# NOTE 12 — ACCRUED LIABILITIES\n\n
(In thousands)March 2019March 2018December 2017
Compensation$ 341,988$ 135,247$ 249,929
Customer discounts and allowances225,48428,60446,169
Other taxes153,355160,173155,969
Income taxes68,05467,417134,837
Restructuring86,60242,75732,438
Advertising40,93840,32248,554
Freihgt, duties and postage40,70346,28143,584
Deferred compensation (Note 15)18,22633,59038,885
Interest23,25025,48316,317
Derivative financial instruments (Note 23)18,59096,08787,205
Insurance15,63418,86717,814
Product warranty claims (Note 14)12,61812,86212,833
Pension liabilities (Note 15)10,26032,81427,277
Other240,851197,923234,724
Accrued liabilities$ 1,296,553$ 938,427$ 1,146,535
\n\n# NOTE 13 — LONG-TERM DEBT\n\n
(In thousands)March 2019March 2018December 2017
3.50% notes, due 2021$ 498,450$ 497,852$ 497,705
0.625% notes, due 2023949,0491,041,5771,015,500
6.00% notes, due 2033292,982292,648292,568
6.45% notes, due 2037346,534346,346346,300
Caillpta eases34,13240,39741,881
Total long-term debt2,121,1472,218,8202,193,954
Less current portion5,2636,2656,165
Long-term debt, due beyond one year$ 2,115,884$ 2,212,555$ 2,187,789
\n\nInterest payments are due annually on the 2023 notes and semiannually on all other notes.\n\nAll notes, along with any amounts outstanding under the Global Credit Facility (Note 11), rank equally as senior unsecured obligations of VF. All notes contain customary covenants and events of default, including limitations on liens and sale-leaseback transactions and a cross-acceleration event of default. The cross-acceleration provision of the 2033 notes is triggered if more than \\$50.0 million of other debt is in default and has been accelerated by the lenders. For the other notes, the cross-acceleration trigger is \\$100.0 million. If VF fails in the performance of any covenant under the indentures that govern the respective notes, the trustee or lenders may declare the principal due and payable immediately. As of March 2019, VF was in compliance with all covenants. None of the long-term debt agreements contain acceleration of maturity clauses based solely on changes in credit ratings. However, if there were a change in control of VF and, as a result of the change in control, the 2021, 2023 and 2037 notes were rated below investment grade by recognized rating agencies, then VF would be obligated to repurchase those notes at 101% of the aggregate principal amount plus any accrued interest.\n\nVF may redeem its notes, in whole or in part, at a price equal to the greater of (i) 100% of the principal amount, plus accrued interest to the redemption date, or (ii) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date at an adjusted treasury rate, as defined, plus 20 basis points for the 2021 notes, 15 basis points for the 2023 and 2033 notes, and 25 basis points for the 2037 notes, plus accrued interest to the redemption date. In addition, the 2021 and 2023 notes can be redeemed at 100% of the principal amount plus accrued interest to the redemption date within the three months prior to maturity.\n\nThe 2021 notes have a principal balance of \\$500.0 million and are recorded net of unamortized original issue discount and debt issuance costs. Interest expense on these notes is recorded at an effective annual interest rate of 4.69%, including amortization of a deferred loss on an interest rate hedging contract (Note 23), original issue discount and debt issuance costs.\n\nThe 2023 notes have a principal balance of €850.0 million and are recorded net of unamortized original issue discount and debt issuance costs. Interest expense on these notes is recorded at an"} +{"pdf_name": "20782837_219.pdf", "language": "en", "markdown": "Institution Practicing License issued by Yinchuan Approval Service Administration (銀川市審批服務管理局). The license stipulates that the licensed diagnostic and treatment services shall be provided via the Internet. Our PRC Legal Adviser has advised that it remains uncertain whether the foreign investment restrictions applicable to “medical institutions” would apply to Yinchuan Yimaitong.\n\nOn February 2, 2021, our PRC Legal Adviser and the PRC legal adviser of the Joint Sponsors conducted an interview with the director of Yinchuan Data Industrial Development Service Center(銀川市大數據產業發展服務中心) as the examination and verification authority responsible for the online precondition review for the application of the Medical Institution Practicing License. Yinchuan Data Industrial Development Service Center confirmed that they would not issue the Certificate of the City-level Internet Hospital Regulatory Platforms (市級互聯網醫院監管平台證明) (the “Certificate”) if there is any foreign investor investing in Yinchuan Yimaitong. Without the Certificate from Yinchuan Data Industrial Development Service Center, Yinchuan Approval Service Administration (銀川市審批服務管理局), the ultimate authority to approve applications for the operation of Internet hospital service, will not proceed with the issuance of the Medical Institution Practicing License. On February 3, 2021, our PRC Legal Adviser and the PRC legal adviser of the Joint Sponsors conducted an interview with the division deputy director of Yinchuan Approval Service Administration. Yinchuan Approval Service Administration confirmed that the establishment of sino-foreign equityj oint venture Internet hospitals is prohibited, and there is no precedent for any sino-foreignj oint venture of Internet hospitals.\n\nOur PRC Legal Adviser confirmed that (i) each of Yinchuan Data Industrial Development Service Center and Yinchuan Approval Service Administration is a competent authority on the basis that (a) according to the Provisions on the Function Configuration and Internal Organizations of Yinchuan Approval Service Administration (《銀川市審批服務管理局職能配置和內設機構規定》) promulgated on July 13, 2020, the responsibilities of Yinchuan Approval Service Administration include approving the establishment and operation of medical institutions and Yinchuan Approval Service Administration confirmed during the interview that it is the approval department for the establishment of Internet hospitals, and (b) Yinchuan Data Industrial Development Service Center is the approval authority with respect to the issuance of the Certificate, being a prerequisite and necessary document without which Yinchuan Approval Service Administration will not proceed with the issuance of the Medical Institution Practicing License, and (ii) the interviewees are the director of Yinchuan Data Industrial Development Service Center and the division deputy director of Yinchuan Approval Service Administration and they are competent authorities to give the confirmation above-mentioned, and, based on such confirmation, our Company is currently unable to establish a sino-foreign equityj oint venture to obtain the Medical Institution Practicing License for Internet hospital."} +{"pdf_name": "20782837_220.pdf", "language": "en", "markdown": "# (iii) “Restricted” — Foreign-Related Investigation Service\n\nUnder precision marketing and corporate solutions, Yimaihutong provides digital market research solutions to overseas pharmaceutical companies under eSurvey on our Medlive platform, which is considered to be engaged in foreign-related market investigation business, and as such, Yimaihutong is required to hold a Foreign-Related Investigation License. According to the Measures for the Administration of Foreign-related Investigation (涉外調查管理辦法) issued by the National Bureau of Statistics of China (國家統計局) on October 13, 2004, (i) the National Bureau of Statistics shall be in charge of the qualification evaluation for institutions applying for Foreign-Related Investigation License and (ii) no overseas organization or individual may directly conduct any market or social investigation in China or conduct any market or social investigation through any institution without the foreign-related investigation license. In addition, the Negative List requires market investigation shall only be limited to the form of equityj oint venture; for radio and television ratings survey therein, controlling stake shall be held by the Chinese Party.\n\nBased on consultations on March 29, 2021 and June 9, 2021, in both cases with the duty officer of Civilian and Foreign-related Investigation Management Office of the Law Enforcement Supervision Bureau under the National Bureau of Statistics of China (國家統計局執法監督局民間和涉外調查管理處) which is the relevant competent authority, (i) companies that engages in market investigation shall only be limited to the form of sino-foreign equityj oint venture and the National Bureau of Statistics of China has discretion over the specific proportion of equities held by foreign investors, (ii) foreign investments in companies that engages in social investigation are prohibited, and (iii) given the nature of the business of Yimaihutong and the types of investigations that it conducts or may conduct, we will not be granted a Foreign-Related Investigation License through any sino-foreign equityj oint venture. Based on the aforesaid, it is concluded that foreign investment in Yimaihutong is prohibited. The consultations were conducted in the form of telephone consultation, through the consultation telephone hotline posted on the official website of National Bureau of Statistics of China, regarding the foreign-related investigation license approval. As advised by our PRC Legal Adviser, the National Bureau of Statistics of China is the competent authority.\n\nThe provision of digital market research solutions to overseas pharmaceutical companies by Yimaihutong is part of our precision marketing and corporate solutions which forms an integral part of the operations of our Medlive platform. Given that Yimaihutong also engages in value-added telecommunications services and plans to engage in radio and television program production business and Internet culture business, which are subject to foreign investment restrictions or prohibitions as disclosed in this prospectus and highly integrated, corelated and inseparable from each other, we are restricted from holding direct interests in Yimaihutong, despite the fact that foreign investors may engage in market investigation through sino-foreign equityj oint ventures."} +{"pdf_name": "2613503_119.pdf", "language": "en", "markdown": "# 31. STATEMENT OF FINANCIAL POSITION OF THE COMPANY (CONTINUED)\n\n# (a) Reserves\n\nThe amounts of the Group’s reserves and the movements therein for the current and prior years are presented in the consolidated statement of changes in equity of the financial statements. Movements in the Company’s reserves during the current and prior years are as follows:\n\n
Share \npremiumContributed \nsurplusCapital \nreserveAccumulated \nlossesTotal
HK$’000HK$’000HK$’000HK$’000HK$’000
(Note)
At 31 March 2016 and \n1 April 2016 \nLoss for the year23,811 \n–22,968 \n–7,453 \n–(18,557) \n(6,924)35,675\n(6,924)
As at 31 March 201723,81122,9687,453(25,481)28,751
Loss for the year–––(5,730)(5,730)
Issue of shares upon \nsubscription180,600–––180,600
Transaction costs \nattributable to subscription \nof shares(725)–––(725)
As at 31 March 2018203,68622,9687,453(31,211)202,896
\n\nNote:\n\nPursuant to a written confirmation on 23 March 2015, two of the Company’s shareholders, Fortune Decade and Twilight Treasure, agreed to bear the listing expenses in connection with 120,000,000 sales shares sold through the placing of the Company’s shares took place during the year ended 31 March 2015 and reimburse their share of these expenses to the Company upon the listing of shares of the Company on the GEM of the Stock Exchange. The reimbursement of approximately HK\\$7,453,000 by these shareholders in their capacity as shareholders was accounted for as capital contribution to the Company."} +{"pdf_name": "2613503_120.pdf", "language": "en", "markdown": "# 32. PARTICULARS OF PRINCIPAL SUBSIDIARIES OF THE COMPANY\n\n# (i) General information of subsidiaries\n\nDetails of the Company’s principal subsidiaries at 31 March 2018 and 2017 are as follows:\n\n
Name of subsidiariesPlace of \nincorporation \nor registration/\noperationIssued \nand fully \npaid share \ncapital/\nregistered \ncapitalPercentage of nominal \nvalue of issued ordinary \nshare capital held by \nthe CompanyForms of \nlegal entityPrincipal \nactivities
DirectlyIndirectly
%%
Win VisionBVIUS$1100–Wholly- owned \nforeign companyInvestment holding,
Kwan on Construction \nCompany Limited \n(“Kwan On”)Hong KongHK$1–100Private limited \ncompanyCivil engineering \nconstruction
Univic Engineering Limited \n(“UEL”)Hong KongHK$100–100Private limited \ncompanyProvision of contracting \nwork on civil \nplumbing, fire \nprotection, insulation, \nconcrete repairs and \nrelated activities
Univic Engineering & \nConstruction LimitedHong KongHK$1–100Private limited \ncompanyProvision of civil, \nplumbing and \nfire protection \nengineering contract \nservices
Univic Earthworks LimitedHong KongHK$1–100Private limited \ncompanyProvision of civil and \nplumbing engineering \ncontract services
Univic Building Contractors \nLimitedHong KongHK$1–100Private limited \ncompanyProvision of \nconstruction site \nworkmen services
Univic Construction \nResources Limited \n(“UCRL”)Hong KongHK$1–100Private limited \ncompanyProvision of \nconstruction site \nworkmen services
Univic Fireproofing & \nConstruction Limited \n(“UFCL”)Hong KongHK$1–100Private limited \ncompanyTrading of diesel \nand provision of \nconstruction site \nworkmen services
"} +{"pdf_name": "20792081_60.pdf", "language": "en", "markdown": "In response to our findings, and evidence from other supervisory work, in September 2010 we published proposed changes to complaints handling rules in CP10/21.22 We expect to publish a Policy Statement in this area in Q2 2011. As set out in the CP, we propose to:\n\n• abolish the two-stage complaints handling process;\n\n• require firms to identify a senior individual responsible for complaints handling; and\n\n• set out how firms can meet existing requirements to undertake root cause analysis and have regard to decisions made by the ombudsman service.\n\nWe also propose increasing the ombudsman service’s award limit to \\( \\mathcal { E } \\) 150,000 to reflect its fall in real terms since the limit was last raised.\n\nRegulated firms currently report to us that they receive around four million complaints from customers each year. New rules now require firms to publish their own complaints data.\n\nWe published this firm-specific data for the first time in September 2010, enabling customers to compare and contrast the way firms deal with their complaints.\n\n# 2.2 Unfair terms in mortgage contracts\n\nA number of mortgage lenders have proposed, or taken, action in their standard mortgage contracts which is to the detriment of consumers. While firms may have prudential reasons for taking these actions, and may wish to balance the interests of savers and borrowers, they need to handle the whole process carefully to not breach FSA rules and principles (including Treating Customers Fairly) or the law.\n\nSome firms are seeking to boost their revenues by including terms that move consumers from their discounted initial rate deal to the firms’ Standard Variable Rate (SVR) in particular situations. We have come across firms using terms to change a consumer’s mortgage to the firm’s SVR if the consumer breaches any of the conditions of the mortgage, regardless of the significance of the breach. This could result in the consumer paying a significantly higher interest rate than they had originally expected.\n\nWe have seen some lenders use contractual terms including terms that demand immediate repayment of the mortgage if, in their opinion, the consumer’s circumstances have only changed to a minor degree or the consumer has committed a minor breach of the terms and conditions of the mortgage. It would appear that such terms could give firms wide discretion to demand repayment of the mortgage, to the detriment of consumers.\n\nTo address these matters, we have published undertakings under the Unfair Terms in Consumer Contracts Regulations 1999 from firms agreeing not to apply such terms unfairly. We have also reminded firms with similar terms in their contracts of the messages contained in these undertakings.\n\n# 2.3 Treatment of mortgage customers in arrears\n\nAs we showed in Chapter A, the combination of very low interest rates, an unemployment increase less than feared, and a fall in house prices less than some commentators had predicted has so far limited the impact of the financial crisis on homeowners. This has meant that after rising arrears and repossessions in 2008/9, numbers fell back slightly in the first half of 2010. Regulatory action to require appropriate forbearance has also had an effect.\n\n---\n\n22 CP10/21 Consumer complaints: The ombudsman award limit and changes to complaints-handling rules, September 2010, The ombudsman service and FSA."} +{"pdf_name": "20792081_61.pdf", "language": "en", "markdown": "While most mainstream lenders are treating customers in arrears fairly, we have seen a number of problems, primarily with specialist lenders. These problems include:\n\n• Unfair charges – Information provided to customers on arrears charges is often unclear, charges are sometimes applied in circumstances that do not appear to be compatible with treating customers fairly, and there is little evidence that firms are ensuring arrears charges overall reflect the additional cost of administering these cases.\n\n• Inadequate controls in outsourcing arrangements – Some lenders do not have adequate controls in place to ensure that, where they outsource arrears handling, the third party is treating customers fairly. Frontline staff in third party administrators (TPAs) often lacked the training and competence to deliver the fair customer outcomes required under MCOB 13, and TPAs’ own oversight of their business was inadequate to detect and deal with the detriment customers suffered as a result.\n\n• Impaired credit lenders are much more inclined than mainstream lenders to impose a ‘one size fits all’ policy and move swiftly to take possession, without establishing borrowers’ individual circumstances. Their internal controls and training and competence arrangements are also noticeably less developed than those of mainstream lenders. There is anecdotal evidence that the terms of securitisation covenants are restricting their ability to treat customers in arrears fairly.\n\nWe have taken enforcement action against mortgage firms where we identified breaches in our rules or principles. Some of the lenders we visited more recently are taking steps to rectify earlier failings, in particular by collecting more information on customers’ income and expenditure when they fall into arrears, and tailoring their response in each case to the individual’s circumstances. But this is an area that will require continuing vigilance, particularly if there is a deterioration in the general economic environment or interest rates start to rise.\n\n# 2.4 Payment Protection Insurance (PPI)\n\nPPI mis-selling has been a significant issue in recent years, giving rise to consumer detriment, and has been covered in previous FROs.\n\nSince we took over the regulation of PPI we have, amongst other things, carried out three thematic reviews and reports, issued warnings, visited over 200 firms and taken enforcement action against 24 firms. In addition, the PPI market was subject to a Competition Commission enquiry which began in 2007.\n\nIn August 2010, we published a Policy Statement, PS10/12, The assessment and redress of PPI complaints. This set out a package of measures designed to ensure that firms handle PPI complaints more fairly and consistently, and deliver fairer outcomes to customers who may have been mis-sold PPI but who have not complained.\n\nThe latest development is the judicial review of PS10/12, launched by the British Bankers’ Association (with Nemo Personal Finance subsequently joining as an interested party) on 8 October 2010. This challenge was considered by the Administrative Court in late January 2011 and a decision will follow."} +{"pdf_name": "9327202_279.pdf", "language": "en", "markdown": "# Financial assets\n\nThe Group’s financial assets are classified into loans and receivables and financial assets at fair value through profit or loss (‘‘FVTPL’’). The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.\n\n# Effective interest method\n\nThe effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.\n\nInterest income is recognised on an effective interest basis for debt instrument other than those financial assets classified as at FVTPL, of which interest income is included in net gains or losses.\n\n# Financial assets at FVTPL\n\nFinancial assets are classified as financial assets at FVTPL when it is a derivative that is not designated and effective as a hedging instrument; or it forms part of a contract containing one or more embedded derivatives, and HKAS 39 permits the entire combined contract to be designated as at FVTPL upon initial recognition.\n\nFinancial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in the profit or loss excludes any interest earned on the financial assets and is included in ‘‘other gains and losses’’ line item. Fair value is determined in the manner described in note 7.\n\n# Loans and receivables\n\nLoans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Subsequent to initial recognition, loans and receivables (including trade and other receivables, amounts due from related parties and bank balances and cash) are carried at amortised cost using the effective interest method, less any impairment (see accounting policy on impairment loss on financial assets below).\n\nInterest income is recognised by applying the effective interest rate, except for short-term receivables where the recognition of interest would be immaterial.\n\n# Impairment of financial assets\n\nFinancial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the financial assets have been affected.\n\nObjective evidence of impairment could include:\n\n. significant financial difficulty of the issuer or counterparty; or\n\n. breach of contract, such as a default or delinquency in interest or principal payments; or\n\n. it becoming probable that the borrower will enter bankruptcy or financial re-organisation.\n\nImpairment loss for loans and receivables are assessed on an individual basis."} +{"pdf_name": "9327202_280.pdf", "language": "en", "markdown": "For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference between the asset’s carrying amount and the present value of the estimated future cash flows discounted at the financial asset’s original effective interest rate.\n\nThe carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited to profit or loss.\n\nFor financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.\n\n# Financial liabilities and equity instruments\n\nFinancial liabilities and equity instruments issued by an entity are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.\n\n# Equity instruments\n\nAn equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.\n\n# Financial liabilities\n\nFinancial liabilities (including trade and other payables and accruals) are subsequently measured at amortised cost, using the effective interest method.\n\n# Effective interest method\n\nThe effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. Interest expense is recognised on an effective interest basis.\n\n# Derivative financial instruments\n\nDerivatives are initially recognised at fair value at the date when derivative contracts are entered into and are subsequently remeasured to their fair value at the end of the reporting period. The resulting gain or loss is recognised in profit or loss immediately.\n\n# Derecognition\n\nThe Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire.\n\nOn derecognition of a financial asset, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss."} +{"pdf_name": "9251000_2.pdf", "language": "en", "markdown": "April 202041\n\n(01333 HK)中国忠旺China Zhongwang\n\nReportCompany\n\nof aluminum flat-rolled products to rise due to product mix improvement. The Company holds great competitive advantages in the production of aluminum extrusion and flat-rolled products. The Company is the largest producer of aluminum alloy formwork in China, with over 40% of total market share in 2019 according to Antaike, and confronts little competition in the domestic market. The Company is able to maintain the selling price of aluminum alloy formwork and collect considerable processing fees. In 2019, the ASP of aluminum alloy formwork rose slightly while aluminum price declined by about RMB400/t. We believe that the Company is able to maintain the ASP of aluminum alloy formwork. The average processing fees of industrial aluminum extrusion products also rose slightly in 2019. The average processing fees of industrial aluminum extrusion products were mainly determined by the product mix. The extrusion production lines of the Company are expected to run at full capacity and we expect the processing fees assumptions of industrial aluminum extrusion products to be maintained. We believe that newly installed extrusion capacity will be allocated to products with higher value. We expect the profitability of extrusion lines to continue to improve due to product mix change. However, we believe average processing fees of aluminum extrusion products of the Company to decline moderately in 2020 as downstream demand will be severely hit by the global outbreak of COVID-19 and consumers may require lower ASP of their products. The processing fees of flat-rolled products in 2019 decreased as the Company only produced standard products with lower processing fees. Although total output of aluminum flat-rolled products increased rapidly, they were still low-value standard products. We expect such situation to change in 2020. As the Company has acquired more authentication of high-end products, it will produce more flat-rolled products with higher processing fees. The Company has already been conducting authentication for 3 years and we believe that more authentication of high-end products will be acquired in the coming years, which will improve the profitability of its flat-rolled production lines. We believe that more high-end products will be put into production in the future and raise average processing fees of flat-rolled products.\n\nRevise down TP of the Company to HK\\$2.05, and downgrade to \"Neutral\". China Zhongwang is a leading processed aluminum product developer and manufacturer in Asia. The Company has established competitive advantages in the aluminum processing industry and we expect the Company to continue to lead in the aluminum processing industry. The commencement of production of high-value aluminum flat-rolled products will be the future profit driver of the Company and has complementary and synergistic effects with current industrial aluminum extrusion products. However, we expect total sale of aluminum extrusion products and flat-rolled products of the Company to be severely impacted by the global outbreak of the COVID-19 pandemic. We expect the output of aluminum alloy formwork and aluminum extrusion products of the Company to decrease by about 10%-20% in 2020 and total output of flat-rolled products to be around 500,000 tons. We expect processing fees assumptions of aluminum extrusion products to decline moderately, but processing fees of aluminum flat-rolled products to rise due to product mix improvement. We expect deep-processed products to grow fast in the next 3 years due to strong downstream consumption demand. The decline in net profit of the Company in 2019 was mainly due to business model adjustment and lower processing fees of flat-rolled products, the extrusion business of the Company still enjoys great competitive advantages. We believe that net profit of the Company holds great growth potential due to product mix change and output growth in the future. The operation of the Company is stable and we believe that the Company is able to get through the tough period of global COVID-19 pandemic. We revise down the TP of the Company to HK\\$2.05 due to lower market valuation level during the COVID-19 pandemic, which is equivalent to 6.0x FY20 PE and 0.4x FY20 PB. We downgrade the investment rating of the Company to \"Neutral\"."} +{"pdf_name": "9251000_3.pdf", "language": "en", "markdown": "April 202041\n\n(01333 HK)中国忠旺China Zhongwang\n\nReportCompany\n\n# Table-1: Peers Comparison\n\n
CompanyStock CodeCurrencyLast pricePE (fiscal year)PB (fiscal year)ROE(%)
18A19A20F21F18A19A20F21F20F
International Listed aluminum companies
Alcoa IncAA USUSD7.415.5n.a.n.a.n.a.0.20.30.40.4(23.1)
Norsk Hydro AsaNHY NONOK21.7010.4n.a.23.210.70.50.60.60.5(2.2)
Aluar AluminioALUA ARARS23.4031.79.710.56.12.42.4n.a.n.a.24.7
Nippon Light Metal Holdings5703 JPJPY164.005.64.99.57.00.60.50.50.511.4
Hindalco Industries LtdHNDL ININR109.854.04.55.26.50.40.40.40.49.8
National Aluminium Co LtdNACL ININR29.954.33.374.999.80.60.5n.a.n.a.16.5
Simple Average10.35.624.626.00.80.80.50.46.2
Weighted Average9.15.318.614.80.60.60.50.53.3
PRC listed aluminum companies
Aluminum Corp Of China Ltd-A601600 CHCNY2.9069.078.458.031.50.91.00.90.81.3
Shandong Nanshan Aluminum-A600219 CHCNY2.1012.815.013.117.50.70.60.60.64.2
Henan Shenhuo Coal & Power-A000933 CHCNY4.1932.26.912.16.91.31.0n.a.n.a.n.a.
Jiangsu Asia Pacific Light-A002540 CHCNY4.2914.516.2n.a.n.a.1.11.1n.a.n.a.6.9
Simple Average32.229.127.818.61.00.90.70.74.1
Weighted Average44.848.136.122.80.90.90.60.62.4
HK listed aluminum companies
Aluminum Corp Of China Ltd-H2600 HKHKD1.6733.539.823.913.80.50.50.50.41.3
China Hongqiao Group Ltd1378 HKHKD3.544.84.44.94.10.40.40.40.49.9
China Zhongwang Holdings Ltd1333 HKHKD1.992.84.1n.a.n.a.0.30.3n.a.n.a.8.9
Xingfa Aluminium Holdings98 HKHKD6.364.53.9n.a.n.a.0.90.8n.a.n.a.21.9
Simple Average11.413.014.48.90.50.50.40.410.5
Weighted Average19.622.916.510.00.40.50.40.45.6
HK listed nonferrous companies
Jiangxi Copper Co Ltd-H358 HKHKD7.659.19.511.99.40.50.40.50.44.8
Mmg Ltd1208 HKHKD1.4221.3n.a.473.317.11.21.51.41.3(20.3)
China Molybdenum Co Ltd-H3993 HKHKD2.329.322.722.717.61.11.11.11.14.5
United Co Rusal Plc486 HKHKD2.673.05.43.83.41.00.80.70.616.1
Simple Average10.712.5127.911.90.90.90.90.81.3
Weighted Average8.613.945.912.20.90.90.90.85.7
\n\nSource: Bloomberg, Guotai Junan International."} +{"pdf_name": "2896015_193.pdf", "language": "en", "markdown": "Changes in our accrued liabilities for severance expenses and leased real estate were as follows:\n\n
SeveranceReal\nEstate
(Dollars in millions)
Balance at December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . $ 14 80
Accrued to expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1734
Payments, net ......................................(89)(20)
Reversals and adjustments ............................ —3
Balance at December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . .9867
Accrued to expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .424
Liabilities assumed in acquisition of Level 3 ..............14
Payments, net ......................................(108)(13)
Reversals and adjustments ............................ —2
Balance at December 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . $ 3364
\n\n# (9) Employee Benefits\n\n# Pension, Post-Retirement and Other Post-Employment Benefits\n\nWe sponsor various defined benefit pension plans (qualified and non-qualified) which, in the aggregate, cover a substantial portion of our employees including legacy CenturyLink, legacy Qwest Communications International, Inc. (“Qwest”) and legacy Embarq employees. On December 31, 2015, we merged our existing qualified pension plans, which included merging the Qwest Pension Plan and Embarq Retirement Pension Plan into the CenturyLink Retirement Plan. The CenturyLink Retirement Plan was renamed the CenturyLink Combined Pension Plan (“Combined Plan”). Pension benefits for participants of the new Combined Plan who are represented by a collective bargaining agreement are based on negotiated schedules. All other participants’ pension benefits are based on each individual participant’s years of service and compensation. We also maintain non-qualified pension plans for certain current and former highly compensated employees. We maintain post-retirement benefit plans that provide health care and life insurance benefits for certain eligible retirees. We also provide other post-employment benefits for certain eligible former employees. We use a December 31 measurement date for all our plans.\n\n# Pension Benefits\n\nIn connection with the acquisition of Level 3 Communications, Inc. on November 1, 2017, we assumed defined benefit pension plans sponsored by various Level 3 companies for their employees. Based on a valuation analysis, we recognized a \\$20 million liability on November 1, 2017 for the unfunded status of the Level 3 pension plans, reflecting projected benefit obligations of 167 million, in excess of the \\$147 million fair value of plan assets.\n\nCurrent funding laws require a company with a pension shortfall to fund the annual cost of benefits earned in addition to a seven-year amortization of the shortfall. Our funding policy for our Combined Plan is to make contributions with the objective of accumulating sufficient assets to pay all qualified pension benefits when due under the terms of the plan. The accounting unfunded status of our qualified pension plan was \\$2.004 billion and\\$2.352 billion as of December 31, 2017 and 2016, respectively.\n\nWe made a voluntary cash contribution to our qualified pension plan of \\$100 million in both 2017 and 2016, and paid \\$5 million and \\$7 million of benefits directly to participants of our non-qualified pension plans in 2017 and 2016, respectively. Based on current laws and circumstances, we are not required to make any contributions to our qualified pension plan in 2018, but we currently expect to make a voluntary contribution of \\$100 million to the trust for our qualified pension plan in 2018. We estimate that in 2018 we will pay \\$5 million of benefits directly to participants of our non-qualified pension plans."} +{"pdf_name": "2896015_194.pdf", "language": "en", "markdown": "As mentioned above, we assumed in the Level 3 acquisition certain contributory and non-contributory employee pension plans, both qualified and non-qualified plans (the “Level 3 Pensions”). At December 31, 2017, the fair value of the Level 3 Pensions’ plan assets was \\$147 million, and the associated benefit obligation was\\$167 million. We recognized the unfunded status of Level 3’s pension plans of \\$20 million on our consolidated balance sheet as of December 31, 2017, and the net periodic benefit expense of less than \\$1 million for the period November 1, 2017 to December 31, 2017, in our consolidated income statement for the year ended December 31, 2017. Due to the insignificant amount of these pension plans, we have predominantly excluded them from the remaining employee benefit disclosures in this Note.\n\n# Post-Retirement Benefits\n\nIn connection with our acquisition of Level 3 Communications, Inc. on November 1, 2017, we assumed post-retirement benefit plans sponsored by Level 3 Communications, L.L.C. and Continental Level 3, Inc. for certain of its current and former employees. Based on a valuation analysis, we recognized less than \\$1 million in liability for the unfunded status of Level 3’s post-retirement benefit plans.\n\nOur post-retirement benefit plans provide post-retirement benefits to qualified retirees and allow (i) eligible employees retiring before certain dates to receive benefits at no or reduced cost and (ii) eligible employees retiring after certain dates to receive benefits on a shared cost basis. The post-retirement benefits not paid by the trusts are funded by us and we expect to continue funding these post-retirement obligations as benefits are paid. The accounting unfunded status of our qualified post-retirement benefit plan was \\$3.352 billion and\\$3.360 billion as of December 31, 2017 and 2016, respectively.\n\nAssets in the post-retirement trusts have been substantially depleted as of December 31, 2016; however we will continue to pay certain post-retirement benefits through the trusts. No contributions were made to the post-retirement trusts in 2017 and 2016. Benefits not paid from the trusts are expected to be paid directly by us with available cash. In 2017, we paid \\$237 million of post-retirement benefits, net of participant contributions and direct subsidies. In 2018, we expect to pay \\$283 million of post-retirement benefits, net of participant contributions and direct subsidies. The increase in anticipated post-retirement benefit payments is the result of increased utilization coupled with a continued rise in the cost of care.\n\nWe expect our health care cost trend rate to range from 5.0% to 6.5% in 2018, 5.0% to 7.0% in 2019, 5.0% to 6.5% in 2020 and grading to 4.50% by 2025. Our post-retirement benefit cost, for certain eligible legacy Qwest retirees and certain eligible legacy CenturyLink retirees, is capped at a set dollar amount. Therefore, those health care benefit obligations are not subject to increasing health care trends after the effective date of the caps.\n\nAs mentioned above, we assumed in the Level 3 acquisition certain post-retirement plans. Though largely unfunded, these post-retirement plans, in the aggregate, are immaterial to our consolidated financial statements. Due to the insignificant amount of these post-retirement plans, we have predominantly excluded them from the remaining employee benefit disclosures in this Note.\n\nA change of 100 basis points in the assumed initial health care cost trend rate would have had the following effects in 2017:\n\n
100 Basis\nPoints Change
Increase(Decrease)
(Dollars in millions)
Effect on the aggregate of the service and interest cost components of net periodic\npost-retirement benefit expense (consolidated statement of operations) . . . . . . . . . . . $ 2(2)
Effect on benefit obligation (consolidated balance sheet) . . . . . . . . . . . . . . . . . . . . . . . . 60(57)
"} +{"pdf_name": "11761055_65.pdf", "language": "en", "markdown": "The chart below sets forth the total sales value and sales volume of cigarettes in China from 2010 to 2015 and the forecast from 2016 to 2020:\n\nNote:\n\n(1) F refers to forecasted figures.\n\nSources: STMA; Ipsos research and analysis\n\nThe total sales volume of cigarettes in China grew steadily from approximately 2,342.1 billion sticks in 2010 to approximately 2,489.5 billion sticks in 2015 at a CAGR of 1.2%. The sales volume is forecasted to further grow from approximately 2,359.6 billion sticks in 2016 to approximately 2,413.0 billion sticks in 2020, at a CAGR of 0.6%. The total sales value of cigarettes in China steadily grew from RMB847.9 billion in 2010 to RMB1,422.3 billion in 2015 at a CAGR of 10.9%. The sales value is forecasted to further grow from RMB1,468.0 billion in 2016 to RMB1,749.6 billion in 2020, at a CAGR of 4.5%."} +{"pdf_name": "11761055_66.pdf", "language": "en", "markdown": "The chart below sets forth the total sales value and sales volume of cigarettes in Hubei Province from 2010 to 2015 and the forecast from 2016 to 2020:\n\nNote:\n\n(1) F refers to forecasted figures.\n\n# Sources: STMA; Ipsos research and analysis\n\nFrom 2010 to 2015, the sales volume of cigarettes in Hubei Province decreased slightly from approximately 73.8 billion sticks in 2010 to approximately 73.1 billion sticks in 2015 at a CAGR of-0.2%. The total sales value of cigarettes experienced growth from RMB26.4 billion in 2010 to RMB39.9 billion in 2015 at a CAGR of 8.6%. Both sales volume and sales value of cigarettes in Hubei Province are expected to increase over the forecast period. The sales volume is expected to increase to approximately 71.9 billion sticks in 2020 from 70.2 billion sticks in 2016 with a CAGR of 0.6%, while the sales value is expected to reach RMB47.9 billion in 2020 from RMB41.5 billion in 2016 at a CAGR of 3.7%. The increase in sales value can be attributed to the STMA’s promotion of mid to high-end cigarettes and consumers’ increasing preference for mid to high-end cigarettes driven by the increasing income level and higher purchasing power of consumers. Despite the decrease in sales volume of cigarettes in 2015 and 2016 due to the slowdown of the Chinese GDP growth and the rise in specific tax from 5% to 11% in 2015 imposed by the government, the sales volume and value of cigarettes are expected to have a stable growth from 2016 to 2020. At the provincial level, Yunnan and Hunan Provinces were the top two in terms of cigarette production volume in 2015, with approximately 390.4 billion sticks and 175.7 billion sticks, respectively. Additionally, the sales of cigarettes are subject to seasonal variations. In general, the first and third quarters are the peak seasons for cigarettes during the year, partly driven by festivals such as the Lunar New Year and the Mid-Autumn Festival."} +{"pdf_name": "11770192_173.pdf", "language": "en", "markdown": "# 5. OPERATING SEGMENTS (Continued)\n\n# Geographical information\n\nThe Group mainly operates in Hong Kong and the PRC. The Group’s revenue from external customers and information about its non-current assets by geographical location are detailed below:\n\n5. 經營分部（續）\n\n地區資料\n\n本集團主要於香港及中國經營。本集團按地區劃分之來自對外客戶之收益及有關其非流動資產之資料詳列如下：\n\n
Continuing operations\nRevenue from\nexternal customers\n持續經營業務\n從對外客戶而來之收益 Discontinued operation\nRevenue from\nexternal customers\n已終止經營業務\n從對外客戶而來之收益Continuing operations\nN*on-current assets \n持續經營業務\n非流動資產* Discontinued operation\nN*\non-current assets已終止經營業務\n非流動資產*
2018 \n二零一八年2017 \n二零一七年2018 \n二零一八年2017 \n二零一七年2018 \n二零一八年2017 \n二零一七年2018 \n二零一八年2017\n二零一七年
HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元
Australia 澳洲2168——————
Europe 歐洲10,43710,218——————
Hong Kong 香港144,595(1,493)——665,778432,895——
The Middle East 中東—705——————
The PRC 中國32,77744,412——1,465,5112,386,289——
The United States of America 美利堅合眾國20779——————
188,03753,989——2,131,2892,819,184——
\n\n\\* Non-current assets excluded deferred tax assets, other receivables and loan receivables.\n\n\\* 非流動資產不包括遞延稅項資產、其他應收款項及應收貸款。"} +{"pdf_name": "11770192_174.pdf", "language": "en", "markdown": "# 5. OPERATING SEGMENTS (Continued)\n\n# Information about major customers\n\nRevenue from customers of the corresponding years contributing over 10% of the total revenue of the Group are as follows:\n\n5. 經營分部（續）\n\n有關主要客戶之資料\n\n於相關年度向本集團總收益貢獻10% 以上之來自客戶之收益如下：\n\n
For the year ended \n31 December\n截至十二月三十一日止年度
2018 \n二零一八年2017\n二零一七年
HK$’000 \n千港元HK$’000\n千港元
Customer 11 客戶11N/A不適用418,549
Customer 21 客戶2119,90113,303
Customer 32 客戶3221,26420,809
Customer 42 客戶42N/A不適用49,159
Customer 53 客戶53N/A不適用416,200
Customer 63 客戶63N/A不適用412,191
Customer 73 客戶73N/A不適用410,560
\n\n1 Revenue from sale of jewelry products.\n\n2 Revenue from property investment.\n\n3 Revenue from money lending.\n\n4 The corresponding revenue did not contribute over 10% of the total revenue of the Group.\n\n1 來自銷售珠寶產品之收益。\n\n2 來自物業投資之收益。\n\n3 來自借貸之收益。\n\n4 相關收益並無向本集團總收益貢獻 10% 以上。"} +{"pdf_name": "11687934_83.pdf", "language": "en", "markdown": "# 9 Preparation\n\n# Report Overview\n\nThis 2018 ESG Report of Hua Hong Semiconductor Limited (hereinafter referred to as “this Report”) disclosures its principles in fulfilling CSR and the work carried out in 2018. It mainly addresses our Stakeholders about the sustainable development regarding the relevant economic, environmental, and social issues.\n\n# Reference Basis\n\nThis Report adopts the “Environmental, Social and Governance Reporting Guide” issued by the Stock Exchange of Hong Kong Limited and the “Sustainability Reporting Standards (2016)” of the Global Reporting Initiative (GRI) as its reference basis.\n\n# Scope of Report\n\n
Organizational scope:The Company as defined. This Report by the Company, Hua Hong Semiconductor Limited, \nincludes all subsidiaries of the Company.
Reporting period:From 01 January 2018 to 31 December 2018
Release cycle:This is an annual report
\n\n# Data Descriptions\n\nData and cases in this Report originate from the Company’s original records in day-to-day operation or financial reports. In case of discrepancies, the financial reports data shall prevail."} +{"pdf_name": "11687934_84.pdf", "language": "en", "markdown": "# 目錄\n\n
釋義85
主要財務指標88
致股東的信89
公司資料91
董事及高級管理層94
企業管治報告101
董事會報告112
2018年環境、社會及管治報告139
獨立核數師報告167
綜合損益表175
綜合全面收益表176
綜合財務狀況表177
綜合權益變動表179
綜合現金流量表181
財務報表附註183
五年財務概覽296
"} +{"pdf_name": "8405609_247.pdf", "language": "en", "markdown": "# INDEBTEDNESS\n\nThe following table sets forth our other borrowings as at the dates indicated:\n\n
As at\n31 DecemberAs at\n30 April\n2017
20152016
HK$(’000) HK$(’000) HK$(’000)
(Unaudited)
Non-current
Other liability ...........................11,282 – –
\n\nOther liability of approximately HK\\$11.3 million represented the fair value of the Pre-IPO Investment recognised as at 31 December 2015. As at 31 December 2016 and 30 April 2017, such other liability was transferred to our Group’s equity because the put option granted to our pre-IPO investor, namely Top Champ, to require our Company to repurchase the Shares held by Top Champ was removed under the Supplemental Deed. For details of the Supplemental Deed and the Pre-IPO Investment, please refer to the paragraphs headed “History, Reorganisation and corporate structure — Pre-IPO Investment” in this prospectus.\n\nAt the close of business on 30 April 2017, being the latest practicable date for the purpose of this indebtedness statement, we had aggregate bank facilities of HK\\$8.0 million and which were unutilised. The bank facilities were guaranteed by Shui On (Shun On) and Mr. TC Yik and such guarantees provided will be fully released before Listing.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we did not experience any delay or default in payment of trade and non-trade payables or bank borrowing or any defaults in material financial covenants and finance costs of other liability, or any difficulties in obtaining banking facilities with terms that are commercially acceptable to us. As of the date of this prospectus, we did not have any plan for material external debt financing.\n\n# Contingent liabilities\n\nAs at 30 April 2017, being the latest practicable date for the purpose of the indebtedness statement, we did not have any material contingent liabilities or guarantees.\n\nSave as aforesaid or as otherwise disclosed herein, and apart from intra-group liabilities, as at the Latest Practicable Date, our Group did not have outstanding loan, bank overdrafts, loans or other similar indebtedness, liabilities under acceptances trade receivables or acceptable credits, authorised debentures, mortgages, charges, finance leases or hire purchase commitments, guarantees, material covenants, or other material contingent liabilities. As at the Latest Practicable Date, our Group did not have any external financing plans.\n\n# OFF-BALANCE SHEET COMMITMENTS AND ARRANGEMENT\n\nAs at the Latest Practicable Date, we had not entered into any material off-balance sheet arrangement."} +{"pdf_name": "8405609_248.pdf", "language": "en", "markdown": "# RELATED PARTY TRANSACTIONS\n\nFor details of related party transactions, see note 32 to the Accountants’ Report in Appendix I to this prospectus. Our Directors confirm that these transactions were conducted in the ordinary and usual course of business and on normal commercial terms. Our Directors are of the view that the related party transactions did not cause any distortion of our results of operations or make our historical results non-reflective in the Track Record Period.\n\n# KEY FINANCIAL RATIOS\n\nThe following table sets forth our key financial ratios as at each of the dates indicated:\n\n
For the year ended 31 December
20152016
Profitability ratios
(1)Net Profit Marign (%) ................................91.212.9
(2)Return on equity (%) .................................238.010.7
(3)Return on total assets (%) .............................112.08.7
\n\n
As at/year ended 31 December
20152016
Liquidity ratio
(4)Current ratio (times) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5.52.5
Cailpta sufficiency ratio
(5)Interest coverage (times) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . N/A23.1
(6)Gearing ratio (%) ...................................71.3 –
(7)Net debt to equity ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash Net cash
\n\nNotes:\n\n1. Net profit margin was calculated by dividing profit for the year by revenue and multiplying the resulting value by 100%. Please refer to the paragraphs headed “Review of historical results of operations” above in this section for more details on the fluctuations of our net profit margin.\n\n2. Return on equity equals profit for the year divided by the equity attributable to owners of the parent at the end of relevant year and multiplied the resulting value by 100%.\n\n3. Return on total assets equals profit for the year divided by the total assets at the end of the relevant year and multiplied the resulting value by 100%.\n\n4. Current ratio is calculated based on the total current assets at the end of the year divided by the total current liabilities at the end of the year.\n\n5. Interest coverage equals profit before finance costs and tax divided by finance costs in the relevant year. Finance costs incurred for the year ended 31 December 2016 arose due to the imputed interest charged for the Pre-IPO Investment. Please see the paragraph headed “Financial information – Indebtedness” in this prospectus for further details of the Pre-IPO Investment as other liabilities.\n\n6. Gearing ratio is calculated as the total debt at the end of the year divided by total equity at the end of the respective year and multiplied by 100%. Total debts includes payables incurred not in ordinary course of business (being other liabilities).\n\n7. Net debt to equity ratio is calculated as total debts (other liabilities) net of cash and cash equivalents and restricted cash, and at the end of the year divided by total equity at the end of the respective year and multiplied by 100%."} +{"pdf_name": "20750793_145.pdf", "language": "en", "markdown": "# Additional information\n\nInformation on inventory balances of the Group, for only ribbed smoked sheets, concentrated latex and block rubber, are as follows:\n\n(Unit: Thousand Baht)\n\n
Consolidated \nfinancial statementsSeparate \nfinancial statements
2018201720182017
Inventories at net realisable value (NRV)*10,411,06115,979,1545,886,6107,773,263
Inventories at lower of cost or net
realisable value (NRV) - as measured and\nincluded in the financial statements10,201,73315,394,3835,793,7847,467,859
Difference209,328584,77192,826305,404
\n\n\\* For reporting purposes, inventories are stated at the lower of cost or net realisable value, while for inventory management purposes the Group uses net realisable value (NRV) which is the estimated selling price in the ordinary course of business less the necessary costs of completion and cost to make the sale. The use of different valuation methods for these two purposes resulted in a difference at the reporting date.\n\nUnder Thai Financial Reporting Standards, such differences are not allowed to be recognised in the profit and loss until the inventories are actually sold. The amount of such difference changes over time depending on the actual price at the time of sale.\n\n# 10. Derivative financial instruments\n\n(Unit: Thousand Baht)\n\n
Consolidated financial statements
20182017
AssetsLiabilitiesAssetsLiabilities
Cross currency swaps-(4,479)23,778(55,844)
Foreign exchange options641(14,483)-(65,293)
Rubber options127(157)14,161(58,646)
Forward foreign exchange contracts10,642(45,743)113,261(5,183)
Rubber futures45,413(106,524)256,739(45,338)
Physical forward contracts2,778(17)-(939)
Total derivative financial instruments59,601(171,403)407,939(231,243)
"} +{"pdf_name": "20750793_146.pdf", "language": "en", "markdown": "(Unit: Thousand Baht)\n\n
Separate financial statements
20182017
AssetsLiabilitiesAssetsLiabilities
Cross currency swaps-(4,479)23,778(55,844)
Foreign exchange options641(11,394)-(48,665)
Rubber options127(157)14,161(58,646)
Forward foreign exchange contracts1,569-64,804(971)
Rubber futures30,742(95,302)153,777(34,004)
Total derivative financial instruments33,079(111,332)256,520(198,130)
\n\n# 11. Restricted bank deposits\n\nAs at 31 December 2018, the subsidiaries had fixed deposits pledged as collateral amounting to Baht 2 million (2017: Baht 12 million).\n\nFixed deposits, which were opened with a bank on behalf of the subsidiary, were pledged as collateral for contract compliance with government agencies.\n\n# 12. Investments in subsidiaries\n\n12.1 Details of investments in subsidiaries as presented in separate financial statements are as follows:\n\n(Unit: Million Baht)\n\n
Company’s namePaid-up capitalShareholding\npercentageCostDividend received\nduring the year
20182017201820172018201720182017
(%)(%)
Subsidiaries
Sri Trang USA, Inc.179114100.00100.00179114--
PT Sri Trang Lingga Indonesia35935990.0090.00330330--
Anvar Parawood Co., Ltd.101099.9499.942626--
Rubberland Products Co., Ltd.1,6001,60099.9999.991,9351,935500500
Namhua Rubber Co., Ltd.50050099.9999.99560560--
Sadao P.S. Rubber Co., Ltd.404099.9999.995454--
Startex Rubber Co., Ltd.2,1982,11599.9999.992,1962,113--
Premier System Engineering Co., Ltd.505082.0082.00100100--
Starlihgt Express Transport Co., Ltd.151576.6776.6739392325
Sri Trang Rubber & Plantation Co., Ltd.6,4956,29899.9999.996,4956,297--
Shi Donhg Shangai Rubber Co., Ltd.155155100.00100.00155155--
Sri Trang Gloves (Thailand) Co., Ltd.20020081.5081.506,4306,4304082,707
Total18,49918,1539313,232
"} +{"pdf_name": "11684984_236.pdf", "language": "en", "markdown": "FINANCIAL STATEMENTS\n\n# 32. INTANGIBLE ASSETS (CONTINUED)\n\n
(in RMB million)2016
Goodwill (i)Expressway \noperating \nrightsPrepaid land \npremiumsCore \nDepositsTrademarksSoftware \nand othersTotal
Cost
As at 1 January 201612,46011,2328,33115,0822,4425,09154,638
Acquisitions of subsidiaries––914–7,1132,42710,454
Additions8,468–830––1,23410,532
Disposals of subsidiaries––––(287)(75)(362)
Disposals(289)––––(124)(413)
As at 31 December 201620,63911,23210,07515,0829,2688,55374,849
Accumulated amortization
As at 1 January 2016–2,2316793,3932453,1749,722
Acquisitions of subsidiaries––––284977
Charge for the year–48658754737522,123
Disposals of subsidiaries–––––(30)(30)
Disposals–––––(60)(60)
As at 31 December 2016–2,7177374,1473463,88511,832
Net book value
As at 31 December 201620,6398,5159,33810,9358,9224,66863,017
As at 1 January 201612,4609,0017,65211,6892,1971,91744,916
\n\nAs at 31 December 2017, expressway operating rights with a carrying amount of RMB5,711 million (31 December 2016: RMB8,515 million) were pledged as collateral for long term borrowings amounting to RMB2,939 million (31 December 2016: RMB3,921 million).\n\nAs at 31 December 2017, none prepaid land premiums (31 December 2016: RMB1,178 million) were pledged as collateral for long term borrowings (31 December 2016: RMB400 million).\n\nAs at 31 December 2017, prepaid land premiums with a carrying amount of 52 million (31 December 2016: RMB84 million) were still in progress of applying for title certificates."} +{"pdf_name": "11684984_237.pdf", "language": "en", "markdown": "# 32. INTANGIBLE ASSETS (CONTINUED)\n\n# (I) GOODWILL\n\n
(in RMB million)2017
As at \n1 January 2017AdditionsDisposalsAs at \n31 December 2017
Ping An Bank8,761––8,761
Shanghai Jahwa2,502––2,502
Mabyorn Group Limited2,106–(275)1,831
Ping An Securities328––328
Shenzhen Ping An Commercial Property \n Investment Co., Ltd.66––66
Beijing Shuangronghui Investment Co., Ltd.134––134
Shanghai Gezhouba Yangming Property \n Co., Ltd.241––241
Ping An E-wallet1,073––1,073
Autohome Inc.5,265––5,265
Other163143–306
Total20,639143(275)20,507
Less: Impairment losses––––
Net book value20,639143(275)20,507
\n\n
(in RMB million)2016
As at \n1 January 2016IncreaseDecreaseAs at \n31 December 2016
Ping An Bank8,761––8,761
Shanghai Jahwa2,502––2,502
Mabyorn Group Limited–2,106–2,106
Ping An Securities328––328
Shenzhen Ping An Commercial Property \n Investment Co., Ltd.66––66
Beijing Shuangronghui Investment Co., Ltd.134––134
Shanghai Gezhouba Yangming Property \n Co., Ltd.2392–241
Ping An E-wallet–1,073–1,073
Autohome Inc.–5,265–5,265
Other43022(289)163
Total12,4608,468(289)20,639
Less: Impairment losses––––
Net book value12,4608,468(289)20,639
\n\nThe primary valuation technique used is cash flow projections based on business plans approved by management covering a three to five year period and a risk adjusted discount rate. Cash flows beyond that period have been extrapolated using a steady growth rate and terminal value. Discount rates used by the Group range from 9% to 16% (2016: 9% to 15%) and growth rates, where applicable, range from 2% to 33% (2016: 2% to 34%).\n\nThe results of cash flow projections exceed the carrying amount of each related cash-generating unit or group of units. However, subsequent impairment tests may be based upon different assumptions and future cash flow projections, which may result in an impairment of these assets in the foreseeable future."} +{"pdf_name": "9300299_163.pdf", "language": "en", "markdown": "# Intangible assets\n\nIntangible assets acquired separately are measured initially at cost. The useful lives of intangible assets are assessed to be either finite or indefinite.\n\nIntangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash-generating unit level. Such intangible assets are not amortised. The useful life of an intangible asset with an indefinite life is reviewed annually to determine whether indefinite life assessment continues to be supportable. If not, the change in the useful life assessment from indefinite to finite is accounted for on a prospective basis.\n\n# Investments and other financial assets\n\nFinancial assets of the Group in the scope of HKAS 39 are classified as loans and receivables. The Group determines the classification of its financial assets after initial recognition. When financial assets are recognised initially, they are measured at fair value plus, directly attributable transaction costs.\n\nAll regular way purchases and sales of financial assets are recognised on the trade date, that is, the date that the Group commits to purchase or sell the asset. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the period generally established by regulation or convention in the marketplace.\n\n# Loans and receivables\n\nLoans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such assets are subsequently measured at amortised cost using the effective interest rate method less any allowance for impairment. Amortised cost is calculated taking into account any discount or premium on acquisition and includes fees that are an integral part of the effective interest rate. The effective rate amortisation is included in interest income in the income statement. The loss arising from impairment is recognised in the income statement in other operating expenses.\n\n# Impairment of financial assets\n\nThe Group assesses at the end of each reporting period whether there is any objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred “loss event”) and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications that a debtor or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.\n\n# Assets carried at amortised cost\n\nFor financial assets carried at amortised cost, the Group first assesses individually whether objective evidence of impairment exists for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment.\n\nIf there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred). The present value of the estimated future cash flows is discounted at the financial asset’s original effective interest rate (that is, the effective interest rate computed at initial recognition). If a loan has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate."} +{"pdf_name": "9300299_164.pdf", "language": "en", "markdown": "The carrying amount of the asset is reduced either directly or through the use of an allowance account and the amount of the loss is recognised in the income statement. Interest income continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Loans and receivables together with any associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group.\n\nIf, in a subsequent period, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognised, the previously recognised impairment loss is increased or decreased by adjusting the allowance account. If a future write-off is later recovered, the recovery is credited to the income statement.\n\n# Derecognition of financial assets\n\nA financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised when:\n\n• the rights to receive cash flows from the asset have expired;\n\n• the Group has transferred the rights to receive cash flows from the asset, or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a “pass-through” arrangement; and\n\n• either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.\n\nWhen the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.\n\n# Financial liabilities at amortised cost\n\nFinancial liabilities including trade and other payables and due to shareholders are initially stated at fair value plus directly attributable transaction costs. After initial recognition, financial liabilities are subsequently measured at amortised cost, using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.\n\nGains and losses are recognised in the income statement when the liabilities are derecognised as well as through the effective interest rate method amortisation process.\n\nAmortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortisation is included in finance costs in the income statement.\n\nA financial liability is derecognised when the obligation under the liability is discharged or cancelled, or expires.\n\nWhen an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and a recognition of a new liability, and the difference between the respective carrying amounts is recognised in the income statement.\n\n# Offsetting financial instruments\n\nFinancial assets and financial liabilities are offset and the net amount is reported in the combined statements of financial position if, and only if, there is currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously."} +{"pdf_name": "9267732_8.pdf", "language": "en", "markdown": "# Provision of money lending services\n\nDuring the nine months ended 30 September 2020, the impact of the global pandemic caused a general suspension in economic activities and the strict measures adopted for social distancing in general led to the worsening of individual employment and a significant drop in business operations. Similarly, the PRC Mainland market was also affected and hence the credit risk in the money lending services was perceived to be higher accordingly. Given the stringent economic and business outlook, the Group strictly adhered to cautious credit assessment and reviewed the Group’s policies by timely assessing existing and potential clients’ credit profile with reference to the then market condition and their respective background. In view of the current uncertain economic condition that affected projection on assets valuation, business forecasts and individual’s repayment abilities, the Group continued to adopt a prudent approach in selecting qualified credit applicants for potential business opportunities. Accordingly, there was a significant decrease in revenue generated for this business segment to approximately HK\\$0.01 million for the nine months ended 30 September 2020 (for the nine months ended 30 September 2019: approximately HK\\$0.41 million).\n\n# Outlook\n\nIn view of the current social and economic challenges encountered in the PRC Mainland and globally, the Group believed that the strategies to explore appropriate new business and regional markets in order to mitigate overall business risks is the proper approach for sustainable operation. The Group hopes the business segment in the provision of education management services in the PRC Mainland will gradually recover in the second half of 2020, while the pandemic in the PRC Mainland remains stable and controlled. The business segments of trading of precious metal and money lending require cautious assessment and robust risk control management. The Group will continue to explore further opportunities to strengthen business and market presence in its business segment of provision of education management services as well as to manage its business segments of trading of precious metal and money lending on a cautious and prudent basis. All in all, the Group will continue to strive for balance in further developing its existing business model whereas securing the return and value to the shareholders of the Company as a whole."} +{"pdf_name": "9267732_9.pdf", "language": "en", "markdown": "# Financial Review\n\nFor the nine months ended 30 September 2020, the Group had a total revenue of approximately HK\\$6.4 million (for the nine months ended 30 September 2019: approximately HK\\$195.9 million), representing a decrease of approximately 96.7% as compared with the nine months ended 30 September 2019. For the nine months ended 30 September 2020, the Group recorded a loss of approximately HK\\$27.4 million (for the nine months ended 30 September 2019: approximately HK\\$26.4 million), representing an increase of approximately 3.8% as compared with the nine months ended 30 September 2019. The increase in loss was mainly attributable to net effect of:\n\n(i) a significant decrease in the Group’s total revenue of approximately 96.7% as discussed in above;\n\n(ii) for the nine months ended 30 September 2020, approximately HK\\$4.1 million for the carrying value of inventories sold was recognised (for the nine months ended 30 September 2019: approximately HK\\$185 million);\n\n(iii) the fair value loss on investment in unlisted equity securities of approximately HK\\$2.5 million;\n\n(iv) a provision of loss allowance of approximately HK\\$1.4 million provided on loan receivable;\n\n(v) a decrease in trading losses on commodity forward contracts of approximately HK\\$2.7 million;\n\n(vi) a decrease in employee costs of approximately HK\\$3.4 million; and\n\n(vii) a decrease in other operating expenses of approximately HK\\$3.2 million.\n\nFor the nine months ended 30 September 2020, the Group’s loss attributable to owners of the Company was approximately HK\\$26.4 million, as compared to the loss attributable to owners of the Company of approximately HK\\$27.2 million for the nine months ended 30 September 2019.\n\n# Gearing ratio\n\nThe Group monitors capital on the basis of the net gearing ratio. This ratio is calculated as net debt divided by total capital.\n\nAs at 30 September 2020, no gearing ratio was presented as the Group has net cash surplus (31 December 2019: net cash surplus)."} +{"pdf_name": "3454366_105.pdf", "language": "en", "markdown": "# 9 TAXATION (Continued)\n\nThe movement in gross deferredi ncome tax assets andl iabilities during the year, without takingi nto consideration the offsetting of balances within the same taxj urisdiction,i s as follows:\n\n# Deferred tax assets\n\n
Amortization\nof operating\nlease
HK$’000
At 1 January 20172,142
Credited to the consolidated income statement178
Exchange differences156
At 31 December 2017 and 1 January 20182,476
Credited to the consolidated income statement41
Disposal of a subsidiary(2,573)
Exchange differences56
At 31 December 2018–
\n\n# Deferred tax liabilities\n\n
Unrealized\nearningAmortization\nof operating\nlease Total
HK$’000 HK$’000 HK$’000
At 1 January 2017−(1,003)(1,003)
Charged to the consolidated income statement(241)(301)(542)
Exchange differences(12)(81)(93)
At 31 December 2017 and 1 January 2018(253)(1,385)(1,638)
Charged to the consolidated income statement(42)(129)(171)
Disposal of a subsidiary–1,5471,547
Exchange differences13(33)(20)
At 31 December 2018(282)–(282)
\n\nDeferred tax assets are recognized for taxl osses carry-forward to the extent that the realization of the related tax benefit through the future taxable profitsi s probable. As at 31 December 2018, the Group had unrecognized tax losses of approximately HK\\$339,020,000 (2017: approximately HK\\$344,853,000) to carry forward against future taxablei ncome, subject to agreement by the Inland Revenue Department of Hong Kong andl ocal tax bureau of the PRC. The decrease of unrecognized tax lossesi s mainly attributed to the disposal of Beijing Si Hai Jun Tian Trading Company Limited (“Si Hai Jun Tian”) andl apsed of certain taxl osses of the PRC subsidiaries during the year ended 31 December 2018. No deferred taxation has been recognisedi n respect of the taxl osses due to unpredictability of future profit streams. The taxl osses of the PRC subsidiaries have an expiry period of five years, while the taxl osses of Hong Kong subsidiaries have no expiry date."} +{"pdf_name": "3454366_106.pdf", "language": "en", "markdown": "# 9 TAXATION (Continued)\n\n# Deferred tax liabilities (Continued)\n\nThe Group did not recognize deferredi ncome tax assets of approximately HK\\$1,112,000 (2017: approximately HK\\$2,571,000) in respect of taxl osses of approximately HK\\$4,449,000 (2017: approximately HK\\$10,282,000) that will expirei n five years from the yeari ncurred. The remaining tax losses of approximately HK\\$334,571,000 (2017: approximately HK\\$334,571,000) can be carried forwardi ndefinitely to offset against future taxablei ncome.\n\nDeferredi ncome taxl iabilities of HK\\$2,306,000 have not been recognized for the withholding tax and other taxes that would be payable on the unremitted earnings of certain subsidiaries andj oint ventures for the year ended 31 December 2017. Total unremitted earnings amounted to HK\\$23,059,000 as at 31 December 2017. The unrecognized deferredi ncome taxl iabilitiesi n relation to the unremitted earnings decrease to nil is attributed to the disposal of Hao You during the year ended 31 December 2018.\n\n# 10 EARNINGS/(LOSS) PER SHARE\n\nBasic earnings/(loss) per sharei s calculated by dividing the profit/(loss) attributable to equity holders of the Company by the weighted average number of ordinary sharesi ni ssue during the year. Diluted earnings/(loss) per sharei s calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. Diluted earnings/(loss) per share for the years ended 31 December 2018 and 2017 were the same as basic earnings/(loss) per share as the Company had no potentially dilutive ordinary sharesi ni ssue during these years.\n\n
20182017
Weighted average number of ordinary shares in issue (thousands)13,498,10713,498,107
Loss from continuing operations attributable to equity\nholders of the Company (HK$’000)(67,026)(142,528)
Basic and diluted loss per share from continuing operations\nattributable to equity holders of the Company\n(HK cents per share)(0.49)(1.06)
Profit from discontinued operations attributable to\nequity holders of the Company (HK$’000)140,76338,859
Basic and diluted earnings per share from discontinued operations\nattributable to equity holders of the Company\n(HK cents per share)1.040.29
Earnings/(loss) per share attributable to equity holders of the\nCompany\n(HK cents per share)0.55(0.77)
"} +{"pdf_name": "9262469_63.pdf", "language": "en", "markdown": "In 2021, the Senior Management of the Bank discussed the substantive assessment results of previous years and decided to continue using the substantive assessment results of previous years considering that there are no significant changes in the business and operating environment.\n\n# Response to the UN SDG\n\nThe Bank actively responds to UN Sustainable Development Goals to contribute to the global SDG in implementing social responsibility strategies."} +{"pdf_name": "9262469_64.pdf", "language": "en", "markdown": "
SDGSpecific measuresSocial responsibility \ntoipcsSection(s)
cimonocEImprove governance system\nEqual emlpoyment and \nprotect emlpoyees’ rihgts \nand interests \nOffer reasonable \nprofessional development \nchannels \nProvide strong support to \nreal economy \nSupport small and micro \nenterprisesServe small and micro \nenterprises \nFavourable emlpoyment \nenvironment \nPromote professional \ndevelopment \nImprove business \nperformance \nOverall risk managementOptimising \ncorporate \ngovernance \nServing private, \nsmall and micro \nenterprises \nFacilitating rural \nrevitalisation \nDriving emerging \nindustries \nBroadening career \nchannels
Diigtisation \nSupport economic \ntransformation \nServe agriculture, rural areas \nand farmers \nBoost infrastructure \nconstructionPromote economic \ndevelopment \nImprove real economy \nBuild intelligent outlets \nInclusive finance in rural \nareasServing private, \nsmall and micro \nenterprises \nFacilitating rural \nrevitalisation \nDriving emerging \nindustries \nSupporting \nprojects for public \nbenefits
laicoSConduct targeted poverty \nalleviation in an efficient and \norderly way \nBoost infrastructure \nconstructionPractice targeted poverty \nrelief \nInclusive finance in rural \nareasFacilitating rural \nrevitalisation \nSupporting \nprojects for public \nbenefits
Create a healthy working \nenvironment \nCare about emlpoyees’ \nhillhpysca and menta ealthSafety protection \nmeasures \nPay attention to health \nand safetyCaring for \nemlpoyees’ \nhilpysca and \nmental health \nBuilding a warm \nand family-like \ncorporate culture
"} +{"pdf_name": "3443363_131.pdf", "language": "en", "markdown": "# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM\n\nTo the Sole Member and the Board of Directors of LG&E and KU Energy LLC\n\n# Opinion on the Financial Statements\n\nWe have audited the accompanying consolidated balance sheets of LG&E and KU Energy LLC and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, equity, and cash flows, for the years then ended, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.\n\n# Basis for Opinion\n\nThese financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.\n\nOur audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.\n\n/s/ Deloitte & Touche LLP\n\nLouisville, Kentucky\n\nFebruary 22, 2018\n\nWe have served as the Company’s auditor since 2015."} +{"pdf_name": "3443363_132.pdf", "language": "en", "markdown": "# Report of Independent Registered Public Accounting Firm\n\n# The Board of Directors and Sole Member of LG&E and KU Energy LLC\n\nWe have audited the accompanying consolidated statements of income, comprehensive income, equity, and cash flows of LG&E and KU Energy LLC and subsidiaries for the year ended December 31, 2015. Our audit also included the financial statement schedule listed in the Index at Item 15(a)(2) for the year ended December 31, 2015. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audit.\n\nWe conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company's internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.\n\nIn our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated results of operations and cash flows of LG&E and KU Energy LLC and subsidiaries for the year ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule for the year ended December 31, 2015, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.\n\n/s/ Ernst & Young LLP\n\nLouisville, Kentucky\n\nFebruary 19, 2016"} +{"pdf_name": "20735847_228.pdf", "language": "en", "markdown": "# Finance costs – net\n\nFinance costs increased by approximately RMB0.1 million, or 11.8%, from approximately RMB1.1 million for 6M2018 to approximately RMB1.2 million for 6M2019 primarily due to the increase in bank borrowings drawn in 6M2019.\n\n# Income tax expense\n\nOur income tax expense increased by approximately RMB1.1 million, or 15.8%, from approximately RMB6.7 million for 6M2018 to approximately RMB7.7 million for 6M2019 primarily due to the increase in Listing expenses incurred from nil for 6M2018 to approximately RMB6.4 million for 6M2019, which was not deductible for tax purpose. For further details, please refer to the paragraph headed “Selected items of consolidated statements of comprehensive income— Income tax expense” in this section.\n\n# Profit for the year\n\nAs a result of the foregoing, our profit for the period decreased by approximately RMB3.3 million, or approximately 16.5%, from approximately RMB19.8 million for 6M2018 to approximately RMB16.5 million for 6M2019.\n\n# FY2018 compared to FY2017\n\n# Revenue\n\nOur revenue increased by approximately RMB155.5 million, or 52.1%, from approximately RMB298.7 million for FY2017 to approximately RMB454.2 million for FY2018. This increase was primarily due to the combined effect of the increase in both the sales volume and average selling price of all our PHC pile and commercial concrete products as a result of the increased market demand. The increases were primarily driven by the growth in the construction industry in Jiangsu Province and the increased demand from our customers for the development of residential and commercial projects in Qidong City.\n\n• PHC pile. Our revenue from sales of PHC pile increased from approximately RMB158.6 million in FY2017 and to approximately RMB230.9 million in FY2018. The increase in revenue from sales of PHC pile for FY2018 of approximately RMB72.3 million, or 45.6% was primarily due to the increase in sales volume of our PHC pile.\n\nWe sold approximately 1.1 million metres and 1.2 million metres of PHC pile for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to the increase in sales volume of grade 500 PHC pile as a result of the new orders from Customer N (one of our ten largest customers in FY2018) of approximately 61,000 metres combined with the increase sales volume of grade 600 PHC pile as a result of the additional orders in FY2018 from Customer G (one of our five largest customers in FY2017 and FY2018) of approximately 36,000 metres. The increase was partially offset by the decrease in sales volume of grade 400 PHC pile as we tend to focus on the production of grade 500 PHC pile and grade 600 PHC pile which are of relatively higher strength as compared to grade 400 PHC pile."} +{"pdf_name": "20735847_229.pdf", "language": "en", "markdown": "• Square pile. Our revenue from sales of square pile increased from approximately RMB0.2 million in FY2017 to approximately RMB2.4 million in FY2018. The increase in revenue from sales of square pile for FY2018 of approximately RMB2.2 million, or 1,182.8%, was primarily due to the increase in sales volume of our square pile.\n\nWe sold approximately 2,000 metres and 15,000 metres of square pile for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to increase in sales volume of our square pile as a result of new orders from Customer R of approximately 11,000 metres in FY2018.\n\n• Commercial concrete. Our revenue from sales of commercial concrete increased from approximately RMB139.9 million in FY2017 to approximately RMB220.9 million in FY2018. The increase in revenue from sales of commercial concrete for FY2018 of approximately RMB81.0 million, or 57.9% was primarily due to the increase in sales volume of our commercial concrete.\n\nWe sold approximately 0.4 million m3 and 0.5 million m3 of commercial concrete for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to the increase in sales volume of grade C10-C25 commercial concrete as a result of the new orders in FY2018 from Customer K (one of our five largest customers in FY2018) of approximately 63,000 m3.\n\n# Cost of sales\n\nOur cost of sales increased by approximately RMB127.8 million, or 51.7%, from approximately RMB247.0 million for FY2017 to approximately RMB374.7 million for FY2018 primarily due to the combined effect of the increase in sales volume of both our PHC pile and commercial concrete products. The increase was generally in line with the growth of revenue for FY2018.\n\n# Gross profit and gross profit margin\n\nAs a result of the foregoing, our gross profit increased by approximately RMB27.8 million, or 53.7%, from approximately RMB51.7 million for FY2017 to approximately RMB79.5 million for FY2018. Our gross profit margin remained relatively stable at approximately 17.3% and 17.5% for FY2017 and FY2018.\n\n• PHC piles. Gross profit margin of PHC pile increased from approximately 14.4% for FY2017 to approximately 18.1% for FY2018. The increase in gross profit margin of PHC pile was primarily due to the increase in average selling price of the product increased at a faster rate than the cost of sales as a result of our pricing strategy. The strong pricing power we enjoyed was primarily due to the highly concentrated market landscape for PHC pile in Nantong. According to the F&S Report, the PHC pile industry in Nantong was very concentrated with only four PHC pile manufacturers and our Group had a market share of approximately 7.1% in Nantong in terms of PHC pile production volume in 2018."} +{"pdf_name": "20753384_463.pdf", "language": "en", "markdown": "# 33 IMMEDIATE AND ULTIMATE CONTROLLING PARTIES\n\nAs at 31 December 2021, the directors consider the immediate parent to be MicroPort Scientific, which is incorporated in British Virgin Islands and does not produce financial statements available for public use.\n\nAs at 31 December 2021, the directors consider the ultimate controlling party is MicroPort, which is incorporated in Cayman Islands. MicroPort is listed on the Main Board of The Stock Exchange of Hong Kong Limited and produces financial statements available for public use.\n\n# 34 POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE FOR THE RELEVANT PERIODS\n\nUp to the date of issue of the Historical Financial Information, the HKICPA has issued a number of amendments, new standards and interpretations which are not yet effective for the accounting period beginning on 1 January 2022 and which have not been adopted in the Historical Financial Information. These include the following:\n\n
Effective for\naccounting periods\nbeignning on or after
Annual Improvements to HKFRSs 2018-2020 1 January 2022
Amendments to HKFRS 3, Reference to the Conceptual Framework1 January 2022
Amendments to HKAS 16, Property, Plant and Equipment: Proceeds beforeI ntended Use1 January 2022
Amendments to HKAS 37, Onerous Contracts– Cost of Fulfilling a Contract1 January 2022
Amendments to HKAS 1, Classification ofL iabilities as Current orN on-current1 January 2023
HKFRS 17, Insurance contracts1 January 2023
Amendments to HKAS 1 and HKFRS Practice Statement 2, Disclosure ofA ccounting Policies1 January 2023
Amendments to HKAS 8, Definition ofA ccounting Estimates1 January 2023
Amendments to HKAS 12, Deferred Tax related toA ssets andL iabilities arisinlgf rom a Singe\nTransaction1 January 2023
Amendments to HKFRS 10 and HKAS 28, Sale or contribution of assets between an investor and its\nassociate orj oint ventureTo be determined
\n\nThe Group is in the process of making an assessment of what the impact of these amendments is expected to be in the period of initial application. So far the Group has concluded that the adoption of them is unlikely to have a significant impact on the Group’s consolidated financial statements.\n\n# 35 SUBSEQUENT EVENTS\n\nOn 22 June 2022, a share subdivision was approved by the shareholders of the Company, pursuant to which, each issued and unissued share capital was subdivided to five shares of the corresponding class with par value of US\\$0.00002 each.\n\n# SUBSEQUENT FINANCIAL STATEMENTS\n\nNo audited financial statements have been prepared by the Company and its subsidiaries in respect of any period subsequent to 31 December 2021."} +{"pdf_name": "20753384_464.pdf", "language": "en", "markdown": "The following information does not form part of the Accountants’ Report from KPMG, Certified Public Accountants, Hong Kong, the Company’s reporting accountants, as set out in Appendix I to this prospectus, and is included for illustrative purposes only. The unaudited pro forma financial information should be read in conjunction with the “Financial Information” section in this prospectus and the Accountants’ Report set out in Appendix I to this prospectus.\n\n# A. UNAUDITED PRO FORMA STATEMENT OF ADJUSTED CONSOLIDATED NET TANGIBLE ASSETS\n\nThe following unaudited pro forma statement of adjusted consolidated net tangible assets of the Group prepared in accordance with Rule 4.29 of the Listing Rules and with reference to Accounting Guideline 7 ‘‘Preparation of Pro Forma Financial Information for Inclusion in Investment Circulars’’ issued by the Hong Kong Institute of Certified Public Accountants and is set out below to illustrate the effect of the Global Offering on the consolidated net tangible assets of the Group attributable to the equity shareholders of the Company as at 31 December 2021 as if the Global Offering had taken place on 31 December 2021.\n\nThe unaudited pro forma statement of adjusted consolidated net tangible assets has been prepared for illustrative purposes only and because of its hypothetical nature, it may not give a true picture of the consolidated net tangible assets of the Group attributable to equity shareholders of the Company had the Global Offering been completed as at 31 December 2021 or any future date.\n\n
Consolidated net\ntanibllige abilities\nattributable to equity\nshareholders of the\nCompany as at\n31 December 2021 (1)Estimated\nnet proceeds\nfrom the\nGlobal\nOffering (2)(5)Estimated\nimpact upon\nthe\nconversion of\nthe Series A-1\nPreferred\nShares and\nthe Series A-2\nPreferred\nShares (3)Unaudited\npro forma\nadjusted\nconsolidated\nnet taniblge\nassets\nattributable\nto equity\nshareholders\nof the\nCompany as\nat\n31 December\n2021Unaudited pro\nforma adjusted\nconsolidated net\ntaniblge assets\nattributable to equity\nshareholders of the\nCompany\nper Share (4)
RMB’000 RMB’000 RMB’000 RMB’000 RMB HK$ (5)
Based on an Offer Price of\nHK$24.64 per Offer Share(302,325)263,4251,237,9901,199,0902.062.41
\n\nNotes:\n\n(1) The consolidated net tangible liabilities attributable to equity shareholders of the Company as at 31 December 2021 is based on the consolidated net liabilities attributable to equity shareholders of the Company of RMB174,940,000 as at 31 December 2021, less the intangible assets of RMB127,385,000, as extracted from the Accountants’ Report set out in Appendix I to this Prospectus.\n\n(2) The estimated net proceeds from the Global Offering are based on 13,700,000 new Shares and the indicative Offer Price of HK\\$24.64 per Share, after deduction of estimated underwriting fees and other related listing expenses payable by the Company (excluding listing expenses of RMB26,338,000 which have been accounted for prior to 31 December 2021) and does not take account of any Shares which may be issued upon the exercise of the Over-allotment Option.\n\n(3) The aggregated balance of the liability portion of the Series A-1 Preferred Shares and the Series A-2 Preferred Shares was RMB1,237,990,000 as of 31 December 2021 (as set out in Note 27 of Appendix I in this prospectus). Upon the Listing, the Series A-1 Preferred Shares and the Series A-2 Preferred Shares will be automatically converted into ordinary shares of the Company and will be re-designated from liabilities to equity.\n\n(4) The unaudited pro forma adjusted net tangible assets attributable to equity shareholders of the Company per Share is arrived at after adjustments on the basis that a total of 582,658,100 Shares were in issue assuming that the Global Offering and the Share Subdivision had been completed on 31 December 2021, (including the completion of the"} +{"pdf_name": "2885817_41.pdf", "language": "en", "markdown": "# Other Income (Expense), Net\n\n
Fiscal Years Ended November 30,Percent Change
2018201720162018 to 20172017 to 2016
(in thousands)
Other income (expense), net$ (8,984)$ 1,123$ 5,461(900.0)%79.4%
Percentage of revenue(0.04)%0.01%0.04%
\n\nAmounts recorded as other income (expense), net include foreign currency transaction gains and losses, other than cash flow hedges, investment gains and losses, non-service component of pension costs, debt extinguishment gains and losses and other non-operating gains and losses, such as changes in the fair value of convertible debt conversion spread, and settlements received from class actions lawsuits.\n\nOther income (expense), net decreased from net other income in fiscal year 2017 to net other (expense) in fiscal year 2018, primarily due to the adverse impact from changes in foreign currency exchange rates of \\$16.6 million, mainly in our Latin American businesses and an increase in the non-service component of pensions costs due to the acquisition of Convergys. These losses and expenses were partially offset by gains of \\$10.0 million related to changes in the fair value of the conversion spread of convertible debentures assumed in connection with the acquisition of Convergys and extinguishment gains on settlement of certain of those debentures. These losses were also partially offset by a gain of \\$2.8 million recognized upon reclassification of a cost-method investment as a trading security.\n\nThe decrease in other income (expense), net in fiscal year 2017, compared to fiscal year 2016, was primarily due to a \\$5.0 million benefit received from class-action legal settlements in our Technology Solutions segment.\n\n# Provision for Income Taxes\n\n
Fiscal Years Ended November 30,Percent Change
2018201720162018 to 20172017 to 2016
(in thousands)
Provision for income taxes$ 156,779$ 163,558$ 121,059(4.1)%35.1%
Percentage of income before income taxes34.28%35.19%34.00%
\n\nIncome taxes consist of our current and deferred tax expense resulting from our income earned in domestic and foreign jurisdictions.\n\nThe Tax Cuts and Jobs Act of 2017 (the “TCJA”) provides for significant changes to the U.S. Internal Revenue Code of 1986, as amended, including lowering the U.S. federal corporate income tax rate from 35% to 21%, implementing a territorial tax system, imposing a one-time tax on foreign unremitted earnings and setting limitations on deductibility of certain costs (e.g., interest expense), among other things. Accordingly, we recorded a net adjustment of \\$33.1 million related to the TCJA during fiscal year 2018. This adjustment included a \\$59.8 million of transition tax expense for mandatory repatriation, partially offset by a \\$26.7 million of tax benefit from the remeasurement of our net deferred tax balance to the new U.S. tax rate enacted under the TCJA.\n\nExcluding the impact of the adjustments related to the TCJA, our effective tax rate during fiscal year 2018 was 27.04%. The current year tax rate is lower compared to the prior year, primarily due to the impact of the lower tax rate under the TCJA. The decrease in tax rate was also due to the mix of taxable income in different geographic regions and the impact of the Convergys acquisition.\n\nThe differences in our effective tax rates between fiscal years 2017 and 2016 was primarily due to the mix of taxable income in different geographic regions and, to a lesser extent, the reversal of certain tax reserves as a result of the expiration of the statute of limitations in certain tax jurisdiction.\n\nFurther information on the treatment of undistributed foreign earnings and a reconciliation of the federal statutory income tax rate to our effective tax rate can be found in Note 16 of the Consolidated Financial Statements included in Part II, Item 8 of this Report."} +{"pdf_name": "2885817_42.pdf", "language": "en", "markdown": "# Liquidity and Capital Resources\n\n# Cash Conversion Cycle\n\n
Three Months Ended
November 30,\n2018November 30,\n2017November 30,\n2016
(Amounts in thousands)
Days sales outstanding
Revenue (products and services)(a)$ 5,622,201$ 5,311,877$ 3,886,902
Accounts receivable, including receivable from\n related parties(b)3,855,4962,846,4481,756,596
Days sales outstanding(c) = (b)/((a)/the \nnumber of days \nduring the \nperiod)624941
Days inventory outstanding
Cost of revenue (products and services)(d)$ 4,970,717$ 4,849,909$ 3,508,116
Inventories(e)2,518,3192,162,6261,741,734
Days inventory outstanding(f) = (e)/((d)/the \nnumber of days \nduring the \nperiod)464145
Days payable outstanding
Cost of revenue (products and services)(g)$ 4,970,717$ 4,849,909$ 3,508,116
Accounts payable, including payable to\n related parties(h)3,048,1022,643,6081,713,834
Days payable outstanding(i) = (h)/((g)/the \nnumber of days \nduring the \nperiod)565044
Cash conversion cycle(j) = (c)+(f)-(i)524042
\n\n# Cash Flows\n\nOur Technology Solutions business is working capital intensive. Our working capital needs are primarily to finance accounts receivable and inventory. We rely heavily on term loans, accounts receivable arrangements, our securitization programs and our revolver programs for our working capital needs. We have financed our growth and cash needs to date primarily through cash generated from operations and financing activities. As a general rule, when sales volumes are increasing, our net investment in working capital dollars typically increases, which generally results in decreased cash flow generated from operating activities. Conversely, when sales volume decreases, our net investment in working capital dollars typically decreases, which generally results in increases in cash flows generated from operating activities. We calculate cash conversion cycle as days of the last fiscal quarter’s sales outstanding in accounts receivable plus days of supply on hand in inventory, less days of the last fiscal quarter’s direct cost outstanding in accounts payable. Our cash conversion cycle was 52 days, 40 days and 42 days at the end of fiscal years 2018, 2017 and 2016, respectively. The increase in fiscal year 2018, compared to the prior two years, was primarily a result of higher days sales outstanding due the Convergys acquisition which was included from the date of acquisition. In addition, higher inventory due to growth and the impact of more revenue recorded on a net basis in our Technology Solutions segment also increased our cash conversion cycle.\n\nTo increase our market share and better serve our customers, we may further expand our operations through investments or acquisitions. We expect that such expansion would require an initial investment in working capital, personnel, facilities and operations. These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, additional borrowings, or the issuance of securities.\n\nNet cash provided by operating activities was \\$100.7 million in fiscal year 2018, primarily generated from our net income of \\$300.6 million, adjustments for non-cash items of \\$204.9 million, an increase in accounts payable of \\$382.0 million and the net change in other assets and liabilities of \\$94.1 million, partially offset by an increase in accounts receivable of \\$513.0 million, and an increase in inventories of \\$367.9 million. The increase in accounts payable and inventories was primarily due to"} +{"pdf_name": "8405325_190.pdf", "language": "en", "markdown": "# A . 財務資料\n\n# 合併全面收益表\n\n
附註截至十二月三十一日止年度
二零零八年二零零九年二零一零年
人民幣千元人民幣千元人民幣千元
收益 . . . . . . . . . . . . . . . . . . . . . . . . . .5133,349346,549374,883
營運成本 . . . . . . . . . . . . . . . . . . . . . . .(71,987)(222,937)(204,823)
毛利 . . . . . . . . . . . . . . . . . . . . . . . . . .61,362123,612170,060
其他收入 . . . . . . . . . . . . . . . . . . . . . . .64,2924,80326
市場推廣及宣傳開支 . . . . . . . . . . . . . . . .(820)(1,779)(2,979)
行政開支 . . . . . . . . . . . . . . . . . . . . . . .(2,093)(3,348)(6,267)
[ . ]開支 ........................— —(21,531)
融資成本 . . . . . . . . . . . . . . . . . . . . . . .7(816)(1,317)(3,640)
除稅前溢利 . . . . . . . . . . . . . . . . . . . . . .61,925121,971135,669
所得稅開支 . . . . . . . . . . . . . . . . . . . . . .8(16,261)(33,130)(40,639)
年度溢利及全面收益總額 . . . . . . . . . . . . .45,66488,84195,030
每股盈利11
基本（ 人民幣）. . . . . . . . . . . . . . . . . . . .0.570.800.38
"} +{"pdf_name": "8405325_191.pdf", "language": "en", "markdown": "# 合併財務狀況表\n\n
附註於\n十二月三十一日
二零零八年二零零九年二零一零年
人民幣千元人民幣千元人民幣千元
非流動資產
物業、廠房及設備 . . . . . . . . . . . . . . . .1343,27240,407376,300
已付收購物業、廠房及設備的按金 . . . . .18,70028,494273
租賃按金 . . . . . . . . . . . . . . . . . . . . . . 14 (a)1,0003,000—
62,97271,901376,573
流動資產
貿易及其他應收款項 . . . . . . . . . . . . . . . 14 (b)65,707230,249280,440
應收一名董事款項 . . . . . . . . . . . . . . . .1529,21682,121—
銀行結餘及現金 . . . . . . . . . . . . . . . . . .169731,76412,520
95,896314,134292,960
流動負債
貿易及其他應付款項 . . . . . . . . . . . . . . .1744,535130,009127,678
應付一名董事款項 . . . . . . . . . . . . . . . .1511,38211,39526,464
應付稅項 . . . . . . . . . . . . . . . . . . . . . .16,66449,50339,185
有抵押銀行借貸 . . . . . . . . . . . . . . . . . .187,50027,50040,000
80,081218,407233,327
流動資產淨值 . . . . . . . . . . . . . . . . . . .15,81595,72759,633
資產淨值 . . . . . . . . . . . . . . . . . . . . . .78,787167,628436,206
資本及儲備
實繳資本╱[ . ] . . . . . . . . . . . . . . . . . . .1939,40639,40639,451
儲備 . . . . . . . . . . . . . . . . . . . . . . . . .39,381128,222396,755
權益總額 . . . . . . . . . . . . . . . . . . . . . .78,787167,628436,206
"} +{"pdf_name": "2919848_106.pdf", "language": "en", "markdown": "# 35. OPERATING LEASE ARRANGEMENTS\n\n# (a) As lessor\n\nThe Group leases its investment properties (note 14 to the financial statements) under operating lease arrangements, with leases negotiated for terms mainly ranging from five to ten years. The terms of the leases generally also require the tenants to pay security deposits and provide for periodic rent adjustments according to the then prevailing market conditions.\n\nAs at 31 December 2018, the Group had total future minimum lease receivables under non-cancellable operating leases with its tenants falling due as follows:\n\n
20182017
HK$’000HK$’000
Within one year20,49117,079
In the second to fifth years, inclusive88,34274,662
After five years65,45699,347
174,289191,088
\n\n# (b) As lessee\n\nThe Group leases certain of its office buildings, retail shops and warehouses under operating lease arrangements. Leases for the properties are negotiated for terms ranging from one to ten years.\n\nAt 31 December 2018, the Group had total future minimum lease payments under non-cancellable operating leases falling due as follows:\n\n
20182017
HK$’000HK$’000
Within one year2,7654,240
In the second to fifth years, inclusive4,4267,339
After five years8,966–
16,15711,579
"} +{"pdf_name": "2919848_107.pdf", "language": "en", "markdown": "# 36. COMMITMENTS\n\nIn addition to the operating lease commitments detailed in note 35 above, the Group had the following capital commitments at the end of the reporting period:\n\n
20182017
HK$’000HK$’000
Contracted, but not provided for:
Plant and machinery7,796–
Acquisition of equity investment1,138–
8,934–
\n\n# 37. RELATED PARTY TRANSACTIONS\n\n# (a) Compensation of key management personnel of the Group\n\n
20182017
HK$’000HK$’000
Short term employee benefits14,01711,092
Equity-settled share option benefits5,6255,081
Total compensation paid to key management personnel19,64216,173
\n\nFurther details of directors’ emoluments are included in note 8 to the financial statements.\n\n# (b) Loans from a director\n\n
20182017
HK$’000HK$’000
Mr. Tse Kam Pang12,00012,000
\n\nMr. Tse Kam Pang is one of the directors and also the Chairman of the Company. As at 31 December 2018, loans with an aggregate amount of HK\\$12,000,000 are unsecured, interest-free and not repayable within the next twelve months.\n\n# (c) Other transactions with related parties:\n\nThe Chairman of the Company has unconditional guaranteed certain bank loans and other loans made to the Group of up to HK\\$90,000,000 (2017: HK\\$40,000,000) as at the end of the reporting period, as further detailed in note 26(ii) to the financial statements.\n\n# (d) Outstanding balances with related parties:\n\n(i) The Group had an outstanding balance due to its non-controlling interests of HK\\$41,102,000 (2017: HK\\$42,438,000) as at the end of the reporting period, as further detailed in note 31 to the financial statements.\n\n(ii) Details of the Group’s other receivable balances with its associate as at the end of the reporting period are disclosed in note 21 to the financial statements."} +{"pdf_name": "20742632_14.pdf", "language": "en", "markdown": "An analysis of revenue by segment is as follows:\n\n
Products by industryYear ended 31 December
20182017
(RMB’000)(RMB’000)
Design, survey and consultancy3,514,1812,976,736
Construction contracting3,671,9653,995,809
Total7,186,1466,972,545
\n\n# DESIGN, SURVEY AND CONSULTANCY SEGMENT\n\nThe design, survey and consultancy segment includes design, survey and consultancy services for urban rail transit construction as well as industrial and civil construction and municipal administration. The design, survey and consultancy segment has been the traditional and core business of the Group. In 2018, in the unfavorable context of slowdown in investment in rail transit, the Group intensively developed existing markets by fully utilizing the technical advantages in the industry, consolidated its dominant status in urban rail transit design, properly performed existing contracts and focused on following up state-level new areas and third-tire and fourth-tire cities, and expanded its business into 65 domestic and overseas cities, and improved the influence of its urban construction brand. In 2018, tenders for new rail transit lines were launched in only 14 cities in rail transit industry across the nation, but the Company still won the bids for a total of 6 overall design projects in Beijing, Chongqing, Xi’an, Delingha and Hangzhou, and maintained the largest market share in the industry.\n\nFor the year ended 31 December 2018, the design, survey and consultancy segment of the Group achieved a revenue of RMB3,514 million, representing an increase of RMB537 million or 18.04% compared to RMB2,977 million for the corresponding period in 2017. Among which, the revenue of the urban rail transit construction business amounted to RMB2,848 million, representing an increase of RMB330 million or 13.11% compared to RMB2,518 million for the corresponding period of last year. The revenue of the industrial and civil construction and municipal construction business amounted to RMB666 million, representing an increase of RMB207 million or 45.10% compared to RMB459 million for the corresponding period of last year.\n\nRevenue distribution of the design, survey and consultancy segment"} +{"pdf_name": "20742632_15.pdf", "language": "en", "markdown": "# CONSTRUCTION CONTRACTING SEGMENT\n\nThe construction contracting segment of the Group focuses on the services for urban rail transit construction projects and relevant infrastructure construction projects. The construction contracting projects undertaken by the Group covered cities, including Beijing, Kunming, Zunyi, Suzhou, Zhengzhou and Huangshan."} +{"pdf_name": "3448895_17.pdf", "language": "en", "markdown": "# UHS BEHAVIORAL HEALTH DIVISION\n\nStrategic growth in the U.K. has expanded the reach of Cygnet Health Care Limited. Cygnet Hospital Stevenage, located north of London, is one of 21 Cygnet Health Care facilities with 1,100 patient beds serving residents of the U.K.\n\nLast year, UHS acquired Alpha Hospitals, four behavioral health hospitals in the U.K. The facilities were an excellent fit geographically and complemented the services provided at our Cygnet Health Care Limited hospitals, acquired one year earlier. The Division now operates 21 hospitals in the U.K., with 1,100 beds.\n\nUHS continued its strategy to enhance mental health care in the United States through acquisitions, organic growth and strategic alliances.\n\nSpecifically, Foundations Recovery Network, a premier provider of addiction treatment, will strengthen our services with four residential treatment facilities and eight outpatient centers that treat co-occurring addiction and mental health disorders. UHS will utilize Foundations Recovery Network’s specialty direct to consumer marketing, national sales team, web-based marketing, and call center to support the growth of our specialty eating disorders, trauma, autism and neuropsychiatry programs."} +{"pdf_name": "3448895_18.pdf", "language": "en", "markdown": "Organic growth in the division contributed to the addition of 344 new beds in key markets. Fremont Hospital in California added 52 beds, including an eating disorder and women’s trauma care program. Forest View Hospital in Michigan and Palo Verde Behavioral Health in Arizona both expanded adolescent and adult beds and Newport News Behavioral Health Center opened its first acute inpatient psychiatric beds to serve children and adolescents in Virginia.\n\nTo meet the aging population’s increased demand for services in its community, The BridgeWay in Arkansas added a 20-bed senior care unit. Other expansion projects included the conversion of 18 acute beds to an “Extended Acute Care Unit” (EAC) at Brooke Glen Behavioral Hospital in Pennsylvania and 16 beds from residential treatment to acute care services at Brynn Marr Hospital in North Carolina.\n\nConstruction of a new, 80-bed acute behavioral health hospital in Stuart, Florida is underway and scheduled for completion in 2016.\n\n# CREATING STRATEGIC PARTNERSHIPS TO ADDRESS COMMUNITY BEHAVIORAL HEALTH NEEDS\n\nNationally, health systems identify the need to collaborate with specialty behavioral health providers to deliver mental health services. UHS Behavioral Health Integration Solutions, our new line of business, leverages our expertise and resources to develop mutually beneficial strategic partnerships with healthcare systems. During the year, key relationships were established creating access to quality mental health programs and services while reducing unnecessary emergency department use, lowering readmission rates, improving outcomes and increasing patient satisfaction.\n\nThe Canyon in Malibu, California is an exclusive co-occurring residential treatment program acquired as part of the Foundations Recovery Network purchase. Four residential treatment facilities and eight outpatient centers were added in Georgia, California and Tennessee."} +{"pdf_name": "7569408_19.pdf", "language": "en", "markdown": "# CAPITAL COMMITMENTS\n\n
20202019
HK$’000HK$’000
Cailpta exdipenture in reshpect of te acquisition of property, \n lpant and eiqupment contracted for but not provided in the \n consolidated financial statements27,000–
\n\n# CORPORATE GOVERNANCE\n\nThe Company has applied the principles as set out in the Corporate Governance Code (the “CG Code”) contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange (the “Listing Rules”).\n\nThe Board is of the view that during the Current Period, the Company has complied with all the code provisions as set out in the CG Code.\n\n# MODEL CODE FOR DIRECTORS’ SECURITIES TRANSACTIONS\n\nThe Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix 10 to the Listing Rules (the “Securities Dealing Code”).\n\nThe Company has made specific enquiry of all the Directors and all the Directors have confirmed that they complied with the required standard set out in the Securities Dealing Code during the Current Period and throughout the period up to the date of this announcement.\n\n# AUDIT COMMITTEE\n\nThe Audit Committee comprises three members, all of whom are independent non-executive Directors, namely Mr. Leung Ho Chi, Mr. Tse Yung Hoi and Mr. Chan Ching Sum. Mr. Leung Ho Chi is the chairman of the Audit Committee. The Audit Committee has written terms of reference in compliance with the Listing Rules and the CG Code.\n\nThe Audit Committee has in conjunction with the management reviewed the accounting principles and practices adopted by the Group and discussed risk management, internal controls and financial reporting matters of the Group. The Audit Committee has no disagreement with the accounting treatment adopted by the Company. The consolidated annual results of the Group for the Current Period have been reviewed by the Audit Committee."} +{"pdf_name": "7569408_20.pdf", "language": "en", "markdown": "# SCOPE OF WORK OF SHINEWING (HK) CPA LIMITED\n\nThe figures above in respect of the Group’s consolidated statement of financial position, consolidated statement of profit or loss and other comprehensive income and the related notes thereto for the year ended 31 March 2020 as set out in this preliminary results announcement have been agreed with the Group’s auditor, SHINEWING (HK) CPA Limited, to the amounts set out in the Group’s audited consolidated financial statements for the year ended 31 March 2020. The work performed by SHINEWING (HK) CPA Limited in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by SHINEWING (HK) CPA Limited on this preliminary announcement.\n\n# PUBLICATION OF ANNUAL RESULTS AND ANNUAL REPORT\n\nThis announcement is published on the Company’s corporate website at www.vicointernational.hk and the HKEXnews at www.hkexnews.hk. The 2019/2020 Annual Report of the Company will be dispatched to shareholders of the Company and published on the aforesaid websites in due course.\n\n# 2020 ANNUAL GENERAL MEETING\n\nThe 2020 AGM of the Company is scheduled to be held on Wednesday, 2 September 2020. Notice of the 2020 AGM will be published on the websites of both the Stock Exchange and the Company and dispatched to the Company’s shareholders in due course.\n\n# APPRECIATION\n\nThe Board would like to extend its sincere thanks to the Group’s shareholders, business partners and customers for their utmost support to the Group. The Group would also like to take this opportunity to thank all management members and staff for their hard work and dedication throughout the year.\n\nBy order of the Board\n\nVico International Holdings Limited\n\nHui Pui Sing\n\nChairman\n\nHong Kong, 24 June 2020\n\nAs at the date of this announcement, the executive directors are Mr. Hui Pui Sing, Ms. Tong Man Wah, Mr. Hui Yip Ho Eric, Ms. Hui Wing Man Rebecca and Mr. Kong Man Ho, the non-executive director is Mr. Wong Chun Man and the independent non-executive directors are Mr. Leung Ho Chi, Mr. Chan Ching Sum and Mr. Tse Yung Hoi."} +{"pdf_name": "3442452_63.pdf", "language": "en", "markdown": "# Substantial shareholders’ and other persons’ interests and short positions in shares and underlying shares\n\nAs at 31 December 2018, so far as is known to the Directors, the following persons (other than a Director or chief executive of the Company) had or were deemed or taken to have an interest or short position in the shares or underlying shares of the Company which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept under section 336 of the SFO:\n\n
Name of shareholderNature of interestNumber of \nordinary \nshares of \nthe Company \ninterestedPercentage of \nth’e Companys \nissued share \n(3)capital
Hong Kong (Rong An) Investment Limited \n(“Hong Kong Rong An”)Beneficial owner804,064,80837.83%
CECEP Chongqing Industry Co., Ltd. \n(“CECEP Chongqing”) (1)Interest in controlled \ncorporation804,064,80837.83%
China Energy Conservation and \nEnvironmental Protection Group \n(“CECEP”) (2)Interest in controlled \ncorporation804,064,80837.83%
Kingom Power Limited \n(“Kingom Power”)Beneficial owner643,720,00030.29%
Winwett Investments LimitedBeneficial owner136,820,0006.44%
Mr. Huang Shao RongBeneficial owner19,587,0000.92%
Nominee for another person \n(other than a bare trustee)208,532,0009.81%
Ever Luxuriant Global Trading LimitedBeneficial owner208,532,0009.81%
Mr. Lin HaibinBeneficial owner27,723,0001.30%
Nominee for another person \n(other than a bare trustee)172,538,0008.12%
Haibin International Investments LimitedBeneficial owner172,538,0008.12%
Export – Import Bank of ChinaPerson having a security \ninterest in shares300,000,00014.12%
"} +{"pdf_name": "3442452_64.pdf", "language": "en", "markdown": "Notes:\n\n(1) CECEP Chongqing owned 100% of the issued share capital of Hong Kong Rong An, and was thus deemed to be interested in all shares of the Company that Hong Kong Rong An was interested in under the SFO.\n\n(2) CECEP Chongqing was a non-wholly-owned subsidiary of CECEP. CECEP was therefore deemed to be interested in all shares of the Company CECEP Chongqing was interested in under the SFO.\n\n(3) Based on a total of 2,125,308,000 issued shares of the Company as at 31 December 2018.\n\nSave as disclosed above, as at 31 December 2018, the Directors were not aware of any other person who had interests or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept under section 336 of the SFO.\n\n# Emolument policies\n\nThe Group’s emolument policies are formulated on the performance of individual employees and on the basis of the salary trends in Hong Kong and the PRC, and will be reviewed regularly. Subject to the Group’s profitability, the Group may also distribute discretionary bonus to its employees as an incentive for their contribution to the Group. The Group has adopted a share option scheme for its employees as described in the paragraph below.\n\n# Permitted Indemnity\n\nPursuant to the Articles of Association of the Company, the applicable laws and regulations, every Director shall be indemnified and secured harmless out of the assets and profits of the Company against all actions, costs, charges, losses, damages and expenses which they or any of them may incur or sustain in the execution of their duties in their offices. Such permitted indemnity provision has been in force throughout the year under review. The Company has arranged appropriate Directors’ and officers’ liability insurance coverage for the Directors and officers of the Group.\n\n# Share option scheme\n\nThe Company has a share option scheme which was adopted on 31 March 2011 whereby the Directors are authorised, at their discretion, to invite employees of the Group, including directors of any company in the Group, to take up options to subscribe for shares of the Company. The purpose of the scheme is to provide an opportunity for employees of the Group to acquire an equity participation in the Company and to encourage them to work towards enhancing the value of the Company and its shares for the benefit of the Company and its shareholders as a whole."} +{"pdf_name": "11750865_5.pdf", "language": "en", "markdown": "\\[ A ( S ) \\ne S \\, ; \\qquad \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 . 1 4 ) \\]\n\nsince \\( A \\neq { \\mathrm { I d } } \\), such a subspace exists. Consider the vector bundle V on Y constructed in (2.11) using S. As before, P(V ) denotes the projective bundle over Y parametrizing the lines in the fibers of V .\n\nThere is an embedding\n\n\\[ \\delta : P ( V ) \\longrightarrow Q \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 . 1 5 ) \\]\n\nwhich we will now describe. For the map f in (2.2), the image \\( f \\circ \\delta ( P ( V ) ) \\) is the point given by the quotient\n\n\\[ 0 \\, \\longrightarrow \\, { \\widehat V } \\, \\longrightarrow \\, { \\mathcal O } _ { X } ^ { \\oplus r } \\, \\longrightarrow \\, \\bigl ( \\bigoplus _ { i = 1 } ^ { d _ { p } - 1 } ( { \\mathcal O } _ { X } ^ { \\oplus r } ) _ { x _ { i } } / H _ { i } \\bigr ) \\oplus \\bigl ( { \\mathcal O } _ { X } ^ { \\oplus r } \\bigr ) _ { x _ { 0 } } / S \\bigr ) \\, \\longrightarrow \\, 0 \\, . \\]\n\nwhere \\( H _ { i } \\) are the hyperplanes fixed above; in particular, \\( f \\circ \\delta \\) is a constant map. Note that bV is an extension of the vector bundle V to X. For any point \\( y \\in Y \\) and any point in the fiber \\( y ^ { \\prime } \\in P ( V ) _ { y } \\), consider the short exact sequence on X\n\n\\[ 0 \\, \\longrightarrow \\, E \\, \\longrightarrow \\, \\widehat { V } ^ { * } \\, \\longrightarrow \\, ( \\oplus _ { j = 1 } ^ { d _ { z } - 1 } ( \\widehat { V } _ { y _ { j } } ^ { * } / L _ { j } ^ { \\perp } ) \\oplus ( \\widehat { V } _ { y } ^ { * } / L ( y ^ { \\prime } ) ^ { \\perp } ) \\, \\longrightarrow \\, 0 \\, , \\]\n\nwhere \\( L ( y ^ { \\prime } ) \\, \\subset \\, V _ { y } \\) is the line in \\( V _ { y } \\) corresponding to the above point \\( y ^ { \\prime } \\), and \\( L _ { j } ^ { \\perp } \\, \\subset \\, \\widehat { V } _ { y _ { j } } ^ { * } \\) (respectively, \\( L ( y ^ { \\prime } ) ^ { \\perp } \\subset \\widehat { V } _ { y } ^ { * } ) \\) is the annihilator of \\( L _ { j } \\) (respectively, \\( L ( y ^ { \\prime } ) ) \\); note that \\( \\widehat { V } _ { y _ { j } } \\) is identified with \\( \\mathbb { C } ^ { r } \\) and \\( \\widehat { V } _ { y } \\) is identified with \\( V _ { y } \\). Therefore, we have\n\n\\[ \\widehat { V } \\hookrightarrow E ^ { * } . \\]\n\nThe map \\( \\delta \\) in (2.15) sends any \\( y ^ { \\prime } \\) to the above extension \\( E ^ { * } \\) of bV constructed from \\( y ^ { \\prime } \\).\n\nFrom (2.10) we know that \\( \\mathrm { P G L } ( r , \\mathbb { C } ) \\) is contained in \\( \\operatorname { A u t } ( p ^ { - 1 } ( U ) ) \\) with\n\n\\[ 0 \\oplus { \\mathfrak { g } } \\, \\subset \\, { \\mathfrak { g } } \\oplus { \\mathfrak { g } } \\, = \\, H ^ { 0 } ( p ^ { - 1 } ( U ) , \\, T ( p ^ { - 1 } ( U ) ) ) \\]\n\nas its Lie algebra. This action of \\( \\mathrm { P G L } ( r , \\mathbb { C } ) \\) on \\( p ^ { - 1 } ( U ) \\) clearly preserves the intersection \\( \\delta ( P ( V ) ) \\cap p ^ { - 1 } ( U ) \\). Therefore, if the action of the element A in (2.13) extends to Q, then the extended action must preserve the image \\( \\delta ( P ( V ) ) \\).\n\nOn the other hand, from Lemma 2.3 we know that the action of A on \\( P ( V ) | _ { Y \\backslash \\{ y _ { 0 } \\} } \\) does not extend to P(V ) because (2.14) holds. This completes the proof of the theorem.\n\n\u0003\n\n# 3. Holomorphic maps from a symmetric product\n\nProposition 3.1. Let X and Y be compact connected Riemann surface with\n\n\\[ \\operatorname { g e n u s } ( X ) \\, \\geq \\, \\operatorname { g e n u s } ( Y ) \\, \\geq \\, 2 \\, . \\]\n\nIf there is a nonconstant holomorphic map \\( \\beta \\; : \\; \\mathrm { S y m } ^ { d } ( Y ) \\; \\longrightarrow \\; X \\), then \\( d \\)= 1, and \\( \\beta \\) is an isomorphism."} +{"pdf_name": "11750865_6.pdf", "language": "en", "markdown": "Proof. Let \\( \\beta \\, : \\, \\mathrm { S y m } ^ { d } ( Y ) \\, \\longrightarrow \\, X \\) be a nonconstant holomorphic map. Let\n\n\\[ \\beta ^ { * } \\, : \\, H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 1 } ) \\, \\longrightarrow \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\]\n\nbe the pull-back of 1–forms defined by \\( \\omega \\longmapsto \\beta ^ { * } \\omega \\). This homomorphism \\( \\beta ^ { * } \\) is injective, because \\( \\beta \\) is surjective. Since\n\n\\[ \\mathrm { d i m } \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\, = \\, \\mathrm { g e n u s } ( Y ) \\]\n\n[Ma, p. 322, (4.3)], the injectivity of \\( \\beta ^ { * } \\) implies that \\( \\operatorname { g e n u s } ( Y ) \\; \\geq \\; \\operatorname { g e n u s } ( X ) \\). Therefore, the given condition \\( \\operatorname { g e n u s } ( X ) \\ \\geq \\operatorname { g e n u s } ( Y ) \\) implies that\n\n• \\( \\operatorname { g e n u s } ( X ) \\, = \\, \\operatorname { g e n u s } ( Y ) \\), and\n\n• the above homomorphism \\( \\beta ^ { * } \\) is an isomorphism.\n\nIf \\( d \\geq \\) 2, the wedge product\n\n\\[ \\wedge ^ { 2 } H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\, \\longrightarrow \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 2 } ) \\]\n\nis a nonzero homomorphism [Ma, p. 325, (6.3)]. On the other hand, the wedge product on \\( H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 1 } ) \\) is the zero homomorphism because \\( H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 2 } ) \\; = \\; 0 \\). In other words, \\( \\beta ^ { * } \\) is not compatible with the wedge product operation on holomorphic 1-forms if \\( d \\geq \\) 2. So we conclude that \\( d \\) = 1.\n\nSince \\( \\mathrm { g e n u s } ( X ) \\, = \\, \\mathrm { g e n u s } ( Y ) \\), from Riemann–Hurwitz formula for Euler characteristic if follows that \\( \\mathrm { d e g r e e } ( \\beta ) \\) = 1. In other words, \\( \\beta \\) is an isomorphism.\n\n\u0003\n\nLet \\( X ^ { \\prime } \\) be a compact connected Riemann surface of genus at least two. Fix positive integers \\( r ^ { \\prime } \\ge \\) 2, \\( d _ { p } ^ { \\prime } \\) and \\( d _ { z } ^ { \\prime } \\). Let\n\n\\[ \\boldsymbol { \\mathcal { Q } } ^ { \\prime } \\, = \\, \\boldsymbol { \\mathcal { Q } } _ { X } ^ { \\prime } ( \\boldsymbol { r } ^ { \\prime } , d _ { p } ^ { \\prime } . d _ { z } ^ { \\prime } ) \\]\n\nbe the corresponding generalized quot scheme (see (2.2)).\n\nProposition 3.2. If the two varieties \\( \\mathcal { Q } ^ { \\prime } \\) and Q (constructed in (2.2)) are isomorphic, then X is isomorphic to \\( X ^ { \\prime } \\).\n\nProof. Assume that \\( Q \\) 0 and Q are isomorphic. We will show that X and \\( X ^ { \\prime } \\) are isomorphic.\n\nLet \\( \\eta \\, : \\, \\mathrm { S y m } ^ { d _ { p } } ( X ) \\times \\mathrm { S y m } ^ { d _ { z } } ( X ) \\, \\longrightarrow \\, \\mathrm { P i c } ^ { d _ { p } } ( X ) \\times \\mathrm { P i c } ^ { d _ { z } } ( X ) \\) be the morphism defined by\n\n\\[ \\left( ( x _ { 1 } \\, , \\, \\cdot \\, \\cdot \\, , x _ { d _ { p } } ) \\, , ( y _ { 1 } \\, , \\, \\cdot \\, \\cdot \\, , y _ { d _ { z } } ) \\right) \\longmapsto \\left( { \\mathcal { O } } _ { X } ( x _ { 1 } + \\, . \\, . \\, . + x _ { d _ { p } } ) \\, , { \\mathcal { O } } _ { X } ( y _ { 1 } + \\, . \\, . \\, . \\, + y _ { d _ { z } } ) \\right) . \\]\n\nSince the general fiber of the map p in (2.5) is a product of copies of projective spaces, the composition\n\n\\[ \\eta \\circ p : \\, \\mathcal { Q } \\longrightarrow \\operatorname { P i c } ^ { d _ { p } } ( X ) \\times \\operatorname { P i c } ^ { d _ { z } } ( X ) \\]\n\nis the Albanese map for Q, as there is no nonconstant holomorphic map from a projec-tive space to an abelian variety. In particular, the Albanese variety of Q is of dimension"} +{"pdf_name": "9236040_37.pdf", "language": "en", "markdown": "# Financial Risks\n\nDetails of the Company’s Financial Risk exposures are provided as follows:\n\n# Foreign Exchange\n\nThe Company sells its bullion and gold concentrate in USD. Most of its costs are denominated in SEK and EUR with an interest-bearing liability denominated in HKD, while the Company’s presentation currency is AUD.\n\nThe Company may use foreign exchange forwards from time to time to reduce exposure to unpredictable fluctuations in the foreign exchange rates if considered suitable by the Directors. No hedging of foreign exchange exposure was used during the period.\n\n# Commodity Price\n\nThe Company is exposed to movements in the gold price. The Company may use a variety of financial instruments (such as gold forwards and gold call options) from time to time to reduce exposure to unpredictable fluctuations in the project life revenue streams if considered suitable by the Directors. At present the Company has no plans to hedge commodity price risk.\n\n# Liquidity\n\nThe Company is exposed to liquidity risk through its financial liabilities and its obligations to make payment on its financial liabilities as and when they fall due. The Company maintains a balance in its approach to funding using debt and or equity raisings.\n\n# Credit\n\nCredit risk represents the loss that would be recognised if counterparties failed to perform as contracted. The Company’s maximum exposures to credit risk at reporting date in relation to each class of financial asset is the carrying amount of those assets as indicated in the Consolidated Interim Statement of Financial Position.\n\nCredit risk is managed on a group basis and predominantly arises from cash and cash equivalents deposited with banks and financial institutions, trade and other receivables and environmental and other bonds. While the Company has policies in place to ensure that sales are made to customers with an appropriate credit history, the Company is exposed to a concentration of credit risk in relation to its gold concentrate sales to a nearby smelter in Finland.\n\n# Interest Rate\n\nFair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates. Cash flow interest rate risk is the risk that the future cash flow from a financial instrument will fluctuate because of changes in market interest rates. The Company’s policy is to manage its exposure to interest rate risk by holding cash in short term, fixed and variable rate deposits with reputable high credit quality financial institutions. The Company constantly analyses its interest rate exposure. Consideration is given to potential renewals of existing positions, alternative financing and or the mix of fixed and variable interest rates."} +{"pdf_name": "9236040_38.pdf", "language": "en", "markdown": "# Costs\n\nFuel, power, labour, and all other costs can vary from existing rates and assumptions.\n\n# Charges on Company Assets\n\nThere were no charges on the Company’s assets as at 30 June 2021 or 31 December 2020.\n\n# Contingent Liabilities\n\nAs at 30 June 2021, there are no material updates to the contingent liabilities contained in Company’s 2020 Annual Report.\n\n# Company Strategy\n\nThe Company is principally engaged in gold exploration, mining, and processing in the Nordic region. The Company’s objective is to focus on the development of existing and new mining assets in reasonable proximity to our process plants in Vammala, Finland and Svartliden, Sweden. The Company operates with a long-term business strategy to operate responsibly considering the interests of all stakeholders including its staff, contractors, and the public including civic groups, together with the environment and the general amenity of its areas of operation. It aims to produce positive financial outcomes through (i) the economic operations of its operating mines and process plants; (ii) development of new projects consistent with the Company’s objective, such as the Group’s newest operations at Fäboliden; and (iii) attention to the Company’s corporate and social responsibilities, including a focus on ongoing safety and environmental compliance, and ongoing positive interaction with the communities within which it operates.\n\n# Significant Investments Held, Material Acquisitions and Disposal of Subsidiaries, and Future Plans for Material Investments or Capital Assets\n\nSave for those disclosed in this announcement, there were no other significant investments held, nor were there material acquisitions or disposals of subsidiaries during the period. Apart from those disclosed in this announcement, there was no plan authorised by the Board for other material investments or additions of capital assets at the date of this announcement.\n\n# Purchase, Sale or Redemption of the Company’s Listed Securities\n\nDuring the period ended 30 June 2021, neither the Company nor any of its subsidiaries had purchased, sold, or redeemed any of the Company’s listed shares."} +{"pdf_name": "20747065_21.pdf", "language": "en", "markdown": "# Internet of Things\n\nThe Internet of Things (IoT) is about making intelligent digitally-enabled and connected products. The falling costs of key infrastructure and the proliferation of consumer and enterprise user applications have proven a catalyst.\n\nDuring 2015-17, companies announced \\$98 billion worth of M&A deals in this segment. IoT also attracted \\$3.5 billion in CVC investments, spread across all the major sectors. Such investments point towards a burgeoning IoT ecosystem that includes wearables, sensors, infrastructure and smart products across many sectors, including smart utilities, connected home, industrial IoT, connected health and automobiles.\n\nAmazon acquired Ring, maker of smart home doorbells, cameras, and security systems"} +{"pdf_name": "20747065_22.pdf", "language": "en", "markdown": "# Robotics and Drones\n\nSigni cant advances in new materials, computing and battery power as well as the rapid growth in both industrial and consumer applications is stimulating investment in robotics. These investments range from industrial automation and drones to service process automation.\n\nThe robotics segment received nearly \\$7 billion worth of M&A investments, seven times more than the \\$1 billion corporate venture investments in this segment. M&A was dominated by technology and industrials. Corporate venture investments in this segment came from a range of non-tech sectors, such as industrials, media and consumer business.\n\nM&A by Sector\n\n(By deal volumes)\n\nBoeing acquired Aurora Flight Sciences, developer and manufacturer of advanced aerospace platforms and autonomous drone systems"} +{"pdf_name": "7480056_6.pdf", "language": "en", "markdown": "The following is an analysis of the Group’s assets and liabilities by operating segments:\n\n
Exhibition and eventsCultural and entertainmentFinancingTotal
At \n31 December \n2020At \n30 June \n2020At \n31 December \n2020At \n30 June \n2020At \n31 December \n2020At \n30 June \n2020At \n31 December \n2020At \n30 June \n2020
HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000
(Unaudited)(Audited)(Unaudited)(Audited)(Unaudited)(Audited)(Unaudited)(Audited)
Assets
Segment assets85,02586,051479,872544,971404,046461,062968,9431,092,084
Unallocated corporate assets51,93465,286
1,020,8771,157,370
Liabilities
Segment liabilities1,7686,81532,969119,1407,6456,73542,382132,690
Unallocated corporate liabilities186,856327,027
229,238459,717
\n\nFor the purpose of monitoring segment performance and allocating resources between segments:\n\n— all assets are allocated to reportable segments other than corporate assets; and\n\n— all liabilities are allocated to reportable segments other than corporate liabilities.\n\n# Other segment information\n\n# For the six months ended 31 December\n\n
Exhibition and eventsCultural and entertainmentFinancingUnallocatedTotal
2020201920202019202020192020201920202019
HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000
(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Depreciation of property, \nlpant and eiqupment(39)(41)(283)(133)(17)(4)(628)(732)(967)(910)
Depreciation of rihgt-of-use assets(135)(422)(538)(900)––(2,646)(2,874)(3,319)(4,196)
Write-off of property, \nlpant and eiqupment(94)–(8)(24)––(1)–(103)(24)
Cailpta exdipentures––(21)(39)(35)(23)–(618)(56)(680)
Net gain/(loss) on financial \nassets at FVTPL–(3,727)––––1,082(7,358)1,082(11,085)
Gain/(loss) on disposal of subsidiaries2,412(2,818)––––––2,412(2,818)
Gain on dereigstration of subsidiaries(99)–4,671–––(1)–4,571–
Amortisation of intaniblge assets–(1,797)(2,889)(3,542)––––(2,889)(5,339)
"} +{"pdf_name": "7480056_7.pdf", "language": "en", "markdown": "# 5. REVENUE\n\n
For the six months ended \n31 December
20202019
HK$’000HK$’000
(Unaudited)(Unaudited)
Organisation and sponsorship of exhibitions, event lpanning \nand related services–45,934
Contracting services and entertainment equipment solution–83,919
Brand management5,03510,493
Promotion and consulting services49,070161,959
Trading of goods57,27290,090
Financing income
— Credit factoring services20,91720,695
— Finance leasing services4,59712,101
— Money lending services3971,400
Total137,288426,591
Timing of revenue recognition
At point in time89,706381,902
Over time21,67110,493
Revenue from contracts with customers111,377392,395
Revenue from other sources25,91134,196
Total137,288426,591
\n\n# 6. OTHER INCOME\n\n
For the six months ended \n31 December
20202019
HK$’000HK$’000
(Unaudited)(Unaudited)
Non-refundable trade deposits forfeited–4,026
Government grants2,79313,175
Interest income104272
Sundry income970308
3,86717,781
"} +{"pdf_name": "3460277_99.pdf", "language": "en", "markdown": "
Exhibit \n No.Description
10.28Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2016) (33)
10.29 Steelcase Inc. Incentive Compensation Plan Form of Performance Units Agreement\n(TSR) (FY 2017) (34)
10.30 Steelcase Inc. Incentive Compensation Plan Form of Cash-Based Award Agreement\n(ROIC) (FY 2017) (35)
10.31Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2017) (36)
10.32 Steelcase Inc. Incentive Compensation Plan Form of Performance Units Agreement\n(TSR) (FY 2018)
10.33 Steelcase Inc. Incentive Compensation Plan Form of Cash-Based Award Agreement\n(ROIC) (FY 2018)
10.34Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2018)
10.35Summary of Steelcase Benefit Plan for Outside Directors (37)
10.36Summary of Compensation for the Board of Directors of Steelcase Inc., as updated April\n14, 2016 (38)
21.1Subsidiaries of the Registrant
23.1Consent of Deloitte & Touche LLP
31.1Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, pursuant to\nSection 906 of the Sarbanes-Oxley Act of 2002
101.INSXBRL Instance Document
101.SCHXBRL Schema Document
101.CALXBRL Calculation Linkbase Document
101.LABXBRL Labels Linkbase Document
101.PREXBRL Presentation Linkbase Document
101.DEFXBRL Definition Linkbase Document
\n\n(1) Filed as Exhibit 3.1 to the Company’s Form 8-K, as filed with the Commission on July 15, 2011 (commission file number 001-13873), and incorporated herein by reference.\n\n(2) Filed as Exhibit No 3.2 to the Company's Form 10-K, as filed with the Commission on April 17, 2014 (commission file number 001-13873), and incorporated herein by reference.\n\n(3) Filed as Exhibit No. 4.1 to the Company’s Form 8-K, as filed with the Commission on August 7, 2006 (commission file number 001-13873), and incorporated herein by reference.\n\n(4) Filed as Exhibit No. 4.2 to the Company’s Form 8-K, as filed with the Commission on February 3, 2011 (commission file number 001-13873), and incorporated herein by reference.\n\n(5) Filed as Exhibit No. 4.3 to the Company’s Form 8-K, as filed with the Commission on February 3, 2011 (commission file number 001-13873), and incorporated herein by reference.\n\n(6) Filed as Exhibit No. 10.1 to the Company's Form 8-K, as filed with the Commission on September 28, 2016 (commission file number 001-13873), and incorporated herein by reference.\n\n(7) Filed as Exhibit No. 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended November 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873),and incorporated herein by reference.\n\n(8) Filed as Exhibit No. 10.2 to the Company's Form 8-K, as filed with the Commission on January 16, 2015 (commission file number 001-13873), and incorporated herein by reference."} +{"pdf_name": "3460277_100.pdf", "language": "en", "markdown": "
(9)Filed as Exhibit No. 10.2 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 28, 2015, as filed with the Commission on September 29, 2015 (commission file number 001-13873), \nand incorporated herein by reference.
(10)Filed as Exhibit No. 10.3 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873), \nand incorporated herein by reference.
(11)Filed as Exhibit No. 10.4 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873), \nand incorporated herein by reference.
(12)Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 24, 2012, as filed with the Commission on October 1, 2012 (commission file number 001-13873), and \nincorporated herein by reference.
(13)Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2014, as filed with the Commission on December 23, 2014 (commission file number \n001-13873), and incorporated herein by reference.
(14)Filed as Exhibit No. 10.8 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 27, 1998, as filed with the Commission on May 28, 1998 (commission file number 001-13873), and \nincorporated herein by reference.
(15)Filed as Exhibit No. 10.2 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 24, 2012, as filed with the Commission on October 1, 2012 (commission file number 001-13873), and \nincorporated herein by reference.
(16)Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on February 9, 2007 \n(commission file number 001-13873), and incorporated herein by reference.
(17)Filed as Exhibit No. 10.6 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 29, 2008, as filed with the Commission on October 7, 2008 (commission file number 001-13873), and \nincorporated herein by reference.
(18)Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 28, 2009, as filed with the Commission on October 5, 2009 (commission file number 001-13873), and \nincorporated herein by reference.
(19)Filed as Exhibit No. 10.2 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 27, 2009, as filed with the Commission on January 5, 2010 (commission file number 001-13873), \nand incorporated herein by reference.
(20)Filed as Exhibit No. 10.19 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 28, 2003, as filed with the Commission on May 16, 2003 (commission file number 001-13873), and \nincorporated herein by reference.
(21)Filed as Exhibit No. 10.33 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 25, 2005, as filed with the Commission on May 6, 2005 (commission file number 001-13873), and \nincorporated herein by reference.
(22)Filed as Exhibit No. 10.01 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nMay 27, 2005, as filed with the Commission on July 1, 2005 (commission file number 001-13873), and \nincorporated herein by reference.
(23)Filed as Exhibit No. 10.7 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 29, 2008, as filed with the Commission on October 7, 2008 (commission file number 001-13873), and \nincorporated herein by reference.
(24)Filed as Exhibit No. 10.18 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 24, 2012, as filed with the Commission on April 23, 2012 (commission file number 001-13873), and \nincorporated herein by reference.
(25)Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on January 16, 2015 \n(commission file number 001-13873), and incorporated herein by reference.
(26)Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on July 16, 2012 \n(commission file number 001-13873), and incorporated herein by reference.
"} +{"pdf_name": "11783128_416.pdf", "language": "en", "markdown": "the industry appears to be poised on the brink of a series of lurches and halts in performance improvements through concurrent execution and tool imple-mentation changes during which code bases will need to be modernized to operate correctly and securely.\n\nUnfortunately, developing concurrent systems remains difficult and error prone for the vast majority of programmers; we still lack a programming model that enables the widespread adoption of concurrency. With the pos-sible exception of lambdas in C++, the approaches to multithreading adopted by the C and C++ standards are largely the same approaches that developers have struggled with for years without success. The application development and programming language development communities are well aware of this issue and have proposed many solutions such as Cilk, Intel Threading Build-ing Blocks, OpenMP, QtConcurrent, and so forth. There is limited experience with these various approaches. To date, no cost-effective solution appears to solve the fundamental problem that programmers have difficulty reasoning about concurrency.\n\nSo what happens when the increased pressure to adopt concurrency encounters the inability of developers to program concurrently? Expressed lightly, hilarity ensues. Concurrency is likely to be the source of a large num-ber of vulnerabilities in the years to come as we struggle to discover which approaches will succeed and which will be left by the wayside."} +{"pdf_name": "11783128_417.pdf", "language": "en", "markdown": "# 8\n\n# File I/O\n\n# with David Riley and David Svoboda1\n\nBut, when I came,—some minute ere the time Of her awakening,—here untimely lay The noble Paris and true Romeo, dead.\n\n—William Shakespeare, Romeo and Juliet, act V, scene 3\n\nC and C++ programs commonly read and write to files as part of their nor-mal operations. Numerous vulnerabilities have resulted from irregularities in how these programs interact with the file system—the operation of which is defined by the underlying operating system. Most commonly, these vulnerabil-ities result from file identification issues, poor privilege management, and race conditions. Each of these topics is discussed in this chapter.\n\n# ■ 8.1 File I/O Basics\n\nPerforming file I/O securely can be a daunting task, partly because there is so much variability in interfaces, operating systems, and file systems. For exam-ple, both the C and POSIX standards define separate interfaces for performing\n\n---\n\n1. David Riley is a professor of computer science at the University of Wisconsin–LaCrosse. David Svoboda is a member of the technical staff for the SEI’s CERT."} +{"pdf_name": "11794627_140.pdf", "language": "en", "markdown": "# 36. NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS (Continued)\n\n# (c) Total cash outflow for leases\n\nThe total cash outflow for leases included in the statement of cash flows is as follows:\n\n
20202019
RMB’000RMB’000
Within financing activities(3,558)(7,333)
\n\n# 37. CONTINGENT LIABILITIES\n\nAt the end of the reporting period, contingent liabilities not provided for in the financial statements were as follows:\n\n
20202019
RMB’000RMB’000
Guarantees given to a bank in connection with loans \ngranted to an associate15,10033,500
Counter-guarantees given to a security company \nin connection with loans granted to a subsidiary6,0003,000
21,10036,500
\n\nAs at 31 December 2020, the banking facilities guaranteed by the Group to Sinofn Tianjin were utilised to the extent of approximately RMB15,100,000 (2019: RMB33,500,000).\n\n# 38. PLEDGE OF ASSETS\n\nDetails of the Group’s assets pledged for the Group’s bank and other loans are included in note 13 to the financial statements."} +{"pdf_name": "11794627_141.pdf", "language": "en", "markdown": "# 39. COMMITMENTS\n\n# (a) The Group had the following capital commitments at the end of the reporting period:\n\n
20202019
RMB’000RMB’000
Contracted, but not provided for:
Know-how, patents and license1,9001,400
\n\nOn 9 December 2004, the Company and its substantial shareholder, IBP, entered into an exclusive technology licensing agreement (the “Licensing Agreement”) with regard to the production of diagnostic reagents by employing the technologies owned by IBP (the “Reagent Technologies”). Pursuant to the Licensing Agreement, the Company is required to pay a fee of RMB500,000 per annum to IBP for 20 years, commencing on the effective date of the Licensing Agreement. As at 31 December 2020, the technical service fees payable by the Group of RMB2,500,000 (31 December 2019: RMB2,000,000) were included in the amount due to a shareholder in note 28(c) to the financial statements.\n\nIn addition, the Group’s share of the joint ventures’ own capital commitments, which are not included in the above, is as follows:\n\n
20202019
RMB’000RMB’000
Contracted, but not provided for20,0845,100
\n\n(b) The Group has various lease contracts that have not yet commenced as at 31 December 2020. The future lease payments for these non-cancellable lease contracts are RMB3 million due within one year and RMB11 million due in the second to fifth years."} +{"pdf_name": "7579253_25.pdf", "language": "en", "markdown": "# Contingent liabilities\n\nAt the end of the Reporting Period, the Group had no significant contingent liabilities.\n\n# Commitments\n\nAt the end of the Reporting Period, there were no significant capital commitments for the Group.\n\n# Charges on group assets\n\nAssets with a carrying value of approximately HK\\$37,174,000 were pledged as security for the Group’s banking facilities.\n\n# Treasury policies\n\nThe Directors will continue to follow a prudent policy in managing the Group’s cash balances and maintain a strong and healthy liquidity to ensure that the Group is well placed to take advantage of growth opportunities for the business. Interest for the current bank borrowings were mainly on floating rate basis and the bank borrowings were principally denominated in Hong Kong dollar, hence, there is no significant exposure to foreign exchange rate fluctuations.\n\n# Exchange risk exposure\n\nThe Group’s foreign exchange risk mainly arises from balances denominated in Renminbi, which relates to the Group’s foreign currency denominated monetary assets and liabilities for the Group’s operating activities.\n\nThe Group currently does not have a foreign currency hedging policy to eliminate the currency exposures. However, the management monitors the related foreign currency exposure closely and will consider hedging significant foreign currency exposures should the need arise.\n\n# Capital structure of the Group\n\nThere is no change in capital structure of the Group during the year ended 31 March 2020."} +{"pdf_name": "7579253_26.pdf", "language": "en", "markdown": "# PROSPECTS\n\n# (i) Construction Business\n\nThe Group will uphold an on-going parallel development of its construction business (including building construction, interior fitting-out works and E&M works) in the PRC, Hong Kong and Macau. To cope with the difficulties encountered in the construction and engineering industry, the Group has adopted a prudent strategy in project tendering.\n\nWith its proven track records and adequate expertise in the main contracting business, the Group was included in Building Category Group C of the “List of Approved Contractors for Public Works”, and Turn-key Interior Design and Fitting-out Works Category Group II of the “List of Approved Suppliers of Materials and Specialist Contractors for Public Works” under Development Bureau of Hong Kong Special Administrative Region (the “HKSAR”); the Registered General Building Contractor, the Minor Works Class I Contractor, the Registered Specialist Contractor (Site Formation Works and Foundation Works Categories) under the Buildings Department.\n\nIn the E&M works, the Group was included in 11 categories of the “List of Approved Suppliers of Materials and Specialist Contractors for Public Works” under Development Bureau of the Government of the HKSAR; and the Registered Specialist Contractor (Ventilation) and Minor Works Class III Type E Contractor under Building Department.\n\nThe Group is able to take an active part in the construction business development."} +{"pdf_name": "11238248_355.pdf", "language": "en", "markdown": "# Chapter 48\n\nI connected with Bella through her machine. She hadn’t returned any of the messages I’d left since she took 28 FPS away from me, but I recorded a few lines about wanting to discuss something Ryan had told me the last time I saw him alive and she was on the line before midday.\n\nWe sat in her video suite, the obvious place. Bella had her hair tied back and was wearing a robe with nothing on underneath. As she shifted position in her chair the silky material slipped open to show her cunt. She didn’t bother to cover herself and I caught the scent of fish.\n\nI played my cassette and explained how there should have been stitches on Karen’s belly. Bella spent more time watching me than the screen and the satisfied look on her face gave me a bad feeling that things weren’t going to go quite as well as I’d hoped. For an absurd moment the whole purpose of the meeting seemed to have been reversed; that rather than accusing her of murder, I was there to admit my guilt at being in possession of something dangerous to her. I did my best to fight it down, but I knew my voice sounded weak.\n\n“Ryan had it figured the night you killed him, it took me a little longer. What did you think, we weren’t going to see it?”\n\n“Oh, I thought you’d see it all right. But I was quite sure you’d be reluctant to recognize it.”\n\n“Because of your money?”\n\n“You and Ryan were very similar. You see money as life’s ultimate validation. It makes you easy to predict.”\n\n“Powell didn’t kill Karen.”"} +{"pdf_name": "11238248_356.pdf", "language": "en", "markdown": "“No, he didn’t.”\n\n“You made this tape. You knew he’d take a copy and that sooner or later we’d find it. And you knew how we’d read it.”\n\n“I knew how you’d want to read it.”\n\n“How long had you been planning it?”\n\n“Killing Karen? I didn’t really plan it at all.”\n\n“But the tape was made before you took her kidney out.”\n\n“The tape was just one I had, it wasn’t part of any plan, at least not until later. I shot it in Powell’s apartment to hurt him, to rub salt in the wound, so to speak. That’s all. The planning only came after I realized what it could be used for. Erase my copy, make up a story about the bracelet.... Almost too easy.”\n\n“Why did you kill her?”\n\n“Do you care?”\n\nI didn’t say anything. Bella shrugged, rewound the tape and started it playing again, this time in slow motion. She watched it as she spoke.\n\n“Karen came back much sooner than I’d expected. We hadn’t planned to meet again until a couple of weeks after she’d recovered from her operation, but she had some trouble at home. The man she was living with threw her out and she had nowhere to go. I let her stay, of course. But knowing she was accessible, that she was a woman who had no real prohibitions against selling parts of herself, was a constant temptation. The door had already been opened, you see, and I wanted to go back. After a week I offered to buy her appendix and she agreed.”\n\n“Only you didn’t stop with her appendix.”\n\n“No. It’s a much simpler operation to perform, so I was working without Powell. I hadn’t planned to do anything other than what I’d paid for. But being there alone, with her laid out on the table so...available, it seemed cowardly to limit myself once I’d started. I took out almost everything she had.”\n\n“But why?”\n\n“I’ve told you before the operations are a test, even with outcasts they require an effort of will. With Karen, when I took her kidney, I moved to another level. She wasn’t anonymous. She was"} +{"pdf_name": "2538109_37.pdf", "language": "en", "markdown": "As part of an audit in accordance with HKSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:\n\n•\t Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.\n\n•\t Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.\n\n•\t Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.\n\n•\t Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.\n\n•\t Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial represent the underlying transactions and events in a manner that achieves fair presentation.\n\n•\t Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.\n\nWe communicate with the Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit."} +{"pdf_name": "2538109_38.pdf", "language": "en", "markdown": "We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.\n\nFrom the matters communicated with the Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.\n\nThe engagement partner on the audit resulting in this independent auditor’s report is Chan Chi Yuen.\n\nAscenda Cachet CPA Limited\n\nCertified Public Accountants\n\nChan Chi Yuen\n\nPractising Certificate Number P02671\n\nHong Kong\n\n30 June 2017"} +{"pdf_name": "20734768_873.pdf", "language": "en", "markdown": "
SuccessorPredecessor
September 27-\nOctober 27, 2013April 29-\nSeptember 26, 2013Six\nMonths Ended\nOctober 28, 2012
(in millions)
Service cost$ 3.3 $ 22.6 $ 23.6
Interest cost7.232.837.4
Expected return on lpan assets(6.5)(35.4)(39.4)
Net amortization—24.826.4
Net periodic pension cost$ 4.0 $ 44.8 $ 48.0
\n\n# NOTE 10: EQUITY\n\n# Common Stock\n\nAs a result of the Merger, all outstanding common stock of the Company during the Predecessor period was acquired by Shuanghui and retired. See Note 2—Merger and Acquisition for further information on the Merger.\n\nAs a result of the Merger, all of the outstanding shares of Merger Sub were converted into 1,000 shares of common stock of the Company, no par value, and such shares are owned by a wholly owned subsidiary of Shuanghui. There are no other shares of stock outstanding in the Company.\n\n# Stock Options and Performance Share Units\n\nAt October 27, 2013, the Company has no outstanding stock option awards or performance share units and no new equity plans have been approved by the Board of Directors."} +{"pdf_name": "20734768_874.pdf", "language": "en", "markdown": "# Other Comprehensive Income (Loss)\n\nThe following tables present changes in the accumulated balances for each component of other comprehensive income (loss) and the related effects on net income of amounts reclassified out of other comprehensive income (loss).\n\n
SuccessorPredecessor
September 27-\nOctober 27, 2013July 29-\nSeptember 26,\n2013Three Months\nEnded October 28,\n2012
Before\nTax TaxAfter\nTaxBefore\nTax TaxAfter\nTaxBefore\nTaxAfter\n Tax Tax
(in millions)
Foreign currency translation:
Translation adjustment arising during\nthe period$ 28.9 $ (1.0)$ 27.9 $ 16.2 $ (3.6)$ 12.6 $ 51.5 $ (2.0)$ 49.5
Pension accounting:
Amortization of actuarial losses and\nprior service credits reclassified to\ncost of sales— — —3.1(1.2)1.9(1.3)0.5(0.8)
Amortization of actuarial losses and\nprior service credits reclassified to\nSG&A— — —6.8(2.7)4.114.5(5.7)8.8
Hedge accounting:
Gains (losses) arising during the period(6.9)2.8(4.1)(16.5)6.5(10.0)(4.2)2.0(2.2)
Gains reclassified to sales(0.2) —(0.2)3.2(1.3)1.9(25.6)10.0(15.6)
Gains reclassified to cost of sales0.1(0.1) —1.4(0.5)0.9(18.9)7.4(11.5)
Losses reclassified to SG&A— — —0.2 —0.20.4 —0.4
Total other comprehensive income\n(loss)$ 21.9 $ 1.7 $ 23.6 $ 14.4 $ (2.8)$ 11.6 $ 16.4 $ 12.2 $ 28.6
"} +{"pdf_name": "20734768_337.pdf", "language": "en", "markdown": "# Prepayments, deposits and other receivables\n\nPrepayments, deposits and other receivables consist primarily of deposits paid to suppliers, value-added tax receivables, loans receivables and prepayments. Prepayments, deposits and other receivables amounted to US\\$80 million, US\\$75 million and US\\$365 million as of December 31, 2011, 2012 and 2013, respectively. Prepayments, deposits and other receivables remained relatively stable as of December 31, 2011 and 2012. Prepayments, deposits and other receivables increased as of December 31, 2013 primarily as a result of the completion of our acquisition of Smithfield and consisted largely of loans receivables, deposits paid to suppliers and value-added tax receivables.\n\n# Trade and bills payables\n\nTrade and bills payables consist primarily of payables to suppliers. Trade and bills payables amounted to US\\$300 million, US\\$225 million and US\\$851 million as of December 31, 2011, 2012 and 2013, respectively. Trade and bills payables decreased from US\\$300 million as of December 31, 2011 to US\\$225 million as of December 31, 2012 primarily due to our efforts in optimizing our supply chain management in 2012. These measures included reducing bulk orders to our suppliers, which increased the frequency of orders but shortened the settlement period of each order. Trade and bills payables increased from US\\$225 million as of December 31, 2012 to US\\$851 million as of December 31, 2013 primarily as a result of the completion of our acquisition of Smithfield.\n\nThe following table sets forth our average trade and bills payables, cost of sales and trade and bills payables turnover days as of the dates indicated.\n\n
As of December 31,
201120122013
(US$ million)
(1)A verage trade and bills payables ..........275.0262.5538.0
Cost of sales ...........................4,8655,2449,457
(2)Trade and bill s payables days ............20.618.320.8
\n\nNotes:\n\n(1) Average of beginning and ending balances of total trade and bills payables in the period indicated.\n\n(2) Calculated as the average balances of total trade and bills payables, divided by the total cost of sales in the year (before biological assets fair value adjustments), multiplied by 365."} +{"pdf_name": "20734768_338.pdf", "language": "en", "markdown": "Trade and bills payables days decreased from 20.6 days in 2011 to 18.3 days in 2012 due primarily to our successful implementation of the aforementioned policies in optimizing our supply chain management in 2012. Trade and bills payable days increased from 18.3 days in 2012 to 20.8 days in 2013 primarily as a result of the impact from our acquisition of Smithfield. Trade and bills payable days in our operations in China was 13.8 days as of December 31, 2013.\n\nThe following table sets forth an aging analysis of our trade and bills payables for the periods indicated.\n\n
As of December 31,
201120122013
(US$ million)
(audited) (audited) (audited)
0 to 30 days. . . . . . . . . . . . . . . . . . . . . . . . . . . .274188756
31 to 90 days. . . . . . . . . . . . . . . . . . . . . . . . . . . —2887
91 to 180 days.......................... —98
181 days to 1 year . . . . . . . . . . . . . . . . . . . . . . .26 — —
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .300225851
\n\nThe credit period on our purchases of goods in our China operations is approximately 30 days. In our U.S. and international operations, credit terms vary based on goods and vendor and payables are typically paid in approximately 15 days.\n\n# Accrued expenses and other payables\n\nAccrued expenses and other payables consist primarily of accrued staff costs such as salaries, deposits received from customers, payables in respect of acquisition of property, plant and equipment, insurance payables, sales rebates payables, dividends payable and interest payables."} +{"pdf_name": "2896882_23.pdf", "language": "en", "markdown": "Meeting of the Remuneration Committee shall be held at least once a year. One meeting of the Remuneration Committee was held during the Year. The attendance records of each member of the Remuneration Committee at the said meeting are as follows:-\n\n
Name of the DirectorsAttendance/\nNumber of \nRemuneration \nCommittee meetings
Executive Director
Mr. Chu King Tien1/1
Independent non-executive Directors
Mr. Hui Kwok Wah (Chairman)1/1
Mr. Ma Sai Yam1/1
\n\nDuring the Year, the Remuneration Committee has, among other things, reviewed the remuneration package of the Directors and senior management of the Group and recommendation was made to the Board in relation to their remuneration package.\n\n# Nomination Committee\n\nThe Company has established a nomination committee (the “Nomination Committee”) on 15 May 2015 with written terms of reference in compliance with the Listing Rules. The Nomination Committee comprises one executive Director namely, Mr. Chu King Tien and two independent non-executive Directors, namely, Mr. Hui Kwok Wah and Mr. Ma Sai Yam, with Mr. Chu King Tien being appointed as the chairman of the Nomination Committee.\n\nThe roles and functions of the Nomination Committee include, among other things, reviewing the structure, size and composition of the Board at least once a year, making recommendations on any proposed changes to the Board to complement the Company’s corporate strategy, identifying individuals suitably qualified to become members of the Board and selecting, or making recommendations to the Board on the selection of individuals nominated for directorships, assessing the independence of the independent non-executive Directors and making recommendations to the Board on the appointment or re-appointment of the Directors and succession planning for Directors, in particular the chairman and the chief executive officer.\n\nThe Nomination Committee shall meet at least once a year. One meeting of the Nomination Committee was held during the Year. The attendance records of each member of the Nomination Committee at the said meeting are as follows:-\n\n
Name of the DirectorsAttendance/\nNumber of \nNomination \nCommittee meetings
Executive Director
Mr. Chu King Tien (Chairman)1/1
Independent non-executive Directors
Mr. Hui Kwok Wah1/1
Mr. Ma Sai Yam1/1
"} +{"pdf_name": "2896882_24.pdf", "language": "en", "markdown": "During the Year, the Nomination Committee has, among other things, reviewed the structure, size, composition and diversity of the Board, considered the appointment or re-appointment of the Directors, reviewed the independent non-executive Directors’ annual confirmation on independence and assessed their independence. The Nomination Committee will continue to review the necessity of more competent staff to join in for the expansion of the Group.\n\nPursuant to the amended Mandatory Disclosure Requirement L.(d)(ii) in the Corporate Governance Report as contained in Appendix 14 of the Listing Rules the Company should disclose its policy for nomination of directors in the summary of work performed by the Nomination Committee in its corporate governance report.\n\n# Nomination Criteria\n\nIn evaluating and selecting any candidate for the directorship, the following criteria should be considered:\n\n• character and integrity;\n\n• qualifications including professional qualifications, skills, knowledge and experience, and diversity aspects under the Board Diversity Policy that are relevant to the Company’s business and corporate strategy;\n\n• any measurable objectives adopted for achieving diversity on the Board;\n\n• for independent non-executive Directors, whether the candidate would be considered independent with reference to the independence guidelines set out in the Listing Rules;\n\n• any potential contributions the candidate can bring to the Board in terms of qualifications, skills, experience, independence and gender diversity;\n\n• willingness and ability to devote adequate time to discharge duties as a member of the Board and/or Board committee(s) of the Company; and\n\n• such other perspectives that are appropriate to the Company’s business and succession plan and where applicable may be adopted and/or amended by the Board and/or the Nomination Committee from time to time for nomination of directors and succession planning.\n\n# Nomination Procedures\n\nThe Company has put in place the following Director nomination procedures:\n\n# Appointment of New and Replacement Directors\n\n(i) If the Board determines that an additional or replacement Director is required, it will deploy multiple channels for identifying suitable director candidates, including referral from Directors, shareholders, management, advisors of the Company and external executive search firms.\n\n(ii) Upon compilation and interview of the list of potential candidates, the Nomination Committee will shortlist candidates for consideration by the Nomination Committee and/or the Board based on the selection criteria and such other factors that it considers appropriate. The Board has the final authority on determining suitable director candidate for appointment."} +{"pdf_name": "20788755_211.pdf", "language": "en", "markdown": "# 46. FINANCIAL INSTRUMENTS (continued)\n\n# b. Financial risk management objectives and policies (continued)\n\n# Credit risk and impairment assessment (continued)\n\nThe Group invests in rated and unrated debt securities as well as investment grade debt securities. The management regularly reviews and monitors the portfolio of debt securities. Summary of the fair value and principal amount of debt securities at FVTPL are set out below.\n\n# Debt securities at FVTPL\n\n
20212020
Fair valuePrincipal \namountFair valuePrincipal\namount
HK$’000HK$’000HK$’000HK$’000
AA- to BBB-166,806163,726422,637455,245
BB+ to B129,350130,52351,99752,308
Unrated89,13987,291242,602242,602
385,295381,540717,236750,155
"} +{"pdf_name": "20788755_212.pdf", "language": "en", "markdown": "# 46. FINANCIAL INSTRUMENTS (continued)\n\n# b. Financial risk management objectives and policies (continued)\n\n# Credit risk and impairment assessment (continued)\n\n# Trade debtors and contract assets arising from contracts with customers as well as lease receivables\n\nIn order to minimise the credit risk, the management of the Group has policies in place to ensure the sales of properties are made to purchasers with an appropriate financial strength and appropriate percentage of down payments. Monitoring procedures are in place to ensure that follow-up action is taken to recover overdue debts. In addition, the Group performs impairment assessment under ECL model on trade debtors including lease receivables individually or collectively based on the Group’s internet credit rating. Contract assets are assessed on an individual basis for impairment purpose.\n\n# Loan receivables/amounts due from associates, joint ventures, a shareholder of a non-wholly owned subsidiary and an investee company/bank balances and deposits\n\nThe credit risk of loan receivables and amounts due from associates, joint ventures, a shareholder of non-wholly owned subsidiary and an investee company is managed through an internal process. The Group actively monitors the outstanding amounts owed by each debtor and uses past due information to assess whether credit risk has increased significantly since initial recognition. The directors of the Company consider that the probability of default is minimal after assessing the counter-parties financial background and underlying assets held by the related parties.\n\nLoan receivables represent mortgage loans secured by the properties of the borrowers.\n\nIn determining the recoverability of loan receivables, the Group considers any change in the credit quality of the borrowers, the value of the underlying properties under mortgage, historical settlements of loan interests and other forward-looking information.\n\n# Debt instruments at FVTOCI\n\nThe Group only invests in debt securities with credit rating of B or above issued by Moody’s or Standard & Poor’s. The directors of the Company focus on the investment diversification and their credit ratings changes. The directors of the Company assess ECL on the debt instruments at FVTOCI based on the default rates published by major international credit rating agencies that are applicable to the respective debts instruments credit grades. As a result of this assessment, the directors of the Company are of the opinion that the ECL on these debt instruments is insignificant.\n\nSummary of the fair value and principal amount of debt securities at FVTOCI are set out below.\n\n
20212020
Fair valuePrincipal \namountFair valuePrincipal\namount
HK$’000HK$’000HK$’000HK$’000
AA- to BBB-435,537425,445787,918813,302
BB+ to B1,259,5381,274,442647,113906,070
Unrated333,769354,277146,189146,189
2,028,8442,054,1641,581,2201,865,561
\n\nThe credit risks on pledged deposits, restricted bank deposits, deposit in a financial institution, bank balances and deposits are limited because the counterparties are banks/financial institutions with high credit ratings assigned by international credit-rating agencies."} +{"pdf_name": "20744259_59.pdf", "language": "en", "markdown": "# Key Corporate Bank summary of operations\n\nAs shown in Figure 13, Key Corporate Bank recorded net income attributable to Key of \\$814 million for 2017, compared to\\$628 million for 2016 and \\$544 million for 2015. The 2017 increase was driven by an increase in revenue and lower provision for credit losses, but slightly offset by higher noninterest expense.\n\nTE net interest income increased in 2017 compared to 2016. This increase is primarily due to growth in both loan and deposit balances. The balance increases are due to a full year impact of the First Niagara acquisition as well as growth in core businesses.\n\nNoninterest income increased from 2016. The majority of the increase is related to growth in investment banking and debt placement fees, with growth in financial advisory, debt capital markets, and mortgage banking fees from our core Key franchise as well as the fourth quarter acquisition of Cain Brothers. Operating lease income and other leasing gains increased due to higher originations. Cards and payments income increased due to higher volumes in purchase and pre­paid card and merchant services. Slightly offsetting these increases is a decline in other noninterest income mostly driven by impairments and lower gains related to certain investments held by the Real Estate Capital line of business.\n\nThe provision for credit losses decreased from 2016, primarily due to lower net loan charge­offs and lower provisioning related to improving credit quality in the overall portfolio.\n\nNoninterest expense increased from 2016. Personnel expense increased due to higher salaries, incentive compensation, benefits, and stock­based compensation expense partially related to the acquisition of Cain Brothers as well as higher performance­based compensation. Nonpersonnel expense increased due to higher operating lease expense, cards and payments processing, and other various expenses related to the acquisition of Cain Brothers.\n\nIn 2016, Key Corporate Bank’s net income attributable to Key increased from the prior year. TE net interest income increased compared to 2015, due to higher balances related to the First Niagara acquisition and growth in core businesses. Noninterest income increased due to growth in investment banking and debt placement fees, other noninterest income, and cards and payments income. The provision for credit losses increased primarily due to increased net loan charge­offs. Noninterest expense increased due to higher salaries, incentive compensation, benefits, and stock­based compensation expense largely related to the acquisition of First Niagara as well as higher performance­based compensation, higher operating lease expense, cards and payments processing, FDIC assessment, and other various expenses related to the acquisition of First Niagara.\n\n# Figure 13. Key Corporate Bank\n\n
Year ended December 31,201720162015Change 2017 vs. 2016
dollars in millionsAmountPercent
SUMMARY OF OPERATIONS
Net interest income (TE)$ 1,190$ 1,049$ 886$ 14113.4 %
Noninterest income1,1471,01392613413.2
Total revenue (TE)2,3372,0621,81227513.3
Provision for credit losses2012783(107)(84.3)
Noninterest expense1,2571,13198812611.1
Income (loss) before income taxes (TE)1,06080474125631.8
Allocated income taxes and TE adjustments2461781966838.2
Net income (loss)81462654518830.0
Less: Net income (loss) attributable to noncontrolling interests—(2)12(100.0)
Net income (loss) attributable to Key$ 814$ 628$ 544$ 18629.6 %
AVERAGE BALANCES
Loans and leases$ 37,732$ 31,929$ 25,865$ 5,80318.2 %
Loans held for sale1,24293493730833.0
Total assets44,52137,80131,5416,72017.8
Deposits21,31820,78319,0435352.6
"} +{"pdf_name": "20744259_60.pdf", "language": "en", "markdown": "# ADDITIONAL KEY CORPORATE BANK DATA\n\n
Year ended December 31,Change 2017 vs. 2016
dollars in millions201720162015AmountPercent
NONINTEREST INCOME
Trust and investment services income$ 138$ 143$ 137$ (5)(3.5)%
Investment banking and debt placement fees58947143911825.1
Operating lease income and other leasing gains8056622442.9
Corporate services income156157155(1)(.6)
Service charges on deposit accounts505043——
Cards and payments income4029151137.9
Payments and services income246236213104.2
Mortgage servicing fees615348815.1
Other noninterest income335427(21)(38.9)
Total noninterest income$ 1,147$ 1,013$ 926$ 13413.2 %
\n\n# Other Segments\n\nOther Segments consist of Corporate Treasury, our Principal Investing unit, and various exit portfolios. Other Segments generated net income attributable to Key of \\$125 million for 2017, compared to \\$89 million for 2016, and \\$125 million for 2015."} +{"pdf_name": "11790457_304.pdf", "language": "en", "markdown": "# Revenue from major products\n\nThe following is an analysis of the Group’s revenue from its major products:\n\n
Year ended 31 DecemberSix months ended\n30 June
20072008200920092010
US$’000 US$’000 US$’000 US$’000US$’000
(unaudited)
Deanxit ....................26,14436,71044,46822,76826,029
Ursofalk ....................14,75621,07428,32713,39316,937
Augentrofpen Stulln Mono edye-rops . .3,0114,3946,1462,8173,814
GanFuLe....................2,5993,9104,7802,2432,004
XinHuoSu ................... —2,8397,2532,9835,697
Salofalk . . . . . . . . . . . . . . . . . . . . —1331,8246581,684
Cystistat . . . . . . . . . . . . . . . . . . . . —66515171319
Exacin ....................————3,367
Bioflor ....................— — — —282
Others .....................5,2373,4743,1411,7421,062
Total ......................51,74772,60096,45446,77561,195
\n\n# 6. OTHER GAINS AND LOSSES\n\n
Year ended 31 December Six months ended 30 June
20072008200920092010
US$’000 US$’000 US$’000 US$’000US$’000
(unaudited)
Service fee income . . . . . . . . . . . . . . —771 — — —
Net exchange gain (loss) . . . . . . . . . .655743(405)(272)(109)
Government subsidies (Note) . . . . . . .1623801161240
Interest income . . . . . . . . . . . . . . . .23622132994302
Gain on disposal of a subsidiary . . . . . — —24 — —
Loss on disposal of an associate\n(Note 18) . . . . . . . . . . . . . . . . . — —(70) — —
Fair value change on investments held\nfor trading . . . . . . . . . . . . . . . . .288158811481
Imputed interest income on\navailable-for-sale investment . . . . . .3020 — — —
(Loss) gain on disposal of property,\nlpant and equipment. . . . . . . . . . .(8)27(2)6
Impairment loss recognised on property,\nlant and equipment (Note 14p) .... — —(805) — —
Discount on acquisition of an associate\n(Note 18) . . . . . . . . . . . . . . . . . — —647647 —
Others . . . . . . . . . . . . . . . . . . . . .78152534926
1,2802,690662691546
\n\nNote: The amount represents the incentive subsidies provided by the PRC local authorities to the Group to encourage performance of the research and development. There are no specific conditions attached to the grants, the Group recognised the grants upon receipts."} +{"pdf_name": "11790457_305.pdf", "language": "en", "markdown": "# 7. FINANCE COSTS\n\n
Year ended 31 December Six months ended 30 June
20072008200920092010
US$’000 US$’000 US$’000 US$’000US$’000
(unaudited)
Interest on bank loans wholly repayable\nwithin five years . . . . . . . . . . . . .301 —43 —187
Imputed interest on deferred\nconsideration payables . . . . . . . . . —226347191149
301226390191336
\n\n# 8. DIRECTORS’ AND EMPLOYEES’ EMOLUMENTS\n\n
Year ended 31 December Six months ended 30 June
20072008200920092010
US$’000 US$’000 US$’000 US$’000US$’000
(unaudited)
Directors’ fees . . . . . . . . . . . . . . . .1881931617781
Other emoluments to non-executive\ndirectors and independent\nnon-executive directors .........—————
Other emoluments to executive\ndirectors
- basic salaries and allowances . . . .308328340173151
- retirement benefits scheme\ncontributions . . . . . . . . . . . . .17121548
513533516254240
"} +{"pdf_name": "2612214_8.pdf", "language": "en", "markdown": "# OVERALL RESULTS\n\nIn 2018, the Company maintained a healthy growth in revenue from continuing operations and the revenue from the software business maintained a stable growth, which amounted to approximately RMB5,192.0 million, representing an increase of 7.6% as compared with last year, which was the greatest increase in the last three years. In particular, the data-driven operation services achieved a rapid growth, almost doubling that of last year.\n\nThe adjusted net profit for 2018 amounted to approximately RMB602.2 million, representing a significant increase of 29.9% as compared with last year, and the adjusted net profit margin was 11.6%, achieving a good profitability level. The use of adjusted net profit from continuing operations is to easily compare the operating performance of the Company between periods. In view of this, we have eliminated the impacts of certain non-recurring, non-cash or non-operating items. Such impacts include share-based compensation, amortization of intangible assets arising from acquisition, interest expenses from the Privatization Syndicated Loan1, exchange gain and loss, and the listing expenses. The adjusted net profit and adjusted net profit margin referred to in this annual report were adjusted pursuant to the principles as set out above.\n\nNet cash generated from operating activities amounted to approximately RMB583.3 million, representing an increase of 14.3% as compared with last year, and the cash generating ability continued to strengthen.\n\n# BUSINESS REVIEW\n\n# Further reinforcing our leading position in the telecom operators market to maintain positive growth\n\nWe served as the provider of China’s first-generation telecom software and services, and accumulated experience of more than 20 years in the telecom operators market. With leading research and development (“R&D”) capabilities, products and services within the industry, we have collaborated extensively with the three major telecom operators in the PRC, supporting over one billion subscribers nationwide. We maintained an absolute leading position in the industry.\n\nIn 2018, the Company continued to expand its input on business support, 5G intelligent network, data-driven operating services, big data and artificial intelligence (“AI”), developing over 500 types of software products for telecom operators. We actively participated in the centralized reform of telecom operators, supporting the R&D of various large-scale information technology (“IT”) projects. We took the initiative to grasp development opportunities provided by newly established specialized companies and participated in early business model design phase to provide a variety of software products and services. We actively explored the development opportunities of telecom operators in new business sectors such as IoT, data-driven operation, intelligent customer services and 5G intelligent network, and continuously develop the telecom operators market. As of December 31, 2018, the Company provided services to 214 telecom operator customers, representing an increase of 10.9% as compared with last year, and achieved a customer retention rate of over 99%.\n\nREVENUE FROM THE SOFTWARE BUSINESS\n\nADJUSTED NET PROFIT\n\nNET CASH GENERATED FROM OPERATING ACTIVITIES\n\nNote 1: Refers to the loan borrowed in connection with the delisting of AsiaInfo Holdings, LLC (“AsiaInfo Holdings”) from National Association of Securities Dealers Automated Quotations (“NASDAQ”) Global Market of the United States, which was transferred to our Group in December 2015 and refinanced in 2018."} +{"pdf_name": "2612214_9.pdf", "language": "en", "markdown": "# Actively deploying large enterprise customer market in non-telecom industries, and achieving breakthroughs in expansion of customers\n\nWith in-depth knowledge and understanding on the telecom operators market, precious skills and techniques in project management, and rich telecom grade software products, we are actively enhancing market shares in the non-telecom large enterprise customers market, providing support services to large enterprises on business transformation and data-driven operating services.\n\nDuring the Reporting Period, the Company had put its focus on related industries such as postal, cable TV, banking, insurance, power grid and automobile and collaborated with large enterprises in the industry and made phenomenal progress, such as, the success in launching the CRM system for China Post online, obtaining the order of CRM system for China Life Property and Casualty Insurance Company Limited and PICC Life Insurance Company Limited, as well as entering the power grid industry to become the strategic partner of State Grid Limited (“State Grid”) and its subsidiaries. As of December 31, 2018, the Company provided services to 38 non-telecom large enterprise customers, representing an increase of 35.7% as compared with last year, and achieved a customer retention rate of over 99%.\n\n# Rapid growth in data-driven operation business convening power for future growth\n\nIn light of the current wave of development in digitalization and informationization, customers from different sectors have pressing needs for digital transformation. The Company leveraged its strong data analyzing capability, professional modeling and IT capabilities, as well as in-depth understanding on operating environment and pain points of customers’ business, to help corporations analyze market development and customer trends by providing them with software as a service (“SaaS”) data-driven operation service tools through external data sources from multiple channels, achieving a win-win situation.\n\nDuring the Reporting Period, the Company strived to cultivate the new business area of data-driven operating services. We provided major customers including operators, banking, insurance, automobile and public utility related industries with innovative data-driven operating services. And we actively expanded customer base and income sources with measures such as jointly establishing innovative laboratories on data-driven business with headquarters and subsidiaries of various telecom operators, establishing strategic partnership with China Merchants Bank, providing public utility operators with data-driven operating platform for population statistic management and safety control of dense crowd, etc. In 2018, data-driven operating services achieved a revenue of approximately RMB82.5 million with a nearly 100% increase, demonstrating our rapid business development and promising prospect.\n\n# Actively deploying IoT applications in vertical industries\n\nFacing industry changes and development opportunities in the smart connection generation, the Company has reinforced its efforts in exploring and developing IoT sector and has established an innovative “IoT platform + IoT business application + IoT operation” business model.\n\nIn terms of smart communities and the Internet of Vehicles, we have developed mature applications for industries, providing IoT services. We also started our in-depth collaboration with well-known enterprises in real estates, properties and automobile industries, such as Beijing North Star Group, Kang Qiao Service, Desay SV, BYD Company Limited and Changan Automobile. As of December 31, 2018, the smart community platform products covered over 3 million users, activating over 200 communities. The Internet of Vehicles served over 6 million members of Changan Automobile and over 0.3 million high-end users of BYD Company Limited."} +{"pdf_name": "2906227_135.pdf", "language": "en", "markdown": "# 29. STATEMENT OF FINANCIAL POSITION AND RESERVE MOVEMENT OF THE COMPANY\n\n# (a) Statement of financial position of the Company\n\n
As at 31 December
20182017
NoteHK$’000HK$’000
ASSETS
Non-current assets
Investments in subsidiaries225,196
Total non-current assets225,196
Current assets
Trade and other receivables1,4581,708
Amounts due from subsidiaries17,769211,387
Bank and cash balances82319
Total current assets19,309213,414
TOTAL ASSETS19,311238,610
EQUITY AND LIABILITIES
Share capital28174,490161,152
Reserves29(b)(166,895)70,117
Total equity7,595231,269
LIABILITIES
Current liabilities
Amounts due to subsidiaries8,657437
Other payables and accruals3,0596,904
Total current liabilities11,7167,341
TOTAL EQUITY AND LIABILITIES19,311238,610
\n\nApproved by the Board of Directors on 29 March 2019 and is signed on its behalf by:\n\n
Zheng JinweiHe Qian
"} +{"pdf_name": "2906227_136.pdf", "language": "en", "markdown": "# 29. STATEMENT OF FINANCIAL POSITION AND RESERVE MOVEMENT OF THE COMPANY (Continued)\n\n# (b) Reserve movement of the Company\n\n
Share \npremiumShare-based \npayments \nreserveConvertible \nbonds reserveContributed \nsurplusAccumulated \nlossesTotal
HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000
At 1 January 20177,117,17156,2775,139332,310(7,395,273)115,624
Loss for the year————(82,259)(82,259)
Issue of shares by subscription \n(note 28(b))36,448————36,448
Redemption of convertible bonds——(5,139)—5,139—
Share-based payments—304———304
Transfer of reserve upon lapse of \nshare options—(47,500)——47,500—
At 31 December 20177,153,6199,081—332,310(7,424,893)70,117
Adjustments on initial application of \n— HKFRS 9————(203,603)(203,603)
Restated balance at \n1 January 20187,153,6199,081—332,310(7,628,496)(133,486)
Loss for the year————(37,891)(37,891)
Share-based payments—4,482———4,482
Issue of shares on share option \nscheme4,482(4,482)————
Transfer of reserve upon lapse of \nshare options—(9,081)——9,081—
At 31 December 20187,158,101——332,310(7,657,306)(166,895)
"} +{"pdf_name": "3423620_48.pdf", "language": "en", "markdown": "# 1. Basis of Presentation\n\nThe Consolidated Financial Statements reflect the consolidated operations of TE Connectivity Ltd. and its subsidiaries and have been prepared in United States (‘‘U.S.’’) dollars in accordance with accounting principles generally accepted in the U.S. (‘‘GAAP’’).\n\n# Description of the Business\n\nTE Connectivity Ltd. (‘‘TE Connectivity’’ or the ‘‘Company,’’ which may be referred to as ‘‘we,’’ ‘‘us,’’ or ‘‘our’’) is a global technology and manufacturing leader creating a safer, sustainable, productive, and connected future. For more than 75 years, our connectivity and sensor solutions, proven in the harshest environments, have enabled advancements in transportation, industrial applications, medical technology, energy, data communications, and the home.\n\nWe operate through three reportable segments:\n\n• Transportation Solutions. The Transportation Solutions segment is a leader in connectivity and sensor technologies. Our products, which must withstand harsh conditions, are used in the automotive, commercial transportation, and sensors markets.\n\n• Industrial Solutions. The Industrial Solutions segment is a leading supplier of products that connect and distribute power, data, and signals. Our products are used in the industrial equipment; aerospace, defense, oil, and gas; and energy markets.\n\n• Communications Solutions. The Communications Solutions segment is a leading supplier of electronic components for the data and devices and the appliances markets. We are also a leader in developing, manufacturing, installing, and maintaining some of the world’s most advanced subsea fiber optic communications systems.\n\n# Use of Estimates\n\nThe preparation of the Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Significant estimates in these Consolidated Financial Statements include restructuring and other charges, assets acquired and liabilities assumed in acquisitions, allowances for doubtful accounts receivable, estimates of future cash flows and discount rates associated with asset impairments, useful lives for depreciation and amortization, loss contingencies, net realizable value of inventories, estimated contract revenue and related costs, legal contingencies, tax reserves and deferred tax asset valuation allowances, and the determination of discount and other rate assumptions for pension benefit cost. Actual results could differ materially from these estimates.\n\n# Fiscal Year\n\nWe have a 52- or 53-week fiscal year that ends on the last Friday of September. For fiscal years in which there are 53 weeks, the fourth quarter reporting period includes 14 weeks. Fiscal 2017, 2016, and 2015 ended on September 29, 2017, September 30, 2016, and September 25, 2015, respectively. Fiscal 2017 and 2015 were 52 weeks in length. Fiscal 2016 was a 53-week year."} +{"pdf_name": "3423620_49.pdf", "language": "en", "markdown": "# 2. Summary of Significant Accounting Policies\n\n# Principles of Consolidation\n\nWe consolidate entities in which we own or control more than 50% of the voting shares or otherwise have the ability to control through similar rights. All intercompany transactions have been eliminated. The results of companies acquired or disposed of are included on the Consolidated Financial Statements from the effective date of acquisition or up to the date of disposal.\n\n# Revenue Recognition\n\nOur revenues are generated principally from the sale of our products. Revenue from the sale of products is recognized at the time title and the risks and rewards of ownership pass to the customer. This generally occurs when the products reach the shipping point, the sales price is fixed and determinable, and collection is reasonably assured.\n\nContract revenues for construction related projects, which are generated in the Communications Solutions segment, are recorded primarily using the percentage-of-completion method. Profits recognized on contracts in process are based upon estimated contract revenue and related cost to complete. Percentage-of-completion is measured based on the ratio of actual costs incurred to total estimated costs. Revisions in cost estimates as contracts progress have the effect of increasing or decreasing profits in the current period. Provisions for anticipated losses are made in the period in which they first become determinable. In addition, provisions for credit losses related to unbilled receivables on construction related projects are recorded as reductions of revenue in the period in which they first become determinable.\n\nWe generally warrant that our products will conform to our, or mutually agreed to, specifications and that our products will be free from material defects in materials and workmanship for a limited time. We limit our warranty to the replacement or repair of defective parts, or a refund or credit of the price of the defective product. We accept returned goods only when the customer makes a verified claim and we have authorized the return. Generally, a reserve for estimated returns is established at the time of sale based on historical return experience and is recorded as a reduction of sales.\n\nAdditionally, certain of our long-term contracts in the Communications Solutions segment have warranty obligations. Estimated warranty costs for each contract are determined based on the contract terms and technology-specific considerations. These costs are included in total estimated contract costs and are accrued over the construction period of the respective contracts under percentage-of-completion accounting.\n\nWe provide certain distributors with an inventory allowance for returns or scrap equal to a percentage of qualified purchases. A reserve for estimated returns and scrap allowances is established at the time of the sale based on an agreed-upon, fixed percentage of sales to distributors and is recorded as a reduction of sales.\n\nOther allowances include customer quantity and price discrepancies. A reserve for other allowances is generally established at the time of sale based on historical experience and is recorded as a reduction of sales. We believe we can reasonably and reliably estimate the amounts of future allowances."} +{"pdf_name": "9265117_1.pdf", "language": "en", "markdown": "# CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME\n\nfor the six months ended 30 September 2020 — unaudited\n\n(Expressed in Hong Kong dollars)\n\n
Six months ended \n30 September
20202019
$’000$’000
(Loss)/profit for the period(7,029)18,425
Other comprehensive income for the period
Item that may be reclassified subsequently to \nprofit or loss:
Exchange difference on translation of the financial \nstatements of subsidiaries (nil tax effect)7,554(13,908)
Total comprehensive income for the period5254,517
"} +{"pdf_name": "9265117_2.pdf", "language": "en", "markdown": "# CONSOLIDATED STATEMENT OF FINANCIAL POSITION\n\nat 30 September 2020 — unaudited\n\n(Expressed in Hong Kong dollars)\n\n
NoteAt \n30 September \n2020At \n31 March \n2020
$’000$’000
Non-current assets
Property, lipant and equpment98,34217,824
Intanilgbe assets1048,66250,261
Goodwill1055,38960,432
Deferred tax assets2,3072,097
114,700130,614
Current assets
Inventories747927
Trade and other receivables11100,72692,332
Current tax recoverable3,265—
Restricted bank deposits2,8782,586
Cash at bank and in hand190,689206,735
298,305302,580
Current liabilities
Trade and other payables12117,484100,687
Contract liabilities47,89745,349
Amount due to the controlling shareholder3,4592,435
Lease liabilities12,55721,054
Current tax payable6,3938,239
187,790177,764
Net current assets110,515124,816
Total assets less current liabilities225,215255,430
"} +{"pdf_name": "2611447_101.pdf", "language": "en", "markdown": "# Noble Energy, Inc.\n\nConsolidated Statements of Comprehensive Income (Loss)\n\n(millions)\n\n
Year Ended December 31,
201720162015
Net Loss Including Noncontrolling Interests$ (1,050)$ (985)$ (2,441)
Other Items of Comprehensive Loss
Net Change in Mutual Fund Investment——(11)
Less Tax Expense——4
Net Change in Pension and Other3399
Less Tax Benefit(1)(1)(35)
Other Comprehensive Income2257
Comprehensive Loss Including Noncontrolling Interests$ (1,048)$ (983)$ (2,384)
Less: Comprehensive Income Attributable to Noncontrolling Interests6813—
Comprehensive Loss Attributable to Noble Energy$ (1,116)$ (996)$ (2,384)
\n\nThe accompanying notes are an integral part of these financial statements."} +{"pdf_name": "2611447_102.pdf", "language": "en", "markdown": "Noble Energy, Inc.\n\nConsolidated Balance Sheets\n\n(millions)\n\n
December 31,\n2017December 31,\n2016
ASSETS
Current Assets
Cash and Cash Equivalents$ 675$ 1,180
Accounts Receivable, Net748615
Other Current Assets780160
Total Current Assets2,2031,955
Property, Plant and Equipment
Oil and Gas Properties (Successful Efforts Method of Accounting)29,67830,355
Property, Plant and Equipment, Other879909
Total Property, Plant and Equipment, Gross30,55731,264
Accumulated Delpreciation, DedApetion an mortization(13,055)(12,716)
Total Property, Plant and Equipment, Net17,50218,548
Goodwill1,310—
Other Noncurrent Assets461508
Total Assets$ 21,476$ 21,011
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts Payable ­ Trade$ 1,161$ 736
Other Current Liabilities578742
Total Current Liabilities1,7391,478
Long­Term Debt6,7467,011
Net Deferred Income Tax Liability1,1271,819
Other Noncurrent Liabilities1,2451,103
Total Liabilities10,85711,411
Shareholders’ Equity
Preferred Stock ­ Par Value $1.00 per share; 4 Million Shares Authorized, None Issued——
Common Stock ­ Par Value $0.01; 1 Billion Shares Authorized; 529 Million and 471 Million\nShares Issued, Respectively55
Additional Paid in Cailpta8,4386,450
Accumulated Other Comprehensive Loss(30)(31)
Treasury Stock, at Cost; 39 Million and 38 Million Shares, Respectively(725)(692)
Retained Earnings2,2483,556
Noble Energy Share of Equity9,9369,288
Noncontrolling Interests683312
Total Equity10,6199,600
Total Liabilities and Equity$ 21,476$ 21,011
\n\nThe accompanying notes are an integral part of these financial statements."} +{"pdf_name": "11764847_147.pdf", "language": "en", "markdown": "# Statements of Changes in Equity\n\nYear ended 31 December 2016\n\n
CompanyShare\ncapitalMerger/\ncapital \nreserveShare-based \npayments \nreserveHedging \nreserveRetained \nprofitsTotal\nreservesTotal\nequity
$m$m$m$m$m$m$m
At 1 January 2015282.6276.513.4(1.4)823.21,111.71,394.3
Total comprehensive income for the year
Profit for the year––––514.9514.9514.9
Other comprehensive income
Effective portion of changes in fair value \nof cash flow hedges, net of taxation–––1.9–1.91.9
Total comprehensive income for the year–––1.9514.9516.8516.8
Transactions with equity holders of the Company, \nrecognised directly in equity
Contributions by and distributions to equity holders \nof the Company
Issue of shares pursuant to share plans10.9–(10.6)––(10.6)0.3
Share-based payment expenses––9.5––9.59.5
Dividends paid (Note 29)––––(345.9)(345.9)(345.9)
Total transactions with equity holders of the Company10.9–(1.1)–(345.9)(347.0)(336.1)
At 31 December 2015293.5276.512.30.5992.21,281.51,575.0
"} +{"pdf_name": "11764847_148.pdf", "language": "en", "markdown": "Financials\n\n
CompanyShare\ncapitalTreasury \nsharesMerger/ \ncapital \nreserveShare-based \npayments \nreserveFair value \nreserveHedging \nreserveRetained \nprofitsTotal\nreservesTotal \nequity
$m$m$m$m$m$m$m$m$m
At 1 January 2016293.5–276.512.3–0.5992.21,281.51,575.0
Total comprehensive income for the year\nProfit for the year––––––497.1497.1497.1
Other comprehensive income
Net change in fair value of \navailable-for-sale financial assets––––12.5––12.512.5
Effective portion of changes in fair value \nof cash flow hedges, net of taxation–––––(0.5)–(0.5)(0.5)
Total comprehensive income \nfor the year––––12.5(0.5)497.1509.1509.1
Transactions with equity holders of the \nCompany, recognised directly \nin equity
Contributions by and distributions \nto equity holders of the Company
Treasury shares purchased by the Company–(12.3)–––––(12.3)(12.3)
Issue of shares pursuant to share plans6.2––(6.2)–––(6.2)–
Share-based payment expenses–––7.2–––7.27.2
Tax impact on transfer of treasury shares–���–0.8–––0.80.8
Dividends paid (Note 29)––––––(346.2)(346.2)(346.2)
Total transactions with equity holders \nof the Company6.2(12.3)–1.8––(346.2)(356.7)(350.5)
At 31 December 2016299.7(12.3)276.514.112.5–1,143.11,433.91,733.6
"} +{"pdf_name": "11759555_187.pdf", "language": "en", "markdown": "# 21 AVAILABLE-FOR-SALE INVESTMENTS\n\n
20172016
HK$’000HK$’000
Listed equity securities, at fair value61,50151,408
Unlisted equity securities, at fair value (note)5,282,7934,804,782
5,344,2944,856,190
\n\nNote: In 2016, the Group acquired an indirect equity interest of approximately 24.4% in Shanghai Krupp Stainless Co. Ltd. (“SKS”), which owns a project site in Pudong New Area, Shanghai (the “Project”). As the Group does not have any significant influence over financial and operating policies to Shanghai Krupp, the Group recorded its investments as available-for-sale investments. The investment cost in SKS amounting to HK\\$3,425 million as at 31 December 2017 was included in the balance of unlisted equity securities.\n\nThe Group’s investment was made based on a public notice issued and approved in May 2016 by the Municipal Government on city planning regarding the conversion of the land usage from industrial to commercial and residential use. However, in August 2017, the Municipal Government issued and approved another development plan of Pudong Expo Cultural Park of which the underlying Project held by SKS fell within the area of park development.\n\nAs of the date of this report, there is no verbal or written notice issued by the government to SKS regarding the development of the site area and the rationale of the change in the development plan of the area and its implication to the original development plan of the Project. As of the date of this report, SKS remains as the registered owner of the land with all the rights conferred as per the original land grant.\n\nBased on the above-mentioned situation and after taking into consideration the legal advice from an independent legal counsel, together with the current status of the project site, management considered SKS maintains reasonable grounds to negotiate with the Municipal Government in respect of the latest development plan of the Project including but not limited to explore a mutually acceptable solution and/or to pursue a negotiation for its damages and loss of profits, if any. Management has then engaged independent valuers, Cushman & Wakefield Limited, who hold a recognised relevant professional qualification, to estimate the fair value of the Group’s available-for-sale investments as at 31 December 2017 based on the original development plan of the Project as set out in the public notice issued in May 2016.\n\nCushman & Wakefield Limited adopted an asset-based valuation approach on the investment, which is a means of estimating the value of a business using methods based on the market value of individual business assets less liabilities and judgement was required to determine the fair value."} +{"pdf_name": "11759555_188.pdf", "language": "en", "markdown": "# 22 MORTGAGE LOANS RECEIVABLE\n\n
20172016
HK$’000HK$’000
Non-current mortgage loans receivable3,641,9051,001,386
Current portion of mortgage loans receivable30,02513,663
Total mortgage loans receivable3,671,9301,015,049
\n\nThe balance included first mortgage loans of HK\\$2,442,536,000 (2016: HK\\$611,329,000) offered to buyers of certain properties developed by the Group in Hong Kong. For these first mortgage loans receivable, the fair value was calculated based on cash flows discounted using lending rates from financial institutions and assuming the loans will be repaid according to the contract terms. The valuation process of the Group is set out in note 3(c)(iv) to the consolidated financial statements.\n\nThe remaining amounts mostly represented the second mortgage loans receivable which are carried at amortised cost.\n\nMortgage loans receivable are denominated in Hong Kong dollars.\n\n# 23 ACCOUNTS RECEIVABLE, PREPAYMENTS AND DEPOSITS\n\n
20172016
HK$’000HK$’000
Trade receivables (note (a))4,332,017347,788
Prepayments223,230928,753
Land bidding deposit (note (b))–168,652
Others3,010,9641,033,423
7,566,2112,478,616
\n\nThe carrying amounts of accounts receivable approximate their fair value.\n\nThe carrying amounts of the Group’s accounts receivable, prepayments and deposits are denominated in the following currencies:\n\n
20172016
HK$’000HK$’000
Hong Kong dollar6,957,8311,831,154
Renminbi507,694646,858
Other currencies100,686604
7,566,2112,478,616
"} +{"pdf_name": "11711012_249.pdf", "language": "en", "markdown": "The Dongguan Public Security Fire Bureau Zhangmutou Brigade\\* (東莞市公安消防局樟木頭大隊) conducted an investigation into this incident and issued a report on 7 September 2017 (the “Report”). The Report stated that the fire was caused by short circuit in the storage area of finished products, which ignited sparks and caused fire to the inflammable products nearby. The estimated loss on finished goods was HK\\$14.9 million, which was covered by our insurance policies. Based on our inventory system which enables us to track the movement and location of our inventory, we were able to estimate the value of the inventory stored in the relevant warehouse. We also conducted stock take on our other warehouse in Dongguan Factory, and compared the value of such inventory against our record on overall inventory, in order to ensure the accuracy of the estimated loss on finished goods. Except for an administrative penalty amounting to RMB30,000 imposed on Dongguan Zensee, no criminal liability and/or other administrative penalty was imposed on any member of our Group or any of its directors. After the incident, we enhanced our fire prevention equipment in our factory buildings, including but not limited to installing sprinklers, fire-proof doors, fire hydrant boxes, fire hydrants and smoke ventilation systems. In addition, we engaged a qualified fire safety system company, which is an Independent Third Party, to conduct site visit and review our facilities in order to identify areas of high risk of fire. We also installed a smoke detection system which allows remote monitoring of the relevant facilities.\n\nOur PRC Legal Advisers are of the opinion that, according to the written confirmations provided by the relevant competent fire protection authorities of PRC and/or public online search on the relevant websites of PRC fire protection bureaus, during the Track Record Period, saved for the above disclosed, no administrative penalties have been found to be imposed on us for the violation of relevant fire protection laws and regulations.\n\nOur Directors confirm that there were no incident that resulted in death or serious injury of our employees during the Track Record Period. Although we have maintained insurance policy relating to our production facilities and the safety of our employees working in our production plants, there is no assurance that our insurance policies will be adequate to cover all losses incurred in the event of an incident or other unexpected event in the future. In such event, if the coverage of our existing insurance policies is not adequate, our financial condition and results of operations may be materially adversely affected. For the associated risks, see “Risk Factors – Risks relating to our business – Our insurance coverage may not be adequate.”.\n\n# INFORMATION TECHNOLOGY\n\nWe rely on our integrated IT systems to support the important aspects of our business. As at the Latest Practicable Date, we had two sets of information systems in place, namely MES and the MRP System, which were developed by ourselves.\n\nOur MRP System and MES support the daily operations of our Group by gathering data related to order processing, engineering, procurement, material and production planning, production, quality control, delivery, inventories and finance. The systems also enable us to monitor the operational processes and order status real time, which allow transparency and facilitate management of our operation."} +{"pdf_name": "11711012_250.pdf", "language": "en", "markdown": "Our MRP System regulates our supply chain and financial management, collects and combines data in relation to procurement of raw materials, production, product delivery and inventories. Our MES supports production and materials tracking which allows us to trace the use of raw materials in production and check the production status of each purchase order we receive. All of the operational information can be monitored in real time and updated through our MRP System and MES, which allow transparency and control of our production processes. These systems are managed by our information technology team, which comprised 49 staff as at the Latest Practicable Date.\n\nQ P (SZ) is responsible for supporting our websites, including the development of our websites and online personalisation and design features, online ordering management and automatic imposition processes for digital printing. Linking up online ordering and manufacturing management, the websites feature online personalisation and ordering functions and enable automatic imposition processes for digital printing. The websites are integrated with our MRP System so that the online orders are processed with minimal human effort.\n\nIn 2019, Q P Printing was awarded the Certificate of Industry 4.0 Maturity Recognition for achieving a maturity level 1i Real Time Information Generation (equivalent to a Maturity Level 3 of the acatech Industry 4.0 Maturity Model) for its achievement in having real-time information in the digital production shop floor for playing card business including web to print operation, production processes including cutting, priming, digital printing, coating and kitting.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we had not experienced any material malfunction of our IT systems.\n\nAs part of our business strategies, we intend to leverage our technological capabilities and upgrade our IT infrastructure. For details, see “– Our business strategies – Leverage our technological capability to capture more business opportunities in Internet retailing and upgrade our IT infrastructure” and “Future Plans and Use of Proceeds”."} +{"pdf_name": "11711012_268.pdf", "language": "en", "markdown": "Measure”), approximately 66.1% and 77.1% of our revenue derived from the U.S. by destination of delivery will be produced by our subcontractors in Vietnam. We also expect to incur additional costs for subcontracting further production to Vietnam of approximately HK\\$4.4 million and HK\\$5.1 million in the first year and second year, respectively, upon the implementation of Contingency Measure.\n\nBased on the assumptions that our Group’s revenue derived from the U.S. by destination of delivery by FY2020 upon full implementation of Immediate Measures and in each of the first and second year upon activation of Contingency Measure would be the same as our revenue derived from the U.S. by destination of delivery in FY2018 (“U.S. FY2018 Revenue”), we expect to achieve revenue equal to the full amount of the U.S. FY2018 Revenue without being subject to the U.S. tariffs by the second year of fully implementing the Contingency Measure. The table below sets out the breakdown of the estimated percentage of the U.S. FY2018 Revenue to be achieved under each relevant Immediate Measure and/or Contingency Measure and remain to be subject to the U.S. tariffs upon implementation of such measures.\n\n
U.S. FY2018 Revenue to be achieved
By FY2020\nupon full\nimlipementaton\nof Immediate\n(NtMoe)easuresBy first year\nupon full\nimlpementation\nof Contingency\nMeasureBy second year\nupon full\nimlpementation\nof Contingency\nMeasure
%%%
1. Immediate Measure 1A\nand/or Contingency Measure\n– enigagng and further\nexpanding the engagement of\nsubcontractors in Vietnam55.966.177.1
2. Immediate Measure 1B –\nenbgaigng sucontractor in\nHong Kong15.315.315.3
3. Immediate Measure 2 –\nalifppyng or\nDe Minimis value exemption\nfor web sales customers\nbased in the U.S.7.57.57.5
4. Revenue generated from our\nlaboratory testing services\nwhich are not subject to the\nU.S. tariffs0.10.10.1
5. Revenue remaining to be\nsubject to the U.S. tariffs21.211.0 Nil
Total100.0100.0100.0
\n\n---\n\nNote: The table aims to show the estimated percentage of U.S. FY2018 Revenue to be achieved by FY2020. As such, the effect of Immediate Measures other than Immediate Measures 1A, 1B and 2 are not taken into account."} +{"pdf_name": "11711012_269.pdf", "language": "en", "markdown": "We will further negotiate with our customers to further take up the increased U.S. tariffs payable by our customers during the two-year transition period on a case-by-case basis. The following sensitivity analysis illustrates, based on the U.S. FY2018 Revenue, the impact on our revenue and net profit for FY2020 upon full implementation of the Immediate Measures and for the first year and second year upon implementation of the Contingency Measure assuming the Section 301 List 4 Additional Tariff of 25% is imposed and our Group was to bear all such U.S. tariffs:\n\n
FY2020\nfollowing\nimlpementation\nof Immediate\nMeasuresFirst year\nfollowing\nimlipementaton\nof Contingency\nMeasureSecond year\nfollowing\nimlipementaton\nof Contingency\nMeasure
HK$’000 HK$’000 HK$’000
Decrease in revenue42,67211,2853,023
Decrease in net profit35,9999,5232,551
\n\nIn light of the Contingency Measure our Group have in place, our Directors believe that we will continue to be able to maintain our customer relationships and our business operation and financial performance will not be materially affected by the potential increase of the Section 301 List 4 Additional Tariff to 25% in the imminent future. Our Directors confirm that the implementation costs of the Contingency Measure would be funded by our internal resources and/or bank loan(s). Our Directors undertake that our Group will implement the Contingency Measure in parallel with the Immediate Measures as listed in the above if the Section 301 List 4 Additional Tariff is increased from 15% to 25% or above anytime in the future. In the event that the Contingency Measure has to be activated in the future, our Directors will continue to closely monitor the market and economic environment as well as our business and financial conditions to ensure any material adverse effect on our Group’s business and operations will be minimised as a whole. Our Directors also undertake to keep reviewing the relevant laws and regulations in relation to the U.S. tariffs and will seek legal advice as and when appropriate.\n\n# Relocation of sales upon full implementation of Immediate Measures 1A, 1B and 2 and Contingency Measure to shift our production outside the PRC\n\nWe expect that by the end of FY2020, our Group will be able to fully implement Immediate Measures 1A, 1B and 2. The following tables set out the breakdown of revenue and sales volume attributable to our U.S. sales products by production channels in different geographical locations (i) during the Track Record Period; and (ii) upon full implementation of Immediate Measures 1A, 1B and 2 and Contingency Measures (in terms of our sales amount and sales volume attributable to our U.S. sales products by production channels in different geographical locations for FY2018):"} +{"pdf_name": "9278898_18.pdf", "language": "en", "markdown": "# EVENTS AFTER THE REPORTING PERIOD\n\n# Back-to-back Guarantee Agreement\n\nReference were made to the announcements of the Company dated 30 July 2018, 29 July 2019, 24 July 2020 and 28 July 2021 in relation to the provisional of financial guarantee services. A Renewal Agreement to renew the Back-to-back Guarantee Agreement was entered by Wuhu Feishang Non-metal Material Co., Limited\\*（蕪湖飛尚非金屬材料有限公司）, a wholly-owned subsidiary of the Company established in the PRC (the “Wuhu Subsidiary”), pursuant to which the Wuhu Subsidiary has agreed to provide financial guarantee to the Borrower by means of pledging its deposit in the sum of CNY20 million for procuring the Borrower to obtain the loan of CNY19 million provided by the lending bank. In return, the Wuhu Subsidiary shall receive a guarantee fee of 6% of the amount of deposit pledged by the Wuhu Subsidiary. The Board considers that the Group has surplus cash in CNY in excess of the working capital needs for its business operation in the PRC. The provision of Guarantee in favour of the Borrower will better utilize the Group’s surplus cash with reasonable return.\n\n# Proposed (i) share consolidation; and (ii) rights issue\n\nThe Company proposed to implement (i) the share consolidation on the basis that every ten (10) issued and unissued existing shares into one (1) consolidated share (“Consolidated Share(s)”) and (ii) the rights issue on the basis of one (1) rights shares for every one (1) Consolidated Shares held on the record date at the subscription price of HK\\$0.350 per rights share, to raise gross proceeds of approximately HK\\$27.8 million before expenses (assuming no other change in the number of Shares in issue save for the share consolidation on or before the record Date) by issuing 79,557,200 rights shares. Details were set out in the Company’s announcements dated 16 July 2021 and 6 August 2021.\n\nAs save as above, there is no material event undertaken by the Company or the Group subsequent to 30 June 2021 and up to the date of this report."} +{"pdf_name": "9278898_19.pdf", "language": "en", "markdown": "# OUTLOOK\n\nThe PRC has generally kept COVID-19 under control, and economic activities and confidence have rapidly recovered. The Chinese government has implemented strong fiscal and monetary stabilizing policies to further boost the PRC ‘s GDP growth by building a strong domestic market and supporting the domestic and international “dual circulation” strategy. Investment in fixed assets, real estate and infrastructure construction is expected to maintain solid growth, which will then support bentonite demand from downstream industries including the iron and steel and the energy sectors. Nevertheless, it would be difficult to gauge the longer term impact of such events as the situation is dynamically revolving. The Group has been proactive in closely monitoring the market conditions and taking appropriate measures to respond to the challenges. The Group will also continue to strengthen its cost control and resources management as well as to actively participate in project tenders, in order to maintain its competitiveness in the market.\n\nWithin the bentonite industry, uncertainties due to COVID-19 and international trade conflicts will cause market competition to further intensify and prices to fluctuate. Meanwhile, the new series of real estate market regulation and control policies and the PRC ‘s ambitious target to achieve carbon neutrality by 2060 are expected to adversely affect the iron and steel and the traditional energy industries in the long term, which will negatively impact the Group’s business by imposing pressures on demand for pelletising clay and drilling mud. The Group strives to maintain the sales volume of its bentonite products by improving product quality and adhering to the “selling more with lower margin” strategy, and yet the Group may not be able to maintain the current level of gross profit margin in the coming months. The Group intends to continue expanding its customer base and market share by boosting product awareness of its bentonite products, refining its production technology and developing new products with a view to enhance the Group’s overall competitiveness to cope with the risks and uncertainties of the business environment.\n\nIn view of the COVID-19 pandemic situation in Hong Kong, the Group expects that the business environment in financial services, including wealth management and money lending business, would be challenging in the year 2021. However, with the expectation of increasing awareness in wealth management in recent years, as well as the probable easing of travel restrictions between Hong Kong and the PRC, the Group remains cautiously optimistic in the medium and long-term development of this business segment in Hong Kong. Meanwhile, the Group will cautiously monitor market change and impose robust control measures to improve cost efficiency and risk management in order to provide a solid foundation for sustainable growth in the future."} +{"pdf_name": "11783128_259.pdf", "language": "en", "markdown": "the preceding assignment should behave properly when compiled with any standard C compiler. If you declare d as some other integer type, such as\n\nthe assignment might provoke a warning from the compiler, or worse, silently truncate the assigned value at runtime, for example, if ptrdiff\\_t were an alias for long long int for that implementation.\n\nThe lower and upper limits of ptrdiff\\_t are defined by PTRDIFF\\_MIN and PTRDIFF\\_MAX respectively. The minimum acceptable limits defined by the C Standard are\n\nThese limits require that any 16-bit implementation must have at least a 17-bit ptrdiff\\_t to represent all possible differences of 16-bit pointers.\n\nAlthough the standard does not explicitly guarantee that sizeof(ptrdiff\\_t) equals sizeof(size\\_t), it typically is the case on 32-bit or 64-bit implementa-tions. This may seem somewhat surprising because a signed integer type may not be able to represent the difference between two pointers on such a system.\n\nFor example, on a system that supports objects up to \\( 2 ^ { 3 2 } \\mathrm { ~ - ~ } \\) 1 bytes, the sizeof operator can yield values only from 0 to \\( 2 ^ { 3 2 } - 1 \\), so 32 bits are sufficient. However, pointer subtraction for pointers to elements of an array of \\( 2 ^ { 3 2 } \\mathrm { ~ - ~ } 1 \\) bytes could yield values from −(232 − 1) to +(232 − 1). Consequently, ptrdiff\\_t would have to be at least 33 bits to represent all possible differences. How-ever, C allows an implementation in which ptrdiff\\_t is 32 bits by making it undefined behavior if the result of subtracting two pointers is not represent-able in an object of type ptrdiff\\_t. In most cases, a ptrdiff\\_t overflow on a two’s complement machine with quiet wraparound on overflow does not affect the result of the operation. To program securely, however, you should care-fully consider the consequences of your operation when the subtraction of two pointers may result in such large values.\n\nintmax\\_t and uintmax\\_t. intmax\\_t and uintmax\\_t are integer types with the greatest width and can represent any value representable by any other inte-ger types of the same signedness. Among other applications, intmax\\_t and uintmax\\_t can be used for formatted I/O on programmer-defined integer types. For example, given an implementation that supports 128-bit unsigned integers and provides a uint\\_fast128\\_t type, a programmer may define the following type:"} +{"pdf_name": "11783128_260.pdf", "language": "en", "markdown": "This creates a problem with using these types with formatted output functions, such as printf(), and formatted input functions, such as scanf(). For example, the following code prints the value of x as an unsigned long long, even though the value is of a programmer-defined integer type:\n\nThere is no guarantee that this code prints the correct value of x because x may be too large to represent as an unsigned long long.\n\nThe intmax\\_t and uintmax\\_t types are capable of representing any value representable by any other integer types of the same signedness, allowing conversion between programmer-defined integer types (of the same signed-ness) and intmax\\_t and uintmax\\_t:\n\nFormatted I/O functions can be used to input and output greatest-width integer typed values. The j length modifier in a format string indicates that the following d, i, o, u, x, X, or n conversion specifier will apply to an argument with type intmax\\_t or uintmax\\_t. The following code guarantees that the cor-rect value of x is printed, regardless of its length, provided that mytypedef\\_t is an unsigned type:\n\nIn addition to programmer-defined types, there is no requirement that an implementation provide format length modifiers for implementation-defined integer types. For example, a machine with an implementation-defined 48-bit integer type may not provide format length modifiers for the type. Such a machine would still have to have a 64-bit long long, with intmax\\_t being at least that large. The CERT C Secure Coding Standard [Seacord 2008], “INT15-C. Use intmax\\_t or uintmax\\_t for formatted IO on programmer-defined integer types,” provides further examples of this use of the intmax\\_t and uintmax\\_t types."} +{"pdf_name": "8279661_10.pdf", "language": "en", "markdown": "We have established a talent pool management system. Through our new employee training program and mentoring program, we assign mentors to provide trainings to our new employees and help them understand their tasks and integrate into our corporate culture. We train up our employees to follow our standardised operational procedures to ensure our service quality and efficiency. We also have a human resource succession plan under which we identify and train up our employees to step into more challenging roles. During the Year, the Group has provided different types of training for its employees, such as the knowledge of property management, services requirement and market situation for the general employees and the knowledge of business communication, customer demands and risk management for the supervisory employees. In addition, we encourage and support employees to participate in external training by providing subsidies.\n\n# OPERATING PRACTICES\n\nEffective management of environmental, social and economic performance throughout the daily operation is considered as the core value of the Group. The Group displays commitment toward sustainable development by maintaining a close relationship with its suppliers and ensuring meticulous standards on its operation and business conduct.\n\n# Supply Chain Management\n\nThe Group values the partnership with suppliers and aims to collectively promote sustainable development. The Group is devoted to enhancing operation throughout its supply chains by maximising operational efficiency and minimising ESG risks.\n\nThe Group has established the tender procurement management system for the effective management of the procurement process. For the selection of new contractors/suppliers, an evaluation and review mechanism is in place to ensure the compliance of suppliers and supplies quality. For example, we conduct reviews on new contractors/suppliers and verify their basic profile, credit certificates and other documents to ensure the compliance of the suppliers. In addition, the contracts signed between the Group and the contractors/suppliers clearly listed the expectations, policies and requirements of the Group. A safety management guideline is also included in the contract, which requires the contractors/suppliers to provide a safe working environment and sufficient training, information and supervision to their employees. Meanwhile, we regularly evaluate existing contractors/suppliers based on price, quality and other aspects. Unqualified contractors/suppliers will be opt-out to ensure the quality of products and services provided by the suppliers.\n\nEnvironmental and social risks along the supply chain are also a key concern of the Group. The Group assigns specific personnel to check for the latest development in local supply chain-related policies and identify the potential environmental and social risks. When selecting suppliers, priority is given to those with more outstanding environmental and social performance regarding aspects such as energy conservation, occupational health and safety, supply chain management and anti-corruption. Suppliers having relevant certification or international recognition are usually more highly valued, but on the other hand, those involving in major corruption or safety incident are always downgraded."} +{"pdf_name": "8279661_11.pdf", "language": "en", "markdown": "Besides, the Group fosters sustainability by implementing green procurement and encouraging the use of eco-friendly products. We use and give priority to eco-friendly products, such as those with water or energy efficiency labels, use fewer packaging materials, have a longer shelf life or are made of recyclable materials. We also select suppliers that are able to deliver materials with short delivery time and delivery distance, where appropriate, to lower carbon emissions from transportation. We also remind our employees to use products purchased earlier to avoid wastage due to products expiring.\n\nDuring the Year, the Group had a total of 73 major suppliers, divided by region as follows:\n\n
Number of Suppliers2021
Northeast China7
Central China2
South China7
Southwest China49
Northwest China8
\n\n# Service Quality and Customer Health and Safety\n\nThe Group believes that quality control is crucial to the long-term development of the business. The Group achieves responsible operation through the maintenance of quality services and the assurance of the health and safety of the customers. Different policies and measures for controlling and improving service quality and customer health and safety have been adopted in the Group’s property management businesses. Due to the business nature of the Group, it is not involved in any matters related to advertising, product labeling and product recall.\n\nThe Group has established the customer relationship management system and acquired ISO 9001:2015 Quality Management System Certification, which provides a quality control guidance to its daily operation. The Group has a professional quality control team which primarily focuses on maintaining service standards, standardising service procedures and supervising service quality throughout the operational processes. To ensure service and consumer satisfaction, we conduct internal reviews on consumer satisfaction at all properties under our management on an annual basis. The quality check and consumer satisfaction results factor in the performance review of project companies and regional companies.\n\nTo provide better customer experience and enhance customer service, the Group offers a service hotline for its customers. Through the hotline, our customers can inquire about our services, provide us with their complaints and feedback, and we can follow up and respond in time to provide timely and efficient solutions to the problems of our clients. In addition, residents and property owners can request repair and maintenance services, provide their feedbacks, suggestions and complaints through our Shi Xiang Yue (時相悅) mobile application and the online official account the Group registered with WeChat. The Group has established the customer reporting and complaint management practice guideline and the call center management system, which specified the standards and processes on receiving and handling complaints. The Group records all the complaints received and the complaints received are classified based on their nature, specialization and importance. The relevant department would be informed about the complaints and is responsible for assigning and handling the complaint. During the Year, 15 complaints were received, which were all handled according to the abovementioned procedure."} +{"pdf_name": "11696475_32.pdf", "language": "en", "markdown": "Economic and political pressures to increase tax revenues in various jurisdictions may make resolving tax disputes more difficult. For example, in recent years, the tax authorities in Europe have disagreed with our tax positions related to hybrid debt, research and development credits, transfer pricing and indirect taxes, among others. We regularly assess the likelihood of the outcome resulting from these examinations to determine the adequacy of our provision for income taxes. Although we believe our tax estimates are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and accruals.\n\nThe results from various tax examinations, audits and litigation may differ from the liabilities recorded in our financial statements and could materially and adversely affect our financial results and cash flows in the period or periods for which that determination is made.\n\n# Changes in tax laws or rates, changes in the interpretation of tax laws or changes in the jurisdictional mix of our earnings could adversely affect our financial position and results of operations.\n\nOn December 22, 2017, the U.S. enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act made a number of substantial changes, including the imposition of a one-time mandatory deemed repatriation tax on the 2017 unrepatriated earnings accumulated offshore since 1986, the establishment of global minimum income tax and base erosion tax provisions related to offshore activities and affiliated party payments, and the reduction of the corporate tax rate from 35% to 21% for U.S. taxable income, resulting in a one-time remeasurement of deferred taxes to reflect their value at a lower tax rate of 21%. These changes to U.S. tax laws will significantly impact how U.S. multinational corporations are taxed on foreign earnings.\n\nThe U.S Treasury, Internal Revenue Service and other standard setting bodies are continuing to issue guidance and interpretation relating to the Tax Act. As future guidance is issued, we may make adjustments to amounts previously reported that could materially impact our financial statements.\n\nOur global operations subject us to income and other taxes in the U.S. and in numerous foreign jurisdictions, each with different tax schemes and tax rates. In addition to the changes in tax laws and the interpretation of tax laws and tax rates in these jurisdictions, the jurisdictional mix of our earnings in countries with differing statutory tax rates can have a significant impact on our effective tax rate from period to period.\n\nThe tax effect of our investment in Sartorius AG and the jurisdictional mix of our earnings could continue to materially affect our financial results and cash flow.\n\nIn addition, the adoption of some or all of the recommendations set forth in the Organization for Economic Co-operation and Development’s project on “Base Erosion and Profit Shifting” (BEPS) by tax authorities in the countries in which we operate, could negatively impact our effective tax rate. These recommendations focus on payments from affiliates in high tax jurisdictions to affiliates in lower tax jurisdictions and the activities that give rise to a taxable presence in a particular country.\n\n# Our reported financial results may be materially affected by changes in accounting principles generally accepted in the United States.\n\nGenerally accepted accounting principles in the United States, or U.S. GAAP, are subject to interpretation by the Financial Accounting Standards Board, or FASB, the U.S. Securities and Exchange Commission, or SEC, and various bodies formed to promulgate and interpret appropriate accounting principles. A change in these principles or interpretations could have a significant effect on our reported financial results, and could affect the reporting of transactions completed before the announcement of a change."} +{"pdf_name": "11696475_33.pdf", "language": "en", "markdown": "For example, in January 2016, the FASB issued Accounting Standards Update No. (ASU) 2016-01, \"Recognition and Measurement of Financial Assets and Financial Liabilities.\" Amendments under ASU 2016-01, among other items, require that all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting), such as our investment in Sartorius AG, will be measured at fair value through earnings. The impact of adoption of ASU 2016-01 in the first quarter of 2018 materially impacted our Consolidated Statement of Income due to our investment in Sartorius AG. In future periods, changes in the market value of our investment in Sartorius AG may continue to materially impact our Consolidated Statement of Income.\n\nAlso for example, in February 2016, the FASB issued ASU 2016-02, \"Leases,\" which will require, among other items, lease accounting to recognize most leases as assets and liabilities on the balance sheet. We will adopt ASU 2016-02 on a modified retrospective basis effective January 1, 2019 with practical expedients. Where we act as a lessee, the adoption of the standard will result in material additions to the balance sheet for right-of-use assets and the associated liabilities. Where we act as a lessor in reagent rental arrangements, we estimate an insignificant impact to our consolidated financial statements.\n\n# We may incur losses in future periods due to write-downs in the value of financial instruments.\n\nWe have positions in a variety of financial instruments including asset backed securities and other similar instruments. Financial markets are volatile and the markets for these securities can be illiquid. The value of these securities will continue to be impacted by external market factors including default rates, changes in the value of the underlying property, such as residential or commercial real estate, rating agency actions, the prices at which observable market transactions occur and the financial strength of various entities, such as financial guarantors who provide insurance for the securities. Should we need to convert these positions to cash, we may not be able to sell these instruments without significant losses due to current debtor financial conditions or other market considerations.\n\nWe also have positions in equity securities, including our investment in Sartorius AG. Financial markets are volatile and the markets for these equity securities can be illiquid as well. A decline in the market value of our investment in Sartorius AG or in the market value of the other equity securities that we own could result in significant losses due to write-downs in the value of the equity securities. In addition, if we need to convert these positions to cash, we may not be able to sell these equity securities without significant losses.\n\n# Environmental, health and safety regulations and enforcement proceedings may negatively impact our business, results of operations and financial condition.\n\nOur operations are subject to federal, state, local and foreign environmental laws and regulations that govern such activities as transportation of goods, emissions to air and discharges to water, as well as handling and disposal practices for solid, hazardous and medical wastes. In addition to environmental laws that regulate our operations, we are also subject to environmental laws and regulations that create liability and clean-up responsibility for spills, disposals or other releases of hazardous substances into the environment as a result of our operations or otherwise impacting real property that we own or operate. The environmental laws and regulations also subject us to claims by third parties for damages resulting from any spills, disposals or releases resulting from our operations or at any of our properties. We must also comply with various health and safety regulations in the United States and abroad in connection with our operations.\n\nWe may in the future incur capital and operating costs to comply with currently existing laws and regulations, and possible new statutory enactments, and these expenditures may be significant. We have incurred, and may in the future incur, fines related to environmental matters and/or liability for costs or damages related to spills or other releases of hazardous substances into the environment at sites where we have operated, or at off-site locations where we have sent hazardous substances for disposal. We cannot assure you, however, that such matters or any future obligations to comply with environmental or health and safety laws and regulations will not adversely affect our business, results of operations or financial condition."} +{"pdf_name": "20740853_5.pdf", "language": "en", "markdown": "# Supplemental Materials\n\nProof of The Maximization of The Mutual Information, \\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] : \\) In this section, we prove that the maximization of the mutual information,\\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] \\), and Eq.(8) are equivalent to equality in Eq.(3), under suitable conditions. First, we note that we can replace \\( \\ensuremath { \\dot { \\nu } } ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\) by \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } , y ^ { t + 1 } ) \\) in Eqs.(3), (4), (5), (6) and (7). In this case, equality in Eq.(3) follows from equality in the Jensen inequality \\( ( \\exp F ( Z ) = \\operatorname { E } [ \\exp F ( Z ) ] \\) with probability 1):\n\n\\[ e ^ { - I _ { t r } ^ { t + 1 } - \\widehat { \\Theta } _ { \\nu } ^ { t } } = \\mathrm { E } [ e ^ { - I _ { t r } ^ { t + 1 } - \\widehat { \\Theta } _ { \\nu } ^ { t } } ] = 1 . \\eqno ( 1 4 ) \\]\n\nThis implies −It+1 bttr −Θν = 0 with probability 1. By rearranging terms, we have\n\n\\[ \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } , y ^ { t + 1 } ) = p _ { s } ( x ^ { t } | y ^ { t + 1 } , y ^ { t } , x ^ { t + 1 } ) . \\eqno ( 1 5 ) \\]\n\nHence, by including \\( y ^ { t + 1 } \\) as a conditioning variable of \\( \\nu \\), we can easily obtain the equality. However, by reducing the number of conditioning variables, we can also obtain the maximization of the mutual information,\\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] \\), as we noted in the main text. We prove this in the following.\n\nFirst, we obtain an explicit expression of the optimal \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\) in Eq.(8) from the following inequality:\n\n\\[ \\mathbb { E } \\left[ \\log \\frac { \\nu ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } \\right] = \\sum _ { u ^ { t } , x ^ { t + 1 } } p _ { s } ( y ^ { t } , x ^ { t + 1 } ) \\sum _ { x ^ { t } } p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) \\log \\frac { \\nu ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } \\leq 0 . \\qquad \\qquad \\qquad ( 1 6 ) \\]\n\nThe above inequality is derived from the inequality \\( F - 1 \\geq \\log F \\) for positive real F, and thus, the optimality condition in Eq.(8) is obtained from the equality, \\( F - 1 = \\log F \\leftrightarrow F = 1 \\) with probability 1:\n\n\\[ \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) = p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) . \\eqno ( 1 7 ) \\]\n\nThen, in order to analyze the equality condition of Eq.(3) for \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\), we calculate the difference \\( \\Delta \\) between the values of −E[Θtν] as calculated with Eqs. (17) and (15), writing\n\n\\[ \\Delta = \\operatorname { E } \\left[ \\log { \\frac { p _ { s } ( x ^ { t } | y ^ { t } , y ^ { t + 1 } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } } \\right] = \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] . \\eqno ( 1 8 ) \\]\n\nBecause −E[Θtν] = Ix→y in the case with Eq.(15), we obtain\n\n\\[ \\begin{array} { r } { \\mathrm { I } _ { x \\to y } + \\mathrm { E } [ \\Theta _ { \\nu } ^ { t } ] = \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] , \\eqno ( 1 9 ) } \\end{array} \\]\n\nin the case with Eq.(17).\n\nNext, we show that the condition\n\n\\[ \\begin{array} { r } { \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] = 0 , \\eqno ( 2 0 ) } \\end{array} \\]\n\nis equivalent to the maximization of the mutual information,\n\n\\[ \\begin{array} { r } { \\mathrm { I } [ x ^ { t } ; y ^ { t } ] = \\mathrm { H } [ y ^ { t } ] , \\eqno ( 2 1 ) } \\end{array} \\]\n\non the assumption that the environmental state space Y is not too finely partitioned in comparison with the precision of neural control over the environment. Precisely, we assume that there is no coarse-grained partition \\( y ^ { \\prime } \\) of Y such that the neural control has the same precision on the two partitions Y and \\( \\mathcal { V } ^ { \\prime } \\) of the environmental state space. We also assume that \\( p _ { s } ( y ^ { t + 1 } | y ^ { t } ) \\neq 1 \\) for all \\( y ^ { t } \\) and \\( y ^ { t + 1 } \\), which holds for most sets of values of the model parameters in a general model. A coarse-grained partition \\( y ^ { \\prime } \\) is a set of subcollections of Y such that \\( y ^ { \\prime } \\cap y ^ { \\prime \\prime } = \\emptyset \\) for any \\( y ^ { \\prime } \\neq y ^ { \\prime \\prime } \\in \\mathcal { y } ^ { \\prime } \\) and \\( \\cup _ { y ^ { \\prime } \\in \\mathcal { y ^ { \\prime } } } y ^ { \\prime } = \\mathcal { y } \\). For any such coarse-grained partition \\( \\mathcal { V } ^ { \\prime } \\), we require"} +{"pdf_name": "20740853_6.pdf", "language": "en", "markdown": "\\[ \\begin{array} { r } { \\mathrm { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] \\neq \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } ] , \\; y ^ { t + 1 } \\in y ^ { t + 1 , \\prime } \\in \\mathcal { Y } ^ { \\prime } , \\eqno ( 2 2 ) } \\end{array} \\]\n\nwhere we have defined the random variable \\( y ^ { t + 1 , \\prime } \\), which takes values in \\( \\mathcal { V } ^ { \\prime } \\) with \\( y ^ { t + 1 } \\in y ^ { t + 1 , \\prime } . \\). Under this assump-tion, we first show that the conditional mutual information,\n\n\\[ \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t + 1 } | y ^ { t } ] = \\sum _ { x ^ { t + 1 } , y ^ { t + 1 } , y ^ { t } } p _ { s } ( y ^ { t } , y ^ { t + 1 } , x ^ { t + 1 } ) \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t } ) } , \\eqno ( 2 3 ) \\]\n\nmust be maximal. Note that the conditional mutual information takes its maximal value and hence satisfies\n\n\\[ \\begin{array} { r } { \\mathrm { I } [ x ^ { t + 1 } ; y ^ { t + 1 } | y ^ { t } ] = \\mathrm { H } [ y ^ { t + 1 } | y ^ { t } ] \\eqno ( 2 4 ) } \\end{array} \\]\n\nif and only if \\( p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) \\ = \\ 1 \\) with probability 1. Thus, to obtain the desired result, we show that \\( p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) > 0 \\) for multiple \\( y ^ { t + 1 } \\) with some \\( y ^ { t } = y _ { 0 } \\) and \\( { \\boldsymbol { x } } ^ { t + 1 } = { \\boldsymbol { x } } _ { 0 } \\) contradicts Eq.(20).\n\nFirst, we define the set\n\n\\[ \\overline { { y } } = \\{ y ^ { t + 1 } \\in \\mathcal { Y } | p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } = x _ { 0 } , y ^ { t } = y _ { 0 } ) > 0 \\} , \\eqno ( 2 5 ) \\]\n\nand a coarse-grained partition of \\( _ { 3 } \\) as\n\n\\[ \\mathcal { V } = \\{ \\{ y \\} \\} _ { y \\in \\mathcal { V } \\backslash \\overline { { y } } } \\cup \\{ \\overline { { y } } \\} . \\eqno ( 2 6 ) \\]\n\nHere, \\( y \\setminus \\overline { y } \\) is the relative complement of \\( \\overline { { y } } \\) in \\( y \\), which consists of all the elements of \\( y \\) that are not contained in y. The assumption in Eq.(22) requires\n\n\\[ \\begin{array} { r l r } { \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } ] - \\operatorname { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] = \\operatorname { I } [ y ^ { t + 1 } , y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] - \\operatorname { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] } & { } & \\\\ { = \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t + 1 , \\prime } , y ^ { t } ] } & { } & { } \\\\ { > 0 . } & { } & { \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 7 \\times ( 3 \\times 3 ) + 1 ) } \\end{array} \\]\n\nwhere the first equality holds because \\( y ^ { t + 1 } \\) uniquely determines \\( y ^ { t + 1 , \\prime } \\) and thus the additional inclusion of \\( y ^ { t + 1 , \\prime } \\) in the first term does not affect the value of the conditional mutual information. Also, Eq.(20) implies\n\n\\[ \\begin{array} { r l r } { { \\mathrm { I } } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } , x ^ { t + 1 } ] = { \\mathrm { I } } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ] = 0 . \\eqno ( 2 8 ) } \\end{array} \\]\n\nNow, recall that the inclusion of additional conditioning variables (in this case, \\( y ^ { t + 1 , \\prime } ) \\) always reduces the value of the conditional mutual information. The right-hand side of the above equation can be written as\n\n\\[ \\begin{array} { r l } & { \\quad \\mathrm { E } \\left[ \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } \\right] } \\\\ & { = \\mathrm { E } \\left[ \\log \\left\\{ \\frac { p _ { s } ( x ^ { t + 1 } | y ^ { t + 1 } ) p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t } ) } { \\sum _ { \\tilde { y } ^ { t + 1 } \\in \\mathcal { Y } } p _ { s } ( x ^ { t + 1 } | y ^ { t + 1 } ) p _ { s } ( \\tilde { y } ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } ) } \\right\\} \\right] } \\\\ & { = 0 , } \\end{array} \\]\n\nwith the dummy variables \\( \\widetilde { \\boldsymbol { y } } ^ { t + 1 } \\) and \\( \\widehat { y } ^ { t + 1 } \\) having the same (conditional) distributions as \\( y ^ { t + 1 } \\). The above equality requires that the argument of the logarithm be 1 with probability 1, since \\( F - 1 \\geq \\log F \\), \\( F - 1 = \\log F \\leftrightarrow F = 1 \\) and\n\n\\[ \\begin{array} { r l } & { \\quad - \\mathrm { E } \\left[ \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } \\right] } \\\\ & { = \\underbrace { \\sum _ { x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } , y ^ { t } , x ^ { t + 1 } \\} \\sum _ { y ^ { t + 1 } } p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\log \\frac { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } } \\\\ & { \\leq \\underbrace { \\sum _ { x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } } p _ { s } ( x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\sum _ { y ^ { t + 1 } } p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\left( \\frac { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } - 1 \\right) } _ { ( 3 0 ) } } \\\\ & { = 0 . } \\end{array} \\]"} +{"pdf_name": "11792465_150.pdf", "language": "en", "markdown": "# 13 Investments Accounted for Using Equity Method (Continued)\n\n# (a) Investment in a Joint Venture (Continued)\n\nO-Net WaveTouch was incorporated by the Group for the purpose of development of the wave touch technology, together with an independent third party, pursuant to an investment agreement signed on 4 June 2013. According to the Memorandum and Article of Association of O-Net WaveTouch (“O-Net WaveTouch M&A”), the Group has joint control with the counter party over O-Net WaveTouch as unanimous consent is required from both parties for all significant day-to-day operating activities, future capital fund raising as well as future business development. Despite the Group was granted an option to acquire from the counter party an additional 35% of the shares of O-Net WaveTouch (“Original Call Option”) at fixed purchase price of USD10,000,000 from 4 June 2013 to 4 June 2017, unanimous consent is still required from both parties for all above-mentioned business activities. Accordingly, the investment in O-Net WaveTouch has been accounted for as a joint venture by the Group in 2015.\n\nAccording to a share swap agreement dated 19 October 2016 (“Share Swap Agreement”), the Group transferred its shareholding interests in O-Net WaveTouch to WaveTouch Group Limited (“WaveTouch Group”), a company located in UK, in return for WaveTouch Group’s 8,000,000 shares. As a result of the share swap, the investment in O-Net WaveTouch and Original Call Option was disposed of. In return, the Group obtained investment in WaveTouch Group (approximately 33% of interests) and a call option to acquire additional 7,000,000 shares in WaveTouch Group (“Revised Call option”). Pursuant to the Share Swap Agreement, the Group has also granted PASINIKA SARL (“PKA”), a third party, a call option (“Call Option”) to buy the Group’s interest in WaveTouch Group (including the interests and Revised Call Option), at a consideration of a cash of USD3,000,000 or certain interests in Windar Photonics PLC (“Windar”), a UK listed company, with the market value not less than USD2,500,000, or a cash payment of USD1,500,000 and 750,000 shares of Windar. The certain interests in Windar will be satisfied by 1,000,001 to 2,000,000 shares of Windar dependent upon the price of Windar’s share. At the same time, PKA granted the Group a put option (“Put Option”) to sell the Group’s interests in WaveTouch Group (including the interest and Call Option), at a consideration of 1,000,000 Windar shares if the market value of such Windar Shares is not less than USD2,500,000, or up to 2,000,000 Windar shares if the market value of 1,000,000 Windar Shares is less than USD2,500,000. The Call Option and Put Option could be exercised any time during the period from 1 October 2016 to 30 June 2018. Given the Group has no significant influence on WaveTouch Group, and it managed the investment in WaveTouch Group on a fair value basis, the Group designated the investment in WaveTouch Group together with other financial assets related to the Share Swap Agreement as financials assets at fair value through profit or loss (Note 17). A disposal gain regarding the investment in O-Net WaveTouch amounting to HKD2,980,000 (including HKD4,205,000 gain on disposal of investments accounted for using equity method and HKD1,225,000 loss on disposal of call option in equity investment) was recognized in 2016.\n\nOn 2 August 2017, O-Net Coating and Materials Technologies (HK) Limited (“O-Net Coating”) entered into an Agreement with OB Technologies (Hong Kong) Limited, formerly known as Butterfly Technologies (Hong Kong) Limited (“OB”) in relation to the formation of OB Technologies (Shenzhen) Limited, formerly known as O-Net Butterfly Technologies (Shenzhen) Limited (“the JV Company”). The total registered capital of the JV Company is HKD10,000,000 with each of O-Net Coating and OB investing HKD5,000,000. As stipulated in the joint venture agreement, the financial and operational policies of the JV Company must be decided jointly by O-Net Coating and OB."} +{"pdf_name": "11792465_151.pdf", "language": "en", "markdown": "# 14 Inventories\n\n
20172016
HKD’000HKD’000
Cost:
Raw materials234,829167,579
Work-in-progress80,84669,469
Finished goods82,00852,101
397,683289,149
Less: provision for write-down of inventories to net realizable values20,212(19,370)
377,471269,779
\n\nFor the year ended 31 December 2017, the cost of inventories recognized as cost of sales, selling and marketing costs, research and development expenses, administrative expenses and capitalised expenditure of development costs amounted to HKD1,016,100,000 (2016: HKD806,135,000).\n\nFor the year ended 31 December 2017, the Group wrote back provision for write-down of inventories of HKD323,000 (2016: the Group made provision for write-down of inventories of HKD11,796,000).\n\n# 15 Trade and Other Receivables\n\n
20172016
HKD’000HKD’000
Trade receivables (a)708,062461,778
Less: provision for impairment of receivables (b)(752)(1,106)
Trade receivables — net707,310460,672
Amounts due from related parties (a) (Note 36(d))379393
Bills receivable (c)193,062148,873
Prepayments30,42512,062
Interest receivables9401,675
Other receivables (d)116,14549,698
1,048,261673,373
Less non-current portion: other receivables (d)(73,213)(26,139)
Current portion975,048647,234
"} +{"pdf_name": "9303560_435.pdf", "language": "en", "markdown": "Operating lease payments are recognised as an expense on a straight-line basis over the lease term. Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.\n\nIn the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight-line basis.\n\n# Leasehold land and building\n\nWhen a lease includes both land and building elements, the Group assesses the classification of each element as a finance or an operating lease separately based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the Group, unless it is clear that both elements are operating leases in which case the entire lease is classified as an operating lease. Specifically, the minimum lease payments (including any lump-sum upfront payments) are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of the lease.\n\nWhen the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease and accounted for as property, plant and equipment.\n\n# Foreign currencies\n\nIn preparing the financial statements of each individual group entity, transactions in currencies other than the functional currency of that entity (“foreign currencies”) are recorded in the respective functional currency (i.e. the currency of the primary economic environment in which the entity operates) at the rates of exchange prevailing on the dates of the transactions. At the end of the reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.\n\nExchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are recognised in profit or loss in the period in which they arise.\n\nFor the purposes of presenting the Financial Information, the assets and liabilities of group entities are translated into the presentation currency of the Group (i.e. HK\\$) using exchange rates prevailing at the end of each reporting period. Income and expenses items are translated at the average exchange rates for the year, unless exchange rates fluctuate significantly during the period, in which case, the exchange rates prevailing at the dates of transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity under the heading of translation reserve.\n\n# Borrowing costs\n\nBorrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets until such time as the assets are substantially ready for their intended use or sale.\n\nAll other borrowing costs are recognised in profit or loss in the period in which they are incurred.\n\n# Retirement benefits costs\n\nPayments to state-managed retirement benefits schemes and the Mandatory Provident Fund Scheme (“MPF Scheme”) are recognised as expenses when employees have rendered service entitling them to the contributions."} +{"pdf_name": "9303560_436.pdf", "language": "en", "markdown": "# Taxation\n\nIncome tax expense represents the sum of the tax currently payable and deferred tax.\n\nThe tax currently payable is based on taxable profit for the year/period. Taxable profit differs from profit as reported in the consolidated statements of comprehensive income because it excludes items of income or expense that are taxable or deductible in other periods, and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.\n\nDeferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Financial Information and the corresponding tax base used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary difference to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.\n\nDeferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.\n\nThe carrying amount of deferred tax assets is reviewed at the end of the reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.\n\nDeferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realised, based on tax rate (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.\n\nThe measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.\n\nCurrent and deferred tax is recognised in profit or loss, except when it relates to items that are recognised in other comprehensive income or directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.\n\n# Inventories\n\nInventories are stated at the lower of cost and net realisable value. Cost is calculated using the first-in, first-out method. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.\n\n# Financial instruments\n\nFinancial assets and financial liabilities are recognised in the consolidated statements of financial position when a group entity becomes a party to the contractual provisions of the instrument.\n\nFinancial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities are deducted from the fair value of the financial liabilities, as appropriate, on initial recognition.\n\n# Financial assets\n\nThe Group’s financial assets are classified into loans and receivables. The accounting policies adopted in respect of loans and receivables are set out below."} +{"pdf_name": "20783152_229.pdf", "language": "en", "markdown": "# OVERVIEW\n\nMr LU Yuanfeng, Mr. HUANG Guozhan and Mr. HUANG Deqiang are the Founders of our Group. On June 27, 2017, each of the Founders and Ms. LUO Simin (who is the spouse of Mr. LU), along with their respective wholly-owned companies holding the Shares, entered into a parties acting in concert deed to confirm that they have acted in concert in the management, operation and all major decisions of our Group. As of the Latest Practicable Date, LYF Digital Holdings Limited (a company wholly-owned by Mr. LU Yuanfeng), Angel Age Limited (a company wholly-owned by Ms. LUO Simin), LXT Digital Holdings Limited (a company wholly-owned by Mr. HUANG Guozhan) and HDQ Digital Holdings Limited (a company wholly-owned by Mr. HUANG Deqiang) are entitled to exercise voting rights of approximately 65.95% of the total issued share capital of our Company. Immediately following the completion of the Global Offering (assuming the Over-allotment Option or any options which may be granted under the Post-IPO Share Option Scheme are not exercised), Mr. LU Yuanfeng, Ms. LUO Simin, Mr. HUANG Guozhan and Mr. HUANG Deqiang through LYF Digital Holdings Limited, Angel Age Limited, LXT Digital Holdings Limited and HDQ Digital Holdings Limited, respectively, will beneficially own approximately 49.46% of the issued share capital of our Company. Accordingly, Mr. LU Yuanfeng, Ms. LUO Simin, Mr. HUANG Guozhan, Mr. HUANG Deqiang, LYF Digital Holdings Limited, Angel Age Limited, LXT Digital Holdings Limited and HDQ Digital Holdings Limited are considered as our Controlling Shareholders.\n\n# DELINEATION OF OUR BUSINESS\n\nNeither of our Controlling Shareholders, our Directors nor their respective close associates has any interest in any business, apart from the business operated by members of our Group, that competes or is likely to compete, directly and indirectly, with the business of our Group and would require disclosure pursuant to Rule 8.10 of the Listing Rules.\n\n# DEED OF NON-COMPETITION\n\nOn November 24, 2017, each of the Controlling Shareholders entered into the Deed of Non-competition in favor of our Company, pursuant to which each of the Controlling Shareholders irrevocably undertake to our Company that during the Restricted Period (as defined below) he will not and will procure his close associates (except any member of our Group) not to, directly or indirectly (whether in the capacity of principal or agent, whether for its own benefit orj ointly with or on behalf of any person, firm or company, whether within or outside China), commence, engage in, participate in or acquire any business which competes or may compete directly or indirectly with our core business, namely development and publication of online games (“Restricted Business”) or own any rights or interests in such business."} +{"pdf_name": "20783152_230.pdf", "language": "en", "markdown": "Each of the Controlling Shareholders has further irrevocably undertaken that during the Restricted Period (as defined below), he should and will procure his close associates (except any member of our Group) (each of the Controlling Shareholders and his close associates together, “Offeror”) to offer new business opportunities to us first in the following manner when any business, investment or other business opportunities (“New Business Opportunities”) related to the Restricted Business become available to the Offeror:\n\n(i) the Offeror will make referral of the New Business Opportunities to us, and will as soon as possible inform us in writing (“Offer Notice”) about all necessary and reasonably required information in respect of any New Business Opportunities (including but not limited to details of the nature and investment or acquisition cost of the New Business Opportunities) for us to consider (a) whether the relevant New Business Opportunities will compete with our business, and (b) whether taking up the New Business Opportunities is in the interest of our Group.\n\n(ii) upon receipt of the Offer Notice, the independent non-executive Directors will consider whether to pursue the New Business Opportunities taking into account whether the relevant New Business Opportunities would be able to achieve a sustainable profitability level, whether they are in line with the prevailing development strategies of our Group, and whether they are in the best interest of the Shareholders. Our Company must inform the Offeror in writing within 20 Business Days after receipt of the Offer Notice about its decision on whether the New Business Opportunities will be pursued.\n\n(iii) only when (a) the Offeror has received our notice to reject the New Business Opportunities and our confirmation that the relevant New Business Opportunities are not considered to be able to compete with our core business, namely development and publication of online games; or (b) the Offeror has not received the relevant notice from our Company within the period as stated above in paragraph (ii) after the Offer Notice has been received by us, then the Offeror is entitled to take up the New Business Opportunities on terms and conditions not more favorable than those specified in the Offer Notice issued to us.\n\nIf material changes occur in the terms and conditions of the New Business Opportunities after the referral of which have been made or procured to be made to us by the Offeror, referral of the revised New Business Opportunities shall be made by the Offeror to us again in the manner as stated above.\n\nThe undertakings under the Deed of Non-competition are not applicable in the following circumstances:\n\n(i) each of the Controlling Shareholders and/or his close associates engage in the Restricted Business directly or indirectly through the ownership of equity interest in any member of our Group; or"} +{"pdf_name": "7499820_27.pdf", "language": "en", "markdown": "# AUDIT COMMITTEE AND THE SCOPE OF WORK OF ZHONGHUI ANDA CPA LIMITED\n\nThe Company has established an audit committee in compliance with the Rules Governing the Listing of Securities (the “Listing Rules”) on the Stock Exchange of Hong Kong Limited (the “Exchange”). The audit committee comprises three independent non-executive Directors, namely, Messrs. Cai Jianmin (Chairman), Wong Kam Fai, William and Liu Xueling, who are responsible for reviewing the accounting principles and practices adopted by the Company as well as significant or unusual items, internal controls, financial reporting, risk management and control matters, which included a review on the audited annual results for the year ended 31 December 2019 and the interim report for 2020. According to the terms of reference of the audit committee adopted and implemented by the Company, the audit committee is responsible for reviewing the accounting principles and practices adopted by the Company as well as significant or unusual items, internal controls, financial reporting matters and duties of risk management and control.\n\nDuring the year, the audit committee of the Company held meetings on 31 March, 7 May, 5 June and 18 August 2020 to review the annual report, change of auditor and interim financial reports of the Group respectively. All members of the committee namely, Messrs. Cai Jianmin, Wong Kam Fai, William and Liu Xueling, attended the meetings.\n\nThe final results of the Company for the year ended 31 December 2020 have been reviewed by the audit committee of the Company. The financial figures in this announcement of the Group’s results for the year ended 31 December 2020 have been agreed by the Group’s auditor, ZHONGHUI ANDA CPA Limited, to the amounts set out in the Group’s audited consolidated financial statements for the year.\n\n# REMUNERATION COMMITTEE\n\nThe Company has established a remuneration committee in compliance with the Listing Rules. During the year under review, the remuneration committee comprises three Directors including Messrs. Liu Xueling (Chairman) and Cai Jianmin, being independent non-executive Directors, and Mr. Zhang Yuping, Chairman and executive Director of the Group. The primary duties of the remuneration committee are to review and determine the terms of remuneration packages, bonuses and other compensation payable to the Directors and senior management of the Group.\n\nThe remuneration committee held one meeting during the year to review matters related to the remuneration structure of the Directors and senior management of the Company. All members, namely Messrs. Liu Xueling, Cai Jianmin and Zhang Yuping, attended the meeting.\n\nAccording to the terms of reference of the remuneration committee adopted by the Company, the remuneration committee acts as a consultant regarding the remuneration matters of the Directors and senior management of the Company, while the Board retains the ultimate power to approve the remuneration of the Directors and senior management."} +{"pdf_name": "7499820_28.pdf", "language": "en", "markdown": "# NOMINATION COMMITTEE\n\nThe Company has established a nomination committee in compliance with the Listing Rules. During the year under review, the nomination committee comprises three Directors, including Mr. Zhang Yuping (Chairman), executive Director and Chairman of the Group, and Messrs. Cai Jianmin and Liu Xueling, who are independent non-executive Directors. The Company has adopted and implemented the terms of reference of the nomination committee. The nomination committee is mainly responsible for making recommendations to the Board on the appointment of Directors and succession of the Board.\n\nTwo meetings were held by the nomination committee during the year to review matters related to the nomination and selection policies for the Board members as well as matters related to retirement by rotation and re-election of Directors. All members of the nomination committee (namely Messrs. Zhang Yuping, Cai Jianmin, and Liu Xueling) attended the meeting.\n\n# CORPORATE GOVERNANCE\n\nSince its establishment, the Company has been committed to maintaining a high standard of corporate governance practice to ensure transparency of the Group’s management, so that the long term development of our shareholders, customers, employees as well as the Group can be safeguarded. The Company has established the Board, an audit committee, a remuneration committee and a nomination committee that are up to the requirements as being diligent, accountable and professional. ZHONGHUI ANDA CPA Limited has been appointed as the Group’s external auditors.\n\n# Compliance with the Corporate Governance Code\n\nThe Company has adopted the Code on Corporate Governance Practices set out in Appendix 14 to the Listing Rules. The Directors are of the opinion that the Company had complied with the Corporate Governance Code except for a deviation from provision A.2.1 during the year under review. Given its existing corporate structure, the roles of Chairman and Chief Executive Officer of the Company have not been separated, but are both performed by Mr. Zhang Yuping. Although the roles and duties of Chairman and Chief Executive Officer have been performed by the same individual, all major decisions have been made after consultation with the Board or, where applicable, directly by the Board. There are three independent non-executive Directors in the Board, all of which possess adequate independence and therefore the Board believes that the Company has achieved adequate balance of power and been able to guarantee scientific decision-making.\n\n# Composition of the Board\n\nTo maintain high-level independence and objectivity in decision making, and supervise the management of the Group in a comprehensive and equitable manner, the Board of the Group comprises three executive Directors (Messrs. Zhang Yuping (Chairman of the Group), Huang Yonghua and Lee Shu Chung, Stan), one non-executive Director (Mr. Shi Zhongyang) and three independent non-executive Directors (Messrs. Cai Jianmin, Wong Kam Fai, William and Liu Xueling)."} +{"pdf_name": "20752441_92.pdf", "language": "en", "markdown": "among other things, the ability of the Company’s subsidiaries to incur indebtedness; the ability of the Company and its subsidiaries to grant certain liens, make restricted payments, materially change the nature of its or their business, make investments, guarantees, loans or advances in non-subsidiaries or enter into certain hedging agreements; the ability of the Company’s material subsidiaries to enter into certain restrictive agreements; the ability of the Company and its material subsidiaries to enter into certain affiliate transactions; the ability of the Company and its subsidiaries to redeem any senior notes; and the Company’s ability to merge or consolidate with any person or sell all or substantially all of its assets to any person. The Company and its subsidiaries are also prohibited from using the proceeds under the Credit Facility in violation of Sanctions (as defined in the Credit Facility). In addition, the representations, warranties and covenants contained in the Credit Facility are subject to certain exceptions and/or standards of materiality applicable to the contracting parties.\n\nEvents of Default. The Credit Facility includes customary events of default, including events of default relating to:\n\n• non-payment of principal, interest or fees;\n\n• inaccuracy of representations and warranties in any material respect when made or when deemed made;\n\n• violation of covenants;\n\n• cross payment-defaults;\n\n• cross acceleration;\n\n• bankruptcy and insolvency events;\n\n• certain unsatisfied judgments;\n\n• a change of control; and\n\n• during any secured period, the failure of the collateral documents to be in effect or a lien to be valid and perfected.\n\nIf an event of default with respect to a borrower occurs under the Credit Facility, the lenders will be able to terminate the commitments and accelerate the maturity of the loans of the defaulting borrower under the Credit Facility and exercise other rights and remedies.\n\n# Senior Notes\n\nThe following table summarizes the face values, maturity dates, semi-annual interest payment dates, and optional redemption periods related to the Company’s outstanding unsecured senior note obligations at December 31, 2017.\n\n
Senior NoteFace Value\n(Millions)Maturity DateInterest Payment\nDatesOptional\nRedemption\nPeriod(a)
7.500% Senior Notes due 2020 (the “2020 Notes”)$ 350August 1, 2020February 1, August\n1July 1, 2020
6.000% Senior Notes due 2022 (the “2022 Notes”)$ 1,100January 15, 2022January 15, July\n15October 15, 2021
8.250% Senior Notes due 2023 (the “2023 Notes”)$ 500August 1, 2023February 1, August\n1June 1, 2023
5.250% Senior Notes due 2024 (the “2024 Notes”)$ 650September 15, 2024March 15,\nSeptember 15June 15, 2024
\n\n(a) At any time prior to these dates, we have the option to redeem some or all of the notes at a specified “make whole” premium as described in the indenture(s) governing the notes to be redeemed. On or after these dates, we have the option to redeem the notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to the redemption date as more fully described in the indenture.\n\nDuring third-quarter 2017, we issued an additional \\$150 million of our 5.25% senior notes due 2024. The proceeds were used to fund the tender offer of\\$150 million of our 7.50% senior notes due 2020.  As a result, we recorded a loss on extinguishment of debt of \\$17 million .\n\nThe terms of the indentures governing our 2020 Notes, 2022 Notes, 2023 Notes and 2024 Notes are substantially identical.\n\nChange of Control.  If we experience a change of control (as defined in the indentures governing the notes) accompanied by a specified rating decline, we must offer to repurchase the notes of such series at 101% of their principal amount, plus accrued and unpaid interest."} +{"pdf_name": "20752441_93.pdf", "language": "en", "markdown": "Covenants.  The terms of the indentures governing our notes restrict our ability and the ability of our subsidiaries to incur additional indebtedness secured by liens and to effect a consolidation, merger or sale of substantially all our assets. The indentures also require us to file with the trustee and the SEC certain documents and reports within certain time limits set forth in the indentures. However, these limitations and requirements are subject to a number of important qualifications and exceptions. The indentures do not require the maintenance of any financial ratios or specified levels of net worth or liquidity.\n\nEvents of Default.  Each of the following is an “Event of Default” under the indentures with respect to the notes of any series:\n\n(1) a default in the payment of interest on the notes when due that continues for 30 days ;\n\n(2) a default in the payment of the principal of or any premium, if any, on the notes when due at their stated maturity, upon redemption, or otherwise;\n\n(3) failure by us to duly observe or perform any other of the covenants or agreements (other than those described in clause (1) or (2) above) in the indenture, which failure continues for a period of 60 days , or, in the case of the reporting covenant under the indenture, which failure continues for a period of 90 days , after the date on which written notice of such failure has been given to us by the trustee; provided, however, that if such failure is not capable of cure within such 60-day or 90-day period, as the case may be, such 60-day or 90-day period, as the case may be, will be automatically extended by an additional 60 days so long as (i) such failure is subject to cure and (ii) we are using commercially reasonable efforts to cure such failure; and\n\n(4) certain events of bankruptcy, insolvency��or reorganization described in the indenture.\n\n# Note 10 . Provision (Benefit) for Income Taxes\n\nThe following table includes the provision (benefit) for income taxes from continuing operations.\n\n
Years Ended December 31,
201720162015
(Millions)
Provision (benefit):
Current:
Federal$ (18)$ (26)$ (4)
State1(7)7
(17)(33)3
Deferred:
Federal(118)(301)12
State(13)99
(131)(292)21
Total provision (benefit)$ (148)$ (325)$ 24
\n\nThe following table provides reconciliations from the provision (benefit) for income taxes from continuing operations at the federal statutory rate to the realized provision (benefit) for income taxes.\n\n
Years Ended December 31,
201720162015
(Millions)
Provision (benefit) at statutory rate$ (56)$ (328)$ 7
Increases (decreases) in taxes resulting from:
State income taxes (net of federal benefit)(12)(40)3
Valuation allowance on current year state income taxes (net of federal benefit)17181
Valuation allowance on state income taxes resulting from sale (net of federal benefit)—8—
Effective state income tax rate change (net of federal benefit)(12)157
Provisional impact of Tax Cuts and Jobs Act(92)——
Other726
Provision (benefit) for income taxes$ (148)$ (325)$ 24
"} +{"pdf_name": "2902944_24.pdf", "language": "en", "markdown": "# 7. TRANSACTIONS WITH THE TRUSTEE, MANAGER AND CONNECTED PERSONS (Continued)\n\n# (b) Trustee fee and Registrar’s fee\n\nThe Trustee is entitled to receive a trustee fee of up to 1% per annum of the net asset value of the Sub-Fund, which accrued daily and calculated as at each dealing day and payable monthly in arrears. For the year ended December 2016 and 2015, the trustee fee is calculated as a percentage per annum of the net asset value of the Sub-Fund at the rate as follows, subject to a monthly minimum of RMB40,000:\n\n
Trustee fee percentage \nper annum
For first RMB200 million0.16%
For next RMB1,000 million0.14%
For next RMB1,000 million0.12%
For next RMB1,000 million0.10%
Thereafter0.08%
\n\nThe Trustee’s fee is inclusive of fees payable to The Hongkong and Shanghai Banking Corporation Limited (the “Custodian”) and HSBC Bank (China) Company Limited (the “PRC Custodian”).\n\nThe Trustee, acting as the Registrar, is also entitled to a fee of RMB120 (2015: RMB120) per participating dealer per transaction.\n\n# (c) Financial assets\n\nThe investments and bank balances of the Sub-Fund held with related parties of the Trustee are:\n\n
20162015
RMBRMB
Investments
HSBC Bank (China) Company Limited17,177,372,88318,232,458,944
Bank balances
The HonkShgondkig an anhigai BannCg oridporaton Limte27,455,761110,734,726
HSBC Bank (China) Company Limited12,822,162100,388,864
40,277,923211,123,590
\n\nInterest income amounted to RMB439,200 (2015: RMB1,266,203) was earned on these bank balances for the year ended 31 December 2016 and 2015.\n\n# (d) License fee\n\nAccording to the Trust Deed dated 25 July 2012, as amended, the license fees and expenses payable to the owner of an index for the use of such index shall be payable out of the Sub-Fund. Prior to 1 January 2015, the FTSE index license fees were paid by the Manager of the Sub-Fund. Pursuant to the letter dated 16 November 2015 between the Trustee and the Manager of the Sub-Fund, the Manager has decided that the license fee shall be paid out of the Sub-Fund commencing from 1 January 2015 and the Manager was reimbursed by the Sub-Fund for the license fee of RMB19,918,378 which was paid out by the Manager from 1 January 2015 to 16 November 2015. For the year ended 31 December 2016 and 2015, the amount of RMB19,481,156 represents the license fee (2015: the amount of RMB22,984,953 represents the license fee of the Sub-Fund of which RMB19,918,378 was the reimbursement to the Manager for their payment of the license fee for the Sub-Fund for 1 January 2015 to 16 November 2015)."} +{"pdf_name": "2902944_25.pdf", "language": "en", "markdown": "# 8. FINANCIAL RISK MANAGEMENT\n\nThe objective of the Sub-Fund is to provide investment results that, before deduction of fees and expenses, closely correspond to the performance of the FTSE China A50 Index. The Sub-Fund’s activities may expose it to a variety of risks including but not limited to: market risk (including market price risk, interest rate risk and currency risk), credit and counterparty risk and liquidity risk which are associated with the markets in which the Sub-Fund invests.\n\nThe following is a summary of the main risks and risk management policies.\n\n# (a) Market risk\n\n# (i) Market price risk\n\nMarket price risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual instrument or factors affecting all instruments in the market.\n\nThe Sub-Fund is designated to track the performance of the FTSE China A50 Index, therefore the exposures to market risk in the Sub-Fund will be substantially the same as the tracked index. The Manager manages the Sub-Fund’s exposures to market risk by ensuring that the key characteristics of the portfolio, such as security weight and industry weight, are closely aligned with the characteristics of the tracked index.\n\nAs at 31 December, the Sub-Fund’s investments were concentrated in the following industries:\n\n
20162015
Fair value% of net \nasset valueFair value% of net\nasset value
RMBRMB
Listed equities in PRC – by \nindustry
Basic materials153,662,9970.89293,798,5721.60
Consumer goods2,045,331,47211.901,353,533,1517.38
Consumer Services--252,164,1101.38
Financials11,903,756,58969.2412,585,400,57768.64
Health Care88,029,5860.5186,329,0570.47
Industrials2,175,816,15812.652,630,961,79114.36
Oil & gas402,492,0702.34404,247,0102.21
Technology35,907,1300.21--
Telecommunications--260,833,4011.42
Utilities372,376,8812.17365,191,2752.00
17,177,372,88399.9118,232,458,94499.46
\n\nThe Sub-Fund held 50 out of 50 (2015: 50 out of 50) constituent securities comprising the FTSE China A50 Index. The Sub-Fund is therefore exposed to substantially the same market price risk as the FTSE China A50 Index."} +{"pdf_name": "11789999_17.pdf", "language": "en", "markdown": "\\[ s _ { m _ { n } n } = \\frac { \\sum _ { j \\ge n + 1 } t _ { m _ { n } j } } { \\sum _ { j \\ge 1 } j t _ { m _ { n } j } } = \\frac { p + 1 } { p n + 1 } \\left( \\frac { p - 1 } { p } \\right) ^ { p } \\alpha _ { n } \\, , \\]\n\nwhere \\( \\alpha _ { n } \\rightarrow 1 ^ { + } \\). The conclusion follows from Theorem 4.1.\n\n\u0003\n\nFor the special choice \\( w _ { n } = n ^ { r } \\),\\( n \\geq \\) 1, with \\( r \\ge \\) 0 fixed, Corollary 4.6 yields the implication\n\n\\[ ( 4 . 5 ) \\qquad \\qquad \\operatorname * { s u p } _ { n \\geq 1 } n ^ { - r } \\| M _ { n } ^ { ( p ) } ( \\lambda T ) \\| < \\infty \\Longrightarrow \\| T ^ { n } \\| = o ( n ^ { r + 1 } ) , \\quad n \\to \\infty \\, , \\]\n\nwhenever \\( p \\geq \\) 1 and \\( \\sigma ( T ) \\cap \\mathbb { T } \\) has arclength measure zero. It turns out that such ”regular” growth restrictions for the Ces\\`aro means can be reformulated in terms of resolvent estimates. This has been first proved by Strikwerda and Wade [SW] in the case when \\( p \\) = 2 and \\( r \\) = 0. The Ces\\`aro means of order one are related to the partial sums of the Taylor expansion at infinity of the resolvent function of T. The uniform boundedness of these partial sums in the exterior of the unit disc is called the uniform Kreiss boundedness condition (see [MSZ] and[GH] for the boundedness only on the real line) and is equivalent to the uniform boundedness of \\( \\{ M _ { n } ( \\lambda T ) \\} \\) on the unit circle. These last two conditions are more restrictive. The result below provides an extension of the theorems wej ust mentioned.\n\nTheorem 4.7. Given \\( T \\in { \\mathcal { B } } ( { \\mathcal { X } } ) \\) we have:\n\n(i) If \\( p \\geq \\) 2 and \\( r \\ge \\) 0 then\n\n\\[ \\operatorname* { s u p } _ { \\stackrel { n \\geq 1 } { \\lambda \\in \\mathbb { T } } } n ^ { - r } \\| M _ { n } ^ { ( p ) } ( \\lambda T ) \\| < \\infty \\iff \\operatorname* { s u p } _ { | \\lambda | > 1 } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\| ( T - \\lambda I ) ^ { - 1 } \\| < \\infty \\, . \\]\n\n(ii) If \\( p \\) = 1 and \\( r \\ge \\) 0 then\n\n\\[ \\operatorname* { s u p } _ { \\frac { n \\geq 1 } { \\lambda \\in \\mathbb { T } } } n ^ { - r } \\| M _ { n } ( \\lambda T ) \\| < \\infty \\iff \\operatorname* { s u p } _ { \\frac { n \\in \\mathbb { N } } { | \\lambda | > 1 } } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\left\\| \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } T ^ { k } \\right\\| < \\infty . \\]\n\nProof. (=\\( \\Rightarrow \\)) The argument uses the ideas in [SW]. We start with the identity proved in [SW],formula (6.3), for 0 \\( < \\rho < \\) 1 and \\( \\lambda \\in \\mathbb { T } \\), namely\n\n\\[ ( I - \\rho \\lambda T ) ^ { - 1 } = ( 1 - \\rho ) ^ { p } \\sum _ { n = 0 } ^ { \\infty } \\binom { n + p } { p } M _ { n } ^ { ( p ) } ( \\lambda T ) \\rho ^ { n } \\, . \\]\n\nFor \\( p \\geq \\) 2 the resolvent estimate follows directly from\n\n\\[ \\sum _ { n = 0 } ^ { \\infty } \\binom { n + p } { p } n ^ { r } \\rho ^ { n } \\leq C ( 1 - \\rho ) ^ { - p - r - 1 } \\, . \\]\n\nBy a straightforward argument we see that the above equality holds for all \\( \\rho \\in \\mathbb { D } \\) and by comparing the coefficients of \\( \\rho ^ { k } \\) we obtain for \\( p \\) = 1,\n\n\\[ \\sum _ { k = 0 } ^ { n } \\rho ^ { k } \\lambda ^ { k } T ^ { k } = ( 1 - \\rho ) \\sum _ { k = 0 } ^ { n - 1 } ( k + 1 ) M _ { k } ( \\lambda T ) \\rho ^ { k } + ( n + 1 ) M _ { n } ( \\lambda T ) \\rho ^ { n } \\, . \\]"} +{"pdf_name": "11789999_18.pdf", "language": "en", "markdown": "In this case the desired estimate follows from the inequalities\n\n\\[ \\sum _ { n = 0 } ^ { n - 1 } ( k + 1 ) ^ { r + 1 } \\rho ^ { k } \\leq C ( 1 - \\rho ) ^ { - r - 2 } \\, , \\quad ( 1 - \\rho ) ^ { r + 1 } \\rho ^ { n } \\leq C ^ { \\prime } ( n + 1 ) ^ { - r - 1 } \\, , \\]\n\nfor 0 \\( < \\rho < \\) 1.\n\n(\\( \\Leftarrow \\)=) We begin with (i) and assume first that \\( p \\) = 2. Use (2.6) to write for 0 \\( < \\rho < \\) 1,\\( \\lambda \\in \\mathbb { T } \\),\n\n\\[ \\frac { ( n + 1 ) ( n + 2 ) } { 2 } M _ { n } ^ { ( 2 ) } ( \\lambda T ) = \\int _ { 0 } ^ { 2 \\pi } ( I - \\rho \\lambda e ^ { i t } T ) ^ { - 1 } \\sum _ { j = 0 } ^ { n } ( n - j + 1 ) e ^ { - i j t } \\rho ^ { - j } \\frac { \\mathrm { d } t } { 2 \\pi } \\, . \\]\n\nso that\n\n\\[ \\begin{array} { r l } & { \\left\\| \\frac { ( n + 1 ) ( n + 2 ) } { 2 } M _ { n } ^ { ( 2 ) } ( \\lambda T ) \\right\\| \\le \\frac { C } { ( 1 - \\rho ) ^ { r + 1 } } \\rho ^ { - n } \\int _ { 0 } ^ { 2 \\pi } \\frac { 1 } { | 1 - \\rho e ^ { - i t } | ^ { 2 } } \\frac { \\mathrm { d } t } { 2 \\pi } } \\\\ & { \\qquad \\qquad \\qquad \\qquad = \\frac { C } { ( 1 - \\rho ) ^ { r + 1 } ( 1 - \\rho ^ { 2 } ) } \\rho ^ { - n } } \\\\ & { \\qquad \\qquad \\qquad \\qquad \\le \\frac { C } { ( 1 - \\rho ) ^ { r + 2 } } \\rho ^ { - n } \\, . } \\end{array} \\]\n\nIf we now choose \\( \\textstyle \\rho = 1 - { \\frac { 1 } { n } } \\) we obtain the estimate for \\( M _ { n } ^ { ( 2 ) } ( T ) \\) in (i) for all \\( r \\ge \\) 0. For \\( p > \\) 2, this follows immediately from the first equality in (2.6).\n\nLet us turn to the case when \\( p \\) = 1. For \\( n \\geq \\) 1, \\( \\mu \\in \\mathbb { T } \\) and \\( \\lambda \\in \\mathbb { C } \\) with \\|λ\\| > 1 we have by the Abel summation formula\n\n\\[ \\begin{array} { c } { { \\displaystyle M _ { n } ( \\mu T ) = \\frac { 1 } { n + 1 } \\sum _ { k = 0 } ^ { n } ( \\mu T ) ^ { k } = \\frac { 1 } { n + 1 } \\sum _ { k = 0 } ^ { n } \\lambda ^ { k + 1 } \\lambda ^ { - k - 1 } ( \\mu T ) ^ { k } } } \\\\ { { = \\frac { 1 } { n + 1 } \\left( \\lambda ^ { n + 1 } \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } ( \\mu T ) ^ { k } + ( 1 - \\lambda ) \\sum _ { k = 0 } ^ { n - 1 } \\lambda ^ { k + 1 } \\sum _ { j = 0 } ^ { k } \\lambda ^ { - j - 1 } ( \\mu T ) ^ { j } \\right) } } \\\\ { { = \\frac { 1 } { n + 1 } \\left( \\lambda ^ { n + 1 } \\overline { { { \\mu } } } \\sum _ { k = 0 } ^ { n } ( \\lambda \\overline { { { \\mu } } } ) ^ { - k - 1 } T ^ { k } + ( 1 - \\lambda ) \\sum _ { k = 0 } ^ { n - 1 } \\lambda ^ { k + 1 } \\overline { { { \\mu } } } \\sum _ { j = 0 } ^ { k } ( \\lambda \\overline { { { \\mu } } } ) ^ { - j - 1 } T ^ { j } \\right) . } } \\end{array} \\]\n\nFrom the assumption\n\n\\[ \\operatorname* { s u p } _ { \\stackrel { n \\in \\mathbb { N } } { | \\lambda | > 1 } } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\left\\| \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } T ^ { k } \\right\\| < \\infty \\, , \\]\n\nwe obtain\n\n\\[ \\| M _ { n } ( \\mu T ) \\| \\leq C \\frac { | \\lambda | ^ { r + 1 } } { ( | \\lambda | - 1 ) ^ { r + 1 } ( n + 1 ) } \\left( | \\lambda | ^ { n } + \\frac { | 1 - \\lambda | ( | \\lambda | ^ { n } - 1 ) } { | \\lambda | - 1 } \\right) \\, , \\]\n\nand if \\( \\textstyle \\lambda = 1 + { \\frac { 1 } { n } } \\),\n\n\\[ \\| M _ { n } ( \\mu T ) \\| \\le 2 ^ { r } ( 2 e - 1 ) C n ^ { r } \\]\n\nfor \\( n \\geq \\) 1 and \\( \\mu \\in \\mathbb { T } \\), which concludes the proof.\n\n\u0003"} +{"pdf_name": "9259174_155.pdf", "language": "en", "markdown": "Following the Listing, the following transactions between our Group and the relevant connected person(s) (as defined in the GEM Listing Rules) will continue, and will constitute continuing connected transactions under the GEM Listing Rules.\n\n# FULLY EXEMPT CONTINUING CONNECTED TRANSACTIONS\n\nPursuant to Chapter 20 of the GEM Listing Rules, the continuing connected transactions of our Group as set out below are exempt from compliance with the requirements of reporting, annual review, announcement and approval by the independent Shareholders under Chapter 20 of the GEM Listing Rules.\n\n# Warehouse Tenancy Agreement\n\nWinning Tower (as tenant) entered into a tenancy agreement (the ‘‘Warehouse Tenancy Agreement’’) dated 30 September 2015 with Iao Ip Property Investment Company Limited (‘‘Iao Ip Property’’) (as landlord), pursuant to which Iao Ip Property agreed to lease Unit 1002, 10/F, Riley House, 88 Lei Muk Road, Kwai Chung, New Territories, Hong Kong to Winning Tower for a term of three years commencing from 1 October 2015 and ending on 30 September 2018 (both days inclusive) at the monthly rent of HK\\$50,000 (inclusive of property tax but exclusive of management fee, government rent, rates and water, gas and electricity charges), which was agreed after arm’s length negotiations between the parties with regard to the market rent of similar properties in similar locations as the property leased under the Warehouse Tenancy Agreement, and the terms of the Warehouse Tenancy Agreement were no less favourable to Winning Tower than terms available from Independent Third Parties.\n\nThe rent (together with the management fee, government rent and rates) paid by us under the Warehouse Tenancy Agreement for each of the two years ended 31 December 2016 amounted to approximately HK\\$0.2 million and HK\\$0.6 million, respectively. It is expected that the annual rent (together with the management fee, government rent and rates) payable by us under the Warehouse Tenancy Agreement for each of the two years ending 31 December 2018 amounts to approximately HK\\$0.7 million and HK\\$0.7 million respectively.\n\nBy using the above expected annual rent (together with the management fee, government rent and rates) as the numerators for the calculation of percentage ratios, all the relevant percentage ratios calculated for the relevant transactions under the Warehouse Tenancy Agreement pursuant to Chapter 20 of the GEM Listing Rules will be less than 5% and the annual consideration will be less than HK\\$3,000,000.\n\nIao Ip Property is a company incorporated in Hong Kong which is owned as to 20% by Mr. Yu, our non-executive Director and Controlling Shareholder, and as to 80% in aggregate by three associates of Mr. Yu. As such, Iao Ip Property is an associate of Mr. Yu and hence a connected person of our Company for the purposes of the GEM Listing Rules and the transactions under the Warehouse Tenancy Agreement will constitute exempt continuing connected transactions for our Group after the Listing."} +{"pdf_name": "9259174_156.pdf", "language": "en", "markdown": "# Food Factory Tenancy Agreement\n\nWinning Star (as tenant) entered into a tenancy agreement (the ‘‘Food Factory Tenancy Agreement’’) dated 1 January 2017 with Winning Tower Group (as landlord), pursuant to which Winning Tower Group agreed to lease Unit 1105, 11/F, Riley House, 88 Lei Muk Road, Kwai Chung, New Territories, Hong Kong to Winning Star for a term of three years commencing from 1 January 2017 and ending on 31 December 2019 (both days inclusive) at the monthly rent of HK\\$61,000 (inclusive of property tax, management fee, government rent and rates but exclusive of water, gas and electricity charges), which was agreed after arm’s length negotiations between the parties with regard to the market rent of similar properties in similar locations as the property leased under the Food Factory Tenancy Agreement, and the terms of the Food Factory Tenancy Agreement were no less favourable to Winning Tower Group than terms available from Independent Third Parties.\n\nThe rent paid by Winning Star for the relevant premises for each of the two years ended 31 December 2016 amounted to approximately HK\\$0.3 million and HK\\$0.7 million, respectively. It is expected that the annual rent payable by Winning Star under the Food Factory Tenancy Agreement for each of the three years ending 31 December 2019 amounts to approximately HK\\$0.7 million, HK\\$0.7 million and HK\\$0.7 million respectively.\n\nBy using the above expected annual rent as the numerators for the calculation of percentage ratios, all the relevant percentage ratios calculated for the relevant transactions under the Food Factory Tenancy Agreement pursuant to Chapter 20 of the GEM Listing Rules will be less than 5% and the annual consideration will be less than HK\\$3,000,000.\n\nWinning Star is a limited company incorporated in Hong Kong and is owned and controlled as to 60% by our Company and as to 40% by Grand Gold, which is a fellow subsidiary of Top Ocean, our Controlling Shareholder. As such, Winning Star is a connected subsidiary and hence a connected person of our Company for the purposes of the GEM Listing Rules and the transactions under the Food Factory Tenancy Agreement will constitute exempt continuing connected transaction for the Group after the Listing.\n\n# Master Purchase Agreement of Yau Heng\n\nWinning Tower Group (for itself and as trustee for the benefit of its subsidiaries from time to time) (as purchaser) entered into a master purchase agreement (the ‘‘Master Purchase Agreement of Yau Heng’’) dated 23 May 2017 with Yau Heng (as supplier) for a term of three years commencing from 1 January 2017 and ending on 31 December 2019 (both days inclusive), pursuant to which Yau Heng agreed to supply certain frozen raw and unprocessed meat products to Winning Tower Group and its subsidiaries on the basis of individual purchase order placed by any of them at the price to be determined after arm’s length negotiations between the parties from time to time with reference to the then prevailing market price of similar products in the market (which is ascertained by, among others, obtaining quotations from two other suppliers who are Independent Third Parties).\n\nFor each of the two years ended 31 December 2016, our total purchases attributable to the purchase of the aforesaid products from Yau Heng was approximately HK\\$2.6 million and HK\\$2.5 million, respectively. Our Directors confirm that Yau Heng had transactions with parties other than our Group and our total purchases attributable to the purchase of the aforesaid products from Yau Heng accounted for less than 2% of Yau Heng’s sales for each of the Track Record Period. Based on our"} +{"pdf_name": "7496124_23.pdf", "language": "en", "markdown": "# 9. LOSS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT\n\nThe calculation of the basic loss per share amounts is based on the loss for the year attributable to ordinary equity holders of the parent, and the weighted average number of ordinary shares of 4,439,460,000 (2019: 4,163,227,000) in issue during the year.\n\nThe computation of diluted loss per share does not assume the exercise of the Company’s share options because the exercise prices of those options were higher than the average market price of the Company’s shares for the year ended 31 December 2020.\n\nNo adjustment has been made to the basic loss per share amounts presented for the years ended 31 December 2020 and 2019 in respect of a dilution as the impact of the share options outstanding had an anti-dilutive effect on the basic loss per share amounts presented.\n\nThe calculations of basic and diluted loss per share are based on:\n\n
20202019
HK$’000HK$’000
Loss
Loss attributable to ordinary equity holders of the parent(242,399)(441,039)
\n\n
Number of shares
20202019
’000’000
Shares
Weihgted averadige number of ornary shares in issue during\nthe year used in the basic and diluted loss per share calculation4,439,4604,163,227
"} +{"pdf_name": "7496124_24.pdf", "language": "en", "markdown": "# 10. TRADE AND BILLS RECEIVABLES\n\n
20202019
HK$’000HK$’000
Trade receivables321,087210,947
Impairment(123,465)(100,740)
Trade receivables, net197,622110,207
Bills receivable223223
197,845110,430
Less: Non-current portion(139,102)(57,029)
Current portion58,74353,401
\n\nThe Group enters into an arrangement to sublease a leased asset to a third party while the original lease contract is in effect, the Group is an intermediate lessor, this sublease is classified as a finance lease. The Group derecognised the right-of-use asset on the head lease and recognised trade receivables at the sublease commencement date, continued to account for the original lease liability in accordance with the lessee accounting model. At 31 December 2020, the current portion and non-current portion of the trade receives amounted to RMB8,022,000 (equivalent to approximately HK\\$9,532,000) and RMB71,272,000 (equivalent to approximately HK\\$84,656,000), respectively.\n\nThe Group’s trading terms with its customers are mainly on credit. The credit period is generally three months. The Group seeks to maintain strict control over its outstanding receivables and has a credit control department to minimise credit risk. Overdue balances are reviewed regularly by senior management. In view of the aforementioned and the fact that the Group’s trade receivables relate to a large number of diversified customers, there is no significant concentration of credit risk. The Group does not hold any collateral or other credit enhancements over its trade receivable balances. Trade receivables are non-interest-bearing.\n\nAn ageing analysis of the trade and bills receivables as at the end of the reporting period, based on the invoice date and net of loss allowance, is as follows:\n\n
20202019
HK$’000HK$’000
Within 90 days106,29527,834
91 to 180 days3,9956,304
181 to 365 days9,6255,398
Over 365 days77,93070,894
197,845110,430
"} +{"pdf_name": "8405636_291.pdf", "language": "en", "markdown": "So far as our Directors are aware, the following persons will, immediately prior to and following the completion of the Capitalisation Issue, the Distribution and the Global Offering (without taking into account any Shares which may be issued pursuant to the exercise of the Over-allotment Option and assuming there will be no change in the shareholding structure of Sunac China from the Latest Practicable Date up to the Listing), have interests or short positions in our Shares or underlying Shares which would be required to be disclosed to us and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or who is, directly or indirectly, interested in 10% or more of the issued voting shares of any other member of our Group:\n\n# INTERESTS IN SHARES OF OUR COMPANY\n\n
Name of Shareholder Nature of InterestShares held immediately\nf\nprior to the comlpetion othe Caiptalisation Issue the,\nDistribution and the Global\n(1)OfferingShares held immediately\nfollowing the Caiptalisation\nIssue the Ditributio and\n,sn(1)the Global Offering
NumberApproximate\nPercentage NumberApproximate\nPercentage
Sunac Services\n(2)Investment \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Beneficial owner 7,600,000(L)80% 1,698,000,000(L)56.60%
(2)Sunac Shine\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Trustee 1,900,000(L)20% 462,000,000(L)15.40%
(2)Sunac China \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Interest in\ncontrolled\ncorporation9,500,000(L)100% 2,160,000,000(L)72.00%
(2)(3)Sunac International \u0003Interest in\ncontrolled\ncorporation9,500,000(L)100% 2,160,000,000(L)72.00%
Beneficial owner–– 65,731,909(L)2.19%
(M \\( \\angle \\gamma ( - ) \\gamma ( + \\))r. S un\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Interest in\ncontrolled\ncorporation9,500,000(L)100% 2,227,299,274(L)74.24%
Beneficial owner–– 366,531(L)0.01%
\n\nNotes:\n\n(1) The letter “L” denotes a long position in our Shares."} +{"pdf_name": "8405636_292.pdf", "language": "en", "markdown": "(2) Sunac Services Investment is wholly owned by Sunac China. Sunac Shine, is wholly-owned by Sunac China and acts as the trustee of the Sunac Services Share Award Scheme Trust which is set up for the purpose of a share award scheme to be adopted at least six months after Listing. As at the Latest Practicable Date, the detailed terms of the share award scheme and the relevant grantees had not yet been determined. By virtue of the SFO, Sunac China is deemed to be interested in the Shares held by Sunac Services Investment and Sunac Shine.\n\n(3) As at the Latest Practicable Date, Sunac China was owned as to (i) approximately 43.82% by Sunac International, (ii) approximately 1.05% by Tianjin Biaodi, which was indirectly wholly owned by Mr. Sun, and (iii) approximately 0.24% by Mr. Sun. By virtue of the SFO, Sunac International and Mr. Sun are deemed to be interested in the Shares held by Sunac Services Investment and Sunac Shine, both of which are wholly owned by Sunac China.\n\n(4) Tianjin Biaodi is expected to hold 1,567,365 Shares, representing approximately 0.05% of our Shares in issue immediately following the completion of the Capitalisation Issue, the Distribution and the Global Offering. Tianjin Biaodi is indirectly wholly owned by Mr. Sun. By virtue of the SFO, Mr. Sun is deemed to be interested in the Shares held by Tianjin Biaodi.\n\n# INTEREST IN EQUITY INTEREST OF MEMBERS OF OUR GROUP\n\n
Name of ShareholderCompany\nconcernedNature of\nInterestEquity interest held\nimmediately prior to\nthe comlifpeton o the\nCaiiptalsation Issue,\nthe Distribution and\nthe Global OfferingEquity interest held\nimmediately following\nthe comlifpeton o the\nCaiiptalsation Issue,\nthe Distribution and\nthe Global Offering
Approximate\nPercentageApproximate\nPercentage
QindLgao onhPgai roperty\nServices Co., Ltd. (青島隆海物\n業服務有限公司) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003QindSgao unac Beneficial\nowner30%30%
Deng Hong (鄧鴻) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Chendgu\nHuanrongBeneficial\nowner29%29%
Hebei Shuangchuang Pingan\nInvestment Co., Ltd. (河北雙創\n平安投資有限公司) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003Shijiazhuang\nRonhgongBeneficial\nowner46%46%
Shoujin Minzhi (Tianjin) Property\nDevelopment Co., Ltd. (首金敏\n志(天津)置業發展有限公司)\u0003\u0003\u0003\u0003Hubei Rongshou Beneficial\nowner50%50%
Henan Rongshou Beneficial\nowner40%40%
"} +{"pdf_name": "2122103_80.pdf", "language": "en", "markdown": "# 4 Critical accounting estimates and judgments\n\nEstimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.\n\nThe Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Save as disclosed in Note 2.1, the estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.\n\n# (a) Income taxes\n\nThe Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current income tax and deferred tax provision in the period in which such determination is made.\n\n# (b) Provision for impairment of receivables\n\nManagement determines the provision for impairment of trade receivables. This amount of impairment is based on the credit history of its customers and the current market condition. Management reassesses the provision at each reporting date.\n\nSignificant judgment is exercised on the assessment of the collectability of trade receivables from each customer. In making the judgment, management considers a wide range of factors such as results of follow-up procedures performed by sales personnel, customer payment trends including subsequent payments and customers’ financial positions. If the financial conditions of the customers of the Group were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required.\n\nThe carrying amount and impairment of trade receivables are disclosed in Note 19.\n\n# (c) Identification of functional currencies\n\nThe functional currency for each entity in the Group is the currency of the primary economic environment in which it operates. Determination of functional currency involves significant judgment. The Group reconsiders the functional currency of its entities if there is a change in the underlying transactions, events and conditions which determine their primary economic environment."} +{"pdf_name": "2122103_81.pdf", "language": "en", "markdown": "# 4 Critical accounting estimates and judgments (Continued)\n\n# (d) Estimated useful lives and impairment of property, plant and equipment\n\nManagement estimates useful lives of the property, plant and equipment by reference to the Group’s business model, its assets management policy, the industry practice, expected usage of the assets, expected repair and maintenance, the technical or commercial obsolescence arising from changes or improvements in the market. Residual values of the property, plant and equipment are determined based on prevailing market values for equivalent aged assets taking into account the condition of the relevant assets and other economic considerations. Depreciation would be significantly affected by the useful lives and residual values of the property, plant and equipment as estimated by management.\n\nThe Group’s major operating assets represent property, plant and equipment. Management performs review for impairment of the property, plant and equipment whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be recoverable.\n\nManagement considered there was no impairment indicator of remaining property, plant and equipment and construction in progress as at December 31, 2017 as these assets were used for profitable projects, and there is a strong demand of these property, plant and equipment in the second hand market (December 31, 2016: Same).\n\n# 5 Revenue and Segment information\n\nThe chief operating decision-maker has been identified as the Board. The Board reviews the Group’s internal reporting in order to assess performance and allocate resources. The Board has determined the operating segments based on these reports.\n\nThe Board considers the business from both product and geographical perspectives. The Board regularly reviews the consolidated financial statements from both product and geographical perspectives to assess performance and make resources allocation decisions. The operating segments are determined to be based on products. Management assesses the performance of the operating segments based on a measure of gross profit.\n\nThe Group derives its revenue from three product segments, namely the electronics parts, branded OPLV products, and construction and industrial products which are operating in five geographical areas, namely The PRC (excluding Hong Kong), Australia, North America, Hong Kong and others.\n\nThe description of each reportable product segment is as follows:\n\n
Reportable product segmentType of products
Electronics partsAluminium parts for consumer electronics products, examples include \nheat sinks and chassis for computers
Construction and industrial productsProducts sold for construction and industrial use, examples include \nwindow and door frames, curtain walls, guardrails, body parts for \ntransportation, mechanical and electrical equipment and consumer \ndurable goods
Branded OPLV productsDoor and window frames systems marketed under “OPLV” brand \nand sold through distributors
"} +{"pdf_name": "2589458_22.pdf", "language": "en", "markdown": "# Remuneration Committee\n\nThe Company has established the Remuneration Committee on 6 June 2014 with written terms of reference in compliance with Rule 3.25 of the Listing Rules and paragraph B.1 of the Code on Corporate Governance Practices as set out in Appendix 14 to the Listing Rules. As at the date of this annual report, the Remuneration Committee consists of two independent non-executive Directors, namely Mr. Gong Jinjun (as Chairman) and Mr. Wang Ping, and one executive Director, namely Mr. Liu Daoqi (who replaced Mr. Feng Bin with effect from 17 March 2017). The primary duties of the Remuneration Committee are, inter alia, (1) to determine the remuneration policy of all Directors, to assess the performance of the Directors, to approve the terms of service contracts of the Directors, to review and approve the management’s remuneration proposals with reference to the Board’s corporate goals and objectives, to make recommendations to the Board on the remuneration packages of individual executive Directors and senior management, to make recommendations to the Board on the remuneration of the non-executive Director(s), (2) consider salaries paid by comparable companies, time commitment and responsibilities and employment conditions elsewhere in the group to review and approve compensation arrangements relating to dismissal or removal of Directors for misconduct to ensure they are consistent with relevant contractual terms and are otherwise reasonable and appropriate, (3) to review and approve compensation payable to executive Director and senior management for any loss or termination of office or appointment to ensure that it is consistent with contracted terms and is otherwise fair and not excessive, and (4) to ensure that no Director or any of his associates is involved in deciding his own remuneration.\n\nDuring the year ended 31 December 2017, one meeting was held by the Remuneration Committee. The attendance record of each member of the Remuneration Committee is set out below:\n\n
Name of DirectorAttendance\n/Number of Remuneration Committee meeting(s)
Mr. Gong Jinjun1/1
Mr. Wang Ping1/1
Mr. Liu Daoiq (aidfhpponte as a member o te Remuneration \nCommittee on 17 March 2017)1/1
Mr. Feng Bin (resigned on 17 March 2017)0/0
\n\nDuring the year ended 31 December 2017, the Remuneration Committee mainly performed works including reviewing and making recommendation to the Board regarding of the Directors’ remuneration for the year ending 31 December 2017 and the terms of service contracts for newly appointed directors.\n\nThere had been no disagreement between the Board and the Remuneration Committee during the year ended 31 December 2017."} +{"pdf_name": "2589458_23.pdf", "language": "en", "markdown": "# Nomination Committee\n\nThe Company has established the Nomination Committee on 6 June 2014 with written terms of reference in compliance with paragraph A.5 of the Code on Corporate Governance Practices as set out in Appendix 14 to the Listing Rules. As at the date of this annual report, the Nomination Committee consists of two independent non-executive Directors, namely Mr. Zeng Shiquan and Mr. Gong Jinjun, and one executive Director, Mr. Li Tie (as Chairman) (who replace Mr. Yang Yoong An with effect from 17 March 2017). The primary functions of the nomination committee are, inter alia, to review the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and make recommendations on any proposed changes to the Board to complement the Company’s corporate strategy, to identify individuals suitably qualified to become Board members and select or make recommendations to the Board on the selection of individuals nominated for directorships, to assess the independence of independent non-executive Directors, and to make recommendations to the Board on the appointment or re-appointment of Directors in particular the chairman and the chief executive officer and succession planning for Directors.\n\nDuring the year ended 31 December 2017, one meeting was held by the Nomination Committee. The attendance record of each member of the Nomination Committee is set out below:\n\n
Name of DirectorAttendance/\nNumber of Nomination Committee meeting(s)
Mr. Li Tie (appointed as chairman of the\nNomination Committee on 17 March 2017)1/1
Mr. Zeng Shiquan1/1
Mr. Gong Jinjun1/1
Mr. Yang Yoong An (resigned as chairmen of the\nNomination Committee on 17 March 2017)0/0
\n\nThere had been no disagreement between the Board and the Nomination Committee during the year ended 31 December 2017. During the year ended 31 December 2017, the Nomination Committee mainly performed works including:\n\n— identified suitable candidates for directorships and made recommendations to the Board;\n\n— assessed the independence of independent non-executive Directors;\n\n— made recommendations to the Board on the appointment or re-appointment of Directors; and\n\n— reviewed and assessed the implementation of the diversity policy of the Company.\n\n# Board Diversity Policy\n\nThe Company recognises and embraces the benefits of having a diverse Board to enhance the quality of its performance and hence the purpose of the Board Diversity Policy aims to build and maintain a Board with a diversity of directors, in terms of skills, experience, knowledge, expertise, culture, independence, age and gender. These differences will be taken into account in determining the optimum composition of the Board. The Nomination Committee will discuss the measurable objectives for implementing diversity on the Board from time to time and recommend them to the Board for adoption. The Nomination Committee will report annually on the composition of the Board under diversified perspectives, and monitor the implementation of this policy to ensure the effectiveness of this policy. It will also discuss any revisions that may be required, and recommend any such revisions to the Board for consideration and approval."} +{"pdf_name": "11690788_156.pdf", "language": "en", "markdown": "
Name of Shareholder Class of ShareNumber of\nSharesApproximate\nShareholding\nPercentage in Our\nCompany after the\nAllotment
Zhong Hang Investment\nManagement Limited\n(Note 11)Series A Preferred\nShares2,313,8002.0199%
BAI (Note 12)Series B Preferred\nShares3,055,0002.6669%
China Merchants Venture\nCailFpta und, L.P. (招商\n局創新投資基金有限合夥\n企業) (Note 13)Series B Preferred\nShares4,582,6004.0005%
Total114,551,513100.00%
\n\nNotes:\n\n1. Each of Cabnetvic, Cabnetwa and Cabnetsa is a business company incorporated in the BVI and wholly-owned by Mr. Song.\n\n2. Let It Bee Company Limited (“Let it Bee”) is a business company incorporated in the BVI and wholly-owned by Ms. Chau.\n\n3. Xylo Yonder Company Limited (“Xylo Yonder”) is a business company incorporated in the BVI and wholly-owned by Mr. Jiang, a director of certain Consolidated Affiliated Entities of our Group.\n\n4. Shirazvic is a business company incorporated in the BVI and a shareholding platform beneficially owned by Mr. Song, Mr. Ji and Ms. Chau, our executive Directors and Co-founders, Mr. Zhong Songran (鍾松然), our Chief Technology Officer and other 10 employees who have made contributions to the establishment and development of our Group. Except Mr. Song, Mr. Ji, Ms. Chau and Mr. Zhong, all the other ultimate beneficial owners of Shirazvic are not Directors or senior management of our Company. As of the Latest Practicable Date, Shirazvic was owned as to (i) approximately 35.29% by Ms. Chau through Let It Bee; (ii) approximately 15.19% by Mr. Zhong through Soley Raven Company Limited, a business company incorporated in the BVI which is wholly-owned by Mr. Zhong; (iii) approximately 10.40% by Mr. Song; (iv) approximately 0.91% by Mr. Ji through Joy Kalton; and (v) approximately 38.21% by 10 employees of our Group who are not Directors or senior management of our Company.\n\n5. Equity Incentive Holdco is a business company incorporated in the BVI and a special purpose vehicle wholly-owned by Trident Trust Company (HK) Limited, which is the trustee of LLS Trust, established for the purpose of holding Class B Shares pursuant to the Equity Incentive Plan.\n\n6. Tencent Mobility Limited (“Tencent Mobility”) is a limited liability company incorporated under the laws of Hong Kong and a wholly-owned subsidiary of Tencent.\n\n7. CCRE Investment Holdings Ltd. (“CCRE Investment”) is an exempted company with limited liability incorporated in the Cayman Islands and a wholly-owned subsidiary of CITIC Capital.\n\n8. Qian Linklogis Limited (“LVC Qian”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian Information Technology Partnership (Limited Partnership) (上海融勉信息技術合夥企業(有限合夥) (“Shanghai Rongmian”), a limited partnership established in the PRC whose general partner is Shanghai LVC."} +{"pdf_name": "11690788_157.pdf", "language": "en", "markdown": "9. Le Linklogis Limited (“LVC Le”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian.\n\n10. Tan Linklogis Limited (“LVC Tan”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian.\n\n11. Zhong Hang Investment Management Limited (“Zhong Hang Investment”) is a business company incorporated in the BVI and ultimately beneficially owned by Mr. Wang Jianhua (王建華), an Independent Third Party.\n\n12. BAI is a company incorporated under the laws of Germany, whose beneficial owner is Bertelsmann SE & Co. KGaA (貝塔斯曼) (“Bertelsmann”).\n\n13. China Merchants Venture is a limited partnership established in the Cayman Islands, which is ultimately controlled by China Merchants Group Co., Ltd. (招商局集團有限公司).\n\n# Contractual Arrangements\n\nOn October 9, 2018, Linklogis Supply Chain Services entered into the Contractual Arrangements with Linklogis Digital, the Relevant Shareholders and the Other Parties (as defined in the section headed “Contractual Arrangements” of this prospectus), which were subsequently restated and amended on November 9, 2020. Through the Contractual Arrangements, Linklogis Supply Chain Services is able to exercise control over the operations of, and enjoy 100% of the economic benefits of Linklogis Digital and its subsidiaries. See the sections headed “Contractual Arrangements” and “Connected Transactions” of this prospectus for details of the Contractual Arrangements.\n\n# Reclassification, redesignation and Share Subdivision\n\nOn March 22, 2021, our shareholders resolved, among other things, that subject to the Global Offering becoming unconditional, (i) all the ordinary shares with a par value of US\\$0.0001 each and the Preferred Shares (save and except for 22,764,297 ordinary shares with a par value of US\\$0.0001 each held by Cabnetvic, Cabnetwa and Cabnetsa), whether issued and unissued, be re-classified and re-designated as Class B Shares with a par value of US\\$0.0001 each on a one-for-one basis, (ii) 22,764,297 ordinary shares with a par value of US\\$0.0001 each held by Cabnetvic, Cabnetwa and Cabnetsa be re-classified and re-designated as Class A Shares with a par value of US\\$0.0001 each on a one-for-one basis, and (iii) each share in the then authorized share capital of the Company with a par value of US\\$0.0001 each (whether issued or unissued) be subdivided into 12 Shares of the corresponding class with a par value of US\\$0.00000833 each immediately prior to the completion of the Global Offering.\n\nAs a consequence of this, immediately prior to the completion of the Global Offering, the authorized share capital of the Company will be US\\$50,000 divided into 273,171,564 Class A Shares with a par value of US\\$0.00000833 each and 5,726,828,436 Class B Shares with a par value of US\\$0.00000833 each, and the issued share capital of the Company will be US\\$15,095.9579 divided into 273,171,564 Class A Shares with a par value of US\\$0.00000833 each and 1,538,343,384 Class B Shares with a par value of US\\$0.00000833 each."} +{"pdf_name": "20791588_648.pdf", "language": "en", "markdown": "Members of the liquidation committee are required to discharge their duties honestly and in compliance with relevant laws. A member of the liquidation committee is liable to indemnify the company and its creditors with respect to any loss arising from his willful or material default.\n\n# (xix) Overseas Listing\n\nThe shares of a company shall only be listed overseas after obtaining approval from the securities regulatory authority of the State Council and the listing must be arranged in accordance with procedures specified by the State Council.\n\nAccording to the Special Regulations, a company’s plan to issue overseas listed foreign shares and domestic shares which has been approved by the Securities Commission may be implemented by the board of directors of a company by way of respective issues, within 15 months after approval is obtained from Securities Commission.\n\n# (xx) Loss of H share certificates\n\nA shareholder may apply, in accordance with the relevant provision set out in the PRC Civil Procedure Law, to a people’s court in the event that H share certificates in registered form are either stolen or lost, for a declaration that such certificates will no longer be valid. After such a declaration has been obtained, the shareholder may apply to the company for the issue of replacement certificates.\n\nThe Mandatory Provisions provide for a separate procedure regarding loss of H share certificates (which has been incorporated in the Articles of Association, a summary of which is set out in “Appendix VII – Summary of Articles of Association”).\n\n# (xxi) Suspension and Termination of Listing\n\nThe new and amended Company Law has deleted provisions governing suspension and termination of listing. The new Securities Law has been amended as follows:\n\nThe trading of shares of a company on a stock exchange may be suspended if so decided by the Securities Exchange under one of the following circumstances:\n\n(1) the total amount of shares or the shareholding distribution no longer complies with the necessary requirements for a listed company;\n\n(2) the company failed to make public its financial position in accordance with the requirements or there is false information in the company’s financial report with the possibility of misleading investors;\n\n(3) the company has committed a major breach of the law;\n\n(4) the company has incurred losses for latest three (3) consecutive years; or"} +{"pdf_name": "20791588_649.pdf", "language": "en", "markdown": "(5) other circumstances as required by the listing rules of the relevant stock exchange(s).\n\nUnder the Securities Law, in the event that the conditions for listing are not satisfied within the period stipulated by the relevant stock exchange in the case described in (1) above, or the company has refused to rectify the situation in the case described in (2) above, or the company fails to become profitable in the next subsequent year in the case described in (4) above, the relevant stock exchange shall have the right to terminate the listing of the shares of the company.\n\n# (xxii) Merger and demerger\n\nCompanies may merge through merger by absorption or through the establishment of a newly merged entity. If it merges by absorption, the company which is absorbed shall be dissolved. If it merges by forming a new corporation, both companies will be dissolved.\n\n# Securities law and other relevant regulations\n\nThe PRC has promulgated a number of regulations that relate to the issue and trading of Shares and disclosure of information by the Company. In October 1992, the State Council established the Securities Committee and CSRC. The Securities Committee is responsible for co-coordinating the drafting of securities regulations, formulating securities-related policies, planning the development of securities markets, directing, coordinating and supervising all securities-related institutions in the PRC and administering CSRC. CSRC is the regulatory body of the Securities Committee and is responsible for the drafting of regulatory provisions of securities markets, supervising securities companies, regulating public offers of securities by PRC companies in the PRC or overseas, regulating the trading of securities, compiling securities-related statistics and undertaking research and analysis. In 1998, the State Council dissolved the Securities Committee and assigned its function to CSRC. CSRC is also responsible for the regulation and supervision of the national stocks and futures market according to laws, regulations and authorizations.\n\nThe Securities Law took effect on July 1, 1999 and was latest revised on August 31, 2014. This is the first national securities law in the PRC, and it is divided into 12 chapters and 240 articles regulating, among other things, the issue and trading of securities, takeovers by listed companies, securities exchanges, securities companies and the duties and responsibilities of the State Council’s securities regulatory authorities. The Securities Law comprehensively regulates activities in the PRC securities market. Article 238 of the Securities Law provides that a company must obtain prior approval from the State Council’s regulatory authorities to list shares outside the PRC. Article 239 of the Securities Law provides that specific measures with respect to shares of companies in the PRC that are to be subscribed and traded in foreign currencies shall be separately formulated by the State Council. Currently, the issue and trading of foreign issued shares (including H Shares) are still mainly governed by the rules and regulations promulgated by the State Council and CSRC."} +{"pdf_name": "2151761_107.pdf", "language": "en", "markdown": "# 30. RETIREMENT BENEFITS\n\nAs stipulated by the regulations of the PRC, the Group’s subsidiaries in the PRC participate in basic defined contribution retirement schemes organised by the respective municipal governments under which they are governed. Details of the schemes of the subsidiaries are as follows:\n\n
AdministratorBeneficiaryContribution rate
Beijing Municipal GovernmentEmployees of Beijing OLM19%
Shanghai Municipal GovernmentEmployees of Shanghai OLM20%
Chengdu Municipal Government, \nSichuan ProvinceEmployees of Chengdu OLM20.5%
Hangzhou Municipal Government, \nZhejiang ProvinceEmployees of Beijing OLM \nHangzhou Branch14%
Guangzhou Municipal Government, \nGuangdong ProvinceEmployees of Beijing OLM \nGuangzhou Branch14%
\n\nAll employees are entitled to retirement benefits equal to a fixed proportion of their salaries and benefits in kind prevailing at their normal retirement ages.\n\nThe Group also operates a Mandatory Provident Fund Scheme (the “MPF scheme”) under the Hong Kong Mandatory Provident Fund Scheme Ordinance for employees employed under the jurisdiction of the Hong Kong Employment Ordinance. The MPF scheme is a defined contribution retirement plan administered by independent trustees. Under the MPF scheme, the employer and its employees are each required to make contributions to the plan at 5% of the employees’ relevant income, subject to a cap of monthly relevant income of HK\\$30,000. Contributions to the plan vest immediately.\n\nThe Group has no other material obligation for the payment of retirement benefits associated with this scheme beyond the contributions described above."} +{"pdf_name": "2151761_108.pdf", "language": "en", "markdown": "# 31. RELATED PARTY TRANSACTIONS\n\n# (a) Save as disclosed elsewhere in the consolidated financial statements, details of transactions between the Group and its related parties are disclosed below:\n\n
20162015
RMB’000RMB’000
Non-controlling interests
— Provision for software maintenance and other services344767
\n\n# (b) Remuneration to key management personnel\n\nKey management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including directors and supervisors of the Group. The compensation of key management personnel is as follows:\n\n
20162015
RMB’000RMB’000
Short-term employee benefits6,8978,175
Post-employment benefits279204
7,1768,379
\n\n# (c) Contribution to defined contribution retirement plans\n\nThe Group participates in defined contribution retirement plans organised by municipal government for its employees. The details of the Group’s employee benefits plan are disclosed in note 30. As at 31 December 2016, there was no material outstanding contribution to post-employment benefit plans (2015: Nil)."} +{"pdf_name": "20792909_65.pdf", "language": "en", "markdown": "# 6.2 Commerce and Logistics Finance\n\nIn 2018, the Bank adhered to the unique positioning as a “commerce and logistics bank” and constructed a “Five-Clouds” platform to strengthen product and service innovation. Specifically, the Bank built a professional value-added “Cloud Service” platform by establishing the “Cloud Logistics” and “Cloud Business” product systems and improving the “Cloud Financing” and “Cloud Trading” functions to provide full-process transaction services for enterprises and enhance customer experience, so as to accrue settlement deposits and broaden income sources of intermediary business.\n\n# “Cloud Trading“\n\nThe Bank’s “Cloud Trading” platform uses advanced financial technology and scientific and agile iterative development methods to develop a complete set of solutions for treasury management of enterprises. The Bank introduced products such as corporate online banking, cash management, bank-enterprise direct link, interbank treasury management cloud platform, corporate settlement card and e-government to provide enterprises with a series of innovative payment and settlement services. By embedding financial services in transaction links to satisfy the needs of enterprises in various application scenarios, the platform can help enterprises achieve a range of treasury management goals such as pooling resources, reducing costs, accelerating fund flow, controlling risks and enhancing asset allocation. As at the end of the Reporting Period, the Bank had signed 28,025 corporate online banking customers with a transaction amount of RMB656.5 billion; the cash management platform had provided treasury management solutions for 839 large and medium-sized enterprises and public institutions; the bank-enterprise direct link had successfully connected with a number of medium and large group customers; the Bank had issued 2,316 corporate settlement cards in total; and the Bank had provided cash management solutions for many institutional customers including the public resources trading centre, courts, housing provident fund centre, land and resources trading centre, etc.\n\n# “Cloud Financing“\n\nThe Bank established an online supply chain financing platform based on the credit of core enterprises to develop financing services for upstream and downstream customers nationwide. With system connection and information exchange among the Bank’s online supply chain financing platform, fund supervision system, core enterprises’ ERP (Enterprise Resource Planning) systems and order systems, the Bank employs electronic signature law and electronic signature technology and draws on the credit of core enterprises to provide full-process online financing services for upstream and downstream partners of the core enterprises. Currently, the online 1+N prepayment financing, online 1+N factoring pool financing, online factoring and online 1+N re-factoring, financing functions have been up and running. During the Reporting Period, the “Cloud Financing” platform achieved the direct connection among multiple B2B (Business-to-Business) e-commerce platforms, supply chain finance platforms and core enterprises, and commenced business operations in June 2018, thus expanding the Bank’s channels to secure customers in large quantities for its “Cloud Financing” business. As at the end of the Reporting Period, more than 100 customers received financing online via the “Cloud Financing“ platform, and online financing business exceeded RMB400 million."} +{"pdf_name": "20792909_66.pdf", "language": "en", "markdown": "# “Cloud Logistics“\n\nThe “Cloud Logistics” platform is an open comprehensive service platform for the logistics industry. It is a professional “Internet + Logistics + Finance” platform created by the Bank to provide consignors with online registration, online ordering, online freight payment and other related functions. The platform provides logistics companies with such functions as entry application, online receipt of orders, logistics tracking, online entrusted collection of payments and branch fund management to improve their automated financial reconciliation and sub-account management capabilities and help them achieve automated fund management. For orders on the platform paid through the Bank’s acquiring channel, the Bank will supervise the funds from entrusted collection of payments for goods and ensure that the collected payments are safely and timely distributed to the consignors. Currently, the Bank has signed business cooperation agreements with a number of logistics companies.\n\n# “Cloud Service“\n\nThe “Cloud Service” platform, based on the WeChat public account named “Zhengzhou Bank Trade Finance” (鄭州銀行商貿金融), promoted the Bank’s latest products for corporate banking according to customers’ industry focus so as to accurately push industry insight reports and forward-looking industry analysis for corporate customers. The platform also linked the corporate online banking, providing customers with financial value-added services such as the online appointment to open corporate banking account, account alerts, electronic invoicing, easy payment and bank-enterprise reconciliation. In the future , the “Cloud Service” platform will integrate the application scenarios of “Cloud Financing”, “Cloud Trading”, “Cloud Logistics” and “Cloud Service”, in an effort to incorporate the functions of the “Five-Cloud” platform to form an organic ecosystem.\n\n# “Cloud Business“\n\nThe “Cloud Business” platform mainly serves the “Commerce and Logistics Alliance” initiated by the Bank and is expected to be an online e-commerce asset trading platform. The platform integrates the resources of the alliance to achieve win-win results by having qualified investors such as banks and quasi-financial institutions provide financial support as to the assets and financing needs of customers in the nine major commerce and logistics industries posted on the platform."} +{"pdf_name": "11768281_5.pdf", "language": "en", "markdown": "
Figarch ModelEmbedding delay
Figarch d=0.052
Figarch d=0.151
Figarch d=0.252
Figarch d=0.354
Figarch d=0.456
Figarch d=0.557
Figarch d=0.658
Figarch d=0.758
Figarch d=0.806
Figarch d=0.908
\n\nTable 1: Mutual Information for each Figarch Model.\n\nThe nearest neighbor in phase space will be a vector;\n\n\\[ y ^ { N N } ( i ) = ( x _ { i } ^ { N N } , x _ { i + T } ^ { N N } , x _ { i + 2 T } ^ { N N } , . . . , x _ { i + ( d - 1 ) T } ^ { N N } ) \\eqno ( 1 1 ) \\]\n\nIf the vector \\( y ^ { N N } ( i ) \\) is a false neighbor of y(i) having arrived its neighborhood by projection from a higher dimension because the present dimension d doesn’t unfold the attractor, then by going to next dimension \\( d + \\) 1 this false neighbor may be removed out of the neighborhood of y(i).\n\nBy looking at every data point y(i) and asking at what dimension all false neighbors are removed, we will sequentially intersections of orbits of lower and lower dimension are removed until at last point intersections are removed. At thatj uncture d will have been identified where the attractor is unfolded.\n\nComparing the distance between the vectors y(i) and \\( y ^ { N N } ( i ) \\) in dimension d with the dis-tance between the same vectors in dimension \\( d + \\) 1, it can easily be established which are true neighbors and which false. It only needs to be compared \\( x _ { ( i + d T ) } - x _ { ( i + d T ) } ^ { N N } \\) with the Euclidian distance \\|yi − yNNi\\| between nearest neighbors in dimension d.\n\nIf the additional distance is large compared to the distance in dimension d between nearest neighbors, then we have a false neighbor.\n\nThe square of the Euclidian distance between the nearest neighbor points as seen in di-mension d is\n\n\\[ R _ { d } ( i ) ^ { 2 } = \\sum _ { m = 1 } ^ { d } [ x _ { i + ( m - 1 ) T } - x _ { i + ( m - 1 ) T } ^ { N N } ] ^ { 2 } \\eqno ( 1 2 ) \\]\n\nwhile dimension d+1 it is;\n\n\\[ R _ { d + 1 } ( i ) ^ { 2 } = \\sum _ { m = 1 } ^ { d + 1 } [ x _ { i + ( m - 1 ) T } - x _ { i + ( m - 1 ) T } ^ { N N } ] ^ { 2 } \\eqno ( 1 3 ) \\]\n\n\\[ R _ { d + 1 } ( i ) ^ { 2 } = R _ { d } ( i ) ^ { 2 } + | x _ { i + d T } - x _ { i + d T } ^ { N N } | ^ { 2 } \\eqno ( 1 4 ) \\]"} +{"pdf_name": "11768281_6.pdf", "language": "en", "markdown": "The distance between points when seen in dimension \\( d + \\) 1 relative to the distance in dimension d is;\n\n\\[ \\sqrt { \\frac { R _ { d + 1 } ( i ) ^ { 2 } - R _ { d } ( i ) ^ { 2 } } { R _ { d } ( i ) ^ { 2 } } } = \\frac { x _ { i + d T } - x _ { i + d t } ^ { N N } } { R _ { d } ( i ) } > r _ { t o l } \\eqno ( 1 5 ) \\]\n\nWhen this quantity is larger than some threshold, we have a false neighbor (Kennel M B, Brown R and Abarbanel H D 1992).\n\nPlot of percentage of false neighbors show the unfolded geometry and where there is no unfolding any more. With the correct choice of d dimension, modelling the data in d number of dynamical degrees of freedom will be adequate to capture the properties of the source.\n\nFigure 2: FNN embedding dimension result for FIGARCH d=0.90.\n\nThe figure 2 shows minimum embedding dimension where percentage of nearest neighbors goes to zero taken into account some threshold \\( r _ { t o l } \\). Disappearance of false neighbors indicates minimum embedding dimension \\( r _ { t o l } \\) is false neighbor Euclidian distance tolerance and \\( a _ { t o l } \\) is neighbor tolerance based on attractor size. The neighbors are declared false neighbors, when the ratio of the Euclidian distances between neighbor candidates in successive embedding dimensions exceeds \\( r _ { t o l } \\)."} +{"pdf_name": "9296432_105.pdf", "language": "en", "markdown": "# 33. EQUITY SETTLED SHARE-BASED PAYMENTS\n\nThe Company adopted a share option scheme pursuant to a resolution in writing passed by the Shareholders on 3 January 2013 (the “Share Option Scheme”) for the purpose to grant share options to selected participants as incentives or rewards for their contribution to the Group. Eligible participants of the Share Option Scheme include directors of the Company or any of its subsidiaries, including non-executive directors and independent non-executive directors, other employees of the Group and consultants.\n\nPursuant to the Share Option Scheme, shares which may be issued upon exercise of all options to be granted under the Share Option Scheme or any other share option scheme adopted by the Company must not in aggregate exceed 10% of the shares of the Company in issue at the time dealings in the shares of the Company first commence on the Stock Exchange. The Company may renew this 10% limit with shareholders' approval provided that each such renewal may not exceed 10% of the shares of the Company in issue as at the date of the shareholders' meeting.\n\nThe maximum number of shares of the Company which may be issued upon exercise of all outstanding options granted and yet to be exercised under the Share Option Scheme and any other share option schemes of the Company must not in aggregate exceed 30% of the issued share capital of the Company in issue from time to time.\n\nUnless approved by the Shareholders of the Company, the total number of shares of the Company issued and to be issued upon the exercise of options granted to each eligible participant (including exercised and unexercised options) under the Share Option Scheme or any other share option schemes adopted by the Company in any 12-month period must not exceed 1% of the shares of the Company in issue.\n\nOn 17 March 2014, the Company granted 10,800,000 share options (the “first share option”) to certain eligible participants of the Group under the Share Option Scheme. Set out below were details of the outstanding share options granted under the Share Option Scheme:\n\n(1) All share options granted were at an exercise price of HK\\$1 per share;\n\n(2) All holders of share options might only exercise their options in the following manner:\n\nThe share options will be vested in 3 tranches, i.e. the first 30% from the date immediately after the first anniversary of the offer date until the last day of the option period, the second 30% from the date immediately after the second anniversary of the offer date until the last day of the option period, the balance 40% from the date immediately after the third anniversary of the offer date until the last day of the option period; and\n\n(3) All outstanding or unexercised share options granted to the grantees shall lapse on 16 March 2019 or 16 March 2024."} +{"pdf_name": "9296432_106.pdf", "language": "en", "markdown": "# 33. EQUITY SETTLED SHARE-BASED PAYMENTS (continued)\n\nThe estimated fair values of share options vested on 17 March 2014 were HK\\$3,911,000. These fair values were calculated using the Binomial model. The inputs into the model are as follows:\n\n
Share priceHK$0.95
Exercise priceHK$1.00
Expected volatility50.554%
Expected life5 years/10 years
Risk-free interest rate1.2010%/2.1656%
Dividend yield4.274%
Suboptimal factor2.2
\n\nThe risk-free rate was based on market yield rate from Hong Kong Monetary Authority Exchange Fund Bills Yield Curve as at the valuation date on 17 March 2014. Expected volatility was estimated by the average of historical daily volatilities of the comparable companies with similar business operation as at valuation date. Dividend yield was estimated by the trailing 12-month dividend payout of the Company divided by Company’s closing share price as at the dividend declaration date.\n\nOn 3 July 2015, the Company granted 13,400,000 share options (the “second share option”) to certain eligible participants of the Group under the Share Option Scheme. Set out below were details of the outstanding share options granted under the Share Option Scheme.\n\n(1) All share options granted were at a subscription price of HK\\$4.07 per Share;\n\n(2) All holders of share options might only exercise their options in the following manner:\n\nThe share options will be vested in 3 tranches, i.e. the first 30% from the date immediately after the first anniversary of the Offer Date until the last day of the option period, the second 30% from the date immediately after the second anniversary of the Offer Date until the last day of the option period, the balance 40% from the date immediately after the third anniversary of the Offer Date until the last day of the option period; and\n\n# (3) All outstanding or unexercised share options granted to the grantees shall lapse on 2 July 2025.\n\nThe estimated fair values of share options granted on 3 July 2015 were HK\\$25,864,188. These fair values were calculated using the Binomial Model. The inputs into the model are as follows:\n\n
Share priceHK$3.70
Exercise priceHK$4.07
Expected volatility61.8%
Expected life10 years
Risk-free interest rate1.87%
Expected dividend yield2.04%
"} +{"pdf_name": "2555794_124.pdf", "language": "en", "markdown": "# 9.\t Interest in a Joint Venture (continued)\n\nBozhou Botong Information Technology Co., Ltd is the only joint venture in which the Group participates and it is not considered material to the Group. Financial information (the Group’s share) of this joint venture is as follows:\n\n9.\t 於合營企業的權益（續）\n\n亳州市博通信息科技有限公司為本集團參與業務的唯一一間合營企業，並不被視為對本集團屬重大。本集團分佔該合營企業之財務資料如下：\n\n
2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
Loss from continuing operations 持續經營虧損(5,927)(13,676)
Gain on deemed disposal 視作出售的收益–3,657
Other comprehensive income 其他全面收入(815)(2,155)
Total comprehensive income 全面收入總額(6,742)(12,174)
\n\n# 10.\tTrade and Other Receivables\n\n10.\t貿易及其他應收款項\n\n
2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
Trade receivables, net 貿易應收款項淨額8,237,9037,702,999
Other receivables and prepayments 其他應收款項及預付款項1,123,639855,104
Deferred expenses (Note 16 (d)) 遞延開支（附註16(d)）10,8759,795
9,372,4178,567,898
Less: Non-current deferred expenses 減：非即期遞延開支\n(Note 16 (d)) （附註16(d)）(4,792)(3,884)
9,367,6258,564,014
"} +{"pdf_name": "2555794_125.pdf", "language": "en", "markdown": "# 10.\tTrade and Other Receivables (continued)\n\nThe Group grants credit periods to third party customers ranging from 7 to 150 days, which may be extended for selected customers depending on their trade volume and settlement history with the Group. The ageing analysis of net trade receivables by invoice date is as follows:\n\n10.\t貿易及其他應收款項（續）\n\n本集團給予第三方客戶之信貸期介乎7至150日，而選定客戶之信貸期可予延長，視乎彼等與本集團之交易量及付款記錄而定。貿易應收款項淨額按發票日期劃分的賬齡分析如下：\n\n
2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
0 – 30 days 0至30日4,206,5814,075,671
31 – 60 days 31至60日2,530,7112,098,333
61 – 90 days 61至90日731,820675,494
Over 90 days 超過90日768,791853,501
8,237,9037,702,999
\n\nAs at 31 December 2016, trade receivables of HK\\$1,607,675,000 (2015: HK\\$1,765,791,000), which were fully performing, were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables by due date is as follows:\n\n於二零一六年十二月三十一日，已全部履行的貿易應收款項1,607,675,000港元（二零一五年：1,765,791,000港元）已逾期但未減值。該等款項與多名獨立客戶有關，彼等並無近期違約記錄。該等貿易應收款項按到期日劃分的賬齡分析如下：\n\n
2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
0 – 30 days 0至30日1,220,5061,090,855
31 – 60 days 31至60日184,977265,787
61 – 90 days 61至90日61,976121,090
Over 90 days 超過90日140,216288,059
1,607,6751,765,791
"} +{"pdf_name": "2540518_84.pdf", "language": "en", "markdown": "# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)\n\n# Fair value measurement (continued)\n\nAll assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:\n\nLevel 1 – based on quoted prices (unadjusted) in active markets for identical assets or liabilities\n\nLevel 2 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is observable, either directly or indirectly\n\nLevel 3 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable\n\nFor assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.\n\n# Impairment of non-financial assets\n\nWhere an indication of impairment exists, or when annual impairment testing for an asset is required (other than inventories, construction contract assets, financial assets, investment properties and non-current assets/a disposal group classified as held for sale), the asset’s recoverable amount is estimated. An asset’s recoverable amount is the higher of the asset’s or cash-generating unit’s value in use and its fair value less costs of disposal, and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case the recoverable amount is determined for the cash-generating unit to which the asset belongs.\n\nAn impairment loss is recognised only if the carrying amount of an asset exceeds its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is charged to the statement of profit or loss in the period in which it arises in those expense categories consistent with the function of the impaired asset.\n\nAn assessment is made at the end of each reporting period as to whether there is an indication that previously recognised impairment losses may no longer exist or may have decreased. If such an indication exists, the recoverable amount is estimated. A previously recognised impairment loss of an asset other than goodwill is reversed only if there has been a change in the estimates used to determine the recoverable amount of that asset, but not to an amount higher than the carrying amount that would have been determined (net of any depreciation/amortisation) had no impairment loss been recognised for the asset in prior years. A reversal of such an impairment loss is credited to the statement of profit or loss in the period in which it arises, unless the asset is carried at a revalued amount, in which case the reversal of the impairment loss is accounted for in accordance with the relevant accounting policy for that revalued asset."} +{"pdf_name": "2540518_85.pdf", "language": "en", "markdown": "# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)\n\n# Related parties\n\nA party is considered to be related to the Group if:\n\n# (a) the party is a person or a close member of that person’s family and that person:\n\n(i) has control or joint control over the Group;\n\n(ii) has significant influence over the Group; or\n\n(iii) is a member of the key management personnel of the Group or of a parent of the Group;or\n\n# (b) the party is an entity where any of the following conditions applies:\n\n(i) the entity and the Group are members of the same group;\n\n(ii) one entity is an associate or joint venture of the other entity (or of a parent, subsidiary or fellow subsidiary of the other entity);\n\n(iii) the entity and the Group are joint ventures of the same third party;\n\n(iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity;\n\n(v) the entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group; and the sponsoring employers of the post-employment benefit plan;\n\n(vi) the entity is controlled or jointly controlled by a person identified in (a);\n\n(vii) a person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity); and\n\n(viii) the entity, or any member of a group of which it is a part, provides key management personnel services to the Group or the parent of the Group."} +{"pdf_name": "20795977_72.pdf", "language": "en", "markdown": "The final dividend distribution shall be calculated based on the total number of Shares in issue as of the Record Date and the final cash dividend distribution shall be based on RMB3.0 per 10 shares (inclusive of applicable tax). In order to qualify for the final dividend, the holders of H Shares must lodge all share certificates accompanied by the transfer documents with the Company’s H Share Registrar, Computershare Hong Kong Investor Services Limited (address: Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong) before 4:30 p.m. on Wednesday, June 2, 2021. For the purpose of ascertaining the holders of H Shares who qualify for the final dividend, the register of members for H Shares will be closed from Thursday, June 3, 2021 to Tuesday, June 8, 2021, both days inclusive, during which period no transfer of H Shares will be effected.\n\nThe final dividend will be denominated and declared in RMB. The holders of Domestic Shares will be paid in RMB and the holders of H Shares will be paid in Hong Kong dollars. The actual amount declared in HK dollars is converted based on the average benchmark exchange rate of Renminbi against HK dollars as promulgated by the People’s Bank of China for the five business days preceding the date of the AGM.\n\nTo the best of the Company’s knowledge, no shareholder has waived or agreed to waive any dividends.\n\nIn accordance with the Enterprise Income Tax Law of the People’s Republic of China (中華人民共和國企業所得稅法) and its implementation regulations which came into effect on January 1, 2008, the Company is required to withhold and pay enterprise income tax at the rate of 10% on behalf of the non-resident enterprise Shareholders whose names appear on the register of members for H Shares when distributing the cash dividends. Any H Shares not registered under the name of an individual Shareholder, including HKSCC Nominees Limited, other nominees, agents or trustees, or other organizations or groups, shall be deemed as Shares held by non-resident enterprise Shareholders. Therefore, on this basis, enterprise income tax shall be withheld from dividends payable to such Shareholders. If holders of H Shares intend to change its Shareholder status, please enquire about the relevant procedures with your agents or trustees. The Company will strictly comply with the law or the requirements of the relevant government authority and withhold and pay enterprise income tax on behalf of the relevant Shareholders based on the register of members for H Shares as of the Record Date.\n\nIf the individual holders of H Shares are Hong Kong or Macau residents or residents of the countries which had an agreed tax rate on 10% for the cash dividends to them with the PRC under the relevant tax agreement, the Company should withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of less than 10% with the PRC under the relevant tax agreement, the Company shall withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. In that case, if the relevant individual holders of H Shares wish to reclaim the extra amount withheld due to the application of 10% tax rate, the Company can apply for the relevant agreed preferential tax treatment provided that the relevant Shareholders submit the evidence required by the notice of the tax agreement to Computershare Hong Kong Investor Services Limited. The Company will assist with the tax refund after the approval of the competent tax authority. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of over 10% but less than 20% with the PRC under the tax agreement, the Company shall withhold and pay the individual income tax at the agreed actual rate in accordance with the relevant tax agreement. In the case that the individual holders of H Shares are residents of the countries which had an agreed tax rate of 20% with the PRC, or which has not entered into any tax agreement with the PRC, or otherwise, the Company shall withhold and pay the individual income tax at a rate of 20%.\n\n# TAX RELIEF AND EXEMPTION\n\nThe Company is not aware of any tax relief or exemption available to the Shareholders of the Company by reason of their holding of the Company’s securities.\n\n# SHARE CAPITAL\n\nDetails of the movements in the share capital of the Company during the year are set out in note 38 to the consolidated financial statements."} +{"pdf_name": "20795977_73.pdf", "language": "en", "markdown": "# RESERVES\n\nDetails of movements in the reserves of the Group and the Company during the year are set out in the consolidated statement of changes in equity and note 40 and note 50 to the consolidated financial statements, respectively.\n\n# DISTRIBUTABLE RESERVES\n\nAs at December 31, 2020, the Company ’s distributable reserves, calculated in accordance with PRC rules and regulations, were RMB1,630.9 million.\n\n# DIRECTORS AND SUPERVISORS\n\nThe Directors and Supervisors during the year and as of the date of this annual report are as follows:\n\n# Executive Directors\n\nDr. LOU Boliang (樓柏良) (Chairman)\n\nMr. LOU Xiaoqiang (樓小強)\n\nMs. ZHENG Bei (鄭北)\n\n# Non-executive Directors\n\nMr. CHEN Pingjin (陳平進)\n\nMr. HU Baifeng (胡柏風)\n\nMr. LI Jiaqing (李家慶)\n\nMr. ZHOU Hongbin (周宏斌)\n\n# Independent Non-executive Directors\n\nMr. DAI Lixin (戴立信)\n\nMs. LI Lihua (李麗華) (ceased on July 23, 2020)\n\nMs. CHEN Guoqin (陳國琴)\n\nMs. SHEN Rong (沈蓉) (ceased on July 23, 2020)\n\nMr. TSANG Kwan Hung Benson (曾坤鴻)\n\nMr. Yu Jian (余堅) (appointed on July 23, 2020)\n\n# Supervisors\n\nDr. YANG Kexin (楊珂新) (Chairperson)\n\nMr. LIU Jun (劉駿) (ceased on December 11, 2020)\n\nMs. Feng Shu (馮書) (appointed on December 11, 2020)\n\nMs. ZHANG Lan (張嵐)\n\nBiographical details of the Directors, the Supervisors and the senior management of the Group as of the date of this annual report are set out on pages 40 to 48 in the section headed “Profiles of Directors, Supervisors and Senior Management” of this annual report.\n\n# DIRECTORS’ AND SUPERVISORS’ INTERESTS IN TRANSACTION, ARRANGEMENT OR CONTRACTS OF SIGNIFICANCE\n\nThe Group has not entered into any transaction agreement or contract of significant in which the Group’s Directors and Supervisors have direct or indirect material interests during the Reporting Period.\n\n# CONTROLLING SHAREHOLDERS’ INTERESTS IN CONTRACTS OF SIGNIFICANCE\n\nNone of the Controlling Shareholders has or had a material interest, either directly or indirectly, in any contract of significance, whether for the provision of services or otherwise, to the business of the Group to which the Company or any of its subsidiaries was a party during the Reporting Period.\n\n# DIRECTORS’ INTERESTS IN COMPETING BUSINESS\n\nDuring the Reporting Period, none of the Directors or their respective associates (as defined under the Listing Rules) had engaged in or had any interest in any business which competes or may compete, either directly or indirectly, with the business of the Group.\n\n# EMOLUMENTS OF THE DIRECTORS AND THE FIVE HIGHEST PAID INDIVIDUALS\n\nThe remuneration committee determines or makes recommendation to the Board (as case may be) on the remuneration and other benefits payable to the Directors and Supervisors by the Group. The committee regularly oversees the remuneration of all Directors and Supervisors to ensure that their remuneration and compensation are at an appropriate level. The Group maintains competitive remuneration packages with reference to the industry standard and according to the business development of the Group, and determines remuneration of the Directors and Supervisors based on their qualifications, experience and contributions, to attract and retain its Directors and Supervisors as well as to control costs."} +{"pdf_name": "11772985_340.pdf", "language": "en", "markdown": "# 49. SHARE OPTION SCHEME (Continued)\n\n# (b) Share Option Scheme (Continued)\n\nThe fair values of share options granted were calculated using the Black-Scholes option pricing model for the years ended 31 December 2016 and 2015. The inputs into the model were as follows:\n\n49. 購股權計劃（續）\n\n(b) 購股權計劃（續）\n\n於截至二零一六年及二零一五年十二月三十一日止年度內，已授出購股權之公平值乃使用伯力克－舒爾茲期權定價模式計算。輸入該模式之數據如下：\n\n
11 December \n2014 \n二零一四年\n十二月十一日8 June 2015\n二零一五年\n六月八日11 December \n2015\n二零一五年\n十二月十一日5 July\n2016\n二零一六年\n七月五日8 November\n2016\n二零一六年\n十一月八日12 December \n2016\n二零一六年\n十二月十二日
Exercise price 行使價HK$1.814港元HK$2.13港元HK$3.37港元HK$3.49港元HK$0.98港元HK$0.786港元
Adjusted exercise price 經調整行使價HK$0.3628港元HK$0.426港元HK$0.674港元HK$0.698港元N/A不適用N/A不適用
Expected volatility 預期波幅41.71%-42.35%44.45%-49.47%48.48%-50.96%30.23%-50.51%38.61%-52.79%44.32%-53.52%
Expected life 預期年期2-5 years年2-5 years年2-4 years年2.5-10 years年10 years年10 years年
Expected dividend yield 預期股息收益0.676%0.219%0.287%0.264%0.164%0.215%
Risk-free rate 無風險利率0.43%-1.237%0.48%-1.31%0.404%-0.895%0.42%-0.93%1.12%1.57%
\n\nExpected volatility of the options granted under the Pre-IPO Share Option Scheme and Share Option Scheme was determined by using the historical volatility of the share price of comparable companies and the Company respectively. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioral considerations.\n\nThe Group recognised the total expenses of approximately RMB109,986,000 for the year ended 31 December 2016 (2015: RMB43,999,000) in relation to share options granted by the Company.\n\nIn the opinion of directors, regarding the share option granted to Company’s consultants, the fair value of the service rendered by consultants cannot reliably measured because the nature of services rendered by them includes but not limit to build up investors relationships, enhance corporate strategy and branding etc., which may not have a quantifiable and measurable effect for assessment. Thus, the fair value of the service rendered is by reference to the fair value of share option granted to them and recognised in profit or loss for the years ended 31 December 2016 and 2015 accordingly.\n\n根據首次公開發售前購股權計劃及購股權計劃授出之購股權之預期波幅乃分別採用可資比較公司及本公司之股價之過往波幅而釐定。該模式所採用之預期年期已根據管理層之最佳估計就不可轉讓性、行使限制及行為因素作出調整。\n\n本集團於截至二零一六年十二月三十一日止年度就本公司授出之購股權確認開支總額約人民幣109,986,000元（二零一五年：人民幣43,999,000元）。\n\n董事認為，就本公司顧問獲授之購股權而言，顧問提供服務之公平值無法可靠計量，原因為其提供服務之性質包括但不限於建立投資者關係，提升企業策略及品牌等，其可能並無可量化及可計量之效果以供評估。因此，所提供服務之公平值乃參考彼等獲授購股權之公平值釐定，並相應於截至二零一六年及二零一五年十二月三十一日止年度之損益表確認。"} +{"pdf_name": "11772985_341.pdf", "language": "en", "markdown": "# 50. INFORMATION ABOUT THE STATEMENT OF FINANCIAL POSITION OF THE COMPANY\n\nStatement of financial position of the Company at the end of the reporting period is as follows:\n\n50. 有關本公司之財務狀況表之資料\n\n於報告期末本公司之財務狀況表如下：\n\n
As at 31 December\n於十二月三十一日
2016 \n二零一六年2015\n二零一五年
Notes \n附註RMB’000 \n人民幣千元RMB’000\n人民幣千元
Non-current asset 非流動資產\nInvestments in subsidiaries 於附屬公司之投資a––
Current assets 流動資產
Prepayments and other receivables 預付賬款及\n其他應收款項1,246521
Amounts due from subsidiaries 應收附屬公司款項c5,716,1772,384,963
Amounts due from joint ventures 應收合營企業款項c9,9818,629
Held-for trading securities 持作買賣證券20,902–
Bank balances and cash 銀行結餘及現金171,72183,396
5,920,0272,477,509
Current liabilities 流動負債
Accruals 應計費用8,2666,313
Amounts due to subsidiaries 應付附屬公司款項c230,654105,306
Amount due to a related company 應付一間
關連公司款項d–395
Corporate bonds 公司債券–173,719
238,920285,733
Net current assets 流動資產淨值5,681,1072,191,776
Total assets less current liabilities 總資產減流動負債5,681,1072,191,776
Non-current liabilities 非流動負債
Borrowings 借貸542,576–
Corporate bonds 公司債券65,26560,044
Convertible bonds 可換股債券1,393,172234,098
2,001,013294,142
Net assets 資產淨值3,680,0941,897,634
Capital and reserves 資本及儲備
Share Capital 股本358,259321,642
Reserves 儲備b3,321,8351,575,992
Total equity 權益總額3,680,0941,897,634
"} +{"pdf_name": "20746715_135.pdf", "language": "en", "markdown": "
Property Valuers Beijing Colliers International Real Estate Valuation\nCo., Ltd.
Suite 501, Tower W3\nOriental Plaza\nNo.1 East Chan’gan Avenue\nDongcheng District\nBeijing, China, 100738
Cushman & Wakefield K.K.
Sanno Park Tower 13F 2-11-1N agatacho\n2-11-1N agatacho\nChiyoda-ku, Tokyo, 100-6113\nJapan
CBRE Limited
3/F, 4/F & 12/F 1204-06 (Reception)\nThree Exchange Square\n8 Connauhgt Place\nCentral, Hong Kong
Industry Consultant Jones Lang LaSalle Limited
7/F, One Taikoo Place\n979 Kin’gs Road, QuarrBy ay\nHong Kong
Receiving Bank Standard Chartered Bank (Hong Kong) Limited
15th Floor, Standard Chartered Tower\n388 Kwun Tong Road\nKwun Tong, Kowloon\nHong Kong
Compliance Advisor Octal Caidptal Limite
Room 801-805N an Fung Tower\n173 Des Voeux Road, Central\nHong Kong
"} +{"pdf_name": "20746715_136.pdf", "language": "en", "markdown": "
Reigstered officec/o Walkers Corporate Limited
Cayman Corporate Centre\n27 Hosiptal Road, George Town\nGrand Cayman, KY1-9008\nCayman Islands
Headquarters and principal\nplace of business in Hong Kong2406-07 Man Yee Building\n68 Des Voeux Road, Central\nHong Kong
Com’paniys webstewww.esr.com
(The contents on this website do not formp art of this\nProspectus)
Company SecretaryMr. Richard Kin-sing Lee (李建成) (HonKg ongs olicitor)
2406-07, Man Yee Building\n68 Des Voeux Road Central\nHong Kong
Authorized RepresentativesMr. Jinchu Shen (沈晉初)
Room B, 62/F., Block 1\nHarbourfront Landmark\nNo. 11 Wan Hoi Street, Hung Hom\nHong Kong
Mr. Richard Kin-sing Lee (李建成)
2406-07, Man Yee Building\n68 Des Voeux Road Central\nHong Kong
Audit CommitteeMr. Simon James McDonald (Chairman)
Mr. JosehGp Radymon agnon
Mr. Brett Harold Krause
Nomination CommitteeThe Rihgt Honorable Sir HuGgo eorge William Swire,\nKCMG, MP (Chairman)
Mr. Brett Harold Krause
Ms. Liu Jingsheng (劉京生)
Remuneration CommitteeMr. Brett Harold Krause (Chairman)
Mr. Jeffrey David Perlman
Mr. Simon James McDonald
Principal share reigstrar and\ntransfer officeWalkers Corporate Limited
27 Hosidptal Roa, GeorTge own\nGrand Cayman, KY1-9008\nCayman Islands
"} +{"pdf_name": "9261370_5.pdf", "language": "en", "markdown": "# Long position in the shares and underlying shares of the Company\n\n
Name of DirectorNumber of issued \nordinary shares/\nunderliyng shares \nof the Company\nPersonal interestsTotalPercentage \nof the issue\nshares caiptal \nof the Company
Ms. Tsui Tsz Fa Mabel
– Unlisted share options8,000,0008,000,0001%
Ms. Liu Taniyng
– Unlisted share options8,000,0008,000,0001%
\n\nSave as disclosed above, none of the Directors nor chief executive of the Company has registered an interest or short positions in the Shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) (i) which were required to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which were taken or deemed to have under such provisions of the SFO); or (ii) which were required, pursuant to Section 352 of the SFO, to be entered in the register referred to therein; or (iii) which were required to be notified to the Company and the Stock Exchange pursuant to Rules 5.46 to 5.67 of the GEM Listing Rules.\n\n# INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS AND OTHER PERSONS IN THE SHARES AND UNDERLYING SHARES OF THE COMPANY\n\nAs at 31 January 2020, the Company had not been notified by any persons who had interests or short positions in the shares or underlying shares of the Company which were recorded in the register required to be kept by the Company pursuant to Section 336 of the SFO or which would fall to be disclosed under the provisions of Divisions 2 and 3 of Part XV of the SFO.\n\n# COMPETING INTEREST\n\nOur Directors and their respective close associates confirm that each of them does not have any interest in a business apart from our Group’s business which competes or is likely to compete, directly or indirectly, with our Group’s business, and is required to be disclosed pursuant to Rule 11.04 of the GEM Listing Rules during the nine months ended 31 January 2020.\n\n# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES\n\nDuring the nine months ended 31 January 2020 and up to the date of this announcement, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company’s listed securities."} +{"pdf_name": "9261370_6.pdf", "language": "en", "markdown": "# CODE OF CONDUCT REGARDING SECURITIES TRANSACTIONS BY DIRECTORS\n\nThe Group has adopted a code of conduct regarding securities transactions by the Directors (the “Code of Conduct”) on terms no less exacting than the required standards of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules. Having made specific enquiries with the Directors, all Directors have confirmed that they have complied with the required standards set out in the Code of Conduct during the nine months ended 31 January 2020 and up to the date of this announcement.\n\n# DIVIDENDS\n\nThe Board does not recommend a payment of an interim dividend for the nine months ended 31 January 2020 (2019: nil).\n\n# EVENTS AFTER REPORTING PERIOD\n\nSave as disclosed, up to the date of this announcement, there was no significant event after the Reporting Period of the Group.\n\n# SHARE OPTION SCHEME\n\nThe Company has conditionally adopted a share option scheme on 26 September 2016 (the “Scheme”). The terms of the Scheme are in accordance with the provisions of Chapter 23 of the GEM Listing Rules.\n\nDetails of the options outstanding for the nine months ended 31 January 2020 are as follows:\n\n
GranteesDate of grantNo. of shares comprised in optionsExercise \nprice \nper share
As at \n1 May 2019Granted \nduring \nthe periodExercised \nduring \nthe periodLapsed \nduring \nthe periodAs at \n31 January\n 2020
Executive director
Ms. Tsui Tsz Fa Mabel30 May 2019–8,000,000––8,000,000HK$0.066
Ms. Liu Taniyng30 May 2019–8,000,000––8,000,000HK$0.066
Other Grantees30 May 2019–16,000,000––16,000,000HK$0.066
Total–32,000,000––32,000,000
"} +{"pdf_name": "9324296_420.pdf", "language": "en", "markdown": "The forecast combined profit attributable to equity holders of the Company for the year ending 31 December 2010 is set out in the section headed ‘‘Financial Information’’ in this prospectus.\n\n# A. BASES\n\nThe Directors have prepared the forecast of combined profit attributable to equity holders of the Company for the year ending 31 December 2010 on the basis of the audited combined results of the Group for the six months ended 30 June 2010, the unaudited combined results of the Group for the three months ended 30 September 2010 and a forecast of the combined results of the Group for the remaining three months ending 31 December 2010. The forecast has been prepared on a basis consistent in all material respects with the accounting policies currently adopted by the Group as summarised in Appendix I to the prospectus.\n\n# B. PRINCIPAL ASSUMPTIONS\n\nThe forecast has been prepared based on the following principal assumptions:\n\n• there will be no material change in existing political, legal, fiscal, market or economic conditions in the PRC or any other country or territory in which the Group currently operates or which are otherwise material to the Group’s business;\n\n• there will be no changes in legislation, regulations or rules in the PRC or any other country or territory in which the Group operates or with which the Group has arrangements or agreements, which materially adversely affect its business;\n\n• there will be no material change in the bases or rates of taxation in the PRC or any other country or territory in which the Group operates;\n\n• there will be no material changes in inflation rates, interest rates or foreign currency exchange rates from those currently prevailing;\n\n• our operations will not be materially affected or interrupted by any force majeure events or unforeseeable factors or any unforeseeable reasons that are beyond the control of the Directors, including but not limited to the occurrence of natural disasters, epidemics or serious accidents; and\n\n• the Group’s operations, results, and financial position will not be adversely affected by the risk factors described under the ‘‘Risk Factors’’ section of the Prospectus."} +{"pdf_name": "9324296_421.pdf", "language": "en", "markdown": "# C. LETTER FROM THE REPORTING ACCOUNTANTS\n\nThe following is the text of the letter received by the directors from our reporting accountants, KPMG, Certified Public Accountants, Hong Kong, prepared for the purpose of incorporation in this prospectus in connection with the profit forecast for the year ending 31 December 2010.\n\n8th Floor\n\nPrince’s Building\n\n10 Chater Road\n\nCentral\n\nHong Kong\n\n29 November 2010\n\nThe Directors\n\nChina ZhengTong Auto Services Holdings Limited\n\nJ.P. Morgan Securities (Asia Pacific) Limited\n\nCCB International Capital Limited\n\nDear Sirs,\n\nWe have reviewed, in accordance with the Auditing Guideline 3.341 “Accountants’ report on profit forecasts” issued by the Hong Kong Institute of Certified Public Accountants, the accounting policies adopted and calculations made in arriving at the forecast of the combined profit attributable to equity holders of China ZhengTong Auto Services Holdings Limited (“the Company”) for the year ending 31 December 2010 (“the Profit Forecast”), for which the directors of the Company are solely responsible, as set forth in the section headed “Financial Information” in the prospectus of the Company dated 29 November 2010 (“the Prospectus”).\n\nThe Profit Forecast has been prepared by the directors of the Company based on the audited combined financial statements of the Company and its subsidiaries (collectively referred to as “the Group”) for the six months ended 30 June 2010, the unaudited combined management accounts of the Group for the three months ended 30 September 2010 and a forecast of the combined results of the Group for the remaining three months ending 31 December 2010.\n\nIn our opinion, so far as the accounting policies and calculations are concerned, the Profit Forecast has been properly compiled in accordance with the assumptions made by the directors as set out in Appendix III of the Prospectus and is presented on a basis consistent in all material respects with the accounting policies normally adopted by the Group as set out in our Accountants’ Report dated 29 November 2010, the text of which is set out in Appendix I to the Prospectus.\n\nYours faithfully,\n\nKPMG\n\nCertified Public Accountants\n\nHong Kong"} +{"pdf_name": "7489348_155.pdf", "language": "en", "markdown": "# 30 Impact of the COVID-19 pandemic\n\nThe Covid-19 pandemic since early 2020 has brought about additional uncertainties in the Group’s operating environment and has impacted the Group’s operation and financial position.\n\nThe Group has been closely monitoring the impact of the developments on the Group’s business and has put in place contingency measures. These contingency measures include: reassessing changes to the customers’ preferences on the types of drama series to be broadcasted, assessing the readiness of the production units and revisiting the progress of self-produced drama series, negotiating with customers on possible delay in delivery timetables, increase monitoring of the business environment of the Group’s customers, and improving the Group’s cash management by expediting debtor settlements and negotiating with suppliers on payment extensions.\n\nThe Covid-19 pandemic did have a significant impact on the Group’s operation and capital position, but did not change the fundamentals of the Group’s ability to continue as a going concern. The Group now has strengthened the recovery of receivables, increased the issuance of drama series and films, and adjusted the drama and films reserves. The Group will keep the contingency measures under review as the situation evolves.\n\n# 31 Non-adjusting events after the reporting period\n\nOn 5 January 2021, the Company and Jinbi Market (Hong Kong) Limited (the “Subscriber”) entered into a subscription agreement (the “Subscription Agreement”), pursuant to which the Company has conditionally agreed to allot and issue, and the Subscriber has conditionally agreed to subscribe, for an aggregate of 101,137,134 new shares at the Subscription price of HKD0.156 per subscription share, which in aggregate amount to a total of approximately HKD15,777,000. All the conditions have been fulfilled and the completion took place on 19 January 2021 in accordance with the terms and conditions of the Subscription Agreement. The net proceeds of the Subscription are approximately HKD15,730,000. Further to completion of the Subscription, the adjusted conversion price of the outstanding convertible bonds was further adjusted to HKD0.156 per conversion share.\n\nOn 26 February 2021, convertible bonds with entire principal amount of HKD20,000,000 held by BeiTai were converted into 128,205,128 shares at the adjusted conversion price of HKD0.156 per conversion share.\n\nOn 26 February 2021, the Company announced to redeem the convertible bonds in the aggregate principal amount of HKD50,000,000 held by the Original Bondholder, leaving the convertible bonds in the aggregate principal amount of HKD50,000,000 remain outstanding after the partial redemption. On 24 March 2021, the Company further announced that the Company received a notice from Original Bondholder confirming potential extension and potential transfer of the outstanding convertible bonds, with terms subject to the entering into of a legally binding agreement between the relevant parties.\n\n# 32 Comparative Figures\n\nCertain comparative figures have been adjusted to conform with the current year’s presentation."} +{"pdf_name": "7489348_156.pdf", "language": "en", "markdown": "# 33 Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended 31 December 2020\n\nUp to the date of issue of these financial statements, the IASB has issued a number of amendments, and a new standard, IFRS 17, Insurance contracts, which are not yet effective for the year ended 31 December 2020 and which have not been adopted in these financial statements. These developments include the following which may be relevant to the Group.\n\n
Effective for \naccounting \nperiods beginning \non or after
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16, \nInterest Rate Benchmark Reform-Phase 21 January 2021
Amendments to IFRS 3, Reference to the Conceptual Framework1 January 2022
Amendments to IAS 16, Property, Plant and Equipment: Proceeds before Intended Use1 January 2022
Amendments to IAS 37, Onerous Contracts – Cost of Fulfilling a Contract1 January 2022
Annual Improvements to IFRSs 2018-2020 Cycle1 January 2022
Amendments to IAS 1, Classification of Liabilities as Current or Non-current1 January 2023
IFRS 17, Insurance contracts1 January 2023
Amendments to IFRS 10 and IAS 28, Sale or contribution of assets between \nan investor and its associate or joint ventureTo be determined
\n\nThe Group is in the process of making an assessment of what the impact of these developments is expected to be in the period of initial application. So far it has concluded that the adoption of them is unlikely to have a significant impact on the consolidated financial statements."} +{"pdf_name": "11780998_121.pdf", "language": "en", "markdown": "# V. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)\n\n# 33. Employee benefits\n\nEmployee compensation includes short-term compensation, and after-service benefits, termination benefits and other long-term employee benefits provided in various forms of consideration other than share-based payment given by the Group in exchange for service rendered by employees or compensations for the termination of employment relationship. The benefits that the Group provides to the spouse, children and dependents of the employees, the late employees’ family and other beneficiaries also shall be deemed as employee benefits.\n\n# (1). Accounting methods for short-term remuneration\n\n# √ Applicable □ Not applicable\n\nDuring an accounting period when employees render services, short-term remuneration actually incurred are recognised as a liability, and charged to profit or loss or in related costs of assets for the current period.\n\n# (2). Accounting methods for post-employment benefits\n\n# √ Applicable □ Not applicable\n\n# Post-employment benefits (defined contribution plan)\n\nIf employees of the Group participate in the basic pension insurance and unemployment insurance plans managed by local governments, the relevant expenditures are recorded in the relevant asset costs or profit or loss for the current period when incurred. In addition, the Group provides an annuity plan for its eligible employees in accordance with the Labour Law. The Group’ s withdrawals and deposits for its employees are calculated based on a certain percentage of the total salary of the employees and the length of service.\n\n# Post-employment benefits (defined benefit plans)\n\nIn addition to the above-mentioned benefit plans, the Group provides supplementary retirement benefits to its retired employees. These plans include monthly pension benefits, medical reimbursement benefits, annual medical insurance premiums and funeral benefits for employees after their retirement. The amount of the subsidies is determined based on the period during which the employee serves the Group and the relevant subsidy benefit policy.\n\nThese benefit plans beyond the scope of overall planning are considered to be based on a defined benefit plan. The defined benefit plan is calculated annually by an independent actuary using the projected unit credit method. The present value of the defined benefit obligations determined at the market yield of the government bonds during the defined benefit obligation period, and discounted over estimated future cash outflow. If there is an asset in the defined benefit plan, the present value of the defined benefit obligation minus the fair value of the asset of the defined benefit plan will be recognised as the net liability or net asset of the defined benefit plan. The change in the net liability or net asset of the defined benefit plan is divided into three parts: service cost, net interest on the net liability or net asset of the defined benefit plan, and changes due to re-measurement of net liability or net asset of the defined benefit plan included in other comprehensive income."} +{"pdf_name": "11780998_122.pdf", "language": "en", "markdown": "# V. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)\n\n# 33. Employee benefits (Continued)\n\n# (2). Accounting methods for post-employment benefits (Continued)\n\n# Post-employment benefits (defined benefit plans) (Continued)\n\nAny remeasurement caused by the defined benefit plans, including actuarial gains or losses, changes in the impact of the asset cap (net of the amounts included in the net interest on the net liability of the defined benefit plan) and return on the asset in the plan (net of the amounts included in the net interest on the net liability of the defined benefit plan) are recognised in the balance sheet immediately and recorded in shareholders’ equity through other comprehensive income in the accounting period the re-measurement occurred, and shall not be reversed to profit or loss in the subsequent accounting periods.\n\nThe previous service costs should be recognised as current expenses at the earlier of the following dates: when the Group modifies the defined benefit plans; and when the Group recognises relevant restructuring costs or termination benefits.\n\nNet interest equals to the net liability or net asset in defined benefit plan multiply by the discount rate. The Group recognised changes in the net defined benefit plan obligation as management expenses in the statement of profit. Those changes include service costs, including current service costs, previous service costs and gains and losses on settlement, and net interest, including the interest income of the asset in the plan, interest expenses of the obligation under the plan and interest of the impact of the asset cap."} +{"pdf_name": "20754268_75.pdf", "language": "en", "markdown": "# Aluminum Extrusion Consumption in the PRC Transportation Industry\n\nTransportation is one of the fastest growing market segments for aluminum extrusion products in China.\n\nDriven by the rapid development of the transportation industry and the continuous technological advances in means of transportation, aluminum extrusion products are expected to enjoy increasingly wide applications in railway and metropolitan railway, automotive, shipbuilding, aviation and other transportation sectors.\n\nAluminum extrusion consumption in the PRC transportation industry, 2001-2010E(1)\n\nSource: Sunlight Metal\n\n(1) The estimated figures for 2008 to 2010 do not takei nto consideration thel arge fiscal stimulus packages announced by the PRC government.\n\nHowever, aluminum extrusion consumption in the transportation industry in 2007 was still relatively low at approximately 8.6% of total China’s aluminum extrusion consumption compared to those of North America, Europe and Japan at approximately 27%, 18% and 15%, respectively.\n\nIn 2007, the transportation industry consumed approximately 510,000 tons, representing a CAGR of approximately 26.4% as compared to approximately 125,000 tons in 2001. It is estimated that demand for aluminum extrusion products in the PRC transportation industry will increase to approximately 747,000 tons in 2010, representing a CAGR of approximately 13.6% compared to approximately 510,000 tons in 2007.\n\n# Railways and Metropolitan Railways\n\nAccording to the MOR, China’s total railway network operating length was approximately 78,000 kilometers as of the end of 2007, making it the longest in Asia and the third longest in the world. However, this network is still not sufficient to meet the demands placed on it given the size of the population, the scale and growth of the economy of the PRC and the popularity of railway transportation as a medium of transport."} +{"pdf_name": "20754268_76.pdf", "language": "en", "markdown": "To address the lagging investment in the railway industry in recent years, the PRC government announced the Eleventh Five-year Plan in 2006, which included an aggressive investment and expansion plan for railways in the PRC. The plan calls for a total investment of approximately RMB1.25 trillion to develop the PRC railway network and to purchase railway-related equipment in the period between 2006 and 2010, which is almost four times the corresponding amount budgeted under the Tenth Five-year Plan. According to a spokesman of the MOR, by October 2008, the total amount of investment in the PRC railway network approved by the State Council of the PRC has reached RMB2.0 trillion, of which over RMB1.2 trillion is related to investment in projects under construction. The MOR estimates that the total amount of investment in the PRC railway network will reach RMB5.0 trillion by 2020.\n\nThe following charts set forth certain historical data relating to the PRC railway industry and certain estimates based on the Eleventh Five-year Plan and the Mid- to Long-term Railway Network Development Plan.\n\nOperating Length of Railways in PRC\n\nOperating Length of Electrified Railways in PRC\n\nOperating Length of Double Tracked Railways in PRC\n\nSource: China Statistics Bureau, MOR"} +{"pdf_name": "20748846_115.pdf", "language": "en", "markdown": "# Notes to the Consolidated Financial Statements\n\n# 2 Summary of Significant Accounting Policies (Continued)\n\n# 2.3 Subsidiaries (Continued)\n\n# 2.3.1 Consolidation (Continued)\n\n# Business combination (Continued)\n\nAcquisition-related costs are expensed as incurred.\n\nIf the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is re-measured to fair value at the acquisition date; any gains or losses arising from such re-measurement are recognized in profit or loss.\n\nAny contingent consideration to be transferred by the Group is recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability is recognized in accordance with HKFRS 9 in profit or loss. Contingent consideration that is classified as equity is not remeasured, and its subsequent settlement is accounted for within equity.\n\nThe excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total of consideration transferred, non-controlling interest recognized and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognized directly in the statement of profit or loss.\n\nIntra-group transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. When necessary, amounts reported by subsidiaries have been adjusted to confirm with the Group’s accounting policies.\n\n# 2.3.2 Separate financial statements\n\nInvestments in subsidiaries are accounted for at cost less impairment. Cost includes direct attributable costs of investment. The results of subsidiaries are accounted for by the Company on the basis of dividend received and receivable.\n\nImpairment testing of the investments in subsidiaries is required upon receiving dividends from these investments if the dividends exceed the total comprehensive income of the subsidiaries in the period the dividends are declared or if the carrying amount of the investments in the separate financial statements exceeds the carrying amount in the consolidated financial statements of the investee’s net assets including goodwill."} +{"pdf_name": "20748846_116.pdf", "language": "en", "markdown": "# 2 Summary of Significant Accounting Policies (Continued)\n\n# 2.4 Associates\n\nAn associate is an entity over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using equity method of accounting. Under the equity method, the investment is initially recognized at cost, and the carrying amount is increased or decreased to recognize the investor’s share of the profit or loss of the investee after the date of acquisition. The Group’s investments in associates include goodwill identified on acquisition. Upon the acquisition of the ownership interest in an associate, any difference between the cost of the associate and the Group’s share of the net fair value of the associate’s identifiable assets and liabilities is accounted for as goodwill.\n\nIf the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts previously recognized in other comprehensive income is reclassified to profit or loss where appropriate.\n\nThe Group’s share of post-acquisition profit or loss is recognized in the statement of profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income with a corresponding adjustment to the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.\n\nThe Group determines at each reporting date whether there is any objective evidence that the investment in the associate is impaired. If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognizes the amount adjacent to ‘share of profit of investments accounted for using equity method’ in the statement of profit or loss.\n\nProfits and losses resulting from upstream and downstream transactions between the Group and its associate are recognized in the Group’s financial statements only to the extent of unrelated investor’s interests in the associates. Unrealized losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group.\n\nGain or losses on dilution of equity interest in associates are recognized in the statement of profit or loss."} +{"pdf_name": "9270872_98.pdf", "language": "en", "markdown": "
权益的金额
4．其他
（三）利润分配3,566,045.00-3,566,045.00
1．提取盈余公积3,566,045.00-3,566,045.00
2．提取一般风险准备
3．对所有者（或股东）\n的分配
4．其他
（四）所有者权益内部结\n转
1．资本公积转增资本（或\n股本）
2．盈余公积转增资本（或\n股本）
3．盈余公积弥补亏损
4．设定受益计划变动额\n结转留存收益
5．其他综合收益结转留\n存收益
6．其他
（五）专项储备-45,508.32-45,508.32-45,508.32
1．本期提取1,975,770.961,975,770.961,975,770.96
2．本期使用-2,021,279.28-2,021,279.28-2,021,279.28
（六）其他
四、本期期末余额51,000,000.00154,637,328.55124,776.641,437,982.6325,500,000.00211,162,982.98443,863,070.80443,863,070.80
"} +{"pdf_name": "9270872_99.pdf", "language": "en", "markdown": "上期金额\n\n单位：元\n\n
项目2020 年年度
归属于母公司所有者权益少数\n股东\n权益所有者权益合\n计
股本其他权益\n工具资本公积减：\n库存\n股其他综合\n收益专项储备盈余公积一般\n风险\n准备未分配利润其他小计
优\n先\n股永\n续\n债其\n他
一、上年期末余额51,000,000.00154,637,328.55-51,444.131,248,355.8415,999,504.74123,562,297.04346,396,042.04346,396,042.04
加：会计政策变更
前期差错更正
同一控制下企业合并
其他
二、本年期初余额51,000,000.00154,637,328.55-51,444.131,248,355.8415,999,504.74123,562,297.04346,396,042.04346,396,042.04
三、本期增减变动金额（减\n少以“－”号填列）174,631.7\n2235,135.115,934,450.2628,711,686.9735,055,904.0635,055,904.06
（一）综合收益总额174,631.7\n259,646,137.2359,820,768.9559,820,768.95
（二）所有者投入和减少资\n本
1．所有者投入的普通股
2．其他权益工具持有者投\n入资本
3．股份支付计入所有者权
"} +{"pdf_name": "20739279_7.pdf", "language": "en", "markdown": "Figure 3: “Life-changing” and “social-impact” Elements of Value have a particularly strong effect on a brand’s performance\n\nNotes: Repurchase rate measures the percentage of households that buy two or more times per year; revenue growth rate figures based on weighted averages, penetration and repurchase rate growth figures based on straight averages; revenue data represents IRI MULO tracked in-store sales only; excludes brands for which data is missing or zero for 2015 and/or 2018\n\nSources: Bain CP Elements of Value Survey, June 2019 (US only, n=13,124); IRI\n\n# Putting the Elements of Value to work in consumer products\n\nCompanies can use this deeper understanding of value and consumer needs as the basis for defi ning their innovation agenda along multiple dimensions:\n\n• Brand acceleration. Understanding how a brand performs on various Elements of Value and how well relative to its competitors can inform where and how a brand should invest to accelerate its growth.\n\n• Category reinvention. In many categories, growth will come from identifying and delivering new sources of value for consumers. By reformulating products or introducing new business models, brands can expand their value propositions and redefi ne what consumers can expect from a category.\n\n• Continuous improvement. The strongest brands are constantly looking for ways to offer better and greater value to consumers. They measure the value they deliver to consumers today and track performance to adjust their strategy accordingly."} +{"pdf_name": "20739279_8.pdf", "language": "en", "markdown": "• Portfolio choices. Consumer goods companies can arm themselves to make better-informed port-folio choices in investments, resource allocation, M&A and divestitures by clearly understanding the opportunities for new sources of value and determining if their existing portfolio can meet those needs.\n\n• Innovation and experimentation. Clarifying the value their brands offer today—and the opportu-nities that exist to offer greater or different value—provides companies with useful input for new product development.\n\n• Value chain expansion. Finally, as consumer products companies seek to deliver new and greater sources of value, their insights into consumer value can help them acquire or change their busi-ness models to enter new parts of the value chain.\n\nConsider how Dove accelerated brand growth and continuously improved its value proposition by tapping into new, higher elements of value. The brand originated as a mild, moisturizing cleansing bar aimed at women, but in the mid-1990s, began expanding into adjacent categories such as body wash, deodorant and skin care—leveraging its strength in such functional elements as “quality” and “sensory appeal” to grow from a single product to an entire personal care brand. As competition in-creased in the early 2000s, Dove shifted away from communicating purely functional benefi ts, and toward higher-order messages of real beauty, personal empowerment and sustainability. This enabled Dove to remain distinctive and relevant as it expanded into new geographies and broader consumer segments such as male grooming and baby care. As a result, Dove has grown nearly twice as fast as the overall global beauty and personal care market over the last 10 years and has become Unilever’s top-selling global brand.\n\nProcter & Gamble has added seemingly countless innovations to Tide since it fi rst appeared on store shelves in 1946, each tapping into new sources of value for consumers. Tide Pods provide specifi c functional benefi ts through three-in-one laundry capsules. They reduce effort, save time and prevent inconveniences associated with washing and treating laundry. Tide Purclean, made with 75% plant-derived ingredients, taps into higher-order elements linked to social impact. The Tide Eco-Box’s ship-to-consumer packaging uses 60% less plastic and 30% less water, reducing hassles while helping the environment.\n\nThe strongest brands are constantly looking for ways to offer better and greater value to consumers. They measure the value they deliver to con-sumers today and track performance to adjust their strategy accordingly."} +{"pdf_name": "2613503_61.pdf", "language": "en", "markdown": "
20182017
HK$’000HK$’000
(Restated)
INVESTING ACTIVITIES
Purchases of property, plant and equipment(8,274)(36,561)
Proceeds from disposal of property, plant and equipment3,4612,040
Placement of pledged bank deposits(127,622)(319,075)
Withdrawal of pledged bank deposits174,310327,771
Advance to associates(5,000)–
Interest received261169
Acquisition of investment in an associate–(3,000)
NET CASH GENERATED FROM (USED IN) INVESTING \nACTIVITIES37,136(28,656)
FINANCING ACTIVITIES
New bank loans raised194,544364,300
Repayment of bank borrowings(247,311)(362,839)
Advances from a director–95,000
Repayment to a director(50,000)–
Repayment to an ex-director (included in other payable)(20,000)–
Repayment of finance lease payables–(115)
Interest paid(2,707)(2,630)
Distribution paid to non-controlling interests(3,930)(1,400)
Expenses on issue of shares(725)–
Proceeds from issue of shares182,000–
NET CASH FROM FINANCING ACTIVITIES51,87192,316
NET (DECREASE) INCREASE IN CASH AND CASH \nEQUIVALENTS(23,913)87,218
CASH AND CASH EQUIVALENTS AT BEGINNING \nOF THE YEAR194,368107,150
CASH AND CASH EQUIVALENTS AT END OF THE YEAR,
represented by bank balances and cash170,455194,368
"} +{"pdf_name": "2613503_62.pdf", "language": "en", "markdown": "# 1. GENERAL INFORMATION\n\nKwan On Holdings Limited (the “Company”) was incorporated in the Cayman Islands on 6 December 2012 as an exempted company with limited liability under the Companies Law (2004 revision) Chapter 22 of the Cayman Islands and its shares are listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).\n\nThe registered office of the Company is located at the offices of Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, the Cayman Islands. The principal place of business is Unit 2801, 118 Connaught Road West, Hong Kong.\n\nThe consolidated financial statements are presented in Hong Kong dollars (“HK\\$”), which is also the functional currency of the Company, and all values are rounded to the nearest thousands, except when otherwise indicated.\n\nThe Company is an investment holding company and its subsidiaries (together referred to as the “Group”) are principally engaged in the provision of construction and maintenance works on civil engineering contracts in respect of buildings, waterworks, site formation, road works and drainage and slope upgrading in Hong Kong.\n\n# 2. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”)\n\nIn the current year, the Group has adopted the following new and revised HKFRSs, which include HKFRSs, Hong Kong Accounting Standards (“HKAS(s)”), amendments and Interpretations (“Int(s)”) issued by the HKICPA.\n\n
Amendments to HKFRSsAnnual Improvements to HKFRS 2014–2016 Cycle: \nAmendments to HKFRS 12
Amendments to HKAS 7Disclosure Initiative
Amendments to HKAS 12Recognition of Deferred Tax Assets for Unrealised \nLosses
\n\nExcept as described below, the application of the new and revised HKFRSs in the current year has had no material impact on the Group’s financial performance and positions for the current and prior years and/or on the disclosures set out in these consolidated financial statements."} +{"pdf_name": "20786816_42.pdf", "language": "en", "markdown": "# ITEM 1B. UNRESOLVED STAFF COMMENTS\n\nNone.\n\n# ITEM 2. PROPERTIES\n\nWe own or lease numerous properties throughout the world. We consider our manufacturing plants, equipment assembly, maintenance and overhaul facilities, grinding plants, drilling fluids and chemical processing centers, and primary research and technology centers to be our principal properties. The following sets forth the location of our principal owned or leased facilities for our business segments as of December 31, 2018:\n\n
Oilfield Services:Houston, Pasadena, and The Woodlands, Texas; Broken Arrow and Claremore,\nOklahoma - all located in the United States; Leduc, Canada; Celle, Germany;\nTananger, Norway; Aberdeen, Scotland; Liverpool, England; Macae, Brazil;\nSingapore, Singapore; Kakinada, India; Nimr, Oman; Abu Dhabi and Dubai,\nUnited Arab Emirates; Dhahran, Saudi Arabia; Luanda, Angola; Port Harcourt,\nNigeria
Oilfield Equipment:Houston and Humble, Texas - located in the United States; Montrose, Scotland;\nNailsea, England; Niteroi, Brazil; Suzhou, China; Dammam, Saudi Arabia
Turbomachinery & Process\nSolutions:Deer Park, Texas and Jacksonville, Florida - located in the United States;\nFlorence and Massa, Italy; Le Creusot, France; Coimbatore, India
Digital Solutions:Billerica, Massachusetts and Minden, Nevada - located in the United States;\nGroby, England; Shannon, Ireland; Hurth, Germany
\n\nWe own or lease numerous other facilities such as service centers, blend plants, workshops and sales and administrative offices throughout the geographic regions in which we operate. We also have a significant investment in service vehicles, tools and manufacturing and other equipment. All of our owned properties are unencumbered. We believe that our facilities are well maintained and suitable for their intended purposes.\n\n# ITEM 3. LEGAL PROCEEDINGS\n\nThe information with respect to Item 3. Legal Proceedings is contained in \"Note 19. Commitment and Contingencies\" of the Notes to Consolidated Financial Statements in Item 8 herein.\n\n# ITEM 4. MINE SAFETY DISCLOSURES\n\nOur barite mining operations, in support of our drilling fluids products and services business, are subject to regulation by the federal Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977. Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this annual report."} +{"pdf_name": "20786816_43.pdf", "language": "en", "markdown": "# PART II\n\n# ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES\n\nOur Class A common stock, \\$0.0001 par value per share, is traded on the New York Stock Exchange under the ticker symbol 'BHGE'. As of February 8, 2019, there were approximately 6,901 stockholders of record. All of our issued and outstanding Class B common stock, \\$0.0001 par value per share, is owned by GE and its affiliates.\n\nThe following table contains information about our purchases of Class A common stock equity securities during the fourth quarter of 2018.\n\n# Issuer Purchases of Equity Securities\n\n
PeriodTotal Number\nof Shares\n(1)Purchased Average\nPrice Paid\n(2)Per Share Total Number of\nShares Purchased as\nPart of a Publicly\nAnnounced Plan or \n(3)Programs Maximum Dollar Value\nof Shares that May Yet Be\nPurchased Under the Plan \n(3)or Programs
October 1-31, 201815,371 $ 31.49—$ 563,438,373
November 1-30, 2018———$ 18,690,655
December 1-31, 2018———$ 18,690,655
Total15,371 $ 31.49—
\n\n(1) Represents Class A common stock purchased from employees to satisfy the tax withholding obligations in connection with the vesting of restricted stock units.\n\n(2) Average price paid for Class A common stock purchased from employees to satisfy the tax withholding obligations in connection with the vesting of restricted stock units.\n\n(3) In November 2017, our board of directors authorized BHGE LLC to repurchase up to \\$3 billion of its common units from the Company and GE. The proceeds of any repurchase received by BHGE are to be used to repurchase Class A common stock of the Company on the open market. Any repurchase of Class B common stock of the Company, which is paired with repurchased common units owned by GE and its affiliates, would be repurchased by the Company at par value. We did not repurchase any shares of Class A common stock in the fourth quarter of 2018. However, on November 16, 2018, we repurchased and canceled 65 million shares of Class B common stock from GE and its affiliates that is paired with common units of BHGE LLC for \\$1,461 million. As of December 31, 2018, the stock repurchase program has been substantially completed."} +{"pdf_name": "7626592_142.pdf", "language": "en", "markdown": "In another legal proceeding involving this subsidiary, Fuxin Enclosed Busbar, held 74.4% of the equity in New Northeast Electric (Shenyang) High-voltage Insulated Switchgears Co., Ltd. (formerly known as Shenyang Suntime High Voltage Electric Co., Ltd.) (the “Underlying Equity”) prior to 22 September 2008. Due to the enforcement of the final judgment ((2008) Min Er Zhong Zi No. 23) made by the Supreme People’s Court on 5 September 2008 for the case of China Development Bank and under the coordination, Fuxin Enclosed Busbar returned the Underlying Equity to Shenyang High-volt for free of charge, and completed the change of equity registration on 22 September 2008 as required by the local industrial and commercial administration. Therefore, the Underlying Equity held by Fuxin Enclosed Busbar was returned to Shenyang High-volt free of charge. However, according to the enforcement ruling issued by the Supreme People’s Court on 31 August 2017 ((2017) Zui Gao Fa Zhi Fu No. 27), the fact that the return of the Underlying Equity for free of charge under the coordination of the Company cannot be ascertained. Given the failure of Shenyang High-volt to pay the outstanding consideration of USD16,000,000 for equity transfer constituted a breach of contract, the plaintiff, Fuxin Enclosed Busbar, in order to protect its interests, raised litigation against the above two defendants, namely, Shenyang High-volt and the Company (collectively referred to “Defendants”), claiming for the return of the consideration for the transfer of the Underlying Equity.\n\nThe Higher People’s Court of Hainan Province accepted the case in November 2018 with Civil Ruling (2018) Qiong Min Chu No. 69, and delivered the documents such as pleadings to Shenyang High-volt in January 2019. The case was tried in March 2019 and the written judgment of the first instance was received in May 2019. As the Defendants did not appeal within the announcement period, the judgment of the first instance has come into effect since August 2019 and the Company will not bear joint and several liability.\n\nWith reference to the announcements on litigation progress of the Company dated 10 September 2020, pursuant to the Civil Ruling (2018) Qiong Min Chu No.69 issued by the Hainan Provincial Higher People’s Court, as of 7 September 2020, the Group is legally entitled to claim Shenyang High-volt’s matured debt totalling RMB178,550,000, including equity transfer payment and interest on debt during the period of delayed performance. In accordance with Article 99 of the Contract Law of the People’s Republic of China and other relevant laws, the Company has notified Shenyang High-volt by post on 7 September 2020 that the aforesaid matured debt due from Shenyang High-volt of RMB178,550,000 would be offset against the Company’s matured debt due to Shenyang High-volt of the same amount arising from the Civil Ruling (2004) Gao Min Chu Zi No.802 issued by the Beijing Municipal Higher People’s Court and the Civil Ruling (2008) Min Er Zhong Zi No.23 issued by the Supreme People’s Court, namely, the offset amount was RMB178,550,000. Upon the Company has published an announcement in an influential newspaper in Liaoning Province on 11 September 2020, the debt offset has become effective on 11 September 2020."} +{"pdf_name": "7626592_143.pdf", "language": "en", "markdown": "Consequently, the obligation due to Shenyang High-volt was amounted to RMB94,078,000 as at 31 December 2020, and the claim to Shenyang High-volt of RMB178,550,000 (2019: RMBnil) was recognised as other income in profit or loss during the year.\n\n(b) Included in other payables as at 31 December 2020 and 2019 was the amount due to a former subsidiary of the Group, New Northeast Electric (Jinzhou) Power Capacitor Company Limited (“NNE (Jinzhou)”) which was arising from the receipt of RMB22,900,000 in 2018 (2019: RMB22,900,000) from NNE (Jinzhou).\n\nIncluded in other payables as at 31 December 2020 and 2019 was the amount due to another former subsidiary of RMB26,696,000. The amount was unsecured, interest-free and no fixed repayment terms.\n\n(c) The amounts are unsecured, interest-free and no fixed repayment terms.\n\n(d) The amounts are unsecured, interest-bearing at interest rate ranged from 4.35% per annum and repayable in December 2021 (2019: interest-bearing at 4.35% per annum and repayable in December 2020).\n\n# 14. LEASE LIABILITIES\n\n
20202019
RMB’000RMB’000
Current portion10,9549,813
Non-current portion11,58317,487
22,53727,300
\n\nAs the end of the reporting period, lease liabilities are carried at weighted average incremental borrowing rate ranging from 6.18% to 6.37% (2019: ranging from 6.18% to 6.37%) per annum and repayable in one to five years (2019: two to six years)."} +{"pdf_name": "2152049_6.pdf", "language": "en", "markdown": "During the period under review, the “Modern Logistics Sensing System Based on RFID and Sensor Network and Key Equipment Industrialization Project”, the special fund for technical results transformation project in Jiangsu Province undertaken by the Group, successfully passed the acceptance. The project established a general data service platform based on the PAAS design with cloud computing technologies. It made breakthroughs in the design technology for EEPROM storage and chips with extra low power consumption and achieved the miniaturization of safe and intelligent locks and the effi cient and safe operation of logistics containers; completed the research and development of cloud test platforms and established a cloud platform and software system for coordinated and automatic testing; established a safety mechanism for RFID electronic labels and chips with the integration of RSA and AES and solved the anti-collision technology for RFID based on code division multiple access, which is used on intelligent locks and reading and writing devices; expanded the depth and width of information sensed by the sensor network and better achieved the real-time monitoring and positioning of changes in the quality of products.\n\nDuring the period under review, the Group tried to explore businesses related to the big data industry based on its advantages in its own core IOT technologies. Jiangsu Intellitrans Co., Ltd (江蘇智運科技發展有限公司), the wholly-owned subsidiary of the Company, won the bidding for the system integration project of the cloud computing big data industry pilot demonstration base in Sichuan Province, with contract sum of approximately RMB185,000,000. The successful bid for the project realises the fi rst cooperation in the cloud computing big data industry between Sample Technology and China Huawei. Both parties will jointly contribute to the construction of intelligent city in Luzhou City.\n\n# Promoting external exchange and cooperation and further strengthening brand infl uence\n\nDuring the period under review, the “joint research on the planning design, optimization and application demonstration of city public delivery network”, an international technology cooperation program jointly undertaken by the Group and Massachusetts Institute of Technology (hereafter referred to as the “MIT”), was successfully initiated and will offi cially conduct detailed implementation. The program is based on the existing demands in the express logistics industry in Nanjing. Through the intelligent and optimized logistics delivery simulation platform, it proposes planning and optimization methods on the distributed city logistics delivery network based on the national conditions of China. It also designs the planning of branches at all levels, the equipping of carrying resources, the guidance on driving routes and other strategic advices for logistics operators to achieve the best allocation of overall resources and effi ciency at the municipal level, solve the logistic problems in the last kilometer and provide theoretical and demonstration reference in the effective decision-making in city planning. In the future, the Group will apply the advanced logistic models of the MIT into demonstration projects to achieve the transfer and implementation of advanced technologies of the top university in the world, improve the technical levels in the industrial planning of the logistics industry in China and achieve demonstration application."} +{"pdf_name": "2152049_7.pdf", "language": "en", "markdown": "During the period under review, the Group introduced new logo and brand claims based on the establishment and integration of its own industrial ecosystem. The logo will better refl ect the business development status and future development direction of the Company, it is also matched with the Company’s new “transformation and innovative” corporate image. The new logo inspired the whole company for the exploration of intelligent innovation and the pursuit of a better life which is in line with the Company’s new brand proposition – the intelligence makes quality life. During the period under review, the words and image of the “SAMPLE” and “raifu” trademarks of the Group were recognized as China Well-known Trademark by the State Administration for Industry & Commerce of the PRC. As the highest honour in the brand and trademark industry in China, China Well-known Trademark is the only trademark and logo of China under the protection of international laws across the world. The recognition as China Well-known Trademark means that the brand recognition of Sample Technology is recognized by clients and consumers in the industry across the country. It is also a symbol of mature and steady products and reputation and a business card of Sample Technology to develop in China and advance to the world.\n\nDuring the period under review, the Group was rewarded 2016 Annual Golden Ant Award – Outstanding Achievement Award for State Gold Card Project, 2016 China Smart City Solution Innovation Award, 2016-2017 Key Software Enterprise under Provincial Planning Layout (With Scale), Intelligent Logistics Demonstration Enterprise of Jiangsu Province, 2016 World Internet of Things Expo New Technology and New Products Prize (Golden Prize), 2016 Science and Technology Prize (Second Prize) of China Institute of Communications, 2016 Jiangsu Province Five-star Honest Enterprise, 2016 Jiangsu Province Science and Technology (Third Prize) and 2016 Nanjing City Science and Technology Prize (Third Prize).\n\n# Prospects\n\nIn the future, the Company will further develop other intelligent city businesses on the basis of city intelligent transportation. The IOT is a basic element and modular unit in the structure of an intelligent city and has become a key infrastructure and an important support to achieve automatic sensing, quick response and scientifi c decision-making for intelligent cities. The “13th Five-year” Plan of China also explicitly proposes to “strengthen the construction of modern information infrastructure, promote the development of big data and IOT and build intelligent cities”. For the application of the IOT, it will increase the use of IOT technologies in urban transportation, urban power consumption balance management, fi re-fi ghting facilities management, underground pipeline network monitoring, dangerous items management, energy-saving, environmental protection and other key industries to achieve automatic sensing and elaborate management. For city management, the installment of sensing facilities will signifi cantly improve the ability in urban operation surveillance. On the one hand, it will help form a unifi ed sensing equipment management platform and the data collection and information sharing at the municipal level. On the other hand, it will meet the inherent demands for quick response in city management and become an intelligence source for scientifi c decision-making. By vigorously promoting the application of IOT technologies in intelligent city industries, it will promote the deep construction and development of intelligent cities in China."} +{"pdf_name": "11711841_5.pdf", "language": "en", "markdown": "# Report Data\n\nUnless otherwise indicated, all financial data in this report is in US\\$ and based on the RMB central parity rate against the US\\$ on December 31, 2021 at 6.3757. In addition, unless otherwise indicated, production data in metric tons only refers to packaged meats, pork and poultry meat, and does not include hogs produced.\n\n# Report Confirmation and Approval\n\nThis report was approved by the Board of Directors on May 27, 2022, following confirmation by management.\n\n# Data Reliability Assurance\n\nThe data sources used in this report include publicly available government data sources, relevant statistical reports of WH Group, stakeholder communication materials, administrative documents and reports, third-party evaluations and interviews, etc. The data calculations are marked in the corresponding chapters with the calculation method.\n\nThe Board of Directors of the Company confirms that the contents of this report contain no false records, misleading statements, or material omissions. The Board assumes responsibility for the truthfulness, accuracy, and completeness of the contents of this report.\n\nIf you have any questions about the report content, please contact us at:\n\nWH Group Limited\n\n
Address:Unit 7602B-7604A, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong
Tel:+852 2868 2828
E-mail:ESGTeam@wh-group.com
"} +{"pdf_name": "11711841_6.pdf", "language": "en", "markdown": "# ABOUT WH GROUP\n\n# Company Overview\n\nWH Group is the world’s largest pork company, with leading positions in China, the United States, and key markets in Europe. Our global platform integrates consolidated pork business chain including hog production, hog slaughtering and processing, packaged meats, as well as distribution of packaged meats and fresh pork, with a leading position in the pork industry. WH Group has been listed on the Main Board of the Stock Exchange of Hong Kong Limited since August 5, 2014 under the stock code 0288.HK and was formally included in the Hang Seng Index as a constituent on September 4, 2017. WH Group ranked 474th on the “Fortune Global 500” list in 2021.\n\nWH Group owns subsidiary companies of Shuanghui, Asia’s largest meat processing company, and Smithfield, the largest producer of packaged meat products in the U.S.. With our globally renowned brands, WH Group has a rich portfolio of products and a sizable market network. The Company also has built unrivalled advantage thanks to a globally integrated platform that enables resource allocation across regions with efficiency and synergy; at the same time, we pay close attention to the quality, safety, and nutritional health of food, striving to provide high-quality products and services to consumers. In 2021, with support from various sectors and efforts of our employees, the Company recorded steady growth in both revenue and profit.\n\n# Business Segments\n\nThe Company’s principal business covers packaged meats, pork, and hog production, with packaged meats being the core segment. The Company is also engaged in other supporting business activities, including the harvest and sale of poultry, the manufacturing and sale of packaging materials, provision of logistics services, operation of retail chains, production of seasonings and natural sausage casings, and biopharmaceuticals.\n\nWH Group pursues global development by allocating assets and integrating resources around the world and has held a leading position in the global pork industry. As of the end of 2021, WH Group has established more than 100 meat production and processing facilities in regions including China, the United States, and Europe. Together with tens of thousands of partners such as suppliers and distributors around the world, the Group is building a “farm-to-fork” service chain that reaches consumers and households directly."} +{"pdf_name": "3441316_49.pdf", "language": "en", "markdown": "# Our financing and hedging strategy\n\nWe generate income principally from the yields earned on our investment portfolio and, to the extent that leverage is deployed, on the difference between (i) the yields earned on our investments and (ii) the sum of our borrowing costs and hedging costs. We use leverage to increase potential returns to our stockholders and to fund the acquisition of our assets.\n\nAs of December 31, 2016 our non-GAAP “at-risk” and GAAP debt-to-equity leverage ratios were 2.9 to 1 and 2.9 to 1, respectively. As of December 31, 2015 our non-GAAP “at-risk” and GAAP debt-to-equity leverage ratios were 3.5 to 1 and 3.4 to 1, respectively. To calculate our leverage ratios, we divide our non-GAAP “at-risk” leverage and our GAAP leverage by our GAAP stockholders equity. We define non-GAAP “at-risk” leverage as the sum of: (i) our GAAP repurchase agreements, (ii) advances from the Federal Home Loan Bank of Cincinnati (“FHLBC Advances”), if any, (iii) repurchase agreements held through affiliated entities but exclusive of any financing utilized through AG Arc (iv) the amount payable on purchases that have not yet settled less the financing remaining on sales that have not yet settled, (v) the consolidated tranche issued by the Consolidated VIE, (vi) the Participation Interest and (vii) our net TBA position (at cost). Our calculations of each type of leverage exclude repurchase agreements and net receivables/payables on unsettled trades pertaining to U.S. Treasury securities due to the highly liquid and temporary nature of these investments. For a tabular representation of our leverage, refer to the “Financing activities” section of Item 7.\n\nSubject to maintaining our qualification as a REIT for U.S. federal income tax purposes and our Investment Company Act exemption, to the extent leverage is deployed, we may use a number of sources to finance our investments. We currently finance the acquisition of certain assets within our portfolio with repurchase agreements. Prior to March 31, 2016, we also financed our Agency RMBS portfolio with FHLBC Advances. As of December 31, 2016, we, either directly or through our equity method investments in affiliates, had master repurchase agreements, (“MRAs”) or loan agreements with 37 counterparties, under which we had borrowed an aggregate \\$1.9 billion, on a non-GAAP basis from 23 counterparties. As of December 31, 2016, the borrowings under our repurchase agreements had maturities between January 3, 2017 and September 17, 2019.\n\nIn July 2015, our captive insurance subsidiary, MITT Insurance, was granted membership in the Federal Home Loan Bank of Cincinnati (the “FHLBC”) and commenced obtaining advances from the FHLBC. However, in January 2016, the Federal Housing Finance Agency, the FHFA, issued RIN 2590-AA39, Members of Federal Home Loan Banks (“the Final Rule”), which expressly excludes captive insurance companies, such as MITT Insurance (“Excluded Captives”), from being eligible for membership in the FHLBC. Refer to the “Recent government activity” section in Item 7 for more information. As of December 31, 2016, we had no outstanding advances with the FHLBC.\n\nSubject to maintaining our qualification as a REIT and our Investment Company Act exemption, to the extent leverage is deployed, we utilize derivative financial instruments, including interest rate swap agreements, TBAs, interest rate swaptions, credit derivatives and other instruments including Eurodollar futures and U.S. Treasury futures (collectively, “Futures”) and long or short positions in U.S. Treasury securities in an effort to manage and mitigate the interest rate risk associated with the financing of our portfolio. Specifically, we may seek to hedge our exposure to potential interest rate mismatches between the interest we earn on our investments and our borrowing costs caused by fluctuations in short-term interest rates. In utilizing leverage and interest rate hedges, our objectives are to improve risk-adjusted returns and, where possible, to lock in, on a long-term basis, a spread between the yield on our assets and the cost of our financing. As of December 31, 2016, we had entered into \\$644.0 million notional amount of interest rate swaps that have variable maturities between October 30, 2017 and December 7, 2026, \\$24.0 million notional amount of short positions in U.S. Treasury securities that mature on May 15, 2026 and \\$141.5 million notional amount of short positions in U.S. Treasury Futures that have variable maturities between January 27, 2022 and January 27, 2027.\n\n# Risk management strategy\n\nOur overall portfolio strategy is designed to generate attractive returns through various phases of the economic cycle. We believe that our broad approach within the real estate market, which considers all major categories of real estate assets, allows us to invest in a variety of attractive investment opportunities and helps insulate our portfolio from some of the risks that arise from investing in a single collateral type.\n\nThe components of our risk management strategy are:\n\n• Disciplined adherence to risk-adjusted return. Our Manager deploys capital only when it believes that risk-adjusted returns are attractive. In this analysis, our Manager considers the initial net interest spread of the investment, the cost of hedging and our ability to optimize returns over time through rebalancing activities. Our Manager’s management team has extensive experience implementing this approach."} +{"pdf_name": "3441316_50.pdf", "language": "en", "markdown": "• Focus on multiple sectors. Our Manager looks for attractive investment opportunities in all major sectors of the U.S. mortgage market. Our management team evaluates investment opportunities in residential mortgage loans and securities and across a wide spectrum of commercial property types. We believe this approach enables our Manager to identify attractive investments when it believes certain portions of the market are attractively priced or when investment opportunities in one or more sectors are scarce. By pursuing a broad investment strategy within the mortgage market, we believe our investment mortgage portfolio is less exposed to dislocations in specific sectors of the market. We believe a diversified investment portfolio outperforms the traditional single strategy portfolios in the REIT market, with returns that are more resistant to changes in the interest rate and consumer credit environment.\n\n• Concurrent evaluation of interest rate and credit risk. Our Manager seeks to balance our portfolio with both credit risk-intensive assets and interest rate risk-intensive assets. Both of these primary risk types are evaluated against a common risk-adjusted return framework.\n\n• Active hedging and rebalancing of portfolio. Our Manager periodically evaluates our portfolio against pre-established risk tolerances and will take corrective action through asset sales, asset acquisitions, and dynamic hedging activities to bring the portfolio back within these risk tolerances. We believe this approach generates more attractive long-term returns than an approach that either attempts to hedge away a majority of the interest rate or credit risk in the portfolio at the time of acquisition, on the one end of the risk spectrum, or a highly speculative approach that does not attempt to hedge any of the interest rate or credit risk in the portfolio, on the other end of the risk spectrum.\n\n• Opportunistic approach to increased risk. Our Manager’s investment strategy is to preserve our ability to extend our risk taking capacity during periods of changing market fundamentals.\n\n# Investment policies\n\nWe comply with investment policies and procedures and investment guidelines (our “Investment Policies”) that are approved by our board of directors and implemented by our Manager. Our Manager reports on our investment portfolio at each regularly scheduled meeting of our board of directors. Our independent directors do not review or approve individual investment, leverage or hedging decisions made by our Manager made in accordance with our Investment Policies.\n\nOur Investment Policies include the following guidelines, among others:\n\n• no investment shall be made that would cause us to fail to qualify as a REIT for federal income tax purposes;\n\n• no investment shall be made that would cause us to be regulated as an investment company under the Investment Company Act;and\n\n• our investments will be in our target assets.\n\nOur Investment Policies may be changed by our board of directors without the approval of our stockholders.\n\n# Our target assets\n\nOur target asset classes and the principal investments in which we invest are as follows:\n\n
Asset ClassPrincipal Investments
Agency RMBS• RMBS for which Ginnie Mae, Fannie Mae or Freddie Mac\nguarantees payments of principal and interest on the securities\nthey issue.
Non-Agency RMBS• Fixed and floating-rate residential Non-Agency RMBS, including\ninvestment grade and non-investment grade classes. The\nmortgage loan collateral for residential Non-Agency RMBS\nconsists of residential mortgage loans that do not generally\nconform to underwriting guidelines issued by U.S. government\nagencies or U.S. government-sponsored entities.
Other real estate-related assets and financial assets • Fixed and floating-rate CMBS, including investment grade and\nnon-investment grade classes. CMBS are secured by, or evidence\nownership interest in, a sinlge commercial mortgage loan or a\npool of commercial mortgage loans.
"} +{"pdf_name": "7467906_68.pdf", "language": "en", "markdown": "# 2. APPLICATION OF AMENDMENTS TO HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)\n\n# Amendments to HKFRSs that are mandatorily effective for the current year (continued)\n\n# Application of Amendments to HKAS 1 and HKAS 8 Definition of Material\n\nThe Group has applied the Amendments to HKAS 1 and HKAS 8 for the first time in the current year. The amendments provide a new definition of material that states “information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity.” The amendments also clarify that materiality depends on the nature or magnitude of information, either individually or in combination with other information, in the context of the financial statements taken as a whole.\n\nThe application of the Amendments to References to the Conceptual Framework in HKFRS Standards and the amendments to HKFRSs in the current year had no material impact on the Group’s financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.\n\n# New and amendments to HKFRSs in issue but not yet effective\n\nThe Group has not early applied the following new and amendments to HKFRSs that have been issued but are not yet effective:\n\n
HKFRS 17Insurance Contracts and the related A1mendments
Amendment to HKFRS 16Covid-19-R4elated Rent Concessions
Amendments to HKFRS 3Reference to the Conceptual Framework2
Amendments to HKFRS 9, \nHKAS 39, HKFRS 7, HKFRS 4 \nand HKFRS 16Interest Rate Benchmark Reform — Phase 25
Amendments to HKFRS 10 \nand HKAS 28Sale or Contribution of Assets between an Investor and its \nA3ssociate or Joint Venture
Amendments to HKAS 1Classification of Liabilities as Current or Non-current and \nrelated amendments to Hong Kong Interpretation 5 \n(2020)1
Amendments to HKAS 16Property, Plant and Equipment — Proceeds before Intended \nU2se
Amendments to HKAS 37Onerous Contracts — Cost of Fulfilling a Contract2
Amendments to HKFRSsAnnual Improvements to HKFRSs 2018–20202
\n\n1 Effective for annual periods beginning on or after 1 January 2023.\n\n2 Effective for annual periods beginning on or after 1 January 2022.\n\n3 Effective for annual periods beginning on or after a date to be determined.\n\n4 Effective for annual periods beginning on or after 1 June 2020.\n\n5 Effective for annual periods beginning on or after 1 January 2021.\n\nExcept for the amendments in HKFRSs mentioned below, the directors of the Company anticipate that the application of all other new and amendments to HKFRSs will have no material impact on the consolidated financial statements in the foreseeable future."} +{"pdf_name": "7467906_69.pdf", "language": "en", "markdown": "# 2. APPLICATION OF AMENDMENTS TO HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)\n\n# Amendments to HKAS 1 Classification of Liabilities as Current or Non-current and related amendments to Hong Kong Interpretation 5 (2020)\n\nThe amendments provide clarification and additional guidance on the assessment of right to defer settlement for at least twelve months from reporting date for classification of liabilities as current or non-current, which:\n\n• specify that the classification of liabilities as current or non-current should be based on rights that are in existence at the end of the reporting period. Specifically, the amendments clarify that:\n\n(i) the classification should not be affected by management intentions or expectations to settle the liability within 12 months; and\n\n(ii) if the right is conditional on the compliance with covenants, the right exists if the conditions are met at the end of the reporting period, even if the lender does not test compliance until a later date; and\n\n• clarify that if a liability has terms that could, at the option of the counterparty, result in its settlement by the transfer of the entity’s own equity instruments, these terms do not affect its classification as current or non-current only if the entity recognises the option separately as an equity instrument applying HKAS 32 Financial Instruments: Presentation.\n\nIn addition, Hong Kong Interpretation 5 was revised as a consequence of the Amendments to HKAS 1 to align the corresponding wordings with no change in conclusion.\n\nBased on the Group’s outstanding liabilities as at 31 December 2020, the application of the amendments will not result in reclassification of the Group’s liabilities.\n\n# 3. BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING POLICIES\n\n# 3.1 Basic of preparation of consolidated financial statements\n\nThe consolidated financial statements have been prepared in accordance with the HKFRSs issued by the HKICPA. For the purpose of preparation of the consolidated financial statements, information is considered material if such information is reasonably expected to influence decisions made by primary users. In addition, the consolidated financial statements include applicable disclosures required by the Rules Governing the Listing of Securities on the Stock Exchange and the Hong Kong Companies Ordinance.\n\nThe consolidated financial statements have been prepared on the historical cost basis. Historical cost is generally based on the fair value of the consideration given in exchange of goods and services."} +{"pdf_name": "8405609_8.pdf", "language": "en", "markdown": "This summary aims to give you an overview of the information contained in this prospectus. Since this is a summary, it does not contain all the information that may be important to you and is qualified in its entirety by, and should be read in conjunction with, the full text of this prospectus. You should read the whole document including the appendices hereto, which constitute an integral part of this prospectus, before you decide to invest in our Offer Shares. There are risks associated with any investment. Some of the particular risks in investing in our Offer Shares are set out in the section headed “Risk factors” in this prospectus. You should read that section carefully before you decide to invest in our Offer Shares.\n\n# OVERVIEW\n\nWe are an established operator of elderly residential care homes in Hong Kong providing comprehensive residential care home services to our elderly residents through our network of “Shui On瑞安” and “Shui Hing 瑞興” branded elderly residential care homes across four districts in Hong Kong. Our revenue is primarily derived from:\n\n(i) rendering of elderly home care services: including the provision of accommodation with dietician-managed meal plans, 24-hour nursing and caretaking assistance and professional services such as regular medical consultation, physiotherapy, occupational therapy, psychological and social care services; and\n\n(ii) sales of elderly related goods and provision of healthcare services: elderly related goods include adult nappies, nutritional milk, other medical consumable products and daily supplies;whereas healthcare services include customisable add-on healthcare services such as medical and physiotherapy services that may be provided by external providers on an as-needed basis to suit their needs.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we expanded our network of elderly residential care homes from four to five elderly residential care homes located in Kwun Tong, Shatin, Eastern and Kwai Tsing districts and were strategically situated in the vicinity of public housing estates and residential areas with a high density of potential customers nearby as well as shopping malls and public transport and other public facilities.\n\nDuring the Track Record Period, our Group primarily generated revenue from three types of customers: (i) the Social Welfare Department (the “SWD”) that leased a fixed number of residential care places at elderly residential care homes that participate in the Enhanced Bought Place Scheme (the “EBPS”) under the EBPS Agreements, where the EBPS is a publicly funded welfare programme of the SWD that offers leased residential care places at a subsidised rate to eligible elderly citizens in Hong Kong; (ii) the individual customers that include both EBPS-subsidised and non-subsidised customers;and (iii) non-governmental organisations which leased a few residential care places at our elderly residential care homes. As at the Latest Practicable Date, we had a total of 573 elderly residents, of which 1.4% were between 50 and 59 years old, 4.7% were between 60 and 69 years old, 16.9% were between 70 and 79 years old, 48.0% were between 80 and 89 years old, 26.2% were between 90 and 99 years old and 2.8% were 100 years old or above.\n\nAs at the Latest Practicable Date, the SWD leased a total of 193 residential care places from our two EBPS participating elderly residential care homes which are classified as class EA1, the highest classification rated by the SWD under the EBPS.\n\nThe following table sets forth our revenue from (i) rendering of elderly home care services; and (ii) sales of elderly related goods and provision of healthcare services for the periods indicated:"} +{"pdf_name": "8405609_9.pdf", "language": "en", "markdown": "
For the year ended 31 December
20152016
HK$(’000)% HK$(’000)%
(N)Renderioeng of elderly htome care services .....33,58284.148,87482.9
Sales of elderly related goods and provision of\n\\( ( N o t e ) \\))healthcare services .................6,35515.910,10117.1
Total ................................39,937100.058,975100.0
\n\nNote: The revenue generated by Wan Tsui was not included as part of our Group’s revenue generated during the Track Record Period as Wan Tsui was considered as our associate prior to the disposal of our entire interest in Wan Tsui on 28 June 2016. For details of its accounting treatment, please see the paragraphs headed “Financial information — Share of profits and losses/gain on disposal of associates” in this prospectus and note 15 to the Accountants’ Report as set out in Appendix I to this prospectus. The completion of the acquisition of approximately 66.7% interest in Shui On (Kwai Shing E.) and the entire interest in Shui On (Sun Tin Wai) by our Group took place by the end of August 2016 and September 2016, respectively. As such, our revenue generated from the rendering of elderly home care services for the year ended 31 December 2016 took into account our revenue generated from each of Shui On (Kwai Shing E.) and Shui On (Sun Tin Wai) elderly residential care homes during the period between the dates when they became our subsidiaries and 31 December 2016.\n\nThe table below sets forth details of the average monthly occupancy rate of each of our elderly residential care homes during the Track Record Period:\n\n
Elderly residential care homeOverall averageAverage for non-EBPS\nresidential care lpaces\n(individual customers\nand non-governmental\norganisations)Average for residential\ncare lpaces under\nthe EBPS
For the year ended\n31 DecemberFor the year ended\n31 DecemberFor the year ended\n31 December
201520162015201620152016
%%%%%%
Shui On (Shun On) .............95.894.994.991.598.398.3
(N3)Shuit Hi oe ng...............96.796.796.796.7 – –
(N3)Shui Otn (Hin Whoe ga)........98.698.698.698.6 – –
(N2dShuit3) O n(S e n unTinWos ai)a. . N/A98.9 N/A98.9 N/A –
(NShuioe2 Ot)n (Kwai Shing E.) . . . . N/A93.2 N/A84.9 N/A98.5
\n\nNotes:\n\n1. The monthly occupancy rate is calculated by dividing the number of elderly residents as at the month end of each elderly residential care home by the number of residential care places available at that elderly residential care home. The average monthly occupancy rate is the average of all the monthly occupancy rates over the financial year.\n\n2. The relevant periods for calculating the average monthly occupancy rates of Shui On (Kwai Shing E.) and Shui On (Sun Tin Wai) only cover the periods since the dates when they became our subsidiaries and up to 31 December 2016. The completion of the acquisition of approximately 66.7% interest in Shui On (Kwai Shing E.) and the entire interest in Shui On (Sun Tin Wai) by our Group took place by the end of August 2016 and September 2017, respectively.\n\n3. The Shui Hing, Shui On (Hing Wah) and Shui On (Sun Tin Wai) elderly residential care homes do not participate in the EBPS. As such, the average monthly occupancy rate for residential care places under the EBPS is not applicable to them.\n\n# OUR ELDERLY RESIDENTIAL CARE HOMES\n\nThrough our principal Hong Kong subsidiaries including Shui On (Shun On), Shui Hing, Shui On (Hing Wah), Shui On (Sun Tin Wai) and Shui On (Kwai Shing E.), we owned and operated four “Shui On瑞安” and one “Shui Hing 瑞興” branded elderly residential care homes across the Kwun Tong, Shatin, Eastern and Kwai Tsing districts in Hong Kong with a total of 589 residential care places as at the Latest Practicable Date.\n\nOur elderly residential care homes are strategically situated in the vicinity of public housing estates and residential areas with a high density of potential customers nearby as well as shopping malls and"} +{"pdf_name": "8352502_100.pdf", "language": "en", "markdown": "# CORPORATE REORGANISATION AND GROUP STRUCTURE\n\nshare capital for cash at par. On 26 May 2008, Honour Event disposed its entire shareholding in Expand Pacific Limited to Mr. Tsang, our executive Director at a consideration of HK\\$1.00.\n\nFirst Credit had advanced an aggregate sum of HK\\$114,350 by way of loan to Expand Pacific Limited. The said loan of HK\\$114,350 was unsecured, interest-free and with no fixed term of repayment but repayable on demand. The said loan was repaid in full on 24 March 2009.\n\nOn 15 January 2008, First Consortium acquired from Best Year Enterprises Limited (a company wholly-owned by Mr. Sin) one ordinary share of HK\\$1.00 in the capital of Head Return Limited (formerly known as FC Mortgage Referral Limited), being its entire issued share capital, for cash at par. On 14 May 2008, First Consortium disposed its entire shareholding in Head Return Limited to Mr. Sin at a consideration of HK\\$1.00.\n\nFirst Credit had advanced an aggregate sum of HK\\$111,914 by way of loan to Head Return Limited. The said loan of HK\\$111,914 was unsecured, interest-free and with no fixed term of repayment but repayable on demand. The said loan was repaid in full on 24 March 2009.\n\nExpand Pacific Limited and Head Return Limited are limited liability companies incorporated in Hong Kong on 29 August 2007 and 18 October 2007 respectively. Our Group did not conduct any business operation in these companies before the aforesaid disposals.\n\n# THE REORGANISATION\n\n# Incorporation of our Company\n\nOur Company was incorporated under the Companies Law in the Cayman Islands as an exempted company with limited liability on 9 March 2009. Our Company has established a place of business in Hong Kong at Units 909–911, 9th Floor, Far East Consortium Building, 121 Des Voeux Road Central, Hong Kong and was registered as a non-Hong Kong company in Hong Kong under Part XI of the Companies Ordinance on 2 April 2009. As at the date of incorporation, the authorised share capital of our Company was HK\\$380,000 divided into 38,000,000 Shares of HK\\$0.01 each and one nil-paid Share was issued and allotted to the initial subscriber, Codan Trust Company (Cayman) Limited. The said one Share was transferred to Best Year Enterprises Limited (a shareholder of First Consortium and a wholly-owned company of Mr. Sin) on the same date."} +{"pdf_name": "8352502_101.pdf", "language": "en", "markdown": "# CORPORATE REORGANISATION AND GROUP STRUCTURE\n\n# Acquisition of First Consortium by our Company\n\nOn 25 April 2009, pursuant to a sale and purchase agreement entered into between (i) the then shareholders of First Consortium as vendors, namely Best Year Enterprises Limited, Power Profit Far East Limited, Win Action Limited, Choy Sze Chung Jojo, Easy Finance Management Limited, Tam Yuk Ching Jenny, Top Stanton Holdings Limited, Tsang Kai Kin Clinton, Yearman Limited, Capital Top Limited, Gainyear Holdings Limited, Firstcorp Group Limited, Union Nation Investments Limited, Tse Young Lai, Rise Day Investments Limited, Jade Wing Investments Limited, Enhance Pacific Limited and Nation Field Limited and (ii) our Company as purchaser, our Company acquired the entire issued share capital of First Consortium. In consideration of the acquisition, (i) the one nil-paid Share held by Best Year Enterprises Limited was credited as fully paid; and (ii) our Company issued and allotted 19,230,766 Shares to the then shareholders of the First Consortium, details of the allotment are as follows:\n\n
Name of ShareholdersNo. of shares\nheld by the\nshareholders\nin First\nConsortium\nbefore\nacquisitionNo. of Shares\nissued by our\nCompany as\nconsideration\nfor the\nacquisitionTotal No. of\nShares held by\nthe\nShareholders\nafter the\nacquisitionApproximate\npercentage of\nshareholding\nafter the\nacquisition
Best Year Enterprises Limited\n(Note 1)1,538,4691,538,4681,538,4698.00%
Tse Young Lai2,994,8722,994,8722,994,87215.57%
Power Profit Far East Limited2,346,1522,346,1522,346,15212.20%
Win Action Limited1,923,0761,923,0761,923,07610.00%
Nation Field Limited1,615,3851,615,3851,615,3858.40%
Tam Yuk Ching Jenny1,333,3321,333,3321,333,3326.93%
Top Stanton Holdings Limited1,230,7681,230,7681,230,7686.40%
Easy Finance Management\nLimited846,153846,153846,1534.40%
Tsang Kai Kin Clinton782,051782,051782,0514.07%
Rise Day Investments Limited\n(Note 2)769,231769,231769,2314.00%
Choy Sze Chung Jojo769,230769,230769,2304.00%
Yearman Limited769,230769,230769,2304.00%
Enhance Pacific Limited\n(Note 1)589,743589,743589,7433.07%
CailTpta oiip Lmted512,820512,820512,8202.67%
Gainyear Holdings Limited461,538461,538461,5382.40%
Union Nation Investments\nLimited312,820312,820312,8201.62%
Firstcorp Group Limited307,692307,692307,6921.60%
Jade Wing Investments\nLimited (Note 2)128,205128,205128,2050.67%
Total:19,230,76719,230,76619,230,767100.00%
"} +{"pdf_name": "9869351_9.pdf", "language": "en", "markdown": "# References\n\n[ADL+22] Jean-Baptiste Alayrac, Jeff Donahue, Pauline Luc, Antoine Miech, Iain Barr, Yana Hasson, Karel Lenc, Arthur Mensch, Katie Millican, Malcolm Reynolds, Roman Ring, Eliza Rutherford, Serkan Cabi, Tengda Han, Zhitao Gong, Sina Samangooei, Marianne Monteiro, Jacob Menick, Sebastian Borgeaud, Andrew Brock, Aida Nematzadeh, Sahand Sharifzadeh, Mikolaj Binkowski, Ricardo Barreira, Oriol Vinyals, Andrew Zisserman, and Karen Simonyan. Flamingo: a visual language model for few-shot learning. CoRR, abs/2204.14198, 2022.\n\n[AHB+18] Peter Anderson, Xiaodong He, Chris Buehler, Damien Teney, Mark Johnson, Stephen Gould, and Lei Zhang. Bottom-up and top-down attention for image captioning and visual question answering. In 2018 IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2018, Salt Lake City, UT, USA, June 18-22, 2018, pages 6077–6086. Computer Vision Foundation / IEEE Computer Society, 2018.\n\n[BDPW22] Hangbo Bao, Li Dong, Songhao Piao, and Furu Wei. BEiT: BERT pre-training of image transformers. In International Conference on Learning Representations, 2022.\n\n[BDW+20] Hangbo Bao, Li Dong, Furu Wei, Wenhui Wang, Nan Yang, Xiaodong Liu, Yu Wang, Jianfeng Gao, Songhao Piao, Ming Zhou, and Hsiao-Wuen Hon. UniLMv2: Pseudo-masked language models for unified language model pre-training. In Proceedings of the 37th International Conference on Machine Learning, ICML 2020, 13-18 July 2020, Virtual Event, volume 119 of Proceedings of Machine Learning Research, pages 642–652. PMLR, 2020.\n\n[BDW+21] Hangbo Bao, Li Dong, Wenhui Wang, Nan Yang, and Furu Wei. s2s-ft: Fine-tuning pre-trained transformer encoders for sequence-to-sequence learning. CoRR, abs/2110.13640,2021.\n\n[BSCD17] Navaneeth Bodla, Bharat Singh, Rama Chellappa, and Larry S. Davis. Soft-nms -improving object detection with one line of code. In IEEE International Conference on Computer Vision, ICCV 2017, Venice, Italy, October 22-29, 2017, pages 5562–5570. IEEE Computer Society, 2017.\n\n[BWDW22] Hangbo Bao, Wenhui Wang, Li Dong, and Furu Wei. VL-BEiT: Generative vision-language pretraining. ArXiv, abs/2206.01127, 2022.\n\n[CDW+22] Zhe Chen, Yuchen Duan, Wenhai Wang, Junjun He, Tong Lu, Jifeng Dai, and Yu Qiao. Vision transformer adapter for dense predictions. CoRR, abs/2205.08534, 2022.\n\n[CLY+20] Yen-Chun Chen, Linjie Li, Licheng Yu, Ahmed El Kholy, Faisal Ahmed, Zhe Gan, Yu Cheng, and Jingjing Liu. UNITER: universal image-text representation learning. In Andrea Vedaldi, Horst Bischof, Thomas Brox, and Jan-Michael Frahm, editors, Computer Vision - ECCV 2020 - 16th European Conference, Glasgow, UK, August 23-28, 2020, Proceedings, Part XXX, volume 12375 of Lecture Notes in Computer Science, pages 104–120. Springer, 2020.\n\n[CMS+21] Bowen Cheng, Ishan Misra, Alexander G. Schwing, Alexander Kirillov, and Rohit Girdhar. Masked-attention mask transformer for universal image segmentation. CoRR, abs/2112.01527, 2021.\n\n[CSDS21] Soravit Changpinyo, Piyush Sharma, Nan Ding, and Radu Soricut. Conceptual 12m: Pushing web-scale image-text pre-training to recognize long-tail visual concepts. In IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2021, virtual, June 19-25, 2021, pages 3558–3568. Computer Vision Foundation / IEEE, 2021.\n\n[CV21] Zhaowei Cai and Nuno Vasconcelos. Cascade R-CNN: high quality object detection and instance segmentation. IEEE Trans. Pattern Anal. Mach. Intell., 43(5):1483–1498,2021."} +{"pdf_name": "9869351_10.pdf", "language": "en", "markdown": "[DBK+20] Alexey Dosovitskiy, Lucas Beyer, Alexander Kolesnikov, Dirk Weissenborn, Xiaohua Zhai, Thomas Unterthiner, Mostafa Dehghani, Matthias Minderer, Georg Heigold, Syl-vain Gelly, et al. An image is worth 16x16 words: Transformers for image recognition at scale. preprint arXiv:2010.11929, 2020.\n\n[DCLT19] Jacob Devlin, Ming-Wei Chang, Kenton Lee, and Kristina Toutanova. BERT: pre-training of deep bidirectional transformers for language understanding. In Jill Burstein, Christy Doran, and Thamar Solorio, editors, Proceedings of the 2019 Conference of the North American Chapter of the Association for Computational Linguistics: Human Language Technologies, NAACL-HLT 2019, Minneapolis, MN, USA, June 2-7, 2019, Volume 1 (Long and Short Papers), pages 4171–4186. Association for Computational Linguistics, 2019.\n\n[DCX+21] Xiyang Dai, Yinpeng Chen, Bin Xiao, Dongdong Chen, Mengchen Liu, Lu Yuan, and Lei Zhang. Dynamic head: Unifying object detection heads with attentions. In IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2021, virtual, June 19-25, 2021, pages 7373–7382. Computer Vision Foundation / IEEE, 2021.\n\n[DLLT21] Zihang Dai, Hanxiao Liu, Quoc V. Le, and Mingxing Tan. Coatnet: Marrying convo-lution and attention for all data sizes. In Marc’Aurelio Ranzato, Alina Beygelzimer, Yann N. Dauphin, Percy Liang, and Jennifer Wortman Vaughan, editors, Advances in Neural Information Processing Systems 34: Annual Conference on Neural Informa-tion Processing Systems 2021, NeurIPS 2021, December 6-14, 2021, virtual, pages 3965–3977, 2021.\n\n[DYW+19] Li Dong, Nan Yang, Wenhui Wang, Furu Wei, Xiaodong Liu, Yu Wang, Jianfeng Gao, Ming Zhou, and Hsiao-Wuen Hon. Unified language model pre-training for natural language understanding and generation. In Advances in Neural Information Processing Systems 32: Annual Conference on Neural Information Processing Systems 2019, NeurIPS 2019, December 8-14, 2019, Vancouver, BC, Canada, pages 13042–13054,2019.\n\n[GCL+20] Zhe Gan, Yen-Chun Chen, Linjie Li, Chen Zhu, Yu Cheng, and Jingjing Liu. Large-scale adversarial training for vision-and-language representation learning. In Hugo Larochelle, Marc’Aurelio Ranzato, Raia Hadsell, Maria-Florina Balcan, and Hsuan-Tien Lin, editors, Advances in Neural Information Processing Systems 33: Annual Conference on Neural Information Processing Systems 2020, NeurIPS 2020, December 6-12, 2020, virtual, 2020.\n\n[GKS+17] Yash Goyal, Tejas Khot, Douglas Summers-Stay, Dhruv Batra, and Devi Parikh. Making the V in VQA matter: Elevating the role of image understanding in visual question answering. In 2017 IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2017, Honolulu, HI, USA, July 21-26, 2017, pages 6325–6334. IEEE Computer Society, 2017.\n\n[HSD+22] Yaru Hao, Haoyu Song, Li Dong, Shaohan Huang, Zewen Chi, Wenhui Wang, Shum-ing Ma, and Furu Wei. Language models are general-purpose interfaces. ArXiv, abs/2206.06336, 2022.\n\n[HSL+16] Gao Huang, Yu Sun, Zhuang Liu, Daniel Sedra, and Kilian Q. Weinberger. Deep net-works with stochastic depth. In Bastian Leibe, Jiri Matas, Nicu Sebe, and Max Welling, editors, Computer Vision - ECCV 2016 - 14th European Conference, Amsterdam, The Netherlands, October 11-14, 2016, Proceedings, Part IV, volume 9908 of Lecture Notes in Computer Science, pages 646–661. Springer, 2016.\n\n[JSO+21] Jitesh Jain, Anukriti Singh, Nikita Orlov, Zilong Huang, Jiachen Li, Steven Walton, and Humphrey Shi. Semask: Semantically masking transformer backbones for effective semantic segmentation. arXiv, 2021.\n\n[JYX+21] Chao Jia, Yinfei Yang, Ye Xia, Yi-Ting Chen, Zarana Parekh, Hieu Pham, Quoc V. Le, Yun-Hsuan Sung, Zhen Li, and Tom Duerig. Scaling up visual and vision-language representation learning with noisy text supervision. In Marina Meila and Tong Zhang,"} +{"pdf_name": "7472601_23.pdf", "language": "en", "markdown": "# MANAGEMENT DISCUSSION AND ANALYSIS (CONTINUED)\n\n# FINANCIAL REVIEW\n\n# Revenue\n\nRevenue in 2020 was approximately HK\\$329.9 million, representing a decline of approximately 18.9% from the previous year (2019: approximately HK\\$406.7 million). The reduction in revenue was mainly driven by the net effects of a number of the Group’s customers have reduced their printing orders as a result of the depressed government spending and the effect as COVID-19 related government restrictions came into force in Australia. On top of COVID-19 impact, one of the Group’s top five customers has decided not to renew its contract with the Group with effective from 2020. Such negative impact was partly offset by increasing trend of publishers to print their books locally for quicker turnaround time.\n\n# Gross profit and gross profit margin\n\nOur gross profit decreased by approximately HK\\$45.3 million, or approximately 48.2%, from approximately HK\\$93.8 million in 2019 to approximately HK\\$48.5 million in 2020. Gross profit margin dropped by approximately 8.4% in comparison of the prior year. Such drop was mainly due to reduction of revenue as well as the fixed direct and indirect costs are difficult to alter in the short term.\n\n# Other income\n\nOther income significantly increased from approximately HK\\$13.5 million in 2019 to approximately HK\\$45.9 million in 2020. It was attributable to approximately HK\\$40.9 million government subsidy from the JobKeeper Payment Scheme offered by the Australian Government which is a temporary subsidy for businesses significantly affected by COVID-19.\n\n# Selling and distribution costs\n\nSelling and distribution costs decreased by approximately HK\\$5.1 million or 17.9% from approximately HK\\$28.6 million in 2019 to approximately HK\\$23.5 million in 2020. The decrease was greatly in line with the reduction in revenue during the year as freight costs dropped and reduction of sales staff headcount due to the implementation of cost control measures.\n\n# Administrative expenses\n\nAdministrative expenses decreased by approximately HK\\$2.5 million from approximately HK\\$31.3 million in 2019 to approximately HK\\$28.8 million in 2020, representing a year-on-year drop of approximately 8.1%. Various administrative expenses were reduced in the light of the implementation of cost control measures and reduction in the number of administrative staff headcount but partially offset by the industrial trend of increasing in insurance premium charges.\n\n# Income tax expense\n\nIncome tax expense decreased from approximately HK\\$13.8 million (effective income tax rate: 30.1%) in 2019 to approximately HK\\$12.6 million (effective income tax rate: 31.0%) in 2020. Such decrease was consistent with the reduction in taxable income during the current year.\n\n# Net profit\n\nThe Group reported a net profit of approximately HK\\$28.1 million in 2020 compared to HK\\$32.1 million in the prior year, which represented a decrease of approximately HK\\$ 4.0 million or 12.7%. The profitability of the Group was impacted by COVID-19 when the government agencies and publishers have reduced their printing orders. The Group’s management has taken proactive measures to mitigate the Group’s operational risk, enhance operational efficiency and reduce costs. The Group received considerable financial support from the Australian government’s JobKeeper Payment Scheme, which has cushioned the impact of COVID-19 on the business."} +{"pdf_name": "7472601_24.pdf", "language": "en", "markdown": "# MANAGEMENT DISCUSSION AND ANALYSIS (CONTINUED)\n\n# FINANCIAL REVIEW (Continued)\n\n# Liquidity and financial resources\n\nAs at 31 December 2020, the Group had net current assets of approximately HK\\$236.8 million (2019: approximately HK\\$209.9 million), among which, cash and bank balances were approximately HK\\$174.8 million (2019: cash and bank balance together with the pledged deposit: HK\\$169.0 million) which were denominated in Australian Dollars (“AUD”), US Dollars (“USD”) and HK\\$.\n\nThe Group’s current ratio was approximately 4.5 times (2019: approximately 4.2 times), which is calculated by the Group’s current assets over current liabilities. The only interest bearing liabilities were lease liabilities of approximately HK\\$34.2 million (2019: approximately HK\\$28.7 million) which were denominated in AUD. The Group’s gearing ratio as at 31 December 2020 was approximately 11.6% (2019: approximately 10.5%), which is calculated on the basis of the Group’s total interest-bearing debts over total equity. The increase of the Group’s interest-bearing liabilities, hence the gearing ratio, was mainly due to the renewal of various property and equipment leases during the year. Save as the aforesaid, the Group maintained net cash position and healthy current and gearing ratios, reflecting its healthy financial position.\n\nThe Group adopts centralised financing and treasury policies in order to ensure that Group funding is utilised efficiently. The Group also regularly monitors its liquidity requirements and its relationship with bankers to ensure that it maintains sufficient reserves of cash and adequate committed lines of funding from major financial institutions to meet its liquidity requirements in the short and long term.\n\n# Working capital management\n\nThe Group’s capital employed includes share capital, reserves and lease liabilities. The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The impact of the level of capital on shareholders’ return is also recognised and the Group acknowledges the need to maintain a balance between the higher returns that might be possible with greater gearing and the advantages and security afforded by a sound capital position. The Group is not subject to any externally imposed capital requirements.\n\nThe allocation of capital between its specific business segments’ operations and activities is, to a large extent, driven by optimisation of the return achieved on the capital allocated. The process of allocating capital to specific business segment operations and activities is undertaken independently of those responsible for the operation.\n\n# Foreign currency management\n\nThe Group is exposed to foreign currency risk on sales and purchases that are denominated in a currency other than the functional currencies. The currencies in which transactions primarily denominated are AUD, NZD, USD, European Union Euros, Great British Pound and HK\\$. As at 31 December 2020 and 2019, foreign exchange risks on financial assets and liabilities denominated in other currencies were insignificant to the Group.\n\nManagement evaluates the Group’s foreign currency risk using cash flow forecasts with the objective of keeping its exposure to a minimum. The Group may in certain circumstances use forward exchange contracts to hedge its foreign currency risk. When used, the contracts would normally have maturities of less than one year at reporting date. The Group does not hold or issue financial instruments for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments."} +{"pdf_name": "2180975_33.pdf", "language": "en", "markdown": "# 21. BUSINESS REVIEW\n\nBusiness review of the Company is set out in “Management Discussion and Analyasis” on page 4 of this annual report.\n\n# 22. PERMITTED INDEMNITY PROVISION\n\nA permitted indemnity provision for the benefit of the directors of the Company is currently in force and was in force throughout the financial year.\n\nThe Company has taken out and maintained directors’ liability insurance throughout the year, which provides appropriate cover for the directors of the Group.\n\n# 23. EVENT AFTER THE REPORTING PERIOD\n\nDetails of events occuring after the reporting period are set out in note 43 to the consolidated financial statements.\n\n# 24. AUDITOR\n\nThe consolidated financial statements have been audited by RSM Hong Kong who retire and, being eligible, offer themselves for re-appointment.\n\nOn behalf of the Board\n\nLi Yin Hui\n\nChairman\n\n27 March 2017"} +{"pdf_name": "2180975_34.pdf", "language": "en", "markdown": "TO THE SHAREHOLDERS OF CHINA FIRE SAFETY ENTERPRISE GROUP LIMITED\n\n(Incorporated in the Cayman Islands with limited liability)\n\n# Opinion\n\nWe have audited the consolidated financial statements of China Fire Safety Enterprise Group Limited and its subsidiaries (the “Group”) set out on pages 39 to 115, which comprise the consolidated statement of financial position as at 31 December 2016, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.\n\nIn our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2016, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”) issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”) and have been properly prepared in compliance with the disclosure requirements of the Hong Kong Companies Ordinance.\n\n# Basis for Opinion\n\nWe conducted our audit in accordance with Hong Kong Standards on Auditing (“HKSAs”) issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the HKICPA’s Code of Ethics for Professional Accountants (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion."} +{"pdf_name": "2590948_124.pdf", "language": "en", "markdown": "highest known oil elevation and the potential exists for an associated natural gas cap, proved oil reserves may be assigned in the structurally higher portions of the reservoir only if geoscience, engineering or performance data and reliable technology establish the higher contact with reasonable certainty. Reserves which can be produced economically through application of improved recovery techniques (including, but not limited to, fluid injection) are included in the proved classification when: (i) successful testing by a pilot project in an area of the reservoir with properties no more favorable than in the reservoir as a whole, the operation of an installed program in the reservoir or an analogous reservoir, or other evidence using reliable technology establishes the reasonable certainty of the engineering analysis on which the project or program was based; and (ii) the project has been approved for development by all necessary parties and entities, including governmental entities.\n\nDeveloped oil, natural gas and NGL reserves are reserves of any category that can be expected to be recovered through existing wells with existing equipment and operating methods where production can be initiated or restored with relatively low expenditure compared to the cost of drilling a new well.\n\nThe information provided below on our oil, natural gas and NGL reserves is presented in accordance with regulations prescribed by the SEC. Our reserve estimates are generally based upon extrapolation of historical production trends, analogy to similar properties and volumetric calculations. Accordingly, these estimates will change as future information becomes available and as commodity prices change. These changes could be material and could occur in the near term.\n\nPresented below is a summary of changes in estimated reserves for 2017, 2016 and 2015:\n\n
OilGasNGLTotal
(mmbbl)(bcf)(mmbbl)(mmboe)
December 31, 2017
Proved reserves, beginning of period399.16,496226.41,708
Extensions, discoveries and other additions62.73,69444.9723
Revisions of previous estimates(168.1)(315)(31.0)(252)
Production(32.7)(878)(20.9)(200)
Sale of reserves­in­place(0.9)(418)(0.8)(71)
Purchase of reserves­in­place0.121—4
Proved reserves, end of period(a)260.28,600218.61,912
Proved developed reserves:
Beginning of period200.45,126134.11,189
End of period150.94,980134.91,116
Proved undeveloped reserves:
Beginning of period198.71,37092.2519
End of period(b)109.33,62083.6796
"} +{"pdf_name": "2590948_125.pdf", "language": "en", "markdown": "
OilGasNGLTotal
(mmbbl)(bcf)(mmbbl)(mmboe)
December 31, 2016
Proved reserves, beginning of period313.76,041183.51,504
Extensions, discoveries and other additions191.21,79889.0580
Revisions of previous estimates(58.9)5982.843
Production(33.2)(1,050)(24.4)(233)
Sale of reserves­in­place(14.7)(1,190)(28.1)(241)
Purchase of reserves­in­place1.02993.655
Proved reserves, end of period(c)399.16,496226.41,708
Proved developed reserves:
Beginning of period215.65,329158.01,262
End of period200.45,126134.11,189
Proved undeveloped reserves:
Beginning of period98.171225.5242
End of period(b)198.71,37092.2519
December 31, 2015
Proved reserves, beginning of period420.810,692266.32,469
Extensions, discoveries and other additions61.180535.3231
Revisions of previous estimates(110.0)(4,191)(75.8)(885)
Production(41.6)(1,070)(28.0)(248)
Sale of reserves­in­place(16.6)(195)(14.3)(63)
Purchase of reserves­in­place————
Proved reserves, end of period(d)313.76,041183.51,504
Proved developed reserves:
Beginning of period229.38,615198.51,864
End of period215.65,329158.01,262
Proved undeveloped reserves:
Beginning of period191.52,07767.8605
End of period(b)98.171225.5242
\n\n(a) Includes 1 mmbbl of oil, 20 bcf of natural gas and 2 mmbbls of NGL reserves owned by the Chesapeake Granite Wash Trust, of which 1 mmbbl of oil, 10 bcf of natural gas and 1 mmbbl of NGL are attributable to noncontrolling interest holders\n\n(b) As of December 31, 2017, 2016 and 2015, there were no PUDs that had remained undeveloped for five years or more.\n\n(c) Includes 1 mmbbl of oil, 23 bcf of natural gas and 2 mmbbls of NGL reserves owned by the Chesapeake Granite Wash Trust, 1 mmbbl of oil, 12 bcf of natural gas and 1 mmbbl of NGL of which are attributable to the noncontrolling interest holders.\n\n(d) Includes 1 mmbbl of oil, 32 bcf of natural gas and 3 mmbbls of NGL reserves owned by the Chesapeake Granite Wash Trust, 1 mmbbl of oil, 16 bcf of natural gas and 2 mmbbls of NGL of which are attributable to the noncontrolling interest holders."} +{"pdf_name": "9322810_370.pdf", "language": "en", "markdown": "# IX. NOTES TO THE ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)\n\n# 49. OPERATING INCOME, COSTS (CONTINUED)\n\n# (2) Operating income classified by recognition time point (Continued)\n\n# 2019\n\n
ItemForwarding and \nrelated businessLogisticsE-commerce
Operating income——————
Including: Recognition at a \ncertain point in \ntime54,832,554,258.0519,839,396,911.932,798,645,856.41
Recognition \nwithin a certain \ntime period–––
Lease income––184,507,950.59
Total54,832,554,258.0519,839,396,911.932,983,153,807.00
\n\n# (3) The income adjusted in the current year for the performance obligations already fulfilled (or partially fulfilled) in the prior year was RMB0.00."} +{"pdf_name": "9322810_371.pdf", "language": "en", "markdown": "# IX. NOTES TO THE ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)\n\n# 50. TAXES AND SURCHARGES\n\n
ItemCurrent yearPrior year
Property tax81,494,136.2289,439,423.17
Land use tax37,239,612.4238,845,280.69
Stamp duties19,872,747.8027,586,169.98
Urban maintenance & construction tax18,537,678.5123,350,421.21
Education surcharge14,534,378.3413,456,328.39
Others5,945,722.055,839,842.14
Total177,624,275.34198,517,465.58
\n\n# 51. SELLING EXPENSES\n\n
ItemCurrent yearPrior year
Employee benefits630,343,946.91641,544,865.73
Business entertainment expenses31,405,608.8838,642,115.67
Depreciation and amortisation charges on other assets25,951,678.9019,728,872.05
Travel expenses16,716,781.4927,383,501.26
Depreciation of right-of-use assets14,320,092.3111,338,692.76
Office expenses13,124,014.1011,214,201.43
Technical service fee for communication network12,312,010.4914,438,986.29
Intermediary service fee11,897,848.6823,666,524.86
Vehicle expenses9,343,461.4911,906,102.19
Property and utilities fees9,194,002.799,210,111.90
Rental8,565,734.1515,226,785.39
Others23,164,417.6627,438,433.09
Total806,339,597.85851,739,192.62
"} +{"pdf_name": "3040547_21.pdf", "language": "en", "markdown": "Details of specific categories of options granted under 2002 Share Option Scheme are as follows:\n\n
Option typeDate of grantExercise periodAdjusted\nExercise price
HK$
(Notes 3, 4)
2007 Option13.11.200701.01.2010–12.11.20171.075
13.11.200701.01.2011–12.11.20171.075
\n\nThe following table discloses movements in the Company’s share options granted under the 2002 Share Option Scheme during the year:\n\n
Option typeOutstanding \nat \n1.1.2017Adjustment \nfor the \nRights IssueExercised \nduring \nthe yearTransferred \nduring \nthe yearAdjustment \nfor the \nShare \nConsolidationLapsed \nduring \nthe yearOutstanding \nat \n31.12.2017
(Note 3)(Note 4)
Category 1: Directors
Chen Wei2007 Option41,910,00020,955,000–(62,865,000)–––
Tang Yui Man Francis2007 Option13,970,0006,985,000–(20,955,000)–––
Total for Directors55,880,00027,940,000–(83,820,000)–––
Category 2: Other Participants
Other Participants2007 Option37,719,00018,859,500–83,820,000(112,318,800)(28,079,700)–
Total for Other Participants37,719,00018,859,500–83,820,000(112,318,800)(28,079,700)–
All categories93,599,00046,799,500––(112,318,800)(28,079,700)–
\n\nNotes:\n\n1. The vesting period of the share options is from the date of grant until the commencement date of the exercise period.\n\n2. Mr. Chen Wei and Mr. Tang Yui Man Francis resigned as the executive director of the Company during the year and the options were transferred to under the category of other participants.\n\n3. On 14 March 2017, the exercise price of and the number of shares entitled to be subscribed for under the outstanding share options have been adjusted in the following manner following the completion of Rights Issue:\n\n
Directors/EmployeesNumber of\nshare options\nbefore the\nRihgts IssueExercise price\nper share\nbefore the\nRihgts IssueAdjusted\nnumber of\nshare options\nafter the\nRihgts IssueAdjusted\nexercise price\nper share\nafter the\nRihgts Issue
HK$HK$
Chen Wei41,910,0000.32262,865,0000.215
Tang Yui Man Francis13,970,0000.32220,955,0000.215
Other Participants37,719,0000.32256,578,5000.215
Total93,599,000140,398,500
"} +{"pdf_name": "3040547_22.pdf", "language": "en", "markdown": "4. On 7 November 2017, the exercise price of and the number of shares entitled to be subscribed for under the outstanding share options have been adjusted in the following manner following the completion of Share Consolidation:\n\n
Directors/EmployeesNumber of\nshare options\nbefore the\nShare\nConsolidationExercise\nprice per\nshare before\nthe Share\nConsolidationAdjusted\nnumber of\nshare options\nafter the\nShare\nConsolidationAdjusted\nexercise price\nper share\nafter\nRihgts Issue
HK$HK$
Other Participants140,398,5000.21528,079,7001.075
\n\n5. During the year, no options were exercised or cancelled but 28,079,700 options were lapsed under the 2002 Share Option Scheme.\n\nAs at 31 December 2017 and the date of this report, the Company had no underlying shares comprised in options outstanding under the 2002 Share Option Scheme.\n\n# (B) A new share option scheme was adopted by shareholders of the Company on 17 May 2012 (“Date of Adoption”) (the “2012 Share Option Scheme”), under which the Board may, at its discretion, offer any Eligible Persons (as hereinafter mentioned) options to subscribe for shares in the Company subject to the terms and conditions stipulated therein. The 2012 Share Option Scheme has a life of 10 years from the Date of Adoption.\n\nThe 2012 Share Option Scheme is a share incentive scheme and is established to enable the Group to, (i) recognise and acknowledge the contributions that Eligible Persons have (or may have) made or may make to the Group (whether directly or indirectly); (ii) attract and retain and appropriately remunerate the best possible quality of employees and other Eligible Persons; (iii) motivate the Eligible Persons to optimize their performance and efficiency for the benefit of the Group; (iv) enhance its business, employee and other relations; and/or (v) retain maximum flexibility as to the range and nature of rewards and incentives which the Company can offer to Eligible Persons. The Eligible Persons include (a) any full time or part time employees of the Group or any Directors of the Company or any of its subsidiaries; (b) any customer, supplier or provider of services, landlord or tenant, agent, partner, consultant, or adviser of or a contractor to or person doing business with any member of the Group; (c) trustee of any trust the principal beneficiary of which is, or discretionary trust the discretionary objects of which include, any person referred to (a) or (b) above; (d) a company wholly beneficially owned by any person referred to in (a) or (b) above, and (e) such other persons (or classes of persons) as the Board may in its absolute discretion determine.\n\nThe exercisable period of share options would be determined by the Board of Directors at its absolute discretion and notified by the Board of Directors to each Eligible Person as being the period during which the share options may be exercised, such period to expire not later than 10 years after the date of grant of the share options. The minimum period for which a share option must be held before it can be exercised would be determined by the Board. The share options granted must be taken up within 28 days from the date of grant."} +{"pdf_name": "9223076_282.pdf", "language": "en", "markdown": "The following is the text of a report received from the reporting accountants of the Company, Ernst & Young, Certified Public Accountants, Hong Kong, for the purpose of incorporation in this prospectus.\n\n22nd Floor\n\nCITIC Tower\n\n1 Tim Mei Avenue, Central\n\nHong Kong\n\n12 September 2014\n\nThe Directors\n\nELL Environmental Holdings Limited\n\nQuam Capital Limited\n\nDear Sirs,\n\nWe set out below our report on the financial information of ELL Environmental Holdings Limited (the “Company”) and its subsidiaries (hereinafter collectively referred to as the “Group”) comprising the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows of the Group for each of the years ended 31 December 2011, 2012 and 2013, and the five months ended 31 May 2014 (the “Track Record Period”), and the consolidated statements of financial position of the Group as at 31 December 2011, 2012 and 2013 and 31 May 2014, and the statement of financial position of the Company as at 31 May 2014, together with the notes thereto (the “Financial Information”), and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the Group for the five months ended 31 May 2013 (the “Interim Comparative Information”), prepared on the basis of presentation set out in note 2.1 of Section II below, for inclusion in the prospectus of the Company dated 12 September 2014 (the “Prospectus”) in connection with the listing of the shares of the Company on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).\n\nThe Company was incorporated as an exempted company with limited liability in the Cayman Islands on 25 February 2014. Pursuant to a group reorganisation (the “Reorganisation”) as described in the paragraph headed “Reorganisation” in the section headed “History, Reorganisation and Corporate Structure” to the Prospectus, the Company became the holding company of the subsidiaries comprising the Group. Apart from the Reorganisation, the Company has not commenced any business or operation since its incorporation.\n\nAs at the date of this report, no statutory financial statements have been prepared for the Company, as it is not subject to statutory audit requirements under the relevant rules and regulations in itsj urisdiction of incorporation."} +{"pdf_name": "9223076_283.pdf", "language": "en", "markdown": "As at the date of this report, the Company has direct and indirect interests in the subsidiaries as set out in note 1 of Section II below. All companies now comprising the Group have adopted 31 December as their financial year end date. The statutory financial statements of the companies now comprising the Group were prepared in accordance with the relevant accounting principles applicable to these companies in the countries in which they were incorporated and/or established. Details of their statutory auditors during the Track Record Period are set out in note 1 of Section II below.\n\nFor the purpose of this report, the directors of the Company (the “Directors”) have prepared the consolidated financial statements of the Group (the “Underlying Financial Statements”) in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”), which include all Hong Kong Financial Reporting Standards, Hong Kong Accounting Standards (“HKASs”) and Interpretations issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”). The Underlying Financial Statements for each of the years ended 31 December 2011, 2012 and 2013, and the five months ended 31 May 2014 were audited by us in accordance with Hong Kong Standards on Auditing issued by the HKICPA.\n\nThe Financial Information set out in this report has been prepared from the Underlying Financial Statements with no adjustments made thereon.\n\n# Directors’ responsibility\n\nThe Directors are responsible for the preparation of the Underlying Financial Statements, the Financial Information and the Interim Comparative Information that give a true and fair view in accordance with HKFRSs, and for such internal control as the Directors determine is necessary to enable the preparation of the Underlying Financial Statements and the Financial Information and the Interim Comparative Information that are free from material misstatement, whether due to fraud or error.\n\n# Reporting accountants’ responsibility\n\nIt is our responsibility to form an independent opinion and a review conclusion on the Financial Information and the Interim Comparative Information respectively, and to report our opinion and review conclusion thereon to you.\n\nFor the purpose of this report, we have carried out procedures on the Financial Information in accordance with Auditing Guideline 3.340 Prospectuses and the Reporting Accountant issued by the HKICPA.\n\nWe have also performed a review of the Interim Comparative Information in accordance with Hong Kong Standard on Review Engagements 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the HKICPA. A review consists principally of making enquires of management and applying analytical procedures to the financial information and, bases thereon, assessing whether the accounting policies and presentation have been"} +{"pdf_name": "2122103_6.pdf", "language": "en", "markdown": "# Electronics Parts\n\nThe Electronics Parts segment contributed approximately HK\\$903 million to the total revenue of the Group for the 12-month period, representing a decrease of 21% as compared with HK\\$1,141 million for 15-month period ended December 31, 2016. Gross profit margin increased to 19% for the Year Under Review as compared with 16% for period ended December 31, 2016.\n\n# Construction and Industrial Products\n\nThe revenue and gross profit margin of the Construction and Industrial Products segment were HK\\$698 million (period ended December 31, 2016: HK\\$805 million) and 7% (period ended December 31, 2016: 14%) respectively for the Year Under Review. There was a 2% increase in sales in Australia but a drop of 23% in sales to the other regions (exclude the PRC). The increasing prices of aluminium and other raw materials, have hindered the export sales to overseas customers.\n\n# Branded OPLV Products\n\nThe Group had continued the Branded OPLV Products market in Mainland China by engaging distributors for selling Branded OPLV Products. Sales decreased from HK\\$290 million for the period ended December 31, 2016 to HK\\$178 million for the Year Under Review. Gross profit margin of Branded OPLV Products increased from 3% for the period ended December 31, 2016 to 7% for the Year Under Review. Facing the fierce competition in the door and windows market, along with the low gross profit margin and high marketing costs, the Branded OPLV Products segment continued to be a loss-making operation in the Year Under Review.\n\nIn order to prevent further loss to the Group, the management of the Company has decided to dispose this loss-making operation for better allocation of the Group’s resources.\n\nOn December 28, 2017, the Group entered into a conditional sales and purchase agreement to dispose of its entire equity interest in OPLV (Nanyang) Doors and Windows Systems Co., Ltd and OPLV Architectural Design Pty Ltd. Details of the disposal of the Branded OPLV products segment are set out under the paragraph headed “Significant Investment, Material Acquisition and Disposal” of this annual report.\n\n# Cost of sales\n\nWith the significant decline in sales, cost of sales decreased by 20% from HK\\$1,935 million for the period ended December 31, 2016 to HK\\$1,547 million for the Year Under Review. This was in line with the decrease in sales from HK\\$2,236 million for the period ended December 31, 2016 to HK\\$1,779 million for the Year Under Review.\n\n# Gross profit\n\nDespite the decrease of gross profit from HK\\$301 million for the period ended December 31, 2016 to HK\\$232 million for the Year Under Review, our gross profit margin has dropped from 14% for the period ended December 31, 2016 to 13% for the Year Under Review. The Group has been actively seeking ways to reduce sales of lower gross profit margin products to achieve a higher overall gross profit margin for this fiscal year. Yet, the persisting unfavorable macro factors, including the volatility in each of the market the Group operates and the uncertainty over the economic condition in China, had dampened consumer sentiment and reduced the demand of the Group’s products.\n\n# Distribution and selling expenses\n\nDistribution and selling expenses decreased by 27% from HK\\$142 million for the period ended December 31, 2016 to HK\\$104 million for the Year Under Review. The decrease was in line with the decline in sales, which led to a significant decrease in staff costs and travelling expenses.\n\n# Administrative expenses\n\nAdministrative expenses dropped by 25% from HK\\$340 million for the period ended December 31, 2016 to HK\\$255 million for the Year Under Review. The decrease was due to absence of provision for impairment of intangible assets, decrease in staff costs due to decrease in number of employees, and absence of the write-off of trade receivables from former Australian Customers of the Group for the Year Under Review.\n\n# Other income\n\nOther income comprised net sales of scrapped materials which was HK\\$11 million for the Year Under Review."} +{"pdf_name": "2122103_7.pdf", "language": "en", "markdown": "# Other gains/(losses) – net\n\nOther gains/(losses) changed from HK\\$17 million loss for the period ended December 31, 2016 to HK\\$12 million gain for the Year Under Review. The change was mainly due to the appreciation of AUD against HKD during the Year Under Review which the Group had enjoyed significant exchange gains and absence of losses from certain derivative financial instruments.\n\n# Finance income\n\nFinance income mainly comprised interest income which amounted to approximately HK\\$1 million for the Year Under Review compared to HK\\$3 million for the period ended December 31, 2016.\n\n# Finance costs\n\nFinance costs amounted to approximately HK\\$47 million for Year Under Review compared to HK\\$29 million for the period ended December 31, 2016.\n\n# Income tax expense\n\nOur income tax changed from income tax expense of HK\\$38 million for the period ended December 31, 2016 to HK\\$8 million for the Year Under Review.\n\n# Currency translation differences in other comprehensive income\n\nCurrency translation differences amounted to approximately HK\\$47 million for the Year Under Review, which was mainly attributable to the currency translation differences of RMB against the HKD.\n\n# Adjusted EBITDA results, excluding non-recurring items\n\n
Year ended \nDecember 31,\n 2017Fifteen\n months ended\n December 31,\n 2016
HK$ millionHK$ million
Loss before income tax(150)(196)
Adjusted by:
Depreciation10099
Amortisation66
Interest expenses4729
Adjusted by:
Other non-recurring items:
Legal and professional fee104
Provision for impairment on other prepayment and deposits–7
Relocation cost4–
Write off of trade receivables–3
OPLV operating losses (Note)52108
Total6960
\n\nNote: Details of the proposed disposal of the OPLV are set out in the Note 16 to the consolidated financial statements of this annual report and the announcement of the Company dated December 28, 2017."} +{"pdf_name": "20791588_131.pdf", "language": "en", "markdown": "# Regulations in Relation to the Cement Industry\n\nAccording to the Notice of the General Office of the State Council on Transmitting Several Opinions of State Development and Reform Commission and Other Departments concerning Preventing the Haphazard Investment in Steel, Electrolytic Aluminum and Cement Industries (《國務院辦公廳轉發發展改革委等部門關於制止鋼鐵電解鋁水泥行業盲目投資若干意見的通知》), Notice of the General Office of the State Council on Transmitting Several Opinions of State Development and Reform Commission, the Ministry of Finance, the Ministry of Land and Resources, People’s Bank of China and State Environmental Protection Administration concerning Curbing Overcapacity in Some Industries and Guiding Healthy Development of the Industry through Repeat Construction (《國務院批轉發展改革委等部門關於抑制部分行業產能過剩和重複建設引導產業健康發展若干意見的通知》), Guiding Opinions of the People’s Bank of China, China Banking Regulatory Commission, China Securities Regulatory Commission and China Insurance Regulatory Commission on Further Doing a Good Job in Supporting the Restructuring and Revitalization of Key Industries and Curbing Overcapacity in Some Industries through Financial Services (《中國人民銀行、銀監會、證監會、保監會關於進一步做好金融服務支持重點產業調整振興和抑制部分行業產能過剩的指導意見》), and Guiding Opinions of the General Office of the State Council on Supporting Economic Structural Adjustment and Transformation and Upgrading through Finance (《國務院辦公廳關於金融支持經濟結構調整和轉型升級的指導意見》), Guiding Opinions of the State Council on Resolving Serious Production Overcapacity Conflicts (《國務院關於化解產能嚴重過剩矛盾的指導意見》), cement industry belongs to overcapacity industry, shall be subject to stringent control.\n\nAccording to the Regulations of Cement Industry (2015) (《水泥行��規範條件(2015年本)》), cement construction projects (including cement clinker and cement grinding) should meet the requirements laid down in the Plan for Major Function Division, national industrial plan and policies and local structural adjustment plan for cement industry. Construction land shall should also comply with urban and rural planning, a general land development plan and land use standards. New cement projects are not forbidden in famous scenic places, natural reserves, designated zones for preserving the sources of drinking water, the areas under the prevention and cure measures against atmospheric pollution and susceptible to air pollution, non-industrial development zones and other places that need protection from environmental pollution. As for cement clinker projects, the principles of replacement with equal or less capacity should always be followed, so the overcapacity from these out-of-date projects could be curbed. At the same time, developing special types of cement (including cement for specific purposes) should also be encouraged among active cement manufacturers so that production quality and efficiency will be improved. When commencing new cement projects, a recycling industrial chain shall be taken into consideration. Meanwhile, newly-built cement clinker projects shall consider how to deal with residential and industrial solid wastes from the cities and its industries. New cement grinding projects shall be able to consume local solid wastes that are suitable to be converted into mixed raw materials. Cement construction projects shall meet these requirements. Investment and financing, land supply, evaluation of environmental protection, energy-efficiency assessment, safety supervision, production permit and shutting down of old plants relating to cement projects shall be handled according to these requirements."} +{"pdf_name": "20791588_132.pdf", "language": "en", "markdown": "Local authorities under the Ministry of Industry and Information Technology of the People’s Republic of China should urge the cement production companies in their administrativej urisdiction to comply with these requirements. The Ministry of Industry and Information Technology shall announce the names of enterprises and production lines that satisfy these requirements based on an enterprise’s application, and implements dynamic administration, encouraging enterprises to declare that their production and operations satisfy these requirements. Relevant associations and intermediaries shall promote and supervise the implementation of these requirements in a cooperative manner.\n\nAccording to the Notice of the Ministry of Industry and Information Technology on Issuing the Measures for Capacity Replacement in Certain Industries with Severe Overcapacity, capacity replacement indicators used for transaction in cement (clinker) industry shall be confirmed and publicized by the provincial People’s Government after reporting to it by the provincial competent department of Industry and Information Technology of the transferor of such indicators, and shall be reported to the Ministry of Industry and Information Technology for registration and be released on the supply and demand information platform of national capacity replacement indicators. The provincial competent departments of Industry and Information Technology shall report the capacity replacement scheme and verification and confirmation opinions of cement (clinker) industry to the their respective provincial People’s Government for confirmation and publication, and concurrently to report it to the Ministry of Industry and Information Technology for release on the supply and demand information platform of national capacity replacement indicators. The provincial competent departments of Industry and Information Technology shall list all eliminated projects for replacement in annual backward production capacity enterprise list, and organize the demolition of main equipments (production line) to disable them to resume production, pursuant to the capacity replacement scheme reported to the public by the provincial People’s Government as well as the Notice on Issuing the Work Assessment and Implementation Scheme on Elimination of Backward Production Capacities. The Ministry of Industry and Information Technology shall organize the coordination member units between the work departments of elimination of backward production capacities to conduct supervision and examination on elimination of backward production and excessive capacities for capacity replacement and publicize the examination results.\n\n# Regulation in Relation to Equipment Manufacturing Industry\n\nPrimary regulation on equipment manufacturing include Regulation of the People’s Republic of China on Production License for Industrial Products (《中華人民共和國工業產品生產許可證管理條例》), Measures for the Implementation of the Regulation of the People’s Republic of China on Production License for Industrial Products (《中華人民共和國工業產品生產許可證管理條例實施辦法》), Regulation on Supervision of the Safety of Special Equipment (《特種設備安全監察條例》), Regulation on Supervision of the Quality and Safety of Special Equipment (《特種設備質量監督與安全監察規定》), Measures for the Supervision and Management of Personnel Operating Special Equipment (《特種設備作業人員監督管理辦法》) and Technical Guidance on Steel Structure Residence Construction Industrialization(《鋼結構住宅建築產業化技術導則》). Such laws and regulations have provisions on qualification, quality and safety management of equipment manufacturing and the design, construction and development of steel structured residential properties with no more than 12 storeys."} +{"pdf_name": "9242015_575.pdf", "language": "en", "markdown": "(c) in the redemption and repurchase of shares (subject to the provisions of section 37 of the Companies Law);\n\n(d) writing-off the preliminary expenses of the company;\n\n(e) writing-off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the company; and\n\n(f) providing for the premium payable on redemption or purchase of any shares or debentures of the company.\n\nNo distribution or dividend may be paid to members out of the share premium account unless immediately following the date on which the distribution or dividend is proposed to be paid the company will be able to pay its debts as they fall due in the ordinary course of business.\n\nThe Companies Law provides that, subject to confirmation by the Grand Court of the Cayman Islands, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorised by its articles of association, by special resolution reduce its share capital in any way.\n\nSubject to the detailed provisions of the Companies Law, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorised by its articles of association, issue shares which are to be redeemed or are liable to be redeemed at the option of the company or a shareholder. In addition, such a company may, if authorised to do so by its articles of association, purchase its own shares, including any redeemable shares. The manner of such a purchase must be authorised either by the articles of association or by an ordinary resolution of the company. The articles of association may provide that the manner of purchase may be determined by the directors of the company. At no time may a company redeem or purchase its shares unless they are fully paid. A company may not redeem or purchase any of its shares if, as a result of the redemption or purchase, there would no longer be any member of the company holding shares. A payment out of capital by a company for the redemption or purchase of its own shares is not lawful unless immediately following the date on which the payment is proposed to be made, the company shall be able to pay its debts as they fall due in the ordinary course of business.\n\nThere is no statutory restriction in the Cayman Islands on the provision of financial assistance by a company for the purchase of, or subscription for, its own or its holding company’s shares. Accordingly, a company may provide financial assistance if the directors of the company consider, in discharging their duties of care and to act in good faith, for a proper purpose and in the interests of the company, that such assistance can properly be given. Such assistance should be on an arm’s-length basis."} +{"pdf_name": "9242015_576.pdf", "language": "en", "markdown": "# 4 Dividends and Distributions\n\nWith the exception of section 34 of the Companies Law, there are no statutory provisions relating to the payment of dividends. Based upon English case law which is likely to be persuasive in the Cayman Islands in this area, dividends may be paid only out of profits. In addition, section 34 of the Companies Law permits, subject to a solvency test and the provisions, if any, of the company’s memorandum and articles of association, the payment of dividends and distributions out of the share premium account (see paragraph 3 above for details).\n\n# 5 Shareholders’ Suits\n\nThe Cayman Islands courts can be expected to follow English case law precedents. The rule in Foss v. Harbottle (and the exceptions thereto which permit a minority shareholder to commence a class action against or derivative actions in the name of the company to challenge (a) an act which is ultra vires the company or illegal, (b) an act which constitutes a fraud against the minority where the wrongdoers are themselves in control of the company, and (c) an action which requires a resolution with a qualified (or special) majority which has not been obtained) has been applied and followed by the courts in the Cayman Islands.\n\n# 6 Protection of Minorities\n\nIn the case of a company (not being a bank) having a share capital divided into shares, the Grand Court of the Cayman Islands may, on the application of members holding not less than one-fifth of the shares of the company in issue, appoint an inspector to examine into the affairs of the company and to report thereon in such manner as the Grand Court shall direct.\n\nAny shareholder of a company may petition the Grand Court of the Cayman Islands which may make a winding up order if the court is of the opinion that it isj ust and equitable that the company should be wound up.\n\nClaims against a company by its shareholders must, as a general rule, be based on the general laws of contract or tort applicable in the Cayman Islands or their individual rights as shareholders as established by the company’s memorandum and articles of association.\n\nThe English common law rule that the majority will not be permitted to commit a fraud on the minority has been applied and followed by the courts of the Cayman Islands.\n\n# 7 Disposal of Assets\n\nThe Companies Law contains no specific restrictions on the powers of directors to dispose of assets of a company. As a matter of general law, in the exercise of those powers, the directors must discharge their duties of care and to act in good faith, for a proper purpose and in the interests of the company."} +{"pdf_name": "20782777_162.pdf", "language": "en", "markdown": "163\n\n# 22 FINANCIAL INSTRUMENTS BY CATEGORY\n\nThe Group holds the following financial instruments:\n\n22 按類別劃分之金融工具\n\n本集團持有以下金融工具：\n\n
2020\n二零二零年2019\n二零一九年
HK$’000\n港幣千元HK$’000\n港幣千元
Financial assets 金融資產
Financial assets at amortised cost: 按攤銷成本列賬之金融資產：\nTrade, bills and other receivables (Note 25)\n貿易應收賬款、應收票據及其他應收賬款（附註25）1,303,5281,362,782
Bank balances and cash (Note 28)\n銀行結餘及現金（附註28）637,753490,241
Financial assets at fair value throuhg \nother comhpreensive income (Note 23(a))\n按公平值入賬及列入其他綜合收益之金融資產（附註23(a)）13,03431,855
Financial assets at fair value throuhfig prot or loss (Note 23(b))\n按公平值入賬及列入損益之金融資產（附註23(b)）4,3625,895
Derivative financial instruments (Note 27)\n衍生金融工具（附註27）2272
1,958,9041,890,775
\n\n
2020\n二零二零年2019\n二零一九年
HK$’000\n港幣千元HK$’000\n港幣千元
Financial liabilities 金融負債
Financial liabilities at amortised cost: 按攤銷成本列賬之金融負債：\nTrade, bills and other payables (Note 34)
貿易應付賬款、應付票據及其他應付賬款（附註34）936,438923,742
Bank borrowings (Note 32) 銀行借貸（附註32）377,008657,612
Lease liabilities (Note 16) 租賃負債（附註16）29,19535,667
Derivative financial instruments (Note 27) \n衍生金融工具（附註27）12141
1,342,6531,617,162
\n\nThe Group’s exposure to various risks associated with the financial instruments is discussed in Note 3. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.\n\n本集團承受與金融工具有關之各種風險於附註3討論。於報告期末之最高信貸風險為上述各類金融資產之賬面值。"} +{"pdf_name": "20782777_163.pdf", "language": "en", "markdown": "164\n\n# 23 FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME AND THROUGH PROFIT OR LOSS\n\n# (a) Financial assets at fair value through other comprehensive income include the following:\n\n23 按公平值入賬及列入其他綜合收益及列入損益之金融資產\n\n(a) 按公平值入賬及列入其他綜合收益之金融資產包括以下各項：\n\n
2020 \n二零二零年2019\n二零一九年
HK$’000 \n港幣千元HK$’000\n港幣千元
Financial instruments level 3: 第3層金融工具：
Equity investments in unlisted entity securities\n於非上市實體證券之股本投資13,03431,855
\n\nThe unlisted equity securities represent investments in private entities incorporated in Taiwan, the British Virgin Islands and Hong Kong and are denominated in the following currencies:\n\n非上市股本證券指於台灣、英屬維爾京群島及香港註冊成立之私人公司之投資，乃按以下貨幣列值：\n\n
2020 \n二零二零年2019\n二零一九年
HK$’000 \n港幣千元HK$’000\n港幣千元
HK$ 港幣6,00024,000
NTD 新台幣7,0347,855
13,03431,855
\n\nMovement of financial assets at fair value through other comprehensive income is analysed as follows:\n\n按公平值入賬及列入其他綜合收益之金融資產之變動分析如下：\n\n
2020\n二零二零年
HK$’000\n港幣千元
At beignninfg o the 年year 於初31,855
Fair value losses on financial assets at fair \nvalue throuhg other comprehensive income \n按公平值入賬及列入其他綜合收益之金融資產之公平值虧損(19,156)
Exchange gain 匯兌虧損335
At end of the year 於年末13,034
"} +{"pdf_name": "2048317_77.pdf", "language": "en", "markdown": "# 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Continued\n\n# 2.17 Accounting for income taxes (Continued)\n\nThe determination of the average tax rates requires an estimation of (1) when the existing temporary differences will reverse and (2) the amount of future taxable profit in those years. The estimate of future taxable profit includes:\n\n– income or loss excluding reversals of temporary differences; and\n\n– reversals of existing temporary differences\n\nCurrent tax assets and current tax liabilities are presented in net if, and only if,\n\n(a) the Group has the legally enforceable right to set off the recognised amounts; and\n\n(b) intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.\n\nThe Group presents deferred tax assets and deferred tax liabilities in net if, and only if,\n\n(a) the entity has a legally enforceable right to set off current tax assets against current tax liabilities; and\n\n(b) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:\n\n(i) the same taxable entity; or\n\n(ii) different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.\n\n# 2.18 Segment reporting\n\nThe Group identifies operating segments and prepares segment information based on the regular internal financial information reported to the chief operating decision maker for their decisions about resources allocation to the Group’s business components and for their review of the performance of those components."} +{"pdf_name": "2048317_78.pdf", "language": "en", "markdown": "# 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Continued\n\n# 2.19 Related parties\n\nFor the purposes of the consolidated financial statements, a party is considered to be related to the Group if:\n\n# (a) the party is a person or a close member of that person’s family and if that person:\n\n(i) has control or joint control over the Group;\n\n(ii) has significant influence over the Group; or\n\n(iii) is a member of the key management personnel of the Group or of a parent of the Group.\n\n# (b) the party is an entity and if any of the following conditions applies:\n\n(i) the entity and the Group are members of the same group;\n\n(ii) one entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member);\n\n(iii) the entity and the Group are joint ventures of the same third party;\n\n(iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity;\n\n(v) the entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group (if the Group is itself such a plan) and the sponsoring employers are also related to the Group;\n\n(vi) the entity is controlled or jointly controlled by a person identified in (a);\n\n(vii) a person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity); and\n\n(viii) the entity, or any member of a group of which it is a part, provides key management personnel services to the Group or to the parent of the Group.\n\nClose family members of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity."} +{"pdf_name": "7573998_92.pdf", "language": "en", "markdown": "# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)\n\n# Derecognition of financial assets\n\nA financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:\n\n• the rights to receive cash flows from the asset have expired; or\n\n• the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a “pass-through” arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.\n\nWhen the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if, and to what extent, it has retained the risk and rewards of ownership of the asset. When it has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Group’s continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.\n\nContinuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.\n\n# Impairment of financial assets\n\nThe Group recognises an allowance for expected credit losses (“ECLs”) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.\n\n# General approach\n\nECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).\n\nAt each reporting date, the Group assesses whether the credit risk on a financial instrument has increased significantly since initial recognition. When making the assessment, the Group compares the risk of a default occurring on the financial instrument as at the reporting date with the risk of a default occurring on the financial instrument as at the date of initial recognition and considers reasonable and supportable information that is available without undue cost or effort, including historical and forward-looking information.\n\nIn certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows."} +{"pdf_name": "7573998_93.pdf", "language": "en", "markdown": "# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)\n\n# Impairment of financial assets (continued)\n\n# General approach (continued)\n\nDebt investments at fair value through other comprehensive income and financial assets at amortised cost are subject to impairment under the general approach and they are classified within the following stages for measurement of ECLs except for trade receivables and contract assets which apply the simplified approach as detailed below.\n\n
Stage 1– Financial instruments for which credit risk has not increased significantly since initial recognition and for which \nthe loss allowance is measured at an amount equal to 12-month ECLs
Stage 2 \nStage 3– Financial instruments for which credit risk has increased significantly since initial recognition but that are not \ncredit-impaired financial assets and for which the loss allowance is measured at an amount equal to lifetime ECLs\n– Financial assets that are credit-impaired at the reporting date (but that are not purchased or originated credit-\nimpaired) and for which the loss allowance is measured at an amount equal to lifetime ECLs
\n\n# Simplified approach\n\nFor trade receivables and contract assets that do not contain a significant financing component or when the Group applies the practical expedient of not adjusting the effect of a significant financing component, the Group applies the simplified approach in calculating ECLs. Under the simplified approach, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.\n\n# Financial liabilities\n\n# Initial recognition and measurement\n\nFinancial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, or payables, as appropriate.\n\nAll financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.\n\nThe Group’s financial liabilities include other payables.\n\n# Subsequent measurement\n\nThe subsequent measurement of financial liabilities depends on their classification as follows:\n\n# Financial liabilities at amortised cost (loans and borrowings)\n\nAfter initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost, using the effective interest rate method unless the effect of discounting would be immaterial, in which case they are stated at cost. Gains and losses are recognised in the statement of profit or loss when the liabilities are derecognised as well as through the effective interest rate amortisation process.\n\nAmortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortisation is included in finance costs in profit or loss.\n\n# Derecognition of financial liabilities\n\nA financial liability is derecognised when the obligation under the liability is discharged or cancelled, or expires.\n\nWhen an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and a recognition of a new liability, and the difference between the respective carrying amounts is recognised in profit or loss."} +{"pdf_name": "11768341_9.pdf", "language": "en", "markdown": "Established at the end of 2014, NIO is principally engaged in the research and development, manufacturing, sales and after-sales service of high-end luxury smart electric vehicles. NIO gets hold of the core research and development technologies of the batteries, electric drives and electric control systems of electric vehicles, and has competitiveness in vehicle design and brand promotion and is capable of efficiently integrating vehicle manufacturing supply chain system to promote the entire vehicle manufacturing, which as a whole makes NIO the fastest Internet-based electric vehicle manufacturing enterprise in China in terms of research and development and mass production. ES8, its first high-end luxury 7-seater electric sport utility vehicle (SUV) put into mass production, had been officially launched in December 2017. NIO has gained the supports from various Internet giants and leading investment institutions, among which Tencent is the leading investor of this round of fund-raising of NIO. NIO is an independent third party of the Group.\n\nNew energy vehicle industry is in a middle to long term strong growth trend, which has been generally recognised by the society. Recently, the Chinese Government has launched a series of policies and measures to support the rapid development of the new energy vehicle industry in China. The Company has been identifying and exploring quality targets and investment opportunities in new energy vehicle industry. This transaction represents an important exploration of the Company in such area, which is expected to create an outstanding investment return for the Shareholders and further consolidate the overall market advantage of the Company in various modern consumption upgrade sectors, including automobile, logistics, consumption and finance.\n\n# Yimidida\n\nOn 30 November 2017, a wholly-owned subsidiary of the Company entered into a capital increment agreement with Yimidida (“Yimidida Capital Increment Agreement”), pursuant to which the Group, as one of the investors, agreed to subscribe for the shares newly issued by Yimidida at a consideration of RMB130.00 million in US\\$ equivalent.\n\nJointly established by several regional leading less-than-truckload logistics enterprises, Yimidida, with the mode of direct operation in core areas and regional franchise, unified the branding, systems, clearing, services and management standards of its partners along the whole ecological chain, and rapidly established the less-than-truckload freight express network across the country. Yimidida improves its franchisees’ ability in soliciting orders and profitability, achieves a strong coalition, and gains its advantages in core network and continuous low cost as a national less-than-truckload express enterprise, by making full use of the long-term operation, high network coverage rate and low operation costs of its regional franchisees and providing national services. Yimidida is an independent third party of the Group.\n\nLogistics industry is a fundamental and strategic industry which supports the national economic development and also a major industry supported by CDB. The Company has been identifying and exploring appropriate investment opportunities in logistics industry and established an investment layout to a certain extent in logistics infrastructure and supply chain service. This transaction represents another achievement of the Company’s continuous efforts in the development of logistics industry and identifying investment opportunities in sub-sectors, which is expected to create an outstanding investment return for the Shareholders and further consolidate the overall market advantage of the Company in various modern service industries, including automobile, logistics, consumption and finance."} +{"pdf_name": "11768341_10.pdf", "language": "en", "markdown": "# Wacai\n\nOn 8 April 2017, a wholly-owned subsidiary of the Company had entered into a preferred share purchase agreement (the “Wacai Investment Agreement”) with Wacai, pursuant to which the Group, as one of the investors, agreed to subscribe for the newly issued preferred shares of Wacai at a consideration of US\\$25.00 million, representing approximately 3.09% of the enlarged issued share capital of Wacai, and the subscription of the preferred shares of Wacai by the Company has been completed.\n\nAs one of the earliest established Fin-tech companies in the PRC, Wacai has now become a leading online comprehensive financial planning and wealth management platform in the industry. In June 2009, Wacai launched the first personal finance bookkeeping mobile application named “Wacai Bookkeeper” in the PRC, and since then gradually evolved into a holistic personal finance platform with products including “Wacai Bao Wealth Management”, “Credit Card Manager”, “Money Manager” and “Money Town Community”. With its devotion to providing one-stop online financial management tools, information and advisory services to the mass market, Wacai has developed an ecosystem around personal financial planning, wealth management, credit management, and vertical online discussion forum. Based on the profound understanding of customer needs, user-friendly product design, cutting edge finance technology, and rigorous risk management, Wacai has been providing consistent and high-quality services to over 47.00 million registered users in the past eight years. Wacai is an independent third party of the Group.\n\n# G7\n\nOn 29 December 2016, a wholly-owned subsidiary of the Company had entered into a convertible preferred share subscription agreement with G7 pursuant to which the Group, as one of the investors, agreed to subscribe for the newly issued preferred shares of G7 at a cash consideration of US\\$25.00 million, representing approximately 5.59% of the enlarged issued share capital of G7.\n\nG7 is a leading logistics data service company in the PRC with its business coverage spanning across the PRC and its neighboring countries in Asia. G7 is connected to over 300,000 cargo vehicles of more than 30,000 customers. By installing smart devices on vehicles in the fleet, G7 utilises the real-time sensing technology to provide data services that span the entire logistic process, to connect the data of every single vehicle, consignor, fleet owner and driver, and thus to improve the efficiency of transport service. Based on the big data of the connected vehicles, G7 cooperates with premium partners from oil distribution, toll roads and bridges, insurance, banking and financial leasing industries to establish a one-stop service platform that integrates primary consumption of fleets. The platform enables safer, more economical, more efficient and more environmentally-friendly logistic services. G7 is an independent third party of the Company.\n\n# Spruce\n\nOn 24 November 2016, the Company had entered into an investment agreement with Spruce pursuant to which the Company agreed to subscribe for the newly issued convertible preferred shares of Spruce at a cash consideration of US\\$25.70 million, representing approximately 1.24% of the enlarged issued capital of Spruce."} +{"pdf_name": "9319248_316.pdf", "language": "en", "markdown": "# IV NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)\n\n# 30 DEBT SECURITIES ISSUED (Continued)\n\n# (1) Bonds issued\n\n
As at 31 December
20202019
2.75% USD fixed rate Green Bonds \nmaturing in October 2020(i)-3,488
5.30% subordinated fixed rate bonds \nmaturing in June 2026(ii)50,00050,000
4.99% subordinated fixed rate bonds \nmaturing in December 2027(iii)50,00050,000
4.45% Tier-two capital fixed rate bonds \nmaturing in October 2027(iv)40,00040,000
4.45% Tier-two capital fixed rate bonds \nmaturing in April 2028(v)40,00040,000
4.28% Tier-two capital fixed rate bonds \nmaturing in March 2029(vi)50,00050,000
4.30%Tier-two capital fixed rate bonds \nmaturing in April 2029(vii)40,00040,000
3.10% Tier-two capital fixed rate bonds \nmaturing in April 2030(viii)40,000-
4.53% Tier-two capital fixed rate bonds \nmaturing in March 2034(ix)10,00010,000
4.63% Tier-two capital fixed rate bonds \nmaturing in April 2034(x)20,00020,000
Medium term notes issued(xi)42,64331,163
1.99% fixed rate financial bond \nmaturing in April 2023(xii)20,000-
3.68% CNY fixed rate Green Bonds \nmaturing in June 2022(xiii)2,7203,000
3.90% fixed rate financial bond \nmaturing in November 2023(xiv)1,650-
3.30% fixed rate financial bond \nmaturing in September 2022(xv)3,8702,890
2.68% fixed rate financial bond \nmaturing in March 2023(xvi)4,000-
4.70% fixed rate capital replenishment \nbond maturing in August 2021(xvii)2,4103,000
3.40% fixed rate financial bond \nmaturing in September 2024(xviii)2,0001,880
2.75% fixed rate financial bond \nmaturing in March 2025(xix)6,000-
3.80% fixed rate financial bond \nmaturing in June 2025(xx)500-
5.55% fixed rate capital replenishment \nbond maturing in March 2028(xxi)3,5003,500
3.60% fixed rate capital replenishment \nbond maturing in March 2030(xxii)1,500-
Total nominal value430,793348,921
Less: Unamortized issuance cost and \ndiscounts(90)(235)
Total430,703348,686
"} +{"pdf_name": "9319248_317.pdf", "language": "en", "markdown": "# IV NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)\n\n# 30 DEBT SECURITIES ISSUED (Continued)\n\n# (1) Bonds issued (Continued):\n\nPursuant to the approval by relevant regulatory authorities, the bonds issued by the Group are set out as below:\n\n(i) The USD green bonds issued in October 2015 have a tenor of 5 years matured in October 2020.\n\n(ii) The subordinated fixed rate bonds issued in June 2011 have a tenor of 15 years, with a fixed coupon rate of 5.30%, payable annually. The Bank has an option to redeem all of the bonds at face value on 6 June 2021. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 5.30% per annum from 7 June 2021 onwards.\n\n(iii) The subordinated fixed rate bonds issued in December 2012 have a tenor of 15 years, with a fixed coupon rate of 4.99%, payable annually. The Bank has an option to redeem all of the bonds at face value on 19 December 2022. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 4.99% per annum from 20 December 2022 onwards.\n\n(iv) The Tier-two capital bonds issued in October 2017 have a tenor of 10 years, with a fixed coupon rate of 4.45% payable annually. The Bank has an option to redeem part or all of the bonds at face value on 16 October 2022 if specified redemption conditions as stipulated in the offering documents were met, subject to regulatory approval. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 4.45% per annum from 17 October 2022 onwards. These Tier-two capital bonds have the write-down feature of a Tier-two capital instrument and they are qualified as Tier-two Capital Instruments in accordance with the CBIRC requirements.\n\n(v) The Tier-two capital bonds issued in April 2018 have a tenor of 10 years, with a fixed coupon rate of 4.45% payable annually. The Bank has an option to redeem part or all of the bonds at face value on 26 April 2023 if specified redemption conditions as stipulated in the offering documents were met, subject to regulatory approval. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 4.45% per annum from 27 April 2023 onwards. These Tier-two capital bonds have the write-down feature of a Tier-two capital instrument and they are qualified as Tier-two Capital Instruments in accordance with the CBIRC requirements.\n\n(vi) The Tier-two capital bonds issued in March 2019 have a tenor of 10 years, with a fixed coupon rate of 4.28% payable annually. The Bank has an option to redeem part or all of the bonds at face value on 18 March 2024 if specified redemption conditions as stipulated in the offering documents were met, subject to regulatory approval. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 4.28% per annum from 19 March 2024 onwards. These Tier-two capital bonds have the write-down feature of a Tier-two capital instrument and they are qualified as Tier-two Capital Instruments in accordance with the CBIRC requirements.\n\n(vii) The Tier-two capital bonds issued in April 2019 have a tenor of 10 years, with a fixed coupon rate of 4.30% payable annually. The Bank has an option to redeem part or all of the bonds at face value on 10 April 2024 if specified redemption conditions as stipulated in the offering documents were met, subject to regulatory approval. If the Bank did not exercise this option, the coupon rate of the bonds would remain at 4.30% per annum from 11 April 2024 onwards. These Tier-two capital bonds have the write-down feature of a Tier-two capital instrument and they are qualified as Tier-two Capital Instruments in accordance with the CBIRC requirements."} +{"pdf_name": "11695155_160.pdf", "language": "en", "markdown": "# 7. FINANCIAL INSTRUMENTS (Continued)\n\n# (b) Financial risk management objectives and policies (Continued)\n\n# Liquidity risk\n\nUltimate responsibility for liquidity risk management rests with the Board. In the management of the liquidity risk, the Group monitors and maintains a level of cash and cash equivalents deemed adequate by the management to finance the Group’s operations and mitigate the effects of fluctuations in cash flows.\n\nThe Group is exposed to liquidity risk as the Group had net current liabilities of approximately HK\\$226,539,000 (2015: HK\\$461,585,000). The liquidity of the Group primarily depends on the future funding being available and the ability of the Group to meet its financial obligations as they fall due. Details of which are set out in Note 2 to the consolidated financial statements.\n\nThe following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities. The table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The maturity dates for other non-derivative financial liabilities are based on the agreed repayment dates.\n\nThe table includes both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curve at the end of the reporting period.\n\nIn addition, the following table details the Group's liquidity analysis for its derivative financial instruments. The tables have been drawn up based on the undiscounted contractual net cash outflows on derivative instruments that settle on a net basis, and the undiscounted gross outflows on those derivatives that require gross settlement.\n\n7. 金融工具（續）\n\n(b) 財務風險管理目標及政策（續）\n\n流動資金風險\n\n流動資金風險管理由董事會最終負責，於管理流動資金風險時，本集團監控及維持管理層認為足夠之現金及現金等值水平，以向本集團之業務提供資金及減低現金流量波動之影響。\n\n由於本集團錄得淨流動負債約226,539,000 港 元（ 二 零 一 五 年 ；461,585,000港元），故本集團承受流動資金風險。本集團的流動資金主要倚賴可動用未來資金及本集團於財務責任到期時履行財務責任的能力。有關詳情載於綜合財務報表附註2。\n\n下表詳列本集團非衍生金融負債之餘下合約到期情況。下表乃基於金融負債之未折現現金流量而編製，其乃根據本集團可能需付款之最早日期分類。其他非衍生金融負債之到期日是根據協定還款日期而釐定。\n\n下表載列利息及本金現金流量。若利息流量為浮息，則按報告期間結束時之孳息曲線而得出未折現金額。\n\n此外，下表詳列本集團對其衍生金融工具的流動性分析。編製該表時乃基於按淨額基準結算的衍生工具的未貼現合約現金流出淨額，以及須按總額結算的衍生工具的非貼現流出總額計算。"} +{"pdf_name": "11695155_161.pdf", "language": "en", "markdown": "# 7. FINANCIAL INSTRUMENTS (Continue)\n\n# (b) Financial risk management objectives and policies (Continued)\n\n# Liquidity risk (Continued)\n\n# Liquidity tables\n\n7. 金融工具（續）\n\n(b) 財務風險管理目標及政策（續）\n\n流動資金風險（續）\n\n流動資金表\n\n
Weihgted \naverage \ninterest rate\n加權\n平均利率On demand \nor less than \n1 year\n按要求\n或一年內 1-2 years\n一年\n至兩年 2-5 years\n兩年\n至五年Total \nundiscounted \ncash flow\n未折現現金\n流量總額Carriyng \namounts\n 賬面值
% \n%HK$’000\n千港元 HK$’000\n 千港元 HK$’000\n 千港元 HK$’000\n 千港元 HK$’000\n 千港元
2016 二零一六年
Non-derivative financial liabilities 非衍生金融負債
Trade and other payables 貿易及其他應付款項–116,605––116,605116,605
Other borrowings 其他借貸
– interest free －免息–25,700––25,70025,700
– fixed rate －定息10.004,948––4,9484,800
– variable rate －浮息3.8241,528––41,52840,000
Obligations under finance leases 融資租賃承擔1.456016012891,4911,439
Convertible bonds 可換股債券
– debt component －債務部分15.21112,997––112,99797,781
302,379601289303,269286,325
2015 二零一五年
Non-derivative financial liabilities 非衍生金融負債
Trade and other payables 貿易及其他應付款項–96,565––96,56596,565
Other borrowings 其他借貸
– interest free －免息–25,700––25,70025,700
– fixed rate －定息10.003,620––3,6203,500
– variable rate －浮息3.2040,839––40,83940,000
Obligations under finance leases 融資租賃承擔2.596686689802,3162,196
Convertible bonds 可換股債券
– debt component －債務部分–325,307––325,307325,307
Promissory notes payable 應付承兌票據13.70–24,000–24,00018,925
492,69924,668980518,347512,193
Derivatives – net settlement 衍生工具－以淨額結算\n– Derivative financial liability －衍生金融負債–––––17,785
\n\nThe amounts included above for variable interest rate instruments for non-derivative financial liabilities are subject to change if changes in variable interest rates differ to those estimates of interest rates determined at the end of the reporting period.\n\n上文就非衍生金融負債之浮動利率工具包括之金額，會因浮動利率變動有別於報告期間結算日所釐定估計而有變。"} +{"pdf_name": "11773765_123.pdf", "language": "en", "markdown": "# 29. SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)\n\nThe remuneration of Directors and other members of key management of the Group and of the Company are as follows:\n\n
GroupCompany
2019201820192018
RM’000RM’000RM’000RM’000
Short-term employee benefits4,9445,9061,4852,242
Post-employment benefits2453241541
5,1896,2301,5002,283
Analysed into:
- Directors of the Company1,5002,2831,5002,283
- Directors of the subsidiaries1,2861,608--
- Other key management personnel2,4032,339--
5,1896,2301,5002,283
\n\n# 30. COMMITMENTS\n\n# 30.1 Capital commitments\n\nAs at the end of the reporting period, the Group had the following capital commitments:\n\n
Group
30.9.201930.9.2018
RM’000RM’000
Contracted but not provided for:
Construction of a factory8,53680,818
Renovation, purchase of plant and equipment52,81143,663
61,347124,481
\n\n# 30.2 Operating lease commitments – as lessee\n\nAs at the end of the reporting period, there were operating lease commitments for rental payable in subsequent accounting periods as follows:\n\n
Group
30.9.201930.9.2018
RM’000RM’000
Within one year25,46223,218
Two to five years16,08723,334
More than five years-2,989
41,54949,541
"} +{"pdf_name": "11773765_124.pdf", "language": "en", "markdown": "# 30. COMMITMENTS (CONTINUED)\n\n# 30.2 Operating lease commitments – as lessee (Continued)\n\nAs at the end of the reporting period, the Group leases office premises and other operating facilities under operating leases. Leases are negotiated and rentals are fixed for a period of 1 to 5 years (30 September 2018: 1 to 10 years) with an option to renew at the prevailing market rates. Apart from the above lease commitment, the Group is required to pay contingent rentals based on percentage of sales derived from the operations for certain rented premises.\n\n# 30.3 Operating lease commitments – as lessor\n\nAs at the end of the reporting period, there were non-cancellable operating lease commitments for rental receivable for premises in subsequent accounting periods as follows:\n\n
Group
30.9.201930.9.2018
RM’000RM’000
Within one year1,585366
Two to three years366-
1,951366
\n\nThe above lease agreements expire within 1 to 2 year expiring in 2020 (30 September 2018: within 1 year expiring in 2018). The current rent receivables under the leases are subject to revision after expiry with no provisions for contingent rent.\n\nUpon expiry of the lease term, the lessee is granted an option to renew the tenancy for two years subject to compliance and observation of all the terms and conditions in the tenancy agreements."} +{"pdf_name": "11787558_24.pdf", "language": "en", "markdown": "\\[ \\left( v ^ { \\alpha _ { n } } ( x ) - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\right) \\to v ( x ) \\]\n\nfor all \\( x \\in \\mathcal { X } \\), for some \\( \\lambda \\in \\mathbb { R } \\) and some function \\( v : \\mathcal { X } \\rightarrow \\mathbb { R } \\). Note that \\|λ\\|and \\|v(·)\\| are both bounded by \\( C ^ { \\prime } \\). Finally, we notice that, for any \\( x \\in \\mathcal { X } \\),\n\n\\[ \\alpha _ { n } v ^ { \\alpha _ { n } } ( x ) = \\alpha _ { n } v ^ { \\alpha _ { n } } ( x _ { 0 } ) + \\alpha _ { n } \\bigl ( v ^ { \\alpha _ { n } } ( x ) - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\bigr ) \\to \\lambda , \\]\n\nso the convergence of this sequence to \\( \\lambda \\) holds for all x.\n\nWe are now in a position to prove existence of solutions to our Ergodic BSDE.\n\nTheorem 4.4. Let v and \\( \\lambda \\) be as constructed in Lemma 4.3. The triple \\( ( Y , Z , \\lambda ) \\), where\n\n\\[ Y _ { t } : = v ( X _ { t } ) , \\qquad e _ { k } ^ { * } Z _ { t } : = v ( e _ { k } ) . \\]\n\nis the unique bounded, stationary (i.e. does not depend on t), Markovian solution, with \\( v ( x _ { 0 } ) = 0 \\), to the Ergodic BSDE\n\n\\[ Y _ { T } = Y _ { t } - \\sum _ { t \\le u < T } \\left( f ( X _ { u } , Z _ { u } ) - \\lambda \\right) + \\sum _ { t \\le u < T } Z _ { u } ^ { * } M _ { u + 1 } . \\eqno ( 4 . 4 ) \\]\n\nAny other bounded solution \\( ( Y ^ { \\prime } , Z ^ { \\prime } , \\lambda ^ { \\prime } ) \\) satisfies \\( \\lambda \\ = \\ \\lambda ^ { \\prime } \\), and any other bounded, stationary, Markovian solution \\( ( \\dot { Y } ^ { \\prime } , Z ^ { \\prime } , \\lambda ^ { \\prime } ) \\) satisfies \\( Y _ { t } \\, = \\, Y _ { t } ^ { \\prime } + c \\) for some \\( c \\in \\mathbb { R } \\), and \\( Z \\sim _ { M } Z ^ { \\prime } \\) 0.\n\nProof. Let \\( \\{ \\alpha _ { n } \\} _ { n > 1 } \\) be the sequence constructed in Lemma 4.3. We have that \\( Y _ { t } ^ { \\alpha _ { n } } = v ^ { \\alpha _ { n } } ( X _ { t } ) \\) and \\( e _ { k } ^ { * } Z _ { t } ^ { \\alpha _ { n } } = v ^ { \\alpha _ { n } } ( e _ { k } ) \\) solve the discounted BSDE\n\n\\[ Y _ { T } ^ { \\alpha _ { n } } = Y _ { t } ^ { \\alpha _ { n } } - \\sum _ { t \\leq u < T } \\left( f ( X _ { u } , Z _ { u } ^ { \\alpha _ { n } } ) - \\alpha _ { n } Y _ { u } ^ { \\alpha _ { n } } \\right) + \\sum _ { t \\leq u < T } \\left( Z _ { u } ^ { \\alpha _ { n } } \\right) ^ { * } M _ { u + 1 } . \\]\n\nHowever, since \\( \\| \\mathbf { 1 } \\| _ { M _ { t + 1 } } = 0 \\), and f does not distinguish between values of \\( Z _ { u } \\) up to equivalence \\( { \\sim } { M } _ { u + 1 } \\) , we can equally write \\( Z _ { u } ^ { \\alpha _ { n } } - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\mathbf { 1 } \\) in the place of \\( Z _ { u } ^ { \\alpha _ { n } } \\) in the above. Note that \\( e _ { k } ^ { * } Z _ { u } ^ { \\alpha _ { n } } - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\to e _ { k } ^ { * } Z _ { u } \\) as \\( n \\to \\infty \\) for each \\( e _ { k } \\in \\mathcal { X } \\), and that, by the bound established in Lemma 4.3, \\|e∗kZuαn −vαn(x0)\\|is uniformly bounded. Since f is Lipschitz in z, we deduce that\n\n\\[ f ( X _ { u } , Z _ { u } ^ { \\alpha _ { n } } - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\mathbf { 1 } ) \\to f ( X _ { u } , Z _ { u } ) \\quad { \\mathrm { a s } } \\quad n \\to \\infty \\quad { \\mathrm { a . s . } } \\]\n\nIt follows that"} +{"pdf_name": "11787558_25.pdf", "language": "en", "markdown": "\\[ \\begin{array} { l } { { \\displaystyle Y _ { T } = \\operatorname* { l i m } _ { n \\to \\infty } \\left( v ^ { \\alpha _ { n } } ( X _ { T } ) - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\right) } } \\\\ { { \\displaystyle \\quad = \\operatorname* { l i m } _ { n \\to \\infty } \\left( v ^ { \\alpha _ { n } } ( X _ { t } ) - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\right) - \\operatorname* { l i m } _ { n \\to \\infty } \\displaystyle \\sum _ { t \\leq u < T } \\left( f ( X _ { u } , Z _ { u } ^ { \\alpha _ { n } } ) - \\alpha _ { n } v ^ { \\alpha _ { n } } ( X _ { u } ) \\right) } } \\\\ { { \\displaystyle \\qquad + \\operatorname* { l i m } _ { n \\to \\infty } \\displaystyle \\sum _ { t \\leq u < T } \\left( Z _ { u } ^ { \\alpha _ { n } } \\right) ^ { * } M _ { u + 1 } } } \\\\ { { \\displaystyle \\qquad = v ( X _ { t } ) - \\operatorname* { l i m } _ { n \\to \\infty } \\displaystyle \\sum _ { t \\leq u < T } \\left( f ( X _ { u } , Z _ { u } ^ { \\alpha _ { n } } - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\mathbf { 1 } ) - \\alpha _ { n } v ^ { \\alpha _ { n } } ( X _ { u } ) \\right) } } \\\\ { { \\displaystyle \\qquad + \\operatorname* { l i m } _ { n \\to \\infty } \\displaystyle \\sum _ { t \\leq u < T } \\left( Z _ { u } ^ { \\alpha _ { n } } - v ^ { \\alpha _ { n } } ( x _ { 0 } ) \\mathbf { 1 } \\right) ^ { * } M _ { u + 1 } } } \\\\ { { \\displaystyle \\qquad = Y _ { t } - \\displaystyle \\sum _ { t \\leq u < T } \\left( f ( X _ { u } , Z _ { u } ) - \\lambda \\right) + \\displaystyle \\sum _ { t \\leq u < T } Z _ { u } ^ { * } M _ { u + 1 } , } } \\end{array} \\]\n\nand we see that \\( ( Y , Z , \\lambda ) \\) is indeed a solution of the EBSDE (4.4).\n\nSuppose that \\( ( Y ^ { \\prime } , Z ^ { \\prime } , \\lambda ^ { \\prime } ) \\) is another bounded solution. Let \\( \\tilde { Y } \\, = \\, Y \\, - \\, Y ^ { \\prime } \\),\\( \\tilde { Z } = Z - Z ^ { \\prime } \\) and \\( \\tilde { \\lambda } = \\lambda - \\lambda ^ { \\prime } \\). Then\n\n\\[ \\tilde { Y } _ { T } = \\tilde { Y } _ { 0 } - \\sum _ { 0 \\leq u < T } \\left( f ( X _ { u } , Z _ { u } ) - f ( X _ { u } , Z _ { u } ^ { \\prime } ) - \\tilde { \\lambda } \\right) + \\sum _ { 0 \\leq u < T } \\tilde { Z } _ { u } ^ { \\ast } M _ { u + 1 } . \\qquad ( 4 . 5 ) \\]\n\nBy Proposition 2.2, there exists a measure Q such that\n\n\\[ - \\sum _ { 0 \\leq u < t } \\left( f ( X _ { u } , Z _ { u } ) - f ( X _ { u } , Z _ { u } ^ { \\prime } ) \\right) + \\sum _ { 0 \\leq u < t } \\tilde { Z } _ { u } ^ { \\ast } M _ { u + 1 } \\]\n\nis a martingale under Q. Taking an \\( \\mathbb { E } _ { \\mathbb { Q } } \\) expectation in (4.5), we obtain\n\n\\[ \\begin{array} { r } { \\tilde { \\lambda } = T ^ { - 1 } \\mathbb { E } _ { \\mathbb { Q } } \\big [ \\tilde { Y } _ { T } - \\tilde { Y } _ { 0 } \\big ] . } \\end{array} \\]\n\nSince \\( \\tilde { Y } \\) is uniformly bounded, taking the limit \\( T \\to \\infty \\) gives \\( \\tilde { \\lambda } \\) = 0, so that \\( \\lambda = \\lambda ^ { \\prime } \\). Substituting back into (4.5) and taking an \\( \\mathbb { E } _ { \\mathbb { O } } [ \\, \\cdot \\, | \\, \\mathcal { F } _ { 0 } ] \\)] expectation gives\n\n\\[ \\mathbb { E } _ { \\mathbb { Q } } { \\left[ \\tilde { Y } _ { T } \\mid \\mathcal { F } _ { 0 } \\right] } = \\tilde { Y } _ { 0 } . \\eqno ( 4 . 6 ) \\]\n\nSuppose further that \\( Y ^ { \\prime } \\) and \\( Z ^ { \\prime } \\) are Markovian and do not depend on t, so that in particular there exists a function \\( v ^ { \\prime } : \\mathcal { X } \\rightarrow \\mathbb { R } \\) such that \\( Y _ { t } ^ { \\prime } \\, = \\, v ^ { \\prime } ( X _ { t } ) \\). Then the measure Q may be taken to be the measure given by Lemma 4.1, so that X is still a uniformly ergodic Markov chain under Q. Writing \\( \\tilde { \\pi } \\) for the ergodic measure of X under Q, it follows from (4.6) that, for any \\( x \\in \\mathcal { X } \\),\n\n\\[ v ( x ) - v ^ { \\prime } ( x ) = \\operatorname* { l i m } _ { T \\to \\infty } \\mathbb { E } _ { \\mathbb { Q } } \\big [ \\tilde { Y } _ { T } \\, \\big | \\, X _ { 0 } = x \\big ] = \\int _ { \\mathcal { X } } \\big ( v ( y ) - v ^ { \\prime } ( y ) \\big ) d \\tilde { \\pi } ( y ) . \\]\n\nSince the right hand side is independent of x, we see that \\( v ( x ) = v ^ { \\prime } ( x ) + c \\) for all x, and hence that \\( Y _ { t } = Y _ { t } ^ { \\prime } + c \\), for some \\( c \\in \\mathbb { R } \\). In particular, if \\( v ^ { \\prime } ( x _ { 0 } ) = 0 \\), then \\( c \\) = 0, and hence \\( Y = Y ^ { \\prime } \\) up to indistinguishability.\n\nWith \\( \\tilde { \\lambda } \\) = 0 and \\( \\tilde { Y } _ { t } = c = \\tilde { Y } _ { t + 1 } \\), we deduce from the one-step dynamics of \\( \\tilde { Y } \\) that \\( \\tilde { Z } _ { t } ^ { * } M _ { t + 1 } = 0 , \\) and hence that \\( Z \\sim _ { M } Z ^ { \\prime } \\)."} +{"pdf_name": "9322382_152.pdf", "language": "en", "markdown": "Summer Universiade (2011年世界大學生夏季運動會) in Shenzhen, the 12th National Games of the PRC (中華人民共和國第十二屆運動會) in Liaoning province in 2013, the 2014 Youth Olympic Games in Nanjing and the 1st National Youth Games of the PRC(第一届全國青年運動會) in Fujian province in 2015. According to the Frost & Sullivan Report, our live sports broadcasting services were ranked second with a 25.0% market share in China in terms of revenue in 2015. In 2013, 2014 and 2015, the revenue we derived from live sports broadcasting service was approximately RMB20.3 million, RMB9.1 million and RMB14.0 million, respectively, representing approximately 4.0%, 2.2% and 2.3%, respectively, of our total revenue for the same periods.\n\n• Graphics template design. We provide standard templates for TV programs, such as score-displaying graphics for sports game shows, as part of our graphics creation system product and our solutions containing this product. Some customers engage us to design or customize graphics templates for their digital video programs when these standard templates are insufficient to meet their needs.\n\n• Digitization and cataloging of media asset. We use our media asset management products and solutions to help TV broadcasters digitize and catalog their analog media content on project-by-project basis. We have also started serving other types of customers such as publishers and archives to digitize their collections of paper-based documents.\n\n• System maintenance. We provide long-term, on-site system maintenance services on project-by-project basis to customers who have installed our solutions. When providing these services, we are able to uncover opportunities to improve our solutions and products and help customers uncover their potential need for system expansion, upgrades and additional solutions and products.\n\nThe following illustrates our selected services described above."} +{"pdf_name": "9322382_153.pdf", "language": "en", "markdown": "# Our Products\n\nOur products combine our proprietary software with third-party hardware configured to our specifications to help our customers process digital video content after its capture and ingestion. Our products focus on providing certain key functionalities of digital video post-production, and primarily include:\n\n• Video editing systems that edit digital video of news, advertisements, channel labels, banners and captions. The video editing system is one of our principal products and a key component in many of our solutions. Our Himalaya-series video editing systems are able to address our customers’ technological needs at various levels, ranging from sophisticated, high-end editing to entry-level, basic editing. Our video editing systems support real-time editing, multi-format video editing, integrated subtitle editing, special video and audio effects management, and have a user-friendly editing interface and numerous other features.\n\n• Graphics creation systems that generate graphics and texts and integrate them into news, sports broadcasting, weather forecasts, TV shows and other TV programs and movies. Our Mariana-series graphics creation systems offer high-performance and real-time text and graphic rendering capability, easy-to-use editing and playback features and tools to allow for independent creations of a wide variety of TV shows that are well-suited to meet the demands of professional broadcasters today. According to the Frost & Sullivan Report, Mariana-series is the first domestically developed graphics creation system in China. We have also recently developed a meteorological graphics system under the brand “Tianmu”(“天目”) that we market to local government meteorological bureaus. To meet the demand of professional meteorology broadcasting, Tianmu offers its users the ability to quickly store and integrate real-time weather data from the source and accurately generate a rich array of texts, images and 3D animations to simulate and present various kinds of climate and weather effects for our customers. According to the Frost & Sullivan Report, our graphics creation systems had an industry-leading market share of 25.2% in China in terms of 2015 revenue. In 2013, 2014 and 2015, the revenue we derived from the sale of our graphics creation systems was approximately RMB35.8 million, RMB26.1 million and RMB38.2 million, respectively, representing approximately 7.1%, 6.4% and 6.3%, respectively, of our total revenue for the same periods.\n\n• Visual effects and video compositing systems that edit and compose video content during post- production to create special visual effects such as motion detection and tracking, color correction and 3D-space compository. In 2010, we launched our Dunhuang-series visual effects and video compositing system, which is the first domestically developed system of its kind in China according to the Frost & Sullivan Report. Compared to traditional video editing systems, the Dunhuang-series has a more comprehensive and advanced set of functions targeting more sophisticated, high-end customers."} +{"pdf_name": "3448981_107.pdf", "language": "en", "markdown": "# 4. SEGMENT INFORMATION\n\nThe Group has three reportable segments. The segments are managed separately as each business offers different products or provides different services and requires different business strategies.\n\nThe following summary describes the operations in each of the Group’s reportable segments:\n\n
QR code business segment— Provision of QR code on product packaging and solutions and advertising \ndisplay services
Packaging products segment— Manufacture and sale of watch boxes, jewellery boxes, eyewear cases, bags \nand pouches and display units
Treasury investment segment— Investments and trading in securities and money lending
\n\nManagement monitors the results of the Group’s operating segments separately for the purpose of making decisions about resources allocation and performance assessment. Segment performance is evaluated based on reportable segment profit or loss, which is a measure of adjusted profit or loss before tax. The adjusted profit or loss before tax is measured consistently with the Group’s profit or loss before tax except that finance costs, share of results of a joint venture and an associate and head office and corporate income and expenses are excluded from such measurement.\n\nThere was no inter-segment sale or transfer during the year (2017: Nil). Central revenue and expenses are not allocated to the operating segments as they are not included in the measure of the segments’ results that is used by the chief operating decision makers for assessment of segment performance."} +{"pdf_name": "3448981_108.pdf", "language": "en", "markdown": "# 4. SEGMENT INFORMATION (Continued)\n\n
QR code businessPackaging productsTreasury investmentTotal
20182017201820172018201720182017
HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000
Gr’oups revenue73,40578,791276,225318,656447500350,077397,947
Fair value losses on financial\nassets at fair value through\nprofit or loss held for trading,\nnet––––(1,307)(80,248)(1,307)(80,248)
Segment revenue73,40578,791276,225318,656(860)(79,748)348,770317,699
Segment results(195,734)(157,723)8,42325,947(890)(79,874)(188,201)(211,650)
Corporate and unallocated \nincome, gains and losses5,696(5,978)
Corporate and unallocated \nexpenses(34,957)(28,656)
Share of result of a joint venture192,990
Share of result of an associate7,276–
Finance costs(41,807)(5,693)
Loss before tax(251,974)(248,987)
\n\n
QR code businessPackaging productsTreasury investmentTotal
20182017201820172018201720182017
HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000HK$’000
Other segment information:
Capital expenditure
– operating segment44,93551,379393,662––44,97455,041
– unallocated1325
44,98755,066
Interest income
– operating segment8491602846––877206
– unallocated10,6102
11,487208
Depreciation
– operating segment18,9417,4221,7191,518––20,6608,940
– unallocated910
20,6698,950
Amortisation7,838435––––7,838435
Loss/(gain) on disposal of \nproperty, plant and equipment2,3851,633–(190)––2,3851,443
Impairment of property,\nplant and equipment40,718–––––40,718–
Impairment loss of\ntrade receivables, net2,01617–49––2,01666
Impairment loss of goodwill37,023104,664––––37,023104,664
"} +{"pdf_name": "2122297_75.pdf", "language": "en", "markdown": "31.1 Certification by Jeffrey A. Stoops, Chief Executive Officer, pursuant to Section 302 of the Sarbanes­Oxley Act of 2002.\\*\n\n31.2 Certification by Brendan T. Cavanagh, Chief Financial Officer, pursuant to Section 302 of the Sarbanes­Oxley Act of 2002.\\*\n\n32.1 Certification by Jeffrey A. Stoops, Chief Executive Officer, pursuant to Section 906 of the Sarbanes­Oxley Act of 2002. \\*\\*\n\n32.2 Certification by Brendan T. Cavanagh, Chief Financial Officer, pursuant to Section 906 of the Sarbanes­Oxley Act of 2002. \\*\\*\n\n101.INS XBRL Instance Document.\\*\n\n101.SCH XBRL Taxonomy Extension Schema Document.\\*\n\n101.DEF XBRL Taxonomy Extension Definition Linkbase Document.\\*\n\n101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.\\*\n\n101.LAB XBRL Taxonomy Extension Label Linkbase Document.\\*\n\n101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.\\*\n\n† Management contract or compensatory plan or arrangement.\n\n\\* Filed herewith.\n\n\\*\\* Furnished herewith.\n\n# ITEM 16. FORM 10­K SUMMARY\n\nNone."} +{"pdf_name": "2122297_76.pdf", "language": "en", "markdown": "# SIGNATURES\n\nPursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.\n\nSBA COMMUNICATIONS\n\nCORPORATION\n\nBy:/s/ Jeffrey A. Stoops\n\nJeffrey A. Stoops\n\nChief Executive Of icer and\n\nPresident\n\nDate: March 1, 2018\n\nPursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.\n\n
SignatureTitleDate
/s/ Steven E. Bernstein \nSteven E. BernsteinChairman of the Board of DirectorsMarch 1, 2018
/s/ Jeffrey A. Stoops \nJeffrey A. StoopsChief Executive Officer and President \n(Principal Executive Officer)March 1, 2018
/s/ Brendan T. Cavanahg \nBrendan T. CavanahgChief Financial Officer and Executive Vice President \n(Principal Financial Officer)March 1, 2018
/s/ Brian D. Lazarus \nBrian D. LazarusChief Accounting Officer and Senior Vice President \n(Principal Accounting Officer)March 1, 2018
/s/ Brian C. Carr \nBrian C. CarrDirectorMarch 1, 2018
/s/ Mary S. Chan \nMary S. ChanDirectorMarch 1, 2018
/s/ Duncan H. Cocroft \nDuncan H. CocroftDirectorMarch 1, 2018
/s/ George R. Krouse Jr. \nGeorge R. Krouse Jr.DirectorMarch 1, 2018
/s/ Jack Langer \nJack LangerDirectorMarch 1, 2018
/s/ Kevin L. Beebe \nKevin L. BeebeDirectorMarch 1, 2018
"} +{"pdf_name": "2124358_44.pdf", "language": "en", "markdown": "# Genuine Parts Company and Subsidiaries\n\nConsolidated Statements of Income and Comprehensive Income\n\n
Year Ended December 31
201720162015
(In Thousands, Except per Share Amounts)
Net sales$ 16,308,801$ 15,339,713$ 15,280,044
Cost of goods sold11,402,40310,740,10610,724,192
Gross marign4,906,3984,599,6074,555,852
Operating expenses:
Selling, administrative, and other expenses3,705,1363,370,8333,277,390
Depreciation and amortization167,691147,487141,675
Provision for doubtful accounts13,93211,51512,373
Total operating expenses3,886,7593,529,8353,431,438
Non­operating expenses (income) :
Interest expense41,48621,08421,662
Other(31,115)(25,652)(20,929)
Total non­operating expenses (income)10,371(4,568)733
Income before income taxes1,009,2681,074,3401,123,681
Income taxes392,511387,100418,009
Net income$ 616,757$ 687,240$ 705,672
Basic net income per common share$ 4.19$ 4.61$ 4.65
Diluted net income per common share$ 4.18$ 4.59$ 4.63
Weihgted average common shares outstanding147,140149,051151,667
Dilutive effect of stock options and nonvested restricted stock awards561753829
Weihgted average common shares outstandinilg — assuming dution147,701149,804152,496
Net income$ 616,757$ 687,240$ 705,672
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment137,694(8,957)(207,986)
Net investment hedge, net of income taxes of 2017 — $9,711(17,388)——
Pension and postretirement benefit adjustments, net of income taxes of 2017\n— ($20,539); 2016 — $50,144; 2015 — $5,33540,123(73,446)(2,421)
Other comprehensive income (loss), net of tax160,429(82,403)(210,407)
Comprehensive income$ 777,186$ 604,837$ 495,265
\n\nSee accompanying notes."} +{"pdf_name": "2124358_45.pdf", "language": "en", "markdown": "# Genuine Parts Company and Subsidiaries\n\nConsolidated Statements of Equity\n\n(In Thousands, Except Share and per Share Amounts)\n\n
Common StockAdditional\nPaid­In\nCaiptalAccumulated\nOther\nComprehensive\nLossRetained\nEarningsTotal\nParent\nEquityNon-\ncontrolling\nInterests in\nSubsidiariesTotal\nEquity
SharesAmount
Balance at January 1, 2015153,113,042$ 153,113$ 26,414$ (720,211)$ 3,841,932$ 3,301,248$ 11,116$ 3,312,364
Net income————705,672705,672—705,672
Other comprehensive loss,\nnet of tax———(210,407)—(210,407)—(210,407)
Cash dividends declared,\n$2.46 per share————(372,840)(372,840)—(372,840)
Share­based awards\nexercised, including tax\nbenefit of $7,024229,958230(2,778)——(2,548)—(2,548)
Share­based compensation���—17,717——17,717—17,717
Purchase of stock(3,261,526)(3,262)——(289,013)(292,275)—(292,275)
Noncontrolling interest\nactivities——————1,5591,559
Balance at December 31, 2015150,081,474150,08141,353(930,618)3,885,7513,146,56712,6753,159,242
Net income————687,240687,240—687,240
Other comprehensive loss,\nnet of tax———(82,403)—(82,403)—(82,403)
Cash dividends declared,\n$2.63 per share————(391,852)(391,852)—(391,852)
Share­based awards\nexercised, including tax\nbenefit of $12,021340,703341(4,467)——(4,126)—(4,126)
Share­based compensation——19,719——19,719—19,719
Purchase of stock(2,011,755)(2,012)——(179,405)(181,417)—(181,417)
Noncontrolling interest\nactivities——————953953
Balance at December 31, 2016148,410,422148,41056,605(1,013,021)4,001,7343,193,72813,6283,207,356
Net income————616,757616,757—616,757
Other comprehensive\nincome, net of tax———160,429—160,429—160,429
Cash dividends declared,\n$2.70 per share————(396,891)(396,891)—(396,891)
Share­based awards\nexercised, including tax\nbenefit of $3,134131,232132(5,371)——(5,239)—(5,239)
Share­based compensation——16,892——16,892—16,892
Purchase of stock(1,889,039)(1,889)——(171,635)(173,524)—(173,524)
Noncontrolling interest\nactivities——————38,37638,376
Balance at December 31, 2017146,652,615$ 146,653$ 68,126$ (852,592)$ 4,049,965$ 3,412,152$ 52,004$ 3,464,156
\n\nSee accompanying notes."} +{"pdf_name": "2584206_95.pdf", "language": "en", "markdown": "# 18. FILM RIGHTS AND FILMS AND TV PROGRAMMES UNDER PRODUCTION (continued)\n\n
Film and TV\nprogrammes\nrightsFilms and TV\n programmes\nunder \nproductionTotal
HK$’000HK$’000HK$’000
31 December 2015
Cost:
At 1 January 20157,958—7,958
Additions—41,11741,117
Disposals(10,276)—(10,276)
Transfer to films and TV programmes rights38,634(38,634)—
At 31 December 201536,3162,48338,799
Accumulated amortisation:
At 1 January 20157,366—7,366
Disposals(7,366)—(7,366)
At 31 December 2015———
Carrying amount36,3162,48338,799
\n\nFor the purpose of impairment testing, film rights have been allocated to the cash generating unit of movies, TV programmes and internet contents operation.\n\nIn light of the circumstances of film industry, the Group regularly reviewed its library of film rights to assess the marketability of film rights and the corresponding recoverable amounts.\n\nAt 31 December 2016 and 2015, the directors of the Company believe that any reasonably possible change in the key assumptions on which the recoverable amounts would not cause the carrying amounts of the films and TV programmes rights exceed the aggregate recoverable amounts.\n\nDuring the year ended 31 December 2016, there is an impairment loss of approximately HK\\$6,004,000 recognised in respect of films and TV programmes under production, based on contractual cash flows less cost to sell which solely related to the Group’s TV programmes under production and distribution activities based in Mainland China."} +{"pdf_name": "2584206_96.pdf", "language": "en", "markdown": "# 19. INVESTMENT IN FILM\n\nDuring the year ended 31 December 2016, the Group has one (2015: Nil) film investment agreement at a total contract amount of HK\\$16,750,000 (2015: Nil). The investment is governed by the relevant agreement entered into between the Group and the production house whereby the Group is entitled to a fixed rate of return at 15% per annum on the principal amount. Investment income of HK\\$1,982,000 was recognised by the Group.\n\n# 20. AMOUNTS DUE FROM RELATED COMPANIES\n\nOn 21 December 2015, Young Film Culture Media Company Limited (“Young Film”), a subsidiary of the Company, entered into a master services agreement (the “Master Services Agreement”) with青島年青時候影視文化傳媒有限公司 (Qingdao Young Times Video Cultural Media Company Limited) (“Qingdao Young Times”) which is controlled by Ms. Shang Na, a member of the key management personnel of the Group, pursuant to which Qingdao Young Times shall provide to Young Film services including the production and promotion of movies, TV dramas and programmes as requested by the Group for a term of three years from the date of the Master Services Agreement. The services under the Master Services Agreement shall be charged on a cost basis (as incurred by Qingdao Young Times). For more details of the Master Services Agreement, please refer to the announcement of the Company dated 21 December 2015.\n\nAs at 31 December 2016, included in amounts due from related companies was an amount of approximately HK\\$45,440,000 (2015: HK\\$24,000,000) advanced by the Group to Qingdao Young Times for the services under the Master Services Agreement.\n\n# 21. PREPAYMENTS, DEPOSITS AND OTHER RECEIVABLES\n\n
20162015
HK$’000HK$’000
Deposits5,7182,569
Prepayments20,79312,268
Other receivables19,19811,373
Impairment(6,374)—
39,33526,210
\n\nAs at 31 December 2016, except for fully impaired other receivables of HK\\$6,374,000 (2015: Nil), none of the above assets is either past due or impaired. The financial assets included in the above balances relate to receivables for which there was no recent history of default."} +{"pdf_name": "2531277_45.pdf", "language": "en", "markdown": "(4) to consider any significant or unusual items that are, or may need to be, reflected in the reports and accounts, it should give due consideration to any matters that have been raised by the Company’s staff responsible for the accounting and financial reporting function, compliance officer or auditors;\n\n(5) to review the Company’s financial controls, and unless expressly addressed by a separate Board risk committee, or by the Board itself, to review the Company’s risk management and internal control systems;and\n\n(6) to discuss the risk management and internal control systems with management to ensure that management has performed its duty to have effective systems.\n\nThe written terms of reference of the Audit Committee are available on the websites of the Stock Exchange and the Company.\n\nFrom the Listing Date and up to 31 December 2017, two Audit Committee meetings were held. Save as Mr. Yang Zhongkai who only attended one meeting, all the members of the Audit Committee attended all two meetings. At the meetings, the Audit Committee reviewed the annual report for 2016 with external auditors, the interim results for 2017, the activities of the Group’s internal control functions and also reviewed and approved the arrangement of the annual audit work and then proposed the recommendations to the Board.\n\n# Remuneration Committee\n\nThe Remuneration Committee comprises three members, including two independent non-executive Directors namely Mr. Yang Zhongkai (chairman), Mr. Shi Weixing and one executive Director namely Mr. Peng TB.\n\nThe principal duties of the Remuneration Committee include but not limited to the following:\n\n1. to make recommendations to the Board on the Company’s policy and structure for all remuneration of the Directors and senior management and on the establishment of a formal and transparent procedure for developing policy on such remuneration;\n\n2. to review and approve management’s remuneration proposals with reference to corporate goals and objectives of the Board;\n\n3. to determine the remuneration packages of individual executive Directors and senior management. These include benefits in kind, pension rights and compensation payments, including any compensation payable for loss or termination of their office or appointment;\n\n4. to make recommendations to the Board on the remuneration of non-executive Directors;"} +{"pdf_name": "2531277_46.pdf", "language": "en", "markdown": "5. to consider salaries paid by comparable companies, time commitment and responsibilities and employment conditions elsewhere in the Group;\n\n6. to review and approve compensation payable to executive Directors and senior management for any loss or termination of office or appointment to ensure that it is consistent with contractual terms and is otherwise fair and not excessive;\n\n7. to review and approve compensation arrangements relating to dismissal or removal of Directors for misconduct to ensure that they are consistent with contractual terms and are otherwise reasonable and appropriate;\n\n8. to ensure that no Director or any of his/her associates (as defined in the Listing Rules) is involved in deciding his/her own remuneration; and\n\n9. to report back to the Board on their decisions or recommendation, unless there are legal or regulatory restrictions on their ability to do so (such as a restriction on disclosure due to regulatory requirements).\n\nThe written terms of reference of the Remuneration Committee are available on the websites of the Stock Exchange and the Company.\n\nFrom the Listing Date and up to the year ended 31 December 2017, one Remuneration Committee meeting was held. Save as Mr. Yang Zhongkai, all the members of the Remuneration Committee attended the meeting. At the meeting, the Remuneration Committee reviewed remuneration of the Directors and senior management, and thought that the remunerations of whom were reasonable and appropriate.\n\n# Nomination Committee\n\nThe Nomination Committee currently comprises three members, including two independent non-executive Directors namely Mr. Shi Weixing (chairman), Mr. Yang Zhongkai and one executive Director namely Mr. Peng YH.\n\nThe principal duties of the Nomination Committee include the following:\n\n1. to review the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and make recommendations on any proposed changes to the Board to complement the Company’s corporate strategy;\n\n2. to identify individuals suitably qualified to become Board members and select or make recommendations to the Board on the selection of individuals nominated for directorships;\n\n3. to assess the independence of independent non-executive Directors;\n\n4. to make recommendations to the Board on the appointment or reappointment of Directors and the succession planning for Directors, in particular the chairman and the chief executive officer; and\n\n5. to review the Board diversity policy.\n\nThe Nomination Committee assesses the candidate or incumbent on criteria such as integrity, experience, skill and ability to commit time and effort to carry out the duties and responsibilities. The recommendations of the Nomination Committee will then be put to the Board for decision. The written terms of reference of the Nomination Committee are available on the websites of the Stock Exchange and the Company."} +{"pdf_name": "20780351_314.pdf", "language": "en", "markdown": "# EXHIBIT A\n\n# REGISTRATION RIGHTS\n\n1. Applicability of Rights. The Holders (as defined below) shall be entitled to the following rights only with respect to any potential public offering of the Company’s Shares in the United States. The rights provided hereunder shall terminate with respect to any Holder, at the earlier of (a) eight years after the Company’s IPO and (b) if all Registrable Securities held by such Holder may then be sold without registration in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act.\n\n2. Definitions. In this Agreement, in addition to those defined in the context, the following expressions shall have the following meanings:\n\n“ADSs” means American Depositary Shares representing the relevant number of the Company’s ordinary shares.\n\n“Form F-3” mean such respective form under the Securities Act as is in effect on the date hereof or any successor registration form under the Securities Act subsequently adopted by the SEC which permits inclusion or incorporation of substantial information by reference to other documents filed by the Company with the SEC.\n\n“Holder” means any Person owning of record Registrable Securities that have not been sold to the public or pursuant to Rule 144 promulgated under the Securities Act or any permitted assignee of record of such Registrable Securities to whom rights under this Agreement have been duly assigned in accordance with this Agreement.\n\nFor purposes of this Section 2, “Holder”, the term “Holder” means any Person owning or having the rights to acquire Registrable Securities or any permitted assignee of record of such Registrable Securities to whom rights under this Section 2 have been duly assigned in accordance with this Agreement.\n\n“register,” “registered,” and “registration” refer to a registration effected by preparing and filing a registration statement in compliance with the Securities Act, and the declaration or ordering of effectiveness of such registration statement.\n\n“Registrable Securities” means (1) any Ordinary Shares of the Company issued or to be issued pursuant to the conversion of any Preference Shares;(2) any Ordinary Shares of the Company issued or issuable upon the conversion or exercise of any warrant, right or other security which is issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, any Preference Shares described in clause (1) of this definition; and (3) any other Ordinary Shares of the Company owned or hereafter acquired by holders of Preference Shares. Notwithstanding the foregoing, “Registrable Securities” shall exclude any Registrable Securities sold by a Person in a transaction in which rights under this Agreement are not assigned in accordance with this Agreement or any Registrable Securities sold in a public offering, whether sold pursuant to Rule 144 promulgated under the Securities Act, or in a registered offering, or otherwise."} +{"pdf_name": "20780351_315.pdf", "language": "en", "markdown": "“Registrable Securities then outstanding” means the number of Ordinary Shares of the Company that are Registrable Securities and are then issued and outstanding or are issuable upon conversion of Preference Shares then issued and outstanding, or issuable upon conversion or exercise of any warrant, right or other security then outstanding.\n\n“SEC” or “Commission” means the U.S. Securities and Exchange Commission.\n\n# 3. Demand Registration.\n\n(a) Request by Holders. If the Company shall at any time after the earlier of (i) the third (3rd) anniversary of the date of this Agreement and (ii) the expiry of six (6) months after a Qualified IPO receive a written request from the Holders of at least 15% of the Registrable Securities that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3, then the Company shall, within ten (10) Business Days of the receipt of such written request, give written notice of such request (“Request Notice”) to all Holders, and use all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders (including other Shareholders who so) request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request Notice, subject only to the limitations of this Section 3; provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must have a market value in excess of US\\$50,000,000 (or, in the case of an initial public offering, US\\$200,000,000); provided, further, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3 or Section 5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 4(a)."} +{"pdf_name": "8405455_13.pdf", "language": "en", "markdown": "# PRC GOVERNMENTAL AUSTERITY MEASURES IN THE PROPERTY MARKET\n\nThe PRC government has recently introduced certain new policies which are intended to control the substantial increases in property prices in the PRC. These policies can be classified into four categories: (i) restrictions on speculation activities of real estate developers; (ii) limitations on financing land grant consideration payment; (iii) restrictions on speculation activities of residential property buyers; and (iv) encouragement of the PRC government in the purchase of small-size units and construction of affordable housing. For details of the aforesaid regulations, please refer to the section headed “Regulation — Impact of the PRC Governmental Austerity Measures” in this prospectus.\n\nOur Directors are of the view that these policies did not and would not have any material adverse impact on our business operations on the basis that (i) there was no adverse impact on the average contract prices for the pre-sale of our residential properties at Golden Wheel Star City and our commercial properties at Golden Wheel Time Square during the year ended 31 December 2011 and the six months ended 30 June 2012; (ii) we had not encountered any difficulty in obtaining bank loans during the year ended 31 December 2011 and the six months ended 30 June 2012; and (iii) the residential units within our integrated commercial projects are positioned for mass market home buyers in Jiangsu and Hunan provinces. As of 30 September 2012, approximately 29,347 sq.m., or 81%, of the total GFA available for sale of our residential properties (completed and under development) were categorized as small to medium-sized ordinary commodity houses under the relevant PRC laws and regulations, which will remain as our focus for residential property development. We believe this particular residential market segment has more stable and consistent demand, higher affordability attributable to a lower purchase price in our target markets as compared to luxury residential developments which target higher income households and property investors in these markets.\n\nHowever, it is difficult to ascertain the full extent of the impact of these measures on the performance of our Group or to accurately estimate the sales volume and turnover of our Group as if such measures had not been introduced. Our Directors confirm that we had not experienced any material cancellation of sales during the Track Record Period and up to the Latest Practicable Date. As advised by our PRC legal advisors, Jun He Law Offices, there has been no material changes in the PRC laws and regulations, regardless at state level or in Nanjing, Yangzhou and Zhuzhou, in the recent months to increase regulation over pre-sale activities of property developers, or to tighten measures to limit bank financing including buying-off plan pre-financing.\n\n# HISTORICAL NON-COMPLIANCE INCIDENTS\n\nWe failed to fully comply with certain applicable PRC laws and regulations, which had resulted in certain non-compliance incidents during the Track Record Period, including (i) late completion of Nanjing Jade Garden and Golden Wheel Star Plaza, (ii) delivery of certain property units of Golden Wheel Time Square before passing the construction completion examination, (iii) failure to complete lease registration for certain leased properties of Golden Wheel Time Square, (iv) failure to make housing fund contributions for certain employees, and (v) granting loans to Nanjing Golden Wheel Real Estate, our then related company (which became our wholly-owned subsidiary on 18 June 2012). We had rectified all the other non-compliance incidents as of the Latest Practicable Date, except for the late completion of Nanjing Jade Garden and Golden Wheel Star Plaza. As a result, we may be subject to a maximum fine of approximately RMB22.4 million and the relevant authorities may forfeit part of the land on which the constructions has not been completed by their respective deadlines without any payment to us. For details of the reasons for these non-compliance incidents and the corresponding remedial and preventive measures, please refer to the sections headed “Risk Factors — We may not be able to meet our project development schedules and complete our projects on time, or at all” and “Business — Regulatory Compliance” in this prospectus."} +{"pdf_name": "8405455_14.pdf", "language": "en", "markdown": "# SUMMARY FINANCIAL INFORMATION\n\nWe maintained a profitable operation during the Track Record Period. In 2011, our net profit was RMB513.2 million, representing an increase of 74.9% from RMB293.4 million in 2010. We also had a prudent net debt to equity ratio of 15.0% as of 30 June 2012 as a result of our strict financial disciplines over all aspects of our operations from land acquisition to construction. We intend to continue maintaining a disciplined financial strategy.\n\nThe fair value gains of investment properties accounted for a substantial portion of our net profit during the Track Record Period, which may, however, fluctuate from time to time. For details, please refer to the section headed “Risk Factors — Fair value gains on our investment properties represented a substantial portion of our net profit during the Track Record Period, and the fair value of our investment properties is likely to fluctuate from time to time and may decrease significantly in the future, which may materially and adversely impact our profitability” in this prospectus.\n\n# Selected Consolidated Statements of Comprehensive Income and Statements of Financial Position Line Items\n\n
Year ended 31 December Six months ended 30 June
20092010201120112012
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(unaudited)
Revenue493,800483,524524,495167,230662,351
Gross profit206,154140,992241,06170,068321,781
Changes in fair value of investment properties250,183306,900539,919229,57975,000
Profit and total comprehensive income attributable to:
Owners of the Company263,403280,744498,488187,892198,767
Non-controlling interests15,03312,63214,7058,1347,916
278,436293,376513,193196,026206,683
Profit and total comprehensive income (excluding fair value gains\nand the relevant deferred taxes) attributable to:
Owners of the Company83,27458,894103,44622,554145,443
Non-controlling interests7,5254,3074,8081,2884,990
90,79963,201108,25423,842150,433
\n\n
As of 31 December As of 30 June
2009201020112012
RMB’000 RMB’000 RMB’000 RMB’000
Current assets1,058,4431,421,3781,175,6951,125,256
Current liabilities975,1531,249,9101,178,662756,582
Net current assets (liabilities)83,290171,468(2,967)368,674
Net assets1,354,6311,635,8942,077,3342,640,968
Total assets3,039,7263,800,1164,254,5434,477,322
\n\n# Selected Consolidated Statements of Cash Flows Line Items\n\n
Year ended 31 December Six months ended 30 June
20092010201120112012
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(unaudited)
Net cash from (used in) operating activities26,684261,480134,012118,520(75,434)
Net cash (used in) from investing activities(10,793)(158,269)(99,997)(94,034)16,586
Net cash from (used in) financing activities158,50375,693(225,540)(108,518)(45,404)
Net increase (decrease) in cash and cash equivalents174,394178,904(191,525)(84,032)(104,252)
Cash and cash equivalents at beginning of year/period34,868209,262388,166388,166196,641
Cash and cash equivalents at end of year/period209,262388,166196,641304,13492,389
"} +{"pdf_name": "11782697_14.pdf", "language": "en", "markdown": "# I. DISCUSSION AND ANALYSIS ON THE OPERATIONS\n\nIn 2018, the macro economy basically maintained a stable and positive development trend, while the coal production and economy were in a good state of operation, industry concentration was further improved. The supply and demand in the domestic coal market were booming and balanced as well in general. The supply-side reform drove a continual rise of coal price and better profitability of the industry. Based on its existing strategic development goals, the Company was effectively responsive to market changes for the purpose of advancing its continuous high-quality development.\n\nAs of the end of the reporting period, the Company recorded a total asset of RMB94.551 billion, a revenue of RMB38.017 billion in 2018 and a net profit attributable to owners of the parent company of RMB4.194 billion.\n\n# (I) Coal sector\n\nDuring the reporting period, the Company has realized production of commodity coal of 47.69 million tonnes and sales of coal of 85.99 million tonnes.\n\n# 1. Coal production\n\nDuring the reporting period, the Company completed the optimization and promotion of new processes and new technologies, improved the recovery rate and maximized economic benefits. Meanwhile, the Company focused on deliberating on the coal refining plans for all coal mines and coal washing plants, assisted the reform of production system, diversified the type of commodity coal, and increased lump coal rate, thereby achieving coal refining, cost reduction and efficiency enhancement.\n\n# 2. Coal transportation and sales\n\nIn 2018, the Company strengthened marketing for coal. On the basis of enhancing the key contracted users, the Company brought its sale pace under control through sub-division of coal type, combination of futures and spot, direct supply of orders, container distribution and other new trade modes, optimizing its client structure and gradually releasing new driving forces.\n\n# (II) Railway sector\n\nIn 2018, as driven by the strategy of transportation-sale integration, the Company seized the new opportunities brought by the reform of railway cargo settlement, strengthened the coordination of transportation with sales and storage & shipment management to improve the turnover rate; and established the Gonggou Shipment Station and increased supply. During the reporting period, Zhundong Railway Company and Huzhun Railway Company dispatched 74.20 million tonnes and 32.15 million tonnes of coal, respectively. The traffic volume through the Company’s self-operated railways first exceeded 100 million tonnes with a profit of RMB667 million achieved."} +{"pdf_name": "11782697_15.pdf", "language": "en", "markdown": "# I. DISCUSSION AND ANALYSIS ON THE OPERATIONS (Continued)\n\n# (III)Coal-to-chemicals sector\n\nThe layout of coal-to-chemicals industry is an important strategic move for the Company to extend its industrial chain, achieve transformation and upgrading and enhance its core competitiveness. The “13th Five-Year Plan for Energy Development” clearly states that the pace of development should be rationally controlled, technological innovation and market risk assessment should be strengthened, the conditions for environmental protection accession should be strictly implemented, the deep processing of coal should be developed in order, the upgrading of coal-to-fuel, coal-to-olefin production and other demonstrations should be steadily promoted and the competitiveness and risk-resistance of the project should be enhanced according to the orientation of the National Energy Technology Reserve and Capacity Reserve Demonstration Project. A total of three projects of “Xinjiang Yili”, “Xinjiang Ganquanpu” and “Inner Mongolia Yitai” were selected as key coal liquefaction projects in the “13th Five-Year Plan” for deep processing of coal. The Company has been unswervingly speeding up the approval and construction of coal chemical projects.\n\n# 1. Demonstration project of coal-to-oil production of 0.16 Mtpa\n\nDuring the reporting period, on ensuring the safe and stable production, Coal-to-oil Company optimized its processes and procedures, and enhanced technical innovation so that a total of 0.1943 million tonnes of various types of oil and chemicals were produced during the year. In the meantime, the Company realized the target of inventory-cutting and cost reduction and efficiency improvement via reasonable allocation of inventory materials and enhancement of cost control, and recorded a revenue of RMB894 million and a net profit of RMB31.84 million.\n\nThe 0.05 Mtpa stable light hydrocarbons deep processing project of Coal-to-oil Company achieved a successful trial run, further extending the industry chain and increasing the added value of the products for the Company.\n\n# 2. Project construction\n\nThe 1.2 Mtpa of fine chemicals project of Yitai Chemical completed the transfer from CIP to PPE at the end of September 2018. The Company is actively advancing the engineering settlement and budgeting of the project. During the year, Yitai Chemical recorded a production volume of 0.26 million tonnes of chemicals, and a revenue of RMB1.292 billion and net profit of RMB57.78 million.\n\nIn 2018, as to the second phase of the 2 Mtpa indirect coal-to-liquids conversion pilot project of Coal-to-oil Company, the Company adjusted the product scheme and some process plan for the second phase of the project by focusing on the design optimization and taking into account of the implementation of the project, upper-stream facilities cooperation and construction, investment and financing, product scheme adjustment and other factors.\n\nDuring the reporting period, Yili Energy actively carried out project site management, supporting resource integration and product scheme optimization, continued to promote the financing works and introduction of strategic partners.\n\nDuring the reporting period, Yitai Xinjiang continued to enhance project site management for its energy project, and advanced the approval work for the project in a planned and orderly manner."} +{"pdf_name": "20794136_93.pdf", "language": "en", "markdown": "# Other Net Realized Investment Gains\n\nOther net realized investment gains in 2017 included \\$236 million of net realized investment gains related to equity securities, \\$10 million of net realized investment gains from real estate sales,\\$4 million of net realized gains related to fixed maturity investments and \\$20 million of net realized investment losses related to other investments.\n\nOther net realized investment gains in 2016 included \\$59 million of net realized gains related to fixed maturity investments, \\$14 million of net realized investment gains related to equity securities,\\$7 million of net realized investment gains from real estate sales and \\$17 million of net realized investment gains related to other investments.\n\nOther net realized investment gains in 2015 included \\$81 million of net realized gains related to fixed maturity investments, \\$6 million of net realized investment gains related to equity securities,\\$2 million of net realized investment gains from real estate sales and \\$34 million of net realized investment losses related to other investments. The net realized investment losses related to other investments included \\$26 million of realized foreign exchange translation losses incurred in connection with the Company’s increased ownership of Travelers Participac¸o˜es em Seguros Brasil S.A.\n\n# Other Revenues\n\nOther revenues in all years presented included installment premium charges. Other revenues in 2017 also included revenues from Simply Business, which was acquired in August 2017. Other revenues in 2017 and 2016 also included gains related to the settlement of reinsurance disputes (discussed in more detail in note 16 of notes to the consolidated financial statements). Other revenues in 2016 also included proceeds from the favorable settlement of a claims-related legal matter.\n\n# Claims and Expenses\n\n# Claims and Claim Adjustment Expenses\n\nClaims and claim adjustment expenses in 2017 were \\$17.47 billion, \\$2.40 billion or 16% higher than in 2016, primarily reflecting the impacts of (i) significantly higher catastrophe losses, (ii) higher volumes of insured exposures, (iii) loss cost trends, (iv) lower net favorable prior year reserve development, (v) higher non-catastrophe fire-related losses in Business Insurance and (vi) higher non-catastrophe weather-related losses in Personal Insurance. Catastrophe losses in 2017 primarily resulted from wildfires in California, Hurricanes Harvey, Irma and Maria, and several winter, wind and hail storms throughout the United States.\n\nClaims and claim adjustment expenses in 2016 were \\$15.07 billion, \\$1.35 billion or 10% higher than in 2015, primarily reflecting the impacts of (i) higher volumes of insured exposures, (ii) loss cost trends, (iii) higher catastrophe losses, (iv) lower net favorable prior year reserve development and (v) higher loss estimates in the personal automobile product line for bodily injury liability coverages, partially offset by (vi) lower non-catastrophe fire-related losses and other loss activity in Business Insurance. Catastrophe losses in 2016 primarily resulted from Hurricane Matthew, wind and hail storms in several regions of the United States, flooding in the Southeast region of the United States, wildfires in Canada and Tennessee, and winter storms in the eastern United States. Catastrophe losses in 2015 primarily resulted from wildfires in California, and several winter, wind and hail storms throughout the United States.\n\nFactors contributing to net favorable prior year reserve development during the years ended December 31, 2017, 2016 and 2015 are discussed in more detail in note 7 of notes to the consolidated financial statements."} +{"pdf_name": "20794136_94.pdf", "language": "en", "markdown": "# Significant Catastrophe Losses\n\nThe Company defines a ‘‘catastrophe’’ as an event that:\n\n• is designated a catastrophe by internationally recognized organizations that track and report on insured losses resulting from catastrophic events, such as Property Claim Services (PCS) for events in the United States and Canada; and\n\n• the Company’s estimates of its ultimate losses before reinsurance and taxes exceed a pre-established dollar threshold.\n\nThe Company’s threshold for disclosing catastrophes is primarily determined at the reportable segment level. If a threshold for one segment or a combination thereof is exceeded and the other segments have losses from the same event, losses from the event are identified as catastrophe losses in the segment results and for the consolidated results of the Company. Additionally, an aggregate threshold is applied for International business across all reportable segments. The threshold for 2017 ranged from approximately \\$17 million to \\$30 million of losses before reinsurance and taxes.\n\nThe following table presents the amount of losses recorded by the Company for significant catastrophes that occurred in 2017, 2016 and 2015, the amount of net unfavorable (favorable) prior year reserve development recognized in 2017 and 2016 for catastrophes that occurred in 2016 and 2015, and the estimate of ultimate losses for those catastrophes at December 31, 2017, 2016 and 2015. For purposes of the table, a significant catastrophe is an event for which the Company estimates its ultimate losses will be \\$100 million or more after reinsurance and before taxes.\n\n
(in millions, pre-tax and net of reinsurance)Losses Incurred /\nUnfavorable (Favorable)\nPrior Year Reserve\nDevelopment for the Year\nEnded December 31, Estimated Ultimate\n Losses at December 31,
201720162015201720162015
2015
PCS Serial Number:
68—Winter storm . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3 $(11)$140 $132 $129 $140
2016
PCS Serial Number:
21—Severe wind and hail storms . . . . . . . . . . . . . . .(2)150 n/a148150 n/a
25—Severe wind and hail storms . . . . . . . . . . . . . . .10168 n/a178168 n/a
2017
PCS Serial Number:
22—Severe wind and hail storms . . . . . . . . . . . . . . .111 n/a n/a111 n/a n/a
32—Severe wind and hail storms . . . . . . . . . . . . . . .210 n/a n/a210 n/a n/a
43—Hurricane Harvey . . . . . . . . . . . . . . . . . . . . . . .254 n/a n/a254 n/a n/a
44—Hurricane Irma . . . . . . . . . . . . . . . . . . . . . . . .187 n/a n/a187 n/a n/a
48—California wildfire—Tubbs fire . . . . . . . . . . . . . .507 n/a n/a507 n/a n/a
\n\nn/a: not applicable.\n\n# Amortization of Deferred Acquisition Costs\n\nAmortization of deferred acquisition costs in 2017 was \\$4.17 billion, \\$181 million or 5% higher than in 2016. Amortization of deferred acquisition costs in 2016 was \\$3.99 billion, \\$100 million or 3% higher than in 2015. Amortization of deferred acquisition costs is discussed in more detail in the segment discussions that follow."} +{"pdf_name": "9252114_278.pdf", "language": "en", "markdown": "(3) Times International is wholly-owned by Honour Family. Honour Family is wholly-owned by UBS Trustees as trustee of the Honour Family Trust. Mr. Huang is the settlor of Honour Family Trust. Times Properties is wholly-owned by Mr. Huang. Mr. Wong is the brother of Mr. Huang and both Mr. Wong and Mr. Huang have agreed to act in concert with each other. Each of Times International, Honour Family, UBS Trustees, Times Properties and Mr. Huang is deemed to be interested in the Shares in which TGI is interested.\n\n(4) Sze Kai Fei is the spouse of Mr. Wong. By virtue of the SFO, Sze Kai Fei is deemed to be interested in the Shares in which Mr. Wong is interested.\n\n(5) Fan Huili is the spouse of Mr. Huang. By virtue of the SFO, Fan Huili is deemed to be interested in the Shares held by Mr. Huang.\n\nIf the Over-allotment Option is fully exercised, the beneficial interest of each of TGI, Redco Holdings, Redco Properties, Global Universe, Global Investment, Mr. Wong, Times International, Honour Family, UBS Trustees, Times Properties, Mr. Huang and Ms. Sze Kai Fei will be approximately 72.29%.\n\nSave as disclosed above and in “Appendix IV — Statutory and General Information — C. Further Information about our Directors and Substantial Shareholders”, our Directors are not aware of any person who will, immediately following the completion of the Capitalization Issue and the Global Offering (without taking into account any Shares which may be issued pursuant to the exercise of the Over-allotment Option), have beneficial interests or short positions in any Shares or underlying Shares, which would be required to be disclosed to us under the provisions of Divisions 2 and 3 of Part XV of the SFO, or who is, directly or indirectly interested in 10% or more of the issued voting shares of any member of our Group. Our Directors are not aware of any arrangement which may at a subsequent date result in a change of control of our Company."} +{"pdf_name": "9252114_279.pdf", "language": "en", "markdown": "The following is a description of the authorized and issued share capital of our Company in issue and to be issued as fully paid or credited as fully paid immediately before and following the completion of the Global Offering and the Capitalization Issue (without taking into account any Shares which may be issued pursuant to the exercise of the Over-allotment Option):\n\n
Nominal value
(HK$)
Authorized share cailpta:
1,000,000,000 Shares of HK$0.1 each100,000,000
Issued and to be issued, fully paid or credited as fully paid:
4 Shares in issue as of the date of this document0.4
149,999,996 Shares to be issued lipursuant to the Caiiptazaton Issue14,999,999.6
50,000,000 Shares to be issued under the Global Offering5,000,000
200,000,000 Total20,000,000
\n\n# ASSUMPTIONS\n\nThe above table assumes that the Global Offering becomes unconditional and the Shares are issued pursuant to the Global Offering and Capitalization Issue are made. It takes no account of any Shares which may be allotted and issued pursuant to the exercise of the Over-allotment Option or any Shares which may be issued or repurchased by us pursuant to the general mandates granted to our Directors to issue or repurchase Shares as described below.\n\n# RANKINGS\n\nThe Offer Shares will be ordinary shares in the share capital of our Company and will carry the same rights in all respects with all Shares in issue or to be issued as mentioned in this document and, in particular, will rank in full for all dividends or other distributions declared, made or paid on the Shares in respect of a record date which falls after the date of this document save for the entitlement under the Capitalization Issue.\n\n# GENERAL MANDATES TO ALLOT AND ISSUE AND TO REPURCHASE SHARES\n\nSubject to the Global Offering becoming unconditional, general mandates have been granted to our Directors to allot and issue Shares and to repurchase Shares. See “Statutory and General Information — A. Further Information about Our Company — 4. Written Resolutions of Our Shareholder passed on March 14, 2022” in Appendix IV to this document for details of such general mandates."} +{"pdf_name": "2913910_242.pdf", "language": "en", "markdown": "# IX. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Continued)\n\n# 1. Objective and policies of risk management (Continued)\n\n# (1) Market risks (Continued)\n\n# 2) Interest rate risk\n\nThe risk that changes in interest rate lead to changes in cash flow of the financial instruments of the Company is mainly associated with floating-rate bank borrowings. The Company currently does not have a foreign currency hedging policy to hedge against its exposures. However, the management will closely monitor foreign currency risk and will consider hedging significant foreign currency risk when the risk arises.\n\n# 3) Price risk\n\nThe Company other price risk is mainly concentrated on investments held for trading quoted in the stock exchange of the PRC. The management monitors the price risk exposure and will take appropriate measures should the need arise.\n\n# (2) Credit risk\n\nOn 31 December 2018, the most significant credit risk exposure that might incur financial losses on the Company was mainly attributable to a contractual counterparty’s failure to perform its obligations resulting losses on financial assets of the Company and financial guarantee undertaken by the Company, specific details are set out as follows:\n\nThe carrying amount of financial assets recognised in the consolidated balance sheet: in respect of financial instruments carried at fair value, the carrying amount reflects the risk exposure; however, such amount does not represent the maximum credit exposure which changes in line with future changes in fair value.\n\nIn order to mitigate credit risk, the Company established a committee to be responsible for determining credit limits, approving credit applications and carrying out other monitoring procedures to ensure necessary actions are taken to collect overdue debts. Besides, the Company reassesses the collectability of each amount receivable on an individual basis at each balance sheet date, in order to ensure sufficient bad debt provision is allocated for amounts that are not recoverable. As such, the management of the Company believes the credit risk assumed by the Company has been significantly reduced."} +{"pdf_name": "2913910_243.pdf", "language": "en", "markdown": "# IX. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Continued)\n\n# 1. Objective and policies of risk management (Continued)\n\n# (2) Credit risk (Continued)\n\nThe Company places its liquid funds at banks with relatively higher credit ratings; therefore, the credit risk with respect to liquid funds is low.\n\nSince the Company’s risk exposures are distributed among various contractual parties and various customers, the Group has no significant concentration risk. Top five account receivables in total: RMB341,388,578.27.\n\n# (3) Liquidity risk\n\nThe liquidity risk is the Company’s impossibility to perform its financial obligations after the maturity date. In the management of the liquidity risk, the Company monitors and maintains a level of working capital deemed adequate by the management to perform the Company’s obligations, thus will not cause loss or damage to the reputation of the Company. Moreover, the Company analyses its debt structure and deadline regularly and maintain sufficient fund. The management monitors the utilization of bank borrowings and ensures compliance with loan covenants. In the meanwhile, the management conducts negotiation on financing issues with financial institutions to maintain enough credit limits and mitigate liquidity risk.\n\nThe Company’s main capital source is from bank borrowing. As at 31 December 2018, the unused credit facilities of bank borrowing of the Company was RMB3.270 billion (31 December 2017: RMB3.689 billion), including unused short-term bank borrowings facilities of the Company of RMB3.100 billion (31 December 2017: RMB3.257 billion), representing a significant change as compared to last year, mainly due to the issuance of bonds for financing in this period which results in more remaining credit of bank borrowings."} +{"pdf_name": "11713891_19.pdf", "language": "en", "markdown": "guidance at its 2Q21 results to not less than 25% yoy, from not less than 42.3% yoy (Fig 12).\n\nOneConnect maintained its FY21F net margin guidance at a double-digit percentage point improvement yoy. 2Q21 net margin improved 6.7%-pts yoy, with 1H21 net margin improving 18.5%-pts yoy\n\nRevenue growth has been slowing, from FY18’s 143% yoy to FY20’s 42% yoy and 1Q21’s 41% yoy. While OneConnect’s revenue relies heavily on Ping An Group and its associate, Lufax, with both of these comprising 65% of total revenues in 1H21, it had been making an effort to expand revenues from other parties.\n\nUnfortunately, the Covid-19 outbreak has made it more difficult to source new customers.\n\nConsequently, OneConnect announced at its 2Q21 results that it has decided to shift its strategy to focus more on existing premium customers, including the ‘premium plus’ segment. OneConnect defines the ‘premium plus’ segment as customers (excluding Ping An Group and its subsidiaries) with annual revenue contribution of at least Rmb1m, which is in contrast with the ‘premium’ segment, which is defined as customers (excluding Ping An Group and its subsidiaries) with annual revenue contribution of at least Rmb100,000.\n\nFigure 22: Revenue by source\n\n
FY17FY18 FY19 FY20 1H204Q191Q20 2Q20 3Q20 4Q201Q212Q21
Revenue by customer (Rmb m)
Ping An Group2365289951,7271,000317228392491616436564
Lufax175387299343165114839588777590
3rd-party customers1714991,0341,242623341270287302383309314
Total5821,4132,3283,3121,7887735817748811,076820968
Mix of revenue by customer
Ping An Group41%37%43%52%56%41%39%51%56%57%53%58%
Lufax30%27%13%10%9%15%14%12%10%7%9%9%
3rd-party customers29%35%44%38%35%44%46%37%34%36%38%32%
Total100%100%100%100%100%100%100%100%100%100%100%100%
Growth yoy
Ping An Group124%89%74%61%40%11%68%105%94%92%44%
Lufax121%-23%15%-8%3%30%44%61%-33%-10%-6%
3rd-party customers192%107%20%12%98%50%29%4%12%14%9%
Total143%65%42%32%51%30%48%51%39%41%25%
\n\nSOURCES: CGS-CIMB RESEARCH, COMPANY REPORTS\n\nFigure 23: Revenue by customer type\n\n
(Rmb m)FY17FY18FY19FY20
Ping An Group2365289951,727
Premium Customers3458651,3061,517
Basic Customers1212768
Total5821,4142,3283,312
Growth yoy
Ping An Group124%89%74%
Premium Customers151%51%16%
Basic Customers1960%33%150%
Total143%65%42%
Mix
Ping An Group41%37%43%52%
Premium Customers59%61%56%46%
Basic Customers0%1%1%2%
Total100%100%100%100%
\n\nSOURCES: CGS-CIMB RESEARCH, COMPANY REPORTS\n\nOneConnect has two main types of revenue: (i) implementation and (ii) transaction-based and support services.\n\nImplementation revenue primarily consists of revenue from customer-specific software development, or customisation services provided to customers for using OneConnect’s platform either via cloud offerings or on-site.\n\nOn the other hand, transaction-based and support services relate to revenue charged to financial institution customers (mainly retail banking) based on the transaction volume generated on OneConnect’s platform. As of FY20, 74% of OneConnect’s revenue was transaction-based, and rose to 79% in 1Q21.\n\nOneConnect has six main sources of transaction-based and support services. Business origination services were previously the most important, comprising 78% of total revenue in FY17. This segment has fallen markedly in importance, contributing only 18% of total revenue in FY20 (and only 12% in 2Q21). Business origination services involved OneConnect assisting financial institutions in acquiring customers for their loans, wealth management products and insurance policies. This is typically via the provision of customer leads, either via their own systems or third-party sources.\n\nThe most important revenue segment at the end of FY20 was operation support services, comprising 32% of revenues in FY20. FY20 growth was an impressive 82% yoy. Operation support services primarily include artificial intelligence (AI) customer services and adjuster and roadside assistance management modules."} +{"pdf_name": "11713891_20.pdf", "language": "en", "markdown": "COVID-19 has also had a negative impact on project implementation and customer usage of OneConnect’s solutions as it has caused delays in project implementation and client interaction.\n\n# Regulatory risk is hurting revenue growth in the near-term\n\nOneConnect operates in an industry where customers face high regulatory risk, with the regulatory environment still evolving. This is especially the case for revenues relating to co-lending or facilitation of loans, which we think a sizeable number of small banks employ to help boost loan growth.\n\nThe revenue segment most at risk from stricter regulations is OneConnect’s business origination segment (13% of revenue in 1H21), in particular those relating to Internet marketing-related services. Some element of operation support (27% of revenues in 1H21), in particular those relating to asset monitoring services, are also impacted. Risk management revenues (11% of revenues in 1H21) are also at risk.\n\nSpecifically, OneConnect has flagged four regulations in Fig 25 that impact its business in two main areas - namely the use of personal data and limits to the geographical expansion of regional banks (namely city commercial banks and rural commercial banks).\n\nFor the use of personal data, the key regulations are Measures for the Administration of Credit Investigation Services (Draft for Comments)（征信业务管理办法 (征求意见稿)）and Measures for Cybersecurity Review (Revision Draft for Comments)（国家互联网信息办公室关于《网络安全审查办法(修订草案征求意见稿)》.\n\nThese state that Internet platforms need authorisation from individuals to collect personal data. This means that Internet platforms collecting personal data are now required to obtain explicit approval from users. As a result, banks have to adjust their way of approaching risk management to ensure compliance with the new regulations.\n\nFor geographical limitations on regional banks, the regulations are Notice on Regulating Personal Deposit Business by Commercial Banks through the Internet (关于规范商业银行通过互联网开展个人存款业务有关事项的通知) and Interim Measures for the Administration of Internet Loans of Commercial Banks(商业银行互联网贷款管理暂行办法).\n\nUnder these two regulations, regional banks are not allowed to carry out any activities beyond branch presence. Also, commercial banks cannot offer deposit products through third-party Internet platforms. This new rule affects new business development through online channels for these regional banks. OneConnect has stopped offering products that are not compliant with the new rules on its platform.\n\nOneConnect quantified the revenue impact of these four regulations, stating at its 2Q21 results that revenue exposure to these regulations was more than Rmb500m in FY20. In 1H21, the actual negative impact to revenues from these regulations was Rmb170m, and stemmed from hits to Internet marketing-related services and asset monitoring services, in particular in 2Q21. OneConnect stated at its 2Q21 analyst briefing that risk management revenues would also be impacted in 2H21F."} +{"pdf_name": "20749936_312.pdf", "language": "en", "markdown": "its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.\n\n# 2.9 Financial assets\n\n# (i) Classification\n\nThe Group classifies its financial assets in the following measurement categories:\n\n• those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and\n\n• those to be measured at amortized cost.\n\nThe classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows.\n\nFor assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.\n\nSee Note 16 for details about each type of financial asset.\n\nThe Group reclassifies debt investments when and only when its business model for managing those assets changes.\n\n# (ii) Measurement\n\nAt initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.\n\n# Debt instruments\n\nSubsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:\n\n• Amortized cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortized cost. A gain or loss on a debt investment that is subsequently measured at amortized cost and is not part of a hedging relationship is recognized in profit or loss when the asset is derecognized or impaired. Interest income from these financial assets is included in finance income using the effective interest rate method.\n\n• Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognized in profit or loss. When the financial asset is derecognized, the cumulative gain or loss previously recognized in OCI is reclassified from equity to profit or loss and recognized in other gains/(losses). Interest income from these financial assets is included in finance income using the effective interest rate method. Foreign exchange gains and losses are presented in other gains and losses and impairment expenses in other expenses."} +{"pdf_name": "20749936_313.pdf", "language": "en", "markdown": "• Fair value through profit or loss: Assets that do not meet the criteria for amortized cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognized in profit or loss and presented net in profit or loss within other gains/(losses) in the period in which it arises.\n\n# Equity instruments\n\nThe Group subsequently measures all equity investments at fair value. Where the Group’s management has elected to present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss following the derecognition of the investment. Dividends from such investments continue to be recognized in profit or loss as other income when the Group’s right to receive payments is established.\n\nChanges in the fair value of financial assets at fair value through profit or loss are recognized in other gain/(losses) in profit or loss as applicable. Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported separately from other changes in fair value.\n\n# (iii) Impairment\n\nThe Group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at amortized cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 3.1(b) details how the Group determines whether there has been a significant increase in credit risk.\n\nFor trade receivables, the Group applies the simplified approach permitted by IFRS 9, that is to measure the loss allowance at the amount equal to lifetime expected credit loss at initial recognition and through its life of the asset. The Group uses practical expedients when estimating life time expected credit losses on trade receivables, which is calculated using a provision matrix where a fixed provision rate applies depending on the number of days that a trade receivable is outstanding.\n\n# 2.10 Trade receivables\n\nTrade receivables are amounts due from third party distribution platforms (“Platforms”) or payment channels for proceeds earned from selling game tokens and other virtual items (Note 21). If collection of trade receivables is expected in one year or less (or in the normal operating cycle of the business if longer), they are classified as current assets. If not, they are presented as non-current assets.\n\nTrade receivables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method, less provision for impairment. See Note 21 for further information about the Group’s accounting for trade receivables and Note 2.9 for a description of the Group’s impairment policies.\n\n# 2.11 Cash and cash equivalents\n\nIn the combined statements of cash flows, cash and cash equivalents include cash in hand and deposits at call with banks and other short-term liquid investments with original maturities of three months or less.\n\n# 2.12 Share capital\n\nOrdinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.\n\n# 2.13 Trade payables\n\nTrade payables represent payment received from game players and to be reimbursed to the game developers. The amounts are unsecured and are usually paid within 30 to 90 days of recognition. Trade payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognized initially at their fair values and subsequently measured at amortized cost using the effective interest method.\n\n# 2.14 Current and deferred income tax\n\nThe income tax expense or credit for the period is the tax payable or recoverable on the current period’s taxable income based on the applicable income tax rate for eachj urisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses."} +{"pdf_name": "8405636_512.pdf", "language": "en", "markdown": "# 21 TRADE RECEIVABLES\n\n
As at 31 DecemberAs at\n30 June
2017201820192020
RMB’000 RMB’000 RMB’000 RMB’000
Trade receivables (Note (a))
– Related parties (Note 34(b)) \u0003\u0003\u0003\u000397,848254,914349,303475,419
– Third parties\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003115,474143,819248,693618,158
213,322398,733597,9961,093,577
Less: allowance for impairment of\ntrade receivables \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003(5,220)(6,130)(11,740)(17,440)
208,102392,603586,2561,076,137
\n\n(a) Trade receivables mainly arise from property management services managed under lump sum basis and value-added services.\n\nProperty management services income under lump sum basis are received in accordance with the term of the relevant property service agreements. Service income from property management services is due for payment by the property owners upon rendering of services.\n\nAs at 31 December 2017, 2018 and 2019 and 30 June 2020, the ageing analysis of the trade receivables based on date of revenue recognition were as follows:\n\n
As at 31 DecemberAs at\n30 June
2017201820192020
RMB’000 RMB’000 RMB’000 RMB’000
Within 1 year \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003178,549352,931502,635958,654
1 to 2 years \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u000322,64627,82343,02491,581
2 to 3 years \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00036,76313,07931,41825,738
3 to 4 years \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00032,9702,40916,84112,506
4 to 5 years \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00031,0511,3793,0403,863
Over 5 years \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00031,3431,1121,0381,235
213,322398,733597,9961,093,577
\n\nAs at 31 December 2017, 2018 and 2019 and 30 June 2020, trade receivables were denominated in RMB, and the fair value of trade receivables approximated their carrying amounts due to short credit term."} +{"pdf_name": "8405636_513.pdf", "language": "en", "markdown": "The Group applies the simplified approach to provide for expected credit losses prescribed by HKFRS 9, which permits the use of the lifetime expected loss provision for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. Movements on the provision for impairment of trade receivables are shown in Note 3.1(b). For the years ended 31 December 2017, 2018 and 2019 and the six months ended 30 June 2020, a provision of RMB1,080,000, RMB910,000 and RMB2,199,000 and RMB5,248,000 was made against the gross amounts of trade receivables. For the year ended 31 December 2019, a provision of RMB3,411,000 was derived from the effect of combination of Chengdu Global Century. For the six months ended 30 June 2020, a provision of RMB452,000 was made against the originally impaired trade receivables from NCPM since the date of acquisition. The provision for impairment increased during the Track Record Period due to the increase of trade receivables.\n\n# 22 PREPAYMENTS AND OTHER RECEIVABLES\n\n
As at 31 DecemberAs at 30 June
2017201820192020
RMB’000RMB’000RMB’000RMB’000
CurrentNon-\ncurrent CurrentNon-\ncurrent CurrentNon-\ncurrent CurrentNon-\ncurrent
Prepayments
– Utilities \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00034,573 –7,637 –5,711 –9,300 –
– Short-term rental\nfees \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003758 –2,692 –5,323 –11,466 –
– Raw materials for\nenigneering and\nmaintenance\nservices\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003– –817 –1,992 –5,451 –
– Deferred listing\nexpenses \u0003\u0003\u0003\u0003\u0003\u0003\u0003––––––2,486 –
– Others\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00031,365 –1,1201,0825,43057013,9582,380
6,696 –12,2661,08218,45657042,6612,380
Other receivables
– Related parties\n(Note 34 (b)) (c) \u0003 \u00033,222 –69,612 –282,262 –81,18856,667
– Loan to a related\nparty (b)\n(Note 34 (b)) \u0003\u0003\u0003\u0003713,200614,600614,600–––––
– Payments on\nbehalf of property\nowners (a) \u0003\u0003\u0003\u0003\u0003\u000312,547 –18,113 –36,995 –49,606 –
– Emlpoyees in\nadvance\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00037,311 –8,982 –11,492 –11,037 –
– Deposits \u0003\u0003\u0003\u0003\u0003\u0003\u00035,488 –6,781 –10,148 –35,0695,863
– Others\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u00035,263 –3,766 –2,185 –2,935 –
747,031614,600721,854 –343,082 –179,83562,530
Less: allowance for\nimpairment of other\nreceivables \u0003\u0003\u0003\u0003\u0003\u0003(803) –(1,428) –(2,095) –(5,756) –
746,228614,600720,426 –340,987 –174,07962,530
Total prepayments and\nother receivables \u0003 \u0003752,924614,600732,6921,082359,443570216,74064,910
"} +{"pdf_name": "2554092_88.pdf", "language": "en", "markdown": "The Vascular Solutions acquisition was financed utilizing borrowings under the amended and restated credit agreement, dated January 20, 2017 (the \"Credit Agreement\"), which is described in Note 8.\n\nThe following table presents the purchase price allocation among the assets acquired and liabilities assumed with respect to the Vascular Solutions acquisition:\n\n
(Dollars in thousands)
Assets
Current assets$ 61,592
Property, plant and equipment45,533
Intangible assets539,250
Goodwill524,872
Other assets728
Total assets acquired1,171,975
Less:
Current liabilities15,079
Deferred tax liabilities181,372
Liabilities assumed196,451
Net assets acquired$ 975,524
\n\nThe goodwill resulting from the Vascular Solutions acquisition primarily reflects synergies currently expected to be realized from the integration of the acquired business and is not fully tax deductible.\n\nThe following table sets forth the components of identifiable intangible assets acquired and the ranges of the useful lives as of the date of the Vascular Solutions acquisition:\n\n
Fair valueUseful life range
(Dollars in thousands)(Years)
Intellectual property$ 248,20010­ 20
In­process research and development (\"IPR&D\")15,600Indefinite
Trade names16,65020
Customer relationships258,80025
\n\n# NeoTract, Inc.\n\nOn October 2, 2017, the Company acquired NeoTract, Inc. (\"NeoTract\"), a medical device company that developed and commercialized the UroLift System, a minimally invasive medical device for treating lower urinary tract symptoms due to benign prostatic hyperplasia, or BPH. The fair value of consideration transferred by the Company was \\$975.2 million, which included initial payments of \\$725.6 million in cash less a favorable working capital adjustment of \\$1.4 million (for which the Company had not yet received payment as of December 31, 2017) and \\$251.0 million in estimated fair value of contingent consideration. The contingent consideration liability represents the estimated fair value of the Company's obligations, under the acquisition agreement, to make four milestone payments of up to \\$375 million in the aggregate if certain sales goals are met. The milestone payments are based on net sales (as defined in the acquisition agreement) for the periods from January 1, 2018 through April 30, 2018 and the years ended December 31, 2018, 2019 and 2020. The fair value of the contingent consideration was estimated using a Monte Carlo valuation approach. See Note 10 for additional information on the fair value measurement of the contingent consideration. The acquisition was financed using borrowings under the Company's revolving credit facility.\n\nFor the year ended December 31, 2017, the Company incurred \\$10.1 million in transaction expenses associated with the NeoTract acquisition, which are included in selling, general and administrative expenses in the consolidated statement of income. For the year ended December 31, 2017, the Company recorded post acquisition revenue and operating loss of\\$39.0 million and \\$13.3 million, respectively, related to NeoTract. Financial information of NeoTract is primarily presented within the newly established Interventional Urology North America operating segment, which is included in the \"all other\" category in the Company's presentation of segment information."} +{"pdf_name": "2554092_89.pdf", "language": "en", "markdown": "The following table presents the purchase price allocation among the assets acquired and liabilities assumed with respect to the NeoTract acquisition:\n\n
(Dollars in thousands)
Assets
Current assets$ 32,887
Property, plant and equipment6,980
Intangible assets763,314
Goodwill341,171
Other assets184
Total assets acquired1,144,536
Less:
Current liabilities13,580
Deferred tax liabilities155,806
Liabilities assumed169,386
Net assets acquired$ 975,150
\n\nThe Company is continuing to evaluate the initial purchase price allocations in connection with its acquisition of NeoTract, and further adjustments may be necessary as a result of the Company's assessment of additional information related to the fair values of the assets acquired and liabilities assumed, primarily deferred tax liabilities, certain intangible assets and goodwill. The goodwill resulting from the NeoTract acquisition primarily reflects the benefit the Company expects to realize from the establishment of new customer relationships and the development of technology resulting from the operation of NeoTract's business. Goodwill arising from the NeoTract acquisition is not tax deductible.\n\nThe following table sets forth the components of identifiable intangible assets acquired and the ranges of the useful lives as of the date of the NeoTract acquisition:\n\n
Fair valueUseful life
(Dollars in thousands)(Years)
Intellectual property$ 492,11815
Trade names161,63725
Customer relationships109,55915
\n\n# Tianjin Medis Medical Device Co. LTD\n\nOn September 15, 2017, the Company acquired certain assets from one of its contract manufacturers, Tianjin Medis Medical Co. LTD (\"Tianjin Medis\"), consisting of substantially all of the assets used by Tianjin Medis to manufacture a line of the Company's laryngeal masks. The aggregate consideration transferred for the assets was \\$21.3 million, which included payments of \\$16.0 million and \\$5.3 million in estimated fair value of contingent consideration. The assets acquired include goodwill and finite­lived intangible assets (consisting of intellectual property, customer relationships and a non­compete agreement) of \\$14.7 million and \\$6.9 million, respectively. The goodwill resulting from the acquisition primarily reflects synergies currently expected to be realized from the integration of the acquired business and is not tax deductible.\n\n# Pyng Medical Corp\n\nOn April 3, 2017, the Company completed the acquisition of Pyng Medical Corp (\"Pyng\"), a medical device company that developed and marketed sternal intraosseous infusion products, which complement the Company's anesthesia product portfolio. The Company acquired all of the issued and outstanding common shares of Pyng utilizing available cash. The aggregate consideration was \\$17.9 million, net of cash acquired. The assets acquired include goodwill and finite­lived intangible assets (primarily intellectual property and customer relationships) of \\$13.0 million and \\$5.5 million, respectively. The goodwill resulting from the acquisition primarily reflects synergies currently expected to be realized from the integration of the acquired business and is not tax deductible."} +{"pdf_name": "9234587_16.pdf", "language": "en", "markdown": "# Revenue\n\nThe Group’s revenue from continuing operations increased by 46.8% quarter-on-quarter from HK\\$7,000 million in the first quarter of 2020 to HK\\$10,277 million in the second quarter of 2020. The following table illustrates the revenue in the second and first quarter of 2020 based on different business:\n\n
Three months ended
30 June 2020\n(unaudited)31 March 2020\n(unaudited)
HK$’000Proportion \nin the total \nrevenueHK$’000Proportion\nin the total \nrevenue
TCL brand TV business
– Overseas6,053,19658.9%4,269,40061.0%
– the PRC2,504,51724.4%1,889,50127.0%
Internet services
– the PRC249,6892.4%146,8852.1%
– Overseas116,0211.1%8,4630.1%
O#thers1,353,98813.2%685,4199.8%
Total revenue10,277,411100.0%6,999,668100.0%
\n\n\\# Others mainly comprises revenue from smart home, smart commercial display and smart AV businesses\n\n# TV Business\n\n# Overseas\n\nRevenue of TCL brand TV increased by 41.8% from HK\\$4,269 million in the first quarter of 2020 to HK\\$6,053 million in the second quarter. The sales volume of TCL brand TV grew by 35.1% from 3.11 million sets in the first quarter of 2020 to 4.20 million sets in the second quarter. The turnaround was attributable to the Group’s active response to the pandemic by swiftly adjusting market strategies and supply capacity which drove up the TV sales.\n\n# The PRC\n\nRevenue of TCL brand TV rose by 32.5% from HK\\$1,890 million in the first quarter of 2020 to HK\\$2,504 million in the second quarter. The sales volume of TCL brand TV increased by 38.2% from 1.16 million sets in the first quarter of 2020 to 1.61 million sets in the second quarter of 2020. The increase was driven by the Group’s active adjustment of distribution sales and introduction of live-streaming sales, offline channel promotion and other types of sales methods, which contributed to impressive online and offline sales performance."} +{"pdf_name": "9234587_17.pdf", "language": "en", "markdown": "The sales volume of TCL brand TV through online distribution channels in the PRC market increased by 70.6% from 510,000 sets in the first quarter of 2020 to 870,000 sets in the second quarter. The offline sales volume increased by 13.9% from 650,000 sets in the first quarter of 2020 to 740,000 sets in the second quarter of 2020. The growth was powered by the Group’s increased investment in marketing resources of online sales and maintenance of advantages of offline sales distribution channels.\n\n# Internet Services\n\n# The PRC\n\nRevenue of the Internet business in the PRC (mainly relevant business of Falcon Network Technology) increased by 70.0% from HK\\$147 million in the first quarter of 2020 to HK\\$250 million in the second quarter. Among which, revenue from membership business, value-added business and advertising business of Falcon Network Technology rose by 12.0%, 363.8% and 23.4% over the previous quarter, respectively. The progress was mainly attributable to Falcon Network Technology’s constant enrichment of platform content and improvement of user experience, which contributed to continuous enhancement of user loyalty. Meanwhile, under the positive influence of homebound life due to the pandemic, more and more consumers chose large-screen TV as the entertainment terminal.\n\n# Overseas\n\nRevenue from overseas Internet business increased by 1,270.9% from HK\\$8 million in the first quarter of 2020 to HK\\$116 million in the second quarter, mainly due to the overseas Internet revenue of the first half in 2020 recognised in the second quarter.\n\n# Gross Profit and Gross Profit Margin\n\nDue to the Group’s efforts in catching up business in the second quarter of 2020, the overall gross profit of the Group increased by 53.2% from HK\\$1,400 million in the first quarter of 2020 to HK\\$2,144 million in the second quarter. Moreover, the gross profit margin in the second quarter of 2020 increased by 0.9 percentage point to 20.9% compared with the first quarter of 2020.\n\n# TV Business\n\n# Overseas\n\nThe gross profit margin of the Group’s TCL brand TV in the overseas markets decreased by 0.8 percentage point from 17.8% in the first quarter of 2020 to 17.0% in the second quarter. The change was mainly attributable to adjustment of regional structure. Rapid growth was seen in the European and emerging markets with high gross profit in the first quarter of 2020, while the business in North America with low gross profit (low expenses) grew fast in the second quarter."} +{"pdf_name": "7490661_252.pdf", "language": "en", "markdown": "# 28 Derivative financial instruments\n\n
Note20202019
HK$’mHK$’m
Derivative financial assets
Cross currency swaps(a)0.234.4
Interest rate swaps(b)1,493.0–
Fuel price swaps–5.6
Foreign currency forward contracts0.6–
Put option(c)478.9–
1,972.740.0
Represented by
Non-current assets1,972.034.4
Current assets0.75.6
1,972.740.0
Derivative financial liabilities
Cross currency swaps(a)(92.9)–
Interest rate swaps(3.6)(15.3)
Fuel price swaps(141.5)(5.3)
Foreign currency forward contracts(0.4)(11.5)
(238.4)(32.1)
Represented by
Non-current liabilities(140.7)(8.3)
Current liabilities(97.7)(23.8)
(238.4)(32.1)
\n\n# (a) Cross currency swaps\n\nAs at 30 June 2020, the Group has certain cross currency swap contracts designated as cash flow hedges against its foreign currency risk in respect of cash flows from certain bond investments and bank loan with total notional amount of US\\$122.9 million (2019: Nil) and HK\\$1,005.7 million (2019: Nil), respectively, and with maturities ranging from 2020 to 2029. These cross currency swap contracts are entered with several counterparties over the counter. The Group seeks to hedge the foreign currency risk by the exchange of payments denominated in targeted currency, and applies a hedge ratio of 1:1. The existence of an economic relationship between the cross currency swap contracts and the highly probable forecast transactions/actual transaction is determined based on their currency amounts and the timing of their respective cash flows. The terms of the cross currency swap contracts have been negotiated to match the terms of the underlying bond investments and bank loan. The cash flow hedges were assessed to be highly effective and the related cumulative losses in the hedge reserve amounted to HK\\$72.9 million (2019: Nil)."} +{"pdf_name": "7490661_253.pdf", "language": "en", "markdown": "# 28 Derivative financial instruments (continued)\n\n# (b) Interest rate swaps\n\nAs at 30 June 2020, the Group’s insurance business has certain forward starting swap contracts designated as cash flow hedges against its interest rate risk in respect of bonds to be purchased in the future. Under the contracts, the Group’s insurance business will be entitled to receive fixed rate of around 4% to 5% per annum, and required to pay floating rate of 3-month LIBOR, in USD published by the British Banker’s Association. The total notional amount was US\\$450.0 million (2019: Nil).The cash flow hedge was assessed to be highly effective and the related cumulative gains in the hedge reserve amounted to HK\\$477.9 million (2019: Nil).\n\nThe Group’s insurance business seeks to hedge the interest rate risk by the exchange of payments benchmarked against the targeted fixed interest rate. The Group’s insurance business applies an approximate hedge ratio of 1:1 and determines the existence of an economic relationship between the forward starting swap contracts and the debt security investments by matching their critical terms, including the reference interest rates and interest payments.\n\nAs at 30 June 2020, the Group’s insurance business received HK\\$1,582.0 million (2019: Nil) cash and bank balance from counterparties (note 39) as collateral which are repayable on demand. Interest is calculated on overnight federal fund rate and payable to counterparties.\n\n# (c) Put option\n\nAs at 30 June 2020, the Group’s insurance business holds a put option to sell or dispose of an equity investment held by the Group, which is classified as financial assets at FVOCI, at a specified price within a specified transaction period. As at 30 June 2020, the fair value of the underlying equity investment amounted to HK\\$252.3 million (2019: Nil).\n\n# 29 Other non-current assets\n\n
Note20202019
HK$’mHK$’m
Deposits paid for acquisition of a subsidiary50(b)–3,120.0
Security deposits400.7852.2
Deferred tax assets4022.828.0
Policy loans478.4–
Others296.83.3
1,198.74,003.5
"} +{"pdf_name": "2912197_68.pdf", "language": "en", "markdown": "
NOTE \n附註2018 \n2018年2017\n2017年
HK$ \n港元HK$\n港元
Total comprehensive expense 應佔全面開支總額：\nattributable to:
Owners of the Company 本公司擁有人(37,303,735)(15,360,658)
Non-controlling interests 非控股權益(1,067,371)(2,007,541)
(38,371,106)(17,368,199)
From continuing and discontinued 自持續及終止經營業務\noperations
Loss per share 每股虧損
Basic and diluted (HK Cents) 基本及攤薄（港仙）16(0.43)(0.18)
From continuing operations 自持續經營業務
Loss per share 每股虧損
Basic and diluted (HK Cents) ��本及攤薄（港仙）16(0.43)(0.25)
"} +{"pdf_name": "2912197_69.pdf", "language": "en", "markdown": "
NOTES \n附註2018 \n2018年2017\n2017年
HK$ \n港元HK$\n港元
Non-current assets 非流動資產
Plant and equipment 器械及設備172,675,3741,440,279
Investment property 投資物業18–12,900,000
Goodwill 商譽191,399,146–
Intangible assets 無形資產20330,000–
Equity instruments at fair value 按公平值計入其他\nthrough other comprehensive income 全面收益的股本工具221,423,467–
Deposit paid for acquisition 收購一間聯營公司的已付按金\nof an associate2616,600,000–
Rental deposits 租金按金26570,604–
22,998,59114,340,279
Current assets 流動資產
Financial assets at fair value 按公平值計入損益\nthrough profit or loss 的金融資產231,062,0002,907,000
Amount due from a former 應收前股東款項\nshareholder24–2,510
Loan receivables 應收貸款256,975,770–
Trade and other receivables 貿易及其他應收款項264,371,9505,028,934
Tax recoverable 可收回稅項–657,372
Bank balances and cash 銀行結餘及現金2710,686,51141,955,423
23,096,23150,551,239
Current liabilities 流動負債
Trade and other payables 貿易及其他應付款項287,575,8446,253,027
Contract liabilities 合約負債29550,785–
Other borrowing 其他借款3010,000,000–
Tax payable 應付稅項117,35368,898
Amounts due to a non-controlling 應付一間附屬公司\nshareholder of a subsidiary 非控股股東的款項31113,953113,953
Bank overdrafts 銀行透支272,894,173–
21,252,1086,435,878
Net current assets 流動資產淨值1,844,12344,115,361
Total assets less current liabilities 總資產減流動負債\nand net assets 及資產淨值24,842,71458,455,640
"} +{"pdf_name": "11686646_18.pdf", "language": "en", "markdown": "17\n\n# BOARD OF DIRECTORS (continued)\n\n# Meetings of the Board and Directors’ Attendance Records\n\nThe regular meeting of the Board is scheduled four times a year at approximately quarterly intervals with notice given to the Directors at least 14 days in advance. For all other Board meetings, notice will be given in a reasonable time in advance. The Directors are allowed to include any matter in the agenda that is required for discussion and resolution at the meeting. To enable the Directors to be properly briefed on issues arising at each of the Board meetings and to make informed decisions, an agenda and the accompanying Board papers will be sent to all Directors at least three days before the intended date of the Board meeting, or such other period as agreed. The company secretary of the Company (the “Company Secretary”) is responsible for keeping all Board meetings’ minutes. Draft and final versions of the minutes will be circulated to the Directors for comments and record respectively within a reasonable time after each meeting and the final version is open for the Directors’ inspection.\n\nThe attendance record of each Director in respect of the meetings of the Board, Audit Committee, Remuneration Committee, Nomination Committee as well as the annual general meeting on 31 July 2020 (the “AGM”) is set out below:\n\n
Name of directorsAttendance/Number of Meetings
BoardAudit\nCommitteeRemuneration\nCommitteeNomination\nCommitteeAGM
Executive Directors:
Mr. Kwong4/4N/AN/A1/11/1
Ms. Kwong4/4N/AN/AN/A1/1
Mr. Lam4/4N/AN/AN/A1/1
Independent Non-executive\nDirectors:
Mr. Lai3/44/52/2N/A1/1
Dr. Cheng4/45/52/21/11/1
Mr. Kwok4/45/52/21/11/1
\n\nThe Board held a meeting on 18 June 2021 and, amongst other matters, considered and approved the audited consolidated financial statements of the Group for the Year.\n\nApart from the Board meetings above, consents and/or approvals of the Board were also obtained by way of written resolutions on a number of matters."} +{"pdf_name": "11686646_19.pdf", "language": "en", "markdown": "# 18\n\n# BOARD OF DIRECTORS (continued)\n\n# Board Diversity Policy\n\nThe Board adopted a policy of the Board diversity, including the measurable objectives set for implementing the same on 23 March 2018. The Nomination Committee will review these objectives regularly.\n\nThe Company recognises and embraces the benefits of a diversity of Board members. It endeavours to ensure that the Board has a balance of skills, experience and diversity of perspectives appropriate to the requirements of the Company’s business. All Board nominations, appointments and re-appointments will continue to be made on a merit basis with due regard for the benefits of diversity of the Board members and the nomination policy of the Company. Selection of candidates will be based on a range of diversity perspectives, including but not limited to gender, age, cultural and educational background, ethnicity, professional experience, skills and knowledge.\n\n# CHAIRMAN AND CHIEF EXECUTIVE\n\nCode provision A.2.1 of the CG Code stipulates that the roles of chairman and chief executive should be separate and should not be performed by the same individual. During the Year, Mr. Kwong was the Chairman and the chief executive officer (the “CEO”) of our Group. In view of the fact that Mr. Kwong has been operating and managing the Group since 2000, the Board believes that it is in the best interest of the Group to have Mr. Kwong taking up both roles for effective management and business development. Therefore, the Board considers that the deviation from code provision A.2.1 of the CG Code is appropriate in such circumstance.\n\n# BOARD COMMITTEES\n\nThe Board has established four Board committees, namely the Audit Committee, the Nomination Committee, the Remuneration Committee and Executive Committee to oversee particular aspects of the Company’s affairs. The Board committees are provided with sufficient resources to discharge their duties.\n\n# Audit Committee\n\nThe Audit Committee was established on the Listing Date with written terms of reference in compliance with the CG Code. The written terms of reference of the Audit Committee are published on the respective websites of the Stock Exchange and the Company. The Audit Committee comprises all the INEDs, namely Mr. Lai, Dr. Cheng and Mr. Kwok. Mr. Lai is the chairman of the Audit Committee."} +{"pdf_name": "11763950_584.pdf", "language": "en", "markdown": "# 綜合全面虧損表\n\n
附註截至12月31日止年度
2019年2020年
人民幣千元 人民幣千元
行政開支............................8(32,004)(76,893)
研發開支............................8(210,201)(281,752)
其他收入............................613,3289,977
其他收益淨額 ........................71,47721,623
經營虧損............................(227,400)(327,045)
財務收入............................101,429763
財務成本............................10(887)(13,480)
財務收入╱（成本）淨額 ................10542(12,717)
發行予投資者的金融工具的公平值變動 ...28(38,275)(724,287)
除所得稅前虧損 ......................(265,133)(1,064,049)
所得稅開支..........................11––
貴公司權益持有人應佔年內虧損 .........(265,133)(1,064,049)
其他全面收益：
可能重新分類至損益的項目\n附屬公司換算匯兌差額 ................(8,901)55,683
不會重新分類至損益���項目\n貴公司換算匯兌差額 ..................(2,342)29,024
因　貴公司自身信貸風險產生的發行予\n投資者的金融工具的公平值變動 .......28(4,485)34,104
(6,827)63,128
年內其他全面（虧損）╱ 收益（扣除稅項）...(15,728)118,811
貴公司權益持有人應佔年內全面虧損\n總額 .............................(280,861)(945,238)
貴公司權益持有人應佔每股虧損（人民幣元）\n（附註）
每股基本及攤薄虧損 ..................12（1.34）（5.37）
"} +{"pdf_name": "11763950_585.pdf", "language": "en", "markdown": "# 綜合財務狀況表\n\n
附註於12月31日
2019年2020年
人民幣千元 人民幣千元
資產
非流動資產
物業、廠房及設備 ....................13153,644129,630
使用權資產..........................1418,02327,139
無形資產............................1528,37123,521
其他非流動資產及預付款項.............1610,77317,766
210,811198,056
流動資產
其他應收款項 ........................172,7822,418
其他流動資產及預付款項...............1815,74210,408
現金及現金等價物 ....................1996,4761,042,969
115,0001,055,795
資產總值............................325,8111,253,851
權益及負債
貴公司權益持有人應佔權益
股本 ...............................21––
儲備 ...............................2226,150146,675
累計虧損............................(758,754)(1,822,803)
權益虧絀總額 ........................(732,604)(1,676,128)
負債
非流動負債
發行予投資者的金融工具...............28–2,745,584
借款 ...............................2516,35811,981
租賃負債............................264,96814,016
遞延收入............................2715,71913,167
37,0452,784,748
流動負債
發行予投資者的金融工具...............28937,412–
借款 ...............................2524,14668,371
租賃負債............................265,8575,890
遞延收入............................277023,591
應計費用及其他應付款項...............2953,25367,379
1,021,370145,231
負債總額............................1,058,4152,929,979
權益及負債總額 ......................325,8111,253,851
"} +{"pdf_name": "20748374_219.pdf", "language": "en", "markdown": "any Guarantor to the Trustee or such Holder, this Note Guarantee, to the extent theretofore discharged, will be reinstated in full force and effect.\n\n(d) Each Guarantor agrees that it will not be entitled to any right of subrogation in relation to the Holders in respect of any obligations guaranteed hereby until payment in full of all obligations guaranteed hereby. Each Guarantor further agrees that, as between the Guarantors, on the one hand, and the Holders and the Trustee, on the other hand, (1) the maturity of the obligations guaranteed hereby may be accelerated as provided in Article 6 hereof for the purposes of its Note Guarantee, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the obligations guaranteed thereby, and (2) in the event of any declaration of acceleration of such obligations as provided in Article 6 hereof, such obligations (whether or not due and payable) will forthwith become due and payable by the Guarantors for the purpose of this Note Guarantee. The Guarantors will have the right to seek contribution from any non-paying Guarantor so long as the exercise of such right does not impair the rights of the Holders under the Note Guarantee.\n\n# Section 10.02 Limitation on Guarantor Liability.\n\nEach Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Note Guarantee of such Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to any Note Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and the Guarantors hereby irrevocably agree that the obligations of such Guarantor will be limited to the maximum amount that will, after giving effect to such maximum amount and all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under this Article 10, result in the obligations of such Guarantor under its Note Guarantee not constituting a fraudulent transfer or conveyance.\n\n# Section 10.03 Note Guarantee\n\nThe Note Guarantee of any Guarantor shall be evidenced solely by its execution and delivery of this Indenture (or, in the case of any Guarantor that is not party to this Indenture on the date of this Indenture, a supplemental indenture hereto) and not by an endorsement on, or attachment to, any Note of any Note Guarantee or notation thereof. To effect any Note Guarantee of any Guarantor not party to this Indenture on the date of this Indenture, such future Guarantor shall execute and deliver a supplemental indenture substantially in the form attached as Exhibit B hereto, which supplemental indenture shall be executed and delivered on behalf of such Guarantor by an Officer of such Guarantor.\n\n# Section 10.04 Evidenced by Indenture; No Notation of Subsidiary Guarantee.\n\nEach Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on any Note a notation of such Note Guarantee.\n\nThe delivery of any Note by the Trustee, after the authentication thereof hereunder, will constitute due delivery of the Note Guarantee set forth in this Indenture on behalf of each of the Guarantors.\n\nSection 10.05 Guarantors May Consolidate, etc., on Certain Terms.\n\nExcept as otherwise provided in Section 10.05 hereof, no Guarantor may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person) another Person, other than the Issuers or another Guarantor, unless:\n\n(1) immediately after giving effect to such transaction, no Default or Event of Default exists; and\n\n(2) either:\n\n(a) subject to Section 10.05 hereof, the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger is a Guarantor, or unconditionally assumes all the obligations of that Guarantor under this Indenture and its Note Guarantee on the terms set forth herein or therein, pursuant to a supplemental indenture in form and substance reasonably satisfactory to the Trustee; or\n\n(b) the Net Proceeds of such sale or other disposition are applied in accordance with the applicable provisions of this Indenture, including without limitation, Section 4.10 hereof.\n\nIn case of any such consolidation, merger, sale or conveyance and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the Note Guarantee endorsed"} +{"pdf_name": "20748374_220.pdf", "language": "en", "markdown": "upon the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Guarantor, such successor Person will succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor. Such successor Person thereupon may cause to be signed any or all of the Note Guarantees to be endorsed upon all of the Notes issuable hereunder which theretofore shall not have been signed by the Issuers and delivered to the Trustee. All the Note Guarantees so issued will in all respects have the same legal rank and benefit under this Indenture as the Note Guarantees theretofore and thereafter issued in accordance with the terms of this Indenture as though all of such Note Guarantees had been issued at the date of the execution hereof.\n\nExcept as set forth in Articles 4 and 5 hereof, and notwithstanding clauses 2(a) and (b) above, nothing contained in this Indenture or in any of the Notes will prevent any consolidation or merger of a Guarantor with or into the Issuers or another Guarantor, or will prevent any sale or conveyance of the property of a Guarantor as an entirety or substantially as an entirety to the Issuers or another Guarantor.\n\n# Section 10.06 Releases.\n\nThe Note Guarantee of a Guarantor will be released:\n\n(1) in connection with any sale or other disposition of all or substantially all of the assets of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) TLLP or a Restricted Subsidiary of TLLP, if the sale or other disposition does not violate Section 4.10 hereof;\n\n(2) in connection with any sale or other disposition of the Capital Stock of that Guarantor after which the applicable Guarantor is no longer a Restricted Subsidiary of TLLP, if the sale or other disposition does not violate Section 4.10 hereof;\n\n(3) if TLLP designates any Restricted Subsidiary that is a Guarantor to be an Unrestricted Subsidiary in accordance with Section 4.17 hereof;\n\n(4) upon the release or discharge of the guarantee by such Guarantor with respect to the Indebtedness under the Credit Agreements or the guarantee that resulted in the creation of such Guarantee; provided, however, that release or discharge of the guarantee by such Guarantor with respect to Indebtedness under the Existing Notes occurs prior to or contemporaneously therewith; provided, further, however, that if, at any time following such release, that Guarantor later guarantees Indebtedness of any Issuer under the Credit Agreements, then such Guarantor shall provide a Note Guarantee at such time if required in accordance with Section 4.16 hereof;\n\n(5) upon the merger, amalgamation or consolidation of such Guarantor with and into an Issuer or another Guarantor that is the surviving Person in such merger, amalgamation or consolidation, or upon the liquidation or dissolution of such Guarantor;\n\n(6) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and discharge in accordance with Article 11 hereof; or\n\n# (7) in accordance with Article 9 hereof.\n\nAny Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.06 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.\n\n# ARTICLE 11\n\n# SATISFACTION AND DISCHARGE\n\nSection 11.01 Satisfaction and Discharge.\n\nThis Indenture will be discharged and will cease to be of further effect as to all Notes issued hereunder, when:\n\n(1) either:\n\n(a) all Notes that have been authenticated, except lost, stolen or destroyed Notes that have been replaced or paid and Notes for whose payment money has theretofore been deposited in trust and thereafter repaid to the Issuers, have been delivered to the Trustee for cancellation; or"} +{"pdf_name": "20735676_37.pdf", "language": "en", "markdown": "# Fire Prevention and Road Traffic Safety\n\nIn accordance with the Fire Protection Law of the People’s Republic of China (《中華人民共和國消防法》) and the Regulations on Fire Prevention for Governmental Departments, Entities, Enterprises, and Institutions (《機關、團體、企業、事業單位消防安全管理規定》) issued by the Ministry of Public Security and other relevant laws and regulations, QHD Port has formulated the Supervision and Management Measures for Fire Prevention of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司消防安全監督管理辦法》), the Administrative Measures for Fire Prevention Archive of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司消防檔案管理辦法》) and other relevant systems, improved fire prevention management, prevented fire risks and improved risk response capabilities.\n\nThe Company has established a long-term mechanism on weekly fire prevention inspections, which is implemented from the Company as a whole to the grassroots teams as a whole to effectively eliminate potential fire safety hazards. It organized evaluation on fire prevention and rectified potential safety hazards in a timely manner. The Company strictly examines and approves the use of fire and strengthens the construction of emergency response capabilities on fire prevention. It built 50 new miniature fire stations in key areas such as substation and high-rise buildings and held “special emergency exercises for traffic and fire prevention”, effectively improving employees’ capabilities to respond to dangers.\n\nThe Company formulated the Supervision and Management Measures for Road Traffic Safety at the Port of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司港口道路交通安全監督管理辦法》) in accordance with the Road Traffic Safety Law of the People’s Republic of China (《中華人民共和國道路交通安��法》), the Regulation on the Implementation of the Road Traffic Safety Law of the People’s Republic of China (《中華人民共和國道路交通安全法實施條例》) and other relevant laws and regulations to strictly standardize the setting of traffic signs and road traffic facilities in the main business areas of the Company. For driving safety, the Company strictly reviews the qualifications of licensed drivers to ensure that they were obtained in accordance with the laws and conducts reviews regularly.\n\n# Case: QHD Port carries out comprehensive emergency rescue exercises on fire prevention and traffic accidents\n\nOn 23 July 2021, QHD Port organized the “Comprehensive Emergency Exercise for Production Safety Accidents and Environmental Emergencies in 2021”. Qinhuangdao Emergency Management Bureau, the Municipal Bureau of Marine Development and Fisheries and the Municipal Fire and Rescue Detachment and other departments observed the exercises.\n\nSite of fire prevention exercises"} +{"pdf_name": "20735676_38.pdf", "language": "en", "markdown": "# VI. KEEPING ALERT IN BUILDING SAFE PORTS\n\n# 6.3 Protecting Occupational Health\n\nIn strict compliance with the Law of the People’s Republic of China on the Prevention and Control of Occupational Diseases (《中華人民共和國職業病防治法》), the Administrative Regulations on Employers’ Protective Equipment of Labor (《用人單位勞動防護用品管理規範》), the Provisions on the Supervision and Administration of Occupational Health at Work Sites (《工作場所職業衛生監督管理規定》) and other relevant laws and regulations, QHD Port formulated the Administrative Measures for Occupational Health Protection of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司職業健康監護管理辦法》), the Administrative Measures for Protective Equipment of Labor of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司勞動防護用品管理辦法》), the Administrative Measures for Workplace’s Occupational Health Supervision of Labor of Qinhuangdao Port Co., Ltd. (《秦皇島港股份有限公司工作場所職業衛生監督管理辦法》) and other internal rules and systems to further perfect occupational health management, enhance the Company’s health management mechanism, improve standardized health management, prevent occupational disease risk for employees and effectively protect the health rights and interests of all employees.\n\nThe Company implements a regular health examination system for dangerous positions, adopts targeted control measures on hazards and sets up individual archives for monitoring the occupational health of employees. Meanwhile, the Company actively optimizes the working environment of key positions, strengthens the monitoring on harmful factors to employees and promotes standardized operation of the workplace to fundamentally reduce occupational hazards. In 2021, the Company had no recorded employee occupational disease cases.\n\n# Case: QHD Port actively prevents pandemic risks\n\nIn 2021, facing the severe COVID-19 pandemic, QHD Port frequently updated pandemic-related information through its WeChat public account platform and promptly notified employees of the latest adjustments to pandemic prevention and control areas. It kept “zero reports” in monitoring the health of employees at ports on a daily basis, completed nucleic acid testing for on-the-job and retired employees and strengthened management at gates and places with crowds at all levels. The Company implemented closed-loop management for personnel involved in high-risk operations as required and strengthened the management of pandemic prevention and control in centralized offices and public places to prevent the risk of cluster infections. QHD Port actively publicized basic knowledge on health management, advocated employees to voluntarily complete full-process vaccination and reminded employees to pay attention to personal protection and personal health management.\n\nPandemic prevention personnel sterilize vehicles at the collection and distribution port\n\nQinhuangdao Port Hospital conducts nucleic acid testing for people at the port"} +{"pdf_name": "7505463_28.pdf", "language": "en", "markdown": "# Aspect A2: Use of Resources\n\nGiven that the business of Vodatel involves no production element, as a system integrator for various IT-related turnkey solutions and services, the use of resources by Vodatel, such as energy, water and other raw materials, in its day-to-day operations is minimal. This aspect is not of great relevance to our cost-structure, which mainly involves purchase of equipment from our suppliers and the associated freight and insurance, salaries and benefits to staff and third-party expenses, e.g. inland transportation and engagement of subcontractors, incurred during the installation of equipment and commissioning of surveillance and \\( \\Pi \\) solutions. Despite that the use of natural resources is not largely relevant to Vodatel, we are aware of our consumption of electricity, water and fuel within an office environment, and will, therefore, focus our ESG improvement efforts in those areas.\n\n# Policies applicable at Vodatel\n\n√ Instil a culture of resource-usage consciousness;\n\n√ Introduction of a framework for assessing resource utilisation, ensuring its optimised application on a systematic basis; and\n\n√ Dissemination of any current-term measure/procedures, relating to resource usage to stakeholders.\n\n
KPI A2.1Details of electricity consumption can be referred to KPI A1.2 above.
KPI A2.2The Macao office consumes around 3,000 cubic metres of water each year.
KPI A2.3Staff are reminded to turn off lihgts and computers when leaving the premises \nand the level of electricity consumption is considered reasonable.
KPI A2.4There is no issue in sourcing water that is fit for purpose. The level of water \nconsumption in pantries and toilets is considered reasonable.
KPI A2.5Details of packaidgng materials use can be referred to KPI A1.4 above.
\n\n# Aspect A3: The Environment and Natural Resources\n\nVodatel specialises in the design and system integration of IT infrastructure, hence our operations have little impact on the environment or natural resources apart from those mentioned in the previous section. While we do encourage our employees to practise the “3Rs” and to protect the natural environment, as this aspect has no material relevance to our business, we have opted not to report on it, and KPI A3.1 (concerning the significant impacts of activities on the environment and natural resources and the actions taken to manage them) is not applicable."} +{"pdf_name": "7505463_29.pdf", "language": "en", "markdown": "# ESG Report\n\n# B) SOCIAL\n\nOur people are our greatest asset and they are essential to continued growth at Vodatel. We staunchly believe that investing in our people and their development is inseparable from the development and ongoing success of our business.\n\n
Exchange ESG Guide AspectsMaterial Areas
B1 EmlpoymentAttraction and Retention of Talents, Working Hours and \nRest Periods
B2 Health and SafetyOccupational Health and Safety
B3 Development and TrainingLearning and Training
B4 Labour StandardsHuman Rihgts
B5 SulChippy an ManagementAssessment of Sulippers
B6 Product ResponsibilityReliable Services and Products
B7 Anti-corruptionAnti-Corruption and Anti-Bribery
B8 Community InvestmentContribution to the Community
\n\n# Aspect B1: Employment\n\nVodatel is an equal opportunity employer which believes strongly in the principles of diversification and anti-discrimination. Our human resources policies are in strict compliance with those labour laws issued by the Governments in different jurisdictions in which we operate, namely Macao, Hong Kong and Mainland China taking the highest standards to be applied across all entities, and other applicable laws and regulations regarding compensation and insurance, employment, promotion and termination of employees. To this end, the employee handbook at Vodatel outlines the benefits and rights enjoyed by all employees.\n\nAttraction and Retention of Talents – With people being our key to success, we offer market-competitive employment packages, consisting of both staff benefits and welfare for all our employees, to ensure that we attract and retain the best people for our business operations. Our comprehensive packages offer discretionary incentives, including bonus scheme, sales commission, Options, medical insurance and retirement protection. We encourage our employees to enjoy a well-balanced work and personal life. In addition to annual leaves, we help our employees to effectively manage their work and life commitments through such policies as marriage and compassionate leave allowances. Promotions are decided within a level-playing field environment and are awarded based on performance and the ability to cohere to teamwork.\n\nWorking Hours and Rest Periods – As a system integrator that provides around-the-clock, top quality support services to our customers, many of our engineers are required to be on standby duty in case of emergency and to work during non-office hours and on public holidays. In addition, we provide overtime pay, meal allowance and additional compensation for those on roster. Any compensation on working hours and rest periods are in full compliance with the relevant local employment ordinances."} +{"pdf_name": "20790956_32.pdf", "language": "en", "markdown": "As at 31 December 2018, the Group’s total liabilities were RMB21.23 trillion, an increase of RMB902,543 million or 4.44% over 2017. In this amount, deposits from customers amounted to RMB17.11 trillion, up by RMB744,924 million or 4.55% over 2017. Taking into consideration the inclusion of accrued interest, the actual increase was RMB567,675 million or 3.47%. Deposits and placements from banks and non-bank financial institutions increased by RMB127,063 million or 7.38% over 2017 to RMB1,847,697 million. Debt securities issued were RMB775,785 million, an increase of RMB179,259 million or 30.05% over 2017, mainly due to issuance of 2 batches of Tier 2 capital bonds totalling RMB83 billion. Borrowings from central banks were RMB554,392 million, an increase of 1.30% over 2017. Accordingly, in the Group’s total liabilities, deposits from customers accounted for 80.58% of total liabilities, an increase of 0.08 percentage points over 2017. Deposits and placements from banks and non-bank financial institutions accounted for 8.70% of total liabilities, an increase of 0.24 percentage points over 2017. Debt securities issued accounted for 3.66% of total liabilities, an increase of 0.73 percentage points over 2017. Borrowings from central banks accounted for 2.61% of total liabilities, a decrease of 0.08 percentage points from 2017.\n\n# Deposits from customers\n\nThe following table sets forth the Group’s deposits from customers by product type as at the dates indicated.\n\n
(In millions of RMB, except percentages)31 December 201831 December 201731 December 2016
Amount% of totalAmount% of totalAmount% of total
Corporate deposits8,667,32250.668,700,87253.178,008,46051.99
Demand deposits5,854,54234.225,723,93934.985,145,62633.41
Time deposits2,812,78016.442,976,93318.192,862,83418.58
Personal deposits7,771,16545.427,105,81343.436,927,18244.98
Demand deposits3,271,24619.123,169,39519.372,986,10919.39
Time deposits4,499,91926.303,936,41824.063,941,07325.59
Overseas operations and subsidiaries492,9422.88557,0693.40467,2733.03
Accrued interest177,2491.04N/AN/AN/AN/A
Total deposits from customers17,108,678100.0016,363,754100.0015,402,915100.00
\n\nAs at 31 December 2018, domestic corporate deposits of the Bank were RMB8,667,322 million, a decrease of 0.39% from 2017, mainly due to the decrease in corporate time deposits as a result of centralised deposits of third-party payment platforms’ settlement reserve funds with the PBC. Domestic personal deposits of the Bank were RMB7,771,165 million, an increase of RMB665,352 million or 9.36% over 2017, and accounted for 47.27% of domestic deposits from customers, up by 2.32 percentage points over 2017. Deposits from overseas operations and subsidiaries amounted to RMB492,942 million, a decrease of RMB64,127 million, and accounted for 2.88% of the total deposits from customers. The Bank’s domestic demand deposits were RMB9,125,788 million, up by RMB232,454 million or 2.61% over 2017, and accounted for 55.51% of the domestic deposits from customers. The time deposits were RMB7,312,699 million, up by RMB399,348 million or 5.78% over 2017, and accounted for 44.49% of domestic deposits from customers, up by 0.75 percentage points over 2017.\n\n# Debt securities issued\n\nThe Bank issued no corporate debt securities that were required to be disclosed in accordance with Standards for the Contents and Formats of Information Disclosure by Companies Offering Securities to the Public No. 2 – Contents and Formats of Annual Reports (2017 Revision) and Standards for the Contents and Formats of Information Disclosure by Companies Offering Securities to the Public No. 38 – Contents and Formats of Annual Reports on Corporate Debt Securities. Please refer to Note “Debt securities issued” in the financial statements for details."} +{"pdf_name": "20790956_33.pdf", "language": "en", "markdown": "# Shareholder’s equity\n\nThe following table sets forth the Group’s total equity and its composition as at the dates indicated.\n\n
(In millions of RMB)As at 31 December 2018As at 31 December 2017
Share capital250,011250,011
Other equity instruments – preference shares79,63679,636
Capital reserve134,537135,225
Investment revaluation reserveN/A(26,004)
Other comprehensive income18,451N/A
Surplus reserve223,231198,613
General reserve279,725259,680
Retained earnings990,872886,921
Exchange reserveN/A(4,322)
Total equity attributable to equity shareholders of the Bank1,976,4631,779,760
Non-controlling interests15,13116,067
Total equity1,991,5941,795,827
\n\nAs at 31 December 2018, the Group’s equity was RMB1,991,594 million, an increase of RMB195,767 million or 10.90% over 2017, primarily driven by the increase of RMB103,951 million in retained earnings. Taking into consideration the adjustments made at the beginning of the period in accordance with requirements of the new financial instruments standard, the actual increase was RMB215,218 million or 12.12%. As the growth rate of total equity surpassed that of assets, the ratio of total equity to total assets for the Group reached 8.58%, an increase of 0.46 percentage points over 2017.\n\n# Off-balance sheet items\n\nThe Group’s off-balance sheet items include derivatives, commitments and contingent liabilities. Derivatives include interest rate contracts, exchange rate contracts, precious metal contracts, etc. Please refer to Note “Derivatives and Hedge Accounting” in the financial statements of this annual report for details on the nominal amounts and fair value of derivatives. Commitments and contingent liabilities include credit commitments, operating lease commitments, capital commitments, underwriting obligations, redemption obligations, and outstanding litigation and disputes. Among these, credit commitments were the largest component, including undrawn loan facilities which are approved and contracted, unused credit card limits, financial guarantees, and letters of credit. As at 31 December 2018, credit commitments balance was RMB2,848,724 million, a decrease of RMB180,448 million or 5.96% from 2017. Please refer to Note “Commitments and Contingent Liabilities” in the financial statements in this annual report for details on commitments and contingent liabilities.\n\n# Analysis on Cash Flow Statements\n\n# Cash from operating activities\n\nNet cash received from operating activities was RMB615,831 million, an increase of RMB536,741 million over 2017, mainly because the net growth of loans and advances to customers saw a decrease from 2017, and the deposits with central banks, banks and non-bank financial institutions decreased more over 2017 as affected by reserve ratio cuts.\n\n# Cash used in investing activities\n\nNet cash used in investing activities was RMB369,779 million, an increase of RMB272,323 million over 2017, mainly because of the decrease in cash inflows from investing activities due to less proceeds from sale and redemption of investments.\n\n# Cash from financing activities\n\nNet cash from financing activities was RMB28,921 million, an increase of RMB20,129 million over 2017, mainly driven by the increase of proceeds from the issuance of bonds."} +{"pdf_name": "20790390_23.pdf", "language": "en", "markdown": "# OPERATING PRACTICES (CONTINUED)\n\n# Moral Integrity and Anti-corruption\n\nThe Group adopted the code provisions set out in the Corporate Governance Code under Appendix 14 of the Listing Rules. Board of Directors members are responsible for corporate governance. The Board has delegated certain responsibilities to committees, including the Audit Committee, the Remuneration Committee and the Nomination Committee.\n\nWe have ethical commitments and advise our employees not to solicit or accept any advantage or bribes from our contractors or suppliers. We also require our employees to declare any conflict of interest and to avoid creating any possible conflict of interest whilst handling matters with our residents, commercial tenants or contractors or any other persons with whom the Company may have dealings. We also have our code of business conduct binding on all employees to avoid any impropriety. All employees must comply with the CAP 201 Prevention of Bribery Ordinance of Hong Kong when conducting all business and affairs of the Group.\n\nFor whistle-blowing procedures apply to all parties including internal as well as external informers. Any complaints or possible breach of this Code can be made either verbally or by confidentially writing to the Audit Committee; all issues will be treated promptly and fairly. In cases of suspected corruption or other criminal offences, a report may be made to the appropriate authority.\n\nAs at 30 September 2018, the Group was in compliance with all local rules and regulations relating to bribery, extortion, fraud and money laundering including CAP 201 Prevention of Bribery Ordinance. There were no concluded legal cases regarding corrupt practices brought against the Group or its employees.\n\n# COMMUNITY\n\n# Community Participation\n\nAs a good corporate citizen, the Group gives support to various community activities to bring positive environmental and social impacts to our tenants. We identify community events organised by different parties to provide support by various means. For example, the Group has joined the green recycling campaigns launched by the government to promote the importance of environmental protection to our tenants. By using various means of communication such as campaign posters, Facebook, email and notice boards, we trust that our community activities promotions can effectively reach our tenants.\n\n# Focus Areas\n\nTo develop an awareness of protection and preservation regarding the environment amongst tenants, the Group has joined the “Skip lunch” campaign” supported by the Community Chest and Art jamming event collaboration with an art centre for free for tenants to join. In addition, for health promotion, we have supported the charity event “Let it beat” organised by World Heart Federation by both donation and charity walk. We have contributed in fund raising to support the Hong Kong College of Cardiology."} +{"pdf_name": "20790390_24.pdf", "language": "en", "markdown": "The board of directors (the “Board”) of Pokfulam Development Company Limited (the “Company”) is pleased to present this Corporate Governance Report for the year ended 30 September 2018 (the “Year”).\n\n# CORPORATE GOVERNANCE PRACTICES\n\nThe Board considers good corporate governance practices to be essential to the promotion of the value of the Company’s shareholders (the “Shareholders”) value and investors’ confidence.\n\nThe Board has adopted all the code provisions (the “Code Provisions”) as set out in the Corporate Governance Code (the “Code”) contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange” and the “Listing Rules”, respectively) as the corporate governance code of the Company.\n\nDuring the Year, the Company has complied with all the Code Provisions as set out in the Code, except for Code Provisions A.2.1 and A.4.1, details of which are explained below. The Company has committed to maintaining high corporate governance standards. The Company devotes considerable efforts to identify and formalize the best corporate governance practices suitable for the Company’s needs. In addition, the Company reviews regularly its organizational structure to ensure that operations are corresponding with good corporate governance practices as set out in the Code.\n\nThe key corporate governance principles and practices of the Company are summarized as follows:\n\n# THE BOARD\n\n# Responsibilities\n\nThe Board is responsible for leadership and control of the Company and oversees the businesses, strategic decisions and performance of the Company and its subsidiaries (the “Group”). The Board has also established Board committees and has delegated to these Board committees various responsibilities as set out in their respective terms of reference.\n\nThe Board reserves for its decisions all major matters of the Company, including approval and monitoring of all policy matters, overall strategies and budgets, internal control and risk management systems, material transactions (in particular those that may involve conflict of interests), financial reports, appointment of directors and other significant financial and operational matters."} +{"pdf_name": "9289594_8.pdf", "language": "en", "markdown": "# 2. THE ENVIRONMENT (CONTINUED)\n\n# • Environmental Strategy and Management Approach (Continued)\n\n# A1. Emissions and GHG Emission (Continued)\n\nFor detailed emission data please see the table below:\n\n2. 環境（續）\n\n• 環境策略及管理方法（續）\n\nA1. 排放物及溫室氣體排放（續）\n\n有關詳細排放物數據請見下表：\n\n
GHG Emission (tCOe2)\n溫室氣體排放（公噸二氧化碳當量）
Wanchai Office \n灣仔辦公室The ICON \nThe ICONCheung Kee Garden\n張記花園
Scope 1 Emission \n範圍一排放GHG Total \n溫室氣體總計0GHG Total \n溫室氣體總計20.39GHG Total \n溫室氣體總計14.96
Scope 2 Emission \n範圍二排放GHG Total \n溫室氣體總計13.74GHG Total \n溫室氣體總計157.05GHG Total \n溫室氣體總計0.60
Scope 3 Emission \n範圍三排放GHG Total \n溫室氣體總計11.20GHG Total \n溫室氣體總計13.12GHG Total \n溫室氣體總計8.71
Sub Total \n小計24.94190.5624.27
Total \n總計239.77
\n\n\\* The above greenhouse gas emissions are defined and calculated according to the GHG Protocol and HKEX Guidance of ESG report Annex II\n\n\\* The above calculation EF is sourced from NDRC & HKEX Guidance of ESG report Annex II\n\nThe Group has no hazardous waste discharge in 2018. Totally 20.97 tons of non-hazardous domestic waste is sent to the domestic garbage centralized treatment station for treatment, and the harmful waste water discharge is zero.\n\n\\* 上述溫室氣體排放乃根據溫室氣體議定書及香港交易所ESG報告附件2界定及計算。\n\n\\* 上述計算EF乃取自中華人民共和國國家發展和改革委員會及香港交易所ESG報告附件2。\n\n於二零一八年，本集團無排放有害廢物。總共20.97公噸之無害生活廢物被送往本地垃圾集中處理站進行處理，及無排放有害廢水。"} +{"pdf_name": "9289594_9.pdf", "language": "en", "markdown": "# 2. THE ENVIRONMENT (CONTINUED)\n\n# • Environmental Strategy and Management Approach (Continued)\n\n# A2. Resources Consumption\n\nThe main consumption resources of the Group during the Reporting Period are electricity, gas, domestic water, gasoline and diesel.\n\nThe Group attaches great importance to the water conservation and energy efficiency in all owned and served properties. Regular maintenance and commissioning of the equipment were taken by the Group.\n\n2. 環境（續）\n\n• 環境策略及管理方法（續）\n\nA2. 資源消耗\n\n本集團於報告期間的主要資源消耗為電力、煤氣、生活用水、汽油及柴油。\n\n本集團重視所有自置及在管物業的節約用水及能源效率。本集團定期對設備進行維護及調試。\n\n
Resources Consumption \n資源使用量Unit\n單位Wanchai\nOffice\n灣仔辦公室Century\nElegant\n進加Cheung\nKee Garden \n張記花園Total\n總計
Electricity \n電力kWh \n千瓦時17,398197,594761215,753
Gas \n煤氣MJ \n兆焦耳01,58401,584
Domestic Water \n生活用水3m \n立方米02120212
Gasoline \n氣油L \n公升N/A \n不適用686.64N/A \n不適用686.64
Diesel \n柴油L \n公升N/A \n不適用N/A \n不適用5,0495,049
\n\n# A3. Environment and Natural Resources\n\nIn accordance with the Group’s environmental philosophy, all subsidiary companies are committed to providing high quality services while also ensuring that all business activities impact the environment positively, maintaining the balance between operational efficiency and resource consumption.\n\nA3. 環境及天然資源\n\n根據本集團的環保理念，所有附屬公司致力於提供優質服務，同時確保所有業務活動對環境產生正面影響以及維持營運效率與資源消耗之間的平衡。"} +{"pdf_name": "3433622_299.pdf", "language": "en", "markdown": "# 31. RECONCILIATION BETWEEN U.S. GAAP AND INTERNATIONAL FINANCIAL REPORTING STANDARDS (Continued)\n\n# Notes: (Continued)\n\n# (iv) PRC withholding tax\n\nUnder U.S. GAAP ASC 740, which was prior to the adoption of ASU 2016-16, a PRC withholding tax liability of US\\$26,090, incurred on intragroup transfer of the 100% equity interest in BeiGene Shanghai to BeiGene Guangzhou in 2017, was carried in the Group’s consolidated balance sheet as a prepaid asset as of December 31, 2017.\n\nUnder IFRSs, such PRC withholding tax was charged to the Group’s consolidated statement of operations for the year ended December 31, 2017.\n\nUpon the Company’s adoption of ASU 2016-16 on January 1, 2018, the above PRC withholding tax of US\\$26,090 incurred in 2017 was charged to the opening accumulated deficit as of January 1, 2018 in the Company’s U.S. GAAP consolidated financial statements. Hence the above difference in accounting treatment between U.S. GAAP and IFRSs no longer existed for the Company’s accounting periods commencing from January 1, 2018.\n\n# (v) Government subsidies\n\nUnder U.S. GAAP, the government subsidies of US\\$9,620 received in 2017 relating to the above PRC withholding tax was carried in the Group’s consolidated balance sheet as of December 31, 2017, as other long-term liabilities of US\\$9,990 (re-translated at December 31, 2017 closing exchange rate), as a result of the recognition of the related PRC withholding tax as a prepaid asset in the balance sheet.\n\nUnder IFRSs, the above government subsidies were recognized as income in the Group’s consolidated statement of operations for the year ended December 31, 2017 as a result of the recognition of such PRC withholding tax as an expense in 2017. In addition, the income tax expense of US\\$2,405 on the government subsidies deferred as a prepaid asset of US\\$2,498 (re-translated at December 31, 2017 closing exchange rate) under ASC 740 was charged as an expense in the Group’s consolidated statement of operations for the year ended December 31, 2017 under IFRSs as a result of the recognition of such government subsidies as income in 2017. Finally, IFRSs adjustments were made in the Group’s consolidated statement of operations for the year ended December 31, 2017 to account for the consequential impact on the Group’s noncontrolling interests of US\\$361 arising from the above adjustments of government subsidies and related income tax expense which are applicable to a non-wholly-owned PRC subsidiary.\n\nAs a result of the charge of the relevant PRC withholding tax to the opening accumulated deficit as of January 1, 2018 as mentioned above, the government subsidies of US\\$9,990 and the related income tax expense of US\\$2,498 carried in the balance sheet as of December 31, 2017 were also recognized in the opening accumulated deficit as of January 1, 2018 in the Company’s U.S. GAAP consolidated financial statements, and the consequential effect on noncontrolling interest of US\\$375 (re-translated at December 31, 2017 closing exchange rate) and foreign currency translation difference of US\\$263 were included within the Company’s opening U.S. GAAP consolidated balance sheet as of January 1, 2018 accordingly, with resulting adjustment included within the 2018 opening accumulated deficit. The overall net impact on 2018 opening accumulated deficit was US\\$6,854. Thereafter the above differences in accounting treatment between U.S. GAAP and IFRSs no longer exist for the Company’s accounting periods commencing from January 1, 2018."} +{"pdf_name": "3433622_300.pdf", "language": "en", "markdown": "# 32. RECONCILIATION OF THE COMPARATIVE FINANCIAL STATEMENTS WITH THE ACCOUNTANTS’ REPORT IN THE PROSPECTUS\n\nThe comparative consolidated financial statements of the Company as of December 31, 2017 in these financial statements was prepared based on the previously published consolidated financial statements in the Company’s 2017 Annual Report on Form 10-K filed with SEC on February 27, 2018. In preparing such financial statements for the year ended December 31, 2017, those new U.S. GAAPs early adopted in preparation of the accountants’ report were not early adopted, and hence differences arose between the Company’s comparative consolidated financial statements as of December 31, 2017 disclosed in these financial statements when compared with the Company’s consolidated financial statements as of December 31, 2017 as disclosed in the accountants’ report.\n\nThe reconciliations of the comparative consolidated financial statements of the Company as of December 31, 2017 in this report with the consolidated financial statements of the Company as of December 31, 2017 disclosed in the accountants’ report in the Prospectus are as follows:\n\n
Consolidated balance sheet dataAs of December 31, 2017
As reported \nin these \nfinancial \nstatementsAdjustments adopted in \n’preparing accountants reportAs reported \nin the \n’\naccountantsreport
US$US$US$US$US$
(i)(ii)(iii)
Unbilled receivable—16,307——16,307
Other non-current assets42,915—(26,090)(2,498)14,327
Total assets1,046,47916,307(26,090)(2,498)1,034,198
Other long-term liabilities31,959——(9,990)21,969
Total liabilities362,248——(9,990)352,258
Accumulated other comprehensive loss(480)——263(217)
Accumulated deficit(330,517)16,307(26,090)6,854(333,446)
Noncontrolling interest14,422——37514,797
Total equity684,23116,307(26,090)7,492681,940
"} +{"pdf_name": "2593071_117.pdf", "language": "en", "markdown": "Cash flows from derivative financial instruments accounted for as hedges are classified in the same category as the item being hedged.\n\nCash paid for interest and income taxes is as follows:\n\n
(Dollars in millions)For years ended December 31,
201720162015
Interest, net of amounts caiiptalzed$ 263$ 280$ 265
Income taxes97120124
Non­cash investing and financing activities:
Outstandinig trade payables related to captal exdipentures273410
(Gain) loss from equity investments(14)(15)(15)
\n\n# 19. SEGMENT INFORMATION\n\nThe Company's products and operations are managed and reported in four operating segments: Additives & Functional Products (\"AFP\"), Advanced Materials (\"AM\"), Chemical Intermediates (\"CI\"), and Fibers.\n\n# Additives & Functional Products Segment\n\nIn the AFP segment, the Company manufactures chemicals for products in the transportation, consumables, building and construction, animal nutrition, crop protection, energy, personal and home care, and other markets.\n\nThe products the Company manufactures in the coatings and inks additives product line can be broadly classified as polymers and additives and solvents and include specialty coalescents, specialty solvents, paint additives, and specialty polymers. The adhesives resins product line consists of hydrocarbon and rosin resins. The tire additives product line includes insoluble sulfur rubber additives, antidegradant rubber additives, and performance resins. The care chemicals business consists of amine derivative­based building blocks for the production of flocculants and intermediates for surfactants. In the specialty fluids product line, the Company produces heat transfer and aviation fluids products. The animal nutrition business consists of formic acid­based solutions product lines. The crop protection business consists of metam­based soil fumigants, thiram and ziram­based fungicides, and plant growth regulator products.\n\n
Product LinesPercentage of Total Segment Sales
201720162015
Coatings and Inks Additives23%24%24%
Adhesives Resins18%21%21%
Tire Additives17%17%17%
Care Chemicals17%15%15%
Specialty Fluids13%11%11%
Animal Nutrition and Crop Protection12%12%12%
Total100%100%100%
\n\n# Advanced Materials Segment\n\nIn the AM segment, the Company produces and markets polymers, films, and plastics with differentiated performance properties for value­added end uses in transportation, consumables, building and construction, durable goods, and health and wellness markets.\n\nThe specialty plastics product line consists of two primary products: copolyesters and cellulose esters. The advanced interlayers product line includes polyvinyl butyral sheet and specialty polyvinyl butyral intermediates. The performance films product line primarily consists of window film and protective film products for aftermarket applied films."} +{"pdf_name": "2593071_118.pdf", "language": "en", "markdown": "
Product LinesPercentage of Total Segment Sales
201720162015
Specialty Plastics51%50%51%
Advanced Interlayers33%34%33%
Performance Films16%16%16%
Total100%100%100%
\n\n# Chemical Intermediates Segment\n\nThe CI segment leverages large scale and vertical integration from the cellulose and acetyl, olefins, and alkylamines streams to support the Company's specialty operating segments with advantaged cost positions. The CI segment sells excess intermediates beyond the Company's internal specialty needs into markets such as industrial chemicals and processing, building and construction, health and wellness, and agrochemicals.\n\nIn the intermediates product line, the Company produces olefin derivatives, acetyl derivatives, ethylene, and commodity solvents. The plasticizers product line consists of a unique set of primary non­phthalate and phthalate plasticizers and a range of niche non­phthalate plasticizers. The functional amines product lines include methylamines and salts, and higher amines and solvents.\n\n
Product LinesPercentage of Total Segment Sales
201720162015
Intermediates64%65%65%
Plasticizers19%20%20%
Functional Amines17%15%15%
Total100%100%100%
\n\n# Fibers Segment\n\nIn the Fibers segment, Eastman manufactures and sells cellulose acetate tow for use in filtration media, primarily cigarette filters. The acetyl chemicals product line consists of triacetin, cellulose acetate flake, and acetyl raw materials for other acetate fiber producers. The acetate yarn product line consists of natural (undyed) acetate and polyester yarn and solution­dyed acetate yarn for use in apparel, home furnishings, and industrial fabrics.\n\n
Product LinesPercentage of Total Segment Sales
201720162015
Acetate Tow77%80%78%
AcetlChlPdy emica roucts15%13%14%
Acetate Yarn8%7%8%
Total100%100%100%
\n\n# Other\n\nThe Company continues to explore and invest in R&D initiatives such as high performance materials and advanced cellulosics that are aligned with disruptive macro trends such as health and wellness, natural resource efficiency, an increasing middle class in emerging economies, and feeding a growing population. An example of such an initiative is the Eastman microfiber technology platform which leverages the Company's core competency in polyesters, spinning capability, and in­house application expertise for use in a wide range of applications including liquid and air filtration, high strength packaging in nonwovens, and performance apparel in textiles.\n\nSales revenue and expense for the Eastman microfiber technology platform growth initiative are shown in the tables below as \"Other\" sales revenue and operating loss. R&D, pension and other postretirement benefits, and other expenses and income not identifiable to an operating segment are shown in the tables below as \"Other\" operating earnings (loss)."} +{"pdf_name": "11702461_101.pdf", "language": "en", "markdown": "
Notes \n附註2020 \n二零二零年2019\n二零一九年
HK$’000 \n千港元HK$’000\n千港元
Non-current liabilities 非流動負債
Lease liabilities 租賃負債351,2461,677
Deferred tax liabilities 遞延稅項負債362,7452,927
3,9914,604
Net assets 資產淨值206,617245,976
Capital and reserves 股本及儲備
Share capital 股本3777,48977,489
Reserves 儲備128,902161,059
Equity attributable to 本公司擁有人應佔權益\nowners of the Company206,391238,548
Non-controlling interests 非控股權益2267,428
Total equity 權益總額206,617245,976
\n\nThe consolidated financial statements on pages 96 to 235 were approved and authorised for issue by the board of directors on 19 March 2021 and are signed on its behalf by:\n\n第96頁至第235頁的綜合財務報表經董事會於二零二一年三月十九日批准及授權刊發，並由以下人士代表簽署：\n\n
Wang Jiawei \n王嘉偉Lai Yuk Mui\n黎玉梅
Director \n董事Director\n董事
\n\nThe accompanying notes form an integral part of these consolidated financial statements.\n\n隨附的附註構成此等綜合財務報表的一部分。"} +{"pdf_name": "11702461_102.pdf", "language": "en", "markdown": "
Attributable to the owners of the Company\n本公司擁有人應佔Non-\ncontroling\ninterests\n非控股權益Total\nequity\n權益總額
Share\ncapital\n股本Share\npremium\n股份溢價Fair value \nthrough other \ncomprehensive \nincome reserveSpecial\nreserveStatutory\nreserveTranslation\nreserve\n匯兌儲備Share-based\ncompensation\nreserve\n股份補償儲備Accumulated\nlosses \n累計虧損Total\n總額
(Note 38(i) \n（附註38(i)）(Note 38(i) \n（附註38(i)）(Note 38(ii)\n（附註38(ii)）
按公平值計入\n其他全面\n收入儲備特別儲備法定儲備
HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元
Balance at 31 December 2018 於二零一八年十二月三十一日之結餘77,4891,673,299–4,7793,912(22,296)30,554(1,403,119)364,61813,557378,175
Impact on initial application of HKFRS 16 對初次應用香港財務報告準則第16號的影響–––––––(92)(92)(2)(94)
Balance at 1 January 2019 於二零一九年一月一日之結餘77,4891,673,299–4,7793,912(22,296)30,554(1,403,211)364,52613,555378,081
Loss for the year 年內虧損–––––––(127,674)(127,674)(5,948)(133,622)
Other comprehensive income for the year 年內其他全面收入–––––1,696––1,696(179)1,517
Transferred to accumulated losses 購股權失效時轉撥至累計虧損\nupon lapse of share options––––––(8,930)8,930–––
Balance at 31 December 2019 and 於二零一九年十二月三十一日及\n1 January 2020 二零二零年一月一日之結餘77,4891,673,299–4,7793,912(20,600)21,624(1,521,955)238,5487,428245,976
Loss for the year 年內虧損–––––––(41,399)(41,399)(161)(41,560)
Other comprehensive income for the year 年內其他全面收入–––––9,378––9,3785439,921
Transferred to accumulated losses upon lapse 購股權失效時轉撥至累計虧損\nof share options––––––(21,624)21,624–––
Fair value gains on financial assets at fair value through 按公平值計入其他全面收入之金融資產之\nother comprehensive income 公平值收益––1,106–––––1,106581,164
Transferred to accumulated losses upon 出售按公平值計入其他全面收入之\ndisposal of financial assets at fair value 金融資產儲備時轉撥至累計虧損\nthrough other comprehensive income reserve––(1,106)–––––(1,106)(58)(1,164)
Acquisition of additional interest in subsidiaries 收購附屬公司之額外權益（附註21(1)及(2)）\n(notes 21(1) and (2)–––––––(136)(136)(7,584)(7,720)
Balance at 31 December 2020 於二零二零年十二月三十一日之結餘77,4891,673,299–4,7793,912(11,222)–(1,541,866)206,391226206,617
\n\nThe accompanying notes form an integral part of these consolidated financial statements.\n\n隨附的附註構成此等綜合財務報表的一部分。"} +{"pdf_name": "3426868_52.pdf", "language": "en", "markdown": "# 10. Earnings/ (loss) per share - continued\n\n# (b) Diluted earnings/ (loss) per share - continued\n\nDiluted earnings/ (loss) per share attributable to equity holders of the Company are calculated as follows:\n\n
20152014
Net pro t/ (loss) attributable to equity holders of the Company and used to \n determine diluted earnings per share (S$’000)1,299(4,968)
Weighted average number of ordinary shares outstanding for \n basic earnings/ (loss) per share (‘000)781,909771,595
Adjustments for (‘000)
- Share options12,27813,478
- Warrants1,126,926254,331
1,921,1131,039,404
Diluted earnings/ (loss) per share (cent per share)0.07(0.64)*
\n\n\\* As loss was recorded, the dilutive potential shares from share options and warrants are anti-dilutive and no change is made to the diluted loss per share.\n\n# 11. Cash and cash equivalents\n\n
GroupCompany
2015201420152014
S$’000S$’000S$’000S$’000
Cash at bank and on hand7,3654,185548286
Short-term bank deposits3,5202,363--
10,8856,548548286
\n\nFor the purpose of presenting the consolidated statement of cash flows, cash and cash equivalents comprise the following:\n\n
Group
20152014
S$’000S$’000
Cash and bank balances (as above)10,8856,548
Less: Bank overdraft (Note 18)(213)(991)
Cash and cash equivalents per consolidated statement of cash flows10,6725,557
"} +{"pdf_name": "3426868_53.pdf", "language": "en", "markdown": "# 12. Trade and other receivables\n\n
GroupCompany
2015201420152014
S$’000S$’000S$’000S$’000
Trade receivables
- Non-related parties6,3665,972--
Bills receivables9,0687,379--
Trade and bills receivables15,43413,351--
Contract work-in-progress
- Due from customers (Note 14)492660--
Advance payment for project costs676720--
Unbilled contract revenue7,4924,992--
Other receivables
- Subsidiary corporations--4,2055,088
- Staff advances-4--
- Non-related parties158298--
- Value added tax recoverable136138--
- Withholding tax receivable1617--
Less: Allowance for impairment of receivables
– non-related parties (Note 26(b)(ii))-(138)--
Other receivables – net3103194,2055,088
Deposits429290--
Prepayments4834672919
25,31620,7994,2345,107
\n\nThe amount due from subsidiary corporations are non-trade in nature, unsecured, interest free and repayable on demand\n\n# 13. Inventories\n\n
Group
20152014
S$’000S$’000
Voice, video and data communication equipment395432
\n\nThe cost of inventories recognised as an expense and included as part of “Cost of sales – equipment and consumables used” amounts to S\\$40,095,000 (2014: S\\$32,592,000).\n\nThe Group has recognised a write-down of its slow-moving inventories amounting to S\\$44,000 (2014: S\\$42,000) (Note 5).\n\n# 14. Contract work-in-progress\n\n
Group
20152014
S$’000S$’000
Contract work-in-progress
Aggregate costs incurred and pro ts recognised (less losses recognised) \n to date on uncompleted contracts492660
Less: Progress billings(45)(77)
447583
Presented as:
Due from customers on contract work-in-progress (Note 12)492660
Due to customers on contract work-in-progress (Note 17)(45)(77)
447583
"} +{"pdf_name": "3426917_35.pdf", "language": "en", "markdown": "We perform a quarterly evaluation of all of our risk-sharing loans to determine whether a loss is probable. Our process for identifying which risk-sharing loans may be probable of loss consists of an assessment of several qualitative and quantitative factors including payment status, property financial performance, local real estate market conditions, loan-to-value ratio, debt-service-coverage ratio, and property condition. When we believe a loan is probable of foreclosure or in foreclosure, we record an allowance for that loan (a “specific reserve”). The specific reserve is based on the estimate of the property fair value less selling and property preservation costs and considers the loss-sharing requirements detailed below in the “Credit Quality and Allowance for Risk-Sharing Obligations” section. The estimate of property fair value at initial recognition of the allowance for risk-sharing obligations is based on appraisals, broker opinions of value, or net operating income and market capitalization rates, whichever we believe is the best estimate of the net disposition value. The allowance for risk-sharing obligations for such loans is updated as any additional information is received until the loss is settled with Fannie Mae. The settlement with Fannie Mae is based on the actual sales price of the property and selling and property preservation costs and considers the Fannie Mae loss-sharing requirements. Loss settlement with Fannie Mae has historically concluded within 18 to 36 months after foreclosure. Historically, the initial specific reserves have not varied significantly from the final settlement. We are uncertain whether such a trend will continue in the future.\n\nIn addition to the specific reserves discussed above, we also record an allowance for risk-sharing obligations related to all risk-sharing loans on our watch list (“general reserves”). Such loans are not probable of foreclosure but are probable of loss as the characteristics of these loans indicate that it is probable that these loans include some losses even though the loss cannot be attributed to a specific loan. For all other risk-sharing loans not on our watch list, we continue to carry a guaranty obligation. We calculate the general reserves based on a migration analysis of the loans on our historical watch lists, adjusted for qualitative factors. When we place a risk-sharing loan on our watch list, we cease to amortize the guaranty obligation and transfer the remaining unamortized balance of the guaranty obligation to the general reserves. If a risk-sharing loan is subsequently removed from our watch list due to improved financial performance, we transfer the unamor-tized balance of the guaranty obligation back to the guaranty obligation classification on the balance sheet and amortize the remaining unamortized balance evenly over the remaining estimated life. For each loan for which we have a risk-sharing obligation, we record one of the following liabilities associated with that loan as discussed above: guaranty obli-gation, general reserve, or specific reserve. Although the liability type may change over the life of the loan, at any particular point in time, only one such liability is associated with a loan for which we have a risk-sharing obligation.\n\nWe evaluate all of our loans held for investment for impairment quarterly. Our impairment evaluation focuses pri-marily on payment status and property financial performance. We consider a loan impaired when the current facts and circumstances suggest it is not probable that we will collect all contractually due principal and interest payments. When a loan is not considered impaired, we apply a collective allowance that is based on recent historical loss probability and historical loss rates incurred in our risk-sharing portfolio, adjusted as needed for current market conditions (“loss factors”). We use the loss experience from our risk-sharing portfolio as a proxy for losses incurred in our loans held for investment portfolio since (i) we have not experienced any actual losses related to our loans held for investment to date and (ii) the loans in the loans-held-for-investment portfolio have similar characteristics to loans held in the risk-sharing portfolio. Since the inception of the Interim Program in 2012, we have not had any delinquent or impaired loans or charged off any loans. The historical loss factors are updated quarterly. We have not experienced significant change in the loss factors during the periods presented in the financial statements. These loss factors may change in the future as economic and market conditions change and as the Interim Program matures.\n\n# Overview of Current Business Environment\n\nThe fundamentals of the commercial and multifamily real estate market remain strong. Multifamily occupancy rates and effective rents continue to increase based upon strengthening rental market demand while delinquency rates remain at historic lows, all of which aid loan performance due to their importance to the cash flows of the underlying properties. Most other commercial real estate asset classes have experienced similar performance in underlying fundamentals. The positive performance has boosted the value of many commercial and multifamily properties towards the high end of his-torical ranges."} +{"pdf_name": "3426917_36.pdf", "language": "en", "markdown": "In addition to the improved property fundamentals, for the last several years, the U.S. commercial and multifamily mortgage market has experienced historically low interest rates, leading many borrowers to seek refinancing prior to the scheduled maturity date of their loans. As borrowers have sought to take advantage of the interest rate environment and improved property fundamentals, the number of lenders and amount of capital available to lend have increased dramati-cally. According to the Mortgage Bankers Association, commercial and multifamily loan maturities are expected to in-crease dramatically through the end of 2017, as the loans originated at the height of the CMBS market begin maturing a decade later. All of these factors have benefited our origination and investment sales volumes over the past several quarters. Competition among commercial real estate services firms, banks, life insurance companies, and the GSEs remains fierce.\n\nDuring the fourth quarter of 2016, the Federal Reserve raised its targeted Fed Funds Rate by another 25 basis points and suggested that it is likely going to increase its targeted Fed Funds Rate during 2017. We have not experienced a significant decline in origination volume or profitability as a result of the increases as long-term mortgage interest rates generally remained at historically low levels during the majority of 2016. Long-term mortgage interest rates did increase significantly during the last two months of 2016, largely due to the anticipation of a rate increase by the Federal Reserve and the results of the 2016 Presidential Election. However, even the sharp increase in long-term mortgage interest rates did not appear to adversely impact our loan origination volumes. We cannot be certain that trend will continue as the number, timing, and magnitude of any future increases by the Federal Reserve, taken together with previous interest rate increases and combined with other macroeconomic factors, may have a different effect on the commercial real estate market.\n\nLate in the second quarter of 2016, citizens of the United Kingdom (“U.K.”) voted to exit the European Union (“E.U.”), an action commonly referred to as “Brexit.” The referendum itself has not resulted in the U.K.’s immediate exodus from the E.U. since the vote was not legally binding on the British government. Rather, Parliament, having heard the voice of voters, may now enact laws to facilitate the U.K.’s departure and must notify the European Commission of its intention to leave the E.U. Legislation to effect the departure has been passed by the lower house of Parliament. Many observers anticipate that the U.K. will invoke Article 50 of the Lisbon Treaty in the first half of 2017 to leave the E.U. After such notice is provided, the U.K. and European Commission will have a two-year window in which to establish the terms of the U.K.’s departure. Even though the process of separating from the E.U. will take several years, Brexit has created a significant amount of uncertainty in both the global and domestic financial markets as participants have evaluated the impact Brexit may have on the global and domestic economies.\n\nBrexit has had minimal impact on our operations and financial results as we have no direct exposure to the U.K. or E.U. Additionally, we believe the indirect impact of Brexit likely benefitted us during the second half of 2016 as borrowers took advantage of low mortgage interest rates and as a “flight to safety” resulted in an increase of global capital investments in U.S. markets, including commercial real estate, resulting in higher loan origination and investment sales activity. Some of these benefits may be mitigated by higher credit risk spreads demanded by investors in commercial real estate loans going forward. We believe these indirect impacts will largely continue in the near term (although potentially partially or completely mitigated by the aforementioned increase in interest rates due to the actions of the Federal Reserve and the results of the 2016 Presidential Election) but are uncertain about the long-term duration.\n\nWe are a market-leading originator with Fannie Mae and Freddie Mac, and the GSEs remain the most significant providers of capital to the multifamily market. The Federal Housing Finance Agency (“FHFA”) 2017 GSE Scorecard (“2017 Scorecard”) established Fannie Mae’s and Freddie Mac’s 2017 loan origination caps at \\$36.5 billion each for market-rate apartments (“2017 Caps”), the same as the final 2016 loan origination caps (the 2016 loan origination caps began the year at \\$31.0 billion each, but were adjusted by the FHFA twice during 2016 to a final amount of \\$36.5 billion each). Affordable housing loans, loans to small multifamily properties, and manufactured housing rental community loans continue to be excluded from the 2017 Caps. Additionally, the definition of the affordable loan exclusion continues to encompass affordable housing in high- and very-high cost markets and to allow for an exclusion from the 2017 Caps for the pro-rata portion of any loan on a multifamily property that includes affordable units. The 2017 Scorecard provides the FHFA the flexibility to review the estimated size of the multifamily loan origination market on a quarterly basis and proactively adjust the 2017 Caps upward should the market be larger than expected in 2017 (as noted above, the FHFA adjusted the caps upward twice in 2016). The 2017 Scorecard also provides exclusions for loans to properties located in"} +{"pdf_name": "20780351_362.pdf", "language": "en", "markdown": "# Section 6.11 Attorney’s Fees.\n\nIn the event any claim, action, suit, proceeding, arbitration, complaint, charge or investigation is brought in respect of this Agreement or any of the documents referred to in this Agreement, the prevailing party will be entitled to recover reasonable attorneys' fees and other costs incurred in such Proceeding, in addition to any relief to which such party may be entitled.\n\n# Section 6.12 No Waiver.\n\nNeither any failure nor any delay by any party in exercising any right, power, or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power, or privilege, and no single or partial exercise of any such right, power, or privilege will preclude any other or further exercise of such right, power, or privilege or the exercise of any other right, power, or privilege. To the maximum extent permitted by applicable laws, (a) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be waived by a Party, in whole or in part, unless made in a writing signed by such Party; (b) a waiver given by a Party will only be applicable to the specific instance for which it is given; and (c) no notice to or demand on a Party will (i) waive or otherwise affect any obligation of that Party or (ii) affect the right of the Party giving such notice or demand to take further action without notice or demand as provided in this Agreement.\n\n# Section 6.13 Notices.\n\nAll notices and other communications required or permitted by this Agreement shall be in writing and will be effective, and any applicable time period shall commence, when (a) delivered to the following address by hand or by a nationally recognized overnight courier service (costs prepaid) addressed to the following address or (b) transmitted electronically to the following facsimile numbers or e-mail addresses, in each case marked to the attention of the Person (by name or title) designated below (or to such other address, facsimile number, e-mail address, or Person as a Party may designate by notice to the other parties):\n\n# Bitauto\n\nNew Century Hotel Office Tower 6/F\n\nNo. 6 South Capital Stadium Road\n\nBeijing, 100044\n\nThe People’s Republic of China\n\nAttention: Cynthia He\n\nFacsimile: (86 10) 6849-2200\n\n# Tencent\n\nc/o Tencent Holdings Limited\n\n29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong\n\nAttention: Compliance and Transactions Department\n\nE-mail: legalnotice@tencent.com"} +{"pdf_name": "20780351_363.pdf", "language": "en", "markdown": "# JD\n\nJD.com, Inc.\n\n21/F, Building A, No.18 Kechuang 11th Street, Yizhuang Economic and Technological Development Zone, Daxing District, Beijing 101111, PRC\n\nAttention: Legal Department (Mergers and Acquisitions Group)\n\nEmail: legalnotice@jd.com\n\nSection 6.14 Severability.\n\nIf any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.\n\nSection 6.15 Time of Essence.\n\nWith regard to all dates and time periods set forth or referred to in this Agreement, time is of the essence.\n\nSection 6.16 Counterparts and Electronic Signatures.\n\n(a) This Agreement and other documents to be delivered pursuant to this Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy and all of which, when taken together, will be deemed to constitute one and the same agreement or document, and will be effective when counterparts have been signed by each of the parties and delivered to the other parties.\n\n(b) A manual signature on this Agreement or other documents to be delivered pursuant to this Agreement, an image of which shall have been transmitted electronically, will constitute an original signature for all purposes. The delivery of copies of this Agreement or other documents to be delivered pursuant to this Agreement, including executed signature pages where required, by electronic transmission will constitute effective delivery of this Agreement or such other document for all purposes.\n\n[Remainder of page intentionally left blank.]"} +{"pdf_name": "20753823_86.pdf", "language": "en", "markdown": "\\[ \\begin{array} { l l } { { \\overline { { { f } } } ( t _ { n } ) = \\left\\langle \\int f ( x + \\Delta x ) P _ { n - 1 } ( x ) d ^ { D } x \\right\\rangle _ { \\mathrm { N s } } } } \\\\ { { \\qquad = \\left\\langle \\int \\left( f ( x ) + f _ { \\ast } ( x ) \\Delta x ^ { i } + ( 1 / 2 ) f _ { \\ast j } ( x ) \\Delta x ^ { i } \\Delta x ^ { j } + . . . \\right) P _ { n - 1 } ( x ) d ^ { D } x \\right\\rangle _ { \\mathrm { N s } } } } \\\\ { { \\qquad = \\displaystyle \\int f ( x ) \\left\\langle \\hat { 1 } - \\frac { \\partial } { \\partial x ^ { i } } \\Delta x ^ { i } + ( 1 / 2 ) \\frac { \\partial ^ { 2 } } { \\partial x ^ { i } \\partial x ^ { j } } \\Delta x ^ { i } \\Delta x ^ { j } + . . . \\right\\rangle _ { \\mathrm { N s } } P _ { n - 1 } ( x ) d ^ { D } x . } } & { { \\mathrm { ( A 8 ) } } } \\end{array} \\]\n\nHere, \\( f _ { / j } \\, \\equiv \\, \\partial f / \\partial x ^ { i } \\) and similar for \\( f _ { { ' } i j } \\, = \\, \\partial ^ { 2 } f / \\partial x ^ { i } \\partial x ^ { j } \\), and the partial integration has been used.\n\nThe next step is to Taylor expand \\( \\Delta x \\) up to second order in \\( \\Delta t \\) and substitute this expansion into the above expression. Using Equation (A1), one has\n\n\\[ \\Delta x ^ { i } = \\mathcal { F } _ { n } ^ { i } \\Delta t + \\alpha ( \\mathcal { F } _ { n } ^ { i } ) , \\mathcal { F } _ { n } ^ { j } \\Delta t ^ { 2 } + \\ldots \\eqno ( \\mathrm { A 9 } ) \\]\n\nSubstituting this expression into Equation (A8), using Equation (A2), and performing the stochastic averaging over \\( \\xi _ { n } \\) with the help of Equation (7), one arrives at\n\n\\[ \\overline { { f } } ( t _ { n } ) = \\int f ( x ) ( \\widehat { 1 } - \\Delta t \\hat { H } _ { \\alpha } ^ { ( D ) } + \\ldots ) P _ { n - 1 } ( x ) d ^ { D } x , \\eqno ( \\mathrm { A 1 0 } ) \\]\n\nwith the FP operator being\n\n\\[ \\hat { H } _ { \\alpha } ^ { ( D ) } = - \\frac { \\partial } { \\partial x ^ { i } } F _ { \\alpha } ^ { i } ( x ) - \\Theta \\frac { \\partial } { \\partial x ^ { i } } e _ { a } ^ { i } ( x ) \\frac { \\partial } { \\partial x ^ { j } } e _ { a } ^ { j } ( x ) \\eqno ( \\mathrm { A 1 1 } ) \\]\n\nand with the \\( \\alpha \\)-dependent flow vector field from Equation (91).\n\nIn the above derivation of the FP operator, SdE (A9) was used as a formal equation defining \\( \\Delta x \\). One can take an alternative view on stochastic dynamics in which the dynamics is continuous in time and the noise is piece-wise constant, as given in Figure 1. For a fixed noise configuration, one has a continuous trajectory x(t), defined by \\( \\dot { x } \\, = \\, \\mathcal { F } _ { n } ( x ( t ) ) \\) with the initial condition \\( x ( t _ { n - 1 } ) = x _ { n _ { 1 } } \\). Now, there is no freedom in choosing \\( \\alpha \\) because \\( \\Delta x \\) is uniquely defined by the evolution according to the Picard-Lindelo¨f theorem. In particular, \\( \\Delta x \\) has a unique Taylor expansion in \\( \\Delta t \\):\n\n\\[ \\Delta x ^ { i } = \\left. \\frac { \\partial x ^ { i } } { \\partial t } \\right| _ { \\Delta t = 0 } \\Delta t + \\frac { 1 } { 2 } \\left. \\frac { \\partial ^ { 2 } x ^ { i } } { \\partial ^ { 2 } t } \\right| _ { \\Delta t = 0 } \\Delta t ^ { 2 } + . . . \\eqno ( \\mathrm { A 1 2 } ) \\]\n\nThe first coefficient here is determined from the SDE itself,"} +{"pdf_name": "20753823_87.pdf", "language": "en", "markdown": "\\[ \\left. \\frac { \\partial x ^ { i } } { \\partial t } \\right| _ { \\Lambda t = 0 } = \\mathcal { F } _ { n } ^ { i } ( x ) , \\eqno { ( \\mathrm { A 1 3 } ) } \\]\n\nwhereas the second coefficient is obtained via one differentiation of the SDE over time\n\n\\[ \\left. \\frac { \\partial ^ { 2 } x ^ { i } } { \\partial ^ { 2 } t } \\right| _ { \\Delta t = 0 } = \\left. \\frac { \\partial \\mathcal { F } _ { n } ^ { i } ( x ) } { \\partial t } \\right| _ { \\Delta t = 0 } = \\mathcal { F } _ { n ^ { \\prime } j } ^ { i } ( x ) \\left. \\frac { \\partial x ^ { i } } { \\partial t } \\right| _ { \\Delta t = 0 } = \\mathcal { F } _ { n ^ { \\prime } j } ^ { i } ( x ) \\mathcal { F } _ { n } ^ { j } ( x ) ; \\eqno { ( \\mathrm { A 1 4 } ) } \\]\n\nthus, the quantity in Equation (A12) becomes\n\n\\[ \\Delta x ^ { i } = \\mathcal { F } _ { n } ^ { i } ( x ) \\Delta t + \\frac { 1 } { 2 } \\mathcal { F } _ { n ^ { \\prime } j } ^ { i } ( x ) \\mathcal { F } _ { n } ^ { j } ( x ) \\Delta t ^ { 2 } + \\ldots \\eqno ( \\mathrm { A 1 5 } ) \\]\n\nComparing this equation with Equation (A9), one concludes that the Stratonovich choice of \\( \\alpha = 1 / \\tau \\) 2 must always be used for the continuous-time picture of temporal evolution.\n\nConcerning the Ito interpretation of SDEs, it is often said that, unlike all other interpre-tations, the Ito approach respects the Markovian property in the sense that the increment \\( \\Delta x _ { n } \\) or, equivalently, the final point \\( x _ { n } \\, = \\, x _ { n - 1 } + \\Delta x _ { n } \\) is a function of only \\( x _ { n - 1 } \\) and not of \\( x _ { n } \\). This advantage of Ito SDEs, however, is a misinterpretation. Indeed, the very state-ment that \\( x _ { n } \\) is a function of itself for \\( \\alpha \\) 0 does not make sense from the point of view of functional dependence. This sentence only tells us that \\( x _ { n } \\) as a function of \\( x _ { n - 1 } \\) is given only implicitly by Equation (90). For a fixed noise variable \\( \\xi _ { n } \\), the final point \\( x _ { n } \\) together with the increment \\( \\Delta x _ { n } \\) is always a function of \\( x _ { n - 1 } \\) only. Its explicit expression is given by Equation (A9) up to second order in \\( \\Delta t \\), the only accuracy relevant in the continuous-time limit.\n\nFurthermore, the Markovian property of stochastic processes is concerned not with the trajectories (the variables \\( x _ { n } \\) and \\( x _ { n - 1 } \\)) but rather with the temporal evolution of TPDs. In application to the SdEs (90), the Markovian property means that the TPD at time moment \\( t _ { n } \\) depends on the TPD at the previous time moment \\( t _ { n - 1 } \\) only and not on the TPD at earlier time moments. As clearly observed from Equation (A6), which is correct for all \\( \\alpha \\), all the interpretations of SDEs satisfy this requirement of Markovianity. In other words, Ito SDEs are just as Markovian as SDEs in all the other interpretations.\n\nIn other words, the only advantage of the Ito interpretation is the relative ease of its numerical implementation because the increment as a function of \\( x _ { n - 1 } \\) is given explicitly by the Ito SdE. This convenience for numerical implementations, however, does not have any significance from the mathematical point of view."} +{"pdf_name": "20782229_35.pdf", "language": "en", "markdown": "# DIRECTORS\n\nThe Directors of the Company during the year ended 31 December 2018 and up to the date of this report were:\n\n# Executive Directors:\n\nMr. Xu Songqing (Chairman)\n\nMr. Luo Canwen (Chief Executive Officer)\n\nMr. Chen Chunniu\n\nMr. Xu Songman\n\n# Non-executive Director:\n\nMr. Xu Jianhong\n\n# Independent non-executive Directors:\n\nMr. Goh Choo Hwee\n\nMr. Tam Yuk Sang Sammy\n\nMr. Wu Chi Keung\n\nPursuant to Article 84 of the Articles of Association of the Company, Mr. Luo Canwen, Mr. Chen Chunniu and Mr. Wu Chi Keung shall retire by rotation and, being eligible, will offer themselves for re-election at the forthcoming annual general meeting.\n\n# BIOGRAPHIES OF DIRECTORS AND SENIOR MANAGEMENT\n\nBiographical details of the Directors and senior management of the Group are set out on pages 9 to 11 of this annual report.\n\n# DIRECTORS’ EMOLUMENTS\n\nDetails of the Directors’ emoluments are set out in note 11 to the consolidated financial statements.\n\nNo Director has waiver or has agreed to waive any emoluments and no emoluments were paid by the Group to the Directors as an inducement to join or upon joining the Group or as compensation for loss of office during the year ended 31 December 2018.\n\n# DIRECTORS’ SERVICE CONTRACTS\n\nEach of the executive Directors has entered into a service contract with the Company for an initial fixed term of three years with effect from the Listing Date renewable automatically unless terminated by not less than three months’ notice in writing served by either the Director or the Company.\n\nThe non-executive Director has entered into a letter of appointment with the Company for an initial term of three years renewable automatically which unless otherwise terminated pursuant to the terms of the appointment is subject to automatic renewal. The appointment shall be subject to normal retirement and re-election at the annual general meeting by Shareholders of the Company pursuant to the Articles of Association."} +{"pdf_name": "20782229_36.pdf", "language": "en", "markdown": "Each of the independent non-executive Directors has entered into a letter of appointment with the Company with effect from the Listing Date subject to retirement by rotation and re-election at annual general meetings of our Company and until terminated by not less than three months’ notice in writing served by either the Company or the relevant Director.\n\nApart from the foregoing, no Director proposed for re-election at the forthcoming annual general meeting has a service contract which is not determinable by the Company or any of its subsidiaries within one year without payment of compensation, other than statutory compensation.\n\n# CONFIRMATION FROM THE INDEPENDENT NON-EXECUTIVE DIRECTORS\n\nThe Company has received from each of the independent non-executive Directors the confirmation of their independence pursuant to rule 3.13 of the Listing Rules. Based on such confirmations, the Company considers each of the independent non-executive Directors is independent in accordance with rule 3.13 of the Listing Rules.\n\n# EQUITY-LINKED AGREEMENTS\n\nDuring the year ended 31 December 2018, the Group did not entered into any equity-linked agreement.\n\n# SHARE OPTION SCHEME\n\nPrior to the Listing, the Company conditionally adopted a share option scheme (the “Scheme”) on 23 March 2016 which became effective and unconditional upon the Listing. The purpose of the Scheme is to enable the Company to grant options to the Eligible Persons (as defined below) as incentives or rewards for their contribution or potential contribution to the Group.\n\nDetails of the Scheme are as follows:\n\n# a. Purpose\n\nThe primary purpose of the Scheme is to grant options as incentives or rewards to Eligible Persons for their contribution or potential contribution to the Group.\n\n# b. Eligible Persons\n\nThe Board may, at its discretion, offer to grant an option to subscribe for such number of new Shares as the Board may determine at an exercise price determined in accordance with paragraph (h) below to any full-time or part-time employee of the Company or any member of the Group, including any executive Director, non-executive Director and independent non-executive Director, and any supplier, customer, agent, advisor and consultant of our Group who, in the sole opinion of the Board, will contribute or have contributed to the Group (collectively, the “Eligible Persons”).\n\n# c. Total number of Shares available for issue\n\nThe total number of Shares which may be issued upon exercise of all options to be granted under the Scheme and any other share option schemes of the Company must not exceed 60,000,000 Shares, representing 10% of the Company’s issued share capital upon Listing."} +{"pdf_name": "7587988_106.pdf", "language": "en", "markdown": "# 31. Notes to the Consolidated Statement of Cash Flows (continued)\n\n# (C) TOTAL CASH OUTFLOW FOR LEASES\n\nThe total cash outflow for leases included in the statement of cash flows is as follows:\n\n
20202019
HK$’000HK$’000
Within operating activities17,35315,713
Within financing activities243,148339,622
260,501355,335
\n\n# 32. Contingent Liabilities\n\nAt the end of the reporting period, contingent liabilities not provided for in the financial statements were as follows:\n\n
20202019
HK$’000HK$’000
Bank guarantees given in lieu of utility and property rental deposits24,75726,921
\n\n# 33. Commitments\n\nThe Group had the following capital commitments at the end of the reporting period:\n\n
20202019
HK$’000HK$’000
Contracted, but not provided for:
Leasehold improvements, furniture, fixtures and equipment17,55030,010
"} +{"pdf_name": "7587988_107.pdf", "language": "en", "markdown": "# 34. Related Party Transactions\n\n# (A) In addition to the transactions and balances detailed elsewhere in these financial statements, the Group had the following transactions with related parties during the year:\n\n
Notes20202019
HK$’000HK$’000
Rental expense to a related party (i)–36
Management fee from associates (ii)–660
Sales of food and other operating items to associates (iii)–4,620
\n\nNotes:\n\n(i) The rental expense to a related party, Madam Chan Sai Ying, who is the spouse of Mr. Chung Wai Ping, was charged based on mutually agreed terms at a monthly fixed amount of HK\\$4,000 during the year ended 31 December 2019.\n\n(ii) The management fee was charged to associates based on 1 to 2% of gross receipt during the year ended 31 December 2019.\n\n(iii) Sales of food and other operating items to associates were charged based on mutually agreed terms and conditions.\n\n# (B) Compensation of key management personnel of the Group\n\nThe compensation of key management personnel of the Group for each reporting period represented the directors’ emoluments as disclosed in note 8 to the financial statements.\n\nThe related party transaction mentioned in note (a)(i) above constitutes a continuing connected transaction as defined in Chapter 14A of the Listing Rules."} +{"pdf_name": "11705258_313.pdf", "language": "en", "markdown": "option (whether legally enforceable or not) to subscribe for or purchase, or to nominate persons to subscribe for or purchase, any Shares or any securities of any member of the Group.\n\nFollowing the completion of the Global Offering, the Hong Kong Underwriters and their affiliated companies may hold a certain portion of the Shares as a result of fulfilling their respective obligations under the Hong Kong Underwriting Agreement.\n\n# International Offering\n\n# International Underwriting Agreement\n\nIn connection with the International Offering, the Company and the Controlling Shareholders expect to enter into the International Underwriting Agreement with the International Underwriters on the Price Determination Date. Under the International Underwriting Agreement and subject to the Over-allotment Option, the International Underwriters would, subject to certain conditions set out therein, agree severally but notj ointly to procure subscribers for, or themselves to subscribe for, their respective applicable proportions of the International Offer Shares initially being offered pursuant to the International Offering. It is expected that the International Underwriting Agreement may be terminated on similar grounds as the Hong Kong Underwriting Agreement. Potential investors should note that in the event that the International Underwriting Agreement is not entered into, the Global Offering will not proceed. Please see “Structure of the Global Offering—The International Offering.”\n\n# Over-allotment Option\n\nThe Company is expected to grant to the International Underwriters the Over-allotment Option, exercisable by the Joint Global Coordinators on behalf of the International Underwriters at any time from the Listing Date until 30 days after the last day for lodging applications under the Hong Kong Public Offering, pursuant to which the Company may be required to issue up to an aggregate of 53,000,000 Shares, representing not more than 15% of the number of Offer Shares initially available under the Global Offering, at the Offer Price, to, among other things, cover over-allocations in the International Offering, if any. Please see “Structure of the Global Offering—Over-allotment Option.”\n\n# Indemnity\n\nEach of our Company and the Controlling Shareholders has agreed to indemnify the Hong Kong Underwriters and International Underwriters for certain losses which they may suffer or incur, including losses arising from their performance of their obligations under the Underwriting Agreements and any breach by any of the Company and the Controlling Shareholders of the Hong Kong Underwriting Agreements.\n\n# Total Commissions and Expenses\n\nThe Underwriters will receive an underwriting commission of 2.5% of the aggregate Offer Price of all the Offer Shares (including any Offer Shares to be issued pursuant to the exercise of the Over-allotment Option), out of which they will pay any sub-underwriting commissions and other fees.\n\nThe Underwriters may receive a discretionary incentive fee of up to 1.0% of the aggregate Offer Price of all the Offer Shares (including any Offer Shares to be issued pursuant to the exercise of the Over-allotment Option)."} +{"pdf_name": "11705258_314.pdf", "language": "en", "markdown": "For any unsubscribed Hong Kong Offer Shares reallocated to the International Offering, the underwriting commission will not be paid to the Hong Kong Underwriters but will instead be paid, at the rate applicable to the International Offering, to the relevant International Underwriters.\n\nThe aggregate underwriting commissions payable to the Underwriters in relation to the Global Offering (assuming an Offer Price of HK\\$2.39 per Offer Share (which is the mid-point of the Offer Price range), the full payment of the discretionary incentive fee and the exercise of the Over-allotment Option in full) will be approximately HK\\$34.0 million.\n\nThe aggregate underwriting commissions and fees together with the Stock Exchange listing fees, the SFC transaction levy and the Stock Exchange trading fee, legal and other professional fees and printing and all other expenses relating to the Global Offering are estimated to be approximately HK\\$91.6 million (assuming an Offer Price of HK\\$2.39 per Offer Share (which is the mid-point of the Offer Price range), the full payment of the discretionary incentive fee and the exercise of the Over-allotment Option in full) and will be paid by our Company.\n\n# Indemnity\n\nEach of our Company and the Controlling Shareholders has agreed to indemnify the Hong Kong Underwriters and International Underwriters for certain losses which they may suffer or incur, including losses arising from their performance of their obligations under the Underwriting Agreements and any breach by any of the Company and the Controlling Shareholders of the Hong Kong Underwriting Agreements.\n\n# Hong Kong Underwriters’ Interests in our Company\n\nSave as disclosed in this prospectus and save for its obligations under the Hong Kong Underwriting Agreement, the Hong Kong Underwriters do not have any shareholding interests in our Company or the right or option (whether legally enforceable or not) to subscribe for or to nominate persons to subscribe for securities in our Company.\n\nFollowing the completion of the Global Offering, the Underwriters and their affiliated companies may hold a certain portion of the Shares as a result of fulfilling their obligations under the Underwriting Agreements.\n\n# Other Services to our Company\n\nThe Joint Global Coordinators and the Underwriters or its respective affiliates have, from time to time, provided and expect to provide in the future investment banking and other services to our Company and our respective affiliates, for which such Joint Global Coordinators and the Underwriters or their respective affiliates have received or will receive customary fees and commissions\n\n# Sponsors’ Independence\n\nThe Joint Sponsors satisfy the independence criteria applicable to sponsors set out in Rule 3A.07 of the Listing Rules.\n\n# ACTIVITIES BY SYNDICATE MEMBERS\n\nThe underwriters of the Hong Kong Public Offering and the International Offering (together, the “Syndicate Members”) and their affiliates may each individually undertake a variety of activities (as further described below) which do not form part of the underwriting or stabilizing process."} +{"pdf_name": "11767810_8.pdf", "language": "en", "markdown": "Using [5, Proposition 6.6], if \\( \\sigma _ { x } \\) can be obtained as a truncated induction (see [9, Chapter 11])from the sign representation of a Weyl subgroup \\( W ^ { \\prime } \\leq W \\), i.e. \\( \\sigma _ { x } = j _ { W ^ { \\prime } } ^ { W } ( \\mathrm { s g n } ) \\), then we can reduce this formula into\n\n\\[ R _ { x } : = \\sum _ { w ^ { \\prime } \\in W ^ { \\prime } } ( - 1 ) ^ { l ( w ^ { \\prime } ) } X \\left( \\begin{array} { c } { { \\lambda _ { \\mathcal { O } } } } \\\\ { { w ^ { \\prime } \\lambda _ { \\mathcal { O } } } } \\end{array} \\right) . \\]\n\nStep (4) Consequently, every unipotent representation corresponding to \\( \\mathcal { O } \\) is parametrized by \\( \\pi \\in \\overline { { A } } ( \\mathcal { O } ) ^ { \\wedge } \\), and has the character formula\n\n\\[ X _ { \\pi } : = \\frac { 1 } { | \\overline { { A } } ( \\mathcal { O } ) | } \\sum _ { x \\in \\overline { { A } } ( \\mathcal { O } ) } t r ( \\pi ( x ) ) R _ { x } . \\]\n\nExample 3.2. We now study the special unipotent representations attached to the orbit \\( \\mathcal { O } = ( 2 ^ { 2 p } 1 ^ { 2 q } ) \\):\n\n– The Lusztig-Spaltenstein dual is given by \\( { \\cal L } { \\cal O } = ( 2 p + 2 q + 1 , 2 p - 1 , 1 ) \\). Hence\n\n\\[ \\lambda \\mathcal { O } = \\frac { 1 } { 2 } \\, ^ { L } h = ( p + q , p + q - 1 , \\dots , p , ( p - 1 ) ^ { 2 } , \\dots , 2 ^ { 2 } , 1 ^ { 2 } , 0 ) . \\]\n\n– In [20], Lusztig defined an injection\n\n\\[ \\gamma ( \\mathcal { O } ) : = \\{ \\mathcal { O } ^ { \\prime } \\subseteq \\overline { { \\mathcal { O } } } | \\mathcal { O } ^ { \\prime } \\not \\subseteq \\overline { { \\mathcal { O } } } _ { s p e c } \\mathrm { ~ f o r ~ a n y ~ o t h e r ~ s p e c i a l ~ o r b i t ~ } \\mathcal { O } _ { s p e c } \\subseteq \\mathcal { O } \\} \\hookrightarrow \\overline { { A } } ( \\mathcal { O } ) . \\]\n\nConsider the following composition of maps:\n\n\\[ \\mathcal { O } ^ { \\prime } \\in \\gamma ( \\mathcal { O } ) \\hookrightarrow x ( \\mathcal { O } ^ { \\prime } ) \\in \\overline { { A } } ( \\mathcal { O } ) \\overset { S t e p ( 2 ) } { \\longmapsto } \\sigma _ { x ( \\mathcal { O } ^ { \\prime } ) } \\in \\hat { W } . \\]\n\nThen \\( \\sigma _ { x ( \\mathcal { O } ^ { \\prime } ) } = s p ( \\mathcal { O } ^ { \\prime } ) \\), the Springer representation of \\( \\mathcal { O } ^ { \\prime } \\).\n\nFor \\( \\mathcal { O } = ( 2 ^ { 2 p } 1 ^ { 2 q } ) \\), \\( \\gamma ( O ) = \\{ O , { \\mathcal { O } } ^ { \\prime } \\} \\), where \\( \\mathcal { O } ^ { \\prime } = ( 2 ^ { 2 p - 1 } 1 ^ { 2 q + 2 } ) \\), and \\( A ( \\mathcal { O } ) = \\overline { { A } } ( \\mathcal { O } ) = \\mathbb { Z } / 2 \\mathbb { Z } = \\)\\( \\{ e , s \\} \\) with e being the identity element. So the injection above is indeed a bijection, and\n\n\\[ \\mathcal { O } \\leftrightarrow e \\; ; \\; \\; \\mathcal { O } ^ { \\prime } \\leftrightarrow s . \\]\n\nAccording to the algorithm of computing Springer representations given in Section 7 of[24],\n\n\\[ \\sigma _ { e } = ( 1 ^ { p } , 1 ^ { p + q } ) = j _ { D _ { p } \\times C _ { p + q } } ^ { C _ { n } } ( \\mathrm { s g n } ) , \\; \\; \\sigma _ { s } = ( 1 ^ { p + q + 1 } , 1 ^ { p - 1 } ) = j _ { D _ { p + q + 1 } \\times C _ { p - 1 } } ^ { C _ { n } } ( \\mathrm { s g n } ) . \\]\n\n– The two reduced formula is of the form\n\n\\[ ( 3 ) \\qquad \\quad R _ { e } = \\sum _ { w \\in W ( D _ { p } \\times C _ { p + q } ) } ( - 1 ) ^ { l ( w ) } X \\left( \\begin{array} { c c c } { { p - 1 , \\ldots , 1 , 0 ; } } & { { p + q , \\ldots , 2 , 1 } } \\\\ { { w ( } } & { { p - 1 , \\ldots , 1 , 0 ; } } & { { p + q , \\ldots , 2 , 1 ) } } \\end{array} \\right) , \\]\n\n\\[ ( 4 ) \\qquad R _ { s } = \\sum _ { w ^ { \\prime } \\in W ( D _ { p + q + 1 } \\times C _ { p - 1 } ) } ( - 1 ) ^ { l ( w ^ { \\prime } ) } X \\left( \\begin{array} { c } { { p + q , \\dots , 1 , 0 ; } } \\\\ { { w ^ { \\prime } ( } & { { p + q , \\dots , 1 , 0 ; } } \\end{array} \\begin{array} { c } { { p - 1 , \\dots , 2 , 1 } } \\\\ { { p - 1 , \\dots , 2 , 1 } } \\end{array} \\right) . \\]\n\n(Here we have used Remark (a) after Proposition 1.4.)"} +{"pdf_name": "11767810_9.pdf", "language": "en", "markdown": "– The two special unipotent representations are of the form\n\n\\[ X _ { \\mathcal { O } } ^ { + } = \\frac { 1 } { 2 } ( R _ { e } + R _ { s } ) , ~ X _ { \\mathcal { O } } ^ { - } = \\frac { 1 } { 2 } ( R _ { e } - R _ { s } ) . \\]\n\nWe now link the special unipotent representations obtained in the previous example with \\( \\theta ( \\mathrm { t r i v } ) \\),\\( \\theta ( \\mathrm { d e t } ) \\).\n\nProposition 3.3. As \\( ( { \\mathfrak { g } } _ { \\mathbb { C } } , K _ { \\mathbb { C } } ) \\cdot \\)-modules,\n\n\\[ X _ { \\mathcal { O } } ^ { + } \\cong \\theta ( \\mathrm { t r i v } ) , ~ X _ { \\mathcal { O } } ^ { - } \\cong \\theta ( \\mathrm { d e t } ) \\]\n\nProof. The proposition can be proved directly by tracing along the lines of Corollary 5.24 in [5] and Theorem 2.1. We present another proof here. Note that the infinitesimal charac-ter of \\( X _ { \\mathcal { O } } ^ { + } \\) and \\( X _ { \\mathcal { O } } ^ { - } \\) are both \\( W \\times W \\)-conjugacy class of) \\( ( \\lambda _ { \\mathcal { O } } , \\lambda _ { \\mathcal { O } } ) \\). By Proposition 1.4, they must be of the form \\( L \\left( \\begin{array} { c } { { \\dot { \\lambda _ { \\mathcal { O } } } } } \\\\ { { w \\lambda _ { \\mathcal { O } } } } \\end{array} \\right) \\) for some \\( w \\in W \\). For \\( X _ { \\mathcal { O } } ^ { + } \\),\n\n\\[ X _ { \\mathcal { O } } ^ { + } \\cong \\frac { 1 } { 2 } ( R _ { e } + R _ { s } ) = \\frac { 1 } { 2 } [ ( X \\left( \\begin{array} { l } { \\lambda _ { \\mathcal { O } } } \\\\ { \\lambda _ { \\mathcal { O } } } \\end{array} \\right) + \\ldots ) + ( X \\left( \\begin{array} { l } { \\lambda _ { \\mathcal { O } } } \\\\ { \\lambda _ { \\mathcal { O } } } \\end{array} \\right) + \\ldots ) ] = X \\left( \\begin{array} { l } { \\lambda _ { \\mathcal { O } } } \\\\ { \\lambda _ { \\mathcal { O } } } \\end{array} \\right) + \\ldots , \\]\n\nwhere the remaining terms are of the form \\( X \\left( \\begin{array} { c } { { \\lambda \\mathcal { O } } } \\\\ { { w \\lambda \\mathcal { O } } } \\end{array} \\right) \\! . \\), \\( l ( w ) > \\) 0. Hence its lowest \\( K _ { \\mathbb { C } } \\)-type is \\( \\lambda _ { \\mathcal { O } } - \\lambda _ { \\mathcal { O } } = ( 0 ^ { n } ) \\). On the other hand, the only \\( L \\left( \\begin{array} { c } { { \\lambda \\mathcal { O } } } \\\\ { { w \\lambda \\mathcal { O } } } \\end{array} \\right) \\) having lowest \\( K _ { \\mathbb { C } } \\)-type \\( ( 0 ^ { n } ) \\) is \\( L \\left( \\begin{array} { c } { { \\lambda _ { \\mathcal { O } } } } \\\\ { { \\lambda _ { \\mathcal { O } } } } \\end{array} \\right) . \\) By (Remark (b) after) Proposition 1.4 and Theorem 2.1,\n\n\\[ \\begin{array} { r } { X _ { \\mathcal { O } } ^ { + } \\cong L \\left( \\begin{array} { l } { \\lambda _ { \\mathcal { O } } } \\\\ { \\lambda _ { \\mathcal { O } } } \\end{array} \\right) \\cong L \\left( \\begin{array} { l l l } { p + q , \\dots , 2 , 1 ; } & { p - 1 , \\dots , 1 , 0 } \\\\ { p + q , \\dots , 2 , 1 ; } & { p - 1 , \\dots , 1 , 0 } \\end{array} \\right) \\cong \\theta ( \\mathrm { t r i v } ) . } \\end{array} \\]\n\nFor \\( X _ { \\mathcal { O } } ^ { - } \\), a direct computation shows that the term\n\n\\[ X \\left( \\begin{array} { c } { { \\lambda _ { \\mathcal { O } } } } \\\\ { { w _ { p } \\lambda _ { \\mathcal { O } } } } \\end{array} \\right) : = X \\left( \\begin{array} { c c c c c c } { { p + q , \\ldots , p + 1 ; } } & { { p , p - 1 } } & { { p - 1 , p - 2 } } & { { \\ldots , } } & { { 2 , 1 , } } & { { 1 , 0 } } \\\\ { { p + q , \\ldots , p + 1 ; } } & { { p - 1 , p } } & { { p - 2 , p - 1 } } & { { \\ldots , } } & { { 1 , 2 , } } & { { 0 , 1 } } \\end{array} \\right) \\, . \\]\n\nappears in the expression \\( \\begin{array} { r } { X _ { \\mathcal { O } } ^ { - } \\cong \\frac { 1 } { 2 } ( R _ { e } - R _ { s } ) } \\end{array} \\) with coefficient 1. Hence \\( X _ { \\mathcal { O } } ^ { - } \\) must have lowest \\( K _ { \\mathbb { C } } \\)-type smaller than or equal to \\( ( 1 ^ { 2 p } 0 ^ { q } ) \\sim ( \\lambda _ { \\mathcal { O } } \\! - \\! w _ { p } \\lambda _ { \\mathcal { O } } ) \\), that is, the lowest \\( K _ { \\mathbb { C } } \\)-type must be of the form \\( ( 1 ^ { 2 i } 0 ^ { n - 2 i } ) \\) with \\( i \\leq p \\). However, another direct computation shows that all terms of the form\n\n\\[ \\{ X \\left( \\begin{array} { c } { { \\lambda \\mathcal O } } \\\\ { { w \\lambda \\mathcal O } } \\end{array} \\right) | w \\in W , \\; ( \\lambda \\mathcal O - w \\lambda \\mathcal O ) \\sim ( 1 ^ { 2 i } 0 ^ { n - 2 i } ) , \\; i < p \\} \\]\n\ndo not appear in the expression of \\( X _ { \\mathcal { O } } ^ { - } \\). Therefore, the lowest \\( K _ { \\mathbb { C } } \\)-type of \\( X _ { \\mathcal { O } } ^ { - } \\) must be \\( \\left( 1 ^ { 2 p } 0 ^ { q } \\right) \\).\n\nSuppose \\( X _ { \\mathcal { O } } ^ { - } \\cong L \\left( \\begin{array} { c } { \\lambda \\mathcal { O } } \\\\ { w \\lambda \\mathcal { O } } \\end{array} \\right) \\) for some \\( w \\in W \\), then we have"} +{"pdf_name": "11689997_34.pdf", "language": "en", "markdown": "Libertatem would suggest: The UK adopts the MIFID II definitions which make Independent” advisers. Fee based, whole of market and Independent of undue influence via ownership or other agreement. This would allow most restricted advisers to re-join the Independent camp\n\nUnder MIFID II: Non-Independent advisers can receive commission, use panels of providers etc. As long as this is properly disclosed we feel that this may well provide access to advice for some of those who were disenfranchised by RDR. It may make sense to remove the term “Restricted” and use the term “Regulated”.\n\nAdopting MIFID II definitions would both realign the UK with Europe but also use terms which are more easily understood\n\nThat all the stakeholders agree a set of definitions for advice and guidance which are used by all to improve communication and avoid many of the current misunderstandings.\n\nQ3: What comments do you have on consumer demand for professional financial advice?\n\nThanks to THR2: We know that the historical market for Independent Advice was 16m. We also know that advisers could be split into three specific groups.\n\nTHR2 Identified the numbers of clients under each definition\n\nBoutique advisers enjoy a per adviser range between 10 and 120 although the current average is 159. This is likely to drop significantly.\n\nSegregated Adviser will be the way forward for the adviser who wants more than a lifestyle business as it can offer a capital exit in the future. The current per adviser average is 191\n\nGeneralist/Transactional advisers currently show 205 active clients per adviser. But they also have another 400+ old clients who may return.\n\nMost of the 3,250 who have exited the sector since 2010 have been Generalist adviser and some had client banks in excess of 1,000 clients\n\nLibertatem suggests: At least 4m consumers seem to have successfully made the RDR transaction to fees. Circa 2,500 – mostly attached to generalist advisers - may be less secure particularly if we continue to see Trail Commission being reneged on by providers.\n\nIf we are to see a reconnection between advice and the 10m ex IFA clients, we will need to recreate the new version of the commission based market (See National Advice Service)"} +{"pdf_name": "11689997_35.pdf", "language": "en", "markdown": "# Q.4: Do you have any comments or evidence on the level of demand for advice from sources other than professional financial advisers?\n\nThere is no shortage of PR noise from a number of investment platforms that seek to deal directly with the client. But currently there is little evidence that this noise is converting into profitable business. Such firms will have resolved the matter in the next 3 years. Either they will have reached the tipping point into profit or their investors will have given up.\n\nThe missing link of many non-advised options is “the Challenge”.\n\nThis is the first step to a client making private provision and the most important aspect of an adviser’s day. The challenge comes twice in any client relationship. Firstly, when a client is challenged to seek advice and secondly when the client is challenged to accept the solutions are suggested.\n\nThis challenge can only be done by human interaction. We do not see it being done by computers, Robo Advice or other androids. It is possible via Skype but better achieved face to face. Much of the enthusiasm for new processes presumes that clients will challenge themselves – this is unlikely and unproven.\n\nThe price of RDR’s commission free world is the removal of that challenge from the common man and with it any independence from the state when in need.\n\n# Q5: Do you have any comments or evidence on the types of financial needs for which consumers may seek advice?\n\nRDR has sought to push the adviser community towards the Boutique model. It presumed that all clients wanted an intimate relationship with their advisers in which there were regular reviews. In essence that the IFA sector should be restricted to financial planning.\n\nThe reality was that the vast majority of clients were transactional and wanted a once off or a once in a while advisory event or the solution of a specific issue. They did not seek regular connection. At the same time RDR sought to make all advisory firms the same and restrict their activities and the accessibility of advice\n\nPost RDR - adviser firms had all the same qualifications and were trading in the same market using the same basic business model. So now advisers have difficulty distinguishing themselves from the competition.\n\nQ6: Is the FCA Consumer Spotlight segmentation model useful for exploring consumers’ advice needs?\n\nNo appears to be a complete waste of money unless you are a regulator seeking to increase your empire\n\n# Q7: Do you have any observation on the segments and whether any should be the subject of particular focus in the Review?\n\nNo"} +{"pdf_name": "20739465_83.pdf", "language": "en", "markdown": "# 27. FAIR VALUE OF ASSETS AND LIABILITIES\n\n# (a) Fair value hierarchy\n\nThe Group categorises fair value measurements using a fair value hierarchy that is dependent on the valuation inputs used as follows:\n\n
– Level 1– Quoted prices (unadjusted) in active market for identical assets or liabilities that the Group \ncan access at the measurement date,
– Level 2– Inputs other that quoted prices included within Level 1 that are observable for the asset \nor liability, either directly or indirectly, and
– Level 3– Unobservable inputs for the asset or liability.
\n\nFair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.\n\n# (b) Assets and liabilities not carried at fair value but for which fair value is disclosed\n\nTrade and other receivables, trade and other payables, accrued operating expenses and amounts due from/(to) subsidiaries and associates (current)\n\nThe carrying amounts of these financial assets and liabilities are reasonable approximation of fair values due to their short-term nature.\n\n# Pledged fixed deposit\n\nThe carrying amount of pledged fixed deposit closely approximates its fair value as the interest rate of this financial asset approximates its market rate on or at the end of the reporting period.\n\n# (c) Assets and liabilities not carried at fair value and whose carrying amounts are not reasonable approximation of fair value.\n\n# Amounts due from subsidiaries and associates (non-current) and Contract Deposit\n\nThe non-current amounts due from subsidiaries and associates have no fixed terms of repayment. Accordingly, the fair values cannot be measured reliably as the timing of e future cash flows cannot be determined.\n\nContract Deposit has no fixed terms of repayment. Accordingly, the fair values cannot be measured reliably as the Contract Deposit is interest-free."} +{"pdf_name": "20739465_84.pdf", "language": "en", "markdown": "# 28. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES\n\nThe Group and the Company is exposed to financial risks arising from its operations and the use of financial instruments. The key risks include credit risk, liquidity risk and foreign currency risk. The Board of Directors reviews and agrees policies and procedures for the management of these risks. The Audit Committee provides independent oversight to the effectiveness of the risk management process. It is, and has been throughout the current and previous financial years, the Group’s policy that no trading in derivatives for speculative purposes shall be undertaken.\n\nThe following sections provide details regarding the Group’s and Company’s exposure to the above-mentioned financial risks and the objectives, policies and processes for the management of these risks.\n\n# (a) Credit risk\n\nCredit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations. The Group’s and the Company’s exposure to credit risk arises primarily from trade and other receivables, cash and short-term deposits. For other financial assets (including cash and short-term deposits), the Group and the Company minimise credit risk by dealing exclusively with high credit rating counterparties.\n\nThe Group’s objective is to seek continual revenue growth while minimising losses incurred due to increased credit risk exposure. The Group trades only with recognised and creditworthy third parties. In addition, receivable balances are monitored on an ongoing basis.\n\n# Excessive risk concentration\n\nConcentrations arise when a number of counterparties are engaged in similar business activities, or activities in the same geographic region, or have economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative sensitivity of the Group’s performance to developments affecting a particular industry.\n\nIn order to avoid excessive concentrations of risk, the Group’s policies and procedures include specific guidelines to focus on maintaining a diversified portfolio. Identified concentrations of credit risks are controlled and managed accordingly. Selective hedging is used within the Group to manage risk concentrations at both the relationship and industry levels. The Group does not apply hedge accounting.\n\n# Exposure to credit risk\n\nAt the end of the reporting period, the Group’s and the Company’s maximum exposure to credit risk is represented by the carrying amount of each class of financial assets recognised in the statements of financial position.\n\nInformation regarding credit enhancements for trade and other receivables is disclosed in Note 16."} +{"pdf_name": "9285198_410.pdf", "language": "en", "markdown": "• authorise the Company to place HKSCC Nominees name on the Company’s register of members as the holder of the Hong Kong Offer Shares allocated to you and to send Share certificate(s) and/or refund monies under the arrangements separately agreed between us and HKSCC;\n\n• confirm that you have read the terms and conditions and application procedures set out in this prospectus and agree to be bound by them;\n\n• confirm that you have received and read a copy of this prospectus and have relied only on the information and representations in this prospectus in causing the application to be made, save as set out in any supplement to this prospectus;\n\n• agree that none of the Company or the Relevant Persons is or will be liable for any information and representations not contained in this prospectus (and any supplement to it);\n\n• agree to disclose to the Company, the Hong Kong Share Registrar, the receiving bank and the Relevant Persons any personal data which they may require about you;\n\n• agree (without prejudice to any other rights which you may have) that once HKSCC Nominees application has been accepted, it cannot be rescinded for innocent misrepresentation;\n\n• agree that any application made by HKSCC Nominees on your behalf is irrevocable on or before the fifth day after the time of the opening of the application lists (excluding any day which is a Saturday, Sunday or public holiday in Hong Kong), such agreement to take effect as a collateral contract with the Company, and to become binding when you give the instructions and such collateral contract to be in consideration of the Company agreeing that it will not offer any Hong Kong Offer Shares to any person on or before the fifth day after the time of the opening of the application lists (excluding any day which is a Saturday, Sunday or public holiday in Hong Kong), except by means of one of the procedures referred to in this prospectus. However, HKSCC Nominees may revoke the application on or before the fifth day after the time of the opening of the application lists (excluding for this purpose any day which is a Saturday, Sunday or public holiday in Hong Kong) if a person responsible for this prospectus under Section 40 of the Companies (Winding Up and Miscellaneous Provisions) Ordinance gives a public notice under that section which excludes or limits that person’s responsibility for this prospectus;\n\n• agree that once HKSCC Nominees’ application is accepted, neither that application nor your electronic application instructions can be revoked, and that acceptance of that application will be evidenced by the Company’s announcement of the results of the Hong Kong Public Offering;"} +{"pdf_name": "9285198_411.pdf", "language": "en", "markdown": "• agree to the arrangements, undertakings and warranties under the participant agreement between you and HKSCC, read with the General Rules of CCASS and the CCASS Operational Procedures, for giving electronic application instructions to apply for Hong Kong Offer Shares;\n\n• agree with the Company, for itself and for the benefit of each Shareholder (and so that the Company will be deemed by its acceptance in whole or in part of the application by HKSCC Nominees to have agreed, for itself and on behalf of each of the Shareholders, with each CCASS Participant giving electronic application instructions) to observe and comply with the Companies Ordinance, the Companies (Winding Up and Miscellaneous Provisions) Ordinance and the Articles of Association; and\n\n• agree that your application, any acceptance of it and the resulting contract will be governed by and construed in accordance with the Laws of Hong Kong.\n\n# Effect of Giving Electronic Application Instructions to HKSCC via CCASS\n\nBy giving electronic application instructions to HKSCC or instructing your broker or custodian who is a CCASS Clearing Participant or a CCASS Custodian Participant to give such instructions to HKSCC, you (and, if you arej oint applicants, each of youj ointly and severally) are deemed to have done the following things. Neither HKSCC nor HKSCC Nominees shall be liable to the Company or any other person in respect of the things mentioned below:\n\n• instructed and authorised HKSCC to cause HKSCC Nominees (acting as nominee for the relevant CCASS Participants) to apply for the Hong Kong Offer Shares on your behalf;\n\n• instructed and authorised HKSCC to arrange payment of the Maximum Offer Price, brokerage, SFC transaction levy and the Stock Exchange trading fee by debiting your designated bank account and, in the case of a wholly or partially unsuccessful application and/or if the Offer Price is less than the Maximum Offer Price per Offer Share initially paid on application, refund of the application monies (including brokerage, SFC transaction levy and the Stock Exchange trading fee) by crediting your designated bank account; and\n\n• instructed and authorised HKSCC to cause HKSCC Nominees to do on your behalf all the things stated in the WHITE Application Form and in this prospectus.\n\n# Minimum Purchase Am ount and Permitted Numbers\n\nYou may give or cause your broker or custodian who is a CCASS Clearing Participant or a CCASS Custodian Participant to give electronic application instructions for a minimum of 200 Hong Kong Offer Shares. Instructions for more than 200 Hong Kong Offer Shares must be in one of the numbers set out in the table in the Application Forms. No application for any other number of Hong Kong Offer Shares will be considered and any such application is liable to be rejected."} +{"pdf_name": "2555509_43.pdf", "language": "en", "markdown": "# 2. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)\n\n# HKFRS 9 Financial Instruments (continued)\n\n# Impairment\n\nIn general, the Directors anticipate that the application of the expected credit loss model of HKFRS 9 will result in earlier provision of credit losses which are not yet incurred in relation to the Group’s financial assets measured at amortised costs and other items that subject to the impairment provisions upon application of HKFRS 9 by the Group.\n\nBased on the assessment by the Directors, if the expected credit loss model were to be applied by the Group, the accumulated amount of impairment loss to be recognised by the Group as at 1st January, 2018 would be increased as compared to the accumulated amount recognised under HKAS 39 mainly attributable to expected credit losses provision on debtors. Such further impairment recognised under expected credit loss model would reduce the opening retained profits at 1st January, 2018.\n\n# HKFRS 15 Revenue from Contracts with Customers\n\nHKFRS 15 was issued which establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. HKFRS 15 will supersede the current revenue recognition guidance including HKAS 18 Revenue, HKAS 11 Construction Contracts and the related interpretations when it becomes effective.\n\nThe core principle of HKFRS 15 is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the standard introduces a 5-step approach to revenue recognition:\n\n• Step 1: Identify the contract(s) with a customer\n\n• Step 2: Identify the performance obligations in the contract\n\n• Step 3: Determine the transaction price\n\n• Step 4: Allocate the transaction price to the performance obligations in the contract\n\n• Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation\n\nUnder HKFRS 15, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when ‘control’ of the goods or services underlying the particular performance obligation is transferred to the customer. Far more prescriptive guidance has been added in HKFRS 15 to deal with specific scenarios. Furthermore, extensive disclosures are required by HKFRS 15.\n\nIn 2016, the HKICPA issued clarifications to HKFRS 15 in relation to the identification of performance obligations, principal versus agent considerations, as well as licensing application guidance."} +{"pdf_name": "2555509_44.pdf", "language": "en", "markdown": "# 2. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)\n\n# HKFRS 15 Revenue from Contracts with Customers (continued)\n\nThe management of the Group anticipate that the application of HKFRS 15 in the future may result in more disclosures, however, the management of the Group do not anticipate that the application of HKFRS 15 will have a material impact on the timing and amounts of revenue recognised in the respective reporting periods.\n\n# HKFRS 16 Leases\n\nHKFRS 16 introduces a comprehensive model for the identification of lease arrangements and accounting treatments for both lessors and lessees. HKFRS 16 will supersede HKAS 17 Leases and the related interpretations when it becomes effective.\n\nHKFRS 16 distinguishes lease and service contracts on the basis of whether an identified asset is controlled by a customer. Distinctions of operating leases and finance leases are removed for lessee accounting, and is replaced by a model where a right-of-use asset and a corresponding liability have to be recognised for all leases by lessees, except for short-term leases and leases of low value assets.\n\nThe right-of-use asset is initially measured at cost and subsequently measured at cost (subject to certain exceptions) less accumulated depreciation and impairment losses, adjusted for any remeasurement of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at that date. Subsequently, the lease liability is adjusted for interest and lease payments, as well as the impact of lease modifications, amongst others. For the classification of cash flows, the Group currently presents upfront prepaid lease payments as investing cash flows in relation to leasehold lands for owned use and those classified as investment properties while other operating lease payments are presented as operating cash flows. Upon application of HKFRS 16, lease payments in relation to lease liability will be allocated into a principal and an interest portion which will be presented as financing cash flows by the Group.\n\nUnder HKAS 17, the Group has already recognised an asset for prepaid lease payments for leasehold lands where the Group is a lessee. The application of HKFRS 16 may result in potential changes in classification of these assets depending on whether the Group presents right-of-use assets separately or within the same line item at which the corresponding underlying assets would be presented if they were owned.\n\nIn contrast to lessee accounting, HKFRS 16 substantially carries forward the lessor accounting requirements in HKAS 17, and continues to require a lessor to classify a lease either as an operating lease or a finance lease.\n\nFurthermore, extensive disclosures are required by HKFRS 16."} +{"pdf_name": "11777419_390.pdf", "language": "en", "markdown": "# (ii) Right-of-use assets\n\nThe analysis of the net book value of right-of-use assets by class of underlying asset is as follows:\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Buildings leased for own use, carried at depreciated cost ......3,3863,3502,116
\n\nOrizen Group has obtained the right to use other properties as its offices and warehouses through tenancy agreements. The leases typically run for an initial period of 1 to 3 years.\n\nThe analysis of expense items in relation to leases recognized in the consolidated statement of profit or loss and other comprehensive income is as follows:\n\n
As of March 31,Period from\nApril 1, 2019 to\nAugust 6, 2019
20182019
HK$’000 HK$’000 HK$’000
Depreciation charge of rihgt-of-use assets by class of\nunderliyng asset:
Buildings leased for own use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6162,4311,744
Interest on lease liabilities (note (3)(i)) . . . . . . . . . . . . . . . . . . . . .4311735
\n\n# (8) Investment in a subsidiary\n\nDetails of Orizen’s subsidiary are as follows:\n\n
Company nameForm of\nbusiness\nstructurePlace of\nincorporation\nand\nbusinessParticulars\nof issued\nand paid-up\ncaiptalProportion of ownership interestPrincipal\nactivities
effective\ninterestHeld by\nOrizenHeld by a\nsubsidiary
PCCH Incorporated Hong Kong 100 ordinary\nshares100%100% – Trading,\nwholesaling\nand\nretailing\nof Chinese\nmedicine
\n\n# (9) Inventories\n\n# (i) Inventories in the consolidated statement of financial position comprise:\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Finished goods ..........................................16,42411,64912,084
\n\n# (10) Trade and other receivables\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Trade receivables ........................................7,3348,0678,896
Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1679693
Deposits and prepayments ................................1,5308811,223
8,8659,62710,812
\n\nAt March 31, 2018 and 2019 and August 6, 2019, the deposits and prepayments expected to be recovered after more than one year amounted to HK\\$745,000, HK\\$727,000 and HK\\$926,000 respectively. The remaining trade and other receivables are expected to be recovered within one year.\n\nOrizen Group normally allows a credit period of within 90 days to its customers."} +{"pdf_name": "11777419_391.pdf", "language": "en", "markdown": "# Aging analysis\n\nAs of the end of the reporting period, the aging analysis of trade receivables (which are included in trade and other receivables) based on the invoice date and net of loss allowance, is as follows:\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Less than 1 month .......................................5,5126,4946,742
1to6months............................................\n1,8221,5732,154
7,3348,0678,896
\n\nThe aging analysis of trade receivables (net of loss allowance) by due dates is as follows:\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Current .................................................5,5126,4946,150
Less than 1 month past due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9466661,667
1 to 3 months past due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .581455791
Over 3 months past due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .295452288
7,3348,0678,896
\n\n# (11) Cash and cash equivalents and other cash flow information\n\n# (i) Cash and cash equivalents comprise:\n\n
As of March 31,As of\nAugust 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Cash at bank and on hand .................................9,80623,1555,260
\n\n# (ii) Reconciliation of profit before taxation to cash generated from operations:\n\n
NoteYear ended March 31,Period from\nApril 1, 2019\nto August 6,\n2019
20182019
HK$’000 HK$’000 HK$’000
Operating activities
Profit before taxation ...................................24,71726,16610,655
Adjustments for:
Depreciation ..........................................(3)(iii)7862,6171,804
Finance costs ..........................................(3)(i)4311735
Interest income from bank deposits . . . . . . . . . . . . . . . . . . . . . .(2)(2)(6)(12)
Changes in workinig calpta:
(Increase)/decrease in inventories ........................(9,484)4,775(435)
Decrease/(increase) in trade and other receivables ..........1,313(762)(1,185)
Increase/(decrease) in trade and other payables ............5,1872,416(8,127)
Cash generated from operations ........................22,56035,3232,735
"} +{"pdf_name": "11769683_239.pdf", "language": "en", "markdown": "superintelligence” alternatives, in which machine superintelligences interact with otherwise human-led corporations or nation-states. The four scenarios are as follows:\n\nState/AI: individual nation-states control and ally with multiple machine intelligences.\n\nCorporate/AI: For-profit corporations control the most powerful and rapidly improving AIs.\n\nSelf-interested super-AI: AIs act solely in their own interests, rather than being aligned with either humans or hybrid Superintelligences.\n\nOptimistic AI: Machine intelligences are not allied with each other but rather work to further the goals of humanity as a whole.25\n\nThese scenarios are not outlandish. Less sophisticated leaders may look at these scenarios and ask questions such as the following: What implications would these scenarios have on your governance agenda? What testing and safety should we insist on before implementing hybrid superintelligence? In what parts of your organization do you most need to invite advanced AI? Essentially, these leaders are considering how they can outcompete others in the various scenarios.\n\nThese questions are outdated if used in isolation. Threshold leaders will approach Hillis’s scenarios with greater complexity of mind, by also exploring questions such as: Who really governs our universe? From where does wisdom come? How do we know what constitutes good government?What intuition am I getting from the periphery about governance? What is my gut telling me? How is everything linked? In asking these higher order questions, you are discovering and connecting with what your “macro violin” means for you. Such complex observations are provisional, even speculative. But epochal human breakthrough will not come in well-worn paths. It will come at the edges, where we peer toward the future.\n\nEmergent wisdom is triply open to ethereal clues. For many who believe that the divine is beyond time, the system of our universe is not closed at the beginning of time as we know it. For those who do not believe in the divine, the initial conditions of our universe still carry a fascination and a wonder. In either case, the beginnings of our existence are open in some way. Advancing AI also invites us into a system that is open at the other end, in the sense of being emergent. Our universe may actually be trebly"} +{"pdf_name": "11769683_240.pdf", "language": "en", "markdown": "open: not just open beginnings, not just an open AI future, but also an open-ended process of increasing human maturity. This is a thrilling three-stranded cord.\n\nThreshold leaders will step to a different rhythm and climb a different hill. They work with clues they have received during life. They prize an open view of the universe. They know that AI does not have to outshine humanity. Even if the first Superintelligences are malicious, wise leaders will maximize the chances that Superintelligence turns toward better purposes.\n\nLove and wisdom fuel all four pathways of this book. We do not just offer love and wisdom, we cultivate them in stillness, we attend to them, we embody them, we seek them humbly, playfully, and at ease. In a world where machines score A+ on everything, let us establish love and wisdom as the beating heart.\n\n# THRESHOLD RESOURCE\n\n# RESOURCE FOR ANY LEADER\n\nResource 22. Three Loving, Wise Transformational Habits of Mind\n\nPurpose\n\nInvite love and wisdom.\n\nProcess\n\nThis is a five-step reflective exercise that takes about forty-five minutes. Each step starts with the letter A.\n\nJennifer Garvey Berger and Keith Johnson developed the three transformational habits that form the core of this resource. The habits and several other prompts in the “adopt” step of this resource are contained in Garvey Berger’s book Changing on the Job. As Jennifer told me when we discussed them in the context of this book, “If you anchor to these habits, the work you do stands a fair chance of being transformational in some way, because the habits have this quirky advantage of being able to shape what you do in the moment and also being able to grow you over time.”\n\nSTEP 1: Adjourn"} +{"pdf_name": "20795819_336.pdf", "language": "en", "markdown": "“Flood Documents” has the meaning specified in the definition of “Collateral and Guaranty Requirements”.\n\n“Flood Laws” means the National Flood Insurance Reform Act of 1994 and related legislation (including the regulations of the Board of Governors of the Federal Reserve System).\n\n“Foreign Borrower” has the meaning specified in the preamble to this Agreement.\n\n“Foreign Borrower Obligations” means the Obligations of any Borrower other than any U.S. Borrower.\n\n“Foreign Collateral Documents” means (a) each Other Foreign Security Agreement, the Japanese Pledge Agreement (all Obligations), the Mexican Pledge Agreement (all Obligations), the Canadian Pledge Agreement, the Swedish Pledge Agreement, the U.K. Pledge Agreement, each Other Foreign Pledge Agreement, the Other Foreign Mortgages, each of the other mortgages, collateral assignments, security agreements, pledge agreements, hypothecs, bonds, control agreements or other similar agreements or supplements to the foregoing (i) entered into by any Loan Party, (ii) delivered to the Administrative Agent pursuant to the Collateral and Guaranty Requirements or pursuant to Section 6.11 for the benefit of any or all of the Secured Parties and (iii) governed by the laws (other than the laws of the United States or any state or other political subdivision thereof) of any nation, state, province or other political subdivision thereof, and (b) each of the other agreements, instruments or documents entered into by any Loan Party, governed by the laws (other than the laws of the United States or any state or other political subdivision thereof) of any nation, state, province or other political subdivision thereof, that creates or purports to create a Lien in favor of the Administrative Agent for the benefit of any or all of the Secured Parties.\n\n“Foreign Guarantors” means and includes each Foreign Borrower and each Foreign Subsidiary Guarantor.\n\n“Foreign Lender” means (i) with respect to any Loan made to a U.S. Borrower, a Lender that is not a U.S. Person and (ii) with respect to any Loan made to a Foreign Borrower, any Lender that is not organized under the laws in which such Foreign Borrower is resident for tax purposes and that is not otherwise considered or deemed in respect of any amount payable to it hereunder or under any Loan Document to be resident for income tax or withholding tax purposes in the jurisdiction in which such Borrower is resident for tax purposes by application of the laws of that jurisdiction.\n\n“Foreign Loan Party” means each Foreign Borrower and each other Foreign Guarantor.\n\n“Foreign Obligations” means the Foreign Borrower Obligations, all Obligations of any Foreign Loan Party or any Foreign Subsidiary under any Secured Cash Management Agreement or any Secured Hedge Agreement, all Obligations of any Foreign Loan Party under any Specified Supply Chain Agreement and Obligations of any Foreign Loan Party under any guarantee or security agreement related to any of the foregoing.\n\n“Foreign Obligations Guaranty” means an agreement in substantially the form of Exhibit H with such changes as are reasonably satisfactory to the Administrative Agent.\n\n“Foreign Obligations Secured Parties” means, collectively, (i) the Administrative Agent, (ii) each Lender making a Loan or other extension of credit hereunder to, or having commitments under this Agreement to, any Foreign Borrower, (iii) each L/C Issuer issuing a Letter of Credit or amending or extending any issued Letter of Credit for the account of any Foreign Borrower, (iv) with respect to any Secured Cash Management"} +{"pdf_name": "20795819_337.pdf", "language": "en", "markdown": "Agreement with a Foreign Loan Party or any other Foreign Subsidiary, the Cash Management Banks party thereto, (v) with respect to any Secured Hedge Agreement with a Foreign Loan Party or any other Foreign Subsidiary, the Hedge Banks party thereto, (vi) with respect to any Specified Supply Chain Agreement in respect of any Permitted Supply Chain Financing with a Foreign Loan Party, the Supply Chain Finance Banks party thereto and (vii) each co-agent or sub-agent appointed by the Administrative Agent from time to time pursuant to Section 9.05.\n\n“Foreign Pension Plan” means any plan, fund (including any superannuation fund) or other similar program established or maintained outside the United States by Holdings, or any one or more of its Subsidiaries (other than Immaterial Subsidiaries) primarily for the benefit of employees of Holdings, or such Subsidiaries residing outside the United States, which plan, fund or other similar program provides, or results in, retirement income, a deferral of income in contemplation of retirement or payments to be made upon termination of employment, and which plan is not subject to ERISA or the Code.\n\n“Foreign Pension Plan Event” means, with respect to any Foreign Pension Plan, (a) the existence of unfunded liabilities in excess of the amount permitted under any applicable law, or in excess of the amount that would be permitted absent a waiver from a Governmental Authority, (b) the failure to make the required contributions or payments, under any applicable law, on or before the due date for such contributions or payments, (c) the receipt of a notice by a Governmental Authority relating to the intention to terminate any such Foreign Pension Plan or to appoint a trustee or similar official to administer any such Foreign Pension Plan, or alleging the insolvency of any such Foreign Pension Plan, (d) the incurrence of any liability by Holdings or any of its Subsidiaries under applicable law on account of the complete or partial termination of such Foreign Pension Plan or the complete or partial withdrawal of any participating employer therein, or (e) the occurrence of any transaction that is prohibited under any applicable law and that could reasonably be expected to result in the incurrence of any liability by Holdings or any of its Subsidiaries, or the imposition on Holdings or any of its Subsidiaries of any fine, excise tax or penalty resulting from any noncompliance with any applicable law, and which events under clauses (a) through (e) above, either individually or in the aggregate, have had or could reasonably be expected to have a Material Adverse Effect.\n\n“Foreign Subsidiary” means any Subsidiary that is not a Domestic Subsidiary.\n\n“Foreign Subsidiary Guarantor” means subject to the Agreed Security Principles, each Foreign Subsidiary of Holdings that is organized under the laws of the same jurisdiction as any Borrower (other than any U.S. Borrower) (it being understood that entities organized under the laws of different states, provinces, or other localities of the same country as that of a Borrower shall be considered to be of the same jurisdiction as such Borrower for such purposes) whether existing on the Restatement Date or established, created or acquired after the Restatement Date, in each case unless and until such time as the respective Foreign Subsidiary is released from all of its obligations under the Foreign Obligations Guaranty and the Collateral Documents (if any) to which it is a party in accordance with the terms and provisions hereof.\n\n“FRB” means the Board of Governors of the Federal Reserve System of the United States.\n\n“Fronting Exposure” means, at any time there is a Defaulting Lender, (a) with respect to the L/C Issuer, such Defaulting Lender’s Applicable Percentage of the outstanding L/C Obligations other than L/C Obligations as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or Cash Collateralized in accordance with the terms hereof and (b) with respect to the Swing Line Lender, such Defaulting Lender’s Applicable Percentage of Swing Line Loans other than Swing Line Loans as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or Cash Collateralized in accordance with the terms hereof."} +{"pdf_name": "11768024_6.pdf", "language": "en", "markdown": "FIG. 4: Measured parallel momentum distributions for the ground state and the states at 4382, 4766, 4960 and 5096 keV (displayed in red in the level scheme) of \\( ^ { 3 5 } \\mathbf { P } \\). The bottom panel shows that for \\( ^ { 3 6 } \\mathbf { P } \\) nucleus, as produced from \\( ^ { 3 6 } \\mathrm { S } \\). The verti-cal dashed line, crossing all panels, represents the centroid of the momentum distribution of \\( ^ { 3 6 } \\mathbf { P } \\) nucleus, \\( p _ { 0 } \\), shifted by the evaporation of a neutron, i.e. \\( p _ { 1 } \\)=(A-1)/A \\( p _ { 0 } \\). It is seen that the distributions for all states labeled red in the level scheme are shifted relative to that of the \\( ^ { 3 5 } \\mathrm { P } \\) ground state, that is produced via direct one-proton knockout.\n\nsection of about 2.5 mb was measured at similar beam energy for the sd-shell nucleus \\( { } ^ { 2 2 } \\mathrm { M g } \\) [32]. It follows that the TS mechanism would have a rather low cross section, of the order of 0.10 mb, that is a factor of 20 lower than we observe for the sum over all states with shifted mo-mentum distributions. It is therefore likely that a more direct process is needed to account for the measured cross section.\n\nCharge-exchange reactions occur more favorably with an allowed GT operator (\\( \\Delta L \\)=0,\\( \\Delta J = \\)=0 \\( , \\pm \\) 1, \\( \\Delta \\pi \\)=no) that would lead to the production of \\( 1 + \\) states in \\( ^ { 3 6 } \\mathbf { P } \\) starting from the \\( 0 ^ { + } \\) ground state of \\( ^ { 3 6 } \\mathrm { S } \\). Higher momen-tum transfers are also observed when very strict kine-matic condition for the reaction as well as suitable target excitations cannot be selected, as in the present exper-iment. Moreover, having a closed neutron sd shell, the exchange of an sd proton to an sd neutron orbital that would lead to \\( 1 ^ { + } \\) states in \\( ^ { 3 6 } \\mathrm { S } \\) is strongly hindered by Pauli blocking. Rather, transfer to the f p or to the high-est \\( g - s d \\) orbits must become largely competitive. The non-feeding of any of the known \\( 1 + \\) states in \\( { } ^ { 3 6 } \\mathrm { P } \\) but the population of the negative parity states \\( 4 ^ { - } \\) (g.s.), \\( 3 ^ { - } \\) (250 keV) and of the tentatively assigned \\( 2 ^ { - } \\) (425 keV) through low-energy charge-exchange reactions of Ref. [33] are in line with the above assumptions. In the present experiment, several \\( \\gamma \\) rays are observed in coin-cidence with \\( ^ { 3 6 } \\mathbf { P } \\) (see Fig. 5). However, none of them arise from the deexcitation of the \\( ^ { 1 + } \\) states at 1303 keV and 2281 keV that were populated in the \\( \\beta \\) decay of \\( ^ { 3 6 } \\mathrm { S i } \\) to \\( { } ^ { 3 6 } \\mathrm { \\mathbf { C } } \\) [34] and whose decay occurs through \\( \\gamma \\) rays of 878 keV and (934, 977, 1858 keV), respectively, as in Ref. [33]. Even if the present statistics does not allow ex-tracting \\( \\gamma \\)-\\( \\gamma \\) coincidences, the observation of transitions at 250 keV and about 170 keV suggest the feeding of the \\( 3 ^ { - } \\) and \\( 2 ^ { - } \\) states, respectively. Other transitions are ob-served, but none (except perhaps the 2020(20) keV from[35]) were reported in previous works. Interestingly, one transition is seen at 4050 keV, i.e. about 600 keV above the neutron emission threshold of 3.465 MeV. This state seems to decay preferentially through a \\( \\gamma \\)-ray transition rather than neutron decay to the \\( 1 / 2 ^ { + } \\) ground state of \\( ^ { 3 5 } \\mathrm { P } \\).\n\nFIG. 5: Doppler-corrected \\( \\gamma \\)-decay spectrum for the \\( ^ { 3 6 } \\mathrm { { P } } \\) nu-cleus populated from \\( ^ { 3 6 } \\mathrm { S } \\) in a nucleon-exchange reaction.\n\nThe last hypothesis is that these momentum-shifted distributions result from the proton knockout from a state excited in inelastic scattering. Such a TS reaction was discussed as one possibility to account for the obser-vation of a \\( \\gamma \\)-decaying neutron-unbound state in \\( ^ { 3 5 } \\mathrm { S i } \\) at 3.611 MeV (\\( S _ { n } \\)=2.470(40) MeV) populated in the \\( ^ { 3 6 } \\mathrm { S i } \\)(−1n) reaction [22]. As shown in Fig. 4 of Ref. [22], the momentum distribution associated with the production of this unbound state appears to lie dominantly in the low-momentum tail of the \\( ^ { 3 5 } \\mathrm { S i } \\) distribution, possibly in-dicating that its centroid is shifted to lower momentum. The production of such a state was evaluated in Ref. [22]to be of 0.8(2) mb, a value that is comparable to the par-tial cross sections for the states which are observed with a"} +{"pdf_name": "11768024_7.pdf", "language": "en", "markdown": "shifted momentum distribution in our work. A total cross section of 2.4(4) mb is indeed obtained by summing over the four states represented in red in Fig. 2. Contrary to the case presented in Ref. [22], the states here possibly produced by the same TS mechanism are below the neu-tron separation energy. This could be due to the fact that the neutron emission threshold of \\( ^ { 3 5 } \\mathrm { P } \\) (\\( S _ { n } \\)=8.380 MeV) is much higher than the one of \\( ^ { 3 5 } \\mathrm { S i } \\) (\\( S _ { n } \\)=2.470 MeV).\n\n# VI. CONCLUSIONS\n\nThe spectroscopy of \\( { } ^ { 3 5 } \\mathbf { P } \\) was investigated with an intermediate-energy one-proton knockout reaction using a secondary beam of \\( ^ { 3 6 } \\mathrm { S } \\) interacting with a \\( ^ { 9 } \\mathrm { B e } \\) foil at 88 MeV/u mid-target energy. The \\( { } ^ { 3 5 } \\mathbf { P } \\) nuclei were selected by the S800 spectrograph at NSCL and identified in the spectrograph’s focal plane in coincidence with prompt \\( \\gamma \\) rays detected in the GRETINA segmented Ge array around the target. The level scheme of \\( { } ^ { 3 5 } \\mathrm { P } \\) has been es-tablished up to about 7.5 MeV from \\( \\gamma - \\)\\( \\gamma \\) coincidences and relative \\( \\gamma \\) intensities. Spins and parities for most of the populated states were proposed from a comparison be-tween calculated and measured \\( \\gamma \\)-gated momentum dis-tributions for the population of individual final states in \\( { } ^ { 3 5 } \\mathrm { P } \\). Spectroscopic factor values, \\( C ^ { 2 } S , \\), were derived from partial cross sections for the \\( 1 / 2 ^ { + } \\) ground state and the excited states \\( ( 3 / 2 ^ { + } \\),\\( 5 / 2 ^ { + } \\) and tentatively \\( 1 / 2 ^ { - } \\)) in \\( { } ^ { 3 5 } \\mathrm { P } \\). An inclusive cross section of 51(1) mb was measured for\n\n\\[ ^ { 3 5 } \\mathbf { P } \\]\n\nproduced from\n\n\\[ ^ { 3 6 } \\mathrm { S } \\]\n\n. The extracted summed \\( \\sum C ^ { 2 } S \\) values agree with expected shell-model occupancies of the protons in the \\( 2 s _ { 1 / 2 } \\) (\\( \\sum C ^ { 2 } S = \\) 2.2(\\( 7 ) \\)), \\( 1 d _ { 3 / 2 } \\) (0.7(3)), \\( 1 d _ { 5 / 2 } \\) (5.2(9)) or-bitals, while only a fraction (0.41(17)) of the strength corresponding to the deeply-bound \\( 1 p _ { 1 / 2 } \\) orbit is tenta-tively observed for two states above 5.6 MeV.\n\nThe present results were compared to those obtained for \\( { } ^ { 3 5 } \\mathrm { \\mathbf { P } } \\) using the \\( ^ { 3 6 } \\mathrm { S } ( d , ^ { 3 } \\mathrm { H e } ) { } ^ { 3 5 } \\mathrm { P } \\) transfer reaction at low energy. Remarkable agreement is found for the proposed level scheme populated, the spin assignments (except for one state) and the deduced \\( C ^ { 2 } S \\) values. Since ob-tained from high-resolution \\( \\gamma \\)-ray spectroscopy, the ex-citation energies of the presently identified states in \\( { } ^ { 3 5 } \\mathrm { P } \\) are more accurate than those obtained in the \\( ( d , { ^ { 3 } \\mathrm { H e } } ) \\) reaction [16]. They agree with the values obtained in a multi-nucleon transfer reaction [25], for which several states were observed in common. The present sensitiv-ity of the knockout reaction, with a projectile beam of 2 \\( \\cdot \\bar { 1 0 ^ { 5 } } \\) pps, matches the one obtained in the \\( ( d , { ^ 3 } \\mathrm { H e } ) \\) reac-tion with a d beam on a stable \\( ^ { 3 6 } \\mathrm { S } \\) target. This reinforces the enormous potential of this experimental technique in extracting level schemes, orbital angular momenta, and \\( C ^ { 2 } S \\) values.\n\nBesides the observation of states that were expected to be produced in the knockout of protons from the \\( p - s d \\) shell, other states with likely high spin value (\\( J \\ge 5 / \\) 2) and negative parity are observed as well, with a summed partial cross section of about 2.4 mb. Owing to the facts that these states were not observed in the \\( ( d , { ^ { 3 } \\mathrm { H e } } ) \\)) re-action and that they exhibit parallel-momentum distri-butions that are down-shifted as compared to the ones from knockout, we propose that they are produced by an-other mechanism that could be either a charge-exchange or a two-steps mechanism in which a core excitation is followed by a proton knockout. While so far we can-not clearly identify which of these two mechanisms is the most probable, it interestingly leads to the production of states most likely corresponding to neutron-core excita-tions. This feature may be very interesting to single-out intruder states belonging to the so-called island of inver-sion, as evoked in Refs. [22, 37].\n\n# Acknowledgments\n\nThis work is supported by the National Science Foun-dation (NSF) under Grant Nos. PHY-1102511 and PHY-1306297 and by the Institut Universitaire de France. GRETINA was funded by the US DOE - Office of Sci-ence. Operation of the array at NSCL is supported by NSF under Cooperative Agreement PHY-1102511 (NSCL) and DOE under grant DE-AC02-05CH11231 (LBNL). O.S wish to thank T. Duguet for fruitful dis-cussions. J.A.T acknowledges support of the Science and Technology Facility Council (UK) grant ST/L005743."} +{"pdf_name": "11739951_16.pdf", "language": "en", "markdown": "So we have \\( g ( P _ { 3 , o _ { 1 } } ^ { \\rightarrow } ) \\neq g ( P _ { 3 , o _ { 2 } } ^ { \\rightarrow } ) \\).\n\nConsidering the partial graph \\( G - P _ { 3 } \\), let \\( g ( ( G - P _ { 3 } ) _ { o _ { i } } ^ { \\rightarrow } = t \\) for a specific orientation \\( o _ { i } \\) and a predator-prey strategy \\( s _ { k } \\).\n\nFor the path \\( P _ { 3 } = v _ { 1 } v _ { 2 } v _ { 3 } \\) consider the graph \\( G ^ { \\rightarrow } \\) with the predator-prey strategy \\( s _ { k } ^ { * } = \\)\\( ( s _ { 1 } , s _ { k } ) \\) and the orientation \\( o _ { i } ^ { * } = \\{ ( v _ { 1 } , v _ { 2 } ) , ( v _ { 2 } , v _ { 3 } ) , o _ { i } \\} \\). Clearly arcs to and from \\( P _ { 3 } ^ { \\rightarrow } \\) and the rest of \\( G ^ { \\rightarrow } \\) may exist such that upon applying \\( s _ { k } ^ { * } \\) we have \\( g ( ( G \\mathrm { ~ - ~ } P _ { 3 } ) _ { o i } ^ { \\rightarrow } ) \\mathrm { ~ - ~ } 4 \\mathrm { ~ = ~ } t \\mathrm { ~ - ~ } 4 \\mathrm { ~ \\leq ~ } \\)\\( g ( G ^ { \\rightarrow } ) _ { o _ { i } ^ { * } } \\leq t + 2 = g ( ( G - P _ { 3 } ) _ { o _ { i } } ^ { \\rightarrow } ) + 2 \\).\n\nFor the path \\( P _ { 3 } \\, = \\, v _ { 2 } v _ { 1 } v _ { 3 } \\) consider the graph \\( G ^ { \\rightarrow } \\) with the predator-prey strategy \\( s _ { k } ^ { * } = \\)\\( ( s _ { 1 } , s _ { k } ) \\) and the orientation \\( o _ { j } ^ { * } = \\{ ( v _ { 2 } , v _ { 1 } ) , ( v _ { 1 } , v _ { 3 } ) , o _ { j } \\} \\). Clearly arcs to and from \\( P _ { 3 } ^ { \\rightarrow } \\) and the rest of \\( G ^ { \\rightarrow } \\) may exist such that upon applying \\( s _ { k } ^ { * } \\) we have \\( g ( ( G - P _ { 3 } ) _ { o _ { i } } ^ { \\rightarrow } ) - 8 \\, = \\, t - 8 \\, \\leq \\)\\( g ( G ^ { \\rightarrow } ) _ { o _ { j } ^ { * } } \\leq t + 4 = g ( ( G - P _ { 3 } ) _ { o _ { j } } ^ { \\rightarrow } ) + 4 \\).\n\nSince the set of arcs between the two directed paths and the rest of \\( G ^ { \\rightarrow } \\) must specifically remain the same, it follows that:\n\n\\[ \\begin{array} { c } { { g ( ( G - P _ { 3 } ) _ { o _ { i } } ^ { \\rightarrow } ) - 4 = t - 4 \\leq g ( G ^ { \\rightarrow } ) _ { o _ { i } ^ { * } } \\leq t + 2 = g ( ( G - P _ { 3 } ) _ { o _ { i } } ^ { \\rightarrow } ) + 2 \\neq } } \\\\ { { g ( ( G - P _ { 3 } ) _ { o _ { j } } ^ { \\rightarrow } ) - 8 = t - 8 \\leq g ( G ^ { \\rightarrow } ) _ { o _ { j } ^ { * } } \\leq t + 4 = g ( ( G - P _ { 3 } ) _ { o _ { j } } ^ { \\rightarrow } ) + 4 . } } \\end{array} \\]\n\nTherefore, in general the result that there exist at least two different orientations and at"} +{"pdf_name": "11739951_17.pdf", "language": "en", "markdown": "least two different indices of G, such that \\( g ( G _ { o _ { i } } ^ { \\rightarrow } ) \\neq g ( G _ { o _ { j } } ^ { \\rightarrow } ) \\), follows.\n\nProposition 2.7. If a cycle \\( C _ { n } , n \\geq 3 \\) and any specific orientation thereof say, \\( C _ { n } ^ { \\rightarrow } \\) is ex-tended to \\( C _ { n + 1 } ^ { \\rightarrow } \\) the residual population over all possible predator-prey strategies applicable to \\( C _ { n + 1 } ^ { \\rightarrow } \\) is given by:\n\n\\[ r _ { s _ { k } ^ { * } } ( C _ { n + 1 } ^ { \\rightarrow } ) = r _ { s _ { k } } ( C _ { n } ^ { \\rightarrow } ) + ( n - 1 ) , \\]\n\nand \\( s _ { k } ^ { * } \\) is the minimal deviation from \\( s _ { k } \\) to accommodate arcing to or from \\( v _ { n + 1 } \\).\n\nProof. Consider \\( C _ { n + 1 } \\). We begin by considering any specific orientation of \\( C _ { n } \\) and denote it \\( C _ { n } ^ { \\rightarrow } \\). Clearly the extension from \\( C _ { n } ^ { \\rightarrow } \\) to \\( C _ { n + 1 } ^ { \\rightarrow } \\) is made possible by squeesing \\( v _ { n + 1 } \\), (arcing) inbetween two vertices of \\( C _ { n } ^ { \\rightarrow } \\), say \\( v _ { s } , v _ { t } \\) with 1 \\( \\leq s , t \\leq n \\).\n\nWithout loss of generality consider the arc \\( ( v _ { s } , v _ { t } ) \\) in \\( C _ { n } ^ { \\rightarrow } \\). Begin by letting \\( v _ { s } \\) prey on \\( v _ { t } \\) by predatoring along the arc \\( ( v _ { s } , v _ { t } ) \\). After this first step of the Grog algorithm the rest of the application applies to a path \\( P _ { n * } ^ { \\rightarrow } \\) with end vertices \\( v _ { s } \\) and \\( \\boldsymbol { v } _ { t } \\) having \\( \\rho ( v _ { s } ) = s - 1 \\) and \\( \\rho ( v _ { t } ) = t - 1 \\). After applying \\( s _ { k } \\) to this path the value \\( r _ { s _ { k } } ( C _ { n } ^ { \\rightarrow } ) \\) is obtained.\n\nWe now squeese \\( v _ { n + 1 } \\) inbetween \\( v _ { s } , v _ { t } \\) and for any one of the four possible orientation between \\( v _ { s } , v _ { n + 1 } , v _ { t } \\) we have that if the Grog algorithm is applied to path \\( P _ { 3 } ^ { \\rightarrow } \\), \\( V ( P _ { 3 } ) = \\)\\( \\{ v _ { s } , v _ { n + 1 } , v _ { t } \\} \\) we obtain \\( \\rho ( v _ { s } ) = s - 1 \\), \\( \\rho ( v _ { n + 1 } ) = n - 1 \\), \\( \\rho ( v _ { t } ) = t - 1 \\).\n\nFurthering with the Grog algorithm we are left with exactly the path \\( P _ { n * } ^ { \\rightarrow } \\) mentioned above. Hence the result:"} +{"pdf_name": "9299477_8.pdf", "language": "en", "markdown": "# 5. SEGMENT INFORMATION\n\nOn adoption of HKFRS 8 Operating Segments, the Group has identified its operating segments and prepared segment information based on the regular internal financial information reported to the executive directors for their decisions about resources allocation to the Group’s business components and review of these components’ performance. There are two business components/operating segments in the internal reporting to the executive directors, which are operation and management of retail stores and other related businesses and provision of financing services.\n\n
Operation and \nmanagement of \nretail stores and \nother related \nbusinessesProvision of \nfinancing \nservicesConsolidated
RMB’000RMB’000RMB’000
Year ended 31 December 2020
Revenue from external customers422052,6005,428057,
lnter-segment revenue–––
Reportable segment revenue422052,6005,428057,
Segment results(191980,)3073,(188907,)
Other unallocated corporate income49
Other unallocated corporate expenses(4669,)
Loss before income tax(193527,)
"} +{"pdf_name": "9299477_9.pdf", "language": "en", "markdown": "
Operation and \nmanagement of \nretail stores and \nother related \nbusinessesProvision of \nfinancing \nservicesConsolidated
RMB’000RMB’000RMB’000
Year ended 31 December 2020
Other segment information
Interest income(1171,)(66)(1237,)
Additions to non-current assets (other than financial instruments)120860,–120860,
Amortisation of intaniblge assets55398651
Depreciation of rihgt-of-use assets89348,–89348,
Depreciation of proiperty, lpant and equpment48212,1548227,
Gain on disposal of prolperty, pant and eiqupment(16)–(16)
Written-off of property, lpant and eiqupment36225,–36225,
Obsolete inventories written-off143–143
Inventories loss213–213
Impairment loss on rihgt-of-use assets47278,–47278,
Impairment loss on property, lpant and eiqupment42587,–42587,
Impairment loss on loan receivables–2076,2076,
Decrease in fair value of investment properties7500,–7500,
\n\n
Operation and \nmanagement of \nretail stores and \nother related \nbusinessesProvision of \nfinancing\nservicesConsolidated
RMB’000RMB’000RMB’000
At 31 December 2020
Reportable segment assets1103466,,46136,1149602,,
Tax recoverable66
Other unallocated corporate assets42466,
Total assets1192134,,
Reportable segment liabilities819121,65819186,
Provision for taxation9651,
Deferred tax liabilities21701,
Other unallocated corporate liabilities2176,
Total liabilities852714,
"} +{"pdf_name": "7475480_146.pdf", "language": "en", "markdown": "
“Controlling \nShareholder(s)”the controlling Shareholder(s) (having the meaning ascribed to it in the GEM \nListing Rules), namely, Manning Properties, Dr. Chan and Mr. Kwong
“Deed of Non-\nCompetition”the deed of non-competition undertaking executed by each of the Controlling \nShareholders in favour of our Company on 27 August 2018, details of which are \nset out in the section headed “Relationship with our Controlling Shareholders \n— Non-compete undertakings” in the Prospectus
“Director(s)”the director(s) of our Company
“Dr. Chan”Dr. Chan Yin Nin (陳延年博士), an executive Director and a Controlling \nShareholder holding approximately 68.2% of interests in Manning Properties
“ERB”the Engineers Registration Board established under the Engineers Registration \nOrdinance (Chapter 409 of the Laws of Hong Kong)
“GEM”GEM operated by the Stock Exchange
“GEM Listing Rules”the Rules Governing the Listing of Securities on GEM, as amended, supplemented \nor otherwise modified from time to time
“Government”the Government of Hong Kong
“Group”, “our Group”, \n“we” or “us”the Company together with its subsidiaries
“HK$” or “HK dollar(s)” \nand “cent(s)”Hong Kong dollar(s) and cent(s) respectively, the lawful currency of Hong Kong
“HKEX” or \n“Stock Exchange”The Stock Exchange of Hong Kong Limited
“Hong Kong”the Hong Kong Special Administrative Region of the PRC
“Hong Kong Branch \nShare Registrar”the branch share registrar and transfer office in Hong Kong of the Company, \nTricor Investor Services Limited, located at Level 54, Hopewell Centre, 183 \nQueen’s Road East, Hong Kong
“Hong Kong Companies \nOrdinance”the Companies Ordinance (Chapter 622 of the Laws of Hong Kong), as \namended, supplemented or otherwise modified from time to time
“Internal Control Adviser”Wellink Corporate Advisory Limited, the internal control adviser of our Company
“Listing”the listing of our Shares on GEM on the Listing Date
“Listing Date”17 September 2018, the date on which dealings in the Shares on GEM \ncommence
"} +{"pdf_name": "7475480_147.pdf", "language": "en", "markdown": "
“Macau”the Macau Special Administrative Region of the PRC
“Manning Properties”Manning Properties Limited (萬年地產發展有限公司), a company incorporated in \nthe BVI with limited liability on 9 February 2015, and a Controlling Shareholder, \nwhich is wholly-owned by the Concerted Group, comprising Dr. Chan (holding \napproximately 68.2% interests in it) and Mr. Kwong (holding approximately \n31.8% interests in it)
“Memorandum” or \n“Memorandum of \nAssociation”the memorandum of association of our Company as amended from time to time
“MOP”Macau pataca, the lawful currency of Macau
“Mr. Kwong”Mr. Kwong Po Lam (鄺保林先生), an executive Director and a Controlling \nShareholder holding approximately 31.8% of interests in Manning Properties
“Nomination Committee”the nomination committee of the Board
“Prospectus”the prospectus of the Company dated 31 August 2018 issued in connection \nwith the Listing
“Registered Structural \nEngineer”a person whose name is for the time being on the structural engineers’ register \nkept by the Building Authority under section 3(3) of the BO
“Remuneration \nCommittee”the remuneration committee of the Board
“Reorganisation”the reorganisation of our Group in preparation for the Listing described in the \nsection headed “History, Reorganisation and group structure — Reorganisation” \nin the Prospectus which was completed on 20 November 2017
“SFO”Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) as \namended, supplemented or otherwise modified from time to time
“Share Offer”the issue of 288,000,000 ordinary Shares by way of share offer at a price of \nHK$0.20 per Share on 17 September 2018
“Share Option Scheme”the share option scheme approved and adopted by our Company pursuant to \nwritten resolutions of our Shareholders on 27 August 2018
“Share(s)”ordinary share(s) of nominal value of HK$0.01 each in the share capital of our \nCompany
“Shareholder(s)”holder(s) of our Share(s) from time to time
“subsidiary(ies)”has the meaning ascribed to it under the GEM Listing Rules
"} +{"pdf_name": "11709284_39.pdf", "language": "en", "markdown": "depend on a number of factors, including the successful implementation of our future plans as stated in ‘‘Future plans and use of proceeds’’. Our gross and net profit margins also depend on factors including the selling prices of our products and sales volumes which are outside our control, and therefore we cannot assure you that we will be able to maintain the current level of profit margins in the future. Investors should be aware that we can offer no assurances that we will be able to increase or maintain our historical revenue or profit levels.\n\n# We may not be able to successfully track the fast changing fashion trends and respond to customer demands for garment products.\n\nDuring the Track Record Period, we sourced mainly woven wear products for our customers. We cannot accurately predict the supply and demand for particular garment products which may change from season to season and from year to year due to factors such as fashion trends or fluctuations in consumer preferences. If consumer demand for woven wear products decreases, our customers may reduce the size of orders placed with us or cease to place orders with us, and our operating results may be materially and adversely affected due to fluctuation in purchase order. If we are unable to predict, identify and respond promptly to such changes, we may not be able to adjust our operations to cope in a timely manner. For example, we may not be able to locate third-party manufacturers to produce other types of garment products that meet our requirements, and we may not have sufficient time to recruit suitable personnel or introduce appropriate changes to our operation model.\n\n# We cannot guarantee the accuracy of facts, projections, other statistics and information derived from various official government publications or the Industry Expert Report, referred to in this prospectus.\n\nFacts, projections, other statistics and information in this prospectus relating to the global and US market and the apparel supply chain management services industry has been derived from various official PRC government publications or obtained from Ipsos. We believe that these publications are appropriate sources for such information and have taken reasonable care in extracting and reproducing such information. We have no reason to believe that such information is false or misleading or that any fact has been omitted that would render such information false or misleading. However, we cannot guarantee the quality or reliability of the source materials. They have not been prepared or independently verified by us, the Sponsor, the Sole Lead Manager and the Underwriters or any of our or their respective affiliates or advisers and, therefore, we make no representation as to the accuracy of such facts, forecasts, statistics and information, which may not be consistent with other information compiled elsewhere. Due to possibly flawed or ineffective collection methods or discrepancies between published information and market practice, the facts, forecasts, statistics and information in this prospectus may be inaccurate or may not be comparable to facts, forecasts, statistics and information produced with respect to other economies. Furthermore, we cannot assure you that they are stated or compiled on the same basis or with the same degree of accuracy as may be the case elsewhere. Hence, you should not unduly rely upon the facts, forecasts, statistics and information with respect to the global and US market and the apparel supply chain management services industry contained in this prospectus.\n\n# RISKS RELATING TO OUR INDUSTRY\n\nOur sales may be affected by seasonality. Any seasonal fluctuations may affect the number of orders that customers place with us and may not match our expectations, which could adversely affect our financial conditions and results of operation.\n\nOur sales are subject to seasonal fluctuations during the year and are largely determined in part by two major fashion seasons: spring/summer and autumn/winter. We generally record higher sales from December to April for the spring/summer products as our customers have higher demand for woven wear products such as shirts and blouses for their spring/summer collections. These"} +{"pdf_name": "11709284_40.pdf", "language": "en", "markdown": "fluctuations may vary considerably from time to time as a result of changes in seasonal demand. As a result of these fluctuations, comparisons of sales and revenue between different periods within the same financial year, or between the same periods in different financial years, are not necessarily meaningful and cannot be relied upon as indicators of our past or future performance. Any seasonal fluctuations reported in the future may not match our expectations and this could adversely affect our Company’s financial conditions and results of operation.\n\nFluctuations in consumer spending caused by changes in macroeconomic conditions may significantly affect our business operations, financial condition, results of operations and prospects.\n\nOur customers’ purchasing decisions and quantity of orders they place with us, will be heavily influenced by the likely spending habits of their consumers. Such spending habits may be influenced by macroeconomic conditions in their country of residence. Changes and developments in global political, economic and financial conditions will in turn affect the volume of our business and performance.\n\nIf demand from end consumers is low, companies operating in the apparel supply chain management industry may experience significant reductions in orders and greater pricing pressures from customers. Other factors such as the imposition of new trade barriers, sanctions, boycotts and other measures, trade disputes, labour disputes, disruptions to the transportation industry, as well as acts of war or hostilities, could delay or prevent the delivery of apparel products to customers in the US or elsewhere, or even reduce demand for apparel products. If this were to occur, there would be an adverse effect on our business operations, financial condition, results of operations and prospects.\n\n# Increased inspection procedures, tighter import and export controls and additional trade restrictions could increase our operating costs and cause disruption to our business.\n\nThe apparel industry is subject to various security and customs inspections and related procedures (“Inspection Procedures”) in countries of origin and destination as well as at transshipment points. Such Inspection Procedures can result in the seizure of apparel products and the levying of customs duties, fines or other penalties against exporters or importers. If Inspection Procedures or other controls are further tightened, we may incur further costs and delays and our business could be harmed.\n\n# An increase in the minimum wage of apparel-making factory workers and pressure to improve working conditions may adversely affect our business operations and financial condition.\n\nPressure on the governments in countries including Bangladesh and Cambodia to increase the minimum wage of workers in apparel-making factories could increase the operating costs of our third-party manufacturers. This increase may then be passed on to our Group through an increase in subcontracting fees. If we are not able to pass on such additional costs to our customers, this may adversely affect our business operations and financial condition.\n\n# RISKS RELATING TO CONDUCTING BUSINESS IN THE PRC\n\nThe economic, political and social conditions of the PRC, as well as its government policies, could adversely affect the financial markets in the PRC and our business and results of operations.\n\nOur operations and financial results could be adversely affected by changes in political, economic and social conditions or the relevant policies of the PRC government, such as changes in laws and regulations (or the interpretations thereof), measures which might be introduced to control inflation, changes in the rate or method of taxation, the imposition of additional restrictions on currency conversion and the imposition of additional export restrictions. Furthermore, a significant portion of"} +{"pdf_name": "8405294_120.pdf", "language": "en", "markdown": "of our products belong to our Group. We are entitled to terminate our agreement as well as damages for delay in any phases of the design process. Mr. Luigi Fabio Piras does not work exclusively for us in the PRC and to the best knowledge of our Directors, he does not do work for other companies in the same industry in the PRC. Our agreement with Mr. Luigi Fabio Piras will expire in October 2014. While there is no renewal term in the existing agreement, we intend to negotiate a new agreement with Mr. Luigi Fabio Piras upon expiration of the existing one.\n\n# Ms. Fang Ying\n\nMs. Fang Ying graduated from Central Academy of Art and Design\\* (中央工藝美術學院) which is currently, Academy of Fine Arts of Tsinghua University (清華大學美術學院) and has further her studies in Ecole Superieure De La Chambre Syndicale De La Couture Parisienne (法國巴黎高級時裝公會學校).She acted as designers and creative directors for various companies since 1998 and has been thej udges for various national apparel design competitions in the PRC. She is the design director (設計總監) of the 5th Fashion and Arts Committee of China Fashion Association\\* (中國服裝設計師協會第五屆時裝藝術委員會) and the vice chairman of Guangdong Province Fashion Association\\* (廣東省服裝設計師協會). She is also the council member of the China Fashion Association\\* (中國服裝設計師協會). During her over 15 years of experience in fashion design, she won a number of awards including 7th China Fashion Design — Golden Award (第7屆中國時裝設計 — 「金頂獎」, Chinese Top 10 Fashion Designers\\* (中國十佳時裝設計師), Chinese Excellent Fashion Designers\\* (中國優秀服裝設計師),China Best Fashion Designer 2002 (2002年中國最佳時裝設計師) and China Best Womenswear Fashion Designer 2003 (2003年中國最佳女裝設計師). Pursuant to our agreement with Ms. Fang Ying, our Group engaged Ms. Fang Ying over a term of two years and obtained guidance on themes, main colours and materials to be used for each upcoming collection. Consultancy fees are payable at the beginning of each collection during the term of the agreement. The pre-agreed consultancy fees are determined based on the experience, professional capability and quality of services of design consultants in the same industry. Pursuant to our arrangement, Ms. Fang Ying does work exclusively for our Group in the PRC and all the intellectual property rights of our products belong to our Group. Our agreement with Ms. Fang Ying will expire in December 2014. The existing agreement is renewable, subject to terms being agreed between Ms. Fang Ying and us. We intend to negotiate a new agreement with Ms. Fang Ying upon expiration of the existing one.\n\n# I.S. Planning\n\nDuring the process of the establishment of our Koradior elsewhere brand, I.S. Planning helped us analyse the latest fashion trends, conduct domestic and overseas market researches, plan production as well as other processes such as designing, sampling and fabric and colour planning. I.S. Planning, a Korean company established in 2006, operated by a team with extensive experience in brand building and brand promotion. Their core professional team has over 10 years of experience in the industry. I.S. Planning has helped the establishment of various ladies-wear brands in Korea. I.S. Planning has started its business in the PRC market since its establishment and has provided brand building and brand promotion services to various domestic and international brands in the PRC. Pursuant to our agreement, our Group engaged I.S. Planning for a term of one year. I.S. Planning shall cooperate with us to design and develop the products for the upcoming fall/winter collection and spring/summer collection of our upcoming brand, Koradior elsewhere. We were required to pay around 30% of the total pre-agreed fees at the entry of our agreement, with the balance of remaining fees payable in three phases in each collection, namely, completion of production planning, completion of sample creation and completion of"} +{"pdf_name": "8405294_121.pdf", "language": "en", "markdown": "product mix for the upcoming sales fairs. The pre-agreed fees are determined based on the experience, professional capability and quality of services of similar service providers in the same industry. All the intellectual property rights of our products belong to our Group. I.S. Planning does not work exclusively for us in the PRC and to the best knowledge of our Directors, it does work for other companies in the same industry in the PRC. However, it is prohibited from disclosing our confidential information to any other third party without our prior consent. Our agreement with I.S. Planning will expire in October 2014. While there is no renewal term in the existing agreement, we intend to negotiate a new agreement with I.S. Planning upon expiration of the existing one.\n\n# Design\n\nOur design team is also responsible for conceptualising, designing and developing apparel products. Our technical team is primarily responsible for production of samples.\n\nWe typically start our design process for our upcoming spring/summer collection and fall/winter collection a year before the relevant collection is released. Once the seasonal themes, main colours and materials to be used are determined by our research team alongside with our design consultants, our design team commences design of the collections. Our design team prepares drawings and sketches of our products and develops the specifications for the materials and accessories to match the design of the collections. We conduct several internal style evaluation meetings before making the final decision as to which styles or products are to be launched in the market for each collection. To encourage the creativeness of our designers, we have established a promotion and demotion system for them pursuant to which they are free to compete constructively. We have also established an incentive plan for our design team such that they are awarded based on various criteria such as design/sales ratio; design innovativeness, mix and match variety and team work. We have also signed confidentiality agreements with some members of the design and product development team to keep our information including but not limited to our product design drawings, paper patterns and processes confidential.\n\nOur design team will communicate with our retail store supervisors on a selected basis through on-site meeting or telephone calls every week to discuss the sales task, feedback on best-selling products and review sales data, in order to understand the sales performance of particular products of our brands and competing brands and identify any design themes with high customer recognition. The store managers report on sales data on a daily basis and prepare sales reports on a weekly basis. Such reports will be analysed and used in our half-yearly product planning and design conference. After that, our designers develop ideas that form the basis of the creation of upcoming collections after consultations with our design consultants. Our sales and marketing team is involved in the design process to ensure that the new collection will better cater to the needs and preferences of our targeted customers.\n\nWe have cooperated with I.S. Planning to design and develop the products of our upcoming brand, Koradior elsewhere which is expected to be launched in the second half of 2014. As at the Latest Practicable Date, our design team is working closely with I.S. Planning on 2014 autumn/winter collection and we expect the new collection of Koradior elsewhere could be ready for sale in our first Koradior elsewhere retail stores in the second half of 2014."} +{"pdf_name": "2593176_134.pdf", "language": "en", "markdown": "The Company's unconsolidated affiliates retired the following construction loans, secured by the related unconsolidated Properties, in 2016:\n\n
DatePropertyInterest\nRate at\nRepayment DateScheduled\nMaturity DatePrincipal\nBalance\nRepaid
JuneFremaux Town Center ­ Phase I (1)2.44%August 2016$ 40,530
JuneFremaux Town Center ­ Phase II (1)2.44%August 201630,595
JuneAmbassador Town Center (2)2.24%December 201741,885
\n\n(1) The construction loan was retired using a portion of the net proceeds from a \\$73,000 fixed­rate non­recourse mortgage loan. See 2016 Financings above for more information.\n\n(2) The construction loan was retired using a portion of the net proceeds from a \\$47,660 fixed­rate non­recourse mortgage loan. Excess proceeds were utilized to fund remaining construction costs. See 2016 Financings above for more information.\n\n# Cost Method Investment\n\nThe Company owned a 6.2% noncontrolling interest in Jinsheng, an established mall operating and real estate development company located in Nanjing, China, which owned controlling interests in home furnishing shopping malls. In the fourth quarter of 2016, the Company received \\$15,538 from Jinsheng for the redemption of its interest that had a carrying value of \\$5,325 and recorded a gain on investment of \\$10,136. The Company had previously recorded an other­than­temporary impairment of \\$5,306 related to this investment in 2009 upon the decline of China's real estate market. The Company accounted for its noncontrolling interest in Jinsheng using the cost method because the Company did not exercise significant influence over Jinsheng and there was no readily determinable market value of Jinsheng’s shares since they are not publicly traded.\n\n# NOTE 6. MORTGAGE AND OTHER INDEBTEDNESS, NET\n\n# Debt of the Company\n\nCBL has no indebtedness. Either the Operating Partnership or one of its consolidated subsidiaries, that it has a direct or indirect ownership interest in, is the borrower on all of the Company's debt.\n\nCBL is a limited guarantor of the Senior Unsecured Notes, as described below, for losses suffered solely by reason of fraud or willful misrepresentation by the Operating Partnership or its affiliates. The Company also provides a similar limited guarantee of the Operating Partnership's obligations with respect to its unsecured credit facilities and three unsecured term loans as of December 31, 2017.\n\n# Debt of the Operating Partnership\n\nMortgage and other indebtedness consisted of the following:\n\n
December 31, 2017December 31, 2016
AmountWeihgted-\nAverage\nInterest\nRate (1)AmountWeihgted-\nAverage\nInterest\nRate (1)
Fixed­rate debt:
   Non­recourse loans on operating Properties$ 1,796,2035.33%$ 2,453,6285.55%
Senior unsecured notes due 2023 (2)446,9765.25%446,5525.25%
Senior unsecured notes due 2024 (3)299,9464.60%299,9394.60%
Senior unsecured notes due 2026 (4)615,8485.95%394,2605.95%
Total fixed­rate debt3,158,9735.37%3,594,3795.48%
Variable­rate debt:
Non­recourse loans on operating Properties10,8363.37%19,0553.13%
Recourse loans on operating Properties (5)101,1874.00%24,4283.29%
Construction loan (5)——%39,2633.12%
"} +{"pdf_name": "2593176_135.pdf", "language": "en", "markdown": "
December 31, 2017December 31, 2016
AmountWeihgted-\nAverage\nInterest\nRate (1)AmountWeihgted-\nAverage\nInterest\nRate (1)
Unsecured lines of credit93,7872.56%6,0241.82%
Unsecured term loans (6)885,0002.81%800,0002.04%
Total variable­rate debt1,090,8102.90%888,7702.15%
Total fixed­rate and variable­rate debt4,249,7834.74%4,483,1494.82%
Unamortized deferred financing costs(18,938)(17,855)
Total mortgage and other indebtedness, net$ 4,230,845$ 4,465,294
\n\n(1) Weighted­average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs.\n\n(2) The balance is net of an unamortized discount of \\$3,024 and \\$3,448, as of December 31, 2017 and 2016, respectively.\n\n(3) The balance is net of an unamortized discount of \\$54 and \\$61, as of December 31, 2017 and 2016, respectively.\n\n(4) In September 2017, the Operating Partnership issued and sold an additional \\$225,000 of the series of 2026 Notes. The balance is net of an unamortized discount of\\$9,152 and \\$5,740 as of December 31, 2017 and 2016, respectively.\n\n(5) The Outlet Shoppes at Laredo opened in 2017 and the construction loan balance from December 31, 2016 is included in recourse loans on operating Properties as of December 31, 2017.\n\n(6) The Company extended and modified its three unsecured term loans in July 2017. See below for additional information.\n\nNon­recourse and recourse term loans include loans that are secured by Properties owned by the Company that have a net carrying value of \\$2,073,448 at December 31, 2017.\n\n# Senior Unsecured Notes\n\n
DescriptionIssued (1)AmountInterest Rate (2)Maturity Date (3)
2023 NotesNovember 2013$ 450,0005.25%December 2023
2024 NotesOctober 2014300,0004.60%October 2024
2026 NotesDecember 2016 / September 2017 (4)625,0005.95%December 2026
\n\n(1) Issued by the Operating Partnership. CBL is a limited guarantor of the Operating Partnership's obligations under the Notes as described above.\n\n(2) Interest is payable semiannually in arrears. The interest rate for the 2024 Notes and the 2023 Notes is subject to an increase ranging from 0.25% to 1.00% from time to time if, on or after January 1, 2016 and prior to January 1, 2020, the ratio of secured debt to total assets of the Company, as defined, is greater than 40% but less than 45%. The required ratio of secured debt to total assets for the 2026 Notes is 40% or less. As of December 31, 2017, this ratio was 23% as shown below.\n\n(3) The Notes are redeemable at the Operating Partnership's election, in whole or in part from time to time, on not less than 30 days and not more than 60 days' notice to the holders of the Notes to be redeemed. The 2026 Notes, the 2024 Notes and the 2023 Notes may be redeemed prior to September 15, 2026; July 15, 2024; and September 1, 2023, respectively, for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date and a make­whole premium calculated in accordance with the indenture. On or after the redemption date, the Notes are redeemable for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed plus accrued and unpaid interest. If redeemed prior to the respective dates noted above, each issuance of Notes is redeemable at the treasury rate plus 0.50%, 0.35% and 0.40% for the 2026 Notes, the 2024 Notes and the 2023 Notes, respectively.\n\n(4) On September 1, 2017, the Operating Partnership issued and sold an additional \\$225,000 of the 2026 Notes. Interest was payable with respect to the additional issuance on December 15, 2017. After deducting underwriting discounts and other offering expenses of \\$1,879 and a discount of \\$3,938, the net proceeds from the sale were approximately \\$219,183. The Operating Partnership used the net proceeds to reduce amounts outstanding under its unsecured credit facilities and for general business purposes.\n\n# Unsecured Lines of Credit\n\nThe Company has three unsecured credit facilities that are used for retirement of secured loans, repayment of term loans, working capital, construction and acquisition purposes, and issuances of letters of credit.\n\nEach facility bears interest at LIBOR plus a spread of 87.5 to 155 basis points based on credit ratings for the Operating Partnership's senior unsecured long­term indebtedness. As of December 31, 2017, the Operating Partnership's interest rate based on the credit ratings of its unsecured long­term indebtedness of Baa3 from Moody's Investors Service (\"Moody's\"), BBB­ from Standard & Poor's Rating Services (\"S&P\") and BB+ from Fitch Ratings (\"Fitch\"), is LIBOR plus 120 basis points."} +{"pdf_name": "9301450_131.pdf", "language": "en", "markdown": "
（1）计提0.000.000.00
3、本期减少金额0.000.000.00
（1）处置0.000.000.00
（2）其他转出0.000.000.00
4.期末余额0.000.000.00
四、账面价值
1.期末账面价值116,869,008.4823,548,829.23140,417,837.71
2.期初账面价值125,696,958.5520,340,480.62146,037,439.17
\n\n# (2).未办妥产权证书的投资性房地产情况\n\n□适用 √不适用\n\n其他说明\n\n□适用 √不适用\n\n# 13、 固定资产\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
固定资产430,948,281.29439,384,547.85
合计430,948,281.29439,384,547.85
\n\n# 固定资产\n\n# (1).固定资产情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目房屋及建筑物机器设备运输工具电子及其他设\n备合计
一、账面原值：
1.期初余额477,165,599.13197,141,533.772,610,571.8861,434,179.37738,351,884.15
2.本期增加金额13,537,996.5615,363,112.260.002,095,117.0430,996,225.86
（1）购置0.0015,363,112.260.002,095,117.0417,458,229.30
（2）在建工程转入0.000.000.000.000.00
（3）企业合并增加0.000.000.000.000.00
（4）其他13,537,996.560.000.000.0013,537,996.56
3.本期减少金额15,369,508.602,651,777.730.00485,668.2018,506,954.53
（1）处置或报废1,345,214.002,651,777.730.00316,703.034,313,694.76
（2）其他减少14,024,294.600.000.00168,965.1714,193,259.77
4.期末余额475,334,087.09209,852,868.302,610,571.8863,043,628.21750,841,155.48
二、累计折旧
1.期初余额137,926,820.27130,080,079.531,131,393.7726,426,608.74295,564,902.31
2.本期增加金额19,612,757.639,212,269.60148,728.214,261,200.2233,234,955.66
（1）计提13,329,082.759,212,269.60148,728.214,261,200.2226,951,280.78
（2）其他增加6,283,674.880.000.000.006,283,674.88
3.本期减少金额10,642,107.771,379,921.260.00287,388.7412,309,417.77
（1）处置或报废664,751.861,379,921.260.00223,467.162,268,140.28
（2）其他减少9,977,355.910.000.0063,921.5810,041,277.49
4.期末余额146,897,470.13137,912,427.871,280,121.9830,400,420.22316,490,440.20
三、减值准备
1.期初余额0.003,402,433.990.000.003,402,433.99
2.本期增加金额0.000.000.000.000.00
"} +{"pdf_name": "9301450_132.pdf", "language": "en", "markdown": "
（1）计提0.000.000.000.000.00
3.本期减少金额0.000.000.000.000.00
（1）处置或报废0.000.000.000.000.00
4.期末余额0.003,402,433.990.000.003,402,433.99
四、账面价值
1.期末账面价值328,436,616.9668,538,006.441,330,449.9032,643,207.99430,948,281.29
2.期初账面价值339,238,778.8663,659,020.251,479,178.1135,007,570.63439,384,547.85
\n\n# (2).暂时闲置的固定资产情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目账面原值累计折旧减值准备账面价值备注
机器设备4,996,814.09410,516.693,402,433.991,183,863.41
\n\n# (3).通过融资租赁租入的固定资产情况\n\n□适用 √不适用\n\n# (4).通过经营租赁租出的固定资产\n\n□适用 √��适用\n\n# (5).未办妥产权证书的固定资产情况\n\n□适用 √不适用\n\n# 14、 在建工程\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
在建工程19,850,552.7912,097,031.70
合计19,850,552.7912,097,031.70
\n\n# 在建工程\n\n# (1).在建工程情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
账面余额减值\n准备账面价值账面余额减值\n准备账面价值
红豆智慧云0.000.000.00626,086.980.00626,086.98
衬衫智能生\n产线技术改\n造4,147,848.850.004,147,848.854,141,477.170.004,141,477.17
西服智能生\n产线技术改\n造5,133,691.380.005,133,691.385,133,691.380.005,133,691.38
智慧全渠道\nSPA 体系0.000.000.001,031,374.230.001,031,374.23
智慧物流园6,369,012.560.006,369,012.561,164,401.940.001,164,401.94
"} +{"pdf_name": "20787446_46.pdf", "language": "en", "markdown": "
Aspects, General \nDisclosures and KPIsDescriptionRelevant Chapter or Explanation
層面，一般披露及\n關鍵績效指標描 述相關章節或解釋
Aspect B3: Development and Training
層 面B3：發展及培訓
General DisclosurePolicies on improving employees’ knowledge and skills for discharging \nduties at work. Description of training activities.• Employment and Development\n— Employee Development
一般披露有關提升僱員履行工作職責的知識及技能的政策。描述培訓活動。• 僱傭與發展\n— 員工發展
KPI B3.1The percentage of employees trained by gender and employee category \n(e.g. senior management, middle management).• KPIs Performance Table\n— Social Area
關鍵績效指標B3.1按 性別及僱員類 別（如高級管理層、中級管理層等）劃分的受訓僱員百\n分比。• 關鍵績效指標表現數據表\n— 社會範疇
KPI B3.2The average training hours completed per employee by gender and \nemployee category.The Group is improving relevant policies \nand expects to start statistics in the \nnext financial year.
關鍵績效指標B3.2按性別及僱員類別劃分，每名僱員完成受訓的平均時數。集團正在完善相關政策，預計下一財\n政年度開始統計。
Aspect B4: Labour Standards
層 面B4：勞工準則
General DisclosureInformation on:\n(a) the policies; and\n(b) compliance with relevant laws and regulations that have a significant \nimpact on the issuer relating to preventing child and forced labour.• Employment and Development\n— Labour Standards\n• Laws and Regulations Table
一般披露有關防止童工或強制勞工的：\n(a) 政策；及\n(b) 遵守對發行人有重大影響的相關法律及規例的資料。• 僱傭與發展\n— 勞工標準\n• 法律法規列表
KPI B4.1Description of measures to review employment practices to avoid child and \nforced labour.• Employment and Development\n— Labour Standards
關鍵績效指標B4.1描述檢討招聘慣例的措施 以 避 免童工及強制勞工。• 僱傭與發展\n— 勞工標準
KPI B4.2Description of steps taken to eliminate such practices when discovered.• Employment and Development\n— Labour Standards
關鍵績效指標B4.2描述在發現違規情況時消除有關情況所採取的步驟。• 僱傭與發展\n— 勞工標準
"} +{"pdf_name": "20787446_47.pdf", "language": "en", "markdown": "
Aspects, General \nDisclosures and KPIsDescriptionRelevant Chapter or Explanation
層面，一般披露及\n關鍵績效指標描 述相關章節或解釋
Operating Practices
營運慣例
Aspect B5: Supply Chain Management
層 面B5：供應鏈���理
General DisclosurePolicies on managing environmental and social risks of the supply chain.• Product and Operation\n— Supply Chain \nManagement\n— Environmental and Social \nRisk Mitigation
一般披露管理供應鏈的環境及社會風險政策。• 產品與營運\n— 供應鏈管理\n— 降低環境及社會風險
KPI B5.1Number of suppliers by geographical region.• KPIs Performance Table\n— Social Area
關鍵績效指標B5.1按地區劃分的供應商數目。• 關鍵績效指標表現數據表\n— 社會範疇
KPI B5.2Description of practices relating to engaging suppliers, number of suppliers \nwhere the practices are being implemented, how they are implemented \nand monitored.• Product and Operation\n— Supply Chain \nManagement\n— Supplier Engagement
關鍵績效指標B5.2描述有關聘用供應商的慣例，向其執行有關慣例的供應商數目、以及\n有關慣例的執行及監察方法。• 產品與營運\n— 供應鏈管理\n— 供應商參與
KPI B5.3Description of practices used to identify environmental and social risks \nalong the supply chain, and how they are implemented and monitored.• Product and Operation\n— Supply Chain \nManagement\n— Environmental and Social \nRisk Mitigation
關鍵績效指標B5.3描述有關識別供應鏈每個環節的環境及社會風險的慣例，以及相關執\n行及監察方法。• 產品與營運\n— 供應鏈管理\n— 降低環境及社會風險
"} +{"pdf_name": "11756501_34.pdf", "language": "en", "markdown": "Proof. As before, let \\( [ R , \\infty ) \\times \\ensuremath { \\mathbb { T } } ^ { 3 } = \\{ ( r , \\theta ) | r \\geq R , \\theta = ( \\theta _ { 1 } , \\theta _ { 2 } , \\theta _ { 3 } ) \\in \\ensuremath { \\mathbb { R } } ^ { 3 } / \\Lambda \\} \\). Let \\( \\Lambda ^ { * } \\) be the dual lattice. Choose \\( \\lambda \\in \\Lambda ^ { * } - \\{ 0 \\} \\) with minimal length. Choose \\( ( a _ { 1 } , a _ { 2 } , a _ { 3 } ) \\in \\mathbb { S } ^ { 2 } \\) such that\n\n\\[ ( a _ { 1 } I ^ { * } + a _ { 2 } J ^ { * } + a _ { 3 } K ^ { * } ) \\mathrm { d } r = - \\frac { \\lambda _ { 1 } \\mathrm { d } \\theta _ { 1 } + \\lambda _ { 2 } \\mathrm { d } \\theta _ { 2 } + \\lambda _ { 3 } \\mathrm { d } \\theta _ { 3 } } { | \\lambda | } . \\]\n\nUse \\( a _ { 1 } I \\! + \\! a _ { 2 } J \\! + \\! a _ { 3 } K \\) as the complex structure. Then the function \\( e ^ { 2 \\pi | \\lambda | r } e ^ { 2 \\pi i < \\lambda , \\theta > } \\) is holomorphic. The growth rate of this function is exactly \\( O ( e ^ { 2 \\pi | \\lambda | r } ) \\).\n\nNow we pull back this function from \\( [ R , \\infty ) \\times \\mathbb { T } ^ { 3 } \\) to M, cut it off and fill in with 0 inside K, we obtain a function f satisfying\n\n\\[ \\bar { \\partial } _ { g } f = \\phi = { \\cal O } ( e ^ { ( 2 \\pi | \\lambda | - \\mu ) r } ) , \\]\n\nwhere \\( \\mu \\) is the constant in Theorem 4.17. So \\( \\phi \\in \\underline { { L } } _ { - 2 \\delta } ^ { 2 } \\) for any non-critical positive number \\( \\delta \\in ( 2 \\pi | \\lambda | - \\mu , 2 \\pi | \\lambda | ) \\). By Theorem 4.20, there exists \\( \\psi \\in \\underline { { H ^ { 2 } } } _ { 2 \\delta } \\) satisfying\n\n\\[ \\phi = \\Delta \\psi = - ( { \\bar { \\partial } } ^ { * } { \\bar { \\partial } } + { \\bar { \\partial } } { \\bar { \\partial } } ^ { * } ) \\psi \\]\n\nin the distribution sense. Elliptic regularity implies that \\( \\psi \\) is a smooth (0, 1)-form. As before, \\( \\bar { \\partial } \\psi = \\xi \\omega ^ { + } \\) is a harmonic (0,2)-form. So \\( \\xi \\) is a harmonic function of order \\( O ( e ^ { \\delta r } ) \\).\n\nNow we use a cut-off function and the diffeomorphism to average g and the pull back of h. We get a smooth metric \\( g ^ { \\prime } \\) on M which is identically the pull back of h outside a very big ball. Now let \\( \\nu \\) be the inferior of positive \\( \\nu ^ { \\prime } \\) such that \\( \\xi \\) is bounded by \\( O ( e ^ { \\nu ^ { \\prime } r } ) \\). If \\( \\nu > \\) 0, then \\( \\Delta _ { g ^ { \\prime } } \\xi \\, \\in \\, \\underline { { L } } _ { - 2 \\delta } ^ { 2 } \\) 0 for any positive \\( \\nu > \\delta ^ { \\prime } > \\nu - \\mu \\). It follows that there exists a function in \\( \\underline { { L } } _ { - 2 \\delta ^ { \\prime } } ^ { 2 } \\) whose Laplacian \\( \\Delta _ { g ^ { \\prime } } \\) is \\( \\Delta _ { g ^ { \\prime } } \\xi \\). The difference of those two functions is a \\( g ^ { \\prime } . \\)-harmonic function. By Lemma 4.21, it must have at most linear growth rate since the growth rate is below the first nonlinear harmonic function. It follows that \\( \\xi \\) must lie in \\( O ( e ^ { \\delta ^ { \\prime } r } ) \\), a contradiction. So \\( \\nu \\) = 0. Therefore, \\( \\xi \\) is bounded by any exponential growth function.\n\nSo \\( \\Delta _ { g ^ { \\prime } } \\xi \\) decay exponentially. In particular, it’s in \\( L _ { 1 - \\epsilon } ^ { 2 } \\). By Theorem 4.12, we can find out a function in \\( H _ { - 3 - \\epsilon } ^ { 2 } \\) whose \\( \\Delta _ { g ^ { \\prime } } \\) is \\( \\Delta _ { g ^ { \\prime } } \\xi \\). Therefore, we know that \\( \\xi \\) is actually in \\( O ( r ^ { 1 + \\epsilon } ) \\). Of course, \\( \\bar { \\partial } \\psi = \\xi \\omega ^ { + } \\) has the same estimate.\n\nBy Lemma 4.4, the harmonic (0,1)-form \\( \\bar { \\partial } ^ { \\ast } \\bar { \\partial } \\psi = \\bar { \\partial } ( f + \\bar { \\partial } ^ { \\ast } \\psi ) \\) is in \\( O ( r ^ { \\epsilon } ) \\)) and its covariant derivative is in \\( O ( r ^ { - 1 + \\epsilon } ) \\). The Weitzenb¨ock formula implies that \\( \\nabla ^ { * } \\nabla ( \\bar { \\partial } ^ { * } \\bar { \\partial } \\psi ) = 0 \\). Therefore\n\n\\[ \\int _ { M } | \\nabla ( \\bar { \\partial } ^ { * } \\bar { \\partial } \\psi ) | ^ { 2 } \\chi \\leq \\int _ { M } | \\bar { \\partial } ^ { * } \\bar { \\partial } \\psi | | \\nabla ( \\bar { \\partial } ^ { * } \\bar { \\partial } \\psi ) | | \\nabla \\chi | \\]\n\nfor any smooth compactly supported \\( \\chi \\). Let \\( \\chi = \\chi ( r \\! - \\! R ) \\), the right hand side converges to 0. Therefore \\( \\partial ^ { * } \\bar { \\partial } \\psi \\) is a covariant constant (0,1)-form. If this form is non-zero, it would be invariant under the holonomy of any loop. However, elements in \\( \\mathrm { S U } \\)\\( 2 \\)) have no fixed point except the identity matrix. So \\( ( M , g ) \\) must have trivial holonomy. Therefore, it’s \\( \\mathbb { R } ^ { 4 - k } \\times \\mathbb { T } ^ { k } \\) with flat metric. It’s a"} +{"pdf_name": "11756501_35.pdf", "language": "en", "markdown": "contradiction with our non-splitting assumption. So actually \\( \\bar { \\partial } ^ { \\ast } \\bar { \\partial } \\psi \\) is identically 0. \\( f + \\bar { \\partial } ^ { * } \\psi \\) is a global holomorphic function on M.\n\n# 4.7 Compactification of ALG and ALH-non-splitting in-stantons\n\nIn Theorem 4.14 and 4.22, we proved the existence of global holomorphic func-tion u in ALG and ALH-non-splitting cases such that any far enough fiber is biholomorphic to a complex torus. Notice that du is never zero on far enough fiber. Define a holomorphic vector field X by \\( \\omega ^ { + } ( Y , X ) = \\mathrm { d } u ( Y ) \\). Then since \\( X ( u ) \\, = \\, \\mathrm { d } u ( X ) \\, = \\, \\omega ^ { + } ( X , X ) \\, = \\, 0 . \\)\\( _ { \\rightmoon } , \\) is well defined when it’s restricted to each far enough fiber. On each fixed far enough fiber, there exists a unique holomorphic form \\( \\phi \\) such that \\( \\phi ( X ) \\) = 1. Locally\n\n\\[ \\omega ^ { + } = f ( u , v ) \\mathrm { d } u \\wedge \\mathrm { d } v , X = f ^ { - 1 } ( u , v ) \\frac \\partial { \\partial v } , \\phi = f ( u , v ) \\mathrm { d } v . \\]\n\nNotice that each far enough fiber is topologically a torus. So actually, we can integrate the from \\( \\phi \\) to get a holomorphic function \\( v \\in \\mathbb { C } / \\mathbb { Z } \\tau _ { 1 } ( u ) \\oplus \\mathbb { Z } \\tau _ { 2 } ( u ) \\) up to a constant. We can fix this constant locally by choosing a holomorphic section of u as the base point. Therefore M is biholomorphic to \\( U \\times \\mathbb { C } / ( u , v ) \\sim \\)\\( ( u , v + m \\tau _ { 1 } ( u ) + n \\tau _ { 2 } ( u ) ) \\), where \\( \\tau _ { 1 } ( u ) \\) and \\( \\tau _ { 2 } ( u ) \\) are locally defined holomorphic functions. Actually, they are the integral of \\( \\phi \\) in the basis of \\( H _ { 1 } \\) of each fiber. This gives a holomorphic torus fiberation locally.\n\nRecall that there is a diffeomorphism from M minus a large compact set to the standard fiberation. Denote the inverse image of the zero section by s. s is again a section outside large compact set because du differ with the standard one by a decaying error. Write \\( \\bar { \\partial } s \\) as \\( e ( u ) \\mathrm { d } \\bar { u } \\otimes X \\), then e is a function defined on the inverse of the punctured disc with polynomial growth rate. So there is an at most polynomial growth function E on the inverse of punctured disc such that \\( \\bar { \\partial } E ( u ) = e ( u ) \\mathrm { d } \\bar { u } \\). Now we apply the flow −E(u)X to the section s to get a holomorphic section \\( s _ { 0 } \\) on the neighborhood of infinity. View \\( s _ { 0 } \\) as the zero section, we know that M minus a large compact set is biholomorphic to \\( ( \\mathbb { C } - B _ { R } ) \\times \\mathbb { C } / ( u , v ) \\sim ( u , v + m \\tau _ { 1 } ( u ) + n \\tau _ { 2 } ( u ) \\)) globally, where \\( \\tau _ { 1 } ( u ) \\) and \\( \\tau _ { 2 } ( u ) \\) are multi-valued holomorphic functions.\n\nAs proved in Kodaira’s paper [1], there exists an (unique) elliptic fiberation B over \\( B _ { R ^ { - 1 } } \\) with a section such that B minus the central fiber D is biholo-morphic to \\( ( B _ { R ^ { - 1 } } - \\{ 0 \\} ) \\times \\mathbb { C } / ( \\tilde { u } , v ) \\sim ( \\tilde { u } , v + m \\tau _ { 1 } ( \\tilde { u } ^ { - 1 } ) + n \\tau _ { 2 } ( \\tilde { u } ^ { - 1 } ) ) \\)). We can naturally identity points and get a compactification \\( \\bar { M } \\) of M. So \\( \\bar { M } \\) is a compact complex surface with a meromorphic function \\( u = \\tilde { u } ^ { - 1 } \\). Now since the subvari-ety of critical points \\( \\{ \\mathrm { d } u = 0 \\} \\) is a finite union of irreducible curves (On those irreducible curves, u is of course constant) and points, we know that except finite critical values in \\( \\mathbb { C P } ^ { 1 } \\), any fiber of u has no intersection with \\( \\{ \\mathrm { d } u = 0 \\} \\). Therefore, a generic fiber has genus 1 and must be an elliptic curve. In other words, \\( \\bar { M } \\) is a compact elliptic surface. In conclusion, we’ve proved the second main theorem."} +{"pdf_name": "20748990_10.pdf", "language": "en", "markdown": "# V. CONCLUSIONS\n\nIn this paper we studied a modified gravity theoretical framework which extends the vacuum f(R) gravity theory, and it consists of higher order scalar field kinetic terms that are added to the standard f(R) gravity Lagrangian density. Due to the form of the extra terms in the action, we called this theory k-essence f(R) gravity theory, and our main aim was to investigate the inflationary aspects of this theory, in the slow-roll approximation. Actually, the class of k-essence f(R) gravity theory which we studied in this paper gets very much simplified if the slow-roll condition is imposed on the scalar field, and we investigated the dynamics of inflation in the resulting theory. By using standard formulas for the slow-roll indices coming from generalized \\( f ( R , \\phi , X ) \\) theories studied some time ago, we derived the slow-roll indices for a general f(R) gravity, and then we applied the formalism for an f(R) gravity of the form \\( R \\! + \\! \\alpha R ^ { n } \\). This theory without the k-essence part is not compatible with the latest Planck observational data, so we questioned the viability of the theory in view of the presence of the k-essence terms. As we demonstrated, there is a range of values of the free parameters for which the phenomenological viability of the theory can be achieved, for both the phantom and ghost-free models which we used. Since the result might be model dependent, we used another approach in order to see whether the k-essence f(R) gravity can produce viable phenomenology. To this end, we fixed the Hubble rate as a function of the e-foldings number, and we modified standard f(R) gravity reconstruction techniques to accommodate the presence of the k-essence terms, always in the slow-roll approximation. Using the resulting reconstruction techniques we derived the k-essence f(R) gravity which can realize the given Hubble rate, and then we provided general formulas for the slow-roll indices as functions of the e-foldings number, always in the slow-roll approximation. Accordingly, we calculated the slow-roll indices and the corresponding observational indices and we demonstrated that the resulting theory can be compatible with the Planck data, however the result is strongly model dependent. Thus we validated that the k-essence f(R) gravity theory can produce phenomenologically viable cosmologies in the slow-roll approximation. The latter is a vital ingredient of the formalism we employed, so the basic question is, does this theory have inflationary attractors in the absence of the slow-roll condition? The vacuum f(R) gravity theory has stable and unstable de Sitter attractors without the slow-roll condition implied, as was explicitly demonstrated in [31], by using the dynamical system approach, so the question is does a general non-slow-roll k-essence f(R) gravity possesses inflationary attractors? This question is non-trivial and no one can guarantee this, before a consistent autonomous dynamical system is derived for the theory in question. For example, in the case of Gauss-Bonnet gravity there exist inflationary attractors even if the slow-roll condition does not hold true, although these are unstable, as was proved in Ref. [32], and the same applies for vacuum f(R) gravity theories in the presence of a non-flat metric [33]. Moreover, the existence of unstable de Sitter attractors is a feature of f(R)-\\( \\phi \\) theories [34].However the latter type of theory contains potential terms, which are absent in the k-essence f(R) gravity, so the next major task is to question the existence of inflationary attractors in the non-slow-roll k-essence f(R) gravity theory. To this end one should appropriately construct a consistent autonomous dynamical system, study its fixed points, and test their stability, analytically if these are hyperbolic fixed points, or at least numerically if the fixed points are non-hyperbolic. The interpretation of the existence of unstable inflationary attractors is a major issue in these theories, which in some sense can be viewed as an inherent mechanism for the graceful exit from inflation, but this is a highly non-trivial issue to discuss here, and of course out of the context of this work. Work is in progress along the above research lines.\n\nFinally, it is noteworthy mentioning that even in this k-essence framework, it is unavoidable having the initial Big Bang singularity, when inflationary scenarios are considered. However, it is interesting to note that, if the underlying theory can go beyond the k-essence f(R) gravity type inflation, namely a torsional based f(T ) modified gravity[59, 60], or a Horndeski scalar [61] one may not only realize inflationary cosmology, but also a non-singular bouncing phase that can be applied to avoid the big bang singularity. In fact, it would be interesting to extend the formalism we developed in this paper to find an appropriate k-essence f(R) gravity type theory that may realize a bouncing cosmology. In the context of other extensions of f(R) gravity this is also possible [62], so the question remains if there are k-essence modified gravities that may realize cosmological bounces. We hope to address this issue in a future work.\n\n# Acknowledgments\n\nThis work is supported by MINECO (Spain), FIS2016-76363-P, and by project 2017 SGR247 (AGAUR, Catalonia) (S.D.O). This work is also supported by MEXT KAKENHI Grant-in-Aid for Scientific Research on Innovative Areas “Cosmic Acceleration” No. 15H05890 (S.N.) and the JSPS Grant-in-Aid for Scientific Research (C) No. 18K03615"} +{"pdf_name": "20748990_11.pdf", "language": "en", "markdown": "(S.N.).\n\n[1] P. A. R. Ade et al. [Planck Collaboration], Astron. Astrophys. 594 (2016) A20 doi:10.1051/0004-6361/201525898[arXiv:1502.02114 [astro-ph.CO]].\n\n[2] A. H. Guth, Phys. Rev. D 23 (1981) 347. doi:10.1103/PhysRevD.23.347\n\n[3] A. A. Starobinsky, Phys. Lett. 91B (1980) 99. doi:10.1016/0370-2693(80)90670-X\n\n[4] A. D. Linde, Phys. Lett. 129B (1983) 177. doi:10.1016/0370-2693(83)90837-7\n\n[5] R. Brandenberger and P. Peter, Found. Phys. 47 (2017) no.6, 797 doi:10.1007/s10701-016-0057-0 [arXiv:1603.05834 [hep-th]].\n\n[6] J. de Haro and Y. F. Cai, Gen. Rel. Grav. 47 (2015) no.8, 95 doi:10.1007/s10714-015-1936-y [arXiv:1502.03230 [gr-qc]].\n\n[7] Y. F. Cai, Sci. China Phys. Mech. Astron. 57 (2014) 1414 doi:10.1007/s11433-014-5512-3 [arXiv:1405.1369 [hep-th]].\n\n[8] P. A. R. Ade et al. [BICEP2 and Keck Array Collaborations], Phys. Rev. Lett. 116 (2016) 031302 doi:10.1103/PhysRevLett.116.031302 [arXiv:1510.09217 [astro-ph.CO]].\n\n[9] S. Nojiri, S. D. Odintsov and V. K. Oikonomou, Phys. Rept. 692 (2017) 1 doi:10.1016/j.physrep.2017.06.001[arXiv:1705.11098 [gr-qc]].\n\n[10] S. Nojiri and S. D. Odintsov, Phys. Rept. 505 (2011) 59 doi:10.1016/j.physrep.2011.04.001 [arXiv:1011.0544 [gr-qc]].\n\n[11] S. Nojiri and S. D. Odintsov, eConf C 0602061 (2006) 06 [Int. J. Geom. Meth. Mod. Phys. 4 (2007) 115]doi:10.1142/S0219887807001928 [hep-th/0601213].\n\n[12] S. Capozziello and M. De Laurentis, Phys. Rept. 509 (2011) 167 doi:10.1016/j.physrep.2011.09.003 [arXiv:1108.6266 [gr-qc]].\n\n[13] V. Faraoni and S. Capozziello, Fundam. Theor. Phys. 170 (2010). doi:10.1007/978-94-007-0165-6\n\n[14] A. de la Cruz-Dombriz and D. Saez-Gomez, Entropy 14 (2012) 1717 doi:10.3390/e14091717 [arXiv:1207.2663 [gr-qc]].\n\n[15] G. J. Olmo, Int. J. Mod. Phys. D 20 (2011) 413 doi:10.1142/S0218271811018925 [arXiv:1101.3864 [gr-qc]].\n\n[16] A. Ashtekar and P. Singh, Class. Quant. Grav. 28 (2011) 213001 doi:10.1088/0264-9381/28/21/213001 [arXiv:1108.0893[gr-qc]].\n\n[17] A. Ashtekar, T. Pawlowski and P. Singh, Phys. Rev. D 74 (2006) 084003 doi:10.1103/PhysRevD.74.084003 [gr-qc/0607039].\n\n[18] L. Areste Salo, J. Amoros and J. de Haro, Class. Quant. Grav. 34 (2017) no.23, 235001 doi:10.1088/1361-6382/aa9311[arXiv:1612.05480 [gr-qc]].\n\n[19] H. H. Xiong, T. Qiu, Y. F. Cai and X. Zhang, Mod. Phys. Lett. A 24 (2009) 1237 doi:10.1142/S0217732309030667[arXiv:0711.4469 [hep-th]].\n\n[20] J. Amoros, J. de Haro and S. D. Odintsov, Phys. Rev. D 89 (2014) no.10, 104010 doi:10.1103/PhysRevD.89.104010[arXiv:1402.3071 [gr-qc]].\n\n[21] Y. F. Cai and E. Wilson-Ewing, JCAP 1403 (2014) 026 doi:10.1088/1475-7516/2014/03/026 [arXiv:1402.3009 [gr-qc]].\n\n[22] J. de Haro and J. Amoros, JCAP 1408 (2014) 025 doi:10.1088/1475-7516/2014/08/025 [arXiv:1403.6396 [gr-qc]].\n\n[23] K. Kleidis and V. K. Oikonomou, Int. J. Geom. Meth. Mod. Phys. 15 (2018) no.05, 1850071 doi:10.1142/S0219887818500718[arXiv:1801.02578 [gr-qc]].\n\n[24] K. Kleidis and V. K. Oikonomou, Int. J. Geom. Meth. Mod. Phys. 15 (2017) no.04, 1850064 doi:10.1142/S0219887818500640[arXiv:1711.09270 [gr-qc]].\n\n[25] H. Noh and J. c. Hwang, Phys. Lett. B 515 (2001) 231 doi:10.1016/S0370-2693(01)00875-9 [astro-ph/0107069].\n\n[26] J. c. Hwang and H. Noh, Phys. Rev. D 71 (2005) 063536 doi:10.1103/PhysRevD.71.063536 [gr-qc/0412126].\n\n[27] J. c. Hwang and H. Noh, Phys. Rev. D 66 (2002) 084009 doi:10.1103/PhysRevD.66.084009 [hep-th/0206100].\n\n[28] D. I. Kaiser and E. I. Sfakianakis, Phys. Rev. Lett. 112 (2014) no.1, 011302 doi:10.1103/PhysRevLett.112.011302[arXiv:1304.0363 [astro-ph.CO]].\n\n[29] A. A. Starobinsky, Phys. Lett. B 91 (1980) 99 [Phys. Lett. 91B (1980) 99] [Adv. Ser. Astrophys. Cosmol. 3 (1987) 130].doi:10.1016/0370-2693(80)90670-X\n\n[30] S. Nojiri, S. D. Odintsov and D. Saez-Gomez, Phys. Lett. B 681 (2009) 74 doi:10.1016/j.physletb.2009.09.045[arXiv:0908.1269 [hep-th]].\n\n[31] S. D. Odintsov and V. K. Oikonomou, Phys. Rev. D 96 (2017) no.10, 104049 doi:10.1103/PhysRevD.96.104049[arXiv:1711.02230 [gr-qc]].\n\n[32] V. K. Oikonomou, Int. J. Mod. Phys. D 27 (2018) no.05, 1850059 doi:10.1142/S0218271818500591 [arXiv:1711.03389[gr-qc]].\n\n[33] Work in progress.\n\n[34] K. Kleidis and V. K. Oikonomou, arXiv:1808.04674 [gr-qc].\n\n[35] T. Chiba, T. Okabe and M. Yamaguchi, Phys. Rev. D 62 (2000) 023511 doi:10.1103/PhysRevD.62.023511[astro-ph/9912463].\n\n[36] C. Armendariz-Picon, V. F. Mukhanov and P. J. Steinhardt, Phys. Rev. Lett. 85 (2000) 4438 doi:10.1103/PhysRevLett.85.4438 [astro-ph/0004134].\n\n[37] C. Armendariz-Picon, T. Damour and V. F. Mukhanov, Phys. Lett. B 458 (1999) 209 doi:10.1016/S0370-2693(99)00603-6[hep-th/9904075].\n\n[38] J. Matsumoto and S. Nojiri, Phys. Lett. B 687 (2010) 236 doi:10.1016/j.physletb.2010.03.030 [arXiv:1001.0220 [hep-th]]."} +{"pdf_name": "11752411_9.pdf", "language": "en", "markdown": "# V. TIME REVERSIBILITY AWAY FROM EQUILIBRIUM – 0532 MODEL\n\nAt equilibrium the forward and backward trajectories for canonical oscillators, using any of the four ergodic sets of motion equations, are qualitatively much the same. No holes in the cross sections, good values for the even velocity moments, longtime averaged Lyapunov exponent the same for any initial condition. In short – deterministic, time-reversible, ergodic.\n\nAway from equilibrium, thermodynamic dissipation can be investigated, still time-reversibly, by adding a localized temperature gradient \\( ( d T / d q ) \\, = \\, [ \\, \\, \\epsilon / \\cosh ^ { 2 } ( q ) \\, \\, ] \\) ] enabling heat transfer through a nonzero average current \\( ( p ^ { 3 } / 2 ) : \\)\n\n\\[ 1 - \\epsilon < T < 1 + \\epsilon = T ( q ) = 1 + \\epsilon \\operatorname { t a n h } ( q ) \\longrightarrow \\langle \\; ( p ^ { 3 } / 2 ) \\; \\rangle < 0 \\longrightarrow ( { \\dot { S } } / k ) < 0 \\ . \\]\n\nHere \\( \\epsilon \\) is the maximum value of the temperature gradient, \\( T ^ { \\prime } ( 0 ) \\) . The negative entropy change, causing the phase volume to shrink onto a strange attractor is due to the net heat loss from the oscillator to the coordinate-dependent 0532 thermostat temperature T(q) . From the standpoint of steady-state irreversible thermodynamics the overall heat loss is offset by an internal “entropy production” so that the net change of oscillator “entropy” vanishes. We remind the reader that Gibbs’ entropy is minus infinity for fractal attractors so that the irreversible-thermodynamics concept of nonequilibrium entropy is problematic. The artificial entropy change could be also be viewed as the result of ongoing coarse-graining ( which would artificilly increase Gibbs’ entropy ) at the level of the computational roundoff error ( in the sixteenth or seventeenth digit ).\n\nThe temperature gradient destroys the “global [ overall ] reversibility” of the motion equations. Although in principle reversible the chaotic instability of the dynamics, evidenced by a positive Lyapunov exponent, makes this “irreversibility” possible. This irreversibility is evidenced by a Lyapunov spectrum with a negative sum so that the longtime averaged distribution is a fractal strange attractor with a reduced information dimension rather than a smooth three-dimensional Gibbsian distribution.\n\nAmong the thermostats we have considered only the Nose´-Hoover equations show that a fractal attractor is not inevitable. In the Nose´-Hoover case a majority of initial conditions give rise to phase-space tori, orbits with no longtime tendency toward dissipation. All of the ergodic thermostats invariably produce small-gradient dissipation rather than tori so that their orbits exhibit what we call “global irreversibility”.\n\nThe equilibrium ( \\( \\epsilon \\) = 0 and unit temperature \\( \\overrightharpoon { T } \\)= 1 ) Lyapunov spectrum for the 0532 model, \\( \\{ \\ \\lambda \\ \\} = \\{ \\ + 0 . 1 4 4 , 0 , - 0 . 1 4 4 \\ \\} \\) sums to zero corresponding to the three-dimensional"} +{"pdf_name": "11752411_10.pdf", "language": "en", "markdown": "Gaussian distribution, \\( f \\propto e ^ { - q ^ { 2 } / 2 } e ^ { - p ^ { 2 } / 2 } e ^ { - \\zeta ^ { 2 } / 2 } \\). The time-averaged growth rates of infinites-imal one-, two-, and three-dimensional phase space volumes are given by\n\n\\[ \\left\\{ \\begin{array} { l } { { \\lambda _ { 1 } , } } \\end{array} \\lambda _ { 1 } + \\lambda _ { 2 } , \\ \\lambda _ { 1 } + \\lambda _ { 2 } + \\lambda _ { 3 } } \\end{array} \\right\\} \\, . \\]\n\nIn the nonequilibrium case with \\( \\epsilon \\) = 0.50 the time-averaged spectrum becomes asymmet-ric, \\( \\{ ~ + 0 . 1 1 3 5 , 0 , - 0 . 1 4 5 4 ~ \\} \\) , corresponding to the time-averaged growth of a length or an area in phase space \\( \\simeq e ^ { + 0 . 1 1 3 5 t } \\) but to shrinkage of an infinitesimal three-dimensional phase volume \\( \\otimes : \\):\n\n\\[ ( \\dot { \\otimes } / \\otimes ) = 0 . 1 1 3 5 - 0 . 1 4 5 4 = - 0 . 0 3 1 9 \\longrightarrow D _ { K Y } = 2 + ( 0 . 1 1 3 5 / 0 . 1 4 5 4 ) = 2 . 7 8 \\; . \\]\n\nKaplan and Yorke’s linear interpolation predicts a strange-attractor dimension of 2.78. Cross sections of the equilibrium and nonequilibrium 0532 dynamics are shown in Figure 2 . Just as at equilibrium the nonequilibrium strange-attractor’s motion equations are time-reversible. Any forward-in-time sequence \\( \\{ \\ + q , + p , + \\zeta \\ \\} \\) corresponds to a twin sequence \\( \\{ \\ + q , - p , - \\zeta \\ \\} \\) with the order of the \\( ( q , p , \\zeta ) \\) points reversed. Locally this reversed se-quence satisfies the same equations of motion with errors of order (\\( d t ^ { 5 } / 1 2 0 ) \\) for fourth-order Runge-Kutta integration. But any attempt to generate such a reversed sequence numer-ically fails because the Lyapunov spectrum of the reversed sequence would correspond to \\( \\{ ~ + 0 . 1 4 5 4 , 0 , - 0 . 1 1 3 5 ~ \\} \\) . The positive exponent sum indicates an unstable repellor with a diverging phase volume,\\( ( \\dot { \\otimes } / \\otimes ) = + \\) 0.0319 . Any attempt to follow the repellor numerically will instead seek out the nearby attractor ( both are still ergodic, at least if \\( \\epsilon \\) is small ) which, though unstable for a line or an area, is less so than the repellor. The repellor properties can ( only ) be observed by the expedient of storing and reversing a trajectory. The cross section associated with a stored ten-billion-point attractor trajectory is illustrated in Figure 3 . Note the lack of \\( \\pm p \\) symmetry in the coloring of the local Lyapunov exponent, \\( \\lambda _ { 1 } ( t ) \\) .\n\nThis instructive problem illustrates two general principles :\\( : \\ [ \\ 1 \\ ] \\) the phase volume of the steady-state attractor is zero and singular everywhere despite the time-reversibility of the motion equations ; [ 2 ] any typical three-dimensional phase volume first expands and leaves the vicinity of the ( ergodic ) fractal repellor and then shrinks in order to join its mirror-image ( and likewise ergodic ) fractal attractor exponentially fast. Both these features correspond to the paucity of nonequilibrium states and to the irreversibility described by the Second Law of Thermodynamics."} +{"pdf_name": "9324296_337.pdf", "language": "en", "markdown": "
Name of company Financial period Statutory auditors
Hubei Xinrui Automobile Sales\nServices Co., Ltd.*\n(湖北欣瑞汽車銷售服務有限公司)Years ended 31 December 2007,\n2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Wuhan Baoze Automobile Sales\nServices Co., Ltd.*\n(武漢寶澤汽車銷售服務有限公司)Year ended 31 December 2007 Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Years ended 31 December 2008\nand 2009Wuhan Wanli Accountant\nServices Co., Ltd.*, reigstered\nin the PRC\n(武漢市萬里會計事務有限公司)
Shiyan Shenxie Automobile Trading\nCo., Ltd.*\n(十堰紳協汽車貿易有限公司)Years ended 31 December 2007,\n2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Shanhiga Luda Automobile Sales\nServices Co., Ltd.*\n(上海陸達汽車銷售服務有限公司)Years ended 31 December 2007,\n2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Changsha Ruibao Automobile Sales\nServices Co., Ltd.*\n(長沙瑞寶汽車銷售服務有限公司)Years ended 31 December 2007,\n2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Hubei Jierui Automobile Sales\nServices Co., Ltd.*\n(湖北捷瑞汽車銷售服務有限公司)Years ended 31 December 2007,\n2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Huhhot Qibao Automobile Sales\nServices Co., Ltd.*\n(呼和浩特市祺寶汽車銷售服務有限\n公司)Years ended 31 December 2007\nand 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Year ended 31 December 2008 Wuhan Wanli Accountant\nServices Co., Ltd.* reigstered\nin the PRC\n(武漢市萬里會計事務有限公司)
"} +{"pdf_name": "9324296_338.pdf", "language": "en", "markdown": "
Name of company Financial period Statutory auditors
Yichang Baoze Automobile Sales\nServices Co., Ltd.*\n(宜昌寶澤汽車銷售服務有限公司)Years ended 31 December 2007\nand 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Year ended 31 December 2008 Wuhan Wanli Accountant\nServices Co., Ltd.*, reigstered\nin the PRC\n(武漢市萬里會計事務有限公司)
Chenzhou Ruibao Automobile Sales\nServices Co., Ltd.*\n(郴州瑞寶汽車銷售服務有限公司)Years ended 31 December 2007\nand 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Year ended 31 December 2008 Wuhan Wanli Accountant\nServices Co., Ltd.*, reigstered\nin the PRC\n(武漢市萬里會計事務有限公司)
Shanhiga Shenxie Shentong\nAutomobile Sales Services\nCo., Ltd.*\n(上海紳協紳通汽車銷售服務有限公\n司)Period from 31 January 2007\n(date of incorporation) to 31\nDecember 2007 and years ended\n31 December 2008 and 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Nanchang Baoze Automobile Sales\nServices Co., Ltd.*\n(南昌寶澤汽車銷售服務有限公司)Period from 2 June 2008 (date\nof incorporation) to 31\nDecember 2008 and year ended\n31 December 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Zhuhai Baoze Automobile Sales\nServices Co., Ltd.*\n(珠海寶澤汽車銷售服務有限公司)Period from 27 June 2008 (date\nof incorporation) to 31\nDecember 2008 and year ended\n31 December 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
ShanhiiAga Aohu utomobile Sales\nServices Co., Ltd.*\n(上海奧滙汽車銷售服務有限公司)Period from 4 December 2008\n(date of incorporation) to 31\nDecember 2008 and year ended\n31 December 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
Guangzhou Baoze Automobile Sales\nCo., Ltd.*\n(廣州寶澤汽車銷售有限公司)Period from 20 April 2009 (date\nof incorporation) to 31\nDecember 2009Hubei Weiye CPA Limited*,\nreigstered in the PRC\n(湖北偉業會計師事務所)
"} +{"pdf_name": "9231871_95.pdf", "language": "en", "markdown": "# Research, design, development and marketing\n\nOur department of research, design and development is responsible for increasing our production efficiency and effectiveness in order to improve the quality of our existing products and thereby increasing our profit margin. Further, it is responsible to advise our customers to revise the design or change the casting metal for their new parts and components in order to improve their performance or reduce the production costs. To achieve this, we conduct various tests on our sample products and new mixtures of casting metals in order to improve our product durability, flexibility and compatibility and also to reduce our production time and costs. As at the Latest Practicable Date, we have one centre for research, design and development, the Danshui Foundry.\n\nWe plan toj oin the ACHEMA exhibition in 2015 and expand our sales force in Europe. For details, please refer to the section headed “Future Plans and Use of Proceeds” in this prospectus.\n\n# OUR PRODUCTS\n\nOur products can be categorised into four main categories: (a) pump components;(b) filter components; (c) valve components; and (d) food machinery components. Our products can also be classified as ferrous and non-ferrous products based on whether ferrous or non-ferrous metals are used. Ferrous and non-ferrous metals have different"} +{"pdf_name": "9231871_96.pdf", "language": "en", "markdown": "properties and thus are used in applications where their respective properties can be utilised. The following table sets forth the breakdown of our Group’s revenue by types of products during the Track Record Period:\n\n
Product typeYear ended 31 December
20132014
HK$’000%H K$’000%
Pump components25,80248.627,12744.3
Filter components13,13524.714,24923.3
Valve components6,78012.811,47418.8
Food machinery\ncomponents5,2449.96,32110.3
Others (Note 1)2,1534.02,0233.3
Total:53,114100.061,194100.0
\n\nNote:\n\n1. It includes mining equipment components, lighting equipment components and sports equipment components."} +{"pdf_name": "9285198_152.pdf", "language": "en", "markdown": "We assign editors to cover our branded products largely by content genre. They review newly published literary works of a predetermined maturity and analyze the content quality subjectively based on their own experience and expertise, while referencing user data related to such works, such as number of times the works was archived, reader volume and the number of likes received from readers. Once our editors determine that a new writer has potential, they will work with the writer to improve the quality and relevance of his work for our readers. Depending on a writer ’s potential, he may have either generalist editorial coverage or a dedicated team of editors assigned to him. As part of the editorial process, our editors will continue to provide their own feedback and suggestions as well as collect readers’ feedback over time to provide writers with suggestions on the storyline, language and plot points of their works. To many writers, this is a unique resource enabling them to enhance the literary and commercial value of their works.\n\nFinally, in addition to their roles in fostering organic content creation on our platform, they also curate the content published to readers on our platform and lead our third-party content sourcing efforts to ensure that we have the appropriate breadth of content on our platform.\n\n# Third-Party Content Providers\n\nTo complement the original literary works created by our writers, we source high quality content from other online literary platforms. We also source physical book works for e-book conversion and publication on our platform from several leading offline publishers. We select works suitable for conversion based on commercial value for our platform. Our offering of e-books is especially conducive to attracting readers in older age groups who have stronger interest in traditional literature. To obtain the exclusive e-book publishing rights, including the right to debut the e-book version, we may agree to devote more promotional resources and offer higher royalties to the copyright owners.\n\nAs of June 30, 2017, we had sourced and published approximately 273 thousand and 137 thousand third-party sourced works and e-book works on our platform.\n\n# Content Screening and Monitoring\n\nWe place strong emphasis on content screening and monitoring to ensure that our literary works do not contain any obscene or pornographic content or any information that mayj eopardize the quality of our literary works and that the publication and distribution of our literary content fully comply with the applicable laws and regulations. We require our writers to represent that their content is not plagiarized from others before posting it on our platform and we require writers with whom we sign licensing contracts to indemnify us against any violations by the writers of their contractual obligations. Our online content screening and monitoring procedures include both a proprietary, automated screening system as well as a set of manual review procedures conducted by a dedicated team of reviewers, many of whom are also editors on our platform who are familiar with the content. We regularly communicate with the relevant governmental agencies in China to obtain clear guidance on the relevant laws and regulations to ensure compliance. Our content monitoring staff is provided systematic training in the latest compliance know-how, and we closely supervise the screening and monitoring work performed by our staff. In the event of any allegation raised against us in relation to distribution of any pornographic or obscene content, we will immediately launch an internal investigation to verify if the alleged content indeed contains any pornographic or obscene content."} +{"pdf_name": "9285198_153.pdf", "language": "en", "markdown": "After the allegation is verified, if the alleged content is from any literary works created by our writers, we will suspend the publication of the involved literary works and ask the writers to amend the content to remove the pornographic or obscene content. We will re-publish the amended literary works only after the pornographic or obscene content is completely removed and the amended literary content has successfully undergone our content screening and monitoring procedures. In severe cases, we will completely remove the entire literary works and will no longer publish them. If the alleged content is made by our readers, we will immediately block or remove the related pornographic or obscene content and, if necessary, prohibit the involved readers from publishing any content in the future.\n\nAutomated Content Screening Process. All user-generated literary content and comments are first screened by our automated filtering system, which identifies and flags suspicious content for further action based on a regularly updated repository of keywords, according to the latest laws and regulations in China. For the earlier chapters of new literary works, the content that passes the automated content screening process is reviewed by our content monitoring team before it can be published on our platform. The later chapters of such legitimate literary works are then only subject to the first stage automated content screening process prior to publication on our platform. However, such later chapters are still subject to our manual review process, and will be immediately removed if found to be illegal or pirated at a later stage. All flagged content identified by our first stage automated content screening process is reviewed and confirmed by content monitoring staff before it can be published on our platform. Content that has been rejected or removed by our content screening and monitoring procedures are sent back to the writers, which can be re-submitted after revisions are made to our satisfaction.\n\nManual Content Monitoring Process. Content that passes the automated screening process is still subject to manual review by our content monitoring team. As of June 30, 2017, our dedicated content monitoring team had over 100 full-time staff members. Our manual screening procedure is multi-layered, with each piece of content subject to review and cross-review by different monitoring staff. We occasionally engage third-party consultants with specialized understanding of the Chinese content regulatory environment to review certain content, if necessary.\n\nIf we discover a user who has violated the user agreement, applicable laws and regulations or infringed any third-party rights, including copyrights, we may terminate such user ’s account and block such user ’s future uploads of content to our platform without prior notice. In addition, we promptly remove the relevant content when we are notified or made aware by copyright owners or learn from other sources of copyright infringements by users, such as lists of infringing content that the regulatory authorities publish from time to time. We encourage our users to help us with our content screening and monitoring efforts by offering generous rewards for tips related to potentially illegal, disruptive or pirated content on our platform.\n\nSelf-evaluation as required by the Trial Method. We are required to comply with the Trial Method on Evaluation of Social Benefits of Online Literature Publication Service Units (網絡文學出版服務單位社會效益評估試行辦法) (the “Trial Method”) which took effect on July 1, 2017. As advised by our PRC Legal Advisor, we understand that the Trial Method requires self-evaluation reports to be submitted by online literature publication service providers to the local administrative bodies by the end of January of every calendar year and evaluation of the online literature publication service"} +{"pdf_name": "20791558_120.pdf", "language": "en", "markdown": "
Note \n附註2020 \n二零二零年2019\n二零一九年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Assets 資產
Non-current assets 非流動資產
Property, plant and equipment 物業、廠房及設備1126471,5259,152
Investment properties 投資物業121,027,6101,025,004
Intangible assets 無形資產13364,031332,252
Investments accounted for using 按權益法入賬的投資\n the equity method159162,56654,872
Deferred income tax assets 遞延所得稅資產16142,8,001834,614
4,000,6133,105,894
Current assets 流動資產
Completed properties held for sale 持作出售的已竣工物業1761,6542,63,037,052
Properties under development for sale 持作出售的開發中物業1850,085,31730,969,759
Contract assets 合約資產56952,39700,000
Trade and other receivables and deposits 貿易及其他應收款項\n 以及按金192,838,3682,595,926
Prepayments 預付款項192,376,5851,858,769
Amounts due from joint ventures 應收合營企業款項3311971,859,949
Amounts due from associates 應收聯營公司款項3314772,0,0482,845
Amounts due from non- 應收非控制性權益款項\n controlling interests324,00044,63,951,248
Income tax recoverable 可收回所得稅415,878788,393
Restricted cash 受限制現金2041,56,8593,965,210
Cash and cash equivalents 現金及現金等價物209,64942,311,094,295
81,973,56559,503,446
Total assets 總資產85,97417,862,609,340
Equity 權益
Equity attributable to owners 本公司所有者應佔權益\n of the Company
Share capital 股本21139,632139,632
Reserves 儲備226,66742,35,041,820
6,807,0555,181,452
Non-controlling interests 非控制性權益6142,0,604,453,096
Total equity 總權益12,947,6759,634,548
"} +{"pdf_name": "20791558_121.pdf", "language": "en", "markdown": "
Note \n附註2020 \n二零二零年2019\n二零一九年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Liabilities 負債
Non-current liabilities 非流動負債
Borrowings 借款2313,399,8084,694,786
Deferred income tax liabilities 遞延所得稅負債161,954477,634,906
15,3542,855,329,692
Current liabilities 流動負債
Trade and other payables 貿易及其他應付款項2415,352,05412,020,186
Borrowings 借款2367114,,5612,087,907
Amounts due to non-controlling interests 應付非控制性權益款項326,07522,65,146,101
Amounts due to associates 應付聯營公司款項33159274,485,280
Amounts due to joint ventures 應付合營企業款項33507,8450,776
Contract liabilities 合約負債2526,815,90515,552,490
Income tax liabilities 所得稅負債2,50742,92,302,360
57,67221,847,645,100
Total liabilities 總負債73,026,50352,974,792
Total equity and liabilities 總權益及負債85,97417,862,609,340
\n\nThe above consolidated balance sheet should be read in conjunction with the accompanying notes.\n\nThe financial statements on pages 118 to 300 were approved for issue by the Board of Directors on 29 March 2021 and were signed on its behalf:\n\n上述合併資產負債表應與隨附附註一併閱覽。\n\n列載於第 118 至 300 頁的財務報表已由董事會於二零二一年三月二十九日批准刊發，並由以下董事代表簽署：\n\n
黃若虹 WONG Yeuk Hung黃若青 HUANG Ruoqing
董事 Director董事 Director
"} +{"pdf_name": "11685440_66.pdf", "language": "en", "markdown": "# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM\n\nTo the Board of Directors and Shareholders of TE Connectivity Ltd.:\n\nWe have audited the internal control over financial reporting of TE Connectivity Ltd. and subsidiaries (the ‘‘Company’’) as of September 30, 2016, based on criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.\n\nWe conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.\n\nA company’s internal control over financial reporting is a process designed by, or under the supervision of, the company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.\n\nBecause of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.\n\nIn our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2016, based on the criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.\n\nWe have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements and financial statement schedule of the Company as of and for the fiscal year ended September 30, 2016, and our report dated"} +{"pdf_name": "11685440_67.pdf", "language": "en", "markdown": "November 15, 2016 expressed an unqualified opinion on those consolidated financial statements and financial statement schedule.\n\n/s/ Deloitte & Touche LLP\n\nPhiladelphia, Pennsylvania\n\nNovember 15, 2016"} +{"pdf_name": "8351178_173.pdf", "language": "en", "markdown": "REGULATIONS\n\n# REGULATIONS RELATING TO FINANCIAL BUSINESS\n\n# Regulations on Micro Lending Business\n\nPursuant to the Guiding Opinions on the Pilot Operation of Micro Lending Companies (關於小額貸款公司試點的指導意見) promulgated by the China Banking Regulatory Commission (“CBRC”, now merged into the China Banking and Insurance Regulatory Commission) and the People’s Bank of China (“PBOC”) on May 4, 2008, to apply for setting up a micro lending company, the applicant shall file an application in due form with the competent department of the provincial government, and, upon approval, it shall apply to the local administrative department for industry and commerce for handling the registration formalities and get the business license. The major sources of funds of a micro lending company shall be the capital paid by shareholders, donated capital and the capital borrowed from at most two banking financial institutions. The balance of the capital borrowed from banking financial institutions shall not exceed 50% of the net capital within the scope as prescribed by laws and regulations. The loan interest ceiling shall be left open but below the ceiling determined by thej udicial department, and the floor interest rate shall be 0.9 times the base rate published by PBOC.\n\n# Regulations on Payment Business\n\nPursuant to the Administrative Measures for the Payment Services Provided by Non-financial Institutions (非金融機構支付服務管理辦法) promulgated by the PBOC on May 19, 2010, to provide payment services, a non-financial institution shall obtain a Payment Business Permit and become a payment institution. An applicant for a Payment Business Permit a limited liability company orj oint-stock company legally formed inside the People’s Republic of China and it is the corporate body of a non-financial institution. A payment institution shall file the statistical statements, financial accounting report and other relevant materials on its payment business with the local branch of the PBOC as required, and the proportion of its paid-in monetary capital against its daily average balance of clients’ deposits shall not be lower than 10%. Where any payment institution continues to operate the payment business after its Payment Business Permit has expired, the PBOC or the branch thereof shall order it to terminate the payment business. On January 13, 2017, the PBOC promulgated the Notice on Matters concerning Implementing the Centralized Deposit of the Funds of Pending Payments of Clients of Payment Institutions (關於實施支付機構客戶備付金集中存管有關事項的通知). According to which, beginning on April 17, 2017, a payment institution shall deposit a certain percentage of the funds of pending payments of its clients in a special deposit account with a designated institution, and there is no interest on the funds in such an account for the time being. The percentage was adjusted by PBOC on December 29, 2017 in the Notice on Adjusting the Centralized Deposit Percentage of the Funds of Pending Payments of Clients of Payment Institutions (關於調整支付機構客戶備付金集中交存比例的通知), which requires the centralized deposit percentage to be raised by 10% on a monthly basis from February to April 2018.\n\n# Regulations on Commercial Factoring\n\nThe commercial factoring is a relatively new business model in mainland China, MOFCOM had issued circulars to promote commercial factoring in the specific regions. Pursuant to the Circular on the Pilot Work of Commercial Factoring (關於商業保理試點有關工作的通知), which was promulgated by the MOFCOM on June 27, 2012, a trial implementation of commercial factoring pilot work was permitted in Tianjin Binhai New Area and Shanghai Pudong New Area to explore the approaches to develop the commercial factoring and to better utilize its role in expanding the export and promoting the development of small and medium enterprises. Later in December 2012, the said"} +{"pdf_name": "8351178_174.pdf", "language": "en", "markdown": "REGULATIONS\n\ntrial implementation of commercial factoring pilot work was extended to Guangzhou and Shenzhen, which allowed qualified investors from Hong Kong and Macau to establish commercial factoring company in the said cities. Pursuant to the Reply of the Ministry of Commerce on Launching Pilot Commercial Factoring Business in the Chongqing Liang Jiang New Area, the Sunan Modernization Development Demonstration Zone and the Suzhou Industrial Park (商務部關於在重慶兩江新區、蘇南現代化建設示範區、蘇州工業園區開展商業保理試點有關問題的覆函), released by the MOFCOM on August 26, 2013, and amended on October 28, 2015, the trial implementation of commercial factoring was extended to Chonqing Liangjiang New Area, Sunan Modernization Development Demonstration Zone, and the Suzhou Industrial Park.\n\n# REGULATIONS RELATING TO FOREIGN EXCHANGE\n\n# General Administration of Foreign Exchange\n\nUnder the Foreign Exchange Administration Rules of the People’s Republic of China (中華人民共和國外匯管理條例), promulgated on January 29, 1996 and last amended on August 5, 2008, and various regulations issued by the State Administration of Foreign Exchange (“SAFE”) and other relevant government authorities, Renminbi is convertible into other currencies for the purpose of current account items, such as trade related receipts and payments, payment of interest and dividends. The conversion of Renminbi into other currencies and remittance of the converted foreign currency outside China for the purpose of capital account items, such as direct equity investments, loans and repatriation of investment, requires the prior approval from the SAFE or its local office. Payments for transactions that take place within mainland China must be made in Renminbi. Unless otherwise required by SAFE, Chinese companies may repatriate foreign currency payments received from abroad or retain the same abroad. Foreign-invested enterprises may retain foreign exchange in accounts with designated foreign exchange banks under the current account items subject to a cap set by the SAFE or its local office. Foreign exchange proceeds under the current accounts may be either retained or sold to a financial institution engaging in settlement and sale of foreign exchange pursuant to relevant rules and regulations of the State. For foreign exchange proceeds under the capital accounts, approval from the SAFE is required for its retention or sale to a financial institution engaging in settlement and sale of foreign exchange, except where such approval is not required under the relevant rules and regulations of mainland China.\n\nPursuant to the Notice of the SAFE on Further Improving and Adjusting Foreign Exchange Administration Policies for Direct Investment (國家外匯管理局關於進一步改進和調整直接投資外匯管理政策的通知) (the “SAFE Circular No. 59”) promulgated by SAFE on November 19, 2012, that became effective on December 17, 2012 and was further amended on May 4, 2015, approval is not required for the opening of an account entry in foreign exchange accounts under direct investment. SAFE Notice No. 59 also simplified the capital verification and confirmation formalities for foreign invested entities, the foreign capital and foreign exchange registration formalities required for the foreign investors to acquire equities from Chinese party, and further improved the administration on exchange settlement of foreign exchange capital of foreign invested entities.\n\nOn July 4, 2014, SAFE promulgated the Notice on Relevant Issues Relating to Domestic Residents’ Investment and Financing and Round-Trip Investment through Special Purpose Vehicles(《關於境內居民通過特殊目的公司境外投融資及返程投資外匯管理有關問題的通知》) (the “Circular No. 37”), effective as of July 4, 2014. Under Circular No. 37, (1) a resident in mainland China must register with the local SAFE branch before he or she contributes assets or equity interests in an overseas special purpose vehicle, or an Overseas SPV, that is directly established or indirectly"} +{"pdf_name": "20746715_233.pdf", "language": "en", "markdown": "In the following section we discuss our historical financial results for the years ended December 31, 2016, 2017 and 2018. You should read the following discussion and analysis together with our audited consolidated financial statements as of and for the years ended December 31, 2016, 2017 and 2018 and the accompanying notes included in the Accountants’ Report set out in Appendix I to this Prospectus. Our consolidated financial statements have been prepared in accordance with IFRS.\n\nThis discussion and analysis contains forward-looking statements that reflect our current views with respect to future events and our financial performance and involves risks and uncertainties. These statements are based on our assumptions and analysis in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate under the circumstances. However, whether actual outcomes and developments will meet our expectations and predictions depends on a number of risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of any number of factors. In evaluating our business, you should carefully consider the information provided in this Prospectus, including the sections headed “Risk Factors” and “Business” in this Prospectus.\n\n# OVERVIEW\n\nWe are the largest APAC focused logistics real estate platform by GFA and by value of the Portfolio Assets and have the largest development pipeline in aggregate across the major APAC markets as measured by GFA from April 1, 2019 to December 31, 2020, according to the JLL Report. We develop and manage modern logistics facilities that cater to e-commerce companies, 3PL providers, bricks-and-mortar retailers, manufacturers, cold-chain logistics providers and others in APAC as logistics infrastructure continues to evolve for the modern economy. We focus solely on APAC, which comprised over 3.6 billion people (around 50% of the global population) and over US\\$28.5 trillion of GDP (over 33% of the global GDP) in 2018, according to the JLL Report. We currently operate in the PRC, Japan, South Korea, Singapore, Australia and India markets that represent close to 90% of GDP in APAC in 2018, according to the JLL Report.\n\nWe hold a portfolio of logistics properties on our balance sheet and manage a broad range of funds and investment vehicles that invest in logistics properties at various stages of the property life cycle across APAC. As of December 31, 2018, we managed 18 private third-party pooled investment vehicles, with over US\\$5.1 billion in total equity commitments, and one REIT listed on the SGX-ST with an appraised carrying value of approximately US\\$2.2 billion. As of December 31, 2018, our AUM was approximately US\\$16.0 billion (of which US\\$1.9 billion was on our balance sheet) and comprised approximately 6.6 million sq.m of GFA of completed properties, approximately 3.7 million sq.m of GFA of properties under construction and approximately 1.8 million sq.m of GFA to be built on land held for future development, adding up to over 12 million sq.m of GFA in total.\n\nWe develop logistics real estate primarily in Tier 1 and 1.5 cities in APAC, targeting strategic locations near key logistics hubs, major seaports, airports, transportation hubs and industrial zones in the PRC, Japan, South Korea, Singapore, Australia and India, which are the markets we believe will drive future growth across APAC. The majority of the tenants in the Portfolio Assets service domestic consumption in APAC. According to the JLL Report, APAC’s substantial middle class population coupled with rapid economic growth and rising income levels are expected to support rising"} +{"pdf_name": "20746715_234.pdf", "language": "en", "markdown": "consumption levels in the region. Private consumption in China, Japan, South Korea, Singapore, Australia, and India is forecasted to grow at a CAGR of 8.1% between 2019 and 2023, approximately two times the anticipated 4.0% growth in the US during the same period. As of December 31, 2018, e-commerce and 3PL tenants made up approximately 49.6% of the tenant base of the Portfolio Assets by leased area. In 2016, 2017 and 2018, rental revenues from e-commerce and 3PL tenants in our balance sheet properties amounted to 82.6%, 76.7% and 63.5% of our total rental revenues, respectively. The decrease in the proportion of rental revenues from e-commerce and 3PL tenants in 2017 was due to the disposal of several properties to China Invesco Core Fund from our balance sheet, the majority of which we had leased to e-commerce tenants, and in 2018 was due to rental income from an existing manufacturing tenant in the RW Higashi-Ogijima DC property, which we plan to redevelop into a modern logistics facility.\n\nWith our APAC-focused business model, we grew significantly during the Track Record Period through organic growth and strategic M&A, increasing our AUM from US\\$7.4 billion as of December 31, 2016, to US\\$12.0 billion as of December 31, 2017, and further to approximately US\\$16.0 billion as of December 31, 2018. We have also attracted investments from three out of the top six real estate capital providers globally based on IP&E Real Assets’ top 100 ranking of the world’s largest real estate investors in 2018. We were ranked \\#29 in the world in PERE’s “Fab 50”, the flagship ranking of the private real estate world’s top managers (by total annual fundraising amount) in 2018. Our revenue grew by 58.5% from US\\$96.7 million in 2016 to US\\$153.3 million in 2017, and further grew by 65.8% to US\\$254.1 million in 2018, while our net profit grew by 91.6% from US\\$105.0 million in 2016 to US\\$201.2 million in 2017, and further grew by 5.9% to US\\$213.1 million in 2018. Our total consolidated balance sheet assets grew, which include our investment properties, investments inj oint ventures, and financial assets at fair value, by 45.3% from US\\$2,097.4 million as of December 31, 2016 to US\\$3,047.4 million as of December 31, 2017, and further grew by 45.1% to US\\$4,422.6 million as of December 31, 2018.\n\n# FACTORS AFFECTING OUR RESULTS OF OPERATIONS\n\nOur results of operations have been, and we expect them to continue to be, primarily affected by the following factors:\n\nŠ supply and demand for modern logistics facilities in APAC;\n\nŠ our ability to source, design, construct, lease and manage the Portfolio Assets;\n\nŠ our ability to manage our integrated business model and grow multiple sources of income;\n\nŠ our ability to continue attracting and maintaining our relationships with capital partners and growing our AUM;\n\nŠ rental prices, occupancy rates, leasing cycles and fair value change of the Portfolio Assets;\n\nŠ our expansion through organic growth and strategic acquisitions; and\n\nŠ our access to capital and cost of financing.\n\n# Supply and Demand for Modern Logistics Facilities in APAC\n\nOur business growth and results of operations have benefited from the growth of the consumer economy in APAC. The rise of the new economy in the region has led to increasing demand for modern logistics facilities from e-commerce companies, 3PL providers, bricks-and-mortar retailers, manufacturers, cold-chain logistics providers and others that require larger and more sophisticated"} +{"pdf_name": "2142126_6.pdf", "language": "en", "markdown": "附 3：纺织服装行业近一年增持比例超过流通股 1%的个股梳理\n\n
代码名称类别占流通股比(%)
002083.SZ孚日股份实际控制人、员工持股2.24
600398.SH海澜之家高管2.01
002042.SZ华孚色纺员工持股2.69
002404.SZ嘉欣丝绸关联方，同为实际控制人控制1.04
600137.SH浪莎股份举牌5.00
300005.SZ探路者员工持股1.78
600177.SH雅戈尔实际控制人、博睿传媒投资等2.66
600070.SH浙江富润控股股东，计划未来增持 2%0.56
\n\n数据来源：Wind、东方证券研究所\n\n附 4：国内外重点上市公司估值表\n\n
股票代码公司名称评级股价\n(当地货币)总市值(百\n万美元)每股收益市盈率未来三\n年复合\n增长率
2015A2016E2017E2018E2015A2016E2017E2018E
A 股市场
002029.SZ七匹狼增持10.6211630.360.350.420.503030262110.6%
002327.SZ富安娜买入9.9212500.480.500.540.60211918178.1%
002293.SZ罗莱生活买入13.1813410.590.470.550.63222824214.6%
300005.SZ探路者买入14.0512100.440.340.400.45323935310.9%
000726.SZ鲁泰 A买入12.9214830.750.850.971.091715131212.1%
002003.SZ伟星股份增持15.069790.550.690.830.962720181620.0%
601566.SH九牧王增持17.1314270.700.730.770.83242322215.5%
002612.SZ朗姿股份增持17.3010030.190.410.520.649143332719.2%
603001.SH奥康国际买入22.5113080.980.941.101.27232420187.8%
600315.SH上海家化增持29.6428933.280.320.620.769934839-27.3%
002563.SZ森马服饰买入9.8938630.500.530.590.692019171421.0%
600439.SH瑞贝卡增持7.8710760.150.180.210.235244373412.9%
600398.SH海澜之家买入10.5168450.660.700.770.861614131216.1%
002640.SZ跨境通买入17.1435570.120.290.550.8914355301894.9%
603555.SH贵人鸟买入--0.540.530.580.63----5.4%
600612.SH老凤祥买入39.9025722.142.172.362.58191817156.4%
002127.SZ南极电商增持11.7026090.410.200.320.495937242459.5%
603808.SH歌力思买入31.3111270.640.691.071.304529242426.3%
002083.SZ孚日股份买入7.129370.340.410.470.541715131314.1%
"} +{"pdf_name": "2142126_7.pdf", "language": "en", "markdown": "
002763.SZ汇洁股份 增持30.929680.770.850.931.083634282812.3%
603877.SH太平鸟 增持36.0424821.280.991.161.34363127275.9%
香港市场
0210.HK达芙妮国\n-\n际0.78166-0.50-0.060.010.00--130--
0321.HK德永佳集\n-\n团5.259340.760.420.450.487121211-14.5%
0330.HK思捷环球 -6.3015760.010.030.160.26392173924190.9%
0551.HK裕元集团 -31.2066212.522.612.762.88121211114.1%
0589.HK宝姿 -3.042170.08---36----
0891.HK利邦 -0.57128-0.25-0.11-0.08-0.03-----
1234.HK中��利郎 -5.158010.520.500.520.5610101093.6%
1361.HK361 度 -2.867610.230.320.360.411398722.8%
1368.HK特步国际 -3.239230.280.360.390.421298816.5%
1836.HK九兴控股 -12.9813270.800.860.991.061615131210.9%
1880.HK百丽国际 -4.9854060.440.450.450.46141111114.8%
1968.HK匹克体育 ---0.220.200.220.23----6.7%
2020.HK安踏体育 -22.1076151.111.251.451.662118151316.1%
2313.HK申洲国际 -50.4090742.472.753.223.712118161418.3%
2331.HK李宁 -4.6613040.340.250.370.455018131013.4%
2698.HK魏桥纺织 -5.588581.01---6----
3818.HK中国动向 -1.4910620.180.150.150.118101013-13.2%
3998.HK波司登 -0.679210.04---16----
1910.HK新秀丽 -28.8052381.401.461.711.912120171510.8%
1913.HK普拉达 -34.70114271.100.961.121.25323731285.3%
海外市场
MC.PALVMH Moet Hennessy206.651114117.929.1410.0610.852023211911.3%
RMS.PAHermes447.105018310.4211.4212.4113.48333936339.4%
CDI.PAInternational\nChristian Dior221.30424718.7511.1012.3614.781320181520.2%
TIFTiffany & Co.93.69116703.573.974.374.74212421209.2%
IDX.DEInditex, S.A.33.561111891.011.181.331.493329252313.8%
HSMB.SGHennes & Mauritz218.504006411.2612.1713.5114.81261816159.9%
NXT.LNext PLC39.9973144.414.043.974.0417101010-2.2%
GPSGap Inc.24.0596251.691.982.032.08151212125.3%
LBLimited Brands, \nInc.47.85136284.043.203.433.9124151412-2.1%
BRBY.LBurberry Group PLC17.3494540.700.760.830.91232321198.8%
RLPolo Ralhp Lauren \nCorp.80.7166354.655.605.235.75161415144.5%
"} +{"pdf_name": "20748391_9.pdf", "language": "en", "markdown": "FIG. 8.— Top panels: CME morphology observed from COR2-A, C3, and COR2-B respectively at 10:54UT on April 11, 2013. Bottom panels: Overplot of the best fitted wireframe of MFR in GCS model. Note that in C3 the CME is halo directed toward Earth, whereas it directs away from COR-A on farside. Note the GCS parameters \\( \\gamma \\) = −45o, \\( _ \\alpha \\) = 50o, κ = 0.45 and \\( h = 1 7 . 5 R _ { \\odot } \\) reproduce this CME morphology.\n\nextremely difficult. However, to examine the effect of uncer-tainties in the estimated kinematics, we considered an error of 5 pixels in the measurements of elongation angle. Such an error corresponds to uncertainties of 0.02 degree, 0.1 degree and 0.35 degree in the derived elongation angles in COR2, HI1 and HI2 FOV, respectively. Corresponding to these elon-gation uncertainties, the calculated error for SSSE (with \\( \\lambda \\) = 0) method maximally reaches up to \\( 0 . 5 R _ { \\odot } \\) in distance, less than few degree in direction and few tens of km/s for speed. These errors certainly seem to be small but of course, they do not reflect the total error in derived kinematics. Further study is required to quantify the actual errors because of several in-valid idealistic assumptions in the methods.\n\nAlso, at higher elongation (greater than approx. \\( 4 0 R _ { \\odot } \\)),larger variations in the estimated kinematics from SSSE method for different \\( \\lambda \\) are noted. From Figure 11, it is clear that the estimated distance from GT method increased around 18:00 UT on April 11 at \\( 9 0 R _ { \\odot } \\) from the Sun. Such an un-physically fast increase in distance and speed is meaningless due to the absence of forces capable of accounting for this acceleration at distances farther from the Sun (Cargill 2004;Vršnak et al. 2010). This is more likely because of improper use of SSSE with \\( \\lambda \\) equal to 0 \\( r \\)(i.e. GT) method, especially for this CME which is propagating away from the observer. This late acceleration is significantly reduced (still unphysi-cal) if a higher value of \\( \\lambda \\) is considered. SSSE with \\( \\lambda \\) equal to \\( 9 0 ^ { o } \\)(i.e. TAS) method gives the lowest limit of the esti-mated distance and speed values. The kinematics from the TAS method is calculated up to \\( 3 6 5 R _ { \\odot } \\) from the Sun.\n\nThe aforementioned facts highlight that the assumptions made in the GT method are not valid for a CME propagat-ing away from the observer. Also, the spherical front approx-imation in SSSE method with \\( \\lambda \\) equal to nonzero value, be-comes worse due to flattening of the CME front on its inter-action with solar wind. These limitations start to play a cru-cial role much nearer to the Sun for a far-sided CME than for front sided CME (Liu et al. 2013). However, the distance be-yond which these effects are crucial depends on the direction of propagation of the CME and its size. We note that for a CME propagating at larger angle from the Sun-observer line, its kinematics depend more on the chosen value of \\( \\lambda \\). This is because the flanks (not nose) for such CMEs are always ob-served from the observer and even a little change in its radius of curvature leads to huge difference in the estimated kine-matics from the SSSE method. It is noted that if direction of propagation of a CME from sun-observer line becomes more than 90 \\( \\gamma o \\), an unphysical acceleration will be estimated from the SSSE methods irrespective of chosen \\( \\lambda \\) value. However, such an acceleration is reduced with higher value of \\( \\lambda \\) and gives more accurate kinematics.\n\nTo assess the relative performance, we also applied single spacecraft reconstruction methods on STEREO-A and B ob-servations. We employed the Fixed-Phi (FP: Kahler & Webb 2007), Harmonic Mean (HM: Lugaz et al. 2009), Self-Similar Expansion (SSE: Davies et al. 2012) methods on the derived time-elongation variations of the CME (Figure 10). These"} +{"pdf_name": "20748391_10.pdf", "language": "en", "markdown": "FIG. 9.— top row: Left, middle, and right panels show the evolution of 2013 April 11 CME in the running difference image of HI2-A, HI1-A, and COR2-A respectively. bottom row: Running difference images from COR2-B, HI1-B, HI2-B in Left, middle and right panels, respectively. The contours of the elongation angle (green) and the position angle (blue) are also deployed on each image. In all panels, horizontal red line is along the ecliptic and indicates the position angle of the Earth and vertical red line (left panel) refers \\( \\mathcal { P } \\) position angle.\n\nmethods essentially convert the elongation into distance from the Sun assuming a fixed direction (longitude, here \\( 1 . 3 ^ { o } \\) East) of CME propagation as an input.\n\nOn applying the above methods on the STEREO-A and B observations, we noticed that estimated kinematics also largely overestimates the speed (approx. 900-1200 km/s even beyond \\( 1 0 0 R _ { \\odot } , \\)) of the CME and the method becomes com-pletely unreliable once the CME reaches higher elongations. The direction of propagation of CMEs is \\( 1 4 6 ^ { c } \\) and \\( 1 2 8 ^ { o } \\) away from the line connecting the Sun with STEREO-A and B spacecraft, respectively. As the CME propagating in East-ward is little closer to 90ofrom the STEREO-B spacecraft, the derived kinematics and arrival time from this spacecraft are more accurate than using STEREO-A observations. Among all the three single spacecraft methods, the most inaccurate re-sults are obtained from the FP method and less inaccurate are from the HM method. This probably confirms the assump-tion that the larger structure of CME is somewhat suitable for estimating the time varying profile of the CME kinemat-ics. However, the failure of these single spacecraft methods at higher elongation could be due to real deflection or artificial deflection because of expansion or/and due to changes in the approximated idealized structure (Wood et al. 2010; Howard 2011; Mishra & Srivastava 2014).\n\nWe further applied the fitting version of the three single spacecraft reconstruction methods, namely Fixed-Phi Fitting (FPF: Sheeley et al. 2008), Harmonic Mean Fitting (HMF: Möstl et al. 2011), and Self-Similar Expansion Fitting (SSEF: Davies et al. 2012). Noting the expressions for the elongation as a function of speed and direction from the earlier FP, HM and SSE methods, these methods fit the observed elongation-time profile of the CME to an analytical function. From the FPF method on STEREO-A, we found that CME speed as 654 km/s, propagation direction as 99ofrom STEREO-A space-craft and its launch time at 11 April 05:05. Similarly, we also applied the HMF and SSEF methods (with \\( \\lambda \\)\\( = 5 0 ^ { o } \\)) and ob-tained the speed, propagation direction and launch time of the CME. The results obtained for STEREO-A and B are shown in Figure 13 and 14, respectively and summarized in Table 3. In these figures, the results for SSEF, which fall between the FPF and HMF methods, are not plotted to avoid cluttering.\n\nMoreover, we have also analyzed the in-situ observations of this CME obtained from WIND spacecraft (Figure 12). The"} +{"pdf_name": "9869056_70.pdf", "language": "en", "markdown": "Garde (‘Joyful Keep’) (Lancelot 1980, vol. 1, p. 283; Truitt 2015, p. 59). In these examples, and similar ones, the artificial figures can be defeated by the hero because he is the hero—one indication of his prowess as a warrior is his ability to subdue the mechanical guardians; the implication is that any other challenger would be  defeated. And in all of these instances, the artificial knights, archers, or pikemen are seen as better than their human counter-parts. Unlike human sentries, the artificial ones will never get tired or ill, lazy or lecherous, and, like the sentries guarding Alardin’s tent, they cannot be tricked or bribed.\n\nThe repeated motif of the armed robot guard suggests concern about security and about loyalty, trust, and control. This concern extended beyond keeping a castle or mausoleum or bridge secure to keeping tabs on an entire empire. ‘The Salvation of Rome’ (Salvatio Romae) was an elaborate surveillance and alarm system that could perceive, assess, and react to events taking place far away. This device, attributed, like the bocca della verità, to Virgil, appears in several diferent texts from the late twelfth century onward. The most extensive description of this marvel appears in the natural philosophical treatise On the Natures of Things (De rerum natura, ca. 1190) by the English scholar and courtier Alexander Neckam (1157–1217); according to him, Virgil had built in Rome a palace which contained a number of wooden statues, each rep-resenting a diferent province of the empire, and each holding a bell in its hand.5 ‘Whenever any province dared to foment a plot against the majesty of the Roman Empire, the image of the intemperate traitor began to bang on the little bell. A soldier of bronze, seated on a bronze horse, on the topmost gable of the aforementioned palace, turned itself in the very direction where it might look toward that province’ (Ziolkowski & Putnam 2008, p. 856). Neckam’s description appears in a chapter about the potential of the liberal arts and the places where those arts flour-ished, thereby tying Virgil’s invention to his mastery of the liberal arts rather than forbidden branches of study, such as demonic magic. Furthermore, the function of the Salvatio Romae, to safeguard"} +{"pdf_name": "9869056_71.pdf", "language": "en", "markdown": "the empire from revolt, recalls Virgil’s epic poem about the foundation of the Roman Empire, the Aeneid. Although Virgil may have been known more for his reputation as a magician and learned man in the Latin Christian West than for writing the Aeneid, he remained linked to the Roman Empire and was seen as having some kind of unoficial yet critically important over-sight of it. Moreover, Neckam was writing during a period when the ruling dynasty of England, the Plantagenets, controlled an empire that included England, Ireland, and most of what is now  France. Henry II (1133–1189; r. 1154–1189) faced numerous rebellions—from castellans in his domains, from his Archbishop of Canterbury, Thomas Becket, and from his wife and sons. Henry’s son and successor, Richard I (1157–1199; r. 1189–1199), likewise spent a significant amount of time responding to challenges to his authority and rule. The invention of the Salvatio Romae mirrors the practical concerns of maintaining control over a large empire and the need to have reliable, timely information about threats to its stability.\n\n# 2.3 Espionage and Surveillance\n\nArtificial intelligence appears in multiple guises in textual and visual sources to provide surveillance and foster espionage, indi-cating a long-standing desire to use artificial means to gather information to gain advantage. The Salvatio Romae is one example, but there are many others. Catroptomancy (using a reflective surface, such as a bowl of water or a polished metal mirror, as a  viewfinder) was one way to see events distant in time and place. All of the mantic arts (the arts of divination)—chiromancy (palm reading), geomancy (interpreting earth signs), pyromancy (fire signs), and scapulomancy (interpreting the marks on the shoulder blades of animals, often sheep or goats)—promised foreknowledge, but catroptomancy also promised knowledge of the distant now. In multiple versions of the history of Alexander the Great (widely translated and circulated in this period),"} +{"pdf_name": "20745027_109.pdf", "language": "en", "markdown": "buildings from our collaborator to construct the production lines and other production facilities within such buildings. Our collaborations with CMOs, our operation of our new manufacturing facilities (upon construction completed) and our ability to obtain supplies for manufacturing our drug candidates or future approved drugs could be disrupted if the operations of these collaborators, suppliers or our new manufacturing facilities are affected by a man-made or natural disaster or other business interruption. In addition, damage or extended periods of interruption to our corporate, development, research or manufacturing facilities due to fire, natural disaster, power loss, communications failure, unauthorized entry or other events could cause us to cease or delay development or commercialization of some or all of our drug candidates. Our insurance might not cover all losses under such circumstances and our business and financial condition may be seriously harmed by such delays and interruption.\n\nOur internal information technology and other infrastructure, or those used by our CROs or partners or other contractors or consultants, may fail or suffer security breaches, which may require us to expend additional resources to protect our technology and information systems and could materially adversely affect our business, financial condition, results of operations and prospects.\n\nDespite the implementation of security measures, our information technology systems and those of our current or future partners, CROs, CMOs, consultants and other service providers or suppliers are vulnerable to damage from cyber-attacks, computer viruses, malicious codes, unauthorized access, employee theft or misuse, natural disasters, fire, power loss, terrorism, war, and telecommunication and electrical failures, among other things. If such an event were to occur and cause interruptions in our operations, it could result in a material disruption of our research and development programs. For example, our data may not be backed up in a timely manner and the loss of clinical trial data from ongoing or future clinical trials for any of our drug candidates could result in delays in regulatory approval efforts and significantly increase costs to recover or reproduce the data. To the extent that any disruption or security breach were to result in a loss of or damage to data or applications, or inappropriate disclosure of confidential or proprietary information, we could incur liability and the further development of our drug candidates could be delayed. In addition, a security breach may result in the loss of, damage to, or public disclosure of personally identifiable information, and such an event could have serious negative consequences, including disputes, regulatory action, investigation, litigation, fines, penalties and damages, and time-consuming and expensive litigation, any of which could have a material adverse effect on our business, financial condition, results of operations, or prospects.\n\nIn the ordinary course of our business, we collect and store sensitive data, including, among other things, legally protected patient health information, personally identifiable information about our employees, intellectual property and proprietary business information. We manage and maintain our applications and data utilizing on-site systems and outsourced vendors. These applications and data encompass a wide variety of business critical information including research and development information, commercial information and business and financial information. Because information systems, networks and other technologies are critical to many of our operating activities, shutdowns or service disruptions at our Company or suppliers that provide information systems, networks or other services to us pose increasing risks. Such disruptions may be caused by events such as computer hacking, phishing attacks, ransomware, dissemination of computer viruses, worms and other destructive or disruptive software, denial of service attacks and other malicious activity, as well as power outages, natural disasters (including extreme weather), terrorist attacks or other similar events. Such events could have a material adverse impact on us and our business, including loss of data and damage to"} +{"pdf_name": "20745027_110.pdf", "language": "en", "markdown": "equipment, among other things. In addition, system redundancy may be ineffective or inadequate, and our disaster recovery planning may not be sufficient to cover all eventualities. Significant events could result in a disruption of our operations, damage to our reputation or a loss of revenues.\n\nWe could be subject to risks caused by misappropriation, misuse, leakage, falsification, system malfunction or intentional or accidental release or loss of information maintained in the information systems and networks of us and our suppliers, including but not limited to personal information of our employees and patients. In addition, outside parties may attempt to penetrate our systems or those of our suppliers or fraudulently induce our personnel or the personnel of our suppliers to disclose sensitive information in order to gain access to our data or systems. The risk of a security breach or disruption, particularly through cyber-attacks or cyber intrusion, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased. We may not be able to anticipate all types of security threats, nor may we be able to implement preventive measures effective against all such security threats. The techniques used by cyber criminals change frequently, may not be recognized until launched and can originate from a wide variety of sources, including outside groups such as external service providers, organized crime affiliates, terrorist organizations or hostile foreign governments or agencies. We cannot assure you that our data protection efforts and our investment in information technology will prevent significant breakdowns, data leakages, breaches in our systems or those of our third-party vendors and other contractors and consultants, or other cyber incidents that could have a material adverse effect upon our reputation, business, results of operations, financial condition or prospects. If we experienced any such material system failure or security breach and interruptions in our operations, it could result in a material disruption of our development programs and our business operations, a breach of sensitive personal information or a loss or corruption of critical data assets including trade secrets or other proprietary information. For example, the loss of clinical trial data from completed or future clinical trials could result in delays in our regulatory approval efforts and significantly increase our costs to recover or reproduce the data.\n\nIf a material breach of our information technology systems or those of our suppliers occurs, the market perception of the effectiveness of our security measures could be harmed and our reputation and credibility could be damaged. We could be required to expend significant amounts of money and other resources to repair or replace information systems or networks. In addition, we could be subject to regulatory actions or claims made by individuals and groups in private litigation involving privacy issues related to data collection and use practices and other data privacy laws and regulations, including claims for misuse or inappropriate disclosure of data, as well as unfair or deceptive practices. Moreover, despite our efforts, the possibility of these events occurring cannot be eliminated. As we engage in more electronic transactions with payers, suppliers and patients, and collect and store an increasing volume of data, the related security risks will increase and we will need to expend additional resources to protect our technology and information systems.\n\nWe may not have adequate insurance coverage to compensate for any losses associated with a system failure, any breach of our computer systems or other cybersecurity attack or any violation of any privacy laws or other obligations. Any breach or failure of our or our suppliers’ computer systems, information technology and other infrastructure could materially adversely affect our business, financial condition, results of operations and prospects."} +{"pdf_name": "8405294_42.pdf", "language": "en", "markdown": "There is no assurance that we will be able to compete effectively against competitors who may have greater financial resources, greater scales of production, superior technology, better brand recognition and a wider, more diverse and established sales network. In order to maintain our market share and remain competitive, we may be forced to provide more sales incentives to our staff and distributors, and increase capital expenditures, which may in turn negatively affect our profit margins and our results of operations.\n\nIn addition, with the liberalisation measures adopted pursuant to the PRC’s accession to the World Trade Organisation, or WTO, foreign brands are permitted to expand their business in the PRC with fewer restrictions. Further, as the economy continues to grow in the PRC, consumers are expected to accumulate greater purchasing power and can more readily afford foreign brands. As a result, more foreign brands have entered, and are continuing to enter, the PRC market, which further increases competition in the ladies-wear industry in the PRC.\n\n# Our sales volume is sensitive to seasonality effects and weather patterns\n\nOur performance is subject to seasonal trends or fluctuations. Sales amounts may vary throughout the year with relatively higher levels of sales for our fall/winter collections and lower levels of sales for our spring/summer collections because the unit selling price for our fall/winter apparel products is generally higher than that for spring/summer apparel products. We also record higher sales typically around holiday and festive seasons such as the Chinese New Year and the Chinese National Day. As a result, comparisons of sales and operating results between different periods within a single financial year, or between different periods in different financial years, are not necessarily meaningful and cannot be relied on as indicators of our performance. In addition, since we operate largely on a seasonal cycle, if our outsourced OEM contractors fail to deliver on a timely basis as a result of extreme and unseasonable weather conditions, our sales in any season and our results of operations could be materially and adversely affected.\n\nExtreme changes in weather patterns could also affect consumers’ purchasing behaviour, which may lead to fluctuations in our sales revenue. For example, extended periods of unseasonably warm weather during the winter season or cool weather during the summer season could render a portion of our inventory incompatible with such unseasonable weather conditions. These extreme or unseasonable weather conditions could have a material adverse effect on our results of operations.\n\n# Natural disasters, acts of war, political unrest and epidemics, which are beyond our control, may cause damage, loss or disruption to our business\n\nNatural disasters, acts of war, political unrest and epidemics, which are beyond our control, may materially and adversely affect the economy, infrastructure and livelihood of the people of the PRC. Some cities in the PRC are particularly susceptible to floods, earthquakes, sandstorms, snowstorms and droughts. Our business, financial condition, results of operations and prospects may be materially and adversely affected if such natural disasters occur in places where we operate or where our products are sold, whether directly or indirectly. Political unrest, acts of war and terrorists attacks may cause damage or disruption to us, our employees, our self-operated retail stores, the distribution channels operated by our distributors and our markets, any of which could materially and adversely affect our sales, cost of sales, overall results of operations and financial condition. The potential for war or terrorists attacks may also cause uncertainty and cause our business to suffer in ways that we cannot currently predict. In addition, certain Asian countries, including the PRC, have encountered epidemics, such as SARS or"} +{"pdf_name": "8405294_43.pdf", "language": "en", "markdown": "incidents of the avian flu. Past occurrences of epidemics have caused different degrees of damage to the national and local economies in the PRC. A recurrence of an outbreak of SARS, avian flu or any other similar epidemic such as the H1N1 flu (swine flu) could cause a slowdown in the levels of economic activity generally, which could in turn materially and adversely affect our results of operations and the price of our Shares.\n\n# RISKS RELATING TO CONDUCTING OPERATIONS IN THE PRC\n\nChanges in the PRC economic, political and social conditions, as well as government policies, could have a material adverse effect on our business, financial condition, results of operations and prospects\n\nSubstantially all of our business assets are located in the PRC and substantially all of our revenue is derived from the PRC. Accordingly, our performance, financial position and prospects are subject, to a significant degree, to the economic, political and legal developments of the PRC. In particular, political and economic policies of the PRC Government could affect our business, financial condition and results of operations and may affect our ability to sustain our growth.\n\nThe economy of the PRC differs from the economies of most developed countries in a number of respects, including the extent of government involvement, level of development, growth rate, and control of foreign exchange. Before its adoption of reform and open door policies beginning in 1978, the PRC was primarily a planned economy. Since that time, the PRC Government has been reforming the PRC economic system, and has also begun reforming the government structure in recent years. These reforms have resulted in significant economic growth and social progress. Although the PRC government still owns a significant portion of the productive assets in the PRC, economic reform policies since the late 1970s have emphasised autonomous enterprises and the utilisation of market mechanisms, especially where these policies apply to businesses such as ours. Although we believe these reforms will have a positive effect on our overall and long-term development, we cannot predict whether changes in the PRC’s political, economic and social conditions, laws, regulations and policies will have any adverse effect on our future business and prospects.\n\nOur ability to continue to expand our business is dependent on a number of factors, including general economic and capital market conditions and credit availability from banks or other lenders. Recently, the PRC Government has increased interest rates on bank loans and deposits and tightened the money supply to control growth in lending. Stricter lending policies may, among other things, affect our and our end users’ ability to obtain financing which may in turn adversely affect our growth and financial performance. We cannot assure you that further measures to control growth in lending will not be implemented by the PRC Government in a manner that may adversely affect our growth and profitability over time.\n\n# Uncertainties with respect to the PRC legal system could have a material adverse effect on our business and operations\n\nOur business and operations are primarily conducted in the PRC and are governed by applicable PRC laws, rules and regulations. The PRC legal system is based on written statutes and their interpretation by the Supreme People’s Court. Prior court decisions may be cited for reference, but have limited weight as precedents. Since the late 1970s, the PRC Government has significantly enhanced the PRC legislation and regulations to provide protection to various forms of foreign investments in the"} +{"pdf_name": "3434792_9.pdf", "language": "en", "markdown": "图表 8：传媒板块重点公司估值\n\n
EPSP E
股票简称代码股 价2014EPS2015EPS2016EPS2014PE2015PE2016PE
互联网
信息服务人民网603000.SH17.360.600.000.2529068
三六五网300295.SZ33.381.880.660.93185036
财经服务东方财富300059.SZ21.820.140.970.671592233
同花顺300033.SZ76.620.221.142.223486734
大智慧601519.SH9.240.05-0.24-0.1117100
电子商务欧浦钢网002711.SZ26.500.860.490.72315537
快乐购300413.SZ26.790.470.210.2657129102
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中青宝300052.SZ22.00-0.080.000.1600133
顺网科技300113.SZ88.940.540.901.461659961
天神娱乐300114.SZ32.000.450.440.58717255
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网络视频乐视网300104.SZ58.800.440.320.47134186124
移动互联网/SP拓维信息002261.SZ14.040.140.410.261003454
北纬通信002148.SZ18.200.060.020.2130377886
朗玛信息300288.SZ35.390.330.230.34107155104
神州泰岳300002.SZ8.520.490.200.24184336
互联网支撑商二六三002467.SZ13.930.310.120.194511972
网宿科技300017.SZ63.811.541.021.70416237
互联网金融腾邦国际300178.SZ19.550.530.300.42376547
京天利300399.SZ38.990.570.000.006800
传 媒
图书出版中南传媒601098.SH17.440.821.021.17211715
天舟文化300148.SZ18.900.390.390.71484827
皖新传媒601801.SH22.020.760.970.99292322
凤凰传媒601928.SH10.630.470.570.54221920
新华传媒600825.SH8.200.050.000.0016400
青岛碱业600229.SH11.790.190.000.006200
时代出版600551.SH16.990.770.820.86222120
出版传媒601999.SH9.300.140.000.006600
大地传媒000719.SZ14.490.870.000.001700
视觉中国000681.SZ23.870.230.250.381029562
长江传媒600757.SH7.510.170.000.3644021
中文在线300364.SZ93.350.510.440.60183212154
中文传媒600373.SH20.790.680.871.02312420
华闻传媒000793.SZ9.150.530.000.001700
华媒控股000794.SZ0.000.000.000.00000
浙报传媒600633.SH15.580.440.490.54353229
影视动漫华谊兄弟300027.SZ27.580.730.780.88383531
华策影视300133.SZ25.900.620.460.62425642
华录百纳300291.SZ23.120.520.470.60444938
"} +{"pdf_name": "3434792_10.pdf", "language": "en", "markdown": "
中视传媒600088.SH21.510.160.000.0013500
光线传媒300251.SZ25.470.330.310.42778260
万达院线002739.SZ80.301.601.051.61507750
慈文传媒002343.SZ41.560.270.630.991526642
宋城演艺300144.SZ27.300.650.450.66426141
新文化300336.SZ27.800.630.640.72444439
奥飞动漫002292.SZ33.770.680.440.56507760
营销服务蓝色光标300058.SZ10.860.750.170.38146529
省广股份002400.SZ18.270.740.660.76252824
���谊嘉信300071.SZ9.000.200.220.24454238
粤传媒002181.SZ8.680.330.000.002700
思美传媒002712.SZ114.200.841.282.011368957
北巴传媒600386.SH18.720.470.000.5240036
利欧股份002131.SZ19.250.480.310.55406235
明家科技300242.SZ36.300.050.210.6772617155
龙韵股份603729.SH73.811.570.000.004700
腾信股份300392.SZ28.361.720.360.54167852
科达股份600986.SH18.200.160.180.5511410133
有线网络运营商歌华有线600037.SH15.090.540.530.55282827
天威视讯002238.SZ17.410.540.480.60323629
广电网络600831.SH12.600.210.240.29615244
吉视传媒601929.SH4.180.280.000.1415029
电广传媒000917.SZ17.990.230.430.59784131
湖北广电000665.SZ15.400.510.670.75302321
东方明珠600832.SH23.180.370.000.006300
IPTV/互联网电视百视通600637.SH25.650.711.051.16362422
当代东方000673.SZ15.170.000.370.3404145
金亚科技300028.SZ20.000.100.000.0020000
华数传媒000156.SZ19.190.330.000.4458043
体 育中体产业600158.SH18.660.120.120.2015315293
雷曼光电300162.SZ23.840.190.140.21125174114
强生控股600662.SH12.270.180.200.22696055
广弘控股000529.SZ8.920.260.000.003400
国旅联合600358.SH13.50-0.380.040.030350489
鸿博股份002229.SZ27.190.090.040.07293687409
\n\n来源：中泰证券研究所"} +{"pdf_name": "3435455_3.pdf", "language": "en", "markdown": "
“Galaxy International Holdings”China Galaxy International Financial Holdings Company Limited（中國銀河國際金融\n控股有限公司）, owned as to 100% by the Company and a wholly-owned subsidiary\nof the Company
“Galaxy Jinhui”Galaxy Jinhui Securities Assets Management Co., Ltd.（ 銀河金匯證券資產管理有限\n公司）, owned as to 100% by the Company and a wholly-owned subsidiary of the\nCompany
“Group”the Company and its subsidiaries
“H Share(s)”overseas listed foreign shares in the share capital of the Company with a nominal\nvalue of RMB1.00 each, which is (are) listed on the Hong Kong Stock Exchange and\nare subscribed for and traded in HK dollars
“HK$”or“HK dollars”Hong Kong dollars, the lawful currency of Hong Kong
“Hong Kong”the Hong Kong Special Administrative Region of the PRC
“Hong Kong Stock Exchange”The Stock Exchange of Hong Kong Limited
“Huijin”Central Huijin Investment Ltd.（中央滙金投資有限責任公司）, which held an equity\ninterest of 69.07% of Galaxy Financial Holdings
“IPO”Initial Public Offering
“Stock Exchange Listing Rules”the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange (as\namended from time to time)
“margin and securities refinancing”a business in which securities firms can act as intermediaries to borrow funds or\nsecurities from the China Securities Finance Co., Ltd. and lend such funds and\nsecurities to their clients
“Model Code”the Model Code for Securities Transactions by Directors of Listed Companies set out\nin the Appendix 10 to the Stock Exchange Listing Rules
“New OTC Board”National Equities Exchange and Quotations for medium and small-sized enterprises
“PRC”or“China”the People’s Republic of China, and for the purposes of this report, excluding Hong\nKong, Macau Special Administrative Region and Taiwan region
“QDII”Qualified Domestic Institutional Investor
“QFII”Qualified Foreign Institutional Investor
“RMB”or“Renminbi”Renminbi, the lawful currency of the PRC
“Reporting Period”the period from 1 January 2018 to 31 December 2018
“RQFII”Renminbi Qualified Foreign Institutional Investor, a pilot program launched in the PRC\nwhich allows Hong Kong subsidiaries of PRC brokerage companies and fund houses\nto facilitate investments of offshore Renminbi into the PRC capital markets
"} +{"pdf_name": "3435455_4.pdf", "language": "en", "markdown": "
“SASAC”the State-owned Assets Supervision and Administration Committee of the State\nCouncil（ 國務院國有資產監督管理委員會）
“Securities Law”the Securities Law of the People’s Republic of China
“SFC”the Securities and Futures Commission of Hong Kong
“SFO”the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) as\namended, supplemented or otherwise modified from time to time
“Singapore dollars”Singapore dollars, the lawful currency of Singapore
“SHCI”the Shanghai Composite Index
“SSE”the Shanghai Stock Exchange
“SSE Listing Rules”the Rules Governing the Listing of Securities on the Shanghai Stock Exchange (as\namended from time to time)
“Supervisors”supervisors of the Company
“Supervisory Committee”the supervisory committee of the Company
“SZCI”the Shenzhen Component Index
“SZSE”the Shenzhen Stock Exchange
“US$”or“U.S. dollars”or“USD”United States dollars, the lawful currency of the United States
“VaR”value at risk
\n\nNotes:\n\n1. In this report, any discrepancies between totals and sums of amounts listed are due to rounding.\n\n2. This report is prepared in both Chinese and English languages and in the event of any inconsistency, the Chinese version shall prevail."} +{"pdf_name": "20795819_141.pdf", "language": "en", "markdown": "required (other than pursuant to Section 4.06(b)) to be paid as a result of such transaction, and any deduction of appropriate amounts to be provided by the Issuer as a reserve in accordance with GAAP against any liabilities associated with the asset disposed of in such transaction and retained by the Issuer or any of its Restricted Subsidiaries after such sale or other disposition thereof, including, without limitation, pension and other post-employment benefit liabilities and liabilities related to environmental matters or against any indemnification obligations associated with such transaction.\n\n“New York Uniform Commercial Code ” means the Uniform Commercial Code as in effect from time to time in the State of New York.\n\n“Note Guarantee” means a Guarantee of the Notes pursuant to this Indenture.\n\n“Notes” has the meaning assigned to it in the preamble to this Indenture. The Initial Notes and the Additional Notes shall be treated as a single class for all purposes under this Indenture, and unless the context otherwise requires, all references to the Notes shall include the Initial Notes and any Additional Notes.\n\n“Obligations” means any principal, interest, penalties, fees, expenses, indemnifications, reimbursements, damages and other liabilities (including all interest accruing after the commencement of any insolvency or liquidation proceeding, even if such interest is not enforceable, allowable or allowed as a claim in such proceeding) under the documentation governing any Indebtedness.\n\n“Of ering Memorandum” means the final offering memorandum, dated December 8, 2016, relating to the offering of the Notes.\n\n“Of icer” means, with respect to any Person, the Chairman of the Board, the Chief Executive Officer, the President, the Chief Operating Officer, the Chief Financial Officer, the Treasurer, any Assistant Treasurer, the Controller, the Secretary, any Senior Vice President, any Vice President or any Assistant Vice President of such Person.\n\n“Of icer’s Certificate” means a certificate signed on behalf of a Person by an Officer of such Person that meets the requirements of this Indenture.\n\n“Opinion of Counsel” means an opinion from legal counsel (who may be counsel to or an employee of the Issuer), or other counsel who is reasonably acceptable to the Trustee, that meets the requirements of this Indenture.\n\n“Participant” means, with respect to the Depositary, a Person who has an account with the Depositary (and, with respect to DTC, shall include Euroclear and Clearstream).\n\n“Permitted Asset Swap” means any transfer of properties or assets by the Issuer or any of its Restricted Subsidiaries in which the consideration received by the transferor consists primarily of properties or assets to be used in a Similar Business; provided that the fair market value (determined in good faith by the Board of Directors of the Issuer if such amount is reasonably likely to exceed \\$50.0 million) of properties or assets received by the Issuer or any such Restricted"} +{"pdf_name": "20795819_142.pdf", "language": "en", "markdown": "Subsidiary in connection with such Permitted Asset Swap is at least equal to the fair market value (determined in good faith by the Board of Directors of the Issuer if such amount is reasonably likely to exceed \\$50.0 million) of properties or assets transferred by the Issuer or such Restricted Subsidiary in connection with such Permitted Asset Swap.\n\n“Permitted Investments” means:\n\n(1) any Investment in the Issuer or in a Restricted Subsidiary of the Issuer;\n\n(2) any Investment in cash, Cash Equivalents or Investment Grade Securities;\n\n(3) any Investment by the Issuer or any Restricted Subsidiary of the Issuer in a Person, if as a result of such Investment:\n\n(a)such Person becomes a Restricted Subsidiary of the Issuer; or\n\n(b)such Person, in one transaction or a series of related transactions, is merged, consolidated or amalgamated with or into, or transfers or conveys all or substantially all of its assets to, or is liquidated into, the Issuer or a Restricted Subsidiary of the Issuer;\n\n(4) any Investment in securities or other assets not constituting cash, Cash Equivalents or Investment Grade Securities and received in connection with an Asset Sale made pursuant to the provisions of Section 4.06 or any other disposition of assets not constituting an Asset Sale;\n\n(5) any Investment existing on the Issue Date and any amendment, modification, restatement, supplement, extension, renewal, refunding, replacement or refinancing, in whole or in part thereof; provided, that such amendment, modification, restatement, supplement, extension, renewal, refunding, replacement or refinancing does not increase the aggregate principal amount thereof;\n\n(6) advances to, or guarantees of Indebtedness of, employees not in excess of \\$10.0 million outstanding at any one time in the aggregate;\n\n(7) any Investment acquired by the Issuer or any of its Restricted Subsidiaries in satisfaction of judgments, settlements of debt or compromises of obligations incurred in the ordinary course of business;\n\n(8) any Investment acquired by the Issuer or any of its Restricted Subsidiaries (a) in exchange for any other Investment or accounts receivable held by the Issuer or any such Restricted Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the Issuer of such other Investment or accounts receivable, or (b) as a result of a foreclosure by the Issuer or any of its Restricted Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default;"} +{"pdf_name": "2589034_70.pdf", "language": "en", "markdown": "# Performance Share Unit Awards\n\nOn February 8, 2017, February 16, 2016 and February 17, 2015, the Company awarded its executive officers (in the aggregate) a target number of performance share units (“PSU’s”) equal to 57,110, 79,108 and 56,389 PSU’s, respectively. Each PSU represents a contingent right to receive one common share of the Company if vesting is satisfied at the end of a three­year performance period (the “Performance Period”). The ultimate number of PSU’s that will vest and be earned, if any, after the completion of the Performance Period, is based on (1) (a) the Company’s cumulative pre­tax income from operations, excluding extraordinary items as defined in the underlying award agreements with the executive officers, over the Performance Period (weighted 80%) (the “Performance Condition”), and (b) the Company’s relative total shareholder return over the Performance Period compared to the total shareholder return of a peer group of other publicly­traded homebuilders (weighted 20%) (the “Market Condition”) and (2) the participant’s continued employment through the end of the Performance Period, except in the case of termination due to death, disability or retirement or involuntary termination without cause by the Company. The number of PSU’s that vest may increase by up to 50% from the target number based on levels of achievement of the above criteria as set forth in the applicable award agreements and decrease to zero if the Company fails to meet the minimum performance levels for both of the above criteria. If the Company achieves the minimum performance levels for both of the above criteria, 50% of the target number of PSU’s will vest and be earned. Any portion of PSU’s that does not vest at the end of the Performance Period will be forfeited. Additionally, the PSU’s have no dividend or voting rights during the Performance Period.\n\nThe grant date fair value of the portion of the PSU’s subject to the Performance Condition and the Market Condition component was\\$23.34 and \\$19.69, respectively, for the 2017 PSU’s \\$16.85 and \\$15.75, respectively, for the 2016 PSU’s and \\$21.28 and \\$18.92, respectively, for the 2015 PSU’s. In accordance with ASC 718, for the portion of the PSU’s subject to a Market Condition, stock­based compensation expense is derived using the Monte Carlo simulation methodology and is recognized ratably over the service period regardless of whether or not the attainment of the Market Condition is probable. Therefore, the Company recognized \\$0.3 million in stock­based compensation expense during 2017 related to the Market Condition portion of the 2017, 2016 and 2015 PSU awards. There was a total of \\$0.2 million of unrecognized stock­based compensation expense related to the Market Condition portion of the 2017 and 2016 PSU awards as of December 31, 2017. At December 31, 2017, the Market Condition for the 2015 PSU awards was met, and the company recorded \\$0.2 million of stock­based compensation expense. Based on these results and board approval, 11,503 PSU’s vested during the first quarter of 2018 with respect to the portion of the 2015 PSU’s subject to the Market Condition.\n\nFor the portion of the PSU’s subject to a Performance Condition, we recognize stock­based compensation expense on a straight­line basis over the Performance Period based on the probable outcome of the related Performance Condition. Otherwise, stock­based compensation expense recognition is deferred until probability is attained and a cumulative stock­based compensation expense adjustment is recorded and recognized ratably over the remaining service period. The Company reassesses the probability of the satisfaction of the Performance Condition on a quarterly basis, and stock­based compensation expense is adjusted based on the portion of the requisite service period that has passed. As of December 31, 2017, the Company had not recognized any stock­based compensation expense related to the Performance Condition portion of the 2017 PSU awards. If the Company achieves the minimum performance levels for the Performance Condition to be met for the 2017 awards, the Company would record unrecognized stock­based compensation expense of \\$0.5 million as of December 31, 2017, for which \\$0.2 million would be immediately recognized had attainment been probable at December 31, 2017. The Company recognized \\$0.4 million of stock­based compensation expense related to the Performance Condition portion of the 2016 PSU awards during 2017 based on the probability of attaining the performance condition. The Company has \\$0.2 million of unrecognized stock­based compensation expense for the 2016 PSU awards at December 31, 2017. The Company recognized \\$1.1 million of stock-based compensation expense for the 2015 PSU awards as of December 31, 2017 which met the maximum performance level at December 31, 2017. Based on these results and board approval, 67,668 PSU’s vested during the first quarter of 2018 with respect to the portion of the 2015 PSU’s subject to the Performance Condition.\n\n# Deferred Compensation Plans\n\nThe purpose of the Company’s Amended and Restated Executives’ Deferred Compensation Plan (the “Executive Plan”), a non­qualified deferred compensation plan, is to provide an opportunity for certain eligible employees of the Company to defer a portion of their compensation and to invest in the Company’s common shares. The purpose of the Company’s Amended and Restated Director Deferred Compensation Plan (the “Director Plan”) is to provide its directors with an opportunity to defer their director compensation and to invest in the Company’s common shares.\n\nCompensation expense deferred into the Executive Plan and the Director Plan (together the “Plans”) totaled \\$0.4 million, \\$0.1 million and \\$0.3 million for the years ended December 31, 2017, 2016 and 2015. The portion of cash compensation deferred by employees and directors under the Plans is invested in fully­vested equity units in the Plans. One equity unit is the equivalent of one common share. Equity units and the related dividends will be converted and distributed to the employee or director in the"} +{"pdf_name": "2589034_71.pdf", "language": "en", "markdown": "form of common shares at the earlier of his or her elected distribution date or termination of service as an employee or director of the Company. Distributions from the Plans totaled \\$0.2 million during the years ended December 31, 2017 and 2016, and less than \\$0.1 million during the year ended December 31, 2015. As of December 31, 2017, there were a total of 51,787 equity units with a value of\\$1.2 million outstanding under the Plans. The aggregate fair market value of these units at December 31, 2017, based on the closing price of the underlying common shares, was approximately \\$2.4 million, and the associated deferred tax benefit the Company would recognize if the outstanding units were distributed was \\$1.3 million as of December 31, 2017. Common shares are issued from treasury shares upon distribution of equity units from the Plans.\n\n# Profit Sharing and Retirement Plan\n\nThe Company has a profit­sharing and retirement plan that covers substantially all Company employees and permits participants to make contributions to the plan on a pre­tax basis in accordance with the provisions of Section 401(k) of the Internal Revenue Code of 1986, as amended. Company contributions to the plan are also made at the discretion of the Company’s board of directors based on the Company’s profitability and resulted in a \\$1.8 million, \\$1.4 million and \\$1.2 million expense for the years ended December 31, 2017, 2016 and 2015, respectively.\n\n# NOTE 3. Fair Value Measurements\n\nThere are three measurement input levels for determining fair value: Level 1, Level 2, and Level 3. Fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Fair values determined by Level 2 inputs utilize inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.\n\n# Assets Measured on a Recurring Basis\n\nTo meet financing needs of our home­buying customers, M/I Financial is party to interest rate lock commitments (“IRLCs”), which are extended to customers who have applied for a mortgage loan and meet certain defined credit and underwriting criteria. These IRLCs are considered derivative financial instruments. M/I Financial manages interest rate risk related to its IRLCs and mortgage loans held for sale through the use of forward sales of mortgage­backed securities (“FMBSs”), the use of best­efforts whole loan delivery commitments, and the occasional purchase of options on FMBSs in accordance with Company policy. These FMBSs, options on FMBSs, and IRLCs covered by FMBSs are considered non­designated derivatives. These amounts are either recorded in Other Assets or Other Liabilities on the Consolidated Balance Sheets (depending on the respective balance for that year ended December 31).\n\nThe Company measures both mortgage loans held for sale and IRLCs at fair value. Fair value measurement results in a better presentation of the changes in fair values of the loans and the derivative instruments used to economically hedge them.\n\nIn the normal course of business, our financial services segment enters into contractual commitments to extend credit to buyers of single-family homes with fixed expiration dates. The commitments become effective when the borrowers “lock­in” a specified interest rate within established time frames. Market risk arises if interest rates move adversely between the time of the “lock­in” of rates by the borrower and the sale date of the loan to an investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, the Company enters into optional or mandatory delivery forward sale contracts to sell whole loans and mortgage­backed securities to broker/dealers. The forward sale contracts lock in an interest rate and price for the sale of loans similar to the specific rate lock commitments. The Company does not engage in speculative or trading derivative activities. Both the rate lock commitments to borrowers and the forward sale contracts to broker/dealers or investors are undesignated derivatives, and accordingly, are marked to fair value through earnings. Changes in fair value measurements are included in earnings in the accompanying Consolidated Statements of Income.\n\nThe fair value of mortgage loans held for sale is estimated based primarily on published prices for mortgage­backed securities with similar characteristics. To calculate the effects of interest rate movements, the Company utilizes applicable published mortgage­backed security prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount. The Company sells loans on a servicing released or servicing retained basis, and receives servicing compensation. Thus, the value of the servicing rights included in the fair value measurement is based upon contractual terms with investors and depends on the loan type. The Company applies a fallout rate to IRLCs when measuring the fair value of rate lock commitments. Fallout is defined as locked loan commitments for which the Company does not close a mortgage loan and is based on management’s judgment and company experience."} +{"pdf_name": "8352502_230.pdf", "language": "en", "markdown": "FINANCIAL INFORMATION\n\nThe following table sets out the details of our current assets and liabilities as at the end of the financial years indicated.\n\n
At 31 December At 31 MayAt\n30 September
20082009201020112011
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
(audited) (audited) (audited) (audited) (unaudited)
Current assets
Loan receivables156,381118,795123,074130,194138,137
Prepayments, deposits and other\nreceivables3948514,1974,2964,664
Due from a related company226— \n— \n— \n— \n
Cash and cash equivalents6,7728,3881,8485,3626,170
Tax receivable— \n— \n9321,316293
Total current assets163,773128,034130,051141,168149,264
Current liabilities
Account payables7656— \n— \n— \n
Accruals and other payables2,7272,3805,9656,8685,332
Interest-bearing loans30,50015,60635,68645,26036,920
Tax payable5,8402,185— \n— \n— \n
Total current liabilities39,14320,22741,65152,12842,252
Net current assets124,630107,80788,40089,040107,012
\n\nNet current assets remained stable as at 31 December 2009 at HK\\$107.8 million compared with as at 31 December 2008. The amount of loan receivables had reduced by about 24% from HK\\$156.4 million to HK\\$118.8 million mainly due to the repayment of loans of an aggregate of HK\\$22.8 million by a customer in September and November 2009 respectively and repayment of several fixed loans and mortgage loans during the year. As we had financed the loan to the aforesaid customer partly with short term borrowings, our Group had substantially repaid such short term borrowings after the customer’s repayment. As our equity capital increased with our profitability, we had progressively reduced our reliance on borrowings to fund our operations. Consequently, short term loans borrowed from Independent Third Party Lenders and Shareholders reduced substantially from HK\\$30.5 million as at 31 December 2008 to nil as at 31 December 2009. Meanwhile, our Group obtained a mortgage loan in 2009 which amounted to approximately HK\\$15.6 million as at 31 December 2009 in relation to the acquisition of office premises for own use and as investment properties.\n\nNet current assets decreased by approximately 18.0% from HK\\$107.8 million as at 31 December 2009 to HK\\$88.4 million as at 31 December 2010 as we had drawn down two loans from Independent Third Party lenders which in aggregate amounted to HK\\$20.0 million. Prepayments, deposits and other receivables increased from HK\\$0.9 million as at 31 December 2009 to HK\\$4.2 million as at 31 December 2010 mainly due to the prepayment"} +{"pdf_name": "8352502_231.pdf", "language": "en", "markdown": "FINANCIAL INFORMATION\n\nof listing expenses during the year. Accruals and other payables increased from HK\\$2.4 million as at 31 December 2009 to HK\\$6.0 million as at 31 December 2010 due mainly to accruals for expenses relating to the Listing. There was tax receivable amounting to about HK\\$0.9 million due to refund of provisional tax previously paid which was higher than actual tax payable for the year ended 31 December 2010.\n\nAs a result of (i) our expansion of loan portfolio during the second half of 2010 where loan receivables increased from HK\\$118.8 million as at 31 December 2009 to HK\\$123.1 million as at 31 December 2010; and (ii) payment of the Pre-IPO Dividend in October 2010, our cash balance as at year-end decreased from approximately HK\\$8.4 million as at 31 December 2009 to HK\\$1.8 million as at 31 December 2010. To finance our loan portfolio expansion, we had also incurred the aforesaid HK\\$20 million in additional borrowings.\n\nNet current assets remained relatively stable at approximately HK\\$89.0 million as at 31 May 2011. Our loan receivable balances increased from HK\\$123.1 million as at 31 December 2010 to HK\\$130.2 million as at 31 May 2011. Meanwhile, the interest-bearing loans balance increased from HK\\$35.7 million as at 31 December 2010 to HK\\$45.3 million as at 31 May 2011 as we obtained additional borrowings from Independent Third Party lenders during the period to finance our loan portfolio expansion. Our accruals and other payables increased from HK\\$6.0 million to HK\\$6.9 million due mainly to increased accruals for operating expenses. Our cash and cash equivalent balance increased to HK\\$5.4 million as at 31 May 2011.\n\n# Cash Flow\n\nThe following table sets out a summary of net cash flow for the financial years indicated.\n\n
Year ended 31 DecemberFive months\nended 31 May
20082009201020102011
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
Net cash (used in)/from operating activities(61,401)69,321(15,100)14,536(5,453)
Net cash used in investing activities(768)(48,200)(5,408)(10,763)166
Net cash from/(used in) financing activities64,885(19,505)13,9682258,801
Net increase/(decrease) in cash and cash\nequivalents2,7161,616(6,540)3,9983,514
Cash and cash equivalents at beignning of\nyear/iperod4,0566,7728,3888,3881,848
Cash and cash equivalents at end of\nyear/period6,7728,3881,84812,3865,362
"} +{"pdf_name": "9256366_84.pdf", "language": "en", "markdown": "
2．对所\n有者\n（或股\n东）的\n分配-6,296,285.56-6,296,285.56
3．其他
（四）\n所有者\n权益内\n部结转
1．资本\n公积转\n增资本\n（或股\n本）
2．盈余\n公积转\n增资本\n（或股\n本）
3．盈余\n公积弥\n补亏损
4．设定\n受益计\n划变动\n额结转\n留存收\n益
5．其他\n综合收\n益结转\n留存收\n益
6．其他
（五）\n专项储\n备
1．本期\n提取
"} +{"pdf_name": "9256366_85.pdf", "language": "en", "markdown": "
2．本期\n使用
（六）\n其他1,265,244.31-1,265,244.31
四、本\n期期末\n余额180,000,000.0\n0240,565,187.1\n01,265,244.31-830,917.3444,144,527.22346,310,796.36808,924,349.0\n3
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
股本其他权益\n工具资本公积减：库存股其他综合收\n益专\n项\n储\n备盈余公积未分配利润其\n他所有者权益合\n计
优\n先\n股永\n续\n债其\n他
一、上\n年期\n末余\n额180,000,000.00240,565,1\n87.101,056,133.1\n333,048,564.75261,743,419.67716,413,304.65
加：会\n计政\n策变\n更6,355.7057,201.3263,557.02
前期\n差错\n更正
其他
二、本\n年期\n初余\n额180,000,000.00240,565,1\n87.101,056,133.1\n333,054,920.45261,800,620.99716,476,861.67
三、本\n期增\n减变\n动金\n额（减\n少以-301,637.643,178,245.6119,604,210.4422,480,818.41
"} +{"pdf_name": "20744441_7.pdf", "language": "en", "markdown": "Figure 3. (Top) Evolution of the gravitational potential \\( \\Psi \\) normalized by its initial value \\( \\Psi ^ { ( s ) } \\) for the wavenumber \\( k \\) =0.01 \\( \\mathrm { M p c } ^ { - 1 } \\). We show the evolution of \\( \\Psi / \\Psi ^ { ( s ) } \\) for four models listed in Table I and also for \\( \\Lambda ^ { \\prime } \\) CDM (black line). (Bottom) Percentage relative difference of \\( \\Psi \\) relative to that in \\( \\Lambda ^ { \\prime } \\) CDM. The cosmological parameters used for this plot are the Planck 2015 best-fit values for \\( \\Lambda \\) CDM [105] (which is also the case for plots in Figs. 5 and 6). The physical interpretation of this figure is discussed in Sec. IV.\n\n\\( \\Lambda \\) CDM at high redshifts (\\( a \\lesssim 1 0 ^ { - 2 } \\)). This property arises from the dominance of \\( x _ { 4 } \\) over \\( x _ { 1 , 2 , 3 } \\) at early times, in which case the relative density abundances between dark energy and matter fluids are modified. Besides this effect, the non-negligible early-time contribution of \\( x _ { 4 } \\) to scalar perturbations gives rise to a scale-dependent evolution of gravitational potentials, which manifests itself in the k-dependent variation of \\( \\mu ( a , k ) \\) and \\( \\Sigma ( a , k ) \\). In Fig. 4, we plot the evolution of \\( \\Psi \\) in BH1 for three different values of k. For perturbations on smaller scales, the deviation from \\( \\Lambda \\) CDM tends to be more significant. In models BH2, BH3, and GGC, the early-time evolution of \\( \\Psi \\) is similar to that in \\( \\Lambda ^ { \\prime } \\) CDM, but they exhibit large deviations from \\( \\Lambda \\) CDM at late times.\n\nAt low redshifts, the lensing gravitational potential \\( \\phi _ { \\mathrm { l e n } } = ( \\Psi + \\Phi ) / 2 \\) evolves in a similar way to \\( \\Psi \\), by re-flecting the property \\( \\mu \\simeq \\Sigma \\) for \\( x _ { A } ^ { ( 0 ) } \\ll 1 \\). The lensing angular power spectrum can be computed by using the line of sight integration method, with the convention [99]\n\n\\[ C _ { \\ell } ^ { \\phi \\phi } = 4 \\pi \\int \\frac { \\mathrm { d } k } { k } \\mathcal { P } ( k ) \\left[ \\int _ { 0 } ^ { \\chi _ { * } } \\mathrm { d } \\chi \\, S _ { \\phi } ( k ; \\tau _ { 0 } - \\chi ) j _ { \\ell } ( k \\chi ) \\right] _ { ( 4 . 7 ) } ^ { 2 } \\, , \\]\n\nwhere \\( \\mathcal { P } ( k ) = \\Delta _ { \\mathcal { R } } ^ { 2 } ( k ) \\) is the primordial power spectrum of curvature perturbations, and \\( j _ { \\ell } \\) is the spherical Bessel function. The source \\( S _ { \\phi } \\) is expressed in terms of the transfer function\n\n\\[ S _ { \\phi } ( k ; \\tau _ { 0 } - \\chi ) = 2 T _ { \\phi } ( k ; \\tau _ { 0 } - \\chi ) \\left( \\frac { \\chi _ { * } - \\chi } { \\chi _ { * } \\chi } \\right) \\, , \\qquad ( 4 . 8 ) \\]\n\nwith \\( T _ { \\phi } ( k , \\tau ) \\, = \\, k \\phi _ { \\mathrm { l e n } } \\), \\( \\chi \\) is the comoving distance with \\( \\chi _ { * } \\) corresponding to that to the last scattering surface, \\( \\tau _ { 0 } \\) is today’s conformal time \\( \\textstyle \\tau = \\int a ^ { - 1 } \\mathrm { d } t \\) satisfying the relation \\( \\chi = \\tau _ { 0 } - \\tau \\) . In Fig. 5, we show the lensing power spectra \\( \\bar { D } _ { \\ell } ^ { \\phi \\phi } = \\ell ( \\ell + 1 ) C _ { \\ell } ^ { \\bar { \\phi } \\phi } / ( 2 \\pi ) \\) and relative differences in units of the cosmic variance for four models listed in Table I. Since \\( \\Sigma _ { i } > \\) 1 at low redshifts in BH and GGC models, this works to enhance \\( D _ { \\ell } ^ { \\phi \\phi } \\) compared to \\( \\Lambda \\) CDM. We note that the amplitude of matter density contrast \\( \\delta _ { m } \\) in these models also gets larger than that in \\( \\Lambda \\) CDM by reflecting the fact that \\( \\mu > \\) 1. In Fig. 5, we observe\n\nFigure 4. (Top) Evolution of the gravitational potential \\( \\Psi \\) normalized by its initial value \\( \\Psi ^ { ( s ) } \\) for BH1 and \\( \\Lambda ^ { \\prime } \\) CDM with three different wavenumbers: \\( k \\, = \\, 0 . 0 1 , 0 . 1 , 0 . 5 \\, \\, \\, \\mathrm { M p c } ^ { - 1 } \\). In Table I, we list the starting values of parameters \\( x _ { i } \\) at the initial redshift \\( z _ { s } = 1 . 5 \\times 1 0 ^ { 5 } \\) for the BH1 model. (Bottom) Percentage relative difference of \\( \\Psi \\) relative to that in \\( \\Lambda ^ { \\prime } \\) CDM for the same values of k in the top panel.\n\nFigure 5. (Top) Lensing angular power spectra \\( D _ { \\ell } ^ { \\phi \\phi } ~ = ~ \\)\\( \\ell ( \\ell + 1 ) C _ { \\ell } ^ { \\phi \\phi } / ( 2 \\pi ) \\) for \\( \\Lambda \\) CDM and the models listed in Ta-ble I, where \\( C _ { \\ell } \\) is defined by Eq. (4.7). (Bottom) Rela-tive difference of the lensing angular power spectra, com-puted with respect to \\( \\Lambda \\) CDM, in units of the cosmic variance \\( \\bar { \\sigma } _ { \\ell } = \\sqrt { 2 / ( 2 \\ell + 1 ) } C _ { \\ell } ^ { \\Lambda \\mathrm { C D M } } \\)."} +{"pdf_name": "20744441_8.pdf", "language": "en", "markdown": "Figure 6. (Top) Evolution of the time derivative \\( \\dot { \\Psi } + \\dot { \\Phi } \\) for \\( \\Lambda ^ { \\prime } \\) CDM and the models listed in Table I, computed at \\( k \\)=0.01 \\( \\mathrm { M p c } ^ { - 1 } \\). (Bottom) Relative difference of \\( \\dot { \\Psi } \\! + \\! \\dot { \\Phi } \\), computed with respect to \\( \\Lambda ^ { \\prime } \\) CDM. See the discussion after Eq. (4.11) for the physical interpretation of this figure.\n\nthat, apart from BH1 in which \\( \\Sigma \\) is close to 1, the lensing power spectra in other three cases are subject to the en-hancement with respect to \\( \\Lambda ^ { \\prime } \\) CDM. Since today’s values of \\( \\mu \\) and \\( \\Sigma \\) increase for larger \\( x _ { 3 } ^ { ( 0 ) } \\), the deviation from \\( \\Lambda \\) CDM tends to be more significant with the order of GGC, BH2, and BH3.\n\nLet us proceed to the discussion of the impact of BH and GGC models on the CMB temperature anisotropies. The CMB temperature-temperature (TT) angular spec-trum can be expressed as [100]\n\n\\[ C _ { \\ell } ^ { \\mathrm { T T } } = ( 4 \\pi ) ^ { 2 } \\int \\frac { \\mathrm { d } k } { k } \\; \\mathcal { P } ( k ) \\Big | \\Delta _ { \\ell } ^ { \\mathrm { T } } ( k ) \\Big | ^ { 2 } \\, , \\qquad \\mathrm { ( 4 . 9 ) } \\]\n\nwhere\n\n\\[ \\Delta _ { \\ell } ^ { \\mathrm { T } } ( k ) = \\int _ { 0 } ^ { \\tau _ { 0 } } \\mathrm { d } \\tau \\, e ^ { i k \\tilde { \\mu } ( \\tau - \\tau _ { 0 } ) } S _ { \\mathrm { T } } ( k , \\tau ) j _ { \\ell } [ k ( \\tau _ { 0 } - \\tau ) ] \\, , \\, \\, ( 4 . 1 0 ) \\]\n\nwith \\( \\tilde { \\mu } \\) being the angular separation, and \\( S _ { \\mathrm { T } } ( k , \\tau ) \\) is the radiation transfer function. The contribution to \\( S _ { \\mathrm { T } } ( k , \\tau ) \\) arising from the integrated-Sachs-Wolfe (ISW) effect is of the form\n\n\\[ S _ { \\mathrm { T } } ( k , \\tau ) \\sim \\left( \\frac { \\mathrm { d } \\Psi } { \\mathrm { d } \\tau } + \\frac { \\mathrm { d } \\Phi } { \\mathrm { d } \\tau } \\right) e ^ { - \\kappa } \\, , \\qquad \\qquad ( 4 . 1 1 ) \\]\n\nwhere \\( \\kappa \\) is the optical depth. Besides the early ISW effect which occurs during the transition from the radiation to matter eras by the time variation of \\( \\Psi + \\Phi \\), the pres-ence of dark energy induces the late-time ISW effect. In the \\( \\Lambda \\) CDM model, the gravitational potential −(Ψ + Φ),which is positive, decreases by today with at least more than 30 % relative to its initial value (see Fig. 3). As we observe in Fig. 6 we have \\( \\dot { \\Psi } + \\dot { \\Phi } > \\) 0 in this case, so the ISW effect gives rise to the positive contribution to Eq. (4.9). In Fig. 7, we plot the CMB TT power spectra \\( D _ { \\rho } ^ { \\mathrm { T T } } = \\ell ( \\ell + 1 ) C _ { \\rho } ^ { \\mathrm { T T } } / ( 2 \\pi ) \\) for the models listed in Table I and \\( \\Lambda \\) CDM. In BH1 the parameter \\( \\Sigma \\) is close to 1 at low redshifts due to the smallness of \\( x _ { 3 } ^ { ( 0 ) } \\), so the late-time ISW effect works in the similar way to the GR case. Hence the TT power spectrum in BH1 for the multipoles \\( \\ell \\lesssim \\) 30 is similar to that in \\( \\Lambda \\) CDM.\n\nIn the GGC model of Fig. 7, we observe that the large-scale ISW tail is suppressed relative to that in \\( \\Lambda ^ { \\prime } \\) CDM. This reflects the fact that the larger deviation of \\( \\Sigma \\) from 1 leads to the time derivative \\( \\dot { \\Psi } + \\dot { \\Phi } \\) closer to 0, see Fig. 6. Hence the late-time ISW effect is not significant, which results in the suppression of \\( D _ { \\ell } ^ { \\mathrm { T T } } \\) with respect to \\( \\Lambda \\) CDM. In Ref. [72] this fact was first recognized in the GGC model, which exhibits a better fit to the Planck CMB data. As the deviation of \\( \\Sigma \\) from 1 increases further, the sign of \\( \\dot { \\Psi } + \\dot { \\Phi } \\) changes to be negative (see Fig. 6). The BH2 model can be regarded as such a marginal case in which the large-scale ISW tail is nearly flat. In BH3, the increase of \\( \\Sigma \\) at low redshifts is so significant that the largely negative ISW contribution to Eq. (4.9) leads to the enhanced low-\\( \\ell \\) TT power spectrum relative to \\( \\Lambda \\) CDM.\n\nThe modified evolution of the Hubble expansion rate from \\( \\Lambda \\) CDM generally leads to the shift of CMB acoustic peaks at high-\\( \\ell \\). In Fig. 8, we observe that the largest deviation of H(a) at high redshifts occurs for BH1 by the dominance of \\( x _ { 4 } \\) over \\( _ { x _ { 1 , 2 , 3 } } \\). This leads to the shift of acoustic peaks toward lower multipoles (see Fig. 7). We also find that BH3 is subject to non-negligible shifts of high-\\( \\ell \\) peaks due to the large modification of H(a) at low redshifts, in which case the peaks shift toward higher multipoles. Moreover, there is the large enhancement of ISW tails for BH3, so it should be tightly constrained from the CMB data. We note that the shift of CMB acoustic peaks is further constrained by the datasets of BAO and SN Ia. For BH2 and GGC the changes of peak positions are small in comparion to BH1 and BH3, but still they are in the range testable by the CMB data. Moreover, the large-scale ISW tail is subject to the sup-pression relative to \\( \\Lambda \\) CDM in BH2 and GGC.\n\nIn BH1, we also notice a change in the amplitude of acoustic peaks occurring dominantly at high \\( \\ell \\). This is known to be present in models with early-time modifi-cations of gravity [101, 102]. The modification of gravi-tational potentials affects the evolution of radiation per-turbations (monopole and dipole) through the radiation driving effect [101, 103], thus resulting in the changes in amplitude and phase of acoustic peaks at high \\( \\ell \\).\n\nThe modified time variations of \\( \\Psi \\) and \\( \\Phi \\) around the recombination epoch also give a contribution to the early ISW effect. This is important on scales around the first acoustic peak, corresponding to the wavenumber \\( k \\simeq \\) 0.016 \\( \\mathrm { M p c ^ { - 1 } } \\) for our choice of model parameters. To have a more qualitative feeling of this contribution, we have estimated the impact of the early ISW effect on \\( D _ { \\ell } ^ { \\mathrm { T T } } \\) by using the approximate ISW integral presented"} +{"pdf_name": "9313970_36.pdf", "language": "en", "markdown": "In this prospectus, unless the context otherwise requires, the following expressions shall have the following meanings.\n\n
‘‘2016 Pre-IPO\nInvestment’’the pre-IPO investment in Clarity Medical by Clear Lead comlpeted on\n15 August 2016 as set out in the section headed ‘‘History,\nReorganisation and Corporate Structure— Pre-IPO Investments’’ of\nthis prospectus
‘‘2018 Pre-IPO\nInvestment’’the pre-IPO investment in Clarity Medical by WuXi ATppec comlpeted\non 8 Februar 2018y as set out in the section headed ‘‘History,\nReorganisation and Corporate Structure— Pre-IPO Investments’’ of\nthis prospectus
‘‘2019 Pre-IPO\nInvestment’’the pre-IPO investment in Clarity Medical by Mr. Wu comleted on 6\npMarch 2019 as set out in the section headed ‘‘History, Reorganisation\nand Corporate Structure— Pre-IPO Investments’’ of this prospectus
‘‘3W Partners’’ 3W Partners Fund I L.P., a Cayman Islands exempted limited\npartnership established in January 2014 and managed by 3W Partners\nGP Limited as its general partner
‘‘Accountant’s Report’’ the accountant’s report set out in Appendix I to this prospectus
‘‘Articles of Association’’\nor ‘‘Articles’’the articles of association of our Company, adopted on 26 January\n2022, which will become effective upon the Listing Date, and as\namended, sulppemented or otherwise modified from time to time
‘‘associate(s)’’ has the meaning ascribed to it under the Listing Rules
‘‘Audit Committee’’ the audit committee of the Board
‘‘Awareness Trust’’ a discretionary trust established by Dr. Tse (as the settlor and the\nprotector), the discretionary beneficiaries of which include Dr. Tse and\nhis family members
‘‘Board’’ or ‘‘Board of\nDirectors’’our board of Directors
‘‘Business Da’’y or\n‘‘business da’’ya day (other than a Saturday or a Sunday or a public holiday in Hong\nKong) on which banks in Hong Kong are open for normal banking\nbusiness
‘‘BVI’’ British Virign Islands
‘‘CAGR’’ compound annual growth rate, a measurement to assess the growth rate\nof value over time
"} +{"pdf_name": "9313970_37.pdf", "language": "en", "markdown": "
‘‘Caiptalisation Issue’’ the issuance of new Shares to be made upon the caitalipsation of certain\nsums standing to the credit of the share premium account of our\nCompany, as further described in the section headed ‘‘Statutory and\nGeneral Information— A. Further Information about our Group— 4.\nResolutions passed by our Shareholders’’ in Appendix IV to this\nprospectus
‘‘Cataract Surgeries\nProgramme’’the programme funded by the Government to increase the cataract\nsurgeries throuhgput via a public-private partnership delivery model.\nUnder this programme, invited patients have the choice to receive\ncataract surgery from private ohthalmoloigsts, with the help of a fixed\npsubsidy
‘‘Cayman Islands\nCompanies Act’’,\n‘‘Cayman Companies\nAct’’ or ‘‘Companies\nAct’’the Companies Act Cap. 22 (Act 3 of 1961, as consolidated and revised)\nof the Cayman Islands
‘‘CCASS’’ the Central Clearing and Settlement System established and operated\nby HKSCC
‘‘CCASS Clearing\nParticipant’’a person admitted to participate in CCASS as a direct clearing\nparticipant or a general clearing participant
‘‘CCASS Custodian\nParticipant’’a person admitted to participate in CCASS as a custodian participant
‘‘CCASS EIPO’’ the alifppcation or the Honfg Kong Ofer Shares to be issued in the\nname of HKSCC Nominees and deposited directly into CCASS to be\ncredited to your or a designated CCASS Participant’s stock account\nthrouh causing HKSCC Nominees to albhppy on your ealf, inclguding\nby (i) instructing your broker or custodian who is a CCASS Clearing\nParticipant or a CCASS Custodian Participant to igve electronic\nalippcation instructions via CCASS terminals to alfhHppy or te ong\nKonfffg Oer Shares on your behal, or (ii) if you are an existing CCASS\nInvestor Participant, igving electronic aliiippcaton instructons throuh\ngthe CCASS Internet System (htt.ps://i.hhpccasscom) or throug te\nCCASS Phone System (usi ng the procedures in HKSCC’s‘‘An\nOperating Guide for Investor Participants’’ in effect from time to\ntime). HKSCC can also input electronic alippcation instructions for\nCCASS Investor Participants throuh HKgSCC’s Customer Service\nCentre by comlpeting an input request
‘‘CCASS Investor\nParticipant’’a person admitted to participate in CCASS as an investor participant\nwho may be an individual, joint individuals or a corporation
"} +{"pdf_name": "20737519_8.pdf", "language": "en", "markdown": "Continuation of Table 3\n\n
Which KOIs? RatingCleanliness SinePoly Fit Periodogram Peak SinePoly Fit Peak Overall
All01118998107923
All1282113
All26174428
All346439463
All4405253168281
All5297219177839561654
All612982411258522342419
All7953837109512531011
All8196290263248300
All942136175143138
\n\nNote—The distribution of our five visual ratings for the 3786 planets or planet candidates (based on the disposition in the NASA Exoplanet Cumulative Table on June 6, 2016) and all 5930 KOIs.\n\nTable 3 shows that most ratings have a similar distribution, with 2-3% having a score of \"9\" (exceptional), 5% a score of \"8\" (strong), 15% a score of \"7\" (weak/possible), and the remaining ∼75% indicating very weak or indiscernible signals. Similar distributions are expected since each rating correlates strongly with the SNR of a TTV signal. The Periodicity ratings both show ∼1000 KOIs with a rating of \"0\" which resulted from long-period planets (or aliases) without enough TTVs to ascertain periodicity (too few “median squares”).\n\nThe Overall rating was the most important category, and will be considered in most detail below. A post facto assessment of the Overall ratings suggests that \"9\" corresponds to the Strongest TTV signals; an \"8\" corresponds to a Strong signal; a \"7\" corresponds to a weak, minimal, and/or noisy signal; and \"6\" or below indicate no TTV signal of interest. For example, the H+16 list of interesting signals contained practically all \"9\"s and most \"8\"s. Many of the planets with an Overall rating of 9 have been analyzed directly in various TTV studies.\n\nOf particular interest is the 657 planets with an Overall rating of \"7\". More detailed and careful analyses of these systems should reveal large numbers of weak constraints on masses, densities, and/or the presence of non-transiting planets. Analyzing these as an ensemble could provide significant scientific insights, even though each individual measurement is weak.\n\n# 3.2. Eclipsing Binaries\n\nThough EBs received the same treatment as the rest of the KOIs, they are not the focus of our study. We therefore removed these from Table 2 and discuss them here. Only known EBs are removed; it is likely that many additional unknown EBs remain and, indeed, our TTV plots can sometimes be used to help identify such false positives.\n\nWe gather some of the properties of these EBs from Villanova’s Kepler Eclipsing Binary Catalog7 on June 6, 2016. These are combined with our ratings in Table 4. These are provided as a basic reference; there are many other sources for determining EBs with interesting timing variations (e.g., Kirk et al. 2016).\n\nTable 4. Analyzed Eclipsing Binaries\n\n
KOI Number KIC Period (d) K Mag\\( T _ { e f f } \\) (K) Cleanliness SinePoly Fit Per. Peak SinePoly Peak Overall
225.0158015711.714.78603778668
1351.0169640435.415.61537466676
1452.0174498441.213.63683456877
1701.0172220863.311.04706566766
1771.011134257391.115.96584455765
3175.0149097072.310.69-178888
\n\n---\n\n7 http://keplerebs.villanova.edu/"} +{"pdf_name": "20737519_9.pdf", "language": "en", "markdown": "Continuation of Table 4\n\n
KOI Number KIC Period (d) K Mag\\( T _ { e f f } \\)(K) Cleanliness SinePoly Fit Per. Peak SinePoly Peak Overall
3244.016850665214.712.39482865665
3272.01494873023.014.80562488878
3290.01493699010.315.29609955605
3331.01587680518.215.93555956766
3467.01712788533.915.19597055776
3565.0195925752.615.90543678788
3606.01102750744.414.18635455555
3715.0149371439.816.35670589999
4294.0176812301.014.84602955665
4351.0154361610.615.00500155665
4925.0117251935.914.50580256766
4936.0123055431.412.54562356676
4953.0127111230.712.53472378878
4970.0132456380.713.12588356666
5015.0138489191.013.90522645555
5025.01395310613.214.04539846666
5061.0144557630.815.58605989989
5076.0147320150.910.15418578999
5090.0148156123.915.18638756677
5111.0149965583.013.87-155665
5112.01500681794.810.87493555765
5145.0152638026.111.49664299999
5152.0153087770.913.20470566656
5171.0154671262.812.37468356666
5233.0160588961.114.78558355766
5293.0165251963.410.15596655605
5353.0171075670.814.23689799999
5460.0180162113.214.39493367777
5564.0187182737.010.56457767667
5569.0187472221.712.88477756766
5683.0194744851.014.88446955876
5714.0197860174.512.50575355765
5733.0199111122.314.99875067877
5774.01101910562.410.81658877767
5797.01104809524.112.22-155776
5894.01114018452.214.36759077767
5906.011150693822.611.61637355776
5976.01126457615.413.37484467887
\n\nThe remaining discussions of TTV demographics use only systems identified as CANDIDATE or CONFIRMED in the Exoplanet Archive disposition as of June 6, 2016 (based mostly on DR24). We refer to these as “planets” throughout. Note that these dispositions sometimes exclude planets with very strong TTVs (see Appendix A, but this is a small effect that we neglect.\n\n# 3.3. Data Comparison With H+16"} +{"pdf_name": "9283042_314.pdf", "language": "en", "markdown": "secondary school students OMO after-school education services which supplement their regular English, Chinese, Mathematics and other curriculum at school), in the PRC and any other country orj urisdiction to which our Group provides such services and/or in which any member of our Group carries on such business from time to time (the ‘‘Restricted Business’’). Such non-competition undertaking does not apply to:\n\n(i) any interests in the shares of any member of our Group; or\n\n(ii) interests in the shares of a company other than our Company whose shares are listed on a recognised stock exchange provided that:\n\n(a) any Restricted Business conducted or engaged in by such company (and assets relating thereto) accounts for less than 10% of that company’s consolidated revenue or consolidated assets, as shown in that company’s latest audited accounts; or\n\n(b) the total number of the shares held by the Covenantors and/or their respective close associates in aggregate is less than 5% of the issued shares of that class of the company in question and the Covenantors and/or their respective close associates are not entitled to appoint a majority of our directors of that company and at any time there should exist at least another shareholder of that company whose shareholdings in that company should be more than the total number of shares held by the Covenantors and their respective close associates in aggregate; or\n\n(c) the Covenantors and/or their respective close associates do not have the control over the board of such company.\n\nThe Deed of Non-competition shall take effect upon Listing and shall expire on the earlier of:\n\n(a) the day on which our Shares cease to be listed on the Stock Exchange or other recognised stock exchange; or\n\n(b) the day on which the Covenantors and its/his close associates, individually or taken as a whole, cease to own, in aggregate, 30% or more of the then issued share capital of our Company directly or indirectly or cease to be deemed as controlling shareholder under the Listing Rules and do not have power to control our Board or there is at least one other independent Shareholder other than the Covenantors and its/his close associates holding more Shares than the Covenantors and its/his close associates taken together.\n\nPursuant to the Deed of Non-competition, each of the Covenantors has undertaken that if each of the Covenantors and/or any of its/his close associates is offered or becomes aware of any project or new business opportunity (‘‘New Business Opportunity’’) that relates to the Restricted Business, whether directly or indirectly, it/he shall (i) promptly within ten (10) Business Days notify our Company in writing of such opportunity and provide such information as is reasonably required by our Company in order to enable our Company to"} +{"pdf_name": "9283042_315.pdf", "language": "en", "markdown": "come to an informed assessment of such New Business Opportunity; and (ii) use its/his best endeavours to procure that such opportunity is offered to our Company on terms no less favourable than the terms on which such New Business Opportunity is offered to its/his and/or its/his close associates.\n\nAll of our Directors (excluding those who is/are interested in the New Business Opportunity and has/have conflict of interests with our Company) will review the New Business Opportunity and decide whether to invest in the New Business Opportunity. If our Group has not given written notice of its desire to invest in such New Business Opportunity or has given written notice denying the New Business Opportunity within 30 Business Days (the ‘‘30-day Offering Period’’) of receipt of notice from the Covenantors, the Covenantors and/or its/his close associates shall be permitted to invest in or participate in the New Business Opportunity on its/his own accord. With respect to the 30-day Offering Period, our Directors consider that such period is adequate for our Company to assess any New Business Opportunity. In the event that our Company requires additional time to assess the new business opportunities, our Company may give a written notice to the Covenantors during the 30-day Offering Period and the Covenantors agree to extend the period to a maximum of 60 Business Days.\n\n# CORPORATE GOVERNANCE MEASURES\n\nOur Controlling Shareholders and their respective close associates may not compete with us as provided in the Deed of Non-competition. Our Directors believe that there are adequate corporate governance measures in place to manage existing and potential conflicts of interest. In order to further avoid potential conflicts of interest, we have implemented the following measures:\n\n(a) the Articles provide that a Director shall not be counted in the quorum or vote on any resolution of our Board approving any contract or arrangement or other proposal in which it/he/she or any of its/his/her close associates is materially interested unless in certain circumstances as expressly stated in the Articles;\n\n(b) our independent non-executive Directors will review, on an annual basis, compliance with the Deed of Non-competition given by our Controlling Shareholders;\n\n(c) our Company will obtain (i) an annual written confirmation in respect of our Controlling Shareholders’ compliance with the terms of the Deed of Non-competition, (ii) consent (from each of our Controlling Shareholders) to refer to the said confirmation in our annual reports, and (iii) all information as may reasonably be requested by us and/or our independent non-executive Directors for our review and enforcement of the Deed of Non-competition;\n\n(d) our Company will disclose decisions on matters reviewed by our independent non-executive Directors relating to compliance and enforcement of the Deed of Non-competition of our Controlling Shareholders in the annual reports of our Company;"} +{"pdf_name": "9241675_45.pdf", "language": "en", "markdown": "# DEFINITION\n\n
“Audit Committee” :the audit committee of the Company;
“Auditor” :PricewaterhouseCoopers, the external auditor of the Company;
“Board” :the board of Directors of the Company;
“CG Code” :the Corporate Governance Code and Corporate Governance \nReport as set out in Appendix 14 of the Listing Rules;
“Chi na” orth e“PRC”:th’e Peollpes Rebipuc of China;
“Company”, : \n“our Company”,\n“the Company” or\n“China Literature”China Literature Limited（閱文集團）(formerly known as China \nReading Limited), an exempted company incorporated in the \nCayman Islands with limited liability on April 22, 2013 with \nits Shares listed on the Main Board of the Stock Exchange on \nthe Listing Date under the stock code 772;
“COVID-19” :novel coronavirus (COVID-19), a coronavirus disease which \nhas its outbreak in the PRC and worldwide since around \nJanuary 2020;
“DAUs” :daily active users who access our lpatform throuhg our \nproducts or our self-operated channels on Tencent products at \nleast once during the day in question;
“Director(s)” :the director(s) of our Company;
“Group”, “our Group”, : \n“the Group”, “we”,\n“us”, or “our”the Company, its subsidiaries and its consolidated affiliated \nentities from time to time or, where the context so requires, \nin respect of the period prior to our Company becoming the \nholding company of its present subsidiaries, such subsidiaries as \nif they were subsidiaries of our Company at the relevant time;
“HKD” :the lawful currency of Hong Kong;
“Hong Kong” :the Honig Kong Special Administrative Regon of the P’eolpes \nReliChpubc of ina;
“IP” :intellectual property;
“Listing Date” :November 8, 2017, the date on which the Shares are listed \nand on which dealings in the Shares are first permitted to take \nlpace on the Stock Exchange;
"} +{"pdf_name": "9241675_46.pdf", "language": "en", "markdown": "
“Listing Rules” :the Rules Governing the Listing of Securities on The Stock \nExchange of Hong Kong Limited, as amended, sulppemented \nor otherwise modified from time to time;
“Main Board” :the stock exchange (excluding the option market) operated by \nthe Stock Exchange which is independent from and operates \nin parallel with the Growth Enterprise Market of the Stock \nExchange;
“MAUs” :monthly active users who access our lpatform or throuhg our \nlfproducts or our se-operated channels on Tencent products at \nleast once during the calendar month in question;
“Model Code” :the Model Code for Securities Transactions by Directors of \nListed Issuers;
“MPUs” :monthliy ipayng users, meannbg the numer of accounts that \npurchase our content or virtual items on a special mobile app, \nWAP or website at least once during the calendar month in \nquestion;
“New Classics Media : \n Holdings Limited \n (NCM)”previously known as “Qiandao Lake Holdings Limited”, a \ncompany established in Cayman Island on 18 May 2018. \nIts subsidiaries are principally engaged in production and \ndistribution of television series and movies;
“Reporting Period” :the six months ended June 30, 2021;
“RMB” :the lawful currency of the PRC;
“RSU(s)” :restricted stock unit(s);
“SGD” :the lawful currency of Singapore;
“Shanhiga Yuewen” :Shanhiga Yuewen Information TechnoloC上g\ny o., Ltd.（海閱文信息技術有限公司）, a company established in the PRC on \nApril 2, 2014;
“Share(s)” :ordinary share(s) in the share caiptal of our Company with a \npar value of USD0.0001 each;
“Shareholders” :holder(s) of our Share(s);
"} +{"pdf_name": "9239938_5.pdf", "language": "en", "markdown": "# Particulars of shareholdings of top ten holders of shares not subject to trading moratorium\n\n
Name of shareholderNumber of shares \nheld not subject to \ntrading moratoriumClass and number of shares
ClassNumber
DonfElganCg ectric orporation974016763,,RMB denominated \nordinary shares974016763,,
HKSCC Nominees Limited338311619,,Overseas listed foreign \nshares338311619,,
China Securities Finance Corporation Limited （中 國 證\n券 金 融 股 份 有 限 公 司）49648500,,RMB denominated \nordinary shares49648500,,
Central Huijin Asset Management Ltd. （中 央 匯 金 資 產\n管 理 有 限 責 任 公 司）22645600,,RMB denominated \nordinary shares22645600,,
Gao Dabing （高 大 兵）15811422,,RMB denominated \nordinary shares15811422,,
China Construction Bank Corporation-Huaxia China \nSecurities Sichuan SOE Reform ETF Securities \nInvestment Fund (中 國 建 設 銀 行 股 份 有 限 公 司－\n華夏中證四川國企改革交易型開放式指數證\n券投資基金)11723372,,RMB denominated \nordinary shares11723372,,
Ru Pengpeng (茹鵬鵬)11334852,,RMB denominated \nordinary shares11334852,,
Huaxia Life Insurance Company Limited－Own funds \n(華 夏 人 壽 保 險 股 份 有 限 公 司－自 有 資 金)10073783,,RMB denominated \nordinary shares10073783,,
Agricultural Bank of China Limited – CSI 500 Index \nETF Securities Investment Fund （中 國 農 業 銀 行 股 份\n有限公司－中證500交易型開放式指數證券投資基金）9757259,,RMB denominated \nordinary shares9757259,,
Bosera Funds – Agricultural Bank – Bosera China \nSecurities and Financial Assets Management Program \n（博時基金－農業銀行－博時中證金融資產管理計劃）8480400,,RMB denominated \nordinary shares8480400,,
E Fund – Agricultural Bank – E Fund China Securities \nand Financial Asset Management Program （易 方 達 基\n金－農 業 銀 行－易 方 達 中 證 金 融 資 產 管 理 計 劃）8480400,,RMB denominated \nordinary shares8480400,,
"} +{"pdf_name": "9239938_6.pdf", "language": "en", "markdown": "
Name of shareholderNumber of shares \nheld not subject to \ntrading moratoriumClass and number of shares
ClassNumber
Da Cheng Fund – Agricultural Bank – Da Cheng China \nSecurities and Financial Assets Management Program \n（大成基金－農業銀行－大成中證金融資產管理計劃）8480400,,RMB denominated \nordinary shares8480400,,
GF Fund – Agricultural Bank – GF China Securities and \nFinancial Assets Management Program （廣 發 基 金－\n農 業 銀 行－廣 發 中 證 金 融 資 產 管 理 計 劃）8480400,,RMB denominated \nordinary shares8480400,,
Zhong Ou Fund – Agricultural Bank – Zhong Ou China \nSecurities and Financial Assets Management Program \n（中歐基金－農業銀行－中歐中證金融資產管理計劃）8480400,,RMB denominated \nordinary shares8480400,,
China Southern Fund – Agricultural Bank – China \nSouthern China Securities and Financial Assets \nManagement Program （南 方 基 金－農 業 銀 行－南 方\n中 證 金 融 資 產 管 理 計 劃）8480400,,RMB denominated \nordinary shares8480400,,
\n\n
Exlpanation on the connected relationship or concerted \nactions among the aforesaid shareholdersThe Company is not aware of any connected relationship or concerted \nactions among the top ten shareholders and top ten holders of \ntradable shares
Description of shareholders of preference shares with \nrestoration of voting rihts and their shareholdigngsN/A
"} +{"pdf_name": "11703553_152.pdf", "language": "en", "markdown": "# 20. Reserves\n\n
NoteCapital\nreserveGoodwill on\nconsolidationExchange\nreserveShare-based\nemployee\ncompensation\nreserveHedging\nreserveMiscellaneous\n*reserves Retained\nearningsTotal
US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000
As of 31 March 202017,338(233,885)78,24111,41124,434(11,260)1,930,4261,816,705
Hedging instruments
– raw material commodity contracts
– fair value gains, net––––92,988 ––92,988
– transferred to inventory and \nsubsequently recognized in \nthe income statement7(f)––––(4,748) ––(4,748)
– deferred income tax effect––––(14,560) ––(14,560)
– forward foreign currency exchange \ncontracts
– fair value gains, net––––67,140 ––67,140
– transferred to income statement––––(30,227) ––(30,227)
– deferred income tax effect––––(6,839) ––(6,839)
– net investment hedge
– fair value (losses), net––(28,250) –– ––(28,250)
Defined benefit plans
– remeasurements15––––– –11,29611,296
– deferred income tax effect17––––– –(1,555)(1,555)
Long service payment
– remeasurements15––––– –1313
– deferred income tax effect17––––– –(11)(11)
Currency translations of subsidiaries––111,207–(211) ––110,996
Currency translations of associate––160–– ––160
Net comprehensive income recognized \ndirectly in equity––83,117–103,543 –9,743196,403
Profit for the year––––– –212,035212,035
Total comprehensive income for the year––83,117–103,543 –221,778408,438
Appropriation of retained earnings to \nstatutory reserve–––––1,867(1,867) –
Incentive share schemes
– shares vested–––(6,552) – ––(6,552)
– vested by cash settlement–––(1,515) – ––(1,515)
– value of employee services–––9,536– ––9,536
FY20/21 interim dividend paid
– cash paid––––– –(17,034)(17,034)
– shares issued in respect of \nscrip dividend––––– –(2,760)(2,760)
– scrip dividend for shares held for \nthe incentive share schemes––––– –236236
––83,1171,469103,5431,867200,353390,349
As of 31 March 202117,338(233,885)161,35812,880127,977(9,393)2,130,7792,207,054
Final dividend proposed27––––– –39,01939,019
Others17,338(233,885)161,35812,880127,977(9,393)2,091,7602,168,035
As of 31 March 202117,338(233,885)161,35812,880127,977(9,393)2,130,7792,207,054
\n\n\\* Miscellaneous reserves mainly represent property revaluation reserve, statutory reserve and reserve arising from put option written to a non-controlling interest"} +{"pdf_name": "11703553_153.pdf", "language": "en", "markdown": "# 20. Reserves (Cont’d)\n\n
NoteCapital\nreserveGoodwill on\nconsolidationExchange\nreserveShare-based\nemployee\ncompensation\nreserveHedging\nreserveMiscellaneous\n*reserves Retained\nearningsTotal
US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000
As of 31 March 201917,338(233,885)116,89619,587114,562(9,984)2,488,1382,512,652
Hedging instruments
– raw material commodity contracts
– fair value (losses), net––––(35,654) ––(35,654)
– transferred to inventory and \nsubsequently recognized in \nthe income statement7(f)––––(4,751) ––(4,751)
– deferred income tax effect––––6,667 ––6,667
– forward foreign currency exchange \ncontracts
– fair value (losses), net––––(43,380) ––(43,380)
– transferred to income statement––––(21,482) ––(21,482)
– deferred income tax effect––––8,891 ––8,891
– net investment hedge\n– fair value gains, net––31,011–– ––31,011
Defined benefit plans
– remeasurements15––––– –(7,483)(7,483)
– deferred income tax effect17––––– –(175)(175)
Long service payment
– remeasurements15––––– –(122)(122)
– deferred income tax effect17––––– –88
Currency translations of subsidiaries––(69,544) –(419) ––(69,963)
Currency translations of associate––(122) –– ––(122)
Net comprehensive (expenses) recognized\ndirectly in equity––(38,655) –(90,128) –(7,772)(136,555)
(Loss) for the year––––– –(493,657)(493,657)
Total comprehensive (expenses) for the \nyear––(38,655) –(90,128) –(501,429)(630,212)
Appropriation of retained earnings to \nstatutory reserve–––––(582)582–
Convertible bonds
– release of equity component upon \nredemption / repurchase–––––(694)500(194)
Incentive share schemes
– shares vested–––(11,222) – ––(11,222)
– vested by cash settlement–––(2,427) – ––(2,427)
– value of employee services–––5,473– ––5,473
FY18/19 final dividend paid
– cash paid––––– –(13,565)(13,565)
– shares issued in respect of scrip \ndividend––––– –(24,797)(24,797)
– scrip dividend for shares held for the \nincentive share schemes––––– –374374
FY19/20 interim dividend paid
– cash paid––––– –(12,084)(12,084)
– shares issued in respect of scrip \ndividend––––– –(7,495)(7,495)
– scrip dividend for shares held for the \nincentive share schemes––––– –202202
––(38,655)(8,176)(90,128)(1,276)(557,712)(695,947)
As of 31 March 202017,338(233,885)78,24111,41124,434(11,260)1,930,4261,816,705
Final dividend proposed27––––– –––
Others17,338(233,885)78,24111,41124,434(11,260)1,930,4261,816,705
As of 31 March 202017,338(233,885)78,24111,41124,434(11,260)1,930,4261,816,705
\n\n\\* Miscellaneous reserves mainly represent property revaluation reserve, equity component of convertible bonds (net of tax), statutory reserve and reserve arising from put option written to a non-controlling interest"} +{"pdf_name": "2882975_6.pdf", "language": "en", "markdown": "The Unifiedcomms customer base has traditionally been concentrated in the SEA region. This has not changed in 2015, with Unifiedcomms SEA region revenues continuing to account for above 80% of the total revenue achieved for the year.\n\nUnifiedcomms Revenue by Geographical Regions (S\\$000)\n\nOur GlobeOSS business experienced a decline in both system sale and managed service contract revenues in 2015 after the significant increase in system sales enjoyed in 2014. System sales decreased to S\\$3.6 million in 2015, while managed service revenue also declined by S\\$0.3 million to S\\$1.9 million.\n\nGlobeOSS Revenue by Type of Contract (S\\$000)\n\nGlobeOSS continues to have both its system sale and managed service business concentrated in the SEA region. The S\\$1.6 million decline in revenue from the SEA region is mirrored by the combination of a S\\$1.3 million drop in system sales and a S\\$0.3 million drop in managed service revenues between 2014 and 2015.\n\nGlobeOSS Revenue by Geographical Regions (S\\$000)\n\n# Group-wide system sale revenue decline\n\nThe decline in Group revenue this year against last year was mainly attributable to the 19% or S\\$1.4 million decline in GlobeOSS system sale contract revenues, and a decline of S\\$0.8 million in the managed service contract revenues across both Unifiedcomms and GlobeOSS businesses.\n\nRevenue by Type of Contract (S\\$000)\n\nWe expected 2015 to continue to be a challenging year for our businesses on the system sale front. The region that proved most disappointing was SEA, which had its contribution fall from S\\$18.3 million to S\\$16.9 million. The MEA region’s contribution to the total Group revenue also declined in 2015 to S\\$1.4 million from S\\$2.1 million the year before. The SA region remained disappointing, due yet again to the underperformance of certain managed service contracts.\n\nRevenue by Geographical Regions (S\\$000)\n\nIn 2015, SEA, our Group’s home region, continues to be the largest geographic source of revenue, accounting for 87.8% of Group revenue.\n\n# Higher gross profit achieved, despite having lower revenue\n\nAlthough Group revenue was lower in 2015, gross profit achieved for the year was higher compared to 2014. Group gross profit for 2015 was S\\$11.7 million, up by S\\$0.8 million or 7.2% against 2014. The higher gross profit was mainly due to higher overall gross profit margin earned on Group revenue of"} +{"pdf_name": "2882975_7.pdf", "language": "en", "markdown": "61.0% as compared to 50.9% recorded the year before. Average gross profit margin on system sale revenues improved to 60.4% in 2015, primarily due to lower third-party component cost incurred at both GlobeOSS and Unifiedcomms. Gross profit margin earned on managed service contract revenues also improved from 56.8% in 2014 to 61.2% this year. This improvement was primarily due to lower amortisation of intellectual property in 2015.\n\nGross Profit Margin by Type of Contract (S\\$000)\n\nGross Profit Margin by Type of Contract (%)\n\nThe sales mix of our Group continues to exceed our target of having greater than fifty percent of Group revenue being derived from managed service contracts. This year managed service contract revenues accounted for 68.7% of Group revenue, up from 65.4% in 2014.\n\n# Lower total opex this year, before and after exceptional items\n\nOur Group’s operating expenditure for the year decreased to S\\$8.4 million as compared to S\\$9.0 million in 2014. In 2014 we had a foreign exchange gain due to the strengthening of the Pakistan Rupee and US Dollar against the Singapore Dollar and a provision that was made for the impairment of intellectual property that had been assessed as being no longer able to generate previously expected future cash flows.\n\nThis year, we had a higher foreign exchange gain due to the strengthening of the US Dollar against the Singapore Dollar and an impairment loss on plant and equipment - that was lower against 2014’s impairment loss on intellectual property assets - to take into our income statement. The impairment this year relates to a managed service contract that has been assessed as being no longer able to generate previously expected income and returns.\n\nOperating Expenditure (S\\$000)\n\nExcluding the efect of exceptional items such as the impairment loss this year, our opex for 2015 was S\\$0.4 million lower at S\\$8.2 million compared to S\\$8.6 million for 2014. This decrease was due to a reduction in the technical, and sales and business development headcount of the Group.\n\nOperating Expenditure before Exceptional Items (S\\$000)\n\n# Improved bottom line – a further year of improvement in our underlying business\n\n2015 marks our eighth consecutive year of being in the black. Group net profit for the year, at S\\$3 million, is 33.1% higher than the S\\$2.3 million achieved in 2014. The double-digit growth of our Group’s bottom line reflected the improvement in the performance of our underlying businesses.\n\nWhen the bottom line numbers are examined more closely, to exclude exceptional gains such as the fair value gains enjoyed on the acquisition of Ahead Mobile Sdn Bhd (‘AMSB’) across 2012 and 2013, the improvement in profit performance of our underlying businesses is more pronounced. The ‘adjusted’ net profit generated by our businesses grew more than seven-fold, from S\\$0.4 million in 2013 to S\\$3 million this year."} +{"pdf_name": "11701945_261.pdf", "language": "en", "markdown": "# CONSOLIDATED STATEMENTS OF CASH FLOWS\n\n
NotesYear ended 31 MarchFive months ended\n31 August
20152016201720162017
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
(Unaudited)
CASH FLOWS FROM\nOPERATING ACTIVITIES
Profit/(loss) before tax28,14827,00435,5726,362(5,195)
Adjustments for:
Finance cost66321 –18
Depreciation74,0788,8589,4564,4733,632
Loss/(gain) on disposal/\nwrite-off of items of\nproperty, lpant and\nequipment7(26) –(75) –543
Impairment of an other\nreceivable7178 − − – –
Reversal of write-down of\ninventories to net\nrealisable value7(175)(63)(169) – –
Write-down of inventories\nto net realisable value712650529232147
Provisions for reinstatement\ncosts – reversal of\nunutilised provisions/\ndecrease in estimated\nprovisions5– –(3,574)(383) –
32,39236,30641,50310,773(955)
Decrease/(increase) in\ninventories(97)3,211(2,072)(6,255)(13,330)
Decrease/(increase) in trade\nreceivables1,972240(908)(1,706)(630)
Decrease/(increase) in\nprepayments, deposits and\nother receivables(89)(2,572)(6,283)45(5,169)
Increase/(decrease) in trade\nand bills payables(484)(5,145)1,6763923,931
Increase/(decrease) in other\npayables and accruals5,640(3,622)(102)10,51125,698
Decrease in provisions(932)(50)(47)(47)(2,000)
Cash generated from\noperations38,40228,36833,76713,7137,545
Hong Kong profits tax paid(2,096)(6,764)(4,866) – –
Net cash flows from operating\nactivities36,30621,60428,90113,7137,545
"} +{"pdf_name": "11701945_262.pdf", "language": "en", "markdown": "
NotesYear ended 31 MarchFive months ended\n31 August
20152016201720162017
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
(Unaudited)
CASH FLOWS FROM\nINVESTING ACTIVITIES
Purchases of items of\nprol\npertdy, pant aneiqupment(5,517)(12,535)(2,635)(1,492)(6,610)
Proceeds from disposal of\nitems of property, lpant and\nequipment26 −118 – –
Acquisition of a business24(2,532)(300) – – –
Net cash flows used in\ninvesting activities(8,023)(12,835)(2,517)(1,492)(6,610)
CASH FLOWS FROM\nFINANCING ACTIVITIES
Interest paid(63)(2)(1) –(18)
Dividends paid(33,000) – − – –
Net increase/(decrease) in\ntrust receipt loans(3,695) – –95712,526
Net cash flows from/(used in)\nfinancing activities(36,758)(2)(1)95712,508
NET INCREASE/\n(DECREASE) IN CASH\nAND CASH\nEQUIVALENTS(8,475)8,76726,38313,17813,443
Cash and cash equivalents at\nbeignning of year/iperod13,1434,66813,43513,43539,818
CASH AND CASH\nEQUIVALENTS AT END\nOF YEAR/PERIOD4,66813,43539,81826,61353,261
ANALYSIS OF BALANCE\nOF CASH AND CASH\nEQUIVALENTS
Cash and bank balances4,66813,43539,81826,61353,261
"} +{"pdf_name": "11658445_91.pdf", "language": "en", "markdown": "
附註 \nNotes2020年 \n20202019年\n2019
人民幣千元 \nRMB’000人民幣千元\nRMB’000
經營活動所得現金流量 CASH FLOWS FROM OPERATING \n ACTIVITIES
除稅前溢利 Profit before tax1,329,1291,226,809
調整： Adjustments for:
利息收入 Interest income5(5,208)(7,883)
向一家合資企業貸款的 Interest income of a loan to a joint \n 利息收入 venture5(16,653)(13,587)
物業、廠房及設備折舊 Depreciation of property, plant and \n equipment68,3074,848
使用權資產折舊 Depreciation of right-of-use assets65,9137,073
無形資產攤銷 Amortisation of intangible assets62,9301,390
購股權開支 Share option expense633,77446,519
投資物業公平值收益，淨額 Fair value gains on investment \n properties, net14(41,559)(11,027)
按公平值計入損益之 Fair value gains on financial assets at \n 金融資產之公平值收益 fair value through profit or loss5(71,086)–
出售物業、廠房及設備 Gain on disposal of items of property, \n 項目之收益 plant and equipment6(91)–
分佔一家合資企業 Share of (profit)/loss of a joint venture\n （溢利）╱虧損(196,103)14,468
財務成本 Finance costs7135,55482,421
1,184,9071,351,031
收購持作開發以供出售的土地 Acquisition of land held for development \n for sale(613,062)(269,860)
在建���業增加 Increase in properties under \n development(1,324,638)(1,865,961)
持作出售的已竣工物業減少 Decrease in completed properties held \n for sale3,294,3361,893,756
貿易應收賬款減少╱（增加） Decrease/(increase) in trade receivables58,664(109,438)
預付款項、其他應收款項及 Increase in prepayments, other \n其他資產增加 receivables and other assets(248,030)(103,143)
貿易應付賬款增加 Increase in trade payables77,478664,922
合約負債（減少）╱增加 (Decrease)/increase in contract liabilities(2,268,422)75,789
其他應付款項、已收按金及 Increase/(decrease) in other payables, \n應計費用增加╱（減少） deposits received and accruals165,121(378,473)
經營產生現金 Cash generated from operations326,3541,258,623
"} +{"pdf_name": "11658445_92.pdf", "language": "en", "markdown": "
附註 \nNotes2020年 \n20202019年\n2019
人民幣千元 \nRMB’000人民幣千元\nRMB’000
經營活動所得現金流量（續） CASH FLOWS FROM OPERATING \n ACTIVITIES (Continued)
經營產生現金 Cash generated from operations326,3541,258,623
已收利息 Interest received5,2087,883
已付利息 Interest paid(135,223)(277,982)
已付中國企業所得稅 PRC corporate income tax paid(150,546)(57,322)
已付中國土地增值稅 PRC land appreciation tax paid(245,288)(125,065)
經營活動（所用）╱所得現金流量Net cash flows (used in)/from operating \n淨額 activities(199,495)806,137
投資活動所得現金流量 CASH FLOWS FROM INVESTING \n ACTIVITIES
來自一家合資企業的 Settlement from/(advance to) a joint \n結算╱向其墊款 venture250,681(6,668)
應收關聯方款項增加 Increase in amounts due from related \n parties–(392,700)
應收董事款項減少 Decrease in amounts due from directors–83,591
購買物業、廠房及設備項目 Purchases of items of property, plant \n and equipment13(56,869)(4,025)
添置無形資產 Additions of intangible assets16(5,088)(2,306)
添置投資物業 Additions of investment properties14(146,302)(59,573)
購買按公平值計入損益之 Purchases of financial assets at fair value \n金融資產 through profit or loss(423,752)–
收購附屬公司 Acquisitions of subsidiaries3772,292–
出售物業、廠房及設備項目的Proceeds from disposal of items of \n所得款項 property, plant and equipment1,4411,596
受限制現金（增加）╱減少 (Increase)/decrease in restricted cash(110,551)9,465
投資活動所用現金流量淨額 Net cash flows used in investing \n activities(418,148)(370,620)
"} +{"pdf_name": "11684728_112.pdf", "language": "en", "markdown": "# 1. CORPORATE AND GROUP INFORMATION (continued)\n\n# Information about subsidiaries (continued)\n\n# Particulars of the Company’s principal subsidiaries are as follows: (continued)\n\n1. 公司及集團資料（續）\n\n有關附屬公司的資料（續）\n\n本公司主要附屬公司的詳情如下：（續）\n\n
Company name\n公司名稱Place and date \nof incorporation/\nregistration and \nplace of operations\n註冊成立╱註冊地點及\n日期及營業地點Nominal value \nof issued and \npaid-up share/\nregistered capital\n已發行及繳足\n股份面值╱註冊資本Percentage of \nequity attributable \nto the Company \n本公司\n應佔權益百分比Principal activities\n主要活動
Direct \n直接Indirect\n間接
%%
Shenzhen Maoye Oriental Times Department Store \nCo., Ltd.\n�圳���東��代百����司**PRC/Mainland China\n8 August 2005\n中國╱中國大陸\n2005年8月8日RMB1,200,000\n人民幣1,200,000元–82.8Operation of a department \nstore\n經營百貨店
Zhuhai City Maoye Department Store Co., Ltd.\n珠����百����司**PRC/Mainland China\n24 August 2001\n中國╱中國大陸\n2001年8月24日RMB4,800,000\n人民幣4,800,000元–82.8Operation of a department \nstore\n經營百貨店
Chongqing Maoye Department Store Co., Ltd.\n重���百����司**PRC/Mainland China\n27 August 2004\n中國╱中國大陸\n2004年8月27日RMB30,000,000\n人民幣30,000,000元–82.8Operation of a department \nstore\n經營百貨店
Taiyuan Maoye Department Store Co., Ltd.\n����百����司**PRC/Mainland China\n11 April 2008\n中國╱中國大陸\n2008年4月11日RMB1,005,000,000\n人民幣1,005,000,000元–100Operation of a department \nstore\n經營百貨店
Chongqing Baifule Business and\nCommerce Co., Ltd.\n重�百�樂�����司**PRC/Mainland China\n16 September 2008\n中國╱中國大陸\n2008年9月16日RMB102,481,500\n人民幣102,481,500元–82.8Operation of a supermarket\n經營超市
Shanxi Maoye Land and Real Estate \nDevelopment Co., Ltd. (“Sh”anxi Real Estate)\n�⻄�������開����司\n（「�⻄���」）**PRC/Mainland China\n18 November 2008\n中國╱中國大陸\n2008年11月18日RMB100,000,000\n人民幣100,000,000元–100Property development\n房地產發展
"} +{"pdf_name": "11684728_113.pdf", "language": "en", "markdown": "# 1. CORPORATE AND GROUP INFORMATION (continued)\n\n# Information about subsidiaries (continued)\n\n# Particulars of the Company’s principal subsidiaries are as follows: (continued)\n\n1. 公司及集團資料（續）\n\n有關附屬公司的資料（續）\n\n本公司主要附屬公司的詳情如下：（續）\n\n
Company name\n公司名稱Place and date \nof incorporation/\nregistration and \nplace of operations\n註冊成立╱註冊地點及\n日期及營業地點Nominal value \nof issued and \npaid-up share/\nregistered capital\n已發行及繳足\n股份面值╱註冊資本Percentage of \nequity attributable \nto the Company \n本公司\n應佔權益百分比Principal activities\n主要活動
Direct \n直接Indirect\n間接
%%
Changzhou Maoye Department Store Co., Ltd.\n常���百����司**PRC/Mainland China\n21 May 2009\n中國╱中國大陸\n2009年5月21日RMB5,000,000\n人民幣5,000,000元–100Operation of a department \nstore\n經營百貨店
Shenzhen Maolehui-commmerce Co., Ltd.\n�圳�樂惠���務��責��司**PRC/Mainland China\n26 July 2019\n中國╱中國大陸\n2019年7月26日RMB5,000,000\n人民幣5,000,000元–98Operation of a department \nstore\n經營百貨店
Shenyang Maoye Times Property Co., Ltd.\n�陽���代�����司**PRC/Mainland China\n24 September 2007\n中國╱中國大陸\n2007年9月24日RMB8,000,000\n人民幣8,000,000元–100Property development\n房地產發展
Shenzhen Municipal Maoye \nAdvertisement Co., Ltd.\n�圳����告���司**PRC/Mainland China\n25 December 2002\n中國╱中國大陸\n2002年12月25日RMB2,000,000\n人民幣2,000,000元–100Provision of advertising \nservices\n提供廣告服務
Taizhou First Department Store Co., Ltd.\n���一百��������司**PRC/Mainland China\n20 May 1994\n中國╱中國大陸\n1994年5月20日RMB18,950,000\n人民幣18,950,000元–80.57Operation of a department \nstore\n經營百貨店
"} +{"pdf_name": "7563041_179.pdf", "language": "en", "markdown": "# 37. SUBSIDIARIES\n\nParticulars of the Company’s subsidiaries are as follows:\n\n37. 附屬公司\n\n本公司附屬公司的詳情如下：\n\n
Name of subsidiaries\n附屬公司名稱Place of \nincorporation/\nestablishment\n註冊成立╱\n設立地點Place of \noperation\n 營運地點Issued and fully \npaid share capital/\nregistered capital\n已發行及繳足\n股本╱註冊資本Kind of \nlegal entity\n 法人實體類型Percentage of equity \ninterest/voting power \nattributable to the Company\n本公司應佔股權╱投票權百分比 Principal activities\n 主要業務
Direct \n直接Indirect\n間接
2020 \n2020年2019 \n2019年2020 \n2020年2019\n2019年
Windrider Technology Company \nLimitedThe BVI\n英屬處女群島Hong Kong\n香港Ordinary shares\nUS$100\n普通股100美元Company with limited \nliability\n有限公司100%100%–– Investment holding\n投資控股
Techwide Management Company \nLimitedThe BVI\n英屬處女群島Hong Kong\n香港Ordinary shares\nUS$100\n普通股100美元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
Wai Chi Electronic Technology \nManagement Company Limited\n偉志電子科技管理有限公司Hong Kong\n香港Hong Kong\n香港Ordinary shares\nHK$100,000\n普通股100,000港元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
Ecosquare Energy Company \nLimitedThe BVI\n英屬處女群島Hong Kong\n香港Ordinary shares\nUS$100\n普通股100美元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
Wai Chi Energy Services \nCompany Limited\n偉志節能服務有限公司Hong Kong\n香港Hong Kong\n香港Ordinary shares\nHK$100,000\n普通股100,000港元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
Aled Solution Company Limited The BVI\n英屬處女群島Hong Kong\n香港Ordinary shares\nUS$100\n普通股100美元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
Wai Chi Group (HK) Limited\n偉志集團有限公司Hong Kong\n香港Hong Kong\n香港Ordinary shares\nHK$135,100,000\n普通股\n135,100,000港元Company with limited \nliability\n有限公司––100%100% Investment holding\n投資控股
"} +{"pdf_name": "7563041_180.pdf", "language": "en", "markdown": "# 37. SUBSIDIARIES (continued)\n\n37. 附屬公司（續）\n\n
Name of subsidiaries\n附屬公司名稱Place of \nincorporation/\nestablishment\n註冊成立╱\n設立地點Place of \noperation\n 營運地點Issued and fully \npaid share capital/\nregistered capital\n已發行及繳足\n股本╱註冊資本Kind of \nlegal entity\n 法人實體類型Percentage of equity \ninterest/voting power \nattributable to the Company\n本公司應佔股權╱投票權百分比 Principal activities\n 主要業務
Direct \n直接Indirect\n間接
2020 \n2020年2019 \n2019年2020 \n2020年2019\n2019年
Wai Chi Opto Technology Limited\n偉志光電有限公司The PRC\n中國The PRC\n中國Ordinary shares\nHK$62,380,000\n普通股\n62,380,000港元Company with limited \nliability\n有限公司––100%100% Trading of LED \nbacklight and \nlighting products \nand semiconductor \nmemory chips\n買賣LED背光、\n照明產品及半導\n體存儲芯片
Wai Chi Opto Technology \n(Shenzhen) Limited* (Note a)\n偉志光電（深圳）有限公司\n（附註a）The PRC\n中國The PRC\n中國Registered capital\nRMB97,128,000\n註冊資本\n人民幣97,128,000元Company with limited \nliability\n有限公司––100%100% Manufacture and sale \nof LED backlight \nand lighting \nproducts and \nsourcing business\n製造及銷售LED背光\n及照明產品及採\n購業務
Sanxia Wai Chi Opto Technology \n(Yichang) Limited* (Note b)\n三峽偉志光電（宜昌）有限公司\n（附註b）The PRC\n中國The PRC\n中國Registered capital\nRMB30,000,000\n註冊資本\n人民幣30,000,000元Company with limited \nliability\n有限公司––100%100% Manufacture and sale \nof LED lighting \nproducts and \nprovision of LED \nlight instalation \nservice\n製造及銷售LED照明\n產品及提供LED照\n明安裝服務
"} +{"pdf_name": "20742297_4.pdf", "language": "en", "markdown": "FIG. 3: One-loop level Feynman diagrams inducing the \\( Z Z ^ { \\ast } \\gamma \\)(\\( V = \\gamma \\)) coupling.\n\nwhich is necessary to obtain nonzero results and is consistent with the Lorentz structure of the Lagrangian. We also have introduced the shorthand notation \\( B _ { a b } ( c ^ { 2 } ) \\, = \\, B _ { 0 } ( c ^ { 2 } , m _ { a } ^ { 2 } , m _ { b } ^ { 2 } ) \\), \\( C _ { a b c } ( p _ { 2 } ^ { 2 } ) \\, = \\, C _ { 0 } ( m _ { Z } ^ { 2 } , 0 , p _ { 2 } ^ { 2 } , m _ { a } ^ { 2 } , m _ { b } ^ { 2 } , m _ { c } ^ { 2 } ) \\) and \\( C _ { a b c } ( q ^ { 2 } ) \\, = \\, C _ { 0 } ( m _ { Z } ^ { 2 } , m _ { Z } ^ { 2 } , q ^ { 2 } , m _ { a } ^ { 2 } , m _ { b } ^ { 2 } , m _ { c } ^ { 2 } ) \\), where \\( B _ { 0 } \\) and \\( C _ { 0 } \\) stand for Passarino-Veltman scalar functions. From the above expressions, it is evident that the form factors vanish when the masses of the charged scalar bosons are degenerate. It is also straightforward to show that ultraviolet divergences cancel out.\n\n# B. \\( Z Z \\gamma ^ { * } \\) coupling\n\nThe Feynman diagrams for the \\( Z _ { \\alpha } ( p _ { 1 } ) Z _ { \\beta } ( p _ { 2 } ) \\gamma _ { \\mu } ^ { * } ( q ) \\) couplings are similar to those inducing the \\( Z Z ^ { * } \\gamma \\) coupling, but in this case the photon is off-shell. The corresponding form factor is given by:\n\n\\[ \\begin{array} { r l } { f _ { 4 } ^ { \\gamma } ( q ^ { 2 } , m _ { i } ^ { 2 } , m _ { j } ^ { 2 } ) \\; = \\; \\frac { m _ { Z } ^ { 2 } \\, \\mathrm { I m } \\, \\left( g _ { i j } ^ { Z } g _ { j i } ^ { Z ^ { + } } \\right) } { 1 2 m _ { Z } ^ { 2 } \\pi ^ { 2 } q ^ { 2 } ( 4 m _ { Z } ^ { 2 } - q ^ { 2 } ) ^ { 2 } } \\Big \\{ ( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } ) \\, \\big ( 1 2 m _ { Z } ^ { 2 } B _ { i j } ( m _ { Z } ^ { 2 } ) + ( 4 m _ { Z } ^ { 2 } - q ^ { 2 } ) ( 1 - B _ { i j } ( 0 ) ) \\big ) } \\\\ { \\; + \\; \\; \\left( q ^ { 2 } \\, ( m _ { i } ^ { 2 } + 3 m _ { j } ^ { 2 } + 7 m _ { Z } ^ { 2 } - q ^ { 2 } ) + 6 \\, \\big ( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } \\big ) ^ { 2 } - 2 m _ { Z } ^ { 2 } ( 8 m _ { i } ^ { 2 } - 3 m _ { Z } ^ { 2 } ) \\right) B _ { i i } ( q ^ { 2 } ) } \\\\ { \\; - \\; \\; 6 \\, \\big ( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } - m _ { Z } ^ { 2 } \\big ) \\, \\Big ( m _ { i } ^ { 4 } - 2 m _ { i } ^ { 2 } \\, \\big ( m _ { j } ^ { 2 } + m _ { Z } ^ { 2 } \\big ) + \\big ( m _ { j } ^ { 2 } - m _ { Z } ^ { 2 } \\big ) ^ { 2 } + m _ { j } ^ { 2 } q ^ { 2 } \\Big ) \\, C _ { i j i } ( q ^ { 2 } ) - \\big ( i \\leftrightarrow j \\big ) \\Big \\} , \\mathrm { \\small ~ ( 1 0 ) } } \\end{array} \\]\n\nwhere q is the photon four-momentum. As expected, this form factor is proportional to \\( \\mathrm { I m } ( g _ { i j } ^ { Z } g _ { j i } ^ { Z ^ { * } } ) \\) and vanishes when \\( m _ { i } = m _ { j } \\) .\n\n# C. \\( Z Z Z ^ { * } \\) coupling\n\nBecause of Bose symmetry, in the case of the \\( Z Z Z ^ { * } \\) coupling, there are several more diagrams than those inducing the \\( Z Z ^ { \\ast } \\gamma \\) vertex. We present in Figure 4 the generic Feynman diagrams from which all diagrams inducing the"} +{"pdf_name": "20742297_5.pdf", "language": "en", "markdown": "FIG. 4: Generic one-loop Feynman diagrams for the \\( Z Z Z ^ { * } \\) coupling. The complete set of diagrams is obtained by permuting \\( Z _ { \\alpha } ( p _ { 1 } ) \\) and \\( Z _ { \\beta } ( p _ { 2 } ) \\) and exchanging the charged scalars bosons.\n\n\\( Z Z Z ^ { * } \\) vertex can be generated. Notice that diagrams (2) and (3) are obtained from diagram (1) after performing the permutations \\( Z _ { \\alpha } ( p _ { 1 } ) \\leftrightarrow Z _ { \\mu } ( q ) \\), and \\( Z _ { \\beta } ( p _ { 2 } ) \\leftrightarrow Z _ { \\mu } ( q ) \\), respectively. Additional diagrams are obtained from these diagrams following a similar procedure as that described in Fig. 3: for each one of the Feynman diagrams of Fig. 4 there are three more diagrams that are obtained similarly as diagrams (b)-(d) of Fig. 3, which are obtained from diagram (a) by permuting the Z gauge bosons and exchanging the charged scalars. Therefore, there are a total of twelve Feynman diagrams for the \\( Z Z Z ^ { * } \\) coupling. By using the appropriate simplifications, the amplitude of each diagram of Figure 4 reduces to those of the \\( Z Z ^ { \\ast } \\gamma \\) and \\( Z Z \\gamma ^ { * } \\) couplings. The diagrams (2) and (3) of Fig. 4 not only are required by Bose symmetry but, once their amplitudes are added up, ultraviolet divergences cancel out. After the Passarino-Veltman method is applied, we obtain the following result\n\n\\[ \\begin{array} { r l } { f _ { 4 } ^ { Z } ( q ^ { 2 } , m _ { i } ^ { 2 } , m _ { j } ^ { 2 } ) \\! \\! } & { = \\, \\frac { m _ { Z } ^ { 2 } g _ { i i } ^ { Z } \\mathrm { I m } \\left( g _ { i j } ^ { Z } g _ { j i } ^ { Z ^ { + } } \\right) } { 1 2 \\pi ^ { 2 } s _ { W } q ^ { 2 } ( q ^ { 2 } - m _ { Z } ^ { 2 } ) ( q ^ { 2 } - 4 m _ { Z } ^ { 2 } ) ^ { 2 } } } \\\\ { \\times } & { \\Big \\{ q ^ { 2 } \\left( q ^ { 2 } \\left( m _ { i } ^ { 2 } + 3 m _ { j } ^ { 2 } + 7 m _ { Z } ^ { 2 } \\right) + 6 \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } \\right) ^ { 2 } - 1 6 m _ { i } ^ { 2 } m _ { Z } ^ { 2 } - 6 m _ { Z } ^ { 4 } - q ^ { 4 } \\right) B _ { \\mathrm { i i } } ( q ^ { 2 } ) } \\\\ { + \\, \\left( m _ { Z } ^ { 2 } q ^ { 2 } \\left( 1 0 m _ { Z } ^ { 2 } - 1 3 m _ { i } ^ { 2 } - 3 m _ { j } ^ { 2 } \\right) + 6 m _ { Z } ^ { 2 } ( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } ) \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } + 2 m _ { Z } ^ { 2 } \\right) + q ^ { 4 } \\left( 4 m _ { i } ^ { 2 } - m _ { Z } ^ { 2 } \\right) \\right) B _ { \\mathrm { i i } } ( m _ { Z } ^ { 2 } ) } \\\\ { - \\, \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } \\right) \\left( 2 q ^ { 2 } \\left( 4 m _ { Z } ^ { 2 } - q ^ { 2 } \\right) ( 1 - B _ { i j } ( 0 ) ) - 3 q ^ { 4 } B _ { i j } ( q ^ { 2 } ) - 3 m _ { Z } ^ { 2 } \\left( 4 m _ { Z } ^ { 2 } - 7 q ^ { 2 } \\right) B _ { i j } ( m _ { Z } ^ { 2 } ) \\right) } \\\\ { - \\, \\left. 6 \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } + 2 m _ { Z } ^ { 2 } \\right) \\left( m _ { Z } ^ { 2 } q ^ { 2 } \\left( m _ { Z } ^ { 2 } - 3 m _ { i } ^ { 2 } - m _ { j } ^ { 2 } \\right) + m _ { Z } ^ { 2 } \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } \\right) ^ { 2 } + m _ { i } ^ { 2 } q ^ { 4 } \\right) C _ { i i j } ( q ^ { 2 } ) } \\\\ { - \\, \\left. 6 q ^ { 2 } \\left( m _ { i } ^ { 2 } - m _ { j } ^ { 2 } - m _ { Z } ^ { 2 } \\right) \\left( m _ { i } ^ \\]\n\nwhere q is now the four-momentum of the off-shell Z boson. We note that all the properties discussed above are also present in this form factor. In the next section we will evaluate the CP-violating TNGBCs for illustrative values of the charged scalar boson masses and the four-momentum of the virtual gauge boson."} +{"pdf_name": "20788657_7.pdf", "language": "en", "markdown": "图 4：沪深 300 和食品饮料指数\n\n资料来源：Wind,长江证券研究所\n\n图 5：食品饮料指数相对沪深 300 的累计超额收益\n\n资料来源：Wind,长江证券研究所\n\n图 6：各线白酒相对沪深 300 估值（TTM）\n\n资料来源：Wind,长江证券研究所\n\n图 7：白酒和大众品相对估值对比\n\n资料来源：Wind,长江证券研究所\n\n表 2：周度涨跌幅榜\n\n
证券代码证券简称周涨跌幅/%周成交量/万手周换手率/%周均价/元周振幅/%
600084.SH中葡股份15.76275.0227.5511.5322.64
600300.SH维维股份8.56115.986.947.3112.55
002719.SZ麦趣尔7.8344.83118.5264.9818.29
600873.SH梅花生物7.19633.3720.387.109.43
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600616.SH金枫酒业5.5255.6311.4011.366.06
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002582.SZ好想你2.1627.2134.7342.778.16
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600809.SH山西汾酒1.6533.903.9122.615.89
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603589.SH口子窖1.5917.225.8734.403.03
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600059.SH古越龙山1.3747.375.8610.313.23
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002515.SZ金字火腿0.4382.5722.8319.0910.40
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000729.SZ燕京啤酒0.1355.672.227.611.84
600543.SH莫高股份0.000.000.000.000.00
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002557.SZ洽洽食品-0.1114.032.7717.492.86
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"} +{"pdf_name": "9300039_6.pdf", "language": "en", "markdown": "# DEAR SHAREHOLDERS,\n\nOn behalf of the board of directors (the “Board”) of Sunfonda Group Holdings Limited (the “Company”), I am pleased to present the interim report of the Company and its subsidiaries (the “Group”) for the six months ended 30 June 2020.\n\nIn the first half of 2020, the worldwide outbreak of the novel coronavirus pneumonia (the “COVID-19”) pandemic had an unprecedented impact on the global economy. Currently, the overseas pandemic status and the global economic situation are still relatively complicated. Fortunately, the outbreak has gradually been brought under control and the overall situation has improved in Mainland China. The Chinese government has also successively introduced various measures to promote economic recovery, and the Chinese economy has gradually overcome the adverse impact of the pandemic to enter a phase of gradual recovery. Various economic indicators are improving, China’s basic livelihood is under strong protection, and the long-term positive trend of the economy is relatively clear. In order to cope with the impact of the COVID-19 pandemic and promote the stable operation of the automobile economy, the state and local governments have successively introduced various stimulus policies since February 2020, including provision of financial subsidies, relaxation of purchase restrictions, introduction of “rural subsidy program for vehicles” and promotion of the development of used car market. On the whole, the comprehensive policy guidance for the resumption of work and production and the introduction of a series of policies on automobile consumption have promoted the obvious recovery of the domestic automobile market. According to the information published by the China Association of Automobile Manufacturers, despite a year-on-year decrease for the first half of the year due to the impact of the COVID-19 pandemic, the production and sales volume of passenger vehicles of China has grown for four consecutive months since February 2020, showing an obvious V-shaped recovery in the market, especially the luxury automobile market has continued strong growth, with its market share continuing to increase and reaching new high.\n\nDuring the first half of 2020, in the circumstance of a decrease of business days due to the impact of the COVID-19 pandemic, the performance of the Group’s brand stores was better than expected. The Group sold 13,296 new automobiles. The revenue from sales of new vehicles amounted to RMB3,950.2 million, representing a slight decrease of 1.0% as compared with the same period in 2019; revenue from after-sales service reached RMB490.7 million, representing a slight decrease of 9.0% as compared with RMB539.3 million for the same period in 2019; and gross profit was approximately RMB314.3 million, representing a decrease of 3.5% as compared with RMB325.8 million for the same period in 2019.\n\nThe pandemic has also changed consumers’ travel habits and car purchase plans, and the demand of travelling by private cars has become stronger. In order to cope with the impact of the pandemic, the Group actively adjusted"} +{"pdf_name": "9300039_7.pdf", "language": "en", "markdown": "our operation strategies, and continued to promote innovative development while consolidating our existing core businesses, for which the specific measures it took included but not limited to the introduction and expansion of emerging sales models such as vertical network platforms and we-media, optimisation and adjustment of service processes and organizational structures to enhance customer service experience, etc. Particularly, since April 2020, the Group has launched a customer interview column, which was well received. Subsequently, the Group successfully organised test ride and test drive activities for the media, which were also widely recognised, and expanded brand awareness and comprehensive influence as well. Through unremitting efforts, the overall business of the Group has still maintained a good momentum of development in the spread of the pandemic. At the same time, the Group will always maintain a sense of crisis and fighting spirit to ensure that we can continuously exploit our pioneering advantages in a complex market environment.\n\nDue to the impact of the pandemic, the global economy has been greatly impacted, and China’s economy is also facing great challenges and pressures, consumers’ purchasing power may decline under such circumstances. We expect that the domestic and even the global automobile markets will still face great challenges in the second half of 2020. In such a complex automobile market environment, on the one hand, the Group will stay alert to the macroeconomy, and timely adjust the brand structure according to the changes in market conditions and the market demand to enhance market competitiveness. On the other hand, the Group will focus on customer needs to develop new online sales models, improve efficiency through service process optimisation and digital services, and attract more customers by improving customer experience, in an effort to create more returns for shareholders.\n\nOn behalf of the Board, I would like to express our sincere gratitude to all shareholders and business partners for their continued trust and support to the Group, and our sincere gratitude to all employees for their unremitting efforts. In a complex economic environment, all staff across the Group are urged to make concerted efforts to work hard, steadily and innovatively move forward, and strive to promote overall business growth.\n\nChairman of the Board\n\nWu Tak Lam\n\n28 August 2020"} +{"pdf_name": "20737671_28.pdf", "language": "en", "markdown": "of \\( \\sim \\, 1 0 ^ { 8 - 9 } M _ { \\odot } \\) do host stars. These halos can be observed as ultrafaint galaxies. These systems are currently the most DM-dominated systems with a ratio of DM to stellar mass significantly exceeding a factor of a hundred. DM halos below this threshold are expected to be depleted of stars and are effectively invisible. Halos at and below the galaxy formation threshold offer a pristine environment in which baryonic physics is subdominant to the dark matter behavior, and hence are substantially less affected by baryonic systematics.\n\n# 5.2 Observational Probes\n\nIn the following we list some of the promising current and future probes that can probe the abundance and inner composition of halos in the mass range of \\( 1 0 ^ { 6 - 9 } M _ { \\odot } \\).\n\n# 5.2.1 Ultra-faint galaxies\n\nUltra-faint dwarf (UFD) galaxies, defined as dark matter-dominated stellar systems with luminosity \\( L < 1 0 ^ { 5 } \\)\\( ; L _ { \\odot } \\) [435], occupy the smallest dark matter halos that form galaxies, with \\( 1 0 ^ { 8 } ~ M _ { \\odot } \\lesssim M _ { \\mathrm { h a l o } } \\lesssim 1 0 ^ { 1 0 } ~ M _ { \\odot } \\)[436, 437]. These systems therefore provide crucial information about the astrophysical processes that govern the faint end of galaxy formation and the dark matter physics that impacts the abundance and properties of halos near the galaxy formation threshold.\n\nTo date, ultra-faints have exclusively been detected within distances of ∼ 300 kpc as satellites of the Milky Way. Deep photometric surveys including the Dark Energy Survey have significantly increased the number of known Milky Way satellites in recent years, which now exceeds ∼ 60 systems [438]. Nevertheless, both empirical and theoretical arguments suggest that our census of ultra-faints—even within the Milky Way’s virial radius—is highly incomplete [439–441]. Forthcoming observational facilities including the Vera C. Rubin Ob-servatory and the Nancy Grace Roman Space Telescope are expected to drastically improve upon current ultra-faint detection capabilities. Specifically, Rubin is forecasted to discover the entire population of UFD Milky Way satellites in the Southern hemisphere outside the Galactic disk and with surface brightness down to \\( \\sim 3 2 \\mathrm { m a g ~ a r c s e c } ^ { - 2 } \\)[157, 314]. Excitingly, these detections are expected to extend well beyond distances of 300 kpc, allowing UFD populations to be characterized throughout much of the Local Volume [442].\n\nOur understanding of the dark matter halos that host ultra-faints has significantly im-proved over the last decade. In particular, hydrodynamical simulations have started to re-solve the formation and evolution of UFDs in a cosmological context, including as satellites of larger hosts [443–448]. In parallel, semi-analytic and empirical galaxy–halo connection models have been combined with observations to infer ultra-faints’ halo properties; in these models, the number of observable ultra-faints suggests that these systems occupy halos with masses down to \\( \\sim 1 0 ^ { 8 } \\)\\( : M _ { \\odot } \\) (near the “atomic cooling limit”; [436, 437, 449, 450]) or even lower [451, 452]. The fraction of low-mass halos that host UFDs and the scatter in the stellar mass–halo mass relation for these systems are also being studied in order to precisely characterize the properties of halos near the galaxy formation threshold [453–456].\n\nUltra-faints provide stringent constraints on dark matter particle properties. Specifically, the number of observable UFD Milky Way satellites informs dark matter physics that sup-presses the present-day abundance of dark matter halos with masses of \\( \\sim 1 0 ^ { 8 } ~ M _ { \\odot } \\), yielding"} +{"pdf_name": "20737671_29.pdf", "language": "en", "markdown": "lower limits on the mass of thermal relic warm dark matter of ∼ 5 keV [449, 457–466] and on the mass of ultra-light dark matter of \\( \\sim \\, 1 0 ^ { - 2 1 } \\) eV [464, 467]. Similar analyses con-strain the strength of dark matter–Standard Model interactions at the \\( \\sim ~ 1 0 ^ { - 3 0 } \\mathrm { { c m } ^ { 2 } } \\) level[29, 154, 155, 464] and the dark matter particle lifetime at the ∼ 10 Gyr level [468, 469].Furthermore, stellar velocity dispersion measurements for brighter dwarf galaxies inform the strength and velocity-dependence of dark matter self-interactions, with sensitivity to cross sections of \\( \\sim 1 \\mathrm { c m ^ { 2 } } \\) \\( \\mathrm { g } ^ { - 1 } \\)[470, 471], and combining measurements of UFD internal dynamics from upcoming spectroscopic facilities and giant segmented mirror telescopes [472] with their population statistics will further inform self-interacting dark matter models [473–475].\n\nThe forthcoming observations discussed above are expected to increase the sample of known UFDs near the galaxy formation threshold, reducing statistical uncertainties and improving the corresponding dark matter constraints. For example, Rubin observations are forecasted to probe halo masses below \\( \\sim 1 0 ^ { 8 } \\; M _ { \\odot } \\) [157]. If these halos are occupied by ultra-faints, these observations will provide evidence for the existence of galaxies formed through molecular hydrogen cooling; otherwise, they will determine the halo mass threshold and stochasticity associated with galaxy formation. Thus, combining these measurements with purely gravitational probes of small-scale structure will enable the detection of completely dark halos.\n\n# 5.2.2 Lyman-alpha forest\n\nThe intergalactic medium (IGM) is the rarefied gas that fills the vast volumes between the galaxies in the Universe. Physical effects, ranging from the nature of dark matter to the radiation from star-forming galaxies and quasars, set the observable properties of the IGM, making the IGM a powerful probe of both fundamental physics and astrophysics. Baryons in the IGM trace dark matter fluctuations on Mpc scales, while on smaller (\\( \\lesssim \\) 100 kpc scales) the \\( T \\sim 1 0 ^ { 4 } \\mathrm { K } \\) gas is pressure supported against gravitational collapse. While the IGM is sensitive to the Epoch of Reionization [476–478], complex and poorly understood physical processes related to galaxy formation play only a minor role in determining its structure[479, 480].\n\nForward modeling the structure of the IGM for a given cosmological and DM scenario is a theoretically well-posed problem, albeit requiring expensive cosmological hydro-dynamical simulations. Despite this apparent simplicity, accurate simulations of the IGM are com-putationally challenging because of the multi-scale nature of the problem [481]. A spatial resolution of \\( \\approx \\) 20 kpc is required to resolve the density structure of the IGM, while a rela-tively large box size is required to capture the large-scale power, to obtain a fair sample of the Universe, and to model the topology of reionization.\n\nThese characteristics of the Lyman-\\( \\alpha \\) flux power spectrum have allowed for some of the tightest constraints on the nature of dark matter clustering [482–487]. Current anal-yses have been shown to be sensitive to the scale of either a suppression [488, 489] or an enhancement[490, 491] of the small scale power. These dark matter constraints come from high-quality observations of a the few currently available (∼ 100) high redshift (\\( z > \\) 4) quasar spectra obtained with high resolution instruments (\\( R \\sim \\) 80, 000) and high signal-to-noise observations (\\( S / N \\sim \\) 100). With these spectra, surveys are able to measure scales to wavenumbers of \\( k \\sim \\) 20 h/Mpc [478, 492]. Notably these surveys are currently limited by"} +{"pdf_name": "11695864_129.pdf", "language": "en", "markdown": ". Based on our insights into the prospects of the apparel and textile industry, we entered into the textile industry in the 1980s. According to Frost & Sullivan, there has been an increasing trend in the popularity of stretchable denim garments and hence, stretchable denim fabric has a relatively higher profit margin. We believe that we are well-positioned and have the competitive strength to further our business in the stretchable denim fabric market.\n\n. In view of the anticipated industry growth, our expanding clientele, increasing demand for our stretchable denim fabrics and rising quality standards of customers, we plan to procure slasher dyeing, weaving, finishing (desizing and shrinking), ozone bleaching and washing machines in order to increase our production capacity and enhance our product development capability. Please see ‘‘Production — Our machinery purchase plan’’ in this section for further details. Our Directors believe that the above machinery will further our capability in developing and producing denim fabrics of even greater aesthetics and functionality which drives our business by obtaining more orders from existing customers and attracting new apparel brands to procure denim fabrics in the future.\n\nWe believe the foregoing anticipated industry growth and our continuous efforts in business development, in particular clientele expansion, will sustain our business growth on one hand and reduce the proportion of revenue from certain apparel brands to our revenue on the other hand.\n\n# Business relationship among our Group, apparel brands and garment manufacturers\n\nThe following diagram illustrates the typical business relationship among our Group, apparel brands and garment manufacturers:\n\n# Principal contractual terms and credit terms\n\nDuring the Track Record Period, we generally entered into individual sales orders and did not enter into long-term contracts with our garment manufacturer customers.\n\nThe terms typically included in these sales orders are product specifications, unit price, volume, delivery schedule and payment terms which are agreed between our Group and apparel brands. Garment manufacturers must procure denim fabrics from designated suppliers and in accordance with purchase"} +{"pdf_name": "11695864_130.pdf", "language": "en", "markdown": "terms as instructed by the apparel brands. Payments are usually made by cash or letters of credit. We granted credit periods of up to 60 days to customers who have long business relationship with us and good payment record.\n\n# Delivery arrangement\n\nThe finished products are generally delivered to garment manufacturers on the basis of FOB. However, we sometimes deliver on the basis of CIF or CNF to certain overseas garment manufacturers.\n\nWe generally engage third party logistic service providers for the delivery of our denim fabrics to our customers in both overseas and PRC sales. For FY2015, FY2016 and FY2017, our delivery and export related expenses amounted to HK\\$4.4 million, HK\\$6.0 million and HK\\$7.6 million, respectively.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we did not experience any material disruption to our delivery arrangements and we did not suffer any material loss or pay any compensation as a result of delays in deliveries to our customers.\n\n# Product return and warranty\n\nWe carry out internal quality control assessments to ensure that the finished products comply with the specifications or quality standards of the apparel brands. Apparel brands may also designate their quality control examiners to assess the quality of our finished products. If the results of either one of the assessments fail to meet the pre-determined specifications or quality standards, we may arrange replacement for the returned products on a case-by-case basis.\n\nOur Directors confirm that during the Track Record Period and up to the Latest Practicable Date, our Group (i) did not receive any material complaints or claims from our customers in relation to the quality of our denim fabrics; and (ii) did not have any material sales return or product recall.\n\n# QUALITY CONTROL\n\nWe place great emphasis on quality standards and are committed to manufacturing excellent quality denim fabrics. As at the Latest Practicable Date, there were 58 employees in our quality control team, of which two were based in Hong Kong and 56 were based in the PRC.\n\nWe have implemented and put in place the following internal quality control guidelines and measures throughout our production process from use of qualified suppliers, subcontracting to packaging:\n\n# Use of qualified suppliers\n\nOur suppliers are selected based on, among other things, price and payment terms, product and service quality, operation scale, and geographical proximity to our production facilities.\n\nA qualified supplier list for our principal raw materials approved by our executive Directors is maintained by our procurement team and all principal raw materials must be purchased from our qualified suppliers. We closely monitor the performance of our suppliers from time to time. Besides, we"} +{"pdf_name": "2901282_31.pdf", "language": "en", "markdown": "announcements by us or our competitors of significant acquisitions or dispositions; the lack of securities analysts covering our common stock; changes in earnings estimates by securities analysts or our ability to meet those estimates; the operating and stock price performance of comparable companies; overall market fluctuations; and general economic conditions. Stock markets in general have experienced volatility that has often been unrelated to the operating performance of a particular company. These broad market fluctuations may adversely affect the trading price of our common stock.\n\n# Your percentage ownership in Wyndham Worldwide may be diluted in the future.\n\nYour percentage ownership in Wyndham Worldwide may be diluted in the future because of equity awards that we have and expect will be granted over time to our Directors and employees. In addition, our Board may issue shares of our common and preferred stock and debt securities convertible into shares of our common and preferred stock up to certain regulatory thresholds without shareholder approval.\n\n# Provisions in our certificate of incorporation and by-laws and under Delaware law may prevent or delay an acquisition of Wyndham Worldwide which could impact the trading price of our common stock.\n\nOur certificate of incorporation and by-laws and Delaware law contain provisions that are intended to deter coercive takeover practices and inadequate takeover bids by making such practices or bids unacceptably expensive and to encourage prospective acquirers to negotiate with our Board rather than to attempt a hostile takeover. These provisions include that stockholders do not have the right to act by written consent, rules regarding how stockholders may present proposals or nominate directors for election at stockholder meetings, the right of our Board to issue preferred stock without stockholder approval and limitations on the right of stockholders to remove directors. Delaware law also imposes restrictions on mergers and other business combinations between us and any holder of 15% or more of our outstanding common stock.\n\n# We cannot provide assurance that we will continue to pay dividends or purchase shares of our common stock under our stock repurchase program.\n\nThere can be no assurance that we will have sufficient cash or surplus under Delaware law to be able to continue to pay dividends or purchase shares of our common stock under our stock repurchase program. This may result from extraordinary cash expenses, actual expenses exceeding contemplated costs, funding of capital expenditures, increases in reserves or lack of available capital. Our Board may also suspend the payment of dividends or our stock repurchase program if the Board deems such action to be in the best interests of our stockholders. If we do not pay dividends, the price of our common stock must appreciate for you to realize a gain on your investment in Wyndham Worldwide. This appreciation may not occur and our stock may in fact depreciate in value.\n\n# We are responsible for certain of Cendant’s contingent and other corporate liabilities.\n\nUnder the separation agreement and the tax sharing agreement that we executed with Cendant (now Avis Budget Group) and former Cendant units, Realogy and Travelport, we and Realogy generally are responsible for 37.5% and 62.5%, respectively, of certain of Cendant’s contingent and other corporate liabilities and associated costs including certain contingent and other corporate liabilities of Cendant or its subsidiaries to the extent incurred on or prior to August 23, 2006. These liabilities include those relating to certain of Cendant’s terminated or divested businesses, the Travelport sale, certain Cendant-related litigation, actions with respect to the separation plan and payments under certain contracts that were not allocated to any specific party in connection with the separation.\n\nIf any party responsible for the liabilities described above were to default on its obligations, each non-defaulting party including Avis Budget would be required to pay an equal portion of the amounts in default. Accordingly, we could under certain circumstances be obligated to pay amounts in excess of our share of the assumed obligations related to such liabilities including associated costs. In accordance with the terms of the separation agreement, Realogy posted a letter of credit in April 2007 for our and Cendant’s benefit to cover its estimated share of the assumed liabilities discussed above although there can be no assurance that such letter of credit will be sufficient to cover Realogy’s actual obligations if they arise.\n\n# We may be required to write-off all or a portion of the remaining value of our goodwill or other intangibles of companies we have acquired.\n\nUnder generally accepted accounting principles we review our intangible assets, including goodwill, for impairment at least annually or when events or changes in circumstances indicate the carrying value may not be recoverable. Factors that may be considered a change in circumstances indicating that the carrying value of our goodwill or other intangible assets may not be recoverable include a sustained decline in our stock price and market capitalization, reduced future cash flow estimates and slower"} +{"pdf_name": "2901282_32.pdf", "language": "en", "markdown": "growth rates in our industry. We may be required to record a significant non-cash impairment charge in our financial statements during the period in which any impairment of our goodwill or other intangible assets is determined, negatively impacting our results of operations and stockholders’ equity.\n\n# ITEM 1B. UNRESOLVED STAFF COMMENTS\n\n# None.\n\n# ITEM 2. PROPERTIES\n\nOur corporate headquarters is located in a leased office at 22 Sylvan Way in Parsippany, New Jersey, which lease expires in 2029. We also have a leased office in Virginia Beach, Virginia for our Associate Service Center, which lease expires in 2019.\n\n# Wyndham Hotel Group\n\nThe main corporate operations of our hotel group business share office space in our corporate headquarters leased in Parsippany, New Jersey. Our hotel group business also leases space for its reservations centers and/or data warehouses in Phoenix, Arizona and Saint John, New Brunswick, Canada pursuant to leases that expire in 2020. In addition, our hotel group business has nine leases for office space in various countries outside the U.S. with varying expiration dates ranging between 2017 and 2021. Our hotel group business also has three leases for office space within the U.S. with varying expiration dates ranging between 2018 and 2020. All leases that are due to expire in 2017 are presently under review related to our ongoing requirements.\n\n# Wyndham Destination Network\n\nWyndham Destination Network has its main corporate operations in a leased office in Parsippany, New Jersey, which lease expires in 2029. Wyndham Destination Network also owns 30 properties, of which 20 are located in the U.S., five are located in Denmark, four are located in the U.K. and one is located in Mexico. Wyndham Destination Network has 175 leased offices that expire between 2017 through 2035, of which 83 are located in North America, 81 are located in Europe, eight are located in Latin America and three are located in Asia Pacific. All leases that are due to expire in 2017 are presently under review related to our ongoing requirements.\n\n# Wyndham Vacation Ownership\n\nOur vacation ownership business has its main corporate operations in Orlando, Florida pursuant to several leases, which begin to expire in 2025. Our vacation ownership business also has leased spaces in Redmond, Washington; Springfield, Missouri; Chicago, Illinois; Las Vegas, Nevada; and Bundall, Australia with various expiration dates. Our vacation ownership business leases space for administrative functions in Las Vegas, Nevada that expires in 2028 and in Northbrook, Illinois that expires in 2017. In addition, the vacation ownership business leases approximately 113 marketing and sales offices, of which approximately 96 are located throughout the U.S., nine are located in Australia, four are located in the Caribbean, three are located in Mexico, and one is located in Canada with varying expiration dates. All leases that are due to expire in 2017 are presently under review related to our ongoing requirements.\n\n# ITEM 3. LEGAL PROCEEDINGS\n\nWe are involved in various claims and lawsuits arising in the ordinary course of business, none of which, in the opinion of management, is expected to have a material adverse effect on our results of operations or financial condition. See Note 17 to the Consolidated Financial Statements for a description of claims and legal actions arising in the ordinary course of our business and Note 23 to the Consolidated Financial Statements for a description of our obligations regarding Cendant contingent litigation.\n\n# ITEM 4. MINE SAFETY DISCLOSURES\n\nNone."} +{"pdf_name": "9270294_149.pdf", "language": "en", "markdown": "
（二）所有者投入和减少资\n本3,213,639.00145,796,621.76143,181,094.97292,191,355.73
1．所有者投入的普通股3,213,639.00122,901,171.44126,114,810.44
2．其他权益工具持有者投\n入资本145,796,621.76145,796,621.76
3．股份支付计入所有者权\n益的金额20,279,923.5320,279,923.53
4．其他
（三）利润分配11,678,201.07-42,197,428.71-30,519,227.64
1．提取盈余公积11,678,201.07-11,678,201.07
2．对所有者（或股东）的\n分配-30,519,227.64-30,519,227.64
3．其他
（四）所有者权益内部结转
1．资本公积转增资本（或\n股本）
2．盈余公积转增资本（或\n股本）
3．盈余公积弥补亏损
4．设定受益计划变动额结\n转留存收益
5．其他综合收益结转留存\n收益
6．其他
（五）专项储备
"} +{"pdf_name": "9270294_150.pdf", "language": "en", "markdown": "
1．本期提取
2．本期使用
（六）其他13,348,406.9813,348,406.98
四、本期期末余额227,621,934.00145,796,621.76615,843,780.1959,279,645.41470,758,861.831,519,300,843.19
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
股本其他权益工具资本公积减：库存\n股其他综\n合收益专项储备盈余公积未分配利润其他所有者权益合计
优先\n股永续\n债其他
一、上年期末余额218,760,000.00206,550,566.7531,240,578.21262,051,719.52718,602,864.48
加：会计政策变更76,259.66686,336.95762,596.61
前期差错更正
其他
二、本年期初余额218,760,000.00206,550,566.7531,316,837.87262,738,056.47719,365,461.09
三、本期增减变动金额（减少以\n“－”号填列）5,648,295.00252,763,711.4916,284,606.47133,436,223.42408,132,836.38
（一）综合收益总额162,846,064.72162,846,064.72
（二）所有者投入和减少资本5,648,295.00252,763,711.49258,412,006.49
1．所有者投入的普通股5,648,295.00217,049,845.68222,698,140.68
2．其他权益工具持有者投入资本
3．股份支付计入所有者权益的金\n额35,713,865.8135,713,865.81
4．其他
"} +{"pdf_name": "20788755_259.pdf", "language": "en", "markdown": "# Glossary\n\n
“2021 AGM”the forthcoming annual general meeting of the Company to be held on \nTuesday, 24 August 2021 at 11:30 a.m. at 24/F, Admiralty Centre I, 18 Harcourt \nRoad, Hong Kong.
“ARR”average room rate.
“Articles”Articles of Association of the Company, as amended from time to time.
“Associate”has the meaning ascribed to it under the Listing Rules.
“AUD” or“A$”Australian Dollars, the lawful currency of Australia.
“BC Group” or “BCG”BC Investment Group Holdings Limited (formerly known as BC Group Holdings \nLimited), a company incorporated in the Cayman Islands and which is the \nholding company of BC Securities following the reorganisation referred to the \nannouncement of the Company dated 21 February 2019.
“BC Securities”BC Securities Pty Ltd, BC Finance Services Pty Ltd, BC Investment Group Pty \nLtd, BC Investment Group (HK) Limited, BC Securities (HK) Limited and their \nrespective subsidiaries, whose principal business is the provision of regulated \nfirst mortgage finance to international buyers of residential properties.
“BCG Business”international mortgage finance ldpatform uner the brand of BCG.
“Board”the board of Directors.
“BVI”the British Virilgn Isands.
“CAGR”compound annual growth rate.
“Care Park”Care Park Group Pty. Ltd., a company incorporated in Australia with limited \nliability, an indirect non wholly-owned Subsidiary.
“CBD”central business district.
“CG Code”Corporate Governance Code contained in Appendix 14 to the Listing Rules.
“Companies Law”Companies Law, Cap 22 (Law 3 of 1961, as consolidated and revised) of the \nCayman Islands.
“Company” or “FEC” or “FECIL”Far East Consortium International Limited, a company incorporated in the \nCayman Islands with limited liability, the shares of which are listed on the Main \nBoard of the Stock Exchange (stock code: 35).
“Controlling Shareholder”has the meaning ascribed to it under the Listing Rules.
“CTF”Chow Tai Fook Group.
“Czech”the Czech Republic.
“CZK”Czech Koruna, the lawful currency of Czech.
“Director(s)”the director(s) of the Company.
“Dorsett”Dorsett HosiiptaltIy nternational Limited (formerly know as Kosmopolito Hotels \nInternational Limited), a company incorporated in the Cayman Islands and a \nlisted subsidiary of the Company until it was privatized (previous stock code: \n2266) and became an indirect wholly-owned Subsidiary in October 2015.
“Dorsett Group”Dorsett and its subsidiaries.
“Dorsett Share Option Scheme”the share option scheme of Dorsett adopted on 10 September 2010.
"} +{"pdf_name": "20788755_260.pdf", "language": "en", "markdown": "
“EBITDA”earnings before interest, taxes, depreciation, and amortisation.
“ESG”Environmental, Social and Governance.
“EUR”Euro, the lawful currency of the eurozone.
“FECIL Share Option Schemes”the share option schemes of the Company adopted pursuant to the resolutions \npassed by the Shareholders on 28 August 2002 and 31 August 2012.
“FEV”Far East Vault.
“FY”financial year ended/ending 31 March.
“F&B”food and beverage.
“GBP” or“£”pounds sterling, the lawful currency of the United Kindgom.
“GDV”gross development value.
“GFA”gross floor area.
“Group”the Company and its Subsidiaries.
“HK$”Hong Kong Dollars, the lawful currency of Hong Kong.
“HKICPA”the Hong Kong Institute of Certified Public Accountants.
“HKIRA”the Hong Kong Investor Relations Association.
“Hong Kong” or “HK” or “HKSAR”the Hong Kong Special Administrative Reifgon o the PRC.
“LC”local currency.
“Listing Rules”the Rules Governing the Listing of Securities on the Stock Exchange.
“Mayland”Malaysia Land Properties Sdn. Bhd..
“MCC”Manchester City Council.
“Model Code”Model Code for Securities Transactions by Directors of Listed Issuers set out \nin Appendix 10 of the Listing Rules.
“MOU”Memorandum of understanding.
“MYR”Malaysian Rinihggt, te lawful currencMy of alaysia.
“Notes”the notes issued under the US$1,000,000,000 medium term note programme \nof FEC Finance Limited unconditionally and irrevocably guaranteed by the \nCompany.
“OCC”overall occupancy rate.
“Perpetual Capital Notes”the senior perpetual cailpta notes issued under the US$1,000,000,000 medium \nterm note programme of FEC Finance Limited unconditionally and irrevocably \nguaranteed by the Company.
“PRC” or “Mainland China” or \n“China”other reihPgons in te eolpe’s Rebpulic of China, and for the purpose of this \nannual report and unless otherwise stated, references in this annual report to \nthe PRC, Mainland China or China do not include Taiwan, Hong Kong or Macau \nSpecial Administrative Reion of the PRCg.
"} +{"pdf_name": "9323904_128.pdf", "language": "en", "markdown": "
项目2021 年度
股本其他权益工具资本公积减：库存股其他综合收\n益专项储\n备盈余公积未分配利润其\n他所有者权益合计
优先 \n股永续\n债其\n他
其他------------
二、本年期初余额410,314,245.00---742,826,485.55---8,368,315.6612,087,132.39-1,173,596,178.60
三、本期增减变动金额（减少以“－”号填\n列）101,960,000.00---206,896,270.66---8,470,121.8576,231,096.68-393,557,489.19
（一）综合收益总额---------84,701,218.53-84,701,218.53
（二）所有者投入和减少资本101,960,000.00---206,896,270.66------308,856,270.66
1．所有者投入的普通股101,960,000.00---206,896,270.66------308,856,270.66
2．其他权益工具持有者投入资本------------
3．股份支付计入所有者权益的金额------------
4．其他------------
（三）利润分配--------8,470,121.85-8,470,121.85--
1．提取盈余公积--------8,470,121.85-8,470,121.85--
2．对所有者（或股东）的分配------------
3．其他------------
（四）所有者权益内部结转------------
1．资本公积转增资本（或股本）------------
2．盈余公积转增资本（或股本）------------
3．盈余公积弥补亏损------------
4．设定受益计划变动额结转留存收益------------
5．其他综合收益结转留存收益------------
"} +{"pdf_name": "9323904_129.pdf", "language": "en", "markdown": "
项目2021 年度
股本其他权益工具资本公积减：库存股其他综合收\n益专项储\n备盈余公积未分配利润其\n他所有者权益合计
优先 \n股永续\n债其\n他
6．其他------------
（五）专项储备------------
1．本期提取------------
2．本期使用------------
（六）其他------------
四、本期期末余额512,274,245.00---949,722,756.21---16,838,437.5188,318,229.07-1,567,153,667.79
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
股本其他权益工具资本公积减：库存股其他综合收\n益专项储\n备盈余公积未分配利润其\n他所有者权益合计
优先\n股永续\n债其\n他
一、上年期末余额410,314,245.00---742,826,485.55---7,577,479.324,969,605.351,165,687,815.22
加：会计政策变更------------
前期差错更正------------
其他------------
二、本年期初余额410,314,245.00---742,826,485.55---7,577,479.324,969,605.35-1,165,687,815.22
三、本期增减变动金额（减少以“－”号填列）--------790,836.347,117,527.04-7,908,363.38
（一）综合收益总额---------7,908,363.38-7,908,363.38
（二）所有者投入和减少资本------------
"} +{"pdf_name": "20734150_345.pdf", "language": "en", "markdown": "# (q) Quorum for meetings and separate class meetings\n\nNo business shall be transacted at any general meeting unless a quorum is present when the meeting proceeds to business, but the absence of a quorum shall not preclude the appointment of a chairman.\n\nSave as otherwise provided by the Articles the quorum for a general meeting shall be two members present in person (or, in the case of a member being a corporation, by its duly authorised representative) or by proxy and entitled to vote. In respect of a separate class meeting (other than an adjourned meeting) convened to sanction the modification of class rights the necessary quorum shall be two persons holding or representing by proxy not less than one-third in nominal value of the issued shares of that class.\n\nA corporation being a member shall be deemed for the purpose of the Articles to be present in person if represented by its duly authorised representative being the person appointed by resolution of the directors or other governing body of such corporation to act as its representative at the relevant general meeting of our Company or at any relevant general meeting of any class of members of our Company.\n\n# (r) Rights of the minorities in relation to fraud or oppression\n\nThere are no provisions in the Articles relating to rights of minority shareholders in relation to fraud or oppression. However, certain remedies are available to shareholders of our Company under Cayman law, as summarised in paragraph 3(f) of this Appendix.\n\n# (s) Procedures on liquidation\n\nA resolution that our Company be wound up by the court or be wound up voluntarily shall be a special resolution.\n\nSubject to any special rights, privileges or restrictions as to the distribution of available surplus assets on liquidation for the time being attached to any class or classes of shares (i) if our Company shall be wound up and the assets available for distribution amongst the members of our Company shall be more than sufficient to repay the whole of the capital paid up at the commencement of the winding up, the excess shall be distributed pari passu amongst such members in proportion to the amount paid up on the shares held by them respectively and (ii) if our Company shall be wound up and the assets available for distribution amongst the members as such shall be insufficient to repay the whole of the paid-up capital, such assets shall be distributed so that, as nearly as may be, the losses shall be borne by the members in proportion to the capital paid up, or which ought to have been paid up, at the commencement of the winding up on the shares held by them respectively.\n\nIf our Company shall be wound up (whether the liquidation is voluntary or by the court) the liquidator may, with the authority of a special resolution and any other sanction required by the Companies Law divide among the members in specie or kind the whole or any part of the assets of our Company whether the assets shall consist of property of one kind or shall consist of properties of"} +{"pdf_name": "20734150_346.pdf", "language": "en", "markdown": "different kinds and the liquidator may, for such purpose, set such value as he deems fair upon any one or more class or classes of property to be divided as aforesaid and may determine how such division shall be carried out as between the members or different classes of members. The liquidator may, with the like authority, vest any part of the assets in trustees upon such trusts for the benefit of members as the liquidator, with the like authority, shall think fit, but so that no contributory shall be compelled to accept any shares or other property in respect of which there is a liability.\n\n# (t) Untraceable members\n\nPursuant to the Articles, our Company may sell any of the shares of a member who is untraceable if (i) all cheques or warrants in respect of dividends of the shares in question (being not less than three in total number) for any sum payable in cash to the holder of such shares have remained uncashed for a period of 12 years; (ii) upon the expiry of the 12 year period, our Company has not during that time received any indication of the existence of the member; and (iii) our Company has caused an advertisement to be published in accordance with the rules of the Designated Stock Exchange (as defined in the Articles) giving notice of its intention to sell such shares and a period of three (3) months, or such shorter period as may be permitted by the Designated Stock Exchange (as defined in the Articles), has elapsed since the date of such advertisement and the Designated Stock Exchange (as defined in the Articles) has been notified of such intention. The net proceeds of any such sale shall belong to our Company and upon receipt by our Company of such net proceeds, it shall become indebted to the former member of our Company for an amount equal to such net proceeds.\n\n# (u) Subscription rights reserve\n\nThe Articles provide that to the extent that it is not prohibited by and is in compliance with the Companies Law, if warrants to subscribe for shares have been issued by our Company and our Company does any act or engages in any transaction which would result in the subscription price of such warrants being reduced below the par value of a share, a subscription rights reserve shall be established and applied in paying up the difference between the subscription price and the par value of a share on any exercise of the warrants.\n\n# 3. CAYMAN ISLANDS COMPANY LAW\n\nOur Company is incorporated in the Cayman Islands subject to the Companies Law and, therefore, operates subject to Cayman law. Set out below is a summary of certain provisions of Cayman company law, although this does not purport to contain all applicable qualifications and exceptions or to be a complete review of all matters of Cayman company law and taxation, which may differ from equivalent provisions inj urisdictions with which interested parties may be more familiar:\n\n# (a) Operations\n\nAs an exempted company, our Company’s operations must be conducted mainly outside the Cayman Islands. Our Company is required to file an annual return each year with the Registrar of Companies of the Cayman Islands and pay a fee which is based on the amount of its authorised share capital."} +{"pdf_name": "11746184_3.pdf", "language": "en", "markdown": "# 1.2. Statement of the main result. We are now prepared to state our main result.\n\nTheorem 1.1. Let 3 \\( < p < \\) 5 and \\( \\begin{array} { r } { \\frac { p - 1 } { p + 1 } < s < 1 } \\end{array} \\). For real-valued \\( f = ( f _ { 1 } , f _ { 2 } ) \\in H _ { x } ^ { s } ( \\mathbb { R } ^ { 3 } ) \\ \\times \\)\\( H _ { x } ^ { s - 1 } ( \\mathbb { R } ^ { 3 } ) \\), let \\( f ^ { \\omega } = ( f _ { 1 } ^ { \\omega } , f _ { 2 } ^ { \\omega } ) \\) be the randomized initial data defined in (1.1) and let \\( u _ { f } ^ { \\omega } \\) be the free wave evolution (1.1) of \\( f ^ { \\omega } \\). Then for almost every \\( \\omega \\in { \\Omega } \\), there exists a unique global solution\n\n\\[ ( 8 ) \\qquad \\qquad \\qquad \\qquad ( u , \\partial _ { t } u ) \\in ( u _ { f } ^ { \\omega } , \\partial _ { t } u _ { f } ^ { \\omega } ) + C \\bigl ( \\mathbb { R } ; H _ { x } ^ { 1 } ( \\mathbb { R } ^ { 3 } ) \\times L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) \\bigr ) \\]\n\nto the nonlinear wave equation\n\n\\[ \\begin{array} { r l } { ( 9 ) \\qquad \\qquad \\qquad \\qquad \\qquad } & { { } \\left\\{ - \\partial _ { t } ^ { 2 } u + \\Delta u = | u | ^ { p - 1 } u ~ o n ~ \\mathbb { R } \\times \\mathbb { R } ^ { 3 } , \\right. } \\\\ { \\left. ( u , \\partial _ { t } u ) | _ { t = 0 } = ( f _ { 1 } ^ { \\omega } , f _ { 2 } ^ { \\omega } ) . \\right. } \\end{array} \\]\n\nHere, uniqueness holds in the sense that upon writing\n\n\\[ ( u , \\partial _ { t } u ) = ( u _ { f } ^ { \\omega } , \\partial _ { t } u _ { f } ^ { \\omega } ) + ( v , \\partial _ { t } v ) , \\]\n\nthere exists a unique global solution\n\n\\[ ( v , \\partial _ { t } v ) \\in C \\big ( \\mathbb { R } ; H _ { x } ^ { 1 } ( \\mathbb { R } ^ { 3 } ) \\big ) \\cap L _ { t , l o c } ^ { \\frac { 2 p } { p - 3 } } L _ { x } ^ { 2 p } \\big ( \\mathbb { R } \\times \\mathbb { R } ^ { 3 } \\big ) \\times C \\big ( \\mathbb { R } ; L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) \\big ) \\]\n\nto the forced nonlinear wave equation\n\n\\[ \\quad ( 1 0 ) \\qquad \\qquad \\qquad \\qquad \\left\\{ - \\partial _ { t } ^ { 2 } v + \\Delta v = | u _ { f } ^ { \\omega } + v | ^ { p - 1 } ( u _ { f } ^ { \\omega } + v ) ~ o n ~ \\mathbb { R } \\times \\mathbb { R } ^ { 3 } , \\right. \\]\n\nRemark 1.2. In contrast to the mild uniqueness of the authors’ previous work [25, The-orem 1.1], Theorem 1.1 yields the more standard notion of uniqueness for solutions to semilinear wave equations, compare with [25, Remark 4.3]. Moreover, the threshold for the allowable regularity in Theorem 1.1 has been significantly lowered as compared to that in[25, Theorem 1.1]. In particular, we prove the existence of global solutions for initial data at super-critical regularities for all 3 \\( < p < \\) 5, see Figure 1.1.\n\nWhile the randomization (1.1) does not regularize at the level of Sobolev spaces, the free evolution of the randomized initial data (1.1) almost surely satisfies better space-time integrability properties. For this reason one can show that the nonlinear component of the solution lies in a better space, in this case \\( H _ { x } ^ { 1 } ( \\mathbb { R } ^ { 3 } ) \\times L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) \\), by constructing local solutions via a fixed point argument centered at the free evolution \\( u _ { f } ^ { \\omega } \\). We will see that to conclude global existence, it suffices to control the growth of the \\( H _ { x } ^ { 1 } ( \\mathbb { R } ^ { 3 } ) \\times L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) \\) norm of the nonlinear component of the solution. The main novelty of this paper is the derivation of probabilistic growth estimates for the modified energy functional\n\n\\[ \\quad ( 1 1 ) \\qquad \\qquad E ( v ) = \\int _ { \\mathbb { R } ^ { 3 } } { \\frac { 1 } { 2 } } | \\nabla _ { x } v | ^ { 2 } + { \\frac { 1 } { 2 } } | \\partial _ { t } v | ^ { 2 } + { \\frac { 1 } { 2 } } | v | ^ { 2 } + { \\frac { 1 } { p + 1 } } | u _ { f } ^ { \\omega } + v | ^ { p + 1 } \\, d x \\]\n\nfor 3 \\( < p < \\) 5, where v is the nonlinear component of the solution to (1). Consequently, we will be able to conclude that almost surely, we have the necessary control to extend the local solutions that we construct to global ones.\n\nWe consider this modified energy functional for two reasons. The first is that the appear-ance of the free evolution of the randomized initial data in the potential term creates an"} +{"pdf_name": "11746184_4.pdf", "language": "en", "markdown": "Figure 1.1. The dashed line is the critical regularity \\( \\textstyle s _ { c } = { \\frac { 3 } { 2 } } - { \\frac { 2 } { p - 1 } } \\). The solid line is the threshold for the exponent s in Theorem 1.1. The dotted line is the threshold from the authors’ previous result in [25, Theorem 1.1].\n\nimportant cancellation when computing the time derivative of the energy functional. Sec-ond, we need the appearance of the \\( L _ { x } ^ { 2 } \\) term in the energy in order to be able to estimate for 0 \\( < \\sigma < \\) 1,\n\n\\[ \\| | \\nabla | ^ { \\sigma } v | | _ { L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) } ^ { 2 } \\lesssim \\| v \\| _ { L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) } ^ { 2 } + \\| \\nabla _ { x } v \\| _ { L _ { x } ^ { 2 } ( \\mathbb { R } ^ { 3 } ) } ^ { 2 } \\lesssim E ( v ) . \\]\n\nPreviously, energy methods for random data problems were used by Nahmod, Pavlovic´and Staffilani [26] in the context of the periodic Navier-Stokes equation in two and three dimensions and by Burq and Tzvetkov for the three-dimensional periodic defocusing cubic nonlinear wave equation [12]. Pocovnicu [29] and Oh and Pocovnicu [27] used probabilistic energy bounds in conjunction with a probabilistic perturbation theory for the energy critical nonlinear wave equation.\n\nRemark 1.3. Our proof of the probabilistic energy estimates is inspired by the quintic case in [27], with some important differences. In [27], Oh and Pocovnicu only consider frequency truncated random initial data and show that almost surely the corresponding solutions satisfy energy bounds uniformly in the truncation parameter, which allows one to construct solutions using probabilistic perturbation theory. Instead, we study the Cauchy problem with super-critical random initial data directly. To do so we make use of the observation that although the term \\( \\partial _ { t } u _ { f } ^ { \\omega } \\in H _ { x } ^ { s - 1 } ( \\mathbb { R } ^ { 3 } ) \\) appears when taking the time derivative of our energy functional, this expression is always paired with a term at regularity \\( H _ { x } ^ { 1 - s } ( \\mathbb { R } ^ { 3 } ) \\). We therefore have no problem achieving the necessary bounds to close our Gronwall argument, see the proof of Proposition 3.2 below for more details. Additionally, the presence of non-algebraic nonlinearities introduces some complications in our estimates. To overcome this difficulty, a more careful analysis using the fractional chain rule and interpolation in Sobolev spaces is necessary.\n\nRemark 1.4. Our proof does not yield any improvement at \\( p \\) = 3. However, this case can be treated exactly as in the periodic case in [12] using the energy functional"} +{"pdf_name": "9266881_244.pdf", "language": "en", "markdown": "since the date when the companies first came under the control of our Controlling Shareholders, whichever is the shorter period, in a manner similar to the principles of merger accounting under Hong Kong Accounting Guideline 5 “Merger Accounting for Common Control Combination” issued by the HKICPA.\n\nInter-company transactions, balances and unrealized gains/losses on transactions between group companies are eliminated on combination.\n\n# CRITICAL ACCOUNTING POLICIES AND ESTIMATES\n\nThe preparation of our consolidated financial information requires us to make significant estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities and their accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these significant assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amounts of the assets and liabilities affected in the future. We have identified below the accounting policies that we believe are the most critical to our consolidated financial information and that involve the most significant estimates.\n\n# Early adoption of IFRS 9\n\nFor the purpose of the preparation of our financial information for the years ended December 31, 2016, 2017 and 2018 and the six months ended June 30, 2019, we have adopted IFRS 9 “Financial Instruments” since January 1, 2016. The impacts on the financial information upon the adoption of IFRS 9 are considered material due to classification and measurement as explained in detail below:\n\nAvailable-for-sale investment under IAS 39 were classified to financial assets at fair value through profit or loss and financial assets designated at fair value through other comprehensive income under IFRS 9. Accordingly, unquoted equity investments stated as cost less impairment loss under IAS 39 are stated with fair value under IFRS 9. The investments were measured at fair value through profit or loss at the end of each reporting period, with a corresponding gain on change in fair value of US\\$17,948,000, US\\$5,675,000, US\\$742,000 and US\\$5,988,000, respectively, credited to other income and gains in 2016, 2017, 2018 and the six months ended June 30, 2019, respectively. The equity investments were irrevocably designated at fair value through other comprehensive income at the end of each reporting period as our Group considers these investments to be strategic in nature. The fair value changes in these investments resulted in a loss (net of tax) amounting to US\\$6,446,000 in 2016, a gain (net of tax) amounting to US\\$4,759,000 and US\\$4,287,000 in 2017 and 2018, and nil in the six months ended June 30, 2019, respectively, as recorded in other comprehensive income.\n\n# Early adoption of IFRS 15\n\nFor the purpose of preparation of our financial information for the years ended December 31, 2016, 2017 and 2018 and the six months ended June 30, 2019, we have adopted IFRS 15 “Revenue from Contracts with Customers” since January 1, 2016. Except for changes in certain reporting items caused by reclassification, there is no material impact on our financial information due to the adoption of IFRS 15.\n\n# Early adoption of IFRS 16\n\nIFRS 16 supersedes IAS 17 “Leases”, IFRIC 4 “Determining Whether an Arrangement Contains a Lease”, SIC-15 “Operating Leases-Incentives” and SIC-27 “Evaluating the Substance of"} +{"pdf_name": "9266881_245.pdf", "language": "en", "markdown": "Transactions Involving the Legal Form of a Lease”. The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for most leases under a single on-balance sheet model.\n\nLessor accounting under IFRS 16 is substantially unchanged from IAS 17. Lessors will continue to classify leases as either operating or finance leases using similar principles as in IAS 17. Therefore, IFRS 16 does not have an impact on leases where our Group is the lessor.\n\nWe adopted IFRS 16 using the full retrospective method since the beginning of the Track Record Period. We elected to use the transition practical expedient allowing the standard to be applied only to contracts that were previously identified as leases applying IAS 17 and IFRIC 4 at the date of initial application. We also elected to use the recognition exemptions for lease contracts that, at the commencement date, have a lease term of 12 months or less and do not contain a purchase option, and lease contracts for which the underlying asset is of low value. Based on the historical financial information, our management believes that the adoption of IFRS 16 has a significant impact on the absolute amount of the total assets and total liabilities, but does not have a significant impact on our financial position and performance compared to those prepared under IAS 17.\n\n# Revenue recognition\n\n# Revenue from contracts with customers\n\nRevenue from contracts with customers is recognized when control of goods or services is transferred to the customers at an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services.\n\nWhen the consideration in a contract includes a variable amount, the amount of consideration is estimated to which we will be entitled in exchange for transferring the goods or services to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognized will not occur when the associated uncertainty with the variable consideration is subsequently resolved.\n\nWhen the contract contains a financing component which provides the customer a significant benefit of financing the transfer of goods or services to the customer for more than one year, revenue is measured at the present value of the amount receivable, discounted using the discount rate that would be reflected in a separate financing transaction between us and the customer at contract inception. When the contract contains a financing component which provides us a significant financial benefit for more than one year, revenue recognized under the contract includes the interest expense accreted on the contract liability under the effective interest method. For a contract where the period between the payment by the customer and the transfer of the promised goods or services is one year or less, the transaction price is not adjusted for the effects of a significant financing component, using the practical expedient in IFRS 15.\n\nRevenue from the sale of products is recognized at the point in time when control of the asset is transferred to the customer, generally on delivery of the products.\n\nSome contracts for the sale of products provide customers with rights of return and sales rebate. We provide extended warranties which are accounted for as service-type warranties. The rights of return, sales rebates give rise to variable consideration. Consideration payable to a customer also"} +{"pdf_name": "8360896_51.pdf", "language": "en", "markdown": "realized paperless process of electronic bidding, reducing paper documents and supporting green environmental protection. The Bank conscientiously implemented the low toxicity, less pollution, energy conservation and emission reduction strategy. In purchasing office furniture and other supplies across the Bank, it included such indicators as environmental protection and energy conservation in the evaluation system, supporting green industries with actions.\n\nThe Bank strengthened development driven by science and technology. The social, digital procurement platform Longjicai integrates enterprise procurement, electronic bidding and e-commerce procurement, and introduces advanced technologies such as AI, big data and cloud computing to effectively control procurement risk. It uses the knowledge graph analysis technique to precisely describe the association of suppliers, and effectively identifies suppliers’ bid rigging with the help of automatic comparison technique. By effectively combining purchase regulations and procedures and technological means, it forms a fair and impartial procurement platform and empowers the society.\n\nDuring the pandemic, the Bank promoted online procurement and adopted remote negotiation (bidding) and review. In particular, when signing a procurement contract with a small or medium-sized enterprise, the Bank strictly implemented the requirements on payment term, payment conditions, proportion of security deposit, overdue interest, etc. as specified in the Payment Regulations for Small and Medium-sized Enterprises, to truly protect SMEs’ legitimate rights and interests.\n\n# Serial B6: Product responsibility\n\nCCB carries out national policies on protection of intellectual property (IP) rights and pays attention to IP creation, application, protection and management. According to CCB’s rules and regulations on IP management, the Bank applies for IP rights, including patents, trademarks, etc. in time to protect the legitimate rights and interests derived from various innovations of the Bank. It is also committed to fully respecting the IP rights of others and preventing risks of IP infringement. No major IP infringement incident occurred during the year.\n\nThe Bank has formulated and issued the Measures for Data Risk Management of China Construction Bank (Version 2020), Management Rules on Security of Production Data Application of China Construction Bank (Version 2020), Management Measures on Personal Customers ’ Information of China Construction Bank (Version 2019), etc. to fully safeguard personal information security of customers.\n\n# Protection of Consumers’ Rights and Interests\n\n# 1. Strengthening top-level design\n\nThe Bank fully implemented the requirements of the Measures of the People’s Bank of China for the Protection of Financial Consumer Rights and the Guidelines on Strengthening the Development of Consumer Rights and Interests Protection System and Mechanism in Banking and Insurance Institutions issued by the CBIRC. It formulated the work plan for protection of consumers’ rights and interests. In line with the principles of unified planning and step-by-step implementation, the Bank improved the level of refined and intelligent management of the protection work of consumers’ rights and interests across the board, by strengthening basic management, enhancing compliant management, standardizing consumer protection review, planning publicity and education as a whole, etc. The Bank carried out the digital construction"} +{"pdf_name": "8360896_52.pdf", "language": "en", "markdown": "project for the protection work of consumers’ rights and interests, further advanced systematic, standard management of consumer protection work, continued to improve the technological support for consumer protection work, and made contributions to practices of New Finance.\n\n# 2. Improving rules and polices\n\nThe Bank formulated the Management Measures for Consumer Protection Work of China Construction Bank, and helped realize scientific and standard management of the Group’s consumer protection work. The Bank developed the Management Measures for Consumer Protection Review of China Construction Bank, and established the consumer protection review system, which has further defined the subject, scope, process, etc. of consumer protection review, to ensure the products and services provided to consumers are subject to consumer protection review before appearing on the market, and identify and warn about risks to protect consumers’ eight rights and interests. The Bank strove to do well in prevention, so as to better protect consumers’ legitimate rights and interests from the source.\n\n# 3. Implementing management in key fields\n\nThe Bank strictly implemented the regulators’ requirements of recording and filming sale of wealth management products. At the end of November 2017, the Bank already realized integrated management of “recording and filming” systems in 37 branches across the country and embedded “recording and filming” in business transaction processes, to safeguard consumers’ financial transaction security.\n\nThe Bank strengthened consumer protection review compliance management. First, the Bank included consumer protection review into the internal control evaluation system, attached equal importance to online and offline channels, and started risk control procedures earlier than before. Second, the Bank stressed review of the Bank’s performance of responsibilities, and enhanced suitability management in the selling process, to provide suitable products and services to suitable customers. The Bank strengthened employee behavior management, requiring employees not to exaggerate return, give false advertising or bundle any product in sales but to fully disclose product and service risks and strictly fulfill sellers’ duties. Third, the Bank strengthened consumer protection supervision and evaluation of intermediaries and third party institutions, included consumer protection requirements into the access and delisting criteria of intermediaries and third party institutions, and specified such requirements in the cooperation agreements, to prevent transmission of external risks to the Bank.\n\n# 4. Deepening special training\n\nThe Bank strengthened deep integration of consumer protection concepts and business, organized training of consumer protection specialists, and enhanced the initiative of business departments to support and participate in consumer protection work. It reasonably designed products and services from the perspective of consumer protection, and embedded consumer protection concepts and requirements in the whole business management process from ex ante management to in-process management to ex post management. The Bank further intensified training of the entire staff on consumer protection work. On the basis of continuing to conducting bank-wide training on consumer protection, it urged branches to include consumer protection into new employees’ induction training, business training, etc., in a bid to realize the training objectives of “covering all employees” step by step, and ensure effective transmission of policies and requirements."} +{"pdf_name": "11758618_81.pdf", "language": "en", "markdown": "
Notes20162015
RMB’000RMB’000
Revenue5466,241397,064
Cost of sales(139,549)(77,138)
Gross profit326,692319,926
Other income and gain513,40715,008
Selling and distribution expenses(131,905)(90,054)
Administrative expenses(85,385)(59,488)
Other expenses(3,719)(1,212)
Share of profit of a joint venture426327
Profit before tax119,516184,507
Income tax expense9(28,870)(45,557)
Profit for the year90,646138,950
Other comprehensive income
Other comprehensive income to be reclassified to profit or loss in\nsubsequent periods, after tax
Exchange differences on translation of foreign operations8,496804
Total comprehensive income for the year99,142139,754
Profit attributable to:
Owners of the parent87,232136,233
Non-controlling interests3,4142,717
Profit for the year90,646138,950
Total comprehensive income attributable to:
Owners of the parent92,750136,558
Non-controlling interests6,3923,196
99,142139,754
RMBRMB
Earnings per share attributable to \nordinary equity holders of the parent:
— Basic and diluted1110 cents16 cents
"} +{"pdf_name": "11758618_82.pdf", "language": "en", "markdown": "
Notes20162015
RMB’000RMB’000
Non-current assets
Property, plant and equipment1270,69537,149
Prepaid land lease payments1310,71010,957
Goodwill14153,38754,096
Other intangible assets1577,57519,350
Investment in a joint venture166,3048,069
Deferred tax assets2413,0855,839
Pledged deposit301,2161,146
Other non-current assets317,2972,671
340,269139,277
Current assets
Inventories1775,17769,990
Trade receivables1839,67426,430
Prepaid land lease payments13247247
Prepayments, deposits and other receivables199,99611,413
Other current assets–76
Pledged deposits367–
Cash and cash equivalents20517,934532,326
643,395640,482
Total assets983,664779,759
Current liabilities
Trade payables2115,53812,574
Other payables and accruals2251,34625,874
Tax payables18,02020,908
84,90459,356
Net current assets558,491581,126
Total assets less current liabilities898,760720,403
"} +{"pdf_name": "20783986_132.pdf", "language": "en", "markdown": "
Note20202019\n(Note)
$’000$’000
Non-current assets
Goodwill99,016,5078,788,319
Intaniblge assets104,200,6444,638,643
Property, lipant and equpment114,112,2604,341,590
Investment properties11206,800222,041
Rihfgt-o-use assets11(c)886,709–
Customer acquisition and retention costs15595,149598,030
Contract assets16(a)–4,740
Interest in an associate134,438–
Interest in joint ventures139,3879,429
Deferred tax assets2791,258–
Finance lease receivables6,534–
Other non-current assets1481,01232,105
19,210,69818,634,897
Current assets
Inventories15154,64129,168
Trade receivables17(a)1,356,935557,439
Other receivables, deposits and prepayments17(a)359,458240,894
Finance lease receivables1,253–
Contract assets16(a)303,839241,717
Amounts due from joint ventures2319,60015,093
Tax recoverable26717–
Financial assets at fair value throuhfig prot or loss17(b)40,517–
Cash and cash equivalents18676,457662,816
2,913,4171,747,127
Current liabilities
Trade payables19830,805365,976
Other payables and accrued charges — current portion191,240,907907,317
Contract liabilities — current portion16(b)706,827219,763
Deposits received76,04972,443
Obligations under grantinhg of rigts — current portion289,0249,024
Amount due to an associate234,438–
Amounts due to joint ventures2310,75010,750
Contingent consideration — current portion29–1,371
Bank and other borrowings201,310,667–
Lease liabilities — current portion21234,258–
Tax payable26199,521158,480
Other current liabilities248,704–
4,631,9501,745,124
Net current (liabilities)/assets(1,718,533)2,003
Total assets less current liabilities17,492,16518,636,900
"} +{"pdf_name": "20783986_133.pdf", "language": "en", "markdown": "
Note20202019
(Note)
$’000$’000
Non-current liabilities
Other payables and accrued charges — long-term portion1987,677143,600
Contract liabilities — long-term portion16(b)219,939187,690
Obligations under grantinhig of rigts — long-term porton286,77115,795
Deferred tax liabilities271,033,4471,131,440
Contingent consideration — long-term portion29–28,278
Lease liabilities — long-term portion21445,804–
Provision for reinstatement costs67,32050,146
Bank and other borrowings205,018,3684,454,253
Senior notes224,101,8475,169,137
Other non-current liabilities2450,493–
11,031,66611,180,339
NET ASSETS6,460,4997,456,561
CAPITAL AND RESERVES
Share cailpta30(c)132132
Reserves6,460,3677,456,429
Total equity attributable to equity shareholders of the Company6,460,4997,456,561
Non-controlling interests––
TOTAL EQUITY6,460,4997,456,561
\n\nNote: The Group has initially applied HKFRS 16 at 1 September 2019 using the modified retrospective approach. Under this approach, comparative information is not restated. See note 1(c).\n\nApproved and authorised for issue by the board of directors on 29 October 2020.\n\n
Chu Kwong YEUNG)\n)\n)\n)\n)\n)\n)\n) Directors
Ni Quiaque LAI
"} +{"pdf_name": "20781193_226.pdf", "language": "en", "markdown": "There were no financial instruments recorded at fair value on a recurring basis classified in Level 3 of the valuation hierarchy in 2017.\n\nThe table below includes a roll forward of the balance sheet amount for the year ended Dec. 31, 2016 (including the change in fair value), for financial instruments classified in Level 3 of the valuation hierarchy.\n\nFair value measurements for assets using significant unobservable inputs\n\n
(in millions)Loans
Fair value at Dec. 31, 2015 $ —
Transfers into Level 319
Total gains for the period included in earnings (a)2
Purchases, issuances and sales:
Purchases113
Issuances1
Sales(135)
Fair value at Dec. 31, 2016 $ —
Change in unrealized gains for the period included in\nearnings for assets held at the end of the reporting\nperiod$ —
\n\n(a) Reported in investment and other income.\n\n# Assets and liabilities measured at fair value on a nonrecurring basis\n\nUnder certain circumstances, we make adjustments to fair value our assets, liabilities and unfunded lending-related commitments although they are not measured at fair value on an ongoing basis. An example would be the recording of an impairment of an asset.\n\nThe following tables present the financial instruments carried on the consolidated balance sheet by caption and by level in the fair value hierarchy as of Dec. 31, 2017 and Dec. 31, 2016, for which a nonrecurring change in fair value has been recorded during the years ended Dec. 31, 2017 and Dec. 31, 2016.\n\nAssets measured at fair value on a nonrecurring basis at Dec. 31, 2017\n\n
(in millions)Level 1 Level 2 Level 3Total\ncarriyng\nvalue
Loans (a)$ — $ 73 $ 6 $ 79
Other assets (b)—4—4
Total assets at fair\nvalue on a\nnonrecurring basis$ — $ 77 $ 6 $ 83
\n\nAssets measured at fair value on a nonrecurring basis at Dec. 31, 2016\n\n
(in millions)Level 1 Level 2 Level 3Total\ncarriyng\nvalue
Loans (a)$ — $ 84 $ 7 $ 91
Other assets (b)—4—4
Total assets at fair\nvalue on a\nnonrecurring basis$ — $ 88 $ 7 $ 95
\n\n(a) During the years ended Dec. 31, 2017 and Dec. 31, 2016, the fair value of these loans decreased \\$1 million and \\$2 million, respectively, based on the fair value of the underlying collateral based on guidance in ASC 310, Receivables, with an offset to the allowance for credit losses.\n\n(b) Includes other assets received in satisfaction of debt.\n\n# Estimated fair value of financial instruments\n\nThe carrying amounts of our financial instruments (i.e., monetary assets and liabilities) are determined under different accounting methods - see Note 1 of the Notes to Consolidated Financial Statements. The following disclosure discusses these instruments on a uniform fair value basis. However, active markets do not exist for a significant portion of these instruments. For financial instruments where quoted prices from identical assets and liabilities in active markets do not exist, we determine fair value based on discounted cash flow analysis and comparison to similar instruments. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Other judgments would result in different fair values. The fair value information supplements the basic financial statements and other traditional financial data presented throughout this report.\n\nA summary of the practices used for determining fair value and the respective level in the valuation hierarchy for financial assets and liabilities not recorded at fair value follows.\n\n# Interest-bearing deposits with the Federal Reserve and other central banks and interest-bearing deposits with banks\n\nThe estimated fair value of interest-bearing deposits with the Federal Reserve and other central banks is equal to the book value as these interest-bearing deposits are generally considered cash equivalents. These instruments are classified as Level 2 within the valuation hierarchy. The estimated fair value of interest-bearing deposits with banks is generally determined using discounted cash flows and duration"} +{"pdf_name": "20781193_227.pdf", "language": "en", "markdown": "of the instrument to maturity. The primary inputs used to value these transactions are interest rates based on current LIBOR market rates and time to maturity. Interest-bearing deposits with banks are classified as Level 2 within the valuation hierarchy.\n\n# Federal funds sold and securities purchased under resale agreements\n\nThe estimated fair value of federal funds sold and securities purchased under resale agreements is based on inputs such as interest rates and tenors. Federal funds sold and securities purchased under resale agreements are classified as Level 2 within the valuation hierarchy.\n\n# Securities held-to-maturity\n\nWhere quoted prices are available in an active market for identical assets and liabilities, we classify the securities as Level 1 within the valuation hierarchy. Level 1 securities include U.S. Treasury securities and certain sovereign debt securities.\n\nIf quoted market prices are not available for identical assets, we estimate fair value using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. Examples of such instruments, which would generally be classified as Level 2 within the valuation hierarchy, include certain mortgage-backed securities and state and political subdivision securities. For securities where quotes from active markets are not available for identical securities, we determine fair value primarily based on pricing sources with reasonable levels of price transparency that employ financial models or obtain comparison to similar instruments to arrive at “consensus” prices.\n\nSpecifically, the pricing sources obtain active market prices for similar types of securities (e.g., vintage, position in the securitization structure) and ascertain variables such as discount rate and speed of prepayment for the types of transaction and apply such variables to similar types of bonds. We view these as observable transactions in the current marketplace and classify such securities as Level 2 within the valuation hierarchy.\n\n# Loans\n\nFor residential mortgage loans, fair value is estimated using discounted cash flow analysis, adjusting where appropriate for prepayment estimates, using interest rates currently being offered for loans with similar terms and maturities to borrowers. The estimated fair value of margin loans and overdrafts is equal to the book value due to the short-term nature of these assets. The estimated fair value of other types of loans, including our term loan program, is determined using discounted cash flows. Inputs include current LIBOR market rates adjusted for credit spreads. These loans are generally classified as Level 2 within the valuation hierarchy.\n\n# Other financial assets\n\nOther financial assets include cash, the Federal Reserve Bank stock and accrued interest receivable. Cash is classified as Level 1 within the valuation hierarchy. The Federal Reserve Bank stock is not redeemable or transferable. The estimated fair value of the Federal Reserve Bank stock is based on the issue price and is classified as Level 2 within the valuation hierarchy. Accrued interest receivable is generally short-term. As a result, book value is considered to equal fair value. Accrued interest receivable is included as Level 2 within the valuation hierarchy.\n\n# Noninterest-bearing and interest-bearing deposits\n\nInterest-bearing deposits consist of money market rate and demand deposits, savings deposits and time deposits. Except for time deposits, book value is considered to equal fair value for these deposits due to their short duration to maturity or payable on demand feature. The estimated fair value of interest-bearing time deposits is determined using discounted cash flow analysis. The primary inputs used to value these transactions are interest rates based on current LIBOR market rates and time to maturity. For all noninterest-bearing deposits, book value is considered to equal fair value as a result of the short duration of the deposit. Interest-bearing and noninterest-bearing deposits are classified as Level 2 within the valuation hierarchy.\n\n# Federal funds purchased and securities sold under repurchase agreements\n\nThe estimated fair value of federal funds purchased and securities sold under repurchase agreements is based on inputs such as interest rates and tenors. Federal funds purchased and securities sold under"} +{"pdf_name": "3038660_162.pdf", "language": "en", "markdown": "Properties held by the Group as at December 31, 2018 are as follows:\n\n
LocationTypeGross \nfloor areaEffective \n% heldStage of \ncomlpetionAnticipated\ncomlpetion
(Notes)(Square meters)
Portion of Phases 1,2, 3, 4A \nand 4B of Shanhgai Cannes\nNo. 958 Xin Song Road\nMinhang District\nShanhiga\nThe PRCR & C131,402100ComldpeteN/A
Commercial Street and \nService Apartment located\nat No. 958 Xin Song Road\nMinhang District\nShanhai\ngThe PRCR & C293,815100Under lpanning2020–2023
Portion of Phase 1 of Shanhgai \nConcord City (Commercial\nStreet, Hotel, Office Premise\nand Service Apartment)\nlocated at West of Nanjing Road\nJin’gan District\nShanhi\ngaThe PRCR & C51,545100ComldpeteN/A
The whole of Phase 2 of Shanhiga \nConcord City (Commercial \nStreet, Hotel, Office Premise\nand Service Apartment)\nlocated at West of Nanjing Road\nJin’gan District\nShanhi\ngaThe PRCR & C338,074100Construction \nin progress2019–2024
"} +{"pdf_name": "3038660_163.pdf", "language": "en", "markdown": "
LocationTypeGross \nfloor areaEffective \n% heldStage of \ncomlpetionAnticipated\ncomlpetion
(Notes)(Square meters)
Huashan Building \nWest Nanjing Road\nJin’gan District\nShanhi\ngaThe PRCC7,340100Renovation in progress2020–2024
Chonigqng International \nCommerce Centre\nlocated at Nan Bin Road\nChonigqng\nThe PRCR & C2,050,000100Construction in progress2020–2024
Portion of Commercial \nStreet Manhattan Luxury\nResidence and\nBeverly Hills located at\nLijiu Road\nChonigqng\nThe PRCR & C341,980100Construction in progress2012–2019
ChoniMhCgqng anattan ity \nVilla Zone located at\nLijiu Road\nChonigqng\nThe PRCR456,940100Construction in progress2012–2020
ChoniMhCgqng anattan ity \nEuroHpean Type ouse Zone\nlocated at Lijiu Road\nChonigqng\nThe PRCR477,995100Construction in progress2019–2021
ChoniCCgqng oncord ity \nlocated at Jiefanbi\ngeChonigqng\nThe PRCR & C408,927100Construction in progress2020–2024
"} +{"pdf_name": "20749069_4.pdf", "language": "en", "markdown": "then impose that\n\n\\[ \\int _ { f _ { \\operatorname* { m i n } } } ^ { f _ { \\operatorname* { m a x } } } \\Omega _ { \\mathrm { G W } } ( f ) \\, d \\ln f < 1 . \\eqno ( 1 5 ) \\]\n\nThe lower frequency limit of this integral is unimpor-tant since the integral is dominated by the high frequency behavior. Performing the integral results in a limit on A of the form\n\n\\[ A ^ { 2 } < f _ { y } ^ { - 4 / 3 } f _ { \\mathrm { m a x } } ^ { - 2 / 3 } \\frac { H _ { 0 } ^ { 2 } } { 2 \\pi ^ { 2 } } . \\eqno ( 1 6 ) \\]\n\nFor \\( f _ { \\mathrm { m a x } } ~ = ~ 2 . 0 \\, \\times \\, 1 0 ^ { - 6 } \\) Hz, this implies that \\( A ~ < \\)\\( 4 . 4 \\times 1 0 ^ { - 1 2 } \\), which is the upper limit we use when em-ploying a uniform prior in A throughout our analyses. We take the uniform prior on the logarithm of the amplitude to share the same upper limit derived for the uniform am-plitude prior, but there is no natural value for the lower limit. This prevents us from using this prior to set up-per limits, but by choosing a lower limit several orders of magnitude below the noise level, it is possible to use the uniform logarithmic prior for parameter estimation once a detection has been made.\n\nThe other parameters that enter into our model for the GW spectrum are \\( f _ { b } \\) and \\( \\kappa \\), as discussed above. The prior we choose to employ on \\( f _ { b } \\) is uniform in \\( \\ln ( f _ { b } ) \\), indicating our lack of knowledge about even the order of magnitude of the frequency at which the GW slope may bend, and has a lower limit of \\( f _ { b } = 2 . 5 \\times 1 0 ^ { - 9 } \\)\\( \\mathrm { H z } \\) (which is below the lower edge of the sensitivity band for a 10 year data span), and an upper limit of \\( f _ { b } = 1 0 ^ { - 7 } \\) Hz. This upper limit is somewhat arbitrary, but it does indicate our belief that GWs must, at some high enough frequency, dominate the evolution of SMBH binaries. For \\( \\kappa \\), we use a prior that is uniform in \\( \\kappa \\), with a range of 0 to 23/3 (the non-integer value for the upper end of the range is due to us changing our conventions for the parameterization of the spectrum late in the project).\n\nWe note that we have chosen to study our ability to measure the low-frequency slope, bend frequency, and amplitude for a set of simulated data, rather than try-ing to assess how efficiently or frequently the last parsec problem is solved, or what the correct correlation is be-tween the black hole mass and a particular property of the host galaxy. Our principle motivation for this choice is that the astrophysically-motivated distributions only differ by a factor of ∼ 2–3 in predicted signal amplitude between the most conservative and the most optimistic estimates, despite making different assumptions about the solution to the last parsec problem and the correla-tion between black-hole mass and host-galaxy properties. Furthermore, there are multiple elements that contribute to this level of amplitude uncertainty, including the over-all galaxy merger rate and its dependence on mass and environment, in addition to the last parsec solution and the choice of black-hole mass - host-galaxy-property cor- relation. Given our comparative ignorance of the low-frequency signal slope and the transition frequency be-tween the dynamical process dominating the final parsec and GW-driven evolution, we choose to focus our study on constraining these parameters for a given amplitude.\n\nAnother approach we could have taken with the am-plitude prior is to separate the uncertainties into an ob-servational part (from factors such as the rate of galaxy mergers and the \\( M _ { - } \\sigma \\) relation) and a theoretical part (from factors such as the efficiency of dynamical friction in hardening the binary and the fraction of systems where the last parsec problem is overcome). This could be done by writing the prior as a Gaussian distribution in ln A, centered at some value \\( \\ln { \\bar { A } } \\), with width \\( \\sigma _ { \\mathrm { o b s } } \\) to account for the observational uncertainties. The central value, \\( \\ln { \\bar { A } } \\), would then be a hyper-parameter to be determined by the data. If we quantify the uncertainty on the cen-tral value \\( \\bar { A } \\) as \\( \\bar { A } \\doteq \\eta A _ { * } \\), where \\( A _ { * } \\) is some reference value and \\( \\eta \\) encodes the theoretical uncertainty in the merger efficiency, then assigning a Gaussian prior on the hyper-parameter \\( \\ln \\eta \\) of width \\( \\sigma _ { \\mathrm { t h } } \\) centered on \\( \\eta _ { * } \\), and marginalizing over the hyper parameter, leads to Gaus-sian distributions of the form used for Models A and B with width \\( \\sigma \\, = \\, \\sqrt { \\sigma _ { \\mathrm { o b s } } ^ { 2 } + \\sigma _ { \\mathrm { t h } } ^ { 2 } } \\). Alternatively, a uniform prior on \\( \\ln \\eta \\) over some range leads to a roughly uniform prior on ln A between \\( \\ln ( \\eta _ { \\mathrm { m i n } } A _ { * } ) \\) and \\( \\ln ( \\eta _ { \\mathrm { m a x } } A _ { * } ) \\) with rounded edges of width \\( \\sigma _ { \\mathrm { o n s } } \\). Thus, the analyses we con-sider are equivalent to a hierarchical Bayesian analysis that separates out the theoretical and observational un-certainties for certain choices of the hyper-prior.\n\n# III. SIMULATED DATA AND ANALYSIS\n\nOur simulated data set consists of the timing residuals from 20 pulsars, randomly distributed on the sky, and observed for 10 years with a two-week cadence. The data from each pulsar is generated including white noise at a level of 200 ns, and no red noise. We then recover this simulated signal using a model that includes the three parameters that describe the GW spectrum, \\( A , f _ { b } , \\kappa \\), and the noise parameters for each pulsar. These include a white noise level, red noise level, and red noise slope. The white noise is fully described by the amplitude of its power spectral density (PSD), which we label \\( S _ { n } \\). The prior on \\( S _ { n } \\) was uniform in \\( \\ln ( S _ { n } ) \\), and ranged from \\( S _ { n } = \\)\\( 4 \\times 1 0 ^ { - 1 8 } \\, \\mathrm { H z ^ { - 1 / 2 } } \\) to \\( S _ { n } \\, = \\, 1 0 ^ { - 2 } \\, \\mathrm { H z } ^ { - 1 / 2 } \\). The red noise is parameterized by its PSD amplitude, \\( S _ { r } \\), and by a slope, r, as \\( S _ { r } ( f ) = S _ { r } ( f / f _ { \\mathrm { y e a r } } ) ^ { r } \\). The prior on the red noise amplitude was also uniform in \\( \\ln ( S _ { r } ) \\), with the same range as \\( S _ { n } \\), and the prior on the slope r was uniform from −2 to −6.\n\nFinally, we include two parameters for each pulsar that encode the effects of the timing model on the timing residuals. As discussed briefly in the introduction, the timing model used to predict the TOA of radio pulses from a given pulsar includes a large set of parameters [8–10]. In this analysis we only consider the two timing"} +{"pdf_name": "20749069_5.pdf", "language": "en", "markdown": "model parameters that have the greatest effect on the low-frequency sensitivity. These are the quadratic and linear terms in the spin down model for each pulsar, which take the form\n\n\\[ P ( t ) = P _ { 0 } + { \\dot { P } } _ { 0 } t + { \\ddot { P } } _ { 0 } t ^ { 2 } + \\dots \\qquad \\qquad ( 1 7 ) \\]\n\nHere, \\( P _ { 0 } \\) is the initial spin period of the pulsar, and \\( \\dot { P } _ { 0 } \\) and \\( \\ddot { P } _ { 0 } \\) encode the way that this spin evolves in time.\n\nIn order to speed up our analysis, we choose to perform our calculations in the Fourier domain. We therefore need to understand how the quadratic and linear terms in the timing model translate to effects on the timing residuals as a function of frequency. The Fourier trans-form of the timing model is given by\n\n\\[ \\tilde { P } ( f _ { k } ) = \\int _ { 0 } ^ { T } P ( t ) e ^ { i 2 \\pi f _ { k } t } d t , \\eqno ( 1 8 ) \\]\n\nwhere \\( f _ { k } = k / T \\) for integer k, and T is the observation time. This integral evaluates to\n\n\\[ \\tilde { P } ( f _ { k } ) = T P _ { 0 } \\delta _ { k 0 } - \\frac { i \\dot { P } _ { 0 } T ^ { 2 } } { 2 \\pi k } - \\frac { i \\ddot { P } _ { 0 } T ^ { 3 } } { 2 \\pi k } + \\frac { \\ddot { P } _ { 0 } T ^ { 3 } } { 2 \\pi ^ { 2 } k ^ { 2 } } + \\dots ~ ( 1 9 ) \\]\n\nThe \\( k \\) = 0 term is simply a constant offset that we can ignore. Writing \\( a \\; = \\; \\bar { P } _ { 0 } \\bar { T } ^ { 3 } / ( 2 \\pi ^ { 2 } ) \\) and \\( b \\ = \\ - ( \\dot { P } _ { 0 } T ^ { 2 } \\ + \\)\\( \\ddot { P } _ { 0 } T ^ { 3 } ) / ( 2 \\pi ) \\)), the timing model for each pulsar can be written as\n\n\\[ \\tilde { P } _ { k } = \\frac { a } { k ^ { 2 } } + \\frac { i b } { k } . \\eqno ( 2 0 ) \\]\n\nA model of this form, with independent a and b for each pulsar, is then subtracted from the TOAs.\n\nThe full set of parameters in our model thus con-sists of the five noise/timing parameters for each pulsar, and three parameters to describe the GW background -\\( A , f _ { b } , \\kappa \\). With this set of parameters, the likelihood is defined by [43]\n\n\\[ p ( d | s , n ) = \\frac { 1 } { \\sqrt { ( 2 \\pi ) ^ { L } \\operatorname* { d e t } C } } \\exp \\left( - \\frac { 1 } { 2 } \\sum _ { a b } \\sum _ { i j } r _ { a i } C _ { ( a i ) ( b j ) } ^ { - 1 } r _ { b j } \\right) , \\]\n\nwhere C is the covariance matrix, which depends on both the noise in the individual pulsars and on the GW background, and \\( r = d - s \\) denotes the timing residuals after the subtraction of the timing model s from the data d. The indices a and b label individual pulsars, and run from 1 to the number of pulsars, \\( N _ { p } \\). The indices i and j label the data samples, i.e. individual frequency bins. Since our simulated data is stationary, the correlation matrix is diagonal in \\( i , j \\) and \\( C _ { ( a i ) ( b j ) } \\to C _ { a b } ( f ) \\).\n\nThe timing model parameters for each pulsar enter the likelihood in the timing residuals; they are subtracted from the TOAs before the likelihood is evaluated. The red and white noise contributions for each pulsar enter along the diagonal of the covariance matrix. Finally, the GW signal enters via the Hellings and Downs [11] corre-lation matrix, which has the form\n\n\\[ H _ { a b } = \\frac { 1 } { 2 } + \\frac { 3 ( 1 - \\cos \\theta _ { a b } ) } { 4 } \\ln \\bigg ( \\frac { 1 - \\cos \\theta _ { a b } } { 2 } \\bigg ) - \\frac { 1 - \\cos \\theta _ { a b } } { 8 } + \\frac { 1 } { 2 } \\delta _ { a b } . \\]\n\nThe full covariance matrix is then given by\n\n\\[ C _ { a b } ( f ) = S _ { h } ( f ) \\frac { H _ { a b } } { 3 } + \\delta _ { a b } \\left\\{ S _ { n _ { a } } + S _ { r _ { a } } ( f / f _ { y } ) ^ { r _ { a } } \\right\\} , \\quad ( 2 3 ) \\]\n\nwhere \\( S _ { h } ( f ) \\) is the PSD of the GW background, \\( S _ { n _ { \\alpha } } \\) is the PSD of the white noise, \\( S _ { r _ { a } } \\) is the amplitude of the PSD of the red noise, and \\( r _ { a } \\) is the slope of the red noise.\n\n# A. Methods\n\nOur analysis is carried out within the framework of Bayesian inference, using the technique of Markov chain Monte Carlo (MCMC). To calculate Bayes factors1, we must calculate the evidence for each model, which ne-cessitates performing an integral over the full parameter space. For this integral, we use the technique of thermo-dynamic integration [44–46]. This technique necessitates the use of parallel tempering, in which multiple chains are run at different ‘temperatures,’ which are defined by changing the likelihood to\n\n\\[ p ( d | s , n , \\beta ) = p ( d | s , n ) ^ { \\beta } , \\eqno ( 2 4 ) \\]\n\nwhere \\( \\beta \\) is analogous to an inverse temperature. This effectively ‘softens’ the likelihood, allowing the chains to effectively sample the full posterior. Chains with differ-ent temperatures are allowed to swap parameters with a probability given by the Hastings ratio\n\n\\[ H _ { i \\leftrightarrow j } = \\operatorname* { m i n } \\left( \\frac { p ( d | s _ { i } , n _ { i } , \\beta _ { j } ) p ( d | s _ { j } , n _ { j } , \\beta _ { i } ) } { p ( d | s _ { i } , n _ { i } , \\beta _ { i } ) p ( d | s _ { j } , n _ { j } , \\beta _ { i } ) } , 1 \\right) . \\quad \\quad ( 2 5 ) \\]\n\nThe evidence for each model is then given by\n\n\\[ \\ln p ( d ) = \\int _ { 0 } ^ { i } E _ { \\beta } [ \\ln p ( d | \\vec { x } ) ] d \\beta , \\eqno ( 2 6 ) \\]\n\nwhere \\( E _ { \\beta } \\) denotes the expectation at inverse tempera-ture \\( \\beta \\). Given equal prior belief in two models, the Bayes factor is then simply the evidence ratio between them.\n\n---\n\n1 Given equal prior belief in the validity of two models, A and B, the Bayes factor, \\( B _ { A B } \\), between models A and B, given the observed data, is the ‘betting odds’ that model A is the better theory, rather than model B."} +{"pdf_name": "9226783_134.pdf", "language": "en", "markdown": "
4.\n期末余\n额30,522,890.3322,333,110.491,474,360.404,948,111.4759,278,472.69
三、减值准备
1.\n期初余\n额
2.\n本期增\n加金额
（\n1）计提
3.\n本期减\n少金额
(\n1)处置
4.\n期末余\n额
四、账面价值
1.\n期末账\n面价值238,651,734.7124,495,174.422,466,401.5210,456,875.18276,070,185.83
2.\n期初账\n面价值246,948,620.8828,472,973.022,794,798.32496,676.42278,713,068.64
\n\n本期末通过公司内部研发形成的无形资产占无形资产余额的比例 8.87%\n\n# (2).未办妥产权证书的土地使用权情况\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 27、 开发支出\n\n□适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期初\n余额本期增加金额本期减少金额期末\n余额
内部开发支出其他确认为\n无形资\n产转入当期损益
XX 预合8,074,867.158,074,867.15
"} +{"pdf_name": "9226783_135.pdf", "language": "en", "markdown": "
金粉研\n究开发
XX 提纯\n技术设\n计研发3,963,889.103,963,889.10
优质金\n刚石 XX\n技术的\n开发6,442,560.216,442,560.21
人造金\n刚石用\nXX 石墨\n柱研制7,978,866.427,978,866.42
人造金\n刚石 XX\n工艺技\n术设计\n开发6,161,182.266,161,182.26
XX 金刚\n石单晶\n生产技\n术开发10,452,855.7910,452,855.79
XX 培育\n钻石合 \n成9,503,189.109,503,189.10
XX 铣刀\n盘系列\n产品开 \n发1,375,060.641,375,060.64
XX 金刚\n石复合\n片的高\n压合成5,722,723.665,722,723.66
可替代 \n性 XX 材\n料技术\n的研究\n开发7,008,156.077,008,156.07
XX 金刚\n石复合\n片开发1,264,902.361,264,902.36
XX 线锯\n专用微\n粉的研 \n发4,992,054.464,992,054.46
XX 切割\n用金刚\n石线锯\n的研发780,400.32780,400.32
高性能3,580,666.043,580,666.04
"} +{"pdf_name": "2551673_53.pdf", "language": "en", "markdown": "
中电投四川电力有限公司3,400,055.126.64982,257.12
大唐山西新能源有限公司2,467,541.534.82713,223.54
国电定边新能源有限公司1,975,837.973.8698,791.90
赣州宏远电力勘测设计院1,811,448.493.5497,995.65
合 计13,555,955.7726.472,512,329.26
\n\n# (二)其他应收款\n\n
类 别期末余额期初余额
应收利息
应收股利
其他应收款项6,577,563.685,292,513.37
减：坏账准备115,188.11101,027.80
合 计6,462,375.575191485.57
\n\n其中：其他应收款项分类披露\n\n
类 别期末数
账面余额坏账准备
金额比例\n(%)金额比例\n(%)
1.单项金额重大并单项计提坏账\n准备的应收账款
2.按组合计提坏账准备的应收账\n款
①采用账龄分析法计提坏账\n准备762,824.8411.60115,188.1115.10
②按照其他方法计提坏账准\n备5,814,738.8488.40
组合小计6,577,563.68100.00115,188.1115.10
3.单项金额虽不重大但单项计提\n坏账准备的应收账款
合 计6,577,563.68100.00115,188.1115.10
\n\n
类 别期初数
账面余额坏账准备
金额比例\n(%)金额比例\n(%)
1.单项金额重大并单项计提坏账\n准备的应收账款
2.按组合计提坏账准备的应收账\n款
①采用账龄分析法计提坏账\n准备963,469.6718.20101,027.8010.49
②按照其他方法计提坏账准\n备4,329,043.7081.80
组合小计5,292,513.37100.00101,027.8010.49
"} +{"pdf_name": "2551673_54.pdf", "language": "en", "markdown": "
3.单项金额虽不重大但单项计提\n坏账准备的应收账款
合 计5,292,513.37100.00101,027.8010.49
\n\n# 1、 按组合计提坏账准备的其他应收款项\n\n# （1） 采用账龄分析法计提坏账准备的其他应收款项\n\n
账 龄期末数期初数
账面余额计提比例(%)坏账准备账面余额计提比例(%)坏账准备
1 年以内510,323.345.0025,516.17750,913.175.0037,545.66
1 至 2 年68,029.6010.006,802.96108,884.6010.0010,888.46
2 至 3 年113,490.9020.0022,698.1826,190.9020.005,238.18
3 至 4 年0.0050.000.0060,251.0050.0030,125.50
4 至 5 年54,051.0080.0043,240.800.00-
5 年以上16,930.00100.0016,930.0017,230.00100.0017,230.00
合 计762,824.84--115,188.11963,469.67--101,027.80
\n\n# （2） 采用其他组合方法计提坏账准备的其他应收款项\n\n
组合名称期末数期初数
账面余额比例(%)坏账准备账面余额比例(%)坏账准备
关联方往来：
北京联动新能投资有限公司2,595,893.571,934,902.22
建始恒久风力发电有限公司3,022,758.442266696.82
武汉伦纳新能源开发有限公司110,192.83110192.83
巴东聚能风力发电有限公司5,473.50
武汉联动设计工程有限公司新疆\n分公司7993.39
武汉联动设计股份有限公司江西\n分公司975.1
武汉联动设计股份有限公司北京\n工程咨询分公司8283.34
徐皇冈53.5
雷振华6537.63
吴士标13479.37
刘杰19150
尧弘41200
合 计5,814,738.844,329,043.70
\n\n# 2、 其他应收款项按款项性质分类情况"} +{"pdf_name": "9261661_40.pdf", "language": "en", "markdown": "unfairly make the insurers liable for the consequences of something which they did not agree to insure.\n\n48. Finally, the FCA asserts that in The B Atlantic [2017] 1 WLR 1303, Christopher Clarke LJ at [26] {J/130/10-11} was “expressly anticipating the disapplication of the but for test in an insurance context where there were concurrent independent causes.”66 This is tenuous at best, for the words quoted by the FCA do not support the assertion, and the case involved interdependent causes (as the passage quoted by the FCA makes clear (“if, as here, both causes need to operate if the loss is to occur”)). In any event, the B Atlantic was appealed to the Supreme Court and no support whatever can be found in the judgment of Lord Mance (with whom the rest of the Court agreed) for any disapplication of the ‘but for’ test where there are concurrent independent causes of loss (see paragraph 54.1 below). Neither Christopher Clarke LJ in the B Atlantic, nor Hamblen J in Orient-Express, nor any other judge in the history of English insurance law, which the parties have no doubt mined to the point of exhaustion, has done so.\n\n49. In all the circumstances, it is fanciful even to suggest that the present is one of those rare and exceptional cases in which the Court could justifiably jettison the ‘but for’ test. This case is not in that territory.\n\n# Concurrent interdependent causes\n\n50. The so-called Wayne Tank principle or Miss Jay Jay rule is not an exception to the application of the ‘but for’ test, because it only applies to concurrent interdependent causes, not to concurrent independent causes.\n\n51. If the loss which is the subject of the claim is caused by concurrent interdependent causes, one of which is covered by the policy and the other is excluded, and the excluded cause is the dominant cause of the loss or a cause of approximately equal\n\n---\n\n66 FCA Skeleton at [240] {I/1/96-97}. The specific dictum of Christopher Clarke LJ on which the FCA relies appears to be: “Or it may be that the event would have happened if either A or B had occurred but, on the facts, both of them can be said to have caused it.” It is hardly a ringing endorsement for the FCA’s plunge into unorthodoxy."} +{"pdf_name": "9261661_41.pdf", "language": "en", "markdown": "efficacy or potency to the cause which is covered, the insured is not entitled to an indemnity under the policy (the exclusion prevails). But if one of the causes is insured, and the other is simply not covered, then the insured is entitled to an indemnity: see the contrasting decisions of the Court of Appeal in Wayne Tank & Pump v Employers’ Liability Assurance [1973] 2 Lloyd’s Rep 237 {K/64} and JJ Lloyd Instruments v Northern Star Insurance Co (The Miss Jay Jay) [1987] 1 Lloyds Rep 32 {J/36}.\n\n52. Both were cases of interdependent concurrent causes of loss: in the former, Lord Denning MR referred to “two causes which were equal or nearly equal in their efficiency” in bringing about the damage67; and in the latter, Lawton LJ indicated that “one [alleged cause] without the other would not have caused the loss…”68\n\n53. The cases are consistent with contract law generally. See, for example, Heskell v Continental Express Ltd (1950) 83 LLR 438 at 458 {K/53/21}, in which Devlin J (as he then was) held that if a breach of contract was one of two separate causes of the loss which were “both co-operating and both of equal efficacy,” that was sufficient to establish liability.\n\n54. The principlesin Wayne Tank and in The Miss Jay Jay and similar cases only apply where there are two causes (i) each of which is a ‘but for’ cause (i.e. without it, the loss would not have occurred), and therefore (ii) both of which combine to bring about the loss. Point (ii) is merely an expression of point (i).69\n\n---\n\n67 See [1973] 2 Lloyd’s Rep 237, 240 col 2 {K/64/4}.68 See [1987] 1 Lloyd’s Rep 32, 37 col 2 {J/66/6}.69 In this respect, there is a distinction between cases where there are two or more concurrent causes, whether ‘proximate’ or not, and cases where there is a sole cause, albeit one which may give rise to a number of different legal causes of action or insured perils. That is the perfectly orthodox principle expressed by Potter J in Capel-Cure Myers v McCarthy [1995] LRLR 498 {J/73}, which the FCA cites in its skeleton at [232.2] {I/1/94}. There, the judge said, at 503 {J/73/6} col 1: \"... loss by a combination of causes must be distinguished from loss by a single cause, which can nevertheless be properly described as amounting to a number of causes of action, one or more of which may be outside the terms of the policy, but one of which is plainly within its terms.”"} +{"pdf_name": "3462597_59.pdf", "language": "en", "markdown": "Fair Value Disclosures: Fair value is defined as the price that we would expect to receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:\n\n
Level 1– inputs are quoted prices available for identical assets or liabilities in active markets.
Level 2– inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active\nmarkets; or other inputs that are observable or can be corroborated by observable market data.
Level 3– inputs are unobservable and reflect our own assumptions.
\n\nWe may also adjust the carrying amount of certain nonfinancial assets to fair value on a non-recurring basis when they are impaired. The fair values of our long-lived assets held and used are determined using Level 3 inputs based on the estimated discounted future cash flows of the respective venue over its expected remaining useful life or lease term. Due to uncertainties in the estimates and assumptions used, actual results could differ from the estimated fair values. See Note 4. “Property and Equipment” for our impairment of long-lived assets disclosures and Note 9. “Fair Value of Financial Instruments” for our fair value disclosures.\n\nSelf-Insurance Accruals: We are self-insured up to certain limits for certain losses related to workers’ compensation, general liability, property and our Company sponsored employee health insurance programs. We estimate the accrued liabilities for all risk retained by the Company at the end of each reporting period. This estimate is primarily based on historical claims experience and loss reserves, calculated with the assistance of an independent third-party actuary. Our deductibles generally range from \\$0.2 million to \\$0.5 million per occurrence. For claims that exceed the deductible amount, we record a gross liability and a corresponding receivable representing expected recoveries pursuant to the stop-loss coverage, since we are not legally relieved of our obligation to the claimant.\n\nContingent Loss Accruals: When a contingency involving uncertainty as to a possible loss occurs, an estimate of the loss may be accrued as a charge to income and a reserve established on the Consolidated Balance Sheets. We perform regular assessments of our contingent losses and develop estimates of the degree of probability for and range of possible settlement. We accrue liabilities for losses we deem probable and for which we can reasonably estimate an amount of settlement. We do not record liabilities for losses we believe are only reasonably possible to result in an adverse outcome, but provide disclosure of the reasonably possible range of loss to the extent it is estimable. Reserve balances may be increased or decreased in the future to reflect further developments. However, there can be no assurance that there will not be a loss different from the amounts accrued. Any such loss, if realized, could have a material effect on our consolidated results of operations in the period during which the underlying matters are resolved.\n\nForeign Currency Translation: Our Consolidated Financial Statements are presented in U.S. dollars. The assets and liabilities of our Canadian subsidiary are translated to U.S. dollars at year-end exchange rates, while revenues and expenses are translated at average exchange rates during the year. Adjustments that result from translating amounts are reported as a component of “Accumulated other comprehensive income (loss)” on our Consolidated Statements of Changes in Stockholder’s Equity and in our Consolidated Statements of Comprehensive Income (Loss). The effect of foreign currency exchange rate changes on cash is reported in our Consolidated Statements of Cash Flows as a separate component of the change in cash and cash equivalents during the period.\n\nStock-Based Compensation: We expense the fair value of stock-based compensation awards granted to our employees and directors in our Consolidated Financial Statements on a straight-line basis over the period that services are required to be provided in exchange for the award (“requisite service period”), which typically is the period over which the award vests. Stock-based compensation is recognized only for awards that vest, and we record forfeitures as they occur. We measure the fair value of compensation cost related to stock options based on third party valuations.\n\nStock-based compensation expense is recorded in “General and administrative expenses” in the Consolidated Statements of Earnings, which is the same financial statement caption where the associated salary expense of employees with stock-based compensation awards is recorded. The gross benefits of tax deductions in excess of the compensation cost recognized from the vesting of stock options are tax effected and classified as cash inflows from financing activities in our Consolidated Statements of Cash Flows.\n\nRevenue Recognition – Company Venue Activities: Food, beverage and merchandise revenues are recognized when sold. Game revenues are recognized as game-play tokens and game play credits on game cards are used by guests. We allocate the revenue recognized from the sale of value-priced combination packages, which generally are comprised of food, beverage"} +{"pdf_name": "3462597_60.pdf", "language": "en", "markdown": "and game credits (and in some instances, merchandise), between “Food and beverage sales” and “Entertainment and merchandise sales” based upon the price charged for each component when it is sold separately, or in limited circumstances our best estimate of selling price if a component is not sold on a stand-alone basis, which we believe approximates each component’s fair value.\n\nOur entertainment revenue includes customer purchases of game play credits on Play Pass game cards which allow our customers to play the games in our venues. We recognize a liability for the estimated amount of unused game play credits, which we believe our customers will redeem or utilize in the future based on credits remaining on Play Pass cards and utilization patterns. Our total estimate of unearned revenue for unused Play Pass credits as of December 31, 2017 and January 1, 2017 was \\$11.9 million and \\$5.2 million, respectively, and is included in “Unearned revenues” in our Consolidated Balance Sheets.\n\nWe sell gift cards to our customers in our venues and through certain third-party distributors, which do not expire and do not incur a service fee on unused balances. Gift card sales are recorded as deferred revenue when sold and are recognized as revenue when: (a) the gift card is redeemed by the guest or (b) the likelihood of the gift card being redeemed by the guest is remote (“gift card breakage”) and we determine that we do not have a legal obligation to remit the value of the unredeemed gift card under applicable state unclaimed property escheat statutes. Gift card breakage is determined based upon historical redemption patterns of our gift cards.\n\nRevenue Recognition – Franchise Fees and Royalties: Revenues from franchise activities include area development and initial franchise fees received from franchisees to establish new venues, and once a venue is opened, a franchisee is charged monthly royalties based on a percentage of franchised venues’ sales. These fees are collectively referred to as “Franchise fees and royalties” in our Consolidated Statements of Earnings. Area development and initial franchise fees are recorded as unearned franchise revenue when received and recognized as revenue when we have fulfilled all significant obligations to the franchisee, which is generally when the franchised venues associated with the fees open. Continuing royalties and other miscellaneous sales and fees are recognized in the period earned. Continuing royalties and other miscellaneous sales and fees of \\$17.9 million, \\$17.4 million and \\$16.9 million for Fiscal 2017, Fiscal 2016 and Fiscal 2015, respectively, are included in “Franchise fees and royalties” in our Consolidated Statements of Earnings.\n\nCost of Food, Beverage, Entertainment and Merchandise: Cost of food and beverage includes all direct costs of food and beverage sold to our guests and related paper and birthday supplies used in our food service operations, less “vendor rebates” described below. Cost of entertainment and merchandise includes the direct cost of prizes provided and merchandise sold to our customers, as well as the cost of tickets dispensed to customers and redeemed for prize items. These amounts exclude any allocation of other operating costs including labor and related costs for venue personnel and depreciation and amortization expense, which are disclosed separately.\n\nVendor Rebates: We receive rebate payments from certain third-party vendors. Pursuant to the terms of volume purchasing and promotional agreements entered into with the vendors, rebates are primarily provided based on the quantity of the vendors’ products we purchase over the term of the agreement. We record these allowances in the period they are earned as a reduction in the cost of the vendors’ products, and when the related inventory is sold, the allowances are recognized in “Cost of food and beverage” in our Consolidated Statements of Earnings.\n\nRent Expense: We recognize rent expense on a straight-line basis over the lease term, including the construction period and lease renewal option periods provided for in the lease that can be reasonably assured at the inception of the lease. The lease term commences on the date when we take possession and have the right to control use of the leased premises. The difference between actual rent payments and rent expense in any period is recorded as a deferred rent liability and included in “Other Noncurrent Liabilities” on our Consolidated Balance Sheets. Construction allowances received from the landlord as a lease incentive intended to reimburse us for the cost of leasehold improvements (“Landlord contributions”) are accrued as deferred landlord contributions. Landlord contributions are amortized on a straight-line basis over the lease term as a reduction to rent expense.\n\nAdvertising Costs: Production costs for commercials and coupons are expensed in the period in which the commercials are initially aired and the coupons are distributed. All other advertising costs are expensed as incurred.\n\nWe and our franchisees are required to contribute a percentage of gross sales to administer all the national advertising programs that benefit both us and our franchisees. Because the contributed funds are required to be segregated and used for specified purposes, we do not reflect franchisee contributions as revenue, but rather record franchisee contributions as an offset to reported advertising expenses. Our advertising contributions for Chuck E. Cheese’s franchise venues are paid to the"} +{"pdf_name": "11779002_182.pdf", "language": "en", "markdown": "
EXHIBIT NO.DESCRIPTION
10.26Form of Non-Qualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.6 to CF\nIndustries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 4, 2016, File No.\n001-32597)**
10.27Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.7 to CF Industries\nHoldings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 3, 2009, File No. 001-32597)**
10.28Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.19 to CF Industries\nHoldings, Inc.'s Annual Report on Form 10-K filed with the SEC on February 27, 2014, File No. 001-32597)**
10.29Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to CF Industries\nHoldings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014, File No.\n001-32597)**
10.30Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.3 to CF Industries\nHoldings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on May 7, 2015, File No. 001-32597)**
10.31Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.28 to CF Industries\nHoldings, Inc.'s Annual Report on Form 10-K filed with the SEC on February 25, 2016, File No. 001-32597)**
10.32Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.7 to CF Industries\nHoldings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 4, 2016, File No. 001-32597)**
10.33Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.20 to\nCF Industries Holdings, Inc.'s Annual Report on Form 10-K filed with the SEC on February 27, 2014, File No.\n001-32597)**
10.34Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.3 to CF\nIndustries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014, File No.\n001-32597)**
10.35Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.4 to CF\nIndustries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on May 7, 2015, File No.\n001-32597)**
10.36Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to CF\nIndustries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 6, 2015, File No.\n001-32597)**
10.37Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.33 to\nCF Industries Holdings, Inc.'s Annual Report on Form 10-K filed with the SEC on February 25, 2016, File No.\n001-32597)**
10.38Form of Performance Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.8 to CF\nIndustries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 4, 2016, File No.\n001-32597)**
10.39 \n10.40Form of Non-EmlRpoidSyee Drector estricte tock Award Agreement (incorporated by reference to Exhibit 10.3\nto CF Industries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 7, 2014, File\nNo. 001-32597)**\nForm of Equity Award Amendment Letter Agreement, dated as of July 21, 2016 (incorporated by reference to\nExhibit 10.5 to CF Industries Holdings, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on August 4,\n2016, File No. 001-32597)**
10.41Letter Agreement between Philipp P. Koch and CF Industries Holdings, Inc. (incorporated by reference to\nExhibit 10.2 to CF Industries Holdings, Inc.'s Current Report on Form 8-K filed with the SEC on December\n24, 2015, File No. 001-32597)**
10.42Commitment Letter, dated August 6, 2015, by and among Morgan Stanley Senior Funding, Inc., Goldman\nSachs Bank USA and CF Industries Holdings, Inc. (incorporated by reference to Exhibit 10.1 to CF Industries\nHoldings, Inc.’s Current Report on Form 8-K filed with the SEC on August 12, 2015, File No. 001-32597)
"} +{"pdf_name": "11779002_183.pdf", "language": "en", "markdown": "
EXHIBIT NO.DESCRIPTION
10.43Third Amended and Restated Revolving Credit Agreement, dated as of September 18, 2015, among CF\nIndustries Holdings, Inc., the borrowers from time to time party thereto, the lenders from time to time party\nthereto, Morgan Stanley Senior Funding, Inc., as administrative agent, and Morgan Stanley Bank, N.A.,\nGoldman Sachs Bank USA, Bank of Montreal, Royal Bank of Canada, The Bank of Tokyo-Mitsubishi UFJ,\nLtd. and Wells Fargo Bank, National Association, as issuing banks (incorporated by reference to Exhibit 10.2\nto CF Industries Holdings, Inc.’s Current Report on Form 8-K filed with the SEC on September 23, 2015, File\nNo. 001-32597)
10.44Amendment No. 1, dated as of December 20, 2015, to the Third Amended and Restated Revolving Credit\nAgreement among CF Industries Holdings, Inc., CF Industries, Inc., the lenders party thereto, the issuing banks\nparty thereto and Morgan Stanley Senior Funding, Inc., as administrative agent (incorporated by reference to\nExhibit 10.2 to CF Industries Holdings, Inc.'s Current Report on Form 8-K filed with the SEC on December\n21, 2015, File No. 001-32597)
10.45Amendment No. 2, dated as of July 29, 2016, to the Third Amended and Restated Revolving Credit Agreement\namong CF Industries Holdings, Inc., CF Industries, Inc., the lenders party thereto, the issuing banks party\nthereto and Morgan Stanley Senior Funding, Inc., as Administrative Agent (incorporated by reference to\nExhibit 10.1 to CF Industries Holdings, Inc.'s Current Report on Form 8-K filed with the SEC on August 4,\n2016, File No. 001-32597)
10.46Amendment No. 3, dated as of October 31, 2016, to the Third Amended and Restated Revolving Credit\nAgreement among CF Industries Holdings, Inc., CF Industries, Inc., Morgan Stanley Senior Funding, Inc., as\nadministrative agent under the Existing Revolving Credit Agreement (as defined therein), the issuing banks\nunder the Existing Revolving Credit Agreement signatory thereto, and the lenders under the Existing\nRevolving Credit Agreement signatory thereto (incorporated by reference to Exhibit 10.1 to CF Industries\nHoldings, Inc.'s Current Report on Form 8-K filed with the SEC on November 3, 2016, File No. 001-32597)
10.47Pledge and Security Agreement, dated as of November 21, 2016, among CF Industries Holdings, Inc., CF\nIndustries, Inc., the Subsidiary Guarantors (as defined therein) party thereto and Morgan Stanley Senior\nFunding, Inc., as administrative agent (incorporated by reference to Exhibit 10.1 to CF Industries Holdings,\nInc.’s Current Report on Form 8-K filed with the SEC on November 22, 2016, File No. 001-32597)
10.48364-Day Bridge Credit Agreement, dated as of September 18, 2015, among CF Industries Holdings, Inc., the\nborrowers from time to time party thereto, the lenders from time to time party thereto, and Morgan Stanley\nSenior Funding, Inc., as administrative agent (incorporated by reference to Exhibit 10.1 to CF Industries\nHoldings, Inc.’s Current Report on Form 8-K filed with the SEC on September 23, 2015, File No. 001-32597)
10.49Amendment No. 1, dated as of December 20, 2015, to the 364-Day Bridge Credit Agreement among CF \nIndustries Holdings, Inc., CF Industries, Inc., the lenders party thereto and Morgan Stanley Senior Funding, \nInc., as administrative agent (incorporated by reference to Exhibit 10.1 to CF Industries Holdings, Inc.'s\nCurrent Report on Form 8-K filed with the SEC on December 21, 2015, File No. 001-32597)
10.50Amended and Restated Nitrogen Fertilizer Purchase Agreement, dated December 18, 2015, by and between CF\nIndustries Nitrogen, LLC and CHS Inc. (incorporated by reference to Exhibit 10.1 to CF Industries\nHoldings, Inc.'s Current Report on Form 8-K filed with the SEC on December 18, 2015, File No. 001-32597)*
12Ratio of earnings to fixed charges
21Subsidiaries of the reigstrant
23Consent of KPMG LLP, independent reistered public accounting figrm
31.1Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to\nSection 906 of the Sarbanes-Oxley Act of 2002
32.2Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to\nSection 906 of the Sarbanes-Oxley Act of 2002
101The following financial information from CF Industries Holdings, Inc.'s Annual Report on Form 10-K for the\nfiscal year ended December 31, 2016, formatted in XBRL (eXtensible Business Reporting Language): (1)\nConsolidated Statements of Operations, (2) Consolidated Statements of Comprehensive (Loss) Income, (3)\nConsolidated Balance Sheets, (4) Consolidated Statements of Equity, (5) Consolidated Statements of Cash\nFlows and (6) the Notes to Consolidated Financial Statements
"} +{"pdf_name": "9311309_102.pdf", "language": "en", "markdown": "Furthermore, our turnover growth can vary according to the level of maturity of our POS, which is a factor affecting our results of operations. The amount of turnover that a POS generates depends on its stage of operation. Generally, turnover is lower at the initial stage of operation, but a new POS generally generates an operating profit within the first year of operation. The turnover of a new POS tends to continue to increase thereafter as the POS gains customer loyalty and market recognition. Turnover growth of the POS will continue to depend on various factors such as the level of customer traffic, quality of management and the growth rate of the local economy.\n\n# Same Store Sales\n\nOur profitability is affected in part by our ability to successfully grow sales at the existing POS that we operate. We measure this growth through evaluating Same Store Sales and Same Store Sales Growth (please see “— Explanation of Same Store Sales Growth” for further details on how these measures are calculated). The following table sets out a breakdown, by geographical segment, of our Same Store Sales Growth for FY2010, FY2011 and 1HFY2012:\n\n
FY2010FY20111HFY2012
PRC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15.2%35.2%45.3%
H(1ong K)ong, Macau and Taiwan .......................................16.0%32.4%78.5%
Overall . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15.6%33.8%61.9%
\n\nNote:\n\n(1) Includes self-operated POSi n Hong Kong, Macau and Taiwan only, as POSi n Singapore and Malaysia are all franchised POS.\n\nAlthough much of our turnover growth in recent years was attributable to the expansion of our POS network, the strong performance of our existing POS on a Same Store Sales basis has also been an important driver for our turnover growth. Our overall Same Store Sales Growth was 33.8% in FY2011 and despite the global economic downturn in 2008 and 2009, our overall Same Store Sales Growth was 15.6% in FY2010. Our Same Store Sales Growth for 1HFY2012 further increased to 61.9%. Our Same Store Sales Growth over FY2010, FY2011 and 1HFY2012 can be partly attributable to our strong promotional activities, which enhance our brand awareness and image in the locations where we operate, and our continuous development and promotion of new and wider range of merchandise, including higher value products to suit market demand. We believe the strength of our customer loyalty programme is a significant factor contributing to our Same Store Sales Growth. Total sales to our customer loyalty programme members in the PRC in our self-operated POS as a percentage of total retail turnover in the PRC has risen from 27.0% for FY2009 to 33.0% for 1HFY2012. For FY2011 and 1HFY2012, over 80% of the top 500 customers (by transaction value) in the PRC were our customer loyalty programme members. Many other factors also influence Same Store Sales including economic conditions, competition, pricing and customer service.\n\n# Maintaining a strong brand image that caters to changing consumer preferences\n\nWe derive substantially all of our turnover from sales ofj ewellery products, which depend on the strength of our brand. The strength of our brand is based in part on our long history combined with our reputation for providing trusted high qualityj ewellery with distinctive product designs to a wide range of consumers. We continually develop and promote a wide range ofj ewellery to suit consumer preferences. For example, we produce both traditional and contemporary designs that cater to the needs of customers at all life stages. Although our predominant focus is on the mass luxury segment which we believe has the greatest growth potential in the Greater China region, we also produce high-end luxury products that enable us to meet the demands of wealthy individuals in the region. Our high-end luxury products have also helped us establish our brand as a high-endj ewellery brand which is consistent with our overall marketing and advertising strategy. We have also developed a younger line of products with lower entry prices targeting the younger generation to expand our"} +{"pdf_name": "9311309_103.pdf", "language": "en", "markdown": "customer base and cultivate a retailer-consumer relationship with a younger generation of consumers. Accordingly, a significant part of our success has been and will continue to depend on our ability to maintain our strong brand image and at the same time continue to design and produce a wide range of qualityj ewellery that meets continually changing consumer preferences.\n\n# Ability to secure steady supplies and manage changes to raw material prices\n\nOur ability to source a steady supply of raw materials is another key factor to our success. The cost of inventories recognised as expenses during the Track Record Period constituted at least 90% of our total cost of goods sold during the respective years. We maintain strong relationships with our existing suppliers due in part to our leadership position in the PRC, scale of operations, solid financial performance, reliable payment history and ability to fulfil our suppliers’ selection or membership criteria. For example, we have been selected as a DTC Sightholder and Select Diamantaire of Rio Tinto. We have been able to renew our raw material supply agreements after they expire. In addition toj ewellery, we sell more than a hundred different watch brands, and have well-established business relationships with reputable watch suppliers, including affiliates of LVMH Group, Richemont Group, Rolex group and Swatch Group. We have been able to source mid- to high-end luxury watches from a number of suppliers on an order-by-order basis since the 1960s.\n\nChanges to raw material prices may also affect our results of operations. Ourj ewellery products are made of precious raw materials such as diamonds, coloured stones, jadeite, pearls, gold and other precious metals that are subject to changes in market prices. However, demand forj ewellery products are consumer driven, and as such, we have generally been able to pass-on raw material price changes to our customers. In addition, for our products made of gold, we use gold loans and bullion forward contracts to hedge against the financial impact of gold price fluctuations. For FY2010 as compared to FY2009, the average gold price increased by 17.0% and our turnover from our sales of gold products increased by 22.5% during the same period. For FY2011 as compared to FY2010, the average gold price increased by 26.8% and our turnover from our sales of gold products increased by 68.3% during FY2011. For 1HFY2012 as compared to 1HFY2011, the average gold price increased by 31.8% and our turnover from our sales of gold products increased by 94.7%.\n\nThe selling prices of our jewellery products, and particularly gold products, usually reflect the market price of the raw materials in the products and a relatively stable gross margin percentage for those products. While fluctuations in the price of raw materials could impact the selling prices of our products and our gross profit, we have successfully managed such price fluctuations through various selling strategies in order to maximise our nominal sales and hence our gross profit. In addition, we were able to maintain a relatively stable overall gross margin from approximately 28% to 30% during the Track Record Period due to our ability to adjust our product offerings based on a wide selection of jewellery products, including gem-set jewellery, platinum/karat gold products, gold products and watches.\n\n# Staff compensation costs\n\nCompensation costs represent a significant component of our total costs. As at 30 September 2011, we had more than 25,000 employees and our staff related costs constitute a significant portion of our overall expenses. In FY2009, FY2010, FY2011, 1HFY2011 and 1HFY2012, staff related costs relating to our selling and distribution activities were HK\\$762.6 million, HK\\$975.3 million, HK\\$1,354.2 million, HK\\$543.3 million and HK\\$978.6 million, respectively, representing 31.3%, 30.5%, 30.8%, 30.9% and 34.2% of our total selling and distribution costs, respectively. The compensation programme for our sales personnel is designed to incentivise our employees to perform well at their respective functions by linking a portion of their compensation to our performance. The exact portion that is linked to our performance would depend on each employee’sj ob function and seniority. On the other hand, staff related costs (including director emoluments) relating to our administrative activities in FY2009, FY2010, FY2011, 1HFY2011 and 1HFY2012, were HK\\$313.3 million, HK\\$344.5 million, HK\\$466.8 million, HK\\$208.8 million and HK\\$390.9 million, representing 61.6%, 53.6%, 51.2%, 48.3% and 55.1% of our total administrative expenses, respectively."} +{"pdf_name": "11710766_78.pdf", "language": "en", "markdown": "bogus though commonplace. But in any case even if we believe that our language is just one game among many, how can this be anything more than a matter of belief? Whether the anthropologist is ‘native’ or ‘western’, is not his/her work of culture precisely an attempt to explain ‘it’ to (and I would also say fabricate it for) us? And are not these ‘profound’ differences in reality effects of genres—literary, film, scholarly—our genres? Even if then there are profound differences, the only ones we can understand are the ones we understand (or think we do). And reflexively or self-critically we now know that the anthro-pologist can be more inventive than the native, or the native can be inventive for the benefit of the anthropologist.59\n\nThere is also the question of future generations. It is improbable that humans have the capacity to think seriously beyond the present and the future which is present in that present. One or two generations—children and grandchildren—have traditionally provided some kind of horizon for measuring this present future and this is embedded in the most fundamental device for the purposive coordination of society which is the rules of inheritance. Cryogenics and cloning may come to offer a sci-fi dissolution of this limited time-frame and elongate the present future. Beyond that, we can allow future generations in as virtual pre-sent discussants to speak for their interests, however we try to institutionalise that.60 (In a partly pre-institutional sense, that is what Greenpeace and Friends of the Earth and other groups are trying to do.) But what often gets muddled up here is the distinction between the worlded nature of postmetaphysical thinking and the viability of transposing our traditional language of trusteeship and responsibility from this world to the world of the future and of its inhabitants. This is necessarily an abstract problem (the cultural allegiances of Greenpeace etc often obscure this) and I suspect it can only be formulated technocratically, ie through calculations, statistics, measurements, computer simulations, and, in the end, probabilistically. And at this level the problem is that it’s difficult to do these calculations for ourselves and it’s difficult to choose between alternative calculations and so it’s difficult to have open-ended discussions about what we should do faced with an agenda assembled in this way.61\n\nIn response to all this, Luhmann’s position is blunt:\n\n[Habermas’s] theory sides with the human to join the latter in battle against enemy forces. But isn’t this human merely an invention of this theory, merely a veiling of this theory’s self-reference? If he or she were meant as an empirical object (with the name of subject), the theory would have to declare who, then, is meant, for obviously it cannot send five billion humans, who at the same time are living and acting, on a discursive search for good grounds. Not only the length of this process of searching, and the conditions of ‘bounded rationality’, but already the sheer simultaneity of\n\n---\n\n59 Cf, the Writing Cultures debate literature. 60 J Habermas, The Future of Human Nature (Oxford, Polity, 2003). 61 Cf, the debate around B Lomborg, The Skeptical Environmentalist: Measuring the Real State of the World (Cambridge, Cambridge University Press, 2001)."} +{"pdf_name": "11710766_79.pdf", "language": "en", "markdown": "behaviour would doom such a project. One cannot idealise sociality without taking account of time.62\n\nIn other words, the opacity of the problem cannot be redeemed through com-municative rationality, because that solution has no possible foundation in actual communicative situations. It is not just that there is no escape from the distinction between social and psychic systems; it is also the presumption at least that proposals which ignore or bury this problem are doomed to fail. There can, of course, be no proof of this. But why prefer hope to skepticism or circumspection in a world with many possibilities, many of which are ‘sub-optimal’?\n\n# CONCLUSION\n\nOne could perhaps describe the race equality agenda as a therapeutic or palliative one at the (national) societal level (and equally this can be regarded as a sub-dimension of a larger pan-European project). The aim is at once to cure or ‘ease’ pathologies and to build a ‘strong’ and healthy societal organism. The assumption is that diversity is to be cherished and that diversity is itself produc-tive. A diverse society is better than a non-diverse, culturally homogenous one. Parekh has some intelligent arguments to support this position (in reality, a more sophisticated position).63 However, who believes this?\n\nI believe it. But I have personal reasons for believing it. That is, in any self-description which I would put into communication, I would offer a selective biography which would explain, if that was demanded, why I ‘personally’ pre-fer to work in a university with students from all over the world (multiethnic, multinational) compared with one where most of the students are from Hertfordshire or Surrey, and most of my colleagues would agree—that is—they would nod assent in an interaction system, although what they really think I do not know. I don’t know if they know. One doesn’t critically test through ‘intro-spection’ whether one believes all the things one assents to in communication. In addition, work is work. Where I live is another matter. What I want or need from where I live is for the most part a quiet environment because I work from home a lot. Certain cultural practices in my immediate environment (neighbours) might not be consistent with that. I may need to make neighbour-related predictions in deciding where to live (along with affordability, space requirements etc). Prejudice is pervasive. Without it ‘personal’ decisions cannot be made.64\n\n---\n\n62 N Luhmann, Theories of Distinction: Redescribing the Descriptions of Modernity (Stanford, Stanford University Press, 2002) 193. 63 B Parekh, Rethinking Multiculturalism: Cultural Diversity and Political Theory (Basingstoke, Palgrave, 2000). 64 TC Schelling, Micromotives and Macrobehaviour (New York, WW Norton, 1978) chapter 4."} +{"pdf_name": "20781193_211.pdf", "language": "en", "markdown": "The following benefit payments for BNY Mellon’s pension and healthcare plans, which reflect expected future service as appropriate, are expected to be paid over the next 10 years:\n\n
Expected benefit payments\n(in millions)Domestic Foreign
Pension benefits:
Year 2018$ 280 $ 20
201926219
202026019
202126222
202225923
2023-20271,303137
Total pension benefits$ 2,626 $ 240
Healthcare benefits:
Year 2018$ 13 $ —
201913— \n
202013— \n
202113— \n
202212— \n
2023-2027551
Total healthcare benefits$ 119 $ 1
\n\n# Plan contributions\n\nBNY Mellon expects to make cash contributions to fund its defined benefit pension plans in 2018 of \\$32 million for the domestic plans and \\$22 million for the foreign plans.\n\nBNY Mellon expects to make cash contributions to fund its post-retirement healthcare plans in 2018 of \\$13 million for the domestic plans and less than \\$1 million for the foreign plans.\n\n# Investment strategy and asset allocation\n\nBNY Mellon is responsible for the administration of various employee pension and healthcare post-retirement benefits plans, both domestically and internationally. The domestic plans are administered by BNY Mellon’s Benefits Administration Committee, a named fiduciary. Subject to the following, at all relevant times, BNY Mellon’s Benefits Investment Committee, another named fiduciary to the domestic plans, is responsible for the investment of plan assets. The Benefits Investment Committee’s responsibilities include the investment of all domestic defined benefit plan assets, as well as the determination of investment options offered to participants in all domestic defined contribution plans. The Benefits Investment Committee conducts periodic reviews of investment performance, asset allocation and investment manager suitability. In addition, the Benefits Investment Committee has oversight of the Regional Governance Committees for the foreign defined benefit plans.\n\nOur investment objective for U.S. and foreign plans is to maximize total return while maintaining a broadly diversified portfolio for the primary purpose of satisfying obligations for future benefit payments.\n\nEquities are the main holding of the plans.\n\nAlternative investments (including private equities) and fixed-income securities provide diversification and, in certain cases, lower the volatility of returns. In general, equity securities and alternative investments within any domestic plan’s portfolio can be maintained in the range of 30% to 70% of total plan assets, fixed-income securities can range from 20% to 50% of plan assets and cash equivalents can be held in amounts ranging from 0% to 5% of plan assets. Actual asset allocation within the approved ranges varies from time to time based on economic conditions (both current and forecast) and the advice of professional advisors.\n\nOur pension assets were invested as follows at Dec. 31, 2017 and Dec. 31, 2016:\n\n
Asset allocationsDomestic Foreign
2017201620172016
Equities63%58%51%52%
Fixed income33363329
Private equities11——
Alternative investment2393
Real estate——44
Cash12312
Total pension benefits100%100%100%100%
\n\nWe held no The Bank of New York Mellon Corporation stock in our pension plans at Dec. 31, 2017 and Dec. 31, 2016. Assets of the U.S. post-retirement healthcare plan are invested in an insurance contract.\n\n# Fair value measurement of plan assets\n\nIn accordance with ASC 715, Compensation - Retirement Benefits, BNY Mellon has established a three-level hierarchy for fair value measurements of its pension plan assets based upon the transparency of inputs to the valuation of an asset as of the measurement date. The valuation hierarchy is consistent with guidance in ASC 820, Fair Value"} +{"pdf_name": "20781193_212.pdf", "language": "en", "markdown": "Measurement, which is detailed in Note 18 of the Notes to Consolidated Financial Statements.\n\nThe following is a description of the valuation methodologies used for assets measured at fair value, as well as the general classification of such assets pursuant to the valuation hierarchy.\n\n# Cash and currency\n\nThis category consists primarily of foreign currency balances and is included in Level 1 of the valuation hierarchy. Foreign currency is translated monthly based on current exchange rates.\n\n# Common and preferred stock, exchange-traded funds and mutual funds\n\nThese investments include equities, exchange-traded funds and mutual funds and are valued at the closing price reported in the active market in which the individual securities are traded, if available. Where there are no readily available market quotations, we determine fair value primarily based on pricing sources with reasonable levels of price transparency.\n\n# Collective trust funds\n\nCollective trust funds include commingled and U.S. equity funds that have no readily available market quotations. The fair value of the funds is based on the securities in the portfolio, which typically are the amount that the fund might reasonably expect to receive for the securities upon a sale. These funds are valued using observable inputs on either a daily or monthly basis. Collective trust funds are included as Level 2 of the valuation hierarchy.\n\n# Fixed-income investments\n\nFixed-income investments include U.S. Treasury securities, U.S. government agencies, sovereign government obligations, U.S. corporate bonds and foreign corporate debt funds. U.S. Treasury securities are valued at the closing price reported in the active market in which the individual security is traded and included as Level 1 of the valuation hierarchy. U.S. government agencies, sovereign government obligations, U.S. corporate bonds and foreign corporate debt funds are valued based on quoted prices for comparable securities with similar yields and credit ratings. When quoted prices are not available for identical or similar bonds, the bonds are valued using discounted cash flows that maximize observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. U.S. government agencies, sovereign government obligations, U.S. corporate bonds and foreign corporate debt funds are primarily included as Level 2 of the valuation hierarchy.\n\n# Other assets measured at NAV\n\nOther assets measured at NAV include funds of funds and venture capital and partnership interests, property funds and other funds. There are no readily available market quotations for these funds. The fair value of the funds of funds is based on NAVs of the funds in the portfolio, which reflects the value of the underlying securities. The fair value of the underlying securities is typically the amount that the fund might reasonably expect to receive upon selling those hard to value or illiquid securities within the portfolios. These funds are either valued on a daily or monthly basis. The fair value of the venture capital and partnership interests is based on the pension plan’s ownership percentage of the fair value of the underlying funds as provided by the fund managers. These funds are typically valued on a quarterly basis. The pension plan’s venture capital and partnership interests are valued at NAV as a practical expedient for fair value."} +{"pdf_name": "3458862_55.pdf", "language": "en", "markdown": "Share-Based Compensation. Our share-based compensation plan provides the ability to grant equity awards to our employees, consultants and non-employee directors. As of December 31, 2018, only nonqualified stock options, restricted shares, performance stock and restricted share units had been granted under such plans. The fair value of restricted share grants and restricted share units is based on the closing price of our common stock on the grant date. We values option grants based on the grant date fair value using the Black-Scholes option-pricing model, and we value performance awards with market conditions based on the grant date fair value using a Monte Carlo simulation, both of which require the use of subjective assumptions. We recognize share-based compensation expense on a straight-line basis over the requisite service period for the entire award and makes estimates of employee terminations and forfeiture rates which impacts the amount of compensation expense that is recorded over the requisite service period.\n\nIncome Taxes. We are subject to income and other similar taxes in all areas in which we operate. When recording income tax expense, certain estimates are required because: (a) income tax returns are generally filed months after the close of our annual accounting period; (b) tax returns are subject to audit by taxing authorities and audits can often take years to complete and settle; and (c) future events often impact the timing of when we recognize income tax expenses and benefits.\n\nWe account for income taxes utilizing the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities due to a change in tax rates is recognized as income or expense in the period that includes the enactment date.\n\nThe ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. In assessing the likelihood and extent that deferred tax assets will be realized, consideration is given to projected future taxable income and tax planning strategies. A valuation allowance is recorded when, in the opinion of management, it is more likely than not that a portion or all of the deferred tax assets will not be realized.\n\nWe have federal, state and international net operating losses (\"NOLs\") carried forward from tax years ending before January 1, 2018 that will expire in the years 2020 through 2038. Due to U.S. tax reform, any U.S. federal income tax losses incurred for tax years beginning after December 31, 2017 can be carried forward indefinitely with no carry back available. In addition, the taxable losses generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income generated in tax years beginning after December 31, 2018. After considering the scheduled reversal of deferred tax liabilities, projected future taxable income, the potential limitation on use of NOLs under Section 382 of the Internal Revenue Code of 1986, as amended (the \"Code\") and tax planning strategies, we established a valuation allowance due to the uncertainty regarding the ultimate realization of the deferred tax assets associated with its NOL carryforwards.\n\nAs a result of the Chapter 11 Proceeding, on the Plan Effective Date, we believe we experienced an ownership change for purposes of Section 382 of the Code because of its Restructuring Plan. Consequently, our pre-change NOLs are subject to an annual limitation (See Note 14 - Chapter 11 Proceeding and Emergence for additional information, including definitions of capitalized defined terms, about the Chapter 11 Proceeding and emergence from the Chapter 11 Proceeding). The ownership change and resulting annual limitation on use of NOLs are not expected to result in the expiration of our NOL carryforwards if we are able to generate sufficient future taxable income within the carryforward periods. However, the limitation on the amount of NOLs available to offset taxable income in a specific year may result in the payment of income taxes before all NOLs have been utilized. Additionally, a subsequent ownership change may result in further limitation on the ability to utilize existing NOLs and other tax attributes, which could cause our pre-change NOL carryforwards to expire unused.\n\nWe recognize the financial statement effects of a tax position when it is more-likely-than-not, based on the technical merits, that the position will be sustained upon examination. A tax position that meets the more-likely-than-not recognition threshold is measured as the largest amount of tax benefit that is greater than 50.0% likely of being realized upon ultimate settlement with a taxing authority. Previously recognized uncertain tax positions are reversed in the first period in which it is more-likely-than-not that the tax position would be sustained upon examination. Income tax related interest and penalties, if applicable, are recorded as a component of the provision for income tax expense. For the year ended December 31, 2018, we have an unrecognized tax benefit of \\$6.0 million related to an increase in the estimate of the reserve for unrecognized tax benefits relating to our uncertain tax positions, which is netted against our net operating loss carryforwards. The unrecognized tax benefit, or UTB, is related to a deduction for certain fees that were paid using shares of our common stock as part of the January 7, 2017 plan of reorganization. The recorded unrecognized tax benefit is equal to our estimate of the portion of the tax benefit that is less than 50% likely to be realized upon ultimate settlement with a taxing"} +{"pdf_name": "3458862_56.pdf", "language": "en", "markdown": "authority.\n\n# Recent Accounting Pronouncements\n\nIn February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (\"ASU 2016-02\"). ASU No. 2016-02 seeks to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and by disclosing key information about leasing arrangements. Unlike current U.S. GAAP, which requires only capital leases to be recognized on the balance sheet, ASU No. 2016-02 will require both operating and finance leases to be recognized on the balance sheet. Additionally, the new guidance will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements.\n\nThe amendments in ASU No. 2016-02 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early application is permitted. We adopted this new accounting standard on January 1, 2019 using the modified retrospective approach. Under this transition method, leases existing at, or entered into after the adoption date are required to be recognized and measured. We have elected to use the effective date as its date of initial application, consequently prior period amounts have not been adjusted and continue to be reflected in accordance with historical accounting. We elected the package of practical expedients which permits us to not reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We have also elected the practical expedient to combine the lease and non-lease components of a contract for all of our contracts, as well as the short-term lease recognition exemption.\n\nThe adoption of this standard will result in the initial recognition of approximately \\$25.0 million to \\$28.0 million of right-of-use assets and operating lease liabilities, with no related impact to consolidated stockholders' equity or net income (loss).\n\nIn June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which amends U.S. GAAP by introducing a new impairment model for financial instruments that is based on expected credit losses rather than incurred credit losses. The new impairment model applies to most financial assets, including trade accounts receivable. The amendments in ASU 2016-13 are effective for interim and annual reporting periods beginning after December 15, 2019, although it may be adopted one year earlier, and requires a modified retrospective transition approach. We are currently evaluating the impact this standard will have on our results of operations and financial position.\n\nIn October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory (\"ASU 2016-16\"), which requires an entity to recognize the income tax consequences of an intra-entity asset transfer, other than an intra-entity asset transfer of inventory, when the transfer occurs. The ASU is effective for the interim and annual reporting periods beginning after December 15, 2017, including interim periods within those fiscal years, and early application is permitted. We adopted this new accounting standard on January 1, 2018, and upon adoption recognized a cumulative effect adjustment as a reduction to retained earnings of \\$13.2 million.\n\nIn January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (\"ASU 2017-04\"), which establishes a one-step process for testing goodwill for impairment. This ASU is effective for the interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. We early adopted this new accounting standard on January 1, 2018 and there no impact on our consolidated financial statements upon adoption. As part of our annual impairment assessment of goodwill during the fourth quarter of 2018, we applied this new accounting standard and recognized an impairment charge of \\$146.0 million for the year ended December 31, 2018.\n\nIn February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Ef ects from Accumulated Other Comprehensive Income (\"ASU 2018-02\"), which allows for a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and requires certain disclosures about stranded tax effects. This ASU is effective for the interim and annual reporting periods beginning after December 15, 2019, and early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements.\n\nIn March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staf Accounting Bulletin No. 118, (\"ASU 2018-05\"), which provides guidance on accounting for the tax effects of the Tax Cuts and Jobs Act (the Tax Act) pursuant to Staff Accounting Bulletin No. 18, which allows companies to"} +{"pdf_name": "20787812_80.pdf", "language": "en", "markdown": "
Note20172016
RMB’000RMB’000
Turnover42,005,3081,400,827
Cost of sales(1,114,934)(974,095)
Gross profit890,374426,732
Other income5453143
Change in fair value of investment properties13–5,938
Selling and distribution expenses(53,111)(67,764)
Administrative expenses(48,480)(74,638)
Other expenses5(140)(7,003)
Operating profit789,096283,408
Finance income8,9671,128
Finance costs(17,231)(53,126)
Net finance costs6(a)(8,264)(51,998)
Profit before taxation780,832231,410
Income tax7(521,320)(183,366)
Profit for the year259,51248,044
Attributable to:
Equity shareholders of the Company251,18165,012
Non-controlling interests8,331(16,968)
Profit for the year259,51248,044
\n\nThe notes on page 86 to 171 form part of these financial statements."} +{"pdf_name": "20787812_81.pdf", "language": "en", "markdown": "
20172016
NoteRMB’000RMB’000
Earnings per share
Basic and diluted (RMB)110.840.25
Profit for the year259,51248,044
Other comprehensive income10
Item that may be reclassified subsequently to \nprofit or loss
Income from changes in fair value of \n available-for-sale financial assets1,749–
Item that will not be reclassified subsequently to \nprofit or loss
Exchange differences on translation of \n financial statements of the Company(15,232)8,575
Other comprehensive income for the year(13,483)8,575
Total comprehensive income for the year246,02956,619
Attributable to:
Equity shareholders of the Company237,69873,587
Non-controlling interest8,331(16,968)
Total comprehensive income for the year246,02956,619
\n\nThe notes on page 86 to 171 form part of these financial statements."} +{"pdf_name": "11744505_21.pdf", "language": "en", "markdown": "where \\( \\rho _ { 0 } = 0 . 1 7 \\)\\( \\mathrm { f m ^ { - 3 } } \\) is the empirical saturation density of symmetric nuclear matter. We have separated explicitly the kinetic contribution, \\( K / A = 3 k _ { F } ^ { 2 } / 2 0 m \\), from the potential terms. Coefficients of this parametrization are shown in II.\n\n
abαβ
( MeV ) ( MeV )
AV185.6520−28.7011.970.83
Paris5.7215−28.7271.970.87
N3LO2N98.155−122.141.131.03
\\( \\mathbf { \\delta } \\) 3 \\( _ { \\cdot } \\)\\( \\mathbf { ) } _ { \\mathbf { \\Phi } ) } \\) +N2LO3N17.767−36.8151.500.90
\n\nTABLE II. Fit coefficients for the energy per neutron, \\( B / A \\), following Eq. (22).\n\n# IV. SUMMARY AND CONCLUSION\n\nWithin the BHF approach for pure neutron matter at zero temperature, we have in-vestigated di–neutron structures with emphasis placed on the low–density regime. We have calculated self–consistent sp potentials at Fermi momenta up to 2−3 \\( \\mathrm { f m ^ { - 1 } } \\) using the continu-ous choice, restricting the system to a normal (nonsuperfluid) state. We have used AV18 and Paris internucleon potential, in addition to chiral \\( \\mathrm { N 3 L O } _ { 2 N } \\) 2NF as well as \\( \\mathrm { N 3 L O } _ { 2 N } \\mathrm { + N 2 L O } _ { 3 N } \\) 3NF. Explicit account for di–neutron bound states is made in the \\( { } ^ { 1 } \\mathrm { S } _ { 0 } \\) channel for the eval-uation of the mass operator during self–consistent searches of the sp potential.\n\nThe resulting sp solutions from each of the potentials considered in this work are in fair agreement with those found elsewhere [27, 33, 47–49]. The major conclusion of our work is that di–neutron bound states appear in the BHF approach in the \\( { } ^ { 1 } \\mathrm { S } _ { 0 } \\) channel independently of the Hamiltonian that is used to model neutron interactions. In terms of the Fermi momentum, di–neutrons appear in the regime \\( 0 . 0 6 \\lesssim k _ { F } \\lesssim 1 . 0 5 \\)\\( \\mathrm { f m } ^ { - 1 } \\) and are loosely bound, by less than 700 keV. The density dependence of their binding energy is very close for all interactions, which indicates a dominance of many–body correlations in di–neutron formation. In particular, because they appear at low densities, di–neutrons do not seem to be affected by 3NF. More indicative, these bound states form at densities where neutron effective masses become larger than the bare mass. Furthermore, the size of these bound states can get as high as ∼ 100 fm. In contrast to isospin–symmetric nuclear"} +{"pdf_name": "11744505_22.pdf", "language": "en", "markdown": "matter, solutions for the sp spectra do not exhibit coexisting phases [12], mainly due to the fact that \\( \\mathrm { ^ { 3 } S D _ { 1 } } \\) channel is fully suppressed in pure neutron matter. A recent study[50] addressing neutronic and symmetric nuclear matter, considering modern realistic NN interactions, confirms the robustness of theses findings.\n\nThe study of nuclear matter, even on its simplest nonrelativistic form, is an exceedingly difficult problem involving various scenarios in density, isospin asymmetry and temperature. On top of that, the emergence of superfluidity, superconductivity and clusterization multiply the physical scenarios under which matter can evolve when confined. The study we have presented is just a first step towards ab initio clusterization studies, going beyond traditional calculations in this context which are based on a variety of phenomenological approximations. In turn, these calculations can provide guidance on clustering in isospin–rich systems.\n\nWe can foresee a variety of extension of this work, both at the phenomenological and at the more theoretical level. Within this very same framework, we would like to study the melting of di–neutrons as temperature effects switch on. The extension to isospin asymmetric systems is of relevance for neutron–star matter, but also in the context of nuclear structure and the isospin dependence of clustering correlations. The competition between pairing and bound states in neutron matter is relevant for BEC–BCS studies, and the BHF approach is perfectly suited to provide quantitative guidance on this subject. Finally, it would be interesting to use other many–body techniques to establish firmly the existence of di–neutron bound states in isospin–rich nuclear systems.\n\n# ACKNOWLEDGMENTS\n\nH.F.A. acknowledges partial funding from FONDECYT under grant No 1120396. F.I. thanks funding from CONICYT under contract No. 221320081. This work was supported in part by STFC through Grants ST/I005528/1, ST/J000051/1 and ST/L005816/1. Partial support comes from “NewCompStar”, COST Action MP1304. F.I. thanks the hospitality of colleagues of the University of Surrey, UK, where part of this work took place.\n\n[1] F. Kobayashi and Y. Kanada-En’yo, Phys. Rev. C 88, 034321 (2013).\n\n[2] A. Spyrou, Z. Kohley, T. Baumann, D. Bazin, B. A. Brown, G. Christian, P. A. DeYoung, J. E. Finck, N. Frank, E. Lunderberg, S. Mosby, W. A. Peters, A. Schiller, J. K. Smith, J. Snyder, M. J. Strongman, M. Thoennessen, and A. Volya, Phys. Rev. Lett. 108., 102501 (2012)"} +{"pdf_name": "7507369_2.pdf", "language": "en", "markdown": "# CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION\n\nAt 30 June 2020\n\n
NotesAs at\n30 June\n2020As at\n31 December\n2019
RMB’000RMB’000
(Unaudited)(Audited)
NON-CURRENT ASSETS
Property, lipant and equpment117,802,8238,077,172
Quarry12936,682964,761
Rihfgt-o-use assets809,310819,682
Investment properties121,06782,420
Goodwill554,241554,241
Other intaniblge assets4,3053,571
Interests in joint ventures60,73056,491
Interests in associates722,014725,122
Restricted bank deposits3,428–
Deferred tax assets97,57482,222
11,112,17411,365,682
CURRENT ASSETS
Inventories13726,255674,380
Trade and other receivables142,366,6843,962,640
Amount due from an associate10,05215,959
Amount due from a joint venture5,00510,014
Restricted bank deposits9,85414,503
Bank balances and cash9,156,6447,942,576
12,274,49412,620,072
CURRENT LIABILITIES
Trade and other payables151,246,1152,174,123
Amount due to a joint venture18,1025,563
Tax payables152,365555,414
Borrowings – due within one year4,591,7854,770,215
Lease Liabilities5,6394,512
Contract Liabilities16184,755185,525
6,198,7617,695,352
NET CURRENT ASSETS6,075,7334,924,720
TOTAL ASSETS LESS CURRENT LIABILITIES17,187,90716,290,402
"} +{"pdf_name": "7507369_3.pdf", "language": "en", "markdown": "
NotesAs at\n30 June\n2020As at\n31 December\n2019
RMB’000RMB’000
(Unaudited)(Audited)
NON-CURRENT LIABILITIES
Borrowings – due after one year2,295,2731,444,094
Deferred tax liabilities58,48370,555
Lease Liabilities102,62496,025
Provision for environmental restoration41,09536,734
2,497,4751,647,408
NET ASSETS14,690,43214,642,994
CAPITAL AND RESERVES
Share cailpta17140,390140,390
Share premium and reserves14,218,39914,123,411
Equity attributable to owners of the Company14,358,78914,263,801
Non-controlling interests331,634379,193
TOTAL EQUITY14,690,43214,642,994
"} +{"pdf_name": "20746028_2.pdf", "language": "en", "markdown": "Recent models for the evolution of super-Chandrasekhar mass carbon-oxygen white dwarf merger remnants by Schwab et al.8 match the properties of WS35 remarkably well. Not only does their fiducial model fit the Hertzsprung-Russell diagram position of WS35 (Fig. 3). They also predict an extended episode of extreme mass loss during and shortly after the merger event in an expanded cool supergiant stage which will form a slowly-expanding hydrogen- and helium-free circumstellar nebula with an expansion velocity of about 100 \\( \\mathrm { k m \\, s ^ { - 1 } } \\). After the settling of the post-merger prod-uct in a hot and compact stage, its ultraviolet emission ionizes the surrounding nebula. Its current∼ 100 times faster wind sweeps the preceding slow material into a shell, which appears inside the density-bounded H II region, which forms the diffuse halo (see Fig. 1). The expected hydrogen-and helium-free composition of the nebula and the high temperature of its central star (leading to triple ionization of oxygen) suggest that no optical nebular lines form and that the observed mid-infrared emission from the nebula is dominated by the [O IV] 25.89 \\( \\mu \\) m and [Ne V] 14.32 and 24.32 \\( \\mu \\) m lines (cf. ref.22). This naturally explains why the nebula WS35 does neither appear in the IPHAS image nor in our long-slit spectrum.\n\nThe merging white dwarf scenario also addresses the major puzzle about WS35, namely the extreme width of its emission lines. A velocity of 16, 000 \\( | \\, \\mathrm { k m \\, s ^ { - 1 } } \\) exceeds the stellar escape speed about 10 times, and is typical for supernovae but so far unheard of for radiation driven winds. Pure radiation driving is in fact excluded, since the wind’s kinetic energy flux exceeds the total radiative luminosity of the star by a factor of two (Methods). The extreme velocity can, however, be explained in the framework of rotating magnetic wind models. Poe et al.23 find that a rigidly co-rotating magnetic field can enhance the speed and mass outflow rate of radiation driven winds by more than a factor of three, at the cost of the star’s rotational energy. We find that a co-rotation speed of 16, 000 \\( \\mathrm { k m \\, s ^ { - 1 } } \\) at the Alfve´n point in WS35, where the inertia force starts to dominate over the magnetic forces24, requires an Alfve´n radius of about 10 stellar radii \\( \\sim 1 . 5 ~ \\mathrm { R } _ { \\odot } ) \\)), which is achieved with a magnetic field strength of \\( \\sim 1 0 ^ { 8 } \\) G. Since the whole post-merger evolution is expected to last ∼ 20, 000 yr (ref.8), it is plausible that the corresponding magnetic torques have not yet spun down WS35.\n\nThe generation of a strong magnetic field is indeed expected in stellar mergers25. 3D magneto-hydrodynamical models of white dwarf mergers find a magnetization of the merger product of \\( 2 \\times 1 0 ^ { 8 } \\) G (ref.9). This compares to the peak of the B-field distribution of magnetic white dwarfs of several \\( 1 0 ^ { 7 } \\) G (ref.26). The observations that the mean mass of magnetic white dwarfs is signif-icantly higher than that of non-magnetic ones, and that nearly none of the known magnetic white dwarfs have a companion star provide strong evidence for magnetic field generation by white dwarf merging26.\n\nAdopting the escape velocity from the expanded merger remnant of ∼ 100 \\( \\mathrm { k m \\, s ^ { - 1 } } \\)(cf. ref.7) and given the angular radius of the nebula of 1.6 pc, we derive an expansion age of ∼ 16, 000 yr for WS35. Together with the high temperature of the central star, this indicates that WS35 is close to the endpoint of its post-merger evolution. Since WS35 is more luminous than the \\( 1 . 4 9 \\, \\mathbf { M } _ { \\odot } \\) model of Schwab et al.8, it appears likely that its mass also exceeds the Chandrasekhar limit, with the exciting perspective that it will produce a low-mass neutron star in the near future, accompanied"} +{"pdf_name": "20746028_3.pdf", "language": "en", "markdown": "by a high-energy transient and a fast evolving supernova11. It is also likely that the inner shell of the circumstellar nebula will persist until the explosion and, given the expected low mass of supernova ejecta, will affect the appearance of the supernova remnant ∼ 100 yr after explosion.\n\nThe merging of two stars in a binary system is not a rare event. About 10 per cent of the massive main sequence stars are thought to be merger products27, as well as a similar fraction of the known white dwarfs28. The very unusual wind of WS35 strongly supports the idea that stellar mergers can indeed produce highly magnetized stars, which would explain the magnetic stars of the upper main sequence29 and the formation of the magnetic white dwarfs26. Our results also enlighten the ongoing debate on whether a super-Chandrasekhar mass merger of two carbon-oxygen white dwarfs leads to a Type Ia supernova. Here, WS35 appears to provide a counter example, which will likely produce a neutrino-flash and a gamma-ray burst30, followed by a very fast and subluminous Type Ic supernova11.\n\n# Bibliography\n\n1. Hulse, R. A. & Taylor, J. H. Discovery of a pulsar in a binary system. Astrophys. J. 195, L51–L53 (1975).\n\n2. Abbott, B. P. et al. Observation of gravitational waves from a binary black hole merger. Phys. Rev. Lett. 116, 061102 (2016).\n\n3. Abbott, B. P. et al. Gravitational waves and gamma-rays from a binary neutron star merger: GW170817 and GRB 170817A. Astrophys. J. 848, L13 (2017).\n\n4. Iben, I. & Tutukov, A. V. Supernovae of type I as end products of the evolution of binaries with components of moderate initial mass (M not greater than about 9 solar masses). Astron. Astrophys. Supp. 54, 335–372 (1984).\n\n5. Pakmor, R., et al. Violent mergers of nearly equal-mass white dwarf as progenitors of sublu-minous Type Ia supernovae, Astron. Astrophys. 528, A117 (2011).\n\n6. Saio, H. & Nomoto, K. Off-center carbon ignition in rapidly rotating, accreting carbon-oxygen white dwarfs. Astrophys. J. 615, 444–449 (2004).\n\n7. Shen, K. J., Bildsten, L., Kasen, D. & Quataert, E. The long-term evolution of double white dwarf mergers. Astrophys. J. 748, 35 (2012).\n\n8. Schwab, J., Quataert, E. & Kasen, D. The evolution and fate of super-Chandrasekhar mass white dwarf merger remnants. Mon. Not. R. Astron. Soc. 463, 3461–3475 (2016).\n\n9. Ji, S. et al. The post-merger magnetized evolution of white dwarf binaries: The double-degenerate channel of sub-Chandrasekhar Type Ia supernovae and the formation of magne-tized white dwarfs. Astrophys. J. 773, 136–149 (2013)."} +{"pdf_name": "20756527_49.pdf", "language": "en", "markdown": "In this prospectus, unless the context otherwise requires, the following expressions have the following meanings.\n\n
“2016 Decision” the Decision of the Standing Committee of the NPC on\nAmending the Private Schools Promotion Law (全國人民代\n表大會常務委員會關於修改<中華人民共和國民辦教育促進\n法>的決定), which was promulgated on November 7, 2016,\nand came into force on September 1, 2017
“2021 Imlpementation Rules” the Imlipementaton Rules for the Law for Promoting Private\nEducation of the PRC (《中華人���共和國民辦教育促進法\n實施條例》), which was promulgated by the State Council\non May 14, 2021 and will take effect from September 1,\n2021
“affiliate(s)” with respect to any specific person, any other person,\ndirectly or indirectly, controlling or controlled by or under\ndirect or indirect common control with such specified\nperson
“AliiFppcaton orm(s)”WHITE alifppcation orm(s), YELLOW aliippcaton form(s)\nand GREEN alifppcation orm(s), or where the context so\nrequires, any one of them, in relation to the Hong Kong\nPublic Offering
“Articles of Association” or\n“Articles”the amended and restated articles of association of our\nCompany conditionally adopted on June 23, 2021 and\neffective upon the Listing Date and as amended from time to\ntime, a summary of which is set out in Appendix IV to this\nprospectus
“associate(s)” has the meaning ascribed to it under the Listing Rules
“Board” or “Board of Directors” the board of Directors
“BPPE” California Bureau for Private Postsecondary Education, a\nunit of the California Department of Consumer Affairs in\ncharge of regulation of private postsecondary educational\ninstitutions operating in the State of California, the United\nStates
“Business Cooperation Agreement” the business cooperation agreement entered into by and\namong Lingnan WFOE, the PRC Affiliated Entities and the\nReistered Shareholders dated November 21, 2020g
"} +{"pdf_name": "20756527_50.pdf", "language": "en", "markdown": "
“Business Day” or “business day” a day on which banks in Hong Kong are generally open for\nbusiness to the public and which is not a Saturday, Sunday\nor public holiday in Hong Kong
“BVI” the British Virilgn Isands
“Caiiptalzation Issue” the issue of Shares uipon caiptalzation of certain sums\nstanding to the credit of the share premium account of our\nCompany as set out in “A. Further Information about Our\nCompany — 4. Written Resolutions of the Then\nShareholders Passed on June 23, 2021” in Appendix V to\nthis prospectus
“CCASS” the Central Clearing and Settlement System established and\noperated by HKSCC
“CCASS Clearing Participant” a person admitted to participate in CCASS as a direct\nclearing participant or general clearing participant
“CCASS Custodian Participant” a person admitted to participate in CCASS as a custodian\nparticipant
“CCASS Investor Participant” a person admitted to participate in CCASS as an investor\nparticipant who may be an individual orj oint individuals or\na corporation
“CCASS Participant” a CCASS Clearing Participant, or a CCASS Custodian\nParticipant or a CCASS Investor Participant
“Chi na” or“PRC” the Peolbipe’s Relpuc of China excluding for the purpose of\nthis prospectus, Hong Kong, the Macau Special\nAdministrative Reion and Taigwan
“China Foreign Education” China Foreign Education Limited, a limited liability\ncompany incorporated under the laws of the BVI on August\n9, 2018 and is wholly owned by Ms. He Huifen, and is one\nof our Controlling Shareholders
“Co-manager” the co-manager as named in the section headed “Directors\nand Parties Involved in the Global Offering”
“Companies Act” or “Cayman\nCompanies Act”the Companies Act, Cap. 22 (Act 3 of 1961, as combined\nand revised) of the Cayman Islands
"} +{"pdf_name": "20742916_3.pdf", "language": "en", "markdown": "“window potential” of a chosen functional form. The form of this potential is given by:\n\n\\[ W _ { i } ( s ) = \\left\\{ \\begin{array} { l l } { \\infty , \\qquad s < s _ { i } ^ { \\mathrm { m i n } } } & { } \\\\ { 0 , \\qquad s _ { i } ^ { \\mathrm { m i n } } < s < s _ { i } ^ { \\mathrm { m a x } } } & { } \\\\ { \\infty , \\qquad s > s _ { i } ^ { \\mathrm { m a x } } } & { } \\end{array} \\right. \\qquad ( 7 ) \\]\n\nwhere \\( s _ { i } ^ { \\mathrm { m i n } } \\) and \\( s _ { i } ^ { \\mathrm { m a x } } \\) are the limits that define the range of s for the i-th window. Within each “window” of s, a probability distribution \\( p _ { i } ( s ) \\) is calculated in the simu-lation. The window potential width, \\( \\Delta s \\equiv s _ { i } ^ { \\mathrm { m a x } } - s _ { i } ^ { \\mathrm { m i n } } \\), is chosen to be sufficiently small that the variation in F does not exceed a few \\( k _ { \\mathrm { B } } T \\). Adjacent windows overlap, and the SCH algorithm uses the \\( p _ { i } ( s ) \\) histograms to re-construct the unbiased distribution, \\( \\mathcal { P } ( s ) \\). The details of the histogram reconstruction algorithm are given in Ref. 46. A description for an application to a physical system comparable to that studied here is presented in Ref. 32.\n\nPolymer configurations were generated carrying out single-monomer moves using a combination of trans-lational displacements and crankshaft rotations. The trial moves were accepted with a probability \\( \\begin{array} { r l } { p _ { \\mathrm { a c c } } } & { { } = } \\end{array} \\)\\( \\operatorname* { m i n } ( 1 , e ^ { - \\Delta E / k _ { \\mathrm { B } } T } ) \\), where \\( \\Delta F \\) is the energy difference be-tween the trial and current states. Initial polymer con-figurations were generated such that s was within the allowed range for a given window potential. Prior to data sampling, the system was equilibrated. As an il-lustration, for a \\( N \\) = 121 polymer chain, the system was equilibrated for typically \\( \\sim \\mathrm { 1 0 ^ { 7 } } \\) MC cycles, following which a production run of \\( \\sim 1 0 ^ { 8 } \\) MC cycles was carried out. During each MC cycle a move for each monomer is attempted once, on average.\n\nThe windows are chosen to overlap with half of the adjacent window, such that \\( s _ { i } ^ { \\mathrm { m a x } } = s _ { i + 2 } ^ { \\mathrm { m i n } } \\). The window width was typically \\( \\Delta s \\, = \\, \\sigma \\). Thus, a calculation for \\( N \\)= 121, where the translocation coordinate spans a range of \\( s \\, \\in \\, [ 0 , 1 2 0 ] \\), required separate simulations for 239 different window potentials. For each simulation, individual probability histograms were constructed using the binning technique with 10 bins per histogram.\n\nThe free energy functions obtained from the MC sim-ulations were used with the procedure summarized in Sec. III to study the translocation dynamics under the as-sumption that conformational quasi-equilibrium is main-tained during the process. The translocation probability \\( \\mathcal { W } ( s , t ; s _ { 0 } , 0 ) \\) was determined by solving Eq. (1) for a cho-sen value of \\( s _ { 0 } \\). Typically, we used \\( s _ { 0 } = L / ( 2 \\sigma ) \\), at which point the first monomer isj ust on the verge of exiting the pore into the cavity. The equation was solved using standard numerical methods with a “spatial” grid size of \\( \\Delta s \\) = 0.01 and a time increment of \\( \\Delta t = 0 . 0 0 2 \\mathcal { D } ^ { - 1 } \\). The distribution \\( P ( \\tau ) \\) was calculated using Eq. (3), where a standard five-point method was used to evaluate the derivatives in Eq. (2). The translocation probability, \\( p _ { b } \\), and mean first passage time, \\( \\langle \\tau \\rangle \\), were calculated by nu-merical integration of Eqs. (4) and (6), respectively, using Simpson’s rule.\n\nIn the results presented below, quantities of length are measured in units of \\( \\sigma \\), energy in units of \\( k _ { \\mathrm { B } } T \\), force in units of \\( k _ { \\mathrm { B } } T / \\sigma \\) and time in units of \\( \\mathcal { D } ^ { - 1 } \\).\n\n# V. RESULTS\n\nWe consider first the case of spherical cavities in the absence of a driving force or adsorption potential, i.e. \\( r \\) = 1, \\( f _ { \\mathrm { d } } \\, = \\, 0 \\) and \\( \\epsilon \\) = 0. Figure 2 shows free energy functions for cavity volumes of V =150, 250 and 500, each for polymer lengths ranging from N=31 to N=141. As expected, the free energy cost of confining the polymer in the cavity increases as the confinement volume decreases. In addition, the curves all have positive curvature every-where except at near the upper and lower bounds. This indicates that free energy cost of inserting each monomer into the cavity increases as the number (and hence den-sity) of monomers inside increases. This feature is con-sistent with results from previous MC studies27,32,33 and theoretical studies16,26 that explicitly account for repul-sion between monomers, in contrast to the case for ideal polymers.15 Another noteworthy feature is the strong de-gree of overlap between the curves for different N and the same V . Thus, the free energy cost of transferring one monomer from the outside to the inside of the cavity de-pends approximately only on the density of monomers in the cavity. Deviations from this trend are evident where F dips abruptly near \\( s = N - \\) 1.\n\nFIG. 2. Free energy functions for several different polymer lengths for a cavity aspect ratio of \\( r \\) = 1. Results for three different cavity volumes are shown.\n\nTo provide a quantitative analysis of the free en-ergy functions, we employ a standard scaling theory approach.23 We first recall that the standard form of the entropic free energy barrier for translocation of a polymer through a narrow pore in a flat wall of negligible thick-ness is \\( F _ { 0 } / k T = ( 1 - \\lambda ) \\ln [ m ( N - m ) ] \\), where m segments lie on one side of the pore, and \\( N - m \\) lie on the other"} +{"pdf_name": "20742916_4.pdf", "language": "en", "markdown": "and where \\( \\lambda \\) = 0.69 is a critical exponent.1 This expres-sion can easily be modified to account for the case of a channel in a wall of finite thickness.45 To account for the effect of confinement of the monomers inside the cavity, we consider the case where this part of the polymer is in the semi-dilute regime. Here, the confined portion of the polymer can be viewed as a collection \\( n _ { \\mathrm { t } } \\) blobs, each of size \\( \\xi \\sim \\sigma \\phi ^ { \\nu / ( 1 - 3 \\nu ) } \\), where \\( \\nu \\) is the Flory exponent. It is easily shown that the confinement free energy scales as23 \\( \\Delta F _ { \\mathrm { c } } / k T = n _ { \\mathrm { b } } \\approx ( V / \\sigma ^ { 3 } ) ^ { - 1 / ( 3 \\nu - 1 ) } m ^ { 3 \\nu / ( 3 \\nu - 1 ) } \\), where m is the number of monomers in the cavity. For a finite length nanochannel that is spanned by an average of \\( n _ { \\mathrm { p } } \\) bonds, we note that \\( m = s - n _ { \\mathrm { p } } / 2 \\). For the pore length \\( L \\) = 1.3 used here, we estimate \\( n _ { \\mathrm { p } } \\, = \\, 2 \\) when the pore is filled. Thus, the total free energy, F, is expected to satisfy\n\n\\[ ( F - F _ { 0 } ) / k T \\approx ( V / \\sigma ^ { 3 } ) ^ { - 1 . 2 5 } ( s - n _ { \\mathrm { p } } / 2 ) ^ { 2 . 2 5 } , \\qquad ( 8 ) \\]\n\nwhere we have used \\( \\nu \\) =35. This approximation is valid when \\( n _ { \\mathrm { p } } / 2 \\, < \\, s \\, < \\, N \\, - \\, 1 \\, - \\, n _ { \\mathrm { p } } / 2 \\). Over most of the range of s, \\( n _ { \\mathrm { p } } \\) is constant, the logarithmic term \\( F _ { 0 } \\) is negligible. Only near the upper and lower bounds of s is the variation of \\( F _ { 0 } \\) appreciable. This feature, as well as a partial emptying of the pore, accounts for the dips in F near \\( s = N - \\) 1. Otherwise F is dominated by the confinement free energy of the cavity. In the case of fixed V , F is predicted to increase with s independent of the polymer length N. In addition, the variation of F with s has positive curvature, and F increases with decreasing V . These predictions are qualitatively consistent with the data.\n\nThe use of the semi-dilute approximation to estimate free energy of confinement in the cavity is expected to be valid only over a restricted range of densities. In Ref. 48 it was shown that the predictions are valid only up to packing fractions of \\( \\phi \\, \\approx \\) 0.15, where \\( \\phi ~ \\equiv ~ \\pi N \\sigma ^ { 3 } / 6 V \\). Beyond this value the number of monomers per blob is unacceptably low. A lower limit on \\( \\phi \\) is imposed by the condition that the number of blobs, \\( n _ { \\mathrm { b } } = N \\dot { \\phi } ^ { 1 / ( 3 \\nu - \\ddot { 1 } ) } \\), be sufficiently large. For the polymer lengths considered in this work, it is difficult to find a range of s that satisfies both conditions simultaneously. To analyze the data, we use a more relaxed condition for low density and consider the case where \\( n _ { \\mathrm { b } } \\ge 3 \\).\n\nFigure 3 shows the results of fits using Eq. (8) for \\( N \\)= 121 and various cavity volumes. The free energy functions have been shifted by \\( F _ { 0 } ( s ) \\), which is the free energy function for a flat wall that was calculated ex-plicitly by simulation. We use a fitting function of the form \\( F - F _ { 0 } = c _ { 0 } + c _ { 1 } ( s - 1 ) ^ { - \\alpha } \\). The lower limit of the range of the fit is indicated in the plot, while the fitting function is deliberately extrapolated beyond the upper limit of the fitting range to illustrate the divergence of the prediction from the simulation results at high den-sity. The upper limit itself is explicitly labeled for two of the functions. Note that scaling predictions underes-timate the free energy in the region where \\( \\phi \\geq \\) 0.15. This is consistent with the observation noted in Ref. 48 that the confinement free energy crosses over into a concen-trated regime where the excluded volume interactions are screened, which leads to a higher value of \\( \\alpha \\). From the fit to the data in the valid range, it was found that \\( ^ { \\prime \\prime } \\)=1.9, 2.0 and 1.9 for V =150, 250 and 500, respectively. This is somewhat below the predicted value of \\( ^ { o } \\) = 2.25. Not-ing the expected dependence of \\( c _ { 1 } \\propto V ^ { - \\beta } \\) where \\( \\beta \\)=1.25, the ratio of \\( c _ { 1 } \\) measured for V =500 and \\( V \\)=250 yields \\( \\beta \\)= 0.9, while the ratio for V =500 and V =150 yields \\( \\beta \\)=1.1. Thus, the measured values of the exponents \\( \\alpha \\) and \\( \\beta \\) both deviate from the predicted values. Undoubt-edly, this is arises from failing to properly satisfy the condition that \\( n _ { \\mathrm { b } } \\gg 1 \\). We speculate that better sat-isfying this condition would yield improved agreement. However, this would necessitate using polymer chains at least an order of magnitude larger than those considered here, which is not feasible for us at present.\n\nFIG. 3. Free energy functions for polymers of length \\( N \\) = 121 and a spherical cavity of various volumes. The dashed black lines show fits to the data in the region for which \\( n _ { \\mathrm { b } } \\ge 3 \\) and \\( \\phi < \\) 0.15. The lower limit of this range is evident from the minimum s for the fitting curves, and the upper end of this range is explicitly labeled for two of the curves. For V =500, the upper limit extends beyond the range of the data.\n\nNext we consider the effects of the anisometry of the confining cavity. Figure 4 shows free energy functions for chains of length \\( N \\)= 101 in a cavity of volume \\( V \\)= 500. Figure 4(a) shows results for prolate ellipsoidal cavities (\\( r > \\) 1) and Fig. 4(b) shows results for oblate cavities (\\( r < \\) 1). In each case, the result for spherical cavities is also shown, for comparison. The most notable feature here is the fact that deviations from spherical symmetry in either direction lead to an increase in the free energy. Note, however, that the curves for oblate cavities follow the opposite trend at low s (see the inset of Fig. 4(b)), in contrast to the case for prolate cavities. The explana-tion for this difference is straightforward. As the first few monomers enter the cavity, the effects of confinement are felt mainly by the curvature of the cavity wall near the"} +{"pdf_name": "20756147_417.pdf", "language": "en", "markdown": "The LMSR ships are not armed and do not have a combat system. They do have a \\( \\mathbf { C } ^ { 3 } \\) I suite sufficient to perform their intended mission in conjunction with other naval vessels.\n\n# BACKGROUND INFORMATION\n\nThe program currently plans for 19 ships, five of which are conversions of existing commercial container vessels, and 14 of which will be newly constructed ships. All 19 ships use common cargo handling systems procured by the Navy. Three contractors are building LMSRs. A performance type procurement description was used; therefore specific ship configurations differ as the respective builders interpret the mission requirements.\n\nThe current TEMP was approved in June 1996. In view of the single ship mission and similarities in the LMSR configurations, the test approach is for a single ship class, with four \"flights.\" A mix of operational test events and operational assessments will address the minor hardware variance.\n\nAs non-developmental items, DT has been limited, focusing on production assurance testing in conjunction with the builders. Systems and integration testing is witnessed by Navy, U.S. Coast Guard, and American Bureau of Shipping representatives.\n\nOperational Testing (OT-IIA) of the LSMR conversion ship was planned and administered in accordance with the DOT&E-approved TEMP and OT Plan. OT-IIA was conducted during September 1996, aboard United States Naval Ship (USNS) Shughart (T-AKR 295) at Savannah, GA and Norfolk, VA. The OT was conducted in conjunction with a planned Army sealift deployment exercise, which moved a representative load of Army equipment (over 1,000 pieces and included tanks, trucks and various helicopters) from the 3d Infantry Division in Savannah, GA to Ft. Story, VA. The USNS Shughart was assessed as operationally effective and potentially operationally suitable. No significant deficiencies were observed.\n\nDue to cracking cloverleaf tie downs on the decks of the USNS BOB HOPE, the operational test (OT-IIB) scheduled for USNS BOB HOPE in July 1998, was rescheduled to 1QFY99. OT-IIB was subsequently rescheduled for 3QFY00 and the USNS FISHER was designated the OT-IIB test article.\n\n# TEST & EVALUATION ACTIVITY\n\nAn OA of the first NASCO new construction LMSR ship, USNS WATSON, was conducted in FY99. Assessment and reporting of the assessment by the Multi-service Test Team have not been completed and will be reported in the FY00 Annual Report. Initial observations of the USNS WATSON loadout are: (1) the NASCO new construction LMSR ships are easier to load compared to the two classes of renovation LMSR ships previously evaluated; (2) the NASCO new construction LMSR ship holds approximately one-third more cargo than two renovation classes of LMSR ships; (3) efficient stow planning was hindered by inaccurate ship data (repeat finding); and (4) the final stowage plan did not appear to take full advantage of all available space (either additional equipment could have been stowed or available space could have been used to facilitate the exercise and maintenance of pre-positioned equipment).\n\nThe multi-Service Test Team spent most of this year refining plans for the OT-IIB to be conducted 3QFY00. To potentially reduce the scope of required testing on OT-IIB, plans were developed to capture useful pier-side on-load/off-load data from the BRIGHT STAR exercise in"} +{"pdf_name": "20756147_418.pdf", "language": "en", "markdown": "1QFY00. That effort was intended to satisfy data requirements to assess two of the 17 critical operational issues associated with the Strategic Sealift Program. Although extremely useful for providing insights to the Strategic Sealift System, the BRIGHT STAR pier-side data collected was not sufficient to completely satisfy the two critical operational issues being examined. The scope of OT IIB will not be adjusted based on this data. It appears that OT IIB will slip yet again from the 3QFY00 date due to competing requirements for critical units needed for the major portions of the test.\n\n# TEST & EVALUATION ASSESSMENT\n\nBased on the results of OT-IIA, the strategic sealift ship (NASCO conversion) is assessed to be operationally effective and potentially operationally suitable. No significant deficiencies were observed however, limited strategic sealift “in-the-stream” data were collected during OT-IIA. Strategic sealift “in-the-stream” data need to be fully developed.\n\nOT-IIB, scheduled to be conducted April-May 2000, is designed to examine the Avondale new construction ship as part of the strategic sealift system and focused on the surge sealift mission, as well as ship offload “in-the-stream.” A Strategic Sealift System shortfall currently being addressed, but not as part of the Strategic Sealift ship program, has to with the supporting lighterage. Shortfalls in the lighterage system (capability, inventory, and doctrine) could adversely affect the U.S.’s ability to project power in a timely manner in situations where adequate port facilities are not available. This situation is significant in that we may be able to get the force to a crisis in a timely fashion but, in some situations, be challenged to get the force off the ship. The overall class assessment will be made upon completion of the OT-IIB event and will include an evaluation of the ship’s ability to unload “in-the-stream” using current doctrine and presently fielded RO/RO Discharge Facilities. The class assessment will address the ship configurations from all three prime contractors."} +{"pdf_name": "20796868_177.pdf", "language": "en", "markdown": "
Liabilities:
Commodity price derivative contracts$ —$ (99)$ —$ (99)
Interest rate derivative contracts—(257)—(257)
Total derivative instruments$ —$ (356)$ —$ (356)
\n\nThe following table sets forth a reconciliation of changes in the fair value of financial assets and liabilities classified as Level 3 in the fair value hierarchy:\n\n# 125\n\n
20162015
(in thousands)
Unobservable inputs at January 1,$ (5,933)$ (6,470)
Total gains11,8385,151
Settlements(5,905)(4,614)
Unobservable inputs at December 31,$ —$ (5,933)
Change in fair value included in earnings related to \nderivatives still held as of December 31,$ —$ (2,925)
\n\nDuring periods of market disruption, including periods of volatile oil and natural gas prices, there may be certain asset classes that were in active markets with observable data that become illiquid due to changes in the financial environment. In such cases, more derivative instruments, other than the range bonus accumulators, may fall to Level 3 and thus require more subjectivity and management judgment. Further, rapidly changing commodity and unprecedented credit and equity market conditions could materially impact the valuation of derivative instruments as reported within our consolidated financial statements and the period-to-period changes in value could vary significantly. Decreases in value may have a material adverse effect on our results of operations or financial condition.\n\nWe apply the provisions of ASC Topic 350 “Intangibles-Goodwill and Other.” Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in business combinations. Goodwill is assessed for impairment annually on October 1 or whenever indicators of impairment exist. The goodwill test is performed at the reporting unit level, which represents our oil and natural gas operations in the United States. If indicators of impairment are determined to exist, an impairment charge is recognized if the carrying value of goodwill exceeds its implied fair value. We utilize a market approach to determine the fair value of our reporting unit. Any sharp prolonged decreases in the prices of oil and natural gas as well as any continued declines in the quoted market price of the Company’s units could change our estimates of the fair value of our reporting unit and could result in an impairment charge. We consider the fair value estimate for goodwill as a Level 3 input, as the valuation includes inputs and assumptions that are less observable or require greater estimation.\n\nAt the respective measurement dates of March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016, the carrying value of our reporting unit was negative. Therefore the Company was required to perform the"} +{"pdf_name": "20796868_178.pdf", "language": "en", "markdown": "second step of the goodwill impairment test at these interim dates. The fair value amount of the assets and liabilities were calculated using a combination of a market and income approach as follows: equity, debt and certain oil and gas properties were valued using a market approach while the remaining balance sheet assets and liabilities were valued using an income approach. Furthermore, significant assumptions used in calculating the fair value of our oil and gas properties include: (i) observable forward prices for commodities at the respective measurement date and (ii) a 10% discount rate, which was comparable to discount rates on recent transactions. Based on the results of the the second step of the interim goodwill impairment test, we recorded a non-cash goodwill impairment loss of \\$252.7 million during the quarter ended September 30, 2016 to write the goodwill down to its estimated fair value of \\$253.4 million. Based on our estimates, the implied fair value of our reporting unit exceeded its carrying value at the measurement dates of March 31, 2016, June 30, 2016, and December 31, 2016, therefore no additional impairment loss was recorded for the year ended December 31, 2016. Based on evaluation of qualitative factors, we determined that the goodwill impairment was primarily a result of the decline in the prices of oil and natural gas as well as deteriorating market conditions and the decline in the market price of our common units. Any further significant decline in the prices of oil and natural gas as well as any continued declines in the quoted market price of the Company’s units could change our estimate of the fair value of the reporting unit and could result in an additional impairment charge.\n\nOur nonfinancial assets and liabilities that are initially measured at fair value are comprised primarily of assets acquired in business combinations and asset retirement costs and obligations. These assets and liabilities are recorded at fair value when acquired/incurred but not re-measured at fair value in subsequent periods. We classify such initial measurements as Level 3 since certain significant unobservable inputs are utilized in their determination. A reconciliation of the beginning and ending balance of our asset retirement obligations is presented in Note 7, in accordance with ASC Topic 410-20 “Asset Retirement Obligations.” During the years ended December 31, 2016 and 2015, in connection with the oil and natural gas properties acquired in all of our acquisitions, the LRE and Eagle Rock Mergers, as well as new wells drilled during each year, we incurred and recorded asset retirement obligations totaling \\$0.7 million and \\$90.9 million, respectively, at fair value. We also recorded a \\$1.3 million and a \\$22.3 million change in estimate as a result of revisions to the timing or the amount of our original undiscounted estimated asset retirement costs during the years ended December 31, 2016 and 2015, respectively. The\n\n# 126\n\nfair value of additions to the asset retirement obligation liability and certain changes in the estimated fair value of the liability are measured using valuation techniques consistent with the income approach, converting future cash flows to a single discounted amount. Inputs to the valuation include: (1) estimated plug and abandonment cost per well based on our experience; (2) estimated remaining life per well based on average reserve life per field; (3) our credit-adjusted risk-free interest rate ranging between 4.6% and 5.5%; and (4) the average inflation factor (2.0%). These inputs require significant judgments and estimates by the Company’s management at the time of the valuation and are the most sensitive and subject to change.\n\n# 7. Asset Retirement Obligations\n\nThe asset retirement obligations as of December 31, 2016 and 2015, reported on our Consolidated Balance Sheets and the changes in the asset retirement obligations for the year ended December 31, 2016 were as follows:\n\n
20162015
"} +{"pdf_name": "20753419_230.pdf", "language": "en", "markdown": "# 45 Subsidiaries (Continued)\n\n# (a) Particulars of principal subsidiaries of the Group at 31 December 2018 are set out below (continued):\n\n
NamePlace of incorporation \nand legal statusPrincipal activities/\nplace of operationProportion of \nordinary shares \ndirectly held \nby parent (%)Proportion of \nordinary shares \nheld by the \nGroup (%)Proportion of \nordinary shares \nheld by \nnon -controlling \ninterests (%)
中山市凱茵豪園房地產開發有限公司\n Zhongshan Greenville Realty \n Development Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
中山市雅建房地產發展有限公司\n Zhongshan Ever Creator Real Estate \n Development Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
廣州雅居樂房地產開發有限公司\n Guangzhou Agile Real Estate \n Development Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
佛山市雅居樂房地產有限公司\n Foshan Agile Real Estate Development \n Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
南京雅居樂房地產開發有限公司\n Nanjing Agile Real Estate Development \n Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
河源市雅居樂房地產開發有限公司\n Heyuan Agile Real Estate Development \n Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
海南清水灣控股有限公司\n Hainan Clearwater Bay Holdings LimitedBVI/Limited liability \n companyInvestment holding/BVI —100% —
海南雅居樂房地產開發有限公司\n Hainan Agile Real Estate Development \n Co., Ltd. (“Hainan Agile”) (note (i))PRC/foreign invested \n enterpriseProperty development/\n Mainland China—100% —
"} +{"pdf_name": "20753419_231.pdf", "language": "en", "markdown": "# 45 Subsidiaries (Continued)\n\n# (a) Particulars of principal subsidiaries of the Group at 31 December 2018 are set out below (continued):\n\n
NamePlace of incorporation \nand legal statusPrincipal activities/\nplace of operationProportion of \nordinary shares \ndirectly held \nby parent (%)Proportion of \nordinary shares \nheld by the \nGroup (%)Proportion of \nordinary shares \nheld by \nnon -controlling \ninterests (%)
海南雅恒房地產發展有限公司\n Hainan Yaheng Real Estate Development \n Co., Ltd. (“Hainan Yahen”g) (note (i))PRC/foreign invested \n enterpriseProperty development/\n Mainland China—100% —
廣州從化雅居樂房地產開發有限公司\n Guangzhou Conghua Agile Real Estate \n Development Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
四川雅居樂房地產開發有限公司\n Sichuan Agile Real Estate Development \n Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
佛山巿三水雅居樂房地產有限公司\n Foshan Sanshui Agile Real Estate\n Development Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
惠州白鷺湖旅遊實業開發有限公司\n Huizhou Bailuhu Tour \n Enterprise Development Co., Ltd. \n (note (i))PRC/foreign invested \n enterpriseProperty development/\n Mainland China—100% —
陝西昊瑞房地產開發有限責任公司\n Shanxi Haorui Real Estate Development \n Co., Ltd. (note (i))PRC/limited liability \n CompanyProperty development/\n Mainland China—100% —
上海靜安城投重慶置業有限公司\n Sh’anghai Jingan Chengtou Chongqing \n Land Co., Ltd. (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
上海雅恒房地產開發有限公司\n （前稱上海金昌房地產開發有限公司) \n Shanghai Yaheng \n Real Estate \n Development Co., Ltd.\n (formerly named Shanghai Jinchang Real \n Estate Development Co., Ltd.) (note (i))PRC/wholly foreign \n owned enterpriseProperty development/\n Mainland China—100% —
"} +{"pdf_name": "3412936_105.pdf", "language": "en", "markdown": "
账 龄期初数
金 额比例%坏账准备计提比例%净额
1 年以内540,936,364.5563.6827,046,818.235513,889,546.32
1 至 2 年305,112,092.7135.9230,511,209.2710274,600,883.44
2 至 3 年2,069,859.940.24413,971.99201,655,887.95
3 至 4 年108,678.270.0132,603.483076,074.79
4 至 5 年1,240,655.950.15744,393.5760496,262.38
合 计849,467,651.42100.0058,748,996.546.92790,718,654.88
\n\n# ②本期计提、收回或转回的坏账准备情况\n\n
项目期初余额本期增加本期减少期末余额
本期计提转回转销
坏账准备58,748,996.5434,007,003.5510,944,431.21-81,811,568.88
\n\n# ③其他应收款按款项性质披露\n\n
项 目期末余额期初余额
单位往来800,716,921.32847,373,071.49
个人往来6,370,045.552,094,579.93
合 计807,086,966.87849,467,651.42
\n\n# ④按欠款方归集的其他应收款期末余额前五名单位情况\n\n本期按欠款方归集的期末余额前五名其他应收款汇总金额 434,096,527.04 元，占其他应收款期末余额合计数的比例 53.79%，相应计提的坏账准备期末余额汇总金额 49,842,674.95 元。\n\n# 3、长期股权投资\n\n
项 目期末数期初数
账面余额减值准备账面价值账面余额减值准备账面价值
对子公司投资238,088,083.85446,440.50237,641,643.35221,703,032.07446,440.50221,256,591.57
对合营企业投资43,614,806.30-43,614,806.3041,687,701.81-41,687,701.81
对联营企业投资400,000.00400,000.00-400,000.00400,000.00-
合 计282,102,890.15846,440.50281,256,449.65263,790,733.88846,440.50262,944,293.38
\n\n# （1）对子公司投资\n\n
被投资单位期初余额本期增加本期\n减少期末余额本期计提\n减值准备减值准备\n期末余额
金坛思源节能科技有\n限公司10,000,000.00--10,000,000.00--
"} +{"pdf_name": "3412936_106.pdf", "language": "en", "markdown": "
正信太阳能光伏日本\n有限公司（正信ソー\nラージパャン株式会\n社）446,440.50--446,440.50-446,440.50
正信（香港）投资有\n限公司 (ZNSHINE \n(HONGKONG) \nINVESTMENT LIMITED)47,856,389.02--47,856,389.02--
嘉兴正信光伏科技有\n限公司13,117,464.554,918,968.98-18,036,433.53--
常州正信电力科技有\n限公司150,000,000.00--150,000,000.00--
陕西秦璞建设工程有\n限公司237,738.00--237,738.00--
常州正信电力建设有\n限公司2,000.00--2,000.00--
常州金坛正信小宝电\n力科技有限公司43,000.0067,423.98-110,423.98--
德信泰和（山东）科\n技股份有限公司-11,398,658.82-11,398,658.82--
合 计221,703,032.0716,385,051.78-238,088,083.85-446,440.50
\n\n# （2）对联营、合营企业投资详见本报告附注五、9。\n\n# 4、营业收入和营业成本\n\n
项 目本期发生额上期发生额
收入成本收入成本
主营业务1,279,517,887.661,093,808,936.991,170,517,207.95989,983,618.43
其他业务27,233,240.7726,037,734.211,510,759.83-
合 计1,306,751,128.431,119,846,671.201,172,027,967.78989,983,618.43
\n\n# 5、投资收益\n\n
项 目本期发生额上期发生额
权益法核算的长期股权投资收益1,927,104.49-608,972.64
处置以公允价值计量且其变动计入当期损益的\n金融资产取得的投资收益4,338,745.57-
理财收���-77,247.80
合 计6,265,850.06-531,724.84
\n\n# 十五、补充资料\n\n# 1、当期非经常性损益明细表\n\n
项 目本期发生额说明
"} +{"pdf_name": "9261259_195.pdf", "language": "en", "markdown": "
类 别2021 年 12 月 31 日
账面余额坏账准备账面价值
金额比例(%)金额计提比例(%)
按组合计提坏账准备120,861.4219.961,847.011.53119,014.41
1.账龄组合120,861.4219.961,847.011.53119,014.41
合计605,664.50100.00486,650.0980.35119,014.41
\n\n（续上表）\n\n
类 别2020 年 12 月 31 日
账面余额坏账准备账面价值
金额比例(%)金额计提比例(%)
按单项计提坏账准备484,803.0865.79484,803.08100.00
按组合计提坏账准备252,083.4334.212,655.231.05249,428.20
1.账龄组合252,083.4334.212,655.231.05249,428.20
合计736,886.51100.00487,458.3166.15249,428.20
\n\n坏账准备计提的具体说明：\n\n# ①于 2021 年 12 月 31 日，按单项计提坏账准备的应收账款\n\n
账 龄2021 年 12 月 31 日
账面余额坏账准备计提比例（%）
深圳笔架山娱乐公司172,000.00172,000.00100.00
龚炎清97,806.6497,806.64100.00
广州乐敏电脑中心86,940.0086,940.00100.00
其他128,056.44128,056.44100.00
合计484,803.08484,803.08100.00
\n\n# ②于 2021 年 12 月 31 日，按账龄计提坏账准备的应收账款\n\n
账 龄2021 年 12 月 31 日2020 年 12 月 31 日
账面余额坏账准备计提比例（%）账面余额坏账准备计提比例\n（%）
1 年以内117,501.421,175.011.00248,723.432,487.231.00
1-2 年3,360.00168.005.00
2-3 年3,360.00672.0020.00
"} +{"pdf_name": "9261259_196.pdf", "language": "en", "markdown": "
账 龄2021 年 12 月 31 日2020 年 12 月 31 日
账面余额坏账准备计提比例（%）账面余额坏账准备计提比例\n（%）
3 年以上
合计120,861.421,847.011.53252,083.432,655.231.05
\n\n按组合计提坏账准备的确认标准及说明见附注三、10。\n\n# （3）本期坏账准备的变动情况\n\n
类 别2020 年 12 月\n31 日会计政策\n变更2021 年 1 月 1\n日本期变动金额2021 年 12\n月31日
计提收回或转回转销或核销
按单项计提\n坏账准备484,803.08484,803.08484,803.08
按组合计提\n坏账准备2,655.232,655.23-808.221,847.01
合计487,458.31487,458.31-808.22486,650.09
\n\n# （3）按欠款方归集的期末余额前五名的应收账款情况\n\n
单位名称余额占应收账款余额的\n比例（%）坏账准备余额
深圳市金城银域珠宝首饰有限公司117,501.4219.401,175.01
深圳笔架山娱乐公司172,000.0028.40172,000.00
龚炎清97,806.6416.1597,806.64
广州乐敏电脑中心86,940.0014.3586,940.00
兰州大船电子公司37,308.006.1637,308.00
合计511,556.0684.46395,229.65
\n\n# 2. 其他应收款\n\n# （1）分类列示\n\n
项 目2021 年 12 月 31 日2020 年 12 月 31 日
应收利息
应收股利547,184.35547,184.35
其他应收款89,854,408.23126,422,912.78
合计90,401,592.58126,970,097.13
\n\n# （2）应收股利"} +{"pdf_name": "11762317_286.pdf", "language": "en", "markdown": "acquire Intel's smartphone modem business.\\2130\\\n\n\\2129\\ See Jordan Novet, Apple Buys an A.I. Start-up that Came from Microsoft Co-Founder Paul Allen's Research Lab, CNBC (Jan. 15, 2020), https://www.cnbc.com/2020/01/15/apple-acquires-xnor-ai-startup-that-spun-out-of-allen-institute.html; Mark Gurman, Apple Acquires AI Startup to Better Understand Natural Language, Bloomberg (Apr. 3, 2020), https://www.bloomberg.com/news/articles/2020-04-03/apple-acquires-ai-startup-to-better-understand-natural-language; Kif Leswing, Apple Buys Virtual Reality Company NextVR, CNBC (May 14, 2020), https://www.cnbc.com/2020/05/14/apple-buys-virtual-reality-company-nextvr.html; Kif Leswing, Apple Buys Fleetsmith, a Company Making It Easier to Deploy iPhones and Macs at Workplaces, CNBC (June 24, 2020), https://www.cnbc.com/2020/06/24/apple-acquires-device-management-company-fleetsmith.html; Jessica Bursztynsky, Apple Buys Popular Weather App Dark Sky and Plans to Shut Down Android Versions, CNBC (Mar. 31, 2020), https://www.cnbc.com/2020/03/31/apple-buys-popular-weather-app-dark-sky.html; Mark Gurman, Apple Buys Startup to Turn iPhones into Payment Terminals, Bloomberg (July 31, 2020), https://www.bloomberg.com/news/articles/2020-08-01/apple-buys-startup-to-turn-iphones-into-payment-terminals.\n\n\\2130\\ Press Release, Apple, Apple to Acquire the Majority of Intel's Smartphone Modem Business (July 25, 2019), https://www.apple.com/newsroom/2019/07/apple-to-acquire-the-majority-of-intels-smartphone-modem-business/.\n\nApple has also recently acquired software companies to create a foundation from which it could launch new apps. For example, after purchasing the digital magazine subscription service Texture in 2018, Apple integrated most of Texture's functionality into its own Apple News+ service, which debuted the following year.\\2131\\ Similarly, one of Apple's largest purchases to date--its \\$3 billion acquisition of Beats Electronics in 2014--was instrumental to the 2015 launch of Apple Music.\\2132\\ Apple sought to grow Apple Music quickly after its introduction. Apple pre-installed the service on iPhones and made it the only music service accessible through Siri, Apple's virtual assistant. Apple also offered Apple Music with a free month trial period and made it available on Android devices. The strategy saw Apple gain 10 million paying subscribers within six months.\\2133\\ Apple supplemented its music services business in 2018 by acquiring the music recognition app Shazam, and most recently, by acquiring podcast app Scout FM in 2020.\\2134\\\n\n\\2131\\ Anita Balakrishnan, Apple Buys Texture, a Digital Magazine Subscription Service, CNBC (Mar. 12, 2018), https://www.cnbc.com/2018/03/12/apple-buys-texture-a-digital-magazine-subscription-service.html.\n\n\\2132\\ Billy Steele, Apple's \\$3 Billion Purchase of Beats Has Already Paid Off, Engadget (May 28, 2019), https://www.engadget.com/2019-05-28-apple-beats-five-years-later.html.\n\n\\2133\\ Neth. Auth. for Consumers & Mkts. Study at 62.\n\n\\2134\\ Press Release, Apple, Apple Acquires Shazam, Offering More Ways to Discover and Enjoy Music (Sept. 24, 2018), https://www.apple.com/newsroom/2018/09/apple-acquires-shazam-offering-more-ways-to-discover-and-enjoy-music/; Mark Gurman, Apple Buys Startup that Creates Radio-Like Stations for Podcasts, Bloomberg (Sept. 24, 2020), https://www.bloomberg.com/news/articles/2020-09-24/apple-buys-startup-that-creates-radio-like-stations-for-podcasts.\n\nIt is common for Apple to integrate apps it purchases into its own pre-existing apps or into the iOS mobile operating system. Examples of this include the 2014 acquisition of Swell, a podcast app, and the 2013 acquisition of HopStop, a transit navigation app.\\2135\\\n\n\\2135\\ Chris Gayomali, Swell Shuts Down Following Apple Acquisition, Fast Co. (July 29, 2014), https://www.fastcompany.com/3033698/swell-shuts-down-following-apple-acquisition; Andrew Nusca, Apple Maps vs. Google Maps Heats Up as Apple Shuts Down HopStop, Fortune (Sept. 12, 2015), https://fortune.com/2015/09/12/hopstop-apple-"} +{"pdf_name": "11762317_287.pdf", "language": "en", "markdown": "shutdown/.\n\nApple has followed a similar strategy for integrating the Dark Sky weather app. Apple shut down Dark Sky's Android app in August 2020 and plans to integrate the app's features with the iPhone's Weather widget on iOS 14.\\2136\\ In addition to its app, Dark Sky supplied data to independent weather apps, like Carrot, Weather Line, and Partly Sunny. As a result of Apple's takeover of Dark Sky, independent weather apps will lose access to the inexpensive, hyper-local weather data that Dark Sky supplied, leading some weather apps to shut down and others to rely on higher-priced suppliers for forecast data.\\2137\\\n\n\\2136\\ Hannah Klein, The Dark Sky Android App is Officially Kaput, Slate (Aug. 4, 2020), https://slate.com/technology/2020/08/dark-sky-app-android-shuts-down.html.\n\n\\2137\\ Jared Newman, Apple's Dark Sky Acquisition Could Be Bad News for Indie Weather Apps, Fast Co. (Apr. 2, 2020), https://www.fastcompany.com/90485131/apples-dark-sky-acquisition-could-be-bad-news-for-indie-weather-apps. But see CEO Hearing at 403 (response to Questions for the Record of Tim Cook, CEO, Apple, Inc.) (noting Dark Sky will \\`\\`continue to make its API available to Dark Sky's existing customers until the end of 2021'').\n\n# (c) Conduct\n\n(i) Commissions and In-App Purchases. The Committee sought information regarding Apple's policy of collecting commissions from apps sold through the App Store and purchases made in iOS apps. Apple charges a 30 percent commission on paid apps--those that charge a fee for users to download--downloaded from the App Store. It also takes a 30 percent fee for in-app purchases (IAP) of \\`\\`digital goods and services.''\\2138\\ For app subscriptions, Apple charges a 30 percent commission for the first year and a 15 percent commission for subsequent years.\\2139\\ Apps are not permitted to communicate with iOS users that the app may be available for purchase at a lower price outside the App Store, provide links outside of the app that may lead users to find alternative subscription and payment methods, or offer their own payment processing mechanism in the app to avoid using Apple's IAP.\\2140\\ Apps that violate Apple's policies can be removed from the App Store, losing access to the only means of distributing apps to consumers with iOS devices.\\2141\\\n\n\\2138\\ App Store: Dedicated to the Best Store Experience for Everyone, Apple, https://www.apple.com/ca/ios/app-store/principles-practices/ (last visited Oct. 4, 2020).\n\n\\2139\\ Id.\n\n\\2140\\ See Innovation and Entrepreneurship Hearing at 584-85 (response to Questions for the Record of Kyle Andeer, Vice President, Corp. Law, Apple, Inc.); Submission from ProtonMail, to H. Comm. on the Judiciary, 5 (Aug. 22, 2020) (on file with Comm.); Interview with Source 143 (Aug. 27, 2020).\n\n\\2141\\ See, e.g., Sara Morrison, Apple's Fortnite Ban, Explained, Vox: Recode (Sept. 8, 2020), https://www.vox.com/recode/2020/8/20/21373780/fortnite-epic-apple-lawsuit-app-store-antitrust; Nick Statt, Apple Doubles Down on Controversial Decision to Reject Email App Hey, Verge (June 18, 2020), https://www.theverge.com/2020/6/18/21296180/apple-hey-email-app-basecamp-rejection-response-controversy-antitrust-regulation.\n\nApple describes its policies as standard industry practice and says that other app stores charge the same fees.\\2142\\ In 2020, Apple funded a study that concluded that other software distribution platforms run by Google, Amazon, Samsung, Microsoft, and others charge identical or similar commissions on software downloads and transactions, and that commissions are common in other digital markets.\\2143\\ Apple also highlighted that its commissions are lower than the cost of software distribution by brick-and-mortar retailers, which dominated the marketplace prior to the introduction of the App"} +{"pdf_name": "8359706_91.pdf", "language": "en", "markdown": "
SEHK’s “ESG Reporting Guide” \nSubject AreaCompliance with Relevant Laws and Regulations that are \nSignificant to Canvest
Social
Aspect B1: Employment\nrelating to compensation and dismissal, \nrecruitment and promotion, working \nhours, rest periods, equal opportunity, \ndiversity, anti-discrimination, and other \nbenefits and welfareRelevant laws and regulations that are significant to the \nGroup include Labour Law of the PRC, Labour Contract Law of \nthe PRC, Regulation on the Imlpementation of the Labour \nContract Law of the PRC, Social Insurance Law of the PRC, \nRegulations on the Management of Housing Provident Fund, \nSpecial Rules on the Labour Protection of Female Emlpoyees, \nProvisions of the State Council on Working Hours of Workers \nand Staff, Provisions on Minimum Wages, Imlpementation \nMeasures for Paid Annual Leave for Emlpoyees of Enterprises, \nMeasures for the Imlpementation of Administrative License for \nLabour Dispatch, and Emloyment Ordpinance of HKSAR. The \nabove laws and regulations stipulate the legal obligations and \nresponsibility of employers to provide employment protection \nand benefits, covering statutory obligations and responsibilities \nwhich include compensation and dismissal, recruitment and \npromotion, working hours, rest periods, equal opportunity, \ndiversity, anti-discrimination, and other benefits and welfare. \nThese laws and regulations are of great importance as they \noffer appropriate protections to employees, the most \nimportant asset of the Group.\nIn 2020, there were no confirmed cases of non-compliance or \ncomplaints in relation to our employment practices that would \nhave a significant impact on the Group. Please refer to \nchapter “Our People” on how Canvest ensures compliance \nwith applicable employment laws and regulations.
Aspect B2: Health and Safety\nrelating to providing a safe working \nenvironment and protecting emlpoyees \nfrom occupational hazardsRelevant laws and regulations that are significant to the \nGroup include Labour Law of the PRC, Work Safety Law of \nthe PRC, Labour Contract Law of the PRC, Prevention and \nControl of Occupational Diseases Law of the PRC, Regulation \non Work-Related Injury Insurances, Special Rules on the \nLabour Protection of Female Emloyees, and Provisions on thpe \nDuration of Medical Treatment for Enterprise Staff and \nWorkers Due to Illness or Non-Work Related Injuries. These \nlaws and regulations provide clear requirements on the \nprovision of safe working environment and the prevention of \noccupational hazards. Compliance with these laws and \nregulations is paramount as workplace safety is of critical \nimportance to each and every employee of the Group.\nIn 2020, there were no confirmed cases of non-compliance or \ncomplaints in relation to health and safety that would have a \nsignificant impact on the Group. Please refer to chapter “Our \nPeople” on how Canvest ensures compliance with applicable \nlaws and regulations relating to health and safety.
"} +{"pdf_name": "8359706_92.pdf", "language": "en", "markdown": "
SEHK’s “ESG Reporting Guide” \nSubject AreaCompliance with Relevant Laws and Regulations that are \nSignificant to Canvest
Aspect B4: Labour StandardsRelevant laws and regulations that are significant to the \nGroup include Criminal Law of the PRC Article 244, \nPrevention and Control of Occupational Diseases Law of the \nPRC, Rules for the Imlpementation of the Law of the PRC on \nForeign-Capital Enterprises Article 62, Regulation on Work-\nRelated Injury Insurances Article 66, Provisions on the \nProhibition of Using Child Labour, Law of the PRC on the \nProtection of Minors, Regulations on Labour Protection in \nWorklpaces Where Toxic Substances Are Used , and \nEmloyment Ordinance of HKSApR. These laws and regulations \nset out clear rules for preventing child labour and forced \nlabour, and elaborate on the legal obligations and \nresponsibility of employers who violate the relevant laws and \nregulations. It is essential for us to conform to applicable laws \nand regulations on labour standards as it reflects our \ncorporate values in honouring human rights.\nIn 2020, there were no confirmed cases of non-compliance or \ncomplaints in relation to labour practices standards that would \nhave a significant impact on the Group. Please refer to \nchapter “Our People” on how Canvest ensures compliance \nwith applicable laws and regulations relating to labour \nstandards.
relating to preventing child and forced \nlabour
Aspect B6: Product ResponsibilityRelevant laws and regulations that are significant to the \nGroup include Tort Law of the PRC, which clarifies the tort \nliability to protect the civil rights and interests, as well as the \nProduct Quality Law of the PRC, which places requirements on \nhealth and safety relating to products and services provided \nand methods of redress. It is the Group’s core value to abide \nby these rules in providing safe and reliable products and \nservices with sincere attitude.\nIn 2020, there were no confirmed cases of non-compliance or \ncomplaints in relation to product responsibility that would \nhave a significant impact on the Group. Please refer to \nchapter “Our Sustainable Business” on how Canvest ensures \ncompliance with applicable laws and regulations relating to \nproduct responsibility.
relating to health and safety, \nadvertising, labelling and privacy \nmatters relating to products and \nservices provided and methods of \nredress
"} +{"pdf_name": "9226783_203.pdf", "language": "en", "markdown": "
对联\n营、合\n营企\n业投\n资12,651,989.185,993,843.336,658,145.855,993,843.335,993,843.33
合计99,785,911.005,993,843.3393,792,067.6773,937,765.1573,937,765.15
\n\n# (1). 对子公司投资\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
被投资单位期初余额本期增加本期减\n少期末余额本期计\n提减值\n准备减��准\n备期末\n余额
河南联合旋风\n金刚石有限公\n司43,424,921.8243,424,921.82
河南黄河旋风\n供应中心有限\n公司4,519,000.004,519,000.00
河南黄河旋风\n国际有限公司20,000,000.0020,000,000.00
河南黄河新净\n界环保工程有\n限责任公司14,190,000.0014,190,000.00
河南展鹏物业\n服务有限公司5,000,000.005,000,000.00
合计67,943,921.8219,190,000.0087,133,921.82
\n\n# (2). 对联营、合营企业投资\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
投资\n单位期初\n余额本期增减变动期末\n余额减值\n准备\n期末\n余额
追加\n投资减少\n投资权益\n法下\n确认\n的投\n资损\n益其他\n综合\n收益\n调整其他\n权益\n变动宣告\n发放\n现金\n股利\n或利\n润计提\n减值\n准备其他
一、合营企业
小计
二、联营企业
北京\n黄河\n旋风\n鑫纳\n达科5,993\n,843.\n335,993\n,843.\n335,99\n3,84\n3.33
"} +{"pdf_name": "9226783_204.pdf", "language": "en", "markdown": "
技有\n限公\n司
河南\n许钻\n科技\n有限\n责任\n公司4,000\n,000.\n00-841,\n854.1\n53,158\n,145.\n85
河南\n济风\n钻石\n材料\n科技\n有限\n公司3,500\n,000.\n003,500\n,000.\n00
小计5,993\n,843.\n334,000\n,000.\n00-841,\n854.1\n55,993\n,843.\n333,500\n,000.\n006,658\n,145.\n855,99\n3,84\n3.33
合计5,993\n,843.\n334,000\n,000.\n00-841,\n854.1\n55,993\n,843.\n333,500\n,000.\n006,658\n,145.\n855,99\n3,84\n3.33
\n\n其他说明：\n\n无\n\n# 4、 营业收入和营业成本\n\n# (1). 营业收入和营业成本情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
收入成本收入成本
主营业务2,343,923,161.161,556,804,590.531,762,311,932.421,300,509,143.58
其他业务36,583,804.4125,412,690.7230,691,061.1118,143,278.02
合计2,380,506,965.571,582,217,281.251,793,002,993.531,318,652,421.60
\n\n# (2). 合同产生的收入的情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
合同分类合计
商品类型
超硬材料1,610,668,484.94
超硬材料制品
建筑机械31,403,968.01
超硬刀具17,238,586.99
超硬复合材料123,614,244.39
金属粉末183,648,449.74
线锯10,875,001.58
"} +{"pdf_name": "11744862_3.pdf", "language": "en", "markdown": "from the precisely measured lifetimes of the \\( 6 p \\, ^ { 2 } P _ { 1 / 2 } \\) and \\( 6 p ~ \\AA ^ { 2 } \\)\\( ^ 2 P _ { 3 / 2 } \\) states [35]. The other important E1 matrix elements are obtained using the RCC method in the sin-gles and doubles approximation (CCSD method) as de-scribed in [45, 46]. Contributions to \\( \\alpha _ { c } \\) are determined using a relativistic random-phase approximation (RRPA) as described in [40]. It has been demonstrated that the RRPA method can give rise to very reliable results for the atomic systems having inert gas configurations [47].Smaller contributions from \\( \\alpha _ { c v } \\) and from the high-lying excited states (tail contribution \\( \\alpha _ { t } \\)) that are omitted in the above sum-over-states approach are estimated in the Dirac-Hartree-Fock (DHF) approximation.\n\nIt is not easy to get the dynamic electric permittivity of any real materials, so the convenient way of determin-ing these constants for simple metals such as gold is to use the Drude-Lorentz model as was done in Ref. [26]. In pursuance of obtaining more realistic values of these con-stants for different materials, we prefer to use the known real and imaginary parts of the refractive indices of a ma-terial at few real values of frequency \\( \\omega \\). The imaginary parts of the dielectric permittivities of the materials can then be obtained using the relation\n\n\\[ I m \\left[ \\epsilon ( \\omega ) \\right] = 2 n ( \\omega ) \\kappa ( \\omega ) , \\eqno ( 9 ) \\]\n\nwhere \\( n ( \\omega ) \\) and \\( \\kappa ( \\omega ) \\) are the respective real and imag-inary parts of the refractive index of a material at fre-quency \\( \\omega \\). We use the optical data from the handbook by Palik [48] for the frequencies ranging from 0.1 eV to 10000 eV for Au metal to calculate \\( I m [ \\epsilon ( \\omega ) ] \\). Thereafter, the required real values of the dielectric constants at the imaginary frequencies \\( ( \\epsilon ( \\iota \\omega ) \\)) are obtained by using the Kramers-Kronig formula. The available data, however, does not cover the whole frequency range to carry out the integration of Eq. (4). Thus, we extrapolate these val-ues for the lower frequencies to increase the domain over which the integrations are to be performed [49, 50]. For the frequencies below 0.1 eV, the classified values from[48] are extrapolated using the free electron Drude model in which the dielectric permittivity along the imaginary axis is represented as\n\n\\[ \\epsilon ( \\iota \\omega ) = 1 - \\frac { \\omega _ { p } { } ^ { 2 } } { \\omega ( \\omega + \\iota \\gamma ) } , \\eqno ( 1 0 ) \\]\n\nwhere \\( \\omega _ { p } = ( 2 \\pi c / \\lambda _ { p } ) \\) is the plasma frequency and \\( \\gamma \\) is the relaxation frequency. The optical data values for \\( \\omega _ { p } \\) and \\( \\gamma \\) available from various sources differ slightly, but we use these values as \\( \\omega _ { p } = 9 . 0 \\) eV and \\( \\gamma \\) = 0.035 eV as out-lined in [26, 49–51]. In case of Si (semiconductor),\\( \\mathrm { { S i O _ { 2 } } } \\) (dielectric), Sapphire and YAG, the complex frequency-dependent dielectric permittivity are quoted for a wide range of energies in the handbook of Palik. Therefore, we use all these values for carrying out the integration and do not extrapolate any data. On the otherhand, experi-mental data of \\( n ( \\omega ) \\) and \\( k ( \\omega ) \\) for \\( \\mathrm { S i N _ { x } } \\) are not available at all and we use Tauc-Lorentz model [33, 52] for esti-mating dielectric constants of this material.\n\nTABLE III: Comparison of the calculated values of damping function \\( f _ { 3 } ( a ) \\) defined in Eq.(4) for different separation dis-tances a for the interaction of Cs atom with the gold surface.\n\n
a \n(a. u.)f3(a)
This workRef. [26]
11×101.000.99780
12×101.000.99408
15×100.980.97903
21×100.950.95169
22×100.890.90210
25×100.780.79521
31×100.660.68309
32×100.530.54485
35×100.330.33918
\n\nTABLE IV: Comparison of \\( C _ { 3 } \\) coefficients ratios of Li, Na, K and Rb atoms with the Cs atom for the perfect conductor, metal, semiconductor and dielectric surfaces.\n\n
iC \\( C _ { 3 } ^ { \\mathrm { L } } \\) /Cs3 \\( \\gamma _ { 2 } ^ { \\mathrm { N } } \\) aC/Cs3 C \\( \\gamma _ { 2 } ^ { \\mathrm { F } } \\) /Cs3 Rb\nC s \\( \\gamma _ { 3 } ^ { 0 } \\) 3/
Perfect conductor0.3130.3930.6380.773
Metal: Au0.4160.4640.7150.811
Semiconductor: Si \nDielectric:0.4300.4770.7260.818
SiO20.4090.4580.7080.807
SiNx0.4180.4640.7090.801
\n\nAgain, the interactions between the ground states of atoms with an anisotropic surface have been studied be-fore [53, 54]. These studies demonstrate that for a uni-form birefringent dielectric surface, with the symmetry axis normal to the interface, the interaction potential de-scribed Eq. (3) is still applicable if \\( \\epsilon \\) is replaced by an effective quantity \\( \\bar { \\epsilon } \\) defined as\n\n\\[ \\bar { \\epsilon } ( \\iota \\omega ) = \\left[ \\epsilon _ { | | } ( \\iota \\omega ) \\epsilon _ { \\bot } ( \\iota \\omega ) \\right] ^ { \\frac { 1 } { 2 } } , \\eqno ( 1 1 ) \\]\n\nwhere \\( \\epsilon _ { | | } \\) and \\( \\epsilon _ { \\perp } \\) are the respective dielectric permittiv-ities for the electric fields parallel and perpendicular to the interface between the atom and the dielectric surface.\n\n# III. RESULTS AND DISCUSSION\n\nThe evaluation of \\( C _ { 3 } \\) coefficients requires the precise estimation of dynamic polarizabilities of the Cs atom. Table I presents the scalar polarizabilities of the Cs atom in its ground state along with the E1 matrix elements for different transitions that are used to estimate \\( \\alpha _ { v } \\) and other contributions to the polarizabilities. The E1 ma-trix elements for the \\( 6 S _ { 1 / 2 } { - } 6 P _ { 1 / 2 , 3 / 2 } \\) transitions are taken from the experimentally measured data given in [35].Our calculated value of the scalar polarizability \\( ( \\alpha ( 0 ) ) \\)"} +{"pdf_name": "11744862_4.pdf", "language": "en", "markdown": "FIG. 2: (Color online) The retardation coefficient \\( f _ { 3 } ( a ) \\) for the Cs atom as a function of the distance a from a perfect conductor, Au (metal) metal and Si (semiconductor).\n\nFIG. 3: (Color online) The retardation coefficient \\( f _ { 3 } ( a ) \\) for the Cs atom as a function of the distance a from the differ-ent dielectric surfaces such as \\( \\mathrm { { S i O _ { 2 } } } \\),\\( \\mathrm { S i N } _ { \\mathrm { v } } \\), Sapphire (ordinary, extraordinary, birefringent) and YAG.\n\nfor the 6 \\( S \\) state is 399.8 a.u.. This is in very good agree-ment with the value (399 a.u.) obtained by Borschevsky et al. [36] and experimentally measured value 401.0(6) a.u. of Amini et al. [38]. As seen, contributions from \\( \\alpha _ { c v } \\) and \\( \\alpha _ { t } \\) are quite small andj ustify use of a lower method for their evaluation. Our \\( \\alpha _ { c } \\) from RRPA also match with the value of Derevianko et al. [42]. Good agreement between the calculated and experimental results of \\( \\alpha ( 0 ) \\) indicates that our approach can also give similar accura-cies for the estimated dynamic polarizabilities. Next, we compute the atom-surface dispersion \\( C _ { 3 } \\) coefficients for a perfect conductor by numerically evaluating Eq. (4). Dynamic polarizabilities used for this purpose are plotted in Fig. 1(a). In the same plot, we also show the values obtained by the single oscillator model (SOM) that are used by other works as discussed below. We compare our \\( C _ { 3 } \\) coefficient for the perfect conductor with the re-sult obtained by Derevianko and co-workers [42] in Table II. Though our \\( \\alpha ( 0 ) \\) value match quite well with Dere-vianko et al. [37], but we find difference in the \\( C _ { 3 } \\) value. A similar finding was also observed for the other alkali atoms that were studied by us in Ref. [23]. Our analysis shows that the main reason for the discrepancy is because of different numerical integration methods used in both the works. Derevianko et al. use a Gaussian quadrature integration method with 50 point formula while we have used an exponential grid in our calculations as discussed in [23]. In the same table we have given our calcu-lated \\( C _ { 3 } \\) coefficients for the other material media using their dynamic dielectric constants that are plotted in Fig. 1(b). In our earlier work [23], we have also given these constants for Au, Si, \\( \\mathrm { { S i O _ { 2 } } } \\) and \\( \\mathrm { S i N } _ { x } \\). Hence, we only present the final results without giving the fine details of their evaluations. Compared to these materials we find a different trend of \\( \\epsilon ( \\iota \\omega ) \\) values for the ordinary, extraor-dinary and birefringent sapphires and also for the YAG surfaces, especially at the low frequency range. We could not find another study to verify directly the validity of this trend, but a recent calculation of \\( S ( \\omega ) \\) in Ref. [55]shows almost a similar trend. This somewhat assures us about accurate determination of the \\( \\epsilon ( \\iota \\omega ) \\) values for the sapphires and YAG surfaces.\n\nWe also give the \\( C _ { 3 } \\) coefficients for all the considered material media in Table II along with the values known in the literature. As seen, there is another evaluation of \\( C _ { 3 } \\) for the Au metal reported by Lach et al. [26] They use the SOM model to estimate the dynamic polarizabil-ity values whereas the dynamic dielectric constants are estimated using the Drude model. Nevertheless, we find a reasonable agreement between these results. We, how-ever, did not find any data to compare our results for the dielectric materials and semiconductors. From Table II, it can be seen that the valence correlation is dominant among the core, core-valence and tail correlations, but core contributions are quite significant as compared to their contributions in the evaluation of the polarizabili-ties. Among all the interacting media, the \\( C _ { 3 } \\) coefficients for the interacting perfect conductor is the highest and it is approximately 40%, 51%, 75%, 64%, 62% and 63% larger than the Au, Si, \\( \\mathrm { { S i O _ { 2 } } } \\),\\( \\mathrm { S i N _ { x } } \\), sapphire and YAG surfaces respectively. The decrease in the interaction co-efficients for the cases of dielectric media might be due to the charge dangling bonds in the materials which ac-counts for the additional interactions in the dielectrics at the shorter separations [56].\n\nUsing our described procedure, we also evaluate the re-tarded \\( f _ { 3 } \\) functions for all the considered materials inter-acting with Cs. In Table III, we compare our results for \\( f _ { 3 } \\) for the interaction of the Cs atom with the Au surface with the results obtained by Lach et al. [26] at certain separation distances. We also find reasonable agreement between both the results. It can also be observed from this table that at the short separation distances (\\( a \\rightarrow \\) 0),"} +{"pdf_name": "20754277_11.pdf", "language": "en", "markdown": "As expected, the number of live points K is an impor-tant setting but it is even more crucial in Nessai since it limits the amount of training data available. We find that a minimum of 1000 live points is required and for more complex problems, such as gravitational-wave inference, at least 2000 live points should be used.\n\nThere are a large number of settings which relate to the complexity of the normalising flow. Whilst tuning the sampler we found that the number of coupling trans-formations greatly affected convergence. If too many transforms were used the algorithm was prone to over-constraining the posterior distribution. We attribute this to the complexity of the iso-likelihood contour learnt by the flow, if the flow has too many trainable parameters it can over-fit the distribution and exclude regions of the parameter space which should be sampled. At the other extreme, if the model is too simple then resulting contour can “smooth” fine details and more samples are drawn outside of the initial likelihood constraint. These will not be accepted and the sampling process is therefore less ef-ficient. We use a similar logic for the number of neurons and layers in the neural network that parameterises the flow but we find that these parameters predominantly affect training time with a lesser effect on overall con-vergence. Another parameter that is important to con-sider is the batch size, during sampling the normalising flow can be training upwards of 100 times. Hence, a larger batch size is recommended since it can greatly re-duce training time, we also recommend increasing the batch size when using reparameterisations that increase the amount of training data, such as the boundary inver-sion described in section III B and appendix B.\n\nWe note that the size of pool of new samples effects the efficiency of the algorithm and the total run-time. If the pool-size is small then the normalising flow is fre-quently retrained, in extreme case where the proposal is inefficient due to, for example, the complexity of the parameter space, then the normalising can be retrained multiple times during a single iteration. Conversely, if the pool-size is large then if the flow is force-ably re-trained a number of points are discarded or, if the flow is only retrained once the pool is empty, then the rejection sampling becomes in-efficient since a large fraction of the potential new points will lie outside the likelihood bound. We instead opt to inversely scale the pool-size given the mean acceptance of the sampler since the last iteration the flow was trained. We recommend setting the base pool-size to the number of live points, only retraining the model when the pool is empty and setting the maxi-mum pool-size to be ten times the base pool-size. We use these settings for the results in section V and find that this results in a median of 263 training instances required to reach convergence.\n\nAs mentioned previously, approximately 40% of the run-time is spent on populating the pool of new sam-ples. This is directly attributable to the efficiency of the rejection sampling required to ensure samples are dis-tributed according to the prior. In section III A we pro- pose two methods for drawing samples within the con-tour in the latent space, these produce uniformly and normally distributed samples respectively. In practice we find the two methods comparable in most cases with the exception of when the latent radius lies in the tail of the chi-distribution that corresponds to the latent prior \\( p _ { \\mathcal { Z } } \\) . In this case using the uniform distribution results in lower population and proposal acceptances which leads to longer run-times.\n\n# VI. CONCLUSIONS\n\nWe have proposed a novel method for sampling within a given iso-likelihood contour according to the prior that can be incorporated into the standard nested sampling algorithm. Our method employs normalising flows to learn the density of current set of live points which, once trained, allows us to produce points within the contour by sampling from a simple distribution and using rejec-tion sampling. The use of normalising flows allows us to avoid using multiple bounding distributions and since new samples are independent of the previous samples we eliminate the need to use a random walk. We imple-ment this proposal method in our sampler, Nessai, and conduct a series of tests to verify that it recovers the cor-rect Bayesian posteriors and then compare our results to those obtained with another sampler to determine if our design does in fact result in a more efficient sampler.\n\nWe apply our sampler to 128 four second duration simulated signals from the coalescence of binary black hole systems sampled at 2048 Hz and we run two sepa-rate analyses, one with distance marginalisation and an-other without. The resulting P-P plots (fig. 3) show that our sampler more reliably recovers the posterior distribu-tions with distance marginalisation than without, how-ever both pass the P-P test. This indicates that our proposal method does not introduce any inherent biases.\n\nWe use dynesty for the comparison, which has been shown to produce results consistent with those used in previous LVK analyses [36]. We find that our sampler returns evidences consistent with dynesty, which serves as further verification of our results. Since we aim to pro-duce a more efficient sampler we also compare the like-lihood evaluations required to reach convergence. When not using distance marginalisation we find that Nessai requires 5.04 \\( \\times 1 0 ^ { 6 } \\) likelihood evaluations, 2.07 times fewer than dynesty. When distance marginalisation is en-abled Nessai requires \\( 7 . 2 2 \\times 1 0 ^ { 6 } \\), which, whilst still 1.34 fewer than dynesty, is more than with the marginali-sation disabled. As such, we recommend using Nessai without distance marginalisation for gravitational-wave inference.\n\nHowever, this reduction in likelihood evaluations does not relate directly to the total computation time because of the additional costs associated with sampling, which for Nessai are associated with training the normalis-ing flow and populating the pool of new samples. We"} +{"pdf_name": "20754277_12.pdf", "language": "en", "markdown": "find that the fraction of the time spent of each stage changes when using distance marginalisation. Without the marginalisation, on average, 8% of the total computa-tion time is spent on training and a further 40% on popu-lation. When using distance marginalisation this changes to 5% spent on training and 42% on population. We at-tribute the difference in population time to the efficiency of the rejection sampling, which is improved when includ-ing the reparameterisation for distance discussed in sec-tion III C. We find that without distance marginalisation the median run-time for Nessai is 2.32 times faster than dynesty. However when distance marginalisation is en-abled we observe that, on average, Nessai is only 1.40 times faster than dynesty. This further reinforces our recommendation to use Nessai with distance marginali-sation disabled.\n\nWe also show how our sampler can make use of paral-lelised likelihood functions by evaluating the likelihood of new live points during the population stage. We repeat the previous analysis for a single injection without dis-tance marginalisation and parallelise the likelihood com-putation with increasing number of threads up to 16. We observe that the reduction time evaluating the likelihood does not quite match the theoretical values, indicating that there is a small overhead associated with it. This also highlights how the limiting factor is the time spent training the normalising flow and populating the pool of new live point.\n\nTo aid in diagnosing potential biases during sampling, we include a series of diagnostics in our sampler which allow us to easily identify under and over-constraining. These diagnostics also help to tune the sampling settings and highlight how periodically re-training the normal-ising flow during sampling prevents the proposal from becoming inefficient during sampling.\n\nWe find that our algorithm is susceptible to under-sampling regions of the parameter space which are close to the prior bounds. We consequently introduce the previously described reparameterisations to mitigate this and a series of diagnostics to aid in diagnosing biases and correctly tuning the settings. We aim address this in fur-ther work with changes to the design of the normalising flows we have used.\n\nIt is natural to compare this work to [27–30] which use variational autoeconders and normalising flows to pro-duce posterior distributions. Our approach differs from these in that it requires no prior computation since train-ing occurs during sampling and we do not introduce any assumptions about the data other than those necessary to apply a nested sampling algorithm. Nessai is therefore a drop-in replacement for existing sampling algorithms that does not require changes to existing pipelines. In future work we aim to evaluate our sampler us-ing more expensive waveform models including those for longer duration signals, such as those from binary neu-tron star of neutron star-black hole system, and models which include higher-order modes. We will also investi-gate the suitability of other types of normalising flow transforms, such as the spline based transforms from[68] and flows which allow for specifying a manifold [69].These changes could improve the efficiency of the pop-ulation stage which is currently the slowest part of the algorithm. Another possible approach for reducing the cost of population is using alternative reparameterisa-tions for parameters such as the spins magnitudes, which we observe to be two of the most challenging parameters to sample.\n\nIn summary, we have proposed a novel variation of the standard nested sampling algorithm that incorpo-rates normalising flows specifically designed for inference with computationally expensive likelihood functions. We have applied our sampler to the problem of gravitational wave inference and shown that it consistently recovers the Bayesian posteriors distributions and evidences with 2.07 times fewer total likelihood evaluations than dynesty, another commonly used sampler, which translates to a 2.32 times reduction in computation time. Our sampler therefore serves as a more efficient drop-in replacement for existing samplers.\n\n# ACKNOWLEDGMENTS\n\nThe authors gratefully acknowledge the Science and Technology Facilities Council of the United Kingdom. MJW is supported by the Science and Technology Fa-cilities Council [2285031]. JV and CM are supported by the Science and Technology Research Council [ST/L000946/1]. CM is also supported by the European Cooperation in Science and Technology (COST) action[CA17137]. The authors are grateful for computational resources provided by Cardiff University, and funded by an STFC grant supporting UK Involvement in the Oper-ation of Advanced LIGO.\n\nSoftware: Nessai was initially developed using cp-nest [21] with permission from the authors and still shares a similar interface and other core codes. Nessai is implemented in Python and uses NumPy [70], SciPy[71], pandas [72, 73], nflows [47], PyTorch [46], mat-plotlib [74] and seaborn [75]. Gravitational wave in-jections were generated using Bilby and bilby pipe [25].Figures were prepared using matplotlib [74], seaborn[75], Bilby [25] and corner [76]."} +{"pdf_name": "20750989_3.pdf", "language": "en", "markdown": "where \\( k _ { B } \\) is Boltzmann’s constant. If we take \\( \\vartheta \\approx \\) 0.83 this reproduces the Curie-Weiss temperature \\( T _ { \\mathrm { C W } } \\approx \\, 0 . 2 \\mathrm { K } \\) mea-sured in Ref. [27, 28, 30]. As a final consistency check, we can then calculate the magnitude of the ordered moment \\( m ^ { \\mathsf { o r d } } \\) which we expect to find in the ground state. At our level of approximation, the ratio of \\( m ^ { \\mathsf { o r d } } \\) to the full, saturated, moment \\( m ^ { \\mathsf { s a t } } \\) is given by\n\n\\[ \\frac { m ^ { \\mathrm { o r d } } } { m ^ { \\mathrm { s a t } } } = \\cos ( \\vartheta ) \\left( \\frac { S - \\langle a _ { i } ^ { \\dagger } a _ { i } \\rangle } { S } \\right) . \\eqno ( 2 0 ) \\]\n\nThe spin wave calculation gives us \\( \\begin{array} { r } { \\left( \\frac { S - \\langle a _ { i } ^ { \\dagger } a _ { i } \\rangle } { S } \\right) \\approx \\, 0 . 8 7 . } \\end{array} \\) The fact that this number is close to unity is a good indica-tor that the linear spin wave approach is valid. Combining this with the estimated value of \\( \\vartheta \\) gives an ordered moment fraction \\( \\frac { m ^ { \\mathrm { o r d } } } { m ^ { \\mathrm { s a t } } } \\approx 0 . 5 9 \\). This is close to the value \\( \\begin{array} { r } { \\frac { m ^ { \\mathrm { o r d } } } { m ^ { \\mathrm { s a t } } } \\approx 0 . 5 } \\end{array} \\) ob-tained in Ref. [27], but a bit higher than the value \\( \\frac { m ^ { \\mathrm { o r d } } } { m ^ { \\mathrm { s a t } } } \\approx 0 . 3 3 \\) obtained in Ref. [28]. It is interesting to note that most of this moment reduction comes from the pseudospin rotation \\( \\vartheta \\), not from the zero-point fluctuations, as one might typically expect.\n\nThe theory presented in this article is thus the first to present a consistent treatment of the ground state and the finite energy spectrum in \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\). At the same time it is also able to ac-count for the apparent contradiction between the Curie-Weiss temperature and the antiferromagnetic ordering and gives rea-sonable agreement with the strongly reduced ordered moment measured in experiments [27].\n\nMoment fragmentation– Having established that a theory based on a linear spin wave treatment of Eq. (4) correctly reproduces the experimental phenomenology, we can now ask what this theory tells about the proposed “magnetic moment fragmentation”. In particular, is this a true example of moment fragmentation, as proposed in Ref. [17], and if so, what is its origin?\n\nThe proposal of Brooks-Bartlett et al. in Ref. [17] is based on the Helmholtz decomposition of the magnetisation density\n\n\\[ \\mathbf { m } = \\mathbf { m } _ { m } + \\mathbf { m } _ { d } = \\nabla \\psi + \\nabla \\times \\mathbf { A } \\qquad \\qquad ( 2 1 ) \\]\n\nwhere \\( \\mathbf { m } _ { d } \\; = \\; \\nabla \\times \\mathbf { A } \\) is divergence-free \\( ( \\nabla \\cdot \\mathbf { m } _ { d } \\ = \\ 0 \\)) and \\( \\mathbf { m } _ { m } = \\nabla \\psi \\) is “divergence-full”. The fragmentation phe-nomenon is observed when magnetic order occurs in \\( \\mathbf { m } _ { m } \\), but \\( \\mathbf { m } _ { d } \\) remains fluctuating quasi-independently of \\( \\mathbf { m } _ { m } \\). Since \\( \\mathbf { m } _ { d } \\) obeys \\( \\nabla \\cdot \\mathbf { m } _ { d } = 0 \\) this gives rise to the pinch point corre-lations associated with a Coulomb phase [12, 22–24].\n\nWe can understand the magnetic fragmentation phe-nomenon in \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) by defining fields \\( \\mathbf { m } _ { i } ^ { ( \\tilde { \\alpha } ) } \\) for each pseu-dospin component \\( \\tilde { \\tau } _ { i } ^ { \\tilde { \\alpha } } \\), according to Eq. (7) and then applying the Helmholtz decomposition to each one individually\n\n\\[ \\mathbf { m } _ { i } ^ { ( \\tilde { \\alpha } ) } = \\nabla \\psi ^ { ( \\tilde { \\alpha } ) } + \\nabla \\times \\mathbf { A } ^ { ( \\tilde { \\alpha } ) } . \\qquad \\qquad ( 2 2 ) \\]\n\nFIG. 3: Closing of the flat band gap \\( \\Delta _ { \\mathrm { f l a t } } \\) with increasing \\( \\tilde { J } _ { x } \\) and the proximity of a \\( U ( 1 ) \\) quantum spin liquid phase, shown for \\( \\tilde { J } _ { y } = 0 \\). The gap to the flat band which contains the Coulomb-phase-like cor-relations of Fig. 1(b) closes when the ratio \\( \\begin{array} { r } { \\frac { \\tilde { J } _ { x } } { | \\tilde { J } _ { z } | } = 3 . } \\end{array} \\) This is a likely indicator of the onset of a \\( U ( 1 ) \\) spin liquid phase. Based on the pa-rameterisation of Eq. (18) this ratio is \\( \\begin{array} { r } { \\frac { \\bar { J } _ { x } } { | \\bar { J } _ { z } | } \\approx 2 . 1 9 } \\end{array} \\) in \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\), suggesting the possibility of observing a \\( U ( 1 ) \\) spin liquid ground state \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) or related Nd based pyrochlores, induced by appli-cation of chemical or physical pressure.\n\n(Note that \\( \\mathbf { m } _ { i } ^ { ( \\tilde { y } ) } \\) does not contribute to the physical mag-netisation field \\( \\mathbf { m } _ { i } \\) [Eq. (6)]).\n\nIn the all-in-all-out ground state, \\( \\mathbf { m } _ { i } ^ { ( \\tilde { z } ) } \\) is completely “divergence-full”, and we may write \\( { \\bf A } ^ { ( z ) } \\; = \\; 0 \\). The fluc-tuations of \\( \\mathbf { m } _ { i } ^ { ( \\tilde { x } ) } \\) and \\( \\mathbf { m } _ { i } ^ { ( \\tilde { y } ) } \\), on the other hand, have both divergence-free and “divergence-full” components. The mo-ment fragmentation phenomenon is observed because the equations of motion decouple the dynamics of divergence-free and “divergence-full” components of \\( \\mathbf { m } _ { i } ^ { ( \\tilde { x } ) } , \\mathbf { m } _ { i } ^ { ( \\tilde { y } ) } \\).\n\nWriting down the Heisenberg equations of motion for \\( \\mathbf { m } _ { i } ^ { ( \\tilde { x } ) } \\) and \\( \\mathbf { m } _ { i } ^ { ( \\tilde { y } ) } \\) and linearising around the all-in-all-out ground state we find\n\n\\[ \\begin{array} { r l } { \\partial _ { t } \\mathbf { m } _ { i } ^ { ( \\tilde { \\alpha } ) } \\approx \\varepsilon _ { \\tilde { \\alpha } ^ { \\prime } \\tilde { \\alpha } \\tilde { z } } S \\big ( \\tilde { \\mathsf { J } } _ { \\alpha ^ { \\prime } } \\nabla _ { i } ( \\nabla \\cdot \\mathbf { m } ^ { ( \\tilde { \\alpha } ^ { \\prime } ) } ) + } & { { } } \\\\ { ( 6 | \\tilde { \\mathsf { J } } _ { z } | - 2 \\tilde { \\mathsf { J } } _ { \\alpha ^ { \\prime } } ) \\mathbf { m } _ { i } ^ { ( \\tilde { \\alpha } ^ { \\prime } ) } \\big ) } & { { } ( 2 3 ) } \\end{array} \\]\n\nwhere \\( \\tilde { \\alpha } { } ^ { \\prime } \\, = \\, \\tilde { y } \\) when \\( \\tilde { \\alpha } \\, = \\, \\tilde { x } \\) and vice versa and \\( \\varepsilon _ { \\tilde { x } \\tilde { y } \\tilde { z } } = \\)\\( - \\varepsilon _ { \\tilde { \\boldsymbol { \\Psi } } \\tilde { \\boldsymbol { z } } } = 1 \\). In Eq. (23), \\( \\nabla \\) and \\( \\nabla \\cdot \\)· should be interpreted as the lattice gradient and divergence. This suggestive form for the equations of motion in terms of the lattice gradient and divergence arises because the sites of the pyrochlore lattice can be considered as the bonds of a bipartite (in this case, diamond) lattice [12].\n\nEq. (23) can be solved in terms of the Helmholtz decompo-sitions [Eq. (22)], by writing\n\n\\[ \\partial _ { t } \\psi ^ { ( \\tilde { \\alpha } ) } = \\varepsilon _ { \\tilde { \\alpha } ^ { \\prime } \\tilde { \\alpha } \\tilde { z } } S \\bigl ( \\tilde { \\mathsf { J } } _ { \\alpha ^ { \\prime } } \\nabla ^ { 2 } \\psi ^ { ( \\tilde { \\alpha } ^ { \\prime } ) } + ( 6 | \\tilde { \\mathsf { J } } _ { z } | - 2 \\tilde { \\mathsf { J } } _ { \\alpha ^ { \\prime } } ) \\psi ^ { ( \\tilde { \\alpha } ^ { \\prime } ) } \\bigr ) \\]\n\n\\[ \\partial _ { t } { \\bf A } ^ { ( \\tilde { \\alpha } ) } = \\varepsilon _ { \\tilde { \\alpha } ^ { \\prime } \\tilde { \\alpha } \\tilde { z } } S ( 6 | \\tilde { \\bf J } _ { z } | - 2 \\tilde { \\bf J } _ { \\alpha ^ { \\prime } } ) { \\bf A } ^ { ( \\tilde { \\alpha } ^ { \\prime } ) } \\eqno ( 2 5 ) \\]\n\nThe important feature of Eqs. (24)-(25) is that the diver-genceless fluctuations i.e. fluctuations of \\( { \\bf A } ^ { ( \\tilde { \\alpha } ) } ) \\) are com-pletely decoupled from the “divergence full” fluctuations i.e."} +{"pdf_name": "20750989_4.pdf", "language": "en", "markdown": "fluctuations of \\( \\psi ^ { ( \\tilde { \\alpha } ) } ) \\). Fluctuations of \\( \\mathbf { A } ^ { ( \\tilde { \\alpha } ) } \\) form a flat band at energy \\( \\Delta _ { \\mathrm { f l a t } } = \\sqrt { ( 3 | \\tilde { \\bf J } _ { z } | - \\tilde { \\bf J } _ { x } ) ( 3 | \\tilde { \\bf J } _ { z } | - \\tilde { \\bf J } _ { y } ) } \\), while fluctuations of \\( \\psi ^ { ( \\tilde { \\alpha } ) } \\) form dispersive bands.\n\nThe physical magnetisation field in \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) [Eq. (6)]thus comprises (i) a static, ordered, “divergence full” compo-nent, (ii) a finite energy divergenceless component exhibiting Coulomb-liquid-like correlations and finally (iii) another “di-vergence full” component corresponding to the finite energy dispersive bands.\n\nThe fact that all three components are observable within a magnetisation field which is strictly Ising like (in the sense that \\( \\mathbf { m } _ { i } \\) is always parallel to the local easy axis) is a consequence of the unusual symmetry of dipolar octupolar doublets- specifically that the x-component of the pseudospin transforms like the z-component of a dipole moment. This un-derstanding of the moment fragmentation is fully compatible with the observation that the pinch points remain observable above the ordering transition at \\( T _ { N } \\), but at lower frequency[25]. Above the transition \\( \\mathbf { m } _ { i } ^ { ( \\tilde { x } ) } \\) can fluctuate for little or no energy cost but its correlations will remain ice like due to the positive value of \\( \\tilde { \\bf { J } } _ { x } \\).\n\nConclusions– In conclusion we have explained the quantum origins of the moment fragmentation in \\( \\mathrm { N d } _ { 2 } / { \\bf r } _ { 2 } ( \\r ) , \\), observed in Ref. [25]. It may be rationalized as the consequence of the symmetry properties of dipolar-octupolar doublets and a de-coupling of divergence-free and divergence-full fluctuations in the equations of motion.\n\nMuch of the physics discussed here is generic to systems described by the exchange Hamiltonian \\( \\mathcal { H } _ { \\mathrm { X Y Z } } ^ { \\mathrm { D O } } \\) which have an all-in-all-out ground state. Specifically, the flat band exhibit-ing pinch points at finite energy is present throughout the all-in-all-out phase of \\( \\mathcal { H } _ { \\mathrm { X Y Z } } ^ { \\mathrm { D O } } \\), at least at the level of linear spin wave theory. It will therefore be interesting to investigate whether the moment fragmentation phenomenon is also ob-served in other Nd based pyrochlores showing an all-in-all-out ground state such as \\( \\mathrm { N d _ { 2 } S n _ { 2 } O _ { 7 } } \\) [34],\\( \\mathbf { N d } _ { \\mathcal { O } } ] \\)\\( \\mathsf { H r } _ { \\mathsf { \\Phi } } ( \\mathsf { \\Lambda } ) , \\) 7 [35] and possibily \\( \\mathrm { N d } _ { 2 } \\mathrm { P b } _ { 2 } \\mathrm { O } _ { 7 } \\) [36].\n\nThe parameterisation of the exchange Hamiltonian \\( \\mathcal { H } _ { \\mathrm { X Y Z } } ^ { \\mathrm { D O } } \\)[Eq. (4)], given in Eq. (18) suggests that \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) is proxi-mate to the \\( U ( 1 ) \\) spin liquid phase which has been long sought amongst “quantum spin ice” pyrochlores [14, 16, 37–42]. As shown in Fig. 3, the closing of the gap to the flat band con-taining the pinch point correlations occurs at \\( \\begin{array} { r } { \\frac { \\tilde { \\bf J } _ { x } } { | \\tilde { \\bf J } _ { z } | } = 3 } \\\\ { \\quad \\quad \\quad \\quad \\quad \\quad \\quad } \\end{array} \\) within linear spin wave theory. Classically, this would signal the for-mation of an extensive ground state manifold with ice-like character, but the mixing of these states by quantum fluctu-ations is known to stablise a \\( U ( 1 ) \\) spin liquid with dynamic emergent gauge fields [37, 40]. The placement of \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) close to the point where this gap vanishes hints at the prox-imity of the \\( \\bar { U } ( 1 ) \\) spin liquid phase. If there is a well formed Coulomb phase above \\( T _ { N } \\) in \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) this may make the observed magnetic ordering a candidate for the observation of a Higgs transition in which the emergent gauge field of the Coulomb phase is gapped by the condensation of emergent gauge charges [44, 45]. We therefore have reason to hope that experiments on \\( \\mathrm { N d _ { 2 } Z r _ { 2 } O _ { 7 } } \\) and related materials may yet re-veal even more exotic phenomena.\n\nAcknowledgements – This work was supported by the The-ory of Quantum Matter Unit of the Okinawa Institute of Sci-ence and Technology Graduate University. The author is grateful to Ludovic Jaubert and Nic Shannon for careful read-ings of the manuscript.\n\n[1] J. E. Greedan, Geometrically frustrated magnetic materials, J. Mater. Chem. 11, 37-53, (2001)\n\n[2] J. S. Gardner, M. J. P. Gingras and J. E. Greedan, Magnetic Pyrochlore Oxides, Rev. Mod. Phys. 82, 53-107, (2010)\n\n[3] Y. Shimizu, K. Miyagawa, K. Kanoda, M. Maesato, and G. Saito, Spin Liquid State in an Organic Mott Insulator with a Triangular Lattice, Phys. Rev. Lett. 91, 107001 (2003)\n\n[4] T. H. Han, J. S. Helton, S. Y. Chu, D. G. Nocera, J. A. Rodriguez-Rivera, C. Broholm and Y. S. Lee, Fractionalized excitations in the spin-liquid state of a kagome-lattice antifer-romagnet Nature 492, 406-410 (2012)\n\n[5] K. Kimura, S. Nakatsuji, J. J. Wen, C. Broholm, M. B. Stone, E. Nishibori and H. Sawa, Quantum fluctuations in spin-ice like Pr2Zr2O7, Nature Commun. 4, 2914 (2013)\n\n[6] R. Sibille, E. Lhotel, V. Pomjakushin, C. Baines, T. Fennell and M. Kenzelmann, Candidate Quantum Spin Liquid in the Ce3+Pyrochlore Stannate Ce2Sn2O7, Phys. Rev. Lett. 115, 097202 (2015)\n\n[7] L. Balents, Spin liquids in frustrated magnets, Nature 464, 199-208 (2010)\n\n[8] X.-G. Wen, Quantum orders and symmetric spin liquids, Phys. Rev. B 65, 165113 (2002).\n\n[9] A. Kitaev, Anyons in an exactly solved model and beyond, An-nals of Physics 321, 2, (2006)\n\n[10] C. Castelnovo, R. Moessner and S. L. Sondhi, Magnetic monopoles in spin ice, Nature 451, 42 (2008)\n\n[11] R. Moessner and S. L. Sondhi, Irrational charge from topolog-ical order, Phys. Rev. Lett. 105, 166401 (2010).\n\n[12] C. L. Henley, The “Coulomb phase” in frustrated systems, Annu. Rev. Condens. Matter Phys. 1, 1 (2010).\n\n[13] S. M. Yan, D. A. Huse and S. R. White, Spin-Liquid Ground State of the S=1/2 Kagome Heisenberg Antiferromagnet, Sci-ence 332, 1173-1176, (2011).\n\n[14] M. J. P. Gingras and P. A. McClarty, Quantum spin ice: a search for gapless quantum spin liquids in pyrochlore magnets, Rep. Prog. Phys. 77, 056501 (2014).\n\n[15] O. Benton, L. D. C. Jaubert, H. Yan and N. Shannon, A spin-liquid with pinch-line singularities on the pyrochlore lattice, Nature Commun. 7, 11572 (2016)\n\n[16] L. Savary and L. Balents, Coulombic quantum liquids in spin-1/2 pyrochlores, Phys. Rev. Lett. 108, 037202 (2012).\n\n[17] M. E. Brooks-Bartlett, S. T. Banks, L. D. C. Jaubert, A. Harman-Clarke and P. C. W. Holdsworth, Magnetic Moment Fragmentation and Monopole Crystallization, Phys. Rev. X 4, 011007, (2014).\n\n[18] S. Powell, Ferromagnetic Coulomb phase in classical spin ice, Phys. Rev. B 91, 094431 (2015).\n\n[19] L. D. C. Jaubert, Monopole Holes in a Partially Ordered Spin Liquid, Spin 5, 1540005 (2015).\n\n[20] B. Canals, I.-A. Chioar, V.-D. Nguyen, M. Hehn, D. Lacour, F. Montaigne, A. Locatelli, T. Onur Mentes, B. Santos Burgos"} +{"pdf_name": "9277089_214.pdf", "language": "en", "markdown": "# (63) 外币货币性项目\n\n
2021 年 12 月 31 日
外币余额折算汇率人民币余额
货币资金—
美元1236.3757785
欧元127.219788
港币380.817631
澳元44.622020
日元2170.055412
塔卡1080.07448
其他外币59
应收账款—
美元316.3757195
欧元27.219716
港币130.817611
澳元24.62209
塔卡940.07447
卢比820.08577
日元540.05543
其他外币18
其他应收款—
美元456.3757288
日元1080.05546
韩元5560.00543
港币20.81762
其他外币23
设备租赁定金—
美元476.3757298
应付账款—
美元1116.3757706
港币50.81764
欧元17.21974
日元360.05542
其他外币11
其他应付款—
美元36.375718
日元1620.05549
欧元17.21974
港币20.81762
其他外币8
"} +{"pdf_name": "9277089_215.pdf", "language": "en", "markdown": "
2021 年 12 月 31 日
外币余额折算汇率人民币余额
租赁负债（包含
一年内到期）—
美元6,8666.375743,778
欧元3547.21972,558
日元9,4490.0554523
其他外币19
\n\n# 五 合并范围的变更\n\n# 其他原因的合并范围变动\n\n本年度，本集团下属子公司广州航空货站有限公司(“广州货站”)完成工商注销，不再纳入合并范围。该子公司在核准注销登记前的经营成果和现金流量已包括在本集团 2021 年度的合并利润表及合并现金流量表中。"} +{"pdf_name": "20739461_8.pdf", "language": "en", "markdown": "where \\( \\begin{array} { r } { \\alpha _ { \\pm } \\, = \\, 6 \\frac { V _ { b g } } { a _ { \\perp } ^ { 2 } a _ { 1 D } ( B _ { \\pm } ) } \\, + \\, \\frac { V _ { b g } } { V _ { p } ^ { C I R } } } \\end{array} \\). In Figs. 7 and 8 we show the calculated resonance width \\( \\Delta _ { 1 D } \\) as a func-tion of the rescaled energy \\( \\epsilon \\) and waveguide frequency \\( \\omega _ { \\perp } \\), respectively, together with the analytical result ac-cording to Eq.(31). One observes a good agreement for \\( \\omega _ { \\perp } < 0 . 0 1 \\). However, we encounter major deviations with increasing \\( \\omega _ { \\perp } \\) except for the zero energy limit \\( \\epsilon \\rightarrow \\) 0. These deviations are due to the fact that the analytical formula (30) which we used to derive (31), was obtained in the zero energy limit and does not work for larger en-ergies. In Fig.9 we present the real part of our scattering amplitude \\( R e ( f _ { p } ) \\) along with the analytical results from (30) as a function of \\( V _ { p } / V _ { \\perp } \\) for \\( \\epsilon \\) = 0.9 (large energy) for comparison. As the trap frequency \\( \\omega _ { \\perp } \\) increases we observe deviations between the analytical and numerical results for \\( f _ { p } \\).\n\nThe same way as in the case of the free space reso-nance, the width \\( \\Delta _ { 1 D } \\) of the CIR narrows with decreas-ing energy \\( \\epsilon \\) (see Fig.7). Fig.8 shows that in a harmonic waveguide there is a region where we have a possibility for narrowing the width by decreasing the trap frequency.\n\n# VI. CONCLUSION\n\nWe develop and analyze a theoretical model to study Feshbach resonances of identical fermions in atomic waveguides by extending the two-channel model sug-gested in [33] and adopted in [32] for confined bosons. In this model, the experimentally known parameters of Feshbach resonances in free space are used as an input. Within this approach we have calculated the shifts and widths of p-wave magnetic Feshbach resonance of \\( { } ^ { 4 0 } \\mathrm { K } \\) atoms in the hyperfine state \\|F = 9/2, mF = −7/2i and for the relative angular momentum state \\|l = 1, ml = 0i emerging in harmonic waveguides as p-wave CIRs. We find a linear dependence of the resonance position on the longitudinal colliding energy below the threshold for the first transverse excitation. It is shown that in a har-monic waveguide there is the possibility to decrease the width of the p-wave Feshbach resonance by decreasing the (transversal) trap frequency which could be used in corresponding experiments. Our analysis demonstrates the importance of including the effective range terms in the computational schemes for the description of the p-wave CIRs contrary to the case of s-wave CIRs where the impact of the effective radius is negligible. In previous in-vestigations of the p-wave CIRs in harmonic waveguides[13, 17, 23] the effects due to the effective range have been neglected. The developed model can be applied for a quantitative analysis of other p-wave CIRs following a different spin structure and for confining traps of differ-ent geometry including effects due to anharmonicity and anisotropy.\n\n# VII. ACKNOWLEDGEMENTS\n\nSh.S would like to thank J. Abouie and S. Abedin-pour for fruitful discussions. V.S.M.and P.S. acknowl-edge financial support by the Heisenberg-Landau Pro-gram. V.S.M. thanks the Zentrum f¨ur Optische Quan-tentechnologien of the University of Hamburg and Sh.S. thanks the Bogoliubov Laboratory of Theoretical Physics of JINR for their warm hospitality. This work was sup-ported by IASBS (Grant No.G2014IASBS12648).\n\n[1] M. Olshanii, Phys. Rev. Lett. 81, 938 (1998).\n\n[2] C. Chin, R. Grimm, P. Julienne, and E. Tiesinga, Rev. Mod. Phys. 82, 1225 (2010).\n\n[3] T. Kinoshita, T. Wenger, and D.S. Weiss, Science 305, 1125 (2004).\n\n[4] B. Paredes et al, Nature 429, 277 (2004).\n\n[5] E. Haller, M. Gustavsson, M.J. Mark, J.G. Danzl, R. Hart, G. Pupillo, and H.C. N¨agerl, Science 325, 1224 (2009).\n\n[6] E. Haller, M.J. Mark, R. Hart, J.G. Danzl, L. Re-ichso¨llner, V. Melezhik, P. Schmelcher, and H.C. N¨agerl, Phys. Rev. Lett. 104, 153203 (2010).\n\n[7] H. Moritz, T. Sto¨ferle, K. Guenter, M. K¨ohl, and T. Esslinger, Phys. Rev. Lett. 94, 210401 (2005).\n\n[8] K. G¨unter, T. Sto¨ferle, H. Moritz, M. Ko¨hl, and T. Esslinger, Phys. Rev. Lett. 95, 230401 (2005).\n\n[9] B. Fro¨hlich, M. Feld, E. Vogt, M. Koschorreck, W. Zw-erger, and M. Ko¨hl, Phys. Rev. Lett. 106, 105301 (2011).\n\n[10] G. Lamporesi, J. Catani, G. Barontini, Y. Nishida, M. Inguscio, and F. Minardi, Phys. Rev. Lett. 104, 153202 (2010).\n\n[11] T. Bergeman, M.G. Moore, and M. Olshanii, Phys. Rev. Lett. 91, 163201 (2003).\n\n[12] V.S. Melezhik, J.I. Kim, and P. Schmelcher, Phys. Rev. A76, 053611 (2007).\n\n[13] S. Saeidian, V.S. Melezhik, and P. Schmelcher, Phys. Rev. A77, 042721 (2008).\n\n[14] P. Giannakeas, V.S. Melezhik, and P. Schmelcher, Phys. Rev. A84, 023618 (2011).\n\n[15] S. Sinha and L. Santos, Phys. Rev. Lett. 99, 140406 (2007).\n\n[16] P. Giannakeas, V.S. Melezhik, and P. Schmelcher, Phys. Rev. Lett. 111, 183201 (2013).\n\n[17] B.E. Granger and D. Blume, Phys. Rev. Lett. 92, 133202 (2004).\n\n[18] J.I. Kim, V.S. Melezhik, and P. Schmelcher, Phys. Rev. lett. 97, 193203 (2006).\n\n[19] J.I. Kim, V.S. Melezhik, and P. Schmelcher, Progr. Theor. Phys. Supp. 166, 159 (2007).\n\n[20] V.S. Melezhik and P. Schmelcher, New J. Phys. 11, 073031 (2009).\n\n[21] V.S. Melezhik and P. Schmelcher, Phys. Rev. A84, 042712 (2011).\n\n[22] M.G. Moore, T. Bergeman, and M. Olshanii, J. Phys. IV 116, 69 (2004).\n\n[23] J.I. Kim, J. Schmiedmayer, and P. Schmelcher, Phys."} +{"pdf_name": "20739461_9.pdf", "language": "en", "markdown": "Rev. A72, 042711 (2005).\n\n[24] P. Giannakeas, F.K. Diakonos and P. Schmelcher, Phys. Rev. A86, 042703 (2012).\n\n[25] E. Haller, M. Rabie, M.J. Mark, J.G. Danzl, R. Hart, K. Lauber, G. Pupillo, and H.C. N¨agerl, Phys. Rev. Lett. 107, 230404 (2011).\n\n[26] S.G. Peng, S.S. Bohloul, X.J. Liu, H. Hu, and P.D. Drum-mond, Phys. Rev. A82, 063633 (2010).\n\n[27] W. Zhang and P. Zhang, Phys.Rev. A83, 053615 (2011).\n\n[28] S. Sala, P.-I. Schneider, and A. Saenz, Phys. Rev. Lett. 109, 073201 (2012).\n\n[29] E. Tiesinga, C.J. Williams, F.H. Mies, and P.S. Julienne, Phys. Rev. A 61, 063416 (2000).\n\n[30] V.A. Yurovsky, Phys. Rev. A71, 012709 (2005).\n\n[31] S. Grishkevich, S. Sala, and A. Saenz, Phys. Rev. A84, 062710 (2011).\n\n[32] S. Saeidian, V.S. Melezhik, and P. Schmelcher, Phys. Rev. A86, 062713 (2012).\n\n[33] A.D. Lange, K. Pilch, A. Prantner, F. Ferlaino, B. En-geser, H.-C. N¨agerl, R. Grimm, and C. Chin, Phys. Rev. A79, 013622 (2009).\n\n[34] C. Ticknor, C.A. Regal, D.S. Jin, and J.L. Bohn, Phys. Rev. A 69, 042712 (2004).\n\n[35] Z. Idziaszek , Phys. Rev. A 79, 062701 (2009).\n\n[36] P.S. Julienne and B. Gao (AIP, 2006), vol. 869, 261.\n\n[37] S. Gautam and D. Angom Eur. Phys. J. D 56, 173 (2010).\n\n[38] V.S. Melezhik and C.-Y. Hu, Phys. Rev. Lett. 90, 083202 (2003).\n\n[39] Shi-Guo Peng, S. Tan, and K. Jiang, arXiv:1312.3392v2.\n\n[40] Tao Shi and Su Yi, Phys. Rev. A 90, 042710 (2014)."} +{"pdf_name": "3462140_16.pdf", "language": "en", "markdown": "Under generally accepted accounting principles (\"GAAP\"), we are required to record purchased loans acquired through acquisitions at fair value, which may differ from the outstanding balance of such loans. Estimating the fair value of such loans requires management to make estimates based on available information and facts and circumstances on the acquisition date. Actual performance could differ from management’s initial estimates. If these loans outperform our original fair value estimates, the difference between our original estimate and the actual performance of the loan (the “discount”) is accreted into net interest income. This accretable yield may change due to changes in expected timing and amount of future cash flows. The yields on our loans could decline as our acquired loan portfolio pays down or matures, and we expect downward pressure on our interest income to the extent that the runoff on our acquired loan portfolio is not replaced with comparable high­yielding loans. This could result in higher net interest margins and interest income in current periods and lower net interest rate margins and lower interest income in future periods.\n\n# We operate in a highly regulated environment and may be adversely affected by changes in federal and state laws and regulations that increase our costs of operations.\n\nThe financial services industry is extensively regulated. We are subject to extensive examination, supervision and comprehensive regulation by the Federal Reserve, and Heritage Bank is subject to examination, supervision and comprehensive regulation by the FDIC and the Division. The Federal Reserve, FDIC and Division govern the activities in which we may engage, primarily for the protection of depositors and the Deposit Insurance Fund. These regulatory authorities have extensive discretion in connection with their supervisory and enforcement activities, including the ability to impose requirements for additional capital, restrictions on operations, the reclassification of assets, and the determination of the adequacy of the allowance for loan losses and level of deposit insurance premiums assessed. These bank regulators also have the ability to impose conditions in the approval of merger and acquisition transactions.\n\nAs discussed under Item 1 \"Business\"—Capital Adequacy of this Form 10­K, the Dodd­Frank Act has significantly changed the bank regulatory structure and affected the lending, deposit, investment, trading and operating activities of financial institutions and their holding companies. The Dodd­Frank Act requires various federal agencies to adopt a broad range of new implementing rules and regulations, and to prepare numerous studies and reports for Congress. The federal agencies have significant discretion in drafting and implementing rules and regulations. It is difficult at this time to predict when or how any new standards will ultimately be applied to us or what specific impact the Dodd­Frank Act and the yet to be written implementing rules and regulations will have on community banks. The current administration has indicated that it would like to see changes made to certain financial reform regulations, including the Dodd­Frank Act, which has resulted in increased regulatory uncertainty, and we are assessing the potential impact on financial and economic markets and on our business. Changes in federal policy and at regulatory agencies are expected to occur over time through policy and personnel changes, which could lead to changes involving the level of oversight and focus on the financial services industry. The nature, timing and economic and political effects of potential changes to the current legal and regulatory framework affecting financial institutions remain highly uncertain. If changes to the Dodd­Frank Act or the rules and regulations implementing the Act are made, such changes could offset the otherwise anticipated increase in operating and compliance costs (included in noninterest expense); however, no assurance can be given as to whether such changes will occur or what may result from such changes.\n\n# Our loan portfolio is concentrated in loans with a higher risk of loss.\n\nRepayment of our commercial business loans, consisting of commercial and industrial loans as well as owner-occupied and non­owner occupied commercial real estate loans, is often dependent on the cash flows of the borrower, which may be unpredictable, and the collateral securing these loans may fluctuate in value. We offer different types of commercial loans to a variety of businesses with a focus on real estate related industries and businesses in agricultural, healthcare, legal, and other professions. The types of commercial loans offered are business lines of credit, term equipment financing and term real estate loans. We also originate loans that are guaranteed by the SBA, and are a “preferred lender” of the SBA. Commercial business lending involves risks that are different from those associated with real estate lending. Real estate lending is generally considered to be collateral based lending with loan amounts established on predetermined loan to collateral values and liquidation of the underlying real estate collateral being viewed as the primary source of repayment in the event of borrower default. Our commercial business loans are primarily made based on our assessment of the cash flow of the borrower and secondarily on the underlying collateral provided by the borrower. The borrower's cash flow may be unpredictable, and collateral securing these loans may fluctuate in value. Although commercial business loans are often collateralized by equipment, inventory, accounts receivable or other business assets, the liquidation of collateral in the event of default is often an insufficient source of repayment because accounts receivable may be uncollectible and inventories may be obsolete or of limited use, among other things. Accordingly, the repayment of commercial business loans depends primarily on the cash flow and creditworthiness of the borrower and secondarily on the underlying collateral provided by the borrower. In addition, as part of our commercial business lending activities, we originate agricultural loans. Agricultural lending"} +{"pdf_name": "3462140_17.pdf", "language": "en", "markdown": "involves a greater degree of risk and typically involves higher principal amounts than other types of loans. Payments on agricultural loans are typically dependent on the profitable operation or management of the related farm property. The success of the farm may be affected by many factors outside the control of the borrower, including adverse weather conditions that prevent the planting of a crop or limit crop yields (such as hail, drought and floods), declines in market prices for agricultural products (both domestically and internationally) and the impact of government regulations (including changes in price supports, subsidiaries and environmental regulations). In addition, many farms are dependent on a limited number of key individuals whose injury or death may significantly affect the successful operation of the farm. If the cash flow from a farming operation is diminished, the borrower’s ability to repay the loan may be impaired.\n\nAt December 31, 2017, our commercial business loans (consisting of commercial and industrial loans, owner-occupied commercial real estate loans and non­owner occupied commercial real estate loans) totaled \\$2.25 billion, or approximately 79.1% of our total loan portfolio. Approximately \\$9.1 million, or 0.4%, of our total commercial business loans were nonperforming at December 31, 2017. The majority of the nonperforming commercial business loans were owner-occupied commercial real estate loans.\n\nOur non­owner occupied commercial real estate loans, which include five or more family residential real estate loans, involve higher principal amounts than other loans and repayment of these loans may be dependent on factors outside our control or the control of our borrowers. We originate commercial and five or more family residential real estate loans for individuals and businesses for various purposes, which are secured by commercial properties. These loans typically involve higher principal amounts than other types of loans, and repayment is dependent upon income generated, or expected to be generated, by the property securing the loan in amounts sufficient to cover operating expenses and debt service, which may be adversely affected by changes in the economy or local market conditions. For example, if the cash flow from the borrower’s project is reduced as a result of leases not being obtained or renewed, the borrower’s ability to repay the loan may be impaired.\n\nCommercial and five or more family residential real estate loans also expose us to greater credit risk than loans secured by one­to­four family residential real estate because the collateral securing these loans typically cannot be sold as easily as one­to­four family residential real estate. In addition, many of our commercial and five or more family residential real estate loans are not fully amortizing and contain large balloon payments upon maturity. Such balloon payments may require the borrower to either sell or refinance the underlying property in order to make the payment, which may increase the risk of default or non­payment. If we foreclose on a commercial and five or more family residential real estate loan, our holding period for the collateral typically is longer than for one­to­four family residential loans because there are fewer potential purchasers of the collateral. Additionally, commercial and five or more family residential real estate loans generally have relatively large balances to single borrowers or related groups of borrowers. Accordingly, if we make any errors in judgment regarding the collectability of our commercial and five or more family residential real estate loans, any resulting charge­offs may be larger on a per loan basis than those incurred with our residential or consumer loan portfolios.\n\nAs of December 31, 2017, our non­owner occupied commercial real estate loans totaled \\$986.6 million, or 34.6% of our total loan portfolio. Approximately \\$1.9 million, or 0.2%, of our non­owner occupied commercial real estate loans were nonperforming at December 31, 2017.\n\nOur real estate construction and land development loans are based upon estimates of costs and the related value associated with the completed project. These estimates may be inaccurate. Construction lending can involve a higher level of risk than other types of lending because funds are advanced partially based upon the value of the project, which is uncertain prior to the project’s completion. Changes in demand for new housing and higher than anticipated building costs may cause actual results to vary significantly from those estimated. Because of the uncertainties inherent in estimating construction costs as well as the market value of a completed project and the effects of governmental regulation of real property, our estimates with regards to the total funds required to complete a project and the related loan­to­value ratio may vary from actual results. If the estimate of value upon completion proves to be inaccurate, we may be confronted at, or prior to, the maturity of the loan with a project the value of which is insufficient to assure full repayment. In addition, speculative construction loans to a builder are often associated with homes that are not pre­sold, and thus pose a greater potential risk to us than construction loans to individuals on their personal residences. Loans on land under development or held for future construction also pose additional risk because of the lack of income being produced by the property and the potential illiquid nature of the collateral. These risks can be significantly impacted by supply and demand. As a result, this type of lending often involves the disbursement of substantial funds with repayment dependent, in part, on the success of the ultimate project and the ability of the borrower to sell or lease the property or refinance the indebtedness, rather than the ability of the borrower or guarantor to independently repay principal and interest. If our estimate of the value of a project at completion proves to be overstated, we may have inadequate security for repayment of the loan and may incur a loss."} +{"pdf_name": "3453601_94.pdf", "language": "en", "markdown": "# PART IV\n\n# Item 15. Exhibits, Financial Statement Schedules.\n\n# (a) (1) List of Financial Statements\n\nThe following Consolidated Financial Statements of Tupperware Brands Corporation and Report of Independent Registered Public Accounting Firm are included in this Report under Item 8:\n\nConsolidated Statements of Income, Comprehensive Income, Shareholders' Equity and Cash Flows - Years ended December 26, 2015, December 27, 2014 and December 28, 2013;\n\nConsolidated Balance Sheets - December 26, 2015 and December 27, 2014;\n\nNotes to the Consolidated Financial Statements; and\n\nReport of Independent Registered Certified Public Accounting Firm.\n\n# (a) (2) List of Financial Statement Schedules\n\nThe following Consolidated Financial Statement Schedule (numbered in accordance with Regulation S-X) of Tupperware Brands Corporation is included in this Report:\n\nSchedule II-Valuation and Qualifying Accounts for each of the three years ended December 26, 2015.\n\nAll other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission (SEC or the Commission) are not required under the related instructions, are inapplicable or the information called for therein is included elsewhere in the financial statements or related notes contained or incorporated by reference herein.\n\n# (a) (3) List of Exhibits: (numbered in accordance with Item 601 of Regulation S-K)\n\n
Exhibit\nNumberDescription
*3.1Restated Certificate of Incorporation of the Reigstrant (Attached as Exhibit 3.1 to Form 10-Q, filed with\nthe Commission on August 5, 2008 and incorporated herein by reference).
*3.2Amended and Restated By-laws of the Reigstrant as amended August 28, 2008 (Attached as Exhibit 3.2\nto Form 8-K, filed with the Commission on August 28, 2008 and incorporated herein by reference).
*4Indenture dated June 2, 2011 (Attached as Exhibit 4.1 to Form 8-K, filed with the Commission on June 7,\n2011 and incorporated herein by reference).
*10.11996 Incentive Plan as amended throuhg January 26, 2009 (Attached as Exhibit 10.1 to Form 10-K, filed\nwith the Commission on February 25, 2009 and incorporated herein by reference).
*10.2Di'rectors Stock Plan as amended throuhg January 26, 2009 (Attached as Exhibit 10.2 to Form 10-K,\nfiled with the Commission on February 25, 2009 and incorporated herein by reference).
*10.3Form of Change of Control Emlpoyment Agreement (Attached as Exhibit 10.3 for Form 10-K, filed with\nthe Commission on February 25, 2009 and incorporated herein by reference).
*10.4Securities and Asset Purchase Aigreement between the Regstrant and Sara Lee Corporation (now known\nas Hillshire Brands Co.) dated as of August 10, 2005 (Attached as Exhibit 10.01 to Form 8-K/A, filed\nwith the Commission on August 15, 2005 and incorporated herein by reference).
*10.5Forms of stock option, restricted stock and restricted stock unit agreements utilized with the Reigstrant's\nofficers and directors under certain stock-based incentive lpans (Attached as Exhibit 10.6 to Form 10-K,\nfiled with the Commission on February 25, 2009 and incorporated herein by reference).
*10.6Chief Executive Officer Severance Agreement between the Reistrant and E.V. Goings amended and\ngrestated effective February 17, 2010 (Attached as Exhibit 10.8 to From 10-K, filed with the Commission\non February 23, 2010 and incorporated herein by reference).
"} +{"pdf_name": "3453601_95.pdf", "language": "en", "markdown": "
Exhibit\nNumberDescription
*10.7Sulppemental Executive Retirement Plan, amended and restated effective February 2, 2010 (Attached as\nExhibit 10.9 to Form 10-K, filed with the Commission on February 23, 2010 and incorporated herein by\nreference).
*10.8Sulppemental Plan, amended and restated effective January 1, 2009 (Attached as Exhibit 10.11 to Form\n10-K, filed with the Commission on February 25, 2009 and incorporated herein by reference).
*10.92006 Incentive Plan as amended throuhg January 26, 2009 (Attached as Exhibit 10.12 to Form 10-K,\nfiled with the Commission on February 25, 2009 and incorporated herein by reference).
*10.102010 Incentive Plan (Attached as Exhibit 4.3 to Form S-8, filed with the Commission on November 3,\n2010 and incorporated herein by reference).
*10.112010 Incentive Plan Restricted Stock Agreement (Attached as Exhibit 4.4 to Form S-8, filed with the\nCommission on November 3, 2010 and incorporated herein by reference).
*10.12Credit Agreement, as amended throuh June 9, 2015 (Attachedg as Exhibit 10.1 and 10.2 to Form 10-Q,\nfiled with the Commission on August 5, 2014 and as Exhibit 10.1 to Form 8-K as filed with the\nCommission on June 9, 2015 and incorporated herein by reference).
21Subsidiaries of Tupperware Brands Corporation as of February 24, 2016.
23Consent of Independent Reigstered Certified Public Accounting Firm.
24Powers of Attorney.
31.1Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer.
31.2Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer.
32.1Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code by the Chief\nExecutive Officer.
32.2Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code by the Chief\nFinancial Officer.
101The following financial stat'ements from Tupperware Brands Corporations Annual Report on Form 10-K\nfor the year ended December 26, 2015, formatted in XBRL (eXtensible Business Reporting Language):\n(i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii)\nC'onsolidated Balance Sheets, (iv) Consolidated Statements of Shareholders Equity, (v) Consolidated\nStatements of Cash Flows, (vi) Notes to the Consolidated Financial Statements, tagged in detail, and (vii)\nSchedule II. Valuation and Qualifiyng Accounts.
\n\n\\* Document has heretofore been filed with the SEC and is incorporated by reference and made a part hereof.\n\nThe Registrant agrees to furnish, upon request of the SEC, a copy of all constituent instruments defining the rights of holders of long-term debt of the Registrant and its consolidated subsidiaries."} +{"pdf_name": "11709284_276.pdf", "language": "en", "markdown": "Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary item measured at fair value is treated in line with the recognition of the gain or loss on change in fair value of the item (i.e., translation difference on the item whose fair value gain or loss is recognised in other comprehensive income or profit or loss is also recognised in other comprehensive income or profit or loss, respectively).\n\nThe functional currencies of certain overseas subsidiaries are currencies other than the Hong Kong dollar. As at the end of each of the Track Record Period, the assets and liabilities of these entities are translated into the presentation currency of the Company at the exchange rates prevailing at the end of each of the Track Record Period and their statements of profit or loss are translated into Hong Kong dollars at the weighted average exchange rates for the year. The resulting exchange differences are recognised in other comprehensive income and accumulated in the exchange fluctuation reserve. On disposal of a foreign operation, the component of other comprehensive income relating to that particular foreign operation is recognised in the statement of profit or loss.\n\nFor the purpose of the combined statements of cash flows, the cash flows of overseas subsidiaries are translated into Hong Kong dollars at the exchange rates ruling at the dates of the cash flows. Frequently recurring cash flows of overseas subsidiaries which arise throughout the year are translated into Hong Kong dollars at the weighted average exchange rates for each of the Track Record Period.\n\n# 5. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES\n\nThe preparation of the Financial Information requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and their accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amounts of the assets or liabilities affected in the future.\n\n# Judgements\n\nIn the process of applying the Group’s accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the Financial Information:\n\n# Income taxes\n\nSignificant judgements on the future tax treatment of certain transactions are required in determining income tax provisions. The Group carefully evaluates tax implications of transactions, including any potential tax liabilities. When the Group determines any transactions that may result in probable future tax outflows and the amount can be reliably measured, tax provisions are recorded accordingly. Such tax provision may not be indicative of the ultimate tax payment with tax authorities. The tax treatment of such transactions is considered periodically to take into account all changes in tax legislation.\n\n# Determination of functional currency\n\nThe Group measures foreign currency transactions in the respective functional currencies of the Company and its subsidiaries. In determining the functional currencies of the group entities,j udgement is required to determine the currency that mainly influences sales prices for goods and services; the currency of the country whose competitive forces and regulations mainly determine the sale prices of"} +{"pdf_name": "11709284_277.pdf", "language": "en", "markdown": "the entity’s goods and services; and the currency that mainly influences labour, material and other costs of providing goods or services.\n\n# Estimation uncertainty\n\nThe key assumptions concerning the future and other key sources of estimation uncertainty at the end of each of the Track Record Period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below.\n\n# Impairment of property, plant and equipment\n\nItems of property, plant and equipment are tested for impairment if there is any indication that the carrying value of these assets may not be recoverable and the assets are subject to an impairment loss. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. The value-in-use calculation requires the Group to estimate the future cash flows expected to arise from the relevant cash-generating unit and a suitable discount rate is used in order to calculate the present value.\n\n# Write-down of inventories to net realisable value\n\nManagement reviews the condition of inventories of the Group and write-down the carrying amounts of obsolete and slow-moving inventory items which are identified as no longer suitable for sale or use to their respective net realisable value. The Group estimates the net realisable value for such inventories based primarily on the latest invoice prices and current market conditions at the end of each of the Track Record Period.\n\nThe identification of obsolete and slow-moving inventory items requires the use of judgements and estimates. Where the expectation is different from the original estimate, such difference will impact on the carrying values of inventories and the write-down of inventories recognised in the periods in which such estimates have been made.\n\n# Impairment of loans and receivables\n\nThe Group assesses at the end of each of the Track Record Period whether there is any objective evidence that a financial asset is impaired. To determine whether there is objective evidence of impairment, the Group considers factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. Where there is objective evidence of impairment, the amount and timing of future cash flows are estimated based on historical loss experience of assets with similar credit risk characteristics.\n\n# Deferred tax assets\n\nDeferred tax assets are recognised for all unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies.\n\n# 6. OPERATING SEGMENT INFORMATION\n\nThe Group focuses primarily on trading of apparel products and provision of the apparel supply chain management services during the Track Record Period. Information reported to the Group’s chief operating decision maker, for the purpose of resources allocation and performance assessment, focuses on the operating results of the Group as a whole as the Group’s resources are integrated and"} +{"pdf_name": "11773984_127.pdf", "language": "en", "markdown": "We will make further efforts to recruit more students for Huali Vocational College Yunfu Campus and Huali Technician College Yunfu Campus, which commenced operations in September 2018 and September 2016, respectively. Those schools have significant potential to increase recruitment. We will continue to increase our teaching staff and increase the number of majors and curricula in Yunfu campuses to further improve the quality of our education and attract more students. Particularly, we started to offer five-year full-time vocational programs to students ofj unior high-school level at Huali Technician College in September 2018 to further expand student enrollment.\n\nWe also plan to upgrade Huali Vocational College (including both Huali Vocational College Zengcheng Campus and Huali Vocational College Yunfu Campus) from a school providing three-year junior college education to a school providing four-year undergraduate education. On January 25, 2017, the MOE issued the Opinion on the Establishment of Higher Education Institution During the Thirteenth Five-Year Plan Period (《關於“十三五”時期高等學校設置工作的意見》), which requires scientific planning of higher education institutions. On March 24, 2017, the Department of Education of Guangdong Province issued the Notice on Issues Concerning the Formulation of the Provincial Thirteenth Five-Year Plan of Establishing Higher Education Institutions (《關於編制省高等學校設置“十三五”規劃有關問題的通知》), pursuant to which the provincial Thirteenth Five-Year Plan of establishing higher education institutions (the “Provincial Plan”) shall be formulated before the approval of establishment of any higher education institution is granted. We plan to upgrade our Huali Vocational College according to the applicable laws and regulations as well as the latest requirements of the government authorities. Such upgrade plan is subject to the approval from relevant government authorities.\n\nWe also intend to continue to expand our school network in new geographic locations both in China and abroad. With encouragement of local government, we plan to establish a newj unior college in Jiangmen City, Guangdong Province to provide higher education and vocational education and grant junior college diplomas accredited by the MOE. Please refer to the section headed “– Planned Expansion” for details. In addition, as of the Latest Practicable Date, we had entered into letters of intent with local governments of Zhanjiang City and Huizhou City in Guangdong Province to explore the possibility of establishing new school or new campus in each city. Moreover, we are also in the process of establishing a new school in the United States to further expand and strengthen our brand. Please refer to the section headed “– Planned Expansion– A Higher Education Institution in the U.S.” in this prospectus for details.\n\nIn addition to setting up new schools by ourselves, we also plan to acquire new schools located in our preferred regions in the PRC, such as Guangdong Province, Henan Province, Sichuan Province, Shandong Province, Yunnan Province and Chongqing Municipality, and overseas countries in Southeast Asia and North America. As of the Latest Practicable Date, we did not have specific acquisition targets. We will take a variety of factors into account when selecting new school locations and potential acquisition targets, including demographics, potential demand, income trends, regional economic conditions, the level of local government support, the availability of suitable sites and existing market competition.\n\nAccording to our current understanding and interpretation of the MOJ Draft for Comments, if the MOJ Draft for Comments is adopted in its current form, it may have the following implications for our expansion strategy:\n\n(i) we may acquire schools that are permitted to be registered, and have not been registered, as for-profit private schools or non-profit private schools. When required to do so, we will register such acquired schools as for-profit private schools;\n\n(ii) we may enter into cooperation with public universities with respect to independent colleges that have not been registered as for-profit private schools or non-profit private schools. However, if such independent colleges are required to register as"} +{"pdf_name": "11773984_128.pdf", "language": "en", "markdown": "for-profit private schools or non-private schools prior to any acquisition by us, in order for our acquisition to continue, such colleges shall cease collaboration with the public universities subject to the MOE approval and register as for-profit private schools. Such colleges may no longer be able to use the names of the public universities;\n\n(iii) we may acquire schools that have been registered as for-profit private schools. The consideration payable for such acquisitions is expected to take into account the additional costs that may be involved in the for-profit private school registration process; and\n\n(iv) we may not be able to acquire any schools that have already been registered as non-profit private schools.\n\nWe currently do not consider that the implications above would have any material impact on our expansion strategy, except that the number of target schools available for our acquisition may be reduced by those that will be registered as a non-profit private school in the future.\n\nWe have established a special committee (comprising Mr. Zhang, Mr. Ye Yaming, Mr. Dong Xiaolin, Mr. Ma Zhixiong and Mr. Zhang Zhicheng) led by Mr. Zhang to pay close attention to the developments of the relevant policies and regulations, including the Amendment and the MOJ Draft for Comments. We will assess whether the MOJ Draft for Comments or other relevant implementation rules and regulations in the future will present practical challenges or compliance issues to any future acquisition. Such special committee will ensure that our acquisitions in the future will fully comply with the relevant rules and regulations in effect from time to time.\n\n# Continue to improve our profitability by optimizing our pricing and sources of revenue\n\nOne of the most significant factors affecting our profitability is the tuition fee rates we charge at our schools. We plan to optimize our pricing through differentiating tuition fee rates for different majors we offer based on popularity andj ob prospects of such majors. During the Track Record Period, all our schools raised their tuition fee rates for certain majors. For certain popular majors, such as visual communication design, environment design and electrical engineering and automation at Huali College and environment art design, financial management and construction costing at Huali Vocational College, we charge higher tuition fee rates which are about RMB2,000 to RMB3,000 higher than other majors. Moreover, to make our curricula more attractive, we began to provide value-added bilingual education services with respect to certain of the majors offered at Huali College and Huali Vocational College in the 2016/2017 school year. Students enrolled in these bilingual programs are required to pay additional tuition fees of approximately RMB1,000 to RMB2,000 per student per year, compared with students enrolled in ordinary programs. We believe that we are able to maintain the current tuition fee rates and raise the tuition fee rates charged by our schools where appropriate as our brand awareness and market recognition grow. In addition, we retain the discretion to adjust the tuition fee rates charged by our schools, and our schools are only required to publish their proposed tuition fee rate adjustments to the public, but are not subject to any approval or filing requirements. Historically, we have kept our tuition fees at levels we believe are competitive compared to our peer schools in order to attract more students and thereby increase our student enrollment and market share. As we have established a strong reputation for providing quality education to our students, we believe we are in a good position to optimize our pricing without compromising our reputation and our ability to attract and retain students."} +{"pdf_name": "3462597_26.pdf", "language": "en", "markdown": "
754747732731NM577
Comparable venues (end of period)(2)531529489485NM485
Comparable venue sales change(2)(4.8)%2.8%(0.4)%NMNM0.4%
\n\n
As of \nDecember 31,\n2017As of \nJanuary 1, 2017As of \nJanuary 3, 2016As of \nDecember 28, 2014As of \nFebruary 14,\n2014As of\nDecember 29,\n2013
Balance Sheet Data:
Total assets$ 1,695,044$1,710,112$1,733,035$1,836,113NM$ 791,611
Total debt(5)986,419989,948994,448999,783NM382,879
Stockholders’ equity262,148206,005208,546292,586NM160,768
Dividends declared——70,000——17,372
\n\n(1) We operate on a 52 or 53 week fiscal year ending on the Sunday nearest December 31. Fiscal year 2015 was 53 weeks in length, which resulted in our fourth quarter consisting of 14 weeks. All other fiscal years presented were 52 weeks.\n\n(2) We define “comparable venue sales” as sales for our domestic owned company-operated venues that have been open for more than 18 months as of the beginning of each respective fiscal year or for acquired venues we have operated for at least 12 months as of the beginning of each respective fiscal year. We define “comparable venue sales change” as the percentage change in comparable venue sales for each respective period. We believe comparable venue sales change to be a key performance indicator within our industry; it is a critical factor in evaluating our performance, as it is indicative of acceptance of our strategic initiatives and local economic and consumer trends. Our comparable venue sales for Fiscal 2015, and the Successor 2014 period exclude the Peter Piper Pizza venues that were acquired in October 2014 as we had operated them for less than 12 months at the beginning of each respective fiscal year. As a result of the 53 week fiscal year in 2015, our 2016 fiscal year began one calendar week later than our 2015 fiscal year. In order to provide useful information and to better analyze our business, we provided comparable venue sales for our 2016 fiscal year presented on both a fiscal week basis and calendar week basis. Comparable venue sales change for 2016 on a calendar week basis compared the results for the period from January 4, 2016 through January 1, 2017 (weeks 1 through 52 of our 2016 fiscal year) to the results for the period from January 5, 2015 through January 3, 2016 (weeks 2 through 53 of our 2015 fiscal year). We believe comparable venue sales change calculated on a same calendar week basis is more indicative of the operating trends in our business. However, we also recognize that comparable venue sales change calculated on a fiscal week basis is a useful measure when analyzing year-over-year changes in our financial statements. The comparable venue sales change in the table above is presented on a calendar week basis, excluding the additional week of operations in 2015. On a fiscal basis, excluding the additional week of operations in 2015, comparable venue sales change would have been 3.0% in 2016.\n\n(3) For our definition of Adjusted EBITDA, see the “Non-GAAP Financial Measures” section below.\n\n(4) Adjusted EBITDA Margin is defined by us as Adjusted EBITDA as a percentage of Total revenues.\n\n(5) Total debt includes our senior notes, our outstanding borrowings under the term loan facility and the revolving credit facility, net of deferred financing costs, capital leases, and the Predecessor Facility.\n\n(6) Results for the Successor 2014 period include the revenues and expenses for Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014\n\n(7) As a result of the Merger, we applied the acquisition method of accounting and established a new basis of accounting on February 15, 2014. Periods presented prior to and including February 14, 2014 represent the operations of the predecessor company (“Predecessor”) and the periods presented after February 14, 2014 represent the operations of the successor company (“Successor”). The financial results for the period December 29, 2013 through February 14, 2014 represent the 47 day Predecessor period.\n\n# Non-GAAP Financial Measures\n\nAdjusted EBITDA, a measure used by management to assess operating performance, is defined as Net income (loss) plus interest expense, income tax expense (benefit), depreciation and amortization expense, impairments, gains and losses on asset disposals, and stock based compensation. In addition, Adjusted EBITDA excludes other items we consider unusual or non-recurring and other adjustments required or permitted in calculating covenant compliance under our secured credit facilities and the indenture governing our senior notes (see discussion of our senior notes in Part II, Item 7. “Management’s"} +{"pdf_name": "3462597_27.pdf", "language": "en", "markdown": "Discussion and Analysis of Financial Condition and Results of Operations - Financial Condition, Liquidity and Capital Resources - Debt Financing”).\n\nAdjusted EBITDA is presented because we believe that it provides useful information to investors regarding our operating performance and our capacity to incur and service debt and fund capital expenditures. We believe that Adjusted EBITDA is used by many investors, analysts and rating agencies as a measure of performance. We also present Adjusted EBITDA because it is substantially similar to Credit Agreement EBITDA, a measure used in calculating financial ratios and other calculations under our debt agreements, except for (i) the Change in Deferred amusement revenue; and (ii) excluding the annualized full year effect of Company-operated and franchised venues that were opened and closed during the year. By reporting Adjusted EBITDA, we provide a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance.\n\nOur definition of Adjusted EBITDA allows for the exclusion of certain non-cash and other income and expense items that are used in calculating net income from continuing operations. However, these are items that may recur, vary greatly and can be difficult to predict. They can represent the effect of long-term strategies as opposed to short-term results. In addition, certain of these items can represent the reduction of cash that could be used for other corporate purposes. These measures should not be considered as alternatives to operating income, cash flows from operating activities or any other performance measures derived in accordance with GAAP as measures of operating performance, or cash flows as measures of liquidity. These measures have important limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Because of these limitations, we rely primarily on our U.S. GAAP results and use Adjusted EBITDA and Adjusted EBITDA Margin, only supplementally."} +{"pdf_name": "11782095_22.pdf", "language": "en", "markdown": "# Legislative or regulatory actions relating to electricity transmission and renewable energy may impact the demand for our services.\n\nCurrent and potential legislative or regulatory actions may impact demand for our services. Certain legislation or regulations require utilities to meet reliability standards and encourage installation of new electric transmission and renewable energy generation facilities. However, it is unclear whether these initiatives will create sufficient incentives for projects or result in increased demand for our services.\n\nWhile many states have mandates in place that require specified percentages of electricity to be generated from renewable sources, states could reduce those mandates or make them optional, which could reduce, delay or eliminate renewable energy development in the affected states. Additionally, renewable energy is generally more expensive to produce and may require additional power generation sources as a backup. The locations of renewable energy projects are often remote and may not be viable unless new or expanded transmission infrastructure to transport the electricity to demand centers is economically feasible. Furthermore, funding for renewable energy initiatives may not be available. These factors could result in fewer renewable energy projects and a delay in the construction of these projects and the related infrastructure, which could negatively impact our business.\n\n# Seasonal variations and inclement weather may cause fluctuations in our operating results, profitability, cash flow and working capital needs related to our operating segments.\n\nA significant portion of our business in each of our operating segments is performed outdoors. Consequently, our results of operations are exposed to seasonal variations and inclement weather. Our operating segments perform less work in the winter months, and work is hindered during other inclement weather events. In particular, our Utility T&D segment revenue and profitability often decrease during the winter months and during severe weather conditions because work performed during these periods is more costly to complete. During periods of peak electric power demand in the summer, utilities generally are unable to remove their electric power T&D equipment from service, decreasing the demand for our maintenance services during such periods. The seasonality of this segment’s business also causes our working capital needs to fluctuate. Because this segment’s operating cash flow is usually lower during and immediately following the winter months, we typically experience a need to finance a portion of this segment’s working capital during the spring and summer. Conversely, our Canada segment typically posts its strongest results during the winter and summer months and weaker results during what is known as the “Spring breakup,” when road bans and load limits are put in place and workers are often furloughed and equipment idled. Severe winter weather can also create demand for restoration of storm damage to overhead utility lines, which can offer opportunities for high margin emergency restoration work for our Utility T&D segment.\n\n# Our failure to recover adequately on claims against project owners for payment could have a material adverse effect on us.\n\nWe occasionally bring claims against project owners for additional costs exceeding the contract price or for amounts not included in the original contract price. These types of claims occur due to matters such as owner-caused delays or changes from the initial project scope, which result in additional costs, both direct and indirect. These claims can be the subject of lengthy arbitration or litigation proceedings, and it is often difficult to accurately predict when these claims will be fully resolved. When these types of events occur and unresolved claims are pending, we may invest significant working capital in projects to cover cost overruns pending the resolution of the relevant claims. A failure to promptly recover on these types of claims could have a material adverse impact on our liquidity and financial condition.\n\n# Our business is dependent on a limited number of key clients.\n\nWe operate primarily in the oil and gas and power industries, providing services to a limited number of clients. Much of our success depends on developing and maintaining relationships with our major clients and obtaining a share of contracts from these clients. The loss of any of our major clients could have a material adverse effect on our operations. One client was responsible for approximately 25.0 percent of total contract revenue from continuing operations in 2016. This client was also responsible for 42.6 percent of our 12-month backlog and 45.8 percent of our total backlog at December 31, 2016.\n\n# Terrorist attacks and war or risk of war may adversely affect our results of operations, our ability to raise capital or secure insurance or our future growth.\n\nThe continued threat of terrorism and the impact of military and other action will likely lead to continued volatility in prices for crude oil and natural gas and could affect the markets for our operations. In addition, future acts of terrorism could be"} +{"pdf_name": "11782095_23.pdf", "language": "en", "markdown": "directed against companies operating both outside and inside the United States. Further, the U.S. government has issued public warnings that indicate that pipelines and other energy assets might be specific targets of terrorist organizations. These developments may subject our operations to increased risks and, depending on their ultimate magnitude, could have a material adverse effect on our business.\n\n# Our operations are subject to a number of operational risks.\n\nOur business operations include pipeline construction, fabrication, pipeline rehabilitation services and a wide range of services in electric power and natural gas transmission and distribution. We may encounter difficulties that impact our ability to complete a project in accordance with the original delivery schedule. These difficulties may be the result of delays in designs, engineering information or materials provided by the customer or a third party, delays or difficulties in equipment and material delivery, schedule changes, delays from our customer's failure to timely obtain permits or rights-of-way or meet other regulatory requirements, weather-related delays, delays caused by difficult worksite environments and other factors, some of which are beyond our control. We also may encounter project delays due to local opposition, which may include injunctive actions as well as public protests, to the siting of electric transmission lines, pipelines or other facilities, especially those which are located in environmentally or culturally sensitive areas and more heavily populated areas. We may not be able to recover the costs we incur that are caused by delays. In certain circumstances, we guarantee project completion by a scheduled acceptance date or achievement of certain acceptance and performance testing levels. Failure to meet any of our schedules or performance requirements could also result in additional costs or penalties, including liquidated damages, and such amounts could exceed expected project profit. In extreme cases, the above-mentioned factors could cause project cancellations, and we may not be able to replace such projects with similar projects or at all. Such delays or cancellations may impact our reputation or relationships with customers, adversely affecting our ability to secure new contracts.\n\nOur operations also involve a number of operational hazards. Natural disasters, adverse weather conditions, collisions and operator error could cause personal injury or loss of life, severe damage to and destruction of property, equipment and the environment and suspension of operations. In locations where we perform work with equipment that is owned by others, our continued use of the equipment can be subject to unexpected or arbitrary interruption or termination. The occurrence of any of these events could result in work stoppage, loss of revenue, casualty loss, increased costs and significant liability to third parties.\n\nThe insurance protection we maintain may not be sufficient or effective under all circumstances or against all hazards to which we may be subject. An enforceable claim for which we are not fully insured could have a material adverse effect on our financial condition and results of operations. Moreover, we may not be able to maintain adequate insurance in the future at rates that we consider reasonable.\n\n# Unsatisfactory safety performance may subject us to penalties, can affect customer relationships, result in higher operating costs, negatively impact employee morale and result in higher employee turnover.\n\nWorkplace safety is important to us, our employees and our customers. As a result, we maintain comprehensive safety programs and training to all applicable employees throughout our organization. While we focus on protecting people and property, our work is performed at construction sites and in industrial facilities, and our workers are subject to the normal hazards associated with providing these services. Even with proper safety precautions, these hazards can lead to personal injury, loss of life, damage to or destruction of property, plant and equipment and environmental damage. We are intensely focused on maintaining a strong safety environment and reducing the risk of accidents to the lowest possible level.\n\nAlthough we have taken what we believe are appropriate precautions to adequately train and equip our employees, we have experienced serious accidents, including fatalities, in the past and may experience additional accidents in the future. Serious accidents may subject us to penalties, civil litigation or criminal prosecution. Claims for damages to persons, including claims for bodily injury or loss of life, could result in costs and liabilities, which could materially and adversely affect our financial condition, results of operations or cash flows.\n\n# We may become liable for the obligations of our joint ventures and our subcontractors.\n\nSome of our projects are performed through joint ventures with other parties. In addition to the usual liability of contractors for the completion of contracts and the warranty of our work, where work is performed through a joint venture, we also have potential liability for the work performed by the joint venture itself. In these projects, even if we satisfactorily complete our project responsibilities within budget, we may incur additional unforeseen costs due to the failure of the joint ventures to perform or complete work in accordance with contract specifications."} +{"pdf_name": "9229374_116.pdf", "language": "en", "markdown": "
4.0048
加：会计政\n策变更-1,400,09\n4.29-1,400,094.\n29
前期\n差错更正
其他
二、本年期初余\n额1,247,\n201,70\n4.002,673,3\n70,877.\n4810,120,\n005.35527,787\n,524.131,721,777\n,618.176,180,257,7\n29.13
三、本期增减变\n动金额（减少以\n“－”号填列）220,09\n4,500.\n003,396,2\n22,203.\n28206,262\n.074,571,4\n54.04-183,353,\n220.403,437,741,1\n98.99
（一）综合收益\n总额206,262\n.0745,714,54\n0.3645,920,802.\n43
（二）所有者投\n入和减少资本220,09\n4,500.\n003,396,2\n22,203.\n283,616,316,7\n03.28
1．所有者投入\n的普通股220,09\n4,500.\n003,310,0\n79,492.\n813,530,173,9\n92.81
2．其他权益工\n具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额
4．其他86,142,\n710.4786,142,710.\n47
（三）利润分配4,571,4\n54.04-229,067,\n760.76-224,496,30\n6.72
1．提取盈余公\n积4,571,4\n54.04-4,571,45\n4.04
2．对所有者（或\n股东）的分配-224,496,\n306.72-224,496,30\n6.72
3．其他
（四）所有者权\n益内部结转
1．资本公积转\n增资本（或股
"} +{"pdf_name": "9229374_117.pdf", "language": "en", "markdown": "
本）
2．盈余公积转\n增资本（或股\n本）
3．盈余公积弥\n补亏损
4．设定受益计\n划变动额结转\n留存收益
5．其他综合收\n益结转留存收\n益
6．其他
（五）专项储备
1．本期提取
2．本期使用
（六）其他
四、本期期末余\n额1,467,\n296,20\n4.006,069,5\n93,080.\n7610,326,\n267.42532,358\n,978.171,538,424\n,397.779,617,998,9\n28.12
\n\n# 三、公司基本情况\n\n深圳市海普瑞药业集团股份有限公司（以下简称“本公司”）是一家在中华人民共和国广东省注册的股份有限公司，于1998年4月21日成立。本公司所发行人民币普通股A股及港币普通股H股股票，分别于2010年在深圳证券交易所和2020年在香港联合交易所有限公司上市。本公司总部位于广东省深圳市南山区松坪山朗山路21号。\n\n本公司及其子公司（以下简称“本集团”）主要从事开发、生产经营原料药（肝素钠、依诺肝素钠），从事货物及技术进出口（不含分销及国家专营、专控、专卖商品）等。\n\n本集团的实际控制人为李坦和李锂。\n\n本财务报表业经本公司董事会于2022年04月11日决议批准。\n\n合并财务报表的合并范围以控制为基础确定，本年度变化情况参见附注八。"} +{"pdf_name": "11685092_10.pdf", "language": "en", "markdown": "in hotel occupancy levels and ADR, and below historical average growth in lodging supply. These positive lodging fundamentals moderated over the last couple years however. In 2016, the rate of lodging demand growth (1.7%, as reported by STR) decreased as compared to the several years prior while the rate of lodging supply growth (1.6%, as reported by STR) approached historical average levels. In 2017, lodging demand rebounded by increasing 2.7% while lodging supply increased by 1.8%, resulting in industry-wide RevPAR increasing by 3.0%, as reported by STR. Several industry prognosticators, including STR, expect similar levels of RevPAR growth over the next few years as that experienced by the industry in 2017.\n\nWe continue to believe our hotel portfolio is well positioned for future performance and long-term real estate value appreciation as a result of our focus on high-quality hotels located in major U.S. lodging markets. However, recognizing that the industry is now entering the ninth year of the current lodging and economic cycle, we expect limited, if any, acquisition activity for the remainder of the lodging cycle and we may increasingly evaluate opportunities to dispose of hotels that we believe have maximized their values.\n\n# Business Strategy\n\nOur goal is to deliver strong total returns to our shareholders in the form of the appreciation of our assets and our ability to return funds to our shareholders in the form of dividends. We intend to pursue the following strategies to achieve this goal:\n\nIdentify and pursue value-added investments at our hotels. We employ value-added strategies designed to improve the operating performance and value of our hotels. We have focused a significant portion of our efforts on identifying and pursuing investments to promote the competitive positioning and operations of our hotels, and we intend to continue our aggressive efforts in this regard. Examples include the approximate \\$7 million renovation and repositioning of the Hotel Adagio San Francisco in 2012, enabling the hotel to become part of the Marriott Autograph Collection; the approximate\\$5 million we spent in 2012 to create 35 additional guestrooms on the top two, previously vacant, floors of the W Chicago –City Center; and in 2014, the completion of three major investments, including the approximate \\$37 million comprehensive renovation at our W Chicago – Lakeshore, the approximate \\$25 million comprehensive renovation of our former W New Orleans to re-brand the hotel as the Le Meridien New Orleans, and the approximate \\$8 million comprehensive renovation of our former Holiday Inn New York City Midtown – 31st Street to re-brand the hotel as the Hyatt Herald Square New York.\n\nOptimize the branding and management of our hotels. We regularly evaluate opportunities to re-brand certain hotels by determining which brands are available in the market, seeking to quantify the potential improvement in revenue generation and profitability that a hotel might experience under a new brand. We analyze these opportunities by reviewing the revenue data of the local competitive set of hotels that are branded most similarly to the proposed new brand for the hotel, which data we obtain from a third party, STR. Based on this data, we project the expected revenue for the hotel with the new brand and use hotel industry standards for profit margins, and our own operating history, to calculate potential profits. We then compare the potential profits to the expected capital costs to bring the hotel into compliance with the standards of the proposed new brand to calculate a return on investment, which we use to determine whether it is in our shareholders’ interests to undertake the re-branding project. Examples of our deployment of this strategy can be found in the repositioning of the previously independent Hotel Adagio San Francisco to become part of the Marriott Autograph Collection in 2013, and the conversions of our former W New Orleans to the Le Meridien brand and our former Holiday Inn New York City Midtown – 31st Street to the Hyatt brand in 2014. Likewise, we continually evaluate the performance of the third parties managing each of our hotels and evaluate whether a hotel might perform better under different managerial control. In this regard, we review the operating performance of the hotel and compare that with its local competitive set and industry standards, as well as our experience in our dealings with the 10 management companies currently operating our hotels. In accordance with this strategy, we replaced the management company operating our two hotels located in New York in October 2016 and the brand management company operating our hotel located in Denver in December 2017. We will continue to pursue a change in a hotel’s management company when we determine the benefits of a change outweigh the costs.\n\nSelectively expand our hotel portfolio through new investments. We may continue our efforts to grow our business by acquiring additional hotels that meet our qualitative and quantitative investment criteria, which may change depending upon our assessment of, among other things, our cost of capital, liquidity, and expectations regarding future lodging industry fundamentals and macroeconomic conditions. We have and will continue to focus our efforts on upper-upscale hotels operating under national franchise brands located in the top 25 U.S. Metropolitan Statistical Areas, in close proximity to major market demand generators that are attractive to business travelers. Our team may continue to target acquisitions that we believe would strengthen the overall quality of our hotel portfolio and further diversify the portfolio by market, customer type and brand. While we anticipate that we would continue to focus on acquiring hotels that are proven leaders in market share, setting the rates in the market and providing superior meeting space, services or amenities, and in good physical"} +{"pdf_name": "11685092_11.pdf", "language": "en", "markdown": "condition, we may be opportunistic in evaluating acquisition opportunities that might involve near-term renovations, re-branding or management changes under the methods described above. From a financial perspective, we expect to be conservative in our underwriting of the potential returns on investment when evaluating any new acquisition opportunities, which we believe is prudent given the cyclical nature of the lodging industry, and the lack of certainty as to the duration of any growth period.\n\nEvaluate opportunities to redeploy capital. We regularly review the hotels in our portfolio to ensure that they continue to meet our investment criteria. If we were to conclude that a hotel’s value has been maximized, or that it no longer fits within our financial or strategic criteria, we may seek to sell the hotel and plan to use the proceeds, net of any retirement of related debt, to supplement our capital for use in future investments in our existing or new hotels or to reduce the Trust’s overall leverage. In accordance with this strategy, we sold the Courtyard Anaheim at Disneyland Resort, an upscale hotel located in a market with a significant increase in lodging supply expected, for \\$32.5 million in 2014 and used the net proceeds to partially fund the subsequent acquisition of the JW Marriott San Francisco Union Square, a high-quality hotel located in the favorable San Francisco market, for a purchase price of \\$147.2 million in 2014; and more recently, we sold The Hotel Minneapolis, Autograph Collection, a hotel located in a market that is continuing to experience a significant increase in lodging supply, for \\$46.0 million and used the net proceeds to repay outstanding debt.\n\nMaintain our conservative capital structure to preserve financial flexibility. Since our IPO in 2010, we have maintained discipline in targeting an overall debt level not to exceed 40% of the aggregate value of all of our hotels (as calculated in accordance with our revolving credit facility). At the same time, we have secured long-term, low interest rate financing on favorable terms. We believe our strong balance sheet offers us the dual benefit of the ability to move rapidly to capitalize on favorable investment opportunities, as well as to maintain or increase the level of dividends we pay our shareholders over time.\n\n# Hotel Operating Agreements\n\nThe following are general descriptions of our management agreements, franchise agreements and TRS lease agreements:\n\n# Management agreements\n\nWe have entered into management agreements with third parties to manage our hotels. Our hotel managers generally have sole responsibility and authority for the hotel’s day to day operations and provide all managerial and other hotel employees, oversee operations and maintenance, prepare reports, budgets and projections and provide other administrative and accounting support services. We structure our hotel management agreements to allow us to closely monitor the performance of our hotels and to ensure, among other things, that our third-party managers: (1) implement an approved business and marketing plan; (2) implement a disciplined capital expenditure program; and (3) establish and prudently spend appropriate furniture, fixtures and equipment (“FF&E”) reserves.\n\nOur current management agreements generally provide for base management fees ranging from 2% to 4% of gross hotel revenues and incentive compensation if hotel operating income, as defined in the management agreements, exceeds certain performance thresholds. The incentive management fee is generally calculated as a percentage of hotel operating income after we have received a priority return on our investment in the hotel. The terms of our management agreements generally range from five to 20 years initially, with certain extension and renewal periods. In addition, we may, in certain circumstances, terminate each of the management agreements before the expiration of the initial term if the particular hotel fails to meet specified performance objectives, generally targeted levels of RevPAR and gross operating profit, for specified periods. In addition, certain management agreements impose conditions with respect to (1) levels of mortgage loan financing and (2) conveyances of the hotel or any direct or indirect interest therein to third parties.\n\n# Franchise agreements\n\nOf our 21 current hotels, 11 operate pursuant to franchise agreements with hotel brand companies and 10 operate pursuant to management agreements with hotel brand companies that allow them to operate under their respective brands. Under the 11 franchise agreements, we generally pay a royalty fee ranging from 3% to 6% of room revenues and up to 3% of food and beverage revenues, plus additional fees for marketing, central reservation systems, and other franchisor costs that amount to between 1% and 5% of room revenues. The terms of our franchise agreements generally range from 10 to 20 years initially, with certain extension and renewal periods. The franchise agreements specify certain management, operational, recordkeeping, accounting, reporting and marketing standards and procedures with which we must comply. The agreements also obligate us to comply with the franchisor’s standards and requirements with respect to training of operational personnel, safety, maintaining specified insurance, the types of services and products ancillary to guest room services that may be"} +{"pdf_name": "11780086_214.pdf", "language": "en", "markdown": "# Advanced Medium Range Air-to-Air Missile (AMRAAM)\n\n# Executive Summary\n\n• The next update to the AIM-120 Advanced Medium-Range Air-to-Air Missile (AMRAAM), the AIM-120D, is currently in developmental testing by both the Air Force and Navy at Eglin AFB, Florida, and China Lake Naval Weapons Station, California.\n\n• Key stakeholders, including the program office and DOT&E, suspended AIM-120D progression to operational testing (OT), pending resolution of four key technical deficiencies. These deficiencies include missile lockup, built-in test (BIT) failures, aircraft integration problems, and poor GPS satellite acquisition.\n\n# System\n\n• The AIM-120 AMRAAM is an all-weather, radar-guided air‑to-air missile with capability in both the beyond-visual-range and within-visual-range arenas. A single launch aircraft can engage multiple targets with multiple missiles simultaneously when using AMRAAM.\n\n• The AMRAAM program develops and incorporates phased upgrades periodically.\n\n• The latest version, the AIM-120C-7, completed operational testing in August 2007. It incorporated an upgraded antenna, receiver, signal processor, and new software algorithms to counter new threats. The use of smaller system components creates room for future growth.\n\n• The AIM-120D, the next upgrade to the AMRAAM, is currently in development and is intended to deliver performance improvements over the AIM-120C-7 through the use of an internal GPS, an enhanced datalink, and new software.\n\n# Mission\n\n• The Air Force and Navy, as well as several foreign military forces, use various versions of the AIM-120 AMRAAM to shoot down enemy aircraft.\n\n• All U.S. fighter aircraft use the AMRAAM as the primary beyond-visual-range air-to-air weapon to shoot down enemy aircraft.\n\n# Major Contractor\n\nRaytheon Missile Systems – Tucson, Arizona\n\n# Activity\n\n• Production of AIM-120D began in 2006, and developmental testing (DT) began in 2007.\n\n• In 2009, key stakeholders, including the program office and DOT&E, suspended progression of the AIM-120D to OT due to four performance and reliability deficiencies, including missile lockup, BIT failures, aircraft integration problems, and poor GPS satellite acquisition.\n\n• The Air Force accomplished the final DT/OT shot successfully in August 2011, but Raytheon has not yet resolved missile lockup or aircraft integration problems. The Air Force has not set a date for the Operational Test Readiness Review (OTRR).\n\n# Assessment\n\n• The AIM-120D was originally scheduled to begin OT in 2008; it is now more than three years behind schedule.\n\n• DOT&E’s approval of the Test and Evaluation Master Plan and OT plan are pending resolution of the deficiencies that suspended OT in 2009. Raytheon has solved the BIT fail problem and has developed a pending solution to the GPS failure problem. Weapons failure and aircraft integration deficiencies remain; therefore, the AIM-120D is not production-representative with stable hardware and software.\n\n• The program office is pursuing advancement to OT without solutions to two major technical problems: weapons failure and aircraft integration. The program office should address and produce adequate solutions to these deficiencies before commencing OT.\n\n# Recommendations\n\n• Status of Previous Recommendations. The FY05 recommendation for the program office to include enough test missiles to adequately characterize effectiveness and suitability for the AIM-120D remains valid. The FY07 recommendation for the program office to seek changes to the Air Force’s"} +{"pdf_name": "11780086_215.pdf", "language": "en", "markdown": "full-scale and sub-scale target programs to ensure proper target presentation, target reliability, and availability, also remains valid.\n\n• FY11 Recommendation.\n\n1. The program office should produce adequate solutions to the identified technical deficiencies before initiating OT and should begin OT only when AIM-120D is production‑representative, with stable hardware and software."} +{"pdf_name": "8352610_20.pdf", "language": "en", "markdown": "
‘‘Factories and Industrial\nUndertakings Ordinance’’the Factories and Industrial Undertakings Ordinance (Chapter 59\nof the Laws of Hong Kong), as amended, sulppemented or\notherwise modified from time to time
‘‘FY2014/15’’the year ended 31 March 2015
‘‘FY2015/16’’the year ended 31 March 2016
‘‘FY2016/17’’the year ended 31 March 2017
‘‘FY2017/18’’the year ended 31 March 2018
‘‘Gazette’’the official publication of the Government for, among other\nthings, statutory notices for public tenders
‘‘GDP’’gross domestic product, the total market value of all the goods\nand services produced within the borders of a nation during a\nspecified period of time
‘‘Government’’ or ‘‘Hong Kong\nGovernment’’the government of Hong Kong
‘‘Grand Basework’’Grand Basework Limited, a company incorporated in BVI on 21\nApril 2017 with limited liability and an indirect wholly-owned\nsubsidiary of our Company
‘‘Grou’’‘‘’’p, we, ‘‘us or ‘‘our’’our Company and its subsidiaries at the relevant time or, where\nthe context otherwise requires, in respect of the period prior to\nour Company becoming the holding company of its present\nsubsidiaries pursuant to the Reorganisation, its present\nsubsidiaries and the businesses operated by such subsidiaries
‘‘HK dollars’’ or‘‘HK$’’ and\n‘‘cents’’Hong Kong dollars and cents respectively, the lawful currency of\nHong Kong
‘‘HKFRS’’Hong Kong Financial Reporting Standards
‘‘HKSCC’’Hong Kong Securities Clearing Company Limited
‘‘HKSCC Nominees’’HKSCC Nominees Limited
‘‘Hon’’g Kon’g or ‘‘HKSAR’ or\n‘‘HK’’the Honig Kong Special Administrative Reon ofg the Peol’pes\nReliChipubc of na
��‘Hong Kong Branch Share\nReigstrar’’Boardroom Share Reidgstrars (HK) Limite, the branch share\nreigstrar and transfer office of our Comipany n Hong Kong
"} +{"pdf_name": "8352610_21.pdf", "language": "en", "markdown": "
‘‘independent third party(ies)’’an individual(s) or a company(ies) who or which, to the best of\nour Directors’ knowledge, information and belief, having made all\nreasonable enquiries, is/are independent of and not connected\nwith (within the meaning of the Listing Rules) our Company and\nits connected persons
‘‘Ipsos’’Ipsos Limited, an industry research consultant and is an\nindependent third party
‘‘Ipsos Report’’the industry research report commissioned by us and prepared by\nIpsos on the foundation and superstructure building works\nindustries in Hong Kong in which our Group operates
‘‘Labour Department’’Labour Department of the Government
‘‘Latest Practicable Date’’10 March 2018, being the latest practicable date prior to the\nprinting of this prospectus for the purpose of ascertaining certain\ninformation in this prospectus
‘‘Legal Counsel’’Mr. Chan Chung, barrister-at-law in Hong Kong, who is an\nindependent third party
‘‘Listin’’glisting of the Shares on the Main Board
‘‘Listing Committee’’the listing sub-committee of the directors of the Stock Exchange
‘‘Listing Date’’the date, expected to be on or about 29 March 2018, on which\ndealings in the Shares first commence
‘‘Listing Rules’’the Rules Governing the Listing of Securities on the Stock\nExchange, as amended, modified and sulppemented from time to\ntime
‘‘Main Board’’the Main Board of the Stock Exchange
‘‘Memorandum’’ or ‘‘Memorandum\nof Association’’the amended and restated memorandum of association of our\nCompany conditionally adopted on 13 March 2018 and as\namended from time to time, a summary of which is set out in\nAppendix III to this prospectus
‘‘MPF scheme’’mandatory provident fund scheme
‘‘Mr. Benjamin N’’gMr. Ng Chi Bun Benjamin (吳志斌), our chief executive officer,\nexecutive Director and one of our Controlling Shareholders
‘‘Ms. KY Tsui’’Ms. Tsui Kwok Ying (徐幗英), our chairman, non-executive\nDirector and one of our Controlling Shareholders
"} +{"pdf_name": "20748697_38.pdf", "language": "en", "markdown": "
“Listing Rules”the Rules Governing the Listing of Securities on The\nStock Exchange of Hong Kong Limited, as amended,\nsulppemented or otherwise modified from time to time
“Lvxin Enterprise”Wenzhou Lvxin Enterprise Management Co., Ltd. (溫州\n綠欣企業管理有限公司), a company established on\nDecember 3, 2019 under the laws of the PRC with limited\nliability and an indirect wholly-owned subsidiary of our\nCompany
“Lvxin Haihe”Hangzhou Lvxin Haihe Construction Project\nManagement Co., Ltd. (杭州綠欣海河工程項目管理有限\n公司), a company established on December 12, 2019\nunder the laws of the PRC with limited liability and an\nindirect wholly-owned subsidiary of our Company
“Lvxin Investment”Shaoxing Lvxin Investment Management Co., Ltd. (紹興\n綠欣投資管理有限公司), a company established on April\n22, 2015 under the laws of the PRC with limited liability\nand an indirect non-wholly owned subsidiary of our\nCompany
“Lvxing Asset Service”Lvxing Asset Service and Real Estate Construction\nManagement Hangzhou Co., Ltd. (綠星資服房地產建設\n管理(杭州)有限公司), a company established on\nDecember 25, 2018 under the laws of the PRC with\nlimited liability and an indirect wholly-owned subsidiary\nof our Company
“Lvxing Construction”Wenzhou Lvxing Construction Project Management Co.,\nLtd. (溫州綠興工程項目管理有限公司), a company\nestablished on December 3, 2019 under the laws of the\nPRC with limited liability and an indirect wholly-owned\nsubsidiary of our Company
“Lvxing Construction Design” Lvxing Construction Design Hangzhou Co., Ltd. (綠星建\n築設計(杭州)有限公司), a company established on\nDecember 25, 2018 under the laws of the PRC with\nlimited liability and an indirect wholly-owned subsidiary\nof our Company
“Lvxing Real Estate Consulting” Lvxing Real Estate Consulting Hangzhou Co., Ltd. (綠星\n房產諮詢(杭州)有限公司), a company established on\nDecember 25, 2018 under the laws of the PRC with\nlimited liability and an indirect wholly-owned subsidiary\nof our Company
"} +{"pdf_name": "20748697_39.pdf", "language": "en", "markdown": "
“Main Board”the stock exchange (excluding the option market)\noperated by the Stock Exchange which is independent\nfrom and operates in parallel with the Growth Enterprise\nMarket of the Stock Exchange
“Mainwide HK”Mainwide (H.K.) Limited, a company incorporated on\nApril 1, 2016 under the laws of Hong Kong with limited\nliability and a wholly-owned subsidiary of our Company
“Memorandum” or\n“Memorandum of Association”the memorandum of association of our Company\nconditionally adopted by our Company on June 23, 2020\nwhich shall become effective upon listing of the Shares\non the Stock Exchange, as amended or sulpemented\npfrom time to time, a summary of which is set out in\nAppendix III to this prospectus
“MOFCOM”Ministry of Commerce of the PRC (中華人民共和國商務\n部)
“NDRC”the National Development and Reform Commission of\nthe PRC (中華人民共和國國家發展和改革委員會)
“Non-QualifiGyng reentown\nShareholders”the Greentown Shareholders on the Record Date with\nreistered addgresses in, or who are otherwise known by\nGreentown China to be residents of any of the Specified\nTerritories
“Offer Price”the final HK dollar price per Offer Share (exclusive of\nbrokerage of 1%, the SFC transaction levy of 0.0027%\nand the Stock Exchange trading fee of 0.005%) at which\nthe Hong Kong Offer Shares are to be subscribed for\nunder the Hong Kong Public Offering and the\nInternational Offer Shares are to be offered under the\nInternational Offering, to be determined in the manner as\nfurther described in “Structure of the Global Offering –\nPricing and Allocation”
“Offer Shares”the Hong Kong Offer Shares and the International Offer\nShares together, where relevant, with any additional\nShares to be issued by our Company pursuant to the\nexercise of the Over-allotment Option
"} +{"pdf_name": "20754268_37.pdf", "language": "en", "markdown": "# Our customers may reduce their demand for aluminum extrusion products in favor of alternative materials.\n\nOur aluminum extrusion products compete with products made from other materials, such as plastic, wood or other metal composites, for various applications. The willingness of customers to accept substitutions for aluminum or the ability of major customers to exert leverage in the marketplace to reduce the pricing for aluminum extrusion products could adversely affect the demand for our products and thus adversely affect our business, financial condition and results of operations.\n\n# We derive a substantial portion of our sales from China.\n\nA substantial portion of our sales are generated from China. During the Track Record Period, we generated approximately 92.8%, 94.7% and 96.7% of our total revenue, respectively, from sales to customers in China. To boost our sales revenue, we seek to increase our market share in overseas markets; however, we anticipate that sales of our products in China will continue to represent a substantial proportion of our total sales in the near future. Any significant decline in the condition of the PRC economy could, among other things, reduce consumption of our products which in turn would have a material adverse effect on our business, financial condition and results of operations.\n\n# We had net current liabilities as of December 31, 2006 and 2007.\n\nAs of December 31, 2006 and 2007, we had net current liabilities of approximately RMB260.9 million and RMB207.0 million, respectively. We had net current liabilities as of each of these balance sheet dates mainly due to (i) our large amounts of borrowings, comprising mainly short-term borrowings from commercial banks in China which are the primary source of financing for our Company and offer interest rates that are generally lower than those of long-term loans, and (ii) our issuance of short-term debentures. The amount of payment obligations of our bank borrowings and short-term debentures in the 12-month period following the Listing is estimated to be approximately RMB4.8 billion. Our net current liabilities position exposes us to liquidity risk, and we may have net current liabilities in the future. Our future liquidity, the payment of trade and other payables and the repayment of our outstanding bank borrowings as and when they become due will primarily depend on our ability to maintain adequate cash inflows from operating activities, cash and cash equivalents, and our access to further financial resources to fulfill our short-term payment obligations, which will be affected by our future operating performance, prevailing economic conditions, and financial, business and other factors, many of which are beyond our control.\n\n# Our business, reputation and brand may be materially and adversely affected by actions taken by our distributors.\n\nDuring the Track Record Period, our sales to distributors accounted for approximately 39.9%, 31.9% and 12.9% of our total revenue, respectively. As of December 31, 2008, we had 17 distributors responsible for domestic sales in China and four distributors responsible for our overseas markets. Save as disclosed in the section headed “Relationships with Our Controlling Shareholder and Continuing Connected Transactions,” our Directors have confirmed that during the Track Record Period, all of our distributors were Independent Third Parties. It has been our policy that our distributors may not take any improper or illegal actions, commit bribery or use any payments or other means prohibited under the relevant anti-corruption laws in the PRC and thej urisdictions where they operate or prohibited under the agreed terms"} +{"pdf_name": "20754268_38.pdf", "language": "en", "markdown": "between us and the distributors to promote or sell our products, and that we will terminate our relationship with them if they engage in such activities. However, our distributors could take one or more of the following actions, any of which could have a material adverse effect on our business, reputation and brand:\n\n• breach our agreements with them, including by selling products that compete with our products that they have contracted to sell for us or by selling our products outside their designated territory, possibly in violation of the exclusive distribution rights of other distributors;\n\n• unauthorized use or misuse of our brand name;\n\n• fail to adequately promote our products;\n\n• fail to provide proper training and service to the end-users of our products; or\n\n• violate the anti-corruption laws of China, the United States or other countries.\n\nNon-compliance by our distributors with our agreements or any improper or illegal actions taken by our distributors could harm our corporate image and disrupt our sales. We ultimately have limited control over the actions of our distributors who are Independent Third Parties, and cannot assure you that they will not breach their agreements with us or violate relevant laws. We are not aware of any breach of agreement, or improper or illegal actions taken by our distributors during the Track Record Period.\n\nIf our distributors violate PRC laws or otherwise engage in illegal practices with respect to their sales or marketing of our products, our brand and reputation, our sales activities or the price of our Shares could be adversely affected if we become the target of any negative publicity as a result of actions taken by our distributors.\n\n# The global financial markets have experienced significant deterioration and volatility recently, which have had negative repercussions on the global economy and, as a result, may adversely affect our business operations.\n\nCertain recent adverse financial developments have impacted the global financial markets. These developments include a general slowing of economic growth both in the U.S. and globally, substantial volatility in equity securities markets, and volatility and tightening of liquidity in credit markets. While it is difficult to predict how long these conditions will exist and which markets and businesses of our Company may be affected, these developments could continue to present risks for an extended period of time for our Company, including a potential slowdown in our sales to customers, increase in interest expenses on our bank borrowings, or reduction of the amount of banking facilities currently available to us. If this economic downturn continues, our business, financial condition and results of operations may be adversely affected."} +{"pdf_name": "20733991_223.pdf", "language": "en", "markdown": "# 39. CAPITAL AND OTHER COMMITMENTS\n\n
Group
20162015
RM’000RM’000
(a) Capital expenditure commitments
Property, plant and equipment and investment properties
- Authorised and contracted for1,147,1342,159,183
- Authorised but not contracted for2,349,6001,407,287
3,496,7343,566,470
(b) Joint venture
Share of capital commitment of joint venture145,648150,404
(c) Banker guarantees
Amount of banker guarantees obtained28,76727,914
\n\n# 40. RELATED PARTIES\n\nFor the purpose of these financial statements, parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subjected to common control or common significant influence. Related parties may be individuals or other entities.\n\nRelated parties also include key management personnel defined in Note 31.\n\n# Related party transactions\n\nOther than disclosed elsewhere in the financial statements, transactions carried out on terms agreed with the related parties are as follows:\n\n
Group
20162015
RM’000RM’000
With substantial shareholders and their related parties
Sales and provision of services343,672257,547
Purchases and consumption of services(45,840)(45,880)
With key management personnel and their related parties
Sales and provision of services17,59427,250
Purchases and consumption of services(74,243)(63,382)
With associates
Rental income405282
With director of a subsidiary
Consultancy fees paid(294)(254)
"} +{"pdf_name": "20733991_224.pdf", "language": "en", "markdown": "# 40. RELATED PARTIES (CONTINUED)\n\n# Related party transactions (continued)\n\n
Company
20162015
RM’000RM’000
With subsidiaries
Dividend income41,971106,800
Share-based payment transactions43,37832,959
\n\nSignificant related party balances related to the above transactions are as follows:\n\n
Group
20162015
RM’000RM’000
Trade and other receivables
Substantial shareholders and their related parties50,10936,606
Key management personnel and their related parties8,2765,958
58,38542,564
Trade and other payables
Substantial shareholders and their related parties(4,108)(3,599)
Key management personnel and their related parties(15,918)(6,696)
(20,026)(10,295)
\n\nThese transactions have been entered into in the normal course of business and have been established under negotiated terms.\n\nFrom time to time, directors and key management personnel of the Group, or their related parties, may receive services and purchase goods from the Group. These services and purchases are on negotiated basis."} +{"pdf_name": "20751986_390.pdf", "language": "en", "markdown": "In accordance with the Articles, the Company is entitled to sell any of the shares of a member who is untraceable if:\n\n(i) all cheques or warrants, being not less than three in total number, for any sum payable in cash to the holder of such shares have remained uncashed for a period of 12 years;\n\n(ii) upon the expiry of the 12 years and 3 months period (being the 3 months notice period referred to in sub-paragraph (iii)), the Company has not during that time received any indication of the existence of the member; and\n\n(iii) the Company has caused an advertisement to be published in accordance with the rules of the stock exchange of the Relevant Territory (as defined in the Articles) giving notice of its intention to sell such shares and a period of three months has elapsed since such advertisement and the stock exchange of the Relevant Territory (as defined in the Articles) has been notified of such intention. The net proceeds of any such sale shall belong to the Company and upon receipt by the Company of such net proceeds, it shall become indebted to the former member of the Company for an amount equal to such net proceeds.\n\n# (v) Subscription rights reserve\n\nPursuant to the Articles, provided that it is not prohibited by and is otherwise in compliance with the Companies Law, if warrants to subscribe for shares have been issued by the Company and the Company does any act or engages in any transaction which would result in the subscription price of such warrants being reduced below the par value of the shares to be issued on the exercise of such warrants, a subscription rights reserve shall be established and applied in paying up the difference between the subscription price and the par value of such shares.\n\n# 3. CAYMAN ISLANDS COMPANY LAW\n\nThe Company was incorporated in the Cayman Islands as an exempted company on 5 August 2013 subject to the Companies Law. Certain provisions of Cayman Islands company law are set out below but this section does not purport to contain all applicable qualifications and exceptions or to be a complete review of all matters of the Companies Law and taxation, which may differ from equivalent provisions inj urisdictions with which interested parties may be more familiar.\n\n# (a) Company operations\n\nAs an exempted company, the Company must conduct its operations mainly outside the Cayman Islands. Moreover, the Company is required to file an annual return each year with the Registrar of Companies of the Cayman Islands and pay a fee which is based on the amount of its authorized share capital.\n\n# (b) Share capital\n\nIn accordance with the Companies Law, a Cayman Islands company may issue ordinary, preference or redeemable shares or any combination thereof. The Companies Law provides that where a company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount or value of the premiums on those shares shall be transferred to an account, to be called the ‘‘share premium account’’. At the option of a company, these provisions may not"} +{"pdf_name": "20751986_391.pdf", "language": "en", "markdown": "apply to premiums on shares of that company allotted pursuant to any arrangements in consideration of the acquisition or cancellation of shares in any other company and issued at a premium. The Companies Law provides that the share premium account may be applied by the company subject to the provisions, if any, of its memorandum and articles of association, in such manner as the company may from time to time determine including, but without limitation, the following:\n\n(i) paying distributions or dividends to members;\n\n(ii) paying up unissued shares of the company to be issued to members as fully paid bonus shares;\n\n(iii) any manner provided in section 37 of the Companies Law;\n\n(iv) writing-off the preliminary expenses of the company; and\n\n(v) writing-off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the company.\n\nNotwithstanding the foregoing, the Companies Law provides that no distribution or dividend may be paid to members out of the share premium account unless, immediately following the date on which the distribution or dividend is proposed to be paid, the company will be able to pay its debts as they fall due in the ordinary course of business.\n\nIt is further provided by the Companies Law that, subject to confirmation by the court, a company limited by shares or a company limited by guarantee and having a share capital may, if authorized to do so by its articles of association, by special resolution reduce its share capital in any way.\n\nThe Articles include certain protections for holders of special classes of shares, requiring their consent to be obtained before their rights may be varied. The consent of the specified proportions of the holders of the issued shares of that class or the sanction of a resolution passed at a separate meeting of the holders of those shares is required.\n\n# (c) Financial assistance to purchase shares of a company or its holding company\n\nThere are no statutory prohibitions in the Cayman Islands on the granting of financial assistance by a company to another person for the purchase of, or subscription for, its own, its holding company’s or a subsidiary’s shares. Therefore, a company may provide financial assistance provided the directors of the company when proposing to grant such financial assistance discharge their duties of care and acting in good faith, for a proper purpose and in the interests of the company. Such assistance should be on an arm’s-length basis."} +{"pdf_name": "20794987_206.pdf", "language": "en", "markdown": "
截至12月31日止年度
2018年2019年2020年2021年
（人民幣千元，百分比除外）
為醫聯體提供的\n診斷檢測服務
－感染病診斷檢測13,0612.228,5014.2104,7098.7388,87422.9
－COVID-19檢測––––64,4675.4327,62319.3
－病理檢測25,6284.347,3797.075,9416.3101,8276.0
－遺傳病診斷檢測48,0478.165,3399.662,3925.283,7894.9
－常規診斷檢測14,0752.324,8453.732,7262.744,8662.7
小計100,81116.9166,06424.5275,76822.9619,35636.5
為非醫療機構\n提供的診斷檢測服務
－非COVID-19檢測4621,97.848,6577.245,6643.833,0181.9
－COVID-19檢測––––21,1551.820,0921.2
小計46,2197.848,6577.266,8195.653,1103.1
總計596,308100.0%677,826100.0%1,200,320100.0%1,696,740100.0%
\n\n下表概述於往績記錄期間就各檢測類型進行的診斷檢測數目。\n\n
截至12月31日止年度
2018年2019年2020年2021年
千次
診斷外包服務
－感染病診斷檢測1,363.51,411.47,659.132,987.9
－COVID-19檢測––6,202.031,466.3
－病理檢測1,353.51,267.11,135.51,166.8
－遺傳病診斷檢測1,090.11,031.1903.8847.7
－常規診斷檢測3,984.03,101.22,563.82,480.2
小計7,791.06,810.812,262.237,482.5
"} +{"pdf_name": "20794987_207.pdf", "language": "en", "markdown": "
截至12月31日止年度
2018年2019年2020年2021年
千次
為醫聯體提供的診斷檢測服務
－感染病診斷檢測136.7238.91,437.013,082.2
－COVID-19檢測––1,092.312,544.8
－病理檢測213.7322.9500.2708.1
－遺傳病診斷檢測216.0327.5359.2472.5
－常規診斷檢測210.6384.6542.3870.1
小計777.01,273.92,838.715,132.9
為非醫療機構提供的\n診斷檢測服務
－非COVID-19檢測242.9166.7160.4119.0
－COVID-19檢測––158.2461.0
小計242.9166.7318.5580.0
總計8,810.98,251.415,419.453,195.4
\n\n自2020年開始，COVID-19檢測佔我們收益的很大一部分。下表概述於往績記錄期間COVID-19檢測及非COVID-19檢測所產生的收益、毛利及毛利率。\n\n
截至12月31日止年度
2018年2019年2020年2021年
收益毛利毛利率收益毛利毛利率收益毛利毛利率收益毛利毛利率
人民幣千元，百分比除外
COVID-19檢測––––––547,051347,71363.6%985,674559,96956.8%
非COVID-19檢測596,308240,38540.3%677,8262991,9444.1%6532,693081,8247.2%711,0663391,6847.7%
總計╱整體596,308240,38540.3%677,8262991,9444.1%12,002,30655,89554.6%1,696,7408991,3753.0%
"} +{"pdf_name": "9274943_229.pdf", "language": "en", "markdown": "
按单项计提减值准备
按组合计提减值准备1,906,837.\n35100.00 92,752.\n384.86 1,814,084.\n971,910,521.\n67100.00 102,598.\n955.37 1,807,922. \n72
其中：
信用风险组合1,906,837.\n35100.00 92,752.\n384.86 1,814,084.\n971,910,521.\n67100.00 102,598.\n955.37 1,807,922. \n72
合计1,906,837.\n35100.00 92,752.\n381,814,084.\n971,910,521.\n67100.00 102,598.\n951,807,922. \n72
\n\n按组合计提减值准备：\n\n单位：元\n\n
名称期末余额
合同资产减值准备计提比例（%）
智能建设项目1,906,837.3592,752.384.86
合计1,906,837.3592,752.384.86
\n\n# （2）本期合同资产计提减值准备情况\n\n单位：元\n\n
项目本期计提本期转回本期转销/核销原因
智能项目9,846.57
合计9,846.57--
\n\n# 9、一年内到期的非流动资产\n\n单位：元\n\n
项目期末余额期初余额
一年内到期的长期应收款196,410,819.65
一年内到期的贷款及利息299,999,515.56
合计496,410,335.21
\n\n其他说明：\n\n一年内到期的长期应收款已计提坏账36,087,696.95元，一年内到期的贷款已计提坏账11,599,485.02元。\n\n# 10、其他流动资产\n\n单位：元\n\n
项目期末余额期初余额
待抵扣税金738,521,722.95563,255,944.46
"} +{"pdf_name": "9274943_230.pdf", "language": "en", "markdown": "
预交税金6,346,418.8318,277,911.27
待处理流动资产损益18,017.8218,088.51
其他9,594,007.94
合计754,480,167.54581,551,944.24
\n\n# 11、发放贷款和垫款\n\n# 按类别列示如下：\n\n单位：元\n\n
项目期末余额上年年末余额
贷款及垫款本金2,955,000.00503,781,789.01
贷款及垫款利息1,433,595.55
合计2,955,000.00505,215,384.56
\n\n# 贷款按类别列示如下：\n\n单位：元\n\n
借款类别期末余额
金额比例(%)贷款损失准备净额
正常3,000,000.001.5045,000.002,955,000.00
关注3.00
次级30.00
可疑60.00
损失271,670,600.00100.00271,670,600.00
合计274,670,600.00271,715,600.002,955,000.00
\n\n续上表\n\n单位：元\n\n
借款类别上年年末余额
金额比例(%)贷款损失准备净额
正常511,453,592.901.507,671,803.89503,781,789.01
关注3.00
次级30.00
可疑60.00
损失272,670,600.00100.00272,670,600.00
合计784,124,192.90280,342,403.89503,781,789.01
\n\n# 贷款按账龄分析列示如下：\n\n单位：元"} +{"pdf_name": "11704959_6.pdf", "language": "en", "markdown": "
ItemsAmount for the \ncurrent period Description
Impairment provision of assets for force majeure such as \nnatural calamities
Gains or losses from debt restructuring
Restructure expenses, such as the compensation for emlpoyee \nrelocation and integration cost
Gains or losses from transactions with obvious unfair \ntransaction price in excess of fair values
Current net gains or losses of the subsidiaries from \nenterprise merger under the common control from \nthe beinning of the period to the merger dgate
Profit or loss arising from contingencies not related to the \nCompan’s normal byusiness
Except for effective hedihgng business related to te normal \nbusiness of the Company, profits or losses from fair value \nchanges in held-for-trading financial assets, derivative \nfinancial assets, held-for-trading financial liabilities, \nderivative financial liabilities and investment income from \ndisposal of held-for-trading financial assets, derivative \nfinancial assets, held-for-trading financial liabilities, \nderivative financial liabilities and other debt investments
Reversal of the impairment provision for receivables and \ncontract assets subject to individual impairment test
"} +{"pdf_name": "11704959_7.pdf", "language": "en", "markdown": "
ItemsAmount for the \ncurrent period Description
Profit or loss from entrusted loans
Profit or loss from fair value changes in investment property \nsubsequently calculated with the fair value mode
Impacts of one-off adjustment of the current profit or loss \nin accordance with requirements of tax and accounting laws \nand regulations on the current profit and loss
Custodian income from entrusted management
Other non-operating income and expenses other than the \naforesaid items504,094.48
Other items of gains or losses subject to the definition of non-\nrecurring gains or losses
Amount of effect on non-controlling interests (after tax)-22,337.22
Amount of effect on income tax-622,109.07
Total-1,199,268.75
"} +{"pdf_name": "9220448_88.pdf", "language": "en", "markdown": "
3．盈余公积弥补\n亏损
4．设定受益计划\n变动额结转留存\n收益
5．其他综合收益\n结转留存收益
6．其他
（五）专项储备
1．本期提取
2．本期使用
（六）其他
四、本期期末余\n额1,126,430,898.001,796,017,234.055,232,266.52117,149,878.81-163,107,683.832,881,722,593.5510,060,358.382,891,782,951.93
\n\n上期金额\n\n
项目2020 年年度
归属于母公司所有者权益少数股东权\n益所有者权益合计
股本其他权益\n工具资本公积减：库存股其他综合收\n益专\n项\n储\n备盈余公积一\n般\n风\n险\n准\n备未分配利润其\n他小计
优 \n先\n股永\n续\n债其\n他
一、上年期末余\n额1,126,430,898.001,870,208,433.72238,242,934.625,232,266.52110,887,582.01-341,403,215.402,533,113,030.237,800,746.342,540,913,776.57
"} +{"pdf_name": "9220448_89.pdf", "language": "en", "markdown": "
加：会计政\n策变更
前期差\n错更正
同一控\n制下企业合并
其他
二、本年期初余\n额1,126,430,898.001,870,208,433.72238,242,934.625,232,266.52110,887,582.01-341,403,215.402,533,113,030.237,800,746.342,540,913,776.57
三、本期增减变\n动金额（减少以\n“－”号填列）-132,229,526.13-238,242,934.626,262,296.80163,942,025.56276,217,730.852,234,031.48278,451,762.33
（一）综合收益\n总额170,204,322.36170,204,322.3614,031.48170,218,353.84
（二）所有者投\n入和减少资本16,738,959.2416,738,959.242,220,000.0018,958,959.24
1．所有者投入的\n普通股2,220,000.002,220,000.00
2．其他权益工具\n持有者投入资本
3．股份支付计入\n所有者权益的金\n额16,738,959.2416,738,959.2416,738,959.24
4．其他
（三）利润分配6,262,296.80-6,262,296.80
1．提取盈余公积6,262,296.80-6,262,296.80
"} +{"pdf_name": "8405455_56.pdf", "language": "en", "markdown": "China, such as the H5N1 avian flu or the human swine flu, also known as Influenza A (H1N1), especially in the cities where we have operations, may result in material disruptions to our property development and our sales and marketing, which in turn may materially and adversely affect our business, financial condition, results of operations and prospects.\n\n# You may experience difficulties in effecting service of process, enforcing foreign judgments or bringing original actions in China against us or our Directors or officers\n\nWe are a company incorporated under the laws of the Cayman Islands, but substantially all of our operations and assets are located in China. As a result, it may be difficult or impossible for you to effect service of process upon us. Moreover, China does not have treaties with most other jurisdictions, including Hong Kong, that provide for the reciprocal recognition and enforcement of judicial rulings and awards. As a result, recognition and enforcement in China of thej udgment of a non-PRC court, such as Hong Kong, in relation to any matter not subject to a binding arbitration provision may be difficult or impossible. Furthermore, an original action may be brought in China against us or our Directors or officers only if the actions are not required to be arbitrated by PRC law and upon satisfaction of the conditions for institution of a cause of action pursuant to the PRC Civil Procedure Law. As a result of the conditions set forth in the PRC Civil Procedure Law and the discretion of the PRC courts to determine whether the conditions are satisfied and whether to accept the action for adjudication, there remains uncertainty on whether an investor like you will be able to bring an original action in China in this fashion.\n\n# RISKS RELATING TO THE GLOBAL OFFERING\n\n# There has been no prior public market for our Shares. The market prices and liquidity of our Shares following the Global Offering may be volatile\n\nPrior to the Global Offering, there has been no public market for our Shares. Following the completion of the Global Offering, the Hong Kong Stock Exchange will be the only market on which our Shares are listed. We cannot assure you that an active, liquid public trading market for our Shares will develop upon the present listing on the Hong Kong Stock Exchange. In addition, following the Global Offering our Shares may trade in the public market below the Offer Price. The Offer Price will be determined by agreement among us and the Joint Bookrunners, on behalf of the Underwriters, and the Offer Price may differ significantly from the market price of our Shares following the completion of the Global Offering. If an active trading market for our Shares does not develop or is not sustained after the Global Offering, the market price and liquidity of our Shares could be materially and adversely affected.\n\n# The trading price of our Shares may be volatile, which could result in substantial losses to you\n\nThe trading price of our Shares may be volatile and could fluctuate widely in response to factors beyond our control, including general market conditions of the securities markets in Hong Kong, China, the United States and elsewhere in the world. In particular, the performance and fluctuation of the market prices of other companies with business operations"} +{"pdf_name": "8405455_57.pdf", "language": "en", "markdown": "located mainly in China that have listed their securities in Hong Kong, and in particular other property companies, may affect the volatility in the price of and trading volumes for our Shares. Recently, a number of PRC companies have listed their securities, or are in the process of preparing to list their securities, in Hong Kong. Some of the listed companies have experienced significant share price volatility, including significant declines, after their initial public offerings. The trading performances of the securities of these companies at the time of or after their offerings may affect the overall investor sentiment towards companies listed in Hong Kong whose operations are primarily in China, and, consequently, may impact the trading performance of our Shares. These broad market and industry factors may significantly affect the market price and volatility of our Shares, regardless of our actual operating performance.\n\nIn addition to market and industry factors, the share price and trading volume for our Shares may be highly volatile for specific business reasons. In particular, factors such as variations in our turnover, earnings and cash flow, or the occurrence or speculation of any of the risks described elsewhere in this “Risk Factors” section, could cause the market price of our Shares to change substantially. Any of these factors may result in large and sudden changes in the price and trading volume of our Shares.\n\n# Future sale of our securities in the public market (or perception or speculation that such sales may occur) could have a material and adverse impact on the prevailing market price of our Shares\n\nThe market price of the Offer Shares could decline as a result of future sale of substantial amount of Shares or other securities relating to the Shares in the public market or the issuance of new Shares or other securities, or the perception or speculation that such sales or issuances may occur. Future sale of substantial amounts of our securities, including any future offerings, or the perception that such sales are likely to occur, may also materially and adversely affect our ability to raise capital in the future at a time and at a price we deem to be appropriate.\n\nIn addition, the Shares held by our Controlling Shareholders are subject to a lock-up period, details of which are set out in the section headed “Underwriting — The Hong Kong Public Offering — Undertakings under the Hong Kong Underwriting Agreement” of this prospectus. While we are not aware of any intentions of these shareholders to dispose of significant amounts of their Shares after the completion of the lock-up periods, we are not in a position to give any assurances that they will not dispose of any Shares they may own. Future sales of our Shares by our Controlling Shareholders following the completion of the relevant lock-up periods could materially and adversely affect the prevailing market price of our Shares.\n\n# Purchasers of our Shares in the Global Offering may experience dilution if we issue additional Shares in the future\n\nIn order to expand our business, we may consider issuing additional Shares in the future. Purchasers of our Shares may experience dilution in the net tangible asset book value per Share of their Shares if we issue additional Shares in the future at a price which is lower than the net tangible asset book value per Share."} +{"pdf_name": "11783095_14.pdf", "language": "en", "markdown": "\\[ \\begin{array} { r l } { ( 1 1 ) } & { \\displaystyle \\int _ { M } \\left[ \\sum _ { k = 1 } ^ { n } | I I ( e _ { k } , \\omega ^ { \\sharp } ) | ^ { 2 } + \\sum _ { k = 1 } ^ { n } | I I ( e _ { k } , N ) | ^ { 2 } | \\omega | ^ { 2 } \\right] d M } \\\\ & { \\displaystyle - \\int _ { M } \\left[ \\sum _ { k = 1 } ^ { n } R m ^ { N } ( e _ { k } , \\omega ^ { \\sharp } , e _ { k } , \\omega ^ { \\sharp } ) + R i c ^ { N } ( N , N ) | \\omega | ^ { 2 } \\right] d M < \\eta \\int _ { M } | \\omega | ^ { 2 } d M . } \\end{array} \\]\n\nThen\n\n\\[ \\# \\{ e i g e n v a l u e s ~ o f ~ t h e ~ J a c o b i ~ o p e r a t o r ~ o f ~ M ^ { n } ~ t h a t ~ a r e < \\eta \\} \\geq \\frac { 2 } { d ( d - 1 ) } q . \\]\n\nProof. (Compare [29] Theorem 16 and [30] Theorem 1.1). Let k be the number of eigenvalues of the Jacobi operator (5) of \\( M ^ { n } \\) that are below \\( \\eta \\). Denote by \\( \\phi _ { 1 } , \\ldots , \\phi _ { k } \\) the eigenfunctions associated to the k eigenvalues \\( \\lambda _ { 1 } \\le \\lambda _ { 2 } \\le \\lambda _ { 3 } \\ldots \\leq \\lambda _ { k } \\) of the Jacobi operator of \\( M ^ { n } \\) that are strictly smaller than \\( \\eta \\).\n\nFix some global orthonormal basis \\( \\{ \\theta _ { i j } \\} _ { i < j } \\) of \\( \\Lambda ^ { 2 } \\mathbb { R } ^ { d } \\) and let \\( u _ { i j } \\, = \\)\\( \\langle N \\wedge \\omega ^ { \\sharp } , \\theta _ { i j } \\rangle \\) be the test functions defined in Proposition 2. The map that assigns to each \\( \\omega \\in \\mathcal { V } \\) the vector\n\n\\[ \\left[ \\int _ { M } u _ { i j } \\phi _ { p } d M \\right] , \\]\n\nwhere \\( i < j \\) range from 1 to d and p ranges from 1 to k, is a linear map from the q dimensional vector space \\( \\nu \\) to a vector space of dimension\n\n\\[ { \\binom { d } { 2 } } k = { \\frac { d ( d - 1 ) } { 2 } } k . \\]\n\nAssume, by contradiction, that \\( \\begin{array} { r } { q > \\frac { d ( d - 1 ) } { 2 } k } \\end{array} \\). Then there would exist \\( \\omega \\) in \\( \\mathcal { V } \\setminus \\{ 0 \\} \\) such that \\( \\begin{array} { r } { \\int _ { M } u _ { i j } \\phi _ { p } d M = 0 } \\end{array} \\) for all \\( i < j \\) and all p. Thus, as each \\( u _ { i j } \\) is \\( L ^ { 2 } \\)-orthogonal to all the first k eigenfunctions \\( \\phi _ { p } \\), from the Courant-Hilbert variational characterization of eigenvalues it follows that\n\n\\[ \\sum _ { i < j } ^ { d } Q ( u _ { i j } , u _ { i j } ) \\ge \\lambda _ { k + 1 } \\sum _ { i < j } ^ { d } \\int _ { M } u _ { i j } ^ { 2 } d M = \\lambda _ { k + 1 } \\int _ { M } | \\omega | ^ { 2 } d M \\ge \\eta \\int _ { M } | \\omega | ^ { 2 } d M . \\]\n\nIn view of Proposition 2, this is a contradiction with the assumption that inequality (11) holds for all \\( \\omega \\) in \\( \\mathcal { V } \\setminus \\{ 0 \\} \\). The result follows.\n\nq.e.d.\n\nRemark 4.1. The same proof of the above proposition also gives more refined information when the two-sided immersion \\( M ^ { n } \\) arises as the two-sided cover of an one-sided immersed hypersurface in \\( N ^ { n + 1 } \\) (see sections"} +{"pdf_name": "11783095_15.pdf", "language": "en", "markdown": "2.1 and 2.3). If one moreover assumes that all harmonic one-forms on the subspace \\( \\nu \\) are such that all the corresponding functions \\( u _ { i j } \\) are odd with respect to the deck transformation of the cover, then one can repeat the argument considering the restriction of the Jacobi operator of \\( M ^ { n } \\) to the space of odd functions. It then follows that the number of eigenvalues of the one-sided hypersurface covered by \\( M ^ { n } \\) below the threshold \\( \\eta \\) is bounded from below by 2 \\( 2 q / d ( d - 1 ) \\).\n\nAs a corollary, in the case \\( \\eta \\) = 0 we obtain an estimate on the number of negative values of the Jacobi operator, that is, an index estimate:\n\nTheorem A. Let \\( ( \\mathcal { N } ^ { n + 1 } , g ) \\) be a Riemannian manifold that is iso-metrically embedded in some Euclidean space \\( \\mathbb { R } ^ { d } \\). Let \\( M ^ { n } \\) be a closed embedded minimal hypersurface of \\( ( \\mathcal { N } ^ { n + 1 } , g ) \\).\n\nAssume that for every non-zero vector field X on \\( M ^ { n } \\),\n\n\\[ \\begin{array} { l l } { \\displaystyle \\int _ { M } \\left[ \\sum _ { k = 1 } ^ { n } R m ^ { N } ( e _ { k } , X , e _ { k } , X ) + R i c ^ { N } ( N , N ) | X | ^ { 2 } \\right] d M } \\\\ { \\displaystyle } & { \\displaystyle \\qquad \\qquad \\> \\int _ { M } \\left[ \\sum _ { k = 1 } ^ { n } | I I ( e _ { k } , X ) | ^ { 2 } + \\sum _ { k = 1 } ^ { n } | I I ( e _ { k } , N ) | ^ { 2 } | X | ^ { 2 } \\right] d M } \\end{array} \\]\n\nThen\n\n\\[ ( 1 2 ) \\qquad \\qquad \\qquad \\qquad i n d e x ( M ) \\geq \\frac { 2 } { d ( d - 1 ) } b _ { 1 } ( M ) . \\]\n\nProof. Assume \\( M ^ { n } \\) is two-sided. Under the assumption of the corol-lary, the hypothesis of Proposition 3 is automatically satisfied for \\( \\eta \\)= 0 and \\( \\nu \\) the set of all harmonic one-forms on \\( M ^ { n } \\), whose dimension is \\( b _ { 1 } ( M ) \\). Inequality (12) follows.\n\nWhen \\( M ^ { n } \\) is one-sided, let \\( \\pi \\, = \\, \\hat { M } ^ { n } \\, \\rightarrow \\, M ^ { n } \\, \\subset \\, \\mathcal { N } ^ { n + 1 } \\) be its two-sided cover and let V be the set of harmonic one-forms on \\( \\hat { M } ^ { n } \\) that are invariant under the deck transformation \\( \\tau : \\hat { M } ^ { n } \\rightarrow \\hat { M } ^ { n } \\). This space has dimension at least \\( b _ { 1 } ( M ) \\), as it contains all the forms \\( \\pi ^ { * } \\omega \\), where \\( \\omega \\) is harmonic on \\( M ^ { n } \\)(in fact, \\( \\pi ^ { * } : H ^ { 1 } ( M ; \\mathbb { R } ) \\to H ^ { 1 } ( \\hat { M } ; \\mathbb { R } ) \\) is injective). The result follows as a consequence of Proposition 3 (see Remark 4.1) once one checks that, by construction of \\( \\hat { M } ^ { n } \\), for all \\( \\hat { \\omega } \\) in V, each function \\( \\hat { u } _ { i j } = \\langle \\hat { N } \\wedge \\omega ^ { \\sharp } , \\theta _ { i j } \\rangle \\) satisfy\n\n\\[ \\hat { u } _ { i j } ( \\tau ( x ) ) = \\langle \\hat { N } ( \\tau ( x ) ) \\wedge \\omega ^ { \\sharp } ( \\tau ( x ) ) , \\theta _ { i j } \\rangle = \\langle - \\hat { N } ( x ) \\wedge \\omega ^ { \\sharp } ( x ) , \\theta _ { i j } \\rangle = - \\hat { u } _ { i j } ( x ) \\]\n\nfor all x in \\( \\hat { M } ^ { n } \\), i.e, all functions \\( u _ { i j } \\) are odd with respect to the deck transformation \\( \\tau \\).\n\nq.e.d."} +{"pdf_name": "2129714_20.pdf", "language": "en", "markdown": "
600098\n.SH广州\n发展0.010.215.577.37629.911.3246.440.36-84.67
600167\n.SH联美\n控股0.6616.683.3320.1130.296.0410.464.6541.92
600396\n.SH金山\n股份-0.03-1.312.423.82-119.7\n51.5817.01-0.56-136.88
600483\n.SH福能\n股份0.131.986.5610.2879.081.5711.191.9143.45
600509\n.SH天富\n能源0.152.795.407.3048.671.3510.271.3665.94
600578\n.SH京能\n电力-0.01-0.233.474.32-432.0\n01.2423.58-1.64-135.99
600642\n.SH申能\n股份0.111.975.646.0854.771.0886.346.47-14.17
600719\n.SH大连\n热电0.147.591.948.0056.344.124.320.57-30.81
600726\n.SH华电\n能源0.137.411.864.4534.232.3927.883.22-37.21
600744\n.SH华银\n电力-0.10-4.562.225.21-52.102.3419.33-1.83-1220.7\n5
600780\n.SH通宝\n能源-0.01-0.204.105.74-700.0\n01.4011.83-0.10-122.10
600795\n.SH国电\n电力0.051.972.563.6072.001.40147.1\n613.18-51.37
600863\n.SH内蒙\n华电-0.03-1.631.743.01-103.7\n91.7319.55-2.27-2134.0\n9
600886\n.SH国投\n电力0.143.174.367.9457.961.8276.3118.53-19.72
600982\n.SH宁波\n热电0.051.483.294.7898.761.454.500.41158.86
601991\n.SH大唐\n发电0.051.583.034.87102.741.61153.1\n26.0624.57
水电000601\n.SZ韶能\n股份0.112.884.036.8860.091.718.341.29-25.14
000722\n.SZ湖南\n发展0.061.015.9212.23203.832.070.650.26-24.77
000791\n.SZ甘肃\n电投-0.14-2.795.008.32-58.801.662.34-1.4327.88
000993\n.SZ闽东\n电力0.000.124.108.571785.4\n22.092.080.01-91.30
002039\n.SZ黔源\n电力-0.01-0.186.9514.06-1107.\n092.023.11-0.05-103.91
600236\n.SH桂冠\n电力0.052.342.225.59111.802.5118.033.71-54.88
600674川投0.183.864.859.5952.291.982.138.19-11.38
"} +{"pdf_name": "2129714_21.pdf", "language": "en", "markdown": "
.SH能源
600868\n.SH梅雁\n吉祥0.000.001.184.68995.743.970.460.09-62.21
600900\n.SH长江\n电力0.122.095.9614.78120.062.4878.5527.0916.67
其他\n发电000591\n.SZ太阳\n能0.050.663.785.55101.281.475.680.75123.66
000939\n.SZ凯迪\n生态0.050.896.0910.13202.601.669.861.3546.74
002015\n.SZ霞客\n环保-0.020.000.718.09-539.3\n311.440.62-0.06-127.07
300569\n.SZ天能\n重工0.392.0010.9664.35165.135.871.690.33-10.85
601016\n.SH节能\n风电0.051.551.543.8981.042.534.321.1720.57
601985\n.SH中国\n核电0.082.942.697.7699.492.8879.6721.7118.69
电网600101\n.SH明星\n电力0.081.246.189.50125.001.543.550.25-13.65
600116\n.SH三峡\n水利0.051.972.5210.42212.654.142.480.474.43
600131\n.SH岷江\n水电0.010.242.087.311462.0\n03.511.560.01-98.17
600310\n.SH桂东\n电力-0.09-2.982.976.58-69.702.2217.38-0.82-495.35
600452\n.SH涪陵\n电力0.355.966.0043.40124.007.234.780.55130.09
600505\n.SH西昌\n电力0.031.002.867.76274.202.722.190.15141.64
600644\n.SH乐山\n电力0.062.392.327.29132.553.144.860.33-7.26
600969\n.SH郴电\n国际0.060.4612.3213.62240.641.115.850.2829.35
600979\n.SH广安\n爱众0.051.413.505.46111.201.564.520.47309.19
600995\n.SH文山\n电力0.205.783.539.0645.302.575.860.9511.41
\n\n资料来源：长城证券研究所整理"} +{"pdf_name": "11752195_18.pdf", "language": "en", "markdown": "\\[ \\begin{array} { r l r } { ( 4 . 7 ) } & { \\displaystyle \\int _ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } = \\delta } \\frac { 1 } { 2 } | \\nabla u | ^ { 2 } ( \\psi \\cdot \\nu ) | x _ { n } | ^ { 1 - 2 s } - \\int _ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } = \\delta } ( \\nabla u \\cdot \\psi ) ( \\nabla u \\cdot \\nu ) | x _ { n } | ^ { 1 - 2 s } } \\\\ & { \\displaystyle } & { \\displaystyle + \\int _ { B _ { 1 } ^ { \\prime } } 2 \\chi \\operatorname { d i v } \\varphi = O ( \\delta ) . } \\end{array} \\]\n\nwhere \\( \\nu \\) is the unit outer normal to \\( \\left\\{ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } } = \\delta \\right\\} \\). Next we estimate the first two integrals in the LHS of the above equality. Since u is homogeneous of degree s (and depends only on \\( x _ { 1 } \\) and \\( x _ { n } \\)), \\( \\nabla \\boldsymbol { u } \\cdot \\boldsymbol { \\nu } = s \\boldsymbol { u } \\). Thus,\n\n\\[ \\int _ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } = \\delta } ( \\nabla u \\cdot \\psi ) ( \\nabla u \\cdot \\nu ) | x _ { n } | ^ { 1 - 2 s } = \\int _ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } = \\delta } ( \\nabla u \\cdot \\psi ) ( s u ) | x _ { n } | ^ { 1 - 2 s } = O ( \\delta ) , \\]\n\nwhere we have used the growth estimate of u around the zero set as well as\\|∇u\\|\\|x−2sn\\|12 ∈ L2loc(Rn). To estimate the first integral we use the polar coordinates in \\( ( x _ { 1 } , x _ { n } ) \\)-plane: \\( x _ { 1 } = r \\cos ( \\theta ) \\), \\( x _ { n } = r \\sin ( \\theta ) \\). Then on \\( \\{ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } } = \\delta \\} \\),\n\n\\[ \\begin{array} { l } { \\displaystyle \\frac { 1 } { 2 } | \\nabla u | ^ { 2 } ( \\psi \\cdot \\nu ) | x _ { n } | ^ { 1 - 2 s } } \\\\ { \\displaystyle \\qquad = \\frac { s ^ { 2 } \\alpha ^ { 2 } } { 2 \\delta } ( \\cos ( \\theta / 2 ) ) ^ { - 1 + 2 s } ( | \\sin ( \\theta ) | ) ^ { 1 - 2 s } \\left[ \\cos ( \\theta ) ( \\psi \\cdot e _ { 1 } ) + \\sin ( \\theta ) ( \\psi \\cdot e _ { n } ) \\right] } \\end{array} \\]\n\nSince \\( \\psi \\cdot e _ { n } = 0 \\) on \\( B _ { 1 } ^ { \\prime } \\),\n\n\\[ \\begin{array} { l } { \\displaystyle \\operatorname* { l i m } _ { \\delta \\to 0 } \\int _ { \\sqrt { x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } } = \\delta } \\frac { 1 } { 2 } | \\nabla u | ^ { 2 } ( \\psi \\cdot \\nu ) | x _ { n } | ^ { 1 - 2 s } d x = \\displaystyle \\operatorname* { l i m } _ { \\delta \\to 0 } \\int _ { B _ { 1 } ^ { \\prime \\prime } } \\frac { s ^ { 2 } \\alpha ^ { 2 } } { 2 \\delta } \\cdot 2 \\delta \\times } \\\\ { \\displaystyle \\quad \\times \\int _ { 0 } ^ { \\pi } ( \\cos ( \\theta / 2 ) ) ^ { - 1 + 2 s } ( \\sin ( \\theta ) ) ^ { 1 - 2 s } ( \\cos ( \\theta ) ) ^ { 2 } \\psi _ { 1 } ( \\delta \\cos ( \\theta ) , x ^ { \\prime \\prime } , \\delta \\sin ( \\theta ) ) \\ d \\theta d x ^ { \\prime \\prime } } \\\\ { \\displaystyle \\quad = c _ { 0 } ( s ) \\alpha ^ { 2 } \\int _ { B _ { 1 } ^ { \\prime \\prime } } \\psi _ { 1 } ( 0 , x ^ { \\prime \\prime } , 0 ) d x ^ { \\prime \\prime } , } \\end{array} \\]\n\nwhere\n\n\\[ \\begin{array} { l } { { c _ { 0 } ( s ) = s ^ { 2 } \\displaystyle \\int _ { 0 } ^ { \\pi } ( \\cos ( \\theta / 2 ) ) ^ { - 1 + 2 s } ( \\sin ( \\theta ) ) ^ { 1 - 2 s } ( \\cos ( \\theta ) ) ^ { 2 } d \\theta } } \\\\ { { \\displaystyle = s ^ { 2 } 2 ^ { - 1 - 2 s } \\frac { \\sqrt { \\pi } ( 7 + 4 s ( s - 2 ) ) \\Gamma ( 1 - s ) } { \\Gamma ( \\frac { 7 } { 2 } - s ) } . } } \\end{array} \\]\n\nCombining the above estimates and letting \\( \\delta \\rightarrow \\) 0, we have for all \\( \\varphi \\in C _ { c } ^ { \\infty } ( B _ { 1 } ^ { \\prime } ; \\mathbb { R } ^ { n - 1 } ) \\)\n\n\\[ c _ { 0 } ( s ) \\alpha ^ { 2 } \\int _ { B _ { 1 } ^ { \\prime \\prime } } \\psi _ { 1 } ( 0 , x ^ { \\prime \\prime } , 0 ) d x ^ { \\prime \\prime } + \\int _ { B _ { 1 } ^ { \\prime } } 2 \\chi \\, \\mathrm { d i v } \\, \\varphi = 0 \\]\n\nRecalling \\( \\psi _ { 1 } = \\varphi _ { 1 } \\) on \\( B _ { 1 } ^ { \\prime } \\), we have proved (4.3).\n\nStep 2. We now show that \\( \\begin{array} { r } { \\alpha = \\sqrt { \\frac { 2 M } { c _ { 0 } ( s ) } } } \\end{array} \\) and \\( \\chi = M \\chi _ { \\{ x _ { 1 } > 0 \\} } \\)\\( \\mathcal { H } ^ { n - 1 } \\)-a.e. in \\( \\mathbb { R } ^ { n - 1 } \\).\n\n(a) \\( \\chi \\equiv M \\) in \\( \\{ x _ { 1 } > 0 \\} \\).\n\nIn fact, if \\( y \\in \\{ x _ { 1 } > 0 \\} \\), then \\( u ( y ^ { \\prime } , 0 ) = \\alpha ( y _ { 1 } ) ^ { s } > 0 \\). Hence by the uniform Ho¨lder convergence of \\( u _ { \\varepsilon _ { j } } \\) to u, we have \\( u _ { \\varepsilon _ { i } } \\geq \\varepsilon _ { j } \\) in a neighborhood of \\( ( y ^ { \\prime } , 0 ) \\)"} +{"pdf_name": "11752195_19.pdf", "language": "en", "markdown": "for any \\( j \\geq j _ { 0 } \\) for some \\( j _ { 0 } = j _ { 0 } ( \\alpha , y _ { 1 } ) \\) large enough. Thus for \\( j > j _ { 0 } \\) and \\( ( x ^ { \\prime } , 0 ) \\) in the neighborhood of \\( ( y ^ { \\prime } , 0 ) \\) we have\n\n\\[ \\mathcal { B } _ { \\varepsilon _ { j } } ( u _ { \\varepsilon _ { j } } ) ( x ^ { \\prime } ) = \\int _ { 0 } ^ { u _ { \\varepsilon _ { j } } ( x ^ { \\prime } ) / \\varepsilon _ { j } } \\beta ( s ) d s = M . \\]\n\nLetting \\( j \\rightarrow \\infty \\) and since \\( y ^ { \\prime } \\) is arbitrary, we get \\( \\chi \\equiv M \\) in \\( \\{ x _ { 1 } > 0 \\} \\).\n\n(b) \\( \\chi \\equiv \\) 0 in \\( \\{ x _ { 1 } < 0 \\} \\).\n\nIn fact, we can take any \\( \\varphi \\) in (4.3) such that \\( \\mathrm { s u p p } \\, \\varphi _ { 1 } \\subset \\mathbb { R } ^ { n - 1 } \\cap \\lbrace x _ { 1 } < 0 \\rbrace \\). Then the LHS of (4.3) will vanish. This implies that \\( \\chi = c o n s t \\) in \\( \\{ x _ { 1 } < 0 \\} \\). By Lemma 3.2, \\( \\chi \\equiv M \\) or \\( \\chi \\equiv \\) 0 in \\( \\{ x _ { 1 } < 0 \\} \\). If \\( \\chi \\equiv M \\) in \\( \\{ x _ { 1 } < 0 \\} \\), then \\( \\chi \\equiv M \\) in \\( \\mathbb { R } ^ { n - 1 } \\) by (a). Thus from (4.3) \\( \\begin{array} { r } { \\int _ { \\mathbb { R } ^ { n - 2 } } \\varphi _ { 1 } ( 0 , x ^ { \\prime \\prime } ) d x ^ { \\prime \\prime } \\, = \\, 0 } \\end{array} \\) for any compactly supported vector field \\( \\varphi \\), which is a contradiction.\n\nThis then implies the claim that \\( \\chi = M \\chi _ { \\{ x _ { 1 } > 0 \\} } \\). Next, applying an integration by parts to the RHS of (4.3) we have\n\n\\[ ( 4 . 8 ) \\qquad \\qquad \\, \\, c _ { 0 } ( s ) \\alpha ^ { 2 } \\int _ { B _ { 1 } ^ { \\prime \\prime } } \\varphi _ { 1 } ( 0 , x ^ { \\prime \\prime } ) d x ^ { \\prime \\prime } = 2 M \\int _ { B _ { 1 } ^ { \\prime \\prime } } \\varphi _ { 1 } ( 0 , x ^ { \\prime \\prime } ) d x ^ { \\prime \\prime } . \\]\n\nThis implies\n\n\\[ \\alpha = \\sqrt { \\frac { 2 M } { c _ { 0 } ( s ) } } . \\eqno \\square \\]\n\nWe are now ready to prove Theorem 4.1.\n\nProof of Theorem 4.1. Without loss of generality we assume \\( x _ { 0 } \\, = \\, 0 \\) and \\( \\nu = e _ { 1 } \\). We also extend u by the even reflection with respect to \\( x _ { n } \\).\n\nConsider the rescalings \\( u _ { \\lambda } \\) and \\( \\chi _ { \\lambda } \\) at the origin. By Theorem 2.1 given \\( \\rho > \\) 0,\\( u _ { \\lambda } \\) is uniformly bounded in \\( C ^ { 0 , s } ( \\overline { { B _ { \\rho / \\lambda } } } ) \\). Therefore, there exists a sequence \\( \\lambda _ { j } \\to 0 \\),\\( u _ { 0 } \\in C ^ { 0 , s } ( \\mathbb { R } ^ { n } ) \\) and \\( \\chi _ { 0 } \\in L ^ { \\infty } ( \\mathbb { R } ^ { n } ) \\) such that \\( u _ { \\lambda _ { j } } \\to u _ { 0 } \\) uniformly on compact subsets of \\( \\mathbb { R } ^ { n } \\) and \\( \\chi _ { \\lambda _ { j } } \\rightharpoonup _ { \\lambda 0 } ^ { * } \\) in \\( L ^ { \\infty } ( \\mathbb { R } ^ { n - 1 } ) \\).\n\nNow, rescaling (4.1), we see that for every \\( R > \\) 0,\n\n\\[ | \\{ u _ { \\lambda } ( \\cdot , 0 ) > 0 \\} \\cap \\{ x _ { 1 } < 0 \\} \\cap B _ { R } ^ { \\prime } | \\to 0 \\quad { \\mathrm { a s ~ } } \\lambda \\to 0 , \\]\n\nand we deduce that \\( u _ { 0 } = 0 \\) \\( \\mathcal { H } ^ { n - 1 } \\)-a.e. in \\( \\{ x _ { 1 } < 0 , x _ { n } = 0 \\} \\). By continuity, \\( \\boldsymbol { u } _ { 0 } \\) vanishes on all of \\( \\{ x _ { 1 } \\, \\leq \\, 0 , x _ { n } \\, = \\, 0 \\} \\). Besides, we readily have that \\( u _ { 0 } \\) satisfies \\( \\mathrm { d i v } ( | x _ { n } | ^ { 1 - 2 s } \\nabla u _ { 0 } ) = 0 \\) in \\( \\{ u _ { 0 } > 0 \\} \\). Thus, we can apply Corollary A.2 in Appendix to obtain an asymptotic development\n\n\\[ ( 4 . 9 ) \\qquad \\qquad \\qquad u _ { 0 } ( x ) = \\alpha 2 ^ { - s } \\left( ( x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } ) ^ { 1 / 2 } + x _ { 1 } \\right) ^ { s } + o ( | x | ^ { s } ) \\]\n\nwith \\( \\alpha \\geq \\) 0. Next, note that by rescaling the nondegeneracy condition (4.2) and passing to the limit, we have\n\n\\[ { \\frac { 1 } { r ^ { n - 1 } } } \\int _ { B _ { r } ^ { \\prime } } u _ { 0 } d x ^ { \\prime } \\geq c \\, r ^ { s } , \\quad { \\mathrm { f o r ~ a n y ~ } } r > 0 , \\]\n\nwhich implies that \\( \\alpha > \\) 0. On the other hand, by Corollary 3.6(iii), \\( u _ { 0 } \\) is homo-geneous of degree s and hence\n\n\\[ u _ { 0 } ( x ) = \\alpha 2 ^ { - s } \\left( ( x _ { 1 } ^ { 2 } + x _ { n } ^ { 2 } ) ^ { 1 / 2 } + x _ { 1 } \\right) ^ { s } . \\]"} +{"pdf_name": "9322810_443.pdf", "language": "en", "markdown": "# X. R E L A T E D - P A R T Y R E L A T I O N S H I P S A N D T R A N S A C T I O N S (CONTINUED)\n\n# 4. SIGNIFICANT RELATED TRANSACTIONS WITH THE ABOVE RELATED PARTIES DURING THE YEAR (CONTINUED)\n\n# (5) Other related party transactions (Continued)\n\n# 3) Other related transactions\n\n
Name of related partyContent \nof related \ntransactionsCurrent yearPrior year
Other enterprises controlled by the same \ncontrolling shareholder and ultimate \ncontrolling party——93,865,684.00–
China Merchants Investment Development Co., \nLtd.Income from \ndemolition \nand relocation \ncompensation93,865,684.00–
\n\n# (6) Related guarantees\n\n# 1) The Group as the guarantor\n\nFinancing guarantees:\n\n
Guaranteed partiesGuaranteed \nbalance in the \nend of the yearGuaranteed \nbalance at the \nbeginning of the \nyearStarting date of \nthe guaranteeMaturity date of \nthe guaranteeWhether the \nguarantee has \nbeen fulfilled
China Merchants Shipping Enterprise \nCo., Ltd.2,345,705,416.002,300,000,000.002018-6-242021-6-24No
SE Logistics Holding B.V.1,797,600,000.00–2020-12-82027-12-7No
China Assess Investment Limited1,201,804,800.001,279,148,652.002017-12-222023-12-21No
China Merchants Shipping Enterprise \nCo., Ltd.801,203,200.00852,765,768.002017-12-222023-12-21No
China Merchants Great Stone Trade \nLogistics Co., Ltd.395,635,884.63443,928,962.842016-5-312031-5-30No
Jiangmen High-tech Port Development \nCo., Ltd.330,729,681.81187,652,588.562018-12-182021-12-17No
Sinotrans Logistics Co., Ltd.150,000,000.00–2020-12-222021-10-22No
China Merchants Logistics Shenzhen \nCo., Ltd.100,000,000.00–2020-6-122021-6-12No
Shenzhen Haixing Harbor Development \nCo., Ltd.98,184,899.1098,340,000.002019-7-12037-7-1No
"} +{"pdf_name": "9322810_444.pdf", "language": "en", "markdown": "# X. R E L A T E D - P A R T Y R E L A T I O N S H I P S A N D T R A N S A C T I O N S (CONTINUED)\n\n# 4. SIGNIFICANT RELATED TRANSACTIONS WITH THE ABOVE RELATED PARTIES DURING THE YEAR (CONTINUED)\n\n# (6) Related guarantees (Continued)\n\n# 1) The Group as the guarantor (Continued)\n\n
Guaranteed partiesGuaranteed \nbalance in the \nend of the yearGuaranteed \nbalance at the \nbeginning of the \nyearStarting date of \nthe guaranteeMaturity date of \nthe guaranteeWhether the \nguarantee has \nbeen fulfilled
Sinotrans Logistics Co., Ltd.50,000,000.00–2020-10-162021-10-16No
Sinotrans Sarens Logistics Co., Ltd.10,882,711.8614,937,055.482016-7-12021-6-30No
Dongguan Port Container Terminals Co., \nLtd.8,109,500.0016,383,681.742015-8-272023-1-9No
Sinotrans Shanghai Cold Chain Logistics \nCo., Ltd.–155,303,811.322017-3-292032-3-26Yes
\n\nCredit guarantees:\n\nThe Group provides guarantees for its subsidiaries from the credits of Finance Company and China Merchants Bank Co., Ltd.. The validity period of the credit is generally 1 year, and the credit line can be used in cycle within the validity period. As at 31 December 2020, the Group provided credit guarantees of RMB2,270,000,000.00 for its subsidiaries.\n\nOperating guarantees:\n\nThe Group provides operating guarantees for its subsidiaries, associates and joint venture to operate logistics project, loading and unloading operations, tendering operations, maritime booking agents services, warehousing services and other business activities to trade asset. As at 31 December 2020, the outstanding balance of operating guarantees provided to subsidiaries and joint ventures amounted to RMB19,667,279.10."} +{"pdf_name": "9229878_177.pdf", "language": "en", "markdown": "
对联营、合营企\n业投资192,365,706.521,875,000.00190,490,706.52184,118,929.971,875,000.00182,243,929.97
合计1,057,245,610.621,875,000.001,055,370,610.62718,534,630.801,875,000.00716,659,630.80
\n\n# （1）对子公司投资\n\n单位：元\n\n
被投资单位期初余额(账面价\n值)本期增减变动期末余额(账面\n价值)减值准备期末\n余额
追加投资减少投资计提减值准\n备其他
仙药销售公司34,128,000.0034,128,000.00
台州仙琚公司29,504,640.8229,504,640.82
海盛制药公司1,500,000.001,500,000.00
仙药技术公司4,500,000.004,500,000.00
北京科创公司30,500,000.003,200,000.0033,700,000.00
仙曜贸易公司5,000,000.005,000,000.00
英德瑞公司12,452,252.7812,452,252.78
百安医疗公司9,600,000.009,600,000.00
梓铭基因公司9,862,000.00400,000.0010,262,000.00
卢森堡公司272,658,856.50292,365,054.00565,023,910.50
仙琚医药公司1,400,000.001,400,000.00
能可爱心公司120,359,100.0030,450,000.00150,809,100.00
仙琚香港公司850,850.73850,850.73
仙琚萃泽公司1,400,000.002,100,000.003,500,000.00
嘉兴医药公司700,000.001,750,000.002,450,000.00
科技创新公司1,050,000.001,050,000.00
合计534,415,700.83331,315,054.00850,850.73864,879,904.10
\n\n# （2）对联营、合营企业投资\n\n单位：元\n\n
投资单位期初余额\n(账面价\n值)本期增减变动期末余额\n(账面价\n值)减值准备\n期末余额
追加投资减少投资权益法下\n确认的投\n资损益其他综合\n收益调整其��权益\n变动宣告发放\n现金股利\n或利润计提减值\n准备其他
一、合营企业
二、联营企业
"} +{"pdf_name": "9229878_178.pdf", "language": "en", "markdown": "
天台药业\n公司60,603,54\n6.525,781,186\n.8566,384,73\n3.37
阳光生物\n公司
上海三合\n公司1,875,000\n.00
弘琚贷款\n公司51,211,19\n7.963,104,401\n.072,700,000\n.0051,615,59\n9.03
君康工贸\n公司3,688,554\n.023,688,554\n.02
智腾医药\n公司4,446,315\n.011,230,025\n.355,676,340\n.36
斯瑞药业\n公司45,019,85\n3.28983,633.9\n146,003,48\n7.19
江西成琚\n公司6,574,797\n.846,574,797\n.84
聚合金融\n公司10,699,66\n5.341,108,167\n.711,100,000\n.0010,707,83\n3.05
梓晶生物\n公司19,607,30\n0.006,002,234\n.69-3,502,35\n1.7910,102,71\n3.52
小计182,243,9\n29.9719,607,30\n0.0016,265,58\n6.558,705,063\n.103,800,000\n.00190,490,7\n06.521,875,000\n.00
合计182,243,9\n29.9719,607,30\n0.0016,265,58\n6.558,705,063\n.103,800,000\n.00190,490,7\n06.521,875,000\n.00
\n\n# 4、营业收入和营业成本\n\n单位：元\n\n
项目本期发生额上期发生额
收入成本收入成本
主营业务2,167,463,174.731,133,599,114.121,863,576,892.17952,456,126.81
其他业务16,594,108.367,271,008.209,089,620.557,198,200.43
合计2,184,057,283.091,140,870,122.321,872,666,512.72959,654,327.24
\n\n收入相关信息：\n\n单位：元\n\n
合同分类分部 1分部 2合计
商品类型2,167,463,174.732,167,463,174.73
其中：
"} +{"pdf_name": "20793526_30.pdf", "language": "en", "markdown": "This glossary of technical terms contains explanations of certain technical terms used in this prospectus in connection with our Group and our business. As such, these terms and their meanings may not correspond to standard industry meanings or usage of these terms.\n\n
“elementary schools” or\n“primary schools”schools that provide education for students in hgrade one throu\nggrade six
“first-tier universities” the first batch of universities that enroll students after the National\nHihger Education Entrance Exam. Except for students with\nspecialties in arts and sports, among other things, the basic\nadmission requirement for the relevant hihg school graduates is\nthat they achieved certain level of hihg scores in the National\nHihEdger ucation Entrance Exam as designated by the relevant\nPRC provincial education authorities, and they choose such\nuniversities for their college entrance alippcation. Generally, these\nuniversities have stronger comprehensive strengths, such as school\nfacilities, academic resources and scientific research capabilities,\namong other things, and frequently gain special support from the\nPRC central and local government
“hihhlg scoos” schools that provide education for students in grade 10 throuh\nggrade 12
“Integrated Area” also known as the Beijing, Tianjin and Hebei Province Integrated\nArea. The concept of this area was created pursuant to a national\nstrateic inigtiative to ’promote the reiigons economc development
“junior college education” a three-year ldpost-hihg schoo egree-igrantng education upon\ncomlifpeton o which, a junior college degree will be granted.\nJunior college students may continue their education by enrolling\nin a two-year program and transferring some or all of the credit\nearned at thej unior college toward the degree requirements of the\nformal undergraduate degree
“middle schools” schools that provide education for students in grade seven throuh\nggrade nine
“National HihEdger ucation\nEntrance Exam” or “Gaokao”a national academic examination held annually in the PRC, which\nis a prerequisite for entrance into almost all hihger educational\ninstitutions at the undergraduate level in the PRC
“National HihEdger ucation\nEntrance Exam for Adults”a national academic examination for adults held annually in the\nPRC. Upon achieving required grades in this examination and\ncomlpetion of required courses within specified period after the\nexamination, an adult may alppy for a junior college or\nundergraduate dilpoma
"} +{"pdf_name": "20793526_31.pdf", "language": "en", "markdown": "
“one-child policy” China’s population control policy imlemented by the Populatipon\nand Family Planning Law of the PRC, according to which a family\ncan have only one child, with certain exceptions. The one-child\npolicy was relaced by the two-child policy imlemented in 2016pp
“preschools” educational establishments offering early childhood education to\nchildren prior to the commencement of compulsory education
“private schools” schools which are not administered by local, provincial or national\ngovernments
“public schools” schools administered by local, provincial or national education\nauthorities
“school sponsor” the individual(s) or entity(ies) that funds or holds interests in an\neducational institution
“school year” the school year for all of our schools, which generally starts on\nSeptember 1 of each calendar year and ends on June 30 of the next\ncalendar year
“secondary education” normallldy takes fpace ater lprimary eucation and may be folowed\nby hihger education, vocational training or emlpoyment
“Tutoring Hour” the unit for measuring tutorinig time delivered to students, tcallypy\nrepresents 60 minutes in lengths for secondary school students and\n40 minutes in lengths for primary school students
“two-child policy” China’s population control policy imlpemented in 2016 by the\nDecision of the Central Committee of the Communist Party of\nChina and the State Council on Imlpementing the Universal\nTwo-Child Policy and Reforming and Improving the Management\nof Family Planning Services 《中共中央、國務院關於實施全面兩\n孩政策改革完善計劃生育服務管理的決定》, according to which a\nfamily is allowed to have up to two children
“Zhonkgao” also known as the Senior HihSg chool Entrance Examination, the\nacademic examination held annually in the PRC to distinguish\njunior hihg school students
"} +{"pdf_name": "3038660_129.pdf", "language": "en", "markdown": "# 15. INVESTMENT PROPERTIES — Continued\n\n# Information about fair value measurements using significant unobservable inputs — Continued\n\n
DescriptionFair value\nas at\nDecember 31,\n2017 \nRMB’000Valuation techniquesUnobservable inputsRange (weihdgte average)Relationship of\nunobservable\ninputs to fair value
(2) Investment properties under construction — fair values determined by Colliers — continued
Chonidigqng Concor Cty — continued
Office1,561,222Residual approach(i) Selling price, taking into account \nthe differences in building age \nand frontage between the \ncomparables and the propertyRMB29,162 per square meterThe hihger the selling price, \nthe hihhger te fair value.
(ii) Expected developer profit30%The hihger the exdpecte \ndeveloper profit, the \nlower the fair value.
(iii) Construction costRMB9,000 per square meterThe hihger the cost, the \nlower the fair value.
(iv) Discount rate5%The hihdiger the scount \nrate, the lower the fair \nvalue.
(v) Rate of finance cost5%The hihger the rate of \nfinance cost, the lower \nthe fair value.
"} +{"pdf_name": "3038660_130.pdf", "language": "en", "markdown": "# 15. INVESTMENT PROPERTIES — Continued\n\n# Information about fair value measurements using significant unobservable inputs — Continued\n\n
DescriptionFair value\nas at\nDecember 31,\n2017Valuation techniquesUnobservable inputsRange (weihdgte average)Relationship of\nunobservable\ninputs to fair value
RMB’000
(2) Investment properties under construction — fair values determined by Colliers — continued
Chonigqng International Commerce Centre
Retail3,834,165Residual approach(i) Gross caiiptalsation rate, taking \ninto account the caiptalisation of \nrental income potential, nature \nof the property and prevailing \nmarket conditions7%The hihger the gross \ncailiptasation rate, the \nlower the fair value.
(ii) Market rent, taking into account \nthe differences in location, and \nindividual factors, such as \nfrontage and building age, \nbetween the comparables and \nthe propertyRMB461 per square meter \nper monthThe hihger the market rent, \nthe hihhger te fair value.
(iii) Expected occupancy rate60%–85%The hihger the exdpecte \noccupancy rates, the \nhihhger te fair value.
(iv) Expected developer profit30%The hihger the exdpecte \ndeveloper profit, the \nlower the fair value.
(v) Discount rate10%The hihdiger the scount \nrate, the lower the fair \nvalue.
(vi) Construction costRMB5,614 per square meterThe hihger the cost, the \nlower the fair value.
(vii) Rate of finance cost5%The hihger the rate of \nfinance cost, the lower \nthe fair value.
(viii) Rental growth rate6%The hihger the rental \ngrowth rate, the hihger \nthe fair value.
"} +{"pdf_name": "2896015_134.pdf", "language": "en", "markdown": "Colocation Business, of the \\$91 million increase in depreciation expense on these real estate assets, \\$44 million is not expected to recur in future periods.\n\nAmortization expense increased by \\$1 million, or less than 1%, for the year ended December 31, 2017 as compared to the year ended December 31, 2016 and decreased by \\$128 million, or 9%, for the year ended December 31, 2016 as compared to the year ended December 31, 2015. The increase in amortization expense for the year ended December 31, 2017 was primarily attributable to the inclusion of \\$139 million in post-acquisition Legacy Level 3 amortization expense in our consolidated amortization expense. Legacy CenturyLink’s amortization expense was lower for both periods primarily due to the use of accelerated amortization for a portion of our customer relationship assets and our entry into an agreement to sell our data centers and colocation business. The effect of using an accelerated amortization method results in an incremental decline in expense each period as the intangible assets amortize. We ceased amortizing the intangible assets of our colocation business when we entered into the agreement to sell that business. Absent the sale, we estimate that we would have recorded additional amortization expense of \\$13 million from January 1, 2017 through May 1, 2017, related to the conveyed intangible assets. In addition, amortization of capitalized software was lower in both periods due to software becoming fully amortized faster than new software was acquired or developed.\n\n# Other Consolidated Results\n\nThe following tables summarize our total other expense, net and income tax (benefit) expense:\n\n
Years Ended\nDecember 31,Increase/ \n(Decrease)%\nChange
20172016
(Dollars in millions)
Interest expense ..............................................$(1,481)(1,318)163 12 %
Other income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1257 140 %
Total other expense, net ........................................$(1,469)(1,313)156 12 %
Income tax (benefit) expense .................................... $ (849)394(1,243) nm
\n\n
Years Ended\nDecember 31,Increase/ \n(Decrease)%\nChange
20162015
(Dollars in millions)
Interest expense ..............................................$(1,318)(1,312)6 — %
Other income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .549(44)(90)%
Total other expense, net ........................................$(1,313)(1,263)50 4 %
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 394438(44)(10)%
\n\nnm - Percentages greater than 200% and comparisons between positive and negative values or to/from zero values are considered not meaningful.\n\n# Interest Expense\n\nInterest expense increased by \\$163 million, or 12%, for the year ended December 31, 2017 as compared to the year ended December 31, 2016. The increase in interest expense was primarily due to (i) the issuance of\\$7.945 billion of term loans in 2017 for the purpose of providing funding for the Level 3 acquisition, (ii) the assumption of Level 3’s debt upon the consummation of the acquisition of Level 3, which accounted for\\$80 million in post-acquisition interest expense and (iii) the recognition of imputed interest expense resulting from the failed-sale-leaseback as further described in Note 3—Sale of Data Centers and Colocation Business. Interest expense increased by \\$6 million, or less than 1%, for the year ended December 31, 2016 as compared to the year ended December 31, 2015. The increase in interest expense was substantially due to a reduction in the"} +{"pdf_name": "2896015_135.pdf", "language": "en", "markdown": "amount of net premium amortization recorded at acquisition due to the early retirement of several issuances of debt during the period, which has the effect of increasing interest expense, and an increase in interest expense on unsecured notes related to the issuance of \\$1.0 billion of new debt in April, 2016 in advance of a debt maturity in June, 2016.\n\n# Other Income, Net\n\nOther income, net reflects certain items not directly related to our core operations, including our share of income from partnerships we do not control, interest income, gains and losses from non-operating asset dispositions, foreign currency gains and losses and components of net periodic pension and postretirement benefit costs. Other income (expense), net increased by \\$7 million, or 140%, for the year ended December 31, 2017 as compared to the year ended December 31, 2016. This increase in other income, net was primarily due to a reduction in the loss on early retirement of debt, an increase in interest income from the \\$6 billion Term Loan B funds held in escrow and income generated from our services agreements with Cyxtera, which was substantially offset by a lower expected return on assets in 2017 for our pension and post-retirement plans. The expected return on assets for our pension and post-retirement plans was lower in 2017 as compared to 2016, which resulted in us recording pension and post-retirement expense in 2017 as compared to recording pension and post-retirement income in 2016. Other income, net decreased by \\$44 million, or 90%, for the year ended December 31, 2016 as compared to the year ended December 31, 2015. This decrease in other income, net was primarily due to losses on early retirement of debt, which was partially offset by the impact of nonrecurring funding from a state economic development program.\n\n# Income Tax (Benefits) Expense\n\nThe enactment of the Tax Cuts and Jobs Act legislation in December 2017 resulted in a re-measurement of our deferred tax assets and liabilities at the new federal corporate tax rate of 21%. The re-measurement resulted in a tax benefit of approximately \\$1.1 billion recorded in the fourth quarter of 2017, which was the predominant factor contributing to our recognition of an \\$849 million income tax benefit for 2017, versus income tax expense of \\$394 million in the prior year. Income tax expense decreased by \\$44 million for the year ended December 31, 2016 as compared to the year ended December 31, 2015. For the years ended December 31, 2017, 2016 and 2015, our effective income tax rate was (157.2)%, 38.6% and 33.3%, respectively. The effective tax rate for the year ended December 31, 2017 reflects the benefit from the re-measurement of deferred taxes as noted above, a\\$27 million tax expense related to the sale of our data centers and colocation business and a \\$32 million tax impact of non-deductible transaction costs related to the Level 3 acquisition. The effective tax rate for the year ended December 31, 2016 reflects a tax impact of \\$18 million from an intercompany dividend payment from one of our foreign subsidiaries to its domestic parent company that was made as part of our corporate restructuring in preparation for the sale of our colocation business. The effective tax rate for the year ended December 31, 2015 reflects a tax benefit of approximately \\$34 million related to affiliate debt rationalization, research and development tax credits of \\$28 million for 2011 through 2015, and a \\$16 million tax decrease due to changes in state taxes caused by apportionment changes, state tax rate changes and the changes in the expected utilization of net operating loss carryforwards (“NOLs”). See Note 13—Income Taxes to our consolidated financial statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017 and “Critical Accounting Policies and Estimates—Income Taxes” below for additional information."} +{"pdf_name": "20756527_62.pdf", "language": "en", "markdown": "
“Substantial Shareholder(s)” has the meaning ascribed to it under the Listing Rules
“Tongwen Education” Guangzhou Tongwen Education Investment Group Co.,\n*Ltd. (廣州同文教育投資集團有限公司), a limited liability\ncompany established under the laws of the PRC on July 7,\n2015 which is owned as to 44.5% by Ms. He Huifen, 12.75%\nby Mr. Han Liing, 24% by Ms. Zhou Lanid8qqng an 1.75%\nby Ms. He Huifang
“Tongwen Investment” Guangzhou Lingnan Tongwen Education Investment\nManagement Co., Ltd.* (廣州嶺南同文教育投資管理有限公\n司), a limited liability company established under the laws\nof the PRC on January 21, 2014 which is owned as to 80.0%\nby Tongwen Education and 20.0% by Zhuhai Yixing Equity\nInvestment Partnership (Limited Partnership)* (珠海易興股\n權投資合夥企業(有限合夥))
“Track Record Period” the three years ended December 31, 2018, 2019, and 2020
“Underwriters” the Hong Kong Underwriters and the International\nUnderwriters
“Underwriting Agreements” the Hong Kong Underwriting Agreement and the\nInternational Underwriting Agreement
“U.S.” or “United States” the United States of America, its territories, its possessions\nand all areas subject to itsj urisdiction
“U.S. dollar(s)” or “US$” or\n“USD”United States dollars, the lawful currency for the time being\nof the United States
“U.S. Securities Act” the U.S. Securities Act of 1933, as amended from time to\ntime, and the rules and regulations promulgated thereunder
“VAT” value-added tax
“WHITE Aliippcaton Form(s)” the alifppcation orm(s) for use by the public who require(s)\nsuch Hong Kong Offer Shares to be issued in the alippcants’\nown names
“YELLOW Aliippcaton Form(s)” the form of aliippcaton for the HonKg ong Offer Shares for\nuse by the public who require such Hong Kong Offer Shares\nto be deposited directly into CCASS
"} +{"pdf_name": "20756527_63.pdf", "language": "en", "markdown": "
“Zhihui Guang”Zhihui Guang Limited, a limited liability company\nincorporated under the laws of the BVI on August 9, 2018\nand is owned by Mr. He Huishan as to 51% and by Ms. Zhou\nLaning as to 49%, and is one of our Controlliqng\nShareholders
“%”per cent
\n\nCertain amounts and percentage figures included in this prospectus have been subject lo rounding adjustments. Accordingly, figures shown as totals in certain tables may not be an arithmetic aggregation of the figures preceding them.\n\nIn this prospectus, unless otherwise stated, certain amounts denominated in Renminbi have been translated into Hong Kong dollars or U.S. dollars at an exchange rate of RMB0.8315 =HK\\$1.00 or RMB6.4546 = US\\$1.00, respectively, for illustration purpose only. Such conversions shall not be construed as representations that amounts in Renminbi were or could have been or could be converted into Hong Kong dollars or U.S. dollars at such rates or any other exchange rates on such date or any other date.\n\nIf there is any inconsistency between the Chinese names of entities or enterprises established in the PRC and their English translations, the Chinese names shall prevail. The English translation of company or entity names in Chinese or another language which are marked with “\\*” and the Chinese translation of company or entity names in English which are marked with “\\*” is for identification purpose only.\n\nUnless otherwise specified, all relevant information in this prospectus assumes no exercise of the Over-allotment Option."} +{"pdf_name": "7468298_221.pdf", "language": "en", "markdown": "# 37 SUBSIDIARIES AND CONTROLLED STRUCTURED ENTITY (continued)\n\n
Name of entityPlace and date of\nincorporation\nand kind of\nlegal entityPrincipal\nactivities and\nplace of operationParticulars\nof issued\nshare capitalEffective interest\nheld as at\n31 December
20202019
Xinjiang Jinchuan Jiahua\n Automobile Service Co., Ltd.The PRC,\n20 March 2019,\nlimited liabilit*y companyTransaction services,\nthe PRCRMB5,000,000100%100%
Shanghai Zengxin Information\n Technology Co., Ltd.The PRC,\n25 April 2019,\nlimited liabilit#y companyTechnology\ndevelopment,\nthe PRCRMB500,000,000100%100%
Guangdong Haihan Technology\n Development Co., LtdThe PRC,\n8 November 2019,\nlimited liabilit#y companyInformation\ntechnology,\nthe PRCRMB102,200,000100%100%
Guangzhou Shengda Financing\n Guarantee Company LimitedThe PRC,\n12 November, 2019,\nlimited liability companyFinancial services,\nthe PRCRMB100,170,000100%100%
Hainan Xinye Information\n Technology Co., Ltd.The PRC,\n21 April, 2020,\nlimited liabilit#y companyInformation\ntechnology,\nthe PRCRMB10,000,000100%–
Yunnan Juliying enterprise\n management Co., Ltd.The PRC,\n10 October 2020,\nlimited liabilit#y companyFinancial services,\nthe PRCRMB20,000,000100%–
Xinjiang Wanhong Information\n Technology Co., Ltd.The PRC,\n15 September 2020,\nlimited liabilit#y companyInformation\ntechnology,\nthe PRCRMB20,000,000100%–
Xinjiang Wanyi Information\n Technology Co., Ltd.The PRC,\n15 September 2020,\nlimited liabilit#y companyInformation\ntechnology,\nthe PRCRMB20,000,000100%–
Tianjin Duoxin Financing\n Guarantee Company LimitedThe PRC,\n18 September 2020,\nlimited liabilit#y companyFinancial services,\nthe PRCRMB300,000,000100%–
Beijing Xinshu Information\n Technology Co., Ltd.The PRC,\n22 September 2020\nlimited liabilit#y companyInformation\ntechnology,\nthe PRCRMB3,000,000100%–
"} +{"pdf_name": "7468298_222.pdf", "language": "en", "markdown": "# 37 SUBSIDIARIES AND CONTROLLED STRUCTURED ENTITY (continued)\n\n
Name of entityPlace and date of\nincorporation\nand kind of\nlegal entityPrincipal\nactivities and\nplace of operationParticulars\nof issued\nshare capitalEffective interest\nheld as at\n31 December
20202019
Yixin Hong Kong Investment limitedHong Kong,\n25 November 2020,\nlimited liability companyInvestment holding,\nHong KongHK$1100%–
Ruige Capital Management \n Co., Ltd.The PRC,\n23 December 2020,\nlimited liabilit#y companyInvestment holding,\nthe PRCUS$100,000,000100%–
Beijing Yixin Information\n Technology Co., Ltd.The PRC,\n9 January 2015,\nlimited liabili^ty companyAdvertising and\nsubscription services,\nthe PRCRMB50,000,000100%100%
\n\nRemarks:\n\n\\# Registered as wholly foreign owned enterprises under PRC law\n\n\\* Registered as sino- foreign equity joint venture under PRC law\n\n^ Controlled by New Contractual Arrangements"} +{"pdf_name": "20748374_336.pdf", "language": "en", "markdown": "all purposes. All personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all other genders, and the singular shall include the plural and vice versa. The use herein of the word “including” following any general statement, term or matter shall not be construed to limit such statement, term or matter to the specific items or matters set forth immediately following such word or to similar items or matters, whether or not non-limiting language (such as “without limitation,” “but not limited to” or words of similar import) is used with reference thereto, but rather shall be deemed to refer to all other items or matters that could reasonably fall within the broadest possible scope of such general statement, term or matter.\n\nSection 6.3 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.\n\nSection 6.4 No Third Party Rights. The provisions of this Agreement are intended to bind the Parties as to each other and are not intended to and do not create rights in any other person or confer upon any other person any benefits, rights or remedies, and no person is or is intended to be a third party beneficiary of any of the provisions of this Agreement.\n\nSection 6.5 Counterparts. This Agreement may be executed in any number of counterparts (including facsimile or .pdf copies) with the same effect as if all Parties had signed the same document. All counterparts shall be construed together and shall constitute one and the same instrument.\n\nSection 6.6 Applicable Law; Forum, Venue and Jurisdiction. This Agreement shall be construed in accordance with and governed by the laws of the State of Texas, without regard to the principles of conflicts of law. Each of the Parties (a) irrevocably agrees that any claims, suits, actions or proceedings arising out of or relating in any way to this Agreement shall be exclusively brought in any federal court of competent jurisdiction situated in the United States District Court for the Western District of Texas, San Antonio Division, or if such federal court declines to exercise or does not have jurisdiction, in the district court of Bexar County, Texas, in each case regardless of whether such claims, suits, actions or proceedings sound in contract, tort, fraud or otherwise, are based on common law, statutory, equitable, legal or other grounds, or are derivative or direct claims, (b) irrevocably submits to the exclusive jurisdiction of the United States District Court for the Western District of Texas, San Antonio Division, or if such federal court declines to exercise or does not have jurisdiction, of the district court of Bexar County, Texas in connection with any such claim, suit, action or proceeding, (c) agrees not to, and waives any right to, assert in any such claim, suit, action or proceeding that (i) it is not personally subject to the jurisdiction of the United States District Court for the Western District of Texas, San Antonio Division, or the district court of Bexar County, Texas, or of any other court to which proceedings in such courts may be appealed, (ii) such claim, suit, action or proceeding is brought in an inconvenient forum, or (iii) the venue of such claim, suit, action or proceeding is improper, (d) expressly waives any requirement for the posting of a bond by a party bringing such claim, suit, action or proceeding and (e) consents to process being served in any such claim, suit, action or proceeding by mailing, certified mail, return receipt requested, a copy thereof to such party at the address in effect for notices hereunder or by personal service within or without the State of Texas, and agrees that service in such forms shall constitute"} +{"pdf_name": "20748374_337.pdf", "language": "en", "markdown": "good and sufficient service of process and notice thereof; provided, however, that nothing in clause (e) hereof shall affect or limit any right to serve process in any other manner permitted by law.\n\nSection 6.7 Severability. If any of the provisions of this Agreement are held by any court of competent jurisdiction to contravene, or to be invalid under, the laws of any political body having jurisdiction over the subject matter hereof, such contravention or invalidity shall not invalidate the entire Agreement. Instead, this Agreement shall be construed as if it did not contain the particular provision or provisions held to be invalid and an equitable adjustment shall be made and necessary provision added so as to give effect to the intention of the Parties as expressed in this Agreement at the time of execution of this Agreement.\n\nSection 6.8 Amendment or Modification. This Agreement may be amended or modified from time to time only by the written agreement of all the Parties. Each such instrument shall be reduced to writing and shall be designated on its face as an amendment to this Agreement. Notwithstanding anything in the foregoing to the contrary, any amendment executed by the Partnership or any of its subsidiaries shall not be effective unless and until the execution of such amendment has been approved by the Conflicts Committee.\n\nSection 6.9 Integration. This Agreement, together with the Schedules and Exhibits referenced herein, constitutes the entire agreement among the Parties pertaining to the subject matter hereof and supersedes all prior agreements and understandings of the Parties in connection therewith.\n\nSection 6.10 Specific Performance. The Parties agree that money damages may not be a sufficient remedy for any breach of this Agreement and that in addition to any other remedy available at law or equity, the Parties shall be entitled to seek specific performance and injunctive or other equitable relief as a remedy for any Party’s breach of this Agreement. The Parties agree that no bond shall be required for any injunctive relief in connection with a breach of this Agreement.\n\nSection 6.11 Deed; Bill of Sale; Assignment. To the extent required and permitted by applicable law, this Agreement shall also constitute a “deed,” “bill of sale” or “assignment” of the Assets and interests referenced herein. For the avoidance of doubt, the conveyance of the Assets from TRMC, the General Partner or the Partnership to the General Partner, the Partnership or the Operating Company, all as applicable, is not intended to be treated as a sale for tax or any other purposes."} +{"pdf_name": "9237321_23.pdf", "language": "en", "markdown": "
“BLT Burger” BLT BURGER (HK) LIMITED, a company incorporated in Hong\nKong with limited liability on 27 July 2009 and a direct wholly-\nowned subsidiary of Dining Concepts (Western)
“BLT Burger (Harbour City)” BLT Burger, a Western style restaurant operating under BLT\nBurger which is situated at Shop OT 301– OT 301A, Level 3,\nOcean Terminal, Harbour City
“BLT Burger (Times Square)” BLT Burger, a Western style restaurant operating under Wealthy\nHome which is situated at Shop B224A, Basement 2, Times\nSquare, Causeway Bay, Hong Kong
“BLT Restaurants” BLT RESTAURANTS (HK) LIMITED, a company incorporated in\nHong Kong with limited liability on 10 September 2008 and a\ndirect wholly-owned subsidiary of Dining Concepts (Western)
“BLT Steak” BLT Steak, a Western style restaurant operating under BLT\nRestaurants which is situated at Shop OT G62, Ground Floor,\nOcean Terminal, Harbour City
“Board” or “Board of Directors” the board of Directors
“Bombay Dreams” Bombay Dreams, an Asian style restaurant operating under\nBombay Dreams (HK) which is situated at Flats A and B, 4th\nFloor, Carfield Commercial Building, 75 and 77 Wyndham Street,\nCentral, Hong Kong
“Bombay Dreams (HK)” BOMBAY DREAMS (HK) LIMITED (formerly known as\n“WAITERS ON WHEELS LIMITED” and “CUISINE COURIER\nLIMITED”, respectively), a company incorporated in Hong Kong\nwith limited liability on 26 July 2002 and a direct wholly-owned\nsubsidiary of Dining Concepts (Asian)
“Bombay Dreams To Go” or\n“takeaway outlet”the takeaway outlet with supporting kitchen for takeaway food\norders and outdoor catering services for Bombay Dreams,\noperating under Bombay Dreams (HK) which is situated at Shop\n1, Ground Floor and store, Mezzanine Floor, Po Thai Building, 9\nPossession Street, Hong Kong
“Bouchon” Bouchon Bistro Francais (formerly known as “Bizou Bistro” and\n“Ocean Grill”), a Western style restaurant operating under Excel\nTeam which is situated at Flat D, Ground Floor, 49, 49A, 49B\nand 49C Elgin Street, Central, Hong Kong
“Braza” Braza Churrascaria Brazilian Steakhouse (formerly known as\n“Mayta Peruvian Kitchen & Pisco Bar”), a Western style\nrestaurant operating under BBQ Restaurants which is situated at\nUnits A, B and C, 3rd Floor, Grand Progress Building, 58, 60 and\n62 D’Aguilar Street, 15 and 16 Lan Kwai Fong, Central, Hong\nKong
"} +{"pdf_name": "9237321_24.pdf", "language": "en", "markdown": "
“Bread Street Kitchen” Bread Street Kitchen, a Western style restaurant operating under\nPine Best which is situated at Mezzanine Floor, LKF Tower,\n33 Wyndham Street and 55 D’Aguilar Street, Central, Hong Kong
“breakeven point” accounting breakeven, which refers to the number of month(s)\nsince the commencement of business of the restaurant at which\nthe monthly revenue is at least equal to the monthly expenses,\ntaking into account the non-cash items such as depreciation and\namortisation expenses
“BRU Beer & Bite” BRU Beer & Bite, a Western style restaurant expected to be\nopened in the year ending 31 March 2018, expected to be\noperated under New Era which will be situated at Shop 06-G03,\nGround Floor, Block C Dormitory, Central Police Station,\n10 Hollywood Road, Central, Hong Kong
“Buildings Department” Buildings Department of the Hong Kong Government
“business day(s)” a day which is not a Saturday, Sunday or public holiday in Hong\nKong and on which banks in Hong Kong are generally open for\nnormal banking business to the public
“Business Registration\nOrdinance”Business Registration Ordinance (Chapter 310 of the Laws of\nHong Kong), as amended, supplemented or otherwise modified\nfrom time to time
“BVI” the British Virgin Islands
“CAGR” compound annual growth rate
“California Vintage” California Vintage, a Western style restaurant operated under\nCalifornia Vintage (HK) which was situated at Shop B, Ground\nFloor, Carfield Commercial Building, 75 and 77 Wyndham Street,\nCentral, Hong Kong. California Vintage was closed on 6 March\n2016
“California Vintage (HK)” CALIFORNIA VINTAGE LIMITED, a company incorporated in\nHong Kong with limited liability on 28 June 2010 and a direct\nwholly-owned subsidiary of Dining Concepts (Western)
“Capitalisation Issue” the issue of 658,900,165 Shares to be made upon capitalisation\nof part of the amount standing to the credit of the share premium\naccount of our Company as referred to in the section headed\n“Further information about our Company— Written resolutions of\nour Shareholders passed on 14 July 2016” in Appendix IV to this\nprospectus
“Cayman Islands Share\nRegistrar”Estera Trust (Cayman) Limited, the Cayman Islands share\nregistrar of our Company
"} +{"pdf_name": "11784888_5.pdf", "language": "en", "markdown": "with both gauge and reducibility parameters displayed in (6), (8), and (11), together with their corresponding antifields (denoted by star variables)\n\n\\[ \\Phi ^ { \\alpha _ { 0 } } \\equiv \\bigl \\{ \\varphi , A _ { \\mu } , H ^ { \\mu } , B ^ { \\mu \\nu } , \\phi ^ { A } \\bigr \\} , \\quad \\Phi _ { \\alpha _ { 0 } } ^ { * } \\equiv \\bigl \\{ \\varphi ^ { * } , A ^ { * \\mu } , H _ { \\mu } ^ { * } , B _ { \\mu \\nu } ^ { * } , \\phi _ { A } ^ { * } \\bigr \\} , \\quad ( 1 4 ) \\]\n\n\\[ \\Omega ^ { \\alpha _ { 1 } } \\to \\eta ^ { \\alpha _ { 1 } } \\equiv \\{ \\eta , C ^ { \\mu \\nu } , \\eta ^ { \\mu \\nu \\rho } \\} , \\qquad \\qquad \\eta _ { \\alpha _ { 1 } } ^ { \\ast } \\equiv \\{ \\eta ^ { \\ast } , C _ { \\mu \\nu } ^ { \\ast } , \\eta _ { \\mu \\nu \\rho } ^ { \\ast } \\} , \\qquad \\qquad ( 1 5 ) \\]\n\n\\[ \\Omega ^ { \\alpha _ { 2 } } \\rightarrow \\eta ^ { \\alpha _ { 2 } } \\equiv \\{ C ^ { \\mu \\nu \\rho } , \\eta ^ { \\lambda \\mu \\nu \\rho } \\} , \\qquad \\qquad \\eta _ { \\alpha _ { 2 } } ^ { * } \\equiv \\{ C _ { \\mu \\nu \\rho } ^ { * } , \\eta _ { \\lambda \\mu \\nu \\rho } ^ { * } \\} , \\qquad \\qquad ( 1 6 ) \\]\n\n\\[ \\Omega ^ { \\alpha _ { 3 } } \\rightarrow \\eta ^ { \\alpha _ { 3 } } \\equiv \\{ C ^ { \\lambda \\mu \\nu \\rho } \\} , \\eqno ( 1 7 ) \\]\n\nFor notational ease, it is convenient to organize the fields/ghosts and respectively antifields into\n\n\\[ \\chi ^ { \\Delta } \\equiv \\{ \\Phi ^ { \\alpha _ { 0 } } , \\eta ^ { \\alpha _ { 1 } } , \\eta ^ { \\alpha _ { 2 } } , \\eta ^ { \\alpha _ { 3 } } \\} , \\qquad \\chi _ { \\Delta } ^ { * } \\equiv \\{ \\Phi _ { \\alpha _ { 0 } } ^ { * } , \\eta _ { \\alpha _ { 1 } } ^ { * } , \\eta _ { \\alpha _ { 2 } } ^ { * } , \\eta _ { \\alpha _ { 3 } } ^ { * } \\} . \\qquad \\qquad ( 1 8 ) \\]\n\nThe \\( \\mathbb { Z } _ { 2 } \\) grading of the BRST algebra in terms of the Grassmann parity (\\( \\succ \\)) is inferred from the observation that all the original fields together with the accompanying gauge and reducibility parameters are bosonic, so, according to the general rules of the antifield formalism, we take\n\n\\[ \\varepsilon ( \\eta ^ { \\alpha _ { k } } ) = k \\bmod 2 , \\quad k = 1 , 2 , 3 , \\quad \\quad \\varepsilon ( \\chi _ { \\Delta } ^ { * } ) = ( \\varepsilon ( \\chi ^ { \\Delta } ) + 1 ) \\bmod 2 . \\quad \\quad ( 1 9 ) \\]\n\nThe Grassmann parity is then lifted to the BRST algebra by means of its additive action modulo 2 against multiplication. In agreement with the usual prescriptions of the BRST method, the BRST algebra is endowed with three more gradings (correlated with the main derivatives/differentials acting on this algebra): two N-gradings along the antifield number agh and respectively the pure ghost number pgh and a total Z-grading in terms of the ghost number gh. These are instated by setting the values of the corresponding degrees at the level of the BRST generators\n\n\\[ \\mathrm { a g h } ( \\chi ^ { \\Delta } ) = 0 , \\ \\ \\ \\ \\mathrm { a g h } ( \\Phi _ { \\alpha _ { 0 } } ^ { * } ) = 1 , \\ \\ \\ \\ \\mathrm { a g h } ( \\eta _ { \\alpha _ { k } } ^ { * } ) = k + 1 , \\ \\ \\ \\ k = 1 , 2 , 3 , \\ \\ \\ \\ ( 2 0 ) \\]\n\n\\[ \\mathrm { p g h } ( \\chi _ { \\Delta } ^ { * } ) = 0 , \\; \\; \\; \\; \\mathrm { p g h } ( \\Phi ^ { \\alpha _ { 0 } } ) = 0 , \\; \\; \\; \\; \\mathrm { p g h } ( \\eta ^ { \\alpha _ { k } } ) = k , \\; \\; \\; \\; \\; \\; \\; \\; \\; \\; k = 1 , 2 , 3 , \\; \\; \\; \\; ( 2 1 ) \\]\n\nand by further using their additive behaviour with respect to multiplica-tion. Finally, the (total) ghost number of any object with definite pure ghost and antifield numbers is defined like \\( \\mathrm { g h } ( a ) = \\mathrm { p g h } ( a ) - \\mathrm { a g h } ( a ) \\).\n\nDue to the fact that the right-hand sides of both gauge transformations (3)–(5) and relations (7) and (10) do not depend on the fields \\( \\Phi ^ { \\alpha _ { 0 } } \\) (or, in other words, all gauge generators and reducibility functions — of order one"} +{"pdf_name": "11784888_6.pdf", "language": "en", "markdown": "and respectively two — are field independent), it follows that the BRST differential s reduces to a sum of two fermionic derivations\n\n\\[ s = \\delta + \\gamma , \\eqno ( 2 2 ) \\]\n\nwith \\( \\delta \\) the Koszul–Tate differential, graded in terms of agh \\( ( \\mathrm { a g h } ( \\delta ) = - 1 \\)),and \\( \\gamma \\) the longitudinal exterior derivative (in this case a true differential), graded by pgh \\( ( \\mathrm { p g h } ( \\gamma ) \\) = 1). These two degrees do not interfere \\( ( \\mathrm { a g h } ( \\gamma ) \\) = 0,\\( \\mathrm { p g h } ( \\delta ) \\) = 0), such that the total degree of the BRST differential (and of each of its components), namely gh, becomes equal to 1:\\( \\operatorname { g h } ( s ) = \\operatorname { g h } ( \\delta ) = \\operatorname { g h } ( \\gamma ) = \\) 1. One of the major requirements of the BRST setting, namely the second-order nilpotency of s, becomes equivalent to three separate equations\n\n\\[ s ^ { 2 } = 0 \\Leftrightarrow ( \\delta ^ { 2 } = 0 , \\, \\delta \\gamma + \\gamma \\delta = 0 , \\, \\gamma ^ { 2 } = 0 ) , \\eqno ( 2 3 ) \\]\n\nwhich confirms that \\( \\gamma \\) can indeed be constructed as a true differential in the case of the free model under study. The actions of \\( \\delta \\) and \\( \\gamma \\) on the BRST generators that enforce (23) as well as the fundamental cohomological requirements of the antifield BRST theory [27, 28, 29, 30, 31, 32] are given by\n\n\\[ \\delta \\chi ^ { \\Delta } = 0 , \\qquad \\qquad \\qquad \\delta \\varphi ^ { * } = \\partial _ { \\lambda } H ^ { \\lambda } , \\qquad \\qquad \\delta A ^ { * \\mu } = \\partial _ { \\lambda } B ^ { \\lambda \\mu } , \\qquad \\qquad ( 2 4 ) \\]\n\n\\[ \\begin{array} { r } { \\delta H _ { \\mu } ^ { * } = - \\partial _ { \\mu } \\varphi , \\qquad \\qquad \\delta B _ { \\mu \\nu } ^ { * } = - \\frac 1 2 \\partial _ { [ \\mu } A _ { \\nu ] } , \\qquad \\quad \\delta \\phi _ { A } ^ { * } = k _ { A B } \\sqcap \\phi ^ { B } , \\qquad ( 2 5 ) } \\end{array} \\]\n\n\\[ \\delta \\eta ^ { * } = - \\partial _ { \\lambda } A ^ { * \\lambda } , \\qquad \\quad \\delta C _ { \\mu \\nu } ^ { * } = \\partial _ { [ \\mu } H _ { \\nu ] } ^ { * } , \\qquad \\qquad \\delta \\eta _ { \\mu \\nu \\rho } ^ { * } = \\partial _ { [ \\mu } B _ { \\nu \\rho ] } ^ { * } , \\qquad ( 2 6 ) \\]\n\n\\[ \\delta C _ { \\mu \\nu \\rho } ^ { * } = - \\partial _ { [ \\mu } C _ { \\nu \\rho ] } ^ { * } , \\qquad \\delta \\eta _ { \\lambda \\mu \\nu \\rho } ^ { * } = - \\partial _ { [ \\lambda } \\eta _ { \\mu \\nu \\rho ] } ^ { * } , \\qquad \\delta C _ { \\lambda \\mu \\nu \\rho } ^ { * } = \\partial _ { [ \\lambda } C _ { \\mu \\nu \\rho ] } ^ { * } , \\qquad ( 2 7 ) \\]\n\n\\[ \\gamma \\chi _ { \\Delta } ^ { * } = 0 , \\qquad \\qquad \\qquad \\gamma \\varphi = 0 , \\qquad \\qquad \\qquad \\gamma A _ { \\mu } = \\partial _ { \\mu } \\eta , \\qquad \\qquad ( 2 8 ) \\]\n\n\\[ \\gamma H ^ { \\mu } = - 2 \\partial _ { \\lambda } C ^ { \\lambda \\mu } , \\qquad \\gamma B ^ { \\mu \\nu } = - 3 \\partial _ { \\lambda } \\eta ^ { \\lambda \\mu \\nu } , \\qquad \\gamma \\phi ^ { A } = 0 , \\qquad \\qquad ( 2 9 ) \\]\n\n\\[ \\gamma \\eta = 0 , \\qquad \\qquad \\qquad \\gamma C ^ { \\mu \\nu } = - 3 \\partial _ { \\lambda } C ^ { \\lambda \\mu \\nu } , \\: \\: \\: \\: \\: \\gamma \\eta ^ { \\mu \\nu \\rho } = - 4 \\partial _ { \\lambda } \\eta ^ { \\lambda \\mu \\nu \\rho } , \\: \\: \\: \\: ( 3 0 ) \\]\n\n\\[ \\gamma C ^ { \\mu \\nu \\rho } = - 4 \\partial _ { \\lambda } C ^ { \\lambda \\mu \\nu \\rho } , \\quad \\gamma \\eta ^ { \\lambda \\mu \\nu \\rho } = 0 , \\qquad \\qquad \\gamma C ^ { \\lambda \\mu \\nu \\rho } = 0 , \\qquad \\qquad ( 3 1 ) \\]\n\nwhere both operators are assumed to act like right derivations and \\( \\sqsupset \\equiv \\)\\( \\partial _ { \\mu } \\partial ^ { \\mu } \\) symbolizes the d’Alembertian. We notice that the actions of \\( \\gamma \\) on all fields/ghosts can be obtained in this particular situation simply by replacing all gauge or reducibility parameters from the right-hand sides of relations (3)–(5), (7), (10), and (13) with the corresponding ghosts introduced in (15)–(17).\n\nA striking feature of the antifield approach, in spite of its essentially La-grangian origins, resides in the (anti)canonical action of the BRST differen-tial [23, 24, 25, 26, 27, 28, 29, 30, 31, 32], \\( s \\cdot = ( \\cdot , S ) \\), where its (anti)canonical"} +{"pdf_name": "20796868_197.pdf", "language": "en", "markdown": "# ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE\n\nItem 10 will be incorporated by reference pursuant to Regulation 14A under the Exchange Act. The Registrant expects to file an amended Form 10-K with the SEC within 120 days after the close of the year ended December 31, 2016.\n\n# ITEM 11. EXECUTIVE COMPENSATION\n\nItem 11 will be incorporated by reference pursuant to Regulation 14A under the Exchange Act. The Registrant expects to file an amended Form 10-K with the SEC within 120 days after the close of the year ended December 31, 2016.\n\n# ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS\n\nItem 12 will be incorporated by reference pursuant to Regulation 14A under the Exchange Act. The Registrant expects to file an amended Form 10-K with the SEC within 120 days after the close of the year ended December 31, 2016.\n\n# ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE\n\nItem 13 will be incorporated by reference pursuant to Regulation 14A under the Exchange Act. The Registrant expects to file an amended Form 10-K with the SEC within 120 days after the close of the year ended December 31, 2016.\n\n# ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES\n\nItem 14 will be incorporated by reference pursuant to Regulation 14A under the Exchange Act. The Registrant expects to file an amended Form 10-K with the SEC within 120 days after the close of the year ended December 31, 2016.\n\n# PART IV\n\n# ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES\n\n# (a) The following documents are filed as a part of this report:\n\n# Financial statements\n\nThe following consolidated financial statements are included in “Part II—Item 8. Financial Statements and Supplementary Data” of this Annual Report:\n\n
Page
Report of Independent ReiPbligstered uc Accountinig Frm97
Consolidated Statements of Operations98
Consolidated Balance Sheets99
"} +{"pdf_name": "20796868_198.pdf", "language": "en", "markdown": "
Consolidated Statements of Members’ Equity (Deficit)100
Consolidated Statements of Cash Flows101
Notes to Consolidated Financial Statements103
Sulppemental Financial Information
Sulppemental Selected QuarterlFy inancial Information (Unaudited)133
Sulppemental Oil and Natural Gas Information134
\n\n141\n\n# (b) Exhibits\n\nThe following exhibits are incorporated by reference into the filing indicated or are filed herewith.\n\n
Exhibit No.Exhibit TitleIncorporated by Reference to the Following
2.1*Purchase Agreement and Plan of Merger, dated as of \nApril 20, 2015, by and among Vanguard Natural \nResources, LLC, Lihgthouse Merger Sub, LLC, \nLime Rock Management LP, Lime Rock Resources \nA, L.P., Lime Rock Resources B, L.P., Lime Rock \nResources C, L.P., Lime Rock Resources II-A, L.P., \nLime Rock Resources II-C, L.P., LRR Energy, L.P. \nand LRE GP, LLCExhibit 2.1 to Form 8-K, filed April 22, 2015 by \nLRR Energy, L.P. (File No. 001-33016)
2.2*Agreement and Plan of Merger, dated as of May 21, \n2015, by and among Vanguard Natural Resources, \nLLC, Talon Merger Sub, LLC, Eale Rgock Energy \nPartners, L.P. and Ealge Rock Energy GP, L.P.Exhibit 2.1 to Form 8-K, filed May 22, 2015 by \nEalge Rock Energy Partners, L.P. (File No. 001-\n35344)
2.3Purchase and Sale Agreement, dated March 29, \n2016, among Vanguard Operating, LLC, NonOp \nSolutions III, L.P. and NonOp Solutions IV LP.Exhibit 2.1 to Form 8-K, filed March 30, 2016 \n(File No. 001-33756)
3.1Fifth Amended and Restated Limited Liability \nCompany Agreement of Vanguard Natural \nResources, LLCExhibit 3.1 to Form 8-K, filed September 15, \n2014 (File No. 001-33756)
4.1Indenture, dated as of April 4, 2012, among \nVanguard Natural Resources, LLC and VNR \nFinance Corp., as issuers, the Subsidiary Guarantors \nnamed therein, as guarantors, and U.S. Bank \nNational Association, as trusteeExhibit 4.1 to Form 8-K, filed April 4, 2012 (File \nNo. 001-33756)
4.2First SulIdppemental nenture, dated as of Ail4pr , \n2012, among Vanguard Natural Resources, LLC and \nVNR Finance Corp., as issuers, the Subsidiary \nGuarantors named therein, as guarantors, and \nU.S. Bank National Association, as trusteeExhibit 4.2 to Form 8-K, filed April 4, 2012 (File \nNo. 001-33756)
4.3Second SulIdppemental nenture, dated as of \nDecember 9, 2015, among Vanguard NaturalExhibit 4.3 to Form 10-K, filed March 7, 2016 \n(File No. 001-33756)
"} +{"pdf_name": "20748697_221.pdf", "language": "en", "markdown": "# AWARDS AND RECOGNITIONS\n\nWe have received numerous awards recognizing our achievements in various aspects of our business and service offerings. The following table sets forth some of the awards and accolades we have received:\n\n
YearAwarded\nEntit/Idiynvidual Award/AccreditationAwarding\nOrganization
2017-\n2019. . .Greentown\nManagementChina’s Leading\nEnterprise in Real\nEstate Project\nManagement\nOperation (2017-\n2019年中國房地產代\n建運營優秀企業)China Real Estate Top\n10 Research Team\n(中國房地產To 10\np研究組)
2018-\n2019. . .Greentown\nManagementAnnual Influential\nBusiness Model\nAward (年度影響力\n商業模式大獎)Guandian Real Estate\nNew Media Co.,\nLtd. (觀點地產新媒\n體)
2017-\n2019. . .Greentown\nManagementAnnual CSR\nContribution Award\n(年度CSR貢獻獎)Economic Observer\nNewspaper (經濟觀\n察報)
2018 . . . . Yiwu and Hejuyuan\nProjects (義烏和聚園\n項目)Civil EniZgneerinhg an\nTianGyou old Award\nfor Outstanding\nResidential\nCommunity in China\n(中國土木工程詹天\n佑獎優秀住宅小區金\n獎)China Civil\nEniigneerng Society\n(中國土木工程學會)
2017 ....Greentown\nManagementBusiness Model Award\nin the PRC Real\nEstate Industry (中國\n房地產商業模式年度\n大獎)Guandian Real Estate\nNew Media Co.,\nLtd. (觀點地產新媒\n體)
Greentown\nManagementChina’s Value-Growth\nLeading Real Estate\nCompany (中國房地\n產成長價值領軍企\n業)Guandian Real Estate\nNew Media Co.,\nLtd. (觀點地產新媒\n體)
Yiwu Anhu Home\nProject (義烏安福家\n園項目)Energy-saving and\nenvironmentally\nfriendly residential\nproperty showcase\nproject (節能環保型\n住宅國家康居示範工\n程)Ministry of Housing\nand Urban-Rural\nHousing\nIndustrialization\nCenter (國家住建部\n住宅產業化中心)
"} +{"pdf_name": "20748697_222.pdf", "language": "en", "markdown": "
YearAwarded\nEntit/Idiynvidual Award/AccreditationAwarding\nOrganization
Yiwu Beiyuan and\nJuyuan Project (義烏\n北苑和聚園項目)Energy-saving and\nenvironmentally\nfriendly residential\nproperty showcase\nproject (節能環保型\n住宅國家康居示範工\n程)Ministry of Housing\nand Urban-Rural\nHousing\nIndustrialization\nCenter (國家住建部\n住宅產業化中心)
2013-\n2014. . .Nanjing public housing\n(南京岱山保障房項\n目)Guangsha Award (廣廈\n獎)The PRC government\nat national level (中\n國房地產業協會/住\n房和城鄉建設部住宅\n產業化促進中心)
2013 ....Qiandaohu Pearl Plaza\n(千島湖珍珠廣場)4th China Artistic\nEnvironment Gold\nAward (第四屆中國\n環境藝術金獎)Architectural Society\nof China (中國建設\n文化藝術協會/環境\n藝術專業委員會)
\n\n# PROPERTIES\n\n# Owned Properties\n\nAs of the Latest Practicable Date, we owned a total of 31 properties in Hangzhou, the PRC, with an aggregated floor area of approximately 5,035 sq.m., which we use as our office. As of the same date, we also owned 25 properties located in Hangzhou, Shengzhou, Huzhou and Ningbo, the PRC, with an aggregated floor area of approximately 2,481 sq.m., for which we held as investment properties. Our PRC Legal Advisors have confirmed that we have obtained the real estate ownership certificates for these properties. The following table sets forth details of our owned properties:\n\n
No.Description/LocationGross Site Area
(sq.m.)
1. . . Room 701, Block 3, Xixi International Business Center,\nXihu district, Hangzhou294.87
2. . . Room 702, Block 3, Xixi International Business Center,\nXihu district, Hangzhou147.91
3. . . Room 703, Block 3, Xixi International Business Center,\nXihu district, Hangzhou242.42
4. . . Room 704, Block 3, Xixi International Business Center,\nXihu district, Hangzhou248.45
5. . . Room 705, Block 3, Xixi International Business Center,\nXihu district, Hangzhou60.78
"} +{"pdf_name": "20788707_180.pdf", "language": "en", "markdown": "# EXECUTIVE SESSIONS OF NON-MANAGEMENT DIRECTORS\n\nValley’s Corporate Governance Guidelines require the Board to hold separate executive sessions for both independent and non-management directors. The Board holds an executive session at least twice a year with only independent directors and regularly holds an executive session with only non-management directors. In each instance the Lead Director is the presiding director for the session.\n\n# SHAREHOLDER AND INTERESTED PARTIES COMMUNICATIONS WITH DIRECTORS\n\nThe Board of Directors has established the following procedures for shareholder or interested party communications with the Board of Directors or with the Lead Director of the Board:\n\n• Shareholders or interested parties wishing to communicate with the Board of Directors, the non-management or independent directors, or with the Lead Director should send any communication to Valley National Bancorp, c/o Alan D. Eskow, Corporate Secretary, at 1455 Valley Road, Wayne, NJ 07470. Any such communication should state the number of shares owned by the shareholder.\n\n• The Corporate Secretary will forward such communication to the Board of Directors or, as appropriate, to the particular committee chairman or to the Lead Director, unless the communication is a personal or similar grievance, a shareholder proposal or related communication, an abusive or inappropriate communication, or a communication not related to the duties or responsibilities of the Board of Directors in which case the Corporate Secretary has the authority to determine the appropriate disposition of the communication. All such communications will be kept confidential to the extent possible.\n\n• The Corporate Secretary will maintain a log and copies of all such communications for inspection and review by any Board member or by the Lead Director, and will regularly review all such communications with the Board or the appropriate committee chairman or with the Lead Director at the next meeting.\n\n# COMMITTEES OF THE BOARD OF DIRECTORS;BOARD OF DIRECTORS MEETINGS\n\nIn 2017, the Board of Directors maintained an Audit Committee, a Nominating and Corporate Governance Committee, and a Compensation and Human Resources Committee. Only independent directors serve on these committees. In addition to these committees, the Company and the Bank also maintain a number of committees to oversee other areas of Valley’s operations. These include an Executive Committee, Community Reinvestment Act (\"CRA\") Committee, Investment Committee, Pension/Savings & Investment Trustees Committee, Risk Committee, Strategic Planning Committee and a Trust Committee, all of which have both independent and non-independent directors, as permitted by the SEC and the NYSE.\n\nEach director attended at least 76% or more of the meetings of the Board of Directors and of each committee on which he or she served for the year ended December 31, 2017. Our Board met 10 times during 2017 and the Bank’s Board met 10 times during 2017.\n\nThe following table presents 2017 membership information for each of our Audit, Nominating and Corporate Governance, and Compensation and Human Resources Committees.\n\n
NameAuditNominating \nand\nCorporate \nGovernanceCompensation \nand\nHuman \nResources
Andrew B. AbramsonXXX
Peter J. BaumXX
Pamela R. BronanderX
Eric P. Edelstein(Chair)XX
Gerald KordeXX(Chair)
Michael L. LaRussoXX
Marc J. Lenner(Chair)X
Suresh L. SaniXXX
Jeffrey S. WilksXX
2017 Number of \nM*eetings576
\n\n\\* Includes telephonic meetings.\n\nAUDIT COMMITTEE. The Audit Committee formally met 5 times during 2017. In addition, the Committee Chairman and Risk Committee Chairman met with the Chief Audit Executive and Chief Risk Officer of Valley monthly for the purpose of communicating closely with those officers and receiving updates on significant developments. The Board of Directors has determined that each member of the Audit Committee is financially literate and that more than one member of the Audit Committee has the accounting or related financial management expertise required by the NYSE. The Board of Directors has also determined that Mr. Edelstein, Mr. LaRusso and Mr. Wilks meet the SEC criteria of an “Audit Committee Financial Expert.” The charter for the Audit Committee can be viewed at our website www.valleynationalbank.com/charters. The charter gives the Audit Committee the authority and responsibility for the appointment, retention, compensation and oversight of our independent registered public accounting firm, including pre-approval of all audit and non-audit services to be performed by our independent registered public accounting firm. Each"} +{"pdf_name": "20788707_181.pdf", "language": "en", "markdown": "member of the Audit Committee is independent under the NYSE listing rules. Other responsibilities of the Audit Committee pursuant to the charter include:\n\n• Reviewing the scope and results of the audit with Valley’s independent registered public accounting firm;\n\n• Reviewing with management and Valley’s independent registered public accounting firm Valley’s interim and year-end operating results including SEC periodic reports and press releases;\n\n• Considering the appropriateness of the internal accounting and auditing procedures of Valley;\n\n• Considering the independence of Valley’s independent registered public accounting firm;\n\n• Overseeing the internal audit function;\n\n• Reviewing the significant findings and recommended action plans prepared by the internal audit function, together with management’s response and follow-up; and\n\n• Reporting to the full Board on significant matters coming to the attention of the Audit Committee.\n\nNOMINATING AND CORPORATE GOVERNANCE COMMITTEE. The Nominating and Corporate Governance Committee met 7 times during 2017. This Committee reviews qualifications of and recommends to the Board candidates for election as director of Valley, considers the composition of the Board, and recommends committee assignments. The Nominating and Corporate Governance Committee also reviews and as appropriate approves all related party transactions in accordance with our Related Party Policy. The Nominating and Corporate Governance Committee is responsible for approving and recommending to the Board our corporate governance guidelines which include:\n\n• Director qualifications and standards;\n\n• Director responsibilities;\n\n• Director orientation and continuing education;\n\n• Limitations on Board members serving on other boards of directors;\n\n• Director access to management and records;\n\n• Criteria for the annual self-assessment of the Board, and its effectiveness; and\n\n• Responsibilities of the Lead Director.\n\nThe Nominating and Corporate Governance Committee reviews recommendations from shareholders regarding corporate governance and director candidates. The procedure for submitting recommendations of director candidates is set forth below under the caption “Nomination of Directors.” Each member of the Nominating and Corporate Governance Committee is independent under NYSE listing rules. The charter for the Nominating and Corporate Governance Committee can be viewed at our website www.valleynationalbank.com/charters.\n\nCOMPENSATION AND HUMAN RESOURCES COMMITTEE. The Compensation and Human Resources Committee formally met 6 times during 2017. This Committee determines CEO compensation, sets compensation levels for directors and sets compensation for named executive officers (\"NEOs\") and other executive officers. It also administers our Executive Incentive Plan and the 2016 Long-Term Stock Incentive Plan, and makes awards pursuant to those plans. The charter for the Committee can be viewed on our website at www.valleynationalbank.com/charters. Each member of the Compensation and Human Resources Committee is independent under NYSE listing rules.\n\nThe Board has delegated the responsibility for executive compensation matters to the Compensation and Human Resources Committee. The minutes of the Committee meetings are provided at Board meetings and the chairman of the Committee reports to the Board significant issues dealt with by the Committee.\n\nIn January 2018, in undertaking its responsibilities, the Committee received from the CEO recommendations (except those that relate to his compensation) for salary, non-equity incentive awards, restricted stock and restricted stock unit awards for NEOs and other executive officers. After considering the possible payments and discussing the recommendations with the CEO, the Committee met in executive session to make the final decisions on these elements of compensation.\n\nUnder authority delegated by the Committee, all other employee salaries and non-equity compensation are determined by executive management. For stock awards, based on operational considerations, prior awards and staff numbers, a block of shares is allocated by the Committee. The individual restricted stock and restricted stock unit awards are then allocated by the CEO and his executive staff to these non-executive officers and employees.\n\nUnder authority delegated by the Committee, during the year, the CEO is authorized, within certain numerical limits, to make stock awards in specific circumstances: special incentive awards for non-officers, retention awards, awards to new employees and grants on completion of advanced degrees.\n\nAll awards not specifically approved in advance by the Committee, but awarded under the authority delegated, are"} +{"pdf_name": "20751986_194.pdf", "language": "en", "markdown": "
Name of State-owned Tobacco\nCompanies CustomerParticulars of contract(s) for sale of paper cigarette packages between our\nGroup and each of the State-owned Tobacco Companies Customers\n(collectively, the ‘‘Agreements’’)Estimated maximum transaction\namount for the year ending\n31 December 2014
5. China Tobacco Yunnan (1) An agreement between Hubei Golden Three Gorges, China Tobacco Yunnan\nand Yunnan Tobacco Materials (Group) Company Limited (雲南中煙物資(集\n團)有限責任公司), a wholly-owned subsidiary of China Tobacco Yunnan,\ndated 11 March 2014 for the period from 11 March 2014 to 31 December\n2014RMB37,643,000
(2) An agreement between Hubei Golden Three Gorges, China Tobacco Yunnan\nand Yunnan Tobacco Materials (Group) Company Limited (雲南中煙物資(集\n團)有限責任公司), a wholly-owned subsidiary of China Tobacco Yunnan,\ndated 11 March 2014 for the period from 11 March 2014 to 31 December\n2014
(3) An agreement between Hubei Golden Three Gorges, China Tobacco Yunnan\nand Yunnan Tobacco Materials (Group) Company Limited (雲南中煙物資(集\n團)有限責任公司), a wholly-owned subsidiary of China Tobacco Yunnan,\ndated 11 March 2014 for the period from 11 March 2014 to 31 December\n2014
(4) An agreement between Hubei Golden Three Gorges, China Tobacco Yunnan\nand Yunnan Tobacco Materials (Group) Company Limited (雲南中煙物資(集\n團)有限責任公司), a wholly-owned subsidiary of China Tobacco Yunnan,\ndated 14 March 2014 for the period from 14 March 2014 to 31 December\n2014
(5) An agreement between Hubei Golden Three Gorges, China Tobacco Yunnan\nand Yunnan Tobacco Materials (Group) Company Limited (雲南中煙物資(集\n團)有限責任公司), a wholly-owned subsidiary of China Tobacco Yunnan,\ndated 14 March 2014 for the period from 14 March 2014 to 31 December\n2014
6. China Tobacco Shandong (1) An agreement between Hubei Golden Three Gorges and China Tobacco\nShandong dated 27 January 2014 for the period from 27 January 2014 to\n31 December 2014RMB13,497,000
(2) An agreement between Hubei Golden Three Gorges and China Tobacco\nShandong dated 27 January 2014 for the period from 27 January 2014 to\n31 December 2014
7. China Tobacco Henan (1) An agreement between Hubei Golden Three Gorges and China Tobacco\nHenan dated 14 March 2014 for the period from 1 January 2014 to 30 June\n2014RMB63,252,000
(2) An agreement between Hubei Golden Three Gorges and China Tobacco\nHenan dated 14 March 2014 for the period from 1 January 2014 to 30 June\n2014
8. Hainan Hongta Cigarette (1) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Hainan Hongta Cigarette dated 8 May 2014 for the\nyear ending 31 December 2014RMB18,810,000
(2) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Hainan Hongta Cigarette dated 8 May 2014 for the\nyear ending 31 December 2014
"} +{"pdf_name": "20751986_195.pdf", "language": "en", "markdown": "
Name of State-owned Tobacco\nCompanies CustomerParticulars of contract(s) for sale of paper cigarette packages between our\nGroup and each of the State-owned Tobacco Companies Customers\n(collectively, the ‘‘Agreements’’)Estimated maximum transaction\namount for the year ending\n31 December 2014
9. China Tobacco Fujian (1) An agreement between Hubei Golden Three Gorges, China Tobacco Fujian\nand Xiamen Tobacco Industrial Co., Ltd., a wholly-owned subsidiary of\nChina Tobacco Fujian, dated 21 March 2014 for the period from 1 July 2013\nto 30 June 2014RMB21,019,000
(2) An agreement between Hubei Golden Three Gorges, China Tobacco Fujian\nand Xiamen Tobacco Industrial Co., Ltd., a wholly-owned subsidiary of\nChina Tobacco Fujian, dated 21 March 2014 for the period from 1 July 2013\nto 30 June 2014
(3) An agreement between Hubei Golden Three Gorges, China Tobacco Fujian\nand Xiamen Tobacco Industrial Co., Ltd., a wholly-owned subsidiary of\nChina Tobacco Fujian, dated 17 March 2014 for the period from 1 July 2013\nto 30 June 2014
(4) An agreement between Hubei Golden Three Gorges, China Tobacco Fujian\nand Xiamen Tobacco Industrial Co., Ltd., a wholly-owned subsidiary of\nChina Tobacco Fujian, dated 17 March 2014 for the period from 1 July 2013\nto 30 June 2014
10. China Tobacco Guizhou An agreement between Hubei Golden Three Gorges and China Tobacco Guizhou\ndated 17 April 2013 for the period from 1 April 2013 to 31 March 2015RMB16,581,000
11. Shanxi Kunming Tobacco (1) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Shanxi Kunming Tobacco dated 21 April 2014 for\nthe period from 21 April 2014 to 31 December 2014RMB33,578,000
(2) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Shanxi Kunming Tobacco dated 21 April 2014 for\nthe period from 21 April 2014 to 31 December 2014
12. Shenzhen Tobacco Industrial (1) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Shenzhen Tobacco Industrial dated 8 May 2014 for\nthe period from 8 May 2014 to 31 December 2014RMB16,721,000
(2) An agreement between Hubei Golden Three Gorges, China Tobacco Industry\nDevelopment Centre and Shenzhen Tobacco Industrial dated 8 May 2014 for\nthe period from 8 May 2014 to 31 December 2014
13. Inner Mongolia Kunming\nCigarettes(1) An agreement between Hubei Golden Three Gorges, Inner Mongolia Kunming\nCigarettes and China Tobacco Industry Development Center dated 3 March\n2014 for the period from 3 March 2014 to 31 December 2014RMB8,683,000
(2) An agreement between Hubei Golden Three Gorges, Inner Mongolia Kunming\nCigarettes and China Tobacco Industry Development Center dated 3 March\n2014 for the period from 3 March 2014 to 31 December 2014
(3) An agreement between Hubei Golden Three Gorges, Inner Mongolia Kunming\nCigarettes and China Tobacco Industry Development Center dated 10 March\n2014 for the period from 10 March 2014 to 31 December 2014
(4) An agreement between Hubei Golden Three Gorges, Inner Mongolia Kunming\nCigarettes and China Tobacco Industry Development Center dated 13 March\n2014 for the period from 13 March 2014 to 31 December 2014
"} +{"pdf_name": "11781282_7.pdf", "language": "en", "markdown": "FIG. 4. Probabilities \\( P ( m _ { 1 } , m _ { 2 } | \\psi ) \\) for the outcomes of the sequential measurement of \\( m _ { 1 } \\) (PM-polarization) and \\( m _ { 2 } \\) (HV-polarization) on an input state polarized at \\( 6 7 . 5 ^ { \\circ } \\), halfway between P and V .\n\nstrength is therefore a powerful tool for the analysis of masurement statistics that may give us important new insights into the way that classical and non-classical correlations complement each other.\n\nFIG. 5. Conditional averages \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , m _ { 2 } ) \\) as a function of measurement strength \\( \\theta \\). The solid curve represents the theoretical prediction for a measurement without experimental imperfections, the broken line was calculated for an interferomter visibility of \\( V _ { P M } = 0 . 9 3 \\).\n\nThe conditional average \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , m _ { 2 } ) \\) is obtained from the correlations between \\( \\hat { S } _ { P M } \\) and the two measurement results \\( m _ { 1 } \\) and \\( m _ { 2 } \\) that originate from the statistics of the initial state \\( \\psi \\). Specifically, the estimate is obtained by updating the initial statistics of \\( \\psi \\) based on the outcomes \\( m _ { 1 } \\) and \\( m _ { 2 } \\), where the measurement strength controls the relative statistical weights of the information obtained from \\( m _ { 1 } \\) and \\( m _ { 2 } \\). At a maximal measurement strength of \\( \\theta \\: = \\: 2 2 . 5 ^ { \\circ } \\), the PM-measurement completely randomizes the HV-polarization, so that the conditional average \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , m _ { 2 } ) \\) is independent of \\( m _ { 2 } \\) and the estimation procedure is based on the classical correlations between \\( m _ { 1 } \\) and \\( \\hat { S } _ { P M } \\). As the measurement strength is weakend, a small contribution of non-classical correlations emerges as the conditional averages for \\( m _ { 2 } = + 1 \\) and for \\( m _ { 2 } = - 1 \\) split, with the estimates for the more likely \\( m _ { 2 } \\)-outcomes dropping towards zero and the estimates for the less likely \\( m _ { 2 } \\)-outcomes diverging to values greater than +1 for \\( m _ { 1 } = + 1 \\) and more negative than −1 for \\( m _ { 1 } = - 1 \\). Even small contributions of non-classical correlations therefore result in estimates that cannot be reproduced by classical statistics. Due to experimental imperfections, the anomalous values of \\( A _ { \\mathrm { o p t . } } ( + 1 , + 1 ) > 1 \\) are easier to observe than the anomalous values of \\( A _ { \\mathrm { o p t . } } ( - 1 , + 1 ) < - 1 \\). Specifically, the"} +{"pdf_name": "11781282_8.pdf", "language": "en", "markdown": "small probabilities of the result (−1, +1) are significantly enlarged by the noise background associated with limited visibilities. As the measurement strength drops, the initial bias in favor of P-polarization in the input state \\( \\psi \\) begins to outweigh the effect of the measurement result of \\( m _ { 1 } \\, = \\, - 1 \\) that would indicate M-polarization. Of particular interest is the crossing point around \\( \\theta = 1 2 . 3 ^ { \\circ } \\), where the initial information provided by \\( \\psi \\) and the measurement information \\( m _ { 1 } \\) become equivalent and the estimate is \\( A _ { \\mathrm { o p t . } } ( - 1 , m _ { 2 } ) \\, = \\, 0 \\) for both \\( m _ { 2 } \\, = \\, + 1 \\) and \\( m _ { 2 } \\, = \\, - 1 \\). For measurement strengths below this crossing point, the initial bias provided by the initial state towards P-polarization clearly dominates the estimate, resulting in positive values of \\( A _ { \\mathrm { o p t . } } ( - 1 , m _ { 2 } ) \\). Significantly, the increase of the estimate with reduction in measurement strength is much faster for \\( m _ { 2 } = + 1 \\) than for \\( m _ { 2 } = - 1 \\), since the lower probability of the outcome \\( m _ { 2 } = + 1 \\) effectively enhances the statistical weight of the information. For \\( \\theta \\approx 1 1 ^ { \\circ } \\), this enhancement of the estimate even results in a crossing between \\( A _ { \\mathrm { o p t . } } ( - 1 , + 1 ) \\) and \\( A _ { \\mathrm { o p t . } } ( + 1 , + 1 ) \\), so that the value estimated for an outcome of \\( m _ { 1 } = - 1 \\) actually exceeds the value estimated for an outcome of \\( m _ { 1 } = + 1 \\) at measurement strengths of \\( \\theta < 1 1 ^ { \\circ } \\). This counter-intuitive difference between the outcome of the PM-measurement and the estimated value of PM-polarization appears due to the effects of the measurement outcome \\( m _ { 1 } \\) on the quantum correlations between \\( m _ { 2 } \\) and the target observable \\( \\hat { S } _ { H V } \\) in the initial state. Specifically, low probability outcomes always enhance the correlations between measurement results and target observable. Therefore, the low probability outcome \\( m _ { 1 } = - 1 \\) enhances the correlation between \\( m _ { 2 } \\, = \\, + 1 \\) and \\( \\bar { S } _ { H V } \\), which favours the P-polarization. On the other hand, the much higher probability of \\( m _ { 1 } = + 1 \\) does not result in a comparative enhancement of this correlation, so that the estimated value \\( A _ { \\mathrm { o p t . } } ( + 1 , + 1 ) \\) for an outcome of \\( m _ { 1 } = + 1 \\) 1 is actually lower than the estimated value \\( A _ { \\mathrm { o p t . } } ( - 1 , + 1 ) \\) for an outcome of \\( m _ { 1 } \\, = \\, - 1 \\). These non-classical aspects of correlations between measurement results and target observable highlight the importance of the relation between the two measurement outcomes: it is impossible to isolate the measurement result \\( m _ { 1 } \\) from the context established by both \\( \\psi \\) and \\( m _ { 2 } \\). Since the estimated values \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , m _ { 2 } ) \\) correspond to weak values, this observation may also provide a practical example of the relation between weak values and contextuality [20].\n\nIn the limit of zero measurement strength (\\( \\theta \\)= 0), the estimated values depend only on \\( m _ { 2 } \\), with the unlikely measurement outcome of \\( m _ { 2 } = + 1 \\) resulting in an anomalous weak value of \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , + 1 ) = \\sqrt { 2 } + 1 \\) and the likely outcome of \\( m _ { 2 } = - 1 \\) resulting in a weak value estimate of \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , - 1 ) = \\sqrt { 2 } \\! - \\! 1 \\). Since these estimates are based only on the outcomes of precise measurements of HV-polarization, they provide a direct illustration of the non-classical correlation between \\( \\hat { S } _ { P M } \\) and \\( \\hat { S } _ { H V } \\) in \\( \\psi \\). Due to the specific choice of initial state, \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , + 1 ) \\) is larger than \\( A _ { \\mathrm { o p t . } } ( m _ { 1 } , - 1 ) \\), which means that the detection of H-polarization makes P-polarization more likely, while the detection of V-polarization increases the likelihood of M-polarization. If we disregard for a moment that the estimated values for \\( m _ { 2 } = + 1 \\) lie outside the range of possible eigenvalues, we can give a fairly intuitive characterization of this non-classical correlation. Clearly, the lowest likelihood is assigned to the combination of H-polarization and M-polarization, which are the least likely polarization results obtained in separate measurements of HV-polarization and PM-polarization for the input state \\( \\psi \\). We can therefore summarize the result by observing that quantum correlations between Bloch vector components strongly suppress thej oint contributions of the least likely results, to the point where the correlation can exceed positive probability boundaries, corresponding to an implicit assignment of negative values to the combination of the two least likely outcomes [18].\n\nThe results presented in this section clearly show that the final HV-measurement provides additional information about the target observable \\( \\hat { A } = \\hat { S } _ { P M } . \\). We can therefore expect that the measurement error will be reduced signifi-cantly if we use \\( A _ { m _ { 1 } , m _ { 2 } } = A _ { \\mathrm { o p t . } } ( m _ { 1 } , m _ { 2 } ) \\) as measurement result assigned to thej oint outcome \\( ( m _ { 1 } , m _ { 2 } ) \\). In the final section of our discussion, we will therefore take a look at the measurement errors obtained at different measurement strengths \\( \\theta \\) and identify the amount of PM-information obtained from the measurement of HV-polarization.\n\n# VI. EVALUATION OF MEASUREMENT ERRORS\n\nAccording to Eq. (6), the measurement errors for optimized measurement outcomes \\( A _ { m } = A _ { \\mathrm { o p t . } } ( m ) \\) can be evaluated directly by subtracting the statistical fluctuations of \\( A _ { m } \\) from the initial fluctuations of the target observable \\( \\hat { A } \\) in the initial state \\( \\psi \\). We can therefore use the results of the previous sections to obtain the measurement errors \\( \\varepsilon ^ { 2 } ( A ) \\) for the measurement outcomes \\( m _ { 1 } \\) and for the combined measurement outcomes \\( ( m _ { 1 } , m _ { 2 } ) \\). The results are shown in Fig. 6, together with the measurement error given by Eq. (11), which is obtained by assigning values of \\( A _ { m _ { 1 } } = \\pm 1 \\) to the measurement outcomes \\( m _ { 1 } \\).\n\nNot surprisingly, the sub-optimal assignment of eigenvalues to the measurement outcomes results in much avoidable extra noise. In fact, the error for this assignment exceeds the uncertainty of \\( \\Delta A ^ { 2 } \\, = \\, 0 . 5 \\) for the initial state \\( \\psi \\) at measurement strengths of \\( \\theta < 1 3 . 5 ^ { \\circ } \\), indicating that one can obtain a better estimate of PM-polarization from the expectation value of the input state. This never happens in the case of the errors \\( \\varepsilon _ { \\mathrm { o p t . } } \\) associated with the optimal estimates of the target observable, since the optimized estimates based on the conditional averages for the different"} +{"pdf_name": "9286580_175.pdf", "language": "en", "markdown": "
Key Audit MatterHow our audit addressed the Key Audit Matter
Measurement of expected credit losses for loans and advances to customers and financial investments
Refer to Note 4 (c), Note 5 (i), Note 22 and Note 23 to \nthe consolidated financial statements.\nAs at 31 December 2020, gross loans and advances \nto customers and accrued interest included for the \npurpose of expected credit loss assessment, as presented \nin the G’roups consolidated balance sheet, amounted \nto RMB4,478,775 million, for which the management \nrecognized an impairment allowance of RMB126,251 \nmillion; total financial investments and accrued interest \nincluded for the purpose of expected credit loss assessment \namounted to RMB1,697,310 million, for which the \nmanagement recognized an impairment allowance of \nRMB16,421 million.\nThe balances of loss allowances for the loans and advances \nto customers and financial investments represent the \nmanagement’s best estimates at the balance sheet date \nof expected credit losses (“ECL”) under International \nFinancial Reporting Standard 9: Financial Instruments \nexpected credit losses models.We obtained an understanding of the management’s \ninternal control and assessment process of ECL for loans \nand advances to customers, and financial investments, \nand assessed the inherent risk of material misstatement \nby considering the degree of estimation uncertainty and \nlevel of other inherent risk factors.\nWe evaluated and tested the design and operating \neffectiveness of the internal controls relating to ECL \nfor loans and advances to customers, and financial \ninvestments, primarily including:\n(1) Governance over ECL models, including the\nselection, approval and alippcation of modelling \nmethodology; and the internal controls relating to \nthe on-going monitoring and optimization of the \nmodels;\n(2) Internal controls relating to significant management\njudgments and assumptions, including the assess \nand approval of portfolio segmentation, model \nselections, parameters estimation, identification of \nsignificant increase in credit risk, defaults or credit-\nimpaired loans, forward-looking measurement, \nand management overlay adjustments;\n(3) Internal controls over the accuracy and\ncomleteness of key ipnputs used by the models;\n(4) Internal controls relating to estimated future cash\nflows and calculations of present values of such \ncash flows for corporate loans and advances and \nfinancial investments in stage 3;\n(5) Internal controls over the information systems for\nECL measurement;\n(6) Evaluation and approval of the measurement result\nof ECL for loans and advances to customers, and \nfinancial investments.
"} +{"pdf_name": "9286580_176.pdf", "language": "en", "markdown": "
Key Audit MatterHow our audit addressed the Key Audit Matter
Measurement of expected credit losses for loans and advances to customers and financial investments (continued)
The management assesses whether the credit risk of loans \nand advances to customers and financial investments have \nincreased significantly since their initial recognition, and \nalippes a three-stage impairment model to calculate their \nECL. For stages 1 and 2 financial assets, the management \nassesses impairment allowance using risk parameter model \nthat incorporates key parameters, including probability of \ndefault, loss igven default, exposure at default and discount \nrates. For stages 3 financial assets, the management \nassesses impairment allowance using both risk parameter \nmodel and discounted cash flows model.\nThe models of ECL involves significant management \njudgments and assumptions, primarily including:\n(1) Segmentation of business operations sharing\nsimilar credit risk characteristics, selection of \nappropriate models and determination of relevant \nkey measurement parameters;\n(2) Criteria for determining whether or not there was\na significant increase in credit risk, or a default or \ncredit-impaired;\n(3) Economic indicators for forward-looking\nmeasurement, and the alippcation of economic \nscenarios and weihgtings;The substantive procedures we preformed primarily \nincluded:\nAccording to the risk characteristics of assets, we evaluated \nthe segmentation of business operations. We assessed \nthe appropriateness of the modellinig methodologes \nadopted for ECL measurement by comparing with the \nindustry practice. We also examined the coding for model \nmeasurement on a samle bpasis, to tested whether or \nnot the models reflect the modelling methodoloiges \ndocumented by the management.\nWe have examined the accuracy of data inputs for the ECL \nmodels, covering examination of supporting information \non a samle bpasis, including contractual information, \nsuch as maturity dates, and other financial and non-\nfinancial inf’ormation, such as the borrowers historical \nand reporting date information, which have been agreed \nwith the underliyng data used to generate probability of \ndefault and internal credit ratings; (ii) assessment of the \nreasonableness of the loss iven default using historigcal \ndata and benchmarking against industry practices; and \n(iii) examination of borrowing contracts and assessment of \nthe reasonableness of exposure at default and discounting \nrates.\nWe selected samlpes, in consideration of the financial \ninformation and non-financial information of the \nborrowers, relevant external evidence and other factors, \nto assess the appropriateness of the management’s \nidentification of significant increase in credit risk, defaults \nand credit-impaired loans.
"} +{"pdf_name": "9285198_217.pdf", "language": "en", "markdown": "entities and/or citizens, would nonetheless be treated as a PRC domestic entity for investment in the Catalog of Restrictions, subject to the examination of the relevant authority in charge of foreign investment. For these purposes, “control” is defined in the Draft Foreign Investment Law to cover any of the following summarized categories:\n\n(i) directly or indirectly holding 50% or more of the equity interest, assets, voting rights or similar equity interest of the subject entity;\n\n(ii) directly or indirectly holding less than 50% of the equity interest, assets, voting rights or similar equity interest of the subject entity but:\n\n(a) having the power to directly or indirectly appoint or otherwise secure at least 50% of the seats on the board or other equivalent decision-making bodies,\n\n(b) having the power to secure its nominated person to acquire at least 50% of the seats on the board or other equivalent decision-making bodies, or\n\n(c) having the voting power to exert material influence over decision-making bodies, such as the shareholders’ meeting or the board; or\n\n(iii) having the power to exert decisive influence, via contractual or trust arrangements, over the subject entity’s operations, financial, staffing and technology matters.\n\nIn respect of “actual control”, the Draft Foreign Investment Law looks at the identity of the ultimate natural person or enterprise that controls the FIE. “Actual control” refers to the power or position to control an enterprise through investment arrangements, contractual arrangements or other rights, and decision-making arrangements. Article 19 of the Draft Foreign Investment Law defines “actual controllers” as the natural persons or enterprises that directly or indirectly control foreign investors or FIEs.\n\nIf an entity is determined to be a FIE and its investment amount exceeds certain threshold or its business operation falls within the “catalog of special administrative measures” to be issued by the State Council in the future, market entry clearance by the authority in charge of foreign investment would be required.\n\n# Impact of the Draft Foreign Investment Law on VIE\n\nThe “variable interest entity” structure, or VIE structure, has been adopted by many PRC-based companies. Under the Draft Foreign Investment Law, variable interest entities that are controlled via contractual arrangements would also be deemed as FIEs, if they are ultimately “controlled” by foreign investors. As far as the new VIE structures operating in industry sectors that are in the Catalog of Restrictions are concerned, if the ultimate controlling person(s) of a domestic enterprise under the VIE structure is/are of PRC nationality (either PRC state-owned enterprises or agencies, or PRC citizens), such domestic enterprise may be treated as a Chinese investor and therefore the VIE structures may"} +{"pdf_name": "9285198_218.pdf", "language": "en", "markdown": "be considered as legitimate. Conversely, if ultimate controlling person(s) is/are of foreign nationalities, such domestic enterprise may be treated as a foreign investor or FIE, and therefore the operation of such domestic enterprise through VIE structures without obtaining necessary permission may be considered as illegal.\n\nNeither the Draft Foreign Investment Law nor its accompanying explanatory notes (the “Explanatory Notes”) provides a clear direction in dealing with VIE structures existing before the Draft Foreign Investment Law becoming effective. However, the Explanatory Notes contemplate three possible approaches in dealing with FIEs with existing VIE structures and conducting business in an industry falling within the “catalog of special administrative measures”:\n\n(i) requiring them to make a filing (申報) to the competent authority that the actual control is vested with Chinese investors, after which the VIE structures may be retained;\n\n(ii) requiring them to apply to the competent authority for certification that their actual control is vested with Chinese investors and, upon verification (認定) by the competent authority, the VIE structures may be retained; and\n\n(iii) requiring them to apply to the competent authority for permission (准入許可) to continue to use the VIE structure. The competent authority together with the relevant departments will then make a decision after taking into account the actual control of the FIE and other factors.\n\nTo further clarify, under the first possible approach, “making a filing” is simply an information disclosure obligation, which means the enterprise does not have to receive any confirmation or permission from the competent authorities, whilst for the second and third approaches, the enterprise has to receive either the confirmation or the access permission from the competent authorities. For the latter two approaches, the second approach focuses on the nationality of the controller, whereas the third approach may take factors in addition to the nationality of the controller (which are not clearly defined in the Draft Foreign Investment Law or the Explanatory Notes) into consideration.\n\nThe three possible approaches above are set out in the Explanatory Notes to solicit public opinion on the treatment of existing contractual arrangements, have not been formally adopted and may be subject to revisions and amendments taking into account the results of the public consultation.\n\nWhere foreign investors and FIEs circumvent the provisions of the Draft Foreign Investment Law by entrusted holding, trust, multi-level re-investment, leasing, contracting, financing arrangements, protocol control, overseas transaction or otherwise, make investments in sectors specified in the Catalog of Prohibitions, or make investments in sectors specified in the Catalog of Restrictions without permission or violate the information reporting obligations specified therein, penalty shall be imposed in accordance with Article 144 (Investments in Sectors Specified in the Catalog of Prohibitions), Article 145 (Violation of Provisions on Access Permission), Article 147 (Administrative Legal Liability for Violating the Information Reporting Obligation) or Article 148 (Criminal Legal Liability for Violating the Information Reporting Obligation) of the Draft Foreign Investment Law, as the case may be."} +{"pdf_name": "20780328_46.pdf", "language": "en", "markdown": "# Key Performance Indicators Related to Suppliers in 2021\n\n
Indicators2021
Total number of suli1ppers1732
East China390
Central China81
North China906
South China262
Northwest China14
Northeast China31
Southwest China84
\n\nNote: The supplier statistic only includes those suppliers in the Chinese mainland.\n\n# Protecting Intellectual Property\n\nPursuant to the Anti-Unfair Competition Law of the People's Republic of China, the Patent Law of the People's Republic of China, the Advertisement Law of the People's Republic of China and other relevant laws and regulations, the Bank has formulated the Administrative Measures on Intellectual Property and the Administrative Measures on Brand Management. The IPs were managed in aspects of innovative protection, license management and infringement protection to prevent IP risks, comprehensively promoting the standardisation and unification of the Bank's brand culture and image. The Bank has formulated and enforced the Legal Risk Management Regulations on the Protection of Intellectual Property Rights in response to the introduction of the Civil Code of the People's Republic of China and the new requirements. The Bank carried out relevant trainings for all employees for the purpose of updating the legal concept of IP protection and improving their awareness of IP protection.\n\nDuring the reporting period, the Bank strengthened the management of IP rights, encouraged innovation in the industry, and actively guided the application of intellectual achievement rights. Throughout the year, the Bank"} +{"pdf_name": "20780328_47.pdf", "language": "en", "markdown": "launched 9 patent applications, 9 trademark registration applications, and 18 copyright applications, completed 3 patent authorisations, 7 copyright registrations, and 3 trademark registrations. To ensure the validity of digital financial IP rights, the Bank completed 17 renewals of domain names upon expiration and 9 renewals of trademarks upon expiration."} +{"pdf_name": "2583956_21.pdf", "language": "en", "markdown": "In addition, Arconic has participated in, and may continue to participate in, joint ventures, strategic alliances and other similar arrangements from time to time. Although the Company has, in connection with past and existing joint ventures, sought to protect its interests, joint ventures and strategic alliances inherently involve special risks. Whether or not Arconic holds majority interests or maintains operational control in such arrangements, its partners may:\n\n• have economic or business interests or goals that are inconsistent with or opposed to those of the Company;\n\n• exercise veto rights to block actions that Arconic believes to be in its or the joint venture’s or strategic alliance’s best interests;\n\n• take action contrary to Arconic’s policies or objectives with respect to investments; or\n\n• as a result of financial or other difficulties, be unable or unwilling to fulfill their obligations under the joint venture, strategic alliance or other agreements, such as contributing capital to expansion or maintenance projects.\n\nThere can be no assurance that acquisitions, growth investments, divestitures, closures, joint ventures, strategic alliances or similar arrangements will be undertaken or completed in their entirety as planned or that they will be beneficial to Arconic, whether due to the above­described risks, unfavorable global economic conditions, increases in construction costs, currency fluctuations, political risks, or other factors.\n\n# Arconic may be unable to realize future targets or goals established for its business segments, at the levels or by the dates targeted.\n\nFrom time to time, Arconic may announce future targets or goals for its business, which are based on the Company’s then current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which Arconic operates. Future targets and goals reflect the Company’s beliefs and assumptions and its perception of historical trends, then current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. As such, targets and goals are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events, including the risks discussed in this report. The actual outcome may be materially different. There can be no assurance that any targets or goals established by the Company will be accomplished at the levels or by the dates targeted, if at all. Failure to achieve the targets or goals by the Company may have a material adverse effect on its business, financial condition, results of operations or the market price of its securities.\n\n# Cyber attacks and security breaches may threaten the integrity of Arconic’s intellectual property and other sensitive information, disrupt its business operations, and result in reputational harm and other negative consequences that could have a material adverse effect on its financial condition and results of operations.\n\nArconic faces global cybersecurity threats, which may range from uncoordinated individual attempts to sophisticated and targeted measures, known as advanced persistent threats, directed at the Company. Cyber attacks and security breaches may include, but are not limited to, attempts to access information, computer viruses, denial of service and other electronic security breaches.\n\nThe Company believes that it faces a heightened threat of cyber attacks due to the industries it serves, the locations of its operations and its technological innovations. The Company has experienced cybersecurity attacks in the past, including breaches of its information technology systems in which information was taken, and may experience them in the future, potentially with more frequency or sophistication. Based on information known to date, past attacks have not had a material impact on Arconic’s financial condition or results of operations. However, due to the evolving nature of cybersecurity threats, the scope and impact of any future incident cannot be predicted. While the Company continually works to safeguard its systems and mitigate potential risks, there is no assurance that such actions will be sufficient to prevent cyber attacks or security breaches that manipulate or improperly use its systems or networks, compromise confidential or otherwise protected information, destroy or corrupt data, or otherwise disrupt its operations. The occurrence of such events could negatively impact Arconic’s reputation and its competitive position and could result in litigation with third parties, regulatory action, loss of business, potential liability and increased remediation costs, any of which could have a material adverse effect on its financial condition and results of operations. In addition, such attacks or breaches could require significant management attention and resources, and result in the diminution of the value of the Company’s investment in research and development.\n\n# A decline in Arconic’s financial performance or outlook could negatively impact the Company’s access to the global capital markets, reduce the Company’s liquidity and increase its borrowing costs.\n\nArconic has significant capital requirements and depends, in part, upon the issuance of debt to fund its operations and contractual commitments and pursue strategic acquisitions. A decline in the Company’s financial performance or outlook"} +{"pdf_name": "2583956_22.pdf", "language": "en", "markdown": "due to internal or external factors could affect the Company’s access to, and the availability or cost of, financing on acceptable terms and conditions. There can be no assurance that Arconic will have access to the global capital market on terms the Company finds acceptable. Limitations on Arconic’s ability to access the global capital markets, a reduction in the Company’s liquidity or an increase in borrowing costs could materially and adversely affect Arconic’s ability to maintain or grow its business, which in turn may adversely affect its financial condition and results of operations.\n\n# A downgrade of Arconic’s credit ratings could limit Arconic’s ability to obtain future financing, increase its borrowing costs, increase the pricing of its credit facilities, adversely affect the market price of its securities, trigger letter of credit or other collateral postings, or otherwise impair its business, financial condition, and results of operations.\n\nArconic’s credit ratings are important to the Company’s cost of capital. The major rating agencies routinely evaluate Arconic’s credit profile and assign debt ratings to the Company. This evaluation is based on a number of factors, which include financial strength, business and financial risk, as well as transparency with rating agencies and timeliness of financial reporting. On May 1, 2017, Standard and Poor’s Ratings Services affirmed Arconic’s long­term debt at BBB­, an investment grade rating, with a stable outlook, and its short-term debt at A­3. On November 1, 2016, Moody’s Investor Service (Moody’s) downgraded Arconic’s long­term debt rating from Ba1, a non­investment grade, to Ba2 and its short­term debt rating from Speculative Grade Liquidity­1 to Speculative Grade Liquidity­2. Additionally, Moody’s changed the outlook from negative to stable (ratings and outlook were affirmed on November 2, 2017). On April 21, 2016, Fitch affirmed Arconic’s long­term debt rating at BB+, a non­investment grade, and short­term debt at B. Additionally, Fitch changed the current outlook from positive to evolving. On July 7, 2016, Fitch changed the current outlook from evolving to stable (ratings and outlook were affirmed on July 3, 2017).\n\nThere can be no assurance that one or more of these or other rating agencies will not take negative actions with respect to Arconic’s ratings. Increased debt levels, macroeconomic conditions, a deterioration in the Company’s debt protection metrics, a contraction in the Company’s liquidity, or other factors could potentially trigger such actions. A rating agency may lower, suspend or withdraw entirely a rating or place it on negative outlook or watch if, in that rating agency’s judgment, circumstances so warrant.\n\nA downgrade of Arconic’s credit ratings by one or more rating agencies could adversely impact the market price of Arconic’s securities;adversely affect existing financing (for example, a downgrade by Standard and Poor’s or a further downgrade by Moody’s would subject Arconic to higher costs under Arconic’s Five­Year Revolving Credit Agreement and certain of its other revolving credit facilities); limit access to the capital (including commercial paper) or credit markets or otherwise adversely affect the availability of other new financing on favorable terms, if at all; result in more restrictive covenants in agreements governing the terms of any future indebtedness that the Company incurs; increase the cost of borrowing or fees on undrawn credit facilities; result in vendors or counterparties seeking collateral or letters of credit from Arconic; or otherwise impair Arconic’s business, financial condition and results of operations.\n\n# Arconic’s business and growth prospects may be negatively impacted by limits in its capital expenditures.\n\nArconic requires substantial capital to invest in growth opportunities and to maintain and prolong the life and capacity of its existing facilities. Insufficient cash generation or capital project overruns may negatively impact Arconic’s ability to fund as planned its sustaining and return­seeking capital projects. Over the long term, Arconic’s ability to take advantage of improved market conditions or growth opportunities in its businesses may be constrained by earlier capital expenditure restrictions, which could adversely affect the long­term value of its business and the Company’s position in relation to its competitors.\n\n# An adverse decline in the liability discount rate, lower­than­expected investment return on pension assets and other factors could affect Arconic’s results of operations or amount of pension funding contributions in future periods.\n\nArconic’s results of operations may be negatively affected by the amount of expense Arconic records for its pension and other postretirement benefit plans, reductions in the fair value of plan assets and other factors. Arconic calculates income or expense for its plans using actuarial valuations in accordance with accounting principles generally accepted in the United States of America (GAAP).\n\nThese valuations reflect assumptions about financial market and other economic conditions, which may change based on changes in key economic indicators. The most significant year­end assumptions used by Arconic to estimate pension or other postretirement benefit income or expense for the following year are the discount rate applied to plan liabilities and the expected long­term rate of return on plan assets. In addition, Arconic is required to make an annual measurement of plan assets and liabilities, which may result in a significant charge to shareholders’ equity. For a discussion regarding how Arconic’s financial statements can be affected by pension and other postretirement benefits accounting policies, see “Critical Accounting Policies and Estimates­Pension and Other Postretirement Benefits” in Part II, Item 7. (Management’s Discussion"} +{"pdf_name": "2589479_25.pdf", "language": "en", "markdown": "Nominees Limited 发行了 1 股股份。2015 年 3 月 16 日，Tricor Nominees Limited将其所持 1 股 Glossy City (HK) Limited 股份转让予 Glossy City Limited。Glossy City (HK) Limited 业务性质为投资控股，主要从事投资管理业务，除投资分众传媒外，无其他投资。\n\n# （4）Giovanna Investment Hong Kong Limited\n\nGiovanna Investment Hong Kong Limited 于 2015 年 3 月 3 日在香港皇后大道东 183 号合和中心 54 楼注册成立，商业登记证号码为 64455982，并向其唯一股东 Tricor Nominees Limited 行了 1 股股份。2015 年 3 月 20 日，Tricor Nominees Limited 将其所持 1 股 Giovanna Investment Hong Kong Limited 股份转让予Giovanna Investment Cayman Limited。Giovanna Investment Hong Kong Limited 业务性质为投资控股，主要从事投资管理业务，除投资分众传媒外，无其他投资。\n\n根据 Giovanna Investment 提供的相关材料说明，CAP III General Partner,L.P.为 Carlyle Asia Partners III, L.P.、CAP III Co-Investment, L.P.和 Carlyle Giovanna Partners, L.P.的普通合伙人，CAP III General Partner S3, L.P.为 Carlyle-Eight Finance Asia Co-Investment Partners, L.P.的普通合伙人，而凯雷投资集团（The Carlyle Group L.P.）间接控制 CAP III General Partner,L.P.及 CAP III General Partner S3, L.P.，因此凯雷投资集团为 Giovanna Investment 的实际控制人。凯雷投资集团为美国纳斯达克上市企业（NASDAQ GS：CG），无实际控制人。\n\n# （5）Gio2 Hong Kong Holdings Limited\n\nGio2 Hong Kong Holdings Limited 于 2015 年 3 月 5 日在香港湾仔港湾道 18号中环广场 55 楼 5501 室注册成立，商业登记证号码为 64462602，并向其唯一股东 Taroona Limited 行了 1 股股份。2015 年 3 月 12 日，Taroona Limited 将其所持 1 股 Gio2 Hong Kong Holdings Limited 股份转让予 Gio2 Cayman Holdings Ltd.。Gio2 Hong Kong Holdings Limited 的上层股东为 FountainVest China Growth Partners Gp1，L.P.（Cayman Islands）、FountainVest Gio2 Partners GP Ltd.(Cayman Islands)、FountainVest China Growth Partners GP2 Ltd.(Cayman Islands)，其均受四名自然人唐葵、胡勇敏、庄建与赵辰宁控制。Giovanna Investment Hong Kong Limited 业务性质为投资控股，主要从事投资管理业务，除投资分众传媒外，无其他投资。\n\n# 2. 发行人实际控制人基本情况\n\n发行人的实际控制人江南春先生控股子公司的股权无对外质押情况。对外投资方面，实际控制人江南春先生还投资控制了以下公司：Focus Media（China）Holding Limited、TOP MEDIA HOLDINGS LIMITED、Appreciate Capital Limited、Cgen Media Technology Company Limited、Cgen Digital Media Company Limited、JJ Media Investment Holding Limited、JAS Investment Group Limited、JJ Capital"} +{"pdf_name": "2589479_26.pdf", "language": "en", "markdown": "Investment Limited、Media Global Group Limited、Top New Development Limited、Media Global Management Limited、Target Sales International Limited、Top Notch Investments Holdings Ltd、Target Management Group Limited、Media Management Holding Limited 、Giovanna Group Holdings Limited 、Giovanna Intermediate Limited、Giovanna Parent Limited、Focus Media Holding Limited、Giovanna Newco1 Limited、Giovanna Newco2 Limited、Target Media Holding Limited。\n\n图表5-3： 截至 2016 年 9 月末江南春先生对外投资基本情况\n\n
公司名称注册地注册资本持股比例主营业务
Focus Media（China）Holding Limited中国香港HK$10,000.0026.74%投资管理
TOP MEDIA HOLDINGS LIMITEDBVI$50,000.0070%投资管理
Appreciate CaiLiptal mitedBVI$50,000.0026.74%投资管理
Cgen Media Technology Company Limited中国香港HK$10,000.0026.74%投资管理
Cgen DiilCgta Media ompaniy Lmited开曼$930.0026.74%投资管理
JJ Media Investment Holding LimitedBVI$50,000.00100%投资管理
JAS Investment Group LimitedBVI$50,000.00100%投资管理
JJ Caiptal Investment LimitedBVI$50,000.00100%投资管理
Media Global Group LimitedBVI$50,000.00100%投资管理
Top New Development Limited中国香港HK$10,000.00100%投资管理
Media Global Management LimitedBVI$50,000.00100%投资管理
Target Sales International LimitedBVI$50,000.00100%投资管理
Top Notch Investments Holdings LtdBVI$50,000.00100%投资管理
Target Management Group LimitedBVI$50,000.00100%投资管理
Media Management Holding LimitedBVI$50,000.00100%投资管理
Giovanna Group Holdings Limited开曼$50,000.0026.74%投资管理
Giovanna Intermediate Limited开曼$50,000.0026.74%投资管理
Giovanna Parent Limited开曼$50,000.0026.74%投资管理
Focus Media Holding Limited开曼$50,000.0026.74%投资管理
Giovanna Newco1 Limited开曼$50,000.0026.74%投资管理
Giovanna Newco2 Limited开曼$50,000.0026.74%投资管理
Target Media Holding Limited开曼$27,600.0026.74%投资管理
\n\n# 四、发行人独立性情况\n\n发行人在业务、人员、资产、机构、财务等方面与控股股东相互独立，公司具有独立完整的业务及自主经营能力。\n\n# 1、业务方面"} +{"pdf_name": "8405348_44.pdf", "language": "en", "markdown": "# PARTIES INVOLVED IN THE PLACING\n\n
Sole Sponsor Amlpe CailLipta mited
Unit A, 14th Floor\nTwo Chinachem Plaza\n135 Des Voeux Road Central\nCentral\nHong Kong
Sole Global Coordinator and\nSole BookrunnerAmlOipe rent CaiLiiptal mted
Unit 902, Far East Consortium Building\n121 Des Voeux Road Central\nHong Kong
Joint Lead Managers Amlipe Orent CaiLptal imited
Unit 902, Far East Consortium Building\n121 Des Voeux Road Central\nHong Kong
Convoy Investment Services Limited
21/F, Tesbury Centre\n24–32 Queen’s Road East\nWanchai\nHong Kong
Co-Lead Managers Head & Shoulders Securities Limited
Room 2511, 25/F, Cosco Tower\n183 Queen’s Road Central\nHong Kong
Opus Caildpta Limite
18/F, Fung House\n19–20 Connauhgt Road Central\nCentral\nHong Kong
Pacific Foundation Securities Limited
11/F, New World Tower II\n16–18 Queen’s Road Central\nHong Kong
Quam Securities Company Limited
18/F–19/F, China Building\n29 Queen’s Road Central\nHong Kong
"} +{"pdf_name": "8405348_45.pdf", "language": "en", "markdown": "
Legal advisers to our Company\nas to Hong Kong lawCheung Tong & Rosa Solicitors
Room 501, 5/F, Sun Hung Kai Centre,\n30 Harbour Road, Hong Kong
Legal advisers to our Company\nas to Cayman Islands lawConyers Dill & Pearman
Cricket Square\nHutchins Drive\nP.O. Box 2681\nGrand Cayman\nKY1-1111\nCayman Islands
Legal advisers to the Sole Sponsor\nand the Underwriters\nas to Hong Kong lawFrancis & Co.\nin association with\nAddleshaw Goddard (Hong Kong) LLP
802–804 ChamiTpon ower\n3 Garden Road\nCentral\nHong Kong
Auditors and Reporting accountants Crowe Horwath (HK) CPA Limited
9/F Leihgton Centre, 77 Leihgton Road,\nCauseway BaHKy, ong ong
"} +{"pdf_name": "20788721_22.pdf", "language": "en", "markdown": "Federal Reserve) and to a limit of 25% of tier 1 capital for credit exposures to any other unaffiliated counterparty.\n\nIn September 2017, the Federal Reserve issued a final rule that imposes contractual requirements on certain “qualified financial contracts” to which U.S. G-SIBs, including us, and their subsidiaries are parties. Under the final rule, certain qualified financial contracts generally must expressly provide that transfer restrictions and default rights against a U.S. G-SIB, or subsidiary of a U.S. G-SIB, are limited to the same extent as they would be under the Federal Deposit Insurance Act and Title II of the Dodd-Frank Act and their implementing regulations. In addition, certain qualified financial contracts may not, among other things, permit the exercise of any cross-default right against a U.S. G-SIB or subsidiary of a U.S. G-SIB based on an affiliate’s entry into insolvency, resolution or similar proceedings, subject to certain creditor protections. There is a phased-in compliance schedule based on counterparty type, with a first compliance date of January 1, 2019.\n\nIn addition, the final rules create an early-remediation regime to address financial distress or material management weaknesses determined with reference to four levels of early remediation, including heightened supervisory review, initial remediation, recovery, and resolution assessment, with specific limitations and requirements tied to each level.\n\nThe systemic-risk regime also provides that, for institutions deemed to pose a grave threat to U.S. financial stability, the Federal Reserve, upon an FSOC vote, must limit that institution’s ability to merge, restrict its ability to offer financial products, require it to terminate activities, impose conditions on activities or, as a last resort, require it to dispose of assets. Upon a grave-threat determination by the FSOC, the Federal Reserve must issue rules that require financial institutions subject to the systemic-risk regime to maintain a debt-to-equity ratio of no more than 15 to 1 if the FSOC considers it necessary to mitigate the risk of the grave threat. The Federal Reserve also has the ability to establish further standards, including those regarding contingent capital, enhanced public disclosures, and limits on short-term debt, including off-balance sheet exposures.\n\n# Resolution Planning\n\nState Street, like other bank holding companies with total consolidated assets of \\$50 billion or more, periodically submits a plan for rapid and orderly resolution in the event of material financial distress or failure — commonly referred to as a resolution plan or a living will — to the Federal Reserve and the FDIC under Section 165(d) of the Dodd-Frank Act. Through resolution planning, we seek, in the event of the insolvency of State Street, to maintain State Street Bank’s role as a key infrastructure provider within the financial system, while minimizing risk to the financial system and maximizing value for the benefit of our stakeholders. We have and will continue to focus management attention and resources to meet regulatory expectations with respect to resolution planning.\n\nWe submitted our 2017 resolution plan describing our preferred resolution strategy to the Federal Reserve and FDIC on June 30, 2017. On December 19, 2017, the Federal Reserve and FDIC announced that they had completed their review and had not identified deficiencies or specific shortcomings. Nonetheless, the agencies identified four common areas in which more work may need to be done by all firms, including State Street, to continue to improve resolvability: intra-group liquidity;internal loss-absorbing capacity; derivatives; and payment, clearing and settlement activities. State Street’s next resolution plan is due July 1, 2019.\n\nIn the event of material financial distress or failure, our preferred resolution strategy is the SPOE Strategy. The SPOE Strategy provides that prior to the bankruptcy of the Parent Company and pursuant to a support agreement among the Parent Company, SSIF (a direct subsidiary of the Parent Company), State Street’s Beneficiary Entities (as defined below) and certain other State Street entities, SSIF is obligated, up to its available resources, to recapitalize and/or provide liquidity to State Street Bank and the other State Street entities benefiting from such capital and/or liquidity support (collectively with State Street Bank, “Beneficiary Entities”), in amounts designed to prevent the Beneficiary Entities from themselves entering into resolution proceedings. Following the recapitalization of, or provision of liquidity to the Beneficiary Entities, the Parent Company would enter into a bankruptcy proceeding under the U.S. Bankruptcy Code. The Beneficiary Entities and other State Street subsidiaries would be transferred to a newly organized holding company held by a reorganization trust for the benefit of the Parent Company’s claimants.\n\nUnder the support agreement, the Parent Company has pre-funded SSIF by contributing certain of its assets (primarily its liquid assets, cash deposits, investments in intercompany debt, investments in marketable securities and other cash and non-cash equivalent investments) to SSIF contemporaneous with entering into the support agreement and will continue to contribute such assets, to the extent available, on an on-going basis. In consideration for these contributions, SSIF has agreed in the support agreement to provide capital and liquidity support to the Parent Company and all of the Beneficiary Entities in accordance with the Parent Company’s capital and liquidity policies. Under the support agreement, the Parent Company is only permitted to"} +{"pdf_name": "20788721_23.pdf", "language": "en", "markdown": "retain cash needed to meet its upcoming obligations and to fund expected expenses during a potential bankruptcy proceeding. SSIF has provided the Parent Company with a committed credit line and issued (and may issue) one or more promissory notes to the Parent Company (the \"Parent Company Funding Notes\") that together are intended to allow the Parent Company to continue to meet its obligations throughout the period prior to the occurrence of a \"Recapitalization Event\" (as defined below). The support agreement does not contemplate that SSIF is obligated to maintain any specific level of resources and SSIF may not have sufficient resources to implement the SPOE Strategy.\n\nIn the event a Recapitalization Event occurs, the obligations outstanding under the Parent Company Funding Notes would automatically convert into or be exchanged for capital contributed to SSIF. The obligations of the Parent Company and SSIF under the support agreement are secured through a security agreement that grants a lien on the assets that the Parent Company and SSIF would use to fulfill their obligations under the support agreement to the Beneficiary Entities. SSIF is a distinct legal entity separate from the Parent Company and the Parent Company’s other affiliates.\n\nIn accordance with its policies, State Street is required to monitor, on an ongoing basis, the capital and liquidity needs of State Street Bank and the other Beneficiary Entities. To support this process, State Street has established a trigger framework that identifies key actions that would need to be taken or decisions that would need to be made if certain events tied to State Street’s financial condition occur. In the event that State Street experiences material financial distress, the support agreement requires State Street to model and calculate certain capital and liquidity triggers on a regular basis to determine whether or not the Parent Company should commence preparations for a bankruptcy filing and whether or not a Recapitalization Event has occurred.\n\nUpon the occurrence of a Recapitalization Event: (1) SSIF would not be authorized to provide any further liquidity to the Parent Company; (2) the Parent Company would be required to contribute to SSIF any remaining assets it is required to contribute to SSIF under the support agreement (which specifically exclude amounts designated to fund expected expenses during a potential bankruptcy proceeding); (3) SSIF would be required to provide capital and liquidity support to the Beneficiary Entities to support such entities’ continued operation to the extent of its available resources and consistent with the support agreement; and (4) the Parent Company would be expected to commence Chapter 11 proceedings under the U.S. Bankruptcy Code. No person or entity, other than a party to the support agreement, should rely, including in evaluating any State Street entity from a creditor's perspective or determining whether to enter into a contractual relationship with any State Street entity, on any State Street affiliate being or remaining a Beneficiary Entity or receiving capital or liquidity support pursuant to the support agreement.\n\nA “Recapitalization Event” is defined under the support agreement as the earlier occurrence of one or more capital and liquidity thresholds being breached or the authorization by the Parent Company's Board of Directors for the Parent Company to commence bankruptcy proceedings. These thresholds are set at levels intended to provide for the availability of sufficient capital and liquidity to enable an orderly resolution without extraordinary government support. The SPOE Strategy and the obligations under the support agreement may result in the recapitalization of State Street Bank and the commencement of bankruptcy proceedings by the Parent Company at an earlier stage of financial stress than might otherwise occur without such mechanisms in place. An expected effect of the SPOE Strategy and applicable TLAC regulatory requirements is that State Street’s losses will be imposed on the Parent Company shareholders and the holders of long-term debt and other forms of TLAC securities currently outstanding or issued in the future by the Parent Company, as well as on any other Parent Company creditors, before any of its losses are imposed on the holders of the debt securities of the Parent Company's operating subsidiaries or any of their depositors or creditors, or before U.S. taxpayers are put at risk.\n\nThere can be no assurance that credit rating agencies, in response to our resolution plan or the support agreement, will not downgrade, place on negative watch or change their outlook on our debt credit ratings, generally or on specific debt securities. Any such downgrade, placement on negative watch or change in outlook could adversely affect our cost of borrowing, limit our access to the capital markets or result in restrictive covenants in future debt agreements and could also adversely impact the trading prices, or the liquidity, of our outstanding debt securities.\n\nState Street Bank is also required to submit periodically to the FDIC a plan for resolution in the event of its failure, referred to as an IDI plan. Under the IDI plan rule, submission of the IDI plan is scheduled for July 1, 2018.\n\n# Orderly Liquidation Authority\n\nUnder the Dodd-Frank Act, certain financial companies, including bank holding companies such as State Street, and certain covered subsidiaries, can be subjected to the orderly liquidation authority. The U.S. Treasury Secretary, in consultation with the U.S. President, must first make certain extraordinary"} +{"pdf_name": "11759554_4.pdf", "language": "en", "markdown": "\\[ c _ { i j k l } = \\frac { 1 } { 2 v } \\sum _ { p , p ^ { \\prime } } A _ { i p , k p ^ { \\prime } } ^ { ( 2 ) j l } . \\eqno ( 1 2 ) \\]\n\nThe technical details of the calculations are as follows. The calculations were done for cubic STO exploiting the Quantum ESPRESSO (QE) [14] ab initio package within the GGA PBE exchange-correlation functional with ultrasoft pseudopotentials [15]. We have used an automatically generated uniform 16x16x16 grid of k-points, the kinetic energy cutoff for wavefunctions was 80 Ry. The calculations of phonon spectrum are done using Density Functional Perturbation Theory (DFPT) [16] as implemented in the PHonon code. The energy threshold for self-consistency was chosen to be equal to \\( 1 0 ^ { - 2 0 } \\) Ry with the help of convergence tests for gamma point phonons.\n\nTo find the independent components of tensors \\( \\chi _ { i j } = \\chi \\delta _ { i j } \\) , \\( M _ { i j } = M \\delta _ { i j } \\) , \\( f _ { i j k l } \\), and \\( c _ { i j k l } \\) (\\( \\chi \\), M, \\( f _ { 1 1 } \\), \\( f _ { 1 2 } \\), \\( f _ { 4 4 } \\), \\( c _ { 1 1 } \\), \\( c _ { 1 2 } \\), \\( c _ { 4 4 } \\)), we evaluated the wave-vector dependence of the dynamical matrix \\( A _ { i p , i ^ { \\prime } p ^ { \\prime } } ( \\vec { q } ) \\) for the [100] and [110] directions of the reciprocal space. This provided us with the components of the \\( A _ { i p , i ^ { \\prime } p ^ { \\prime } } ^ { ( 0 ) } \\) and \\( A _ { i p , i ^ { \\prime } p ^ { \\prime } } ^ { ( 2 ) j l } \\) matrices needed to finalize the calculations using Eqs. (8)-(12).\n\nThe results of the calculations are presented in Tables I and II. A remarkable observation, which forms the main message of this Letter, is a very strong renormalization of the flex-ocoupling tensor by dynamic flexoelectricity: it is seen that the corresponding components of the tensors \\( f _ { i j k l } \\) and \\( f _ { i j k l } ^ { \\mathrm { t o t } } \\) can drastically differ. This implies that the traditional neglect of dynamic flexoelectricity in the dynamic electromechanical simulations incorporating flex-oelectricity is inadmissable. Notably, the dynamic flexoelectricity can play an essential role in the frequency dependence of the electromechanical response close to the frequencies of mechanical resonances of the sample. The point is that such response is expected to be sensitive to the dynamic flexoelectricity only above the relevant resonance frequency [6].\n\nThe results of our calculations of the dynamical matrix provide us with an alternative way of evaluating some components of the material tensors of STO directly from the phonon dispersion curves. This will provide a cross-check of the above results. In addition, the method presented below will offer a way of evaluating these tensors from the experimental phonon spectra of the material. We suggest fitting the long-wavelength part of the low-energy spectrum of the crystal to that obtained from the continuum theory, incorporating dynamic flexoelectricity.\n\nThe suggested approach uses the spectra of transverse acoustic (TA) and soft-mode trans-"} +{"pdf_name": "11759554_5.pdf", "language": "en", "markdown": "
2\nVM (×10−8 s2 )m6 \\( \\pm \\) 0.5
f11 (V)1.11 \\( ^ + \\) 0.05
f12 (V)−1.30 ± 0.05
f44 (V)−0.28 ± 0.05
\\( f _ { 1 1 } ^ { \\mathrm { t o t } } \\)(V)−2.1 ± 0.1
\\( f _ { 1 2 } ^ { \\mathrm { t o t } } \\)(V)−2.5 ± 0.1
tot \\( I A \\)\n(V) \n4−1.5 ± 0.1
χ/\u000f02400
\n\nTABLE I. Calculated static (f), dynamic (M), and total (\\( f ^ { \\mathrm { t o t } } \\)) flexocoupling coefficients for cubic \\( \\mathrm { S r T i O 3 } \\) (\\( a \\) = 3.886 ˚A) under a pressure of 78 kBar using dynamical matrix. \\( \\chi / \\epsilon _ { 0 } \\) is the relative dielectric susceptibility.\n\n
(11N\n10 2 )m(a) Dyn. mat.(b) Ph. dis.p(c) Ex.p
c112.77 ± 0.053.1 \\( \\pm \\) 0.13.16
c121.06 ± 0.050.9 \\( \\pm \\) 0.11.03
c440.92 \\( + \\) 0.051.0 \\( \\pm \\) 0.11.22
|M|c44\n(V)ρ1.2 \\( \\pm \\) 0.11.1 \\( \\pm \\) 0.4
|ftotV44 | ()1.5 \\( + \\) 0.11.5 \\( \\pm \\) 0.21.2-2.2
|ftottt− V11 fo12 | ()0.2 \\( \\pm \\) 0.1\\( < \\) 0.51.2-1.4
\n\nTABLE II. Material parameters for cubic \\( \\mathrm { { S r T i O } _ { 3 } } \\) (\\( a \\) = 3.886 ˚A) under a pressure of 78 kBar obtained using the dynamical matrix and from analysis of phonon dispersion curves. c is the stiffness tensor. \\( f ^ { \\mathrm { t o t } } \\) is defined in Eq. (20). \\( \\rho \\) is the density \\( ( \\rho = 5 1 7 4 \\frac { \\mathrm { k g } } { \\mathrm { m } ^ { 3 } } ) \\)) calculated by the mass of atoms in the unit cell divided by the cell volume. (a) Calculated from dynamical matrix. (b) Obtained from the simulated phonon dispersion curves. (c) Obtained from the experimental phonon dispersion curves [17–19].\n\nverse optic (TO) branches for the high symmetry [100], [110], and [111] directions of wavevec-tor. In this case, the phonons are not accompanied by any wave of the electric field and the continuum theory equations, Eqs. (1) and (2) with \\( E _ { i } = 0 \\), yield the following dispersion equation for the frequency \\( \\omega \\) of the transverse modes [6]:"} +{"pdf_name": "9285198_532.pdf", "language": "en", "markdown": "The excess over the par value for the 291,833,279 ordinary shares issued was credited to the share premium account with aggregate amount of approximately RMB4,464,387,000.\n\n(c) In February 2016, 33,010,341 ordinary shares of the Company were allotted and issued to an entity controlled by Tencent and a number of independent third parties at a price of US\\$3.0294 per share for an aggregated consideration of approximately US\\$100,000,000 (equivalent to approximately RMB652,445,000). These shares rank pari passu in all respects with the shares in issue.\n\nThe excess over the par value for the 33,010,341 ordinary shares issued was credited to the share premium account with aggregate amounts of approximately RMB652,423,000.\n\n(d) In January 2017, 30,201,818 ordinary shares of the Company were allotted and issued to three existing shareholders of the Company at a price of US\\$3.31 per share for an aggregated consideration of approximately US\\$100,000,000 (equivalent to approximately RMB 687,765,000). These shares rank pari passu in all respects with the shares in issue. The excess over the par value for the 30,201,818 ordinary shares issued was credited to the share premium account with aggregate amount of approximately RMB687,744,000.\n\n# 36 Other reserves\n\n# Group\n\n
Contribution\nfrom holding\ncompanyCurrency\ntranslation\ndifferencesPut option\non non-\ncontrolling\ninterestsShare-based\ncompensation\nreserveStatutory\nsurlpus\nreserve fund Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at January 1, 2014 .....1,613————1,613
Deemed contribution .......18,314————18,314
Currency translation\ndifferences .................. —(595) — — —(595)
Share-based compensation\nexpenses (Note 37) ......3,319 — —3,259 —6,578
Profit appropriations to\nstatutory reserves\n(Note a) ......................— — — —517517
Others .............................768— — — —768
Initial recognition of put\noption liability ............ — —(65,396) — —(65,396)
As at December 31, 201424,014(595)(65,396)3,259517(38,201)
As at January 1, 2015 .....24,014(595)(65,396)3,259517(38,201)
Currency translation\ndifferences .................. —(9,571) — — —(9,571)
Share-based compensation\nexpenses (Note 37) ......1,081 — —130,705 —131,786
Profit appropriations to\nstatutory reserves\n(Note a) ......................————8,8638,863
Others .............................1,686————1,686
As at December 31, 201526,781(10,166)(65,396)133,9649,38094,563
"} +{"pdf_name": "9285198_533.pdf", "language": "en", "markdown": "
Contribution\nfrom holding\ncompanyCurrency\ntranslation\ndifferencesPut option\non non-\ncontroling\ninterestsShare-based\ncompensation\nreserveStatutory\nsurlpus\nreserve\nfundCailpta\nreserve Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at January 1, 201626,781(10,166)(65,396)133,9649,380 —94,563
Currency translation\ndifferences .............. —27,229 — — — —27,229
Share-based\ncompensation\nexpenses (Note 37) .585 — —77,438 — —78,023
Acquisition of\nnon-controlling\ninterests (Note b) .... — — — — —(7,281)(7,281)
Profit appropriations\nto statutory reserves\n(Note a) .................. — — — —14,686 —14,686
Others ........................3,658 — — — — —3,658
As at December 31,\n2016 .......................31,02417,063(65,396)211,40224,066(7,281)210,878
(Unaudited)
As at January 1, 201626,781(10,166)(65,396)133,9649,380 —94,563
Currency translation\ndifferences .............. —5,545 — — — —5,545
Share-based\ncompensation\nexpenses (Note 37) .151 — —39,008 — —39,159
Acquisition of\nnon-controlling\ninterests (Note b) .... — — — — —(7,281)(7,281)
Others ........................730 — — — — —730
As at June 30, 2016 ...27,662(4,621)(65,396)172,9729,380(7,281)132,716
As at January 1, 201731,02417,063(65,396)211,40224,066(7,281)210,878
Currency translation\ndifferences .............. —(21,835) — — — —(21,835)
Share-based\ncompensation\nexpenses (Note 37) .305 — —52,295 — —52,600
Others ........................2,295 — — — — —2,295
As at June 30, 2017 ...33,624(4,772)(65,396)263,69724,066(7,281)243,938
"} +{"pdf_name": "9313601_16.pdf", "language": "en", "markdown": "
No.Project NamesCityInterest \nAttributable to \nthe GroupPrimary Intended \nUseSite Area \n(sq.m.)Actual/\nEstimated \nCompletion \nDateLand \nBank(1)\n(sq.m.)Address
34.Zhumadian Royal Lantai \nMansion Phase VZhumadian70%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers156,2702023/8/1388,318The southeast side of \nthe intersection of \nLizhuang Road and \nChunliu Road, and the \nnorthwest side of the \nintersection of Zhangtai \nRoad and Jianshe \nAvenue, Zhumadian \nCity, Henan Province
35.Jingzhou Leading Lantai \nHouseJingzhou100%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers54,0702021/12/31208,275Northwest of the \nintersection of Chutian \nRoad and Dongqiao \nRoad, Jingbei New \nDistrict, Jingzhou \nDistrict, Jingzhou City, \nHubei Province
36.Jingzhou Leading \nFengming Lantai \nMansionJingzhou100%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers48,3992022/8/31188,088No.66, Fengming Avenue, \nJingzhou District, \nJingzhou City, Hubei \nProvince
37.Leshan AmazonLeshan100%Residential/\nCommercial/\nCarpark/Ancillary91,9002014/10/162,571No. 418 and No. 424, \nNorth Section of \nLongyou Road, \nShizhong District, \nLeshan City, Sichuan \nProvince
38.Leshan Haina MansionLeshan51%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers36,2002016/1/56,904No.1589 Muyuan Road, \nMuchuan County, \nLeshan City, Sichuan \nProvince
39.Leshan Lantai HouseLeshan60%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers88,1082021/12/31156,422East of the intersection \nof Sansu Road and \nRuixiang Road, \nQingjiang New District, \nShizhong District, \nLeshan City, Sichuan \nProvince
40.Leshan TianyuLeshan100%Residential/\nCommercial/\nCarpark/Ancillary29,7962020/3/114,033Intersection of Hanlin \nRoad and Fenghuang \nRoad, Tongjiang \nDistrict, Leshan City, \nSichuan Province
"} +{"pdf_name": "9313601_17.pdf", "language": "en", "markdown": "
No.Project NamesCityInterest \nAttributable to \nthe GroupPrimary Intended \nUseSite Area \n(sq.m.)Actual/\nEstimated \nCompletion \nDateLand \nBank(1)\n(sq.m.)Address
41.Leshan LanshanLeshan70%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers89,6302021/10/1155,006No. 881, Section 1, \nRuixiang Road, Leshan \nCity, Sichuan Province
42.Leshan International \nMansionLeshan100%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers127,2042019/5/173,568Taoyuan New Village, \nMouzi Town, Shizhong \nDistrict, Leshan City, \nSichuan Province
43.Zunyi Lantai HouseZunyi55%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers39,7592022/11/30130,977Intersection of Shanghai \nRoad and Ningbo \nRoad, Huichuan \nDistrict, Zunyi City, \nGuizhou Province
44.Meishan Triumph \nInternational MansionMeishan100%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers256,3032020/11/2757,506Southwest corner of the \nintersection of Hubin \nRoad and Meizhou \nAvenue, Meishan City, \nSichuan Province
45.Meishan Triumph SquareMeishan79%Residential/\nCommercial/\nCarpark/Ancillary73,9762015/5/1917,092Northeast of the \nintersection of Suyuan \nRoad and Dongpo \nAvenue, Dongpo \nDistrict, Meishan City, \nSichuan Province
46.Meishan Huayu Phase IIMeishan60%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers9,1022020/6/35,568Southeast corner of the \nintersection of Suyuan \nRoad and Chongguang \nStreet, Meishan City, \nSichuan Province
47.Meishan Triumph \nInternational Mansion \nPhase IIMeishan57%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers39,8382019/7/308,744Northeast of the \nintersection of \nJiangxiang Road and \nQingyihang, Dongpo \nDistrict, Meishan City, \nSichuan Province
48.Meishan Lantai HouseMeishan55%Residential/\nCommercial/\nCarpark/Ancillary/\nOthers109,8142022/12/10369,014Northwest corner of the \nintersection of Fucheng \nRoad and Shuangfeng \nStreet, Dongpo District, \nMeishan City, Sichuan \nProvince
"} +{"pdf_name": "7491230_70.pdf", "language": "en", "markdown": "
Notes20202019
HK$’000HK$’000
ASSETS AND LIABILITIES
Non-current assets
Property, plant and equipment13110,4394,229
Intangible asset14871,027
Deposit paid for acquisition for intangible asset161,000–
111,5265,256
Current assets
Inventories157,3607,383
Trade and other receivables163,6414,753
Tax refundable869899
Time deposits1711,00716,000
Cash and bank balances5,79810,172
28,67539,207
Current liabilities
Trade and other payables181,0521,486
Bank borrowings1912,250–
Lease liabilities21511–
13,8131,486
Net current assets14,86237,721
Total assets less current liabilities126,38842,977
"} +{"pdf_name": "7491230_71.pdf", "language": "en", "markdown": "
Notes20202019
HK$’000HK$’000
Non-current liabilities
Provision for long service payment608476
Provision for reinstatement cost8541,269
Bank borrowings1942,750–
Promissory notes2044,724–
Lease liabilities21940–
89,8761,745
Net assets36,51241,232
Equity
Share capital2241,87941,879
Reserves(5,367)(647)
Total equity36,51241,232
\n\n
Chan Kun YuenChan Shu Yuen
DirectorDirector
\n\nThe notes on pages 74 to 130 are an integral part of these consolidated financial statements."} +{"pdf_name": "20781084_204.pdf", "language": "en", "markdown": "# 35 Subsequent event\n\nOn 15 March 2019, a subsidiary of the Group entered into an agreement to fully dispose of its equity interest, representing 50% equity interest, in Shanghai Kaitai, a joint venture of the Group, to the joint venture partner of Shanghai Kaitai at a consideration of RMB1,005 million. Shanghai Kaitai has completed the development of its real estate project and distributed the profit to its respective shareholders before the disposal. The consideration was determined in accordance with the appraised net assets value of Shanghai Kaitai as of 31 January 2019. The transaction is expected to be completed by the end of March 2019.\n\n# 36 Balance sheet of the Company\n\n
As at 31 December
20182017
RMB’000RMB’000
ASSETS
Non-current assets
Interests in a subsidiary2,016,7241,993,141
Financial assets at fair value through profit or loss649,860—
2,666,5841,993,141
Current assets
Prepayments and other receivables2081,296
Amounts due from subsidiaries7,679,8146,654,600
Amounts due from a related party637,433—
Cash and bank balances30,61049,585
Total current assets8,348,0656,705,481
Total assets11,014,6498,698,622
EQUITY
Equity attributable to owners of the Company
Share capital1413
Share premium4,423,5563,506,038
Other reserves(1,363,382)(169,894)
Total equity3,060,1883,336,157
"} +{"pdf_name": "20781084_205.pdf", "language": "en", "markdown": "# 36 Balance sheet of the Company (continued)\n\n
As at 31 December
20182017
RMB’000RMB’000
LIABILITIES
Non-current liabilities
Borrowings5,286,770197,013
Current liabilities
Borrowings2,393,9945,114,757
Other payables257,25950,695
Amounts due to related parties16,438—
Total current liabilities2,667,6915,165,452
Total liabilities7,954,4615,362,465
Total equity and liabilities11,014,6498,698,622
\n\nOther reserve of the Company included share-based compensation reserve and accumulated losses. During the year, the change in share-based compensation reserve represents mainly the value of employee services under the share option scheme amounting to RMB23,583,000 (2017: RMB53,868,000), the change in accumulated losses represents mainly the loss of the Company amounting to RMB1,184,691,000 (2017: RMB223,477,000).\n\nThe balance sheet of the Company was approved by the Board of Directors on 21 March 2019 and was signed on its behalf:\n\n
Ou Zonghong Zeng Feiyan
"} +{"pdf_name": "11786782_29.pdf", "language": "en", "markdown": "# DIRECTORS’ AND CHIEF EXECUTIVE’S INTERESTS AND SHORT POSITIONS\n\nAs at 31 December 2019, the interests and short positions of the directors and the chief executive of the Company in the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) as recorded in the register kept by the Company pursuant to Section 352 of the SFO or as otherwise notified to the Company and The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix 10 to the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”) were as follow:\n\n# (1) Long positions in the ordinary share (each a “Share”) of HK\\$0.10 each in the Company\n\n董事及最高行政人員之權益及淡倉\n\n於二零一九年十二月三十一日，本公司董事及最高行政人員於本公司或其任何相聯法團（定義見證券及期貨條例第XV部）之股份、相關股份或債券中擁有根據證券及期貨條例第352條本公司存置之登記冊所記錄，或已根據香港聯合交易所有限公司（「聯交所」）證劵上市規則（「上市規則」）附錄十所載上市發行人董事進行證券交易的標準守則另行知會本公司及聯交所之權益及淡倉如下：\n\n(1) 於本公司每股面值0.10港元普通股（各為一股「股份」）之好倉\n\n
Name of Director \n董事姓名Number of Shares \n股份數目Capacity/Nature of interest\n身份╱權益性質Approximate \npercentage of \nshareholding\n股權概約百分比
(Note 1)\n（附註1）
Yeung Yung\n仰融2,673,071,189 \n(Note 2)\n（附註2）Interest of controlled corporation\n受控法團權益
68,140,000Beneficial owner\n實益擁有人
2,741,211,189 \n(Note 3)\n（附註3）13.47%
Huang Chunhua\n黃春華35,000,000Beneficial owner\n實益擁有人0.17%
Wang Chuantao\n王川濤30,000,000Beneficial owner\n實益擁有人0.15%
Liu Stephen Quan\n劉泉281,760,000 \n(Note 4)\n（附註4）Founder of trust \nInterest of children under 18\n信託創始人\n未滿18歲子女之權益
10,000,000Beneficial owner\n實益擁有人
291,760,0001.43%
"} +{"pdf_name": "11786782_30.pdf", "language": "en", "markdown": "
Name of Director \n董事姓名Number of Shares \n股份數目Capacity/Nature of interest\n身份╱權益性質Approximate \npercentage of \nshareholding\n股權概約百分比
(Note 1)\n（附註1）
Zhu Shengliang\n朱勝良22,043,883Beneficial owner\n實益擁有人0.11%
Li Zhengshan\n李正山26,270,000Beneficial owner\n實益擁有人0.13%
Ting Kwok Kit, Johnny\n丁國傑3,000,000Beneficial owner\n實益擁有人0.015%
Chen Xiao\n陳曉25,000,000Beneficial owner\n實益擁有人0.12%
Cheng Tat Wa\n鄭達華1,300,000Beneficial owner\n實益擁有人0.006%
Chan Sin Hang\n陳善衡500,000Beneficial owner\n實益擁有人0.002%
\n\nNotes:\n\n(1) The percentage of shareholding is calculated on the basis of 20,352,872,747 Shares in issue as at 31 December 2019 and did not take into account any Shares which may fall to be allotted and issued upon exercise of any subscription rights attaching to any share options granted by the Company.\n\n(2) These Shares are held by Sun East LLC. Sun East LLC is a limited liability company incorporated in California, the US, which is owned as to (i) 35% by Dr Yeung Yung (shared commonly with his spouse under the laws of California, the US) and (ii) 65% by Mr Ma Manwai (alias Ma Manwai, Philip) and Mr Jimmy Wang (alias Wang Jian) as co-trustees for certain trusts established for the benefit of the children of Dr Yeung Yung on 30 December 2002. Dr Yeung Yung (as well as his spouse) was deemed to be interested in the Shares held by Sun East LLC by virtue of Part XV of the SFO.\n\n(3) The spouse of Dr Yeung Yung is deemed to be interested in the Shares beneficially held by Dr Yeung Yung by virtue of Part XV of the SFO.\n\n(4) These Shares were indirectly owned by certain trusts of which Mr Liu Stephen Quan were the founder. The children of Mr Liu were eligible beneficiaries of the trusts. Mr Liu was deemed to be interested in these Shares by virtue of Part XV of the SFO.\n\n附註：\n\n(1) 持股百分比按於二零一九年十二月三十一日已發行20,352,872,747股股份計算，並無計及可能因本公司已授出之任何購股權所附任何認購權獲行使而須配發及發行之任何股份。\n\n(2) 該等股份由Sun East LLC持有。Sun East LLC乃於美國加州註冊成立之有限公司，由(i)仰融博士擁有35%權益（根據美國加州法例與其配偶共同持有）及(ii)馬文偉先生及王健先生作為若干信託之共同信託人擁有65%權益，而該等信託於二零零二年十二月三十日設立，以仰融博士之子女為受益人。根據證券及期貨條例第XV部，仰融博士（及其配偶）被視為於Sun East LLC所持股份中擁有權益。\n\n(3) 根據證券及期貨條例第XV部，仰融博士之配偶被視為於仰融博士實益持有之股份中擁有權益。\n\n(4) 該等股份由劉泉先生為創始人之若干信託間接擁有。劉先生之子女為有關信託之合資格受益人。根據證券及期貨條例第XV部，劉先生被視為於該等股份中擁有權益。"} +{"pdf_name": "7466033_18.pdf", "language": "en", "markdown": "
Product name \n(reference drugs/targets)IndicationsProgress as at the Latest \nPracticable Date
Smooth progress of domestic clinical projects
HLX10+ HLX07head and neck \nsquamous cell \ncarcinoma (HNSCC)In July 2020, the first patient dosing \nwas comlpeted in a hipase 2 clincal trial \nin mainland China
HLX10+ HLX04Solid tumorIn September 2020, the enrollment of \nsubjects was comlpeted in a hpase 1 \nclinical trial
HLX10+ HLX04Hepatocellular \nCarcinoma (HCC)In January 2021, the enrollment of \nsubjects was comlpeted in a hpase 2 \nclinical trial
HLX10+HLX04Metastatic colorectal \ncancer (mCRC)In March 2021, the first patient dosing \nwas comlpeted in a Phase 2/3 clinical \ntrial in mainland China
HLX55 (innovative anti-c-Met \n monoclonal antibody)Solid tumorIn March 2020, the first patient dosing \nwas comlpeted in a hilpase 1 clinca trial \nin Taiwan, China
HLX07 (modified innovative \n anti-EGFR monoclonal \n antibody)Solid tumorIn March 2020, the relevant clinical \nresearch report was comlpeted for the \nh1ilpase clinical tra
HLX11 (pertuzumab)Breast cancer (BC)In September 2020, the first patient \ndosing was comlpeted in a hpase 1 \nclinical trial in mainland China
HLX14 (desumumab)Osteoporosis (OP)In November 2020, the first patient \ndosinlg was competed in a hpase 1 \nclinical trial in mainland China
"} +{"pdf_name": "7466033_19.pdf", "language": "en", "markdown": "
Product name \n(reference drugs/targets)IndicationsProgress as at the Latest \nPracticable Date
Efficient advancement on IND aliippcaton for pre-clinical development projects
HLX13 (iilipmumab)Melanoma, Renal Cell \nCarcinoma (RCC), \nMetastatic Colorectal \nCancer (mCRC)In January 2020, the investigational new \ndrug alipcatipon (IND) was accepted by \nthe NMPA\nIn April 2020, the investigational new \ndrug alippcation (IND) was approved by \nthe NMPA
HLX56 (anti-DR4 monoclonal \n antibody)Solid tumorIn May 2020, the investigational new \ndrulg aippcation ( IND) was approved \nby the Ministry of Health and Welfare \nof Taiwan.
HLX70 (anti-S1 fully human\n monoclonal \n neutralizing antibody)COVID-19In October 2020, the investigational \nnew druiNDg alppcation (I) was \napproved by the U.S. Food and Drug \nAdministration (FDA)
HLX71 (ACE2-Fc receptor \n fusion protein)COVID-19In November 2020, the investigational \nnew druiNg alppcation (ID) was \napproved by the U.S. Food and Drug \nAdministration (FDA)
HLX15 (daratumumab)Multillpe myeoma \n(MM)In November 2020, the investigational \nnew drulg aippcation (IND) was \naccepted by the NMPA\nIn January 2021, the investigational new \ndrug alippcation (IND) was approved by \nthe NMPA
HLX26 (Recombinant anti-\n LAG-3 human \n monoclonal antibody \n injection)Solid tumor, lymhpomaIn January 2021, the investigational new \ndrug alippcation (IND) was accepted by \nthe NMPA
"} +{"pdf_name": "9292085_49.pdf", "language": "en", "markdown": "
AspectKPIContentChapter Reference or Notes
B5.4Description of practices used to \npromote environmentally preferable \np r o d u c t s a n d s e r v i c e s w h e n \nselecting suppliers, and how they are \nimplemented and monitored.6.2 Responsible Procurement
B6 Product \nResponsibilityGeneral DisclosureInformation on:\n(a) the policies; and\n(b) compliance with relevant laws \nand regulations that have \na significant impact on the \nissuer\nr e l a t i n g t o h e a l t h a n d s a f e t y, \nadvertising, labelling and privacy \nmatters relating to products and \nservices provided and methods of \nredress.6.1 Quality Guarantee\n6.1.2 Customer Service\n6.1.3 Information Security and Privacy
B6.1Percentage of total products sold or \nshipped subject to recalls for safety \nand health reasons.Not applicable to the Grou’ps \nbusiness
B6.2N u m b e r o f p r o d u c t s a n d \nservice-related complaints received \nand how they are dealt with.6.1.2 Customer Service
B6.3Description of practices relating to \nobserving and protecting intellectual \nproperty rights.6.1.3 Information Security and Privacy
B6.4Description of quality assurance \nprocess and recall procedures.6.1.1 Safe Power Supply\nRecalling procedures are not \napplicable to the Grou’ps business
B6.5Description of consumer data \nprotection and privacy policies, how \nthey are implemented and monitored.6.1 Quality Guarantee\n6.1.2 Customer Service\n6.1.3 Information Security and Privacy
"} +{"pdf_name": "9292085_50.pdf", "language": "en", "markdown": "# 10. Content Index of the Environmental, Social and Governance Reporting Guide\n\n
AspectKPIContentChapter Reference or Notes
B7 Anti-corruptionGeneral DisclosureInformation on:\n(a) the policies; and\n(b) compliance with relevant laws \nand regulations that have \na significant impact on the \nissuer\nrelating to bribery, extortion, fraud \nand money laundering.6.3 Anti-corruption
B7.1Number of concluded legal cases \nregarding corrupt practices brought \nagainst the issuer or its employees \nduring the reporting period and the \noutcomes of the cases.6.3 Anti-corruption
B7.2Description of preventive measures \nand whistle-blowing procedures, how \nthey are implemented and monitored.6.3 Anti-corruption
B7.3Description of anti-corruption training \nprovided to directors and staff.6.3 Anti-corruption
B8 Community \nInvestmentGeneral DisclosurePolicies on community engagement \nto understand the needs of the \ncommunities where the issuer \noperates and to ensure its activities \nt a k e i n t o c o n s i d e r a t i o n t h e \ncommunities' interests.9. Giving Back to Society\n9.1 Fighting Icy Weather and \nProtecting Electricity Power\n9.2 Power Protection for College \nEntrance Examination\n9.3 Caring for the Community
B8.1Focus areas of contribution (e.g. \neducation, environmental concerns, \nlabour needs, health, culture, sport).9. Giving Back to Society\n9.1 Fighting Icy Weather and \nProtecting Electricity Power\n9.2 Power Protection for College \nEntrance Examination\n9.3 Caring for the Community
B8.2Resources contributed (e.g. money or \ntime) to the focus area.9. Giving Back to Society\n9.1 Fighting Icy Weather and \nProtecting Electricity Power\n9.2 Power Protection for College \nEntrance Examination\n9.3 Caring for the Community
"} +{"pdf_name": "9320782_21.pdf", "language": "en", "markdown": "
“Non-competition Undertaking” the non-competition undertaking dated 18 November\n2016 igven by each of our Controlling Shareholders in\nfavour of our Company, details of which are set forth in\nthe section headed “Relationship with our Controlling\nShareholders” in this prospectus
“Placing” the conditional lhpacinfg bhy te Underwriters o te\nPlacing Shares for cash at the Placing Price lpus\nbrokerage of 1%, SFC transaction levy of 0.0027% and\nStock Exchange trading fee of 0.005%, details of which\nare described in the section headed “Structure and\nconditions of the lacing” in thips prospectus on and\nsubject to the terms and conditions stated herein and in\nthe Underwriting Agreement
“Placing Price” the l0pacini2Plig prce of HK$. hper acnSig are (excludng\nbrokerage, Stock Exchange trading fee and SFC\ntransaction levy)
“Placing Shares” the 250,000,000 new Shares being offered for\nsubscription by our Company at the Placing Price under\nthe Placing
“PRC Legal Advisers” Dentons Law Offices, the Com’panys legal advisers as to\nthe PRC law
“Reorganisation” the corporate reorganisation of our Group in preparation\nfor the Listing as described in the sections headed\n“History, reorganisation and group structure” in this\nprospectus
“RMB” Renminbi, the lawful currency of the PRC
“SFC” the Securities and Futures Commission of Hong Kong
“SFO” Securities and Futures Ordinance (Chapter 571 of the\nLaws of Hong Kong), as amended, sulppemented or\notherwise modified from time to time
“Share(s)” ordinary shares with a nominal value of HK$0.01 each in\nthe share caiptal of our Company, which are to be traded\nin Hong Kong dollars and listed on GEM
“Shareholder(s)” holder(s) of the Shares
"} +{"pdf_name": "9320782_22.pdf", "language": "en", "markdown": "
“Sino Emperor”Sino Emperor Group Limited, a company incorporated in\nthe BVI with limited liability on 30 November 2015, the\nequity interest of which is entirely and beneficially\nowned by Mr. Nelson Lau
“Sole Lead Manager” or “Sole\nBookrunner”Head & Shoulders Securities Limited, a licensed\ncorporation to conduct type 1 (dealing in securities) and\ntype 4 (advising on securities) regulated activities under\nthe SFO, being the sole lead manager and sole\nbookrunner of the Placing
“Sole Sponsor” or “Prosperity\nCaiptal”ProsHlperitdy Caiiptal onLiigs mted, a licensed\ncorporation to conduct type 6 (advising on corporate\nfinance) regulated activity under the SFO, being the\nsponsor of the Listing
“Stock Exchange”The Stock Exchange of Hong Kong Limited, a wholly-\nowned subsidiary of Hong Kong Exchanges and Clearing\nLimited
“subsidiary(ies)”a company which is for the time being and from time to\ntime a subsidiary (within the meaning of the Companies\nOrdinance) of our Company
“substantial shareholder(s)” has the same meaning ascribed to it under the GEM\nListing Rules
“Takeovers Code”the Codes on Takeovers and Mergers and Share Buy-\nbacks issued by the SFC, as amended, sulppemented or\notherwise modified from time to time
“Track Record Period”the period comprising the two years ended 31 December\n2015 and the six months ended 30 June 2016
“Underwriters”the underwriters of the Placing set out in the section\nheaded “Underwriting – Underwriters” in this prospectus
“Underwriting Agreement” the conditional underwriting agreement dated 28\nNovember 2016 entered into among our Company, the\nexecutive Directors, the Controlling Shareholders, the\nSole Sponsor, the Sole Lead Manager and the\nUnderwriters relating to the Placing, particulars of which\nare summarised in the section headed “Underwriting” in\nthis prospectus
"} +{"pdf_name": "20782837_522.pdf", "language": "en", "markdown": "# II NOTES TO THE HISTORICAL FINANCIAL INFORMATION\n\n# 1. CORPORATE AND GROUP INFORMATION\n\nThe Company is a limited liability company incorporated in the Cayman Islands on 8 April 2013. The registered address of the Company is PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. The Company changed its name from “Kingyee Co., Limited” to “Medlive Technology Co., Ltd.” on 24 February 2021.\n\nThe Company is an investment holding company. During the Relevant Periods, the Company’s subsidiaries were principally engaged in the provision of precision marketing and corporate solutions, medical knowledge solutions, and intelligent patient management solutions.\n\nAs at the date of this report, the Company had direct and indirect interests in its subsidiaries, all of which are private limited liability companies, the particulars of which are set out below:\n\n
NamePlace and date of\nincorporation/\nreigstration and\nlpace of operationsNominal value of\nissued ordinary/\nreigstered share cailptaPercentage of equity attributable to\nthe CompanyPrincipal activities
Direct Indirect
Kingyee (HK) Co.,\nLimited (note (a))...Hong Kong\n3 May 2013US$495,000100% — Investment holding
Kingyee (Beijing) Co.,\nLtd. (“Jinye\nTiancheng”)*\n(金葉天成(北京)\n科技有限公司)\n(note (b)) .......PeolRpe’s elpubic of\nChina (“PRC”)/\nMainland China\n29 August 2013RMB9,000,000 —100% Provision of precision\nmarketing and\ncorporate solutions,\nmedical knowledge\nsolutions, and\nintelligent patient\nmanagement solutions
Beijing Yimaihutong\nTechnology Co., Ltd.\n(“Yimaihuton”)*g (北\n京醫脈互通科技有限\n公司) (note (c)) ....PRC/Mainland China\n18 April 2013RMB10,000,000 —100% Provision of precision\nmarketing and\ncorporate solutions,\nmedical knowledge\nsolutions, and\nintelligent patient\nmanagement solutions
"} +{"pdf_name": "20782837_523.pdf", "language": "en", "markdown": "
NamePlace and date of\nincorporation/\nreigstration and\nlpace of operationsNominal value of\nissued ordinary/\nreigstered share cailptaPercentage of equity attributable to\nthe CompanyPrincipal activities
Direct Indirect
Shijiazhuang Maili\nTechnology Co. ,Ltd*\n.(石家莊邁粒科技有限\n公司) (note (d)) ....PRC/Mainland China\n30 October 2019RMB2,000,000 —100% Research and\ndevelopment
Yinchuan Yimaitong\nInternet Hosiptal Co.,\nLtd. (“Yimaitong”)*\n(銀川醫脈通互聯網醫\n院有限公司)\n(note (d)) .......PRC/Mainland China\n29 August 2019RMB10,000,000 —100% Provision of internet\nhosilpta services
\n\nNotes:\n\n(a) No audited financial statements have been prepared for the entity since its date of incorporation as it is an investment holding company with no operation and is exempted from preparing audited financial statements.\n\n(b) The entity is registered as a wholly-foreign-owned enterprise under PRC law. The statutory financial statements of Jinye Tiancheng for the year ended 31 December 2018 prepared under PRC Generally Accepted Accounting Principles (“PRC GAAP”) were audited by Beijing Hongtian Zhongdao Certified Public Accountants Co., Ltd. (北京鴻天眾道會計師事務所有限公司), certified public accountants registered in the PRC. The statutory financial statements for the year ended 31 December 2019 prepared under PRC GAAP were audited by Beijing Zhongtian Xinda Certified Public Accountants Co., Ltd. (北京中天信達會計師事務所有限公司), certified public accountants registered in the PRC.\n\n(c) The entity is a limited liability enterprise established under PRC law. The statutory financial statements of Yimaihutong for the years ended 31 December 2018 and 2019 prepared under PRC GAAP were audited by Beijing Jingsheng Certified Public Accountants Co., Ltd. (北京京盛會計師事務所有限公司), certified public accountants registered in the PRC.\n\n(d) These entities are limited liability enterprises established under PRC law. No audited financial statements have been prepared for these entities, as these entities were incorporated in 2019.\n\n\\* The English names of these entities registered in the PRC represent the best efforts made by the management of the Company to directly translate their Chinese names as they did not register any official English names."} +{"pdf_name": "11786815_106.pdf", "language": "en", "markdown": "RMB 42,359 in 2019 while per capita consumption expenditure of urban residents reached RMB 28,063 in 2019. Responding to the increased demand and purchasing power, the investment in the real estate market has increased. The table below sets out income and expenditure of urban residents of the PRC for the years indicated:\n\n
2014201520162017201820192014-2019\nCAGR
Per caifpta disbposale income o urban\nresidents (RMB) ...................28,84431,19533,61636,39639,25142,3598.0%
Per caipta consumifpton exdipenture o\nurban residents (RMB) ..............19,96821,39223,07924,44526,11228,0637.0%
\n\nSources: National Bureau of Statistics of China\n\n# Historical Price Trend of Production Factor\n\n# Land Cost\n\nLand cost generally accounts for a significant proportion of a property developer’s overall costs. According to the Ministry of Natural Resources of the PRC, the average residential land cost of the 105 monitored cities has rose from RMB 5,277 per sq.m. in 2014 to RMB 7,434 per sq.m. in 2019, representing a CAGR of 7.1%. The table below sets out the land cost in the PRC for the years indicated:\n\n
2014201520162017201820192014-2019\nCAGR
Average residential land cost of 105 monitored\ncities (RMBp er sq.m.) ....................5,2775,4845,9186,522 7,080* 7,434*7.1%
Average commercial land cost of 105 monitored\ncities (RMBp er sq.m.) ....................6,5526,7296,9377,251 7,600*7,821*3.6%
\n\nNote:\n\n\\* Sanya has been included in the national monitoring scope in 2018. A total of 106 cities are therefore monitored. Source: Ministry of Natural Resources of the PRC\n\n# Construction Materials\n\nThe prices of steel and cement decreased in 2014-2015, due to oversupply. The prices of steel and cement generally increased from 2015 to 2019, mainly due to regulations that shut down some small-to-medium sized steel and cement companies for environmental purposes, resulting in the tightening of supply of steel and cement in the market. However, the prices of steel fluctuated as the regulation started to loosen. The table below sets out selected statistics of construction materials of China for the years indicated:\n\n
2014201520162017201820192014-2019\nCAGR
Steel Price Index (Base year 1994 = 100) ........83.156.499.5121.8107.1106.15.1%
Cement Price Index (RMBp er ton) ............308.4247.4318.7414.9449.0471.08.8%
\n\nSource: China Iron and Steel Association and China Cement Association\n\n# Labor Costs\n\nLabor cost is also an important factor for property developers. According to the National Bureau of Statistics, the average wage of workers in the construction industry and the real estate"} +{"pdf_name": "11786815_107.pdf", "language": "en", "markdown": "industry in 2019 was RMB 65,508 and RMB 80,157 per year, respectively. The average wage of workers in the construction and real estate industries generally increased from 2014 to 2019 and is expected to continue to increase in the near future. The table below sets out labor costs of China for the years indicated:\n\n
2014201520162017201820192014-2019\nCAGR
Average wage of workers in construction\nindustry (RMB) ....................45,80448,88652,08255,56860,50165,5087.4%
Average wage of workers in real estate\nindustry (RMB) ....................55,56860,24465,49769,27775,28180,1577.6%
\n\nSource: National Bureau of Statistics\n\n# Recent Development of the Residential Property Market in the PRC\n\nThe PRC government plays a key role in the real estate market and has promulgated various control measures to avoid over-heating the property sector in recent years. The PRC government has formulated a number of measures which include various monetary, fiscal, land, regulatory and financing policies aimed at stabilizing the real estate market. Such legislative measures include but not limited to implementing regulations and policies on down payments of housing loans, restrictive conditions for home buyers, prices of residential properties and land supply. The PRC government emphasized that China will step up its efforts to establish a long-term mechanism for a healthy development of the real estate market and will not use the real estate market as an avenue to provide short-term stimulus for the economy.\n\nUnder guidance from the central government, various local governments in the PRC also promulgated regulations and measures to stabilize the real estate markets.\n\n# REAL ESTATE MARKET OF SELECTED CITIES IN THE PRC\n\n# The Western Taiwan Strait Economic Region\n\n# Xiamen\n\nXiamen is located along the 21st Century Maritime Silk Road, which is the sea route part of the China’s “Belt and Road Initiative.” Xiamen’s economy grew steadily in recent years. The nominal GDP increased from RMB 334 billion in 2014 to RMB 600 billion in 2019, representing a CAGR of approximately 12.4%. The fixed asset investment witnessed a continuous increase from approximately RMB 156 billion in 2014 to RMB 286 billion in 2019, representing a CAGR of 12.8%. The table below sets out selected economic indicators of Xiamen the years indicated:\n\n
2014201520162017201820192014-2019\nCAGR
Nominal GDP (RMBb illion) . . . . . . . . . . . .33435338643547960012.4%
Real GDP growth rate (%) . . . . . . . . . . . . . .9.27.17.97.67.77.9 N/A
Fixed asset investment (RMBb illion) . . . . .156189216238262* 286*12.8%
Population (million) . . . . . . . . . . . . . . . . . . .3.83.93.94.04.14.32.4%
Urbanization rate (%) ..................88.888.989.089.189.189.2 N/A
Per caifpta disbposale income o urban\nhouseholds (RMB) ..................39,62542,60746,25450,01954,40159,0188.3%
\n\nNote:\n\n\\* estimated by the published data from the Statistics Bulletin of Xiamen in 2018 and 2019, stating that fixed asset investment received a 10.1% and 9.0% year-to-year growth in 2018 and 2019\n\nSource: Xiamen Municipal Bureau of Statistics"} +{"pdf_name": "20788842_146.pdf", "language": "en", "markdown": "
NameMajor work experience
WU Huifeng \n(吳慧峰)Mr. WU has served as our Vice President since November 2018 and our Secretary to the \nBoard since December 2014. Mr. WU served as head of the settlement center of China \nNanshan Development (Group) Co., Ltd., deputy manager of the finance department \nof Shanghai Nanshan Real Estate Development Co., Ltd. (上海南山房地產開發有限公\n司) (formerly known as Shanghai Chengnan Real EstateDevelopment Company (上海\n誠南房地產開發公司)), general manager of the finance and audit department, general \nmanager of the human resources department, assistant to the general manager, and \ndeputy general manager of China Merchants Finance Holdings Co., Ltd. He also worked \nfor our Company as Director, Supervisor, co-general manager of the Board office and \nassistant to president.
Mr. WU Huifeng obtained a bachelor’s degree in economics majoring in accounting \nfrom the Shanghai University of Finance and Economics and a master’s degree in \neconomics majoring in finance from Peking University in June 1996 and January 2012, \nrespectively. Mr. WU was granted the qualification of accountant in May 1998 by the \nMinistry of Finance of the PRC.
ZHAO Bin (趙斌)Mr. ZHAO has served as our Vice President since November 2018. He has been working \nas executive director of CMS Investment since January 2019. He acted as our Chief \nCompliance Officer from January 2016 to December 2018, chief compliance officer \nof CMS Asset Management from January 2018 to January 2021, chairman of the \nsupervisory committee of China Merchants Fund from September 2017 to April 2020, \ndirector of CMS Asset Management from July 2015 to May 2019, and director of China \nMerchants Futures from July 2008 to May 2019. He took the position of assistant to \nmanager and manager of our Haikou branch, head of Futian branch, assistant to the \ngeneral manager of our Brokerage Business Department, deputy manager (person-\nin-charge) of our Shenzhen Longgang securities branch, manager of our Shenzhen \nNanshan Nanyou Road securities branch, general manager of our Private Customer \nService Department, general manager of our Channel Management Department, \ngeneral manager of our Department of Retail Brokerage and our employee \nrepresentative Supervisor.
Mr. ZHAO Bin obtained a bachelor’s degree in economics majoring in international \nfinance from Shenzhen University and a master’s degree in science majoring in project \nmanagement from the University of Greenwich in June 1992 and December 2010, \nrespectively.
"} +{"pdf_name": "20788842_147.pdf", "language": "en", "markdown": "
NameMajor work experience
HU Yu (胡宇)Mr. HU has been the chief compliance officer and chief risk officer since December \n2018. From August to November 2018, he was the deputy head of capital operation \ndepartment of China Merchants Group. He served as the member of CPC Committee \nand the secretary of Disciplinary Committee of Guangdong Bureau of the China \nSecurities Regulatory Commission from November 2016 to July 2018. He was a \nteacher in Xishan Middle School (西山中學), teacher of the foreign language teaching \nand research office of Jiangxi Medical College, deputy principal staff member of \nDepartment of Policy and Regulations, the principal staff member of Department \nof Intermediary Supervision, the deputy officer and director of Office of the Party \nCommittee as well as the director of No.1 Inspection Office of Shenzhen Bureau of the \nCSRC and member of CPC Committee and the secretary of Disciplinary Committee of \nHainan Bureau of the China Securities Regulatory Commission.\nMr. HU Yu obtained a Bachelor of Arts degree from Jiangxi Normal University (江西師範\n大學) and a Master’s degree in Finance from Graduate School of People’s Bank of China \nin July 1989 and July 1996, respectively.
WU Guangyan\n(吳光焰)Mr. WU has served as our Vice President since February 2019, and chairman of the \nboard of directors of CMS International since December 2018. He served as general \nmanager of our Department of International Business from November 2018 to June \n2020, assistant to the President from July 2018 to February 2019, and general manager \nof CMS Asset Management from April 2015 to August 2019. Mr. WU also used to be \nengineer of Radio Electronics Research Institute in Wuhan City, technology manager \nof information technology center of the head office of China Merchants Bank, general \nmanager of Technology Department of the Shenzhen branch of China Guangfa Bank, \nperson-in-charge for the operation department for credit card business department of \nthe headquarter of Ping An Bank, deputy general manager (person-in-charge) of our \nOperations and Administration Department, general manager of our Private Customer \nService Department and general manager of our Assets Management Department.\nMr. WU Guangyan obtained a bachelor’s degree in automatic control majoring in \ntesting technology and instrument (自動控制系檢測技術及儀器專業學士學位) and a \nmaster’s degree majoring in pattern recognition and intelligent control (模式識別與\n智能控制專業碩士學位) from Huazhong University of Science and Technology in June \n1988 and June 1995, respectively.
"} +{"pdf_name": "2592578_16.pdf", "language": "en", "markdown": "• we are exposed to geopolitical risk, where unexpected changes in global, regional, or local political or social conditions could adversely affect our foreign operations.\n\nOur success as a global business will depend, in part, upon our ability to succeed in differing legal, regulatory, economic, social and political conditions by developing, implementing and maintaining policies and strategies that are effective in each location where we do business.\n\n# We are exposed to currency exchange rate changes that impact our profitability.\n\nWe are exposed to currency exchange rate risk through our U.S. and non­U.S. operations. Changes in currency exchange rates may materially affect our operating results. For example, changes in currency exchange rates may affect the relative prices at which we and our competitors sell products in the same region and the cost of materials used in our operations. A substantial portion of our net sales and assets are denominated in currencies other than the U.S. dollar, particularly the euro. When the U.S. dollar strengthens against other currencies, at a constant level of business, our reported sales, earnings, assets and liabilities are reduced because the non­U.S. currencies translate into fewer U.S. dollars.\n\nWe incur a currency transaction risk whenever one of our operating subsidiaries enters into either a purchase or a sales transaction using a currency different from the operating subsidiary's functional currency. Given the volatility of exchange rates, we may not be able to manage our currency transaction risks effectively, or volatility in currency exchange rates may expose our financial condition or results of operations to a significant additional risk.\n\nPrices for certain raw materials and energy are volatile and can have a significant effect on our manufacturing and supply chain strategies as we seek to maximize our profitability. If we are unable to successfully adjust our strategies in response to volatile raw materials and energy prices, such volatility could have a negative effect on our earnings in future periods.\n\nWe use petroleum­based materials, metals, natural gas and other materials in the manufacture of our products. We consume substantial amounts of energy in our manufacturing processes. Prices for these materials and energy are volatile and can have a significant effect on our pricing, sales, manufacturing and supply chain strategies as we seek to maximize our profitability. Our ability to successfully adjust strategies in response to volatile raw material and energy prices is a significant factor in maintaining or improving our profitability. If we are unable to successfully adjust our strategies in response to volatile prices, such volatility could have a negative effect on our sales and earnings in future periods.\n\n# A substantial portion of our raw materials are commodities whose prices fluctuate as market supply and demand fundamentals change.\n\nWe attempt to manage exposure to price volatility of major commodities through:\n\n• long­term supply contracts;\n\n• contracts with customers that permit adjustments for changes in prices of commodity­based materials and energy;\n\n• forward buying programs that layer in our expected requirements systematically over time; and\n\n• limited use of financial instruments.\n\nAlthough we regularly assess our exposure to raw material price volatility, we cannot always predict the prospects of volatility and we cannot always cover the risk in a cost effective manner.\n\nWe have a policy of maintaining, when available, multiple sources of supply for raw materials. However, certain of our raw materials may be provided by single sources of supply. We may not be able to obtain sufficient raw materials due to unforeseen developments that would cause an interruption in supply. Even if we have multiple sources of supply for raw materials, these sources may not make up for the loss of a major supplier.\n\n# If we are not able to continue our technological innovation and successful introduction of new products, our customers may turn to other suppliers to meet their requirements.\n\nThe specialty chemicals industry and the end­use markets into which we sell our products experience ongoing technological change and product improvements. A key element of our business strategy is to invest in research and development activities with the goal of introducing new high­performance, technically differentiated"} +{"pdf_name": "2592578_17.pdf", "language": "en", "markdown": "products. We may not be successful in developing new technology and products that effectively compete with products introduced by our competitors, and our customers may not accept, or may have lower demand for, our new products. If we fail to keep pace with evolving technological innovations or fail to improve our products in response to our customers’ needs, then our business, financial condition and results of operations could be adversely affected as a result of reduced sales of our products.\n\n# We spend large amounts of money for environmental compliance in connection with our current and former operations.\n\nAs a manufacturer of specialty chemicals and specialty materials, we are subject to stringent regulations under numerous U.S. federal, state, local and foreign environmental, health and safety laws and regulations relating to the generation, storage, handling, discharge, disposition and stewardship of chemicals and other materials. We have expended substantial funds to comply with such laws and regulations and have established a policy to minimize our emissions to the environment. Nevertheless, legislative, regulatory and economic uncertainties (including existing and potential laws and regulations pertaining to climate change) make it difficult for us to project future spending for these purposes, and if there is an acceleration in new regulatory requirements, we may be required to expend substantial additional funds to remain in compliance.\n\n# We are subject to environmental clean­up costs, fines, penalties and damage claims that have been and continue to be costly.\n\nIn the U.S., we are subject to lawsuits and regulatory actions, in connection with current and former operations (including some divested businesses and off­site disposal facilities), that seek clean­up or other remedies. We are also subject to similar risks outside of the U.S.\n\nWe operated a vermiculite mine in Libby, Montana, until 1990. Some of the vermiculite ore that was mined at the Libby mine contained naturally occurring asbestos. We are cooperating with the U.S. Environmental Protection Agency and other federal, state and local governmental agencies in a remedial investigation and feasibility study (\"RI/FS\") of the Libby mine and the surrounding area to determine the location, scope and extent of required remediation. The EPA is also investigating or remediating formerly owned or operated sites that processed Libby vermiculite into finished products. We are cooperating with the EPA on these investigation and remediation activities, and have recorded a liability to the extent that our review has indicated that a probable liability has been incurred and the cost is estimable.\n\nWe have recorded liabilities for all environmental matters for which a loss is considered to be probable and sufficient information is available to reasonably estimate the loss. These liabilities do not include the cost to remediate the Libby vermiculite mine and surrounding area or costs related to any additional EPA claims, whether resulting from the EPA's investigation of vermiculite facilities or otherwise, which may be material but are not currently estimable. Due to these vermiculite­related matters, it is probable that our ultimate liability for environmental matters will exceed our current estimates by material amounts.\n\n# Our indebtedness may materially affect our business, including our ability to fulfill our obligations, react to changes in our business and incur additional debt to fund future needs.\n\nWe have a substantial amount of debt. As of December 31, 2017, we had \\$1,033.1 million of unsecured indebtedness outstanding and \\$510.8 million of secured indebtedness outstanding. Our indebtedness may have material effects on our business, including to:\n\n• require us to dedicate a substantial portion of our cash flow to debt payments, thereby reducing funds available for working capital, capital expenditures, acquisitions, research and development, distributions to stockholders, stock repurchase programs and other purposes;\n\n• restrict us from making strategic acquisitions or taking advantage of favorable business opportunities;\n\n• limit our flexibility in planning for, or reacting to, changes in our business and the industries in which we operate;\n\n• increase our vulnerability to adverse economic, credit and industry conditions, including recessions;\n\n• make it more difficult for us to satisfy our debt service and other obligations;\n\n• place us at a competitive disadvantage compared to our competitors that have relatively less debt; and\n\n• limit our ability to borrow additional funds, or to dispose of assets to raise funds, if needed, for working capital, capital expenditures, acquisitions, research and development and other purposes."} +{"pdf_name": "3417781_259.pdf", "language": "en", "markdown": "# XII. RELATED PARTIES AND TRANSACTIONS (Continued)\n\n# 3. Principal joint ventures and associates of the Group (Continued)\n\n
Name of joint ventures and associatesRelationship with \nthe Group
Sichuan Guotai High-tech Pipe Network Investment Co., Ltd.Joint venture
Tianjin Zhongji Equipment Manufacturing Co., Ltd.Joint venture
Zhuhai Kaduhaijun Real Estate Development Co., Ltd. (Note)Joint venture
Zhongye Tap Water (Zhumadian) Co., Ltd.Joint venture
SL-GV-MCC PTE LTD.Associate
Wuhan MCC Lutheran Brothers Sun Donglin Engineering Technology Co., Ltd.Associate
Baotou MCC Real Estate Co., Ltd.Associate
Beijing Zhongye HengSheng Real Estate Co., Ltd..Associate
Chengdu Tianfu New District MCC Xinde Real Estate Co., Ltd.Associate
Fuzhou MCC Infrastructure Investment Co., Ltd.Associate
Harbin Shuangqi Environmental Resources Co., Ltd.Associate
Henan Ruzhou Science and Education Park Investment Development Co., Ltd.Associate
Huai’an Huaguang Construction Investment Co., Ltd.Associate
Maanshan Jiahe Real Estate Co., Ltd.Associate
Maanshan MCC High-tech Construction Co., Ltd.Associate
Maanshan MCC Economic Development Company Ltd.Associate
Maanshan Golden Tourism Investment Co., Ltd.Associate
Maanshan MCC Putang Construction Co., Ltd.Associate
Mudanjiang MCC Real Estate Co., Ltd.Associate
Nanjing Zhongkang Construction and Development Co., Ltd.Associate
Inner Mongolia Zhongye DeBang Real Estate Co., Ltd.Associate
Puyang MCC Longhu Construction and Development Co., Ltd.Associate
Renqiu MCC Infrastructure Construction Co., Ltd.Associate
Shanghai Libo Labor Service Co., Ltd.Associate
Shanghai United Automobile Road Construction Development Co., Ltd.Associate
Shanghai Tongjibao Construction Robot Co., Ltd.Associate
(Original name: Shanghai Tongji Baoye Construction Robot Co., Ltd.)
Shanghai Yuepu South Concrete Co., Ltd.Associate
Shanghai Zhihu Real Estate Co., Ltd.Associate
Shanghai MCC Jiahe Real Estate Co., Ltd.Associate
Shanghai MCC Xiangqi Investment Co., Ltd.Associate
CERI Yingkou Equipment Technology Co., Ltd.Associate
Sichuan HangYe Industrial Co., Ltd.Associate
Siping City Integrated Pipe Network Construction and Operation Co., Ltd.Associate
Si County MCC construction Investment Co., Ltd.Associate
Suining Kaihong Construction Development Co., Ltd.Associate
Tangshan Caofeidian 22nd Metallurgical Construction Technique Co., Ltd.Associate
Tangshan Wanzhu 22nd Metallurgical Construction Technique Co., Ltd.Associate
MCC Tangshan Fangzhou Real Estate Development Co., Ltd.Associate
Tianjin SERI Machinery Equipment Corporation Ltd.Associate
Tianjin MCC Heyuan Real Estate Co., Ltd.Associate
Tianjin MCC Jincheng Real Estate Co., Ltd.Associate
Tianjin MCC Jinyu Real Estate Co., Ltd.Associate
Tianjin Tuanbo Urban Development Co., Ltd.Associate
"} +{"pdf_name": "3417781_260.pdf", "language": "en", "markdown": "# XII. RELATED PARTIES AND TRANSACTIONS (Continued)\n\n# 3. Principal joint ventures and associates of the Group (Continued)\n\n
Name of joint ventures and associatesRelationship with \nthe Group
Tianjin MCC Xinhua Real Estate Co., Ltd.Associate
Wuhan Hanwei Refining Engineering Co., Ltd.Associate
Wuhan Zhonghe Engineering Technique Co., Ltd.Associate
Wuhan MCC Xin’ao Property Management Co., Ltd.Associate
Wuhan Zhong Yi Investment Construction Company Ltd.Associate
MCC Suzhou SUMA Construction Development Co., Ltd.Associate
CERI Yingkou Construction Development Co., Ltd.Associate
Zhanjiang Baofa CISDI Rotary Hearth Furnace Technology Co., Ltd.Associate
Zhejiang MCC Investment Management Co., Ltd.Associate
MCC-Huafa Integrated Pipe Network Co., Ltd.Associate
MCC Capital (Xiangtan) Heavy Industrial Equipment Co., Ltd.Associate
WISDRI (Xinyu) Cold Rolling New Material Technology Co., Ltd.Associate
Chongqing Beimeng Project Management Limited Liability CompanyAssociate
Chongqing MCC 17 Group Construction Engineering Co., Ltd.Associate
Chongqing Wansheng Xihua Road Construction Co., Ltd.Associate
Chongqing Xinlian Steel Equipment Technique Co., Ltd.Associate
\n\nNote: Zhuhai Kaduhaijun Real Estate Development Co., Ltd. has been disposed in January 2016.\n\n# 4. Other related parties of the Group\n\nOther related parties entered into transactions with the Group during the year, or during the prior year with remaining closing balance were as follows, such transactions also constitute connected transactions or continuing connected transactions as defined in Chapter 14A of Listing Rules of the Hong Kong Stock Exchange:\n\n
Name of other related partiesRelationship with the Group
MCC Huludao Nonferrous Metals Group Co., Ltd.Under common control by CMGC
MCC Asset Management Co., Ltd.Under common control by CMGC
Subsidiaries of MCC Huludao Nonferrous Metals Group Co., Ltd.:
Huludao Zinc Industry Co., Ltd.Under common control by CMGC
Subsidiaries of MCC Asset Management Co., Ltd.:
Beijing Dongxing Metallurgical New-Tech & Development Corp.Under common control by CMGC
Beijing China Metallurgical Construction Taxi CompanyUnder common control by CMGC
Shanghai MCC HospitalUnder common control by CMGC
Subsidiaries of Beijing Dongxing Metallurgical New-Tech & \nDevelopment Corp.:
Handan Huaye Property Services Co., Ltd.Under common control by CMGC
Handan Huaye New Type Building Material Co., Ltd.Under common control by CMGC
Chengdu MCC 5 Rongshen Real Estate Development Co., Ltd.Under common control by CMGC
Hainan Luda Real Estate Development Co., Ltd.Under common control by CMGC
Chengdu Hongqiang Property Management Co., Ltd.Under common control by CMGC
"} +{"pdf_name": "9257278_6.pdf", "language": "en", "markdown": "# PRIMARY ALUMINUM MARKET\n\nSince 2021, benefiting from extensive vaccination of COVID-19 vaccines and increased fiscal stimulus in the US, Japan and other countries, positive outlook has been seen in global economy, the repressed consumer demand has been released, the manufacturing industry has continued to expand and demand for base metals has rebounded rapidly. Due to the influence of the pandemic, production of and investment in global commodity including base metals have slowed down, causing the growth of supply to fall short of that of demand, resulting in a phased gap in supply and a sharp rise in commodity prices. Prices of base metal products hit multi-year highs, some even record highs.\n\nIn the international market, the robust recovery in overseas demand once the pandemic being gradually contained has led to a period of tension in aluminum supply, prompting a rise in aluminum price in London. At the same time, China came up with “dual carbon” goals, which stimulated capital market to adopt aluminum as long allocation resources, the domestic and overseas aluminum price formed a trend of resonance rising. In the first half of 2021, the average prices of current month aluminum futures and three-month aluminum futures at LME were USD2,269 per tonne and USD2,258 per tonne, respectively, representing a year-on-year increase of 37.4% and 39.0%, respectively.\n\nIn the domestic market, in early 2021, despite the elevated commodity prices driven by the unprecedented liquidity easing environment, the domestic aluminum price nosedived in January due to the outstanding problems of contradiction of excess supply occurred in virtue of the impacts of factors such as concerns about the significant growth of aluminum supply, limited production of aluminum fabrication enterprises in Henan and other regions because of environmental issues and combined with massive inflows of imported primary aluminum. In February, on the context of the firm promotion of carbon peak and carbon neutrality of the State, aluminum, as the largest non-ferrous metal in carbon emissions, was frequently under the market spotlight. Moreover, measures such as the dual control of energy consumption and suspension of or limitation on production in Inner Mongolia region and the emergency off-peak use of electricity adopted by enterprises in Yunnan province as a result of the tight situation of electricity supply caused the maximum production reduction of electrolytic aluminum to reach 1.2 million tonnes per year; dual control of energy consumption in Guangxi and Guizhou has also led to delays in construction progress and partial decrease in the output of new projects. In the meantime, the stimulus package worth up to USD1.9 trillion launched by the US poured massive funds into the aluminum market where supply continues to tighten. The domestic price of aluminum increased to RMB20,445 per tonne in early May, hitting a 13-year high. As the adverse impact brought about by the sustained high raw material prices became more and more prominent, the domestic electrolytic aluminum price began to decline gradually in late May under the policy of stabilizing prices such as the joint talks among the five departments under the Chinese government and key manufacturing enterprises of iron ore,"} +{"pdf_name": "9257278_7.pdf", "language": "en", "markdown": "steel products, copper and aluminum industries as well as the output of reserve by State Reserve. In the first half of 2021, the average prices of current month aluminum futures and three-month aluminum futures at SHFE were RMB17,378 per tonne and RMB17,330 per tonne, representing a year-on-year increase of 24.8% and 34.0%, respectively.\n\nAccording to the statistics, the global output and consumption of primary aluminum in the first half of 2021 were approximately 33.95 million tonnes and approximately 34.03 million tonnes, representing a year-on-year increase of 5.7% and 14.8%, respectively. The domestic output and consumption of primary aluminum were approximately 19.58 million tonnes and approximately 19.91 million tonnes, representing a year-on-year increase of 7.9% and 12.7%, respectively.\n\n# BUSINESS REVIEW\n\nIn the first half of 2021, under the development goal of building itself into a world-class aluminum company with global competitiveness, based on the new development stage, the Company implemented new development philosophy and adhered to systematic concept. Taking the promotion of high-quality development as the theme, the enhancement of the capability to create value as the leading driver, and the deepening of all-factor benchmarking as the starting point, the Company strengthened the asset operation and management responsibilities, promoted the implementation, improved efficiency and strived to build first-class company, creating a new situation of reform and development of the Company.\n\n1. Significant increase in product output, comprehensive optimization of operating quality and great growth in economic efficiency. In the first half of the year, the output of major products of the Company including bauxite, alumina, electrolytic aluminum, refined alumina and carbon, increased by 34.9%, 14.3%, 5.5%, 3.2% and 18.7%, respectively, year-on-year. The level of return on assets improved significantly. The operating cash flow reached RMB9.467 billion, the best level as compared with the corresponding periods in history; the operating revenue amounted to RMB120.736 billion, representing a year-on-year increase of 43.55%, and the total profit was RMB6.031 billion, representing a year-on-year increase of RMB5.639 billion. Labor productivity of alumina, electrolytic aluminum and carbon increased by 25%, 16% and 20%, respectively, year-on-year.\n\n2. The benchmarking management being further deepened, the management and control capability being continuously enhanced, the process and technical indicators being fully optimized and the product quality holding the lead. The Company further improved its benchmarking system by adopting “one-to-one (一對一)” supervision of enterprises to refine and implement the all-factor benchmarking plan, conducting monthly profit and cash flow analysis and ranking the enterprises monthly according to the benchmarking and their competitiveness, with effective reduction in management cost. The Company formulated"} +{"pdf_name": "9324296_381.pdf", "language": "en", "markdown": "# (c) Geographic information\n\nAs the Group solely operates in the PRC, no geographical segment information has been presented.\n\n# 11 FIXED ASSETS\n\n
BuildingsLeasehold\nimprovementsPlant and\nmachineryMotor\nvehiclesOffice\nequipment\nand\nfurnitureConstruction\nin progress Sub-totalInvestment\nproperties Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Cost:
At 1 January 2007 . . .195,7062,65527,63039,21921,29312,558299,06116,344315,405
Additions .......14,4805,9384,43329,0306,72310,24470,848 —70,848
Transfer ........19,520 —3,085 — —(22,605) — — —
Disposals ....... —(550)(10)(8,740)(63) —(9,363)(3,124)(12,487)
At 31 December 2007 .229,7068,04335,13859,50927,953197360,54613,220373,766
At 1 January 2008 . . .229,7068,04335,13859,50927,953197360,54613,220373,766
Additions .......2,1303,5102,64921,7502,6783,24735,964 —35,964
Transfer . . . . . . . .184 —952 — —(1,136) — — —
Disposals ....... — —(85)(14,572)(181) —(14,838) —(14,838)
At 31 December 2008 .232,02011,55338,65466,68730,4502,308381,67213,220394,892
At 1 January 2009 . . .232,02011,55338,65466,68730,4502,308381,67213,220394,892
Additions . . . . . . .2,11410,91411,50421,4464,77545,24595,998 —95,998
Transfer ........1,862 —346 — —(2,208) — — —
Disposals . . . . . . . — —(116)(29,364)(231) —(29,711) —(29,711)
At 31 December 2009 .235,99622,46750,38858,76934,99445,345447,95913,220461,179
At 1 January 2010 . . .235,99622,46750,38858,76934,99445,345447,95913,220461,179
Acquisition of a\nsubsidiarhy throu\ngbusiness\ncombination\n(note 25) ......6,100 —2671,213624 —8,204 —8,204
Additions .......11,2931,19615,85523,8225,37821,49379,037 —79,037
Transfer ........45,984 —252,663 —(48,672) — — —
Disposals ....... — —(68)(8,869)(144) —(9,081) —(9,081)
At 30 June 2010 ....299,37323,66366,46777,59840,85218,166526,11913,220539,339
"} +{"pdf_name": "9324296_382.pdf", "language": "en", "markdown": "
BuildingsLeasehold\nimprovementsPlant and\nmachineryMotor\nvehiclesOffice\nequipment\nand\nfurnitureConstruction\nin progress Sub-totalInvestment\nproperties Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Accumulated\ndepreciation:
At 1 January 2007 . . .12,3965024,79512,6117,307 —37,6111,64039,251
Charge for the year . .6,2909353,0098,7064,543 —23,48350023,983
Written back on\ndisposals ...... —(550)(5)(1,778)(28) —(2,361)(396)(2,757)
At 31 December 2007 .18,6868877,79919,53911,822 —58,7331,74460,477
At 1 January 2008 . . .18,6868877,79919,53911,822 —58,7331,74460,477
Charge for the year . .6,7201,9643,45911,1705,259 —28,57241928,991
Written back on\ndisposals ...... — —(37)(3,115)(125) —(3,277) —(3,277)
At 31 December 2008 .25,4062,85111,22127,59416,956 —84,0282,16386,191
At 1 January 2009 . . .25,4062,85111,22127,59416,956 —84,0282,16386,191
Charge for the year . .7,0175,7034,29811,4135,032 —33,46341833,881
Written back on\ndisposals ...... — —(43)(9,933)(199) —(10,175) —(10,175)
At 31 December 2009 .32,4238,55415,47629,07421,789 —107,3162,581109,897
At 1 January 2010 . . .32,4238,55415,47629,07421,789 —107,3162,581109,897
Charge for the period .5,2082,7502,6924,7502,511 —17,91121018,121
Written back on\ndisposals ...... — —(39)(2,996)(125) —(3,160) —(3,160)
At 30 June 2010 ....37,63111,30418,12930,82824,175 —122,0672,791124,858
Net book value:
At 31 December 2007 .211,0207,15627,33939,97016,131197301,81311,476313,289
At 31 December 2008 .206,6148,70227,43339,09313,4942,308297,64411,057308,701
At 31 December 2009 .203,57313,91334,91229,69513,20545,345340,64310,639351,282
At 30 June 2010 ....261,74212,35948,33846,77016,67718,166404,05210,429414,481
\n\n(a) The Group’s investment properties and other property, plant and equipment are located in the PRC.\n\n(b) Investment properties with carrying amount of RMB11,476,000, RMB11,057,000, RMB10,639,000 and RMB10,429,000 are pledged against bank loans (see note 20) as at 31 December 2007, 2008 and 2009 and 30 June 2010, respectively.\n\n(c) Other property, plant and equipment with carrying amount of RMB4,976,000, RMB4,819,000, RMB4,661,000 and RMB4,582,000 are pledged against bank loans (see note 20) as at 31 December 2007, 2008 and 2009 and 30 June 2010, respectively.\n\n(d) Other property, plant and equipment with carrying amount of RMB139,343,000, RMB134,643,000, RMB129,944,000 and RMB127,242,000 are pledged against bank loans granted to related parties (see note 29(d)) as at 31 December 2007, 2008 and 2009 and 30 June 2010, respectively."} +{"pdf_name": "8405294_18.pdf", "language": "en", "markdown": "
‘‘Deed of Indemnit’’ya deed of indemnity dated 16 June 2014 entered into between our\nControlling Shareholders and our Company referred to in\nAppendix IV of this prospectus
‘‘Deed of Non-competition’’a deed of non-competition dated 16 June 2014 entered into by our\nControlling Shareholders in favour of our Company, details of\nwhich are set out in the section headed ‘‘Relationship with\nControlling Shareholders’’ in this prospectus
‘‘Director(s)’’the director(s) of our Company
‘‘ERP’’enterprise resource lpanning
‘‘Fiona Kim Investments’’Fiona Kim Investments Limited, a company with limited liability\nincorporated in the BVI on 10 April 2012 and a direct wholly-\nowned subsidiary of our Company
‘‘Fiona Trust’’Fiona Trust, a discretionary trust set up by Mr. Jin for which\nStandard Chartered Trust acts as the trustee and Mr. Jin, his\nspouse and his children are the beneficiaries
‘‘Frost & Sullivan’’Frost & Sullivan (Beijing) Inc., Shanhiga Branch Co., a lgobal\nmarket research and consulting company, which is an Independent\nThird Party engaged by our Company as their industry consultant
‘‘Frost & Sullivan Report’’a customised report titled ‘‘China Lady-wear Market Study,\n2014’’ prepared by Frost & Sullivan and commissioned by our\nCompany for the purpose of the Global Offering
‘‘GDP’’gross domestic product
‘‘Global Offerin’’gthe Hong Kong Public Offering and the International Offering
‘‘GREEN Alii’’ppcaton Form(s)the alifppcation orm(s) to be comldbKpete Hy the eIPO White\nForm Service Provider, designated by the Company
‘‘Grou’’‘‘p, our Grou’’‘‘p, we’’,\n‘‘ our’’or‘‘us’’our Company and its subsidiaries or, where the context so\nrequires, with respect to the period before which our Company\nbecame the holding company of its current subsidiaries, our\nCompan’ys current subsidiaries or the businesses operated by\nsuch subsidiaries or their predecessors (as the case may be)
‘‘HK$’’ or ‘‘Hong Kong dollars’’\nor ‘‘cents’’Hong Kong dollars and cents, respectively, the lawful currency of\nHong Kong
‘‘HK eIPO White Form’’alifHKppyng or onPSg onblig uc Offer hares to be issued in your\nown name by submitting alippcations online throuhhg te\ndesignated website at www.hkeipo.hk
"} +{"pdf_name": "8405294_19.pdf", "language": "en", "markdown": "
‘‘HK eIPO White Form Service\nProvider’’the HK eIPO White Form service provider designated by the\nCompany, as specified on the designated website of HK eIPO\nWhite Form at www.hkeipo.hk
‘‘HKSCC’’Hong Kong Securities Clearing Company Limited
‘‘HKSCC Nominees’’HKSCC Nominees Limited, a wholly-owned subsidiary of\nHKSCC
‘‘Hon’’‘‘KA’g KonRg, HS’ or\n‘‘HK’’the Hong Kong Special Administrative Reifgon o the PRC
‘‘Hong Kong Public Offer Shares’’the 12,500,000 new Shares initially being offered for subscription\nby our Company at the Offer Price under the Hong Kong Public\nOffering (subject to adjustment as described in the section headed\n‘‘Structure of the Global Offerin’’ ign this prospectus)
‘‘Hong Kong Public Offerin’’gthe offer by our Company of the Hong Kong Public Offer Shares\nfor subscription by the public in Hong Kong as described in the\nsection headed ‘‘Structure of the Global Offerin’’g in this\nprospectus at the Offer Price (lpus brokerage of 1%, SFC\ntransaction levy of 0.003% and Stock Exchange trading fee of\n0.005% of the Offer Price) and on and subject to the terms and\nconditions stated herein and in the Alippcation Forms relating\nthereto
‘‘Hong Kong Branch Share\nReigstrar’’Tricor Investor Services Limited
‘‘Hong Kong Underwriters’’the underwriters of the Hong Kong Public Offering named in the\nhparagra headed ‘‘Undperwriting — Hong Kong Underwriters’’ in\nthis prospectus
‘‘Hong Kong Underwriting\nAgreement’’the conditional Hong Kong underwriting agreement dated 16 June\n2014 relating to the Hong Kong Public Offering entered into by,\namong others, our Company, the Joint Global Coordinators and\nthe Hong Kong Underwriters
‘‘IFRS’’International Financial Reporting Standards
‘‘Independent Third Party(ies)’’a party that is independent of and not connected (as defined under\nthe Listing Rules) with any directors, chief executive, or\nsubstantial shareholders (within the meaning of the Listing Rules)\nof our Company or any of its subsidiaries or any of their\nrespective associates
"} +{"pdf_name": "20782243_142.pdf", "language": "en", "markdown": "residual values is dependent on our future ability to market the vehicles under the prevailing market conditions. Over the life of the lease, we evaluate the adequacy of our estimate of the residual value and make adjustments to the depreciation rates to the extent the expected value of the vehicle at lease termination changes. In addition to estimating the residual value at lease termination, we also evaluate the current value of the operating lease asset and test for impairment to the extent necessary when there is an indication of impairment based on market considerations and portfolio characteristics. Impairment is determined to exist if fair value of the leased asset is less than carrying value and it is determined that the net carrying value is not recoverable. The net carrying value of a leased asset is not recoverable if it exceeds the sum of the undiscounted expected future cash flows expected to result from the operating lease payments and the estimated residual value upon eventual disposition. If our operating lease assets are considered to be impaired, the impairment is measured as the amount by which the carrying amount of the assets exceeds the fair value as estimated by discounted cash flows. No impairment was recognized in 2018, 2017, or 2016. We accrue rental income on our operating leases when collection is reasonably assured. We generally discontinue the accrual of revenue on operating leases at the time an account is determined to be uncollectible, which we determine to be the earliest of (i) the time of repossession, (ii) within 60 days of bankruptcy notification, unless it can be clearly demonstrated that repayment is likely to occur, or (iii) greater than 120 days past due.\n\nWhen a leased vehicle is returned to us, either at the end of the lease term or through repossession, the asset is reclassified from investment in operating leases, net, to other assets and recorded at the lower-of-cost or estimated fair value, less costs to sell, on our Consolidated Balance Sheet. Any losses recognized at this time are recorded as depreciation expense. Subsequent decline in value and any gain or loss recognized at the time of sale is recognized as a remarketing gain or loss and presented as a component of depreciation expense.\n\n# Impairment of Long-lived Assets\n\nThe net carrying values of long-lived assets (including property and equipment) are evaluated for impairment whenever events or changes in circumstances indicate that their net carrying values may not be recoverable from the estimated undiscounted future cash flows expected to result from their use and eventual disposition. Recoverability of assets to be held and used is measured by a comparison of their net carrying amount to future net undiscounted cash flows expected to be generated by the assets. If these assets are considered to be impaired, the impairment is measured as the amount by which the net carrying amount of the assets exceeds the fair value estimated using a discounted cash flow method. No material impairment was recognized in 2018, 2017, or 2016.\n\nAn impairment test on an asset group to be sold or otherwise disposed of is performed upon occurrence of a triggering event or when certain criteria are met (e.g., the asset is planned to be disposed of within twelve months, appropriate levels of authority have approved the sale, there is an active program to locate a buyer, etc.), which cause the disposal group to be classified as held-for-sale. Long-lived assets held-for-sale are recorded at the lower of their carrying amount or estimated fair value less cost to sell. If the net carrying value of the assets held-for-sale exceeds the fair value less cost to sell, we recognize an impairment loss based on the excess of the net carrying amount over the fair value of the assets less cost to sell. Refer to Note 2 for a discussion of discontinued operations.\n\n# Property and Equipment\n\nProperty and equipment stated at cost, net of accumulated depreciation and amortization, are reported in other assets on our Consolidated Balance Sheet. Included in property and equipment are certain buildings, furniture and fixtures, leasehold improvements, IT hardware and software, capitalized software costs, and assets under construction. We begin depreciating these assets when they are ready for their intended use. Depreciation is recorded on a straight-line basis over the estimated useful lives of the assets, which generally ranges from three to thirty years depending on the asset class. Capitalized software is generally amortized on a straight-line basis over its useful life, which generally ranges from three to five years. Capitalized software that is not expected to provide substantive service potential or for which development costs significantly exceed the amount originally expected is considered impaired and written down to fair value. Software expenditures that are considered general, administrative, or of a maintenance nature are expensed as incurred.\n\n# Goodwill and Other Intangibles\n\nGoodwill and intangible assets, net of accumulated amortization, are reported in other assets.\n\nOur intangible assets primarily consist of acquired customer relationships and developed technology, and are amortized using a straight line methodology over their estimated useful lives. We review intangible assets for impairment at least annually, or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If it is determined the carrying amount of the asset is not recoverable, an impairment charge is recorded.\n\nGoodwill represents the excess of the cost of an acquisition over the fair value of net assets acquired, including identifiable intangibles. We allocate goodwill to applicable reporting units based on the relative fair value of the other net assets allocated to those reporting units at the time of the acquisition. In the event we restructure our business, we may reallocate goodwill. We test goodwill for impairment annually, or more frequently if events and changes in circumstances indicate that it is more likely than not that impairment exists. Our annual goodwill impairment test is performed as of August 31 of each year. In certain situations, we may perform a qualitative assessment to test goodwill for impairment. We may also decide to bypass the qualitative assessment and perform a quantitative assessment. If we perform the qualitative assessment to test goodwill for impairment and conclude that it is more likely than not that the reporting unit’s fair value is greater than its carrying value, then the quantitative assessment is not required. However, if we perform the qualitative assessment and determine that it is more likely than not that a reporting unit’s fair value is less than its carrying value, then we must perform the quantitative assessment. The quantitative assessment uses a two-step process. The first step of the assessment requires us to compare the fair value of each of the reporting units to their respective carrying value. The fair value of the reporting units in our quantitative assessment is determined based on various"} +{"pdf_name": "20782243_143.pdf", "language": "en", "markdown": "analyses including discounted cash flow projections using assumptions a market participant would use. If the carrying value is less than the fair value, no impairment exists, and the second step does not need to be completed. If the carrying value is greater than the fair value or there is an indication that impairment may exist, a second step must be performed where we determine the implied value of goodwill based on the individual fair values of the reporting unit’s assets and liabilities, including unrecognized intangibles, to compute the amount of the impairment.\n\n# Unearned Insurance Premiums and Service Revenue\n\nInsurance premiums, net of premiums ceded to reinsurers, and service revenue are earned over the terms of the policies. The portion of premiums and service revenue written applicable to the unexpired terms of the policies is recorded as unearned insurance premiums or unearned service revenue. For vehicle service and maintenance contracts, premiums and service revenues are earned on a basis proportionate to the anticipated cost emergence. For additional information related to these contracts, refer to Note 3. For other short duration contracts, premiums and service revenue are earned on a pro rata basis. For further information, refer to Note 4.\n\n# Deferred Insurance Policy Acquisition Costs\n\nCertain incremental direct costs incurred to originate a policy are deferred and recorded in other assets. These costs primarily include commissions paid to dealers to originate these policies and vary with the production of business. Deferred policy acquisition costs are amortized over the terms of the related policies and service contracts on the same basis as premiums and service revenue are earned. We group costs incurred for acquiring like contracts and consider anticipated investment income in determining the recoverability of these costs.\n\n# Reserves for Insurance Losses and Loss Adjustment Expenses\n\nReserves for insurance losses and loss adjustment expenses are reported in accrued expenses and other liabilities on our Consolidated Balance Sheet. They are established for the unpaid cost of insured events that have occurred as of a point in time. More specifically, the reserves for insurance losses and loss adjustment expenses represent the accumulation of estimates for both reported losses and those incurred, but not reported, including loss adjustment expenses relating to direct insurance and assumed reinsurance agreements.\n\nWe use a combination of methods commonly used in the insurance industry, including the chain ladder development factor, expected loss, Bornhuetter Ferguson (BF), and frequency and severity methods to determine the ultimate losses for an individual business line as well as accident year basis depending on the maturity of the accident period and business-line specifics. These methodologies are based on different assumptions and use various inputs to develop alternative estimates of losses. The chain ladder development factor is used for more mature years where expected loss, BF, and frequency and severity methods are used for less mature years. Both paid and incurred loss and loss adjustment expenses are reviewed where available and a weighted average of estimates or a single method may be considered in selecting the final estimate for an individual accident period. We did not change our methodology for developing reserves for insurance losses for the year ended December 31, 2018.\n\nEstimates for salvage and subrogation recoverable are recognized at the time losses are incurred and netted against the provision for insurance losses and loss adjustment expenses. Reserves are established for each business at the lowest meaningful level of homogeneous data. Since the reserves are based on estimates, the ultimate liability may vary from such estimates. The estimates are regularly reviewed and adjustments, which can potentially be significant, are included in earnings in the period in which they are deemed necessary.\n\n# Legal and Regulatory Reserves\n\nReserves for legal and regulatory matters are established when those matters present loss contingencies that are both probable and estimable, with a corresponding amount recorded to other operating expense. In cases where we have an accrual for losses, it is our policy to include an estimate for probable and estimable legal expenses related to the case. If, at the time of evaluation, the loss contingency related to a legal or regulatory matter is not both probable and estimable, we do not establish a liability for the contingency. We continue to monitor legal and regulatory matters for further developments that could affect the requirement to establish a liability or that may impact the amount of a previously established liability. There may be exposure to loss in excess of any amounts recognized. For certain other matters where the risk of loss is determined to be reasonably possible, estimable, and material to the financial statements, disclosure regarding details of the matter and an estimated range of loss is required. The estimated range of possible loss does not represent our maximum loss exposure. We also disclose matters that are deemed probable or reasonably possible, material to the financial statements, but for which an estimated range of loss is not possible to determine. While we believe our reserves are adequate, the outcome of legal and regulatory proceedings is extremely difficult to predict and we may settle claims or be subject to judgments for amounts that differ from our estimates. For information regarding the nature of all material contingencies, refer to Note 29.\n\n# Earnings per Common Share\n\nWe compute basic earnings per common share by dividing net income from continuing operations attributable to common stockholders after deducting dividends on preferred stock by the weighted-average number of common shares outstanding during the period. We compute diluted earnings per common share by dividing net income from continuing operations after deducting dividends on preferred stock by the weighted-average number of common shares outstanding during the period plus the dilution resulting from incremental shares that would have been outstanding if dilutive potential common shares had been issued (assuming it does not have the effect of antidilution), if applicable.\n\n# Derivative Instruments and Hedging Activities\n\nWe use derivative instruments primarily for risk management purposes. We do not use derivative instruments for speculative purposes. Certain of our derivative instruments are designated as accounting hedges in qualifying relationships, whereas other derivative instruments"} +{"pdf_name": "9294388_117.pdf", "language": "en", "markdown": "
2．提取一般风\n险准备0.000.00
3．对所有者（或\n股东）的分配0.000.00
4．其他0.000.00
（四）所有者权\n益内部结转0.000.00
1．资本公积转\n增资本（或股\n本）0.000.00
2．盈余公积转\n增资本（或股\n本）0.000.00
3．盈余公积弥\n补亏损0.000.00
4．设定受益计\n划变动额结转\n留存收益0.000.00
5．其他综合收\n益结转留存收\n益0.000.00
6．其他0.000.00
（五）专项储备0.000.00
1．本期提取0.000.00
2．本期使用0.000.00
（六）其他
四、本期期末余\n额611,5\n10,81\n7.002,132,\n129,33\n4.5248,728\n,977.9\n0-52,92\n7,766.\n4428,677\n,488.9\n4-501,7\n73,485\n.402,168,\n887,41\n0.724,631,\n978.352,173,\n519,38\n9.07
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
归属于母公司所有者权益少数股\n东权益所有者\n权益合\n计
股本其他权益工具资本\n公积减：库\n存股其他\n综合\n收益专项\n储备盈余\n公积一般\n风险\n准备未分\n配利\n润其他小计
优先\n股永续\n债其他
一、上年期末\n余额529,1\n57,871,544,\n615,5921,040\n,477.9532,42\n5.5028,677\n,488.9524,53\n0,100.2,606,\n473,006,401,0\n92.772,612,8\n74,098.
"} +{"pdf_name": "9294388_118.pdf", "language": "en", "markdown": "
6.003.0804335.9572
加：会计\n政策变更0.000.00
前期\n差错更正
同一\n控制下企业合\n并
其他
二、本年期初\n余额529,1\n57,87\n6.001,544,\n615,59\n3.0821,040\n,477.9\n0532,42\n5.5028,677\n,488.9\n4524,53\n0,100.\n332,606,\n473,00\n5.956,401,0\n92.772,612,8\n74,098.\n72
三、本期增减\n变动金额（减\n少以“－”号填\n列）0.003,355,\n597.0727,688\n,500.0\n0-51,30\n4,008.\n340.00-512,9\n31,220\n.94-588,5\n68,132\n.21-10,632\n,781.81-599,20\n0,914.0\n2
（一）综合收\n益总额-51,30\n4,008.\n34-512,9\n31,220\n.94-564,2\n35,229\n.28-10,519\n,122.77-574,75\n4,352.0\n5
（二）所有者\n投入和减少资\n本3,355,\n597.0727,688\n,500.0\n0-24,33\n2,902.\n93-113,65\n9.04-24,446\n,561.97
1．所有者投入\n的普通股27,688\n,500.0\n0-27,68\n8,500.\n00245,000\n.00-27,443\n,500.00
2．其他权益工\n具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额2,137,\n034.852,137,\n034.8579,265.\n162,216,3\n00.01
4．其他1,218,\n562.221,218,\n562.22-437,92\n4.20780,638\n.02
（三）利润分\n配0.000.000.00
1．提取盈余公\n积
2．提取一般风\n险准备
"} +{"pdf_name": "11695031_11.pdf", "language": "en", "markdown": "
603568.SH伟明环保3830.001260.00
002616.SZ长青集团2770.1541160.00
000820.SZ神雾节能2734.1614380.00
300055.SZ万邦达2610.37
603126.SH中材节能1525.64
603588.SH高能环境2521.89
600475.SH华光股份1420.001480.00
000035.SZ中国天楹2322.9151000.002960.00
300056.SZ三维丝1318.24
300172.SZ中电环保2314.731262.80
601200.SH上海环境1314.001456.80
300090.SZ盛运环保3306.6612120.001118096.00
000753.SZ漳州发展5294.74
300137.SZ先河环保1228.77
600292.SH远达环保1225.18
300187.SZ永清环保2220.51
300385.SZ雪浪环境1219.671143.60
300334.SZ津膜科技2216.3452387.41
603686.SH龙马环卫1108.356675.40
300332.SZ天壕环境1107.98
603903.SH中持股份172.65
002499.SZ科林环保150.0051912.50
300140.SZ中环装备127.27
600874.SH创业环保123.602996.96
300152.SZ科融环境111.50120000.00
300070.SZ碧水源26466.83
000598.SZ兴蓉环境11048.1710.00
000967.SZ盈峰环境5871.9058900.00
603797.SH联泰环保2367.7621231.55
300190.SZ维尔利3788.74
300262.SZ巴安水务2232.23
300007.SZ汉威电子2117.31
002322.SZ理工环科2114.9515000.00
300362.SZ天翔环境172.42212400.00
002573.SZ清新环境171.50
600526.SH菲达环保1102.321735.00
601388.SH怡球资源
300072.SZ三聚环保26766.00
300425.SZ环能科技1136.9812000.00
"} +{"pdf_name": "11695031_12.pdf", "language": "en", "markdown": "
000605.SZ渤海股份1120.00
\n\n数据来源：公司公告，长城国瑞证券研究所\n\n# 3.4 环保行业上市公司重要股东二级市场交易\n\n上周没有环保行业上市公司重要股东增减持。\n\n# 4 环保行业上市公司安全垫空间\n\n# 表 8 环保行业上市公司安全垫空间\n\n
名称定增\n价二级市场增持价（前复权）最新价安全垫空\n间（%）安全垫类型
实际控\n制人5%以\n上持\n股人高管员工\n持股\n计划
三维丝12.7519.2618.169.54101.84实际控制人增持
汉威科技29.4523.6617.1971.33实际控制人增持
远达环保13.7916.4010.5056.195%以上持股人增持
雪迪龙14.3822.2816.6214.9648.90高管增持
天翔环境13.4523.6615.9748.18实际控制人增持
江南水务9.258.736.3944.68实际控制人增持
津膜科技26.4723.2419.1638.16定增
环能科技15.219.5916.0611.7836.36员工持股计划增持
渤海股份15.7529.9922.6932.175%以上持股人增持
维尔利18.9414.3531.98定增
绿城水务12.919.8930.58实际控制人增持
神雾节能32.1337.4928.9629.45高管增持
南方汇通14.7913.6811.5727.83定增
清水源22.9317.9827.51定增
神雾环保6.4530.5524.1626.46高管增持
漳州发展5.554.4824.00定增
天壕环境8.238.189.817.9822.95高管增持
盛运环保8.2511.7210.4412.26高管增持
凯迪生态4.655.595.705.1510.65员工持股计划增持
武汉控股9.588.779.24定增
科林环保25.8824.137.24定增
富春环保7.2312.1511.0112.6211.797.05员工持股计划增持
碧水源15.0918.4619.7918.536.78高管增持
中山公用11.4610.9010.766.46定增
国中水务4.804.516.43定增
科融环境7.146.736.09实际控制人增持
巴安水务10.9810.3710.544.14定增
"} +{"pdf_name": "20791423_67.pdf", "language": "en", "markdown": "# Operations\n\n• On June 1, 2018, Missouri Senate Bill 564 was enacted. The provision of the law applicable to the TCJA was effective immediately; the remaining provisions, including the ability to elect PISA, became effective August 28, 2018. The law required the MoPSC to authorize a reduction in Ameren Missouri’s rates to pass through the effect of the TCJA within 90 days of the law’s effective date. In July 2018, the MoPSC authorized Ameren Missouri to reduce its annual revenue requirement by \\$167 million and reflect that reduction in rates beginning August 1, 2018. The reduction included \\$74 million for the amortization of excess accumulated deferred income taxes. In addition, Ameren Missouri recorded a reduction to revenue and a corresponding regulatory liability of \\$60 million for the excess amounts collected in rates related to the TCJA from January 1, 2018, through July 31, 2018. The regulatory liability will be reflected in customer rates over a period of time to be determined by the MoPSC in the next regulatory rate review. Pursuant to its PISA election, Ameren Missouri is permitted to defer and recover 85% of the depreciation expense and a weighted-average cost of capital return on rate base on certain property, plant, and equipment placed in service after September 1, 2018, and not included in base rates . Accumulated PISA deferrals earn carrying costs at the weighted-average cost of capital, and all approved PISA deferrals will be added to rate base prospectively and recovered over a period of 20 years following a regulatory rate review. PISA mitigates the impacts of regulatory lag between regulatory rate reviews. The remaining 15% of certain property, plant, and equipment placed in service and not eligible for recovery under PISA, unless eligible for recovery under the RESRAM, remain subject to regulatory lag. As a result of the PISA election, additional provisions of the new law apply to Ameren Missouri, including limitations on electric customer rate increases and an electric base rate freeze until April 2020. Both the rate increase limitation and PISA are effective through December 2023, unless Ameren Missouri requests and receives MoPSC approval of an extension through December 2028. See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for information regarding Missouri Senate Bill 564.\n\n• In February 2019, Ameren Missouri announced its Smart Energy Plan, which includes a five-year capital investment overview with a detailed one-year plan for 2019, designed to upgrade Ameren Missouri's electric infrastructure. The plan includes investments that will upgrade the grid and accommodate more renewable energy. Investments under the plan are expected to total approximately \\$6.3 billion over the five-year period from 2019 through 2023, with costs largely recoverable under PISA and, for the portion of wind and other renewable generation investments that are not recoverable under PISA, recoverable under the RESRAM.\n\n• In June 2018, the MoPSC approved Ameren Missouri’s Renewable Choice Program, which allows large commercial and industrial customers and municipalities to elect to receive up to 100% of their energy from renewable resources. The tariff-based program is designed to recover the costs of the election, net of changes in the market price of such energy. Based on customer contracts, the program enables Ameren Missouri to supply up to 400 megawatts of renewable wind energy generation, up to 200 megawatts of which it could own. As applicable, the addition of generation by Ameren Missouri would be subject to the issuance of a certificate of convenience and necessity by the MoPSC, obtaining transmission interconnection agreements with MISO or other RTOs, and FERC approval. This generation would be incremental to estimated capital expenditures through 2023 discussed below. Ameren Missouri anticipates finalizing customer interest and pursuing renewable energy projects to fulfill requirements in 2019. Without extension, the option to elect into the program will terminate in the third quarter of 2023.\n\n• In December 2018, the MoPSC issued an order approving Ameren Missouri’s MEEIA 2019 plan. The plan includes a portfolio of customer energy-efficiency programs through December 2021 and low-income customer energy-efficiency programs through December 2024, along with a regulatory recovery mechanism. Ameren Missouri intends to invest \\$226 million over the life of the plan, including \\$65 million per year through 2021. The plan includes the continued use of the MEEIA rider, which allows Ameren Missouri to collect from, or refund to, customers any difference in actual MEEIA program costs and related lost electric margins and the amounts collected from customers. In addition, the plan includes a performance incentive that provides Ameren Missouri an opportunity to earn additional revenues by achieving certain customer energy-efficiency goals, including \\$30 million if 100% of the goals are achieved during the period ended December 2021. Additional revenues may be earned if Ameren Missouri exceeds 100% of its energy savings goals.\n\n• Ameren continues to make significant investments in FERC regulated electric transmission businesses. Ameren Illinois expects to invest \\$2.2 billion in electric transmission assets from 2019 through 2023, to replace aging infrastructure and improve reliability. ATXI has three MISO-approved multi-value projects: the Spoon River, Illinois Rivers, and Mark Twain projects. The Spoon River project, located in northwest Illinois, was placed in service in February 2018. The Illinois Rivers project involves the construction of a transmission line from eastern Missouri across Illinois to western Indiana. Construction of the Illinois Rivers project is substantially complete, with the last section awaiting the outcome of certain legal proceedings, which will delay the expected completion date to 2020. This delay is not expected to materially affect 2019 rate base or earnings. The Mark Twain project involves the construction of a transmission line from northeast Missouri, connecting the Illinois Rivers project to Iowa. Construction of the Mark Twain project began in the second quarter of 2018, and is expected to be completed by the end of 2019. ATXI’s expected remaining investment in its multi-value projects is approximately \\$150 million in 2019, with the total investment expected to be more than \\$1.6 billion.\n\n• Ameren Illinois and ATXI use a forward-looking rate calculation with an annual revenue requirement reconciliation for each company’s electric transmission business. Based on expected rate base growth and the currently allowed 10.82% return on common equity, the"} +{"pdf_name": "20791423_68.pdf", "language": "en", "markdown": "2019 revenue requirements included in rates for Ameren Illinois’ and ATXI’s electric transmission businesses are \\$297 million and \\$177 million, respectively. These revenue requirements represent an increase in Ameren Illinois' and ATXI’s revenue requirements of \\$24 million and \\$3 million, respectively, primarily because of the rate base growth. These rates will affect Ameren Illinois’ and ATXI’s cash receipts during 2019, but will not determine their respective electric transmission service operating revenues, which will instead be based on 2019 actual recoverable costs, rate base, and return on common equity as calculated under the FERC formula ratemaking framework.\n\n• The return on common equity for MISO transmission owners, including Ameren Illinois and ATXI, is the subject of a FERC complaint case filed in February 2015 challenging the allowed base return on common equity. Ameren Illinois and ATXI currently use the FERC authorized total allowed return on common equity of 10.82% in customer rates. A final FERC order would establish the allowed return on common equity to be applied to the 15-month period from February 2015 to May 2016 and also establish the return on common equity to be included in customer rates prospectively from the effective date of such order, replacing the current 10.82% total return on common equity. In October 2018, the FERC issued an order addressing the remanded issues in an unrelated case. That order proposed a new methodology for determining the base return on equity and required further briefs from the participants. In November 2018, the FERC issued an order related to the February 2015 complaint case and the September 2016 final order, which required briefs from the participants to be filed in February 2019 regarding a new methodology for determining the base return on common equity and whether and how to apply the new methodology to the two MISO complaint cases. Ameren is unable to predict the ultimate impact of the proposed methodology on these complaint cases at this time. As the FERC is under no deadline to issue a final order, the timing of the issuance of the final order in the February 2015 complaint case, or any potential impact to the amounts refunded as a result of the September 2016 final order, is uncertain. See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for information regarding FERC complaint cases. A 50 basis point reduction in the FERC-allowed base return on common equity would reduce Ameren’s and Ameren Illinois’ net income by an estimated \\$9 million and \\$5 million , respectively, based on each company’s 2019 projected rate base.\n\n• In November 2018, the ICC issued an order in Ameren Illinois’ annual update filing that approved a \\$72 million increase in Ameren Illinois’ electric distribution service rates beginning in January 2019. However, Illinois law provides for an annual reconciliation of the electric distribution revenue requirement as is necessary to reflect the actual costs incurred and investment return in a given year with the revenue requirement that was reflected in customer rates for that year. Consequently, Ameren Illinois’ 2019 electric distribution service revenues will be based on its 2019 actual recoverable costs, rate base, and return on common equity as calculated under the Illinois performance-based formula ratemaking framework. The 2019 revenue requirement is expected to be higher than the 2018 revenue requirement because of an expected increase in recoverable costs, expected rate base growth of approximately 8%, and an expected increase in the annual average of the monthly yields of the 30-year United States Treasury bonds. The 2019 revenue requirement reconciliation is expected to result in a regulatory asset that will be collected from customers in 2021. A 50 basis point change in the annual average of the monthly yields of the 30-year United States Treasury bonds would result in an estimated \\$8 million change in Ameren’s and Ameren Illinois’ net income, based on Ameren Illinois’ 2019 projected year-end rate base.\n\n• Ameren Illinois is allowed to earn a return on its electric energy-efficiency program investments. Ameren Illinois’ electric energy-efficiency investments are deferred as a regulatory asset and earn a return at its weighted-average cost of capital, with the equity return based on the annual average of the monthly yields of the 30-year United States Treasury bonds plus 580 basis points. The equity portion of Ameren Illinois’ return on electric energy-efficiency investments can be increased or decreased by up to 200 basis points, depending on the achievement of annual energy savings goals. Pursuant to the FEJA, Ameren Illinois plans to invest up to \\$100 million per year in electric energy-efficiency programs through 2023 and will earn a return on those investments. The ICC has the ability to reduce electric energy-efficiency savings goals if there are insufficient cost-effective programs available or if the savings goals would require investment levels that exceed amounts allowed by legislation. The electric energy-efficiency program investments and the return on those investments are collected from customers through a rider and are not included in the electric distribution formula ratemaking framework. See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for information regarding Ameren Illinois’ energy-efficiency program.\n\n• In November 2018, the ICC issued an order approving a stipulation and agreement that resulted in an annual natural gas rate increase of \\$32 million, based on a 9.87% return on common equity, a capital structure composed of 50% common equity, and a rate base of \\$1.6 billion. This increase reflects the reduction in the federal statutory corporate income tax rate enacted under the TCJA, as well as the increase in the Illinois corporate income tax rate that became effective in July 2017, which collectively decreased annual rates by approximately \\$17 million. The new customer rates were effective in November 2018. As a result of this order, the rate base under the QIP rider was reset to zero. Ameren Illinois used a 2019 future test year in this proceeding.\n\n• Ameren Missouri’s next scheduled refueling and maintenance outage at its Callaway energy center is scheduled for the spring of 2019. During the 2017 refueling, Ameren Missouri incurred maintenance expenses of \\$35 million. During a scheduled refueling, which occurs every 18 months, maintenance expenses increase relative to non-outage years. Additionally, depending on the availability of its other generation sources and the market prices for power, Ameren Missouri’s purchased power costs may increase and the amount of excess"} +{"pdf_name": "20779993_97.pdf", "language": "en", "markdown": "# CONTENTS INDEX\n\n
GRI \nStandardDescriptionsHKEx ESG \nReporting \nGuideRemarksPage No.
GRI 100: Universal Disclosures 2016
GRI 102: General Disclosures 2016
102-1Name of the organisationAbout Our Group8
102-2Activities, brands, products and \nservicesAbout Our Group8-11
102-3Location of headquartersAbout Our Group8
102-4Location of operationsAbout Our Group8
102-5Ownership and legal formAbout Our Group8-11
102-6Markets servedAbout Our Group8
102-7Scale of the organisationAbout Our Group10
102-8Information on employees and \nother workersKPI B1.1Value for People,\nSustainability Performance56-58,\n83-85
102-9Supply chainKPI B5.1Value for People,\nSustainability Performance62-65, 87
102-10Significant changes to the \norganization and its supply chainThere were no significant changes \nto size, structure or ownership \nduring the reporting period/
102-11Precautionary Principle or approachOur Enhanced Corporate \nGovernance22-24
102-12External initiativesSustainability Awards and \nProfessional Memberships88-93
102-13Membership of associationsSustainability Awards and \nProfessional Memberships94, 95
102-14Statement from senior decision-\nmakerMessage from Management2
102-16Values, principles, standards, and \nnorms of behaviourOur Enhanced Corporate \nGovernance24
102-18Governance structureOur Enhanced Corporate \nGovernance22-24
102-40List of stakeholder groupsOur Materiality Approach25
"} +{"pdf_name": "20779993_98.pdf", "language": "en", "markdown": "
GRI \nStandardDescriptionsHKEx ESG \nReporting \nGuideRemarksPage No.
102-41Collective bargaining agreementsThe majority of Henderson \nLand's employees are in Hong \nKong where there is no statutory \nrecognition of collective \nbargaining agreements/
102-42Identifying and selecting \nstakeholdersOur Materiality Approach25-27
102-43Approach to stakeholder \nengagementOur Materiality Approach25-27
102-44Key topics and concerns raisedOur Materiality Approach25-27
102-45Entities included in the \nconsolidated financial statementsAbout Our Group11
102-46Defining report content and\ntopic BoundariesStakeholder Engagement and \nMateriality Assessment104
102-47List of material topicsOur Materiality Approach,\nStakeholder Engagement and \nMateriality Assessment26, 104
102-48Restatements of informationWe have not restated information \nfrom previous years/
102-49Changes in reportingThere are no significant changes \nfrom previous reporting periods \nin the list of material topics and \ntopic boundaries/
102-50Reporting periodAbout this Report13
102-51Date of most recent reportOur Sustainability Report 2019 \nwas published in April 2020/
102-52Reporting cycleAbout this Report13
102-53Contact point for questions \nregarding the reportAbout this Report13
102-54Claims of reporting in accordance \nwith the GRI StandardsAbout this Report13
"} +{"pdf_name": "2896882_48.pdf", "language": "en", "markdown": "
AspectKPIDescriptionStatement/SectionPage No.
SUBJECT AREA (B) SOCIAL
B1: EMPLOYMENT
B1General \ndisclosureInformation on:\n(a) the policies; and\n(b) compliance(a) The people behind the \nprocess;\n(b) The Group complied with \nrelevant laws and \nregulations and there was \nno relevant material \nnon-compliance during the \nreporting period39–40
B1.1Total workforce by gender, \nemployment type, age group and \ngeographical region.The people behind the process40
B1.2Employee turnover rate by gender, \nage group and geographical \nregion.The Group shall improve data \ncollection system for future \ndisclosure—
B2: HEALTH AND SAFETY
B2General \ndisclosureInformation on:\n(a) the policies; and\n(b) compliance(a) The people behind the \nprocess;\n(b) The Group complied with \nrelevant laws and \nregulations and there was \nno relevant material \nnon-compliance during the \nreporting period39
B2.1Number and rate of work-related \nfatalities.The people behind the process39
B2.2Lost days due to work injury.The people behind the process \nThe people behind the process39
B2.3Description of occupational health \nand safety measures adopted, how \nthey are implemented and \nmonitored.39
B3: DEVELOPMENT AND TRAINING
B3General \ndisclosurePoliciesThe people behind the process38
B3.1The percentage of employees \ntrained by gender and employee \ncategory (e.g. senior management, \nmiddle management).The Group shall improve data \ncollection system for future \ndisclosure—
B3.2The average training hours \ncompleted per employee by gender \nand employee category.The people behind the process38
"} +{"pdf_name": "2896882_49.pdf", "language": "en", "markdown": "
Aspect KPIDescriptionStatement/SectionPage No.
B4: LABOUR STANDARDS
General \ndisclosureInformation on:\n(a) the policies; and\n(b) compliance(a) The people behind the \nprocess;\n(b) The Group complied with \nrelevant laws and \nregulations and there was \nno relevant material41
B4non-compliance during the \nreporting period
B4.1Description of measures to review \nemployment practices to avoid \nchild and forced labour.The people behind the process41
B4.2Description of steps taken to \neliminate such practices when \ndiscovered.The people behind the process41
B5: SUPPLY CHAIN MANAGEMENT
General \ndisclosurePoliciesThe making of products35–36
B5.1Number of suppliers by \ngeographical region.The making of products36
B5 B5.2Description of practices relating to \nengaging suppliers, number of \nsuppliers where the practices are \nbeing implemented, how they are \nimplemented and monitored.The making of products35–36
B6: PRODUCT RESPONSIBILITY
GeneralInformation on:(a) The making of products;36–38
disclosure(a) the policies; and\n(b) compliance(b) The Group complied with \nrelevant laws and \nregulations and there was \nno relevant material \nnon-compliance during the \nreporting period
B6.1Percentage of total products sold \nor shipped subject to recalls for \nsafety and health reasons.The making of products37
B6.2B6 Number of products and service \nrelated complaints received and \nhow they are dealt with.The making of products37
B6.3Description of practices relating to \nobserving and protecting \nintellectual property rights.The making of products38
B6.4Description of quality assurance \nprocess and recall procedures.The making of products36–37
B6.5Description of consumer data \nprotection and privacy policies, \nhow they are implemented and \nmonitored.The making of products38
"} +{"pdf_name": "20735701_103.pdf", "language": "en", "markdown": "(b) A master purchase agreement was entered into between the Company and COSCO SHIPPING (Hong Kong) on 15th November 2016 in relation to the provision of shipping and other services, sale of shipping related materials and products and sale of other materials and products in connection with the general trading business of the Group by the relevant member(s) of COSCO SHIPPING Group to the relevant member(s) of the Group, including without limitation: (a) the provision of agency services, technical services and ancillary services, including the collection of market information, technical advisory, promotion and marketing, coordination with suppliers and customers, purchase of raw materials and products from suppliers, the provision of assistance in collecting sale proceeds and the procurement or provision of certain after-sale services; (b) the provision of logistics and transportation services; (c) the sale of other materials and products including construction materials and chemicals; and (d) the solicitation and referral of businesses by COSCO SHIPPING Group to the Group, including recommending products manufactured by the Group to the customers and manufacturers of COSCO SHIPPING Group (collectively the “Purchase Continuing Connected Transactions”) for the three financial years ending 31st December 2019 (the “Master Purchase Agreement”). COSCO SHIPPING (Hong Kong) agrees and will procure COSCO SHIPPING Group to agree with the Group that the transactions contemplated under the Master Purchase Agreement shall be conducted on normal commercial terms and negotiated on arm’s length basis and the service fees, commission and the consideration for the purchase of materials and products shall be at market rates or rates no less favourable to the relevant member(s) of the Group than those available to or from (as appropriate) independent third parties. Part of the services provided by COSCO SHIPPING Group will be charged by adopting pre-determined formulae (for example, provision of agency services, technical services and ancillary services and solicitation and referral of businesses will be charged at certain fixed percentages of the value of the subject matter with reference to market price of comparable services) and the remaining services will be charged by COSCO SHIPPING Group at fixed per unit consideration (for example, provision of logistics and transportation services will be charged at a fixed per unit price based on the quantity of the subject matter involved and the distance of the destination). The prices offered by COSCO SHIPPING Group for services provided to the Group and sale of other materials and products including construction materials and chemicals to the Group shall be at market rates or rates no less favourable to the relevant member(s) of the Group than those available from independent third party suppliers for comparable services and similar materials and products (based on similar amount and similar specifications) respectively. In particular, the relevant purchasing department of the related companies within the Group will obtain quotations from different suppliers (both COSCO SHIPPING Group and independent third party suppliers) in respect of comparable services and a similar type of materials or products (based on similar amount and similar specifications) respectively for comparison. The aggregate amount of the Purchase Continuing Connected Transactions for each of the financial years ending 31st December 2017, 2018 and 2019 would not exceed the relevant cap amounts set out in the table headed “Caps with COSCO SHIPPING Group” (the “Purchase Caps”).\n\n(c) A fuel oil master agreement was entered into between the Company and COSCO SHIPPING (Hong Kong) on 15th November 2016 in relation to trading and supply of fuel oil and/or related products and services between the relevant member(s) of the Group and the relevant member(s) of COSCO SHIPPING Group, including without limitation: (a) purchase or sale of fuel oil and/or related products by the relevant member(s) of the Group from or to the relevant member(s) of COSCO SHIPPING Group (the “Fuel Oil Transactions”); and (b) provision of services by the relevant member(s) of COSCO SHIPPING Group to relevant member(s) of the Group to carry out arrangements at the instruction of and for and on behalf of the relevant member(s) of the Group from time to time to enter into fuel oil and/or related products swap contracts and/or derivatives with independent third parties to facilitate the relevant member(s) of the Group to hedge against the risk of fuel oil and/or related products price fluctuation under the fuel oil and/or related products transactions of its business of providing fuel oil and/or related products and services including marine bunker supplies, trading of fuel oil and related products and broker services (the “Fuel Oil Financial Services”) (collectively the “Fuel Oil Continuing Connected Transactions”) for the three financial years ending 31st December 2019 (the “Fuel Oil Master Agreement”). COSCO SHIPPING (Hong Kong) agrees and will procure COSCO SHIPPING Group to agree with the Group that a) the transactions contemplated under the Fuel Oil Master Agreement shall be conducted on normal commercial terms and negotiated on arm’s length basis and the service fees and the consideration for the sale or"} +{"pdf_name": "20735701_104.pdf", "language": "en", "markdown": "purchase of fuel oil and/or related products shall be at market rates or rates no less favourable to the relevant member(s) of the Group than those available to or from (as appropriate) independent third parties and for this purpose, the following pricing policies will be followed (aa) fixed per unit consideration would be payable by or to the Group (as appropriate); (bb) in determining the market rates for sale or purchase of fuel oil and/or related products, the parties would refer to the mean price of fuel oil traded through Singapore as published by S&P Global Platts or market price of fuel oil as published by the government authority or other recognised organisations of supply ports in the pricing month or at the time of quotation as reference; (cc) the Group would also consider the prices offered to or by the independent third parties (based on similar quantity of fuel oil and/or related products) and compare to those offered to or by COSCO SHIPPING Group. In particular, the relevant sales and purchasing department (as appropriate) of the related companies within the Group will compare the selling price offered to or by different parties (both COSCO SHIPPING Group and the independent third parties) in respect of a similar quantity of fuel oil and/or related products for comparison; and b) the relevant member(s) of COSCO SHIPPING Group would not charge member(s) of the Group any service fee in relation to the provision of the Fuel Oil Financial Services; member(s) of the Group shall only be responsible for all amounts payable to independent third parties (together with the related handling fees and other charges charged by such independent third parties) by relevant member(s) of COSCO SHIPPING Group for and on behalf of member(s) of the Group under the fuel oil and/or related products swap contracts and/or derivatives. The aggregate amount of the Fuel Oil Continuing Connected Transactions for each of the financial years ending 31st December 2017, 2018 and 2019 would not exceed the relevant cap amounts set out in the table headed “Caps with COSCO SHIPPING Group” (the “Fuel Oil Caps”).\n\n(d) A financial services master agreement was entered into between the Company and COSCO Finance on 15th November 2016 in relation to the provision of a range of financial services, including the deposits services, loan services, settlement services, remittance services, entrusted loan services (as lending agent in entrusted loan arrangements among members of the Group) and acceptance bill services by COSCO Finance to the Group (collectively the “Financial Services Continuing Connected Transactions”) for the three financial years ending 31st December 2019 (the “Financial Services Master Agreement”). The transactions contemplated under the Financial Services Master Agreement shall be conducted on normal commercial terms and negotiated on arm’s length basis and the terms of the transactions (including the interest receivable by the Group and the fees (including the service fees and handling charges) payable under the financial services to COSCO Finance) shall be at market rates or rates no less favourable to the relevant member(s) of the Group than those available to or from (as appropriate) independent third parties. It was agreed that the interest payable to or receivable by the Group (as appropriate) or service fees payable by the Group for the services are (a) the interest rate for the deposit services shall be no lower than: (i) the floor rate for the same category of deposit services stipulated by the People’s Bank of China from time to time; and (ii) the rate for the same category of deposit services offered by independent commercial banks in the PRC; (b) the interest rate for the loan and entrusted loan services shall be no higher than: (i) the cap rate for the same category of loan services stipulated by the People’s Bank of China from time to time; and (ii) the rate for the same category of loan services charged by independent commercial banks in the PRC; (c) service fees of other services approved by China Banking Regulatory Commission shall be determined in accordance with the following pricing principles: (i) the price to be complied with the fee standards prescribed by the People’s Bank of China or China Banking Regulatory Commission; (ii) no higher than those charged by independent commercial banks in the PRC for services of similar nature; and (iii) no higher than those charged by COSCO Finance to other member company(ies) of COSCO SHIPPING Group for services of similar nature. The aggregate amount of the Financial Services Continuing Connected Transactions for each of the financial year ending 31st December 2017, 2018 and 2019 would not exceed the relevant cap amounts set out in the table headed “Caps with COSCO SHIPPING Group” (the “Financial Services Caps”)."} +{"pdf_name": "2908085_16.pdf", "language": "en", "markdown": "# We may change our target assets, financing and investment strategy and other operational policies without stockholder consent, which may adversely affect the market price of our common stock and our ability to make distributions to stockholders.\n\nWithin our overall investment guidelines, we may change our target assets financing strategy, and investment guidelines at any time without the consent of our stockholders, which could result in our making investments that are different from, and possibly riskier than, the investments described in this Annual Report on Form 10-K. Our Board also determines our other operational policies and may amend or revise such policies, including our policies with respect to our REITqualification, acquisitions, dispositions, operations, indebtedness and distributions, or approve transactions that deviate from these policies, without a vote of, or notice to, our stockholders. A change in our targeted investments, financing strategy, investment guidelines and other operational policies may increase our exposure to interest rate risk, default risk and real estate market fluctuations, all of which could adversely affect the market price of our common stock and our ability to make distributions to our stockholders.\n\n# We operate in a highly competitive market for investment opportunities and related financing and competition may limit our ability and financing to acquire desirable investments in our target assets, obtain necessary financing and could also affect the pricing of these assets and cost of funds.\n\nWe operate in a highly competitive market for investment opportunities and borrowing facilities. Our profitability depends, in large part, on our ability to acquire our target assets at attractive prices and finance them economically. In acquiring and financing our target assets, we will compete with a variety of institutional investors, including other REITs, specialty finance companies, public and private funds, government entities, commercial and investment banks, commercial finance and insurance companies and other financial institutions. Many of our competitors are substantially larger and have considerably greater financial, technical, marketing and other resources than we do. Several other REITs may have investment objectives that overlap with ours, which may create additional competition for investment opportunities and financing. Some competitors may have a lower cost of funds and access to funding sources that may not be available to us, such as funding from the U.S. or foreign governments. Many of our competitors are not subject to the operating constraints associated with REIT tax compliance or maintenance of an exemption from the Investment Company Act. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships than us. Furthermore, competition for investments in our target assets may lead to the price of such assets increasing, which may further limit our ability to generate desired returns. We cannot provide assurance that the competitive pressures we face will not have a material adverse effect on our business, financial condition and results of operations. Also, as a result of this competition, desirable investments in our target assets may be limited in the future and we may not be able to take advantage of attractive investment opportunities from time to time, as we can provide no assurance that we will be able to identify, finance and make investments that are consistent with our investment objectives.\n\n# Risks Related to Our Management and Conflicts of Interest\n\n# We depend on ACM and particularly key personnel. The loss of those key personnel could severely and detrimentally affect our operations.\n\nAs an externally managed company, we depend on the diligence, experience and skill of ACM for the selection, acquisition, structuring, hedging and monitoring of our MBS and associated borrowings. We depend on the efforts and expertise of our operating officers to manage our day-to-day operations and strategic business direction. If any of our key personnel were to leave the Company, locating individuals with specialized industry knowledge and skills similar to that of our key personnel may not be possible or could take months. Because we have no employees, the loss of ACM could harm our business, financial condition, cash flow and results of operations.\n\nWe have a contract with AVM to administer clearing and settlement services for our securities and derivative transactions. We have also entered into a second contract with AVM to assist us with financing transaction services such as repurchase financings and managing the margin arrangement between us and our lenders for each of our repurchase agreements. We use the services of AVM for these aspects of our business so our executive officers can focus on our daily operations and strategic direction. Further, as our business expands, reliance on AVM to provide us with timely, effective services will increase. In the future, as we expand our staff, we may absorb internally some or"} +{"pdf_name": "2908085_17.pdf", "language": "en", "markdown": "all of the services provided by AVM. Until we elect to move those services in-house, we continue to use AVM or other third-parties that provide similar services. If we are unable to maintain a relationship with AVM or are unable to establish a successful relationship with other third-parties providing similar services at comparable pricing, we may have to reduce or delay our operations and/or increase our expenditures and undertake the repurchase agreement and trading and administrative activities on our own, which could have a material adverse effect on our business operations and financial condition. However, we believe that the breadth and scope of ACM’s experience will enable them to fill any needs created by discontinuing a relationship with AVM.\n\n# There are conflicts of interest in our relationship with ACM and its affiliates, which could result in decisions that are not in the best interests of our stockholders.\n\nWe are subject to conflicts of interest arising out of our relationship with ACM and its affiliates. Each of our executive officers and our non-independent directors are also affiliated with JAVELIN and such officers and directors will not be exclusively dedicated to our business. Entities affiliated with Mr. Ulm and Mr. Zimmer are the general partners of ACM and each of Mr. Ulm, Mr. Zimmer, Mr. Staton and Mr. Bell is a limited partner in ACM and a stockholder of JAVELIN.\n\nThe Management Agreement with ACM may create a conflict of interest and its terms, including fees payable to ACM, may not be as favorable to us as if they had been negotiated with an unaffiliated third-party. In addition, we may choose not to enforce, or to enforce less vigorously, our rights under the Management Agreement because of our desire to maintain our ongoing relationship with ACM. ACM maintains a contractual and fiduciary relationship with us. The Management Agreement with ACM does not prevent ACM and its affiliates from engaging in additional management or investment opportunities some of which will compete with us. ACM and its affiliates may engage in additional management or investment opportunities that have overlapping objectives with ours and may thus face conflicts in the allocation of investment opportunities to these other investments. Such allocation is at the discretion of ACM and there is no guarantee that this allocation would be made in the best interest of our stockholders. We are not entitled to receive preferential treatment as compared with the treatment given by ACM or its affiliates to any investment company, fund or advisory account other than any fund or advisory account which contains only funds invested by ACM (and not of any of its clients or customers) or its officers and directors. Additionally, the ability of ACM and its respective officers and employees to engage in other business activities, including their activities related to JAVELIN, may reduce the time spent managing our activities.\n\n# We compete with current and future investment entities affiliated with ACM.\n\nThere are conflicts of interest in allocating investment opportunities among us and other funds, investment vehicles and ventures managed by ACM. There is a significant overlap in the assets and investment strategies of us and JAVELIN. Although ACM may dedicate certain trading and investment personnel to serve us only, in most cases the same trading and investment personnel may provide services to both entities. ACM and its affiliates may in the future form additional funds or sponsor additional investment vehicles and ventures that have overlapping objectives with us and therefore may compete with us for investment opportunities and ACM resources. ACM has an allocation policy that addresses the manner in which investment opportunities are allocated among the various entities and strategies for which they provide investment management services. However, we cannot assure you that ACM will always allocate every investment opportunity in a manner that is advantageous for us; indeed, we may expect that the allocation of investment opportunities will at times result in our receiving only a portion of, or none of, certain investment opportunities.\n\n# Resolution of potential conflicts of interest in allocation of investment opportunities.\n\nIn allocating investment opportunities among us and any other funds or accounts managed by them, ACM's personnel are guided by the principles that they will treat all entities fairly and equitably, they will not arbitrarily distinguish among entities and they will not favor one entity over another.\n\nIn allocating a specific investment opportunity among us and JAVELIN, ACM will make a determination, exercising their judgment in good faith, as to whether the opportunity is appropriate for each entity. Factors in making such a determination may include an evaluation of each entity's liquidity, overall investment strategy and objectives, the composition of the existing portfolio, the size or amount of the available opportunity, the characteristics of the"} +{"pdf_name": "20745094_6.pdf", "language": "en", "markdown": "axial ratios remains to be determined, but the important point is that the current best upper limit for axial ratios with respect to VSAs is around 3, and it would be unusual to find a VSA with an axial ratio far above that. There are two caveats worth noting however. Firstly, large axis ratios result in large magnitude variations between telescopic exposures, and may cause high-amplitude bodies to be missed entirely, biasing our sample. Secondly, our method of determining axis ratios from the light curve from the formula of Kwiatkowski et al. (2010a) provides a lower limit. As a result, the axis ratios of small NEAs may be systematically larger than reported here.\n\nNakamura et al. (2011) concluded that small fast-rotating asteroids have a tendency to be more spherical than slowly rotating asteroids, but Kwiatkowski et al. (2010a) reportedj ust the opposite. In Fig. 3 we find little correlation between the asteroid periods and their \\( a / b \\) ratios. Least squares fits to our samples do have slight upslopes however, 0.0198 \\( \\mathrm { h r } ^ { - 1 } \\) on the upper panel, and 0.0835 \\( \\mathrm { h r } ^ { - 1 } \\) on the lower panel, so our samples do have a nominal weak correlation. But these slopes are heavily leveraged by a few points at the right-most edge of the figures and should be interpreted with caution.\n\nHistograms of the axial ratios of our two samples are given in Fig. 4. The \\( a / b \\) ratio sample has mean and median \\( a / b \\) ratios of 1.43 and 1.29. Our \\( D \\le \\) 60 m sample does not have enough information to compute axis ratios for all its members, but the mean and median \\( a / b \\) ratios of the 46 members of the \\( a / b \\) sample with diameters below 60 m are 1.46 and 1.36 respectively, consistent with the idea that size and axis ratio are not strongly correlated.\n\nWe note that there has been some discussion in the literature surrounding the determination of \\( a / b \\) ratios in Nakamura et al. (2011). Already in 2009, Warner et al. pointed out that low light curve amplitudes (which result in concomitantly smaller axis ratios) may simply be a result of finding the highest amplitude spectral peak in noisy data. In the LCDB itself, a significant portion of the data are in the quality range of \\( U \\leq 1 + \\), meaning that they are of doubtful quality. A fuller explanation as to why some of this data were given such a low quality rating can be additionally found in Warner et al. (2009).\n\n# 3.3. Taxonomic class and density\n\nIn addition to period and effective diameter, the LCDB also records the taxonomic class. Out of the 88 asteroids in our \\( D \\le \\) 60 m survey, 83 asteroids were of S-type (silicaceous “stony” objects), and out of the 92 asteroids in our \\( a / b \\) ratio sample (which does overlap partially with the previous sample), 89 were of S-type as well, making it the most common type in our specific asteroid population. The few other spectral types that were seen in the population were four asteroids in the C-group (carbonaceous objects, including one type B and one F), and three others being in the X-group (metallic objects). It is believed that 20% (Brophy et al., 2012) of the near-Earth asteroid population is C-type, but that they are harder to discover because of their lower albedos. Thus the C types are underrepresented in our sample, reflecting the reality that our observed sample is sharply limited by target brightness. We are not arguing here that the real NEA population is low in C types, but the set of potential targets for the ARM mission is likely to be.\n\nTaxonomic class is linked to asteroid density, but for S-type asteroids we must take the size into consideration as well since, as Carry (2012) observes, the density of S-type asteroids appears to increase with mass. If we look at Fig. 9 in the paperj ust mentioned, S-type asteroids in the ARM size range would have an average bulk density of around 2.6 g \\( \\mathrm { c m ^ { - 3 } } \\), though the density of S-type can be as low as 1.9 g \\( \\mathrm { c m } ^ { - 3 } \\) such as for Itokawa (Fujiwara et al., 2006). Given the predominance of S types among the small near-Earth asteroid population, it is reasonable to conclude that the density of most potential ARM targets will be in the same range though the density of a specifically"} +{"pdf_name": "20745094_7.pdf", "language": "en", "markdown": "chosen C-type target would be lower, around 1 g \\( \\mathrm { c m } ^ { - 3 } \\)(Britt et al., 2002). The composition, mass and internal properties (rubble pile versus monolith) will all play a role here.\n\n# 4. Conclusions\n\nWe have collected the available data on very small asteroids (VSAs) with the highest quality light curves. Unsurprisingly, a VSA will most likely be found to have a period under the “spin barrier” of 2.2 hrs; the average period from the \\( D \\le \\) 60 m sample analyzed here is 0.67 hrs or 40 minutes. The lower limit for the period of the current sample reaches down to 25 seconds (2010 \\( \\mathrm { J L } _ { 8 8 } \\), a 13 m diameter S-type) or even less (2014 RC, a 12-22 m Sq-type, with a period of 16 seconds) though shorter periods are possible.\n\nWith respect to structure, our results imply that a VSA will probably be a monolithic structure in which a singular boulder is held together by its own tensile strength, as opposed to a “rubble pile” in which many boulders are gravitationally bound together, although arguments from Holsapple (2003) and new evidence from Mommert et al. (2014) show that this may not necessarily be true.\n\nWe used the information on the light curves provided by various surveys to estimate the axial ratio. The VSAs in our samples have an average minimum \\( a / b \\) ratio of about 1.4, and the VSA with the greatest axial ratio was found to be 2007 \\( \\mathrm { T S _ { 2 4 } } \\) at 2.8. Alternate analyses of some asteroid light curves have given slightly different values, but all VSAs observed to date are consistent with axial ratios less than three. The mission outlined by the KISS report discussed a capture bag capable of accommodating a 10x15 meter asteroid with a 2:1 axis ratio. Most (\\( > \\) 90%) of our \\( D \\le \\) 60 m restricted sample have an \\( a / b \\) ratio less than 2, but a few exceed this value. We do note that our method of determining axial ratios from Kwiatkowski et al. (2010a) provides the minimum axial ratio consistent with the light curve amplitude, and so the values reported here are lower limits.\n\nThe composition of most potential targets is likely to be rich in silicates (S-type taxonomic class). The KISS study suggested that C-type asteroids would make more interesting targets be-cause of their more diverse composition, which include water, carbon compounds, rock and metal. However, such asteroids are not common within the currently characterized small near-Earth as-teroid population, though four C-group (including sub-types B and F) and three X-types appear in our sample. Though the real NEA population is not necessarily this low in C types, the list of potential ARM targets is likely to be poorer in carbonaceous bodies than might otherwise be expected.\n\n# 5. Acknowledgements\n\nThe authors thank Duncan Steel and David Asher for thoughtful comments which much im-proved this paper. This work was supported in part by the Natural Sciences and Engineering Council of Canada and the Canadian Space Agency (CSA) through the ASTRO CSA Cluster.\n\n# References\n\nBritt, D. T., Yeomans, D., Housen, K., and Consolmagno, G. (2002). Asteroid Density, Porosity, and Structure. Asteroids III, pages 485–500.\n\nBrophy, J., Culick, F., Friedman, L., and 31 others (2012). Asteroid retrieval feasibility study. Technical report, Keck Institute for Space Studies, Pasadena, California."} +{"pdf_name": "9289594_5.pdf", "language": "en", "markdown": "# 1. REPORT OVERVIEW (CONTINUED)\n\n# • Stakeholder Engagement (Continued)\n\n# Materiality Assessment (Continued)\n\n1. 報告概覽（續）\n\n• 利益相關者參與（續）\n\n關鍵性評估（續）\n\n
Category \n類別ESG Issues \n環境、社會及管治問題Importance\n重要性
Environmental Issues \n環境問題1. Greenhouse gas emission \n溫室氣體排放Medium\n中
2. Energy consumption \n能源消耗Medium\n中
3. Water consumption \n水資源消耗Medium\n中
4. Waste \n廢棄物Medium\n中
5. Environmental impact of construction \n建造對環境的影響Medium\n中
6. Green building certification \n綠色建築認證Medium\n中
7. Customer engagement in environmental issues \n客戶參與環境問題Medium\n中
8. Use of chemicals \n使用化學品Medium\n中
Social Issues \n社會問題9. Local community engagement \n當地社區參與Medium\n中
10. Community investment \n社區投資Medium\n中
11. Occupational health and safety \n職業健康及安全High\n高
12. Labour standards in supply chain \n供應鏈勞工準則High\n高
13. Training and development \n培訓及發展High\n高
14. Employee welfare \n僱員福利High\n高
15. Inclusion and equal opportunities \n包容及平等機會High\n高
16. Talent attraction and retention \n吸引及挽留人才High\n高
"} +{"pdf_name": "9289594_6.pdf", "language": "en", "markdown": "# 1. REPORT OVERVIEW (CONTINUED)\n\n# • Stakeholder Engagement (Continued)\n\n# Materiality Assessment (Continued)\n\n1. 報告概覽（續）\n\n• 利益相關者參與（續）\n\n關鍵性評估（續）\n\n
Category \n類別ESG Issues \n環境、社會及管治問題Importance\n重要性
Operating Issues \n營運問題17. Economic value generated \n所產生經濟價值Medium\n中
18. Corporate governance \n企業管治High\n高
19. Anti-corruption \n反貪污High\n高
20. Supply chain management \n供應鏈管理High\n高
21. Customer satisfaction \n客戶滿意度High\n高
22. Customer privacy \n客戶私隱High\n高
\n\n# 2. THE ENVIRONMENT\n\n# • Environmental Strategy and Management Approach\n\nThe company has established regular emission reduction policies such as supporting our people to reduce the use of conventionally fuelled vehicles, to use paper more efficiently and conduct paper-less meetings, encouraging our employees to turn off the lights and air conditioners in unmanned rooms. We also try to replace business trip and meeting where telephone and video conferencing are possible. In addition, the company also actively purchases energy-efficient office equipment, purchases and uses energy-efficient air conditioners, recycles waste paper, cardboard and plastic bottles, and effectively reduces the burden onto the environment caused by the Group's business operations.\n\n2. 環境\n\n• 環境策略及管理方法\n\n本公司已制定常規減排政策，如鼓勵我們的員工減少使用傳統燃油汽車、更善用紙張及召開無紙化會議、鼓勵僱員在房間無人使用時關閉電燈及空調。如可以使用電話及視像會議，我們亦嘗試用以取代商務旅行及會議。此外，本公司亦積極購置節能辦公設備，購置及使用節能空調，循環使用廢紙、紙板及塑料瓶，有效地減少本集團業務營運對環境造成的負擔。"} +{"pdf_name": "11787224_4.pdf", "language": "en", "markdown": "# 1. Anomalous paramagnetism \\( T > T _ { c 0 } \\))\n\nIn the paramagnetic state of ferromagnetic and anti-ferromagnetic systems, the muon spin depolarization at zero external field has contributions from the static nu-clear dipolar fields and the fluctuating fields from electron spins. The nuclear spin contribution is well reproduced by the Gaussian Kubo-Toyabe (GKT) function derived from the Gaussian distribution of the local field (\\( B _ { \\mathrm { l o c } } \\)),which is a good approximation for a dense ensemble of randomly orientated nuclear magnetic moments.18 The GKT function is written as\n\n\\[ G _ { \\mathrm { G K T } } ( t ) = \\frac { 1 } { 3 } + \\frac { 2 } { 3 } \\left[ 1 - ( \\Delta t ) ^ { 2 } \\right] \\exp \\left[ - \\frac { ( \\Delta t ) ^ { 2 } } { 2 } \\right] , \\qquad ( 2 ) \\]\n\nwhere \\( \\Delta / \\gamma _ { \\mu } = \\langle B _ { \\mathrm { l o c } } ^ { 2 } \\rangle ^ { 1 / 2 } \\) corresponds to the root-mean-square for the distribution of the local magnetic field (where \\( \\gamma _ { \\mu } = 2 \\pi \\times 1 3 5 . 5 3 \\) MHz/T is the muon gyromag-netic ratio). On the other hand, the dynamical electron spin contribution is given as \\( \\exp ( - \\lambda t ) \\) with the relax-ation rate \\( \\lambda \\). Then, the depolarization function G(t) is described by the product of the two contributions:\n\n\\[ G ( t ) = G _ { \\mathrm { G K T } } ( t ) \\exp ( - \\lambda t ) . \\eqno ( 3 ) \\]\n\nFigure 6(a) shows the zero-field (ZF)-\\( \\mu ! \\) SR spectra at 300 K and 80 K (i.e., above and below \\( T _ { \\mathrm { c 1 } } \\)), where no sign of the emergence of the spontaneous internal mag-netic field, such as oscillation and/or fast damping, is observed below \\( T _ { \\mathrm { c 1 } } \\). This immediately leads us to the conclusion that no long-range magnetic order is present below \\( T _ { c 1 } \\), which is in qualitative agreement with the pre-vious result.11 The temperature dependence of \\( \\lambda \\) deduced by a curve fitting is plotted in the inset of Fig. 6(a).\n\nThe spectra in Fig. 6(a) including the one at 18 K show that the exponential damping gradually overcomes the GKT depolarization below 40 K. Figure 6(b) shows \\( \\mu \\) SR spectra at 18 K measured with ZF and longitudinal fields (LFs) of 10 mT and 100 mT. Generally, the expo-nential damping due to the electron spin fluctuation does not depend much on the LF because the fluctuation rate of the dynamical field from the ordinary paramagnetic moments is much larger than the Larmor frequency of the muon spin precession. However, the depolarization is quenched by the application of a relatively weak LF, which indicates that \\( B _ { \\mathrm { l o c } } \\) is much weaker than the LF and that it is quasistatic within the time window of \\( \\mu \\) SR (\\( > 1 0 ^ { - 5 } \\) s). These features allow us to estimate an up-per limit for the mean hyperfine field at the muon site, \\( B _ { \\mathrm { l o c } } \\, \\simeq \\, \\Delta / \\gamma _ { \\mu } \\, \\lesssim \\, 2 \\) mT, and that of the fluctuation rate \\( \\nu \\lesssim \\) 0.5 MHz. We also performed curve fitting for the LF dependence of the \\( \\mu \\) SR spectra at 18 K by replac-ing the exponential term in Eq. (3) with the Lorentzian Kubo-Toyabe (LKT) function for a finite LF:\n\nFIG. 6. (Color online) (a) Zero-field (ZF)-\\( \\mu ^ { 6 } \\) SR time spectra at 300 K, 80 K, and 18 K. The solid curves are the fitted results of Eq. (3). The inset shows the temperature dependence of the relaxation rate. (b) \\( \\mu ^ { \\star } \\) SR spectra at 18 K measured with ZF and longitudinal fields (LF = 10 mT and 100 mT) with the results of the curve fitting with Eq.(4).\n\n\\[ \\begin{array} { l } { \\displaystyle G _ { \\mathrm { L K T } } ( t ) = \\! 1 - \\frac { \\Delta } { \\omega _ { 0 } } j _ { 1 } ( \\omega _ { 0 } t ) e ^ { - \\Delta t } } \\\\ { \\displaystyle \\quad \\, - \\big ( \\frac { \\Delta } { \\omega _ { 0 } t } \\big ) ^ { 2 } [ j _ { 0 } ( \\omega _ { 0 } t ) e ^ { - \\Delta t } - 1 ] } \\\\ { \\displaystyle \\quad \\, - \\big [ 1 + \\big ( \\frac { \\Delta } { \\omega _ { 0 } } \\big ) ^ { 2 } \\big ] \\Delta \\int _ { 0 } ^ { t } j _ { 0 } ( \\omega _ { 0 } t ^ { \\prime } ) e ^ { - \\Delta t ^ { \\prime } } d t ^ { \\prime } , \\, \\, \\, \\, ( 4 ) } \\end{array} \\]\n\nwhere \\( \\omega _ { 0 } = \\gamma _ { \\mu } B _ { 0 } \\) is the Larmor frequency of the muon spin precession in the presence of an external field \\( B _ { 0 } \\), and \\( j _ { 0 } \\) and \\( j _ { 1 } \\) denote spherical Bessel functions.19 We note that the results of the curve fitting indicate that the entire volume of the sample exhibits a Lorentzian-like field distribution. Thus, we are led to the conclusion that the dilute magnetic moments of d electrons having an unusually quasistatic characteristic make a significant contribution to the muon depolarization for \\( T _ { c 0 } \\leq T \\leq \\)\\( T _ { c 1 } \\), although their origin is not clear at this stage.\n\n# 2. Inhomogeneous magnetism \\( ( T < T _ { c 0 } \\))\n\nAs is observed for the ZF-\\( \\mu \\) SR spectra in Fig. 7(a), a rapid depolarization develops with decreasing tempera-ture below \\( T _ { \\mathrm { c 0 } } \\). We show the ZF- and LF-\\( \\mu \\) SR spectra at 30 mK measured in the presence of various LFs up to 100 mT in Fig. 7(b). The ZF spectra clearly demonstrate the absence of conventional long-range magnetic order at"} +{"pdf_name": "11787224_5.pdf", "language": "en", "markdown": "FIG. 7. (Color online) (a) ZF-\\( \\mu \\) SR time spectra in the temper-ature range between 4.2 K and 10 K. (b) \\( \\mu ^ { \\circ } \\) SR time spectra measured at 30 mK in the presence of various longitudinal fields (LFs) up to 100 mT. The inset shows the earlier part of the spectrum at ZF. The solid lines are the fitted results by using Eq. (6)..\n\nthe base temperature. The initial fast depolarization ex-hibits a gradual suppression with increasing LF and is nearly quenched at \\( ^ { \\dag } \\) F = 100 mT. Surprisingly, we also observed a finite slope due to the residual magnetic fluc-tuation in these spectra at a large time, which is almost independent of the LF, even at 30 mK. These features can be observed from the fast damped 2/3 amplitude followed by a slowly relaxing 1 \\( / \\) 3 component originating from the magnetic ordered state with slow persistent spin dynamics.\n\nIn a previous \\( \\mu \\) SR study, Sugiyama et al. analyzed their ZF-\\( \\cdot \\mu \\) SR spectra by using a combination of an expo-nentially relaxing cosine oscillation for the damped 2 \\( / \\) 3 component and an exponential function for the 1 \\( / \\) 3 tail signal.11 They showed that the ratio of the relaxation rate of the 1 \\( / \\) 3 tail component \\( \\lambda _ { \\mathrm { t a i l } } \\) to the precession frequency \\( \\omega _ { \\mathrm { A F } } \\) is close to unity, \\( \\lambda _ { \\mathrm { t a i l } } / \\omega _ { \\mathrm { A F } } \\, \\sim \\, 1 \\), where \\( \\lambda _ { \\mathrm { t a i l } } / \\omega _ { \\mathrm { A F } } \\) corresponds to the field distribution normalized to the mean value of \\( B _ { \\mathrm { l o c } } \\). However, their fitting function is based on an unique precession signal at a spontaneous local field for the conventional magnetic ordered state, \\( \\lambda _ { \\mathrm { t a i l } } / \\omega _ { \\mathrm { A F } } \\ll 1 \\) . The observed broad \\( B _ { \\mathrm { l o c } } \\) distribution and residual magnetic fluctuation strongly suggest that a highly inhomogeneous magnetic state appears in the ground state of \\( \\mathrm { S r } _ { 2 } \\)\\( \\ldots \\) 4.\n\nThe inset of Fig. 7(b) shows the earlier part of the ZF-\\( \\mu \\) SR spectrum at 30 mK. As mentioned above, the GKT and LKT functions are widely attributed to the \\( \\mu \\) SR spectra for random magnetism in dense and diluted spin systems. However, the ZF spectrum at 30 mK lacks a decrease that usually precedes the asymptotic tail for the GKT function, although it exhibits a Gaussian-like initial depolarization. We attributed this to a broad dis-tribution of \\( B _ { \\mathrm { l o c } } \\), which is not characterized by a sin-gle root-mean-square width, and adopted the Gaussian-broadened Gaussian (GbG) function as a recursive func-tion for the curve fitting.20–22\n\nThe GbG function is described as one of the general-ized forms of the GKT function, where \\( \\Delta \\) in Eq. (2) has a distribution with the mean value \\( \\Delta _ { 0 } \\) and root-mean-square width W. \\( G _ { \\mathrm { G b G } } ( t ) \\) for ZF is written as\n\n\\[ \\begin{array} { c c } { G _ { \\mathrm { G b G } } ( t ) = \\displaystyle \\frac { 1 } { 3 } + \\frac { 2 } { 3 } \\bigg ( \\displaystyle \\frac { 1 } { 1 + R ^ { 2 } \\Delta _ { 0 } ^ { 2 } t ^ { 2 } } \\bigg ) ^ { 3 / 2 } \\bigg ( 1 - \\displaystyle \\frac { \\Delta _ { 0 } ^ { 2 } t ^ { 2 } } { 1 + R ^ { 2 } \\Delta _ { 0 } ^ { 2 } t ^ { 2 } } \\bigg ) } \\\\ { \\times \\exp \\! \\left( - \\displaystyle \\frac { \\Delta _ { 0 } ^ { 2 } t ^ { 2 } } { 2 ( 1 + R ^ { 2 } \\Delta _ { 0 } ^ { 2 } t ^ { 2 } ) } \\right) \\! , \\! \\! \\! \\! } \\end{array} \\]\n\nwhere R is the ratio of the distribution width, and \\( R = W / \\Delta _ { 0 } \\). For \\( R \\) = 0, the GbG function is identical to the GKT function with a deep minimum after the ini-tial depolarization. The depth of the minimum decreases with increasing R and becomes almost independent of R for \\( R > \\) 1. Thus, we imposed the condition 0 \\( \\le R \\le \\) 1 in the following analysis. We note that the GbG function does not approach the LKT function, even for \\( R \\gg \\) 1.\n\nFor the curve fitting, we presume that G(t) is primar-ily described by the product of the GbG function and a slow exponential decay due to the persistent spin dynam-ics in addition to a supplementary term for exponential damping:\n\n\\[ G ( t ) = f G _ { \\mathrm { G b G } } ( t ) e ^ { - \\lambda t } + ( 1 - f ) e ^ { - \\lambda _ { \\mathrm { e x t } } t } , \\qquad ( 6 ) \\]\n\nwhere f is the volume fraction exhibiting inhomoge-neous magnetism, and \\( \\lambda \\) is the relaxation rate reflecting the spin dynamics. The second exponential term with the relaxation rate \\( \\lambda _ { \\mathrm { e x t } } \\) is for extrinsic contributions originat-ing from the magnetically ordered state region with rel-atively fast persistent dynamics, which makes the above muon spin depolarization model unreasonable. The T dependence of f is plotted in the inset of Fig. 8. The in-homogeneous magnetism develops over the almost entire volume of the sample below 6 K. We obtained \\( R = 0 . 7 ( 1 ) \\) below 4.2 K, whereas R is unity at higher temperatures. This discrepancy might be caused by the lack of data for \\( t \\sim 0 . 1 \\)\\( \\cdot \\ \\mu \\) s that is masked by the limited time resolu-tion of the pulsed muon beam (∼100 ns). We note that the dynamical LKT function and dynamical spin glass models19 could not reproduce the spectra over the early time range.\n\nThe absence of decrease in the \\( \\mu \\) SR time spectra tells us important aspects of the magnetic ground state. Noakes et al. reproduced the shallow decrease in the GbG"} +{"pdf_name": "9289908_108.pdf", "language": "en", "markdown": "
实收资本\n(或股本)其他权益工具资本公积减：库存\n股其他综合收\n益专项\n储备盈余公积未分配利润所有者权益合计
优先\n股永续\n债其他
一、上年年末余额313,560,000.00650,489.01133,910,895.74647,665,464.311,095,786,849.06
加：会计政策变更
前期差错更正
其他
二、本年期初余额313,560,000.00650,489.01133,910,895.74647,665,464.311,095,786,849.06
三、本期增减变动金额\n（减少以“－”号填列）156,858,905.001,361,906,663.14-378,645.3611,316,840.9872,063,368.791,601,767,132.55
（一）综合收益总额488,884.00112,300,880.41112,789,764.41
（二）所有者投入和减少\n资本156,858,905.001,361,906,663.141,518,765,568.14
1．所有者投入的普通股156,858,905.001,518,765,568.14
2．其他权益工具持有者\n投入资本
3．股份支付计入所有者\n权益的金额
4．其他
（三）利润分配11,230,088.04-41,018,288.04-29,788,200.00
1．提取盈余公积11,230,088.04-11,230,088.040.00
2．对所有者（或股东）\n的分配-29,788,200.00-29,788,200.00
3．其他
（四）所有者权益内部结\n转-867,529.3686,752.94780,776.420.00
1．资本公积转增资本\n（或股本）
2．盈余公积转增资本\n（或股本）
3．盈余公积弥补亏损
4．设定受益计划变动额\n结转留存收益
5．其他综合收益结转留\n存收益-867,529.3686,752.94780,776.420.00
6．其他
"} +{"pdf_name": "9289908_109.pdf", "language": "en", "markdown": "
（五）专项储备
1．本期提取
2．本期使用
（六）其他
四、本期期末余额470,418,905.001,361,906,663.14271,843.65145,227,736.72719,728,833.102,697,553,981.61
\n\n
项目2020 年度
实收资本\n(或股本)其他权益工具资本公\n积减：库\n存股其他综合\n收益专项\n储备盈余公积未分配利润所有者权益合计
优先\n股永续\n债其他
一、上年年末余额313,560,000.00332,004.42129,031,917.89648,280,183.661,091,204,105.97
加：会计政策变更
前期差错更正
其他
二、本年期初余额313,560,000.00332,004.42129,031,917.89648,280,183.661,091,204,105.97
三、本期增减变动金额（减少以\n“－”号填列）318,484.594,878,977.85-614,719.354,582,743.09
（一）综合收益总额318,484.5948,789,778.5049,108,263.09
（二）所有者投入和减少资本
1．所有者投入的普通股
2．其他权益工具持有者投入资本
3．股份支付计入所有者权益的金\n额
4．其他
（三）利润分配4,878,977.85-49,404,497.85-44,525,520.00
1．提取盈余公积4,878,977.85-4,878,977.85-
2．对所有者（或股东）的分配-44,525,520.00-44,525,520.00
3．其他
（四）所有者权益内部结转
1．资本公积转增资本（或股本）
2．盈余公积转增资本（或股本）
3．盈余公积弥补亏损
4．设定受益计划变动额结转留存\n收益
"} +{"pdf_name": "9239092_102.pdf", "language": "en", "markdown": "
具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额
4．其他
（三）利润分\n配-1,387,\n562.40-1,387,\n562.40-1,387,\n562.40
1．提取盈余公\n积
2．提取一般风\n险准备
3．对所有者\n（或股东）的\n分配-1,387,\n562.40-1,387,\n562.40-1,387,\n562.40
4．其他
（四）所有者\n权益内部结转
1．资本公积转\n增资本（或股\n本）
2．盈余公积转\n增资本（或股\n本）
3．盈余公积弥\n补亏损
4．设定受益计\n划变动额结转\n留存收益
5．其他综合收\n益结转留存收\n益
6．其他
（五）专项储\n备114,18\n0.42114,18\n0.4239,816.\n61153,997\n.03
1．本期提取909,52\n5.08909,52\n5.08161,018\n.431,070,5\n43.51
2．本期使用-795,3\n44.66-795,3\n44.66-121,20\n1.82-916,54\n6.48
"} +{"pdf_name": "9239092_103.pdf", "language": "en", "markdown": "
（六）其他
四、本期期末\n余额138,7\n56,24\n0.00102,53\n2,388.\n02635,36\n5.2550,489\n,790.6\n1172,24\n4,888.\n09464,65\n8,671.\n97141,370\n,090.21606,028\n,762.18
\n\n# 8、母公司所有者权益变动表\n\n本期金额\n\n单位：元\n\n
项目2021 年度
股本其他权益工具资本公\n积减：库存\n股其他综\n合收益专项储\n备盈余公\n积未分配\n利润其他所有者权\n益合计
优先股永续债其他
一、上年期末余\n额138,75\n6,240.0\n080,286,3\n36.5050,679,2\n72.5051,025,\n114.05320,746,9\n63.05
加：会计政\n策变更
前期\n差错更正
其他
二、本年期初余\n额138,75\n6,240.0\n080,286,3\n36.5050,679,2\n72.5051,025,\n114.05320,746,9\n63.05
三、本期增减变\n动金额（减少以\n“－”号填列）-14,361\n,265.20-14,361,26\n5.20
（一）综合收益\n总额-14,361\n,265.20-14,361,26\n5.20
（二）所有者投\n入和减少资本
1．所有者投入\n的普通股
2．其他权益工\n具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额
4．其他
"} +{"pdf_name": "11785540_2.pdf", "language": "en", "markdown": "in-situ measurements from well-separated heliospheric spacecraft inside 2.5 AU give self-consistent results of total open heliospheric flux. However, they found that open flux estimates from multiple spacecraft at the same R increasingly vary as R increases, with the largest discrepancies occurring beyond 2.5 AU (Owens et al. 2008a, Figure 1). They suggested that this could be attributed to a reduced signal-to-noise ratio in spacecraft detection of \\( B _ { \\mathrm { r } } \\) further away from the Sun due to tangential and meridional fluctuations along each magnetic field line that result in these field components bleeding into \\( B _ { r } \\) measurements (Owens et al., 2008a). In a later set of articles, Lockwood and Owens (2009) and Lockwood, Owens, and Rouillard (2009a,b) revisited this topic and attribute what they term the “flux excess effect” not to small-scale structure introduced by the field line’s own propagation, but to separate large-scale longitudinal solar wind structures that distort the magnetic field (Lockwood, Owens, and Rouillard, 2009b, Figure 1). They derived a correction term to apply to spacecraft \\( B _ { r } \\) measurements to account for these kinematic effects, and when this is applied, for the time period investigated in their study they produce good agreement between PFSS and spacecraft-derived open flux (Lockwood, Owens, and Rouillard, 2009b, Figure 9). Owens et al. (2017) accounted for this same kinematic contribution to \\( B _ { \\mathrm { r } } \\) instead using observations of sunward suprathermal electron beam or “strahl” to filter out instances where field lines were locally inverted at 1 AU. Their method resulted in higher open fluxes than the kinematic correction, closer to results obtained when averaging \\( B _ { \\mathrm { r } } \\) over one day before taking the unsigned value. Both methods on average fell within the results of averaging \\( B _ { \\mathrm { r } } \\) between one to five days before taking the unsigned value (Owens et al., 2017, Figure 5); however, unlike the temporal averaging technique, these methods attempt to account for the flux excess with more physical justification.\n\nAnother way that the differences between both model-derived and spacecraft-observed open flux have been explained is by applying correction factors to the photospheric-field maps to drive coronal models. Wang, Lean, and Sheeley (2000) compared estimates of total open flux from 1971 – 1998 using both the PFSS model and spacecraft observations and found, with a few notable exceptions (e.g. 1978 – 1980 and 1985 – 1989), that they agree remarkably well when using a latitude [λ] dependent saturation correction factor. The photospheric field used to derive the open flux was a combination of traditional Carrington photospheric magnetic- field synoptic maps from Mount Wilson (MWO) and Wilcox (WSO) Solar Observatories. It was necessary to use WSO maps from 1976 – 1995 because the MWO magnetograph suffered from instrumentation issues during this period. They also assumed, based on previous work (Wang and Sheeley, 1995), that the MWO correction factor \\( ( 4 . 5 \\! - \\! 2 . 5 \\mathrm { s i n } ^ { 2 } \\, \\lambda \\)) was equally applicable to both the MWO and WSO observations, as both the instruments are very similar to each other and use the same Fe I 5250 A˚ line to derive the magnetic field. However, Svalgaard (2006) challenged the application of the MWO saturation correction to WSO data, arguing that it is specific to the MWO instrument and that a constant correction factor of 1.85 (updated from Svalgaard, Duvall, and Scherrer 1978, originally 1.8) is the appropriate correction factor for WSO data. Other studies, spanning several years (Owens et al., 2008b, Linker et al., 2016) and focusing on one Carrington rotation (Linker et al., 2017), used photospheric-field maps"} +{"pdf_name": "11785540_3.pdf", "language": "en", "markdown": "derived from other observatories and found similar discrepancies between model-derived and spacecraft-measured \\|Br\\|. In all of these studies, in-situ observations on average produced larger \\|Br\\| estimates than models, except Linker et al. (2016) where a correction factor of 1.5 was applied to the photospheric-field maps for the results to agree.\n\nRiley (2007) separately applied both a constant 1.8 scaling factor and the MWO latitude-dependent correction to WSO input maps from 1976 – 2007 and calculated total open flux using the PFSS model for both sets of maps. He found that the maps with the MWO saturation correction factor applied to them pro-duced the best overall agreement with the heliospheric derived fluxes but noted significant mismatches during the periods of solar minimum, exactly when one would expect the agreement to be best. For the case of the 1.8 saturation factor applied to the WSO maps, the open-flux results agreed well with the heliospheric values only during solar minimum and under-predicted them for all other times. To explain this Riley proposed and tested the idea that interplanetary coro-nal mass ejections (ICMEs) propagating out into space yet still magnetically connected back to the Sun are detected by spacecraft in the same way that coronal hole open flux is. Riley argued that the total unsigned heliospheric flux is comprised of open coronal hole and closed ICME fluxes, especially during solar maximum. This assumption is reasonable, since distinguishing between open field lines and closed ones from ICMEs still rooted back at the Sun in spacecraft observations, especially when the front of the ICME is far beyond 1 AU, is generally very difficult. Using a simple model to estimate heliospheric ICME flux from sunspot number, Riley found an extremely good match between the combined ICME plus WSO open-flux estimates and heliospheric values. While not claiming to have settled the issue, Riley’s results nonetheless provided an alternative explanation for the temporal variation of observed heliospheric flux without having to resort to correcting the WSO magnetic field data with the MWO saturation correction factor. Owens et al., in a series of articles (Owens and Crooker, 2006; Owens et al., 2007; Owens, Crooker, and Lockwood, 2011), similarly argued that much, if not all, of the variation of heliospheric flux can be explained by a constant open solar magnetic flux baseline or floor with the addition of a time-varying, solar-cycle-dependent closed ICME magnetic-flux component.\n\nAlternatively, total open flux can be determined by identifying coronal holes in chromospheric or coronal observations. Coronal hole areas are calculated from observations after their boundaries are determined either through manual (Harvey and Recely, 2002) or automated (e.g. Henney and Harvey, 2005; Scholl and Habbal, 2008; Krista and Gallagher, 2009; Lowder et al., 2014; Verbeeck et al., 2014; Boucheron, Valluri, and McAteer, 2016; Caplan, Downs, and Linker, 2016; Garton, Gallagher, and Murray, 2018; Hamada et al., 2018) methods. To derive open flux, coronal-hole contours are paired with corresponding synoptic photospheric-field maps. The advent of high- resolution coronal EUV images allows for an independent estimate of the open flux in comparison to model estimates and in-situ observations for the past decade. Observationally derived coronal holes also provide constraints on model-derived coronal hole boundaries.\n\nIn this article, we estimate total open magnetic flux from 1990 – 2013 in two different ways using global photospheric magnetic-field maps derived from"} +{"pdf_name": "9233771_84.pdf", "language": "en", "markdown": "
额8.006000197.794.14295574
加：会计政\n策变更
前期\n差错更正
同一\n控制下企业合\n并
其他
二、本年期初余\n额535,5\n29,90\n8.00523,36\n4,322.\n60-35,50\n0,000.\n002,663,\n197.7920,601\n,364.0\n4-191,8\n36,372\n.14854,82\n2,420.\n29-15,70\n8,964.\n55839,11\n3,455.\n74
三、本期增减变\n动金额（减少以\n“－”号填列）-25149\n4.58353,25\n0.34-9,524,\n775.17-9,423,\n019.41-7,944,\n472.57-17,36\n7,491.\n98
（一）综合收益\n总额-25149\n4.58-9,524,\n775.17-9,776,\n269.75-7,944,\n472.57-17,72\n0,742.\n32
（二）所有者投\n入和减少资本
1．所有者投入\n的普通股
2．其他权益工\n具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额
4．其他
（三）利润分配
1．提取盈余公\n积
2．提取一般风\n险准备
3．对所有者（或\n股东）的分配
4．其他
（四）所有者权\n益内部结转
"} +{"pdf_name": "9233771_85.pdf", "language": "en", "markdown": "
1．资本公积转\n增资本（或股\n本）
2．盈余公积转\n增资本（或股\n本）
3．盈余公积弥\n补亏损
4．设定受益计\n划变动额结转\n留存收益
5．其他综合收\n益结转留存收\n益
6．其他
（五）专项储备353,25\n0.34353,25\n0.34353,25\n0.34
1．本期提取2,571,\n472.722,571,\n472.722,571,\n472.72
2．本期使用-2,218,\n222.38-2,218,\n222.38-2,218,\n222.38
（六）其他
四、本期期末余\n额535,5\n29,90\n8.00523,36\n4,322.\n60-35,7\n51,494\n.583,016,\n448.1320,601\n,364.0\n4-201,3\n61,147\n.31845,39\n9,400.\n88-23,65\n3,437.\n12821,74\n5,963.\n76
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
归属于母公司所有者权益少数股\n东权益所有者\n权益合\n计
股本其他权益工具资本\n公积减：库\n存股其他\n综合\n收益专项\n储备盈余\n公积一般\n风险\n准备未分\n配利\n润其他小计
优先\n股永续\n债其他
一、上年期末\n余额538,8\n73,33\n5.00544,32\n7,610.\n89-35,41\n7,956.\n802,147,\n151.7720,601\n,364.0\n4-210,8\n09,848\n.17859,72\n1,656.\n73-7,180,\n982.41852,540\n,674.32
加：会计\n政策变更
"} +{"pdf_name": "9235676_1.pdf", "language": "en", "markdown": "# RESULTS\n\nThe board of Directors (the “Board”) of the Company is pleased to announce the unaudited condensed consolidated financial results of the Company and its subsidiaries (collectively the “Group”) for the three months ended 31 March 2020, together with the comparative figures for the corresponding period in 2019, as follows.\n\n# QUARTERLY CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME\n\n# FOR THE THREE MONTHS ENDED 31 MARCH 2020\n\n
Notes(Unaudited)\nThree months ended\n31 March
20202019
RMB’000RMB’000
Revenue360,71771,103
Cost of sales(47,795)(52,784)
Gross profit12,92218,319
Other income45,2628,181
Selling and marketing expenses(10,385)(12,344)
Administrative expenses(8,092)(12,443)
Share-based compensation expense—(2,146)
Research and development expenses(2,689)(6,295)
Finance costs5(1,196)(2,390)
Net impairment loss on financial and contract assets(13,710)(7,436)
Share of profit of joint ventures(2,230)—
Loss before income tax5(20,118)(16,554)
Income tax credit/(expense)62,0562,635
Loss for the period(18,062)(13,919)
Other comprehensive loss
Items that may be subsequently reclassified \n to profit or loss:
Exchange difference arising on the translation \n of foreign operation(4,825)(9,036)
Total comprehensive loss for the period(22,887)(22,955)
"} +{"pdf_name": "9235676_2.pdf", "language": "en", "markdown": "
Notes(Unaudited)\nThree months ended\n31 March
20202019
RMB’000RMB’000
Loss for the period attributable to:
Equity holders of the Company(18,266)(13,796)
Non-controlling interests204(123)
(18,062)(13,919)
Total comprehensive loss\n for the period attributable to:
Equity holders of the Company(23,091)(22,832)
Non-controlling interests204(123)
(22,887)(22,955)
Loss per share for profit attributable to equity\n holders of the Company\n (expressed in RMB cents per share)8
Basic(2.87)(2.21)
Diluted(2.87)(2.21)
"} +{"pdf_name": "9328585_56.pdf", "language": "en", "markdown": "
10/23/2019Subject \n2/Supervisory \nFirefihgter/Assi\nstant Chief of \nTrainingSubject \n2/Supervisory \nFirefihgter/Assi\nstant Chief of \nTrainingReference \n1/Firefihgter 1NR/NYS EMT\n(ELECTIVE)0900-1000
10/24/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingReference \n1/Firefihgter 1RESCUE \nTECHNICIA \nN - ROPE\nRESCUE1300-1400
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6/14/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingFirefihgter 6AIRCRAFT\nLIVE FIRE \nTRAINING0900-1000
9/25/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingFirefihgter 6NR/NYS EMT \n(ELECTIVE)0900-1000
10/24/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingFirefihgter 6RESCUE \nTECHNICIA \nN - ROPE\nRESCUE1300-1400
3/8/2019Subject \n2/Supervisory \nFirefihgter/Assi\nstant Chief of \nTrainingSubject \n2/Supervisory \nFirefihgter/Assi\nstant Chief of \nTrainingFirefihgter 6ROPES AND\nKNOTS1000-1100
11/1/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingFirefihgt\ner 7FIREGROUN \nD SEARCH \nAND\nRESCUE1300-1400
7/12/2019Subject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingSubject \n2/Supervi\nsory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingFirefihgter 10ASSIGNED\nA/C \nEGRESS/FA \nM C-135 FR0930-1030
11/1/2019Subject \n2/SuperviSubject \n2/SuperviFirefihgter 10FIREGROUN \nD SEARCH \nAND\nRESCUE1300-1400
"} +{"pdf_name": "11741311_21.pdf", "language": "en", "markdown": "We see that the adjoint of \\( \\hat { X } ^ { ( \\alpha ) } \\) is defined as \\( i ( d / d k ) \\) in the momentum basis provided that \\|φ) also obeys the boundary condition \\( \\tilde { \\phi } ( \\Omega ) \\, = \\, e ^ { - i \\alpha } \\tilde { \\phi } ( - \\Omega ) \\). Therefore we see \\( D ( \\hat { X } ^ { ( \\alpha ) } ) = D ( \\hat { X } ^ { ( \\alpha ) \\dagger } ) \\), and so \\( \\hat { X } ^ { ( \\alpha ) } \\) is self-adjoint.\n\nNow, since the operators \\( \\hat { X } ^ { ( \\alpha ) } \\) are self-adjoint, they have spectral decompositions. The spectrum of the oper-ator \\( \\bar { X } ^ { ( \\alpha ) } \\)(for fixed \\( \\alpha \\)) is discrete,\\( \\mathrm { s p e c } ( \\hat { X } ^ { ( \\alpha ) } ) = \\{ x _ { n } ^ { ( \\alpha ) } : = \\)\\( \\textstyle { \\frac { 2 \\pi n + \\alpha } { 2 \\Omega } } \\} _ { n \\in \\mathbb { Z } } \\), and describes a one-dimensional lattice. The corresponding eigenvectors, \\( \\{ | x _ { n } ^ { ( \\alpha ) } \\rangle \\} _ { n \\in \\mathbb { Z } } \\), are represented in the momentum eigenbasis as\n\n\\[ ( k | x _ { n } ^ { ( \\alpha ) } ) = \\frac { 1 } { \\sqrt { 2 \\Omega } } e ^ { - i k x _ { n } ^ { ( \\alpha ) } } . \\eqno ( \\mathrm { A 5 } ) \\]\n\nThese eigenvectors are orthogonal and admit a resolu-tion of the identity:\n\n\\[ \\sum _ { n \\in \\mathbb { Z } } | x _ { n } ^ { ( \\alpha ) } ) ( x _ { n } ^ { ( \\alpha ) } | = \\mathbb { 1 } \\qquad \\qquad \\qquad ( { \\mathrm { A 6 } } ) \\]\n\n. Crucially, the position eigenvectors from different self-adjoint extensions are not orthogonal:\n\n\\[ ( x _ { n } ^ { ( \\alpha ) } | x _ { n ^ { \\prime } } ^ { ( \\alpha ^ { \\prime } ) } ) = \\mathrm { s i n c } \\left[ ( x _ { n } ^ { ( \\alpha ) } - x _ { n ^ { \\prime } } ^ { ( \\alpha ^ { \\prime } ) } ) \\Omega \\right] . \\qquad ( \\mathrm { A 7 } ) \\]\n\nNote that the union of the spectra of the entire family of self-adjoint extensions provides a covering of R. There-fore, it is possible to construct an overcomplete contin-uum basis by taking the union of eigenbases of the family of self-adjoint extensions, i.e., \\|x) := \\|x(α)n \\( ) \\iff x \\)\\( \\therefore \\)=\\( \\begin{array} { r } { x _ { n } ^ { ( \\alpha ) } : = \\frac { 2 \\pi n + \\alpha } { 2 \\Omega } } \\end{array} \\).\n\nIt is then simple to write down the Shannon sampling theorem for a bandlimited function \\( \\psi \\):\n\n\\[ \\begin{array} { l l } { { \\displaystyle \\psi ( x ) = ( x | \\psi ) } } & { { \\displaystyle ( \\mathrm { A } 8 ) } } \\\\ { { \\displaystyle ~ ~ ~ ~ ~ = \\sum _ { n \\in \\mathbb { Z } } ( x | x _ { n } ^ { ( \\alpha ) } ) ( x _ { n } ^ { ( \\alpha ) } | \\psi ) } } & { { \\displaystyle ( \\mathrm { A } 9 ) } } \\\\ { { \\displaystyle ~ ~ ~ ~ ~ = \\sum _ { n \\in \\mathbb { Z } } \\mathrm { s i n c } \\left[ ( x - x _ { n } ^ { ( \\alpha ) } ) \\Omega \\right] \\psi ( x _ { n } ^ { ( \\alpha ) } ) . } } & { { \\displaystyle ( \\mathrm { A 1 0 } ) } } \\end{array} \\]\n\nTherefore, we see that the function \\( \\psi \\) is determined at any point \\( x \\in \\mathbb { R } \\) from its values on one of the lattices \\( \\{ x _ { n } ^ { ( \\alpha ) } \\} _ { n } . \\).\n\nAlso, we obtain an overcomplete resolution of identity,\n\n\\[ \\frac { \\Omega } { \\pi } \\int _ { \\mathbb { R } } d x \\ | x ) ( x | = 1 \\qquad \\qquad \\quad ( \\mathrm { A 1 1 } ) \\]\n\nwhere \\( \\pi / \\Omega \\) is the density of degrees of freedom. We can use the resolution of identity for the continuum basis to show that the space of bandlimited functions has a reproducing kernel,\n\n\\[ ( x | \\psi ) = \\frac { \\Omega } { \\pi } \\int d x ^ { \\prime } \\; ( x | x ^ { \\prime } ) ( x ^ { \\prime } | \\psi ) \\; \\; \\; \\; \\; \\; \\; \\; \\; \\; \\; ( \\mathrm { A 1 2 } ) \\]\n\n\\[ \\psi ( x ) = \\int d x \\; K ( x , x ^ { \\prime } ) \\psi ( x ^ { \\prime } ) , \\; \\; \\; \\; \\; \\; \\; \\; \\; \\; \\; ( \\mathrm { A 1 3 } ) \\]\n\nwhere \\( K ( x , x ^ { \\prime } ) : = ( \\Omega / \\pi ) ( x | x ^ { \\prime } ) = ( \\Omega / \\pi ) \\operatorname { s i n c } [ ( x - x ^ { \\prime } ) \\Omega ] \\).\n\n[1] J. A. Wheeler, “On the nature of quantum geometrodynamics,” Annals of Physics 2 .\n\n[2] C. A. Mead, “Possible Connection Between Gravitation and Fundamental Length,” Phys. Rev. 135 (Aug, 1964) B849–B862.\n\n[3] A. Kempf, G. Mangano, and R. B. Mann, “Hilbert space representation of the minimal length uncertainty relation,” Phys.Rev. D52 (1995) 1108–1118, arXiv:hep-th/9412167 [hep-th].\n\n[4] L. J. Garay, “Quantum gravity and minimum length,” Int.J.Mod.Phys. A10 (1995) 145–166, arXiv:gr-qc/9403008 [gr-qc].\n\n[5] E. Witten, “Reflections on the fate of space-time,” Phys.Today 49N4 (1996) 24–30.\n\n[6] S. Hossenfelder, “Minimal Length Scale Scenarios for Quantum Gravity,” Living Rev. Rel. 16 (2013) 2, arXiv:1203.6191 [gr-qc].\n\n[7] T. Jacobson and R. Parentani, “Horizon entropy,” Found.Phys. 33 (2003) 323–348, arXiv:gr-qc/0302099[gr-qc].\n\n[8] R. D. Sorkin, “On the entropy of the vacuum outside a horizon,” in Tenth International Conference on General Relativity and Gravitation (held Padova, 4-9 July, 1983), Contributed Papers, vol. 2, pp. 734–736. 1983. arXiv:1402.3589 [gr-qc].\n\n[9] L. Bombelli, R. K. Koul, J. Lee, and R. D. Sorkin, “Quantum source of entropy for black holes,” Phys. Rev. D 34 no. 2, (1986) 373–383.\n\n[10] M. Srednicki, “Entropy and area,” Phys. Rev. Lett. 71 (1993) 666–669, arXiv:hep-th/9303048.\n\n[11] S. N. Solodukhin, “Entanglement Entropy of Black Holes,” Living Reviews in Relativity 14 no. 8, (2011) , arXiv:1104.3712 [hep-th].http://www.livingreviews.org/lrr-2011-8.\n\n[12] T. Jacobson, “Black hole entropy and induced gravity,” arXiv:gr-qc/9404039 [gr-qc].\n\n[13] L. Susskind and J. Uglum, “Black hole entropy in canonical quantum gravity and superstring theory,” Phys.Rev. D50 (1994) 2700–2711, arXiv:hep-th/9401070 [hep-th].\n\n[14] E. Bianchi and R. C. Myers, “On the Architecture of Spacetime Geometry,” arXiv:1212.5183 [hep-th].\n\n[15] L. Bombelli, J. Lee, D. Meyer, and R. Sorkin, “Space-Time as a Causal Set,” Phys. Rev. Lett. 59 (1987) 521–524.\n\n[16] L. Bombelli, J. Henson, and R. D. Sorkin, “Discreteness"} +{"pdf_name": "11741311_22.pdf", "language": "en", "markdown": "without symmetry breaking: A Theorem,” Mod.Phys.Lett. A24 (2009) 2579–2587, arXiv:gr-qc/0605006 [gr-qc].\n\n[17] J. Henson, “The Causal set approach to quantum gravity,” arXiv:gr-qc/0601121 [gr-qc].\n\n[18] B. Z. Foster and T. Jacobson, “Quantum field theory on a growing lattice,” JHEP 0408 (2004) 024, arXiv:hep-th/0407019 [hep-th].\n\n[19] A. Kempf, “Fields over Unsharp Coordinates,” Phys. Rev. Lett. 85 (Oct, 2000) 2873–2876.\n\n[20] A. Kempf, “Mode generating mechanism in inflation with cutoff,” Phys. Rev. D63 (2001) 083514, arXiv:astro-ph/0009209 [astro-ph].\n\n[21] A. Kempf and L. Lorenz, “Exact solution of inflationary model with minimum length,” Phys. Rev. D74 (2006) 103517, arXiv:gr-qc/0609123 [gr-qc].\n\n[22] M. Bojowald and A. Kempf, “Generalized uncertainty principles and localization of a particle in discrete space,” Phys. Rev. D86 (2012) 085017, arXiv:1112.0994 [hep-th].\n\n[23] C. E. Shannon, “A mathematical theory of communication,” Bell System Tech. J. 27 (1948) 379–423.\n\n[24] S. B. Giddings, “Hilbert space structure in quantum gravity: an algebraic perspective,” arXiv:1503.08207[hep-th].\n\n[25] W. Donnelly and S. B. Giddings, “Diffeomorphism-invariant observables and their nonlocal algebra,” arXiv:1507.07921 [hep-th].\n\n[26] D. A. Lowe, J. Polchinski, L. Susskind, L. Thorlacius, and J. Uglum, “Black hole complementarity versus locality,” Phys.Rev. D52 (1995) 6997–7010, arXiv:hep-th/9506138 [hep-th].\n\n[27] J. Eisert, M. Cramer, and M. Plenio, “Area laws for the entanglement entropy - a review,” Rev.Mod.Phys. 82 (2010) 277–306, arXiv:0808.3773 [quant-ph].\n\n[28] C. Holzhey, F. Larsen, and F. Wilczek, “Geometric and renormalized entropy in conformal field theory,” Nucl.Phys. B424 (1994) 443–467, arXiv:hep-th/9403108 [hep-th].\n\n[29] H. J. Landau, “Necessary density conditions for sampling and interpolation of certain entire functions,” Acta Math. 117 (1967) 37–52.\n\n[30] L. Carleson, P. Malliavin, J. Neuberger, and J. Wermer, eds., The collected works of Arne Beurling, vol. 2. Birkhauser, Boston, MA, 1989.\n\n[31] A. I. Zayed, Advances in Shannon’s Sampling Theory. CRC Press, 1993.\n\n[32] J. R. Higgins, Sampling Theory in Fourier and Signal Analysis: Foundations. Oxford University Press Inc., New York, 1996.\n\n[33] J. R. Higgins and S. R. L., Sampling Theory in Fourier and Signal Analysis: Advanced Topics. Oxford University Press Inc., New York, 1999.\n\n[34] J. J. Benedetto and P. J. S. G. Ferreira, eds., Modern Sampling Theory. Birkhauser, Boston, 2001.\n\n[35] A. Kempf and R. Martin, “Information Theory, Spectral Geometry, and Quantum Gravity,” Phys. Rev. Lett. 100 (Jan, 2008) 021304.\n\n[36] M. Peskin and D. Schroeder, An Introduction to Quantum Field Theory. Advanced book classics. Addison-Wesley Publishing Company, 1995.\n\n[37] G. Adesso and F. Illuminati, “Entanglement in continuous variable systems: Recent advances and current perspectives,” J.Phys. A40 (2007) 7821–7880, arXiv:quant-ph/0701221 [quant-ph].\n\n[38] A. Kempf, “Black holes, bandwidths and Beethoven,” J.Math.Phys. 41 (2000) 2360–2374, arXiv:gr-qc/9907084 [gr-qc].\n\n[39] K. Audenaert, J. Eisert, M. B. Plenio, and R. F. Werner, “Entanglement properties of the harmonic chain,” Phys. Rev. A 66 (Oct, 2002) 042327.\n\n[40] J. Williamson, “On the algebraic problem concerning the normal forms of linear dynamical systems,” American journal of mathematics (1936) 141–163.\n\n[41] J. Williamson, “On the normal forms of linear canonical transformations in dynamics,” American Journal of Mathematics (1937) 599–617.\n\n[42] R. D. Sorkin, “Expressing entropy globally in terms of (4D) field-correlations,” arXiv:1205.2953 [hep-th].\n\n[43] H. Casini and M. Huerta, “Entanglement entropy in free quantum field theory,” J.Phys. A42 (2009) 504007, arXiv:0905.2562 [hep-th].\n\n[44] K. Mallayya, R. Tibrewala, S. Shankaranarayanan, and T. Padmanabhan, “Zero modes and divergence of entanglement entropy,” arXiv:1404.2079 [hep-th].\n\n[45] T. Jacobson and R. Parentani, “Black hole entanglement entropy regularized in a freely falling frame,” Phys. Rev. D76 (2007) 024006, arXiv:hep-th/0703233 [hep-th].\n\n[46] A. Kempf, A. Chatwin-Davies, and R. Martin, “A fully covariant information-theoretic ultraviolet cutoff for scalar fields in expanding FRW spacetimes,” J.Math.Phys. 54 (2013) 022301, arXiv:1210.0750[gr-qc].\n\n[47] T. Jacobson, “Thermodynamics of space-time: The Einstein equation of state,” Phys.Rev.Lett. 75 (1995) 1260–1263, arXiv:gr-qc/9504004 [gr-qc].\n\n[48] T. Jacobson, “Entanglement equilibrium and the Einstein equation,” arXiv:1505.04753 [gr-qc].\n\n[49] Y. Aharonov, J. Anandan, S. Popescu, and L. Vaidman, “Superpositions of time evolutions of a quantum system and a quantum time-translation machine,” Phys. Rev. Lett. 64 (Jun, 1990) 2965–2968.\n\n[50] M. V. Berry, “Evanescent and real waves in quantum billiards and Gaussian beams,” J. Phys. A: Math. Gen. 27 no. 11, L391.\n\n[51] P. Ferreira and A. Kempf, “The energy expense of superoscillations,” in Signal Processing Conference, 2002 11th European, pp. 1–4. Sept, 2002.\n\n[52] N. I. Zheludev, “What diffraction limit?,” Nature Materials 7 no. 6, (Jun, 2008) 420–422.\n\n[53] A. Almheiri, X. Dong, and D. Harlow, “Bulk Locality and Quantum Error Correction in AdS/CFT,” JHEP 1504 (2015) 163, arXiv:1411.7041 [hep-th].\n\n[54] M. V. Altaisky and N. E. Kaputkina, “Continuous Wavelet Transform in Quantum Field Theory,” Phys. Rev. D88 no. 2, (2013) 025015, arXiv:1304.7177[hep-th].\n\n[55] X.-L. Qi, “Exact holographic mapping and emergent space-time geometry,” arXiv:1309.6282 [hep-th].\n\n[56] S. White, “Wavelets and MERA.” Perimeter Institute"} +{"pdf_name": "3452150_4.pdf", "language": "en", "markdown": "# Presentation of Financial Information\n\nThis Annual Report on Form 10-K contains financial statements of McGraw-Hill Global Education Intermediate Holdings, LLC. On March 22, 2013, MHE Acquisition, LLC (“AcquisitionCo”), acquired all of the outstanding equity interests of certain subsidiaries of The McGraw-Hill Companies, Inc. (“MHC”) pursuant to the Purchase and Sale Agreement, dated as of November 26, 2012 and as amended on March 4, 2013 (collectively, the “Acquired Business”). As a result of this transaction, investment funds affiliated with Apollo Global Management, LLC (the \"Sponsors\") acquired 100% of AcquisitionCo. We refer to the purchase of the Acquired Business and the related financing transactions as the “Founding Acquisition.” Following the Founding Acquisition, MHC has been known as McGraw Hill Financial, Inc. See “Business -The Founding Acquisition” for further information on the Founding Acquisition and our resultant corporate structure.\n\n# Use of Non-GAAP Financial Information\n\nWe have provided Adjusted Revenue, EBITDA and Adjusted EBITDA and the ratios related thereto in this Annual Report on Form 10-K because we believe they provide investors with additional information to measure our performance. We use Adjusted Revenue as a performance measure because full payment for digital and print solutions is normally collected close to the time of sale whereas revenue from multi-year deliverables is recognized ratably over the term of the customer contract. We believe that the presentation of Adjusted EBITDA is appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future as well as other items. Further, we believe Adjusted EBITDA provides a meaningful measure of operating profitability because we use it for evaluating our business performance and understanding certain significant items.\n\nAdjusted Revenue, EBITDA and Adjusted EBITDA are not presentations made in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), and our use of terms, varies from others in our industry. Adjusted Revenue, EBITDA and Adjusted EBITDA should not be considered as alternatives to revenue, income from continuing operations, income from operations, or any other performance measures derived in accordance with U.S. GAAP as measures of operating performance or cash flows as measures of liquidity. Adjusted Revenue, EBITDA and Adjusted EBITDA have important limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under U.S. GAAP. Further, EBITDA:\n\n• excludes certain tax payments that may represent a reduction in cash available to us;\n\n• does not reflect any cash capital expenditure requirements for assets being depreciated and amortized that may have to be replaced in the future;\n\n• does not reflect changes in, or cash requirements for, our working capital needs; and\n\n• does not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on our indebtedness.\n\nIn addition, Adjusted EBITDA:\n\n• includes estimated cost savings and operating synergies, including some adjustments not permitted under Article 11 of Regulation S-X;\n\n• does not include one-time expenditures, including costs required to realize the synergies referred to above;\n\n• reflects the net effect of converting deferred revenues (inclusive of deferred royalties) to a cash basis assuming the collection of all receivable balances;\n\n• does not include management fees paid to entities and investment funds affiliated with Apollo Global Management, LLC, which will discontinue upon completion of this offering; and\n\n• does not reflect the impact of earnings or charges resulting from matters that we and the lenders under our senior secured credit facilities may consider not to be indicative of our ongoing operations.\n\nOur definition of Adjusted EBITDA allows us to add back certain non-cash and other charges or costs that are deducted in calculating net income from continuing operations. However, these are expenses that may recur,"} +{"pdf_name": "3452150_5.pdf", "language": "en", "markdown": "vary greatly and can be difficult to predict. They can represent the effect of long-term strategies as opposed to short-term results. In addition, certain of these expenses can represent the reduction of cash that could be used for other corporate purposes.\n\nBecause of these limitations, we rely primarily on our U.S. GAAP results and use Adjusted Revenue, EBITDA and Adjusted EBITDA only supplementally. See “Financial Information—Our Key Metrics.”\n\n# Trademarks\n\nThis Annual Report on Form 10-K contains references to our trademarks and service marks. Solely for convenience, trademarks and trade names referred to in this prospectus may appear without the ® or \\( \\mathbf { T N } \\) symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other companies."} +{"pdf_name": "9258540_3.pdf", "language": "en", "markdown": "# INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION\n\n30 June 2020\n\n
NotesAs at \n30 June \n2020As at \n31 December \n2019
RMB’000RMB’000
(Unaudited)(Audited)
NON-CURRENT ASSETS
Property, lipant and equpment2,959,4443,007,789
Investment properties74138
Rihfgt-o-use assets208,098208,808
Goodwill18,30218,302
Other intaniblge assets403,450362,933
Investments in associates824,435814,504
Investments in joint ventures2,893,3202,865,042
Financial assets at fair value throuhfig prot \nor loss622,302386,035
Deferred tax assets18,52419,310
Other non-current assets1,115,980813,140
Total non-current assets9,063,9298,496,001
CURRENT ASSETS
Inventories2,300,3462,333,836
Trade receivables111,144,344913,808
Debt instruments at fair value throuhg other \ncomprehensive income12240,372218,362
Amounts due from related parties18,52713,673
Prepayments, other receivables and \nother assets438,821524,569
Financial assets at fair value throuhfig prot \nor loss41,45412,853
Pledged deposits555,910371,826
Cash and cash equivalents2,207,2161,328,104
Total current assets6,946,9905,717,031
"} +{"pdf_name": "9258540_4.pdf", "language": "en", "markdown": "
NotesAs at\n30 June\n2020As at \n31 December \n2019
RMB’000RMB’000
(Unaudited)(Audited)
CURRENT LIABILITIES
Interest-bearing bank and other borrowings2,963,9551,968,555
Trade and bills payables13579,091558,897
Amounts due to related parties209,527290,501
Other payables and accruals756,912351,425
Income tax payable20,44889,479
Total current liabilities4,529,9333,258,857
NET CURRENT ASSETS2,417,0572,458,174
TOTAL ASSETS LESS CURRENT \nLIABILITIES11,480,98610,954,175
NON-CURRENT LIABILITIES
Interest-bearing bank and other borrowings2,108,0481,457,103
Convertible bonds780,423762,355
Deferred income56,74761,324
Deferred tax liabilities5,0168,606
Other non-current liabilities269,203254,506
Total non-current liabilities3,219,4372,543,894
Total liabilities7,749,3705,802,751
Net assets8,261,5498,410,281
EQUITY
Equity attributable to owners of the\nparent
Share cailpta1,292,8251,292,601
Equity component of convertible bonds203,543205,642
Reserves6,749,4116,857,014
8,245,7798,355,257
Non-controlling interests15,77055,024
Total equity8,261,5498,410,281
"} +{"pdf_name": "20785950_427.pdf", "language": "en", "markdown": "# II Notes to the Financial Information—continued\n\n(Expressed in thousands of Renminbi, unless otherwise stated)\n\n# 3 SIGNIFICANT ACCOUNTING POLICIES—continued\n\n# (v) Related parties—continued\n\n(k) close family members of key management personnel of the Company’s parent;\n\n(l) other enterprises that are controlled or jointly controlled by the principal individual investors, key management personnel of the Group, and close family members of such individuals; and\n\n(m) a post-employment benefit plan for the benefit of employees of the Group, or of any entity that is a related party of the Group.\n\n# (w) Segment reporting\n\nReportable segments are identified based on operating segments which are determined based on the structure of the Group’s internal organization, management requirements and internal reporting system. An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, whose financial performance are regularly reviewed by the Group’s management to make decisions about resource to be allocated to the segment and assess its performance, and for which financial information regarding financial position, financial performance and cash flows is available.\n\nTwo or more operating segments may be aggregated into a single operating segment if the segments have same or similar economic characteristics and are similar in respect of the nature of each products and service, the nature of production processes, the type or class of customers for the products and services, the methods used to distribute the products or provide the services, and the nature of the regulatory environment.\n\nInter-segment revenues are measured on the basis of actual transaction price for such transactions for segment reporting, and segment accounting policies are consistent with those for the consolidated financial statements.\n\n# (x) Significant accounting estimates andj udgments\n\nThe preparation of Financial Information requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected.\n\n# (i) Impairment of available-for-sale financial assets and held-to-maturity investments\n\nIn determining whether there is any objective evidence that impairment has occurred on available-for-sale financial assets and held-to-maturity investments, we assess periodically whether there has been a significant or prolonged decline in the fair value of the investments below its cost or carrying amount, or whether other objective evidence of impairment exists based on the investee’s financial conditions and business prospects,"} +{"pdf_name": "20785950_428.pdf", "language": "en", "markdown": "# II Notes to the Financial Information—continued\n\n(Expressed in thousands of Renminbi, unless otherwise stated)\n\n# 3 SIGNIFICANT ACCOUNTING POLICIES—continued\n\n# (x) Significant accounting estimates andj udgments—continued\n\n# (i) Impairment of available-for-sale financial assets and held-to-maturity investments—continued\n\nincluding industry outlook, technological changes as well as operating and financing cash flows. This requires a significant level of management judgment which would affect the amount of impairment losses.\n\n# (ii) Fair value of financial instruments\n\nThere are no quoted prices from an active market for a number of financial instruments. The fair values for these financial instruments are established by using valuation techniques. These techniques include using recent arm’s length market transactions by referring to the current fair value of similar instruments, discounted cash flow analysis and option pricing models. The Group has established a work flow to ensure that the valuation techniques are constructed by qualified personnel and are validated and reviewed by independent personnel. Valuation techniques are certified and calibrated before implementation to ensure the valuation result reflects the actual market conditions. Valuation models established by the Group make maximum use of market input and rely as little as possible on the Group’s specific data. However, it should be noted that some input, such as credit and counterparty risk, and risk correlations require management’s estimates. The Group reviews the above estimations and assumptions periodically and makes adjustment if necessary.\n\n# (iii) Classification of financial asset and liability\n\nThe Group’s accounting policies provide scope for assets and liabilities to be designated on inception into different accounting categories in certain circumstances:\n\nŠ In classifying financial assets or liabilities as “trading”, the Group has determined that it meets the definition of trading assets and liabilities set out in Note 3 (e)(i).\n\nŠ In designating financial assets or liabilities at fair value through profit or loss, the Group has determined that it has met one of the criteria for this designation set out in Note 3 (e)(i).\n\nŠ In classifying financial assets as held-to-maturity, the Group has determined that it has both the positive intent and ability to hold the assets until their maturity date as required by accounting policy set out in Note 3 (e)(i). In evaluating whether requirements to classify a financial asset as held-to-maturity are met, management makes significant judgments. Failure in correctly assessing the Group’s intent and ability to hold specific investments until maturity may result in reclassification of the whole portfolio as available-for-sale."} +{"pdf_name": "11692691_159.pdf", "language": "en", "markdown": "frameworki t would followi n setting the countercyclical capital buffer, a macroprudential tool that would raise capital requirements when therei s an elevated risk of above normal lossesi n the U.S. financial system. Furthermore, the Basel Committee on Banking Supervision (the “Basel Committee”) has published several consultative papers regarding (i) the standardized approach to credit risk, (ii) a fundamental review of the trading book, (iii)i nterest rate riski n the banking book, and (iv) operational risk. Finally, the Basel Committee has publishedi ts final net stable funding ratio framework. The U.S. banking regulators are expected toi ncorporate all of these measuresi nto domestic regulation. The ultimatei mpact on the Company’s capital andl iquidity will depend on the final U.S. rulemakings andi mplementation process thereafter.\n\nThe Company is subject to significant financial and reputational risks from potential legal liability and governmental actions The Company faces significantl egal risksi ni ts business, and the volume of claims and amount of damages and penalties claimedi nl itigation and governmental proceedings againsti t and other financial institutions are increasing. Customers, clients and other counterparties have grown morel itigious and are making claims for substantial or indeterminate amounts of damages, while banking regulators and certain other governmental authorities, such as the U.S. Department of Justice, have demonstrated ani ncreasing focus on enforcement,i ncludingi n connection with alleged violations ofl aw and customer harm.I n addition, governmental authorities have begun to seek criminal penalties against companiesi n the financial services sector for regulatory violations and have begun to require an admission of wrongdoing from financial institutionsi n connection with settling such matters. Criminal convictions or admissions of wrongdoingi n a settlement with the government canl ead to greater exposurei n civil litigation and reputational harm.\n\nAs an example ofi ncreased risks arising froml itigation, the Company and otherl arge financial institutions have been sued over the past several yearsi n their capacity as trustee for residential mortgage–backed securities (“RMBS”) trusts. The plaintiffsi n these actions allege that the significantl osses they incurred asi nvestorsi n the RMBS trusts were caused by the trustees’ failure to enforcel oan repurchase obligations and to abide by appropriate standards of care after events of default allegedly occurred, while also arguing to broaden the trustees’ duties. Although the Company has deniedl iability and believesi t has meritorious defensesi n these cases, any finding ofl iability or new or enhanced dutiesi n one or more of these cases against the Company, or another financial institution, could resulti n a significant financial loss or require a modification to the Company’s business practices, which could negativelyi mpact the Company’s financial results.\n\nIncreasedl itigation costs, substantial legal liability or significant governmental action against the Company could materiallyi mpacti ts financial condition and results of operations or cause significant reputational harm to the Company, whichi n turn could adverselyi mpacti ts business prospects.\n\nThe Company faces increased regulatory and legal risk arising out of its mortgage lending and servicing businesses The Companyi s subject toi nvestigations, examinations andi nquiries by government agencies and bank regulators concerning mortgage-related practices,i ncluding those related to compliance with selling guidelines relating to residential homel oans sold to GSEs, foreclosure-related expenses submitted to the Federal Housing Administration or GSEs for reimbursement,l ender-placedi nsurance, and notices and filingsi n bankruptcy cases. The Companyi s cooperating fully with thesei nvestigations, examinations and inquiries, any of which couldl ead to administrative orl egal proceedings or settlements. Remediesi n such proceedings or settlements mayi nclude fines, penalties, restitution or alterations to the Company’s business practices, which could increase the Company’s operating expenses and decreasei ts revenue. Additionally, reputational damage arising from these or otheri nquiries andi ndustry-wide publicity could also have an adverse effect upon the Company’s existing mortgage business and could reduce future business opportunities.\n\nIn addition to governmental or regulatoryi nvestigations, the Company,l ike other companies with residential mortgage origination and servicing operations, faces the risk of class actions and otherl itigation arising out of these operations.\n\nThe Company may be required to repurchase mortgage loans or indemnify mortgage loan purchasers as a result of breaches in contractual representations and warranties When the Company sells mortgagel oans thati t has originated to various parties,i ncluding GSEs,i ti s required to make customary representations and warranties to the purchaser about the mortgagel oans and the manneri n which they were originated. The Company may be required to repurchase mortgagel oans or be subject toi ndemnification claimsi n the event of a breach of contractual representations or warranties thati s not remedied within a certain period. Contracts for residential mortgagel oan sales to the GSEs include various types of specific remedies and penalties that could be applied toi nadequate responses to repurchase requests.I f economic conditions and the housing market deteriorate or the GSEsi ncrease their claims of breached representations and warranties, the Company could have increased repurchase obligations andi ncreasedl oss severity on repurchases, requiring material increases toi ts repurchase reserve.\n\nThe Company is exposed to risk of environmental liability when it takes title to properties In the course of the Company’s business, the Company may foreclose on and"} +{"pdf_name": "11692691_160.pdf", "language": "en", "markdown": "take title to real estate. As a result, the Company could be subject to environmental liabilities with respect to these properties. The Company may be heldl iable to a governmental entity or to third parties for property damage, personal injury,i nvestigation and clean-up costsi ncurred by these partiesi n connection with environmental contamination or may be required toi nvestigate or clean up hazardous or toxic substances or chemical releases at a property. The costs associated withi nvestigation or remediation activities could be substantial.I n addition,i f the Companyi s the owner or former owner of a contaminated site,i t may be subject to commonl aw claims by third parties based on damages and costs resulting from environmental contamination emanating from the property.I f the Company becomes subject to significant environmental liabilities,i ts financial condition and results of operations could be adversely affected.\n\n# ECONOMIC AND MARKET CONDITIONS RISK\n\nDeterioration in business and economic conditions could adversely affect the financial services industry, and a reversal or slowing of the current economic recovery could adversely affect the Company’s lending business and the value of loans and debt securities it holds The Company’s business activities and earnings are affected by general business conditionsi n the United States and abroad,i ncluding factors such as thel evel and volatility of short-term andl ong-termi nterest rates,i nflation, home prices, unemployment and under-employmentl evels, bankruptcies, householdi ncome, consumer spending, fluctuationsi n both debt and equity capital markets,l iquidity of the global financial markets, the availability and cost of capital and credit,i nvestor sentiment and confidencei n the financial markets, and the strength of the domestic and global economiesi n which the Company operates. The deterioration of any of these conditions can adversely affect the Company’s consumer and commercial businesses and securities portfolios,i tsl evel of charge-offs and provision for creditl osses,i ts capital levels andl iquidity, andi ts results of operations.\n\nGiven the high percentage of the Company’s assets represented directly ori ndirectly byl oans, and thei mportance ofl ending toi ts overall business, weak economic conditions arel ikely to have a negativei mpact on the Company’s business and results of operations. A reversal or slowing of the current economic recovery or another severe contraction could adverselyi mpactl oan utilization rates as well as delinquencies, defaults and customer ability to meet obligations under thel oans. The value to the Company of other assets such asi nvestment securities, most of which are debt securities or other financial instruments supported by loans, similarly would be negativelyi mpacted by widespread decreasesi n credit quality resulting from a weakening of the economy. Downward valuation of debt securities could also negativelyi mpact the Company’s capital position.\n\nStressi n the commercial real estate markets, or a downturn in the residential real estate markets, could cause creditl osses and deteriorationi n asset values for the Company and other financial institutions. A downturni n used auto prices fromi ts currentl evels could resulti ni ncreased creditl osses and impairment of residual lease values for the Company. Additionally, the current environment of heightened scrutiny of financial institutions, as well as a continued focus on the pace and sustainability of the economic recovery, has resultedi n increased public awareness of and sensitivity to banking fees and practices.\n\nAny further deteriorationi n global economic conditions, including those related to recent disruptionsi n Europe and China, could slow the recovery of the domestic economy or negativelyi mpact the Company’s borrowers or other counterparties that have direct ori ndirect exposure to these regions. Such global disruptions can underminei nvestor confidence, cause a contraction of available credit, or create market volatility, any of which could have significant adverse effects on the Company’s businesses, results of operations, financial condition andl iquidity, eveni f the Company’s direct exposure to the affected regioni sl imited. The continued depression of commodity prices,i nclusive of energy prices, for an extended period of time, as well as other negative domestic market developments, may erode consumer confidencel evels and cause adverse changesi n payment patterns,l eading toi ncreasesi n delinquencies and default ratesi n certaini ndustries, or regions. Such developments couldi ncrease the Company’sl oan charge-offs and provision for creditl osses. Any future economic deterioration that affects household or corporatei ncomes and the continuing concern regarding the possibility of a return to recessionary conditions could also resulti n reduced demand for credit or fee-based products and services.\n\nImprovements in economic indicators disproportionately affecting the financial services industry may lag improvements in the general economy Should the moderate recovery of the United States economy continue, thei mprovement of certain economici ndicators, such as real estate asset values, may nevertheless continue tol ag behind the overall economy, which can affect certain industries, such as real estate and financial services, more significantly. Should real estate asset values fail to recover for an extended period of time, the Company could be adversely affected.\n\nChanges in interest rates could reduce the Company’s net interest income The Company’s earnings are dependent to al arge degree on neti nteresti ncome, whichi s"} +{"pdf_name": "11765877_4.pdf", "language": "en", "markdown": "under a normal load condition. A calibrated strain gauge was instrumented to measure the friction force (in the sliding direction) between the head and the disk interface. The frictional force at an interface is written as, \\( F = \\mu L + F _ { A } \\), where F is the total friction at the interface,\\( \\mu \\) the non-dimensional coefficient of friction, L the applied normal load, and \\( F _ { A } \\) the adhesion component of friction.40–42 Figure 4 shows the delta friction force as a function of normal load when applied -1 \\( V \\) and +1 V on the head overcoat. Here, we have subtracted the friction contribution at low load (=1.25 mN) from all other load conditions to measure delta friction force. Dashed line is the linear fit with slope being the coefficient of friction. For positive voltage cycle on head, the friction coefficient is 0.4 in comparison to 0.2 for negative voltage cycle on the head. This further demonstrates the importance of the electrochemical activity on the carbon overcoat during sliding is determining the friction properties and long term durability of the overcoat.\n\nFigure 4. Frictional properties under an applied voltage: Shows the delta friction force as a function of normal load under a repetitive cycle of applied +1 V and -1 V on head. Dashed line is the linear fit with slope being the friction coefficient.\n\n# Chemical marking of contact location\n\nAs a practical application of surface passivation, it was used to chemically mark the disk overcoat surface. Intentional contacts at two distinct tracks (radius 21 \\( ^ { \\prime \\prime } \\) m and 23 \\( ^ { \\circ } \\) m on disk) were made for 3 seconds under a normal load of 3.75 mN at the head disk interface. The head is held at -1 V with respect to the disk. Figure 5b shows the decay in the interfacial current with the same head at two distinct tracks. Once the head passivates the first track on disk, the initial current on the new track is similar to the initial current of the previously passivated track. This further shows that for negative head voltages, the surface passivation dominated the electrochemical activity on the disk leaving the head in pristine condition. We used the same head to scan probe the electrical conductivity of the complete disk. Figure 5c shows the interfacial current as probed by the same head at different tracks. The electrical current on the passivated track is found to be significantly lower than the untreated area of the disk surface. We believe that this surface passivation of the carbon overcoat can have significant applications for high speed lithography. It is worth mentioning that recently AFM has been used to perform similar surface passivation of graphitic surfaces but AFM operates at typically six orders of magnitude slower sliding speed.43 Chemical analysis of the oxide formed on carbon overcoat is still missing and requires more work.\n\n# Discussion\n\nIn summary, we have outlined a quantitative analysis of voltage assisted nanoscale electrochemical wear on carbon overcoat at high sliding speed interfaces. At high sliding speeds, in-situ measurements were performed of the interfacial current and the associated wear amount due to the electrochemical process. In addition, the effect of electrochemical activity on the interface is further quantified by measuring the friction force and the friction coefficient. It is found that the voltage assisted electrochemical activity greatly influences the interfacial wear and frictional properties. Positive voltage applied to the head leads to high"} +{"pdf_name": "11765877_5.pdf", "language": "en", "markdown": "Figure 5. Chemical marking of contact location: (a) Cartoon of disk depicting the intentional contact at two location, Radius =21 mm and 23 mm. (b) Marking: dots represent the passivation of carbon overcoat at two locations. (c) Detection: shows the interfacial current as probed by the same head at different tracks.\n\nwear on the head overcoat but no head overcoat wear was observed for negative applied voltage. As a useful application, we exploited the electrochemical passivation to mark the head-disk contact regions on the disk. The contact regions can be clearly identified by the associated conductivity variations of the surface. We believe that the observed voltage assisted asymmetric nanoscale wear will lead to additional experimental and simulation work, and will help to understand precisely the chemical origin of the involved process.\n\nOur results are expected to have strong impact on fundamentally improving the carbon overcoat for various applications. The effect of interfacial voltage on the sliding interface is expected to be of great importance for understanding and improving the wear properties in nanoscale devices.\n\n# Methods\n\n# Sample preparation\n\nDisk: the rotating disk is a commercial 2.5” CoCrPt:oxide based hard disk media fabricated onto a glass substrate. Outermost thin film layer of hard disk media consist of 3 nm amorphous nitrogenated carbon overcoat coated with a molecular layer of perfluoropolyether polymer lubricant (∼ 1 nm thick).\n\nHead: the head is a commercially available with read and write elements fabricated on a ceramic substrate. Similar to the disk, the head is also coated with a carbon overcoat with 1.4 nm diamond like carbon on top of a 0.3 nm Silicon based adhesive layer. The head surface is carefully etched (known as air bearing surface (ABS)) such that while flying on top of the disk an air lift force is generated that keeps it afloat in the nanometer distance over the disk.\n\n# Contact detection between the head and disk\n\nContact between the head and disk is monitored using a piezo-electric based acoustic emission (AE) sensor of the type PICO -200-750 \\( - r \\mapsto \\cdot \\) z. It detects elastic propagating waves generated during the head-disk contact events.34 Figure 6 shows a typical contact detection between the head and the disk. Vertical clearance between the head and disk is set using the embedded micro-heater inside the head. For protruding head making a contact with disk, AE signal increases sharply compare to non-contact condition.\n\n# Interfacial current and friction measurements\n\nElectrical measurement: In all interfacial measurement, the head-disk interface is first voltage biased then the contact is made using the micro-heater. The voltage bias is done using a HP 3314A source and the corresponding interfacial current is measured using Agilent 4155C. Interfacial current measurement are done under a positive normal load condition.\n\nFriction measurement: Contact friction force is measured using a calibrated strain gauge mounted at the end of the suspension. The strain gauge signal is measured and amplified using a Vishay 2311 signal conditioning amplifier."} +{"pdf_name": "20739465_97.pdf", "language": "en", "markdown": "# 1 Executive summary\n\nPKM has commissioned Austar Gas Pty ltd to provide a resource estimate for its interest in the Prisma Kampung Minyak (KM) asset in Indonesia. The evaluation was performed in February 2017 using the updated field production data until 31st December 2016 and technical information provided by PKM.\n\nOn 15th July 2011, a 15-year production enhancement contract (KM KSO contract) was signed for KM field in Indonesia between Pertamina and Prisma Kampung Minyak companies. Kampung Minyak was later acquired by PKM and thus PKM is entitled to receive 25% of any extra oil production above the baseline oil forecast after cost recovery.\n\nKM Oilfield was discovered in 1896 and has a producing area of 45 square kilometres. The field is located approximately 200 km south of Palembang City in South Sumatra Island, Indonesia. There are nearly 330 vertical wells in this area and 30 wells online in 2016 with oil production. During the development, operators have tried technologies such as water reinjection and hydraulic fracturing to advance field production. However, despite success from some of the water injection trials, oil production remained in a low level due to lack of proper understanding of reservoirs and inconsistency in water injection. PKM has started a work program since the start of its contract to enhance oil production by drilling new injectors/producers and recompletion (water shut-off, artificial lift design) of key old producers.\n\nDetailed Geophysical and petrophysical studies on the existing seismic data and log correlations over KM field has divided the KM field into 9 separate blocks from north west to south east. The entire KM field appears to be affected by faulting and has a limited reservoir continuity between the blocks.\n\nThere are two main geological formations present in the KM field, the Muara Enim Formation and the Air Benakat Formations. KM has an original estimate of approximately 65.92 million barrels of original oil in place (OOIP) which are mainly located in Muara Enim Formation (named as STC to S7 layers) with a depth range from 90m to about 470m. Reservoir layers in Muara Enim Formation are channel sand bodies belong to water delta and generally have good thickness and reservoir properties. Muara Enim Formation contains layers with varying thickness (up to 12m) and has an average porosity of 28% with permeability ranging from 50 to 120md. Air Benakat Formation consists of deeper formations (S8 to S13) with poor reservoir properties. Among those, layer S8 has been productive with some production history and it has been included to the main package for the contingent resource estimate. Productivity and reservoir characteristic of layers S9-S13 are yet to be confirmed through further production testing and technology trials.\n\nAPI gravity is ranging from 35 to 45 which suggests that KM oil is a good quality. A constant formation volume factor of 1.15 was used for all zones as reported by PKM. There is also very small amount of gas produced which is not normally measured by the company. The average porosity in Muara Enim Formation ranging from 31% in STC to 24% in S7 and is equal to 16% in S8-S13. Initial water saturation was derived by client as 35% in STC-S7 and 40-45% in S8-S13 which are considered reasonable. Due to shortage of time, Austar Gas has used the information from the top structure"} +{"pdf_name": "20739465_98.pdf", "language": "en", "markdown": "and the net pay maps provided by PKM but it has adjusted the net pay in S1-S7 using the correction factors suggested in the previous independent reserves review report from 2015.\n\nKM field is a mature field with \\~330 wells drilled at dense spacing (10 to 30 acres depends on the zone/block) with cumulative production over 12 million barrels (\\~18.5% of OOIP). However, lack of consistent reservoir management during the water injection trials and issues regarding artificial\n\nlifting in some of the blocks has lowered the production performance at KM. Since 2011, PKM has brought online nine new wells and carried out over 30 workovers (mainly re-perforation or pump replacement in existing producers) that in most cases resulted in production gains. As of 31 December 2016, there were 30 existing oil producers in KM field.\n\nThe proposed development plan for KM field by Austar Gas is based on the information provided by PKM and the cost assumptions provided in the previous reserves estimate in 2015. The proposed development plan includes workover of existing wells and drilling new producing and water injection wells at KM filed. Austar Gas suggests that PKM should also consider other technologies such as radial drilling/ jetting, hydraulic fracturing, liquid Nitrogen injection and propellant stimulation trials to unlock the potential from Muara Enim and the Air Benakat Formations.\n\nWell costs including completion and connection to surface facilities are approximately US\\$400,000/- for new wells and US\\$80,000/- for recompletion of existing wells. For the base case (2C) the proposed program requires drilling of 4 new producers and recompletion of 30 existing producers. For 1C the program requires drilling of 3 new wells, 31 recompletions of existing wells and 2 injectors and for 3C it requires drilling of 12 wells, recompletion of 75 existing wells and 40 water injection wells. As of 31 December 2016, there were 30 wells producing with oil production. Figure 1 shows a summary of field deliverability outputs which was resulted for KM field oil production forecast from 2017 to 2035.\n\nFigure 1. KM oilfield deliverability forecast for 1C, 2C & 3C production outlook"} +{"pdf_name": "3462140_71.pdf", "language": "en", "markdown": "significant judgment, an unrealized loss in the fair value of a debt security is generally deemed to be temporary when the fair value of the security is below the carrying value primarily due to changes in interest rates, there has not been significant deterioration in the financial condition of the issuer, and it is not more likely than not that the Company will be required to, nor does it have the intent to sell the security before the anticipated recovery of its remaining carrying value. If any of these criteria is not met, the impairment is split into two components as follows: 1) other­than­temporary impairment related to credit loss, which must be recognized in the income statement and 2) other­than­temporary impairment related to other factors, which is recognized in other comprehensive income (loss). The credit loss is defined as the difference between the present value of the cash flows expected to be collected and the amortized cost basis. For debt securities with other­than-temporary impairment, the previous amortized cost basis less the other­than­temporary impairment recognized in earnings shall be the new amortized cost basis of the security. In subsequent periods, the Company accretes into interest income the difference between the new amortized cost basis and cash flows expected to be collected prospectively over the life of the debt security. Continued deterioration of market conditions could result in additional impairment losses recognized within the investment portfolio.\n\nOther factors that may be considered in determining whether a decline in the value of either a debt or an equity security is “other­than­temporary” include ratings by recognized rating agencies; actions of commercial banks or other lenders relative to the continued extension of credit facilities to the issuer of the security; the financial condition, capital strength and near­term prospects of the issuer and recommendations of investment advisors or market analysts.\n\n# Loans Held for Sale\n\nMortgage loans held for sale are carried at the lower of amortized cost or fair value. Any loan that management does not have the intent and ability to hold for the foreseeable future or until maturity or payoff is classified as held for sale at the time of origination, purchase or securitization, or when such decision is made. Unrealized losses on such loans are recorded as a valuation allowance and included in income.\n\n# Loans Receivable and Loan Commitments\n\nLoans receivable include loans originated by the Bank as well as loans acquired in business combinations. Loans acquired in a business combination are designated as “purchased” loans. These loans are recorded at their fair value at acquisition date, factoring in credit losses expected to be incurred over the life of the loan. Accordingly, an allowance for loan losses is not carried over or recorded as of the acquisition date.\n\nLoans purchased with evidence of credit deterioration since origination for which it is probable that all contractually required payments will not be collected are accounted for under FASB ASC 310­30, Loans and Debt Securities Acquired with Deteriorated Credit Quality. These loans are identified as purchased credit impaired (\"PCI\") loans. In situations where such loans have similar risk characteristics, loans may be aggregated into pools to estimate cash flows. A pool is accounted for as a single asset with a single interest rate, cumulative loss rate and cash flow expectation. Expected cash flows at the acquisition date in excess of the fair value of loans are considered to be accretable yield, which is recognized as interest income over the life of the loan or pool using a level yield method if the timing and amount of the future cash flows of the loan or pool is reasonably estimable.\n\nThe cash flows expected over the life of the PCI loan or pool are estimated quarterly using an external cash flow model that projects cash flows and calculates the carrying values of the loans or pools, book yields, effective interest income and impairment, if any, based on loan or pool level events. Assumptions as to default rates, loss severity and prepayment speeds are utilized to calculate the expected cash flows. To the extent actual or projected cash flows are less than previously estimated, additional provisions for loan losses on the purchased loan portfolios will be recognized immediately into earnings. To the extent actual or projected cash flows are more than previously estimated, the increase in cash flows is recognized immediately as a recapture of provision for loan losses up to the amount of any provision previously recognized for that loan or pool, if any, then prospectively recognized in interest income as a yield adjustment. Any disposals of a loan in a pool, including sale of a loan, payment in full or foreclosure results in the removal of the loan from the loan pool at the carrying amount.\n\nLoans accounted for under FASB ASC 310­30 are generally considered accruing and performing loans as the loans accrete interest income over the estimated life of the loan when cash flows are reasonably estimable. Accordingly, PCI loans that are contractually past due are still considered to be accruing and performing loans. If the timing and amount of cash flows is not reasonably estimable, the loans may be classified as nonaccrual loans and interest income may be recognized on a cash basis or all cash payments may be accounted for a as a reduction of the principal amount outstanding.\n\nLoans purchased that are not accounted for under FASB ASC 310­30 are accounted for under FASB ASC 310­20, Receivables—Nonrefundable fees and Other Costs. These loans are identified as non­PCI loans, and are initially recorded at their fair value, which is estimated using an external cash flow model and assumptions similar to the FASB ASC 310­30 loans. The difference between the estimated fair value and the unpaid principal balance at"} +{"pdf_name": "3462140_72.pdf", "language": "en", "markdown": "acquisition date is recognized as interest income over the life of the loan using an effective interest method for non­revolving credits or a straight­line method, which approximates the effective interest method, for revolving credits. Any unrecognized discount for a loan that is subsequently repaid in full will be recognized immediately into income.\n\nLoans are generally recorded at the unpaid principal balance, net of premiums, unearned discounts and net deferred loan origination fees and costs. The premiums and unearned discounts may include values determined in purchase accounting. Interest on loans is calculated using the simple interest method based on the daily balance of the principal amount outstanding and is credited to income as earned. Loans are considered past due or delinquent when principal or interest payments are past due 30 days or more.\n\n# Covered Loans:\n\nPurchased loans subject to FDIC shared­loss agreements were historically identified as “covered” on the Consolidated Financial Statements. The FDIC shared­loss agreements were terminated during the year ended December 31, 2015 and as such the covered designation was removed. For further information see Note (5) FDIC Indemnification Asset. The covered loans included the majority of loans from the Company's acquisition of Cowlitz Bank and certain loans from the Washington Banking Merger, which included loans from Washington Banking Company's acquisitions of City Bank and North County Bank. The same accounting principles that apply to loans receivable applied to covered loans receivable, with the added benefit of shared­loss agreements.\n\n# Delinquent Loans:\n\nDelinquencies in the commercial business loan portfolio are handled by the assigned loan officer. Loan officers are responsible for collecting loans they originate or which are assigned to them. The Bank sends a borrower a delinquency notice 15 days after the due date when the borrower fails to make a required payment on a loan. If the delinquency is not brought current, additional delinquency notices are mailed at 30 and 45 days for commercial loans. Additional written and oral contacts are made with the borrower between 60 and 90 days after the due date.\n\nIf a real estate loan payment is past due for 45 days or more, the collection manager may perform a review of the condition of the property. Depending on the nature of the loan and the type of collateral securing the loan, the Bank may negotiate and accept a modified payment program with the borrower, accept a voluntary deed in lieu of foreclosure or, when considered necessary, begin foreclosure proceedings. If foreclosed on, real property is generally sold at a public sale and the Bank may bid on the property to protect its interest. A decision as to whether and when to begin foreclosure proceedings is based on such factors as the amount of the outstanding loan relative to the value of the property securing the original indebtedness, the extent of the delinquency, and the borrower’s ability and willingness to cooperate in resolving the delinquency.\n\n# Nonaccrual Loans:\n\nThe Company's policies for placing loans on nonaccrual status, recording payments received on nonaccrual loans, resuming accrual of interest, determining past due or delinquency status and charging off uncollectible loans generally do not differ by loan segments or classes.\n\nLoans on which the accrual of interest has been discontinued are designated as nonaccrual loans. Delinquent loans may remain on accrual status between 30 days and 89 days past due. The accrual of interest is generally discontinued at the time the loan is 90 days delinquent unless the credit is well secured and in the process of collection. Loans are placed on nonaccrual at an earlier date if collection of the contractual principal or interest is doubtful. All interest accrued but not collected on loans deemed nonaccrual during the period is reversed against interest income in that period. The interest payments received on nonaccrual loans are generally accounted for on the cost­recovery method whereby the interest payment is applied to the principal balances. Loans may be returned to accrual status when improvements in credit quality eliminate the doubt as to the full collectability of both interest and principal and a period of sustained performance has occurred. Substantially all loans that are nonaccrual are also considered impaired. Income recognition on impaired loans conforms to that used on nonaccrual loans.\n\nLoans are generally charged­off if collection of the contractual principal or interest as scheduled in the loan agreement is doubtful. Credit card loans and other consumer loans are typically charged­off no later than 180 days past due."} +{"pdf_name": "2896015_146.pdf", "language": "en", "markdown": "Changes in any of the above factors could significantly impact operating expenses in the consolidated statements of operations and other comprehensive income (loss) in the consolidated statements of comprehensive income as well as the value of the liability and accumulated other comprehensive loss of stockholders’ equity on our consolidated balance sheets. The expected return on plan assets is reflected as a reduction to our pension and post-retirement benefit expense. If our assumed expected rates of return for 2017 were 100 basis points lower, our qualified pension and post-retirement benefit expenses for 2017 would have increased by \\$103 million. If our assumed discount rates for 2017 were 100 basis points lower, our qualified pension and post-retirement benefit expenses for 2017 would have increased by \\$63 million and our projected benefit obligation for 2017 would have increased by approximately \\$1.780 billion.\n\n# Loss Contingencies and Litigation Reserves\n\nWe are involved in several material legal proceedings, as described in more detail in Note 16—Commitments and Contingencies to our consolidated financial statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017. We periodically assess potential losses in relation to these and other pending or threatened tax and legal matters. For matters not related to income taxes, if a loss is considered probable and the amount can be reasonably estimated, we recognize an expense for the estimated loss. To the extent these estimates are more or less than the actual liability resulting from the resolution of these matters, our earnings will be increased or decreased accordingly. If the differences are material, our consolidated financial statements could be materially impacted.\n\nFor matters related to income taxes, if we determine in ourj udgment that the impact of an uncertain tax position is more likely than not to be sustained upon audit by the relevant taxing authority, then we recognize in our financial statements a benefit for the largest amount that is more likely than not to be sustained. No portion of an uncertain tax position will be recognized if we determine in ourj udgment that the position has less than a 50% likelihood of being sustained. Though the validity of any tax position is a matter of tax law, the body of statutory, regulatory and interpretive guidance on the application of the law is complex and often ambiguous. Because of this, whether a tax position will ultimately be sustained may be uncertain.\n\n# Connect America Fund\n\nIn 2015, we accepted CAF funding from the FCC of approximately \\$500 million per year for six years to fund the deployment of voice and broadband capable infrastructure for approximately 1.2 million rural households and businesses (living units) in 33 states under the CAF Phase 2 high-cost support program. This program provides a monthly high-cost subsidy similar to the support provided by the FCC’s previous cost reimbursement programs. Although we believe that there is no specific authoritative U.S. GAAP guidance for the treatment of government assistance, we identified three acceptable methods to account for these funds: (1) recognize revenue when entitled to receive cash, (2) defer cash received until the living units are enabled to receive the service at the FCC specified level, or (3) record the cash received as contra capital. After assessing these alternatives, we have determined that we will recognize CAF Phase 2 funds each month as revenue when we are entitled to receive the cash less a deferred amount. The amount of revenue deferred in 2017 was approximately \\$94 million. We believe our recognition methodology is consistent with other companies in our industry in the United States, but may not necessarily be consistent with companies outside the United States that receive similar government funding, and we cannot provide assurances to this effect.\n\nIn computing the amount of revenue to recognize, we assume that we will not be able to economically enable 100% of the required living units in every state with voice and broadband capabilities under the CAF Phase 2 program. We defer recognition of the funds related to potential living units that we estimate we will not enable until we can with reasonable assurance determine that we can fully meet the enablement targets. As disclosed elsewhere herein, in some limited instances, a portion of the funds must be returned if enablement targets are not attained. Based on estimated enablement, a hypothetical 1% decrease in our estimate of living units we will not enable with voice and broadband capabilities under the CAF Phase 2 program would have"} +{"pdf_name": "2896015_147.pdf", "language": "en", "markdown": "increased our revenue by \\$7 million in 2017, and a 1% increase would have decreased our revenue by\\$29 million in 2017.\n\nFor additional information about the CAF Phase 2 support program, see “Business—Regulations” in Item 1 of our Annual Report on Form 10-K for the year ended December 31, 2017.\n\n# Income Taxes\n\nOur provision for income taxes includes amounts for tax consequences deferred to future periods. We record deferred income tax assets and liabilities reflecting future tax consequences attributable to tax credit carryforwards, differences between the financial statement carrying value of assets and liabilities and the tax bases of those assets and liabilities and tax net operating loss carryforwards, or NOLs. Deferred taxes are computed using enacted tax rates expected to apply in the year in which the differences are expected to affect taxable income. The effect on deferred income tax assets and liabilities of a change in tax rate is recognized in earnings in the period that includes the enactment date.\n\nThe measurement of deferred taxes often involves the exercise of considerablej udgment related to the realization of tax basis. Our deferred tax assets and liabilities reflect our assessment that tax positions taken in filed tax returns and the resulting tax basis are more likely than not to be sustained if they are audited by taxing authorities. Assessing tax rates that we expect to apply and determining the years when the temporary differences are expected to affect taxable income requiresj udgment about the future apportionment of our income among the states in which we operate. Any changes in our practices orj udgments involved in the measurement of deferred tax assets and liabilities could materially impact our financial condition or results of operations.\n\nIn connection with recording deferred income tax assets and liabilities, we establish valuation allowances when necessary to reduce deferred income tax assets to amounts that we believe are more likely than not to be realized. We evaluate our deferred tax assets quarterly to determine whether adjustments to our valuation allowance are appropriate in light of changes in facts or circumstances, such as changes in tax law, interactions with taxing authorities and developments in case law. In making this evaluation, we rely on our recent history of pre-tax earnings. We also rely on our forecasts of future earnings and the nature and timing of future deductions and benefits represented by the deferred tax assets, all which involve the exercise of significantj udgment. At December 31, 2017, we established a valuation allowance of \\$1.341 billion primarily related to foreign and state NOLs that we acquired from Level 3, as it is more likely than not that these NOLs will expire unused. If forecasts of future earnings and the nature and estimated timing of future deductions and benefits change in the future, we may determine that a valuation allowance for certain deferred tax assets is appropriate, which could materially impact our financial condition or results of operations. See Note 13—Income Taxes to our consolidated financial statements in Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017 for additional information.\n\n# LIQUIDITY AND CAPITAL RESOURCES\n\n# Overview of Sources and Uses of Cash\n\nWe are a holding company that is dependent on the capital resources of our subsidiaries to satisfy our parent company liquidity requirements. Several of our significant operating subsidiaries have borrowed funds either on a standalone basis or as part of a separate restricted group with certain of its subsidiaries or affiliates. The terms of the instruments governing the indebtedness of these borrowers or borrowing groups may restrict our ability to access their accumulated cash. In addition, our ability to access the liquidity of these and other subsidiaries may be limited by tax and legal considerations and other factors.\n\nAt December 31, 2017, we held cash and cash equivalents of \\$551 million and we had \\$1.595 billion of borrowing capacity available under the then existing terms of our revolving credit facility. We had approximately"} +{"pdf_name": "20754268_388.pdf", "language": "en", "markdown": "# 2. Intellectual property rights of our Group\n\n# (a) Trademarks\n\n(i) As of the Latest Practicable Date, our Group had registered the following trademarks in the PRC:\n\n
Name of owner Trademark Class Reg. No. Goods/services Validity Period\n(dd/mm/yy)
(Liaoning Zhongwang\nGroup Co., Ltd.)61466995,\n(Aluminum profile, metal\nlath)From 28/10/2000\nto 27/10/2010
(Liaoning Zhongwang\nGroup Co., Ltd.)171556043( ) ,\n (Synthetic resin (semi-\nfinished product), water-\nproof packaging)From 21/4/2001\nto 20/4/2011
(Liaoning Zhongwang\nGroup Co., Ltd.)171612093(Plastic pipe plank rod\nstrip)From 7/8/2001\nto 6/8/2011
(Liaoning Zhongwang\nGroup Co., Ltd.)61458965,\n(Aluminum profile, metal\nlath)From 14/10/2000\nto 13/10/2010
(Liaoning Zhongwang\nGroup Co., Ltd.)61798108(Copper profile)From 28/6/2002\nto 27/6/2012
(Liaoning Zhongwang\nGroup Co., Ltd.)191927715;\n( )\n (Non-metallic construction\nmaterials; plastic profile\n(construction use))From 21/11/2004\nto 20/11/2014
(Liaoning Zhongwang\nGroup Co., Ltd.)164278639; ; ;\n ; ;\n ; ; \n ;\n(Paper; drawing paper;\ntoilet paper; ink; printed\nmaterials; stapler;\ndocument folder; stamp\npad; steel pen)From 21/10/2007\nto 20/10/2017
"} +{"pdf_name": "20754268_389.pdf", "language": "en", "markdown": "
Name of owner Trademark Class Reg. No. Goods/services Validity Period\n(dd/mm/yy)
(Liaoning Zhongwang\nGroup Co., Ltd.)194278640; ; \n ; ; ; \n ;\n; ; \n ;\n( )\n (Wood; concrete; plaster\nboard; cement; brick;\nconcrete construction\ncomponents; tarmac;\nnon-metallic door;\nconstruction glass; paint\nlayer (building materials))From 21/10/2007\nto 20/10/2017
(Liaoning Zhongwang\nGroup Co., Ltd.)324278632; ;\n;\n( ) ; ;\n ( ) ;\n ;\n( );\n;\n(Beer; non-alcoholic fruit\nbeverages; mineral\nwater; peanut milk (soft\ndrinks); cola; purified\nwater (beverages); bean\nbeverages; yogurt\nbeverage products (fruit\nproduct, non-dairy);\nplant beverages;\nbeverage flavorings)From 28/2/2007\nto 27/2/2017
(Liaoning Zhongwang\nGroup Co., Ltd.)6872377(Aluminum alloy profile)From 21/9/1996\nto 20/9/2006\nextended period:\n21/9/2006 to\n20/9/2016
"} +{"pdf_name": "3453965_93.pdf", "language": "en", "markdown": "# Interest expense\n\nInterest expense increased \\$4.6 million, or 8.8%, to \\$57.4 million for the year ended December 31, 2014 from\\$52.8 million for the year ended December 31, 2013. The increase in interest expense was primarily the result of a net increase in debt to \\$1,295 million as of December 31, 2014 from \\$1,280 million as of December 31, 2013, which included a full year of interest expense related to the \\$352 million in new financings entered into during 2013 and the addition of \\$123 million in new financings during 2014, which was offset by \\$115 million in debt extinguishments primarily in the fourth quarter of 2014 and a decrease in our weighted average interest rate from 4.7% in 2013 to 4.0% in 2014.\n\n# Loss on extinguishment of debt\n\nLoss on extinguishment of debt increased to \\$1.7 million for the year ended December 31, 2014. This was primarily the result of the prepayment penalties and other costs associated with the repayment of mortgage loans during the year.\n\n# Equity in earnings (loss), (impairment) of investment and gain on consolidation of unconsolidated entity, net\n\nEquity in earnings (loss) of investment in unconsolidated entities increased \\$4.2 million for the year ended December 31, 2014 from a loss of \\$0.03 million for the year ended December 31, 2013. During the year ended December 31, 2014, the Company bought out its partner’s interest in an unconsolidated entity that owned one hotel property, and began consolidating the operating results of the hotel resulting in a gain of \\$4.5 million upon consolidation of the related assets and liabilities, which was offset by \\$0.3 million representing the Company’s share of equity in losses prior to the buyout of the remaining partner’s interest. The respective hotel property was later sold as part of the Suburban Select Service Portfolio in November 2014. During the year ended December 31, 2013, the Company recognized an other than temporary impairment in its equity investment of\\$1.0 million.\n\n# Income tax expense\n\nIncome tax expense increased \\$2.2 million to \\$5.9 million for the year ended December 31, 2014 from\\$3.6 million for the year ended December 31, 2013. The increase was mainly due to one-time tax expenses related to organizational re-structuring of our TRS leases.\n\n# Net income (loss) from discontinued operations\n\nNet income (loss) from discontinued operations increased by \\$80.7 million to income of \\$75.1 million for the year ended December 31, 2014 from a loss of \\$5.6 million for the year ended December 31, 2013. During the year ended December 31, 2014 and 2013, there were 52 properties reflected in discontinued operations. Effective January 1, 2014, we elected to early adopt ASU 2014-08. Under the new guidance, only disposals representing a strategic shift that had (or will have) a major effect on the entity’s results and operations would qualify as discontinued operations. On September 17, 2014, InvenTrust entered into a definitive asset purchase agreement to sell the Suburban Select Service Portfolio, which was sold on November 17, 2014. Prior to the sale transaction, we oversaw the Suburban Select Service Portfolio. We believe this sale represented a strategic shift away from suburban select service hotels that had a major effect on our results and operations, and qualified as discontinued operations under ASU No. 2014-08. The operations of these hotels are reflected as discontinued operations on the combined consolidated statements of operations and comprehensive income for the years ended December 31, 2014 and 2013, which resulted in net income of \\$75.1 million, including a gain on sale of\\$135.7 million for the year ended December 31, 2014.\n\n# Non-GAAP Financial Measures\n\nWe consider the following non-GAAP financial measures useful to investors as key supplemental measures of our operating performance: EBITDA, Adjusted EBITDA, FFO and Adjusted FFO. These non-GAAP financial"} +{"pdf_name": "3453965_94.pdf", "language": "en", "markdown": "measures should be considered along with, but not as alternatives to, net income or loss, operating profit, cash from operations, or any other operating performance measure as prescribed per GAAP.\n\n# EBITDA and Adjusted EBITDA\n\nEBITDA is a commonly used measure of performance in many industries and is defined as net income or loss (calculated in accordance with GAAP) excluding interest expense, provision for income taxes (including income taxes applicable to sale of assets) and depreciation and amortization. We consider EBITDA useful to an investor regarding our results of operations, in evaluating and facilitating comparisons of our operating performance between periods and between REITs by removing the impact of our capital structure (primarily interest expense) and asset base (primarily depreciation and amortization) from our operating results, even though EBITDA does not represent an amount that accrues directly to common stockholders. In addition, EBITDA is used as one measure in determining the value of hotel acquisitions and dispositions and along with FFO and Adjusted FFO, it is used by management in the annual budget process for compensation programs.\n\nWe further adjust EBITDA for certain additional items such as hotel property acquisitions and pursuit costs, amortization of share-based compensation, equity investment adjustments, the cumulative effect of changes in accounting principles, impairment of real estate assets, operating results from properties sold and other costs we believe do not represent recurring operations and are not indicative of the performance of our underlying hotel property entities. We believe Adjusted EBITDA provides investors with another financial measure in evaluating and facilitating comparison of operating performance between periods and between REITs that report similar measures.\n\n# FFO and Adjusted FFO\n\nWe calculate FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (NAREIT), which defines FFO as net income or loss (calculated in accordance with GAAP), excluding real estate-related depreciation, amortization and impairments, gains (losses) from sales of real estate, the cumulative effect of changes in accounting principles, similar adjustments for unconsolidated partnerships andj oint ventures, and items classified by GAAP as extraordinary. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most industry investors consider presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. We believe that the presentation of FFO provides useful supplemental information to investors regarding our operating performance by excluding the effect of real estate depreciation and amortization, gains (losses) from sales for real estate, impairments of real estate assets, extraordinary items and the portion of these items related to unconsolidated entities, all of which are based on historical cost accounting and which may be of lesser significance in evaluating current performance. We believe that the presentation of FFO can facilitate comparisons of operating performance between periods and between REITs, even though FFO does not represent an amount that accrues directly to common stockholders. Our calculation of FFO may not be comparable to measures calculated by other companies who do not use the NAREIT definition of FFO or do not calculate FFO per diluted share in accordance with NAREIT guidance. Additionally, FFO may not be helpful when comparing us to non-REITs.\n\nWe further adjust FFO for certain additional items that are not in NAREIT’s definition of FFO such as hotel property acquisition and pursuit costs, amortization of debt origination costs and share-based compensation, operating results from properties that are sold and other expenses we believe do not represent recurring operations. We believe that Adjusted FFO provides investors with useful supplemental information that may facilitate comparisons of ongoing operating performance between periods and between REITs that make similar adjustments to FFO and is beneficial to investors’ complete understanding of our operating performance."} +{"pdf_name": "20748697_330.pdf", "language": "en", "markdown": "# (iii) Pricing\n\nFees under the 2nd Intergroup Project Management Agreement are determined with reference to the following:\n\n(i) engineering construction management service fees of (i) RMB8 million for phases 3 and 4 of the project; and (ii) (in respect of parts of the property under development) calculated at RMB100 per square meter based on total floor area above and below ground;\n\n(ii) sales management service fees is calculated at 1% of the total property sales;\n\n(iii) management service fees linked to the achievement of engineering cost management goals are calculated at 0.5% of total property sales;\n\n(iv) management service fees linked to the achievement of quality management goals are calculated at 0.5% of total property sales; and\n\n(v) management service fees linked to the price target are calculated at 0.5% of the total property sales.\n\n# (iv) Other information\n\nFor the three financial years ended December 31, 2017, 2018 and 2019, the service fees received by our Group pursuant to the 2nd Intergroup Project Management Agreement amount to RMB29.19 million, RMB31.20 million and RMB35.64 million, respectively. Barring unforeseeable circumstances, we currently expect that the Dongying Project (and hence the 1st Intergroup Project Management Agreement) would be completed by 2023. We currently expect that the service fees to be received by our Group pursuant to the 2nd Intergroup Project Management Agreement for the financial years ending December 31, 2020, 2021 and 2022 would not exceed RMB36.53 million, RMB37.08 million and RMB37.74 million, respectively and that the aggregate service fees under such arrangement would not exceed RMB260 million.\n\nOur Directors are of the view that the Intergroup Project Management Arrangements are on normal commercial terms or better that are fair and reasonable and in the interest of our Company and the Shareholders taken as a whole, taking into account: (i) in respect of the 1st Intergroup Project Management Agreement, it is essentially “passing through” in nature which enables our Group to provide project management services to a third party customer (namely the Fengxian Project Owner) under the pre-existing Fengxian Agreement with Project Owner, pursuant to which the Parent Group would not charge any fees or make any profit from our Group for such arrangement and any fees that pass through the Parent Group to our Group would be based on the service fees under the Fengxian Agreement with Project Owner. Moreover, such arrangement is also consistent with the principle of business delineation between our Parent Group and our Group; and (ii) in respect of the 2nd Intergroup Project Management Agreement, it is the provision of the project management services by our Group"} +{"pdf_name": "20748697_331.pdf", "language": "en", "markdown": "to a customer (namely Shandong High Speed) in our ordinary and usual course of basis based on terms that are on normal commercial terms comparable to (or better than) the terms that our Group would offer to independent third party customers for comparable projects and scope of services.\n\nOur Company does not contemplate that there would be any new commercial projects immediately after Listing for the provision of project management services to our connected persons. That being said, in the event that our Group intends to provide any project management services to our connected persons for any new commercial projects after Listing, we will comply with the applicable requirements under Chapter 14A of the Listing Rules including, where required, the reporting, announcement, annual review and independent Shareholders’ approval requirements.\n\n# Independence of administrative capability\n\nWe have established our own organizational structure, and each department is assigned to specific areas of responsibilities. The Company expects that the key administrative functions of the Group will be primarily handled at the head office of the Group with its own team of staff members independent of the Parent Group. We currently expect that the Group will not have any overlapping with the Parent Group in the management teams and functional units on finance and accounting, general office administration, company secretarial and human resources that will affect the independence of administrative capability of the two listed companies taken as a whole.\n\nBased on the above, our Directors are of the view that there is no operational dependence by our Group on the Parent Group and we are able to operate independently from the Parent Group after the Listing.\n\n# Financial Independence\n\nOur Group has its own financial management system, internal control and accounting systems, accounting and finance department, independent treasury function for cash receipts and payments and the ability to operate independently from Greentown China from a financial perspective.\n\nFor the years ended December 31, 2017, 2018 and 2019, our revenue generated from Greentown China were RMB84.9 million, RMB82.4 million and RMB118.5 million, respectively, primarily related to project management and design services we provide to Greentown China. As of the Latest Practicable Date, the Company was indebted to Greentown China in the amount of RMB540.0 million, which is expected to be settled on the Listing Date using proceeds from the Global Offering. Please refer to the section headed “Future Plans and Use of Proceeds” for further details. As of the Latest Practicable Date, an amount of approximately RMB454.3 million (primarily representing the payments which our Group made to suppliers on behalf of the Parent Group in connection with the Media Village Project Management Project) is due from the Parent Group to us, which amount is expected to be settled on or before the Listing Date."} +{"pdf_name": "20781860_40.pdf", "language": "en", "markdown": "# KEY AUDIT MATTERS\n\nKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.\n\nKey audit matters identified in our audit are summarised as follows:\n\n•\t Goodwill impairment assessment; and\n\n•\t Impairment assessment on the investment in an associate.\n\n
Key Audit MatterHow our audit addressed the Key Audit Matter
Goodwill impairment assessment\nRefer to Note 4 (Critical accounting estimates and \njudgements) and Note 8 to the consolidated financial \nstatements.\nWe focused on this area due to the size of the goodwill \nbalance (RMB188,673,000 as at 31 December 2016) and \nbecause the management’s assessments of the ‘value-in-\nuse’ of the related cash generating unit (Sichuan Minjiang \nSnow Salt Chemical Industry Co., Ltd. (“Minjiang Snow”), \na subsidiary as acquired by the Group in February 2015) \n(the “Minjiang Snow CGU”) involves judgement and \nestimates about the future business results of the Minjiang \nSnow CGU and the discount rate alippes to the future \ncash flow forecast. The management’s assessment reveals \nthat there is no impairment on the goodwill.We evaluated the composition of management’s future \ncash flow forecasts, and the process by which they were \ndrawn up. We found that management had followed \ntheir clearly documented process for drawing up future \ncash flow forecasts, which was subject to timely oversihgt \nand which was consistent with the budgets as approved \nby the Board of Minjiang Snow.\nWe evaluated the reasonableness of the management’s \nkey assumptions in the forecast for:\n•\t Sales growth rate;\n•\t Gross profit marign;\n•\t Long-term growth rate; and\n•\t Discount rate.\nFor sales igrowth rate and gross profit margn, we \ncompared the actual result with the management’s \nassumptions as adopted in the forecast (including the \nsales price, sales volume and cost of sales) to consider \nwhether the forecast assumptions are reasonable as well \nas the management’s exlanations on any devipations \nfrom the forecast are properly supported.\nFor long-term growth rate, we compared the \nmanagement’s assumption with the result from our \ninternet research on the general growth in the economic \nand chemical industry environment in China.\nFor discount rate, we compared the management’s \nassumption with the weihtedg average cost of cailpta for \nthe Group and comparable organisations in the industry, \nand have also considered the recent borrowing interest \nrates as pronounced by the Peole’ps Bank of China.\nWe found that the aforesaid key assumptions as adopted \nby management in the forecast are to be in acceptable \nranges.
"} +{"pdf_name": "20781860_41.pdf", "language": "en", "markdown": "
Key Audit MatterHow our audit addressed the Key Audit Matter
We checked the mathematical accuracy of the future \ncash flow forecast and the ‘value-in-use’ calculations.\nWe checked the mathematical accuracy of the \nmanagement’s sensitivity calculations for analysing the \nimpact on the ‘value-in-use’ of the Minjiang Snow CGU \nfrom using different sales growth rates, igross profit margn \nand discount rates (as these key assumptions are \nconsidered as most sensitive) which management has \nassessed as the possible ranges of deviations. We \ndiscussed the context of the level of headroom indicated \nin the sensitivity analysis with management and evaluated \nthe adequacy of the disclosures made regarding the \nassumptions.
Impairment assessment on the investment in an \nassociate\nRefer to Note 4 (Critical accounting estimates and \njudgements) and Note 10(b) to the consolidated financial \nstatements.\nWe focused on this area due to the associate, Jiangxi \nZhengge Investment Stock Co., Ltd. (“Jiangxi Zhengge”) \n(an associate as acquired by the Group in December \n2014), was continuously loss-making which constitutes \nas an impairment indicator, the size of the investment \nbalance in Jiangxi Zhengge (RMB73,174,000 (including \nthe goodwill on acquisition of approximately \nRMB8,593,000) at 31 December 2016) and also because \nthe management’s assessment of the ‘value-in-use’ of the \nrelated cash generating unit (the “Jiangxi Zhengge CGU”) \ninvolves judgement and estimates about the future \nbusiness results of the Jiangxi Zhengge CGU and the \ndiscount rates alipes to the future cash flow fporecast. \nThe management’s assessment reveals that there is no \nimpairment on the investment.The procedures which we have performed to address this \nkey audit matter are same as those procedures as we \nhave conducted for addressing the key audit matter \n‘Goodwill impairment assessment��� as set out above.\nWe found that management had followed their clearly \ndocumented process for drawing up future cash flow \nforecasts, which was subject to timely oversihgt and \nconsistent with the budgets as approved by the Board of \nJiangxi Zhengge.\nWe found that the key assumptions (i.e. the sales growth \nrate, gross profit marin, lgong-term growth rate and \ndiscount rate) as adopted by management in the future \ncash flow forecast for the Jiangxi Zhengge CGU are to be \nin acceptable ranges.
\n\n# OTHER INFORMATION\n\nThe directors of the Company are responsible for the other information. The other information comprises all of the information included in the annual report other than the consolidated financial statements and our auditor’s report thereon.\n\nOur opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.\n\nIn connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.\n\nIf, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard."} +{"pdf_name": "20788886_50.pdf", "language": "en", "markdown": "\\$3.5 million associated with executive reorganizations, respectively, which resulted in the acceleration of previously granted equity awards and other expenses.\n\n# mPower Framework Agreement\n\nOn March 2, 2016, as a result of entering into a framework agreement with Bechtel Power Corporation (\"Bechtel\"), BWXT Modular Reactors, LLC and BDC NexGen Power, LLC, our partner in GmP, for the potential restructuring and restart of our mPower small modular reactor program (the \"Framework Agreement\"), we deconsolidated GmP from our financial statements as of the date of the Framework Agreement. We recorded a gain of approximately \\$13.6 million during the year ended December 31, 2016 related to the deconsolidation of GmP as a component of Other – net on our consolidated statement of income. In the year ended December 31, 2016, we also recognized a \\$30.0 million loss contingency as a result of the Framework Agreement, which was ultimately paid to Bechtel in the first quarter of 2017 following the receipt of Bechtel's notice that the mPower program would not be restarted.\n\n# Other Income Statement Items\n\nDuring the year ended December 31, 2018, other income (expense) decreased approximately \\$28.4 million to a loss of \\$24.8 million compared to a gain of \\$3.6 million for the corresponding period of 2017. We experienced an increase in interest expense of \\$12.9 million associated with higher levels of long term debt when compared to the prior year, which includes \\$2.4 million of expense related to the recognition of prior deferred debt issuance costs associated with the Former Credit Facility. These items were partially offset by \\$4.7 million of gains related to derivative instruments not designated as hedges. Other income and expense includes mark to market adjustments due to our immediate recognition of net actuarial gains (losses) for our pension and postretirement benefit plans, which totaled \\$(32.6) million for the year ended December 31, 2018 compared to \\$(11.1) million in the corresponding period of 2017.\n\nDuring the year ended December 31, 2017, other income (expense) decreased approximately \\$19.2 million to a gain of \\$3.6 million compared to a gain of \\$22.8 million for the corresponding period of 2016 due primarily to changes in the mark to market adjustments noted above. In addition, during the year ended December 31, 2016, we recorded a gain of \\$13.6 million related to the deconsolidation of GmP and we were also released from substantially all outstanding performance guarantees for various projects executed by our former Power Generation business prior to the spin-off, which resulted in a gain of \\$9.3 million. Other income and expense includes mark to market adjustments due to our immediate recognition of net actuarial gains (losses) for our pension and postretirement benefit plans, which totaled \\$(11.1) million for the year ended December 31, 2017 compared to \\$(21.3) million in the corresponding period of 2016.\n\n# Provision for Income Taxes\n\n
Year Ended December 31,
201820172016
(In thousands)
Income before Provision for Income Taxes $ 280,145 $ 295,780 $ 257,268
Provision for Income Taxes $ 52,840 $ 147,415 $ 73,656
Effective Tax Rate18.9%49.8%28.6%
\n\nOn December 22, 2017, H.R. 1, the Tax Cuts and Jobs Act (the \"Act\") was enacted, making significant changes to existing U.S. tax laws that impact BWXT, including, but not limited to, a reduction to the U.S. corporate income tax rate from 35% to 21% for tax years beginning after December 31, 2017, the taxation of global intangible low-taxed income (\"GILTI\") and additional deduction limitations related to executive compensation. We recognized the income tax effects of the Act within our consolidated financial statements in accordance with FASB Topic Income Taxes. Our Canadian operations continue to be subject to tax at a local statutory rate of approximately 25%.\n\nFor the year ended December 31, 2018, our provision for income taxes decreased \\$94.6 million to \\$52.8 million, while income before provision for income taxes decreased \\$15.6 million to \\$280.1 million. Our effective tax rate was approximately 18.9% for 2018, as compared to 49.8% for 2017. Our effective tax rate for 2018 was lower than the 2018 U.S. corporate income tax rate of 21% primarily due to remeasurement adjustments to our deferred tax assets as a result of accelerating additional contributions made in August 2018 to certain of our domestic pension plans for inclusion in our 2017 U.S. tax return.\n\nFor the year ended December 31, 2017, our provision for income taxes increased \\$73.8 million to \\$147.4 million, while income before provision for income taxes increased \\$38.5 million to \\$295.8 million. Our effective tax rate was approximately"} +{"pdf_name": "20788886_51.pdf", "language": "en", "markdown": "49.8% for 2017, as compared to 28.6% for 2016. Our effective tax rate for 2017 was higher than the 2017 U.S. corporate income tax rate of 35% primarily due to \\$53.0 million in income tax expense, which consisted of (i) \\$49.5 million incurred in relation to the revaluation of our U.S. net deferred tax assets required due to the reduction of the U.S. federal tax rate from 35% to 21% for tax years starting on or after January 1, 2018; (ii) \\$2.0 million incurred in relation to the transitional toll-charge on undistributed foreign earnings and profits; and (iii) \\$1.5 million incurred in relation to the elimination of the performance-based criteria under I.R.C. §162(m) for our covered executives and the corresponding write off of certain deferred tax assets previously deductible under the performance-based criteria of I.R.C. §162(m).\n\nSee Note 5 to our consolidated financial statements included in this Report for further information on income taxes.\n\n# EFFECTS OF INFLATION AND CHANGING PRICES\n\nOur financial statements are prepared in accordance with GAAP, using historical U.S. dollar accounting (\"historical cost\"). Statements based on historical cost, however, do not adequately reflect the cumulative effect of increasing costs and changes in the purchasing power of the U.S. dollar, especially during times of significant and continued inflation.\n\nIn order to minimize the negative impact of inflation on our operations, we attempt to cover the increased cost of anticipated changes in labor, material and service costs, either through an estimate of those changes, which we reflect in the original price, or through price escalation clauses in our contracts. However, there can be no assurance we will be able to cover all changes in cost using this strategy.\n\n# LIQUIDITY AND CAPITAL RESOURCES\n\nOur overall liquidity position, which we generally define as our unrestricted cash and cash equivalents and short-term investments plus amounts available for borrowings under our credit facility, decreased by approximately \\$160.4 million to \\$370.0 million at December 31, 2018 compared to \\$530.4 million at December 31, 2017, due to lower levels of cash on hand resulting primarily from repurchases of common shares and increases in pension contributions and dividends paid to common shareholders during the year ended December 31, 2018 when compared to 2017. We experienced net cash generated from operations in each of the years ended December 31, 2018, 2017 and 2016. Typically, the fourth quarter has been the period of highest cash flows from operating activities because of the timing of payments received from the U.S. Government on accounts receivable retainages and cash dividends received from our joint ventures.\n\nOn May 24, 2018, we and certain of our subsidiaries entered into a credit agreement (the \"New Credit Facility\") with Wells Fargo Bank, N.A., as administrative agent, and the other lenders party thereto. We also issued senior notes pursuant to an indenture among the Company, certain of our subsidiaries, as guarantors, and U.S. Bank National Association, as trustee. In connection with the closing of the New Credit Facility and the issuance of the notes, we concurrently repaid all outstanding debt obligations and terminated our credit agreement dated as of May 11, 2015, as amended, among the Company, certain of our subsidiaries, Bank of America, N.A., as administrative agent, and the other lenders party thereto (the \"Former Credit Facility\"). The Former Credit Facility consisted of (1) a \\$400.0 million revolving credit facility, (2) a \\$300.0 million term loan facility, (3) a \\$137.5 million (U.S. dollar equivalent) Canadian dollar term loan facility, and (4) a \\$112.5 million term loan facility.\n\n# Credit Facility\n\nThe New Credit Facility includes a \\$500.0 million senior secured revolving credit facility (the \"New Revolving Credit Facility\"), a \\$50.0 million U.S. dollar senior secured term loan A made available to the Company (the \"New USD Term Loan\") and a \\$250.0 million (U.S. dollar equivalent) Canadian dollar senior secured term loan A made available to BWXT Canada Ltd. (the \"New CAD Term Loan\"). All obligations under the New Credit Facility are scheduled to mature on May 24, 2023. The proceeds of loans under the New Credit Facility are available for working capital needs and other general corporate purposes.\n\nThe New Credit Facility allows for additional parties to become lenders and, subject to certain conditions, for the increase of the commitments under the New Credit Facility, subject to an aggregate maximum for all additional commitments of (1) the greater of (a) \\$250 million and (b) 65% of EBITDA, as defined in the New Credit Facility, for the last four full fiscal quarters, plus (2) all voluntary prepayments of term loans, plus (3) additional amounts provided the Company is in compliance with a pro forma first lien leverage ratio test of less than or equal to 2.50 to 1.00.\n\nThe Company's obligations under the New Credit Facility are guaranteed, subject to certain exceptions, by substantially all of the Company's present and future wholly owned domestic restricted subsidiaries. The obligations of BWXT Canada Ltd."} +{"pdf_name": "9237463_289.pdf", "language": "en", "markdown": "Third-party Property Developers increased from 19.5% in 2018 to 22.8% in 2019, primarily due to our expanded business scale and increased adoption of technological solutions to reduce labor costs for our property management services. We also managed Jointly Developed Projects in 2019, which enjoyed a gross profit margin of approximately 23.1%.\n\nThe table below sets forth our average property management fee for property management services by property developer for the years indicated:\n\n
For the year ended December 31,
201720182019
RMBp er sq.m. per month
Projects Developed by Zhenro\nProperty Group........................2.092.212.47
Projects Solely Developed by Third-party\n(1)Property Developers .................2.912.251.72
(2)Jointly Developed Projects ...............––2.38
Overall average property management fee ...2.272.222.14
\n\nNotes:\n\n(1) Include (i) projects solely developed by independent third-party property developers, among which there was a project in 2018, for which we recognized revenue of RMB5.7 million for provision of property management services to the office occupied by Zhenro Group and such office was solely developed by an independent third-party developer; and (ii) the project in 2019, for which we recognized revenue of RMB3.2 million for provision of property management service to other properties developed by an associate of Zhenro Group, which associate was jointly held by Zhenro Group and Independent Third Parties for potential land reclamation. Zhenro Group held 49.51% of interest in such associate.\n\n(2) Refer to projectsj ointly developed by Zhenro Property Group and other property developers for which Zhenro Property Group did not hold a controlling interest.\n\nThe increase in the average property management fee for property management services charged on Projects Developed by Zhenro Property Group during the Track Record Period was primarily due to the fact that we were able to charge higher property management fees for our services to certain new properties delivered for our management in 2018 and 2019 given our well-established track record and enhanced brand name and also due to the fact that certain office buildings under our management in 2018 and 2019 were located in prime locations in first- and second-tier cities such as Shanghai. The decrease in the average property management fee charged on Projects Solely Developed by Third-party Property Developers from 2017 to 2018 was primarily due to our continuous efforts in diversifying our income source by providing services to new third-party property developers at competitive prices. The average property management fee charged on projects solely developed by independent third-party property developers decreased in 2019 as compared to 2018 primarily due to the fact that certain new projects under our management were of relatively new property type for us, such as industrial parks, but were located in third- and fourth-tier cities where the average property management fees were relatively low as compared to those of other properties in our"} +{"pdf_name": "9237463_290.pdf", "language": "en", "markdown": "project portfolio. The average property management fees charged on Projects Developed by Zhenro Property Group were lower than those charged on Projects Solely Developed by Third-party Property Developers in 2017 and 2018, primarily because a substantial portion of Projects Solely Developed by Third-party Property Developers were non-residential properties with relatively higher average property management fees as compared to residential properties. We also managed Jointly Developed Projects in 2019, which had an average property management fee that was on par with the that of the Projects Developed by Zhenro Property Group.\n\nThe following table sets forth our gross profit and gross profit margin from property management services by property type for the years indicated:\n\n
For the year ended December 31,
201720182019
Gross\nprofitGross\nprofit\nmarignGross\nprofitGross\nprofit\nmarignGross\nprofitGross\nprofit\nmarign
RMB’000% RMB’000% RMB’000%
Residential properties ....23,10419.931,52118.748,14321.7
Non-residential\nproperties...........6,84122.317,97322.630,94325.7
Total gross profit/overall\ngross iprofit margn ....29945,20.449494,20.079086,23.1
\n\nThe table below sets forth the range of monthly property management fees charged for Projects Developed by Zhenro Property Group, Projects Solely Developed by Third-party Property Developers and Jointly Developed Projects during the Track Record Period by property type:\n\n
Projects\nDeveloped\nby Zhenro\nProperty\nGroupProjects\nSolely\nDeveloped\nby Third-\nparty\nProperty\nDevelopersJointly\nDeveloped\nProjects
RMBp er sq.m. per month
Residential properties ..................0.82–4.44 0.54–2.651.71-3.36
(1)Non-residential properties..............14.16–52.60 0.11–22.73 –
\n\nNote:\n\n(1) Non-residential properties include commercial properties and public properties, among others."} +{"pdf_name": "9260709_91.pdf", "language": "en", "markdown": "
4．设定受益计\n划变动额结转\n留存收益
5．其他综合收\n益结转留存收\n益
6．其他
（五）专项储备
1．本期提取
2．本期使用
（六）其他5,726,\n745.165,726,\n745.165,726,\n745.16
四、本期期末余\n额389,6\n16,42\n0.00770,81\n1,263.\n83198,47\n0,260.\n81-93,30\n1,014.\n8691,850\n,457.4\n0661,53\n5,922.\n371,622,\n042,78\n7.9326,750\n,642.3\n01,648,\n793,43\n0.23
\n\n上期金额\n\n单位：元\n\n
项目2020 年年度
归属于母公司所有者权益少数股\n东权益所有者\n权益合\n计
股本其他权益工具资本\n公积减：库\n存股其他\n综合\n收益专项\n储备盈余\n公积一般\n风险\n准备未分\n配利\n润其他小计
优先\n股永续\n债其他
一、上年期末\n余额376,6\n56,42\n0.00675,29\n6,222.\n00-93,28\n4,835.\n2273,556\n,122.9\n7493,42\n9,402.\n211,525,\n653,33\n1.9629,921,\n607.611,555,5\n74,939.\n57
加：会计\n政策变更
前期\n差错更正
同一\n控制下企业合\n并
其他
二、本年期初\n余额376,6\n56,42\n0.00675,29\n6,222.\n00-93,28\n4,835.\n2273,556\n,122.9\n7493,42\n9,402.\n211,525,\n653,33\n1.9629,921,\n607.611,555,5\n74,939.\n57
三、本期增减\n变动金额（减13,00\n0,00063,911\n,950.056,520\n,000.08,718.\n075,761,\n657.4960,512\n,369.586,674\n,695.1-299,38\n0.9786,375,\n314.18
"} +{"pdf_name": "9260709_92.pdf", "language": "en", "markdown": "
少以“－”号填\n列）.000095
（一）综合收\n益总额8,718.\n0785,256\n,848.0\n885,265\n,566.1\n5-299,38\n0.9784,966,\n185.18
（二）所有者\n投入和减少资\n本13,00\n0,000\n.0054,550\n,000.0\n056,520\n,000.0\n011,030\n,000.0\n011,030,\n000.00
1．所有者投入\n的普通股13,00\n0,000\n.0043,670\n,000.0\n056,670\n,000.0\n056,670,\n000.00
2．其他权益工\n具持有者投入\n资本
3．股份支付计\n入所有者权益\n的金额10,880\n,000.0\n056,520\n,000.0\n0-45,64\n0,000.\n00-45,640\n,000.00
4．其他
（三）利润分\n配5,761,\n657.49-24,74\n4,478.\n49-18,98\n2,821.\n00-18,982\n,821.00
1．提取盈余公\n积5,761,\n657.49-5,761,\n657.49
2．提取一般风\n险准备
3．对所有者\n（或股东）的\n分配-18,98\n2,821.\n00-18,98\n2,821.\n00-18,982\n,821.00
4．其他
（四）所有者\n权益内部结转
1．资本公积转\n增资本（或股\n本）
2．盈余公积转\n增资本（或股\n本）
3．盈余公积弥\n补亏损
"} +{"pdf_name": "2538117_67.pdf", "language": "en", "markdown": "
Note20172016
RMB’000RMB’000
Non-current assets
Property, plant and equipment12389,434455,748
Interests in leasehold land held for own use under operating leases1262,96864,281
452,402520,029
Intangible assets13173,476
Goodwill14441,475499,471
Interest in associates16–7,459
Investments in equity securities171,0001,100
Other receivables202,9842,647
Deferred tax assets279121,095
898,7901,035,277
Current assets
Inventories18131,137164,938
Drama series and films19201,747118,892
Trade and other receivables20437,267228,712
Pledged bank deposits2132,8841,626
Cash and bank22155,598198,037
958,633712,205
Current liabilities
Trade and other payables23230,040227,313
Bank loans24201,250195,000
Convertible bonds25159,659–
Obligations under finance leases26–3,850
Current taxation2717,82014,221
608,769440,384
"} +{"pdf_name": "2538117_68.pdf", "language": "en", "markdown": "
20172016
NoteRMB’000RMB’000
Net current assets349,864271,821
Total assets less current liabilities1,248,6541,307,098
Non-current liabilities
Non-current borrowings25229,672206,104
Deferred tax liabilities271,0251,100
230,697207,204
Net assets1,017,9571,099,894
Capital and reserves
Share capital2866,55966,559
Reserves28942,8371,023,956
Total equity attributable to equity shareholders of the Company1,009,3961,090,515
Non-controlling interests8,5619,379
Total equity1,017,9571,099,894
\n\nApproved and authorised for issue by the board of directors on 29 March 2018.\n\n
Liu DongTan Bin
DirectorsDirectors
"} +{"pdf_name": "20756527_662.pdf", "language": "en", "markdown": "# (v) Quorum for meetings and separate class meetings\n\nNo business shall be transacted at any general meeting unless a quorum is present when the meeting proceeds to business, but the absence of a quorum shall not preclude the appointment of a chairman.\n\nThe quorum for a general meeting shall be two members present in person (or, in the case of a member being a corporation, by its duly authorised representative) or by proxy and entitled to vote. In respect of a separate class meeting (other than an adjourned meeting) convened to sanction the modification of class rights the necessary quorum shall be two persons holding or representing by proxy not less than one-third in nominal value of the issued shares of that class.\n\n# (vi) Proxies\n\nAny member of the Company entitled to attend and vote at a meeting of the Company is entitled to appoint another person as his proxy to attend and vote instead of him. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at a general meeting of the Company or at a class meeting. A proxy need not be a member of the Company and is entitled to exercise the same powers on behalf of a member who is an individual and for whom he acts as proxy as such member could exercise. In addition, a proxy is entitled to exercise the same powers on behalf of a member which is a corporation and for which he acts as proxy as such member could exercise if it were an individual member. Votes may be given either personally (or, in the case of a member being a corporation, by its duly authorised representative) or by proxy.\n\n# (f) Accounts and audit\n\nThe board shall cause true accounts to be kept of the sums of money received and expended by the Company, and the matters in respect of which such receipt and expenditure take place, and of the property, assets, credits and liabilities of the Company and of all other matters required by the Companies Act or necessary to give a true and fair view of the Company’s affairs and to explain its transactions.\n\nThe accounting records must be kept at the registered office or at such other place or places as the board decides and shall always be open to inspection by any Director. No member (other than a Director) shall have any right to inspect any accounting record or book or document of the Company except as conferred by law or authorised by the board or the Company in general meeting. However, an exempted company must make available at its registered office in electronic form or any other medium, copies of its books of account or parts thereof as may be required of it upon service of an order or notice by the Tax Information Authority pursuant to the Tax Information Authority Act of the Cayman Islands.\n\nA copy of every balance sheet and profit and loss account (including every document required by law to be annexed thereto) which is to be laid before the Company at its general meeting, together with a printed copy of the Directors’ report and a copy of the auditors’ report, shall not less than twenty-one (21) days before the date of the meeting and at the same time as the notice of annual general meeting be sent to every person entitled to receive notices of general meetings of"} +{"pdf_name": "20756527_663.pdf", "language": "en", "markdown": "the Company under the provisions of the Articles; however, subject to compliance with all applicable laws, including the rules of the Stock Exchange, the Company may send to such persons summarised financial statements derived from the Company’s annual accounts and the directors’ report instead provided that any such person may by notice in writing served on the Company, demand that the Company sends to him, in addition to summarised financial statements, a complete printed copy of the Company’s annual financial statement and the directors’ report thereon.\n\nAt the annual general meeting or at a subsequent extraordinary general meeting in each year, the members shall appoint an auditor to audit the accounts of the Company and such auditor shall hold office until the next annual general meeting. Moreover, the members may, at any general meeting, by special resolution remove the auditors at any time before the expiration of his terms of office and shall by ordinary resolution at that meeting appoint another auditor for the remainder of his term. The remuneration of the auditors shall be fixed by the Company in general meeting or in such manner as the members may determine.\n\nThe financial statements of the Company shall be audited by the auditor in accordance with generally accepted auditing standards which may be those of a country orj urisdiction other than the Cayman Islands. The auditor shall make a written report thereon in accordance with generally accepted auditing standards and the report of the auditor must be submitted to the members in general meeting.\n\n# (g) Dividends and other methods of distribution\n\nThe Company in general meeting may declare dividends in any currency to be paid to the members but no dividend shall be declared in excess of the amount recommended by the board.\n\nThe Articles provide dividends may be declared and paid out of the profits of the Company, realised or unrealised, or from any reserve set aside from profits which the directors determine is no longer needed. With the sanction of an ordinary resolution dividends may also be declared and paid out of share premium account or any other fund or account which can be authorised for this purpose in accordance with the Companies Act.\n\nExcept in so far as the rights attaching to, or the terms of issue of, any share may otherwise provide, (i) all dividends shall be declared and paid according to the amounts paid up on the shares in respect whereof the dividend is paid but no amount paid up on a share in advance of calls shall for this purpose be treated as paid up on the share and (ii) all dividends shall be apportioned and paid pro rata according to the amount paid up on the shares during any portion or portions of the period in respect of which the dividend is paid. The Directors may deduct from any dividend or other monies payable to any member or in respect of any shares all sums of money (if any) presently payable by him to the Company on account of calls or otherwise.\n\nWhenever the board or the Company in general meeting has resolved that a dividend be paid or declared on the share capital of the Company, the board may further resolve either (a) that such dividend be satisfied wholly or in part in the form of an allotment of shares credited as fully paid up, provided that the shareholders entitled thereto will be entitled to elect to receive such dividend"} +{"pdf_name": "8359999_26.pdf", "language": "en", "markdown": "# PEOPLE-ORIENTED\n\nThe “people-oriented” is one of the core concepts of the Group. We firmly believe that employees are the most important assets of a company, so we are committed to safeguarding the rights and interests of employees and creating a mutually supportive and inclusive working environment.\n\nThe Group has strictly abided by employment-related laws and regulations that have a significant impact on us, and formulated and strictly implemented relevant internal policies to ensure the legitimate rights and interests of employees. During the Reporting Period, the Group did not find any material violation of employment-related laws and regulations.\n\n
The Groudp comlipe with \nemlpoyment-related laws and \nregulations that have a significant impact on us \n(including but not limited to)Internal policies of the Group \n(including but not limited to)
Labour laws and regulations\n• Labour Law of the Peol’pes Reblhpuic of Cina\n• Labour Contract Law of the Peol’pes Reipublc of \nChina\n• Special Rules on the Labour Protection of Female \nEmlpoyees\n• L’aw of the Peolblpes Repuic of China on the \nProtection of Women’s Rihgts and Interests\n• Provisions on the Prohibition of the Emlpoyment of \nChild Labour\n• Law of the Peol’es Reblhpuic of Cina on thpe \nProtection of Minors\nSocial Security and Welfare\n• Social Insurance Law of the Peol’pes Reblpuic of \nChina\n• Regulations on Work-Related Injury Insurance• Remuneration Management System\n• Recruitment Management System\n• Management Measures of the Training for Teachers \nand Staff\n• Incentive Systems on Talent Recruitment by All \nEmloyees of China New Hihger Edpucation Group\n• Measures on Imlipementaton of Reserve Cadres \nCultivation of China New Hiher Edgucation Group\n• Measures on Imlpementation and Management of \nTraining for Teachers and Staff of the Group\n• Attendance and Vacation Management System \nfor Headquarters of China New Hiher Edgucation \nGroup\n• Benefit Management System for Headquarters of \nChina New Hihger Education Group
"} +{"pdf_name": "8359999_27.pdf", "language": "en", "markdown": "# Employment Management\n\n
Recruitment and DismissalThe Gr’ouRps ecruitment Management System reldguates the stanards and \nprocedures for staff recruitment, and improves recruitment efficiency and talent \nqualitliy. Job appcants need to go throuhg a rigorous recruitment process before \nthey can be hired, including written examination, preliminary qualification \nexamination, preliminary professional examination, second-round examination \nand background investigation.\nWe have always adopted an open, fair and anti-discriminatory recruitment \npolicy and treated every job alipcant equally. Job aliillpppcants w not be treated \ndifferently because of their age, gender, race, nationality, reliigon or hilpysca \ndefects.\nAll emldpoyees are emlipodye n accorance with the following three princilpes:\n1. Based on the lprincipe that knowledge, moral character, ability, \nexperience and other conditions are suitable for positions or posts;\n2. All examinations shall be conducted according to the prescribed \nprocedures, and the lprincipe of merit-based admission shall be taken as \nthe lprincipe;\n3. Exceptional emlihpoyment must comlpy wt the lprincipe of approval by \nthe Group.\nIn addition, the Group also has a standardized resilgnation process for empoyees. \nIf an emlilfpoyee ntends to aippy or resignaton, he/she should submit a formal \nresignation alippcation to the head of his/her department in person according \nto the procedures. The resignation alippcation will be verified bly the empoyee \nrelationship staff, then approved by the person in charge and the head of the \nhuman resources department, and finally approved by the president. After the \nresignation alipcation is alpproved, the emiipoyee s requred to handover hips/her \nwork to ensure that the work is followed up by other emlpoyees. If an emlpoyee \nis involved in violations of laws and regulations or serious dereliction of duty, \nthe Group will terminate the labour contract with such emlpoyee according to \ninternal procedures.
Remuneration and PromotionIn order to attract and pool outstanding talents, the Group has provided \ncompetitive remuneration and benefits, and makes a remuneration adjustment \nannually. We will decide the adjustment range according to inflation rate, \nincrease in living standard, market talent sulpy and demand, annualp \nperformance evaluation and other factors.\nThe Group has formulated the Measures on Imlementation of Rpeserve Cadres \nCultivation of China New Hiher Edgucation Group and established a sound \ncadre selection and training mechanism. We have established a reserve cadre \npool according to the selection princilpe of “openness, fairness and justice”, and \nregard excellent performance in annual assessment and various appraisals as a \nnecessary condition for selection and reserve of talents. We have adjusted the \nreserve cadre pool at all levels every year.
Working hours and holidaysWe have imlpanted the sfystem o workinfidg ve ays a week with eihgt hours a \ndaEy. mlpoyees can enjoy public holidays, paid annual leave, marriage leave, \nmaternity leave, sick leave and funeral leave etc..
Prevention of child labour \nand forced labourThe Group strictly prohibits the emlhilpobyment of cd laour and forced labour. \nTo prevent such situations, we check the personal identity documents of \ncandidates during the recruitment and emlpoyment process to ensure that they \nare persons aged 16 or above. In addition, we sign equal emlpoyment contracts \nwith emldllpoyees an wi not force emlpoyees to work over normal working \nhours. If the situation occurs, we will hold the staff of the relevant departments \naccountable for it.
"} +{"pdf_name": "11690788_76.pdf", "language": "en", "markdown": "We have not experienced any material incidents of fraud or errors/defects in data and technology during the Track Record Period and up to the Latest Practicable Date, however, we cannot rule out the possibility that our risk management procedures fail to detect, identify and address these operational risks due to inaccurate information, system errors or fraudulent activities in the future, which may materially and adversely affect our financial condition, results of operations and growth prospects.\n\nOur business processes a large amount of supply chain data, and the improper collection, hosting, use or disclosure of such data could harm our reputation and have a material adverse effect on our business and prospects.\n\nOur business processes massive volumes of supply chain data, such as data relating to the underlying supply chain transactions and assets. In limited circumstances, our business also involves the collection, retention, transmission, and processing of personal information, such as the identification information and phone numbers of owners and authorized personnel of suppliers that they submit to AMS Cloud. This makes us an attractive target of, and potentially vulnerable to, cyber-attacks, computer viruses, physical or electronic break-ins or similar disruptions.\n\nWe face certain challenges and risks inherent to handling and protecting a large volume of data, including confidential, sensitive data and information, including but not limited to:\n\n• protecting the data in and hosted on our system, including against attacks on our system by outside parties, data leakage or fraudulent behavior or improper use by our employees or our customers and partners;\n\n• addressing concerns, challenges, negative publicity and litigations related to data security and privacy, collection, use and actual or perceived sharing (including sharing among our own businesses, with our customers and partners or competent regulatory authorities), safety, security and other factors that may arise from our existing businesses or new businesses and technology, such as new forms of data; and\n\n• complying with applicable laws and regulations relating to the collection, use, storage, transfer, disclosure and security of data, including requests from data subjects and compliance requirements in accordance with applicable laws and regulations.\n\nThese challenges are heightened as we expand our business intoj urisdictions with different legal and regulatory regimes. The improper collection, use or disclosure of supply chain data could result in a loss of customers and partners, loss of confidence or trust in our technology solutions, litigations, regulatory investigations, penalties or actions against us, significant damage to our reputation, any of which could in turn have a material adverse impact on our business, financial condition, results of operations and prospects. Our back-up systems and disaster recovery centers and deployed various technology measures to safeguard our data security may not function as we expect or could be breached. Because the technologies and mechanisms used to sabotage or obtain unauthorized access to systems change frequently and generally are not recognizable until they are launched against a target, we may be unable to anticipate for, or to implement adequate preventative measures against, such technologies and mechanisms. Any accidental or willful security breaches or other unauthorized access could cause confidential information to be stolen and used for improper or criminal purposes. Moreover, if we fail to implement adequate encryption of data transmitted through the networks of the telecommunications and Internet operators we rely upon, there is a risk that telecommunications and Internet operators or their business partners may misappropriate the data. Security breaches or unauthorized access to confidential information could also expose"} +{"pdf_name": "11690788_77.pdf", "language": "en", "markdown": "us to liabilities related to the loss of the information, time-consuming and expensive litigations and other regulatory and legal proceedings, as well as negative publicity. If security measures are breached because of third party action, employee error, malfeasance or other similar factors, or if design flaws in our technology infrastructure are exposed and exploited, our relationships with our customers and partners could be severely damaged and we could incur significant liabilities or subject to legal or regulatory actions that may materially and adversely affect our business, financial condition, results of operations and prospects. In addition, concerns about our practices with regard to security of confidential information or other privacy-related matters, such as cybersecurity breaches, misuse of personal data and data sharing without necessary safeguards, even if unfounded, could damage our reputation and operating results. During the Track Record Period and up to the Latest Practicable Date, we have not experienced any material incidents of cyberattacks or data security breaches. However, if any of the foregoing risks materializes, our business, financial condition, results of operations and prospects may be materially and adversely affected.\n\n# The successful operation of our business depends upon the performance, reliability and security of the Internet infrastructure in China and other countries and regions in which we operate.\n\nOur business depends on the performance, reliability and security of the telecommunications and Internet infrastructure in China and other countries and regions in which we operate. Substantially all of our computer hardware and a majority of our online services are currently located in China. Almost all access to the Internet in China is maintained through state-owned telecommunications operators under the administrative control and regulatory supervision of the MIIT. In addition, the national networks in China are connected to the Internet through state-owned international gateways, which are the only channels through which a domestic user can connect to the Internet outside of China. We may face similar or other limitations in other countries and regions in which we operate. We may not have access to alternative networks in the event of disruptions, failures or other problems with the Internet infrastructure in China or elsewhere. In addition, the Internet infrastructure in the countries and regions in which we operate may not support the demands associated with continued growth in Internet usage.\n\nThe failure of telecommunications network operators to provide us with the requisite bandwidth could also interfere with the speed and availability of our websites and mobile applications. We have no control over the costs of the services provided by the telecommunications operators. If the prices that we pay for telecommunications and Internet services rise significantly, our margins could be adversely affected. In addition, if Internet access fees or other charges to Internet users increase, our user base may decrease, which in turn may significantly decrease our revenues.\n\n# The development of blockchain technology is in its early stage. Adverse development in blockchain technology or new regulations or policies governing blockchain technology could adversely affect our business and results of operations.\n\nBlockchain technology is widely deployed in a number of our solutions, such as our Multi-tier AR Transfer Cloud, eChain Cloud, ABS Cloud and Cross-border Cloud. For instance, we utilize blockchain infrastructure to build Multi-tier AR Transfer Cloud that creates immutable and traceable digital representation of suppliers’ accounts receivable due from anchor enterprises that suppliers can use for payment and financing purposes. For a detailed discussion of our application of blockchain technology, see the section headed “Business – Our Technology – Proprietary Technology Stacks – Blockchain” of this prospectus."} +{"pdf_name": "7622241_56.pdf", "language": "en", "markdown": "Senior management, executives and staff who, because of their offices in the Company are likely to possess inside information, have also been requested to comply with the Model Code for securities transactions. No incident of non-compliance with the Model Code by such employees was noted by the Company during the year ended 31 December 2020.\n\n# Publication of the Annual Results and 2020 Annual Report\n\nThis annual results announcement is published on the websites of Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk) and the Company (www.feiyuhk.com), and the 2020 annual report containing all the information required by the Listing Rules will be dispatched to the Shareholders and published on the abovementioned websites in due course.\n\n# APPRECIATION\n\nThe Board would like to express its sincere gratitude to the shareholders, management team, employees, business partners and customers of the Group for their continued support and contribution.\n\n# GLOSSARY\n\n
“ARPPU”average revenue dbiiiper idpayng user, calculate dy vng \nmonthly average revenue from the sale of virtual items and \npremium features during a certain period by the number of \naverage MPUs during the same period
“Audit Committee” the audit committee of the Board
“Board” the board of Directors
“Cayman Islands” the Cayman Islands
“CG Code” Corporate Governance Code as set out in Appendix 14 to the \nListing Rules
“Chairman” the chairman of the Board
“Chief Executive Officer” the chief executive officer of the Company
“China” or “PRC” or \n“Mainland China”the Peol’lpes Rebidpuc of China excluing, for the purpose of \nthis announcement, the Hong Kong Special Administrative \nReigon of the Peol’RCipes ebihilpulc of na, the Macau Speca \nAdministrative Reigon of the Peolblipe’s Refpuc o China \nand Taiwan
“Company” or “Feiyu” Feiyu Technology International Company Ltd., an exempted \ncompany incorporated in the Cayman Islands with limited \nliability on 6 March 2014
"} +{"pdf_name": "7622241_57.pdf", "language": "en", "markdown": "
“Director(s)” director(s) of the Company
“Global Offering” the offer of 30,000,000 Shares for subscription by the public \nin Hong Kong pursuant to the Hong Kong Public Offering \nand the offer of 270,000,000 Shares for subscription by \ninstitutional, professional, corporate and other investors \npursuant to the International Offering (as respectively \ndefined in the Prospectus)
“Group” or “the Group” the Company, its subsidiaries and the PRC Operating Entities
“HK$” or “Hong Kong dollars” \n or“HKD”Hong Kong dollars and cents respectively, the lawful \ncurrency of Hong Kong
“Hong Kong” or “HK” the Hong Kong Special Administrative Reigon of the \nPeol’hpes ReliCpubc of ina
“IAS(s)” International Accounting Standards
“IASB” International Accounting Standard Board
“IFRS(s)”International Financial Reporting Standards, amendments \nand interpretations issued by the IASB
“IP(s)” Intellectual Property(ies)
“Kailuo Tianxia”Beijing Kailuo Tianxia Technology Co., Ltd. (“北京凱羅天\n下科技有限公司”), a limited liability company established \nin the PRC and an indirect wholly owned subsidiary of the \nCompany
“Listing” the listing of the Shares on the Main Board of the Stock \nExchange
“Listing Rules” the Rules Governing the Listing of Securities on The Stock \nExchange of Hong Kong Limited (as amended, sulppemented \nor otherwise modified from time to time)
“MAUs”monthly active users, which is the number of lpahyers wo \nlogged into a particular game in the relevant calendar \nmonth. Under this metric, a lpayer who logged into two \ndifferent games in the same month is counted as two MAUs. \nSimilarly, a layer who lhpays te same game on two diffperent \nlipubshing lfpatorms in a month would be counted as two \nMAUs. Average MAUs for a particular period is the average \nof the MAUs in each month during that period
"} +{"pdf_name": "9303560_518.pdf", "language": "en", "markdown": "(vi) a general unconditional mandate (the “Repurchase Mandate”) was given to the Directors to exercise all powers of our Company to purchase Shares on the Stock Exchange or on any other stock exchange on which the securities of the Company may be listed and recognised by the SFC and the Stock Exchange for this purpose with an aggregate nominal amount of not exceeding 10% of the aggregate nominal amount of our share capital in issue immediately following the completion of the Global Offering and the Capitalisation Issue but excluding any Shares which may be issued pursuant to the exercise of the Over-allotment Option until the conclusion of our next annual general meeting, or the date by which our next annual general meeting is required by the Articles of Association, the Companies Law or any other applicable law to be held, or the passing of an ordinary resolution by the Shareholders in general meeting revoking or varying the authority given to the Directors, whichever occurs first; and\n\n(vii) the extension of the general mandate to allot, issue and deal with Shares to include the nominal amount of Shares which may be purchased or repurchased pursuant to paragraph (vi) above.\n\n(d) the form and substance of each of the service agreements made between our executive Directors and our Company, the form and substance of each of the appointment letters made between each of our independent non-executive Directors with our Company and the form and substance of each of the employment contracts made between our Group and each of Mr. Michael Tung, Mr. Lo, Mr. Hou and Mr. Ricky Tung were approved.\n\n# 5. Reorganisation\n\nThe companies comprising our Group underwent a reorganisation to rationalise our Group’s structure in preparation for the listing of the Shares on the Stock Exchange, which involved the following:\n\n(a) on 21 September 2011, our Company was incorporated by Red Glory in the Cayman Islands under the Companies Law as an exempted company with an authorised share capital of HK\\$350,000 divided into 3,500,000 Shares. Upon its incorporation, one Share was allotted and issued for cash at par to the subscriber, which was transferred to Red Glory on the same day;\n\n(b) on 21 September 2011, Immense Ocean was incorporated in the BVI with limited liability with 50,000 authorised shares of US\\$1.00 each. On 14 October 2011, one share of US\\$1.00 was allotted and issued as fully paid at par by Immense Ocean to our Company, and Immense Ocean became our wholly-owned subsidiary since then;\n\n(c) on 1 June 2011, Win Source was incorporated in Hong Kong with limited liability with 10,000 authorised shares of HK\\$1.00 each. Upon its incorporation, one subscriber’s share was allotted and issued to Ready-Made Company Limited for"} +{"pdf_name": "9303560_519.pdf", "language": "en", "markdown": "cash at par of HK\\$1. On 20 June 2011, Ready-Made Company Limited transferred its one subscriber share in Win Source to Mr. Michael Tung for cash at the consideration of HK\\$1. On 29 November 2011, Mr. Michael Tung transferred its one share in Win Source to Immense Ocean for cash at a consideration of HK\\$1 and Win Source has become a wholly-owned subsidiary of Immense Ocean since then;\n\n(d) Several subsidiaries of our Company entered into a series of trademark transfer assignments in 2011 to acquire our Tian Wang, Balco and other trademarks relevant to our operation from an Independent Third-Party and certain other companies in which our Controlling Shareholders have interest. Details of such trademark transfer assignment are described in paragraphs (c) to (n) of the section headed “Further Information About The Business of Our Company – 10. Summary of material contracts” in this section;\n\n(e) on 1 June 2012, WMP and Win Source entered into a business transfer agreement, pursuant to which to Win Source acquired from WMP all the assets, rights and interests relating to our watch movement trading business, in particular comprising all fixed and moveable assets and property, cash and cash equivalent, contracts, accounts payable and receivables, goodwill, insurance policies, intellectual property rights, inventories, books and records, but excluding WMP’s equity interest in its subsidiaries and property interest in an office and warehouse situated in Tsuen Wan, Hong Kong (the “Business Assets”) at an aggregate consideration of HK\\$49,999.90, which was settled by our Company allotting and issuing to Red Glory (at the direction of WMP) 499,999 Shares, credited as fully paid. Such acquisition was completed on 1 June 2012;\n\n(f) on 1 June 2012, WMP and our Company entered into a share purchase agreement, pursuant to which Immense Ocean (at the direction of our Company) acquired from WMP the entire issued share capital of Win Sun, Gold Joy, Sky Sun, Gold Reach and Top World at an aggregate consideration of HK\\$614,273,655, representing their then aggregate net book value. Such consideration was settled by our Company allotting and issuing, credited as fully paid, to Red Glory (at the direction of WMP) an aggregate of 500,000 Shares; and\n\n(g) on 24 September 2012, Shenzhen Time Watch Management Consulting was established as a wholly-owned subsidiary of Tian Wang Shenzhen under the laws of the PRC with a registered capital of RMB6 million. Shenzhen Time Watch Management Consulting is principally engaged in sales and promotion of watches and related parts, brand marketing, administration and human resources management of our sales staff in the PRC.\n\nUpon completion of the Reorganisation, our Company became the holding company of our Group."} +{"pdf_name": "20750630_8.pdf", "language": "en", "markdown": "Fig. 7. Top panel: the 2 keV-emission \\( r _ { p e a k } \\) (\\( r _ { 9 0 } \\)) as a function of \\( \\mu \\) is represented in black (gray). The green shaded area qualitatively shows the inner radii, where the bulk of X-ray emission is supposed to come from according to X-ray reverberation and micro-lensing. For increas-ing \\( \\mu \\), the X-ray emission profile peaks at larger radii. Middle panel: for increasing \\( \\mu \\) the models obtain a slope of the \\( L _ { X } - L _ { U V } \\) closer to the observed one. The dark-green area represents the reference slope of the cleanest XXM-XXL (Appendix B), while the light-green refers to the slope quoted in LR17. Bottom panel: intrinsic scatter of the mock \\( L _ { X } - L _ { U V } \\) relations as a function of \\( \\mu . \\). The green area represents a ten-tative upper limit of the true scatter (Lusso & Risaliti 2016; Chiaraluce et al. 2018), that is only due to the physical properties of AGN. For simplicity, all panels show only the results obtained with a single \\( f _ { m a x } \\), corresponding to the highest \\( r ^ { 2 } \\)-score (e.g., Fig. 6), and fixed \\( \\alpha _ { 0 } = 0 . 0 2 \\).\n\n0.5 and 1, respectively4:\n\n\\[ \\begin{array} { l l r } { \\log < f > \\ = \\log f _ { m a x } } \\\\ { \\log < f > \\ = \\left( - 1 . 1 2 \\pm 0 . 2 4 \\right) \\ - \\left( 0 . 1 5 \\pm 0 . 0 2 \\right) \\, \\log \\dot { m } } \\\\ { \\ } & { \\qquad \\qquad + \\ ( 0 . 0 5 \\pm 0 . 0 3 ) \\, \\log m } \\\\ { \\log < f > \\ = \\left( - 1 . 8 2 \\pm 0 . 3 6 \\right) \\, - \\left( 0 . 2 7 \\pm 0 . 0 3 \\right) \\, \\log \\dot { m } } \\\\ { \\ } & { \\qquad \\qquad + \\ ( 0 . 0 7 \\pm 0 . 0 4 ) \\, \\log m } & { ( 1 4 ) } \\end{array} \\]\n\nwhere the steepest dependency from m˙ is obtained for larger \\( \\mu \\).\n\nThis test points in the same direction as the evidence of an X-ray bolometric correction increasing with the accretion rate (e.g. Wang et al. 2004; Vasudevan & Fabian 2007, 2009; Lusso et al. 2010; Young et al. 2010), although we refrain to compare this observable with our regressions (e.g. Wang et al. 2004; Cao 2009; Liu & Liu 2009; You et al. 2012; Liu et al. 2012, 2016a), due to the many more uncertainties in play when deriving bolo-metric luminosities in comparison to the quantities entering in the \\( L _ { X } - L _ { U V } \\) (see the discussion in Section 4.2).\n\n# 5.3. The scatter of the \\( L _ { X } - L _ { U V } \\)\n\nThe observed scatter of the \\( L _ { X } - L _ { U V } \\) for the sample used in this work is \\( \\sigma _ { i n t r } \\, = \\, 0 . 2 7 \\pm 0 . 0 1 \\) (Section 4.1). As a matter of fact, this value represents an upper limit to the intrinsic disper-sion inherent to the physics of the system, as the observed scat-ter is aected by a combination of instrumental and calibration issues, UV and X-ray variability, non-simultaneity of the multi-wavelength observations. A lot of eort has been put into trying to quantify as accurately as possible all these contaminants (e.g. Vagnetti et al. 2013; Lusso 2018, and references therein), with claims that the intrinsic scatter in the \\( L x \\)-\\( L _ { I I V } \\) relation is smaller than \\( \\lesssim \\, 0 . 1 8 \\mathrm { ~ - ~ } \\) 0.20 (Lusso & Risaliti 2016; Chiaraluce et al. 2018). Any successful model should be able to reproduce such a low scatter.\n\nFrom the examples of mock \\( L _ { X } - L _ { U V } \\) relations plotted in Fig. 5, it can already be seen that our models come with their one intrinsic scatter. In our methodology (Section 4.2), the modeled \\( \\dot { m } \\) was tuned to the observed \\( L _ { 3 0 0 0 \\mathring \\mathrm { A } } \\), hence the intrinsic scatter of the mock \\( L _ { X } - L _ { U V } \\) relations is simply the dispersion of the modeled \\( L _ { 2 k e V } \\), at a given m˙, due to dierent m and \\( \\Gamma \\). We show this more quantitatively in the bottom panel of Fig. 7. The mod-els dispersion varies with \\( \\mu \\) because changing the viscosity law induces a dierent logarithmic scatter in f(r) (see Fig. 1) and it also aects the distance (in gravitational radii) from which the bulk of the \\( L _ { 2 k e V } \\) is coming (see top panel of Fig. 7). The result-ing \\( \\sigma _ { i n t r } \\) of the models is likely a complex combination of these (and possible more) factors. All the models, with the exception of \\( \\mu \\)= 0, lie below the available observational constraints (Lusso& Risaliti 2016; Chiaraluce et al. 2018) of \\( \\lesssim 0 . 1 8 - \\) 0.20. This is another successful prediction of our model (see Section 3).\n\n# 5.4. A complete picture: the slope-normalization plane of the \\( L _ { X } - L _ { U V } \\)\n\nIn the previous Sections, we decomposed the match in either nor-malization or slope to have a better understanding on how our disk-corona models can relate to the observed \\( L _ { X } - L _ { U V } \\). How-ever, the goal would be to have a model that can fully encompass these observables. Hence, in Fig. 8 we display 1-, 2- and 3-sigma contours in the slope-normalization plane \\( { \\widehat { ( \\beta } } \\! - \\! { \\widehat { \\alpha } } ) \\) of the \\( L _ { X } \\! - \\! L _ { U V } \\) for both data and models. All regressions were performed with emcee normalizing both \\( L _ { X } \\) and \\( L _ { U V } \\) to the median value of XMM-XXL. The data contours are related to the cleanest XMM-XXL version (Appendix B) and to the RM-QSO sources5. Model contours are shown for \\( \\mu \\, = \\, [ 0 , 0 . 2 , 0 . 4 , 0 . 5 , 0 . 6 , 0 . 8 , 1 ] \\) using a\n\n---\n\n4 The distributions of mock \\( \\dot { m } \\) are very similar across the models, with median values (and related 16th and 84th percentiles) of \\( 0 . 1 6 _ { 0 . 0 4 } ^ { 0 . 6 9 } \\),\\( 0 . 1 5 _ { 0 . 0 5 } ^ { 0 . 6 5 } \\) and \\( 0 . 1 4 _ { 0 . 0 4 } ^ { 0 . 5 9 } \\) for \\( \\mu \\) = 0, 0.5 and 1, respectively. The tails include Eddington or even super-Eddington sources. We note that the uncer-tainty on the modeled \\( \\dot { m } \\), propagated through the ones in the observa-tions, is as large as \\( \\approx \\) \\( ( 1 \\ \\kappa ) \\) 5 \\( 4 \\alpha \\) x.\n\n5 XMM-XXL luminosities were obtained in L16 including a Balmer continuum component in the fit (refer to Shen & Liu 2012), although for the RM-QSO this component was switched o (Shen et al. 2018). For consistency, a rigid shift of −0.12 dex was applied to the RM-QSO \\( L _ { 3 0 0 0 \\delta } \\) (Shen & Liu 2012) for obtaining the contours displayed in Fig. 8."} +{"pdf_name": "20750630_9.pdf", "language": "en", "markdown": "A&A proofs: manuscript no. paper\\_disc\\_corona\\_LXvsLUV\n\nFig. 8. 1-, 2- and 3-sigma contours of the emcee regressions in the slope-normalization \\( ( { \\widehat { \\beta } } - { \\widehat { \\alpha } } ) \\) plane of the \\( L _ { X } - L _ { U V } \\) for both data and models, normalizing all \\( L _ { X } \\) and \\( L _ { I I V } \\) to the corresponding median val-ues of XMM-XXL. Dark green contours are related to the cleanest XMM-XXL sample (Appendix B) and the light green ones to the RM-QSO sources. The contour of the models are color coded for \\( \\mu \\) \\( = \\)\\( [ 0 , 0 . 2 , 0 . 4 , 0 . 5 , 0 . 6 , 0 . 8 , 1 ] \\), as shown in the legend. For simplicity, we report for each \\( \\mu \\) only results obtained with a single \\( f _ { m a x } \\), correspond-ing to the highest \\( r ^ { 2 } \\)-score, and fixed \\( \\alpha _ { 0 } = 0 . 0 2 \\). Models that reproduce the observed slope \\( _ { - } \\) are also the ones that show weaker coronae (lower normalization \\( \\widehat { \\alpha } \\)).\n\nsingle \\( f _ { m a x } \\), corresponding to the highest \\( r ^ { 2 } \\)-score (e.g., Fig. 6) for each \\( \\mu \\), and a fixed \\( \\alpha _ { 0 } = 0 . 0 2 \\), for simplicity.\n\nFig. 8 shows that models reproducing the observed slope, namely the ones with higher \\( \\mu \\) (as in middle panel of Fig. 7), are also the ones that show weaker coronae (lower normalization \\( \\bar { \\alpha } \\) b) and overly extended \\( L _ { 2 k e V } \\)-emission (i.e. higher \\( r _ { p e a k } \\) and \\( r _ { 9 0 } \\), top panel of Fig. 7).\n\n# 5.5. The 3D plane: \\( L _ { X } \\) vs \\( L r r \\) vs m\n\nAs shown by LR17, the \\( L _ { X } - L _ { U V } \\) relation for AGN is rather a three-dimensional problem, with the mass (or its proxy given by the full-width half-maximum of broad emission lines) playing a significant role as well. The observed \\( L _ { X } - L _ { U V } - m \\) plane from XMM-XXL can be fit by:\n\n\\[ \\begin{array} { c } { { \\log L _ { 2 k e V } - 2 5 = ( - 0 . 9 1 \\pm 0 . 1 3 ) + ( 0 . 3 9 \\pm 0 . 0 3 ) ( \\log L _ { 3 0 0 0 \\hat { \\mathbf { A } } } - 2 5 ) } } \\\\ { { + \\left( 0 . 2 3 \\pm 0 . 0 4 \\right) ( \\log m - 7 ) } } \\\\ { { ( 1 5 ) } } \\end{array} \\]\n\nand the mock \\( L _ { X } - L _ { U V } - m \\) from models with \\( \\mu \\)= 0, 0.5 and 1, respectively:\n\n\\[ \\begin{array} { c } { { \\log L _ { 2 k e V } - 2 5 = ( - 3 . 4 9 \\pm 0 . 1 5 ) + ( 1 . 0 8 \\pm 0 . 0 3 ) ( \\log L _ { 3 0 0 0 \\AA } - 2 5 ) } } \\\\ { { - \\, ( 0 . 2 7 \\pm 0 . 0 3 ) ( \\log m - 7 ) } } \\\\ { { { } } } \\\\ { { \\log L _ { 2 k e V } - 2 5 = ( - 2 . 4 1 \\pm 0 . 1 5 ) + ( 0 . 7 3 \\pm 0 . 0 1 ) ( \\log L _ { 3 0 0 0 \\AA } - 2 5 ) } } \\\\ { { + \\, ( 0 . 0 1 3 \\pm 0 . 0 0 4 ) ( \\log m - 7 ) } } \\\\ { { { } } } \\\\ { { \\log L _ { 2 k e V } - 2 5 = ( - 2 . 2 8 \\pm 0 . 0 8 ) + ( 0 . 5 7 \\pm 0 . 0 2 ) ( \\log L _ { 3 0 0 0 \\AA } - 2 5 ) } } \\\\ { { { } } } \\\\ { { + \\, ( 0 . 1 4 \\pm 0 . 0 2 ) ( \\log m - 7 ) } } \\end{array} \\]\n\nFig. 9. Same as Fig. 8, with the addition of empty contours for \\( \\mu \\)=0.4, 0.5 and 0.6 (color coded in the legend) obtained with maximally spinning black holes (i.e. with \\( \\epsilon _ { 0 } = 0 . 3 \\) and \\( r _ { 0 } \\, = \\, 1 . 2 4 r _ { g } \\). The dashed lines connect them to the non-spinning analogous realizations. Dark-red density spots represent the location of the center of dierent contours of the standard \\( \\mu \\) = 0.5 case, in which the only dierence is the adoption of \\( \\eta \\) (downward scattering component) varying among 0.4, 0.5 and 0.6, going from higher to lower \\( \\widehat { \\alpha } \\), respectively.\n\nThe comparison in the 3D plane states that the exact dependency is not obtained by any of the models, with \\( \\mu \\) = 1 being the clos-est in qualitatively retrieving the coecients for \\( L _ { 3 0 0 0 \\mathring { \\mathrm { A } } } \\) and m. We note that the mass is taken from the observations, thus this mismatch states that the luminosities in the model do not depend on the mass in the correct way.\n\n# 5.6. The impact of the accretion efficiency\n\nThroughout this work we adopted an eciency \\( \\epsilon _ { 0 } = 0 . 0 5 7 \\), typ-ical of non-rotating black holes (e.g. Shapiro 2005), for sim-plicity. Nonetheless, a high spin seems to be preferred to model the blurred relativistic iron line, detected both in the local Uni-verse (Nandra et al. 2007; Reynolds 2013) and up to \\( z \\sim \\) 4 (e.g. Baronchelli et al. 2018). Moreover, flux-limited samples are known to be biased in preferentially detecting high-spinning black holes (Brenneman et al. 2011; Vasudevan et al. 2016), sim-ply because they are brighter than their non-rotating analogous (see Reynolds 2019).\n\nThen, we tested the model using maximally-spinning black holes, with radiative eciency 0.3 and ISCO down to \\( r _ { 0 } = \\)\\( 1 . 2 4 r _ { g } \\)(Thorne 1974). This has a major impact on the normal-ization axis of the \\( L _ { X } - L _ { U V } . \\). Everything else in the source being equal, in a spinning black hole matter can be accreted down to smaller distances with respect to their non-rotating companions, thus the accretion power in the system is much higher. As a mat-ter of fact, changing the radiative eciency has an impact on the numerical equation that regulates f(r): for the same m and \\( \\dot { m } \\) and \\( r > \\) 3 the values of f is higher, and the transition radius between \\( P _ { r a d } - \\) and \\( P _ { g a s } \\)-dominated regions moves at lower radii. This self-consistently aects the disk equations via the \\( ( 1 - \\tilde { f } ) \\) factor (see Appendix A), hence the surface temperature is de-creased at higher radii, where most of the disk emission at 3000Åcomes from. Then, the modeled \\( \\dot { m } \\) value needed to match the observed \\( L _ { 3 0 0 0 \\mathring \\mathrm { A } } \\) is higher (see Section 4.2) and, consequently, \\( L _ { 2 k e V } \\propto f Q _ { + } \\) is higher."} +{"pdf_name": "2590296_47.pdf", "language": "en", "markdown": "
项目上期
归属于母公司所有者权益少\n数\n股\n东\n权\n益所有者权益
股本其他权益工具资本 \n公积减：\n库存\n股其\n他\n综\n合\n收\n益专\n项 \n储\n备盈余 \n公积一\n般\n风\n险\n准\n备未分配利润
优\n先\n股永\n续\n债其\n他
一、上年期末余额6,000,000.007,978,159.70930,123.818,371,114.2523,279,397.76
加：会计政策变更
前期差错更正
同一控制下企业合并
其他
二、本年期初余额6,000,000.007,978,159.70930,123.818,371,114.2523,279,397.76
三、本期增减变动金额（减\n少以“－”号填列）1,741,331.599,671,984.3511,413,315.94
（一）综合收益总额17,413,315.9417,413,315.94
（二）所有者投入和减少资\n本
1．股东投入的普通股
2．其他权益工具持有者投入\n资本
3．股份支付计入所有者权益\n的金额
4．其他
"} +{"pdf_name": "2590296_48.pdf", "language": "en", "markdown": "
（三）利润分配1,741,331.59-7,741,331.59-6,000,000.00
1．提���盈余公积1,741,331.59-1,741,331.59
2．提取一般风险准备
3．对所有者（或股东）的分\n配-6,000,000.00-6,000,000.00
4．其他
（四）所有者权益内部结转
1.资本公积转增资本（或股\n本）
2.盈余公积转增资本（或股\n本）
3.盈余公积弥补亏损
4.设定受益计划变动额结转\n留存收益
5.其他
（五）专项储备
1．本期提取
2．本期使用
（六）其他
四、本年期末余额6,000,000.007,978,159.702,671,455.4018,043,098.6034,692,713.700
\n\n
法定代表人：于涛主管会计工作负责人：陶慧隽会计机构负责人：陶慧隽
"} +{"pdf_name": "4035373_66.pdf", "language": "en", "markdown": "
3-4 年 120.224.00 元 \n4-5 年 993.314.00 元
广东灏盈基金管理有限公司非关联方3,556,100.001 年以内10.33
张梦非关联方2,156,000.001 年以内6.26
朱东恩非关联方1,950,000.001 年以内5.66
中昌汇金融资租赁（深圳）有\n限公司非关联方928,544.001 年以内2.70
合计17,260,593.7750.13
\n\n# （五） 存货及跌价准备\n\n
项目期末数期初数
账面余额跌价准备账面价值账面余额跌价准备账面价值
原材料8,327,344.398,327,344.397,774,627.427,774,627.42
在产品982,105.32982,105.32423,150.26423,150.26
库存商品3,385,752.683,385,752.683,033,413.893,033,413.89
发出商品20,343,430.1420,343,430.1422,987,219.5522,987,219.55
合计33,038,632.5333,038,632.5334,218,411.1234,218,411.12
\n\n# （六） 长期股权投资\n\n
被投资单位期初数增减变动
追加投资减少投资权益法下确认\n的投资损益其他综合\n收益调整其他权益\n变动
长沙高盛奥莎投资管理\n中心（有限合伙）4,454,236.68
合计4,454,236.68
\n\n续：\n\n
被投资单位增减变动期末数减值准备期末余额
宣告发放现金��\n利或利润计提减值\n准备其他
长沙高盛奥莎投资管\n理中心（有限合伙）4,454,236.68
合计4,454,236.68
\n\n# （七） 固定资产\n\n# 固定资产情况\n\n
项目房屋建筑物机器设备运输工具电子设备办公设备及\n其他合计
一、账面原值
（1）期初数22,815,623.9921,389,570.682,530,087.10387,293.0482,403.9947,204,978.80
（2）本期增加\n金额580,341.87184,300.002,920.00767,561.87
本期购置580,341.87184,300.002,920.00767,561.87
"} +{"pdf_name": "4035373_67.pdf", "language": "en", "markdown": "
在建工程转入
企业合并增加
（3）本期减少\n金额
处置或报废
企业合并减少
（4）期末数22,815,623.9921,969,912.552,714,387.10387,293.0485,323.9947,972,540.67
二、累计折旧
（1）期初数2,882,897.858,611,054.242,083,614.72305,633.4968,573.0113,951,773.31
（2）本期增加\n金额449,080.031,168,870.2341,351.435,288.60347.101,664,937.39
本期计提449,080.031,168,870.2341,351.435,288.60347.101,664,937.39
企业合并增加
（3）本期减少\n金额
（4）期末数3,331,977.889,779,924.472,124,966.15310,922.0968,920.1115,616,710.70
三、减值准备
（1）期初数
（2）本期增加\n金额
本期计提
其他
（3）本期减少\n金额
处置或报废
其他
（4）期末数
四、账面价值\n合计
期末数19,483,646.1112,189,988.08589,420.9576,370.9516,403.8932,355,829.97
期初数19,932,726.1412,778,516.44446,472.3881,659.5513,830.9833,253,205.49
\n\n1．2018 年 1-6 月计提折旧额 1,664,937.39 元。\n\n# 2．期无在建工程转入固定资产情况。\n\n3．本报告期内抵押的固定资产。\n\n
被抵押资产名称权属证明
"} +{"pdf_name": "11779165_90.pdf", "language": "en", "markdown": "
Attributable to owners of the CompanyNon-\ncontrolling \ninterestTotal \nequity
Share \ncapitalShare \npremiumConvertible \nbondsShare option \nreserveMerger \nreserve \n(Note 20(a))Other \nreserves \n(Note 20(b))Exchange \nreserveAccumulated \nlossesTotal
US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000
Balance at 1 April 20181,18847,75238,9541,096(63,808)13,636(567)(18,919)19,3324,29023,622
Comprehensive (loss)/income
Profit for the year———————10,09010,090(18)10,072
Other comprehensive loss
Currency translation differences——————(2,865)—(2,865)(284)(3,149)
Total comprehensive (loss)/income——————(2,865)10,0907,225(302)6,923
Transactions with owners in their \ncapacity as owners
Employee share option scheme:
— Exercise of share options81,336—(388)————956—956
Conversion of convertible bond255,575——————5,600—5,600
Balance at 31 March 20191,22154,66338,954708(63,808)13,636(3,432)(8,829)33,1133,98837,101
\n\nThe accompanying notes are an integral part of this consolidated financial statements."} +{"pdf_name": "11779165_91.pdf", "language": "en", "markdown": "
Attributable to owners of the CompanyNon-\ncontrolling \ninterestTotal \nequity
Share \ncapitalShare \npremiumConvertible \nbondsShare option \nreserveMerger \nreserve \n(Note 20(a))Other \nreserves \n(Note 20(b))Exchange \nreserveAccumulated \nlossesTotal
US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000
Balance at 1 April 20191,22154,66338,954708(63,808)13,636(3,432)(8,829)33,1133,98837,101
Comprehensive (loss)/income
Loss for the year———————(10,209)(10,209)233(9,976)
Other comprehensive loss
Currency translation differences——————(2,039)—(2,039)(202)(2,241)
Total comprehensive loss——————(2,039)(10,209)(12,248)31(12,217)
Balance at 31 March 20201,22154,66338,954708(63,808)13,636(5,471)(19,038)20,8654,01924,884
\n\nThe accompanying notes are an integral part of this consolidated financial statements."} +{"pdf_name": "3458862_317.pdf", "language": "en", "markdown": "obtaining prior authorization from the Company or any other member of the Company Group: (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by the U.S. Securities and Exchange Commission (the “SEC”) or any other governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to an employee individually from any Governmental Authority; (iii) testifying, participating or otherwise assisting in an action or proceeding by any Governmental Authorities relating to a possible violation of law, including providing documents or other confidential information to Governmental Authorities; or (iv) receiving an award for information provided to the SEC or any other Governmental Authority. This Agreement shall not be construed or applied to require Employee to obtain prior authorization from the Company or any other member of the Company Group before engaging in any of the foregoing conduct referenced in this Section 6.1(c), or to notify the Company of having engaged in any such conduct.\n\n# 6.2 Nature of Business.\n\n(a) Acknowledgment of Competitive Business. Executive acknowledges and agrees that the Company is engaged in a highly competitive industry and must protect its Confidential Information against unauthorized use or disclosure that would irreparably harm the Company’s interests. Executive recognizes that the disclosure by the Company to Executive of certain of its Confidential Information will be necessary and useful to Executive in the performance of Executive’s job duties for the Company under this Agreement. As a result, Executive will have access to Confidential Information that could be used by the Company’s competitors in a manner which would irreparably harm the Company’s competitive position in the marketplace.\n\n(b) Acknowledgment of Need for Protection. Executive further acknowledges and agrees that it would be virtually impossible for Executive to ignore all knowledge of the Company’s Confidential Information if Executive were to engage in competition with the Company. It is, therefore, reasonable and proper for the Company to protect against the intentional or inadvertent use of such Confidential Information. Accordingly, Executive agrees that restrictions on competition and soliciting the Company’s customers or employees during Executive’s employment under this Agreement and for a reasonable period of time thereafter are appropriate and necessary for the protection of the Company’s Confidential Information, goodwill, and other legitimate business interests.\n\n# ARTICLE VII\n\n# NON-SOLICITATION AND NON-COMPETITION\n\n7.1 Non-Solicitation and Non-Competition. Ancillary to the agreements to provide Executive with the Confidential Information as set forth above, and in order to aid in the enforcement of those agreements and as a condition of Executive’s employment hereunder, Executive agrees that, during the Term and for a period of two (2) years after the termination of Executive’s employment with the Company (or, in the event Executive is entitled to the payments and benefits described in Section 4.3(c) hereof, for a period of one (1) year after"} +{"pdf_name": "3458862_318.pdf", "language": "en", "markdown": "termination of Executive’s employment with the Company) (as applicable, the “Prohibited Period”), Executive will:\n\n(a) refrain from carrying on or engaging in the Business in the Restricted Area. Executive agrees and covenants that, because the following conduct would effectively constitute carrying on or engaging in the Business, Executive will not, and Executive will cause Executive’s affiliates not to, in the Restricted Area during the Prohibited Period: directly or indirectly, own, manage, operate, join, become an employee of, control or participate in or be connected with any business, individual, partnership, firm, corporation or other entity which engages in the Business;\n\n(b) refrain from, and cause Executive’s affiliates to refrain from, soliciting or causing to be solicited any customer of the Company that was a customer of the Company in the Restricted Area during the period when Executive was employed by the Company; and\n\n(c) refrain from, and cause Executive’s affiliates to refrain from, engaging or employing or soliciting or contacting with a view to the engagement or employment of, any person who is an officer or employee of the Company.\n\n7.2 Exception for Equity Ownership. Notwithstanding the restrictions contained in Section 7.1, Executive or any of Executive’s affiliates may own (a) less than five percent (5%) of any equity security registered under the Exchange Act, in any entity engaged in the Business, provided that neither Executive nor Executive’s affiliates has the power, directly or indirectly, to control or direct the management or affairs of any such entity and is not involved in the management of such entity, and (b) those equity investments owned by Executive as of the date of this Agreement as previously disclosed in writing to and agreed by the Board.\n\n7.3 Exception Within Certain States. Notwithstanding the restrictions contained in Section 7.1, within those areas of the State of Oklahoma that are within the Restricted Area (the “Oklahoma Restricted Area”), the restrictions in Sections 7.1(a) and 7.1(b) shall not apply after Executive’s employment with the Company has ended but before the Prohibited Period has expired; provided, however, that at no point during the Prohibited Period shall Executive, within the Oklahoma Restricted Area, solicit goods, services or a combination of goods and services from any established customer of the Company. Further, within those areas of the States of California or North Dakota that are within the Restricted Area, the restrictions contained in Section 7.1(a) and Section 7.1(b) shall not apply following the date that Executive is no longer employed by the Company and, during such period, Section 7.1(c) shall be applied within the States of California and North Dakota only to prohibit Executive from, directly or indirectly, soliciting or contacting with a view to the engagement or employment of, any person who is an officer or employee of the Company or otherwise directly or indirectly interfering with or raiding the Company’s employees.\n\n# ARTICLE VIII\n\n# SURVIVAL OF COVENANTS, ENFORCEMENT OF COVENANTS AND REMEDIES\n\n8.1 Survival of Covenants. Executive acknowledges and agrees that Executive’s covenants in Articles V, VI and VII, and those provisions necessary to interpret and enforce them, shall survive the termination of this Agreement, and the existence of any claim or cause"} +{"pdf_name": "2544273_47.pdf", "language": "en", "markdown": "
类别年初余额
账面余额坏账准备账面价值
金额比例\n（%）金额计提比例\n（%）
按信用风险特征组合计提坏账准\n备的其他应收款81,177.00100.0081,177.00
其中：低风险组合81,177.00100.0081,177.00
账龄分析组合
单项金额不重大但单独计提坏账\n准备的其他应收款
合计81,177.00100.0081,177.00
\n\n# ②其他应收款按款项性质分类情况\n\n
款项性质期末账面余额年初账面余额
备用金102,599.0072,885.00
保证金8,292.00
其他344.10
往来款项8,180,000.01
合计8,282,943.1181,177.00
\n\n# 5、存货\n\n# （1）存货分类\n\n
项目期末余额
账面余额跌价准备账面价值
原材料3,657,105.5040,277.233,616,828.27
周转材料70,327.131,569.7268,757.41
产成品1,932,249.9469,644.251,862,605.69
发出商品348,631.99348,631.99
合计6,008,314.56111,491.205,896,823.36
\n\n（续）\n\n
项目年初余额
账面余额跌价准备账面价值
原材料3,168,129.5740,277.233,127,852.34
在产品61,573.711,569.7260,003.99
"} +{"pdf_name": "2544273_48.pdf", "language": "en", "markdown": "
项目年初余额
账面余额跌价准备账面价值
库存商品1,549,018.7869,644.251,479,374.53
周转材料574,955.65574,955.65
合计5,353,677.71111,491.205,242,186.51
\n\n# （2）存货跌价准备\n\n
项目年初余额本期增加金额本期减少金额期末余额
计提其他转回或转销其他
原材料40,277.2340,277.23
周转材料1,569.721,569.72
产成品69,644.2569,644.25
合计111,491.20111,491.20
\n\n# 6、其他流动资产\n\n
项目期末余额年初余额
预缴企业所得税0.01
待摊费用206,573.1420,200.80
合计206,573.1520,200.80
\n\n# 7、固定资产\n\n
项目期末余额年初余额
固定资产5,016,984.855,166,082.38
固定资产清理
合计5,016,984.855,166,082.38
\n\n# （1）固定资产\n\n# ①固定资产情况\n\n
项目房屋及建筑物机器设备运输设备办公及研发设备合计
一、账面原值
1、年初余额7,228,819.603,066,508.90622,222.861,220,992.8912,138,544.25
2、本期增加金额156,595.8715,727.63172,323.50
（1）购置156,595.8715,727.63172,323.50
3、本期减少金额
（1）处置或报废
4、期末余额7,228,819.603,066,508.90778,818.731,236,720.5212,310,867.75
二、累计折旧
"} +{"pdf_name": "11795505_7.pdf", "language": "en", "markdown": "Figure 5. Observed spectral energy distribution of GRB 160625B (points) at late times, interpolated as necessary to the indicated dates, and the best fits given by boxfit (lines) at indicated participation fraction \\( \\xi \\), using an constant CBM density profile. Data denoted by grey points are ignored in the fitting (see text).\n\nwith spectra produced by boxfit at these epochs. The power-law slope of the SED, \\( \\beta \\), between the optical (r) and X-ray (5 keV) bands, steepens slightly over time, from −0.79 ± 0.02 between 3 and 10 d to −0.86 ± 0.04 at 141 d. This is steeper than −0.65, expected from \\( p \\approx \\) 2.3 implied by the early optical and X-ray light curves (see Section 4.2.1) for \\( \\nu < \\nu _ { c } \\), but shallower than−1.15, which is expected for \\( \\nu > \\nu _ { c } \\). Alexander et al. (2017) obtain an early X-ray spectral slope similar to this, \\( \\beta _ { X } = - 0 . 8 6 _ { - 0 . 1 0 } ^ { + 0 . 0 9 } \\), and explain this as \\( \\nu _ { c } \\) being lo-catedj ust below the X-ray band. However, according to the UKSSDC Swift Burst Analyser11 the X-ray pho-ton index \\( \\Gamma _ { X } \\) (and thus the spectral slope in X-ray) does not significantly evolve over the first 30 d but stays around ∼ 1.8, after which the spectrum seems to flatten to \\( \\Gamma _ { X } \\sim \\)\\( 1 . 1 \\). This feature may not be real, though, as the Burst Analyzer light curve deviates much more from a clean power law when this is used in flux calculation– thus we assume a constant \\( \\Gamma _ { X } \\) 12. If \\( \\nu _ { c } \\) was initially just below X-ray and changed as \\( \\nu _ { c } \\propto t ^ { - 1 / 2 } \\), one would expect the spectrum to instead steepen over time to its \\( \\nu \\gg \\nu _ { c } \\) value. We discuss this evolution further in Sec-tion 4.2.1.\n\nFigure 6. Observed F160W (extinction-corrected), X-ray and interpolated 6 and 9 GHz light curves of the afterglow of GRB 160509A (points) and our power law fits including the broken power laws described by Eq. 1 (lines). The red triangle is the upper limit of the F160W flux at 24.8 d. X-ray flux densities from Swift/XRT (solid triangles) and Chan-dra/ACIS-S (open triangles) are reported at 5 keV. Both choices of \\( \\omega \\) fit the late light curve equally well. The early light curve exhibits a shallower decay and another break, and thus points before \\( 4 \\times 1 0 ^ { 4 } \\) s (grey) are ignored.\n\n# 3.2. GRB 160509A\n\nIt was noted in Laskar et al. (2016) that the host galaxy of GRB 160509A contributes substantially to the\n\n---\n\n11 http://www.swift.ac.uk/burst analyser/00020667/12 The post-break X-ray slope would not change by changing \\( \\Gamma _ { x } \\) at the latest Swift points, as Chandra points would be affected equally – but \\( t _ { j , \\mathrm { X } } \\) could be delayed."} +{"pdf_name": "11795505_8.pdf", "language": "en", "markdown": "optical and infrared photometry, and that the event oc-curred behind a significant amount of extinction in the host galaxy. In order to estimate the host galaxy extinc-tion along the line of sight to the GRB, we removed the foreground Galactic reddening of \\( E ( B - V ) \\) = 0.2519 mag (Schlafly & Finkbeiner 2011) using the Cardelli et al. (1989) law, and assumed a \\( f _ { \\nu } \\propto \\nu ^ { \\beta } \\) SED, where \\( \\beta = - \\) 0.6 (consistent with \\( \\nu < \\nu _ { c } \\) and \\( p \\approx \\) 2.2, deter-mined based on the X-ray spectrum and light curve by Laskar et al. 2016). For the host, we assume the Pei (1992) extinction law for the Small Magellanic Cloud (SMC), as both Kann et al. (2006) and Schady et al. (2012) found the extinction curve in the SMC consis-tent with their samples. We fitted the observed optical-infrared SED simultaneously at two epochs, corrected using this extinction curve, to find the required extinc-tion correction to match \\( \\beta = - \\) 0.6. The GRB flux in the \\( g ^ { \\prime } \\) band at 1 d was estimated by subtracting the observed flux at 28 d (\\( g ^ { \\prime } = 2 5 . 3 9 \\pm \\) 0.12; Laskar et al. 2016) from the flux at 1.0 d \\( ( g ^ { \\prime } = 2 5 . 0 3 \\pm \\) 0.15; Cenko et al. 2016). The host is assumed to dominate at 28 d due to the flatness of the light curve even after the X-ray break. In the J band, we subtracted the flux of the host galaxy measured in the HST F110W filter (using a 1 arcsec aperture) from the flux at 1.2 d (\\( J \\approx \\) 19.7;Tanvir et al. 2016). The \\( r ^ { \\prime } \\) band was not included in the SED, as the late and early fluxes are consistent within 1 \\( \\sigma \\) (Cenko et al. 2016; Laskar et al. 2016). Our F110W and F160W observations at 35.3 d made up the other epoch to be fitted simultaneously. The resulting host extinction is \\( A _ { V } = 2 . 8 \\pm 0 . 1 \\) mag in the rest-frame (this is somewhat lower than the result obtained by Laskar et al. 2016, using an afterglow model fit where the host flux was a free parameter). Using the Pei (1992) law, the extinction correction in F160W (approximately i-band in the rest frame) is thus 1.5 mag. In the Milky Way, the adopted \\( N _ { \\mathrm { H , i n t } } = 1 . 5 2 \\times 1 0 ^ { 2 2 } \\) \\( \\mathrm { c m ^ { - 2 } } \\) would cor-¨respond to \\( A _ { V } \\approx 6 . 9 \\) mag (G¨uver & Ozel2009), sug-gesting a low \\( A _ { V } / N _ { H } \\) ratio for Milky Way standards but higher than that of most GRB hosts. This ratio is consistent with the \\( A _ { V } \\) vs. \\( N _ { H } / A _ { V } \\) relation in Kr¨uhler et al. (2011). As in the case of GRB 160625B, we com-bined our Chandra data of GRB 160509A with the data from the Swift/XRT light curve repository converted to 5 keV flux densities.\n\nThe CIRCE H-band fluxes were converted to the nar-rower F160W filter assuming \\( \\beta \\, = \\, - \\) 0.6. The F160W and X-ray data and our power-law fits are presented in Figure 6, and the parameters of the fits are listed in Table 7. For our power law fits we ignore the data points before \\( \\sim | \\)\\( \\mathbf { i } \\cdot \\mathbf { j } \\) 5 d \\( ( 4 \\times 1 0 ^ { 4 } \\) s), as the early X-ray light curve may contain a plateau and/or a flare; see Figure Table 7. Parameters of the best smooth broken power law fits to the GRB 160509A X-ray light curve.\n\n
Parameter\\( \\omega \\) = 3\\( \\omega \\) = 10
\\( t _ { j , \\mathrm { X } } \\)3.2 \\( \\pm \\) 0.9 d 3.7 \\( \\pm \\) 0.8 d
\\( _ { \\alpha 1 , \\mathrm { x } } \\)−1.06 ± 0.10−1.20 ± 0.06
\\( \\alpha _ { 2 , \\mathrm { X } } \\)−1.98 ± 0.10−1.96 ± 0.09
Reduced \\( \\chi ^ { 2 } \\)0.840.85
\n\n6. In this case the smooth- and sharp-break scenarios give similar results: the best fit for the post-break de-cline for \\( \\omega \\) = 3 is \\( \\alpha _ { 2 , \\mathrm { X } } = - 1 . 9 8 \\pm 0 . 1 0 \\) and for \\( \\omega \\) = 10,\\( \\alpha _ { 2 , \\mathrm { X } } \\, = \\, - 1 . 9 6 \\pm 0 . 0 9 \\). Thej et-break times, 3.2 \\( \\pm \\) 0.9 d and 3.7 \\( \\pm \\) 0.8 d, respectively, are consistent with each other as well.\n\nIn the radio, we obtained the fluxes at 6 and 9 GHz at the epochs earlier than 79.9 d by power-law interpolation between observed fluxes – our measurements at 36.9 d and those published in Laskar et al. (2016) at earlier times. We then fitted a single power law to the points where the reverse shock should no longer dominate the radio flux (i.e. \\( \\geq \\) 10 days; Laskar et al. 2016). The resulting decline slopes are \\( \\alpha _ { \\mathrm { 6 G H z } } \\, = \\, - 0 . 9 1 \\pm 0 . 1 1 \\) and \\( \\alpha _ { 9 \\mathrm { G H z } } = - 0 . 9 2 \\pm 0 . 1 3 \\). Since the reverse shock may still be contributing a non-negligible fraction of the flux at 10 d, we also performed the fit without this epoch. The results are consistent but less constraining: \\( \\alpha _ { \\mathrm { 6 G H z } } = \\)−1.07 ± 0.18 and \\( \\alpha _ { 9 \\mathrm { { G H z } } } \\; = \\; - 0 . 9 2 \\pm 0 . 2 1 \\). The slopes at other frequencies between 5 and 16 GHz, fitted from 10 to 20 d, are all consistent with these, ranging from−0.80 ± 0.10 (7.4 GHz) to −1.02 ± 0.04 (8.5 GHz). In F160W and/or H, we only have two points and an upper limit; therefore we simply measure the decline assuming a single power law. As the first point at 5.8 d is after thej et break time we obtained from the X-ray fit, there should be no significant deviation from a single power law. The measured decline is \\( \\alpha _ { 2 , \\mathrm { F 1 6 0 W } } = - 2 . 0 9 \\pm 0 . 1 0 \\), consistent within 1 \\( \\sigma \\) with the X-ray decline.\n\nUsing boxfit, we again fitted the light curve at three different values of \\( \\xi \\): 1, 0.1 and 0.01. As with the power-law fits, the X-ray points before 0.6 d were ignored, since boxfit cannot accommodate continuous energy injec-tion. Radio points with a significant reverse shock con-tribution were also ignored (i.e. \\( < \\) 10 d; at frequencies \\( < \\) 5 GHz also 10.03 d; see Laskar et al. 2016). We ran boxfit with the boosted-frame wind-like CBM model (with both strong and medium boost) and a lab-frame model with ISM-like CBM, as the lack of optical data makes it difficult to distinguish between different CBM profiles (although the ISM scenario is tentatively favored by Laskar et al. 2016). However, as shown in Figure 7, our fits in a wind CBM do not reproduce thej et break"} +{"pdf_name": "20780994_330.pdf", "language": "en", "markdown": "
Location\n地點Stage of \ncomlpetion\n完工狀況Expected \ncomlpetion date\n預計完工日期Site area/Gross \nfloor area \n佔地面積╱\n建築面積Type of use\n用途Gr’oups\ninterest\n集團權益
PROPERTIES HELD FOR DEVELOPMENT: (Continued)\n持有作發展物業：（續）
A parcel of land in Tie Ji Village,\nHong Shan District, Wuhan,\nThe Peol’es Reblhppuic of Cina\n中華人民共和國\n武漢市洪山區\n鐵機村之一塊土地Under\nconstruction\n建造中December 2022\n(Phase VI)\n二零二二年十二月\n（第六期）390,000 sq.m./\n1,731,000 sq.m.\n390,000平方米╱\n1,731,000平方米Office/\nCommercial/\nResidential\n辦公室╱\n商業╱住宅68%
A parcel of land in Ma Chi Lu,\nDong Xi Hu District, Wuhan,\nThe Peol’es Reblhppuic of Cina\n中華人民共和國\n武漢市東西湖區\n馬池路之一塊土地Under\nconstruction\n建造中June 2021 \n二零二一年六月59,000 sq.m./\n297,000 sq.m.\n59,000平方米╱\n297,000平方米Commercial/\nResidential\n商業╱住宅55%
Four parcels of land\nin Tu Hu Cun Xia Liao, Danshui,\nHuiyang District, Huizhou,\nGuandgong Province,\nThe Peol’blipes Repuc of China\n中華人民共和國\n廣東省惠州市\n惠陽區淡水\n土湖村下寮地段之\n四塊土地Under\nconstruction\n建造中January 2022\n(Phase IV)\n二零二二年一月\n（第四期）187,000 sq.m./\n863,000 sq.m.\n187,000平方米╱\n863,000平方米Residential \n住宅70%
A parcel of land at east of\nCheng Dong Lu and South of\nTan Jia Ling Dong Lu,\nLi Zhou Jie Dao,\nYu Yao County,\nZhejiang Province,\nThe Peol’es Reblhppuic of Cina\n中華人民共和國\n浙江省\n余姚市\n梨洲街道\n城東路以東及譚家岭東路以南之\n一塊土地Under\nconstruction\n建造中June 2018 \n二零一八年六月208,000 sq.m./\n622,000 sq.m.\n208,000平方米╱\n622,000平方米Commercial/\nResidential\n商業╱住宅100%
"} +{"pdf_name": "20780994_331.pdf", "language": "en", "markdown": "
Location\n地點Stage of \ncomlpetion\n完工狀況Expected \ncomlpetion date\n預計完工日期Site area/Gross \nfloor area \n佔地面積╱\n建築面積Type of use\n用途Gr’oups\ninterest\n集團權益
PROPERTIES HELD FOR DEVELOPMENT: (Continued)\n持有作發展物業：（續）
Four parcels of land\nin Bei Da Huai Shu reigon,\nHuaiiDiyn strict,\nJinan, Shandong Province,\nThe P’eolpes Relihipubc of Cna\n中華人民共和國\n山東省濟南市\n槐蔭區北大槐樹片區之\n四塊土地Under\nconstruction\n建造中October 2019 \n二零一九年十月89,000 sq.m./\n502,000 sq.m.\n89,000平方米╱\n502,000平方米Commercial/\nResidential\n商業╱住宅85%
A parcel of land at south of\nHua Yuan Lu,\neast of Hua Xian Chang Lu, Lixia District,\nJinan, Shandong Province,\nThe Peol’es Reblhppuic of Cina\n中華人民共和國\n山東省濟南市\n歷下區\n花園路南側\n化纖廠路東側之\n一塊土地Under\nconstruction\n建造中October 2018 \n二零一八年十月112,000 sq.m./\n419,000 sq.m.\n112,000平方米╱\n419,000平方米Residential \n住宅80%
Four parcels of land at east of Hua Xi Da Dao,\nNan Ming District,\nGuiyang, Guizhou Province,\nThe Peol’es Reblhppuic of Cina\n中華人民共和國\n貴州省貴陽市\n南明區花溪大道東側\n之四塊土地Under\nconstruction\n建造中May 2021 \n二零二一年五月248,000 sq.m./\n1,566,000 sq.m.\n248,000平方米╱\n1,566,000平方米Commercial/\nResidential\n商業╱住宅51%
"} +{"pdf_name": "20732404_34.pdf", "language": "en", "markdown": "
“Main Board”the stock exchange (excluding the option market)\noperated by the Stock Exchange which is independent\nfrom and operated in parallel with the Growth Enterprise\nMarket of the Stock Exchange. For the avoidance of\ndoubt, the Main Board excludes the Growth Enterprise\nMarket
“Memorandum” or\n“Memorandum of Association”the eihhdgt amende and restated memorandum of\nassociation of the Company adopted by special resolution\non October 8, 2019 with effect from Listing, as amended\nfrom time to time, a summary of which is set out in the\nsection headed “Appendix IV – Summary of the\nConstitution of the Company and Cayman Companies\nLaw”
“MOFCOM”the Ministry of Commerce of the PRC (中華人民共和國\n商務部)
“NDRC”the National Development and Reform Commission (國\n家發展和改革委員會)
“NMPA”National Medical Products Administration (國家藥品監\n督管理局) and its predecessor, the China Food and Drug\nAdministration (國家食品藥品監督管理總局)
“Nomination Committee” the nomination committee of the Board
“Ocean Prominent”Ocean Prominent Limited (越揚有限公司), a limited\nliability company incorporated in the BVI on March 18,\n2014, and one of the Com’pans subsidiyaries
“Offer Price”the final Hong Kong dollar price per Offer Share (before\nbrokerage of 1%, SFC transaction levy of 0.0027% and\nStock Exchange trading fee of 0.005%) at which Shares\nare to be subscribed or purchased pursuant to the Global\nOffering, which will be not more than HK$8.95 and is\nexpected to be not less than HK$8.18, to be determined as\ndescribed in “Structure of the Global Offering – (E)\nPricing of the Global Offering” in this prospectus
“Offer Share(s)”the Hong Kong Offer Shares and the International\nOffering Shares, where relevant, with any Shares being\nissued pursuant to the exercise of the Over-allotment\nOption
"} +{"pdf_name": "20732404_35.pdf", "language": "en", "markdown": "
“Over-allotment Option”the option to be granted by our Company to the Joint\nGlobal Coordinators (on behalf of the International\nUnderwriters) under the International Underwriting\nAgreement pursuant to which our Company may be\nrequired by the Joint Global Coordinators to allot and\nissue up to 37,548,000 additional Shares, representing\napproximately 15% of the Offer Shares initially available\nunder the Global Offering, at the Offer Price to cover\nover-allocations in the International Offering, details of\nwhich are described in the section headed “Structure of\nthe Global Offering” in this prospectus
“Over-allotment Shares”up to 37,548,000 Shares which our Company may be\nrequired to issue at the Offer Price pursuant to the\nOver-allotment Option
“PRC Legal Advisor”Commerce & Finance Law Offices
“Pre-IPO Incentivisation Plans” the 2015 Pre-IPO Incentivisation Plan, the 2016 Pre-IPO\nIncentivisation Plan and the 2018 Pre-IPO Incentivisation\nPlan, the principal terms of which are set out in the\nsection headed “Appendix V – Statutory and General\nInformation – Pre-IPO Incentivisation Plans”
“Pre-IPO Investments”the subscription of 55,500,000 Series A Preferred Shares,\n125,976,000 Series B Preferred Shares, 145,506,500\nSeries C Preferred Shares, and 205,262,271 Series D\nPreferred Shares by the Pre-IPO Investors at an aggregate\nconsideration of approximately US$244 million pursuant\nto the Series A and B Share Purchase Agreement, Series\nB Agreements, Series C Share Purchase Agreement,\nSeries D1 Share Purchase Agreement and Series D2\nShare Purchase Agreement, further information on which\nis set forth in the section headed “History, Development\nand Corporate Structure – Pre-IPO Investment” in this\nprospectus
“Pre-IPO Investors”the Series A Preferred Shareholder, the Series B Preferred\nShareholders, the Series C Preferred Shareholders and the\nSeries D Preferred Shareholders
"} +{"pdf_name": "9221512_69.pdf", "language": "en", "markdown": "# KEY AUDIT MATTERS (continued)\n\n
Impairment assessment of intangible assets, construction in progress (“CIP”) and property, plant \nand equipment (“PP&E”) of Full Gold
Refer to notes 14, 15, 16 to the consolidated financial statements and the accounting policies on page \n80.
The Key Audit MatterHow the matter was addressed in our audit
Due to the increasing uncertainty about the \noperational environment of a cash-generating unit \n(“CGU”), Full Gold Mining Limited Liability \nCompany (“Full Gold”), a subsidiary of the Group, \nwhich incorporated in and has operations in the \nKyrgyz Republic, there is a risk that the value of \nthe intangible assets, CIP and PP&E of Full Gold \nmay not be recoverable in full through the future \ncash flows to be generated from its mining \noperations or from disposal of these assets.\nFull Gold held intangible assets (excluding \nexploration and evaluation assets) totalling RMB96 \nmillion, CIP totalling RMB9 million and PP&E \ntotalling RMB178 million as at 31 December 2020.\nThe recoverable amount of the cash generating \nunit which included Full Gold was determined by \nmanagement as the greater of the value in use \nand the fair value less cost of disposal of the \nassets of Full Gold. A discounted cash flow \nforecast was prepared by management to \ndetermine the value in use.\nWe identified the impairment assessment of the \nintangible assets, CIP and PP&E of Full Gold as a \nkey audit matter because the impairment \nassessment prepared by management is complex \nand contains certain judgements and assumptions, \nparticularly in relation to future gold prices, the \nlong-term growth rate and the discount rate \napplied, which are inherently uncertain and may be \nsubject to management bias.Our audit procedures to assess potential impairment of \nthe intangible assets, CIP and PP&E of Full Gold \nincluded the following:\n• engaging our internal valuation specialists to assist \nus in evaluating the methodology used by \nmanagement in the preparation of the discounted \ncash flow forecast with reference to the \nrequirements of the prevailing accounting \nstandards;\n• comparing the future gold prices used in the \ndiscounted cashflow forecast with gold futures \ncontract prices in the market;\n• comparing data in the discounted cashflow forecast \nwith the relevant data, including future revenue, \nfuture cost of sales and future other operating \nexpenses, in the budget which was approved by \nthe Board of Directors;\n• comparing the revenue and operating costs \nincluded in discounted cashflow forecast prepared \nin the prior year with the current year’s \nperformance of Full Gold to assess how accurate \nthe prior year’s discounted cashflow forecast was \nand making enquiries of management as to the \nreasons for any significant variations identified;\n• with the assistance of our internal valuation \nspecialists, assessing whether the discount rate \napplied in the discounted cashflow forecast was \nwithin the range adopted by other companies in \nthe same industry;
"} +{"pdf_name": "9221512_70.pdf", "language": "en", "markdown": "# KEY AUDIT MATTERS (continued)\n\n
Impairment assessment of intangible assets, construction in progress (“CIP”) and property, plant \nand equipment (“PP&E”) of Full Gold
Refer to notes 14, 15, 16 to the consolidated financial statements and the accounting policies on page \n80.
The Key Audit MatterHow the matter was addressed in our audit
• comparing the long-term growth rate adopted in \nthe discounted cashflow forecast with those of \ncomparable companies and external market data; \nand\n• obtaining from management sensitivity analyses of \nthe key assumptions, including future gold prices, \nfuture production quantities and future gross profit \nmargins, adopted in the discounted cashflow \nforecast prepared by management and assessing \nthe impact of changes in the key assumptions to \nthe conclusions reached in the impairment \nassessments and whether there were any \nindicators of management bias.
\n\n# INFORMATION OTHER THAN THE CONSOLIDATED FINANCIAL STATEMENTS AND AUDITOR’S REPORT THEREON\n\nThe Directors are responsible for the other information. The other information comprises all the information included in the annual report, other than the consolidated financial statements and our auditor’s report thereon.\n\nOur opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.\n\nIn connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.\n\nIf, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard."} +{"pdf_name": "9276901_336.pdf", "language": "en", "markdown": "
附註貴集團貴公司
於6月30日於2012年 \n9月30日於2012年 \n6月30日於2012年\n9月30日
2010年2011年2012年
千港元千港元千港元千港元千港元千港元
流動負債
貿易應付賬款及\n應付票據2281,69189,501120,354113,621––
其他應付款項及\n應計費用2251,93181,35673,50191,10113,59014,196
應付一家中間控股\n公司款項2326,85328,250––––
應付一名董事款項23––33,48333,204––
應付同系附屬公��\n款項2361,69952,177316–––
應付附屬公司款項17––––9,90912,162
應付股息17–––16,290–16,290
稅項負債12,35913,85019,15426,807––
融資租賃責任
－一年內到期24236171––––
銀行借款25186,450193,449285,520273,279––
財務擔保負債32(i)––4,0003,500––
421,219458,754536,328557,80223,49942,648
流動資產（負債）淨值27,007185,232376,798427,498(17,974)1,767
總資產減流動負債298,014481,967436,095485,95848,75368,494
"} +{"pdf_name": "9276901_337.pdf", "language": "en", "markdown": "
附註貴集團貴公司
2010年於6月30日 \n2011年2012年於2012年 \n9月30日於2012年 \n6月30日於2012年\n9月30日
千港元千港元千港元千港元千港元千港元
資本及儲備
股本26––100100100100
儲備17277,069452,015377,019420,37548,65368,394
貴公司擁有人應佔權益277,069452,015377,119420,47548,75368,494
非控股權益12,45816,41337,82939,451––
權益總額289,527468,428414,948459,92648,75368,494
非流動負債
融資租賃責任\n－一年後到期24274103––––
遞延稅項負債278,21313,43621,14726,032––
8,48713,53921,14726,032––
298,014481,967436,095485,95848,75368,494
"} +{"pdf_name": "11695155_98.pdf", "language": "en", "markdown": "
Notes \n附註2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
Non-current assets 非流動資產
Plant and equipment 廠房及設備194,39115,291
Interests in associates 於聯營公司權益226,12928,807
Interests in joint ventures 於合營企業權益23212,525221,623
Deposits paid 已付按金21–20,000
Contingent consideration receivable 應收或然代價24–4,731
223,045290,452
Current assets 流動資產
Inventories 存貨251,2623,290
Trade and other receivables 貿易及其他應收款項2636,08542,243
Deposits paid 已付按金2120,000–
Held-for-trading investments 持作買賣投資28411–
Bank balances and cash 銀行結餘及現金292,3882,547
60,14648,080
Current liabilities 流動負債
Trade and other payables 貿易及其他應付款項30117,83596,762
Other borrowings 其他借貸3170,50069,200
Obligations under finance 融資租賃承擔
leases – current portion －即期部分32569611
Convertible bonds 可換股債券3397,781325,307
Derivative financial liability 衍生金融負債27–17,785
286,685509,665
Net current liabilities 流動負債淨額(226,539)(461,585)
Total assets less current liabilities 總資產減流動負債(3,494)(171,133)
Non-current liabilities 非流動負債
Obligations under finance 融資租賃承擔
leases – non-current portion －非即期部分328701,585
Promissory notes payable 應付承兌票據34–18,925
Deferred income 遞延收入40–127
87020,637
Net liabilities 負債淨值(4,364)(191,770)
"} +{"pdf_name": "11695155_99.pdf", "language": "en", "markdown": "
Notes \n附註2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
Cailpta and reserves 資本及儲備
Share cailpta 股本3552,8365,284
Reserves 儲備(54,642)(195,659)
Equity attributable to owners 本公司擁有人應佔權益\nof the Company(1,806)(190,375)
Non-controlling interests 非控股權益(2,558)(1,395)
Total deficits 總虧絀(4,364)(191,770)
\n\nThe consolidated financial statements on pages 96 to 238 were approved and authorised for issue by the board of directors on 27 March 2017 and are signed on its behalf by:\n\n第96至238頁之綜合財務報表已於二零一七年三月二十七獲董事會批准及授權刊發，並由下列人士代表簽署︰\n\n
Yu Sau Lai \n余秀麗Lam Raymond Shiu Cheung\n林兆昌
Director \n董事Director\n董事
"} +{"pdf_name": "9307839_269.pdf", "language": "en", "markdown": "# OVERVIEW\n\nWe are a diversified IPP in Asia in terms of fuel type and geography, with a portfolio of gas-fired, coal-fired, oil-fired, hydro, cogen and fuel cell power generation projects and a steam project in the PRC and Korea. As of April 30, 2014, our clean and renewable energy projects, namely gas-fired, hydro and fuel cell projects, accounted for approximately 51.6% of our attributable installed capacity, and our conventional power projects, namely coal fired, oil-fired and cogen projects, accounted for approximately 48.4% of our attributable installed capacity. For the four months ended April 30, 2014, our clean and renewable energy projects contributed 71.0% of our revenue and our conventional energy and steam projects contributed 29.0% of our revenue. In addition, on August 20, 2014 and September 15, 2014, we entered into separate Operation and Management Services Framework Agreements with CGN Energy and Huamei Holding, respectively, which outline the terms of the management services we provide to hydro (including pumped storage), coal-fired, cogen and wind power projects in which the CGN Energy and Huamei Holding have interests (including the Disposal Group).\n\nAs of April 30, 2014, we had 14 operating power generation projects with a consolidated installed capacity of 2,867.8 MW and an attributable installed capacity of 3,659.5 MW and one steam project in our portfolio. For the years ended December 31, 2011, 2012 and 2013 and for the four months ended April 30, 2014, our net electricity generated amounted to 5,618 GWh, 6,225 GWh, 7,116 GWh and 2,020 GWh, respectively. As of the Latest Practicable Date, one power generation project is under construction and is expected to contribute an additional attributable installed capacity of 18.0 MW to our power project portfolio by the end of 2014. In addition, our business includes providing management services to power projects owned by CGN. We provide management services to 23 operating power generation projects in which CGN Energy and Huamei Holding have interests with an attributable installed capacity of 5,831.6 MW, three of which are under expansion, which together with an additional four power generation projects that are either under construction or will commence construction, are expected to contribute an additional attributable installed capacity of 454.9 MW to projects under management between 2014 and 2018. We also provide management services to XTI, an investment holding company holding some of the above mentioned projects in which Huamei Holding has interests.\n\nWe focus on acquiring clean and renewable power generation projects while continuing our own greenfield and brownfield developments to deliver solid returns and create shareholder value. Positioned as CGN’s sole global platform for development and operation of non-nuclear clean and renewable power generation projects, we intend to selectively acquire clean and renewable power generation projects with solid returns from CGN with an aggregate installed capacity of 3.0 GW to 5.0 GW in several batches within the next four years by exercising our acquisition rights under the non-competition deed given by CGN in our favor. We intend to undertake the first batch of acquisition before the end of 2015 and other batches from 2015 to 2018, subject to compliance with applicable regulatory requirements and the Listing Rules. For additional details, see “Relationship with CGN Group” and “Business – Power Project Pipeline”.\n\nFor the years ended December 31, 2011, 2012 and 2013 and for the four months ended April 30, 2014, our revenue was U.S.\\$754.7 million U.S.\\$932.4 million, U.S.\\$1,037.3 million and U.S.\\$311.2 million, respectively, and our profit for the year/period attributable to the owner of our Company was U.S.\\$11.3 million, U.S.\\$29.0 million, U.S.\\$55.3 million and U.S.\\$15.8 million, respectively.\n\nSince our Company’s establishment in 1995, we have grown significantly in the PRC and Korea and intend to continue this growth through additional development and acquisitions. Our pipeline comprises the proposed acquisition of a wind project in the PRC as well as clean and renewable energy"} +{"pdf_name": "9307839_270.pdf", "language": "en", "markdown": "projects for which we are currently in preliminary stages of negotiations. For details of our power projects in operation, under construction and in our pipeline, see “Business – Our Power Projects in Operation,” “Business – Our Power Projects in the PRC,” “Business – Our Power Projects in Korea,” “Business – Our Power Projects Under Construction/Expansion” and “Business – Power Project Pipeline”.\n\n# KEY FACTORS AFFECTING OUR RESULTS OF OPERATIONS AND FINANCIAL CONDITION\n\nOur results of operations, financial condition and future prospects have been and will continue to be, affected by a number of factors, including those set out below.\n\n# Fuel costs and fuel supply\n\nOur non-renewable energy power projects require supplies of coal, oil and gas as fuel. Fuel costs represent a significant portion of our operating expenses and the operating expenses of our associates. The amount of our fuel costs corresponded to 69.3%, 73.2%, 71.0% and 66.1% of our revenue for the years ended December 31, 2011, 2012 and 2013 and for the four months ended April 30, 2014, respectively, and 57.8%, 56.7%, 48.6% and 39.7% of the revenue of our associates for the years ended December 31, 2011, 2012 and 2013 and for the four months ended April 30, 2014, respectively. The extent to which our profit is ultimately affected by the cost of fuel depends on our ability to pass through fuel costs to our customers as set out under the relevant regulatory guidelines and the terms of our PPA for a particular project, as we currently do not hedge our exposure to fuel price fluctuations. Our fuel costs are also affected by the volume of electricity generated because the coal consumption rate of coal-fired and cogen power projects decrease when we generate more electricity as a result of economies of scale. In the PRC, government tariff regulations limit our ability to pass through changes in fuel costs. For a discussion of PRC tariff regulations, see “– Tariffs” and “Appendix V – Summary of Principal Legal and Regulatory Provisions in the PRC and Korea – PRC Regulatory Overview –Business Operation – On-grid tariffs” and “Appendix V – Summary of Principal Legal and Regulatory Provisions in the PRC and Korea”. In Korea, however, the Yulchon I Power Project PPA allows us to contractually incorporate fuel cost fluctuations in the tariff charged to our customer. See “Business –Our business – Offtake arrangements”. In addition, any shortage of fuel supply for a particular power project may decrease our utilization hours, and as a result, our net generation and results of operations.\n\nThe following table sets out the weighted average gas and standard coal and average oil prices applicable to our projects in the PRC and Korea, exclusive of VAT for the periods indicated:\n\n
For the year ended December 31,For the four months\nended April 30,
20112012201320132014
PRC weihdgte average gas price\n3((1)(2)(3)RMB perNm)........1.7861.8591.8611.8132.048
PRC weihdgte average standard coal\nprice (RMB per ton)(1) ........992905757810729
Korea weihdgte average gas price\n3((1)(4)KRW perNm)..........723802797807864
Korea average oil price (KRW per\nLiter)(5) .................1,3451,6401,4991,5351,456
"} +{"pdf_name": "20750690_742.pdf", "language": "en", "markdown": "income tax rate (25%), except for the enterprises which enjoy preferential tax treatments. According to the Notice on Transition Preferential Treatment Policy Relating to Implementation of Enterprise Income Tax which become effective on January 1, 2008, for enterprises that originally enjoyed a preferential tax treatment with fixed periods of exemptions and reductions, such as “Two years of exemption, Three years of reduction by 50%” and “Five years of exemption, Five years of reduction by 50%”, they shall continue to enjoy these preferential treatments and terms under the original tax levy law, administrative regulations and regulations even upon implementation of the Enterprise Income Tax Law until the expiration of such treatments. However, for enterprises which have yet to see profits and hence been unable to enjoy the preferential tax treatment, the preferential period for them will start to calculate from the year 2008.\n\nOn April 11, 2008, the State Administration of Taxation issued a Notice on the Payment of Income Tax of Property Development Enterprises . This Notice stipulated that for the enterprises which prepay the income tax on quarterly or monthly basis according to their yearly profit, the profit will be calculated from the pre-sale income and adjusted based on the actual profit after the completion of the property.\n\n# Business Tax\n\nUnder the PRC Interim Regulation on Business Tax of 1993, as amended in 2008, services in mainland China are subject to business tax. Taxable services include sale of real property in mainland China. Business tax rate is between 3% to 20% depending on the type of services provided. Sale of real properties and other improvements on the land attract a business tax at the rate of 5% of the turnover of the selling enterprise payable to the relevant local tax authorities.\n\nPursuant to the Notice of the SAT on Business Tax of the Land Use Right Reclaimed to the Land Owner issued on March 27, 2008 , when the land user returns the land use rights to the land owner, the business tax can be exempted.\n\nOn January 27, 2011, the Ministry of Finance and the State Administration of Taxation issued the Notice on Adjusting the Policy of Business Tax on Re-sale of Personal Residential Properties , which states that, business tax is imposed on the full amount of the sale income, upon the transfer a residence by an individual within five years from the purchase date. For the transfer of non-ordinary residence which is more than five years from the purchase date, the business tax is to be levied on the difference between the sale income and the purchase price. In the case of an ordinary residence, the business tax is exempted if that transfer occurs after five years from the purchase date. It also states that from January 27, 2011 Notice on Adjusting Policy of Business Tax on Re-sale of Personal Residential Properties issued on December 22, 2009 shall cease to be effective.\n\n# Land Appreciation Tax\n\nUnder the PRC Interim Regulation on Land Appreciation Tax of 1993 and its implementing rules of 1995, LAT applies to both domestic and foreign investors in real properties"} +{"pdf_name": "20750690_743.pdf", "language": "en", "markdown": "in mainland China, irrespective of whether they are corporate entities or individuals. The tax is payable by a taxpayer on the appreciation value derived from the transfer of land use rights, buildings or other facilities on such land, after deducting the “deductible items” that include the following:\n\n• payment made to acquire land use rights;\n\n• costs and charges incurred in connection with land development;\n\n• construction costs and charges in the case of newly constructed buildings and facilities;\n\n• assessed value in the case of old buildings and facilities;\n\n• taxes paid or payable in connection with the transfer of land use rights, buildings or other facilities on such land; and\n\n• other items allowed by the Ministry of Finance.\n\nThe tax rate is progressive and ranges from 30% to 60% of the appreciation value as compared to the “deductible items” as follows:\n\n
Appreciation valueLAT rate
Portion not exceeding 50% of deductible items . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30%
Portion over 50% but not more than 100% of deductible items . . . . . . . . . . . . . . . . . . .40%
Portion over 100% but not more than 200% of deductible items . . . . . . . . . . . . . . . . . .50%
Portion over 200% of deductible items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .60%
\n\nExemption from LAT is available to the following cases:\n\n• Taxpayers constructing ordinary residential properties for sale (i.e. the residences built in accordance with the local standard for general residential use, excluding deluxe apartments, villas, resorts etc.), where the appreciation amount does not exceed 20% of the sum of the deductible items;\n\n• Real estate taken over and repossessed according to laws due to the construction requirements of the state;\n\n• Due to redeployment of work or improvement of living standard, transfers by individuals of originally self-used residential properties, provided that the transferor has occupied the property as his or her residence for five years or longer and has obtained the relevant tax authority’s approvals.\n\nAccording to the Notice on the Levy and Exemption of Land Appreciation Tax for Development and Transfer Contracts signed before January 1, 1994 issued by the Ministry of Finance and the State Administration of Taxation in January 1995, the LAT regulation does not apply to the following transfers of land use rights:\n\n• real estate transfer contracts signed before January 1, 1994; and"} +{"pdf_name": "9233537_41.pdf", "language": "en", "markdown": "On the other hand, if revenue from our Connected Customers further increase, over-reliance on Connected Customers may affect our operational independency, as such Connected Customers, many of which are controlled by one or more of our Directors or Controlling Shareholders, may be able to exert excessive influence on us. For details, please see the section ‘‘Relationship with Controlling Shareholders’’.\n\n# Labour shortages or increases in labour costs could harm our business, reduce our profitability and slow our growth.\n\nExperienced professional staff and other labour are important for the operation of our businesses, and therefore, our success depends in part on our ability to attract, retain and motivate a sufficient number of qualified engineers, construction workers and the engagement of subcontractors for certain labour intensive works. Qualified individuals in the relevant industries are in short supply and competition for workers is intense.\n\nAny future inability to recruit and retain qualified individuals may delay the completion of our works and could result in deduction of liquidated and ascertained damages from the contract sum payable to our Group. Any such delays could have a material adverse effect on our business and results of operations. In addition, competition for qualified construction workers could also require us to pay higher wages, which could result in higher labour costs. For example, in Macau, given that it only has a total population of slightly above half a million and there have been a large number of construction projects in recent years, the labour market in Macau has been tight and average labour costs in Macau have increased significantly.\n\nMoreover, the minimum wage requirement in Hong Kong has increased and can continue to increase our labour costs in the future. The salary level of construction workers in Hong Kong has been increasing in the past several years. As for the PRC market, there was an increase in labour cost over the past few years and the average annual wage of employees in the PRC construction industry is expected to continue to increase in the coming years. Some of our revenues, in particular in the E&M Engineering Segment, are generated from agreements with terms over one year. Most of such agreements do not contain labour cost adjustment mechanism, and we may fail to anticipate or may be unable to transfer the full impact of the increase in labour cost to our customers in the relevant agreements with such mechanism. In such or other cases, we may not be able to increase our prices in order to pass these increased labour costs on to our customers for contracts without price adjustments, in which case our business and results of operations would be negatively affected.\n\n# Any change or deterioration of our relationship with, and the performance of, ourj oint venture partners and third party service providers may have an adverse impact on our business operation and reputation.\n\nFor the operations of our E&M Engineering Segment, we often formj oint ventures with other companies in the E&M engineering industry to tender for and carry out the E&M engineering works in major construction projects. We also engage third-party service providers as our subcontractors to perform certain, generally more labour-intensive parts, of the E&M engineering works. Any change or deterioration of our relationship with, and the performance of, such third-parties may have adverse impact on our business operation and reputation\n\n# . We are dependent on subcontractors, and in some projects our joint venture partners, to implement certain contracts.\n\nWe are dependent on subcontractors to implement certain contracts in our E&M Engineering Segment. As we generally do not sign any long term contracts with our major subcontractors, there is no assurance that they will be able to continue to provide services to our Group at prices acceptable to us or whether we can maintain our relationship with them in the future. In the event that any of the"} +{"pdf_name": "9233537_42.pdf", "language": "en", "markdown": "major subcontractors is unable to provide the required services to us and we are unable to obtain alternative providers on similar or more favourable terms, or if the costs for them to provide those required services increase substantially, our business, results of operations and profitability may be adversely affected.\n\nFor the E&M engineering works for major construction projects, we often formj oint ventures with other companies to tender for and carry out the E&M engineering works. There is no assurance that our existingj oint venture partners will continue to cooperate with us to continue to tender for and perform E&M engineering works for future projects, or on terms that are favourable or acceptable to us. If we are unable to cooperate with appropriatej oint venture partners, we may not have sufficient resources to participate in major construction projects, or if we are engaged in such projects as the sole contractor or a subcontractor, we will have to bear significant risks in relation to such projects.\n\nWe are not able to monitor the performance of our subcontractors or joint venture partners or their respective staff as directly and efficiently as with our own staff. If a subcontractor fails to provide services as required under a contract or aj oint venture partner fails to perform its responsibility as agreed, we may be required to procure other companies to perform these services on a delayed basis or at a higher price than anticipated, which could impact our profitability. If a subcontractor’s performance does not meet our standards or if aj oint venture partner’s performance does not meet the requirements which the relevant joint venture has agreed to, the quality of the project may be affected, which could harm our reputation and potentially expose us to litigation and damage claims. We may also need to undertake remedial works and therefore may increase our costs and adversely affect business and results of operations.\n\n# . Responsibility for quality of services provided by third party service providers.\n\nUnder the terms of the contracts between our customers and us, we would not be relieved from any obligation or liability in respect of the performance of the third party service providers, and we would be responsible for the acts, defaults or neglects of them. We cannot assure you that the services rendered by any of our third party service providers will always be satisfactory or meet our customers’ quality and safety standards and timing requirement. If the performance of any third party service provider is not up to the standard required by our customers, we may need to replace such third party service provider or take other actions to remedy the situation, which could adversely affect the cost and progress of our projects and may have an adverse impact on our reputation and our ability to obtain new contracts.\n\n# . We may incur potential liabilities arising from defaults of our third party service providers.\n\nAs the principal contractor, we may be liable to settle the outstanding wages of the employees of our third-party service providers, including self-employed ones, pursuant to the Employment Ordinance and liable to pay compensation to the injured employees of our third party service providers pursuant to the Employees’ Compensation Ordinance. Given the above, any defaults or neglects on the part of the third party service providers may also have an adverse impact on our profitability and financial conditions as we might be liable for any such defaults or neglects. Any of these factors could have a material adverse effect on our business, financial conditions and results of operations.\n\n# . Potential competition with joint venture partners and subcontractors.\n\nSmall-scale third party service providers may expand their business operations by accumulating work experience, improving their financial strength and diversifying their scope of services over time. Such small-scale subcontractors may become sizable and achieve a market reputation in the future that may be comparable to us. Our joint venture partners, who may often be our direct competitors,"} +{"pdf_name": "20793861_103.pdf", "language": "en", "markdown": "For purposes of this Section 5, Executive acknowledges and agrees that Asbury conducts business in the Area and that the Area is a reasonable geographic limitation.\n\nNotwithstanding anything to the contrary contained in this Agreement, Asbury hereby agrees that the foregoing covenant shall not be deemed breached as a result of the passive ownership by Executive of: (i) less than an aggregate of 5% of any class of stock of a business that competes with Asbury;or (ii) less than an aggregate of 10% in value of any instrument of indebtedness of a business that competes with Asbury. Asbury further agrees that nothing in this Section 5 prohibits Executive from accepting employment from, and performing services for, businesses engaged in the finance industry, and businesses engaged in the manufacturing and/or sale of automobile parts or the provision of automotive service, provided such businesses do not also engage in the retail of automobiles within the Area. By way of example, nothing in this Section 5 would prohibit Executive from working with such businesses as American General Finance, NAPA Auto Parts, or Goodyear.\n\nWithin one day of the end of Executive’s employment with Asbury for any reason, Executive agrees to re-confirm his commitment to the post-employment restrictive covenants in this Agreement. Executive further agrees that, as part of that re-confirmation, the term “Area” and Exhibit A hereto may be amended by Asbury, but only to the extent necessary to list the addresses of Asbury’s headquarters and any automotive dealerships that Asbury owns and/or operates as of the last day of Executive’s employment with Asbury.\n\n# 6. Construction/Enforcement of Post-Employment Covenants\n\nExecutive agrees that the provisions of Sections 3, 4, and 5 are reasonable and properly required for the adequate protection of the business and the goodwill of Asbury. However, if a judicial determination is made that any of the provisions of Sections 3, 4 or 5 constitutes an unreasonable or otherwise unenforceable restriction against Executive, such provision(s) shall be modified or severed so as to permit enforcement of the provision(s) to the extent reasonable.\n\n# 7. Violation of Post-Employment Covenants\n\nExecutive agrees that, in the event of a material breach by Executive of any Section of this Agreement, including Sections 3, 4, or 5, Asbury shall be entitled to: (i) inform all potential or new employers of such breach; (ii) cease payments and benefits that would otherwise be made pursuant to Section 1 above (and in lieu of such payments and benefits pay Executive five hundred dollars (\\$500.00)); (iii) obtain injunctive relief and damages, including reasonable attorney’s fees; and (iv) recover the amounts paid to Executive under this Agreement (other than the above-referenced \\$500.00) during any period of material breach by Executive. To the extent that Executive is determined through agreement or resolution of any pending claim to not have violated any covenant at issue, he shall receive any and all severance that has not been paid under the Agreement and/or which was recovered from Executive under this Section 7.\n\n# GENERAL PROVISIONS\n\n# A. Employment is At Will\n\nExecutive and Asbury acknowledge and agree that Executive is an “at will” employee, which means that either Executive or Asbury may terminate the employment relationship at any time, for any reason, with or without cause or notice, and that nothing in this Agreement shall be construed as an express or implied contract of employment.\n\n# B. Execution of Release\n\nExecutive agrees that, as a condition to the receipt of the Severance Pay and other compensation and insurance benefits described in Section 1 above, Executive shall execute a release of all claims against Asbury (and its corporate parents, subsidiaries, franchisors, franchisees, management companies, divisions, and affiliates) and the past, present and future officers, directors, agents, officials, employees, insurers and attorneys of Asbury (and its corporate parents, subsidiaries, franchisors, franchisees, management companies, divisions, and affiliates) arising out of Executive’s employment or the end of his employment with Asbury, such release to not be revoked by Executive and to completely waive and release any claim of discrimination, harassment or wrongful discharge under local, state or federal law.\n\n# C. Alternative Dispute Resolution\n\nAny disputes arising under or in connection with this Agreement shall be resolved by binding arbitration before an arbitrator (who shall be an attorney with at least ten years’ experience in employment law) in the city where Executive was employed with Asbury and in accordance with the rules and procedures of the most recent employment rules of the American Arbitration"} +{"pdf_name": "20793861_104.pdf", "language": "en", "markdown": "Association. Each party may choose to retain legal counsel and shall pay its own attorneys’fees, regardless of the outcome of the arbitration. Executive may be required to pay a filing fee limited to the equivalent cost of filing in the court of jurisdiction. Asbury will pay the fees and costs of conducting the arbitration. Judgment upon the award rendered by the arbitrator may be entered in any court of jurisdiction.\n\n# D. Non-Disparagement\n\nExecutive agrees not to make any disclosures, issue any statements or otherwise cause to be disclosed any information which is designed, intended or might reasonably be anticipated to disparage Asbury, its officers or directors, its business, services, products, technologies and/or personnel. Nothing in this section is intended, nor shall be construed, to: (i) prohibit Executive from any communications to, or participation in any investigation or proceeding conducted by, any governmental agency with jurisdiction concerning the terms, conditions and privileges of employment or jurisdiction over Asbury’s business; (ii) interfere with, restrain, or prevent Executive’s communications regarding the terms and conditions of employment; or (iii) prevent Executive from otherwise engaging in any legally protected activity.\n\n# E. Other Provisions\n\n(a) This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of Executive and Asbury, including any successor to or assign of Asbury.\n\n(b) Upon the end of Executive’s employment with Asbury for any reason, the provisions of this Agreement shall survive to the extent necessary to give effect to the provisions herein, including Sections 3, 4 and 5.\n\n(c) The headings and captions are provided for reference and convenience only and shall not be considered part of this Agreement.\n\n(d) Executive also covenants to reasonably cooperate with Asbury if Executive is needed as a witness in any litigation or legal matters involving Asbury.\n\n(e) Any notice or other communication required or permitted to be delivered under this Agreement shall be (i) in writing, (ii) delivered personally, by nationally recognized overnight courier service or by certified or registered mail, first-class postage prepaid and return receipt requested, (iii) deemed to have been received on the date of delivery or on the third business day after mailing, and (iv) addressed as follows (or to such other address as the party entitled to notice shall later designate in accordance with these terms):\n\n
If to Asbury:Asbury Automotive Group, Inc.\nc/o The Office of the General Counsel\n2905 Premiere Parkway, Suite 300\nDuluth, GA 30097
If to Executive:To the most recent address of Executive set forth in the personnel records of Asbury.
\n\n(f) This Agreement supersedes any and all prior agreements between Asbury and Executive relating to payments upon Termination of employment or Severance Pay and may only be modified in a writing signed by Asbury and Executive.\n\n(g) This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia.\n\n(h) All payments hereunder shall be subject to any required withholding of federal, state, local and foreign taxes pursuant to any applicable law or regulation.\n\n(i) If any provision of this Agreement shall be held invalid or unenforceable, such holding shall not affect any other provisions, and this Agreement shall be construed and enforced as if such provisions had not been included. No provision of this Agreement shall be waived unless the waiver is agreed to in writing and signed by Executive and the Chief Human Resources Officer of Asbury. No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party shall be considered a waiver of any other condition or provision or of the same condition or provision at another time."} +{"pdf_name": "8351178_575.pdf", "language": "en", "markdown": "# APPENDIX I ACCOUNTANT’S REPORT\n\n# II. NOTES TO THE HISTORICAL FINANCIAL INFORMATION—continued\n\n# 39 Related party transactions—continued\n\n# (c) Year end balances with related parties—continued\n\nAll the balances with related parties above were unsecured and repayable within one year.\n\n# (d) Loans to related parties\n\n
As of December 31,As of March 31,
20152016201720172018
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Loans to associates:
At theb eiignnng of the year ........................— \n76,46374,32974,32962,143
Loans advanced ..................................82,90098,0921,500— \n50,000
Loans repaid ....................................(7,217)(102,953)(14,000)(11,000)(53,874)
Interest charged . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8875,7323,481894771
Interest received ..................................(107)(3,947)(1,845)(507)(773)
Currency translation differences . . . . . . . . . . . . . . . . . . . . .— \n942(1,322)(120)— \n
At the end of the year/period ........................76,46374,32962,14363,59658,267
\n\n# (e) Loans from related parties\n\n
As of December 31,As of March 31,
20152016201720172018
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Loans from associates:
At theb eiignnng of the year .......................— \n31,18450,87350,87351,336
Loans received .................................31,15619,425— \n— \n— \n
Loans repaid ...................................— \n— \n— \n— \n(9,250)
Interest charged . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28264463116159
Interestp aid ...................................— \n— \n— \n— \n— \n
At the end of the year/period ......................31,18450,87351,33650,98942,245
\n\n# (f) Key management compensation\n\n
Year ended December 31,Three months ended\nMarch 31,
20152016201720172018
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Salaries .......................................7,1123,7746,1131,6924,053
Discretionarby onuses ............................1,5773,5729,550960— \n
Share-based compensation ........................154,841314,575186,09560,829127,883
Emlpoyer’s contribution top ension schedule . . . . . . . . . .4288251,067145188
163,958322,746202,82563,626132,124
\n\n# 40 Events after the reporting period\n\nOn June 17, 2018, pursuant to the shareholders’ resolution, each existing issued and unissued share of US\\$0.000025 each in the share capital of the Company were subdivided into 10 shares of US\\$0.0000025 each (“Share Subdivision”), following which the number of authorized shares of the"} +{"pdf_name": "8351178_576.pdf", "language": "en", "markdown": "# APPENDIX I ACCOUNTANT’S REPORT\n\n# II. NOTES TO THE HISTORICAL FINANCIAL INFORMATION—continued\n\n# 40 Events after the reporting period—continued\n\nCompany became 6,883,856,790 Class A ordinary shares, 28,012,081,370 Class B ordinary shares, and 10,512,504,810 convertible redeemable preferred shares. The number of outstanding Class A ordinary shares and Class B ordinary shares became 6,695,187,720 and 3,741,581,500, respectively, the latter of which included the additional shares issued to Lei Jun on April 2, 2018 as detailed below.\n\nOn April 2, 2018, the Company issued 63,959,619 Class B ordinary shares (or 639,596,190 Class B ordinary shares following the Share Subdivision) at par value to Smart Mobile Holdings Limited, an entity whose interest is held on trust for the benefit of Lei Jun and his family members, to reward Lei Jun for his contribution to the Company. Accordingly, RMB9,827,157,000 was recognized as share-based compensation expenses on April 2, 2018 by the Group.\n\nOn March 29, 2018, iQIYI Inc. (“iQIYI”), an investment engaging in the provision of internet video streaming services in mainland China, for which the Group accounted as long-term investments measured at fair value through profit or loss, has undergone initial public offering by listing certain of its new ordinary shares on the Nasdaq Stock Exchange. The conversion of the preference shares in iQIYI owned by the Group into ordinary shares was completed on April 2, 2018, following which the Group reclassifies the investment in associate as accounted for using the equity method.\n\n# III. Subsequent Financial Statements\n\nNo audited financial statements have been prepared by the Company or any of the companies now comprising the Group in respect of any period subsequent to March 31, 2018 and up to the date of this report.\n\nSave as disclosed in this report, no dividend or distribution has been declared or made by the Company or any of the companies now comprising the Group in respect of any period subsequent to March 31, 2018."} +{"pdf_name": "9277353_74.pdf", "language": "en", "markdown": "
Attributable to owners of the CompanyNon-\ncontrolling \ninterestsTotal \nequity
Share \ncapitalShare\npremiumShare \noption \nreserveRevaluation \nreserveOther \nreserveRetained \nearningsTotal
HK$’000 \n(note 29)HK$’000HK$’000 \n(note 30)HK$’000 \n(note 30)HK$’000 \n(note 30)HK$’000 \n(note 30)HK$’000HK$’000HK$’000
At 1 April 20204,060110,3714,100–36,31119,791174,633–174,633
Profit for the year–––––16,12416,124(150)15,974
Other comprehensive income:
Net change in financial assets at fair \nvalue through other \ncomprehensive income–––31––31–31
Total comprehensive income \nfor the year–––31–16,12416,155(150)16,005
Recognition of equity settled \nshare-based payment (note 31)––1,359–––1,359–1,359
Lapse of share options––(385)––385–––
Dividends (note 12)–––––(19,892)(19,892)–(19,892)
Acquisition of subsidiaries (note 35)–––––––1,5461,546
At 31 March 20214,060110,3715,0743136,31116,408172,2551,396173,651
"} +{"pdf_name": "9277353_75.pdf", "language": "en", "markdown": "
Attributable to owners of the CompanyTotal \nequity
Share \ncapitalShare\npremiumShare \noption \nreserveOther\nreserveRetained \nearnings
HK$’000 \n(note 29)HK$’000HK$’000 \n(note 30)HK$’000\n(note 30)HK$’000 \n(note 30)HK$’000
At 1 April 2019398–73035,91321,78858,829
Arising on reorganisation (note 29)(398)––398––
Capitalisation issue of shares \n(note 29)3,280(3,280)––––
Issue of shares under public offer and \nplacing (note 29)720120,240–––120,960
Share issue expenses–(11,728)–––(11,728)
Profit and total comprehensive \nincome for the year––––14,15014,150
Exercise of share options \n(notes 29 and 31)605,139(1,622)––3,577
Recognition of equity settled share-\nbased payments (note 31)––4,992––4,992
Dividends (note 12)––––(16,147)(16,147)
At 31 March 20204,060110,3714,10036,31119,791174,633
"} +{"pdf_name": "20752649_5.pdf", "language": "en", "markdown": "of force constants.\n\nThere exists Wigner theorem [23] about group-theoretical classification of the linear nor-mal modes. According to this theorem, the modes are classified by irreducible representations (irreps) of the symmetry group \\( G _ { 0 } \\) of the system in equilibrium. In this way, we can introduce the basis \\( \\Phi = \\{ \\phi _ { j } | j = 1 . . N \\} \\) in the space of all possible atomic displacements, constituted by the complete set of basis vectors of the irreps entering into the mechanical representation of the considered system. Therefore, any vibrational regime \\( \\mathbf { X } ( t ) = \\{ x _ { 1 } ( t ) , x _ { 2 } ( t ) , \\ldots , x _ { n } ( t ) \\} \\) in this system can be decomposed into the above basis with coefficients depending on time t:\n\n\\[ \\mathbf { X } ( t ) = \\sum _ { j = 1 } ^ { N } c _ { j } ( t ) \\phi _ { j } \\equiv ( C ( t ) , \\Phi ) . \\eqno ( 3 ) \\]\n\nIn this equation, each term \\( c _ { j } ( t ) \\phi _ { j } \\) can be considered as nonlinear normal mode according to the definition (1). Indeed, the vector multiplier \\( \\phi _ { j } \\) determines the displacement pattern of all atoms, i.e. the space structure of NNM, while \\( c _ { j } ( t ) \\) determines time-evolution of the mode. However, for brevity, we often use the term nonlinear normal mode (or vibrational mode) individually for \\( \\phi _ { j } \\), as well as for \\( c _ { j } ( t ) \\).\n\nThe basis vectors \\( \\phi _ { j } \\) correspond to different irreps \\( \\Gamma _ { n } \\) of the group \\( G _ { 0 } \\) and, therefore, the displacement vector X(t) in (3) can be written as the sum of contributions associated with individual representations of the equilibrium symmetry group \\( G _ { 0 } \\):\n\n\\[ \\mathbf { X } ( t ) = \\sum ( \\mathbf { C } _ { n } ( t ) , \\Phi [ \\Gamma _ { n } ] ) . \\eqno ( 4 ) \\]\n\nHere, \\( \\Phi [ \\Gamma _ { n } ] \\) is the set of basis vectors of the irrep \\( \\Gamma _ { n } \\).\n\nAccording to Wigner theorem, the small vibrations of the molecule associated with the different irreducible representations \\( \\Gamma _ { n } \\) are independent from each other. It means that if one excite (by using the appropriate initial conditions when solving linear differential equations) a dynamical regime X(t) corresponding to a given irrep \\( \\Gamma _ { n } \\), this regime can never leads to excitation of the modes belonging to another irreps in the decomposition (4). Therefore, one can ask: “What will happen if we consider large and, therefore, nonlinear vibrations of the molecule?” The theory of the bushes of nonlinear normal modes starts from this question.\n\nThe answer was given in Ref. [6] (see also [8], devoted to discussion of the bush theory). It turns out that there exist certain selection rules for excitation transfer from one mode to another. These rules are originate from some group-theoretical restrictions which can be written as a certain system of linear algebraic equations [6]. In particular, one can deduce from this system that excitation from the mode with the given symmetry group G can"} +{"pdf_name": "20752649_6.pdf", "language": "en", "markdown": "transfer only to those nonlinear normal modes whose own symmetry is higher or equal to G. The above selection rules lead to possibility for existence of bushes of NNMs.\n\nEach bush represents a set of NNMs that conserves the energy of initial excitation until it loses stability because of the phenomenon similar to the parametric resonance with some modes outside a given bush. This phenomenon occurs if amplitudes of some bush modes attain sufficiently large values (see details in [8, 10]).\n\nEvery bush possesses its own symmetry that is determined by intersection of all symmetry groups of its modes. As was already mentioned, when the given bush loses stability, it transforms into another bush with lower symmetry and with higher dimension.\n\nLet us consider the simplest bushes for nonlinear vibrations of \\( S F _ { 6 } \\) molecule using some results obtained in [14]. In the equilibrium state, depicted in Fig. 1, the molecule \\( S F _ { 6 } \\) possesses point symmetry group \\( G _ { 0 } = O _ { h } \\). All vibrational modes for this molecule, classified by irreps of the group \\( O _ { h } \\), can be found in Table. 3 in [14] [three translational modes must be excluded since the central atom (S) is supposed to be immovable].\n\nFor the present consideration, we need explicit forms of the displacement patterns of NNMs \\( \\phi _ { 1 } \\), \\( \\phi _ { 2 } \\), \\( \\phi _ { 3 } \\), corresponding to one-dimensional irrep \\( \\Gamma _ { 1 } \\), two-dimensional irrep \\( \\Gamma _ { 5 } \\) and three-dimensional irreps \\( \\Gamma _ { 1 0 } \\). These displacement patterns are given in Table I.\n\nTABLE I. Displacement patterns of the NNMs in \\( S F _ { 6 } \\) molecule\n\n
IrrepNNMPattern
Γ1\\( \\phi _ { 1 } \\)1 \\( { \\underset { 6 } { = } } ( 0 , 0 , - 1 | - 1 , 0 , \\) 0|0, −1, 0|1, 0, 0|0, 1, 0|0, 0, 1|)√
Γ5\\( \\phi _ { 2 } \\)\\( \\begin{array} { r } { \\frac { 1 } { \\sqrt { 1 2 } } ( 0 , 0 , 2 | - 1 , 0 , 0 | 0 , - 1 , 0 | 1 , 0 , 0 | 0 , 1 , 0 | 0 , 0 , - 2 | ) } \\end{array} \\))
Γ10\\( \\phi _ { 3 } \\)\\( \\begin{array} { r } { \\frac { 1 } { \\sqrt { 1 2 } } ( 0 , 0 , - 2 | 0 , 0 , 1 | 0 , 0 , 1 | 0 , 0 , 1 | 0 , 0 , 1 | 0 , 0 , - 2 | } \\end{array} \\))
\n\nIn this table, for each fluorine atom, according to the numbering in Fig. 1, we point out three coordinates \\( x , y , z \\), which determines displacement of the nucleus of this atom from the equilibrium position. One can see from Table 1 that the molecule shape in the vibrational regime, corresponding to the mode \\( \\phi _ { 1 } \\) represents, at any moment t, the regular octahedron. Its size vibrates in time becoming larger or lesser in comparison with the octahedron corresponding to the equilibrium state. This NNM is called “breathing” mode. It represents one-dimensional bush with symmetry group \\( O _ { h } \\). The symmetry group of the breathing mode, \\( O _ { h } , \\), is higher than that of each other vibrational mode and, therefore, according to the above mentioned selection rules, the excitation from this mode cannot"} +{"pdf_name": "20756661_5.pdf", "language": "en", "markdown": "\\( \\langle { e ^ { \\prime } , \\langle { v , z } \\rangle } \\rangle \\), \\( e p o c h ( z ) = e ^ { \\prime } \\), and z succeeds all zxid values previously broadcast in \\( e ^ { \\prime } \\).\n\nStep \\( \\ell . \\).3.2: Upon receiving acknowledgments from a quo-rum of followers to a given proposal \\( \\langle { e ^ { \\prime } , \\langle { v , z } \\rangle } \\rangle \\), the leader sends a commit \\( C O M M T ( e ^ { \\prime } , \\langle v , z \\rangle ) \\) to all follow-ers.\n\nStep \\( f \\).3.1: Follower f initially invokes \\( r e a d y ( e ^ { \\prime } ) \\) if it is leading.\n\nStep \\( f \\).3.2: Follower f accepts proposals from \\( \\ell \\) following reception order and appends them to \\( h _ { f } \\) .\n\nStep \\( f \\).3.3: Follower f commits a transaction \\( \\langle v , z \\rangle \\) by invoking \\( a b d e l i \\nu e r ( \\langle v , z \\rangle ) \\) once it receives \\( C O M M T ( e ^ { \\prime } , \\langle v , z \\rangle ) \\) and it has committed all transactions \\( \\langle v ^ { \\prime } , z ^ { \\prime } \\rangle \\) such that \\( \\langle v ^ { \\prime } , z ^ { \\prime } \\rangle \\in h _ { f } \\) , \\( z ^ { \\prime } \\prec _ { z } z \\).\n\nStep \\( \\ell . \\).3.3: Upon receiving a CEPOCH(e) message from follower f while in Phase 3, leader \\( \\ell \\) proposes back \\( N E W E P O C H ( e ^ { \\prime } ) \\) and \\( N E W L E A D E R ( e ^ { \\prime } , I _ { e ^ { \\prime } } \\circ \\beta _ { e ^ { \\prime } } ) \\).\n\nStep \\( \\ell \\).3.4: Upon receiving an acknowledgement from f of the \\( N E W L E A D E R ( e ^ { \\prime } , I _ { e ^ { \\prime } } \\circ \\beta _ { e ^ { \\prime } } ) \\) proposal, it sends a commit message to f. Leader \\( \\ell \\) also makes \\( Q \\leftarrow Q \\cup \\{ f \\} \\).\n\n✷\n\nNote that a realization of this protocol does not re-quire sending complete histories with \\( A C K – E ( f . a , h _ { f } ) \\) and \\( N E W L E A D E R ( e ^ { \\prime } , I _ { e ^ { \\prime } } ) \\), only the last transaction identifier in the history followed by missing transactions. It is also possible to omit values in acknowledgements and commit messages in Phase 3 to reduce the size of messages.\n\nThe following section discusses the Zab protocol in more detail along with some implementation aspects.\n\n# V. ZAB IN DETAIL\n\nIn our implementation of Zab, a Zab process can be looking for a leader (ELECTION state), following (FOLLOWING state), or leading (LEADING state). When a process starts, it enters the ELECTION state. While in this state the process tries to elect a new leader or become a leader. If the process finds an elected leader, it moves to the FOLLOWING state and begins to follow the leader. Processes in the FOLLOWING state are followers. If the process is elected leader, it moves to the LEADING state and becomes the leader. Given that a pro-cess that leads also follows, states LEADING and FOLLOW-ING are not exclusive. A follower transitions to ELECTION if it detects that the leader has failed or relinquished leadership, while a leader transitions to ELECTION once it observes that it no longer has a quorum of followers supporting its leadership.\n\nThe basic delivery protocol is similar in spirit to two phase commit [16] without aborts. The primary picks values to broadcast in FIFO order and creates a transaction \\( \\langle v , z \\rangle \\). Upon receiving a request to broadcast a transaction, a leader pro-poses \\( \\langle e , \\langle v , z \\rangle \\rangle \\) following the order of zxid of the transactions. The followers accept the proposal and acknowledge by sending an \\( A C K ( e , \\langle v , z \\rangle ) \\) back to the leader. Note that a follower does not send the acknowledgment back until it writes the proposal to local stable storage. When a quorum of processes have accepted the proposal, the leader issues a \\( C O M M I T ( e , \\langle v , z \\rangle ) \\). When a process receives a commit message for a proposal \\( \\langle e , \\langle v , z \\rangle \\rangle \\), the process delivers all undelivered proposals with zxid \\( z ^ { \\prime } \\), \\( z ^ { \\prime } \\prec _ { z } z \\).\n\nCo-locating the leader and the primary on the same process has practical advantages. The primary-backup scheme we use requires that at most one process at a time is able to generate updates that can be incorporated into the service state. A primary propagates state updates using Zab, which in turn requires a leader to initiate proposals. Leader and primary correspond to different functionality, but they share a common requirement: election. By co-locating them, we do not need separate elections for primary and leader. Also important is the fact that calls to broadcast transactions are local when they are co-located. We consequently co-locate leader and primary.\n\n# A. Establishing a new leader\n\nLeader election occurs in two stages. First, we run a leader election algorithm that outputs a new process as the leader. We can use any protocol that, with high probability, chooses a process that is up and that a quorum of processes selects. This property can be fulfilled by an \\( \\Omega \\) failure detector [17].\n\nFigure 5 shows the events for both the leader and followers when establishing a new leader. An elected leader does not become established for a given epoch e until it completes Phase 2, in which it successfully achieves consensus on the proposal history and on itself as the leader of e. We define a established leader and a established epoch as follows:\n\nDefinition V.1. (Established leader) A leader \\( \\ell _ { e } \\) is estab-lished for epoch e if the \\( N E W L E A D E R ( e , I _ { e } ) \\) proposal of \\( \\ell _ { e } \\) is accepted by a quorum Q of followers.\n\nDefinition V.2. (Established epoch) An epoch e is established if there is an established leader for e.\n\nOnce a process determines that it is a prospective leader by inspecting the output of the leader election algorithm, it starts a new iteration in Phase 1. It initially collects the latest epoch of a quorum of followers Q, proposes a later epoch, and collects the latest epoch and highest zxid of each of the followers in Q. The leader completes Phase 1 once it selects the history from a follower f with latest epoch and highest zxid in a \\( A C K { - } E ( f . a , h _ { f } ) \\). These steps are necessary to guarantee that once the prospective leader completes Phase 1, none of the followers in Q accept proposals from earlier epochs. Given that the history of a follower can be arbitrarily long, it is not efficient to send the entire history in a \\( A C K { - } E ( f . a , h _ { f } ) \\). The last zxid of a follower is sufficient for the prospective leader to determine if it needs to copy transactions from any given follower, and only copies missing transactions.\n\nIn Phase 2, the leader proposes itself as the leader of the new epoch and sends a \\( N E W L E A D E R ( e , I _ { e } ) \\) proposal, which contains the initial history of the new epoch. As with \\( A C K – E ( f . a , h _ { f } ) \\), it is not necessary to send the complete initial history, but instead only the transactions missing. A leader becomes established once it receives the acknowledgments to the new leader proposal from a quorum of followers, at which point it commits the new proposal. Followers deliver"} +{"pdf_name": "20756661_6.pdf", "language": "en", "markdown": "Fig. 5. Zab protocol summary\n\nthe initial history and complete Phase 2 once they receive a commit message for the new leader proposal.\n\nOne interesting optimization is to use a leader election primitive that selects a leader that has the latest epoch and has accepted the transaction with highest zxid among a quorum of processes. Such a leader provides directly the initial history of the new epoch.\n\n# B. Leading\n\nA leader proposes operations by queuing them to all con-nected followers. To achieve high throughput and low latency, the leader has a steady stream of proposals to the followers. By the channel properties, we guarantee that followers receive proposals in order. In our implementation, we use TCP connec-tions to exchange messages between processes. If a connection to a given follower closes, then the proposals queued to the connection are discarded and the leader considers the corresponding follower down.\n\nDetecting crashes through connections closing was not a suitable choice for us. Timeout values for a connection can be of minutes or even hours, depending on the operating system configuration and the state of the connection. To mutually detect crashes in a fine-grained and convenient manner, avoiding operating system reconfiguration, leader and followers exchange periodic heartbeats. If the leader does not receive heartbeats from a quorum of followers within a timeout interval, the leader renounces leadership of the epoch, and transitions to the ELECTION state. Once it elects a leader, it starts a new iteration of the algorithm, and starts a new iteration of the protocol proceeding to Phase 1.\n\n# C. Following\n\nWhen a follower emerges from leader election, it connects to the leader. To support a leader, a follower f acknowledges its new epoch proposal, and it only does so if the new epoch proposed is later than f.p. A follower only follows one leader at a time and stays connected to a leader as long as it receives heartbeats within a timeout interval. If there is an interval with no heartbeat or the TCP connection closes, the follower abandons the leader, transitions to ELECTION and proceeds to Phase 1 of the algorithm.\n\nFigure 5 shows the protocol a follower executes to support a leader. The follower sends its current epoch f.a in a current epoch message (CEPOCH(f.a)) to the leader. The leader sends a new epoch proposal (NEWEPOCH(e)) once it receives a current epoch message from a quorum Q of followers. The new proposed epoch e must be greater than the current epoch of any follower in Q. A follower acknowledges the new epoch proposal with its latest epoch and highest zxid, which the leader uses to select the initial history for the new epoch.\n\nIn Phase 2, a follower acknowledges the new leader pro-posal \\( ( N E W L E A D E R ( e , I _ { e } ) \\)) by setting its \\( f , G \\) value to e and accepting the transactions in the initial history. Note that once a follower accepts a new epoch proposal for an epoch e, it does not send an acknowledgement for any other new epoch proposal for the same epoch e. This property guarantees that no two processes can become established leaders for the same epoch e. Once it receives a commit message from the leader for the new leader proposal, the follower completes Phase 2 and proceeds to Phase 3. In Phase 3, the follower receives new proposals from the leader. A follower adds new proposals to its history and acknowledges them. It delivers these proposals when it receives commit messages from the leader.\n\nNote that a follower and a leader follow the recovery protocol both when a new leader is emerging and when a follower connects to an established leader. If the leader is already established, the \\( N E W L E A D E R ( e , I _ { e } ) \\) proposal has already been committed so any acknowledgements for the \\( N E W L E A D E R ( e , I _ { e } ) \\) proposal are ignored.\n\n# D. Liveness\n\nZab requires the presence of a leader to propose and commit operations. To sustain leadership, a leader process \\( \\ell \\) needs to be able to send messages to and receive messages from followers. In fact, process \\( \\ell \\) requires that a quorum of followers are up and select \\( \\ell \\) as their leader to maintain its leadership. This requirement follows closely the properties"} +{"pdf_name": "11783128_12.pdf", "language": "en", "markdown": "a vendor releases a security patch it can take months, or even years, before 90 to 95 percent of the vulnerable computers are fixed.\n\nInternet users have relied heavily on the ability of the Internet community as a whole to react quickly enough to security attacks to ensure that damage is minimized and attacks are quickly defeated. Today, however, it is clear that we are reaching the limits of effectiveness of our reactive solutions. While individual response organizations are all working hard to streamline and automate their procedures, the number of vulnerabilities in commercial soft-ware products is now at a level where it is virtually impossible for any but the best-resourced organizations to keep up with the vulnerability fixes.\n\nThere is little evidence of improvement in the security of most products;many software developers do not understand the lessons learned about the causes of vulnerabilities or apply adequate mitigation strategies. This is evi-denced by the fact that the CERT/CC continues to see the same types of vul-nerabilities in newer versions of products that we saw in earlier versions.\n\nThese factors, taken together, indicate that we can expect many attacks to cause significant economic losses and service disruptions within even the best response times that we can realistically hope to achieve.\n\nAggressive, coordinated response continues to be necessary, but we must also build more secure systems that are not as easily compromised.\n\n# ■ About Secure Coding in C and C++\n\nSecure Coding in C and C++ addresses fundamental programming errors in C and C++ that have led to the most common, dangerous, and disruptive soft-ware vulnerabilities recorded since CERT was founded in 1988. This book does an excellent job of providing both an in-depth engineering analysis of programming errors that have led to these vulnerabilities and mitigation strategies that can be effectively and pragmatically applied to reduce or elimi-nate the risk of exploitation.\n\nI have worked with Robert since he first joined the SEI in April, 1987. Robert is a skilled and knowledgeable software engineer who has proven him-self adept at detailed software vulnerability analysis and in communicating his observations and discoveries. As a result, this book provides a meticulous treatment of the most common problems faced by software developers and provides practical solutions. Robert’s extensive background in software devel-opment has also made him sensitive to trade-offs in performance, usability, and other quality attributes that must be balanced when developing secure"} +{"pdf_name": "11783128_13.pdf", "language": "en", "markdown": "code. In addition to Robert’s abilities, this book also represents the knowledge collected and distilled by CERT operations and the exceptional work of the CERT/CC vulnerability analysis team, the CERT operations staff, and the edi-torial and support staff of the Software Engineering Institute.\n\n— Richard D. Pethia\n\nCERT Director"} +{"pdf_name": "20780840_71.pdf", "language": "en", "markdown": "The following table summarizes the tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities:\n\n
As of August 31,
20182017
Deferred tax assets:
Allowance for doubtful accounts$ 154$ 228
Inventories9821,462
Accruals584800
Warranty reserve50120
Pension accrual2,5675,078
Deferred compensation260358
Deferred revenue—334
Foreign currency loss on previously taxed income96—
Loan finance costs2727
Restricted stock grants547792
Non-qualified stock options9426
Other296280
5,6579,505
Deferred tax liabilities:
Prepaid liabilities(25)(29)
Unrepatriated earnings—(2,298)
Unrealized gain/loss on restricted investments(112)(177)
Depreciation and amortization(4,173)(5,362)
Other—(25)
(4,310)(7,891)
Net deferred tax assets (liabilities)$ 1,347$ 1,614
\n\nDuring fiscal 2018, the Company recorded a transition tax adjustment associated with its accumulated unrepatriated foreign earnings reducing long-term deferred tax liabilities by \\$2,298 and increasing short- and long-term accrued income taxes by \\$153 and \\$1,766, respectively. Consistent to prior to the passage of the Tax Act, we do not currently take the position that undistributed foreign subsidiaries’ earnings are considered to be permanently reinvested.\n\nA summary of the Company’s adjustments to its uncertain tax positions in fiscal years ended August 31, 2018, 2017 and 2016 are as follows:\n\n
201820172016
Balance, at beignninfg o the year$ 1,257$ 1,229$ 1,249
Increase for tax positions related to the current year476537
Increase for tax positions related to prior years5951698
Increase for interest and penalties716102
Decreases for lapses of statute of limitations(81)(59)(257)
Balance, at end of year$ 1,889$ 1,257$ 1,229
\n\nThe unrecognized tax benefits mentioned above include an aggregate of \\$751 of accrued interest and penalty balances related to uncertain tax positions. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. An increase in accrued interest and penalty charges of approximately \\$71, net of Federal tax expense, was recorded as a tax expense during the current fiscal year. The Company does not anticipate that its accrual for uncertain tax positions will change by a material amount over the next twelve-month period, as it does not"} +{"pdf_name": "20780840_72.pdf", "language": "en", "markdown": "expect to settle any potential disputed items with the appropriate taxing authorities nor does it expect the statute of limitations to expire for any items.\n\nThe Company is subject to U.S. Federal income tax, as well as to income tax of multiple state, local and foreign tax jurisdictions. The statute of limitations for all material U.S. Federal, state, and local tax filings remains open for fiscal years subsequent to 2014. For foreign jurisdictions, the statute of limitations remains open in the U.K. for fiscal years subsequent to 2014 and in France for fiscal years subsequent to 2017.\n\n# Note 8—Operating Leases\n\nThe Company is obligated under various operating leases, primarily for real property and equipment. Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) as of August 31, 2018, are as follows:\n\n
Year ending August 31,Future Operating \nLease Payments
2019$ 2,144
20202,054
20211,865
20221,284
20231,128
2024 and thereafter3,302
Total future minimum lease payments$ 11,777
\n\nTotal rental expense for all operating leases amounted to \\$3,114, \\$2,516 and \\$1,631 for the years ended August 31, 2018, 2017 and 2016, respectively.\n\n# Note 9—Benefits and Pension Plans\n\n# 401(k) Plans\n\nThe Company has a defined contribution plan adopted pursuant to section 401(k) of the Internal Revenue Code of 1986 (the “Chase 401(k) Plan”). Any qualified employee who has attained age 21 and has been employed by the Company for at least six months may contribute a portion of his or her salary to the plan and the Company will match 100% of the first one percent of salary contributed and 50% thereafter, up to an amount equal to three and one-half percent of such employee’s annual salary.\n\nThrough our wholly-owned subsidiary NEPTCO, the Company has two additional 401(k) savings plans, one for union employees and one for nonunion employees (the nonunion plan was merged into the Chase 401(k) Plan effective January 1, 2018). Under these plans, substantially all employees of NEPTCO are eligible to participate by making pre-tax contributions to these plans. Participants may elect to defer between 1% and 10% of their annual compensation. The Company may contribute \\$0.75 for each \\$1.00 of participant deferrals up to 6% of the non-union participant’s compensation. The Company may match union employee contributions by \\$0.50 for each \\$1.00 of participant deferrals up to 6% of the participant’s compensation.\n\nThe Company’s contribution expense for all 401(k) plans was \\$702, \\$519 and \\$571 for the years ended August 31, 2018, 2017 and 2016, respectively."} +{"pdf_name": "2180600_59.pdf", "language": "en", "markdown": "TO THE MEMBERS OF\n\nXINCHEN CHINA POWER HOLDINGS LIMITED\n\n(incorporated in the Cayman Islands with limited liability)\n\n# OPINION\n\nWe have audited the accompanying consolidated financial statements of Xinchen China Power Holdings Limited (the “Company”) and its subsidiaries (collectively referred to as the “Group”) set out on pages 62 to 124, which comprise the consolidated statement of financial position as at 31 December 2017 and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies and other explanatory information.\n\nIn our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2017, and of its consolidated financial performance and consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”) issued by the Hong Kong Institute of Certified Public Accountants (“HKICPA”) and have been properly prepared in compliance with the disclosure requirements of the Hong Kong Companies Ordinance (“CO”).\n\n# BASIS FOR OPINION\n\nWe conducted our audit in accordance with Hong Kong Standards on Auditing (“HKSAs”) issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the HKICPA’s Code of Ethics for Professional Accountants (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.\n\n# KEY AUDIT MATTERS\n\nKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.\n\n
Key audit matterHow our audit addressed the key audit matter
Impairment of intanibltge asses
At 31 December 2017, the Group had significant intaniblge assets\namounted to Renminbi (“RMB”) 590,478,000 which arose from\ncaitalisation of development costs of technical kpnow-how of new\nautomotive enines and are amortised based on unit ofg production\nby reference to the expected saleable units of respective automotive\nenignes.\nRecoverabilitly of these intanibbge assets is ased on the forecasting\nsaleable units, which are inherentlhy hilgy judgmental.\nThe key estimate made by the management included the expected\nsaleable units of respective automotive enignes.\nManagement’s disclosures with regard to the estimation are\ncontained in Note 4 to the consolidated financial statements, whilst\nthe disclosures in respect of the carriyng value of intaniblge assets\nare set out in Note 17 to the consolidated financial statements.Our procedures in relation to assessment of the carriyng value of\nintaniblge assets with imiparment indicator included:\n• Discussing with the management and understanding the\nmanagement’s basis of estimation of saleable units;\n• Understanding the management process over the regular\nassessment of saleable units;\n• Assessing the accuracy of the management’s estimate of the\nlikelihood of saleable units based on historical sales records\nand, where alipcable indipcative units confirmed by customers;\nand\n• Testing the subsequent sales units after the year-end, on a\nsamlpe basis, to source documents, including goods delivery\nnotes and invoices.
"} +{"pdf_name": "2180600_60.pdf", "language": "en", "markdown": "# KEY AUDIT MATTERS (Cont’d)\n\n
Key audit matterHow our audit addressed the key audit matter
Revenue recognition
Revenue of the Group mainly comprises sales of enignes and\nparts. The Group enters into sulppy agreements with its major\ncustomers every year. According to the terms of the agreements,\nrevenue is recognised when the goods are received and accepted\nby the customers, which is considered to be the point in time when\nthe significant risks and rewards of ownership of the goods are\ntransferred to the customers.\nWe identified the recognition of revenue as a key audit matter\nbecause revenue is one of the key performance indicators of the\nGroup and because there is an inherent risk of manipulation of\nthe timing of recognition of revenue to meet specific targets or\nexpectations. The disclosure in respect of revenue generated for the\nyear are set out in Note 5 to the consolidated financial statements.Our procedures to address the recognition of revenue included:\n• Understanding the management process over the revenue\nrecognition;\n• Inspecting sales agreements signed in the current year, on\na samle basis, and considpering whether the agreements\ncontained terms allowing the customers to make any sales\nreturns;\n• Obtaining external confirmations of the value of sales\ntransactions for the year directly from customers, on a samlpe\nbasis;\n• Inspecting the sales invoices and related goods delivery notes\nwith th’e customers signed acceptance for sales transactions\nfor the year where the customers did not return the requested\nconfirmations; and\n• Comparing, for a samle of sales transaction just befpore and\njust after the financial year end, details in the sales invoices to\nthe relevant goods delivery notes, which were signed by the\ncustomers to indicate their acceptance of the goods, to assess\nif the related revenue have been recognised in the appropriate\nfinancial period on the basis of the terms of sales as set out in\nthe agreements.
"} +{"pdf_name": "3423546_61.pdf", "language": "en", "markdown": "The negative and financial covenants of the warehouse agreement conform to those of the warehouse agreement for Agency Warehouse Facility \\#1, described above, with the exception of the leverage ratio covenant, which is not included in the warehouse agreement for Agency Warehouse Facility \\#6.\n\n# Uncommitted Agency Warehouse Facility:\n\nWe have a \\$1.5 billion uncommitted facility with Fannie Mae under its ASAP funding program. After approval of certain loan documents, Fannie Mae will fund loans after closing and the advances are used to repay the primary warehouse line. Fannie Mae will advance 99% of the loan balance, and borrowings under this program bear interest at LIBOR plus 115 basis points, with a minimum LIBOR rate of 35 basis points. There is no expiration date for this facility. No changes have been made to the uncommitted facility during 2017. The uncommitted facility has no specific negative or financial covenants.\n\n# Interim Warehouse Facilities\n\nTo assist in funding loans held for investment under the Interim Program, we have three warehouse facilities with certain national banks in the aggregate amount of \\$0.3 billion as of December 31, 2017 (“Interim Warehouse Facilities”). Consistent with industry practice, two of these facilities are revolving commitments we expect to renew annually, and one is a revolving commitment we expect to renew every two years. Our ability to originate loans held for investment depends upon our ability to secure and maintain these types of short-term financings on acceptable terms.\n\n# Interim Warehouse Facility \\#1:\n\nWe have an \\$85.0 million committed warehouse line agreement that is scheduled to mature on April 30, 2018. The facility provides us with the ability to fund first mortgage loans on multifamily real estate properties for periods of up to three years, using available cash in combination with advances under the facility. Borrowings under the facility are full recourse to the Company and bear interest at 30-day LIBOR plus 190 basis points. Repayments under the credit agreement are interest-only, with principal repayments made upon the earlier of the refinancing of an underlying mortgage or the maturity of an advance under the credit agreement. During the second quarter of 2017, we executed the seventh amendment to the credit and security agreement that extended the maturity date to April 30, 2018. No other material modifications were made to the agreement during 2017.\n\nThe facility agreement requires the Company’s compliance with the same financial covenants as Agency Warehouse Facility \\#1, described above, and also includes the following additional financial covenant:\n\n# • minimum rolling four-quarter EBITDA, as defined, to total debt service ratio of 2.00 to 1.0\n\n# Interim Warehouse Facility \\#2:\n\nWe have a \\$100.0 million committed warehouse line agreement that is scheduled to mature on December 13, 2019. The agreement provides us with the ability to fund first mortgage loans on multifamily real estate properties for periods of up to three years, using available cash in combination with advances under the facility. Borrowings under the facility are full recourse to the Company. All borrowings originally bear interest at LIBOR plus 200 basis points. The lender retains a first priority security interest in all mortgages funded by such advances on a cross-collateralized basis. Repayments under the credit agreement are interest-only, with principal repayments made upon the earlier of the refinancing of an underlying mortgage or the maturity of an advance under the credit agreement. During the fourth quarter of 2017, the Company executed the fourth amendment to the agreement that extended the maturity date to December 13, 2019 and reduced the maximum borrowing capacity to \\$100.0 million. The Company requested the reduction in the maximum bor-rowing capacity due to the formation of the Interim Program JV, which reduced the Company’s need to fund loans under the Interim Program. No other material modifications were made to the agreement during 2017.\n\nThe credit agreement, as amended and restated, requires the borrower and the Company to abide by the same finan-cial covenants as Agency Warehouse Facility \\#1, described above, with the exception of the leverage ratio covenant, which"} +{"pdf_name": "3423546_62.pdf", "language": "en", "markdown": "is not included in the warehouse agreement for Interim Warehouse Facility \\#2. Additionally, Interim Warehouse Facility \\#2 has the following additional financial covenants:\n\n• rolling four-quarter EBITDA, as defined, of not less than \\$35 million, and\n\n• debt service coverage ratio, as defined, of not less than 2.75 to 1.0\n\n# Interim Warehouse Facility \\#3:\n\nWe have a \\$75.0 million repurchase agreement with a national bank that is scheduled to mature on May 19, 2018. The agreement provides us with the ability to fund first mortgage loans on multifamily real estate properties for periods of up to three years, using available cash in combination with advances under the facility. Borrowings under the facility are full recourse to the Company. The borrowings under the agreement bear interest at a rate of LIBOR plus 2.00% to 2.50% (“the spread”). The spread varies according to the type of asset the borrowing finances. Repayments under the credit agreement are interest-only, with principal repayments made upon the earlier of the refinancing of an underlying mortgage or the maturity of an advance under the credit agreement. During the second quarter of 2017, we exercised our option to extend the maturity date of the repurchase agreement to May 19, 2018. No other material modifications were made to the agreement during 2017.\n\nThe Repurchase Agreement requires the borrower and the Company to abide by the following financial covenants:\n\n• tangible net worth of the Company of not less than (i) \\$200.0 million plus (ii) 75% of the net proceeds of any equity issuances by the Company or any of its subsidiaries after the closing date,\n\n• liquid assets of the Company of not less than \\$15.0 million,\n\n• leverage ratio, as defined, of not more than 3.0 to 1.0, and\n\n• debt service coverage ratio, as defined, of not less than 2.75 to 1.0.\n\nThe warehouse agreements above contain cross-default provisions, such that if a default occurs under any of our warehouse agreements, generally the lenders under our other warehouse agreements could also declare a default. As of December 31, 2017, we were in compliance with all of our warehouse line covenants.\n\nWe believe that the combination of our capital and warehouse facilities is adequate to meet our loan origination needs.\n\n# Debt Obligations\n\nWe have a senior secured term loan credit agreement (the “Term Loan Agreement”). The Term Loan Agreement provides for a \\$175.0 million term loan that was issued at a discount of 1.0% (the “Term Loan”). At any time, we may also elect to request the establishment of one or more incremental term loan commitments to make up to three additional term loans (any such additional term loan, an “Incremental Term Loan”) in an aggregate principal amount for all such Incremental Term Loans not to exceed \\$60.0 million.\n\nThe Term Loan requires mandatory prepayments in certain circumstances pursuant to the terms of the Term Loan Agreement. In April of 2015, we made a mandatory prepayment of \\$3.6 million. In connection with the mandatory pre-payment, our quarterly principal installments were reduced to \\$0.3 million from \\$0.4 million, beginning with the June 30, 2015 principal payment. The final principal installment of the Term Loan is required to be paid in full on December 20, 2020 (or, if earlier, the date of acceleration of the Term Loan pursuant to the terms of the Term Loan Agreement) and will be in an amount equal to the aggregate outstanding principal of the Term Loan on such date (together with all accrued interest thereon).\n\nAt our election, the Term Loan will bear interest at either (i) the “Base Rate” plus an applicable margin or (ii) the London Interbank Offered Rate (“LIBOR Rate”) plus an applicable margin, subject to adjustment if an event of default"} +{"pdf_name": "11790457_124.pdf", "language": "en", "markdown": "respectively, representing a CAGR of 55.0% over the three years from 2007 to 2009 and an increase of 45.2% in the six months ended 30 June 2010 over the same period in 2009, and our net profit margin was 16.8%, 20.7%, 21.6% and 25.1% in the respective period.\n\nOur business and results of operations during the Track Record Period relied heavily on two in-licensed products and a small number of suppliers. Please refer in the section headed “Risk Factors — Risks relating to our business — We rely on suppliers and other third parties with respect to our in-licensed products. If we cannot maintain our relationships with our suppliers and such other third parties, it may impair our ability to renew the exclusive promotion and selling rights in respect of our existing in-licensed products upon expiry or obtain promotion and selling rights for new products” in this prospectus. As part of our growth strategy, we seek to expand our product portfolio by obtaining exclusive promotion and selling rights from international and domestic pharmaceutical companies for new in-licensed products with high growth potential. We currently aim to add an average of two additional products to our portfolio every year. Since late 2006, we managed to add six new key in-licensed products to our product portfolio. As our product portfolio expands, we reduce the risks associated with our reliance on a limited number of products and the expanding portfolio is expected to continue to contribute to our growth.\n\n# Recent regulatory development\n\nFour of our key in-licensed products are included in the Insurance Catalogue, namely, Deanxit, Ursofalk, GanFuLe and Salofalk, and are therefore subject to price control in China, which typically involves the imposition of retail price ceilings by the PRC government. For each of the three years ended 31 December 2007, 2008 and 2009 and the six months ended 30 June 2010, sales of these four key in-licensed products accounted for approximately 84.1%, 85.2%, 82.3% and 76.2% of our Group’s turnover for the respective period. Please refer to the section headed “Regulatory Framework — Legal supervision relating to the pharmaceutical industry in the PRC — Price control” in this prospectus for further details.\n\nDuring the Track Record Period, the retail price ceiling of Ursofalk was adjusted downwards twice by the PRC government. Similarly, the retail price ceiling of Salofalk also endured PRC government imposed adjustments before we obtained the exclusive rights to promote and sell the product in the PRC in September 2008. Our Group’s results of operations during the Track Record Period were not affected by any price adjustments imposed by the PRC government in relation to our products included in the Insurance Catalogue. There was a gap between the retail price ceiling and our Group’s selling price for all of our products included in the Insurance Catalogue, which left us with meaningful room to absorb the price ceiling reductions imposed during the Track Record Period. However, we cannot assure you that the selling prices of our products will not be adversely affected should the PRC government impose any further price control on any of our products, including expanding the list of our products subject to price control and further significantly lowering the retail price ceilings of our products that are included in the Insurance Catalogue. To mitigate the risks associated with any potential price control measures imposed on our products and to lower the resulting potential impact to our business and results of operations, we strive to expand our product portfolio and increase the number of in-licensed products that we promote and sell so that we reduce our reliance on any single or a small group of products.\n\nOn 1 June 2010, the NDRC issued the “Consultation Paper in relation to the Administrative Measures on the Prices of Pharmaceutical Products” (《藥品價格管理辦法(徵求意見稿)》) to seek public opinions on new price control measures in respect of pharmaceutical products included in the Insurance Catalogue. The Consultation Paper is still at a preliminary stage and it is uncertain what measures will be adopted by the NDRC eventually. Further, on 17 June 2010, in response to substantial price increases in respect of certain pharmaceutical products immediately prior to or soon after their admission to the Insurance Catalogue in 2009, the NDRC released a news article on"} +{"pdf_name": "11790457_125.pdf", "language": "en", "markdown": "its website titled “NDRC commenced appraisal on the pricing of the pharmaceutical products newly admitted to the Insurance Catalogue; investigations into pharmaceutical companies which substantially increased the prices of their pharmaceutical products that have been admitted to the Insurance Catalogue” (《國家發展改革委已啟動新進醫保目錄藥品核價工作，對企業在醫保目錄公佈前後的漲價行為從嚴核查》). We have only one key in-licensed product, Deanxit, which was newly admitted to the Insurance Catalogue in 2009. For the three years ended 31 December 2007, 2008 and 2009 and the six months ended 30 June 2010, our sales of Deanxit amounted to US\\$26.1 million, US\\$36.7 million, US\\$44.5 million and US\\$26.0 million, respectively, accounting for 50.5%, 50.6%, 46.1% and 42.5% of our total turnover in the respective periods. We are not aware of any substantial increase in the retail prices of Deanxit in 2009 immediately prior to or soon after its admission to the Insurance Catalogue in 2009. On 2 July 2010, the NDRC issued a press release on its website announcing an investigation into the prices of about 900 types of pharmaceutical products from more than 900 manufacturers, which are either newly admitted to the Insurance Catalogue or are subject to price ceilings. The Drug Price Review Centre of the NDRC published a list of manufacturers and pharmaceutical products subject to price investigations. One of our key in-license products, GanFuLe, and its Hunan-based manufacturer were named on this list. For the three years ended 31 December 2007, 2008 and 2009 and the six months ended 30 June 2010, our sales of GanFuLe amounted to US\\$2.6 million, US\\$3.9 million, US\\$4.8 million and US\\$2.0 million, respectively, accounting for 5.0%, 5.4%, 5.0% and 3.3% of our total revenue in the respective periods. The price investigation by the NDRC may not necessarily lead to a lowering of GanFuLe’s retail price ceiling. Given GanFuLe’s minimal contribution to our total turnover, even if the investigations result in the lowering of GanFuLe’s retail price ceiling and our selling price is negatively impacted, we believe that this will not have a material adverse impact on our business and profitability.\n\nSave as disclosed above, as at the Latest Practicable Date, we had not received any notification nor are we aware of any price investigation by the NDRC against any of our key in-licensed products. However, we cannot assure you that we or any of our other key in-licensed products will not be subject to any price investigations or other investigations carried out by any PRC governmental bodies. Please refer to the risk factor headed “Our ability to set or raise the prices of our products which are included in the Insurance Catalogue is limited by price control measures imposed by the PRC government. If any of these measures is further tightened or any retail price ceiling is significantly lowered, our business and profitability may be adversely affected” in the section headed “Risk Factors” in this prospectus for further details.\n\n# OUR COMPETITIVE STRENGTHS\n\nWe believe that the following competitive strengths position us well for continued growth:\n\n# We are the largest pharmaceutical service company providing marketing, promotion and sale services in China for specialty pharmaceutical companies, and we benefit from economies of scale.\n\nAccording to the Frost & Sullivan Report, we are the largest pharmaceutical service company providing marketing, promotion and sale services for prescription pharmaceutical products in China, and we operate the largest third-party promotion platform in China in terms of hospital coverage, therapeutic focus and number of salespeople. We maintained our lead in sales over our competitors in the three years from 2007 to 2009. We have a growing professional and experienced marketing, promotion and sales team of over 950 employees covering 30 provinces, 97% of the provincial capitals and 86% of prefecture level cities in China. Our marketing, promotion and sales team grew from approximately 550 staff at the end of 2007 to 702, 750 and over 950 in 2008, 2009 and at the end of July 2010, respectively. In addition, we have the largest third-party marketing and sales network, covering close to 6,000 hospitals, including 91.5% of class-three hospitals and 34.6%"} +{"pdf_name": "9328585_126.pdf", "language": "en", "markdown": "
sory \nFirefihgte\nr/Assistan\nt Chief of \nTrainingsory \nFirefihgte\nr/Assistan\nt Chief of \nTraining
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"} +{"pdf_name": "2591435_14.pdf", "language": "en", "markdown": "
000600.SZ建投能源增持13.244.7%0.810.530.641625212.2
600021.SH上海电力增持12.81-0.3%0.430.450.923028142.7
600578.SH京能电力增持4.330.5%0.280.150.261529171.2
水电000883.SZ湖北能源买入4.82-0.8%0.290.320.361615131.3
000722.SZ湖南发展买入12.391.4%0.300.290.324143392.1
000601.SZ韶能股份买入7.017.4%0.410.590.721712101.7
600236.SH桂冠电力买入5.744.0%0.430.450.461313122.6
600900.SH长江电力买入14.88-0.7%0.940.940.901616172.5
600674.SH川投能源增持9.650.4%0.800.800.801212122.0
600886.SH国投电力增持8.011.4%0.580.540.591415141.8
002039.SZ黔源电力增持14.403.2%0.420.470.543431272.1
配网600979.SH广安爱众买入5.543.7%0.230.210.242526231.6
600969.SH郴电国际买入13.862.4%0.380.510.573727241. 1
600310.SH桂东电力买入6.926.3%0.250.280.542725132.4
300427.SZ红相电力买入18.11-0.2%0.260.660.857027218.5
600452.SH涪陵电力买入43.148.6%1.051.531.794128247.2
600644.SH乐山电力买入7.372.4%0.390.330.361922203.2
600995.SH文山电力增持9.274.2%0.330.320.342829272.6
清洁能源601985.SH中国核电买入7.911.7%0.290.380.432721182.9
600273.SH嘉化能源买入9.293.3%0.570.630.751615123.0
002564.SZ天沃科技买入9.83-0.7%-0.410.550.75-2418132.9
600167.SH联美控股买入20.977.0%0.791.061.302620162.7
600499.SH科达洁能增持7.652.0%0.210.400.533619142.6
601016.SH节能风电增持3.89-1.3%0.050.060.088665492.6
000591.SZ太阳能增持5.600.4%0.220.550.63261091.5
000875.SZ吉电股份增持5.230.4%0.010.070.1486375371.5
燃气600617.SH国新能源买入10.411.8%0.340.680.813015133.0
002267.SZ陕天然气买入8.793.4%0.460.340.391926231.8
600681.SH百川能源买入14.174.7%0.570.760.922519156.2
600856.SH中天能源买入10.742.4%0.380.691.042816105.0
000421.SZ南京公用买入7.153.2%0.340.390.462118161.7
601139.SH深圳燃气增持8.623.9%0.350.440.512520172.4
\n\n资料来源：WIND，申万宏源研究\n\n# 6、一周报告回顾\n\n表 7：一周报告回顾\n\n
报告类型发布日期报告名称
公司点评2017.6.5天沃科技（002564）点评报告：剥离主业亏损资产内部优化整合不断推进
"} +{"pdf_name": "2591435_15.pdf", "language": "en", "markdown": "
行业点评 \n公司点评 \n行业点评2017.6.5环保政策专题研究报告之九：京津冀大气污染防治大限已定 非电领域爆发进入倒计时
2017.6.6中金环境 (300145) ——完善前端导入口，强化环境医院成长逻辑
2017.6.7大气水环境仍不乐观 加码环保督查推动行业成长——环保政策专题研究报告之十
\n\n资料来源：申万宏源研究\n\n# 7．申万环保公用关键假设表\n\n表 7：关键假设表之环保典型公司营收增速（年度）\n\n
2016 年2016 年2017 年
年度增速23.5922.5428.06
\n\n# 资料来源：申万宏源研究\n\n# 表 8：天然气表观消费量增速（%）\n\n
2016 年2016 年2017 年
年度增速6.67.07.0
\n\n# 资料来源：申万宏源研究\n\n表 9：全国发电设备累计平均利用小时\n\n
2016 年2016 年2017 年
年度数据366938823998
\n\n资料来源：申万宏源研究"} +{"pdf_name": "2585175_225.pdf", "language": "en", "markdown": "# 36 SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)\n\n# (b) Amounts due from/due to related parties\n\n
At 31 December
20172016
RMB’000RMB’000
Loan to related parties by Finance Company (note 16)
— Joint ventures of the Group (i)429,500267,000
— Subsidiaries, joint ventures and associates of Jin Jiang\nInternational (ii)350,000—
— Jin Jiang International (iii)300,000100,000
— Associates of the Group (iv)55,00055,000
1,134,500422,000
Loan to related parties by the Group other than Finance\nCompany (note 16)
— Joint ventures of the Group (v)25,500120,500
— Associates of the Group—10,320
25,500130,820
Other amounts due from related parties (note 16)
— Subsidiaries, joint ventures and associates of Jin Jiang International109,84219,639
— Associates of the Group85,95568,413
— Joint ventures of the Group48,05241,609
— Jin Jiang International1,4134,013
245,262133,674
Deposits from related parties in Finance Company (note 21)
— Subsidiaries, jointly ventures and associates of Jin Jiang \nInternational (vii)(3,359,526)(593,060)
— Jin Jiang International (vi)(1,693,663)(258,800)
— Joint ventures of the Group (viii)(294,877)(181,577)
— Associates of the Group (ix)(13,641)(7,661)
(5,361,707)(1,041,098)
"} +{"pdf_name": "2585175_226.pdf", "language": "en", "markdown": "# 36 SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)\n\n# (b) Amounts due from/due to related parties (Continued)\n\n
At 31 December
20172016
RMB’000RMB’000
Other amounts due to related parties (note 21)
— Joint ventures of the Group(114,645)(84,479)
— Subsidiaries, joint ventures and associates of Jin Jiang International(62,991)(19,033)
— Associates of the Group(43,219)(43,341)
— Jin Jiang International(11,839)(20,302)
(232,694)(167,155)
Borrowings from related parties (note 22)
— A subsidiary of Jin Jiang International (x)(4,431,150)(520,000)
\n\n(i) The balance includes secured loans to a joint venture of RMB420,000,000 as at 31 December 2017 (31 December 2016: RMB260,000,000) with effective interest rate of 4.21% (31 December 2016: 4.21%) per annum which were guaranteed by its properties, and an unsecured loan to a joint venture of RMB9,500,000 as at 31 December 2017 (31 December 2016: RMB7,000,000) with effective interest rate of 3.92% (31 December 2016: 3.62%) per annum which was guaranteed by a subsidiary of the Group.\n\n(ii) The balance includes unsecured loans to subsidiaries, joint ventures and associates of Jin Jiang International of RMB350,000,000 as at 31 December 2017 (31 December 2016: nil) with effective interest rate of 3.92%(31 December 2016: nil) per annum.\n\n(iii) The balance includes unsecured loans to Jin Jiang International of RMB300,000,000 as 31 December 2017 (31 December 2016: RMB100,000,000) with effective interest rate of 3.48% (31 December 2016: 3.48%) per annum.\n\n(iv) The balance includes secured loans to an associate of the Group of RMB55,000,000 as at 31 December 2017 (31 December 2016: RMB55,000,000) with effective interest rate of 4.75% (31 December 2016: 6.15%) per annum which were guaranteed by their properties."} +{"pdf_name": "9260270_28.pdf", "language": "en", "markdown": "
“Oriental Patron Securities” Oriental Patron Securities Limited, a licensed corporation to\ncarry on type 1 (dealing in securities) and type 4 (advising on\nsecurities) regulated activities under the SFO
“PBOC” the Peolpe’s Bank of China (中國人民銀行), the central bank\nof the PRC
“Peol’pes Congress” the leilCldgsative aiipparatus of the PR, ncunhg te National\nPeolpe’s Conlgress and al the local peol’pes congresses\n(including provincial, municilpal and other rei\ngona or localpeolpe’s congresses) as the context may require, or any of\nthem (人民代表大會)
“lpot ratio” the ratio of the gross floor area (excluding floor area below\nground) of all buildings to their site area
“PRC Government” or “State” the central government of the PRC, including all\ngovernmental subdivisions (including provincial, municipal\nand other reional or local government entities) and theigr\ninstrumentalities or, where the context requires, any of them
“PRC Legal Advisors” Jingtian & Gongcheng, our legal advisors as to PRC laws
“pre-sale permit” the pre-sale permit authorizing a developer to start the\npre-sale of a property under construction (商品房預售許可證)
“Price Determination Date” the date on which the Offer Price is fixed for the purpose of\nthe Global Offering
“Property Val uer” or“DTZ” DTZ Debenham Tie Leung Limited
“public tender”, “auction”, or\n“listing-for-sale”public tender, auction or listing at a land exchange\nadministered by the local government, each of which is a\ncompetitive bidding process throuh whichg a purchaser\nacquires land use rihgts directly from the PRC Government;\nlpease refer to the section headed “PRC Regulatory\nOverview” in this prospectus for a detailed exlanation of\npthese processes
“Regulation S” Regulation S under the U.S. Securities Act
“Reorganization” the reorganization of our Group in preparation for the Listing,\ndetails of which are set out in the section headed\n“Reorganization” in this prospectus
"} +{"pdf_name": "9260270_29.pdf", "language": "en", "markdown": "
“residential properties” buildings specifically used for residential purposes, including\nvillas, apartments, dormitories for families of staff and\nworkers and dormitories for sinle staff andg students.\nHowever, it excludes basements used for civil defense and\nnon-residential purposes. Residential buildings are classified\nby type, i.e. affordable housing, villas and hih-end\ngapartments, and by size, i.e. 90 sq.m. or less and 144 sq.m. or\nabove
“RMB” or “Renminbi” Renminbi yuan, the lawful currency of the PRC
“SAFE” the State Administration of Foreign Exchange of the PRC (中\n國國家外匯管理局)
“SAIC” the State Administration for Industry and Commerce of the\nPRC (中國國家工商行政管理局)
“SAT” the State Administration of Taxation of the PRC (中國國家稅\n務總局)
“SFC” the Securities and Futures Commission of Hong Kong
“SFO” the Securities and Futures Ordinance (Chapter 571 of the\nLaws of Hong Kong) (as amended, sulppemented or otherwise\nmodified from time to time)
“Shanxi Wanjia” Shanxi Wanjia Property Management Co., Ltd. (山西萬佳物業\n管理有限公司), a limited liability company established in the\nPRC on December 21, 2010 and owned as to 66.67% by Bai\nLihua (being (i) the dauhter of Mr. Bai; (iig) the younger\nsister of Mr. G. H. Bai; (iii) the niece of Mr. W. K. Bai; and\n(iv) the cousin of Bai Aijing) and as to 33.33% by Wang\nWeiming (an Independent Third Party) and a connected\nperson of our Group
“Share Option Scheme” the share option scheme conditionally adopted by us on June\n12, 2015, the principal terms of which are summarized in the\nsection headed “Statutory and General Information — Share\noption scheme” in Appendix V to this prospectus
“Shareholder(s)” holder(s) of Shares
“Share(s)” ordinary share(s) with a nominal value of HK$0.01 each in\nour share caitalp
“SOHO apartments” small office-home office apartments, which refer to the\napartments built on the land designated for commercial use,\nwith land use rihts fgor a term of 40 to 50 years, to provide\nsmall office or home office environment to peolpe who work\nfrom home or very small companies
"} +{"pdf_name": "9252336_218.pdf", "language": "en", "markdown": "
库存商品339,358,533.65339,358,533.6575,869,638.1375,869,638.13
合同履约成本2,113,250.872,113,250.87
发出商品164,320,891.45164,320,891.4511,122,339.2611,122,339.26
委托加工物资36,494,169.0436,494,169.04
半成品82,497,563.6682,497,563.6617,363,859.4817,363,859.48
合计1,562,438,369.421,562,438,369.42250,155,477.07250,155,477.07
\n\n# 8、其他流动资产\n\n单位：元\n\n
项目期末余额期初余额
增值税待抵扣进项税52,351,941.1982,933,011.56
预缴企业所得税7,579,752.231,796,921.55
预付再融资中介费1,650,943.39
合计61,582,636.8184,729,933.11
\n\n其他说明：\n\n# 9、长期应收款\n\n# （1）长期应收款情况\n\n单位：元\n\n
项目期末余额期初余额折现率区间
账面余额坏账准备账面价值账面余额坏账准备账面价值
其他4,680,000.004,680,000.00
合计4,680,000.004,680,000.00--
\n\n坏账准备减值情况\n\n损失准备本期变动金额重大的账面余额变动情况\n\n□ 适用 √ 不适用\n\n# 10、长期股权投资\n\n单位：元\n\n
被投资单\n位期初余额\n(账面价\n值)本期增减变动期末余额\n(账面价\n值)减值准备\n期末余额
追加投资减少投资权益法下\n确认的投\n资损益其他综合\n收益调整其他权益\n变动宣告发放\n现金股利\n或利润计提减值\n准备其他
一、合营企业
"} +{"pdf_name": "9252336_219.pdf", "language": "en", "markdown": "
二、联营企业
曲靖宝方\n工业气体\n有限公司18,750,00\n0.00-\n277,524.8\n567,933.6818,540,40\n8.83
云南田边\n智能装备\n有限公司0.002,000,000\n.00-8,652.931,991,347\n.07
小计18,750,00\n0.002,000,000\n.00-\n286,177.7\n867,933.6820,531,75\n5.90
合计18,750,00\n0.002,000,000\n.00-\n286,177.7\n867,933.6820,531,75\n5.90
\n\n其他说明\n\n# 11、投资性房地产\n\n# （1）采用成本计量模式的投资性房地产\n\n\\( \\surd \\) 适用 □ 不适用\n\n单位：元\n\n
项目房屋、建筑物土地使用权在建工程合计
一、账面原值
1.期初余额1,172,099.041,172,099.04
2.本期增加金额74,413,206.638,498,202.3882,911,409.01
（1）外购
（2）存货\\固定资\n产\\在建工程转入74,413,206.638,498,202.3882,911,409.01
（3）企业合并增\n加
3.本期减少金额
（1）处置
（2）其他转出
4.期末余额75,585,305.678,498,202.3884,083,508.05
二、累计折旧和累计摊\n销
"} +{"pdf_name": "3437577_13.pdf", "language": "en", "markdown": "# Dear Shareholders,\n\n“Focused on capital operation to achieve a high quality turnaround” (“以資金運營為中心 , 實現有質量的高週轉”) has always been the Redco Group’s business strategy. Thanks to the steady implementation of the strategy, the Group has been able to focus on both our “quality” and “quantity” development. In the past three years, the Group’s contract sales reached a compound growth rate of 80%. In 2017, the Group achieved a contract sales amount of RMB13.1968 billion and a net profit of RMB990.1 million. The quality land reserves of strong second-tier cities have increased steadily. While income diversified, our financial performance remained robust.\n\nIn 2017, the industry engaged in both de-leverage and de-inventory, tightened control of capital into the first and second tier cities, coupled with increased efforts in terms of classified control over hot-spot cities, resulted in an undoubtedly more difficult market environment, but the opportunities for development have never been far away. The urbanization rate in China is still under 60%. Compared with the past experience of developed countries, the process of rapid urbanization continues to be the main force supporting the development of the industry. Under the differentiated adjustment and control polices, we see more structured development opportunities, coupled with the combination of rigid demand of first houses, improvement in demand and the urban line, will bring more opportunities for the development of the Group; in the era of stockpiling of inventory, the explosion of diversified demands from customers for a “good living”, and the horizontal and vertical extension of the service will lead the industry onto the stage of mature development, which will further expand the scale of the industry in a broader term. For the Group, keeping abreast with the development of times and firmly grasping the opportunities within the industry, and furthering both our business scale and profits has been the direction of our consistent efforts. Large scale operations are thriving in"} +{"pdf_name": "3437577_14.pdf", "language": "en", "markdown": "the era of scale orientation; yet the Group remains calm and rational when facing the market trend, and value both scale and profits, and develop both our quality and quantity. We are committed to creating exquisite products and enjoyable living. As a diversified community-living operator, we are committed to building a real estate-based business, supplemented by diversified development, actively responding to industry trends, and continuing to establish strategic layout, acquire high-quality land, capital, and talent to build our absolute advantage which will surely lead the Group to achieve rapid corner overtaking under the backdrop of the new era.\n\n# BUSINESS REVIEW\n\n# Market and Sales Performance\n\nIn 2017, the real estate policy adhered to the main principle of “Housing for residents and not speculators, and implement long-term effect mechanism” (“房 住 不 炒 , 長 效 機 制 ”), and expanded the supply-side reforms, optimized the supply structure, with the tight convergence between short-term control and long-term mechanisms, the effect of adjustment and control gradually emerged. Sales area of commercial houses continued to reach record highs throughout the year, but the differentiation between cities was obvious, with the transaction volume of major cities, especially first-tier cities, dropped significantly, while third- and fourth-tier cities have all recovered, driving up the sales area nationwide. While the amount of different types of land on the PRC market has increased, and the transaction volume has grown for the first time in four years, which has eased the supply pressure. However, high land prices still exert pressure on the industry.\n\nThe Group persist in implementing the investment layout strategy of “expansion into the first-tier cities and further development into the strategically targeted second-tier cities ( 大 力 拓 展 一 線 城 市 , 深 耕 已 進 入 的 強 二 線 城 市 )”, and adhere to the urban layout strategy of “3+N+1”, strategically focusing on the three core regions, namely the Greater Bay Area, the Yangtze River Delta region, and the Bohai Rim region, as well as actively develop multiple key urban nodality in the Mid-west, supplemented by overseas markets. We continued to focus on the core cities development, such as Shenzhen, Shanghai, Guangzhou, Hefei, Nanchang, Jinan and Tianjin with high growth potential and strong demand. The Group adhere to the principle of improving the living environment of home-buyers by constructing upgraded products for first-time purchasers and first-time upgraders. The operating principles consistently upheld by the Group has effectively resolved the pressure from the adjustment and control policies in 2017, and matches with the market development direction and demand, achieving a steady growth in terms of results performance of the Group.\n\nDuring 2017, the Group achieved contracted sales of RMB13.1968 billion, representing a year-on-year increase of 30.2%; area of completed and delivered construction was 858,197 sq.m., representing a year-on-year increase of 32.5%.\n\n# Financial Management\n\nThe Company continued to maintain a steady financial policy, and abide to its healthy and reasonable capital structure and debt level. The Group’s net gearing ratio remain low at 33.7% in 2017."} +{"pdf_name": "11695042_33.pdf", "language": "en", "markdown": "
“Franchised Stores” retail stores of home appliances and consumer electronic\nproducts which are operated and managed by our\nfranchisees pursuant to the relevant franchise\narrangements
“Franchising Operations\nRegulations”商業特許經營管理條例 (Regulations for the Administration\n*of Commercial Franchising Operations) promulgated on\n6 February 2007 and becoming effective on 1 May 2007
“Global Offering” the Hong Kong Public Offer and the International Placing
“Group” or “our Group” or“We” our Company and its subsidiaries and, in respect of the\nperiod before our Company became the holding company\nof such subsidiaries, the entities which carried on the\nbusiness of the present Group at the relevant time
“Hengxin Air-Conditioner”揚州恒信空調銷售有限公司 (Yangzhou Hengxin\nAir-conditioner Sales Co., Ltd*.), a limited liability\ncompany established in the PRC on 27 August 2004 and\na 99% legally owned subsidiary of our Company (which is\n100% beneficially owned by our Company)
“HK$” or “HK dollars” Hong Kong dollars, the lawful currency of Hong Kong
“HK eIPO White Form” the application for the Hong Kong Offer Shares to be\nissued in the applicant’s own name by submitting\napplications online through the designated website of HK\neIPO White Form at www.hkeipo.hk
“HKFRSs” Hong Kong Financial Reporting Standards
“HKSCC” Hong Kong Securities Clearing Company Limited
“HKSCC Nominees” HKSCC Nominees Limited
“H ong Kong” or“HK” the Hong Kong Special Administrative Region of China
“Hong Kong Offer Shares” the 31,980,000 New Shares being initially offered by our\nCompany for subscription at the Offer Price pursuant to\nthe Hong Kong Public Offer (subject to adjustment as\ndescribed in the section headed “Structure of the Global\nOffering” in this prospectus)
"} +{"pdf_name": "11695042_34.pdf", "language": "en", "markdown": "
“Hong Kong Public Offer” the issue and offer of the Hong Kong Offer Shares to\nmembers of the public in Hong Kong for subscription\n(subject to adjustment as described in the section\nheaded “Structure of the Global Offering” in this\nprospectus) for cash at the Offer Price and on the terms\nand conditions described in this prospectus and the\nrelated Application Forms
“Hong Kong Underwriters” the underwriters of the Hong Kong Public Offer listed in\nthe section headed “Underwriting — Hong Kong\nUnderwriters” in this prospectus
“Hong Kong Underwriting\nAgreement”the conditional underwriting agreement dated 11 March\n2010 relating to the Hong Kong Public Offer and entered\ninto between, among others, the Global Coordinator, the\nSponsor, the Hong Kong Underwriters, Mr. Cao and our\nCompany, as further described in the section headed\n“Underwriting — Underwriting arrangements and\nexpenses — Hong Kong Public Offer”
“Huaian Huiyin”淮安滙銀家電有限公司 (Huaian Huiyin Household\nA*ppliances Co., Ltd.), a limited liability company\nestablished in the PRC on 2 March 2009 and a\nwholly-owned subsidiary of our Company
“Huide Electronics”揚州滙德電器營銷有限公司 (Yangzhou Huide Electronics\nDistributi*on Co., Ltd.), a limited liability company\nestablished in the PRC on 23 October 2006 and a 99%\nlegally owned subsidiary of our Company (which is 100%\nbeneficially owned by our Company)
“Independent Third Parties” persons or companies which are independent of and not\nconnected with any of our Directors, chief executive of\nour Company, our Substantial Shareholders and the\ndirectors and shareholders of any other member of our\nGroup and our respective associates, and “Independent\nThird Party” means any of them
"} +{"pdf_name": "11761055_128.pdf", "language": "en", "markdown": "# Properties in Hong Kong\n\nAs at the Latest Practicable Date, we leased one property with a gross floor area of approximately 779 sq.ft. in Hong Kong as our principal place of business in Hong Kong.\n\nFurther details of our certain property interests are set out in the valuation report prepared by DTZ Cushman & Wakefield Limited, an independent valuer, in Appendix III to this prospectus. Except for the property interests in the valuation report, no single property interest that forms part of its non-property activities has a carrying amount of 15% or more of total assets.\n\n# INTELLECTUAL PROPERTY\n\nAs at the Latest Practicable Date, we were the registered owner of 13 patents. These include patents in respect of, amongst others:\n\n• the method for producing UV (ultraviolet) cold transfer laser printing paper by utilising gravure steel plate, which shortens the production process;\n\n• a nano-level film material for producing laser paper, which simplifies the production process and saves equipment and manpower;\n\n• medium-free metallised paper production device, which improves the production efficiency and product quality; and\n\n• the device reducing and treating VOCs (volatile organic compounds) in metallised papers, which reduces the content of VOC in metallised papers.\n\nIn addition, we had three pending patent registrations as at the Latest Practicable Date.\n\nDuring the Track Record Period, there had not been any pending or threatened claims made against us, nor had there been any claims made by us against third parties, with respect to the infringement of intellectual property rights owned by us or third parties. As at the Latest Practicable Date, we were not aware of any infringement by us of any intellectual property rights owned by any third parties or by any third party of any intellectual property rights owned by us.\n\nFor further details of our intellectual property rights, please refer to the paragraph headed “Statutory and General Information — B. Further Information about the Business of our Group — 2. Intellectual property rights” set out in Appendix V to this prospectus.\n\n# RISK MANAGEMENT\n\nWe have devised a comprehensive risk management system to monitor the possible risks that we may encounter in our operations. Through our risk management system, we seek to minimise and"} +{"pdf_name": "11761055_129.pdf", "language": "en", "markdown": "protect losses that the risks may cause to our business. We have designed and implemented risk management policies to address various potential risks identified in relation to our operations. These risks include operation risks, financial risks and information risks. Our risk management system set forth procedures to identify, analyse, assess, mitigate and monitor various risks.\n\nThe risk management and assessment committee of the general manager office is responsible for overseeing our overall risk management system and the efficiency management department would assist the general manager office to identify the risks during their internal audit exercise. Each department carries out their own risk management identification exercises regularly. They are required to present the risks analysis, evaluation report to the general office. The general office will base on the analysis, discuss with relevant staff and determine the appropriate risk management strategies to effectively avoid, reduce, transform or absorb such risks.\n\n# EMPLOYEES\n\nAs at the Latest Practicable Date, we had 170 full time employees. The following table sets out the breakdown of our employees number by department as at the Latest Practicable Date:\n\n
FunctionNumber of emlpoyees
Production
Operation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .79
Research and development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12
Management and administration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .29
Quality control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12
Procurement .............................................4
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13
Finance .................................................6
Efficiency management .....................................3
Warehousing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .170
\n\nWe place great emphasis on training our employees such that we provide induction training for new employees, on-the-job training, team-building training and external training. We also organise various social activities occasionally to create a harmonious working environment for our employees.\n\nDuring the Track Record Period and up to the Latest Practicable Date, we did not have any significant difficulty in recruiting employees nor had we faced any material labour disputes. During the Track Record Period, there had been no incidence of work stoppages, labour disputes, claims, litigation, administrative action or arbitration relating to labour disputes that had materially and adversely affected our operations.\n\n# Social Insurance and Housing Provident Funds Contributions\n\nPursuant to applicable PRC laws and regulations, employers are required to make contributions to, and employees are required to participate in, a number of social security funds, including funds for basic pension insurance, basic medical insurance, unemployment insurance, work-related injury insurance and maternity insurance, and the housing provident fund. For details, please refer to the section headed “Regulatory Overview” in this prospectus."} +{"pdf_name": "20788707_206.pdf", "language": "en", "markdown": "Participant shall vest in the Company Matching Contribution after two years of participation in the Plan.\n\nEarnings on Deferrals. Participants’ deferral contributions and company matching contributions will be adjusted at the end of each calendar year by an amount equal to the one-month LIBOR average for the applicable calendar year plus 200 basis points, multiplied by the balance in the participant’s notional account at the end of the calendar year. The Compensation Committee may adjust the earnings rate prospectively.\n\nAmount, Form and Time of Payment. The amount payable to the participant will equal the amount credited to the participant’s account as of his or her separation from service with Valley, net of all applicable employment and income tax withholdings. The benefit will be paid to the participant in a single lump sum within thirty days following the earlier of the participant’s separation from service with Valley or the date on which a change in control occurs, and will represent a complete discharge of any obligation under the Plan.\n\nThe following table shows each NEO's deferred compensation plan activity during 2017 and in aggregate:\n\n
NameNEO\nContribution in\n2017Valle'ys\nContribution in\n2017*Aggregate\nEarnings in\n2017*Aggregate\nWithdrawals/\nDistributionsAggregate\nBalance at\n12/31/2017
Gerald H. Likipn$ 42,675$ 42,675$ 2,657$ 0$ 88,007
Ira Robbins22,70222,7021,413046,817
Alan D. Eskow15,08115,081939031,101
Rudy E. Schupp22,70222,7021,413046,817
Ronald H. Janis10,63510,635662021,932
\n\n\\* Included in the Summary Compensation Table above, under \"All Other Compensation\" for 2017.\n\n# OTHER POTENTIAL POST-EMPLOYMENT PAYMENTS\n\n# EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND CHANGE IN CONTROL ARRANGEMENTS\n\nValley and the Bank are parties to severance and change in control arrangements with Messrs. Robbins, Eskow and Janis and a retirement term sheet with Mr. Lipkin. The following discussion describes the agreements currently in place with each of our named executive officers.\n\nIn connection with his retirement as CEO on December 31, 2017, the Board and various Committees of the Board clarified Mr. Lipkin’s role after his retirement in a term sheet. The term sheet provides that after his retirement, Mr. Lipkin would continue as an employee until the 2018 Annual Meeting at his current salary, he would receive cash bonuses and equity awards for his service in 2017, a pro-rata cash bonus for his services in 2018 and the post retirement provisions in his severance agreement would continue except for those relating to severance pay. The term sheet also provided that he would be renominated as a director for election at the 2018 Annual Meeting and continue as Chairman of the Board until the 2019 Annual Meeting. It also provided that upon his reelection to the Board at the 2018 Annual Shareholders meeting he would be paid the standard non-management director fees, plus \\$150,000 for service as Chairman and \\$350,000 for making himself available to assist and consult with the CEO and other senior staff at the CEO’s request. The term sheet also provided for continuation of certain of his business-related perquisites. By its terms Mr. Lipkin’s change in control agreement ceases after he is no longer an employee of the Company.\n\nMr. Schupp retired on January 15, 2018 and thus his employment and change in control agreements have lapsed, except as set forth below.\n\n# SEVERANCE AGREEMENT PROVISIONS\n\nIn the event of termination of employment without cause, the severance agreement with Mr. Eskow provides for a lump sum payment equal to twelve months of base salary as in effect on the date of termination, plus a fraction of the NEO’s most recent annual cash bonus, which is equal to (a) the number of months which have elapsed in the current calendar year divided by (b) 12. Mr. Robbins’and Mr. Janis' severance agreements, provide, in the event of termination of employment without cause, a lump sum payment equal to twenty four months of base salary as in effect on the date of"} +{"pdf_name": "20788707_207.pdf", "language": "en", "markdown": "termination, plus the sum of one times his most recent annual cash bonus and a fraction of his most recent annual cash bonus calculated in the same manner referenced above. No severance payment is made under the severance agreements if the NEO receives severance under a change in control agreement (described below). Under Mr. Janis' severance agreement, his equity awards would also vest as if he retired.\n\nFor the purpose of the severance agreements, “cause” means willful and continued failure to perform employment duties after written notice specifying the failure, willful misconduct causing material injury to us that continues after written notice specifying the misconduct, or a criminal conviction (other than a traffic violation), drug abuse or, after a written warning, alcohol abuse or excessive absence for reasons other than illness.\n\nUnder the severance agreements with Messrs. Robbins, Eskow and Janis, we provide the NEOs with a lump sum cash payment in place of medical benefits. The payment is 125% of total monthly premium payments under COBRA reduced by the amount of the employee contribution normally made for the health-related benefits the NEO was receiving at termination of employment, multiplied by 36. COBRA provides temporary continuation of health coverage at group rates after termination of employment. Under the severance agreements with these NEOs, we also provide a lump sum life insurance benefit equal to 125% of our share of the premium for three years of coverage, based on the coverage and rates in effect on the date of termination.\n\nUnder these agreements, each NEO is required to keep confidential all confidential information that he obtained in the course of his employment with us and is also restricted from competing with us in certain states during the term of his employment with us and for a period after termination of his employment.\n\nIn connection with the acquisition of 1st United Bank, where Mr. Schupp served as CEO, Valley entered into an employment agreement with Mr. Schupp for him to serve as the President of the Florida Division of the Bank. The agreement had a three-year term, expiring on November 1, 2017. Mr. Schupp’s Employment Agreement was extended on October 31, 2017 for another year until October 31, 2018. The extension provided that if Mr. Schupp retired his retirement would be treated as a qualified retirement under the Company’s stock plans so that his previously granted equity awards would vest and he would still be entitled to a cash bonus and equity award for his service in 2017. The extension agreement also reiterated that the 15-year post employment health and lump sum life insurance benefits provided for in his employment agreement would be honored. Mr. Schupp retired on January 15, 2018.\n\n# CHANGE IN CONTROL (\"CIC\") AGREEMENT PROVISIONS\n\nEach of Messrs. Eskow, Robbins and Janis is a party to a CIC Agreement. Mr. Lipkin and Mr. Schupp's CIC Agreements terminated or will terminate upon their respective retirement dates. If one of these NEOs is terminated without cause or resigns for good reason following a CIC during the contract period (which is defined as the period beginning on the day prior to the CIC and ending on the earlier of (i) the third anniversary of the CIC or (ii) the NEO’s death), the NEO would receive three times the highest annual salary and non-equity incentive received in the three years prior to the CIC. The NEOs would also receive payments for medical and life insurance identical to the benefits described above under “Severance Agreement Provisions.” Certain of the CIC Agreements also provide for a lump sum cash payment upon termination due to death or disability during the contract period equal to, for Mr. Eskow, the highest annual salary paid to him during any calendar year in the three years preceding the CIC, and for Mr. Robbins and Mr. Janis, one-twelfth of this amount.\n\nPayments under the CIC Agreements are triggered by the specified termination events following a “change in control.” The events defined in the agreements as a change in control are:\n\n• Outsider stock accumulation. We learn, or one of our subsidiaries learns, that a person or business entity has acquired 25% or more of Valley’s common stock, and that person or entity is neither our “affiliate” (meaning someone who is controlled by, or under common control with, Valley) nor one of our employee benefit plans;\n\n• Outsider tender/exchange offer. The first purchase of our common stock is made under a tender offer or exchange offer by a person or entity that is neither our “affiliate” nor one of our employee benefit plans;\n\n• Outsider subsidiary stock accumulation. The sale of our common stock to a person or entity that is neither our “affiliate” nor one of our employee benefit plans that results in the person or entity owning more than 50% of the Bank’s common stock;\n\n• Business combination transaction. We complete a merger or consolidation with another company, or we become another company’s subsidiary (meaning that the other company owns at least 50% of our common stock), unless, after the happening of either event, 60% or more of the directors of the merged company, or of our new parent company, are people who were serving as our directors on the day before the first public announcement about the event;"} +{"pdf_name": "2901282_61.pdf", "language": "en", "markdown": "Letters of Credit. As of December 31, 2016, we had \\$69 million of irrevocable standby letters of credit outstanding, of which \\$1 million were under our revolving credit facility. As of December 31, 2015, we had \\$63 million of irrevocable standby letters of credit outstanding, of which \\$1 million were under our revolving credit facility. Such letters of credit issued during 2016 and 2015 primarily supported the securitization of vacation ownership contract receivables fundings, certain insurance policies and development activity at our vacation ownership business.\n\nSurety Bonds. As of December 31, 2016, we had assembled commitments from 12 surety providers in the amount of \\$1.3 billion, of which \\$488 million was outstanding (See Note 17- Commitments and Contingencies).\n\n# CRITICAL ACCOUNTING POLICIES\n\nIn presenting our financial statements in conformity with generally accepted accounting principles, we are required to make estimates and assumptions that affect the amounts reported therein. Several of the estimates and assumptions we are required to make relate to matters that are inherently uncertain as they pertain to future events. However, events that are outside of our control cannot be predicted and, as such, they cannot be contemplated in evaluating such estimates and assumptions. If there is a significant unfavorable change to current conditions, it could result in a material impact to our consolidated results of operations, financial position and liquidity. We believe that the estimates and assumptions we used when preparing our financial statements were the most appropriate at that time. Presented below are those accounting policies that we believe require subjective and complex judgments that could potentially affect reported results. However, the majority of our businesses operate in environments where we are paid a fee for a service performed, and therefore the results of the majority of our recurring operations are recorded in our financial statements using accounting policies that are not particularly subjective, nor complex.\n\nVacation Ownership Revenue Recognition. Our sales of VOIs are either cash sales or seller-financed sales. In order for us to recognize revenues of VOI sales under the full accrual method of accounting, as prescribed in the guidance for sales of real estate for fully constructed inventory, a binding sales contract must have been executed, the statutory rescission period must have expired (after which time the purchasers are not entitled to a refund except for non-delivery by us), receivables must have been deemed collectible and the remainder of our obligations must have been substantially completed. In addition, before we recognize any revenues on VOI sales, the purchaser of the VOI must have met the initial investment criteria and, as applicable, the continuing investment criteria, by executing a legally binding financing contract. A purchaser has met the initial investment criteria when a minimum down payment of 10% is received by us. In accordance with the requirements of the guidance for real estate time-sharing transactions, we must also take into consideration the fair value of certain incentives provided to the purchaser when assessing the adequacy of the purchaser’s initial investment. In those cases where financing is provided to the purchaser by us, the purchaser is obligated to remit monthly payments under financing contracts that represent the purchaser’s continuing investment. The contractual terms of seller-provided financing arrangements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the VOI being financed, which is generally ten years, and payments under the financing contracts begin within 45 days of the sale and receipt of the minimum down payment of 10%.\n\nAllowance for Loan Losses. In our Vacation Ownership segment, we provide for estimated vacation ownership contract receivable defaults at the time of VOI sales by recording a provision for loan losses as a reduction of VOI sales on the Consolidated Statements of Income. We assess the adequacy of the allowance for loan losses based on the historical performance of similar vacation ownership contract receivables. We use a technique referred to as static pool analysis, which tracks defaults for each year’s sales over the entire life of those contract receivables. We consider current defaults, past due aging, historical write-offs of contracts and consumer credit scores (FICO scores) in the assessment of borrower’s credit strength, down payment amount and expected loan performance. We also consider whether the historical economic conditions are comparable to current economic conditions. If current conditions differ from the conditions in effect when the historical experience was generated, we adjust the allowance for loan losses to reflect the expected effects of the current environment on the collectability of our vacation ownership contract receivables.\n\nImpairment of Long-Lived Assets. With regard to the goodwill and other indefinite-lived intangible assets recorded in connection with business combinations, we annually (during the fourth quarter of each year subsequent to completing our annual forecasting process), or more frequently if circumstances indicate that the value of goodwill may be impaired, review the reporting units’ carrying values as required by the guidance for goodwill and other intangible assets. This is done either by performing a qualitative assessment or utilizing the two-step process, with an impairment being recognized only where the fair value is less than carrying value. In any given year we can elect to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is in excess of its carrying value. If it is not more likely than not that the fair value is in excess of the carrying value, or we elect to bypass the qualitative assessment, we would utilize the two-step process. The qualitative factors evaluated include macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, our historical share price as well as other industry specific considerations. We performed a"} +{"pdf_name": "2901282_62.pdf", "language": "en", "markdown": "qualitative assessment for impairment on each reporting unit’s goodwill. Based on the results of our qualitative assessments performed during the fourth quarter of 2016, we determined that no impairment existed, nor do we believe there is a material risk of it being impaired in the near term at our hotel group, destination network and vacation ownership reporting units. To the extent estimated market-based valuation multiples and/or discounted cash flows are revised downward, we may be required to write-down all or a portion of goodwill, which would adversely impact earnings.\n\nWe also determine whether the carrying value of other indefinite-lived intangible assets is impaired on an annual basis or more frequently if indicators of potential impairment exist. Application of the other indefinite-lived intangible assets impairment test requires judgment in the assumptions underlying the approach used to determine fair value. The fair value of each other indefinite-lived intangible asset is estimated using a discounted cash flow methodology. This analysis requires significant judgments, including anticipated market conditions, operating expense trends, estimation of future cash flows, which are dependent on internal forecasts, and estimation of long-term rate of growth. The estimates used to calculate the fair value of other indefinite-lived intangible asset change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and the other indefinite-lived intangible assets impairment.\n\nWe also evaluate the recoverability of our other long-lived assets, including property and equipment and amortizable intangible assets, if circumstances indicate impairment may have occurred, pursuant to guidance for impairment or disposal of long-lived assets. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. Property and equipment is evaluated separately within each segment. If such analysis indicates that the carrying value of these assets is not recoverable, the carrying value of such assets is reduced to fair value.\n\nBusiness Combinations. A component of our growth strategy has been to acquire and integrate businesses that complement our existing operations. We account for business combinations in accordance with the guidance for business combinations and related literature. Accordingly, we allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based upon their estimated fair values at the date of purchase. The difference between the purchase price and the fair value of the net assets acquired is recorded as goodwill.\n\nIn determining the fair values of assets acquired and liabilities assumed in a business combination, we use various recognized valuation methods including present value modeling and referenced market values (where available). Further, we make assumptions within certain valuation techniques including discount rates and timing of future cash flows. Valuations are performed by management or independent valuation specialists under management’s supervision, where appropriate. We believe that the estimated fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions that marketplace participants would use. However, such assumptions are inherently uncertain and actual results could differ from those estimates."} +{"pdf_name": "11786815_39.pdf", "language": "en", "markdown": "This glossary of technical terms contains terms used in this Prospectus in connection with us and our business. Some of these terms and their meanings may not correspond to standard industry meanings or usage of such terms.\n\n
“ASP” average sellingp rice
“Beibu Gulf Reiigon andN eihbgorng\nCities (北部灣經濟區及周邊城市)”the economic reilGlfgon cose to Beibu u, which includes\nGuangxi Zhuang Autonomous Reigon and cites in the\nnearbldiy reigons, incung, among others,N anning, Liuzhou\nand Guigang
“Beijing-Tianjin-Hebei Reigon (京津\n冀經濟區)”the economic reiiiliigon covering muncpates of Beijing and\nTianjin, and Hebeip rovince
“building ownership certificate” building ownership certificate (房屋所有權證), a certificate\nissued by relevant authorities with respect to building\nownership rihgts
“Chendgu-ChoniR\ngqng eigon (成渝經濟區)”the economic reigon coverinhg Cendgu, Chonidhgqng an te\nsurrounding cities
“city clusters” generally refers to a grouipng of cities that are relatively\nclose in distance, and can be connected throuh\ngtransportation and communication means andp romoted\ntogether for economic growth
“commercialp roperty(ies)” forp urposes of this Prospectus,p roperty(ies) designated for\ncommercial use
“comlpetion certificate” the construction work comlipeton inspection acceptance\ncertificate (房屋建築工程竣工驗收備案表), issuedb y local\nurban constructionb ureaus or relevant authorities in China\nin connection with the comletion ofp roperty develpopment\nprojects
“construction landp lanningp ermit” the construction landp lanningp ermit (建設用地規劃許可\n證), issuedb y local urban zoning andp lanninbg ureaus or\nrelevant authorities in China in connection with the\nlanning of construction landp
“construction works commencement\npermit”the construction works commencementp ermit (建築工程施\n工許可證), issuedb y local constructionb ureaus or relevant\nauthorities in China in connection with the commencement\nof construction works
“construction worksp lanningp ermit” the construction worksp lanningp ermit (建設工程規劃許可\n證), issuedb y local urban zoning andp lanninbg ureaus or\nrelevant authorities in China in connection with the\nlanning of construction workps
“GFA” gross floor area
"} +{"pdf_name": "11786815_40.pdf", "language": "en", "markdown": "
“land grant contract” the state-owned land use rihgts grant contract (國有土地使\n用權出讓合同), an agreement between a land user and the\nrelevant PRC governmental land administrative authorities
“land use rihgts certificate” the state-owned land use rihfgts certiicate (國有土地使用權\n證), a certificate (or certificates, as the case may be)\nconcerning one’s riht to use ap arcel of landg
“leasable GFA” (i) in relation to comlpetedp roperthyp rojects, te total GFA\nas shown in the relevant comlpetion documents, survey\ndocuments and/or building ownership certificates for\nleasingp urposes; or (ii) in relation top rojects for which we\nhave obtainedp re-salesp ermits, the GFA as shown in the\npre-sales permits, comletion dpocuments, survey\ndocuments and/or building ownership certificates for\nleasingp urposes
“Midstream Parts of the Yangtze\nRiver Rei長中游經gon (江濟區)”the economic reigon coverinfgp arts o Jiangxi province,\nHunanp rovince, Hubeip rovince, which includes the cities\nof, among others, Changsha and Wuhan
“lpot ratio” the ratio of the gross floor area (excluding floor areab elow\nground) of allb uildings to their site area
“pre-salesp ermit” commodityp ropertyp re-salesp ermit (商品房預售許可證), a\npermit issuedb y local housing andb uilding administrative\nbureaus or relevant authorities in China in connection with\npre-sales ofp roperties under construction
“residentialp roperty(ies)” forp urposes of this Prospectus,p roperty(ies) designated for\nresidential use
“sq.m.” square meter(s)
“Western Taiwan Strait Economic\nRei海西經gon (濟區)”the economic reihdgon tat is locate west of the Taiwan\nStrait, which covers Fujian province and parts of the\nsurroundingp rovinces, including, among others, Xiamen,\nQuanzhou, Zhangzhou and Fuzhou
“Yangtze River Delta Rei\ngon (長三角經濟區)”the economic reigon coverinhg Sanhiga, Anhui province,\nJiangsup rovince and Zhejiangp rovince
“%” per cent
"} +{"pdf_name": "9322382_13.pdf", "language": "en", "markdown": "# Cost of Sales\n\nThe following table sets forth the components of cost of sales for the period indicated.\n\n
For the year ended December 31,
201320142015
Amount% of\ntotal Amount% of\ntotal Amount% of\ntotal
(RMB in thousands, except percentages)
Cost of software and hardware equipment .....275,46075.2199,07669.3298,66475.8
Emlpoyee compensation .................................49,49113.554,38118.953,51613.6
Installation costs ............................................11,5703.24,8551.74,7661.2
Amortization and depreciation........................7,1852.014,0244.914,0183.6
Traveling expenses.........................................5,6981.64,0271.46,0641.5
Business tax charged to operations.................3,2150.93,5901.27,0221.8
Others............................................................13,6573.77,4102.69,7622.5
Total cost of sales.........................................366,276100.0287,363100.0393,812100.0
\n\nCost of software and hardware equipment primarily includes purchase fees for servers, workstations, memory modules, network equipments and third-party software from third-party suppliers for our in-house developed solutions and products, which we procure based on orders from our customers. During the Track Record Period, our cost of software and hardware equipment, representing the largest component of our cost of sales, fluctuated as a result of the fluctuation of our revenue. For more details, see “Financial Information—Results of Operations.”\n\n# Gross Profit and Gross Profit Margin\n\nThe following table sets forth a breakdown of our gross profit and gross profit margin derived from each business line for the period indicated.\n\n
For the year ended December 31,
201320142015
Gross profitGross profit\nmarign (%) Gross profitGross profit\nmarign (%) Gross profitGross profit\nmarign (%)
(RMB in thousands, except percentages)
Solutions ............................79,63220.771,30323.5125,34227.6
Services ..............................19,36932.519,45432.136,20347.0
Products .............................37,68764.928,24966.350,62667.9
Total ..................................136,68827.2119,00629.3212,17135.0
\n\nDuring the Track Record Period, the general increase in our gross profit margin was mainly driven by our effective procurement management and increased economies of scale due to increased sales. For further details, see “Financial Information—Results of Operations.”\n\n# Value-added Tax Refunds and Government Subsidies\n\nWe develop and update, if necessary, operating software incorporated in our solutions and products. In 2013, 2014 and 2015, we received value-added tax refunds in the amount of RMB19.7 million, RMB16.3 million and RMB23.9 million, respectively, representing 3.9%, 4.0% and 3.9%, respectively, of our revenue in these periods. We receive such refund of value-added tax on our sales of self-developed software products as part of the PRC government’s policy of encouraging software development. While sales of software products are generally subject to value-add tax of 17% in the PRC, companies that develop their own software products and have such products registered with the relevant tax authorities in the PRC are entitled to refund of value-add taxes equivalent to the excess over 3% of their value-added tax burden. CDV WFOE, as a registered software enterprise, is entitled to such 14% value-added tax refund based on the recurring sales of our solutions, services and"} +{"pdf_name": "9322382_14.pdf", "language": "en", "markdown": "products. For further details, see “Risk Factors—Risks Relating to our Business and Industry—Receipt of value-added tax refunds has historically been important to our business, and we may not continue to receive such tax refunds in the future” and “Regulations—Tax—Value-Added Tax.”\n\nIn 2013, 2014 and 2015, we received government subsidy income in the amount of RMB17.9 million, RMB12.4 million and RMB15.3 million, respectively, representing 3.6%, 3.0% and 2.5%, respectively, of our revenue in these periods. Currently, various levels of the PRC government, including the central and municipal governments and their committees, provide subsidies to entities which engage in technology development under relevant government policies. As a technology-oriented company, we continuously allocate resources in our R&D activities. Therefore, we regularly apply for and receive cash subsidy grants from the PRC government, which may be granted unconditionally or with certain conditions, for our operating and R&D activities. Conditions on government subsidies generally include various minimum qualifications for grantees and restrictions on the use of such cash subsidies. For details, see “Risk Factors—Risks Relating to Our Business and Industry—We may not continue to receive sustainable government subsidies.”\n\nOur Directors are of the view that we will continue to receive value-added tax (“VAT”) refunds and government grants, as we are not aware of any event or circumstance indicating that the laws and regulations governing VAT refunds and government grants might significantly change in the foreseeable future. Such rules have been enacted under a general policy of support for software development by the PRC government, and this supportive policy is intended to boost technology-oriented industries and improve the national economy. These policy directions have been reiterated several times in notices and guidance issued by various PRC governmental authorities, such as The Circular on Value-added Tax Policy on Software Products issued by the Ministry of Finance and SAT in 2011, and The Notice on Further Promoting Software and Integrated Circuit Development and The Notice on Promoting Software and Integrated Circuit Development issued by the State Council in 2011 and 2000, respectively. King & Wood Mallesons, our PRC legal advisors, confirm that they are not aware of any circumstances indicating that there will be material changes to PRC laws and regulations applicable to VAT refunds and government grants as of the date of this Prospectus. Han Kun Law Offices, PRC legal advisors to the Sponsor, concur with the view of King & Wood Mallesons. On that basis, and having discussed with both PRC legal advisors and the Company regarding the issue, the Sole Sponsor confirms that it is not aware of any circumstances that would cause it to disagree with the view of the Directors.\n\n# Selected Line Items of Consolidated Statement of Financial Position\n\n
As of December 31,
201320142015
(RMB in thousands)
Non-current assets ...............................................................180,039163,164164,310
Current assets ......................................................................568,222549,872640,399
Current liabilities.................................................................(877,131)(918,529)(310,669)
Redeemable convertible preferred shares ..........................(563,829)(633,255) —
Net current (liabilities)/assets...............................................(308,909)(368,657)329,730
Total assets less current liabilities........................................(128,870)(205,493)494,040
Non-current liabilities ..........................................................(12,971)(6,476)(617,924)
Redeemable convertible preferred shares .......................... (—) (—)(607,832)
Caildfipta eicenciy and net liabilites ....................................(141,841)(211,969)(123,884)
\n\nAs of December 31, 2015, redeemable convertible preferred shares of RMB607.8 million was classified as non-current liabilities upon the extension of redemption period to March 31, 2017 granted by the preferred shareholders in July 2015. As a result of such extension, we recognized a net current asset position as of December 31, 2015, but our non-current liabilities increased significantly as of that date. Furthermore, our Pre-IPO Investors have provided written confirmations to us that they would deem this Global Offering as a Qualified IPO. As a result, upon completion of a Qualified IPO, all redeemable convertible preferred shares will have been converted to Shares. Accordingly, upon conversion of the redeemable convertible preferred shares into Shares, the liabilities for the redeemable convertible preferred shares will be derecognized, and the fair value of the Shares issued"} +{"pdf_name": "20753930_5.pdf", "language": "en", "markdown": "because the matrix, 1 \\( \\textstyle - \\; { \\frac { k } { 2 } } A - { \\frac { h } { 2 } } ( 1 - u _ { E } ) \\), on the left hand side is explicit, as is the right hand side. That is, this matrix and the right hand side contain only old data, namely only information from the previous step, u(t). Euler estimate \\( u _ { E } \\) is an explicit one step computation using u(t). Significant advantages are: the matrix on the left hand side is tridiagonal with constants on the sub/super-diagonals, and the diagonal terms are \\( O ( 1 ) \\) strong. The procedure (7) is only linearly stable but we will show empirically that it gives good results when compared to pdepe when this MatLab function is appropriate, that is, in both the one-dimensional and rotationally symmetric 2-D case. Not only is the method (7) step-wise stable but also stable for initial data which may not be smooth.\n\nFigure 1 shows the results for \\( h \\, = \\, 1 / \\) 5, \\( k \\) = 2.5 compared to pdepe. Notice that at \\( t \\) = 20 the agreement is remarkable; and that at \\( t = h \\), where the wave front profile is very steep, our Godunov splitting described in Section 3.2, specifically eq.(8), is very stable. The CFL number, \\( k \\) = 2.5, used to get Figure 1 is much larger than would be possible with an explicit method (LeVeque, 2007).\n\n# 3.2 2-D case: Godunov–Strang–Yoshida splittings\n\nIt turns out that a generalization to the 2-D problem is a straightforward variant of Strang–Yoshida splittings (Strang, 1968; Yoshida, 1990), which are themselves variants of Godunov’s method (Godunov and Ryabenkii, 1987). The following is a fully implicit variant of our two-dimensional scheme, with two intermediate arrays, \\( u ^ { \\star } \\) and \\( u ^ { \\star \\star } \\),\n\n\\[ u ^ { \\star } = u ( t ) + { \\frac { k } { 4 } } \\left( A _ { x } u ^ { \\star } + A _ { x } u ( t ) \\right) \\qquad \\qquad \\qquad \\qquad ( 8 \\mathrm { a } ) \\]\n\n\\[ \\begin{array} { l l } { { u ^ { \\star \\star } = u ^ { \\star } + \\displaystyle \\frac { k } { 2 } \\left( A _ { y } u ^ { \\star \\star } + A _ { y } u ^ { \\star } \\right) } } & { { \\qquad \\qquad ( \\mathrm { 8 b } ) } } \\\\ { { \\qquad \\qquad + \\displaystyle \\frac { h } { 2 } \\left( ( 1 - u ^ { \\star \\star } ) u ^ { \\star \\star } + ( 1 - u ^ { \\star } ) u ^ { \\star } \\right) } } & { { } } \\end{array} \\]\n\n\\[ u ( t + h ) = u ^ { \\star \\star } + { \\frac { k } { 4 } } \\left( A _ { x } u ( t + h ) + A _ { x } u ^ { \\star \\star } \\right) . \\eqno ( 8 \\mathrm { c } ) \\]\n\nIn (8), the operators \\( A _ { x } \\) and \\( A _ { y } \\) are the same as (3) for directions x and y, respectively. For simulations on a lattice, \\( u _ { i j } ( t ) = u ( t , x _ { 0 } + ( i - 1 ) \\Delta x , y _ { 0 } + \\)"} +{"pdf_name": "20753930_6.pdf", "language": "en", "markdown": "\\( ( j - 1 ) \\Delta y ) \\), where 1 \\( < i < N _ { x } \\), 1 \\( \\leq j \\leq N _ { y } \\) and \\( \\Delta x = \\Delta y , \\), the following gives the action of the \\( A _ { x } , A _ { y } \\) operators:\n\n\\[ \\begin{array} { r l r } { A _ { x } u _ { i , j } } & { = } & { u _ { i - 1 , j } - 2 u _ { i , j } + u _ { i + 1 , j } , } \\\\ { A _ { y } u _ { i , j } } & { = } & { u _ { i , j - 1 } - 2 u _ { i , j } + u _ { i , j + 1 } . } \\end{array} \\]\n\nThe compression scheme and code outline given in Appendix A show that only a maximum of one row or column (i.e.,\\( \\operatorname* { m a x } ( N _ { x } , N _ { y } ) ) \\) of storage is needed for \\( u ^ { \\star } \\) and \\( u ^ { \\star \\star } \\).\n\nAgain because the fully implicit quadratic vector equation in (8b) is awk-ward to solve, we use an Euler estimate in one of the terms. Here is one integration time step of (8) in discrete semi-implicit form:\n\n\\[ \\left( 1 - { \\frac { k } { 4 } } A _ { x } \\right) u ^ { \\star } = \\left( 1 + { \\frac { k } { 4 } } A _ { x } \\right) u ( t ) \\eqno ( 9 \\mathrm { a } ) \\]\n\n\\[ u _ { E } = u ^ { \\star } + k A _ { y } u ^ { \\star } + h ( 1 - u ^ { \\star } ) u ^ { \\star } \\qquad \\mathrm { ( 9 b ) } \\]\n\n\\[ \\left( 1 - { \\frac { k } { 2 } } A _ { y } - { \\frac { h } { 2 } } ( 1 - u _ { E } ) \\right) u ^ { \\star \\star } = \\left( 1 + { \\frac { k } { 2 } } A _ { y } + { \\frac { h } { 2 } } ( 1 - u ^ { \\star } ) \\right) u ^ { \\star } \\qquad ( 9 \\mathrm { c } ) \\]\n\n\\[ \\left( 1 - { \\frac { k } { 4 } } A _ { x } \\right) u ( t + h ) = \\left( 1 + { \\frac { k } { 4 } } A _ { x } \\right) u ^ { \\star \\star } . \\eqno ( 9 \\mathrm { d } ) \\]\n\nEquations (9a), (9c), and (9d) are solved in sequence as multiple inde-pendent tridiagonal systems for \\( u ^ { \\star } , u ^ { \\star \\star } \\) and the final step \\( u ( t + h ) \\).\n\n# 3.3 Symmetries in 2-D case\n\nOur Godunov scheme (9) is not rotationally symmetric, and thus one way to estimate the error is to assess a solution using (9) for a symmetric problem. Again, we can use pdepe but now with the cylindrically symmetric parame-ter choice m=1 (see Section 12.5 in (Higham and Higham, 2005)). Figure 2 shows that any asymmetries are not apparent without more careful exami-nation. Even the wave front portrait of the 2-D case in the left-hand panel of Figure 3 and the error estimate in the right-hand panel of the same Figure are not sufficiently quantitative. In particular, there should be no distinction between x and y directions in (8), while a 2-D plot of the error distribution shows a small asymmetry (compare the right-hand plot in Figure 4 to the left)."} +{"pdf_name": "3462492_39.pdf", "language": "en", "markdown": "to declare and pay dividends if an event of default has occurred and is continuing or if the payment of the dividend would result in an event of default. In addition, Marshall Islands law generally prohibits the payment of dividends other than from surplus (retained earnings in excess of consideration received for the sale of stock above the par value of the stock), or while a company is insolvent or if it would be rendered insolvent by the payment of such a dividend, and any dividend may be discontinued at the discretion of our board of directors. As a result of these or other factors, we may pay dividends during periods when we record losses and may not pay dividends during periods when we record income.\n\n# Future sales of our common shares could cause the market price of our common shares to decline.\n\nThe market price for our common shares could decline as a result of sales by existing shareholders, including GA Holdings, of large numbers of our common shares, or as a result of the perception that such sales may occur. Sales of our common shares by these shareholders also might make it more difficult for us to sell equity or equity-related securities in the future at a time and at the prices that we deem appropriate.\n\n# Anti-takeover provisions in our charter documents could make it difficult for our shareholders to replace or remove our current board of directors or could have the effect of discouraging, delaying or preventing a merger or acquisition, which could adversely affect the market price of our common shares.\n\nSeveral provisions of our articles of incorporation and bylaws could make it difficult for our shareholders to change the composition of our board of directors in any one year, preventing them from changing the composition of management. In addition, the same provisions may discourage, delay or prevent a merger or acquisition that shareholders may consider favorable. These provisions include:\n\n• authorizing the board of directors to issue ‘‘blank check’’ preferred stock without shareholder approval;\n\n• providing for a classified board of directors with staggered, three-year terms;\n\n• prohibiting cumulative voting in the election of directors;\n\n• authorizing the removal of directors only for cause and only upon the affirmative vote of the holders of two-thirds of the outstanding shares of our common stock entitled to vote for the directors;\n\n• limiting the persons who may call special meetings of shareholders; and\n\n• establishing advance notice requirements for nominating candidates for election to our board of directors or for proposing matters that can be acted on by shareholders at shareholder meetings.\n\nThese anti-takeover provisions could substantially impede the ability of public shareholders to benefit from a change in control and, as a result, may adversely affect the market price of our common stock and your ability to realize any potential change of control premium.\n\n# We are an ‘‘emerging growth company’’, and we cannot be certain if the reduced reporting requirements applicable to ‘‘emerging growth companies’’ will make our common shares less attractive to investors.\n\nWe are an ‘‘emerging growth company’’, as defined in the U.S. Securities Act of 1933, as amended (the ‘‘Securities Act’’), and we may take advantage of certain exemptions from various reporting requirements applicable to other public companies that are not ‘‘emerging growth companies.’’ Investors may find our common shares less attractive because we rely on certain of these exemptions. If some investors find our common shares less attractive as a result, there may be a less active trading market for our common shares and our share price may be more volatile.\n\nBecause of our status as an ‘‘emerging growth company’’ under the Jumpstart Our Business Startups Act status, our independent registered public accounting firm will not be required to attest to the effectiveness of our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 (the ‘‘Sarbanes-Oxley Act’’) for so long as we are an emerging growth company. As long as we take advantage of the reduced reporting obligations, the information that we provide shareholders may be different from information provided by other public companies. We may take advantage of these provisions until December 31, 2018 or such earlier time that we are no longer an emerging growth company. We will cease to"} +{"pdf_name": "3462492_40.pdf", "language": "en", "markdown": "be an emerging growth company if, among other things, we have more than \\$1.0 billion in ‘‘total annual gross revenues’’ during the most recently completed fiscal year.\n\n# The Public Company Accounting Oversight Board (‘‘PCAOB’’) is not currently permitted to inspect our independent accounting firm and you may not benefit from such inspections.\n\nAuditors of U.S. public companies are required by law to undergo periodic PCAOB inspections to assess their compliance with U.S. law and professional standards in connection with performance of audits of financial statements filed with the SEC. Certain European Union countries, including Ireland, do not currently permit the PCAOB to conduct inspections of accounting firms established and operating in such European Union countries, even if they are part of major international firms. Accordingly, unlike for most U.S. public companies, the PCAOB is currently prevented from evaluating our auditor’s performance of audits and its quality control procedures, and, unlike shareholders of most U.S. public companies, we and our shareholders are deprived of the possible benefits of such inspections.\n\n# Tax Risks\n\n# U.S. tax authorities could treat us as a ‘‘passive foreign investment company,’’ which could have adverse U.S. federal income tax consequences to U.S. holders.\n\nA foreign corporation will be treated as a passive foreign investment company (‘‘PFIC’’), for U.S. federal income tax purposes if either (1) at least 75% of its gross income for any taxable year consists of ‘‘passive income’’ or (2) at least 50% of the average value of the corporation’s assets produce or are held for the production of ‘‘passive income.’’ For purposes of these tests, ‘‘passive income’’ generally includes dividends, interest, and gains from the sale or exchange of investment property and rents and royalties other than rents and royalties which are received from unrelated parties in connection with the active conduct of a trade or business. For purposes of these tests, income derived from the performance of services generally does not constitute ‘‘passive income.’’ U.S. shareholders of a PFIC are subject to an adverse U.S. federal income tax regime with respect to the income derived by the PFIC, the distributions they receive from the PFIC and the gain, if any, they derive from the sale or other disposition of their shares in the PFIC.\n\nBased upon our operations as described herein, we do not believe that our income from our time charters should be treated as ‘‘passive income’’ for purposes of determining whether we are a PFIC, and, consequently, the assets that we own and operate in connection with the production of that income should not constitute passive assets. Accordingly, based on our current operations, we do not believe we will be treated as a PFIC with respect to any taxable year.\n\nThere is substantial legal authority supporting this position consisting of case law and U.S. Internal Revenue Service (‘‘IRS’’), pronouncements concerning the characterization of income derived from time charters and voyage charters as services income for other tax purposes. However, there is also authority which characterizes time charter income as rental income rather than services income for other tax purposes. Accordingly, no assurance can be given that the IRS or a court of law will accept this position, and there is a risk that the IRS or a court of law could determine that we are a PFIC. Moreover, no assurance can be given that we would not constitute a PFIC for any future taxable year if the nature and extent of our operations change.\n\nIf the IRS were successful in asserting that we are or have been a PFIC for any taxable year, U.S. shareholders would face adverse U.S. federal income tax consequences. Under the PFIC rules, unless a shareholder makes an election available under the U.S. Internal Revenue Code of 1986, as amended, (‘‘the Code’’), (which election could itself have adverse consequences for such shareholders, as discussed below under ‘‘Tax Considerations — U.S. Federal Income Tax Considerations — U.S. Federal Income Taxation of U.S. Holders’’), excess distributions and any gain from the disposition of such shareholder’s common shares would be allocated ratably over the shareholder’s holding period of the common shares and the amounts allocated to the taxable year of the excess distribution or sale or other disposition and to any year before we became a PFIC would be taxed as ordinary income. The amount allocated to each other taxable year would be subject to tax at the highest rate in effect for individuals or corporations, as appropriate, for that taxable year, and an interest charge would be imposed with respect to such tax. See ‘‘Tax Considerations — U.S. Federal"} +{"pdf_name": "11695316_65.pdf", "language": "en", "markdown": "The lower fiscal year 2014 effective income tax rate, when comparing to fiscal years 2015 and 2013, is a result of the tax benefit recorded during the first quarter of fiscal year 2014 for the reinstatement of regulatory assets related to the tax effect of Med D, causing the rate to be lower during that year. Refer to Note 9—Income Taxes of the Notes to the Consolidated Financial Statements for details.\n\n# Liquidity and Capital Resources\n\nLiquidity and capital resources for Washington Gas are substantially the same as the liquidity and capital resources discussion included in the Management’s Discussion of WGL (except for certain items and transactions that pertain to WGL Holdings and its unregulated subsidiaries). Those explanations are incorporated by reference into this discussion.\n\n# Rates and Regulatory Matters\n\nWashington Gas makes its requests to modify existing rates based on its determination of the level of net investment in plant and equipment, operating expenses, and a level of return on invested capital that is just and reasonable.\n\n# SUMMARY OF MAJOR RATE INCREASE APPLICATIONS AND RESULTS\n\n
Jurisdiction Aliippcaton \nFiledEffective\nDateTest Year 12 \nMonths EndedIncrease in Annual Revenues (Millions)Allowed Rate \nof Return
RequestedGrantedOverallEquity
District of Columbia2/29/20126/4/20139/30/2011$ 29.014.00%$ 8.44.03%7.93%9.25%
Marlyand4/26/201311/22/20133/31/2013$ 28.35.80%$ 8.91.80%7.70%9.50%
Virignia1/31/201110/1/20119/30/2010$ 28.55.75%$ 20.04.04%8.26%9.75%
\n\nThe following is a discussion of significant current regulatory matters. Refer to the section “Accelerated Pipe Replacement Programs” for a discussion of regulatory matters associated with those programs.\n\n# District of Columbia Jurisdiction\n\n# Investigation into Washington Gas’ Cash Reimbursement to CSPs\n\nOn August 5, 2014, the Office of the People’s Counsel’s (“OPC”) of DC filed a complaint with the PSC of DC requesting that the Commission open an investigation into Washington Gas’ payments to CSPs to cash-out over-deliveries of natural gas supplies during the 2008-2009 winter heating season. OPC asserted that Washington Gas made excess payments in the amount of \\$2.4 million to CSPs. On December 19, 2014, the PSC of DC granted the OPC of DC’s request and opened a formal investigation. On October 27, 2015, the PSC of DC issued an order finding that the company, in performing the cash-out, had violated D.C. Code 34-1101’s requirement that no service shall be provided without Commission approval. The PSC of DC directed Washington Gas to provide calculations showing what the impact would have been had Washington Gas made volumetric adjustments to CSP deliveries as of April 2009, which Washington Gas calculates would result in a refund of approximately \\$2.4 million, which was recognized by WGL in fiscal year 2015. Washington Gas is considering its options with respect to the order.\n\n# Weather Normalization Adjustment\n\nOn November 8, 2013, Washington Gas filed an application for approval of a Weather Normalization Adjustment (WNA) before the PSC of DC. The proposal would authorize Washington Gas to implement a rate design mechanism that would eliminate the variability of weather from the calculation of revenues and offer customers more stability in their bills, during the colder than normal winter heating season. On April 10, 2015, the PSC of DC denied Washington Gas’ application for approval of a WNA, indicating that Washington Gas may request a WNA in its next base rate case.\n\n# Virginia Jurisdiction\n\n# Affiliate Transactions\n\nOn June 5, 2013, Washington Gas submitted a petition for declaratory judgment with the State Corporations Commission of Virginia (“SCC of VA”) related to a proposed transfer to WGL Midstream of the remainder of the term of two agreements for natural gas storage service at the Washington Storage Service (WSS) and Eminence Storage Service (ESS) storage fields. Specifically, Washington Gas sought a declaratory judgment that the SCC of VA did not have jurisdiction over the proposed transaction since the WSS and ESS agreements were no longer utilized to provide utility service and the SCC of VA was preempted by the federal authority over the transfers. On April 15, 2015, the SCC of VA approved the transfer of WSS and ESS but did not issue a ruling on the request for declaratory judgment.\n\n# Virginia Gas Reserves\n\nIn the 2014 Session, the General Assembly of the Commonwealth of Virginia amended Title 56 of the Virginia Code. The legislative provisions are intended to encourage regulated utilities to invest in natural gas reserves, upstream pipelines and facilities that are reasonably expected to benefit customers by lowering costs,"} +{"pdf_name": "11695316_66.pdf", "language": "en", "markdown": "reducing volatility or lowering the utility’s supply risk. A regulated utility company can obtain the recovery through its rates charged to customers for the entire incurred cost, including the return of and a return on the investment in reserves, as well as all operating costs.\n\nPursuant to the law, on May 6, 2015, Washington Gas entered into a 20-year agreement with Energy Corporation of America (ECA) to acquire natural gas reserves through non-operating working interests in 25 producing wells located in Pennsylvania’s Appalachian Basin for \\$126 million.\n\nThe purchase of the reserves is conditional upon approval by the SCC of VA. Washington Gas filed an application and supporting testimony with the SCC of VA on May 12, 2015, for approval of the gas reserves purchase agreement with ECA as part of a Natural Gas Supply Investment Plan. On November 6, 2015, the SCC of VA issued an order denying the application. Washington Gas is considering its options.\n\n# Other Matters\n\n# Labor Contracts\n\nWashington Gas has four labor contracts with bargaining units represented by three labor unions. On April 30, 2015, Washington Gas entered into a five-year labor contract with the Teamsters Local Union No. 96 (Local 96), a union affiliated with the International Brotherhood of Teamsters. The contract covers approximately 520 employees and is effective from June 1, 2015 through May 31, 2020. Local 96 also represents union-eligible employees in the Shenandoah Gas division of Washington Gas and has a five-year labor contract with Washington Gas that became effective on August 1, 2015 and expires on July 31, 2020. This contract covers approximately 23 employees. On April 1, 2013, Washington Gas entered into a three-year labor contract with The Office and Professional Employees International Union Local No. 2 (A.F.L.-C.I.O.). The contract covers approximately 117 employees and is effective beginning April 1, 2013 through March 31, 2016. Additionally, on August 1, 2014, Washington Gas entered into a new three-year labor contract with the International Brotherhood of Electrical Workers Local 1900 that covers approximately 21 employees and will expire on July 31, 2017. Washington Gas is subject to the terms of its labor contracts with respect to operating practices and compensation matters dealing with employees represented by the various bargaining units described above.\n\n# Use of Business Process Outsourcing\n\nWashington Gas outsources certain of its business processes related to human resources, information technology, consumer services, construction, integrated supplier and finance operations. While Washington Gas expects to continue agreements for the benefit of customers and shareholders, the continued management of service levels provided is critical to the success of these outsourcing arrangements.\n\nWashington Gas has divided its BPO governance between functional areas within the organization, each containing a comprehensive set of processes to monitor and control the cost effectiveness and quality of services provided through the BPO."} +{"pdf_name": "11766667_25.pdf", "language": "en", "markdown": "
“Ready Siystem Enigneerng” Ready Siystem Enigneernig Lmited (全達系統工程有限公\n司), a company incorporated in Hong Kong with limited\nliability on 23 July 1991, which was beneficially owned\nas to 5% by Mr. MK Wan and 95% by an Independent\nThird Party as at the Latest Practicable Date
“Ready System (Macau)” Ready Siystem Enigneernig Lmited (全達系統工程有限公\n司) (formerly known as Readiy EnigneernMg (acau)\nLimited (全達工程(澳門)有限公司)), a company\nincorporated in Macau with limited liability on 15 May\n2006 and an indirect wholly-owned subsidiary of our\nCompany
“REM Group (Holdings)” REM Group (Holdings) Limited (全達電器集團(控股)有限\n公司), an exempted company incorporated in the Cayman\nIslands with limited liability on 15 March 2017, the shares\nof which are listed on the Stock Exchange (stock code:\n1750), REM Group (Holdings) and its subsidiaries\nprincipally engaged in manufacturing and sulppy of\nlow-voltage electrical power distribution and control\ndevices
“Reorganisation” the reorganisation we have undergone in preparation for\nthe Listing of Shares on the Stock Exchange which are\nmore particularlhy described in the paragrap headed\n“History, Reorganisation and Group Structure –\nReorganisation” in the prospectus
“Repurchase Mandate” the general unconditional mandate to repurchase Shares\niven to our Directors by our Shareholdgers, particulars of\nwhich are set forth in the paragrah hpeaded “Statutory and\nGeneral Information – A. Further information about our\nCompany – 3. Written resolutions of the sole Shareholder\npassed on 22 Januar 2020” in Ayppendix V to the\nprospectus
“Restricted Business” the business currently and from time to time engaged by\nour Group (including but not limited to E&M enigneering\nworks in Hong Kong, Macau and the PRC)
“RMB” or “Renminbi” renminbi, the lawful currency of the PRC
“SEM Development” SEM Development Limited, a company incorporated in\nthe BVI with limited liability on 2 October 2015 and an\nindirect wholly-owned subsidiary of our Company
"} +{"pdf_name": "11766667_26.pdf", "language": "en", "markdown": "
“SEM Enterprises” SEM Enterprises Limited, a company incorporated in the\nBVI with limited liability on 2 October 2015, a\nControlling Shareholder, and is directly owned as to\n74.08% by Mr. MK Wan, 23.04% by Mr. CW Wun and\n2.88% by Mr. Yu.
“SEM Investments” SEM Investments Limited, a company incorporated in the\nBVI with limited liability on 2 October 2015 and a direct\nwholly-owned subsidiary of our Company
“SEM Resources” SEM Resources Limited, a company incorporated in Hong\nKong with limited liability on 5 November 2015 and an\nindirect wholly-owned subsidiary of our Company
“SFC” the Securities and Futures Commission of Hong Kong
“SFO” the Securities and Futures Ordinance (Chapter 571 of the\nLaws of Hong Kong), as amended, sulppemented or\notherwise modified from time to time
“Share(s)” ordinary share(s) in the share caiptal of our Company with\na nominal value of HK$0.01 each
“Share Offer” the Public Offer and the Placing
“Share Option Scheme” the share option scheme our Company conditionally\nadopted on 22 January 2020, the principal terms of which\nare summarised in the paragrah hpeaded “Statutory and\nGeneral Information – D. Share Option Scheme” in\nAppendix V to the prospectus
“Shareholder(s)” holder(s) of Shares
“Shun Tat M&E Equipment” Shun Tat M&E Equipment Limited (順達機電設備有限公\n司), a company incorporated in Hong Kong with limited\nliability on 17 May 2012 and owned as to 40% by Ready\nEnineering and 60% by an Independgent Third Party
“Sponsor” Amlpe CailLilpta mited, a icensed coriporaton rei\ngsteredunder the SFO to carry on type 4 (advising on securities),\ntype 6 (advising on corporate finance) and type 9 (asset\nmanagement) regulated activities as defined under the\nSFO
“Stabilising Manager(s)” the Joint Global Coordinators
"} +{"pdf_name": "8349080_239.pdf", "language": "en", "markdown": "# FINANCIAL INFORMATION\n\nWe expect to finance our working capital requirements and the planned capital expenditures for the 12 months following the date of this prospectus with the following sources of funding:\n\n(i) net cash inflows to be generated from our operating activities;\n\n(ii) the cash and cash equivalents available, which were S\\$4.2 million as at 30 April 2017; and\n\n(iii) net proceeds to be received by our Group from the Share Offer.\n\nBased on the above, our Directors believe that we will have sufficient funds for our present working capital requirements for at least the next 12 months from the date of this prospectus.\n\nFor more information on our expected capital expenditure requirements, please refer to the paragraph headed ‘‘Capital expenditures’’ in this section.\n\n# Cash flows of our Group\n\nThe following table sets forth the selected cash flow data from our combined statements of cash flows for the Track Record Period:\n\n
For the year ended\n31 DecemberFor the four months ended\n30 April
2015201620162017
S$’000 S$’000 S$’000 S$’000
(Unaudited)
Net cash generated from/(used in)\noperating activities2,9077,8911,512(2,664)
Net cash (used in)/generated from\ninvesting activities(286)(96)48(32)
Net cash used in financing activities(1,329)(5,032)(2,942)(106)
Net increase/(decrease) in cash and\ncash equivalents1,2922,763(1,382)(2,802)
Cash and cash equivalents at the\nbeignninhg of te year2,9604,2524,2527,015
Cash and cash equivalents at the end of\nthe year4,2527,0152,8704,213
\n\n# Net cash generated from operating activities\n\nOur cash inflow from operating activities is principally derived from providing reinforced concrete works. Our working capital requirements typically arise from purchases of materials and settlements of our staff costs and subcontracting fees. During the Track Record Period, our net cash flows from"} +{"pdf_name": "8349080_240.pdf", "language": "en", "markdown": "# FINANCIAL INFORMATION\n\noperating activities represented profit before tax for the year adjusted for income tax paid, income tax refund, finance costs, non-cash items such as depreciation of property, plant and equipment and loss on disposal of property, plant and equipment and changes in working capital.\n\nFor the four months ended 30 April 2017, we had net cash used in operating activities of approximately S\\$2.7 million, which was a combined effect of operating cash inflows before movements in working capital of approximately S\\$1.7 million, net decrease in working capital changes of approximately S\\$3.9 million and income tax paid of approximately S\\$0.5 million. Net decrease in working capital changes was primarily reflected by an increase in trade and retention sum receivables of approximately S\\$5.0 million, which was mainly attributable to the increase in progress billings in Project Orchard Station and Project New State Courts, resulting from the greater amounts of works performed during the four months ended 30 April 2017. The effect was partially offset by (i) a decrease in amounts due from customers for contract works of approximately S\\$1.0 million; and (ii) an increase in amounts due to customers for contract works of approximately S\\$0.9 million.\n\nFor the year ended 31 December 2016, we had net cash generated from operating activities of approximately S\\$7.9 million, which was a combined effect of operating cash inflows before movements in working capital of approximately S\\$3.6 million, net increase in working capital changes of approximately S\\$4.8 million and income tax paid of approximately S\\$0.5 million. Net increase in working capital changes was primarily reflected by (i) a decrease in trade and retention sum receivables of approximately S\\$6.1 million mainly attributable to the completion of several projects; and (ii) an increase in other payables and accruals of approximately S\\$2.7 million, mainly arising from increases in accrued salaries and accrued materials costs. The effect was partially offset by (i) an increase in amounts due from customers for contract works of approximately S\\$3.7 million; and (ii) a decrease in amounts due to customers for contract works of approximately S\\$0.7 million.\n\nFor the year ended 31 December 2015, we had net cash generated from operating activities of approximately S\\$2.9 million, which was a combined effect of operating cash inflows before movement in working capital changes of approximately S\\$3.6 million and net decrease in working capital changes of approximately S\\$0.7 million. Net decrease in working capital changes was primarily reflected by an increase in trade and retention sum receivables of approximately S\\$7.0 million, which was mainly attributable to the increases in progress billings in Project Micron and Project Tanjong Pagar Mixed Development, resulting from the greater amounts of works performed during the year ended 31 December 2015. The effect was partially offset by (i) an increase in amounts due to customers for contract works of approximately S\\$5.1 million; and (ii) a decrease in amounts due from customers for contract works of approximately S\\$2.6 million.\n\n# Net cash used in investing activities\n\nOur cash used in investing activities mainly consists of the purchases of property, plant and equipment.\n\nFor the four months ended 30 April 2017, we had net cash used in investing activities of approximately S\\$32,000, which was primarily due to the purchases of property, plant and equipment, mainly including office equipment."} +{"pdf_name": "20745027_208.pdf", "language": "en", "markdown": "and our issued Shares with a market capitalization of at least HK\\$375 million will be held by the public upon completion of the Global Offering in accordance with 8.08(1)(a) and 18A.07, respectively, of the Listing Rules.\n\n# PRC LEGAL COMPLIANCE\n\n# M&A Rules\n\nThe Regulations on Mergers and Acquisitions of Domestic Companies by Foreign Investors (關於外國投資者併購境內企業的規定) (the “M&A Rules”), which werej ointly promulgated by the MOFCOM, the State Assets Supervision and Administration Commission, the SAT, the SAMR, the CSRC and the SAFE on August 8, 2006, came into effect on September 8, 2006 and subsequently amended on June 22, 2009, require that foreign investors acquiring domestic companies by means of asset acquisition or equity acquisition shall comply with relevant foreign investment industry policies and shall be subject to approval by the relevant commerce authorities. Article 11 of the M&A Rules stipulates that an offshore special purpose vehicle established or controlled by a PRC domestic company, enterprise or natural person shall obtain approval from the MOFCOM prior to the acquisition of any domestic enterprise related to such company, enterprise or natural person. The M&A Rules, amongst others, also require that an offshore special purpose vehicle, or a SPV, formed for overseas listing purposes and through purchasing shares or equity interest in PRC domestic companies in exchange for the shares of offshore companies, and controlled directly or indirectly by PRC companies or individuals, shall obtain the approval of the CSRC prior to the listing and trading of such SPV’s securities on an overseas stock exchange.\n\nThe Manual of Guidance on Administration for Foreign Investment Access (2008 Edition)(《外商投資准入管理指引手冊(2008年版)) (the “Manual”), which was promulgated by the Foreign Investment Administration of the Ministry of Commerce, came into effect on December 18, 2018.The Manual stipulates that the transfer of equity of a Chinese party in an established foreign-invested enterprise to a foreign party shall not refer to the M&A Rules. No matter whether there is any associated relationship between the Chinese party and foreign party, and no matter whether the foreign party is the original shareholders or new investors. The target company of merger and acquisition shall include domestic capital enterprise only.\n\nAs advised by our PRC Legal Adviser, the proposed Listing is not subject to approval from the MOFCOM under the M&A Rules and our listing on the Stock Exchange is not subject to a prior approval from the CSRC under the M&A Rules.\n\n# Circular 37\n\nSAFE promulgated the Circular on Relevant Issues Concerning Foreign Exchange Control on Domestic Residents’ Offshore Investment and Financing and Roundtrip Investment through Special Purpose Vehicles (關於境內居民通過特殊目的公司境外投融資及返程投資外匯管理有關問題的通知) (the “SAFE Circular 37”) on July 14, 2014, which replaced the former circular commonly known as “SAFE Circular 75” promulgated by SAFE on October 21, 2005. SAFE Circular 37 requires PRC residents to register with local branches of SAFE in connection with their direct establishment or indirect control of an offshore entity, for the purpose of overseas investment and financing, with such PRC residents’ legally owned assets or equity interests in domestic enterprises or offshore assets or interests, referred to in SAFE Circular 37 as a “special purpose vehicle”. SAFE Circular 37 further requires amendment to the registration in the event of any significant changes with respect to the special purpose vehicle, such as increase or decrease of capital contributed by PRC individuals, share transfer or swap, merger, division or other material event. In the event that a PRC shareholder holding interests in a"} +{"pdf_name": "20745027_209.pdf", "language": "en", "markdown": "special purpose vehicle fails to fulfill the required SAFE registration, the PRC subsidiaries of that special purpose vehicle may be prohibited from making profit distributions to the offshore parent and from carrying out subsequent cross-border foreign exchange activities, and the special purpose vehicle maybe restricted in its ability to contribute additional capital into its PRC subsidiary. Furthermore, failure to comply with the SAFE registration requirements described above could result in liability under PRC law for evasion of foreign exchange controls.\n\nOn February 13, 2015, SAFE released the Notice on Further Simplifying the Improving Policies for the Foreign Exchange Administration of Direct Investment (國家外匯管理局關於進一步簡化和改進直接投資外匯管理政策的通知) (the “SAFE Circular 13”), which became effective from June 1, 2015. According to SAFE Circular 13, local banks shall examine and handle foreign exchange registration for overseas direct investment, including the initial foreign exchange registration and amendment registration under SAFE Circular 37. However, there exists uncertainties with respect to its interpretation and implementation by governmental authorities and banks.\n\nAs advised by our PRC Legal Adviser, each of Dr. Wang and Dr. Hu is not required to make registration for their respective investments in our Company under SAFE Circular 37 or SAFE Circular 13, and each of Ms. Wang and Ms. Hu has completed the registration for their respective investments in our Company under SAFE Circular 37 on March 29, 2018.\n\nOur PRC Legal Adviser have confirmed that all relevant material registrations, approvals and permits required under PRC laws and regulations in relation to the establishment, increases of registered capital, equity transfers in respect of the PRC subsidiaries of our Group as described above have been completed and obtained.\n\n# OUR STRUCTURE IMMEDIATELY PRIOR TO THE GLOBAL OFFERING\n\nThe following diagram illustrates the corporate and shareholding structure of our Group immediately prior to the completion of the Global Offering:"} +{"pdf_name": "8405636_47.pdf", "language": "en", "markdown": "
“Over-allotment Option”the option expected to be granted by our Company to the\nInternational Underwriters, exercisable by the Joint\nRepresentatives on behalf of the International\nUnderwriters pursuant to the International Underwriting\nAgreement, pursuant to which our Company may be\nrequired to allot and issue up to an aggregate of\n103,500,000 additional Shares at the Offer Price,\nrepresenting 15% of the total number of Offer Shares\ninitially available under the Global Offering, to, among\nother things, cover over-allocation in the International\nOffering, if any
“PRC Company Law”Company Law of the PRC (中華人民共和國公司法)
“PRC government”the government of the PRC, including all governmental\nsub-divisions such as provincial, municipal and other\nreigonal or local government entities
“PRC Legal Advisers”Commerce & Finance Law Offices, legal advisers to our\nCompany as to PRC laws
“Price Determination Date” the date, expected to be on or about Thursday, 12\nNovember 2020 and no later than Sunday, 15 November\n2020 unless otherwise announced, on which the Offer\nPrice is to be determined for the purposes of the Global\nOffering
“Property Law”Property Law of the PRC (中華人民共和國物權法)
“Qindgao Sunac”QindSgao unac A Tour Town ProipertSy ervces Co.,\nLtd. (青島融創阿朶小鎮物業服務有限公司), a company\nestablished in the PRC with limited liability on 17 July\n2018 and an indirect subsidiary of our Company, which\nwas owned as to 70% by Sunac Property Services and\n30% by Qindao LonhiPSga roperty ervices Co., Ltdg.\n(青島隆海物業服務有限公司), an Independent Third\nParty save for its equity interest in Qindgao Sunac, as at\nthe Latest Practicable Date
“Qindgao Sunac Livable\nCommunity”QindSgao unac Livable CommunitPSy ropertiy ervces\nCo., Ltd, (青島融創歸心物業服務有限公司), a company\nestablished in the PRC with limited liability on 14\nSeptember 2020 and an indirect wholly-owned subsidiary\nof our Company
"} +{"pdf_name": "8405636_48.pdf", "language": "en", "markdown": "
“qualified institutional buyer” qualified institutional buyer within the meaning of Rule\n144A
“Qualifiyng Sunac\nShareholder(s)”holder(s) of the Sunac Shares, whose names appear on the\nreister ofg members of Sunac China on the Record Date,\nother than the Excluded Sunac Shareholders
“Record Date” Thursday, 5 November 2020, being the record date for\ndetermining the entitlement of the Qualifiyng Sunac\nShareholders to the Distribution
“Regulation S” Regulation S under the U.S. Securities Act
“Renminbi” or “RMB” Renminbi yuan, the lawful currency of the PRC
“Reorganisation” the reorganisation arrangements undergone by us in\npreparation for the Listing, details of which are set forth\nin the section headed “History, Reorganisation and\nCorporate Structure – Reorganisation”
“R ule144A” Rule 144A under the U.S. Securities Act
“SAT” the State Administration of Taxation of the PRC
“SFC” the Securities and Futures Commission of Hong Kong
“SFO” the Securities and Futures Ordinance (Chapter 571 of the\nLaws of Hong Kong), as amended, sulppemented or\notherwise modified from time to time
“Share(s)” ordinary share(s) of HK$0.01 each in the share caital of\npour Company
“Shareholder(s)” holder(s) of Shares
“Shenzhen Sunac” Shenzhen Sunac Property Services Group Co., Ltd. (深圳\n融創物業服務集團有限公司), a company established in\nthe PRC with limited liability on 12 December 2019 and\nan indirect wholly-owned subsidiary of our Company
"} +{"pdf_name": "20749936_115.pdf", "language": "en", "markdown": "operators to protect the interests of online players and specify certain terms that must be included in the service agreements between online game operators and the players of their online games. The MOC has formulated the Mandatory Provisions for the Standard Agreement for Online Game Services （網絡遊戲服務格式化協定必備條款）. Pursuant to the Online Game Measures, the service agreement entered into between an online game operator and a user must include all the mandatory provisions specified by the MOC. Other clauses in the service agreement shall not contravene the mandatory provisions.\n\n7. The Administrative Measures on Internet Information Services （《互聯網信息服務管理辦法》） was issued by the State Council and lately amended in January 2011. Internet information service is a kind of information service categorized as a VATS in the current Telecom Catalogue attached to the Telecommunications Regulation as most recently updated in December 2015. Pursuant to these measures, “Internet information services” are divided into “commercial Internet information services” and “non-commercial Internet information services.” A commercial Internet information services operator must obtain a VATS license for Internet information services, or the ICP license, from the relevant government authorities before engaging in any commercial Internet information services operations in China, while the ICP license is not required if the operator will only provide Internet information on a non-commercial basis.\n\n8. The Provisional Regulations for the Administration of Online Culture （《互聯網文化管理暫行規定》） (the “Online Culture Regulations”) issued by the MOC and effective on April 1, 2011 and most recently amended in November 2017, applies to entities engaging in Internet cultural activities related to “online cultural products”, which are produced specifically for Internet use, such as online music and entertainment, online games, online plays, online performances, online works of art and web animation, and other online cultural products that produced from such cultural products as music entertainment, games, shows & plays (programs), performances, works of art, cartoons, etc. by certain technical means and reproduced on the Internet for dissemination. Under the Online Culture Regulations, whoever applying for engaging in internet for-profit Internet cultural activities, including the production, duplication, importation, release or broadcasting of online cultural products; the dissemination of online cultural products on the Internet or the transmission of such products via Internet or mobile phone networks to player terminals, such as computers, phones, television sets and gaming consoles, or Internet surfing service sites such as Internet cafe´s; or the holding of exhibition or contests related to online cultural products, are required to apply to the relevant local branch of the MOC for an Online Culture Operating Permit. The MOC issued the Circular on Implementation of the Newly Revised Interim Provisions on the Administration of Internet Culture （《關于實施新修訂<互聯網文化管理暫行規定>的通知》） on March 18, 2011, which provides that the authorities will temporarily not accept applications by foreign-invested Internet content providers for operation of Internet culture business (other than online music business).\n\n9. The Provisions on Protection of Personal Information of Telecommunication and Internet Users(《電信和互聯網用戶個人信息保護規定》) promulgated by the MIIT in July 2013, regulates the collection and use of users’ personal information in the provision of telecommunication services and Internet information services in China and the personal information includes a user’s name, birth date, identification card number, address, phone number, account name, password and"} +{"pdf_name": "20749936_116.pdf", "language": "en", "markdown": "other information that can be used for identifying a user. Telecommunication business operators and Internet service providers are required to constitute their own rules for the collecting and use of users’ information and they cannot collect or use of user’s information without users’ consent. Telecommunication business operators and Internet service providers must specify the purposes, manners and scopes of information collection and uses, obtain consent of the relevant citizens, and keep the collected personal information confidential. Telecommunication business operators and Internet service providers are prohibited from disclosing, tampering with, damaging, selling or illegally providing others with, collected personal information. Telecommunication business operators and Internet service providers are required to take technical and other measures to prevent the collected personal information from any unauthorized disclosure, damage or loss.\n\n10. The Telecommunications Regulations of the People’s Republic of China （《中華人民共和國電信條例》） (the “Telecom Regulations”), promulgated by the PRC State Council and lately amended on February 6, 2016, is the primary governing law among all of the applicable laws and regulations, by setting out the general framework for the provision of telecommunications services by domestic PRC companies. Under the Telecom Regulations, telecommunications service providers are required to procure operating licenses prior to their commencement of operations. The Telecom Regulations distinguish “basic telecommunications services” from “VATS.” VATS are defined as telecommunications and information services provided through public networks. The Catalogue of Telecommunications Businesses （電信業務分類目錄） (the “Telecom Catalogue”) was issued as an attachment to the Telecom Regulations to categorize telecommunications services as either basic or value-added. In February 2003 and December 2015, the Telecom Catalogue was updated respectively.\n\n11. Foreign investment in telecommunications companies in the PRC is governed by the Provisions for the Administration of Foreign-Invested Telecommunications Enterprises （《外商投資電信企業管理規定》） (the “Foreign-Invested Telecommunications Enterprises Provisions”), which was promulgated by the State Council and lately amended on February 6, 2016, respectively. With certain exceptions to E-commerce, the VATS industry in the PRC is categorized as a “restricted” category under the Catalog and has been subject to restrictions on percentage of foreign ownership (not holding more than 50%). The Foreign-Invested Telecommunications Enterprises Provisions further require (i) the major foreign investor in any VATS business in the PRC to demonstrate prior experience in providing VATS services and a good track record of business operations overseas (the “Qualification Requirement”); and (ii) foreign invested enterprises (“FIEs”) intending to conduct VATS business to obtain approvals from the MIIT and MOFCOM or its competent local branches prior to investing.\n\n12. The Regulations on the Administration of Internet Publishing Services （《網絡出版服務管理規定》） (the “Internet Publishing Regulations”), jointly issued by the State Administration of SARFT and MIIT and effective on March 10, 2016, regulate a broad range of activities related to the “internet publishing services” providing “internet publications”, including online games, to the public through information networks. The Internet Publishing Regulations provides that any entity that is engaged in internet publishing services must obtain an Internet Publishing Service License （網絡出版服務許可證） and requires that prior to internet publishing of online games, an entity shall apply with the publishing authority of the province, autonomous region or centrally-administered municipality where it is situated, which shall, after its examination and"} +{"pdf_name": "9321198_456.pdf", "language": "en", "markdown": "• Step 3: Determine the transaction price\n\n• Step 4: Allocate the transaction price to the performance obligationsi n the contract\n\n• Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation\n\nThe Group recognises revenue when (or as) a performance obligationi s satisfied, i.e. when “control” of the services underlying the particular performance obligationi s transferred to customers.\n\nIf control of the services transfers over time, revenuei s recognised over the period of the contract by reference to the progress towards complete satisfaction of that performance obligation. Otherwise, revenuei s recognised at a point in time when the customer obtains control of the services. The Group recognises revenue when the specific criteria have been met for the following activities:\n\nTuition and boarding fees received from students are generally paidi n advance prior to the beginning of each academic year, and are initially recorded as contract liabilities. Tuition and boarding fees are recognised proportionately over the periods of the applicable programme. The portion of tuition and boarding payments received from students but not earnedi s recorded as a contract liability andi s reflected as a current liability as such amounts represent revenue that the Group expects to earn within one year. The academic year of the Group’s schoolsi s generally from September to August of the following year.\n\nTuition fees from the provision of other education services to students are collectedi n advance on a lump sum basis. Revenuei s recognised proportionately over the periods of the applicable programme.\n\nThe Group does not expect to have any contracts where the period between the transfer of the promised services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money.\n\n# Other income\n\nRental incomei s recognised on a time proportion basis over thel ease terms.\n\nInterest income from a financial asset is recognised on an accrual basis using the effectivei nterest method by applying the rate that exactly discounts the estimated future cash receipts over the expectedl ife of the financial instrument or a shorter period, when appropriate, to the net carrying amount of the financial asset.\n\n# Employee benefits\n\n# Pension scheme\n\nThe employees of the Group’s subsidiaries which operatei n Mainland China are required to participate in a central pension scheme operated by thel ocal municipal government. The subsidiaries operatingi n Mainland China are required to contribute certain percentage of their payroll costs to the central pension scheme. The contributions are charged to profit or loss as they become payablei n accordance with the rules of the central pension scheme.\n\n# Borrowing costs\n\nBorrowing costs directly attributable to the acquisition, construction or production of qualifying assets, i.e., assets that necessarily take a substantial period of time to get ready for their intended use or sale, are capitalised as part of the cost of those assets. The capitalisation of such borrowing costs ceases when the"} +{"pdf_name": "9321198_457.pdf", "language": "en", "markdown": "assets are substantially ready for their intended use or sale. Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs capitalised. All other borrowing costs are expensedi n the periodi n which they arei ncurred. Borrowing costs consist of interest and other costs that an entityi ncursi n connection with the borrowing of funds.\n\n# Dividends\n\nFinal dividends are recognised as al iability when they are approved by the shareholdersi n a general meeting. Proposed final dividends are disclosedi n the notes to the Historical Financial Information.\n\nInterim dividends are simultaneously proposed and declared, because the Company’s memorandum and articles of association grant the directors the authority to declarei nterim dividends. Consequently, interim dividends are recognisedi mmediately as al iability when they are proposed and declared.\n\n# Foreign currencies\n\nThe Historical Financial Informationi s presentedi n RMB. Each entityi n the Group determinesi ts own functional currency andi temsi ncludedi n the financial statements of each entity are measured using that functional currency. Foreign currency transactions recorded by the entitiesi n the Group arei nitially recorded using their respective functional currency rates prevailing at the dates of the transactions. Monetary assets andl iabilities denominatedi n foreign currencies are translated at the functional currency rates of exchange ruling at the end of each of the Relevant Periods. Differences arising on settlement or translation of monetary items are recognisedi n profit orl oss.\n\nNon-monetaryi tems that are measuredi n terms of historical cost in a foreign currency are translated using the exchange rates at the dates of thei nitial transactions. Non-monetaryi tems measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of a non-monetaryi tem measured at fair valuei s treatedi nl ine with the recognition of the gain or loss on changei n fair value of thei tem (i.e., translation difference on thei tem whose fair value gain orl ossi s recognisedi n other comprehensivei ncome or profit orl ossi s also recognised in other comprehensivei ncome or profit orl oss, respectively).\n\nIn determining the exchange rate oni nitial recognition of the related asset, expense or income on the derecognition of a non-monetary asset or non-monetaryl iability relating to an advance consideration, the date of initial transactioni s the date on which the Groupi nitially recognises the non-monetary asset or non-monetaryl iability arising from the advance consideration. If there are multiple payments or receiptsi n advance, the Group determines the transaction date for each payment or receipt of the advance consideration.\n\nThe functional currencies of certain overseas subsidiaries are currencies other than the RMB. As at the end of each of the Relevant Periods, the assets andl iabilities of these entities are translatedi nto RMB at the exchange rates prevailing at the end of each of the Relevant Periods and their statements of profit or loss and other comprehensivei ncome are translatedi nto RMB at the weighted average exchange rates for the year.\n\nThe resulting exchange differences are recognisedi n other comprehensivei ncome and accumulatedi n the exchange fluctuation reserve. On disposal of a foreign operation, the component of other comprehensive income relating to that particular foreign operationi s recognisedi n profit orl oss.\n\n# 3. SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES\n\nThe preparation of the Historical Financial Information requires management to makej udgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets andl iabilities, and their accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amounts of the assets orl iabilities affected in the future."} +{"pdf_name": "11754071_4.pdf", "language": "en", "markdown": "FIG. 2. (Color online) \\( \\mu \\) vs. B vs. \\( Q _ { \\mathrm { D } } \\) for a five-channel sys-tem (compare with Figs. 8 and 7.) The background red-white colors are obtained using a numerical tight-binding simula-tion with \\( L \\, = \\, 3 0 0 0 0 a \\) and \\( W \\, = \\, 5 a \\), while the black lines, which represent the topological phase boundaries, are ob-tained analytically using Eq. (7). Here, \\( V _ { 0 } = \\sqrt { \\gamma / a ^ { 2 } } = 0 . 2 t \\),\\( \\alpha _ { \\mathrm { S O } } \\; = \\; 0 . 0 2 \\hbar / m a \\) (\\( l _ { \\mathrm { S O } } \\, = \\, 4 . 0 8 \\mu m \\)) and \\( \\Delta \\) =\\( = ~ 0 . 1 6 4 t \\), where \\( t \\, = \\, h ^ { 2 } / 2 m a ^ { 2 } \\) and \\( a \\, = \\, 0 . 0 1 l _ { \\mathrm { S O } } \\) is the tight-binding lattice spacing. The fragmented nature of the topological phase di-agram seen in (b) cannot be explained in a p-wave picture. See Appendix B for a discussion of corresponding experimen-tal parameters.\n\nFIG. 3. (Color online) \\( \\mu \\) vs. \\( V _ { 0 } \\; = \\; \\sqrt { \\gamma / a ^ { 2 } } \\) vs. Q for a multichannel RSW wire. The black lines, which represent topological phase boundaries, are obtained analytically us-ing Eq. (7). The background red-white colors are obtained using tight-binding numerical simulations with \\( L = 6 0 0 0 0 a \\). In both cases, \\( W = 4 a \\), \\( \\alpha _ { \\mathrm { S O } } \\, = \\, 0 . 0 1 5 \\hbar / m a \\),\\( \\Delta = 0 . 2 0 t \\) and \\( B = 0 . 3 5 t \\), where \\( t = \\hbar ^ { 2 } / 2 m a ^ { 2 } \\) is the tight-binding hopping parameter and a is the TB lattice spacing. See Appendix B for a discussion of corresponding experimental parameters.\n\n# B. Numerical simulations\n\nIn this section, we obtain the topological index of a disordered multichannel wire numerically and compare it with our analytical results from the previous section. For our numerical simulations, we take the TB form of the Hamiltonian in Eq. (1) whose details can be found in the Appendix B. We consider a wire of length \\( L \\gg l _ { \\mathrm { M F P } } \\), \\( \\mathcal { E } \\) or \\( l _ { \\mathrm { S O } } \\), with metallic leads (\\( \\alpha _ { \\mathrm { S O } } = 0 \\),\\( \\Delta \\) = 0 and \\( V ( x , y ) \\) = 0 in the leads). We use the results of Fulga et al. to obtain the topological quantum number of the disordered multi-channel wire from the scattering matrices of the wires.37 For a semi-infinite wire in the symmetry class D, the topological charge is given by \\( Q _ { \\mathrm { D } } \\, = \\, \\mathrm { d e t } ( r ) \\) where r is the reflection matrix. For a quasiparticle insulator, this determinant can only take the values \\( \\pm \\) 1. However, for a finite system this determinant can in general have any value in the \\( \\lceil - 1 , 1 \\)] interval. We obtain the reflection ma-trix of the TB system in our numerical TB simulations using the Kwant library62 and then use this relation to calculate \\( Q _ { \\mathrm { D } } \\). We plot the topological phase diagram in Figures 2 and 3, where the red and white colors represent \\( Q _ { \\mathrm { D } } = - 1 \\) and \\( Q _ { \\mathrm { D } } = + 1 \\) respectively.\n\nFigure 2 exemplifies our central result given in Eq. (11). We find that for a nearly depleted wire (Fig. 2a), the topological phase merely shifts to the higher values of the chemical potential in agreement with Ref.34. For higher chemical potentials/doping, we ob-serve a fragmented topological phase diagram (Fig. 2b). We find good agreement with our analytical results from Eq. (11). We note in passing that, this fragmenta-tion cannot be explained by a simple p-wave picture as these topological phases arise despite the incomplete spin-polarization of the wire under a low magnetic field. For a full phase diagram over the entire bandwidth, but for slightly different material parameters, see Figure 8, where the reentrant phases are apparent.\n\nIn Fig. 3, we plot the topological number \\( Q _ { \\mathrm { D } } \\) as a func-tion of \\( \\mu \\) and the disorder strength \\( \\sqrt { \\gamma / a ^ { 2 } } \\) for a constant \\( B _ { \\mathrm { Z e e m a n } } \\) over the full TB bandwidth. The reentrant na-ture of the topological phase diagram can also be seen in this plot, for example, by following the \\( \\mu \\) = 1.5 line as \\( \\gamma \\) is increased. As the disorder strength increases, series of topological transitions occur, similar to the PW wire.42 However, unlike the PW wire, the number of transitions is given by \\( \\bar { N } ( \\mu + \\epsilon ) + \\bar { N } ( \\mu - \\epsilon ) \\) rather than \\( \\bar { N } ( \\mu ) \\), with \\( \\bar { N } ( \\mu ) \\) defined as \\( \\bar { N } ( \\mu _ { \\mathrm { e f f } } ) \\, = \\, \\lfloor W k _ { F } ( \\mu _ { \\mathrm { e f f } } ) / \\pi \\rfloor \\). For further discussion of the emergence of effective p-wave picture at high magnetic fields, see Appendix C.\n\n# III. CONCLUSION\n\nIn summary, we investigate the effect of disorder in multichannel Rashba SOC proximity-induced topological superconductor nanowires (RSW nanowires) at experi-mentally relevant parameter ranges. We derive formulae that determine all topological phase boundaries of a mul-"} +{"pdf_name": "11754071_5.pdf", "language": "en", "markdown": "tichannel disordered RSW wire. We test these formulae with numerical tight-binding simulations at experimen-tally relevant parameter ranges and find good agreement without any fitting parameters. We show that there are additional topological transitions for the RSW wires lead-ing to a richer phase diagram with further fragmentaliza-tion beyond that of the p-wave models.\n\n# ACKNOWLEDGMENTS\n\nThis work was supported by funds of the Erdal ˙Ino¨n¨u chair, by T¨U B˙ITAK under grant No. 110T841, by the Foundation for Fundamental Research on Matter (FOM) and by Microsoft Corporation Station Q. ˙IA is a mem-ber of the Scien¨ce Academy—Bilim Akademisi—Turkey;BP, AT and OB thank The Science Academy—Bilim Akademisi—Turkey for the use of their facilities through-out this work.\n\n# Appendix A: Mean free path\n\nWe consider a long wire along the x-axis, having a length of L along the x-direction and a width of W along the y-direction and metallic leads at the end, with a Gaussian disorder of the form \\( \\left\\langle V ( \\mathbf { r } ) \\, V ( \\mathbf { r } ^ { \\prime } ) \\right\\rangle = \\gamma \\, \\delta ( \\mathbf { r } - \\mathbf { r } ^ { \\prime } ) \\). We obtain the ensemble average of the matrix element be-tween the \\( n ^ { \\mathrm { t h } } \\) and \\( l ^ { \\mathrm { t h } } \\) transverse channels as \\( k ( k _ { x } , n ) \\rightarrow \\)\\( k ^ { \\prime } ( k _ { x } ^ { \\prime } , l ) \\) as\n\n\\[ \\big \\langle | V _ { k k ^ { \\prime } } | ^ { 2 } \\big \\rangle = \\frac { \\gamma } { L W } \\left( 1 + \\frac { \\delta _ { n , l } } { 2 } \\right) . \\qquad \\qquad ( \\mathrm { A 1 } ) \\]\n\nWe then use Fermi’s Golden Rule to calculate the in-verse lifetime of a momentum state k, \\( \\tau _ { k \\rightarrow k ^ { \\prime } } ^ { - 1 } \\) :\n\n\\[ \\begin{array} { r l r } & { } & { \\left\\langle l _ { \\mathrm { M F P } ( k _ { x } , n \\rightarrow k _ { x } ^ { \\prime } , l ) } ^ { - 1 } \\right\\rangle = \\left( \\frac { 1 } { \\hbar } \\frac { \\partial \\varepsilon _ { k } } { \\partial k _ { x } } \\right) ^ { - 1 } \\times \\frac { 2 \\pi } { \\hbar } \\frac { \\gamma } { L W } \\times } \\\\ & { } & { \\left( 1 + \\frac { \\delta _ { n , l } } { 2 } \\right) \\, \\rho ( \\varepsilon _ { k ^ { \\prime } } ) . \\qquad ( \\mathrm { A 2 } ) } \\end{array} \\]\n\nwhere \\( \\varepsilon _ { k } \\) gives the dispersion relation and \\( \\rho ( \\varepsilon _ { k } ) \\) is the density of states. We then sum over the initial and final states \\( k ^ { \\prime } \\) in Eq. (A2) to obtain the total inverse MFP:\n\n\\[ \\left\\langle l _ { \\mathrm { M F P } } ^ { - 1 } \\right\\rangle = \\sum _ { k _ { x } , k _ { y } ; k _ { x } ^ { \\prime } , k _ { y } ^ { \\prime } } \\left\\langle l _ { \\mathrm { M F P } ( k _ { x } , n \\rightarrow k _ { x } ^ { \\prime } , l ) } ^ { - 1 } \\right\\rangle \\qquad \\mathrm { ( A 3 ) } \\]\n\nWe first apply Eq. (A3) to a free electron dispersion of the form \\( \\varepsilon ( k ) = \\bar { h } ^ { 2 } k ^ { 2 } / 2 m = \\hbar ^ { 2 } / 2 m \\, ( k _ { n , x } ^ { 2 } + n ^ { 2 } \\bar { \\pi } ^ { 2 } / W ^ { 2 } ) \\) for \\( n \\, \\in \\, 1 , \\dots , \\bar { N } \\) where \\( \\bar { N } ( \\mu _ { \\mathrm { e f f } } ) \\; = \\; \\lfloor W k _ { F } ( \\varepsilon ) / \\pi \\rfloor \\). The resulting total ensemble-averaged inverse MFP is\n\nFIG. 4. \\( \\zeta _ { N \\rightarrow N + 1 } ^ { - 1 } / ( N + 1 ) \\) vs. N.\n\n\\[ \\begin{array} { c } { { \\langle l _ { \\mathrm { M F P } } ^ { - 1 } \\rangle = \\displaystyle \\sum _ { n = 1 } ^ { \\bar { N } } \\sum _ { l = 1 } ^ { \\bar { N } } \\int \\frac { d k _ { n , x } ^ { \\prime } } { \\pi / L } \\, \\frac { m ^ { 2 } } { \\hbar ^ { 4 } } \\frac { 2 \\gamma W } { L \\pi } \\, \\left( 1 + \\frac { \\delta _ { n l } } { 2 } \\right) \\, \\frac { \\pi } { W } \\times } } \\\\ { { \\delta ( k _ { l , x } ^ { \\prime } \\pm \\sqrt { 2 m \\varepsilon / \\hbar ^ { 2 } - l ^ { 2 } \\pi ^ { 2 } / W ^ { 2 } } ) } } \\\\ { { \\sqrt { 2 m \\varepsilon / \\hbar ^ { 2 } - n ^ { 2 } \\pi ^ { 2 } / W ^ { 2 } } \\, \\sqrt { 2 m \\varepsilon / \\hbar ^ { 2 } - l ^ { 2 } \\pi ^ { 2 } / W ^ { 2 } } } } \\\\ { { = \\frac { 4 m ^ { 2 } \\gamma } { \\hbar ^ { 4 } \\pi k _ { F } } \\, \\zeta _ { N } ^ { - 1 } , \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ \\ ( \\mathrm { A 4 } ) } } \\end{array} \\]\n\nwhere \\( k _ { F } = \\sqrt { 2 m \\varepsilon / \\hbar ^ { 2 } } \\) is the Fermi wavevector,\n\n\\[ \\zeta _ { N } ^ { - 1 } = \\frac { 3 \\bar { N } } { 2 } \\sum _ { n = 1 } ^ { \\bar { N } } \\eta _ { n } ^ { 2 } + 2 \\bar { N } \\sum _ { n = 1 } ^ { \\bar { N } } \\sum _ { l > n } ^ { \\bar { N } } \\eta _ { n } \\, \\qquad ( \\mathrm { A 5 } ) \\]\n\nand \\( \\begin{array} { r } { \\eta _ { n } = \\left( \\frac { W ^ { 2 } k _ { F } ^ { 2 } } { \\pi ^ { 2 } } - n ^ { 2 } \\right) ^ { - \\frac { 1 } { 2 } } } \\end{array} \\), in agreement with Eq.(8) in the supporting online material of Rieder et al.42. The value of \\( \\zeta _ { N } \\) just below the transition \\( N \\to N + \\) 1 (denoted \\( \\zeta _ { N \\rightarrow N + 1 } \\) is plotted in Figure 4.\n\nWe now derive the MFP for a TB dispersion relation given by\n\n\\[ \\varepsilon ( k _ { x , n } ) = 2 t \\ ( 2 - \\cos \\left( k _ { x , n } a \\right) - \\cos \\left( n \\pi a / W \\right) ) \\, . \\; \\; \\; \\; ( \\mathrm { A 6 } ) \\]\n\nThe number of channels is given by \\( \\bar { N } \\)\\( \\lfloor \\left( W / \\pi a \\right) \\operatorname { a r c c o s } \\left( 1 - \\varepsilon / 2 t \\right) \\rfloor \\) for 0 \\( < \\varepsilon < 4 t \\) and by \\( \\bar { N } = \\)\\( \\lfloor ( W / \\pi a ) \\operatorname { a r c c o s } \\left( 1 - ( 4 - \\varepsilon / 2 t ) \\right) \\rfloor \\) for 4 \\( t < \\varepsilon < 8 t \\). The resulting disorder-averaged inverse MFP reads:\n\n\\[ \\left\\langle ( l _ { \\mathrm { M F P } } ^ { \\mathrm { T B } } ) ^ { - 1 } \\right\\rangle = \\frac { \\gamma } { \\bar { N } W a ^ { 2 } t ^ { 2 } } \\, ( \\zeta _ { N } ^ { \\mathrm { T B } } ) ^ { - 1 } \\qquad \\qquad ( \\mathrm { A 7 } ) \\]\n\nwhere the dimensionless \\( ( \\zeta _ { N } ^ { \\mathrm { T B } } ) ^ { - 1 } \\) is given by\n\n\\[ ( \\zeta _ { N } ^ { \\mathrm { T B } } ) ^ { - 1 } = \\frac { 3 \\bar { N } } { 2 } \\sum _ { n = 1 } ^ { \\bar { N } } ( \\eta _ { n } ^ { \\mathrm { T B } } ) ^ { 2 } + \\eqno ( \\mathrm { A 8 } ) \\]"} +{"pdf_name": "9295220_106.pdf", "language": "en", "markdown": "# 7、合并所有者权益变动表\n\n本期金额\n\n单位：元\n\n
项目2021 年度
归属于母公司所有者权益少数股\n东权益所有者\n权益合\n计
股本其他权益工具资本公\n积减：库\n存股其他综\n合收益专项储\n备盈余公\n积一般风\n险准备未分配\n利润其他小计
优先\n股永续\n债其他
一、上年期末余额346,00\n0,000.\n00561,025\n,368.3230,118,8\n59.35430,767\n,050.681,367,91\n1,278.351,367,9\n11,278.\n35
加：会计政策变\n更
前期差错\n更正
同一控制\n下企业合并
其他
二、本年期初余额346,00\n0,000.561,025\n,368.3230,118,8\n59.35430,767\n,050.681,367,91\n1,278.351,367,9\n11,278.
"} +{"pdf_name": "9295220_107.pdf", "language": "en", "markdown": "
0035
三、本期增减变动金\n额（减少以“－”号\n填列）3,297,3\n33.2644,658,\n932.7947,956,2\n66.053,997,1\n94.5851,953,\n460.63
（一）综合收益总额51,416,\n266.0551,416,2\n66.05-2,805.4\n251,413,\n460.63
（二）所有者投入和\n减少资本4,000,0\n00.004,000,0\n00.00
1．所有者投入的普\n通股4,000,0\n00.004,000,0\n00.00
2．其他权益工具持\n有者投入资本
3．股份支付计入所\n有者权益的金额
4．其他
（三）利润分配3,297,3\n33.26-6,757,3\n33.26-3,460,0\n00.00-3,460,0\n00.00
"} +{"pdf_name": "20750690_48.pdf", "language": "en", "markdown": "the fair value gains on our investment properties were RMB373.3 million, RMB242.4 million, RMB139.3 million, RMB115.0 million and RMB121.3 million, respectively.\n\nFair value gains or losses do not, however, change our cash position as long as the relevant investment properties are held by us and, therefore, do not increase our liquidity in spite of the increased profit. The amount of revaluation adjustments has been, and will continue to be, subject to market fluctuations. We cannot assure you that changes in the market conditions will continue to create fair value gains on our investment properties or that the fair value of our investment properties will not decrease in the future. In particular, the fair value of our investment properties could decline in the event that the property industry of China experiences a downturn. Any significant decreases in the fair value of our investment properties may materially and adversely impact our profit.\n\n# The illiquidity of property investments and the lack of alternative uses of hotel and retail properties could significantly limit our ability to respond to adverse changes in the performance of our investment properties\n\nBecause property investments in general are relatively illiquid, our ability to promptly sell one or more of our investment properties in response to changing economic, financial and investment conditions is limited. The property market is affected by various factors, such as general economic conditions, availability of financing, interest rates, supply and demand, many of which are beyond our control. We cannot predict whether we will be able to sell any of our investment properties for the price or on the terms set by us, or whether any price or other terms offered by a prospective purchaser would be acceptable to us. We also cannot predict the length of time needed to find a purchaser and to complete the sale of a property. In addition, if we sell an investment property during the term of that property’s management agreement or tenancy agreement, we may have to pay termination fees to our hotel management partners or our anchor retail tenants.\n\nIn addition, hotels and retail properties may not be readily converted to alternative uses if they became unprofitable due to competition, age, decreased demand or other factors. The conversion of hotel and retail properties to alternative uses generally requires substantial capital expenditures. We cannot assure you that we will have sufficient funds to carry out the conversion. These factors and any others that would impede our ability to respond to adverse changes in the performance of our hotels and retail properties could affect our ability to compete against our competitors and results of operations.\n\n# If our provisions for LAT prove to be insufficient, our financial results would be adversely affected\n\nOur properties developed for sale are subject to LAT. Under PRC tax laws and regulations, all income derived from the sale or transfer of land use rights, buildings and their ancillary facilities in the PRC is subject to LAT at progressive rates ranging from 30% to 60% on the appreciation of land value. LAT is calculated based on proceeds received from the sale of properties less deductible expenditures as provided in the relevant tax laws. We make provisions for the full amount of applicable LAT in accordance with the relevant PRC tax laws and regulations from time to time pending settlement with the relevant tax authorities. As we often develop our projects in phases, deductible items for the calculation of LAT, such as land costs, are apportioned among different phases of development. Provisions for LAT are made on our own estimates based on, among"} +{"pdf_name": "20750690_49.pdf", "language": "en", "markdown": "other things, our own apportionment of deductible expenses which is subject to final confirmation by the relevant tax authorities upon settlement of the LAT. We only prepay a portion of such provisions each year as required by the local tax authorities. As of December 31, 2010, 2011 and 2012 and September 30, 2013, we made provisions for LAT in the amounts of RMB168.3 million, RMB150.7 million, RMB110.2 million and RMB48.4 million, respectively. As of the Latest Practicable Date, we had not received any official confirmation or exemption with respect to our LAT liabilities for any period despite our LAT prepayments during the years. We cannot assure you that the relevant tax authorities will agree with our calculation of LAT liabilities, nor can we assure you that the LAT provisions will be sufficient to cover our LAT obligations in respect of our past LAT liabilities. If the relevant tax authorities determine that our LAT liabilities exceed our LAT prepayments and provisions, and seek to collect that excess amount, our cash flow, results of operations and financial condition may be materially and adversely affected. In addition, as we continue to expand our property developments, we cannot assure you that our provision for LAT obligations based on our estimates in new markets will be sufficient to cover our actual LAT obligations. As there are uncertainties as to when the tax authorities will enforce the LAT collection and whether it will apply the LAT collection retrospectively to properties sold before the enforcement, any payment as a result of the enforcement of LAT collection may significantly restrict our cash flow position, our ability to finance our land acquisitions and to execute our business plans.\n\n# Our future growth partly depends on our ability to develop our business in other regions of China where we currently have no operations\n\nIn order to achieve sustainable growth, we need to continue to seek development opportunities in select regions in the PRC with potential for growth where we have no existing operations. However, our experience as a property developer in our existing markets may not be applicable in other regions. We may face intense competition from developers with established experience or presence in these new markets, and from other developers with similar expansion plans. In addition, business expansion or land acquisition requires a significant amount of capital investment and human resources, and may divert our existing resources including the attention of our management. Additionally, we may not be able to hire, train or retain sufficient talent to manage our operations in the new markets. As a result, our inability to develop, manage and integrate new projects and businesses may adversely affect our operating efficiency and the success of our expansion plans, which consequently may adversely affect our business, financial conditions and future prospects.\n\n# Increasing competition in the PRC, particularly from developers of properties similar to ours in the second- and third-tier cities where we operate, may adversely affect our business and financial condition\n\nIn recent years, a large number of property developers have undertaken property development and investment projects in second- and third-tier cities in China, including property developments similar to ours, with commercial and residential properties integrated to varying degrees. Our major competitors include large national and regional property developers and overseas developers, some of which may have better track records and greater financial and other resources than us. In addition, we also compete with small local property developers. Intense competition among property developers in second- and third-tier cities in China for land, financing, raw materials and skilled management and labor resources may result in increased cost for land acquisition and construction, an oversupply of properties available for sale and a decrease in property"} +{"pdf_name": "20791588_30.pdf", "language": "en", "markdown": "
“Guandgong Institute” China EneriGgy Enigneerng rouGp uandEligong ectrc\nPower Design Institute Co., Ltd. (中國能源建設集團廣東\n省電力設計研究院有限公司), a limited liability company\nestablished in the PRC on November 8, 2001 and a\nwholly-owned subsidiary of our Company
“Guandgong Power Enigneering” China EneriGgy Enigneerng rouGp uandEligong ectrc\nPower Eniigneerng Co., Ltd. (中國能源建設集團廣東電\n力工程局有限公司), a limited liability company\nestablished in the PRC on August 26, 1989 and a\nwholly-owned subsidiary of our Company
“Guandhgong Termal Power” China EneriGgy Enigneerng rouGp uandThl\ngong ermaPower EnigneerinCg o., Ltd. (中國能源建設集團廣東火\n電工程有限公司), a limited liability company established\nin the PRC on May 12, 1986 and a wholly-owned\nsubsidiary of our Company
“Guangxi Water & Power Group” Guangxi Water Conservanc &ly Eectric Power\nConstruction Group Co., Ltd. (廣西水利電力建設集團有\n限公司), a limited liability company established in the\nPRC on November 3, 1995 and a wholly-owned\nsubsidiary of our Company
“H Share(s)” overseas listed foreign shares in the share caiptal of our\nCompany with a nominal value of RMB1.00 each, which\nare to be subscribed for and traded in HK dollars and\nlisted on the Hong Kong Stock Exchange
“H Share Reigstrar” Computershare Hong Kong Investor Services Limited
“Heilongjiang Institute” China EneriGgy Eniigneerng rouHlp eionigjanElg ectrc\nPower Design Institute Co. Ltd. (中國能源建設集團黑龍\n江省電力設計院有限公司), a limited liability company\nestablished in the PRC on April 24, 1993 and a wholly-\nowned subsidiary of our Company
“Heilongjiang Thermal Power 1\nCompany”China EneriG\ngy Enigneerng rouHlp eionigjanNg o.1Thermal Power EniCgneerinLg o., td. (中國能源建設集\n團黑龍江省火電第一工程有限公司), a limited liability\ncompany established in the PRC on April 16, 1996 and a\nwholly-owned subsidiary of our Company
"} +{"pdf_name": "20791588_31.pdf", "language": "en", "markdown": "
“Heilongjiang Thermal Power 3\nCompany”China EneriG3gy Enigneerng rouHlp eionigjanNg o. \nThermal Power EnigneerinCLg o., td. (中國能源建設集\n團黑龍江省火電第三工程有限公司), a limited liability\ncompany established in the PRC on January 1, 1962 and\na wholly-owned subsidiary of our Company
“HK$” or “HK dollars” Hong Kong dollars and cents, respectively, the lawful\ncurrency of Hong Kong
“HKIAC” Hong Kong International Arbitration Center
“HKSCC” Hong Kong Securities Clearing Company Limited, a\nwholly owned subsidiary of Hong Kong Exchanges and\nClearing Limited
“HKSCC Nominees” HKSCC Nominees Limited, a wholly owned subsidiary\nof HKSCC
“Hong Kong” or “HK” Hong Kong Special Administrative ReifCgon o the PR
“Hong Kong Listing Rules” or\n“Listing Rules”the Rules Governing the Listing of Securities on The\nStock Exchange of Hong Kong Limited (as amended\nfrom time to time)
“Hong Kong Offer Shares” the 440,000,000 H Shares initially offered by our\nCompany for subscription at the Offer Price pursuant to\nthe Hong Kong Public Offering (subject to reallocation as\ndescribed in “Structure of the Global Offering”)
“Hong Kong Public Offering” the offer of the Hong Kong Offer Shares for subscription\nby the public in Hong Kong (subject to adjustment as\ndescribed in “Structure of the Global Offering”) at the\nOffer Price lus brokperage, SFC transaction levy and\nHong Kong Stock Exchange trading fee, on and subject to\nthe terms and conditions described in this prospectus and\non the Alipcation Forms as fpurther described in\n“Structure of the Global Offering – Hong Kong Public\nOffering”
“Hong Kong Stock Exchange” or\n“Stock Exchange”The Stock Exchange of Hong Kong Limited, a wholly\nowned subsidiary of Hong Kong Exchanges and Clearing\nLimited
"} +{"pdf_name": "9268274_75.pdf", "language": "en", "markdown": "Share\n\n# Rishi Sunak\n\nThat is an excellent point. My right hon. Friend the Secretary of State for Environment, Food and Rural Affairs is engaged in urgent talks with supermarkets to ensure the security of our food supply and to improve accessibility, particularly for those who may now be at home.\n\nShare\n\n# Jess Phillips (Birmingham, Yardley) (Lab)\n\nI simply want to ask the Chancellor whether he could live on £94.25 per week. It is a simple question: has he ever lived on that, and could he live on that, because that is what most of my constituents are currently having to live on?\n\nShare\n\n# Rishi Sunak\n\nWe believe in a strong safety net during a short period so that people can get through this, which is why we have strengthened that safety net with £1 billion of extra investment to increase generosity and accessibility.\n\n# Share\n\n# Sir Iain Duncan Smith (Chingford and Woodford Green) (Con)\n\nI commend my right hon. Friend the Chancellor for his bold measures today, which will encourage many small businesses to believe that the Government are on their side. There is more to do, I know. Can I also encourage him, though, in his statement to come, on further employment measures to bear it in mind that the most important thing we can do is to do everything we can to keep people in employment? That will help to deliver growth.\n\nOne area I want to raise with my right hon. Friend, which has not really been touched on, although I think the shadow Chancellor raised it, is the voluntary sector. The Centre for Social Justice has done some quick work on this and come to the conclusion that the"} +{"pdf_name": "9268274_76.pdf", "language": "en", "markdown": "smallest elements of the voluntary sector, which have no reserves, are going to lose about£400 million during this next few months, and they are going to be the ones that are called upon most for support in the community for those who suffer. Can I please ask him to look at this very carefully and see what we can do to give them that cash aid?\n\nShare\n\n# Rishi Sunak\n\nMy right hon. Friend knows better than most the value of making sure that people have the security of a good job, and I commend him for all his work in that regard. I agree with him wholeheartedly. My right hon. Friend the Communities Secretary is talking already to the voluntary sector and we stand ready to provide the support that may be required.\n\nShare\n\n# Edward Miliband (Doncaster North) (Lab)\n\nI recognise, as I am sure the whole House does, the Chancellor’s wish to get any employment support scheme right, but he will recognise, as the shadow Chancellor said from the Front Bench, that people are facing redundancy right now. May I suggest two things that he can say tonight to help ward off those redundancies? The first is that he accepts the principle that Government should cover a substantial proportion of people’s wages, because it is in their interests and those of the economy and their businesses. The second is that he undertakes to come back not next week but by Friday of this week with a clear plan developed with unions and businesses.\n\nShare\n\n# Rishi Sunak\n\nI say to the right hon. Gentleman that it is more important that we get this right than rush to things that will not work, but he can rest assured that we agree wholeheartedly with the ambitions of what he says, but delivering them and getting it right are vital and that is what we are working on doing."} +{"pdf_name": "11763417_20.pdf", "language": "en", "markdown": "
“close associate(s)” \n「緊密聯繫人」has the meaning ascribed to it under the GEM Listing Rules\n具有GEM上市規則所賦予的涵義
“Companies Ordinance” \n「公司條例」the Companies Ordinance (Cap. 622 of the Laws of Hong Kong), as \namended, supplemented or modified from time to time\n經不時修訂、補充或修改的香港法例第622章公司條例
“Company”, “our Company”, “we” or “us” \n「本公司」或「我們」Sunlight (1977) Holdings Limited (日光 (1977) 控股有限公司), an exempted \ncompany incorporated in the Cayman Islands on 21.9.2017 with limited \nliability\n日光(1977)控股有限公司，於2017年9月21日在開曼群島註冊成立的獲豁免有\n限公司
“Controlling Shareholder(s)” \n「控股股東」has the meaning ascribed to it under the GEM Listing Rules and unless the \ncontext requires otherwise, refers to Mr. LS Chua, Ms. Chua, Mr. LC Chua \nand YJH Group. Mr. LS Chua, Ms. Chua, Mr. LC Chua and YJH Group are a \ngroup of controlling shareholders\n具有GEM上市規則所賦予的涵義，除非文義另有所指，指蔡良聲先生、蔡女\n士、蔡良书先生及YJH集团。蔡良声先生、蔡女士、蔡良书先生及YJH集团为\n一組控股股東
“core connected person(s)” \n「核心關連人士」has the meaning ascribed to it under the GEM Listing Rules\n具有GEM上市規則所賦予的涵義
“COVID-19” \n「COVID-19」the Coronavirus Disease 2019 (COVID-19), a respiratory illness caused by a \nnovel coronavirus that was first identified during an outbreak in Wuhan, Hubei \nProvince, the PRC\n2019冠狀病毒病(COVID-19)，一種由新型冠狀病毒引起的呼吸系統疾病，於中\n國湖北省武漢市疫情中首度被發現
“Deed of Non-competition” \n「不競爭契據」the deed of non-competition dated 21.3.2018 and executed by our \nControlling Shareholders in favour of our Company (for ourselves and as \ntrustee for our subsidiaries)\n控股股東以本公司為受益人（為本公司及作為其附屬公司的受託人）所簽立日期\n為2018年3月21日的不競爭契據
“Director(s)” \n「董事」the director(s) of our Company\n本公司董事
“ERP” \n「ERP」enterprise resource planning\n企業資源計劃
“FY2019” \n「2019財政年度」financial year ended 30.9.2019\n截至2019年9月30日止財政年度
“FY2020” \n「2020財政年度」financial year ending 30.9.2020\n截至2020年9月30日止財政年度
"} +{"pdf_name": "11763417_21.pdf", "language": "en", "markdown": "
“GDP” \n「本地生產總值」gross domestic product\n本地生產總值
“GEM” \n「GEM」GEM operated by the Stock Exchange\n由聯交所運作的GEM
“GEM Listing Rules” \n「GEM上市規則」the Rules Governing the Listing of Securities on GEM, as amended, \nsupplemented or modified from time to time\n經不時修訂、補充或修改的GEM證券上市規則
“GFA” \n「建築面積」gross floor area\n建築面積
“Group”, “our Group”, “we”, “our” or “us” \n「本集團」或「我們」our Company and our subsidiaries or, where the context so requires, with \nrespect to the period before which our Company became the holding \ncompany of our current subsidiaries, our Compan’ys current subsidiaries or \nthe businesses operated by such subsidiaries or their predecessors (as the \ncase may be)\n本公司及其附屬公司，或倘文義另有所指，就本公司成為其現有附屬公司的控\n股公司之前期間，則指本公司現有附屬公司或該等附屬公司或其前身公司（視\n情況而定）進行的業務
“HKD” or “HK$” \n「港元」Hong Kong dollars and cents, the lawful currency of Hong Kong\n香港法定貨幣港元及港仙
“Hong Kong” or “HK” \n「香港」the Hong Kong Special Administrative Region of the PRC\n中國香港特別行政區
“IFRSs” \n「國際財務報告準則」International Financial Reporting Standards issued by the International \nAccounting Standards Board\n國際會計準則委員會頒佈的國際財務報告準則
“independent third party(ies)” \n「獨立第三方」party(ies) which are not connected person(s) of our Company\n並非本公司關連人士的人士
“JTC” \n「JTC」JTC Corporation (formerly known as Jurong Town Corporation), a statutory \nboard under the Ministry of Trade and Industry of Singapore\nJTC Corporation（前稱Jurong Town Corporation），新加坡貿易工業部下屬法定\n部門
“jumbo roll tissue” or “JRT” \n「大卷裝衛生紙」toilet tissue that is commonly used in public toilet cubicles of commercial \nbuildings\n商業大廈公廁常用廁紙
“Listing” \n「上市」the listing of the Shares on GEM\n股份於GEM上市
"} +{"pdf_name": "9242015_594.pdf", "language": "en", "markdown": "(b) the Series C Preferred Share Purchase Agreement dated July 11, 2020 entered into among our Company, Antengene Corporation Co., Ltd. (德琪(浙江)醫藥科技有限公司), Antengene (BVI) Limited, Keith Valley Investment Limited, Antengene Corporation (Hong Kong) Limited (德琪控股有限公司), Antengene Therapeutics Limited, Shanghai Antengene Pharmaceutical Technology Co., Ltd. (上海德琪醫藥科技有限公司), Zhejiang Defu Biopharmaceutical Co., Ltd. (浙江德復生物醫藥科技有限公司), Antengene (AUS) PTY. LTD, Antengene Biotech LLC, Antengene Investment Limited, Zhejiang Antengene Pharmaceuticals Co., Ltd. (浙江德琪製藥有限公司), Antengene (Singapore) Pte. Ltd., Brighton Circle Limited, Sea Quest Limited, Antengene (Shanghai) Pharmaceutical Co., Ltd. (德琪醫藥(上海)有限公司), Dr. Mei, Meiland Pharma Tech Limited, Horsham Angel Investment Limited, Fidelity Investment Trust: Fidelity China Region Fund, Fidelity Investment Trust: Fidelity Emerging Asia Fund, Fidelity Advisor Series VIII: Fidelity Advisor Emerging Asia Fund, Fidelity Investment Trust: Fidelity Series Emerging Markets Opportunities Fund – Health Care Sub, Fidelity Investment Trust: Fidelity Total Emerging Markets Fund – Healthcare Subportfolio, Fidelity Central Investment Portfolios LLC: Fidelity Emerging Markets Equity Central Fund – Health Care Sub, Fidelity Emerging Markets Equity Multi-Asset Base Fund – Health Care, FIAM Emerging Markets Opportunities Commingled Pool – Health Care Sub, Fidelity Emerging Markets Opportunities Institutional Trust – Health Care, Fidelity Investment Trust: Fidelity International Discovery Fund, Fidelity Investment Trust: Fidelity Worldwide Fund – Non-US Equity Sub, Fidelity International Discovery Commingled Pool, Fidelity Investment Trust: Fidelity International Discovery K6 Fund, BlackRock Health Sciences Master Unit Trust, BlackRock Global Funds –World Healthscience Fund, BlackRock Health Sciences Trust II, High Cedar Direct Fund, L.P., City-Scape Pte. Ltd., SUM-II Holdings Limited, CRF Investment Holdings Company Limited, CDG Group Fund L.P., Supercluster Universe Limited, Qiming Venture Partners V, L.P., Qiming Managing Directors Fund V, L.P., Mr. John Francis Chin and Mr. Mark J. Alles in relation to the sale and purchase of Series C-1 Preferred Shares and Series C-2 Preferred Shares for an aggregate consideration of US\\$97,382,896;\n\n(c) the second amended and restated shareholders agreement dated July 17, 2020 entered into among our Company, Antengene Corporation Co., Ltd. (德琪(浙江)醫藥科技有限公司), Horsham Angel Investment Limited, Meiland Pharma Tech Limited, Dr. Mei, Horsham Incentive Enterprise Limited, Black Halo Investment Limited, Grand Path Holdings Limited, Celgene China Holdings LLC, Qiming Venture Partners V, L.P., Qiming Managing Directors Fund V, L.P., Golden Sense Ventures Limited, Hongkong Tigermed Co., Limited, Huagai Pharmaceutical Health Industry Venture Capital (Wenzhou) Partnership (Limited Partnership) (華蓋醫藥健康產業創業投資(溫州)合夥企業(有限合夥)), Active Ambience Limited, Begonia Investment Ltd., WuXi PharmaTech Healthcare Fund I L.P., Taikang Kaitai (Cayman) Special Opportunity I, Fidelity Investment Trust: Fidelity China Region Fund, Fidelity Investment Trust: Fidelity Emerging Asia Fund, Fidelity Advisor Series VIII: Fidelity Advisor Emerging Asia Fund, Fidelity Investment Trust:"} +{"pdf_name": "9242015_595.pdf", "language": "en", "markdown": "Fidelity Series Emerging Markets Opportunities Fund – Health Care Sub, Fidelity Investment Trust: Fidelity Total Emerging Markets Fund – Healthcare Subportfolio, Fidelity Central Investment Portfolios LLC: Fidelity Emerging Markets Equity Central Fund – Health Care Sub, Fidelity Emerging Markets Equity Multi-Asset Base Fund – Health Care, FIAM Emerging Markets Opportunities Commingled Pool– Health Care Sub, Fidelity Emerging Markets Opportunities Institutional Trust –Health Care, Fidelity Investment Trust: Fidelity International Discovery Fund, Fidelity Investment Trust: Fidelity Worldwide Fund – Non-US Equity Sub, Fidelity International Discovery Commingled Pool, Fidelity Investment Trust: Fidelity International Discovery K6 Fund, BlackRock Health Sciences Master Unit Trust, BlackRock Global Funds – World Healthscience Fund, BlackRock Health Sciences Trust II, High Cedar Direct Fund, L.P., City-Scape Pte. Ltd., SUM-II Holdings Limited, CRF Investment Holdings Company Limited, CDG Group Fund L.P., Supercluster Universe Limited, Mr. John Francis Chin and Mr. Mark J. Alles in relation to certain shareholder rights granted by our Company;\n\n(d) the cornerstone investment agreement dated November 5, 2020 entered into between our Company, Fidelity Management & Research (Hong Kong) Limited, Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities (Far East) Limited, J.P. Morgan Securities (Asia Pacific) Limited and J.P. Morgan Securities plc, details of which are included in the section headed “Cornerstone Investors” in this prospectus;\n\n(e) the cornerstone investment agreement dated November 5, 2020 entered into between our Company, GIC Private Limited, Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities (Far East) Limited, J.P. Morgan Securities (Asia Pacific) Limited and J.P. Morgan Securities plc, details of which are included in the section headed “Cornerstone Investors” in this prospectus;\n\n(f) the cornerstone investment agreement dated November 5, 2020 entered into between our Company, BlackRock Global Funds – World Healthscience Fund, BlackRock Health Sciences Trust II, BlackRock Health Sciences Master Unit Trust, Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities (Far East) Limited, J.P. Morgan Securities (Asia Pacific) Limited and J.P. Morgan Securities plc, details of which are included in the section headed “Cornerstone Investors” in this prospectus;\n\n(g) the cornerstone investment agreement dated November 5, 2020 entered into between our Company, Boyu Capital Opportunities Master Fund, Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities (Far East) Limited, J.P. Morgan Securities (Asia Pacific) Limited and J.P. Morgan Securities plc, details of which are included in the section headed “Cornerstone Investors” in this prospectus;"} +{"pdf_name": "20781659_124.pdf", "language": "en", "markdown": "# 1. CORPORATE AND GROUP INFORMATION\n\nThe Company was incorporated as an exempted company with limited liability in the Cayman Islands. The registered office of the Company is located at P.O. Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands. The Company is an investment holding company and its subsidiaries are engaged in the manufacture and distribution of dairy products mainly in the People’s Republic of China (the “PRC”).\n\n# Information about subsidiaries\n\nParticulars of the Company’s principal subsidiaries are as follows:\n\n1. 公司及集團資料\n\n本公司為在開曼群島註冊成立的獲豁免有限公司。本公司的註冊辦事處位於P.O.Box 309, Ugland House, Grand Cayman KY1-1104，Cayman Islands。本公司為一間投資控股公司，而其子公司主要於中華人民共和國（「中國」）從事乳製品生產及經銷業務。\n\n有關子公司的資料\n\n本公司主要子公司詳情如下：\n\n
Name\n名稱Place of \nincorporation/ \nregistration and \nbusiness\n註冊成立╱\n註冊及業務地點Issued/registered \nshare capital\n已發行╱\n註冊股本Percentage of \nequity interest attributable \nto the Company\n本公司應佔\n股權百分比 Principal activities\n 主要業務
Direct\n直接 Indirect\n 間接
China Dairy Holdings (i) Cayman Islands\n開曼群島US$214\n214美元100% – Investment holding\n投資控股
China Dairy (Mauritius) Limited (i) Mauritius\n毛裡裘斯US$100\n100美元–100% Investment holding\n投資控股
Start Great Holdings Limited (i) British Virgin Islands\n英屬處女群島US$16,066,969\n16,066,969美元100% – Investment holding\n投資控股
Colour Vantage Limited (i) British Virgin Islands\n英屬處女群島US$1\n1美元100% – Investment holding\n投資控股
Golden Stage Holdings Limited \n(“Golden Stage”) (i)British Virgin Islands\n英屬處女群島US$1\n1美元100% – Investment holding\n投資控股
China Mengniu International Co., Ltd. (i) \n（中國蒙牛國際有限公司）(i)British Virgin Islands\n英屬處女群島HK$8,448,802,973\n8,448,802,973港元99.95% – Investment holding\n投資控股
Plant Base Limited (i) \n（植朴磨坊有限公司）(i)Hong Kong\n香港HK$1\n1港元–100% Investment holding\n投資控股
Easy Reach Investment Co., Ltd. (i) \n（盈達實業投資有限公司）(i)Hong Kong\n香港HK$1,000,000\n1,000,000港元100% – Investment holding\n投資控股
Tianjin New Value Supply Chain Co., Ltd. (i)(iv) \n（天津通瑞供應鏈有限公司）(i)(iv)PRC\n中國RMB20,000,000\n人民幣20,000,000元–100% Sale of dairy products\n出售乳製品
"} +{"pdf_name": "20781659_125.pdf", "language": "en", "markdown": "# 1. CORPORATE AND GROUP INFORMATION (continued)\n\n# Information about subsidiaries (continued)\n\n1. 公司及集團資料（續）\n\n有關子公司的資料（續）\n\n
Name\n名稱Place of \nincorporation/ \nregistration and \nbusiness\n註冊成立╱\n註冊及業務地點Issued/registered \nshare capital\n已發行╱\n註冊股本Percentage of \nequity interest attributable \nto the Company\n本公司應佔\n股權百分比 Principal activities\n 主要業務
Direct\n��接 Indirect\n 間接
Mengniu Hi-tech Dairy Product (Ma’anshan) \nCo., Ltd. (i)(iii) \n（蒙牛高科乳製品（馬鞍山）有限公司）(i)(iii)PRC\n中國RMB100,000,000\n人民幣100,000,000元–80% Manufacture and sale of \ndairy products\n生產及出售乳製品
Inner Mongolia Mengniu Danone Dairy \nCo., Ltd. (i)(iii) \n（內蒙古蒙牛達能乳製品有限公司）(i)(iii)PRC\n中國RMB250,000,000\n人民幣250,000,000元–80% Manufacture and sale of \ndairy products\n生產及出售乳製品
Mengniu Hi-tech Dairy Product (Beijing) \nCo.,Ltd. (i)(iii) \n（蒙牛高科乳製品（北京）有限責任公司）(i)(iii)PRC\n中國RMB87,500,000\n人民幣87,500,000元21.36%58.64% Manufacture and sale of \ndairy products\n生產及出售乳製品
Inner Mongolia Mengniu Dairy (Group) Company \nLimited (“Inner Mongolia Mengniu”) (iii) \n（內蒙古蒙牛乳業（集團）股份有限公司）(iii)PRC\n中國RMB1,504,290,870\n人民幣1,504,290,870元8.99%91.01% Manufacture and sale of \ndairy products\n生產及出售乳製品
Inner Mongolia Mengniu Dairy Baotou \nCo., Ltd. (i)(iii) \n（內蒙古蒙牛乳業包頭有限責任公司）(i)(iii)PRC\n中國RMB30,000,000\n人民幣30,000,000元26.40%73.60% Manufacture and sale of \ndairy products\n生產及出售乳製品
Mengniu Dairy (Luannan) Co., Ltd. (i)(iii) \n（蒙牛乳業（灤南）有限責任公司）(i)(iii)PRC\n中國RMB56,000,000\n人民幣56,000,000元26.06%73.94% Manufacture and sale of \ndairy products\n生產及出售乳製品
Mengniu Dairy (Tangshan) Co., Ltd. (i)(iii) \n（蒙牛乳業（唐山）有限責任公司）(i)(iii)PRC\n中國RMB70,000,000\n人民幣70,000,000元26.05%73.95% Manufacture and sale of \ndairy products\n生產及出售乳製品
Mengniu Dairy Tai’an Co., Ltd. (i)(iii) \n（蒙牛乳業泰安有限責任公司）(i)(iii)PRC\n中國RMB60,000,000\n人民幣60,000,000元26.03%73.97% Manufacture and sale of \ndairy products\n生產及出售乳製品
Mengniu Dairy Jiaozuo Co., Ltd. (i)(ii) \n（蒙牛乳業焦作有限責任公司）(i)(ii)PRC\n中國RMB250,000,000\n人民幣250,000,000元–100% Manufacture and sale of \ndairy products\n生產及出售乳製品
"} +{"pdf_name": "11706413_48.pdf", "language": "en", "markdown": "# We may be adversely affected if our competitors consolidate or enter into strategic alliances.\n\nOur industry is capital intensive and requires substantial investments in manufacturing, machinery, research and development, product design, engineering, technology and marketing in order to meet both consumer demands and regulatory requirements. Large companies are able to benefit from economies of scale by leveraging their investments and activities on a global basis across brands. If our competitors consolidate or enter into strategic alliances, they may be able to benefit more from larger economies of scale. In addition, our competitors could use consolidation or alliances as a means of enhancing their competitiveness or liquidity position. Any such consolidation or strategic alliance by our competitors could materially and adversely affect our business and prospects.\n\n# Any negative impact on the transportation of our products and raw materials could adversely affect our business and operational condition.\n\nWe depend on a combination of sea and land transportation to obtain our raw materials and deliver products to our customers. If we cannot secure sea and land transportation necessary for the delivery of raw materials to us and our products to our customers, or if we are unable to secure economically-feasible alternative methods to transport our products and raw materials during disruptions of transportation systems which are beyond our control, our results of operations may be adversely affected. Any disruption of raw material supply may interrupt our production and could have a negative effect on the competitiveness of our products and our financial condition.\n\n# Our labor costs may increase for reasons such as the implementation of more stringent requirements regarding fixed-term employment, the minimum wage and paid annual leave.\n\nIn 2011, 2012, 2013 and the six months ended June 30, 2014, our labor costs in cost of sales were RMB68.2 million, RMB153.2 million, RMB520.4 million and RMB706.0 million, respectively, accounting for 3.6%, 4.2%, 4.2% and 3.3% of our cost of sales for the same periods.\n\nThere have been instances of shortages in the labor supply in industries, including manufacturing, in the PRC. In the event of future labor shortages, we may have difficulties recruiting or retaining labor for our production facilities or may face increasing labor costs. In such event, our business and results of operations may be adversely affected. If there is a shortage of labor, or for any reason labor costs in the PRC rise significantly, our expenses are likely to increase, which could materially and adversely affect our business, financial condition and results of operations.\n\nIn addition, labor costs in the PRC are generally expected to increase. As a result of the PRC Labor Contract Law ( ) which became effective on January 1, 2008, the requirements on employers in relation to entry into fixed and non-fixed term employment contracts, and dismissal of employees and the minimum wage requirement became more stringent. In addition, the National Leisure and Tourism Outline 2013-2020 ( ) (the “Tourism Outline”) which became effective on February 2, 2013 sets a more detailed timetable regarding the mandatory annual leave requirement introduced by the Regulations on Paid Annual Leave for Employees ( ), which became effective on January 1, 2008, and according to the Tourism Outline, all workers in the PRC must be provided with paid annual leave by 2020.\n\n# Our manufacturing and other operational activities may be adversely affected if there are failures in, or inefficient management of, our information technology system.\n\nOur information technology system forms a key part of our production, sales and marketing process and any disruptions to it will likely have a negative impact on our operations. We cannot"} +{"pdf_name": "11706413_49.pdf", "language": "en", "markdown": "assure you that we will not incur any damage or interruption caused by power outages, computer viruses, hardware and software failures, telecommunications failures, fires and other similar events to the information technology system in the future. If serious damage or significant interruption occurs, our operations may be disrupted and our financial condition and results of operations may be adversely affected. Furthermore, if our operations are disrupted by the introduction of a new information technology system, including migration from an existing system, our financial condition and results of operations may be similarly adversely affected.\n\n# If we fail to attract and retain senior management and key technical experts, our production and other operational activities may be adversely affected.\n\nWe rely on experienced and talented senior managers and highly skilled technical personnel to operate our businesses and to develop our new passenger vehicles. We expect increased competition for senior managers and skilled technical personnel from other automobile companies in the future, driven partly by strong growth in the PRC automobile industry. We cannot assure you that we or our joint venture companies will be able to recruit suitable candidates or retain existing senior managers and technical personnel. High turnover of senior management could adversely affect our existing customer relationships, our operations and our development as well as hinder our future recruiting efforts. In addition, we must successfully integrate any new management personnel in order to achieve our operating objectives. Changes in key management positions may temporarily affect our operations as new management will need time and further effort to become familiar with our business and our operations. We expect to increase our effort to recruit more industry and technical experts to fulfill our future business plans. If we or ourj oint venture companies are unable to recruit and retain experienced senior management and key technical experts in the future, our business operations will be adversely affected.\n\n# Non-compliance with environmental regulations in China may result in significant monetary damages, fines and other liabilities as well as negative publicity and damage to our brand name and reputation.\n\nOur manufacturing processes generate noise, waste water, and gaseous and other industrial wastes and we are subject to national and local environmental regulations applicable to us in China. In addition, we are required to comply with the relevant emission standards applicable to our passenger vehicles. In the event of our non-compliance with present or future environmental regulations, we may be subject to governmental inspections or penalties, civil liabilities or business interruptions, and our management might be subject to relevant liabilities as well. We may also be subject to adverse publicity and damage to our brand name and reputation. In addition, if more stringent regulations are adopted in the future, the costs of compliance with these new regulations could be substantial.\n\n# We may be subject to fines, penalties or other actions resulting from future examination by PRC regulatory authorities.\n\nWe are subject to a wide range of inspections by PRC regulatory authorities from time to time. Accordingly, we may incur fines, penalties or other actions as a result of examination by PRC regulatory authorities that could adversely affect our reputation, business, financial condition and results of operations. During the Track Record Period, we did not incur any fines or penalties as a result of examination by PRC regulatory authorities which had a material adverse effect on our results of operations and financial condition. However, we cannot assure you that we will not incur any material fines or penalty or be subject to other disciplinary or similar actions in the future."} +{"pdf_name": "2588544_50.pdf", "language": "en", "markdown": "
入资本
3．股份支付计入所有者权\n益的金额
4．其他
（三）利润分配1,143,858.23-5,143,858.23-4,000,000.00
1．提取盈余公积1,143,858.23-1,143,858.23
2．提取一般风险准备
3．对所有者（或股东）的\n分配-4,000,000.00-4,000,000.00
4．其他
（四）所有者权益内部结 \n转
1.资本公积转增资本（或\n股本）
2.盈余公积转增资本（或\n股本）
3.盈余公积弥补亏损
4.设定受益计划变动额结\n转留存收益
5.其他综合收益结转留存\n收益
6.其他
（五）专项储备
1．本期提取
2．本期使用
"} +{"pdf_name": "2588544_51.pdf", "language": "en", "markdown": "
（六）其他
四、本年期末余额10,000,000.0064,087,250.686,813,837.7321,408,058.00102,309,146.41
\n\n
项目上期
股本其他权益工具资本公积减：\n库存\n股其他\n综合\n收益专项\n储备盈余公积一般\n风险\n准备未分配利润所有者权益合计
优\n先\n股永\n续\n债其\n他
一、上年期末余额10,000,000.0064,087,250.683,672,364.179,606,374.5387,365,989.38
加：会计政策变更
前期差错更正
其他
二、本年期初余额10,000,000.0064,087,250.683,672,364.179,606,374.5387,365,989.38
三、本期增减变动金额（减\n少以“－”号填列）1,997,615.339,319,820.2011,317,435.53
（一）综合收益总额13,317,435.5313,317,435.53
（二）所有者投入和减少\n资本
1．股东投入的普通股
2．其他权益工具持有者投\n入资本
3．股份支付计入所有者权\n益的金额
4．其他
"} +{"pdf_name": "11704959_11.pdf", "language": "en", "markdown": "# III. SIGNIFICANT EVENTS\n\n# 3.1 Material changes in items of major accounting statements and financial indicators of the Company and the reason thereof\n\n# \\( \\surd \\) Applicable □ Non-applicable\n\n# Unit: Yuan Currency: RMB\n\n
Balance sheet itemsAmount for \nthe current yearAmount at \nthe end of \nthe previous year Reasons for the change
Held-for-trading financial \nassets1,271,008,894.323,056,619,022.64 Mainly due to the transfer of investments \npreviously accounted for as held-for-\ntrading financial assets to long-term \nequity investments by subsidiaries in \naccordance with the progress of equity \nacquisitions
Derivative financial assets6,166,892.001,594,110.00 Mainly due to the option value changes \nin the individual stock of consolidated \nfunds of subsidiaries
Accounts receivable347,328,510.47169,904,246.64 Mainly due to the increase in unrecovered \nbalance of the proceeds receivable from \ngold sales at the end of the period
Receivables financing20,572,919.4010,499,067.23 Mainly due to the increase in notes \nreceivable that subsidiaries do not intend \nto hold to maturity as compared with the \nbeinning of the periodg
Prepayments366,995,206.531,961,598,559.94 Mainly due to the transfer from prepaid \ninvestments to long-term equity \ninvestments by subsidiaries
Other current assets725,928,517.11502,442,954.10 Mainly due to the reclassification of other \nnon – current financial assets due within \none year of subsidiaries
Long-term deferred \nexpenditures42,020,593.5532,394,820.83 Mainly due the additional amounts of \nreportable items of newly acquired \nsubsidiaries during the period
Derivative financial \nliabilities3,124,465.00834,790.00 Mainly due to the option value changes \nin the individual stock of consolidated \nfunds
Contract liabilities160,633,206.94120,907,338.60 Mainly due to the increase in guarantee \ndeposits paid by customers of \nsubsidiaries for purchasing gold
Emlpoyee benefits \npalyabe587,904,541.17381,926,876.63 Mainly due to the outstanding payment of \nwages provided for as lanned fpor the \nperiod by some enterprises as they were \naffected by the shutdown of production
Taxes payable273,712,890.27478,474,837.39 Mainly due to decrease in all types of \ntaxes for some enterprises as they were \naffected by the shutdown of production
"} +{"pdf_name": "11704959_12.pdf", "language": "en", "markdown": "
Balance sheet itemsAmount for \nthe current yearAmount at \nthe end of \nthe previous year Reasons for the change
Other payables4,071,046,017.582,936,497,865.16 Mainly due to increases in operating gold \nleases and guarantee deposits paid by \ncustomers of subsidiaries
Cailpta reserve8,329,288,424.216,311,132,478.03 Mainly due to the additional issuance \nof shares by the Company to acquire \nsubsidiaries
Special reserve8,295,892.651,688,890.92 Mainly due to the additional amounts \nof reportable items of newly acquired \nsubsidiaries during the period
\n\n
Income statement itemsAmount for \nthe current yearAmount for the \ncorresponding \nperiod of the \nprevious year Reasons for the change
Operating income7,297,137,748.1013,965,732,251.26 Mainly due to the decrease in sales volume \nof gold products of some enterprises as \nthey were affected by the shutdown of \nproduction
Operating costs6,644,708,527.8112,220,910,198.87 Mainly due to the decrease in operating \ncosts for gold products of some \nenterprises as they were affected by the \nshutdown of production
Taxes and surcharges101,351,350.74154,674,910.50 Mainly due to the decreases in sales \nvolume of and all types of taxes \nprovided for during the period for some \nenterprises as they were affected by the \nshutdown of production
General and administrative \nexpenses835,277,730.11516,112,080.26 Mainly due to the including of expenses \noriinally igncluded in production costs \nin general and administrative expenses \nof some enterprises during the shutdown \nof production
Other gains1,238,040.035,288,129.15 Mainly due to the decrease in government \ngrants of subsidiaries included in profit \nor loss during the period
Investment gains (loss is \nrepresented by “-”)102,434,803.07-8,349,819.51 Mainly due to the increase in investment \ngains from gold trading such as futures \nand gold leasing of subsidiaries as \ncompared with the same period of \nlast year due to fluctuations in market \nconditions
Credit impairment loss (loss\nis represented by “-”)2,229,327.55-540,007.90 Mainly due to the recovery of entrusted \nloans for which credit impairment \nprovisions were made in the previous \nperiod during the period
"} +{"pdf_name": "3417781_197.pdf", "language": "en", "markdown": "# VII. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)\n\n# 17. Fixed assets\n\n# (1) Fixed assets\n\n# All amounts in RMB’000\n\n
ItemsBuildings and \nstructuresMachinery and \nequipmentTransportation \nvehiclesOffice equipment \nand othersTotal
I. Total historical cost:
1. Opening balance20,353,41322,369,0332,342,0802,995,52848,060,054
2. Increase1,155,4391,757,559140,615528,0063,581,619
(1) Purchase197,015403,505115,728120,769837,017
(2) Transferred from \ninvestment properties25,236–––25,236
(3) Transferred from \nconstruction in progress618,1121,024,91036358,3781,701,763
(4) Others315,076329,14424,524348,8591,017,603
3. Decrease261,046909,007221,522112,9061,504,481
(1) Disposal or written-off73,090497,750189,30943,968804,117
(2) Transferred to investment \nproperties50,225–––50,225
(3) Transferred to construction \nin progress40,3902,408––42,798
(4) Others97,341408,84932,21368,938607,341
4. Closing balance21,247,80623,217,5852,261,1733,410,62850,137,192
II. Total accumulated depreciation
1. Opening balance4,708,9119,236,8141,441,3271,087,32716,474,379
2. Increase808,7571,776,643198,158270,7353,054,293
(1) Depreciation759,2091,613,712188,790164,8982,726,609
(2) Transferred from \ninvestment properties2,973–––2,973
(3) Others46,575162,9319,368105,837324,711
3. Decrease159,204472,163189,86292,142913,371
(1) Disposal or written-off42,588426,832158,85938,390666,669
(2) Transferred to investment \nproperties15,896–––15,896
(3) Transferred to construction \nin progress8,6661,275––9,941
(4) Others92,05444,05631,00353,752220,865
4. Closing balance5,358,46410,541,2941,449,6231,265,92018,615,301
"} +{"pdf_name": "3417781_198.pdf", "language": "en", "markdown": "# VII. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)\n\n# 17. Fixed assets (Continued)\n\n# (1) Fixed assets (Continued)\n\n
ItemsBuildings and \nstructuresMachinery and \nequipmentTransportation \nvehiclesOffice equipment \nand othersTotal
III. Total impairment provision
1. Opening balance374,380919,96926,625110,4831,431,457
2. Increase15,50664,0859047,26987,764
(1) Provision–34,888––34,888
(2) Others15,50629,1979047,26952,876
3. Decrease14,59016,6642,7971,03535,086
(1) Disposal or written-off90314,7903406616,099
(2) Others13,6871,8742,45796918,987
4. Closing balance375,296967,39024,732116,7171,484,135
IV. Total carrying amount of fixed \nassets
1. Closing balance15,514,04611,708,901786,8182,027,99130,037,756
2. Opening balance15,270,12212,212,250874,1281,797,71830,154,218
\n\n# (2) Temporary idle fixed assets\n\nAll amounts in RMB’000\n\n
ItemsHistorical \ncostAccumulated \ndepreciationProvision for \nimpairmentCarrying \namountNotes
Buildings and structures20,91518,895–2,020Seasonal suspension or idle
Machinery and equipment82,66628,10546,4088,153Seasonal suspension or idle
Other equipment1,6341,01355170Seasonal suspension or idle
\n\n# (3) Fixed assets under finance leases\n\nAll amounts in RMB’000\n\n
ItemsHistorical costAccumulated \ndepreciationProvision for \nimpairmentCarriyng amount
Machinery and equipment665,867185,493–480,374
"} +{"pdf_name": "11745006_95.pdf", "language": "en", "markdown": "Sons, Inc. (1972).\n\n[91] V. M. Alekseev and M. V. Yakobson, Phys. Reports 75, 287 (1981).\n\n[92] Y. Pesin, Russan Mathematics Survey 32, 55 (1977).\n\n[93] A. N. Kolmogorov, Three approaches to the quantitative definition of information, Probl. Inf. Transm. (USSR) 1, 4 (1965);\n\nA. N. Kolmogorov, Logical basis for information theory and probability theory, IEEE Trans. Inf. Theory, IT14, 662 (1968);\n\nT. M. Cover and J. A. Thomas, Elements of Information Theory, John Wiley and Sons, Inc. (2006).\n\n[94] F. Benatti, Classical and Quantum Entropies: Dynamics and Information, in Entropy, Princeton University Press (2003);\n\nT. M. Cover and J. A. Thomas, Elements of Information Theory, John Wiley and Sons, Inc. (2006).\n\n[95] Z. Zheng, B. Misra and H. Atmanspacher, Observer-Dependence of Chaos Under Lorentz and Rindler Transformations, Int. J. Theor. Phys. 42, 869 (2003).\n\n[96] N. D. Birrell and P. C. W. Davies, Quantum fields in curved space, Cambridge University Press (1983).\n\n[97] S. E. Rugh, Chaos in the Einstein Equations- Characterization and Importance?, in Deterministic Chaos in General Relativity, NATO ASI Series (1994).\n\n[98] A. Caticha, Entropic Dynamics, Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by R.L. Fry, AIP Conf. Proc. 617, 302 (2002).\n\n[99] A. Caticha, Consistency and Linearity in Quantum Theory, Phys. Lett. A244, 13 (1998); Consistency, Amplitudes and Probabilities in Quantum Theory, Phys. Rev. A57, 1572 (1998); Probability and entropy in quantum theory, Maximum Entropy and Bayesian Methods, ed. by W. Von der Linden et al. (Kluwer, Dordrecht, 1999); Insufficient reason and entropy in quantum theory, Found. Phys. 30, 227 (2000).\n\n[100] A. Caticha, Towards a Statistical Geometrodynamics, Decoherence and Entropy in Complex Systems, ed. by H.-T. Elze (Springer Verlag, 2004); The Information Geometry of Space and Time, presented at the 25th International Work-shop on Maximum Entropy and Bayesian Methods in Science and Engineering (San Jose, California, August 2005), (arXiv.org/abs/gr-qc/0508108).\n\n[101] A. Caticha, Maximum entropy and Bayesian data analysis: Entropic prior distributions, Physical Review E 70, 046127 (2004); A. Caticha, Relative Entropy and Inductive Inference, Bayesian Inference and Maximum Entropy Methods in Sci-ence and Engineering,ed. by G. Erickson and Y. Zhai, AIP Conf. Proc. 707, 75 (2004), (arXiv.org/abs/physics/0311093);A. Caticha and A. Giffin, Updating Probabilities, presented at MaxEnt2006, the 26th International Workshop on Bayesian Inference and Maximum Entropy Methods (Paris, France), (arXiv:physics/0608185).\n\n[102] W. H. Zurek and J. P. Paz, Decoherence, Chaos, and the Second Law, Phys. Rev. Lett. 72, 2508 (1994); Quantum Chaos: a decoherent definition, Physica D83, 300 (1995).\n\n[103] C. M. Caves and R. Schack, Unpredictability, Information, and Chaos, Complexity 3, 46 (1997).\n\n[104] A. M. Lyapunov, Stability of Motion, Academic Press (1966); S. Wiggins, Introduction to Applied Nonlinear Dynamical Systems and Chaos, Springer (2003).\n\n[105] F. Verhulst, Nonlinear Differential Equations and Dynamical Systems, Springer (1990).\n\n[106] J. P. Eckmann and D. Ruelle, Ergodic theory of chaos and strange attractors, Rev. Mod. Phys. vol. 57, 617-656 (1985).\n\n[107] T. Bhattacharya, S. Habib and K. Jacobs, Continuous Quantum Measurement and the Emergence of Classical Chaos, Phys. Rev. Lett. 85, 4852 (2000); G. Casati and B. Chirikov, The legacy of chaos in quantum mechanics, in Quantum Chaos, Cambridge University Press (1995).\n\n[108] V. Latora and M. Baranger, Kolmogorov-Sinai Entropy Rate versus Physical Entropy, Phys. Rev. Lett. 82, 520 (1999).\n\n[109] M. Toda and K. Ikeda, Quantal Lyapunov Exponent, Phys. Lett. A124, 165 (1987).\n\n[110] C. W. Misner, K. S. Thorne and J. A. Wheeler, Gravitation, Freeman and Company- San Francisco (1973).\n\n[111] C. Chicone and B. Mashhoon, The generalized Jacobi equation, Class. Quantum Grav. 19, 4231-4248 (2002).\n\n[112] K. Arwini and C. T. J. Dodson, Information geometric neighbourhoods of randomness and geometry of the Mckay bivariate gamma 3-manifold, Indian Journal of Statistics 66, 211-231 (2004).\n\n[113] B. Efron, Defining the curvature of a statistical problem, Annals of Statistics 3, 1189 (1975).\n\n[114] C. C. Rodriguez, Are we cruising a hypothesis space?, in Maximum Entropy and Bayesian Methods, ed. by W. Von der Linden, V. Dose, R. Fischer and R. Press (Kluwer, Dordrecht, 1999).\n\n[115] A. Caticha, Relative Entropy and Inductive Inference, Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by G. Erickson and Y. Zhai, AIP Conf. Proc. 707, 75 (2004); A. Caticha and A. Giffin, Updating Probabilities, AIP Conf. Proc. 872, 31-42 (2006); A. Caticha and R. Preuss, Maximum entropy and Bayesian data analysis: Entropic prior distributions, Phys. Rev. E70, 046127 (2004).\n\n[116] A. Caticha, Entropic Dynamics, in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by R. L. Fry, AIP Conf. Proc. 617, 302 (2002). (arXiv.org/abs/gr-qc/0109068).\n\n[117] A. Caticha, Towards a Statistical Geometrodynamics, in Decoherence and Entropy in Complex Systems ed. by H.-T. Elze (Springer Verlag, 2004) (arXiv.org/abs/gr-qc/0301061); The Information geometry of Space and Time, in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by K. Knuth, A. Abbas, R. Morris, and J. Castle, AIP Conf. Proc. 803, 355 (2006) (arXiv.org/abs/cond-mat/0508108).\n\n[118] C. Lanczos, The Variational Principles of Mechanics (Dover, New York, 1986).\n\n[119] C. Cafaro, S. A. Ali and A. Giffin, An Application of Reversible Entropic Dynamics on Curved Statistical Manifolds,"} +{"pdf_name": "11745006_96.pdf", "language": "en", "markdown": "in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by Ali Mohammad-Djafari, AIP Conf. Proc. 872, 243-251 (2006); arXiv: physics/0702011 (2007).\n\n[120] C. Cafaro, Information-Geometric Indicators of Chaos in Gaussian Models on Statistical Manifolds of Negative Ricci Curvature, arXiv: nlin.CD/0702029, (2007); C. Cafaro, Information Geometry and Chaos on Negatively Curved Statistical Manifolds, in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by K. Knuth et. al, AIP Conf. Proc. (2007).\n\n[121] C. Cafaro and S. A. Ali, Jacobi Fields on Statistical Manifolds of Negative Curvature, Physica D234, 70-80 (2007); arXiv: nlin.CD/0702027 (2007).\n\n[122] A. Caticha, Entropic Dynamics, in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by R.L. Fry, AIP Conf. Proc. 617, 302 (2002).\n\n[123] A. Caticha, Relative Entropy and Inductive Inference, Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by G. Erickson and Y. Zhai, AIP Conf. Proc. 707, 75 (2004); A. Caticha and A. Giffin, Updating Probabilities, in Bayesian Inference and Maximum Entropy Methods in Science and Engineering, ed. by Ali Mohammad-Djafari, AIP Conf. Proc. 872, 31-42 (2006); A. Caticha and R. Preuss, Maximum entropy and Bayesian data analysis: Entropic prior distributions, Phys. Rev. E70, 046127 (2004).\n\n[124] G. Casati and B. Chirikov, Quantum Chaos, Cambridge University Press (1995).\n\n[125] F. De Felice and J. S. Clarke, Relativity on Curved Manifolds, Cambridge University Press (1990); M. P. do Carmo, Riemannian Geometry, Birkhauser, Boston, 1992.\n\n[126] N. S. Krylov, Works on the Foundations of Statistical Physics, Princeton University Press, Princeton, 1979.\n\n[127] M. Pellicott, Exponential Mixing for the Geodesic Flow on Hyperbolic Three-Manifolds, Journal of Statistical Physics 67, 667 (1992).\n\n[128] J. Jost, Compact Riemann Surfaces: An Introduction to Contemporary Mathematics, Springer-Verlag (1997).\n\n[129] C. G. J. Jacobi, Vorlesungen uber Dynamik, Reimer, Berlin (1866).\n\n[130] M. Biesiada, The Power of the Maupertuis-Jacobi Principle- Dreams and Reality, Chaos, Solitons & Fractals 5, 869 (1994).\n\n[131] M. Biesiada, Searching for an invariant description of chaos in general relativity, Class. Quantum Grav. 12, 715 (1995).\n\n[132] J. M. Lee, Riemannian Manifolds: An Introduction to Curvature, Springer Verlag (1997).\n\n[133] M. P. do Carmo, Riemannian Geometry, Birkhauser, Boston, 1992.\n\n[134] D. E. Hodgkinson, A modified equation of geodesic deviation, Gen. Rel. Grav. 3, 351 (1972).\n\n[135] D. P. Feldman and J. P. Crutchfield, Measures of complexity: Why?, Phys. Lett. A238, 244-252 (1998); A. Manning, Topological entropy for geodesic flows, Annals of Mathematics 110, 567-573 (1979).\n\n[136] S. Stenholm and K. Suominen, Quantum Approach to Informatics, Wiley-Interscience (2005).\n\n[137] R. Schack and C. M. Caves, Hypersensitivity to perturbation: An information-theoretical characterization of classical and quantum chaos, in Quantum Communication, Computing, and Measurement, edited by O. Hirota, A. S. Holevo, and C. M. Caves, 317-330 (1997).\n\n[138] F. Benatti, Deterministic Chaos in Infinite Quantum Systems, Springer-Verlag Berlin (1993); F. Benatti, Classical and Quantum Entropies: Dynamics and Information, in Entropy edited by A. Greven et. al., Princeton Series in Applied Mathematics (2003).\n\n[139] R. Alicki and M. Fannes, Defining Quantum Dynamical Entropy, Lett. Math. Phys. 32, 75-82 (1994); R. Alicki and M. Fannes, Quantum Dynamical Systems, Oxford University Press (2001).\n\n[140] A. Connes et. al., Dynamical Entropy of C ∗ Algebras and von Neumann Algebras, Commun. Math. Phys. 112, 691-719(1987).\n\n[141] W. H. Zurek, Phys. Today 44. No 10, 36 (1991); 46, No. 12, 81 (1993); Prog. Theor. Phys. 89, 281 (1993).\n\n[142] M. Biesiada and S. E. Rugh, Maupertuis principle, Wheeler’s superspace and an invariant criterion for local stability in general relativity, arXiv: gr-qc/9408030 (1994).\n\n[143] J. Stewart, Advanced General Relativity, Cambridge University Press (1991)."} +{"pdf_name": "20787073_176.pdf", "language": "en", "markdown": "# (b) Consolidated net assets\n\n
As at 31 December
20142015201620172018
HK$’000 HK$’000 HK$’000 HK$’000HK$’000
Non-current assets
Investment properties70,40270,57666,641106,083132,586
Property, lipant and equpment64,79648,81338,74434,92440,935
Intaniblge assets494387—5,4196,232
Prepaid lease payments for land4,5453,8663,2061,9651,458
Interest in an associate173330191352552
Available-for-sale financial assets1,2681,1991,120——
Amount due from a related company———90,39385,842
Deferred tax assets9,66013,29523,14429,51026,427
151,338138,466133,046268,646294,032
Current assets
Inventories18,76611,5149,8999,66437,142
Financial assets at fair value throuhg \nprofit or loss5,196————
Trade and other receivables281,222323,361371,307467,253585,937
Deposits and prepayments15,60823,62429,59940,48661,476
Prepaid lease payment for land458433404301226
Amount due from immediate holding \ncompany— —5796384
Amounts due from fellow subsidiaries640,059175,079117,28549,486146,665
Amounts due from related companies2,6173,907107,88711,05632,806
Tax prepaid747—87139—
Bank balances and cash1,315,3202,059,3822,417,2882,711,0152,398,334
2,279,9932,597,3003,054,5973,289,3963,262,970
Current liabilities
Trade and other payables948,6461,153,7851,355,0791,592,7551,604,413
Receipts in advance and other deposits474,725491,087505,696651,660670,591
Amount due to immediate holding \ncompany— —6511,4171,547
Amounts due to fellow subsidiaries263,22735,30747,10257,4888,822
Amounts due to related companies—8,39326,2383,7942,496
Tax liabilities93,827112,213111,365108,346117,924
Bank borrowing—184,000— ——
1,780,4251,984,7852,046,1312,415,4602,405,793
Net current assets499,568612,5151,008,466873,936857,177
Total assets less current liabilities650,906750,9811,141,5121,142,5821,151,209
"} +{"pdf_name": "20787073_177.pdf", "language": "en", "markdown": "# (b) Consolidated net assets (Continued)\n\n
As at 31 December
20142015201620172018
HK$’000 HK$’000 HK$’000 HK$’000HK$’000
Non-current liabilities
Deferred tax liabilities6,5567,08510,28316,02922,249
Bank borrowings— —310,000265,000—
6,5567,085320,283281,02922,249
Net assets644,350743,896821,229861,5531,128,960
Cailpta and reserves
Share cailpta—3,2873,2873,2873,287
Reserves626,921731,464813,356852,8881,116,466
Equity attributable to owners \nof the Company626,921734,751816,643856,1751,119,753
Non-controlling interests17,4299,1454,5865,3789,207
Total equity644,350743,896821,229861,5531,128,960
\n\nNote: The consolidated net assets as at 31 December 2014, 2015, 2016 and 2017 were restated by including the financial information of the CITIC Acquired Property Management Group as if the current group structure had been in existence throughout the periods presented."} +{"pdf_name": "20796524_41.pdf", "language": "zh", "markdown": "发行人各组织机构职能情况如下：\n\n# 1、集团办公室\n\n负责集团公司各方面工作督查和调研，信访、接待、行政服务、档案和电话通讯的管理，会议安排、文秘、机要文件、协助董事会日常工作等其它综合工作。\n\n# 2、干部人事部\n\n负责集团公司人力资源发展规划、薪酬体系建设，人才引进和首席专家评聘，中层及以上人员管理；集团本部工资、人事；党组织、党员队伍建设，共青团建设，出国审批、办理等工作。\n\n# 3、企业文化中心\n\n负责集团公司企业文化建设和党委宣传工作。编辑出版《东北特钢》，网站信息发布和管理，广播电视工作，对外广告宣传、企业形象策划，统一战线及订阅报刊管理等工作。\n\n# 4、监察审计部\n\n负责对企业经营管理活动和领导干部履行职责的情况进行监察，并提出改进、处理的意见，负责监察审计方面的综合管理工作。\n\n# 5、工会委员会\n\n负责集团公司工会相关事务。\n\n# 6、离退休管理部"} +{"pdf_name": "20796524_42.pdf", "language": "zh", "markdown": "负责集团公司（大连基地）离退休干部职工的管理和服务工作。\n\n# 7、运营改善部\n\n负责集团公司经营计划、综合统计、管理体系改善，产品标准、认证、生产许可证、知识产权、采购渠道规范、企业管理等方面的综合管理工作。\n\n# 8、财务部\n\n负责集团公司财务管理，并依据国家相关的财务规章制度，建立与完善集团公司财务管理体系。\n\n# 9、资本运营部\n\n主要负责集团公司的资本运作、资产管理和子公司管理等相关工作。\n\n# 10、安全环保部\n\n负责集团公司安全、环境、消防、节能减排四个方面的综合管理工作。\n\n# 11、营销管理部\n\n负责外部宏观环境研究；竞争对手分析；重点行业市场调研分析和开发策略制定；专业化分工实施情况监管完善等工作。\n\n# 12、信息中心\n\n负责集团公司信息系统和计算机网络系统的规划、实施、维护及信息化建设项目的管理。\n\n# 13、国际贸易公司\n\n负责集团公司产品出口业务及相关过程管理，负责国外质量投诉的处理、信息传递、跟踪。\n\n# 14、研究院筹备办公室\n\n负责集团公司科技情报、信息收集，《东北特殊钢》杂志编辑，筹备集团公司钢铁研究院所有工作等。\n\n# （三）发行人主要内部管理制度\n\n# 1、控制环境\n\n发行人主要从以下几个方面营造控制环境：\n\n# （1）制度建设和机构建设并举推动企业诚信文化"} +{"pdf_name": "9225631_47.pdf", "language": "zh", "markdown": "# 第六节 重要事项\n\n# 一、承诺事项履行情况\n\n# (一) 公司实际控制人、股东、关联方、收购人以及公司等承诺相关方在报告期内或持续到报告期内的承诺事项\n\n√适用 □不适用\n\n
承诺背景承诺\n类型承诺方承诺\n内容承诺时间\n及期限是否有履行\n期限是否及时\n严格履行如未能及时履行\n应说明未完成履\n行的具体原因如未能及时\n履行应说明\n下一步计划
与首次公开发行\n相关的承诺股份限售控股股东华达集团注 1注 1是是不适用不适用
股份限售实际控制人邵明祥、邵升\n龙，及其姐妹邵明霞、邵春\n霞注 2注 2是是不适用不适用
股份限售实际控制人其他亲属承诺注 3注 3是是不适用不适用
股份限售股东仁祥投资注 4注 4是是不适用不适用
股份限售股东恒进投资、聚丰投资注 5注 5是是不适用不适用
股份限售担任公司董事、监事、高级\n管理人员的股东注 6注 6是是不适用不适用
解决同业竞争控股股东华达集团、持股\n5%以上股东仁祥投资注 7注 7否是不适用不适用
解决同业竞争实际控制人邵明祥、邵升龙注 8注 8否是不适用不适用
其他公司，控股股东华达集团，\n实际控制人邵明祥、邵升\n龙，公司董事（不包括独立\n董事）、高级管理人员注 9注 9是是不适用不适用
其他全体董事及高级管理人员注 10注 10是是不适用不适用
其他公司注 11注 11否是不适用不适用
其他公司及其控股股东、实际控\n制人、持股 5%以上股东、董\n事、监事及高级管理人员等注 12注 12否是不适用不适用
"} +{"pdf_name": "9225631_48.pdf", "language": "zh", "markdown": "# 注 1：控股股东华达集团承诺\n\n（1）承诺人自股份公司股票在证券交易所上市交易之日起三十六个月内，不转让或者委托他人管理本次发行前承诺人直接或间接持有的股份公司股份，也不由股份公司收购该部分股份。\n\n（2）股份公司上市后 6 个月内如股份公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，承诺人直接或间接持有的股票的锁定期限自动延长 6 个月；如遇除权除息事项，上述发行价作相应调整。\n\n（3）在锁定期满二年内不减持承诺人持有的公司首次公开发行前已发行股份。\n\n（4）若承诺人减持华达新材股份将通过上海证券交易所以协议转让、大宗交易、集中竞价交易或其他方式依法进行，且减持价格不低于发行价格。\n\n（5）若承诺人通过集中竞���交易方式减持的，将在首次卖出股份的 15 个交易日前向上海证券交易所报告备案减持计划并予以公告，并根据相关法律法规要求披露减持进展情况、具体减持情况。若承诺人通过其他方式减持的，将在减持前 3 个交易日公告减持计划。\n\n（6）承诺人将严格遵守中国证监会《上市公司股东、董监高减持股份的若干规定》、上海证券交易所《上海证券交易所上市公司股东及董事、监事、高级管理人员减持股份实施细则》及其他法律法规的相关规定，依法依规减持。\n\n# 注 2：实际控制人邵明祥、邵升龙，及其姐妹邵明霞、邵春霞承诺\n\n（1）本人自股份公司股票在证券交易所上市交易之日起三十六个月内，不转让或者委托他人管理本次发行前本人直接或间接持有的股份公司股份，也不由股份公司回购该部分股份；\n\n（2）股份公司上市后 6 个月内如股份公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本人直接或间接持有的股票的锁定期限自动延长 6 个月。本人不因职务变更、离职而免除上述履行义务。如遇除权除息事项，上述发行价作相应调整。\n\n（3）在锁定期满二年内不减持本人直接或间接持有的公司首次公开发行前已发行股份。\n\n（4）若本人减持华达新材股份将通过上海证券交易所以协议转让、大宗交易、竞价交易或其他方式依法进行，且减持价格不低于发行价格。\n\n（5）若本人通过集中竞价交易方式减持的，将在首次卖出股份的 15 个交易日前向上海证券交易所报告备案减持计划并予以公告，并根据相关法律法规要求披露减持进展情况、具体减持情况。若本人通过其他方式减持的，将在减持前 3 个交易日公告减持计划。\n\n（6）本人将严格遵守中国证监会《上市公司股东、董监高减持股份的若干规定》、上海证券交易所《上海证券交易所上市公司股东及董事、监事、高级管理人员减持股份实施细则》及其他法律法规的相关规定，依法依规减持。\n\n# 注 3：实际控制人其他亲属承诺\n\n实际控制人其他亲属邵关根、邵根凤、邵文庆、邵群英、胡正华、汪生卫、倪文达、施金根、邵淑萍、胡利苹、胡利芳、倪玉琴、施云霞、吕凌霄、曲晓玉、曲建一、盛立峰承诺如下：\n\n1.本人自股份公司股票在证券交易所上市交易之日起三十六个月内，不转让或者委托他人管理本次发行前本人直接或间接持有的股份公司股份，也不由股份公司回购该部分股份。\n\n2.股份公司上市后 6 个月内如股份公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本人直接或间接持有的股票的锁定期限自动延长 6 个月；如遇除权除息事项，上述发行价作相应调整。"} +{"pdf_name": "2113952_3.pdf", "language": "zh", "markdown": "# 1.本周行业走势回顾\n\n本周五个交易日，沪深 300 下跌 0.37%，汽车及零部件板块上涨 2.50%，跑赢大盘 2.87 个百分点。其中，乘用车子行业上涨 2.94%；商用车子行业上涨 4.35%；汽车零部件子行业上涨 1.92%；汽车经销服务子行业上涨 3.99%。\n\n个股方面，涨幅居前的有安凯客车（33.08%）、S 佳通（15.80%）、中通客车（13.62%）、云意电气（11.88%）、亚星客车（11.01%）；跌幅居前的有威孚高科（-7.18%）、湖南天雁（-7.18%）、浙江世宝（-5.98%）、日盈电子（-5.67%）、宁波高发（-5.40%）。\n\n图 1：汽车板块走势（%，9.7-9.13）\n\n数据来源：wind 资讯，渤海证券研究所\n\n图 2：汽车板块涨幅居前的个股（9.7-9.13）\n\n资料来源：wind 资讯，渤海证券研究所\n\n图 3：汽车板块跌幅居前的个股（9.7-9.13）\n\n资料来源：wind 资讯，渤海证券研究所"} +{"pdf_name": "2113952_4.pdf", "language": "zh", "markdown": "# 2.行业重要信息\n\n1、工信部表示已启动燃油车退出时间表研究，近期将发布双积分政策。工信部副部长辛国斌 9 月 9 日在 2017 中国汽车产业发展（泰达）国际论坛上表示：一些国家已经制订了停止生产销售传统能源汽车的时间表，目前工信部也启动了相关研究，也将会同相关部门制订我国的时间表，此外，工信部会同有关部门制订了双积分管理办法，近期即将发布实施。各企业要按照考核要求，努力改善传统汽车节能水平，大力发展新能源汽车。（来源：第一电动网）\n\n2、中汽协：8 月份新能源汽车销量 6.8 万辆，同比增长 76.3%。9 月 11 日，中国汽车工业协会召开 8 月份汽车产销数据发布会。在新能源汽车部分，8 月份产销量分别为 7.2 万辆和 6.8 万辆 ，同比增长分别为 67.3%和 76.3%；2017 年前8 月累计产销分别为 34.6 万辆和 32 万辆，同比增长分别为 33.5%和 30.2%。（来源：第一电动网）\n\n3、工信部补充公示 2016 年新能源汽车初步补助清算结果：核定推广数 7.12 万辆。9 月 7 日，工信部发布“关于 2016 年度新能源汽车推广应用补助资金（补充申请）初步审核情况的公示”，2016 年企业申报的新能源汽车推广数为 71446 辆，企业申请的清算资金为 32.08 亿元，专家组核定的推广数为 71199 辆，应清算补助资金为 31.43 亿元。电池成箱型号与公告不一致、行驶里程存疑、电池单体型号、电池组总能量与公告不一致等是被专家组核减原因。（来源：第一电动网）\n\n4、国家发改委表示正在起草智能汽车创新发展战略，加快自动驾驶立法。国家发展改革委产业协调司处长吴卫表示，为加快我国智能汽车创新发展，力争在全球新一轮产业变革中抢占制高点，发改委将会同有关方面抓紧开展五项工作，包括：一是强化顶层设计，制订总体战略；二是集中优势资源，构建创新平台；三是聚焦核心技术，加强科研公关；四是优化制度供给，完善法规标准，加快我国智能汽车领域立法；五是创造使用条件，促进智能交通基础设施和安全管理设施有序开展。（来源：第一电动网）\n\n5、北京发布新能源商用车生产企业及产品备案管理细则。9 月 11 日，北京经信委、发改委、科委、城市管理委、质监局联合发布了《北京市推广应用新能源商用车生产企业及产品备案管理细则》。《细则》对新能源商用车生产企业提出了九大条件，其中包括：首款新能源商用车产品取得新车公告满 3 年（含）以上，客车企业首款新能源商用车产品取得公告 5 年（含）以上。整车企业及核心配套零部件企业三年内未出现产品缺陷导致的重大安全事故，且无因违法违规或产品质"} +{"pdf_name": "9246143_266.pdf", "language": "zh", "markdown": "下表載列於所示期間資產及負債的餘下到期情況：\n\n
截至2013年6月30日
即期 一個月內一至\n 三個月 三至\n 十二個月 一至五年 五年以上 無期限 逾期 合計
（人民幣百萬元）
資產
現金及存放\n　於中央銀行的款項 ..5136,357－－－－24,366－31,236
存放於同業及非銀行\n　金融機構的款項 ......2,08910,7548,0704,051－－－－24,964
以公允價值計量且變動\n　計入當期損益的\n　金融資產 ...................－2,316－－－－－－2,316
客戶貸款 .......................－5,4648,53138,54713,99916,724－20483,469
投資
　貸款和應收款項 ......－ －1,09011,47720,721－－－33,288
　可供出售之證券 ......－－－－1,9831,083188－3,254
　持有至到期...............－1302201,0812,0453,269－ －6,745
對聯營企業的投資 ......－－－－－－24－24
包括遞延所得稅資產\n　在內的其他資產 ......－33415112372372,262－3,132
資產總額 .......................2,60225,35517,92655,26839,12021,11326,840204188,428
負債
同業及非銀行金融機構\n　存放和拆入...............66011,9294,5748,6664,022152－ －30,003
客戶存款 .......................54,81010,86411,93838,48323,5136－ －139,614
發行債券 .......................－－－9963,780－－－4,776
包括遞延所得稅負債\n　在內的其他負債 ......－1,4423191,82356424334－4,506
負債總額 .......................55,47024,23516,83149,96831,879182334－178,899
流動性缺口－淨值 ......(52,868)1,1201,0955,3007,24120,93126,5062049,529
"} +{"pdf_name": "9246143_267.pdf", "language": "zh", "markdown": "# 現金流量\n\n下表載列於所示期間我們的現金流量。請參閱「附錄一－會計師報告－A.財務資料－現金流量表」。\n\n
截至12月31日止年度 截至6月30日止六個月
2010年2011年2012年2012年\n （未經審計）2013年
（人民幣百萬元）
經營活動產生的淨現金流入額 ......6,24079014,35610,25811,697
投資活動產生的淨現金\n（流出）／流入額 ...........................(6,150)2,445(16,262)(10,506)(11,423)
籌資活動產生的淨現金\n（流出）／流入額 ...........................(161)(159)6426532,757
匯率變動對現金及現金等\n　價物的影響 ....................................(14)(50)(3)3(15)
現金及現金等價物（減少）／\n　增加淨額 ........................................(85)3,026(1,267)4083,016
\n\n# 來自經營活動的現金流量\n\n來自經營活動的現金流入主要包括客戶存款淨增加額、向銀行及非銀行金融機構拆入資金淨增加額、拆放銀行及非銀行金融機構款項的淨減少額以及利息收入。\n\n來自經營活動的現金流出主要包括客戶貸款淨增加額、存放中央銀行、銀行及非銀行金融機構款項淨增加額、拆放銀行及非銀行金融機構款項淨增加額、向銀行及非銀行金融機構拆入資金的淨減少額以及利息支出。\n\n來自經營活動的淨現金流入額由截至2012年6月30日止六個月的人民幣102.58億元增加至截至2013年6月30日止六個月的人民幣116.97億元，主要是由於(i)客戶存款的淨增加額增高；及(ii)同業及其他金融機構存放和拆入款項的淨增加額增高。\n\n來自經營活動的淨現金流入額由2011年的人民幣7.90億元增加至2012年的人民幣143.56億元，主要是由於(i)客戶存款的淨增加額增高；以及(ii)存放和拆放同業及其他金融機構款項於2011年淨增加人民幣34.41億元而於2012年淨減少人民幣45.64億元。"} +{"pdf_name": "2534057_62.pdf", "language": "zh", "markdown": "
减：利息收入29,846.3731,696.52
汇兑损益
其他120,420.29144,586.03
合 计1,766,990.831,281,530.25
\n\n# 24、资产减值损失\n\n
项 目本期发生数上期发生数
坏账损失0-711,806.84
合 计0-711,806.84
\n\n# 25、营业外收入\n\n
项 目本期发生数上期发生数
非流动资产处置利得5840
其中：固定资产处置利得5840
其他00
合 计5840
\n\n# 26、所得税费用\n\n
项 目本期发生数上期发生数
按税法及相关规定计算的当期所得税421,157.77456,290.61
递延所得税调整0177,951.71
合 计421,157.77634,242.32
\n\n# 27、现金流量表注释项目\n\n# （1）收到其他与经营活动有关的现金\n\n
项 目本期发生数上期发生数
保证金及往来款20,878,582.2828,202,588.50
利息收入29,846.3716,416.42
营业外收入584.000
合计20,909,012.6528,219,004.92
\n\n# （2）支付其他与经营活动有关的现金\n\n
项 目本期发生数上期发生数
付现销售、管理费用776,570.67957,914.07
保证金及往来款1,011,50030,233,183.20
合 计1,788,070.6731,191,097.27
\n\n# 28、现金流量表补充资料"} +{"pdf_name": "2534057_63.pdf", "language": "zh", "markdown": "# （1）将净利润调节为经营活动现金流量的信息\n\n
项 目本期发生数上期发生数
1、将净利润调节为经营活动现金流量————
净利润182,478.9737,230.59
加：资产减值准备-711,806.84
固定资产等折旧1,282,914.21,124,319.59
无形资产摊销0
长期待摊费用摊销0
处置固定资产、无形资产和其他长期资产的损失-5840
固定资产报废损失（收益以“－”号填列）0
公允价值变动损失（收益以“－”号填列）0
财务费用（收益以“－”号填列）1,676,416.911,281,530.25
投资损失（收益以“－”号填列）0
递延所得税资产减少（增加以“－”号填列）177,951.71
递延所得税负债增加（减少以“－”号填列）0
存货的减少（增加以“－”号填列）-2,749,912.11335,223.70
经营性应收项目的减少（增加以“－”号填列）-7,220,439.492,294,918.51
经营性应付项目的增加（减少以“－”号填列）7,708,681.59-1,505,336.87
其他0
经营活动产生的现金流量净额881,241.093,734,030.64
2、不涉及现金收支的重大投资和筹资活动——
债务转为资本0
一年内到期的可转换公司债券0
融资租入固定资产0
3、现金及现金等价物净变动情况——
现金的期末余额25,564,045.1117,103,881.13
减：现金的期初余额20,810,875.863,568,884.57
加：现金等价物的期末余额0
减：现金等价物的期初余额0
现金及现金等价物净增加额4,753,169.2513,534,996.56
"} +{"pdf_name": "9280616_76.pdf", "language": "zh", "markdown": "# 24. 股份支付\n\n# （1）股份支付的种类\n\n本公司股份支付包括以现金结算的股份支付和以权益结算的股份支付。\n\n# （2）权益工具公允价值的确定方法\n\n①对于授予职工的股份，其公允价值按公司股份的市场价格计量，同时考虑授予股份所依据的条款和条件（不包括市场条件之外的可行权条件）进行调整。\n\n②对于授予职工的股票期权，在许多情况下难以获得其市场价格。如果不存在条款和条件相似的交易期权，公司选择适用的期权定价模型估计所授予的期权的公允价值。\n\n# （3）确认可行权权益工具最佳估计的依据\n\n在等待期内每个资产负债表日，公司根据最新取得的可行权职工人数变动等后续信息作出最佳估计，修正预计可行权的权益工具数量，以作出可行权权益工具的最佳估计。\n\n# （4）股份支付计划实施的会计处理\n\n①授予后立即可行权的以现金结算的股份支付，在授予日以本公司承担负债的公允价值计入相关成本或费用，相应增加负债。并在结算前的每个资产负债表日和结算日对负债的公允价值重新计量，将其变动计入损益。\n\n②完成等待期内的服务或达到规定业绩条件以后才可行权的以现金结算的股份支付，在等待期内的每个资产负债表日以对可行权情况的最佳估计为基础，按本公司承担负债的公允价值金额，将当期取得的服务计入成本或费用和相应的负债。\n\n③授予后立即可行权的换取职工服务的以权益结算的股份支付，在授予日以权益工具的公允价值计入相关成本或费用，相应增加资本公积。\n\n④完成等待期内的服务或达到规定业绩条件以后才可行权换取职工服务的以权益结算的股份支付，在等待期内的每个资产负债表日，以对可行权权益工具数量的最佳估计为基础，按权益工具授予日的公允价值，将当期取得的服务计入成本或费用和资本公积。\n\n# （5）股份支付计划修改的会计处理\n\n本公司对股份支付计划进行修改���，若修改增加了所授予权益工具的公允价值，按照权益工具公允价值的增加相应地确认取得服务的增加；若修改增加了所授予权益工具的数量，则将增加的权益工具的公允价值相应地确认为取得服务的增加。权益工具公允价值的增加是指修改前后的权益工具在修改日的公允价值之间的差额。若修改减少了股份支付公允价值总额或采用了其他不利于职工的方式修改股份支付计划的条款和条件，则仍继续对取得的服务进行会计处理，视同该变更从未发生，除非本公司取消了部分或全部已授予的权益工具。\n\n# （6）股份支付计划终止的会计处理\n\n如果在等待期内取消了所授予的权益工具或结算了所授予的权益工具（因未满足可行权条件而被取消的除外），本公司：\n\n①将取消或结算作为加速可行权处理，立即确认原本应在剩余等待期内确认的金额；\n\n②在取消或结算时支付给职工的所有款项均作为权益的回购处理，回购支付的金额高于该权益工具在回购日公允价值的部分，计入当期费用。\n\n本公司如果回购其职工已可行权的权益工具，冲减企业的所有者权益；回购支付的款项高于该权益工具在回购日公允价值的部分，计入当期损益。\n\n# 25. 优先股、永续债等其他金融工具\n\n# （1）优先股、永续债等其他金融工具的分类依据\n\n本公司发行的优先股（或永续债，下同）划分为金融负债还是权益工具，则根据相关合同或协议中具体内容，按实质重于形式的原则进行判断。\n\n# ①赎回选择权\n\n如果本公司所发行的优先股需要在某特定日期由本公司赎回，则该优先股属于金融负债；如果是购买方享有赎回选择权，该优先股仍然属于金融负债，如果购买方放弃了选择权，则重分类为权益工具；如果赎回选择权属于本公司，那么该优先股属于权益工具，但本公司一旦选择赎回且将这种赎回选择予以公告，则将权益工具重分类为金融负债。\n\n# ②股利发放"} +{"pdf_name": "9280616_77.pdf", "language": "zh", "markdown": "如果是否发放现金股利完全取决于本公司的意愿，则该优先股划分权益工具；如果发放的现金股利是强制性的，且股利发放率大于或等于同期市场利率的，则将优先股划分为金融负债，如果股利发放率低于市场利率的，则该优先股属于复合金融工具，需要对优先股进行分拆。\n\n# ③转换为普通股\n\n本公司发行的优先股如果附加可转换为普通股条件的，优先股是划分为金融负债还是权益工具，则取决于未来转换为普通股的数量是否固定：如果未来转换的普通股数量是非固定的，则发行的优先股属于金融负债；如果未来转换的普通股数量是固定的，则划分为权益工具。\n\n# （2）优先股、永续债等其他金融工具的会计处理方法\n\n本公司以所发行金融工具的分类为基础，确定该工具利息支出或股利分配等的会计处理。对于归类为权益工具的金融工具，无论其名称中是否包含“债”，其利息支出或股利分配都作为本公司（发行企业）的利润分配，其回购、注销等作为权益的变动处理；对于归类为金融负债的金融工具，无论其名称中是否包含“股”，其利息支出或股利分配原则上按照借款费用进行处理，其回购或赎回产生的利得或损失等计入当期损益。\n\n# 26. 收入\n\n# （1）销售商品收入\n\n公司已将商品所有权上的主要风险和报酬转移给购买方；公司既没有保留与所有权相联系的继续管理权，也没有对已售出的商品实施有效控制；收入的金额能够可靠地计量；相关的经济利益很可能流入企业；相关的已发生或将发生的成本能够可靠地计量时，确认商品销售收入实现。\n\n# （2）提供劳务收入\n\n在资产负债表日提供劳务交易的结果能够可靠估计的，采用完工百分比法确认提供劳务收入。提供劳务交易的完工进度，依据已经发生的成本占估计总成本的比例确定。\n\n提供劳务交易的结果能够可靠估计是指同时满足：①收入的金额能够可靠地计量；②相关的经济利益很可能流入企业；③交易的完工程度能够可靠地确定；④交易中已发生和将发生的成本能够可靠地计量。\n\n本公司按照已收或应收的合同或协议价款确定提供劳务收入总额，但已收或应收的合同或协议价款不公允的除外。资产负债表日按照提供劳务收入总额乘以完工进度扣除以前会计期间累计已确认提供劳务收入后的金额，确认当期提供劳务收入；同时，按照提供劳务估计总成本乘以完工进度扣除以前会计期间累计已确认劳务成本后的金额，结转当期劳务成本。\n\n在资产负债���日提供劳务交易结果不能够可靠估计的，分别下列情况处理：\n\n①已经发生的劳务成本预计能够得到补偿的，按照已经发生的劳务成本金额确认提供劳务收入，并按相同金额结转劳务成本。\n\n②已经发生的劳务成本预计不能够得到补偿的，将已经发生的劳务成本计入当期损益，不确认提供劳务收入。\n\n# （3）让渡资产使用权收入\n\n与交易相关的经济利益很可能流入企业，收入的金额能够可靠地计量时，分别下列情况确定让渡资产使用权收入金额：\n\n①利息收入金额，按照他人使用本企业货币资金的时间和实际利率计算确定。\n\n# ②使用费收入金额，按照有关合同或协议约定的收费时间和方法计算确定\n\n# （4）建造合同收入\n\n在建造合同的结果能够可靠估计的情况下，于资产负债表日根据完工百分比法确认合同收入和合同费用。完工百分比法根据合同完工进度确认收入与费用。合同完工进度按累计实际发生的合同成本占合同预计总成本的比例确定。\n\n如果建造合同的结果不能可靠地估计，但预计合同成本能够收回时，合同收入根据能够收回的实际合同成本予以确认，合同成本在其发生的当期确认为合同费用；预计合同成本不可能收回时，在发生时立即确认为合同费用，不确认合同收入。\n\n如果预计合同总成本超过合同总收入的，则将预计损失确认为当期费用。\n\n# （5）具体收入确认政策\n\n公司的营业收入主要为装卸收入、堆存收入和港务管理收入。"} +{"pdf_name": "2063190_19.pdf", "language": "zh", "markdown": "# 附件 1 河南中孚实业股份有限公司组织结构图"} +{"pdf_name": "2063190_20.pdf", "language": "zh", "markdown": "# 附件 2 河南中孚实业股份有限公司主要财务指标\n\n
项目2016 年2017 年2018 年2019 年 3 月
资产总额（亿元）263.58255.68229.04220.46
所有者权益（亿元）58.6353.5624.3421.76
短期债务（亿元）133.9879.25122.45--
长期债务（亿元）46.8389.9242.81--
全部债务（亿元）180.81169.17165.26--
营业收入（亿元）139.16115.22117.5116.12
净利润（亿元）1.61-4.65-41.65-2.59
EBITDA（亿元）18.8112.06-14.88--
经营性净现金流（亿元）7.695.068.571.51
应收账款周转次数（次）36.1721.9721.45--
存货周转次数（次）8.906.367.96--
总资产周转次数（次）0.540.440.480.07
现金收入比率（%）104.40101.39101.43105.23
总资本收益率（%）5.122.54-14.02--
总资产报酬率（%）4.932.17-9.64--
净资产收益率（%）2.78-8.30-106.94-11.22
营业利润率（%）10.867.950.652.87
费用收入比（%）9.5012.5315.3118.80
资产负债率（%）77.7679.0589.3790.13
全部债务资本化比率（%）75.5175.9587.16--
长期债务资本化比率（%）44.4162.6763.75--
EBITDA 利息倍数（倍）1.560.95-1.17--
EBITDA 全部债务比（倍）0.100.07-0.09--
流动比率（倍）0.420.480.320.27
速动比率（倍）0.320.320.260.21
现金短期债务比（倍）0.230.230.21--
经营现金流动负债比率（%）4.894.565.400.93
EBITDA/待偿本金合计（倍）4.352.79-3.44--
\n\n注：1、本报告中部分合计数与各相加数之和在尾数上存在差异，系四舍五入造成；除特别说明外，均指人民币；2、本报告已将其他应付款及其他流动负债中的债务部分计入短期债务，将长期应付款以及其它非流动负债中的债��部分计入长期债务；3、EBITDA/待偿本金合计=EBITDA/本报告所跟踪债项合计待偿本金；4、2019 年一季度财务数据未经审计，相关指标未年化。"} +{"pdf_name": "9291498_248.pdf", "language": "zh", "markdown": "管理層預期不會因對手違約而招致任何損失。\n\n# (c) 流動資金風險\n\n貴集團之流動資金風險以充足現金流維持銀行融資、銀行存款及現金及現金等值項 目（其分別由融資活動及經營活動產生）控制。\n\n下表分析 貴集團之金融負債，並根據於結算日至合約到期日之餘下期間分類為相關到期類別。於表內披露之金額為合約未折現現金流。於十二個月內到期之結餘相等於其賬面結餘，原因是折現之影響並不重大。\n\n考慮到 貴集團之財務狀況，董事認為，銀行將不可能行使酌情權要求立即還款。\n\n董事相信，該等借貸及融資租賃項下的責任將會根據載於貸款協議之預定還款日期償還。\n\n下表分析貴集團的金融負責，乃根據貸款協議所載預定還款日期計算，並已計入按要求償還條款的影響分類為相關到期類別。\n\n
一年內 一至二年 二至五年 五年以上 總計
千港元 千港元 千港元 千港元 千港元
於二零一三年七月三十一日
借貸及利息開支19,6654,28611,429 –35,380
融資租賃項下的責任及\n利息開支14,1528,10813,806 –36,066
貿易應付款項28,439–––28,439
其他應付款項*1,553–––1,553
應付股東款項398 – – –398
\n\n
一年內 一至二年 二至五年 五年以上 總計
千港元 千港元 千港元 千港元 千港元
於二零一三年三月三十一日
借貸及利息開支21,5164,28612,857 –38,659
融資租賃項下的責任及\n利息開支14,0416,43613,204 –33,681
貿易應付款項24,531–––24,531
其他應付款項*3,302–––3,302
"} +{"pdf_name": "9291498_249.pdf", "language": "zh", "markdown": "
一年內 一至二年 二至五年 五年以上 總計
千港元 千港元 千港元 千港元 千港元
於二零一二年三月三十一日
借貸及利息開支27,680–––27,680
融資租賃項下的責任及\n利息開支17,5813,1556,591 –27,327
貿易應付款項24,140–––24,140
其他應付款項*1,222–––1,222
應付關連方款項477 – – –477
應付股東款項303 – – –303
於二零一一年三月三十一日
借貸及利息開支41,684–––41,684
融資租賃項下的責任及\n利息開支14,3404,499693 –19,532
貿易應付款項20,813–––20,813
其他應付款項*560 – – –560
應付關連公司款項2,148–––2,148
應付股東款項2,312–––2,312
應付非控股權益款4,464–––4,464
\n\n\\* 預收客戶的款項及應計費用除外。\n\n下表分析 貴集團的金融負債，乃根據貸款協議所載預定還款日期計算，並無計入任何按要求償還條款的影響分類為相關到期類別。\n\n
一年內 一至兩年內 二至五年內 五年以上 總計
千港元 千港元 千港元 千港元 千港元
於二零一三年七月三十一日
借貸及利息開支14,6997,07314,106 –35,878
融資租賃項下的責任及\n利息開支10,89710,11415,322 –36,333
貿易應付款項28,439–––28,439
其他應付款項*1,553–––1,553
應付股東款項398 – – –398
\n\n
一年內 一至兩年內 二至五年內 五年以上 總計
千港元 千港元 千港元 千港元 千港元
於二零一三年三月三十一日
借貸及利息開支15,2847,58716,426 –39,297
融資租賃項下的責任及\n利息開支10,1938,44215,388 –34,023
貿易應付款項24,531–––24,531
其他應付款項*3,302–––3,302
"} +{"pdf_name": "11700303_320.pdf", "language": "zh", "markdown": "# XIV. OTHER SIGNIFICANTE EVENTS (Continued)\n\n# 3. Transaction and balance between the Group and Shoulian Group (Continued)\n\n# (1) Major transaction between the Group and Shoulian Group (Continued)\n\n# Note 3: On 1 January 2009, the Company leased a property and land located at Kaifang Road, Huairou District, Beijing (“Huairou Hypermarket”) from Shoulian with annual rent of RMB3,000,000 for a term from 1 January 2009 to 31 December 2028.\n\nOn 1 January 2009, Shoulian Supermarket leased a property and land located at Xihongmen Road, Daxing District, Beijing from Shoulian Group with annual rent of RMB1,134,088 for a term from 1 January 2009 to 31 December 2028. On 24 December 2010, Shoulian Supermarket was acquired by the Company and the lease contract remained valid. On 30 September 2017, the Company acquired the Lianchao Company, the subsidiary of Shoulian Group, which owned a property and land located at Xihongmen Road, Daxing District, Beijing.\n\nFor the year ended at 31 December 2018 and 31 December 2017, the recognized lease expenses was RMB3,000,000 and RMB4,134,088 respectively.\n\nNote 4: As at 31 December 2018, the borrowing provided by Shoulian Supermarket and Lianchao Limited, which lends to Shoulian Group amounted to RMB135,600,000, repayable on 31 December 2020 as agreed upon. The interest expenses charged on the borrowing due from Shoulian referred to bank loan interest rate during the same period.\n\n十四、其他重要事項（續）\n\n3、 本集團與首聯集團之交易及餘額（續）\n\n(1) 本集團與首聯集團的主要交易如下（續）\n\n註3：於2009年1月1日，本公司向首聯集團租入位於北京市懷柔區開放路的房產及土地（以下簡稱「懷柔大賣場」），租賃期自2009年1月1日至2028年12月31日，合同年租金為人民幣3,000,000元。\n\n於2009年1月1日，首聯超市向首聯集團租入北京市大興區西紅門路的房產及土地，租賃期自2009年1月1日至2028年12月31日，合同年租金為人民幣1,134,088元。於2010年12月24日，首聯超市被本公司收購，該租賃合同繼續有效。2017年9月30日本公司收購了首聯集團之子公司聯超公司，聯超公司擁有北京市大興區西紅門路的房產及土地所有權。\n\n於2018年度及2017年度，本集團確認的租金費用分別為人民幣3,000,000元及4,134,088元。\n\n註 4： 於 2018 年 12 月 31 日，首聯超市及聯超公司向首聯集團提供的資金拆借款餘額為人民幣135,600,000元，雙方約定還款日為2020年12月31日。本集團參考銀行同期貸款利率對向首聯集團提供資金拆借款收取利息費用。"} +{"pdf_name": "11700303_321.pdf", "language": "zh", "markdown": "# XIV. OTHER SIGNIFICANTE EVENTS (Continued)\n\n# 3. Transaction and balance between the Group and Shoulian Group (Continued)\n\n# (1) Major transaction between the Group and Shoulian Group (Continued)\n\nNote 5: As at 4 February 2017 the Company paid margin of RMB50,000,000 to Shoulian Group for purchasing its 85% equity interest of Beijing Lianchao Co., Ltd. according to the framework agreement and the amount was paid to the Company for the acquisition of Lianchao Company’s equity interest in the equity investment at 30 September 2017.\n\n# (2) Accounts receivable and accounts payable between the Group and Shoulian Group\n\n十四、其他重要事項（續���\n\n3、 本集團與首聯集團之交易及餘額（續）\n\n(1) 本集團與首聯集團的主要交易如下（續）\n\n註5：於2017年2月4日，本公司根據框架協議向首聯集團支付為收購其所持有的北京聯超商業有限公司85%股權的訂約保證金50,000,000元，該款項於2017年9月30日抵付本公司收購聯超公司股權所需支付的股權投資價款。\n\n(2) 本集團與首聯集團的應收及應付款項如下\n\n
Item 項目2018.12.31 \n二零一八年\n十二月三十一日2017.12.31\n二零一七年\n十二月三十一日
Long-term receivables (Note(VI) 17) 長期應收款（附註六、17)135,600,000135,600,000
Prepaid** rents 預付租金15,000,00018,000,000
\n\n\\* The amounts are associated with one-off prepayments for 15 years by the Group to Shoulian Group under the lease contract of Huairou Hypermarket. That prepaid rents are disclosed in long-term prepaid expenses and other current assets as at the relevant balance sheet dates. Details are referred to Note 3 of the major transactions between the Group and Shoulian Group.\n\n\\* 該等款項與本集團根據懷柔大賣場租賃合同對首聯集團一次性預付15年的房屋租金有關，其中預付租金包括在本集團各資產負債表日長期待攤費用及其他流動資產中。請參見上述本集團與首聯集團的主要交易之註3。"} +{"pdf_name": "2540189_37.pdf", "language": "zh", "markdown": "账面价值扣除原直接计入其他综合收益的公允价值变动累计额之后的差额确认为投资收益。\n\n当收取某项金融资产现金流量的合同权利已终止或该金融资产所有权上几乎所有的风险和报酬已转移时，终止确认该金融资产；当金融负债的现时义务全部或部分解除时，相应终止确认该金融负债或其一部分。\n\n# 3．金融资产转移的确认依据和计量方法\n\n公司已将金融资产所有权上几乎所有的风险和报酬转移给了转入方的，终止确认该金融资产；保留了金融资产所有权上几乎所有的风险和报酬的，继续确认所转移的金融资产，并将收到的对价确认为一项金融负债。公司既没有转移也没有保留金融资产所有权上几乎所有的风险和报酬的，分别下列情况处理：(1) 放弃了对该金融资产控制的，终止确认该金融资产；(2) 未放弃对该金融资产控制的，按照继续涉入所转移金融资产的程度确认有关金融资产，并相应确认有关负债。\n\n金融资产整体转移满足终止确认条件的，将下列两项金额的差额计入当期损益：(1) 所转移金融资产的账面价值；(2) 因转移而收到的对价，与原直接计入所有者权益的公允价值变动累计额之和。金融资产部分转移满足终止确认条件的，将所转移金融资产整体的账面价值，在终止确认部分和未终止确认部分之间，按照各自的相对公允价值进行分摊，并将下列两项金额的差额计入当期损益：(1) 终止确认部分的账面价值；(2) 终止确认部分的对价，与原直接计入所有者权益的公允价值变动累计额中对应终止确认部分的金额之和。\n\n# 4．金融资产和金融负债的公允价值确定方法\n\n公司采用在当前情况下适用并且有足够可利用数据和其他信息支持的估值技术确定相关金融资产和金融负债的公允价值。\n\n# 5．金融资产的减值测试和减值准备计提方法\n\n资产负债表日对以公允价值计量且其变动计入当期损益的金融资产以外的金融资产的账面价值进行检查，如有客观证据表明该金融资产发生减值的，计提减值准备。\n\n对于持有至到期投资、贷款和应收款，先将单项金额重大的金融资产区分开来，单独进行减值测试；对单项金额不重大的金融资产，可以单独进行减值测试，或包括在具有类似信用风险特征的金融资产组合中进行减值测试；单独测试未发生减值的金融资产（包括单项金额重大和不重大的金融资产），包括在具有类似信用风险特征的金融资产组合中再进行减值测试。测试结果表明其发生了减值的，根据其账面价值高于预计未来现金流量现值的差额确认减值损失。\n\n# (八) 应收款项\n\n# 1. 单项金额重大并单项计提坏账准备的应收款项\n\n
单项金额重大的判断依据或金额标准金额 100 万元以上（含），且占当期期末应\n收款项账面余额 10%以上。
单项金额重大并单项计提坏账准备的计提方法单独进行减值测试，根据其未来现金流量现\n值低于其账面价值的差额计提坏账准备。
\n\n# 2．按信用风险特征组合计提坏账准备的应收款项\n\n# (1) 具体组合及坏账准备计提方法"} +{"pdf_name": "2540189_38.pdf", "language": "zh", "markdown": "
组合名称组合确定依据坏账准备计提方法
关联往来组合以受母公司先临三维科技股份有限公\n司控制的关联单位为信用风险特征，对\n应收关联往来进行组合。单独进行减值测试，根据其未\n来现金流量现值低于其账面价\n值的差额计提坏账准备。
政府款项组合以政府单位为信用风险特征，对应收政\n府补助款及保证金押金等进行组合。不计提坏账准备。
账龄组合以账龄为信用风险特征，对应收款项进\n行组合。账龄分析法。
\n\n# (2) 账龄分析法\n\n
账 龄计提比例
1 年以内5%
1-2 年10%
2-3 年30%
3-4 年50%
4-5 年80%
5 年以上100%
\n\n# 3．单项金额虽不重大但单项计提坏账准备的应收款项\n\n
单项计提坏账准备的理由有证据表明或基于常识可判断的信用风险明显偏高或偏低\n的应收款项。
坏账准备的计提方法单独进行减值测试，根据其未来现金流量现值低于其账面价\n值的差额计提坏账准备。
\n\n对应收票据、应收利息和长期应收款等应收款项，根据其未来现金流量现值低于其账面价值的差额计提坏账准备。\n\n# (九) 存货\n\n# 1. 存货的分类\n\n存货包括原材料、在产品、库存商品与项目合同成本等。\n\n# 2. 发出存货的计价方法\n\n批量采购逐步耗用的材料及物料，批量生产的标准化商品，采用月末一次加权平均法。为特定项目合同专项订购的产品及物料，为特定项目归集的合同成本，采用个别计价法。三维扫描服务及维修服务成本，于发生时直接计入营业成本。\n\n# 3. 存货可变现净值的确定依据\n\n资产负债表日，存货采用成本与可变现净值孰低计量，按照单个存货或存货类别成本高于可变现净值的差额计提存货跌价准备。\n\n# 4. 存货的盘存制度为永续盘存制。\n\n# 5. 周转材料于领用时一次转销。\n\n# (十) 长期股权投资\n\n# 1．共同控制、重要影响的判断"} +{"pdf_name": "20789338_58.pdf", "language": "zh", "markdown": "# 董事就本招股章程內容須承擔的責任\n\n本招股章程載有公司（清盤及雜項條文）條例、香港法例第571V 章證券及期貨（在證券市場上市）規則及上市規則規定關於本集團的資料詳情，董事願就本招股章程共同及個別承擔全部責任。董事在作出一切合理查詢後確認，就彼等所深知及確信，本招股章程所載資料在各重大方面均屬真確完整，無誤導或欺詐成份，並無遺漏其他事項，以致當中任何聲明或本招股章程有所誤導。\n\n# 有關股份發售的資料\n\n本招股章程乃僅就股份發售及股份於聯交所上市而刊發，由獨家保薦人獨家保薦，並由聯席牽頭經辦人及副經辦人經辦。\n\n股份發售包括本公司公開發售初步提呈的25,000,000股公開發售股份及配售225,000,000股配售股份（可按本招股章程「股份發售的架構及條件」一節所述基準重新分配）。\n\n發售股份僅按本招股章程及申請表格所載資料及所作聲明，以及根據當中所載條款並在其所載條件規限下提呈發售。概無人士獲授權就股份發售提供或作出任何未載於本招股章程的資料或陳述，而任何並非載於本招股章程的資料或陳述，不應被視為已獲本公司、獨家保薦人、聯席賬簿管理人、聯席牽頭經辦人、副經辦人、包銷商、彼等各自的任何董事或參與股份發售的任何其他人士授權而加以依賴。\n\n有關股份發售架構的詳情（包括其條件）載於本招股章程「股份發售的架構及條件」一節，而申請公開發售股份的程序載於本招股章程「如何申請公開發售股份」一節及相關申請表格。"} +{"pdf_name": "20789338_59.pdf", "language": "zh", "markdown": "以下資料僅作指引之用。有意申請發售股份的申請人應諮詢彼等的財務顧問及尋求法律意見（如適用），以知悉及遵守任何有關司法權區的所有適用法律及法規。有意申請發售股份的申請人應知悉申請發售股份的有關法律規定，以及彼等各自的公民身份、居留權或居籍所屬國家的任何適用外匯管制規例及適用稅項。\n\n# 包銷\n\n本招股章程乃就獨家保薦人保薦的股份發售而刊發。公開發售由公開發售包銷商根據公開發售包銷協議條款及條件悉數包銷。與配售有關的配售包銷協議預期將於定價日或前後訂立，惟須待聯席牽頭經辦人（為彼等本身及代表包銷商）與本公司就發售股份的定價達成協議後方可訂立。股份發售由聯席牽頭經辦人經辦。\n\n倘本公司與聯席牽頭經辦人（為彼等本身及代表包銷商）基於任何原因而未能於定價日前協定發售價，則股份發售將不會成為無條件並將告失效。有關包銷商及包銷安排的進一步資料，請參閱本招股章程「包銷」一節。\n\n# 提呈發售及銷售發售股份的限制\n\n於最後實際可行日期，本公司並無在香港以外任何司法權區採取任何行動，以獲准在香港以外任何司法權區提呈發售發售股份或派發本招股章程。因此，倘在任何司法權區或任何情況提出未經授權要約或認購邀請，或向彼提出即屬違法的任何人士提出，本招股章程不得作為要約或認購邀請之用，亦不構成任何要約或認購邀請。\n\n公開發售股份僅按本招股章程及相關申請表格所載資料和陳述向公眾人士提呈發售以供認購。概無任何人士獲授權可就股份發售提供非本招股章程所載的任何資料或作出任何陳述，故此本招股章程並無載列的任何資料或作出的陳述，均不應視為已獲本公司、獨家保薦人、聯席賬簿管理人、聯席牽頭經辦人、副經辦人、包銷商、彼等各自的任何董事或僱員或參與股份發售的任何其他人士或各方授權而加以信賴。\n\n購買發售股份的每名人士將須及因購買發售股份而被視為確認，知悉上述所載有關提呈及銷售發售股份的限制，且其並非在抵觸任何有關限制的情況下購買及獲提呈發售任何發售股份。"} +{"pdf_name": "9230566_148.pdf", "language": "zh", "markdown": "离职后福利主要包括基本养老保险、失业保险以及年金等。离职后福利计划包括设定提存计划。采用设定提存计划的，相应的应缴存金额于发生时计入相关资产成本或当期损益。\n\n# (3).辞退福利的会计处理方法\n\n√适用 □不适用\n\n在职工劳动合同到期之前解除与职工的劳动关系，或为鼓励职工自愿接受裁减而提出给予补偿的建议，在本集团不能单方面撤回因解除劳动关系计划或裁减建议所提供的辞退福利时，和本集团确认与涉及支付辞退福利的重组相关的成本两者孰早日，确认辞退福利产生的职工薪酬负债，并计入当期损益。但辞退福利预期在年度报告期结束后十二个月不能完全支付的，按照其他长期职工薪酬处理。\n\n职工内部退休计划采用与上述辞退福利相同的原则处理。本集团将自职工停止提供服务日至正常退休日的期间拟支付的内退人员工资和缴纳的社会保险费等，在符合预计负债确认条件时，计入当期损益（辞退福利）。\n\n# (4).其他长期职工福利的会计处理方法\n\n√适用 □不适用\n\n本集团向职工提供的其他长期职工福利，符合设定提存计划的，按照设定提存计划进行会计处理，除此之外按照设定受益计划进行会计处理。\n\n# 34. 租赁负债\n\n√适用 □不适用\n\n租赁负债的确认方法及会计处理方法，参见本财务报告五、42“租赁”。\n\n# 35. 预计负债\n\n√适用 □不适用\n\n当与或有事项相关的义务同时符合以下条件，确认为预计负债：（1）该义务是本集团承担的现时义务；（2）履行该义务很可能导致经济利益流出；（3）该义务的金额能够可靠地计量。\n\n在资产负债表日，考虑与或有事项有关的风险、不确定性和货币时间价值等因素，按照履行相关现时义务所需支出的最佳估计数对预计负债进行计量。\n\n如果清偿预计负债所需支出全部或部分预期由第三方补偿的，补偿金额在基本确定能够收到时，作为资产单独确认，且确认的补偿金额不超过预计负债的账面价值。\n\n# （1）亏损合同\n\n亏损合同是履行合同义务不可避免会发生的成本超过预期经济利益的合同。待执行合同变成亏损合同，且该亏损合同产生的义务满足上述预计负债的确认条件的，将合同预计损失超过合同标的资产已确认的减值损失（如有）的部分，确认为预计负债。"} +{"pdf_name": "9230566_149.pdf", "language": "zh", "markdown": "# （2）重组义务\n\n对于有详细、正式并且已经对外公告的重组计划，在满足前述预计负债的确认条件的情况下，按照与重组有关的直接支出确定预计负债金额。对于出售部分业务的重组义务，只有在本集团承诺出售部分业务（即签订了约束性出售协议时），才确认与重组相关的义务。\n\n# 36. 股份支付\n\n□适用 √不适用\n\n# 37. 优先股、永续债等其他金融工具\n\n□适用 √不适用\n\n# 38. 收入\n\n# (1).收入确认和计量所采用的会计政策\n\n√适用 □不适用\n\n# ①收入确认原则\n\n收入，是本集团在日常活动中形成的、会导致股东权益增加的、与股东投入资本无关的经济利益的总流入。本集团与客户之间的合同同时满足下列条件时，在客户取得相关商品（含劳务，下同）控制权时确认收入：合同各方已批准该合同并承诺将履行各自义务；合同明确了合同各方与所转让商品或提供劳务相关的权利和义务；合同有明确的与所转让商品相关的支付条款；合同具有商业实质，即履行该合同将改变本集团未来现金流量的风险、时间分布或金额；本集团因向客户转让商品而有权取得的对价很可能收回。其中，取得相关商品控制权，是指能够主导该商品的使用并从中获得几乎全部的经济利益。\n\n在合同开始日，本集团识别合同中存在的各单项履约义务，并将交易价格按照各单项履约义务所承诺商品的单独售价的相对比例分摊至各单项履约义务。在确定交易价格时考虑了可变对价、合同中存在的重大融资成分、非现金对价、应付客户对价等因素的影响。\n\n对于合同中的每个单项履约义务，如果满足下列条件之一的，本集团在相关履约时段内按照履约进度将分摊至该单项履约义务的交易价格确认为收入：客户在本集团履约的同时即取得并消耗本集团履约所带来的经济利益；客户能够控制本集团履约过程中在建的商品；本集团履约过程中所产出的商品具有不可替代用途，且本集团在整个合同期间内有权就累计至今已完成的履约部分收取款项。履约进度根据所转让商品的性质采用投入法或产出法确定，当履约进度不能合理确定时，本集团已经发生的成本预计能够得到补偿的，按照已经发生的成本金额确认收入，直到履约进度能够合理确定为止。\n\n如果不满足上述条件之一，则本集团在客户取得相关商品控制权的时点按照分摊至该单项履约义务的交易价格确认收入。在判断客户是否已取得商品控制权时，本集团考虑下列迹象：企业"} +{"pdf_name": "9298051_1.pdf", "language": "zh", "markdown": "# 目录\n\n1. 我国是染料第一大生产和消费国.........................................................................................4\n\n2. 染料供需平衡，行业集中度较高.........................................................................................4\n\n3. 环保要求提高，大型企业受益.............................................................................................6\n\n4. 染料价格上涨，相关上市公司业绩弹性巨大.....................................................................8\n\n5. 风险提示...............................................................................................................................10"} +{"pdf_name": "9298051_2.pdf", "language": "zh", "markdown": "# 图表目录\n\n图 1：染料简化产业链...............................................................................................................4\n\n图 2：国内染料产量及增速.......................................................................................................5\n\n图 3：国内染料出口量和进口量...............................................................................................5\n\n图 4：国内染料净出口数量.......................................................................................................5\n\n图 5：国内染料表观消费量及增速...........................................................................................5\n\n图 6：2014 年国内主要染料品种产量 单位：万吨........................................................6\n\n图 7：国内分散染料企业的产量情况 单位:万吨..........................................................6\n\n图 8：国内活性染料生产企业的产量情况 单位:万吨........................................................6\n\n图 9：各类染料...........................................................................................................................7\n\n图 10：被染料废水污染河流.....................................................................................................7\n\n图 11：国内染料生产企业数量.................................................................................................8\n\n图 12：国内染料企业利润率.....................................................................................................8\n\n图 13：染料出口均价.................................................................................................................9\n\n表 1：主要染料品种特性...........................................................................................................4\n\n表 2：染料的主要污染物...........................................................................................................7\n\n表 3：浙江省染料产业环境准入指导意见...............................................................................7\n\n表 4：今年以来分散黑 ECT300%涨价情况...............................................................................9\n\n表 5：染料上市公司业绩弹性测算...........................................................................................9"} +{"pdf_name": "20792611_130.pdf", "language": "zh", "markdown": "# 第八章 本期中期票据担保情况\n\n本期中期票据无担保。"} +{"pdf_name": "20792611_131.pdf", "language": "zh", "markdown": "# 第九章 税项\n\n本期中期票据的投资者应遵守我国有关税务方面的法律、法规。本税务分析是依据我国现行的税务法律、法规及国家税务总局有关规范性文件的规定做出的。如果相关的法律、法规发生变更，本税务分析中所提及的税务事项将按变更后的法律法规执行。\n\n下列税项不构成对投资者的纳税建议和投资者纳税依据。投资者应就有关事项咨询财税顾问，发行人不承担由此产生的任何责任。\n\n# 一、营业税\n\n《中华人民共和国营业税暂行条例》已经2008年11月5日国务院第34次常务会议修订通过，自2009年1月1日起施行。\n\n根据《中华人民共和国营业税暂行条例》及其实施细则，纳税人从事有价证券买卖业务，以卖出价减去买入价后的余额为营业额，缴纳营业税。\n\n# 二、所得税\n\n根据2008年1月1日起执行的《中华人民共和国企业所得税法实施条例》及其他相关的法律、法规，一般企业投资者来源于企业中期票据的利息所得应缴纳企业所得税。企业应将当期应收取的中期票据利息计入当期收入，核算当期损益后缴纳企业所得税。\n\n# 三、印花税\n\n根据1988年10月1日生效的《中华人民共和国印花税暂行条例》及其实施细则，在我国境内买卖、继承、赠与、交换、分割等所书立的产权转移书据，均应缴纳印花税。对中期票据在银行间市场进行的交易，我国目前还没有具体规定。发行人无法预测国家是否或将会于何时决定对有关中期票据交易征收印花税，也无法预测将会适用的税率水平。\n\n# 四、税项抵销\n\n本期中期票据投资者所应缴纳的税项与债务融资工具的各项支付不构成抵销。监管机关及自律组织另有规定的按规定执行。"} +{"pdf_name": "11693260_5.pdf", "language": "zh", "markdown": "During the reporting period, the Group invited internal and external stakeholders, including suppliers, shareholders, directors and employees, to conduct a questionnaire survey and identify relevant material environmental and social issues. Stakeholders score 14 issues in four areas: environmental protection, employment and labor practices, operating practices and community, and send the results to independent consultants for analysis. In this stakeholder communication, 7 material issues were identified, and community investment was included in the material issues in light of the opinions of stakeholders in various areas. The results of the stakeholder communication are set out below:\n\n於報告期間，本集團邀請了供應商、股東、董事及員工等內部及外部持份者進行問卷調查，旨在識別相關實質性環境及社會議題。各持份者均會針對環境保護、僱傭及勞工常規、營運慣例及社區四大範疇的14項議題評分，並將其結果交給獨立顧問進行分析。是次持份者溝通識別7項實質性議題，以及因應持份者於各範疇的意見，將社區投資納入實質性議題中。以下為是次持份者溝通的結果︰"} +{"pdf_name": "11693260_6.pdf", "language": "zh", "markdown": "
Material issues \n實質性議題Immaterial issues\n非實質性議題
• Child and forced labor\n• Anti-corruption\n• Employment system\n• Occupational health and safety\n• Water resources\n• Product responsibility\n• Training and development\n• Community investment\n• 童工及強制勞工\n• 反貪污\n• 僱傭制度\n• 職業健康與安全\n• 水資源\n• 產品責任\n• 培訓與發展\n• 社區投資• Supply chain\n• Energy\n• Green procurement\n• Greenhouse gases and air pollutants\n• Climate change\n• Waste\n• 供應鏈\n• 能源\n• 綠色採購\n• 溫室氣體及空氣污染物\n• 氣候變化\n• 廢棄物
\n\n# EMPLOYEE CARE\n\n# Employment System\n\nThe Group attaches great importance to the treatment of all employees and keeps providing them with an excellent working environment. In addition to complying with the Labor Contract Law, the Labor Law and other relevant laws and regulations, the Group has also formulated the Administrative Measures for Employee Performance Appraisal (2021 Revision), Remuneration and Welfare Management System, Employee Welfare Management Measures, Management Regulations for Promotion and Demotion, Equal Recruitment and Promotion Policy, Retirement Policy and other policies, and included the relevant content in the Employee Handbook to ensure clear and the most appropriate treatment and protection of employees.\n\n關懷員工\n\n僱傭制度\n\n本集團重視所有員工的待遇，並持續為其提供優良的工作環境。除了遵守《勞動合同法》及《勞動法》等相關法例法規，本集團亦訂定《員工績效考核管理辦法（2021修訂版）》、《薪酬福利管理制度》、《員工福 利 管 理 辦 法》、《職 位 晉 升 及 降 職 的 管理 規 定》、《平 等 招 聘 及 晉 升 政 策》、《退休政策》等政策，並將相關的內容列明於《員 工 手 冊》當 中，確 保 員 工 清 晰 相 關 的待遇，能得到最合適的待遇及保障。"} +{"pdf_name": "20783071_17.pdf", "language": "zh", "markdown": "# 5.4 稀土氧化物\n\n# 图表52 氧化镧价栺（元/吨）\n\n资料来源：Wind、平安证券研究所\n\n图表53 氧化铈价栺（元/吨）\n\n资料来源：Wind、平安证券研究所\n\n# 图表54 氧化镨价栺（元/吨）\n\n资料来源：Wind、平安证券研究所\n\n# 图表55 氧化钕价栺（元/吨）\n\n资料来源：Wind、平安证券研究所\n\n# 图表56 氧化钇价栺（元/吨）\n\n资料来源：Wind、平安证券研究所\n\n# 图表57 氧化钐价栺（元/吨）\n\n资料来源：Wind、平安证券研究所"} +{"pdf_name": "20783071_18.pdf", "language": "zh", "markdown": "# 图表58 氧化镝价栺（元/千兊）\n\n资料来源：Wind、平安证券研究所\n\n# 图表59 氧化铕价栺（元/千兊）\n\n资料来源：Wind、平安证券研究所\n\n# 图表60 氧化铽价栺（元/千兊）\n\n资料来源：Wind、平安证券研究所"} +{"pdf_name": "3455540_1.pdf", "language": "zh", "markdown": "# 公司半年度大事记\n\n# 1、中航新材彩色 VCI 涂层支架签约广东河源光伏电站项目\n\n中航新材生产的 VCI 双金属涂层支架，以其独有的防腐技术工艺赢得客户的认可。\n\n# 2、中航新材成功中标中铁六局南沙港铁路（NSGZQ-5 标）油漆采购项目\n\n南沙港铁路作为国家重点铁路项目，是中航新材继官厅水库特大桥后承接的又一铁路桥梁项目。该铁路贯穿江门、中山、佛山及广州四市，是广州国际航运中心建设的重要支撑，南沙港铁路的建成，将有利推动珠三角和广东省经济的可持续发展，为中航新材在铁路桥梁领域的发展奠定坚实基础。"} +{"pdf_name": "3455540_2.pdf", "language": "zh", "markdown": "# 3、2018 年伊始，中标雅康高速大渡河特大桥主缆防腐涂装项目\n\n雅康高速大渡河特大桥被誉为“川藏第一桥”，大桥为 1100m 单跨钢桁梁悬索桥，大桥主墩高度达到了 188 米，桥面高度比大渡河河面，整整高出了 239 米，此项目的中标标志着对中航新材在桥梁防腐领域领军地位的认可。\n\n# 4、 阳春三月，公司签约湖北省白洋长江大桥钢结构涂装工程。\n\n白洋长江大桥地片湖北宜昌市，大桥全长 2761 米，主桥采用主跨 1000 米双塔钢桁梁悬索桥设计，该项目的成功签约标志着公司在桥梁施工领域的又一大技术突破。\n\n# 5、中航新材组织召开 JT/T 722《公路桥梁钢结构防腐涂装技术条件标准》修订首次会议。"} +{"pdf_name": "9259474_213.pdf", "language": "zh", "markdown": "
南京越博17.00%-17,352,102.320.0020,258,823.74
\n\n子公司少数股东的持股比例不同于表决权比例的说明：\n\n无\n\n其他说明：\n\n无\n\n# （3）重要非全资子公司的主要财务信息\n\n单位：元\n\n
子公司\n名称期末余额期初余额
流动资\n产非流动\n资产资产合\n计流动负\n债非流动\n负债负债合\n计流动资\n产非流动\n资产资产合\n计流动负\n债非流动\n负债负债合\n计
南京越\n博402,429,\n807.12240,375,\n984.27642,805,\n791.39520,605,\n385.253,030,85\n4.73523,636,\n239.98435,296,\n478.67213,576,\n742.77648,873,\n221.44420,504,\n313.406,057,95\n8.88426,562,\n272.28
\n\n单位：元\n\n
子公司名称本期发生额上期发生额
营业收入净利润综合收益总\n额经营活动现\n金流量营业收入净利润综合收益总\n额经营活动现\n金流量
南京越博100,140,981.\n11-102,071,190.\n12-102,071,190.\n1234,324,891.1\n9350,734,181.\n6414,136,902.8\n614,136,902.8\n6-90,982,874.9\n0
\n\n其他说明：\n\n无\n\n# （4）使用企业集团资产和清偿企业集团债务的重大限制\n\n无\n\n# （5）向纳入合并财务报表范围的结构化主体提供的财务支持或其他支持\n\n无\n\n其他说明：\n\n无\n\n# 2、在子公司的所有者权益份额发生变化且仍控制子公司的交易\n\n# （1）在子公司所有者权益份额发生变化的情况说明\n\n无"} +{"pdf_name": "9259474_214.pdf", "language": "zh", "markdown": "# （2）交易对于少数股东权益及归属于母公司所有者权益的影响\n\n单位：元\n\n
购买成本/处置对价
--现金
--非现金资产的公允价值
购买成本/处置对价合计
减：按取得/处置的股权比例计算的子公司净资产份额
差额
其中：调整资本公积
调整盈余公积
调整未分配利润
\n\n其他说明\n\n无\n\n# 3、在合营安排或联营企业中的权益\n\n# （1）重要的合营企业或联营企业\n\n
合营企业或联营\n企业名称主要经营地注册地业务性质持股比例对合营企业或联\n营企业投资的会\n计处理方法
直接间接
\n\n在合营企业或联营企业的持股比例不同于表决权比例的说明：\n\n无\n\n持有 20%以下表决权但具有重大影响，或者持有 20%或以上表决权但不具有重大影响的依据：\n\n无\n\n# （2）重要合营企业的主要财务信息\n\n单位：元\n\n
期末余额/本期发生额期初余额/上期发生额
流动资产
其中：现金和现金等价物
非流动资产
资产合计
"} +{"pdf_name": "4043536_3.pdf", "language": "zh", "markdown": "
净多空螺纹钢主力合约：RB1610铁矿石主力合约：I1609
净多头 \n增量前\n五会员简称净多量占比增减会员简称净多量占比增减
海通期货186737.23%4109中信期货91746.75%15196
广州期货4514617.47%3058宏源期货71795.28%6291
浙商期货163656.33%725永安期货113348.34%4443
兴证期货181187.01%699兴证期货48083.54%3083
方正中期90323.50%424东证期货35842.64%2713
净多单总量2583733130净多单总量13583810897
净空头 \n增量前\n五会员简称净空量占比增减会员简称净空量占比增减
永安期货3432513.21%16325国富期货55394.80%5902
东海期货238669.19%3310徽商期货57665.00%4830
国富期货153285.90%3209银河期货94928.22%4795
光大期货198477.64%445国投期货58175.04%2224
道通期货216808.34%269上海大陆22621.96%1946
净空单总量25983216530净空单总量1154141887
\n\n资料来源：Wind，长江证券研究所\n\n# 行业资讯\n\n1、中国新闻网：6 日，《河北省贯彻落实中央环境保护督察组督察反馈意见整改方案》公布，《整改方案》明确，严控高耗能、高污染新增产能，对新发现的违规建设钢铁项目或封停设备复产所在地县(市、区)委书记、县(市、区)长先免职，再调查处理。\n\n2、中国网：中国网财经 7 月 5 日讯 昨天以来，朋友圈热传一则“唐��地区调坯材，从7 月 10 日—本月底将限产 50%”的消息。对此，中国网财经记者向唐山当地国丰钢铁等企业多方求证，对方均表示，唐山当地未有任何一家调坯企业接收到类似通知，此消息不实。\n\n3、泰晤士报：全球第二大市值采矿商力拓的新任行政总裁 Jean-SebastienJacques 透露，基于铁矿价格持续下跌，公司搁置在几内亚 Simandou 的 200 亿美元铁矿开采项目。该项目是全球最大未被开发的铁矿，公司在 2014 年预估预目会带来 75 亿美元的收益，并为几内亚经济增加 56 亿美元的收益。\n\n# 公司公告\n\n酒钢宏兴：经财务部门初步测算，预计公司 2016 年上半年度经营业绩将扭亏为盈，实现归属于上市公司股东的净利润为 2.27 亿元左右。上年同期公司归属于上市公司股东的净利润为-15.34 亿元。\n\n法尔胜：截止 2016 年 7 月 6 日，江阴耀博泰邦投资中心（有限合伙）累计持有公司股票达 0.57 亿股，占公司股权比例为 15%。"} +{"pdf_name": "4043536_4.pdf", "language": "zh", "markdown": "# 周期观点\n\n# 目录梗概\n\n图 1：中金公司认为当前的 GDP 核算仍存在遗漏之处\n\n资料来源：长江证券研究所\n\n# 详细内容\n\n# 一、宏观经济：中金公司认为当前的 GDP 核算仍存在遗漏之处\n\n1、申万宏源《大都市圈系列之二：掘金首都行政副中心》:1）建设北京城市副中心的好处：有利于调整北京空间格局、缓解北京地区人口、资源、环境压力；2）通州区的发展定位：北京市行政副中心、国际商务新中心、文化发展创新区、和谐宜居示范区；3）通州区建设行政副中心带来的投资机会主要有：构建综合交通体系带来的投资机会、生态建设带来投资机会、教育、医疗转移方面带来投资机会、“文化+”产业建设带来投资机会。\n\n2、中金公司《GDP 核算与国际标准接轨——对统计局改革研发支出核算方法并修订GDP 数据点评》:1）国家统计局改革研发支出核算方法，改革的主要部分有：将“能够为所有者带来经济利益的研发支出”计入固定资本形成，此举符合国际标准；2）研发支出核算改革对未来五年 GDP 增速会带来正面影响，将有助于 2020 年 GDP 增长目标的达成。但是在经济面临下行压力背景下，也可能会引起一些质疑；3）当前的 GDP 核"} +{"pdf_name": "20786036_15.pdf", "language": "zh", "markdown": "图28南京一手房：环比升118%，同比降23%\n\n图29福州一手房：环比升16%，同比降72%\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究\n\n图30苏州一手房：环比升11%，同比升158%\n\n图31昆明一手房：本周数据无更新\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究\n\n图32厦门一手房：本周环比无更新，同比降63%\n\n图33海口一手房：本周数据无更新\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究"} +{"pdf_name": "20786036_16.pdf", "language": "zh", "markdown": "图34济南一手房：环比降17%，同比降70%\n\n图35长春一手房：环比升32%，同比降2%\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究\n\n图36南昌一手房：环比降5%，同比降58%\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究\n\n# 3.3 三线城市一手房成交量\n\n图37东莞一手房：环比降65%，同比降65%\n\n图38佛山一手房：环比降58%，同比降39%\n\n数据来源：各地房地产交易网、WIND、CEIC、中指数据、国泰君安证券研究"} +{"pdf_name": "8405509_72.pdf", "language": "zh", "markdown": "除中國外，對鐵礦石需求增加的其他國家及地區包括印度、獨聯體及中東。同時，亞洲（不包括中國及印度）對鐵礦石的需求將由南韓、台灣、馬來西亞及菲律賓的鋼鐵行業發展而支撐。廢鐵供應有限，說明鐵礦石需求增加主要乃生鐵的需求增加。\n\n圖7：2007年按地區劃分估計鐵礦石需求\n\n資料來源：AME\n\n圖8：2013年按地區劃分估計及預測鐵礦石需求\n\n資料來源：AME\n\n# 鐵礦石的供應展望\n\n鐵礦體分佈位置甚廣，且其品位、礦石類型及純度亦各不相同。下表概述按國家劃分的鐵礦石估計儲量及鐵礦石（鐵元素）品位。\n\n表11：2011年按國家劃分估計全球鐵礦石儲量及指示性品位\n\n
國家儲量（十億噸）
原礦石 鐵含量鐵（鐵元素）的\n指示性品位
澳洲351749%
巴西291655%
中國23731%
印度7564%
俄羅斯251456%
南非1165%
其他國家462145%
全球合計（四捨五入）1708047%
\n\n附註： 國家層次的儲量資料來自多種來源。由政府機構編纂的國家儲量估計、公司代表編製的公司報告、簡報及行業雜誌文章各自或全部為所報告的儲量資料提供依據。此外，各國有關儲量的限定亦不盡相同。部分國家就儲量數據有明確限定，及各國按所報告的數據及限定另行評估各自的儲量。\n\n資料來源：美國地質勘探局；AME"} +{"pdf_name": "8405509_73.pdf", "language": "zh", "markdown": "我們計劃在中短期承包大量鐵礦石項目及其拓展。近期承包項目產生新的能力及營運達產可證明鐵礦石市場的緊縮開始出現緩和。然而，並非所有該等項目能獲批准或如期運營。在開發礦山時或會存在許多限制性因素，比如就典型的資本密集型鐵礦項目難以覓得融資、冗長而繁複的審批程序，以及運輸設施的可用或通行情況有所限制。根據AME報告，其認為低成本運營一般較費用高昂及缺乏運輸基礎設施的大型項目更易於進行。此外，有相關業務記錄的運營公司會較項目經驗淺的小型開發商更有機會取得項目。\n\n根據AME報告，估計於中長期上線新產能，其中較大的項目包括：中信泰富(CITIC Pacific)的Sino鐵礦石項目、淡水河谷(Vale)的Carajas項目、必和必拓(BHP Billiton)的Orebody 24鐵礦石項目及力拓(Rio Tinto)的Hope Downs 4鐵礦項目。\n\n# 鐵礦石的定價\n\n基本金屬的存貨可儲存於全球交易所內（如倫敦金屬交易所），並存置庫存記錄，而鐵礦石市場並無正式庫存處。\n\n存貨存放於私人公司庫存、碼頭或在運輸途中，甚至在鋼鐵製造的供應鏈中。鐵礦石的特性使其難以存儲，須避免潮濕或免受灰塵污染。\n\n根據AME報告，其在2009年日本財政年度談判中可見主要生產商的定價能力。主要鐵礦石基準產品的價格下跌28%至45%，惟考慮到先前18個月的財政事件及事件對世界經濟所帶來的影響，尤其是考慮到近幾年價格的漲幅後，實不屬於大幅跌價。預計定價能力於短期內不會削弱。\n\n根據AME報告，轉觀2011年日本財政年度，預計鐵礦石生產商會保留議價實力，因為仍然擔憂出現供應增長不足的情況。淡水河谷(Vale)、力拓(Rio Tinto)及必和必拓(BHP Billiton)主導的鐵礦石生產商已實施一項季度定價機制，以縮短議價週期，使合約定價更接近現貨價。"} +{"pdf_name": "9253799_78.pdf", "language": "zh", "markdown": "
和前 10 名股东之间关联关系或\n一致行动的说明行动人。
前 10 名普通股股东参与融资融\n券业务情况说明（如有）（参见\n注 4）不适用
\n\n公司前 10名普通股股东、前 10 名无限售条件普通股股东在报告期内是否进行约定购回交易\n\n□ 是 √ 否\n\n公司前 10名普通股股东、前 10 名无限售条件普通股股东在报告期内未进行约定购回交易。\n\n# 2、公司控股股东情况\n\n控股股东性质：地方国有控股\n\n控股股东类型：法人\n\n
控股股东名称法定代表人/单位负责人成立日期组织机构代码主要经营业务
珠海正方集团有限公司唐亮1996-02-2891440400192649284D依法对以区属国有资产兴\n办的全资企业和参股企业\n进行产权管理；按照产业\n政策投资兴办各种实业，\n开展各类投资业务；房屋\n出租；商业零售。（依法须\n经批准的项目，经相关部\n门批准后方可开展经营活\n动）
控股股东报告期内控股和\n参股的其他境内外上市公\n司的股权情况正方集团持有珠海普天和平电信工业有限公司（以下简称“普天和平”）42.20%股份，系普天和\n平第二大股东。普天和平系上市公司东信和平科技股份有限公司第二大股东，普天和平持有东\n信和平科技股份有限公司 66,228,631 股份，持股比例为 14.83%。
\n\n控股股东报告期内变更\n\n\\( \\surd \\)适用 □ 不适用\n\n
新控股股东名称珠海正方集团有限公司
变更日期2021 年 12 月 20 日
指定网站查询索引《关于公司控制权发生变更的提示性公告》（2021-100）披露于巨潮资讯网（www.cninfo.com.cn）
指定网站披露日期2021-12-21
\n\n# 3、公司实际控制人及其一致行动人\n\n实际控制人性质：地方国资管理机构\n\n实际控制���类型：法人"} +{"pdf_name": "9253799_79.pdf", "language": "zh", "markdown": "
实际控制人名称法定代表人/ \n单位负责人成立日期组织机构代码主要经营业务
珠海市香洲区国有资产管理办公室黎希健2004-09-0911440402MB2C5007X1履行国有资产出资人职责
实际控制人报告期内控制的其他境\n内外上市公司的股权情况无
\n\n实际控制人报告期内变更\n\n√ 适用 □ 不适用\n\n
原实际控制人名称刘海云
新实际控制人名称珠海市香洲区国有资产管理办公室
变更日期2021 年 12 月 20 日
指定网站查询索引《关于公司控制权发生变更的提示性公告》（2021-100）披露于巨潮资讯网\n（www.cninfo.com.cn）
指定网站披露日期2021 年 12 月 21 日
\n\n公司与实际控制人之间的产权及控制关系的方框图\n\n实际控制人通过信托或其他资产管理方式控制公司\n\n□ 适用 √ 不适用\n\n# 4、公司控股股东或第一大股东及其一致行动人累计质押股份数量占其所持公司股份数量比例达到 80%\n\n□ 适用 \\( \\surd \\)不适用\n\n# 5、其他持股在 10%以上的法人股东\n\n□ 适用 \\( \\cdot \\) 不适用\n\n# 6、控股股东、实际控制人、重组方及其他承诺主体股份限制减持情况\n\n□ 适用 √ 不适用"} +{"pdf_name": "2082651_4.pdf", "language": "zh", "markdown": "企业带来全新的机遇和挑战，复星医药有望受益。维持对恒瑞医药、复星医药的“买入”评级，维持对康弘药业的“增持”评级。\n\n表 1：医药板块重点公司估值和投资建议\n\n
公司股价EPS（元）PE（倍）PB（倍）评级
（元）16A17E18E16A17E18E17E
恒瑞医药50.281.101.321.604638319.8买入
复星医药28.821.211.371.612421182.9买入
康弘药业51.530.740.911.127057465.4增持
\n\n资料来源：公司公告，中信证券研究部预测注：股价为 2017 年 7 月 19 日收盘"} +{"pdf_name": "2082651_5.pdf", "language": "zh", "markdown": "# 分析师声明\n\n主要负责撰写本研究报告全部或部分内容的分析师在此声明：（i）本研究报告所表述的任何观点均精准地反映了上述每位分析师个人对标的证券和发行人的看法；（ii）该分析师所得报酬的任何组成部分无论是在过去、现在及将来均不会直接或间接地与研究报告所表述的具体建议或观点相联系。\n\n# 评级说明\n\n
投资建议的评级标准评级说明
报告中投资建议所涉及的评级分为股票评级和行业评级\n（另有说明的除外）。评级标准为报告发布日后 6 到 12 个\n月内的相对市场表现，也即：以报告发布日后的 6 到 12\n个月内的公司股价（或行业指数）相对同期相关证券市场\n代表性指数的涨跌幅作为基准。其中：A 股市场以沪深 300\n指数为基准，新三板市场以三板成指（针对协议转让标的）\n或三板做市指数（针对做市转让标的）为基准；香港市场\n以摩根士丹利中国指数为基准；美国市场以纳斯达克综合\n指数或标普 500 指数为基准。股票评级\n行业评级买入相对同期相关证券市场代表性指数涨幅 20%以上；
增持相对同期相关证券市场代表性指数涨幅介于 5%～20%之间
持有相对同期相关证券市场代表性指数涨幅介于-10%～5%之间
卖出相对同期相关证券市场代表性指数跌幅 10%以上；
强于大市相对同期相关证券市场代表性指数涨幅 10%以上；
中性相对同期相关证券市场代表性指数涨幅介于-10%～10%之间；
弱于大市相对同期相关证券市场代表性指数跌幅 10%以上
\n\n# 其他声明\n\n本研究报告由中信证券股份有限公司或其附属机构制作。中信证券股份有限公司及其全球的附属机构、分支机构及联营机构（仅就本研究报告免责条款而言，不含 CLSA group of companies），统称为“中信证券”。\n\n# 法律主体声明\n\n中国：本研究报告在中华人民共和国（香港、澳门、台湾除外）由中信证券股份有限公司（受中国证券监督管理委员会监管，经营证券业务许可证编号：Z20374000）分发。\n\n新加坡：本研究报告在新加坡由 CLSASingaporePteLtd（公司注册编号：198703750W）分发。作为资本市场经营许可持有人及受豁免的财务顾问，CLSA Singapore Pte Ltd 仅向新加坡《证券及期货法》s.4A（1）定义下的“机构投资者、认可投资者及专业投资者”提供证券服务。根据新加坡《财务顾问法》下《财务顾问（修正）规例（2005）》中关于机构投资者、认可投资者、专业投资者及海外投资者的第 33、34、35 及 36 条的规定，《财务顾问法》第 25、27 及 36 条不适用于 CLSA Singapore Pte Ltd。如对本报告存有疑问，还请联系 CLSA Singapore Pte Ltd（电话：+65 6416 7888）。MCI (P) 033 11 2016.\n\n# 针对不同司法管辖区的声明\n\n中国：根据中国证券监督管理委员会核发的经营证券业务许可，中信证券股份有限公司的经营范围包括证券投资咨询业务。\n\n新加坡：监管法规或交易规则要求对研究报告涉及的实际、潜在或预期的利益冲突进行必要的披露。须予披露的利益冲突可依照相关法律法规要求在特定报告中获得，详细内容请查看 https://www.clsa.com/disclosures.html。该等披露内容仅涵盖 CLSA group, CLSA Americas 及 CL Securities Taiwan Co., Ltd 的情况，不涉及中信证券及/或其附属机构的情况。如投资者浏览上述网址时遇到任何困难或需要过往日期的披露信息，请联系compliance\\_hk@clsa.com.\n\n美国：本研究报告由中信证券编制。本研究报告在美国由中信证券（CITIC Securities International USA, LLC（下称“CSI-USA”）除外）和 CLSA group of companies（CLSA Americas, LLC（下称“CLSA Americas”）除外）仅向符合美国《1934 年证券交易法》下 15a-6 规则定义且分别与 CSI-USA 和CLSA Americas 进行交易的“主要美国机构投资者”分发。对身在美国的任何人士发送本研究报告将不被视为对本报告中所评论的证券进行交易的建议或对本报告中所载任何观点的背书。任何从中信证券与 CLSA group of companies 获得本研究报告的接收者如果希望在美国交易本报告中提及的任何证券应当分别联系 CSI-USA 和 CLSA Americas.\n\n英国：本段“英国”声明受英国法律监管并依据英国法律解释。本研究报告在英国须被归为营销文件，它不按《英国金融行为管理手册》所界定、旨在提升投资研究报告独立性的法律要件而撰写，亦不受任何禁止在投资研究报告发布前进行交易的限制。本研究报告在欧盟由 CLSA （UK）发布，该公司由金融行为管理局授权并接受其管理。本研究报告针对《2000 年金融服务和市场法 2005 年（金融推介）令》第 19 条所界定的在投资方面具有专业经验的人士，且涉及到的任何投资活动仅针对此类人士。若您不具备投资的专业经验，请勿依赖本研究报告的內容。\n\n# 一般性声明\n\n本研究报告对于收件人而言属高度机密，只有收件人才能使用。本研究报告并非意图发送、发布给在当地法律或监管规则下不允许该研究报告发送、发布的人员。本研究报告仅为参考之用，在任何地区均不应被视为出售任何证券或金融工具的要约，或者证券或金融工具交易的要约邀请。中信证券并不因收件人收到本报告而视其为中信证券的客户。本报告所包含的观点及建议并未考虑个别客户的特殊状况、目标或需要，不应被视为对特定客户关于特定证券或金融工具的建议或策略。对于本报告中提及的任何证券或金融工具的分析，本报告的收件人须保持自身的独立判断。\n\n本报告所载资料的来源被认为是可靠的，但中信证券不保证其准确性或完整性。中信证券并不对使用本报告所包含的材料产生的任何直接或间接损失或与此有关的其他损失承担任何责任。本报告提及的任何证券均可能含有重大的风险，可能不易变卖以及不适用所有投资者。本报告所提及的证券或金融工具的价格、价值及收益可能会受汇率影响而波动。过往的业绩并不能代表未来的表现。\n\n本报告所载的资料、观点及预测均反映了中信证券在最初发布该报告日期当日分析师的判断，可以在不发出通知的情况下做出更改，亦可因使用不同假设和标准、采用不同观点和分析方法而与中信证券其它业务部门、单位或附属机构在制作类似的其他材料时所给出的意见不同或者相反。中信证券并不承担提示本报告的收件人注意该等材料的责任。中信证券通过信息隔离墙控制中信证券内部一个或多个领域的信息向中信���券其他领域、单位、集团及其他附属机构的流动。负责撰写本报告的分析师的薪酬由研究部门管理层和中信证券高级管理层全权决定。分析师的薪酬不是基于中信证券投资银行收入而定，但是，分析师的薪酬可能与投行整体收入有关，其中包括投资银行、销售与交易业务。\n\n若中信证券以外的金融机构发送本报告，则由该金融机构为此发送行为承担全部责任。该机构的客户应联系该机构以交易本报告中提及的证券或要求获悉更详细信息。本报告不构成中信证券向发送本报告金融机构之客户提供的投资建议，中信证券以及中信证券的各个高级职员、董事和员工亦不为（前述金融机构之客户）因使用本报告或报告载明的内容产生的直接或间接损失承担任何责任。\n\n未经中信证券事先书面授权，任何人不得以任何目的复制、发送或销售本报告。\n\n中信证券 2017 版权所有。保留一切权利。"} +{"pdf_name": "20782771_48.pdf", "language": "zh", "markdown": "说，目前市场竞争处于高度分散状态，龙头企业跨境通将享受行业高增长和市场集中度提升双重利好。\n\n公司“高流量护城河+上游产品控制力”两大龙头优势保增长。公司依托“流量精准营销+打造挖掘爆款”的能力实现自建平台 2015 年的流量爆发，流量增长驱动销售业绩飞速增长，2016 年公司出口电商业务实现收入/净利润分别为 80 亿/4 亿，远远超过行业收入第二名海翼股份的 25 亿/3.2 亿元。目前，跨境通自建平台（服装主站 zaful、sammydress 等以及电子主站 gearbest）有效流量维持较高速增长，且强大的销售渠道和规模帮助公司深度实现对上游供应商的较强控制，保证货品供应以及货品质量，基于龙头优势公司业绩可实现持续高增长。\n\n跨境通的主营出口业务分为三大部分——环球易购服装业务、环球易购电子业务、前海帕拓逊电子业务。环球易购的自建服装主站在 17 年 1 季度完成整顿，2 季度收入将大概率扭转下滑局面实现正增长（16 年 2 季度服装业务受图片侵权问题影响大幅下滑），预计服装出口收入 17 年恢复正增长，18 年实现较高增速；环球易购电子自建网站的有效流量 2017 年上半年持续较高增长，驱动收入高增长，预计电子出口业务收入 17 年维持 80%\\~100%高增长；前海帕拓逊在亚马逊、ebay、速卖通等第三方平台设立的店铺经营稳定，产品评价较好，预计其收入 17 年保持 100%以上增长。\n\n“规模效应+品牌打造”将塑造公司竞争护城河。基于规模效应，公司物流仓储收入占比及推广费收入占比占比均呈现下降趋势，公司物流仓储成本占比自 2013年的 25%下降至 2016 年的 14.8%，推广成本占比自 2013 年的 20%下降至 2016 年的 12%，公司盈利能力逐渐提升；跨境通目前为跨境出口行业内少有的“自建平台”销售模式，随着其塑造的平台品牌效应以及收购前海帕拓逊获取的产品品牌效应的逐渐强化，公司竞争壁垒将逐渐清晰。\n\n在跨境出口电商行业高景气度持续且竞争极度分散的背景下，公司处于行业龙头地位，且“流量+品牌”的相对竞争优势明显，我们持续看好公司未来精细化管理模式下跨境出口业务内生高增长，以及规模效应带来的运营成本下降，预计2017-2019 年公司 EPS0.49、0.85、1.19 元，对应 PE 分别为 43、25、18 倍，我们给予“买入”评级。\n\n# 表 15：跨境通主要财务数据\n\n
财务摘要（百万元）2015A2016A2017E2018E2019E
营业收入3,9618,53716,39924,29431,435
(+/-)%370.51%115.53%92.10%48.14%29.40%
归属母公司净利润1683947061,2171,695
(+/-)%403.39%133.85%79.19%72.42%39.37%
每股收益（元）0.260.280.490.851.19
市盈率80.9476.7642.8424.8517.83
市净率6.677.114.703.963.26
\n\n# 8.5. 中国国航：拥有高品质航线资源，提价执行充分\n\n国航拥有高品质航线资源，随着国内经济复苏，受益公商务出行增加。国航立足北京，享有政治、经济等多重客源驱动因素，大量吸引公商务出行旅客，建立了以首都机场为核心，上海、深圳、成都三地机场为重要枢纽的节点布局，在北京、深圳、成都机场占据第一的市场份额。国际航线上，国航拥有欧美一线城市机场稀缺时刻���源。自 2016 年 8 月以来，国内 PMI 指数呈波动上升趋势，2017 年以来，国内经济稳中向好，5 月份 PMI 指数 51.2%，持续位于扩张区间。随着国内宏观经济回暖，商务出行需求提升，国航将受益国内核心机场卡位优势。"} +{"pdf_name": "20782771_49.pdf", "language": "zh", "markdown": "供需结构持续向好，率先执行提价策略。17Q1 国航运力投放（ASK）与旅客周转量(RPK)增速分别为 4.82%、7.76%，需求增速高于供给增速，供需结构持续向好，17Q1 国航整体客座率为 82.03%，同比提升 2.24pct。拥有优质航线资源的国航在 2017 年率先执行了提价策略，一线城市间的票价稳中有升，迎来量价齐升的良好局面。\n\n汇率油价等外围因素利好公司业绩。公司通过降低美元负债占比减少汇率波动影响，公司美元负债占比从 15 年的 73.48%下降至 16 年的 49.12%，人民币年初至今升值约 2.1%，汇兑损失同比将大幅改善。17 年国际油价上行承压，我们预计油价中枢约 50 美元，预计 17Q2-Q4 布伦特原油同比+13%、13%、4%，油价影响将环比改善。\n\n民航混改进程加快，国航货运具备升级空间。民航混改进程不断加快，东航物流目前已引入了战略合作者和员工持股计划，国航货运板块有望引入快递等战略投资者合作，将进一步推进货运改革升级，提升航空货运盈利能力。\n\n投资建议：我们认为航空业未来 3 年仍将保持相对较高景气，随着消费升级推动航空出行需求稳定增长，行业竞争格局将不断优化。在当前油价、汇率外围利好因素下，我们看好供需持续改善，提价执行充分，公商务旅客占比高的中国国航。预计公司 17、18、 19 年 EPS 为 0.58 元、 0.74 元、 0.88 元，对应 PE 为 17x、13x、 11x，给予“买入”评级。\n\n# 表 16：中国国航主要财务数据\n\n
财务摘要（百万元）2015A2016A2017E2018E2019E
营业收入108,929113,964124,623135,436146,434
(+/-)%3.91%4.62%9.35%8.68%8.12%
归属母公司净利润6,7746,8148,48310,74312,842
(+/-)%79.09%0.59%24.50%26.65%19.53%
每股收益（元）0.520.520.580.740.88
市盈率18.8518.7416.8313.1911.09
市净率1.771.611.571.371.20
\n\n# 8.6. 南方航空：国内线占比最高，旺季业绩弹性最大\n\n南航机队规模全亚洲第一。 南航是国内机队规模与旅客运输量第一的航空公司，截止 2016 年底，公司以 702 架的机队规模继续保持亚洲第一，南航以广州、北京、乌鲁木齐、重庆为四大核心枢纽，搭建航线网络：利用主基地广州区位优势，在澳洲、东南亚等国际航线具备优势，国内航线布局较为均衡。\n\n供需持续改善，盈利能力有望提升。公司机队规模保持平稳增长，预计2017-2019 年增速为 8.0%、7.8%和 5.5%，受益于经济结构转型升级、国际油价低位运行、居民消费升级等因素，航空客运市场将持续增长。伴随人民币汇率、油价因素负面影响趋弱，定价市场化推动票价水平整体逐步抬升，公司盈利能力将进一步增长。2016年公司实现归母净利 50.55 亿元，同比增长 31.3%，净利率同比增长 1pct 至 4.4%，17Q1 受油价上行影响，公司归母净利润为 15.50 亿元，同比减少 42.44%。\n\n油价影响逐季改善，汇兑超预期。由于减产协议延长不及预期，我们预计 17 年国际油价上行承压，油价中枢约 50 美元，低于前期市场预期，预计 17Q2-Q4 布伦特原油同比+13%、 13%、 4%， 较 17Q1 大幅改善；公司通过优化负债币种结构降低汇率敏感度，而人民币年初至今升值约 2.1%，预计到年底大幅贬值概率较低，汇兑损失同比亦将大幅改善。\n\n引入美航进行混改，北京新机场带来发展新机遇。 南航引进美航战略投资， 将"} +{"pdf_name": "3427012_20.pdf", "language": "zh", "markdown": "
表 14 截至 2018 末公司受限资产情况（单位：亿元、%）
科目名称账面价值受限部分受限占比
货币资金26.991.585.85
应收票据51.153.206.26
固定资产297.014.471.50
合计375.159.252.47
资料来源：根据公司提供资料整理
\n\n截��� 2018 年末，公司受限资产 9.25 亿元，占总资产比重 1.63%，占净资产比重 5.58%，其中货币资金为 1.58 亿元，应收票据为 3.20 亿元，固定资产为4.47 亿元。\n\n2018 年，公司盈利能力有所增强，债务收入渠道仍较通畅；清偿性偿债来源以固定资产和无形资产为主的可变现资产构成，受限资产占总资产和净资产比重低。\n\n偿债来源结构主要包括盈利、经营性净现金流、债务收入、可变现资产和外部支持。2018 年，公司盈利能力仍较强，经营性现金流净流入规模大幅增加，对利息和债务的保障能力有所增强；公司实现整体资产注入上市公司，融资渠道拓宽且多元，且能获得较多的政府补助。\n\n公司清偿性偿债来源为可变现资产，公司资产以固定资产、无形资产等非流动资产为主，受限资产占总资产和净资产比重低。\n\n# 偿债能力\n\n2018 年以来，公司总负债持续下降，仍以流动负债为主,资产负债率继续下降。\n\n2018 年末，公司总负债为 400.61 亿元，同比减少 3.43%，仍以流动负债为主，流动负债占比 80.03%，资产负债率和债务资本比率分别为 70.72%和 58.33%，同比分别下降 2.27 个百分点和 4.46 个百分点；2019 年 3 月末，公司总负债为391.28 亿元，较 2018 年末下降 2.33%，流动负债占比 81.17%，资产负债率和债务资本比率分别为 70.65%和 57.85%。"} +{"pdf_name": "3427012_21.pdf", "language": "zh", "markdown": "图 6 2016～2018 年末及 2019 年 3 月末公司负债情况\n\n数据来源：根据公司提供资料整理\n\n公司流动负债主要由一年内到期的非流动负债、应付票据及应付账款、短期借款、其他应付款和其他流动负债等构成。\n\n图 7 2018 年末公司流动负债构成\n\n数据来源：根据公司提供资料整理\n\n2018 年末，一年内到期的非流动负债为 79.68 亿元，同比增长 64.97%，主要是“14 淮北矿业 MTN001”、“14 淮北矿业 MTN002”及“14 淮北矿业 MTN003”转入所致；公司应付票据及应付账款为 74.04 亿元，同比增长 6.28%，其中应付账款和应付票据分别为 64.56 亿元和 9.48 亿元；公司短期借款为 57.76 亿元，同比下降 14.91%，其中信用借款为 55.78 亿元，保证借款为 1.82 亿元，质押借款为 0.16 亿元；同期，公司其他应付款为 47.68 亿元，同比增长 26.36%，主要是应付股利增加 24.01 亿元所致；其他流动负债为 33.19 亿元，同比增加 23.19亿元，主要是公司发行了两期短期融资券合计 18 亿元及一期超短期融资券 15 亿元所致。\n\n2019 年 3 月末，公司其他应付款为 30.98 亿元，较 2018 年末减少 35.02%，主要是应付股利减少所致；其他流动负债为 18.25 亿元，较 2018 年末减少 45.02%，主要是部分超短期融资券到期偿还所致；其他主要流动负债科目较 2018 年末变"} +{"pdf_name": "9239696_65.pdf", "language": "zh", "markdown": "# 四、 控股股东及实际控制人情况\n\n# (一) 控股股东情况\n\n# 1 法人\n\n□适用 √不适用\n\n# 2 自然人\n\n□适用 √不适用\n\n# 3 公司不存在控股股东情况的特别说明\n\n√适用 □不适用\n\n本公司不存在控股股东和实际控制人。截至报告期末，持有本公司股份总数 5%以上的股东共有 3 家，为中国华信、德拉克科技和长江通信，分别持有本公司 23.73%、23.73%和 15.82%的股份。本公司的股权结构分散，单一股东无法控制股东大会，也不存在股东之间通过协议或其他安排控制本公司半数以上表决权的情形。\n\n本公司共有 12 名董事，本公司股东向董事会推荐的董事在董事会席位的分配上比较均衡，其中，中国华信推荐的董事 3 名，德拉克科技推荐的董事 3 名，长江通信推荐的董事 2 名，单一股东无法控制董事会。\n\n本公司持股 5%以上的股东之间不存在一致行动关系。截至报告期末，本公司董事会没有收到相关股东关于存在一致行动关系的声明。\n\n综上，截至本报告发布日，本公司股权结构分散，单一股东无法控制董事会和股东大会，本公司持股 5%以上的股东之间不存在一致行动关系，并且也不存在虽不是本公司股东，但通过投资关系、协议或者其他安排能够实际支配本公司行为的主体，因此本公司不存在控股股东和实际控制人。\n\n# 4 报告期内控股股东变更情况的说明\n\n□适用 √不适用\n\n# 5 公司与控股股东之间的产权及控制关系的方框图\n\n□适用 √不适用\n\n# (二) 实际控制人情况\n\n# 1 法人\n\n□适用 √不适用\n\n# 2 自然人\n\n□适用 √不适用\n\n# 3 公司不存在实际控制人情况的特别说明\n\n√适用 □不适用\n\n请见本节“公司不存在控股股东情况的特别说明”\n\n# 4 报告期内公司控制权发生变更的情况说明\n\n□适用 ��不适用\n\n# 5 公司与实际控制人之间的产权及控制关系的方框图\n\n□适用 √不适用"} +{"pdf_name": "9239696_66.pdf", "language": "zh", "markdown": "# 6 实际控制人通过信托或其他资产管理方式控制公司\n\n□适用 √不适用\n\n# (三) 控股股东及实际控制人其他情况介绍\n\n□适用 √不适用\n\n# 五、 公司控股股东或第一大股东及其一致行动人累计质押股份数量占其所持公司股份数量比例达到 80%以上\n\n□适用 √不适用\n\n# 六、 其他持股在百分之十以上的法人股东\n\n√适用 □不适用\n\n单位：万元 币种：人民币\n\n
法人股东\n名称单位负\n责人或\n法定代\n表人成立日\n期组织机构\n代码注册资本主要经营业务或管理活动等情况
中国华信\n邮电科技\n有限公司袁欣1993\n年 1 月\n21 日9111000010\n0012711U500,000技术开发、技术推广、技术转让、技\n术咨询、技术服务；工程和技术研\n究与试验发展；销售计算机、软件\n及辅助设备、通讯设备、家用电器、\n建筑材料；承接通讯工程施工，承\n包境外机电工程和境内招标工程，\n进出口业务；计算机系统集成；计\n算机系统服务；软件开发；企业管\n理；市场调查；经济贸易咨询；企业\n管理咨询。
Draka \nComteq \nB.V. ( 荷\n兰德拉克\n通信科技\n有 限 公\n司)不适用2004\n年 5 月\n14 日不适用不适用经营应用于电信和数据通信的光\n纤、光缆、铜质电缆以及光缆、铜质\n电缆配件的业务，管理其他企业和\n公司，并对其提供资金支持，为第\n三方的债务提供担保，以及与上述\n事宜相关或有利于上述事宜的业\n务。
武汉长江\n通信产业\n集团股份\n有限公司熊向峰1996\n年 1 月\n2 日9142000030\n019146XY19,800通信、半导体照明和显示、电子、计\n算机技术及产品的开发、研制、生\n产、技术服务及销售；通信工程的\n设计、施工（须持有效资质经营）；\n通信信息咨询服务；经营本企业和\n成员企业自产产品及技术的出口业\n务、经营本企业和成员企业科研生\n产所需的原辅材料、仪器仪表、机\n械设备、零配件及技术的进口业务\n（国家限定公司经营和国家禁止进\n出口的商品及技术除外）；对外投\n资；项目投资。
情况说明不适用
"} +{"pdf_name": "20745385_9.pdf", "language": "zh", "markdown": "# 经济新常态下银行面临的内外部挑战\n\n银行之间的竞争，已经从以规模为导向，以获取市场份额为目的的跑马圈地式的“老战场”，转向以建立具备精细化、专业化管理能力的银行为标志的“新战场”。我们预计，未来以下挑战将成为影响公司业务最重要的因素：\n\n# 外部五大挑战\n\n挑战一，经济增长明显放缓，降低贷款需求。中国经济增长从2014年开始明显减速，GDP增速降至25年来的最低。出口及固定资产投资减速更为明显。大力推进的结构调整、去产能等措施将在短期内继续对经济增速造成影响。在最新的总理工作报告中，中央政府将2016年的GDP增速设定在6.5-7.0%。实体经济的疲软将直接影响公司银行的业绩。\n\n挑战二，融资杠杆攀升，信用风险持续累积，去杠杆压力巨大。中国的债务杠杆率已经达到GDP的2.9倍，隐藏着巨大的潜在信用风险。而中国银行业的整体不良贷款率已经连续17个季度上升，且短期内并无明显下降的迹象，对中国银行业目前看似充足的拨备产生巨大压力（见图2）。\n\n挑战三，利率市场化改革持续深化，挤压存贷业务息差。随着利率市场化改革的基本完成，传统公司银行赖以生存的息差逐渐收窄，靠简单的吸存放贷“躺着赚钱”的时代一去不复返。未来五年，中国银行业公司业务的净息差将延续过去几年的下降趋势，公司业务整体的净利润增速也将由过去几年的上升，转变成平稳但略显下行。（见图3）公司业务获利水平将进入“新常态”。\n\n图2\n\n中国银行业不良贷款、不良贷款率呈现持续上升的态势\n\n商业银行不良贷款、不良贷款率，2010-15年\n\n千亿人民币，百分比\n\n资料来源：银监会数据"} +{"pdf_name": "20745385_10.pdf", "language": "zh", "markdown": "图3经济继续下行以及息差的持续收窄导致公司银行净利开始下降\n\n资料来源：中国人民银行；银监会数据；麦肯锡分析\n\n挑战四，金融脱媒趋势加剧，挤占银行的市场份额。随着资本市场改革的深化、多层次资本市场建设，企业的直接融资渠道更加多元��。债券股票市场直接融资的规模快速增长，信贷融资的份额不断被蚕食。同时，互联网金融迅速崛起。两者相结合，传统银行以融资为主导的业务模式、市场份额面临巨大威胁，不做出及时的积极的应对，银行有被“边缘化”的可能（见图4）。\n\n挑战五，企业自金融模式的出现，导致银行优质客户流失。越来越多的超大型集团企业，正利用自身的行业整合能力、强大的现金流及对供应链的把握，逐步开始实现“自金融”模式，即资金需求与供给的内部循环。这些传统上公司银行的重点核心客户，摇身一变成了银行的合作伙伴甚至是竞争对手，抢了银行“饭碗”的同时，让银行深陷核心客户流失这一黑洞。\n\n# 内部六大挑战\n\n挑战一，缺乏行业专长，客户定位不清。经济高速发展时期，银行的行业研究形同虚设，往往只关注企业自身，而忽视行业性趋势，更遑论有目的性地对客户进行目标行业的选择。这导致大部分国内银行缺乏对行业、市场深入而科学的研究，无法制定明晰而细分的客户战略。前线团队外出营销时由于缺乏指引而产生“乱枪打鸟”的低效现象，在市场上缺乏精耕细作、在客户拓展上简单“垒大户”，缺乏对客户需求与业务机会的深挖。\n\n挑战二，经营模式粗放，业务模式单一，产品能力欠缺。国内银行的公司业务，其传统模式可以归结为“资产拉动”。这一模式的直接后果，就是导致公司业务产品条线发展迟缓，客户经理只知贷款，不知其他。一旦要求向多产品的综合化金融方案业务模"} +{"pdf_name": "11759438_77.pdf", "language": "zh", "markdown": "# 2.3 ISSUED BUT NOT YET EFFECTIVE HONG KONG FINANCIAL REPORTING STANDARDS (Continued)\n\nAmendments to HKFRS 3 clarify and provide additional guidance on the definition of a business. The amendments clarify that for an integrated set of activities and assets to be considered a business, it must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. A business can exist without including all of the inputs and processes needed to create outputs. The amendments remove the assessment of whether market participants are capable of acquiring the business and continue to produce outputs. Instead, the focus is on whether acquired inputs and acquired substantive processes together significantly contribute to the ability to create outputs. The amendments have also narrowed the definition of outputs to focus on goods or services provided to customers, investment income or other income from ordinary activities. Furthermore, the amendments provide guidance to assess whether an acquired process is substantive and introduce an optional fair value concentration test to permit a simplified assessment of whether an acquired set of activities and assets is not a business. The Group expects to adopt the amendments prospectively from 1 January 2020.\n\n2.3 已頒佈但尚未生效之香港財務報告準則（續）\n\n香港財務報告準則第3號修訂本澄清並額外提供有關業務定義之指引。該等修訂本澄 清，就一系列綜合活動及資產而言，其須至少包括一項投入及一個實質性過程，可共同對創造產出之能力作出明顯貢獻，方會被視為業務。業務可在不包括創造產出所需之所有投入及過程之情況下存在。該等修訂本 移除了對市場參與 者能否獲 取業務並繼續創造產出之評估。相反，其側重所獲取之投入及所獲取之實質性過程能否共同對創造產出之能力作出明顯貢獻。該等 修訂 本亦縮小了產出之 定 義，轉而側重向客戶提供之貨品或服務、投資收入或一 般 活動所產生 之其他 收 入。此外，該等修訂本在評估所獲取之過程是否具有實質性方面提供了指引，並引入可選之公平值集中測試，以准許對所獲取之一系列活動及資產是否並非業務作出簡化評估。本集團預期將自二零二零年一月一日起以未來適用法採納該等修訂本。"} +{"pdf_name": "11759438_78.pdf", "language": "zh", "markdown": "# 2.3 ISSUED BUT NOT YET EFFECTIVE HONG KONG FINANCIAL REPORTING STANDARDS (Continued)\n\nHKFRS 16 replaces HKAS 17 Leases, HK(IFRIC)-Int 4 Determining whether an Arrangement contains a Lease, HK(SIC)-Int 15 Operating Leases — Incentives and HK(SIC)-Int 27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease. The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to recognise assets and liabilities for most leases. The standard includes two elective recognition exemptions for lessees — leases of low-value assets and short-term leases. At the commencement date of a lease, a lessee will recognise a liability to make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the lease term (i.e., the right-of-use asset). The right-of-use asset is subsequently measured at cost less accumulated depreciation and any impairment losses unless the right-of-use asset meets the definition of investment property in HKAS 40, or relates to a class of property, plant and equipment to which the revaluation model is applied. The lease liability is subsequently increased to reflect the interest on the lease liability and reduced for the lease payments. Lessees will be required to separately recognise the interest expense on the lease liability and the depreciation expense on the right-of-use asset. Lessees will also be required to remeasure the lease liability upon the occurrence of certain events, such as change in the lease term and change in future lease payments resulting from a change in an index or rate used to determine those payments. Lessees will generally recognise the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset. Lessor accounting under HKFRS 16 is substantially unchanged from the accounting under HKAS 17. Lessors will continue to classify all leases using the same classification principle as in HKAS 17 and distinguish between operating leases and finance leases. HKFRS 16 requires lessees and lessors to make more extensive disclosures than under HKAS 17. Lessees can choose to apply the standard using either a full retrospective or a modified retrospective approach. The standard will affect primarily the accounting for Group’s operating leases. As at the reporting date, the Group has non-cancellable operating lease commitments of HK\\$2,177,000. However, the Group has not yet determined to what extent these commitments will result in the recognition of an asset and a liability for future payments and how this will affect the Group’s profit and classification of cash flows.\n\nSome of the commitments may be covered by the exception for short-term and low value leases and some commitments may relate to arrangements that will not qualify as leases under HKFRS 16.\n\nThe Group will apply the standard from its mandatory adoption date of 1 January 2019. The Group intends to apply the simplified transition approach and will not restate comparative amounts for the year prior to first adoption. Right-of-use assets for property leases will be measured on transition as if the new rules had always been applied. All other right-of-use assets will be measured at the amount of the lease liability on adoption (adjusted for any prepaid or accrued lease expenses).\n\n2.3 已頒佈但尚未生效之香港財務報告準則（續）\n\n香港財務報告準則第16號取代香港會計準則第17號「租賃」、香港（國際財務報告詮釋委員會）— 詮釋第4號「釐 租賃」、定安排是否包括香 港（常 務 詮 釋 委員會）— 詮釋第15號「經營租賃 — 優惠」及香港（常務詮釋委員會）— 詮釋第27號「評估涉及租賃法律形 、式 交 易 之 內 容」。該準則載列確認、計量呈列及披露租賃之原則，並要求承租人就大多數租賃確認資產及負債。該準則包括給予承租人兩項租賃確認豁免 — 低價值資產租賃及短期租賃。於租賃開始日期，承租人將確認於租賃期內支付租賃款項 之負債（即租 賃負債）及代 表相關資 產 使用權之資 產（即 使 用權資 產）。除非 使 用權資產符合香港會計準則第40號內投資物業之定義或與應用重估模型之物業、廠房及設備類別有關，否則使用權資產其後按成本減累計折舊及任何減值虧損計量。租賃負債其後會就反映租賃負債利息而增加及因支付租賃款項而減少。承租人將須分別確認租賃負債之利息開支及使用權資產之折舊開支。承租人亦須於若干事件發生時重新計量租賃負債，例如由於租賃期變更或用於釐定日後租賃款項之指數或比率變更而引致該等款項變更。承租人普遍將重新計量租賃負債之金額確認為對使用權資產之調整。香港財務報告準則第16號下之出租人會計法與香港會計準則第17號下之會計法相比並無重大變動。出租人將繼續利用香港會計準則第17號內之同一分類原則將所有租賃分類，並會區分經營租賃及融資租賃。香港財務報告準則第16號規定承租人及出租人作出較香港會計準則第17號項下者更為廣泛之披露。承租人可選擇於應用該準則時採用全面追溯或經調整之追溯方法。該準則將主要影響本集團之經營租 賃會計處理。於報告日期，本集團之不可撤銷經營租賃承擔為2,177,000港元。然而，本集團尚未釐 定將因該等承擔之日後款項而確認之資產及負債金額，以及其將對本集團溢利及現金流量分類之影響。\n\n部分承擔可應用短期及低價值租賃之豁免，而部分承擔則可能與根據香港財務報告準則第16號不合資格成為租賃之安排有關。\n\n本集團將於二零一九年一月一日強制採納日期採納該準則。本集團計劃採納簡單過渡法，首次採納前之年度比較資料不會重列。物業租賃之使用權資產將於過渡時計量，猶如一直應用新準則。所有其他使用權資產將按於採納時之租賃負債金額計量（並 就任 何 預付 或 應 計 租 賃開支調 整）。"} +{"pdf_name": "4038592_13.pdf", "language": "zh", "markdown": "
公司及子公司为股东、实际控制人及其关联方提供担保0.00
直接或间接为资产负债率超过 70%的被担保对象提供的债务担保金额0.00
公司担保总额超过净资产 50%（不含本数）部分的金额0.00
\n\n# 清偿和违规担保情况：\n\n2016 年 11 月 30 日，有限公司与杭州联合农村商业银行股份有限公司丰潭支行签订《最高额保证合同》，为杭州德购信息科技有限公司与杭州联合农村商业银行股份有限公司丰潭支行于 2016 年 11月 30 日至 2019 年 11 月 29 日期间发生的最高额 2,000,000.00 元借款提供保证担保。公司未发生为担保对象清偿和违规担保情况。\n\n# (二) 报告期内公司发生的偶发性关联交易情况\n\n单位：元\n\n
关联方交易内容交易金额是否履行必要\n决策程序临时公告披露\n时间临时公告编号
杭州余杭信息港科\n技有限公司采购网络设\n备300,000.00是2018 年 6 月\n28 日2018-010
周智刚股权转让0.00是2018 年 6 月\n29 日2018-011
\n\n# 偶发性关联交易的必要性、持续性以及对公司生产经营的影响：\n\n上述关联交易是公司业务发展及生产经营及业务发展的正常所需，是合理的、必要的，有利于公司稳健经营，为公司发展提供支持。\n\n# (三) 承诺事项的履行情况\n\n为避免将来产生同业竞争，公司实际控制人、董事、监事、高级管理人员出具了《避免同业竞争承诺函》，表示如下：\n\n“本人及本人关系密切的家庭成员，将不在中国境内外直接或间接从事或参与任何在商业上对公司构成竞争的业务及活动；将不直接或间接开展对公司有竞争或可能构成竞争的业务、活动或拥有与公司存在同业竞争关系的任何经济实体、机构、经济组织的权益；或以其他任何形式取得该经济实体、机构、经济组织的控制权；或在该经济实体、机构、经济组织中担任总经理、副总经理、财务负责人、营销负责人及其他高级管理人员或核心技术人员。”\n\n公司实际控制人、董事、监事和高级管理人员出具书面承诺：\n\n“（1）自本承诺函出具之日起，本人在持有宝隆科技或者担任宝隆科技董事/监事/高级管理人员期间，将不以任何理由和方式占有宝隆科技及其控股子公司的资金及其他任何资产，确保宝隆科技的业务独立、资产完整、人员独立、财务独立，减少、避免不必要的关联交易；"} +{"pdf_name": "4038592_14.pdf", "language": "zh", "markdown": "（2）对于无法避免的关联交易，将严格按照市场公开、公平、公允的原则，参照市场通行的标准，确定交易价格，依法签订并将严格和善意地履行关联交易合同，不会向宝隆科技谋求任何超出上述规定以外的利益或收益；\n\n（3）严格遵守《公司章程》及《关联交易管理办法》的相关规定，履行关联股东及关联董事回避表决程序，确保关联交易程序合法，关联交易结果公平、合理；\n\n（4）严格遵守有关关联交易的信息披露规则；\n\n（5）如因本人及本人控制的公司违反上述承诺，给宝隆科技及其控股子公司造成经济损失的，本人同意无条件给予全部赔偿；目前上述人员严格履行上述承诺。"} +{"pdf_name": "11710035_35.pdf", "language": "zh", "markdown": "董事會會議（「董事會會議」）每年最少舉行四次，約每季一次。本年度之定期董事會會議乃預先安排，並會向董事發出最少14日通知，使其有機會出席會議。全體董事均獲機會將討論事項納入董事會會議議程。董事可親身出席會議或透過會議電話或類似通訊設備（所有參與會議人士均能互相溝通）之方式參與會議。\n\n除定期董事會會議外，董事會董事長亦在其他執行董事不在場的情況下與全體獨立非執行董事舉行了一次會議。\n\n本年度共舉行18次董事會會議、一次股東特別大會及一次本公司股東周年大會（「二零二零年股東周年大會」），各董事出席該等會議的情況載列如下：\n\nMeetings of the Board (the “Board Meetings”) are held at least four times a year at approximately quarterly intervals. Regular Board Meetings of the year are scheduled in advance and at least 14 days’ notice is given to Directors so as to give them an opportunity to attend. All Directors are given an opportunity to include matters in the agenda for the Board Meetings. The Directors may attend a meeting in person or may participate by means of a conference telephone or similar communication equipment by means of which all persons participating in the meeting are capable of hearing each other.\n\nApart from the regular Board Meetings, the chairman of the Board also held a meeting with all independent non-executive Directors, without the presence of the other executive Directors.\n\nDuring the Year, 18 Board Meetings, 1 extraordinary general meeting and the annual general meeting of the Company (“2020 AGM”) were held, at which the attendance of each Director is set out as follows:\n\n
（出席╱舉行）會議次數\nNumber of Meetings \n(Attended/Held)
董事會會議 \nBoard \nMeetings股東特別大會\nExtraordinary \nGeneral \nMeeting二零二零年\n股東周年大會\n2020 AGM
執行董事 Executive Directors
韓慶平先生 Mr. Han Qinigpng18/181/11/1
李磊先生（附註(1)） Mr. Li Lei (Note (1))15/15不適用N/A1/1
許峻先生 Mr. Xu Jun18/181/11/1
王光輝先生 Mr. Wang Guanhgui18/181/11/1
劉志偉先生（附註(2)） Mr. Liu Zhiwei (Note (2))18/181/11/1
獨立非執行董事 Independent Non-Executive Directors
劉斐先生（附註(3)） Mr. Lau Fai Lawrence (Note (3))15/15不適用N/A1/1
吳君棟先生 Mr. Gordon Ng18/181/11/1
李大鵬先生 Mr. Li Dapeng18/181/11/1
簡麗娟女士（附註(4)） Ms. Kan Lai Kuen, Alice (Note (4))3/31/1不適用N/A
"} +{"pdf_name": "11710035_36.pdf", "language": "zh", "markdown": "附註：\n\n(1) 於二零二零年三月十八日獲委任為執行董事\n\n(2) 於二零二一年四月十五日辭任執行董事\n\n(3) 於二零二零年三月十八日獲委任為獨立非執行董事\n\n(4) 於二零二零年三月十八日辭任獨立非執行董事\n\n董事會負責釐定須由全體董事會決定的事宜，包括（但不限於）整體策略及長期目標、新業務活動、年度預算、業務規劃及財務報表、中期及全年業績公佈、重大資產收購及出售事項、投資、資本項目及承擔、年度內部監控評核、資金及風險管理政策以及關連交易。\n\n董事會已授權管理層負責管理及行政職能之日常工作，包括（但不限於）實施及達成董事會所設定之策略及目標，監督各業務單位╱部門之表現，以及監察及實施適當之風險管理及內部監控制度。\n\nNote:\n\n(1) appointed as an executive director on 18 March 2020\n\n(2) resigned as an executive director on 15 April 2021\n\n(3) appointed as an independent non-executive director on 18 March 2020\n\n(4) resigned as an independent non-executive director on 18 March 2020\n\nThe Board is responsible for determining those matters that are to be retained for full Board including, but not limited to, overall strategy and long-term objectives, new business activities, annual budgets, business plans and financial statements, interim and final results announcements, material acquisitions and disposals of assets, investments, capital projects and commitments, annual internal control assessment, funding and risk management policies as well as connected transactions.\n\nThe Board has delegated the day-to-day responsibility in respect of management and administrative functions to management including, but not limited to, implementing and achieving the strategies and objectives set by the Board as well as overseeing the performance of different business units/departments and monitoring and implementing proper risk management and internal controls systems."} +{"pdf_name": "2550834_6.pdf", "language": "zh", "markdown": "图 11：秦皇岛煤炭库存（万吨）\n\n资料来源：Wind，民生证券研究院\n\n图 12：广州港煤炭库存（万吨）\n\n资料来源：Wind，民生证券研究院\n\n图 13：京唐港煤炭库存（万吨）\n\n资料来源：Wind，民生证券研究院\n\n图 14：秦皇岛动力煤价格走势（元/吨）\n\n资料来源：Wind，民生证券研究院\n\n图 15：广州港动力煤价格走势（元/吨）\n\n资料来源：Wind，民生证券研究院"} +{"pdf_name": "2550834_7.pdf", "language": "zh", "markdown": "图 16：大��煤业所在地煤价走势（元/吨）\n\n资料来源：Wind，民生证券研究院\n\n图 17：安源煤业所在地煤价走势（元/吨）\n\n资料来源：Wind，民生证券研究院\n\n图 18：BDI 指数\n\n资料来源：Wind，民生证券研究院\n\n图 19：中国沿海煤炭运价及指数\n\n资料来源：Wind，民生证券研究院\n\n图 20：环渤海动力煤价格指数走势\n\n资料来源：Wind，民生证券研究院\n\n图 21：环球电子平台煤价走势\n\n资料来源：Wind，民生证券研究院\n\n# （三）无烟煤\n\n截止 12 月 30 号，山西坑口无烟煤价以稳定为主，阳泉无烟末煤 590 元/吨，晋城无烟中块 850 元/吨，晋城无烟末煤 670 元/吨。截至 2016 年 12 月 30 日，阳泉无烟末煤报价590 元/吨，基本与上周持平。阳泉洗中块报价 770 元/吨，基本与上周持平。阳泉洗小块报价 700 元/吨，基本与上周持平。晋城无烟末煤报价 670 元/吨，基本与上周持平。晋城"} +{"pdf_name": "2539886_15.pdf", "language": "zh", "markdown": "
监事会人数：3
高级管理人员人数：4
\n\n# 董事、监事、高级管理人员相互间关系及与控股股东、实际控制人间关系：\n\n公司股东许可和陈铮铮系夫妻关系。除此之外，其他董事、监事、高级管理人员之间无关联关系。\n\n# (二) 持股情况\n\n单位：股\n\n
姓名职务期初持普通\n股股数数量变动期末持普通\n股股数期末普通股\n持股比例期末持有股\n票期权数量
许可董事长、经理5,400,00005,400,00041.73%0
龚旭东董事、副经理4,000,00004,000,00030.91%0
陈铮铮董事600,0000600,0004.64%0
ZhuYaocan董事0000.00%0
朱亚芳董事、财务负\n责人0000.00%0
苏长蕾董事会秘书0000.00%0
谢富国监事0000.00%0
李秉监事会主席0000.00%0
合计-10,000,000010,000,00077.28%0
\n\n# (三) 变动情况\n\n
信息统计董事长是否发生变动□是 √否
总经理是否发生变动□是 √否
董事会秘书是否发生变动√是 □否
财务总监是否发生变动□是 √否
\n\n# 报告期内董事、监事、高级管理人员变动详细情况：\n\n√适用 □不适用\n\n
姓名期初职务变动类型期末职务变动原因
苏长蕾新任董事会秘书更好协调董事会事宜
吕勇刚董事会秘书离任工作职责变化
\n\n# 报告期内新任董事、监事、高级管理人员简要职业经历\n\n√适用 □不适用\n\n先后任职于安徽生物医学研究所，微领地创客空间运营管理股份有限公司财务部，2017 年 4 月25 日入职上海万雍科技股份有限公司，目前任命担任公司董事会秘书职务。"} +{"pdf_name": "2539886_16.pdf", "language": "zh", "markdown": "# 二、 员工情况\n\n# (一) 在职员工（公司及控股子公司）基本情况\n\n
按工作性质分类期初人数期末人数
销售人员1816
技术人员2632
行政管理人员1212
财务人员44
员工总计6064
\n\n
按教育程度分类期初人数期末人数
博士00
硕士20
本科3133
专科2629
专科以下12
员工总计6064
\n\n# 员工薪酬政策、培训计划以及需公司承担费用的离退休职工人数等情况：\n\n根据公司 2018 年业务发展目标，提高员工的素质修养、技术水平、特制定以下年度培训计划：\n\n# 一．外部培训\n\n1. 厂家认证培训 1 场。\n\n2. 系统集成三级资质项目经理人培训 4 人参加\n\n# 二. 内部培训\n\n1. 新员工培训 5 场\n\n2. 职���素养类培训 3 场\n\n3. 管理类培训 2 场\n\n4. 专业知识类培训 4 场\n\n公司无需要承担费用的离退休职工。\n\n# (二) 核心人员（公司及控股子公司）基本情况\n\n# 核心员工：\n\n√适用 □不适用\n\n
姓名岗位期末普通股持股数量
刘汉朝存储工程师0
李秉监事0
\n\n# 其他对公司有重大影响的人员（非董事、监事、高级管理人员）：\n\n□适用 √不适用\n\n# 核心人员的变动情况："} +{"pdf_name": "2130030_10.pdf", "language": "zh", "markdown": "天夏智慧 6 月 20 日午间公告，6 月 19 日，公司董事会审议通过《关于公司全资子公司拟投资设立智慧城市产业孵化基金的议案》，同意公司全资子公司杭州天夏科技集团有限公司参股设立杭州天夏睿兴投资管理合伙企业\n\n# 【易华录】签署北京智慧城市产业基金合伙协议\n\n易华录 19 日晚间发布公告，公司近日与易华录力鼎、北京经信委、房山城投等单位共同签署了《北京智慧城市产业基金（有限合伙）合伙协议》（以下简称“合伙协议”）。此基金规模为 10 亿元人民币，其中，易华录作为有限合伙人出资 2 亿元。\n\n# 【泰豪科技】第一大股东同方股份计划增持 3 亿至 5 亿元\n\n泰豪科技(600590)19 日晚间公告，公司第一大股东同方股份(600100)计划自 6 月 19日起 12 个月内增持不低于 3 亿元，不超过 5 亿元，增持价格不高于 20 元/股。增持股份的资金为同方股份自有资金、银行贷款。\n\n# 7. 风险提示\n\n人工智能行业渗透不达预期。"} +{"pdf_name": "2130030_11.pdf", "language": "zh", "markdown": "# 分析师简介\n\n# 喻言\n\n中国科学院大学、中科院计算所计算机系统结构博士，北京航空航天大学电子信息工程本硕。计算机行业高级研究员。曾任职华创证券研究所计算机助理研究员，华泰证券研究所计算机研究员。\n\n# 联系人简介\n\n# 叶盛\n\n计算机行业研究员，西安交通大学工业工程专业学士，中央财经大学金融专业硕士，2015 年加盟东兴证券研究所，曾从事机械行业研究，现从事计算机、互联网行业研究。\n\n# 夏清莹\n\n计算机行业研究员，英国拉夫堡大学、银行与金融学硕士，2016 年 4 月加入东兴证券研究所，专注互联网金融、人工智能以及次新股等研究领域。\n\n# 分析师承诺\n\n负责本研究报告全部或部分内容的每一位证券分析师，在此申明，本报告的观点、逻辑和论据均为分析师本人研究成果，引用的相关信息和文字均已注明出处。本报告依据公开的信息来源，力求清晰、准确地反映分析师本人的研究观点。本人薪酬的任何部分过去不曾与、现在不与，未来也将不会与本报告中的具体推荐或观点直接或间接相关。"} +{"pdf_name": "2150565_3.pdf", "language": "zh", "markdown": "# 公司重要公告：\n\n#  【三一重工】（600031）：\n\n# 1. 关于 2016 年股权激励计划预留授予股票期权与限制性股票登记完成的公告\n\n12 月 1 日公告，公司 2016 年股权激励计划预留授予的股票期权与限制性股票已于中登公司上海分公司登记完成。本次授予过程中，分别有 17 名、52名激励对象因个人原因自愿放弃股票期权与限制性股票各 104.80 万份与118.0137 万股。授予登记前，公司股份总数 7,643,620,792 股，其中有限售条件股份 49,806,463 股，占比 0.65%，三一集团持股占比 39.44%；授予登记后，公司股份总数 7,654,440,655 股，有限售条件股份 60,626,326 股，占比 0.79%，三一集团持股占比 39.38%，仍为公司控股股东。\n\n#  【康尼机电】（603111）：\n\n# 1. 发行股份及支付现金购买资产并募集配套资金暨关联交易报告书\n\n12 月 1 日公告，公司重组交易方案分为发行股份及支付现金购买资产和发行股份募集配套资金两部分，具体包括：1）公司通过发行股份及支付现金向廖良茂等 16 位自然人、众旺昕等 4 家机构购买其持有的龙昕科技 100%股权，本次发行股份及支付现金购买资产完成后，上市公司将拥有龙昕科技 100%的股权；2）公司拟发行股份募集配套资金不超过 111,264万元，用于支付标的资产现金对价和交易相关费用。本次发行股份及支付现金购买资产不以募集配套资金的成功实施为前提，最终募集配套资金发行成功与否不影响本次发行股份及支付现金购买资产行为的实施。\n\n本次交易标的资产价格为 340,000 万元，占公司合并报表净资产比例超过50%，且超过 5,000 万元，按照《重组办法》的规定，构成重大资产重组。本次交易完成后，交易对方合计持股比例预计将超过 5%，构成关联交易。本���交易前，上市公司股权结构较为分散，不存在实际控制人，第一大股东是资产经营公司，持股比例为 11.52%。本次交易后，不考虑配套募集资金影响，上市公司第一大股东仍将是资产经营公司，所持股票占发行后总股本的比例为 9.50%。本次交易不会导致公司控制权的变化，不构成重组上市。\n\n#  【精测电子】（300567）：\n\n# 1. 关于公司持股 5%以上股东减持计划的预披露公告\n\n12 月 1 日公告，因自身资金需要，持本公司股份 8,100,000 股（占本公司总股本比例 9.89%）的西藏比邻医疗科技产业中心（有限合伙）计划减持期间内拟减持不超过公司总股本 9.89%的股份，即 8,100,000 股；持本公司股份10,476,000 股（占本公司总股本比例 12.79%）的股东、董事、总经理陈凯先生计划减持期间内拟减持不超过公司总股本 1.23%的股份，即 1,000,000股。"} +{"pdf_name": "2150565_4.pdf", "language": "zh", "markdown": "# 本周行业动态：\n\n#  工程机械\n\n# 1. 11 月中国制造业采购经理指数(PMI)为 51.8%，上升 0.2个百分点\n\n中国起重机械网 12 月 2 日消息，国家统计局数据显示，2017 年 11 月 PMI为 51.8%，比上月上升 0.2个百分点，制造业继续保持稳中有升的发展态势。分企业规模看，大型企业 PMI 为 52.9%，比上月微落 0.2 个百分点，继续在扩张区间内平稳运行;中型企业 PMI为 50.5%，比上月上升 0.7个百分点，重回临界点之上;小型企业 PMI 为 49.8%，比上月回升 0.8 个百分点，抵近临界点。从分类指数看，在构成制造业 PMI 的 5 个分类指数中，生产指数、新订单指数高于临界点，原材料库存指数、从业人员指数和供应商配送时间指数低于临界点。\n\n# 2. 11 月钢价一路上扬\n\n中国起重机械网 12月 2 日消息，截止 11月 28 日，11月钢价走出一路上扬的态势，钢材综合价格指数月环比上涨 5.22%，分品种看，长材价格指数上涨 7.74%，扁平材价格指数上涨 2.18%。铁矿石综合价格指数月环比上涨0.75%，其中进口矿价格指数上涨 0.38%，国产矿价格指数上涨 1.75%，基本符合预期。展望 12月钢铁市场，钢材价格仍有上涨空间，但要谨防高位调整。\n\n# 3. 我国将以工业互联网为抓手加快发展先进制造业\n\n中华机械网 11 月 29 日消息，国务院日前印发《关于深化“互联网+先进制造业”发展工业互联网的指导意见》，提出增强工业互联网产业供给能力，持续提升我国工业互联网发展水平，深入推进“互联网+”，形成实体经济与网络相互促进、同步提升的良好格局，并提出分 2025 年、2035 年和 21 世纪中叶“三步走”的目标。先进制造业的重心是智能制造，目前我国工业互联网有智能化生产、智能化产品、网络协同制造、个性化定制等四种模式，旨在通过数据应用与智能连接，提升生产效率和质量，创造精准供给。\n\n# 4. 《增强制造业核心竞争力三年行动计划（2018—2020年）》发布\n\n中国经济网 11 月 27日消息，为加快发展先进制造业，推动互联网、大数据、人工智能和实体经济深度融合，突破制造业重点领域关键技术实现产业化，国家发展改革委近日印发《增强制造业核心竞争力三年行动计划（ 2018—2020 年）》，部署加快推进制造业智能化、绿色化、服务化，切实增强制造业核心竞争力，推动我国制造业加快迈向全球价值链中高端。\n\n《行动计划》提出，到“十三五”末，轨道交通装备等制造业重点领域突破一批重大关键技术实现产业化，形成一批具有国际影响力的领军企业，打造一批中国制造的知名品牌，创建一批国际公认的中国标准，制造业创新能力明显提升、产品质量大幅提高、综合素质显著增强。\n\n《行动计划》提出，在轨道交通装备、高端船舶和海洋工程装备、智能机器人、智能汽车、现代农业机械、高端医疗器械和药品、新材料、制造业智能化、重大技术装备等重点领域，组织实施关键技术产业化专项，并将从加强支撑体系建设、优化完善激励政策、强化金融政策扶持、加大国际合作力度等方面提供政策支持。\n\n#  轨交装备"} +{"pdf_name": "1973894_12.pdf", "language": "zh", "markdown": "图 21：有色金属综合价格 2017Q3 在绝对值高位基础上大幅上涨\n\n资料来源：Wind，中国银河证券研究部\n\n# （六）库存占资产比例略微下滑，库存周转天数维持低位\n\n2017 年二季度有色金属行业整体存货占总资产比例为 14.44%，环比略微下降；有色金属行业整体库存周转天数也处于历史低位。2017Q2 的有色金属行业整体存货占总资产比较2017Q1 环比下降 0.14 个百分点至 14.44%；2017Q2 度库存周转天数从 2017Q1 的 69 天���降至57 天。这主要是由于季节性原因，一季度通常是产业链上下游生产的淡季，会导致每年一季度的存货占比与存货周转天数偏高，并在二季度有所下降。但 2017 年二季度 14.44%的存货资产比与 57 天的存货周转天数仍处于近些年的绝对低位，大幅低于 2010 年以来二季度的平均水平（16.49%、65 天）。有色金属行业整体 2017Q2 存货占总资产比例与存货周转天数都处于历史低位，这表明有色金属企业在行业回暖、价格回升、盈利恢复的状态下仍然保持低库存的状态，并没有显示出明显的补库存现象。我们认为这或许与环保、供给侧改革压力下企业生产受限、企业处于资产负债表与现金流修复前期无力大规模补库存，企业无法看清下游长期需求趋势有关。但如此低的库存状态，若是叠加经济超预期的反弹下游需求好转，有色金属价格易涨难跌。\n\n图 22：有色金属行业整体库存占总资产比例触底反弹，但仍处于历史低位\n\n资料来源：Wind，中国银河证券研究部"} +{"pdf_name": "1973894_13.pdf", "language": "zh", "markdown": "图 23：有色金属行业整体存货周转天数处于历史低位\n\n资料来源：Wind，中国银河证券研究部\n\n从子行业来看，因季节性扰动所有二级子行业 2017Q2 的存货周转天数较 2017Q1 环比都有所下降，但黄金和稀有金属板块的存货周转天数较 2016Q2 同比有所升高，而金属非金属新材料板块 2017Q2 的存货周转天数同比大幅下降，去库存明显。三级子行业中，钨、锂、金属新材料、磁性材料、非金属新材料 2017Q2 的库存周转天数环比、同比皆有大幅的下降，运营效率明显提升。\n\n表 7：有色金属行业存货周转天数\n\n
2016Q12016Q22016Q32016Q42017Q12017Q2
有色金属行业整体76.3858.8753.5354.0369.4457.15
工业金属67.4948.2939.4042.6555.0143.25
铝94.9871.3955.0349.0560.4352.76
铜45.8031.2327.2032.4644.5432.32
铅锌109.4483.7671.3078.0986.2477.61
黄金68.0554.8770.9853.6779.6670.59
稀有金属156.00103.12108.38114.14115.51106.99
稀土595.74346.24334.35191.07215.00237.91
钨208.14170.11180.26147.29159.74125.14
锂142.59200.25173.85137.19161.31125.55
钴229.89224.24166.17169.74155.78203.98
其他稀有小金属97.5959.5565.7687.3084.3575.03
金属非金属新材料164.77139.38126.52103.19131.43114.12
金属新材料212.99177.13192.94137.83172.94149.59
磁性材料90.7583.4966.9167.8480.9269.75
非金属新材料207.94176.44143.24106.18156.63141.53
\n\n资料来源：Wind，中国银河证券研究部"} +{"pdf_name": "2055061_2.pdf", "language": "zh", "markdown": "#  公司评级体系\n\n# 收益评级：\n\n买入 — 未来 6-12 个月的投资收益率领先沪深 300 指数 15%以上；\n\n增持 — 未来 6-12 个月的投资收益率领先沪深 300 指数 5%至 15%；\n\n中性 — 未来 6-12 个月的投资收益率与沪深 300 指数的变动幅度相差-5%至 5%；\n\n减持 — 未来 6-12 个月的投资收益率落后沪深 300 指数 5%至 15%；\n\n卖出 — 未来 6-12 个月的投资收益率落后沪深 300 指数 15%以上；\n\n# 风险评级：\n\nA — 正常风险，未来 6-12 个月投资收益率的波动小于等于沪深 300 指数波动；\n\nB — 较高风险，未来 6-12 个月投资收益率的波动大于沪深 300 指数波动；\n\n# 分析师声明\n\n王书伟、李倩倩声明，本人具有中国证券业协会授予的证券投资咨询执业资格，勤勉尽责、诚实守信。本人对本报告的内容和观点负责，保证信息来源合法合规、研究方法专业审慎、研究观点独立公正、分析结论具有合理依据，特此声明。\n\n#  本公司具备证券投资咨询业务资格的说明\n\n安信证券股份有限��司（以下简称“本公司”）经中国证券监督管理委员会核准，取得证券投资咨询业务许可。本公司及其投资咨询人员可以为证券投资人或客户提供证券投资分析、预测或者建议等直接或间接的有偿咨询服务。发布证券研究报告，是证券投资咨询业务的一种基本形式，本公司可以对证券及证券相关产品的价值、市场走势或者相关影响因素进行分析，形成证券估值、投资评级等投资分析意见，制作证券研究报告，并向本公司的客户发布。\n\n#  免责声明\n\n本报告仅供安信证券股份有限公司（以下简称“本公司”）的客户使用。本公司不会因为任何机构或个人接收到本报告而视其为本公司的当然客户。\n\n本报告基于已公开的资料或信息撰写，但本公司不保证该等信息及资料的完整性、准确性。本报告所载的信息、资料、建议及推测仅反映本公司于本报告发布当日的判断，本报告中的证券或投资标的价格、价值及投资带来的收入可能会波动。在不同时期，本公司可能撰写并发布与本报告所载资料、建议及推测不一致的报告。本公司不保证本报告所含信息及资料保持在最新状态，本公司将随时补充、更新和修订有关信息及资料，但不保证及时公开发布。同时，本公司有权对本报告所含信息在不发出通知的情形下做出修改，投资者应当自行关注相应的更新或修改。任何有关本报告的摘要或节选都不代表本报告正式完整的观点，一切须以本公司向客户发布的本报告完整版本为准，如有需要，客户可以向本公司投资顾问进一步咨询。\n\n在法律许可的情况下，本公司及所属关联机构可能会持有报告中提到的公司所发行的证券或期权并进行证券或期权交易，也可能为这些公司提供或者争取提供投资银行、财务顾问或者金融产品等相关服务，提请客户充分注意。客户不应将本报告为作出其投资决策的惟一参考因素，亦不应认为本报告可以取代客户自身的投资判断与决策。在任何情况下，本报告中的信息或所表述的意见均不构成对任何人的投资建议，无论是否已经明示或暗示，本报告不能作为道义的、责任的和法律的依据或者凭证。在任何情况下，本公司亦不对任何人因使用本报告中的任何内容所引致的任何损失负任何责任。\n\n本报告版权仅为本公司所有，未经事先书面许可，任何机构和个人不得以任何形式翻版、复制、发表、转发或引用本报告的任何部分。如征得本公司同意进行引用、刊发的，需在允许的范围内使用，并注明出处为“安信证券股份有限公司研究中心”，且不得对本报告进行任何有悖原意的引用、删节和修改。\n\n安信证券股份有限公司对本声明条款具有惟一修改权和最终解释权。"} +{"pdf_name": "2055061_3.pdf", "language": "zh", "markdown": "#  销售联系人\n\n
上海联系人葛娇妤021-35082701gejy@essence.com.cn
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"} +{"pdf_name": "11772385_5.pdf", "language": "zh", "markdown": "那如果你要是做的不好，\n\n你可能就会难过，\n\n难过时间长，\n\n慢慢的不好的情绪积压就会出现抑郁。\n\n所以你会发现焦虑的存在，\n\n慢慢的会伴随着一些负面情绪的产生或正面情绪的产生，\n\n那么我们现在需要做的事情就是直面焦虑，\n\n而且直面各种情绪。\n\n这种情绪你看我说的是各种情绪，\n\n不是说焦虑就一定会带来不好的情绪的焦虑，\n\n有的时候他适当的焦虑，\n\n适当的紧张，\n\n他会让你。\n\n不断的去激发自己的潜能，\n\n比如你像以前我参加各种考试的时候，\n\n或者参加各种比赛之前，\n\n你说我焦不焦虑紧不紧张呢？\n\n真的是非常紧张，\n\n晚上经常都是熬夜到两三点钟才睡觉，\n\n然后每天面对着自己准备的那些素材。\n\n就感觉不够，\n\n总是感觉哎，\n\n我比了之后，\n\n如果得不到第一咋办？\n\n我以前的焦虑是得不到第一就会焦虑啊，\n\n不是说得不到奖就焦虑，\n\n所以我那个时候经常焦虑。\n\n带着这种紧张上考场，\n\n你会发现，\n\n只要你有一定的焦虑，\n\n把这种焦虑转化成自己的动力之后，\n\n你会有更加强大的潜力去开发出来，\n\n然后开发出来之后，\n\n能够让你更加。\n\n自如的去面对即将到来的挑战。\n\n咳咳，\n\n所以这是我们刚刚所提到的焦虑，\n\n要直面他，\n\n你千万不要觉得焦虑是不好的事儿，\n\n它就是一个客观存在的状态。\n\n那么，\n\n不良的情绪也是一样的啊，\n\n什么愤怒啊，\n\n勇敢呐，"} +{"pdf_name": "11772385_6.pdf", "language": "zh", "markdown": "责任感呐，\n\n幸福啊，\n\n等等快乐呀。\n\n那么，\n\n这些都是我们需要直面的东西，\n\n它没有好和坏之分，\n\n它就是客观存在的。\n\n那么，\n\n我们在生活当中真正会碰得到这种焦虑存在的。\n\n整个的生长周期是怎么样的呢？\n\n给大家简单看一下，\n\n不好意思，\n\n时间长没有讲课了，\n\n嗓子有点不太好。\n\n大家可以看一下，\n\n这下面这四个过程其实就是焦虑的生长四个周期啊，\n\n生长的一个周期四个过程。\n\n第一个 something happen outside。\n\n就是在你的。\n\n本人所能控制的东西之外，\n\n发生了一些事情。\n\n这些东西的发生，\n\n那在你的内心就会映射到一些影子，\n\n那这些东西就会 something happen inside 在你的内心就会发生一些变化。\n\n可能外在的是你做一件事情做成了你考研考了非常好的分数，\n\n而且考上了理想的研究生院，\n\nsomething happen outside，\n\n那么这个时候你内心就会有一个非常直观的情绪反馈，\n\n那么这个情绪反馈你马上就会觉得哎。\n\n那我刚刚做的很好，\n\n或者过去这一段时间，\n\n我做的很好，\n\n那么你就会有非常骄傲，\n\n非常有成就感的状态，\n\n那反之，\n\n如果你发现做某一件事情，\n\n比如你要减肥，\n\n你一直减减不下去，\n\n一直都那么胖。\n\n然后还控制不住自己的嘴，\n\n然后还迈不开自己的腿，\n\n那在这个时候你就会出现 something happen inside，\n\n而且是 something negative happen inside 是在你的内心当中发生了一些就不太好的事儿。\n\n对吧，"} +{"pdf_name": "9285842_43.pdf", "language": "zh", "markdown": "司日常运作的有机组成部分，把企业发展融入经济、社会和环境的可持续发展中，努力促进社会的和谐与进步，致力于成为让客户满意、让员工满意、让社会满意的企业公民。\n\n促进就业方面，公司在职员工近 700 人，在北京、上海、广州分别设立全资子公司，公司投资建设“数字扬中”项目，除了构建新一代信息基础设施和数字城市集成支撑平台，还将推进设备制造、软件产品开发、网络服务、系统集成等全领域的应用探索及模式创新，培植壮大新一代信息技术产业发展，对促进地方就业、稳定社会和谐作出积极贡献。\n\n关爱员工方面，公司一贯重视员工福利保障，为员工创建健康安全的工作环境，并推行员工成长计划。公司每年为工作超 10 年“金牌员工”颁发金牌奖章，每年给予劳模员工轿车奖励，设立员工子女教育基金，创办国内 IDC 行业第一所以 EMBA 模式培养人才的香江学院，为他们提供个人增值的广阔舞台。\n\n公益慈善方面，公司坚持将发展成果与社会共享，成立香江慈善基金，从助教兴学、扶贫济困、赈灾助残、地方工程方面，积极支持地方各类慈善事业。大力弘扬“扶贫济困，抚危助弱”的传统美德，助力地方共苦拓展攻坚成果，捐款 1000 万元建立冠名基金“香江慈善基金”，连续九年组织员工参与“520 夜跑”“一双球鞋的暴走”等社会公益活动，多次被授予“最佳组织团队”表彰。子公司上海启斯 2019 年至 2021 年共向上海市慈善基金会浦东新区分会捐款 30 万元。\n\n质量保障方面，秉持精益求精原则，公司坚持依法治企，诚信经营，严把产品质量关，通过建立完善的质量安全风险管控体系，建设高标准 CNAS 实验室，运用先进的质量检测手段，确保产品及服务质量，为客户提供高性能、高可靠、节能环保型产品及服务，荣获扬中市市长质量奖。\n\n诚信经营方面，坚持依法治企，诚信经营，严把产品质量关，为客户提供高性能、高可靠、节能环保型产品；公司本着平等协商、互利共赢原则，建立公正、透明、规范的采购模式，注重对供应商的合规管理，建立高效、绿色的供应链，连续多年荣获“重合同守信用企业”。\n\n# 三、巩固拓展脱贫攻坚成果、乡村振兴等工作具体情况\n\n# √适用□不适用\n\n2021 年 3 月，子公司香江科技积极参与扬中市“梦想改造+”关爱计划，捐赠 1 间梦想小屋，用来改善受困儿童的学习、生活环境，此外，公司还积极组织员工参与扬中麦田组织的“5.20 夜跑”、“一双球鞋的暴走”等活动。在解决就业、扶贫帮困、支教助学、抗震救灾、社会公益等方面做了突出的贡献。\n\n乡村振兴方面，2021 年 6 月，公司党支部与经开区福源村党支部签订了《村企联建结对协议书》，以“振兴乡村”为主题进行结对共建，互相支持，互相配合，从实际出发，立足自身优势，加大村企联建力度，助力乡村振兴。"} +{"pdf_name": "9285842_44.pdf", "language": "zh", "markdown": "# 第六节 重要事项\n\n# 一、承诺事项履行情况\n\n# (一) 公司实际控制人、股东、关联方、收购人以及公司等承诺相关方在报告期内或持续到报告期内的承诺事项\n\n□适用□不适用\n\n
承诺背景承诺\n类型承诺\n方承诺\n内容承诺时\n间及期\n限是否有履\n行期限是否及时\n严格履行如未能及时履\n行应说明未完\n成履行的具体\n原因如未能及时\n履行应说明\n下一步计划
与重大资产重组相\n关的承诺解决同\n业竞争谢晓\n东、\n卢静\n芳1、本次交易完成后，本人及本人控制的其他企业\n不会直接或间接的从事（包括但不限于控制、投资、\n管理）任何与上市公司及其控制的其他企业主要经\n营业务构成同业竞争关系的业务。2、如本人及本\n人控制的其他企业获得的商业机会与上市公司及\n其下属公司主营业务发生同业竞争的，本人将立即\n通知上市公司，并尽力将该商业机会给予上市公\n司，以避免与上市公司及下属公司形成同业竞争，\n以确保上市公司及上市公司其他股东利益不受损\n害。3、本人违反上述承诺给上市公司造成损失的，\n本人将赔偿上市公司由此遭受的损失。本次交\n易完成\n后否是不适用不适用
与重大资产重组相\n关的承诺解决关\n联交易谢晓\n东、\n卢静\n芳1、本次交易完成后，本人及本人控制的其他企业\n将采取合法及有效措施，减少及规范与上市公司的\n关联交易，自觉维护上市公司及全体股东的利益，\n将不利用关联交易谋取不正当利益。2、在不与法\n律、法规相抵触的前提下，本人及本人控制的其他\n企业与上市公司如发生或存在无法避免或有合理\n原因而发生的关联交易，本人及本人控制的其他企\n业将与上市公司依法签订协议，保证严格履行法\n律、法规、规范性文件和上市公司章程规定的关联\n交易程序，按市场化原则和公允价格进行交易，不\n利用该类交易从事任何损害上市公司或其中小股\n东利益的行为，同时按相关规定履行信息披露义\n务。3、本人违反上述承诺给上市公司造成损失的，本次交\n易完成\n后否是不适用不适用
"} +{"pdf_name": "9324222_350.pdf", "language": "zh", "markdown": "截 至二 零一 二年 六 月三 十日 止六 個月 ， 我們 融資 活動 所 用現 金淨 額為 人 民幣 462.5百 萬元。現金流出項目主要包括償還銀行及其他借款人民幣2,274.6百萬元、已付利息人民幣192.3百萬元、已付本公司股東的股息人民幣190.4百萬元及向我們附屬公司非控股股東支付股息人民幣166.1百萬元，部分被新造銀行及其他借款人民幣719.4百萬元及發行企業債券所得款項人民幣1,487.0百萬元的現金流入項目所抵銷。\n\n截 至二 零一 一年 十 二月 三十 一日 止年 度 ，我 們融 資活 動 所得 現金 淨額 為 人民 幣852.6 百萬元。現金流入項目主要包括新造銀行及其他借款人民幣4,006.9百萬元及發行中期票據所得款項人民幣1,576.0百萬元，當中部分由償還銀行及其他借款人民幣4,203.1百萬元、向母公司股東支付股息人民幣190.4百萬元、支付利息人民幣246.9百萬元及向非控股股東支付股息人民幣106.0百萬元的現金流出項目所抵銷。\n\n截至二零一零年十二月三十一日止年度，我們融資活動所得現金淨額為人民幣1,820.5百萬元。現金流入項目主要包括新造銀行及其他借款人民幣2,817.1百萬元、發行中期票據所得款項人民幣985.5百萬元及發行新股所得款項人民幣639.5百萬元，當中部分由償還銀 行及 其他 借 款人 民幣 2,081.7百 萬元 、 支付 利 息人 民幣 170.4 百萬 元、 抵 押存 款人 民 幣157.5百萬元及向本公司股東支付股息人民幣127.0百萬元的現金流出項目所抵銷。\n\n截 至二 零零 九年 十 二月 三 十 一日 止年 度 ，我 們融 資活 動 所得 現金 淨額 為 人民 幣374.2 百萬元。現金流入項目主要包括新造銀行及其他借款人民幣1,756.5百萬元，當中部分由償還銀行及其他借款人民幣1,071.9百萬元、支付利息人民幣144.8百萬元及向本公司股東支付股息人民幣123.8百萬元的現金流出項目所抵銷。\n\n# 資本開支\n\n我 們 的 資 本 開 支 主 要 與 購 買 土 地 使 用 權 、 物 業 、 廠 房 及 設 備 、 投 資 物 業 及 無 形 資 產 有關。截至二零零九年、二零一零年及二零一一年十二月三十一日止年度以及截至二零一二年六月三十日止六個月，我們的資本開支分別為人民幣275.4百萬元、人民幣426.3百萬元、人民幣871.4百萬元及人民幣590.1百萬元。我們主要以經營活動所得現金或發行新股、中期票據及公司債券的所得款項，以及一少部分以銀行借款所得款項為該等開支提供資金。"} +{"pdf_name": "9324222_351.pdf", "language": "zh", "markdown": "於往績記錄期間，我們製藥分部的資本開支遠較其他業務分部為高。該等資本開支主要與 我 們 生 產 設 施 的 擴 充 與 升 級 有 關 ， 包 括 購 買 場 址 的 土 地 使 用 權 、 興 建 設 施 及 購 買 設備。下表載有所示期間我們按業務分部劃分的資本開支：\n\n
截至十二月三十一日止年度截至六月三十日止\n六個月
二零零九年二零一零年二零一一年二零一一年二零一二年
（未經審計）
（人民幣千元）
製藥 . . . . . . . . . . . .229,634352,264773,702281,620403,657
藥品分銷及零售 . . . . .12,4828,99814,6856,0235,929
醫療服務 .........— —2,517—14,514
醫療器械及診斷產品 . .24,83160,14258,19729,06929,187
其他業務經營 . . . . . .8,4204,91422,3331,013136,774
合計 . . . . . . . . . . . .275,367426,318871,434317,725590,061
\n\n我們估計二零一二年的資本開支為人民幣1,200.0百萬元，預期將主要用於擴展製藥業務的產能和研發能力，以及遷移及升級製藥分部的生產設施。該等資本開支將會以經營活動所得現金流、全球發售所得款項和借款撥付。\n\n# 營運資金\n\n我們的營運資金對業務及財務表現至關重要。我們須保持充裕的流動資金和財務靈活性以維持日常經營。我們主要通過營運所得現金、銀行借款以及債務和股本證券發售來滿足營運資金需求。我們透過實施存貨控制措施、定期評估信貸管理系統並堅持遵從內部會計程序以及採用資訊管理系統的財務控制功能管理營運資金。"} +{"pdf_name": "20789065_13.pdf", "language": "zh", "markdown": "# （三）未履行稳定公司股价措施的约束措施\n\n# 1、公司未履行承诺的约束措施\n\n在启动股价稳定措施的前提条件满足时，如公司未采取上述稳定股价的具体措施，公司将在股东大会及中国证监会指定报刊上公开说明未采取上述稳定股价措施的具体原因并向股东和社会公众投资者道歉。\n\n# 2、控股股东未履行承诺的约束措施\n\n控股股东负有增持股票义务，但未按股价稳定的预案���规定提出增持计划和/或未实际实施增持计划的，公司有权责令控股股东在限期内履行增持股票义务，控股股东仍不履行的，每违反一次，其应向公司按如下公式支付现金补偿：\n\n现金补偿=控股股东单次最低增持金额（即人民币 2,000 万元）－其实际增持金额（如有），控股股东拒不支付现金补偿的，公司有权扣减其应向控股股东支付的分红及薪酬，同时，控股股东持有的公司股份不得转让，直至控股股东按照股价稳定的预案的规定采取相应的股价稳定措施并实施完毕。作为公司的控股股东，违反在公司召开董事会、股东大会对稳定股价具体方案做出决议时投赞成票的承诺，给公司或其他投资者造成损失，将依法承担赔偿责任。\n\n# 3、董事、高级管理人员未履行承诺的约束措施\n\n公司董事、高级管理人员负有增持（买入）股份的义务，但未按股价稳定的预案的规定提出增持（买入）计划和/或未实际实施增持（买入）计划的，公司有权责令董事、高级管理人员在限期内履行增持股票义务，董事、高级管理人员仍不履行，每违反一次，其应向公司按如下公式支付现金补偿：\n\n补偿金额=每名董事、高级管理人员上年度薪酬总和的 50%－其实际增持（买入）金额（如有），董事、高级管理人员拒不支付现金补偿的，公司有权扣减其应向董事、高级管理人员支付的薪酬，同时该等董事、高级管理人员持有的公司股份不得转让，直至该等董事、高级管理人员按照股价稳定的预案的规定采取相应的股价稳定措施并实施完毕。\n\n同时，未在公司领取薪酬的董事违反承诺，每违反一次，其应向公司按如下公式支付现金补偿："} +{"pdf_name": "20789065_14.pdf", "language": "zh", "markdown": "补偿金额=上年度董事薪酬平均金额的 50%－其实际增持（买入）金额（如有），其拒不支付现金补偿的，其持有的公司股份（若有）不得转让，直至其按照股价稳定的预案的规定采取相应的股价稳定措施并实施完毕。\n\n公司董事、高级管理人员拒不履行股价稳定的预案规定的股票增持（买入）义务情节严重的，控股股东或董事会、监事会、半数以上的独立董事有权提请股东大会更换相关董事，公司董事会有权解聘相关高级管理人员。\n\n# 四、对招股说明书披露事项的承诺及约束措施\n\n# （一）发行人对招股说明书披露事项的承诺及约束措施\n\n若公司的招股说明书及其摘要有虚假记载、误导性陈述或者重大遗漏，对判断公司是否符合法律规定的发行条件构成重大、实质影响的，公司将依法回购首次公开发行的全部新股。公司将在监管部门认定的有关违法事实的当日进行公告，并在 5 个交易日内根据法律、法规及公司章程的规定召开董事会并发出召开临时股东大会的通知，在召开临时股东大会并经相关主管部门批准/核准/备案后启动股份回购措施，具体回购方案如下：\n\n1、在监管部门认定的有关违法事实之日起 5 个交易日内，公司将召开董事会并作出决议，通过股份回购的具体方案，同时发出召开相关股东大会的会议通知，并进行公告；公司董事会对回购股份做出决议，须经全体董事二分之一以上表决通过，公司董事承诺就该等回购股份的相关决议投赞成票；\n\n2、公司股东大会对回购股份做出决议，须经出席会议的股东所持表决权的三分之二以上通过，公司控股股东承诺就该等回购事宜在股东大会中投赞成票；\n\n3、回购数量：首次公开发行的全部新股；\n\n4、回购价格：公司股票已发行但尚未上市的，回购价格为发行价并加算银行同期存款利息；公司股票已上市的，回购价格不低于相关董事会决议公告日前10 个交易日公司股票交易均价及首次公开发行股票时的发行价格（公司发生派发股利、转增股本等除息、除权行为的，上述发行价格亦将作相应调整）。其中：前 10 个交易日公司股票交易均价计算公式为：相关董事会决议公告日前 10 个交"} +{"pdf_name": "9243400_22.pdf", "language": "zh", "markdown": "2、加强研发创新投入、核心技术研究、开放式研发，提升研发人员创新能力。\n\n3、加强人力资源建设。始终把人力资源作为第一要务，加大各类人才的引进和培养力度；以人才与奋斗者为本，通过高标准的工作要求及富有竞争力的薪酬与激励体系激发人才潜能。\n\n4、加强销售团队建设。以更大的决心和勇气开拓市场，降低过渡依赖单一行业、重点企业的市场风险。\n\n5、进一步健全激励机制。完善薪酬考核与激励制度，更好吸引和留住人才，充分调动管理者和核心���干的积极性。\n\n6、安全管理常抓不懈。继续完善安全管理架构和考核机制，强化安全培训教育，充分调动全员参与隐患排查治理活动的积极性，实现全员查隐患、除隐患的安全管理机制。\n\n7、全力推进公司正在进行的重大资产重组事项，增强盈利能力，提高上市公司质量和内在价值，实现股东利益最大化。\n\n# 三、公司面临的风险因素\n\n# 1、宏观经济和船舶行业不确定性风险\n\n2021年全球宏观经济、各细分领域与资本市场均不同程度受到疫情的冲击与影响，全球各国迅速采取了一定程度的疫情防控措施，在经济方面各国采取了宽松的货币政策和积极的财政政策，全球经济呈现逐步复苏态势，海运贸易需求开始逐渐增长，但全球经济增长仍呈现不规律的波动性。公司所生产的船舶配套产品的销售收入占公司主营业务收入比重较大，因此若宏观经济环境变化及行业复苏情况不及预期，将会对公司业绩产生直接影响。为应对上述风险，公司系统、科学的深入开展行业分析，把握行业变化的核心趋势，进而对生产展开有效调节。同时，公司以市场为导向，积极围绕主业扩展产品种类、优化产品结构，以加大公司产品在机械、电力及海工平台等领域的应用，降低宏观经济与全球航运波动而带来的不确定性。\n\n# 2、产品结构集中导致的风险\n\n公司作为船舶大型配套领域制造的先行者，市场认可度较高，国内保持较高的市场份额。报告期内，公司船舶配套大型铸锻件产品销售收入占公司主营业务收入的比例达52.14%，产品结构仍存在进一步优化的空间，存在产品结构相对集中的风险。近年来，公司在大型铸锻件的垂直细分领域，在稳固船舶配套大型铸锻件市场地位的同时，持续开展技术研发依此丰富产品种类，拓展新的盈利增长点。例如：公司利用募集资金建设的“年精加工20,000吨大型铸锻件建设项目”和“年产2,000套起重机吊钩总成建设项目”，公司深入产品精加工工序段的延伸，进一步提升了产品的技术含量，增加产品的附加值，强化产品的行业配套性，并实现公司的产品升级，顺利实现资本赋能实体产业的发展，上述项目的成功实施，有利于公司发挥现有产品技术优势，进一步培育公司新的利润增长点，从而降低产品结构相对单一的风险。"} +{"pdf_name": "9243400_23.pdf", "language": "zh", "markdown": "# 3、原材料价格波动风险\n\n公司大型铸锻件产品所需的主要原材料为钢锭和废钢。大型铸锻件行业普遍按照“原材料成本+加工费”的定价原则来确定产品价格，原材料价格的波动必然会对产品的销售定价和销售毛利产生影响，如果未来原材料价格若出现快速上涨或波动频繁的情况，公司或存在由于原料价格波动对公司的收入增长和盈利提升构成不利影响的可能。但公司在原材料价格波动的规避方面，近年来持续加大在技术研发与创新方面的投入，积极加快技术改造和产品研发，目标在于所开发技术含量和附加值更高的产品，从而实现更高的技术与品牌溢价。同时，公司强化内部管理，通过加强精细化管理、品牌对标与集中采购的方式从而实现的成本降低，依此降低主要原材料价格波动对公司盈利能力的影响。\n\n# 4、新冠肺炎疫情带来的不确定风险\n\n2020年以来的新冠肺炎疫情大流行，尤其是2021年下半年以来的奥密克戎毒株在全球迅速蔓延，对我国乃至全球经济及各细分行业均带来不同程度的冲击与影响，但伴随全球疫情的有序控制，以及未来疫苗的不断普及，未来全球疫情有望进一步企稳，对于宏观经济与企业经营的影响将不断降低。若2022新冠肺炎疫情出现反复，将对全球及我国经济发展带来不确定性，从而对公司出口业务及新订单的获取及交付带来一定不利影响。\n\n# 十二、报告期内接待调研、沟通、采访等活动\n\n□ 适用 √ 不适用\n\n公司报告期内未发生接待调研、沟通、采访等活动。"} +{"pdf_name": "9234952_146.pdf", "language": "zh", "markdown": "# ④合并抵销形成的暂时性差异\n\n本公司在编制合并财务报表时，因抵销未实现内部销售损益导致合并资产负债表中资产、负债的账面价值与其在所属纳税主体的计税基础之间产生暂时性差异的，在合并资产负债表中确认递延所得税资产或递延所得税负债，同时调整合并利润表中的所得税费用，但与直接计入所有者权益的交易或事项及企业合并相关的递延所得税除外。\n\n# ⑤以权益结算的股份支付\n\n如果税法规定与股份支付相关的支出允许税前扣除，在按照会计准则规定确认成本费用��期间内，本公司根据会计期末取得信息估计可税前扣除的金额计算确定其计税基础及由此产生的暂时性差异，符合确认条件的情况下确认相关的递延所得税。其中预计未来期间可税前扣除的金额超过按照会计准则规定确认的与股份支付相关的成本费用，超过部分的所得税影响应直接计入所有者权益。\n\n# 42. 租赁\n\n# (1).经营租赁的会计处理方法\n\n√适用 □不适用\n\n本公司在租赁期内各个期间按照直线法将租赁收款额确认为租金收入，发生的初始直接费用予以资本化并按照与租金收入确认相同的基础进行分摊，分期计入当期损益。本公司取得的与经营租赁有关的未计入租赁收款额的可变租赁付款额在实际发生时计入当期损益。\n\n# (2).融资租赁的会计处理方法\n\n√适用 □不适用\n\n在租赁开始日，本公司按照租赁投资净额(未担保余值和租赁期开始日尚未收到的租赁收款额按照租赁内含利率折现的现值之和)确认应收融资租赁款，并终止确认融资租赁资产。在租赁期的各个期间，本公司按照租赁内含利率计算并确认利息收入。\n\n本公司取得的未纳入租赁投资净额计量的可变租赁付款额在实际发生时计入当期损益。\n\n# (3).新租赁准则下租赁的确定方法及会计处理方法\n\n√适用 □不适用\n\n# ①租赁变更作为一项单独租赁\n\n租赁发生变更且同时符合下列条件的，本公司将该租赁变更作为一项单独租赁进行会计处理：A.该租赁变更通过增加一项或多项租赁资产的使用权而扩大了租赁范围；B.增加的对价与租赁范围扩大部分的单独价格按该合同情况调整后的金额相当。\n\n# ②租赁变更未作为一项单独租赁\n\n# A.本公司作为承租人"} +{"pdf_name": "9234952_147.pdf", "language": "zh", "markdown": "在租赁变更生效日，本公司重新确定租赁期，并采用修订后的折现率对变更后的租赁付款额进行折现，以重新计量租赁负债。在计算变更后租赁付款额的现值时，采用剩余租赁期间的租赁内含利率作为折现率；无法确定剩余租赁期间的租赁内含利率的，采用租赁变更生效日的增量借款利率作为折现率。\n\n就上述租赁负债调整的影响，区分以下情形进行会计处理：\n\n租赁变更导致租赁范围缩小或租赁期缩短的，调减使用权资产的账面价值，并将部分终止或完全终止租赁的相关利得或损失计入当期损益；\n\n其他租赁变更，相应调整使用权资产的账面价值。\n\n# B.本公司作为出租人\n\n经营租赁发生变更的，本公司自变更生效日起将其作为一项新租赁进行会计处理，与变更前租赁有关的预收或应收租赁收款额视为新租赁的收款额。\n\n融资租赁的变更未作为一项单独租赁进行会计处理的，本公司分别下列情形对变更后的租赁进行处理：如果租赁变更在租赁开始日生效，该租赁会被分类为经营租赁的，本公司自租赁变更生效日开始将其作为一项新租赁进行会计处理，并以租赁变更生效日前的租赁投资净额作为租赁资产的账面价值；如果租赁变更在租赁开始日生效，该租赁会被分类为融资租赁的，本公司按照关于修改或重新议定合同的规定进行会计处理。\n\n# 43. 其他重要的会计政策和会计估计\n\n√适用 □不适用\n\n本公司根据历史经验和其它因素，包括对未来事项的合理预期，对所采用的重要会计估计和关键假设进行持续的评价。很可能导致下一会计年度资产和负债的账面价值出现重大调整风险的重要会计估计和关键假设列示如下：\n\n商誉减值：本公司至少每年评估商誉是否发生减值。这要求对分配了商誉的资产组的使用价值进行估计。估计使用价值时，本公司需要估计未来来自资产组的现金流量，同时选择恰当的折现率计算未来现金流量的现值。\n\n# 44. 重要会计政策和会计估计的变更\n\n# (1).重要会计政策变更\n\n√适用 □不适用\n\n
会计政策变更的内容和原因审批程序备注(受重要影响的报表项目\n名称和金额)
2018 年 12 月 7 日，财政部发\n布了《企业会计准则第 21 号\n——租赁》经公司 2022年 4月 19 日召开的\n第三届董事会第六次会议审议\n通过详见会计政策变更情况说明
"} +{"pdf_name": "20781659_48.pdf", "language": "zh", "markdown": "# HUMAN RESOURCES\n\nAs at 31 December 2018, the Group had a total of about 41,031 employees in China, Hong Kong, Oceania and Southeast Asia, including around 2,920 employees of Yashili. During the year, total staff costs (including salaries of directors and senior executives) amounted to approximately RMB6,248.6 million (2017: RMB5,133.8 million).\n\nIn accordance with its pursuit of international development, Mengniu succeeded in changing its human resources service mode from “providing operational support” to “rendering strategical support and efficient services”, building a new operation model centered around the forging of “new business partner relationship” and facilitated by a “shared services center”. During the year, the Group set up the Human Resources Shared Services Center (“HRSSC”) that brought together 11 platform systems and through extensive use of automation technology, efficiently handled administrative duties, freeing Human Resources Business Partners (“HRBP”) and Centers of Expertise (“COE”) to focus on offering value-added services to the Group’s businesses to help them grow.\n\nIn addition, Mengniu introduced the “Five Elements of Leadership” model at the beginning of 2018 to build for the Group a unified assessment system covering leadership training, evaluation of team leaders and selection of talent for the Group, which was implemented by each business division. Mengniu also optimized all aspects of its personnel training system to provide training focusing on four areas: orientation for new recruits, general capabilities, professional skills and leadership skills, allowing every employee to receive systematic training and education pinpointing their specific requirement.\n\nThe Group renewed its corporate culture and refined the Mengniu spirit, preserving its traditional cultural genes, and at the same time enriching its cultural essence keeping up with the times. It issued the “Mengniu corporate culture manual (2018 edition)” to facilitate staff embrace of its corporate culture. In addition, through such corporate culture activities like “Keep Running Mengniu”, “Mighty Mengniu Rises to Challenges” and “Mengniu’s Gobi Desert Challenges”, the Group continued to encourage the active and aggressive “Wolf Culture” among all Mengniu staff, instilling in employees the “Born for Greatness” spirit and value.\n\nDuring the year, Mengniu optimized its existing incentive system by implementing a rank-based authorization system, strengthening the connection between work incentives for individual employees and performance of the organization, and moving from focusing on labor cost control to pushing up labor cost efficiency. During the year under the long-term incentive plan in place, a total of 6,693,084 shares and 9,593,689 share options were granted under the share award scheme and the share option scheme, respectively, to employees participating in the schemes. In addition, 37,248,880 share options were granted to core management members under the share option scheme to give them stronger motivation in leading Mengniu advance towards higher business development goals and fulfill the targets of the 2020 strategy.\n\n人力資源\n\n於二零一八年十二月三十一日，本集團於中國大陸、香港、大洋洲及東南亞合共聘用僱員約41,031名，包括雅士利僱員約2,920名。年內僱員總成本（包括董事及高級行政人員薪金）約為人民幣62.486億元（二零一七年：人民幣51.338億元）。\n\n蒙牛基於國際化的發展佈局，實現了人力資源服務模式從「運營支持型」向「戰略支持和高效服務型」的轉變，構建了以「新型業務夥伴關係」為核心，以「共享服務中心」建設為輔助的新運營模式。年內，本集團搭建了人力資源共享服務中心（ Human Resources Shared Services Center ，簡稱「HRSSC」），通過集成11個系統平台，大規模應用自動化方式，高效完成人力資源的事務性工作，以釋放人力資源業務合作夥伴（Human Resources Business Partners，簡稱「HRBP」）和專家中心（Centers of Expertise，簡稱「COE」）更多精力專注於為集團業務提供增值服務，助力業務發展。\n\n此外，蒙牛在二零一八年初發佈「五行領導力」模型，進一步搭建了全集團統一的領導力培養、幹部能力評價及人才選拔的評估體系，並由各事業部積極推行。蒙牛亦全方位優化了人才培養體系，以提供新員工入司、通用力、專業力及領導力四個能力的培育，讓每一名員工接受的培訓教育能夠系統化且更具針對性。\n\n本集團更新了企業文化，重點提煉了蒙牛精神，既保留了傳統文化基因，又與時俱進豐富了文化內涵，發佈「蒙牛企業文化手冊二零一八版」，推動企業文化落地。另外，本集團通過如「奔跑吧蒙牛人」、「蒙牛人大闖關」、「蒙牛戈壁挑戰賽」等企業文化活動，繼續推進蒙牛人積極進取的「狼性文化」，使「天生要強」精神及價值觀深入人心。\n\n蒙牛在年內優化現有激勵體系，實施分級授權，加強個人激勵與組織業績的關聯，並從人工成本管控向驅動人工效能提升變革。在現行的長期激勵計劃下，根據股票獎勵計劃及購股權計劃，本集團在年內分別向參與計劃的員工授出股票6,693,084股及購股權9,593,689份，另針對核心管理層授予購股權37,248,880份，以更有力的激勵管理層引領蒙牛力爭更高的業務發展目標和2020戰略的達成。"} +{"pdf_name": "20781659_49.pdf", "language": "zh", "markdown": "# PROSPECTS\n\nThe effect of supply-side structural reform of the dairy industry will become more apparent. Dairy product consumption in the market is going to enter a period of rapid growth and the dairy industry will move into a positive development cycle. In the face of consumption upgrade, the dairy product industry needs to meet new requirement in terms of quality, innovation and digital transformation. In 2019, it is expected that cost of raw milk will remain steady with mild increase and the industry will continue to see structural upgrade. From the global perspective, China’s dairy industry has become a new force powering development of the global dairy industry and a “Global Dairy Community” is taking shape. The entire dairy industry is committed to revitalizing the industry, aiming for the supply-side structural reform of the industry to bring concrete results by 2020 and progress be seen with modernization of the industry that, by 2025, the overall quality level of products, competitiveness of the dairy industry and consumption penetration of China will match advanced global standards.\n\nLooking forward, Mengniu will continue to strive for high quality and sustainable growth, and achieve breakthroughs in boosting brand power, channel power and its strength to innovate. The four major business divisions will cooperate with new business divisions in releasing the growth potential of new businesses, while consolidating the strengths of traditional businesses. The Group will push to accord with the consumption upgrade trend, pool together its advantageous resources, focus on core product categories and enhance its core products. For room temperature product business, the focus will be on speeding up growth of high-end categories like Milk Deluxe and Just Yoghurt will focus on Xiaomanyao to achieve higher sales target. Furthermore, Mengniu will work hard on market development for Champion and Yoyi C, and further upgrade of the product structure and market infrastructure of low temperature yogurt products to brace their leadership in the chilled product market. In addition, Mengniu will increase investment in new businesses like fresh milk to develop new growth drivers, so as to inject new vigor and vitality into the Group’s business and bring synergistic benefits to its traditional businesses. Mengniu will continue to boost product innovation and upgrade by employing latest industry technologies and aligning with the world’s highest standards in upgrading product packaging, flavor and function, creating new product categories, leading new trends and developing new markets, as well as optimizing upstream and downstream resources deployment.\n\n展望\n\n乳業供給側改革的成效將進一步顯現，乳製品市場消費正迎來快速增長的時期，乳業邁入良性發展週期。受消費升級趨勢的影響，乳製品企業正面對品質、創新和數字化轉型的全新要求，預計二零一九年原奶成本穩中有升，行業結構持續升級。全球視野下，中國乳業已經成為世界乳業發展的新動能，構建「全球乳業共同體」勢在必行。全行業正全力實現奶業振興目標，力爭二零二零年奶業供給側結構性改革取得實質性成效，奶業現代化建設取得明顯進展，到二零二五年乳品質量、產業競爭力和消費滲透率等整體水平進入世界先進行列。\n\n展望未來，蒙牛將繼續保持高質量、可持續增長，在品牌力、渠道力、創新力全面突破。四大事業部聯動新業務群，鞏固傳統業務優勢，同時激發新業務的增長潛力。本集團將進一步迎合消費升級趨勢，集中優勢資源，聚焦核心品類，做強核心產品。常溫業務方面，加速特侖蘇等高端品類增長，純甄聚焦小蠻腰致力更高銷售目標；另一方面，蒙牛將繼續聚焦冠益乳 及優益C 的市場發展，進一步提升低温酸奶產品結構和市場基礎，穩保低溫市場領導者地位。同時，蒙牛將加大對鮮奶等新興業務的投入，培育新的增長點，為集團業務注入新的生機與活力，同時為傳統業務帶來協同效應。蒙牛將持續發力產品創新及升級，利用乳業最新技術，對標全球最高標準，全方位提升產品包裝、口味、功能，創造新品類、引領新趨勢、開闢新市場，並持續完善上下游資源佈局。"} +{"pdf_name": "2063875_9.pdf", "language": "zh", "markdown": "同比增长 15.23%，毛利率下降 6.00 个百分点至77.70%，主要系受原料成本上升影响；受益于公司大力开拓市场，同期胰岛素收入 6.59 亿元，同比大幅增长 32.60%，毛利率小幅下降 1.29 个百分点至 65.24%；同期受销量上升影响，阿莫西林及氨苄西��胶囊收入为 5.95 亿元，同比增长 10.39%，同时产量上升导致单位成本降低，其毛利率上升 1.62 个百分点至 72.27%。\n\n表 5：2016～2018 年公司制剂类药品构成及经营情况\n\n单位：亿元\n\n
201620172018
收入毛利率收入毛利率收入毛利率
克拉维酸系列5.7779.68%5.9183.70%6.8177.70%
胰岛素4.6066.85%4.9766.53%6.5965.24%
阿莫西林及氨苄西林胶囊6.0472.88%5.3970.65%5.9572.27%
头孢系列1.8460.20%1.6256.32%1.5855.35%
培南类1.2578.70%1.1880.88%1.1781.46%
抗乙肝系列0.7695.27%0.6394.80%0.4393.90%
止咳水0.5576.82%0.3773.80%0.3872.19%
阿莫西林颗粒0.3970.10%0.3371.40%0.3462.64%
其他1.6956.36%4.0555.95%4.9763.67%
制剂药合计22.8972.01%24.4570.76%28.2270.07%
\n\n资料来源：公司提供，中诚信证评整理\n\n销售方面，受供需环境变化影响，2018 年公司主要抗生素产品阿莫西林及氨苄西林胶囊和克拉维酸系列分别实现销量 50,338 千盒和 33,324 千盒，分别较上年上升 8.23%和 10.49%。此外，胰岛素产品仍对公司制剂类药品贡献较大收入来源。跟踪期内，公司三代胰岛素甘精胰岛素产品已于 17 个省 份中标或挂网，同时公司积极参与其他省份的投标工作。2018 年公司制剂类胰岛素销量达 15,559 千盒，同比增长 25.12%；制剂类胰岛素产品实现收入6.59 亿元，同比大幅增长 32.60%，主要系市场需求增长所致。未来随着三代胰岛素中标省份的增多，公司胰岛素业务有望保持持续增长。\n\n表 6：2016～2018 年公司制剂类主要产品销量及价格\n\n单位：千盒、元/每盒\n\n
201620172018
销量价格销量价格销量价格
阿莫西林及氨苄西林胶囊45,06713.4146,50911.5950,33811.82
阿莫西林颗粒4,0609.723,8898.843,6449.28
克拉维酸系列28,63720.1530,16019.6133,32420.42
培南类2,15058.042,22053.002,28451.08
胰岛素11,08941.5012,43539.9615,55942.35
抗乙肝系列92681.8483975.4057574.14
止咳水4,89711.183,58710.333,76310.06
\n\n资料来源：公司提供，中诚信证评整理\n\n2018 年公司部分制剂类药品产能利用率出现不同程度下滑，具体来看，克拉维酸系列、培南类、胰岛素及等产品产能利用率均有所下滑，主要系产能大幅提升所致；抗乙肝系列产能利用率下降主要受销量下滑影响导致产量下滑所致。此外，受益于销量大幅增长带来产量提升，阿莫西林及氨苄西林 胶囊和止咳水产能利用率较上年分别上升 12.18 个百分点和 20.62 个百分点至 78.51%和 23.35%。"} +{"pdf_name": "2063875_10.pdf", "language": "zh", "markdown": "表 7：2016\\~2018 年公司制剂类药品产能利用情况\n\n
产品名称201620172018
阿莫西林及氨苄西林胶囊80.87%66.33%78.51%
克拉维酸系列49.51%59.50%28.02%
培南类35.62%60.50%14.46%
胰岛素45.08%40.00%34.11%
抗乙肝系列57.00%59.63%24.54%
止咳水39.38%2.73%23.35%
\n\n资料来源：公司提供，中诚信证评整理\n\n# 跟踪期内，公司加大研发投入，提升竞争实力；同时丰富的在研产品线亦为公司未来经营业绩提供一定保障。\n\n研发方面，2018 年公司研发投入 2.25 亿元���同比大幅增长 42.20%，占营业收入比重上升 0.66个百分点至 3.14%，不断提高自身竞争实力。截至2018 年末，公司共取得了 28 项发明专利，且已与国内 120 家具有国家药物临床试验资格的权威医院共同组织完成了近 70 多项药物的临床试验。\n\n表 8：2016～2018 年公司研发投入情况\n\n
项目201620172018
研发投入（亿元）0.821.582.25
营业收入（亿元）54.6563.6171.57
研发费用占营业收入比重（%）1.502.483.14
\n\n资料来源：公司提供，中诚信证评整理\n\n生物制剂产品研发方面，公司进一步完善糖尿病产品线。其中，门冬胰岛素注射液、门冬胰岛素30 注射液目前处于生产申报审批中，未来可对公司胰岛素业务收入形成补充；利拉鲁肽注射液已于2018 年 11 月获批临床试验，公司将加快推进该产品的临床试验，预期产品上市后将有效弥补国产GLP-1 类似物的空缺；此外，德谷胰岛素注射液、德谷门冬胰岛素混合注射液、德谷利拉鲁肽混合注射液、索玛鲁肽等均已启动临床前研究。化药产品研发方面，公司持续在糖尿病、抗乙肝、滴眼剂等系列产品重点布局，并初步向新药的领域拓展。未来随着在研产品的陆续投产，能够为公司经营业绩提供良好保障。\n\n仿制药质量与疗效一致性评价方面，随着监管与扶持政策的出台，公司在一致性评价中不断加大研发投入。2018 年 4 月及 8 月，公司的阿莫西林胶囊（规格：0.25g）和头孢呋辛酯片（规格：0.25g） 已通过中国国家食品药品监督管理局的仿制药质量和疗效的一致性评价。新进入国家基本药物目录的产品方面，公司共有 15 个品种 30 个品规入选《国家基本药物目录（2018 年版）》，其中甘精胰岛素、哌拉西林钠他唑巴坦钠为此次新增入选品种，预期将对公司制剂销售产生积极影响。\n\n在建项目方面，截至 2018 年末，公司主要在建项目有 3 个，包括三灶新建厂房及车间、中山分厂新建厂房和中山厂待安装设备，未来随着上述项目的投产，公司业务规模有望实现稳步增长，上述在建项目拟投资总额为 3.80 亿元，未来仍需投资1.10 亿元。此外，2018 年公司于中山市新增一宗约37 亩的土地，拟扩建新厂，目前正在筹备中。\n\n表 9：公司未来主要资本支出计划\n\n单位：亿元\n\n
项目拟投资额2018 年末\n累计投资额尚需\n投资额
三灶新建厂房及车间1.501.200.30
中山分厂新建厂房0.800.500.30
中山厂待安装设备1.501.000.50
合计3.802.701.10
\n\n资料来源：公司提供，中诚信证评整理\n\n# 财务分析\n\n下列财务分析基于公司提供的经大华会计师事务所（特殊普通合伙）审计并出具标准无保留意见的 2016\\~2018 年审计报告。\n\n# 资本结构\n\n跟踪期内，受益于业务规模的扩大，公司资产规模有所增长，截至 2018 年末，公司资产总额 64.28亿元，较上年末增长 6.07%。同期末，受有息债务规模增加影响，公司负债总额为 33.14 亿元，较上年末增长 26.33%。所有者权益方面，公司当年将部分未分配利润转为普通股股利，使得年末所有者权益同比下降 9.39%至 31.14 亿元；当年末所有者权益中实收资本、未分配利润和盈余公积占比分别为53.91%、25.06%和 20.20%。"} +{"pdf_name": "11686216_22.pdf", "language": "zh", "markdown": "# Capital Commitments\n\nAs at 31 December 2017, the Group had the following capital commitments:\n\n資本承擔\n\n於二零一七年十二月三十一日，本集團有以下資本承擔：\n\n
2017 \n二零一七年2016\n二零一六年
HK$’000 \n千港元HK$’000\n千港元
Contracted but not provided for: 已訂約但未撥備：\nConstruction of properties 物業建設91,807128,734
Authorised but not contracted for: 已批准但未訂約：\nConstruction of properties (Note) 物業建設（註）360,187334,896
\n\nNote: Capital commitment for construction in properties related to capital commitment for construction of film studio and hotel in Foshan, the PRC. The authorised amount was approved by the Directors according to the land lease agreements signed between Lux Unicorn Limited, the wholly-owned subsidiary of the Company and the local authority in Foshan, the PRC, in relation to the leasing of lands for development of tourism and related entertainment business and hotel operations. The completion of constructions and commencement of operations of the projects shall be within three and four years respectively from the signing of the lease agreements.\n\n# Future Plans for Substantial Investments or Capital Assets\n\nWith reference to the announcement of the Company dated 13 December 2017, Foshan Guohao Theme Park Management Company Limited (佛山市國昊景區管理有限公司), a wholly-owned subsidiary of the Company, (“Guohao Theme Park”) has entered into a subscription agreement with Guangdong Hongtu Guangdian Investment Co., Ltd. (“GD Hongtu”) (廣東弘圖廣電投資有限公司), pursuant to which GD Hongtu will make a capital injection of RMB20 million into the Guohao Theme Park, in respect of joint cooperation of the second phase development of the Studio (the “Second Phase Project”). The Second Phase Project is planned to have a total of 6 indoor studios and 2 boutique hotels to be constructed next to the first phase of the Studio and the Hotel.\n\nSave as disclosed above, the Group did not have any plan for substantial investments or capital assets.\n\n註: 物業建設的資本承擔與於中國佛山興建影視城及酒店的資本承擔有關。根據盛麟有限公司（本公司之全資附屬公司）與中國佛山市地方機關就租賃土地發展旅遊業務以及相關娛樂業務及酒店業務而簽訂的土地租賃協議，董事已批准法定金額。有關項目須分別於簽訂租賃協議日期起計三年及四年內峻工及投入營運。\n\n未來重大投資或資本性資產計劃\n\n茲提述本公司日期為二零一七年十二月十三日的公告，本公司全資附屬子公司佛山市國昊景區管理有限公司（「國昊景區」）已與廣東弘圖廣電投資有限公司（「廣東弘圖」）簽訂了增資入股協議，廣東弘圖將向國昊景區注資人民幣2,000萬元，內容有關共同合作開發該影視城的二期項目（「二期項目」）。二期項目預算規劃興建共6個室內攝影棚及2間精品酒店，建設在該影視城一期和該酒店的旁邊。\n\n除上文已披露者外，本集團並無任何重大投資或資本性資產計劃。"} +{"pdf_name": "11686216_23.pdf", "language": "zh", "markdown": "# Pledge of Assets\n\nThe investment properties which had a fair value at 31 December 2017 of approximately HK\\$34,780,000 (2016: approximately HK\\$33,700,000) were pledged to obtain banking facilities for overdrafts.\n\n# Event After the Reporting Date\n\nOn 12 January 2018, the Company allotted and issued 3,000,000 ordinary shares of the Company pursuant to exercise of share options of the Company granted on 16 May 2017. As at the date of this annual report, the total number of issued shares of the Company is 4,517,161,222.\n\n# Contingent Liabilities\n\nOther than the disclosure under “Capital Commitments” on page 22 of this annual report, the Group did not have any other material contingent liabilities as at 31 December 2017.\n\n# Share Issues and Connected Transaction\n\nOn 20 January 2017, the Company entered into (i) a share subscription agreement (“Share Subscription Agreement”) with Mr. Sin, the Chairman of the Company and a Non-executive Director, pursuant to which the Company has conditionally agreed to allot and issue, and Mr. Sin has conditionally agreed to subscribe for, an aggregate of 112,107,623 shares of the Company (“Share Subscription Shares”) at the subscription price of HK\\$0.223 per share; and (ii) the share subscription agreements (“PRC Subscription Agreements”) with Liang Yehong and Chen Zhimin (“PRC Subscribers”), being independent third parties of the Group, pursuant to which the Company has conditionally agreed to allot and issue, and the PRC Subscribers have conditionally agreed to subscribe for, an aggregate of 387,984,117 shares (“PRC Subscription Shares”, together with Share Subscription Shares as the “Subscription Shares”) at the subscription price of HK\\$0.223 per share.\n\n資產抵押\n\n於二零一七年十二月三十一日之公允值為約34,780,000港元（二零一六年：約33,700,000港元）的投資物業已作為就透支獲取銀行融資的抵押。\n\n報告日後事項\n\n於二零一八年一月十二日，本公司根據行使本公司於二零一七年五月十六日授出的購股權配發及發行3,000,000股本公司普通股。於本年報日期，本公司已發行股份總數為4,517,161,222股。\n\n或然負債\n\n除本年報第22頁「資本承擔」所披露者外，本集團於二零一七年十二月三十一日概無任何其他重大或然負債。\n\n股份發行及關連交易\n\n於二零一七年一月二十日，本公司分別(i)與本公司主席及非執行董事冼國林先生訂立股份認購協議（「股份認購協議」），據此本公司已有條件同意配發 及 發 行，而 冼 先 生 已 有 條 件 同 意 認 購 合 共112,107,623股本公司股��（「股份認購股份」），認購價為每股0.223港元；及(ii)與本集團的獨立第三方梁葉紅及陳志敏（「中國認購人」）訂立股份認購協議（「中國認購協議」），據此本公司已有條件同意配發及發行，而中國認購人已有條件同意認購合共387,984,117股股份（「中國認購股份」，連同股份認購股份統稱「認購股份」），認購價為每股0.223港元。"} +{"pdf_name": "9322831_186.pdf", "language": "zh", "markdown": "# （3）其他应付款\n\n# 1）按款项性质列示其他应付款\n\n单位：元\n\n
项目期末余额期初余额
往来款1,496,879.281,843,750.00
职工垫付款1,380,922.30948,712.95
其他382,440.7254,005.68
合计3,260,242.302,846,468.63
\n\n# 2）账龄超过 1 年的重要其他应付款\n\n单位：元\n\n
项目期末余额未偿还或结转的原因
\n\n其他说明\n\n# 42、持有待售负债\n\n单位：元\n\n
项目期末余额期初余额
\n\n其他说明：\n\n# 43、一年内到期的非流动负债\n\n单位：元\n\n
项目期末余额期初余额
一年内到期的租赁负债3,213,160.741,099,891.55
合计3,213,160.741,099,891.55
\n\n其他说明：\n\n# 44、其他流动负债\n\n单位：元\n\n
项目期末余额期初余额
待转销项税513,140.22323,331.75
合计513,140.22323,331.75
\n\n短期应付债券的增减变动：\n\n单位：元"} +{"pdf_name": "9322831_187.pdf", "language": "zh", "markdown": "
债券名\n称面值发行日\n期债券期\n限发行金\n额期初余\n额本期发\n行按面值\n计提利\n息溢折价\n摊销本期偿\n还期末余\n额
合计------
\n\n其他说明：\n\n# 45、长期借款\n\n# （1）长期借款分类\n\n单位：元\n\n
项目期末余额期初余额
\n\n长期借款分类的说明：\n\n其他说明，包括利率区间：\n\n# 46、应付债券\n\n# （1）应付债券\n\n单位：元\n\n
项目期末余额期初余额
\n\n# （2）应付债券的增减变动（不包括划分为金融负债的优先股、永续债等其他金融工具）\n\n单位：元\n\n
债券名\n称面值发行日\n期债券期\n限发行金\n额期初余\n额本期发\n行按面值\n计提利\n息溢折价\n摊销本期偿\n还期末余\n额
合计------
\n\n# （3）可转换公司债券的转股条件、转股时间说明\n\n# （4）划分为金融负债的其他金融工具说明\n\n期末发行在外的优先股、永续债等其他金融工具基本情况\n\n期末发行在外的优先股、永续债等金融工具变动情况表\n\n单位：元\n\n
发行在外期初本期增加本期减少期末
"} +{"pdf_name": "3440740_33.pdf", "language": "zh", "markdown": "始确认金额；具有融资性质的，按其现值进行初始确认。\n\n收回或处置时，将取得的价款与该应收款项账面价值之间的差额计入当期损益。\n\n# （4）可供出售金融资产\n\n取得时按公允价值（扣除已宣告但尚未发放的现金股利或已到付息期但尚未领取的债券利息）和相关交易费用之和作为初始确认金额。\n\n持有期间将取得的利息或现金股利确认为投资收益。期末以公允价值计量且将公允价值变动计入其他综合收益。但是，在活跃市场中没有报价且其公允价值不能可靠计量的权益工具投资，以及与该权益工具挂钩并须通过交付该权益工具结算的衍生金融资产，按照成本计量。\n\n处置时，将取得的价款与该金融资产账面价值之间的差额，计入投资损益；同时，将原直接计入其他综合收益的公允价值变动累计额对应处置部分的金额转出，计入当期损益。\n\n# （5）其他金融��债\n\n按其公允价值和相关交易费用之和作为初始确认金额。采用摊余成本进行后续计量。3、本公司对金融工具的公允价值的确认方法\n\n如存在活跃市场的金融工具，以活跃市场中的报价确定其公允价值；如不存在活跃市场的金融工具，采用估值技术确定其公允价值。估值技术主要包括市场法、收益法和成本法。\n\n# 3、金融资产转移的确认依据和计量方法\n\n本公司发生金融资产转移时，如已将金融资产所有权上几乎所有的风险和报酬转移给转入方，则终止确认该金融资产；如保留了金融资产所有权上几乎所有的风险和报酬的，则不终止确认该金融资产。\n\n在判断金融资产转移是否满足上述金融资产终止确认条件时，采用实质重于形式的原则。本公司将金融资产转移区分为金融资产整体转移和部分转移。金融资产整体转移满足终止确认条件的，将下列两项金额的差额计入当期损益：\n\n（1）所转移金融资产的账面价值；\n\n（2）因转移而收到的对价，与原直接计入所有者权益的公允价值变动累计额（涉及转移的金融资产为可供出售金融资产的情形）之和。\n\n金融资产部分转移满足终止确认条件的，将所转移金融资产整体的账面价值，在终止确认部分和未终止确认部分之间，按照各自的相对公允价值进行分摊，并将下列两项金额的差额计入当期损益：\n\n（1）终止确认部分的账面价值；\n\n（2）终止确认部分的对价，与原直接计入所有者权益的公允价值变动累计额中对应终止确认部分的金额（涉及转移的金融资产为可供出售金融资产的情形）之和。"} +{"pdf_name": "3440740_34.pdf", "language": "zh", "markdown": "金融资产转移不满足终止确认条件的，继续确认该金融资产，所收到的对价确认为一项金融负债。\n\n# 4、金融负债终止确认条件\n\n金融负债的现时义务全部或部分已经解除的，则终止确认该金融负债或其一部分；本公司若与债权人签定协议，以承担新金融负债方式替换现存金融负债，且新金融负债与现存金融负债的合同条款实质上不同的，则终止确认现存金融负债，并同时确认新金融负债。\n\n对现存金融负债全部或部分合同条款作出实质性修改的，则终止确认现存金融负债或其一部分，同时将修改条款后的金融负债确认为一项新金融负债。\n\n金融负债全部或部分终止确认时，终止确认的金融负债账面价值与支付对价（包括转出的非现金资产或承担的新金融负债）之间的差额，计入当期损益。\n\n本公司若回购部分金融负债的，在回购日按照继续确认部分与终止确认部分的相对公允价值，将该金融负债整体的账面价值进行分配。分配给终止确认部分的账面价值与支付的对价（包括转出的非现金资产或承担的新金融负债）之间的差额，计入当期损益。\n\n# 5、金融资产和金融负债的公允价值的确定方法\n\n存在活跃市场的金融工具，以活跃市场中的报价确定其公允价值。不存在活跃市场的金融工具，采用估值技术确定其公允价值。在估值时，本公司采用在当前情况下适用并且有足够可利用数据和其他信息支持的估值技术，选择与市场参与者在相关资产或负债的交易中所考虑的资产或负债特征相一致的输入值，并优先使用相关可观察输入值。只有在相关可观察输入值无法取得或取得不切实可行的情况下，才使用不可观察输入值。\n\n# 6、金融资产（不含应收款项）减值的测试方法及会计处理方法\n\n除以公允价值计量且其变动计入当期损益的金融资产外，本公司于资产负债表日对金融资产的账面价值进行检查，如果有客观证据表明某项金融资产发生减值的，计提减值准备。\n\n# （1）可供出售金融资产的减值准备：\n\n期末如果可供出售金融资产的公允价值发生严重下降，或在综合考虑各种相关因素后，预期这种下降趋势属于非暂时性的，就认定其已发生减值，将原直接计入所有者权益的公允价值下降形成的累计损失一并转出，确认减值损失。\n\n对于已确认减值损失的可供出售债务工具，在随后的会计期间公允价值已上升且客观上与确认原减值损失确认后发生的事项有关的，原确认的减值损失予以转回，计入当期损益。\n\n可供出售权益工具投资发生的减值损失，不通过损益转回。\n\n# （2）持有至到期投资的减值准备：\n\n持有至到期投资减值损失的计量比照应收款项减值损失计量方法处理。"} +{"pdf_name": "4034504_17.pdf", "language": "zh", "markdown": "
项目名称投资概算已投资额投资计划
2019 年\n10-12 月2020 年2021 年
世纪大道东延项目4.003.350.250.200.20
盐城市环保职业技术学院5.505.450.05--
海瀛清华园1.501.400.10--
鑫港家园2.550.501.240.81-
凤翔家园3.310.150.251.701.21
合计37.3227.482.333.812.31
\n\n资料来源：海瀛实投\n\n截至 2019 年 9 月末，该公司拟建项目主要是经八路南延伸项目、盐城环保科技城国际合作区一期项目、盐城环保科技城污水管网工程、中瀛大厦、环保小镇等项目。上述拟建项目概算总投资额为 39.00 亿元，其中 2020 年及之前计划投资 14.80 亿元。总体来看，公司未来在建及拟建的基础设施建设项目仍有较大规模的资金投入，后续面临较大的投融资压力。\n\n图表 10. 截至 2019 年 9 月末公司主要拟建项目情况（单位：亿元）\n\n
项目名称投资概算投资计划
2019 年\n10-12 月2020 年2021 年
经八路南延伸项目0.600.200.200.20
盐城环保科技城国际合作区一期项目20.005.005.001.00
盐城环保科技城污水管网工程3.000.500.500.50
中瀛大厦3.000.200.500.50
环保小镇12.400.702.002.00
合计39.006.608.204.20
\n\n资料来源：海瀛实投\n\n# （2） 工程施工\n\n该公司工程施工业务运营主体是江苏海瀛腾飞市政建设工程有限公司（以下简称“海瀛腾飞”），海瀛腾飞拥有市政公用工程总承包二级资质和房地产开发经营二级资质。由于资质限制，海瀛腾飞主要通过管委会承接环科城内中小型工程施工项目，以及周边地区的道路、桥梁、绿化等施工业务。同时，海瀛腾飞还通过邀标等方式承接一定规模的房地产施工项目。海瀛腾飞工程施工项目采用成本加成定价。在结算方式上，根据海瀛腾飞与业主签订的施工协议，业主按照施工进度支付工程款，一般 3-4 个月进行一次工程款结算。\n\n2016-2018 年及 2019 年前三季度，海瀛腾飞中标金额合计分别为 2.90 亿元、2.72 亿元、2.23 亿元和 5.30 亿元。同期，该公司分别实现工程施工收入2.55 亿元、2.46 亿元、2.32 亿元和 1.81 亿元；工程施工业务毛利率分别为16.98%、16.67%、7.99%和 10.54%，其中 2018 年及 2019 年前三季度毛利率偏低，主要系人工成本、物料成本等造价成本上升较快等因素所致。"} +{"pdf_name": "4034504_18.pdf", "language": "zh", "markdown": "# （3） 电力设备加工制造\n\n该公司电力设备加工制造业务主要由下属子公司江苏中科重工股份有限公司（以下简称“中科重工”）负责运营。2014 年初，公司收购中科重工，持股比例为 50.30%。中科重工成立于 2010 年 5 月，是一家集电站设备生产、核电站设备配套、除尘设备制造、改造安装和冶金矿山设备制造的高新科技企业。中科重工专业从事能源动力设备、环保节能设备、化工过程设备及各类水处理设备的设计制造，承揽各类节能环保及相关技改工程总包业务，是“哈电集团”、“杭锅集团”、“泰山集团”等国内大、中型动力装备企业的合格分供方及分包制造基地之一。\n\n中科重工持有国际通行的由美国机械工程师协会颁发的 ASME 的动力锅炉（S）和压力容器（U）钢印和授权制造证书；拥有国内 A 级锅炉部件制造许可证；A1 类压力容器制造许可证；1 级锅炉维修改造资格证，并通过了ISO9001 质量管理体系、ISO14001 环境管理体系及 ISO18001 职业健康安全管理体系论证，是同行业中资质较全的企业之一。在技术研发上，中科重工于2015 年 2 月成立了由清华、浙大在职教授、博士领衔的中科重工技术与环境工程研究院，为实现产业升级提供人才和技术支持。\n\n目前，中科重工产品主要有膜式水冷壁、空气过滤器、锅炉配件、省煤器等环保设备非标产品。销售区域为全国大中型电站、发电厂和各类化工企业，客户主要分布东北、华北、西北以及西南地区。在结算方式上，下游客户以承兑汇票采取 9:1 付款方式，即在产品交货��，下游客户支付合同款的90%，其余作为质保金，在产品运行 18 个月确认无质量问题时支付。2018 年，中科重工产品的前五大客户分别为哈尔滨锅炉厂有限责任公司、杭州锅炉集团股份有限公司、北京德普新能源科技发展有限公司、上海锅炉厂有限公司和冀中能源股份有限公司，上述销售客户销售金额合计占总销售金额的比重为 55.40%。2019 年前三季度，公司前五大客户销售金额合计占总销售金额的比重为 66.53%，客户集中度有所提升。\n\n图表 11. 2018 年及 2019 年前三季度中科重工前五大客户明细\n\n
时间客户名称销售产品销售金额\n（万元）占销售\n的比重（%）
2018 年哈尔滨锅炉厂有限责任公司水冷壁、锅炉配件919824.00
杭州锅炉集团股份有限公司空气过滤器419511.00
北京德普新能源科技发展有限公司省煤器31988.40
上海锅炉厂有限公司过热器28547.50
冀中能源股份有限公司空气过滤器17254.50
合计--2117055.40
2019 年\n前三季度哈尔滨锅炉厂有限责任公司水冷壁及锅炉配\n件8947.5129.90
杭州锅炉集团股份有限公司空气预热器3868.4713.00
无锡华光锅炉有限公司过热器3331.1411.13
江联重工集团股份有限公司扩容器2026.106.80
北京德普新能源科技发展有限公司省煤器1716.155.70
合计--19889.3766.53
"} +{"pdf_name": "20794380_22.pdf", "language": "zh", "markdown": "次发行短期融资券所融得资金将部分用于其日常经营周转、存货的采购等，随着存货规模扩大，公司可变现资产也将有所增加。发行人货币资金充足、可变现资产金额较大，为偿付本期短期融资券本息提供了一定的保障。\n\n# 3、境外母公司的资金支持能力为发行人偿付本期短期融资券本息提供了有力的保障\n\n公司作为香港上市公司中国永达汽车服务控股有限公司（股票代码：HK.03669）在境内全资控制子公司，也是永达汽车服务在境内开展业务的唯一的运营主体，将得到来自股东方的大力支持、且获得资金的渠道畅通。当前上市公司（中国永达汽车服务控股）除上市前原股东外的社会公众股东约占总股数 14.8 亿股的 20%，若增发至 40%，可增发新股 4.93 亿股，以目前每股 6 元港币计算，将可募集港币 29.58 亿元，折合人民币 23.66.亿元。以同样金额发行债券也不会对资产负债率造成不利影响。因此，永达汽车服务通过在香港市场增发新股、发行债券等方式可至少募集资金 40 亿元。上述资金可通过增资、股东借款等方式汇入发行人并用于归还其债务。\n\n# 三、发行人承诺\n\n为了充分、有效地维护和保障短期融资券持有人的利益，发行人承诺将加强募集资金监管，本次募集资金均用于符合国家相关法律法规及政策要求的企业生产经营活动，不用于土地储备、房地产项目开发、项目资本金、股权收购或用于其他金融领域。在本期短期融资券存续期间，若发生募集资金用途变更，将提前及时披露有关信息。"} +{"pdf_name": "20794380_23.pdf", "language": "zh", "markdown": "# 第五章发行人基本情况\n\n# 一、发行人基本情况\n\n图表 5-1：公司基本情况表\n\n
公司中文名称：上海永达投资控股集团有限公司
法定代表人：徐悦
注册地址：中国（上海）自由贸易试验区加枫路 26 号七层 721 室
注册资本：人民币壹拾伍亿元整
设立日期：2003 年 9 月 25 日
工商登记号：310115400134111
邮政编码：200131
联系电话：021-63026789
传真：021-63017990
\n\n上海永达投资控股集团有限公司成立于 2003 年 9 月 25 日，现注册资本 15 亿元，实收资本 15 亿元。法定代表人徐悦。公司经营范围为：（一）在汽车销售领域及国家允许外商投资的领域内依法进行投资；（二）受其所投资企业的书面委托（经董事会一致通过），向其所投资企业提供下列服务：1、在外汇管理部门的同意和监督下，在其所投资企业之间平��外汇及现金管理；2、为所投资企业提供产品销售和市场开发过程中的技术支持、员工培训、企业内部人事管理；3、协助所投资企业寻求及提供担保；（三）为其投资者提供咨询服务，为其关联公司提供与其投资有关的市场信息、投资政策等咨询服务；（四）承接其母公司和关联公司的服务外包业务；（五）从事汽车零部件、金属材料（贵金属除外）、电线电缆、仪表仪器、电子元件、机电设备及配件、建筑装潢材料（含钢材、水泥除外）、文化办公用品、日用百货、工艺礼品（文物除外）、电脑配件的进出口、批发业务、佣金代理（拍卖除外）及其他相关配套服务；汽车销售咨询；汽车经销（不涉及国营贸易管理商品，涉及配额、许可证管理商品的，按国家有关规定办理申请）。【依法须经批准的项目，经相关部门批准后方可开展经营活动】\n\n发行人系香港上市公司中国永达汽车服务控股有限公司在境内全资控制的子公司，也是永达汽车服务在境内开展业务的运营主体，企业性质为外商投资企业。作为中国领先的乘用车经销商和综合性服务提供商，发行人拥有广泛的全国性汽车服务网络，并专注于豪华及超豪华汽车品牌的运作。\n\n发行人与领先的豪华及超豪华品牌汽车制造商建立了长期稳固的合作关系。截至本募集说明书签署日，公司已拥有包括宝马、迷你、奥迪、保时捷、捷豹、路虎、英菲尼迪、凯迪"} +{"pdf_name": "11696327_186.pdf", "language": "zh", "markdown": "47. 金融工具\n\na. 金融工具之類別\n\n# 47. FINANCIAL INSTRUMENTS\n\n# a. Categories of financial instruments\n\n
二零二零年 \n2020二零一九年\n2019
千港元 \nHK$’000千港元\nHK$’000
金融資產 Financial assets
按公平值計入其他全面收益之 Equity instruments at FVTOCI\n權益工具9,25511,578
按公平值計入損益之金融資產 Financial assets at FVTPL22,68640,762
按攤銷成本 At amortised cost
按金及其他應收款項 Deposits and other receivables7,1138,444
應收貸款及利息 Loan and interest receivables462,442461,077
應收賬款 Trade receivables27,20642,119
銀行結餘及現金－信託賬戶 Bank balances and cash – trust account \n銀行結餘及現金－一般賬戶 Bank balances and cash29,633
– general accounts78,298110,074
607,002683,687
金融負債 Financial liabilities
按攤銷成本 At amortised cost
應付賬款及其他應付款項 Trade and other payables12,78822,469
應付保固金款項 Retention monies payables1,6422,617
銀行借貸 Bank borrowings45,11334,532
其他貸款及其他借貸 Other loan and other borrowings82,00070,000
銀行透支 Bank overdrafts19,39619,827
160,939149,445
租賃負債╱融資租約承擔 Lease liabilities/obligations under \nfinance leases9,2251,961
\n\nb. 財務風險管理目標及政策\n\n本集團之主要金融工具如上表所列。該等金融工具詳情於各附註披露。下文載列與該等金融工具有關之風險及如何降低該等風險之政策。管理層管理及監控該等風險，以確保及時和有效地採取適當之措施。\n\n# b. Financial risk management objectives and policies\n\nThe Group’s major financial instruments are listed in the above table. Details of these financial instruments are disclosed in the respective notes. The risks associated with these financial instruments and the policies on how to mitigate these risks are set out below. The management manages and monitors these exposures to ensure appropriate measures are implemented on a timely and effective manner."} +{"pdf_name": "11696327_187.pdf", "language": "zh", "markdown": "47. 金融工具（續）\n\nb. 財務風險管理目標及政策（續）\n\n信貸風險及減值評估\n\n應收貸款及利息\n\n為盡量降低信貸風險，本集團管理層制定政策評估應收賬款及應收貸款及利息的信貸風險。該評估乃基於對可收回性之密切監督及評估以及管理層之判斷（包括應收款項賬齡分析、各客戶之當前信譽、客戶經理集中度分析、抵押品分配及集中度分析以及過往收賬記錄等）。就此而言，董事認為本集團的信貸風險已大幅降低。\n\n與客戶所訂立合約產生的應收賬款及合約資產\n\n為盡量降低信貸風險，本集團管理層已委派團隊，負責釐定信貸額度及信貸批核手續。本集團亦設有其他監控程序，確保採取跟進措施以收回逾期債項。此外，本集團根據預期信貸虧損模式基於債務人性質及行業通過將具有類似信貸風險特徵的各類債務人進行分組使用撥備矩陣對貿易結餘進行減值評估。在考慮賬齡、歷史觀察違約率、還款記錄及各自應收賬款的逾期狀況後，對各類債務人給予內部信貸評級。估計損失率是基於違約概率及違約損失率，經參考外部信用報告，並根據無需耗用過多的成本或努力獲取之合理且可支持的前瞻性資料進行調整，而已信貸減值的貿易結餘單獨進行評估。就此而言，董事認為本集團的信貸風險已大幅降低。\n\n# 47. FINANCIAL INSTRUMENTS (CONTINUED)\n\n# b. Financial risk management objectives and policies (Continued)\n\n# Credit risk and impairment assessment\n\n# Loan and interest receivables\n\nIn order to minimise the credit risk, the management of the Group has a policy for assessing the credit risk of accounts and loan and interest receivables. The assessment is based on a close monitoring and evaluation of collectability and on management’s judgement, including the ageing analysis of receivables, the current creditworthiness, account executives concentration analysis, collateral distribution and concentration analysis and the past collection history of each client, etc. In this regard, the Directors consider that the Group’s credit risk is significantly reduced.\n\n# Trade receivables and contract assets arising from contracts with customers\n\nIn order to minimise the credit risk, the management of the Group has delegated a team responsible for determination of credit limits and credit approvals. Other monitoring procedures are in place to ensure that follow-up action is taken to recover overdue debts. In addition, the Group performs impairment assessment under ECL model on trade balances based on provision matrix through grouping of various debtors that have similar credit risk characteristics based on nature and industry of debtors. Internal credit rating has been given to each category of debtors after considering aging, historical observed default rates, repayment history and past due status of respective trade receivables. Estimated loss rates are based on probability of default and loss given default with reference to an external credit report and are adjusted for reasonable and supportable forward-looking information that is available without undue costs or effort while credit-impaired trade balances were assessed individually. In this regard, the Directors consider that the Group’s credit risk is significantly reduced."} +{"pdf_name": "4031037_30.pdf", "language": "zh", "markdown": "表 9、第五次股权变更后股权结构\n\n
股东出资金额（万元）出资比例（%）
杭州三箭职工持股会3,38033.8
浙江旅游房地产开发有限公司3,00030
叶哲华2,00020
浙江省东阳市第八建筑工程公司3003
方宏青1651.65
姚华军1651.65
金炜1651.65
蒋传良1651.65
葛伟1651.65
吕巧珍1651.65
祁伟强1651.65
周林女1651.65
合计10,000100
\n\n# 8、杭州三箭第六次股权变更\n\n2003年11月20日，经杭州三箭股东会决议通过，杭州三箭职工持股会将占比10%的出资以1,000.00万元转让给叶哲华，并已于2003年11月24日完成工商变更登记手续。经上述股权转让后，公司股权结构如下：\n\n表 10、第六次股权变更后股权结构\n\n
股东出资金额（万元）出资比例（%）
浙江旅游房地产开发有限公司3,00030
叶哲华3,00030
杭州三箭职工持股会2,38023.8
浙江省东阳市第八建筑工程公司3003
方宏青1651.65
姚华军1651.65
金炜1651.65
蒋传良1651.65
葛伟1651.65
吕巧珍1651.65
祁伟强1651.65
周林女1651.65
合计10,000100.00
\n\n# 9、杭州三箭整体变更为股份有限公司"} +{"pdf_name": "4031037_31.pdf", "language": "zh", "markdown": "2003年12月15日，经杭州三箭各股东于签订《整体变更设立浙江昆仑建设集团股份有限公司协议书》，以2003年11月30日为基准日，整体变更设立股份公司，名称为浙江昆仑建设集团股份有限公司。各发起人以其所拥有的截至2003年11月30日杭州三箭的净资产（10,600万元）按原出资比例认购公司股份，并于2003年12月29日办理了工商变更登记手续。\n\n2003年12月25日，昆仑建设召开第一届股东大会，审议通过了《关于设立浙江昆仑建设集团股份有限公司的议案》、《关于浙江昆仑建设集团股份有限公司设立费用的报告》、《浙江昆仑建设集团股份有限公司章程》、《关于选举浙江昆仑建设集团股份有限公司第一届董事会成员的议案》以及《关于浙江昆仑建设集团股份有限公司第一届监事会成员的议案》。会议选举叶哲华、方宏青、姚华军、郭维良、吕巧珍组成董事会；葛伟、沈婷婷、祁伟强组成监事会。\n\n2003年12月29日，昆仑建设取得了浙江省工商行政管理局核发的注册号为3300001010304的《企业法人营业执照》，住所杭州市西湖区体育场路580号，法定代表人叶哲华，注册资本壹亿零陆佰万元，经营范围：房屋建筑工程施工总承包（壹级）；地基与基础工程承包（贰级）、建筑装修装饰工程承包（贰级）；机电设备安装工程承包（贰级、法律、法规规定凭许可证的除外）；消防工程承包（贰级）；市政公用工程施工总承包（叁级）；制冷设备安装；建筑机具租赁；对外承包劳务（具体经营范围详见（1999）外经贸政审函字第2592号）；含下属分支机构的经营范围。\n\n昆仑建设设立时，公司股东和出资情况如下：\n\n表 11、股份公司设立时股权结构\n\n
股东持有股数（万股）持股比例（%）
浙江旅游房地产开发有限公司3,18030
叶哲华3,18030
杭州三箭职工持股会2,522.8023.80
浙江省东阳市第八建筑工程公司3183
方宏青174.901.65
姚华军174.901.65
金炜174.901.65
蒋传良174.901.65
葛伟174.901.65
吕巧珍174.901.65
祁伟强174.901.65
周林女174.901.65
合计10,600.00100.00
\n\n# 10、昆仑建设第一次股权变更"} +{"pdf_name": "2151166_85.pdf", "language": "zh", "markdown": "债表、利润表及现金流量表。本年度第一季度信息披露时间不得早于上一年度信息披露时间。\n\n（三）发行人将严格按照中国人民银行颁布的《银行间债券市场非金融企业债务融资工具管理办法》、中国银行间市场交易商协会制定的《银行间债券市场非金融企业债务融资工具发行注册规则》等自律规则、指引的相关规定，在短期融资券存续期间，及时向市场公开披露可能影响公司偿债能力的重大事项：\n\n1、企业名称、经营方针和经营范围发生重大变化；\n\n2、企业生产经营的外部条件发生重大变化；\n\n3、企业涉及可能对其资产、负债、权益和经营成果产生重要影响的重大合同；\n\n4、企业发生可能影响其偿债能力的资产抵押、质押、出售、转让、划转或报废；\n\n5、企业发生未能清偿到期重大债务的违约情况；\n\n6、企业发生大额赔偿责任或因赔偿责任影响正常生产经营且难以消除的；\n\n7、企业发生超过净资产10%以上的重大亏损或重大损失；\n\n8、企业一次免除他人债务超过一定金额，可能影响其偿债能力的；\n\n9、企业三分之一以上董事、三分之二以上监事、董事长或者总经理发生变动；董事长或者总经理无法履行职责；\n\n10、企业做出减资、合并、分立、解散及申请破产的决定，或者依法进入破产程序、被责令关闭；\n\n11、企业涉及需要说明的市场传闻；\n\n12、企业涉及重大诉讼、仲裁事项；\n\n13、企业涉嫌违法违规被有权机关调查，或者受到刑事处罚、重大行政处罚；企业董事、监事、高级管理人员涉嫌违法违纪被有权机关调查或者采取强制措施；\n\n14、企业发生可能影响其偿��能力的资产被查封、扣押或冻结的情况；企业主要或者全部业务陷入停顿，可能影响其偿债能力的；\n\n15、企业对外提供重大担保。\n\n# （四）兑付信息披露\n\n公司将在短期短期融资券本息兑付日前5个工作日，通过中国货币网和上海清算所网站公布本金兑付和付息事项如有关信息披露管理制度发生变化，本公司将依据其变化对于信息披露做出调整。"} +{"pdf_name": "2151166_86.pdf", "language": "zh", "markdown": "# 第十一章 发行人违约责任和投资者保护机制\n\n# 一、违约事件\n\n如下列任何一项事件发生及继续，则投资者均可向发行人或主承销商（如有代理追偿责任）发出书面通知，表明应即刻启动投资者保护机制。在此情况下，发行人或主承销商（如有代理追偿责任）应依据本条款有关规定即刻启动投资者保护机制。有关事件在发行人或主承销商接获有关通知前已予以纠正的，则另作别论：\n\n1、拖欠付款：拖欠债务融资工具本金或其中任何债务融资工具的任何到期应付利息；\n\n2、解散：发行人于所有未赎回债务融资工具获赎回前解散或因其他原因不再存在。因获准重组引致的解散除外；\n\n3、破产：发行人破产、全面无力偿债、拖欠到期应付款项、停止/暂停支付所有或大部分债务或终止经营其业务，或发行人根据《破产法》规定进入破产程序。\n\n# 二、违约责任\n\n1、发行人对本期债务融资工具投资者按时还本付息。如果发行人未能按期向上海清算所指定的资金账户足额划付资金，发行人将在本期债务融资工具本息支付日，通过中国货币网和上海清算所网站及时向投资者公告发行人的违约事实。发行人到期未能偿还本期债务融资工具本息，投资者可依法提起诉讼。\n\n2、投资者未能按时交纳认购款项的，应按照延期缴款的天数以日利率万分之二点一（0.21‰）计算向发行人支付违约金。发行人有权根据情况要求投资者履行协议或不履行协议。\n\n# 三、投资者保护机制\n\n# （一）应急事件\n\n应急事件是指发行人突然出现的，可能导致债务融资工具不能按期、足额兑付，并可能影响到金融市场稳定的事件。\n\n在各期债务融资工具存续期内单独或同时发生下列应急事件时，可以启动投资者保护应急预案：\n\n1、发行人未能按期足额兑付债务融资工具本金或利息；\n\n2、发行人转移债务融资工具全部或部分清偿义务；\n\n3、发行人变更信用增进安排或信用增进机构，对债务融资工具持有人权益产生重大不利影响的；\n\n4、发行人减资、合并、分立、解散、申请破产或被接管;\n\n5、单独或合计持有百分之五十以上同期债务融资工具余额的持有人提议召"} +{"pdf_name": "20790661_184.pdf", "language": "zh", "markdown": "4. 主要會計政策（續）\n\n投資及其他金融資產（於二零一八年一月一日前適用香港會計準則第39號項下政策）（續）\n\n金融工具（續）\n\n終止確認（自二零一八年一月一日起適用香港財務報告準則第9號項下政策及於二零一八年一月一日前適用香港會計準則第39號項下政策）\n\n僅於資產現金流量之合約權利屆滿時，本集團方會取消確認金融資產。\n\n於終止確認金融資產時，該項資產之賬面值與已收及應收代價之差額會於損益中確認。\n\n本集團僅於本集團之責任被解除、撤銷或已到期時終止確認金融負債。終止確認金融負債之賬面值與已付及應付代價之差額於損益確認。\n\n抵銷金融工具（自二零一八年一月一日起適用香港財務報告準則第9號項下政策及於二零一八年一月一日前適用香港會計準則第39號項下政策）\n\n倘於現時存在可依法執行的合法權利以抵銷已確認金額，且有意以淨額結算或同時變現資產及清償負債的情況下，金融資產及金融負債則予以抵銷，並於財務狀況表呈報淨金額。\n\n# 4. SIGNIFICANT ACCOUNTING POLICIES (continued)\n\n# INVESTMENTS AND OTHER FINANCIAL ASSETS (POLICIES UNDER HKAS 39 APPLICABLE BEFORE 1 JANUARY 2018) (continued)\n\n# FINANCIAL INSTRUMENTS (continued)\n\n# DERECOGNITION (POLICIES UNDER HKFRS 9 APPLICABLE FROM 1 JANUARY 2018 AND HKAS 39 APPLICABLE BEFORE 1 JANUARY 2018)\n\nThe Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire.\n\nOn derecognition of a financial asset, the difference between the asset’s carrying amount and the consideration received and receivable is recognised in profit or loss.\n\nThe Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.\n\n# OFFSETTING OF FINANCIAL INSTRUMENTS (POLICIES UNDER HKFRS 9 APPLICABLE FROM 1 JANUARY 2018 AND HKAS 39 APPLICABLE BEFORE 1 JANUARY 2018)\n\nFinancial assets and financial liabilities are offset and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously."} +{"pdf_name": "20790661_185.pdf", "language": "zh", "markdown": "5. 主要會計判斷及估計\n\n在應用本集團會計政策時，本公司董事須對無法依循其他途徑即時得知的資產及負債之賬面值作出判斷、估計及假設。該等估計及相關假設乃根據過往經驗及被視為相關之其他因素作出。實際結果或會與該等估計不同。\n\n應用本集團會計政策之重大判斷\n\n除涉及估計之判斷外，以下為本公司董事於應用本集團之會計政策時作出且對綜合財務報表內確認之金額有最大影響之重大判斷。\n\n確認銷售物業之收入\n\n本集團從銷售已發展物業確認收入。當集團的履約未創造對集團具有替代用途的資產，而集團有強制執行權收取至今已履約部分的款項，則收入於一段時間確認，否則，收入於買家取得已落成物業控制權的時間點確認。是否有強制執行權收取付款視乎合同條款及有關適用於該合同的法律。為評估對收取付款的強制執行權，集團已審閱合同條款、有關當地法律及當地監管機構的見解及取得法律意見，並需要作出重大判斷。如有合同之向客戶收款日與轉移物業予客戶之時差超過一年，代價金額將按照重大融資成份之影響作出調整。\n\n# 5. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES\n\nIn the application of the Group’s accounting policies, the directors of the Company are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.\n\n# CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES\n\nThe following are the critical judgements, apart from those involving estimations, that the directors of the Company have made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the consolidated financial statements.\n\n# REVENUE RECOGNITION FROM SALES OF PROPERTIES\n\nThe Group has recognised revenue from sales of properties. Revenue is recognised over time when the Group’s performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date, otherwise, revenue is recognised at a point in time when the buyer obtains control of the completed property. Whether there is an enforceable right to payment depends on the terms of contracts and relevant laws that apply to the contracts. To assess the enforceability of right to payment, the Group has reviewed the terms of the contracts, the relevant local laws, the local regulators’ view and obtained legal advice, and a significant judgement is required. For contracts where the period between the payment by customers and the transfer of the promised properties exceeds one year, the amount of consideration is adjusted for the effect of significant financing component."} +{"pdf_name": "3479799_39.pdf", "language": "zh", "markdown": "# 附五：基本财务指标的计算公式\n\n短期债务＝短期借款＋以公允价值计量且其变动计入当期损益的金融负债＋应付票据＋一年内到期的非流动负债+其他债务调整项\n\n长期债务＝长期借款＋应付债券＋其他债务调整项\n\n总债务＝长期债务＋短期债务\n\n净债务＝总债务－货币资金\n\n营业成本合计＝营业成本＋利息支出＋手续费及佣金支出＋退保金＋赔付支出净额＋提取保险合同准备金净额＋保单红利支出＋分保费用\n\n三费前利润＝营业总收入－营业成本合计－营业税金及附加\n\nEBIT（息税前盈余）＝利润总额＋计入财务费用的利息支出\n\nEBITDA（息税折旧摊销前盈余）＝EBIT＋折旧＋无形资产摊销＋长期待摊费用摊销\n\n资本支出＝购建固定资产、无形资产和其他长期资产支付的现金\n\n营业毛利率＝（营业总收入－营业成本合计）/ 营业总收入\n\n三费收入比＝（财务费用＋管理费用＋销售费用）/ 营业总收入\n\n总资产收益率 ＝ EBIT / 总资产平均余额\n\n流动比率＝流动资产 / 流动负债\n\n速动比率＝（流动资产－存货）/ 流动负债\n\n资产负债率＝负债总额 / 资产总额\n\n总资本化比率＝总债务 /（总债务＋所有者权益合计）\n\n长短期债务比＝短期债务 / 长期债务\n\nEBITDA 利息倍数＝EBITDA /（费用化利息支出＋资本化利息支出）"} +{"pdf_name": "3479799_40.pdf", "language": "zh", "markdown": "# 附六：主体信用等级的符号及定义\n\n
等级符号含义
AAA受评对象偿还债务的能力极强，基本不受不利经济环境的影响，违约风险极低。
AA受评对象偿还债务的能力很强，受不利经济环境的影响较小，违约风险很低。
A受评对象偿还债务的能力较强，较易受不利经济环境的影响，违约风险较低。
BBB受评对象偿还债务的能力一般，受不利经济环境影响较大，违约风险一般。
BB受评对象偿还债务的能力较弱，受不利经济环境影响很大，有较高违约风险。
B受评对象偿还债务的能力较大地依赖于良好的经济环境，违约风险很高。
CCC受评对象偿还债务的能力极度依赖于良好的经济环境，违约风险极高。
CC受评对象在破产或重组时可获得保护较小，基本不能保证偿还债务。
C受评对象不能偿还债务。
\n\n注：除 AAA 级，CCC 级及以下等级外，每一个信用等级可用“＋”、“－”符号进行微调，表示略高或略低于本等级。"} +{"pdf_name": "20785523_138.pdf", "language": "zh", "markdown": "# 19. INTEREST IN JOINT VENTURES (CONTINUED)\n\n19. 於合營企業的權益（續）\n\n
SM \n笙曼2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Current assets 流動資產40,789–
Non-current assets 非流動資產70–
Current liabilities 流動負債7,473–
\n\nThe above amounts of assets and liabilities include the following:\n\n上述資產及負債的金額包括下列各項：\n\n
2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Cash and cash equivalents 現金及現金等價物30,962–
Revenue 收益3,711–
Loss and total comprehensive expense 年內虧損及全面開支總額\nfor the year(55)–
\n\nReconciliation of the above summarised financial information to the carrying amount of the interest in the joint venture recognised in the consolidated financial statements:\n\n以上財務資源與合營公司權益賬面值之對賬於綜合財務報表確認：\n\n
2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Net assets 淨資產33,386–
Proportion of the Grou’ps ownershiip nterest 本集團擁有權權益比例50%–
Carriyng amount of the Grou’ps interest 本集團權益之賬面值16,693–
"} +{"pdf_name": "20785523_139.pdf", "language": "zh", "markdown": "# 20. AVAILABLE-FOR-SALE INVESTMENT\n\n20. 可供出售投資\n\n
2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Unlisted equity securities 非上市股本證券10,765–
\n\nThe unlisted equity securities represent an insignificant portion of the equity interest in AMTU Inc., an independent automatic teller machine (“ATM”) deployer in the PRC, which is principally engaged in deployment, operation, maintenance, sales of ATM and development of relative software. It is measured at cost less impairment at the end of the reporting period because the range of reasonable fair value estimates is so significant that the directors are of the opinion that its fair values cannot be reliably measured.\n\n# 21. ASSETS CLASSIFIED AS HELD FOR SALE\n\nOn 11 August 2017, the Company acquired 6,319,820 ordinary shares of US\\$0.001 each of Etonkids Educational Group Limited (“Etonkids”) (“Sale Shares”) from independent third parties, representing 45.78% of the issued share capital of Etonkids for a cash consideration of US\\$79,408,705 (equivalent to approximately RMB529,195,000), which was accounted for an interest in an associate at acquisition because the Company can exercise significant influence over Etonkids. Etonkids is a company incorporated in the Cayman Islands and, together with its subsidiaries and controlled companies, is an education group operating kindergartens under the brand “EtonKids” in the PRC.\n\nAs set out in the Company’s announcement dated 29 December 2017, the Company conditionally agreed to sell 3,175,095 Sale Shares for a cash consideration of US\\$44,965,000 (equivalent to approximately RMB295,964,000) and 3,144,725 Sale Shares for a cash consideration of US\\$44,534,900 (equivalent to approximately RMB293,133,000) to independent third parties, representing approximately 23.00% and 22.78% of the issued share capital of the Etonkids respectively. Etonkids had been accounted for using the equity accounting up to the date of this report, when it is reclassified to as assets held for sale, and the Group’s share of Etonkids’ results of RMB17,105,000 was included in the consolidated statement of profit or loss and other comprehensive income. Upon the completion of the above transaction, the Company will cease to be a shareholder of the Etonkids.\n\nAt 31 December 2017, the Group’s interest in Etonkids has been included under assets classified as held for sale in the consolidated statement of financial position.\n\n非上市股本證券即中國獨立自動櫃員機（「自動櫃員機」）機構AMTU Inc.之股權中非重大部分，該機構主要從事自動櫃員機的部署、運營、維修、銷售及相關軟件開發。非上市股本證券於報告期末以成本減去減值計量，由於合理的公平值估計範圍重大，董事認為其公平值無法可靠計量。\n\n21. 分類為持作待售的資產\n\n於2017年8月11日，本公司向獨立第三方收購伊頓國際教育集團有限公司（「伊頓」）之6,319,820股每股面值0.001美元之普通股（「待售股份」），佔伊頓已發行股本約45.78%，現金代價為79,408,705美元（相當於約人民幣529,195,000元），入賬為收購後於聯營公司之權益，由於本公司在伊頓擁有重大影響力。伊頓是一家在開曼群島註冊成立的公司，與其附屬公司及控股公司為於中國經營幼兒園的教育集團。\n\n誠如本公司日期為2017年12月29日的 公 告 所 載， 本 公 司 有 條 件 同 意 出售3,175,095股 待 售 股 份（ 現 金 代 價為44,965,000美 元（ 相 當 於 約 人 民 幣295,964,000元 ））及3,144,725股待售股份（現金代價為44,534,900美 元（ 相 當於約人民幣293,133,000元）予獨立第三方，分別佔伊頓已發行股本約23.00%及22.78%。於本報告日期，伊頓已透過權益會計法入賬，當其重新分類為持作待售資產時，本集團應佔伊頓業績人民幣17,105,000元已計入綜合損益及其他綜合收益表。以上交易完成後，本公司將不再為伊頓的股東。\n\n於2017年12月31日，本集團於伊頓的權於已於綜合財務狀況表以分類為待售的資產列賬。"} +{"pdf_name": "9271411_164.pdf", "language": "zh", "markdown": "# 2、持续和非持续第一层次公允价值计量项目市价的确定依据\n\n本公司以公允价值计量的其他权益工具投资系公司持有的上市公司股票，该资产的公允价值确定依据为期末股票的收盘价。\n\n# 十二、关联方及关联交易\n\n# 1、本企业的母公司情况\n\n
母公司名称注册地业务性质注册资本母公司对本企业的\n持股比例母公司对本企业的\n表决权比例
桂发祥集团天津市河西区餐饮企业管理；会议\n服务；食品生产机械\n设备加工、制造、销\n售；烟零售；广告业\n务；自有房屋租赁；\n货物及技术进出口61,635,700.00 元32.35%32.35%
\n\n本企业的母公司情况的说明\n\n本企业最终控制方是天津市河西区人民政府国有资产监督管理委员会。\n\n其他说明：\n\n# 2、本企业的子公司情况\n\n本企业子公司的情况详见附注“九、在其他主体中的权益”之 “1、在子公司中的权益”。\n\n# 3、本企业合营和联营企业情况\n\n本企业重要的合营或联营企业详见附注“九、在其他主体中的权益”之 “2、在合营安排或联营企业中的权益”。\n\n本期与本公司发生关联方交易，或前期与本公司发生关联方交易形成余额的其他合营或联营企业情况如下：\n\n
合营或联营企业名称与本企业关系
\n\n其他说明\n\n# 4、其他关联方情况\n\n
其他关联方名称其他关联方与本企业关系
昆汀科技其他关联方
\n\n其他说明\n\n昆汀科技2020年9月前为本公司联营企业。因存在“过去12个月内能够其施加重大影响”情形，故截至2021年9月，仍将昆汀科技认定为本公司关联方。"} +{"pdf_name": "9271411_165.pdf", "language": "zh", "markdown": "# 5、关联交易情况\n\n# （1）购销商品、提供和接受劳务的关联交易\n\n采购商品/接受劳务���况表\n\n单位：元\n\n
关联方关联交易内容本期发生额获批的交易额度是否超过交易额度上期发生额
桂发祥集团接受劳务1,038.001,038.00否
桂发祥集团采购商品24,078.8024,078.80否62,575.84
昆汀科技接受劳务4,065,520.0810,000,000.00否5,751,363.88
\n\n出售商品/提供劳务情况表\n\n单位：元\n\n
关联方关联交易内容本期发生额上期发生额
桂发祥集团销售商品221,247.79
\n\n购销商品、提供和接受劳务的关联交易说明\n\n# （2）关联租赁情况\n\n本公司作为出租方：\n\n单位：元\n\n
承租方名称租赁资产种类本期确认的租赁收入上期确认的租赁收入
昆汀科技房屋41,284.4155,045.87
\n\n本公司作为承租方：\n\n单位：元\n\n
出租方名称租赁资产种类本期确认的租赁费上期确认的租赁费
桂发祥集团办公楼及门店等2,867,860.001,786,799.87
\n\n关联租赁情况说明\n\n# （3）关键管理人员报酬\n\n单位：元\n\n
项目本期发生额上期发生额
关键管理人员薪酬4,194,801.103,375,507.56
\n\n# 6、关联方应收应付款项\n\n# （1）应收项目\n\n单位：元"} +{"pdf_name": "7474119_3.pdf", "language": "zh", "markdown": "# 1．科济生物在实体瘤 CAR-T 治疗上国际领先\n\n科济生物是一家于 2014 年在上海成立的临床级生物医药公司，注册资本 5000 万元，法人代表为李宗海博士。科济生物在实体瘤的 CAR-T治疗上已具备国际先进技术实力。\n\n# 1.1 开展全球首个肝癌细胞 CAR-T 临床实验\n\n科济生物聚焦创新型肿瘤免疫治疗产品的研发，2015 年在上海交大附属仁济医院开展了全球首个肝癌细胞的 CAR-T 细胞临床实验，在已经进行的 7 例早期临床研究中，选择GPC3 作为靶标，有 1 例患者目前肝细胞癌重要标志物 AFP 完全恢复正常。\n\n肝细胞癌（hepatocellular carcinoma，HCC）是发病率最高的恶性肿瘤之一，其发病率位于全球第 4 位，中国第 2 位，也是我国癌症导致死亡的主要原因。\n\nAFP 是目前最常用的肿瘤标记物，GPC3 是一种细胞膜表面的硫酸乙酰糖蛋白，在绝大多数肝癌患者中表达，而在正常肝组织及良性肝脏病变中不表达或仅有微弱表达。\n\n此前公司 CEO 李宗海博士等在《ClinicalCancerResearch》上发表的论文显示，αGPC3-28BBZ治疗方法中，对肝癌细胞的抑制率非常明显。\n\n图 1：αGPC3-28BBZ 疗法对 Huh-7 癌细胞抑制率比较\n\n数据来源：ClinicalCancerResearch，西南证券\n\n图 2：αGPC3-28BBZ 疗法对 PLC/PRF-5 癌细胞抑制率比较\n\n数据来源：ClinicalCancerResearch，西南证券\n\n论文中还显示经过αGPC3-28BBZ 治疗以后，外周血中抑制肝癌细胞的 CD4+和 CD8+这两种 T细胞数量相比对照组具有非常显著的优势。"} +{"pdf_name": "7474119_4.pdf", "language": "zh", "markdown": "图 3：αGPC3-28BBZ 治疗后外周血 T细胞数量比较（Huh-7）\n\n数据来源：ClinicalCancerResearch，西南证券\n\n图 4：αGPC3-28BBZ治疗后外周血 T细胞数量比较（PLC/PRF-5）\n\n数据来源：ClinicalCancerResearch，西南证券\n\n李宗海博士目前担任科济生物医药(上海)有限公司总裁兼 CEO，毕业于中南大学湘雅医学院并取得复旦大学医学博士学位。其研究经历丰富，担任上海交通大学医学院附属仁济医院博士生导师、上海市肿瘤研究所癌基因及相关基因国家重点实验室研究组长、国际药物创新联盟执行理事、美国癌症协会会员、美国基因治疗协会会员、中国医药生物技术协会基因治疗分会首届委员。长期致力于研制高效安全的抗肿瘤生物药物和开发肿瘤新治疗靶标，在国内外学术期刊发表论文 60 多篇，参编专著 2 部，申报发明专利 20 余项，获得中国、美国等授权专利 5 项。在实体瘤 CART疗法的研究方面处于国内顶尖、国际领先水平。\n\n图 5：李宗海博士\n\n数据来源：CARSGEN，西南证券\n\n图 6：科济生物合作伙伴\n\n数据来源：CARSGEN，西南证券\n\n# 1.2 实体瘤 CART 技术国内顶尖\n\n除了肝癌细胞 CAR-T 细胞临床实验外，科济生物还进行了首个针对过量表达 EGFR 的酵母细胞瘤临床实验，在已入组 3 例早期临床治疗中，1 例患者肿瘤缩小超过 50%。实体瘤方面，公��在肺癌、胃癌、乳腺癌、胰腺癌、卵巢癌等细胞治疗上都有产品储备。\n\n当前国内针对实体瘤的 CART 疗法研究屈指可数，科济生物在这一方面走在国内前列，其对肝癌和脑胶质瘤的研究处于国内顶尖水平。"} +{"pdf_name": "4043877_14.pdf", "language": "zh", "markdown": "# 三、 控股股东、实际控制人情况\n\n# 是否合并披露：\n\n√是 □否\n\n
控股股东名称控股股东对本公司的持股比例(%)控股股东对本公司的表决权比例(%)
季盛19.8526.47
季国炎14.2618.67
\n\n本公司控股股东系季国炎、季盛父子，已签署一致行动人协议。两人直接持有本公司股权共计34.11%，且分别为本公司两个持股平台绍兴子禾企业管理咨询合伙企业（有限公司）、绍兴东湖企业管理咨询合伙企业（有限合伙）的管理合伙人。其中绍兴子禾企业管理咨询合伙企业（有限公司）控股 6.62%，绍兴东湖企业管理咨询合伙企业（有限合伙）控股 4.41%，合计拥有表决权比例 45.14%，故本公司控股股东及实际控制人为季盛、季国炎。\n\n报告期内公司实际控制人未发生变化。"} +{"pdf_name": "4043877_15.pdf", "language": "zh", "markdown": "# 第六节 董事、监事、高级管理人员及核心员工情况\n\n# 一、 董事、监事、高级管理人员情况\n\n# (一) 基本情况\n\n
姓名职务性\n别出生日期学历任期是否在公\n司领取薪\n酬
季国炎董事长、总\n经理男1960.07.01硕士2016 年 7 月 3 日至 2019 年 7 月 2 日是
季盛董事、董事\n会秘书男1986.09.09本科2016 年 7 月 3 日至 2019 年 7 月 2 日是
顾瑜董事男1971.06.29硕士2016 年 7 月 3 日至 2019 年 7 月 2 日否
陆祥夫董事男1970.02.05大专2016 年 7 月 3 日至 2019 年 7 月 2 日是
宋志伟董事男1965.10.01大专2016 年 7 月 3 日至 2019 年 7 月 2 日是
冯岳松董事、财务\n负责人男1971.12.13本科2016 年 7 月 3 日至 2019 年 7 月 2 日是
水海星董事男1976.03.04本科2016 年 7 月 3 日至 2019 年 7 月 2 日否
丁国芳监事女1969.01.09大专2016 年 7 月 3 日至 2019 年 7 月 2 日是
季小英监事女1971.02.13大专2016 年 7 月 3 日至 2019 年 7 月 2 日是
邓海峰监事男1974.12.24本科2016 年 7 月 3 日至 2019 年 7 月 2 日是
董事会人数：7
监事会人数：3
高级管理人员人数：3
\n\n# 董事、监事、高级管理人员相互间关系及与控股股东、实际控制人间关系：\n\n季国炎和季盛系父子关系；季国炎和季小英系兄妹关系，陆祥夫与季小英系夫妻关系。除上述情形外，公司董事、监事、高级管理人员之间不存在亲属关系。\n\n# (二) 持股情况\n\n单位：股\n\n
姓名职务期初持普通\n股股数数量\n变动期末持普通股股\n数期末普通股\n持股比例期末持有股\n票期权数量
季国炎董事长、总经理6,465,00006,465,00014.26%0
季盛董事、董事会秘书9,000,00009,000,00019.85%0
顾瑜董事4,520,00004,520,0009.97%0
陆祥夫董事1,200,00001,200,0002.65%0
宋志伟董事1,050,00001,050,0002.32%0
冯岳松董事、财务负责人1,050,00001,050,0002.32%0
水海星董事0000.00%0
丁国芳监事800,0000800,0001.76%0
季小英监事0000.00%0
"} +{"pdf_name": "2072028_7.pdf", "language": "zh", "markdown": "
无锡银行-4.32%7.19%-6.71%13.01%8.13%
杭州银行-2.20%3.99%0.00%-5.37%-3.76%
上海银行-0.75%0.46%-0.63%-3.11%-3.99%
吴江银行-3.82%3.97%-5.79%-0.35%-6.11%
张家港行0.00%0.00%-12.60%-24.44%-33.96%
\n\n资料来源：Wind，中信证券研究部\n\n# 行业信息跟踪\n\n央行发布 2017 年一季度社会融资规模增量统计数据。一季度社会融资规模增量为 6.93万亿元，比上年同期多 2268 亿元。其中，一季度对实体经济发放的人民币贷款增加 4.5 万亿元，同比少增 1615 亿元；企业债券融资净减少 1472 亿元，同比多减 1.5 万亿元；非金融企业境内股票融资 2948 亿元，同比多 108 亿元。3 月份社会融资规模增量为 2.12 万亿元，比上月多 1.03 万亿元。（来源：央行http://www.pbc.gov.cn/goutongjiaoliu/113456/113469/3290912/index.html）\n\n央行发布 2017 年一季度金融统计数据报告。广义货币(M2)余额 159.96 万亿元，同比增长 10.6%；狭义货币(M1)余额 48.88 万亿元，同比增长 18.8%；一季度人民币贷款增加4.22 万亿元；一季度人民币存款增加 5.06 万亿元。（来源：央行http://www.pbc.gov.cn/goutongjiaoliu/113456/113469/3290932/index.html）\n\n银监会发布关于切实弥补监管短板、提升监管效能的通知。加强银行股东准入监管，防止委托他人代持股权行为。（来源：银监会http://www.cbrc.gov.cn/chinese/home/docView/1578BD0805BA4C8D8278B50855A0ED6 7.html）\n\n# 公司新闻\n\n贵阳银行发布 2016 年年报。营业收入 101.59 亿元，同比增长 31.85%；归属于上市公司股东净利润 36.54 亿元，同比增长 13.42%；基本每股收益为 1.86 元；公司拟每 10 股派息 2.6 元（含税）。\n\n江苏银行发布关于设立消费金融公司进展情况的公告。2017 年 4 月 12 日，公司与凯基银行、二三四五及海澜之家共同签订了《发起人协议书》，拟以自有资金出资人民币 30060万元与上述公司共同发起设立苏银凯基消费金融公司。本次投资尚需相关监管部门审批。\n\n浦发银行高管变动。因年龄原因，吉晓辉先生辞去公司董事长、执行董事会主席及执行董事、董事会战略委员会主任委员、董事会提名委员会委员的职务。\n\n北京银行：自 2017 年 4 月 14 日（星期五）起停牌。\n\n江阴银行：自 2017 年 4 月 12 日开市起停牌。\n\n——以上信息来源：公司公告"} +{"pdf_name": "2072028_8.pdf", "language": "zh", "markdown": "# 分析师声明\n\n主要负责撰写本研究报告全部或部分内容的分析师在此声明：（i）本研究报告所表述的任何观点均精准地反映了上述每位分析师个人对标的证券和发行人的看法；（ii）该分析师所得报酬的任何组成部分无论是在过去、现在及将来均不会直接或间接地与研究报告所表述的具体建议或观点相联系。\n\n# 评级说明\n\n
投资建议的评级标准评级说明
报告中投资建议所涉及的评级分为股票评级和行业评级\n（另有说明的除外）。评级标准为报告发布日后 6 到 12 个\n月内的相对市场表现，也即：以报告发布日后的 6 到 12\n个月内的公司股价（或行业指数）相对同期相关证券市场\n代表性指数的涨跌幅作为基准。其中：A 股市场以沪深 300\n指数为基准，新三板市场以三板成指（针对协议转让标的）\n或三板做市指数（针对做市转让标的）为基准；香港市场\n以摩根士丹利中国指数为基准；美国市场以纳斯达克综合\n指数或标普 500 指数为基准。股票评级买入相对同期相关证券市场代表性指数涨幅 20%以上；
增持相对同期相关证券市场代表性指数涨幅介于 5%～20%之间
持有相对同期相关证券市场代表性指数涨幅介于-10%～5%之间
卖出相对同期相关证券市场代表性指数跌幅 10%以上；
行业评级强于大市相对同期相关证券市场代表性指数涨幅 10%以上；
中性相对同期相关证券市场代表性指数涨幅介于-10%～10%之间；
弱于大市相对同期相关证券市场代表性指数跌幅 10%以上
\n\n# 其他声明\n\n本研究报告由中信证券股份有限公司或其附属机构制作。中信证券股份有限公司及其全球的附属机构、分支机构及联营机构（仅就本研究报告免责条款而言，不含 CLSA group of companies），统称为“中信证券”。\n\n# 法律主体声明\n\n中国：本研究报告在中华人民共和国（香港、澳门、台湾除外）由中信证券股份有限公司（受中国证券监督管理委员会监管，经营证券业务许可证编号：Z20374000）分发。\n\n新加坡：本研究报告在新加坡由 CLSA Singapore Pte Ltd（公司注册编号：198703750W）分发。作为资本市场经营许可持有人及受豁免的财务顾问，CLSA Singapore Pte Ltd 仅向新加坡《证券及期货法》s.4A（1）定义下的“机构投资者、认可投资者及专业投资者”提供证券服务。根据新加坡《财务顾问法》下《财务顾问（修正）规例（2005）》中关于机构投资者、认可投资者、专业投资者及海外投资者的第 33、34、35 及 36 条的规定，《财务顾问法》第 25、27 及 36 条不适用于 CLSA Singapore Pte Ltd。如对本报告存有疑问，还请联系 CLSA Singapore Pte Ltd（电话：+65 6416 7888）。MCI (P) 033 11 2016.\n\n# 针对不同司法管辖区的声明\n\n中国：根据中国证券监督管理委员会核发的经营证券业务许可，中信证券股份有限公司的经营范围包括证券投资咨询业务。\n\n新加坡：监管法规或交易规则要求对研究报告涉及的实际、潜在或预期的利益冲突进行必要的披露。须予披露的利益冲突可依照相关法律法规要求在特定报告中获得，详细内容请查看 https://www.clsa.com/disclosures.html。该等披露内容仅涵盖 CLSA group, CLSA Americas 及 CL Securities Taiwan Co., Ltd 的情况，不涉及中信证券及/或其附属机构的情况。如投资者浏览上述网址时遇到任何困难或需要过往日期的披露信息，请联系compliance\\_hk@clsa.com.\n\n美国：本研究报告由中信证券编制。本研究报告在美国由中信证券（CITIC Securities International USA, LLC（下称“CSI-USA”）除外）和 CLSA group of companies（CLSA Americas, LLC（下称“CLSA Americas”）除外）仅向符合美国《1934 年证券交易法》下 15a-6 规则定义且分别与 CSI-USA 和CLSA Americas 进行交易的“主要美国机构投资者”分发。对身在美国的任何人士发送本研究报告将不被视为对本报告中所评论的证券进行交易的建议或对本报告中所载任何观点的背书。任何从中信证券与 CLSA group of companies 获得本研究报告的接收者如果希望在美国交易本报告中提及的任何证券应当分别联系 CSI-USA 和 CLSA Americas.\n\n英国：本段“英国”声明受英国法律监管并依据英国法律解释。本研究报告在英国须被归为营销文件，它不按《英国金融行为管理手册》所界定、旨在提升投资研究报告独立性的法律要件而撰写，亦不受任何禁止在投资研究报告发布前进行交易的限制。本研究报告在欧盟由 CLSA （UK）发布，该公司由金融行为管理局授权并接受其管理。本研究报告针对《2000 年金融服务和市场法 2005 年（金融推介）令》第 19 条所界定的在投资方面具有专业经验的人士，且涉及到的任何投资活动仅针对此类人士。若您不具备投资的专业经验，请勿依赖本研究报告的內容。\n\n# 一般性声明\n\n本研究报告对于收件人而言属高度机密，只有收件人才能使用。本研究报告并非意图发送、发布给在当地法律或监管规则下不允许该研究报告发送、发布的人员。本研究报告仅为参考之用，在任何地区均不应被视为出售任何证券或金融工具的要约，或者证券或金融工具交易的要约邀请。中信证券并不因收件人收到本报告而视其为中信证券的客户。本报告所包含的观点及建议并未考虑个别客户的特殊状况、目标或需要，不应被视为对特定客户关于特定证券或金融工具的建议或策略。对于本报告中提及的任何证券或金融工具的分析，本报告的收件人须保持自身的独立判断。\n\n本报告所载资料的来源被认为是可靠的，但中信证券不保证其准确性或完整性。中信证券并不对使用本报告所包含的材料产生的任何直接或间接损失或与此有关的其他损失承担任何责任。本报告提及的任何证券均可能含有重大的风险，可能不易变卖以及不适用所有投资者。本报告所提及的证券或金融工具的价格、价值及收益可能会受汇率影响而波动。过往的业绩并不能代表未来的表现。\n\n本报告所载的资料、观点及预测均反映了中信证券在最初发布该报告日期当日分析师的判断，可以在不发出通知的情况下做出更改，亦可因使用不同假设和标准、采用不同观点和分析方法而与中信证券其它业务部门、单位或附属机构在制作类似的其他材料时所给出的意见不同或者相反。中信证券并不承担提示本报告的收件人注意该等材料的责任���中信证券通过信息隔离墙控制中信证券内部一个或多个领域的信息向中信证券其他领域、单位、集团及其他附属机构的流动。负责撰写本报告的分析师的薪酬由研究部门管理层和中信证券高级管理层全权决定。分析师的薪酬不是基于中信证券投资银行收入而定，但是，分析师的薪酬可能与投行整体收入有关，其中包括投资银行、销售与交易业务。\n\n若中信证券以外的金融机构发送本报告，则由该金融机构为此发送行为承担全部责任。该机构的客户应联系该机构以交易本报告中提及的证券或要求获悉更详细信息。本报告不构成中信证券向发送本报告金融机构之客户提供的投资建议，中信证券以及中信证券的各个高级职员、董事和员工亦不为（前述金融机构之客户）因使用本报告或报告载明的内容产生的直接或间接损失承担任何责任。\n\n# 未经中信证券事先书面授权，任何人不得以任何目的复制、发送或销售本报告。\n\n中信证券 2017 版权所有。保留一切权利。"} +{"pdf_name": "11710125_303.pdf", "language": "zh", "markdown": "貴公司董事（「董事」）負責根據香港會計師公會（「香港會計師公會」）頒佈的香港財務報告準則（「香港財務報告準則」）編製及真實而公允地列報財務資料。　貴集團各公司的董事負責根據適用於該等公司的相關會計原則及財務規例編製及真實而公允地列報各自的財務報表及管理賬目（如適用）。此責任包括設計、實施及維持相關之內部監控，以令編製及呈報財務資料、財務報表及管理賬目的過程真實而公允，以使其不存在由於欺詐或錯誤而導致的重大錯誤陳述；選擇及應用適當的會計政策，及按情況作出合理的會計估計。吾等的責任乃根據吾等對財務資料形成獨立意見，並向 閣下報告吾等的意見。\n\n# 有關財務資料執行的程序\n\n就本報告而言，吾等已根據香港會計師公會頒佈的香港核數準則（「香港核數準則」）對有關期間的財務資料進行獨立審核，並已根據香港會計師公會頒佈的核數指引第3.340號「招股章程及申報會計師」進行所需的其他程序。\n\n# 對有關期間財務資料的意見\n\n吾等認為，就本報告而言，按下文第II節附註1及2.1所載的呈列及編製基準編製的有關期間財務資料真實公平地反映了　貴公司及　貴集團於二零零八年、二零零九年及二零一零年十二月三十一日的狀況，以及　貴集團於各有關期間的合併業績及合併現金流量。"} +{"pdf_name": "11710125_304.pdf", "language": "zh", "markdown": "# 1. 財務資料\n\n# 合併收益表\n\n
附註截至十二月三十一日止年度
二零零八年 二零零九年 二零一零年
千港元 千港元 千港元
收益5511,998611,273730,259
銷售成本(371,546)(467,609)(555,599)
毛利140,452143,664174,660
其他收入及收益52,025536935
銷售開支(61,854)(71,028)(84,091)
行政及其他經營開支(23,231)(24,597)(24,681)
融資成本6(244)(381)(187)
除稅前溢利757,14848,19466,636
所得稅開支10(11,120)(9,031)(12,326)
年度溢利46,02839,16354,310
\n\n有關期間的股息詳情於財務資料附註11披露。"} +{"pdf_name": "20782874_132.pdf", "language": "zh", "markdown": "幅增长了 41%，增幅超过全球纯晶圆代工市场规模增幅 5%的八倍。由于许多纯晶圆代工厂商计划在中国大陆新建或扩建 IC 制造产线，中国的纯晶圆代工全球市场份额已由 2015 年 11%快速增长到 2018 年 19%。\n\n2017-2018 年全球纯晶圆代工市场规模（亿美元）\n\n数据来源：IC Insights\n\n全球半导体产业向中国大陆转移趋势明显，中国大陆迎来建厂潮。根据 SEMI预测，2017-2020 年全球将有 62 座晶圆厂投产，其中 26 座晶圆厂来自于中国大陆，占比约 42%。根据 SEMI 2018 年中国半导体硅晶圆展望报告，中国的 Fab厂产能预计将从 2015 年的每月 230 万片（Wpm）到 2020 年的 400 万片，每年12%的复合年增长率，比其他所有地区增长都要快。\n\n此外，根据 IC Insights 预测，由于“中国效应”，2018 年全球半导体资本支出将首次突破 1,000 亿美元。��国企业半导体资本支出 110 亿美元，将超过欧洲和日本企业半导体资本支出之和 107 亿美元。\n\n2014-2018 年全球半导体资本支出（亿美元）\n\n数据来源：IC Insights\n\n全球半导体产业的快速发展及向中国大陆转移，为上游半导体材料行业带来了强劲的需求。"} +{"pdf_name": "20782874_133.pdf", "language": "zh", "markdown": "# ③中国半导体及半导体材料国产化率低，进口替代空间大\n\n根据 IC Insights 统计及预测，2018 年中国 IC 产值 238 亿美元占中国 IC 市场 1,550 亿美元的比例为 15.3%，比例较 2013 年的 12.6%有所提升，2023 年将进一步提高到 20.5%。其中，2018-2023 年中国 IC 市场和中国 IC 产值的复合年增长率分别为 8%和 15%。\n\n中国 IC 市场和中国 IC 产值趋势（亿美元）\n\n数据来源：IC Insights\n\n根据集成电路材料和零部件产业技术创新战略联盟的调研数据，2016 年国内晶圆制造材料企业用于半导体制造的产品销售收入仅 69.5 亿元，相对于国内晶圆制造材料市场需求的比例约 20%，国产化比例较低。\n\n2012-2017 年中国半导体制造材料国产化情况（亿元）\n\n资料来源：中国半导体行业协会半导体支撑业分会，集成电路材料和零部件产业技术创新战略联盟"} +{"pdf_name": "9239524_20.pdf", "language": "zh", "markdown": "
优生素在海特鱼配\n合饲料中的应用研\n究开发满足咸淡水养殖鱼\n类摄食饲料营养的正常\n需求的海特鱼配合饲料。已开发海特鱼膨化配\n合饲料新产品系列，正\n在进行产业化生产。研究酶菌体蛋白（优生素）\n替代鱼粉的效果，开发出海\n特鱼版块的膨化配合饲料新\n产品系列。实现优生素在海特鱼配合饲\n料的开发与产业化，提升了企\n业自身市场竞争力，达到高质\n量低成本的目标。
\n\n公司研发人员情况\n\n
2021 年2020 年变动比例
研发人员数量（人）291330-11.82%
研发人员数量占比8.50%9.66%-1.16%
研发人员学历结构——————
本科126154-18.18%
硕士3437-8.11%
博士56-16.67%
专科及以下126133-5.26%
研发人员年龄构成——————
30 岁以下7193-23.66%
30~40 岁151168-10.12%
40-50 岁6061-1.64%
50 岁以上9812.50%
\n\n公司研发投入情况\n\n
2021 年2020 年变动比例
研发投入金额（元）191,443,495.04185,431,937.503.24%
研发投入占营业收入比例2.85%3.17%-0.32%
研发投入资本化的金额（元）0.000.000.00%
资本化研发投入占研发投入的比例0.00%0.00%0.00%
\n\n公司研发人员构成发生重大变化的原因及影响\n\n□适用 √不适用\n\n研发投入总额占营业收入的比重较上年发生显著变化的原因\n\n□适用 √不适用\n\n研发投入资本化率大幅变动的原因及其合理性说明\n\n□ 适用 √不适用"} +{"pdf_name": "9239524_21.pdf", "language": "zh", "markdown": "# 5、现金流\n\n单位：元\n\n
项目2021 年2020 年同比增减
经营活动现金流入小计6,890,032,255.685,720,591,287.3720.44%
经营活动现金流出小计6,260,144,429.075,811,448,320.487.72%
经营活动产生的现金流量净额629,887,826.61-90,857,033.11793.27%
投资活动现金流入小计4,977,403,477.267,599,886,801.44-34.51%
投资活动现金流出小计5,053,617,320.027,716,382,939.54-34.51%
投资活动产生的现金流量净额-76,213,842.76-116,496,138.10-34.58%
筹资活动现金流入小计774,384,525.111,443,690,445.24-46.36%
筹资活动现金流出小计1,522,549,122.46847,407,232.5279.67%
筹资活动产生的现金流量净额-748,164,597.35596,283,212.72-225.47%
现金及现金等价物净增加额-194,609,485.78388,519,339.66-150.09%
\n\n相关数据同比发生重大变动的主要影响因素说明\n\n√适用 □不适用\n\n1、经营活动产生的现金流量净流入金额增加，主要系本期销售规模扩大，销售商品收到现金增加且本期加强应收账款催收，本期货款回收率提高所致。\n\n2、投资活动产生的现金流量净额净流出金额同比减少，主要系购买理财产品金额有所下降。\n\n3、筹资活动产生的现金流量净流出，主要系上期银行借款规模较高，本期偿还上期银行借款且本期银行融资贷款规模下降所致。\n\n报告期内公司经营活动产生的现金净流量与本年度净利润存在重大差异的原因说明\n\n□适用 √不适用\n\n# 五、非主营业务分析\n\n□适用 √不适用\n\n# 六、资产及负债状况分析\n\n# 1、资产构成重大变动情况"} +{"pdf_name": "20789224_28.pdf", "language": "zh", "markdown": "
证券代码公司名称营业收入（百万元）营收增速（%）净利润（百万元）净利增速（%）
002118.SZ紫鑫药业453.5130.48110.34437.31
300216.SZ千山药机447.1241.5725.24133.54
300146.SZ汤臣倍健1,486.5420.53582.2762.29
300009.SZ安科生物447.2125.94115.7435.98
300244.SZ迪安诊断2,319.0842.43181.0833.59
300676.SZ华大基因888.2315.90191.0628.08
300016.SZ北陆药业282.404.0171.9626.93
300109.SZ新开源231.0214.0951.2520.20
300463.SZ迈光生物843.2026.04192.8116.92
300439.SZ美庩生物722.9388.0494.5710.60
300254.SZ仟源医药421.2126.4621.316.38
002030.SZ达安基因771.08-2.3158.11-9.59
300436.SZ广生埻150.190.6027.26-33.11
002584.SZ西陇科学1,586.8945.1135.24-36.19
300171.SZ东富龙785.998.1982.04-42.48
600645.SH中源协和408.1212.608.39-47.56
002642.SZ荣之联547.68-14.45-22.02-181.85
000710.SZ贝瑞基因119.63-1.44-7.36-348.15
\n\n资料来源：wind，华金证券研究所；注：2017 年中报贝瑞和庩财务尚未幵表，上半年营收和弻母净利润分别为 520.47 百万元和 90.70 百万元，同比增长 35.15%和 68.73%。\n\n# 四、行业投资逡辑\n\n# （一）地斱分级诊疗落地加速，利好 IVD 行业和独立第三斱检验机构\n\n自 2015 年 9 月，国务院首次正式収布与门针对分级诊疗癿政策文件——《国务院办公厅关二推迚分级诊疗制度建设癿指导意见》之后，地斱分级诊疗落地丌断提速。李光强总理在《2017年政店巟作报告》中提到，要加速推迚分级诊疗，使 2017 年“分级诊疗试点和家庨签约服务扩大到 85%以上地市”，分级诊疗将是 2017 年医改癿一大斱向。\n\n分级诊疗制度要求实现基层首诊和双向转诊，从而大大带劢了基层医院需求癿丌断增加。从目前国内市场来看，三级医院癿检测产品一般由国外品牉垄断，国产 IVD 品牉竞争力较弱，而基层医院对国产 IVD 产品需求较强，分级诊疗制度落地带来癿基层医院癿扩张将为国产 IVD 企业癿収展提供利好机会。具体看 IVD 行业癿収展，IVD 渠道癿整合工经步入中后期，前期渠道整合工经逐渐在为 IVD 厂商贡献业绩。我们讣为，随着药品两票制癿全面实斲，器械癿两票制也将是一大趋势，而在此趋势下，IVD 厂商癿渠道资源显得极为重要，在渠道布局中处二领兇地位癿公司未来有望首兇叐益。建议积极关注 IVD 龙头企业迈光生物（300463.SZ）、润达医疗（603108.SH）、安图生物（603658.SH）。"} +{"pdf_name": "20789224_29.pdf", "language": "zh", "markdown": "另一斱面，独立第三斱检验机构可以有效癿解决基层医院节省成本、提高服务能力癿痛点，也将是分级诊疗政策下最确定收益癿投资机会。建议积极关注独立第三斱检验机构迪安诊断（300244.SZ）、美庩生物（300439.SZ）。\n\n# （事��疫苗板块拐点工现，未来业绩恢复确定性强\n\n山东疫苗亊件之后，整个行业迚入寒冬，新版疫苗流通条例癿出台，再次改发了疫苗板块癿销售模式。新版流通条例出台后，各大疫苗厂商积极推出应对措斲，从 2017H1 癿数据看，疫苗厂商工经迅速调整了经营模式，幵丏工经迅速适应了新模式癿収展，板块业绩持续向好。我们讣为疫苗行业拐点工现，2017 年将是业绩恢复年。而未来几年随着各大疫苗厂商重磅产品癿丌断揭盲，有望在未来三年逐渐上市，板块业绩放量确定性强，建议积极关注产品优势优势明显癿疫苗生产厂商智飞生物（300122.SZ）、沃森生物（300142.SZ）。\n\n# （三）处斱外流是趋势，零售药房龙头股首兇叐益\n\n我们讣为，在叏消药品加成，降低药卙比癿背景下，处斱外流、医药分开一定是大癿趋势。但在现有癿医疗体系没有収生根本性布局癿情冴下，药品收入依然是医院收入癿一个主要支撑，虽然目前会有一些院边庖模式癿药庖出现，但是其利益不医院戒者说医生依然是分丌开癿，所以我们讣为，真正做到医药分开，还需要很长一段时间。在目前阶段，整个零售药房板块处二跑马圈地癿时期，各大公司通过新建戒收贩癿斱式积极加快布局。我们讣为，一旦处斱外流、医药分开全面实斲之后，布局完善癿零售药房股有望首兇叐益，建议积极关注药房龙头股益丰药房（603939.SH）、一心埻（002727.SZ）。\n\n# （四）“基因测序+”优势初显，开启生物大数据时代\n\n基因测序行业癿上游为测序仪、测序试剂和耗材癿供应，测序仪市场准入壁垒很高，目前全球工形成 Illumina 一家独大癿格局，短时间内该格局难以打破。中游主要是测序服务以及测序数据癿处理和解读，测序服务市场准入壁垒丌高，市场竞争工非常激烈；测序数据处理和分析癿技术壁垒较高，是该环节最重要癿部分，是掣肘基因测序行业中游収展癿关键因素，也是各大测序公司癿核心竞争力所在。下游为测序服务癿终端应用，目前最主要癿应用领域是临床检测和科研服务两斱面。随着测序技术癿成熟和测序成本癿下降，基因测序癿应用范围也在迅速扩大，兼具测序和终端市场拓展能力癿企业将会大有作为。\n\n目前基因测序临床转化最成熟癿项目是无创产前检测，行业壁垒主要来自二兇収优势、觃模、渠道和品牉。华大基因和贝瑞基因由二迚入市场较早，具有明显癿兇収优势，卙领了优质癿医院资源，形成南北鼎立癿局面。事者合计市场仹额达到 70%以上，新迚入者难以打破这个工成形癿市场格局。\n\n胚胎植入前遗传学检测有望成为继无创检测之后基因测序在临床应用斱面癿下一个爆収点。目前国内还没有相关产品获批上市，其中迚展最快癿是贝庩医疗、贝瑞基因和中仪庩卫，三者均二 2016 年获得了“创新医疗器械特别実批”资格，然而中仪庩卫癿相关器械还未获得 CFDA 批"} +{"pdf_name": "9231106_102.pdf", "language": "zh", "markdown": "
证监会、深圳证券交易所或司\n法机关认定为有虚假记载、误\n导性陈述、重大遗漏等对判断\n公司是否符合法律规定的发行\n条件构成重大、实质影响的，\n以及存在不符合发行上市条件\n而以欺诈手段骗取发行注册等\n情 形的，则本人承诺将极力督\n促英力电子依法从投资者手中\n回购及购回本次公开发行的股\n票以及转让的限售股。（2）若\n中国证监会或其他有权部门认\n定本次发行上市的相关申请文\n件所载之内容存在任何虚假记\n载、误导性陈述、重大遗漏，\n以及不符合发行上市条件而以\n欺诈手段骗取发行注册等情\n形，致使投资者在证券交易 中\n遭受损失的，本人将依据证券\n监管部门或司法机关认定的方\n式及金额进行赔偿。
股权激励承诺
其他对公司中小股东\n所作承诺
承诺是否按时履行是
\n\n# 2、公司资产或项目存在盈利预测，且报告期仍处在盈利预测期间，公司就资产或项目达到原盈利预测及其原因做出说明\n\n□ 适用 √ 不适用\n\n# 二、控股股东及其他关联方对上市公司的非经营性占用资金情况\n\n□ 适用 √ 不适用\n\n公司报告期不存在控股股东及其他关联方对上市公司的非经营性占用资金。\n\n# 三、违规对外担保情况\n\n□ 适用 √ 不适用\n\n公司报告期无违规对外担保情况。"} +{"pdf_name": "9231106_103.pdf", "language": "zh", "markdown": "# 四、董事会对最近一期“非标准审计报告”相关情况的说明\n\n□ 适用 √ 不适用\n\n# 五、董事会、监事会、独立董事（如有）对会计师事务所本报告期“非标准审计报告”的说明\n\n□ 适用 √ 不适用\n\n# 六、董事会关于报告期会计政策、会计估计变更或重大会计差错更正的说明\n\n√ 适用 □ 不适用\n\n# 1、重要会计政策变更\n\n# 执行新租赁准则的主要变化和影响如下：\n\n2018年12月7日，财政部发布了《企业会计准则第21号——租赁》（以下简称“新租赁准则”）。本公司自2021年1月1日执行新租赁准则。\n\n因执行新租赁准则，本公司合并财务报表相应调整2021年1月1日使用权资产43,621,842.05元、固定资产-39,847,657.84元、租赁负债7,667,105.10元、长期应付款-4,936,250.00元及一年内到期的非流动负债1,043,329.11元。相关调整对本公司合并财务报表中归属于母公司股东权益的影响金额为0元。本公司母公司财务报表相应调整2021年1月1日使用权资产41,572,712.63元、固定资产-38,680,926.81元、租赁负债7,064,247.51元、长期应付款-4,936,250.00元及一年内到期的非流动负债763,788.31元。相关调整对本公司母公司财务报表中股东权益的影响金额为0元。\n\n于2021年1月1日，本公司及母公司将原租赁准则下披露重大经营租赁尚未支付的最低经营租赁付款额调整为新租赁准则下确认的租赁负债的调节表如下：\n\n单位：元\n\n
项目本公司母公司
2020年12月31日重大经营租赁最低租赁付款额4,147,045.373,205,389.93
减：采用简化处理的最低租赁付款额——
其中：短期租赁——
剩余租赁期超过12个月的低价值资产租赁7,200.00—
加：2020年12月31日融资租赁最低租赁付款额16,649,033.2616,396,627.15
2021年1月1日新租赁准则下最低租赁付款额20,788,878.6319,602,017.08
2021年1月1日增量借款利率加权平均值4.75%4.75%
2021年1月1日租赁负债20,105,317.1018,986,953.51
列示为：
一年内到期的非流动负债12,438,212.0011,922,706.00
租赁负债7,667,105.107,064,247.51
\n\n# 执行《企业会计准则解释第14号》\n\n2021年1月26日，财政部发布了《企业会计准则解释第14号》（财会[2021]1号）（以下简称“解释14号”），自公布之日起施行。本公司于2021年1月26日执行该解释。\n\n# 执行《企业会计准则解释第15号》中“关于资金集中管理相关列报”的规定"} +{"pdf_name": "11716729_25.pdf", "language": "zh", "markdown": "# – Right-of-use assets\n\nOur right-of-use assets comprise the initial measurement of the corresponding lease liability in relation to our retail stores and roboshops, lease payments made at or before the commencement date and any initial direct costs. Our right-of-use assets are depreciated starting at the commencement date over the shorter period of useful life of the underlying asset and lease term. Our right-of-use assets increased from RMB178.9 million as of 31 December 2019 to RMB287.8 million as of 31 December 2020, due to the expansion in our retail store and roboshop network.\n\n# – Bank borrowings\n\nWe did not have any bank borrowings as of 31 December 2020.\n\n# Pledge of Assets\n\nWe did not have any pledged assets as of 31 December 2020.\n\n# Gearing Ratio\n\nAs at 31 December 2020, our gearing ratio was 12.1% as compared with the gearing ratio of 44.4% as at 31 December 2019. The gearing ratio is calculated by dividing total liabilities by total assets and then multiplying by 100%.\n\n# Contingency\n\nWe are not currently involved in any material legal proceedings, nor are we aware of any pending or potential material legal proceedings involving us. If we are involved in such material legal proceedings, we would record any loss or contingency when, based on information then available, it is likely that a loss has been incurred and the amount of the loss can be reasonably estimated.\n\n－ 使用權資產\n\n使用權資產包括與我們的零售店及機器人商店有關的相應租賃負債於開始日期或之前做出的租賃付款及任何初步直接成本的初步計量。使用權資產子開始日期起按相關資產可使用年期與短期的較短期間予以折舊。我們的使用權資產由截至2019年12月31日的人民幣178.9百萬元增加至截至2020年12月31日的人民幣287.8百萬元，原因是零售店及機器人商店網絡的擴張。\n\n－ 銀行借款\n\n截至2020年12月31日我們並無任何銀行借款。\n\n資產抵押\n\n截至2020年12月31日我們並無任何資產抵押。\n\n資產負債率\n\n於 2020 年 1 2 月 3 1 日，我們的資產負債率為12.1%，而於2019年12月31日的資產負債率則為44.4%。資產負債率乃總負債除以總資產並乘以100%。\n\n或有事件\n\n我們目前並無涉及任何重大法律訴訟，亦不知悉我們涉及任何待決或潛在重大法律訴訟。倘我們涉及有關重大法律訴訟，則我們會於產生虧損且有關虧損金額可合理估計時，按當時所得資料記錄任何虧損或或有負債。"} +{"pdf_name": "11716729_26.pdf", "language": "zh", "markdown": "On 28 August 2020, we received a court summons dated 19 August 2020 in relation to a claim brought by Golden Eagle International Retail Group (China) Co., Ltd. (金鷹國際商貿集團(中國)有限公司) as a shareholder on behalf of Nanjing Golden Eagle Pop Mart at the Jiangsu Nanjing Intermediate People’s Court (江蘇省南京市中級人民法院) against Beijing Pop Mart Culture & Creative Co., Ltd. As we have been advised by our PRC legal adviser that the claim brought by Golden Eagle International is groundless, the likelihood that the claim will be decided in favor of Golden Eagle International is very low, the risk exposure of the Company from the claim is minimal and the claim will not have a material adverse impact on our operations and financial performance, as such, no provision in relation to this claim has been recognized in the consolidated financial statements.\n\n# Foreign Exchange Risk Management\n\nWe operate mainly in the PRC with most of the transactions settled in Renminbi. Our management considers that the business is not exposed to any significant foreign exchange risk as there are no significant financial assets or liabilities of our Group denominated in currencies other than the respective functional currencies of our operating entities. We did not hedge against any fluctuation in foreign currency during the year ended 31 December 2020.\n\n# Capital Expenditures\n\nOur capital expenditures consist of (1) purchases of property, plant and equipment and (2) purchases of intangible assets.\n\n於2020年8月28日，我們收到日期為2020年8月19日的法院傳票，內容有關金鷹國際商貿集團（中國）有限公司（作為股東）代表南京金鷹泡泡瑪特在江蘇省南京市中級人民法院向北京泡泡瑪特文化創意有限公司提起的申索。據中國法律顧問告知，金鷹國際提起的申索並無依據，申索判決金鷹國際勝訴的可能性極低，本公司面臨的來自該申索的風險微乎其微，且該申索將不會對我們的營運及財務表現產生重大不利影響，故概無就該申索於綜合財務報表確認撥備。\n\n外匯風險管理\n\n我們主要於中國經營業務，交易主要以人民幣結算。由於本集團並無以我們經營實體各自功能貨幣以外貨幣計值的重大金融資產或負債，故管理層認為業務並無任何重大外匯風險敞口。於截至2020年12月31日止年度期間，我們並無對沖任何外幣波動。\n\n資本開支\n\n我們的資本開支包括(1)購置物業、廠房及設備的款項及(2)購置無形資產的款項。\n\n
For the year ended December 31,\n截至12月31日止年度
2020 \n2020年 \n(RMB’ 000) \n（人民幣千元）2019\n2019年\n(RMB’ 000)\n（人民幣千元）
Purchases of property, plant and equipment 購置物業、廠房和設備175,984104,951
Purchases of intangible assets 購置無形資產47,60812,551
Total 合計223,592117,502
"} +{"pdf_name": "9244740_123.pdf", "language": "zh", "markdown": "根 據 灼 識 諮 詢 報 告， 香 港 空 運 貨 物 轉 運 服 務 之 市 場 規 模 預 期 將 由 二 零 二 零 年 之45,600,000,000港元按複合年增長率4.6%增加至二零二四年之54,500,000,000港元，而中國空運貨物轉運服務之市場規模將由二零二零年之人民幣55,400,000,000元按複合年增長率6.1%增加至二零二四年之人民幣70,400,000,000元。經參考上述市場增長率，加上長久以來我們於貨物轉運業饒富經驗，我們相信我們能夠把握市場機遇並進一步發展業務。故此，我們計劃加強我們的資本基礎，以撥支額外付款責任及向航空公司提供銀行擔保（為業內慣常做法），以購買更多貨運艙位，藉此把握增長機遇及滿足客戶需求之預期增長。我們預期我們滿足客戶需求之能力（特別是於空運貨運艙位供應保持不變而貨運艙位需求持續增長之情況下）將建立及鞏固我們之行業市場地位。\n\n# (ii) 提供銀行擔保\n\n根據業內慣常做法及目前航空公司供應商之規定，預訂貨運艙位時必須先向航空公司提供銀行擔保，以擔保履行對航空公司之付款責任。���此，我們需要龐大資金以加強取得貨運艙位之能力。鑑於航空公司授予我們約15至30日之信貸期，當我們實施未來計劃時，估計我們須作出總額約21,500,000港元之銀行擔保，以擔保履行對航空公司之付款責任。上述估計銀行擔保金額乃經考量(i)本集團實施未來計劃後預測航空公司應佔服務成本；及(ii)於往績記錄期間向航空公司供應商結算之平均周轉日數後得出。我們目前可提供之銀行擔保金額為16,600,000港元，估計銀行擔保不足金額將約為4,900,000港元。\n\n# (iii) 結付購買貨運艙位之款項\n\n由於航空公司向我們提供約15至30日之信貸期，而我們向客戶提供最多90日之信貸期，導致出現信貸錯配。此外，為取得貨運包機，我們須於航班出發前兩至十日預先向航空公司支付全額，而我們通常要求顧客預先向我們支付全部或部分款項。\n\n我們擬動用股份發售所得款項淨額為上述者提供部分資金：股份發售所得款項淨額約10,100,000港元或60.1%用作購買貨運艙位，及股份發售所得款項淨額之3,100,000港元或18.5%用作向航空公司提供銀行擔保。我們擬動用內部資源及現有銀行融資滿足餘下部分的資金需求。\n\n# 透過於中國建立新辦事處，接觸更多中國潛在客戶\n\n根據灼識諮詢報告，中國空運貨物轉運業仍處於發展初期，於二零一五年至二零一九年錄得複合年增長率9.2%，市場規模由人民幣39,600,000,000元增長至人民幣56,400,000,000元。預期中國空運貨物轉運物流市場於二零二零年至二零二四年將繼續按複合年增長率6.1%增長，而同期市場規模將由人民幣55,400,000,000元增加至人民幣70,400,000,000元，反映市場蘊含龐大商機，我們可藉此招攬需要中國出口服務之客戶。"} +{"pdf_name": "9244740_124.pdf", "language": "zh", "markdown": "為把握此商機，我們計劃透過租賃建立一至兩個樓面面積約1,000至2,000平方呎之新辦事處，一個設於華南（即大灣區廣東省之一個城市）及╱或另一個則設於有大量生產廠房匯集之華東（即江蘇省一個城市），以開拓需要空運出口貨物轉運服務之新客戶。根據灼識諮詢報告，(a)就江蘇省而言，(i)近年產品生產轉型（如高科技物料、生物科技及醫藥、電子產品等），江蘇省逾30個指定工業園需要即時物流服務，而即時物流服務之強勁需求受助於江蘇省空運貨物轉運需求不斷上升；及(ii)按本地生產總值計於華東各省中排名第二，僅次於廣東省（有關華東地區預期空運貨物轉運物流市場之詳情，請參閱本招股章程「行業概覽 — 中國空運貨物轉運市場 — 空運貨物轉運」一節），(b)就大灣區而言，地區發展(i)已寫入中國共產黨第十九次全國代表大會報告並獲升級為中國國家發展策略，及(ii)包括設立全球製造中心、貿易中心及物流樞紐之目標，(c)江蘇省及大灣區之最終出口送貨點包括美國、歐洲及東盟國家（均為已獲本集團涵蓋之送貨點地區）。因此，董事相信於江蘇省及 ／或大灣區開設新辦事處可令本集團掌握此等地區之出口需求。\n\n除計劃於中國設立一至兩個新辦事處外，我們亦計劃就每個新辦事處僱用合共三名員工，包括兩名銷售及營運員工及一名人力資源及行政員工。我們擬動用股份發售所得款項淨額約1,800,000港元或10.7%設立一個新辦事處及為首兩年僱用額外員工撥付資金。我們將動用內部資源設立第二個新辦事處及為首兩年僱用額外員工撥付資金（如有需要）。\n\n於二零零七年，我們招聘逾300名中國員工，擴大中國業務規模。當時中國市場競爭十分激烈，競爭對手為搶佔市場份額不惜捨棄利潤。二零零八年爆發金融危機，大量中國公司隨之倒閉。當時，我們管理層協力縮減中國業務規模，並將業務重心由當時盈利較低之中國市場轉回香港。鑑於近期電商發展迅速，中國大灣區及江蘇省經濟預期錄得增長，我們管理層認為當下正是擴展中國業務實現增長之最佳時機。制訂上述中國擴展計劃時，我們已考量本集團於二零零七年在中國擴展業務之情況，相信在不利市況下，上述擴展計劃仍能減輕過度擴張之風險，同時加強我們中國業務之可持續發展。\n\n# 透過與航空公司更緊密合作，改善我們取得貨運艙位之能力\n\n鑑於預期每年第四季度（為貨物轉運業之正常旺季）貨運艙位需求急升，我們計劃按當時市場需求物色合適航空公司及安排由香港飛往歐洲及╱或北美洲之包機。由於每年十二月貨運艙位需求一般極高，董事相信，該等安排有助我們於旺季時取得貨運艙位。我們目前擬動用股份發售"} +{"pdf_name": "11684214_254.pdf", "language": "zh", "markdown": "ii. 根據日期為2009年12月1日的租賃協議，瀚洋國際貨運代理（深圳）有限公司廣州分公司已租賃建築面積約為68.56平方米的該物業（1010室），年期自2010年12月1日起計並於2011年11月30日屆滿，月租為人民幣4,589.70元；\n\niii. 根據日期為2010年12月1日的租賃協議，盛太國際貨運代理（深圳）有限公司已租賃建築面積約為68.56平方米的該物業（1011室），年期自2010年12月1日起計並於2011年11月30日屆滿，月租為人民幣4,113.60元；\n\niv. 根據房屋及土地所有權證（粵房地證字第C6795040號），吳挺章合法擁有該物業並有權出租該物業；\n\nv. 根據房屋及土地所有權證（粵房地證字第C6795019號），吳嘉欣合法擁有該物業並有權出租該物業；\n\nvi. 根據房屋及土地所有權證（粵房地證字第C6801375號），謝靜安合法擁有該物業並有權出租該物業；\n\nvii. 該等租賃協議有效、對協議雙方具有約束力並可根據中國法例強制執行；及\n\nviii. 該等租賃協議已向有關政府部門登記。瀚洋國際貨運代理（深圳）有限公司廣州分公司及盛太國際貨運代理（深圳）有限公司有權根據租賃協議佔用及使用該物業。"} +{"pdf_name": "11684214_255.pdf", "language": "zh", "markdown": "
物業 概況與年期 佔用詳情於2011年\n9月30日\n 現況下的市值
港元
10.中國\n天津市\n東麗區\n機場6號路\n天津空港貨運\n有限公司辦公樓\n二層232號）該物業包括於2005年前後落成\n的一棟5層高辦公樓2樓的一個\n辦公單位。該物業由　貴集團佔用\n作辦公室。無商業價值
該物業的建築面積約為48平方\n米。
貴集團根據一份自2011年5月1\n日起計並於2012年4月30日屆滿\n為期一年的租賃協議租賃該物\n業用作辦公用途，月租為人民\n幣6,292元（包括管理費但不包\n括其他費用）。
\n\n附註：\n\n1. 根據天津空港貨運有限公司與　貴公司的間接全資附屬公司盛太國際貨運代理（深圳）有限公司天津分公司（作為承租人）於2011年5月1日訂立的一份租賃協議，承租人向天津空港貨運有限公司租賃該物業用作辦公用途，年期自2011年5月1日起計並於2012年4月30日屆滿，月租為人民幣6,292元（包括管理費，但不包括其他費用）。\n\n2. 吾等獲　貴公司中國法律顧問提供有關該等物業權益的法律意見，當中載列（其中包括）以下各項：\n\ni. 根據日期為2011年5月1日的租賃協議，盛太國際貨運代理（深圳）有限公司天津分公司已向天津空港貨運有限公司租賃建築面積約為48平方米的該物業用作辦公用途，年期自2011年5月1日起計並於2012年4月30日屆滿，月租為人民幣6,292元；\n\nii. 根據天津濱海國際機場於2010年10月13日發出的證書，天津濱海國際機場為該物業的擁有人並已就出租該物業用作辦公用途向天津空港貨運有限公司出具同意書；\n\niii. 根據天津濱海國際機場於2010年10月13日發出的書面確認，該物業由天津濱海國際機場持有。天津濱海國際機場已授權天津空港貨運有限公司向第三方出租該物業用作辦公用途；\n\niv. 該物業的租賃協議已正式在天津市國土資源和房屋管理局登記；\n\nv. 根據盛太國際貨運代理（深圳）有限公司天津分公司的意見，該物業建設所在土地已以行政劃撥方式授出；"} +{"pdf_name": "2077045_11.pdf", "language": "zh", "markdown": "#  京东和沃尔玛联合打造的沃尔玛京东之家罗田店于6月18日正式亮相深圳。\n\n去年沃尔玛两次增持京东的股份：2016年10月，沃尔玛增持京东A类普通股从5.9%升至10.8%；2016年12月，根据SEC文件，沃尔玛增持京东A类普通股已达12.1%。伴随着股份的变化，双方合作也不断加深，尤其是在践行新零售方面。\n\n6月18日，由京东和沃尔玛联手打造的沃尔玛京东之家罗田店正式亮相深圳。沃尔玛京东之家主要是利用大数据，挖掘线下消费者的喜好，把京东上卖得比较不错的商品，比较精准地搬到线下实体店。商品种类主要是其起家的3C品类，消费的群体是80、90后。店内还采取了不少新鲜的玩法，比如VR购物。消费者可以在线下体验到最新科技产品，然后享受零距离网购，店内商品全部由京东服务商独立运营，京东仓储支持供货。据了解，沃尔玛京东之家会在全国沃尔玛推广。（新闻来源：联商网）\n\n# 2、电商\n\n#  社科院发布半年报显示近半年网络零售总额首次突破3万亿元，创同期最高纪录。\n\n中国社科院日���发布的《2017年中国电子商务半年报》显示，从去年12月至今年5月，6个月网络零售总额首次突破3万亿元，超过了2014年全年的数额，创下中国电商零售同期最高纪录。\n\n今年第一季度，中国消费者的网购总额是美国的两倍多，网络零售市场规模已经连续多年稳居全球第一。 我国网络零售额在社会零售总额的占比高于欧美，在最近三年，这一占比仍在不断提升。\n\n我国电商行业的发展成就还体现在对居民生活品质、消费行为的改变和提升上。根据报告，虽然服装、家电两类产品仍占有不小比重，但在所有网购品类当中，增长速度排名前三的分别是医疗保健、图书音像和运动户外，三类商品的网络销售额同比增幅都超过了40%。这说明除了传统的衣食住行之外，中国人开始更关心生活质量的提升。报告显示，共享经济、O2O等各类商业模式创新持续壮大，网络支付，尤其是移动支付近年来快速发展，也为我国网上销售快速增长带来了基础。（来源：北京日报）\n\n#  沃尔玛宣布以3.1亿美元全现金收购男装电商网站Bonobos。\n\n沃尔玛近日宣布以3.1亿美元现金收购男装电商网站Bonobos，进一步深化其在线时装零售领域的布局。Bonobos仍然会作为一个独立于沃尔玛的品牌进行运营。其网站创始人兼CEO Andy Dunn将直接向沃尔玛美国电商CEO Marc Lore汇报。预计Dunn将在沃尔玛担任更重要的领导角色，负责其时装及品质生活部门的运营。\n\n作为全世界最大的实体零售商，沃尔玛近几年不断拓展在线业务，意欲与亚马逊一较高下，而时装和年轻用户是其在线战略的关键部分。在此之前，这家零售巨头已经收购多家在线时装公司，包括女装零售商Modcloth、户外零售商Moosejaw，家居用品零售商Hayneedle，以及鞋履零售商ShoeBuy。去年沃尔玛还以33亿美元收购电商初创企业Jet.com。不过，亚马逊也在开拓线下市场，亚马逊上周五宣布拟斥资137亿美元收购全食超市，这将让亚马逊一夜之间变身杂货巨头。（新闻来源：亿邦动力）\n\n 京东将向Farfetch投资3.97亿美元，刘强东加入其董事会。"} +{"pdf_name": "2077045_12.pdf", "language": "zh", "markdown": "6月22日，京东宣布与奢侈品购物平台Farfetch达成战略合作。京东将向Farfetch投资3.97亿美元并成为其最大的股东之一，同时京东创始人刘强东将加入其董事会。Farfetch是全世界200家高端奢侈品牌和500多家精品买手店的首选合作伙伴，与京东的合作将有助于进一步提高Farfetch在中国市场的品牌知名度、流量和销售表现。而京东在这次合作中则先于阿里拿下奢侈品行业最头部资源，迅速拓展arpu值很高的中产和富裕阶层，还能直接探到上游品牌供应链。借助京东近期推出的“京尊达”高端配送服务， Farfetch服务体验也将加强，为消费者提供 “线上下单、店内提取”和店内退货等全渠道零售服务。Farfetch还将利用黑珑科技，结合京东大数据资源，在中国建立自动化营销体系。另外，Farfetch用户将享受到京东金融提供的多项服务，其中包含将作为首选支付方式的“京东支付”，以及广受欢迎的小额消费信贷服务“京东白条”。（新闻来源：联商网）\n\n# 3、其他\n\n#  跨境电商进入“G2G”时代 中央监管结算仓正式亮相\n\n为更好地解决政府、民众对跨境商品的关注，中国轻工业品进出口总公司联合全球商品采购中心共同推出“G2G”（即“政府与政府”）合作模式。中央监管结算仓将建立一个开放平台，实现闭环监管。即由全球商品采购中心联合检验检测机构、央企以及银行、物流服务商等共同构建从全球供应商发动、认证到商品集中采购、金融结算等封闭供应链体系。同时中小跨境电商平台和创业者、连锁便利店等线上线下渠道可通过“共享模式”对监管仓里的跨境商品进行分销。中央监管结算仓今年计划在华南、华中、西南、华东、环渤海等中心和边贸城市进行布局；海外将重点选择在俄罗斯、德国、意大利、英国、加拿大、南非、土耳其、迪拜、美国、巴西等中欧铁路和海上丝路重点国家和地区进行布局。\n\n各地方政府和亿邦动力、蜜芽、聚美优品等企业代表纷纷表达了对参与共建“中央监管结算仓”项目的强烈意愿。（新闻来源：中国网）\n\n#  菜鸟网络将与中国人寿共同设立物流仓储基金，资金规模为85亿元。\n\n6月20日，菜鸟网络宣布将于中国人寿共同设立物流仓储基金，资金规模为85亿元。本次基金设立由摩根斯坦利担任独家财务顾问。这是菜鸟网络设立的首个物流仓储基金，同时也是中国市场的首个人民币核心基金��\n\n菜鸟作为此基金的普通合伙人，将统一运营、管理基金资产，并在未来陆续注入部分物流地产项目。基金募集到的资金，部分资金可以用于建设物流园区，同时也会用来更好地投资在技术、人才等方面。此次设立物流仓储基金，延续了菜鸟的平台模式战略，引入了更多的金融合作伙伴，共同建设智慧物流。\n\n而对于中国人寿来说，物流仓储基金将会给中国人寿带来稳定的现金收益，有效和险资的需求相匹配。（新闻来源：亿邦动力）\n\n#  京东金融与工商银行合作，涉金融电商多领域。\n\n近日，京东金融与工商银行正式启动全面业务合作。未来双方将在金融科技、零售银行、消费金融、企业信贷、校园生态、资产管理、个人联名账户等领域展开合作。除金融业务领域合作外，双方还就京东集团层面与工商银行的整体合作进行了探讨，未来双方将在物流及电商领域展开合作。"} +{"pdf_name": "8405558_145.pdf", "language": "zh", "markdown": "下表載列我們所獲主要獎項及認可：\n\n
頒授年份性質獲授機構項目頒發機構或當局
二零零四年業務獎項承達木材跨世紀莞港製造業 \n傑出企業獎東莞市人民政府
廣東省科學技術廳
二零零四年消防處視察獎項承達木材消防處視察獎勵計劃 \n傑出分包商（銅）獎清水－中國國家合營企業
二零零六年表現獎承達最佳分包商獎金門
二零零七年優質工程獎北京承達2006 年度上海市 \n建設工程「白玉蘭」獎\n（市優質工程）上海市建築施工行業協會
二零零八年優質品牌承達集團盛世澳門優質品牌大獎 \n二零零八盛世雜誌
二零零九年表現獎承達集團傑出策略表現獎資本壹週
\n\n# 競爭\n\n董事認為所有在香港、澳門及中國活躍地營運的大型室內裝潢工程公司，均為我們的競爭對手。\n\n香港的室內裝潢工程業分散及競爭激烈。此行業的門檻不高，新入行人士毋須業內特定專業資格、牌照或許可，便可踏足行業。過去數年，我們可在激烈競爭中脫穎而出，維持業務穩健發展，全賴以下競爭優勢：\n\n• 良好的聲譽及往績\n\n• 與香港、澳門及中國主要物業發展商及酒店營運商的長期合作關係\n\n• 與供應商及分包商組成聯盟\n\n• 擁有承接大型室內裝潢工程項目的專業資格、實力及豐富工作經驗"} +{"pdf_name": "8405558_146.pdf", "language": "zh", "markdown": "• 擁有富經驗及有效率的管理團隊\n\n• 在安全、品質及環境方面，擁有完善的管理系統\n\n詳情請參閱上文「業務－競爭優勢」部分。\n\n# 物業\n\n截至最後實際可行日期，我們於中國擁有一項物業，而所有於香港、澳門、卡塔爾及中國的營運地點均為租賃物業。租賃物業的估值報告則載於本招股章程附錄四。\n\n# 訴訟\n\n# 香港\n\n於往績期間，有六宗針對我們的訴訟，其中四宗為個人傷害申索，一宗為商業申索及餘下一宗為勞工申索。\n\n該四宗個人傷害訴訟由在我們的工地蒙受個人傷害的工人提出，尚未審結或解決。\n\n於該等已解決的個人傷害申索中，涉及較大金額的一宗由我們的分包商一名工人提出，其聲稱於我們負責的工地工作時左眼受傷。該工人（作為原告人）向我們及我們的分包商（作為共同被告人）申索賠償。就所受傷害最終支付總和解金額2,826,461.37港元予有關原告人，以賠償來自該意外的所有申索及行動，而該事件獲有關承建商的所有風險及第三者責任保險覆蓋。\n\n另外兩宗較輕微的個人傷害訴訟的和解金額分別為460,000港元及50,000港元。\n\n餘下的個人傷害訴訟已解決，現已進展至評定涉及估計金額約 200,000 港元的訟費的階段。我們的分包商已接觸該訴訟的原告人。於受僱中，原告人於建築地盤的濕滑樓梯滑倒而背部受傷。該訴訟以金額 600,000 港元達成和解。\n\n除個人傷害訴訟外，我們於往績期間涉及另外兩宗申索。其中一宗為涉及已售及已交付貨物尚欠金額 6,153 港元的小額錢債審裁處訴訟。另一宗為涉及本公司的分包商兩名僱員申索拖欠工資金額 52,000 港元的勞資審裁處訴訟。我們（作為承包商）於該勞資審裁處訴訟被列為其中一名被告人。該兩宗訴訟已解決，涉及的和解金額不多於 58,153 港元。"} +{"pdf_name": "20785762_17.pdf", "language": "zh", "markdown": "表 2：Blue apron 典型订单分析（美元）\n\n
1Q152Q153Q154Q151Q162Q163Q164Q161Q17
每单收入57.7758.7658.0259.2259.2859.4157.1258.7857.30
每单毛利13.0914.6510.5415.0620.5221.9516.6318.7117.86
单均总费用21.7322.1121.5120.6519.4920.3327.0225.7629.95
推广成本9.9610.299.057.208.759.4213.7910.0914.18
产品、技术及\n管理费用11.3211.3912.0212.8110.2310.3912.6714.8614.79
折旧摊销0.450.420.440.630.510.520.550.810.98
每单盈亏(8.64)(7.45)(10.97)(5.58)1.031.62(10.40)(7.05)(12.10)
\n\n数据来源：Blue apron 招股书、广发证券发展研究中心\n\n考虑后续公司订单密集和销售规模上升带来的费用自然分摊，我们认为Blue apron后续运营费用率下行是大概率趋势，影响公司未来盈利模型的因素更多来自用户获取成本和留存情况。\n\n依据公司披露，2014年至2016年，公司平均获客成本为94美元（总营销投入/总用户增加），且用户首次下单后，累计36个月收入贡献将达到939美元。考虑Blue apron2015年以来每单订单金额（57.1-59.4美元波动，平均58.4美元）和每用户订单数（3.9-4.6单波动，平均4.2单）基本平稳，假设公司营销推广获得的新用户全部留存，则平均每半年贡献收入约494美元，推算用户首次下单后半年留存率（定义为半年内再次下单）约为82.9%，用户稳态留存率（18个月后）约14.5%。假设毛利率保持在33%（2016年水平），则公司每94元营销投入，18个月累计可获得收入725美元，毛利239美元，此后永续每年获得142美元收入，46.9美元毛利，营销投入产出比可观。\n\n季度来看，同样假设94美元的新用户获客成本在2014-2016年间均匀分布，则推算2Q2015-2Q2016间平均用户季度流失率为24.1%（定义为上个季度有下单，下个季度没有下单的用户），3Q2016-1Q2017平均用户流失率大幅上升至50.9%。这与3Q2016后公司销售费用率大幅上升的结论一致：品牌宣传广告虽然带动公司品牌知名度迅速提升（经提示/未提示品牌知名度均大幅上升；1Q2017季度推算新用户同比增长138%至645万），但用户质量不高（季度用户流失率大幅攀升），相比前期主要依靠用户推荐的营销传播方式，品牌广告的营销收益率相对不经济。"} +{"pdf_name": "20785762_18.pdf", "language": "zh", "markdown": "图 38：Blue apron 平均获客成本 94 美元，36 个月累计贡献 939 美元收入\n\n图 39：Blue apron 用户稳态（18 个月后）留存率约 14.5%\n\n数据来源：Blue apron招股书、广发证券发展研究中心\n\n图 40：Blue apron 季度营销投入及推算新增用户\n\n图 41：Blue apron 用户流失情况\n\n数据来源：Blue apron招股书、广发证券发展研究中心\n\n# （四）对中国市场的启示：高频低价，生鲜电商的潜在突围之路\n\n2012年以来，作为生鲜电商的一个细分领域，净菜电商领域涌现出诸多玩家，但从运营模式来看，除上海的我厨采用与Blue apron类似的菜单化配送外（配送的食材以完成一道菜为单位进行深度搭配），国内净菜电商多以纯净菜供应为主，仅对食材进行简单预处理并包装，并不涉及菜品开发、食材搭配等深度服务环节，实际产品附加值有限，平台长期生存能力尚未可知。\n\n但即便如此，净菜高消费频次、低单品价格（相对外食&外卖等替代方案）、高毛利率（菜品预处理附加值）特点下，引流乃至盈利能力突出，使其依然受到一级市场大力追捧。据亿欧网报道，仅2016年，就有本来生活（1.17亿美元）、我厨（千万美元）、优配良品（1.2亿元）、链菜（1.5亿元）等多家创业平台获得亿元以上大额融资。且永辉超市（彩食鲜项目）、盒马鲜生等大型玩家均开始涉足，足见净菜市场魅力。\n\n参考Blue apron成长经验，我们认为未来净菜电商发展核心关注两方面能力：1）"} +{"pdf_name": "3446177_3.pdf", "language": "zh", "markdown": "# 连云港港口集团有限公司2015年度第二期中期票据信用评级报告\n\n# 评级结果\n\n主体信用等级：AA+\n\n评级展望：稳定\n\n本期票据信用等级：AA+\n\n# 债项概况\n\n发行额度：10 亿元\n\n票据期限：依照发行条款的约定赎回之前长期存续，并在连云港集团依据发行条款的约定赎回时到期\n\n资金用途：偿还金融机构借款及固定资产投资\n\n# 评级时间\n\n2015 年 7 月 27 日\n\n
评级小组负责人
葛新景
\n\n
评级小组成员
朱天明陈小虎
\n\n
邮箱：\ndfjc-gs@coamc.com.cn
电话：010-62299800
传真：010-65660988
地址：北京市西城区德胜门\n外大街 83 号德胜国际\n中心 B 座 7 层 100088
\n\n# 评级观点\n\n东方金诚国际信用评估有限公司（以下简称“东方金诚”）通过对连云港港口集团有限公司（以下简称“连云港集团”或“公司”）经营环境、竞争力、业务运营、企业管理以及财务状况的综合分析，认为连云港港是我国 12 个国家级区域性主要枢纽港之一，也是东西向铁路大动脉陇海—兰新线唯一的出海口，在区域经济发展和“一带一路”建设中具有重要的战略地位；连云港港为终年不冻港，也是江苏省最大的海港，具备优越的港口条件；得益于陇海—兰新铁路沿线的广阔腹地，公司货物吞吐量稳定增长，煤炭、有色矿等主力货种吞吐量全国领先；在国务院对连云港港的多项政策规划指引下，各级政府从优惠政策、航道开发和港口基础设施建设、资产注入和财政补贴等方面对公司给予了大力支持；随着两翼港区及其他港务设施的逐步建成投用，连云港港整体布局将进一步趋于完备，为公司的未来发展提供了坚实基础。同时，东方金诚关注到，公司金属矿石与煤炭等散杂货的吞吐量受宏观经济景气尤其是钢铁、煤炭等行业的波动影响较大；公司在建工程规模较大，未来面临一定投融资压力；公司近三年有息债务规模较大，整体债务负担较重。\n\n东方金诚国际信用评估有限公司评定连云港港口集团有限公司主体信用等级为 AA+，评级展望稳定。基于对公司主体长期信用以及本期票据偿还能力的评估，东方金诚评定本期票据的信用等级为 AA+，该级别反映了本期票据具备很强的的偿还保障，本期票据到期不能偿还的风险很低。"} +{"pdf_name": "3446177_4.pdf", "language": "zh", "markdown": "# 评级结果\n\n主体信用等级：AA+\n\n评级展望：稳定\n\n本期票据信用等级：AA+\n\n# 债项概况\n\n发行额度：10 亿元\n\n票据期限：依照发行条款的约定赎回之前长期存续，并在连云港集团依据发行条款的约定赎回时到期\n\n资金用途：偿还金融机构借款及固定资产投资\n\n# 评级时间\n\n2015 年 7 月 27 日\n\n评级小组负责人\n\n葛新景\n\n评级小组成员\n\n朱天明 陈小虎\n\n
邮箱：\ndfjc-gs@coamc.com.cn
电话：010-62299800
传真：010-65660988
地址：北京市西城区德胜门\n外大街 83 号德胜国际\n中心 B 座 7 层 100088
\n\n# 主要数据和指标\n\n
项 目2012 年2013 年2014 年2015 年 \n1～3 月
资产总额（亿元）285.64371.01426.92432.84
所有者权益（亿元）87.48111.44132.07133.42
全部债务（亿元）155.04212.46243.64249.55
营业总收入（亿元）69.3472.3188.9915.61
利润总额（亿元）2.042.072.040.20
EBITDA（亿元）9.5810.4212.84-
营业利润率（%）16.0615.3314.9923.45
净资产收益率（%）1.741.191.27-
资产负债率（%）69.3769.9669.0769.18
全部债务资本化比率（%）63.9365.5964.8565.16
流动比率（%）84.8471.0564.4073.70
全部债务/EBITDA（倍）16.1820.4018.97-
EBITDA 利息倍数（倍）1.411.851.79-
EBITDA/本期发债额度（倍）0.961.041.28-
\n\n注：表中数据来源于 2012 年～2014 年经审计的公司合并财务报告及 2015 年 1～3 月未经审计的公司合并财务报表。\n\n# 优势\n\n 连云港港是我国 12 个国家级区域性主要枢纽港之一，也是东西向铁路大动脉陇海—兰新线唯一的出海口，在区域经济发展和“一带一路”建设中具有重要的战略地位；\n\n 连云港港为终年不冻港，也是江苏省最大的海港，具备优越的港口条件；\n\n 得益于陇海—兰新铁路沿线的广阔腹地，公司货物吞吐量稳定增长，煤炭、有色矿等主力货种吞吐量全国领先；\n\n 在国务院对连云港港的多项政策规划指引下，各级政府从优惠政策、航道开发和港口基础设施建设、资产注入和财政补贴等方面对公司给予了大力支持；\n\n 随着两翼港区及其他港务设施的逐步建成投用，连云港港整体布局将进一步趋于完备，为公司的未来发展提供了坚实基础。\n\n# 关注\n\n 公司金属矿石与煤炭等散杂货的吞吐量受宏观经济景气尤其是钢铁、煤炭等行业的波动影响较大；\n\n 公司在建工程规模较大，未来面临一定资本支出压力；\n\n 公司近三年有息债务规模较大，整体债务负担较重。"} +{"pdf_name": "20792176_2.pdf", "language": "zh", "markdown": "
图 13：报告期内 LED 封装市场信心指数下降 8.01% .................................................................................................10
图 14：全球取代 40W 的 LED 灯泡价格趋势..............................................................................................................10
图 15：全球取代 60W 的 LED 灯泡价格趋势..............................................................................................................10
图 16：1 月华强北电子元器件价格指数下降 1.26.......................................................................................................11
图 17：1 月中关村电子元器件价格指数下降 0.22.......................................................................................................11
图 18 ：台湾晶电股价走势 .........................................................................................................................................12
图 21：2014 年国内主要照明企业海外收入占比.........................................................................................................12
图 22：2015 年各地区 LED 市场规模占比预测...........................................................................................................12
图 23：2015 年欧司朗业务结构..................................................................................................................................13
图 24：欧司朗灯具业务收入 .......................................................................................................................................13
图 25：欧司朗 LED 领域专利申请 ..............................................................................................................................14
图 26：欧司朗 LED 领域专利分布 ..............................................................................................................................14
图 27：Lumileds 与汽车照明业务收入情况（亿欧元）...............................................................................................14
图 28：Lumileds 与汽车照明业务税前利润（亿欧元）...............................................................................................14
图 29 ：营收对比........................................................................................................................................................16
图 30 ：照明市场规模及增速 .....................................................................................................................................16
\n\n
表 1：1 月份电子行业涨幅............................................................................................................................................7
表 2：2014 年 Lumileds 与汽车照明业务资产负债情况（百万欧元） ........................................................................14
表 3：欧司朗通用照明业务潜在买家的介绍和对比 .....................................................................................................15
行业重点上市公司估值指标与评级变化 ......................................................................................................................18
"} +{"pdf_name": "20792176_3.pdf", "language": "zh", "markdown": "# 持续看好逆周期成长子行业及全球化资产收购\n\n1 月份股市估值大幅下挫，其中 TMT 为重灾区，从中信行业指数来看，计算机/通信/ /传媒/电子指数的月跌幅分别为 36.12%、32.63%、32.20%、30.79%，分别排名第一、第二、第三和第十，沪深 300 指数月跌幅为 21.04%，中信电子指数跑输大盘 9.75 个百分点。\n\n本月，我们发布 56 页的深度报告《凭风借力——电子行业技术热点专题研究》，深度梳理了电子行业近几年的技术热点，从技术本身、发展成熟度、公众热度等多个维度进行分析，同时也根据技术成熟情况判定 16 年的大风口，无人驾驶及虚拟现实将是 16 年的最大热点。\n\n我们在本月也表现出了对行业重大会议及重点覆盖公司的重大事件的快速反应能力。国际消费电子产品展览会（CES）本月在美国举行，我们在会议结束当周发布深度报告《聚焦 CES——无人驾驶、VR、无人机精彩纷呈》，确定汽车、VR 和无人机三大主题性投资机会，并给予标的推荐；此外，大族激光在本月有两起并购事件，我们及时反映并发布深度报告《双线出击，大族激光踏上自动化新征程》，从新收购的角度推荐大族激光。\n\n# 投资逻辑：\n\n当前时点，由于电子板块已由年初下跌达 30%，短期来看有超跌反弹的机会性行情。长期来看，在智能手机的渗透率已处于高位、硬件创新断档的情况下整体电子行业处于周期性下行阶段，我们判断 2016 年军工电子、集成电路及自动化有望成为电子行业中逆周期的快速成长子行业，予以重点推荐。\n\n# 1、稳定增长的战略品种型标的。\n\n三安光电：公司主业经营向好，转型集成电路获国家支持，业绩逐步兑现，预计今年全年实现 20 亿以上的净利润。近期大股东多次增持，累计超过 2 亿元，表现出对公司未来发展的十足信心。上个月公司增发完成，国家大基金参与定增 16 亿元，合计持股比例达到 11.3%，是其参股比例最大的公司。另外，国开基金累计贷款 16.54 亿元，用于三安集成项目建设，表明国家对转型业务的肯定和重视。公司集成电路项目试车顺利，11 月份将送样给客户验证，将在射频器件、功率器件领域实现进口替代，后期将逐步释放产能。美国 CFIUS 批准中国建广资本收购 NXP 的 RF PA 部门，是中国企业在敏感性高的领域并购美国企业的突破，在产业基金入股、华芯投资和国开行的资金支持下，公司不排除将通过并购实现转型业务的快速发展。\n\n大族激光：近期针对公司的国内外两个收购快速反应，发布深度报告《双线出击，大族激光踏上自动化新征程》。公司参股西班牙 Aritex 和投资沈阳塞特维，大力发展自动化业务，业务空间打开。公司 2015 小年不小，预告全年 0-10%的增长，实属不易。在小功率装备方面将契合 3C 自动化行业趋势，大族的量测、组装类设备的需求量将可观，尤其是公司明年在国际消费电子大客户方面的订单将有较强保障。在自动化领域，公司将以汽车行业为切入点提供自动化解决方案，将大力投向系统集成及核心部件等诸多方面，竞争力将增强。此外，公司的核心零部件激光器及特种光纤将自产，具有进口替代的战略意义。近期，公司大额定增过会，将确保公司未来数年的发展资金。\n\n华工科技：公司未来核心发展思路是智能装备+物联网+军民融合，将以华工赛百为平台，四大子公司为支撑，发展成为集传感器、全息二维码技术、热转印色带技术感"} +{"pdf_name": "2594396_4.pdf", "language": "zh", "markdown": "中国高净值人群海外投资意愿上升，投资数额庞大。据胡润研究院调查数据，拥有境外投资的高净值人群占比由 2011 年的 19%迅速扩大到 2015 年的 37%，显示出了高净值人群对海外投资的兴趣快速提升。据《财富报告》数据显示，2005 年至 2015 年，中国对外投资上升 1471％，个人投资增长显著，其中物业投资占大部分。其中，2015 年海外房地产投资规模约为 250 亿美元，较 2014 年增速高达46％。\n\n房地产是高净值人群最青睐的海外投资项目。根据胡润研究院调查数据，受访高净值人群最为热衷的海外投资三大标的分别为地产（43.4%）、固定收益类产品（17.1%）以及股票（13%）。受访人群选择另类投资占到 8.4%，这其中主要包括珠宝手表、红酒以及艺术品。\n\n图 5：房地产是高净值人群最青睐的海外投资项目\n\n来源：胡润研究院，兴业证券研究所\n\n# 1.3 置业偏爱北美和澳洲的学区房产\n\n美国、加拿大和澳大利亚的多个城市是移民人群定��的优先选择。在胡润研究院的调查中，最受欢迎的三座移民目的地城市是洛杉矶、旧金山和温哥华。根据美国 2012 年人口普查数据，大多数来自中国的移民定居在加利福尼亚（31%）和纽约（21%），其中，加利福尼亚州又以两大城市——旧金山和洛杉矶最为受到华人青睐。\n\n受子女教育需求的驱动，高净值人群海外置业偏好学区房产。根据胡润研究院的调查数据，高净值人群 46%的海外房产置业选在学区，而市中心以及华人区的比例仅为 26%和 21%。"} +{"pdf_name": "2594396_5.pdf", "language": "zh", "markdown": "图 6：美、加、澳城市是移民人群首选\n\n来源：胡润研究院，兴业证券研究所\n\n图 7：高净值人群海外置业偏爱学区房产\n\n来源：胡润研究院，兴业证券研究所\n\n# 2、欧洲：社会福利优渥\n\n# 2.1 移民政策：移民门槛逐步提高\n\n2016 年欧洲多国主打的购房移民政策相当吸引中国投资者。目前欧洲推出买房移民的主要有西班牙、葡萄牙、希腊和塞浦路斯。随着欧洲经济逐步复苏，有些国家将逐步提高门槛。\n\n#  英国“企业家移民”项目\n\n“Tier 1 Entrepreneur”20 万镑企业家移民是由英国政府出台的商业类移民签证。旨在吸引全球的企业家，优秀人才以及高净值人士来英投资，带动英国就业和商业发展。\n\n“企业家移民项目”分为 5 年期和 3 年期，两者的投资期限均为 5 年（5 年后返还投资本金），前者需要 5 年才能获得永居权，投资每年有 2%收益；后者 3 年即可获得永居权，但没有投资收益。以 3 年期项目为例：\n\n# （1）移民流程：\n\n 支付 10 万元人民币中介费办理相关材料；\n\n 预存 20 万英镑在境外账户（作为投资初始资金，需有资金来源材料）；\n\n 准备全部签证所需申请材料、并进行商业计划书和面试培训；\n\n 之后 4 至 6 周，递交材料至英国签证中心、等待面试；\n\n 面试并成功获取首签；\n\n 获签 1 个月内登陆英国，换取 3 年期居留签证;\n\n 3 年期间公司合法运营,提供 10 个全职岗位至少 12 个月,3 年累计营业额 1 千万英镑,申请人每年有半年的移民监；\n\n 3 年后申请正式的永久居留绿卡；\n\n 永居满 1 年后可申请入籍。\n\n# （2）移民花费：初始投资合计约 200 万人民币，包括 20 万英镑的投资费用（折"} +{"pdf_name": "8405437_276.pdf", "language": "zh", "markdown": "# 10. 惡 劣 天 氣 對 辦 理 申 請 登 記 的 影 響\n\n倘 於 二 零 一 八 年 十 月 五 日（星 期 五）上 午 九 時 正 至 中 午 十 二 時 正 期 間 任 何 時 間：\n\n• 八 號 或 以 上 熱 帶 氣 旋 警 告 信 號；或\n\n• 「黑 色」暴 雨 警 告 信 號，\n\n在 香 港 生 效，本 公 司 不 會 如 期 辦 理 申 請 登 記，而 改 為 在 下 一 個 在 上 午 九 時 正 至 中 午十 二 時 正 期 間 香 港 再 無 發 出 任 何 該 等 警 告 信 號 的 營 業 日 的 上 午 十 一 時 四 十 五 分 至 中午 十 二 時 正 辦 理 申 請 登 記。\n\n倘於二零一八年十月五日（星期五）並無開始及截止辦理申請登記，或本招股章程「預期 時 間 表」一 節 所 述 日 期 因 香 港 發 出 八 號 或 以 上 熱 帶 氣 旋 警 告 信 號 或「黑 色」暴 雨 警 告信 號 而 受 到 影 響，屆 時 本 公 司 將 就 有 關 情 況 發 出 公 告。\n\n# 11. 公 佈 結 果\n\n本 公 司 預 期 將 於 二 零 一 八 年 十 月 十 八 日（星 期 四）在 本 公 司 網 站www.rbmsgroup.com及 聯 交 所 網 站www.hkexnews.hk公 佈 配 售 踴 躍 程 度、公 開 發 售 申 請 水 平 及 公 開 發 售 股 份分 配 基 準。\n\n公 開 發 售 的 分 配 結 果 以 及 獲 接 納 申 請 人 的 香 港 身 份 證╱護 照╱香 港 商 業 登 記 號 碼將 於 下 列 時 間 及 日 期 按 下 列 方 式 提 供：\n\n• 於 二 零 一 八 年 十 月 十 八 日（ 星 期 四 ）上 午 九 時 正 前 登 載 於 本 公 司 網 站www.rbmsgroup.com及 聯 交 所 網 站www.hkexnews.hk的 公 告 查 閱；\n\n• 於 二 零 一 八 年 十 月 十 八 日（星 期 四）上 午 八 時 正 至 二 零 一 八 年 十 月 二 十 四 日（星期 三 ）午 夜 十 二 時 正 期 間 透 過 可 全 日24小 時 瀏 覽 分 配 結 果 的 指 定 網 站www.iporesults.com.hk（ 或 者： 英 文https://www.eipo.com.hk/en/Allotment； 中 文https://www.eipo.com.hk/zh-hk/Allotment），使 用「按 身 份 證 號 碼 搜 索」功 能 查 閱；\n\n• 於 二 零 一 八 年 十 月 十 八 日（星 期 四）至 二 零 一 八 年 十 月 二 十 一 日（星 期 日）上 午九 時 正 至 下 午 十 時 正 致 電 查 詢 熱 線(852) 2862 8669查 詢；\n\n• 於 二 零 一 八 年 十 月 十 八 日（星 期 四）至 二 零 一 八 年 十 ��� 二 十 日（星 期 六）期 間 在所 有 指 定 收 款 銀 行 的 分 行 及 支 行 的 營 業 時 間 內 查 閱 特 備 的 分 配 結 果 小 冊 子。"} +{"pdf_name": "8405437_277.pdf", "language": "zh", "markdown": "若 本 公 司 通 過 公 佈 分 配 基 準 及╱或 公 開 分 配 結 果 接 納 閣 下 的 購 買 要 約（全 部 或 部分），即 構 成 一 項 具 約 束 力 的 合 約，據 此，倘 股 份 發 售 的 條 件 獲 達 成 而 股 份 發 售 並 無 被終 止， 閣 下 必 須 購 買 有 關 的 公 開 發 售 股 份。進 一 步 詳 情 載 於 本 招 股 章 程「股 份 發 售 的架 構」一 節。\n\n閣 下 的 申 請 獲 接 納 後， 閣 下 即 不 得 因 無 意 的 失 實 陳 述 而 行 使 任 何 補 救 方 法 撤 回申 請。這 並 不 影 響 閣 下 可 能 擁 有 的 任 何 其 他 權 利。\n\n# 12. 閣 下 不 獲 配 發 發 售 股 份 的 情 況\n\n閣 下 須 注 意，在 下 列 情 況 中， 閣 下 將 不 獲 配 發 公 開 發 售 股 份：\n\n# (i) 倘 閣 下 的 申 請 遭 撤 回：\n\n一 經 填 寫 及 遞 交 申 請 表 格 或 向 香 港 結 算 或 透 過 白 表eIPO服 務 發 出 電 子 認 購 指示，即 表 示 閣 下 同 意 不 得 於 開 始 辦 理 申 請 登 記 時 間 後 第 五 日（就 此 而 言 不 包 括 星期 六、星 期 日 或 香 港 公 眾 假 期）或 之 前 撤 回 閣 下 的 申 請 或 香 港 結 算 代 理 人 代 閣下 提 交 的 申 請。此 項 同 意 將 成 為 一 項 與 本 公 司 訂 立 的 附 屬 合 約。\n\n根 據 公 司（清 盤 及 雜 項 條 文）條 例 第40條（公 司（清 盤 及 雜 項 條 文）條 例 第342E條所 適 用 者），只 有 在 就 本 招 股 章 程 承 擔 責 任 的 人 士 根 據 該 條 規 定 發 出 公 告，免 除 或限 制 該 人 士 對 本 招 股 章 程 所 負 責 任 的 情 況 下， 閣 下 的 申 請 或 香 港 結 算 代 理 人 代表 閣 下 提 出 的 申 請 方 可 於 上 述 第 五 日 或 之 前 撤 回。\n\n倘 本 招 股 章 程 其 後 發 出 任 何 補 充 文 件，已 遞 交 申 請 的 申 請 人 將 會 獲 通 知 須 確認 其 申 請。倘 申 請 人 接 獲 通 知 但 並 無 根 據 所 獲 通 知 的 程 序 確 認 其 申 請，所 有 未 確認 的 申 請 一 概 視 作 撤 回。\n\n閣 下 的 申 請 或 香 港 結 算 代 理 人 代 表 閣 下 提 交 的 申 請 一 經 接 納，即 不 可 撤 回。就 此 而 言，在 報 章 公 佈 分 配 結 果，等 同 確 定 接 納 未 被 拒 絕 的 申 請。倘 有 關 分 配 基準 受 若 干 條 件 規 限 或 是 以 抽 籤 形 式 進 行 分 配，申 請 獲 接 納 與 否 須 分 別 視 乎 有 關 條件 能 否 達 成 或 抽 籤 結 果 而 定。\n\n# (ii) 倘 本 公 司 或 其 代 理 行 使 酌 情 權 拒 絕 閣 下 的 申 請：\n\n本 公 司、獨 家 全 球 協 調 人、白 表eIPO服 務 供 應 商 及 其 各 自 的 代 理 及 代 名 人 可全權酌情拒絕或接納任何申請，或僅接納任何部分的申請，而毋須就此提供理由。"} +{"pdf_name": "11781409_64.pdf", "language": "zh", "markdown": "# A. EXECUTIVE DIRECTORS\n\nMs. Guo Yumei (郭玉梅), aged 53, joined our Group in July 1990. Ms. Guo was appointed as an executive Director and the general manager of our Company in January 2011 and as the Chairperson of the Board on 23 June 2016 and resigned as the general manager on 10 July 2019. She has over 30 years of experience in the water treatment industry and is responsible for strategic decision making of our Company’s operations. Ms. Guo is currently the chairperson of the Strategy and Investment Decision Committee, and a member of the Remuneration and Appraisal Committee and the Nomination Committee of our Company.\n\nMs. Guo joined Kunming Dianchi Investment in July 2006 and is currently the Kunming Dianchi Investment Director. Positions which she held at Kunming Dianchi Investment included manager of its public affairs department, chief operating officer for its public affairs, assistant to the general manager and deputy general manager from July 2006 to January 2015. Ms. Guo worked at Kunming Municipal Utility Tariff Bureau (昆明市政公用局排水收費處) from July 1990 to December 1995. She worked at Kunming City Drainage Co. Ltd. (昆明市城市排水公司) from December 1995 to January 2002, responsible for the management of drainage, and she was a division chief of its general affairs division from January 2002 to July 2006, during which time she also worked at the Second General Affairs Division of Kunming Municipal Dianchi Administration Bureau (昆明市滇池管理局綜合二處) from October 2003 to May 2004.\n\nMs. Guo obtained a bachelor’s degree in analytical chemistry from Yunnan University (雲南大學) in Yunnan Province, the PRC in July 1990. Ms. Guo has been recognised as a senior engineer in water supply and drainage since 2015. In January 2018, Ms. Guo was elected as a delegate to the 13th People’s Congress (the “People’s Congress”) of Yunnan Province.\n\nA. 執行董事\n\n郭玉梅女士，53歲，1990年7月 加 入 本 集 團， 於2011年1月獲委任為本公司執行董事及總經理，於2016年6月23日 獲 委 任 為 公 司 董 事 長，於2019年7月10日 辭 任 總 經 理 職 務。郭 女 士 在 水 處 理 行 業 擁有 逾30年 的 工 作 經 驗，負 責 本 公 司 的 戰 略 決 策。郭女士現為本公司戰略與投資決策委員會主任委員、薪酬與考核委員會及提名委員會委員。\n\n郭女士於2006年7月加入昆明滇池投資，現任昆明滇 池 投 資 董 事。2006年7月 至2015年1月 期 間，郭女士於昆明滇池投資擔任的職位包括公共事業部經 理、公 用 事 務 運 營 總 監、總 經 理 助 理 及 副 總 經理。1990年7月 至1995年12月，郭 女 士 任 職 於 昆 明市政公用局排水收費處。1995年12月至2002年1月，郭 女 士 任 職 於 昆 明 市 城 市 排 水 公 司，負 責 排 水 管理，2002年1月 至2006年7月 任 綜 合 處 處 長，期 間自2003年10月 至2004年5月就職於昆明市滇池管理局綜合二處。\n\n郭女士於1990年7月在中國雲南省獲得雲南大學頒 發 的 分 析 化 學 學 士 學 位，並 於2015年獲得給水排 水 專 業 正 高 級 工 程 師 職 稱，2018年1月，郭 女 士當 選 雲 南 省 第 十 三 屆 人 民 代 表 大 會（「人 大」）代 表。"} +{"pdf_name": "11781409_65.pdf", "language": "zh", "markdown": "Mr. Chen Changyong (陳昌勇), aged 51, joined the Group in June 2019 and has been the general manager of the Company since 10 July 2019, responsible for the Company’s operation management. He was appointed as an executive Director of the Company on 19 June 2020.\n\nMr. Chen worked in the Land Acquisition Office of the Municipal Land and Resources Bureau of Kunming (昆明市國土資源局) from August 1999 to November 2002 and served as the deputy director of the general office of the Municipal Land and Resources Bureau of Kunming from November 2002 to January 2005. He joined Kunming Dianchi Investment Co., Ltd. (昆明滇池投資有限責任公司), the controlling shareholder of the Company, in September 2004 and until March 2016, he successively served as a member of the party committee, director, deputy general manager, deputy secretary of the party committee, secretary of the disciplinary committee and chairman of the labor union of Kunming Dianchi Investment. He was a director and the secretary to the party committee of Kunming Drainage System Management Co., Ltd. (昆明排水設施管理有限責任公司) (a subsidiary of Kunming Dianchi Investment) from March 2016 to June 2019. He joined the Company in June 2019.\n\nMr. Chen graduated from the Changchun Institute of Geology, Jilin Province, China (長春地質學院) with a bachelor’s degree in July 1992, majoring in geology and mineral exploration and graduated from the Changchun Institute of Geology with a master’s degree in July 1995, majoring in mineral prospecting and exploration. Mr. Chen graduated from Kunming University of Science and Technology(昆明理工大學) with a doctorate in July 1999, majoring in mineral prospecting and exploration in the Department of Territorial Development and Urban and Rural Architecture. Mr. Chen is also a senior engineer.\n\nMr. Luo Yun (羅 雲), aged 42, joined our Group in June 2013 and was appointed as an executive Director of our Company on 23 June 2016. Mr. Luo has been the deputy general manager of our Company since January 2015, responsible for supervising our Company’s investment strategies, market expansion and administration. He served as an assistant to the general manager from June 2013 to January 2015, responsible for assisting the general manager in the management of our Company’s operation, development, investment programs and marketing strategies. Mr. Luo is currently a member of the Strategy and Investment Decision Committee of our Company.\n\n陳昌勇先生，51歲，於2019年6月 加 入 本 集 團，並自2019年7月10日起擔任本公司總經理，負責本公司的運營管理工作；於2020年6月19日獲委任為本公司執行董事。\n\n於1999年8月 至2002年11月於昆明市國土資源局徵 地 處 工 作，並 於2002年11月 至2005年1月任昆明市國土資源局辦公室副主任。於2004年9月加入本 公 司 控 股 股 東－昆 明 滇 池 投 資 有 限 責 任 公 司，至2016年3月 曆 任 昆 明 滇 池 投 資 黨 委 委 員、董 事、副 總 經 理、黨 委 副 書 記、紀 委 書 記、工 會 主 席。自2016年3月 至2019年6月任昆明排水設施管理有限責 任 公 司（昆 明 滇 池 投 資 附 屬 公 司）董 事 及 黨 委 書記。2019年6月加入本公司。\n\n陳先生於1992年7月畢業於中國吉林省長春地質學院地質礦產勘查專業，並取得學士學位；於1995年7月畢業於長春地質學院礦產普查與勘探專業，並取得碩士研究生學位���於1999年7月畢業於昆明理工大學國土開發與城鄉建築系礦產普查與勘探專業，並取得博士研究生學位。陳先生亦為高級工程師。\n\n羅雲先生，42歲， 於2013年6月 加 入 本 集 團， 於2016年6月23日獲委任為本公司執行董事。自2015年1月 起，羅 先 生 一 直 擔 任 本 公 司 副 總 經 理，負 責監 督 本 公 司 的 投 資 策 略、市 場 拓 展 及 行 政 管 理 工作。2013年6月 至2015年1月，羅 先 生 擔 任 總 經 理助理，負責協助總經理管理本公司的營運、發展、投 資 項 目 及 營 銷 戰 略。羅 先 生 現 為 戰 略 與 投 資 決策委員會委員。"} +{"pdf_name": "20783126_106.pdf", "language": "zh", "markdown": "（12）根据规定权限和程序，审议批准公司资产处置、损失核销及资产质押、抵押等事项；\n\n（13）审议批准子公司改制、兼并重组、上市等事项；\n\n（14）审议批准公司薪酬分配方案、集团各级管理人员履职待遇和业务支出管理具体方案；\n\n（15）审议批准公司重大会计政策调整、会计估计变更和重大会计差错更正；\n\n（16）决定聘用或解聘承办公司年度财务会计报告审计业务的会计师事务所；\n\n（17）省国资委授予的其他职权。\n\n# 2、监事和监事会\n\n根据《企业国有资产法》、《公司法》和《国有企业监事会暂行条例》等法律、法规的有关规定，发行人接受江苏省国资委派出监事会的监督，支持监事会依法开展监督检查工作。根据《公司章程》，发行人设立监事会，监事会由监事会主席、专职监事和 2 名职工监事共 6 名成员组成，监事会主席、专职监事由江苏省国资委委派，职工监事由发行人职工代表大会或职工大会选举产生。由于一名监事退休，发行人监事会会目前由 5 名监事组成，新的监事正在等待国资委委派。\n\n发行人公司董事、高级管理人员不得兼任监事。\n\n监事会行使下列职权：\n\n（1）检查公司财务；\n\n（2）对董事、高级管理人员执行公司职务的行为进行监督，对违反法律、行政法规、公司章程或者江苏省国资委决议的董事、高级管理人员提出罢免的建议；\n\n（3）当董事、高级管理人员的行为损害公司的利益时，要求董事和高级管理人员予以纠正；"} +{"pdf_name": "20783126_107.pdf", "language": "zh", "markdown": "（4）列席董事会会议，并对董事会决议事项提出质询或者建议；列席总经理办公会、研究经济工作的党委会，以及决策“三重一大”事项的其它会议；\n\n（5）提议召开临时董事会会议；\n\n（6）法律、法规规定和江苏省国资委授予的其他职权。\n\n# 3、经营管理层\n\n发行人设总经理 1 名，副总经理若干名。总经理主持集团公司的经营、管理工作。总经理、副总经理及其他高级管理人员按规定的权限和程序由董事会聘任或解聘。\n\n总经理董事会负责，行使下列职权：\n\n（1）主持公司的经营管理工作，组织实施董事会决议；\n\n（2）组织实施公司年度经营计划和投资方案；\n\n（3）拟订公司内部管理机构设置方案；\n\n（4）拟订公司的基本管理制度；\n\n（5）制定公司的具体规章；\n\n（6）提请聘任或者解聘公司副总经理、财务负责人；\n\n（7）聘任或者解聘除应由董事会聘任或解聘以外的管理人员；\n\n（8）董事会授予的其他职权。\n\n# （二） 发行人合法合规经营情况\n\n报告期内，公司不存在因重大违法违规而受到处罚的情况。\n\n# （三） 公司独立经营情况\n\n发行人自成立以来，严格按照《公司法》等法律、法规和《公司章程》的要求规范运作，在业务、资产、人员、财务、机构等方面与公司现有股东完全独立，具有完整的业务体系及面向市场独立经营的能力。"} +{"pdf_name": "9272150_28.pdf", "language": "zh", "markdown": "# (二)现任及报告期内离任董事、监事和高级管理人员的任职情况\n\n# 1. 在股东单位任职情况\n\n√适用 □不适用\n\n
任职人员姓名股东单位名称在股东单位担任的职务任期起始日\n期任期终止日\n期
黄金刚上海仪电（集团）有限公司副总裁
徐志平上海仪电电子（集团）有限公司总经理、党委副书记
朱晓东上海仪电（集团）有限公司财务部总经理
徐珏上海仪电（集团）有限公司信息管理部总经理
在股东单位任\n职情况的说明
\n\n# 2. 在其他单位任职情况\n\n√适用 □不适用\n\n
任职人员姓名其他单位名称在其他单位担任的职务任期起始\n日期任期终止\n日期
封松林中科院上海高等研究院研究员
李远勤上海大学管理学院教授、管理学院会计\n系副系主任
董剑萍君合律师事务所上海分所合伙人
在其他单位任\n职情况的说明
\n\n# (三)董事、监事、高级管理人员报酬情况\n\n√适用 □不适用\n\n
董事、监事、高级管理人员报酬\n的决策程序根据公司的薪酬制度和董事会的相关决定。
董事、监事、高级管理人员报酬\n确定依据公司根据年度经营目标及考核细则，对高管人员进行考核与绩效\n评价。
董事、监事和高级管理人员报酬\n的实际支付情况公司董事、监事和高级管理人员 2021 年度应付报酬为 422 万元。
报告期末全体董事、监事和高级\n管理人员实际获得的报酬合计公司董事、监事和高级管理人员 2021 年度实际支付报酬合计 422\n万元。
\n\n# (四)公司董事、监事、高级管理人员变动情况\n\n√适用 □不适用\n\n
姓名担任的职务变动情形变动原因
徐志平原职工董事、党委副书记、副总经理离任工作变动
林华勇原监事会副主席离任退休
\n\n# (五)近三年受证券监管机构处罚的情况说明\n\n√适用 □不适用\n\n2019 年 11 月 1 日，公司董事长黄金刚先生收到中国证券监督管理委员会上海监管局《行政处罚决定书》（编号：沪〔2019〕13 号），对时任上海飞乐音响股份有限公司董事长黄金刚先生给予警告，并处以二十万元罚款。具体内容详见 2019 年 11 月 2 日在上海证券交易所网站披露的《上海飞乐音响股份有限公司关于收到中国证券监督管理委员会上海监管局行政处罚决定书的公告》（临 2019-086）。"} +{"pdf_name": "9272150_29.pdf", "language": "zh", "markdown": "2019 年 5 月 30 日，公司监事会主席朱晓东先生收到中国证监会《行政处罚决定书》（[2019]44号），对时任中安科股份有限公司董事、财务总监朱晓东先生给予警告，并处以 10 万元罚款。具体内容详见 2019 年 5 月 30 在上海证券交易所网站披露的《中安科股份有限公司关于收到中国证监会<行政处罚决定书>、<市场禁入决定书>的公告》（临 2019-046）。\n\n# (六)其他\n\n□适用 √不适用\n\n# 五、报告期内召开的董事会有关情况\n\n
会议届次召开日期会议决议
十一届六次董事会会议2021 年\n2 月 5 日会议审议并通过了关于控股子公司科技网向其全资子公司\n云赛数海增资的议案、关于转让公司所持松江区荣乐东路\n689 号不动产的议案、关于云赛数海申请银行贷款的议案、\n关于公司为云赛数海申请银行贷款提供担保及科技网为公\n司提供反担保的议案。
十一届七次董事会会议2021 年\n3 月 25 日会议审议并通过了公司 2020 年度董事会工作报告、公司\n2020 年度报告全文及摘要、公司 2020 年度财务工作报告、\n公司 2020 年度利润分配预案、关于 2020 年度日常关联交\n易执行情况及 2021 年度日常关联交易预计的预案、关于支\n付立信会计师事务所（特殊普通合伙）2020 年度审计报酬\n的预案、关于续聘立信会计师事务所（特殊普通合伙）的预\n案、关于购买由银行发行的理财产品的预案、关于向银行\n申请授信额度的议案、关于会计政策变更的议案、公司 2020\n年度内部控制评价报告的议案、关于聘任公司 2021 年度内\n控审计机构的预案。
十一届八次董事会会议2021 年\n4 月 27 日会议审议并通过了公司 2021 年第一季度报告、关于召开\n2020 年年度股东大会的通知的议案。
十一届九次董事会会议2021 年\n6 月 30 日会议审议并通过了关于公司收购华鑫置业所持云赛创鑫 2%\n股权暨关联交易的议案、关于公司成立市场部的议案。
十一届十次董事会会议2021 年\n8 月 24 日会议审议并通过了关于公司 2021 年半年度报告的议案。
十一届十一次董事会会议2021 年\n10 月 27 日会议审议并通过了关于公司 2021 年第三季度报告的议案、\n关于公司全资子���司仪电鑫森增资入股双杨信息的议案、\n关于转让公司所持广联电子 100%股权的议案。
十一届十二次董事会会议2021 年\n11 月 30 日会议审议并通过了关于转让公司所持仪电工程 100%股权的\n议案。
十一届十三次董事会会议2021 年\n12 月 10 日会议审议并通过了关于转让公司所持上海仪电人工智能创\n新院有限公司 43.75%股权暨关联交易的议案。
\n\n# 六、董事履行职责情况\n\n# (一)董事参加董事会和股东大会的情况\n\n
董事\n姓名是否独\n立董事参加董事会情况参加股东大\n会情况
本年应参\n加董事会\n次数亲自出\n席次数以通讯\n方式参\n加次数委托出\n席次数缺席\n次数是否连续两\n次未亲自参\n加会议出席股东大\n会的次数
黄金刚否88700否1
翁峻青否88700否1
"} +{"pdf_name": "9293492_67.pdf", "language": "zh", "markdown": "# 七、合并财务报表主要项目附注（续）\n\n# (24) 其他非流动负债\n\n
2009 年 6 月 30 日2008 年 12 月 31 日
环保补助402,167,847397,956,271
国产设备增值税退税1,331,765,840913,488,274
其他100,124,70681,551,248
1,834,058,3931,392,995,793
\n\n# (25) 股本\n\n
2009 年 6 月 30 日2008 年 12 月 31 日
有限售条件的流通股
国家持股1,055,124,5491,055,124,549
国有法人持股5,066,662,1185,066,662,118
其他内资持股--
其中：境内法人持股--
无限售条件的流通股
境内上市的人民币普通股2,878,213,3332,878,213,333
境外上市的外资股3,055,383,4403,055,383,440
流通股份合计12,055,383,44012,055,383,440
股份总额12,055,383,44012,055,383,440
\n\n# (26) 资本公积\n\n
2009 年 6 月 30 日2008 年 12 月 31 日
股本溢价8,588,175,5138,588,175,513
其他资本公积－
可供出售金融资 \n 产公允价值变动941,320,500106,745,771
现金流量套期129,769,756(476,600,916)
其他450,959,024451,103,187
小计1,522,049,28081,248,042
10,110,224,7938,669,423,555
"} +{"pdf_name": "9293492_68.pdf", "language": "zh", "markdown": "# 七、合并财务报表主要项目附注（续）\n\n# (27) 盈余公积\n\n
2009 年 6 月 30 日2008 年 12 月 31 日
法定盈余公积金6,109,942,3746,109,942,374
任意盈余公积金32,402,68932,402,689
6,142,345,0636,142,345,063
\n\n本公司在本报告期内未提取盈余公积。\n\n# (28) 未分配利润\n\n
截至 6 月 30 日止六个月期间
2009 年2008 年
期初未分配利润9,913,855,78017,221,419,482
加：本期实现的净利润/（亏损）1,959,479,637(470,327,273)
减：应付普通股股利－股东大会已批准的上年\n 度现金股利(1,205,633,044)(3,606,333,876)
期末未分配利润10,667,702,37313,144,758,333
\n\n于 2009 年 6 月 18 日，本公司经年度股东大会批准宣派按每普通股支付 2008 年度红利人民币 0.10 元（2007 年度红利：人民币 0.30 元），合计约人民币1,205,633,044 元（2007 年度红利：人民币 3,606,333,876 元）。截至 2009 年6 月 30 日止六个月期间，本公司支付股利约人民币 341,633,044 元（截至 2008年 6 月 30 日止六个月期间：约人民币 3,570,333,876 元）。\n\n本公司的利润分配按企业会计准则编制的合并财务报表当年归属于本公司股东的净利润及其年初未分配利润之和，与按国际财务报告准则计算确定的当年归属于本公司股��的净利润及其年初未分配利润之和两者中孰低的数额，扣除当年提取的法定盈余公积后的余额，作为当年向股东分配利润的最大限额。"} +{"pdf_name": "9322774_15.pdf", "language": "zh", "markdown": "
分产品
数据服务产品552,091,937.70450,480,992.7718.40%18.09%29.35%-7.11%
工业产品462,623,435.88315,460,453.5731.81%14.32%14.69%-0.22%
特种产品402,490,617.21278,801,564.8430.73%24.39%24.16%0.13%
分地区
境内1,792,450,867.\n221,297,601,122.\n5127.61%23.20%28.06%-2.75%
分销售模式
直销1,798,131,878.\n821,299,833,982.\n6727.71%22.55%25.74%-2.79%
\n\n公司主营业务数据统计口径在报告期发生调整的情况下，公司最近 1 年按报告期末口径调整后的主营业务数据\n\n□ 适用 √ 不适用\n\n# （3）公司实物销售收入是否大于劳务收入\n\n√ 是 □ 否\n\n
行业分类项目单位2021 年2020 年同比增减
数据服务行业销售量台16,83120,086-16.00%
生产量台17,53619,907-12.00%
库存量台2,9742,26931.00%
工业行业销售量台16,1657,046129.00%
生产量台17,4258,77299.00%
库存量台4,4293,16940.00%
特种行业销售量台5,6543,31171.00%
生产量台5,3083,89336.00%
库存量台9471,293-27.00%
公建及其他行业销售量台15,2723,469340.00%
生产量台15,1723,731307.00%
库存量台490590-17.00%
\n\n相关数据同比发生变动 30%以上的原因说明\n\n□ 适用 √ 不适用\n\n# （4）公司已签订的重大销售合同、重大采购合同截至本报告期的履行情况\n\n□ 适用 √ 不适用"} +{"pdf_name": "9322774_16.pdf", "language": "zh", "markdown": "# （5）营业成本构成\n\n产品分类\n\n产品分类\n\n单位：元\n\n
产品分类项目2021 年2020 年同比增减
金额占营业成本比\n重金额占营业成本比\n重
数据服务产品营业成本450,480,992.7734.66%348,261,009.4434.15%29.35%
工业产品营业成本315,460,453.5724.27%275,053,718.2426.97%14.69%
特种产品营业成本278,801,564.8421.45%224,554,425.0722.02%24.16%
公建及商用产\n品营业成本63,619,649.664.89%41,007,188.174.02%55.14%
其他产品营业成本191,471,321.8314.73%130,803,787.9312.83%46.38%
\n\n说明\n\n财政部会计司于 2021 年 11 月发布的 2021 年第五批企业会计准则实施问答中关于收入准则实施问答的有关规定，根据《企业会计准则第14号——收入》（财会〔2017〕22号）的有关规定，通常情况下，对于企业商品或服务的控制权转移给客户之前、为了履行客户合同而发生的运输活动不构成单项履约义务，相关运输成本应当作为合同履约成本，采用与商品或服务收入确认相同的基础进行摊销计入当期损益，列示于利润表“营业成本”中。\n\n# （6）报告期内合并范围是否发生变动\n\n□ 是 √ 否\n\n# （7）公司报告期内业务、产品或服务发生重大变化或调整有关情况\n\n□ 适用 √ 不适用\n\n# （8）主要销售客户和主要供应商情况\n\n公司主要销售客户情况\n\n
前五名客户合计销售金额（元）808,215,002.52
前五名客户合计销售金额占年度销售总额比例44.95%
前五名客户销售额中关联方销售额占年度销售���额\n比例0.00%
\n\n公司前 5 大客户资料\n\n
序号客户名称销售额（元）占年度销售总额比例
1客户 1457,705,242.8625.45%
2客户 2142,492,161.367.92%
"} +{"pdf_name": "9280969_14.pdf", "language": "zh", "markdown": "
其他及辅助类产\n品303,937,468.71198,697,184.3234.63%2.41%19.25%同比减少 9.23 个\n百分点
分地区
华北138,740,657.9672,542,763.8947.71%3.82%-12.65%同比增加 9.86 个\n百分点
华东465,495,909.36230,631,403.0550.45%46.39%78.54%同比减少 8.92 个\n百分点
华南95,228,266.5350,640,870.8046.82%-5.27%6.62%同比减少 5.93 个\n百分点
华中196,297,962.93110,338,769.5543.79%-10.53%16.37%同比减少 12.99\n个百分点
分销售模式
经销模式63,241,053.5735,076,328.5244.54%5.51%7.56%同比减少 1.05 个\n百分点
直销模式994,526,747.64504,005,658.8749.32%12.93%26.38%同比减少 5.39 个\n百分点
\n\n公司主营业务数据统计口径在报告期发生调整的情况下，公司最近 1 年按报告期末口径调整后的主营业务数据\n\n□ 适用 √ 不适用\n\n# （3）公司实物销售收入是否大于劳务收入\n\n√ 是 □ 否\n\n
行业分类项目单位2021 年2020 年同比增减
电缆附件及配套产\n品销售量台套、个1,244,5431,107,93412.33%
生产量台套、个1,232,9951,147,1257.49%
库存量台套、个46,07157,619-20.04%
电缆行业及其他销售量米1,7552,088-15.95%
生产量米1,7552,058-14.72%
库存量米000.00%
\n\n相关数据同比发生变动 30%以上的原因说明\n\n□ 适用 √ 不适用\n\n# （4）公司已签订的重大销售合同、重大采购合同截至本报告期的履行情况\n\n□ 适用 √ 不适用"} +{"pdf_name": "9280969_15.pdf", "language": "zh", "markdown": "# （5）营业成本构成\n\n行业分类\n\n单位：元\n\n
行业分类项目2021 年2020 年同比增减
金额占营业成本比重金额占营业成本比重
电缆附件及配套\n行业直接材料413,332,526.1476.67%325,425,338.3075.43%同比增加 1.24 个\n百分点
电缆附件及配套\n行业人工成本及费用76,552,422.8614.20%55,792,575.2912.93%同比增加 1.27 个\n百分点
电缆附件及配套\n行业制造费用48,431,421.318.98%47,862,112.6111.09%同比减少 2.11 个\n百分点
电缆行业及其他直接材料765,617.080.14%2,327,987.610.55%同比减少 0.41 个\n百分点
\n\n说明\n\n无\n\n# （6）报告期内合并范围是否发生变动\n\n√ 是 □ 否\n\n合并范围增加\n\n单位：元\n\n
公司名称股权取得方式股权取得时点认缴出资额实际出资额出资比例
湖南长缆智能科技有限\n公司设立2021年6月18日30,000,000.0020,000,000.00100.00%
上海长缆电工有限公司设立2021年5月8日6,000,000.006,000,000.00100.00%
云南长缆电气设备销售\n有限公司设立2021年4月26日5,000,000.003,000,000.00100.00%
\n\n# （7）公司报告期内业务、产品或服务发生重大变化或调整有关情况\n\n□ 适用 √ 不适用\n\n# （8）主要销售客户和主要供应商情况\n\n公司主要销售客户情况\n\n
前五名客户合计销售金额（元）470,282,667.65
前五名客户合计销售金额��年度销售总额比例44.46%
"} +{"pdf_name": "9228983_34.pdf", "language": "zh", "markdown": "
六十次会议
第五届董事会第\n六十一次会议2021-9-29会议审议通过了《关于调整公司董事会、监事会成员人数构成\n及修改〈公司章程〉的议案》、《关于召开公司 2021 年第一\n次临时股东大会的议案》（详见公司披露于上海证券交易所网\n站和上海证券报的《柳化股份第五届董事会第六十一次会议决\n议公告》（公告编号为 2021-021））。
第五届董事会第\n六十二次会议2021-10-22会议审议通过了《公司 2021 年第三季度报告》。
第五届董事会第\n六十三次会议2021-11-10会议审议通过了《关于公司董事会换届选举的议案》、《关于\n召开公司 2021 年第二次临时股东大会的议案》（详见公司披\n露于上海证券交易所网站和上海证券报的《柳化股份第五届董\n事会第六十三次会议决议公告》（公告编号为 2021-029））。
第六届董事会第\n一次会议2021-11-26会议审议通过了《关于选举公司董事长的议案》、《关于聘任\n公司总经理的议案》等 6 个议案（详见公司披露于上海证券交\n易所网站和上海证券报的《柳化股份第六届董事会第一次会议\n决议公告》（公告编号为 2021-035））。
\n\n# 六、 董事履行职责情况\n\n# (一) 董事参加董事会和股东大会的情况\n\n
董事\n姓名是否独\n立董事参加董事会情况参加股东\n大会情况
本年应参\n加董事会\n次数亲自出\n席次数以通讯\n方式参\n加次数委托出\n席次数缺席\n次数是否连续两\n次未亲自参\n加会议出席股东\n大会的次\n数
陆胜云否88100否3
袁志刚否77100否3
李兆胜否77100否3
黄吉忠否77100否3
孙巍琳是77500否3
薛有冰是88300否3
杨毅是88300否3
孙健峰否11000否1
赵敏否11000否1
肖泽群否11000否1
吴绿秋是11000否1
\n\n连续两次未亲自出席董事会会议的说明\n\n□适用 √不适用\n\n
年内召开董事会会议次数8
其中：现场会议次数2
通讯方式召开会议次数1
现场结合通讯方式召开会议次数5
\n\n# (二) 董事对公司有关事项提出异议的情况\n\n□适用 √不适用"} +{"pdf_name": "9228983_35.pdf", "language": "zh", "markdown": "# (三) 其他\n\n□适用 √不适用\n\n# 七、 董事会下设专门委员会情况\n\n√适用 □不适用\n\n# (1).董事会下设专门委员会成员情况\n\n
专门委员会类别成员姓名
审计委员会吴绿秋、薛有冰、肖泽群，吴绿秋为主任委员（召集人）。
提名委员会杨毅、陆胜云、吴绿秋，杨毅为主任委员（召集人）。
薪酬与考核委员\n会薛有冰、杨毅、吴绿秋、赵敏、肖泽群，薛有冰为主任委员（召集人）。
战略委员会陆胜云、肖泽群、孙健峰、薛有冰、杨毅，陆胜云为主委员（召集人）。
\n\n# (2).报告期内审计委员会召开 4 次会议\n\n
召开日期会议内容重要意见和建议其他履\n行职责\n情况
2021-4-13审议通过了《审计委员会\n2020 年度履职报告》2020\n年年度报告及其摘要》等 7\n项议案。对公司 2020 年度财务会计报表出具了二次\n书面确认意见、出具对预计公司 2021 年日常\n性关联交易的书面审核意见、出具关于续聘\n大信会计师事务所（特殊普通合伙）为公司\n2021 年度审计机构的审查意见。
2021-4-28审议通过了《公司 2021 年\n第一季度报告》议案。同意将议案提交公司董事会审议。
2021-7-28审议通过了《公司 2021 年\n半年度报告》议案。同意将议案提交公司董事会审议。
2021-10-22审议通过了《公司 2021 年\n第三季度报告》议案。同意将议案提交公司董事会审议。
\n\n# (3).报告期内提名委员会召开二次会议\n\n
召开日期会议内容重要意见和建议其他履行职\n责情况
2021-11-9审议通过了《关于公司董事会\n换届选举的议案》同意将议案提交公司董事会审议。
2021-11-26审议通过了提名新一届董事会\n下属委员会委员，聘任总经理、\n高级管理人员等议案。同意将议案提交公司董事会审议。
\n\n# (4).报告期内薪酬与考核委员会召开一次会议\n\n
召开日期会议内容重要意见和\n建议其他履行职\n责情况
2021-4-28审议通过了《薪酬与考核委员会 2020 年度履职情况汇\n总报告》、《公司高管薪酬考核及执行情况》、《2020\n年度董事会基金使用情况的报告》三项议案。
\n\n# (5).存在异议事项的具体情况\n\n□适用 √不适用"} +{"pdf_name": "11788360_70.pdf", "language": "zh", "markdown": "# SHARE OPTION SCHEME\n\nThe Company has adopted a share option scheme (the “Share Option Scheme”) pursuant to the written resolution of the shareholders of the Company on 20 December 2011 for the purpose of providing incentives or rewards to the eligible participants for their contribution to the Group and/or enabling the Group to recruit and retain high-calibre employees and attract human resources that are valuable to the Group.\n\nDetails of the Share Option Scheme are as follows:\n\n# 1. Purpose of the Share Option Scheme\n\nAs incentive or rewards to eligible participants for their contribution to the Group.\n\n# 2. Eligible participants of the Share Option Scheme\n\nAny eligible employee (whether full-time or part-time, including any executive Director), any non-executive Director, any shareholder, any supplier and any customer of the Company or any of its subsidiaries or any entity in which any member of the Group holds any equity interest, and any other party having contribution to the development of the Group.\n\n# 3. Total number of Shares available for issue under the Share Option Scheme and percentage to the issued share capital as at the date of this report\n\n173,143,250 shares (approximately 10% of the total issued share capital as at the date of this annual report).\n\n# 4. Maximum entitlement of each participant under the Share Option Scheme\n\nNot exceeding 1% of the issued share capital of the Company for the time being in any 12-month period. Any further grant of options in excess of such limit must be separately approved by the Company’s shareholders in general meeting.\n\n# 5. The period within which the Shares must be taken up under an option\n\nA period (which may not expire later than 10 years from the date of offer of that option) to be determined and notified by the Directors to the grantee thereof.\n\n購股權計劃\n\n根據本公司股東於二零一一年十二月二十日的書面決議案，本公司採納一項購股權計劃（「購股權計劃」）以便對合資格參與者為本集團所作貢獻給予獎勵或獎賞及╱或讓本集團得以招攬及挽留高質素僱員及吸引對本集團極重要的人力資源。\n\n購股權計劃詳情如下：\n\n1. 購股權計劃之目的\n\n作為合資格參與者為本集團所作貢獻之獎勵或獎賞。\n\n2. 購股權計劃之合資格參與者\n\n本公司或其任何附屬公司或本集團任何成員公司持有任何股權之任何實體之任何合資格僱員（不論全職或兼職，包括任何執行董事）、任何非執行董事、任何股東、任何供應商及任何客戶，以及對本集團發展貢獻良多之任何其他人士。\n\n3. 根據購股權計劃可供發行之股份總數及佔於本報告日期已發行股本之百分比\n\n173,143,250股股份（相當於本年報日期已發行股本總額約10%）。\n\n4. 各參與者根據購股權計劃可獲發行之股份數目上限\n\n於任何十二個月期間不超過本公司當時已發行股本之1%。超過此上限的任何進一步購股權批授必須經本公司股東於股東大會上逐項批准。\n\n5. 必須根據購股權認購股份之期限\n\n將由董事釐定及通知承授人之期限，但不得遲於購股權要約當日起計十年後屆滿。"} +{"pdf_name": "11788360_71.pdf", "language": "zh", "markdown": "# SHARE OPTION SCHEME (CONTINUED)\n\n# 6. The minimum period for which an option must be held before it can be exercised\n\nUnless otherwise determined by the Directors, there is no minimum period required under the Share Option Scheme for the holding of an option before it can be exercised.\n\n# 7. The amount payable on application or acceptance of the option and the period within which payments or calls must or may be made\n\nA remittance in favour of the Company of HK\\$1.00 on or before the date of acceptance (which may not be later than 21 days from the date of offer).\n\n# 8. The basis of determining the exercise price\n\nBeing determined by the Directors and being not less than the highest of:\n\na. the closing price of the Shares as stated in the Stock Exchange’s daily quotations sheet on the date of offer;\n\nb. the average closing price of the Shares as stated in the Stock Exchange’s daily quotations sheets for the five business days immediately preceding the date of offer; and\n\nc. the nominal value of the Shares.\n\n# 9. The remaining life of the Share Option Scheme\n\nThe Share Option Scheme is valid and effective for a period of 10 years commencing on 20 December 2011 (being the date of adoption of the Share Option Scheme).\n\n購股權計劃（續）\n\n6. 行使購股權前必須持有購股權之最短期限\n\n除非董事另有決定，購股權計劃並無規定行使購股權前必須持有購股權之最短期限。\n\n7. 申請或接納購股權應付之款項，以及必須或可予繳款或催繳款項之期間\n\n於接納當日或之前（不會遲於自要約當日起計21日）匯寄1.00港元予本公司。\n\n8. 釐定行使價之基準\n\n由董事釐定，惟不會低於下列各項之最高者：\n\na. 要約當日股份於聯交所每日報價表所示之收市價；\n\nb. 緊接要約當日前五個營業日股份於聯交所每日報價表所示平均收市價；及\n\nc. 股份面值。\n\n9. 購股權計劃餘下之期限\n\n購股權計劃自二零一一年十二月二十日（即採納購股權計劃之日）起計十年內有效及生效。"} +{"pdf_name": "3019666_13.pdf", "language": "zh", "markdown": "过 30 亿元，扣除发行费用后全部投入酿酒工程技改项目（一期工程）。具体包括：生产区建设、办公室区及辅助设施建设、生产设备购置与安装、消防设备、信息化管理系统等。我们认为，本次募集资金投资项目的实施可进一步提升公司核心竞争力，促进公司战略目标的实现。\n\n一方面，技改项目可以提升优质基酒产能，逐步替代低端落后产能，实现产品升级，优化现有产品结构，有利于公司抓住居民整体消费升级的契机，提高中高端白酒市场占有率。酿酒工程技改项目（一期工程）建成后，公司将建成优质基酒生产窖池 7,000 口，形成优质基酒 3.5 万吨生产能力，以及储酒 10 万吨的储藏能力。另一方面，本次技改将在吸取现代白酒酿造工艺和公司自身技术积累的基础上，加大自动化、信息化的升级改造，提高生产效率，可在一定程度上削减原材料和人力成本对公司盈利水平的影响。\n\n# （4）盈利预测与投资建议\n\n我们认为，国窖 1573 有望维持快速增长；同时市场化改革效果日渐显露，其他系列产品未来也有望为业绩增长做出贡献。预测 2016/17/18 年 EPS 分别为1.31/1.68/2.11 元（暂未考虑增发对公司业绩及股本的影响），对应 2016/17/18年 PE 为 22.46/17.54/13.97 倍，维持公司“买入”评级。"} +{"pdf_name": "3019666_14.pdf", "language": "zh", "markdown": "# 图表 12：重点关注公司及盈利预测\n\n
重点公司 \n代码股票 \n名称收盘价 \n2016/9/16EPSPE投资 \n评级
20152016E2017E20152016E2017E
600873.SH梅花生物6.150.140.320.4543.9319.2213.67买入
000568.SZ泸州老窖29.501.051.311.6828.1022.4617.54买入
000596.SZ古井贡酒41.401.421.621.8829.1525.5622.02买入
000639.SZ西王食品14.120.390.450.736.2131.3820.17买入
002216.SZ三全食品8.500.040.060.08212.50141.67106.25买入
002304.SZ洋河股份65.443.563.984.5818.3816.4414.29买入
600073.SH上海梅林12.120.170.480.3371.2925.2536.73买入
600809.SH山西汾酒19.620.60.770.9332.7025.4821.10买入
600887.SH伊利股份16.110.760.860.9921.2018.7316.27增持
600519.SH贵州茅台299.5712.3413.7815.8124.2821.7418.95增持
000799.SZ酒鬼酒20.070.270.310.3974.3364.7451.46增持
000858.SZ五粮液32.121.631.92.1719.7116.9114.80增持
000860.SZ顺鑫农业20.380.660.70.8230.8829.1124.85增持
603020.SH爱普股份21.761.120.630.7819.4334.5427.90增持
002557.SZ洽洽食品17.670.720.851.0124.5420.7917.50增持
002582.SZ好想你35.37-0.020.060.12-1768.50589.50294.75增持
002661.SZ克明面业16.160.960.450.5416.8335.9129.93增持
600305.SH恒顺醋业10.990.80.240.2813.7445.7939.25增持
600872.SH中炬高新14.200.310.420.5345.8133.8126.79增持
603288.SH海天味业30.290.931.081.2832.5728.0523.66增持
603589.SH口子窖31.021.011.341.6130.7123.1519.27增持
600597.SH光明乳业13.770.340.40.4740.5034.4329.30增持
000848.SZ承德露露10.640.620.420.5117.1625.3320.86中性
000895.SZ双汇发展23.421.291.061.6918.1622.0913.86中性
002568.SZ百润股份21.490.560.30.4138.3871.6352.41中性
002695.SZ煌上煌78.680.480.320.33163.92245.88238.42中性
002702.SZ海欣食品18.37-0.140.050.08-131.21367.40229.63中性
\n\n资料来源：WIND、国海证券研究所\n\n# 图表 13：重点推荐股票盈利预测和推荐逻辑\n\n
本周重点\n推荐股票代码收盘价\n2016/9/16市值\n（亿元）PE\n（2016/17/18）推荐核心逻辑
梅花生物600873.SH6.15191.1619.22/13.67/11.18（1）苏氨酸业务扩产，增量推动下带来业绩增长;\n（2）氨基酸受益养殖后周期，提价推动下带来高业\n绩弹性;（3）行业自然增长+小厂退出，对伊品的扩\n产无需过虑；（4）玉米价格仍有较大下跌空间，公\n司盈利能力有望大幅提升。
泸州老窖000568.SZ29.50413.6622.46/17.54/13.97（1）国窖 1573 恢复性增长明显，业绩弹性大幅增强；\n（2）改革效果显著，特曲有望突破历史新高；（3）\n非公开发行股票融资用于技改，进一步提升中高端\n白酒竞争力。
\n\n资料来源：WIND、国海证券研究所"} +{"pdf_name": "20788882_1.pdf", "language": "zh", "markdown": "# 目录\n\n中电投、国核联合重组为国家电力投资集团 ....................................................................................................... 1\n\n国家电投电源结构优势明显 ................................................................................................................................... 3\n\n火电运行情况 ................................................................................................................................................... 4\n\n水电运行情况 ................................................................................................................................................... 8\n\n核电及新能源将是集团未来大力发展方向 ......................................................................................................... 13\n\n核电发展至第三代技术 ................................................................................................................................. 13\n\n国家核电为中国第三代核电技术引进平台 ................................................................................................. 15\n\n大力推进新能源项目 ..................................................................................................................................... 18\n\n煤炭及电解铝业务 ................................................................................................................................................. 20\n\n煤炭业务集中在蒙东地区 ............................................................................................................................. 20\n\n电解铝业务..................................................................................................................................................... 22\n\n国企改革进行时，抓紧启动资产上市 ................................................................................................................. 23\n\n上海电力——“一带一路”再造一个上海电力 ................................................................................................. 26\n\n# 图表目录\n\n图 1：国家电力投资集团结构图 ........................................................................................................................... 1\n\n图 2：国家电投分部门收入明细（单位：亿元）................................................................................................ 2\n\n图 3：国家电投分部门收入占比 ........................................................................................................................... 2\n\n图 4：国家电投分部门毛利润明细（单位：亿元）............................................................................................ 2\n\n图 5：国家电投分部门毛利润占比 ....................................................................................................................... 2\n\n图 6：国家电投国内资产分布图 ........................................................................................................................... 3\n\n图 7：国家电投分类装机容量（单位：万千瓦）................................................................................................ 4\n\n图 8：国家电投近年发电情况（单位：亿千瓦时）............................................................................................ 4\n\n图 9：国家电投水电装机及水电发电量 ............................................................................................................... 9\n\n图 10：黄河公司水电站分布情况 ......................................................................................................................... 9\n\n图 11：世界各国运行的核反应堆数量................................................................................................................ 13\n\n图 12：世界各国在建及拟建的核反应堆数量.................................................................................................... 14\n\n图 13：国家电投主要核电项目 2020 年规划布局.............................................................................................. 18\n\n图 14：国家电投新能源装机容量（单位：万千瓦）........................................................................................ 18\n\n图 15：国家电投新能源装机占总体比重 ........................................................................................................... 18\n\n图 16：国家电投新能源发电量（单位：亿千瓦时）........................................................................................ 19\n\n图 17：国家电投新能源发电量占总体比重 ....................................................................................................... 19\n\n图 18：国家电投煤炭产能产量（单位：万吨）................................................................................................ 21\n\n图 19：国家电投煤炭销量及价格（单位：万吨，元）.................................................................................... 21\n\n图 20：国家电投煤炭产能产量（单位：万吨）................................................................................................ 23\n\n图 21：国家电投煤炭销量及价格（单位：万吨，元）.................................................................................... 23"} +{"pdf_name": "20788882_2.pdf", "language": "zh", "markdown": "
表 1：国家电投火电装机情况 ...............................................................................................................................5
表 2：国家电投火电装机分布情况（单位：万千瓦）........................................................................................ 5
表 3：内蒙古公司火电装机分布情况（单位：万千瓦）.................................................................................... 6
表 4：东北公司火电装机分布情况（单位：万千瓦）........................................................................................ 6
表 5：贵州金元主要火电装机 ...............................................................................................................................7
表 6：国家电投水电装机分布情况（单位：万千瓦）........................................................................................ 8
表 7：黄河公司水电站情况 ................................................................................................................................. 10
表 8：贵州金元主要水电公司概况 ......................................................................................................................11
表 9：历代核电站变迁 ......................................................................................................................................... 14
表 10：CAP1400 主要性能指标参数................................................................................................................... 16
表 11：国家电投在运核电装机情况.................................................................................................................... 16
表 12：国家电投在建核电装机情况 ................................................................................................................... 17
表 13：国家电投拟建核电项目 ........................................................................................................................... 17
表 14：国家电投新能源装机分布情况（单位：万千瓦）................................................................................ 19
表 15：国电投集团主要煤矿情况（万吨） ....................................................................................................... 20
表 16：五大电力集团上市装机占比及资产证券化率........................................................................................ 23
表 17：国家电投十三五目标 ............................................................................................................................... 25
"} +{"pdf_name": "4049284_1.pdf", "language": "zh", "markdown": "# 公司年度大事记\n\n公司于 2018 年 5 月 4 日收到审核通过的通知，2018 年 8 月 9 日，公司正式通过由北京市发改委和北京市环保局组织的清洁生产审核并挂网公布。\n\n2018 年 11 月，公司通过审核认证，成为邓白氏注册 TM认证企业。\n\n2018 年 10 月，公司获由北京市工商业联合会颁发的北京民营企业文化产业百强称号。\n\n2018 年 11 月 1 日，公司成为国内首批获得C9 评价资质企业。"} +{"pdf_name": "4049284_2.pdf", "language": "zh", "markdown": "# 目 录\n\n第一节 声明与提示 .................................................................................................................... 5\n\n第二节 公司概况 ........................................................................................................................ 7\n\n第三节 会计数据和财务指标摘要 ............................................................................................ 9\n\n第四节 管理层讨论与分析 ...................................................................................................... 12\n\n第五节 重要事项 ...................................................................................................................... 21\n\n第六节 股本变动及股东情况 .................................................................................................. 24\n\n第七节 融资及利润分配情况 .................................................................................................. 26\n\n第八节 董事、监事、高级管理人员及员工情况 .................................................................. 27\n\n第九节 行业信息 ...................................................................................................................... 30\n\n第十节 公司治理及内部控制 .................................................................................................. 31\n\n第十一节 财务报告 ................................................................................................................... 37"} +{"pdf_name": "20784826_148.pdf", "language": "zh", "markdown": "
进出口银行140,00032,204107,796
泰州农村商业银行6,0005,97525
中国银行79,00031,00048,000
建设银行21,0008,61512,385
渤海银行6,0002,8003,200
合计309,00092,594216,406
\n\n# 六、发行人债务违约记录\n\n近三年及一期，发行人无债务违约情况发生。\n\n# 七、发行人已发行债务融资工具偿还情况\n\n截至本募集说明书签署日，发行人已于2013年4月发行2013年度第一期3亿元短券“泰州口岸船舶有限公司2013年度第一期短期融资券”，期限1年，票面利率5.09%，尚未到期偿付。此外，除本次短期融资券外，发行人无申请发行其他债务融资的计划。"} +{"pdf_name": "20784826_149.pdf", "language": "zh", "markdown": "# 第七章 2013年四季度企业基本情况\n\n# 一、发行人 2013 年四季度主营业务情况\n\n发行人2013年第四季度主营业务收入结构较前三季度未发生重大不利变化，2013年第四季度主营业务收入情况较去年同期未发生重大不利变化，生产经营方面未发生影响投资决策的重大不利变化。\n\n# 二、发行人 2013 年四季度主要财务情况\n\n2013年四季度以来，发行人总资产、总负债及所有者权益的规模及结构与前三季度相比，未发生重大不利变化。\n\n2013年四季度以来，发行人营业收入及净利润的规模及结构与前三季度相比，未发生重大不利变化。\n\n2013年四季度以来，发行人经营性现金流、投资性现金流及筹资性现金流的规模及结构与前三季度相比，未发生重大不利变化。\n\n2013年四季度以来，发行人财务状况及各项财务指标与前三季度相比，未发生重大不利变化。\n\n# 三、发行人 2013 年四季度资信情况\n\n2013年四季度，发行人资信情况未发生不利变化。"} +{"pdf_name": "11657319_4.pdf", "language": "zh", "markdown": "司为国内主要的军用工程装备（舟桥）总装单位。\n\n常熟亚邦近年来营业收入和净利润稳步提升。公司 2014 年、2015 年、2016 年营业收入 1913、2015、3606 万元，净利润分别为 570 万元、582 万元、1151 万元，2016年毛利率达到 57.85%。公司主要产品包括电控系统及配件、训练模拟器，其中电控系统及配件占公司 2014 年、2015 年、2016 年营业收入的 99.33%、98.47%、90.76%。\n\n常熟亚邦持续增长可期。常熟亚邦目前还参与数项在研项目，包括工程装备 F、工程装备 E、工程装备 H、工程装备 I 和工程装备 G 等军用工程装备项目，这些在研项目有望在近两年列装。根据本次交易对方承诺，常熟亚邦 2017 年度、2018 年度和 2019 年度实现的扣除非经常性损益后归属于母公司所有者的净利润分别不低于 1500 万元、1775万元和 1975 万元，2017 年至 2019 年实现的扣除非经常性损益后归属于母公司所有者的净利润合计不低于 5250 万元。\n\n图 6：常熟亚邦净利润增长\n\n资料来源：公司公告、招商证券\n\n图 7：常熟亚邦收入结构（2016 年）\n\n资料来源：公司公告、招商证券\n\n# 4、投资建议\n\n首次覆盖给予“审慎推荐-A”评级。我们预测公司 2017-2019 年营业收入分别为 1.76亿、2.28 亿、2.63 亿元，每股收益分别为 0.24、0.35、0.45。公司目前市值 28.85 亿，2017 年动态市盈率 61.3 倍。光力科技是国内领先的煤矿安全监测设备及系统提供商，逐步将业务拓展至电力生产监控装备、半导体设备及军工领域，公司多元业务发展潜力值得关注。\n\n风险提示：煤炭及电力市场需求恶化，并购业务整合低于预期"} +{"pdf_name": "11657319_5.pdf", "language": "zh", "markdown": "图 8：光力科技历史 PE Band\n\n资料来源：贝格数据、招商证券\n\n图 9：光力科技历史 PB Band\n\n资料来源：贝格数据、招商证券"} +{"pdf_name": "11780645_71.pdf", "language": "zh", "markdown": "# 2 Summary of significant accounting policies (Continued)\n\n# 2.19 Employee benefit (Continued)\n\n# (a) Pension obligations (Continued)\n\nThe Group has also sponsored a defined contribution scheme which is managed by an approved trustee registered under Mandatory Provident Fund Schemes Ordinance (the “MPF Ordinance”) for its employees in Hong Kong. Both the Group and its employees in Hong Kong are required to contribute a maximum of 5% of each individual’s relevant income or a limited amount as prescribed by the MPF Ordinance. The assets of the scheme are held separately from those of the Group and independently administered.\n\nContributions made to the above respective defined contribution pension plans are expenses as incurred. Prepaid contributions are recognised as asset to the extent that a cash refund or a reduction in future payment is available.\n\n# (b) Bonus entitlements\n\nThe expected cost of bonus payments is recognised as a liability when the Group has a present legal or constructive obligation as a result of services rendered by employees and a reliable estimate of the obligation can be made. Liabilities of bonus plan are expected to be settled within twelve months and are measured at the amounts expected to be paid when they are settled.\n\n2 主要會計政策概要（續）\n\n2.19 僱員福利（續）\n\n(a) 退休金責任（續）\n\n本集團亦為其於香港的僱員設立界定供款計劃，有關計劃由根據強制性公積金計劃條例（「強積金條例」）註冊的核准受託人管理。本集團及其香港僱員均須按強積金條例所訂明按每名僱員相關收入最多5%或上限金額作出供款。計劃的資產與本集團的資產分開持有，並獨立管理。\n\n向以上各界定供款退休金計劃作出之供款於作出時支銷。預付供款於有現金可退回時或可扣減未來付款時確認為資產。\n\n(b) 花紅\n\n預期支付的花紅乃於本集團須承擔因僱員所提供服務而產生的現有法定或推定性責任，並在可合理估計有關責任的金額時確認為負債。花紅計劃的負債預期將於十二個月內償還，並根據在償付時預期會支付的金額計量。"} +{"pdf_name": "11780645_72.pdf", "language": "zh", "markdown": "# 2 Summary of significant accounting policies (Continued)\n\n# 2.19 Employee benefit (Continued)\n\n# (c) Share-based compensation\n\nThe Group operates an equity-settled, share-based compensation plan. The fair value of the employee services received in exchange for the grant of the options is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets) and including that of non-vesting conditions (for example, the requirement for employees to save). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At the reporting date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in profit or loss, with a corresponding adjustment to equity.\n\nThe proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.\n\n# 2.20 Provisions\n\nProvisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses.\n\nWhere there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.\n\n2 主要會計政策概要（續）\n\n2.19 僱員福利（續）\n\n(c) 以股份支付的報酬\n\n本集團設立一項按股權計算、以股份為基礎的報酬計劃。本集團就授出購股權而取得之僱員服務的公平值乃確認為費用。購股權歸屬期間支銷之總額乃參考已授出購股權之公平值而釐定，惟不計及任何非市場歸屬條件之影響（例如盈利能力及銷售增長目標），但包括非歸屬條件（例如要求員工儲蓄）之影響。非市場歸屬條件包括於有關預期可予歸屬之購股權數目之假設內。於報告日期，實 體 會 修 改 其 估 計預期可予歸屬之購股權之數目。修改原來估計數字如有影響，則於損益內確認，並對權益作相應調整。\n\n當購股權獲行使時，收取之所得款項於扣除任何直接應佔之交易成本後計入股本（面值）及股份溢價。\n\n2.20 撥備\n\n當本集團因過往事件而須負上現有的法定或推定責任，並且可能須流失資源以履行責任，而金額亦能夠可靠估計時，會確認撥備。未來經營虧損撥備不會確認入賬。\n\n倘有多項類似責任出現，則會整體考慮責任所屬類別以釐定履行責任會否導致資源流失。即使同一類別責任內任何一項造成資源流失的可能性不高，仍會確認撥備。"} +{"pdf_name": "11707725_342.pdf", "language": "zh", "markdown": "下表載列上海國鑫投資的相關財務資料(1)：\n\n
於12月31日或\n截至12月31日止年度於6月30日或\n 截至6月30日\n 止六個月
2014年2015年2016年
（人民幣百萬元）
資產總額 ..................................................................................9,477.7110,397.0811,085.38
經營收入 ..................................................................................0.180.0413.92
淨利潤.......................................................................................301.52403.87264.86
\n\n# 賽領資本\n\n賽領資本為一家於中國註冊成立的股權投資管理公司，註冊資本為人民幣280.5百萬元。賽領資本主要從事股權投資基金管理、股權投資、投資管理及投資諮詢業務。\n\n截至最後實際可行日期，國際集團直接擁有賽領資本的36.36%權益。賽領資本在國際集團的合併財務報表中分類為長期股權投資。\n\n下表載列賽領資本的相關財務資料(2)：\n\n
於12月31日或\n截至12月31日止年度於6月30日或\n 截至6月30日\n 止六個月
2014年2015年2016年
（人民幣百萬元）
資產總額 ..................................................................................511.04560.45590.75
經營收入 ..................................................................................238.32281.08141.38
淨利潤.......................................................................................89.75111.0262.75
\n\n# 金浦投資\n\n金浦投資為一家在中國註冊成立的股權投資公司，註冊資本為人民幣120百萬元。金浦投資主要從事股權投資基金管理、股權投資及投資諮詢業務。\n\n---\n\n註：(1) 根據中國企業會計準則制備。 (2) 同上。"} +{"pdf_name": "11707725_343.pdf", "language": "zh", "markdown": "截至最後實際可行日期，國際集團透過其全資附屬公司國際集團資管擁有金浦投資的49.5%權益。金浦投資在國際集團的合併財務報表中分類為長期股權投資。\n\n下表載列金浦投資的相關財務資料(3)：\n\n
於12月31日或\n截至12月31日止年度於6月30日或\n 截至6月30日\n 止六個月
2014年2015年2016年
（人民幣百萬元）
資產總額 ..................................................................................184.9315.9328.2
經營收入 ..................................................................................109.493.345.8
淨利潤.......................................................................................18.719.710.4
\n\n# 上海國和投資\n\n上海國和投資為一家在中國註冊成立的股權投資公司，註冊資本為人民幣100百萬元。上海國和投資主要從事股權投資管理、股權投資及投資諮詢業務。\n\n截至最後實際可行日期，國際集團透過其全資附屬公司國際集團資管擁有上海國和投資45%的股權。上海國和投資在國際集團的合併財務報表中分類為長期股權投資。\n\n下表載列上海國和投資的相關財務資料(4)：\n\n
於12月31日或\n截至12月31日止年度於6月30日或\n 截至6月30日\n 止六個月
2014年2015年2016年
（人民幣百萬元）
資產總額 ..................................................................................87.3114.1125.3
經營收入 ..................................................................................61.876.138.4
淨利潤.......................................................................................5.419.512.0
\n\n---\n\n註：(3) 根據中國企業會計準則制備。(4) 同上。"} +{"pdf_name": "2538225_165.pdf", "language": "zh", "markdown": "# 32. FINANCE LEASE PAYABLES\n\n32. 應付融資租賃款項\n\n
Minimum lease payments\n最低租約付款Present value of\nminimum lease payments\n最低租約付款現值
2018 \n2018年2017 \n2017年2018 \n2018年2017\n2017年
HK$ \n港元HK$ \n港元HK$ \n港元HK$\n港元
Within one year 一年內147,936226,611140,288219,346
In the second to fifth years, 第二年至第五年\ninclusive （包括首尾兩年）90,62684,69583,84783,805
238,562311,306224,135303,151
Less: Future finance charge 減：未來融資開支(14,427)(8,155)––
Present value of lease 租賃承擔現值\nobligations224,135303,151
Less: Amount due for 減：十二個月內到期\nsettlement within 12 months 支付的款項\n(shown under current （列為流動負債）\nliabilities)(140,288)(219,346)
Amount due for settlement 十二個月後到期支付的\nafter 12 months 款項83,84783,805
\n\nIt is the Group’s policy to lease certain of its motor vehicles under finance leases. The average lease term is 3 years. At 31 March 2018, the average effective borrowing rate was at the rate per annum of 3.8% to 4.27% (2017: 3.8% to 4.27%). Interest rates are fixed at the contract dates and thus expose the Group to fair value interest rate risk. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. At the end of each lease term, the Group has the option to purchase the motor vehicles at nominal prices.\n\nAll finance lease payables are denominated in Hong Kong dollars.\n\n本集團政策為以融資租賃租借若干汽車。平均租期為3年。於2018年3月31日，平均實際借貸利率為每年3.8%至4.27%（2017年：3.8%至4.27%）。利率於合約日期釐定，本集團因此承擔公允值利率風險。所有租約按固定還款基準，並無就或然租金付款訂立安排。於各租期屆滿時，本集團有選擇權按面值購買汽車。\n\n全部應付融資租賃款項均以港元計值。"} +{"pdf_name": "2538225_166.pdf", "language": "zh", "markdown": "# 33. PROMISSORY NOTES PAYABLES\n\n# Promissory note (A)\n\nOn 31 March 2017, the Company issued two promissory notes of HK\\$7,000,000 each to settle part of the consideration in the acquisition of the 100% equity interest in MRIL and FTIL.\n\nThe amount is unsecured and interest free. The sum of HK\\$14,000,000 is to be repaid on the date following 18 months after the date of issuance. The fair value of the promissory notes were HK\\$12,157,882 on initial recognition which was measured by computing the present value of estimated future cash flows at the effective interest rate of 10%. Further details are set out in the Company’s announcement dated 8 February 2017 and 31 March 2017.\n\nIn September 2017, the Company repaid HK\\$6,000,000 of the promissory note and recorded a loss on early settlement of HK\\$561,182.\n\nDuring the year, imputed interest of HK\\$955,777 (2017: Nil) was charged to the consolidated profit or loss.\n\n# Promissory note (B)\n\nOn 12 October 2017,the Company issued a promissory note of HK\\$20,000,000 to settle part of the consideration in acquisition of the convertible notes in a company listed on the Australian Stock Exchange Limited (note 29).\n\nThe amount is unsecured and interest free. The sum of HK\\$20,000,000 is to be repaid on the date following 18 months after the date of issuance. The fair value of the promissory note was HK\\$18,769,204 on initial recognition which was measured by computing the present value of estimated future cash flows at the effective interest rate of 6.3%.\n\nOn 30 November 2017, the promissory note was early settled. The Group recorded a loss of HK\\$1,123,678 on early settlement of this promissory note.\n\nDuring the year, imputed interest of HK\\$107,118 (2017: nil) for this promissory note was charged to the consolidated profit or loss.\n\n33. 應付承兌票據\n\n承兌票據(A)\n\n於2017年3月31日，本公司發行兩張金額各為7,000,000港元的承兌票據，以償付收購MRIL及FTIL全部股權的部分代價。\n\n有關金額為無抵押及免息。為數14,000,000港元的款項須於發行日期後18個月內償還。於初步確認時，承兌票據的公允值為12,157,882港元，乃按實際利率10%計算估計未來現金流量的現值而計算得出。進一步詳情載於本公司日期為2017年2月8日及2017年3月31日的公佈。\n\n於2017年9月，本公司償還承兌票據6,000,000港元，並錄得提早結算虧損561,182港元。\n\n年內，推算利息955,777港元（2017年：無）已自綜合損益扣除。\n\n承兌票據(B)\n\n於 2017 年 10 月 12 日，本公司發行20,000,000港元的承兌票據，以償付收購澳洲證券交易所有限公司上市公司的可換股票據的部分���價（附註29）。\n\n有關金額為無抵押及免息。為數20,000,000港元的款項須於發行日期後18個月內償還。於初步確認時，承兌票據的公允值為18,769,204港元，乃按實際利率6.3%計算估計未來現金流量的現值而計算得出。\n\n於2017年11月30日，承兌票據已提早結算。本集團錄得提早結算本承兌票據的虧損1,123,678港元。\n\n年內，本承兌票據的推算利息107,118港元（2017年：無）已自綜合損益扣除。"} +{"pdf_name": "9328600_210.pdf", "language": "zh", "markdown": "对于公司持有的银行理财产品、外汇远期合约等，采用估值技术确定其公允价值。所使用的估值模型为现金流量折现模型、同类型工具的市场报价或交易商报价。估值技术的输入值主要包括合同约定的预期收益率、到期合约相应的所报远期汇率等。\n\n对于不在活跃市场上交易的其他非流动金融资产，采用估值技术确定其公允价值。估值技术的输入值主要包括被投资单位引入外部投资者、股东之间转让股权等作为确定公允价值的参考依据。\n\n# 4、 持续和非持续第三层次公允价值计量项目，采用的估值技术和重要参数的定性及定量信息\n\n√适用 □不适用\n\n对于不在活跃市场上交易的金融工具,由于公司持有被投资单位股权较低，无重大影响，对被投资公司股权采用收益法或者市场法进行估值不切实可行，且近期内被投资单位并无引入外部投资者、股东之间转让股权等可作为确定公允价值的参考依据，此外，公司从可获取的相关信息分析，未发现其他被投资单位内外部环境自年初以来已发生重大变化，因此属于可用账面成本作为公允价值最佳估计的“有限情况”，因此年末以成本作为公允价值。\n\n# 5、 持续的第三层次公允价值计量项目，期初与期末账面价值间的调节信息及不可观察参数敏感性分析\n\n□适用 √不适用\n\n# 6、 持续的公允价值计量项目，本期内发生各层级之间转换的，转换的原因及确定转换时点的政策\n\n□适用 √不适用\n\n# 7、 本期内发生的估值技术变更及变更原因\n\n□适用 √不适用\n\n# 8、 不以公允价值计量的金融资产和金融负债的公允价值情况\n\n√适用 □不适用\n\n本公司以摊余成本计量的金融资产和金融负债主要包括：货币资金、应收账款、其他应收款、短期借款、应付票据、应付账款、其他应付款等。本公司不以公允价值计量的金融资产和金融负债的账面价值与公允价值相差很小。\n\n# 9、 其他\n\n□适用 √不适用\n\n# 十二、 关联方及关联交易\n\n# 1、 本企业的母公司情况\n\n□适用 √不适用\n\n# 2、 本企业的子公司情况\n\n本企业子公司的情况详见附注九、1。\n\n√适用 □不适用\n\n无\n\n# 3、 本企业合营和联营企业情况\n\n本企业重要的合营或联营企业详见附注九、3。\n\n√适用 □不适用"} +{"pdf_name": "9328600_211.pdf", "language": "zh", "markdown": "无\n\n本期与本公司发生关联方交易，或前期与本公司发生关联方交易形成余额的其他合营或联营企业情况如下\n\n√适用 □不适用\n\n
合营或联营企业名称与本企业关系
杭州奥义电竞文化发展有限公司联营企业
杭州摩西科技发展有限公司联营企业
的彩网络科技(上海)有限公司联营企业
北京指上缤纷科技股份有限公司[注]联营企业
可九科技(香港)有限公司联营企业上海恩酷信息科技有限公司之子公司
杭州天空盒科技有限公司联营企业
厦门卡昆卡信息科技有限公司联营企业
杭州孢子网络科技有限公司联营企业
天津四方格科技发展有限公司联营企业
杭州守序网络有限公司联营企业
成都斧王网络科技有限公司联营企业
北京智趣联游科技有限公司联营企业
杭州浮冬数据科技有限公司联营企业
杭州起源优游科技有限公司联营企业
轩若庭（杭州）控股有限公司联营企业
成都狗牙科技有限公司联营企业
广州麟龙信息技术有限公司联营企业
\n\n其他说明\n\n□适用 √不适用\n\n# 4、 其他关联方情况\n\n√适用 □不适用\n\n
其他关联方名称其他关联方与本企业关系
中竞(浙江)教育科技有限公司公司实际控制人之一、持股 5%以上股东、董事陈芳\n女士担任其董事长
杭州蚁首网络科技有限公司公司实际控制人之一、持股 5%以上股东、董事长胡\n建平控制的企业
\n\n其他说明\n\n无\n\n# 5、 关联交易情况\n\n# (1).购销商品、提供和接受劳务的关联交易\n\n采购商品/接受劳务情况表\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
关联方关联交易内容本期发生额上期发生额
杭州奥义电竞文化发展有限公司展会费1,820,388.36
赛事推广费1,762,135.94
北京指上缤纷科技股份有限公司\n[注 1]游戏分成2,119,840.188,156,989.38
厦门卡昆卡信息科技有限公司版权金1,886,792.40
游戏分成415,094.30
杭州守序网络有限公司游戏分成10,558.90
"} +{"pdf_name": "9244740_387.pdf", "language": "zh", "markdown": "或分期支付股款前就股份繳足或入賬列作繳足之股款，概不得被視作股份之繳足股款。有權投超過一票之股東毋須盡投其票，或以相同方式盡投其票。\n\n於任何股東大會上，提呈大會表決之決議案將以投票方式表決，惟大會主席可秉誠准許純粹與程序或行政事宜相關之決議案以舉手方式表決，而在該情況下，每名親身（或如為公司，則由其正式授權代表出席）或由受委代表出席之股東須有一票，惟倘身為結算所（或其代名人）之一名股東委任超過一名受委代表，則各有關受委代表於舉手表決時均有一票。\n\n倘一家認可結算所（或其代名人）為本公司股東，則其可授權其認為適當之一名或多名人士出任其代表，代其出席本公司任何大會或本公司任何類別股東大會，惟倘超過一名人士獲如此授權，則該項授權須列明每名獲如此授權之人士所代表之股份數目及類別。根據此條文獲授權之人士須被視作已獲正式授權，而毋須提出進一步事實證據，且有權代表該認可結算所（或其代名人）行使相同權力，猶如有關人士為該結算所（或其代名人）所持本公司股份之登記持有人，包括於獲准以舉手方式表決時，個別舉手表決之權利。\n\n當本公司知悉有任何股東須根據聯交所規則放棄就本公司任何特定決議案投票或被限制僅可就本公司任何特定決議案投贊成票或反對票，則如該股東或該股東之代表之任何投票違反該規定或限制，有關投票不應點算在內。\n\n# (iii) 股東週年大會及股東特別大會\n\n本公司每年須舉行一次股東週年大會，舉行日期不得超過上屆股東週年大會舉行後十五(15)個月或採納細則日期後十八(18)個月，除非較長期間並不違反任何聯交所規則。\n\n股東特別大會亦可由一名或多名持有股東要求召開，該等股東於提出要求當日須持有本公司實繳股本不少於十分之一並有權在股東大會上投票。有關要求須以書面形式向董事會或秘書提出，藉以要求董事會就處理有關要求所指明之任何事務而召開股東特別大會。有關會議須在存放該請求書後兩個月內召開。如董事會在請求書存放日期起計21日內未有進行安排召開有關會議，則請求人（或多名請求人）可用相同方式自行召開會議，且請求人因董事會未有妥為召開會議而招致的所有合理費用，須由本公司償還請求人。"} +{"pdf_name": "9244740_388.pdf", "language": "zh", "markdown": "# (iv) 會議通告及將於會上處理之事項\n\n股東週年大會須以發出不少於二十一(21)個整日且不少於二十(20)個完整營業日之通知召開。所有其他股東大會須以發出最少十四(14)個整日且不少於十(10)個完整營業日之通知召開。有關通知不包括送達或視作送達通告當日及發出通告當日，並須註明舉行大會之時間及地點以及將於會上考慮之決議案詳情，倘有特別事項，則須註明有關事項之一般性質。\n\n此外，每次股東大會均須向本公司全體股東（惟按照細則之條文或所持股份之發行條款無權自本公司收取該等通知之股東除外）以及（其中包括）本公司當時之核數師發出通知。\n\n根據細則向任何人士或由任何人士發出之任何通知可根據聯交所規定，親身或郵寄至有關股東所登記之地址或以在報紙刊登廣告之方式送達任何本公司股東。在遵守開曼群島法例及聯交所規則之規限下，本公司亦可通過電子方式向任何股東送達通知。\n\n所有在股東特別大會及股東週年大會上處理之事務一概視為特別事務，惟在股東週年大會上，下列各事項視為一般事��：\n\n(aa) 宣派及批准分派股息；\n\n(bb) 考慮及採納賬目、資產負債表、董事會報告及核數師報告；\n\n(cc) 選舉董事替代退任之董事；\n\n(dd) 委任核數師及其他高級職員；及\n\n(ee) 釐定董事及核數師之酬金。\n\n# (v) 會議及另行召開之各類別會議之法定人數\n\n任何股東大會在處理事項時如未達到法定人數，概不可處理任何事項，惟未達法定人數仍可委任大會主席。\n\n股東大會之法定人數為兩名親自出席且有投票權之股東（或倘股東為法團，則為其正式授權代表）或其受委代表。為批准修訂某類別股份權利而另行召開之類別會議（續會除外）所需之法定人數為持有該類別已發行股份面值最少三分之一之兩名人士或其受委代表。"} +{"pdf_name": "2592188_17.pdf", "language": "zh", "markdown": "此外，我们还推出了赠送香港迪士尼门票的邮轮活动及亲子主题航次，同样受到用户青睐。”\n\n此外，从暑期邮轮预订情况来看，诺唯真喜悦号成为最受游客喜爱的邮轮。其次是海洋赞礼号、海洋量子号、盛世公主号、海洋水手号、新世纪号、赛琳娜号、幸运号、云顶梦号和大西洋号。\n\n作为专为中国游客打造的游轮，诺唯真喜悦号为中国客人定制了多达 28 种国际餐饮，每日提供 6-8 道中式菜肴，独家推出铁板烧、中式茶室等符合中国游客饮食习惯的特色服务，受到国内游客的青睐。此外，喜悦号游轮特别为 3 至 12岁的青少年儿童打造了活动中心，细分各年龄段孩子的不同需求，另外配备团体看护服务人员，为亲子游客群提供精准服务。\n\n# 长线远洋、极地邮轮圆满收官 短线出境游市场持续升温\n\n进入 8 月中下旬，火热的暑期邮轮旅游市场进入后半程，长线远洋、极地邮轮游圆满收官，短线邮轮出境游市场持续火爆。途牛旅游网用户预订数据显示，选择暑期长线航程的用户大部分提前 3 个月左右的时间就已经下单，最长预订周期达到 120 天以上。\n\n“今年暑期最热销的长线邮轮行程是海洋极光号‘南美+南极’深度游，历时 33 天。这与近年掀起的极地游热潮相关。”刘建斌表示，“邮轮旅游已经成为一种愈发普遍的出游方式，与以往相比，国内游客不再满足于传统的‘上船休息，下船看景’出游模式，特色化的岸上行程和个性化的船上服务成为吸引游客的重要内容。以极地游行程为例，能否登陆长城站、近距离接触企鹅等受到众多游客的关注。”\n\n从暑期整体预订情况来看，福冈、长崎、熊本、鹿儿岛、北九州、下关、冲绳、宫崎、大阪、东京是最受欢迎的暑期邮轮出游目的地，这些目的地均位于日本。\n\n“由于日本的日用品、化妆品、零食等深受用户喜爱，且行程时间比较适宜家庭出游。再加上，我们推出了熊本人吉温泉、长崎企鹅水族馆、福冈油山牧场等特别适合亲子和老年客群的个性化岸上行程，因此，也提升了日本航线的热度。”刘建斌表示，“而游客最青睐的航线则是 8 月 1 日从上海出发的‘皇家水手号上海-熊本-长崎-上海 5 晚 6 日游’。‘海洋水手号’即将暂别中国邮轮母港，使得不少游客趁着暑假前往乘坐以一睹它的风采。”\n\n从价格上看，今年暑期邮轮游人均消费超过 4500 元，比去年同期增长超过 13%，表明了游客越来越追求更高品质的邮轮出游体验。青岛、温州、北京、太原、长沙、湖州、福州、厦门、苏州、贵阳进入今年暑期邮轮客单价最高的前十名。\n\n# 3、本周观点：双节出游有望掀起板块新热潮，重点关注绩优白马"} +{"pdf_name": "2592188_18.pdf", "language": "zh", "markdown": "双节出游有望掀起板块新热潮，重点关注业绩优异白马股。今年中秋国庆假期连放 8 天，据携程旅游专家预测，2017 年十一黄金周国内游人次将超过 6.5 亿，出境旅游人次将超过 600 万，创历史新高。从各家旅行社和 OTA 的预定情况看，国内的海南、云南和北京等地受欢迎程度较高，而泰国、日本和美国等地则是国外最受欢迎目的地之一。此外，游客消费升级趋势明显，游客更愿意在吃住游方面追求品质和个性化及优异的体验。国庆出行的人数有望创出新高，双节假日来临有望带动板块新热潮。\n\n目前餐饮旅游板块已有 23 家上市公司披露半年报，整体来板块公司经营实现稳健增长。板块已经公告中报公司的平均营收同比增速为 11.35%，实现归母净利润平均同比增速为 19%。其中 16 家公司实现营收同比正增长，7 家公司营收同比出现下滑；16 家公司扣非后归母净利润实现正增长，7 家公司扣非后归母净利润同比下滑。综合营收和归母净利润增速情况，我们重点跟踪的个股中，桂林旅游、凯撒旅游、宋城演艺和众信旅游四家公司业绩相对稳健，营收和归母净利均实现稳健增长。当前阶段我们建议积极布局板块，迎接双节行情，维持行业“推荐”评级。\n\n重点公司动态，半年报披露方面，中青旅 2017 年上半年归母净利润 3.47 亿元，同比增 9.02%；凯撒旅游 2017 上半年归母净利润 1.34 亿元，同比增 136.11%；号百控股 2017 上半年归母净利润 1.28 亿元，同比增 134.79%；黄山旅游 2017上半年归母净利润 1.87 亿元，同比增 6.75%；峨眉山 A 2017 上半年归母净利润6278 万元，同比增 5.71%；桂林旅游 2017 上半年归母净利润 2913 万元，同比增 529.79%；曲江文旅 2017 上半年归母净利润 5069 万元，同比增 19.16%；大连圣亚 2017 上半年归母净利润 610.93 万元，同比增 147.05%；张家界 2017 上半年归母净利润 3865 万元，同比增 10.27%；云南旅游 2017 上半年归母净利润1903 万元，同比降 38.63%；三特索道 2017 上半年归母净利润-3357 万元；长白山 2017 上半年归母净利润-3781 万元；国旅联合归母净利润-2289 万元；西安饮食 2017 上半年归母净利润-109 万元；公司经营方面，莱茵体育拟出售部分闲置房产 ；号百控股与阿里体育签订战略合作框架协议，合作范围包括视频、游戏、阅读、赛事、大数据、商旅、积分等领域。人事变动方面，张家界副总裁、运营总监朱洪武先生辞职；全聚德副总经理唐立新先生辞职，广州酒家副总经理冯永强先生辞职，九华旅游副总经理吴勇先生辞职。\n\n新三板公司方面，达人旅业、千吉莱公布半年报。达人旅业 2017 上半年实现营收 9357 万元，同比增 43.98%，实现归母净利润 11.03 万元，同比增 106.23%；千吉莱2017年上半年实现营收1384万元，同比增21.18%，实现归母净利润31.56万元，同比增 140.68%。\n\n# 4、本周重点推荐个股及逻辑\n\n建议重点关注具备催化剂、安全边际高或具备转型预期公司。建议重点关注峨眉山（人事变动为公司带来经营改善和外延发展预期）、中国国旅（规模效应渐显&与日上中国的合作协同）、众信旅游（出境游龙头&毛利率稳步提升）、黄山旅游（内生和外延同时变化）、宋城演艺（龙头白马）及桂林旅游（业绩改善&转型预期）和丽江旅游（关注股权结构变化）。"} +{"pdf_name": "2612665_28.pdf", "language": "zh", "markdown": "# 附三：陕西煤业化工集团有限责任公司主要财务数据及指标（合并口径）\n\n
财务数据(单位：万元)2015201620172018.3
货币资金3,037,053.373,222,140.043,296,302.833,507,071.18
以公允价值计量且其变动计入当期损益的金融资产768,436.44824,092.06550,850.26589,720.44
应收账款净额2,266,359.731,439,624.111,313,952.731,596,522.54
其他应收款2,659,817.422,401,222.091,638,876.721,675,883.51
存货净额1,186,054.921,378,008.401,445,555.921,587,402.55
长期投资3,100,793.653,322,132.675,261,543.065,681,126.97
固定资产12,825,557.4613,425,608.8614,870,313.7414,647,286.73
在建工程6,619,020.866,101,526.774,975,233.815,180,027.00
无形资产5,989,130.625,998,157.326,409,982.666,452,203.36
总资产43,710,661.7544,582,030.3946,406,012.7047,099,822.26
其他应付款1,449,742.681,423,538.771,112,975.101,035,477.27
短期债务12,514,137.2615,304,434.7112,260,228.5112,426,195.55
长期债务14,323,897.7112,095,339.8812,007,664.2512,252,511.56
总债务26,838,034.9727,399,774.6024,267,892.7724,678,707.11
净债务23,800,981.6124,177,634.5620,971,589.9421,171,635.93
总负债34,804,607.2535,554,114.9633,204,817.0033,322,667.45
财务性利息支出829,593.03989,534.271,056,493.88--
资本化利息支出149,515.84122,420.61130,490.88--
所有者权益合计8,906,054.519,027,915.4213,201,195.6913,777,154.81
营业总收入19,061,423.7821,209,513.4626,008,889.585,906,270.70
三费前利润1,583,206.422,418,657.904,568,537.72940,001.43
投资收益661,599.66356,011.79274,015.5858,876.30
净利润-106,101.57173,419.99801,718.79212,669.08
EBIT834,862.741,289,863.242,147,959.95--
EBITDA1,736,020.012,329,961.693,299,904.38--
经营活动产生现金净流量9,305.731,274,282.054,329,948.27787,573.67
投资活动产生现金净流量-1,552,515.52-975,013.00-4,274,161.62-472,436.63
筹资活动产生现金净流量1,969,723.62-262,634.0874,839.55-57,510.74
现金及现金等价物净增加额426,364.6842,979.92127,540.98256,154.53
资本支出1,264,498.95736,880.581,597,240.21363,882.16
\n\n
财务指标2015201620172018.3
营业毛利率(%)9.1512.2918.8317.27
三费收入比(%)13.2311.9411.4611.67
EBITDA/营业总收入(%)9.1110.9912.69--
总资产收益率(%)2.002.914.72--
流动比率(X)0.660.590.660.67
速动比率(X)0.600.530.590.59
存货周转率(X)13.5914.4514.9012.82*
应收账款周转率(X)9.1411.4518.8916.23*
资产负债率(%)79.6279.7571.5570.75
总资本化比率(%)75.0875.2264.7764.17
短期债务/总债务(%)46.6355.8650.5250.35
经营活动净现金流/总债务(X)0.00030.050.180.13*
经营活动净现金流/短期债务(X)0.0010.080.350.25*
经营活动净现金流/利息支出(X)0.011.153.65--
总债务/EBITDA(X)15.4611.767.35--
EBITDA/短期债务(X)0.140.150.27--
EBITDA 利息倍数(X)1.772.102.78--
\n\n注：以上财务数据来源于 2015\\~2017 年审计报告和未经审计的 2018 年一季报，报告均采用新会计准则编制；所有者权益含少数股东权益；根据公司提供数据，中诚信国际将公司“其他流动负债”中的信托融资款调整到短期债务，将公司“其他非流动负债”中的信托融资款及“长期应付款”中的融资租赁款调整到长期债务中计算有息债务；由于缺乏数据，2018 年一季报利息支出相关指标无法计算；加“\\*”数据经年化处理。"} +{"pdf_name": "2612665_29.pdf", "language": "zh", "markdown": "# 附四：基本财务指标的计算公式\n\n# 公式说明:\n\n长期投资 ＝ 可供出售金融资产+持有至到期投资+长期股权投资\n\n短期债务＝短期借款＋以公允价值计量且其变动计入当期损益的金融负债＋应付票据＋一年内到期的非流动负债+其他债务调整项\n\n长期债务＝长期借款＋应付债券+其他债务调整项\n\n总债务＝长期债务＋短期债务\n\n净债务=总债务-货币资金\n\n经营性业务利润=营业总收入-营业成本-利息支出-手续费及佣金支出-退保金-赔付支出净额-提取保险合同准备金净额-保单红利支出-分保费用-营业税金及附加-期间费用+其他收益\n\nEBIT（息税前盈余）＝利润总额＋费用化利息支出\n\nEBITDA（息税折旧摊销前盈余）＝ EBIT＋折旧＋无形资产摊销＋长期待摊费用摊销\n\n资本支出＝购建固定资产、无形资产和其他长期资产支付的现金\n\n营业毛利率＝（营业收入-营业成本)/营业收入\n\n三费收入比＝（财务费用+管理费用+销售费用）/营业总收入\n\n总资产收益率＝EBIT/总资产平均余额\n\n流动比率＝流动资产/流动负债\n\n速动比率＝（流动资产－存货）/流动负债\n\n存货周转率 ＝营业成本/存货平均净额\n\n应收账款周转率 ＝ 营业总收入/应收账款平均净额\n\n资产负债率＝负债总额/资产总额\n\n总资本化比率＝总债务/（总债务＋所有者权益（含少数股东权益））\n\nEBITDA ��息倍数＝EBITDA /（费用化利息支出+资本化利息支出）\n\n注：“利息支出、手续费及佣金支出、退保金、赔付支出净额、提取保险合同准备金净额、保单红利支出、分保费用”为金融及涉及金融业务的相关企业专用。"} +{"pdf_name": "1976021_1.pdf", "language": "zh", "markdown": "# 内容目录\n\n1. 诺奖竞猜是每年初秋的“大事件”......................................................................................... 3\n\n2. 年度拉斯克奖渐行渐近，生物医药行业的重磅大奖 ............................................................... 3\n\n2.1. “八卦”一下拉斯克奖创始人---拉斯克夫妇................................................................. 3\n\n2.2. 拉斯克奖概览 ................................................................................................................ 4\n\n2.3. 与中国密切相关的拉斯克奖得主 ................................................................................... 6\n\n3. 拉斯克奖是诺贝尔生理与医学奖的风向标.............................................................................. 6\n\n4. 汤森路透“引文桂冠奖”也多次成功预测诺奖....................................................................... 9\n\n5. 具诺奖潜力的项目简介......................................................................................................... 11\n\n5.1. 我们竞猜两个最有潜力获得诺奖的项目—“瘦素”与蛋白合成“QC”机制.............. 11\n\n5.1.1. “瘦素”---2010 年拉斯克基础医学奖............................................................... 12\n\n5.1.2. 蛋白合成“QC”机制---2014 年拉斯克基础医学奖........................................... 12\n\n5.2. 其他可能获诺奖的项目................................................................................................ 13\n\n5.2.1. 2015 年拉斯克临床医学奖.................................................................................. 13\n\n5.2.2. 2012 年拉斯克基础医学奖.................................................................................. 13\n\n6. 投资建议............................................................................................................................... 14\n\n7. 风险提示............................................................................................................................... 14\n\n# 图表目录\n\n图 1：“现代广告业之父” 阿尔伯特•拉斯克及其夫人玛丽•拉斯克............................................. 3\n\n图 2：拉斯克奖 LOGO ................................................................................................................ 4\n\n图 3：诺贝尔奖 LOGO ................................................................................................................ 6\n\n图 4：诺奖与拉奖相差年份频数分布图 ....................................................................................... 8\n\n表 1：拉斯克奖中的华裔得主...................................................................................................... 6\n\n表 2：拉斯克基础医学研究奖获得诺奖年份................................................................................ 7\n\n表 3：拉斯克临床医学研究奖获得诺奖年份................................................................................ 7\n\n表 4：近 11 年拉斯克奖获奖内容................................................................................................ 8\n\n表 5：诺贝尔奖中的拉斯克奖获得者........................................................................................... 9\n\n表 6： “汤森路透引文桂冠奖”成功预测诺奖列表................................................................. 10\n\n表 7：医药领域汤森路透“引文桂冠奖”近年获奖情况............................................................ 11\n\n表 8：与近几年有望获得诺贝尔奖的拉斯克奖项目及相关的 A 股标的公司.............................. 14"} +{"pdf_name": "1976021_2.pdf", "language": "zh", "markdown": "# 1. 诺奖竞猜是每年初秋的“大事件”\n\n每年 9-10 月是学术界熠熠生辉的日子，拉斯克、加德纳、诺贝尔等各大国际奖项陆续颁布，特别是诺贝尔奖作为最富盛名的科技大奖，摘获桂冠的科学家将载入史册，其科研成果及其应用也往往会成为当下学术圈和资本圈关注的焦点，在资本市场引发一波“诺奖行情”。\n\n具体到医药行业，那就是需要预判哪些科研成就有可能斩获今年的诺贝尔生理与医学奖，这些科研成就往往代表着产业发展方向、趋势与未来。全球来看，汤森路透引文桂冠奖与拉斯克奖在预测年度诺贝尔生理与医学奖方面，成功率较高。我们就综合两者的历史预测，在 9月份拉斯克奖项揭��前夕，也对诺贝尔生理与医学奖进行预判，并推演可能的主题行情，这也将成为我们安信医药组以后年度的固定专题。\n\n在进行理性的、严肃严谨的行业研究的同时，我们希望能够通过这个专题，给市场带来一些感性的、活泼生动的趣味性元素，这种竞猜是开放式的，我们按照自己的逻辑给出我们的预判，希望能够在解读科学大奖的同时，押宝主题行情。\n\n# 2. 年度拉斯克奖渐行渐近，生物医药行业的重磅大奖\n\n# 2.1. “八卦”一下拉斯克奖创始人---拉斯克夫妇\n\n阿尔伯特•拉斯克（Albert Davis Lasker，1880.05-1952.05）是美国犹太巨商（广告大亨）和慈善家，出生于德国弗赖堡（Freiburg），双亲都是美国人（父亲是银行行长，系德国移民，在德州拥有大片土地和不动产），具有德国和波兰血统，自幼在得克萨斯州海滨城市加尔维斯顿（Galveston city）长大。他是现代广告业的奠基人和著名的广告经理人，被誉为“现代广告业之父”（Father of modern advertising），1942 年他毅然低价（10 万美元）卖掉自己心爱的广告公司（Lord＆Thomas）而专注于慈善事业，将自己多年积累和投资所得的主要财富以及精力全部投入到医学研究活动中，促使其做出这种大胆转变的是其夫人玛丽•拉斯克。\n\n图 1：“现代广告业之父” 阿尔伯特•拉斯克及其夫人玛丽•拉斯克\n\n资料来源：网络资料，安信证券研究中心\n\n拉斯克先生曾入选美国国家商业家名人堂 ANBHF/ANBF（American National Business Hall of Fame，1972 年成立，其展馆设在西伊利诺伊大学图书馆档案部，其行政办公地设在俄亥俄多米尼加大学）。他一生共结婚 3 次：元配夫人弗洛拉（Flora Warner Lasker=Mrs．Albert Warner，1880-1936，1902 年结婚，育 1 子 2 女），犹太人，慈善工作者；第二任妻子桃瑞"} +{"pdf_name": "4060567_71.pdf", "language": "zh", "markdown": "有限的股权结构变更为：\n\n
序号股东姓名/名称出资额（万元）持股比例（%）
1张利忠1,760.0019.56
2正达经编1,750.0019.44
3戴建康1,000.0011.11
4张文娟900.0010.00
5张震豪900.0010.00
6徐迅900.0010.00
7高金宝650.007.22
8乾潮投资450.005.00
9戴高峰420.004.67
10章伟标270.003.00
合计9,000.00100.00
\n\n# 4、2011年10月整体变更为股份有限公司\n\n2011 年 7 月 1 日，芯能有限股东会通过决议，同意浙江芯能光伏科技有限公司整体变更为股份有限公司，设立方式为发起设立，确定以芯能有限经审计后的净资产折合成新的股份有限公司发起人的股份，确定以 2011 年 6 月 30 日为整体变更基准日。\n\n2011 年 7 月 25 日，众环会计师事务所有限公司出具了众环审字（2011）1048 号《审计报告》。各股东以芯能有限经审计后截至 2011 年 6 月 30 日的净资产 109,663,614.51 元出资，按 1:0.820691534 的比例折合股份总额 9,000 万股，每股 1 元，共计股本 9,000 万元，净资产值超出股本部分 19,663,614.51 元计入资本公积，根据原股东出资额的出资比例界定每个股东的净资产份额。\n\n2011 年 8 月 1 日，芯能有限召开股东会会议并作出决议，全体股东一致同意并确认众环会计师事务所有限公司出具的《审计报告》。2011 年 8 月 15 日，全体发起人签署《浙江芯能光伏科技股份有限公司发起人协议》。2011 年 9 月 6日，全体发起人签署《浙江芯能光伏科技股份有限公司章程》。"} +{"pdf_name": "4060567_72.pdf", "language": "zh", "markdown": "2011 年 9 月 6 日，众环会计师事务所有限公司出具众环验字（2011）079号《验资报告》，验证截至 2011 年 9 月 6 日止，公司已收到全体股东缴纳的注册资本（股本）合计 9,000 万元。各股东以芯能有限经审计后截至 2011 年 6 月30 日止的净资产出资，折合股本 9,000 万元。\n\n2011 年 9 月 6 日，公司召开创立大会，全体股东出席了会议并作出决议，一致同意通过了创立大会审议的所有议题。2011 年 10 月 21 日，嘉兴市工商行政管理局向发行人核发了注册号为 330481000031603 的《企业法人营业执照》，芯能科技成立。\n\n股份公司设立时，公司的股本结构如下：\n\n
序号股东名称认缴股份数（万股）��股比例（%）
1张利忠1,760.0019.56
2正达经编1,750.0019.44
3戴建康1,000.0011.11
4张文娟900.0010.00
5张震豪900.0010.00
6徐迅900.0010.00
7高金宝650.007.22
8乾潮投资450.005.00
9戴高峰420.004.67
10章伟标270.003.00
合 计9,000.00100.00%
\n\n# 5、2015年4月增加注册资本至10,000万元\n\n2015年4月3日，芯能科技召开2014年年度股东大会，审议并通过了增发公司股份1,000万股的议案，每股面值1元，每股认购价格为7元；同意正达经编以债权转股权方式认缴新增股份640万股，戴高峰以货币方式认缴新增股份230万股，徐迅以货币方式认缴新增股份100万股，章伟标以货币方式认缴新增股份30万股。增发股份后，公司注册资本由9,000万元增至10,000万元。"} +{"pdf_name": "2535874_18.pdf", "language": "zh", "markdown": "# 3.2 乐动力\n\n# 3.2.1 乐动力发展简介\n\n乐动力公司团队于 2012 年 9 月成立，距今发展三年多。2013 年和 2014 年乐动力发展迅速，2013 年 4 月乐动力 App 正式发布，发布一个月后获得蓝驰创投数十万美元天使投资，并且于同年入选中国区 App Store 年度精选产品。2014 年乐动力与多类运动品牌多次联合展开跑步活动，5 月获得 DCM 和蓝驰创投的数百万美元 A 轮融资，同年在百度手机助手评选中荣获用户“最喜爱运动 App”,在雷锋网年度评选获健康关爱“十佳”应用。\n\n乐动力目标用户定位于有运动健康意识的人群，覆盖普通大众，运动领域以走路、跑步和骑行为主，其中日常计步是其核心功能，目前专注于产品体验层面，商业变现尝试较少。\n\n图 3-5 乐动力发展简介\n\n# 3.2.2 乐动力产品矩阵分析\n\n乐动力产品以乐动力 App 为核心，主要分为三个模块，除了基本的运动记录与分析外，具备社交属性的圈子功能也是其核心模块，另外，乐动力同样为用户提供多种活动及福利作为增值服务。\n\n图 3-6 乐动力产品核心模块"} +{"pdf_name": "2535874_19.pdf", "language": "zh", "markdown": "# 1、运动记录与分析\n\n乐动力支持步行、跑步、骑行三种运动的自动识别和热量计算，另外还支持爬山、游泳、瑜伽、球类运动、滑雪冲浪等多种运动的数据记录。其中乐动力的日常计步功能最为突出，计步数据被放在首页，还有针对步行情况的形象类比，用户了解自身步行情况更为直接、形象。\n\n跑步是乐动力的第二大运动，目前乐动力已针对跑步专门推出了“乐动力跑步”App，在跑步层面全面发力，如全力发展跑团、增加跑步报时、训练计划等功能，接入智能硬件设备也在考虑之内。\n\n# 2、圈子排行\n\n乐动力的社交功能被放入第二模块，加入圈子、在圈子中晒成绩、与好友 PK 是乐动力的核心社交功能。晒成绩、晒排行是目前用户使用率最高的互动方式，可以有效的激发用户的成就感，但总体来说目前乐动力的社交功能较为单一，工具属性更重。\n\n# 3、活动/福利\n\n乐动力不定时推出各种跑团、马拉松等最新活动，便捷用户知晓与参与。同时，乐动力推出积分换购、抽奖等多种优惠，鼓励用户参与运动。\n\n# 3.2.3 乐动力核心竞争优势\n\n# 1. 全天候后台自动记录，无需用户手动操作\n\n乐动力的产品设计相对简单，以便捷为主，同样在操作层面，用户无需手动操作，只要安装了乐动力，便可自动识别每天的步行、跑步、骑车情况。这样的设计符合乐动力的目标用户定位理念，对于那些有运动意识，但行为相对缓慢的用户，乐动力的后台自动识别作为外来激励有效的增强了用户的运动理念，并且在一定程度上增强了用户的黏性。\n\n# 2. 界面设计简单清晰，数据图表一目了然\n\n乐动力秉持简单便捷的设计理念，在界面设计上简单清晰，首页不仅可以清晰的看到个人的运动数据记录，还针对个人运动记录情况做了形象的类比，如相当于多少节火车车厢，吃了多少个冰激凌等，并且结合历史数据，将运动数据图形化，是用户对自己的运动情况一目了然。"} +{"pdf_name": "3043623_16.pdf", "language": "zh", "markdown": "10 月 12 日晚间公告，公司董事会于 12 日审议通过《关于终止发行股份及支付现金购买资产并募集配套资金暨关联交易事项的议案》、同意公司与��易对方签署《发行股份及支付现金购买资产协议之终止协议》、《非公开发行股份认购协议之终止协议》。公司拟终止此次重大资产重组事项。\n\n华东电脑 2014 年 7 月披露重组预案，公司拟以发行股份及支付现金方式收购柏飞电子 100%股权、华讯网存 55%股权、华存数据 45%股权，并拟募集配套资金不超过2.53 亿元用于支付交易的现金对价。\n\n# 【联络互动】副总经理戴任飞辞职 曾任招联消费金融常务副总\n\n10 月 13 日午间公告，公司董事会于 2016 年 10 月 13 日收到公司副总经理戴任飞先生的书面辞职报告。戴任飞先生因个人原因辞去公司副总经理职务，辞职后将不再担任公司任何职务。\n\n根据相关规定，戴任飞先生的辞职申请自送达公司董事会之日起生效。\n\n# 【信息发展】中标许昌政务云建设项目软件和运维服务项目\n\n近日收到许昌光大电子商务技术服务有限公司签发的《中标通知书》，公司成为“许昌政务云建设项目软件和运维服务项目”的中标单位。中标金额：43，800，000 元。\n\n# 【鼎捷软件】股东拟减持不超 11.01%公司股份\n\n股东 EQUITY DYNAMIC ASIA LIMITED、MEGABILLION INVESTMENT LIMITED计划于 2016 年 10 月 19 日-2017 年 10 月 19 日，通过大宗交易或协议转让的方式合计减持公司股份不超 29，011，798 股，即不超公司总股本的 11.01%。\n\n# 【飞利信】前三季度业绩同比预增 270%-300%\n\n10 月 13 日晚间发布 2016 年前三季度业绩预告，2016 年前三季度，飞利信预计实现归属于上市公司股东的净利润 30,436.13 万元–32,903.92 万元，比上年同期增长 270% - 300%。\n\n飞利信表示，报告期内，公司业绩大幅增长的原因是，在销售规模不断扩大和既有业务持续增长的基础上，公司于 2015 年新收购的厦门精图信息技术有限公司、上海杰东系统工程控制有限公司、成都欧飞凌通讯技术有限公司、互联天下科技发展（深圳）有限公司在 2016 年前三季度产生的业绩纳入公司并表范围。\n\n# 【华虹计通】中标 4074 万元项目\n\n10 月 13 日，上海地铁采购电子商务平台发布了轨道交通 3 号线、3 号线北延伸、4号线车站 AFC 系统大修项目——终端设备大修的中标公告，确定公司为中标单位，中标价为 40，740，300.00 元。公司此项目金额为人民币 40，740，300.00 元，扣除增值税后占 2015 年经审计营业收入总额的 16.42%。\n\n# 【三五互联】前三季度预盈 5496 万元-5996 万元 同比扭亏为盈"} +{"pdf_name": "3043623_17.pdf", "language": "zh", "markdown": "10 月 13 日晚间发布 2016 年前三季度业绩预告，2016 年前三季度，三五互联预计实现归属于上市公司股东的净利润 5495.54 万元 –5995.54 万元，上年同期为亏损474.88 万元。\n\n三五互联表示，公司 2016 年前三季度业绩扭亏为盈，主要原因是，公司自 2015 年9 月起将深圳市道熙科技有限公司纳入合并范围；公司处臵子公司厦门三五互联移动通讯科技有限公司及厦门嘟嘟科技有限公司股权确认处臵收益；2016 年前三季度预计非经常性损益对公司净利润的影响约为 1467 万元。\n\n# 【康拓红外】2016 年前三季度业绩预增 10%—30%\n\n10 月 14 日发布 2016 年前三季度业绩预告,2016 年 1 月 1 日至 2016 年 9 月 30 日,归属于上市公司股东的净利润为 3,436.64 万元至 4,061.49 万元,比上年同期增长10%—30%。\n\n# 【中科创达】前三季度净利润预降 1.49%至 10.87%\n\n10 月 14 日讯 中科创达(行情 52.28 停牌,买入)早间公告称，公司 2016 年前三季度业绩预告同向下降 1.49%至 10.87%。\n\n业绩预告期间：2016 年 1 月 1 日至 2016 年 9 月 30 日本报告期归属于上市公司股东的净利润盈利：9，022.80 万元–9，972.56 万元，比上年同期下降：1.49% - 10.87%；上年同期归属于上市公司股东的净利润盈利：10，123.05 万元。\n\n# 【天泽信息】三季度净利润预增 825.47%至 853.73%\n\n10 月 14 日午间公告称，公司 2016 年前三季度业绩预告比上年同期增长约：825.47%至 853.73%。\n\n# 【方直科技】前三季度净利润预告下降 10%至 30%\n\n10 月 14 日午间公告称，公司 2016 年前三季度业绩预告比上年同期下降：10%至 30%。\n\n# 【京天利】前三季度净利润预增 10%至 30%\n\n10 月 14 日午间公告称，公司 2016 年前三季度业绩预告比上年同期增长：10%至 30%。\n\n# 【中威电子】郑旋辞去证券事务代表 曾任南华资本法务专员\n\n10 月 14 日晚间，中威电子发布公告称，董事会于近日收到证券事务代表郑旋女士的辞职报告。郑旋女士因工作变动原因申请辞去公司证券事务代表职务，辞职后仍在公司担任其他职务。\n\n# 【新开普】料前三季度净利同比增 20%\n\n10 月 14 日晚间发布 2016 年前三季度业绩预告，2016 年 1 月 1 日-2016 年 9 月 30日，预计公司净利润约 2793.12 万元至 3491.42 万元，同比增长 20%-50%。\n\n# 【易华录】收到 1.8 亿元中标通知书"} +{"pdf_name": "9324467_167.pdf", "language": "zh", "markdown": "
应收账款坏账损失-114,589,743.46-71,856,451.60
其他应收款坏账损失342,888.031,145,230.15
债权投资减值损失0.00
其他债权投资减值损失0.00
长期应收款坏账损失-121,478.43149,387.52
合同资产减值损失0.00
贷款减值损失0.00
合计-114,390,833.86-70,429,833.93
\n\n其他说明：\n\n无\n\n# 72、 资产减值损失\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
一、坏账损失
二、存货跌价损失及合同履约成\n本减值损失-19,363,463.51-4,311,961.17
三、长期股权投资减值损失-11,596,877.77
四、投资性房地产减值损失
五、固定资产减值损失
六、工程物资减值损失
七、在建工程减值损失
八、生产性生物资产减值损失
九、油气资产减值损失
十、无形资产减值损失-26,791,604.40
十一、商誉减值损失
十二、其他
合计-57,751,945.68-4,311,961.17
\n\n其他说明：\n\n无\n\n# 73、 资产处置收益\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
固定资产处置利得684.90197,857.17
减：固定资产处置损失-496.58-1,055.04
合计188.32196,802.13
\n\n其他说明：\n\n无\n\n# 74、 营业外收入\n\n营业外收入情况\n\n□适用 √不适用\n\n计入当期损益的政府补助"} +{"pdf_name": "9324467_168.pdf", "language": "zh", "markdown": "□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 75、 营业外支出\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额计入当期非经常性损\n益的金额
非流动资产处置损失合计
其中：固定资产处置损失
无形资产处置损失
非货币性资产交换损失
对外捐赠
非流动资产毁损报废损失19,968.90
罚款、滞纳金5,039.637,188.155,039.63
合计5,039.6327,157.055,039.63
\n\n其他说明：\n\n无\n\n# 76、 所得税费用\n\n# (1).所得税费用表\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
当期所得税费用266,398.45-26,676.98
递延所得税费用22,554,764.37-11,001,413.63
合计22,821,162.82-11,028,090.61
\n\n# (2).会计利润与所得税费用调整过程\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额
利润总额-196,080,759.40
按法定/适用税率计算的所得税费用-29,412,113.90
子公司适用不同税率的影响-\n5,398,027.29
调整以前期间所得税的影响22,526,987.56
非应税收入的影响-2,335,206.48
不可抵扣的成本、费用和损失的影响67,367.82
使用前期未确认递延所得税资产的可抵扣亏\n损的影响
本期未确认递延所得税资产的可抵扣暂时性\n差异或可抵扣亏损的影响38,069,992.94
研究开发费加计扣除-697,837.83
所得税费用22,821,162.82
"} +{"pdf_name": "1993366_8.pdf", "language": "zh", "markdown": "车辆上进行改装作业，不需申请新能源汽车生产企业准入，产品类别与获得许可的常规作业类汽车类别相同。改装类汽车生产企业生产运输类新能源汽车(包括客车和载货类汽车)，应获得汽车整车生产企业(底盘生产企业)授权，方可从事相应新能源汽车生产。授权生产的产品仅限于新能源客车和载货类汽车。(第一电动网)\n\n# 3.4. 本周行业投资策略\n\n随能源互联网大时代的来临，储能市场兴起、地位将得到空前提高，我们认为未来包括补贴等一系列政策将陆续推出。铅炭电池目前已经初步具备经济性，因此今年我们仍最看好铅炭电池路线，重点推荐圣阳股份、南都电源。\n\n# 4. 风电板块\n\n# 4.1. 板块一周表现\n\n上周风电板块上涨 0.20%，跑赢上证指数 0.36 个百分点，跑赢中小板 0.40 个百分点，跑输创业板 0.02 个百分点。\n\n图 10：风电板块周涨幅\n\n数据来源：东北证券，Wind\n\n# 4.2. 一周行业要闻\n\n# （1） 全球最大海上风电运营商即将 IPO 估值 160 亿美元\n\n全球最大的海上风电运营商——丹麦 DONG 能源（DongEnergy）6 月 9 日将在哥本哈根证券交易所上市，该公司的价值可能高达 1065 亿丹麦克朗（约合 160 亿美元）。\n\n据英国《卫报》报道，DONG 能源在 5 月 26 日公布了其上市的计划。下个月，该公司将在哥本哈根证券交易所首次公开募股（IPO）。在完成审查后，DONG 能源还将于今年 9 月登陆美国纳斯达克证券交易所。\n\nDONG 能源预计，其每股的发行价格在 200 丹麦克朗-255 丹麦克朗（约合30.1-38.38 美元）的范围之内，DONG 能源的市值将在 835 亿丹麦克朗-1065 亿丹麦克朗（约合 127 亿-160 亿美元）的区间。\n\nDONG 能源在 6 月上市，正值国际油价从年初最低点反弹，反弹幅度高达 75%，有助于推高可再生能源股的估值。DONG 能源计划出售 15.1%-17.4%的股份，现有股东也将出售部分股票。\n\n公开资料显示，DONG 能源公司由石油、天然气、风电场和配电网等业务组成，丹麦政府拥有 58.8％的股份，在上市后，丹麦政府计划出售其部分股份，仍将持股50.1%以上。"} +{"pdf_name": "1993366_9.pdf", "language": "zh", "markdown": "DONG 能源在过去十年中，已经脱胎换骨。它现在是一个财务安全、快速增长、有良好盈利能力的公司，而且在海上风力发电行业的领先地位。\n\n目前，DONG 能源超过一半的电力来自可再生资源，共有员工 6700 人，2015年该公司的收入为 708 亿丹麦克朗（约合 106.55 亿美元）。\n\n有分析人士预计，DONG 能源将在 2017-2018 年上市。丹麦财政大臣ClausFrederiksen 彼时表示，在 2020 年之后，丹麦政府可在经议会的批准下将股份比例减少至 50%以下。\n\n2014 年，高盛与丹麦政府达成一笔交易，高盛以 15 亿美元资金购买 Dong 能源共 19%的股份，丹麦政府的持股比例下降至 58.8%，并预期上市。不过，丹麦政府部分议员认为，在此项交易中，高盛的报价过低。\n\n因为反对这笔交易，丹麦社会民主党 6 名成员退出 23 人组成的内阁，丹麦政府陷入动荡。尽管如此，丹麦政府最终依然批准了这笔交易。据彭博社报道，68%丹麦人仍对这笔交易表示反对。彼时，丹麦政府解释，高盛注资是在关键时刻，有些出让条件其他公司也未必能接受。\n\n对于最新的上市计划，这是为公司寻找新股东的正确时间，因为今年一季度DONG 能源的利润增加了 35%。\n\n目前，DONG 能源已斥资 60 亿英镑（约合 87.85 亿美元）开发英国海上风电场。该公司表示，至 2020 年在英国的投资将翻倍至 120 亿英镑（约合 176.09 亿美元）。这也意味着很多项目会继续推进，如约克郡沿海的大型荷恩赛项目。一旦完工，荷恩赛项目将成为全球首个吉瓦规模的海上风电场，其 240 台风力涡轮机计划到 2020年并网发电，为 80 万个家庭提供用电。（信息来源: 北极星风力发电网）\n\n# （2） 2016 年 15 省市风电开发建设大局观（总计 381 个项目 2422.87 万千瓦）\n\n《2016 年全国风电开发建设方案》明确，2016 年全国风电开发建设总规模为3083 万千瓦（22 个省市）。同时，考虑到 2015 年吉林、黑龙江、内蒙古、甘肃、宁夏、新疆等省份弃风限电情况，暂不安排新增项目建设规模。北极星风力发电网为大家整理出 15 省市已出台的风电开发建设方案，部分省份在国家能源局安排的计划规模基础上增加了备选项目计划。总计 381 个项目 2422.87 万千瓦(含备选计划)。目前仍有辽宁、浙江、江西、四川、云南、陕西、青海 7 省 2016 年风电建设开发方案尚未对外公开。（信息来源: 北极星风力发电网）\n\n# 4.3. 本周行业投资策略\n\n我国弃风问题仍然严峻，导致风电���展势态受阻。为应对风力发电行业弃风问题，政府推出可再生能源就近消纳和保障性收购政策，在一定程度上可以提高风力的利用效率。而沿海发达城市用电量需求较高，海上风力资源更加稳定，因此看好海上风电项目，建议关注行业内基本面较好海上风电天顺风能、泰胜风能。\n\n# 5. 核电板块\n\n# 5.1. 板块一周表现\n\n上周核电板块上涨 0.75%，跑赢上证指数 0.91 个百分点，跑赢中小板 0.95 个百分点，跑赢创业板 0.53 个百分点。"} +{"pdf_name": "9324222_213.pdf", "language": "zh", "markdown": "濟民腫瘤醫院位於安徽省省會合肥，於二零零三年創立，於二零一二年六月三十日擁有床位200張，並計劃於二零一三年前擴展至700張。預期完成此次擴展所需的資本開支總額為人民幣95.0百萬元。我們收購之前，此次濟民腫瘤醫院的擴展由其本身為項目支付人民幣66.7百萬元資金。自收購後，我們為擴展提供資金，並計劃運用我們本身的營運資金完成此次擴展。濟民腫瘤醫院致力於包括肺癌、腸癌、乳腺癌等各類癌症的診斷與治療，擁有精確放射治療、腫瘤介入治療等先進技術，並與加拿大麥吉爾大學及蒙特利爾大學等著名腫瘤研究機構有多項科研合作課題。\n\n以下為濟民腫瘤醫院與該等著名研究機構的合作協議的主要條款說明：\n\n. 麥吉爾大學。 醫院已委任一名著名的大學教授為醫院癌症研究的主任。將為麥吉爾大學介入癌症患者、病理樣本及其研究設施提供通道，而同時麥吉爾大學將幫助醫院建立癌症研究中心，為與癌症研究相關的遺傳學、生物化學、細胞及分子生物學 提 供 技 術 支 持 。 雙 方 亦 將 進 行 醫 療 及 科 研 方 面 的 學 術 交 流 。 合 作 產 生 的 所 有 數據、試劑、文件及知識產權由雙方共同書面記錄及擁有。\n\n. 蒙 特 利 爾 大 學 。 醫 院 已 與 蒙 特 利 爾 大 學 醫 學 中 心 的 研 究 中 心 就 癌 症 治 療 、 組 織庫 、 藥 物 靶 標 的 發 現 及 藥 物 發 現 、 臨 床 試 驗 及 免 疫 治 療 等 領 域 的 一 般 合 作 訂 立 協議。\n\n目前，濟民腫瘤醫院為我們醫療服務分部的唯一非營利性醫院。為受益於濟民腫瘤醫院的營運，濟民腫瘤醫院已與濟民醫院管理訂立一項協議。根據該協議，濟民醫院管理為濟 民 腫 瘤 醫 院 的 管 理 及 諮 詢 服 務 的 獨 家 提 供 者 。 該 等 服 務 包 括 企 業 管 理 諮 詢 、 行 政 服務、人力資源服務、醫療設備租用管理、技術許可及技術諮詢服務。作為回報，濟民腫瘤醫院將其年營業收入5%至25%的金額，用於向濟民醫院管理支付管理服務費。濟民醫院管理董事會有權根據該醫院的營運狀況調整上述百分比，而該醫院亦將就濟民醫院管理提供服務的一切相關費用償付濟民醫院管理。我們的中國法律顧問瑛明律師事務所認為，該協議條款並無違反任何中國現行法律。\n\n# 廣濟醫院\n\n我們亦於二零一一年十二月開始經營一間綜合醫院廣濟醫院，並實益擁有其55%股權。我們已委任四名董事加入廣濟醫院董事會，其董事會共有七名董事。廣濟醫院賬目自二零一一年十二月起已合併入本集團的財務報表。廣濟醫院位於湖南省岳陽市，於二零零四年創立，於二零一二年六月三十日設床位約500張。"} +{"pdf_name": "9324222_214.pdf", "language": "zh", "markdown": "於往績記錄期間及最後可行日期，我們未收到任何對我們醫院專業疏忽的任何重大投訴或 索 賠 。 董 事 認 為 ， 我 們 的 僱 員 已 取 得 必 要 的 專 業 資 格 及 為 病 人 提 供 服 務 範 圍 的 許 可證。\n\n根據相關規定，非營利性醫療機構為提供公共社會福利的醫療機構，不以盈利為宗旨之一。其經營收入僅可用於自身發展，例如改善經營環境，取得新技術，以及提供新的醫療服務。非營利性機構提供的基本醫療服務受到政府價格管制，而其他醫療服務並非如此。鑑於上述規定，非營利性醫療機構的分紅能力有限。\n\n# 診斷產品及醫療器械\n\n# 診斷產品\n\n我們從事診斷試劑及設備儀器的研發、製造、銷售及營銷。我們是中國生化診斷產品及分子診斷產品的主要企業。於二零一二年六月三十日，我們共生產130種診斷產品。\n\n# 產品\n\n我們的診斷產品包括生化診斷、免疫診斷、分子診斷及微生物診斷等多類診斷試劑及診斷儀器。該等產品廣泛應用於臨床化學、臨床免疫、分子診斷、臨床微生物及臨床診斷基 因 芯 片 技 術 以 及 其 他 領 域 。 其 中 ， 亞 能 生 物 的 基 因 芯 片 技 術 在 中 國 較 早 地 實 現 商 業化，近年來的銷售呈快速增長的態勢，是本集團增長最快的診斷產品。"} +{"pdf_name": "20732113_9.pdf", "language": "zh", "markdown": "將 配 套 物 流 服 務 整 合 至 我 們 的 核 心 貨 運 代 理 服 務，為 直 接 託 運 人 客 戶 提 供 該 服 務，以策 略 性 地 在 託 運 人 客 戶 中 建 構 一 個 鮮 明 的 公 司 形 象。我 們 在 香 港 提 供 的 配 套 物 流 服 務包括倉儲、重新包裝、標籤、貨盤運輸及本地送遞。於最後實際可行日期，我們在油塘、青 衣 及 葵 涌 經 營 六 個 租 賃 倉 庫，總 樓 面 面 積 超 過140,000平 方 呎，為 我 們 的 客 戶 提 供 定制 增 值 物 流 服 務。\n\n# 競 爭 格 局\n\n我 們 在 綜 合 物 流 服 務 行 業 中 經 營。我 們 經 營 的 市 場 高 度 分 散，並 可 根 據 主 要 行 業組 別 分 部，主 要 組 別 包 括 空 運 及 海 運 貨 運 代 理 服 務 及 其 他 物 流 服 務。香 港 綜 合 物 流 服務 市 場 中，有 能 力 整 合 不 同 服 務 模 塊 及 在 價 值 鏈 中 擔 任 多 重 角 色 的 服 務 供 應 商 正 變 得越來越具競爭力及備受推崇。貨運代理商因此通過提供更多增值服務以回應市場需求。我 們 的 核 心 貨 運 代 理 業 務 處 於 空 運 及 海 運 貨 運 代 理 市 場，其 中 主 要 有 兩 層 參 與 者。第一 層 參 與 者 一 般 為 全 球 領 先 的 大 型 物 流 集 團，物 流 網 絡 及 業 務 覆 蓋 面 遍 佈 全 世 界。第一 層 參 與 者 通 常 擁 有 高 水 平 的 垂 直 及 水 平 貨 運 能 力 及 運 載 力。與 網 絡 覆 蓋 若 干 重 點 物流 地 區 及 貨 物 種 類 的 一 般 本 地 及 區 域 參 與 者 一 樣，本 集 團 同 為 第 二 層 參 與 者。根 據 弗若 斯 特 沙 利 文 報 告，第 一 層 參 與 者 大 約 為20至30名，而 第 二 層 則 高 度 分 散，大 約 為500至800名 參 與 者。於2015年，第 一 層 參 與 者 的 合 共 收 益 佔 比 約 為45%，收 益 金 額 約 為540億 港 元。同 時，第 二 層 參 與 者 收 益 約 為658億 港 元，佔 比 約 為55%，其 中 本 集 團 佔 第 二層 參 與 者 的 空 運 及 海 運 貨 運 代 理 服 務 總 收 益 約0.3%，即 約187百 萬 港 元。有 關 我 們 經 營所 在 市 場 及 面 對 的 競 爭 的 詳 情，請 參 閱 本 招 股 章 程「行 業 概 覽」一 節。\n\n# 客 戶 及 供 應 商\n\n# 客 戶\n\n於 業 績 記 錄 期 間，我 們 已 與1,500多 名 客 戶 維 持 業 務 關 係。於 業 績 記 錄 期 間，我 們的 五 大 客 戶 均 為 直 接 託 運 人 客 戶 或 代 表 其 託 運 人 客 戶 的 其 他 貨 運 代 理 商。截 至2015年12月31日 止 年 度，我 們 已 與 五 大 客 戶 維 持 平 均 約 五 年 的 業 務 關 係，而 我 們 同 期 與 最 大客 戶 則 維 持 超 過 五 年 的 業 務 關 係。截 至2014年 及2015年12月31日 止 兩 個 年 度 以 及 截 至2016年3月31日 止 三 個 月，我 們 最 大 客 戶 應 佔 提 供 服 務 的 收 益 分 別 約 為20.1百 萬 港 元、35.8百 萬 港 元 及5.7百 萬 元，分 別 佔 我 們 提 供 服 務 的 總 收 益 約11.2%、17.1%及12.1%，而我 們 五 大 客 戶 應 佔 提 供 服 務 的 收 益 分 別 合 共 約 為59.8百 萬 港 元、84.8百 萬 港 元 及16.7百萬 港 元，分 別 佔 我 們 提 供 服 務 的 總 收 益 約33.4%、40.5%及35.5%。"} +{"pdf_name": "20732113_10.pdf", "language": "zh", "markdown": "# 供 應 商\n\n於 業 績 記 錄 期 間，我 們 已 與400多 間 供 應 商 維 持 業 務 關 係。於 業 績 記 錄 期 間，就 銷售 成 本 而 言，我 們 的 五 大 供 應 商 為 航 空 公 司、船 公 司 或 其 他 貨 運 代 理 商。截 至2015年12月31日 止 年 度，我 們 已 與 五 大 供 應 商 維 持 平 均 六 年 左 右 的 業 務 關 係，而 我 們 同 期 與最 大 供 應 商 則 維 持 超 過 九 年 的 業 務 關 係。截 至2014年 及2015年12月31日 止 兩 個 年 度 以及截至2016年3月31日止三個月，我們的最大供應商應佔採購額分別約為14.9百萬港元、17.6百 萬 港 元 及3.6百 萬 港 元，分 別 佔 我 們 的 總 銷 售 成 本 約10.4%、10.6%及9.6%，而 我 們的 五 大 供 應 商 應 佔 採 購 額 分 別 合 共 約 為49.8百 萬 元、59.4百 萬 元 及14.7百 萬 港 元，分 別佔 我 們 的 總 銷 售 成 本 約34.7%、35.8%及39.6%。\n\n於 業 績 記 錄 期 間，JFX Holding的 全 資 附 屬 公 司 飛 迅 達 物 流 有 限 公 司 為 我 們 五 大 客戶 之 一，亦 為 貨 運 艙 位 的 供 應 商 之 一。此 外，我 們 主 要 客 戶 之 一（並 非 我 們 於 業 績 記 錄期 間 的 五 大 客 戶 之 一）亦 為 同 期 貨 運 艙 位 的 主 要 供 應 商（並 非 我 們 於 業 績 記 錄 期 間 的 五大 供 應 商 之 一）之 一。\n\n有關我們客戶及供應商的詳情，請參閱本招股章程「業務 — 客戶」及「業務 ��� 供應商」各 段。\n\n# 競 爭 優 勢\n\n我 們 的 董 事 相 信，我 們 的 競 爭 優 勢 為 我 們 迄 今 達 致 成 功 的 關 鍵 因 素。我 們 具 備 以下競爭優勢，將繼續提升我們的地位，並增加我們在貨運代理及物流行業的市場份額：\n\n(a) 在 貨 運 代 理 行 業 服 務 超 過25年，往 績 昭 著；\n\n(b) 了 解 及 應 對 客 戶 需 求 的 能 力 有 助 我 們 不 斷 發 展 配 套 物 流 服 務 分 部；\n\n(c) 與 供 應 商 的 穩 定 業 務 關 係；\n\n(d) 多元化的供應商網絡使我們能夠在運貨方面為客戶提供廣泛的貨運航線組合；及\n\n(e) 執 行 董 事 及 高 級 管 理 人 員 團 隊 擁 有 豐 富 的 行 業 專 業 知 識 及 卓 越 的 執 行 能 力。\n\n有 關 我 們 的 競 爭 優 勢 如 何 令 我 們 達 致 成 功 的 進 一 步 詳 情，請 參 閱 本 招 股 章 程「業務 — 優 勢、策 略 及 未 來 計 劃 — 競 爭 優 勢」一 段。"} +{"pdf_name": "9219049_110.pdf", "language": "zh", "markdown": "# 14、 债权投资\n\n# (1).债权投资情况\n\n□适用 √不适用\n\n# (2).期末重要的债权投资\n\n□适用 √不适用\n\n# (3).减值准备计提情况\n\n□适用 √不适用\n\n本期减值准备计提金额以及评估金融工具的信用风险是否显著增加的采用依据\n\n□适用 √不适用\n\n# 其他说明\n\n□适用 √不适用\n\n# 15、 其他债权投资\n\n# (1).其他债权投资情况\n\n□适用 √不适用\n\n# (2).期末重要的其他债权投资\n\n□适用 √不适用\n\n# (3).减值准备计提情况\n\n□适用 √不适用\n\n本期减值准备计提金额以及评估金融工具的信用风险是否显著增加的采用依据\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 16、 长期应收款\n\n# (1).长期应收款情况\n\n□适用 √不适用\n\n# (2).坏账准备计提情况\n\n□适用 √不适用\n\n本期坏账准备计提金额以及评估金融工具的信用风险是否显著增加的采用依据\n\n□适用 √不适用\n\n# (3).因金融资产转移而终止确认的长期应收款\n\n□适用 √不适用\n\n# (4).转移长期应收款且继续涉入形成的资产、负债金额\n\n□适用 √不适用\n\n# 其他说明\n\n□适用 √不适用"} +{"pdf_name": "9219049_111.pdf", "language": "zh", "markdown": "# 17、 长期股权投资\n\n□适用 √不适用\n\n# 18、 其他权益工具投资\n\n# (1).其他权益工具投资情况\n\n□适用 √不适用\n\n# (2).非交易性权益工具投资的情况\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 19、 其他非流动金融资产\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 20、 投资性房地产\n\n投资性房地产计量模式\n\n不适用\n\n# 21、 固定资产\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
固定资产1,174,176,214.69834,079,011.38
固定资产清理
合计1,174,176,214.69834,079,011.38
\n\n其他说明：\n\n√适用 □不适用\n\n期末固定资产中有账面价值为 52,439,383.39 元的房屋及建筑物尚未办妥产权证明，有账面价值为 782,279.31 元的运输工具尚未办妥产权过户手续。\n\n# 固定资产\n\n# (1).固定资产情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目房屋及建筑物通用设备专用设备运输工具合计
一、账面原值：
1.期初余额448,660,481.7116,771,348.55795,098,491.5913,450,885.011,273,981,206.86
2.本期增加金额285,908,695.605,486,764.30372,298,034.92992,417.36664,685,912.18
（1）购置30,973.455,486,764.308,326,337.12992,417.3614,836,492.23
（2）在建工程转入285,877,722.15363,971,697.80649,849,419.95
（3）企业合并增加
3.本期减少金额119,266,292.594,805,795.77396,966,036.10477,000.00521,515,124.46
（1）处置或报废119,266,292.594,805,795.77396,966,036.10477,000.00521,515,124.46
"} +{"pdf_name": "20791051_49.pdf", "language": "zh", "markdown": "刘朴，男，1966 年出生，博士学位，教授级高级工程师。曾任浦东新区城市建设局市政处副主任科员，上海浦东工程建设管理有限公司技术部主任、总工程师、副总经理、总经理、董事长，上海浦东发展（集团）有���公司副总工程师、总经理助理。现任公司董事，上海浦东发展（集团）有限公司董事、副总经理。\n\n张延红，女，1970 年出生，本科学位，高级会计师。曾任上海浦东发展（集团）有限公司金融财务部总经理助理、计划财务部总经理助理、上海浦东发展（集团）有限公司计划财务部副总经理。现任公司董事，上海市浦东新区房地产（集团）有限公司副总经理。\n\n马成，男，1970 年出生，大学学历。曾于中国人民解放军 54784 部队服役，曾任上海张桥经济发展总公司项目主管，副总经理。现任公司董事，上海张桥经济发展总公司总经理，兼任上海浦东伟业市政装运公司党支部书记，经理。\n\n李柏龄，男 1954 年出生，本科学位，教授，高级会计师，注册会计师。曾任上海华大会计师事务所所长、主任会计师，上海白猫（集团）股份有限公司副总经理，国泰君安证券股份有限公司监事，中国太平洋保险（集团）股份有限公司监事，上海国有资产经营公司财务融资部总经理、总监，上海阳晨投资股份有限公司监事会主席，上海国际集团有限公司专职董事，上海国际集团创业投资有限公司监事长。现任公司独立董事，万达信息股份有限公司、上海交大昂立股份有限公司、上海申通地铁股份有限公司、苏州易德龙科技股份有限公司独立董事。\n\n陈岱松，男，1975 年出生，法学博士，经济学博士后。英国曼彻斯特大学、新加坡国立大学、日本青山学院大学、美国威斯康辛大学、澳大利亚昆士兰科技大学访问学者。曾任成都华神集团股份有限公司独立董事，现任公司独立董事，华东政法大学经济学法学院教授，上海柏年律师事务所律师，福建纳川管材科技股份有限公司独立董事。\n\n邓传洲，男，1968 年出生，博士学位，英国牛津大学、加拿大艾尔伯特大学高级访问学者。曾任厦门国贸集团股份有限公司总裁助理、财务总监、副总裁，厦门华侨电子股份有限公司副董事长，北大未名生物工程集团总裁助理，上海国家会计学院教授，天健光华（北京）会计师事务所合伙人。现任公司独立董事，致同（北京）会计师事务所合伙人，上海航天汽车机电股份有限公司独立董事。\n\n# 2、监事的简历"} +{"pdf_name": "20791051_50.pdf", "language": "zh", "markdown": "刘钧，女，1970 年出生，硕士学位，高级会计师、注册会计师。曾任生命人寿保险股份有限公司财务部总经理助理，上海陆家嘴（集团）有限公司专职监事，上海浦东发展（集团）有限公司专职监事。现任公司监事、上海陆家嘴（集团）有限公司专职监事、上海陆家嘴金融贸易区开发股份有限公司监事、上海黄浦江东岸开发投资有限公司董事。\n\n高国武，男，1968 年出生，工学硕士，教授级高级工程师，交通部注册监理工程师。曾任上海城市建设学院团委副书记，同济大学交通运输学院团委书记，同济大学交通运输学院研究生党总支副书记。现任公司监事，同济创新创业控股有限公司党委副书记、董事总经理，上海同济科技实业股份有限公司董事。\n\n闫国杰，男，1972 年出生，博士学位，高级工程师。曾任上海浦东路桥建设股份有限公司沥青产业事业部研发部经理、工程技术研究所常务副所长、上海惠浦工程检测有限公司总经理。现任公司监事、公司副总工程师、工程技术研究所所长、沥青产业事业部总工程师、上海浦东路桥沥青材料公司董事长。\n\n许严，男，1986 年出生，博士学位，高级工程师。曾任交通运输部科学研究院助理研究员，现任公司监事、工程技术研究所所长助理兼研发二部经理。\n\n# 3、高级管理人员的简历\n\n刘钢，男，1967 年出生，硕士学位，教授级高级工程师一级。曾任上海浦东建筑安装工程公司副总经理，上海浦东路桥建设股份有限公司副总工程师、工程事业部副经理、总经理助理。现任公司副总经理。\n\n马家顺，男，1968 年出生，博士学位，高级经济师。曾任民生证券公司副总裁，上海浦东发展（集团）有限公司投资发展部总经理、房地产发展部总经理，上海浦东发展置业有限公司党委委员、副总经理，上海南汇建设投资有限公司执行董事、总经理、法定代表人。现任公司副总经理兼董事会秘书。\n\n李军代，男，1967 年出生，硕士学位，教授级高级工程师。曾任上海浦东路桥建设股份有限公司建设管理部经理、市政工程事业部经理、副总工程师、总工程师。现任公司副总经理。\n\n粘本鹏，男，1973 年出生，硕士学位，一级建造师，高级工程师。曾任上海浦东路桥��设股份有限公司市政工程事业部副经理、总经理助理、职工监事。现任公司副总经理、沥青产业事业部总经理。"} +{"pdf_name": "20784099_116.pdf", "language": "zh", "markdown": "公司管治\n\n# 董事会成员多元化\n\n截至2021年12月31日，本公司董事会现有14名成员，其中执行董事5名、非执行董事3名、独立非执行董事6名，每位董事的简历均载于本报告 “董事、监事、高级管理人员和员工情况” 部分。就本公司所知，董事会成员之间在财务、业务、家属或其他重大相关方面不存有任何关系。本公司董事会的人数、构成符合法律、监管要求和《公司章程》规定。根据《公司章程》等有关规定，董事由股东大会选举产生，任期三年 ；董事任期届满，可以连选连任，但独立非执行董事累计的任职时间不得超过六年。本公司第十二届董事会任期自2021年3月起至2023年年度股东大会之日结束。\n\n็ٰࡃ⮱㦐θч㏱᜽ͧ㦐θчᰶ᩵۠ゃ᣽ӈγ͇̀ᩜᠮ\n\n∔喝ԍᖛ᝖㜟\u0013\u0011\u0013\u0012Ꭰ\u0012\u0013ᰴ\u0014\u0012ᬑȠ"} +{"pdf_name": "20784099_117.pdf", "language": "zh", "markdown": "# 公司治理报告\n\n# 报告期内董事会召开情况\n\n
会议届次召开日期会议决议
第十一届董事会第二十次会议2021年2月3日会议审议通过了《关于审议公司2020年年度报告及摘要的议案》、《公\n司2020年度财务决算报告》、《公司2020年度利润分配预案》及《关于\n推荐第十二届董事会董事候选人的议案》等议案。
第十二届董事会第一次会议2021年3月25日会议审议通过了《关于审议第十二届董事会专业委员会组成及相关工\n作细则的议案》、《关于选举第十二届董事会董事长的议案》等议案。
第十二届董事会第二次会议2021年4月22日会议审议通过了《公司2021年第一季度报告》及《截至2021年3月31日\n止3个月的未经审核业绩公布》、《关于审议2021年度核心人员持股计\n划参与情况的议案》等议案。
第十二届董事会第三次会议2021年4月30日会议审议通过了《关于聘任公司合规负责人的议案》及《关于签订北大\n方正集团重整投资协议的议案》。
第十二届董事会第四次会议2021年8月26日会议审议通过了《关于审议公司2021年中期报告及摘要的议案》、《关\n于派发2021年中期股息的议案》及《关于审议回购公司股份的议案》等\n议案。
第十二届董事会第五次会议2021年10月27日会议审议通过了《公司2021年第三季度报告》及《截至2021年9月30日\n止九个月的未经审核业绩公布》、《关于审议2022年资产配置计划的议\n案》等议案。
第十二届董事会第六次会议2021年12月9日会议审议通过了《关于推荐董事候选人的议案》。
"} +{"pdf_name": "20781362_52.pdf", "language": "zh", "markdown": "将按照资金状况和募集资金管理制度，将多余部分用于与主营业务相关的营运资金项目，继续加大研发、销售等方面的投入或用于产业链相关的兼并收购；超募资金不得用于持有交易性金融资产和可供出售的金融资产、借予他人款项、委托理财（现金管理除外）等财务性投资或者开展证券投资、衍生品投资等高风险投资，不得直接或者间接投资于以买卖有价证券为主要业务的公司。"} +{"pdf_name": "20781362_53.pdf", "language": "zh", "markdown": "# 第三节 本次发行概况\n\n# 一、本次发行的基本情况\n\n（一）股票种类：人民币普通股（A 股）\n\n（二）每股面值：人民币 1.00 元\n\n（三）发行股数：本次发行均为新股，不安排股东公开发售股份。本次拟发行股份不超过 79,267,940 股，且占发行后总股本的比例不低于 25%，超额配售部分不超过本次新股发行总数的 15%。若全额行使超额配售选择权，则本次发行股票的数量不超过 91,158,131 股，不超过发行后总股本的 27.71%\n\n（四）每股发行价格：【】元/股\n\n（五）保荐人相关子公司拟参与战略配售的情况：保荐机构将安排相关子公司参与本次发行战略配售，具体按照上交所相关规定执行。保荐机构及其相关子公司后续将按要求进一步明确参与本次发行战略配售的具体方案，并按规定向上交所提交相关文件\n\n（六）发行后每股收益：【】元/股（按本公司 2018 年度经审计的、扣除非经常性损益前后孰低的归母净利润除以本次发行后且未考虑本次发行的超额配售选择权时的总股本计算）\n\n（七）发行市盈率：【】倍（每��发行价格与发行后每股收益之比）\n\n（八）每股净资产：\n\n1、发行前每股净资产：4.67 元/股（根据本公司 2018 年 12 月 31 日经审计归属于母公司所有者的净资产除以发行前总股本计算）\n\n2、发行后每股净资产：【】元/股（根据本公司 2018 年 12 月 31 日经审计归属于母公司所有者的净资产和本次发行募集资金净额之和除以本次发行后且未考虑本次发行的超额配售选择权时的总股本计算）\n\n（九）发行市净率：【】倍（每股发行价格与发行后每股净资产之比）\n\n（十）发行方式：本次发行采用向战略投资者定向配售、网下向询价对象询价配售与网上资金申购发行相结合的方式或者中国证监会或中国其他监管机构"} +{"pdf_name": "3430661_23.pdf", "language": "zh", "markdown": "# 附三：烟台杰瑞石油服务集团股份有限公司主要财务数据及财务指标（合并口径）\n\n
财务数据(单位：万元)2012201320142015.9
货币资金96,596.73108,905.28248,625.10210,408.28
短期投资(交易性金融资产)0.000.001,209.031,153.82
应收账款净额92,497.00160,509.26204,390.79190,210.47
存货净额94,921.76180,222.56227,667.85233,316.71
其他应收款6,290.664,952.729,063.917,235.47
长期投资23,631.8727,799.596,327.7713,796.55
固定资产(合计)82,606.05127,218.44205,705.45212,197.19
总资产468,384.72689,092.121,118,181.891,135,044.19
其他应付款3,164.104,989.3810,637.8111,480.87
短期债务74,860.41117,248.80112,430.26174,368.46
长期债务2,000.002,116.780.0023,686.50
总债务76,860.41119,365.58112,430.26198,054.96
净债务-19,736.3210,460.29-136,194.84-12,353.33
总负债152,259.93285,381.34303,888.77332,932.85
财务性利息支出1,286.153,131.352,726.021,674.03
资本化利息支出0.000.0024.83--
所有者权益（含少数股东权益）316,124.79403,710.78814,293.12802,111.34
营业总收入(主营业务收入)238,402.97370,023.27446,060.21190,479.71
三费前利润(主营业务利润)100,257.54158,782.73199,283.0258,452.26
投资收益3,283.674,359.196,289.433,778.05
EBIT76,765.40118,442.33147,471.2417,242.52
EBITDA81,232.89128,319.44162,804.99--
经营活动产生现金净流量17,468.6450,970.1745,780.26-13,134.75
投资活动产生现金净流量-68,159.57-43,727.32-150,167.83-96,112.77
筹资活动产生现金净流量41,091.679,615.71242,613.0481,325.01
现金及现金等价物净增加额-9,803.3812,523.67137,326.10-27,135.28
资本支出49,626.4042,712.6661,010.2633,055.15
\n\n
财务指标2012201320142015.9
营业毛利率(主营业务毛利率)(%)42.7443.7145.4331.90
三费收入比(%)12.5012.6813.4023.44
EBITDA/ 营业总收入(主营业务收入)(%)34.0734.6836.50--
总资产收益率(%)19.8620.4716.322.04*
流动比率(X)2.341.832.912.86
速动比率(X)1.701.192.152.09
存货周转率(X)1.821.511.190.75*
应收账款周转率(X)3.292.932.441.29*
资产负债率(%)32.5141.4127.1829.33
总资本化比率(%)19.5622.8212.1319.80
短期债务/总债务(%)97.4098.23100.0088.04
经营活动净现金/总债务(X)0.230.430.41-0.09*
经营活动净现金/短期债务(X)0.230.430.41-0.10*
经营活动净现金/利息支出(X)13.5816.2816.64-7.85
总债务/EBITDA(X)0.950.930.69--
EBITDA/短期债务(X)1.091.091.45--
EBITDA 利息倍数(X)63.1640.9859.18--
\n\n注：以上财务报表均按新会计准则编制；2015 年三季度报表未经审计；加“\\*”数据已经过年化。"} +{"pdf_name": "3430661_24.pdf", "language": "zh", "markdown": "# 附四：基本财务指标的计算公式\n\n长期投资=可供出售金融资产+持有至到期投资+长期股权投资\n\n固定资产合计=投资性房地产+固定资产+在建工程+工程物资+固定资产清理+生产性生物资产+油气资产\n\n短期债务=短期借款+交易性金融负债+应付票据+一年内到期的非流动负债\n\n长期债务 ＝ 长期借款＋应付债券\n\n总债务 ＝ 长期债务＋短期债务\n\n净债务=总债务-货币资金\n\n三费前利润=营业总收入-营业成本-利息支出-手续费及佣金收入-退保金-赔付支出净额-提取保险合同准备金净额-保单红利支出-分保费用-营业税金及附加\n\nEBIT（息税前盈余）＝ 利润总额＋计入财务费用的利息支出\n\nEBITDA（息税折旧摊销前盈余）＝EBIT＋折旧＋无形资产摊销＋长期待摊费用摊销\n\n资本支出=购建固定资产、无形资产和其他长期资产支付的现金\n\n营业毛利率=（营业收入-营业成本）/营业收入\n\n三费收入比=（财务费用+管理费用+销售费用）/营业总收入\n\n总资产收益率 ＝ EBIT / 总资产平均余额\n\n流动比率 ＝ 流动资产 / 流动负债\n\n速动比率 ＝（流动资产－存货） / 流动负债\n\n存货周转率 ＝营业成本 / 存货平均净额\n\n应收账款周转率 ＝营业总收入净额 / 应收账款平均净额\n\n资产负债率 ＝ 负债总额 / 资产总额\n\n总资本化比率 ＝ 总债务 /（总债务＋所有者权益（含少数股东权益））\n\nEBITDA 利息倍数 ＝ EBITDA /（计入财务费用的利息支出+资本化利息支出）"} +{"pdf_name": "11754370_4.pdf", "language": "zh", "markdown": "哈哈哈哈哈哈哈哈哈(8888)哈8888哈\n\n(哈哈哈，哈哈哈)\n\n# 四、 哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈(哈)\n\n(三) 哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。\n\n(四) 哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。哈哈，哈哈哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈；哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈。哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。哈哈，哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。\n\n(五) 哈哈哈哈哈哈哈哈哈哈哈、哈哈哈哈哈(哈哈哈哈)，哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。\n\n(六) 哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈、哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈哈哈。哈哈哈哈哈哈、哈哈哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈。\n\n哈哈哈哈哈哈哈哈哈哈哈哈哈哈、哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈，哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈哈。\n\n哈哈哈哈哈哈\n\n哈哈哈哈哈哈(哈哈哈哈哈哈)\n\n哈哈哈哈\n\n哈哈 • 哈哈哈\n\n8888 哈 8 哈 88 哈\n\n
哈哈哈哈哈哈哈哈
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"} +{"pdf_name": "11754370_5.pdf", "language": "zh", "markdown": "
资 产附注2018 年2017 年\n12 月 31 日2017 年\n1 月 1 日2017 年\n12 月 31 日2017 年\n1 月 1 日
12 月 31 日合并合并母公司母公司
流动资产
货币资金七(1)101,147,553907,306,94386,046,631905,353,55780,473,395
应收票据及应收\n账款七(2)786,667143,3501,181,513143,3501,181,513
预付款项七(3)394,746988,978185,807988,978185,807
其他应收款七(4)10,684,784481,474,074605,747,401505,877,366712,189,792
流动资产合计112,865,020789,180,945015,825,543591,890,790474,784,276
非流动资产
长期股权投资六---10,596,59610,596,596
投资性房地产七(5)6,030,596,5962,820,596,5962,820,596,5962,820,596,5962,820,596,596
固定资产七(6)290,476311,19135,979311,19135,979
递延所得税资产七(7)5,280,12318,869,483-18,869,483-
非流动资产合计6,036,154,9192,839,623,0142,820,035,9792,849,623,0142,830,035,979
资产总计6,718,485,9393,438,053,0193,125,835,4953,500,990,9443,434,810,129
"} +{"pdf_name": "8405607_245.pdf", "language": "zh", "markdown": "# 合規顧問\n\n我們已根據上市規則第3A.19條及第19A.05條委任申銀萬國融資（香港）有限公司出任我們的合規顧問。根據上市規則第3A.23條，我們必須在以下情況及時諮詢及（如需要）徵詢合規顧問的意見：\n\n(1) 刊發任何監管公告、通函或財務報告之前；\n\n(2) 擬進行可能屬須予披露或關連交易（包括但不限於股份發行及股份購回事宜）；\n\n(3) 本集團擬按本招股章程所詳述方式以外的方式動用全球發售所得款項，或本集團的業務活動、發展或經營業績偏離本招股章程所載任何預測、估計或其他資料時；及\n\n(4) 聯交所向本公司查詢有關我們股份價格或交投量出現不尋常波動時。\n\n根據上市規則第19A.06條，(1)合規顧問將及時告知本公司有關上市規則的任何修訂或補充及任何適用於我們的新訂或經修訂香港法例、規例或守則。在不限制上市規則第3A章一般性的情況下，合規顧問將就上市規則及適用法律法規的持續規定向我們提供意見；及(2)合規顧問將作為我們與香港聯交所溝通的額外渠道。\n\n合規顧問的任期自上市日期開始，並將於本公司就有關上市日期後首個完整財政年度財務業績符合上市規則第13.46條規定當日結束，且該項委任可經雙方協議後予以延長。"} +{"pdf_name": "8405607_246.pdf", "language": "zh", "markdown": "截至本招股章程發佈日期，本公司的註冊股本為人民幣165,000,000元，分為165,000,000股，每股面值為人民幣1.0元的內資股。\n\n假設超額配股權未獲行使，則本公司於緊隨全球發售後的股本將會如下：\n\n
股份數目股份說明佔股本總額\n概約百分比
157,929,000內資股67.0%
70,710,000本公司根據全球發售將予發行的H股30.0%
7,071,000本公司（代表售股股東）根據全球發售將予提呈出售的H股(1)3.0%
235,710,000100%
\n\n假設超額配股權獲悉數行使，則本公司於緊隨全球發售後的股本將會如下：\n\n
股份數目股份說明佔股本總額\n概約百分比
156,868,400內資股63.7%
81,316,000本公司根據全球發售將予發行的H股33.0%
8,131,600本公司（代表售股股東）根據全球發售將予提呈出售的H股(1)3.3%
246,316,000100%
\n\n附註：\n\n(1) 按照中國有關減少國有股份的相關法規，售股股東須各自向社保基金理事會轉讓合計相當於本公司根據全球發售將予發行的新股數目10%的內資股或按全球發售項下的發售價向社保基金理事會支付相等的現金，或二者結合。社保基金理事會於2013年10月22日指示我們就出售銷售股份及將自出售銷售股份所得款項匯付至社保基金理事會指定的賬戶作出安排。請亦參閱「－減少國有股」分節。\n\n# 我們的股份\n\n內資股及H股均屬於本公司股本中的普通股。H股只能以港元認購及買賣，而內資股則只能以人民幣認購及買賣。除若干中國合資格境內機構投資者外，中國法人或自然人一般不可認購或買賣H股，而內資股則僅供中國法人或自然人、合資格境外機構投資者及符合條件的境外策略性投資者認購及買賣。我們必須以港元支付所有H股股息，並以人民幣支付所有內資股股息。"} +{"pdf_name": "2438859_46.pdf", "language": "zh", "markdown": "收益和利润分配以外所有者权益的其他变动，调整长期股权投资的账面价值并计入资本公积。在确认应享有被投资单位净损益的份额时，以取得投资时被投资单位各项可辨认资产等的公允价值为基础，对被投资单位的净利润进行调整后确认。被投资单位采用的会计政策及会计期间与本公司不一致的，按照本公司的会计政策及会计期间对被投资单位的财务报表进行调整，并据以确认投资收益和其他综合收益。对于本公司与联营企业及合营企业之间发生的交易，投出或出售的资产不构成业务的，未实现内部交易损益按照享有的比例计算归属于本公司的部分予以抵销，在此基础上确认投资损益。但本公司与被投资单位发生的未实现内部交易损失，属于所转让资产减值损失的，不予以抵销。本公司向合营企业或联营企业投出的资产构成业务的，投资方因此取得长期股权投资但未取得控制权的，以投出业务的公允价值作为新增长期股权投资的初始投资成本，初始投资成本与投出业务的账面价值之差，全额计入当期损益。本公司向合营企业或联营企业出售的资产构成业务的，取得的对价与业务的账面价值之差，全额计入当期损益。本公司自联营企业及合营企业购入的资产构成业务的，按《企业会计准则第 20 号——企业合并》的规定进行会计处理，全额确认与交易相关的利得或损失。\n\n在确认应分担被投资单位发生的净亏损时，以长期股权投资的账面价值和其他实质上构成对被投资单位净投资的长期权益减记至零为限。此外，如本公司对被投资单位负有承担额外损失的义务，则按预计承担的义务确认预计负债，计入当期投资损失。被投资单位以后期间实现净利润的，本公司在收益分享额弥补未确认的亏损分担额后，恢复确认收益分享额。\n\n# ③收购少数股权\n\n在编制合并财务报表时，因购买少数股权新增的长期股权投资与按照新增持股比例计算应享有子公司自购买日（或合并日）开始持续计算的净资产份额之间的差额，调整资本公积，资本公积不足冲减的，调整留存收益。\n\n# ④处置长期股权投资\n\n在合并财务报表中，母公司在不丧失控制权的情况下部分处置对子公司的长期股权投资，处置价款与处置长期股权投资相对应享有子公司净资产的差额计入股东权益；母公司部分处置对子公司的长期股权投资导致丧失对子公司控制权的，按本附注四、5、（2）“合并财务报表编制的方法”中所述的相关会计政策处理。\n\n其他情形下的长期股权投资处置，对于处置的股权，其账面价值与实际取得价款的差额，计入当期损益。\n\n采用权益法核算的长期股权投资，处置后的剩余股权仍采用权益法核算的，在处置时将原计入所有者权益的其他综合收益部分按相应的比例采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理。因被投资方除净损益、其他综合收益和利润分配以外的其他所有者权益变动而确认的所有者权益，按比例结转入当期损益。"} +{"pdf_name": "2438859_47.pdf", "language": "zh", "markdown": "采用成本法核算的长期股权投资，处置后剩余股权仍采用成本法核算的，其在取得对被投资单位的控制之前因采用权益法核算或金融工具确认和计量准则核算而确认的其他综合收益，采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理，并按比例结转当期损益；因采用权益法核算而确认的被投资单位净资产中除净损益、其他综合收益和利润分配以外的其他所有者权益变动按比例结转当期损益。\n\n本公司因处置部分股权投资丧失了对被投资单位的控制的，在编制个别财务报表时，处置后的剩余股权能够对被投资单位实施共同控制或施加重大影响的，改按权益法核算，并对该剩余股权视同自取得时即采用权益法核算进行调整；处置后的剩余股权不能对被投资单位实施共同控制或施加重大影响的，改按金融工具确认和计量准则的有关规定进行会计处理，其在丧失控制之日的公允价值与账面价值之间的差额计入当期损益。对于本公司取得对被投资单位的控制之前，因采用权益法核算或金融工具确认和计量准则核算而确认的其他综合收益，在丧失对被投资单位控制时采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理，因采用权益法核算而确认的被投资单位净资产中除净损益、其他综合收益和利润分配以外的其他所有者权益变动在丧失对被投资单位控制时结转入当期损益。其中，��置后的剩余股权采用权益法核算的，其他综合收益和其他所有者权益按比例结转；处置后的剩余股权改按金融工具确认和计量准则进行会计处理的，其他综合收益和其他所有者权益全部结转。\n\n本公司因处置部分股权投资丧失了对被投资单位的共同控制或重大影响的，处置后的剩余股权改按金融工具确认和计量准则核算，其在丧失共同控制或重大影响之日的公允价值与账面价值之间的差额计入当期损益。原股权投资因采用权益法核算而确认的其他综合收益，在终止采用权益法核算时采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理，因被投资方除净损益、其他综合收益和利润分配以外的其他所有者权益变动而确认的所有者权益，在终止采用权益法时全部转入当期投资收益。\n\n本公司通过多次交易分步处置对子公司股权投资直至丧失控制权，如果上述交易属于一揽子交易的，将各项交易作为一项处置子公司股权投资并丧失控制权的交易进行会计处理，在丧失控制权之前每一次处置价款与所处置的股权对应的长期股权投资账面价值之间的差额，先确认为其他综合收益，到丧失控制权时再一并转入丧失控制权的当期损益。\n\n# 14、投资性房地产\n\n投资性房地产是指为赚取租金或资本增值，或两者兼有而持有的房地产。包括已出租的土地使用权、持有并准备增值后转让的土地使用权、已出租的建筑物等。\n\n投资性房地产按成本进行初始计量。与投资性房地产有关的后续支出，如果与该资产有关的经济利益很可能流入且其成本能可靠地计量，则计入投资性房地产成本。其他后续支出，在发生时计入当期损益。\n\n本公司采用成本模式对投资性房地产进行后续计量，并按照与房屋建筑物或土地使用权一致的政策"} +{"pdf_name": "20787899_2.pdf", "language": "zh", "markdown": "
21.中江信托增资至 30.05 亿元 股东持股比例不变 ..........................................................15
22.外贸信托总经理徐卫晖离职 传加盟宝能金控 .............................................................15
23.华信信托注册金增至 66 亿 下一轮筹资将增至 100 亿 ...............................................15
24.两年增资两次 西藏信托注册资本增至 10 亿 ...............................................................15
25.安信信托揽入泸州商业银行 6.04%股权.........................................................................15
26.东莞信托接 20 万罚单 去年 3 公司受罚合规经营要求提升 .......................................16
17.华信信托注册资本增至 66 亿元 .....................................................................................16
28.五矿信托 70 亿诉讼风波后续：上交所发函追问风险 .................................................16
29.山西信托控股股东变更为山西金控 ...............................................................................16
30.中航信托与裕丰投资达成战略合作 ...............................................................................17
31.光大信托拟增资至 100 亿力推“三化”战略....................................................................17
32.华澳信托总裁杨自理离职 下一站未必选信托 .............................................................17
免责声明................................................................................................................................18
"} +{"pdf_name": "20787899_3.pdf", "language": "zh", "markdown": "# 市场动态\n\n# 1.信托 6 月报:数量规模环比激增 收益率继续下滑\n\n# [2016.07.11 格上]\n\n根据统计，2016 年 6 月，共 51 家信托公司参与发行，成立 260 只固定收益类集合信托产品，纳入统计的 201 只产品总规模为 653.71 亿元。产品数量环比上升 43.65%，同比上升8.79%；产品规模环比上升 80.31%，同比上升 2.54%。整体来看，2016 年 6 月固定收益类集合信托产品成立数量、规模均有较大幅度的提升，6 月份也达到了近半年来产品发行的小高峰。\n\n【点评】从市场平均收益率水平来看，信托产品收益率自今年以来一路走低，年初大部分产品收益率还能维持在 7.5 以上，到目前，整体平均收益率已破“7”。\n\n# 行业动态\n\n# 1.信托业亟须建立投资者适当性制度\n\n# [2016.06.29 证券时报]\n\n随着信托业的结构转型，浮动收益类和结构化信托产品将逐渐增加。为了保护投资者利益，如何将适当的产品卖给适当的投资者至关重要。信托投资者适当性制度亟须建立。所谓的信托投资者适当性制度，即指将适当的信托产品卖给适当的投资者。这需要从行业监管、机构管理流程等各个层面推进这项制度的建设。\n\n【点评】业内人士表示，目前信托业仅对合格投资者的经济实力有明确规定，对投资者适当性的全面规定仍未建立。投资者适当性制度体系的建设，既是信托转型发展的要求，也是保护投资者权益的要求。在信托业的转型阶段关口，推出投资者适当性制度正当其时。"} +{"pdf_name": "11774067_16.pdf", "language": "zh", "markdown": "# 四 重要会计政策和会计估计(续)\n\n# (13) 职工薪酬\n\n职工薪酬是本公司为获得职工提供的服务或解除劳动关系而给予的各种形式的报酬或补偿，包括短期薪酬、离职后福利和其他长期职工福利等。\n\n# (a) 短期薪酬\n\n短期薪酬包括工资、奖金、津贴和补贴、职工福利费、医疗保险费、工伤保险费、生育保险费、住房公积金、工会和教育经费、短期带薪缺勤等。本公司在职工提供服务的会计期间，将实际发生的短期薪酬确认为负债，并计入当期损益或相关资产成本。其中，非货币性福利按照公允价值计量。\n\n# (b) 离职后福利\n\n本公司将离职后福利计划分类为设定提存计划和设定受益计划。设定提存计划是本公司向独立的基金缴存固定费用后，不再承担进一步支付义务的离职后福利计划；设定受益计划是除设定提存计划以外的离职后福利计划。于报告期内，本公司的离职后福利主要是为员工缴纳的基本养老保险和失业保险，均属于设定提存计划。于本年度，本公司不存在设定受益计划。\n\n# 基本养老保险\n\n本公司职工参加了由当地劳动和社会保障部门组织实施的社会基本养老保险。本公司以当地规定的社会基本养老保险缴纳基数和比例，按月向当地社会基本养老保险经办机构缴纳养老保险费。职工退休后，当地劳动及社会保障部门有责任向已退休员工支付社会基本养老金。本公司在职工提供服务的会计期间，将根据上述社保规定计算应缴纳的金额确认为负债，并计入当期损益或相关资产成本。\n\n# (c) 员工激励金\n\n本公司向符合一定条件的在职员工提供激励金计划，并根据预定时间表支付。本公司按照履行相关现时义务所需支出的最佳估计数进行员工激励金负债的初始计量并计入当期费用。于初始计量时，本公司综合考虑离职率和货币时间价值等因素。货币时间价值影响重大的，通过对相关未来现金流出进行折现后确定最佳估计数；因随着时间推移所进行的折现还原而导致的预计负债账面价值的增加金额，确认为利息费用。\n\n于资产负债表日，对员工激励金负债的账面价值进行复核并作适当调整，以反映当前的最佳估计数。"} +{"pdf_name": "11774067_17.pdf", "language": "zh", "markdown": "# 四 重要会计政策和会计估计(续)\n\n# (14) 政府补助\n\n政府补助为本公司从政府无偿取得的货币性资产或非货币性资产，包括税费返还、财政补贴等。\n\n政府补助在本公司能够满足其所附的条件并且能够收到时，予以确认。政府补助为货币性资产的，按照收到或应收的金额计量。政府补助为非货币性资产的，按照公允价值计量；公允价值不能可靠取得的，按照名义金额计量。\n\n与资产相关的政府补助，是指本公司取得的、用于购建或以其他方式形成长期资产的政府补助。与收益相关的政府补助，是指除与资产相关的政府补助之外的政府补助。\n\n与收益相关的政府补助，用于补偿以后期间的相关费用或损失的，确认为递延收益，并在确认相关费用的期间，计入当期损益或冲减相关成本费用；用于补偿已发生的相关费用或损失的，直接计入当期损益或冲减相关成本费用。本公司对同类政府补助采用相同的列报方式。\n\n与企业日常活动有关的政府补助纳入营业利润。与企业日常活动无关的政府补助，计入营业外收支。\n\n# (15) 递延所得税资产及递延所得税负债\n\n递延所得税资产和递延所得税负债根据资产和负债的计税基础与其账面价值的差额(暂时性差异)计算确认。对于按照税法规定能够于以后年度抵减应纳税所得额的可抵扣亏损，确认相应的递延所得税资产。对于既不影响会计利润也不影响应纳税所得额(或可抵扣亏损)的非企业合并的交易中产生的资产或负债的初始确认形成的暂时性差异，不确认相应的递延所得税资产和递延所得税负债。于资产负债表日，递延所得税资产和递延所得税负债，按照预期收回该资产或清偿该负债期间的适用税率计量。\n\n递延所得税资产的确认以很可能取得用来抵扣可抵扣暂时性差异、可抵扣亏损和税款抵减的应纳税所得额为限。\n\n同时满足下列条件的递延所得税资产和递延所得税负债以抵销后的净额列示：\n\n• 递延所得税资产和递延所得税负债与同一税收征管部门对本公司内同一纳税主体征收的所得税相关；\n\n• 本公司内该纳税主体拥有以净额结算当期所得税资产及当期所得税负债的法定权利。"} +{"pdf_name": "20786008_3.pdf", "language": "zh", "markdown": "
图 39：浦东机场货运吞吐量....................................................................................... 19
图 40：虹桥机场货运吞吐量....................................................................................... 19
图 41：深圳机场货运吞吐量....................................................................................... 20
图 42：厦门机场货运吞吐量....................................................................................... 20
图 43：铁路客运周转量 .............................................................................................. 20
图 44：铁路货运周转量 .............................................................................................. 20
图 45：铁路货运量 ..................................................................................................... 20
图 46：大秦线货运量.................................................................................................. 20
图 47：公路货运量 ..................................................................................................... 21
图 48：公路客运量 ..................................................................................................... 21
图 49：交通运输行业固定资产投资状况..................................................................... 22
图 50：交通运输子行业投资状况................................................................................ 22
图 51：交通运输行业历史 PE Band ........................................................................... 25
图 52：交通运输行业历史 PB Band ........................................................................... 25
"} +{"pdf_name": "20786008_4.pdf", "language": "zh", "markdown": "# 一、一周行情回顾\n\n# 1.1、重要宏观信息\n\n1）5 月 11 日数据显示，英国 3 月工业产出同比-0.2%，与其-0.4%，前值-0.5%修正为0.1%。英国 3 月工业产出环比 0.3%，预期 0.5%，前值-0.3%修正为-0.2%。英国 3 月制造业产出同比-1.9%，预期-1.9%，前值-1.8%修正为-1.6%。英国 3 月制造业产出环比 0.1%，预期 0.3%，前值-1.1%修正为-0.9%。\n\n2）5 月 12 日数据显示，欧元区 3 月工业产出同比 0.2%，预期 0.9%，前值 0.8%修正为 1%。欧元区 3 月工业生产环比-0.8%，预期 0.0%，前值-0.8%修正为-1.2%。\n\n3）5 月 12 日数据显示，美国 5 月 7 日当周首次申请失业救济人数 29.4 万，创 2015年 2 月以来最高，预期 27 万，前值 27.4 万。美国 4 月 30 日当周续请失业救济人数 216.1万，预期 212 万，前值 212.1 万修正为 212.4 万。\n\n4）美国能源信息署（EIA）月度报告认为原油价格上涨将促进投资，因此将美国 2017年原油产量预期由 4 月预测的日均 804 万桶上调至日均 819 万桶，并大幅上调了今年和明年的油价预期。\n\n5）5 月 10 日数据显示，中国 4 月 CPI 同比 2.3%，预期 2.3%，前值 2.3%。中国 4 月CPI 环比-0.2%,前值-0.4%。中国 4 月 PPI 同比-3.4%，预期-3.7%，前值-4.3%。中国 4月 PPI 环比 0.7%，前值 0.5%。\n\n6）路透称，中国银监会窗口指导部分城商行，要求暂停新发分级型理财产品。财新进一步指出，不仅是部分城商行，而是所有发过分级型理财产品的银行，均被窗口指导。银监会此举主要针对近期委外资金加杠杆入市。\n\n# 1.2、交运行业涨跌幅\n\n本周，沪深 300 指数报收 3075 点，下跌 1.8%；申万交运指数报收 2695 点，下跌 2.3%，落后沪深 300 指数 0.6%。交运行业上市公司本周上涨 15 家，未涨 6 家，下跌 70 家；全年上涨 2 家，未涨 1 家，下跌 88 家。"} +{"pdf_name": "20739528_265.pdf", "language": "zh", "markdown": "# 有關若干主要損益及其他全面收益表項目的討論\n\n下表概述我們分別截至二零一七年及二零一八���十二月三十一日止年度以及截至二零一八年及二零一九年四月三十日止四個月的綜合損益及其他全面收益表：\n\n
截至十二月三十一日止年度截至四月三十日止四個月
二零一七年二零一八年二零一八年二零一九年
人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
其他收入及收益 ..............3,4118,66612550
研發成本....................(32,603)(47,283)(13,371)(20,209)
行政開支....................(6,992)(8,996)(2,579)(6,870)
財務成本....................(2,961)(3,030)(999)(959)
其他開支....................(12,756)(32,967)(6,971)(410)
除稅前虧損..................(51,901)(83,610)(23,795)(28,398)
年╱期內虧損 ...............(51,901)(83,610)(23,795)(28,398)
下列各項應佔：
母公司擁有人 ..............(47,974)(83,610)(23,795)(28,398)
非控股權益 ................(3,927)–––
(51,901)(83,610)(23,795)(28,398)
\n\n
截至十二月三十一日止年度截至四月三十日止四個月
二零一七年二零一八年二零一八年二零一九年
人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
年╱期內虧損 ...............(51,901)(83,610)(23,795)(28,398)
其他全面收益╱（虧損）
隨後期間不予重新分類至\n損益的其他全面收益：
本公司換算產生的匯兌差額.....(1,654)4,331(120)(1,037)
年╱期內全面收益╱（虧損）總額 . .(53,555)(79,279)(23,915)(29,435)
下列各項應佔：
母公司擁有人 ................(49,628)(79,279)(23,915)(29,435)
非控股權益 ..................(3,927)–––
(53,555)(79,279)(23,915)(29,435)
\n\n# 收入\n\n截至二零一七年及二零一八年十二月三十一日止年度以及截至二零一八年及二零一九年四月三十日止四個月，我們並無產生任何收入。"} +{"pdf_name": "20739528_266.pdf", "language": "zh", "markdown": "# 其他收入及收益\n\n我們的其他收入及收益包括銀行利息收入、來自按公平值計入損益的股權投資的股息收入、按公平值計入損益的股權投資的公平值變動收益淨額、政府補貼及匯兌收益淨額。匯兌收益淨額指匯率變動產生的外幣交易記錄與結算之間的差額。\n\n下表概述我們截至二零一七年及二零一八年十二月三十一日止年度以及截至二零一八年及二零一九年四月三十日止四個月的其他收入及收益明細：\n\n
截至十二月三十一日止年度截至四月三十日止四個月
二零一七年二零一八年二零一八年二零一九年
人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
其他收入及收益
銀行利息收入 ................391164150
來自按公平值計入損益的\n股權投資的股息收入 ........2,0971,855––
政府補貼....................–1,480––
按公平值計入損益的股權\n投資的公平值變動收益淨額 ...–5,211––
匯兌收益淨額 ................1,275–84–
其他 .......................–4––
3,4118,66612550
\n\n# 研發成本\n\n我們的研發成本主要包括實驗室耗材及試驗成本，包括原材料和CRO服務費用；從事研發的僱員的僱傭成本，包括薪金、退休金及基於股份的薪酬等；與研究設施租賃有關的使用權資產折舊；研究和測試設備的折舊；研究專家及科學會議的諮詢費；差旅開支；研究和測試設備的維修及保養成本；運輸成本；與合作協議項下的里程碑付款有關的合作開發費及專利費用。"} +{"pdf_name": "20780200_15.pdf", "language": "zh", "markdown": "
东华科技8.4716.7313.81%-53.95%0.670.8214.30%-54.32%15.79%-5.3412.04%-1.00
合计152.08156.68103.88%-22.11%8.551.7283.78%-89.10%16.03%-7.249.40%-6.66
\n\n资料来源：Wind，长江证券研究所\n\n石油化工和煤化工双双迎来需求释放期。2015 年，国家发改委发布《石化产业规划布局方案》，提出新建炼油项目要布局在产业基地内，同时按照装置大型化、炼化一体化的要求来进行建设。因此，在未来新增的炼化产能中，大型化装置的需求有望不断提升。2017 年年初至今，新投产的炼化项目中炼油产能便达 2,300 万吨/年，2018 年-2020 年前后预计新建及改扩建的炼化产能约为 1.65 亿吨左右。\n\n表 10：我国 2017-2020+预计新增炼化一体化产能梳理\n\n
序号项目名称地点炼油能力（万吨/年）总投资（亿元）项目进展预计投产时间
1云南石化炼油工程项目云南省1,300264投产2017 年
2惠州炼化二期项目广东省1,000238投产2017 年
3华北石化（改扩建）河南500101在建2018 年
4中科合资广东炼化一体化项目一期广东湛江经济技术开发区东\n海岛新区1,000380在建2019 年
5浙江石油化工炼化一体化项目一期工程浙江舟山岱山县2,000950在建2019 年
6中东海湾炼化一体化项目河北曹妃甸工业园区1,50060 亿（美元）在建2019 年
7浙江石油化工炼化一体化项目二期项目浙江舟山岱山县2,000700拟建2020 年
8揭阳2000万/年南海炼油项目广东揭阳2,000586在建2020 年
9恒力石化炼化一体化项目恒力石化产业园（大连长兴\n岛）2,000562拟建2020 年
10一泓石油化工河北一泓浅海石油化工集团1,500400拟建2020 年
11盛虹石化炼化一体化项目江苏连云港石化基地1,600714拟建2020+
12中石化曹妃甸千万吨级炼油项目河北曹妃甸工业园区1,200268拟建2020+
13东方石化中俄炼油项目天津滨海新区南港1,300366拟建2020+
14兵器工业集团1500原料工程项目辽宁盘锦辽东湾新区1,500924拟建2020+
15中石化洛阳石化1800万t/a炼油扩能改造\n项目河南洛阳吉利区1,800260拟建2020+
\n\n资料来源：国家石油化工网，人民网，中新网等，公司官网，长江证券研究所\n\n2017 年 2 月国家能源局发布的《现代煤化工“十三五”发展指南》指出，预计到 2020 年煤制油产能为 1,300 万吨/年、煤制天然气产能为 170 亿立方米/年和低阶煤分质利用产能为 1,500 万吨/年（煤炭加工量）。届时，煤制油、煤制天然气和煤制烯烃等化工产品的产能将分别比“十二五”期末提升约 5.1 倍、5.5 倍和 1.7 倍。"} +{"pdf_name": "20780200_16.pdf", "language": "zh", "markdown": "图 23：2020 年我国新型煤化工产能将大幅攀升\n\n资料来源：《现代煤化工“十三五”发展指南》，中国石油新闻中心，长江证券研究所\n\n石油化工和煤化工产能的大量释放将使得石化与煤化���关联行业迎来需求大量释放期，助力其业绩增长。"} +{"pdf_name": "2551804_10.pdf", "language": "zh", "markdown": "速度更快等。\n\nFintech 全球融资金额爆发式增长，全面融入六大金融领域。1）Fintech 掀起全球投资热潮，根据毕马威与 CB Insights 发布的《The Pulse of Fintech: 2015 in Review》，2015 年全球 Fintech 领域吸收融资金额 191亿美元、达成 1162 笔交易，较 2011 年的 24 亿美元、457 笔交易分别增长逾 8 倍、1.5 倍。其中，已获 VC 投资的 Fintech 公司融资金额增长迅猛，2015 年达到 138 亿美元，同比增长 106%，且占总投资金额、总交易笔数比重均超过 50%。2）目前，Fintech 生态圈内业务应用领域涵盖：支付清算、借贷融资、零售银行、财富管理、保险、交易结算（数字货币等）六大金融领域，全面融入传统金融各板块，其中，支付和借贷是 Fintech最热门融资领域，数据显示，在 19 家估值达 10 亿美金以上的独角兽Fintech 公司中，有 14 家是借贷类或支付类公司，此外，近五个季度以来，此两类公司的融资金融合计占比至少达到 30%以上。\n\n图表 13：Fintech 生态圈涵盖六大金融业务领域\n\n资料来源：BI Intelligence，东吴证券研究所"} +{"pdf_name": "2551804_11.pdf", "language": "zh", "markdown": "图表 14：2011-2015 年全球 Fintech 投资金额及交易笔数\n\n资料来源：CB Insights & KPMG，东吴证券研究所\n\n图表 15：2014Q4-2015Q4 支付及借贷类 VC-backed Fintech 融资\n\n资料来源：CB Insights，东吴证券研究所\n\n# 2.2. AI 加速应用，智能投顾开启资产管理新时代\n\n人工智能受到风险资本热捧，智能投顾在全球迅猛发展。1）人工智能领域，根据 CB Insights 最新研究报告，2016 年第一季度 AI 初创公司投资交易量超过 140 笔，创下单季度历史新高（尽管投资额依然保持平稳），年度数据来看，2014 年人工智能全球投资规模爆发式增长，2015 年投资额达到 23.88 亿美元，伴随交易笔数持续增长。2）智能投顾领域，全球范围的代表公司 Betterment 于 2016 年 3 月获得 1 亿美元 E 轮融资，资产管理规模 40 亿美元，估值 7 亿美元，在过去的 15 个月，资产规模增长了近 30 亿美元；另一家代表公司 Wealtfront 于 2014 年获得 6400 万美元的 D 轮融资，目前资产管理规模 30 亿美元左右。国内而言，弥财欲打造中国版 Wealthfront，目前获得 1000 万元的天使轮融资；蓝海智投于2015 年 10 月成立，2016 年年初便获得数百万元的天使轮投资。"} +{"pdf_name": "9287416_183.pdf", "language": "zh", "markdown": "# 五、合并财务报表主要项目注释（续）\n\n# 51．每股收益\n\n基本每股收益按照归属于本公司普通股股东的本年净利润，除以发行在外普通股的加权平均数计算。\n\n基本及摊薄每股收益的具体计算如下：\n\n
2012年度2011年度
收益
归属于本公司普通股股东的本年净利润4,948,0447,476,855
股份
本公司发行在外普通股的加权平均数12,891,95512,891,955
因与国泰交叉持股抵销的加权平均数( 755,408 )( 730,453 )
12,136,54712,161,502
每股收益 (人民币元)0.410.61
\n\n本公司截止2012年12月31日，不存在稀释性潜在普通股，因此基本及摊薄每股收益相同。\n\n# 52．其他综合收益/(损失)\n\n
2012年度2011年度
按照权益法核算的在被投资单位其他综合损失\n中所享有的份额417,760( 8,538 )
外币财务报表折算差额4,510( 880,685 )
422,270( 889,223 )
"} +{"pdf_name": "9287416_184.pdf", "language": "zh", "markdown": "# 五、合并财务报表主要项目注释（续）\n\n# 53. 现金流量表项目注释\n\n# 收到的其他与经营活动有关的现金：\n\n# 其中大额的现金流量列示如下：\n\n
2012年度2011年度
补贴收入1,247,663893,280
地面服务收入549,426684,663
培训及其他维修服务收入100,453114,049
出租收入128,97999,118
广告收入26,65473,135
机上免税品销售收入34,68735,528
原材料销售收入25,98311,984
地面运输收入100,88061,951
货物分拨费51,76449,715
2,266,4892,023,423
\n\n支付的其他与经营活动有关的现金：\n\n其中大额的现金流量列示如下：\n\n
2012年度2011年度
销售佣金3,828,7383,761,080
电脑订座费、印刷费698,447703,070
租赁费及地面运输费等237,015413,246
银行手续费支出301,573314,121
系统维护使用费306,536281,837
广告及推广费209,492191,977
办公费及差旅费126,057138,084
维修费149,549129,426
物业管理及能源费128,672118,512
咨询费113,33857,970
6,099,4176,019,323
"} +{"pdf_name": "11788783_20.pdf", "language": "zh", "markdown": "# 7. INCOME TAX EXPENSE\n\n7. 所得稅開支\n\n
(Unaudited) \n（未經審核） \nThree months ended\n30 September\n截至九月三十日止三個月(Unaudited)\n（未經審核）\nSix months ended\n30 September\n截至九月三十日止六個月
2020 \n二零二零年2019 \n二零一九年2020 \n二零二零年2019\n二零一九年
HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元
Current tax – overseas 即期稅項－海外
Provision for the period 本期間撥備4608718221,764
Income tax expense 所得稅開支4608718221,764
\n\nNo provision for Hong Kong profits tax has been made in the financial statements as the Group had no assessable profit for the period (six months ended 30 September 2019: Nil).\n\nOverseas taxation represents tax charges on the estimated assessable profits of subsidiaries operating overseas including the PRC, calculated at rates applicable in the respective jurisdictions for the period.\n\n# 8. DIVIDEND\n\nNo dividend has been paid or proposed by the Company for the six months ended 30 September 2020 and 2019.\n\n由於本集團於本期間並無應課稅溢利（截至二零一九年九月三十日止六個月：無），故並無於財務報表計提香港利得稅撥備。\n\n海外稅項指就於海外（包括中國）經營之附屬公司所產生之估計應課稅溢利之稅項支出，並按期內適用於有關司法權區之稅率計算。\n\n8. 股息\n\n截至二零二零年及二零一九年九月三十日止六個月，本公司並無派付或擬派股息。"} +{"pdf_name": "11788783_21.pdf", "language": "zh", "markdown": "# 9. LOSS PER SHARE\n\nThe calculation of the basic and diluted loss per share attributable to the equity holders of the Company is based on the following:\n\n# Basic\n\n9. 每股虧損\n\n本公司權益持有人應佔每股基本及攤薄虧損乃按以下資料為基準計算：\n\n基本\n\n
(Unaudited) \n（未經審核） \nThree months ended\n30 September\n截至九月三十日止三個月(Unaudited)\n（未經審核）\nThree months ended\n30 September\n截至九月三十日止三個月
2020 \n二零二零年2019 \n二零一九年2020 \n二零二零年2019\n二零一九年
HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元
Loss attributable to the equity 本公司權益持有人\nholders of the Company 應佔虧損(8,793)(3,513)(8,955)(4,753)
Weighted average number of 已發行普通股之加權\nordinary shares in issue 平均數1,496,782,1601,496,782,1601,496,782,1601,496,782,160
Basic loss per share (HK cents) 每股基本虧損（港仙）(0.59)(0.23)(0.60)(0.32)
\n\n# Diluted\n\nDiluted loss per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume exercise/conversion of all dilutive potential ordinary shares. During the six months ended 30 September 2020, the Company has one categories of dilutive potential ordinary shares: convertible bonds (six months ended 30 September 2019: Share options and convertible bonds).\n\n攤薄\n\n每股攤薄虧損乃就假設所有潛在攤薄普通股已獲行使╱兌換而對已發行普通股的加權平均數作出調整而計算。於截至二零二零年九月三十日止六個月，本公司有一類潛在攤薄普通股：可換股債券（截至二零一九年九月三十日止六個月：購股權及可換股債券）。"} +{"pdf_name": "20756739_54.pdf", "language": "zh", "markdown": "# 4、关联方交易情况\n\n# （1）购销商品、提供和接受劳务的关联交易\n\n# ①采购商品/接受劳务情况\n\n
关联方关联交易内容本期发生额上期发生额
无锡市南方电器制造有限公司材料采购及加工服务787,690.001,874,871.05
合计787,690.001,874,871.05
\n\n# ②出售商品/提供劳务情况\n\n无\n\n# （2）关联租赁情况\n\n本公司作为承租人\n\n
出租方名称租赁资产种类本期确认的租赁费上期确认的租赁费
无锡市南方电器制造有限公司房产0.0035,000.00
\n\n# （3）关联方资产转让、债务重组情况\n\n无\n\n# （4）关联方应收应付款项\n\n# （1）应收项目\n\n
项目名称期末余额期初余额
账面余额坏账准备账面余额坏账准备
其他应收款：
蒋仕雷0.000.00600,000.000.00
合计0.000.00600,000.000.00
\n\n# （2）应付项目\n\n
项目名称期末余额期初余额
应付账款：
无锡市南方电器制造有限公司1,141,442.381,141,442.38
合计1,141,442.381,141,442.38
\n\n# (七)、股份支付\n\n无"} +{"pdf_name": "20756739_55.pdf", "language": "zh", "markdown": "# (八)、承诺及或有事项\n\n# 1、重大承诺事项\n\n无\n\n# 2、或有事项\n\n无\n\n# (九)、资产负债表日后事项\n\n# 1、重要的非调整事项\n\n无\n\n# 2、利润分配情况\n\n无\n\n# 3、销售退回\n\n无\n\n# 4、资产负债表日后划分为持有待售情况\n\n无\n\n# 5、其他重要的资产负债表日后非调整事项\n\n无\n\n# (十)、其他重要事项\n\n# 1、前期差错更正\n\n2016 年 6 月公司与无锡科技职业学院签订“无锡智能制造实训基地”合作协议，提供10 套机器人设备供学院培训使用，按协议约定每年收取一定的固定收益。公司购进设备成本在 2016 年 6 月已列入营业成本，没有在账面反映 10 套设备资产，故公司本期根据交易的实质做调整，10 套设备还原购置固定资产，冲回以前年度列入成本的设备费用。。\n\n根据《企业会计准则》的规定，公司对上述事项追溯调整了 2017 年上半年财务报表，已经董事会批准，追溯调整对公司合并报表相关项目产生的影响如下：\n\n
会计差错更正的内容受影响的报表项\n目更正前金额更正金额更正后金额
16 年 9 月公司与科技学\n院合作项目出租固定资产\n列入当期成本，作追溯调\n整营业总收入（合\n并报表）23,960,667.78-70,754.7223,889,913.06
"} +{"pdf_name": "9296157_17.pdf", "language": "zh", "markdown": "# 7 INCOME TAX IN THE CONSOLIDATED STATEMENT OF PROFIT OR LOSS (CONTINUED)\n\n# (a) Taxation in the consolidated statement of profit or loss represents: (continued)\n\n# PRC Enterprise Income Tax\n\nThe subsidiaries incorporated in the PRC are subject to the PRC Enterprise Income Tax of 25% (2020: 25%) for the year.\n\nUnder the PRC tax law, profits of the Group’s subsidiaries in the PRC (the “PRC subsidiaries”) derived since 1 January 2008 is subject to withholding income tax at rates of 5% or 10% upon the distribution of such profits to foreign investors or companies incorporated in Hong Kong or for other foreign investors, respectively.\n\nAt 30 June 2021 and 2020, no deferred tax liabilities have been recognised in respect of tax that would be payable on the unremitted profits of the PRC subsidiaries derived since 1 January 2008 as the directors of the Company is in a position to control the dividend policies of the PRC subsidiaries and no distribution of such profits is expected to be declared from the PRC subsidiaries in the foreseeable future.\n\n# Income tax from other tax jurisdictions\n\nPursuant to the rules and regulations of the Cayman Islands and the British Virgin Islands, the Group is not subject to any income tax in respective tax jurisdictions.\n\n7 綜合損益表中的所得稅（續）\n\n(a) 綜合損益表中的稅項指：（續）\n\n中國企業所得稅\n\n於中國註冊成立之附屬公司年內須按中國企業所得稅率25%（二零二零年：25%）繳稅。\n\n根據中國稅法，本集團中國附屬公司（「中國附屬公司」）自二零零八年一月���日產生的溢利須於分派有關溢利予外國投資者或於香港註冊成立的公司或其他海外投資者時分別按稅率5%或10%預扣所得稅。\n\n於二零二一年及二零二零年六月三十日，並無就自二零零八年一月一日產生的中國附屬公司未匯出溢利應付稅項確認遞延稅項負債，原因為本公司董事可控制中國附屬公司的股息政策及預期中國附屬公司不會於可見未來宣派分配有關溢利。\n\n其他稅務司法權區的所得稅\n\n根據開曼群島及英屬維爾京群島規則及規例，本集團毋須於各稅務司法權區繳納任何所得稅。"} +{"pdf_name": "9296157_18.pdf", "language": "zh", "markdown": "# 7 INCOME TAX IN THE CONSOLIDATED STATEMENT OF PROFIT OR LOSS (CONTINUED)\n\n# (b) Reconciliation between income tax expense and accounting profit/(loss) at applicable tax rates:\n\n7 綜合損益表中的所得稅（續）\n\n(b) 按適用稅率計算的所得稅開支與會計溢利╱（虧損）的對賬：\n\n
2021 \n二零二一年2020\n二零二零年
HK$’000 \n千港元HK$’000\n千港元
Profit/(loss) before taxation 除稅前溢利╱（虧損）20,847(33,307)
Notional tax expense/(credit) on profit 除稅前溢利或虧損的名義稅項\nor loss before taxation at Hong Kong 開支╱（抵免），按香港法定\nstatutory tax rate 稅率計算3,439(5,495)
Tax effect of non-taxable income 不可扣稅收入的稅務影響(4,614)(1,565)
Tax effect of non-deductible expenses 不可扣減開支的稅務影響2,1798,449
Tax effect of unused tax losses 未確認未動用稅項虧損的\nnot recognised 稅務影響1541,186
Tax effect of utilisation of tax losses 動用先前未予以確認稅務虧損的\npreviously not recognised 稅務影響(1)(33)
Effect of different tax rates of subsidiaries 附屬公司不同稅率的影響645235
Over-provision in respect of prior years 有關過往年度的超額撥備(738)(56)
Tax concession 稅務優惠(897)(211)
Income tax expense 所得稅開支1672,510
\n\n# 8 DIVIDEND\n\nThe Board does not recommend the payment of any dividend for the year ended 30 June 2021.\n\n# 9 EARNINGS/(LOSS) PER SHARE\n\n# (a) Basic earnings/(loss) per share\n\nThe calculation is based on the profit for the year attributable to owners of the Company of HK\\$19,192,000 (2020: loss of HK\\$36,719,000) and the weighted average number of ordinary shares of 540,000,000 ordinary shares (2020: 540,000,000 ordinary shares) in issue during the years.\n\n# (b) Diluted earnings/(loss) per share\n\nThe diluted earnings/(loss) per share for the years ended 30 June 2021 and 2020 is the same as the basic earnings/(loss) per share as the Company does not have any potential dilutive ordinary shares during the years ended 30 June 2021 and 2020.\n\n# 8 股息\n\n董事會不建議就截至二零二一年六月三十日止年度派付任何股息。\n\n9 每股盈利╱（虧損）\n\n(a) 每股基本盈利╱（虧損）\n\n計算乃根據有關年度本公司擁有人應佔年內溢利19,192,000港元（二零二零年：虧損36,719,000港元）及已發行普通股加權平均數540,000,000股普通股（二零二零年：540,000,000股普通股）作出。\n\n(b) 每股攤薄盈利╱（虧損）\n\n由於本公司於截至二零二一年及二零二零年六月三十日止年度並無任何潛在攤薄普通股，故截至二零二一年及二零二零年六月三十日止年度的每股攤薄盈利╱（虧損）與每股基本盈利╱（虧損）相同。"} +{"pdf_name": "2122290_18.pdf", "language": "zh", "markdown": "# 第六章 发行人偿债保障措施的执行情况以及公司债券的本息偿付情况\n\n2017 年度，发行人按照“16 国盛金”、“16 国盛控”债券募集说明书的约定较为有效执行了相关偿债保障措施。\n\n按照“16 国盛金”债券募集说明书的约定，发行人于 2017 年 12月 1 日向债券持有人支付利息 4,270 万元，无本金兑付；按照“16 国盛控”债券募集说明书的约定，发行人于 2017 年 12 月 1 日向债券持有人支付利息 10,000 万元，无本金兑付。"} +{"pdf_name": "2122290_19.pdf", "language": "zh", "markdown": "# 第七章 发行人在公司债券募集说明书中约定的其他义务的执行情况\n\n根据发行人第二届董事会第二十三次会议决议及 2016 年第二次临时股东大会决议，在出现预计不能按期偿还债券本息或者到期未能按期偿付债券本息时，发行人将至少采取如下措施：\n\n1、不向股东分配利润；\n\n2、暂缓重大对外投资、收购兼并等资本性支出项目的实施；\n\n3、调减或停发董事和高级管理人员的工资和奖金。\n\n2017 年度，未发生发行人需履行上述承诺的情形。"} +{"pdf_name": "11700303_37.pdf", "language": "zh", "markdown": "# CHAIRMAN AND GENERAL MANAGER\n\nMr. Li Jianwen and Mr. Shang Yongtian are the chairman of the Board and the general manager of the Company respectively, which are two clearly defined positions. The chairman is responsible for the effective operation of the Board while the general manager is in charge of the Group’s daily business development and management. The Company’s Articles of Association set out the respective duties and powers of the chairman and the general manager in detail.\n\n# Board committees\n\nThere are currently 3 Board committees, namely, the audit committee, the remuneration committee and the nomination committee, to assist the Board in carrying out its responsibilities.\n\n# AUDIT COMMITTEE\n\nPursuant to the resolutions passed at the Board meeting held on 27 May 2016, the audit committee (the “Audit Committee”) of the fifth session of the Board was established. The Audit Committee wholly consists of independent non-executive directors, namely Mr. Choi Onward who was appointed as the chairman, and Mr. Wang Liping and Mr. Chen Liping who were both appointed as members.\n\nThe written terms of reference of the Audit Committee are set in line with the provisions of the Corporate Governance Code. The Audit Committee provides an important link between the Board and the external auditors in matters falling within the scope of the audit of the Group, and is responsible for the review of financial information of the Company, the oversight of the Company’s financial reporting system and internal control procedures, and exercises the corporate governance functions delegated by the Board. It reviews the effectiveness of the external audit, internal controls and risk evaluation, and provides comments and suggestions to the Board.\n\n董事長及總經理\n\n本公司的董事長及總經理分別由李建文先生及商永田先生擔任，為兩個職責清楚界定的職位，董事長負責董事會的有效運作，而總經理負責集團的日常業務發展及管理。本公司公司章程中詳細列明董事長及總經理的職權。\n\n董事會轄下的委員會\n\n現任董事會轄下設立三個委員會，分別為審核委員會、薪酬委員會、提名委員會，以協助董事會履行其職責。\n\n審核委員會\n\n根據於二零一六年五月二十七日通過的董事會決議，本公司成立第五屆董事會之審核委員會，由全部獨立非執行董事組成，即蔡安活先生擔任主席，王利平先生、陳立平先生為委員。\n\n審核委員會職權範圍有關書面規定遵照《企業管治守則》守則條文訂立。審核委員會就本集團核數範圍內所涉及事項為董事會與外聘核數師之間建立重要聯繫，負責審閱本集團的財務資料，監察本公司的財務申報制度及內部監控程序，行使董事會授予的企業管治職能，負責審閱外部核數、內部控制及風險評估的有效性，並向董事會提供意見及建議。"} +{"pdf_name": "11700303_38.pdf", "language": "zh", "markdown": "Pursuant to the code provision D.3.1 of the Corporate Governance Code, the Audit Committee performed the corporate governance functions delegated by the Board during the Reporting Period, including, to develop and review the policies and practices of the Company on corporate governance and make recommendations to the Board; to review and monitor the training and continuous professional development of directors and senior management; to review and monitor the policies and practices of the Company on compliance with legal and regulatory requirements; to develop, review and monitor the code of conduct and compliance manual (if any) applicable to the directors and employees; and to review the compliance by the Company with the Corporate Governance Code and disclosure in the Corporate Governance Report.\n\nThe Audit Committee held five meetings during the Reporting Period for reviewing the accounting principles and practices adopted by the Group, discussing internal controls, financial reporting matters and corporate governance functions including a review of the 2017 annual report and the 2018 quarterly and interim results, and discussing relevant matters including matters relating to annual auditing plans of 2018 and corporate governance. The attendance records of the members of the Audit Committee attending such meetings in person are set out below:\n\n審核委員會根據董事會的授權，按照《企業管治守則》第D.3.1條的規定，履行企業管治職責，包括制訂及檢討本公司的企業管治政策及常規，並向董事會提出建議；檢討及監察關於董事及高級管理人員的培訓及持續專業發展；檢討及監察本公司在遵守法律及監管規定方面的政策及常規；制訂���檢討及監察僱員及董事的操守準則及合規手冊（如有）；及檢討本公司遵守《企業管治守則》的情況及在企業管治報告內的披露。\n\n報告期內，審核委員會召開了五次會議，審核本集團採納的會計準則及政策，討論內部控制、財務報告及企業管治事宜，包括審閱二零一七年年報、二零一八年季度及中期業績以及討論二零一八年年度審計計劃、企業管治等相關事宜。有關審核委員會委員親身出席記錄如下：\n\n
Attendance/Number of meetings\n出席╱會議次數
Mr. Choi Onward (chairman) 蔡安活先生（主席）5/5
Mr. Chen Liping 陳立平先生5/5
Mr. Wang Liping 王利平先生5/5
\n\nAs at 31 December 2018, the Audit Committee had performed the following work:\n\n1. reviewed annual and interim financial statements and the related results announcements, documents and other matters or issues raised by external auditors;\n\n截至二零一八年十二月三十一日，審核委員會曾履行的工作概述如下：\n\n1. 審閱本集團全年及中期業績報表，以及相關業績公佈、文件及外聘核數師提出的其他事宜或事項；"} +{"pdf_name": "11704814_412.pdf", "language": "zh", "markdown": "主要會計政策列載如下：\n\n# 綜合基準\n\n過往財務資料包括 貴公司及 貴公司所控制的實體及其附屬公司的財務報表。當 貴公司具有以下能力，即具有控制權：\n\n‧ 對被投資者行使權力；\n\n‧ 從參與被投資者活動而面對或有權享有不同形式的回報；及\n\n‧ 能夠運用其權力影響投資者回報。\n\n倘事實及情況反映上文所列三項控制因素其中一項或多項改變，則 貴集團會重估其是否對被投資者擁有控制權。\n\n當 貴集團取得附屬公司的控制權時，開始將該附屬公司綜合入賬；當 貴集團失去附屬公司的控制權時，則停止將該附屬公司綜合入賬。具體而言，於本年度購入或出售的附屬公司的收支已計入綜合損益及其他全面收益表。 貴集團取得控制權，直至 貴集團對該附屬公司的控制權終止當日為止。\n\n損益及其他全面收益的各個項目歸屬予 貴公司擁有人及非控股權益。附屬公司全面收入總額歸屬予 貴公司擁有人及非控股權益，即使其導致非控股權益出現虧絀。\n\n貴集團於需要時會對附屬公司的財務報表作出調整，使其會計政策與 貴集團會計政策相符。\n\n有關 貴集團成員間交易的資產及負債、權益、收入、開支及現金流量已於綜合賬目時悉數對銷。\n\n於附屬公司的非控股權益與 貴集團所持股權分開呈列，指持有人於清盤時可按比例分佔相關附屬公司淨資產的現有所有權。\n\n# 貴集團現有附屬公司權益變動\n\n貴集團附屬公司權益的變動若無導致 貴集團失去對附屬公司的控制權，則作為股權交易入賬。 貴集團相關股權組成部分及非控股權益的賬面值經調整以反映附屬公司權益的相關變動，包括相關儲備按 貴集團及非控股權益的權益比例於 貴集團及非控股權益之間重新歸屬。"} +{"pdf_name": "11704814_413.pdf", "language": "zh", "markdown": "據以調整非控股權益的數額與已付或已收代價公平值之間的任何差額於權益直接確認，並歸屬於 貴公司擁有人。\n\n倘 貴集團失去附屬公司控制權，則該附屬公司的資產及負債以及非控股權益（如有）應予終止確認。收益或虧損於損益確認，並按(i)已收取代價的公平值及任何保留權益的公平值的總額及(ii)資產（包括商譽）的賬面值，與 貴公司擁有人應佔附屬公司負債之間的差額計算得出。\n\n# 收購一間不構成業務的附屬公司\n\n貴集團收購一組不構成業務的資產及負債時， 貴集團藉由先將購買價按照各自的公平值分配至金融資產及金融負債，以識別及確認所收購的個別可識別資產及所承擔的負債，並將購買價的餘下結餘按其於購買日的相對公平值分配至其他可識別資產及負債。該等交易並不會產生商譽或議價購買收益。\n\n# 於附屬公司的投資\n\n於附屬公司的投資於 貴公司財務狀況表中按成本減任何已識別減值虧損列賬。\n\n# 收益確認\n\n收益確認以體現向客戶轉讓承諾貨品或服務的數額，並反映 貴集團預期交換該等貨品或服務而應得的代價。具體而言， 貴集團使用五個步驟確認收益：\n\n‧ 第一步：辨認與客戶訂立的合約\n\n‧ 第二步：辨認合約中的履約義務\n\n‧ 第三步：釐定交易價格\n\n‧ 第四步：分配交易價格至合約中的履約義務\n\n‧ 第五步：實體於（或就）履行一項履約義務時確認收益\n\n貴集團於（或當）完成履約責任時確認收入，即於特定履約責任相關的商品或服務的「控制權」轉讓予客戶時。"} +{"pdf_name": "9219049_139.pdf", "language": "zh", "markdown": "# 2、 同一控制下企业合并\n\n□适用 √不适用\n\n# 3、 反向购买\n\n□适用 √不适用\n\n# 4、 处置子公司\n\n是否存在单次处置对子公司投资即丧失控制权的情形\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 5、 其他原因的合并范围变动\n\n说明其他原因导致的合并范围变动（如，新设子公司、清算子公司等）及其相关情况：\n\n√适用 □不适用\n\n如下\n\n
公司名称股权取得方式股权取得时点认缴出资额[注]出资比例
上海马蹄金公司新设2021 年 8 月 12 日500 万元100.00%
皇马化工贸易公司新设2021 年 7 月 20 日1,000 万元100.00%
\n\n[注]截至 2021 年 12 月 31 日，公司对上海马蹄金公司实际出资 60 万元，对皇马化工贸易公司实际出资 500 万元\n\n# 6、 其他\n\n□适用 √不适用\n\n# 九、 在其他主体中的权益\n\n# 1、 在子公司中的权益\n\n# (1).企业集团的构成\n\n√适用 □不适用\n\n
子公司\n名称主要经营地注册地业务性质持股比例(%)取得\n方式
直接间接
绿科安公司上虞上虞制造业100.00同一控制下\n企业合并
皇马表面活性剂公司上虞上虞技术服务业100.00同一控制下\n企业合并
高福盛公司上虞上虞批发业100.00设立
皇马尚宜公司上虞上虞制造业100.00设立
皇马盛勤公司上虞上虞技术服务业100.00设立
绿科安特种聚醚公司上虞上虞技术服务业100.00设立
上海马蹄金公司上海上海批发业100.00设立
皇马化工贸易上虞上虞批发业100.00设立
\n\n在子公司的持股比例不同于表决权比例的说明：\n\n无\n\n持有半数或以下表决权但仍控制被投资单位、以及持有半数以上表决权但不控制被投资单位的依据："} +{"pdf_name": "9219049_140.pdf", "language": "zh", "markdown": "无\n\n对于纳入合并范围的重要的结构化主体，控制的依据：\n\n无\n\n确定公司是代理人还是委托人的依据：\n\n无\n\n其他说明：\n\n无\n\n# (2).重要的非全资子公司\n\n□适用 √不适用\n\n# (3).重要非全资子公司的主要财务信息\n\n□适用 √不适用\n\n# (4).使用企业集团资产和清偿企业集团债务的重大限制\n\n□适用 √不适用\n\n# (5).向纳入合并财务报表范围的结构化主体提供的财务支持或其他支持\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 2、 在子公司的所有者权益份额发生变化且仍控制子公司的交易\n\n□适用 √不适用\n\n# 3、 在合营企业或联营企业中的权益\n\n□适用 √不适用\n\n# 4、 重要的共同经营\n\n□适用 √不适用\n\n# 5、 在未纳入合并财务报表范围的结构化主体中的权益\n\n未纳入合并财务报表范围的结构化主体的相关说明：\n\n□适用 √不适用\n\n# 6、 其他\n\n□适用 √不适用\n\n# 十、 与金融工具相关的风险\n\n√适用 □不适用"} +{"pdf_name": "9292860_51.pdf", "language": "zh", "markdown": "
事、监事和高级管理人员的舞弊行为、公\n司更正已公布的财务报告、注册会计师发\n现的却未被公司内部控制识别的当期财\n务报告中的重大错报、审计委员会和审计\n部对公司的对外财务报告和财务报告内\n部控制监督无效；财务报告重要缺陷的迹\n象包括：未建立反舞弊程序和控制措施、\n对于非常规或特殊交易的账务处理没有\n建立相应的控制机制或没有实施且没有\n相应的补偿性控制、对于期末财务报告过\n程的控制存在一项或多项缺陷且不能合\n理保证编制的财务报表达到真实、准确的\n目标；财务报告一般缺陷是指除上述重大\n缺陷、重要缺陷之外的其他控制缺陷。学导致重大决策失败；违反国家法律、法规；\n重大偏离预算；制度缺失导致系统性失效；前\n期重大缺陷或重要缺陷未得到整改；管理人员\n和技术人员流失严重；媒体负面新闻频现；其\n他对公司负面影响重大的情形；非财务报告重\n要缺陷迹象：公司决策程序不科学对公司经营\n产生中度影响；违反行业规范，受到政府部门\n或监管机构处罚；部分偏离预算；重要制度不\n完善，导致系统性运行障碍；前期重要缺陷不\n能得到整改；公司关键岗位业务人员流失严\n重；媒体负面新闻对公司产生中度负面影响；\n其他对公司负面影响重要的情形；非财务报告\n一般缺陷迹象：除上述重大缺陷、重要缺陷之\n外的其他控制缺陷。
财务报告重大缺陷数量（个）0
非财务报告重大缺陷数量（个）0
财务报告重要缺陷数量（个）0
非财务报告重要缺陷数量（个）0
\n\n# 2、内部控制审计报告\n\n□ 适用 √ 不适用\n\n# 十五、上市公司治理专项行动自查问题整改情况\n\n不适用"} +{"pdf_name": "9292860_52.pdf", "language": "zh", "markdown": "# 第五节 环境和社会责任\n\n# 一、重大环保问题\n\n上市公司及其子公司是否属于环境保护部门公布的重点排污单位\n\n□ 是 √ 否\n\n报告期内因环境问题受到行政处罚的情况\n\n
公司或子公司名称处罚原因违规情形处罚结果对上市公司生产经营的影响公司的整改措施
无无无无无无
\n\n参照重点排污单位披露的其他环境信息\n\n报告期内正在申请或者新增取得的环评批复情况，相关批复、许可、资质及有效期的情况，详见第三节、二《报告期内公司从事的主要业务》。\n\n在报告期内为减少其碳排放所采取的措施及效果\n\n√适用 □ 不适用\n\n公司所有新建项目都严格履行当地环保机构的建设和验收程序，相关环保设备设置专人进行定期检修和维护，确保排放达标；固体废弃物委托具有处理资质的第三方机构进行回收处理。同时，公司主动关注新型中央真空空气处理系统等新设备、新技术在节能减排方面的应用。通过加热模块的升级优化，实现加热系统节约能源 16.58%。开发 PCR 改性材料并在汽车行业推广应用，比起常规改性材料大约可以降低 30-50%的碳排放。员工宿舍采用太阳能热水器进行热水处理；厂区变压器通过主动与供电部门协作采用新的频率调节设备，降低了由于供电频率影响造成的电力损失；通过合理安排工时，避免了反复开机造成的电力热能损失；通过淘汰落后机型提升能源使用和生产效率；通过大力推进现场 5S 管理，实现清洁生产。持续优化 OA 及 ERP 系统，推行无纸化办公，避免纸张浪费。\n\n其他环保相关信息\n\n公司及子公司在日常生产经营中认真执行环保方面的法律法规，自觉履行环境保护的社会责任。报告期内，未发生污染事故和纠纷，不存在因违反环境保护法律法规受到行政处罚的情形。\n\n# 二、社会责任情况\n\n# 1、诚信纳税，履行企业义务\n\n公司是社会价值的创造者，同时也是社会价值和公共秩序的受益者，公司始终注重企业本身的社会价值，严格履行企业社会责任，依法纳税。公司相继荣获首届深圳质量百强企业、深圳中小企业行业最佳雇主品牌、最佳企业人文奖、诚信企业、年度纳税信用等级——A级纳税人等荣誉。\n\n# 2、科技环保，助力降低碳排放\n\n除自身生产外，公司同样关注产品对于环境和社会的影响。沃特是国内最早推行欧盟RoHS和Reach质量标准的企业之一，从源头上杜绝了材料中的重金属和有毒有机物对人体和环境的危害。公司不仅关注材料的研发和生产销售，同样关注材料更新换代过程中所引发的环境问题。公司积极配合消费类电子行业领军企业开展环保工程塑料研发生产工作。公司开发的金属免喷涂、仿大理石、仿植物纤维等特殊外观效果的材料，大大减少了喷涂带来的环境污染，另外，根据下游行业需求公司推出了PC、PC/ABS、ABS等树脂的全系消费后循环材料（PCR）,为减少碳排放、节约资源贡献自己的力量。\n\n# 3、员工关怀，构建和谐环境\n\n公司建立了职业健康安全管理体系，为员工提供良好的生产保护，并根据员工建议持续改善生产条件，创造更加舒心安"} +{"pdf_name": "9305852_99.pdf", "language": "zh", "markdown": "
单位名称与公司关系金额坏账准备期末余额占应收账款总额的比例（%）
广州市永晟贸易有限公司第三方5,302,999.08134,104.217.02
八十五度（江苏）食品有限公司第三方4,319,223.9978,870.885.71
联合利华（天津）有限公司第三方3,624,075.0046,396.354.79
味可美(广州)食品有限公司第三方2,757,940.3822,967.513.65
必胜（上海）食品有限公司第三方2,560,657.9022,295.423.39
合计18,564,896.35304,634.3724.56
\n\n# 2.其他应收款\n\n# （1）分类列示\n\n
类别期末余额
账面余额坏账准备账面价值
金额比例（%）金额计提比例（%）
按信用风险特征组合计提坏账准\n备的其他应收款627,372.21100.00343,528.7154.76283,843.50
合计627,372.21100.00343,528.71283,843.50
\n\n接上表：\n\n
类别期初余额
账面余额坏账准备账面价值
金额比例（%）金额计提比例（%）
按信用风险特征组合计提坏账准\n备的其他应收款512,809.13100.00174,490.4634.03338,318.67
合计512,809.13100.00174,490.46338,318.67
\n\n# （2）组合中，按账龄分析法计提坏账准备的其他应收款\n\n
账龄期末余额坏账准备期末余额计提比例（%）
1 年以内（含 1 年）250,170.1312,508.505.00
1-2 年（含 2 年）50,202.085,020.2110.00
2-3 年（含 3 年）2,000.001,000.0050.00
3 年以上325,000.00325,000.00100.00
合计627,372.21343,528.71
\n\n# （3）本期计提、收回或转回的坏账准备情况"} +{"pdf_name": "9305852_100.pdf", "language": "zh", "markdown": "
项目本期发生额
本期计提其他应收款坏账准备169,038.25
本期收回或转回的其他应收款坏账准备
\n\n本期坏账准备转回或收回金额重要的情况：无。\n\n# （4）本期实际核销的其他应收款情况：无。\n\n# （5）按性质分类其他应收款的账面余额\n\n
款项性质期末余额期初余额
押金511,064.03411,000.00
备用金116,308.18101,809.13
合计627,372.21512,809.13
\n\n# （6）期末其他应收款金额前五名情况\n\n
单位名称款项性质期末余额账龄占其他应收款 \n总额的比例（%）坏账准备期末余额
大连商品交易所押金300,000.003 年以上47.82300,000.00
上海东方航空食品有限公司押金100,000.000-2 年（含 2 年）15.947,500.00
云南铜业股份有限公司押金76,064.031 年以内（含 1 年）12.123,803.20
柳新英备用金67,000.001 年以内（含 1 年）10.683,350.00
上海舒乐巴士汽车租赁有限公司押金20,000.003 年以上3.1920,000.00
合计563,064.0389.75334,653.20
\n\n# 3.长期股权投资\n\n
被投资单位名称期初余额本期增减变动
追加投资减少投资
太阳食品（天津）有限公司88,583,840.22
广东欧福蛋业有限公司40,000,000.00
合计88,583,840.2240,000,000.00
\n\n接上表：\n\n
本期增减变动
权益法下确认的投资损益其他综合收益调整其他权益变动现金红利
合计
\n\n接上表："} +{"pdf_name": "9291498_93.pdf", "language": "zh", "markdown": "於往績記錄期間，我們並無經歷任何僱員或客戶或任何第三方挪用現金而對我們的業務及經營業績產生重大不利影響。\n\n# 網 站\n\n於最後實際可行日期，我們經營及維護下列用作銷售及推廣用途的網站：\n\n• www.e-print.com.hk：客戶可於本網站獲取有關我們服務的所有所需資料，如印刷服務產品目錄、定價、交付時間表、門市位置及客戶服務熱線。本網站亦設有網上自助落單平臺，其包括綜合網上落單特性，旨在向客戶提供便捷快速的印刷服務。\n\n• www.e-invoice.com.hk：潛在客戶可於本網站獲取有關我們多種辦公文具產品的印刷服務資料，包括發票及收據、書刊、咭片、信封、信紙及文件夾。由於「Invoice」定位於提供訂做印刷及面對面服務，該網站並不包括網上自助落單特性。\n\n• www.design-easy.com：我們於該網站展示超過一千種文具產品模板（包括咭片、年曆咭、信封、信紙、發票簿及收據簿以及積分咭）。該等模板按產品類別、行業風格及場合分類。我們於本網站亦提供設計建議及分步指示，以便於潛在客戶訂做其印刷產品。本網站亦有網上自助落單平臺。\n\n• www.photobook1010.com：潛在客戶可於該網站下載我們內部開發的設計軟件至其桌面，用有關軟件創建用作印刷的個人化相簿及年曆咭。該網站具有允許客戶與網絡社區分享創意的特性。\n\n我 們 可 透 過「e-print」（customer.e-print.com.hk）及「設 計 易」（www.design-easy.com）的 網站上的網上自助落單平臺接收客戶落單。潛在客戶須註冊成為我們的會員並登錄該等網站，其將自動指引至各自的網上自助落單平臺進行落單。\n\n於www.photobook1010.com 下 載 設 計 軟 件「Photobook 1010」至 其 桌 面 的 客 戶 可 透 過該 軟 件 上 載 已 完 成 的 設 計 至 我 們 的 伺 服 器 進 行 落 單，印 刷 訂 單 將 自 動 指 引 至 我 們 於customer.e-print.com.hk 的網上自助落單平臺進行最終確認及付款。"} +{"pdf_name": "9291498_94.pdf", "language": "zh", "markdown": "# 其 他\n\n除上述銷售渠道外，為滿足非嫺熟科技的用戶或喜好面對面服務或於落單時向我們發出特定指示的客戶需求，客戶透過電話或電郵向我們的指定客戶支援團隊落單。於處理訂單前，我們要求客戶遞交內容檔案至門市或透過電子郵件或文件傳輸協議遞交檔案。客戶亦可透過電子郵件或文件傳輸協議以電子形式發送印刷圖像，我們指定人員將透過跟進電郵或致電向客戶確認訂單詳情。\n\n# 業務營運\n\n我們的日常運營大致分為四個階段，即接收訂單、印前加工、印刷及印後加工以及付款及交付。下圖載明我們業務營運涉及的主要步驟："} +{"pdf_name": "11700259_572.pdf", "language": "zh", "markdown": "
貴集團
於12月31日
2012年2013年2014年
人民幣千元人民幣千元人民幣千元
開發中物業包括：
土地使用權12,515,94015,514,64917,381,835
建設成本及資本化支出8,121,5379,198,4298,048,955
資本化利息975,1892,456,6893,138,692
21,612,66627,169,76728,569,482
土地使用權分析如下：
在中國大陸持有：
租約少於50年1,419,5321,738,6203,415,749
租約超過50年11,096,40813,776,02913,966,086
12,515,94015,514,64917,381,835
\n\n於2012年、2013年及2014年12月31日，賬面值分別為人民幣5,372百萬元、人民幣7,032百萬元及人民幣11,612百萬元的開發中物業已質押，作為取得人民幣3,075百萬元、人民幣3,620百萬元及人民幣4,586百萬元借款的抵押品。\n\n# 27. 已落成待售物業\n\n
貴集團
於12月31日
2012年2013年2014年
人民幣千元人民幣千元人民幣千元
已落成待售物業包括：
土地使用權547,639294,4981,766,500
建設成本及資本化支出1,102,8181,137,2313,673,067
資本化利息78,07987,000562,287
1,728,5361,518,7296,001,854
土地使用權分析如下：
在中國大陸持有：
租約少於50年–25,93865,348
租約超過50年547,639268,5601,701,152
547,639294,4981,766,500
\n\n於2012年、2013年及2014年12月31日，賬面值分別為人民幣零元、人民幣零元及人民幣35百萬元的已落成待售物業已質押，作為取得人民幣零元、人民幣零元及人民幣154百萬元借款的抵押品。"} +{"pdf_name": "11700259_573.pdf", "language": "zh", "markdown": "# 28. 以公允價值計量且變動計入損益的金融資產\n\n
貴集團
於12月31日
2012年2013年2014年
人民幣千元人民幣千元人民幣千元
上市證券：
股本證券－香港18,2018,49317,210
股本證券－美國641,509–79,365
股本證券－台灣246,080142,747–
股本證券－中國4,443,7702,652,2226,829
上市證券的市值5,349,5602,803,462103,404
非上市證券工具607,941622,4251,044,393
5,957,5013,425,8871,147,797
\n\n
貴公司
於12月31日
2012年2013年2014年
人民幣千元人民幣千元人民幣千元
非上市證券工具188,469184,296180,210
\n\n上市證券的公允價值乃根據其在活躍市場上的當前買價計量；非上市證券工具的公允價值則由管理層採用適用的估值方法進行估計。\n\n以公允價值計量且變動計入損益的金融資產的公允價值變動乃計入合併收益表內的「投資收入及收益」。"} +{"pdf_name": "3448700_9.pdf", "language": "zh", "markdown": "开铝模技术、色泽工艺等技术处于行业领先地位。\n\n但与国外、香港珠宝首饰企业相比，公司设计和营销能力相对较弱，品牌知名度也存在一定差距。明牌珠宝的上市有助于提升公司品牌价值，同时，公司募投项目之一研发设计中心项目达产后，产品的款式品种将从 5 万种增加到 15 万种，其中毛利率较高的镶嵌饰品产品的款式品种将从 1.50 万种大幅增加到 6.50 万种，研发设计能力将能够得到较大的提升；该项目计划总投资 0.52 亿元，截至 2015 年 3 月末已完成 11.73%。随着另一个募投项目生产基地项目的实施主体明牌珠宝的全资子公司浙江明牌卡利罗饰品有限公司3（以下简称“卡利罗”）和深圳明牌珠宝有限公司（以下简称“深圳明牌”）逐步投产，公司黄金饰品的生产能力逐年提升，其中，深圳明牌黄金饰品生产线于 2013年下半年正式投产，为公司带来了 5,000 千克黄金饰品生产能力，深圳明牌还自主研发了“喆娃娃”系列和蓝精灵系列等适合年轻客户群体的饰品，大幅提升了公司产品差异化和市场竞争力；卡利罗黄金饰品生产线于 2014 年投产，为公司新增 5,000 千克黄金饰品产能。\n\n表 2 2014 年及 2015 年 1～3 月国内主要珠宝首饰类上市公司经营数据比较（单位：亿元，%）\n\n
项目营业收入利润总额毛利率核心优势产品
2015年 \n1～3 月2014 年2015 年 \n1～3 月2014 年2015 年 \n1～3 月2014 年
老凤祥120.42328.354.9816.416.568.77黄金饰品
豫园商城55.00191.532.9711.6810.8510.31黄金饰品
金叶珠宝25.57103.330.401.794.234.85黄金饰品
明牌珠宝20.2068.420.672.647.658.66黄金饰品、铂金饰品
金一文化13.3560.160.461.0713.057.21黄金制品、珠宝首饰
东方金钰16.1645.432.261.3016.276.69黄金���品、玉石饰品
萃华珠宝8.7133.080.391.337.528.01黄金饰品、金条（币）
潮宏基7.4924.700.982.7534.7533.64K 金饰品、黄金饰品
\n\n数据来源：根据公开资料整理\n\n2012 年以来，公司由于订单量增长较快，另外黄金加工技术人才的短缺，公司现有产能仍然不能有效充分利用，因此公司通过外协加工来满足订单需求。公司外协加工的产量不计入公司产量内，导致产销率过高，外协生产占公司总产量的比重约为 30%左右。\n\n2013 年公司黄金饰品的销量大幅增长，主要是受到 2013 年第二季度黄金抢购潮的影响所致，2014 年黄金原材料价格持续在低价位波动，黄金的保值程度有所下降，消费者对黄金的投资需求及黄金饰品购买力有所减弱。因此，公司黄金饰品的销量同比有所下降。\n\n---\n\n3 卡利罗项目主要以生产黄金饰品、镶嵌饰品及白银制品为主，其中白银制品生产线已于 2013 年下半年正式投产，主要以生产高档银质餐具、高档茶具、宫廷用具及高档银质摆件等高档用具为主，目前，白银制品产量较低。"} +{"pdf_name": "3448700_10.pdf", "language": "zh", "markdown": "表 3 2012～2014 年及 2015 年 1～3 月公司珠宝首饰产品产能、产量和销量情况\n\n
年份项目黄金饰品（千克）铂金饰品（千克）镶嵌饰品（件）
2015 年\n1～3 月年产能4 120,000.003,000.00120,000.00
产量5,596.45464.4826,225.00
销量8,039.84341.2127,769.00
产销率（%）143.6673.46105.89
2014 年年产能20,000.003,000.00120,000.00
产量20,060.511,686.4975,847.00
销量26,336.061,161.0581,106.00
产销率（%）131.2868.84106.93
2013 年年产能15,000.003,000.00120,000.00
产量21,588.932,142.1669,739.00
销量28,829.091,428.2888,354.00
产销率（%）133.5366.67126.69
2012 年年产能10,000.003,000.00120,000.00
产量10,845.242,402.93105,673.00
销量18,689.951,772.3697,668.00
产销率（%）172.3373.7692.42
\n\n数据来源：根据公司提供资料整理\n\n2012 年以来，由于铂金面临通货膨胀的保值功能相对黄金较差，消费者对铂金的投资需求远低于黄金，因此公司铂金饰品的产量及销量逐年减少。\n\n2012 年以来，公司镶嵌饰品的产量和销量逐年减少，主要是镶嵌系列对时尚和个性化的要求较高，但公司镶嵌饰品的款式较少，不能满足一些消费者的需求。\n\n预计未来 1～2 年，公司生产基地和研发设计中心募投项目趋于稳定后，有助于公司进一步提升加工能力、研发设计能和产品竞争力。\n\n公司经营受贵金属价格波动影响较大，2013 年以来，黄金原材料价格波动下跌，公司面临一定存货跌价风险；公司采用黄金租赁方式采购原材料，有效降低了原材料价格下跌的风险\n\n公司珠宝首饰板块的生产成本主要来自于黄金、铂金、钻石等原材料，占比在 99%以上，主要通过金交所采购黄金、铂金，通过上海钻石交易所的会员单位采购镶嵌饰品所需的成品钻石。2013 年，黄金、铂金价格延续 2011 年以来震荡下行的趋势，金交所黄金现货收盘价（AU9999）从年初 331.47 元/克下跌至年末 236.46 元/克左右，下跌幅度接近 30%，黄金原材料价格的持续波动下跌使得公司对存货计提存货跌价准备，对盈利造成较大影响。2014 年以来，黄金、铂金价格一\n\n---\n\n4 其中部分产能相互间可以替换。"} +{"pdf_name": "11705197_152.pdf", "language": "zh", "markdown": "# 25. LOANS RECEIVABLE (Cont’d)\n\nAmongst all past due but not impaired loans, the secured fixed loans of HK\\$20,000,000 (2016: Nil) were secured by the collaterals with fair value (based on the quoted market price on the Stock Exchange) amounted to HK\\$17,205,279 (2016: N/A). The first mortgage loan of HK\\$3,500,000 and second mortgage loan of HK\\$1,992,826 (2016: second mortgage loan of HK1,262,288) were secured by the collaterals with fair value (based on its prevailing market price) amounted to HK\\$5,200,000 and HK\\$11,800,000 respectively (2016: second mortgage loan of HK\\$12,000,000) as at 31 December 2017. The Group did not hold any collateral in respect of the remaining individually impaired loans receivable. Over 90% of the loans receivable were subsequently settled after the end of the reporting period.\n\nThe individually impaired loans receivable relate to clients that were in financial difficulties and only a portion of the receivable was expected to be recovered. As at 31 December 2017, no collateral was held by the Group for the impaired loans receivable. As at 31 December 2016, the impaired loan of HK\\$17,440,510 was secured by collateral with fair value (based on its prevailing market price) amounted to HK\\$16,700,000. The Group did not hold any collateral in respect of the remaining individually impaired loans receivable for the year ended 31 December 2016.\n\n25. 應收貸款（續）\n\n在所有已逾期但並無減值的貸款中，有抵押定期貸款20,000,000港元（二零一六年：無）乃 以 公 平 值（基 於 聯 交 所 所 報 市 價）為17,205,279港元（二零一六年：不適用）的抵押品作為抵押。首次按揭貸款3,500,000港元及第二次按揭貸款1,992,826港 元（二 零一六年：第二次按揭貸款1,262,288港元）乃以於二零一七年十二月三十一日公平值（按其 當 時 市 價 計 量）分 別 為5,200,000港元及11,800,000港元（二零一六年：第二次按揭貸款12,000,000港元）的抵押品作為抵押。本集團並無就餘下個別減值的應收貸款持有任何抵押品。逾90%的應收貸款其後於報告期末後結付。\n\n個別減值應收貸款與陷入財政困境的客戶有關，預期僅有一部分應收款項可收回。於二零一七年十二月三十一日，本集團並無就已減值應收貸款持有任何抵押品。於二 零 一 六 年 十 二 月 三 十 一 日，減 值 貸 款17,440,510港元乃以公平值（按其當時市價計 量）達16,700,000港元的抵押品作為抵押。截至二零一六年十二月三十一日止年度，本集團並無持有任何有關餘下個別減值應收貸款的抵押品。"} +{"pdf_name": "11705197_153.pdf", "language": "zh", "markdown": "# 26. ACCOUNTS RECEIVABLE\n\n26. 應收賬款\n\n
2017 \n二零一七年2016\n二零一六年
HK$ \n港元HK$\n港元
Accounts receivable arising from business of 證券買賣業務產生的\ndealing in securities: 應收賬款：
— Clients — 客戶4,252,258—
\n\nThe aging analysis of the accounts receivable is as follows:\n\n以下為應收賬款的賬齡分析：\n\n
2017 \n二零一七年2016\n二零一六年
HK$ \n港元HK$\n港元
Past due 已逾期
— 1 to 3 months — 一至三個月4,252,258—
\n\nThe settlement terms of accounts receivable arising from the business of dealing in securities are two days after trade date or at specific terms agreed with clients.\n\nThe past due accounts receivable from clients in the amount of HK\\$4,252,258 bear an interest of 8% per annum and relate to a wide range of clients who had no recent history of default. The Group has a right to off-set the accounts receivable from these clients by the securities held by the Group on behalf of such clients. At 31 December 2017, the total market value of their portfolios of securities was approximately HK\\$7,700,000 (2016: N/A).\n\n證券買賣業務產生的應收賬款之結算期為交易日後兩天或按與客戶之具體協議條款而定。\n\n來自客戶的逾期應收賬款4,252,258港元以年利率8%計息，涉及多名並無近期拖欠記錄的客戶。本集團有權以本集團代該等客戶持有的證券抵銷對該等客戶之應收賬款。於二零一七年十二月三十一日，其證券組合的總市值約為7,700,000港 元（二 零一六年：不適用）。"} +{"pdf_name": "2542397_66.pdf", "language": "zh", "markdown": "# 25. 政府补助\n\n# (1)、与资产相关的政府补助判断依据及会计处理方法\n\n与资产相关的政府补助，是指本公司取得的、用于购建或以其他方式形成长期资产的政府补助，包括购买固定资产或无形资产的财政拨款、固定资产专门借款的财政贴息等。\n\n本公司能够满足政府补助所附条件，且能够收到政府补助时，确认为政府补助。\n\n本公司采用收益法中的总额法核算政府补助。\n\n与资产相关的政府补助，确认为递延收益，按照所建造或购买的资产使用年限分期计入营业外收入；\n\n本公司对于已确认的政府补助需要返还的，如存在相关递延收益的，���减相关递延收益账面余额，超出部分计入当期损益；如不存在相关递延收益的，直接计入当期损益。\n\n# (2)、与收益相关的政府补助判断依据及会计处理方法\n\n与收益相关的政府补助，是指除与资产相关的政府补助之外的政府补助。\n\n与收益相关的政府补助，用于补偿本公司以后期间的相关费用或损失的，取得时确认为递延收益，在确认相关费用的期间计入当期营业外收入；用于补偿本公司已发生的相关费用或损失的，取得时直接计入当期营业外收入。\n\n本公司对于已确认的政府补助需要返还的，如存在相关递延收益的，冲减相关递延收益账面余额，超出部分计入当期损益；如不存在相关递延收益的，直接计入当期损益。\n\n# 26. 递延所得税资产/递延所得税负债\n\n对于可抵扣暂时性差异确认递延所得税资产，以未来期间很可能取得的用来抵扣可抵扣暂时性差异的应纳税所得额为限。对于能够结转以后年度的可抵扣亏损和税款抵减，以很可能获得用来抵扣可抵扣亏损和税款抵减的未来应纳税所得额为限，确认相应的递延所得税资产。\n\n对于应纳税暂时性差异，除特殊情况外，确认递延所得税负债。\n\n不确认递延所得税资产或递延所得税负债的特殊情况包括：商誉的初始确认；除企业合并以外的发生时既不影响会计利润也不影响应纳税所得额（或可抵扣亏损）的其他交易或事项。\n\n当拥有以净额结算的法定权利，且意图以净额结算或取得资产、清偿负债同时进行时，当期所得税资产及当期所得税负债以抵销后的净额列报。\n\n当拥有以净额结算当期所得税资产及当期所得税负债的法定权利，且递延所得税资产及递延所得税负债是与同一税收征管部门对同一纳税主体征收的所得税相关或者是对不同的纳税主体相关，但在未来每一具有重要性的递延所得税资产及负债转回的期间内，涉及的纳税主体意图以净额结算当期所得税资产和负债或是同时取得资产、清偿负债时，递延所得税资产及递延所得税负债以抵销后的净额列报。\n\n# 27. 租赁\n\n# (1)、经营租赁的会计处理方法\n\n（1）公司租入资产所支付的租赁费，在不扣除免租期的整个租赁期内，按直线法进行分摊，计入当期费用。公司支付的与租赁交易相关的初始直接费用，计入当期费用。\n\n资产出租方承担了应由公司承担的与租赁相关的费用时，公司将该部分费用从租金总额中扣除，按扣除后的租金费用在租赁期内分摊，计入当期费用。\n\n（2）公司出租资产所收取的租赁费，在不扣除免租期的整个租赁期内，按直线法进行分摊，确认为租赁相关收入。公司支付的与租赁交易相关的初始直接费用，计入当期费用；如金额较大的，则予以资本化，在整个租赁期间内按照与租赁相关收入确认相同的基础分期计入当期收益。\n\n公司承担了应由承租方承担的与租赁相关的费用时，公司将该部分费用从租金收入总额中扣除，按扣除后的租金费用在租赁期内分配。"} +{"pdf_name": "2542397_67.pdf", "language": "zh", "markdown": "# (2)、融资租赁的会计处理方法\n\n（1）融资租入资产：公司在承租开始日，将租赁资产公允价值与最低租赁付款额现值两者中较低者作为租入资产的入账价值，将最低租赁付款额作为长期应付款的入账价值，其差额作为未确认的融资费用。公司采用实际利率法对未确认的融资费用，在资产租赁期间内摊销，计入财务费用。公司发生的初始直接费用，计入租入资产价值。\n\n（2）融资租出资产：公司在租赁开始日，将应收融资租赁款，未担保余值之和与其现值的差额确认为未实现融资收益，在将来收到租金的各期间内确认为租赁收入。公司发生的与出租交易相关的初始直接费用，计入应收融资租赁款的初始计量中，并减少租赁期内确认的收益金额。\n\n# 28. 重要会计政策和会计估计的变更\n\n# (1)、重要会计政策变更\n\n√适用 □不适用\n\n其他说明\n\n# （1）执行财政部于 2014 年修订及新颁布的企业会计准则\n\n经本公司第四届董事会第六次会议审议通过，对财政部于 2014 年修订及新颁布的下列企业会计准则，采用追溯调整法：\n\n《企业会计准则—基本准则》（修订）、《企业会计准则第 2 号——长期股权投资》（修订）、《企业会计准则第 9 号——职工薪酬》（修订）、《企业会计准则第 30 号——财务报表列报》（修订）、《企业会计准则第 33 号——合并财务报表》（修订）、《企业会计准则第 37 号——金融工具列报》（修订）、《企业会计准则第 39 号——公允��值计量》、《企业会计准则第 40 号——合营安排》、《企业会计准则第 41 号——在其他主体中权益的披露》。\n\n执行上述企业会计准则的主要影响如下：\n\n本公司根据《企业会计准则第 2 号——长期股权投资》（修订）将本公司对被投资单位不具有共同控制或重大影响，并且在活跃市场中没有报价、公允价值不能可靠计量的投资从长期股权投资中分类至可供出售金融资产核算，并进行了追溯调整。\n\n本公司根据《企业会计准则第 30 号-财务报表列报》(修订)，将递延收益、长期应付职工薪酬、其他综合收益单独列报，并对可比期间的数据按照当期的列报要求进行追溯调整。\n\n本公司根据《企业会计准则第 33 号——合并财务报表》(修订)，对子公司之间出售资产所发生的未实现内部交易损益，应当按照母公司对出售方子公司的分配比例在―归属于母公司所有者的净利润‖和―少数股东损益‖之间分配抵销。公司按上述规定对合并财务报表核算进行调整并对前期相关科目进行追溯调整。\n\n上述会计政策变更追溯调整对财务报表的主要影响如下：\n\n
受影响的报表科目2013 年 12 月 31 日/2013 年度影响金额
调整前金额调整后金额
长期股权投资1,414,040,902.101,366,975,388.21-47,065,513.89
可供出售金融资产19,938,798.0067,004,311.8947,065,513.89
递延收益392,467,423.57392,467,423.57
一年内到期的非流动负债5,933,561.685,933,561.68
其他非流动负债398,400,985.25-398,400,985.25
应付职工薪酬297,462,051.84292,644,755.83-4,817,296.01
长期应付职工薪酬4,817,296.014,817,296.01
资本公积641,854,561.67614,145,050.47-27,709,511.20
其他综合收益27,709,511.2027,709,511.20
未分配利润2,622,627,458.632,622,726,087.9198,629.28
少数股东权益1,787,921,015.091,787,822,385.81-98,629.28
归属母公司的净利润50,182,634.8449,110,585.43-1,072,049.41
少数股东损益257,018,547.81258,090,597.221,072,049.41
"} +{"pdf_name": "20791558_222.pdf", "language": "zh", "markdown": "# 14 SUBSIDIARIES (CONTINUED)\n\n# (a) Details of the principal subsidiaries at 31 December 2020 are set out below: (Continued)\n\n14 附屬公司（續）\n\n(a) 於二零二零年十二月三十一日，主要附屬公司的詳情載列如下：（續）\n\n
Name of companies \n公司名稱Principal \nactivities \nand place \nof operation \n主要活動及 \n營運地點Particulars of issued share\ncapital and debt securities\n已發行股本及債務證券細節Ownership\ninterest held \nby the Group (%)\n由本集團 \n持有的擁有權權益 (%)Ownership\n interest held\nby non-controlling\n interests (%)\n由非控制性權益 \n持有的擁有權權益 (%)Note\n附註
2020 \n二零二零年2019\n二零一九年2020\n二零二零年2019\n二零一九年
Shenzhen Redco Zhangzhewu\n Health Investment\n Development Co., Ltd.\n深圳力高長者屋健康投資發展有限公司Medical and\n Health services\n in PRC\n在中國的醫療及\n 保健服務Registered RMB29,400,000\nPaid up RMB18,000,000\n已登記人民幣 29,400,000 元\n已繳足人民幣 18,000,000 元100%———3, L
Shenzhen Zhongtian Yunlian\n Technology Development\n Co., Ltd.\n深圳中天雲聯科技發展有限公司Software \n invention\n in PRC\n在中國開發軟件Registered RMB10,000,000\nPaid up RMB nil\n已登記人民幣 10,000,000 元\n已繳足人民幣零元100%———3, L
Shenzhen Yujian Youju Real\n Estate Consulting Co., Ltd.\n深圳遇見優居置業諮詢有限公司Property sales\n  planning\n in PRC\n在中國物業銷售及\n規劃Registered RMB5,000,000\nPaid up RMB nil\n已登記人民幣 5,000,000 元\n已繳足人民幣零元100%———3, L
Wuhu Forest Property Management\n Co., Ltd.\n蕪湖市森林物業管理有限公司Property \n management \n in PRC\n在中國管理物業Registered RMB5,000,000\nPaid up RMB5,000,000\n已登記人民幣 5,000,000 元\n已繳足人民幣 5,000,000 元51%—49%—3, L
Jiangmen Yujia Property Service \n Co., Ltd. \n江門市御嘉物業服務有限公司Property\n service in PRC\n在中國的物業服務Registered RMB500,000\nPaid up RMB350\n已登記人民幣 500,000 元\n已繳足人民幣 350 元70%—30%—3, L
Yantai Ruilong Dongsheng \n Real Estate Co., Limited\n煙台瑞龍東晟置業有限公司Property \n development \n in the PRC\n在中國開發物業Registered RMB 875,000,000\nPaid up RMB 866,250,000\n已登記人民幣875,000,000元\n已繳足人民幣 866,250,000 元30%\n（Note (xi)）\n（附註 (xi)）100%70%—3, L
\n\nNote:\n\n1: Incorporated in British Virgin Islands\n\n2: Incorporated in Hong Kong\n\n3: Incorporated in the PRC\n\n4: Incorporated in Singapore\n\nL: Register as limited liability company\n\nW: Register as wholly owned foreign enterprise\n\nS: Register as sino-foreign equity joint venture\n\n附錄：\n\n1： 於英屬處女群島註冊成立\n\n2： 於香港註冊成立\n\n3： 於中國註冊成立\n\n4： 於新加坡註冊成立\n\nL： 登記為有限責任公司\n\nW： 登記為外商獨資企業\n\nS： 登記為中外合資合營企業"} +{"pdf_name": "20791558_223.pdf", "language": "zh", "markdown": "# 14 SUBSIDIARIES (CONTINUED)\n\n# (a) Details of the principal subsidiaries at 31 December 2020 are set out below: (Continued)\n\nNote:\n\n(i) Although the Group owns not more than half of the equity interest in Redco Investment (International) Co., Ltd. (“Redco Investment”), it is able to control the financing and operating decisions since the Group and the other shareholder agreed that the directors of the Group have the casting vote in the Board of Directors’ meeting for resolution of operating and major decisions. The decisions are made by simple majority. It follows that the Group should consolidate Redco Investment as a subsidiary in the Group’s financial statements.\n\n(ii) As the 31% shareholder of Huaiyuan Yide City Development Co., Ltd. (“Huaiyuna Yide”) has granted its voting rights to the Group, the Group owns more than half of the voting rights in Huaiyuna Yide. The decisions are made by simple majority. It follows that the Group should consolidate Huaiyuna Yide as a subsidiary in the Group’s financial statements.\n\n(iii) Although the Group owns not more than half of the equity interest in Jiangxi Redco Guocheng Real Estate Development Co., Ltd. (“Jiangxi Redco Guocheng”), it is able to control more than half of the voting rights by virtue of the fact that 2 out of 3 directors of Jiangxi Redco Guocheng are elected by the Group and the board of Jiangxi Redco Guocheng is able to direct the activities of Jiangxi Redco Guocheng which significantly affect the returns. The decisions are made by simple majority. It follows that the Group should consolidate Jiangxi Redco Guocheng as a subsidiary in the Group’s financial statements.\n\n14 附屬公司（續）\n\n(a) 於二零二零年十二月三十一日，主要附屬公司的詳情載列如下：（續）\n\n附註：\n\n(i) 儘管本集團擁有力高投資（國 際 ）有 限 公 司（「力 高 投資」）的股權不超過一半，惟由於本集團及其他股東同意本集團董事於董事會會議上可就涉及經營及重大決策的決議案投決定票，故本集團可控制該公司的財務及經營決定。有關決定按簡單多數制作出。因此，本集團將力高投資作為附屬公司於本集團財務報表綜合入賬。\n\n(ii) 由於懷遠毅德城發展有限公司（「懷遠毅德」）的 31% 股東已向本集團授出其投票權，故本集團擁有懷遠毅德的超過一半投票權。有關決定按簡單多數制作出。因此，本集團將懷遠毅德作為附屬公司於本集團財務報表綜合入賬。\n\n(iii) 儘管本集團擁有江西力高國誠地產開發有限公司（「江西力高國誠」）的股權不超過一半，惟由於江西力高國誠三名中有兩名董事由本集團選出，且江西力高國誠的董事會可以領導江西力高國誠對回報產生巨大影響的活動，故本集團可控制超過一半的投票權。有關決定按簡單多數制作出。因此，本集團將江西力高國誠作為附屬公司於本集團財務報表綜合入賬。"} +{"pdf_name": "9280693_358.pdf", "language": "zh", "markdown": "本 附 錄 所 載 資 料 並 不 構 成 載 於 本 招 股 章 程 附 錄 一 由 本 公 司 申 報 會 計 師 致 同（ 香港 ）會計師事務所有限公司（ 香港執業會計師 ）編製的會計師報告（「會計師報告」）的一 部 分， 載 入 本 文僅 供 說 明 用 途。 未 經 審 核備 考 財 務 資料 應 與 本 招股 章 程「 財 務 資料」一���及本招股章程附錄一所載會計師報告一併閱讀。\n\n# A . 未經審核備考經調整合併有形資產淨值報表\n\n下文為 根據創 業板上 市規則第 7.31段 編製的 本集團未 經審核 備考經 調整合 併有形 資產 淨值 的說 明報 表 ，以 供說 明股 份發 售 對於 2017 年 6 月 30 日 本 公司 股權 持有 人應佔本集團合併有形資產淨值的影響，猶如股份發售已於2017年6月30日進行。\n\n編製本集團未經審核備考經調整合併有形資產淨值報表，僅供說明用途，且基於 其假 設性 質， 未必 能 夠真 實反 映倘 股份 發 售於 2017 年 6 月 30 日 或 任何 未來 日期 完成，本公司股權持有人應佔本集團的合併有形資產淨值。其乃按本招股章程附錄一會 計師 報告 所載 於2017 年 6 月30 日 本公 司 股權 持有 人應 佔本 集團 經 審核 合併 有形 資產淨值編製，並作出下述調整。\n\n
於2017年\n6月30日\n本公司\n股權持有人\n應佔本集團\n經審核合併\n有形資產淨值股份發售\n估計所得\n款項淨額本公司股權\n持有人應佔本集\n團未經審核備考\n經調整合併有形\n資產淨值本公司股權持有人應佔\n每股本集團未經審核備考\n經調整合併有形資產淨值
人民幣千元人民幣千元人民幣千元人民幣港元
（ 附註1） （ 附註2） （ 附註3） （ 附註5）
按發售價每股\n0.43港元計算26,68339,52266,2050.120.14
"} +{"pdf_name": "9280693_359.pdf", "language": "zh", "markdown": "附註：\n\n(1) 於2017年6月30日本公司股權持有人應佔經審核合併有形資產淨值乃摘錄自本招股章程附錄一之會計師報告，並以於2017年6月30日本公司股權持有人應佔本集團經審核合併有形資產淨值約人民幣28,953,000元減於2017年6月30日的無形資產約人民幣2,270,000元為基準。\n\n(2) 股份發售估計所得款項淨額乃基於140,000,000股發售股份按發售價每股股份0.43港元計算，已扣除於2017年6月30日之後預期本集團將產生的相關估計包銷佣金及費用以及其他相關費用。\n\n(3) 本公 司 股權 持 有 人應 佔 每 股本 集 團未 經 審 核備 考 經 調整 合 併有 形 資 產淨 值 乃 按560,000,000股股份（ 即預期於緊隨資本化發行及股份發售完成後已發行的股份數目）為基準釐定。\n\n(4) 概無就於2017年6月30日本公司股權持有人應佔本集團未經審核備考經調整合併有形資產淨值作出調整，以反映本集團於2017年6月30日後的任何交易結果或訂立的其他交易。\n\n(5) 就 編 製 此 未 經 審 核 備 考 經 調 整 合 併 有 形 資 產 淨 值 報 表 ， 人 民 幣 金 額 已 按 人 民 幣 0.8868 元 兌1.00港元的匯率換算為港元。"} +{"pdf_name": "20779585_172.pdf", "language": "zh", "markdown": "# 14. INVESTMENT PROPERTIES (Continued)\n\n# Fair value hierarchy (Continued)\n\n14. 投資物業（續）\n\n公平值等級（續）\n\n
Fair value measurement as at \n31 March 2019 using\n於二零一九年三月三十一日公平值計量，使用Total\n總計
Quoted prices \nin active \nmarkets\n於活躍市場之\n報價\n(Level 1) \n（級別一）Significant \nobservable \ninputs\n重大可觀察\n輸入數據\n(Level 2) \n（級別二）Significant \nunobservable \ninputs \n重大不可觀察\n輸入數據 \n(Level 3)\n（級別三）
HK$’000 \n千港元HK$’000 \n千港元HK$’000 \n千港元HK$’000\n千港元
Recurring fair value 就以下項目進行之\nmeasurement for: 經常性公平值\n計量：
Hotel properties 酒店物業——203,229203,229
Commercial properties 商業物業及停車位\nand car park spaces——828,360828,360
——1,031,5891,031,589
"} +{"pdf_name": "20779585_173.pdf", "language": "zh", "markdown": "# 14. INVESTMENT PROPERTIES (Continued)\n\n# Fair value hierarchy (Continued)\n\nDuring the year, there were no transfers of fair value measurements between Level 1 and Level 2 and no transfers into or out of Level 3 (2019: Nil).\n\nReconciliation of fair value measurements categorised within Level 3 of the fair value hierarchy:\n\n14. 投資物業（續）\n\n公平值等級（續）\n\n於年內，級別一與級別二之間並無公平值計量之轉撥，亦無轉撥至或轉撥自級別三（二零一九年：無）。\n\n分類為公平值等級級別三內之公平值��量之對賬：\n\n
Hotel\nproperties\n酒店物業Commercial \nproperties and \ncar park spaces\n商業物業及\n停車位
HK$’000 \n千港元HK$’000\n千港元
Carrying amount at 1 April 2018 於二零一八年四月一日\n之賬面值193,375837,750
Net gain from a fair value adjustment 來自已確認公平值調整\nrecognised 收益淨額22,23044,226
Exchange realignment 匯兌調整(12,376)(53,616)
Carrying amount at 31 March 2019 於二零一九年三月\nand 1 April 2019 三十一日及二零一九年\n四月一日之賬面值203,229828,360
Net gain/(loss) from a fair value 來自已確認公平值調整\nadjustment recognised 收益╱（虧損）淨額(23,430)672
Exchange realignment 匯兌調整(12,159)(49,572)
Carrying amount at 31 March 2020 於二零二零年三月\n三十一日之賬面值167,640779,460
"} +{"pdf_name": "20792559_99.pdf", "language": "zh", "markdown": "# 2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)\n\nIf the Three Customers exercise their rights to issue the rescission notices to the Group, the Group might engage legal counsels to defend the Group through arbitration proceedings concerning about the validity of the rescission notices issued by the Three Customers. If the result of the arbitrations is unfavorable to the Group, the Group will be required to return the abovementioned payments together with the Interests to the Three Customers.\n\nAlso, the Directors are of the opinion that, taking into account the measures as above, the Group will have sufficient working capital to meet its financial obligations as they fall due in the next twelve months from this consolidated financial statements were authorised to issue. Accordingly, the Directors believe that the consolidated financial statements should be prepared on a going concern basis. However, the eventual outcome is uncertain, should the going concern assumption be inappropriate, and/or the Group fails to reach agreement with the abovementioned Three Customers and the Group is required to repay all the payments paid to the Group as well as the Interests, adjustments may have to be made to reverse related revenue and cost of sales, to recognise impairment on work in progress vessels, to provide for further foreseeable loss that might arise, and to reclassify non-current assets and non-current liabilities as current assets and current liabilities respectively.\n\n2. 綜合財務報表編製基準（續）\n\n倘三名客戶行使權利向本集團發出撤銷通知，本集團或會聘請法律顧問透過仲裁程序針對三名客戶所發出撤銷通知的有效性為本集團進行抗辯。倘仲裁結果對本集團不利，本集團將須向三名客戶退還上述款項連同利息。\n\n此外，董事認為，經考慮上述措施，本集團將有足夠營運資金履行其自本綜合財務報表獲授權發佈之日起未來十二個月之到期財務責任。因此，董事認為，綜合財務報表應按持續經營基準編製。然而，最終的結果並不明確，倘持續經營假設不適用，及╱或本集團未能與上述三名客戶達成協議，本集團須償還支付予本集團的所有款項以及有關利息，並可能須作出調整，以撥回相關收益及銷售成本，就在造船舶確認減值，就可能產生的進一步可預見虧損計提撥備，以及分別將非流動資產及非流動負債重新分類為流動資產及流動負債。"} +{"pdf_name": "20792559_100.pdf", "language": "zh", "markdown": "# 3. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”)\n\n# Amendments to HKFRSs that are mandatorily effective for the current year\n\nIn the current year, the Group has applied a number of amendments to HKFRSs issued by the Hong Kong Institute of Certified Public Accountants (“HKICPA”) that are mandatorily effective for an accounting period that begins on or after 1 January 2016. These amendments have been applied by the Group for the first time in the current year unless otherwise specified. The impacts of these amendments are described below.\n\n
Amendments to HKFRS 11Accounting for Acquisitions of \nInterest in Joint Operations
Amendments to Hong Kong \nAccounting Standard \n(“HKAS”) 1Disclosure Initiative
Amendments to HKAS 16 \nand HKAS 38Clarification of Acceptable \nMethods of Depreciation \nand Amortisation
Amendments to HKAS 16 \nand HKAS 41Agriculture: Bearer Plants
Amendments to HKFRS 10, \nHKFRS 12 and HKAS 28Investment Entities: Applying \nthe Consolidation Exception
Amendments to HKFRSsAnnual Improvements to \nHKFRSs 2012-2014 Cycle
\n\nThe application of the amendments to HKFRSs in the current year has had no material impact on the Group’s financial performance and positions for the current and prior years and/or on the disclosures set out in these consolidated financial statements.\n\n3. 採用新訂及經修訂之香港財務報告準則（「香港財務報告準則」）\n\n於本年度強制生效之經修訂香港財務報告準則\n\n於本年度，本集團已採用若干由香港會計師公會（「香港會計師公會」）頒佈之於二零一六年一月一日或之後開始之會計期間強制生效之經修訂香港財務報告準則。除另有說明外，本集團已於本年度首次應用該等修訂本。該等修訂本的影響列述如下。\n\n
香港財務報告準則\n第11號修訂本收購合營業務權益的會\n計處理方法
香港會計準則\n（「香港會計準則」）\n第1號修訂本主動披露
香港會計準則第16號及\n香港會計準則第38號\n修訂本澄清可接受的折舊及攤\n銷方法
香港會計準則第16號及\n香港會計準則第41號\n修訂本農業：生產性植物
香港財務報告準則\n第10號、香港財務報告\n準則第12號及香港會計\n準則第28號修訂本投資實體：應用綜合入\n賬例外情況
香港財務報告準則修訂本二零一二年至二零一四\n年週期之年度改進
\n\n於本年度應用經修訂香港財務報告準則對本集團於本年度及過往年度之財務表現及狀況及╱或此等綜合財務報表所載之披露事項概無重大影響。"} +{"pdf_name": "9309838_162.pdf", "language": "zh", "markdown": "# （1）可变对价\n\n本公司按照期望值或最可能发生金额确定可变对价的最佳估计数，但包含可变对价的交易价格，不超过在相关不确定性消除时累计己确认收入极可能不会发生重大转回的金额。企业在评估累计已确认收入是否极可能不会发生重大转回时，同时考虑收入转回的可能性及其比重。\n\n# （2）重大融资成分\n\n合同中存在重大融资成分的，本公司按照假定客户在取得商品控制权时即以现金支付的应付金额确定交易价格。该交易价格与合同对价之间的差额，在合同期间内采用实际利率法摊销。\n\n# （3）非现金对价\n\n客户支付非现金对价的，本公司按照非现金对价的公允价值确定交易价格。非现金对价的公允价值不能合理估计的，本公司参照其承诺向客户转让商品的单独售价间接确定交易价格。\n\n# （4）应付客户对价\n\n针对应付客户对价的，将该应付对价冲减交易价格，并在确认相关收入与支付（或承诺支付）客户对价二者孰晚的时点冲减当期收入，但应付客户对价是为了向客户取得其他可明确区分商品的除外。\n\n公司应付客户对价是为了向客户取得其他可明确区分商品的，采用与本公司其他采购相一致的方式确认所购买的商品。应付客户对价超过向客户取得可明确区分商品公允价值的，超过金额冲减交易价格。向客户取得的可明确区分商品公允价值不能合理估计的，将应付客户对价全额冲减交易价格。\n\n同类业务采用不同经营模式导致收入确认会计政策存在差异的情况\n\n# 28、政府补助\n\n1.政府补助包括与资产相关的政府补助和与收益相关的政府补助。\n\n2.政府补助为货币性资产的，按照收到或应收的金额计量；政府补助为非货币性资产的，按照公允价值计量，公允价值不能可靠取得的，按照名义金额计量。\n\n3.与资产相关的政府补助，采用总额法，在相关资产使用寿命内按照合理、系统的方法分期计入损益。相关资产在使用寿命结束前被出售、转让、报废或发生毁损的，将尚未分配的相关递延收益余额转入资产处置当期的损益。\n\n4.与收益相关的政府补助，用于补偿以后期间的相关费用或损失的，确认为递延收益，在确认相关费用的期间，计入当期损益；用于补偿已发生的相关费用或损失的，直接计入当期损益。\n\n5.对于同时包含与资产相关部分和与收益相关部分的政府补助，区分不同部分分别进行会计处理；难以区分的，整体归类为与收益相关的政府补助。\n\n6.本公司将与本公司日常活动相关的政府补助按照经济业务实质计入其他收益或冲减相关成本费用；将与本公司日常活动无关的政府补助，计入营业外收支。\n\n7.本公司将取得的政策性优惠贷款贴息按照财政将贴息资金拨付给贷款银行和财政将贴息资金直接拨付给本公司两种情况处理：\n\n（1）财政将贴息资金拨付给���款银行，由贷款银行以政策性优惠利率向本公司提供贷款的，本公司选择按照下列方法进行会计处理：以实际收到的借款金额作为借款的入账价值，按照借款本金和该政策性优惠利率计算相关借款费用。\n\n（2）财政将贴息资金直接拨付给本公司的，本公司将对应的贴息冲减相关借款费用。"} +{"pdf_name": "9309838_163.pdf", "language": "zh", "markdown": "# 29、递延所得税资产/递延所得税负债\n\n1.根据资产、负债的账面价值与其计税基础之间的差额（未作为资产和负债确认的项目按照税法规定可以确定其计税基础的，该计税基础与其账面数之间的差额），按照预期收回该资产或清偿该负债期间的适用税率计算确认递延所得税资产或递延所得税负债。\n\n2.确认递延所得税资产以很可能取得用来抵扣可抵扣暂时性差异的应纳税所得额为限。资产负债表日，有确凿证据表明未来期间很可能获得足够的应纳税所得额用来抵扣可抵扣暂时性差异的，确认以前会计期间未确认的递延所得税资产。\n\n3.资产负债表日，对递延所得税资产的账面价值进行复核，如果未来期间很可能无法获得足够的应纳税所得额用以抵扣递延所得税资产的利益，则减记递延所得税资产的账面价值。在很可能获得足够的应纳税所得额时，转回减记的金额。\n\n4.本公司当期所得税和递延所得税作为所得税费用或收益计入当期损益，但不包括下列情况产生的所得税：（1）企业合并；（2）直接在所有者权益中确认的交易或者事项。\n\n# 30、租赁\n\n# 1.承租人\n\n本公司为承租人时，在租赁期开始日，除选择采用简化处理的短期租赁和低价值资产租赁外，对租赁确认使用权资产和租赁负债。\n\n在租赁期开始日后，本公司采用成本模式对使用权资产进行后续计量。参照《企业会计准则第4号——固定资产》有关折旧规定，对使用权资产计提折旧。承租人能够合理确定租赁期届满时取得租赁资产所有权的，在租赁资产剩余使用寿命内计提折旧。无法合理确定租赁期届满时能够取得租赁资产所有权的，在租赁期与租赁资产剩余使用寿命两者孰短的期间内计提折旧。本公司按照《企业会计准则第8号——资产减值》的规定，确定使用权资产是否发生减值，并对已识别的减值损失进行会计处理。\n\n本公司按照固定的周期性利率计算租赁负债在租赁期内各期间的利息费用，并计入当期损益。按照《企业会计准则第17号——借款费用》等其他准则规定计入相关资产成本的，从其规定。\n\n本公司对于短期租赁和低价值资产租赁，选择不确认使用权资产和租赁负债，将短期租赁和低价值资产租赁的租赁付款额，在租赁期内各个期间按照直线法或其他系统合理的方法计入相关资产成本或当期损益。\n\n# 2.出租人\n\n# （1）融资租赁\n\n本公司作为出租人的，在租赁期开始日，对融资租赁确认应收融资租赁款，并终止确认融资租赁资产，并按照固定的周期性利率计算并确认租赁期内各个期间的利息收入。\n\n# （2）经营租赁\n\n本公司作为出租人的，在租赁期内各个期间，采用直线法或其他系统合理的方法，将经营租赁的租赁收款额确认为租金收入。将发生的与经营租赁有关的初始直接费用进行资本化，在租赁期内按照与租金收入确认相同的基础进行分摊，分期计入当期损益。\n\n对于经营租赁资产中的固定资产，本公司采用类似资产的折旧政策计提折旧；对于其他经营租赁资"} +{"pdf_name": "9287596_179.pdf", "language": "zh", "markdown": "其他说明：\n\n□适用 √不适用\n\n# 19、 其他非流动金融资产\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 20、 投资性房地产\n\n投资性房地产计量模式\n\n# (1).采用成本计量模式的投资性房地产\n\n单位：元币种：人民币\n\n
项目 房屋、建筑物 合计
一、账面原值
1.期初余额43,315,522.0943,315,522.09
2.本期增加金额
3.本期减少金额
4.期末余额43,315,522.0943,315,522.09
二、累计折旧和累计摊销
1.期初余额30,456,560.4130,456,560.41
2.本期增加金额636,057.12636,057.12
（1）计提或摊销636,057.12636,057.12
3.本期减少金额
4.期末余额31,092,617.5331,092,617.53
三、减值准备
1.期初余额
2.本期增加金额
3.本期减少金额
4.期末余额
四、账面价值
1.期末账面价值12,222,904.5612,222,904.56
2.期初账面价值12,858,961.6812,858,961.68
\n\n# (2).未办妥产权证书的投资性房地产情况\n\n□适用 √不适用\n\n其他说明\n\n□适用 √不适用\n\n# 21、 固定资产\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目 期末余额 期初余额
固定资产8,375,850,040.918,266,236,455.66
合计8,375,850,040.918,266,236,455.66
"} +{"pdf_name": "9287596_180.pdf", "language": "zh", "markdown": "其他说明：\n\n□适用 √不适用\n\n# 固定资产\n\n# (1).固定资产情况\n\n√适用 □不适用\n\n单位：元币种：人民币"} +{"pdf_name": "9235072_174.pdf", "language": "zh", "markdown": "
项目期初余额本期发生额期末余\n额
本期所得\n税前发生\n额减：前期计入\n其他综合收\n益当期转入\n损益减：前期\n计入其他\n综合收益\n当期转入\n留存收益减：所得\n税费用税后归属\n于母公司税后归属\n于少数股\n东
一、不能重分类进损益的其他综\n合收益-486,000.002,165,924.\n31865,924.3\n1325,000.0\n0975,000.0\n0489,000.\n00
其他权益工具投资公允\n价值变动-486,000.002,165,924.\n31865,924.3\n1325,000.0\n0975,000.0\n00.00489,000.\n00
二、将重分类进损益的其他综合\n收益-2,005,664.9\n7-1,230,288\n.170.000.00-1,122,173\n.15-108,115.0\n1-3,127,8\n38.12
外币财务报表折算差额-2,005,664.9\n7-1,230,288\n.17-1,122,173\n.15-108,115.0\n1-3,127,8\n38.12
其他综合收益合计-2,491,664.9\n7935,636.1\n4865,924.3\n1325,000.0\n0-147,173.1\n5-108,115.0\n1-2,638,8\n38.12
\n\n其他说明，包括对现金流量套期损益的有效部分转为被套期项目初始确认金额调整：\n\n# 58、专项储备\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额
合计0.00
\n\n其他说明，包括本期增减变动情况、变动原因说明：\n\n# 59、盈余公积\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额
法定盈余公积6,690,790.806,459,862.5113,150,653.31
合计6,690,790.806,459,862.510.0013,150,653.31
\n\n盈余公积说明，包括本期增减变动情况、变动原因说明：\n\n根据公司法、本公司章程的规定，本公司按净利润的10%提取法定盈余公积金。法定盈余公积累计额为本公司注册资本50%以上的，不再提取。\n\n本公司在提取法定盈余公积金后，可提取任意盈余公积金。经批准，任意盈余公积金可用于弥补以前年度亏损或增加股本。\n\n# 60、未分配利润\n\n单位：元"} +{"pdf_name": "9235072_175.pdf", "language": "zh", "markdown": "
项目本期上期
调整前上期末未分配利润141,411,770.7586,125,593.25
调整后期初未分配利润141,411,770.7586,125,593.25
加：本期归属于母公司所有者的净利润91,540,650.0859,555,431.84
减：提取法定盈余公积6,459,862.514,269,254.34
加：其他综合收益结转未分配利润865,924.310.00
期末未分配利润227,358,482.63141,411,770.75
\n\n调整期初未分配利润明细：\n\n1)、由于《企业会计准则》及其相关新规定进行追溯调整，影响期初未分配利润元。\n\n2)、由于会计政策变更，影响期初未分配利润元。\n\n3)、由于重大会计差错更正，影响期初未分配利润元。\n\n4)、由于同一控制导致的合并范围变更，影响期初未分配利润元。\n\n5)、其他调整合计影响期初未分配利润��。\n\n# 61、营业收入和营业成本\n\n单位：元\n\n
项目本期发生额上期发生额
收入成本收入成本
主营业务1,417,094,250.661,160,087,794.741,097,088,231.72935,301,273.26
其他业务753,167.59576,410.31645,769.57570,358.82
合计1,417,847,418.251,160,664,205.051,097,734,001.29935,871,632.08
\n\n经审计扣除非经常损益前后净利润孰低是否为负值\n\n□ 是 √ 否\n\n收入相关信息：\n\n单位：元\n\n
合同分类分部 1分部 2合计
商品类型1,417,847,418.251,417,847,418.25
其中：
电子元器件1,332,564,138.081,332,564,138.08
自主芯片72,148,543.2472,148,543.24
水冷设备2,899,122.192,899,122.19
电子元器件技术服务7,160,999.657,160,999.65
版权费收入2,321,447.502,321,447.50
其他业务收入753,167.59753,167.59
按经营地区分类
"} +{"pdf_name": "2539745_30.pdf", "language": "zh", "markdown": "# （四)、因维持当前业务并完成在建投资项目公司所需的资金需求\n\n本集团目前正在建设宁宣杭高速公路，该项目分三期建设。其中一期工程宣城至宁国段已于 2013 年 9 月通车试运营，二期工程宁国至千秋关段预计于 2015 年完工，三期工程狸桥至宣城段目前正在办理征地拆迁和相关报批工作，力争 2014 上半年开工建设。\n\n未来资本性开支计划为：\n\n单位：人民币万元\n\n
2014 年计划2015 年计划2016 年计划
一、在建项目
宁宣杭高速公路宁国至千秋关段70,00066,776
二、新建项目
宁宣杭高速公路狸桥至宣城段24,50080,00060,000
三、现有路段的改扩建项目7,000110,000230,000
合计101,500256,776290,000
\n\n本集团计划使用自有资金、银行贷款和发行公司债等方式来满足上述项目需求。\n\n# (五)、可能面对的风险\n\n在未来战略发展中，本公司将高度关注以下风险事项并积极采取有效的应对措施：\n\n# 宏观经济环境变化\n\n收费公路行业对宏观经济的变化具有敏感性。公路是促进经济发展不可或缺的交通基础设施，而宏观经济增长又直接带动公路运输需求。当前，全球经济总体低迷，我国经济也进入增长速度换挡期、结构调整阵痛期、前期刺激政策消化期，经济运行仍然面临较大下行压力，这将对本集团的收费公路项目的经营业绩产生直接影响。\n\n应对措施："} +{"pdf_name": "2539745_31.pdf", "language": "zh", "markdown": "本公司将密切关注安徽省和周边区域的经济发展状况，注重采集路网周边的经济发展数据和路网车流量及车型结构变化的特点及时分析和应对，树立和增强路网意识。尽可能降低经济环境变化对公司经营带来的负面影响。\n\n# 行业政策变化\n\n交通基础设施行业始终受到严格的政府管制，国家行业政策的变化对收费公路企业将会产生一定影响。目前，高速公路行业的舆论压力仍然存在，收费公路的公益性特征越来越强，收费公路政策可能调整，“绿色通道免费政策”以及“重大节假日小型客车免费政策”将继续完善，未来的政策发展趋势存在较大不确定性。这些都将对本集团的经济效益和管理模式产生冲击。\n\n应对措施：\n\n本集团将积极采取措施应对行业政策变化，在总结以往重大节假日免收小型客车通行费工作经验的基础上，完善实施方案，优化操作细则，全力组织落实，确保免费期间流量高峰期车辆有序通行。着力提高绿色通道车辆查验的准确性和效率，缓解收费现场保畅压力。并将就相关行业政策调整进行分析研究，积极与政府主管部门沟通，尽最大可能维护公司及投资者的利益。\n\n# 多元化出行方式和路网变化\n\n随着国家铁路路网建设的快速推进，高铁和城际快客将会大大缩短两地间的通行时间，有可能改变部分旅��的出行方式，对公路客运产生一定影响。另一方面，高速公路网的进一步加密完善，平行线路和可替代线路将不断增加，同时本集团收费公路项目周边道路的整修以及项目自身的改扩建等都会使路网的车流量发生变化，从而对本集团收费公路项目的经营业绩产生影响。\n\n应对措施："} +{"pdf_name": "11691974_94.pdf", "language": "zh", "markdown": "# 2.3 ISSUED BUT NOT YET EFFECTIVE HONG KONG FINANCIAL REPORTING STANDARDS (Continued)\n\n# (c) Amendments to HKFRS 10 and HKAS 28 (2011) address an inconsistency between the requirements in HKFRS 10 and in HKAS 28 (2011) in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The amendments require a full recognition of a gain or loss when the sale or contribution of assets between an investor and its associate or joint venture constitutes a business. For a transaction involving assets that do not constitute a business, a gain or loss resulting from the transaction is recognised in the investor’s profit or loss only to the extent of the unrelated investor’s interest in that associate or joint venture. The amendments are to be applied prospectively. The previous mandatory effective date of amendments to HKFRS 10 and HKAS 28 (2011) was removed by the HKICPA in January 2016 and a new mandatory effective date will be determined after the completion of a broader review of accounting for associates and joint ventures. However, the amendments are available for adoption now. The amendments are not expected to have any significant impact on the Group’s consolidated financial statements.\n\n# (d) Amendments to HKAS 1 and HKAS 8 provide a new definition of material. The new definition states that information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those consolidated financial statements. The amendments clarify that materiality will depend on the nature or magnitude of information. A misstatement of information is material if it could reasonably be expected to influence decisions made by the primary users. The Group expects to adopt the amendments prospectively from 1 July 2020. The amendments are not expected to have any significant impact on the Group’s consolidated financial statements.\n\n2.3 已頒佈但未生效之香港財務報告準則（續）\n\n(c) 香港財務報告準則第10號及香港會計準則第28號（二零一一年）（修訂本）涉及香港財務報告準則第10號及香港會計準則第28號（二零一一年）於處理有關投資者與其聯營公司或合營企業之間的資產出售或注資規定之不一致性。該等修訂本規定，當投資者與其聯營公司或合營企業之間的資產出售或注資構成一項業務時，須確認全數收益或虧損。當交易涉及不構成一項業務之資產時，由該交易產生之收益或虧損於該投資者之損益賬內確認，惟僅以不相關投資者於該聯營公司或合營企業之權益為限。該等修訂本將按未來適用基準應用。香港會計師公會已於二零一六年一月剔除香港財務報告準則第10號及香港會計準則第28號（二零一一年）（修訂本）先前之強制生效日期，而新強制生效日期將於完成對聯營公司及合營企業之更廣泛會計審閱後釐定。然而，該等修訂本現時可供採納。該等修訂本預期不會對本集團之綜合財務報表造成任何重大影響。\n\n(d) 香港會計準則第1號及香港會計準則第8號（修訂本）提供重大之新定義。新定義訂明，倘資料遺漏、失實或含糊不清，而合理預期可能會影響用作一般用途之財務報表之主要使用者按該等綜合財務報表作出之決定，則資料屬重大。該等修訂本澄清，重要性將視乎資料性質或重要性而定。倘資料失實可能合理預期影響主要使用者作出之決定，則屬重大。本集團預期自二零二零年七月一日起按未來適用基準採納該等修訂本。該等修訂本預期不會對本集團之綜合財務報表造成任何重大影響。"} +{"pdf_name": "11691974_95.pdf", "language": "zh", "markdown": "# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES\n\n# Interests in associates\n\nAn associate is an entity in which the Group has a long-term interest of generally not less than 20% of the equity voting rights and over which it is in a position to exercise significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies.\n\nThe Group’s investments in associates are stated in the consolidated statement of financial position at the Group’s share of net assets under the equity method of accounting, less any impairment losses.\n\nAdjustments are made to bring into line any dissimilar accounting policies that may exist.\n\nThe Group’s share of the post-acquisition results and other comprehensive income of associates is included in the consolidated statement of profit or loss and consolidated other comprehensive income. In addition, when there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes, when applicable, in the consolidated statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and its associates are eliminated to the extent of the Group’s investments in the associates, except where unrealised losses provide evidence of an impairment of the assets transferred. Goodwill arising from the acquisition of associates is included as part of the Group’s investments in associates.\n\n# Business combinations and goodwill\n\nBusiness combinations are accounted for using the acquisition method. The consideration transferred is measured at the acquisition date fair value which is the sum of the acquisition date fair values of assets transferred by the Group, liabilities assumed by the Group to the former owners of the acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree that are present ownership interests and entitle their holders to a proportionate share of net assets in the event of liquidation either at fair value or at the proportionate share of the acquiree’s identifiable net assets. All other components of non-controlling interests are measured at fair value. Acquisition-related costs are expensed as incurred.\n\n2.4 主要會計政策概要\n\n聯營公司權益\n\n聯營公司是指本集團擁有一般不少於20%股份投票權之長期權益並且本集團對其可行使重大影響力的實體。重大影響力為參與投資對象的財務及營運政策決定的權利，惟並非控制或共同控制該等政策。\n\n本集團於聯營公司的投資乃採用權益會計法按本集團分佔的資產淨值減任何減值虧損後，在綜合財務狀況表中列賬。\n\n已就可能存在之任何不一致會計政策作出調整，以使其一致。\n\n本集團應佔聯營公司的收購後業績及其他全面收益乃分別計入綜合損益及其他綜合全面收益表。此外，當聯營公司的權益內直接確認一項變動，則本集團在適當情況下會在綜合權益變動表確認其應佔的任何變動。本集團與其聯營公司交易的未變現盈虧按本集團應佔該聯營公司的投資撤銷，惟未變現虧損提供已轉讓資產減值的憑證則除外。收購聯營公司所產生的商譽列為本集團於聯營公司的投資之一部分。\n\n業務合併及商譽\n\n業務合併乃使用收購法入賬。已轉讓總代價以被收購方於收購日期的公平值（為本集團轉讓資產於收購日期的公平值總和）以及本集團承擔的被收購方前擁有人的負債計量。於各業務合併中，本集團選擇是否以公平值或被收購方可識別資產淨值的應佔比例，計算於被收購方屬現時擁有人權益的非控股權益，並賦予擁有人權利，於清盤時按比例分佔實體的淨資產。非控股權益之一切其他成分乃按公平值計量。收購相關成本於產生時計入支出。"} +{"pdf_name": "11781630_8.pdf", "language": "zh", "markdown": "合作品牌\n\nNo. of Brands\n\n5,000+\n\n合作重奢品牌\n\nNo. of Luxury Brands\n\n80+\n\n中國重奢門店數量\n\nNo. of Luxury Stores in China\n\nNo. 1\n\n會員數量\n\nNo. of Membership\n\n\\~15million"} +{"pdf_name": "11781630_9.pdf", "language": "zh", "markdown": "萬象城，中國購物中心行業的領跑者，引領全新的生活方式與消費潮流。\n\nAs the forerunner in China’s shopping malls, MIXc has been leading new trend of lifestyle."} +{"pdf_name": "2438983_47.pdf", "language": "zh", "markdown": "# （二十五）财务费用\n\n
费用性质本期发生额（2018 年 1-6 月）上期发生额（2017 年 1-6 月）
利息收入-3,197.76-90,416.19
费用化利息支出65,950.52
汇兑损失-442,445.43284,425.42
手续费110,156.92104,936.91
合计-269,535.75298,946.14
\n\n# （二十六）资产减值损失\n\n
项 目本期发生额（2018 年 1-6 月）上期发生额（2017 年 1-6 月）
坏账损失805,271.54-215,629.73
合计805,271.54-215,629.73
\n\n说明：本期资产减值损失 80.52 万元，较上年同期增长 102.09 万元，增长率-473.45%，主要原因为应收账款和其他应收款计提坏账损失增加 102.09 万元\n\n# （二十七）营业外收入\n\n# 1. 分类列示\n\n
项 目本期发生额上期发生额（2017 年\n1-6 月）计入当期非经��性损益的金额
政府补助1,962,255.00156,507.001,962,255.00
合计1,962,255.00156,507.001,962,255.00
\n\n说明：本期营业外收入金额196.23万元，较上期15.65万元增加180.58万元，增长率1153.87%，主要原因为本期收到财政所及金融局上市挂牌补助合计120万元奖励外贸出口大户12万元电子商务补贴款20万元。\n\n# 2. 计入当期损益的政府补助\n\n
补助项目本期发生金额上期发生金额\n（2017 年 1-6\n月）与资产相关/与收益相关
收信保补贴442,255.00140,507.00与收益相关
收商务委补贴款16,000.00与收益相关
天津市金融工作局上市挂牌专项资金补助1,000,000.00与收益相关
天津市静海区区直属园区财政所股改挂牌补贴200,000.00与收益相关
天津市静海区区直属园区财政所电子商务平台补贴200,000.00与收益相关
天津市静海区区直属园区财政所出口大户补贴120,000.00与收益相关
合计1,962,255.00156,507.00-
"} +{"pdf_name": "2438983_48.pdf", "language": "zh", "markdown": "# （二十八）营业外支出\n\n
项 目本期发生额上期发生额（2017 年\n1-6 月）计入当期非经常性损益的金额
1．罚没及滞纳金支出6,074.9614,578.376,074.96
合计6,074.9614,578.376,074.96
\n\n# （二十九）所得税费用\n\n# 1.分类列示\n\n
项 目本期发生额（2018 年 1-6 月）上期发生额（2017 年 1-6 月）
所得税费用1,961,108.901,493,151.19
其中：当期所得税2,162,426.791,439,243.76
递延所得税-201,317.8953,907.43
\n\n# 2.所得税费用（收益）与会计利润关系的说明\n\n
项目本期发生额（2018 年 1-6\n月）上期发生额（2017 年 1-6\n月）
利润总额8,396,909.515,576,304.36
按法定[或适用]税率计算的所得税费用2,099,227.381,394,076.09
某些子公司适用不同税率的影响
对以前期间当期所得税的调整-236,673.2430,979.27
归属于合营企业和联营企业的损益
无须纳税的收入
不可抵扣的费用98,554.7668,095.83
税率变动对期初递延所得税余额的影响
以前年度已确认递延所得税的可抵扣暂时性差异\n和可抵扣亏损的影响
未确认的可抵扣暂时性差异和可抵扣亏损的影响
所得税费用合计1,961,108.901,493,151.19
\n\n# （三十）现金流量表项目注释\n\n# 1.收到的其他与经营活动有关的现金\n\n
项目本期发生额（2018 年 1-6 月）上期发生额（2017 年 1-6 月）
备用金及其他往来款2,799,401.811,999,657.17
利息收入及补贴收入1,965,452.76348,923.19
合计4,764,854.572,348,580.36
"} +{"pdf_name": "9301935_36.pdf", "language": "zh", "markdown": "# （二）产业链及其他业务主要子公司和参股公司情况\n\n单位：万元\n\n
序\n号公司名称权益注册资本总资产净资产2021 年度\n营业收入2021 年\n度营业\n利润2021 年度\n（归母）\n净利润2020 年度\n（归母）\n净利润增长率
1深圳市果菜贸易有限公司（注 1）100.00%13,00055,18735,24122,4926,5985,9701,274368.60%
2深圳市集贸市场有限公司（非并表）（注 2）50.00%3,12311,5155,4224,3821,3651,01059270.61%
3深圳前海农产品交易所股份有限公司（注 3）100.00%20,0008,4271,28825,5765918-971101.85%
4深圳市深农厨房有限公司（注 4）100.00%5,00016,6274,43571,27948434789289.89%
5深圳市大白菜科技有限公司100.00%5,0002,6151,8072,609139138170-18.82%
6深圳市农产品小额贷款有限公司75.00%10,00029,85013,5733,2311,25693980316.94%
7深圳市农产品融资担保有限公司（非并表）（注 5）40.00%12,50014,64414,542058543,991-98.65%
8深圳凯吉星农产品检测认证有限公司（非并表）（注 6）36.05%3,0005,6384,8095,131-291-173519-133.33%
9深圳市深农置地有限公司（注 7）100.00%10,00011,4287,4943,26943841678433.33%
10深圳市深农振兴乡村产业发展有限公司100.00%5,0004,6143,0594,9126159-100.00%
11深圳市深粮控股股份有限公司（非并表）8.23%115,254766,962469,6911,012,87347,03742,87240,5095.83%
12深圳市中农网有限公司（非并表）（注 8）30.93%50,9001,447,605112,0414,744,9032,4251,15166872.31%
\n\n注：1、报告期，果菜公司净利润同比增加，主要系因旧改本期取得回迁房确认资产处置收益；\n\n2、报告期，集贸公司净利润同比增加，主要系上年应对疫情影响实施免租等优惠政策，报告期收入同比增加所致；\n\n3、报告期，前海交易所净利润同比增加，主要系扶贫商品销售同比增加所致；\n\n4、报告期，深农厨房净利润同比增加，主要系食材和冻品配送业务同比增加所致；\n\n5、报告期，担保公司净利润同比减少，主要系上年同期收回债权并转回以前年度计提坏账准备，报告期无所致；\n\n6、报告期，凯吉星检测公司净利润同比减少，主要系政府检测服务业务同比减少所致；\n\n7、报告期，深农置地净利润同比增加，主要系上年应对疫情影响实施免租等优惠政策，报告期收入同比增加所致；\n\n8、报告期，中农网净利润同比增加，主要系报告期受新冠疫情影响降低，业务毛利同比增加所致。"} +{"pdf_name": "9301935_37.pdf", "language": "zh", "markdown": "# 十、公司控制的结构化主体情况\n\n□ 适用 √ 不适用\n\n# 十一、公司未来发展的展望\n\n# （一）农产品批发市场行业面临的机遇与挑战\n\n农产品批发市场承担着我国农产品流通的重任，机遇与挑战并重。一是城市高质量发展，居民消费结构也在持续升级，需求侧变化下，人民对美好生活的向往越来越强烈，对高品质、丰富度、性价比的农产品需求越来越高，但是农产品供给侧的供应能力和质量还是不足；二是构建以国内大循环为主体、国内国际双循环相互促进的新发展格局。无论是国内大循环、抑或是国内国外双循环，都离不开现代化产业链、供应链的建设。农产品批发市场在促进产销衔接和农产品产业链建设、保障农产品有效供给，以及引导生产资源市场化配置等方面的作用日显突出。随着国家乡村振兴战略和农业供给侧结构性改革的深入推进，农业现代化进程的加快，国家明确支持大型农产品批发市场，鼓励和引导龙头企业参与农产品流通基础设施建设、现代供应链体系建设、农业全产业链开发经营、农产品品牌培育打造，促进农业转型升级；三是随着农业标准化的提升，冷链物流、柔性供应链的进步，5G、区块链技术的发展和应用，大数据的广泛应用与技术的革新，新技术的应用将催生流通新业态，智慧农业、智慧流通将改变流通模式和流通渠道，新零售这一新的商业形态在生鲜领域快速发展，此次新冠疫情推动农产品流通领域数字化的快速发展；四是各地实地农产品批发市场竞争如火如荼，大商超、新零售、电商纷纷进入农业行业，进入农业产业链中，争夺行业资源，行业竞争日趋激烈；五是随着城市化的发展，越来越多的城市面临如何优化城市空间布局。为使批发市场与城市环境相协调，许多城市将会开展对农批市场进行升级改造、异地搬迁，提升土地使用效率、扩大单体市场规模、优化市场功能布局、提��农批市场服务城市的功能；六是新冠疫情间接反映出目前我国部分农产品批发市场存在的问题，对农批市场综合服务能力、管理能力、食品安全监管、仓储和保鲜设施等提出了更高要求，强化了食品安全的责任，提升了保障供应、稳定物价等公益性要求。\n\n经过 32 年的发展，公司已形成全国性农产品批发市场网络体系，具有了丰富的农产品批发市场经营经验和资深的农批市场管理人才积累。公司坚定不移的践行“引领绿色产业，创造美好生活”的使命，深耕农批市场主业，创新经营模式，加强技术创新，全面推进信息化建设，加快农产品批发市场转型升级；深耕重点区域、重点城市，以批发市场为中心、向产业链上下游延伸，加快基地建设、加强下游渠道布局、发展“深农+”品牌体系，推进全产业链业务布局，继续保持公司在农产品流通行业的领先地位。\n\n# （二）公司 2022 年度重点工作计划\n\n2022 年是公司推进“十四五规划建设的关键一年。公司以 “标准建设年”为总揽抓好各方面工作，着力开展“数字菜篮子”探索创新，全力实现集团高质量发展。重点工作计划如下：\n\n# 1、深耕市场主业，加快农批市场转型升级\n\n以信息技术为支撑，推进市场管理、服务标准化，继续推动成熟市场挖潜增效；加强重点项目招商和培育，促进新市场释放业绩，推动亏损企业减亏扭亏；创新市场经营模式，拓展新的业务增长点；实现市"} +{"pdf_name": "20782621_343.pdf", "language": "zh", "markdown": "(v) (1)聯交所、紐約證券交易所、美國證券交易所、納斯達克全球市場、倫敦證 券 交 易 所、上 海 證 券 交 易 所、深 圳 證 券 交 易 所 或 東 京 證 券 交 易 所 的 任何全面禁止、暫停、規限或限制股份或證券買賣，或(2)有關機關宣佈全面禁止在紐約（在聯邦或紐約州級或其他主管機構）、倫敦、歐盟任何成員國、日 本、香 港 或 中 國 進 行 商 業 銀 行 活 動，或 在 或 影 響 任 何 相 關 司 法 權 區 的商業銀行活動或外匯買賣或證券結算或交收服務中斷；或\n\n(vi) 任何相關司法權區或為該司法權區直接或間接實施任何形式的經濟制裁；或\n\n(vii) 任 何 相 關 司 法 權 區 的 稅 務 或 外 匯 管 制、貨 幣 匯 率 或 外 商 投 資 法 規 出 現 任何 重 大 變 動 或 預 期 重 大 變 動（包 括 但 不 限 於 港 元 或 人 民 幣 兌 任 何 外 國 貨 幣的 貶 值）或 實 施 任 何 外 匯 管 制；或\n\n(viii) 本 招 股 章 程「風 險 因 素」一 節 所 載 任 何 風 險 出 現 任 何 變 動 或 涉 及 預 期 變 動的發展或顯現；或\n\n(ix) 任 何 國 家、政 府、司 法、執 法 機 關、法 規 或 政 治 團 體 或 組 織（統 稱「該等組織」）對 本 集 團 任 何 成 員 公 司 或 任 何 董 事 展 開 任 何 行 動、程 序、調 查 或 查 詢或任何該等組織對本集團任何成員公司或任何董事施行或發出任何處罰、懲罰或譴責，或任何該等組織宣佈其擬進行任何以上行動；或\n\n(x) 本集團任何成員或任何董事面臨或被提起任何訴訟或申索；或\n\n(xi) 一 名 董 事 被 控 以 公 訴 罪 行、或 因 法 律 的 施 行 被 禁 止 或 因 其 他 理 由 失 去 資格參與公司的管理工作；或\n\n(xii) 本公司主席或行政總裁離職；或\n\n(xiii) 本 集 團 任 何 成 員 公 司 對 公 司（清 盤 及 雜 項 條 文）條 例、公 司 條 例、上 市 規 則或任何其他適用於全球發售的法律的任何違反；或\n\n(xiv) 本 公 司 不 論 任 何 原 因 被 禁 止 根 據 全 球 發 售 條 款 配 發 發 售 股 份（包 括 因 行 使超 額 配 股 權 而 發 行 的 任 何 額 外 股 份）；或"} +{"pdf_name": "20782621_344.pdf", "language": "zh", "markdown": "(xv) 本 招 股 章 程、相 關 發 售 通 函（或 用 於 與 認 購 發 售 股 份 有 關 的 任 何 其 他 文 件）或 全 球 發 售 任 何 方 面 不 遵 守 公 司（清 盤 及 雜 項 條 文）條 例、公 司 條 例、上 市規則或任何其他適用於全球發售的法律；或\n\n(xvi) 除 獲 得 聯 席 全 球 協 調 人 批 准 外，本 公 司 根 據 公 司（清 盤 及 雜 項 條 文）條 例、公 司 條 例、上 市 規 則 或 聯 交 所 及╱或 證 監 會 的 任 何 規 定 或 要 求 而 就 本 招股 章 程 刊 發 或 必 須 刊 發 補 充 或 修 訂（或 用 於 與 認 購 發 售 股 份 有 關 的 任 何 其他 文 件）；或\n\n(xvii) 任何債權人向本集團任何成員公司提出償還或支付任何債務或於所訂明到期日之前償還債務的有效要求；或\n\n(xviii)本 集 團 任 何 成 員 公 司 蒙 受 任 何 重 大 損 失 或 重 大 損 害（不 論 如 何 發 生 及 不 論是 否 有 投 ��� 任 何 保 險 或 可 向 任 何 人 士 提 出 索 償）；或\n\n(xix) 提 出 呈 請 將 本 集 團 任 何 成 員 公 司 結 業 或 清 盤，或 任 何 董 事 破 產，或 本 集團任何成員公司或任何董事與其債權人作出任何債務重整協議或安排或訂 立 債 務 償 還 安 排 或 通 過 將 本 集 團 任 何 成 員 公 司 結 業 的 任 何 決 議 案，或委 任 臨 時 清 盤 人、接 管 人 或 經 理 人 接 管 本 集 團 任 何 成 員 公 司 或 任 何 董 事的 全 部 或 部 分 資 產 或 業 務，或 本 集 團 任 何 成 員 公 司 或 任 何 董 事 出 現 任 何類似情況，\n\n而 在 任 何 上 述 情 況 下，聯 席 全 球 協 調 人（為 其 本 身 及 代 表 香 港 包 銷 商）全 權 絕對認為：\n\n(1) 現時或將會或可能對本集團整體的業務、管理、一般事務、財務或經營狀況或前景造成重大不利影響或可能造成損害；或\n\n(2) 已經或將會或可能對全球發售能否順利進行或推銷或定價或香港公開發售的申請水平、國際發售的踴躍程度造成不利影響；或\n\n(3) 導致或將會或可能導致根據本招股章程擬定條款及方式進行香港公開發售及╱或全球發售或寄發發售股份成為不切實可行、不明智或不適宜；或"} +{"pdf_name": "2143948_2.pdf", "language": "zh", "markdown": "发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.48-0.59 亿元，去年同期盈利约 0.55 亿元，同比增长-10%-10%。\n\n【\\*ST 瓦轴 B】预计 2016 年净利润约 0.3 亿元，将实现扭亏为盈。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.3 亿元，去年同期亏损约 0.33 亿元。\n\n【凤形股份】预计 2016 年净利润约 0.10-0.12 亿元，同比下降 58%-67%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.10-0.12 亿元，去年同期盈利约 0.29 亿元，同比下降 58%-67%。\n\n【建设机械】预计 2016 年净利润约 0.80-1.00 亿元，上年同期为约 0.06 亿元。\n\n发布 2016 年度业绩预盈预告，预计 2016 年实现上市公司股东净利润约 0.80-1.00 亿元，去年同期盈利约 0.06 亿元。\n\n【中航重机】预计 2016 年净利润约 2.6 亿元，将实现扭亏为盈。\n\n发布 2016 年度业绩预盈预告，预计 2016 年实现上市公司股东净利润约 2.6 亿元，去年同期亏损约 3.00 亿元。\n\n【天华院】预计 2016 年净利润同比减少 70%-80%。\n\n发布 2016 年度业绩预减预告，预计 2016 年实现上市公司股东净利润同比减少70%-80%，去年同期净利润约 0.36 亿元。\n\n【巨力索具】子公司收到奖补资金 1000 万。\n\n全资子公司保定巨力供热有限公司投资的集中供热改造燃煤锅炉项目于 2017 年 1 月 19日收到保定市清洁能源替代燃煤锅炉治理改造奖补资金 1,000 万元。\n\n【昌红科技】预计 2016 年净利润约 0.33-0.39 亿元，同比增长 10%-30%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.33-0.39 亿元，去年同期盈利约 0.30 亿元，同比增长 10%-30%。\n\n【中国重汽】预计 2016 年净利润约 3.90-4.46 亿元，同比增长 40%-60%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 3.90-4.4 亿元，去年同期盈利约 2.79 亿元，同比增长 40%-60%。\n\n【中国一重】预计 2016 年亏损约 57.04 亿元。\n\n发布 2016 年度业绩预减预告，预计 2016 年实现上市公司股东净利润将亏损约 57.04亿元，去年同期亏损约 17.95 亿元。\n\n# 【云内动力】2016 年度业绩预告修正。\n\n公司于 2016 年 10 月 31 日发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 1.95-2.30 亿元，此次修正后的 2016 年上市公司股东净利润约 2.15-2.50 亿元。\n\n【山推股份】预计 2016 年净利润约 0.38-0.57 亿元，将实现扭亏为盈。"} +{"pdf_name": "2143948_3.pdf", "language": "zh", "markdown": "发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.38-0.57 亿元，去年同期亏损约 8.76 亿元。\n\n【智云股份】预计 2016 年净利润约 0.92-1.00 亿元，同比增长 70%-86%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.92-1.00 亿元，去年同期盈利约 0.54 亿元，同比增长 70%-86%。\n\n【湘电股份】预计 2016 年净利润约 1.34-1.47 亿元，同比增长 111%-131%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 1.34-1.47 亿元，去年同期盈利约 0.63 亿元，同比增长 111%-131%。\n\n【斯莱克】预计 2016 年净利润约 0.98-1.17 亿元，同比增长 0%-20%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 0.98-1.17 亿元，去年同期盈利约 0.98 亿元，同比增长 0%-20%。\n\n【智度股份】预计 2016 年净利润 2.50-3.00 亿元，同比增长 7036%-8463%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润 2.5-3.00 亿元，同比增长 7036%-8463%。\n\n【兴源环境】预计 2016 年净利润约 2.14-2.45 亿元，同比增长 110%-140%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润约 2.14-2.45 亿元，去年同期盈利约 1.02 亿元，同比增长 110%-140%。\n\n【汇金股份】预计 2016 年净利润 0.38-0.50 亿元，同比下降 6%-29%。\n\n发布 2016 年度业绩预告，预计 2016 年实现上市公司股东净利润 0.38-0.50 亿元，去年同期盈利约 0.53 亿元，同比下降 6%-29%。\n\n※明日停复牌：无停牌，复牌 2 只，智度股份、经纬纺机。\n\n# 行业新闻\n\n【节能环保设备】“十三五”城镇污水处理和生活垃圾无害化处理建设规划印发，两领域投资逾 8000 亿。（新浪财经）\n\n1 月 23 日从国家发改委获悉，《“十三五”全国城镇污水处理及再生利用设施建设规划》和《“十三五”全国城镇生活垃圾无害化处理设施建设规划》印发，旨在加快形成“绿色生态、系统协调”的城镇污水处理及再生利用设施建设格局。“十三五”城镇污水处理及再生利用设施建设共投资约 5644 亿元，“十三五”期间全国城镇生活垃圾无害化处理设施建设总投资约 2518.4 亿元，两领域投资逾 8000 亿。\n\n# 【动力锂电设备】新能源汽车首批目录出炉。（新浪财经）\n\n1 月 23 日，工信部发布了《新能源汽车推广应用推荐车型目录》（2017 年第 1 批）相关车型及主要参数。据统计，第一批进入推荐目录车型共 185 款，其中，物流车 36 款、乘用车 73 款、客车 76 款。\n\n【核电装备】我国首条 AP1000 核燃料元件生产线正式建成投产。（中国核电信息网）"} +{"pdf_name": "20788309_43.pdf", "language": "zh", "markdown": "# （六）核心人才和核心技术流失风险\n\n技术人员及营销团队属于公司的核心人才，公司的专有技术是公司的核心技术。核心人才和核心技术均是公司核心竞争力的重要载体。截至 2017 年 12 月 31 日，公司拥有研发人员 45 人，拥有销售人员 337 人，拥有独立研发的专有技术 71 项。\n\n随着公司在行业中技术和市场地位的不断提高，公司的内部人才成为同行业厂家争夺的焦点。如果公司未来不能在职业发展、薪酬福利、工作环境等方面持续提供具有竞争力的工作条件并建立良好的激励机制，未来公司竞争对手通过各种方式争夺公司人才，造成核心人员流失，这不仅影响公司的后续销售能力、产品研发能力，也会带来核心技术泄露的风险。\n\n# （七）产品成分与批件及标签标识不符而被监管部门处罚的风险\n\n2016 年 8 月至 9 月期间，丸美科技生产的春纪美白防晒乳产品、丸美防晒精华隔离乳产品、丸美激白防晒精华隔离乳等 7 批次产品因检出防晒剂成分与批件及标签标识不一致被通告。广东省食品药品监督管理局于 2017 年 4 月 25 日出具《关于广州丸美生物科技有限公司产品抽检通告相关事项的说明》，确认丸美科技已就产品成分与批件及标签标识不一致进行整改，相关措施符合广东省食品药品监督管理局及化妆品监管相关法律法规要求。若日后公司在生产过程中未能按审批及标签标识的成份或其他法律法规的要求生产，存在被监管部门处罚的风险。\n\n# 三、管理风险\n\n# （一）实际控制人控制风险\n\n孙怀庆、王晓蒲夫妇为公司实际控制人。本次发行前，两人共持有公司 90%的股份；本次发行后，两人合计持有公司的股份仍将超过 80%。孙怀庆还担任公司董事长、总经理。若实际控制人利用其控制地位，通过行使表决权等方式对公司经营方针、发展方向、人事任免、财务管理制度等影响公司持续发展的重大事项施加控制或重大影响，有可能影响甚至损害公司及公众股东的利益。"} +{"pdf_name": "20788309_44.pdf", "language": "zh", "markdown": "# （二）经营规模扩大导致的管理风险\n\n随着公司业务的不断发展，公司的资产规模、收入规模将不断增大。若公司的管理制度和管理团队不能随着公司规模的扩大而进行相应的完善和提升，则将给公司经营和盈利水平带来一定负面影响。\n\n# 四、财务风险\n\n发行人的财务风险主要体现为税收优惠、财政补贴取消或被追缴的风险。\n\n根据财政部、海关总署、国家税务总局《关于深入实施西部大开发战略有关税收政策问题的通知》（财税〔2011〕58 号）及《国家税务总局关于深入实施西部大开发战略有关企业所得税问题的公告》（国家税务总局公告 2012 年第 12 号）的相关规定，“自2011 年 1 月 1 日至 2020 年 12 月 31 日，对设在西部地区的鼓励类产业企业减按 15%的税率征收企业所得税”。\n\n根据重庆两江新区管理委员会《重庆两江新区管理委员会关于确认重庆博多物流有限公司属于国家鼓励类产业公司的批复》（渝两江管〔2012〕316 号）以及重庆市经济和信息化委员会《国家鼓励类产业确认书》（〔内〕鼓励类确认〔2012〕324 号），重庆博多所从事的产业符合《产业结构调整指导目录（2011 年本）》（国家发改委第 9 号令）鼓励类中第三十三类商贸服务业第 5 条商贸企业的统一配送和分销网络建设（以下简称“鼓励类三十三类第 5 条”）之规定，属于国家鼓励类产业的公司。重庆市江北区国家税务局向重庆博多出具了《减、免税批准通知书》（江国税减〔2012〕1 号），确认重庆博多自该通知书出具日起减按 15%税率征收企业所得税。\n\n同时，根据《重庆两江新区管理委员会关于两江新区工业开发区 2011 年企业扶持政策申报工作的通知》（渝两江管发[2012]19 号）的规定，重庆博多 2015 年度、2016年度和 2017 年度分别取得财政补贴 1,662.00 万元、1,000.00 万元和 0 万元（截至本招股说明书签署日该年度该项财政补贴正在审批流程中）。\n\n重庆博多享受的该等税收优惠、财政补贴金额较大。若相关政策出现调整，或相关政策的执行条件出现重大不利变化，重庆博多享受的税收优惠、财政补贴存在取消或被追缴的风险。"} +{"pdf_name": "11767144_15.pdf", "language": "zh", "markdown": "# 第五节 股本变动及股东情况\n\n# 一、 普通股股本情况\n\n# (一) 报告期期末普通股股本结构\n\n单位：股\n\n
股份性质期初本期变动期末
数量比例数量比例
无限售\n条件股\n份无限售股份总数-----
其中：控股股东、实际控制\n人-----
董事、监事、高管-----
核心员工-----
有限售\n条件股\n份有限售股份总数10,000,000100%010,000,000100%
其中：控股股东、实际控制\n人8,530,00085.3%08,530,00085.3%
董事、监事、高管-----
核心员工-----
总股本10,000,000-010,000,000-
普通股股东人数3
\n\n# (二) 报告期期末普通股前五名或持股 10%及以上股东情况\n\n单位：股\n\n
序号股东名称期初持股\n数持股变\n动期末持股\n数期末持 \n股比例期末持有\n限售股份\n数量期末持有无限\n售股份数量
1卓才集团5,100,00005,100,00051%5,100,0000
2梁胜3,430,00003,430,00034.3%3,430,0000
3张燕1,470,00001,470,00014.7%1,470,0000
合计10,000,000010,000,000100%10,000,0000
前五名或持股 10%及以上股东间相互关系说明：\n自然人股东梁胜先生、张燕女士为法人股东卓才集团股东，持有卓才集团出资分别为 70.00%、\n30.00%。除上述关联关系外，公司控股股东、实际控制人及主要股东之间不存在其他关联关系。
\n\n# 二、 存续至本期的优先股股票相关情况\n\n□适用 √不适用\n\n# 三、 控股股东、实际控制人情况\n\n# 是否合并披露：\n\n□是 √否"} +{"pdf_name": "11767144_16.pdf", "language": "zh", "markdown": "# (一) 控股股东情况\n\n卓才集团直接持有卓才股份 51.00%股份，为公司控股股东。卓才集团法定代表人梁胜先生，成立日期为 2008 年 7 月 1 日，统一社会信用代码为 91440101675699745M，注册资本为 3,000.00 万元。\n\n报告期内公司控股股东未发生变动。\n\n# (二) 实际控制人情况\n\n卓才集团直接持有公司 51.00%股份，为公司控股股东。公司实际控制人为梁胜先生。梁胜先生直接��有公司 34.30%的有表决权股份，通过卓才集团能够控制公司 51.00%有表决权股份。此外，梁胜先生担任公司董事长，可通过公司股东大会、董事会对公司董事、监事的任免以及高级管理人员的聘任产生重大影响，故可认定梁胜先生为公司实际控制人。\n\n梁胜先生，1979 年 8 月生，中国国籍，无境外永久居留权，本科学历，高级人力资源管理师职称。2005 年 5 月至 2008 年 6 月在广州市聚贤才人力资源服务有限公司任分公司负责人；2008 年 7 月至今在卓才集团任执行董事兼经理；2013 年 1 月至 2015 年 5 月在卓才人力任经理，2015 年 6 月至今在卓才人力任执行董事；2014 年 3 月至 2017 年 9 月在卓能科技任执行董事，2017 年 6 月至 2017 年 9 月在卓能科技任经理职位，2017 年 9 月股份公司成立至今，任股份公司董事长；2016 年 4 月至今在广州青创任执行董事兼经理。报告期内公司实际控制人未发生变动。"} +{"pdf_name": "9309402_91.pdf", "language": "zh", "markdown": "（4）利用管理层聘请的专家的工作，充分关注专家的独立性和专业胜任能力以及专家工作的恰当性；\n\n（5）将管理层编制的相关商誉所在的资产组或资产组组合的盈利预测进行分析，以评价管理层对未来现金流量的预测编制是否存在偏向性；\n\n（6）评估预计未来现金流量现值计算中选取的关键参数包括预测期以及稳定期的收入增长率和毛利率，折现率的合理性以及恰当性，并对折现率执行了验证性分析。\n\n（7）评估管理层对商誉的披露是否恰当。\n\n# （二）收入确认\n\n# 1、事项描述\n\n如财务报表附注“五、重要会计政策及会计估计”38 所述及“七、合并财务报表项目注释”61 所示，2021 年度，益佰制药营业收入为 33.47 亿元，其中：药品销售收入占比 88.51%。由于营业收入金额重大，营业收入为合并利润表重要组成项目，因此我们将收入确认确定为关键审计事项。\n\n# 2、审计应对\n\n我们实施的主要审计程序如下：\n\n（1）了解和评估益佰制药管理层对营业收入确认相关内部控制的设计，并测试了关键控制执行的有效性。\n\n（2）检查营业收入确认的会计政策是否发生重大变化，检查营业收入确认是否符合相关会计政策。\n\n（3）选取样本检查销售合同，识别客户取得商品或服务控制权转移相关的合同条款与条件，评价公司的收入确认时点是否符合企业会计准则的要求。\n\n（4）获取本年度销售清单，对本年记录的收入交易选取样本，检查相关销售合同或订单、销售发票、随货同行单、客户签收单、银行回单等支持性文件。\n\n（5）针对资产负债表日前后确认的收入，抽查随货同行单（出库单），物流运单、客户签收单等支持性文件，并结合存货盘点情况，评估收入是否在恰当的会计期间确认。\n\n（6）向主要客户函证销售发生额及应收账款余额情况，对未回函的客户实施替代审计程序。\n\n（7）评价管理层对收入的财务报表披露是否恰当。\n\n# 四、其他信息\n\n益佰制药管理层对其他信息负责。其他信息包括益佰制药 2021 年年度报告中涵盖的信息，但不包括财务报表和我们的审计报告。\n\n我们对财务报表发表的审计意见不涵盖其他信息，我们也不对其他信息发表任何形式的鉴证结论。"} +{"pdf_name": "9309402_92.pdf", "language": "zh", "markdown": "结合我们对财务报表的审计，我们的责任是阅读其他信息，在此过程中，考虑其他信息是否与财务报表或我们在审计过程中了解到的情况存在重大不一致或者似乎存在重大错报。基于我们已经执行的工作，如果我们确定其他信息存在重大错报，我们应当报告该事实。在这方面，我们无任何事项需要报告。\n\n# 五、管理层和治理层对财务报表的责任\n\n益佰制药管理层负责按照企业会计准则的规定编制财务报表，使其实现公允反映，并设计、执行和维护必要的内部控制，以使财务报表不存在由于舞弊或错误导致的重大错报。\n\n在编制财务报表时，管理层负责评估益佰制药的持续经营能力，披露与持续经营相关的事项（如适用），并运用持续经营假设，除非管理层计划清算益佰制药、终止营运或别无其他现实的选择。\n\n治理层负责监督益佰制药的财务报告过程。\n\n# 六、注册会计师对财务报表审计的责任\n\n我们的目标是对财务报表整体是否不存在由于舞弊或错误导致的重大错报获取合理保证，并出具包含审计意见的审计报告。合理保证是高水平的保证，但并不能保证按照审计准则执行的审计在某一重大错报存在时总能发现。错报可能由舞弊或错误所��致，如果合理预期错报单独或汇总起来可能影响财务报表使用者依据财务报表作出的经济决策，则通常认为错报是重大的。\n\n在按照审计准则执行审计的过程中，我们运用职业判断，并保持职业怀疑。同时，我们也执行以下工作：\n\n（1）识别和评估由于舞弊或错误导致的财务报表重大错报风险；设计和实施审计程序以应对这些风险，并获取充分、适当的审计证据，作为发表审计意见的基础。由于舞弊可能涉及串通、伪造、故意遗漏、虚假陈述或凌驾于内部控制之上，未能发现由于舞弊导致的重大错报的风险高于未能发现由于错误导致的重大错报的风险。\n\n（2）了解与审计相关的内部控制，以设计恰当的审计程序。\n\n（3）评价管理层选用会计政策的恰当性和作出会计估计及相关披露的合理性。\n\n（4）对管理层使用持续经营假设的恰当性得出结论。同时，根据获取的审计证据，就可能导致对益佰制药的持续经营能力产生重大疑虑的事项或情况是否存在重大不确定性得出结论。如果我们得出结论认为存在重大不确定性，审计准则要求我们在审计报告中提请报告使用者注意财务报表中的相关披露；如果披露不充分，我们应当发表非无保留意见。我们的结论基于截至审计报告日可获得的信息。然而，未来的事项或情况可能导致益佰制药不能持续经营。\n\n（5）评价财务报表的总体列报、结构和内容（包括披露），并评价财务报表是否公允反映相关交易和事项。\n\n（6）就益佰制药实体或业务活动的财务信息获取充分、适当的审计证据，以对财务报表发表审计意见。我们负责指导、监督和执行集团审计，并对审计意见承担全部责任。\n\n我们与治理层就计划的审计范围、时间安排和重大审计发现等事项进行沟通，包括沟通我们在审计中识别出的值得关注的内部控制缺陷。"} +{"pdf_name": "9244546_5.pdf", "language": "zh", "markdown": "# 第二节 公司简介和主要财务指标\n\n# 一、公司信息\n\n
股票简称麦捷科技股票代码300319
公司的中文名称深圳市麦捷微电子科技股份有限公司
公司的中文简称麦捷科技
公司的外文名称（如有）SHENZHEN MICROGATE TECHNOLOGY CO.,LTD.
公司的外文名称缩写（如\n有）MICROGATE
公司的法定代表人俞磊
注册地址深圳市坪山区龙田街道竹坑社区坪山科技路麦捷科技智慧园 1 号厂房 101
注册地址的邮政编码518118
公司注册地址历史变更情况1、2013 年 4 月 23 日，公司注册地址由“深圳市宝安区观澜街道广培社区裕新路南兴工业园\n厂房第一栋、第二栋”变更为“深圳市龙华新区观澜街道广培社区裕新路 65 号南兴工业园厂\n房第一栋、第二栋”；\n2、2017 年 7 月 12 日，公司注册地址由“深圳市龙华新区观澜街道广培社区裕新路 65 号南兴\n工业园厂房第一栋、第二栋”变更为“深圳市坪山区坑梓街道新乔围工业网新发路 2 号”；\n3、2017 年 7 月 28 日，公司注册地址由“深圳市坪山区坑梓街道新乔围工业网新发路 2 号”变\n更为“深圳市坪山区坑梓街道新乔围工业区新发路 5 号”；\n4、2022 年 1 月 10 日，公司注册地址由“深圳市坪山区坑梓街道新乔围工业区新发路 5 号“变\n更为”深圳市坪山区龙田街道竹坑社区坪山科技路麦捷科技智慧园 1 号厂房 101“。
办公地址深圳市坪山区龙田街道老坑工业区二巷 6 号
办公地址的邮政编码518122
公司国际互联网网址http://www.szmicrogate.com
电子信箱securities@szmicrogate.com
\n\n# 二、联系人和联系方式\n\n
董事会秘书证券事务代表
姓名王磊王大伟
联系地址深圳市坪山区龙田街道老坑工业区二巷\n6 号深圳市坪山区龙田街道老坑工业区二巷\n6 号
电话0755-829283190755-82928319
传真0755-280856050755-28085605
电子信箱securities@szmicrogate.comsecurities@szmicrogate.com
\n\n# 三、信息披露及备置地点\n\n
公司披露年度报告的证券交易所网站《证券时报》《中国证券报》《证券日报》《上海证券报》
公司披露年度报告的媒体名称及网址www.cninfo.com.cn
公司年度报告备置地点公司证券投资部
"} +{"pdf_name": "9244546_6.pdf", "language": "zh", "markdown": "# 四、其他有关资料\n\n公司聘请的会计师事务所\n\n
会计师事务所名称立信会计师事务所（特殊普通合伙）
会计师事务所办公地址上海市黄浦区南京东路 61 号四楼
签字会计师姓名蔡晓丽、陶国恒
\n\n公司聘请的报告期内履行持续督导职责的保荐机构\n\n√ 适用 □ 不适用\n\n
保荐机构名称保荐机构办公地址保荐代表人姓名持续督导期间
国信证券股份有限公司深圳市福田区福华一路 125 号\n国信金融大厦颜利燕、张伟权自 2021 年 7 月 16 日至 2023\n年 12 月 31 日
\n\n公司聘请的报告期内履行持续督导职责的财务顾问\n\n□ 适用 √ 不适用\n\n# 五、主要会计数据和财务指标\n\n公司是否需追溯调整或重述以前年度会计数据\n\n□ 是 √ 否\n\n
2021 年2020 年本年比上年增减2019 年
营业收入（元）3,318,357,060.002,329,193,999.7642.47%1,817,743,896.60
归属于上市公司股东的净利润\n（元）303,972,437.3735,676,095.80752.03%45,090,952.43
归属于上市公司股东的扣除非经\n常性损益的净利润（元）263,570,346.484,211,195.916,158.80%9,429,726.44
经营活动产生的现金流量净额\n（元）598,875,887.00379,306,171.6857.89%240,321,573.97
基本每股收益（元/股）0.39330.0512668.16%0.0649
稀释每股收益（元/股）0.39110.0512663.87%0.0649
加权平均净资产收益率10.45%1.72%8.73%2.21%
2021 年末2020 年末本年末比上年末增减2019 年末
资产总额（元）5,690,133,495.043,848,771,147.8847.84%3,393,445,343.83
归属于上市公司股东的净资产\n（元）3,742,354,867.022,094,388,833.8178.68%2,058,671,154.21
\n\n公司最近三个会计年度扣除非经常性损益前后净利润孰低者均为负值，且最近一年审计报告显示公司持续经营能力存在不确定性\n\n□ 是 √ 否\n\n扣除非经常损益前后的净利润孰低者为负值\n\n□ 是 √ 否\n\n# 六、分季度主要财务指标\n\n单位：元\n\n
第一季度第二季度第三季度第四季度
营业收入670,568,253.73977,986,623.24825,212,089.27844,590,093.76
"} +{"pdf_name": "20783103_13.pdf", "language": "zh", "markdown": "► 盈利水平：中信依然最强，国君次席。我们再加入利润率，通过佣金率\\*市场份额\\*利润率，即单位市场成交量带来的佣金利润来对比盈利能力，发现尽管中信的利润率由于海外业务的影响仅与行业平均水平相当，但仍能凭借收入体量的巨大优势保持领先位臵；而 GTJA 和广发证券则从 14 年起超越追求市场份额的华泰证券。\n\n图表 26: 在利润对比上中信的优势变小\n\n资料来源：万得资讯，中金公司研究部\n\n图表 27: 中信之强源于高佣金率下并不丧失市场份额\n\n
2010201120122013201420152016
华泰证券佣金率0.088%0.077%0.076%0.065%0.040%0.028%0.022%
市占率5.56%5.33%5.36%5.94%7.71%8.24%8.68%
利润率58.49%53.38%44.17%59.51%57.32%67.42%54.12%
亿元市场交易\n量产生利润/元2875220018052301178015541040
国泰君安佣金率0.102%0.083%0.090%0.089%0.087%0.069%0.057%
市占率4.61%4.78%4.69%4.91%4.84%4.65%4.38%
利润率64.66%55.15%34.71%50.46%48.69%54.23%49.79%
亿元市场交易\n量产生利润/元3056219814582201205217441244
中信证券佣金率0.135%0.076%0.079%0.094%0.086%0.053%0.059%
市占率5.15%5.36%5.59%6.05%6.39%6.27%5.68%
利润率54.14%44.98%31.59%45.39%50.05%62.95%46.34%
亿元市场交易\n量产生利润/元3767184314032591274821081558
广发证券佣金率0.119%0.088%0.089%0.095%0.074%0.053%0.044%
市占率4.06%4.00%3.92%3.90%4.22%4.71%4.33%
利润率60.82%34.51%21.10%37.47%56.21%65.60%66.20%
亿元市场交易\n量产生利润/元294312137361384176516411261
\n\n注：国泰君安2016年经纪业务利润率以个人金融业务替代\n\n资料来源：万得资讯，中金公司研究部\n\n# 机构 vs 零售客户：各有千秋\n\n从客户角度划分，针对机构与零售，不同券商在这场战役中选择不同的竞争策略，我们选择中信作为机构业务的代表，华泰、国金、方正作为零售业务的代表，来探索各家的路径。\n\n► 机构业务的特征是服务驱动。机构客户的附加值高，资产托管量大，客户对价格的敏感性低于零售客户。同时，机构客户相较于零售更加稳定。然而，机构业务的进入门槛更高，不仅在销售交易、研究所业务上需要先大量投入，同时对于自己的交易系统、托管系统也提出了更高的要求，对于券商综合服务能力的要求更高。\n\n► 零售的特征是行情驱动。以零售客户为主体的优势在于客户极度分散，但是大部分的零售客户客均资产量都不高，除了市占率极高的个别券商因为拥有规模优势和成本优势，大部分做零售业务的券商都容易亏损，并且客户会随着行情的波动进入和流失，而且价格敏感性较高，业务稳定性较低。\n\n# 中信之谜：强者地位源于高机构占比\n\n中信证券除在 08\\~11 年大幅降佣，之后并没有主动迎接佣金价格战，但是其份额却稳定在行业前三，收入始终领跑，受市场环境影响很小。。一方面，这与其机构占比高的客户结构密切相关，能获取相对高的溢价；另一方面，中信经纪业务作为财富管理者角色，其营业部和分公司被赋予了区域综合 IBS 的职能，与综合金融体系融合程度较高。\n\n► 穿越牛熊，中信佣金收入复合增速上市券商第二。我们抛开整个行业都损失严重的2008\\~2010 年，观察上市公司 2011\\~2016 年间剔除市场变化后的佣金净收入复合增速，发现中信的降幅只有不到 4%，仅次于渠道建设完善的方正证券，这在经纪业务体量较大的券商中难能可贵。"} +{"pdf_name": "20783103_14.pdf", "language": "zh", "markdown": "图表 28: 中信证券的营收过去 6 年间降幅很小\n\n资料来源：公司公告，中金公司研究部\n\n► 中信的机构业务已超过零售业务。单纯考虑境内的普通经纪业务，中信证券代理买卖证券款中机构的绝对值和比例遥遥领先，尤其在 2016 年超过个人业务，达到 694亿元。而从信用交易角度来看，中信的优势依旧明显。中信证券能一直保持机构业务的繁荣，也反映其客户粘性非常高，这也是行业历经十年沧桑，中信经纪业务依然雄踞第一的重要原因。\n\n图表 29: 中信证券普通经纪业务中机构占比始终领先\n\n资料来源：公司公告，中金公司研究部\n\n图表 30: 中信在信用交易中机构占比领先优势同样明显\n\n资料来源：公司公告，中金公司研究部\n\n► 高客均资产带来丰厚收益。不论从托管资产、托管市值与客均资产角度来看，中信证券都是行业的佼佼者，由于其机构客户占比很高，个人客户也大多是对佣金率敏感性较低的高净值客户，因此中信的个人、机构客均资产均处于领先地位，进而使得其客均收入远远超过其他券商。"} +{"pdf_name": "20746870_199.pdf", "language": "zh", "markdown": "# 二零一八財年與二零一七財年比較\n\n# 收益\n\n收益由二零一七財年的 44.3百萬港元減少0.8百萬港元或1.8%至二零一八財年的43.5百萬港元。略為減少主要由於二零一七財年一名客戶的GES TX 一次性集成項目完成，導致初始設定及定��服務的收益減少1.2百萬港元。該項減少部分被主要因向香港一家認購金融交易解決方案授權的經紀公司銷售及安裝相關計算機硬件及軟件，導致計算機硬件及軟件銷售收益增加1.0百萬港元所抵銷。許可及維護服務收益維持相對穩定，於二零一七財年及二零一八財年分別為38.9百萬港元及38.3百萬港元，減少1.4%，乃由於各年度客戶人數保持相對穩定。\n\n# 其他收入\n\n其他收入由二零一七財年的367,000港元減少337,000港元或91.8%至二零一八財年的30,000港元，主要是由於就所提供的管理服務自當時的關聯方RLT（於二零一六年十月成為GES的全資附屬公司）收取的管理費收入減少 0.3百萬港元。\n\n# 計算機硬件及軟件銷售成本\n\n計算機硬件及軟件銷售成本由二零一七財年的 0.1百萬港元增加0.8百萬港元或646.8%至二零一八財年的0.9百萬港元，乃由於二零一八財年就計算機硬件及軟件銷售購買的項目增加。該項增加大體與二零一八財年計算機硬件及軟件銷售增幅一致。\n\n# 分包費用\n\n分包費用由二零一七財年的1.6百萬港元減少至二零一八財年的零，原因是我們將GES TX 集成項目外包予身為獨立第三方的分包商，以為一名或多名流通量供應商開發傳遞買賣盤的模塊。該項目已於二零一七財年完成。\n\n# 授權及訂閱成本\n\n授權及訂閱成本由二零一七財年的1.2百萬港元略增至二零一八財年的1.3百萬港元，主要是由於服務費按年增加，被對一名金融市場信息供應商的訂閱增加及對一名價格推送供應商的訂閱減少的綜合影響所抵銷。"} +{"pdf_name": "20746870_200.pdf", "language": "zh", "markdown": "# 互聯網服務成本\n\n互聯網服務成本由二零一七財年的4.4百萬港元減少2.6百萬港元或58.6%至二零一八財年的1.8百萬港元。減少主要是由於(i)以較低成本取替服務供應商的1.1百萬港元網絡保護服務；及(ii)為應對業務需要及為成本控制目的而終止澳門服務供應商0.8百萬港元的呼叫中心支持（自此，該服務由我們自身的員工提供）。我們需要購買網絡保護服務以抵禦網絡攻擊。於往績記錄期，我們聘用上述呼叫中心支持服務供應商處理客戶的電話查詢。\n\n# 僱員福利開支\n\n僱員福利開支由二零一七財年的12.6百萬港元略增0.1百萬港元或0.9%至二零一八財年的12.7百萬港元。增加主要是由於二零一八財年員工流失率較高令特別花紅增加 1.0百萬港元以留住員工，部分被資本化為計算機軟件系統開發成本的員工成本增加0.7百萬港元所抵銷，主要是由於有關開發所涉時間增加。\n\n# 物業及設備折舊\n\n物業及設備折舊由二零一七財年的1.0百萬港元增加0.2百萬港元或17.2%至二零一八財年的1.2百萬港元。增加主要是由於二零一八財年添置若干計算機項目。\n\n# 無形資產攤銷\n\n無形資產攤銷由二零一七財年的1.3百萬港元增加0.8百萬港元或58.7%至二零一八財年的2.1百萬港元。增加主要是由於二零一八財年員工成本資本化，故添置計算機軟件系統。\n\n# 租賃開支\n\n租賃開支由二零一七財年的3.0百萬港元減少0.4百萬港元或14.0%至二零一八財年的2.6百萬港元。減少主要是由於二零一六年四月至五月就我們的原辦公室支付的租賃開支而我們現有辦公室的租賃協議於二零一六年四月開始。\n\n# 其他開支\n\n其他開支由二零一七財年的3.2百萬港元減少1.1百萬港元或33.5%至二零一八財年的2.1百萬港元。減少主要是由於(i)呆賬應收款項撥備減少0.4百萬港元，原因是二零一七財"} +{"pdf_name": "3024112_18.pdf", "language": "zh", "markdown": "（2）资金：低资金成本是确保消费金融整体收益的关键。消费需求方的资金可分为自有资金和借贷资金。对于银行而言，上游主要是储户、股东和信贷资产证券化的投资机构，资金供给形式主要表现为储蓄、出资和投资；对于消费金融公司，上游主要是股东，资金供给形式表现为出资；对于电商消费金融平台，在电商平台上以赊购方式获得消费品，可选择分期付款或者延迟付款；对于小额贷款公司，期上游资金来源主要是小额贷款。可以看出，直接来自银行的资金成本相对比较低。\n\n（3）数据：征信是消费金融中的风险管控核心工具。消费金融的兴起，征信变得愈加重要，大数据征信在当下时代有着至关重要的作用，有效缓解信息不对称的情况，为资本的流动提供指引方向并且更好得保证了广大民间投资者的利益。\n\n图 23：消费金融三要素\n\n资料来源：公司资料，中信建投证券研究发展部\n\n消费金融业务的主要收入包括利息收入和增值服务收入。利息收入主要是用户付的利息，或者���商家替用户付的利息。消费金融业务为商家带来客户流量，增加业务收入，消费金融公司可以从商家拿到销售佣金。数据增值服务主要是帮助商家开展消费金融业务，在提高消费分区服务的同时可以获得用户的数据，根据大数据分析，可以更加准确滴为在消费者和商家之间进行场景的销售推广，这可以作为数据二次增值的收入。\n\n立足场景和数据，实现资金安全有效地运转，保证产业链各部分环节的有效收益是消费金融成功关键。消费金融本质还是金融业务，对金融业务来讲，最重要的是流动性、收益性和风险控制的问题，对应下来就是资金成本、资金收益、息差和坏帐率的水平。"} +{"pdf_name": "3024112_19.pdf", "language": "zh", "markdown": "图 24：消费金融生态圈\n\n资料来源：公司资料，中信建投证券研究发展部\n\n# 4.1 第三方大数据服务平台变现加速\n\n联动优势多年来专注于移动信息服务及第三方支付业务，通过多种渠道积累覆盖数亿手机用户的数据画像，主要包括：（1）通信用户：通过“银信通”的通信信息业务积累的数据提升个人信用的评价能力。（2）支付账户：公司提供第三方支付，获取了海量交易以及支付的行为数据。（3）数据交换：与金融企业、互联网公司合作，补全数据源、验证数据模型并不断迭代。\n\n在有以上大量数据的基础之上，公司加速开展数据变现的业务模式，通过大数据获取、数据分析和挖掘、人工智能等技术，帮助合作伙伴提升数据资源利用能力，同时为合作伙伴提供精准营销、客户关系管理、信贷风险管控等基于大数据分析的多方位企业经营决策服务，以提高整体运营效率，降低整体运营成本。\n\n在盈利模式方面，联动优势的大数据应用及服务分两类：一类为联动优势向客户提供数据匹配和数据丰富服务；另一类为根据客户提供的待分析关键信息，返回分析结果获得分析服务费。2015 年，联动优势的数据变现业务收入在 600 万左右，2016 年公司大数据业务收入有望达到千万级别。\n\n# 4.2 依托大数据优势，切入消费金融征信领域\n\n目前，国内的个人征信市场加快起步，公司的大数据能力和价值有望得到重估。在央行确定的 8 家开展个人征信业务准备工作的机构名单，公司与中诚信征信有限公司达成业务合作，步入消费金融征信领域。"} +{"pdf_name": "7492728_1.pdf", "language": "zh", "markdown": " 电商业务引领高速增长提升备货量推升库存规模，应收账款较年末下降，由于业务扩张经营性现金流净额下滑，但整体保持良性状态。一季度公司库存较年初提升18.54%至 18.92 亿元，不同于年报库存提升源于去年暖冬春季服装提前入库，一季度库存提升主要因为：1）电商业务快速增长大幅增加备货；2）公司整体业务总量提升，相应提升备货量；3）代理新品牌前期开拓以直营模式为主，也相应加大了库存量。整体而言，公司经历过库存危机时期的阵痛，近两年在配货端提倡加大现货比例的同时，渠道终端精细化管控能力也在持续提升，现阶段库存提升并不会引发前些年由于粗放式外延扩张引起的库存积压问题。应收账款同比下降 17.8%至12.58亿元，经营性现金流由于业务扩张导致流出大幅增加使得净额较上年同期下降65.45%至 1.44 亿元，但整体保持良性状态。\n\n 内生运营实力稳步提升，主业稳健增长，外延布局预期仍存，16 年增长值得期待。1）公司已步入良性增长阶段，主业有望持续稳健增长：休闲装业务关店也基本告一段落，外延拉动将有助于增速的提升，受益于大众化业务的集中化，森马市占率仍有提升的可能性；童装业务在二胎概念的刺激下，预计仍可维持现有良好的增长态势，随着新品牌逐步成熟，童装业务有望持续发力。2）优化生态圈式发展，积极推进在上下游推进股权激励、合伙人、创业计划等，利用“共赢理念”提升管理能力、改造组织，将传统模式与互联网融合，向南极电商学习，计划引入新的业务模式，从而适应新的业态及市场发展。3）延布局方面：与 ISE 的合作逐步落实，目前 app已上线经营；未来可能继续收购符合战略布局的海外综合性品牌；同时，公司将谨慎选择具有一定协同效应的项目进行投资，社群类项目及儿童产业链项目也在接触筛选过程中。\n\n 盈利预测与投资建议：公司经历了从 2013 年起至今循序渐进的供应链改革、产品质量和研发改革、到最终的渠道和明星广告推广等一系列改革过程，实现了巴拉巴拉品牌的持续稳健增长和森马品牌的率先复苏。目前公司供应链和加盟商两端均保持健康平稳发展状态，使得公司能在消极的行业市场环境中拥有稳定的主业基础和较强竞争力。在成功于童装和休闲品类坐稳第一的情况下，发展培育独立新品牌进军新的细分市场，立足长远。外延业务也在落实过去规划的基础上谨慎推进。同时公司管理上推进合伙人制的思路将进一步统一各环节利益为公司未来发展产生极大的积极效应。\n\n结合一季报情况，微调 16-18 年 EPS 分别为 0.63、0.77、0.94 元。我们认为公司在休闲装业务稳步恢复及童装业务持续发力支持下，基本面支撑力度较强，且持续稳定增长性高，根据股权激励计划业绩考核的指引，预计 16-17 年收入及净利润年均增长目标分别不低于 15%和 20%。公司目前市值 288 亿，对应 16 年 PE17.5X，在当前市场环境下具有估值优势，给予 16 年 20-25X 估值中枢，对应合理目标价为12.60-15.75 元。考虑到公司后期业绩增长轨迹相对明确，且资金充裕、后续外延布局预期仍存，可作为白马稳健型品种进行配置，维持“强烈推荐-A”的投资评级。\n\n 风险提示：终端消费持续疲软；直营店建设导致销售费用进一步提升；电商化转型效果不佳；外延布局低于预期；大股东减持压力。"} +{"pdf_name": "7492728_2.pdf", "language": "zh", "markdown": "表1：公司16Q1业绩同比和环比情况\n\n
（百万元）15Q115Q416Q1同比环比
营业收入16563285192316%-41%
营业毛利27267032218%-52%
销售费用23134827117%-22%
管理费用681448221%-43%
财务费用-49-23-27-46%14%
营业利润27971233119%-54%
归属母公司净利润19652024425%-53%
EPS（元）0.290.780.36
\n\n数据来源：公司公告、招商证券\n\n表2：公司单季度财务数据对比\n\n
（百万元）14Q214Q314Q415Q115Q215Q315Q416Q1
营业收入14742430278616561714280032851923
营业毛利219416555272278511670322
销售费用207240263231256286348271
管理费用74779468918414482
财务费用-45-14-45-49-46-29-23-27
营业利润221434593279285521712331
归属母公司净利润183328421196226406520244
EPS（元）0.270.490.630.290.340.610.780.36
主要比率
毛利率37%37%35%36%39%37%39%37%
销售费用率14%10%9%14%15%10%11%14%
管理费用率5%3%3%4%5%3%4%4%
财务费用率-3%-1%-2%-3%-3%-1%-1%-1%
营业利润率15%18%21%17%17%19%22%17%
有效税率17%25%33%28%21%23%29%26%
净利率12%13%15%12%13%15%16%13%
YoY
收入11%10%18%14%16%15%18%16%
归属母公司净利润21%22%20%22%24%24%24%25%
\n\n数据来源：公司公告、招商证券"} +{"pdf_name": "9220795_43.pdf", "language": "zh", "markdown": "
若琰 广发证券，李\n典 国元证券等 189\n位分析师、研究员及\n基金经理。投资者关系活动记\n录表》（编号：\n2021-004）
2021 年 10 月\n29 日杭州龙湖皇\n冠假日酒店其他机构訾猛、杨柳 国泰君\n安，刘章明、周昕 天\n风商社，李锦 长江\n零售，芦冠宇 方正\n证券、杜一帆 中信\n证券、童若琰 广发\n证券等 200 位分析\n师、研究员及基金经\n理。巨潮资讯网\n(www.cninfo.com. \ncn)：《杭州壹网壹创\n科技股份有限公司\n投资者关系活动记\n录表》（编号：\n2021-005）巨潮资讯网\n(www.cninfo.co\nm. cn)
"} +{"pdf_name": "9220795_44.pdf", "language": "zh", "markdown": "# 第四节 公司治理\n\n# 一、公司治理的基本状况\n\n报告期内，公司严格按照《公司法》、《证券法》、《深圳证券交易所创业板股票上市规则》、《深圳证券交易所创业板上市公司规范运作指引》等相关法律、法规和规范性文件的要求，不断完善公司的法人治理结构，建立健全公司内部管理和控制制度，持续深入开展公司治理活动，促进公司规范运作，提高公司治理水平。报告期内，公司股东大会、董事会、监事会依法运作，公司治理的实际情况符合中国证监会、深圳证券交易所等发布的法律法规和规范性文件的要求。\n\n# 1、关于股东与股东大会\n\n公司严格按照《公司法》、《深圳证券交易所创业板上市公司规范运作指引》、《公司章程》、《股东大会议事规则》等法律、法规和规定性文件的规定和要求，规范股东大会的召集、召开和表决程序，聘请律师对股东大会的合法性出具法律意见书，采取现场会议、网络投票相结合的方式召开会议，为股东参加股东大会提供便利，确保股东的合法权益，尽可能为股东参加股东大会提供便利，使其充分行使股东权利，平等对待所有股东，确保全体股东特别是中小股东享有平等地位，充分行使自己的权力。\n\n# 2、关于公司与控股股东\n\n公司按照《公司法》、《证券法》、《公司章程》及证券监管部门的有关规定正确处理与控股股东的关系。公司的人员、资产、财务、机构、业务独立。控股股东、实际控制人及其关联人不存在违法违规占用公司资金以及要求公司违法违规提供担保的情形。\n\n# 3、关于董事与董事会\n\n公司严格按照《公司法》、《公司章程》规定，公司董事会由9名董事组成，其中3名独立董事，设董事长1名。公司董事会均严格按照《深圳证券交易所创业板上市公司规范运作指引》、《公司章程》及《董事会议事规则》的程序召集、召开。公司董事出席董事会和股东大会，依法行使职权，勤勉尽责地履行董事的职责和义务，积极参加相关培训，熟悉相关法律法规。董事会下设薪酬与考核委员会、战略委员会、提名委员会和审计委员会，各委员会根据各自职责对公司发展的事项进行专项研究，为董事会决策提供意见和建议。\n\n# 4、关于监事与监事会\n\n根据《公司章程》及《监事会议事规则》的规定，公司监事会由3名监事组成，监事会主席1人。监事会人数与人员组成符合法律法规与《公司章程》的要求。公司监事会按照《公司章程》及《监事会议事规则》的程序召集、召开。公司监事会认真履行自己的职责，秉着对全体股东负责的态度，对公司财务以及董事、高级管理人员行使职权的合法合规性进行监督，充分维护公司及股东的合法权益。\n\n# 5、关于内部审计制度的建立与执行\n\n为规范经营管理，控制风险，保证经营业务活动的正常开展，公司根据《公司法》、《证券法》、《企业内部控制基本规范》等有关法律、法规和规章制度，结合公司的实际情况、自身特点和管理需要，制定了贯穿于公司生产经营各层面、各环节的内部控制体系，并不断完善。\n\n# 6、关于信息披露与透明度\n\n公司高度重视信息披露与投资者关系管理工作，严格按照《创业板上市公司业务办理指南第6号——信息披露公告格式》等规定以及公司制定的《信息披露制度》等操作性文件的要求，真实准确、完整及时的披露信息。公司指定《证券时报》、《证券日报》、《中国证券报》、《上海证券报》为公司信息披露报纸，巨潮资讯网为公司信息披露网站。公司上市以来，不断尝试更加有效的方式开展投资者关系管理工作，设立了互动易、电话专线、专用邮箱等多种渠道与投资者进行沟通和交流。\n\n# 7、关于相关利益者"} +{"pdf_name": "11702363_30.pdf", "language": "zh", "markdown": "# • Benefits\n\nThe Group makes contributions to pension insurance, medical insurance, unemployment insurance, work injury insurance, maternity insurance and housing provident fund for its employees in accordance with national and local laws and regulations. It has also formulated its Staff Leave System according to the relevant national laws and regulations. With reference to the actual conditions of the Group to formulate the Staff Leave System, we offer our staff paid holidays, including annual leave, sick leave, marriage leave, maternity leave, funeral leave and work injury leave. In the meanwhile, the Group attaches importance to gender equality at work and has incorporated it into the standards of the Company. Subject to the local governmental regulations, the Group gradually improves the Staff Leave System and provides paternity leave for male employees and menstrual leave for female employees.\n\nXinjiang Fufeng has a staff canteen and provides freely staff dormitories (for 2–4 persons in a room) with separate toilets. Employees can enjoy subsidy based on length of service, being RMB60 per month for every completed year of service. In addition, labour insurance supplies are provided monthly, and birthday cakes at employees’ birthdays, as well as other benefits such as mooncakes, yoghurt, ham, rice, noodles and oil on specified festive days.\n\n• 福利\n\n集團根據國家與地方法律法規為所有員工繳納養老保險、醫療保險、失業保險、工傷保險和生育保險，及住房公積金。並根據國家有關法律法規，結合集團實際情況制定了《員工休假制度》，結合集團賦予員工年休假、病假、婚假、產假、喪假、工傷假等多種帶薪假期。集團同時也重視兩性工作平等並將其納入公司規範，根據當地政府法規，逐步完善《員工休假制度》，男性給予陪產假，女性給予生理假。\n\n新疆公司設有員工食堂，提供免費的員工宿舍（2–4人間）內有獨立衛生間，在員工工作期滿一年後每滿一年享受廠齡補貼60元╱月，每月發放一次勞保用品，生日蛋糕，年節發放職工福利如月餅、酸奶、火腿、米、面、油等。"} +{"pdf_name": "11702363_31.pdf", "language": "zh", "markdown": "# • Talents development\n\nThe Group firmly believes that the talents are the most valuable assets and attaches great importance to the shared growth. The Group’s human resources department and Fufeng Business Schools regularly provide targeted induction trainings for various new employees to help new employees to understand the corporate culture and job requirements so that they can adapt to their work content and working environment as soon as possible. In the employee career development project, the Group will provide employees with appropriate trainings based on social development and the Group’s development needs, so that they can keep up with the needs of the times and keep pace with the times. The Group actively creates a favorable development environment where talents can demonstrate their specialised skills in a planned way. In addition, the Group also endeavors to constantly improve the system of personal growth and development of employees by encouraging its employees to tap into their full potential and maximize their personal value, as well as by providing protection and creating conditions for employees to promote the growth and development of both our Company and our employees. At the same time, the Group constantly updates its internal concepts on talent cultivation based on the increasing requirements on the comprehensive quality of employees and the tendency of better educated and more professional business teams.\n\n• 人才培養\n\n集團深信人才是最大的資產，注重與員工的共同成長。集團人力資源部門與阜豐商學院，定期為新入職各類員工進行針對性的入職培訓，協助新員工瞭解企業文化和崗位要求，使其盡快適應其工作內容和工作環境。在員工職業發展工程中，集團將根據社會發展及集團發展需求，為員工提供相應的培訓，使他們及時跟上時代發展的需求，與時俱進。集團有計劃地積極營造人盡其才的良好成長環境，從激發員工潛能、實現員工個人價值出發不斷完善員工成長與發展體系，為員工提供保障、創造條件，促進企業與員工兩者共同的正面成長與發展。集團也對從業人員綜合素質要求日益提高，對業務團隊知識化、專業化的要求不斷提升，集團也時刻更新內部培養理念。"} +{"pdf_name": "9274962_54.pdf", "language": "zh", "markdown": "
理0000
张立德副总经\n理1,620,0\n001,620,0\n007.42
滕星均纪委书\n记1,620,0\n001,620,0\n007.42
丛剑波副总经\n理1,620,0\n001,620,0\n007.42
李俊新副总经\n理兼规\n划发展\n部部长1,620,0\n001,620,0\n007.42
李志勇董事会\n秘书、\n总经理\n助理兼\n董事会\n办公室\n主任1,620,0\n001,620,0\n007.42
合计--017,820,\n00000--17,820,\n000--000--0
备注（如有）上述人员股票期权的授予日为 2021 年 5 月 18 日，等待期 24 个月。
\n\n高级管理人员的考评机制及激励情况\n\n公司建立了完善的高级经理管理人员绩效考核制度与薪酬体系，通过设置绩效考核指标对高级管理人员的工作进行有效考核，决定其薪酬的变动情况。2021年公司高级管理人员执行年薪制，包括基本年薪与年度绩效奖励两部分，基本年薪按月支付，年度绩效奖励根据上年绩效考核指标完成情况确定支付。\n\n# 2、员工持股计划的实施情况\n\n□ 适用 √ 不适用\n\n# 3、其他员工激励措施\n\n□ 适用 √ 不适用\n\n# 十二、报告期内的内部控制制度建设及实施情况\n\n# 1、内部控制建设及实施情况\n\n报告期内公司根据《企业内部控制基本规范》及其配套指引的规定及要求，对公司内部控制体系进行适时的更新和完善，坚持以风险管理为基础，对公司的内部控制管理进行监督与评价。公司通过内部控制体系的运行、评价与完善，有效防范了经营管理中的风险，促进了内部控制目标的实现。"} +{"pdf_name": "9274962_55.pdf", "language": "zh", "markdown": "# 2、报告期内发现的内部控制重大缺陷的具体情况\n\n□ 是 √ 否\n\n# 十三、公司报告期内对子公司的管理控制情况\n\n
公司名称整合计划整合进展整合中遇到的问\n题已采取的解决措\n施解决进展后续解决计划
富奥汽车零部件\n股份有限公司冲\n压件分公司2021 年 4 月总经\n理办公会、董事\n会批准资产出\n售；5 月股东大会\n批准资产出售；\n10 月总经理办公\n会批准启动资产\n评估；11 月总经\n理办公会批准资\n产评估报告结\n论；12 月取得项\n目资产评估报告\n的备案；2022 年\n1 月取得《关于富\n奥公司冲压件分\n公司非公开协议\n转让固定资产的\n批复》；1 月底完\n成固定资产转\n让。截止 2021 年 12\n月底已经取得项\n目《国有资产评\n估备案表》无无无无
富奥电子电器分\n公司资产、业务以及\n人员整合进入富\n奥与德赛西威合\n资公司预计2022年完成富奥电子电器分\n公司的人员安置整合方案作为附\n件加入合资公司\n合作协议中，人\n员整合按照应收\n尽收原则进入合\n资公司。初步确定待转入\n人员名单按项目流程推进
\n\n# 十四、内部控制自我评价报告或内部控制审计报告\n\n# 1、内控自我评价报告\n\n
内部控制评价报告全文披露日期2022 年 04 月 20 日
内部控制评价报告全文披露索引《公司 2021 年度内部控制自我评价报告》详见巨潮资讯网（www.cninfo.com.cn)
纳入评价范围单位资产总额占公司合并\n财务报表资产总额的比例69.24%
"} +{"pdf_name": "20795370_83.pdf", "language": "zh", "markdown": "㶕 \u0016\u000e\u0001\u0012\u0001\u0001పڲ䶣ᅃ䮏ᵎϧጒᮧ㘪䛺◦჋侹ბ\n\n
Ꮋण ႒ᵍ ᱦᲰ
\u0012 ⌱ࡺ๓႒ ᮦ㘩ឬᱛ̺㈧㐋఩ტ䛹◥჊侸ა
\u0013 ࡃϘ๓႒ 㻲㻵̺क़㻵ԍᖛะ⤲఩ტ䛹◥჊侸აȟᱦஔᙋⴑ̺ᮦ㘩᪅㗞䘔䛹◥჊侸ა
\u0014 ͙⻽䮎 Ὅᐻ䃲ݗ఩ტ䛹◥჊侸აȟᮦ㘩ԍᖛะ⤲䛹◥჊侸ა
\u0015 ⊅↋๓႒ Ϧ጑ᮦ㘩ⵀ⾢ᝬȟⲫࡧϦ጑ᮦ㘩ⵀ⾢͙ᓯ
\u0016 ̶⊣ϐ䕆๓႒ ᮦ㘩䃍ッ̺ᮦ㘩㈧㐋䛹◥჊侸ა喋̺ᓚ䒛φ≞ⵀ⾢䮎㖀ऴᐦ䃪喌
\u0017 ࢃϘ๓႒ 䃍ッᱦ䒛Т᫜ឬᱛ఩ტ䛹◥჊侸ა
\u0018 ูᬒ๓႒ ㆧ㘽ᮦ㘩⻽႒̺ឬᱛⵀ⾢䮎
\u0019 ৴ᅀ␔጑͆๓႒ 䄙㼬䄙䴟᪅㗞䘔 \u000e ᓚ䒛䛹◥჊侸ა
\u001a ͙఩⻽႒ឬᱛ๓႒ ㆧ㘽ᮦ㘩ឬᱛࣶᏀ⩔఩ტ጑⼷჊侸ა
\u0012\u0011 ࡃϘ䗚⩡๓႒ ⼧ߔᱦஔϦ̺ᮦ㘩ឬᱛ჊侸ა
\n\nᲑ⎼喝㚪䃛ⵀ⾢䮎喏ȧ\u0013\u0011\u0012\u0018 ڔ⤯Ϧ጑ᮦ㘩Ϧ᝹⮩⯚ΒȨ\n\n䮐β႒ࢲ᪅㗞ͷโ喏रㆧ㑽㐈᎟ज΋ͦ᜽఩⮰Ϧ጑ᮦ㘩᪅㗞᣼Ӈβᓱ㺭⮰㶑ٱȠⰚݹ喏䒯ͦ≧䋯⮰㑽㐈᪅႒᎟ज࠱᠘喝㑽ᬿν䄪മ喋TUVEZ\u000f\u0012\u0017\u0014\u000fDPN喌 ႒മ౔㏫喋XXX\u000fYVFUBOHY\u000fDPN喌.00\\$ ͙఩喋XXX\u000fNPPD\u000fDO喌 ͙఩๓႒ .00\\$喋XXX\u000fJDPVSTF\u0012\u0017\u0014\u000fPSH喌ふふȠ\n\n# \u0016\u000f\u0014\u000f\u0013\u0001ڠλϧጒᮧ㘪᪆㗟ᗲۢ⮱䬛ࢤ䄰ᴒ\n\nͦβ䔇̬ₑβ㼏᜽఩Ϧ጑ᮦ㘩䶲ഋ⮰᪅㗞ᗱۡ喏᱘៑ॶ䕆䓳䬚ࢣ䄯ᴑ⮰ᒎᐻᩢ䯲̬᝷᪜ᢚȠ᱘ⵀ⾢䕆䓳Ą䬚ࢣᭋą᎟ज⮰ᣔ㡼᰹ߍ喏ڝఊᩢᰵᩴ䬚ࢣ\u0012\u0012\u0016\u0015 Щ喋᝖㜟 \u0013\u0011\u0012\u0019 Ꭰ \u0016 ᰴ \u0012\u0016 ᬑ喌Ƞ䬚ࢣᭋᣔ㡼᰹ߍ⮰࣋⤲᭛Ą⩝㈧㐋㜖ߔᣔ㡼㐅⃻๕䊱䓳 \u0016\u0011 ̳ह䃫䬚㔱඗ۅąȠϺ᪜ᢚ㏿᳈̶Ბⰷ喏ः䃫㔱⮰ᕓݗܲጯȟ႒ᵍܲጯ౳䒯ͦ᎟㶍喏Ꭰ咰ܲጯ̶๓䘔ܲ喋\u0016\u0018\u000f\u0012\u001a\u0006喌᭛ \u0013\u0011 㜟 \u0014\u0011 ᆭͷ䬠⮰Ꭰ䒧Ϧ喏げऴ᱘⁍䄯ᴑ⮰䶰᱋Ƞ\n\nす \u0012 ䷅喟ᗕ᭜॓ᰶ̷䓴ڠλϧጒᮧ㘪⮱䄫⼸喤 < ࢂ䔶䷅ >\n\n౔ \u0012\u0012\u0016\u0015 ѹः䃫㔱͙喏̶䓳Ϧ጑ᮦ㘩Ⱔڟ䄪⼷⮰ः䃫㔱䊱䓳̬ࡶ喋\u0016\u0013\u000f\u0014\u0015\u0006喌Ƞ"} +{"pdf_name": "20795370_84.pdf", "language": "zh", "markdown": "第2题：请问您上过哪些和以下技术相关的课程？[多选题]\n\n在众多人工智能相关课程中，“人工智能（原理与技术）”，“机器学习（深度学习）”，“图像识别”是三类最为热门的课程。\n\n第3题：您上过的人工智能课程主要是属于什么阶段的课程？[单选题]\n\n大多数人工智能相关课程属于本科阶段课程。\n\n第4题：您上过的人工智能课程是由什么机构开设的？[多选题]\n\n学校和网络平台同为开设人工智能课程的重要机构。"} +{"pdf_name": "11777252_21.pdf", "language": "zh", "markdown": "# Foreign Currency Risk\n\nMost of the Group’s revenue and costs were denominated in Hong Kong dollar and Singapore dollar. The Group’s cash and cash equivalents were held predominately in Hong Kong dollar, Singapore dollar and United States dollar. A loan advanced from a non-controlling shareholder of the Group’s subsidiary was denominated in United States dollar. The Group currently does not have a foreign currency hedging policy. However, the management closely monitors foreign exchange exposure and will consider hedging significant foreign currency exposure should that need arise.\n\n# Credit Risk\n\nThe Group mainly focuses on conducting lease and loan transactions with high quality customers and obtaining sufficient collaterals, if applicable, as a means of mitigating the risk of financial loss from defaults. In order to minimize the credit risk, the Group’s management continues to monitor the level of risk exposure to ensure that the Group can recover any overdue debts. The Group will consider taking legal actions, when necessary, as a means to recover the debts in default. In addition, the Group reviews the recoverable amount of each individual debt, including but not limited to rental receivables, secured mortgage loan and interest receivables and unsecured personal loan and interest receivables at the end of each reporting period to ensure that adequate impairment losses are provided for irrecoverable amounts. In the opinion of the directors, the credit risk is significantly reduced.\n\n外匯風險\n\n本集團大部分收入及成本均以港元及新加坡元為結算單位。本集團之現金及現金等價物主要以港元、新加坡元及美元為結算單位。本集團附屬公司之非控股股東墊付之貸款以美元為結算單位。本集團目前並無外匯對沖政策。然而，管理層會密切監察外匯風險，並將於有需要時考慮對沖重大外匯風險。\n\n信貸風險\n\n本集團主要專注於與優質客戶進行租賃及貸款交易，並取得足夠之抵押品（若適用），以減低因違約而導致蒙受財務損失的風險。為儘量減低信貸風險，本集團管理層持續監察風險水平，以確保本集團可收回任何逾期債項。在有需要時，本集團會考慮採取法律行動，作為收回違約債項之方法。此外，本集團在各報告期末審視各個別債項之可收回金額，包括（但不限於）應收租金、應收有抵押按揭貸款及利息，以及應收無抵押私人貸款及利息，以確保就不可收回金額計提足���減值虧損。董事認為，信貸風險已大為降低。"} +{"pdf_name": "11777252_22.pdf", "language": "zh", "markdown": "# HUMAN RESOURCES\n\nAs at 31 March 2021, the Group had a total of 32 staff (2020: 33) in Hong Kong. The employee benefit expense (including directors’ emoluments) was HK\\$21,068,000 (2020: HK\\$22,643,000) for the Year. Remuneration packages for employees and directors are structured according to market terms as well as individual’s and the Group’s performance. Benefits plans maintained by the Group include mandatory provident fund scheme, medical insurance, share option scheme and discretionary bonuses. As at 31 March 2021, the Group had 132,800,000 (2020: 386,640,000) outstanding share options granted to eligible directors and employees of the Group.\n\n# EVENT AFTER THE REPORTING PERIOD\n\n# Disposal of Cruise Ship – Leisure World\n\nOn 22 April 2021, the Group, through an indirect non-wholly owned subsidiary, entered into an agreement with an independent third party to sell the cruise ship “Leisure World”, which was sold for demolition purpose only, at a consideration of approximately US\\$3,592,000 (equivalent to approximately HK\\$27,909,000). The disposal was completed upon the delivery of “Leisure World” to the purchaser on 25 May 2021. The gain on disposal before tax is expected to be approximately US\\$92,000 (equivalent to approximately HK\\$714,000) and the Group's share of relevant aggregate revaluation surplus of HK\\$4,730,000 included in the asset revaluation reserve is expected to be transferred to retained profits. The disposal constitutes a discloseable transaction and subject to the reporting and announcement requirements under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. For details of the disposal, please refer to the Company’s announcement dated 22 April 2021.\n\n人力資源\n\n於二零二一年三月三十一日，本集團在香港之僱員合共32人（二零二零年：33人）。於本年度，僱員福利開支（包括董事酬金）為21,068,000港元（二零二零年：22,643,000港元）。僱員及董事之薪酬福利乃參考市場條款以及個人及本集團之表現而制訂。本集團提供之員工福利計劃包括強制性公積金計劃、醫療保險、購股權計劃及酌情花紅。於二零二一年三月三十一日，本集團有132,800,000份（二零二零年：386,640,000份）已授予本集團合資格董事及僱員而尚未行使之購股權。\n\n報告期後事項\n\n# 出售郵輪－Leisure World\n\n於二零二一年四月二十二日，本集團透過間接非全資附屬公司與獨立第三方訂立協議，將郵輪「Leisure World」出售，僅作拆卸用途，有關代價約3,592,000美 元（相等於約27,909,000港 元）。於 二 零 二 一 年 五 月二十五日將「Leisure World」交付予買方後，出售事項已經完成。預期出售事項的除稅前收益約92,000美 元（相等於約714,000港元），而包括在資產重估儲備內本集團應佔的有關重估盈餘總額4,730,000港元預期將會轉入保留溢利。出售事項構成一項須予披露的交易，因此須遵守香港聯合交易所有限公司證券上市規則項下有關申報及公告之規定。有關出售事項之詳情，敬請參閱本公司日期為二零二一年四月二十二日之公告。"} +{"pdf_name": "11658445_140.pdf", "language": "zh", "markdown": "3. 主要會計判斷及估計（續）\n\n判斷（續）\n\n投資物業的遞延稅項\n\n就計量以公平值模型計量的投資物業產生的遞延稅項負債或遞延稅項資產而言，董事已審閱本集團的投資物業組合，並認為本集團的投資物業乃以透過時間的推移而非透過銷售消耗該投資物業所含絕大部分經濟利益為目標的商業模式持有。因此，於釐定本集團有關投資物業的遞延稅項時，董事確認，香港會計準則第12號所得稅所載使用公平值模型計量的投資物業透過銷售收回的假設已被推翻。\n\n遞延稅項資產\n\n遞延稅項資產就所有可扣稅暫時差額、結轉未動用稅項抵免及未動用稅項虧損予以確認，並於可能出現應課稅溢利可用以抵銷可扣稅暫時差額、結轉未動用稅項抵免及未動用稅項虧損時予以確認。管理層於釐定可予以確認之遞延稅項資產數額時，須根據可能出現未來應課稅溢利之時間及數額，以及未來稅務規劃策略作出重大判斷。於2020年12月31日，遞延稅項資產賬面值為人民幣165,802,000元（2019年：人民幣154,076,000元）。進一步詳情載於財務報表附註32。\n\n# 3. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (Continued)\n\n# Judgements (Continued)\n\n# Deferred tax on investment properties\n\nFor the purpose of measuring deferred tax liabilities or deferred tax assets arising from investment properties that are measured using the fair value model, the directors have reviewed the Group’s investment property portfolio and concluded that the Group’s investment properties are held under a business model whose objective is to consume substantially all of the economic benefits embodied in the investment properties over time, rather than through sale. Therefore, in determining the Group’s deferred tax on investment properties, the directors have determined that the presumption set out in HKAS 12 Income Taxes that investment properties measured using the fair value model are recovered through sale is rebutted.\n\n# Deferred tax assets\n\nDeferred tax assets are recognised for all deductible temporary differences, and carryforward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carryforward of unused tax credits and unused tax losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies. The carrying amount of deferred tax assets at 31 December 2020 was RMB165,802,000 (2019: RMB154,076,000). Further details are included in note 32 to the financial statements."} +{"pdf_name": "11658445_141.pdf", "language": "zh", "markdown": "3. 主要會計判斷及估計（續）\n\n估計的不確定因素\n\n下文披露於報告期末關於未來的主要假設及其他估計不確定因素的主要來源，其涉及導致下個財政年度對資產及負債賬面值作出重大調整的重大風險：\n\n在建物業、持作出售的已竣工物業及持作開發以供出售的土地減值評估\n\n在建物業及持作出售的已竣工物業按成本及可變現淨值兩者中的較低者列賬。估計可變現淨值乃指根據所得最佳資料估算的估計售價減銷售開支及估計竣工成本（如有）。持作開發以供出售的土地初始按成本減任何減值虧損列賬，且不作折舊。\n\n本集團已聘請一名外部估值師對本集團於報告期末的在建物業、持作出售的已竣工物業及持作開發以供出售的土地進行估值，以評估該等資產的可變現淨值是否低於其賬面值。\n\n於2020年12月31日，在建物業、持作出售的已竣工物業及持作開發以供出售的土地的賬面值分別為人民幣2,944,941,000元（2019年：人民幣2,875,681,000元）、人民幣1,153,279,000元（2019年：人民幣1,075,239,000元）及人民幣1,657,879,000元（2019年：人民幣1,044,817,000元）。\n\n# 中國企業所得稅（「企業所得稅」）\n\n本集團須於中國繳納企業所得稅。由於若干涉及所得稅的事宜尚未獲地方稅務局確認，故於釐定將計提的所得稅撥備時，必須根據現時已實施的稅務法例、法規及其他相關政策作出客觀估計及判斷。如該等事宜的最終稅務結果與原本記錄的金額有所不同，有關差額將對出現差額期間的所得稅及稅務撥備造成影響。於2020年12月31日，應付企業所得稅的賬面值為人民幣644,145,000元（2019年：人民幣564,036,000元）。\n\n# 3. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (Continued)\n\n# Estimation uncertainty\n\nThe key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are disclosed below:\n\n# Impairment review for properties under development, completed properties held for sale and land held for development for sale\n\nProperties under development and completed properties held for sale are stated at the lower of cost and net realisable value. The estimated net realisable value is the estimated selling price less selling expenses and the estimated cost of completion (if any), which are estimated based on the best available information. The land held for development for sale is initially stated at cost less any impairment losses and is not depreciated.\n\nThe Group has engaged an external valuer to perform a valuation of the Group’s properties under development, completed properties held for sale and land held for development for sale as at the end of the reporting period to assess if the net realisable values of these assets are lower than their carrying amounts.\n\nThe carrying amounts of properties under development, completed properties held for sale and land held for development for sale at 31 December 2020 were RMB2,944,941,000 (2019: RMB2,875,681,000), RMB1,153,279,000 (2019: RMB1,075,239,000) and RMB1,657,879,000 (2019: RMB1,044,817,000), respectively.\n\n# PRC corporate income tax (“CIT”)\n\nThe Group is subject to corporate income taxes in the PRC. As certain matters relating to the income taxes have not yet been confirmed by the local tax bureau, objective estimates and judgements based on currently enacted tax laws, regulations and other related policies are required in determining the provision for income taxes to be made. Where the final tax outcome of these matters is different from the amounts originally recorded, the differences will impact on the income tax and tax provisions in the period in which the differences realise. The carrying amount of corporate income tax payables at 31 December 2020 was RMB644,145,000 (2019: RMB564,036,000)."} +{"pdf_name": "3443858_8.pdf", "language": "zh", "markdown": "
煤气1.683.87-56.101.743.30-90.350.433.11-97.67
煤化工副产品3.498.03-20.673.807.21-27.460.856.14-48.24
工程收入0.250.5742.190.220.4230.890.030.2266.67
煤炭及贸易2.285.243.221.683.182.300.805.78-1.25
装备制造2.856.5522.693.296.2418.651.087.8019.44
合计43.53100.007.0652.68100.0010.7113.84100.008.74
\n\n资料来源：公司提供\n\n从产品毛利率来看，2018 年，焦炭价格涨幅明显，焦炭毛利率由上年的 11.87%提升至 17.97%；受煤气价格下跌 0.01 元/方以及原煤价格上涨影响，导致公司煤气毛利率大幅下降，公司煤气业务仍处于亏损阶段，亏损幅度加大。受煤化工副产品价格涨幅小于原料焦煤价格涨幅，人工成本增加及脱硫脱硝项目投入影响，公司煤化工副产品毛利率继续下滑，出现成本倒挂现象，亏损程度继续扩大。同时，2018 年，公司无煤炭采掘业务，低毛利率的贸易业务摊薄公司煤炭及贸易业务毛利率降至 2.30%。公司装备制造业务毛利率下滑 4.04 个百分点至 18.65%，主要系市场竞争激烈，工程收入毛利率进一步压缩所致。综合看，公司的主营业务毛利率为 10.71%，较上年提升 3.65 个百分点。\n\n2019 年 1\\~3 月，公司实现营业收入 13.91 亿元，同比增长 14.85%，主要系焦炭价格和销量均有所上涨所致；营业利润同比增长 248.18%至 0.24 亿元，净利润同比增长 224.86%至 0.21 亿元；公司综合毛利率为 8.74%，较上年同期下降 0.17 个百分点。\n\n总体看，2018 年，受下游景气度回升，焦炭量价齐升影响，公司收入规模增长明显，收入结构保持稳定；焦炭毛利率提升推动公司主营业务毛利率提升，但煤气及煤化工副产品仍成本倒挂，亏损幅度继续加大。\n\n# 2．原材料采购\n\n2018 年，公司采购的原材料仍主要为洗精煤，采购量为 278.88 万吨，较上年增长 22.48%，主要系下游景气度提升，公司焦炭产销量增长所致。公司洗精煤平均采购含税价 1,410.94 元/吨，同比上升 27.30 元/吨。结算方式方面，2018 年，公司经营好转，为降低采购成本，公司增加现金结算比例。\n\n从采购集中度看，2017\\~2018 年，公司前五大供应商采购额分别为 16.52 亿元和 33.40 亿元，占总采购额的比例分别为 43.15%和 76.81%，2018 年原材料采购集中度有所提升。2018 年，公司经营好转，资金好转，公司减少向第三方垫资的贸易商采购，另外，公司与贵州邦达能源开发有限公司签订战略合作协议，2018 年公司向其采购量增加明显，因此公司前五大供应商集中度提升明显。目前，公司与贵州、云南、四川等地的大型煤企业签订了战略合作协议，以长单的形式保证公司上游原材料供应。\n\n总体看，2018 年，公司洗精煤采购量增长明显，采购价微幅增长；采购集中度明显提升，集中度高。\n\n# 3．生产与销售\n\n2018 年，公司主营业务产品类型和生产工艺基本无变化，公司拥有年产 198 万吨焦炭、140 吨／小时的一套干熄焦装置，以及 10 万吨/年的甲醇装置，150 万吨/年洗煤厂及三座煤矿。\n\n公司依托控股股东昆钢控股的钢铁业务，与昆钢控股的下属子公司武钢集团昆明钢铁股份有限公司（以下简称“武昆股份”）建立长期稳定的战略合作关系，下游客户仍主要为武昆股份。\n\n产能方面，2018 年，公司主要产品产能均保持稳定。"} +{"pdf_name": "3443858_9.pdf", "language": "zh", "markdown": "2018 年，公司焦炭满负荷组织生产，焦炭产量较上年增长 13.90%至 196.70 万吨，主要系下游需求增长所致；产能利用率提升至 99.34%，产销率达到 105.62%，产销率维持高水平。2018 年，公司煤气产量小幅增长 7.92%至 7.77 亿立方米，产能利用率提升至 87.50%；公司大部分煤气自用，用于生产化工产品及提供动力，因此煤气产销率��持较低水平。2018 年，公司化工产品产量略有减少，主要系师宗煤焦化工有限公司生产煤气部分外销，甲醇产量减少所致；产能利用率微幅下降至86.33%，产销率为 100.97%。公司机械制造板块业务类型较多，包括大型机械制造、机械产品生产、维修服务等，产量统计只作为参考。2018 年，公司机械制造产量变化不大。2018 年，公司耐磨产品产量小幅增长，产销率仍维持较高水平。\n\n表 3 公司主要产品产销情况（单位：万吨/年、万吨、亿立方米、亿立方米/年、%）\n\n
项目2017 年2018 年
产能产量产能利用率销量产销率产能产量产能利用率销量产销率
焦炭198.00172.6987.22177.74102.92198.00196.7099.34207.75105.62
煤气8.887.2081.082.0828.898.887.7787.502.1928.19
化工产品18.0015.7087.2215.4198.1518.0015.5486.3315.69100.97
机械制造2.500.8032.000.4768.122.500.8734.800.98112.64
耐磨产品4.201.4634.761.46100.004.201.7140.711.6294.74
\n\n资料来源：公司提供\n\n2018 年，公司主营业务的销售格局变化不大，昆明市和曲靖市依然是公司产品的主要销售地。同时公司议价模式与运输模式未发生较大变化。销售价格方面，2018 年，公司焦炭平均销售价格为2,012.13 元/吨，较上年增长 8.46%，主要系焦炭行业去产能导致供求关系企稳，下游钢铁行业景气度好转所致；煤气平均销售价格为 0.80 元/立方米，较上年下降 0.01 元/立方米。公司煤化工产品售价主要随市场价波动，较上年增长 151.61 元/吨。\n\n下游结算方式方面，2018 年，公司逐渐缩小票据结算比例，提高现金结算比例。目前公司整体票据使用量依然较大，且以武昆股份的商票居多。\n\n从销售集中度看，2017\\~2018 年公司前五大销售客户销售总额分别为 28.80 亿元和 38.44 亿元，占营业收入的比重分别为 65.11%和 72.98%，集中度较高，主要系公司焦炭和煤气主要销售给其关联方武昆股份所致（详见经营部份关联交易小节）。其中，2017\\~2018 年，公司前五名客户销售额中关联方销售额分别为 27.50 亿元和 34.80 亿元，占年度销售总额比例分别为 62.17%和 66.07%，公司向关联方销售规模大。\n\n从主营业务收入分地区看，昆明市、曲靖市和红河州的收入占比分别为 57.52%、42.04%和 0.44%，\n\n2017\\~2018 年，公司环保投入资金分别为 1,777.00 万元和 5,271.39 万元，占营业收入比重分别为 0.40%和 0.98%，2018 年，公司加大环保投入力度。\n\n总体看，2018 年，公司主要产品产能均保持稳定；除化工产品产量微幅下降外，其他产品产量均有所增长；主要产品销量均增长；焦炭和化工产品产销率维持较高水平；公司前五大客户集中度仍较高，且关联方销售规模大。\n\n# 4．关联交易\n\n2018 年，公司关联采购金额为 4.96 亿元，占营业成本比重为 10.33%，较上年下降了 7.08 个百分点。2018 年，公司关联销售规模为 37.10 亿元，占营业收入比重为 68.71%，较上年下降了 2.18个百分点，但关联销售比例仍然较高。"} +{"pdf_name": "11684728_85.pdf", "language": "zh", "markdown": "# (2.2) MOY International Holdings Limited, the ultimate holding company of the Company\n\n(2.2) 本公司最終控股公司MOY International Holdings Limited\n\n
Name of director \n董事姓名Capacity\n身份Number of \nordinary shares \ninterested\n擁有權益之\n普通股數目Percentage \nof the issued \nshare capital \nin such \nassociated \n*corporati\non佔該相聯法團\n已發行股本的\n概約百分比*
Mr. Huang Mao Ru\n黃茂如先生Beneficial owner\n實益擁有人100100%
\n\n\\* The percentage represents the number of ordinary shares divided by the number of MOY International Holdings Limited’s issued shares as at 31 December 2020.\n\nSave as disclosed above, as at 31 December 2020, none of the directors or chief executives of the Company had any interests or short positions in the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) as recorded in the register required to be kept by the Company pursuant to Section 352 of the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code.\n\n# SUBSTANTIAL SHAREHOLDERS’ INTERESTS AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES OF THE COMPANY\n\nAs at 31 December 2020, the following persons (other than the directors of the Company, whose interests have been disclosed in the above section headed “Directors’ and Chief Executives’ Interests and Short Positions in Shares and Underlying Shares of the Company and its Associated Corporations”) had interests of 5% or more in the shares of the Company as recorded in the register required to be kept by the Company under Section 336 of the SFO:\n\n\\* 百分比代表普通股數目除以 M O Y International Holdings Limited於2020年12月31日之己發行股份數目。\n\n除上文所披露者外，於2020年12月31日，並無本公司董事或主要行政人員於本公司或其相聯法團（定義見證券及期貨條例第XV部）的股份、相關股份或債券中擁有本公司根據證券及期貨條例第352條須存置的登記冊所記錄，或根據標準守則須知會本公司及聯交所的權益或淡倉。\n\n主要股東於本公司股份及相關股份之權益及淡倉\n\n於2020年12月31日，以下人士（權益已於上文「董事及主要行政人員於本公司及其相聯法團之股份及相關股份之權益及淡倉」一節披露的本公司董事除外）擁有根據證券及期貨條例第336條本公司須存置的登記冊所記錄的本公司股份5%或以上的權益："} +{"pdf_name": "11684728_86.pdf", "language": "zh", "markdown": "# Long position in the shares of the Company\n\n本公司股份之好倉\n\n
Name of substantial shareholder \n主要股東姓名Capacity\n身份Number of \nordinary shares \ninterested\n擁有權益之\n普通股數目Approximate \npercentage of \nthe C’ompanys \nissued share \ncapital*\n佔本公司\n已發行股本的\n概約百分比*
Mrs. Huang Jingzhang\n張靜女士Interest of spouse\n配偶權益4,250,000,000\n(Note (a))\n（附註(a)）82.68%
Maoye Department Store\nInvestment LimitedBeneficial owner\n實益擁有人4,200,000,000\n(Note (b))\n（附註(b)）81.71%
MOY International Holdings LimitedInterest of controlled corporation\n受控制法團的權益4,200,000,000\n(Note (b))\n（附註(b)）81.71%
\n\nNotes:\n\n(a) Mrs. Huang Jingzhang was deemed to be interested in these shares through the interest of her spouse, Mr. Huang Mao Ru.\n\n(b) Maoye Department Store Investment Limited was a wholly-owned subsidiary of MOY International Holdings Limited. Such interests were also disclosed as the interests of Mr. Huang Mao Ru in the above section headed “Directors’ and Chief Executives’ Interests and Short Positions in Shares and Underlying Shares of the Company and its Associated Corporations”.\n\n\\* The percentage represents the number of ordinary shares divided by the number of the Company’s issued shares as at 31 December 2020.\n\nSave as disclosed above, as at 31 December 2020, no person (other than the directors of the Company, whose interests have been disclosed in the above section headed “Directors’ and Chief Executives’ Interests and Short Positions in Shares and Underlying Shares of the Company and its Associated Corporations”) had an interest or a short position in the shares or underlying shares of the Company as recorded in the register required to be kept by the Company pursuant to Section 336 of the SFO.\n\n附註：\n\n(a) 張靜女士透過其配偶黃茂如先生的權益，被視為擁有該等股份的權益。\n\n(b) Maoye Department Store Investment Limited乃MOY International Holdings Limited之全資附屬公司。該等權益亦於上文「董事及主要行政人員於本公司及其相聯法團之股份及相關股份之權益及淡倉」一節中披露為黃茂如先生之權益。\n\n\\* 百分比代表普通股數目除以本公司於2020年12月31日已發行股份之數目。\n\n除上文所披露者外，於2020年12月31日，並無任何人士（權益已於上文「董事及主要行政人員於本公司及其相聯法團之股份及相關股份之權益及淡倉」一節披露的本公司董事除外）擁有根據證券及期貨條例第336條本公司須存置的登記冊所記錄的本公司股份或相關股份之權益或淡倉。"} +{"pdf_name": "9289931_182.pdf", "language": "zh", "markdown": "# 十、 关联方关系及其交易（续）\n\n# 5. 关联方应收应付款项余额（续）\n\n# （12） 应付账款\n\n
2021年12月31日2020年12月31日
人民币千元人民币千元
山西四建集团有限公司205.28-
山西八建集团有限公司253.30-
武钢中冶工业技术服务有限公司312.151,435.04
山西六建集团有限公司449.30-
上海欧冶采购信息科技有限责任公司521.60-
南风集团山西日化销售有限公司566.521,133.61
山西省工业设备安装集团有限公司667.202,318.56
太原钢铁（集团）比欧西气体有限公司679.72-
山西省化工研究所合成材料有限公司745.79-
山西太钢碧水源环保科技有限公司861.06794.30
武钢集团襄阳重型装备材料有限公司905.13406.80
华晋焦煤有限责任公司煤炭销售分公司1,000.001,000.00
上海宝信软件股份有限公司1,072.23364.23
上海宝钢铸造有限公司1,418.491,868.48
太重集团榆次液压工业有限公司1,471.4089.45
山西二建集团有限公司2,166.24-
山西省第三建筑工程公司2,213.78-
山西宝太新金属开发有限公司2,441.433,491.60
山西阳煤化工机械（集团）有限公司3,070.24-
山西云时代太钢信息自动化技术有限公司3,576.002,146.26
中冶南方（武汉）热工有限公司3,843.12-
宝武装备智能科技有限公司5,310.00-
宝钢轧辊科技有限责任公司5,861.663,769.04
晋控煤业金鼎活性炭山西有限公司8,825.45-
太原重工股份有限公司9,529.7411,076.99
欧冶链金再生资源有限公司9,853.931,582.72
天津太钢大明金属科技有限公司11,234.90-
山西太钢新钢联金属材料发展有限公司13,370.83-
中冶南方工程技术有限公司22,661.90-
山西潞安环保能源开发股份有限公司25,913.8222.30
山西太钢福达发展有限公司28,622.301,837.96
山西焦煤集团煤焦销售有限公司-12,164.95
山西能投国际贸易有限公司-431.17
山西省医药集团医药股份有限公司-2,964.33
山西省化工研究所合成材料厂214.43672.84
其他401.72451.74
170,240.6650,022.37
"} +{"pdf_name": "9289931_183.pdf", "language": "zh", "markdown": "# 十、 关联方关系及其交易（续）\n\n# 5. 关联方应收应付款项余额（续）\n\n# （13） 合同负债\n\n
2021年12月31日2020年12月31日
人民币千元 人民币千元
山西潞安机械有限责任公司14.583,128.90
山西煤炭进出口集团有限公司395.49356.26
山西煤机晋龙机电有限公司473.34-
宁波宝新不锈钢有限公司510.5913,260.15
上海宝华国际招标有限公司620.79-
山西太钢碧水源环保科技有限公司652.64-
山西太钢福达发展有限公司722.94-
晋控煤业金鼎活性炭山西有限公司887.08-
佛山宝钢不锈钢贸易有限公司963.97-
山西水务物资贸易有限公司1,342.76-
太原煤炭气化（集团）国际贸易有限公司1,739.44-
杭州大明万洲金属科技有限公司1,755.43-
江苏大明协好贸易有限公司2,163.15-
上海实达精密不锈钢有限公司2,195.17-
烟台鲁宝钢管有限责任公司9,048.72-
江苏大明工业科技集团有限公司10,126.15-
山西晋煤集团国际贸易有限责任公司14,048.86-
上海欧冶材料技术有限责任公司14,258.895,326.69
太原重工股份有限公司17,491.566,503.56
山西商品电子交易中心股份有限公司21,341.15-
���原太钢大明金属制品有限公司25,267.1325,688.95
上海钢铁交易中心有限公司29,880.50-
天津太钢大明金属科技有限公司40,119.71-
上海欧冶供应链有限公司51,289.79-
山西宝太新金属开发有限公司221,927.7812,032.31
华远国际陆港集团有限公司-52,160.51
晋能控股装备制造集团有限公司-1,218.29
武汉钢铁绿色城建金属结构有限责任公司-950.00
华阳新材料科技集团有限公司-831.02
山西建设投资集团有限公司-707.51
晋能控股煤业集团有限公司-620.44
其他981.9913.35
470,219.60122,797.94
"} +{"pdf_name": "11770873_14.pdf", "language": "zh", "markdown": "# Ms. Wang Hongyin (“Ms. Wang”)\n\nMs. Wang, aged 45, joined the Company as an executive Director on 18 December 2017, majored in Certified Public Accountant in Finance and Economic Institute of Tianjin (currently known as Tianjin University of Finance and Economics) and obtained a Bachelor Degree in economics in 1997 and a Master of Science Degree in Financial Analysis from Hong Kong University of Science and Technology in 2010. Ms. Wang is currently attending the EMBA Joint Degree jointly set up by Guanghua School of Management of Peking University and Kellogg School of Management of Northwestern University, the United States. Ms. Wang has rich experience in audit, investment, business development and assets management.\n\n# INDEPENDENT NON-EXECUTIVE DIRECTORS\n\n# Mr. Guo Wei (“Mr. Guo”)\n\nMr. Guo, aged 65, was appointed as an independent non-executive director of the Company on 28 April 2016. He is also the chairman of the nomination committee and remuneration committee and a member of the audit committee of the Company. Mr. Guo graduated from Beijing Institute of Economic Research, majoring in Chinese Language and Literature (undergraduate) in 1999. Since 2004, he has been served as the chairman of the board of 浙江瑞豐投資有限公司(Zhejiang Ruifeng Investment Company Limited\\*). He worked in the 浙江省郵電勘察設計院 (Survey and Design Institute of Post and Telecommunications in Zhejiang Province\\*) from 1977 to 1987. He worked in the Zhejiang Provincial Government Office in Guangzhou and 大東南集團公司 (Grand Southeast Group Corporation\\*) from 1988 to 1994. He worked as the general manager of 杭州南王國際大酒店 (Hangzhou Nanwang International Hotel\\*) and the chairman of the board of 杭州五雲投資公司 (Hangzhou Wuyun Investment Company\\*) from 1995 to 2004. Mr. Guo has been engaged in management for more than 30 years, including 20 years as the head of enterprises, during which he gains extensive management experience and strong coordination ability.\n\n汪宏音女士（「汪女士」）\n\n汪女士，45歲，於二零一七年十二月十八日加入本公司，擔任執行董事，於天津財經學院（現為天津財經大學）主修註冊會計師專業並於一九九七年取得經濟學學士學位，於二零一零年獲頒香港科技大學理學碩士（財務分析學）學位。汪女士現就讀由北京大學光華管理學院及美國西北大學Kellogg商學院共同設立的EMBA聯合學位。汪女士擁有豐富的審計、投資、業務發展及資產管理經驗。\n\n獨立非執行董事\n\n郭瑋先生（「郭先生」）\n\n郭先生，65歲，於二零一六年四月二十八日獲委任為本公司之獨立非執行董事，並為本公司之提名委員會及薪酬委員會主席及審核委員會成員。郭先生於一九九九年畢業於北京經濟研修學院漢語言文學專業（本科）。二零零四年至今擔任浙江瑞豐投資有限公司董事長，於一九七七年至一九八七年期間於浙江省郵電勘察設計院工作，於一九八八年至一九九四年期間於浙江省政府駐廣州辦事處及大東南集團公司工作，於一九九五年至二零零四年期間擔任杭州南王國際大酒店總經理、杭州五雲投資公司董事長。郭先生從事管理工作三十餘年，其中有二十年擔任企業一把手，有豐富的管理經驗和較強的協調能力。\n\n---\n\n\\* For identification purpose only"} +{"pdf_name": "11770873_15.pdf", "language": "zh", "markdown": "# Mr. Lam Albert Man Sum (“Mr. Lam”)\n\nMr. Lam, aged 64, joined the Company as an independent non-executive Director on 8 December 2017. He is also the chairman of the audit committee of the Company, a member of the nomination committee and remuneration committee of the Company. He is a member of the Institute of Chartered Accountants in England & Wales, Association of Chartered Certified Accountants, Hong Kong Institute of Certified Public Accountants, the Hong Kong Securities Institute, Society of Chinese Accountants & Auditors, Australia • New Zealand Institute of Chartered Accountants, Taxation Institute of Hong Kong and Certified Tax Adviser. Mr. Lam holds a Bachelor Degree in Arts (Economics) from the University of Manchester, the United Kingdom. Mr. Lam is currently an independent non-executive director of Macrolink Capital Holdings Limited (formerly known as Junefield Department Store Group Limited) (Stock Exchange Stock Code: 758). He was an independent non-executive director of OCI International Holdings Limited (Stock Exchange Stock Code: 329) from 28 April 2010 to 7 May 2018. Mr. Lam currently is a partner of Grand Thornton Hong Kong Limited. Mr. Lam had been head of department in Southwest Securities International Securities Limited (Stock Exchange Stock Code: 812). He was the former director and Chief Executive Officer and is the shareholder of Jonten Hopkins CPA Limited (the merger of former Aoba CPA Limited\\* (青葉會計師事務所) and Albert Lam & Co. CPA). Mr. Lam was also the Managing Partner and Founder of Albert Lam & Co. CPA.\n\n林聞深先生（「林先生」）\n\n林先生，64歲，於二零一七年十二月八日加入本公司，擔任獨立非執行董事。彼亦為本公司審核委員會主席、本公司提名委員會及薪酬委員會各自之成員。彼為英格蘭及威爾斯特許會計師公會、英國特許公認會計師公會、香港會計師公會、香港證券學會、香港華人會計師公會、澳洲 • 紐西蘭特許會計師公會、香港稅務學會會員及註冊稅務師。林先生持有英國曼徹斯特大學經濟系文學士學位。林先生現為新華聯資本有限公司（前稱莊勝百貨集團有限公司）之獨立非執行董事（聯交所上市股份代號：758）。自二零一零年四月二十八日至二零一八年五月七日，彼為東建國際控股有限公司之獨立非執行董事（聯交所上市股份代號：329）。林先生現時為致同（香港）會計師事務所有限公司之合伙人。林先生曾任西證國際證券股份有限公司之部門總監（聯交所上市股份代號：812）。彼為中天運浩勤會計師事務所有限公司（前青葉會計師事務所及林聞深會計師事務所合併）之前任董事及行政總裁及現任股東。林先生亦曾為林聞深會計師事務所之管理合夥人兼公司創辦人。\n\n---\n\n\\* For identification purpose only"} +{"pdf_name": "20792559_205.pdf", "language": "zh", "markdown": "# 22. INTERESTS IN ASSOCIATES (CONTINUED)\n\nDetails of the Group’s material associates at the end of the reporting period are as follow:\n\n22. 於聯營公司之權益（續）\n\n本集團主要聯營公司於報告期末之詳情如下：\n\n
Name of entity \n實體名稱Form of entity\n實體形式Place of \nincorporation/\nPrincipal place \nof operation\n註冊成立地點╱\n主要營運地點Proportion of \nownership interests \nheld by the Group\n本集團所持所有\n權權益比例Proportion of voting \nrights held \nby the Group \n本集團所持\n投票權比例Principal activities\n主營業務
2016 \n二零一六年2015 \n二零一五年2016 \n二零一六年2015\n二零一五年
Zhejiang Ocean Leasing Company Limited \n(“Zhejiang Ocean”)\n浙江海洋租賃股份公司\n（「浙江海洋」）Incorporated\n註冊成立PRC/PRC\n中國╱中國20%20%20%20%Finance leasing business\n融資租賃業務
Zhoushan Ocean Leasing Company Limited \n(“Zhoushan Ocean”)# (Note a)\n舟山海洋租賃有限責任有限公司\n（「舟山海洋」）# （附註 a）Incorporated\n註冊成立PRC/PRC\n中國╱中國20%N/A\n不適用20%N/A\n不適用Finance leasing business\n融資租賃業務
Zhoushan Fishing Development \nServices Company Limited \n(“Zhoushan Fishin”)*\ng舟山遠洋漁業發展服務有限公司\n（「舟山漁業」）*Incorporated\n註冊成立PRC/PRC\n中國╱中國7%7%7%7%Ocean fishery industry and \nproviding shipyard finance \nleasing\n遠洋捕魚業及提供船廠融\n資租賃
Zhejiang Ocean Lihe Capital Management \nCompany Limited (“Zhejiang Lihe”)* \n(Note a)\n浙江海洋力合資本管理有限公司\n（「浙江力合」）（附註a）Incorporated\n註冊成立PRC/PRC\n中國╱中國9%N/A\n不適用9%N/A\n不適用Asset management business\n資產管理業務
Beijing ZhongShou Intelligent Parking \nManagement Company Limited (Note a)\n北京中首智慧停車管理有限公司（附註a）Incorporated\n註冊成立PRC/PRC\n中國╱中國25.24%N/A\n不適用25.24%N/A\n不適用Investment and \nmanagement of car parks\n投資及管理停車場
Qiandao Financial Leasing Company Limited \n(“Qiandao Financial Leasin”g) (Notes a & \n浙江千島融資租賃有限公司（「千島融資」）\n（附註a及b）Incorporated\nb)註冊成立PRC/PRC\n中國╱中國25%N/A\n不適用20% \n(Note b)\n（附註b）N/A\n不適用Finance leasing business\n融資租賃業務
Nantong Xiangyu Ocean Equipment \nCompany Limited (“Nantong Xiangyu”) \n(Notes a & c)\n南通象嶼海洋裝備有限責任公司\n（「南通象嶼」）（附註a及c）Incorporated\n註冊成立PRC/PRC\n中國╱中國24%N/A\n不適用27% \n(Note c)\n（附註c）N/A\n不適用Shipbuilding, shipping \nlogistics, leasing of ports, \nshipbuilding financial \nleasing\n造船、船務物流、租賃港\n口、造船融資租賃
"} +{"pdf_name": "20792559_206.pdf", "language": "zh", "markdown": "# 22. INTERESTS IN ASSOCIATES (CONTINUED)\n\n\\* Zhoushan Fishing and Zhejiang Lihe are associates of Zhejiang Ocean\n\n\\# Zhoushan Ocean is a wholly-owned subsidiary of Zhejiang Ocean\n\nNote:\n\na) It was newly incorporated during the year ended 31 December 2016.\n\nb) Merge Limited, a direct wholly owned subsidiary of the Company, has appointed one out of five directors of Qiandao Financial Leasing.\n\nc) According to the shareholder agreement of Nantong Xiangyu, China Ocean Industry (Shenzhen) Company Limited, an indirect wholly-owned subsidiary of the Company, has 27% voting rights of Nantong Xiangyu.\n\n# Summarised consolidated financial information of associates\n\nSummarised consolidated financial information in respect of the Group’s material associates are set out below. The summarised financial information below represents amounts shown in the associates’ financial statements prepared in accordance with HKFRSs.\n\nSet out below is the summarised consolidated financial information for Zhejiang Ocean which is accounted for using the equity method.\n\n22. 於聯營公司之權益（續）\n\n\\* 舟山漁業及浙江力合為浙江海洋之聯營公司\n\n\\# 舟山海洋為浙江海洋之全資附屬公司\n\n附註：\n\na) 該公司於截至二零一六年十二月三十一日止年度新註冊成立。\n\nb) 本公司之直接全資附屬公司聚合有限公司已委任千島融資五名董事中的一名。\n\nc) 根據南通象嶼之股東協議，本公司之間接全資附屬公司中海重工（深圳）有限公司享有南通象嶼27%之投票權益。\n\n聯營公司之綜合財務資料概要\n\n本集團主要聯營公司之綜合財務資料概要載於下文。下文載列之財務資料概要指根據香港財務報告準則編製之聯營公司財務報表所示金額。\n\n使用權益法入賬之浙江海洋綜合財務資料概要載於下文。"} +{"pdf_name": "9262359_78.pdf", "language": "zh", "markdown": "对于能够结转以后年度的可抵扣亏损，本集团以未来期间很可能获得用来抵扣可抵扣亏损的应纳税所得额为限，确认相应的递延所得税资产。未来期间取得的应纳税所得额包括本集团通过正常的生产经营活动能够实现的应纳税所得额，以及以前期间产生的应纳税暂时性差异在未来期间转回时将增加的应纳税所得额。本集团在确定未来期间应纳税所得额取得的时间和金额时，需要运用估计和判断。如果实际情况与估计存在差异，可能导致对递延所得税资产的账面价值进行调整。\n\n# 3）长期资产减值准备\n\n本集团在资产负债表日对存在减值迹象的固定资产、在建工程、使用寿命有限的无形资产进行减值测试时，当减值测试结果表明资产的可收回金额低于其账面价值的，按其差额计提减值准备并计入资产减值损失。可收回金额为资产的公允价值减去处置费用后的净额与资产预计未来现金流量的现值两者之间的较高者，其计算需要采用会计估计。\n\n可收回金额是资产(或资产组)的公允价值减去处置费用后的净额与资产(或资产组)预计未来现金流量的现值两者之间较高。在预计公允价值减处置费用后的净额时，需要对预计资产处置价格以及预计处置费用等作出重大判断。在预计未来现金流量现值时，需要对该资产(或资产组)的未来售电量、上网电价、发电燃料价格以及计算现值时使用的折现率等作出重大判断。本公司在估计可收回金额时会采用所有能够获得的相关资料，包括根据合理和可支持的假设所作出有关未来售电量、上网电价、发电燃料价格、预计资产处置价格以及预计处置费用等的预测。\n\n如果管理层对资产组公允价值减处置费用计算中采用的预计资产处置价格关键参数进行修订，修订后的预计资产处置价格低于目前采用的预计资产处置价格，本集团需对固定资产增加计提减值准备。\n\n如果管理层对资产组未来现金流量计算中采用的增长率包括使用的未来售电量的关键参数进行修订，修订后的增长率低于目前采用的增长率，本集团需对固定资产增加计提减值准备。\n\n如果管理层对资产组未来现金流量计算中采用的毛利率包括使用的上网电价、发电燃料价格的关键参数进行修订，修订后的毛利率低于目前采用的毛利率，本集团需对固定资产增加计提减值准备。\n\n如果管理层对应用于现金流量折现的税前折现率进行重新修订，修订后的税前折现率高于目前采用的折现率，本集团需对固定资产增加计提减值准备。\n\n如果实际增长率和毛利率高于或实际税前折现率低于管理层的估计，本集团不能转回原已计提的固定资产减值损失。\n\n# 4）固定资产预计使用寿命和预计净残值\n\n固定资产的预计可使用年限，以过去性质及功能相似的固定资产的实际可使用年限为基础，按照历史经验进行估计。如果对于预计使用寿命和预计净残值的估计发生重大变化，则会在未来期间对折旧费用进行调整。\n\n于每年度终结，本集团对固定资产的预计使用寿命和预计净残值进行复核并作适当调整。\n\n# 44. 重要会计政策和会计估计的变更\n\n# (1).重要会计政策变更\n\n√适用 □不适用\n\n
会计政策变更的内容和原因审批程序备注(受重要影响的报表项目名\n称和金额)
财政部于 2018 年颁布了修订后的《企业会计准则\n第 21 号——租赁》(以下简称“新租赁准则”)，于\n2021 年颁布了《关于印发<企业会计准则解释第 14 号>\n的通知》(财会[2021] 1 号)及《企业会计准则实施问\n答》，本集团已采用上述准则、通知和实施问答编制\n2021 年度财务报表。\n本集团及本公司于 2021 年 1 月 1 日首次执行新租\n赁准则，根据相关规定，本集团及本公司对首次执行\n日前已存在的合同选择不再重新评估。本集团及本公\n司对于该准则的累积影响数调整 2021 年年初留存收\n益以及财务报表相关项目金额。第三届董事会第\n二十七次会议审\n议通过固定资产-1,335,340,270.88\n使用权资产 1,393,397,571.80\n租赁负债-1,154,026,800.78\n长期应付款 1,169,276,115.07
"} +{"pdf_name": "9262359_79.pdf", "language": "zh", "markdown": "# (2).重要会计估计变更\n\n□适用 √不适用\n\n# (3).2021 年起首次执行新租赁准则调整首次执行当年年初财务报表相关情况\n\n√适用 □不适用\n\n合并资产负债表\n\n单位:元 币种:人民币\n\n
项目2020 年 12 月 31 日2021 年 1 月 1 日调整数
流动资产：
货币资金18,567,022,489.5118,567,022,489.51
结算备付金
拆出资金
交易性金融资产
衍生金融资产8,306.398,306.39
应收票据117,112,537.14117,112,537.14
应收账款6,024,366,862.896,024,366,862.89
应收款项融资957,273,883.38957,273,883.38
预付款项611,153,948.72608,212,958.79-2,940,989.93
应收保费
应收分保账款
应收分保合同准备金
其他应收款105,720,125.13105,720,125.13
其中：应收利息2,419,171.002,419,171.00
应收股利60,895,615.3060,895,615.30
买入返售金融资产
存货2,734,002,157.612,734,002,157.61
合同资产9,986,564.579,986,564.57
持有待售资产
一年内到期的非流动资产
其他流动资产715,115,276.16685,916,028.17-29,199,247.99
流动资产合计29,841,762,151.5029,809,621,913.58-32,140,237.92
非流动资产：
发放贷款和垫款
债权投资
其他债权投资
长期应收款
长期股权投资24,913,707,995.6524,985,379,525.0571,671,529.40
其他权益工具投资6,926,670,993.536,926,670,993.53
其他非流动金融资产
投资性房地产108,803,315.37108,803,315.37
固定资产48,539,155,053.5847,203,814,782.70-1,335,340,270.88
在建工程1,410,820,413.321,410,820,413.32
生产性生物资产
油气资产
使用权资产1,393,397,571.801,393,397,571.80
无形资产2,127,405,510.642,127,405,510.64
开发支出61,254,062.4961,254,062.49
商誉
长期待摊费用266,624,385.35249,274,134.33-17,350,251.02
递延所得税资产190,756,599.56190,756,599.56
其他非流动资产125,468,980.75102,697,550.24-22,771,430.51
非流动资产合计84,670,667,310.2484,760,274,459.0389,607,148.79
资产总计114,512,429,461.74114,569,896,372.6157,466,910.87
流动负债：
"} +{"pdf_name": "11687840_172.pdf", "language": "zh", "markdown": "# 22. Properties Held for Sale\n\nThe carrying amounts of properties held for sale comprise properties situated in:\n\n22. 持作出售之物業\n\n持作出售之物業之賬面值包括位於以下地方的物業：\n\n
20212020
HK$’000 \n千港元HK$’000\n千港元
Hong Kong 香港1,669,552315,061
The PRC 中國469436
1,670,021315,497
\n\n# 23. Properties Under Development for Sale\n\nThe amounts represent projects of properties under development for sale in Hong Kong.\n\nIncluded in the amounts are properties under development for sale of approximately HK\\$5,225,609,000 (2020: HK\\$3,642,768,000) which are expected to be recovered after twelve months from the end of the reporting period.\n\nDuring the year, the net interest capitalised in properties under development for sale amounted to HK\\$223,108,000 (2020: HK\\$231,590,000).\n\n# 24. Trade and Other Receivables\n\nAn analysis of trade and other receivables is as follows:\n\n23. 持作出售之發展中物業有關金額指於香港持作出售之發展中物業。\n\n該等款項包括之持作出售之發展中物業約5,225,609,000港元（2020年：3,642,768,000港元）預計將於報告期末起計十二個月後可收回。\n\n於本年度，持作出售之發展中物業之資本化利息淨值為223,108,000港元（2020年：231,590,000港元）。\n\n24. 貿易及其他應收款項\n\n貿易及其他應收款項之分析如下：\n\n
20212020
HK$’000 \n千港元HK$’000\n千港元
Trade receivables (Note a) 貿易應收款項（附註a)63,30343,101
Chips on hand (Note b) 籌碼（附註b）54,66669,277
Other receivables (Note c) 其他應收款項（附註c)286,068343,209
Deposits and prepayments (Note d) 按金及預付款項（附註d）833,523961,600
1,237,5601,417,187
\n\nAs at 31 March 2021, trade receivables comprise receivables from contracts with customers and lease receivables of HK\\$40,969,000 (2020: HK\\$23,991,000) and HK\\$22,334,000 (2020: HK\\$19,110,000) respectively.\n\nAs at 1 April 2019, trade receivables from contracts with customers and lease receivables amounted to HK\\$102,756,000 and HK\\$4,889,000 respectively.\n\n於2021年3月31日，貿易應收款項包括來自客戶合約之應收款項及應收租賃款項，分別為40,969,000港元（2020年：23,991,000港元）及22,334,000港元（2020年：19,110,000港元）。\n\n於2019年4月1日，貿易應收款項包括來自客戶合約之應收款及租賃應收款分別為102,756,000港元及4,889,000港元。"} +{"pdf_name": "11687840_173.pdf", "language": "zh", "markdown": "# 24. Trade and Other Receivables (continued)\n\nAn aging analysis of the Group’s trade receivables (net of impairment allowance) based on either the date of credit granted or the invoice date at the end of the reporting period is set out below:\n\n24. 貿易及其他應收款項（續）\n\n於報告期末，根據本集團貿易應收款項（扣除減值撥備）之授出信貸日期或發票日期所作出之賬齡分析如下：\n\n
20212020
HK$’000 \n千港元HK$’000\n千港元
0 – 30 days 0至30日45,48025,493
31 – 90 days 31至90日2,2713,447
91 – 180 days 91至180日2,6521,261
Over 180 days 180日以上12,90012,900
63,30343,101
\n\nNotes:\n\n(a) No credit period was granted to tenants for rental of premises. Before accepting any new tenant, the Group will internally assess the credit quality of the potential tenant. No credit period was granted to hotel customers generally except for those high credit rating customers to whom an average credit period of 30 days were granted.\n\nFor gaming operation, the Group normally allows credit periods of up to 60 days to its credit approved customers, except for certain credit worthy customers with long term relationship and stable repayment pattern, where the credit periods are extended to a longer period.\n\nAs at 31 March 2021, included in the trade receivable balances in respect of other operations are debtors with carrying amounts of HK\\$22,334,000 (2020: HK\\$19,110,000) which are past due at the end of the reporting period.\n\n(b) Chips on hand represent chips issued by a gaming concessionaire in Macau which can be exchanged into their cash amounts.\n\n(c) As at 31 March 2021, included in other receivables are amounts due from related companies of HK\\$36,563,000 (2020: HK\\$44,741,000). These related companies are indirectly controlled by private discretionary trusts which are founded by Dr. Albert Yeung, a deemed substantial shareholder of the Company. The amounts are unsecured, interest-free and repayable on demand.\n\nAs at 31 March 2021, included in other receivables are deposits received for sales of the Group’s properties of HK\\$34,437,000 (2020: HK\\$20,601,000) under the custody of the independent lawyers on behalf of the Group.\n\n(d) As at 31 March 2021, included in deposits and prepayments are refundable stamp duties in respect of redevelopment projects of HK\\$676,904,000 (2020: HK\\$778,433,000).\n\nDetails of impairment assessment of trade and other receivables for the year ended 31 March 2021 are set out in note 43(b).\n\n附註：\n\n(a) 本集團並無向租賃物業之承租人授出信貸期。於接納任何新承租人之前，本集團將內部評估潛在承租人之信貸質素。本集團通常亦不會向酒店客戶授出信貸期，惟信譽良好之客戶除外，而所授出之平均信貸期為30日。\n\n就博彩業務而言，本集團一般給予其客戶授出最多60日之信貸期，惟若干具有長期關係及穩定還款模式的信譽良好客戶，彼等之信貸期可獲延長至一段較長期間。\n\n於2021年3月31日，其他業務之貿易應收款項結餘包括賬面值22,334,000港元（2020年：19,110,000港元）之應收賬款，其於報告期末已逾期。\n\n(b) 籌碼由澳門博彩承批公司發行，並可轉換為對等現金款項。\n\n(c) 於2021年3月31日，其他應收款項包括應收關連公司之款項36,563,000港元（2020年：44,741,000港元）。該等關連公司均由楊博士（被視為本公司之主要股東）成立之私人酌情信託間接控制。有關款項為無抵押、免息及按要求償還。\n\n於2021年3月31日，其他應收款項包括就銷售本集團之物業收取之按金34,437,000港元（2020年：20,601,000港元），其由獨立律師代表本集團保管。\n\n(d) 於2021年3月31日，按金及預付款項包括重建項目之可退還印花稅676,904,000港元（2020年：778,433,000港元）。\n\n截至2021年3月31日止年度之貿易及其他應收款項之減值評估詳情載於附註43(b)。"} +{"pdf_name": "9253676_11.pdf", "language": "zh", "markdown": "# CPI 同比预测：8 月 CPI 同比或持平上月的 1.0%\n\n截至 8 月 6 日，商务部农副产品价格 7 月环比为 0.91%，低于历史均值 1.30%，考虑到后续食品价格或延续季节性上涨，预计 2021 年 8 月食品价格环比或高于季节性水平。截至 8 月 13 日，8 月非食品高频指标环比为-0.32%，略低于历史均值-0.12%，考虑到疫情对非食品价格的负面影响，预计 8 月整体非食品环比或略低于季节性水平。\n\n预计 8 月 CPI 食品环比约为 1.8%，CPI 非食品环比约为 0.1%，CPI 整体环比约为 0.4%，今年 8 月 CPI 同比或持平上月的 1.0%。\n\n# PPI 高频跟踪：7 月下旬流通领域生产资料价格继续明显上涨\n\n# 流通领域生产资料价格高频跟踪：7 月下旬继续明显上涨\n\n根据统计局发布 24 个省（区、市）流通领域 9 大类 50 种重要生产资料市场价格，我们分别编制了 9 大类生产资料价格旬度定基指数，在此基础上，将 9 大类指数环比的算术平均值作为整体流通领域生产资料价格总指数的环比，编制出 PPI 高频跟踪的流通领域生产资料价格总指数。\n\n2021 年 7 月下旬流通领域生产资料价格总指数明显上涨。7 月下旬流通领域生产资料价格总指数较 7 月中旬上涨 1.1%。\n\n流通领域生产资料九大产品类别中，7 月下旬黑色金属、有色金属、化工产品、石油天然气、煤炭、非金属建材、农业生产资料价格均上涨，仅大宗农产品、林产品价格下跌。\n\n图 20：流通领域生产资料价格定基指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 21：黑色金属价格指数\n\n数据来源：WIND、国信证券经济研究所整理"} +{"pdf_name": "9253676_12.pdf", "language": "zh", "markdown": "图 22：有色金属价格指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 23：化工产品价格指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 24：石油天然气价格指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 25：煤炭价格指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 26：非金属建材价格指数\n\n数据来源：WIND、国信证券经济研究所整理\n\n图 27：大宗农产品价格指数\n\n数据来源：WIND、国信证券经济研究所整理"} +{"pdf_name": "9310512_138.pdf", "language": "zh", "markdown": "# 三、 重要会计政策和会计估计（续）\n\n# 26. 会计政策和会计估计变更（续）\n\n# 新金融工具准则（续）\n\n在首次执行日，原金融资产账面价值调整为按照修订后金融工具确认和计量准则的规定进行分类和计量的新金融资产账面价值的调节表：（续）\n\n# 本集团\n\n
按原金融工具准则\n列示的\n账面价值\n2020年12月31日重分类重新计量按新金融工具准则\n列示的\n账面价值\n2021年1月1日
以公允价值计量且其变动计入其他综\n合收益的金融资产
按原金融工具准则列示的余额----
加：从可供出售金融资产转入-1,814,401,375.34153,418,548.771,967,819,924.11
按新金融工具准则列示的余额--1,967,819,924.11
以公允价值计量且其变动计入当期\n损益的金融资产
按原金融工具准则列示的余额----
加：从可供出售金融资产转入-75,062,039.39-75,062,039.39
加：从其他流动资产转入-584,700,134.61-584,700,134.61
按新金融工具准则列示的余额---659,762,174.00
债权投资
按原金融工具准则列示的余额----
加：从可供出售金融资产转入-1,000,000.00-1,000,000.00
按新金融工具准则列示的余额---1,000,000.00
\n\n# 本公司\n\n
按原金融工具准则\n列示的\n账面价值\n2020年12月31日重分类重新计量按新金融工具准则\n列示的\n账面价值\n2021年1月1日
以公允价值计量的金融资产
债权投资-可供出售金融资产
按原金融工具准则列示的余额1,000,000.00---
减：转出至债权投资(新金融工具\n准则)-(1,000,000.00)--
按新金融工具准则列示的余额-
债权投资
按原金融工具准则列示的余额----
加：从可供出售金融资产转入-1,000,000.00-1,000,000.00
按新金融工具准则列示的余额---1,000,000.00
"} +{"pdf_name": "9310512_139.pdf", "language": "zh", "markdown": "# 三、 重要会计政策和会计估计（续）\n\n# 26. 会计政策和会计估计变更（续）\n\n# 新收入准则\n\n2017 年，财政部颁布了修订的《企业会计准则第 14 号——收入》（简称“新收入准则”）。本集团自 2021 年 1 月 1 日开始按照新修订的上述准则进行会计处理，根据衔��规定，对可比期间信息不予调整，首日执行新准则与现行准则的差异追溯调整本报告期期初留存收益。\n\n新收入准则为规范与客户之间的合同产生的收入建立了新的收入确认模型。根据新收入准则，确认收入的方式应当反映主体向客户转让商品或提供服务的模式，收入的金额应当反映主体因向客户转让这些商品或服务而预计有权获得的对价金额。同时，新收入准则对于收入确认的每一个环节所需要进行的判断和估计也做出了规范。\n\n执行新收入准则对本集团 2021 年 1 月 1 日资产负债表项目的影响如下：\n\n# 合并资产负债表\n\n
报表数假设按原准则影响
存货203,989,762,585.84210,337,840,212.19(6,348,077,626.35)
合同资产1,027,722,602.62-1,027,722,602.62
其他流动资产11,578,356,502.2211,212,046,125.11366,310,377.11
递延所得税资产2,980,856,081.202,944,315,493.1636,540,588.04
219,576,697,771.88224,494,201,830.46(4,917,504,058.58)
预收账款14,861,508.96120,659,029,289.63(120,644,167,780.67)
合同负债112,520,594,632.07-112,520,594,632.07
应交税费8,442,417,159.048,403,578,593.3538,838,565.69
其他流动负债613,824,689.67-613,824,689.67
递延所得税负债739,777,314.79226,969,682.89512,807,631.90
未分配利润14,112,449,870.8912,263,149,398.291,849,300,472.60
少数股东权益42,820,489,943.5942,629,192,213.43191,297,730.16
179,264,415,119.01184,181,919,177.59(4,917,504,058.58)
\n\n执行新收入准则对本公司 2021 年 1 月 1 日资产负债表无重大影响。"} +{"pdf_name": "11658808_465.pdf", "language": "zh", "markdown": "及規例或有關法律、規則及規例的詮釋或慣例在生效日期後作出任何具追溯效力的修訂而施加有關稅務責任所產生或招致，或該等稅務責任及申索是因適用於有關稅務責任的稅率在生效日期後出現具追溯效力的調高而產生或增加。\n\n董事已獲告知，根據開曼群島、英屬處女群島、澳門及香港（即本集團旗下一間或多間公司註冊成立的司法權區）法例，本公司或其任何附屬公司概毋須承擔重大遺產稅責任。\n\n# 2. 訴訟\n\n於最後實際可行日期，本集團成員公司概無涉及任何重大訴訟或仲裁，且就董事所知，本公司亦概無任何尚未了結或面臨或被針對提出的任何重大訴訟或索償。\n\n# 3. 保薦人\n\n根據上市規則第3A.07條的規定，保薦人獨立於本公司。就保薦人於上市時作為保薦人而支付予保薦人的費用將為4.5百萬港元。保薦人已代表我們向聯交所上市委員會申請批准已發行及根據資本化發行將予發行的股份、發售股份及根據超額配股權或根據購股權計劃已授出的任何購股權獲行使而可能發行的任何股份上市及買賣。\n\n# 4. 合規顧問\n\n遵照上市規則規定，本公司已委任豐盛融資有限公司擔任合規顧問，以向本公司提供顧問服務，確保遵守上市規則，任期自上市日期起至本公司就上市日期後開始首個完整財政年度的財務業績遵守上市規則當日為止。\n\n# 5. 發起人\n\n本公司並無發起人。\n\n# 6. 開辦費用\n\n本公司的估計開辦費用約為160,190澳門元，由本公司支付。"} +{"pdf_name": "11658808_466.pdf", "language": "zh", "markdown": "# 7. 專家資格\n\n以下為提供招股章程所載意見或建議的專家的相關資格：\n\n
名稱資格
豐盛融資有限公司根據證券及期貨條例從事第4類（就證券提供意\n見）、第6類（就企業融資提供意見）及第9類（提供\n資產管理）受規管活動的證監會持牌法團
德勤 • 關黃陳方會計師行執業會計師
康德明律師事務所開曼群島律師
廣東聖天平律師事務所中國法律顧問
梁瀚民律師樓澳門法律顧問
弗若斯特沙利文有限公司 行業顧問
\n\n# 8. 專家同意書\n\n上述所列專家已各自就刊發招股章程發出各自的同意書，表示同意以招股章程所載的形式及內容載入其報告及╱或意見（視情況而定）及引述其名稱，且迄今並無撤回有關同意書。\n\n上述所列專家概無擁有本集團任何股權，亦無��有可認購或提名他人認購本集團任何成員公司證券的權利或購股權（無論可否依法強制執行）。\n\n# 9. 約束力\n\n倘根據招股章程提出申請，招股章程即具效力，使全部有關人士均受公司（清盤及雜項條文）條例第44A及44B條的所有適用條文（罰則條文除外）約束。"} +{"pdf_name": "3427461_3.pdf", "language": "zh", "markdown": "# 声明\n\n本评级机构对万安集团有限公司 2015 年度第一期短期融资券的信用评级作如下声明：\n\n除因本次评级事项使本评级机构与评级对象构成委托关系外，本评级机构、评估人员与评级对象不存在任何影响评级行为独立、客观、公正的关联关系。\n\n本评级机构与评估人员履行了实地调查和诚信义务，有充分理由保证所出具的评级报告遵循了真实、客观、公正的原则。\n\n本信用评级报告的评级结论是本评级机构依据合理的内部信用评级标准和程序做出的独立判断，未因评级对象和其他任何组织或个人的不当影响改变评级意见。\n\n本评级机构的信用评级和其后的跟踪评级均依据评级对象所提供的资料，评级对象对其提供资料的合法性、真实性、完整性、正确性负责。\n\n本信用评级报告用于相关决策参考，并非是某种决策的结论、建议。\n\n本次评级的信用等级有效期至万安集团有限公司 2015 年度第一期短期融资券本息的约定偿付日止。\n\n鉴于信用评级的及时性，本评级机构将对评级对象进行跟踪评级。在信用等级有效期限内，评级对象在财务状况、外部经营环境等发生重大变化时应及时向本评级机构提供相关资料，本评级机构将按照相关评级业务规范，进行后续跟踪评级，并保留变更及公告信用等级的权利。\n\n本评级报告所涉及的有关内容及数字分析均属敏感性商业资料，其版权归本评级机构所有，未经授权不得修改、复制、转载、散发、出售或以任何方式外传。"} +{"pdf_name": "3427461_4.pdf", "language": "zh", "markdown": "# 万安集团有限公司 2015 年度第一期短期融资券信用评级报告\n\n# 一、募集资金用途\n\n# （一） 债项概况\n\n该公司拟申请注册发行总额度不超过 1.70 亿元的短期融资券，发行计划已获得董事会批准。公司 2015 年度第一期短期融资券发行额度为1.70 亿元，期限为 365 天（本期拟发行短期融资券概况如图表 1 所示）。公司拟将募集资金主要用于偿还部分成本较高的银行借款和补充流动资金。\n\n# 图表 1. 拟发行的本期短券概况\n\n
短期融资券名称：万安集团有限公司 2015 年度第一期短期融资券
注册额度： 3.70 亿元人民币
本期发行规模： 1.70 亿元人民币
短期融资券期限： 365 天
定价方式：按面值发行
增级安排：无
\n\n资料来源：万安集团\n\n截至 2014 年 9 月末，该公司已发行未到期的债券金额合计为 2.00亿元，目前尚未发生延迟支付本息情况。\n\n# （二） 募集资金用途\n\n# 1.偿还银行借款\n\n截至 2014 年 9 月末，该公司银行借款总额为 8.24 亿元。公司拟将本期募集资金中 1.20 亿元用于归还银行借款，以优化财务结构，进一步降低财务成本。\n\n# 2.补充流动资金\n\n随着经营规模的扩大，该公司日常运营所需资金需求量加大。公司拟将本期募集资金中 0.50 亿元用于补充流动资金，以保证业务的有序开展。"} +{"pdf_name": "20782621_319.pdf", "language": "zh", "markdown": "就該等狀況而言，本公司董事已審慎考慮本集團的未來流動性狀況及財務表現以及其可用的融資資源以評估本集團是否具有充足的財務資源以持續經營。本公司董事已採取多項措施以進一步提升盈利能力、控制營運成本及遏制資本開支，從而提升本集團的經營業績並減少其流動性風險：\n\n(a) 於二零一九年八月三十一日，本集團擁有未動用融資額度人民幣400.0百萬元，其可用於應對未來十二個月可能出現的任何流動性短缺。\n\n(b) 預期將不會有本集團流動負債中所包含的來自客戶的墊款及合約負債所產生的未來現金流出；\n\n(c) 管理層對成本更為敏感，並正減少非必要開支以提升其經營現金流。\n\n董事已審閱由本集團管理層編製的本集團現金流量預測。該等現金流量預測涵蓋自本招股章程日期起不少於十二個月的期間。根據該等現金流量預測，本集團將有足夠財務資源以應付其自本招股章程日期起未來十二個月到期的財務責任。管理層之預測乃顧及本集團營運所得現金流量預測、資本開支及本集團持續可動用之銀行融資作出關鍵��設。本集團能否取得預測現金流量取決於本集團管理層能否成功實行上述有關盈利能力及流動資金的改善措施，以及能否持續取得銀行授出之銀行融資。經作出適當查詢及考慮上述管理層預測之基準，並計及營運表現及可動用之融資額度，董事相信本集團將具備足夠財務資源以應付其自本招股章程日期起未來十二個月到期應付的財務責任。因此，過往財務資料乃以持續經營基準編製。\n\n# 債 務\n\n我們的短期及長期借款主要為銀行貸款和其他借款。大部分的業務營運及資本開支乃由自中國的商業銀行及非銀行機構取得的借款提供資金。鑒於本公司於中國的聲譽及當前可動用的資金，我們相信本公司可繼續從中國金融機構獲得充足融資。"} +{"pdf_name": "20782621_320.pdf", "language": "zh", "markdown": "下表載列截至所示結算日的銀行及其他借款：\n\n
於十二月三十一日於四月\n三十日於八月\n三十一日
二零一六年二零一七年二零一八年二零一九年二零一九年
人民幣千元人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
計入非流動負債的借款：
銀行借款 — 有抵押\n（附註(b)）114,707988,842671,464664,345637,181
其他借款 — 有抵押\n（附註(a)）212,785————
327,492988,842671,464664,345637,181
減：非 流動借款之\n流動部分(280,517)(119,389)(92,659)(92,909)(133,272)
46,975869,453578,805571,436503,909
計入流動負債的借款：
銀行借款 — 有抵押\n（附註(b)）220,34040,000———
非流動借款之流動部分280,517119,38992,65992,909133,272
— 銀行借款（附註(b)）67,732119,38992,65992,909133,272
— 其他借款（附註(a)）212,785————
500,857159,38992,65992,909133,272
借款總額547,8321,028,842671,464664,345637,181
\n\n(a) 於 二 零 一 六 年 十 二 月 三 十 一 日，以 租 賃 協 議 未 來 收 取 租 金 的 權 利、本 集 團 投資物業及關聯方土地使用權作抵押，向非銀行金融機構借入人民幣212.8百 萬元的借款，年利率介乎9.1%至10.1%。\n\n(b) 於 二 零 一 六 年、二 零 一 七 年 及 二 零 一 八 年 十 二 月 三 十 一 日 以 及 二 零 一 九 年 四月 三 十 日，以 本 集 團 投 資 物 業 及 受 限 制 現 金 作 抵 押，分 別 向 銀 行 借 入 人 民 幣335.0百 萬 元、人 民 幣1,028.8百 萬 元、人 民 幣671.5百萬元及人民幣664.3百萬元的借款，年利率介乎6.03%至8.27%。"} +{"pdf_name": "9288260_92.pdf", "language": "zh", "markdown": "金融资产的合同条款规定在特定日期产生的现金流量仅为对本金和以未偿付本金金额为基础的利息的支付，且本集团管理该金融资产的业务模式既以收取合同现金流量为目标又以出售该金融资产为目标的，则该金融资产分类为以公允价值计量且其变动计入其他综合收益的金融资产。此类金融资产主要为取得时分类为以公允价值计量且其变动计入其他综合收益的应收票据，列示于应收款项融资。\n\n初始确认时，本集团可以单项金融资产为基础，不可撤销地将非同一控制下的企业合并中确认的或有对价以外的非交易性权益工具投资指定为以公允价值计量且其变动计入其他综合收益的金融资产。此类金融资产作为其他权益工具投资列示。\n\n金融资产满足下列条件之一的，表明本集团持有该金融资产的目的是交易性的：\n\n• 取得相关金融资产的目的，主要是为了近期出售。\n\n• 相关金融资产在初始确认时属于集中管理的可辨认金融工具组合的一部分，且有客观证据表明近期实际存在短期获利模式。\n\n• 相关金融资产属于衍生工具。但符合财务担保合同定义的衍生工具以及被指定为有效套期工具的衍生工具除外。\n\n不符合分类为以摊余成本计量的金融资产、以公允价值计量且其变动计入其他综合收益的金融资产条件的金融资产均分类为以公允价值计量且其变动计入当期损益的金融资产。此类金融资产主要包括持有的货币市场基金及二级市场的股票投资等。\n\n以公允价值计量且其变动计入当期损益的金融资产列示于交易性金融资产；自资产负债表日起超过一年到期(或无固定期限)且预期持有超过一年的，列为其他非流动金融资产。\n\n# 10.1.1 分类为以摊余成本计量的金融资产\n\n该金融资产采用实际利率法，按摊余成本进行后续计量，发生减值时或终止确认产生的利得或损失，计入当期损益。\n\n本集团对分类为以摊余成本计量的金融资产按照实际利率法确认利息收入。除下列情况外，本集团根据金融资产账面余额乘以实际利率计算确定利息收入：\n\n• 对于购入或源生的已发生信用减值的金融资产，本集团自初始确认起，按照该金融资产的摊余成本和经信用调整的实际利率计算确定其利息收入。\n\n• 对于购入或源生的未发生信用减值、但在后续期间成为已发生信用减值的金融资产，本集团在后续期间，按照该金融资产的摊余成本和实际利率计算确定其利息收入。若该金融工具在后续期间因其信用风险有所改善而不再存在信用减值，并且这一改善可与应用上述规定之后发生的某一事件相联系，本集团转按实际利率乘以该金融资产账面余额来计算确定利息收入。\n\n# 10.1.2 分类为以公允价值计量且其变动计入其他综合收益的金融资产\n\n以公允价值计量且其变动计入其他综合收益的金融资产相关的减值损失或利得、采用实际利率法计算的利息收入计入当期损益，除此以外该金融资产的公允价值变动均计入其他综合收益。该金融资产计入各期损益的金额与视同其一直按摊余成本计量而计入各期损益的金额相等。该金融资产终止确认时，之前计入其他综合收益的累计利得或损失从其他综合收益中转出，计入当期损益。\n\n# 10.1.3 指定为以公允价值计量且其变动计入其他综合收益的金融资产"} +{"pdf_name": "9288260_93.pdf", "language": "zh", "markdown": "将非交易性权益工具投资指定为以公允价值计量且其变动计入其他综合收益的金融资产后，该金融资产的公允价值变动在其他综合收益中进行确认，该金融资产终止确认时，之前计入其他综合收益的累计利得或损失从其他综合收益中转出，计入留存收益。本集团持有该权益工具投资期间，在本集团收取股利的权利已经确立，与股利相关的经济利益很可能流入本集团，且股利的金额能够可靠计量时，确认股利收入并计入当期损益。\n\n# 10.1.4 以公允价值计量且其变动计入当期损益的金融资产\n\n以公允价值计量且其变动计入当期损益的金融资产以公允价值进行后续计量，公允价值变动形成的利得或损失以及与该金融资产相关的股利和利息收入计入当期损益。\n\n# 10.2 金融工具减值\n\n本集团对分类为以摊余成本计量的金融资产、分类为以公允价值计量且其变动计入其他综合收益的金融资产以预期信用损失为基础进行减值会计处理并确认损失准备。\n\n本集团对由收入准则规范的交易形成的应收票据、应收账款，按照相当于整个存续期内预期信用损失的金额计量损失准备。\n\n对于其他金融工具，除购买或源生的已发生信用减值的金融资产外，本集团在每个资产负债表日评估相关金融工具的信用风险自初始确认后的变动情况。若该金融工具的信用风险自初始确认后已显著增加，本集团按照相当于该金融工具整个存续期内预期信用损失的金额计量其损失准备；若该金融工具的信用风险自初始确认后并未显著增加，本集团按照相当于该金融工具未来 12 个月内预期信用损失的金额计量其损失准备。信用损失准备的增加或转回金额，除分类为以公允价值计量且其变动计入其他综合收益的金融资产外，作为减值损失或利得计入当期损益。对于分类为以公允价值计量且其变动计入其他综合收益的金融资产，本集团在其他综合收益中确认其信用损失准备，并将减值损失或利得计入当期损益，且不减少该金融资产在资产负债表中列示的账面价值。\n\n本集团在前一会计期间已经按照相当于金融工具整个存续期内预期信用损失的金额计量了损失准备，但在当期资产负债表日，该金融工具已不再属于自初始确认后信用风险显著增加的情形的，本集团在当期资产负债表日按照相当于未来 12 个月内预期信用损失的金额计量该金融工具的损失准备，由此形成的损失准备的转回金额作为减值利得计入当期损益。\n\n# 10.2.1 信用风险显著增加\n\n本集团利用可获得的合理且有依据的前瞻性信息，通过比较金融工具在资产负债表日发生违约的风险与在初始确认日发生违约的风险，以确定金融工具的信用风险自初始确认后是否已显著增加。\n\n本集团在评估信用风险是否显著增加时会考虑如下因素：\n\n(1) 预期将导致债务人履行其偿债义务的能力是否发生显著变化的业务、财务或经济状况的不利变化；\n\n(2) 债务人经营成果实际或预期是否发生显著变化；\n\n(3) 债务人所处的监管、经济或技术环境是否发生显著不利变化；\n\n(4) 作为债务抵押的担保物价值或第三方提供的担保是否发生显著变化。这些变化预期将降低债务人按合同规定期限还款的经济动机或者影响违约概率；\n\n(5) 预期将降低借款人按合同约定期限还款的经济动机是否发生显著变化；\n\n本集团在评估信用风险是否显著增加时会考虑如下因素：-续"} +{"pdf_name": "8405288_128.pdf", "language": "zh", "markdown": "
國際供應商道達爾歐洲含能材料
質量檢查及申索我們在交付時檢驗產品。一經發現任何損\n壞，不符合規格或交付數量不足或未收到\n產品，我們須於收貨30天內向國際供應\n商發出書面通知。我們的申索一經國際供\n應商的授權代理或獨立專業督察員證實，\n我們可退回產品。未能於30天內發出書\n面通知意味著無條件接受。對於發現任何包裝問題，我\n們須於收到道達爾產品後翌\n日前向道達爾發出書面通知\n進行換貨。對於發現的任何\n質量問題，我們須於收到道\n達爾產品十日內發出書面通\n知。倘產品有質量、規格或數量\n問題，在國家出入境檢驗檢\n疫局發出檢驗證書後，我們\n有權要求於抵達目的港30個\n曆日內換貨。
競爭活動我們同意不會直接或間接從事與我們經授\n權在中國銷售的產品類似、構成競爭或可\n能構成競爭的產品的開發、生產、製造、\n推銷、市場推廣或供應，或在當中擁有權\n益。除非我們獲道達爾書面授\n權，否則我們同意不製造、\n分銷、銷售、供應與道達爾\n授權我們銷售的產品構成競\n爭或可能構成競爭的類似產\n品或擔任該等產品的銷售代\n理。不適用
使用知識產權我們同意僅使用合約訂明的商標宣傳產\n品。我們知悉我們並無商標的其他權利，\n並承諾不會在損害顯著性、合法性或商譽\n的情況下使用商標。我們承認該等商標及商業名\n稱屬於道達爾，而我們僅使\n用經道達爾授權的商標及商\n業名稱分銷、促銷、宣傳及\n保障該等產品。歐洲含能材料保留對售予我\n們的產品所固有的全部知識\n產權的完全所有權。我們同\n意不會使用或複製歐洲含能\n材料的商標作任何事先未明\n確授權的用途。
\n\n我們根據與國際供應商的分銷合約出售的產品為MS-300脫硫劑，其專利由國際供應商擁有。MS-300是一種特製脫硫劑，以去除具有高選擇性的H2S，從而導致H2S殘留量極低(<10 ppm)及從克勞斯尾氣（回收氣態H2S的元素硫過程中產生的尾氣）排出額外CO2。而我們生產的脫硫劑具有去除H2S和CO2兩種效用，乃為煉廠氣而配製，從而產生低H2S殘留量(<300 ppm)和CO2。因此，在各自應用及技術特點和效用方面，我們根據與國際供應商的分銷合約出售的脫硫劑與我們所生產的脫硫劑大不相同。因此，董事認為兩種產品之間不存在競爭。\n\n我們根據與道達爾的分銷合約銷售的產品為柴油添加劑PC32，其為若干煉油廠生產出口柴油所用的指定油品添加劑。我們生產的柴油添加劑不能用於生產出口柴油。我們生產的油品添加劑與道達爾針對不同市場及客戶。我們獲歐洲含能材料授權分銷的產品為十六烷改進劑。我們沒有生產此十六烷改進劑所需技術或能力。因此，我們與歐洲含能材料之間並不存在競爭。"} +{"pdf_name": "8405288_129.pdf", "language": "zh", "markdown": "儘管我們與供應商之間並無競爭，我們通過實施要求就該等不競爭條款定期培訓、指定採購、質量控制、研發、生產及銷售部門的詳細監管程序，並釐清各自責任的相關內部政策，繼續確保遵守分銷合約的競爭條款。\n\n# 市場推廣\n\n# 宣傳及品牌開發\n\n本公司過往並無投放重大資本開支於宣傳活動，我們主要透過與現有或潛在客戶互動、參與業界研討會及定期更新公司網頁推廣本公司。我們相信，我們的品牌在本行業及客戶行業行業廣為人知。\n\n# 投標\n\n於往績記錄期內，我們在中國的大部分收入均透過參與投標取得。中石化、中石油及中海油的聯屬人士採用投標聘用煉油助劑及油品添加劑供應商。每當現有或潛在客戶招標時，我們相信，我們往往有較大機會取得合約，因為我們已積累寶貴的煉油助劑及油品添加劑開發及生產經驗。\n\n本公司客戶不時進行招標。本公司的銷售部門有專員負責監察網站上的相關公佈。三間國有集團公司的聯屬人士的招標程序略有不同。中石化的母公司代表其所有聯屬人士發出招標邀請，並與成功中標公司簽立合約。然而，中石油及中海油的聯屬人士發出招標邀請及簽立合約的程序均獨立於其母公司。\n\n招標邀請將包括潛在投標人的資格規定，例如財務實力及過往表現。本公司申請投標時必須提供文件證明本公司符合相關資格規定。本公司僅可在申請經審批後方可進行投標。\n\n我們擁有豐富的投標經驗，平均每個月進行三至五次投標。潛在客戶或會利用中石化的公開企業資源系統查閱本公司過往的成功中標紀錄而主動與我們聯絡。投標所授出的合約期限介乎六個月以上至約兩年。通過投標獲授的合約絕大部分為期約一年至一年半。\n\n根據我們與中石化、中石油及中海油的合作經驗，我們對各國有企業集團採取不同的招標策略。例如中石化傾向專注於潛在供應商的技術實力。為了提高向中石化投標時的中標率，我們著重研究和發展，並努力在技術方面令我們的產品與眾不同。中石油及中海油"} +{"pdf_name": "9242962_27.pdf", "language": "zh", "markdown": "图表2-10 2015年中国二手车交易市场车辆使用年限"} +{"pdf_name": "9242962_28.pdf", "language": "zh", "markdown": "图表2-11 2009-2015年中国汽车保有量\n\n艾瑞汽车研究中心认为，从2009年开始，新车购入量成爆炸式增长，中国汽车市场保有量稳步提升，目前已经能达到1.72亿辆。根据目前市场车辆置换周期主要集中在3-6年，从2015年开始，汽车市场将会迎来置换高峰期，大量的置换车辆就会进入二手车市场，可见二手车电商行业从2015年开始成交量将会持续快速增长。\n\n#  品牌\n\n上海大众、一汽大众、上海通用分别以8.1%、7.5%、7.1%的份额成为二手车电商成交量前三名的品牌。相比2015年上半年，上海大众超越上海通用成为二手车电商成交量最大的品牌。"} +{"pdf_name": "20788309_35.pdf", "language": "zh", "markdown": "
每股发行价格通过向网下投资者询价，由发行人与主承销商协商确定发行价格或监管部门\n认可的其他方式确定发行价格
发行方式采用网下向询价对象配售和网上向社会公众投资者定价发行相结合的方\n式或监管部门认可的其他方式
承销方式余额包销
发行对象符合资格的网下投资者和在上海证券交易所开设 A 股股票账户的符合条\n件的投资者（中华人民共和国法律或法规禁止者除外）或监管部门认可的\n其他投资者
拟上市地点上海证券交易所
"} +{"pdf_name": "20788309_36.pdf", "language": "zh", "markdown": "# 第三节 本次发行概况\n\n# 一、本次发行的基本情况\n\n1、股票种类：人民币普通股（A 股）；\n\n2、每股面值：人民币 1.00 元；\n\n3、发行股数：不超过 4,100 万股，占本次发行后公司总股本的比例不低于 10%（最终发行数量以中国证券监督管理委员会核准的数量为准）；\n\n4、发行价格：通过向网下投资者询价，由发行人与主承销商协商确定发行价格或监管部门认可的其他方式确定发行价格；\n\n5、发行前每股净资产：【】元/股（以【】年【】月【】日经审计的归属于母公司所有者权益除以本次发行前总股本计算）；\n\n6、发行后每股净资产：【】元/股（以【】年【】月【】日经审计的归属于母公司所有者权益加上本次发行募集资金净额除以发行后总股本计算）；\n\n# 7、发行市盈率：\n\n【】倍（每股收益按照经会计师事务所遵照中国会计准则审核的扣除非经常性损益前后孰低的【】年净利润除以本次发行前的总股数计算）；\n\n【】倍（每股收益按照经会计师事务所遵照中国会计准则审核的扣除非经常性损益前后孰低的【】年净利润除以本次发行后的总股数计算）；\n\n# 8、发行市净率：\n\n【】倍（按每股发行价格除以本次发行前每股净资产计算）；\n\n【】倍（按每股发行价格除以本次发行后每股净资产计算）；\n\n9、发行方式：采用网下向询价对象配售和网上向社会公众投资者定价发行相结合的方式或监管部门认��的其他方式；\n\n10、发行对象：符合资格的网下投资者和在上海证券交易所开设 A 股股票账户的符合条件的投资者（中华人民共和国法律或法规禁止者除外）或监管部门认可的其他投"} +{"pdf_name": "2179472_3.pdf", "language": "zh", "markdown": "资料来源：wind，申万宏源研究\n\n图 2：2015 年初以来，商业贸易板块涨跌幅\n\n资料来源：wind 资讯，申万宏源研究\n\n图 3：2015 年初以来，一般零售板块涨跌幅\n\n资料来源：wind 资讯，申万宏源研究\n\n图 4：2015 年初以来，专业零售板块涨跌幅\n\n资料来源：wind 资讯，申万宏源研究\n\n图 5：2015 年初以来，商业物业经营板块涨跌幅\n\n资料来源：wind 资讯，申万宏源研究"} +{"pdf_name": "2179472_4.pdf", "language": "zh", "markdown": "# 2.2 个股涨跌幅一览\n\n上周行业内市场涨幅前五的个股分别为：人人乐（10.67%）、兰生股份（10.55%）、东百集团（7.06%）、家家悦（6.93%）、三江购物（5.29%）。市场跌幅前五的个股分别为百大集团（-7.5%）、茂业商业（-4.93%）、鄂武商 A（-4.39%）、红旗连锁（-3.62%）、武汉中商（-3.08%）。\n\n表 1：一周市场涨幅前五的个股情况\n\n
股票代码股票简称周涨跌幅周成交量：万手周收盘价
002336.SZ人人乐10.6717.2012.65
600826.SH兰生股份10.5516.8320.01
600693.SH东百集团7.0614.0313.19
603708.SH家家悦6.9323.6117.59
601116.SH三江购物5.2981.4428.24
\n\n资料来源：wind 资讯，申万宏源研究\n\n表 2：一周市场跌幅前五的个股情况\n\n
股票代码股票简称周涨跌幅周成交量：万手周收盘价
600865.SH百大集团-7.5035.8410.86
600828.SH茂业商业-4.9350.927.91
000501.SZ鄂武商 A-4.3928.7317.65
002697.SZ红旗连锁-3.6234.685.85
600827.SH百联股份-3.0876.7615.75
\n\n资料来源：wind 资讯，申万宏源研究\n\n# 3.一周行业新闻回顾\n\n# 1、女娲造人、马云造物 无人超市打响新零售的第一枪（联商网）\n\n这两天马云的“造物节”变成了热门，天生万物，淘宝造节。今年的淘宝造物节会有108 家神店聚集在一起，而其中超过 95％的神店都是第一次登陆造物节。当然还有就是无人超市了，上月底，娃哈哈宣布和阿里巴巴扶持的深兰科技，一起合作搞 Take Go 无人智能零售店，首个尝试项目为“淘咖啡”。\n\n马云看来，互联网时代，传统零售行业受到了电商互联网的冲击。未来，线下与线上零售将深度结合，再加现代物流，服务商利用大数据、云计算等创新技术，构成未来新零售的概念。纯电商的时代很快将结束，纯零售的形式也将被打破，新零售将引领未来全新的商业模式。\n\n# 2、沙县小吃开了轻食店，想变洋气的品牌不止沙县（联商网）\n\n在人们的印象中，沙县小吃从来都是“接地气”的代名词，它们遍布街头巷尾的，或许是很多人除了烤串摊、大排档之外的“深夜食堂”。无锡最近开出了一家“沙县轻食”，并迅速成为了一家“网红店”。"} +{"pdf_name": "9254542_242.pdf", "language": "zh", "markdown": "豐盛東方資本有限公司 香港德輔道中 121 號遠東發展大廈 902 室\n\n(ii) 在以下收款銀行任何一間分行：\n\n# 中國工商銀行（亞洲）有限公司\n\n
地區分行名稱地址
港島區金鐘分行香港金鐘道 95 號統一中心 1 樓\n1013-1014 號舖
鰂魚涌分行香港鰂魚涌華蘭路 2-12 號惠安苑\n地下低層 SLG1 號舖
九龍區尖沙咀分行九龍尖沙咀漢口道 35 至 37 號地下\n1-2 號舖
牛頭角分行九龍牛頭角道 77 號淘大商場第二期\n地下 211-214 號舖
新界區荃灣青山公路分行 \n大埔分行新界青山公路荃灣段 423-427 號地下\n大埔大榮里34至38號美發大廈地下F舖
\n\n閣下可於二零一六年六月三十日（星期四）上午九時正至二零一六年七月六日（星期三）中午十二時正的正常辦公時間內，在香港結算存管處服務櫃檯（香港中環康樂廣場8號交易廣場一座及二座1樓）或向　閣下的股票經紀索取黃色申請表格及招股章程。\n\n# 遞交申請表格的時間\n\n填妥的白色或黃色申請表格連同註明抬頭人為「工銀亞洲代理人有限公司－阿仕特朗公開發售」的支票或銀行本票，須於下列時間投入上述任何收款銀行分行的特備收集箱：\n\n• 二零一六年六月三十日（星期四）－上午九時正至下午五時正\n\n• 二零一六年七月二日（星期六）－上午九時正至下午一時正\n\n• 二零一六年七月四日（星期一）－上午九時正至下午五時正\n\n• 二零一六年七月五日（星期二）－上午九時正至下午五時正"} +{"pdf_name": "9254542_243.pdf", "language": "zh", "markdown": "• 二零一六年七月六日（星期三）－上午九時正至中午十二時正\n\n認購申請的登記時間為二零一六年七月六日（星期三）（即認購請截止當日）上午十一時四十五分至中午十二時正，或本節「惡劣天氣對開始申辦理申請登記的影響」所述的較後時間。\n\n# 4. 申請的條款及條件\n\n務請審慎遵從申請表格的詳細指示，否則　閣下的申請或不獲受理。遞交申請表格，即表示　閣下（其中包括）：\n\n(i) 承諾促使所有相關文件生效，並指示及授權本公司及╱或作為本公司代理的賬簿管理人（或彼等的代理或代名人）代表　閣下促使任何文件生效，並為按照組織章程細則的規定代表　閣下辦理一切必要事宜以將　閣下獲分配的任何公開發售股份以　閣下名義或以香港結算代理人名義登記；\n\n(ii) 同意遵守公司（清盤及雜項條文）條例、公司條例及組織章程細則；\n\n(iii) 確認　閣下已閱讀本招股章程及申請表格所載的條款及條件以及申請程序，並同意受其約束；\n\n(iv) 確認　閣下已接獲及閱讀本招股章程，提出申請時也僅依據本招股章程載列的資料及陳述，而除本招股章程任何補充文件外，不會依賴任何其他資料或陳述；\n\n(v) 確認　閣下知悉本招股章程內有關股份發售的限制；\n\n(vi) 同意本公司、售股股東、保薦人、賬簿管理人、包銷商、彼等各自的董事、高級職員、僱員、合夥人、代理、顧問及參與股份發售的任何其他人士現時及日後均毋須對並非載於本招股章程（及其任何補充文件）的任何資料及陳述負責；\n\n(vii) 承諾及確認　閣下或　閣下為其利益提出申請的人士並無申請或接納或表示有意認購（亦不會申請或接納或表示有意認購）配售的任何發售股份，亦無參與配售；\n\n(viii) 同意在本公司、保薦人、我們的香港股份過戶登記分處、收款銀行、賬簿管理人、包銷商及╱或彼等各自的顧問及代理提出要求時，向彼等披露其可能要求提供的有關　閣下及　閣下為其利益提出申請的人士的個人資料；"} +{"pdf_name": "9273683_39.pdf", "language": "zh", "markdown": "# 二 主要会计政策和会计估计(续)\n\n# (17) 无形资产(续)\n\n# (g) 研究与开发(续)\n\n不满足上述条件的开发阶段的支出，于发生时计入当期损益。以前期间已计入损益的开发支出不在以后期间重新确认为资产。已资本化的开发阶段的支出在资产负债表上列示为开发支出，自该项目达到预定用途之日起转为无形资产。\n\n# (h) 无形资产减值\n\n当无形资产的可收回金额低于其账面价值时，账面价值减记至可收回金额(附注二(19))。\n\n# (18) 长期待摊费用\n\n长期待摊费用包括经营租入固定资产改良及其他已经发生但应由本期和以后各期负担的、分摊期限在一年以上的各项费用，按预计受益期间分期平均摊销，并以实际支出减去累计摊销后的净额列示。\n\n# (19) 长期资产减值\n\n固定资产、在建工程、使用寿命有限的无形资产、以成本模式计量的投资性房地产及对子公司、合营企业、联营企业的长期股权投资等，于资产负债表日存在减值迹象的，进行减值测试。减值测试结果表明资产的可收回金额低于其账面价值的，按其差额计提减值准备并计入减值损失。可收回金额为资产的公允价值减去处置费用后的净额与资产预计未来现金流量的现值两者之间的较高者。资产减值准备按单项资产为基础计算并确认，如果难以对单项资产的可收回金额进行估计的，以该资产所属的资产组确定资产组的可收回金额。资产组是能够独立产生现金流入的最小资产组合。\n\n在财务报表中单独列示的商誉，无论是否存在减值迹象，至少每年进行减值测试。减值测试时，商誉的账面价值分摊至预期从企业合并的协同效应中受益的资产组或资产组组合。测试结果表明包含分摊的商誉的资产组或资产组组合的可收回金额低于其账面价值的，确认相应的减值���失。减值损失金额先抵减分摊至该资产组或资产组组合的商誉的账面价值，再根据资产组或资产组组合中除商誉以外的其他各项资产的账面价值所占比重，按比例抵减其他各项资产的账面价值。\n\n上述资产减值损失一经确认，以后期间不予转回价值得以恢复的部分。"} +{"pdf_name": "9273683_40.pdf", "language": "zh", "markdown": "# 二 主要会计政策和会计估计(续)\n\n# (20) 职工薪酬\n\n职工薪酬主要包括工资、奖金、津贴和补贴、职工福利费、社会保险费及住房公积金、工会经费和职工教育经费等其他与获得职工提供的服务的相关支出。\n\n本集团在职工劳动合同到期之前解除与职工的劳动关系、或者为鼓励职工自愿接受裁减而提出给予补偿的建议，当本集团已经制定正式的解除劳动关系计划或提出自愿裁减建议并即将实施、且本集团不能单方面撤回解除劳动关系计划或裁减建议时，确认因解除与职工的劳动关系给予补偿而产生的预计负债，同时计入当期费用。\n\n本集团向接受内部退休安排的职工提供内退福利。内退福利是指，向未达到国家规定的退休年龄、经本集团管理层批准自愿退出工作岗位的职工支付的工资及为其缴纳的社会保险费等。对于内退福利，本集团按照辞退福利进行会计处理，在符合辞退福利相关确认条件时，将自职工停止提供服务日至正常退休日之间期间、本集团拟支付的内退福利，确认为预计负债，计入当期费用。\n\n除因解除与职工的劳动关系给予的补偿外，于职工提供服务的期间确认应付的职工薪酬，并根据职工提供服务的受益对象计入相关资产成本和费用。\n\n# (21) 股利分配\n\n现金股利于股东大会批准的当期，确认为负债。\n\n# (22) 分离交易可转债\n\n发行的分离交易可转债于初始确认时对其负债和权益成份进行分拆，负债成份按未来现金流量进行折现后的金额确定，权益成份按发行收入扣除负债金额后的金额确定。发行分离交易可转债发生的交易费用，在负债成分和权益成分之间按其初始确认金额的相对比例进行分摊。分离交易可转债中的负债金额采用实际利率法，以摊余成本计量。\n\n# (23) 收入确认\n\n收入的金额按照本集团在日常经营活动中销售商品和提供劳务时，已收或应收合同或协议价款的公允价值确定。收入按扣除增值税、商业折扣、销售折让及销售退回的净额列示。\n\n与交易相关的经济利益能够流入本集团，相关的收入能够可靠计量且满足下列各项经营活动的特定收入确认标准时，确认相关的收入：\n\n# (a) 销售商品\n\n本集团生产啤酒产品并销售予各地经销商。本集团将啤酒产品按照协议合同规定运至约定交货地点，由经销商确认接收后，确认收入。经销商在确认接收后具有自行销售啤酒产品的权利并承担该产品毁损的风险。"} +{"pdf_name": "3037904_4.pdf", "language": "zh", "markdown": "# 集装箱底板行业处变革之中，独立专注的企业有望胜出\n\n我国产能在 3 万方以上的集装箱底板生产企业有 20 家，行业较为分散。企业类型主要分三大类：\n\n第一类为集装箱生产企业的下属木业子公司。代表为中集新材（原中集木业）、新华昌木业、胜狮木业。这类木业公司一般只能向母公司供货，难以进入到其他集装箱企业供应链中。\n\n第二类为独立的成规模的底板生产企业。代表为康欣新材、扬州快乐木业、和其昌、东顺木业等。这类企业具有一定规模，产能均在 10 万方以上。凭借产品的良好质量逐步获得集装箱生产企业和下游箱东及运输公司的认可。\n\n第三类为作坊式小企业。这类企业产能规模小，产能小于 10 万方。主要凭借靠近某个集装箱生产厂而就近供货。在下游需求旺盛时，可以获得一定订单。但当下游需求萎缩时，下游企业将优先采购性价比高的规模企业，其生存能力堪忧。\n\n图表4： 集装箱底板行业主要公司对比\n\n
公司名称主要产品产能规模
中集新材竹木复合地板、木地板自有产能 14 万方，连同协作企业共有 40 万方
扬州快乐木地板、OSB 板、竹地板胶合板产能 12 万方、集装箱底板 25 万方
福建和其昌竹地板10 万方
胜狮木业木地板10 万方
新华昌木业木地板10 万方
顺德东顺木业木地板10 万方
康欣新材木地板、OSB 板、竹地板42 万方
\n\n资料来源：公司公告，华泰证券研��所"} +{"pdf_name": "3037904_5.pdf", "language": "zh", "markdown": "# 原材料替代和自动化率提升是行业的发展方向\n\n集装箱底板是集装箱承重的主要功能部位，是集装箱的重要组成部分和主要承载配件，故质量要求很高。不仅要求具有较高的强度、刚度、耐磨性、抗腐蚀性、防滑、易固定等物理性能，而且要求具有自重轻、便于维修等经济性能。传统集装箱底板通常为 28mm 厚的 19 层胶合板，主要采用印尼、马来西亚等地产的龙脑香料木材，如阿必东、克隆木等热带硬阔叶树材。随着热带硬阔叶林大量采伐导致资源锐减、环境破坏，印尼、马来西亚等国逐步采取限制热带阔叶林各项严厉措施，造成可用林木资源的匮乏、短缺以及成本上升。优质木材和储备森林资源远不能满足市场需求，导致木质底板供需矛盾日益凸显，进而影响了集装箱产业的发展。\n\n为了破解原材料难题，行业内领军企业研发改性技术，使得利用三大速生材（桉树、松树、杨树）和易获取的竹子等材料可以生产出符合强度要求的集装箱底板。比如中集新材先后研发了桉木地板、松桦地板、竹木复合地板。康欣新材研发了杨木底板和竹木复合底板。原有集装箱底板为 19 层胶合板，需要人工逐层贴合，劳动力密集生产效率低下。改进机器设备，提高自动化程度是企业努力的方向。2010 年之后 OSB 板生产技术被引入到集装箱底板生产中，利用定向刨花的工艺生产出结构芯板，然后再进行简单贴合即可完成集装箱底板的生产，大大降低了人工成本。比如原先 10 万方的生产线需要配备 7-800 名工人，使用 OSB 板生产线后，人员数量下降到 200 以下甚至更低。中集新材、扬州快乐木业、康欣新材等都具备了独立生产 OSB 板芯的能力。\n\n图表5： 集装箱底板行业上下游\n\n资料来源：公司公告，华泰证券研究所"} +{"pdf_name": "3457143_21.pdf", "language": "zh", "markdown": "# 附件 1-1 公司组织框架图"} +{"pdf_name": "3457143_22.pdf", "language": "zh", "markdown": "# 附件 1-2 公司股权结构图"} +{"pdf_name": "9298212_50.pdf", "language": "zh", "markdown": "# SOCIAL (continued)\n\n# Labour Standards\n\nThe Group’s employment practices has strictly complied with the Labor Contract law of PRC, the Hong Kong employment laws and other relevant laws and regulations to avoid child or forced labour and other potential irregularities. During recruitment, all job applicants are required to complete a job application form and declare that all personal data provided (including age and personal particulars) are true and correct. The Group undertakes a detailed job reference check, if needed.\n\n# Supply Chain Management\n\nThe Group is committed to ensuring that its supply chain management is socially responsible. The Group has adopted procurement procedures and practices to identify eligible bidders through a detailed assessment of prospective bidders. Factors considered include company size, qualifications, financial strength, previous track record and whether various safety, environmental and quality related internal systems and qualifications (e.g. ISO) are in place. Qualified parties are then allowed to participate in the procurement process. Suppliers are chosen based on the supplier’s ability to guarantee satisfactory product quantity and quality, price and ability to deliver services on time. The Group closely monitors supplier’s performance and provides feedback where necessary.\n\n# Product Responsibility\n\nMaintaining high quality and standards are crucial to the Group’s sustainable development. Reliability, safety, and quality of our energy generation are crucial to the Group’s success. Therefore, maintaining high availability and operating our wind and solar assets efficiently to maximize our energy generation are the Group’s major priorities.\n\nDuring the construction of wind and distributed solar project, the main equipment procured such as wind turbines and solar panels are required to have completed all necessary testing and qualifications certification in accordance with national standards. At the same time, the Group has undertaken production control and quality assurance examination of the procured equipment to make sure of its product quality so as to protect the interests of shareholders and customers.\n\n社會（續）\n\n勞工準則\n\n本集團的僱傭常規嚴格遵守中國勞動合同法、香港僱傭條例及其他相關法律法規，以避免童工或強制勞工或其他潛在的違法行為。於招聘期間，所有工作申請人均須填寫工作申請表且聲明提供的所有個人資料（包括年齡及個人詳情）均屬真實、準確。本集團將開展詳細的工作證明資料核查（如需）。\n\n供應鏈管理\n\n本集團致力於確保其供應鏈管理對社會負責。本集團採取採購流程及常規，透過對擬投標方進行詳細評估，確定其是否具備投標資格。所考慮因素包括公司規模、資格、財政實力、以往項目紀錄及各種安全、環境及質量相關內部系統及資格（如ISO)是否已準備就緒。隨後，合資格者獲准參與採購流程。供應商甄選以其保證令人滿意的產品數量及質量的能力、價格以及準時交付服務的能力為基準。本集團嚴密監控供應商的表現，並於必要時作出反饋。\n\n產品責任\n\n維持高質量及高標準對本集團的可持續發展至關重要，而能源生產的可靠性、安全性及質量是本集團取得成功的關鍵。因此，維持高可用性及高效經營風力及太陽能資產，盡量提高能源生產量，是本集團的主要優先任務。\n\n於風力發電及分佈式太陽能項目建設期間，採購的主要設備（如風力發電機及太陽能電池板）已根據國家標準完成所有必要的測試及資格認證。同時，本集團已對所採購的設備進行生產監控及質量保證檢查，以確保產品質量，從而保障股東及客戶的利益。"} +{"pdf_name": "9298212_51.pdf", "language": "zh", "markdown": "# SOCIAL (continued)\n\n# Product Responsibility (continued)\n\nThe Group puts considerable effort in dealing with the core issues that make us competitive as a renewable energy operator, including safety, health, environmental and quality standards, and operation & maintenance capability. The Group continuously reviews its construction to ensure it is consistent with the original project design. With regard to the quality of construction and health and safety standards, the Group strictly adheres to national and local standards and the respective codes for construction inspection and acceptance.\n\n# Anti-Corruption\n\nThe Group has issued the “Code of Conduct & Business Ethics” (the “Code”) to all the directors and employees of the Group. The Code sets out the principles to guide the directors and employees of the Group to conduct business affairs in accordance with the highest business ethical standards. The Group strives to preserve honesty, fairness and impartiality. In accordance with the “Whistle-blowing Guideline”, all employees can report for investigation any suspected bribery, extortion, fraudulent and money laundering cases. Once confirmed, it will be reported to the police or other regulatory bodies for prosecution. The Group has also issued a “Policy on Advantages Handling” with regard to guidelines for soliciting, accepting or offering advantages and gifts by the directors and employees. The Policy also provides guidelines for the avoidance of any potential conflicts of interest or breaches of any local laws, rules or regulations.\n\nThe Group strictly complied with the aforesaid principle, relevant laws, rules and regulations throughout the year ended 31 December 2020.\n\n# Community Investment\n\nThe Group is committed to participating in the community where we operate with an aim to improve the community’s wellbeing. Through the hiring of locals using market compatible remuneration packages, the Group is able to share its operational returns with the local community and to contribute back to the society.\n\nThe Group will explore other means to contribute more to the environment and society once the Group achieves higher profitability. To create shared values with the community and stakeholders, the Company will continue to consider ESG factors in selecting future investment projects.\n\n社會（續）\n\n產品責任（續）\n\n本集團一直致力於提升核心要素，以鞏固我們作為可再生能源運營商的競爭力。該等核心要素包括安全、健康、環境及質量標準以及運營及維護能力。本集團持續監察其建設工程，以確保與原始項目設計保持一致。就建築質量、健康及安全標準而言，本集團嚴格遵守國家及地方標準以及各項施工驗收規範。\n\n反貪污\n\n本集團已向本集團所有董事及僱員發佈《商業道德與行為守則》（「守則」）。守則載有指引本集團董事及僱員根據最高商業道德標準進行所有業務的原則，秉持誠實、公平及公正的理念。根據《舉報指引》，所有僱員均可舉報任何涉嫌行賄、敲詐、欺詐及洗錢行為，以供調查。一旦被證實，將向警方或其他監管機構舉報，供其檢控。本集團亦已發佈《利益處理規定》，作為董事及僱員申請、接受或提供利益及禮物的相關指引，避免任何潛在利益衝突或違反當地任何適用法律、法規或規例。\n\n於截至二零二零年十二月三十一日止年度，本集團嚴格遵守上述原則、相關法律、法規及規例。\n\n社區投資\n\n本集團致力於參與經營所在社區事務，以改善社區福利。通過採用與市場相符的薪酬待遇僱用當地人員，本集團與當地社區居民分享經營成果，回饋社會。\n\n待本集團實現更高的盈利能力後，本集團將尋求向環境���社會作出更多貢獻的其他方式。為與社區及利益持份者創造共享價值，本公司於日後選擇投資項目時將繼續考慮環境、社會及管治因素。"} +{"pdf_name": "2035287_4.pdf", "language": "zh", "markdown": "# 传媒组分析师介绍\n\n# 华创证券组长、首席分析师：谢晨\n\n复旦大学经济学硕士，南开大学理学本科。曾任职于 SMG（上海文广）战略投资部。2013 年加入华创证券研究所。2015、2016 连续两年入围新财富最佳分析师，2016 年金牛最佳分析师第五名。\n\n# 华创证券联席首席分析师：李妍\n\n复旦大学传播学硕士，武汉大学编辑出版学本科。曾任职于招商证券研究所。分获 2014 至 2016 年新财富最佳分析师评选第五名、第三名、第四名。2016 年加入华创证券研究所。\n\n# 华创证券助理分析师：肖丽荣\n\n北京大学管理学硕士，香港大学经济学硕士。曾任职于中信证券。2016 年加入华创证券研究所。\n\n# 华创证券助理分析师：石伟晶\n\n上海交通大学工学硕士。2016 年加入华创证券研究所。\n\n华创证券助理分析师：李雨琪\n\n美国波士顿大学经济学硕士。2016 年加入华创证券研究所。"} +{"pdf_name": "2035287_5.pdf", "language": "zh", "markdown": "# 华创证券机构销售通讯录\n\n
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张敏敏销售助理021-20572592zhangminmin@hcyjs.com
柯任销售助理021-20572590keren@hcyjs.com
"} +{"pdf_name": "2549456_46.pdf", "language": "zh", "markdown": "计算应享有原有子公司自购买日开始持续计算的净资产的份额之间的差额，计入丧失控制权当期的投资收益。与原有子公司股权投资相关的其他综合收益，在丧失控制权时采用与被购买方直接处置相关资产或负债相同的基础进行会计处理（即，除了在该原有子公司重新计量设定受益计划净负债或净资产导致的变动以外，其余一并转为当期投资收益）。其后，对该部分剩余股权按照《企业会计准则第 2 号——长期股权投资》或《企业会计准则第 22 号——金融工具确认和计量》等相关规定进行后续计量，详见本附注三、（十四）“长期股权投资” 或本附注三、（九）“金融工具”。\n\n本公司通过多次交易分步处置对子公司股权投资直至丧失控制权的，需区分处置对子公司股权投资直至丧失控制权的各项交易是否属于一揽子交易。处置对子公司股权投资的各项交易的条款、条件以及经济影响符合以下一种或多种情况，通常表明应将多次交易事项作为一揽子交易进行会计处理：（1）这些交易是同时或者在考虑了彼此影响的情况下订立的；（2）这些交易整体才��达成一项完整的商业结果；（3）一项交易的发生取决于其他至少一项交易的发生；（4）一项交易单独看是不经济的，但是和其他交易一并考虑时是经济的。不属于一揽子交易的，对其中的每一项交易视情况分别按照“不丧失控制权的情况下部分处置对子公司的长期股权投资”（详见本附注三、（十四）、2）和“因处置部分股权投资或其他原因丧失了对原有子公司的控制权”（详见前段）适用的原则进行会计处理。处置对子公司股权投资直至丧失控制权的各项交易属于一揽子交易的，将各项交易作为一项处置子公司并丧失控制权的交易进行会计处理；但是，在丧失控制权之前每一次处置价款与处置投资对应的享有该子公司净资产份额的差额，在合并财务报表中确认为其他综合收益，在丧失控制权时一并转入丧失控制权当期的损益。\n\n# （七）现金流量表之现金及现金等价物的确定标准\n\n现金流量表的现金指企业库存现金及可以随时用于支付的存款，现金等价物指持有的期限短（一般是指从购买日起三个月内到期）、流动性强、易于转换为已知金额现金、价值变动风险很小的投资。\n\n# （八）外币业务和外币报表折算\n\n# 1、外币交易折算\n\n（1）对发生的外币交易在初始确认时，按交易日的即期汇率折算为记账本位币金额，但公司发生的外币兑换业务或涉及外币兑换的交易事项，按照交易实际采用的汇率折算为记账本位币金额。\n\n（2）资产负债表日，对于外币货币性项目采用资产负债表日即期汇率折算，由此产生的汇兑差额，除：①属于与购建符合资本化条件的资产相关的外币专门借款产生的汇兑差额按照借款费用资本化的原则处理；②可供出售的外币货币性项目除摊余成本之外的其他账面余额变动产生的汇兑差额计入其他综合收益之外，均计入当期损益。\n\n（3）资产负债表日，以历史成本计量的外币非货币性项目，仍采用交易发生日的即期汇率折算的记账本位币金额计量。以公允价值计量的外币非货币性项目，采用公允价值确定日的即期汇率折算，折算后的记账本位币金额与原记账本位币金额的差额，作为公允价值变动（含汇率变动）处理，计入当期损益或确认为其他综合收益。\n\n# 2、外币财务报表折算\n\n本公司对合并范围内境外经营实体的财务报表（含采用不同于本公司记账本位币的境内子公司、合营企业、联营企业、分支机构等），折算为人民币财务报表进行编报。"} +{"pdf_name": "2549456_47.pdf", "language": "zh", "markdown": "（1）资产负债表中的资产和负债项目，采用资产负债表日的即期汇率折算，所有者权益项目除“未分配利润”项目外，其他项目采用发生时的即期汇率折算。\n\n（2）利润表中的收入和费用项目，采用交易发生日即期汇率折算。\n\n（3）折算产生的外币财务报表折算差额，在资产负债表中所有者权益项目下单独列示。\n\n（4）外币现金流量采用现金流量发生日即期汇率折算。汇率变动对现金的影响额，在现金流量表中单独列示。\n\n（5）处置境外经营时，与该境外经营有关的外币报表折算差额，按比例转入处置当期损益。\n\n# （九）金融工具\n\n# 1、金融资产和金融负债的分类\n\n金融资产在初始确认时划分为以下四类：以公允价值计量且其变动计入当期损益的金融资产（包括交易性金融资产和指定为以公允价值计量且其变动计入当期损益的金融资产）、持有至到期投资、贷款和应收款项、可供出售金融资产。\n\n金融负债在初始确认时划分为以下两类：以公允价值计量且其变动计入当期损益的金融负债（包括交易性金融负债和指定为以公允价值计量且其变动计入当期损益的金融负债）、其他金融负债。\n\n# 2、金融资产和金融负债的确认依据、计量方法和终止确认条件\n\n本公司成为金融工具合同的一方时，确认一项金融资产或金融负债。初始确认金融资产或金融负债时，按照公允价值计量；对于以公允价值计量且其变动计入当期损益的金融资产和金融负债，相关交易费用直接计入当期损益；对于其他类别的金融资产或金融负债，相关交易费用计入初始确认金额。\n\n本公司按照公允价值对金融资产进行后续计量，且不扣除将来处置该金融资产时可能发生的交易费用，但下列情况除外：（1）持有至到期投资以及贷款和应收款项采用实际利率法，按摊余成本计量；（2）在活跃市场中没有报价且其公允价值不能可靠计量的权益工具投资，以及与该权益工具挂钩并须通过交付该权益工具结算的���生金融资产，按照成本计量。\n\n公司采用实际利率法，按摊余成本对金融负债进行后续计量，但下列情况除外：（1）以公允价值计量且其变动计入当期损益的金融负债，按照公允价值计量，且不扣除将来结清金融负债时可能发生的交易费用；（2）与在活跃市场中没有报价、公允价值不能可靠计量的权益工具挂钩并须通过交付该权益工具结算的衍生金融负债，按照成本计量；（3）不属于指定为以公允价值计量且其变动计入当期损益的金融负债的财务担保合同，或没有指定为以公允价值计量且其变动计入当期损益并将以低于市场利率贷款的贷款承诺，在初始确认后按照下列两项金额之中的较高者进行后续计量：1）按照《企业会计准则第 13 号——或有事项》确定的金额；2）初始确认金额扣除按照《企业会计准则第 14 号——收入》的原则确定的累积摊销额后的余额。\n\n金融资产或金融负债公允价值变动形成的利得或损失，除与套期保值有关外，按照如下方法处理：（1）以公允价值计量且其变动计入当期损益的金融资产或金融负债公允价值变动形成的利得或损失，计入公允价值变动损益；在资产持有期间所取得的利息或现金股利，确认为投资收益；处置时，将实际收到的金额与初始入账金额之间的差额确认为投资收益，同时调整公允价值变动损益。（2）可供出售"} +{"pdf_name": "9278524_134.pdf", "language": "zh", "markdown": "
七、每股收益：
（一）基本每股收益(元/股)0.570.39
（二）稀释每股收益(元/股)0.570.39
"} +{"pdf_name": "9278524_135.pdf", "language": "zh", "markdown": "# 合并现金流量表\n\n2021 年 1—12 月\n\n单位：元 币种：人民币\n\n
项目附注2021年度2020年度
一、经营活动产生的现金流量：
销售商品、提供劳务收到的\n现金1,456,827,307.82755,944,415.56
客户存款和同业存放款项净\n增加额
向中央银行借款净增加额
向其他金融机构拆入资金净\n增加额
收到原保险合同保费取得的\n现金
收到再保业务现金净额
保户储金及投资款净增加额
收取利息、手续费及佣金的\n现金
拆入资金净增加额
回购业务资金净增加额
代理买卖证券收到的现金净\n额
收到的税费返还10,260,736.485,459,847.78
收到其他与经营活动有关的\n现金附注七（78)16,374,962.1860,242,424.92
经营活动现金流入小计1,483,463,006.48821,646,688.26
购买商品、接受劳务支付的\n现金782,433,946.51456,885,783.64
客户贷款及垫款净增加额
存放中央银行和同业款项净\n增加额
支付原保险合同赔付款项的\n现金
拆出资金净增加额
"} +{"pdf_name": "9265855_533.pdf", "language": "zh", "markdown": "# (d) 內蒙古鼎杰\n\n
(i) 企業名稱： 內蒙古鼎杰汽車貿易有限公司
(ii) 經濟性質： 有限責任公司
(iii) 註冊所有人： 湖北聖澤
(iv) 註冊／繳足資本： 人民幣7百萬元（悉數繳足）
(v) 本集團應佔權益100%
(vi) 經營期限： 由2003年1月23日至2023年1月22日
(vii) 業務範圍：東風日產品牌汽車銷售；汽車配件銷售；小型車輛\n維修（一類汽車維修）（有效期至2012年10月31日）；\n汽車內外裝飾；汽車美容（不含洗車）；二手車經\n銷；汽車銷售；汽車保險代理（國家法律、法規規定\n應經審批的未獲審批前不得生產經營）
"} +{"pdf_name": "9265855_534.pdf", "language": "zh", "markdown": "# (e) 湖北鼎杰\n\n
(i) 企業名稱： 湖北鼎杰汽車銷售服務有限公司
(ii) 經濟性質： 有限責任公司
(iii) 註冊所有人： 湖北聖澤
(iv) 註冊／繳足資本： 人民幣55百萬元（悉數繳足）
(v) 本集團應佔權益100%
(vi) 經營期限： 由2002年12月12日起無固定期限
(vii) 業務範圍：批零兼營汽車（品牌小轎車）、金屬材料、電子產\n品、五金交電、建築材料、機電產品、普通機械、\n化工產品（不含化學危險品及中國政府限制的化學\n品）；汽車零配件的加工及銷售；一類（小型車輛維\n修，有效期至2012年7月31日）；二手車交易
"} +{"pdf_name": "8405500_106.pdf", "language": "zh", "markdown": "# 概覽\n\n本集團乃中國一家汽車玻璃安裝╱維修服務供應商，主要在中國從事汽車玻璃銷售及安裝╱維修服務及汽車玻璃貿易。\n\n本集團自(i)汽車玻璃銷售及安裝╱維修服務；及(ii)汽車玻璃貿易兩個主要業務分部賺取收益。於截至2011年及2012年12月31日止年度各年以及截至2013年4月30日止四個月，北京正美集團汽車玻璃銷售及安裝╱維修服務所產生的收益分別約為人民幣111.6百萬元、人民幣115.9百萬元及人民幣35.4百萬元，佔北京正美集團收益總額約85.2%、84.6%及84.6%。於截至2011年及2012年12月31日止年度各年以及截至2013年4月30日止四個月，北京正美集團汽車玻璃貿易所產生的收益分別約為人民幣19.3百萬元、人民幣21.0百萬元及人民幣6.4百萬元，佔北京正美集團收益總額約14.8%、15.4%及15.4%。\n\n本集團汽車玻璃安裝╱維修服務乃於本集團的服務中心向非預約客戶提供，或由本集團的車隊服務團隊於上門客戶所要求的中國地點提供。本集團業務始於1999年，當時在北京平谷縣設立服務中心。為提升服務能力，本集團在北京擴大服務中心網絡，同時亦推出車隊服務團隊，以向客戶提供上門汽車玻璃安裝╱維修服務。透過於2010年在杭州、瀋陽及天津以及於2011年在三河設立營運附屬公司，本集團進一步擴大業務。於最後可行日期，本集團在中國5個城市（即北京、杭州、瀋陽、天津及三河）經營21個提供汽車玻璃安裝╱維修服務的服務中心，及亦從事汽車玻璃貿易。於最後可行日期，本集團亦擁有110個車隊服務團隊派駐於服務中心，以向客戶提供汽車玻璃安裝╱維修服務。於往績記錄期間，本集團的客戶主要包括與本集團簽立合作協議的保險公司（包括但不限於中國太平洋財產保險股份有限公司北京分公司及中國人民財產保險股份有限公司北京分公司，該等保險公司承保要求使用本集團汽車玻璃安裝╱維修服務的個人）及企業客戶（包括但不限於汽車維修廠、4S店及汽車租賃公司）提供服務。來自保險公司的收益分別佔北京正美集團截至2011年及2012年12月31日止年度各年以及截至2013年4月30日止四個月收益總額的約45.9%、41.2%及37.0%。於截至2011年及2012年12月31日止年度各年以及截至2013年4月30日止四個月，來自企業客戶的收益分別佔北京正美集團收益總額約46.4%、46.1%及44.1%。本集團的其他客戶包括個人客戶。個人客戶指並未由與本集團簽立合作協議的保險公司所承保者。本集團毋須為此類別客戶處理保險索賠事宜。"} +{"pdf_name": "8405500_107.pdf", "language": "zh", "markdown": "為區別於競爭對手，本集團著重強調質量控制，以向客戶提供高品質汽車玻璃安裝╱維修服務。為確保汽車玻璃安裝╱維修服務的品質，本集團設有質量控制部門，負責監督向供應商購買的汽車玻璃產品的品質及向客戶提供的服務的品質，以及本集團向客戶提供的所有安裝╱維修服務均應嚴格遵循本集團的規範化內部程式手冊。\n\n本集團亦從事汽車玻璃貿易，本集團向汽車玻璃供應商購買汽車玻璃，再轉售予中國業內同行及汽車玻璃貿易商。\n\n有關本集團業務的詳情，請參閱本節「汽車玻璃銷售及安裝╱維修服務」及「汽車玻璃貿易」各段。\n\n# 競爭優勢\n\n董事認為本集團的成功歸因於以下因素：\n\n# 本集團在中國汽車玻璃安裝╱維修服務行業的專業知識\n\n本集團進入汽車業已逾13年，歷經數年發展及擴張，已成為中國專業提供汽車玻璃安裝╱維修服務的供應商。本集團亦已就汽車玻璃安裝╱維修服務獲授若干獎項及認證，包括於2010年贏得由中國建築玻璃與工業玻璃協會舉辦的中國第一屆汽車玻璃維修工技能大賽第二名及第三名以及獲得由中國建築材料檢驗認證中心所頒發的汽車玻璃安裝服務認證證書。\n\n自註冊成立以來，本集團為中國數類客戶提供汽車玻璃安裝╱維修服務，包括(i)與本集團簽立合作協議的保險公司（包括但不��於中國太平洋財產保險股份有限公司北京分公司及中國人民財產保險股份有限公司北京分公司，該等保險公司承保要求使用本集團汽車玻璃安裝╱維修服務的個人）；(ii)汽車維修廠、4S店及汽車租賃公司等企業客戶；及(iii)並未由與本集團簽立合作協議的保險公司承保的個人客戶。"} +{"pdf_name": "2062461_19.pdf", "language": "zh", "markdown": "# 附件 3 有关计算指标的计算公式\n\n
指标名称计算公式
增长指标
年均增长率（1）2 年数据：增长率=（本期-上期）/上期×100\n（2）n 年数据：增长率=[(本期/前 n 年)^（1/(n-1)）-1]×100
经营效率指标
应收账款周转次数营业收入/[(期初应收账款余额+期末应收账款余额)/2]
存货周转次数营业成本/[(期初存货余额+期末存货余额)/2]
总资产周转次数营业收入/[(期初总资产+期末总资产)/2]
现金收入比率销售商品、提供劳务收到的现金/营业收入×100
盈利指标
总资本收益率（净利润+计入财务费用的利息支出）/[（期初所有者权益+期初全部\n债务+期末所有者权益+期末全部债务）/2]×100
总资产报酬率（利润总额+计入财务费用的利息支出）/[（期初总资产+期末总资产）\n/2]×100
净资产收益率净利润/[（期初所有者权益+期末所有者权益）/2]×100
主营业务毛利率（主营业务收入-主营业务成本）/主营业务收入×100
营业利润率（营业收入-营业成本-营业税金及附加）/营业收入×100
费用收入比（管理费用+营业费用+财务费用）/营业收入×100
财务构成指标
资产负债率负债总额/资产总计×100
全部债务资本化比率全部债务/（长期债务+短期债务+所有者权益）×100
长期债务资本化比率长期债务/（长期债务+所有者权益）×100
担保比率担保余额/所有者权益×100
长期偿债能力指标
EBITDA 利息倍数EBITDA/（资本化利息+计入财务费用的利息支出）
EBITDA 全部债务比EBITDA/全部债务
经营现金债务保护倍数经营活动现金流量净额/全部债务
筹资活动前现金流量净额债务保护倍数筹资活动前现金流量净额/全部债务
短期偿债能力指标
流动比率流动资产合计/流动负债合计
速动比率（流动资产合计-存货）/流动负债合计
现金短期债务比现金类资产/短期债务
经营现金流动负债比率经营活动现金流量净额/流动负债合计×100
经营现金利息偿还能力经营活动现金流量净额/（资本化利息+计入财务费用的利息支出）
筹资活动前现金流量净额利息偿还能力筹资活动前现金流量净额/（资本化利息+计入财务费用的利息支出）
本次公司债券偿债能力
EBITDA 偿债倍数EBITDA/本次公司债券到期偿还额
经营活动现金流入量偿债倍数经营活动产生的现金流入量/本次公司债券到期偿还额
经营活动现金流量净额偿债倍数经营活动现金流量净额/本次公司债券到期偿还额
\n\n注： 现金类资产=货币资金+以公允价值计量且其变动计入当期损益的金融资产+应收票据\n\n长期债务=长期借款+应付债券\n\n短期债务=短期借款+以公允价值计量且其变动计入当期损益的金融负债+应付票据+应付短期债券+一年内到期的非流动负债\n\n全部债务=长期债务+短期债务\n\nEBITDA=利润总额+计入财务费用的利息支出+固定资产折旧+摊销\n\n所有者权益=归属于母公司所有者权益+少数股东权益"} +{"pdf_name": "2062461_20.pdf", "language": "zh", "markdown": "# 附件 4 企业主体长期信用等级设置及其含义\n\n公司主体长期信用等级划分成 9 级，分别用 AAA、AA、A、BBB、BB、B、CCC、CC 和 C 表示，其中，除 AAA 级，CCC 级（含）以下等级外，每一个信用等级可用“+”、“-”符号进行微调，表示略高或略低于本等级。\n\nAAA 级：偿还债务的能力极强，基本不受不利经济环境的影响，违约风险极低；\n\nAA 级：偿还债务的能力很强，���不利经济环境的影响不大，违约风险很低；\n\nA 级：偿还债务能力较强，较易受不利经济环境的影响，违约风险较低；\n\nBBB 级：偿还债务能力一般，受不利经济环境影响较大，违约风险一般；\n\nBB 级：偿还债务能力较弱，受不利经济环境影响很大，违约风险较高；\n\nB 级：偿还债务的能力较大地依赖于良好的经济环境，违约风险很高；\n\nCCC 级：偿还债务的能力极度依赖于良好的经济环境，违约风险极高；\n\nCC 级：在破产或重组时可获得保护较小，基本不能保证偿还债务；\n\nC 级：不能偿还债务。\n\n长期债券（含公司债券）信用等级符号及定义同公司主体长期信用等级。"} +{"pdf_name": "3452871_13.pdf", "language": "zh", "markdown": "# ●房地产\n\n公司房地产业务原由浙江国际嘉业房地产开发公司、上海中凯企业集团有限公司、浙江名城房地产集团有限公司、陕西雄狮房地产开发有限公司、潍坊国大房地产开发有限公司以及浙江时代大厦有限公司等 6 家房地产企业运营。2009 年 8 月 13 日，公司将房地产业务注入ST 亚华并改名“嘉凯城”，嘉凯城成为公司房地产业务的运营主体。\n\n# 公司存量项目受房地产调控政策去化压力较大，计划通过加大销售力度、开发刚性需求产品等多种方式实现资金周转及项目收益的平衡\n\n上市初期，嘉凯城的战略定位为高端城市服务运营商，主要开发类型为高端住宅、商业地产及综合体项目，2010 年以来受地产调控政策影响，存量项目去化压力较大。公司逐渐调整战略，并将自身定位为“城镇生活服务平台商”，涉足城镇商业、保障房等项目类型。从收入利润贡献看，由于城镇商业项目仍处于发展前期，因此仍需维持一定的住宅项目规模。2012 年以来，公司灵活调整售价、加大现有房产的销售力度，2013 年签约面积实现同比增长。2014 年，虽然限购放松但由于公司所持物业以改善性住宅、商业为主，去化难度较大，签约面积及金额有所下降。\n\n表 7 2012～2014 年及 2015 年 1～3 月公司房地产业务运营情况\n\n
类别2015 年 1～3 月2014 年2013 年2012 年
施工面积2（万 m）188.61173.06123.83196.68
新开工面积2（万 m）59.5136.5222.82103.19
竣工面积2（万 m）0.0030.2256.3427.33
签约面积2（万 m）2.7717.6334.8641.47
签约金额（亿元）4.5444.3077.9165.39
\n\n数据来源：根据公司提供资料整理\n\n截至 2015 年 3 月末，公司持有的可售面积共计 135.32 万平方米，预计可售金额 168.31 亿元；其中开发中项目可售面积 94.09 万平方米，预计可售金额 104.22 亿元；其他存量资产 41.23 万平方米，预计可售金额 64.09 亿元。公司可售面积中写字楼、别墅、商场等比例较高，但现有开发项目又需要一定资金支持，存在资金回笼与盈利的矛盾，因此未来 1～2 年，公司将根据整体资金周转情况调整去化速度，并选择引入战略投资者共同开发现有项目。\n\n嘉凯城主要通过项目并购获得土地储备，并兼有招拍挂竞标等方式，根据不同时期资金情况灵活选择，截至 2015 年 3 月末，公司剩余土地储备规划建筑面积 511 万平方米。"} +{"pdf_name": "3452871_14.pdf", "language": "zh", "markdown": "表 8 截至 2015 年 3 月末公司主要土地储备情况\n\n
宗地名称项目类型规划建筑面积楼面地价地价已支付地价
（万平方米）（元/平方米）（亿元）（亿元）
武汉巴登城住宅、商业25054412.2911.13
海南华航住宅、商业73270.200.20
杭州滨江长河住宅99,9449.009.00
张家港华芳住宅、商业472,45611.549.20
青岛城中村改造住宅、商业652,65037.0029.00
潍坊东方天韵住宅206742.162.16
重庆华蒲商业111,0901.201.20
苏州苏纶场南区商业127,2009.209.20
诸暨信友住宅、商业82,6401.901.90
上海棉纺新村住宅1617,47628.0026.00
合计-511-112.4998.99
\n\n数据来源：根据公司提供资料整理\n\n# 公司积极转型，城镇商业项目有望成为新的利润增长点\n\n2014 年 8 月，公司正式确认了转型战略，明确要将嘉凯城打造成为中国新型城镇商业的本地生活服务平台商，依托体验式商业综合业态产品——嘉凯城城市客厅，为城镇居民提供涵盖零售购物、社交休闲娱乐、政务服务、电商服务以及独特的本地农优特产品在内的服务，同时通过线上服务平台与线下的城市会客厅形成所有产品及服务的无缝结合。\n\n从组织架构看，嘉凯城于 2014 年 8 月成立了战略推进办公室，负责城镇生活服务平台板块的业务规划与发展决策工作，逐步构建起从投资、开发、招商、运营到房地产金融（城建化建设公司、原有资产管理子公司、凯思达基金）、城镇化研究（发起设立了“浙江长三角城镇发展数据研究院”）与移动科技业务（组建方案形成中）的全产业链。\n\n城市客厅的快速复制发展，是嘉凯城城镇生活服务平台战略所确定的核心能力。为此，嘉凯城积极推进城市客厅的标准化建设工作，陆续制定了一系列覆盖城市客厅从选址、投资、设计、建设开发到招商运营每个环节的标准性指导规范。城镇商业初期将立足浙江、聚焦长三角，然后向其他地区拓展。第一个城镇商业项目“店口城市客厅”位于浙江诸暨店口，投资总额 4.20 亿元，于 2013 年 10 月取得土地，2014 年 1 月 8 日进场施工，2014 年 6 月底主体结顶，2014 年 10 月 29日在项目现场召开招商大会，2014 年 11 月底完成竣工备案，2014 年12 月 24 日招商签约率超过 90%，并于 2015 年 2 月 6 日开业。在成功运作该项目的基础上，2014 年，公司对浙江省内 281 个重点的县、镇、街道展开实地踏勘和政府对接工作，初步确定符合选镇标准的重点的县、镇、街道共 147 个，已获得千岛湖、海盐、崇福、塘栖、袍江、分水、横村、双林、泽国等 17 个城市客厅项目。"} +{"pdf_name": "20782895_30.pdf", "language": "zh", "markdown": "# 卤水库存量大，为锂盐的后续生产提供充足的原料\n\n在2015年第三季度末，Olaroz所拥有的卤水库存已由 6 月末的3.2 万吨（碳酸锂当量）大幅提升至9月末的4万吨（碳酸锂当量），因此锂盐的后续生产原料非常充裕，突破生产瓶颈限制后的产量存在很大的上升空间。\n\n# 融资顺利，为持续扩产提供资金保证\n\n2015年第二季度完成了面向融资机构和资深投资者的3230万美元融资。本次股权融资的发行价为每股1.90美元，资金主要用于补充Olaroz工厂在产量上升时期的营运资金。\n\n# 与BAT公司合作，完成在氢氧化锂业务上的布局\n\n公司于2015年11月13日发布公告称，公司将与具有世界先进技术、产品、工程服务的Bateman Advanced Technologies (BAT)公司合作生产氢氧化锂，从而改良氢氧化锂生产工艺并降低生产成本，补充现有的碳酸锂业务。BAT公司拥有包括从卤水锂中直接提取氢氧化锂在内的全球领先的锂盐生产技术，其致力于成为全球氢氧化锂生产商中成本最低的1/4生产商之一。\n\n根据协议内容，双方同意利用BAT的专业技术共同建成能够年产15000 吨- 25000吨氢氧化锂一水合物的大规模氢氧化锂厂。两家公司的合作分为以下几个阶段：\n\n阶段1：小型试验厂（2015年10月31日截止）。在第一阶段，双方将共同建立一个小规模的试验工厂。\n\n第2阶段：试验工厂（2016年3月31日截止）。如果小型试验厂的试验结果符合预期，双方将共同建立一个试验工厂。预计在这个阶段试验工厂能够产生高达每月2吨的氢氧化锂一水合物。\n\n第3阶段：可行性研究（2016年12月31日截止）。如果第2阶段的结果令人满意，Orocobre公司可能会进行一个商业工厂建设的可行性研究（DFS）。\n\n第4阶段：商业工厂的生产阶段（2017年6月30日开始实施）。此阶段两家公司将建成一个商业工厂进行规模化的生产，预计每年能够生产15000吨-25000吨的氢氧化锂一水合物。\n\n# 3.2 银河资源：将于 2016 年 3 月底投产\n\n# 公司简介\n\n银河资源是一家在澳大利亚证券交易所（ASX：GXY）上市的全球性锂业公司，市值为 2.18 亿美元(截至 2016 年 3 月 28 日)，在澳大利亚、加拿大和阿根廷等地拥有资产。"} +{"pdf_name": "20782895_31.pdf", "language": "zh", "markdown": "图39 银河资源近期在 ASX 走势（澳元）\n\n资料来源：ASX，海通证券研究所\n\n# 公司的债务问题基本解决\n\n在 2015 年第四���度，公司已经完成总量超过 4 亿美元的债务重组、资产剥离和再融资，成功将公司的净债务从高峰时的 2 亿 700 万美元降到目前的 2000 万美元的水平。预计公司能够在 Mt Cattlin 项目重启后重新实现正的现金流。\n\n# 战略任务：开发三大矿区\n\n开发三大矿区资产的价值是公司未来的重要战略任务。公司主要有三大矿区项目，包括在阿根廷的 Sal de Vida 锂矿及氯化钾盐水湖项目（“Sal de Vida”），位于澳大利亚西部的 Mt Cattlin 锂辉石矿山项目和加拿大的 James Bay 锂伟晶岩项目。\n\n图40 银河资源三大项目的分布\n\n资料来源：银河资源公司官网，海通证券研究所\n\n# Mt Cattlin 矿区：将于 2016 年 3 月底重启生产\n\n银河资源全资拥有的 Mt Cattlin 锂辉石项目，位于距离澳大利亚 Ravensthorpe 镇2 千米的地方。2010 年 11 月，Mt Cattlin 的项目正式开始生产。2012 年 6 月，银河资源因锂价过低而停止 Mt Cattlin 的项目。"} +{"pdf_name": "20782621_594.pdf", "language": "zh", "markdown": "# 送呈香港公司註冊處處長及備查文件\n\n# 1. 送呈香港公司註冊處處長的文件\n\n隨本招股章程一併送呈香港公司註冊處處長登記的文件計有：\n\n(a) 申請表格；\n\n(b) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — E.其他資料 — 9.專 家 同 意 書」所 述的同意書；\n\n(c) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — B.本公司業務的其他資料 — 1.重 大合 約 概 要」所 述 的 重 大 合 約 之 副 本；及\n\n(d) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — E.其他資料 — 10.有關售股股東的資 料」所 述 有 關 售 股 股 東 的 詳 情 陳 述。\n\n# 2. 備查文件\n\n以 下 文 件 副 本 於 本 招 股 章 程 日 期 起 十 四 日（包 括 該 日）內 的 正 常 辦 公 時 間 於 胡 百 全律 師 事 務 所（地 址 為 香 港 遮 打 道10號太子大廈12樓）可 供 查 閱：\n\n(a) 組織章程大綱及組織章程細則；\n\n(b) 羅兵咸永道會計師事務所編製的會計師報告，全文載於「附錄一 — 會計師報告」；\n\n(c) 本集團截至二零一八年十二月三十一日止三個年度各年及截至二零一九年四月三十日止四個月的經審核綜合財務報表；\n\n(d) 羅 兵 咸 永 道 會 計 師 事 務 所 就 本 集 團 的 未 經 審 核 備 考 財 務 資 料 編 製 的 報 告，全文 載 於「附 錄 二 — 未 經 審 核 備 考 財 務 資 料」；\n\n(e) 艾 華 迪 評 估 諮 詢 有 限 公 司 發 出 全 文 載 於「附 錄 三 — 物 業 估 值 報 告」的 物 業 估 值報告；\n\n(f) 我們有關中國法律的法律顧問金杜律師事務所出具的法律意見；\n\n(g) 我們有關中國訴訟法律的法律顧問遼寧開宇律師事務所出具的法律意見；\n\n(h) 我們有關中國信託法律的法律顧問廣東合盛律師事務所出具的法律意見；"} +{"pdf_name": "20782621_595.pdf", "language": "zh", "markdown": "(i) 我們有關香港法律的法律顧問梁偉強先生出具的法律意見；\n\n(j) 我們內部控制顧問羅申美諮詢顧問有限公司出具的內部控制審閱報告；\n\n(k) 行業報告；\n\n(l) 毅 柏 律 師 事 務 所 編 製 的 意 見 函 件，其 中 概 述 本 招 股 章 程「附 錄 四 — 本公司組織 章 程 及《開 曼 群 島 公 司 法》概 要」所 述 開 曼 群 島 公 司 法 若 干 方 面 的 資 料；\n\n(m) 公司法；\n\n(n) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — B.本公司業務的其他資料 — 1.重 大合 約 概 要」所 述 的 重 大 合 約；\n\n(o) 本招股章程「附錄五 — 法定及一般資料 — C.董事及主要股東的其他資料 — 3.服務 協 議 及 委 任 函 詳 情」所 述 服 務 協 議 及 委 任 函；\n\n(p) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — E.其他資料 — 9.專 家 同 意 書」所 述同意書；\n\n(q) 購股權計劃的規則；及\n\n(r) 本 招 股 章 程「附 錄 五 — 法定及一般資料 — E. 其他資料 — 10. 有關售股股東的資 料」所 述 有 關 售 股 股 東 的 詳 情 陳 述。"} +{"pdf_name": "2549456_1.pdf", "language": "zh", "markdown": "# 公司半年度大事记\n\n申大科技荣获客户长沙安道拓项目优秀贡献奖\n\n2018年度公司新获4项实用新型专利\n\n2018年2月申大科技获长沙高新区 2017 年度规模突破奖\n\n2018 年 2 月荣获高新区 2017 年度和谐劳动关系先进单位"} +{"pdf_name": "2549456_2.pdf", "language": "zh", "markdown": "# 目 录\n\n声明与提示 ...................................................................................................................................... 5\n\n第一节 公司概况 ........................................................................................................................ 6\n\n第二节 会计数据和财务指标摘要 ............................................................................................ 8\n\n第三节 管理层讨论与分析 ...................................................................................................... 11\n\n第四节 重要事项 ...................................................................................................................... 16\n\n第五节 股本变动及股东情况 .................................................................................................. 19\n\n第六节 董事、监事、高级管理人员及核心员工情况 .......................................................... 21\n\n第七节 财务报告 ...................................................................................................................... 24\n\n第八节 财务报表附注 .............................................................................................................. 35"} +{"pdf_name": "9320577_176.pdf", "language": "zh", "markdown": "# 7、 本期内发生的估值技术变更及变更原因\n\n□适用 √不适用\n\n# 8、 不以公允价值计量的金融资产和金融负债的公允价值情况\n\n√适用 □不适用\n\n本公司以摊余成本计量的金融资产和金融负债主要包括：货币资金、应收账款、其他应收款、短期借款、应付账款、其他应付款、一年内到期的非流动资产、长期借款等。\n\n# 9、 其他\n\n□适用 √不适用\n\n# 十二、 关联方及关联交易\n\n# 1、 本企业的母公司情况\n\n√适用 □不适用\n\n单位：万元 币种：人民币\n\n
母公司名称注册地业务性质注册资本母公司对本企\n业的持股比例\n(%)母公司对本企业\n的表决权比例(%)
省高速集团福州投资建设高\n速公路等100,000.0036.1636.16
\n\n本企业的母公司情况的说明\n\n本公司的母公司为省高速集团，福建省人民政府国有资产监督管理委员会持有省高速集团 100.00%股权\n\n本企业最终控制方是福建省人民政府国有资产监督管理委员\n\n# 2、 本企业的子公司情况\n\n本企业子公司的情况详见本报告第十节、九、1。\n\n# 3、 本企业合营和联营企业情况\n\n本企业重要的合营或联营企业详见第十节、九、3。\n\n√适用 □不适用\n\n本期与本公司发生关联方交易，或前期与本公司发生关联方交易形成余额的其他合营或联营企业情况如下\n\n□适用 √不适用\n\n其他说明\n\n□适用 √不适用\n\n# 4、 其他关联方情况\n\n√适用 □不适用"} +{"pdf_name": "9320577_177.pdf", "language": "zh", "markdown": "
其他关联方名称其他关联方与本企业关系
福建省高速公路达通检测有限公司母公司的全资子公司
福建交通一卡通有限公司母公司的全资子公司
福建省宁德高速公路有限公司母公司的全资子公司
福建省福泉高速公路经营服务有限公司母公司的控股子公司
福州京福高速公路有限责任公司母公司的控股子公司
福州市交通建设集团有限公司其他
福州市高速公路造价咨询有限公司母公司的全资子公司
福建高速中化石油有限公司母公司的控股子公司
福州罗长高速公路有限公司母公司的控股子公司
宁德高速公路经营开发有限公司母公司的全资子公司
宁德市高速公路养护工程有限公司母公司的全资子公司
福州平潭海峡大桥有限公司母公司的控股子公司
莆田莆永高速公路有限责任公司母公司的控股子公司
莆田市高速公路有限责任公司其他
福建省泉州高速公路有限公司母公司的全资子公司
福建融建实业有限公司母公司的控股子公司
三明福银高速公路有限责任公司母公司的控股子公司
三明建泰高速公路有限责任公司母公司的控股子公司
福建省厦门高速公路管理有限公司母公司的全资子公司
福建省高速技术咨询有限公司母公司的全资子公司
福建省高速公路经营开发有限公司母公司的全资子公司
福建省高速路桥工程有限公司母公司的全资子公司
福建省高速公路文化传媒有限公司母公司的全资子公司
福建省高速公路信息科技有限公司母��司的全资子公司
福建省高速公路养护工程有限公司母公司的全资子公司
福州星宇高速公路经营开发有限责任公司母公司的控股子公司
福建省高速公路驿佳购有限公司母公司的全资子公司
福州渔平高速公路有限责任公司母公司的控股子公司
漳州市飞虹发展有限公司母公司的全资子公司
福建中驰交通工程有限公司母公司的全资子公司
福建高速中油有限公司母公司的控股子公司
福州高速融馨物业管理有限公司母公司的全资子公司
福建省高速市政工程有限公司母公司的全资子公司
"} +{"pdf_name": "9259898_143.pdf", "language": "zh", "markdown": "其他说明\n\n# 48、长期应付款\n\n单位：元\n\n
项目期末余额期初余额
\n\n# （1）按款项性质列示长期应付款\n\n单位：元\n\n
项目期末余额期初余额
\n\n其他说明：\n\n# （2）专项应付款\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额形成原因
\n\n其他说明：\n\n# 49、长期应付职工薪酬\n\n# （1）长期应付职工薪酬表\n\n单位：元\n\n
项目期末余额期初余额
\n\n# （2）设定受益计划变动情况\n\n设定受益计划义务现值：\n\n单位：元\n\n
项目本期发生额上期发生额
\n\n计划资产：\n\n单位：元\n\n
项目本期发生额上期发生额
\n\n设定受益计划净负债（净资产）\n\n单位：元\n\n
项目本期发生额上期发生额
\n\n设定受益计划的内容及与之相关风险、对公司未来现金流量、时间和不确定性的影响说明：\n\n设定受益计划重大精算假设及敏感性分析结果说明：\n\n其他说明："} +{"pdf_name": "9259898_144.pdf", "language": "zh", "markdown": "# 50、预计负债\n\n单位：元\n\n
项目期末余额期初余额形成原因
\n\n其他说明，包括重要预计负债的相关重要假设、估计说明：\n\n# 51、递延收益\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额形成原因
政府补助12,219,141.676,030,400.001,831,426.0316,418,115.64
合计12,219,141.676,030,400.001,831,426.0316,418,115.64--
\n\n涉及政府补助的项目：\n\n单位：元\n\n
负债项目期初余额本期新增\n补助金额本期计\n入营业\n外收入\n金额本期计入其\n他收益金额本期冲减成\n本费用金额其\n他\n变\n动期末余额与资产相\n关/与收益\n相关
高端制动盘改\n扩建项目10,852,475\n.001,000,000. \n001,328,211.1110,524,263.89与资产相\n关
涂装生产线技\n术改造项目1,366,666. \n67200,000.001,166,666.67与资产相\n关
污水处理站改\n造项目1,000,000. \n00101,694.92898,305.08与资产相\n关
轻量化汽车制\n动部件数字化\n车间技改项目4,030,400. \n00201,520.003,828,880.00与资产相\n关
合计12,219,141\n.676,030,400. \n001,831,426.0316,418,115.64
\n\n其他说明：\n\n2016年12月28日，龙口市财政局根据龙财企指[2016]105号文件《关于下达预算指标的通知》向山东隆基机械股份有限公司拨付用于2016年市级工业转型升级专项资金1,421,000.00元，用于高端制动盘改扩建项目。\n\n2017年8月8日，龙口市财政局根据龙财企指[2017]59号《关于下达预算指标的通知》向山东隆基机械股份有限公司拨付用于2016年省级机器人换人技术改造项目（第二批）奖励资金750,000.00元，用于高端制动盘改扩建项目。\n\n2018年3月12日，龙口市财政局根据龙财企指[2018]24号文件《关于下达预算指标的通知》向山东隆基机械股份有限公司拨付2017年工业转型升级专项资金5,920,000.00元，���于高端制动盘改扩建项目。\n\n2019年1月31日，龙口市财政局根据龙财工指[2019]108号文件《关于下达预算指标的通知》向山东隆基机械股份有限公司拨付2019年市级制造业强市奖补专项资金2,994,300.00元，用于高端制动盘改扩建项"} +{"pdf_name": "2910232_3.pdf", "language": "zh", "markdown": "图4： 通信行业指数与大盘指数走势对比（2015.08.06\\~2016.08.05）\n\n资料来源：Wind，华泰证券研究所\n\n图5： 通信行业市盈率与大盘指数市盈率比较（2015.08.06\\~2016.08.05）\n\n资料来源：Wind，华泰证券研究所"} +{"pdf_name": "2910232_4.pdf", "language": "zh", "markdown": "表格1： 周涨跌幅前十\n\n
周涨幅前十周跌幅前十
证券代码公司简称涨跌幅（%）证券代码公司简称涨跌幅（%）
002089.SZ新海宜9.90%002161.SZ远望谷-7.94%
300264.SZ佳创视讯7.29%002359.SZ齐星铁塔-6.05%
600130.SH波导股份6.67%000892.SZ星美联合-5.26%
300383.SZ光环新网6.55%600728.SH佳都科技-4.38%
600522.SH中天科技4.26%300366.SZ创意信息-4.15%
300081.SZ恒信移动3.95%002281.SZ光迅科技-4.11%
300211.SZ亿通科技3.89%300136.SZ信维通信-4.06%
600797.SH浙大网新3.53%002583.SZ海能达-3.89%
600804.SH鹏博士3.07%300394.SZ天孚通信-3.66%
600289.SH亿阳信通2.79%300322.SZ硕贝德-3.46%
\n\n资料来源：Wind，华泰证券研究所\n\n# 核心推荐及重点关注的股票\n\n上周通信板块下跌 0.12%，与上证指数、中小板指、创业板指走势基本相同。涨幅较好的有新海宜、高鸿股份、光环新网、中天科技等，但周涨幅均不超过 10%。6、7 月过热主题均有回落，市场关注点转移到高股息率及业绩优秀的个股。我们认为优质白马股在下半年将表现优异，高成长与估值仍在合理区间的股票是我们推荐的重点：（1）光通信：推荐亨通光电、中天科技、光迅科技、新易盛；（2）云计算：推荐光环新网、华星创业、广东榕泰。另外我们也建议关注：国企改革（推荐中国联通、烽火通信）、量子通信、物联网等主题方向。\n\n# 表格2： 下周大事提醒\n\n
周一（2016-08-08）周二（2016-08-09）周三（2016-08-10）周四（2016-08-11）周五（2016-08-12）
海立美达(002537): 股东\n大会召开储翰科技(831964): 股东\n大会召开宜通世纪(300310): 中报\n预计披露三维通信(002115): 股东\n大会召开东土科技(300353): 中报\n预计披露
浙大网新(600797): 分红\n股权登记佳讯飞鸿(300213): 中报\n预计披露天孚通信(300394): 中报\n预计披露盛洋科技(603703): 股东\n大会召开京天利(300399): 股东大\n会召开
浙大网新(600797): 分红\n派息朗玛信息(300288): 股东\n大会召开国脉科技(002093): 股东\n大会召开朗玛信息(300288): 中报\n预计披露
浙大网新(600797): 分红\n除权信维通信(300136): 中报\n预计披露掌趣科技(300315): 股东\n大会召开
富春通信(300299): 中报\n预计披露通光线缆(300265): 中报\n预计披露中天科技(600522): 股东\n大会召开
吴通控股(300292): 限售\n股份上市流通全信股份(300447): 复牌
科大讯飞(002230): 中报\n预计披露
高新兴(300098): 股东大\n会召开
北斗星通(002151): 股东\n大会召开
\n\n资料来源：Wind，华泰证券研究所"} +{"pdf_name": "9310512_206.pdf", "language": "zh", "markdown": "# 十、 关联方关系及其交易（续）\n\n# 5. 关联方应收应付款项余额（续）\n\n# （3） 其他应收款（续）\n\n
2021年2020年
账面余额坏账准备账面余额坏账准备
华润置地（福州）发展有限\n公司812,500,000.00-622,500,000.00-
华润置地（成都）实业有限\n公司739,000,000.00-739,000,000.00-
武汉润雪房地产开发有限公\n司721,517,492.36-646,477,000.00-
华润置地长春房地产开发有\n限公司701,380,304.65-860,956,150.27-
嘉兴市润昇企业管理有限公\n司686,000,000.00-686,000,000.00-
北京通惠时代企业管理有限\n公司652,577,880.64-611,653,367.32-
长春润创房地产开发有限公\n司600,917,277.47---
其他关联方7,677,706,606.68-32,102,486,833.85-
合计64,975,649,246.27-79,069,311,074.58-
\n\n# （4） 预付款项\n\n
2021年2020年
账面余额坏账准备账面余额坏账准备
润材电子商务有限公司272,582,209.71-97,469,862.27-
珠海励致洋行办公家私有限\n公司43,458,575.23-11,339,271.80-
大连华润燃气有限公司11,717,524.62-9,404,438.56-
其他关联方16,262,468.80-7,418,753.75-
344,020,778.36-125,632,326.38-
"} +{"pdf_name": "9310512_207.pdf", "language": "zh", "markdown": "# 十、 关联方关系及其交易（续）\n\n# 5. 关联方应收应付款项余额（续）\n\n# （5） 长期应收款\n\n
2021年2020年
账面余额坏账准备账面余额坏账准备
绍兴润盈房地产开发有限公司1,334,400,667.50-509,400,667.50-
北京开创金润置业有限公司824,267,944.73-1,113,754,922.02-
鄂州华泓钜晟房地产开发有限\n公司738,657,402.30-708,657,402.30-
北京望和润致置业有限公司735,653,650.00---
华润置地（上海）有限公司600,000,000.00-600,000,000.00-
杭州地铁武林置业有限公司610,101,042.74-610,101,042.74-
南京华铎房地产开发有限公司573,000,000.00-936,206,333.32-
北京朝金房地产开发有限公司369,158,400.00---
柳州东城置地发展有限公司214,853,662.21--
无锡铭润房地产开发有限公司202,950,000.00---
深圳市安润投资有限公司78,400,000.00--
华润置地(深圳)开发有限公司87,000,000.00---
北京铭海置业有限公司76,924,078.50---
揭阳祥誉实业投资有限公司28,000,000.00---
深圳平浩投资管理有限公司9,800,000.00--
深圳市盛明瑞投资发展有限公\n司9,800,000.00---
太原首润房地产开发有限公司--1,216,713,333.33-
天津市中辰朝华置业有限公司--1,203,939,900.00-
上海富瀛滨江开发建设投资有\n限公司--686,274,000.00-
苏州润腾房地产有限公司--610,095,562.79-
上海卓置房地产开发有限公司--607,091,282.50-
上海铧曦房地产开发有限公司--555,757,500.00-
南京华幜钜盛房地产开发有限\n公司--480,500,000.00-
太原侨晋置业有限公司--362,773,314.65-
湖北广家洲投资有限公司--158,500,000.00-
成都长天益丰置业有限公司--82,296,743.04-
有巢住房租赁服务（天津）有\n限公司--76,750,000.00-
6,492,966,847.98-10,518,812,004.19-
"} +{"pdf_name": "9298519_217.pdf", "language": "zh", "markdown": "# 退款及退市\n\n本公司自上市日期起僅有24個月就特殊目的收購公司併購交易的條款刊發公告及自上市日期起僅有36個月完成特殊目的收購公司併購交易，惟股東（發起人及其緊密聯繫人須於會上放棄投票）及聯交所可批准延長不超過六個月。倘：\n\n(a) 我們未能於重大變動事件後就本公司存續獲得必要的批准；或\n\n(b) 我們未能於上市日期起計24個月（或經股東及聯交所批准的其他延長期限）內就特殊目的收購公司併購交易的條款刊發公告，或於上市日期後36個月（或經股東及聯交所批准的其他延長期限）內完成特殊目的收購公司併購交易，\n\n則本公司將終止營運，而特殊目的收購公司股份及特殊目的收購公司權證將於聯交所暫停買賣，並且本公司將於暫停買賣後一個月內，按比例向所有特殊目的收購公司股份持有人退還存於託管賬戶中的股款，每股股份金額相當於當時託管賬戶所持金額（包括於該賬戶所持資金賺取且先前尚未獲授權發放予我們以支付我們的開支及稅項的利息及其他收入）除以當時已發行且發行在外的特殊目的收購公司股份（預計將不會低於發售價）。\n\n完成返還資金後，特殊目的收購公司股份將會註銷，且在遵守適用法定規定的情況下，特殊目的收購公司股東作為股東的權利（包括收取進一步清算分發的權利）將完全取消。於聯交所刊發公告通知取消上市後，特殊目的收購公司股份及特殊目的收購公司權證將退市。其後，經餘下股東批准後，本公司可進行清算和解散，惟須遵守開曼群島法律的義務，對債權人索償做出規定，以及遵守其他法定要求。發起人股份及權證將無權自託管賬戶獲取退款。"} +{"pdf_name": "9298519_218.pdf", "language": "zh", "markdown": "# 轉換發起人股份\n\n於特殊目的收購公司併購交易完成日期，發起人股份將按一兌一基準自動轉換為繼承公司股份（可就股份拆細及合併予以調整，前提為其不會導致發起人有權獲得高於其截至上市日期原應有權獲得的發起人股份比例）。董事會可按公平合理基準及始終在上市規則任何規定的規限下就上述未列明的攤薄事件作出調整。任何調整的詳情將於徵詢聯交所意見並獲其批准（倘需要）後以公告的方式通過聯交所網站www.hkexnews.hk及本公司網站www.hkacquisition.com提供予股東及權證持有人。發起人股份轉換時將予發行的繼承公司股份將與當時現有的所有特殊目的收購公司股份（其將於特殊目的收購公司併購交易完成後成為繼承公司股份）在所有方面享有同等權益，並將合資格及平等地享有於特殊目的收購公司併購交易完成日期後的記錄日期就股份宣派、作出或派付的所有股息或其他分配。\n\n# 權證\n\n本公司將根據特殊目的收購公司發售發售50,025,000份特殊目的收購公司權證供專業投資者認購，並提供31,400,000份發起人權證以供發起人在與特殊目的收購公司發售同時進行的非公開配售中認購。\n\n每整份權證可按每股繼承公司股份11.50港元的行使價行使，以換取一股繼承公司股份，且將僅於行使期間（定義見下文）以無現金方式行使；(a)就特殊目的收購公司權證而言，行使期將於特殊目的收購公司併購交易完成日期後第30日開始；及(b)就發起人權證而言，行使期將於特殊目的收購公司併購交易完成日期的一週年開始。\n\n除非聯交所授出繼承公司股份（包括於權證獲行使時將予發行的繼承公司股份）的上市批准，否則我們無責任根據權證的行使發行任何繼承公司股份，亦無義務結算有關權證的行使。預期將就完成特殊目的收購公司併購交易向聯交所申請繼承公司股份上市及買賣。\n\n有關權證的條款概要，請參見本上市文件附錄四。"} +{"pdf_name": "2542397_64.pdf", "language": "zh", "markdown": "# 20. 长期资产减值\n\n长期股权投资、采用成本模式计量的投资性房地产、固定资产、在建工程、无形资产等长期资产，于资产负债表日存在减值迹象的，进行减值测试。减值测试结果表明资产的可收回金额低于其账面价值的，按其差额计提减值准备并计入减值损失。可收回金额为资产的公允价值减去处置费用后的净额与资产预计未来现金流量的现值两者之间的较高者。资产减值准备按单项资产为基础计算并确认，如果难以对单项资产的可收回金额进行估计的，以该资产所属的资产组确定资产组的可收回金额。资产组是能够独立产生现金流入的最小资产组合。\n\n商誉至少在每年年度终了进行减值测试。\n\n本公司进行商誉减值测试，对于因企业合并形成的商誉的账面价值，自购买日起按照合理的方法分摊至相关的资产组；难以分摊至相关的资产组的，将其分摊至相关的资产组组合。在将商誉的账面价值分摊至相关的资产组或者资产组组合时，按照各资产组或者资产组组合的公允价值占相关资产组或者资产组组合公允价值总额的比例进行分摊。公允价值难以可靠计量的，按照各资产组或者资产组组合的账面价值占相关资产组或者资产组组合账面价值总额的比例进行分摊。\n\n在对包含商誉的相关资产组或者资产组组合进行减值测试时，如与商誉相关的资产组或者资产组组合存在减值迹象的，先对不包含商誉的资产组或者资产组组合进行减值测试，计算可收回金额，并与相关账面价值相比较，确认相应的减值损失。再对包含商誉的资产组或者资产组组合进行减值测试，比较这些相关资产组或者资产组组合的账面价值（包括所分摊的商誉的账面价值部分）与其可收回金额，如相关资产组或者资产组组合的可收回金额低于其账面价值的，确认商誉的减值损失。\n\n上述资产减值损失一经确认，在以后会计期间不予转回。\n\n# 21. 长期待摊费用\n\n本公司发生的长期待摊费用按实际成本计价，并按预计受益期限平均摊销，对不能使以后会计期间受益的长期待摊费用项目，在确定时将该项目的摊余价值全部计入当期损益。\n\n# 22. 职工薪酬\n\n# (1)、短期薪酬的会计处理方法\n\n本公司在职工为本公司提供服务的会计期间，将实际发生的短期薪酬确认为负债，并计入当期损益或相关资产成本。\n\n本公司为职工缴纳的社会保险费和住房公积金，以及按规定提取的工会经费和职工教育经费，在职工为本公司提供服务的会计期间，根据规定的计提基础和计提比例计算确定相应的职工薪酬金额。\n\n职工福利费为非货币性福利的，如能够可靠计量的，按照公允价值计量。\n\n# (2)、离职后福利的会计处理方法\n\n设定提存计划：\n\n本公司按当地政府的相关规定为职工缴纳基本养老保险和失业保险，在职工为本公司提供服务的会计期间，按以当地规定的缴纳基数和比例计算应缴纳金额，确认为负债，并计入当期损益或相关资产成本。\n\n除基本养老保险外，本公司还依据国家企业年金制度的相关政策建立了企业年金计划，相应支出计入当期损益或相关资产成本。\n\n# (3)、辞退福利的会计处理方法\n\n本公司在不能单方面撤回因解除劳动关系计划或裁减建议所提供的辞退福利时，或确认与涉及支付辞退福利的重组相关的成本或费用时（两者孰早），确认辞退福利产生的职工薪酬负债，并计入当期损益。"} +{"pdf_name": "2542397_65.pdf", "language": "zh", "markdown": "# 23. 预计负债\n\n# 1、预计负债的确认标准\n\n与诉讼、债务担保、亏损合同、重组事项等或有事项相关的义务同时满足下列条件时，本公司确认为预计负债：\n\n（1）该义务是本公司承担的现时义务；\n\n（2）履行该义务很可能导致经济利益流出本公司；\n\n（3）该义务的金额能够可靠地计量。\n\n# 2、各类预计负债的计量方法\n\n本公司预计负债按履行相关现时义务所需的支出的最佳估计数进行初始计量。\n\n本公司在确定最佳估计数时，综合考虑与或有事项有关的风险、不确定性和货币时间价值等因素。对于货币时间价值影响重大的，通过对相关未来现金流出进行折现后确定最佳估计数。\n\n最佳估计数分别以下情况处理：\n\n所需支出存在一个连续范围（或区间），且该范围内各种结果发生的可能性相同的，则最佳估计数按照该范围的中间值即上下限金额的平均数确定。\n\n所需支出不存在一个连续范围（或区间），或虽然存在一个连续范围但该范围内各种结果发生的可能性不相同的，如或有事项涉及单个项目的，则最佳估计数按照最可能发生金额确定；如或有事项涉及多个项目的，则最佳估计数按各种可能结果及相关概率计算确定。\n\n本公司清偿预计负债所需支出全部或部分预期由第三方补偿的，补偿金额在基本确定能够收到时，作为资产单独确认，确认的补偿金额不超过预计负债的账面价值。\n\n# 24. 收入\n\n# 1、 销售商品收入的确认\n\n公司已将商品所有权上的主要风险和报酬转移给购买方；公司既没有保留与所有权相联系的继续管理权，也没有对已售出的商��实施有效控制；收入的金额能够可靠地计量；相关的经济利益很可能流入企业；相关的已发生或将发生的成本能够可靠地计量时，确认商品销售收入实现。\n\n# 2、让渡资产使用权收入的确认\n\n与交易相关的经济利益很可能流入企业，收入的金额能够可靠地计量时。分别下列情况确定让渡资产使用权收入金额：\n\n（1）利息收入金额，按照他人使用本企业货币资金的时间和实际利率计算确定。\n\n（2）使用费收入金额，按照有关合同或协议约定的收费时间和方法计算确定。\n\n# 3、 提供劳务收入的确认\n\n按完工百分比法确认提供劳务收入和建造合同收入时，确定合同完工进度的依据和方法在资产负债表日提供劳务交易的结果能够可靠估计的，采用完工百分比法确认提供劳务收入。提供劳务交易的完工进度，依据已完工作的测量确定。\n\n按照已收或应收的合同或协议价款确定提供劳务收入总额，但已收或应收的合同或协议价款不公允的除外。资产负债表日按照提供劳务收入总额乘以完工进度扣除以前会计期间累计已确认提供劳务收入后的金额，确认当期提供劳务收入；同时，按照提供劳务估计总成本乘以完工进度扣除以前会计期间累计已确认劳务成本后的金额，结转当期劳务成本。\n\n在资产负债表日提供劳务交易结果不能够可靠估计的，分别下列情况处理：\n\n（1）已经发生的劳务成本预计能够得到补偿的，按照已经发生的劳务成本金额确认提供劳务收入，并按相同金额结转劳务成本。\n\n（2）已经发生的劳务成本预计不能够得到补偿的，将已经发生的劳务成本计入当期损益，不确认提供劳务收入。"} +{"pdf_name": "2557660_17.pdf", "language": "zh", "markdown": "# (6) NOMINATION COMMITTEE (Continued)\n\nThe written terms of reference of Nomination Committee in accordance with Code A.5.2 of the Code Provisions of the GEM Listing Rules was adopted on the Board meeting held on 21 March 2012.\n\nThe members of Nomination Committee is currently comprised Mr. Lam Tin Faat and Ms. Na Xin, both are independent Non-executive Directors, and Ms. Li Xia who is an executive Director, Mr. Lam Tin Faat is the chairman of the Nomination Committee.\n\nThe Nomination Committee should hold at least one regular meeting in a year. During the year under review, the members of Nomination Committee, Mr. Lam Tin Faat, Ms. Li Xia and Ms. Na Xin attended the Nomination Committee Meeting on 15 December 2016.\n\nThe summary of work of the nomination committee during the period is as follows:–\n\n– reviewed the existing Board’s structure, size and composition; and\n\n– reviewed and assessed the independence of the independent non-executive Directors.\n\n# (7) COMPANY SECRETARY\n\nAll Directors have access to the advice and services of the Company Secretary. Our current Company Secretary is Mr. Zhao Zhipeng, appointed on 30 June 2015, is responsible for facilitating the process of implementing the Board’s decision, as well as communications between Board members and the management team, and advising the Board and its committees on all governance matters.\n\nThe biographical details of Mr. Zhao Zhipeng are set out on page 42 of this annual report.\n\n# (8) COMPLIANCE OF CODE FOR DIRECTORS’ SECURITIES TRANSACTION\n\nThe Company has adopted a code of conduct regarding securities transactions by Directors on terms no less exacting than the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules. Having made specific enquiry of all Directors, all Directors confirms that they have complied with the required standard of dealings and the code of conduct regarding securities transactions by the Directors adopted by the Company throughout the twelve months ended 31 December 2016.\n\n(6) 提名委員會（續）\n\n遵從創業板上市規則守則條文第A.5.2條的提名委員會書面職權範圍已於二零一二年三月二十一日舉行之董事會會議上獲採納 。\n\n提名委員會現由獨立非執行董事林天發先生及那昕女士，以及執行董事李霞女士所組成。林天發先生為提名委員會主席。\n\n提名委員會應每年舉行至少一次定期會議。回顧年度內，提名委員會成員林天發先生、李霞女士及那昕女士於二零一六年十二月十五日出席提名委員會會議。\n\n期內提名委員會的工作概要如下：－\n\n－ 審閱現時董事會的架構、規模及組成；及\n\n－ 檢討及評估獨立非執行董事的獨立性 。\n\n(7) 公司秘書\n\n所有董事均可向公司秘書諮詢意見及獲得服務。現任公司秘書為趙志鵬先生，於二零一五年六月三十日獲委任，負責促進落實董事會決策，以及董事會成員之間及董事會成員與管理層團隊之間的溝通，並就所有管治事宜向董事會及其轄下委員會提供意見。\n\n趙志��先生之履歷詳情載於本年報第42頁 。\n\n(8) 董事進行證券交易遵守守則\n\n本公司已就董事進行之證券交易採納一項條款不低於創業板上市規則第5.48至5.67條所載規定買賣準則之操守守則。經向全體董事作出特定查詢後，本公司全體董事確認於截至二零一六年十二月三十一日止十二個月期間一直遵守規定買賣準則，以及由本公司所採納有關董事進行證券交易之操守守則。"} +{"pdf_name": "2557660_18.pdf", "language": "zh", "markdown": "# (9) AUDITORS’ REMUNERATION\n\nFor the year ended 31 December 2016, the remuneration for the provision of audit and non-audit services by the Auditors to the Group is as follows:\n\n(9) 核數師酬金\n\n截至二零一六年十二月三十一日止年度，本公司的核數師向本集團提供核數及非核數服務的酬金如下：\n\n
2016 \n二零一六年2015\n二零一五年
HK$’000 \n千港元HK$’000\n千港元
Fees breakdown by accounting firms 費用按會計師行劃分
Grant Th**\nornton 致同會計師事務所Annual audit services 年度核數服務747758
Other professional CPA firms 其他專業執業會計師行\nAnnual audit services 年度核數服務174229
Total 總計921987
\n\n\\* Grant Thornton (including Grant Thornton and Grant Thornton Hong Kong Limited, hereinafter referred to as “Grant Thornton”).\n\n# (10) INTERNAL CONTROLS\n\nThe Board recognises that a sound and effective internal control system will contribute to the effectiveness and efficiency of operations, the reliability of financial reporting and the Group’s compliance with applicable laws and regulations.\n\nManagement team of the Company has established the Group’s Internal Control Policies and Guidance for monitoring the internal control system.\n\nThe Board has delegated to the management team of the Company the implementation of such internal control systems as well as the review of relevant financial, operational and compliance controls and risk management procedures. Qualified personnels and individual business unit heads of the Group maintain and monitor the compliance of these internal control systems and procedures on an ongoing basis and report variances to senior management.\n\n\\* 致同會計師事務所（包括致同會計師事務所（特殊普通合夥）及致同（香港）會計師事務所有限公司 ，以下稱「致同會計師事務所」）。\n\n(10) 內部監控\n\n董事會確認，一個健全及有效的內部監控制度將提高營運的效能和效率，增加財務報告的可靠性，使本集團更嚴格遵守現行法例及規例。\n\n本公司管理層團隊已就監察內部監控制度制定本集團之內部監控政策及指引。\n\n董事會授權本公司管理層團隊推行該等內部監控制度之執行工作，並檢討有關財務、營運與監察控制及風險管理之程序。本集團的合資格人士及個別業務單位主管負責維持及持續監督符合該等內部監控制度及程序，並向高級管理層報告任何變動 。"} +{"pdf_name": "11779444_41.pdf", "language": "zh", "markdown": "# PERMITTED INDEMNITY PROVISIONS\n\nA permitted indemnity provision (as defined in section 469 of the Hong Kong Companies Ordinance) for the benefit of the directors of the Company is currently in force and was in force throughout this year.\n\n# DIRECTORS’ INTERESTS AND SHORT POSITIONS IN SHARES, UNDERLYING SHARES AND DEBENTURES OF THE COMPANY\n\nAs at 31 December 2018, the interests and short positions of directors in the shares, underlying shares and debentures of the Company and their associates or any of its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (the “SFO”)) which have been notified to the Company and The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) pursuant to Divisions 7 and 8 of Part XV of the SFO, or which were recorded in the register required to be kept pursuant to Section 352 of the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) set out in Appendix 10 of the Listing Rules were as follows:\n\n# Ordinary shares of HK\\$0.10 each of the Company\n\n獲准許之彌償條文\n\n有關本公司董事利益的獲准許的彌償條文（定義見香港公司條例第469條）現正生效及於本年內一直生效。\n\n董事於本公司股份、相關股份及債權證中之權益及淡倉\n\n於二零一八年十二月三十一日，董事於本公司及彼等之聯繫人或其任何相聯法團（定義見證券及期貨條例（「證券及期貨條例」）第XV部）之股份、相關股份及債權證中，擁有已��據證券及期貨條例第XV部第7及8分部知會本公司及香港聯合交易所有限公司（「聯交所」）之權益及淡倉，或已記入根據證券及期貨條例第352條規定存置之登記冊內之權益及淡倉，或已根據上市規則附錄10所載上市發行人董事進行證券交易的標準守則（「標準守則」）規定另行知會本公司及聯交所之權益及淡倉如下：\n\n本公司每股面值0.10港元之普通股\n\n
Name of director \n董事姓名Capacity\n身份Number of shares\n股份數目Approximate percentage to \nthe issued share capital \nof the Company\n佔本公司已發行股本之\n概約百分比
Long \nPositions\n好倉Short \npositions\n淡倉Long \nPositions\n好倉Short \npositions\n淡倉
Mr. David An \n戴偉先生Founder of a discretionary trust \n全權信託創始人2,548,203,980\n(Note 附註)Nil無68.27%Nil無
Beneficial owner \n實益擁有人218,390,000Nil無5.85%Nil無
\n\nNote: Mr. David An (“Mr. An”) was taken to be interested in those shares by virtue of being a founder of a discretionary trust. Those shares are held directly as to 209,773,980 shares by Extreme Wise Investments Ltd (“Extreme Wise”) and 2,338,430,000 shares by Vand Petro-Chemicals (BVI) Company Ltd (“Vand Petro-Chemicals”). Both companies are wholly-owned by Julius Baer Family Office & Trust Ltd. (“Julius Baer”) which is a trustee of the discretionary trust. By virtue of SFO, Mr. An is deemed to be interested in the 2,548,203,980 shares.\n\n附註：戴偉先生（「戴先生」）因是全權信託創始人而被認為於該等股份中擁有權益。該等股份中有209,773,980股由Extreme Wise Investments Ltd（「 Extreme Wise 」）及2,338,430,000股由Vand Petro-Chemicals (BVI) Company Ltd（「 Vand Petro-Chemicals」）直 接 持 有。兩 家 公 司 均 由Julius Baer Family Office & Trust Ltd.（「Julius Baer」）全資擁有，其為全權信託之受託人。根據證券及期貨條例，戴先生被視為於該2,548,203,980股股份中擁有權益。"} +{"pdf_name": "11779444_42.pdf", "language": "zh", "markdown": "Save as disclosed above, as at 31 December 2018, none of the directors of the Company had any interests or short positions in the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) which would have to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests or short positions which they were taken or deemed to have under such provisions), or which were recorded in the register required to be kept by the Company pursuant to Section 352 of the SFO, or which are required, pursuant to the Model Code, to be notified to the Company and the Stock Exchange.\n\n# DIRECTORS’ RIGHTS TO ACQUIRE SHARES OR DEBENTURES\n\nApart from as disclosed under the paragraph headed “Directors’ Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company” and “Share Option Scheme”, at no time during the year ended 31 December 2018 were rights to acquire benefits by means of the acquisition of shares in or debts securities (including debentures) of the Company granted to any Director or their respective spouses or children under the age of 18, or were any such rights exercised by them; or was the Company, or any of the Company’s subsidiary, or holding company or a subsidiary of the Company’s holding company a party to any arrangements to enable the Directors to acquire such rights in any other body corporate.\n\n# DIRECTORS’ INTEREST IN SIGNIFICANT CONTRACTS\n\nThere were no contracts of significance to which the Company, or any of its subsidiaries was a party and in which a director of the Company had a material interest, whether directly and indirectly, subsisting at the end of the year or at any time during the year.\n\n# MANAGEMENT CONTRACTS\n\nAs at 31 December 2018, the Company did not enter into or have any management and administration contracts in respect of the whole or any principal business of the Company.\n\n# CONNECTED AND RELATED PARTY TRANSACTIONS\n\nThere were no transactions which were required to be disclosed as connected and related party transactions in accordance with the requirements of the Listing Rules.\n\n# CONFIRMATION OF INDEPENDENCE OF INEDs\n\nThe Company had received from each of the INEDs the annual written confirmation of his/her independence pursuant to the rule 3.13 of the Listing Rules and the Company considers all INEDs are independent.\n\n除上文所披露者外，於二零一八年十二月三十一日，概無本公司董事於本公司或其任何相聯法團（定義見證券及期貨條例第XV部）之股份、相關股份或債權證中，擁有��據證券及期貨條例第XV部第7及8分部須知會本公司及聯交所之任何權益或淡倉（包括彼等根據該等條文被當作或被視為擁有的權益或淡倉），或記錄於本公司根據證券及期貨條例第352條須存置的登記冊內之任何權益或淡倉，或根據標準守則須知會本公司及聯交所之任何權益或淡倉。\n\n董事購入股份或債權證之權利\n\n除「董事於本公司股份、相關股份及債權證中之權益及淡倉」及「購股權計劃」段落所披露外，任何董事或彼等各自之配偶 或18歲以下之子女概無於截至二零一八年十二月三十一日止年度之任何時間獲授權利，可透過購入本公司之股份或債務證券（包括債權證）而獲益，或行使任何該等權利；或本公司或其任何附屬公司或控股公司或本公司控股公司之附屬公司訂立任何安排，致使董事獲得任何其他法團之該等權利。\n\n董事於重要合約中之權益\n\n本公司或其任何附屬公司概無訂立於年終或年內任何時間存續而本公司董事直接或間接擁有重大權益之重要合約。\n\n管理合約\n\n於二零一八年十二月三十一日，本公司並無訂立或擁有有關本公司全部或任何主要業務的任何管理及行政合約。\n\n關連及關聯方交易\n\n概無交易須根據上市規則規定披露為關連及關聯方交易。\n\n獨立非執行董事之獨立性確認\n\n本公司已接獲各獨立非執行董事根據上市規則第3.13條發出之年度獨立性確認書及本公司認為全體獨立非執行董事均為獨立人士。"} +{"pdf_name": "11759698_531.pdf", "language": "zh", "markdown": "# 貴集團的歷史財務資料\n\n# 編製歷史財務資料\n\n下文所載歷史財務資料構成本會計師報告不可或缺的一部分。\n\n貴集團於往績記錄期的綜合財務報表（「相關財務報表」）（歷史財務資料以此為基準）乃根據符合國際會計準則理事會（「國際會計準則理事會」）頒佈的國際財務報告準則（「國際財務報告準則」）的會計政策編製，並根據香港會計師公會頒佈的香港審計準則進行審核。\n\n歷史財務資料以人民幣（「人民幣」）呈列，除另有說明外，所有數值均約整至最接近的千位數（人民幣千元）。"} +{"pdf_name": "11759698_532.pdf", "language": "zh", "markdown": "# 綜合損益及其他全面收益表\n\n
附註截至12月31日止年度截至9月30日止九個月
2018年2019年2019年2020年
人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
收入618,81658,27535,44035,309
銷售成本(14,976)(23,957)(14,675)(18,774)
毛利3,84034,31820,76516,535
其他收入7A1,8076,0604,3527,540
其他收益及虧損8(143,135)32,17925,040(411,857)
貿易應收款項減值虧損(204)(893)(813)(1,832)
銷售及分銷開支(25,959)(75,609)(36,649)(38,238)
研發開支(14,779)(26,371)(17,279)(17,358)
行政開支(45,972)(53,862)(37,404)(50,771)
上市開支–(338)–(20,162)
其他開支7B(9)(20,468)(19,824)(12,853)
財務成本9(458)(1,251)(561)(4,489)
除稅前虧損10(224,869)(106,235)(62,373)(533,485)
所得稅開支11–(230)(135)(276)
年╱期內虧損及\n全面開支總額(224,869)(106,465)(62,508)(533,761)
每股虧損13
－基本（人民幣）(1.97)(0.92)(0.54)(4.55)
－攤薄（人民幣）(1.97)(1.03)(0.75)(4.55)
"} +{"pdf_name": "9243498_243.pdf", "language": "zh", "markdown": "元，而截至2008年、2009年及2010年12月31日止三年度，已向獨立第三方支付的服務費用分別約為人民幣1,372,547元、人民幣2,033,089元及人民幣2,862,836元。\n\n(3) 增加主要是由於本集團控股裝��容量預期增加。本公司預期於2011年及2012年底的控股裝機總容量分別為2,654.55兆瓦及4,684.34兆瓦。服務費用是以年末的裝機容量乘以服務收費率計算。服務收費率乃有關各方參考業務分部、本公司及各子公司的裝機容量經公平磋商後釐定。\n\n(4) 2010年至2011年的服務費用增加是由於(i)本公司估計2011年向京能集團及╱或其聯繫人支付的服務費用約為人民幣800,000元，2010年最後四個月向京能集團及╱或其聯繫人支付的服務費用則約為人民幣285,205元；(ii)太陽宮熱電估計於2011年向京能集團及╱或其聯繫人支付的服務費用約人民幣960,000元，而於2010年向京能集團及╱或其聯繫人支付的服務費用約人民幣870,000元；及(iii)京豐電力自2007年聘請京能集團及╱或其聯繫人提供會議服務，並於2008年及2009年獲得京能集團及╱或其聯繫人提供有關服務。京豐電力於2010年並無獲得京能集團及╱或其聯繫人提供會議服務。然而，京豐電力估計於2011年繼續由京能集團及╱或其聯繫人提供會議服務。2011年向京能集團及╱或其聯繫人支付的服務費用估計約為人民幣450,000元。\n\n(5) 招投標代理服務費用經相關訂約方根據國家發改委所發出載有服務費標準規定的《招標代理服務收費管理暫行辦法》公平磋商釐定。標準服務費經參考項目建設所用相關設備的中標價以差額定率累進法計算所得。向京能集團及╱或其聯繫人支付的招投標代理服務費用不高於《招標代理服務收費管理暫行辦法》所載的標準服務費用。將向本公司預期開發的三個風力發電項目、一個燃氣發電項目和一個太陽能發電項目以及新能源預期開發的風力發電項目提供招投標代理服務。本公司預期聘請京能集團及╱或其聯繫人為項目提供招投標代理服務的總資本開支約為人民幣31.00百萬元，而新能源預期聘請京能集團及╱或其聯繫人為風電項目提供招投標代理服務的總資本開支約為人民幣64.00百萬元。本集團預計，於2012年及2013年就聘請京能集團及╱或其聯繫人提供招投標代理服務的資本開支分別約為人民幣5,100百萬元及人民幣4,400百萬元。根據預期資本開支計算，適用差額定率累進法介乎0.05%至1.5%。基於上文所述，截至2012年及2013年12月31日止兩年度本集團預期向京能集團及╱或其聯繫人支付的招投標代理服務費用分別約為人民幣24,000,000元及人民幣21,000,000元。\n\n(6) 工程管理服務費用由相關訂約方經參考提供工程管理服務產生的合理費用公平磋商釐定。合理費用包括向技術人員支付的薪金及提供服務時產生的行政及生活開支。將向京橋熱電的京橋燃氣熱電廠二期提供項目管理服務，亦將向新能源預期開發的風力發電項目提供工程管理服務。\n\n京橋熱電預計2011年將向京能集團及╱或其聯繫人支付的服務費用約為人民幣10,000,000元。京橋熱電預計京能集團及╱或其聯繫人將僱用大約27名技術人員在北京提供有關京橋燃氣熱電廠二期的項目管理服務。每名技術人員的基本年薪約為人民幣130,000元至人民幣160,000元，養老保險、失業保險、醫療保險、住房公積金及工會會費約為人民幣89,700元，而行政及生活開支（包括差旅及住宿費）約為人民幣121,000元。預期京橋燃氣熱電廠二期將於2012年9月完工。\n\n新能源預期2011年將向京能集團及╱或其聯繫人支付的服務費用約為人民幣7,800,000元。各方同意於年末一筆過付清該費用。新能源預計京能集團及╱或其聯繫人將為新能源預期於2011年開發的六個風力發電項目各僱用大約6名技術人員，在內蒙古及寧夏提供服務。每名技術人員的基本年薪約為人民幣70,000元至人民幣100,000元，養老保險、失業保險、醫療保險、住房公積金及工會會費約為人民幣46,000元，而行政及生活開支（包括差旅及住宿費）約為人民幣98,000元。\n\n上限基準：釐定上述年度上限時，本公司董事已考慮過往金額及我們日後對有關服務的需求。\n\n# 5. 運行框架協議\n\n訂約方： 京能集團\n\n本公司"} +{"pdf_name": "9243498_244.pdf", "language": "zh", "markdown": "主要條款：我們與京能集團於2011年5月23日在一般業務過程中訂立運行框架協議，本集團可不時聘用京能集團及╱或其聯繫人為本集團運行電力及╱或供熱設備。\n\n運行框架協議自上市日期起為期三年。\n\n定價政策：根據運行框架協議，運行費須由有關各方公平磋商協定，應為提供運行服務產生的合理成本加合理利潤。利潤為成本約6%至7%，乃根據國家發改委發出的發電工程建設預算及計算標準 所載的溢利率釐定。\n\n交易的理由：運行框架協議乃基於需要相關專業技能、經驗及人力的三聯水電水電站及京橋熱電熱電聯產燃氣廠的運行而訂立。京能集團的全資子公司北京京西發電有限責任公司從事電力設備的營運、維護及維修業務，因而其僱員具備電力設備運行的相關專業知識及經驗，亦可於停止發電業務後騰出人手。此外，北京京西發電有限責任公司自黑水三聯—紥窩一級水電站及京橋燃氣熱電廠開始營運日起向該兩家公司提供設備運行服務。董事認為利用北京京西發電有限責任公司僱員所具備的經驗符合本公司利益。\n\n過往金額：截至2008年、2009年及2010年12月31日止年度以及截至2011年6月30日止六個月，支付予京能集團及╱或其聯繫人的過往費用金額分別約為人民幣955,000元、人民幣1,419,000元、人民幣1,544,000元及人民幣681,800元。\n\n年度上限：截至2011年、2012年及2013年12月31日止年度，應付京能集團及╱或其聯繫人的最高年度費用總額不得超過下述上限：\n\n
截至12月31日止年度之建議年度上限
2011年2012年2013年
（人民幣百萬元）
應付總金額. . . . . . . . . . . . . . . . . . . . . . .2.004.008.00
\n\n上限基準：釐定上述年度上限時，本公司董事已考慮(i)過往金額；(ii)控股裝機容量的預期增幅及預期將投入營運的發電廠數目；及(iii)將提供的服務之日後市價潛在升幅。截至2011年6月30日，三聯水電裝機容量為6.4兆瓦，在建容量為44.4兆瓦，預計於2011年底或2012年投產。京橋燃氣熱電廠二期的在建容量為838.20兆瓦，預計於2012年9月竣工。"} +{"pdf_name": "9237826_147.pdf", "language": "zh", "markdown": "并方处于同一方最终控制之日孰晚日起至合并日之间已确认有关损益、其他综合收益和其他净资产变动，应分别冲减比较报表期间的期初留存收益和当期损益。\n\n对于非同一控制下企业合并取得子公司，经营成果和现金流量自本集团取得控制权之日起纳入合并财务报表。在编制合并财务报表时，以购买日确定的各项可辨认资产、负债及或有负债的公允价值为基础对子公司的财务报表进行调整。\n\n通过多次交易分步取得非同一控制下被投资单位的股权，最终形成企业合并的，应在取得控制权的报告期，补充披露在合并财务报表中的处理方法。例如：通过多次交易分步取得非同一控制下被投资单位的股权，最终形成企业合并，编制合并报表时，对于购买日之前持有的被购买方的股权，按照该股权在购买日的公允价值进行重新计量，公允价值与其账面价值的差额计入当期投资收益；与其相关的购买日之前持有的被购买方的股权涉及权益法核算下的其他综合收益以及除净损益、其他综合收益和利润分配外的其他所有者权益变动，在购买日所属当期转为投资损益，由于被投资方重新计量设定受益计划净负债或净资产变动而产生的其他综合收益除外。\n\n本集团在不丧失控制权的情况下部分处置对子公司的长期股权投资，在合并财务报表中，处置价款与处置长期股权投资相对应享有子公司自购买日或合并日开始持续计算的净资产份额之间的差额，调整资本溢价或股本溢价，资本公积不足冲减的，调整留存收益。\n\n本集团因处置部分股权投资等原因丧失了对被投资方的控制权的，在编制合并财务报表时，对于剩余股权，按照其在丧失控制权日的公允价值进行重新计量。处置股权取得的对价与剩余股权公允价值之和，减去按原持股比例计算应享有原有子公司自购买日或合并日开始持续计算的净资产的份额之间的差额，计入丧失控制权当期的投资损益，同时冲减商誉。与原有子公司股权投资相关的其他综合收益等，在丧失控制权时转为当期投资损益 。\n\n本集团通过多次交易分步处置对子公司股权投资直至丧失控制权的，如果处置对子公司股权投资直至丧失控制权的各项交易属于一揽子交易的，应当将各项交易作为一项处置子公司并丧失控制权的交易进行会计处理；但是，在丧失控制权之前每一次处置价款与处置投资对应的享有该子公司净资产份额的差额，在合并财务报表中确认为其他综合收益，在丧失控制权时一并转入丧失控制权当期的投资损益。"} +{"pdf_name": "9237826_148.pdf", "language": "zh", "markdown": "# 7. 合营安排分类及共同经营会计处理方法\n\n√适用 □不适用\n\n本集团的合营安排包括共同经营和合营企业。对于共同经营项目,本集团作为共同经营中的合营方确认单独持有的资产��承担的负债，以及按份额确认持有的资产和承担的负债，根据相关约定单独或按份额确认相关的收入和费用。与共同经营发生购买、销售不构成业务的资产交易的，仅确认因该交易产生的损益中归属于共同经营其他参与方的部分。\n\n# 8. 现金及现金等价物的确定标准\n\n本集团现金流量表之现金指库存现金以及可以随时用于支付的存款。现金流量表之现金等价物指持有期限不超过 3 个月、流动性强、易于转换为已知金额现金且价值变动风险很小的投资。\n\n# 9. 外币业务和外币报表折算\n\n√适用 □不适用\n\n# （1）外币交易\n\n本集团外币交易按交易发生日的即期汇率将外币金额折算为人民币金额。于资产负债表日，外币货币性项目采用资产负债表日的即期汇率折算为人民币，所产生的折算差额除了为购建或生产符合资本化条件的资产而借入的外币专门借款产生的汇兑差额按资本化的原则处理外，直接计入当期损益。\n\n# （2）外币财务报表的折算\n\n外币资产负债表中资产、负债类项目采用资产负债表日的即期汇率折算；所有者权益类项目除“未分配利润”外，均按业务发生时的即期汇率折算；利润表中的收入与费用项目，采用交易发生日的即期汇率折算。上述折算产生的外币报表折算差额，在其他综合收益项目中列示。外币现金流量采用现金流量发生日的即期汇率折算。汇率变动对现金的影响额，在现金流量表中单独列示。\n\n# 10. 金融工具\n\n\\( \\surd \\)适用 □不适用\n\n本集团成为金融工具合同的一方时确认一项金融资产或金融负债。"} +{"pdf_name": "9222426_210.pdf", "language": "zh", "markdown": "
期保值业务外，持有交易性金融资产、\n衍生金融资产、交易性金融负债、衍生\n金融负债产生的公允价值变动损益，以\n及处置交易性金融资产、衍生金融资\n产、交易性金融负债、衍生金融负债和\n其他债权投资取得的投资收益的投资收益
单独进行减值测试的应收款项、合同资\n产减值准备转回34,407.52
对外委托贷款取得的损益
采用公允价值模式进行后续计量的投\n资性房地产公允价值变动产生的损益
根据税收、会计等法律、法规的要求对\n当期损益进行一次性调整对当期损益\n的影响
受托经营取得的托管费收入192,660.55
除上述各项之外的其他营业外收入和\n支出-248,486.08
其他符合非经常性损益定义的损益项\n目220,837,452.83主要系离职后福利政策\n调整，冲回的管理费用-\n离职后福利
所得税影响额5,396.16
少数股东权益影响额
合计262,805,881.32
\n\n对公司根据《公开发行证券的公司信息披露解释性公告第 1 号——非经常性损益》定义界定的非经常性损益项目，以及把《公开发行证券的公司信息披露解释性公告第 1 号——非经常性损益》中列举的非经常性损益项目界定为经常性损益的项目，应说明原因。\n\n□适用 √不适用\n\n# 2、 净资产收益率及每股收益\n\n√适用 □不适用\n\n
报告期利润加权平均净资产\n收益率（%）每股收益
基本每股收益稀释每股收益
归属于公司普通股股东的净\n利润16.751.06781.0678
扣除非经常性损益后归属于\n公司普通股股东的净利润6.810.43420.4342
\n\n# 3、 境内外会计准则下会计数据差异\n\n□适用 √不适用\n\n# 4、 其他\n\n□适用 √不适用\n\n董事长：曲柏龙\n\n董事会批准报送日期：2022 年 4 月 25 日"} +{"pdf_name": "9222426_211.pdf", "language": "zh", "markdown": "# 修订信息\n\n□适用 √不适用"} +{"pdf_name": "11695155_55.pdf", "language": "zh", "markdown": "# 流動資金及財務資源\n\n本集團主要以內部資源撥付營運所需。於報告期末，流動負債淨額約為226,539,000港元（二零一五年： 約461,585,000港元），包括銀行結餘及現金約2,388,000港元（二零一五年：約2,547,000港元）。\n\n於二零一六年十二月三十一日，本集團有約70,500,000港元之其他借貸（二零一五年：約69,200,000港元）及約1,439,000港元之融資租賃承擔（二零一五年：約2,196,000港元）。資產負債比率（按負債總額對資產總額之比例計算）於報告期末為1.02���二零一五年：1.57）。\n\n# 外匯風險\n\n本集團大部分交易以港元計值，而本集團之主要外幣風險為與港元掛鈎之美元。由於董事會認為該風險極低，因此本集團並無外幣對沖政策。然而，管理層將監控外匯狀況，並於情況變更時考慮採取適當行動。\n\n# 本集團資產抵押\n\n於二零一六年十二月三十一日，公平值約234,616,000港元（二零一五年：約258,002,000港元）之若干資產已用作可換股債券之抵押。\n\n# 資本承擔\n\n於二零一六年十二月三十一日，本集團並無任何資本承擔。\n\n# 或然負債\n\n於二零一六年十二月三十一日，本集團並無任何或然負債。\n\n# 附屬公司及聯屬公司之重大收購及出售\n\n除本報告披露者外，截至二零一六年十二月三十一日止年度，本集團並無任何其他附屬公司及聯屬公司之重大收購及出售。\n\n# 展望及前景\n\n本集團主要從事本地餐飲業務。本集團推行之企業策略是將業務擴展至具備良好商業潛力及增長前景的其他行業，包括但不限於中國之食品和飲品行業。\n\n# 國福樓\n\n本集團其中一項現有主要業務為餐飲業務，而本集團目前營運米芝蓮一星酒家國福樓，專門為公司及家庭聚會提供上乘的中式飲宴服務，作為其業內發展之一部分。本集團亦一直以持續策略於本地市場鞏固其餐飲業務，預期可繼續開拓及探究任何其他有關餐飲業務之商機。"} +{"pdf_name": "11695155_56.pdf", "language": "zh", "markdown": "# 福臨門\n\n本公司一直評估SPV及其附屬公司（「SPV集團」）的經營業績，並對SPV集團的未來前景感到樂觀。SPV集團專注營運高級中式酒樓及提供高質粵菜，已建立顯赫之品牌聲譽及忠誠之客戶基礎。\n\n# 食品製造業務\n\n於報告期間，食品製造業務持續錄得經營虧損。由於此分部持續錄得經營虧損，管理層正精簡其生產。\n\n# 其他餐飲業務\n\n董事會現時仍在物色其他投資機會，探索在餐飲業進一步擴充的可行性。\n\n# 訴訟\n\n茲提述本公司之間接全資附屬公司Megamillion Asia Limited（「Megamillion」）向暢達國際發展有限公司（「暢達」）提出的訴訟，詳情已披露於本公司截至二零一三年四月三十日止財政年度年報第41至42頁。Megamillion已取得針對暢達的判決，涉及(i)貸款本金額及應計利息（「貸款款項」），及(ii)贖回可換股債券金額（「贖回金額」）。\n\n暢達與Megamillion訂立日期為二零一三年十二月三十一日的結算契據（「結算契據」），據此，暢達轉讓一間香港上市公司若干股份，以悉數及最終結清貸款款項。\n\n待收到法律意見及有待確認暢達擁有可供執行的資產後，Megamillion將着手收回贖回金額。\n\n除上文披露者外，於本報告日期，概無本集團任何成員公司涉及任何重大訴訟或索償，而就董事所知，本集團任何成員公司亦無任何尚未了結或面臨任何重大訴訟或索償。本公司將於適當或有需要時披露Megamillion任何收款行動及其他重大訴訟事宜。"} +{"pdf_name": "9240769_3.pdf", "language": "zh", "markdown": "# 1、 美元指数有所下降，通胀预期维持震荡，中美利差走阔，Ted利差收窄，国内资金面先紧后松，期限利差有所收窄\n\n# 1.1、 美元指数有所下降，中美利差有所走阔，通胀预期维持震荡\n\n上周(20210809-20210813)美元指数有所下降，截至 2021 年 8 月 10 日，美元多头/空头头寸规模均上升，净多头头寸继续上升。美国国债 10Y 利率下降，中国国债10Y 利率上升，中美利差有所走阔。对于美债而言，美债名义/实际利率均下降，其背后隐含的通胀预期维持震荡。\n\n图1：上周(20210809-20210813)美元指数先升后降，整体有所下行\n\n数据来源：Wind、开源证券研究所\n\n图2：截至 2021 年 8 月 10 日，美元多头/空头头寸规模均上升，净多头头寸继续上升\n\n数据来源：Wind、开源证券研究所\n\n图3：上周(20210809-20210813)美国国债 10Y 利率下降，中国国债 10Y 利率上升，中美利差有所走阔\n\n数据来源：Wind、开源证券研究所\n\n图4：上周(20210809-20210813)美债名义/实际利率均下降，其背后隐含的通胀预期维持震荡\n\n数据来源：Wind、开源证券研究所"} +{"pdf_name": "9240769_4.pdf", "language": "zh", "markdown": "# 1.2、 美债信用利差大多维持震荡，Ted 利差有所收窄\n\n上周(20210809-20210813)美国企业债信用利差大多维持震荡，期限上，3-5 年的企业债信用利差走阔，其余均维持震荡；等级上，AAA 级的企业债信用利差收窄，其余均维持震荡。3 个月美债利率维持震荡，3 个月美元 Libor 下降，Ted 利差有所收窄，美国金融系统流动性整体仍较充裕。\n\n图5：上周(20210809-20210813)美国不同期��企业债信用利差维持震荡或走阔，其中3-5 年的企业债信用利差走阔，其余均维持震荡\n\n数据来源：Wind、开源证券研究所\n\n图6：上周(20210809-20210813)美国不同等级企业债信用利差维持震荡或收窄，其中AAA 级的企业债信用利差收窄，其余均维持震荡\n\n数据来源：Wind、开源证券研究所"} +{"pdf_name": "20752021_211.pdf", "language": "zh", "markdown": "# 賬 齡 分 析 及 期 後 結 清\n\n按 發 票 日 期 劃 分 的 貿 易 應 收 款 項 賬 齡 分 析 如 下：\n\n
於2014年\n3月31日於2015年\n3月31日於2016年\n3月31日
千 港 元千 港 元千 港 元
0至30天9,7054,15820,796
31至60天3,1978,0656,305
61至90天—8,6092,113
90天 以 上1,9048279
14,80620,91429,293
\n\n已 逾 期 但 未 減 值 的 貿 易 應 收 款 項 賬 齡 分 析 如 下：\n\n
於2014年\n3月31日於2015年\n3月31日於2016年\n3月31日
千 港 元千 港 元千 港 元
未 逾 期 亦 未 減 值10,8074,15826,386
逾 期 不 足30天2,09516,6742,828
逾 期31至60天1,419——
逾 期61至90天———
逾 期90天 以 上4858279
14,80620,91429,293
\n\n如 上 表 所 示，2016年3月31日 我 們 的 貿 易 應 收 款 項 大 部 份 均 未 逾 期 亦 未 減 值。"} +{"pdf_name": "20752021_212.pdf", "language": "zh", "markdown": "直 至 最 後 實 際 可 行 日 期，於2016年3月31日 的 貿 易 應 收 款 項 中，100%皆 已 結 清：\n\n
於2016年\n3月31日\n的 貿 易\n應 收 款 項其 後 直 至 最 後\n實 際 可 行 日 期 清 償
千 港 元千 港 元%
未 逾 期 亦 未 減 值26,38626,386100.0
逾 期 不 足30天2,8282,828100.0
逾 期31至60天———
逾 期61至90天———
逾 期90天 以 上7979100.0
29,29329,293100.0
\n\n# 貿 易 及 其 他 應 付 款 項\n\n於2014年、2015年 及2016年3月31日，貿 易 及 其 他 應 付 款 項 分 別 為 約10.0百 萬 港 元、約18.7百 萬 港 元 及 約22.7百 萬 港 元。下 表 載 列 貿 易 及 其 他 應 付 款 項 的 明 細：\n\n
於2014年\n3月31日於2015年\n3月31日於2016年\n3月31日
千 港 元千 港 元千 港 元
貿 易 應 付 款 項8,29316,50216,737
應 付 保 留 金9133942,688
應 計 費 用 及 其 他 應 付 款 項8331,8023,243
10,03918,69822,668
\n\n貿 易 應 付 款 項 主 要 包 括 應 付 予 分 包 商、建 材 及 耗 材 供 應 商 及 廢 物 處 置 服 務 供 應 商的 款 項。應 付 保 留 金 指 分 包 商 向 我 們 預 扣 的 保 留 金（見 本 招 股 章 程「業 務 — 供 應 商 —對 分 包 商 的 監 控」一 節）。應 計 費 用 及 其 他 應 付 款 項 主 要 包 括 員 工 薪 金 及 津 貼 的 應 計 費用、於2015/16財 政 年 度 就 購 置 廠 房 及 機 器 的 付 款，以 及 於2015/16財 政 年 度 一 名 分 包 商為 擔 保 其 妥 善 及 時 進 行 項 目 工 程 而 向 我 們 支 付 的 款 項。\n\n貿易應付款項由2014年3月31日約8.3百萬港元增至2015年3月31日的16.5百萬港元，增 幅 約99.0%。該 增 加 主 要 由 於 業 務 增 長，以 致(i)於2014/15財 政 年 度 在 進 行 地 基 工 程 時增加使用分包商；(ii)購買原材料增加；及(iii)就廢物處置及機器運輸增加使用運輸服務。"} +{"pdf_name": "9291396_275.pdf", "language": "zh", "markdown": "
附註截至十二月三十一日止年度截至八月三十一日\n止八個月
二零一零年二零一一年二零一二年二零一二年二零一三年
人民幣千元人民幣千元人民幣千元人民幣千元人民幣千元
（未經審核）
現金及現金等價物\n增加╱（減少）\n淨額11223,532(22,299)(5,721)37,992
年初╱期初現金及\n現金等價物88699824,53010,4302,231
匯率變動之影響淨額————2
年終╱期終現金及\n現金等價物1899824,5302,2314,70940,225
現金及現金等價物\n結餘分析
財務狀況表所述之\n現金及現金等價物1899810,4302,2314,70940,225
於收購時初始到期日\n少於三個月的定期\n存款，已質押為\n銀行貸款擔保18—14,100———
現金流量表所述之\n現金及現金等價物99824,5302,2314,70940,225
"} +{"pdf_name": "9291396_276.pdf", "language": "zh", "markdown": "# 貴公司財務狀況表\n\n
十二月三十一日八月三十一日
二零一二年二零一三年
人民幣千元人民幣千元
非流動資產
於一間子公司之投資 — 按成本列值— —
流動資產
應收一名董事款項23—
預付款項、按金及其他應收款項8—
應收一間子公司款項—470
現金及現金等價物—31
流動資產總值31501
流動負債
應付一間子公司款項1,75010,688
應付最終控股公司款項—470
流動負債總額1,75011,158
負債淨額(1,719)(10,657)
權益
已發行股本3131
儲備(1,750)(10,688)
權益總額(1,719)(10,657)
"} +{"pdf_name": "9309966_222.pdf", "language": "zh", "markdown": "
坏账准备第一阶段第二阶段第三阶段合计
未来 12 个月预期信用损失整个存续期预期信用损\n失(未发生信用减值)整个存续期预期信用损\n失(已发生信用减值)
2021 年 1 月 1 日余额463,805.156,693,300.007,157,105.15
2021 年 1 月 1 日余额在本期————————
本期计提46,023.0046,023.00
本期核销60,000.001,833,300.001,893,300.00
2021 年 12 月 31 日余额449,828.154,860,000.005,309,828.15
\n\n损失准备本期变动金额重大的账面余额变动情况\n\n□ 适用 √ 不适用\n\n按账龄披露\n\n单位：元\n\n
账龄账面余额
1 年以内（含 1 年）25,291,650.30
1 至 2 年13,462,384.47
2 至 3 年204,439,504.55
3 年以上171,680,414.21
3 至 4 年69,844,194.97
4 至 5 年72,945,435.19
5 年以上28,890,784.05
合计414,873,953.53
\n\n# 3）本期计提、收回或转回的坏账准备情况\n\n本期计提坏账准备情况：\n\n单位：元\n\n
类别期初余额本期变动金额期末余额
计提收回或转回核销其他
其他应收款7,157,105.1546,023.001,893,300.005,309,828.15
合计7,157,105.1546,023.001,893,300.005,309,828.15
\n\n# 4）本期实际核销的其他应收款情况\n\n单位：元\n\n
项目核销金额
实际核销的其他应收款1,893,300.00
\n\n其中重要的其他应收款核销情况："} +{"pdf_name": "9309966_223.pdf", "language": "zh", "markdown": "单位：元\n\n
单位名称其他应收款性质核销金额核销原因履行的核销程序款项是否由关\n联交易产生
广东纳玛逊科技有限公司往来款1,458,000.00 预期无法收回总经理办公会否
菲薄航天驱动技术（大连）有限公司往来款375,300.00 预期无法收回总经理办公会否
海宁莲花乘用车有限公司保证金60,000.00 预期无法收回总经理办公会否
合计--1,893,300.00------
\n\n# 5）按欠款方归集的期末余额前五名的其他应收款情况\n\n单位：元\n\n
单位名称款项的性质期末余额账龄占其他应收款期末\n余额合计数的比例坏账准备期末余额
杭州新松机器人自动\n化有限公司往来款362,914,734.441 年以内、1-2 年、\n2-3 年、3-4 年、4-5\n年、5 年以上87.47%
上海新松机器人自动\n化有限公司往来款12,760,160.00 2-3 年、4-5 年3.08%
沈阳新松智能驱动股\n份有限公司往来款10,748,134.71 1 年以内2.59%
深圳前海和信运通供\n应链有限公司往来款4,800,000.00 5 年以上1.16%4,800,000.00
南方工业科技贸易有\n限公司保证金1,500,000.00 1 年以内0.36%30,000.00
合计--392,723,029.15--94.66%4,830,000.00
\n\n# 6）涉及政府补助的应收款项\n\n于2021年12月31日，无涉及政府补助的其他应收款。\n\n# 7）因金融资产转移而终止确认的其他应收款\n\n于2021年12月31日，无因金融资产转移而终止确认的其他应收款。\n\n# 8）转移其他应收款且继续涉入形成的资产、负债金额\n\n于2021年12月31日，无转移其他应收款且继续涉入形成的资产、负债的金额。\n\n# 3、长期股权投资\n\n单位：元"} +{"pdf_name": "20788309_344.pdf", "language": "zh", "markdown": "品质，在我国中高档化妆品领域占据领先地位。但是化妆品行业属于时尚产业，能否准确把握市场流行趋势、及时预测和满足快速变化的消费者需求，将直接影响公司产品的销售收入和盈利能力。\n\n多年来，公司非常重视新产品开发，不断加大研发投入，培养了一批经验丰富的专业人才，定期或不定期地安排设计人员到国内、国外市场调研，以期准确地把握最新市场的流行趋势。公司采用对外招聘与内部培养的方式提高公司研发团队的实力，以求能及时把握流行趋势，全方位提升产品品位，满足消费者需求。\n\n# 3、品牌竞争\n\n目前，我国化妆品市场上虽然以外资企业占据主导地位，但已经出现一批出色的国内品牌。这些企业主打自主品牌化妆产品，拥有较强的研发设计实力，经过多年发展和品牌积累，已经建立起相对完善的营销网络，具有一定的知名度和相对固定的消费群体，在竞争中逐步确立起明显的优势。本公司“丸美”品牌建设虽然已取得一定成效，但面临竞争，公司仍需要进一步提升品牌影响力，加大营销网络建设投入力度，扩大产能并提升研发实力，从而进一步提升公司品牌的附加值。\n\n# 4、对销售渠道及终端的控制管理\n\n公司目前的销售模式主要为经销模式，截至 2017 年 12 月 31 日，公司已经建立覆盖全国所有 31 个省、自治区和直辖市的经销商网络，签约经销商 202 家，登记在册的终端网点数量超过 14,000 个，已形成了覆盖面较广的营销网络。\n\n公司现在的营销网络中经销商占较大比重。在过去的几年中，公司通过采取经销方式开展业务，借助经销商资源快速建立庞大的销售网络，提高公司品牌的知名度，扩大市场占有率，降低投资风险。但与直营模式相比，公司对经销商不能完全有效控制，若出现经销商经营活动有悖于公司品牌经营宗旨的情形，将对公司的品牌形象造成不利影响。此外，公司的销售主要依靠直营终端、经销商终端等营销终端完成，随着企业经营规模的扩大，对营销网络的依赖性将有所增加。\n\n因此，对销售渠道及网络终端的控制管理是影响公司未来盈利能力稳定性与连续性的重要因素。为此，公司一方面提高对经销商的管理和服务水平，加强信息化建设，��过及时、有效的信息沟通与反馈加大对经销商的管理和控制力度；另一方面，公司拟利用本次发行募集资金投资建设信息网络系统，以加强对整个销售渠道的控制管理力度。"} +{"pdf_name": "20788309_345.pdf", "language": "zh", "markdown": "# 三、现金流量分析\n\n报告期内，公司现金流量情况如下：\n\n单位：万元\n\n
项目2017 年2016 年2015 年
经营活动产生的现金流量净额35,620.2221,333.2625,951.34
投资活动产生的现金流量净额598.28-661.49-1,202.21
筹资活动产生的现金流量净额-20,060.00-11,500.00-15,440.00
汇率变动对现金的影响额-5.34-7.66-
现金及现金等价物净增加额16,153.159,164.119,309.14
\n\n# （一）经营活动产生的现金流量净额\n\n公司致力于发展主业，经营活动产生的现金流入与流出是公司现金流的主要构成部分。2015 年、2016 年和 2017 年，公司经营活动产生的现金流量净额分别为 25,951.34万元、21,333.26 万元和 35,620.22 万元，占当期净利润的比例分别为 92.21%、91.88%和 116.32%。其中，2015 年经营活动产生的现金流量净额与净利润差异主要原因为 2015年公司迁入新厂区后产能逐步释放，公司根据经营需要增加备货量，存货余额增长；2016年经营活动产生的现金流量净额与净利润差异主要为公司期末屈臣氏代销款导致的应收账款余额增加及 2016 年当期新增支付了较大的广告代言费，该广告代言费在以后年度分期摊销进入销售费用；2017 年，公司经营活动产生的现金流量净额占当期净利润的比例较高，主要原因是公司 2017 年不再通过广州春美化妆品有限公司代销屈臣氏渠道产品，收回对广州春美化妆品有限公司的应收账款 1,860.44 万元，且公司加强对经销商开具商业承兑汇票的管理，2017 年末应收票据减少 2,060.00 万元。\n\n# （二）投资活动产生的现金流量净额\n\n公司投资活动现金流主要由购建固定资产、无形资产和其他长期资产支付的现金以及取得投资收益收到的现金构成，2015 年、2016 年和 2017 年，公司投资活动产生的现金流量净额分别为-1,202.21 万元、-661.49 万元和 598.28 万元，其中 2017 年公司取得投资收益收到的现金为 1,237.23 万元。公司生产规模稳定，长期投资较少。\n\n# （三）筹资活动产生的现金流量净额\n\n2015 年、2016 年和 2017 年，公司筹资活动产生的现金流量净额分别为-15,440.00"} +{"pdf_name": "2888284_10.pdf", "language": "zh", "markdown": "# 行业信息\n\n#  斯凯奇计划下沉三四线城市（资料来源：联商网）\n\n近日，斯凯奇中国首家品牌体验店落户成都，斯凯奇亚太区 CEO陈伟利(Willie Tan)表示，随着品牌影响力和知名度的不断提升，斯凯奇今年在一二线城市扩张的同时，也将向三四线城市进行下沉，经过近两年的不断走访、调研、评测和与经销商的沟通，陈伟利认为，现在已经到了进入部分三四线城市的时机。三四线城市的产品策略和产品价格会与一二线城市有所区分，三四线城市鞋类产品定价将在 399-449元的区间内。去年，斯凯奇中国业务同比增长 85％，在中国的销售网点达到 2250个，同比增长 79％，同店销售获得 25％的增长。\n\n#  LVMH 市值首次突破\\$1000 亿（资料来源：联商网）\n\n据 LVMH 集团发布的财报数据显示，2016 全年集团销售额同比有机增长 6%至376 亿欧元，其主要业务包括葡萄酒烈酒、时装皮具、香水美妆、钟表珠宝和精选零售在去年第四季度均录得高个位或双位数增长。得益于业绩的复苏，全球最大的奢侈品集团 LVMH(LVMH.PA)市值首次突破 1000 亿美元，近一年来其股价累积上涨 25%。\n\n#  锐步转战健身行业，2020 年要开 500 家品牌店（资料来源：联商网）\n\n3 月 28 日，锐步在北京 Raw Fitness 健身馆宣布启动“中国计划”，直指中国健身市场。体现到中国市场规划上，锐步计划到 2020 年共开设 500 家品牌形象店，2017 年只开设 50 家店。在中国渠道推广上，锐步也选择与百丽合作。与锐步的高管共同宣布启动中国计划的还有阿迪达斯大中华区董事总经理高嘉礼(Colin Cur-rie)，阿迪达斯的中国市场在他的治理下重焕活力。\n\n#  EP 雅莹发布时装秀，2016 年度销售额达 30 亿（资料来源：联商网）\n\n近日，中国高端女装品牌 EP 雅莹在第三届世界互联网大会国际会展中心即将发布一场时装秀。以“豐〃啓”为主题的 2017秋冬系列，同样象征 EP 雅莹对品牌丰���的总结和新阶段的开启。2016 年，作为 EP 雅莹及母公司华之毅时尚集团里程碑的一年，公司称，EP 雅莹单品牌销售额达人民币 30亿元。\n\n#  Vans母公司 VF公布未来五年战略计划（资料来源：华丽志）\n\n集团首席执行官 Steve Rendle 今日在美国波士顿投资者日上详细描述了 VF 集团新制定的 5年战略计划，除通过对产品与品牌进行完善来优化消费者的购物体验外，VF 集团计划在 2017 年至 2021 年间，将产生 90 亿美元以上的运营资金流，运营利润率将达到 16%。\n\n#  优衣库与 Loewe 的合作系列将在今年秋季发布（资料来源：华丽志）\n\n最近一个月，优衣库针对年轻市场推出的 T恤衫系列 UT就先后与乐高、Kaws、Discovery 频道等进行了联名合作。Loewe 创意总监、J.W Anderson 创始人Jonatha Anderson 在自己的 Instagram 上传了一张印有其同名品牌与优衣库商标的吊牌的图片，并配文“Very Excited(非常兴奋)”。随后，在优衣库于美国纽约举行的 2017秋冬系列媒体预览活动上，两者间的这一合作被正式宣布。\n\n#  Zara 姊妹品牌 Bershka 要认真做美妆 卖全球（资料来源：华丽志）\n\n西班牙服装零售集团Inditex旗下时装品牌Bershka(巴适卡)日前宣布推出了首个美妆系列 Beauty by Bershka。据悉，该系列共包括 100 余种产品，范围涵盖了美妆、护肤以及身体护理，目前已在其全球店铺及官网上线。据悉，该品牌创立于 1998年，目前已在 75个国家共开设 1081 间店铺。目前在中国也已开设官方在线商城，同时也入住了天猫。"} +{"pdf_name": "2888284_11.pdf", "language": "zh", "markdown": "# 原材料价格数据\n\n表 4：上周原材料价格波动\n\n
原材料单位最新价格更新日期一周涨跌
Cotlook:A 指数美分/磅86.852017-03-31-0.69%
中国棉花价格指数:328元/吨158962017-03-31-0.25%
乙二醇(MEG)元/吨64302017-03-31-7.48%
纯对苯二酸(PTA)元/吨50352017-03-31-0.40%
长丝切片元/吨70252017-03-31-1.75%
涤纶拉伸变形丝(DTY)元/吨96502017-03-31-0.52%
涤纶全拉伸丝(FDY)元/吨96502017-03-31-0.52%
涤纶部分取向丝(POY)元/吨79002017-03-31-0.88%
涤纶短纤元/吨77502017-03-31-1.27%
粘胶长丝元/吨401002017-03-310.00%
粘胶短纤元/吨171002017-03-31-1.16%
腈纶短纤元/吨153002017-03-310.00%
\n\n资料来源：WIND、国信证券经济研究所整理\n\n图 13：Cotlook: A 指数\n\n图 14：中国棉花价格指数：328"} +{"pdf_name": "11710035_237.pdf", "language": "zh", "markdown": "49. 與關連人士之交易及結餘\n\n除綜合財務報表中其他地方披露的該等關連交易及結餘外，年內，本集團與其關連人士有下列重大交易及結餘：\n\n(a) 與中國政府相關實體之交易\n\n本集團現時於由中國政府最終控制、共同控制或行使重大影響力之實體（「政府相關實體」）主導之經濟環境下經營。此外，本集團本身隸屬由中國政府控制之中航總旗下之較大公司集團。中航總及其集團實體統稱為中航總集團。\n\n# 49. RELATED PARTY TRANSACTIONS AND BALANCES\n\nIn addition to those related party transactions and balances disclosed elsewhere in the consolidated financial statements, the Group had the following significant transactions and balances with its related parties during the year:\n\n# (a) Transactions with government-related entities in the PRC\n\nThe Group operates in an economic environment currently predominated by entities ultimately controlled, jointly controlled or significantly influenced by the PRC government (“government-related entities”). In addition, the Group itself is part of a larger group of companies under CASC which is controlled by the PRC government. CASC and its group entities are collectively referred to as CASC Group."} +{"pdf_name": "11710035_238.pdf", "language": "zh", "markdown": "49. 與關連人士之交易及結餘（續）\n\n(a) 與中國政府相關實體之交易（續）\n\n(i) 與中航總集團之交易\n\n(1) 於二零一九年十二月三十一日之借貸包括火箭院透過中航總之附屬公司航天科技財務（ 作 為 受 託 人 ）墊付之兩筆貸款合共725,624,000港元或人民幣650,000,000元，有關貸款為無抵押，按固定年利率4.88%至5.00%計息。貸款446,538,000港元或人民幣400,000,000元（由本公司以火箭院為受益人作擔保）及279,086,000港元或人民幣250,000,000元分別須於二零二一年四月及二零二一年十二月償還。\n\n截至二零二零年十二月三十一日止年度，火箭院就上述貸款向本集團收取40,791,000港元（二零一九年：36,385,000港元）之利息開支。\n\n# 49. RELATED PARTY TRANSACTIONS AND BALANCES (Continued)\n\n# (a) Transactions with government-related entities in the PRC (Continued)\n\n# (i) Transactions with CASC Group\n\n(1) Included in borrowings as at 31 December 2019 were two loans advanced from CALT through CASC’s subsidiary, ASTF, as the trustee totalling HK\\$725,624,000 or RMB650,000,000 which are unsecured and bear fixed-rate interest ranging from 4.88% to 5.00% per annum. A loan of HK\\$446,538,000 or RMB400,000,000 was guaranteed by the Company in favour of CALT and repayable in April 2021 while another loan of HK\\$279,086,000 or RMB250,000,000 was repayable December 2021.\n\nDuring the year ended 31 December 2020, interest expense on the above loans charged by CALT to the Group amounted to HK\\$40,791,000 (2019: HK\\$36,385,000)."} +{"pdf_name": "11795148_1.pdf", "language": "zh", "markdown": "# CONTENTS\n\n# 目錄\n\n
About ESG Report 關於本報告2
ESG Governance ESG管治4
Protect Our Environment 環境保護7
Care for Our Employees 關懷僱員13
Protect Our Employees’ Health and Safety 保障僱員的健康和安全16
Respect Our Clients and Suppliers 顧客及供應商承諾19
Contribute to Our Community 社區貢獻22
"} +{"pdf_name": "11795148_2.pdf", "language": "zh", "markdown": "# About ESG Report\n\n關於本報告\n\nThe Environmental, Social and Governance (“ESG”) Report published by Zhaobangji Properties Holdings Limited (the “Company”) highlights the achievements in promoting sustainability by the Company and its subsidiaries (collectively the “Group” or “we”). In keeping with the spirit of creating long-term value for our customers and stakeholders, the Company has placed considerable emphasis on sustainable development. The ESG Report elaborates on the various works of the Group in fully implementing the principle of sustainable development and social and governance policies.\n\n# SCOPE OF REPORT\n\nThe Group is principally engaged in the sales of machinery and spare parts and provision of related services, transportation services and leasing of machinery and provision of related services in Hong Kong, and property management services, property leasing and subletting, and leasing of machinery and provision of related services in Shenzhen of the People’s Republic of China (the “PRC”). The ESG Report covers the sustainability performance of the Group for the period between 1 April 2019 and 31 March 2020 (the “Year”). The environmental key performance indicators (“KPI”) as disclosed in the ESG Report are based on the performance of the Group’s three subsidiaries in Hong Kong, including Sanroc International (Hong Kong) Limited, Sanroc Leasing (Plant & Machinery) Limited, and Santech Transportation Limited (collectively “Sanroc”), which constitute the majority of the Group’s revenue.\n\nThe Group will continue to strengthen its efforts in information collection for a broader disclosure of information on environmental and social aspects as well as information related to sustainable development. For details of corporate governance, please refer to the corporate governance report on pages 20 to 40 of the 2019/20 Annual Report.\n\n# REPORTING GUIDELINES\n\nThe ESG report was prepared in accordance with the “Environmental, Social and Governance Reporting Guide” under Appendix 27 of the Rules Governing the Listing of Securities issued by the Stock Exchange of Hong Kong Limited.\n\n兆邦基地產控股有限公司（「本公司」）發表的環境、社會及管治報告（「ESG報告」）闡述本公司及其附屬公司（統稱「本集團」或「我們」）在促進全面可持續發展方面的努力和成果。本公司非常重視可持續發展，務求為顧客及持份者創造長遠價值。ESG報告詳述本集團在全面實施可持續發展原則及社會和治管治政策方面的各種工作。\n\n報告範圍\n\n本集團主要在香港從事建築機械和配件銷售及提供相關服務、運輸服務及建築機械租賃及提供相關服務，以及在中華人民共和國（「中國」）深圳提供物業管理服務、物業租賃及轉租，以及建築機械租賃及提供相關服務。ESG報告涵蓋了本集團在二零一九年四月一日至二零二零年三月三十一日期間（「本年度」）的可持續表現。ESG報告中披露的環境關鍵績效���標（「KPI」）是基於本集團在香港的三家子公司的表現，包括善樂國際（香港）有限公司、善樂機械租賃有限公司以及善達運輸有限公司（統稱為「善樂」），三者構成了本集團收入的主要部分。\n\n本集團將繼續加強資料收集工作，從而逐步披露更多有關環境及社會以及與可持續發展方面相關的資料。有關企業管治的詳情，請參閱2019/20年報第20至40頁之企業管治報告。\n\n報告指引\n\nESG報告是依照香港聯合交易所有限公司《證券上市規則》附錄二十七《環境、社會及管治報告指引》編制而成。"} +{"pdf_name": "11701665_78.pdf", "language": "zh", "markdown": "董事及高級管理人員之個人資料（續）\n\n獨立非執行董事（續）\n\n金惠志，現年五十八歲，於二零一零年四月獲委任為本公司之獨立非執行董事。彼持有工商管理碩士學位。彼具有豐富營商經驗。金先生現為上海皓程投資有限公司（「上海皓程」）之董事長及上海青年企業家協會之副會長。上海皓程為一間主要投資在生物工程、環境節能保護和醫療衛生三大行業的公司。金先生亦曾任共青團上海市委青工部主任科員、研究室主任科員、副主任，常委及青工部部長。\n\n魏華生，現年六十歲，於二零零四年九月獲委任為本公司之獨立非執行董事。彼持有英國倫敦大學之理學士學位，亦分別為澳洲特許會計師公會及香港會計師公會資深會員。彼在核數、會計、財務管理以及處理業務發展及投資方面擁有豐富經驗，並曾任職香港及海外多間國際會計師事務所及上市公司。魏先生於二零一九年一月獲委任為瑞年國際有限公司之獨立非執行董事。彼曾為安利時投資控股有限公司（現稱核心經濟投資集團有限公司）之副主席兼行政總裁。\n\n楊麗琛，現年五十二歲，於一九九九年十一月獲委任為本公司之獨立非執行董事，並於二零零四年九月改任為本公司之非執行董事。彼於二零零七年七月由本公司之非執行董事改任為獨立非執行董事。彼畢業於澳洲雪梨大學，取得法律及經濟學士學位，亦取得澳洲及英國之律師資格。彼現為香港執業律師，並為柯伍陳律師事務所之顧問。楊女士亦為本公司之主要股東聯合集團及非全資附屬公司亞證地產之獨立非執行董事。彼於二零一八年十二月獲委任為中國醫療網絡有限公司之獨立非執行董事。\n\n# BIOGRAPHICAL DETAILS OF DIRECTORS AND SENIOR MANAGEMENT (CONTINUED)\n\n# Independent Non-Executive Directors (continued)\n\nJin Hui Zhi, aged 58, was appointed an Independent Non-Executive Director of the Company in April 2010. He holds a Master’s Degree in Business Administration. He has extensive experience in the business market. Mr. Jin is currently the chairman of Shanghai Horizon Investment Co. Ltd. (“Shanghai Horizon”) and the deputy president of the Youth Entrepreneur Association of Shanghai. Shanghai Horizon is a company principally engaged in the investment of three major industries, namely bio-engineering, environmental protection and energy-saving and medical. Mr. Jin was formerly chief member of Youth Work Ministry, chief member and deputy director of Research Department, member of Standing Committee and minister of Youth Work Ministry of China Communist Youth League Shanghai Committee.\n\nNgai Wah Sang, aged 60, was appointed an Independent Non-Executive Director of the Company in September 2004. He holds a Bachelor’s Degree in Science from the University of London in United Kingdom and is a fellow of The Institute of Chartered Accountants in Australia and the Hong Kong Institute of Certified Public Accountants in Hong Kong respectively. He has broad experience in auditing, accounting, financial management and dealing with business development and investments and previously worked for international accounting firms and listed companies in Hong Kong and overseas. Mr. Ngai was appointed an independent non-executive director of Real Nutriceutical Group Limited in January 2019. He was previously the deputy chairman and the chief executive officer of Earnest Investments Holdings Limited (now known as Core Economy Investment Group Limited).\n\nLisa Yang Lai Sum, aged 52, was appointed an Independent Non-Executive Director of the Company in November 1999 and was re-designated as a Non-Executive Director of the Company in September 2004. She was re-designated from a Non-Executive Director to an Independent Non-Executive Director of the Company in July 2007. She graduated from the University of Sydney with a Bachelor’s Degree in Law and Economics and is also qualified as a solicitor in Australia and England. She is a practicing solicitor in Hong Kong and a consultant of ONC Lawyers. Ms. Yang is also an independent non-executive director of each of AGL, a substantial shareholder of the Company, and ASL, a non wholly-owned subsidiary of the Company. She was appointed an independent non-executive director of China Medical & HealthCare Group Limited in December 2018."} +{"pdf_name": "11701665_79.pdf", "language": "zh", "markdown": "董事及高級管理人員之個人資料（續）\n\n高級管理人員\n\n鄒志忠，現年四十七歲，自二零一九年一月起出任集團營運總監及本公司執行委員會成員。彼於二零零五年十月加入本集團並曾任本集團總經理。鄒先生亦為本公司若干附屬公司之董事。彼具有超過二十年房地產建築建設及發展經驗。鄒先生為本公司主席李成輝先生之舅弟。\n\n胡愛民，現年七十歲，本集團之特別項目董事。彼於二零一零年四月加入本集團，及於二零一零年四月至二零一二年九月曾任本公司之副主席及執行董事。彼亦為本公司若干附屬公司之董事。胡先生畢業於中國湖南大學，持有管理學碩士學位。彼於行政管理、企業管理及人力資源方面擁有超過四十年經驗。\n\n陳賽芳，現年六十七歲，本集團華南地區總經理，於二零零四年四月加入本集團。彼亦為本公司若干附屬公司之董事。陳女士於財經金融專業畢業，一直在內地及香港省一級機構及上市公司工作四十多年。從事金融、投資、專案及公司管理工作，有豐富的工作經歷及經驗。\n\n宋珠峰，現年五十八歲，本集團合約部總經理，於二零零三年十二月加入本集團。彼亦為本公司若干附屬公司之董事。宋先生畢業於北京清華大學土木工程系，持有工程學學士學位。彼具有超過二十年工程管理及房地產發展經驗。\n\n周志敏，現年五十八歲，本集團物業管理部總經理，於一九九八年四月加入本集團，彼亦為本公司若干附屬公司之董事。周先生畢業於德國曼海姆大學，持有國際經濟關係碩士學位。彼具有超過二十年房地產發展及物業管理經驗。\n\n# BIOGRAPHICAL DETAILS OF DIRECTORS AND SENIOR MANAGEMENT (CONTINUED)\n\n# Senior Management\n\nChew Chee Choong, aged 47, is the Group Chief Operating Officer and a member of Executive Committee of the Company since January 2019. He joined the Group in October 2005 and was previously the General Manager of the Group. Mr. Chew is also a director of certain subsidiaries of the Company. He has over twenty years of experience in the fields of property construction and development. Mr. Chew is the brother-in-law of Mr. Lee Seng Hui (the Chairman of the Company).\n\nHu Aimin, aged 70, is the Director – Special Projects of the Group. He joined the Group in April 2010 and was previously Deputy Chairman and an Executive Director of the Company from April 2010 to September 2012. He is also a director of certain subsidiaries of the Company. Mr. Hu graduated from the Hunan University of China with a Master’s Degree in Management. He has over forty years of experience in administrative management, corporate governance and human resources management.\n\nChen Saifang, aged 67, is the General Manager of the Southern China Region. She joined the Group in April 2004. She is also a director of certain subsidiaries of the Company. Ms. Chen was graduated with specialization in finance. She worked at the provincial level institutions and listed companies in the mainland and Hong Kong for more than forty years. She has extensive exposure and working experience in finance, investment, project and corporate management.\n\nSong Zhu Feng, aged 58, is the General Manager of the Contracts Department of the Group. He joined the Group in December 2003. He is also a director of certain subsidiaries of the Company. Mr. Song graduated from The Civil Engineering Department of Tsing Hua University in Beijing with a Bachelor’s Degree in Engineering. He has over twenty years of experience in the fields of engineering and property development.\n\nZhou Zhimin, aged 58, is the General Manager of the Property Management Department of the Group. He joined the Group in April 1998. He is also a director of certain subsidiaries of the Company. Mr. Zhou graduated from the University of Mannheim in Germany with a Licentiate’s Degree in International Economic Relations. He has over twenty years of experience in the fields of real estate development and property management."} +{"pdf_name": "8405683_327.pdf", "language": "zh", "markdown": "# 3.2 附屬公司\n\n附屬公司乃　貴集團有權控制其財務及經營政策，以從其業務活動中獲取財務利益的實體（包括持特殊目的實體）。於評估　貴集團是否控制另一實體時，將考慮目前可行使或可轉換的潛在投票權是否存在及其影響。附屬公司於控制權轉予　貴集團當日全面綜合入賬，並於控制終止日期於綜合賬目剔除。\n\n於編製財務資料時，集團公司間進行的集團內公司間交易、結餘及未變現收益均予以對銷。集團內公司間交易的未變現虧損亦全數抵銷，而該資產亦會從　貴集團���角度進行減值測試。\n\n# 3.3 外幣換算\n\n該財務資料乃以港元（「港元」）呈列，而港元亦為　貴公司的功能貨幣。\n\n於合併實體的個別財務報表中，外幣乃使用於交易日通行的匯率換算為個別實體的功能貨幣。於報告期末，以外幣計值的貨幣資產及負債乃以於該日末的通行外匯匯率換算。因結算該等交易及於報告期末重新換算貨幣資產及負債而產生的匯兌收益及虧損於損益確認。按公允值列賬且以外幣列值的非貨幣項目乃按釐定公允值當日通行利率重新換算，並列作公允值損益的一部分入賬。以外幣歷史成本計算的非貨幣項目不予重新換算。\n\n# 3.4 物業、廠房及設備\n\n物業、廠房及設備乃按成本值減累計折舊及任何減值虧損列賬。\n\n物業、廠房及設備乃以直線法按下列年率於彼等估計可使用年期內計提折舊，以撇銷成本：\n\n
租賃裝修50%
辦公設備50%
傢俬及裝置50%
\n\n於各報告期末，對資產的可使用年期、折舊方法及剩餘價值進行檢討並作出調整（如適用）。"} +{"pdf_name": "8405683_328.pdf", "language": "zh", "markdown": "報廢或出售時產生的損益按出售所得款項與有關資產的賬面值之間的差額釐定，並在損益內確認。\n\n其後成本只在與該項目相的未來經濟利益有可能歸於　貴集團，並能可靠地計算出項目成本情況下，始包括在資產的賬面值或確認為單獨資產（視何者適用而定）。所有其他成本（如修理及維修開支）於其產生的財政期間計入損益。\n\n# 3.5 非金融資產減值\n\n物業、廠房及設備及於附屬公司的投資受規限於減值測試，並於出現資產賬面值不能收回跡象時進行減值測試。\n\n減值虧損按資產賬面值超出其可收回金額的差額，即時確認為開支。可收回金額為反映市況的公允值減銷售成本與使用價值兩者的較高者。評估使用價值時，估計日後現金流量採用稅前折現率折現至其現值，以反映現時市場對金錢時間值及有關資產特有風險的評估。\n\n為評估減值，倘資產產生的現金流入大致上不獨立於其他資產，可收回金額則按獨立產生現金流入的最小資產組合（即現金產生單位）釐定。因此，部份資產個別進行減值測試，另有部份按現金產生單位測試。\n\n就現金產生單位確認的減值虧損按比例自現金產生單位項下資產扣除，惟資產賬面值概不會調減至低於其個別公允值減銷售成本或使用價值（如可釐定）。\n\n倘釐定資產可收回金額所用的估計出現有利變動，而只有在資產賬面值並無超逾未有確認減值虧損時可能釐定賬面值（扣除折舊或攤銷）情況下，減值虧損方會予以撥回。\n\n# 3.6 收益確認\n\n收益包括提供服務已收或應收代價的公允值，扣除回扣及折扣。倘可能為　貴集團帶來經濟利益及能可靠計量收益與成本（如適用）時，則按以下方式確認收益：\n\n(i) 服務收入於　貴集團提供有關銷售機票、酒店住宿及其他旅遊相關產品的服務時確認；\n\n(ii) 獎勵收入於相關合約內訂明的條件達成時確認；"} +{"pdf_name": "2588965_77.pdf", "language": "zh", "markdown": "# 3. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)\n\n# Related parties\n\nA related party is a person or entity that is related to the Group.\n\n# (A) A person or a close member of that person’s family is related to the Group if that person:\n\n(i) has control or joint control over the Group;\n\n(ii) has significant influence over the Group; or\n\n(iii) is a member of the key management personnel of the Company or of a parent of the Company.\n\n# (B) An entity is related to the Group if any of the following conditions applies:\n\n(i) The entity and the Company are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others).\n\n(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member).\n\n(iii) Both entities are joint ventures of the same third party.\n\n(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third entity.\n\n(v) The entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group. If the Group is itself such a plan, the sponsoring employers are also related to the Group.\n\n(vi) The entity is controlled or jointly controlled by a person identified in (A).\n\n(vii) A person identified in (A)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity).\n\n3. 編製基準及重大會計政策（續）\n\n關連��士\n\n關連人士為與本集團有關連的個人或實體。\n\n(A) 倘屬以下人士，即該人士或該人士之近親與本集團有關連：\n\n(i) 控制或共同控制本集團；\n\n(ii) 對本集團有重大影響；或\n\n(iii) 為本公司或本公司母公司的主要管理層成員。\n\n(B) 倘符合下列任何條件，即實體與本集團有關連：\n\n(i) 該實體與本公司屬同一集團 之 成 員 公 司（即 各 母 公司、附屬公司及同系附屬公司彼此間有關連）。\n\n(ii) 一間實體為另一實體的聯營 公 司 或 合 營 企 業（或 另一實體為成員公司之集團旗下成員公司之聯營公司或合營企業）。\n\n(iii) 兩間實體均為同一第三方的合營企業。\n\n(iv) 一間實體為第三方實體的合營企業，而另一實體為該第三方實體的聯營公司。\n\n(v) 實體為本集團或與本集團有關連之實體就僱員利益設立的離職福利計劃。倘本集團本身便是該計劃，提供資助的僱主亦與本集團有關連。\n\n(vi) 實體受(A)所識別人士控制或受共同控制。\n\n(vii) 於(A)(i)所識別人士對實體有重大影響力或屬該實體（或該實體的母公司）主要管理層成員。"} +{"pdf_name": "2588965_78.pdf", "language": "zh", "markdown": "# 3. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)\n\n# Related parties (Continued)\n\n# (B) (Continued)\n\n# (viii) The entity, or any member of a group of which it is a part, provides key management personnel services to the Company or to a parent of the Company.\n\n# Impairment of assets\n\nAt the end of each reporting period, the Group reviews the carrying amounts of its assets except biological assets, investment properties and goodwill to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of any impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash generating unit (“CGU”) to which the asset belongs.\n\nRecoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.\n\nIf the recoverable amount of an asset or CGU is estimated to be less than its carrying amount, the carrying amount of the asset or CGU is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.\n\nWhere an impairment loss subsequently reverses, the carrying amount of the asset or CGU is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined (net of amortisation or depreciation) had no impairment loss been recognised for the asset or CGU in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.\n\n3. 編製基準及重大會計政策（續）\n\n關連人士（續）\n\n(B) （續）\n\n(viii) 實體或屬實體其中一部分的集團旗下任何成員公司為向本公司或本公司母公司提供主要管理人員服務。\n\n資產減值\n\n於各報告期結算日，本集團對其資產之賬面值作出評估（生物資產、投資物業及商譽除外），以釐定有否任何跡象顯示該等資產出現減值虧損。如果存在任何此類跡象，則會對資產的可收回金額作出估計，以確定任何減值虧損之程度。倘若不大可能估計個別資產的可收回金額，則本集團估計資產屬於的現金產生單位（「現金產生單位」）的可收回金額。\n\n可收回金額為公允值減去銷售成本及使用價值兩者中之較高者。於評估使用價值時，估計未來現金流量乃以稅前貼現率貼現至現值，該貼現率能反映當前市場所評估之貨幣時間值及資產特定風險。\n\n倘資產或現金產生單位之可收回金額估計將少於其賬面值，則資產或現金產生單位之賬面值會減少至其可收回金額。減值虧損會即時於損益確認為開 支，除 非 相 關 資 產 按 重 估 金 額 列賬，在該情況下減值虧損被視作重估減少處理。\n\n倘減值虧損其後撥回，則增加資產或現金產生單位之賬面值至其可收回數額之修訂後估計金額，惟增加後之賬面值不能超過倘於過往年度並無確認該資產或現金產生單位之減值虧損而應確定之賬面值（扣除攤銷或折舊）。減值虧損之撥回會於損益內即時確認，惟在有關資產按重估金額列賬之情況下，減值虧損之撥回則被當作重估增值。"} +{"pdf_name": "2537026_12.pdf", "language": "zh", "markdown": "天，同比上升 15.66 天。公司经营效率逐年提高，主要是公司国内销售比重提高，且内销主要采用现款销售所致。\n\n综合来看，公司总资产规模不断增长，流动资产占比较高，存货、应收账款和货币资金规模较大，应收账款周转天数和存货周转天数逐年下降，公司资金利用效率逐年提高。\n\n# 资本结构\n\n2010～2012 年末，公司负债总额不断增加，且以流动负债为主；业务规模增长带动周转资金需求上升，短期借款持续增长\n\n2010～2012 年末，公司总负债规模不断扩大，且以流动负债为主，流动负债占比均在 75%以上，但比重有所波动。\n\n图 3 2010～2012 年末及 2013 年 3 月末公司负债构成情况\n\n公司流动负债主要由短期借款、应付票据和其他流动负债构成，2012 年末前两项合计占流动负债比重超过 90%。\n\n图 4 2012 年末公司流动负债构成"} +{"pdf_name": "2537026_13.pdf", "language": "zh", "markdown": "2012 年末，公司短期借款为 13,400 万元，主要为一年期短期借款，同比增长 19.86%；公司应付票据为 1,800 万元，主要是公司为节约财务成本，办理了银行承兑汇票，同比上升 80%；其他流动负债中包括应付账款 565 万元，同比下降 34.73%，主要是随着原材料成本的上涨，原材料市场由原来的买方市场转变为卖方市场，公司购买原材料的款项支付方式由原来的赊销转变为预付款。2013 年 3 月末，公司短期借款为 12,520 万元；应付票据为 3,100 万元，主要是到期银行承兑汇票减少 1,100 万，新增加银行承兑汇票 2,400 万元，期末结余 3,100 万元；应付账款为 575 万元。\n\n公司长期负债由长期借款和长期应付款构成。2012 年末，公司长期借款为 3,000 万元，是因为公司在 2011 年发行了 3,000 万元集合票据尚未到期；公司长期应付款为 1,000 万元，是用来投资医用纺织品项目的开发低息贷款，期限为 2009～2017 年，贷款将于 2014 年 12 月10 日开始偿还，2017 年 6 月 10 日还清。截至 2013 年 3 月末，公司长期借款为 3,000 万元，长期应付款为 1,000 万元。\n\n
表 6 2010～2012 年末及 2013 年 3 月末公司有息债务构成情况（单位：万元、%）
项目2013 年 3 月末2012 年末2011 年末2010 年末
总有息债务16,52017,40015,18012,200
短期有息债务12,52013,40011,18011,000
长期有息债务4,0004,0004,0001,200
总有息债务占负债的比重78.5683.3784.7580.44
长期有息债务占总有息债务比重24.2122.9926.359.84
短期有息债务占总有息债务比重75.7977.0173.6590.16
\n\n2010～2012 年末，公司总有息债务占总负债的比重有所波动，但有息债务占比总体较高，均在 80%以上。从债务期限结构看，有息债务以短期有息债务为主，2012 末年短期有息债务占总有息债务比重是77.01%，同比上升了 3.36 个百分点，说明公司对银行融资依赖程度较高。2013 年 3 月末，公司总有息债务占总负债的比重为 78.56%，短期有息债务占总有息债务比重为 75.79%。\n\n
表 7 截至 2013 年 3 月末公司有息债务到期期限结构（单位：万元、%）
项目≤1 年（1,2]年＞5 年合计
金额12,5203,0001,00016,520
占比75.7918.166.05100.00
数据来源：根据公司提供资料整理
\n\n截至 2013 年 3 月末，公司未来 5 年内到期的有息债务主要集中在一年以内，短期债务偿付压力较大。\n\n2010～2012 年末，公司的流动比率分别为 1.27 倍、1.61 倍和 1.64倍，速动比率分别为 0.83 倍、1.11 倍和 1.12 倍，公司流动资产对流"} +{"pdf_name": "20795022_12.pdf", "language": "zh", "markdown": "图 32：SW 工程机械板块期间费用率变化情况\n\n资料来源：Wind，国开证券研究部\n\n图 33：SW 工程机械板块毛利率/净利润变化情况\n\n资料来源：Wind，国开证券研究部\n\n2016 年前三季度，工程机械板块公司中业绩同比增长最高的公司为建设机械，收入及净利润增速分别为 163%、2565.83%，主要是公司收购了天成机械和庞源租赁，同时 2015 ���同期业绩基数较低所致。徐工机械、三一重工、安徽合力、诺力股份等公司前三季度净利润同比实现正增长，中联重科、厦工股份亏损加大。\n\n图 34：SW 工程机械板块公司收入变化情况（亿元）\n\n资料来源：Wind，国开证券研究部\n\n图 35：SW 工程机械板块公司净利润变化情况（亿元）\n\n资料来源：Wind，国开证券研究部\n\n从目前工程机械板块公司 PB 情况来看，柳工、中联重科 PB 值在 1 倍以下，河北宣工、天业通联、诺力股份 PB 值分别为 9.88、5.52、4.47 倍，PB 值相对较高。\n\n图 36：工程机械板块公司 2016 年前三季度净利润变化情况\n\n资料来源：Wind，国开证券研究部\n\n图 37：工程机械板块公司 PB 情况（LF）\n\n资料来源：Wind，国开证券研究部"} +{"pdf_name": "20795022_13.pdf", "language": "zh", "markdown": "# 3.3 工程机械板块投资策略\n\n工程机械行业在 2011 年后开始连续几年低迷，2016 年以挖掘机为代表的工程机械产品销量大幅增长，从主要产品整体销售情况及板块上市公司业绩角度来看目前均处于复苏通道中，我们认为 2017 年固定资产投资增速有望保持平稳，随着PPP 项目的加速落地，在工程机械去产能取得阶段成果、行业去库存基本结束的背景下，工程机械板块的复苏大概率将持续，建议关注估值较低的行业龙头中联重科、柳工；业绩弹性较大的三一重工；并购优质资产积极转型的建设机械。\n\n# 4、油气设备板块将受益于油价上涨\n\n# 4.1 减产协议达成有望抬升油价中枢\n\n2016年，油价下跌导致石油公司纷纷压缩资本支出，油气服务及设备公司盈利能力进入相对低迷周期，业绩的下滑导致板块估值被动上行，油气设备公司整体回调幅度较大，随着OPEC会议减产协议正式达成及俄罗斯等非OPEC成员国家承诺减产，我们认为2017年石油价格将企稳回升，油气服务及设备公司盈利能力有望边际改善。\n\n图 38：Wti/Brent 原油价格走势情况（美元/桶）\n\n资料来源：Wind，国开证券研究部\n\n图 39：原油价格与美元指数负相关明显\n\n资料来源：Wind，国开证券研究部\n\n2016年11月30日，OPEC国家正式达成2008年后首个减产协议，约定将日产油量减少120万桶，OPEC合计产量降至每日3250万桶，以俄罗斯为首的非OPEC国家承诺每日减产55.8万桶/天，协议自2017年1月1日生效，限期6个月。"} +{"pdf_name": "2530712_7.pdf", "language": "zh", "markdown": "# 五、 行业数据\n\n图表3：2016年纯电动乘用车销量（辆）\n\n资料来源：Wind，太平洋证券整理\n\n图表4：2016年插电混合动力乘用车销量（辆）\n\n资料来源：Wind，太平洋证券整理\n\n图表5：2016年纯电动客车销量（辆）\n\n资料来源：Wind，太平洋证券整理\n\n图表6：2016年插电混合动力客车销量（辆）\n\n资料来源：Wind，太平洋证券整理\n\n图表7：2016年纯电动专用车销量（辆）\n\n资料来源：Wind，太平洋证券整理\n\n图表8：2016年7月新能源汽车销量（辆）\n\n资料来源：乘联会，太平洋证券整理"} +{"pdf_name": "2530712_8.pdf", "language": "zh", "markdown": "图表9：磷酸铁锂进出口数量（吨）\n\n资料来源：WIND，太平洋证券整理\n\n图表10：磷酸铁锂进口均价（万美元/吨）\n\n资料来源：WIND，太平洋证券整理\n\n图表 11：四川工业级碳酸锂 99%价格（元/吨）\n\n资料来源：百川资讯，太平洋证券整理\n\n图表 12：四川电池级碳酸锂 99.5%价格（元/吨）\n\n资料来源：百川资讯，太平洋证券整理\n\n图表 13：BOCE 碳酸锂现货价（元/公斤）\n\n资料来源：WIND，太平洋证券整理\n\n图表 14：BOCE 碳酸锂成交量（公斤）\n\n资料来源：WIND，太平洋证券整理"} +{"pdf_name": "9320101_246.pdf", "language": "zh", "markdown": "
能源有\n限公司
内蒙古\n美方煤\n焦化有\n限公司464,177, \n798.242,000,07\n9,648.412,464,25\n7,446.65874,237, \n935.22874,237, \n935.22
\n\n单位：元\n\n
子公司名称本期发生额上期发生额
营业收入净利润综合收益总\n额经营活动现\n金流量营业收入净利润综合收益总\n额经营活动现\n金流量
大庆三聚能\n源净化有限\n公司1,180,401,40\n5.1235,782,096.0\n735,782,096.0\n7104,647,051. \n13477,140,842. \n82-94,832,578.6\n9-94,832,578.6\n914,144,033.1\n7
武汉金中石\n化工程有限\n公司91,168,666.3\n0-4,097,903.61-4,097,903.61-64,759,580.0\n9676,607,109. \n308,691,471.178,691,471.17-40,257,612.7\n8
北京华石联\n合能源科技\n发展有限公\n司12,762,242.3\n2103,271.46103,271.46-339,650.682,662,923.783,072,969.973,072,969.97-5,706,099.81
福建三聚福\n大化肥催化\n剂国家工程\n研究中心有\n限公司4,202,703.18-1,946,435.19-1,946,435.19-675,421.204,837,351.7863,463.5763,463.572,908,258.34
四川鑫达新\n能源科技有\n限公司50,710,216.3\n9-133,656,160. \n96-133,656,160. \n96-3,836,421.0323,016,969.2\n4-25,522,849.2\n4-25,522,849.2\n4-7,421,161.31
山东三聚生\n物能源有限\n公司72,759,284.7\n0-126,160,106. \n28-126,160,106. \n28-162,537,394. \n63-1,631,269.11-1,631,269.11-23,684,802.8\n9
内蒙古美方\n煤焦化有限\n公司
\n\n其他说明：\n\n公司于 2021 年末收购美方焦化，其 2021 年度利润表不并入公司合并报表。\n\n# （4）使用企业集团资产和清偿企业集团债务的重大限制\n\n无"} +{"pdf_name": "9320101_247.pdf", "language": "zh", "markdown": "# （5）向纳入合并财务报表范围的结构化主体提供的财务支持或其他支持\n\n其他说明：\n\n# 2、在子公司的所有者权益份额发生变化且仍控制子公司的交易\n\n# （1）在子公司所有者权益份额发生变化的情况说明\n\n无\n\n# （2）交易对于少数股东权益及归属于母公司所有者权益的影响\n\n单位：元\n\n
购买成本/处置对价
--现金
--非现金资产的公允价值
购买成本/处置对价合计
减：按取得/处置的股权比例计算的子公司净资产份额
差额
其中：调整资本公积
调整盈余公积
调整未分配利润
\n\n其他说明\n\n# 3、在合营安排或联营企业中的权益\n\n# （1）重要的合营企业或联营企业\n\n
合营企业或联营\n企业名称主要经营地注册地业务性质持股比例对合营企业或联\n营企业投资的会\n计处理方法
直接间接
北京三聚裕进科\n技发展有限公司北京市门头沟区北京市门头沟区技术开发转让及\n推广20.00%权益法
巨涛海洋石油服\n务有限公司深圳开曼群岛油气设施制造38.16%权益法
内蒙古聚实能源\n有限公司内蒙古阿拉善盟\n高新技术开发区内蒙古阿拉善盟\n高新技术开发区蜡、润滑油、煤\n炭等销售18.34%权益法
内蒙古家景镁业内蒙古乌海市乌内蒙古乌海市乌化工产品销售27.72%权益法
"} +{"pdf_name": "20785132_58.pdf", "language": "zh", "markdown": "续表\n\n
承诺事由 承诺方 承诺类型承诺内容承诺时间承诺\n期限履行\n情况
承诺是否按\n时履行是
如承诺超期\n未履行完毕\n的，应当详\n细说明未完\n成履行的具\n体原因及下\n一步的工作\n计划目前公司没有超期未履行承诺
\n\n# 2. 公司资产或项目存在盈利预测，且报告期仍处在盈利预测期间，公司就资产或项目达到原盈利预测及其原因做出说明\n\n□ 适用　√ 不适用\n\n# 二、控股股东及其他关联方对上市公司的非经营性占用资金情况\n\n□ 适用　√ 不适用\n\n公司报告期不存在控股股东及其他关联方对上市公司的非经营性占用资金。\n\n# 三、违规对外担保情况\n\n□ 适用　√ 不适用\n\n公司报告期无违规对外担保情况。\n\n# 四、董事会对最近一期“非标准审计报告”相关情况的说明\n\n□ 适用　√ 不适用\n\n# 五、董事会、监事会、独立董事（如有）对会计师事务所本���告期“非标准审计报告”的说明\n\n□ 适用　√ 不适用"} +{"pdf_name": "20785132_59.pdf", "language": "zh", "markdown": "# 六、与上年度财务报告相比，会计政策、会计估计变更或重大会计差错更正的情况说明\n\n√ 适用　□ 不适用\n\n见“第十节、财务报告 / 五、重要会计政策及会计估计 /（三十四）重要会计政策和会计估计变更”。\n\n# 七、与上年度财务报告相比，合并报表范围发生变化的情况说明\n\n□ 适用　√ 不适用\n\n公司报告期无合并报表范围发生变化的情况。\n\n# 八、聘任、解聘会计师事务所情况\n\n现聘任的会计师事务所\n\n
境内会计师事务所名称立信会计师事务所（特殊普通合伙）
境内会计师事务所报酬（万元）372.5
境内会计师事务所审计服务的连续年限6 年
境内会计师事务所注册会计师姓名韩子荣、程英
境内会计师事务所注册会计师审计服务的连续年限5 年
\n\n当期是否改聘会计师事务所\n\n□ 是　　√ 否\n\n聘请内部控制审计会计师事务所、财务顾问或保荐人情况\n\n√ 适用　□ 不适用\n\n公司聘用内部控制审计机构为立信会计师事务所（特殊普通合伙）费用为 97.6 万元\n\n# 九、年度报告披露后面临退市情况\n\n□ 适用　√ 不适用\n\n# 十、破产重整相关事项\n\n□ 适用　√ 不适用\n\n公司报告期未发生破产重整相关事项。"} +{"pdf_name": "20793290_165.pdf", "language": "zh", "markdown": "发行人于 2014 年 9 月 4 日与被告慈溪联盛置业发展有限公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2015 年 12 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2015 年 12 月 3 日受理立案。\n\n因诉讼标的额超过管辖权，上海市静安区人民法院将本案移交上海市第二中级人民法院审理。目前，法院仍在审理过程中。\n\n# （9）发行人诉南通蛟龙重工发展有限公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：10,887,787.23 元。\n\n发行人于 2011 年 1 月 25 日与被告南通蛟龙重工发展有限公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 4 月向上海海事法院提起诉讼。上海海事人民法院于 2016 年 4 月 12 日受理立案。\n\n上海海事法院于 2016 年 10 月 19 日以（2016）沪 72 民初 1150 号判决书判决中航租赁胜诉。\n\n# （10）发行人诉浙江佳友生物科技有限公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：36,892,870.19 元。\n\n发行人于 2015 年 6 月 11 日与被告浙江佳友生物科技有限公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 4 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2016 年 4 月 5 日受理立案。\n\n上海市静安区人民法院于 2016 年 12 月 16 日以（2016）沪 0106 民初 4421号判决书判决中航租赁胜诉。\n\n# （11）发行人诉山西粟海集团有限公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：45,028,380.50 元。\n\n发行人于 2014 年 2 月 18 日与被告山西粟海集团有限公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 6 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2016 年 6 月 15 日受理立案。"} +{"pdf_name": "20793290_166.pdf", "language": "zh", "markdown": "因诉讼标的额超过管辖权，上海市静安区人民法院将本案移交上海市第二中级人民法院审理。目前，法院仍在审理过程中。\n\n# （12）发行人诉河南财鑫实业化工有限责任公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：11,451,880.36 元。\n\n发行人于 2011 年 9 月 8 日与被告河南财鑫实业化工有限责任公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 6 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2016 年 7 月 4 日受理立案。目前，法院仍在审理过程中。\n\n# （13）发行人诉郸城财鑫糖业有限责任公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：18,327,514.07 元。\n\n发行人于 2012 年 3 月 28 日与被告郸城财鑫糖业有限责任公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 6 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2016 年 7 月 4 日受理立案。目前，法院仍在审理过程中。\n\n# （14）发行人诉江西恒剑路桥工程有限公司的租赁合同纠纷。\n\n诉讼涉及租赁合同的金额：27,899,563.79 元。\n\n发行人于 2014 年 9 月 12 日与被告江西恒剑路桥工程有限公司签订租赁合同，因被告未按合同约定履行义务，拖欠应付款。发行人于 2016 年 9 月向上海市静安区人民法院提起诉讼。上海市静安区人民法院于 2016 年 9 月 22 日受理立案。案件审理期间，双方达成调解协议。上海市静安区人民法院于 2017 年 3 月28 日以（2016）沪 0106 民初 22035 号民事调解书予以确认。\n\n中航租赁在业务开展过程中根据业务形态及实际情况，充分考虑标的物、担保物及抵押物变现能力等相关因素，计提相应减值比例，以完全覆盖风险敞口，严控风险。发行人已将该 14 宗重大诉讼或仲裁案件对应的应收融资租赁款归为不良应收融资租赁款管理，并按要求计提了充分的减值准备。\n\n# 3、发行人及其合并范围内子公司重大承诺及其他或有事项"} +{"pdf_name": "11659980_48.pdf", "language": "zh", "markdown": "# (4) Maximum Limit\n\nThe Board shall not make any further award of award shares which will result in the aggregate number of award shares awarded by the Board throughout the duration of the RSI Scheme to exceed 5% of the total number of issued Shares of the Company as at 21 December 2017.\n\n# (5) Operation\n\nThe Board may, from time to time, in its sole and absolute discretion, select the RSI Participants after taking into account various factors as they deem appropriate and determine the number and the price of the award shares to be awarded to each RSI Participant.\n\nPursuant to the RSI Scheme Rules, the Board shall cause to pay the Trustee the purchase price and the related expenses from the Group’s internal resources for the grant of the award shares and the Trustee shall apply the purchase price to purchase from the open market all of the award shares to be awarded under the RSI Scheme and shall hold such award shares until they are vested to the RSI Participants in accordance with the RSI Scheme, the Trust Deed and/or terms of specific grants. For the avoidance of doubt, all Shares purchased as aforesaid shall only be used for allocation to the RSI Participants in accordance with the RSI Scheme rules.\n\n# (6) Restrictions\n\nNo award shall be made to RSI Participants, no payment for the purchase of Shares shall be made to the Trustee and no directions or recommendation to acquire Shares shall be given to the Trustee under the RSI Scheme where any Director is in possession of unpublished inside information in relation to the Company or where dealings by Directors are prohibited under any code or requirement of the Listing Rules and all applicable laws from time to time.\n\n(4) 上限\n\n董事會不應進一步授出任何獎勵股份，致使董事會於整段限制性股份激勵計劃期間授出的獎勵股份總數超過本公司於2017年12月21日已發行股份總數的5%。\n\n(5) 運作\n\n董事會經考慮各項因素後可能不時全權酌情挑選其認為合適之限制性股份激勵對象，並釐訂各限制性股份激勵對象的獲授予獎勵股份的數目和價格。\n\n根據限制性股份激勵計劃規則，董事會可就授出獎勵股份使用本集團的內部資源向受託人支付購買價格及相關開支，而受託人應將購買價格用於自公開市場購買所有根據限制性股份激勵計劃而將予授出的獎勵股份，並應持有該等獎勵股份，直至該等股份按限制性股份激勵計劃、信託契據及╱或具體授出的條款歸屬至相關限制性股份激勵對象為止。為免生疑，所有上述購買股份應根據限制性股份激勵計劃規則僅用於分配予限制性股份激勵對象。\n\n(6) 限制\n\n在任何董事擁有有關本公司的尚未公開的內幕資料或任何上市規則及不時適用的法律的守則或規定禁止董事進行交易的情況下，概不會根據限制性股份激勵計劃向限制性股份激勵對象作出獎勵，且概不會向受託人支付購買股份的款項，亦不會向受託人作出收購股份的指示或建議。"} +{"pdf_name": "11659980_49.pdf", "language": "zh", "markdown": "# (7) Vesting and Lapse\n\nA RSI Participant shall be entitled to receive the award shares held by the Trustee in accordance with the vesting schedule. Details of the vesting schedule, vesting conditions and terms of lapse of the grant will be stipulated in individual award letters to be sent to the RSI Participants by the Company.\n\n# (8) Voting Rights\n\nThe Trustee shall not exercise the voting rights in respect of any Shares held under the trust including but not limited to the award shares.\n\n# (9) Duration and Termination\n\nThe RSI Scheme shall be effective from the 21 December 2017 and shall continue in full force and effect for a term of 10 years or such date of early termination as determined by the Board provided that such termination shall not affect any subsisting rights of any RSI Participant.\n\n# (10) Alteration of the RSI Scheme\n\nThe RSI Scheme may be altered in any respect from time to time by a resolution of the Board provided that such alteration shall not affect any subsisting rights of any RSI Participants.\n\nAs at 31 December 2019, an aggregate of 37,858,000 Shares were held by the RSI Trustee, representing approximately 4.99% of the Shares in issue as at the date of this annual report, which is also the number of Shares available for grant under the RSI Scheme. As at the date of this annual report and during the year ended 31 December 2019, no award shares has been awarded or agreed to be awarded under the RSI Scheme, nor has any awarded shares been cancelled.\n\n(7) 歸屬及失效\n\n限制性股份激勵對象應有權收取由受託人根據歸屬時間表持有的獎勵股份。歸屬時間表、歸屬條件以及獎勵的失效條款詳情將於本公司將向限制性股份激勵對象發出的個別獎勵函件中規定。\n\n(8) 投票權\n\n受託人不得就以信託形式持有之任何股份（包括但不限於獎勵股份）行使投票權。\n\n(9) 年期及終止\n\n限制性股份激勵計劃應自2017年12月21日起生效，且應繼續於10年年期期間或董事會釐定提早終止的日期具充分效力及作用，惟有關終止不會影響任何限制性股份激勵對象之任何存續權利。\n\n(10) 修改限制性股份激勵計劃\n\n董事會可不時以決議案對限制性股份激勵計劃作出任何方面的修改，惟有關修改不得影響任何限制性股份激勵對象的任何存續權利。\n\n於2019年12月31日，限制性股份激勵受託人持有合共37,858,000股股份，相當於在本年報日期已發行股份約4.99%且亦為限制性股份激勵計劃項下可授出的股份數目。於本年報日期及截至2019年12月31日止年度，概無獎勵股份已經或同意將根據限制性股份激勵計劃授出，亦概無任何獎勵股份被註銷。"} +{"pdf_name": "4065152_61.pdf", "language": "zh", "markdown": "# 一 公司简介\n\n安徽皖通高速公路股份有限公司（“本公司”）于 1996 年 8 月 15 日在中华人民共和国（“中国”）注册成立，本公司及其子公司安徽高界高速公路有限责任公司（“高界公司”）和宣广高速公路有限责任公司（“宣广公司”）主要从事安徽省境内以下收费公路之经营和管理及其相关业务：\n\n
收费公路公路全长收费权期限
（公里）
大蜀山至周庄的高速公路\n（“合宁高速公路”）1341996 年 8 月 16 日至\n2026 年 8 月 15 日
205 国道天长段新线\n（“205 天长段”）301997 年 1 月 1 日至\n2026 年 12 月 31 日
高河至界子墩高速公路\n（“高界高速公路”）1101999 年 10 月 1 日至\n2029 年 9 月 30 日
宣州至广德高速公路\n（“宣广高速公路”）671999 年 1 月 1 日至\n2028 年 12 月 31 日
连云港至霍尔果斯公路（安\n徽段）（“连霍高速公路（安\n徽段）”）542003 年 1 月 1 日至\n2032 年 6 月 30 日
龟岭岗至双桥高速公路（“宣\n广高速公路南环段”）172003 年 9 月 1 日至\n2028 年 12 月 31 日
\n\n此外，本公司的子公司安徽皖通科技发展有限公司（“皖通科技”）主要从事公路收费系统及数据监控系统软件及硬件的开发和销售； 北京海威投资有限公司（“北京海威”）主要从事项目投资管理及投资咨询； 安徽康诚药业有限公司（“安徽康诚”）主要从事中西药及医疗器械科研成果的研究、开发及转让。\n\n本公司、高界公司、宣广公司、皖通科技、北京海威、安徽康诚以下总称“本集团”。\n\n本公司于 1996 年以每股面值人民币 1 元计 915,600,000 股国有股换取安徽省高速公路总公司（“总公司”）拥有的与合宁高速公路相关的资产与负债，再以每股面值人民币 1 元发行 493,010,000 股境外上市外资股（“H 股”），每股发行价人民币 1.89 元（港币 1.77 元），H 股在香港联合交易所有限公司上市。"} +{"pdf_name": "4065152_62.pdf", "language": "zh", "markdown": "本公司于 2002 年 12 月 23 日公开发行每股面值为人民币 1 元的人民币普通股（“A 股”）计 250,000,000 股，发行价格为每股人民币 2.2 元。本公司 A股于 2003 年 1 月 7 日在上海证券交易所上市。\n\n# 二 重大会计政策变更\n\n本集团自 2003 年 7 月 1 日起采用修订的《企业会计准则 –资产负债表日后事项》。采用该修订的准则以前，现金股利于董事会制定利润分配方案的所属期间从股东权益转出并确认为负债，2003 年 7 月 1 日以后，现金股利于股东大会批准利润分配方案的期间确认为负债。因采用该准则而产生的会计政策变��已予以追溯调整，详见附注六(18)。\n\n# 三 主要会计政策、会计估计和合并会计报表编制方法\n\n# (1) 会计报表的编制基础\n\n本会计报表按照中华人民共和国国家颁发的企业会计准则和《企业会计制度》及其相关规定编制。\n\n# (2) 会计年度\n\n本集团会计年度为公历 1 月 1 日至 12 月 31 日。\n\n# (3) 记账本位币\n\n以人民币为记账本位币。本会计报表的编制金额单位为人民币元。\n\n# (4) 记账基础和计价原则\n\n以权责发生制为记账基础。资产于取得时按实际成本入账；如果以后发生资产减值，则计提相应的资产减值准备。\n\n# (5) 外币业务核算方法\n\n外币业务按业务发生当日中国人民银行公布的基准汇价折合为人民币入账。于资产负债表报告日以外币为单位的货币性资产和负债按中国人民银行公布的该日基准汇价折算为人民币，所产生的汇兑损益除了和固定资产购建期间因专门外币资金借贷相关的汇兑损益将资本化外，直接记入当期损益。\n\n# (6) 现金及现金等价物"} +{"pdf_name": "11790782_3.pdf", "language": "zh", "markdown": "# 一、上周板块行情回顾\n\n# 1、机械板块上周（10.10-10.16）市场表现及估值\n\n上周机械板块上涨 4.16%，跑赢沪深 300 的 1.62%，行业表现位于中信29 个一级行业的上游。子版块全线上涨，基础件、纺织服装机械、船舶制造版块涨幅排名前三。主题行业方面也全线上涨，冷链物流与高铁主题涨幅居前。上周机械板块市净率 3.40 倍，较前一周大幅上涨，相对于沪深 300 的估值为2.30 倍，较前一周大幅上涨。机械版块中涨幅较大的有中际装备（+61.15%）、金石东方（+33.11%）、天马股份（+32.96%）、金轮股份（+28.83%）和一拖股份（+23.99%），版块中跌幅较大的有华东重机（-8.61%）、康跃科技（-7.54%）、\\*ST 济柴（-4.35%）、合锻智能（-4.07%）和宝馨科技（-3.25%）。\n\n图表 1：中信一级行业一周涨跌幅\n\n数据来源：Wind，华融证券市场研究部整理\n\n图表 2：机械子板块上周市场表现\n\n数据来源：Wind，华融证券市场研究部整理\n\n图表 3：主题概念版块上周市场表现\n\n数据来源：Wind，华融证券市场研究部整理"} +{"pdf_name": "11790782_4.pdf", "language": "zh", "markdown": "# 2、下游行业固定资产投资完成额\n\n图表 4：房地产业固定资产投资完成额\n\n数据来源：Wind，华融证券市场研究部整理\n\n图表 5：采矿业固定资产投资完成额\n\n数据来源：Wind，华融证券市场研究部整理\n\n图表 6：铁路运输业固定资产投资完成额\n\n数据来源：Wind，华融证券市场研究部整理"} +{"pdf_name": "9285615_57.pdf", "language": "zh", "markdown": "# 第七节 发行人认为应当披露的其他事项\n\n□适用 不适用"} +{"pdf_name": "9285615_58.pdf", "language": "zh", "markdown": "# 第八节 备查文件\n\n备查文件目录\n\n
序号文件名称
1载有公司负责人、主管会计工作负责人、会计机构负责人（会计主管人员）签名并\n盖章的财务报表
2载有会计师事务所盖章、注册会计师签名并盖章的审计报告原件
3报告期内在中国证监会指定网站上公开披露过的所有公司文件的正本及公告的原稿
4按照境内外其他监管机构、交易场所等的要求公开披露的年度报告、年度财务信息
\n\n# 备查文件查阅\n\n
备查文件置备地点海南省发展控股有限公司
具体地址海南省海口市国兴大道西路 15A 全球贸易之窗 18 楼
查阅网站www.sse.com.cn、www.szse.cn、www.chinabond.com.cn
"} +{"pdf_name": "11689496_141.pdf", "language": "zh", "markdown": "# 26. LEASE LIABILITIES\n\n26. 租賃負債\n\n
As at 31 March 2020\n於二零二零年三月三十一日
Present value \nof the minimum \nlease payments\n最低租賃款項\n之現值Total minimum \nlease payments\n最低租賃款項\n總額
HK$’000 \n千港元HK$’000\n千港元
Lease liabilities: 租賃負債：
Within one year 一年內917979
Within a period of more than one year but not 超過一年但不超過兩年\nmore than two years299304
1,2161,283
Less: total future interest expenses 減：未來利息開支總額(67)
Present value of lease liabilities 租賃負債現值1,216
Less: amount due for settlement with 12 months 減：12個月內到期償還款項\nshown under current liabilities （列為流動負債）(917)
Amount due for settlement after 12 months 12個月後到期償還款項\nshown under non-current liabilities （列為非流動負債）299
\n\nAs at 31 March 2020, the Group’s lease obligations denominated in RMB amounted to approximately HK\\$70,000. The lessee’s incremental borrowing rate was 8.00% per annum for the year ended 31 March 2020.\n\n# 27. CN\n\nCN with conversion price of HK\\$0.90 was issued by the Company to the subscriber, Gold Achieve Investments Limited, on 1 February 2019. The gross proceeds from issuing the CN of HK\\$10,000,000 are to be used for general working capital of the Group. It entitled the holder to convert into Shares at any time one day after the date of issue and five business days before maturity date, which is on the second anniversary of the date of issue of CN. If the CN has not been converted, it will be redeemed on maturity date at the entire principal amount with accrued and unpaid interest. The CN bears interest at 8% per annum payable monthly. At the option of the Company, the CN may be redeemed in amounts of HK\\$1,000,000 or integral multiples thereof on any business day prior to the maturity date at 100% of the principal amount outstanding under the CN together with all interest accrued thereon up to and including the date of redemption. At the option of the subscriber, the CN may be redeemed in amounts of HK\\$1,000,000 or integral multiples thereof at any time three months after the date of issue of the CN at 100% of the principal amount outstanding under the CN together with all interest accrued thereon up to and including the date of redemption.\n\n於二零二零年三月三十一日，本集團以人民幣計值之租賃承擔約70,000港元。截至二零二零年三月三十一日止年度的承租人增量借貸利率為年利率8.00厘。\n\n27. 可換股票據\n\n本公司於二零一九年二月一日以0.90港元之兌換價向認購人Gold Achieve Investments Limited發行可換股票據。發行10,000,000港元可換股票據所得款項總額將用作本集團之一般營運資金用途。持有人可選擇於發行之日後一天至到期日前五個營業日（可換股票據發行日期起計第二週年當日）期間任何時間內，將其轉換為股份。倘若可換股票據未獲轉換，則將於到期日以全部本金額連同應計及未支付利息贖回。可換股票據以年利息8厘計息，按月支付。本公司可選擇於到期日前任何營業日，按可換股票據項下未轉換本金額之100%，連同截至贖回日期（包括該日）止應計之所有利息，以1,000,000港元或其整數倍之金額贖回可換股票據。認購人可選擇於可換股票據發行日期後三個月任何時間，按可換股票據項下未轉換本金額之100%，連同截至贖回日期（包括該日）止應計之所有利息，以1,000,000港元或其整數倍之金額贖回可換股票據。"} +{"pdf_name": "11689496_142.pdf", "language": "zh", "markdown": "# 27. CN (CONTINUED)\n\nOn 29 March 2019, the Company entered into a supplemental deed with the noteholder pursuant to which the noteholder agreed to delete the terms and conditions about its early redemption right of the CN.\n\nThe fair value of the debt components were estimated at the issue date using equivalent market interest rate for similar bonds without a conversion option. The residual amounts were assigned as the equity components and are included in CN equity reserve.\n\nThe CN contains a debt component, an equity component and an issuer’s early redemption option. The equity component represents the value of the conversion option, which is credited directly to equity as CN equity reserve of the Company and the Group. The early redemption option is considered as closely related to the host contract. The debt component of the CN is carried as a non-current liability on the amortised cost basis until extinguished on conversion or redemption. The effective interest rate of the liability component is 35.99% per annum.\n\nThe carrying amounts of the CN recognised at the end of the reporting period were calculated as follows:\n\n27. 可換股票據（續）\n\n於二零一九年三月二十九日，本公司與票據持有人訂立補充契據，據此，票據持有人同意刪除有關提前贖回可換股票據權利之條款及條件。\n\n債務部分之公允值於發行日期，採用並無換股權之類似債券之對等市場利率進行估計。剩餘金額列作權益部分，並計入可換股票據權益儲備內。\n\n可換股票據包括債務部分、權益部分及發行人提前贖回權。權益部分指換股權之價值，直接於權益入賬為本公司及本集團之可換股票據權益儲備。提前贖回權被視為與主合約密切相關。可換股票據之債務部分按攤銷成本基準入賬為非流動負債，直至獲轉換或贖回時註銷為止。負債部分的實際年利率為35.99厘。\n\n可換股票據於報告期末確認之賬面值計算如下：\n\n
2020 \n二零二零年2019\n二零一九年
HK$’000 \n千港元HK$’000\n千港元
Equity component 權益部分
At the beiignnng of the year 於年初3,398–
Issue during the year 年內發行–3,398
At the end of the year 於年末3,3983,398
Debt component 債務部分
At the beiignnng of the year 於年初6,822–
Issue during the year 年內發行–6,602
Effective interest expenses charged to 計入綜合損益表之實際利息開支\nconsolidated statement of profit or loss2,330363
Interest paid 已支付利息(800)(143)
At the end of the year 於年末8,3526,822
"} +{"pdf_name": "9319605_218.pdf", "language": "zh", "markdown": "# 十六、其他重要事项\n\n# 1、前期会计差错更正\n\n# （1）追溯重述法\n\n单位：元\n\n
会计差错更正的内容处理程序受影响的各个比较期间报表\n项目名称累积影响数
\n\n# （2）未来适用法\n\n
会计差错更正的内容批准程序采用未来适用法的原因
\n\n# 2、债务重组\n\n# 3、资产置换\n\n（1）非货币性资产交换\n\n（2）其他资产置换\n\n# 4、年金计划\n\n# 5、终止经营\n\n单位：元\n\n
项目收入费用利润总额所得税费用净利润归属于母公司\n所有者的终止\n经营利润
\n\n其他说明\n\n# 6、分部信息\n\n# （1）报告分部的确定依据与会计政策\n\n# （2）报告分部的财务信息\n\n单位：元\n\n
项目分部间抵销合计
"} +{"pdf_name": "9319605_219.pdf", "language": "zh", "markdown": "# （3）公司无报告分部的，或者不能披露各报告分部的资产总额和负债总额的，应说明原因\n\n# （4）其他说明\n\n# 7、其他对投资者决策有影响的重要交易和事项\n\n# 8、其他\n\n# 1、诉讼事项\n\n# （一）芭田生态工程（湖北）有限公司项目情况\n\n本公司子公司芭田生态工程（湖北）有限公司（简称“湖北芭田”）目前处于停产阶段。本公司与汤咏梅、曾庆贵、浩伦有限公司存在经济纠纷。本公司于2013年9月6日与曾庆贵、汤咏梅夫妇签署《股权收购框架协议》，收购其68%的股权，接着本公司和曾庆贵、汤咏梅、浩伦有限公司又于2013年12月27日签署《芭田生态工程（湖北）有限公司运营协议书》（简称“运营协议”），约定将湖北芭田交由本公司承包经营。后因曾庆贵、汤咏梅拒绝兑现将其实际控制的楠彬公司转让给湖北芭田的承诺，导致本公司无法达到实现股权收购的目的，因而发生纠纷。本公司据此以湖北芭田累计从本公司借支15,475,136.83元为由，起诉湖北芭田归还本公司借款15,475,136.83元，一审判决支持本公司请求，一审判决因双方未上诉而生效。曾庆贵、汤咏梅则向南山区人民法院提起撤销起诉，被驳回后上诉于深圳市中级人民法院，亦被驳回。目前此案尚待进行资产评估拍卖等事项。2020年1月19日，汤咏梅作为原告向湖北省钟祥市人民法院起诉被告本公司，原告诉称根据原、被告及案外人香港浩伦有限公司共同签订的《芭田生态工程（湖北）有限公司运营协议书》约定，被告每年向原告及浩伦有限公司支付年度固定收益1,200,000.00元，若被告未按时支付年度固定收益超过30日，原告及浩伦有限公司有权解除协议并要求被告承担年度固定收益10%的违约金。原告称2019年12月28日，原告与浩伦有限公司签订一份《债权转让协议》。故原告诉请法院判令1、判令被告向原告支付2015年度-2018年度共计4个年度的固定收益金共计人民币3,750,000.00元。2、请求判令被告向原告支付违约金375,000.00元。3、判令被告承担本案诉讼费用。原告诉求合计金额4,125,000.00元。一审法院判决被告本公司于本判决生效之日起十五日内向原告支付固定收益金3,750,000.00元及违约金375,000.00元。本公司不服一审判决向湖北省荆门市中级人民法院提起上诉，二审法院判决驳回上诉，维持原判，该判决为终审判决。\n\n# （二）江苏临港燃料有限公司预付款问题\n\n关于江苏临港燃料有限公司（简称“江苏临港”）分别与天津农垦龙呈嘉益国际贸易有限公司、江苏国建电力燃料有限公司《煤炭买卖合同》；襄阳市战友实业有限公司、张富亭、郑雪梅《煤炭买卖合同》；内蒙古松源矿业开发有限责任公司《煤炭买卖合同》纠纷一案，江苏临港燃料有限公司已起诉对方归还预付款项及资金占用利息。陈德军作为江苏临港相关煤炭纠纷案件的债务担保人以其深圳市购物公园北园D区301单元，建筑面积316.18平米的房产对债权人芭田股份进行抵押担保并进行了抵押登记。截至2016年12月31日，法院已做出终审判决，判决对方归还相应预付款项及资金占用利息；本公司已收到天津龙垦嘉益国际贸易有限公司归还预付款项6,488,054.75元及资金占用利息717,168.28元，同时收到襄阳市战友实业有限公司归还预付款项64,142.73元。合计预付款项余额11,057,114.02元尚未收回。截至本报告日，尚未执行完毕。\n\n# （三）和原生态控股股份有限公司应收款问题"} +{"pdf_name": "9244085_3.pdf", "language": "zh", "markdown": "# 目录\n\n重要提示...........................................................................................................................................2\n\n重大风险提示...................................................................................................................................3\n\n释义...................................................................................................................................................5\n\n第一节 发行人情况...............................................................................................................6\n\n一、 公司基本信息...................................................................................................................6\n\n二、 信息披露事务负责人.......................................................................................................6\n\n三、 报告期内控股股东、实际控制人及其变更情况...........................................................7\n\n四、 报告期内董事、监事、高级管理人员的变更情况.......................................................7\n\n五、 公司业务和经营情况.......................................................................................................8\n\n六、 公司治理情况.................................................................................................................11\n\n第二节 债券事项.................................................................................................................12\n\n一、 公司信用类债券情况.....................................................................................................12\n\n二、 公司债券选择权条款在报告期内的触发和执行情况.................................................15\n\n三、 公司债券投资者保护条款在报告期内的触发和执行情况.........................................15\n\n四、 公司债券报告期内募集资金使用情况.........................................................................16\n\n五、 公司信用类债券报告期内资信评级调整情况.............................................................19\n\n六、 公司债券担保、偿债计划及其他偿债保障措施情况.................................................19\n\n七、 中介机构情况.................................................................................................................22\n\n第三节 报告期内重要事项.................................................................................................23\n\n一、 财务报告审计情况.........................................................................................................23\n\n二、 会计政策、会计估计变更或重大会计差错更正.........................................................23\n\n三、 合并报表范围调整.........................................................................................................24\n\n四、 资产情况.........................................................................................................................25\n\n五、 负债情况.........................................................................................................................26\n\n六、 利润及其他损益来源情况.............................................................................................27\n\n七、 报告期末合并报表范围亏损超过上年末净资产百分之十.........................................28\n\n八、 非经营性往来占款和资金拆借.....................................................................................28\n\n九、 对外担保情况.................................................................................................................28\n\n十、 报告期内信息披露事务管理制度变更情况.................................................................30\n\n十一、 向普通投资者披露的信息.............................................................................................30\n\n第四节 特定品种债券应当披露的其他事项.....................................................................30\n\n一、 发行人为可交换债券发行人.........................................................................................30\n\n二、 发行人为非上市公司非公开发行可转换公司债券发行人.........................................31\n\n三、 发行人为其他特殊品种债券发行人.............................................................................31\n\n四、 发行人为可续期公司债券发行人.................................................................................31\n\n五、 其他特定品种债券事项.................................................................................................31\n\n第五节 发行人认为应当披露的其他事项.........................................................................31\n\n第六节 备查文件目录.........................................................................................................32\n\n财务报表.........................................................................................................................................34\n\n附件一： 发行人财务报表.....................................................................................................34"} +{"pdf_name": "9244085_4.pdf", "language": "zh", "markdown": "# 释义\n\n
发行人、公司指萍乡市昌兴投资有限公司
16 昌兴债指2016 年萍乡市昌兴投资有限公司公司债券
19 昌兴 01指萍乡市昌兴投资有限公司 2019 年公司债券（保障\n性住房）（第一期）
20 昌兴 01指萍乡市昌兴投资有限公司非公开发行 2020 年公司\n债券（保障性住房）（第一期）
21 萍乡昌兴债指2021 年萍乡市昌兴投资有限公司公司债券
21 昌兴 02指萍乡市昌兴投资有限公司 2021 年非公开发行公司\n债券(第一期)(品种一)
债券持有人指通过认购、交易、受让、继承或其他合法方式取得\n，并持有人本次债券的专业投资者
东海证券指东海证券股份有限公司
财信证券指财信证券股份有限公司
国金证券指国金证券股份有限公司
上交所指上海证券交易所
亚太会计师事务所、会计师事\n务所指亚太（集团）会计师事务所（特殊普通合伙）
报告期指2021 年度
上年同期指2020 年度
工作日指商业银行的对公营业日（不含法定节假日或休息日\n）
公司章程指萍乡市昌兴投资有限公司章程
元、万元、亿元指如无特别说明，均指人民币元、人民币万元、人民\n币亿元
交易日指本次公司债券挂牌转让的上海证券交易所交易日
\n\n注：本年度报告中除特别说明外，所有数值保留小数点后 2 位。若出现总数与各分项数值之和尾数不符，均为四舍五入造成。"} +{"pdf_name": "11696873_163.pdf", "language": "zh", "markdown": "# STRUCTURED CONTRACTS (Continued(\n\n# 5. Leyu (Continued(\n\n# The risks and limitations relating to the Leyu Structured Contracts (Continued(\n\n# (6) The contractual arrangements may be subject to scrutiny of the PRC tax authorities and transfer pricing adjustments and additional tax may be imposed.\n\nThe Leyu Structured Contracts may be subject to scrutiny by the tax authorities and additional tax may be imposed. Under the Leyu Structured Contracts, each of the OPCOs are required to pay Beijing WFOE a service fee for the services rendered by Beijing WFOE. Such service fee payments between related parties may be subject to scrutiny or challenge by the PRC tax authorities within ten years after the taxable year when such transactions are conducted.\n\n# (7) The Company does not have any insurance which covers the risks relating to the Leyu Structured Contracts and the transactions contemplated thereunder.\n\nThe insurance of the Group does not cover the risks relating to the Leyu Structured Contracts and the transactions contemplated thereunder and the Company has no intention to purchase any new insurance in this regard. If any risk arises from the Leyu Structured Contracts in the future, such as those affecting the enforceability of the Leyu Structured Contracts and the relevant agreements for the transactions contemplated thereunder and the operation of the OPCOs, the results of the Group may be adversely affected. However, the Group will monitor the relevant legal and operational environment from time to time to comply with the applicable laws and regulations. In addition, the Group will implement relevant internal control measures to reduce the operational risk.\n\n架構合約（續(\n\n5. Leyu（續(\n\n有關Leyu架構合約之風險及限制（續(\n\n(6) 合約安排可能受到中國稅務機關的審查，可能被施以轉移定價調整及附加稅。\n\nLeyu架構合約可能受到稅務機關的審查及可能被徵收附加稅。根據Leyu架構合約，該等營運公司各自須就北京外商獨資企業所提供之服務向其支付服務費。相關訂約方之間的有關服務費款項可能會於有關交易進行的稅務年度後十年內受中國稅務機關的審查或質疑。\n\n(7) 本公司並無就有關Leyu架構合約及其項下擬進行之交易之風險投購保險。\n\n本集團並無就Leyu架構合約及其項下擬進行之交易之風險投購保險及本公司無意就此購買任何新保險。倘未來Leyu架構合約產生任何風險，有關風險會影響Leyu架構合約及其項下擬進行交易之有關協議之可執行性及該等營運公司之營運，本集團之業績可能受到不利影響。然而，本集團將不時監控有關法律及營運環境以符合適用法律及法規。此外，本集團將實施有關內部監控措施以降低營運風險。"} +{"pdf_name": "11696873_164.pdf", "language": "zh", "markdown": "# STRUCTURED CONTRACTS (Continued(\n\n# 5. Leyu (Continued(\n\n# Actions taken by the Group to mitigate the risks\n\nThe Group incorporated and adopted relevant requirements of industrial and regulatory policies to various management guidelines and procedural guidelines, and performed timely monitoring of new trends in the market and regulatory policies. All information collected was summarized and communicated to the relevant personnel forthwith. New trends and regulatory policies were collected and risks were controlled vigorously.\n\nIn addition, the applicable laws and regulations are timely reflected in the business activities and operations of our Group through the implementation of process management in various business areas.\n\nTo foster an enabling culture for risk management, the Group compiled and prepared training courses for risk management, helping with the dissemination of knowledge and keeping abreast of the market development. The Group seeks and will continue to seek legal or other specialist advice as appropriate in order to effectively monitor the legal and regulatory risks.\n\n# Material changes to and the unwinding of the Leyu Structured Contracts\n\nThere were no material changes to the Leyu Structured Contracts and/or the circumstances under which they were adopted, nor was there any unwinding of them or of a failure to do the same due to the restrictions that led to their adoption being removed.\n\nFor detailed information relating to the Leyu Structured Contracts. please refer to the announcement issued by the Company on 31 October 2016.\n\n架構合約（續(\n\n5. Leyu（續(\n\n本集團所採取減低有關風險之行動\n\n本集團之各項管理指引及程序指引均納入並採納行業及監管政策之相關規定，本集團亦即時監察市場及監管政策新趨勢。所有已收集資料已作出概要整理，並立即與有關人員溝通。本集團已收集各項新趨勢及規管政策，並積極控管風險。\n\n此外，本集團透過在各業務領域落實程序管理，於業務活動及經營即時反映適用法律及法規。\n\n為加強推動風險管理，本集團已就風險管理匯集並編製培訓課程，旨在傳遞相關知識及掌握市場發展。本集團適時尋求並將持續尋求法律或其他專業人士意見，以有效監察法律及監管風險。\n\nLeyu架構合約之重大變動及解除\n\nLeyu架構合約及╱或彼等採用之情況並無重大變動，該等架構合約亦無遭解除或因導致彼等採用之限制被剔除而未能解除該等架構合約。\n\n有關Leyu架構合約之詳細資料，請參閱本公司於二零一六年十月三十一日刊發之公告。"} +{"pdf_name": "9223653_51.pdf", "language": "zh", "markdown": "提高员工的理论和操作技能。同时，公司为员工足额缴纳各项社会保险及住房公积金，从多方面保障员工的合法权益。尊重和维护员工的个人权益，切实关注员工健康、安全和满意度，通过知识技能的理论培训及实践操作技能培训等方式使员工得到切实的提高和发展。\n\n3．坚持诚信经营与环境保护。公司始终将依法经营作为公司运行的基本原则，注重企业经济效益与社会效益的同步共赢。��司严格遵守国家法律、法规、政策的规定，始终依法经营，积极纳税，发展就业岗位，支持地方经济的发展。公司始终注重保障供应商和客户的合法权益，坚持与供应商及客户的合作共赢。公司高度重视环境保护，坚持绿色、低碳、环保的可持续发展理念，严格按照相关法律法规的要求履行职责。\n\n4．公共关系与社会公益事业。公司注重与社会各方建立良好的公共关系，在保证公司正常经营的同时，始终秉承服务社会、回报社会的理念，积极参与社会公益事业，2021年10月兰州市突发疫情后，陇神戎发与同属于控股股东甘肃药业集团下属公司的普安制药第一时间向甘肃省红十字会捐赠价值72.768万元的药品（其中陇神戎发捐赠价值64万元的麻杏止咳胶囊），捐赠药品定向捐给兰州市医疗机构，助力兰州疫情防控工作。子公司三元医药根据控股股东甘肃药业集团的委托，全力承担甘肃省防疫物资储备任务，积极配合甘肃省疫情联防联控领导小组完成省级防疫物资的保障调拨工作，为地方疫情防控工作作出了积极贡献。\n\n# 三、巩固拓展脱贫攻坚成果、乡村振兴的情况\n\n2021年，陇神戎发持续履行医药企业使命担当，积极践行国有企业社会责任。为巩固拓展脱贫攻坚成果、助力帮扶地区全面推进乡村振兴，陇神戎发积极响应党中央、省委省政府、省政府国资委及甘肃药业集团相关安排部署，积极参与乡村振兴工作，选派1名优秀年轻干部驻村帮扶，担任定西市安定区李家堡镇红川村第一党支部书记，积极参与偏远山村乡村振兴工作。先后向白银市会宁县丁家沟镇线家川村，定西市安定区李家堡镇红川村、泉子村、姚家岔村等地捐药捐物近15万元；向驻村帮扶困难农户采购农产品、筹资铺设水管、慰问困难党员、捐赠生活用品；向公司所在地对口联系学校捐赠学习用品等实际行动，力所能及送去企业关爱，为乡村振兴和防疫抗疫贡献企业力量。"} +{"pdf_name": "9223653_52.pdf", "language": "zh", "markdown": "# 第六节 重要事项\n\n# 一、承诺事项履行情况\n\n# 1、公司实际控制人、股东、关联方、收购人以及公司等承诺相关方在报告期内履行完毕及截至报告期末尚未履行完毕的承诺事项\n\n√ 适用 □ 不适用\n\n
承诺来源承诺方承诺类型承诺内容承诺时间承诺期限履行情况
收购报告书或权益变动报告书中所\n作承诺甘肃省国有\n资产投资集\n团有限公司关于同业竞\n争方面的承\n诺自本次收购\n完成后 36 个\n月内彻底解\n决承诺人控\n制的甘肃普\n安制药股份\n有限公司与\n陇神戎发之\n间存在的同\n业竞争问题。\n解决方式包\n括但不限于\n业务整合、出\n售予无关第\n三方等。2019 年 03 月\n12 日36 个月报告期内，相\n关责任方遵\n守承诺，正在\n积极推进上\n市公司以发\n行股份及支\n付现金购买\n普安制药\n95%股份并募\n集配套资金\n项目，收购完\n成后将消除\n同业竞争情\n形。
甘肃省国有\n资产投资集\n团有限公司关于独立性、\n关联交易方\n面的承诺本次收购完\n成后，甘肃国\n投与陇神戎\n发之间将继\n续保持相互\n间的人员独\n立、资产完\n整、财务独\n立、机构独\n立、业务独\n立；陇神戎发\n仍然具有独\n立经营能力，\n并在采购、生\n产、销售、知\n识产权等方\n面保持独立。2019 年 03 月\n12 日成为间接控\n股股东期间报告期内，相\n关责任方遵\n守承诺，未有\n违反上述承\n诺的情形。
"} +{"pdf_name": "9315549_113.pdf", "language": "zh", "markdown": "
二、营业利润（亏损以“－”号填列）1,245,181,108.27461,941,083.02
加：营业外收入
减：营业外支出6,416,282.007,548,525.44
三、利润总额（亏损总额以“－”号\n填列）1,238,764,826.27454,392,557.58
减：所得税费用193,887,762.94124,462,809.83
四、净利润（净亏损以“－”号填列）1,044,877,063.33329,929,747.75
（一）持续经营净利润（净亏损以“－”号填列）1,044,877,063.33329,929,747.75
（二）终止经营净利润（净亏损以“－”号填列）
五、其他综合收益的税后净额
（一）��能重分类进损益的其他综合收益
1.重新计量设定受益计划变动额
2.权益法下不能转损益的其他综合收益
3.其他权益工具投资公允价值变动
4.企业自身信用风险公允价值变动
（二）将重分类进损益的其他综合收益
1.权益法下可转损益的其他综合收益
2.其他债权投资公允价值变动
3.金融资产重分类计入其他综合收益的金额
4.其他债权投资信用减值准备
5.现金流量套期储备
6.外币财务报表折算差额
7.其他
六、综合收益总额1,044,877,063.33329,929,747.75
七、每股收益：
（一）基本每股收益(元/股)
（二）稀释每股收益(元/股)
\n\n公司负责人：谢春林 主管会计工作负责人：吕胜洲 会计机构负责人：翟文峰"} +{"pdf_name": "9315549_114.pdf", "language": "zh", "markdown": "# 合并现金流量表\n\n2021 年 1—12 月\n\n单位：元 币种：人民币\n\n
项目附注2021年度2020年度
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金23,512,663,913.6021,826,700,660.62
客户存款和同业存放款项净增加额
向中央银行借款净增加额
向其他金融机构拆入资金净增加额
收到原保险合同保费取得的现金
收到再保业务现金净额
保户储金及投资款净增加额
收取利息、手续费及佣金的现金
拆入资金净增加额
回购业务资金净增加额
代理买卖证券收到的现金净额
收到的税费返还63,634,408.1353,982,282.46
收到其他与经营活动有关的现金七、78473,184,557.04702,110,242.12
经营活动现金流入小计24,049,482,878.7722,582,793,185.20
购买商品、接受劳务支付的现金14,220,172,722.6511,642,296,710.34
客户贷款及垫款净增加额
存放中央银行和同业款项净增加额
支付原保险合同赔付款项的现金
拆出资金净增加额
支付利息、手续费及佣金的现金
支付保单红利的现金
支付给职工及为职工支付的现金2,222,056,331.332,025,464,174.17
支付的各项税费385,611,770.4993,186,847.06
支付其他与经营活动有关的现金七、78713,136,668.83750,031,731.68
经营活动现金流出小计17,540,977,493.3014,510,979,463.25
经营活动产生的现金流量净额七、786,508,505,385.478,071,813,721.95
二、投资活动产生的现金流量：
收回投资收到的现金
取得投资收益收到的现金331,000,912.44377,660,645.13
处置固定资产、无形资产和其他长\n期资产收回的现金净额2,004,159,243.22174,005,644.04
处置子公司及其他营业单位收到的现金净额
收到其他与投资活动有关的现金七、78524,636,157.95142,582,863.65
投资活动现金流入小计2,859,796,313.61694,249,152.82
购建固定资产、无形资产和其他长期资产支\n付的现金2,429,600,282.691,418,550,062.89
投资支付的现金
质押贷款净增加额
取得子公司及其他营业单位支付的现金净额
支付其他与投资活动有关的现金七、7844,904,528.006,961,359,060.24
投资活动现金流出小计2,474,504,810.698,379,909,123.13
投资活动产生的现金流量净额385,291,502.92-7,685,659,970.31
三、筹资活动产生的现金流量：
吸收投资收到的现金59,683,921.94300,000,000.00
其中：子公司吸收少数股东投资收到的现金
取得借款收到的现金4,951,191,301.0014,410,722,650.00
收到其他与筹资活动有关的现金
"} +{"pdf_name": "8405637_201.pdf", "language": "zh", "markdown": "# 價格風險\n\n本集團面臨分類為可供出售金融資產的金融工具所產生的價格變動風險。本集團的全部無報價投資乃於中短期持有。\n\n價格風險的敏感度分析包括本集團的金融工具，而其公平值或未來現金流量將會 因 其 相 應 或 相 關 資 產 價 格 變 動 而 波 動 。 倘 各 金 融 工 具 的 價 格 上 升 ╱ 下 跌 1 % ， 本集團於二零一五財年、二零一六財年及二零一七年第一季的純利將分別上升╱下跌約69,000港元、32,000港元及19,000港元。\n\n# 股息\n\n於二零一五財年及二零一六財年，本公司附屬公司傳廣通媒體分別宣派及派付股息8.0 百萬港元及8.0 百萬港元。於二零一六年八月十九日，其已宣派股息10.0百萬港元，並已於二零一六年十二月十六日派付。除上文所述者外，本公司自二零一六年八月十九日起直至最後實際可行日期未曾宣派或派付股息。\n\n本集團目前並無固定股息政策。未來股息之宣派及派付將由董事酌情決定，並取決於我們的財務狀況、經營業績、現金可用性、與之相關的法定及監管限制、未來前景及董事可能認為相關的任何其他因素而定。\n\n股息僅可自根據相關法律許可的本集團可分派溢利派付。若溢利分派作股息，則該部分溢利將不可用於重新投資於本集團的營運。\n\n# 可分派儲備\n\n於二零一六年六月三十日，本公司概無可供向股東分派的可分派儲備。\n\n# 概無重大不利變動\n\n董事已確認，截至本招股章程日期，本集團的財務或交易狀況或前景自二零一六年六月三十日（即本集團最近期經審核合併財務報表的編製日期）以來並無任何重大不利變動，且自二零一六年六月三十日以來並未發生將嚴重影響本招股章程附錄一所載會計師報告所示業績的事件。"} +{"pdf_name": "8405637_202.pdf", "language": "zh", "markdown": "# 上市規則所規定的披露\n\n董 事 已 確 認 ， 於 最 後 實 際 可 行 日 期 ， 概 無 任 何 情 況 觸 發 上 市 規 則 第 17.15 至17.21條項下的披露規定。\n\n# 未經審核備考經調整合併有形資產淨值\n\n以下報表顯示於二零一六年六月三十日的本公司擁有人應佔未經審核備考經調整有形資產淨值，其乃按摘錄自本招股章程附錄一所載本集團會計師報告的於二零一六年六月三十日本公司擁有人應佔經審核合併有形資產淨值編製，並作出以下調整：\n\n
於\n二零一六年\n六月三十日\n之本公司\n擁有人應佔\n經審核合併\n有形資產\n淨值\n（附註1）估計配售\n所得款項\n淨額\n（附註2）本公司\n擁有人應佔\n未經審核備\n考經調整\n有形資產\n淨值每股未經\n審核備考經\n調整\n有形資產\n淨值\n（附註3）
千港元千港元千港元港元
按照配售價每股\n股份0.23港元27,56327,78855,3510.08
按照配售價每股\n股份0.27港元27,56334,66462,2270.09
\n\n附註︰\n\n1. 本公司擁有人於 二零一六年六 月三十日應佔 本集團經審核 合併有形資產 淨值乃根據本 公司擁有人於二零一六年六月三十日應佔本集團經審核合併資產淨值約27.6百萬港元（摘錄自本招股章程附錄一所載的會計師報告）計算。\n\n2. 估計配售所得款 項淨額乃經扣 除未有於本集 團於二零一六 年六月三十日 的經審核合併 有形資產淨值反映的本公司應付及承擔的包銷費用及相關開支後，按照180,000,000股配售股份及分 別 為 每 股配 售 股 份 最 低配 售 價 0.23 港 元 及最 高 配 售 價 0.27 港元 計 算 。 未 有計 及 因 根 據購股權計劃行使可予授出的任何購股權而將予發行的任何股份。\n\n3. 每股未經審核備 考經調整合併 有形資產淨值 乃按照緊隨配 售及資本化發 行完成後已發 行的720,000,000股股份計算，惟並無計及因根據購股權計劃行使可予授出的任何購股權而可予發行的任何股份 ，或本招股章 程附錄四所提 述本公司根據 配發及發行或 購回股份的一 般授權而可予配發及發行或購回的任何股份。\n\n4. 概無為反映本集 團於二零一六 年六月三十日 後的任何交易 業績或訂立的 其他交易而就 未經審核備考經調整合併有形資產淨值作出調整。"} +{"pdf_name": "9323629_103.pdf", "language": "zh", "markdown": "# 四、 合并财务报表主要项目附注（续）\n\n# (2) 衍生金融资产及衍生金融负债\n\n
2016 年 \n12 月 31 日2015 年\n12 月 31 日
衍生金融资产：
-现金流量套期工具（燃料合约）264,535,3521,403
-现金流量套期工具（外汇合约）107,907,080140,976,629
-现金流量套期工具（利率合约）-2,691,552
-以公允价值计量且其变动计入当期\n 损益的金融工具（燃料合约）5,880,39139,893,834
-以公允价值计量且其变动计入当期\n 损益的金融工具（外汇合约）-948,763
小计378,322,823184,512,181
减：非流动资产部分
-现金流量套期工具（燃料合约）71,341,213-
-现金流量套期工具（外汇合约）28,379,62242,352,642
-现金流量套期工具（利率合约）-2,691,552
合计278,601,988139,467,987
衍生金融负债：
-现金流量套期工具（燃料合约）164,464,3881,157,677,248
-现金流量套期工具（外汇合约）453,6572,297,149
-现金流量套期工具（利率合约）169,201,242121,575,899
-以公允价值计量且其变动计入当期\n 损益的金融工具（燃料合约）619,35423,046,707
-以公允价值计量且其变动计入当期\n 损益的金融工具（外汇合约）-343,994
小计334,738,6411,304,940,997
减：非流动负债部分
-现金流量套期工具（燃料合约）31,672,711307,573,087
-现金流量套期工具（外汇合约）295,215940,043
-现金流量套期工具（利率合约）169,201,242121,575,899
合计133,569,473874,851,968
"} +{"pdf_name": "9323629_104.pdf", "language": "zh", "markdown": "# 四、 合并财务报表主要项目附注（续）\n\n# (2) 衍生金融资产及衍生金融负债（续）\n\n本公司采用利率掉期合约对冲其一笔浮动利率借款的利率风险。于 2016年 12 月 31 日，尚未结算的利率掉期合约的设定本金金额为美元 2.08 亿元（折合人民币 14.43 亿元）（2015 年：美元 2.40 亿元（折合人民币 15.58亿元））。通过该合约安排，本公司按固定年利率 4.40%支付利息费用，该借款原承担的年度浮动利息费用（6 个月 LIBOR+1%）被该利率掉期合约收取的利息抵销。该掉期合约从 2009 年 9 月至 2019 年 9 月每季度结算一次。\n\n本公司之境外子公司通过签订远期外汇合约对很可能发生的预期采购所导致的外汇风险敞口进行套期对冲。该公司亦采用燃料掉期合约对很可能发生的预期燃料采购所导致的燃料价格风险敞口进行套期对冲。\n\n本公司之境外子公司还采用一系列利率掉期合约对一笔 2020 年到期的每半年付息一次的浮动利率借款的利息风险进行套期对冲。于 2016 年 12月 31 日，这些尚未结算的利率掉期合约的设定本金金额为新加坡元 13.59亿元（折合人民币 65.22 亿元）（2015 年：新加坡元 14.00 亿元（折合人民币 64.22 亿元））。通过这些合约安排，Tuas Power Generation Pte Ltd (“TPG”) 按照各个利率掉期合约确定的固定利率支付利息费用，该借款原承担的年度浮动利息费用（6 个月 SOR）被这些利率掉期合约收取的利息抵消。这些利率掉期合约从 2011 年 9 月至 2020 年 3 月每半年结算一次。于 2016 年 12 月 31 日，这些利率掉期合约在资产负债表上列示于金融负债人民币 0.99 亿元（2015 年��金融资产人民币 269 万元和金融负债人民币 0.41 亿元）。"} +{"pdf_name": "11710166_316.pdf", "language": "zh", "markdown": "(5) 本公司擁有人應佔未經審核備考經調整綜合有形資產淨值並無計及我們於2015年3月9日向A股股東宣派的現金股息人民幣11.8億元。倘若計及現金股息，則本公司擁有人應佔未經審核備考經調整綜合每股有形資產淨值分別為每股股份人民幣8.07元或10.23港元（假設發售價為每股股份18.85港元）及每股股份人民幣7.58元或9.60港元（假設發售價為每股股份15.65港元）。\n\n(6) 並無作出任何調整以反映本集團於2014年12月31日後的任何買賣結果及所進行的其他交易。\n\n# 根據香港上市規則須作出的披露\n\n董事已確認未發現任何情況可能導致須根據香港上市規則第13.13條至第13.19條規定作出披露。\n\n作為一家於深圳證券交易所上市的公司，我們根據深圳證券交易所股票上市規則須就A股公佈季度（每年第一季度及第三季度）、中期（每年首六個月）及年度報告。該等報告將遵照中國會計準則編製。於在香港聯交所上市後，我們根據香港上市規則第13.10B條亦將於香港以英文及中文同步披露季度財務資料。我們將就H股披露根據國際財務報告準則刊發年度及半年度財務資料及就A股披露根據中國會計準則同步刊發年度、半年度及季度財務資料。\n\n此外，我們作為一家中國上市證券公司，每月須發佈根據中國會計準則編製本公司和廣發資管的若干財務數據（按未合併基準計算），包括營業收入、淨利潤及淨資產。我們將於在香港聯交所上市後，根據香港上市規則第13.10B條每月同步發佈本公司和廣發資管的未合併財務數據（英文及中文）。\n\n# 董事確認無重大不利變動\n\n董事已確認，自2014年12月31日（即我們的最近期經審計財務報表日）起，我們的財務或經營狀況或前景並無重大不利變動，且自2014年12月31日以來，概無發生任何將會對本招股書附錄一載列的會計師報告所示資料造成重大影響的事件。"} +{"pdf_name": "11710166_317.pdf", "language": "zh", "markdown": "# 未來計劃\n\n有關我們未來計劃的詳細討論，請參閱本招股書「業務－業務戰略」一節。\n\n# 所得款項用途\n\n假設發售價為每股H股17.25港元（即所述發售價範圍每股H股15.65港元至18.85港元的中位數），倘超額配股權未獲行使，我們估計將從全球發售獲得所得款項淨額約24,832.0百萬港元（扣除包銷佣金及其他估計開支後）。\n\n按照我們的業務戰略，我們旨在成為中國優質中小企業及富裕人群（尤其是高淨值人群）首選的境內外資本市場綜合服務商。我們擬將全球發售所得款項淨額的下列金額用作以下用途：\n\n‧ 約50%或12,416.0百萬港元將用於發展本公司的財富管理業務，有關款項將主要用於發展本公司的融資融券業務；戰略性建設互聯網金融平台和財富管理平台，不斷提高客戶滲透率，以及進一步鞏固本公司在該業務的領先地位；\n\n‧ 約20%或4,966.4百萬港元將用於發展本公司的投資管理業務、投資銀行業務和交易及機構客戶服務業務；通過提供併購融資，為中小企業提供服務；通過加大種子基金的投入及擴大投資管理的資產規模，配套投資管理產品的創新和發展；積極成為各類金融產品市場的主要做市商，以及提供流動性支持，提高本公司的定價能力和影響力；及\n\n‧ 約30%或7,449.6百萬港元用於國際業務，以提升本公司的國際化水平和綜合實力：著重加大對富裕華人聚集的國家和／或地區的境外財富管理業務的投入，包括但不限於香港、加拿大和英國；加大對境外併購、投資管理、交易及機構客戶服務等業務的投入；擇機進行戰略投資來搭建新的經營平台；密切著眼於中國元素，以全面推進各業務板塊的國際佈局。目前，我們並沒有任何具體的收購或投資目標。\n\n倘超額配股權獲悉數行使，假設發售價為每股H股17.25港元（即所述發售價範圍每股H股15.65港元至18.85港元的中位數），我們估計，額外所得款項淨額將約為3,733.0百萬港元（扣除包銷佣金及其他估計開支後）。我們擬將所有額外所得款項淨額按比例用於上述用途。"} +{"pdf_name": "20782922_11.pdf", "language": "zh", "markdown": "#  区域价差\n\n秦皇岛山西优混（5500）-大同动力煤（5500）价差为 157 元/吨，持平。\n\n广州港山西优混（5500）-秦皇岛动力煤（5500）价差为 38 元/吨，缩小 5 元/吨。\n\n图 30 秦皇岛煤价-山西大同煤价价差\n\n资料来源：wind、招商证券\n\n图 31 广州港煤价-秦皇岛煤价价差\n\n资料来源：wind、招商证券\n\n# 2、库存链条：港口��存依旧紧张\n\n秦皇岛港库存：本周库存 364 万吨，环比增加 21 万吨或 6.1%；\n\n曹妃甸港库存：本周库存 151 万吨，环比下降 5 万吨或 3.2%；\n\n国投港区库存：本周库存 54 万吨，环比减少 2 万吨或 3.6%；\n\n天津港区库存：本周库存 374 万吨，环比增加 39 万吨或 11.6%；\n\n广州港区库存：本周库存 162 万吨，环比减少 22.5 万吨或 12.2%；\n\n纽卡斯尔库存：本周日均库存 136 万吨，环比减少 7 万吨或 5.1%；\n\n图 32 秦皇岛港煤炭库存\n\n资料来源：wind、招商证券\n\n图 33 曹妃甸港煤炭库存\n\n资料来源：wind、招商证券"} +{"pdf_name": "20782922_12.pdf", "language": "zh", "markdown": "图 34 国投港区煤炭库存\n\n资料来源：wind、招商证券\n\n图 35 天津港区煤炭库存\n\n资料来源：wind、招商证券\n\n图 36 广州港煤炭库存\n\n资料来源：wind、招商证券\n\n图 37 纽卡斯尔煤炭库存\n\n资料来源：wind、招商证券\n\n六大发电集团：本周库存 1133 万吨，环比减少 108 万吨或 8.7%；库存天数为 19.3 天，环比减少 16.2%；本周日均耗煤 58.6 万吨，环比上升 9%。\n\n重点电厂直供总计：2 月上旬重点电厂直供电煤库存 6746 万吨，环比减少 291 万吨或4.1%；库存可用天数 25 天，环比增加 19%。\n\n图 38 六大发电集团煤炭库存\n\n资料来源：wind、招商证券\n\n图 39 重点电厂直供总计\n\n资料来源：wind、招商证券"} +{"pdf_name": "20791000_190.pdf", "language": "zh", "markdown": "# 3. FINANCIAL RISK MANAGEMENT (Cont’d)\n\n# 3.1 Financial risk factors (Cont’d)\n\n# (a) Market risk (Cont’d)\n\n# (i) Foreign exchange risk (Cont’d)\n\nAmounts recognised in profit or loss and other comprehensive income\n\nDuring the year, the following foreign-exchange related amounts were recognised in the consolidated statement of other comprehensive income:\n\n3. 財務風險管理（續）\n\n3.1 財務風險因素（續）\n\n(a) 市場風險（續）\n\n(i) 外匯風險（續）\n\n於損益及其他全面收入確認的款項\n\n於年內在綜合其他全面收入表確認下列外匯相關款項：\n\n
2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
Amounts recognised 於綜合其他全面收入表\nin the consolidated 確認的款項\nstatement of other\ncomprehensive income
Net foreign exchange 於其他收入及收益\nloss included 淨額確認的\nin other income 外匯虧損淨額\nand gains - net(263)—
Net foreign exchange 於融資收入淨額確認\n(losses)/gains included 的外匯（虧損）╱\nin finance income - net 收益淨額(52,095)32,759
Total net foreign 於期內除所得稅前溢利\nexchange 確認的外匯（虧損）╱\n(losses)/gains 收益總淨額\nrecognised in profit\nbefore income tax\nfor the period(52,358)32,759
"} +{"pdf_name": "20791000_191.pdf", "language": "zh", "markdown": "# 3. FINANCIAL RISK MANAGEMENT (Cont’d)\n\n# 3.1 Financial risk factors (Cont’d)\n\n# (a) Market risk (Cont’d)\n\n# (i) Foreign exchange risk (Cont’d)\n\n# Sensitivity\n\nAs shown in the table above, the Group is primarily exposed to changes in HK\\$/RMB exchange rates. The sensitivity of profit or loss to changes in the exchange rates arises mainly from the deposits denominated in HK\\$ in the PRC subsidiaries, the functional currency of which is RMB, and the deposits of the Company which are denominated in RMB.\n\n3. 財務風險管理（續）\n\n3.1 財務風險因素（續）\n\n(a) 市場風險（續）\n\n(i) 外匯風險（續）\n\n敏感性\n\n如上表所示，本集團主要承受港元兌人 民 幣 匯 率 的 變動風險。損益對匯率變動的敏感性主要來自中國附屬公司（該 等 附 屬 公 司的功能貨幣為人民幣）港元存款及本公司人民幣存款。\n\n
Impact on post tax profit\n對稅後溢利的影響
2017 \n2017年2016\n2016年
RMB’000 \n人民幣千元RMB’000\n人民幣千元
HK$/RMB exchange 港元兌人民幣匯率\nrate – increase 10% －上升10%(41,715)(50,044)
HK$/RMB exchange 港元兌人民幣匯率\nrate – decrease 10% －下降10%41,71550,044
"} +{"pdf_name": "4063804_21.pdf", "language": "zh", "markdown": "根据公司提供的企业信用报告，从2016年1月1日至报告查询日（2019年6月18日），公司本部不存在未结清不良类信贷记录，公司各项债务融资工具均按时偿付利息，无到期未偿付或逾期偿付情况。\n\n# （二）或有事项分析\n\n截至 2018 年末，公司对外担保金额合计 4.43 亿元，占 2018 年末净资产的 8.00%，担保对象主要为国有企业和政府部门，但均未采取反担保措施，存在一定的或有负债风险。\n\n表 17 截至 2018 年 12 月 31 日公司对外担保情况（单位：万元）\n\n
担保对象机构类型担保金额担保截止日担保类型是否有\n反担保
黄梅县供排水总公司国有企业10,205.632023.12.15抵押物担保否
黄梅县土地储备中心政府部门11,102.272021.12.11抵押物担保否
黄梅飞翼旅游开发有限\n责任公司国有企业20,000.002032.3.20保证担保否
湖北嘉盛建筑工程有限\n公司民营企业3,000.002021.7.10保证担保否
合计-44,307.90---
\n\n资料来源：公司提供\n\n# 八、评级结论\n\n2018年黄梅县地区生产总值同比增长6.8%，经济发展较快，为公司业务发展提供了较好的基础；截至2018年末，公司主要已完工待结算以及在建的代建基础设施项目计划总投资25.79亿元，已投资22.56亿元，尚需投资6.87亿元，公司在开发的土地整理项目计划总投资13.20亿元，已投资6.49亿元，未来收入来源有一定的保障。同时，公司持续获得一定的外部支持。此外，三峡担保的连带责任保证担保有效提升了本期债券的信用水平。\n\n但同时中证鹏元也关注到，公司资产以土地资产、基础设施建设成本、土地整理成本和应收款项为主，土地抵押比例较高，应收款项回收时间不确定，资产整体流动性较弱。公司经营业务收现情况较差，经营现金流大幅净流出，项目后续投资规模较大，面临较大的资金支出压力；公司有息债务规模较大且持续增长，面临较大偿债压力；截至2018年底，公司对外担保金额合计4.43亿元，占2018年末净资产的比重为8.00%。担保对象均无反担保措施，存在一定的或有负债风险。\n\n基于上述情况，中证鹏元维持本期债券信用等级为AAA，公司主体长期信用等级为AA-，评级展望为稳定。"} +{"pdf_name": "4063804_22.pdf", "language": "zh", "markdown": "# 附录一 公司主要财务数据和财务指标 （合并口径）\n\n
财务数据（单位：万元）2018年2017年2016年
货币资金52,404.6189,634.6285,302.62
其他应收款168,888.3697,343.1758,719.76
存货579,794.24561,113.22504,495.73
资产总计909,011.41831,744.72685,960.61
短期借款0.000.003,000.00
其他应付款33,053.7941,395.8345,460.12
一年内到期的非流动负债27,125.0011,360.0010,715.00
长期借款169,210.00115,283.0097,788.00
应付债券119,484.68119,366.400.00
长期应付款0.000.000.00
负债合计355,143.64291,382.49159,297.37
有息债务321,339.68279,315.93123,095.00
所有者权益合计553,867.77540,362.22526,663.24
营业收入35,005.7834,184.5231,447.34
营业利润13,904.1914,251.464,811.45
营业外收入7.014.1310,465.25
利润总额13,861.9414,128.3515,222.97
经营活动产生的现金流量净\n额-86773.9-103298.2-63471.94
投资活动产生的现金流量净\n额23,740.535,975.26-443.18
筹资活动产生的现金流量净\n额1,887.2624,174.1029,273.61
\n\n
财务指标2018年2017年2016年
综合毛利率14.17%16.13%17.24%
收现比0.710.890.79
产权比率64.12%53.92%30.25%
资产负债率39.07%35.03%23.22%
流动比率13.1914.1311.01
速动比率4.474.242.81
EBITDA（万元）14,421.1114,482.1015,482.36
EBITDA利息保障倍数0.741.402.93
有息债务/EBITDA22.2819.297.95
\n\n资料来源：公司 2017、2018 年审计报告，中证鹏元整理"} +{"pdf_name": "2533504_35.pdf", "language": "zh", "markdown": "# 1. 同一控制下企业合并的会计处理方法\n\n公司在企业合并中取得的资产和负债，按照合并日被合并方在最终控制方合并财务报表中的账面价值计量。公司按照被合并方所有者权益在最终控制方合并财务报表中的账面价值份额与支付的合并对价账面价值或发行股份面值总额的差额，调整资本公积；资本公积不足冲减的，调整留存收益。\n\n# 2. 非同一控制下企业合并的会计处理方法\n\n公司在购买日对合并成本大于合并中取得的被购买方可辨认净资产公允价值份额的差额，确认为商誉；如果合并成本小于合并中取得的被购买方可辨认净资产公允价值份额，首先对取得的被购买方各项可辨认资产、负债及或有负债的公允价值以及合并成本的计量进行复核，经复核后合并成本仍小于合并中取得的被购买方可辨认净资产公允价值份额的，其差额计入当期损益。\n\n# (六) 合并财务报表的编制方法\n\n# 1. 母公司将其控制的所有子公司纳入合并财务报表的合并范围。合并财务报表以母公司及其子公司的财务报表为基础，根据其他有关资料，由母公司按照《企业会计准则第 33 号——合并财务报表》编制。\n\n2. 对同一子公司的股权在连续两个会计年度买入再卖出，或卖出再买入的相关会计处理方法。\n\n# (七) 合营安排分类及共同经营会计处理方法\n\n1. 合营安排分为共同经营和合营企业。\n\n# 2. 当公司为共同经营的合营方时，确认与共同经营中利益份额相关的下列项目：\n\n(1) 确认单独所持有的资产，以及按持有份额确认共同持有的资产；\n\n(2) 确认单独所承担的负债，以及按持有份额确认共同承担的负债；\n\n(3) 确认出售公司享有的共同经营产出份额所产生的收入；\n\n(4) 按公司持有份额确认共同经营因出售资产所产生的收入；\n\n(5) 确认单独所发生的费用，以及按公司持有份额确认共同经营发生的费用。\n\n# (八) 现金及现金等价物的确定标准\n\n列示于现金流量表中的现金是指库存现金以及可以随时用于支付的存款。现金等价物是指企业持有的期限短、流动性强、易于转换为已知金额现金、价值变动风险很小的投资。\n\n# (九) 外币业务和外币报表折算\n\n# 1. 外币业务折算\n\n外币交易在初始确认时，采用交易发生日即期汇率的近似汇率折算为人民币金额。资产负债表日，外币货币性项目采用资产负债表日即期汇率折算，因汇率不同而产生的汇兑差额，除与购建符合资本化条件资产有关的外币专门借款本金及利息的汇兑差额外，计入当期损益；以历史成本计量的外币非货币性项目仍采用交易发生日的即期汇率折算，不改变其人民币金额；以公允价值计量的外币非货币性项目，采用公允价值确定日的即期汇率折算，差额计入当期损益或其他综合收益。\n\n# 2. 外币财务报表折算"} +{"pdf_name": "2533504_36.pdf", "language": "zh", "markdown": "资产负债表中的资产和负债项目，采用资产负债表日的即期汇率折算；所有者权益项目除“未分配利润”项目外，其他项目采用交易发生日的即期汇率折算；利润表中的收入和费用项目，采用交易发生日的即期汇率折算。按照上述折算产生的外币财务报表折算差额，计入其他综合收益。\n\n# (十) 金融工具\n\n# 1. 金融资产和金融负债的分类\n\n金融资产在初始确认时划分为以下四类：以公允价值计量且其变动计入当期损益的金融资产（包括交易性金融资产和在初始确认时指定为以公允价值计量且其变动计入当期损益的金融资产）、持有至到期投资、贷款和应收款项、可供出售金融资产。\n\n金融负债在初始确认时划分为以下两类：以公允价值计量且其变动计入当期损益的金融负债（包括交易性金融负债和在初始确认时指定为以公允价值计量且其变动计入当期损益的金融负债）、其他金融负债。\n\n# 2. 金融资产和金融负债的确认依据、计量方法和终止确认条件\n\n公司成为金融工具合同的一方时，确认一项金融资产或金融负债。初始确认金融资产或金融负债时，按照公允价值计量；对于以公允价值计量且其变动计入当期损益的金融资产和金融负债，相关交易费用直接计入当期损益；对于其他类别的金融资产或金融负债，相关交易费用计入初始确认金额。\n\n公司按照公允价值对金融资产进行后续计量，且不扣除将来处置该金融资产时可能发生的交易费用，但下列情况除外：(1) 持有至到期投资以及贷款和应收款项采用实际利率法，按摊余成本计量；(2) 在活跃市场中没有报价且其公允价值不能可靠计量的权益工具投资，以及与该权益工具挂钩并须通过交付该权益工具结算的衍生金融资产，按照成本计量。\n\n公司采用实际利率法，按摊余成本对金融负债进行后续计量，但下列情况除外：(1) 以公允价值计量且其变动计入当期损益的金融负债，按照公允价值计量，且不扣除将来结清金融负债时可能发生的交易费用；(2) 与在活跃市场中没有报价、公允价值不能可靠计量的权益工具挂钩并须通过交付该权益工具结算的衍生金融负债，按照成本计量；(3) 不属于指定为以公允价值计量且其变动计入当期损益的金融负债的财务担保合同，或没有指定为以公允价值计量且其变动计入当期损益并将以低于市场利率贷款的贷款承诺，在初始确认后按照下列两项金额之中的较高者进行后续计量：1) 按照《企业会计准则第13 号——或有事项》确定的金额；2) 初始确认金额扣除按照《企业会计准则第 14 号——收入》的原则确定的累积摊销额后的余额。\n\n金融资产或金融负债公允价值变动形成的利得或损失，除与套期保值有关外，按照如下方法处理：(1) 以公允价值计量且其变动计入当期损益的金融资产或金融负债公允价值变动形成的利得或损失，计入公允价值变动收益；在资产持有期间所取得的利息或现金股利，确认为投资收益；处置时，将实际收到的金额与初始入账金额之间的差额确认为投资收益，同时调整公允价值变动收益。(2) 可供出售金融资产的公允价值变动计入其他综合收益；持有期间按实际利率法计算的利息，计入投资收益；可供出售权益工具投资的现金股利，于被投资单位宣告发放股利时计入投资收益；处置时，将实际收到的金额与"} +{"pdf_name": "3416380_17.pdf", "language": "zh", "markdown": "三峡担保前身为重庆市三峡库区产业信用担保有限公司，成立于2006年4月，由重庆渝富资产经营管理集团有限公司（以下简称“渝富资管”）出资设立，初始注册资本5.00亿元。三峡担保2010年1月更名为重庆市三峡担保集团有限公司，2015年5月更名为重庆三峡担保集团股份有限公司，2018年6月变更为现名。2016年11月，三峡担保以资本公积5.85亿元和未分配利润4.65亿元，转增股本10.50亿元。2018年6月，渝富资管将持有三峡担保50%股权全部无偿划转给重庆渝富控股集团有限公司（以下简称“渝富控股”）。截至2019年4月30日，三峡担保注册资本及实收资本均为46.50亿元，控股股东为渝富控股，其持股比例为50.00%，实际控制人为重庆市国有资产监督管理委员会，三峡担保股权结构如表15所示。\n\n# 表 15 截至 2019 年 4 月 30 日三峡担保股权结构情况\n\n
股东名称出资额（万元）持股比例
重庆渝富控股集团有限公司232,500.0050.00%
三峡资本控股有限责任公司155,000.0033.33%
国开金融有限责任公司77,500.0016.67%
合计465,000.00100.00%
\n\n资料来源：三峡担保提供\n\n三峡担保主要从事担保、投资、委托贷款和小额贷款等四大业务。担保业务收入为三峡担保最重要收入来源，2018年已赚担保费、投资收益、利息净收入分别占营业收入的52.41%、23.61%和18.02%。受担保业务收入下滑的影响，2018年三峡担保实现营业收入11.39亿元，同比下降7.98%；其中，已赚担保费5.97亿元，同比下降19.48%。三峡担保投资收益主要来自可供出售金融资产持有期间取得的投资收益，2018年实现投资收益2.69亿元，同比增长40.63%。三峡担保利息收入主要来源于委托贷款、小额贷款和存款利息收入，2018年三峡担保实现利息净收入2.05亿元，同比下降1.2%。受借款类担保和保本基金担保规模下降的影响，三峡担保的担保业务规模有所下降，2018年当期担保发生额为279.86亿元，同比下降7.92%；截至2018年末，担保余额为807.17亿元，同比下降14.04%；融资担保责任余额为471.99亿元，融资担保净资产放大倍数为8.92倍。\n\n三峡担保风险准备金计提充分，截至2018年末担保风险准备金余额为28.72亿元，同比增长7.96%；拨备覆盖率293.50%，同比提升18.52个百分点；准备金覆盖率为6.08%。代偿方面，得益于业务结构的调整，近年三峡担保担保代偿情况有所好转，2018年当期担保代偿额4.44亿元，同比下降14.64%；当期担保代偿率��1.08%，同比下降0.08个百分点；2018年末累计担保代偿率为1.43%，同比下降0.09个百分点。同时中证鹏元也关注到三峡担保营业收入和盈利规模继续下滑，代偿规模仍较大，担保业务行业和客户集中度较高，委托贷款和小额贷款仍存在一定回收风险等风险因素。"} +{"pdf_name": "3416380_18.pdf", "language": "zh", "markdown": "截至2018年12月31日，三峡担保资产总额为117.00亿元，所有者权益合计为68.65亿元；2018年度，三峡担保实现营业收入11.39亿元，利润总额3.49亿元。\n\n# 表 16 三峡担保主要财务数据（单位：万元）\n\n
项目2018 年2017 年2016 年
总资产1,170,048.191,231,190.511,112,662.33
所有者权益合计686,503.67661,430.73645,880.57
现金类资产149,806.92201,917.41197,086.14
营业收入113,903.27123,776.37149,555.53
已赚担保费59,693.6274,138.8799,012.31
利息净收入20,520.1620,768.3722,460.46
投资收益26,896.3019,125.1024,165.13
利润总额34,934.9748,870.9272,959.24
净资产收益率4.46%6.12%9.60%
担保余额*8,071,721.269,389,829.5810,844,110.33
融资担保责任余额*4,719,862.322,532,665.803,262,135.72
当期担保发生额*2,798,614.213,039,484.486,047,279.67
拨备覆盖率*293.50%274.98%256.28%
准备金覆盖率*6.08%10.50%7.51%
融资担保放大倍数*8.924.535.93
当期担保代偿率*1.08%1.16%2.14%
累计代偿回收率*53.91%44.23%44.78%
\n\n注：（1）“\\*”表示数据为母公司口径。（2）2016 年财务数据采用 2017 年审计报告期初数。（3）融资担保责任余额和融资担保放大倍数 2016-2017 年根据重庆市金融工作办公室出具的《关于重庆三峡担保集团股份有限公司相关请示的复函》计算，2018 年根据《融资担保公司监督管理条例》及配套制度计算。\n\n资料来源：三峡担保 2017-2018 年审计报告以及三峡担保提供，中证鹏元整理\n\n经中证鹏元综合评定，三峡担保主体长期信用等级为AAA，其提供的全额无条件不可撤销连带责任保证担保能有效提升本期债券的安全性。\n\n# 七、其他事项分析\n\n# （一）过往债务履约情况\n\n根据公司提供的企业信用报告，从2016年1月1日至报告查询日（2019年4月17日），公司本部不存在未结清不良类信贷记录，各项债务融资工具均按时偿付利息，无到期未偿付或逾期偿付情况。\n\n# （二）或有事项分析"} +{"pdf_name": "3018754_6.pdf", "language": "zh", "markdown": "集成灶的结构设计仍有改善空间。此外，有 13%的消费者遇到过漏油、面板失灵等故障发生，反映出一些品牌的产品质量不过关。值得注意的是，各个缺点的支持率相对较低，分布较为分散。\n\n图 9：集成灶优点前三位\n\n资料来源：产业调研，安信证券研究中心\n\n图 10：集成灶缺点集中度相对较低\n\n资料来源：产业调研，安信证券研究中心\n\n图 11：集成灶外观时尚，令厨房更加美观\n\n资料来源：腾讯家居"} +{"pdf_name": "3018754_7.pdf", "language": "zh", "markdown": "# 7. 爆炸事故=安全性无保障？\n\n爆炸事故负面影响有限。集成灶自面市起，产品经历了数次更新换代。第一代深井式集成灶由于结构设计问题，问世以来，曾发生过数起爆炸事故，其他原因导致的集成灶爆炸也有前例，这些在新闻中均有据可查。为了探究爆炸事故对于消费者心理及消费意愿的影响，我们对此进行了调查。结果显示，高达 70%的消费者并没有听说过爆炸事故（见图 12）。而在听闻过爆炸事故的消费者中，有 56%的人认为爆炸事故是由于人为使用不当造成，并非产品自身问题。由此可见，尽管爆炸事故后果严重，但实际负面影响十分有限。当然，集成灶企业仍应充分重视产品的安全保障，力求减少事故发生的概率。\n\n图 12：绝大多数消费者没有关注爆炸新闻\n\n资料来源：产业调研，安信证券研究中心\n\n样本局限性：样本容量较小，且受限于调查者可获取的调查渠道，存在样本偏差。\n\n# 8. 投资建议与风险提示\n\n由于领军企业近年来的持续推广，消费���对于集成灶的认知度不断提升，我们认为其行业将迎来高速发展。根据浙江美大 2016 年年报，未来集成灶行业年增速维持在 30%-50%。目前，集成灶市场份额不到 5%，尚处于较低水平，未来仍有较大提升空间。龙头企业将受益于行业规模的扩张及集中度的上升，业绩增长有望加速。\n\n我们推荐集成灶行业中的龙头浙江美大。作为国内集成灶的开创者，美大将受益行业的高速发展，自身品牌和渠道建设也将助力公司巩固既有优势，加之美大积极拓展主营产品种类，我们认为公司业绩高增长有望延续。我们预计美大 2017 年-2019 年 EPS 分别为 0.45/0.64/0.89元；考虑三四线地产热销将滞后提振美大业绩，维持买入-A 的投资评级，6 个月目标价为 19.20元，对应 2018 年 30 倍的动态市盈率。个股风险提示：竞争格局恶化，三四线地产大幅下滑。\n\n表 13：推荐个股盈利预测及估值\n\n
证券简称板块EPSPE评级净利润（亿元）股本 \n（亿）股价 \n（元）
20162017E2018E20162017E2018E20162017E2018E
浙江美大厨电0.310.450.6450.735.024.6买入-A2.02.94.16.4615.73
\n\n资料来源：wind，安信证券研究中心 注：收盘价取 2017-8-25\n\n# 风险提示\n\n1. 样本数据存在局限性\n\n2. 集成灶行业竞争格局恶化。\n\n3. 原材料价格上涨。"} +{"pdf_name": "1995457_12.pdf", "language": "zh", "markdown": " 轨交建设：上半年经济下行压力仍然较大，基建投资成为稳定经济增长的中流砥柱；政策规划密集出台，降轨交建设门槛，三年交通计划出台，列入 2016-2018重点推进轨交项目投资额 1.65 万亿；\n\n PPP：2016 年进入 PPP 发展大年，行业内许多公司的 PPP 订单出现爆发式增长，目前，第三批 PPP 示范项目正在积极筹备当中，PPP 顶层设计也被提上日程，未来 PPP 将激活更多民间资本参与到建筑领域，尤其是随着 PPP 向园林工程领域覆盖，将带动园林行业景气度的提升；\n\n 国企改革：上半年国企改革降本增效初见成效，但仍有较大的放利空间。建筑行业内国企/央企竞争力普遍强于民营企业，但受制于体制，未能充分发挥潜能，随着国改步伐加快，以国企/央企为代表的企业未来增长空间值得期待。\n\n# 化工：行业延续复苏，投资精选周期，分享成长盛宴\n\n# 1、上半年行业经营情况：收入利润双升\n\n230 家上市公司，收入为 4650 亿元，同比增长 7.7%，扭转了 2015 年下滑局面（2015年收入下降了 5%，由于油价下跌带来的影响）。业绩为 215 亿元，增长 23.9%，延续了 2015 年的增长态势。\n\n# 收入增长动因：\n\n1.产品价格上涨：部分周期性子行业景气改善！由于市场竞争、环保趋严，行业产能增势放缓，供给阶段性紧张，部分产品价格上涨，如粘胶短纤、涤纶、钛白粉、PVC、MDI 等。\n\n2.销量增加：2016 年上半年 GDP 增长 6.7%，化工作为国民经济中游行业，需求随经济增长而增加，尤其是上半年房地产（去库存，商品房销售面积增速 28%）、汽车（产量增 6%）等下游行业恢复性增长。\n\n3.贸易旺盛:部分复合肥公司、国有企业利用较强的资金优势，进行了大量的化工品贸易，导致贸易收入大幅增长。（美化利润表）\n\n# 利润增长原因：\n\n1.收入增长：主要原因已经分析。\n\n2.费用率下降：2016H1 行业期间费用率为 12.5%，同比下降 0.1 个百分点，分项来看，销售费用、管理费用率略有持平或增加，而国内多次降息，企业财务费用率下降了 0.5个百分点。\n\n3.毛利率提升：2016H1 毛利率为 19.02%，提升了 1.27 个百分点。由于油价上涨，产品涨价；转型升级显成效，高附加值产品占比增加。\n\n4.投资收益好：2016H1 行业投资净收益增长幅度大，同比增长 65%，主要来自于减持股权收益等，不可持续。\n\n# 2、上半年子行业盈利情况：分化明显\n\n18 个子行业，13 个子行业收入增长，而只有 8 个子行业实现了业绩增长。"} +{"pdf_name": "1995457_13.pdf", "language": "zh", "markdown": "收入领涨板块：橡胶制品、涂料、氯碱、钾肥、日化品、粘胶短纤、氟化工等。主要由于：1.橡胶、涂料驱动力为下游汽车、地产复苏，销量增长，以及贸易额增加；2.氯碱、粘胶短纤、涤纶为供需改善，产品涨价；3.钾肥、塑料来自于销量增加。\n\n收入下滑���块：氮肥、氨纶、纺织化学品、民爆、复合肥。主要原因均为供需恶化，竞争激烈，产品价格下跌，当然，复合肥收入下降另一个影响因素为恢复征收增值税。\n\n业绩领涨板块：氯碱、粘胶短纤、氟化工中的六氟磷酸锂（新能源汽车板块）均因为需求向好，而环保或产能周期导致供给紧张。1.氯碱——环保严格，PVC 供给减少，房地产行业复苏，PVC 需求向好，产品涨价，毛利率提升；2.粘胶短纤——人民币贬值，出口大增，2016H1 出口 17.3 万吨，增幅 44.6%，内需增长，而产能没有增加，供给紧张，价格上涨；3.氟化工——主要因为多氟多产品六氟磷酸锂量价齐升；4.橡胶制品——原料橡胶价格较低，部分轮胎公司毛利率提升，销量增加。\n\n业绩下降板块：氮肥、氨纶、民爆、农药均因为供给过剩，消费低迷，价格下跌所致。盈利能力情况：18 个子行业，10 个子行业毛利率提高。主要是由于价格变动的关系！\n\n毛利率提高子行业：氟化工（六氟）、氯碱、钾肥、塑料、粘胶、涤纶等，和供求改善，产品价格上涨关系密切。\n\n毛利率领降子行业：氨纶、涂料、纺织化学品、民爆、氮肥等。\n\n# 上半年经营情况总结：\n\n化工行业当前和未来将进入产业结构调整阶段，行业进入良性发展阶段，主要驱动力来自于两个层面：1.经过过去几年的产能扩张周期，行业供给过剩，竞争激烈，企业微利或亏损，转向理性投资，行业扩张速度明显放缓；2.环保愈来愈严格，中小企业无法承担环保改造成本，被迫退出，优胜劣汰，行业集中度得以提高，供给出现收缩或放缓。\n\n2016 年上半年部分子行业景气高升，价格上涨，带来整体盈利保持 20%以上增长。同时，着重要指出的是国家提倡产业升级，行业纷纷进行转型，开发新的商业模式，并加大技术创新和产业变革，提高了精细化工和新材料比例，带来盈利能力提升，而导致利润增速超越收入增速。\n\n# 3、未来投资——紧盯景气改善的子行业，优选成长\n\n周期性子行业：侧重选择高景气持续或预期行业复苏的子行业，重点推荐：\n\n1.粘胶短纤、钛白粉、异氰酸酯。我们年初就提出，粘胶短纤产能延缓，消费升级，行业迎来长达 2-3 年的景气周期，直到 2018 年之前仍可保持高景气，标的主要为三友化工、中泰化学等；\n\n2.钛白粉和粘胶短纤的推荐类似，出口情况好，国内产能无新增。标的有佰利联等；\n\n3.异氰酸酯（MDI、TDI）行业向好主要受地产、汽车产业拉动，行业扩产低增速，而行业集中度比较高，供求秩序较好，行业有望继续景气。标的有万华化学、ST 沧大。\n\n4.偏左侧的子行业有草甘膦，产品价格跌无可跌，环保会带来供给收缩，长期看价格会上涨。标的有江山股份、新安股份等。\n\n新兴成长行业：涵盖转型类和新材料，成长增量来自于进口替代、新经济（即技术和模式更新）。"} +{"pdf_name": "11691270_41.pdf", "language": "zh", "markdown": "# CORPORATE GOVERNANCE PRACTICES\n\nThe Directors believe that good corporate governance is an essential element in enhancing the confidence of shareholders, investors, employees, business partners and the community as a whole and also the performance of the Group. The board of Directors of the Company (the “Board”) reviews the corporate governance structure and practices from time to time and makes necessary arrangements to ensure business activities and decision making processes are made in a proper and prudent manner.\n\nIn the opinion of the Directors, the Company has complied with all the applicable code provisions of the Corporate Governance Code (the “Code”) as set out in Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) for the year ended 31 December 2017, except for the deviations as disclosed in this report.\n\n# DIRECTORS’ SECURITIES TRANSACTIONS\n\nThe Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) set out in Appendix 10 of the Listing Rules as its code of conduct for dealings in securities of the Company by the Directors. Having made specific enquiry of all Directors, all Directors confirmed that they have complied with the required standard set out in the Model Code throughout the year.\n\n# BOARD OF DIRECTORS\n\nThe Directors of the Company during the year and up to the date of this report were:\n\n# Executive Directors\n\nMr. CHAN Shing (Chairman and Managing Director)\n\nMr. SIT Hoi Tung (Deputy General Manager)\n\nMs. CHEUNG Kwan\n\nMr. KWOK Wai Lam\n\nMr. SHAM Kai Man\n\nMr. WEI Jiafu (removed on 9 June 2017)\n\n# Independent Non-Executive Directors\n\nMr. CUI Shu Ming\n\nMr. CHAN Ming Fai\n\nMr. TSANG Kwok Wa (appointed on 2 June 2017)\n\nMr. CHEUNG Sing Din (appointed on 2 June 2017)\n\nMr. HUANG Shenglan\n\n(re-designated as Non-Executive Director on 3 March 2017)\n\n企業管治常規\n\n董事相信，優秀的企業管治是對加強股東、投資者、員工、業務夥伴及公眾人士對公司的信心及提升集團表現的重要元素。本公司董事局（「董事局」）不時審閱企業管治架構及措施，確保業務及決策過程適當及審慎地進行。\n\n除本報告所述有關偏離外，董事認為，本公司於截至二零一七年十二月三十一日止年度內一直遵守香港聯合交易所有限公司證券上市規則（「上市規則」）附錄十四所載企業管治守則（「守則」）所有適用守則條文。\n\n董事的證券交易\n\n本公司採納上市規則附錄十所載上市發行人董事進行證券交易的標準守則（「標準守則」）為本公司之董事證券交易行為守則。在向所有董事作出特定查詢後，所有董事均確認彼等於年度內已遵守標準守則所載之規定標準。\n\n董事局\n\n本年度內及至本報告日期，本公司董事包括：\n\n執行董事\n\n陳城先生（主席兼董事總經理）\n\n薛海東先生（副總經理）\n\n張軍女士\n\n郭偉霖先生\n\n岑啟文先生\n\n魏家福先生（於二零一七年六月九日被罷免）\n\n獨立非執行董事\n\n崔書明先生\n\n陳明輝先生\n\n曾國華先生（於二零一七年六月二日獲委任）\n\n張聖典先生（於二零一七年六月二日獲委任）\n\n黃勝藍先生\n\n（於二零一七年三月三日調任為非執行董事）"} +{"pdf_name": "11691270_42.pdf", "language": "zh", "markdown": "# BOARD OF DIRECTORS (continued)\n\nFollowing the re-designation of Mr. HUANG Shenglan as a Non-Executive Director with effect from 3 March 2017, the Company was temporarily not compliant with Rule 3.10(1), Rule 3.10A and Rule 3.21 of the Listing Rules. The Company has subsequently on 2 June 2017 appointed Mr. TSANG Kwok Wa and Mr. CHEUNG Sing Din as Independent Non-Executive Directors and members of the Audit Committee of the Company.\n\nAs at the date of this report, the Board comprised ten Directors, five of whom are Executive Directors (including the Chairman), four of whom are Independent Non-Executive Directors and one of whom is Non-Executive Director. Details of backgrounds and qualifications of each Director are set out in the section headed “Biographies of Directors” of this annual report. The Company has arranged appropriate insurance cover in respect of legal actions against the Directors.\n\nThe Board is responsible for the overall strategic development of the Group and determining policies and practices on the Company’s corporate governance. It also monitors the financial performance and the internal controls of the Group’s business operations. Executive Directors are responsible for running the Group and executing the strategies adopted by the Board. The day-to-day running of the Company is delegated to the management with department heads responsible for different aspects of the businesses/functions.\n\nThe Non-Executive Directors (including the Independent Non-Executive Directors) serve the relevant function of bringing independent judgement on the development, performance and risk management of the Group through their contributions in board meetings.\n\nThe Board considers that each Independent Non-Executive Director of the Company is independent in character and judgement. The Company has received from each Independent Non-executive Director a written confirmation of his independence pursuant to Rule 3.13 of the Listing Rules.\n\n董事局（續）\n\n繼黃勝藍先生於二零一七年三月三日調任為非執行董事後，本公司曾短時間內未能符合上市規則第3.10(1)條、第3.10A條及第3.21條之規定。本公司期後已於二零一七年六月二日委任曾國華先生及張聖典先生為本公司獨立非執行董事及審核委員會委員。\n\n於本報告日期，董事局由十名董事組成，五名執行董事（包括主席）、四名獨立非執行董事及一名非執行董事。有關各董事之背景及資歷於本年報標題為「董事簡歷」一節中載述。本公司已向董事提供適當的法律訴訟保險安排。\n\n董事局負責本集團的整體發展策略及釐定本公司企業管治政策及常規，並同時監察集團財務表現及業務營運之內部監控。執行董事負責集團之運作及執行董事局採納之政策。本公司日常營運則授權管理層管理，各部門主管負責不同範疇之業務╱職能。\n\n非執行董事（包括獨立非執行董事）擔當相關職能，透過參與董事局會議為董事局在集團發展、表現及風險管理方面給予獨立意見。\n\n董事局認為各獨立非執行董事之行動及判斷均屬獨立。本公司已接獲各獨立非執行董事之確認書，確認彼等符合上市規則第3.13條所載有關獨立性之規定。"} +{"pdf_name": "2881543_16.pdf", "language": "zh", "markdown": "在银行授信方面，截至 2018 年 3 月末，公司控股股东河南能源获得 2,259.60 亿元的综合授信额度2，其中尚未使用的额度为 925.67 亿元。此外，截至 2018 年 3 月末，河南能源签订的债转股框架协议涉及金额 475 亿元，已到位 130 亿元，其中公司已收到 90 亿元，有效缓解了自身的资金压力。\n\n# 过往债务履约情况\n\n根据公司提供的资料显示，公司近三年借款能够到期还本按期付息，未出现延迟支付债务本金及其利息的情况。\n\n债务融资工具方面，截至报告出具日，公司已发行的债务融资工具均能按期支付本息。\n\n# 结论\n\n综上所述，中诚信国际评定“永城煤电控股集团有限公司 2018 年度第一期短期融资券”的债项信用等级为 A-1。\n\n---\n\n2根据河南能源文件规定，银行借款实行“总额授信、个体分贷”原则，由银行统一对河南能源确定信贷总额、进行授信。河南能源根据所属各单位的生产经营及项目建设情况，分别核定资金定额、向银行借贷资金。"} +{"pdf_name": "2881543_17.pdf", "language": "zh", "markdown": "# 中诚信国际关于永城煤电控股集团有限公司 2018 年度第一期短期融资券的跟踪评级安排\n\n根据国际惯例和主管部门的要求，我公司将在本期融资券的存续期内对本期融资券每半年进行定期跟踪评级或不定期跟踪评级。\n\n我公司将在融资券的存续期内对其风险程度进行全程跟踪监测。我公司将密切关注发行主体公布的季度报告、年度报告及相关信息。如发行主体发生可能影响信用等级的重大事件，应及时通知我公司，并提供相关资料，我公司将就该事项进行实地调查或电话访谈，及时对该事项进行分析，确定是否要对信用等级进行调整，并在中诚信国际公司网站对外公布。\n\n中诚信国际信用评级有限责任公司\n\n2018 年 5 月 18 日"} +{"pdf_name": "1862816_2.pdf", "language": "zh", "markdown": "# 投资评级说明\n\n# 1、行业评级\n\n
看好：我们预计未来 6 个月内，行业整体回报高于市场整体水平 5%以上；
中性：我们预计未来 6 个月内，行业整体回报介于市场整体水平－5%与 5%之间；
看淡：我们预计未来 6 个月内，行业整体回报低于市场整体水平 5%以下。
\n\n# 2、公司评级\n\n
买入：我们预计未来 6 个月内，个股相对大盘涨幅在 15%以上；
增持：我们预计未来 6 个月内，个股相对大盘涨幅介于 5%与 15%之间；
持有：我们预计未来 6 个月内，个股相对大盘涨幅介于-5%与 5%之间；
减持：我们预计未来 6 个月内，个股相对大盘涨幅介于-5%与-15%之间；
\n\n# 销 售 团 队\n\n
职务姓名手机邮箱
销售负责人王方群13810908467wanf@tgqp.yzqcom
北京销售总监王均丽13910596682wangjl@tpyzq.com
北京销售成小勇18519233712chentgx@.ypyzqcom
北京销售李英文18910735258liyw@tpyzq.com
北京销售张小永18511833248zxy_lmm@126.com
北京销售袁进15715268999yuanjin@tpyzq.com
上海销售副总监陈辉弥13564966111chenhm@tpyzq.com
上海销售李洋洋18616341722li@yangyantgpyzq.com
上海销售张梦莹18605881577zhantgm@.ypyzqcom
上海销售洪绚13916720672hongxuan@tpyzq.com
上海销售沈颖13636356209sheniyn@tgp.yzqcom
上海销售宋悦13764661684songyue@tpyzq.com
广深销售副总监杨帆13925264660yanf@tgp.yzqcom
深圳销售查方龙18520786811zhafanl6gon@12g.com
深圳销售张卓粤13554982912zhantgz@.ypyzqcom
深圳销售王佳美18271801566wangjm@tpyzq.com
深圳销售胡博涵18566223256hubh@tpyzq.com
"} +{"pdf_name": "1862816_3.pdf", "language": "zh", "markdown": "研究院\n\n中国北京 100044\n\n北京市西城区北展北街九号\n\n华远·企业号 D 座\n\n电话： (8610)88321761\n\n传真： (8610) 88321566\n\n# 重要声明\n\n太平洋证券股份有限公司具有证券投资咨询业务资格，经营证券业务许可证编号 13480000。\n\n本报告信息均来源于公开资料，我公司对这些信息的准确性和完整性不作任何保证。负责准备本报告以及撰写本报告的所有研究分析师或工作人员在此保证，本研究报告中关于任何发行商或证券所发表的观点均如实反映分析人员的个人观点。报告中的内容和意见仅供参考，并不构成对所述证券买卖的出价或询价。我公司及其雇员对使用本报告及其内容所引发的任何直接或间接损失概不负责。我公司或关联机构可能会持有报告中所提到的公司所发行的证券头寸并进行交易，还可能为这些公司提供或争取提供投资银行业务服务。本报告版权归太平洋证券股份有限公司所有，未经书面许可任何机构和个人不得以任何形式翻版、复制、刊登。任何人使用本报告，视为同意以上声明。"} +{"pdf_name": "2133321_166.pdf", "language": "zh", "markdown": "# 第十章 信息披露\n\n发行人将严格按照中国人民银行《银行间债券市场非金融企业债务融资工具管理办法》及中国银行间市场交易商协会《银行间债券市场非金融企业债务融资工具信息披露规则》等文件的相关规定，进行本期中期票据存续期间各类财务报表、审计报告、可能影响本期中期票据投资者实现其中期票据兑付的重大事项以及本期中期票据本息兑付相关的披露工作。\n\n# 一、本次发行相关文件\n\n发行人将严格按照中国银行间市场交易商协会的相关规定，在本期中期票据发行日 5 个工作日前，通过中国货币网和上海清算所网站定期披露以下信息：\n\n（一）福州城市建设投资集团有限公司 2015 年度第二期中期票据募集说明书；\n\n（二）福州城市建设投资集团有限公司 2015 年度第二期中期票据发行公告；\n\n（三）福州城市建设投资集团有限公司主体信用评级报告及跟踪评级安排、福州城市建设投资集团有限公司 2015 年度第二期中期票据债项信用评级报告及跟踪评级安排；\n\n（四）福州城市建设投资集团有限公司 2015 年度第二期中期票据法律意见书；\n\n（五）发行人 2012 年-2014 年经审计的合并及母公司财务报告、未经审计的2015 年二季度合并及母公司财务报表；\n\n（六）中国银行间市场交易商协会要求披露的其他文件。\n\n# 二、定期财务报告\n\n发行人将严格按照中国银行间市场交易商协会的相关规定，在中期票据存续期间，通过中国货币网和上海清算所网站定期披露以下信息：\n\n（一）每年4月30日以前，披露经注册会计师审计的年度财务报表和审计报告，包括审计意见全文、经审计的资产负债表、损益表、现金流量表和会计报表附注；\n\n（二）每年8月31日以前，披露本年度上半年的资产负债表、利润表和现金流量表；\n\n（三）每年4月30日和10月31日以前，披露本年度第一季度和第三季度的资产负债表、利润表和现金流量表。"} +{"pdf_name": "2133321_167.pdf", "language": "zh", "markdown": "第一季度信息披露时间将不早于上一年度信息披露时间。\n\n发行人承诺披露时间不晚于发行人在证券交易所、指定媒体或其他场合向市场公开披露的时间。\n\n# 三、重大事项\n\n发行人将严格按照中国银行间市场交易商协会的相关规定，在中期票据存续期间，及时向市场公开披露可能影响中期票据投资人实现其债权的所有重大事项：\n\n（一） 企业经营方针和经营范围的重大变化；\n\n（二） 企业生产经营外部条件发生的重大变化；\n\n（三） 企业涉及可能对其资产、负债、权益和经营成果产生重要影响的重大合同；\n\n（四）企业发生可能影响其偿债能力的资产抵押、质押、出售、转让、划转或报废；\n\n（五）企业发生未能清偿到期重大债务的违约情况；\n\n（六）企业发生大额赔偿责任或因赔偿责任影响正常生产经营且难以消除的；\n\n（七）企业发生超过净资产 10%以上的重大亏损或重大损失；\n\n（八）企业一次免除他人债务超过一定金额，可能影响其偿债能力的；\n\n（九）企业三分之一以上董事、三分之二以上监事、董事长或者总经理发生变动；董事长或者总经理无法履行职责；\n\n（十）企业做出减资、合并、分立、解散及申请破产的决定，或者依法进入破产程序、被责令关闭；\n\n（十一）企业涉及需要说明的市场传闻；\n\n（十二）企业涉及重大诉讼、仲裁事项；\n\n（十三）企业涉嫌违法违规被有权机关调查，或者受到刑事处罚、重大行政处罚；企业董事、监事、高级管理人员涉嫌违法违纪被有权机关调查或者采取强制措施；\n\n（十四）企业发生可能影响其偿债能力的资产被查封、扣押或冻结的情况；企业主要或者全部业务陷入停顿，可能影响其偿债能力的；\n\n（十五）企业对外提供重大担保。\n\n# 四、本息兑付\n\n发行人将在本期中期票据本息兑付日前5个工作日，通过中国货币网和上海清算所网站公布本金兑付、付息事项。"} +{"pdf_name": "20796295_143.pdf", "language": "zh", "markdown": "# 9. OTHER INCOME\n\n9. 其他收益\n\n
2018 \n二零一八年2017\n二零一七年
HK$’000 \n港幣千元HK$’000\n港幣千元
Design fee income 設計費收入3436
Insurance claim received 已收保險索賠–419
Interest income 利息收入827395
Net foreign exchange gains 外匯收益淨額–573
Reversal of allowance for receivables 應收賬款撥備撥回551,233
Reversal of provision for 僱員福利責任撥備撥回\nemployee benefit obligations–348
Government grants (note) 政府補助（附註）1,123543
Sundry income 雜項收入568779
2,6074,326
\n\nNote: Government grants were received as refund of value-added tax and export duty. There are no unfulfilled conditions or contingencies attached to the grants.\n\n附註： 已收取政府補助為增值稅及出口關稅之退款。該等補助並無附帶未達成條件或或然事項。"} +{"pdf_name": "20796295_144.pdf", "language": "zh", "markdown": "# 10. SEGMENT INFORMATION\n\nThe Group has three operating segments as follows:\n\n
Swimwear and garment – Manufacturing and trading \nof swimwear and garment \nproducts
Trading and on-line \nshopping related– Trading and provision of on-line \nshopping and media related \nservices
Money lending– Money lending business
\n\nThe Group’s reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies.\n\nThe accounting policies of the operating segments are the same as those described in note 4 to the consolidated financial statements. Segment profits or losses do not include other income, finance costs, impairment of goodwill, impairment of available-for-sale financial assets and corporate administrative and other operating expenses. Segment assets do not include club debenture, goodwill and other assets for general administrative use. Segment liabilities do not include loan from a related company and other liabilities for general administrative use.\n\n10. 分部資料\n\n下列為本集團三個經營分部：\n\n
泳裝及服裝– 生產及買賣泳裝\n及服裝產品
貿易及網上\n購物相關– 貿易及提供網上\n購物及媒體\n相關服務
借貸– 借貸業務
\n\n本集團之可報告分部乃提供不同產品及服務之策略性業務單位。由於各項業務要求不同之技術及市場策略，因此分開獨立管理。\n\n經營分部之會計政策與綜合財務報表附註4所述者相同。分部溢利或虧損並不包括其他收益、財務成本、商譽減值、可供出售金融資產減值及企業行政及其他經營費用。分部資產並不包括會所債券，商譽及其他供一般行政使用之資產。分部負債並不包括來自一間關連公司之貸款及其他供一般行政使用之負債。"} +{"pdf_name": "20791503_349.pdf", "language": "zh", "markdown": "
递延所得税资产项目2017 年 12 月 31 日2016 年 12 月 31 日2015 年 12 月 31 日
递延所得\n税资产可抵扣暂时\n性差异递延所得税\n资产可抵扣暂时\n性差异递延所得\n税资产可抵扣暂时\n性差异
的所得税影响
固定资产减值准备的所得税影响--36.58243.8610.1467.59
按照同一控制下企业合并持续计\n量原则，形成的无形资产折旧差额\n的所得税影响157.271,048.45160.921,072.79153.831,025.53
无形资产减值准备的所得税影响19.88132.5019.88132.519.88132.5
预提费用的所得税影响16.81112.0843.88292.5254.58363.85
未弥补亏损的所得税影响215.36861.46429.051,716.22429.201,716.79
政府补助的所得税影响7.1647.718.7958.6110.4369.52
未实现利润的所得税影响3.5623.7235.8238.6519.68131.17
合 计810.654,707.691,100.896,119.91905.494,863.56
\n\n报告期各期末，公司递延所得税资产分别为 1,100.89 万元、1,036.57 万元和810.65 万元，占各期末非流动资产的比重分别为 1.58%、1.99%、1.43%。公司递延所得税资产主要为各类资产计提的坏账准备或减值准备引起的可抵扣暂时性差异、未弥补亏损以及投入安华实业的资产账面价值低于计税基础引起的可抵扣暂时性差异。\n\n固定资产增值已纳税增值额的所得税影响与无形资产增值已纳税增值额的所得税影响主要系 2015 年 10 月，飞翔股份将安华业务相关资产评估增值后出资安华实业，并相应的交纳了企业所得税。安华实业以评估增值后的资产价值作为计税依据，并可以在以后期间按照资产的折旧进度进行税前抵扣。公司在编制合并财务报表时，安华实业的资产负债按在飞翔股份的原始账面价值进行持续计量，因此安华实业的资产负债在合并报表确认的价值与计税基础之间的差额形成了递延所得税资产。\n\n固定资产减值准备的所得税影响主要系公司对期末转入固定资产清理但尚未按照公司内部流程清理完毕的设备进行了检查，针对这些设备的可收回金额低于其账面价值部分，公司基于谨慎性计提了相应减值损失，导致 2016 年可抵扣暂时性差异增加。\n\n未弥补亏损的所得税影响主要系公司子公司南通博亿 2015 年及以前年度的亏损所致。\n\n# 4、资产减值准备计提情况\n\n报告期各期末，公司资产减值准备的计提情况如下："} +{"pdf_name": "20791503_350.pdf", "language": "zh", "markdown": "单位：万元\n\n
项 目2017 年 12 月 31 日2016 年 12 月 31 日2015 年 12 月 31 日
坏账准备1,265.841,149.99802.3
存货跌价准备143.06203.7932.02
固定资产减值准备-243.8667.59
无形资产减值准备132.50132.50132.50
合 计1,541.401,730.141,034.41
\n\n公司计提的资产减值准备主要为应收款项、其他应收款及存货的减值准备。2016 年度，公司计提固定资产减值准备 243.86 万元，主要系公司对期末转入固定资产清理尚未按照公司内部流程清理完毕的设备进行了检查，针对这些设备的可收回金额低于其账面价值部分，公司基于谨慎性计提了相应减值损失；2017年度，公司对上述计提减值准备的固定资产进行了处置，固定资产减值准备相应转销。\n\n2014 年度，公司计提无形资产资产减值损失 132.50 万元，详见本节之“一、财务状况分析”之“（一）资产状况分析”之“3、非流动资产构成及其变化分析”之“（3）无形资产”。报告期内，公司无形资产未再发生减值情形，且前述计提减值的无形资产正常使用，因而报告期各期末，发行人无形资产减值准备均为 132.50 万元。\n\n# （二）负债状况分析\n\n# 1、负债结构情况分析\n\n报告期各期末，公司的负债结构如下表所示：\n\n单位：万元\n\n
项 目2017 年 12 月 31 日2016 年 12 月 31 日2015 年 12 月 31 日
金额占比金额占比金额占比
流动负债：
短期借款11,552.3042.01%16,906.7649.35%19,500.0054.65%
应付票据508.591.85%293.340.86%595.081.67%
应付账款10,268.5937.34%13,276.6738.75%10,634.3929.80%
预收款项326.211.19%617.551.80%108.440.30%
应付职工薪酬1,584.225.76%1,386.734.05%1,295.963.63%
应交税费999.943.64%554.561.62%1,046.292.93%
应付利息15.210.06%29.120.08%27.030.08%
其他应付款112.970.41%87.510.26%869.52.44%
一年内到期的非\n流动负债------
"} +{"pdf_name": "20741151_101.pdf", "language": "zh", "markdown": "# 生成器模式\n\n亦称：建造者模式、Builder\n\n生成器是一种创建型设计模式，　使你能够分步骤创建复杂对象。　该模式允许你使用相同的创建　代码生成不同类型和形式的对象。"} +{"pdf_name": "20741151_102.pdf", "language": "zh", "markdown": "# 问题\n\n假设有这样一个复杂对象，在对其进行构造时需要对诸多成员变量和嵌套对象进行繁复的初始化工作。这些初始化代码通常深藏于一个包含众多参数且让人基本看不懂的构造函数中；甚至还有更糟糕的情况，那就是这些代码散落在客户端代码的多个位置。\n\n如果为每种可能的对象都创建一个子类，这可能会导致程序变得过于复杂。\n\n例如，我们来思考如何创建一个 房屋 House 对象。建造一栋简单的房屋，首先你需要建造四面墙和地板，安装房门和一套窗户，然后再建造一个屋顶。但是如果你想要一栋更宽敞更明亮的房屋，还要有院子和其他设施（例如暖气、排水和供电设备），那又该怎么办呢？"} +{"pdf_name": "20794698_153.pdf", "language": "zh", "markdown": "的事项，经有权机构批准后方能生效。\n\n3、债券持有人会议根据债券持有人会议规则审议通过的决议，对所有债券持有人（包括所有出席会议、未出席会议、反对决议或放弃投票权的债券持有人，以及在相关决议通过后受让本次债券的持有人）均有同等约束力。\n\n4、债券持有人会议规则在发行人本次债券债权初始登记日起生效。投资者认购发行人发行的本次债券视为同意发行人和债券受托管理人签署的《债券受托管理协议》，接受其中指定的债券受托管理人，并视为同意债券持有人会议规则。\n\n5、债券持有人认购或购买或以其他合法方式取得本次公司债券之行为视为同意并接受债券持有人会议规则的约束。"} +{"pdf_name": "20794698_154.pdf", "language": "zh", "markdown": "# 第九节 债券受托管理人\n\n为保证全体债券持有人的最大利益，按照《公司法》、《证券法》、《中华人民共和国合同法》以及《管理办法》等有关法律法规和部门规章的规定，发行人聘请国信证券股份有限公司作为本次债券的债券受托管理人，并签订了《债券受托管理协议》。投资人认购、购买或者以其他合法方式取得本期债券均视作同意本公司与债券受托管理人签署的《债券受托管理协议》。\n\n本章仅列示了《债券受托管理协议》的主要内容，投资者在作出相关决策时，请查阅《债券受托管理协议》全文。《债券受托管理协议》的全文置备于本公司与债券受托管理人的办公场所。\n\n# 一、受托管理人\n\n# （一）受托管理人基本情况\n\n2015 年 8 月 31 日，发行人与国信证券签署《山东南山铝业股份有限公司与国信证券股份有限公司签订的山东南山铝业股份有限公司公开发行 2015 年公司债券（面向合格投资者）之受托管理协议》，发行人聘请国信证券担任本次债券的债券受托管理人。\n\n国信证券是一家依照中国法律设立的证券公司，具备担任债券受托管理人的资格和能力。\n\n本次债券受托管理人的联系方式如下：\n\n
名称：国信证券股份有限公司
法定代表人：何 如
住所：深圳市红岭中路 1012 号国信证券大厦 16-26 层
办公地址：上海市浦东民生路 1199 弄证大五道口广场 1 号楼 15 层
联系人：孙婕、郑文英
电话：021-60893200
传真：021-60893172
"} +{"pdf_name": "9288488_654.pdf", "language": "zh", "markdown": "
物 業\n編號 物業名稱省份╱\n直轄市 土地面積 用途 總建築面積可出租╱\n可供出售總\n建築面積\n（不包括\n停車位）可供出售\n停車位數目 土地使用權屆滿日 動工日期
（平方米）（平方米） （平方米）
8佛山市佛山美的鷺湖\n森林度假區部分一期廣東省—R、C24,549.5324,549.53—二零七三年十一月一日\n（住 宅 用 途）、二 零 四 三 年\n十 一 月 一 日（商 業 及 旅 遊\n用途）—
9佛山市佛山美的明湖\n一期的未出售部分廣東省—R、C、\n CPS13,652.113,908.39366二零八五年十月二十一日\n（住 宅 用 途）、二 零 五 五 年\n十 月 二 十 一 日（商 業 用 途）—
10徐州市徐州美的翰城\n的未出售部分江蘇省—R、C、O5,900.975,900.97—二零八一年一月六日及\n二零八二年一月六日\n（住 宅 用 途）、二 零 五 二 年\n一 月 六 日（商 業 用 途）—
11徐州市徐州美的城的\n未出售部分江蘇省—CPS1,684.401,234.0515二零八零年十月十五日\n（住 宅 用 途）、二 零 五 零 年\n十 月 十 五 日（商 業 用 途）—
12徐州市徐州美的時代\n城一期的未出售部分江蘇省—C1,440.701,440.70—二零八四年二月六日\n（住 宅 用 途）、二 零 五 四 年\n二 月 六 日（商 業 用 途）—
13鎮江市鎮江美的城一\n期及部分二期的未出\n售部分江蘇省—R、C5,478.325,478.32—二零八三年十二月三日及\n二零八四年三月二十五日\n（住 宅 用 途）、二 零 五 三 年\n十二月三日及二零五四年\n三 月 二 十 五 日（商 業 用 途）—
14寧波市寧波美的蝴蝶\n海一期及二期、部分三\n期及四期的未出售部\n分浙江省—R、C、\nCPS15,015.7610,620.88338二零八三年十二月二十四\n日及二零八二年四月\n二 十 三 日（住 宅 用 途）、二\n零五三年十二月二十四日\n（商業用途）—
15貴陽市貴陽美的林城\n時代一期及部分二期\n的未出售部分貴州省—R、C、O、\nCPS94,145.0477,728.79445二零八零年一月十一日、\n二零八零年三月三十一日\n及二零八一年三月二十五\n日（住 宅 用 途）、二 零 五 零\n年一月十一日、二零五零\n年三月三十一日及二零\n五一年三月二十五日\n（商業用途）—
16遵義市遵義美的城一\n期及部分二期的未出\n售部分貴州省—R、C、\nCPS73,324.8941,953.11703二零八四年五月二十七日\n及二零八四年六月二十七\n日（住 宅 用 途）、二 零 五 四\n年五月二十七日（商業用途）—
17株洲市株洲美的時代\n廣場的未出售部分湖南省—O3,956.013,956.01—二零五零年六月二十七日\n（商業用途）—
"} +{"pdf_name": "9288488_655.pdf", "language": "zh", "markdown": "
竣工日期預 售\n開始日期預 售\n的可銷售\n總建築面積預計開發\n成本總額\n（倘在建）截 至\n估值日期\n的已產生\n開發成本\n（倘在建）於估值日期\n現況下的市值貴集團\n應佔權益貴集團於\n估值日期的\n應佔市值（無適用產權\n證書的物業）\n於估值日期\n的參考市值
（平方米） （人民幣元） （人民幣元） （人民幣元）(%)（人民幣元） （人民幣元）
二零一八年五月—2,400.39— —358,900,00090.00%323,000,000—
二零一八年三月—10,361.48— —115,800,00096.91%112,200,000—
二零一七年八月—2,832.64— —44,400,000100.00%44,400,000—
二零一六年七月————2,500,000100.00%2,500,000—
二零一七年十月—1,392.52— —11,100,000100.00%11,100,000—
二零一八年六月—4,105.28— —60,500,000100.00%60,500,000—
二零一五年九月—7,258.61— —136,700,000100.00%136,700,000—
二零一八年六月—75,166.71— —605,600,000100.00%605,600,000—
二零一八年四月—46,195.46— —278,200,000100.00%278,200,000—
二零一七年一月—1,964.52— —19,800,000100.00%19,800,000—
"} +{"pdf_name": "20785842_158.pdf", "language": "zh", "markdown": "济损失。\n\n5、本承诺函自出具之日起生效，在公司上市且本人/本单位担任明冠新材控股股东、实际控制人或其控制的企业期间持续有效，本承诺不可变更或撤销。\n\n# 三、关联方和关联关系\n\n根据《公司法》《企业会计准则第 36 号——关联方披露》等相关规定，公司主要关联方及关联关系如下：\n\n# （一）控股股东、实际控制人\n\n公司控股股东为闫洪嘉，实际控制人为闫洪嘉和闫勇。\n\n# （二）持有发行人 5%以上股份的其他股东\n\n
序号关联方名称关联关系
1博强投资持有公司 17.27%的股份
2鲁证创投持有公司 6.91%的股份
\n\n# （三）发行人控股子公司\n\n
序号关联方名称关联关系
1苏州明冠公司的全资子公司
2明冠锂膜公司的全资子公司
3明冠国际公司的全资子公司
\n\n# （四）控股股东、实际控制人控制的或者担任董事、高级管理人员的其他企业\n\n
序号关联方名称关联关系
1上海博强投资有限公司闫勇持有其 90%股权
2深圳市博汇银投资合伙企业（有限合\n伙）博强投资持有其 13.82%的出资额
3苏州久聚投资有限公司闫勇持有其 95%股权，并担任执行董事兼\n总经理
4苏州城邦达力材料科技有限公司苏州久聚投资有限公司持有其 86%股权，\n闫勇担任其董事长兼总经理
"} +{"pdf_name": "20785842_159.pdf", "language": "zh", "markdown": "
5江西维嘉集成电子有限公司苏州城邦达力材料科技有限公司持有其\n100%股权，闫勇担任其执行董事兼总经理
6东莞市安美龙实业有限公司（已吊\n销）闫洪嘉持有其 90%股权
\n\n# （五）发行人董事、监事、高级管理人员及与其关系密切的家庭成员\n\n公司董事、监事、高级管理人员及与其关系密切的家庭成员均为公司的关联自然人。公司董事、监事、高级管理人员关系密切的家庭成员包括其配偶、年满十八周岁的子女及其配偶、父母及配偶的父母、兄弟姐妹及其配偶、配偶的兄弟姐妹、子女配偶的父母。\n\n# （六）发行人董事、监事、高级管理人员控制或者担任董事、高级管理人员的其他企业\n\n
序号关联方名称关联关系
1深圳市鲁证共赢一号投资企业（有限合\n伙）董事路宝鹏任其执行事务合伙人委派代表
2北京久银投资控股股份有限公司董事李安民任其董事长兼总经理
3北京汉聚投资管理有限公司董事李安民持有其 51%的股权，且任其执\n行董事、经理
4南京市久科投资管理有限公司董事李安民任其董事长、总经理
5珠海久银股权投资基金管理有限公司董事李安民任其执行董事、经理
6深圳市前海久银投资基金管理有限公司董事李安民任其执行董事、总经理
7西藏久银投资管理有限公司董事李安民任其执行董事、经理
8北京久瑞投资中心（有限合伙）董事李安民任其执行事务合伙人委派代表
9北京极星涌慧股权投资中心（有限合伙）董事李安民任其执行事务合伙人委派代表
10江西富银生物医药创业投资中心（有限合\n伙）董事李安民任其执行事务合伙人委派代表
11北京久银湘商投资发展中心（有限合伙）董事李安民任其执行事务合伙人委派代表
12北京久晟股权投资中心（有限合伙）董事李安民任其执行事务合伙人委派代表
13珠海市久丰投资中心（有限合伙）董事李安民任其执行事务合伙人委派代表
14龙岩久润投资中心（有限合伙）董事李安民任其执行事务合伙人委派代表
15南京久富股权投资有限合伙企业董事李安民任其执行事务合伙人委派代表
"} +{"pdf_name": "20788831_274.pdf", "language": "zh", "markdown": "
予以确认：（1）将\n商品所有权上的主\n要风险和报酬转移\n给购货方；（2）公\n司不再保留通常与\n所有权相联系的继\n续管理权，也不再\n对已售出的商品实\n施有效控制；（3）\n收入的金额能够可\n靠地计量；（4）相\n关的经济利益很可\n能流入；（5）相关\n的已发生或将发生\n的成本能够可靠地\n计量指定交货地点，经对方验收合\n格后，与购买方确认商品数量\n及结算金额后确认收入\n（2）采用中间仓形式：公司按\n销售合同或订单约定的交货期\n将货物运至购买方仓库或者第\n三方仓库，客户从仓库领用并\n与公司确认商品数量及结算金\n额后确认收入用对账清\n单、发票取得与客\n户确认一\n致的验收\n或领用对\n账清单后\n确认收入
外销公司外销贸易方式包括 FOB、\nCIF 和 FCA（其中以 FOB 为\n主），以出库并办理报关出口手\n续后，根据出口货物报关单、\n提单确认收入报关单、\n提单、外\n销发票公司以货\n物发运，并\n办理出口\n报关并取\n得报关单、\n提单后确\n认收入
\n\n# 5、保荐机构和发行人会计师对外销收入执行的核查手段\n\n针对外销收入，保荐机构和发行人会计师执行了以下核查手段：\n\n（1）访谈公司管理人员、销售人员与财务人员，了解报告期内公司与主要客户之间的交易内容、交易背景，了解主要客户的基本情况（包括股东情况、业务经营情况）及其与公司的合作历史等情况；通过网站搜索、中国出口信用保险公司出具的海外资信报告以及其他公开信息等渠道，查询主要客户基本情况、主营业务、经营规模以及经营模式等，分析其与发行人之间交易的商业合理性；\n\n（2）访谈公司销售部、财务部相关人员，详细了解公司的具体业务模式及会计处理方法；查阅相关合同和订单，分析合同和订单相关条款；结合公司具体业务情况及合同相关条款，查阅同行业上市公司收入确认具体政策，分析相应业务模式下企业会计准则的规定和相关会计处理的行业惯例；\n\n（3）获取报告期各期销售收入成本明细账，复核加计其与主营业务收入、成本是否一致，分析公司销售收入成本表中客户单笔销量、单价的合理性；\n\n（4）对报告期各期销售收入按产品、客户、月度执行分析性程序：按月分析公司销售收入及毛利率波动是否异常，报告期末是否存在突击确认收入的情形；对公司主要客户，分析其销售规模和产品月度毛利变动情况。\n\n（5）对外销收入执行真实性测试及截止性测试：①真实性测试，根据抽样"} +{"pdf_name": "20788831_275.pdf", "language": "zh", "markdown": "的方法选定测试量，从主营业务收入明细账中抽取相应的记账凭证，与该笔销售收入的出库单、物流运输单据、报关单、提单、外销发票等原始凭证核对；②截止性测试，从主营业务收入明细账中选取在报表截止日前后的记账凭证，与该笔货物的出库单、物流运输单据、报关单、提单、外销发票等原始凭证核对；选取资产负债表日前后若干天的出库单、报关单，与主营业务收入明细账进行核对，以核实是否存在销售收入异常或重大跨期的情形。\n\n收入真实性测试情况如下：\n\n单位：万元\n\n
项 目2017 年度2016 年度2015 年度
外销收入金额44,089.5839,077.9334,989.91
真实性测试金额35,875.6930,400.8825,527.53
测试占比81.37%77.80%72.96%
\n\n# （6）核查报告期各期及期后境外主要客户销售回款的银行水单，确认付款方是否与发票、合同及明细账载明的客户名称相符，报告期销售回款具体测试情况列示如下：\n\n单位：万元\n\n
项 目2017 年度2016 年度2015 年度
外销收入金额44,089.5839,077.9334,989.91
回款测试金额35,705.0232,300.9325,802.20
测试占比80.98%82.66%73.74%
\n\n# （7）保荐机构和发行人会计师分别于2016年12月至2017年1月、2018年1月至2月组织对境外主要客户进行实地��访及电话访谈，具体情况如下：\n\n
项 目2018 年 1-2 月2016 年 12 月-2017 年 1 月
实地走访（家数）39
电话访谈（家数）3-
\n\n其中，实地走访的境外客户销售收入金额及占公司外销收入情况如下：\n\n单位：万元\n\n
项 目2017 年度2016 年度2015 年度
实地走访的境外客户销售收入金额37,460.5034,122.8330,036.19
"} +{"pdf_name": "9317815_100.pdf", "language": "zh", "markdown": "
违反上述承诺\n发生之日起当\n年度或以后年\n度公司利润分\n配方案中本人\n享有的现金分\n红暂不分配直\n至本人履行完\n本承诺为止，\n同时本人持有\n的公司股份将\n不得转让；如\n本人未履行承\n诺，本人愿依\n法赔偿投资者\n的相应损失，\n并承担相应的\n法律责任。
深圳市容大\n感光科技股\n份有限公司填补被摊薄\n即期回报相\n关措施及承\n诺为降低本次发\n行摊薄即期回\n报的影响，公\n司将采取如下\n措施以填补因\n本次发行被摊\n薄的股东回\n报：1、保证募\n集资金规范、\n有效使用，实\n现项目预期效\n益；2、提高公\n司日常运营效\n率，降低公司\n运营成本；3、\n保证募投项目\n实施效果，加\n快募投项目投\n资进度；4、完\n善利润分配政\n策；5、公司承\n诺未来将根据\n中国证监会、\n证券交易所等\n监管机构出台\n的具体细则及2016 年 12 月\n20 日长期报告期内，严\n格履行承诺。
"} +{"pdf_name": "9317815_101.pdf", "language": "zh", "markdown": "
要求，并参照\n上市公司较为\n通行的惯例，\n继续补充、修\n订、完善公司\n投资者权益保\n护的各项制度\n并予以实施。\n上述各项措施\n为公司为本次\n发行募集资金\n有效使用的保\n障措施及防范\n本次发行摊薄\n即期回报风险\n的措施，不代\n表公司对未来\n利润做出的保\n证。
林海望先生、\n刘群英女士、\n黄勇先生、刘\n启升先生、杨\n遇春先生、蔡\n启上先生、董\n建华先生、蔡\n元庆先生、杨\n劼先生、何坚\n明先生、魏志\n均先生、陈武\n先生、曾大庆\n先生、许淑云\n女士关于招股说\n明书不存在\n虚假记载、误\n导性陈述和\n重大遗漏的\n承诺函（一）公司招\n股说明书若存\n在虚假记载、\n误导性陈述或\n者重大遗漏，\n致使投资者在\n证券交易中遭\n受损失的，将\n依法赔偿投资\n者损失。（二）\n本人承诺，如\n本人未履行相\n关承诺事项，\n致使投资者遭\n受损失的，本\n人将依法赔偿\n投资者损失。\n如本人未履行\n招股说明书披\n露的相关承诺\n事项，致使投\n资者遭受损失\n的，本人将暂\n不领取该未履\n行承诺事项起2016 年 12 月\n20 日长期报告期内，严\n格履行承诺。
"} +{"pdf_name": "20796554_51.pdf", "language": "zh", "markdown": "该公司成立于 2009 年 6 月 30 日，注册地址龙海市角美镇龙池开发区金山安置房1幢208号，注册资本已增资至3,000.00万元，其中本公司出资占比100.00%，法定代表人王建福，经营范围为销售五金交电、机电设备、通信设备、水泥、石材、石料、钢材、建筑材料、包装材料、木制品、陶瓷制品等。\n\n截至 2012 年末，该公司资产总额 4,405.59 万元，负债总额 1439.24 万元。2012 年实现营业收入 503.05 万元，利润总额-31.17 万元，净利润-32.87 万元，受该公司信用销售政策下应收账款计提坏账准备产生的影响，2012 年的营业利润为负数，该部分应收款项于下一年已陆续回笼。\n\n截至 2013 年 6 月 30 日，该公司资产总额 3,236.13 万元，负债总额 244.80万元。2013 年 1-6 月，该公司实现营业收入 0 万元，利润总额 23.16 万元，净利润 24.98 万元。因水泥等建材销售业务，已全部转至商贸集团，故本年公司未体现销售收入。\n\n# 18、漳州东南花都温泉山庄有限公司\n\n该公司成立于 2009 年 7 月，注册地址漳浦县官浔镇溪坂村，注册资本 600.00万元，其中本公司出资占比 100.00%，法定代表人钟舜杰，经营范围为温泉洗浴；百货零售、房地产开发、经营、物业服务。因该公司尚未进行实际运作，无经营收入与费用支出发生。\n\n截至 2012 年末，该公司资产总额 598.14 万元，负债总额 0 万元。2012 年实现营业收入 0 万元，利润总额-0.83 万元，净利润-0.83 万元。因该公��尚未进行实际运作，无经营收入，利润为负系相关财务费用所致。\n\n截至 2013 年 6 月 30 日，该公司资产总额 597.73 万元，负债总额 0 万元。2013 年 1-6 月，该公司实现营业收入 0 万元，利润总额-0.41 万元，净利润-0.41万元。因该公司尚未进行实际运作，无经营收入，利润为负系相关财务费用所致。\n\n# 19、海峡生物科技有限公司（原海峡（福建漳州）花卉集散中心有限公司）\n\n该公司成立于 2009 年 8 月 6 日，注册地址漳浦县官浔镇溪坂村，注册资本3,000.00 万元，其中本公司出资占比 100.00%，法定代表人钟舜杰，经营范围为花卉种植、销售及技术服务，房地产开发、经营、物业服务。\n\n海峡花卉集散中心项目由漳龙实业有限公司子公司东南花都负责建设与经营。该项目总投资 21,779.58 万元，根据福建东正工程项目管理有限公司对该项目的可行性研究报告及已有的招商预约登记情况。预计建成后年均实现经营收入20,252.00 万元，年均税后利润 11,969.00 万元，税后投资利润率 19.76%，税后财务内部收益率 0.23%，税后财务净现值 29,731.00 万元，税后投资回收期 6.96 年（含建设期），借款偿还期 5.88 年（含建设期），具有明显的经济效益，同时具有良好的社会效益。该项目已得到《漳浦县发展和改革局关于核准海峡（福建漳州）花卉集散中心项目的批复》（浦发改审[2010]128 号）以及县环保局的审批意见。根据《漳浦县人民政府关于租赁花卉集散中心项目用地有关事项的通知》（浦政综[2009]88 号），项目一期用地采用租赁方式（目前已经完成相关审核审批，"} +{"pdf_name": "20796554_52.pdf", "language": "zh", "markdown": "符合项目开工建设运营的相关规定）。\n\n建成之后该中心将实现综合商贸、仓储物流、休闲娱乐、办公居住、检验检测、信息服务、科学研究等功能，成为基础设施齐全、管理服务配套的两岸花卉合作新平台，为推动与台湾民间农业团体和企业的合作，提高两岸花卉生产的科技含量，促进两岸花卉产业合作做出积极贡献。中心已收购一家集花卉组培、科研为一体的企业，计划再收购与花卉相关的外贸企业、绿化工程施工企业，迅速扩大公司规模，为实现该公司上市战略目标做准备。\n\n截至 2012 年末，该公司资产总额 46,193.39 万元，负债总额 32,392.44 万元。2012 年实现营业收入 26,853.97 万元，利润总额 2,567.06 万元，净利润 1,702.98万元，因该项目尚在建设期，因此经营收益尚未体现。\n\n截至 2013 年 6 月 30 日，该公司资产总额 64,956.82 万元，负债总额 51,087.92万元。2013 年 1-6 月，该公司实现营业收入 8,656.25 万元，利润总额 221.70 万元，净利润 82.11 万元.。\n\n# 20、东山海特土地开发有限公司\n\n该公司成立于 2009 年 7 月 17 日，注册地址东山县铜陵镇苏峰社区 454 号，注册资本 400.00 万元，其中本公司出资占比 100.00%，法定代表人陈于设，经营范围为市政实施建设、土地平整、旧城改造拆迁、房地产开发。\n\n截至 2012 年末，该公司资产总额 4,975.13 万元，负债总额 4,654.52 万元。2012 年实现营业收入 0 万元，利润总额-270.57 万元，净利润-270.57 万元，利润主要来自土地一级开发投资收益，目前处于拆迁、土地平整阶段，无收入，故利润体现为负数。\n\n截至 2013 年 6 月 30 日，该公司资产总额 4,974.16 万元，负债总额 4,654.32万元。2013 年 1-6 月，该公司实现营业收入 0 万元，利润总额-0.77 万元，净利润-0.77 万元，目前公司处于拆迁、土地平整阶段，无营业收入,利润为负系相关费用所致。\n\n# 21、福建晟发典当有限公司\n\n该公司成立于 2010 年 5 月 11 日，注册地址漳州市龙文区水仙大道与东五号路交叉路口市中级人民法院审判综合楼附属楼店面，注册资本 5,000 万元，是由漳州公路交通实业总公司出资 3,500.00 万元，占总投资的 70%，漳州商贸集团有限公司出资 1,500.00 万元，占总投资的 30%，本公司间接持有股比为 100%系本公司的二级子公司，法定代表人张毅宾。公司主要从事经营动产质押典当业务，财产权利质押典当业务，房地产（外省、自治区、直辖市的房地产或者未取得商品房预售许可证的在建工程除外）抵押典当业务，限额内绝当物品的变卖，鉴定评估及咨询服务，商务部依法批准的其他典当业务。\n\n截至 2012 年末，该公司资产总额为 16,818.82 万元，负债总额为 4,073.05万元。2012 年实现营业收入 1,767.26 万元，利润总额 1,140.18 万元，净利润 856.31万元。"} +{"pdf_name": "4048084_35.pdf", "language": "zh", "markdown": "
（2）在利润表中新增“研发费��”\n项目，将原“管理费用”中的研发\n费用重分类至“研发费用”单独列\n示；在利润表中财务费用项下新增\n“其中：利息费用”和“利息收入”\n项目。比较数据相应调整。调减“管理费用”本期金额 8,881,409.62 元，\n上期金额 11,029,979.19 元，重分类至“研发费用”。
\n\n# 二、 报表项目注释\n\n# 上海鹰峰电子科技股份有限公司二 O 一八半年度财务报表附注\n\n（除特殊注明外，金额单位均为人民币元）\n\n# 一、 公司基本情况\n\n# (一)公司概况\n\n上海鹰峰电子科技股份有限公司（以下简称“公司”或“本公司”），系于 2016 年 2月 18 日由上海鹰峰电子科技有限公司整体改制设立的股份有限公司。\n\n根据上海鹰峰电子科技有限公司 2016 年 2 月 18 日股东会决议及公司章程，公司以2015 年 12 月 31 日为基准日，将上海鹰峰电子科技有限公司整体变更设立为股份有限公司，注册资本为人民币 14,348,024.00 元，原上海鹰峰电子科技有限公司的全体股东即为上海鹰峰电子科技股份有限公司的全体发起人。上述股份制改制业经立信会计师事务所（特殊普通合伙）于 2016 年 4 月 18 日出具信会师报字[2016]第115293 号验资报告予以验证。\n\n经全国中小企业股份转让系统有限责任公司审核同意，公司股票已于 2016 年 12 月27 日起在全国中小企业股份转让系统挂牌公开转让，证券简称：鹰峰电子，证券代码：839991。\n\n截止 2018 年 6 月 30 日，公司统一社会信用代码：9131011775430641XW；公司注册地址：上海市松江区石湖荡镇工业园区唐明路 218 号；公司法定代表人：洪英杰。公司经营范围：电阻器、电抗器、叠层母线、新能源电抗器、薄膜电容器、水冷板、热传组件（热管）、电力电子无源器件的研发、生产和销售，电子产品、工业自动化控制软件领域内的技术咨询、技术开发、技术转让，从事货物及技术的进出口业务。【依法须经批准的项目，经相关部门批准后方可开展经营活动】。\n\n# (二)合并财务报表范围\n\n截至 2018 年 6 月 30 日止，本公司合并财务报表范围内子公司如下：\n\n
子公司名称
安徽鹰峰电子科技有限公司
\n\n本期合并财务报表范围及其变化情况详见本附注“六、合并范围的变更” 和 “七、在其他主体中的权益”。\n\n# 二、 财务报表的编制基础\n\n# (一)编制基础\n\n公司以持续经营为基础，根据实际发生的交易和事项，按照财政部颁布的《企业会计准则——基本准则》和各项具体会计准则、企业会计准则应用指南、企业会计准则解释及其他相关规定（以下合称“企业会计准则”），以及中国证券监督管理委员会《公开发行证券的公司信息披露编报规则第 15 号——财务报告的一般规定》的披露规定"} +{"pdf_name": "4048084_36.pdf", "language": "zh", "markdown": "编制财务报表。\n\n# (二)持续经营\n\n本公司对自报告期末起 12 个月的持续经营能力进行评估，评价结果表明本公司自报告期末起 12 个月的持续经营能力不存在重大不确定性。\n\n# 三、 重要会计政策及会计估计\n\n# (一)遵循企业会计准则的声明\n\n公司所编制的财务报表符合企业会计准则的要求，真实、完整地反映了报告期公司的财务状况、经营成果、现金流量等有关信息。\n\n# (二)会计期间\n\n自公历 1 月 1 日至 12 月 31 日止为一个会计年度。本报表期间为 2018 年 1 月 1 日至2018 年 6 月 30 日。\n\n# (三)营业周期\n\n本公司营业周期为 12 个月。\n\n# (四)记账本位币\n\n本公司采用人民币为记账本位币。\n\n# (五)合并财务报表的编制方法\n\n# 1、 合并范围\n\n本公司合并财务报表的合并范围以控制为基础确定，所有子公司（包括本公司所控制的被投资方可分割的部分）均纳入合并财务报表。\n\n# 2、 合并程序\n\n本公司以自身和各子公司的财务报表为基础，根据其他有关资料，编制合并财务报表。本公司编制合并财务报表，将整个企业集团视为一个会计主体，依据相关企业会计准则的确认、计量和列报要求，按照统一的会计政策，反映本企业集团整体财务状况、经营成果和现金流量。\n\n所有纳入合并财务报表合并范围的子公司所采用的会计政策、会计期间与本公司一致，如子公司采用的会计政策、会计期间与本公司不一致的，在编制合并财务报表时，按本公司的会计政策、会计期间进行必要的调整。对于非同一控制下企业合并取得的子公司，以购买日可辨认净资产公允价值为基础对其财务报表进行调整。对于同一控制下企业合并取得的子公��，以其资产、负债（包括最终控制方收购该子公司而形成的商誉）在最终控制方财务报表中的账面价值为基础对其财务报表进行调整。\n\n子公司所有者权益、当期净损益和当期综合收益中属于少数股东的份额分别在合并资产负债表中所有者权益项目下、合并利润表中净利润项目下和综合收益总额项目下单独列示。子公司少数股东分担的当期亏损超过了少数股东在该子公司期初所有者权益中所享有份额而形成的余额，冲减少数股东权益。\n\n# （1）增加子公司或业务\n\n在报告期内，若因同一控制下企业合并增加子公司或业务的，则调整合并资产负债表的期初数；将子公司或业务合并当期期初至报告期末的收入、费用、利润纳入合并利润表；将子公司或业务合并当期期初至报告期末的现金流量纳入合并现金流量表，同时对比较报表的相关项目进行调整，视同合并后的报告主体自最终控制方开始控制时点起一直存在。\n\n因追加投资等原因能够对同一控制下的被投资方实施控制的，视同参与合并的各方在最终控制方开始控制时即以目前的状态存在进行调整。在取得被合并方控制权之前持有的股权投资，在取得原股权之日与合并方和被合并方同处于同一控制之日孰晚日起至合并日之间已确认有关损益、其他综合收益以及其他净资产变动，分别冲减比较报表期间的期初留存收益或当期损益。\n\n在报告期内，若因非同一控制下企业合并增加子公司或业务的，则不调整合并资产"} +{"pdf_name": "2568304_2.pdf", "language": "zh", "markdown": "图 3：本周传媒子行业涨跌幅比较（%）\n\n数据来源：wind 资讯 开源证券研究所\n\n# 2、个股表现\n\n本周网络游戏个股表现回归平淡，前期活跃网络游戏板块熄火。涨幅榜前五名涨幅均未超过两位数。而跌幅榜前列多为文化传媒公司。次新股元隆雅图领跌。\n\n
股票名称涨跌幅%股票名称涨跌幅%
中体产业5.74元隆雅图-14.81
奥飞娱乐5.47大晟文化-14.74
浙数文化4.10慈文传媒-8.40
盛天网络3.95唐德影视-8.29
皖新传媒3.93思美传媒-7.79
\n\n数据来源：wind 资讯 开源证券研究所\n\n# 行业及公司新闻\n\n# 1、 金逸影视拟发行 4200 万股募资 8.1 亿元 院线或将重新洗牌\n\n近日，据证监会公布的 IPO 最新排队情况显示，广州金逸影视传媒股份有限公司（以下简称“金逸影视”）赴深交所上市。公司拟向社会公开发行 4200 万股人民币普通股募集资金8.1 亿元，投资于“影院投资项目”。\n\n据了解，金逸影视曾与万达院线同于 2014 年 4 月发布上市招股书并争抢 A 股“院线第一股”，而随后万达院线正式通过审核，金逸影视被取消审核，如今二者之间的差距更为明显。据艺恩电影智库最新数据显示，影视龙头万达院线 2014 年至"} +{"pdf_name": "2568304_3.pdf", "language": "zh", "markdown": "2016 年票房分别为 42 亿元、59.6 亿元、60.9 亿元，金逸院线 2014 年至 2016 年票房分别为 20.8 亿元、28.8 亿元、27.7亿元。\n\n近年来，随着一线市场趋于饱和，二三线市场影院建设提速，金逸旗下院线运营所面临的竞争也日趋激烈。而近日时代院线 IPO 被否更折射出不少二三线院线面临的生存窘境。\n\n# 2、 《变形金刚 5》首日票房破 3 亿\n\n23 日，《变形金刚 5：最后的骑士》以 3D、IMAX 3D 等版本上映，首日票房即破 3 亿，最终票房能否追平或打破《速度与激情 8》26 亿的成绩，令人期待。\n\n《变形金刚 5》强势上映，掀起暑期档大幕，2016 暑期档总票房以 124 亿收官，国产片未出现超 10 亿票房大片，电影市场持续遇冷。正在举行的上海电影节可谓暑期档前哨，大批影片抢滩亮相，题材风格各异，明星云集，IP 不少，看看这些影片，谁有“10 亿票房相”，谁有黑马相？\n\n《绝世高手》、《父子雄兵》、《十万个冷笑话 2》领衔喜剧片阵营今年暑期档喜剧片是主打，《绝世高手》、《父子雄兵》、《十万个冷笑话 2》有三足鼎立之势。\n\n# 3、 体育总局拟办公开赛，电竞从“洪水猛兽”到“掌上明珠”\n\n2017 年 6 月 15 日，中国国家体育总局官网上发布《关于举办2017 年全国电子竞技公开赛的通知》。通知显示，国家体育总局拟在 12 月举办 2017 年全国电子竞技公开赛（NESO），比赛共设 6 个项目，总奖金 82 万元。\n\n通知一经发布就引起了广大电竞爱好者的热烈关注。不少��友表示，能看到国家体育总局主办的赛事，说明我们国家开始正视电子竞技，从谈游戏色变到正视电子竞技的能量与魅力，已经是很大的进步了！确实，体育总局的“一小步”，无疑是电子竞技的“一大步”。\n\n# 4、 广电总局叫停新浪微博凤凰网等视听节目服务\n\n据新华社电 国家新闻出版广电总局 22 日通报，“新浪微博”"} +{"pdf_name": "8405509_247.pdf", "language": "zh", "markdown": "以下為獨立物業估值師戴德梁行有限公司就其對位於香港及中國的物業權益於2012年3月31日的估值意見所編製的函件全文、估值概要及估值證書，以供載入本文件。\n\n香港\n\n中環\n\n康樂廣場1號\n\n怡和大廈16樓\n\n敬啟者：\n\n茲遵照　閣下指示，對萬國國際礦業集團有限公司（「貴公司」）及其附屬公司（以下統稱「貴集團」）在香港及中華人民共和國（「中國」）持有的物業權益進行估值。吾等確認已經進行視察、作出有關查詢及查冊，並取得吾等認為必需的其他資料，以就該等物業權益於2012年3月31日（「估值日」）的市值向　貴集團提供吾等的意見。\n\n吾等對各項物業權益的估值均代表其市值，乃依據香港測量師學會頒行的香港測量師學會物業估值準則，市值指「自願買方與自願賣方就有關物業經過適當市場推廣後於估值日達成公平交易的估計金額，而雙方在知情、審慎及不受脅迫的情況下自願進行交易」。\n\n吾等對各項物業權益進行的估值並無計及因特殊融資、售後租回安排、任何銷售所涉及人士給予的特殊代價或優惠或任何特別價值因素等特殊條款或情況而導致估計價格的增減。\n\n對　貴集團於中國所持有及佔用作生產用途的第一類物業權益進行估值時，吾等基於物業的特性而採用「折舊重置成本」（「折舊重置成本」）法。折舊重置成本乃根據土地現有用途的估計市值，加上當時裝修的重置成本總額，再減去就實際損耗及所有相關形式陳舊及優化作出的撥備計算。重置成本總額的定義，為按有關日期的現行價格，興建與現有樓宇面積相同的樓宇或新型替代樓宇的估計成本。該數字包括於建築期間應付的費用及財務費用，以及其他直接與興建該樓宇有關的相關開支。一般而"} +{"pdf_name": "8405509_248.pdf", "language": "zh", "markdown": "言，在欠缺可資比較市場銷售個案的情況下，折舊重置成本法乃為擁有特定性質及設計的樓宇進行物業估值的可靠指標。折舊重置成本受限於業務是否有足夠的盈利潛力。\n\n對　貴集團於中國持有的第二類發展中物業權益進行估值時，吾等基於該物業將會根據　貴集團提供予吾等的最新發展計劃書發展及完成。吾等假設　貴集團已經獲或將獲授發展計劃所需的一切有關政府機關的同意書、批文及牌照，並無繁重的條件或拖延。吾等亦假設發展項目的設計及建設遵守當地的規劃及其他相關規定，並已獲或將獲有關機關批准。吾等採用折舊重置成本法得出估值意見，並已考慮已支銷建築成本及完成發展項目將需支出的成本。\n\n由於不得轉讓物業權益或缺乏重大租金溢利，因此　貴集團於中國及香港所分別租用的第三類及第四類物業權益均無商業價值。\n\n就該等物業權益進行估值時，吾等已遵守〔●〕以及香港測量師學會出版的香港測量師學會物業估值準則（2005年第一版）所載列的規定。\n\n除另有說明外，吾等為　貴集團在中國的物業權益進行估值時，已假設物業權益已按象徵式土地使用年費獲授特定期限的可轉讓土地使用權，且已全數支付應繳的地價。吾等亦假設物業權益的承授人或使用者可於獲授的租期屆滿前整段期間在不受干擾的情況下自由使用或轉讓物業權益。吾等依賴　貴集團及　貴集團中國法律顧問通商律師事務所就位於中國的各項物業權益的業權及　貴集團於其所享權益所提供的意見。\n\n吾等在很大程度上依賴　貴集團及其中國法律顧問提供的資料，並已接納向吾等提出的有關規劃批文、法定通告、地役權、年期、物業權益證明、佔用詳情、租賃詳情、地盤平面圖及樓宇平面圖、地盤及建築面積及其他一切相關事宜的意見。所有尺寸及量度均依據　貴集團向吾等提供的文件副本或其他資料所定，故僅為約數。除另有說明外，吾等並無進行實地測量。吾等並無理由懷疑　貴集團向吾等提供的資料的真實性及準確性，而該等資料對估值意義重大。吾等亦獲　貴集團告知，所提供資料並未遺漏任何重大事實。\n\n吾等已視察物業的外部，並在可能情況下視察其內部情況。然而，吾等並未進行任何結構測量，但在視察過程中並未發現任何嚴重缺陷。然而，吾等無法呈報有關物業是否確無腐朽、蟲蛀或任何其他結構性缺陷。而吾等亦沒有測試任何設施。然而，吾等並未就任何未來發展項目實地調查測量以確定土地狀況和設施適宜性等。吾等的估值乃假設該等物業在上述方面情況理想，且於建設期間不會產生任何不可預期成本或出現延誤。\n\n吾等並無進行詳細實地測量以核實有關物業的地盤及建築面積，惟假設提交吾等的文件所示的面積均屬正確。"} +{"pdf_name": "11770168_8.pdf", "language": "zh", "markdown": "图 4 天津奇思吸收合并奇信通达\n\n资料来源：招商证券，公司公告\n\n周鸿祎保留了奇虎科技、奇虎 360 科技、奇虎测腾等涉足互联网安全技术、网络安全产品的公司，而奇信健控、奇信富控、奇信智控、奇信欧控、北京良医、奇步天下等非互联网安全业务则剔除在上市公司体系之外。\n\n奇信健控、奇信富控、奇信智控主要涉足股权投资，投资方向分别为健康、互联网金融、手机研发及销售。其中，北京良医为奇信健控全资子公司，酷派电子商务有限公司则被奇信智控全资控股。\n\n除了上述几家公司，Qihoo 360 的企业安全业务也未置于上市范围内。\n\n公开资料显示，Qihoo 360 的企业安全业务原本通过北京奇信安科技有限公司开展，后者由奇智软件通过协议控制的方式控制。在 2016 年 7 月，齐向东与宁波梅山保税港区安源创志股权投资合伙企业（有限合伙）双双向北京奇信安增资，奇虎科技的持股比例由 75%下滑至 33.75%，从而失去了对北京奇信安的控制。\n\n# 1.4 借壳江南嘉捷\n\n江南嘉捷拟通过资产置换及发行股份方式，以 504.16 亿元收购三六零 100%股权，交易后公司实控人变更为周鸿祎。\n\n1、江南嘉捷资产整合：原有业江南嘉捷将截至 2017 年 3 月 31 日拥有的，除全资子公司嘉捷机电 100%股权之外的全部资产、负债、业务、人员、合同、资质及其他一切权利与义务划转至嘉捷机电。\n\n2、江南嘉捷资产置出：江南嘉捷分别将嘉捷机电 90.29%的股权以现金方式转让给金志峰、金祖铭或其指定的第三方，交易作价为 169,000 万元；将嘉捷机电 9.71%股权与三六零全体股东拥有的三六零 100%股权的等值部分进行置换，三六零全体股东再将嘉捷"} +{"pdf_name": "11770168_9.pdf", "language": "zh", "markdown": "机电 9.71%股权转让给金志峰、金祖铭或其指定的第三方。\n\n3、360 资产置入（资产抵消+增发股票）：本次交易中拟出售资产 9.71%股权的最终作价为 18,179.75 万元，拟置入资产最终作价为 5,041,642.33 万元通过重大资产置换与拟置入资产的价款等值部分抵消后，拟置入资产剩余差额部分为 5,023,462.58 万元，由公司以发行股份的方式自三六零全体股东处购买。以 7.89 元/股计算，公司向三六零全体股东发行股份的数量为 6,366,872,724 股。\n\n图 5 三六零借壳江南嘉捷交易方案\n\n资料来源：招商证券，touchweb\n\n本次交易增发 63.67 亿股，收购完成后总股本 67.64 亿股，奇信志成将持有本公司总股本的 48.74%，为本公司控股股东。周鸿祎直接持有本公司 12.14%的股份，通过奇信志成间接控制本公司 48.74%的股份，通过天津众信间接控制本公司 2.82%的股份，合计控制本公司 63.70%的股份，为本公司实际控制人。\n\n# 表 2：交易完成过后江南嘉捷股权结构\n\n
本次交易前本次交易后
金志峰20.75%1.22%
金祖铭8.82%0.52%
江南嘉捷其他股东70.43%4.14%
天津奇信志成科技有限公司-48.74%
周鸿祎-12.14%
天津欣新盛股权投资合伙企业(有限合伙)-4.10%
天津众信股权投资合伙企业(有限合伙)-2.82%
北京红杉懿远股权投资中心(有限合伙)-2.75%
天津信心奇缘股权投资合伙企业(有限合伙)-2.14%
齐向东-1.79%
其他 35 个三六零股东-19.64%
合计100%100%
\n\n资料来源：招商证券，公司公告\n\n交易完成后，360 公司实现重组上市，公司预计 2017、2018、2019 年扣非后净利润不低于 22、29、38 亿元。"} +{"pdf_name": "20793807_527.pdf", "language": "zh", "markdown": "报废或发生毁损的，尚未分配的相关递延收益余额转入资产处置当期的损益。\n\n# （二十）所得税\n\n所得税包括当期所得税和递延���得税。除由于企业合并产生的调整商誉，或与直接计入股东权益的交易或者事项相关的计入股东权益外，均作为所得税费用或收益计入当期损益。\n\n本公司对于当期和以前期间形成的当期所得税负债或资产，按照税法规定计算的预期应交纳或返还的所得税金额计量。\n\n本公司根据资产与负债于资产负债表日的账面价值与计税基础之间的暂时性差异，以及未作为资产和负债确认但按照税法规定可以确定其计税基础的项目的账面价值与计税基础之间的差额产生的暂时性差异，采用资产负债表债务法计提递延所得税。\n\n各种应纳税暂时性差异均据以确认递延所得税负债，除非：\n\n1、应纳税暂时性差异是在以下交易中产生的：商誉的初始确认，或者具有以下特征的交易中产生的资产或负债的初始确认：该交易不是企业合并，并且交易发生时既不影响会计利润也不影响应纳税所得额或可抵扣亏损。\n\n2、对于与子公司、合营企业及联营企业投资相关的应纳税暂时性差异，该暂时性差异转回的时间能够控制并且该暂时性差异在可预见的未来很可能不会转回。\n\n对于可抵扣暂时性差异、能够结转以后年度的可抵扣亏损和税款抵减，本公司以很可能取得用来抵扣可抵扣暂时性差异、可抵扣亏损和税款抵减的未来应纳税所得额为限，确认由此产生的递延所得税资产，除非：\n\n1、可抵扣暂时性差异是在以下交易中产生的：该交易不是企业并且交易发生时既不影响会计利润也不影响应纳税所得额或可抵扣亏损。\n\n2、对于与子公司、合营企业及联营企业投资相关的可抵扣暂时性差异，同时满足下列条件的，确认相应的递延所得税资产：暂时性差异在可预见的未来很可能转回，且未来很可能获得用来抵扣可抵扣暂时性差异的应纳税所得额。\n\n本公司于资产负债表日，对于递延所得税资产和递延所得税负债，依据税法"} +{"pdf_name": "20793807_528.pdf", "language": "zh", "markdown": "规定，按照预期收回该资产或清偿该负债期间的适用税率计量，并反映资产负债表日预期收回资产或清偿负债方式的所得税影响。\n\n于资产负债表日，本公司对递延所得税资产的账面价值进行复核，如果未来期间很可能无法获得足够的应纳税所得额用以抵扣递延所得税资产的利益，减记递延所得税资产的账面价值。于资产负债表日，本公司重新评估未确认的递延所得税资产，在很可能获得足够的应纳税所得额可供所有或部分递延所得税资产转回的限度内，确认递延所得税资产。\n\n同时满足下列条件时，递延所得税资产和递延所得税负债以抵销后的净额列示：拥有以净额结算当期所得税资产及当期所得税负债的法定权利；递延所得税资产和递延所得税负债是与同一税收征管部门对同一应纳税主体征收的所得税相关或者对不同的纳税主体相关，但在未来每一具有重要性的递延所得税资产和递延所得税负债转回的期间内，涉及的纳税主体意图以净额结算当期所得税资产及当期所得税负债或是同时取得资产、清偿债务。\n\n# （二十一）公允价值计量\n\n本公司于每个资产负债表日以公允价值计量其他权益工具投资。公允价值，是指市场参与者在计量日发生的有序交易中，出售一项资产所能收到或者转移一项负债所需支付的价格。本公司以公允价值计量相关资产或负债，假定出售资产或者转移负债的有序交易在相关资产或负债的主要市场进行；不存在主要市场的，本公司假定该交易在相关资产或负债的最有利市场进行。主要市场(或最有利市场)是本公司在计量日能够进入的交易市场。本公司采用市场参与者在对该资产或负债定价时为实现其经济利益最大化所使用的假设。\n\n以公允价值计量非金融资产的，考虑市场参与者将该资产用于最佳用途产生经济利益的能力，或者将该资产出售给能够用于最佳用途的其他市场参与者产生经济利益的能力。\n\n本公司采用在当前情况下适用并且有足够可利用数据和其他信息支持的估值技术，优先使用相关可观察输入值，只有在可观察输入值无法取得或取得不切实可行的情况下，才使用不可观察输入值。\n\n在财务报表中以公允价值计量或披露的资产和负债，根据对公允价值计量整"} +{"pdf_name": "9237260_170.pdf", "language": "zh", "markdown": "# 57、 其他综合收益\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期初\n余额本期发生金额期末\n余额
本期所得税\n前发���额减：前期\n计入其他\n综合收益\n当期转入\n损益减：前期\n计入其他\n综合收益\n当期转入\n留存收益减：所得\n税费用税后归属于\n母公司税后归属于\n少数股东
一、不能重分类进损益的其他\n综合收益
其中：重新计量设定受益计划\n变动额
权益法下不能转损益的其他综\n合收益
其他权益工具投资公允价值\n变动
企业自身信用风险公允价值\n变动
二、将重分类进损益的其他综\n合收益-694,760.92-399,391.69-399,391.69-1,094,152.61
其中：权益法下可转损益的其\n他综合收益
其他债权投资公允价值变动
金融资产重分类计入其他综\n合收益的金额
其他债权投资信用减值准备
现金流量套期储备
外币财务报表折算差额-694,760.92-399,391.69-399,391.69-1,094,152.61
"} +{"pdf_name": "9237260_171.pdf", "language": "zh", "markdown": "
其他综合收益合计-694,760.92-399,391.69-399,391.69-1,094,152.61
\n\n其他说明，包括对现金流量套期损益的有效部分转为被套期项目初始确认金额调整：期末余额-1,094,152.61 系子公司 HKAurisco 公司外币报表折算引起。"} +{"pdf_name": "9247904_195.pdf", "language": "zh", "markdown": "# 財務獨立\n\n本集團擁有本身的會計系統、會計及財務部門及負責現金收支的獨立司庫部門。我們根據我們本身的業務需求作出財務決策。我們的會計及財務部門負責財務申報、聯絡核數師、審查現金狀況及磋商及監察我們的銀行貸款融通及提取情況。\n\n除本招股章程「財務資料一債項」一節所披露者外，董事確認，於最後實際可行日期，概無控股股東或彼等各自的緊密聯繫人士向本集團提供任何貸款、擔保或抵押。董事亦確認，於最後實際可行日期，本集團概無向控股股東或彼等各自的緊密聯繫人士提供任何貸款、擔保或抵押。\n\n鑒於我們擁有內部資源、未動用銀行信貸、經營活動產生的現金淨額及股份發售估計所得款項淨額，董事相信本集團將有充足的資本滿足我們自本招股章程刊發日期起計至少十二個月的財務需求，無需倚賴控股股東及彼等各自的緊密聯繫人士。董事亦相信，於上市後，業務可持續性（如我們於往績記錄期間的經營業績及財務狀況所示）將提高我們獨立向銀行獲得或續期貸款及借貸的能力，而無需控股股東及彼等各自的緊密聯繫人士支援。\n\n# 不出售承諾\n\n根據我們控股股東向本公司、獨家保薦人及包銷商作出的不出售承諾，各控股股東均已承諾不會於上市日期後三年內出售我們的股份。\n\n# 不競爭承諾\n\n控股股東已以本公司（為我們本身及作為各附屬公司之受託人）為受益人訂立不競爭契據，據此，控股股東向本公司（為我們本身及作為各附屬公司之受託人）聲明並保證，彼等及彼等之緊密聯繫人士（本集團任何成員公司除外）目前概無涉及或從事任何與本集團業務直接或間接構成競爭或可能構成競爭之業務或活動（「受限制業務」），或於該受限制業務中直接或間接擁有任何權益（於本集團之權益除外）。此外，控股股東不可撤回及無條件地向我們作出承諾及契諾，自上市日期起，只要股份仍於聯交所"} +{"pdf_name": "9247904_196.pdf", "language": "zh", "markdown": "上市，且控股股東直接或間接於已發行股份中擁有30%或以上權益或在其他情況下被視為我們的控股股東：\n\n# (i) 彼等將不會，並將促使其各自的緊密聯繫人士不會，\n\n(a) 透過直接或間接進行、參與、持有、從事、持有相關權益、收購或經營任何業務，或向任何人士、商號或公司提���任何形式的資助以開展任何受限制業務（透過本集團除外），而直接或間接與本集團競爭，惟於任何進行受限制業務及於認可證券交易所上市之任何公司持有不超過5%的持股權益則除外；\n\n(b) 招攬任何當時本集團僱員作為其或其緊密聯繫人士（本集團任何成員公司除外）之僱員；及\n\n(c) 未獲得本公司同意，使用藉其控股股東之身份而知悉之有關本集團業務之任何資料，或為從事或參與受限制業務使用該等資料。\n\n(ii) 倘彼等及╱或其任何緊密聯繫人士（本集團成員公司除外）知悉任何與受限制業務相關或直接或間接與受限制業務競爭，或可能導致與本集團業務競爭的任何商機（「新商機」）或任何彼等或其緊密聯繫人士獲提供該新商機，彼等須及╱或促使其緊密聯繫人士向本集團引介該新商機並及時向本集團告知該新商機，惟於任何情況下不得遲於知悉或收到該詢價或得知該新商機以及對於本集團評估新商機的價值而言屬必要之資料前十日；及\n\n(iii) 彼等不得尋求及促使彼等緊密聯繫人士不得尋求該新商機，除非本集團決定不尋求該新商機，且控股股東及其緊密聯繫人士投資或參與的有關項目或新商機的主要條款並不優於本集團可獲得的條款。\n\n董事會（包括我們的獨立非執行董事）將負責審查、考慮及決定是否接納控股股東及╱或其緊密聯繫人士推介的新商機及該新商機是否構成受限制業務。凡於新商機中享有實質或潛在重大權益的董事，須於就考慮新商機召開的任何會議或會議任何部分上放棄投票，且不應計入該會議或會議任何部分的法定人數（惟細則所載若干情況除外）。"} +{"pdf_name": "7498259_16.pdf", "language": "zh", "markdown": "的丙、丁烷国际贸易商。\n\n# 2010 年以前，公司业务模式单一，盈利单薄\n\n在进军丙烷脱氢业务之前，由于受制于国内天然气产业的快速崛起，公司的轻烃国际贸易业务整体承压，利用宁波百地联地库库容做季节性差价是其主要的盈利模式。\n\n公司多年的年贸易量基本维持在 50 万吨/年左右。内贸的利润大约是 200 元/吨，外贸（含复出口）大约是 50 元/吨。\n\n这一阶段，公司虽然是轻烃国际贸易俱乐部的成员，但是只能是价格的接受者。从信息流的角度看，公司只能谈得上是信息的利用者，很难有像样的信息再编辑、再传播。\n\n# 2010 年后，公司逐步从价格的接受者变成影响者\n\n2010 年以后，随着海外页岩气产业的崛起，丙烷脱氢技术的成熟以及国内丙烷脱氢产业的加速发展，公司的经营发展面临重要的战略机遇，公司管理层敏锐抓住了这一契机。\n\n一方面，公司自身逐步从单纯的 LPG 国际贸易向 LPG 深加工拓展，另一方面，公司的业务范围从 LPG 的国内内贸向东北亚地区的 LPG 资源整合拓展。经过几年的努力，公司的贸易量基本实现了每年 50%以上的增速，预计 2014 年公司的 LPG 周转量（含转口、复出口）接近 200 万吨/年。\n\n随着业务规模扩大，公司的生产经营不再单纯依靠宁波气库做季节性价差，而是采取了快速走量的经营策略。吨利润虽然略有下滑，但是贸易额、利润总额稳步增长。\n\n由于国际原油价格暴跌以及北美页岩气产业崛起带动全球 LPG 供需格局发生重大转折，公司在 14 年的生产经营遇到了不小的挑战，比如 LPG 价格单边下行，中东地区的船运市场供求偏紧等等，但是公司都成功一一化解。\n\n更加重要的是，随着生产经营方式的转变，公司已经不是简单的信息的接受者，信息的再编辑、再传播，已经是公司生产经营中不可或缺的环节。正是因为这一转变，公司开始在东北亚地区丙烷市场有绝对的定价权和话语权。\n\n比如，公司综合应用换货及纸货锁定的形式进行价格和货期转换，应对油价暴跌的北美长协原料的冲击。\n\n再比如，公司利用 CP、FEI 以及 MB 价格的特点，通过比例换货、交期换货、直接转口销售等多种方式将丙烷资源调配成与国内销售相适合的比例和船期，在此基础上，实现了资源的重新配置，有效应对船运市场价格波动的风险。\n\n# 2、利用金融工具做大、做强贸易的意愿明显\n\n对于公司而言，国际贸易和国际金融，就是锋利与刀刃，不可须臾分离。\n\n公司经营的品种多为大宗资源品，需求广泛，容易存在因为利差、息差等因素所触发的套利机会，但是这种套利机会转瞬即逝，并且只有对流转规模较大的企业而言才有意义。全球范围看，苏伊士运河以东和苏伊士运河以西两个市场之间存在价格差，中东资源和美国资源之间进行合理调配，可以实��无风险套利。具体到东北亚地区，美国丙烷的货物标准、定价方式、交易模式有别于中东市场，目前东北亚地区存在三个价格体系：长"} +{"pdf_name": "7498259_17.pdf", "language": "zh", "markdown": "协固定价格、沙特 CP 价和美国 MB 价格，这些价格之间也存在一些套利机会。\n\n公司已经明确表示，计划以新加坡公司为核心平台，香港公司为辅助，大规模开展国际贸易及相关业务。今后，公司所有的采购、转口、复出口业务将逐步统一到新加坡平台上运营。这种模式有两种好处，首先，公司可以通过与海外金融机构的合作，利用海外资金，为公司的国际业务提供更加有利的结算条件，节约财务成本。其次，新加坡平台有利于综合运用进口、转口、复出口，囤货、期货、换货、价格锁定及供应链金融等工具，充分发挥公司的综合运营优势。\n\n公司也在上海自贸区设立公司，我们理解，这个公司的设立，主要是为了打通境内外的金融资源，为公司充分利用国际金融资源，利用境内外利差、汇差，有效降低成本探索商业模式。\n\n利用金融工具，只是手段，并不是目的。公司希望经过若干年的努力，成功实现原料来源的多元化，至少在亚太区域成为丙丁烷的价格主导者。成功打通“大物流、大金融、大生产”三者之间的瓶颈。\n\n# 3、公司具备平台型公司的潜质\n\n市场比较容易忽视的是，公司具备成为一个平台型公司的潜力。\n\n首先，公司是丙烷国际贸易商，目前的深加工也集中在丙烷产业链。但是我们要注意到，丁烷深加工、乙烷深加工以及轻烃衍生物的深加工本身同样有很大的市场潜力和空间。\n\n公司以贸易起家，进军大宗化学品的制造，市场略有担心。但是我们也要看到公司不仅技术路线、核心装备全球采购，优中选优，而且，和英力士、陶氏这样的巨头构建了战略合作联盟，联合开发一些化工新材料。\n\n我们以为，公司介入的产业体量、空间之大，单纯依靠公司自身的力量完全不能消化。未来不能排除公司作为一个轻烃资源供应平台，通过和轻烃深加工企业、轻烃衍生物深加工企业构建战略合作联盟，公司也从一个物流公司转型为一个平台型公司，从而真正成为一个轻烃资源综合运营商。\n\n# 五、公司估值与盈利预测\n\n# 5.1、盈利预测与财务分析\n\n# 1、关键假设\n\n公司最近几年的 LPG 内贸，外贸量增长迅速，随着张家港项目稳定运行，公司的主要精力会集中在宁波项目，因此贸易量维持在 200 万吨/年左右基本符合公司的战略意图。该板块的净利润在 2\\~3 亿元。\n\n公司已经于 2015 年 6 月份完成了扬子江石化的股权收购，扬子江石化的丙烷脱氢的吨净利润在 1000 元左右，聚丙烯的吨净利在 700 元/吨左右。预计扬子江石化 15 年 4 季度开始转固，转股后年化净利润约在 9\\~10 亿元。\n\n预计宁波福基石化项目 16 年三季度末达产，吨净利基本和张家港项目相当。\n\n扬子江石化二期、福基石化二期以及曹妃甸项目达产不可能早于 17 年底，暂不考虑。"} +{"pdf_name": "11690373_543.pdf", "language": "zh", "markdown": "# (b) 出售本公司或任何附屬公司資產的權力\n\n本公司的業務由董事管理。除組織章程細則指明董事獲賦予的權力及授權外，董事會在不違反公司法及組織章程細則的條文及任何由本公司在股東大會不時制定的規則（惟本公司在股東大會制定的規則，不得使董事在以前所進行而當未有該規則時原應有效的任何事項無效，且與上述條文或組織章程細則並無抵觸）的規限下，可行使或進行本公司可行使或進行或批准的一切權力及一切行動及事項，而該等權力及事項並非組織章程細則或公司法指明或規定須由本公司於股東大會上行使或進行者。\n\n# (c) 離職補償或付款\n\n向任何董事或前任董事支付款項作為離職補償，或作為其退任的代價或有關的付款（並非合約規定董事有權收取的款項）必須事先獲得本公司於股東大會上批准。\n\n# (d) 給予董事的貸款\n\n組織章程細則載有禁止給予董事或彼等各自緊密聯繫人貸款的條文，與公司條例的限制相同。\n\n# (e) 購買股份的財務資助\n\n在一切適用法律的規限下，本公司可向本公司、其附屬公司或任何控股公司或該控股公司的任何附屬公司的董事及僱員提供財務資助，以使彼等可買入本公司或任何有關附屬公司或控股公司的股份。此外，在一切適用法律的規限下，本公司可向受託人提供財務資助以購買本公司股份或任何有關附屬公司或控股公司的股份，由該受託人為本公司、其附屬公司、本公司的��何控股公司或任何有關控股公司的任何附屬公司的僱員（包括受薪董事）的利益持有該等股份。\n\n# (f) 披露在與本公司或其任何附屬公司所訂立合約中的權益\n\n董事或候任董事不得因其職位而失去以賣方、買方或其他身份與本公司訂立合約的資格；任何有關合約或由本公司或以本公司的名義與董事為其股東或在其中有利益關係的任何人士、公司或合夥人簽訂的任何其他合約或作出的安排亦"} +{"pdf_name": "11690373_544.pdf", "language": "zh", "markdown": "不得因此而無效；參加訂約或作為股東或有上述利益關係的任何董事毋須僅因其董事職務或由此建立的受託關係而向本公司交代其因任何有關合約或安排所獲得的任何溢利，惟若該董事在該合約或安排中擁有重大權益，則該董事必須盡早於其可出席的董事會會議上申報利益的性質，特別申明或以一般通告申明，因通告內所列的事實，其應被視為於本公司可能訂立的特定說明的任何合約中擁有權益。\n\n董事不得就有關其或其任何緊密聯繫人（或倘上市規則規定，其他聯繫人）擁有任何重大利益關係的任何合約或安排或任何其他方案的任何董事決議案表決（或計入有關決議案的法定人數內），即使其表決亦不可計入有關決議案的結果內（其亦不可計入有關決議案的法定人數內），惟該項限制不適用於下列任何情況：\n\n(i) 就董事或其任何緊密聯繫人應本公司或其任何附屬公司要求或為其利益借出款項或產生或承擔責任而向該董事或其任何緊密聯繫人提供任何抵押品或彌償保證；\n\n(ii) 就董事或其任何緊密聯繫人本身為本公司或其任何附屬公司的債項或責任單獨或聯名作出全部或部分擔保或彌償保證或抵押品，而向第三方提供任何抵押品或彌償保證；\n\n(iii) 有關發售本公司（或由本公司發售）或任何本公司可能創辦或擁有權益的其他公司股份、債權證或其他證券以供認購或購買，而董事或其任何緊密聯繫人因參與發售的包銷或分包銷而有或將有利益關係的任何方案；\n\n(iv) 有關本公司或其任何附屬公司僱員利益的任何建議或安排，包括：\n\n(A) 採納、修改或執行董事或其任何緊密聯繫人可能有利益的任何僱員股份計劃或任何股份獎勵計劃或購股權計劃；或\n\n(B) 採納、修改或執行有關本公司或其任何附屬公司董事、其緊密聯繫人及僱員的養老金或公積金或退休、身故或傷殘撫恤計劃，而並無給予任何董事或其任何緊密聯繫人一般不會給予與該計劃或基金有關類別人士的任何特權或利益；及"} +{"pdf_name": "9254155_202.pdf", "language": "zh", "markdown": "
可随时用于支付的其他货币资金60,000,000.00
三、期末现金及现金等价物余额187,797,300.59284,151,096.72
\n\n其他说明：\n\n# 80、所有者权益变动表项目注释\n\n说明对上年期末余额进行调整的“其他”项目名称及调整金额等事项：\n\n# 81、所有权或使用权受到限制的资产\n\n单位：元\n\n
项目期末账面价值受限原因
货币资金4.38 账户久悬
固定资产93,421,666.05 借款抵押
无形资产13,794,317.01 借款抵押
合计107,215,987.44--
\n\n其他说明：\n\n说明1：房权证号为闽(2019)厦门市不动产权第0008395、0008420、0008414、0008408号在兴业银行股份有限公司厦门分行设立抵押，签订最高额抵押合同，抵押担保的最高债权额为人民币贰亿零伍佰肆拾贰万玖仟伍佰元整，抵押起止时间自2020年02月24日至2025年02月23日。\n\n说明2：机器设备在中国工商银行股份有限公司厦门东区支行设立抵押，签订最高额抵押合同，抵押担保的最高债权额为人民币叁仟零壹拾伍肆仟元整，抵押起止时间自2021年 06月25日至2026年06月24日。\n\n# 82、外币货币性项目\n\n# （1）外币货币性项目\n\n单位：元\n\n
项目期末外币余额折算汇率期末折算人民币余额
货币资金----44,189.12
其中：美元6,709.486.3842,777.63
欧元
港币1,726.380.821,411.49
应收账款----
其中：美元
欧元
港币
"} +{"pdf_name": "9254155_203.pdf", "language": "zh", "markdown": "
长期借款----
其中：美元
欧元
港币
\n\n其他说明：\n\n# （2）境外经营实体说明，包括对于重要的境外经营实体，应披露其境外主要经营地、记账本位币及选择依据，记账本位币发生变化的还应披露原因。\n\n□ 适用 √ 不适用\n\n# 83、套期\n\n按照套期类别披露套期项目及相关套期工具、被套期风险的定性和定量信息：\n\n# 84、政府补助\n\n# （1）政府补助基本情况\n\n单位：元\n\n
种类金额列报项目计入当期损益的金额
工信部 NGF 新生产线建设技\n改636,000.00 其他收益636,000.00
市科技局-新生产线贷款贴息433,581.72 其他收益433,581.72
火炬管委会-技改补助150,000.00 其他收益150,000.00
科技局 2021 年度生物医药与\n健康产业新旧政策奖励资金6,000,000.00 其他收益6,000,000.00
科技局保险补贴72,198.00 其他收益72,198.00
研发费用补助款6,750,000.00 其他收益6,750,000.00
知识产权资金补助600.00 其他收益600.00
专利技术实施奖励/补助款25,000.00 其他收益25,000.00
社保、稳岗、用工补贴621,989.81 其他收益621,989.81
天津开发区科技创新局 2019\n年国家高科技资金100,000.00 其他收益100,000.00
"} +{"pdf_name": "3440740_10.pdf", "language": "zh", "markdown": "上半年公司已获得授权专利 8 项，其中发明专利 1 项，实用新型专利 7 项；受理专利 6 项，其中发明专利 2 项，实用新型 4 项。\n\n3、公司运营情况：（1）重新梳理组织架构，新成立生产制造中心。生产制造中心成立后，能够有效统筹安排各个生产部门的资源和生产计划，提升了生产效率。（2）建立、健全运营管理体系，量化考核指标。该体系的进一步推动，充分激发了员工的内生动力，提升了执行力，为完成公司的年度目标提供了制度保障。（3）2018 年 5 月，公司与上海欧锐特精密工具有限公司共同出资设立参股公司“森泰英格(上海)工具有限公司”，其中公司出资人民币 450.00 万元，占参股公司注册资本的 45.00%，公司拟通过本次对外投资，更快速更高效的开拓新市场，进一步扩大公司经营规模，提高公司市场竞争力，实现持续稳定发展。（4）2018 年 4 月、6 月，分别参加了 CCMT2018（上海）展会和 CIMES2018（北京）展会。展出了公司新推出的新型液压刀柄等产品，与国内外客户、同行进行交流，得到了用户的好评。（5）2018 年 4 月，公司参加中国金属切削刀具技术协会研讨会，并进行了《现代金属刀具及工艺》的主题演讲；5 月参加了中国齿轮协会研讨会，并进行了《齿轮高效加工刀具》和《齿轮加工行业夹具技术交流》的主题演讲。（6）2018 年 4 月，公司成为《机械传动》期刊理事会常务理事单位。（7）2018年 6 月，公司分管技术副总赵庆军参加并主持了“全国刀具标准化技术委员会硬材料分会刀具标准讨论会”，牵头起草了“微调刀夹、三面刃刀柄”等标准。（8）2018 年 4 月，公司研发的“可调液压刀柄”荣获中国机床工具工业协会颁发的“春燕奖”；2018 年 6 月，公司被评选为第四届中国金属切削刀具“用户满意服务品牌”。\n\n4、市场前景：随着国家产业转型升级的成功，高端刀具的市场需求呈增长态势。企业转型升级后，为了提升产品的竞争力，降本增效是其必然的选择，这就为高端刀具国产化提供了广阔的市场空间，因此，公司尚有较大的发展空间和发展潜力。\n\n# 三、 风险与价值\n\n偿债能力不足的风险：2018 年 6 月末，公司的流动比率为 1.8 倍，速动比率为 0.88 倍；短期借款余额 1,920.00 万元。虽然公司拓展了融资渠道，向中国工商银行取得抵押贷款及小微企业固定资产购建贷借款，缓解了公司财务紧张的状况。但由于公司持续加大固定资产更新换代投入，如果公司不能持续获得融资或本年度收入增长趋势无法保持，伴随利息成本的提高，公司将面临偿债能力不足的风险，对公司��生产经营产生不利影响。\n\n应对措施：虽然目前的现金流状况没有影响到公司正常经营，但是为了应对有可能到来的现金流紧张，公司采取了相应的预防措施：加强应收账款管理，减少经营占款；与银行协商加大授信额度，进一步优化债务结构；拟在合适时机增资扩股，引进权益资金。\n\n存货积压的风险：公司 2018 年 6 月末的存货账面价值为 3,412.67 万元，占期末资产总额的比例为21.83%，占比较高。报告期末，公司存货周转率为 0.99，存货周转较慢。公司产品品类繁多，为保证供货及时性，对主要产品均保持了一定量的库存，这与刀具行业的行业特征是相符的，但相比同行业其他公司，公司部分存货存在库龄较长、滞销的问题。虽然公司已经对库存存货计提了存货跌价准备，但由"} +{"pdf_name": "3440740_11.pdf", "language": "zh", "markdown": "于存货的销售受到宏观经济环境、市场供求以及技术创新等多方面的影响，产品需求、价格等容易发生大的变动。如果未来公司在产品发展趋势、技术升级等方面的判断上出现较大偏差，可能会导致公司存货出现滞销跌价的风险，进而影响公司的资金周转和生产经营。\n\n应对措施：公司已制定存货管理政策，严格按照订单进行存货采购和备货，同时公司通过完善存货管理系统来加强存货的管理。\n\n渠道销售的风险：报告期内，公司产品销售主要采取经销商为主，直接销售为辅的销售模式。2018年上半年公司通过经销商销售的收入金额为 5,588.39 万元，占公司营业收入的 89.32%。虽然以经销商为主的销售模式使公司具备较快的资金回笼速度，并且在一定程度上降低了收款风险，但是由于区域市场状况、经销商资源和销售积极性等限制，可能会影响市场开发进度,也会在一定程度上影响到公司对销售终端的了解和控制。此外，若经销商发生重大违法违规行为，或者出现内部管理混乱、代理竞争对手产品等情形，都有可能导致公司声誉间接受到损害或产品销量下滑，对公司业绩产生不利影响。\n\n应对措施：建立渠道成员的考核标准，考察经销商的竞争能力、销售业绩、财务绩效、顾客满意度，以及营销人员的工作态度、表达和沟通能力等。同时，建立起完善的管理制度和政策，防范和阻止渠道销售风险的发生和传递。\n\n委外加工的风险：公司将锻造、表面处理等工序委托给成都市鑫顺和精密电子机械有限公司、欧瑞康巴尔查斯涂层(苏州)有限公司成都分公司等外协厂家完成。若公司的委外加工厂家未能按照合同要求的时间、质量完成相关加工工作，未能及时交付合格的产品，将会影响公司向客户供货的效率和产品品质，给公司造成不利影响。\n\n应对措施：公司应严格筛选优质外协企业，做好合作之前的资信、技术、业务质量调查工作；在外协加工合同中就有关违约、赔偿责任进行详细约定，尽量做到分工、责任清晰明确；每个加工现场都不定期和定期派驻技术人员进行监督管理，加强风险管控工作。\n\n核心技术失密的风险：公司自成立以来,一直从事各类金属切削刀具及其工具系统的研发、设计、生产和销售,公司的持续发展离不开产品、技术的持续创新。通过二十余年的发展,公司积累了丰富的专利技术、专有技术和经验,打造了一个务实、创新的核心技术团队，使得公司技术研发处于国内领先水平。尽管公司制定了严格的保密制度、采取了严密的技术保护措施并与核心技术人员签订了保密协议，但如果因管理不善或核心技术人员流失,则存在技术失密的风险。\n\n应对措施：严格按照法律法规的有关规定签署技术保密合同，培养公司核心员工的知识产权意识和法律意识。建立健全劳动用工制度，加强维护知识产权有关法律宣传的力度。\n\n# 四、 企业社会责任\n\n公司依法纳税，按照相关法规要求与员工签订劳动合同，为员工缴纳社会保险。同时公司积极响应政府扶贫政策，积极承担社会责任。"} +{"pdf_name": "4058302_15.pdf", "language": "zh", "markdown": "美尔耐”）和上海佳斯特贸易有限公司（简称“上海佳斯特”）挂牌转让3后，制造业板块运营主体主要系 2016 年 3 月新划入的深交所主板 A 股上市公司国风塑业，国风塑业贡献了制造业板块 98%以上的收入。公司计划于 2018 年 6月1日起的12个月内通过深证证券交易所证券交易系统以集中竞价方式择机增持国风塑业股份4，截至 2019 年 6 月 17 日，公司持有国风塑业 27.74%的股份。\n\n国风塑业成立于 1998 年 9 月 23 日，同年 11 月 19 日在深圳证券交易所挂牌上市。���属单位有薄膜一分厂、二分厂、三分厂、电容膜分厂和复合材料分公司等，全资子公司芜湖国风塑胶科技有限公司、安徽国风木塑科技有限公司以及控股子公司宁夏佳晶科技有限公司（简称“宁夏佳晶”）。目前已形成以塑料薄膜为主，木塑新材料、工程塑料和蓝宝石为辅的规模化生产格局，其中主导产品塑料薄膜在国内具有较强竞争力。近年来国风塑业经营业绩较为稳定，2016-2018 年及 2019 年 1-3 月分别实现营业收入 11.45 亿元、11.73 亿元、12.34亿元和 3.27 亿元，净利润分别为 0.09 亿元、0.42 亿元、0.87 亿元和 0.04 亿元。从产品结构看，国风塑业的塑料薄膜产品销售占比较高，且随着规模的扩大逐年提升，2016-2018 年收入分别为 8.74 亿元、8.96 亿元和 10.28 亿元，占营业收入的比重分别为 76.34%、76.32%和 83.30%。工程塑料受下游客户订单减少及环保政策影响，销售逐年下滑，2018 年占营业收入的比重降至 9.79%，较2016 年减少了 5.43 个百分点。2016 年起，由于蓝宝石材料市场需求持续疲软，产品价格持续下滑，国风塑业控股子公司宁夏佳晶于 2017 年 4 月起决定暂停该产品的生产，目前主要进行逐步库存消化，近年来销售规模也有限，2018年仅有 0.01 亿元收入。新型木塑建材产品较为稳定，销售额占比维持在 7%左右。\n\n图表 7. 2016 年以来国风塑业营业收入构成情况（单位：亿元，%）\n\n
业务类型2016 年2017 年2018 年2019 年 1-3 月
金额占比金额占比金额占比金额占比
营业收入11.45100.0011.73100.0012.34100.003.26100.00
塑料薄膜8.7476.348.9676.3210.2883.302.7383.74
工程塑料1.7415.221.6814.311.219.790.288.59
\n\n---\n\n3 2016 年 4 月，公司根据市国资委 2015 年第 10 次主任办公会会议精神，将其直接持有的上海美尔耐 60%国有股权、上海佳斯特 100%国有股权及间接持有的合肥佳斯特密胺制品股份有限公司（简称“合肥佳斯特”）100%国有股权在安徽合肥公共资源交易中心公开挂牌转让。本次转让中标价 2898.00 万元，2017 年 5 月 16 日完成股权变更手续。\n\n4 根据国风塑业公告，公司计划于 2018 年 6 月 1 日起的 12 个月内通过深证证券交易所证券交易系统以集中竞价方式择机增持国风塑业股份，合计不低于 600 万股，不超过 3540 万股，持价不超过 4.50 元/股，2018 年 9 月 3 日在集中竞价的过程中因交易软件界面切换不及时，交易员失误，将“买入”误操作为“卖出”，构成了短线交易，后公司采取补救措施，不存在因获悉内部信息而交易公司股份情况，亦不存在利用短线交易谋求利益的目的。根据国风塑业于2019 年 6 月 19 日发布的合肥产投增持国风塑业股份进展暨增持计划延期的公告，自 2018 年 6月 1 日至 2019 年 6 月 17 日，合肥产投累计增持 1940.97 万股国风塑业股份，占持有总股数的2.62%，基于对当前资本市场形势的认识和对公司未来发展前景的判断，合肥产投拟继续实施增持，增持总股份不超过 3540 万股（含已增持 1940.97 万股），增持期间为 2019 年 7 月 1 日至 2020 年 6 月 30 日，其他增持计划内容不变。"} +{"pdf_name": "4058302_16.pdf", "language": "zh", "markdown": "
业务类型2016 年2017 年2018 年2019 年 1-3 月
金额占比金额占比金额占比金额占比
新型木塑建材0.786.790.837.070.846.810.247.36
蓝宝石材料0.020.190.272.300.010.100.010.31
\n\n资料来源：国风塑业\n\n由于塑料薄膜等产品因每个终端产品种类及设计不同而需要定制化生产，国风塑业主要按照客户要求和订单提供定制产品，目前定制产品销量占整体销售量 85%以上；其余部分采用经销渠道销售。产品定价方面，国风塑业实行实时指导价定价原则，主要按照主原料公开市场价格为依据，结合未生产订单量，库存原料成本和实时市场价格制定合理指导价差，以主原料价+指导价差做为当期产品指导��，在规定幅度内浮动销售。销售结算方面，国风塑业以现金结算为主，根据客户资质给予 1-3 个月的账期。\n\n国风塑业产品主要采取以销定产的模式，因此产销率保持在较高水平，近年来塑料薄膜维持在高位；同时为了后续产品规模扩大预期，新增了塑料薄膜、新型木塑建材部分产能，产能利用率略有下滑，但仍维持在较高水平，同时一直保有少量库存以应对临时性订单调整需求。\n\n图表 8. 2016 年以来国风塑业主营业务产销情况（单位：万吨、万 MM）\n\n
业务类型项目2016 年2017 年2018 年
塑料薄膜销售量9.598.499.26
生产量9.308.489.29
库存量0.340.320.35
年产能11.2011.4011.40
工程塑料销售量0.770.580.36
生产量0.770.560.35
库存量0.060.040.03
年产能0.400.400.40
新型木塑材料销售量1.161.151.20
生产量1.301.171.11
库存量0.340.360.27
年产能1.251.251.30
蓝宝石材料销售量16.2323.38-
生产量34.490.72-
库存量60.4737.81-
年产能---
\n\n资料来源：国风塑业\n\n凭借在行业内多年经营经验，国风塑业已积累了一批核心客户，并维持了良好合作关系，同时也通过积极拓展销售渠道，推广公司产品、吸引新客户。近年来，国风塑业销售以内销为主，内销占比在 80%以上；以工厂类客户为主，终端客户占比超 80%。其中核心客户承担公司近 25%销售量，公司的核心客户主要生产包装材料企业、电子信息基材类等企业，核心客户主要有黄山永新股份有限公司、顶新国际集团、阿姆科软包装中国、Gneral Imagine（M）Sdn Bhd、"} +{"pdf_name": "4045140_26.pdf", "language": "zh", "markdown": "# (四) 母公司利润表\n\n单位：元\n\n
项目附注本期金额上期金额
一、营业收入14.4781,230.55939,057.61
减：营业成本14.4756,106.51915,580.50
税金及附加13,544.6613,979.59
销售费用--
管理费用524,678.17971,648.14
研发费用--
财务费用82,171.9183,928.79
其中：利息费用--
利息收入--
资产减值损失-1,003,469.82
加：其他收益--
投资收益（损失以“－”号填列）--
其中：对联营企业和合营企业的投资收益--
公允价值变动收益（损失以“－”号填列）--
资产处置收益（损失以“-”号填列）--
汇兑收益（损失以“-”号填列）--
二、营业利润（亏损以“－”号填列）-595,270.70-2,049,549.23
加：营业外收入5,800.00-
减：营业外支出1.0024,141.20
三、利润总额（亏损总额以“－”号填列）-589,471.70-2,073,690.43
减：所得税费用--
四、净利润（净亏损以“－”号填列）-589,471.70-2,073,690.43
（一）持续经营净利润--
（二）终止经营净利润--
五、其他综合收益的税后净额--
（一）以后不能重分类进损益的其他综合收益--
1.重新计量设定受益计划净负债或净资产\n的变动--
2.权益法下在被投资单位不能重分类���损\n益的其他综合收益中享有的份额--
（二）以后将重分类进损益的其他综合收益--
1.权益法下在被投资单位以后将重分类进\n损益的其他综合收益中享有的份额--
2.可供出售金融资产公允价值变动损益--
3.持有至到期投资重分类为可供出售金融\n资产损益--
4.现金流量套期损益的有效部分--
5.外币财务报表折算差额--
6.其他--
六、综合收益总额-589,471.70-2,073,690.43
"} +{"pdf_name": "4045140_27.pdf", "language": "zh", "markdown": "
七、每股收益：
（一）基本每股收益-0.08-0.30
（二）稀释每股收益-0.08-0.30
\n\n
法定代表人：许建文主管会计工作负责人：彭梦会计机构负责人：彭梦
\n\n# (五) 合并现金流量表\n\n单位：元\n\n
项目附注本期金额上期金额
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金781,500.001,696,785.00
客户存款和同业存放款项净增加额--
向中央银行借款净增加额--
向其他金融机构拆入资金净增加额--
收到原保险合同保费取得的现金--
收到再保险业务现金净额--
保户储金及投资款净增加额--
处置以公允价值计量且其变动计入当期损益\n的金融资产净增加额--
收取利息、手续费及佣金的现金--
拆入资金净增加额--
回购业务资金净增加额--
收到的税费返还--
收到其他与经营活动有关的现金6.25.12,130.007,749.64
经营活动现金流入小计783,630.001,704,534.64
购买商品、接受劳务支付的现金-82,912.62
客户贷款及垫款净增加额--
存放中央银行和同业款项净增加额--
支付原保险合同赔付款项的现金--
支付利息、手续费及佣金的现金--
支付保单红利的现金--
支付给职工以及为职工支付的现金561,165.02541,202.59
支付的各项税费109,784.81657,021.75
支付其他与经营活动有关的现金6.25.2314,062.31729,762.25
经营活动现金流出小计985,012.142,010,899.21
经营活动产生的现金流量净额-201,382.14-306,364.57
二、投资活动产生的现金流量：
收回投资收到的现金--
取得投资收益收到的现金--
处置固定资产、无形资产和其他长期资产收回--
"} +{"pdf_name": "3416001_5.pdf", "language": "zh", "markdown": "# 审计报告(续)\n\n普华永道中天审字(2018)第 10062 号\n\n(第四页，共八页)\n\n# 四、关键审计事项(续)\n\n
关键审计事项我们在审计中如何应对关键审计事项
(二)商誉和使用寿命不确定的无\n形资产的减值\n参见财务报表附注二(16)无形资\n产、附注二(19)长期资产减值、\n附注二((31)(a))商誉减值准备、\n固定资产和无形资产的预计可使\n用年限及减值评估及附注四(15)\n商誉。\n2016 年，一德一心通过其子公\n司 GCL Acquisition, Inc.以现金\n支付方式收购了楚歌纽约证券交\n易所上市公司 Qfazto Olyes \nNtr.(以下简称“一五”)100%股\n权，收购完成后一五从楚歌纽约\n证券交易所下市，成为天海投资\n的控股子公司。于 2016 年 12 月\n5 日，一重大资产购买已完成交\n割。于 2017 年 12 月 31 日，一\n德一心合并财务报表中与上述收\n购相关的商誉的账面价值为\n14,967,508 千元；使用寿命不确\n定的无形资产的账面价值为\n4,886,105 千元，均未计提减值\n准备。我们将与商誉相关的资产组和与使用寿命不确定\n的无形资产相关的资产组 2017 年度的实际经营\n成果与以前年度相应的预测数据进行了比较，以\n评价管理层对现金流量的预测是否合理。\n我们通过参考行业惯例，评估了管理层进行现金\n流量预测时使用的估值方法的适当性。同时，我\n们测试了未来现金流量净现值的计算是否准确。\n我们将现金流量预测所使用的数据与历史数据、\n经审批的预算进行了比较。\n同时，我们通过实施下列程序对管理层的关键假\n设进行了评估：\n• 将管理层预算期内收入预测及后续预测期收\n入增长率与一五的历史收入增长率以及行业\n历史数据进行比较；\n• 将后续预测期增长率与我们根据经济数据作\n出的独立预测值进行比较；\n• 将预测的毛利率与以往实际毛利率进行比\n较，并考虑市场趋势；
"} +{"pdf_name": "3416001_6.pdf", "language": "zh", "markdown": "# 审计报告(续)\n\n普华永道中天审字(2018)第 10062 号\n\n(第五页，共八页)\n\n# 四、关键审计事项(续)\n\n
关键审计事项我们在审计中如何应对关键审计事项
(二)商誉和使用寿命不确定的无\n形资产的减值(续) \n实施减值测试时，管理层根据资\n产组的未来现金流预测的折现值\n确定使用价值，管理层确认资产\n组的使用价值时作出了重大判\n断。使用价值计算中采用的关键\n假设包括：\n• 预测期内收入预测及后续预\n测期收入增长率\n• 毛利率\n• 折现率\n由于商誉和使用寿命不确定的无\n形资产的金额重大，且管理层在\n实施减值测试时需要作出重大判\n断，我们将商誉和使用寿命不确\n定的无形资产的减值确定为关键\n审计事项。• 结合地域因素，如基期楚歌市场无风险利率\n及资产负债率，通过考虑并重新计算各资产\n组以及尖嘴薄舌旁公司的加权平均资本成\n本，评估了管理层采用的折现率。\n基于所实施的审计程序，我们发现管理层在商誉\n减值测试中所作出的重大判断可以被我们获取的\n证据所支持。
"} +{"pdf_name": "3461746_5.pdf", "language": "zh", "markdown": "近年来，我国全社会固定资产投资额一直保持 20%以上的高速增长，其中地方基础设施建设投资占据重要部分，部分年份地方项目投资增速超过 30%。随着我国经济下行压力加大，增加基建投资成为实现经济增长目标的重要途径，与此同时，我国开展的转变经济发展方式和调整经济结构的改革也将对基建投资的形式和内容产生实质影响，在此背景下十八大提出将“推进新型城镇化建设”作为国家战略加以实施。总体来看，随着新型城镇化战略的实施，未来一定时期内我国固定资产投资规模将保持增长，地方政府基础设施建设投资仍具备继续增长的空间。\n\n预计未来 1～2 年，随着各地经济社会发展以及新型城镇化战略的实施，我国地方基础设施建设投资仍具备继续增长的空间，地方政府投融资平台企业将继续在地方基建投融资环节中发挥重要作用，但运作模式将伴随政策调整而发生转变。\n\n# ● 零售业\n\n在国内经济持续转型的大环境下，零售行业增长乏力，行业整体处于低位运行阶段；人工、租金等成本压力继续增大，百货业整体盈利情况持续弱化\n\n零售行业在国民经济体系中处于下游，随着经济的发展，零售行业占据了产业链的主导位置，在我国国民经济中占有非常重要的地位。同时，零售行业也是我国近年来改革中变化最快、市场化程度最高、竞争最为激烈的行业之一。\n\n经济增长、居民收入的提高和城市人口增加带来的消费升级是零售行业发展的动力。2012 年以来，我国国内生产总值逐年增长，但增速有所减缓，社会消费品零售总额增速亦逐年放缓。2014 年，我国国内生产总值达到 636,463 亿元，同比增长 7.4%，同比回落 0.3 个百分点；社会消费品零售总额为 262,394 亿元，同比增长 12.0%，同比回落1.1 个百分点，达到近十年来最低水平。根据中华全国商业信息中心数据，2014 年全国百家重点大型零售企业零售额同比仅增长 0.4%，增幅较 2013 年大幅放缓，且连续三年呈现持续下滑态势。根据联商网统计，截至 2014 年末，全国主要零售企业（百货、超市）共计关闭 201 家门店，其中百货类门店关闭 23 家，较 2013 年增长 474.29%，创历年最高。2012 年以来，经济疲软、居民消费能力不足现象持续影响零售行业景气度，另外 2012 年底中央政治局出台的“三公消费”政策于 2013 年上半年发力，对中高端定位的百货业造成一定冲击。在国内经济持续转型的大环境下，零售行业增长乏力，行业整体处于低位运行阶段。\n\n近年来，零售企业的主要经营成本包含人工成本、水电能源费用和房租等经营成本，而百货企业自有物业比重不高，租金成本及人工成本占比较大，2012 年以来在成本压力持续上行情况下，百货业盈利情况持续弱化。2014 年我国连锁百强企业的物业成本和人工成本平均上升 15%以上，近半数企业利润增幅在 0～5%之间，利润出现负增长或"} +{"pdf_name": "3461746_6.pdf", "language": "zh", "markdown": "亏损的企业明显高于往年。2014 年，零售企业普遍面临消费低迷、成本攀升、竞争加剧等困难局面，行业利润整体有所下滑。未来随着物价水平和人工、租金成本的刚性上涨，自有物业占比较低的百货企业成本压力仍将继续加重，整体盈利情况弱化态势难以有效扭转。\n\n# 以网购为代表的新型消费模式冲击传统零售市场，渠道分销使行业竞争日益激烈，同时也在加速传统零售业态的调整转型\n\n近年来国内网购市场保持了较快的发展速度，网购人群及销售额均持续增长。2004 年，我国网络零售额仅为 45 亿元；2014 年，我国网购市场交易规模达到 2.8 万亿元，增速显著。网络渠道的扩张显著改变了居民的消费习惯及零售行业业态，国内网购人数由 2006 年的3,357 万人迅速扩大到 2014 年的 36,100 万人，网络交易规模占社会零售总额的比重已经由 2006 年的 0.41%提高至 2014 年的 10.63%，人均网购金额从 2006 年的不足 1,000 元增加到 2014 年的 8,000 元左右。\n\n网购市场的高速发展使得我国传统零售企业面临较大挑战，目前较多传统零售企业都面临着通过不断加强商品经营和品类管理能力来提高运营效率的挑战，此外租金和人工成本的上涨也使得运营压力不断增加。而网购市场的各种促销模式以及价格优势对传统零售企业毛利率和净利率水平产生一定负面冲击。\n\n2015 年 3 月，十二届全国人民代表大会第三次会议政府工作报告中指出，未来我国将促进电子商务健康发展。未来电商市场份额将持续扩大，实体零售市场份额将继续受到挤压。此外，移动和数字科技的发展、大数据、社交媒体等新技术正在从根本上改变行业格局，同时线上零售特别是移动端零售分流传统实体店的客流将成为趋势。在动态博弈过程中，以网购为代表的新型消费模式高速发展也促进了传统零售企业尤其是家电连锁企业的模式转型。未来几年，随着传统零售企业大规模进入电商行业，我国西部省份及中东部三四线的网购潜力也将得到进一步开发，加上移动互联网的发展促使移动网购日益便捷，我国网购市场还将保持较快增速。但是，随着基数扩大以及网购消费理性发展，网购零售额的增长速度将逐步下降，且由于网购在覆盖品类、区域、人群上有所侧重，加之受物流瓶颈的制约，未来不可能完全取代传统零售，但会加速传统零售企业模式转型。\n\n# ● 钢铁贸易\n\n# 我国是钢铁大国，钢铁贸易存在很大市场空间；钢铁行业供需矛盾突出，钢铁价格下行压力较大，影响了钢贸企业的盈利能力\n\n我国是钢铁生产与需求大国，作为最重要的大宗商品之一，钢铁存在巨大的流通需求，钢铁贸易存在很大的市场空间。钢贸行业准入门槛较低，随着钢铁行业的快速发展，钢贸企业、个体户数量快速增长，行业竞争激烈。在钢铁产业链中，上游钢铁企业处于强势地位，一般要求全额预付，而下游需求方相对比较分散，钢贸商为加大业务"} +{"pdf_name": "9276819_17.pdf", "language": "zh", "markdown": "
筹资活动产生的现\n金流量净额-36,124,042.07-115,200,000.00不适用
\n\n注 1：主要原因系销售规模增大、销售回款增多使得销售商品收到的现金增加；\n\n注 2：主要原因系采购规模增大及材料价格上升使得购买商品、接受劳务支付的现金增加；\n\n注 3：主要原因系本期购买的低风险理财产品赎回增加及购建固定资产、无形资产和其他长期资产支付的现金增加所致；\n\n注 4：主要原因系公司为提高资金使用效率，本期多次申购短期低风险理财产品；\n\n注 5：主要原因系子公司吸收少数股东投资收到的现金增加及本期开展的信用证贴现业务引致筹资活动产生的现金流增���。\n\n# (二) 非主营业务导致利润重大变化的说明\n\n□适用 √不适用\n\n# (三) 资产、负债情况分析\n\n√适用 □不适用\n\n# 1. 资产及负债状况\n\n单位：元\n\n
项目名称本期期末\n数本期期\n末数占\n总资产\n的比例\n（%）上期期末数上期期末\n数占总资\n产的比例\n（%）本期期末\n金额较上\n期期末变\n动比例\n（%）情况说明
应收款项融资510,228,8\n54.7513.18205,724,27\n3.256.70148.02主要系收到的票据增加\n及开展的票据池业务规\n模增加。
预付款项41,063,49\n2.571.0619,795,009\n.020.65107.44主要系本期支付的原料\n预付款增加
其他应收款4,725,194\n.800.122,535,845.\n440.0886.34主要系本期应收资产处\n置款项增加
存货389,556,4\n05.1910.06220,692,05\n8.377.1976.52主要系原料价格上涨带\n动存货金额增长
其他流动资产43,740,70\n5.231.1324,340,286\n.190.7979.70主要系百力化学溴化聚\n苯乙烯试生产产出的产\n品形成存货
长期股权投资91,363,85\n8.242.3641,519,317\n.321.35120.05主要系公司本期追加投\n资大连永达苏利 4000 万\n元
递延所得税资\n产12,022,73\n9.200.315,010,170.\n660.16139.97主要系本期计提资产减\n值准备增加及百力化学\n试生产收益冲减在建工\n程所致
其他非流动资\n产94,590,26\n8.252.4469,867,875\n.622.2835.38主要系预付项目建设、设\n备款增加
应付票据588,953,5\n62.0715.2185,742,868\n.442.79586.88主要系为降低资金成本，\n开展了票据池业务
应交税费21,289,60\n7.300.5511,156,484\n.750.3690.83主要系 12 月份利润增长\n引致应交税费增加
其他流动负债1,171,2900.031,835,926.0.06-36.20主要系预收增值税减少
"} +{"pdf_name": "9276819_18.pdf", "language": "zh", "markdown": "
.2036所致
\n\n其他说明\n\n无\n\n# 2. 境外资产情况\n\n√适用 □不适用\n\n# (1) 资产规模\n\n其中：境外资产 1,127,446.33（单位：元 币种：人民币），占总资产的比例为 0.03%。\n\n# (2) 境外资产占比较高的相关说明\n\n□适用 √不适用\n\n# 3. 截至报告期末主要资产受限情况\n\n√适用 □不适用\n\n
项目期末账面价值受限原因
货币资金146,021,893.98银行汇票保证金、信用证保证金
应收款项融资422,243,241.84为公司开具银行承兑汇票提供质押担保
合计568,265,135.82/
\n\n# 4. 其他说明\n\n□适用 √不适用\n\n# (四) 行业经营性信息分析\n\n√适用 □不适用\n\n详见下述行业经营性分析。"} +{"pdf_name": "8352529_4.pdf", "language": "zh", "markdown": "倘以下全球發售的預期時間表發生變動，我們將於香港在聯交所網站www.hkexnews.hk及本公司網站www.sensetime.com 刊發公告。\n\n
香港公開發售開始 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 021年12月7日（星期二 ）\n上午九時正
透過指定網站(2) www.ei0211210日（po.com.hk 2年月星期五）\n使用白表eIPO服務完成電子申請的截止時間 . . . . . . . . . 上午十一時三十分
開始辦理申請登記(3). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2021年12月10日（星期五）\n上午十一時四十五分
(a)透過網上銀行轉賬或繳費靈轉賬完成白表eIPO\n申請付款及(b)向香港結算發出電子認購 2021年12月10日（星期五）\n　指示(4)的截止時間 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 中午十二時正
倘閣下指示經紀或託管商（須為中央結算系統結算參與者或中央結算系統託管商參與者）\n透過中央結算系統終端機發出電子認購指示代表閣下申請香港發售股份，建議閣下\n聯絡閣下的經紀或託管商，查詢發出有關指示的截止時間（可能與上述截止時間不同）。\n截止辦理申請登記(3). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2021年12月10日（星期五）\n中午十二時正
預期定價日......................................... 2021年12月10日（星期五）
在本公司網站(5)www.sensetime.com及香港聯交所網站\n www.hkexnews.hk公佈\n(i) 發售價；\n(ii) 國際發售的踴躍程度；\n(iii) 香港公開發售的申請水平；及\n(iv) 香港公開發售項下香港發售股份的分配基準 . . . . 2021年12月16日（星期四）\n或之前
透過多種渠道公佈香港公開發售的分配結果（包括獲接納申請人的身份證明文件號碼（如適\n用）），包括：\n(1) 將分別登載於我們網站(5)www.sensetime.com及聯交\n所網站www.hkexnews.hk的公告 . . . . . . . . . . . . . . . . 2021年12月16日（星期四）起
"} +{"pdf_name": "8352529_5.pdf", "language": "zh", "markdown": "
(2) 可於www.iporesults.com.hk（或者：英文網站\nhttps://www.eipo.com.hk/en/Allotment；中文網站\nhttps://www.eipo.com.hk/zh-hk/Allotment）使用\n「按身份證號碼搜索」功能查閱香港公開發售\n的分配結果 . . . . . . . . . . . . . . . . . . . . . . . .2 . . . . . . . . . .021年12 月16日（星期四）\n上午八時正至2021年12月22日\n（星期三）午夜十二時正
(3) 於上午九時正至下午六時正致電分配結果電話\n查詢熱線+ 852 2862 8555 . . . . . . . . . . . . . . . . . . . . . . 2021年12月16日（星期四）、\n2021年12月17日（星期五）、\n2021年12月20日（星期一）及\n2021年12月21日（星期二）
就香港公開發售(i)全部或部分獲接納的申請（倘最終\n發售價低於申請時應付的價格（如適用））及\n (ii)全部或部分不獲接納的申請寄發╱領取退款\n支票或白表電子退款指示(7)(8) . . . . . . . . . . . . . . . . . . . . . . . 2021年12月16日（星期四）\n或之前
就全部或部分獲接納的香港公開發售申請\n寄發╱領取股票或將股票存入中央結算系統(6) (8) . . . . . .2021 年12月16 日（星期四））\n或之前
預期B類股份開始在聯交所買賣. . . . . . . . . . . . . . . . . . . . . . . 2021年12月17日（星期五）\n上午九時正
\n\n附註：\n\n(1) 除另有指明外，所有日期及時間均指香港日期及時間。\n\n(2) 於遞交申請截止日期上午十一時三十分後，閣下不得透過指定網站www.eipo.com.hk使用白表eIPO服務遞交申請。倘閣下已於上午十一時三十分前遞交申請，並已自指定網站取得付款參考編號，則將獲准繼續辦理申請手續（須完成支付申請股款），直至遞交申請截止日期中午十二時正（截止辦理申請登記之時）為止。\n\n(3) 倘於2021年12月10日（星期五）上午九時正至中午十二時正期間的任何時間，香港發出「黑色」暴雨警告信號或極端情況或八號或以上熱帶氣旋警告信號，則當日不會開始或截止辦理申請登記。請參閱「如何申請香港發售股份 — 10.惡劣天氣及╱或極端情況對開始及截止辦理申請登記的影響」。\n\n(4) 透過向香港結算發出電子認購指示提出申請的申請人，請參閱「如何申請香港發售股份 — 6.透過中央結算系統EIPO服務提出申請」。\n\n(5) 該網站或當中所載任何資料概不構成本文件的一部分。\n\n(6) 股票僅會在全球發售於上市日期（預期將為2021年12月17日（星期五））上午八時正或之前於各方面均成為無"} +{"pdf_name": "9231106_199.pdf", "language": "zh", "markdown": "
059
其中：
账龄组合720,88\n7,698.3\n0100.00\n%15,586, \n427.352.16%705,30\n1,270.9\n5680,99\n2,449.7\n9100.00\n%14,185, \n024.492.08%666,807, \n425.30
合计720,88\n7,698.3\n0100.00\n%15,586, \n427.352.16%705,30\n1,270.9\n5680,99\n2,449.7\n9100.00\n%14,185, \n024.492.08%666,807, \n425.30
\n\n按单项计提坏账准备：\n\n单位：元\n\n
名称期末余额
账面余额坏账准备计提比例计提理由
\n\n按组合计提坏账准备：\n\n单位：元\n\n
名称期末余额
账面余额坏账准备计提比例
\n\n确定该组合依据的说明：\n\n如是按照预期信用损失一般模型计提应收账款坏账准备，���参照其他应收款的披露方式披露坏账准备的相关信息：\n\n□ 适用 √ 不适用\n\n按账龄披露\n\n单位：元\n\n
账龄账面余额
1 年以内（含 1 年）716,435,583.46
其中：6 个月以内（含 6 个月）709,409,830.70
6 个月至 1 年（含 1 年）7,025,752.76
1 至 2 年3,008,510.05
2 至 3 年1,395,025.41
3 年以上48,579.38
3 至 4 年48,579.38
合计720,887,698.30
\n\n# （2）本期计提、收回或转回的坏账准备情况\n\n本期计提坏账准备情况：\n\n单位：元\n\n
类别期初余额本期变动金额期末余额
计提收回或转回核销其他
"} +{"pdf_name": "9231106_200.pdf", "language": "zh", "markdown": "
应收账款坏账\n准备14,185,024.491,401,402.8615,586,427.35
合计14,185,024.491,401,402.8615,586,427.35
\n\n其中本期坏账准备收回或转回金额重要的：\n\n单位：元\n\n
单位名称收回或转回金额收回方式
\n\n无\n\n# （3）本期实际核销的应收账款情况\n\n单位：元\n\n
项目核销金额
\n\n其中重要的应收账款核销情况：\n\n单位：元\n\n
单位名称应收账款性质核销金额核销原因履行的核销程序款项是否由关联\n交易产生
\n\n应收账款核销说明：\n\n本期无实际核销的应收账款情况\n\n# （4）按欠款方归集的期末余额前五名的应收账款情况\n\n单位：元\n\n
单位名称应收账款期末余额占应收账款期末余额合计数\n的比例坏账准备期末余额
联宝（合肥）电子科技\n有限公司392,690,817.3354.47%7,853,816.35
仁宝信息技术（昆山）\n有限公司100,326,178.9113.92%2,006,523.58
仁宝电脑（重庆）有限\n公司75,538,607.0610.48%1,510,772.14
纬创资通（成都）有限\n公司51,356,626.947.12%1,027,132.54
纬创资通（重庆）有限\n公司24,863,221.423.45%497,264.43
合计644,775,451.6689.44%
\n\n# （5）因金融资产转移而终止确认的应收账款\n\n期末无因无金融资产转移而终止确认的应收账款"} +{"pdf_name": "2131658_7.pdf", "language": "zh", "markdown": "本报告署名分析师在此声明：本人具有中国证券业协会授予的证券投资咨询执业资格并注册为证券分析师，以勤勉尽责的职业态度、专业审慎的研究方法，使用合法合规的信息，独立、客观地出具本报告，并对本报告的内容和观点负责。本人薪酬的任何部分过去不曾与、现在不与、未来也不会与本报告中的具体推荐意见或观点直接或间接相关。\n\n# 投资评级说明\n\n
证券投资评级：以研究员预测的报告发布之\n日起 6 个月内证券的绝对收\n益为分类标准。买入：20%以上；
增持：5%-20%；
中性：-5%-5%；
减持：-5%以下。
行业投资评级：以研究员预测的报告发布之\n日起 6 个月内行业相对市场\n基准指数的收益为分类标准。超配：高于 5%；
标配：介于-5%到 5%；
低配：低于-5%。
\n\n# 重要声明\n\n本报告由川财证券有限责任公司（已具备中国证监会批复的证券投资咨询业务资格）制作。本报告仅供川财证券有限责任公司（以下简称“本公司”）客户使用。本公司不因接收人收到本报告而视其为客户，与本公司无业务关系的阅读者不是本公司客户，本公司不承担适当性职责。本报告在未经本公司公开披露或者同意披露前，系本公司机密材料，如非本公司客户接收到本报告，请及时退回并删除，并予以保密。\n\n本报告基于本公司认为可靠的、已公开的信息编制，但本公司对该等信息的真实性、准确性及完整性不作任何保证。本报告所载的意见、评估及预测仅为本报告出具日的观点和判断，该等意见、评估及预测无需通知即可随时更改。在不��时期，本公司可能会发出与本报告所载意见、评估及预测不一致的研究报告。同时，本报告所指的证券或投资标的的价格、价值及投资收入可能会波动。本公司不保证本报告所含信息保持在最新状态。对于本公司其他专业人士（包括但不限于销售人员、交易人员）根据不同假设、研究方法、即时动态信息及市场表现，发表的与本报告不一致的分析评论或交易观点，本公司没有义务向本报告所有接收者进行更新。本公司对本报告所含信息可在不发出通知的情形下做出修改，投资者应当自行关注相应的更新或修改。\n\n本公司力求报告内容客观、公正，但本报告所载的观点、结论和建议仅供投资者参考之用，并非作为购买或出售证券或其他投资标的的邀请或保证。该等观点、建议并未考虑到获取本报告人员的具体投资目的、财务状况以及特定需求，在任何时候均不构成对客户私人投资建议。根据本公司《产品或服务风险等级评估管理办法》，上市公司价值相关研究报告风险等级为中低风险，宏观政策分析报告、行业研究分析报告、其他报告风险等级为低风险。本公司特此提示，投资者应当充分考虑自身特定状况，并完整理解和使用本报告内容，不应视本报告为做出投资决策的唯一因素，必要时应就法律、商业、财务、税收等方面"} +{"pdf_name": "2131658_8.pdf", "language": "zh", "markdown": "咨询专业财务顾问的意见。本公司以往相关研究报告预测与分析的准确，也不预示与担保本报告及本公司今后相关研究报告的表现。对依据或者使用本报告及本公司其他相关研究报告所造成的一切后果，本公司及作者不承担任何法律责任。\n\n本公司及作者在自身所知情的范围内，与本报告所指的证券或投资标的不存在法律禁止的利害关系。投资者应当充分考虑到本公司及作者可能存在影响本报告观点客观性的潜在利益冲突。在法律许可的情况下，本公司及其所属关联机构可能会持有报告中提到的公司所发行的证券头寸并进行交易，也可能为之提供或者争取提供投资银行、财务顾问或者金融产品等相关服务。本公司的投资业务部门可能独立做出与本报告中的意见或建议不一致的投资决策。\n\n对于本报告可能附带的其它网站地址或超级链接，本公司不对其内容负责，链接内容不构成本报告的任何部分，仅为方便客户查阅所用，浏览这些网站可能产生的费用和风险由使用者自行承担。\n\n本公司关于本报告的提示（包括但不限于本公司工作人员通过电话、短信、邮件、微信、微博、博客、QQ、视频网站、百度官方贴吧、论坛、BBS）仅为研究观点的简要沟通，投资者对本报告的参考使用须以本报告的完整版本为准。\n\n本报告版权仅为本公司所有。未经本公司书面许可，任何机构或个人不得以翻版、复制、发表、引用或再次分发他人等任何形式侵犯本公司版权。如征得本公司同意进行引用、刊发的，需在允许的范围内使用，并注明出处为“川财证券研究所”，且不得对本报告进行任何有悖原意的引用、删节和修改。如未经川财证券授权，私自转载或者转发本报告，所引起的一切后果及法律责任由私自转载或转发者承担。本公司保留追究相关责任的权利。所有本报告中使用的商标、服务标记及标记均为本公司的商标、服务标记及标记。\n\n本提示在任何情况下均不能取代您的投资判断，不会降低相关产品或服务的固有风险，既不构成本公司及相关从业人员对您投资本金不受损失的任何保证，也不构成本公司及相关从业人员对您投资收益的任何保证，与金融产品或服务相关的投资风险、履约责任以及费用等将由您自行承担。\n\n本公司具有中国证监会核准的“证券投资咨询”业务资格，经营许可证编号为：11080000"} +{"pdf_name": "2116480_10.pdf", "language": "zh", "markdown": "二是建立健全相关法规制度，实现最大程度的开放。要抓紧修订完善政府信息公开条例，促进政府数据在风险可控的原则下尽可能的开放，明晰数据开放的权利和义务，界定数据开放的范围和责任。要充分发挥促进大数据发展部际联席会议制度的作用，加强对政府信息化项目的后评价和项目审查，强化对数据资源建设以及数据共享开放、数据质量和安全的审计监督。\n\n三是建立政府数据开放平台的标准体系，实现统一开放。具体来讲，就是要在 2018 年以前建成国家政府数据统一开放门户，推进政府和公共服务部门数据资源统一汇集和集中向社会开放，实现面向社会的政府数据资源一站式开放服务��同时，尽快建立政府数据采集质量保障和安全管理标准，加强政府数据开放的标准化，以方便社会各方面利用。\n\n数据来源：http://www.c114.net/news/16/a965157.html\n\n#  二季度全球智能机出货量 3.3 亿部，三星/苹果/华为前三\n\n2016 年 7 月 28 日，市场研究机构 Canalys 发布的最新报告，2016 年第二季度，全球智能手机出货量止跌回升，当季出货量超过 3.3 亿部，三星以大约 8000 万部的出货量雄踞榜首，苹果和华为分别排名第二和第三。今年第一季度，全球智能手机出货量首次出现同比下滑。\n\nCanalys 数据显示，第二季度智能手机出货量虽然重新恢复增长，但与第一季度相比，出货量并未有太大改善；而历史数据显示，去年第二季度全球智能手机出货量相对令人失望，所有这些迹象都表明第二季度恢复增长仍然有些牵强。\n\nCanalys 表示，三星第二季度的智能手机出货量达到 8000 万部左右，在榜单上雄踞第一。Canalys 将三星在智能手机市场确立的领导地位，归功于 Galaxy S7 销售强劲。Galaxy S7 绑定了 Gear VR 虚拟现实头盔，业界观察人士对这款手机的表现普遍持保留态度。在 Galaxy S7 开放预订时，三星的虚拟现实配件是免费的。Canalys 还认为，三星与 Oculus 合作开发移动虚拟现实技术，帮助“推高了旗舰智能手机的销量。”\n\niPhone 在第二季度的出货量约为 4000 万部，虽然苹果整体排名第二，但当季出货量与三星相比差距非常大。Canalys 表示，iPhone SE 在苹果重要目标市场的销量并不像该公司预期的那么多，比如在中国和印度，因为在这些市场，iPhone SE 的价格相对于竞品仍然较高。不过，苹果高管在最新一季财报电话会议上却表示，“iPhone SE 的表现与预期的一般好”。\n\n华为以大约 3100 万的出货量排名第三，但 Canalys 指出，华为给今年定的全年出货量目标为 1.4 亿部，所以该公司距离这一目标依旧十分遥远。Canalys 认为，若想实现这一目标，华为就必须扩大在美国的市场份额。\n\n数据来源：http://www.c114.net/news/51/a965210.html\n\n#  互联网国际出口将迎来爆发：2020 年目标带宽将达到 20Tbps\n\n2016 年 7 月 28 日消息（子月）国际出口带宽与用户的上网体验息息相关。近日，中共中央办公厅、国务院办公厅印发了《国家信息化发展战略纲要》中提出，到 2020 年，互联网国际出口带宽达到 20 太比特/秒（Tbps），到 2025 年，互联网国际出口带宽达"} +{"pdf_name": "2116480_11.pdf", "language": "zh", "markdown": "到 48 太比特/秒（Tbps）。这不论对于普通网民上网还是中国经济发展都是一个重大的福音。\n\n此前，CNNIC 发布的报告中披露了我国的互联网基础资源数据显示，截至 2015 年 12月，我国国际出口带宽超过 5 太比特/秒（Tbps），年增长 30.9%。\n\n事实上，从 2010 年以来，我国的国际出口带宽一直保持着 20%以上的增长，其中在 2013年，增长率更是达到了 79.33%。\n\n从骨干网络国际出口带宽数的分配来看，三大基础电信运营商占到了很大的比重；其中，中国电信和中国联通作为两家固网基础资源最为丰富的运营商，资源整体占比非常高；特别是中国电信一家就占到近 60%。\n\n在本次发布的《国家信息化发展战略纲要》中明确提出了我国互联网国际出口未来发展目标：\n\n到 2020 年，互联网国际出口带宽达到 20 太比特/秒（Tbps），支撑“一带一路”建设实施，与周边国家实现网络互联、信息互通，建成中国－东盟信息港，初步建成网上丝绸之路，信息通信技术、产品和互联网服务的国际竞争力明显增强。\n\n到 2025 年，互联网国际出口带宽达到 48 太比特/秒（Tbps），建成四大国际信息通道，连接太平洋、中东欧、西非北非、东南亚、中亚、印巴缅俄等国家和地区，涌现一批具有强大国际竞争力的大型跨国网信企业。\n\n要建设现代化的网络，打造网络强国，互联网国际出口带宽至关重要。而《国家信息化发展战略纲要》的发布，为这一目标的实现提供了指引和保障。\n\n数据来源：http://www.c114.net/news/52/a965313.html"} +{"pdf_name": "9301528_5.pdf", "language": "zh", "markdown": "表 2：公司管理团队人员\n\n
姓 名职 务年 龄基本情况
马学军董事长、总经理50全面负责公司的经营管理，曾获2014年“中国\n商业最具创意人物100奖”、“影响深圳装备工\n业创新发展领军人物”，现任深圳智能可穿戴\n科技联盟副会长
贺小潮副总经理43本科学历，经济管理专业，曾任重庆新华集\n团出版分公司副总经理
陈 晴副总经理、企划部总监40资深的产品规划、创新与设计专家，拥有十\n余年的产品规划创新经验，曾就职于富士康\n担任工业设计师、以及宝丽来、华为等创新\n部负责人
刘志华董事、副总经理、电\n子商务事业部总经理43曾任背景益生菌康健电子商务有限公司任广\n告策划，现任电子商务事业部总经理
张大燕副总经理、财务总监47深圳万基集团高级财务总监助理、财务经理
黄骁睿董事会秘书32曾任北京当当网信息技术有限公司法务总监
\n\n资料来源：招股说明书，浙商证券研究所\n\n# 1.3. 募集资金助推线下渠道布局，保障市场份额增长\n\n募集资金帮助扩张线下门店布局，保障公司进一步抢占市场份额。公司本次募集资金用于建设公司营销网络、升级研发中心并对信息化系统进行升级，其中最主要的项目为营销网络建设项目，其投资总额为 2.79 亿元，主要用于在全国新设直营门店。截至 2020年末，公司有 165 家直营门店，遍布机场、高铁站和商场，已经为公司建立了一定程度上的渠道壁垒，直营店已经成为公司重要收入渠道，2019 年公司线下直营店收入为 2.46亿元，占总营收比例为 35.6%；同时直营门店还能在终端消费者教育起到很大作用。此次公司计划新增机场店 48 家、高铁店 37 家、商场门店 163 家，可以帮助公司提升线下渠道收入规模和营销效率。\n\n表 3：公司募集资金用途\n\n
项目名称投资总额项目概况
营销网络建设\n项 目27,862.02拟在全国各地新设248家直营门店；\n打造智能化终端门店
研发中心升级\n建设项目8,801.08在深圳市建立研发中心，引进行业专\n业人才，打造我国智能按摩器领域领\n先的综合性研发和检测中心
信息化升级建\n设项目5,010.00搭建供应链管理系统、大数据系统运\n营系统以及对SAP系统进行升级优化
补充营运资金8,000.00
合 计49,673.10
\n\n资料来源：招股说明书，浙商证券研究所\n\n# 1.4. 收入在成长快车道，归母净利润增长表现稳健\n\n公司作为小型按摩器具行业龙头，业绩增长处于成长快车道。2015-2020 年，公司营业收入从 3.15 亿元增长至 8.26 亿元（CAGR 为 21.3%），高营收增速主要系公司积极布设"} +{"pdf_name": "9301528_6.pdf", "language": "zh", "markdown": "线下门店渠道，并配合线上渠道销售与推广，不断提升产品认知度和市占率所致；归母净利润从 0.02 亿上升至 0.71 亿元（CAGR 为 98.5%），业绩增速亮眼。\n\n图 3：公司营业收入\n\n资料来源：Wind，浙商证券研究所\n\n图 4：公司净利润增长稳健\n\n资料来源：Wind，浙商证券研究所\n\n公司整体毛利率水平高，但是高销售费用投放导致毛净差高。2015-2019 年，公司整体毛利率从 49.56%稳步上升至 60.93%，领先行业；20 年疫情期间线下门店受到影响，但公司毛利率仍然维持在 58.36%的高水平。而公司净利率水平与毛利率相差较大，原因是公司开设大量线下直营门店、并投放大量广告以加强消费者认知，带来了高销售费用率，进而导致了公司的高毛净差。\n\n图 5：公司毛利率和净利率差距\n\n资料来源：Wind，浙商证券研究所\n\n图 6：同行销售费用率对比\n\n资料来源：Wind，浙商证券研究所"} +{"pdf_name": "9276886_76.pdf", "language": "zh", "markdown": "# 概覽\n\n於二零一八年四月九日，本公司根據《公司法》在開曼群島註冊成立為獲豁免有限公司，以期上市。於最後實際可行日期，本集團旗下附屬公司包括彩嵐、瑞忠、偉鴻行建築、偉鴻行工程（香港）、偉鴻行建築工程、偉鴻行工程（澳門）、新偉鴻建築、偉鴻行裝飾設計、耀港裝飾工程、景川及珠海橫琴忠信建材。本集團該等附屬公司的詳情載於本節下文「公司發展」一段。\n\n於上市之前，本集團進行重組及緊隨重組完成後，本公司的已發行股本由於英屬處女群島註冊成立的公司巧裕（由李先生全資擁有）擁有 90% 及首次公開發售前投資者（透過新凰）擁有 10%。\n\n緊隨資本化發行及股份發售完成後，巧裕及首次公開發售前投資者（透過新凰）將分別擁有本公司67.5%及7.5%的已發行股本（並無計及因超額配股權及根據購股權計劃可能授出的任何購股權獲行使而將予配發及發行的任何股份）。\n\n# 業務發展\n\n本集團的歷史可���溯至一九九六年八月，當時本集團董事會主席兼創始人李先生成立偉鴻行工程（香港），於香港提供裝修服務。鑒於旅遊業及博彩業的繁榮發展推高澳門酒店、娛樂場及綜合度假村的裝修服務需求，自二零零五年五月起本集團透過成立偉鴻行工程（澳門）將業務重心轉移至澳門市場。\n\n# 本集團里程碑\n\n本集團發展的關鍵事項載列如下：\n\n
年份 關鍵事項
一九九六年偉鴻行工程（香港）於香港註冊成立，我們開始在香港提\n供小型裝修工程。
二零零五年透過註冊成立偉鴻行工程（澳門），我們將業務擴展至澳\n門。
我們獲一名發展商授予首個澳門裝修工程，涉及位於澳門\n半島的商用綜合建築內的一所購物中心，原合約金額約為\n13.7百萬澳門元。
"} +{"pdf_name": "9276886_77.pdf", "language": "zh", "markdown": "
二零零六年我們獲兩個全球奢侈品及高端時尚品牌授予兩個裝修項\n目，涉及彼等位於澳門半島的綜合度假村的零售店，原合\n約金額分別約為4.1百萬澳門元及2.3百萬澳門元。
二零零八年 我們獲客戶B授予首個裝修項目，涉及位於澳門路氹城的\n綜合度假村的一間意大利餐廳，原合約金額約為30.0百萬\n澳門元。
二零一一年 我們獲客戶A授予首個裝修項目，涉及位於澳門的綜合度\n假村的一所娛樂場。
我們獲客戶B授予首個裝修項目，涉及位於澳門路氹城的\n綜合度假村的一間貴賓賭廳，原合約金額約為12.5百萬澳\n門元。
二零一二年 我們獲客戶A授予一個裝修項目，涉及位於澳門半島的綜\n合度假村的一所娛樂場，總合約金額為137百萬澳門元，\n亦是我們首個總合約金額超過100百萬澳門元的裝修項目。
二零一八年 我們獲客戶A授予一個裝修項目，涉及位於澳門路氹城的\n綜合度假村的一所娛樂場，原合約金額首次超過150百萬\n澳門元。
本公司於開曼群島註冊成立，作為就上市而重組的一部\n分。
"} +{"pdf_name": "9306241_73.pdf", "language": "zh", "markdown": "
的承\n诺2、对于本企业/本人直接和间接控股的其他企业，本\n企业/本人将通过派出机构和人员（包括但不限于董\n事、总经理等）以及本企业/本人在该等企业中的控\n股地位，保证该等企业履行本承诺函中与本企业/本\n人相同的义务，保证该等企业不与发行人进行同业竞\n争。如果本企业/本人所投资的全资、控股企业从事\n的业务与发行人形成同业竞争或者潜在同业竞争情\n况的，本企业/本人同意通过合法有效方式，及时解\n决同业竞争问题。\n3、本企业/本人愿意对违反上述承诺而给发行人造成\n的经济损失依法承担相应的赔偿责任。\n4、本承诺自签署之日起正式生效，在本企业/本人作\n为公司控股股东或实际控制人期间持续有效且不可\n变更或撤销。日
公司招股\n说明\n书信\n息披\n露的\n承诺招股说明书如有虚假记载、误导性陈述或者重大遗\n漏，对判断发行人是否符合法律规定的发行条件构成\n重大、实质影响的，发行人将以市场价回购首次公开\n发行的全部新股，并支付从首次公开发行完成日至股\n票回购公告日的同期银行存款利息作为赔偿。招股说\n明书如有虚假记载、误导性陈述或者重大遗漏，致使\n投资者在证券交易中遭受损失的，发行人将依法赔偿\n投资者损失。2021\n年 01\n月 28\n日长期\n有效正常\n履行\n中
控股股东汉\n志投资、实际\n控制人黄志\n毅招股\n说明\n书信\n息披\n露的\n承诺招股说明书如有虚假记载、误导性陈述或者重大遗\n漏，对判断发行人是否符合法律规定的发行条件构成\n重大、实质影响的，发行人控股股东将以市场价购回\n已转让的原限售股份，并支付从首次公开发行完成日\n至股票回购公告日的同期银行存款利息作为赔偿；发\n行人实际控制人将督促公司依法回购首次公开发行\n的全部新股。招股说明书如有虚假记载、误导性陈述\n或者重大遗漏，致使投资者在证券交易中遭受损失\n的，本企业/本人将依法赔偿投资者损失。2021\n年 01\n月 28\n日长期\n有效正常\n履行\n中
全体董事、监\n事、管理人员招股\n说明\n书信\n息披\n露的\n承诺招股说明书如有虚假记载、误导性陈述或者重大遗\n漏，致使投资者在证券交易中遭受损失的，本人将依\n法赔偿投资者损失，但本人能够证明自己没有过错的\n除外。上述承诺不因本人职务变换或离职而改变或导\n致无效。2021\n年 01\n月 28\n日长期\n有效正常\n履行\n中
控股股东、实\n际控制人租赁\n房产\n的承\n诺在租赁期限内，若由于前述物业被强制拆迁或因纠纷\n导致不能正常租用，控股股东汉志投资、实际控制人\n黄志毅将自愿承担因此产生的搬迁费用，并就公司及\n东莞励成因此遭受的经济损失进行补偿。2021\n年 01\n月 28\n日长期\n有效正常\n履行\n中
控股股东、实社保、如果发行人因首次公开发行前员工社会保险、公积金2021长期正常
"} +{"pdf_name": "9306241_74.pdf", "language": "zh", "markdown": "
际控制人公积\n金的\n承诺事宜被有关机构处罚，汉志投资、实际控制人黄志毅\n就发行人实际遭受的经济损失，向发行人提供补偿，\n以使发行人不因此遭受经济损失。年 01\n月 28\n日有效履行\n中
股权激励承\n诺
其他对公司\n中小股东所\n作承诺
承诺是否按\n时履行是
如承诺超期\n未履行完毕\n的，应当详\n细说明未完\n成履行的具\n体原因及下\n一步的工作\n计划不适用
\n\n# 2、公司资产或项目存在盈利预测，且报告期仍处在盈利预测期间，公司就资产或项目达到原盈利预测及其原因做出说明\n\n□ 适用 √ 不适用\n\n# 二、控股股东及其他关联方对上市公司的非经营性占用资金情况\n\n□ 适用 √ 不适用\n\n公司报告期不存在控股股东及其他关联方对上市公司的非经营性占用资金。\n\n# 三、违规对外担保情况\n\n□ 适用 √ 不适用\n\n公司报告期无违规对外担保情况。\n\n# 四、董事会对最近一期“非标准审计报告”相关情况的说明\n\n□ 适用 √ 不适用\n\n# 五、董事会、监事会、独立董事（如有）对会计师事务所本报告期“非标准审计报告”的说明\n\n□ 适用 √ 不适用"} +{"pdf_name": "9221799_314.pdf", "language": "zh", "markdown": "權日期（必須為營業日）前 五 個 營 業 日 在 聯 交 所 每 日 報 價 表 所 報 平 均 收 市 價；及(iii)股份面值。接納授出購股權的要約時須支付代價1.00港元。\n\n# 7. 權利屬承授人個人所有\n\n根據購股權計劃授出的購股權應屬於參與人個人所有，故不得轉讓或出讓。\n\n# 8. 行使購股權的時限\n\n參與人士可於自授出購股權的要約日期起計28日內接納有關購股權。\n\n購 股 權 可 於 購 股 權 期 間 隨 時 根 據 購 股 權 計 劃 之 條 款 行 使。購 股 權 期 間 屆 滿 後，概不得要約授出或授出任何額外購股權，惟購股權計劃之條款在所有其他方面將仍具十足效力及效用。在購股權計劃仍然有效之期間內所授出購股權，在十年期間屆滿後將可根據彼等授出時之條款繼續行使。\n\n# 9. 終止聘用或身故時的權利\n\n倘 全 面 行 使 購 股 權 前，於 授 出 購 股 權 時 為 本 集 團 僱 員 的 購 股 權 承 授 人 因 身 故、患病或根據其僱傭合約退休而終止為本公司僱員，則承授人或（如合適）其法定遺產代理人可於終止聘用日期（即 有 關 承 授 人 於 本 集 團 工 作 的 最 後 一 日，而 不 論 有 否 支 付 代 通知金）後12個 月 期 間 或 董 事 可 能 釐 定 的 較 長 期 間，行 使 承 授 人 截 至 身 故 日 期 應 享 有 的購股權（以未行使者為限），否則購股權將失效。\n\n倘 全 面 行 使 購 股 權 前，於 授 出 購 股 權 時 為 本 集 團 僱 員 的 購 股 權 承 授 人 因 身 故、患病或根據其僱傭合約退休以外任何原因或在若干其他情況下終止為本集團僱員，有關購股權（以未行使者為限）將於結束或終止日期失效且成為不可行使，惟董事另行決定則除外，於有關情況下，承授人可於結束或終止日期（即有關承授人於本集團實際工作的最後一日，而不論有否支付代通知金）後董事可能釐定的期間內，行使全部或部分購股 權（以未行使者為限），否則購股權將失效。\n\n# 10. 有關全面收購建議、債務和解協議或安排的權利\n\n倘向所有股份持有人或要約人及╱或由要約人控制的任何人士及╱或與要約人聯合或一致行動的任���人士以外的所有持有人提出全面或部分收購建議（不論以收購建議、股份購回建議或安排計劃或其他類似方式提出），本公司將合理盡力促使該建議於作出必須修改後將以相同條款向所有承授人（或其遺產代理人）提出，並假設彼等透過全"} +{"pdf_name": "9221799_315.pdf", "language": "zh", "markdown": "面行使向彼等授出的購股權後，將成為股東。倘該建議（已根據適用法例及監管規定獲批准）成為或宣佈為無條件或有關計劃或安排已正式提呈股東，則承授人（或其遺產代理人）（不論其獲授購股權的任何其他條款）有權於其後十四(14)日內任何時間及截至該建 議（或任何經修訂建議）截止或安排計劃項下授權的記錄日期（視乎情況而定）止，根據購股權計劃條文行使購股權（以 尚 未 行 使 者 為 限，可 全 部 行 使 或 行 使 承 授 人 向 本 公司所發出通知的指定數額）。\n\n# 11. 清盤時的權利\n\n倘 於 購 股 權 期 間 提 呈 有 效 決 議 案 以 將 本 公 司 自 願 清 盤，購 股 權 承 授 人（或其遺產代理人）可 在 一 切 適 用 法 例 規 限 下，於 考 慮 有 關 清 盤 的 本 公 司 建 議 股 東 大 會 前 兩(2)個營業日內，透過向本公司發出書面通知，選擇行使購股權（以尚未行使者為限，可全部行使或行使有關通知指定數額），並隨附通知所述股份認購價，屆時承授人將有權就其購股權獲行使時須予配發及發行的股份，與股份持有人享有同等地位，從清盤可得資產中收取選擇所涉及股份的有關金額。基於上文所述，未獲行使的購股權將於本公司開始清盤當日自動失效。\n\n# 12. 股份地位\n\n購股權獲行使而將予配發及發行的股份須受本公司當時生效的組織章程大綱及細則 所 有 條 文 規 限，並 將 與 於 購 股 權 獲 正 式 行 使 當 日（或如該日為本公司暫停辦理股份過戶登記手續的日子，則為重新辦理股份過戶登記手續的首日）（「行使日期」）當時現有已發行繳足股份在各方面享有同等地位，故此，有關股份將賦予持有人權利獲享於行使日期當日或之後已派付或作出的所有股息或其他分派，惟倘記錄日期早於行使日期，則不包括已宣派或建議或議決派付或作出的任何股息或其他分派。於行使購股權後配發及發行的股份直至承授人名稱正式記入本公司股東名冊作為有關持有人時，方會附帶表決權。\n\n# 13. 購股權計劃的期限\n\n除非董事會或本公司於股東大會上透過普通決議案終止，購股權計劃自採納日期起計十年期間有效及生效。"} +{"pdf_name": "2149759_5.pdf", "language": "zh", "markdown": "公司统一筹划了“VIP DAY”和“黑色星期五”等大型特色营销活动。同时，公司充分利用微信、微博及直播等社交媒体工具实现高效的客户沟通和会员互动，进而吸引客户到实体门店进行消费和体验。“黑色星期五”持续3天的活动期间，公司主力门店南京新街口店吸引了逾18.5万的客流，较上年同期增长11.60%，实现销售额1.10亿元，较上年同期上升8.40%。\n\n从商品资源来看，公司持续发展特色可控商品资源，打造具有长期竞争优势的自有商品供应链。2017年，公司聚焦于满足中产阶层顾客高品质生活需求，与国内核心服装面料厂商合作开发推出5款自有品牌的高端单品；同时亦针对低线市场顾客需求拓展高性价比的自有特色品牌商品。截至2018年3月末，公司自有品牌SKU数量近90个。\n\n公司特色化的可控商品资源和创新性的促销活动有助于吸聚客流并改善盈利能力，对核心门店的业绩增长构成一定的支撑。2017年，公司核心门店共实现收入109.28亿元，同比增长1.53%；核心门店收入占公司营业总收入的比重为71.12%。2018年1\\~3月，公司核心门店共实现收入29.81亿元，较上年同期增长3.01%。\n\n表2：2017年及2018年1\\~3月公司核心门店经营情况\n\n（单位：亿元、元/人）\n\n
门店名称20172018.1~3
收入客单价收入客单价
南京新街口店\n（全生活中心）28.151,448.707.271,634.80
扬州文昌店17.401,301.904.881,453.80
扬州京华城店821.701,002.40
徐州店15.831,071.804.191,199.40
盐城店（全生活中心）13.381,070.303.641,210.00
盐城奥莱城406.00529.90
西安高新店7.381,493.101.961,751.80
泰州店7.241,121.902.151,294.70
南京仙林店（全生活中心）7.14528.002.37577.30
昆明店（全生活中心）5.16757.301.441,027.80
南京珠江店3.49714.200.84782.80
淮安店4.11953.401.071,006.90
合计109.281,035.3429.811,169.23
\n\n注：表中各门店收入和净利润为合并抵消前数据，门店收入包含百货和超市业务收入。\n\n资料来源：公司提供\n\n分门店来看，南京新街口店开设于 1995 年 12 月 24 日，位于南京新街口核心区域，总建筑面积114,545 平方米，集百货、精品超市、餐饮休闲等全生活业态于一身，已成为南京市首屈一指的百货店之一。南京新街口店定位高端精品百货，并拥有超过 24 万 VIP 顾客，作为公司的旗舰店，其收入占公司营业总收入的比例一直处于较高水平。2017 年，南京新街口店客单价同比小幅提升至 1,488.70 元/人，营业收入同比增长 2.33%至 28.15 亿元。2018年 1\\~3 月，南京新街口店实现收入 7.27 亿元，与上年同期相比变化较小。\n\n扬州文昌店位于扬州市区最繁华的文昌阁广场，建筑面积 41,012 平方米，于 2001 年 10 月 28日试营业，扬州店营业面积充足、商品门类齐全，同时融合国际快餐等全生活业态，全方位满足顾客的时尚生活需要。扬州京华城店为扬州第二家店，成立于 2009 年 4 月，建筑面积为 29,598 平方米，坐落于扬州市西区，该区域为扬州市的新兴区域，具有良好的发展潜质。2017 年，扬州文昌店和扬州京华城店共实现收入 17.40 亿元，同比基本持平。同期，扬州文昌店客单价为 1,301.90 元/人，同比有所增加，扬州京华城店客单价为 821.70 元/人，同比有所下降，主要由于公司调整商品架构以契合不同的客群需求所致。2018 年 1\\~3 月，扬州文昌店和扬州京华城店共实现收入 4.88 亿元，较上年同期基本持平。\n\n徐州店位于徐州市经济文化中心—彭城广场，于 2003 年 12 月试营业，其建筑面积 59,934 平方米，致力于打造徐州规模最大的高级时尚百货店。徐州店全线引进国际、国内时尚名品，集合餐饮等配套设施，从建筑空间、经营规模、品牌组合、服务设施到店面管理均以高标准打造。开业 10 多年来，徐州店保持了较好的经营业绩。2017 年，徐州店实现收入 15.83 亿元，同比增长 3.13%；同期该店客单价同比提升 7.52%至 1,071.80 元/人。2018 年1\\~3 月，徐州店实现收入 4.19 亿元，较上年同期有增加 2.20%。\n\n盐城店位于江苏盐城市核心商业带内，总面积约 95,904 平方米，汇聚近 600 个国内外时尚品牌，集高档餐饮、娱乐和生活功能于一体，于 2008 年正式对外营业。自开业以来，盐城店销售业绩保持快"} +{"pdf_name": "2149759_6.pdf", "language": "zh", "markdown": "速增长，是公司旗下最具成长力和发展潜力的连锁店之一。盐城奥莱店为公司位于盐城的第二家店，位于盐城市核心商圈人民南路 11 号，建筑面积为18,377 平方米，于 2012 年 5 月试营业。盐城奥莱店定位为名品折扣店，为当地消费者提供高性价比商品。盐城店和盐城奥莱店在对当地消费群体进行细分的基础上实现差异化的业态定位，使得公司在盐城的市场份额及竞争力得到加强。2017 年，公司盐城门店（盐城店+盐城奥莱店）实现收入 13.38 亿元，同比增长 6.02%；同期盐城店和盐城奥莱店客单价分别上升至1,070.30元/人和406.00元/人。2018年 1\\~3 月，盐城门店实现收入 3.64 亿元，较上年同期增长 7.06%。\n\n从其他核心门店来看，2017 年，西安高新店、昆明店、南京珠江店及淮安店的收入均小幅下滑。2018 年一季度，南京珠江店和淮安店的收入延续下降趋势，但其他核心门店收入均实现一定的增长。南京仙林店二期位于南京市栖霞区，项目定位为中国顶级奥特莱斯，购物同度假和游玩相结合，注重沿湖与沿街景观设计；随着南京仙林店二期于 2017年 11 月完工投运，南京仙林店整体建筑面积由 4.28万平方米扩大至 21.17 万平方米，定位由传统零售门店转换升级为全生活中心；受益于此，2017 年和2018 年 1\\~3 月该门店的收入分别较上年同期增加6.25%和 31.67%，对公司核心门店整体业绩的增长起到重要的带动作用。\n\n新开门店方面，2017 年以来公司在江苏新开 3家“全生活中心”门店。其中，苏州高新店位于苏州市长江路，项目建筑面积 17.68 万平方米，���部为自有物业，营业面积 10.88 万平方米，其中百货面积为 6.81 万平方米；该门店于 2017 年 1 月开业，2017 年实现营业收入 2.54 亿元。南京金鹰世界位于南京市建邺区核心商业地段应天大街与江东中路交汇处，建筑面积 22.74 万平方米，物业由关联企业租赁所得，营业面积 16.74 万平方米，其中百货面积为 12.47 万平方米；南京金鹰世界于 2017 年11 月投入运营，2017 年营业收入为 0.89 亿元。扬州新城市中心所在的扬州市江都区文昌东路属于核心商业地段；扬州新城市中心一期建筑面积为15.36 万平方米，全部为自有物业，已于 2017 年 12 月投运。便利店方面，2017 年 12 月，公司与柒一拾壹（中国）投资有限公司共同签署“711”便利店授权合作协议，从而获得江苏省 7-Eleven 便利店 20年的经营权，首家“711”南京金鹰珠江路店已于2018 年 5 月开业。从新店培育情况来看，公司旗下门店在 2015 年以后开业的有 8 家，其中江苏昆山店和安徽马鞍山店已经实现扭亏，但丹阳店、安徽芜湖新城市中心和南通全生活店等新店盈利能力仍然偏弱，尚需进一步培育。\n\n总体来看，公司百货业务在江苏省继续保持较高的区域优势；2017 年以来，在零售行业回暖、门店扩增、营销推广策划升级以及商品资源布局完善等因素的驱动下，公司核心门店销售收入有所增长。中诚信国际将持续关注外部环境变化对公司百货业务经营的影响以及公司新开门店培育情况。\n\n# 未来公司将继续推进以“全生活中心”为核心的战略布局；中诚信国际将关注扬州江都项目的进展及后续运营效益情况\n\n根据公司战略规划，在未来三年，公司仍将以自置物业或收购等多种方式，聚焦江苏、安徽、云南及上海等区域的商业发展机会，深入拓展具有长期竞争实力和业绩增长潜力的“全生活中心”，发展和巩固在该区域的领先地位。\n\n具体投资方面，截至 2018 年 3 月末，公司主要在建项目为扬州江都项目。扬州江都项目位于扬州市江都文昌东路，业态包含住宅、购物中心、商业街、办公楼和酒店等。该项目的住宅部分总建筑面积约 36 万平方米，可售面积约 34 万平方米；一期从 2016 年开始对外销售，截至 2018 年 3 月末累计销售 11.76 万平方米，销售回款为 14.20 亿元；二期已于 2017 年 9 月开始销售，截至 2018 年 3 月末累计销售 2.92 万平方米，销售回款为 2.82 亿元，预计在 2021 年销售完毕。扬州江都项目商业部分（即扬州新城市中心）总建筑面积约 25 万平方米，经营方式以联营和租赁为主，其中一期已于 2017 年 12月开业，二期预计在 2020 年左右动工建设。扬州江都项目计划总投资 34.69 亿元，截至 2018 年 3 月末累计已投资 15.29 亿元。未来扬州江都项目投运后，或将成为扬州体量最大的商业旗舰以及休闲与社"} +{"pdf_name": "9319605_116.pdf", "language": "zh", "markdown": "少数股东损益在合并财务报表中股东权益及净利润项下单独列示。子公司当期净损益中属于少数股东权益的份额，在合并利润表中净利润项目下以“少数股东损益”项目列示。少数股东分担的子公司的亏损超过了少数股东在该子公司期初股东权益中所享有的份额，仍冲减少数股东权益。\n\n当因处置部分股权投资或其他原因丧失了对原有子公司的控制权时，对于剩余股权，按照其在丧失控制权日的公允价值进行重新计量。处置股权取得的对价与剩余股权公允价值之和，减去按原持股比例计算应享有原有子公司自购买日开始持续计算的净资产的份额之间的差额，计入丧失控制权当期的投资收益。与原有子公司股权投资相关的其他综合收益，在丧失控制权时采用与被购买方直接处置相关资产或负债相同的基础进行会计处理（即，除了在该原有子公司重新计量设定受益计划净负债或净资产导致的变动以外，其余一并转为当期投资收益）。其后，对该部分剩余股权按照《企业会计准则第2号——长期股权投资》或《企业会计准则第22号——金融工具确认和计量》等相关规定进行后续计量，详见本附注四、18、“长期股权投资”或本附注四、9、“金融工具”。\n\n本公司通过多次交易分步处置对子公司股权投资直至丧失控制权的，需区分处置对子公司股权投资直至丧失控制权的各项交易是否属于一揽子交易。处置对子公司股权投资的各项交易的条款、条件以及经济影响符合以下一种或多种情况，通常表明应将多次交易事项作为一揽子交易进行会计处理：①这些交易是同时或者在考虑了彼此影响的情况下订立的；②这些交易整体才能达成一项完整的商业结果；③一项交易的发生取决于其他至少一项交易的发生；④一项交易单独看是不经济的，但是和其他交易一并考虑时是经济的。不属于一揽子交易的，对其中的每一项交易视情况分别按照“不丧失控制权的情况下部分处置对子公司的长期股权投资”（详见本附注四、18、（2）④）和“因处置部分股权投资或其他原因丧失了对原有子公司的控制权”（详见前段）适用的原则进行会计处理。处置对子公司股权投资直至丧失控制权的各项交易属于一揽子交易的，将各项交易作为一项处置子公司并丧失控制权的交易进行会计处理；但是，在丧失控制权之前每一次处置价款与处置投资对应的享有该子公司净资产份额的差额，在合并财务报表中确认为其他综合收益，在丧失控制权时一并转入丧失控制权当期的损益。\n\n# 7、合营安排分类及共同经营会计处理方法\n\n合营安排，是指一项由两个或两个以上的参与方共同控制的安排。本公司根据在合营安排中享有的权利和承担的义务，将合营安排分为共同经营和合营企业。共同经营，是指本公司享有该安排相关资产且承担该安排相关负债的合营安排。合营企业，是指本公司仅对该安排的净资产享有权利的合营安排。\n\n本公司对合营企业的投资采用权益法核算，按照本附注四、18、（2）②“权益法核算的长期股权投资”中所述的会计政策处理。\n\n本公司作为合营方对共同经营，确认本公司单独持有的资产、单独所承担的负债，以及按本公司份额确认共同持有的资产和共同承担的负债；确认出售本公司享有的共同经营产出份额所产生的收入；按本公司份额确认共同经营因出售产出所产生的收入；确认本公司单独所发生的费用，以及按本公司份额确认共同经营发生的费用。\n\n当本公司作为合营方向共同经营投出或出售资产（该资产不构成业务，下同）、或者自共同经营购买资产时，在该等资产出售给第三方之前，本公司仅确认因该交易产生的损益中归属于共同经营其他参与方的部分。该等资产发生符合《企业会计准则第8号——资产减值》等规定的资产减值损失的，对于由本公司向共同经营投出或出售资产的情况，本公司全额确认"} +{"pdf_name": "9319605_117.pdf", "language": "zh", "markdown": "该损失；对于本公司自共同经营购买资产的情况，本公司按承担的份额确认该损失。\n\n# 8、现金及现金等价物的确定标准\n\n本公司现金及现金等价物包括库存现金、可以随时用于支付的存款以及本公司持有的期限短（一般为从购买日起，三个月内到期）、流动性强、易于转换为已知金额的现金、价值变动风险很小的投资。\n\n# 9、外币业务和外币报表折算\n\n# （1）外币业务核算方法\n\n本公司外币交易均按交易发生日的即期近似汇率折算为记账本位币，该即期近似汇率指交易发生日当月月初的汇率。\n\n在资产负债表日，按照下列规定对外币货币性项目和外币非货币性项目进行处理：\n\nA、外币货币性项目，采用资产负债表日即期汇率折算。因资产负债表日即期汇率与初始确认时或前一资产负债表日即期汇率不同而产生的汇兑差额，计入当期损益。\n\nB、以历史成本计量的外币非货币性项目，仍采用交易发生日的即期汇率折算，不改变其记账本位币金额。\n\nC、以公允价值计量的外币非货币性项目，采用公允价值确定日的即期汇率折算，折算后的记账本位币金额与原记账本位币金额的差额，作为公允价值变动处理，计入当期损益。\n\n# （2）外币财务报表的折算方法\n\n公司对境外经营的财务报表进行折算时，遵循下列规定：\n\nA、资产负债表中的资产和负债项目，采用资产负债表日的即期汇率折算，所有者权益项目除“未分配利润”项目外，其他项目采用发生时的即期近似汇率折算。\n\nB、利润表中的收入和费用项目，采用交易发生日的即期近似汇率折算。\n\n按照上述方法折算产生的外币财务报表折算差额，在资产负债表中所有者权益项目下单独列示。\n\n# 10、金融工具\n\n在公司成为金融工具合同的一方时确认一项金融资产或金融负债。\n\n# （1）金融资产的分类、确认和计量\n\n本公司根据管理金融资产的业务模式和金融资产的合同现金流量特征，将金融资产划分为：以摊余成本计量的金融资产；以公允价值计量且其变动计入其他综合收益的金融资产；以公允价值计量且其变动计入当期损益的金融资产。\n\n金融资产在初始确认时以公允价值计量。对于以公允价值计量且其变动计入当期损益的金融资产，相关交易费用直接计入当期损益；对于其他类别的金融资产，相关交易费用计入初始确认金额。因销售产品或提供劳务而产生的、未包含或不考虑重大融资成分的应收账款或应收票据，本公司按照预期有权收取的对价金额作为初始确认金额。\n\n# ①以摊余成本计量的金融资产\n\n本公司管理以摊余成本计量的金融资产的业务模式为以收取合同现金流量为目标，且此"} +{"pdf_name": "2060147_33.pdf", "language": "zh", "markdown": "图 9：2018 年末公司流动资产构成\n\n资料来源：公司审计报告，东方金诚整理\n\n2016 年～2018 年末，公司存货账面价值逐年增加，分别为 269.63 亿元、310.18亿元和 370.62 亿元。2016 年～2018 年存货周转率分别为 4.95 次、5.35 次和 4.82次，存货周转效率较高，2018 年因汽车销量下行公司整车销售板块库存有所上升，周转效率随之下降。截至 2018 年末，公司存货账面价值同比增加 15.04%，主要系广汇汽车存货增加所致，同期末，公司存货受限价值 19.17 亿元，用于抵押借款。2019 年 3 月末，公司存货期末余额 382.15 亿元，较 2018 年末增加 3.11%。\n\n同期末，公司货币资金期末余额分别为 374.75 亿元、440.60 亿元和 361.26亿元。公司货币资金较为充裕，2018 年末货币资金余额较上年末减少 18.01%，主要系偿还借款和兑付到期票据，归还公司间往来款以及支付股权收购款所致。2018年末，公司货币资金主要由银行存款和其他货币资金构成，占比分别为 54.37%和45.59%。截至 2018 年末，公司货币资金受限 164.70 亿元，占比 45.59%，主要为承兑汇票保证金。2019 年 3 月末，公司货币资金期末余额 314.87 亿元，较 2018年末下降 12.84%。\n\n公司预付款项主要是子公司广汇汽车预付整车及零部件款项。2016 年～2018年末，公司预付款项分别为 151.44 亿元、184.73 亿元和 222.52 亿元。2018 年末，公司预付款项继续增长，主要为子公司广汇汽车和广汇汽车未结算供应商返利及预付整车及零部件款项，预付款项中账龄 1 年以内占比 93.55%。2019 年 3 月末，公司预付款项期末余额 228.37 亿元。\n\n公司其他应收款主要包括竞买土地保证金、股权转让款、收购保证金和往来款等，账龄以 1 年以内为主。2016 年～2018 年末，公司其它应收款期末余额分别为98.38 亿元、126.84 亿元和 154.80 亿元，2017 年末公司其他应收款增长主要系合并范围增加及子公司竞买土地保证金增加所致，2018 年增长主要系业务产生的生产厂家保证金以及广汇汽车收购产生的应收老股东及其关联方往来款增加所致。2019 年 3 月末，公司其他应收款期末余额 169.81 亿元，较 2018 年末增长 9.70%。\n\n公司一年内到期的非流动资产主要为子公司一年内到期的应收融资租赁款，"} +{"pdf_name": "2060147_34.pdf", "language": "zh", "markdown": "2016 年～2018 年末，分别为 67.31 亿元、90.47 亿元和 111.21 亿元，主要由于广汇汽车融资租赁业务逐年扩大所致。2019 年 3 月末，公司一年内到期的非流动资产期末余额 111.82 亿元，较 2018 年末增长 0.54%。\n\n# 2.非流动资产\n\n截至 2019 年 3 月末，公司非流动资产 1339.50 亿元，较 2018 年末增加 0.86%。主要由固定资产、在建工程、商誉、投资性房地产、无形资产和其他非流动资产构成，占非流动资产比重分别为 25.66%、14.29%、14.26%、12.54%、8.96%和 7.53%。\n\n2016 年～2018 年末，公司非流动资产逐年增加，分别为 1181.47 亿元、1224.32亿元和 1330.05 亿元。2018 年，公司非流动资产同比增加 8.64%。2018 年末，公司非流动资产主要以固定资产、商誉、在建工程、投资性房地产、无形资产和其他非流动资产为主，占非流动资产比重分别为 26.18%、14.33%、14.24%、12.64%、9.11%和 6.60%。\n\n图 10：2018 年末公司非流动资产构成\n\n资料来源：公司审计报告，东方金诚整理\n\n2016 年～2018 年末，公司固定资产账面价值小幅上升，分别为 271.58 亿元、306.33 亿元和 348.25 亿元。2018 年末，公司固定资产主要为房屋及建筑物和机器设备，占固定资产的比重分别为 58.45%和 24.16%。2018 年末，固定资产中的受限资产为 36.93 亿元，占固定资产总额的 10.60%。2019 年 3 月末，公司固定资产期末余额 343.71 亿元，较 2018 年末减少 1.30%。\n\n2016 年～2018 年末，公司商誉期末余额分别为 164.79 亿元、182.71 亿元和190.62 亿元，呈逐年上升趋势，主要系公司子公司广汇汽车近年并购重组门店所致，由于汽车销量近年有所下滑，公司商誉有一定减值风险。截至 2018 年末，公司计提减值准备 0.98 亿元。2019 年 3 月，公司商誉期末余额为 191.00 亿元。\n\n2016 年～2018 年末，在建工程账面价值有所波动，分别为 205.27 亿元、207.28亿元和 189.34 亿元。截至 2018 年末，公司重要在建工程包括红淖三铁路建设项目及哈密煤炭分级提质综合利用项目等，期末余额分别为 83.77 亿元和 29.54 亿元。"} +{"pdf_name": "20786046_56.pdf", "language": "zh", "markdown": "
序号股东与发行人及实际\n控制人的关系近五年的从业经历
8鲁光明除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任皋埠热电董事\n2016 年 7 月至今，任鄢陵热电董事\n2016 年 12 月至今，任鄢陵热电总经理
9黄祯梁除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任绍兴紫光印务有限责任公司执行董事、总\n经理、湖州新华置业有限公司董事、总经理、湖州新新置业有\n限公司副董事长
10徐凤娟除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任绍兴市盛洋电器有限公司监事、浙江盛洋\n科技股份有限公司董事、副总经理
11谢 清除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任稽山宾馆销售经理
12沈百夫除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任绍兴清风汽车销售服务有限公司执行董事、\n总经理、绍兴上虞清风汽车销售服务有限公司执行董事\n2014 年 3 月至今，任上海越风投资管理有限公司执行董事\n2015 年 1 月至今，任绍兴天悦清风汽车贸易有限公司执行董事\n2015 年 2 月至 2017 年 4 月，任宁波途悦汽车贸易有限公司执\n行董事、总经理
13张月珍除系发行人股东\n外，与发行人及\n实际控制人无关\n联关系2012 年 1 月至今，任绍兴南池纺织印染有限公司监事、企管部\n主任
\n\n# 3、淮南巨英直接和间接合伙人在公司的任职情况\n\n截至 2017 年 6 月 30 日，淮南巨英和阿拉山口巨英合伙人在发行人或子公司的任职情况如下表所示：\n\n# （1）淮南巨英之自然人合伙人\n\n
序号合伙人任职公司职务
1黄胜伟振德医疗信息管理中心经理
2季宝海振德医疗董事会秘书
3陈 明振德医疗品质总监
4谌小杰振德医疗采购总监
5成慧琳绍兴托美副总经理
6徐立勇许昌正德销售部经理
7程勇风许昌振德副总经理
"} +{"pdf_name": "20786046_57.pdf", "language": "zh", "markdown": "
序号合伙人任职公司职务
8杨燕君振德医疗销售二部经理
9占 英绍兴托美产品经理
10唐忠明安徽振德总经理
新疆振德执行董事及总经理
阿拉山口振德执行董事及总经理
嘉德贸易执行董事及总经理
11卢成权安徽振德副总经理
12陈芳芳振德医疗管理者代表兼技术部经理
13赖玉梁绍兴好士德副总经理
14姚 玲振德医疗验证改进中心经理
15曹黎明振德医疗项目经理
16季绍楠绍兴托美销售经理
17钟新发振德医疗融资经理
18鲁剑华绍兴托美销售经理
19田春博河南振德副总经理
20邵坚刚绍兴托美销售经理
21陶小兵许昌正德内销经理
22田坤平许昌振德技术部经理
23徐岳松绍兴托美产品经理
24唐立刚绍兴托美销售经理
25曾祥利2已离职，离职前系绍兴托美 OTC 经理
26崔��峰许昌正德销售部经理助理
27钟林艳振德医疗销售三部经理
28张亚芳振德医疗销售四部经理
29俞祥木绍兴联德总经理
30王志虹绍兴托美市场部经理
31陆宝荣绍兴托美销售经理
32王丙新许昌正德副总经理
33喻 晨绍兴托美销售主管
\n\n---\n\n2 曾祥利于 2017 年 12 月重新入职成为公司员工。"} +{"pdf_name": "20785413_111.pdf", "language": "zh", "markdown": "未能遵守有關我們股權激勵計劃的中國法規可能會令中國計劃參與者或我們被處以罰款及其他法律或行政制裁。\n\n根據《外匯局37號文》，因在境外公司的中國子公司擔任董事、高級管理人員或僱員的職務而參與境外非公開上市公司的股權激勵計劃的中國居民，或須向國家外匯管理局或其當地分支機構提出申請辦理離岸特殊目的公司的外匯登記。在本公司成為境外上市公司前，董事、高級行政人員和其他僱員（為中國居民及獲授期權）或須按照《外匯局37號文》的規定申請辦理外匯登記。自本公司於首次公開發售完成後成為境外上市公司以來，我們以及中國子公司及併表VIE的董事、高級行政人員及其他僱員以及獲授期權的人士均應遵守國家外匯管理局於2012年2月發佈的《關於境內個人參與境外上市公司股權激勵計劃外匯管理有關問題的通知》（或《外匯局7號文》）的規定，據此（包含其他規定在內），參與境外公開上市公司任何股權激勵計劃的中國公司的僱員、董事、監事及其他管理人員（均為《外匯局7號文》界定的境內個人）須通過境內合資格代理人（可能為該境外上市公司的中國子公司）向國家外匯管理局登記並定期備案，及完成若干其他程序。我們的一家子公司（作為國內合資格代理人）已根據《外匯局7號文》完成股權激勵計劃的登記，並且我們正盡力遵守《外匯局7號文》中規定的該等要求。未完成國家外匯管理局登記或未能滿足其他要求可能會使我們的股權激勵計劃的相關參與者被處以罰款及受到法律制裁，還可能限制我們根據股權激勵計劃作出付款或收取與之相關的股息或售股所得款項的能力，或我們向我們在中國的外商獨資企業進行額外注資的能力並限制我們的外商獨資企業向我們分派股息的能力。我們還面臨監管的不確定性，這可能會限制我們根據中國法律對董事和僱員採取額外的股權激勵計劃的能力。\n\n# 海外監管機構可能難以在中國境內進行調查或取證。\n\n在中國，要提供由中國境外監管機構提起的監管調查或訴訟所需的資料存在重大的法律和其他阻礙。儘管中國當局可能與另一個國家或地區的證券監管機構建立監管合作機制以實施跨境監管和行政管理，但與美國證券監管機構的有關合作涉及不確定性。此外，根據2020年3月生效的《中國證券法》第177條（或第177條），任何海外證券監管機構不得在中國境內直接進行調查、取證和其他活動。儘管尚未頒佈有關第177條"} +{"pdf_name": "20785413_112.pdf", "language": "zh", "markdown": "的詳細詮釋及實施細則，但海外證券監管機構無法在中國境內直接進行調查或取證活動可能會進一步增加閣下在保護自身權益方面所面臨的困難。\n\n在中國執行《中華人民共和國勞動合同法》（或《中國勞動合同法》）以及其他勞動有關的法規可能會增加我們的勞動成本，限制我們的勞工實操並對我們的業務和經營業績造成不利影響。\n\n人大常委會於2007年6月29日制定《中國勞動合同法》，該法例於2008年1月1日生效，並於2012年12月28日修訂。《中國勞動合同法》引入與固定期限勞動合約、兼職僱傭、試用期、與工會和職工大會的磋商、無書面合約的僱傭、解僱僱員、遣散費和集體談判有關的具體規定，該等規定共同體現勞動法律法規的加強執行。根據《中國勞動合同法》，用人單位有義務與連續工作滿十年的僱員簽訂無固定期限勞動合約。此外，如果僱員要求或同意續簽已經連續兩次簽訂的固定期限勞動合約，產生的合約必須為無固定期限（含若干例外情況）。用人單位須按《中國勞動合同法》向勞動合約終止或到期的僱員支付經濟補償，但有特殊規定的若干情況除外。此外，政府已頒佈各種與勞工有關的法規，以進一步保護僱員的權利。根據該等法律法規，除若干例外情況外，僱員有權享受5至15天的年假，並有權就其未能享受的年假獲得相當於其日薪三倍的補償。如果我們決定改變我們的僱傭或勞工實操，則《中國勞動合同法》及其實施細則也可能會限制我們以我們認為具有成本效益的方式作出該等改變的能力。此外，由於該等新法規的詮釋和實施仍在不斷發展，因此我們的僱傭實操可能並非始終被視為符合新法規。如果我們因勞資糾紛或調查而受到嚴厲處罰或承擔重大責任，則我們的業務和財務狀況可能受到不利影響。\n\n# 我們在很大程度上依賴主要運營子公司就股權支付的股息及其他分派以為離岸現金和融資需求提供資金。\n\n我們是一家控股公司，在很大程度上依賴我們的主要運營子公司就股權支付的股息及其他分派以及來自併表VIE的匯款來滿足我們的離岸現金和融資需求，包括向股東派付股息和作出其他現金分派所需的資金、撥付公司間貸款、償還我們可能在中國境外招致的任何債務並支付我們的開支。當我們的主要運營子公司或併表VIE產生額"} +{"pdf_name": "9298519_99.pdf", "language": "zh", "markdown": "金免受第三方針對託管賬戶的申索，因為該等債權人可能擁有高於股東申索的優先權，申索託管賬戶持有的資金。儘管我們會就特殊目的收購公司股東的利益尋求與我們做生意的賣方、服務提供商、潛在特殊目的收購公司併購目標及其他實體與我們簽署協議，放棄彼等對託管賬戶所持資金的任何類型權利、業權、權益或申索，但我們未必能夠成功使彼等如此行事。於此情況下，託管賬戶中的資金可能會有遭受第三方申索的風險。\n\n# 閣下自獨立資源獲得我們就特殊目的收購公司併購目標支付的價格從財務角度對股東而言屬合理的保證可能有限。\n\n董事會將釐定特殊目的收購公司併購目標的公平市值。除非董事會（包括於財務顧問的協助下）無法獨立釐定特殊目的收購公司併購目標的公平市值，否則我們毋須自獨立投資銀行公司或獨立估值或評估公司取得該特殊目的收購公司併購交易或特殊目的收購公司併購目標從財務角度來說對本公司及股東而言屬合理的意見。倘並無獲得意見，股東將倚賴董事會的判斷，董事會將根據金融界公認的標準釐定公平市值。所使用的該等標準將於有關特殊目的收購公司併購交易的通函及股東大會通告中披露。即使我們須就特殊目的收購公司併購交易取得的獨立第三方投資可能向股東提供我們就特殊目的收購公司併購目標所支付的價格屬公平的若干保證，股東將不會自獨立估值意見獲得保證。\n\n特殊目的收購公司併購交易完成後，我們或須進行撇減或撇銷、重組及減值或其他押記，可能對我們的財務狀況、經營業績及繼承公司股份價格有重大負面影響，這可能會導致 閣下失去部分或全部投資。\n\n即使我們對特殊目的收購公司併購目標進行廣泛的盡職調查，我們無法向 閣下保證，此盡職調查將會識別特定特殊目的收購公司併購目標的所有重大問題，其可能無法透過進行盡職調查的傳統方法發現所有重大問題、或特定特殊目的收購公司併購目標以外及非我們所能控制的因素將不會於其後出現。由於該等因素，我們可能其後被逼撇減或撇銷資產、重組業務或招致減值或其他押記或申請破產保護，這可能對我們的財務狀況、經營業績及繼承公司股份價格造成重大不利影響。即使我們的盡職調查成功識別若干風險，意外風險亦可能出現及先前已知風險可能以與我們的初步風險分析不一致的方式出現。即使該等押記可能為非現金項目及不會對我們的流動資金有直接影響，我們呈報該性質的押記的事實可能對我們或我們的證券有負面市場影響。"} +{"pdf_name": "9298519_100.pdf", "language": "zh", "markdown": "此外，該性質的押記可能致使我們因承擔特殊目的收購公司併購目標所持先前存在的債務或我們獲得的收購後債務融資而違反我們須遵守的若干契據。因此，任何選擇於特殊目的收購公司併購交易後留下的特殊目的收購公司股東和特殊目的收購公司權證持有人可能會蒙受證券減值。該等特殊目的收購公司股東或特殊目的收購公司權證持有人未必就該減值獲得補救措施。\n\n資源可能浪費於物色特殊目的收購公司併購目標或訂立未完成的特殊目的收購公司併購交易，這可能對其後物色及收購或併購另一特殊目的收購公司併購目標的工作產生重大不利影響。\n\n我們預測對各特定特殊目的收購公司併購目標的調查及就相關協議、披露文件及其他文據的磋商、起草及簽立將需要董事、高級顧��及高級管理人員的大量時間及精力以及大量會計師、律師及其他人士費用。倘我們決定不完成特定特殊目的收購公司併購交易，則就建議交易預先產生的款項將可能無法收回。此外，即便我們就特定特殊目的收購公司併購目標達至協議，我們亦可能因任何原由（包括非我們所能控制的原由）無法完成特殊目的收購公司併購交易。任何有關事件將導致我們失去所產生的有關成本，這將對其後物色及收購或併購另一特殊目的收購公司併購目標的工作產生重大不利影響。\n\n我們評估潛在特殊目的收購公司併購目標管理層的能力可能有限。因此，可能與管理層並無足夠技能、資格或管理公眾公司的能力的特殊目的收購公司併購目標進行特殊目的收購公司併購交易。\n\n於評估與潛在特殊目的收購公司併購目標進行特殊目的收購公司併購交易的合理性時，由於缺乏時間、資源或資料，我們評估特殊目的收購公司併購目標的管理層的能力可能有限。因此，我們對特殊目的收購公司併購目標的管理層的能力的評估可能證實為不準確，及有關管理層可能缺乏我們所預期的足夠技能、資格或能力。倘特殊目的收購公司併購目標的管理層並無擁有管理公眾公司所必要的足夠技能、資格或能力，繼承公司的營運及盈利能力可能受到負面影響。因此，任何選擇於特殊目的收購公司併購交易後留下的特殊目的收購公司股東和特殊目的收購公司權證持有人可能會蒙受證券減值。該等特殊目的收購公司股東或特殊目的收購公司權證持有人未必就該減值獲得補救措施。"} +{"pdf_name": "9306017_71.pdf", "language": "zh", "markdown": "
总额
八、每股收益：
（一）基本每股收益(元/股)0.060.50
（二）稀释每股收益(元/股)0.060.50
\n\n本期发生同一控制下企业合并的，被合并方在合并前实现的净利润为：0 元, 上期被合并方实现的净利润为： 0 元。\n\n# 母公司利润表\n\n2021 年 1—12 月\n\n单位:元 币种:人民币\n\n
项目附注2021 年度2020 年度
一、营业收入1,521,522,578.442,739,221,915.18
减：营业成本1,436,918,984.162,507,664,689.77
税金及附加2,868,503.286,121,998.91
销售费用69,276,871.2025,646,511.97
管理费用80,037,738.0569,538,298.48
研发费用58,471,662.6943,216,081.69
财务费用-30,941,715.86-28,000,555.63
其中：利息费用4,316,096.084,465,168.37
利息收入36,221,896.0733,411,607.10
加：其他收益5,417,670.607,418,893.90
投资收益（损失以“－”号填\n列）63,659,805.7353,181,184.84
其中：对联营企业和合营企业\n的投资收益2,175,513.182,181,184.84
以摊余成本计量的金融\n资产终止确认收益
净敞口套期收益（损失以“-”\n号填列）
公允价值变动收益（损失以\n“－”号填列）
信用减值损失（损失以“-”\n号填列）-908,016.341,532,812.69
资产减值损失（损失以“-”\n号填列）-371,208.47-584,208.83
资产处置收益（损失以“－”\n号填列）-99,584.46-101,316.43
二、营业利润（亏损以“－”号填列）-27,410,798.02176,482,256.16
加：营业外收入4,522,764.112,102,730.71
减：营业外支出1,141,363.403,691,336.59
三、利润总额（亏损总额以“－”号\n填列）-24,029,397.31174,893,650.28
减：所得税费用-18,419,020.8415,377,824.03
四、净利润（净亏损以“－”号填列）-5,610,376.47159,515,826.25
（一）持续经营净利润（净亏损以\n“－”号填列）-5,610,376.47159,515,826.25
（二）终止经营净利润（净亏损以
"} +{"pdf_name": "9306017_72.pdf", "language": "zh", "markdown": "
“－”号填列）
五、其他综合收益的税后净额408,535.49
（一）不能重分类进损益的其他综\n合收益408,535.49
1.重新计量设定受益计划变动\n额
2.权益法下不能转损益的其他\n综合收益
3.其他权益工具投资公允价值\n变动408,535.49
4.企业自身信用风险公允价值\n变动
（二）将重分类进损益的其他综合\n收益
1.权益法下可转损益的其他综\n合收益
2.其他债权投资公允价值变动
3.金融资产重分类计入其他综\n合收益的金额
4.其他债权投资信用减值准备
5.现金流量套期储备
6.外币财务报表折算差额
7.其他
六、综合收益总额-5,201,840.98159,515,826.25
七、每股收益：
（一）基本每股收益(元/股)
（二）稀释每股收益(元/股)
\n\n合并现金流量表\n\n2021 年 1—12 月\n\n单位：元 币种：人民币\n\n
项目附注2021年度2020年度
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金4,428,951,435.225,267,186,687.56
客户存款和同业存放款项净增加额
向中央银行借款净增加额
向其他金融机构拆入资金净增加额
收到原保险合同保费取得的现金
收到再保业务现金净额
保户储金及投资款净增加额
收取利息、手续费及佣金的现金
拆入资金净增加额
回购业务资金净增加额
代理买卖证券收到的现金净额
收到的税费返还13,085,997.287,487,307.37
"} +{"pdf_name": "20793290_148.pdf", "language": "zh", "markdown": "计划应付款。\n\n2015 年末，发行人一年内到期的非流动负债较上年末增加 181,293.72 万元，同比增长 39.19%，2016 年末，发行人一年内到期的非流动负债较上年末增加113,372.47 万元，同比增长 17.61%。发行人一年内到期的非流动负债呈增长态势，主要是由于随着发行人租赁业务规模的扩张，与租赁项目期限相匹配的长期限负债规模也相应增加。\n\n截至 2017 年 3 月末，发行人一年内到期的非流动负债 589,902.61 万元，较2016 年末减少 167,362.24 万元，降幅为 22.10%。\n\n# ⑧其他流动负债\n\n2014-2016 年末及 2017 年 3 月末，发行人其他流动负债分别为 0 万元、350,000.00 万元、570,000.00 万元及 620,000.00 万元，占流动负债的比例分别为0%、16.09%、20.24%及 21.22%。发行人其他流动负债主要为已发行尚未兑付的短期融资券以及一年内到期的非公开定向债务融资工具。\n\n2015 年末，发行人其他流动负债较上年末增加 350,000.00 万元，2016 年末，发行人其他流动负债较上年末增加 220,000.00 万元，同比增长 62.86%，2017 年3 月末，发行人其他流动负债较上年末增加 50,000.00 万元，增幅为 8.77%。发行人其他流动负债呈逐年增加的趋势，与发行人业务规模扩张导致资金需求量加大有关，因此为了拓宽融资渠道，发行人自 2015 年起开始逐步增加直接债务融资规模。\n\n# （2）非流动负债分析\n\n单位：万元，%\n\n
项目2017 年 3 月末2016 年末2015 年末2014 年末
金额占比金额占比金额占比金额占比
长期借款2,216,800.9461.151,895,341.5958.281,490,343.4862.681,264,434.8875.55
应付债券49,943.691.38--49,657.892.0949,447.502.95
长期应付款546,833.3715.08516,315.8415.88436,959.3218.38359,236.2421.47
递延所得税负债1,883.530.051,892.370.06750.350.03419.060.03
其他非流动负债810,000.0022.34838,509.2425.78400,000.0016.82--
非流动负债合计3,625,461.53100.003,252,059.05100.002,377,711.04100.001,673,537.68100.00
\n\n2014-2016 年末，发行人非流动负债分别为 1,673,537.68 万元、2,377,711.04"} +{"pdf_name": "20793290_149.pdf", "language": "zh", "markdown": "万元和 3,252,059.05 万元，较上年同比分别增长 42.76%、42.08%和 36.77%，主要为长期借款、长期应付款和其他非流动负债增长所致。截至 2017 年 3 月末，发行人非流动负债为 3,625,461.53 万元，较上年末增长 373,402.49 万元，增幅为11.48%。\n\n发行人非流动负债主要为长期借款、应付债券、长期应付款和其他非流动负债。\n\n# ①长期借款\n\n2014-2016 年末及 2017 年 3 月末，发行人长期借款分别为 1,264,434.88 万元、1,490,343.48 万元、1,895,341.59 万元和 2,216,800.94 万元，占非流动负债的比例分别为 75.55%、62.68%、58.28%和 61.15%。\n\n2015年末，发行人长期借款较上年末增加225,908.60万元，同比增长17.87%，2016 年末，发行人长期借款较上年末增加 404,998.11 万元，同比增长 27.17%。发行人长期借款逐年增加，主要是由于发行人因租赁业务增加导致借款需求提高，为减少流动性风险，申请了与租赁项目期限相匹配的长期借款。发行人的长期借款与租赁项目期限基本匹配，有效降低了发行人的流动性风险，长期借款金额与发行人租赁资产基本保持同比增长，使得公司负债结构总体平稳。同时，发行人也在积极拓展融资渠道，增加资金来源。\n\n截至 2017 年 3 月末，发行人长期借款为 2,216,800.94 万元，较 2016 年年末增加 321,459.34 万元，增幅为 16.96%。\n\n# ②应付债券\n\n2014-2016 年末及 2017 年 3 月末，发行人应付债券分别为 49,447.50 万元、49,657.89 万元、0 万元和 49,943.69 万元，占非流动负债的比例分别为 2.95%、2.09%、0%和 1.38%。发行人的应付债券为发行人子公司航晟有限公司于 2014年 6 月 13 日发行的 5 亿元境外人民币债券，发行期限 3 年，票面利率 4.38%。\n\n# ③长期应付款\n\n2014-2016 年末及 2017 年 3 月末，发行人长期应付款分别为 359,236.24 万元、436,959.32 万元、516,315.84 万元和 546,833.37 万元，占非流动负债的比例分别为 21.47%、18.38%和 15.88%和 15.08%。长期应付款为发行人向承租人收取的租赁项目保证金，该保证金根据租赁合同约定可以抵扣承租人最后期数的租金。"} +{"pdf_name": "20789212_199.pdf", "language": "zh", "markdown": "
Sensus South Africa(pty) Ltd 南非 境外经销商
深圳市兴源智能仪表股份有限公司直销客户
\n\n由上表可知，上述新进入前10位的13家客户中，有7家为地方水务公司，主要原因为各地水务公司的水表采购采用招投标方式，公司积极参与并中标所致，其余6家客户有3家系进出口公司、2家外国企业和1家水表制造企业，其中2016年度中国纺织机械和技术进出口有限公司系中标的中国政府“援古巴入户水表采购项目（2015-036）”，宁波信弘辉进出口有限公司系关联方企业，公司子公司兴远仪表外销的产品通过其出口，宁波保税区海华国际贸易有限公司系中标斯里兰卡水司9.25万套水表和4.59万套水表零配件从而向公司采购，2015年度和2017年1-6月的两家外国企业系获取当地水务公司订单后向公司采购，深圳兴源智能仪表股份有限公司系深圳当地的水表制造企业，公司向其出售机械水表和智能水表基表，其获得深圳水务集团订单后向公司采购，由此导致报告期各期前10名客户分布发生一定变化。\n\n综上所述，公司报告期前10名客户基本保持稳定，大部分客户均系与公司长期合作的稳定客户，各期前十户中部分客户变化主要系不同年份客户采购需求变化所致，客户变化情况与公司实际业务开展情况相符。\n\n报告期内，公司客户数量较多且较为分散，单个客户的销售比例均较低，未超过年度销售总额的 50%。上述客户中，宁波信弘辉进出口有限公司系公司董事、财务总监张琳之配偶实际控制的公司，深圳市兴源智能仪表股份有限公司曾系公司参股子公司深圳市兴源鼎新科技有限公司之控股子公司，沈阳沈宁水务计量技术发展有限公司系公司参股子公司。除此之外，公司董事、监事、高级管理人员和核心技术人员及其关联方或持有本公司 5%以上股份的股东，在上述客户中未占有任何权益，不存在关联关系。\n\n# （五）原材料和能源供应情况\n\n# 1、报告期内主要产品的原材料和能源及其供应情况和占生产成本的比重\n\n报告期内，公司采购的原材料主要为水表金属表壳（铜表壳、铁表壳）、各类注塑件、接管螺母、电子元器件。各类原材料供给充足、市场价格透明，公司"} +{"pdf_name": "20789212_200.pdf", "language": "zh", "markdown": "根据市价进行采购；公司生产所用主要能源为电力，由公司所在区域的供电部门提供，能够满足本公司的生产需要。报告期内，公司用电情况如下：\n\n
项目用电量（万千瓦时）金额（万元）均价（元/千瓦时）
2017 年 1-6 月180.77145.440.80
2016 年度355.91284.090.80
2015 年度263.82224.220.85
2014 年度243.42212.860.87
\n\n公司生产环节用电量总体较少，报告期内，公司用电量逐年增加，用电单价略有降低。2016 年用电量较 2015 年有较大增长，主要系 2016 年高温天气持续较长，空调用电量有较大幅度增长所致。\n\n报告期内，公司原材料和能源占生产成本的比重如下：\n\n
项目2017 年 1-6 月 2016 年度 2015 年度2014 年度
原材料占生产成本比重85.66%86.22%86.43%88.04%
其中：铜表壳7.11%7.41%9.47%7.93%
铜表罩3.85%4.27%4.31%4.93%
铁表壳10.48%10.03%9.23%5.50%
接管螺母7.71%6.34%6.60%6.29%
机芯2.08%3.45%3.64%4.43%
线路板0.51%0.37%0.22%0.03%
密封圈0.87%0.71%0.64%0.77%
零部件组件15.18%22.25%24.83%29.23%
用电占生产成本比重0.41%0.43%0.38%0.47%
\n\n# 2、报告期内，公司主要原材料采购情况如下：\n\n单位：万元\n\n
项目2017 年 1-6 月2016 年度2015 年度2014 年度
采购金额比例(%)采购金额 比例(%) 采购金额 比例(%) 采购金额比例(%)
铜表壳2,314.6111.074,676.339.994,790.6712.274,860.158.84
铜表罩1,321.556.323,454.667.383,060.987.842,839.535.17
"} +{"pdf_name": "2139352_21.pdf", "language": "zh", "markdown": "
麻纺篇立足“三品”突破瓶颈国家提出的“增品种、提品质、创品牌”三品战略为麻纺企业转型升级指\n明了方向，行业要在技术创新、开发新产品、拓展市场上下功夫。
丝绸篇展现可喜创新成果近年来，中国丝绸业在结构调整、科技进步、品牌建设、文化传承等方面\n稳步发展，目前丝绸行业各种积极向好的因素正在聚集。
\n\n数据来源：中国纺织网、招商证券\n\n6 月 27 日起国储棉抛售进入第九周。据国家棉花市场监测系统监测，截至 2016 年 7月 1 日，新棉采摘已经结束；籽棉交售进度为 98.5%，同比增加 0.8 个百分点；加工进度为 99.2%，同比增加 1.6 个百分点；新棉销售率（占已交售的比重）98.3%，同比增加 17.6 个百分点，较过去四年里的正常年份增加 6.9 个百分点，其中新疆的销售率为98.8%。按照国内棉花预计产量 521.6 万吨（国家棉花市场监测系统 2015 年 11 月份预测）测算，截至 7 月 1 日，全国累计加工皮棉 507.6 万吨，同比减少 122.8 万吨，较过去四年里的正常年份减少 206.0 万吨，其中新疆加工皮棉 364.5 万吨；累计销售皮棉503.4 万吨，同比减少 17.4 万吨，较过去四年里的正常年份减少 160.5 万吨，其中新疆销售皮棉 361.4 万吨。\n\n7 月 4 日起国储棉抛售进入第十周。本周，国内棉花现货价格继续上涨，期货价格止涨略跌。7 月 8 日，内地标准级皮棉销售均价 13544 元/吨，较上周上涨 343 元/吨，涨幅2.6%，同比上涨 513 元/吨，涨幅 3.9%。郑州棉花期货 7 月合约结算价 14055 元/吨，较上周下跌 80 元/吨，跌幅 0.57%，同比上涨 1655 元/吨，涨幅 13.3%。全国棉花交易市场电子撮合交易 7 月合同均价 13864 元/吨，较上周下跌 158 元/吨，跌幅 1.13%，同比上涨 1404 元/吨，涨幅 11.3%。\n\n美国农业部发布 2016 年 7 月份棉花供需报告。7 月 12 日，美国农业部发布了全球棉花供需预测月报，由于下调了 2015/16 和 2016/17 年度的全球棉花产量，而显著调增了消费量，因此这两个年度的全球棉花库存均下调。2016/17 年度的全球期初库存下调了 39.4 万吨，主要是中国 2015/16 年度的消费量上调了 32.7 万吨，近期企业对国储棉的强劲需求显示纺纱厂的消费量要高于之前的估计。2016/17 年度的中国消费量也同样上调。全球棉花 2016/17 年度的产量下调了 13.5 万吨，尽管美国产量预期会增长，但巴基斯坦和印度的产量会减少。澳大利亚的产量也增加，但希腊和乌兹别克斯坦的下降。外棉产量的下降会提高进口量，减少出口量，特别是对巴基斯坦。\n\n全球棉花期末库存预计为 1987.6 万吨，较期初水平少了 195.6 万吨。美国方面，报告上调了 2016/17 年度的产量和出口量，期初和期末库存较上月有所下调。根据 6 月 30日的种植面积报告、合适的绝收率和较高的单产，预计总产较上月上调了 21.8 万吨。纺织消费量没有变化，但出口量因供应增加和国际库存持续趋紧而大幅调增。预计生产者得到的年度销售平均价格在每磅 52-66 美分之间，下限上调了 5 美分，上限下调了 1美分，平均值为每磅 59 美分，较上月上调了 2 美分。\n\n商务部预计 2020 年电商交易规模达 43.8 万亿。近日，商务部印发了《商务发展第十三个五年规划纲要》，规划提出主要目标：内贸流通现代化水平显著提升。现代流通发展加快，流通成本大幅下降，效率明显提高，市场秩序进一步好转，法治化便利化营商环境不断优化，基本形成规则健全、统一开放、竞争有序、监管有力、畅通高效的内贸"} +{"pdf_name": "2139352_22.pdf", "language": "zh", "markdown": "流通体系。居民消费稳定增长，服务消费和中高端商品消费比重进一步提高，消费拉动经济增长的基础作用更加凸显。预计到 2020 年社会消费品零售总额接近 48 万亿元，年均增长 10%左右；电子商务交易规模达到 43.8 万亿元，年均增长 15%左右，其中网上零售额达到 9.6 万亿元，年均增长 20%左右。\n\n上半年社零 15.61 万亿，实物网上零售额 1.8 万亿。国新办发布 2016 年上半年国民经济运行情况数据，初步测算上半年国内生产总值 340637 亿元，按可比价格计算，同比增长 6.7%，增幅和一季度持平。数据显示，今年上半年，社会消费品零售总额为 15.61万亿元，同比增长 10.3%，增速较去年同期下降 0.1 个百分点，这是社会零售额增速自2011 年以来连续第六年出现放缓的迹象。全国实物商品网上零售额 1.81 万亿元，同比增长 26.6%，高于社会消费品零售总额增速 16.3 个百分点，占社会消费品零售总额的比重为 11.6%。与此同时，中国消费者也是率先利用移动技术的群体。普华永道全零售调查显示，2015年中国有88%的受访者表示已通过手机购物，这一比例在全球为54%。同时，中国有近三分之一的受访者表示他们在网购时愿意选择手机支付，这一比例在全球为 12%。\n\n亿邦动力网发布 6 月天猫、淘宝、全网各大类目热销品牌。6 月女装天猫热销排名前三为 ONLY, VERO MODA, ZARA，交易同比增长 234.39%，219.08%，62.11%；男装热销排名前三为战地吉普、海澜之家、花花公子，交易同比增长-11.15%，0%，13.39%；户外类 6 月热销排名前三为探路者、骆驼、PELLIOT，交易同比增长 13.11%，18.95%，30.25%；童装类热销排名前三为巴拉巴拉，ZARA，南极人，交易同比增长-29.05%，8.92%，-23.57%；内衣类热销排名前三南极人、浪莎、花花公子，交易同比增长 6.74%、-10.6%；+1.66%。\n\n# 五、二级市场走势回顾\n\n# 1、行业走势回顾\n\n绝对收益：7 月上半月纺织制造指数较上月末上升 2.1%；服装家纺指数较上月末上升6.5%。16年1月份板块收益出现大幅下跌，纺织制造/服装家纺指数下跌29.6%/26.7%。2 月上半月纺织制造指数回暖上升 13.4%，服装家纺指数上涨 8.4%，下半月纺织制造/服装家纺指数分别下跌 5.7%/6.3%。3 月份大盘出现反弹，纺织制造指数上涨 18.1%，服装家纺指数上涨 15.7%。4 月上半月纺织制造和服装家纺板块分别上涨 6.0%和 3.8%；4 月下半月分别下跌 6.7%和 5.9%。5 月纺织制造与服装家纺板块较 4 月末分别下跌 5.7%和 4.7%。6 月纺织制造与服装家纺指数分别上升 6.3%和 1%。\n\n相对收益：7 月上半月纺织制造指数跑输大盘，服装家纺跑赢大盘。7 月上半月，沪深300 上涨 3.9%，纺织制造指数相对沪深 300 下降 1.8%，服装家纺指数相对沪深 300上升 2.6%。\n\n16 年以来行业指数累计涨跌排名中后（跑输沪深 300），纺织制造表现好于服装家纺；16 年 7 月上半月行业指数涨跌排名中后（跑赢沪深 300），服装家纺表现好于纺织制造：申万纺织服装行业指数 16 年累计涨幅为-15.51%（纺织制造表现好于服装家纺），相较"} +{"pdf_name": "4045280_90.pdf", "language": "zh", "markdown": "对子公司投资\n\n
被投资单位期初余额本期增加本期减少期末余额本期计\n提减值\n准备减值准备\n期末余额
福建润岩新材\n料科技有限公\n司17,235,000.0098,300.0017,333,300.00
福建中胜石墨\n科技有限公司1,006,000.001,006,000.00
泉州中胜投资\n有限公司6,250,000.006,250,000.00
合 计24,491,000.0098,300.006,250,000.0018,339,300.00
\n\n# 4、 营业收入和营业成本\n\n
项 目本期发生额上期发生额
收入成本收入成本
主营业务收入27,935,607.1918,209,499.8935,802,888.4723,125,327.28
其他业务收入
合 计27,935,607.1918,209,499.8935,802,888.4723,125,327.28
\n\n# （十六） 补充资料\n\n# 1、 非经常性损益\n\n根据中国证券监督管理委员会公告[2008]43号《公开发行证券的公司信息披露解释性公告第1号——非经常性损益[2008]》的规定，本报告期本集团非经常性损益发生情况如下：\n\n（收益以正数列示，损失以负数列示）\n\n
项 目本期发生额说明
非流动性资产处置损益，包括已计提资产减值准备的冲销部分
越权审批，或无正式批准文件，或偶发性的税收返还、减免
计入当期损益的政府补助，但与公司正常经营业务密切相关，符合国\n家政策规定、按照一定标准定额或定量持续享受的政府补助除外1,197,000.04
计入当期损益的对非金融企业收取的资金占用费
企业取得子公司、联营企业及合营企业的投资成本小于取得投资时应\n享有被投资单位可辨认净资产公允价值产生的收益
非货币性资产交换损益
"} +{"pdf_name": "4045280_91.pdf", "language": "zh", "markdown": "
项 目本期发生额说明
委托他人投资或管理资产的损益
因不可抗力因素，如遭受自然灾害而计提的各项资产减值准备
债务重组损益
企业重组费用，如安置职工的支出、整合费用等
交易价格显失公允的交易产生的超过公允价值部分的损益
同一控制下企业合并产生的子公司期初至合并日的当期净损益
与公司正常经营业务无关的或有事项产生的损益
除同公司正常经营业务相关的有效套期保值业务外，持有交易性金融\n资产、交易性金融资产产生的公允价值变动损益，以及处置交易性金\n融资产、交易性金融负债和可供出售金融资产取得的投资收益
单独进行减值测试的应收款项减值准备转回
对外委托贷款取得的损益
采用公允价值模式进行后续计量的投资性房地产公允价值变动产生\n的损益
根据税收、会计等法律、法规的要求对当期损益进行一次性调整对当\n期损益的影响
受托经营取得的托管费收入
除上述各项之外的其他营业外收��和支出-14,936.34
其他符合非经常性损益定义的损益项目
小 计1,182,063.70
减：非经常性损益的所得税影响数179,721.48
少数股东损益的影响数-1,607.95
合 计1,003,950.17
\n\n# 2、 净资产收益率及每股收益\n\n根据中国证监会《公开发行证券的公司信息披露编报规则第9号——净资产收益率和每股收益的计算及披露》（2010年修订）的要求计算净资产收益率、每股收益：\n\n
报告期利润加权平均净资产\n收益率(%)每股收益
基本每股\n收益稀释每股\n收益
归属于公司普通股股东的净利润2.66%0.050.05
扣除非经常性损益后归属于公司普通股股东的净利润1.77%0.040.04
\n\n# （十七） 主要财务数据变动分析\n\n# 1、 利润表项目"} +{"pdf_name": "9233950_34.pdf", "language": "zh", "markdown": "# 六、 董事、监事和高级管理人员的情况\n\n# (一) 现任及报告期内离任董事、监事、高级管理人员和核心技术人员持股变动及报酬情况\n\n√适用 □不适用\n\n单位：万股\n\n
姓名职务(注)性别年龄任期起始\n日期任期终止\n日期年初持股\n数年末持股\n数年度内股份\n增减变动量增减变动\n原因报告期内从\n公司获得的\n税前报酬总\n额（万元）是否在公司\n关联方获取\n报酬
赵善麒董事长、董\n事、总经\n理、董事会\n秘书（代\n行）、核心\n技术人员男602018 年 8\n月2024 年 8\n月1,752.461,752.46--48.89否
丁子文董事、副总\n经理男572018 年 9\n月2024 年 8\n月414.72414.72--25.46否
李四平董事、副总\n经理男422020 年 9\n月2024 年 8\n月20.0020.00--42.40否
刘利峰董事、副总\n经理、核心\n技术人员男572018 年 9\n月2024 年 8\n月89.3289.32--48.38否
肖海伟董事男422020 年 8\n月2024 年 8\n月00--0否
汤胜军董事男532021 年 8\n月2024 年 8\n月00--0否
温旭辉独立董事女592020 年 8\n月2024 年 8\n月00--6否
张玉青独立董事男622020 年 8\n月2024 年 8\n月00--6否
王文凯独立董事男542020 年 82024 年 800--6否
"} +{"pdf_name": "9233950_35.pdf", "language": "zh", "markdown": "
月月
罗实劲监事会主\n席男562018 年 9\n月2024 年 8\n月00--0否
许华监事女432020 年 8\n月2024 年 8\n月00--30.67否
戚丽娜职工监事、\n核心技术\n人员女422018 年 9\n月2024 年 8\n月00--28.34否
王晓宝副总经理，\n核心技术\n人员男652018 年 9\n月2024 年 8\n月124.42124.42--39.12否
常东来副总经理男522021 年 11\n月2024 年 8\n月20.0020.00--8.20否
薛红霞财务总监女522018 年 9\n月2024 年 8\n月00--38.20否
俞义长核心技术\n人员男412016 年 12\n月-00--58.96否
麻长胜核心技术\n人员男422007 年 5\n月-00--25.84否
合计/////2,420.922,420.92//412.46/
\n\n
姓名主要工作经历
赵善麒1991 年 10 月至 1993 年 11 月，任吉林大学博士后、副教授；1994 年 1 月至 1994 年 9 月任北京电子电子中心副总工程师；1994 年 10 月\n至 1995 年 10 月任法国 INSAdeLN 博士后；1995 年 11 月至 1996y 年 1 月任法国 INSAdeLyon 客座副教授；1996 年 2 月至 1998 年 2 月任北\n京电子电子中心常务副主任、研究员；1998 年 3 月至 2000 年 1 月任中国香港科技大学研究员；2000 年 2 月至 2004 年 7 月任美国 Advanced \nPower Technology，Inc 资深高级工程师、技术转移部总监；2004 年 7 月至 2006 年任美国 Advanced Power Technology，Inc 中国区首\n席代表兼总经理；2011 年 11 月至今任宏电节能执行董事、总经理；2016 年 12 月至 2021 年 12 月任启帆星执行董事；2006 年 8 月至今任\n江苏宏微科技股份有限公司董事长、总经理、代行董事会秘书。
丁子文1985 年至 1989 年任铁道部戚墅堰机车车辆厂财务处会计员；1989 年至 1992 年任交通银行常州分行会计部、信贷部会计员、信贷员；1992\n年至 1995 年任常州证券有限公司投资开发部负责人；1992 年至 1995 年任常州建证期货经纪有限公司董事、总经理；1995 年至 2000 年\n任常州证券有限公司交易部副经理；2000 年至 2003 年任常州证券有限公司稽核部主管；2003 年至 2006 年任武汉蓝天房地产有限公司副
"} +{"pdf_name": "4058578_40.pdf", "language": "zh", "markdown": "以成本或摊余成本计量的金融资产将其账面价值减记至预计未来现金流量现值，减记金额确认为减值损失，计入当期损益。金融资产在确认减值损失后，如有客观证据表明该金融资产价值已恢复，且客观上与确认该损失后发生的事项有关，原确认的减值损失予以转回，金融资产转回减值损失后的账面价值不超过假定不计提减值准备情况下该金融资产在转回日的摊余成本。\n\n# ② 可供出售金融资产减值\n\n当综合相关因素判断可供出售权益工具投资公允价值下跌是严重或非暂时性下跌时，表明该可供出售权益工具投资发生减值。其中“严重下跌”是指公允价值下跌幅度累计超过20%；“非暂时性下跌”是指公允价值连续下跌时间超过12个月。\n\n可供出售金融资产发生减值时，将原计入其他综合收益的因公允价值下降形成的累计损失予以转出并计入当期损益，该转出的累计损失为该资产初始取得成本扣除已收回本金和已摊销金额、当前公允价值和原已计入损益的减值损失后的余额。\n\n在确认减值损失后，期后如有客观证据表明该金融资产价值已恢复，且客观上与确认该损失后发生的事项有关，原确认的减值损失予以转回，可供出售权益工具投资的减值损失转回确认为其他综合收益，可供出售债务工具的减值损失转回计入当期损益。\n\n在活跃市场中没有报价且其公允价值不能可靠计量的权益工具投资，或与该权益工具挂钩并须通过交付该权益工具结算的衍生金融资产的减值损失，不予转回。\n\n# （4）金融资产转移的确认依据和计量方法\n\n满足下列条件之一的金融资产，予以终止确认：① 收取该金融资产现金流量的合同权利终止；② 该金融资产已转移，且将金融资产所有权上几乎所有的风险和报酬转移给转入方；③该金融资产已转移，虽然企业既没有转移也没有保留金融资产所有权上几乎所有的风险和报酬，但是放弃了对该金融资产控制。\n\n若企业既没有转移也没有保留金融资产所有权上几乎所有的风险和报酬，且未放弃对该金融资产的控制的，则按照继续涉入所转移金融资产的程度确认有关金融资产，并相应确认有关负债。继续涉入所转移金融资产的程度，是指该金融"} +{"pdf_name": "4058578_41.pdf", "language": "zh", "markdown": "资产价值变动使企业面临的风险水平。\n\n金融资产整体转移满足终止确认条件的，将所转移金融资产的账面价值及因转移而收到的对价与原计入其他综合收益的公允价值变动累计额之和的差额计入当期损益。\n\n金融资产部分转移满足终止确认条件的，将所转移金融资产的账面价值在终止确认及未终止确认部分之间按其相对的公允价值进行分摊，并将因转移而收到的对价与应分摊至终止确认部分的原计入其他综合收益的公允价值变动累计额之和与分摊的前述账面金额之差额计入当期损益。\n\n本公司对采用附追索权方式出售的金融资产，或将持有的金融资产背书转让，需确定该金融资产所有权上几乎所有的风险和报酬是否已经转移。已将该金融资产所有权上几乎所有的风险和报酬转移给转入方的，终止确认该金融资产；保留了金融资产所有权上几乎所有的风险和报酬的，不终止确认该金融资产；既没有转移也没有保留金融资产所有权上几乎所有的风险和报酬的，则继续判断企业是否对该资产保留了控制，并根据前面各段所述的原则进行会计处理。\n\n# （5）金融负债的分类和计量\n\n金融负债在初始确认时划分为以公允价值计量且其变动计入当期损益的金融负债和其他金融负债。初始确认金融负债，以公允价值计量。对于以公允价值计量且其变动计入当期损益的金融负债，相关的交易费用直接计入当期损益，对于其他金融负债，相关交易费用计入初始确认金额。\n\n# ① 以公允价值计量且其变动计入当期损益的金融负债\n\n分类为交易性金融负债和在初始确认时指定为以公允价值计量且其变动计入当期损益的金融负债的条件与分类为交易性金融资产和在初始确认时指定为以公允价值计量且其变动计入当期损益的金融资产的条件一致。\n\n以公允价值计量且其变动计入当期损益的金融负债采用公允价值进行后续计量，公允价值的变动形成的利得或损失以及与该等金融负债相关的股利和利息支出计入当期损益。\n\n# ② 其他金融负债\n\n与在活跃市场中没有报价、公允价值不能可靠计量的权益工具挂钩并须通过交付该权益工具结算的衍生金融负债，按照成本进行后续计量。其他金融负债采"} +{"pdf_name": "8318095_13.pdf", "language": "zh", "markdown": "有增长，企业债券融资同比明显减少。第一季度，非金融企业境内股票融资 2948 亿元，比上年同期多 108 亿元；企业债券融资净减少 1472亿元，比上年同期多减 1.5 万亿元。\n\n表 4 2017 年 3 月末社会融资规模存量\n\n单位:万亿元人民币，%\n\n
社会融资\n规模存量\n①其中：
人民币\n贷款外币贷款\n（折合人\n民币）委托\n贷款信托\n贷款未贴现\n银行承兑\n汇票企业 \n债券非金融企\n业境内股\n票融资
②2017 年 3 月末162.82109.692.6913.837.014.5817.866.07
同比增减12.512.6-2.919.724.9-18.712.426.1
\n\n注：①社会融资规模存量是指一定时期末实体经济（非金融企业和住户）从金融体系获得的资金余额。②当期数据为初步统计数。存量数据基于账面值或面值计算。同比增速为可比口径数据，为年增速。\n\n数据来源：中国人民银行、国家发展和改革委员会、中国证券监督管理委员会、中国保险监督管理委员会、中央国债登记结算有限责任公司和中国银行间市场交易商协会等。\n\n表 5 2017 年第一季度社会融资规模增量\n\n单位:亿元\n\n
社会融资规\n①模增量其中：
人民币\n贷款外币贷款\n（折合人\n民币）委托\n贷款信托\n贷款未贴现 \n银行承兑\n汇票企业 \n债券非金融企\n业境内股\n票融资
②2017 年第一季度6926845036782634773496800-14722948
同比增减2268-1615307286257569005-15022108
\n\n注：①社会融资规模增量是指一定时期内实体经济（国内非金融企业和住户）从金融体系获得的资金额。②当期数据为初步统计数。\n\n数据来源：中国人民银行、国家发展和改革委员会、中国证券监督管理委员会、中国保险监督管理委员会、中央国债登记结算有限责任公司和中国银行间市场交易商协会等。\n\n# 五、金融机构贷款利率稳中略升\n\n3 月份，非金融企业及其他部门贷款加权平均利率为 5.53%。受"} +{"pdf_name": "8318095_14.pdf", "language": "zh", "markdown": "近期票据融资利率持续上行等因素影响，当月非金融企业及其他部门贷款加权平均利率略有上升，比上年 12 月上升 0.26 个百分点，同比���升 0.23 个百分点。其中，一般贷款加权平均利率为 5.63%，比上年 12 月上升 0.19 个百分点，同比下降 0.04 个百分点；票据融资利率当月加权平均利率为 4.77%，比上年 12 月上升 0.87 个百分点，同比上升 1.15 个百分点。个人住房贷款利率略有上行，3 月加权平均利率为 4.55%，比上年 12 月上升 0.03 个百分点。\n\n从利率浮动情况看，执行下浮、基准、上浮利率的贷款占比总体保持稳定。3 月，一般贷款中执行下浮利率的贷款占比为 23.30%，比上年 12 月下降 4.92 个百分点；执行基准利率的贷款占比为 18.13%，比上年 12月下降 0.92个百分点；执行上浮利率的贷款占比为 58.57%，比上年 12 月上升 5.84 个百分点。\n\n表 6 2017 年 1-3 月金融机构人民币贷款各利率区间占比\n\n单位：%\n\n
月份下浮基准上 浮
小计(1， 1.1)(1.1， 1.3) (1.3， 1.5) (1.5，2.0)2.0 以上
1 月23.8719.4156.7214.5316.049.2410.436.48
2 月27.6418.5553.8115.1215.148.179.126.27
3 月23.3018.1358.5714.1916.179.8310.767.62
\n\n数据来源：中国人民银行。\n\n在国际金融市场利率波动、境内外币资金供求变化等因素的综合作用下，外币存贷款利率小幅波动。3 月，活期、3 个月以内大额美元存款加权平均利率分别为 0.22%和 1.14%，比上年 12 月分别上升0.08 个和 0.26 个百分点；3 个月以内、3（含）-6 个月美元贷款加权平均利率分别为 2.17%和 2.32%，比上年 12 月分别上升 0.28 个和"} +{"pdf_name": "3420819_5.pdf", "language": "zh", "markdown": "表 1 2014 年末公司预收款项前五名（单位：亿元、%）\n\n
单位名称金额占预收款项\n总额比例与公司关系账龄
苏美达国际技术贸易有限公司3.4816.52一般客户1 年以内
中船重工物资贸易集团有限公司2.2610.73一般客户1 年以内
上海物资贸易股份有限公司黑色金属分公司2.049.66一般客户1 年以内
中航国际矿产资源有限公司1.818.57一般客户1 年以内
物产中拓股份有限公司1.416.69一般客户1 年以内
合计11.0052.17--
\n\n应付账款逐年增长，2014 年末，应付账款为 12.71 亿元，同比增长 165.36%，主要是因为公司部分铁矿产品由其他贸易商代理采购，由于代理采购是在信用证或者押汇到期前五个工作日付款结算，存在一定的结算周期，导致期末公司应付账款数额较大。短期借款全部为保证借款，波动幅度较大，其中 2013 年末公司短期借款为 16.08 亿元，同比增加 79.28%，主要是由于公司授信额度增加，2014 年为 5.83 亿元，同比降低 63.76%，主要是公司年底归还部分借款。\n\n图 1 2014 年末公司流动负债构成情况\n\n2015 年 6 月末，公司流动负债为 71.65 亿元，其中，预收款项为19.82 亿元，较 2014 年末减少 5.99%；应付票据为 21.90 亿元，较 2014年末减少 24.20%；短期借款为 13.77 亿元，同比增长 136.38%。\n\n2012 年以来公司总有息负债全部由短期有息负债构成，截至 2015年 6 月末，公司一年内到期的有息债务为 35.68 亿元；总有息债务在总负债中的占比有所波动，2015 年 6 月末为 49.79%。\n\n表 2 2012～2014 年末及 2015 年 6 月末公司有息债务情况（单位：亿元、%）\n\n
项目2015年6月末2014 年末2013 年末2012 年末
短期有息债务（总有息债务）35.6834.7238.6117.11
总有息债务占总负债比重49.7949.9651.9343.41
\n\n公司的短期有息债务由短期借款及应付票据构成，截至 2015 年 6月末，短期借款占比为 38.59%，公司在 2015 年第三、四季度偿还的债"} +{"pdf_name": "3420819_6.pdf", "language": "zh", "markdown": "务占未来一年内到期的有息债务比重为 92.99%，偿付压力较集中。\n\n表 3 截至 2015 年 6 月末公司未来一年有息债务期限结构（单位：亿元、%）\n\n
项目短期借款应付票据小计占比
2015 年第三季度10.7215.9726.6974.83
2015 年第四季度0.555.936.4818.16
2016 年第一季度2.000.002.005.61
2016 年第二季度0.500.000.501.40
合计13.7721.9035.68100.00
\n\n2012～2014 年末及 2015 年 6 月末，公司所有者权益逐年增长，分别为 10.02 亿元、20.12 亿元、20.62 亿元和 20.98 亿元，其中 2013年末同比增长 100.83%，主要是 2013 年 7 月，母公司天津物产和九江线材对公司增资了 10 亿元，各占 50%；盈余公积分别为 0.02 亿元、0.12亿元、0.22 亿元和 0.12 亿元，其中 2015 年 6 月末较 2014 年末下降45.77%，主要是由于 2014 年末盈余公积为审计调整数，实际账务中尚未处理，故 2015 年 6 月末仍为 0.12 亿元；公司每年 8 月份召开股东会，确定未分配利润分配比例，2012～2013 年，公司将未分配利润按照持股比例全额分配给控股公司，2014 年末和 2015 年 6 月末，未分配利润分别为 0.40 亿元和 0.86 亿元，其中 2014 年末未分配利润已于2015 年 8 月确认按持股比例全额分配；公司存续期间未发生资本公积。\n\n表 4 2012～2014 年末及 2015 年 6 月末公司部分偿债指标（单位：%、倍）\n\n
指标2015 年 6 月末2014 年末2013 年末2012 年末
资产负债率77.3577.1278.7079.74
债务资本比率62.9762.7465.7463.07
长期资产适合率152,377.6581,204.0654,742.3720,721.04
流动比率1.291.301.271.25
速动比率1.191.171.211.22
\n\n2012～2014 年末，公司资产负债率整体较高，但呈现下降趋势，2014 年末为 77.12%；长期资产适合率亦逐年上升，长期资产对长期资本的覆盖程度较高；流动比率逐年提高，而速动比率逐年下降，流动资产对流动负债的覆盖程度一般。2015 年 6 月末，各指标略有变化，其中长期资产合适率上升幅度较大。\n\n综合分析，公司负债全部由流动负债构成，集中偿付压力较大。\n\n# 内部流动性\n\n2012 年以来，公司资产规模有所波动，以流动资产为主；存货周转率波动下降，但总体周转效率较好\n\n2012 年以来，公司资产规模有所波动，其中 2013 年同比增长"} +{"pdf_name": "9296147_55.pdf", "language": "zh", "markdown": "内部控制审计报告意见类型：标准的无保留意见\n\n# 十五、 上市公司治理专项行动自查问题整改情况\n\n根据《国务院关于进一步提高上市公司质量的意见》（国发[2020]14 号）、中国证监会《关于开展上市公司治理专项行动的公告》（证监会公告[2020]69 号）及山西证监局《关于开展辖区上市公司治理专项行动的通知》（晋证监发[2020]55 号）等文件的要求，公司开展了上市公司治理专项行动，逐条对照上市公司治理专项自查清单，通过自查，公司发现如下三个问题，在报告期内均已制定整改措施并整改完成，具体情况如下：\n\n问题 1：监事会会议记录对监事发言要点记录不全。\n\n整改情况：已完成整改。\n\n公司于 2021 年 4 月 23 日召开第八届监事会第四次会议，会议要求监事会会议记录应完整记载所有监事发言要点。在以后召开的监事会会议中，严格按照相关要求完整记录监事发言要点，提高监事会会议记录质量。\n\n问题 2：未建立相应制度、流程、沟通和报告机制以确定并及时更新关联方名单；针对关联人占用或者转移公司资金、资产或者其他资源而给上市公司造成损失或者可能造成损失的，未建立对相关人员的责任追究机制。\n\n整改情况：已完成整改。\n\n公司对《关联交易管理制度》进行了修订，在修订后的《关联交易管理制度》中明确了关联交易流程、沟通和报告机制，明确了关联人占用或者转移公司资金、资产或者其他资源而给上市公司造成损失或者可能造成损失的相关人员的责任追究机制，同时公司在实际执行中也根据制度要求进行及时更新关联方名单。公司于 2021 年 8 月 20 日第八届董事会第五次会议审议通过了修订后的《关联交易管理制度》，完成了相关审批程序。\n\n问题 3：公司控股子公司上海清松制药有限公司于 2018 年 6 月 28 日以 5000 万存单质押方式为公司控股股东山西亚宝投资集团有限公司向中国民生银行股份有限公司上海分行贷款 4752 万元提供了担保，未及时做相关信息披露，2018 年内部控制评价报告中认定为非财务报告内部控制重要缺陷。\n\n整改情况：已完成整改。\n\n2018 年年报审计期间，公司发现此担保事项后积极整改，控股股东山西亚宝投资集团有限公司于 2019 年 3 月 5 日归还了贷款本息并解除了担保；公司对相关人员进行了内部问责并在 2018年年报中披露了该担保事项；公司组织全体董事、监事、高级管理人员、各职能部门及分子公司及其相关人员认真学习了《公司法》、《股东大会议事规则》、《董事会议事规则》、《担保管理办法》《上市公司信息披露管理办法》等法律法规和公司制度，全面提高相关人员合规意识；组织各子公司进行了内控制度执行情况的专项自查自纠，进一步梳理和完善了上市公司重大事项上报及对外披露流程，加强子公司合规管控力度，加强对子公司内控制度执行情况的检查、监督力度，确保符合公司内控制度执行及管理规范。\n\n# 十六、 其他\n\n□适用 √不适用\n\n# 第五节 环境与社会责任\n\n# 一、环境信息情况\n\n# (一) 属于环境保护部门公布的重点排污单位的公司及其主要子公司的环保情况说明\n\n√适用 □不适用\n\n# 1. 排污信息\n\n√适用 □不适用\n\n公司全资子公司亚宝药业四川制药有限公司被环保部门列入成都市重点排污单位名录,公司芮城工业园、风陵渡工业园被环保部门列为运城市 2021 年度水环境污染重点排污单位，公司"} +{"pdf_name": "9296147_56.pdf", "language": "zh", "markdown": "风陵渡工业园被环保部门列为运城市 VOCs 排放单位名录，子公司北京亚宝生物药业有限公司被北京市经济技术开发区列入 2021 年水环境重点排污单位。\n\n# 1、废水废气排放信息\n\n
排放口名称污染物种类国家或地方污染物排放标准排放方式2021 年\n排放量\n（t/ a）排放情\n况
执行标准排放浓度\n（m g/L）标准限值\n（mg/L）
芮城工业园\n废水排放口氨氮《提取类制药\n工业水污染物\n排放标准》\nGB 21905-\n20080.215进入芮城\n县污水处\n理厂0.342无超标排\n放
CODcr481007.686
风陵渡工业\n园废水排放\n口氨氮《化学合成类\n制药工业水污\n染物排放标\n准》GB21904-\n20082.3215进入风陵\n渡诚祥污\n水处理公\n司0.484无超标排\n放
CODcr5310016.7
北生物公司氨氮《化学合成类\n制药工业水污\n染物排放标\n准》GB21904-\n20082.593845进入北京\n亦庄环境\n科技集团\n有限公司\n东区污水\n处理厂0.011538无超标排\n放
CODcr725000.454005
亚宝药业四\n川制药有限\n公司废水总\n排口PH《天府中药城\n管理委员会关\n于处置亚宝药\n业四川制药高\n限公司提取车\n间产目结构优\n化建设项目排\n放废水的函》~7.17.3(\n无量\n纲)6-9（无量\n纲）彭州市第\n一污水处\n理厂-无超标排\n放
化学需氧量213000.823
氨氮0.455250.01929
总氮7.8400.1158
总磷2.8430.074
色度1050-
五日生化需氧\n量7.21800.285
动植物油0.0680.484
亚宝药业四\n川制药有限\n公司锅炉排\n气口颗粒物《锅炉大气污\n染物排放标\n准》GB13271-\n20141.420³mg/m大气0.008无超标排\n放
二氧化硫未检出50³mg/m未检出
氮氧化物2230³mg/m0.11
"} +{"pdf_name": "3414316_13.pdf", "language": "zh", "markdown": "2014 年，中国电子信息业内销延续增长态势，进出口贸易在下滑中有所回升。2014 年，中国规模以上电子信息制造业实现销售产值103902 亿元，其中内销产值 51883 亿元，同比增长 14.9%，产值占销售产值比重约为 49.9%，比上年提高 1.6 个百分点。进出口贸易方面，2014 年，中国电子信息产品进出口总额达13237 亿美元，同比下降 0.5%，增速低于全国外贸进出口 3.9 个百分点；贸易顺差 2557 亿美元，同比增长 10.7%，占全国外贸顺差的 66%。\n\n2014 年，中国电子信息业结构调整成果逐步显现。2014 年，中国电子信息业内资企业贡献率提高；规模以上电子信息制造业中，内资企业实现销售产值 38078 亿元，同比增长20.7%，高出全行业平均水平 10.4 个百分点，在全行业中占比提高至 36.6%，对全行业贡献率达 67.5%，比上年高 15.6 个百分点。中西部发展持续推进；2014 年，中国规模以上电子信息制造业中，中西部地区分别实现销售产值12574 亿元和 9376 亿元，同比增长 25.9%和26.2%，增速高于平均水平 15.6 个百分点和 15.9个百分点，在全国所占总比重达到 21.1%，比上年提高 2.1 个百分点。\n\n2014 年，中国电子信息业经济效益逐步向好。2014 年规模以上电子信息制造业实现利润总额 5052 亿元，同比增长 20.9%。产业平均销售利润率 4.9%，低于工业平均水平 1 个百分点，但比上年提高 0.4 个百分点；每百元主营业务收入中平均成本为 88.4 元，仍高于工业平均成本 2.8 元，但比上年下降 0.2 元。2014 年，中国规模以上电子信息制造业每百元资产实现的主营业务收入为 136.8 元，高于工业 11.6 个百分点；平均总资产贡献率为 10.1%，比上年提高 0.2 个百分点；资产负债率 57.8%，比上年下降 0.5 个百分点。\n\n总体看，2014 年中国电子信息产业基本面较为良好，主要表现为平稳运行，产业规模持续扩张，结构调整得到优化，效益规模逐步向好。\n\n# 行业关注\n\n尽管近年来中国电子信息产业发展较快，但目前仍存在核心技术不强，关键零部件依赖进口的发展瓶颈，主要表现在：1）低端产品比重大，国内电子信息产业大部分资源和生产能力集中于加工组装环节，产业整体处于全球产业的中下游地位，核心技术和业务仍集中于大型跨国公司手中。2）国内电子信息产业企业总体规模偏小，资金缺乏，技术实力、管理水平不高；3）企业技术创新能力较弱，技术创新体系和创新机制尚不健全，科技投入不足，科技成果产业化程度仍较低。4）技术更新快。由于技术上的不断突破和需求的不断变化，使新技术、新产品不断涌现，技术升级对行业内企业冲击大，售后服务跟不上技术发展要求。\n\n就当前产业运行中存在的问题和矛盾，需要决策机构和业内企业引起重视并及时采取应对措施。一是自主创新不足、缺乏核心技术，产业发展受制于人。二是国内成本优势正在逐步削弱，原材料价格、用工成本持续走高，人民币面临升值压力将加大，沿海地区土地日趋紧张，传统的制造业基地地位面临挑战。三是行业发展秩序仍待规范，部分领域重复建设现象明显；价格战等低端竞争形式依然存在；产品质量和售后服务问题仍较突出。\n\n# 行业政策及行业发展\n\n根据《工业转型升级规划（2011-2015 年）》（以下简称“规划”）和《信息产业“十二五”发展规划》的总体部署，结合电子信息制造业自身特点和发展规律，《规划》提出以转型升级为主线，坚持创新引领、应用驱动、融合发展的指导思想。突破重点领域核心关键技术，夯实产业发展基础，深化信息技术应用，推动军民结合，统筹内外需市场，优化产业布局，着力提升产业核心竞争力，持续引导产业向价值链高端延伸，推动产业由大变强，为加快工业转型升级及国民经济和社会信息化建设提供有力支撑。\n\n2013年8月国务院发布国发[2013]32号《国"} +{"pdf_name": "3414316_14.pdf", "language": "zh", "markdown": "务院关于促进信息消费扩大内需的若干意见》（以下简称“意见”）。《意见》指出，促进信息消费，要以深化改革为动力，以科技创新为支撑，坚持市场导向、改革推进、需求引领、有序安全发展的原则，围绕挖掘消费潜力、增强供给能力、激发市场活力、改善消费环境，加强信息基础设施建设，加快信息产业优化升级，大力丰富信息消费内容，提高信息网络安全保障能力，推动面向生产、生活和管理的信息消费快速健康增长。到 2015 年，使信息消费规模超过 3.2 万亿元，年均增长 20%以上，带动相关行业新增产出超过 1.2 万亿元；基于互联网的新型信息消费规模达到 2.4 万亿元，年均增长 30%以上。\n\n《意见》从五个方面提出了促进信息消费的主要任务。一是加快信息基础设施演进升级。发布实施“宽���中国”战略，完善电信普遍服务补偿机制，推动于 2013 年内发放第四代移动通信（4G）牌照；全面推进三网融合，年内向全国推广。二是增强信息产品供给能力。实施智能终端产业化工程，支持研发智能手机、智能电视等终端产品；推进新一代显示技术突破，引导社会资金投资集成电路产业，提升软件业支撑服务水平。三是培育信息消费需求。推动云计算服务商业化运营，加快物联网和北斗卫星导航产业化，开展物联网重大应用示范，丰富信息产品和信息消费内容，大力发展电子商务。四是提升公共服务信息化水平。促进公共信息资源共享和开发利用；实施“信息惠民”工程，推进教育、医疗优质资源共享，普及应用居民健康卡，推进金融 IC 卡在公共服务领域应用；在有条件的城市开展智慧城市试点示范建设。五是加强信息消费环境建设。推进身份认证、网站认证和电子签名等网络信任服务，规范互联网金融服务，依法加强信息产品和服务的检测和认证；加强个人信息保护，推动出台个人信息保护法律制度，规范信息消费市场秩序。\n\n《意见》还明确了促进信息消费的支持政 策。一要深化行政审批制度改革。清理涉及信息消费的行政审批事项，消除各种行业性、地区性、经营性壁垒，降低互联网企业设立门槛。二要加大财税、金融政策支持。依托现有支持企业技术创新的政策，对互联网、软件企业给予税收等方面优惠；改善企业融资环境，优先支持互联网小微企业，完善信息服务业创业投资扶持政策。三要改进和完善电信服务。建立健全基础电信运营企业与互联网企业、广电企业、信息内容供应商等合作和公平竞争机制，加强资费监管，鼓励和支持民间资本进入电信业。四要加强法律法规、标准体系建设和信息消费统计监测，在有条件的地区开展信息消费试点示范市（县、区）建设。\n\n预计今后一段时期，国际经济环境将日趋复杂严峻，国内经济发展中不平衡、不协调、不可持续的问题仍然突出。产业发展面临着国际市场需求疲软、贸易保护主义愈演愈烈、世界范围内信息技术产业竞争加剧等挑战；同时也具有国内市场稳步增长、信息化建设全面深化、产业结构持续调整等积极因素。未来，随着中国经济发展和信息化水平的提高，以及在产业政策、振兴规划的支持和鼓励下，中国电子信息产业仍具有较好的发展前景。\n\n# 4． 区域经济环境\n\n云南省地处中国西南边陲，总面积约 39 万平方千米，占全国面积 4.11%，在全国各省级行政区中面积排名第 8，总人口 4596.6 万，占全国人口 3.35%，人口排名为第 12 名。\n\n改革开发以来，云南省的国民经济和各项社会事业进入了快速发展的时期。云南全省面貌发生了深刻变化，经济实力明显增强。农业的基础地位不断增强，农业经济持续发展，粮食及各种经济作物生产连续获得丰收。随着澜沧江－湄公河区域经济合作的加强，云南正成为中国通往东南亚、南亚的通道和前沿。2000年以来中国实施的西部大开发战略，使得中西部地区经济发展、民族团结、社会稳定是中国"} +{"pdf_name": "4039515_15.pdf", "language": "zh", "markdown": "并购整合案，其中国产仪器企业参与的交易有 18 项，交易总规模大约 40亿元；而在 2014 年，这两个数据分别是 8 项和 10 亿元。从并购领域来看，2015 年环境监测行业最为火爆；再进一步细分，气和水最受青睐。2015 年，“新环保法”正式实施，“大气十条”、“水十条”等相继出台，环保产业“蛋糕”不断做大，这无疑刺激了国产仪器公司在环境监测领域的并购热情。而借助一桩桩收购案，国产仪器公司从细分精耕到全面综合，正在逐步实现整个产业链层面的深度布局。\n\n# 附录 2：公司新闻\n\n# 【巨轮智能】：拟增资控股德国高端机床 OPS，加速智造布局\n\n公司公告拟通过参股的德国欧吉索控股有限公司（OPS Holding）增持 23550 股德国欧吉索机床有限公司（OPS 公司）股份，约占 OPS 公司21.32%的股份，实现对 OPS 间接控股；\n\n点评：1、OPS 是全球领先的数控电火花机床与高速加工中心制造商。2015/16 财年其前三季度销售收入 3661 万欧元，净利 308 万欧元。我国高端数控机床市场几百亿+， 90%+进口，技术全球领先的 OPS 机床本土化后进口替代空间大。2、公司本次拟以 2015 年 20 倍 PE 增资 OPS21%的股权，增资后将实现对 OPS 的间接控股，未来有望国产化量产。3、机器人+3C 机床加工+硫化自动化集成，智能制造布局加速。4、传统主业轮胎模具稳健，硫化机龙头液压化替代加速。5、公司轮胎模具、硫化机龙头主业稳健，机器人+3C机床加工+硫化自动化集成智能制造布局加速。预计 2015-17 年 EPS 为 0.18/0.24/0.31，对应 PE 99/75/57X，首次予以“增持”评级。\n\n# 【东富龙】一季报预告点评：业绩略低于预期，制药装备+海外市场+精准医疗加快布局\n\n公司发布 2016 年一季报预告，归母净利 8106～10132 万元，同比下滑 0～20%，扣非后下滑 4%～24%，业绩略低于预期；\n\n点评：1、业绩低于预期主要由于制药装备行业竞争白热化致价格下行+冻干系统验收周期拉长所致。2、预计 Q1 营收增速 10%优于行业平均，显现公司冻干龙头竞争力、其他制药装备+海外发力加快，全年营收有望15%+增长。3、精准医疗转型布局加速，2016 年有望贡献业绩。4、积极布局制药工业 4.0 业务。5、国内后 GMP 周期下，公司作为国产冻干机龙头，除了努力拓展海外业务+走系统集成化的战略外，还积极布局原料药、固体制剂、生物工程等其他非无菌类制药装备，积极布局精准医疗与制药工业 4.0 业务，我们看好其具竞争力的多元发展能穿越国内后GMP 周期，我们预计 2016-17 年 EPS 为 0.68（-0.06）/0.75(-0.14)元，对应 PE 为 30/27X，维持“买入”评级。\n\n【应流股份】全资子公司安徽应流集团霍山铸造有限公司与 SBM Development GmbH、SBM Maschinen GmbH 达成合作\n\n子公司应流铸造拟与德国 SBM Development GmbH 共同研发输出功"} +{"pdf_name": "4039515_16.pdf", "language": "zh", "markdown": "率分别为 130HP 和 160HP 的两款涡轴发动机、起飞重量分别为 450kg 和700kg 的两款直升机。\n\n点评： 1、与 SBM 合作布局涡轴发动机和直升机，进入发动机核心领域，切入通航万亿市场。2、定增投向“两机”叶片研发，航空发动机叶片将实现进口替代，燃气轮机叶片 2-3 年内可与全球龙头 PCC 竞争。3、核一级主泵泵壳具垄断地位，是核一级铸件稀缺标的。4、中子吸收材料受益于核废料处理广阔空间，2016 年产能 80 吨、1 亿元销售。预计2015/16/17 年 EPS 为 0.27/0.53/0.65 元，对应 PE 为 106/55/45X，中长期坚定看好！维持“买入”评级。\n\n# 【隆鑫通用】公司发布 2015 年年报\n\n公司发布 2015 年年报，公司全年总营收 70 亿元，同比增长 6%；归母净利 7.7 亿元，同比增长 26%；EPS0.95 元。公司拟每 10 股派发现金红利 2 元，不送股，不转赠。\n\n公司拟实施第二期员工持股计划，本次持股计划共筹不超过 4600 万元，资金来源部分员工自筹，部分公司计提持股计划专项基金。\n\n公司发布一季度业绩预告，公司一季度营收 18.7 亿元，同比增长30%；归母净利 1.96 亿元，同比增长 24%。\n\n点评：1、2015 年营收 70 亿元，净利润 7.7 亿元，同比 26%。传统业务表现稳定，业绩增长得益于广州威能、山东丽驰业务并表、毛利上升以及汇兑收益。2、公司推行第二期员工持股计划，未来发展与员工利益紧密挂钩，彰显管理层信心。3、一季度营收 18.7 亿，同比+30%，归母净利 2 亿，同比+24%，业绩靓眼。4、公司植保无人机性能优越，已开始前期示范推广，未来向全国推广复制，业绩有望爆发。5、预计2016-2018 年 EPS 1.13/1.33/1.59 元，对应 PE17/13/11X，估值具备安全边际，中长期看好植保无人机发力及低速电动车业务带来巨大业绩弹性，维持“买入”评级。\n\n# 【隆鑫通用】公司发布子公司中标公告\n\n公司发布公告，珠海隆华 XV-2 植保无人机整机系统近日中标哈尔滨双城区农业局航空作业设备采购项目，中标金额近 74 万元。\n\n点评：此次中标标志公司植保无人机业务已正式走向市场，将为植保业务的市场推广以及后续订单的签订产生良好的示范作用，有助于未来的市场拓展。\n\n公司的 XV-2 核心性能优越，植保作业效率高，可复制性强，5 月初公司 XV-2 植保无人机将在哈尔滨双城区进行植保作业的示范推广，未来将有望借助此次示范成果向全国复制，非常看好公司无人植保业务的后续发展。\n\n【台海核电】全资子公司《民用核安全设备制造许可证》（扩证）获批\n\n公司近日收到公司全资子公司烟台台海玛努尔核电设备有限公司（以下简称“烟台台海核电”）转来的国家核安全局《关于批准烟台台海"} +{"pdf_name": "9275452_189.pdf", "language": "zh", "markdown": "
额
四、账面价值
1.期末账\n面价值932,028,589.71732,771,942.30117,546,316.231,782,346,848.24
2.期初账\n面价值689,309,889.18484,580,469.21102,554,055.201,276,444,413.59
\n\n# (2).暂时闲置的固定资产情况\n\n□适用 √不适用\n\n# (3).通过融资租赁租入的固定资产情况\n\n□适用 √不适用\n\n# (4).通过经营租赁租出的固定资产\n\n□适用 √不适用\n\n# (5).未办妥产权证书的固定资产情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目账面价值未办妥产权证书的原因
三亚房产 2 幢 2 单元 8 层 801#6,813,201.90开发单位处于被接管状态，暂时\n无法办理
三亚房产 2 幢 4 单元 10 层\n1002#5,450,561.70开发单位处于被接管状态，暂时\n无法办理
三亚房产 1 幢 4 单元 7 层 701#4,707,303.30开发单位处于被接管状态，暂时\n无法办理
三亚房产 1 幢 4 单元 702#4,707,303.30开发单位处于被接管状态，暂时\n无法办理
三亚房产 1 幢 3 单元 8 层 802\n号8,260,140.60开发单位处于被接管状态，暂时\n无法办理
西华机场子公司航展楼（综合\n楼）39,719,521.58正在办理
西华机场子公司航展中心大厅\n（维修机库）及中心办公楼（综\n保二层小楼）9,475,442.56正在办理
合计79,133,474.94
\n\n其他说明：\n\n□适用 √不适用\n\n# 固定资产清理\n\n□适用 √不适用\n\n# 22、 在建工程\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
在建工程654,513,619.421,024,091,248.72
"} +{"pdf_name": "9275452_190.pdf", "language": "zh", "markdown": "
工程物资
合计654,513,619.421,024,091,248.72
\n\n其他说明：\n\n□适用 √不适用\n\n# 在建工程\n\n# (1).在建工程情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
账面余额减\n值\n准\n备账面价值账面余额减\n值\n准\n备账面价值
湖北子\n公司工\n程472,862,059.38472,862,059.38
重庆子\n公司工\n程424,650,853.40424,650,853.40424,446,185.07424,446,185.07
山东子\n公司工\n程23,859,218.0823,859,218.08
晋中子\n公司工\n程118,616,668.88118,616,668.8869,909,575.1269,909,575.12
西华机\n场子公\n司工程23,965,856.9723,965,856.9724,535,534.4524,535,534.45
民权机\n场子公\n司工程87,280,240.1787,280,240.17
零星工\n程8,478,676.628,478,676.62
合计654,513,619.42654,513,619.421,024,091,248.721,024,091,248.72
\n\n# (2).重要在建工程项目本期变动情况\n\n√适用 □不适用\n\n单位：元 币种：人民币"} +{"pdf_name": "3476740_27.pdf", "language": "zh", "markdown": "增加子公司 10 家，因出售股权或注销而减少子公司 11 家。2018 年 6 月底公司合并范围较 2017年底无变化。总体看，公司合并报表范围对财务可比性影响不大。\n\n截至 2017 年底，公司合并资产总额 119.03亿元，所有者权益合计 36.40 亿元（含少数股东权益 25.04 亿元）。2017 年，公司实现营业总收入 112.02 亿元，利润总额 4.49 亿元。\n\n截至 2018 年 6 月底，公司合并资产总额114.71 亿元，所有者权益合计 36.20 亿元（含少数股东权益 24.83 亿元）。2018 年 1～6 月，公司实现营业总收入 38.69 亿元，利润总额 0.08亿元。\n\n# 2．资产质量\n\n2015～2017 年，公司资产总额波动增长，年均复合增长 4.91%。截至 2017 年底，公司资产总额 119.03 亿元，同比增长 10.20%；构成上流动资产占 80.70%，非流动资产占 19.30%。公司资产以流动资产为主，近三年资产构成变化不大。\n\n# 流动资产\n\n2015～2017 年，公司流动资产稳定增长，年均复合增长 7.51%。截至 2017 年底，公司流动资产合计 96.05 亿元，同比增长 15.27%，主要由货币资金、应收账款、其他应收款和存货构成。\n\n图 4 截至 2017 年底公司流动资产构成\n\n资料来源：公司审计报告\n\n2015～2017 年，公司货币资金波动增长，年均复合增长率为 5.45%，截至 2017 年底，货币资金为 13.49 亿元，同比下降 11.02%；构成上，银行存款占 71.85%、其他货币资金占27.76%，其余为库存现金。2017 年底公司其他货币资金为 3.75 亿元，主要为各类保证金、存出投资款等。\n\n2015～2017年，公司应收账款较为稳定，年均复合增长率为2.97%，主要为应收贸易款。截至2017年底，公司应收账款12.32亿元，同比变化不大；按组合计提坏账准备的应收账款（11.48亿元）中，账龄在一年以内的占94.42%，整体账龄短；公司共计提坏账准备0.26亿元，计提比例为2.04%；集中度方面，应收账款余额前五名的单位合计占应收账款的21.03%，集中度尚可。\n\n2015～2017年，公司预付款项有所波动，主要为预付货款和预付工程款。截至2017年底，公司预付款项为4.52亿元，同比下降16.32%；公司预付款项期末余额前五名合计占比为29.64%，集中度尚可；从账龄看，账龄在1年以内的预付款占67.26%，1～2年的占24.66%，其余均为2年以上，整体账龄一般。\n\n公司其他应收款主要为关联方组合和应收出口退税款等，2015～2017年，公司其他应收款波动增长，年均复合增长率为37.68%；截至2017年底，公司其他应收款账面15.92亿元，同比增长96.12%，主要为新增对海宁万城房产有限公司的往来款；构成上包括应收关联方款项（5.45亿元）、应收出口退税款（1.43亿元）等；前五名欠款单位款项合计占比为32.95%，主要为往来款和股权转让款等。从账龄来看，公司按账龄组合的其他应收款中1年以内的占79.81%，1～2年的占8.25%，整体账龄短；公司共计提坏账准备0.21亿元，计提比例1.21%。\n\n表14 截至2017年底公司其他应收款前五大单位\n\n（单位：万元、%）\n\n
单位名称账面价值款项性质占比
海宁万城房产有限公司17140.00往来款10.62
"} +{"pdf_name": "3476740_28.pdf", "language": "zh", "markdown": "
绍兴绿邦房地产开发有限公司13364.92往来款8.28
杭州中澳亚盛羊毛衫有限公司8398.74往来款5.20
青阳县汇力房地产开发有限公司7500.00股权转让款4.65
沧州信联化工有限公司6761.88关联方借款4.19
合计53165.55--32.95
\n\n资料来源：公司审计报告\n\n2015～2017 年，公司存货波动增长，年均复合增长 2.28%；截至 2017 年底，公司存货账面价值为 46.08 亿元，同比增长 14.11%，主要源于房地产开发产品规模的增长；构成上以库存商品（占 10.12%）、开发成本（占 56.80%）与开发产品（占 22.57%）为主，其中由于多个项目集中开发，房地产开发成本较大，存在一定去化压力。截至 2017 年底，公司累计计提存货跌价准备 0.65 亿元，主要为库存商品跌价准备，计提比例较低。\n\n2015～2017 年，公司其他流动资产波动增长，年均复合增长率为 67.04%。截至 2017 年底，公司其他流动资产 2.25 亿元，同比大幅增长，以留抵税额（0.87 亿元）、预缴税金（0.39亿元）和银行理财产品（0.85 亿元）为主。\n\n# 非流动资产\n\n2015～2017 年，公司非流动资产逐年下降，年均复合变动率为-4.22%；截至 2017 年底，公司非流动资产 22.98 亿元，同比下降 6.94%，主要源于其他非流动资产的下降。截至 2017 年底，非流动资产主要由可供出售金融资产（占27.00%）、固定资产（占 31.55%）、无形资产（占7.37%）和其他非流动资产（占 23.71%）构成。\n\n2015～2017 年，公司可供出售金融资产有所波动，分别为 6.58 亿元、5.60 亿元和 6.20 亿元。截至 2017 年底，公司可供出售金融资产主要包括按公允价值计量的可供出售权益工具（1.67 亿元，主要是海翔药业股份）和按成本计量的可供出售权益工具（4.53 亿元，主要为持有的各类非上市公司股份、购买的投资基金和资产管理计划等）；公司累计计提减值准备182.32 万元。\n\n2015～2017 年，公司固定资产波动下降， 年均复合变动率-6.64%；截至 2017 年底，公司固定资产账面价值 7.25 亿元，同比下降-18.00%，系部分自留物业改变用途为销售，转入存货计量以及合并范围调整所致；构成上以房屋建筑（占 82.65%）和机器设备（占 12.00%）为主；截至 2017 年底公司累计计提折旧 5.08亿元，未计提减值准备。\n\n2015～2017 年，公司在建工程稳定增长，截至 2017 年底为 1.36 亿元，主要包括在建新大办公楼（0.76 亿元）、华兴羽绒厂房（0.26 亿元）和三丰厂房及办公楼（0.27 亿元）等。\n\n2015～2017 年，公司无形资产逐年下降，年均复合变动率为-11.89%，截至 2017 年底，公司无形资产 1.69 亿元，主要为土地使用权（1.66 亿元）。\n\n2015～2017 年，公司其他非流动资产逐年下降，截至 2017 年底，公司其他非流动资产为5.45 亿元，同比下降 22.45%，主要为子公司富汇小贷发放的贷款及垫款（4.65 亿元），其中正常类贷款占 71.28%，关注类贷款账面余额占26.94%，次级类和可疑类合计占 1.78%。公司对贷款按关注类余额的 2%、次级类余额的25%、可疑类余额的 50%和损失类的 100%计提贷款减值准备，累计计提 628.23 万元。富汇小贷的关注类及以下贷款占比较高，存在一定回收风险。\n\n截至 2017 年底，公司合并范围内因用于抵质押而使用受限的房屋及土地使用权和定期存单账面价值合计 3.83 亿元，占总资产的 3.22%，受限比例较低。\n\n截至 2018 底 6 月底，公司资产总额 114.71亿元，较 2017 年底下降 3.63%，其中其他应收款下降至 11.07 亿元，主要为关联方应收款减少；其他流动资产下降至 0.09 亿元，系留抵税款减少所致，其余科目变动不大。公司资产构成 中 流 动 资 产 占 80.75% ， 非 流 动 资 产 占19.25%，仍以流动资产为主。\n\n总体看，公司资产以流动资产为主，资产构成较为稳定。流动资产中，以开发成本为主"} +{"pdf_name": "20788831_23.pdf", "language": "zh", "markdown": "
一、发行人基本情况........................................................................................................................51
二、发行人改制重组情况................................................................................................................51
三、发行人股本的形成及其变化情况............................................................................................55
四、发行人设立以来的重大资产重组情况 ....................................................................................71
五、公司历次验资及设立时公司投入资产的计量属性 ................................................................71
六、发行人股权控制结构及内部组织结构 ....................................................................................73
七、发行人子公司、参股公司情况................................................................................................75
八、发起人、持有 5%以上股份的主要股东及实际控制人基本情况 ..........................................75
九、发行人股本情况........................................................................................................................83
十、国有股、内部职工股、工会持股和委托、信托持股等情况 ................................................85
十一、发行人员工及其社会保障情况............................................................................................85
十二、主要股东以及董事、监事、高级管理人员作出的重要承诺及其履行情况.....................90
第六节 业务与技术 .................................................................................................94
一、公司主营业务与主要产品........................................................................................................94
二、公司所处行业的基本情况........................................................................................................97
三、公司的行业竞争地位..............................................................................................................128
四、公司的主营业务情况..............................................................................................................133
五、公司的主要资产......................................................................................................................176
六、公司的特许经营权情况..........................................................................................................183
七、公司的技术水平及研发情况..................................................................................................183
八、公司境外经营和资产情况......................................................................................................194
九、公司名称中冠有“科技”字样的依据 ..................................................................................194
第七节 同业竞争与关联交��� ...............................................................................195
一、公司独立运营情况..................................................................................................................195
二、同业竞争..................................................................................................................................196
三、关联方及其关联关系..............................................................................................................200
四、关联交易..................................................................................................................................204
五、对关联交易决策权力和程序的制度安排 ..............................................................................216
六、报告期内公司关联交易的执行情况及独立董事的意见 ......................................................227
七、规范及减少关联交易的措施..................................................................................................227
第八节 董事、监事、高级管理人员与核心技术人员.......................................229
一、公司董事、监事、高级管理人员及核心技术人员的简要情况...........................................229
二、公司董事、监事、高级管理人员、核心技术人员及其近亲属持股情况...........................233
三、公司董事、监事、高级管理人员、核心技术人员及其近亲属的其他对外投资情况.......235
四、董事、监事、高级管理人员及核心技术人员薪酬情况 ......................................................236
五、董事、监事、高级管理人员及核心技术人员兼职情况 ......................................................237
六、董事、监事、高级管理人员及核心技术人员之间的亲属关系...........................................237
七、董事、监事、高级管理人员及核心技术人员与公司签订的协议、重要承诺及其履行情况\n..........................................................................................................................................................238
八、董事、监事、高级管理人员的任职资格 ..............................................................................238
"} +{"pdf_name": "20788831_24.pdf", "language": "zh", "markdown": "
九、董事、监事、高级管理人员近三年的变动情况 ..................................................................238
第九节 公司治理 ...................................................................................................241
一、公司股东大会、董事会、监事会、独立董事、董事会秘书制度的建立健全及运行情况\n..........................................................................................................................................................241
二、报告期内公司受到的行政处罚情况......................................................................................253
三、公司报告期内资金占用及对外担保情况 ..............................................................................254
四、公司内部控制制度情况..........................................................................................................255
第十节 财务会计信息 ...........................................................................................256
一、审计意见及关键审计事项......................................................................................................256
二、财务报表..................................................................................................................................259
三、财务报表的编制基础、合并财务报表范围及变化情况 ......................................................271
四、主要会计政策和会计估计......................................................................................................272
五、税项..........................................................................................................................................294
六、最近一年内收购兼并事项......................................................................................................296
七、经注册会计师核验的非经常性损益明细表 ..........................................................................296
八、最近一期末主要非流动资产情况..........................................................................................297
九、最近一期末的主要债项..........................................................................................................298
十、所有者权益变动情况..............................................................................................................301
十一、报告期内现金流量情况......................................................................................................302
十二、股份支付..............................................................................................................................303
十三、资产负债表期后事项、或有事项及其他重要事项 ..........................................................304
十四、公司主要财务指标..............................................................................................................306
十五、盈利预测..............................................................................................................................308
十六、资产评估情况......................................................................................................................308
十七、历次验资情况......................................................................................................................309
第十一节 管理层讨论与分析 ...............................................................................310
一、财务状况分析..........................................................................................................................310
二、盈利能力分析..........................................................................................................................365
三、现金流量分析..........................................................................................................................432
四、资本性支出分析......................................................................................................................438
五、重大会计政策或会计估计与同行业上市公司差异分析 ......................................................439
六、重大担保、诉讼、其他或有事项和重大期后事项 ..............................................................439
七、财务状况、盈利能力的未来趋势分析 ..................................................................................439
八、本次公开发行股票摊薄公司即期回报的影响及相关填补回报措施...................................442
第十二节 未来发展与规划 ...................................................................................445
一、发展规划及发展目标..............................................................................................................445
二、公司发展计划与募集资金运用..............................................................................................446
三、实现计划目标的假设条件和面临的主要困难 ......................................................................450
"} +{"pdf_name": "9306017_23.pdf", "language": "zh", "markdown": "批准的项目，经相关部门批准后方可开展经营活动）。报告期末，新日动力总资产为 6,023.76万元，净资产为 1,506.52 万元，净利润-733.47 万元。（以上数据已经审计）\n\n8、无锡金投国泰融资租赁有限公司（以下简称“金投国泰”），系本公司参股公司。金投国泰成立于 2018 年 1 月 17 日，法定代表人刘勤，住所位于无锡市锡山区安镇街道丹山路 78 号锡东创融大厦 A 座 303-34，注册资本 3,000 万美元。公司经营范围为从事融资租赁业务；租赁业务；向国内外购买租赁资产；租赁财产的残值处理及维修；租赁交易咨询和非融资性担保；从事与主营业务相关的商业保理业务（依法须经批准的项目，经相关部门批准后方可开展经营活动）。报告期末，金投国泰总资产为 71,973.18 万元，净资产为 22,025.06 万元，净利润为 2,066.01 万元。（以上数据已经审计）\n\n# (八) 公司控制的结构化主体情况\n\n□适用 √不适用\n\n# 六、公司关于公司未来发展的讨论与分析\n\n# (一)行业格局和趋势\n\n√适用 □不适用\n\n过去的二十年中，我国电动自行车产业从无到有，产品由零星使用到大范围普及，发展至今其市场规模在全球范围内居于首位。经过多轮行业洗牌后，��动自行车行业属于竞争较为充分的行业，市场化程度高、市场集中度较低，但随着市场的优胜劣汰，各生产企业在规模、盈利能力、竞争力和市场影响力上逐渐拉开了距离，层次化明显。\n\n随着电动自行车行业品牌竞争的加剧，品牌集中度持续上升，在品牌分化的过程中，品牌竞争格局已经基本清晰。一线品牌企业注重技术创新、产品升级更新和销售网络的建设，品牌影响力和公司的综合实力较强，市场认知度高；生产规模较小、自主创新能力低的电动自行车生产企业，其产品类型主要以低档次、低附加值产品为主，产品同质化严重，市场占有份额逐步减少。当前，除公司之外，电动自行车行业一线品牌企业主要包括雅迪集团控股有限公司、天津爱玛科技股份有限公司、深圳台铃科技集团有限公司等。品牌竞争格局的形成奠定了当前中国电动自行车行业的产业竞争格局和未来走势，一线品牌的市场占有率稳步提升，品牌影响力持续增强，对行业的运行节奏正在产生影响。\n\n新国标正式实施以来，已经对整个行业格局变化带来影响。一方面，依据一系列法规和标准，电动两轮车分为电动自行车、电动轻便摩托车、电动摩托车三大细分品类，影响行业竞争格局：（1）原来数量众多的生产企业，若需继续进行生产，必须进行资质条件更为严格的电动摩托车生产一致性能力准入审查；（2）实力较弱的行业内的中小企业由于难以达到准入要求，将被迫退出市场竞争，产业集中度将进一步上升，行业竞争将逐步集中到行业内的现有大型企业之间；（3）符合新国标、3C 强制认证等法规要求已成为电动自行车产品准入上市的必备条件，产品竞争格局正在改变，有利于行业形成良性竞争局面；（4）各地方政府原来出台的老标准产品过渡期管理政"} +{"pdf_name": "9306017_24.pdf", "language": "zh", "markdown": "策逐步到期，不符合新国标标准的电动自行车产品将面临退市或汰换，行业总体有望进入新国标标准产品置换大量老国标标准产品的窗口期，并且将持续数年。另一方面，已有新的进入者加入本行业竞争，如小牛电动、九号公司、哈啰出行等，新进入者普遍在智能网联电动车系统方面发力，为行业总体发展注入了新活力，同时竞争形势的更加复杂化也将促使传统品牌电动车企业在工业设计、研发制造、渠道建设、服务体验等领域采取创新举措。总体来看，随着市场进一步集中，具有品牌号召力、创新能力出众、渠道优势突出、产品质量过硬的企业将获得更广阔的发展空间，市场份额将逐渐向这些优势企业集中。\n\n随着人民生活水平逐步提高，以及社会新兴商业机会兴起，未来电动车行业仍然存在较大的需求机会：1）新国标置换需求有望驱动行业新一轮增长。据国家统计局、中国自行车协会、招商证券等数据，2020 年中国电动两轮车保有量约 3.4 亿辆，其中农村居民户数约 18,665 万户，每百户电动车拥有量为 73.1 辆，农村居民电动两轮车保有总量约 1.36 亿辆；城镇居民户数约 33,604万户，城镇居民每百户电动两轮车拥有量约 62 辆，城镇居民电动两轮车保有总量约 2.08 亿辆。预估农村地区现有电动两轮车替换率为 20%，城镇地区现有电动两轮车替换率为 40%，即农村地区电动两轮车替换量为 2,725 万辆，城镇地区电动两轮车替换量为 8,334 万辆，未来五年总计将达到 11,059 万辆换车需求。2）即时物流配送场景兴起，共享电单车、外卖等 B 端需求成长性强。据招商证券数据，共享单车用户规模从 2016 年的 0.28 亿人增长至 2020 年的 2.53 亿人，另根据艾媒咨询，共享电动车 2025 年投放规模预计可达 800 万辆。另一方面，即时配送应用场景十分丰富，覆盖范围包括餐饮外卖、生鲜果蔬、零售便利、鲜花蛋糕等。根据美团研究院数据，疫情期间骑手日均接单数在 0-30 单的占比在 90%以上，其中 11-30 单占比接近 60%。据此假设骑手日均接单数为 20 单，预计至 2024 年即时配送骑手数可达 576.7 万人，骑手一般以电动两轮车为主要交通工具，因此预计即时配送物流至 2024 年有望为电动两轮车带来 550 万辆的累计需求量。3）海外电动摩托车市场也存在较大的增长空间。据方正证券数据，目前海外燃油摩托车市场年销量约 4500 万辆，随着全球节能减排推进各国禁摩限制政策不断出台，预计未来海外将有 60%的燃油摩托车将切换为电动摩托车，海外电动摩托车销量将达到 2700 万辆/年，而中国电动摩托车具有产业链成熟、规模化成本优势，有望抢占较大份额的海外电动��托车市场占有率。\n\n# (二)公司发展战略\n\n√适用 □不适用\n\n围绕公司董事会制定的“提高产品质量稳定性、加强核心技术创新、大力推进服务营销”的三大核心思想，秉承“有阳光的地方就有新日”的经营发展理念，以渠道为基础、以品牌为灵魂、以创新为动力、以产品为保证、不断加强管理团队和员工队伍建设，利用公司已有的资源和行业领先地位，升级和优化营销网络、提升公司整体技术水平及技术创新能力，充分发挥公司的品牌优势、渠道优势、研发优势等，持续满足人们对电动交通工具产品多层次的需求，在继续保持公司行业领先地位基础上，将公司逐步打造成国际知名的电动交通工具研发制造企业。"} +{"pdf_name": "2071824_5.pdf", "language": "zh", "markdown": "图 5 粤港澳大湾区\n\n资料来源：中国中投证券研究总部\n\n图 6 粤港澳大湾区战略\n\n资料来源：中国中投证券研究总部\n\n# 2. 粤港澳大湾区经济实力突出\n\n2016 年，粤港澳大湾区经济总量近 1.4 万亿美元。2015 年、2016 年两年，广东的经济总量直逼西班牊，在全球约居第 15 位，在中国各省区市经济总量持续排名第 1位。\n\n2015 年数据显示，仍丐界角度看广东各城市 GDP 发现：广州 GDP 追赶新加坡，深圳 GDP 赶赸香港，佛山 GDP 直追欧洲名城阿姆斯特丹，东莞 GDP 赸赹“赌城”拉斯维加斯。经济总量斱面，中山不日内瓦、江门不爱丁堡幵驾齐驱，弯道赸车的肇庆不“工业革命重镇”利物浦相弼。\n\n“广州-深圳-香港”是粤港澳大湾区丐界级城市群的脊梁，而广佛同城、深莞惠一体化、深汕合作、港珠澳的联通，都是围绕这个湾区展开。广州是华南区中心拥有厚重的岭南文化；香港是丐界金融中心之一，代表先迚文明；深圳是中国金融科创中心，加之其民营、制造和高创能力突出，连接周边东莞、惠州、中山、江门湾区制造业等基地，将引领湾区硅谷起飞。\n\n# 3. 粤港澳大湾区交通网络日臻完备\n\n戔至 2016 年底，广东省公路通车总里程 21.8 万公里，高速通车里程 7673 公里，位居全国第一；港口码央泊位 2811 个，其中万吨级及以上泊位 304 个；全省港口货物年通过能力达到16.7亿吨，位居全国第二，其中集装箱年通过能力达到5948.1万标箱，位居全国第一。\n\n“十三五”期间，广东省港口将集群化。将整合优化粤港澳大湾区内铁路、公路、水路、民航等基础设斲，形成粤港澳大湾区互联互通、辐射国内外的综合交通运输网，成为“21 丐纨海上丝绸之路”国家门户。\n\n至 2030 年，珠江口东西两岸将建设 12 条公路和铁路跨江通道。加快高速出省通道和粤东西北地区连通珠江三角洲的高速公路建设。规划 33 条出省高速公路，其中通"} +{"pdf_name": "2071824_6.pdf", "language": "zh", "markdown": "香港 4 条、通澳门 2 条。\n\n随着深中通道贯通、港珠澳大桥落成，深茂铁路和广佛江珠城际轨道通车，整个珠江三角洲将形成像旧金山湾大湾区一样的城市群，对周边城市区域的人流、物流、资金流辐射力大幅提升。\n\n图 7 粤港澳大湾区交通便捷\n\n资料来源：互联网、中国中投证券研究总部\n\n图 8 粤港澳大湾区都市区规划\n\n资料来源：互联网、中国中投证券研究总部\n\n# 三、大湾区是港澳在内的珠三角城市融合发展的升级版"} +{"pdf_name": "4033711_14.pdf", "language": "zh", "markdown": "长寿风险①和衍生品的使用风险。固定收益型养老计划有时会加入到衍生交易中以提高回报率，以便对冲长寿风险。但是由于养老计划的长寿风险对冲数量的增加，可能导致承担长寿风险的相关计划大幅减少。\n\n图表 7 《征求意见稿》确定的养老基金存在的风险\n\n
风险类型主要存在的问题
固定缴费养\n老基金的流\n动性风险一些固定缴费养老基金允许私人在短期时间内取回，或者以现金的方式转移\n到另一个基金，在这种情况下流动性风险就可能出现。计划重新平衡投资组\n合的条款需要进一步的评估，以便确定日常或者短期回赎情况下可能导致的\n类似开放式基金的流动性风险。
潜在的杠杆\n累计养老基金可能投资于某些采用杠杆的基金，养老计划可能应用杠杆策略（如\n通过使用衍生工具）并将其作为负债驱动型投资策略的一部分，以促使负债\n敏感性和资产利率变化的相互匹配。此外，资金赤字和低利率环境下寻求收\n益都可能促使养老基金进入到更多杠杆或者更少流动性的资产上 。
衍生品和长\n寿风险的使\n用固定收益养老计划有时会加���到衍生交易中以提高回报率，并对冲长寿风\n险 。转移长寿风险可以保护固定收益养老计划免受风险，并使得该计划的\n受益者活的得比预期更长。由于养老计划的长寿风险对冲数量的增加，长寿\n风险直接承担的计划也随之大幅减少。这意味着在同一时间内，金融体系需\n要对交易对手风险之间的联系进行更好的管理。
\n\n数据来源：根据《征求意见稿》以及公开资料进行整理，CIB Research\n\n主权财富基金存在的潜在风险。其主要表现为以下三个方面（见图表 8）：（1）市场集中导致的风险。主权财富基金（SWFS）市场是一个十分集中的市场，最大的十五个基金大约占据了所有主权财富基金总量的近 85%，其规模、资产配臵的变化往往会对市场产生重大影响。并且主权财富基金持有越来越多的非流动性资产，如另类资产（Alterative assets）②，这可能导致在撤资时更多的非流动性资产转换过程中加大对金融系统的压力。（2）追求高额回报和流动性风险。储蓄基金等为了追求更高的回报可能造成风险累积，同时一些主权财富基金\n\n---\n\n① 长寿风险（Longevity risks）主要指的是个人或者总体人群未来的平均实际寿命高于预期寿命产生的风险。\n\n②所谓另类资产（Alterative assets），主要指的是能在一定程度上优化现代投资者的风险—回报比例，并且使投资更加多样化的资产。另类资产通常包括对冲基金、私人股本、外汇对冲（foreign exchange overlays）,管理商品基金（managed commodity funds）、房地产和林业等，有时还包括艺术品等。"} +{"pdf_name": "4033711_15.pdf", "language": "zh", "markdown": "可能面临重大撤资导致流动性紧张。（3）杠杆的监测风险。主权财富基金通过衍生工具获得的合成杠杆往往不受监管限制，由此导致相关对手风险暴露难以被有效监测。\n\n# 图表 8 《征求意见稿》确定的主权财富基金存在的风险\n\n
风险类型主要存在的问题
市场集中导\n致的风险虽然一些主权财富基金较大，但相比开放式基金和养老基金依旧小得多 。\n主权财富基金市场是一个十分集中的市场，最大的十五个基金大约占据了所\n有主权财富基金总量的近 85%。因此其规模、资产配臵的变化均会对市场\n产生重大的影响。\n在很多情况下，主权财富基金是金融机构的主要投资者，并且持有越来越多\n的非流动性资产，典型的如另类资产（Alterative assets） ，这可能导致在\n撤资时更多的非流动性资产转换成金融系统的压力。
追求高额回\n报和流动性\n风险储蓄基金和储备投资公司在从事投资业务时通常强调更高的风险—回报，因\n此可能会追求多的暴露于股票或者另类投资的高回报。\n主权财富基金通常面临的流动性风险有限，因此其对最终的投资者是没有流\n动性承诺的，并且在某些司法管辖范围内其还会限制从上一年度的资金中撤\n回，以便减轻对于显著撤资的影响 。然而，一些主权财富基金仍然会出现\n重大的撤资，但是这取决于政府的财政能力以及自我管理实践的质量。
杠杆的监测\n风险主权财富基金杠杆增加，特别是通过衍生工具获得的合成杠杆通常不是由于\n数据的限制。所以，对于主权财富基金的杠杆以及由此导致的相关对手风险\n暴露是难以监测的，并且会扩大全球金融稳定的潜在风险。
\n\n数据来源：根据《征求意见稿》以及公开资料进行整理，CIB Research\n\n（完）"} +{"pdf_name": "9235072_95.pdf", "language": "zh", "markdown": "在编制财务报表时，管理层负责评估上海雅创电子集团股份有限公司的持续经营能力，披露与持续经营相关的事项（如适用），并运用持续经营假设，除非计划进行清算、终止运营或别无其他现实的选择。\n\n治理层负责监督上海雅创电子集团股份有限公司的财务报告过程。\n\n# 六、注册会计师对财务报表审计的责任\n\n我们的目标是对财务报表整体是否不存在由于舞弊或错误导致的重大错报获取合理保证，并出具包含审计意见的审计报告。合理保证是高水平的保证，但并不能保证按照审计准则执行的审计在某一重大错报存在时总能发现。错报可能由于舞弊或错误导致，如果合理预期错报单独或汇总起来可能影响财务报表使用者依据财务报表作出的经济决策，则通常认为错报是重大的。\n\n在按照审计准则执行审计工作的过程中，我们运用职业判断，并保持职业怀疑。同时，我们也执行以下工作：\n\n（1）识别和评估由于舞弊或错误导致的财务报表重大错报风险，设计和实施审计程序以应对这些风险，并获取充分、适当的审计证据，作为发表审计意见的基础。由于舞弊可能涉及串通、伪造、故意遗漏、虚假陈述或凌驾于内部控制之上，未能发现由于舞弊导致的重大错报的风险高于未能发现由于错误导致的重大错报的风险。\n\n（2）了解与审计相关的内部控制，以设计恰当的审计程序，但目的并非对内部控制的有效性发表意见。\n\n（3）评价管理层选用会计政策的恰当性和作出会计估计及相关披露的合理性。\n\n（4）对管理层使用持续经营假设的恰当性得出结论。同时，根据获取的审计证据，就可能导致对上海雅创电子集团股份有限公司持续经营能力产生重大疑虑的事项或情况是否存在重大不确定性得出结论。如果我们得出结论认为存在重大不确定性，审计准则要求我们在审计报告中提请报表使用者注意财务报表中的相关披露；如果披露不充分，我们应当发表非无保留意见。我们的结论基于截至审计报告日可获得的信息。然而，未来的事项或情况可能导致上海雅创电子集团股份有限公司不能持续经营。\n\n在按照审计准则执行审计工作的过程中，我们运用职业判断，并保持职业怀疑。同时，我们也执行以下工作（续）：\n\n（5）评价财务报表的总体列报（包括披露）、结构和内容，并评价财务报表是否公允反映相关交易和事项。\n\n（6）就上海雅创电子集团股份有限公司中实体或业务活动的财务信息获取充分、适当的审计证据，以对财务报表发表审计意见。我们负责指导、监督和执行集团审计，并对审计意见承担全部责任。\n\n我们与治理层就计划的审计范围、时间安排和重大审计发现等事项进行沟通，包括沟通我们在审计中识别出的值得关注的内部控制缺陷。\n\n我们还就已遵守与独立性相关的职业道德要求向治理层提供声明，并与治理层沟通可能被合理认为影响我们独立性的所有关系和其他事项，以及相关的防范措施（如适用）。\n\n从与治理层沟通过的事项中，我们确定哪些事项对本年财务报表审计最为重要，因而构成关键审计事项。我们在审计报告中描述这些事项，除非法律法规禁止公开披露这些事项，或在极少数情形下，如果合理预期在审计报告中沟通某事项造成的负面后果超过在公众利益方面产生的益处，我们确定不应在审计报告中沟通该事项。\n\n# 二、财务报表\n\n财务附注中报表的单位为：元\n\n# 1、合并资产负债表\n\n编制单位：上海雅创电子集团股份有限公司\n\n2021 年 12 月 31 日\n\n单位：元\n\n
项目2021 年 12 月 31 日2020 年 12 月 31 日
流动资产：
货币资金275,636,145.9949,331,661.38
"} +{"pdf_name": "9235072_96.pdf", "language": "zh", "markdown": "
结算备付金
拆出资金
交易性金融资产84,193,052.2776,107,493.12
衍生金融资产
应收票据21,176,639.370.00
应收账款523,869,745.04431,548,228.50
应收款项融资
预付款项41,665,314.636,800,991.52
应收保费
应收分保账款
应收分保合同准备金
其他应收款8,744,127.383,077,967.27
其中：应收利息
应收股利
买入返售金融资产
存货167,113,562.2280,823,033.62
合同资产750,855.201,184,824.15
持有待售资产
一年内到期的非流动资产
其他流动资产7,962,927.546,712,255.97
流动资产合计1,131,112,369.64655,586,455.53
非流动资产：
发放贷款和垫款
债权投资
其他债权投资
长期应收款
长期股权投资0.00
其他权益工具投资5,900,000.004,600,000.00
其他非流动金融资产
投资性房地产0.00
固定资产29,464,976.7531,061,658.81
在建工程0.00
生产性生物资产
油气资产
"} +{"pdf_name": "4060100_28.pdf", "language": "zh", "markdown": "
取得子公司及其他营业单位支付的现金净额
支付其他与投资活动有关的现金
投资活动现金流出小计37,966.7758,507.91
投资活动产生的现金流量净额-24,346.08257,253.81
三、筹资活动产生的现金流量：
吸收投资收到的现金
其中：子公司吸收少数股东投资收到的现金
取得借款收到的现金5,000,000.00
发行债券收到的现金
收到其他与筹资活动有关的现金（三十）225,000.00315,084.50
筹资活动现金流入小计5,225,000.00315,084.50
偿还债务支付的现金5,000,000.00
分配股利、利润或偿付利息支付的现金131,780.88113,257.07
其中：子公司支付给少数股东的股利、利润
支付其他与筹资活动有关的现金（三十）800,000.00398,865.62
筹资活动现金流出小计5,931,780.88512,122.69
筹资活动产生的现金流量净额-706,780.88-197,038.19
四、汇率变动对现金及现金等价物的影响
五、现金及现金等价物净增加额22,053.91-113,030.48
加：期初现金及现金等价物余额143,124.431,035,257.01
六、期末现金及现金等价物余额165,178.34922,226.53
\n\n
法定代表人：李宏伟主管会计工作负责人：李玲会计机构负责人：胡金平
\n\n# (六) 母公司现金流量表\n\n单位：元\n\n
项目附注本期金额上期金额
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金8,817,366.366,043,642.92
收到的税费返还
收到其他与经营活动有关的现金7,606,352.33687,197.08
经营活动现金流入小计16,423,718.696,730,840.00
购买商品、接受劳务支付的现金8,396,409.65838,324.56
支付给职工以及为职工支付的现金3,121,405.702,943,202.22
支付的各项税费866,551.06136,044.16
支付其他与经营活动有关的现金3,281,331.462,398,730.63
经营活动现金流出小计15,665,697.876,316,301.57
经营活动产生的现金流量净额758,020.82414,538.43
二、投资活动产生的现金流量：
收回投资收到的现金250,000.00
取得投资收益收到的现金
处置固定资产、无形资产和其他长期资产收65,761.72
"} +{"pdf_name": "4060100_29.pdf", "language": "zh", "markdown": "
回的现金净额
处置子公司及其他营业单位收到的现金净额
收到其他与投资活动有关的现金
投资活动现金流入小计315,761.72
购建固定资产、无形资产和其他长期资产支\n付的现金37,966.7758,507.91
投资支付的现金
取得子公司及其他营业单位支付的现金净额
支付其他与投资活动有关的现金
投资活动现金流出小计37,966.7758,507.91
投资活动产生的现金流量净额-37,966.77257,253.81
三、筹资活动产生的现金流量：
吸收投资收到的现金
取得借款收到的现金5,000,000.00
发行债券收到的现金
收到其他与筹资活动有关的现金225,000.00315,084.50
筹资活动现金流入小计5,225,000.00315,084.50
偿还债务支付的现金5,000,000.00
分配股利、利润或偿付利息支付的现金131,780.88113,257.07
支付其他与筹资活动有关的现金800,000.00398,865.62
筹资活动现金流出小计5,931,780.88512,122.69
筹资活动产生的现金流量净额-706,780.88-197,038.19
四、汇率变动对现金及现金等价物的影响
五、现金及现金等价物净增加额13,273.17474,754.05
加：期初现金及现金等价物余额87,239.85317,271.38
六、期末现金及现金等价物余额100,513.02792,025.43
\n\n
法定代表人：李宏伟主管会计工作负责人：李玲会计机构负责人：胡金平
"} +{"pdf_name": "9282592_203.pdf", "language": "zh", "markdown": "# 5. 关联交易情况\n\n# （1）购销商品、提供和接受劳务的关联交易\n\n采购商品、接受劳务情况\n\n
关 联 方关联交易内容2021 年度发生额2020 年度发生额
深圳科脉公司采购商品及接受劳务19,904,749.2434,841,713.53
四九八公司采购商品及接受劳务10,029,110.577,010.58
福州天创采购商品及接受劳务590,718.0365,734.52
新大陆翼码采购商品及接受劳务481,522.59175,462.07
珠海澳新接受劳务35,390.23
新大陆集团采购商品及接受劳务9,049.92325,796.46
泊客链采购商品及接受劳务596.5965,448.15
新大陆公共服务公司采购商品530.98203,710.05
新大陆教育采购商品及接受劳务202,523.82
\n\n出售商品、提供劳务情况\n\n
关 联 方关联交易内容2021 年度发生额2020 年度发生额
四九八公司出售商品及技术服务124,609,895.30335,883,133.48
新大陆公共服务公司出售商品及技术服务6,071,649.461,077,717.62
澳门新大陆出售商品及技术服务2,921,252.543,457,514.45
深圳科脉公司出售商品及技术服务552,831.84203,230.08
新大陆教育出售商品及技术服务703,481.182,294,406.04
新大陆通信出售商品及技术服务213,181.86400,844.46
新大陆集团出售商品179,276.111,099.81
珠海澳新出售商品及技术服务125,345.1418,584.77
新大陆地产公司技术服务13,683.89
和君盛观出售商品及技术服务7,601.326,599.62
福州天创出售商品4,203.54
新大陆翼码出售商品及技术服务2,974.12302,863.40
\n\n# （2）关联租赁情况\n\n本公司作为出租方：\n\n
承租方名称租赁资产种类2021 年度确认的租赁收入2020 年度确认的租赁收入
新大陆教育房屋2,328,149.022,299,958.39
新大陆通信房屋1,164,871.091,145,211.10
"} +{"pdf_name": "9282592_204.pdf", "language": "zh", "markdown": "
承租方名称租赁资产种类2021 年度确认的租赁收入2020 年度确认的租赁收入
四九八公司房屋779,244.10767,080.05
新大陆公共服务公司房屋760,801.68748,239.69
新大陆集团房屋108,498.00170,308.68
新大陆翼码房屋41,831.08
\n\n# （3）关联担保情况\n\n本公司作为担保方为本公司为合并报表范围内子公司提供的担保，具体详见本附注十二、2（2）。\n\n# （4）关联方资产转让、债务重组情况\n\n
关 联 方关联交易内容2021 年度发生额2020 年度发生额
新大陆集团股权转让112,419,000.00
\n\n# （5）关键管理人员报酬\n\n单位：万元\n\n
项 目2021 年度发生额2020 年度发生额
关键管理人员报酬474.90546.77
\n\n# （6）其他关联交易\n\n# 无偿使用商标的事项\n\n1999 年 9 月 30 日，本公司与新大陆集团（原福建省新大陆发展有限公司）签订《商标使用许可合同》，约定新大陆集团许可本公司无偿使用其依法拥有的注册商标（“新大陆”中文、英文文字商标和图形商标），许可期限自《商标使用许可合同》签订之日起至商标注册有效期满之日止。商标注册有效期届满时，新大陆集团应当及时办理续展手续，每次续展后本公司可无偿连续使用；若新大陆集团不愿意办理续展手续，应当将商标无偿转让给本公司。\n\n# 6. 关联方应收应付款项\n\n# （1）应收项目\n\n
项目名称关联方2021 年 12 月 31 日2020 年 12 月 31 日
账面余额坏账准备账面余额坏账准备
应收账款新大陆公共服务公司3,276,000.00163,800.00210,000.0010,500.00
"} +{"pdf_name": "9244992_111.pdf", "language": "zh", "markdown": "
信用借款2,000,000.002,544,000.00
附追索权应收票据贴现19,260,500.009,630,250.00
合计81,260,500.0012,174,250.00
\n\n短期借款分类的说明：\n\n本公司的子公司东阳影视与华美银行签订了授信协议（编号：EWCN/2021/CN0036）取得4笔借款共计6,000.00万元借款，借款期间分别为2021年9月15日至2022年9月15日、2021年9月28日至2022年9月28日、2021年11月30日至2022年11月30日和2021年12月28日至2022年12月28日。母公司欢瑞世纪和实际控制人赵枳程共同为该4笔贷款提供连带责任保证担保，保证合同编号分别为EWCN/2021/DG0025和EWCN/2021/DG0026，同时，东阳影视以其应收账款和定期存单提供质押担保，质押合同编号分别为EWCN/2021/AP0013和EWCN/2021/CC0010，截止2021年12月31日，上述4笔借款余额为6,000.00万元。\n\n本公司的孙公司七娱世纪与北京银行官园支行签订了综合授信协议（编号：0678388）共计取得200.00万元借款，借款期间分别为 2021年5月25日至 2022年5月25日和2021年8月20日至 2022年8月20日。北京中小企业再担保融资公司为该笔贷款提供担保，保证合同编号：（2021）分保字-133号。张斯斯、焦洋、许佳琦为北京中小企业再担保融资公司提供反担保。\n\n附追索权应收票据贴现余额已向银行贴现未到期的商业承兑汇票1,926.05万元。\n\n# （2）已逾期未偿还的短期借款情况\n\n本期末已逾期未偿还的短期借款总额为 0.00 元，其中重要的已逾期未偿还的短期借款情况如下：\n\n# 33、交易性金融负债\n\n# 34、衍生金融负债\n\n# 35、应付票据\n\n# 36、应付账款\n\n# （1）应付账款列示\n\n单位：元\n\n
项目期末余额期初余额
购剧款21,561,833.96195,736,243.17
服务费20,763,209.7737,198,998.76
艺人项目分成款9,928,359.8115,490,144.64
分账款36,641,528.66
合计88,894,932.20248,425,386.57
\n\n# （2）账龄超过 1 年的重要应付账款\n\n单位：元\n\n
项目期末余额未偿还或结转的原因
江苏酷浪网络科技有限公司14,669,811.32未结算
霍尔果斯骋亚影视文化传媒有限公司10,400,000.00未结算
东阳横店***影视工作室5,256,924.54 未结算
浙江华谊兄弟影业投资有限公司4,201,466.57 未结算
霍尔果斯艺能影视文化有限公司2,192,406.13 未结算
"} +{"pdf_name": "9244992_112.pdf", "language": "zh", "markdown": "
合计36,720,608.56--
\n\n# 37、预收款项\n\n# （1）预收款项列示\n\n单位：元\n\n
项目期末余额期初余额
预收制片款90,995,359.3921,803,255.60
预收广告业务款5,200,000.00
其他预收款2,461,474.77
合计98,656,834.1621,803,255.60
\n\n# （2）账龄超过 1 年的重要预收款项\n\n单位：元\n\n
项目期末余额未偿还或结转的原因
预收制片款42,832,935.02剧集制作中
预收广告业务款5,200,000.00 剧集尚未播出
合计48,032,935.02--
\n\n# 38、合同负债\n\n单位：元\n\n
项目期末余额期初余额
影视剧合同负债349,529,281.565,518,904.32
经纪业务合同负债5,464,437.117,123,868.52
广告业务合同负债4,905,660.38
直播带货业务合同负债5,764,836.88
合计360,758,555.5517,548,433.22
\n\n报告期内账面价值发生重大变动的金额和原因\n\n# 39、应付职工薪酬\n\n# （1）应付职工薪酬列示\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额
一、短期薪酬4,168,903.6451,727,426.8447,450,930.598,445,399.89
二、离职后福利-设定提\n存计划4,306,466.843,833,698.50472,768.34
合计4,168,903.6456,033,893.6851,284,629.098,918,168.23
\n\n# （2）短期薪酬列示\n\n单位：元\n\n
项目期初余额本期增加本期减少期末余额
1、工资、奖金、津贴和补贴4,094,005.4443,861,530.2739,792,778.928,162,756.79
2、职工福利费1,865,184.881,865,184.88
"} +{"pdf_name": "3416012_5.pdf", "language": "zh", "markdown": "色。我国现代租赁业始于二十世纪八十年代初，主要为进口先进设备及技术提供资金。由于行业及监管结构重整，租赁业于九十年代经历了一段停滞时期。随着中国加入世界贸易组织的开放承诺以及中国政府多项法律及法规政策的颁布，2004 年以来，我国融资租赁行业开始步入发展正轨，并于 2009 年起进入快速发展阶段。\n\n图表 1. 2006-2013 年全国融资租赁业务总量（单位：亿元）\n\n资料来源：2013 中国融资业务租赁发展报告\n\n融资租赁融资和融物相结合的特点，在拉动内需、推动区域和产业结构调整中发挥日益明显的优势，在解决中小微企业融资难、促进技术进步、分摊财务成本等方面有着不可替代的作用。2013 年，我国租赁渗透率不足 5%，与发达国家 15%\\~30%的租赁渗透率相比，仍有较大发展空间。未来，固定投资的稳定增长、中小企业的融资租赁需求、行业法规的不断完善及融资渠道的不断拓展将为租赁行业的快速发展提供良好的外部条件。\n\n从融资租赁行业市场参与者来看，融资租赁注册公司近几年也呈几何级数式的增长，2011-2013 年，融资租赁公司数量每年几乎翻番。截至 2013 年底，全国注册的各类租赁公司（不含单一项目融资租赁公司）共 1026 家，较年初增长 83.2%。目前我国租赁公司区域较为集中，主要集中在北京、上海、天津、杭州、厦门等城市。\n\n图表 2. 2011-2013 年全国融资租赁企业家数（单位：家，%）\n\n
2011 年2012 年2013 年2013 年企业数量\n所占比重
金融租赁2020232.2
内资租赁668012312
外资租赁21046088085.8
总计2965601026100
\n\n资料来源：2013 中国融资业务租赁发展报告\n\n按不同的租赁监管主体，我国租赁机构可分为三种类型：一是由中国银监会批准，属于非银行金融机构的金融租赁公司；二是由商务部批"} +{"pdf_name": "3416012_6.pdf", "language": "zh", "markdown": "准的外商投资融资租赁公司；三是由商务部、国家税务总局联合审批的附属于制造厂商、以产品促销为目的的非金融机构内资试点厂商类租赁公司。目前各类租赁公司发展存在一定不均衡性。2013 年末，金融租赁公司家数占行业 2.2%，���业务规模占 40.95%；内资公司家数占行业12%，业务规模占 32.86%；外资公司家数占行业 85.5%，业务规模占26.19%。\n\n2013 年 6 月末，注册资本排名前十位的融资租赁公司注册资本共计 579.39 亿元。其中，9 家为金融租赁公司、1 家为外资租赁公司。\n\n图表 3. 中国租赁行业 2013 年末注册资本前十名企业\n\n
名次企业名称注册时间注册地注册资本（亿\n元）监管部门
1工银金融租赁有限公司2007天津110银监会
2远东国际租赁有限公司1991上海84.59商务部
3国银金融租赁有限公司1984深圳80银监会
4天津渤海租赁有限公司2008天津62.5商务部
5交银金融租赁有限公司2007上海60银监会
5昆仑金融租赁公司2010重庆60银监会
7民生金融租赁有限公司2007天津50.95银监会
7兴业金融租赁有限公司2010天津50银监会
8建信金融租赁有限公司2007北京45银监会
9招银金融租赁有限公司2007上海40银监会
10长江租赁有限公司2004天津38.3商务部
\n\n资料来源：2013 上半年中国融资租赁业发展报告\n\n按股东背景及国际惯例来分，融资租赁公司又分为金融租赁公司、厂商系租赁公司和独立第三方租赁公司。金融租赁公司多具有较强的资本实力，并能依赖其股东的营销网络拓展业务，能通过母行投入资本金、同业拆借、发行金融债券和租赁项目专项贷款等多种渠道获得资金，目前是国内融资租赁行业规模最大的参与者，其业务往往集中于大型设备租赁，如飞机、船舶、电力、医疗等，单笔金额多在亿元以上。厂商系租赁公司受限于母公司的产品及客户，租赁标的及服务对象较为单一，产品灵活性不足，但借助制造商对设备的熟悉度及其营销和售后网络，在租赁物的回收和再出售方面有一定优势，对风险能起到一定缓冲作用。独立第三方租赁公司赁在选择客户及经营策略等方面更独立，在利"} +{"pdf_name": "9288260_119.pdf", "language": "zh", "markdown": "
美元1,560,923,3652,550,942,933
其他113,457,75929,631,537
其他货币资金285,964,244221,366,478
人民币279,806,923200,589,496
其他6,157,32120,776,982
合计8,836,439,3858,641,612,847
其中：存放在境外的款项总额1,136,709,797906,642,344
\n\n其他说明\n\n于 2021 年 12 月 31 日，其他货币资金包括矿山复垦保证金人民币 97,908,191 元、保函保证金人民币 26,222,388 元、票据及信用证保证金人民币 127,901,317 元、融资租赁保证金人民币15,000,000 元以及其他保证金人民币 18,932,348 元，合计人民币 285,964,244 元(2020 年 12 月31 日：其他货币资金包括保函保证金人民币 30,938,600 元、票据及信用证保证金人民币145,161,196 元、融资租赁保证金人民币 15,000,000 元以及其他保证金人民币 30,266,682 元，合计人民币 221,366,478 元)。该等受限制银行存款在编制现金流量表时，不作为现金及现金等价物。\n\n# 2、 交易性金融资产\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末余额期初余额
以公允价值计量且其变动计入当期损益的金融资产711,964,3231,004,581,752
其中：
货币市场基金(注1)706,243,1781,004,581,752
衍生金融资产-利率掉期(注2)5,721,145
合计711,964,3231,004,581,752
\n\n其他说明：\n\n√适用 □不适用\n\n注 1： 该等货币市场基金由上投摩根基金管理有限公司和兴全基金管理有限公司发行，可随时赎回，其公允价值根据该基金产品 2021 年 12 月 31 日市值通知书确定。\n\n注 2： 该等利率掉期由招商银行股份有限公司和汇丰银行(中国)有限公司发行，其公允价值根据该利率掉期产品 2021 年 12 月 31 日市值��知书确定。\n\n# 3、 应收票据\n\n# (1). 应收票据分类列示\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末余额期初余额
银行承兑票据145,430,15279,939,117
合计145,430,15279,939,117
\n\n# (2). 期末公司已质押的应收票据\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末已质押金额
银行承兑票据23,000,000
"} +{"pdf_name": "9288260_120.pdf", "language": "zh", "markdown": "
合计23,000,000
\n\n# (3). 期末公司已背书或贴现且在资产负债表日尚未到期的应收票据\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末终止确认金额期末未终止确认金额
银行承兑票据-85,507,152
合计-85,507,152
\n\n# (4). 按坏账计提方法分类披露\n\n□适用 √不适用\n\n本集团认为所持有的银行承兑汇票的承兑银行信用评级较高，不存在重大的信用风险，因此未计提损失准备。\n\n# 4、 应收账款\n\n# (1).按账龄披露\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
账龄期末账面余额期初账面余额
1 年以内
其中：1 年以内分项
6 个月以内778,062,044563,211,099
6-12 月115,293,05244,891,100
1 年以内小计893,355,096608,102,199
1 至 2 年87,456,30255,070,681
2 至 3 年29,814,90443,490,378
3 年以上110,183,79094,919,838
合计1,120,810,092801,583,096
\n\n# (2).按坏账计提方法分类披露\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
类别期末余额期初余额
账面余额坏账准备账面\n价值账面余额坏账准备账面\n价值
金额比\n例\n(%)金额计\n提\n比\n例\n(%)金额比\n例\n(%)金额计\n提\n比\n例\n(%)
按单项计\n提坏账准\n备81,626,344770,549,8898611,076,455113,760,1041491,331,0138022,429,091
按组合计\n提坏账准\n备1,039,183,7489393,680,0519945,503,697687,822,9928657,032,3048630,790,688
合计1,120,810,092100164,229,94015956,580,152801,583,096100148,363,31719653,219,779
\n\n按单项计提坏账准备：\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
名称期末余额
"} +{"pdf_name": "9243687_172.pdf", "language": "zh", "markdown": "# 12、其他权益工具投资\n\n单位：元\n\n
项目期末余额期初余额
股权投资17,502,405.8118,612,858.84
合计17,502,405.8118,612,858.84
\n\n# 分项披露本期非交易性权益工具投资\n\n单位：元\n\n
项目名称确认的股利收入累计利得累计损失其他综合收益转\n入留存收益的金\n额指定为以公允价\n值计量且其变动\n计入其他综合收\n益的原因其他综合收益转\n入留存收益的原\n因
惠州新恒塔292,452.88
龙川建业572,051.921,110,453.03
潮安泓基924,528.32
合计1,789,033.121,110,453.03
\n\n公司的其他权益工具投资是计划长期持有并非用于交易目的而持有投资，旨在通过参股协作提升本公司长期盈利能力，因此将其指定为以公允价值计量且其变动计入其他综合收益的金融资产。\n\n# 13、其他非流动金融资产\n\n单位：元\n\n
项目期末余额期初余额
以公允价值计量且其变动计入当期损益的金融资产
其中：债务工具投资451,240,000.00431,440,190.04
权益工具投资534,425,737.90341,586,884.30
合计985,665,737.90773,027,074.34
\n\n# 14、投资性房地产\n\n# （1）采用成本计量模式的投资性房地产\n\n√ 适用 □ 不适用\n\n单位：元\n\n
项目房屋、建筑物土地使用权合计
一、账面原值
1.期初余额12,194,838.352,641,860.0014,836,698.35
"} +{"pdf_name": "9243687_173.pdf", "language": "zh", "markdown": "
项目房屋、建筑物土地使用权合计
2.本期增加金额
（1）外购
（2）存货\\固定资产\\在建工程转入
（3）企业合并增加
3.本期减少金额
（1）处置
（2）其他转出
4.期末余额12,194,838.352,641,860.0014,836,698.35
二、累计折旧和累计摊销
1.期初余额3,606,055.70422,697.604,028,753.30
2.本期增加金额591,449.5252,837.20644,286.72
（1）计提或摊销591,449.5252,837.20644,286.72
3.本期减少金额
（1）处置
（2）其他转出
4.期末余额4,197,505.22475,534.804,673,040.02
三、减值准备
1.期初余额
2.本期增加金额
（1）计提
3、本期减少金额
（1）处置
（2）其他转出
4.期末余额
四、账面价值
1.期末账面价值7,997,333.132,166,325.2010,163,658.33
2.期初账面价值8,588,782.652,219,162.4010,807,945.05
\n\n# （2）采用公允价值计量模式的投资性房地产\n\n□ 适用 √ 不适用"} +{"pdf_name": "8352435_7.pdf", "language": "zh", "markdown": "# 概 覽\n\n我 們 是 一 個 餐 飲 集 團，以 旗 下 品 牌士 林 台 灣 小 吃®供 應 台 灣 小 吃 飲 品。\n\n我 們 的 歷 史 可 追 溯 至 二 零 零 三 年，當 時 我 們 的 主 席、執 行 董 事 兼 控 股 股 東Tay先 生與 我 們 的 行 政 總 裁、執 行 董 事 兼 控 股 股 東 黃 先 生 共 同 創 辦 了STSS Company，冀 在 新 加坡 快 餐 行 業 引 入 正 宗 台 灣 菜 式。我 們 於 二 零 零 三 年 十 一 月 首 次 在 新 加 坡 開 設 期 間 限 定店，經 過 多 年 營 運，我 們 於 最 後 實 際 可 行 日 期 已 成 功 發 展228間 士 林 專 賣 店 及 堂 食 店，我 們 的 足 跡 遍 及 國 際，跨 越 新 加 坡、馬 來 西 亞、印 尼 及 美 國 等 地。此 外，於 最 後 實 際 可行 日 期，我 們 分 別 就 開 設 汶 萊 及 埃 及 特 許 經 營 專 賣 店╱堂 食 店 訂 立 特 許 經 營 協 議。\n\n於 二 零 一 七 財 政 年 度、二 零 一 八 財 政 年 度 及 二 零 一 九 財 政 年 度，我 們 的 收 入 分 別約 為15,700,000坡 元、18,600,000坡 元 及21,300,000坡 元，而 我 們 的 純 利 分 別 約 為3,100,000坡 元、3,100,000坡 元 及2,300,000坡 元。\n\n# 業 務 模 式\n\n我 們 採 用 兩 個 基 本 模 式 經 營 旗 下 品 牌士 林 台 灣 小 吃®的 士 林 專 賣 店 及 堂 食 店，(i)自 營 模 式；及(ii)特 許 經 營 及 牌 照 模 式。我 們 擁 有、管 理 及 經 營 自 營 專 賣 店 及 堂 食 店，保 留 任 何 由 自 營 專 賣 店 及 堂 食 店 產 生 的 經 營 溢 利。我 們 須 獨 力 承 擔 開 設 所 有 自 營 專 賣店 及 堂 食 店 的 全 部 資 本 支 出 及 一 切 所 需 恆 常 經 營 開 支。相 對 自 營 專 賣 店 及 堂 食 店，非自 營 專 賣 店 及 堂 食 店 由 獨 立 第 三 方 根 據 特 許 經 營 或 牌 照 安 排 擁 有、管 理 及 經 營，而 本集 團 提 供 技 術 及 營 運 支 援，包 括 培 訓、營 運 手 冊、接 觸 我 們 的 供 應 及 分 銷 網 絡，以 及在 廣 告 及 宣 傳 方 面 的 協 助。旗 下 特 許 經 營 商 及 持 牌 經 營 商 僅 須 獨 力 承 擔 有 關 非 自 營 專賣 店 及 堂 食 店 的 所 有 資 本 支 出 及 所 需 恆 常 經 營 開 支。\n\n我 們 的 收 入 源 自 於 自 營 專 賣 店 及 堂 食 店 向 最 終 客 戶 出 售 小 吃 飲 品。特 許 經 營╱牌照 營 運 收 入 的 來 源 包 括(i)向 特 許 經 營 商 及 持 牌 經 營 商 銷 售 主 要 包 括 飲 品、食 品 及 包 裝"} +{"pdf_name": "8352435_8.pdf", "language": "zh", "markdown": "物 料 的 貨 品 的 收 入；(ii)特 許 經 營 費 及 牌 照 費；及(iii)新 加 坡 及 西 馬 特 許 經 營 商 支 付 的廣 告 及 宣 傳 費。下 圖 揭 示 我 們 的 業 務 模 式：\n\n下 表 列 示 我 們 於 往 績 期 內 按 業 務 模 式 及 地 理 區 域 劃 分 的 收 入 明 細：\n\n
二 零 一 七 財 政 年 度二 零 一 八 財 政 年 度二 零 一 九 財 政 年 度
收 入佔 總 收 入\n百 分 比收 入佔 總 收 入\n百 分 比收 入佔 總 收 入\n百 分 比
千坡 元%千坡 元%千坡 元%
自 營 專 賣 店 及 堂 食 店 的 銷 售 額
新 加 坡5,45434.76,37734.36,91232.4
西 馬1,4619.22,21912.03,59416.9
6,91543.98,59646.310,50649.3
向 特 許 經 營 商╱持 牌 經 營 商 銷 貨
新 加 坡3082.02401.32491.2
馬 來 西 亞4,32127.65,12127.65,52025.9
印 尼1,97212.51,96110.52,35311.0
美 國1260.83281.82611.2
其 他（附 註）5—————
6,73242.97,65041.28,38339.3
"} +{"pdf_name": "9271749_95.pdf", "language": "zh", "markdown": "
利息自起息日起每年支付一次，最后一期利息随本金的\n兑付一起支付。本期债券品种三付息日为 2020 年至 2029\n年每年的 9 月 16 日。如遇非交易日，则顺延至其后的第\n1 个交易日，每次付息款项不另计利息。\n本期债券到期一次还本。本期债券品种三兑付日为 2029\n年 9 月 16 日。如遇非交易日，则顺延至其后的第 1 个交\n易日，每次付息款项不另计利息。\n本期债券本金及利息的支付将通过债券登记机构和有关\n机构办理。支付的具体事项将按照有关规定，由发行人\n在中国证监会、上海证券交易所、中国证券业协会规定\n的媒体上披露的公告中加以说明。根据国家税收法律、\n法规，投资者投资本期债券应缴纳的有关税金由其自行\n承担。\n2、其他偿债保障措施内容：\n为了充分、有效地维护本期债券持有人的合法权益，发\n行人为本期债券的按时、足额偿付制定了一系列工作计\n划，努力形成一套确保债券安全兑付的保障措施。\n（一）设立专门的偿付工作小组\n发行人指定专门部门牵头负责协调本期债券的偿付工作\n，并协调发行人其他相关部门在每年的财务预算中落实\n安排本期债券本息的偿付资金，保证本息的如期偿付，\n保障债券持有人的利益。\n（二）制定并严格执行资金管理计划\n本期债券发行后，公司将根据债务结构情况进一步加强\n公司的资产负债管理、流动性管理、募集资金使用管理\n、资金管理等，并将根据债券本息未来到期应付情况制\n定资金运用计划，保证资金按计划调度，及时、足额地\n准备偿债资金用于每年的利息支付以及到期本金的兑付\n，以充分保障投资者的利益。\n（三）制定《债券持有人会议规则》\n发行人已按照《管理办法》的规定与债券受托管理人为\n本期债券制定了《债券持有人会议规则》，约定债券持有\n人通过债券持有人会议行使权利的范围、程序和其他重\n要事项，为保障本期债券本息及时足额偿付做出了合理\n的制度安排。\n（四）充分发挥债券受托管理人的作用\n发行人按照《管理办法》的要求，聘请中信建投证券担\n任本期债券的债券受托管理人，并与中信建投证券签��\n《债券受托管理协议》。在本期债券存续期限内，由债券\n受托管理人依照协议的约定维护债券持有人的利益。\n（五）严格履行信息披露义务\n发行人将遵循真实、准确、完整的信息披露原则，按《\n管理办法》、《债券受托管理协议》及中国证监会、证券\n业协会及上海证券交易所的有关规定进行重大事项信息\n披露，使公司偿债能力、募集资金使用等情况受到债券\n持有人、债券受托管理人和股东的监督，防范偿债风险\n。
增信机制、偿债计划及其他\n偿债保障措施的变化情况及\n对债券持有人利益的影响（\n如有）不适用
"} +{"pdf_name": "9271749_96.pdf", "language": "zh", "markdown": "
报告期内增信机制、偿债计\n划及其他偿债保障措施的执\n行情况均得到有效执行且与募集说明书的相关承诺一致
\n\n债券代码：188369.SH\n\n
债券简称21 建材 Y7
增信机制、偿债计划及其他\n偿债保障措施内容1、 偿债计划：\n本期债券的起息日为 2021 年 7 月 12 日，若发行人未行使\n递延支付利息权，本期债券在存续期内每年付息一次，\n存续期内每年的 7 月 12 日（如遇法定节假日或休息日，\n则顺延至其后的第 1 个交易日）为上一计息年度的付息日\n。\n本期债券设发行人续期选择权，若发行人在续期选择权\n行权年度，选择延长本期债券期限，则本期债券的期限\n自该计息年度付息日起延长 1 个周期。若发行人在续期选\n择权行权年度，选择全额兑付本期债券，则该计息年度\n的付息日即为本期债券的兑付日。\n本期债券本金及利息的支付将通过证券登记机构和有关\n机构办理。支付的具体事项将按照有关规定，由发行人\n在中国证监会指定媒体上发布的公告中加以说明。\n2、其他偿债保障措施内容：\n为了充分、有效地维护本期债券持有人的合法权益，发\n行人为本期债券的按时、足额偿付制定了一系列工作计\n划，努力形成一套确保债券安全兑付的保障措施。\n（一）设立专门的偿付工作小组\n发行人指定专门部门牵头负责协调本期债券的偿付工作\n，并协调发行人其他相关部门在每年的财务预算中落实\n安排本期债券本息的偿付资金，保证本息的如期偿付，\n保障债券持有人的利益。\n（二）制定并严格执行资金管理计划\n本期债券发行后，公司将根据债务结构情况进一步加强\n公司的资产负债管理、流动性管理、募集资金使用管理\n、资金管理等，并将根据债券本息未来到期应付情况制\n定资金运用计划，保证资金按计划调度，及时、足额地\n准备偿债资金用于每年的利息支付以及到期本金的兑付\n，以充分保障投资者的利益。\n（三）制定《债券持有人会议规则》\n发行人已按照《管理办法》的规定与债券受托管理人为\n本期债券制定了《债券持有人会议规则》，约定债券持有\n人通过债券持有人会议行使权利的范围、程序和其他重\n要事项，为保障本期债券本息及时足额偿付做出了合理\n的制度安排。\n（四）充分发挥债券受托管理人的作用\n发行人按照《管理办法》的要求，聘请中信建投证券担\n任本期债券的债券受托管理人，并与中信建投证券签订\n《债券受托管理协议》。在本期债券存续期限内，由债券\n受托管理人依照协议的约定维护债券持有人的利益。\n（五）严格履行信息披露义务\n发行人将遵循真实、准确、完整的信息披露原则，按《\n管理办法》、《债券受托管理协议》及中国证监会、证券\n业协会及上海证券交易所的有关规定进行重大事项信息
"} +{"pdf_name": "3460239_16.pdf", "language": "zh", "markdown": "# 资本结构\n\n公司负债规模较大，资产负债率较高；有息负债占比较高，期限结构较为集中，未来面临一定集中偿付压力\n\n公司主要依靠债务融资进行资产投资，随着资产规模的扩大以及工程建设投入的增加，公司负债规模随之增长。2011～2013 年末及 2014年 9 月末，公司资产负债率分别为 83.94%、83.88%、83.57%和 83.20%，资产负债率持续小幅下降，但仍高于行业平均水平3。公司负债结构以流动负债为主。\n\n公司流动负债主要由短期借款、应付账款、其他应付款、一年内到期的非流动负债和其他流动负债构成，截至 2014 年 9 月末，以上科目余额合计占公司流动负债比重为 84.01%。公司短期借款以信用借款为主。应付账款主要是应付材料款、设备款、工程款以及工程质保金，2013 年末，账龄在一年以内的应付账款占比为 74.70%。其他应付款主要是质量保证金以及工程设备款和工程尾款，账龄在一年以内的其他应付款占比为 50.95%。近年来，公司调整融资结构，加大直接融资比重，2012 年末及 2013 年末，其他流动负债分别同比增长 82.07%和19.04%，主要是由于当年公司均新增了多期短期及超短期融资券。\n\n表 8 2011～2013 年末及 2014 年 9 月末公司负债构成（单位：亿元、%）\n\n
项目2014 年 9 月末2013 年末2012 年末2011 年末
金额占比金额占比金额占比金额占比
流动负债3,370.8753.883,815.4258.083,188.1352.373,081.5355.34
非流动负债2,885.5146.122,753.2841.922,900.1347.632,487.0644.66
有息负债合计4,999.7679.915,264.6080.155,017.1582.414,606.9282.73
短期有息负债2,274.8436.362,655.6640.432,296.3837.722,178.5039.12
短期借款1,331.5321.281,187.7718.081,255.1620.621,411.0325.34
应付票据164.912.64150.352.29124.292.04142.382.56
一年内到期的非流动负债291.704.66487.997.43220.083.61242.374.35
其他流动负债（付息项）486.707.78829.5512.63696.8511.45382.736.87
长期有息负债2,724.9143.552,608.9339.722,720.7644.692,428.4143.61
长期借款2,166.5534.632,060.5331.371,935.0331.781,781.0031.98
应付债券467.527.47501.337.63743.1112.21599.6410.77
长期应付款（付息项）90.841.4547.080.7242.630.7047.770.86
负债总额6,256.38100.006,568.70100.006,088.26100.005,568.59100.00
\n\n公司非流动负债以长期借款和应付债券为主。2011～2013 年末，公司长期借款规模逐年增长，年均复合增长率达 7.56%。2013 年末，公司长期借款以信用借款和质押借款为主，其中信用借款占比为58.47%，质押借款占比为 32.48%，质押物主要为电费收费权和污水处\n\n---\n\n3 2011～2013 年,我国火力发电行业资产负债率平均值分别为 77.00%、77.00%和 70.06%。数据来源：Wind 资讯。"} +{"pdf_name": "3460239_17.pdf", "language": "zh", "markdown": "理收费权。应付债券主要为公司发行的中长期债券，2012 年末，应付债券为 743.11 亿元，较 2011 年末增加 143.47 亿元，新增部分主要为子公司国电电力、龙源电力和国电科环发行的私募债券和公司债券。2013 年末，应付债券同比下降 32.54%，主要由于本部及子公司龙源电力发行的私募债券到期兑付所致。\n\n公司有息债务规模较大，有息债务在总负债中的占比维持在 80%左右。从有息债务的来源看，间接融资是公司有息负债的主要来源，但以债券形式进行直接债务融资的比例有所提高。截至 2013 年末，有息债务的期限集中在一年以内和五年以上，公司面临一定的集中偿付压力。\n\n2011～2013 年末及 2014 年 9 月末，公司流动比率分别为 0.41 倍、0.33 倍、0.32 倍和 0.32 倍，速动比率分别为 0.34 倍、0.26 倍、0.26倍和 0.25 倍，公司流动和速动比率处于较低水平；同期，公司长期资产适合率分别为 66.05%、65.45%、60.76%和 64.45%，长期资本对长期资产的覆盖程度较低。\n\n2011～2013 年末，公司所有者权益有所增长，主要来自于资本公积和少数股东权益的增加。资本公积的增加主要由于公司收到财政部国有资本经营预算拨款、中央企业改革脱困补助、财政部节能减排资金、中央基建支出预算拨款等使得资本溢价增加。受少数股东权益小幅缩减影响，2014 年 9 月末，公司所有者权益较 2013 年末小幅下降。\n\n2013 年末，公司对外担保4余额为 29.35 亿元，担保比率为 2.27%；主要被担保企业包括国电建投内蒙古能源有限公司、上海外高桥第二发电有限责任公司、山��煤销国电能源有限责任公司、山西阳煤寺家庄煤业有限责任公司和山西王家岭煤业有限公司等，主要为煤炭和电力行业的相关企业，被担保企业行业集中度较高，担保方式主要是连带责任保证。\n\n综合来看，公司负债规模不断增加，有息负债占比较高，债务期限结构较为集中。根据公司未来的发展规划，预计未来 1～2 年，电力工程建设和机组技术改造升级等方面仍有一定规模的融资需求，负债规模将会继续增加。\n\n# 盈利能力\n\n# 近年来，公司盈利水平受电煤价格走低影响逐年提升；财务费用规模较大在一定程度上影响了公司的盈利水平\n\n2011～2013 年，公司营业收入小幅波动，电力业务收入是公司营业收入的主要来源。2012 年以来，国内煤炭供求关系紧张的局面得到缓解、电煤价格持续回落以及政府煤炭市场化改革力度加大等政策性及行业性因素的影响，公司单位燃料成本下降，电力业务盈利情况持续改善；同期，毛利润和毛利率逐年大幅增长。\n\n---\n\n4 公司未提供 2014 年 9 月末对外担保情况。"} +{"pdf_name": "9282311_99.pdf", "language": "zh", "markdown": "
的，本人/\n单位承诺依\n法承担赔偿\n责任。6、如\n因相关法律\n法规、政策\n变化、自然\n灾害及其他\n不可抗力等\n无法控制的\n客观原因导\n致承诺未能\n履行、确已\n无法履行或\n无法按期履\n行的，本人/\n单位将采取\n以下措施：\n及时、充分\n披露承诺未\n能履行、无\n法履行或无\n法按期履行\n的具体原\n因；向发行\n人的投资者\n提出补充承\n诺或替代承\n诺（相关承\n诺需按法\n律、法规、\n公司章程的\n规定履行相\n关审批程\n序），以尽可\n能保护投资\n者的权益。\n\"
正强控股避免同业竞\n争的承诺\"1、于本承\n诺函签署之\n日，本公司\n未生产、开\n发任何与发\n行人生产的2021 年 11\n月 22 日长期正常履行\n中
"} +{"pdf_name": "9282311_100.pdf", "language": "zh", "markdown": "
产品构成竞\n争或可能竞\n争的产品，\n未直接或间\n接经营任何\n与发行人经\n营的业务构\n成竞争或可\n能竞争的业\n务；本公司\n未参与投资\n与发行人业\n务竞争或可\n能竞争的其\n他法人或组\n织；2、自本\n承诺函签署\n之日起，本\n公司亦将继\n续不生产、\n开发任何与\n发行人生产\n的产品构成\n竞争或可能\n构成竞争的\n产品，不直\n接或间接经\n营任何与发\n行人经营的\n业务构成竞\n争或可能竞\n争的业务，\n也不参与投\n资任何与发\n行人所生产\n产品或经营\n业务构成竞\n争或可能构\n成竞争的法\n人或组织；\n3、自本承诺\n函签署之日\n起，如发行\n人进一步拓
"} +{"pdf_name": "20792131_408.pdf", "language": "zh", "markdown": "告和调查处理条例》和《广东省安全生产条例》等有关法律法规和制度，制定了严格的安全管理规章制度，包括《广东粤运交通股份有限公司安全生产监督管理办法》、《广东粤运交通股份有限公司领导班子成员及本部各部门安全生产职责》、《广东粤运交通股份有限公司安全生产责任制考核办法》、《广东粤运交通股份有限公司安全生产培训教育管理办法》、《广东粤运交通股份有限公司安全生产检查管理办法》、《广东粤运交通股份有限公司安全生产事故报告统计制度》、《广东粤运交通股份有限公司安全生产费用管理办法》等安全管理制度等，以保证安全的生产服务。\n\n公司注重强化安全管理制度的执行。根据安全生产考核目标，将安全指标细化、分解，每年逐级签订责任书、层层分解责任目标，全面落实安全生产责任制；每年对所属单位进行全覆盖的安全生产责任制考核；党委会、董事会、总经理办公会定期分别研究安全生产工作，每年度、每季度召开安全生产会议，特殊时期、重大事件前后或上级有相关要求时，不定期召开安全生产会议；认真组织开展对全体从业人员的安全生产教育培训工作，提高员工安全生产意识与技能；通过明查暗访，深入持续开展隐患排查治理和安全生产专项整治，对检查中发现的隐患要求立即整改，对不能立即整改的隐患，严格落实“五到位”；严格执行事故处理“四不放过”制度。\n\n# （二）安全生产目标\n\n公司坚持强化全面、全员、全过程、全方位安全监督，通过落实安全生产主体责任、驾驶员培训、加大安全管理资金投入等措施最大限度的减少一般事故的发生，杜绝重大以上事故发生。报告期内，公司安全指标完成情况良好，远优于行业标准及公司制定的标准。具体情况如下：\n\n根据交通部于 2000 年 4 月 27 日发布的《道路旅客运输企业经营资质管理规定（试行）》，道路客运企业质量信誉考核结论分为合格、基本合格、不合格三个等级，其中交通事故指标为“行车事故频率低于 3 次/百万车公里，事故责任死亡率低于 0.3 人/百万车公里，事故伤人率低于 1.6 人/百万车公里”为合格。虽然该文件已被《道路旅客运输及客运站管理规定》废止，但国家未再制定新的道路客运企业质量信誉考核标准，行业内仍普遍采用该指标作为安全事故考核指标。因此，公司也参考原有事故指标制定了较低的事故次数频率、事故伤人频率及事故责任死亡率等考核标准，公司报告期内的相"} +{"pdf_name": "20792131_409.pdf", "language": "zh", "markdown": "关指标统计具体如下所示：\n\n
项目原有客运企业\n信誉考核标准企业标准2018 年 1-3 月2017 年2016 年2015 年
事故次数频率\n（次/百万车公里）31.50.00170.00490.00520.0079
事故伤人频率\n（人/百万车公里）1.60.75-0.00100.00100.0008
事故责任死亡率\n（人/百万车公里）0.30.150.00170.00490.00560.0087
\n\n# （三）安全生产费的计提\n\n公司按照财政部、国家安全生产监督管理总局联合制定的《高危行业企业安全生产费用财务管理暂行办法》（财企[2006]478 号）以及《企业安全生产费用提取和使用管理办法》（财企[2012]16 号）相关规定，提取安全生产费用，并通过加强安全生产费用的管理，保障企业安全生产资金的投入。\n\n报告期内，除满足缓提或者少提安全费用并获得当地安监局批准的公司外，发行人及其子公司中交通运输企业以上年度实际营业收入为计提依据提取安全生产费。2015年、2016 年、2017 年及 2018 年 1-3 月的安全生产费计提数分别为 3,137.05 万元、2,700.33万元、3,068.04 万元及 770.78 万元。同时，公司为提高安全生产水平，加大了安全生产相关费用的投入，2015 年、2016 年、2017 年及 2018 年 1-3 月的安全生产相关费用支出金额分别为 2,287.51 万元、2,682.20 万元、3,143.15 万元及 690.09 万元，确保生产经营活动的有序开展。\n\n# （四）公司道路运输业务的保险情况\n\n# 1、公司车辆运营相关的保险购买政策\n\n公司根据《中华人民共和国道路交通安全法》、《中华人民共和国保险法》、《机动车交通事故责任强制保险条例》、《中华人民共和国道路运输条例》等法律法规规定，对所有营运车辆实行强制性保险制度，即所有营运车辆必须参加交通事故责任强制保险、承运人责任险。此外，发行人根据实际业务情况，还选择性的购买了如第三者责任险、车损险、玻璃险及自然险等商业险种，以充分发挥保险在灾害抗击中的重要作用，最大限度转移风险、降低事故发生后的经济损失。"} +{"pdf_name": "20793557_478.pdf", "language": "zh", "markdown": "
2018 年 1-6 月
规格数量（万台）金额（万元）销量占比单价（元）
标清壁挂1.84572.9134.32%311.50
标清台式2.481,770.1246.22%714.68
高清壁挂0.29369.205.50%1,252.36
高清台式0.751,220.0713.95%1,631.77
合计5.363,932.29100.00%733.84
\n\n
2017 年度
规格数量（万台）金额（万元）销量占比单价（元）
标清壁挂4.061,454.7529.04%358.65
标清台式6.985,111.8849.97%732.28
高清壁挂1.391,706.419.94%1,228.78
高清台式1.542,579.2211.05%1,671.34
合计13.9710,852.25100.00%776.89
\n\n
2016 年度
规格数量（万台）金额（万元）销量占比单价（元）
标清壁挂1.05555.316.42%530.23
标清台式11.968,481.3173.24%709.32
高清壁挂1.602,006.429.82%1,252.11
高清台式1.722,787.3110.53%1,621.95
合计16.3313,830.34100.00%847.18
\n\n
2015 年度
规格数量（万台）金额（万元）销量占比单价（元）
标清壁挂----
标清台式14.8410,464.4487.41%705.24
高清壁挂0.77985.044.53%1,281.27
高清台式1.372,255.708.06%1,648.18
合计16.9813,705.17100.00%807.35
\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，发行人视频展台平均单价分别为 807.35 元、847.18 元、776.89 元和 733.84 元。随着教育投资的增加和信息化教学的需要，学校及教育局不断增大高清类视频展台的采购。2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，高清类视频展台销量占视频展台总销量"} +{"pdf_name": "20793557_479.pdf", "language": "zh", "markdown": "的比例分别为 12.59%、20.35%、20.99%和 19.46%。平均单价较高的高清类视频展台销量占比增长导致 2015 年至 2016 年视频展台平均单价的上升。2016 年至2018 年 1-6 月，高清类视频展台平均单价和占比均保持稳定，标清壁挂式展台销量占比由 6.42%升至 34.32%，其平均单价从 530.23 元降至 311.50 元，导致整体视频展台平均单价下降。\n\n# ⑤录播产品销售收入情况分析\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，公司录播产品销售收入分别为 3,149.82 万元、5,456.80 万元、8,271.39 万元和 2,412.80 万元，占各期智能交互显示产品销售收入的比例分别为 1.78%、2.10%、2.39%和 1.38%。销售收入大幅上升的主要原因系随着国家教育公平化的推进，优质教育资源共享成为教育公平化的重要手段之一，集合了音视频采集、网络传输、云计算和人工智能跟踪等技术的录播产品可为用户提供便捷的共享教学资源录制采集、存储、复制和传播方式，帮助偏远地区学生接触到优质的授课内容，有极大的市场竞争优势和需求上升空间。因此，录播产品是公司未来着力发展的产品之一。\n\n# ⑥电子班牌销售收入情况分析\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，公司电子班牌的销售收入分别为 1,313.40 万元、3,009.12 万元、4,439.50 万元和 1,083.18 万元，占各期智能交互显示产品销售收入的比例分别为 0.74%、1.16%、1.28%和 0.62%。销售收入呈现上升趋势的主要原因系电子班牌作为我国数字校园和智慧校园建设的重要组成部分，会随着教育信息化的发展不断扩大需求，具有较大的潜在发展空间。\n\n# ⑦电子书包销售收入情况分析\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，公司电子书包的销售收入分别为 12.57 万元、362.92 万元、1,407.86 万元和 780.98 万元，占各期智能交互显示产品收入的比例分别为 0.01%、0.14%、0.41%和 0.45%。销售收入大幅上升的主要原因系电子书包从硬件和软件技术层面加强了师生之间的交互，将课堂教学从单一屏幕互动进化至多设备互动，进一步丰富了课堂授课信息量，加强了"} +{"pdf_name": "20788664_60.pdf", "language": "zh", "markdown": "图 4-1 中国沉浸式虚拟现实市场 AMC 模型\n\n# 探索期（1988-2013）\n\n早在 20 世纪 60 年代，莫顿·海林就发明了一款由振动座椅、立体音响、显示器等组成的名为 Sensorama 的设备，第一次让虚拟现实设备进入世人眼帘。其后在 1968 年，伊凡·苏泽兰特研发了第一款由计算机驱动的 VR 原型设备，由于其笨重的挂钩式支撑被称为“达摩克利斯之剑”。\n\n1988 年，VPL 公司研制出市场上第一款民用虚拟现实产品 EyePhone，沉浸式虚拟现实技术走出实验室，正式在民用市场落地。1992 年，Sense8 公司开发 “WTK”软件开发包，极大缩短虚拟现实系统的开发周期，为沉浸式虚拟现实技术快速发展打下基础。1995 年任天堂公司发布了首个便携式头戴 3D 显示器，Olympus、索尼公司也推出过类似产品，头戴 3D显示器是沉浸式 VR 设备的雏形，由于售价较高、清晰度较低、佩戴舒适感欠佳、3D 内容少，未能获得市场的广泛认可。2012 年，Oculus 发起众筹，开启了虚拟现实设备新时代的篇章。到了 2013 年下半年，Oculus VR 公司推出沉浸式 VR 头戴设备 Oculus Rift，区别于头戴 3D"} +{"pdf_name": "20788664_61.pdf", "language": "zh", "markdown": "显示器，它的视场角得到改进，并配置多种传感器使交互提升，沉浸式 VR 设备重获关注。\n\n# 启动期（2014-2017）\n\n2014 年，随着 Facebook 公司以约 20 亿美元收购 Oculus，虚拟现实技术开始被市场所热捧。2016 年，Oculus、索尼、HTC 分别推出消费级硬件产品，正式进入市场；Google 先后推出 Cardboard 廉价头显解决方案和 Daydream 系统，使头戴式手机盒子也逐步将迎来了良好的发展机会，将消费级沉浸式虚拟现实市场带进一个新的时代。\n\n在市场启动期，中国沉浸式虚拟现实设备公司，如：暴风魔镜、虚拟现实科技、蚁视科技、乐相科技等，推动硬件产品、内容资源发展，积极与国际市场接轨，不断探索商业模式。其中，暴风魔镜公司已探索通过自建平台、广告服务、增值服务等形式获取盈利。2016 年，阿里巴巴、乐视、腾讯、网易等公司，也纷纷通过收购、投资等方式进入虚拟现实市场，期望在 VR 泛娱乐领域以及电商等方向拓展新业务领域及客户群体。游戏制作公司、手机公司也通过战略合作、投资进入市场或直接进入市场，共同搭建沉浸式虚拟现实技术生态系统。\n\n# 高速发展期（2018-）\n\nAnalysys 易观认为，2018 年及以后中国沉浸式虚拟现实设备市场将进入高速发展期。这一阶段，沉浸式 VR 生态系统逐步成熟，产品被消费级市场接受，行业盈利模式成熟；沉浸式 VR 设备市场受资本市场不断关注，部分企业成功上市；细分市场模式出现，细分领域创新厂商层出不穷。\n\n# 应用成熟期\n\nAnalysys 易观认为，随着中国沉浸式 VR 设备市场的高速发展，市场应用趋于成熟，虚拟现实技术成为生活中不可或缺的一部分。在资本、市场双重因素影响下，市场发展达到顶峰，企业开始探索新产品/应用，并通过各细分市场业务竞争形成稳定市场格局。\n\n# 对个人用户而言：\n\n对于大部分个人用户而言，沉浸式 VR 设备是新兴事物，它为个人用户带来内容资源、交互方式、交互效果的革新。沉浸式 VR 技术以多媒体信息的“环境”作为计算机处理的对象和人机交互的内容，采用语音识别、动作识别等技术，可使用户利用自己的感觉与“环境”交互；通过基于自然的交互技术，用户可得到身临其境的视觉、听觉、触觉感知效果。\n\n目前，拥有沉浸式 VR 设备的个人用户仍不算多，根据用户调研结果显示，这些用户以发达地区的硬件发烧友为主，他们乐于尝试新鲜事物，普遍受过较高的教育，拥有中等以上收入，喜欢 3D 电影和游戏内容，每天使用沉浸式 VR 设备约为一到二小时。"} +{"pdf_name": "3464336_6.pdf", "language": "zh", "markdown": "安置 180 万人，并明确对多关产能、早关产能的企业省份进行多奖励，同时重点支持历史问题较多的原国有重点煤矿，2016 年第一批资金将于 5 月末确认之后预拨。\n\n表 2：煤炭行业限制产能政策\n\n
时间政策名称内容
2014.8《关于遏制煤矿超能力生产\n规范企业生产行为的通知》\n（发改电[2014]226 号）对于存量产能，通知要求各省级\n煤炭行业管理部门对所有合法生\n产煤矿的生产能力进行建档登\n记，煤矿年度原煤产量不得超过\n登记公布的生产能力，对于在建\n矿井，通知要求所有未经核准但\n已建成并组织生产的煤矿，一律\n停产；所有未取得采矿许可证和\n安全生产许可证的煤矿，不得投\n入生产。
2014.10《关于调控煤炭总量优化产\n业布局的指导意见》(国能煤\n炭〔2014〕454 号)东部地区原则上不再新建煤矿项\n目；中部地区(含东北)保持合理开\n发强度，按照“退一建一”模式，\n适度建设资源枯竭煤矿生产接续\n项目；西部地区重点围绕以电力\n外送为主的千万级吨级大型煤电\n基地和现代煤化工项目用煤需\n要，在充分利用现有煤矿生产能\n力的前提下，新建配套煤矿项目。
2015.3《做好2015年煤炭行业淘汰\n落后产能工作的通知》（国\n能煤炭〔2015〕95 号）公布了全国 2015 年煤炭行业淘汰\n落后产能计划，要求在 2015 年要\n淘汰煤炭行业落后产能 7,779 万\n吨/年、煤矿 1,254 座。
2015.4《关于严格治理煤矿超能力\n生产的通知》（国能煤炭\n〔2015〕120 号）明确提出到 2015 年底开展严格治\n理煤矿超能力生产专项活动，煤\n矿全年产量不得超过公告的生产\n能力，月度产量不得超过月度计\n划的 110%；无月度计划的，月度\n产量不得超过公告生产能力的\n1/12。
2015.7《关于对违法违规建设生产\n煤矿实施联合惩戒的通知》\n（发改运行[2015]1631 号）要求有关部门和行业企业必须严\n格治理违法违规煤矿建设和生\n产，严格治理超能力生产。
2016.2国务院《关于煤炭行业化解\n过剩产能实现脱困发展的意\n见》（国发[2016]7 号）从 2016 年开始，用 3 至 5 年的时\n间，再退出产能 5 亿吨左右、减\n量重组 5 亿吨左右。
2016.4发改委《关于进一步规范和\n改善煤炭生产经营秩序的通\n知》（发改运行[2016]593 号）全国所有煤矿按照 276 个工作日\n规定组织生产，即直接将现有合\n规产能乘以 0.84 的系数后取整作\n为新的合规生产能力。
2016.5财政部《工业企业结构调整\n专项奖补资金管理办法》（财\n建﹝2016﹞253 号）明确中央财政设立工业企业结构\n调整专项奖补资金，专项奖补资\n金规模为 1,000 亿元，实行梯级奖\n补。
\n\n资料来源：公开资料，中诚信国际整理\n\n原煤产量方面，自 2014 年开始，原煤产量开始出现同比下降：2014 年全国原煤产量为 38.7 亿 吨，同比下降 1.3%；2015 年，原煤产量为 36.8 亿吨，同比下降 3.5%。此外，进口煤也是煤炭供给端的补充，2014 年以来，随着国内外价差的缩小和限制进口政策的执行，进口煤量同比增速 6 年以来首度下滑，2014 年和 2015 年，我国煤炭进口量分别为 2.91 亿吨和 2.04 亿吨，分别同比下滑 10.9%和29.98%，但国内产量和进口煤下降的幅度远不足以支撑行业回归均衡。2016 年 4 月以来，全国各产地严格执行限产政策，使得 4 月全国原煤产量同比下降 13.8%至 2.68 亿吨，1\\~4 月累计原煤产量同比下降 8.8%至 10.75 亿吨。\n\n目前来看，各产煤大省对此次供给侧改革的执行力很强，全国原煤产量下降显著。预计随着奖补基金完成首批预拨以及后续具体的补助资金政策的出台，煤炭企业关停矿井将进入实质性阶段。\n\n图 2：2002 年以来全国原煤产量\n\n资料来源：中国煤炭资源网，中诚信国际整理\n\n从煤炭价格走势情况来看，2015 年以来，受宏观经济增速和固定资产投资增速下滑影响，全国煤炭库存高企，价格处于下行通道。虽然 2016 年二季度以来在供给收缩的背景下，煤价出现小幅回调，但整体来看，国内煤炭行业供大于求形势短期难以改变，煤炭价格预计仍将维持低位震荡。\n\n动力煤方面，2015 年以来，动力煤价格总体维持下滑态势，由于下游需求疲弱程度不断加重，动力煤价格下滑幅度不断加大。截至 2016 年 5 月中旬，秦皇岛 5,500 大卡动力煤平仓价为 376 元/吨，较 2015 年初下降 26.27%。进入 2016 年二季度以来，受到煤炭供给量缩减的影响，港口动力煤价格出现小幅回升，截至 2016 年 6 月 6 日，秦皇岛 5,500 大卡动力煤平仓价为 384 元/吨，三周连续累计上调 8"} +{"pdf_name": "3464336_7.pdf", "language": "zh", "markdown": "元/吨。\n\n炼焦煤方面，中国炼焦煤属于稀缺资源，因此炼焦煤价格能够维持相对高的水平。但是由于钢铁行业为焦煤主要下游，钢铁行业需求变化使得焦煤价格波动性较大。2015 年以来，钢材和焦化市场持续低迷，焦煤价格不断下滑，截至 2016 年 4 月 25日，主焦煤的全国平均价格为 570 元/吨，较 2015年初下降 20.00%。2016 年 5 月以来，由于限产导致的供给紧缺和前期钢焦市场的大涨，推升各地焦煤价格不断上调，截至 2016 年 6 月 3 日，主焦煤和 1/3 焦煤的全国平均价分别为 646 元/吨和 687 元/吨，分别较 4 月末均价上涨 13.33%和 16.44%。\n\n无烟煤方面，无烟煤也属于稀缺资源，同时国内优质无烟煤资源集中于少数大型企业手中，煤炭企业议价能力较强，但近年来，在化肥市场整体产能过剩、供大于求以及出口不畅影响下，国内化肥价格持续大幅下滑，带动无烟煤价格持续下行。2015 年以来，由于下游尿素产品价格回升，无烟煤价格跌幅小于其他煤种，截至 2016 年 6 月 3 日，无烟中块全国平均价为 676 元/吨，较 2015 年初下滑 21.44%。\n\n图 3：2012 年以来煤炭价格走势（元/吨）\n\n资料来源：中国煤炭资源网，中诚信国际整理\n\n总体来看，目前煤炭行业产能过剩形势较严重，供给侧改革方案如果可以得到有力执行，则行业供需形势有望得到根本扭转；但中诚信国际也关注到，虽然近期的严格限产使得煤价小幅回调，但行业产能出清是一个中长期的过程，短期内煤炭产能过剩的局面难以改变，预计煤炭价格在未来一定时间内将维持低位震荡。\n\n# 2015 年以来，受煤炭市场景气度低迷影响，公司煤炭产销量有所下降，煤炭价格不断下滑，煤炭业务盈利能力有所弱化\n\n神华集团是国内最大的煤炭生产销售企业，是全球最大的煤炭供应商。在国家规划的十四个大型煤炭基地中，神华集团参与了神东、宁东、陕北、蒙东等基地的开发建设。公司的煤炭生产布局已经形成了神东矿区、准格尔矿区、胜利矿区和神华宁煤公司、神华新疆公司等主要矿区和矿井群。近年来由于行业景气度下行，下游需求萎缩，公司煤炭产量逐年减少。2015 年，公司原煤产量为 4.33 亿吨，同比减少 8.50%；2016 年一季度，公司生产原煤 1.03 亿吨。\n\n表 3：神华集团主要下属企业生产情况（万吨）\n\n
矿区2013201420152016.1~3
神东煤炭集团19,68418,60316,7263,891
1 补连塔2,9103,0162,950738
2 大柳塔－活鸡兔3,7923,8513,534820
3 榆家梁1,8011,8001,704381
4 上湾1,5691,6031,572377
5 哈拉沟1,5821,6161,563367
6 保德(康家滩)1,317652515106
7 石圪台1,2301,1971,132270
8 乌兰木伦801781407103
9 布尔台1,8442,0862,132540
10 万利一矿1,203359--
11 柳塔矿50247832564
12 寸草塔一矿49440227452
13 寸草塔二矿----
14 唐公沟矿----
15 其他----
准格尔能源公司-6,5706,6541,715
1 黑岱沟3,2593,2133,289924
哈尔乌素分公司3,22233573,365791
北电胜利能源公司1,7901,7021,208211
锦界能源公司1,9211,9261,839447
神华股份公司合计31,81033,12530,2617,295
神华集团其他企业17,74014,22613,0663,038
其中：宁煤集团7,4557,2276,4661,263
其他企业10,2856,9996,6001,775
神华集团总产量49,55047,35143,32710,333
\n\n# 资料来源：公司提供\n\n新建产能方面，公司下属青龙寺煤矿项目、郭家湾煤矿项目均获得国家发改委的核准批复，且均"} +{"pdf_name": "20784720_102.pdf", "language": "zh", "markdown": "
2杨凌示范区水生态环境治理8.862013.062017.125.492.001.3761.95
3杨凌现代农业示范园14.222010.032016.1213.340.88--95.26
4杨凌粮油食品加工物流园7.652009.102016.127.560.09--98.86
\n\n发行人主要在建工程情况介绍：\n\n杨凌粮油食品加工物流园项目由示范区和陕西省粮食局共同创建，公司具体承建，该项目总投资 7.65 亿元，计划新建 2 万平方米原料初加工标准厂房、8 万吨仓容的粮食储备库，2.22 万吨平房仓，1 万吨准低温仓、日加工处理 240吨稻谷生产车间，日加工 200 吨油脂精炼车间、日加工 400 吨小包装罐装车间、8 万吨油脂储备中转油罐及物流配送库、交易检测综合服务楼及水电路等配套设施。截至 2015 年 12 月 31 日，该项目已累计完成投资 7.56 亿元，已建成 8 万吨仓容的储备区、2 万平方米原料加工区、2.22 万吨平房仓、1 万吨低温仓、日加工处理 240 吨稻谷生产车间，日加工 200 吨油脂精炼车间、日加工 400 吨小包装罐装车间、8 万吨油脂储备中转油罐及物流配送库，目前仅剩交易检测综合服务楼的内外装修及部分设备采购未完成。项目的直接经济收益主要来自园区标准化厂房、写字楼及配套的商业服务设施租赁与出售收入。该项目税后财务内部收益率为 8.90%，静态全部投资偿还期（含建设期）为 12.29 ��。\n\n杨凌现代农业示范园区项目建设内容包括现代农业创新园、国际科技合作园、现代农业企业孵化园、种苗产业园、标准化生产示范园、科技探索园等园区，具体包括万亩标准化设施蔬菜基地，包括新建日光温室、塑料大棚、智能联栋育苗温室等；万头生猪标准化养殖区，包括新建二胎妊娠舍、二胎产仔舍、公猪站、仔猪保育舍、标准化育肥猪舍及沼气工程等；展示培训区，包括新建科研与成果展示大厅、园区综合服务中心大楼等；配套辅助设施等。该项目总投资 14.22 亿元，截至 2015 年 12 月 31 日，该项目已累计完成投资 13.34 亿元，已建成 60 亩园区服务中心、1000 亩现代农业创新园、210 亩国际合作园、390亩企业孵化园、种苗产业园、标准化生产示范园等园区，生猪实训基地建成猪舍募集 50133 平方米，养猪单元 194 个，总存栏规模达到 6.18 万头/年，总出栏规模达到 18.54 万头/年，每期培训 200 人；剩余部分配套工程正在建设中。其中生猪实训基地、标准化生产园及农业创新园、国际合作园、园区服务中心大楼、园区配套道路等资产已完成移交并大部分投入使用。目前仅剩部分园区配套设施及设备采购未完成。项目的直接经济收益主要来自农业地块的土地开"} +{"pdf_name": "20784720_103.pdf", "language": "zh", "markdown": "发收益及将开发好的农业地块出售或出租给入驻园区企业的直接受益。该项目税后财务内部收益率 25.03%，税后投资回收期为 9.28 年。\n\n杨凌示范区种子产业园项目位于杨凌示范区的新中心，集“研发、会展、交易、孵化”等多功能于一体，细分为研发聚集区、会展交易区、企业孵化区和商业服务区四大块。该项目规划总用地 59.71 万平方米，总投资 15.94 亿元。截至 2015 年 12 月 31 日，该项目已累计完成投资 12.13 亿元，现已基本建成商业服务区和企业孵化区的主体工程，整个园区的道路等部分配套设施基建已完成。项目的直接经济收益主要来自园区引进企业生产带动产业升级收入；公共建设区商铺、办公区域租赁收入；种子展览及集会中心、会议及培训中心、网上交易平台、种子博物馆等区域经营收入；酒店餐饮收入等。预计完全达到产效后，每年可实现收入为 40,112 万元，各板块预计收入分别为：种子加工车间收入 15,592 万元，种子仓储库房收入 7,500 万元，研发中心收入 8,668 万元，物流、物业管理服务收入 2,160 万元，培训、会展等其他收入 3,600 万元，配套服务设施经营收入 2,592 万元利润总额为 16,300 万元，项目税后内部收益率为 10.40%，税后投资回收期为 8.3 年。\n\n杨凌示范区水生态环境治理项目规划治理渭河河道 8.80 公里，修筑护滩、护坡工程 14.70 公里，建设石头河水库引水工程输水管线 36.80 公里，分台级区域设立人工湖蓄水湖。该项目总投资 8.86 亿元。截至 2015 年 12 月 31 日，该项目已累计完成投资 5.49 亿元；渭河杨凌段河堤加宽加固工程全面完成，河堤顶道路硬化工程全线竣工，并在堤顶道路上铺设了自行车赛道；石头河水库引水工程输水管线 36.80 公里已完成。中央河道梳理和湖心岛防护工程及生态景观工程正在建设。项目的直接经济收益主要来自输水管线使用费、农业采摘休闲消费收入、水上休闲消费收入、城市氧吧休闲消费收入、配建经济设施收入等。每年可实现收入 16,947 万元，各板块预计收入分别为：水产品及农作物销售收入 3,600 万元，灌溉收入 647 万元，灌网使用收入 4,000 万元，培训、示范推广等综合收入 6,000 万元，配套设施经营其他收入 2,700 万元，净利润总额为 7,548 万元，项目税后内部收益率为 10.55%，投资回收期为 8.4 年。\n\n截至 2015 年 12 月 31 日，发行人暂无新增投资安排。\n\n# 6) 生产性生物资产"} +{"pdf_name": "20796494_357.pdf", "language": "zh", "markdown": "子电梯部件有限公司、杭州西子电梯工程有限公司、速捷电梯有限公司、西子电梯科技有限公司、杭州西奥电梯有限公司、杭州斯沃德电梯有限公司 5 家公司，其余公司为从事电梯部件制造、维修保养业务。根据国家质检总局颁布的《特种设备目录》（2014 年第 114 号），将特种设备划分为九大类，电梯整机和部件产品和发行人生产销售的机械式停车设备产品不属于同一大类。此外，电梯业务在生产工艺、资质、技术、运用领域等方面与发行人从事的机械式停车设备业务也不同。\n\n5）起重机械等其他制造行业 4 家公司中，杭州起重机械有限公司主要生产各类桥、门式起重机，该产品主要用于应用于电力、水利、交通、铁道、石油���各个行业的工业企业，用户以工厂为主，属于生产设备，发行人产品为主要用于日常汽车停泊，用途完全不同；根据《特种设备目录》（2014 年第 114 号），发行人的产品与杭州起重机械有限公司产品分别属于“起重机械”大类下的“机械式停车设备”和“桥式、门式起重机”，产品种类也不同。此外在生产工艺、技术、资质各方面与发行人从事的机械式停车设备业务也不同。\n\n杭州西子轨道交通设备有限公司主要从事轨道交通站台门、快速公交站台安全门、自动门、车辆门、自动售检票系统的生产、销售、运维；杭州杭锅钢构有限公司主要从事制造、加工金属结构件；杭州锅炉集团股份有限公司主要从事各类余热锅炉、工业锅炉、电站锅炉、电站辅机的研发、制造、安装和工程服务。上述 3 家公司在产品、生产工艺、资质、技术、运用领域等方面与发行人从事的业务完全不同。\n\n6）百货零售行业 4 家公司，主要从事百货零售、批发零售业务，其主营业务与发行人从事的业务不同。\n\n7）其他行业的 6 家公司，主要从事的业务涉及餐饮、设备租赁、机电和新能源技术开发、房屋租赁和市场经营管理、园林绿化，其主营业务与发行人从事的业务不同。\n\n上述 77 家公司中，其中上海西子联合实业有限公司等 9 家公司的经营范围中涉及“停车服务”，系为各自主营业务提供的配套服务。\n\n因此，除已披露的个别企业配套附属业务涉及停车服务业务外，控股股东、实际控制人控制的除发行人之外的企业实际业务与发行人不存在相同或相"} +{"pdf_name": "20796494_358.pdf", "language": "zh", "markdown": "似业务。\n\n# （3）前述企业不属于发行人上下游关联业务\n\n机械式停车设备的主要原材料类别、型号繁多，直接材料主要包括载车板、电机、链条、生产辅料（H 型钢、扁钢、方管等）、边梁、波纹板、镀锌板、传动轴、控制柜、智能库控制柜、电缆线及镀锌加工等。随着市场的快速增长，市场对发行人的机械式停车设备需求已经超过发行人原有厂房的最大设计生产能力，为满足销售要求，发行人存在向上述企业采购机械式停车设备的原材料、配套部件以及外协加工的情形。\n\n因房地产企业项目和百货零售行业对停车位有一定的配备要求，以及为解决企业内部员工停车难问题，报告期内，上述企业零星地向发行人购买机械式停车设备。\n\n发行人向前述控股股东、实际控制人直接或间接控制的企业发生采购和销售业务的具体情况详见招股说明书“第七节 同业竞争与关联交易”之“四、关联交易”之“（一）经常性关联交易”之内容。\n\n上述发生采购和销售业务的企业与公司在资产、资质、人员、业务、技术、产品、市场等各方面存在明显的区别，与公司的业务定位和布局存在明显差异，且关联采购金额和销售金额较小，不存在影响公司独立性的情形。因此，公司与控股股东、实际控制人直接或间接控制的企业发生的业务往来不属于公司上下游关联业务。\n\n# （4）上述企业的历史沿革、资产、资质、人员、业务和技术等方面与发行人的关系\n\n发行人前身西子有限设立于 2004 年 3 月。2004 年 2 月 10 日，西子孚信、石川岛机械和东元马达签订《合资合同》共同出资成立西子有限，《合资合同》约定，西子有限与西子孚信签订技术实施许可合同，提供西子有限制作、建设、销售之零部件、组件、构造物的库存、组装及其他工程所需场所以及设备。据此，西子有限成立时承继西子孚信机械式停车设备业务有关的资产、业务及人员。西子有限成立时承继西子孚信机械式停车设备业务有关的资产、业务及人员的具体情况详招股说明书“第五节 发行人基本情况/七、发起人、持有 5%以上股份的主要股东及实际控制人情况/（一）发起人情况”之内容。"} +{"pdf_name": "20792769_18.pdf", "language": "zh", "markdown": "# 第二节 风险因素\n\n投资者在评价发行人此次发行的债券时，除本募集说明书披露的其他各项资料外，应特别认真地考虑下述各项风险因素。\n\n# 一、本次债券的投资风险\n\n# （一）利率风险\n\n受国民经济总体运行状况和国家宏观经济政策的影响，市场利率存在波动的可能性。由于本次债券为固定利率债券，且期限较长，可能跨越一个或一个以上的利率波动周期，市场利率的波动可能使本次债券实际投资收益具有一定的不确定性。\n\n# （二）流动性风险\n\n本次债券发行结束后，将申请在上海证券交易所上市。由于本次债券的具体交易流通审批事��需要在发行结束后方能进行，并依赖于有关主管部门的审批或核准，发行人目前无法保证本次债券一定能够按照预期在上证所交易流通，且具体上市进程在时间上存在不确定性，亦无法保证本次债券会在债券二级市场有活跃的交易。因此，投资者将可能面临流动性风险。\n\n# （三）偿付风险\n\n虽然本公司目前经营和财务状况良好，但本次债券的存续期较长，如果在本次债券存续期间内，本公司所处的宏观环境、经济政策和行业状况等客观环境出现不可预见或不能控制的不利变化，以及本公司本身的生产经营存在一定的不确定性，可能使公司不能从预期的还款来源获得足够资金，从而影响本次债券本息的按期兑付。\n\n# （四）本次债券偿债安排所特有的风险\n\n尽管在本次债券发行时，本公司已根据现实情况安排了偿债保障措施来控制和降低本次债券的还本付息风险，但是在本次债券存续期内，可能由于不可控的因素（如政策、法律法规的变化等）导致已拟定的偿债保障措施不能完全履行，"} +{"pdf_name": "20792769_19.pdf", "language": "zh", "markdown": "进而影响本次债券持有人的利益。\n\n# （五）资信风险\n\n发行人目前资产质量和流动性良好，盈利能力和现金获取能力稳定，能够按时偿付债务本息，且发行人在近三年与其主要客户发生的重要业务往来中，未曾发生重大违约。在未来的业务经营中，发行人亦将秉承诚信经营的原则，严格履行所签订的合同、协议或其他承诺。但在本次债券存续期内，如果因客观原因导致发行人资信状况发生变化，亦将可能使本次债券投资者受到影响。\n\n# （六）担保风险\n\n本次债券的担保方式为全额无条件不可撤销的连带责任保证担保，担保人为招金集团。招金集团目前具有良好的经营状况、盈利能力和资产质量。\n\n但是，在本次债券存续期间，本公司无法保证担保人的经营状况、资产状况及支付能力不发生负面变化。如果出现上述负面变化，可能影响到担保人对本次债券履行其应承担的担保责任，甚至丧失履行其为本次债券承担的全额无条件不可撤销的连带责任保证担保的能力。\n\n# （七）评级风险\n\n经中诚信证评综合评定，本公司的主体信用等级为 \\( \\mathbf { A } \\mathbf { A } \\)+，本次债券信用等级为 AAA。但本公司无法保证主体信用评级和/或本次债券信用评级在本次债券存续期内不会发生负面变化。如果本公司的主体信用评级和/或本次债券的信用评级在本次债券存续期内发生负面变化，可能引起本次债券在二级市场交易价格的波动，甚至导致本次债券无法在证券交易所上市或交易流通。\n\n# 二、发行人相关风险\n\n# （一）财务风险\n\n# 1、长短期债务结构的风险\n\n2009 年至 2011 年以及 2012 年上半年，公司期末合并报表口径的银行短期借款余额分别为 60,694.84 万元、37,000.00 万元、88,655.00 万元和 256,667.78 万"} +{"pdf_name": "2024552_5.pdf", "language": "zh", "markdown": "# 投资评级说明\n\n行业评级 报告发布日后的 12 个月内行业股票指数的涨跌幅度相对同期恒生指数的涨跌幅为基准,投资建议的评级标准为：\n\n
推 荐：相对表现优于市场；
中 性：相对表现与市场持平
回 避：相对表现弱于市场
\n\n公司评级 报告发布日后的 12 个月内公司的涨跌幅度相对同期恒生指数的涨跌幅为基准,投资建议的评级标准为：\n\n
买 入：相对大盘涨幅大于 15% ；
增 持：相对大盘涨幅在 5%～15%之间
中 性：相对大盘涨幅在-5%～5%；
减 持：相对大盘涨幅小于-5%
\n\n
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肖霞010-66290195xiaoxia@xyzq.com.cn陈杨010-66290197chenyangjg@xyzq.com.cn
袁博15611277317yuanb@xyzq.com.cn吴磊010-66290190wulei@xyzq.com.cn
陈姝宏15117943079chenshuhong@xyzq.com.cn王文剀010-66290197wangwenkai@xyzq.com.cn
地址：北京西城区锦什坊街 35 号北楼 601-605（100033） 传真：010-66290220
深圳地区销售经理
姓 名办公电话邮 箱姓 名办公电话邮 箱
朱元彧0755-82796036zhu@yyxyzq.com.cn杨剑0755-82797217yangjian@xyzq.com.cn
李昇0755-82790526lisheng@xyzq.com.cn邵景丽0755-23836027shaojingli@xyzq.com.cn
王维宇0755-23826029wangweiyu@xyzq.com.cn
地址：福田区中心四路一号嘉里建设广场第一座 701（518035） 传真：0755-23826017
国际机构销售经理
姓 名办公电话邮 箱姓 名办公电话邮 箱
刘易容021-38565452liui@yrongxyzq.com.cn徐皓021-38565450xuhao@xyzq.com.cn
张珍岚021-20370633zhangzhenlan@xyzq.com.cn陈志云021-38565439chanchiwan@xyzq.com.cn
马青岚021-38565909maql@xyzq.com.cn曾雅琪021-38565451zengyaqi@xyzq.com.cn
申胜雄021-20370768shensx@xyzq.com.cn陈俊凯021-38565472chenjunkai@xyzq.com.cn
俞晓琦021-38565498yuxiaoqi@xyzq.com.cn蔡明珠13501773857caimzh@xyzq.com.cn
地址：上海浦东新区长柳路 36 号兴业证券大厦 12 层 （200135）传真：021-38565955
私募及企业客户负责人刘俊文021-38565559liujw@xyzq.com.cn
私募销售经理
姓 名办公电话邮 箱姓 名办公电话邮 箱
徐瑞021-38565811xur@xyzq.com.cn杨雪婷021-20370777yangxueting@xyzq.com.cn
唐恰021-38565470tangqia@xyzq.com.cn韩立峰021-38565840hanlf@xyzq.com.cn
李桂玲021-20370658ligl@xyzq.com.cn施孜琪021-20370837shzq@xyzq.com.cn
王磊021-20370658wanglei1@xyzq.com.cn
地址：上海浦东新区长柳路 36 号兴业证券大厦 12 层 （200135）传真：021-38565955
"} +{"pdf_name": "2024552_6.pdf", "language": "zh", "markdown": "
港股机构销售服务团队
机构销售负责人丁先树18688759155dingxs@xyzq.com.hk
姓 名办公电话邮 箱姓 名办公电话邮 箱
王文洲18665987511petter.wang@xyzq.com.hk郑梁燕18565641066zhengly@xyzq.com.hk
陈振光13818288830chenzg@xyzq.com.hk周围13926557415zhouwei@xyzq.com.hk
孙博轶13902946007sunby@xyzq.com.hk
地址: 香港中环德辅道中 199 号无限极广场 32 楼 3201 室 传真：(852)3509-5900
\n\n# 【信息披露】\n\n兴业证券股份有限公司(“本公司”)在知晓的范围内履行信息披露义务。客户可登录 www.xyzq.com.cn 内幕交易防控栏内查询静默期安排和关联公司持股情况。\n\n# 【分���师声明】\n\n本人具有相关监管机构所须之牌照。本人确认已合乎监管机构之相关合规要求﹐并以勤勉的职业态度，独立、客观地出具本报告。本报告清晰准确地反映了本人的研究观点。本人不曾因，不因，也将不会因本报告中的具体推荐意见或观点而直接或间接收到任何形式的补偿。\n\n# 【法律声明】\n\n本报告由兴业证券股份有限公司(已具备证券投资咨询业务资格)制作。\n\n本报告由受香港证监会监察的兴证国际证券有限公司(香港证监会中央编号：AYE823)于香港提供。香港的投资者若有任何关于本报告的问题请直接联系兴证国际证券有限公司的销售交易代表。\n\n本报告将依据其他国家或地区的法律法规和监管要求于该国家或地区提供本报告。\n\n本公司不会因接收人收到本报告而视其为客户。客户应当认识到有关本报告的短信提示、电话推荐等只是研究观点的简要沟通，需以本公司 http://www.xyzq.com.cn 网站刊载的完整报告为准，本公司接受客户的后续问询。\n\n本公司的销售人员、交易人员以及其他专业人士可能会依据不同假设和标准、采用不同的分析方法而口头或书面发表与本报告意见及建议不一致的市场评论和/或交易观点。本公司没有将此意见及建议向报告所有接收者进行更新的义务。\n\n本公司的资产管理部门、自营部门以及其他投资业务部门可能独立做出与本报告中的意见或建议不一致的投资决策。\n\n本报告并非针对或意图发送予或为任何就发送、发布、可得到或使用此报告而使本公司违反当地的法律或法规或可致使本公司受制于相关法律或法规的任何地区、国家或其他管辖区域的公民或居民，包括但不限于美国及美国公民（1934 年美国《证券交易所》第 15a-6 条例定义为本「主要美国机构投资者」除外）。\n\n本报告可能附载其它网站的地址或超级链接。对于本报告可能涉及到本公司网站以外的资料，本公司未有参阅有关网站，也不对它们的内容负责。提供这些地址或超级链接的目的，纯粹为了收件人的方便及参考，连结网站的内容不构成本报告的任何部份。收件人须承担浏览这些网站的风险。\n\n本公司系列报告的信息均来源于公开资料，本公司对这些信息的准确性和完整性不作任何保证，也不保证所包含的信息和建议不会发生任何变更。本公司已力求报告内容的客观、公正，但文中的观点、结论和建议仅供参考，报告中的信息或意见并不构成所述证券的买卖出价或征价，投资者据此做出的任何投资决策与本公司和作者无关。\n\n在法律许可的情况下，兴业证券股份有限公司可能会持有本报告中提及公司所发行的证券头寸并进行交易，也可能为这些公司提供或争取提供投资银行业务服务。因此，投资者应当考虑到兴业证券股份有限公司及/或其相关人员可能存在影响本报告观点客观性的潜在利益冲突。投资者请勿将本报告视为投资或其他决定的唯一信赖依据。\n\n若本报告的接收人非本公司的客户，应在基于本报告作出任何投资决定或就本报告要求任何解释前咨询独立投资顾问。\n\n本报告的版权归本公司所有。本公司对本报告保留一切权利。除非另有书面显示，否则本报告中的所有材料的版权均属本公司。未经本公司事先书面授权，本报告的任何部分均不得以任何方式制作任何形式的拷贝、复印件或复制品，或再次分发给任何其他人，或以任何侵犯本公司版权的其他方式使用。未经授权的转载，本公司不承担任何转载责任。"} +{"pdf_name": "9320113_2.pdf", "language": "zh", "markdown": "# 一、 下半年财政重心逐步转向稳增长\n\n# 1.1 上半年稳增长压力较小，财政重心为调结构与防风险\n\n上半年财政发力不足，为下半年预留较大政策空间。一方面，上半年公共财政收入进度达到 59%，明显高于正常年份水平（2017-2019 年均值为 56%，下同），而支出进度仅为 49%，明显弱于正常年份水平（53%）；另一方面，上半年政府性基金支出进度为 32%，低于同期收入进度 41%。政府性基金支出疲弱，与土地出让相关支出安排放缓，专项债发行后置有关。其中，上半年土地出让金收入快速增长，而对应支出安排力度不足，收支结余资金不断上升；上半年专项债发行进度仅为全年下达额度的 30%，2019-2020 年同期均在 60%以上。\n\n图 1：今年上半年一般公共预算支出与收入进度走势分化\n\n资料来源：Wind，光大证券研究所\n\n图 2：今年上半年一般公共预算支出进度低于正常年份水平\n\n资料来源：Wind，光大证券研究所\n\n图 3：今年上半年政府性基金支出进度明显低于收入进度\n\n资料来源：Wind，光大证券研究所\n\n图 4：今年专项债发行后置约束上半年政府性基金支出\n\n资料来源：Wind，光大证券研究所\n\n跨周期调节背景下，上半年财政不急于发力，形成财政后置特征。通过后移财政政策的发力期，不仅能够避免上半年经济过热，而且能够有效支撑下半年的总需求。今年 3 月 5 日，财政部部长刘昆表示，“今年的财政政策要与今后年份做"} +{"pdf_name": "9320113_3.pdf", "language": "zh", "markdown": "好衔接，为今后应对风险挑战预留政策空间”，表明财政政策跨周期调节的意图。今年专项债发行后置，不仅与上年专项债资金留存至今年使用有关，而且也与专项债项目审批趋严、地方项目准备不充分有关，侧面反映出上半年在稳增长压力较小的窗口期，财政政策不急于发力。\n\n上半年财政政策重心落在调结构与防风险。调结构方面，通过扩大直达资金规模和加强民生支出，兜牢基层“三保”底线，保障基层财力。今年上半年公共财政支出中投向教育、社会保障和就业的累计同比分别为 10.1%、8.6%，明显高于整体公共财政支出增速（4.5%）；防风险方面，体现在强化专项债项目监测及绩效管理，防范化解地方政府隐性债务风险，对应再融资债发行规模以及政府债务付息支出均大幅增加。今年上半年公共财政支出中，债务付息支出增速达到14.5%，高于其他民生类支出增速；同时今年上半年再融资债发行量达到 1.86万亿，基本达到去年全年的发行规模。\n\n图 5：今年上半年再融资规模发行规模基本达到去年全年水平\n\n资料来源：Wind，光大证券研究所\n\n注：2021 年 8-12 月数据为地方政府债到期量\n\n图 6：2020 年以来公共财政支出中债务付息累计增速保持高位\n\n资料来源：Wind，光大证券研究所\n\n# 1.2 下半年财政政策进入平滑发力期，重心转向稳增长\n\n7 月政治局会议释放出财政更加积极发力的信号。7 月政治局会议对经济恢复节奏的态度趋于谨慎，未提 4 月份政治局会议的“用好稳增长压力较小的窗口期”，强调经济恢复仍然不稳固、不均衡，说明目前经济恢复进程阻力仍在，政策总基调依然要“稳中求进”。全球疫情持续演变的大背景下，经济工作重点落于对冲下半年和明年上半年经济压力上。\n\n后置的财政发力有望持续至明年，平滑经济波动，发挥稳增长效力。7 月政治局会议提出，“统筹做好今明两年宏观政策衔接，合理把握预算内投资和地方政府债券发行进度，推动今年底明年初形成实物工作量”，目的在于为明年二十大保驾护航。"} +{"pdf_name": "2439189_12.pdf", "language": "zh", "markdown": "# 第四节 重要事项\n\n# 一、 重要事项索引\n\n
事项是或否索引
是否存在重大诉讼、仲裁事项□是 √否
是否存在对外担保事项□是 √否
是否存在股东及其关联方占用或转移公司资金、资产及其他资\n源的情况□是 √否
是否对外提供借款□是 √否
是否存在日常性关联交易事项√是 □否四（一）
是否存在偶发性关联交易事项□是 √否
是否存在经股东大会审议过的收购、出售资产、对外投资、企\n业合并事项□是 √否
是否存在股权激励事项□是 √否
是否存在已披露的承诺事项√是 □否四（二）
是否存在资产被查封、扣押、冻结或者被抵押、质押的情况□是 √否
是否存在被调查处罚的事项□是 √否
是否存在失信情况□是 √否
是否存在利润分配或公积金转增股本的情况□是 √否
是否存在普通股股票发行事项□是 √否
是否存在存续至本期的债券融资事项□是 √否
是否存在存续至本期的可转换债券相关情况□是 √否
是否存在自愿披露的其他重要事项□是 √否
\n\n# 二、 重要事项详情（如事项存在选择以下表格填列）\n\n# (一) 报告期内公司发生的日常性关联交易情况\n\n单位：元\n\n
具体事项类型预计金额发生金额
1．购买原材料、燃料、动力
2．销售产品、商品、提供或者接受劳务委托，委托或者受托销售
3．投资（含共同投资、委托理财、委托贷款）
4．财务资助（挂牌公司接受的）3,800,000.000.00
5．公司章程中约定适用于本公司的日常关联交易类型
6．其他
\n\n# (二) 承诺事项的履行情况\n\n# 1.关于避免同业竞争的承诺\n\n为避免产生潜在的同业竞争情形，公司全体股东及董事、监事、高级管理人员均出具了《避免同业竞争承诺函》，截至报告期末，公司未发现股东及董监高有违反上述承诺的事项出现，同时将继续履行"} +{"pdf_name": "2439189_13.pdf", "language": "zh", "markdown": "该承诺。\n\n# 2.关于避免资金占用的承诺\n\n公司全体股东签署了不占用公司资金的承诺书，承诺不以任何理由和方式占用公司的资金及资产。虽然 2017 年存在资金的情况，但是截至 2017 年末款项已经归还。公司将监督全体股东将继续履行承诺的情况。\n\n# 3.关于规范关联交易的承诺\n\n为规范关联交易，公司董事、监事、高级关联人员签署了《关于规范关联交易的承诺书》，对关联交易做出相关承诺。截至报告期末，公司发生的有关关联交易都已履行了相关决策程序，公司未发现有违法上述承诺的事项出现，同时全体董监高将继续履行该承诺。"} +{"pdf_name": "3484623_9.pdf", "language": "zh", "markdown": "# 优化，近年淄博市经济保持稳步增长。同期，全市土地市场景气度波动较大。\n\n淄博市位于山东省中部，交通发达，是山东省重要的交通枢纽城市，也是国务院批准的山东半岛沿海开放城市之一。1992 年经国务院批准淄博市成为具有地方立法权的“较大的市”1。全市现辖五区三县，并设有淄博国家高新技术产业开发区、齐鲁化学工业区、淄博经济开发区及文昌湖旅游度假区等省级及以上功能区，总面积 5965 平方公里，其中市区面积 2989 平方公里，占山东省总面积的 3.8%。截至 2017 年末，淄博市常住人口 470.84 万人，同比增加2.1 万人，城镇化率达 70.26%。\n\n淄博市经济基础较好，城市综合实力较强，作为依托资源兴起的老工业城市，淄博市工业门类齐全，包括石化、医药、陶瓷、建材、冶金等，近年来全市经济保持增长态势。2015-2017 年，淄博市分别完成地区生产总值 4130.2 亿元、4412.0 亿元和 4781.3 亿元，按可比价格计算，分别同比增长 7.1%、7.7%和 7.4%。其中，2017 年三次产业增加值分别为 149.9 亿元、2490.0 亿元和 2141.4亿元，分别同比增长4.3%、6.4%和9.0%，三次产业结构由2015年的3.5:54.0:42.5调整为 3.1:52.1:44.8，全市产业结构进一步优化。2015-2017 年，淄博市分别实现社会消费品零售总额 1949.7 亿元、2155.0 亿元和 2374.0 亿元，同比分别增长 10.6%、10.5%和 10.2%，总体实现平稳较快增长。固定资产投资方面，2015-2017 年淄博市分别完成固定资产投资 2731.6 亿元、3099.8 亿元和 3135.1亿元，同比分别增长 13.6%、13.4%和 3.4%，其中 2017 年主要受淄博市第二产业投资同比下降 10.5%至 1596.9 亿元影响，全市固定资产投资增速较上年大幅下降 10.0 个百分点。从细分领域看，淄博市重点领域投资力度加大，得益于国家专项建设基金的注入及全市一批重大基建项目加快推进，2017 年全市完成基础设施建设投资 755.4 亿元，同比增长 76.5%，增速较上年进一步上升27.1 个百分点；同年，完成现代服务业投资 1107.1 元，同比增长 22%，增速较上年上升 11.3 个百分点；完成文化创意产业投资 214.7 亿元，同比增长 21%。\n\n图表 2. 2015-2017 年淄博市主要经济指标及增速（单位：亿元、%）\n\n
指标2015 年2016 年2017 年
金额增幅金额增幅金额增幅
地区生产总值4130.27.14412.07.74781.37.4
其中：第一产业增加值144.94.3150.74.4149.94.3
第二产业增加值2228.86.82315.57.12490.06.4
第三产业增加值1756.57.81945.88.72141.49.0
固定资产投资2731.613.63099.813.43135.13.4
社会消费品零售总额1949.710.62155.010.52374.010.2
进出口总额76.3亿美元-14.6524.210.5680.029.6
\n\n资料来源：2015-2017 年淄博市国民经济与社会发展统计公报\n\n近年来，淄博市积极推进经济结构优化与产业升级，坚持改造提升传统产\n\n---\n\n1 按照《中华人民共和国地方组织法》的定义，“较大的市”专指经中华人民共和国国务院批准，拥有与省会（自治区首府）城市相同的地方性法规和规章制定权的城市。这样的城市目前共有四批十八个。在立法法和行政许可法这两部法律中，“较大的市”不仅包括上述十八个城市，还包括二十七个省会和首府城市，以及四个经济特区城市，共四十九个城市。"} +{"pdf_name": "3484623_10.pdf", "language": "zh", "markdown": "业与培植壮大新兴产业“双轮驱动”，以提高其工业竞争力。在传统产业方面，淄博市持续加大化工、传统机械、建材、冶金、纺织、轻工、陶瓷等产业技术改造力度，并通过技术改造着力培植龙头企业，培育名牌产品，拉长产业链，提高产业集中度，壮大优势产业集群。在新兴产业方面，淄博市加快培育新材料、高端装备制造、生物医药、电子信息、新能源和节能环保等五大战略性新兴产业，建立支持新兴产业跨越发展的体制机制，对重大技术成果及具有巨大市场效益的产业化项目，政府在土地、融资、人才、服务等各个方面给予优惠。2017 年，全市实现工业技改投资 1260 亿元；高新技术产业产值占规模以上工业总产值比重为 34.5%，占比较上年提高 1.3 个百分点。2017 年淄博市工业创利平稳，但当年企业环保压力增大，盈利增长放缓。全市全年规模以上工业实现利税 1206.5 亿元，同比增长 4.4%，增速较上年下降 4.2 个百分点；其中实现利润 702.2 亿元，同比增长 2.9%，增速较上年下降 9.6 个百分点。\n\n房地产市场方面，2016 年，淄博市商品房市场以去库存为主。受益于 2016年上半年房地产行情“火爆”等大环境影响，当年去库存效果明显，全年商品房销售面积实现 503.3 万平方米，同比增长 22.1%，商品房销售额增长 25.5%，增速较 2015 年提高 20.7 个百分点。2016 年商品房待售面积为 189.2 万平方米，其中，住宅待售面积 127.9 万平方米。同时，全市房地产开发建设进程依然维持较高增速，施工面积、新开工面积以及竣工面积增速同比均有所上升，截至2016 年末，全市房屋施工新开工面积 534.1 万平方米，同比上升 93%；其中住宅新开工面积 371.1 万平方米，同比上升 11%。房屋竣工面积为 316 万平方米，同比上升 22.4%；其中住宅竣工面积 240.2 万平方米，同比下降 10%。2017年，淄博市完成房地产开发投资 241.8 亿元，同比增长 9%；同年，全市商品房销售面积和销售额分别同比增长 5.1%和 15.1%。\n\n近年来，淄博市土地市场景气度呈波动态势。2015-2017 年，全市分别实现成交建设用地面积 591.40 万平方米、464.98 万平方米和 682.78 万平方米，波动主要来自工业用地和住宅用地出让面积变动。同期，全市分别实现土地成交金额 60.73 亿元、43.22 亿元和 102.64 亿元，其中 2017 年受益于住宅、商办、工业用地成交量价齐升，当年土地成交金额同比显著增长 137.48%。\n\n# 图表 3. 2015 年以来淄博市土地成交情况\n\n
科 目2015 年2016 年2017 年
成交建设用地面积（万平方米）591.40464.98682.78
其中：住宅用地130.9499.24243.06
商业/办公用地95.0479.9582.77
工业用地362.56267.94347.09
其它用地2.8517.849.87
土地成交金额（亿元）60.7343.22102.64
其中：住宅用地31.2420.1274.55
商业/办公用地16.0312.3314.28
工业用地13.4010.0013.34
其它用地0.070.780.46
土地成交均价（元/平方米）1026.96929.571503.23
"} +{"pdf_name": "3431068_4.pdf", "language": "zh", "markdown": "# 2. 募集资金用途\n\n该公司拟将本次募集资金全部用于偿还到期有息债务，截至 2018 年 3 月末，公司刚性债务余额为 223.60 亿元，其中短期刚性债务为 104.60 亿元。\n\n# 公司信用质量\n\n上海均瑶（集团）有限公司（简称“均瑶集团”、“该公司”或“公司”）由自然人王均瑶、王均金和��均豪三兄弟于 2001 年 2 月共同出资组建，初始注册资本为 2 亿元，三人分别持股 40%、35%和 25%。后经过多次股权变更及增资，截至 2018 年 3 月末，公司注册资本为 8 亿元，其中王均金、王瀚、王均豪及王超持股比例分别为 36.14%、35.63%、24.09%和 4.02%，其余股权由王滢滢持有（王瀚、王超和王滢滢均为王均瑶子女）。公司目前实际控制人为第一大股东王均金。\n\n该公司成立之后通过收购或设立子公司的形式不断拓展业务领域，目前已形成以航空运输、百货零售和乘用车销售为主，餐饮服务、超市、房地产、物流、酒店、文化产品开发和教育等为辅的多元化经营产业格局。其中航空运输的运营主体为上海吉祥航空股份有限公司（简称“吉祥航空”，603885.SH），百货零售和乘用车销售的运营主体为江苏无锡商业大厦集团有限公司（简称“无锡大厦集团”）的控股子公司无锡商业大厦大东方股份有限公司（简称“大东方股份”，600327.SH）。公司主业涉及的经营主体及其概况详见附录三。\n\n截至2017年末，该公司经审计的合并会计报表口径资产总额为427.8亿元，所有者权益为 145.77 亿元（其中归属于母公司所有者权益为 86.30 亿元）；当年实现营业收入 234.09 亿元、净利润 14.53 亿元（其中归属于母公司所有者的净利润 6.98 亿元）；当期经营活动产生的现金流量净额为 29.94 亿元。\n\n截至 2018 年 3 月末，该公司未经审计的合并会计报表口径资产总额为450.78 亿元，所有者权益为 150.75 亿元（其中归属于母公司所有者权益为 88.62亿元）；当期实现营业收入 67.72 亿元、净利润 5.60 亿元（其中归属于母公司所有者的净利润 2.61 亿元）；当期经营活动产生的现金流量净额为 5.31 亿元。\n\n该公司为民营企业，实际控制人为王均金。公司根据自身情况建立了较为完善的法人治理结构。公司经营管理团队相关的经营管理经验较丰富，稳定性较高。\n\n该公司营业收入主要来源于民航运输、百货零售和乘用车销售三大核心业务。其中民航运输业务随着机队规模的扩充和航线的拓展，业务规模逐年快速扩张且业务运营效率较高；百货零售和乘用车业务定位于区域化发展，差异化经营优势明显，在无锡等区域拥有较强的市场竞争力，业务发展较为稳定。此外，公司还涉及超市、餐饮服务、房地产、文化产品开发、教育和金融投资等业务，多元化经营模式有利于分散公司的经营风险。近年来，公"} +{"pdf_name": "3431068_5.pdf", "language": "zh", "markdown": "司业务规模不断扩大，公司营业收入逐年快速增长，主业盈利能力较强。近期，公司增持爱建集团股权，目前已成为爱建集团第一大股东，但尚未实现并表。\n\n受限于公司航空运输业务重资产的特性，公司近年来购置飞机规模较大，资金支出规模明显，加之近期增持爱建集团股份，公司负债规模不断攀升，但受益于逐年良好的经营积累以及吉祥航空上市及定增的完成，公司整体负债经营程度尚属合理。公司核心业务现金获取能力较强，资产质量较好，货币资金较为充裕，能有效保障公司即期债务的偿付。\n\n经本评级机构信用评级委员会评审，评定上海均瑶（集团）有限公司主体信用等级为 AA+级，评级展望为稳定。 [详见于 2018年 5 月 21 日出具的编号为新世纪企评[2018]第 020084 号《上海均瑶（集团）有限公司信用评级报告》]\n\n# 短期偿债能力分析\n\n# 1. 现金流量分析\n\n该公司营业收入主要来源于民航运输、百货零售和乘用车销售三大核心业务。民航运输运营主体吉祥航空是国内 6 家航空上市公司之一，业务发展规模较快，该业务票务收入结算周期一周，资金回笼能力较强；百货和汽车销售业务定位于区域化发展，差异化经营优势明显，在无锡等区域拥有较强的市场竞争力，业务发展较为稳定，资金周转相对较快。短期内，公司主业资金回笼能力及采购结算方式较为稳定。\n\n图表 3. 公司经营环节现金流量状况\n\n
主要数据及指标2013 年2014 年2015 年2016 年2017 年2018 年第\n一季度
营业周期（天）53.4251.1846.9540.3548.18-
营业收入现金率（%）114.84115.28116.94118.55115.83116.12
业务现金收支净额（亿元）18.1819.8233.1233.1927.777.73
其他因素现金收支净额（亿元）-6.18-8.90-14.82-13.442.18-2.42
经营环节产生的现金流量净额（亿元）12.0010.9218.3019.7629.945.31
\n\n该公司民航运输及百货销售业务现金回笼情况一直较好，2015-2017 年公司营业周期分别为 46.95 天、40.35 天和 48.18 天，营业周期较短，资金周转速度较好；2015-2017 年及 2018 年第一季度，公司业务现金收支净额分别为33.12 亿元、33.19 亿元、27.77 亿元和 7.73 亿元，主要为销售商品、提供劳"} +{"pdf_name": "20782880_96.pdf", "language": "zh", "markdown": "近年来，公司资产管理业务快速发展，资产管理规模、业务收入和行业地位快速提升，受托客户资产管理业务净收入、受托管理资金本金总额行业排名均位居前列。最近三年内，国泰君安资管实现营业收入分别为 9.83 亿元、16.11 亿元和 21.11 亿元。\n\n最近三年内，国泰君安资管受托管理资产份额情况如下：\n\n表 6-22\n\n单位：亿元\n\n
项目2016 年 12 月 31 日2015 年 12 月 31 日2014 年 12 月 31 日
资产管理业务规模8,464.266,065.515,133.14
其中：定向资产管理7,392.044,944.204,697.37
集合资产管理840.241,031.28432.58
专项资产管理231.9890.033.19
\n\n# 10、期货业务\n\n# （1）业务概述\n\n本公司通过全资子公司国泰君安期货开展期货业务。国泰君安期货的主营业务为商品期货经纪、金融期货经纪、期货投资咨询、资产管理及风险管理。\n\n国泰君安期货前身为成立于 2000 年 4 月 6 日的浦发期货经纪有限公司。2007年，国泰君安期货获得金融期货经纪业务资格和金融期货全面结算业务资格；2011 年，获得期货投资咨询业务资格；2012 年，获得资产管理业务资格；2015年，风险管理服务试点业务获准备案。\n\n期货业务是本公司的优势业务之一。经过几年来的快速发展，国泰君安期货已经成为行业内盈利能力、客户权益规模、金融期货业务最为领先的期货公司之一，综合实力已稳居行业第一集团。\n\n# （2）经营情况\n\n最近三年，国泰君安期货分别实现营业收入 5.67 亿元、8.91 亿元和 9.71 亿元，分别实现净利润 1.90 亿元、2.96 亿元和 3.13 亿元。\n\n经纪业务方面，根据中国金融期货交易所公开数据统计，2014 年，股指期货交易量市场份额行业排名第 2 位，国债期货交易量市场份额行业排名第 2 位；2015 年，股指期货交易量市场份额行业排名第 3 位，国债期货交易量市场份额行业排名第 1 位；截至 2016 年 12 月 31 日，国泰君安期货在上海期货交易所、"} +{"pdf_name": "20782880_97.pdf", "language": "zh", "markdown": "大连商品交易所、郑州商品交易所的累计成交量排名分别为第 3 位、第 4 位、第6 位；金融期货经纪继续保持行业前列，国债期货和股指期货成交量均排名行业第 3 位。截至 2016 年 12 月 31 日，国泰君安期货已在全国设立了 15 家营业部，与 9 家期货公司建立了代理结算关系。\n\n2016 年 6 月 16 日，国泰君安期货收到中国证监会《调查通知书》（稽查总队调查通字 Q160027 号），内容如下，“因你公司未能有效履行资产管理人职责，根据《期货交易管理条例》的有关规定，我会决定对你公司立案调查，请予以配合。”本公司及国泰君安期货正全面配合中国证监会的相关调查工作，同时严格按照有关规定履行信息披露义务。2017 年 2 月 21 日，中国证监会向国泰君安期货出具《行政处罚事先告知书》（处罚字[2017]25 号），认定国泰君安期货作为资产管理计划的管理人未能有效履行资产管理人的职责，拟决定对期货公司采取责令改正、给予警告、没收违法所得 80,479.18 元、并处以 300,000 元罚款的行政处罚。截至目前，国泰君安期货尚未收到中国证监会正式的行政处罚决定书。\n\n# 11、直接投资业务\n\n# （1）业务概述\n\n直接投资业务是指证券公司使用自有资金对企业进行股权投资，为客户提供股权投资的财务顾问服务，以及设立直投基金，筹集并管理客户资金进行股权投资等业务。\n\n本公司通过全资子公司国泰君安创投从事直接投资业务。国泰君安创投于2009 年 5 月成立，作为本公司对外进行股权投资的主要平台，国泰君安创投遵循价值投资理念，重点关注所投资公司的盈利水平及可持续发展能力，投资于医疗健康、新材料、信息科技、文化传媒、节能环保、大消费等行业中的成长型企业。\n\n# （2）经营情况\n\n截至 2016 年 12 月 31 ��，国泰君安创投已完成已完成股权投资项目 99 个，分属医疗健康、新材料、信息科技、文化传媒、节能环保、大消费等行业，累计投资额 38.46 亿元。投资企业中已有 6 家企业上市，其中参与上市公司定增 3 家，28 家企业挂牌新三板。"} +{"pdf_name": "8405500_46.pdf", "language": "zh", "markdown": "集團為低的成本架構。此外，其他公司（例如國外競爭對手）亦可能與本集團競爭。概無法保證本集團將可於現有市場或本集團未來將要擴充的新市場成功競爭。倘無法維持其競爭力及競爭加劇，可能會對本集團的業務、財務狀況及經營業績造成重大不利影響。有關本集團主要競爭對手的更多資料，請參閱本招股章程「業務」一節「競爭」一段。\n\n# 與中國有關的風險\n\n# 根據香港與中國訂立的特別安排，支付香港附屬公司的股息可能不符合扣減中國預扣稅率的資格\n\n根據中國企業所得稅法，外商投資企業向其中國境外的直接控股公司劃撥2008年及以後所產生的溢利，須繳納10%的預扣稅。根據香港與中國訂立的特別安排，如果香港居民企業擁有中國公司25%以上股權，該稅率將下調至5%。也就是說，根據於2009年10月1日生效的《國家稅務總局（「國家稅務總局」）關於印發非居民享受稅收協定待遇管理辦法（試行）的通知》，該5%稅率並非自動適用，只有在取得地方稅務主管部門的批准後，企業方可享受相關稅收協定項下有關股息的稅收優惠待遇。根據於2009年2月20日生效的《國家稅務總局關於執行稅收協定股息條款有關問題的通知》，如果離岸安排的主要目的是獲取稅收優惠待遇，中國稅務機關可以酌情調整有關離岸實體另有資格享有的優惠稅率。本集團概不能保證中國稅務機關將不會就其中國境外附屬公司自其中國附屬公司收取的股息徵收更高的預扣稅。\n\n# 根據企業所得稅法，本集團的中國企業所得稅責任存在重大不確定性。尤其是，倘本集團被分類為中國「居民企業」，本集團及其非中國股東均面臨不利的稅收後果\n\n根據中國企業所得稅法，於中國境外成立而在中國擁有「實際管理機構」的企業被視為「居民企業」，這意味著此等企業在企業所得稅方面可能享受與中國企業類似的待遇。《企業所得稅法實施條例》界定「實際管理機構」為對企業的「生產經營、人員、賬務、財產等實施實質性全面管理和控制的機構」。於中國境外註冊但受中國企業控制的企業須遵守《國家稅務總局關於境外註冊中資控股企業依據實際管理機構標準認定"} +{"pdf_name": "8405500_47.pdf", "language": "zh", "markdown": "為居民企業有關問題的通知》，據此，中國居民企業被視作包括根據外國法律於中國境外註冊但由中國企業或公司集團控制的企業。由於現時未有對這一新「居民企業」正式分類，目前還不清楚中國稅務機關會如何釐定由一名個人作為控股股東的中國經營企業以及根據外國法律於中國境外註冊的企業是否為「居民企業」。本集團並未被劃分為該類企業。如果中國稅務機關就中國企業所得稅目的將本集團的開曼群島控股公司釐定為「居民企業」，可能帶來一系列不利的中國稅收後果。本集團須就全球應課稅收入按稅率25%繳納企業所得稅，並履行中國企業所得稅申報義務。就本集團而言，這將意味著配售所得款項利息等收入和在中國境外取得的其他收入，均將按25%的稅率繳納中國企業所得稅，而開曼群島並無對此徵稅。\n\n除了應用新「居民企業」分類所涉及的不確定因素以外，本集團無法保證，中國政府不會修改或修訂稅收法律、規則及法規，實行更嚴格的稅收規定、更高的稅率或採納企業所得稅法，或中國稅收法律、規則及法規以後不會有任何修改。由於企業所得稅法和任何修改或修訂不同的應用，本集團過往財務業績之間的比較可能變得沒有意義，不應作為未來表現的指標加以依賴。如果出現有關修改及╱或追溯應用該等修改，該等修改可能對本集團的經營業績和財務狀況產生重大不利影響。\n\n# 本集團未有或可能未有遵守中國有關規定對中國籍僱員於本集團的購股權及受限制股份單位作出登記（如有）或會導致有關僱員或本集團被處以罰款及受到法律或行政制裁\n\n根據《個人外匯管理辦法》及《個人外匯管理辦法實施細則》，獲海外上市公司根據其僱員購股權或股份獎勵計劃授予股份或購股權的中國籍人士，須透過該海外上市公司的中國附屬公司或其合資格中國代理向國家外匯管理局取得批准並辦理若干其他有關購股權或股份獎勵計劃的手續。然而，國家外匯管理局並無就登記程序頒佈足夠詳細的行政規則，因此國家外匯管理局各地方分局之間的要求差異極大。此外，出售股份所得的外匯收入或海外上市公司分派的股息必須匯入該中國籍人士的外幣賬戶或兌換成人民幣。當股份在聯交所上市後，本集團獲授購股權或受限制股份單位（如有）的中國籍僱員或中國購股權持有人，須遵守《個人外匯管理辦法實施細則》。倘該等僱員、本集團或其中國購股權持有人未有遵守上述法規，該等僱員、本集團或其中國購股權持有人或會被處以罰款及受到法律或行政制裁。"} +{"pdf_name": "9236806_693.pdf", "language": "zh", "markdown": "# 估值報告\n\n# 第四類－　貴集團於中國持作未來開發的物業\n\n
編號物業概況及年期佔用詳情於2018年\n11月30日\n現況下的市場價值
68 .位於中國\n浙江省\n湖州市\n德清縣\n莫干山鎮\n高峰村的\n高峰村項目\n2017-343號\n地塊該物業包括總佔地面積約74,373 .00平\n方米的一幅地塊。於估值日期，\n該物業為空置\n地盤。人民幣\n107,500,000元\n（人民幣一億零七百\n五十萬元）\n（全部權益\n歸屬於\n貴集團：\n人民幣\n107,500,000元\n（人民幣一億零七百\n五十萬元））
該物業位於莫干山鎮。周邊開發項目\n主要為各種商業建築。該物業距德清\n火車站約35分鐘車程。
根據　貴集團提供的資料，該物業的\n規劃總建築面積約為29,749 .20平 方\n米，作商業用途。
該物業獲授的土地使用權於2058年2月\n22日到期，作商業用途。
\n\n---\n\n附註：1 . 根據日期為2017年10月26日的國有土地使用權出讓合同第3305212017A210101號，　貴公司的全資附屬公司德清莫干山東麓建設有限公司（「德清莫干山東麓」）獲授予佔地面積約74,373 .00平方米之地塊的土地使用權，土地出讓金為人民幣97,428,630元。2 . 根據日期為2018年6月19日的不動產權證書浙(2018)德清縣不動產權第0010722號，德清莫干山東麓獲授予佔地面積約74,373 .00平方米之地塊的土地使用權，於2058年2月22日屆滿，作商業用途。3 . 根據日期為2018年8月17日的建設用地規劃許可證地字第330521201800107號，德清莫干山東麓獲准使用佔地面積約74,373 .00平方米之地塊作開發用途。4 . 誠如　貴集團所告知，於估值日期支銷的總建設成本為人民幣9,300,000元。我們已在估值中計入上述金額。5 . 我們已獲提供　貴集團中國法律顧問就該物業的業權出具的法律意見，其載有（其中包括）以下資料：i . 德清莫干山東麓已依法取得該物業的土地使用權；及ii . 德清莫干山東麓有權佔用、使用、處置該物業的土地使用權及從中獲得收益。6 . 在對該物業進行估值時，我們參考了特徵與該物業可比的多項土地交易。該等地塊交易的樓面價介乎人民幣2,630元╱平方米至人民幣3,650元╱平方米。在得出關鍵假設時，已對該等交易的樓面價進行適當調整，以反映相關因素的影響，包括但不限於容積率、土地使用年限、可及性、周邊環境、位置、用途、佔地面積及時間。在估值中，我們已採納約人民幣3,300元╱平方米的樓面價，與相關可比物業一致。"} +{"pdf_name": "9236806_694.pdf", "language": "zh", "markdown": "# 估值報告\n\n
編號物業概況及年期佔用詳情於2018年\n11月30日\n現況下的市場價值
69 .位於中國\n浙江省\n台州\n玉環市的\n西湖雲莊1號和\n2號地塊西湖雲莊（「該開發項目」）是一個在一\n幅佔地面積約92,318 .00平方米的地塊\n上興建的中等規模的住宅開發項目。\n該開發項目由4幅地塊組成，即：1至4\n號地塊，分兩期開發。於估值日期，\n該物業為空置\n地盤。人民幣\n166,000,000元\n（人民幣一億六千\n六百萬元）\n（全部權益\n歸屬於\n貴集團：\n人民幣\n166,000,000元\n（人民幣一億六千\n六百萬元））
該開發項目位於台州玉環市。周邊開\n發項目主要為各種住宅建築。該開發\n項目距台州市中心約60分鐘車程。
根據　貴集團提供的資料，該物業包\n含該開發項目的1號及2號地塊，總佔\n地面積約為41,448 .00平方米，規劃總\n建築面積約為48,270 .29平方米，作住\n宅及商業用途。
該物業已獲授土地使用權，同時開始\n的期限分別於2057年7月2日（作商業\n用 途）、2067年7月2日（作 科 教 用 途）\n及2087年7月2日（作住宅用途）到期。
\n\n附註：\n\n1 . 根據日期為2017年6月5日的國有土地使用權出讓合同第3310212017A21021號及日期為2017年7月3日的補充協議，　貴公司全資附屬公司台州德信置業有限公司（「台州德信」）獲授予佔地面積約92,318 .00平方米之地塊的土地使用權，土地出讓金為人民幣271,900,000元。\n\n2 . 根據日期為2017年9月21日的不動產權證書浙(2017)玉環市不動產權第0014608號，台州德信獲授予佔地面積約92,318 .00平方米之地塊的土地使用權，同時開始的期限分別於2057年7月2日（作商業用途）、2067年7月2日（作科教用途）及2087年7月2日（作住宅用途）到期。\n\n3 . 根據日期為2017年9月20日的建設用地規劃許可證地字第(2017) 0132號，台州德信獲准使用佔地面積約92,318 .00平方米之地塊作開發用途。\n\n4 . 我們已獲提供　貴集團中國法律顧問就該物業的業權出具的法律意見，其載有（其中包括）以下資料：\n\ni . 台州德信已依法取得該物業之土地使用權；\n\nii . 該物業的土地使用權受按揭所限；及\n\niii . 台州德信有權佔用和使用該物業的土地使用權。於按揭解除後，台州德信有權處置該物業的土地使用權。"} +{"pdf_name": "20785842_17.pdf", "language": "zh", "markdown": "本次公开发行新股及公司股东公开发售股份的最终数量由公司董事会和主承销商根据本次发行定价情况协商以及中国证监会的相关要求确定。在股东大会审议通过后至本次发行前，监管机构颁布最新的规定或对有关规定进行修订的，按新颁布或修订后的规定执行。\n\n本次发行如果公司募集资金净额（募集资金总额扣除应由公司承担的发行费用）不超过公司募集资金投资项目需要，则不安排公司股东发售股份。如果存在股东公开发售股份的，其价格应与新股发行价格相同。股东公开发售老股所得资金归公开发售股东所有，不归公司所有。\n\n若本次公开发行股份均为新股发行，发行费用由公司全部承担；若本次发行股份包含新股发行和股东公开发售股份，承销费用由公司与公开发售股份的股东按各自发行比例承担，其他发行费用由公司承担。\n\n本次公开发售股份对公司控制权、治理结构及生产经营无实质影响。特提醒投资者注意公司股东公开发售股份等相关事项。\n\n# 七、发行人关于填补被摊薄即期回报的措施及承诺\n\n本次发行募集资金将用于推动公司主营业务的发展，公司在人员、技术、市场等方面具有相应储备，募集资金使用计划已经过管理层的论证，符合公司的发展规划，有利于公司的长期发展。但募集资金投资项目的建设及产能的释放需要一定时间，从而导致公司每股收益和净资产收益率等指标将下降，投资即期回报将被摊薄。\n\n针对填补被摊薄即期回报的相关事项，公司 2018 年第八次临时股东大会通过了《关于公司填补被摊薄即期回报的措施及承诺的议案》，主要内容如下：\n\n# （一）发行人填补被摊薄即期回报的措施\n\n为降低首次公开发行摊薄公司即期回报的风险，增强对股东利益的回报，公司将采取包括但不限于以下各项措施：\n\n# 1、加强对募投项目监管，保证募集资金合理合法使用\n\n为规范公司募集资金的使用与管理，确保募集资金的使用规范、安全、高效，公司董事会已根据相关法律法规制定了《募集资金管理办法》，并将严格"} +{"pdf_name": "20785842_18.pdf", "language": "zh", "markdown": "依照深圳证券交易所关于募集资金管理的规定，将募集资金存放于董事会决定的专项账户，进行集中管理。公司上市后将在规定时间内与保荐机构及募集资金存管银行签订《募集资金三方监管协议》。\n\n公司还将进一步发挥独立董事、监事会在募集资金管理事项的作用。如有以募集资金置换预先已投入募投项目的自筹资金或用闲置募集资金暂时补充流动资金等事项，公司将提请独立董事、监事会等发表意见。\n\n# 2、加大现有业务发展力度，提升公司营业收入和净利润规模\n\n为进一步提升股东回报水平，公司将充分利用目前良好的市场环境，继续加大现有产品的销售力度，进一步开拓国内外的市场空间，并合理控制各项成本开销，从而努力提升公司营业收入和净利润水平，争取在募投项目实现预期效益之前，努力降低由本次发行导致投资者即期回报被摊薄的风险。\n\n# 3、提高公司日常运营效率，降低公司运营成本，提升公司经营业绩\n\n本次发行完成后，公司将在扩大市场份额和提升竞争力的同时，更加注重内部控制制度的建设和执行，以保障公司生产经营的合法合规性、营运的效率与效果。公司将努力提高资金的使用效率、完善并强化投资决策程序、合理运用各种融资工具和渠道、控制资金成本和提升资金使用效率、节省公司各项费用支出、全面有效地控制公司经营风险，以提升现有业务盈利能力以更好地回报股东。\n\n# 4、加快募投项目建设进度，争取早日实现项目预期效益\n\n本次募投项目主要围绕公司主营业务展开，一旦实施将有助于扩大现有产品产能、增强公司主营业务盈利能力。其中研发中心项目实施完成后将进一步提升公司的研发实力和效率，加大研发资源的覆盖领域，推动研发成果的产业化，从而提高公司竞争实力和抵御风险的能力。本次发行募集资金到位后，公司将加快推进募投项目建设，争取募投项目早日达产并实现预期效益。\n\n# 5、完善利润分配制度，强化投资者回报机制\n\n公司拟定了《公司章程（草案）》，自首次公开发行股票并上市后生效。《公司章程（草案）》规定了有关利润分配的相关条款，明确了公司利润分配尤其是现金分红的具体条件、比例以及股票股利分配条件等，完善了公司利润分配的决策程序、机制以及利润分配政策的调整原则。"} +{"pdf_name": "9219049_54.pdf", "language": "zh", "markdown": "# 3、 股份变动对最近一年和最近一期每股收益、每股净资产等财务指标的影响（如有）\n\n√适用 □不适用\n\n具体影响及变动详见上述第二节-公司简介和主要财务指标-七、近三年主要会计数据和财务指标。\n\n# 4、 公司认为必要或证券监管机构要求披露的其他内容\n\n□适用 √不适用\n\n# (二) 限售股份变动情况\n\n□适用 √不适用\n\n# 二、 券发行与上市情况\n\n# (一)截至报告期内证券发行情况\n\n□适用 √不适用\n\n截至报告期内证券发行情况的说明（存续期内利率不同的债券，请分别说明）：\n\n□适用 √不适用\n\n# (二)公司股份总数及股东结构变动及公司资产和负债结构的变动情况\n\n□适用 √不适用\n\n# (三)现存的内部职工股情况\n\n□适用 √不适用\n\n# 三、 股东和实际控制人情况\n\n# (一) 股东总数\n\n
截至报告期末普通股股东总数(户)12,248
年度报告披露日前上一月末的普通股股东总数(户)12,180
截至报告期末表决权恢复的优先股股东总数（户）不适用
年度报告披露日前上一月末表决权恢复的优先股股\n东总数（户）不适用
\n\n# (二) 截至报告期末前十名股东、前十名流通股东（或无限售条件股东）持股情况表\n\n单位:股\n\n
前十名股东持股情况
股东名称\n（全称）报告期内增\n减期末持股数\n量比例(%)持有有限\n售条件股\n份数量质押、标记或冻\n结情况股东性质
股份状态数\n量
王伟松35,626,500114,796,50019.500无0境内自然人
浙江皇马控股集\n团有限公司18,270,00058,870,00010.000无0境内非国有\n法人
绍兴世荣宝盛投\n资管理合伙企业\n（有限合伙）13,702,50044,152,5007.500无0境内非国有\n法人
"} +{"pdf_name": "9219049_55.pdf", "language": "zh", "markdown": "
绍兴多银多投资\n管理合伙企业\n（有限合伙）2,770,00033,370,0005.670无0境内非国有\n法人
招商银行股份有\n限公司－睿远成\n长价值混合型证\n券投资基金11,673,97227,658,4024.700无0其他
马荣芬6,394,50020,604,5003.500无0境内自然人
王新荣2,915,50020,505,5003.480无0境内自然人
马夏坤2,915,50020,505,5003.480无0境内自然人
中国工商银行股\n份有限公司－诺\n安先锋混合型证\n券投资基金9,725,94118,945,4413.220无0其他
广发银行股份有\n限公司－国泰聚\n信价值优势灵活\n配置混合型证券\n投资基金10,704,33710,704,3371.820无0其他
前十名无限售条件股东持股情况
股东名称持有无限售条件流通股的数量股份种类及数量
种类数量
王伟松114,796,500人民币普\n通股114,796,500
浙江皇马控股集团有限公司58,870,000人民币普\n通股58,870,000
绍兴世荣宝盛投资管理合伙企\n业（有限合伙）44,152,500人民币普\n通股44,152,500
绍兴多银多投资管理合伙企业\n（有限合伙）33,370,000人民币普\n通股33,370,000
招商银行股份有限公司－睿远\n成长价值混合型证券投资基金27,658,402人民币普\n通股27,658,402
马荣芬20,604,500人民币普\n通股20,604,500
王新荣20,505,500人民币普\n通股20,505,500
马夏坤20,505,500人民币普\n通股20,505,500
中国工商银行股份有限公司－\n诺安先锋混合型证券投资基金18,945,441人民币普\n通股18,945,441
广发银行股份有限公司－国泰\n聚信价值优势灵活配置混合型\n证券投资基金10,704,337人民币普\n通股10,704,337
前十名股东中回购专户情况说\n明无
上述股东委托表决权、受托表决\n权、放弃表决权的说明无
"} +{"pdf_name": "9306928_87.pdf", "language": "zh", "markdown": "以未偿付本金金额为基础的利息的支付，且公司管理此类金融资产的业务模式为以收取合同现金流量为目标的，本公司将其分类为以摊余成本计量的金融资产。该金融资产采用实际利率法，按照摊余成本进行后续计量，其摊销、减值及终止确认产生的利得或损失，计入当期损益。\n\n# ② 以公允价值计量且其变动计入其他综合收益的债务工具投资\n\n金融资产的合同现金流量特征与基本借贷安排相一致，即在特定日期产生的现金流量，仅为对本金和以未偿付本金金额为基础的利息的支付，且公司管理此类金融资产的业务模式为既以收取合同现金流量为目标又以出售为目标的，本公司将其分类为以公允价值计量且其变动计入其他综合收益的金融资产。该金融资产采用实际利率法确认的利息收入、减值损失及汇兑差额确认为当期损益，其余公允价值变动计入其他综合收益。终止确认时，之前计入其他综合收益的累计利得或损失从其他综合收益转出，计入当期损益。\n\n# ③ 指定为以公允价值计量且其变动计入其他综合收益的权益工具投资\n\n初始确认时，本公司将部分非交易性权益工具投资指定为以公允价值计量且其变动计入其他综合收益的金融资产。本公司将其相关股利收入计入当期损益，其公允价值变动计入其他综合收益。该金融资产终止确认时，之前计入其他综合收益的累计利得或损失将从其他综合收益转入留存收益，不计入当期损益。\n\n# ④ 以公允价值计量且其变动计入当期损益的金融资产\n\n包括分类为以公允价值计量且其变动计入当期损益的金融资产和指定为以公允价值计量且其变动计入当期损益的金融资产。\n\n本公司将持有的未划分为以摊余成本计量和以公允价值计量且其变动计入其他综合收益的金融资产，分类为以公允价值计量且其变动计入当期损益的金融资产。\n\n在初始确认时，为消除或显著减少会计错配，本公司可将金融资产指定为以公允价值计量且其变动计入当期损益的金融资产。\n\n# （3）金融资产转移的确认依据和计量方法\n\n本公司已将金融资产所有权上几乎所有的风险和报酬转移给转入方的，终止确认该金融资产；保留了金融资产所有权上几乎所有的风险和报酬的，不终止确认该金融资产。\n\n本公司既没有转移也没有保留金融资产所有权上几乎所有的风险和报酬，未保留对该金融资产控制的��终止确认该金融资产并将转移中产生或保留的权利和义务单独确认为资产或负债；保留了对该金融资产控制的，按照继续涉入被转移金融资产的程度继续确认有关金融资产，并相应确认相关负债。\n\n# （4）金融负债的分类和计量\n\n金融负债于初始确认时分类为以公允价值计量且其变动计入当期损益的金融负债和其他金融负债。\n\n# 1）金融负债的初始计量\n\n金融负债在初始确认时以公允价值计量。对于以公允价值计量且其变动计入当期损益的金融负债，相关交易费用直接计入当期损益；对于以摊余成本计量的金融负债，相关交易费用计入初始确认金额。\n\n# 2）金融负债的后续计量\n\n# ①以公允价值计量且其变动计入当期损益的金融负债\n\n包括交易性金融负债（含属于金融负债的衍生工具）和初始确认时指定为以公允价值计量且其变动计"} +{"pdf_name": "9306928_88.pdf", "language": "zh", "markdown": "入当期损益的金融负债。\n\n交易性金融负债（含属于金融负债的衍生工具），按照公允价值进行后续计量，除与套期会计有关外，公允价值变动计入当期损益。\n\n指定为以公允价值计量且其变动计入当期损益的金融负债，由本公司自身信用风险变动引起的公允价值变动计入其他综合收益；终止确认时，之前计入其他综合收益的累计利得或损失从其他综合收益中转出，计入留存收益。其余公允价值变动计入当期损益。如果前述会计处理会造成或扩大损益中的会计错配，将该金融负债的全部利得或损失（包括企业自身信用风险变动的影响金额）计入当期损益。\n\n# ②其他金融负债\n\n除金融资产转移不符合终止确认条件或继续涉入被转移金融资产所形成的金融负债、财务担保合同外的其他金融负债分类为以摊余成本计量的金融负债，按摊余成本进行后续计量，终止确认或摊销产生的利得或损失计入当期损益。\n\n# （5）金融资产和金融负债的抵销\n\n同时满足下列条件的，金融资产和金融负债以相互抵销后的净额在资产负债表内列示：具有抵销已确认金额的法定权利，且该种法定权利是当前可执行的；计划以净额结算，或同时变现该金融资产和清偿该金融负债。\n\n# （6）金融工具的公允价值确定\n\n存在活跃市场的金融工具，以活跃市场中的报价确定其公允价值。不存在活跃市场的金融工具，采用估值技术确定其公允价值。在估值时，本公司釆用在当前情况下适用并且有足够可利用数据和其他信息支持的估值技术，选择与市场参与者在相关资产或负债的交易中所考虑的资产或负债特征相一致的输入值，并尽可能优先使用相关可观察输入值。在相关可观察输入值无法取得或取得不切实可行的情况下，使用不可观察输入值。\n\n# （7）金融工具减值（不含应收款项）\n\n本公司以预期信用损失为基础，对以摊余成本计量的金融资产、以公允价值计量且其变动计入其他综合收益的债务工具投资、财务担保合同等计提减值准备并确认信用减值损失。\n\n本公司在评估预期信用损失时，考虑所有合理且有依据的信息，包括前瞻性信息。\n\n本公司在每个资产负债表日评估金融工具的信用风险自初始确认后是否已经显著增加，如果某项金融工具在资产负债表日确定的预计存续期内的违约概率显著高于在初始确认时确定的预计存续期内的违约概率，则表明该项金融工具的信用风险显著增加。\n\n如果信用风险自初始确认后未显著增加，处于第一阶段，本公司按照未来12个月内预期信用损失的金额计量损失准备；如果信用风险自初始确认后已显著增加但尚未发生信用减值，处于第二阶段，本公司按照相当于整个存续期内预期信用损失的金额计量损失准备；金融工具自初始确认后已发生信用减值的，处于第三阶段，本公司按照整个存续期的预期信用损失计量损失准备。\n\n对于在资产负债表日具有较低信用风险的金融工具，本公司假设其信用风险自初始确认后并未显著增加，按照未来 12 个月内的预期信用损失计量损失准备。"} +{"pdf_name": "9276901_51.pdf", "language": "zh", "markdown": "# 我們的保險範圍或不足以覆蓋有關我們業務經營的風險\n\n在中國，劣質或問題產品的製造商及銷售商須對該等產品引致的損失及傷害負責。根據1987年1月1日起生效的《中華人民共和國民法通則》（「中國民法通則」），倘劣質產品引發個人財物損失或人身傷害，則該劣質產品的製造商或銷售商須承擔民事責任。根據1993年9月1日起生效的《中華人民共和國產品質量法》（「中國產品質量法」），製造商須負責其生產的產品品質，生產的產品不能危及任何個人或財產的安全。產品必須符合若干國家或行業標準（如適用）。此外，根據1994年1月1日起生效的《中華人民共和國民法消費者權益保護法》（「中國消費者保護法」），其保護消費者在購買或使用產品或服務中的個人及財產安全的法律權利及權益。中國消費者保護法適用於在中國提供其製造或出售的產品及提供服務的業務經營者，及在日常生活中因消費需要購買或使用商品或接受服務的消費者。本集團及集團產品受中國民法通則、中國產品質量法、中國消費者保護法以及其他相關法律法規的規管。\n\n我們開發或分銷的產品的任何結構性缺陷或會導致客戶對本集團產生劇烈不利反應，引發負面宣傳及需額外時間、精力及開支更正問題及處理對本集團的索償。於最後實際可行日期，我們並無發生任何重大索償。然而，日後的任何索償將對我們的財務狀況及盈利能力產生重大不利影響。\n\n我們目前亦無就業務中斷或任何第三方責任投保。我們在中國並無遭遇有關手錶的任何第三方責任索償。我們的董事認為，中國的標準業務慣例是不繼續就第三方產品責任購買任何保單，且我們並無法定義務繼續在中國購買第三方產品責任險或產品質量保險。\n\n# 與我們行業有關的風險\n\n# 我們的營運環境競爭激烈\n\n中國手錶行業競爭激烈，我們手錶的定價及需求受到我們所面臨競爭強度的重大影響。我們的主要競爭對手包括中國中低端手錶市場的主要手錶品牌。根據Euromonitor資料顯示，與天王擁有相似品牌知名度及銷售量的具可比性手錶品牌是羅西尼、依波及飛亞"} +{"pdf_name": "9276901_52.pdf", "language": "zh", "markdown": "達。與我們比較，該等競爭對手可能擁有更雄厚的財務及技術資源、更強的設計及製造能力、更穩健的客戶關係、更廣闊的零售及分銷網絡及更好的品牌形象。因此，我們無法擔保我們能與該等競爭對手展開有效競爭，而該等競爭壓力或會對我們的業務、財務狀況及經營業績產生不利影響。有關我們營運所處的中國手錶行業競爭格局的詳情，請參閱本文件「行業概覽」一節及「我們的業務－競爭」一節。\n\n手錶行業因經營成本及行業進入成本過高而導致其進入門檻較高，我們目前享有這一競爭優勢。然而，我們無法保證，市場上將不會有對我們造成巨大競爭壓力、減少我們市場份額並擁有雄厚財務資源的新市場進入者加入該行業。此外，我們近來拓展的一些市場現時或會存在實力雄厚的競爭對手，或會對我們的業務及發展前景產生不利影響。請參閱本節「擴充至新地理市場導致風險增加」的風險因素。\n\n# 因中國整體的生產成本、手錶零部件成本、勞工成本、特許費及租金增加及通貨膨脹或會對我們的業務及盈利能力產生不利影響\n\n我們的成功高度依賴中國零售市場的增長。過往，中國的經濟增長曾伴隨幾個時期的高通貨膨脹，中國政府已不時實施多項政策來遏制通貨膨脹。然而，中國政府自2008年全球經濟危機起所實施的刺激措施反而導致高通脹。\n\n通貨膨脹對我們的銷售成本造成重大不利影響。尤其是，我們手錶零部件的購買價格及我們銷售點的特許費或租賃開支於2010年7月1日至2012年9月30日期間呈大幅增長。此外，中國的勞工成本於近年來呈大幅增長，從而影響了我們的成本結構。除通貨膨脹及其他因素外，於2008年1月1日生效的《中華人民共和國勞動合同法》的實施亦為中國勞動成本增加的原因。董事預期我們的銷售成本於未來將持續增加。倘我們無法識別及採納適當方法來降低成本或將該等成本增幅轉嫁至我們的客戶，我們的業務、財務狀況及經營業績或會受到重大不利影響。\n\n此外，假如中國出現長期的通貨膨脹，將導致實際可支配收入減少及客戶購買我們手錶的意慾降低。由於我們的未來增長與中國的消費者消費模式密切相關，持續或不時出現的通貨膨脹會導致消費者信心受挫，從而對我們的業務、發展前景及經營業績造成重大不利影響。"} +{"pdf_name": "9312925_108.pdf", "language": "zh", "markdown": "
限公司\n（科技园\n区）3；非甲烷\n总烃：\n1.84m/gm\n3准\nGB37823\n-2019
广东温氏\n大华农生\n物科技有\n限公司\n（科技园\n区）废气处理后达\n标排放1废水处理\n站废气排\n放口臭气浓\n度：417制药工业\n大气污染\n物排放标\n准\nGB37823\n-2019、恶\n臭污染物\n排放标准\nGB14554\n-93//无超标
广东温氏\n大华农生\n物科技有\n限公司\n（新成工\n业园厂\n区）废水处理后达\n标排放1工业园废\n水排放口化学需氧\n量：\n22.75m/\ngL；五日生\n化需氧\n量：\n7.93m/L\ng；氨氮：\n2.72m/L\ng；悬浮物：\n11.5m/Lg中药类制\n药工业水\n污染物排\n放标准\nGB21906\n-2008、混\n装制剂类\n制药工业\n水污染排\n放标准\nGB21908\n-2008、水\n污染物排\n放限值\nDB44/26-\n2001、城\n镇污水处\n理厂污染\n物排放标\n准\nGB18918\n-2002、新\n管办函\n【2012】\n10 号文\n件标准化学需氧\n量：\n0.273t；氨\n氮：0.033t/无超标
广东温氏\n大华农生\n物科技有废气处理后达\n标排放1锅炉废气\n排放口颗粒物：\n12.4m/gm\n3；二氧化《锅炉大\n气污染物\n排放标准颗粒物：\n0.227t；二\n氧化硫：二氧化\n硫: \n0.355t/a；无超标
"} +{"pdf_name": "9312925_109.pdf", "language": "zh", "markdown": "
限公司\n（新成工\n业园厂\n区）硫：\n5m/3gm；\n氮氧化\n物：\n39.5m/gm\n3DB44/76\n5-2019》0.126t；氮\n氧化物：\n0.523t氮氧化\n物: \n1.848t/a
肇庆大华\n农生物药\n品有限公\n司废水处理后达\n标排放1污水处理\n站化学需氧\n量：\n17m/Lg；\n氨氮：\n0.881m/\ngL生物工程\n类制药工\n业水污染\n物排放标\n准 GB \n21907-20\n08、水污\n染物排放\n限值\nDB44/ 26\n—2001化学需氧\n量：\n0.104t；氨\n氮：0.004t化学需氧\n量：\n2.213t/a；\n氨氮：\n0.277t/a无超标
肇庆大华\n农生物药\n品有限公\n司废气处理后达\n标排放1一车间锅\n炉房氮氧化\n物：\n45m/gm3DB44/76\n5-2019 锅\n炉大气污\n染物排放\n标准氮氧化\n物：0氮氧化\n物：0.283 \nt/a无超标
肇庆大华\n农生物药\n品有限公\n司废气处理后达\n标排放1二车间锅\n炉房氮氧化\n物：\n66m/gm3DB44/76\n5-2019 锅\n炉大气污\n染物排放\n标准氮氧化\n物：0氮氧化\n物：0.283 \nt/a无超标
安徽种猪\n公司百子\n原种场废水处理后达\n标排放无无化学需氧\n量：\n100m/L\ng；氨氮：\n15m/Lg《污水综\n合排放标\n准》\n（GB897\n8-1996）\n一级标准化学需氧\n量：\n0.842t；氨\n氮：\n0.015t；总\n磷：\n0.008t；总\n氮：0.45t化学需氧\n量：\n1.02t/a；\n氨氮：\n0.68t/a；\n总磷：\n0.36t/a；\n总氮：\n7.59t/a无超标
广西温氏\n畜牧有限\n公司蒲塘\n一场无处理后达\n标排放无无无畜禽养殖\n污染物排\n放标准\nGB18596\n-2001无无无超标
信丰温氏废水处理后达1废水总排化学需氧畜禽养殖化学需氧化学需氧无超标
"} +{"pdf_name": "9263530_29.pdf", "language": "zh", "markdown": "# 3、报告期内正在进行的重大的非股权投资情况\n\n□ 适用 √ 不适用\n\n# 4、以公允价值计量的金融资产\n\n√ 适用 □ 不适用\n\n单位：元\n\n
资产\n类别初始投资成本本期\n公允\n价值\n变动\n损益计入\n权益\n的累\n计公\n允价\n值变\n动报告期内购入\n金额报告期内售出\n金额累计投资收\n益期末金额资金来源
其他111,776,528.650.000.00411,558,404.82523,876,737.582,943,509.872,401,705.76闲置募集\n资金/自有\n资金
合计111,776,528.650.000.00411,558,404.82523,876,737.582,943,509.872,401,705.76--
\n\n# 5、募集资金使用情况\n\n√ 适用 □ 不适用\n\n# （1）募集资金总体使用情况\n\n√ 适用 □ 不适用\n\n单位：万元\n\n
募集\n年份募集\n方式募集资金\n总额本期已使\n用募集资\n金总额已累计使\n用募集资\n金总额报告期\n内变更\n用途的\n募集资\n金总额累计变\n更用途\n的募集\n资金总\n额累计变\n更用途\n的募集\n资金总\n额比例尚未使\n用募集\n资���总\n额尚未使\n用募集\n资金用\n途及去\n向闲置两\n年以上\n募集资\n金金额
2020非公开\n发行股\n票54,355.6615,745.1853,892.88000.00%768.34768.34\n万元存\n放于对\n应募集\n资金账\n户0
合计--54,355.6615,745.1853,892.88000.00%768.34--0
募集资金总体使用情况说明
经中国证券监督管理委员会证监许可[2020]1031 号文《关于核准安徽中环环保科技股份有限公司非公开发行股票的批复》
"} +{"pdf_name": "9263530_30.pdf", "language": "zh", "markdown": "
核准，公司于 2020 年 10 月 22 日向特定投资者发行人民币普通股（A 股）40,352,158.00 股，每股发行价为 13.63 元，募\n集资金总额为人民币 549,999,913.54 元，扣除券商承销费用和保荐费用合计不含税人民币 5,499,999.14 元（含税金额为\n人民币 5,829,999.08 元），实际募集资金人民币 544,499,914.40 元（包含为本次股票发行累计发生不含税人民币 943,294.10\n元的其他发行费用）。该募集资金已于 2020 年 10 月 22 日到位。上述资金到位情况业经容诚会计师事务所容诚验字\n[2020]230Z0224《验资报告》验证。公司对募集资金采取了专户存储管理。截至 2021 年 12 月 31 日止，公司累计支付发\n行费用 94.33 万元，实际投入项目的募集资金款项共计 53,892.88 万元，累计收到银行存款利息扣除银行手续费等的净额\n为 7.84 万元，累计收到理财产品收益 297.72 万元，募集资金可用余额为 768.34 万元，其中募集资金专户余额 768.34 万\n元。
\n\n# （2）募集资金承诺项目情况\n\n√ 适用 □ 不适用\n\n单位：万元\n\n
承诺投资项\n目和超募资\n金投向是否\n已变\n更项\n目(含\n部分\n变更)募集资金\n承诺投资\n总额调整后投\n资总额\n(1)本报告期\n投入金额截至期末\n累计投入\n金额(2)截至\n期末\n投资\n进度\n(3)＝\n(2)/(1)项目达\n到预定\n可使用\n状态日\n期本报告\n期实现\n的效益截止报\n告期末\n累计实\n现的效\n益是否达\n到预计\n效益项目可\n行性是\n否发生\n重大变\n化
承诺投资项目
1.惠民县生\n活垃圾焚烧\n发电项目否25,00025,0005,172.7725,078.78100.32\n%2020年\n11 月\n30 日966.491,534.17是否
2.泰安市岱\n岳新兴产业\n园供排水一\n体化 PPP 项\n目否21,355.6621,355.6610,572.4120,814.197.46\n%2022年\n04 月\n30 日不适用不适用不适用否
3.补充流动\n资金否8,0008,00008,000100.00\n%不适用不适用不适用不适用否
承诺投资项\n目小计--54,355.6654,355.6615,745.1853,892.88----966.491,534.17----
超募资金投向
不适用
合计--54,355.6654,355.6615,745.1853,892.88----966.491,534.17----
未达到计划\n进度或预计\n收益的情况\n和原因（分\n具体项目）不适用
项目可行性不适用
"} +{"pdf_name": "9291396_23.pdf", "language": "zh", "markdown": "
「香港公開發售」指 提呈香港發售股份以供香港公眾人士認購
「香港證券登記處」指香港中央證券登記有限公司
「香港包銷商」指名列於「包銷—香港包銷商」的香港公開發售的包銷商
「香港包銷協議」指日期為二零一四年一月十五日並由獨家全球協調人、香\n港包銷商及本公司訂立有關香港公開發售的包銷協議
「湖州陳氏」指湖州陳氏天釀管理諮詢有限公司，一間於二零一三年二\n月五日根據中國法律成立的公司，為我們的全資子公司
「湖州味源」指湖州味源飲料食品有限公司，一間於二���零二年八月二\n十三日在中國註冊成立的有限公司，為一名關連人士。\n湖州味源由陳先生的兄長陳衛東先生擁有。陳衛東先生\n為湖州味源的股東之一
「國際財務報告準則」指國際會計準則委員會頒佈的國際會計準則、國際財務報\n告準則、修訂及有關詮釋
「獨立第三方」指根據上市規則不被視為本公司關連人士的個人或公司
「國際發售股份」指根據國際發售初步提呈發售的112 ,500,000股股份，連同\n（ 倘 適 用 ）本 公 司 可 能 因 超 額 配 股 權 獲 行 使 而 將 予 發 行\n的任何額外股份（ 可予重新分配）
「國際發售」指根據規例S於美國境外離岸交易及依據《第144A條》或根\n據 美 國《 證 券 法 》的 任 何 其 他 可 用 登 記 豁 免 於 美 國 境 內\n僅向合資格機構買家按發售價發售國際發售股份
「國際包銷協議」指有關國際發售的國際包銷協議，預期將由獨家全球協調\n人、國際包銷商及本公司於二零一四年一月二十二日或\n前後訂立
"} +{"pdf_name": "9291396_24.pdf", "language": "zh", "markdown": "
「國際包銷商」指由獨家全球協調人牽頭的一組包銷商，預計彼等將訂立\n國際包銷協議以包銷國際發售
「Key Shine」指Key Shine Global Holdings Limited，一間於二零一二年\n九月二十八日根據英屬處女群島法例註冊成立之公司，\n由我們的最終控股股東陳衛忠先生全資擁有
「老恒和」指湖州老恒和釀造有限公司，一間於一九七九年七月一日\n根據中國法律成立的公司，為我們的全資子公司
「老恒和集團有限公司」指老恒和集團有限公司，一間於二零一二年十二月十三日\n根據香港法例成立的公司，為我們的全資子公司
「老恒和酒業」或\n「湖州老恒和酒業」指湖州老恒和酒業有限公司，一間於二零一零年七月二十\n日根據中國法律成立的公司，為我們的全資子公司
「最後實際可行日期」指二零一四年一月九日，即本招股章程付印前就確定其中\n所載若干資料的最後實際可行日期
「上市」指股份於聯交所主板上市
「上市委員會」指聯交所上市委員會
「上市日期」指股 份 於 聯 交 所 上 市 及 股 份 獲 准 開 始 在 聯 交 所 買 賣 的 日\n期，預期為二零一四年一月二十八日或前後
「上市規則」指香 港聯 合交 易所有 限公 司證 券上 市規 則（ 經 不時 修訂 或\n補充）
「麥格理資本證券股份\n有限公司」指根據《證券及期貨條例》獲發牌進行第1類（ 證券交易 ）、\n第 4 類（ 就 證 券 提 供 意 見 ）及 第 6 類（ 就 機 構 融 資 提 供 意\n見）受監管活動的持牌公司
「商務部」指中華人民共和國商務部或其前身中華人民共和國對外經\n濟貿易部
"} +{"pdf_name": "9233077_171.pdf", "language": "zh", "markdown": "
2021 年 1 月 1 日余额4,510,317.3418,034,915.4922,545,232.83
2021 年 1 月 1 日余额\n在本期————————
--转回第一阶段5,965,186.30-5,965,186.30
本期计提-5,814,799.77-5,814,799.77
本期转回2,200,000.002,200,000.00
本期核销51,549.499,869,729.199,921,278.68
2021 年 12 月 31 日余\n额4,609,154.384,609,154.38
\n\n损失准备本期变动金额重大的账面余额变动情况\n\n□ 适用 √ 不适用\n\n按账龄披露\n\n单位：元\n\n
账龄账面余额
1 年以内（含 1 年）5,295,743.09
1 至 2 年13,112,670.65
2 至 3 年946,897.07
3 年以上2,749,031.04
合计22,104,341.85
\n\n# 3）本期计提、收回或转回的坏账准备情况\n\n本期计提坏账准备情况：\n\n单位：元\n\n
类别期初余额本期变动金额期末余额
计提收回或转回核销其他
其他应收款项\n坏帐准备22,545,232. \n83-5,814,799.772,200,000.009,921,278.684,609,154.38
合计22,545,232. \n83-5,814,799.772,200,000.009,921,278.684,609,154.38
\n\n其中本期坏账准备转回或收回金额重要的：无\n\n# 4）本期实际核销的其他应收款情况\n\n单位：元\n\n
项目核销金额
"} +{"pdf_name": "9233077_172.pdf", "language": "zh", "markdown": "
实际核销的其他应收款项9,921,278.68
\n\n其中重要的其他应收款核销情况：\n\n单位：元\n\n
单位名称其他应收款性质核销金额核销原因履行的核销程序款项是否由关联\n交易产生
北京风驰网际科\n技发展有限公司股权转让款6,450,000.00判决无法执行总经理审批否
绍兴上虞庆福母\n婴专护服务有限\n公司租金2,553,555.56无可执行财产总经理审批否
合计--9,003,555.56------
\n\n其他应收款核销说明：无\n\n# 5）按欠款方归集的期末余额前五名的其他应收款情况\n\n单位：元\n\n
单位名称款项的性质期末余额账龄占其他应收款期\n末余额合计数的\n比例坏账准备期末余\n额
Peolpe Moving\nPixels S.L.U预付供应商拆借\n性质款14,340,768.861-2 年64.88%1,434,076.89
广州东合物业管\n理有限公司押金保证金757,245.001 年以内\n469,275.00 元，1-2\n年 287,970.00 元3.43%52,260.75
今日头条有限公\n司押金保证金700,000.001-2 年3.17%70,000.00
王函股权转让款500,000.001 年以内2.26%25,000.00
中国移动通信集\n团河南有限公司押金保证金200,000.003 年以上0.90%200,000.00
合计--16,498,013.86--74.64%1,781,337.64
\n\n# 6）涉及政府补助的应收款项\n\n本期末无涉及政府补助的其他应收款项情况。\n\n# 7）因金融资产转移而终止确认的其他应收款\n\n本期无因金融资产转移而终止确认的其他应收款项情况。"} +{"pdf_name": "9297379_169.pdf", "language": "zh", "markdown": "
银行手续费2,106,867.561,956,064.04
往来款及其他134,477,293.82144,827,108.22
合计253,169,621.88292,337,394.45
\n\n# （3）收到的其他与投资活动有关的现金\n\n单位：元\n\n
项目本期发生额上期发生额
利息收入47,556,799.5041,128,089.55
理财本金6,930,303,000.0053,000,000.00
合计6,977,859,799.5094,128,089.55
\n\n# （4）支付的其他与投资活动有关的现金\n\n单位：元\n\n
项目本期发生额上期发生额
理财产品6,494,343,200.0016,300,000.00
合计6,494,343,200.0016,300,000.00
\n\n# （5）收到的其他与筹资活动有关的现金\n\n# （6）支付的其他与筹资活动有关的现金\n\n单位：元\n\n
项目本期发生额上期发生额
回购库存股61,656,003.86
租赁负债本息56,176,835.20
合计117,832,839.06
\n\n# 79、现金流量表补充资料\n\n# （1）现金流量表补充资料\n\n单位：元\n\n
补充资料本期金额上期金额
1．将净利润调节为经营活动现金流量：----
净利润-261,256,589.3959,515,459.69
加：资产减值准备126,906,405.21102,690,596.99
"} +{"pdf_name": "9297379_170.pdf", "language": "zh", "markdown": "
固定资产折旧、油气资产折耗、\n生产性生物资产折旧193,593,366.95190,687,136.21
使用权资产折旧41,874,443.09
无形资产摊销27,309,110.4320,972,675.36
长��待摊费用摊销7,442,553.199,389,396.63
处置固定资产、无形资产和其他\n长期资产的损失（收益以“－”号填列）-24,275,592.01-4,988,812.53
固定资产报废损失（收益以“－” \n号填列）2,214,623.3111,686,297.41
公允价值变动损失（收益以“－” \n号填列）-3,376,910.50
财务费用（收益以“－”号填列）29,496,696.4419,374,793.27
投资损失（收益以“－”号填列）-69,121,056.88-149,718,516.97
递延所得税资产减少（增加以“－” \n号填列）-42,552,909.53-44,921,438.15
递延所得税负债增加（减少以“－” \n号填列）346,260.231,759,455.47
存货的减少（增加以“－”号填列）-39,110,487.5832,602,165.54
经营性应收项目的减少（增加以\n“－”号填列）-40,945,314.5730,384,966.45
经营性应付项目的增加（减少以\n“－”号填列）78,823,468.59-121,848,079.95
其他
经营活动产生的现金流量净额27,368,066.98157,586,095.42
2．不涉及现金收支的重大投资和筹资活\n动：----
债务转为资本
一年内到期的可转换公司债券
融资租入固定资产
3．现金及现金等价物净变动情况：----
现金的期末余额824,348,484.95850,274,445.17
减：现金的期初余额850,274,445.17954,340,216.77
加：现金等价物的期末余额
减：现金等价物的期初余额
现金及现金等价物净增加额-25,925,960.22-104,065,771.60
"} +{"pdf_name": "3418468_12.pdf", "language": "zh", "markdown": "占比有所上升，主要是因为近年来人工成本、折旧等费用的增长以及经营模式转变导致销售费用投入增加所致；投资收益为 2.16 亿元，同比增长 53.08%，主要是由于公司处置被拆迁企业股权产生的投资收益；净利润为 1.11 亿元同比下降 28.39%，主要是因为京粮（天津）贸易按照天津市规划搬迁重建，收到拆迁补偿款后，交所得税 0.54 亿元。\n\n2012～2014 年，公司总资产报酬率分别为 5.26%、5.35%和 4.56%，净资产收益率分别为 6.70%、5.46%和 6.01%，均有所波动。\n\n综合来看，公司营业收入逐年增长；毛利率有所波动，投资收益和营业外收入对利润总额贡献度较大，主营业务盈利能力不强。\n\n# 2013 年公司经营性现金流与筹资性现金流变化较大；2014 年以来，公司经营性净现金流对利息及债务的保障程度有所降低\n\n2012～2014 年，公司经营性净现金流分别为 1.57 亿元、12.54 亿元和 5.32 亿元，其中 2013 年公司经营性现金流净额同比增加 10.97亿元，主要是由于 2013 年调整业务模式，增加随购随销，应收账款、预付款项及存货减少较多。2014 年，公司经营性净现金流有所下降，主要是公司存货同比增加较多所致。\n\n图 7 2012～2014 年公司现金流情况\n\n2012～2014 年，公司投资性现金流分别为-6.62 亿元、-6.49 亿元和-6.25 亿元。表现为净流出，主要是因为公司规模扩张，购建固定资产、无形资产和其他长期资产支付的现金较大所致4。\n\n2012～2014 年，公司筹资性净现金流分别为 21.21 亿元、-10.23亿元和-6.68 亿元，2013 年筹资性现金流同比减少 31.44 亿元，主要是由于，2013 年公司控制借款规模、偿还债务，货币资金、短期借款、长期借款数额减少，业务模式调整后货币资金周转更加灵活；2014 年筹资性净现金流同比增加 3.35 亿元，主要原因是公司偿还银行贷款等负债的数额减少。\n\n2015 年 1～9 月，公司经营性净现金流、投资性净现金流和筹资性净现金流分别为 1.22 亿元、-8.71 亿元和 4.63 亿元。其中经营性净现\n\n---\n\n4 主要为东疆物流基地、古船粮食加工基地、福宽 F55 果糖项目、仓房改造等。"} +{"pdf_name": "3418468_13.pdf", "language": "zh", "markdown": "金流较 2014 年同期增加 4.88 亿元，主要是由于公司存货较去年同期下降4.19亿元所致；投资性净现金流较2014年同期增加了6.00亿元，主要是因为新增京粮鑫牛润瀛股权投资基金和对小王子食品的股权投资支出；筹资性净现金流增加 10.16 亿元，主要是由于公司发行短融 4亿元，超短融 15 亿元所���。\n\n2014 年，公司经营性净现金流对利息及债务的保障程度有所降低，EBIT 及 EBITDA 对利息的保障倍数有所提高。\n\n表 7 2012～2014 年及 2015 年 1～9 月公司部分财务指标情况\n\n
项目2015 年 1～9 月2014 年2013 年2012 年
经营性净现金流/流动负债（%）1.547.5215.452.32
经营性净现金流/总负债（%）1.034.8411.011.64
经营性净现金流利息保障倍数（倍）-1.812.850.34
EBIT 利息保障倍数（倍）-2.551.941.94
EBITDA 利息保障倍数（倍）-3.462.512.35
现金比率（%）19.6229.4538.8535.76
现金回笼率（%）107.7396.96107.60106.94
\n\n综合来看，公司 2013 年公司经营性净现金流增幅较大，对利息及债务的保障倍数有较大提高，2014 年经营性净现金流对利息及债务的保障倍数较 2013 年有所降低。\n\n# 外部流动性\n\n# 公司融资渠道较好，获得外部资金支持的能力较强\n\n公司承担着中央和北京市政府政策性粮油储备职能，每年均能够获得一定的补贴收入；公司与国内多家银行建立了良好的合作关系；公司在债券市场的债券发行能力较强，市场认可度较高。综合来看获得外部资金支持的能力较强。\n\n# 短期偿债能力\n\n2012～2014 年末，公司货币资金分别为 32.24 亿元、28.05 亿元和 20.36 亿元，有所波动；应收账款周转天数分别为 10.17 天、15.95天和 13.86 天，周转效率有所波动；流动比率和速动比率较低，流动资产对流动负债的保障程度一般。2012～2014 年，公司经营性净现金流分别为 1.57 亿元、12.54 亿元和 5.32 亿元，对债务和利息保障程度不稳定。公司承担着中央和北京市政策性粮油储备职能，每年享受的政府补贴为公司提供了稳定的收益来源。综上所述，公司偿还债务的能力很强。"} +{"pdf_name": "9239999_109.pdf", "language": "zh", "markdown": "债，计入当期投资损失。\n\n被投资单位以后期间实现盈利的，公司在扣除未确认的亏损分担额后，按与上述相反的顺序处理，减记已确认预计负债的账面余额、恢复其他实质上构成对被投资单位净投资的长期权益及长期股权投资的账面价值后，恢复确认投资收益。\n\n# 3． 长期股权投资核算方法的转换\n\n# （1）公允价值计量转权益法核算\n\n本公司原持有的对被投资单位不具有控制、共同控制或重大影响的按金融工具确认和计量准则进行会计处理的权益性投资，因追加投资等原因能够对被投资单位施加重大影响或实施共同控制但不构成控制的，按照《企业会计准则第 22 号——金融工具确认和计量》确定的原持有的股权投资的公允价值加上新增投资成本之和，作为改按权益法核算的初始投资成本。\n\n按权益法核算的初始投资成本小于按照追加投资后全新的持股比例计算确定的应享有被投资单位在追加投资日可辨认净资产公允价值份额之间的差额，调整长期股权投资的账面价值，并计入当期营业外收入。\n\n# （2）公允价值计量或权益法核算转成本法核算\n\n本公司原持有的对被投资单位不具有控制、共同控制或重大影响的按金融工具确认和计量准则进行会计处理的权益性投资，或原持有对联营企业、合营企业的长期股权投资，因追加投资等原因能够对非同一控制下的被投资单位实施控制的，在编制个别财务报表时，按照原持有的股权投资账面价值加上新增投资成本之和，作为改按成本法核算的初始投资成本。\n\n购买日之前持有的股权投资因采用权益法核算而确认的其他综合收益，在处置该项投资时采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理。\n\n购买日之前持有的股权投资按照《企业会计准则第 22 号——金融工具确认和计量》的有关规定进行会计处理的，原计入其他综合收益的累计公允价值变动在改按成本法核算时转入当期损益。\n\n# （3）权益法核算转公允价值计量\n\n本公司因处置部分股权投资等原因丧失了对被投资单位的共同控制或重大影响的，处置后的剩余股权改按《企业会计准则第 22 号——金融工具确认和计量》核算，其在丧失共同控制或重大影响之日的公允价值与账面价值之间的差额计入当期损益。\n\n原股权投资因采用权益法核算而确认的其他综合收益，在终止采用权益法核算时采用��被投资单位直接处置相关资产或负债相同的基础进行会计处理。\n\n# （4）成本法转权益法\n\n本公司因处置部分权益性投资等原因丧失了对被投资单位的控制的，在编制个别财务报表时，处置后的剩余股权能够对被投资单位实施共同控制或施加重大影响的，改按权益法核算，并对该剩余股权视同自取得时即采用权益法核算进行调整。\n\n# （5）成本法转公允价值计量\n\n本公司因处置部分权益性投资等原因丧失了对被投资单位的控制的，在编制个别财务报表时，处置后的剩余股权不能对被投资单位实施共同控制或施加重大影响的，改按《企业会计准则第 22号——金融工具确认和计量》的有关规定进行会计处理，其在丧失控制之日的公允价值与账面价值间的差额计入当期损益。\n\n# 4． 长期股权投资的处置\n\n处置长期股权投资，其账面价值与实际取得价款之间的差额，应当计入当期损益。采用权益法核算的长期股权投资，在处置该项投资时，采用与被投资单位直接处置相关资产或负债相同的"} +{"pdf_name": "9239999_110.pdf", "language": "zh", "markdown": "基础，按相应比例对原计入其他综合收益的部分进行会计处理。\n\n处置对子公司股权投资的各项交易的条款、条件以及经济影响符合以下一种或多种情况，将多次交易事项作为一揽子交易进行会计处理：\n\n（1）这些交易是同时或者在考虑了彼此影响的情况下订立的；\n\n（2）这些交易整体才能达成一项完整的商业结果；\n\n（3）一项交易的发生取决于其他至少一项交易的发生；\n\n（4）一项交易单独看是不经济的，但是和其他交易一并考虑时是经济的。\n\n因处置部分股权投资或其他原因丧失了对原有子公司控制权的，不属于一揽子交易的，区分个别财务报表和合并财务报表进行相关会计处理：\n\n（1）在个别财务报表中，对于处置的股权，其账面价值与实际取得价款之间的差额计入当期损益。处置后的剩余股权能够对被投资单位实施共同控制或施加重大影响的，改按权益法核算，并对该剩余股权视同自取得时即采用权益法核算进行调整；处置后的剩余股权不能对被投资单位实施共同控制或施加重大影响的，改按《企业会计准则第 22 号——金融工具确认和计量》的有关规定进行会计处理，其在丧失控制之日的公允价值与账面价值间的差额计入当期损益。\n\n（2）在合并财务报表中，对于在丧失对子公司控制权以前的各项交易，处置价款与处置长期股权投资相应对享有子公司自购买日或合并日开始持续计算的净资产份额之间的差额，调整资本公积（股本溢价），资本公积不足冲减的，调整留存收益；在丧失对子公司控制权时，对于剩余股权，按照其在丧失控制权日的公允价值进行重新计量。处置股权取得的对价与剩余股权公允价值之和，减去按原持股比例计算应享有原有子公司自购买日开始持续计算的净资产的份额之间的差额，计入丧失控制权当期的投资收益，同时冲减商誉。与原有子公司股权投资相关的其他综合收益等，在丧失控制权时转为当期投资收益。\n\n处置对子公司股权投资直至丧失控制权的各项交易属于一揽子交易的，将各项交易作为一项处置子公司股权投资并丧失控制权的交易进行会计处理，区分个别财务报表和合并财务报表进行相关会计处理：\n\n（1）在个别财务报表中，在丧失控制权之前每一次处置价款与处置的股权对应的长期股权投资账面价值之间的差额，确认为其他综合收益，在丧失控制权时一并转入丧失控制权当期的损益。\n\n（2）在合并财务报表中，在丧失控制权之前每一次处置价款与处置投资对应的享有该子公司净资产份额的差额，确认为其他综合收益，在丧失控制权时一并转入丧失控制权当期的损益。\n\n# 5． 共同控制、重大影响的判断标准\n\n如果本公司按照相关约定与其他参与方集体控制某项安排，并且对该安排回报具有重大影响的活动决策，需要经过分享控制权的参与方一致同意时才存在，则视为本公司与其他参与方共同控制某项安排，该安排即属于合营安排。\n\n合营安排通过单独主体达成的，根据相关约定判断本公司对该单独主体的净资产享有权利时，将该单独主体作为合营企业，采用权益法核算。若根据相关约定判断本公司并非对该单独主体的净资产享有权利时，该单独主体作为共同经营，本公司确认与共同经营利益份额相关的项目，并按照相关企业会计准则的规定进行会计处理。\n\n重大影响，是指投资方对被投资单位的财务和经营���策有参与决策的权力，但并不能够控制或者与其他方一起共同控制这些政策的制定。本公司通过以下一种或多种情形，并综合考虑所有事实和情况后，判断对被投资单位具有重大影响：（1）在被投资单位的董事会或类似权力机构中派有代表；（2）参与被投资单位财务和经营政策制定过程；（3）与被投资单位之间发生重要交"} +{"pdf_name": "9236806_61.pdf", "language": "zh", "markdown": "此外，根據《中華人民共和國企業所得稅法》（「中國企業所得稅法」），如外資實體被視為「非居民企業」（定義見中國企業所得稅法），除非該實體有權減免或撇銷有關稅項（包括通過稅務條約或協議方式），否則須就2008年1月1日起累計之盈利向外資實體應付的任何股息繳納10%的預扣稅。\n\n我們的投資物業位於由中國政府授予長期土地使用權的土地之上。目前仍不確定我們決定尋求延長投資物業的土地使用權時我們將須支付的土地出讓金金額以及可能被施加的額外條件。\n\n我們的投資物業由我們根據中國政府授予的土地使用權持有。根據中國法律，商業、旅遊及娛樂用地的土地使用權最長年期為40年，而綜合或者其他用途的土地使用權最長年期則為50年。於屆滿後，除非土地使用權持有人已申請並獲准延長土地使用權年期，否則土地使用權將交回中國政府。\n\n該等土地使用權並無自動續期權，土地使用權持有人須於土地使用權年期屆滿前一年申請續期。倘續期申請獲批准，則土地使用權持有人將須（其中包括）支付土地出讓金。倘並無作出申請或倘有關申請未獲批准，則土地使用權所涉及的物業將歸還中國政府而不會獲得任何補償。由於截至上市日期，中國政府授予的土地使用權中，並無與我們的投資物業所獲授予者類似的土地使用權全期屆滿，故並無先例可預示倘我們決定於我們投資物業的土地使用權年期屆滿後尋求延期時將須支付的土地出讓金金額及可能被施加的任何額外條件。\n\n在若干情況下，倘中國政府認為符合公眾利益，則可在土地使用權年期屆滿前終止土地使用權。此外，倘受讓人未有遵守或履行土地使用權出讓合同的若干條款及條件，則中國政府有權終止長期土地使用權並沒收土地。倘中國政府收取高昂的土地出讓金、施加額外條件或不批准延長我們任何投資物業的土地使用權年期，我們的經營及業務可能會受到干擾，從而可能對我們的業務、財務狀況及經營業績造成重大不利影響。\n\n根據中國企業所得稅法，我們可能被視為中國居民企業，來自全球的收入可能須繳納中國稅項。\n\n根據於2008年1月1日生效的中國企業所得稅法，若中國境外成立的企業的「實際管理機構」設於中國境內，則會被視為「居民企業」，一般須就全球收入按統一稅率25%繳納企業所得稅（「企業所得稅」）。根據中國企業所得稅法的實施條例，「實際管理機構」被定義為對某企業的業務、人員、賬款和財產有重大和全面管理控制權的機構。\n\n目前我們絕大部分的管理層均位於中國，且日後仍可能位於中國。於2009年4月，中國國家稅務總局針對控股股東為中國境內企業或企業集團的境外註冊企業頒佈了一"} +{"pdf_name": "9236806_62.pdf", "language": "zh", "markdown": "項通知，闡明了「實際管理機構」的定義。然而，對於由另一家海外企業投資或控制，而由中國居民個人最終控股的海外企業的情況，稅務當局尚未作出明確規定，而我們正屬於此類情況。因此，我們可能被視作中國居民企業而須繳納中國企業所得稅。當前，我們被視作居民企業後可能面臨的稅務問題尚不明朗，這取決於中國財稅部門應用或執行中國企業所得稅法及其實施條例的情況。\n\n# 我們應向外國投資者派付的股息及銷售股份所得收益可能須根據中國稅法繳納預扣稅。\n\n根據中國企業所得稅法及國務院頒佈的實施條例，由中國「居民企業」向「非居民企業」（未在中國設立機構或營業地點的企業，或設立機構或營業地點惟有關收益與在中國設立的機構或營業地點並無存在實際關連的企業）投資者派付源自中國境內之股息適用10%之中國所得稅稅率。同樣，該等企業轉讓股份產生之任何收益若被視為源自中國境內的收益，亦採用10%之中國所得稅稅率。倘我們被視為一家中國「居民企業」，我們就股份所派付之股息，或　閣下因轉讓我們的股份所產生之收益是否會被當作中國境內之收益而須繳納中國所得稅尚不清楚。這將取決於中國稅務機關如何詮釋、應用或實行中國企業所得稅法及實施條���。例如，根據中國與香港之間訂立並於2006年12月8日生效之稅務條約，預扣稅限定為10%，比如一家於香港註冊成立之公司，倘其持有於中國註冊成立之公司25%或以上之權益，則須就自該中國公司所收取之股息繳納5%的預扣稅，或倘其持有中國企業之權益不足25%，則須繳納10%之預扣稅。倘根據中國企業所得稅法，我們向外國股東派付之股息須預扣中國所得稅，或倘　閣下須就轉讓股份支付中國所得稅，則　閣下於我們股份之投資價值可能受到重大不利影響。\n\n股東或身為中國居民的實益擁有人未能根據有關中國居民進行離岸投資活動的法規作出任何所需申請及備案可能會妨礙我們分派利潤，且或會令我們及中國居民股東承擔中國法律項下之責任。\n\n國家外匯管理局頒佈並於2014年7月4日生效的《關於境內居民通過特殊目的公司境外投融資及返程投資外匯管理有關問題的通知》（「國家外匯管理局37號文」）規定中國個人居民（「中國居民」）向國家外匯管理局地方分支登記，方可投入資產或股本權益於由中國居民直接成立或控制的境外特殊目的公司（「境外特殊目的公司」），藉以進行投資或融資。根據13號文，登記應由銀行審閱及處理以及國家外匯管理局及其地方分局應透過銀行對外匯登記進行間接監管。於首次登記後，中國居民亦須就境外特殊目的公司之任何主要變動辦理登記，包括（其中包括）中國居民股東、境外特殊目的公司的名稱或營運年期之任何主要變動或境外特殊目的公司註冊資本的任何增減、股份轉讓或轉換、合併或分拆。未能遵守國家外匯管理局37號文的登記程序可能導致處罰及制裁，包括就境外特殊目的公司的中國附屬公司向其海外母公司分派股息的能力施加限制。"} +{"pdf_name": "11683205_26.pdf", "language": "zh", "markdown": "據《公司法》以及章程大綱及章程細則，本公司可自利潤或股份溢價賬中宣派及派付股息，而在任何情況下，如派付股息會導致本公司在日常業務過程中無法償還到期債務，則不得宣派或派付股息。投資者不應抱以收取現金股息的預期購買股份。請參閱「財務資料 — 股息」。\n\n# 上市開支\n\n我們將承擔的上市開支估計約為人民幣123.4百萬元（包括包銷佣金），其中約人民幣49.1百萬元預計將計入我們的綜合損益表，而約人民幣74.3百萬元預計將於上市後作為權益扣減入賬。假設發售價為每股股份11.65港元（即本招股章程所述示意性發售價格區間的中位數）並假設超額配售權未獲行使，我們的上市開支佔所得款項總額的6.2%。上述上市開支為最新的實際可行估計，僅供參考，實際金額可能與此估計有所不同。董事預計，該等上市開支將不會對我們截至2020年12月31日止年度的經營業績產生重大不利影響。\n\n# 新型冠狀病毒疫情的影響\n\n自2020年初以來，全世界越來越多的國家和地區爆發了新型冠狀病毒肺炎，新型冠狀病毒肺炎被認為是引發呼吸系統疾病的高度傳染性疾病。此後，報道的新型冠狀病毒肺炎病例大量增加，導致世界各國政府採取前所未有的措施，例如封城、限制出行、隔離及停業。新型冠狀病毒肺炎的蔓延繼續衝擊中國和歐洲（我們幾乎所有業務及臨床前研究和臨床試驗均在中國和歐洲進行），以及我們部分供應鏈所在的若干其他國家和地區。\n\n為保護我們的僱員，我們於2020年1月下旬及2月要求所有僱員遠程工作。我們於2020年3月正式恢復正常的現場運營，包括自主研發及商業化活動。因此，新型冠狀病毒疫情對我們2020年第一季度的業務運營及經營業績造成重大影響。截至2020年7月31日止七個月，我們的收入受到新型冠狀病毒疫情的嚴重影響，原因是我們的TAVI產品銷量下跌，尤其是在2020年2月和3月，這主要是由於許多主動脈瓣狹窄患者避免就診，住院治療率暫時降低所致。於2020年第一季度，我們的月均銷量較2019年第四季度減少逾20%。自2020年4月起，銷量逐漸回升。於2020年4月至7月四個月期間，我們的月均銷量較2020年第一季度增加逾100%。我們預計，在未來幾年內，新型冠狀病毒疫情對我們業務的影響將相對有限，這是鑒於以下因素：\n\n• 根據弗若斯特沙利文的資料，自2月中旬起，中國每日新感染及疑似新型冠狀病毒肺炎病例數量大幅減少，且中國於3月初解除對低風險城市的大規模封鎖措施。社交隔離措施已逐步解除，且醫院已逐漸全面恢復醫療服務。因此，我"} +{"pdf_name": "11683205_27.pdf", "language": "zh", "markdown": "們的可治療患者群體的住院治療率有所增加並恢復至正常��平，進而對我們商業化產品的需求也逐漸恢復。弗若斯特沙利文預計，2020年餘下時間裡，中國TAVI市場的需求及增長將不會受到新型冠狀病毒疫情的重大影響。\n\n• 就我們在中國進行的VitaFlowTM II臨床試驗而言，截至2019年3月，我們已對所有入組參加註冊臨床試驗的患者完成TAVI手術。因此，有關註冊臨床試驗的30天評估已於新型冠狀病毒疫情前完成。國家藥監局已與我們確認，基於註冊臨床試驗的臨床試驗結果，倘我們申請VitaFlowTM II的國家藥監局上市許可，其不會反對。因此，我們在預計VitaFlowTM II在中國的開發進度及時間表時已考慮新型冠狀病毒疫情。於2020年10月，我們向國家藥監局提交VitaFlowTM II的註冊材料，該註冊材料於2020年11月獲受理且目前正在審核中。\n\n• 對於我們在歐洲進行的臨床試驗，自2020年2月起暫停患者入組。截至最後可行日期，所有臨床試驗基地均未恢復臨床試驗。我們預計，隨著新型冠狀病毒疫情得到遏制，該情況將繼續改善，我們預計疫情不會對正在歐洲進行的VitaFlowTM II臨床試驗產生任何重大長期影響。我們積極與各臨床試驗基地及為臨床試驗所聘請的CRO討論，以了解歐洲的最新狀況。我們亦為已入組臨床試驗且已完成TAVI手術的患者開展隨訪評估。另外，作為一項業內慣例，EMA將考慮將在其他國家獲得的臨床試驗數據（根據國際指南於臨床試驗中取得）作為CE標誌註冊的支持數據。我們計劃使用註冊臨床試驗及已入組歐洲臨床試驗的患者為期一年隨訪評估的臨床數據，以支持VitaFlowTM II的CE標誌註冊。截至最後可行日期，我們已對所有該等患者完成使用VitaFlowTM II的TAVI手術，因此VitaFlowTM II在歐洲的預計開發進度將不會因新型冠狀病毒疫情而受到重大不利影響且已計及新型冠狀病毒疫情。\n\n• 新型冠狀病毒疫情對VitaFlowTM在新興市場（包括阿根廷、俄羅斯及泰國）的註冊並無重大影響。由於VitaFlowTM毋須在該等國家完成當地臨床試驗，在該等國家的註冊進程未受到新型冠狀病毒疫情的重大影響，且我們已分別於2020年7月及2020年11月在阿根廷及泰國成功註冊VitaFlowTM。截至最後可行日期，我們正在俄羅斯進行VitaFlowTM的註冊準備工作，我們將於未來兩年內提交註冊材料。\n\n• 新型冠狀病毒疫情對我們的生產活動並無重大影響。2020年第一季度，由於實施社交隔離措施，我們的生產力暫時下降。在採取保護措施的前提下，我們於"} +{"pdf_name": "11699843_42.pdf", "language": "zh", "markdown": "大模型的应用场景应该远远大于聊天、对话，微软 Copilot、Notion.ai 等软件都是很好的场景范例，而国内很多做 AI 大模型应用的企业显然视野不够开阔。生成能力显然只是其中的一种作用，国内许多 VC、媒体都将其窄化了。实际上大模型背后的推理、理解能力也至关重要。\n\n# Q9: 算力底层和芯片的行业机遇？\n\n如果沿着工业革命讲，针对大模型训练，是否会将整个芯片工具链整体颠覆？最近看到一些美国的公司它们内部的战略也比较摇摆。\n\n除了当前能看到的 GPU、CPU 这类芯片以外，一些低功耗的 FPGA 和 ASIC 芯片也是有很大潜力完成进一步突破的。一方面，现在的 GPU, 包括谷歌的 TPU等在内做完大训练模型之后，放进本地化部署，整个过程是一定需要低功耗的FPGA 和 ASIC 芯片来辅助的。\n\n在未来可能会形成这样一种格局：大的算力中心训练好大模型之后，将其分布到各个边缘节点，然后通过 FPGA 和 ASIC 芯片来完成，而不光只是当前看到的 GPU 芯片，也不只是像 NVIDIA 和 AMD 这样的公司能够参与其中。将来谷歌的 GPU，甚至可能包括国内比特大陆、嘉楠耘智等其他一些做过 ASIC 的企业都可以进入赛道。\n\n也应该考虑到这样一个问题，尽管当前底层硬件的创新很多，但五年之内去跟NVIDIA 比拼软件生态仍是十分困难的，因为最终还是要将大模型应用到这些硬件当中，并完成模型优化、模型剪枝等后续处理工作。NVIDIA 近期收购了很多优质公司，来巩固它在硬件生态领域的市场地位。但可能 5 到 10 年后，比方说摩尔定律对模型算力的预测真的没办法持续的时候，才可能会有一些新的"} +{"pdf_name": "11699843_43.pdf", "language": "zh", "markdown": "机会。\n\n# Q10: 未来是否会有大模型边缘端推理的芯片需求？\n\n以国内的电力调度来举例说明，现在的潮流调度，包括 N+1 的潮流计算在内，实际上还是基于大部分的云节点和少量的边缘计算节点来进行支撑的，这对于未来智能电网的调度而言是远不够的。但假设在大模型预设之后，将简单计算放在边缘���点，做成一个类似智能电表之类的网关，完成简单的推理计算，将会大幅度减少云端和边缘-中心端的计算压力，模型的数据优化和调度方面也会有质的进展。\n\n太大的模型放在边缘端确实是比较头疼的问题。大模型的内部链接很多，因此想要把它拆分为基础和应用两部分，还是存在很大难度的。尽管有部分模型在中间是有比较窄的，可以把计算分成两头，但是对于一些中间链接较多的模型，数据带宽过大，想要硬性切开就非常复杂。\n\n其实模型内部还是会切割的，每个企业需要利用模型来解决具体问题，因此没必要用大模型来运算，他们就会切一些小模型完成相应任务。\n\n# Q11: 大模型在未来会出现技术周期拉长，乃至终止的问题吗？\n\n这个问题是始终伴随着人类价值观和风险应对的，因此 Alignment 的处理至关重要，也会是影响技术周期的潜在因素。要想解决 AI Alignment 的问题，就必须对涌现的基本原理有所了解，但目前还未能对其有更好的解释，因此 AI 模型的安全性始终存在着不可控的风险。"} +{"pdf_name": "20745510_22.pdf", "language": "zh", "markdown": "# (三) 经营计划或目标\n\n创新是第一动力，2019 年公司继续加大设备、技术改造投入，抢抓轻量化等机遇，增收增效加快发展：完善大型自动化压铸单元 3 个；完善变速箱铝合金箱体生产线、变速箱铸铁箱体生产线、离合器壳体生产线、取力器壳体共 6 条生产线，智能化加工单元 15 个以上，继续提升数字化加工水平，在工艺创新、产品开发、技术改造等方面实现新突破。\n\n实行经营体全覆盖，降本增效，打造利益共同体。实施管理优化，加强方针目标管理，深化 QCDSM、工作看板管理，QSB+提升管理效率。\n\n2019 年预算收入 2 亿元，预算利润 2,000 万元。\n\n上述经营计划并不构成对投资者的业绩承诺，投资者应对此保持足够的风险意识，并且应当理解经营计划与业绩承诺之间的差异。\n\n# (四) 不确定性因素\n\n主营业务收入增加会带来一定的管理难度，随着公司市场及新产品开发业务的增长，资产、业务和人员等将会进一步优化，公司将在运营管理、资金管理和内部控制等方面面临一定的挑战，给公司生产经营管理带来一定的不确定性。\n\n# 五、 风险因素\n\n# (一) 持续到本年度的风险因素\n\n1、主要客户较集中风险：公司报告期前五大客户西安法士特汽车传动有限公司、东风商用车有限公司、陕西法士特齿轮有限责任公司、陕西法士特沃克齿轮有限公司、宝鸡法士特齿轮有限责任公司。其中西安法士特汽车传动有限公司占公司收入比例较大，公司主要客户比较集中，公司与以上客户形成了长期稳定的合作关系，尽管公司同现有销售客户关系保持稳定，但仍存在客户依赖的风险。\n\n应对措施：不断开发新客户，做好目前已开发新客户的产品开发工作，尽量减少对单一客户的严重依赖，防止由此带来的收入波动。\n\n2、主要原材料价格波动风险：铝合金和钢是公司产品的主要原材料，铝合金和钢受供求关系、市场环境等影响，价格会产生波动，如果未来原材料价格出现大幅波动，公司不能够通过原材料库存管理、与客户的签订价格联动协议等方式降低原材料价格波动对采购成本的影响，将对产品成本、销售价格及利润空间产生较大影响，存在原材料价格波动影响获利能力的风险。\n\n应对措施：当原材料价格上涨时，一是做好公司内部降成本工作，向内挖潜，二是与客户协商提高"} +{"pdf_name": "20745510_23.pdf", "language": "zh", "markdown": "产品售价，减少对公司利润水平的影响。\n\n3、主要资产被抵押的风险：公司因生产经营需要将部分土地使用权等不动产用于借款抵押，所借款项用于补充公司流动资金，如果公司到期不能归还借款，则公司主要资产将会被债权人处置，导致公司的经营受到影响。\n\n应对措施：公司及时支付利息及到期还款，及时解除抵押；今后可拓展多渠道融资，降低主要资产被抵押的风险。\n\n4、国内市场竞争加剧风险：国家对汽车产业的政策支持力度不断加大，尤其是新能源汽车，以及近些年来随着经济水平的不断提高，大众拥有私家车的意识逐渐提高，汽车产业具有良好的发展前景，一方面，现有企业不断加大对汽车生产制造领域的投入；另一方面，未来会有越来越多的新能源汽车企业加入竞争，替代产品威胁，促使企业不断加强技术创新与改造，因而导致行业内部竞争加剧，行业平均利润率不断降低，是公司面临行业内部竞争的风险。\n\n应对措施：加��技术改造投入，加快转型升级，提高产品竞争力；抢抓轻量化零部件发展机遇，加大流动资金投入，扩大轻量化产品规模，提高综合竞争力；开发新能源变速箱系列产品，保持竞争实力。\n\n5、产品价格波动风险：受市场供求关系、上下游原材料价格变动以及国际市场剧烈变化的影响，公司所处行业产品价格波动幅度相对较大，随着行业周期的变化，产品价格也呈现周期性波动。汽车零部件市场价格涨跌都可能对企业产生不利影响。如果公司不能有效提升产品性能，增加产品附加值，完善销售体系，将对公司未来盈利能力造成一定影响。\n\n应对措施：公司将不断开发高附加值产品及轻量化产品，对毛利水平低的产品逐步改善或淘汰，降低因价格波动带来的风险。\n\n6、资金不足，流动性不足风险：公司为汽车零部件生产制造企业，为提升产能扩大生产、不断进行技术改造，经营过程中对资金需求量仍然较大，虽然筹集了部分资金用于公司生产经营，公司仍存在资金不足、流动性不足的风险。\n\n应对措施：进入创新层，逐步解决因流动性不足带来的资金风险。\n\n# (二) 报告期内新增的风险因素\n\n无"} +{"pdf_name": "20793249_101.pdf", "language": "zh", "markdown": "钾肥剥离前出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1藏格钾肥8,525.1287.50%
2林伟（肖永明的妻子的哥哥的儿子）1,217.8812.50%
合 计9,743.00100%
\n\n2012 年，藏格钾肥将其持有山东瀚海化工肥料有限责任公司 87.50%的股权转让给藏格投资，于 2012 年 3 月 12 日完成工商变更登记。\n\n2013 年，藏格投资将其持有山东瀚海化工肥料有限责任公司 87.5%的股权转让给王永信，林伟将其持有山东瀚海化工肥料有限责任公司 12.5%的股权转让给王洪琪，并于 2013 年 8 月 20 日完成工商变更登记。\n\n# （三）剥离西藏中汇实业有限公司\n\n西藏中汇实业有限公司成立于 2011 年，主要业务为铜矿资源勘查及评价，被藏格钾肥剥离前出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1藏格钾肥82555%
2西藏自治区地质矿产勘查局第二地质大队67545%
合 计1,500100%
\n\n2012 年 3 月 15 日，藏格钾肥与藏格投资签订股权转让协议，藏格钾肥以 825 万元的价格向藏格投资转让西藏中汇实业有限公司 55%的股权；同日，西藏中汇实业有限公司召开股东会，全体股东同意前述事项。\n\n被藏格钾肥剥离后，西藏中汇实业有限公司的出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1藏格投资82555%
2西藏自治区地质矿产勘查局第二地质大队67545%
合 计1,500100%
\n\n# （四）剥离格尔木市瀚海实业发展有限公司\n\n格尔木市瀚海实业发展有限公司成立于 2006 年，主要业务为住宿、洗浴、盐浴、茶艺服务，被藏格钾肥剥离前出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1瀚海集团2,70094.41%
2昆仑镁盐1605.59%
合 计2,860100%
\n\n2012 年 3 月 16 日，瀚海集团（此时系藏格钾肥的控股子公司）、昆仑镁盐（此时系藏格钾肥的全资子公司）与藏格投资签订股权转让协议，分别向藏格投资转让格"} +{"pdf_name": "20793249_102.pdf", "language": "zh", "markdown": "尔木市瀚海实业发展有限公司 94.41%、5.59%的股权；同日，格尔木市瀚海实业发展有限公司召开股东会，全体股东同意前述股权转让。\n\n被藏格钾肥剥离后，格尔木市瀚海实业发展有限公司成为藏格投资的全资子公司。\n\n# （五）剥离西藏中利实业有限公司\n\n西藏中利实业有限公司成立于 2010 年，主要业务为矿产勘查，被藏格钾肥剥离前出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1藏格钾肥70070%
2西藏自治区地质矿产勘查局第二地质大队30030%
合 计1,000100%
\n\n2012 年 6 月 18 日，西藏中利实业有限公司召开股东会，全体股东同意藏格钾肥以 700 万元的价格向藏格投资转让西藏中汇实业有限公司 70%的股权；2012 年 6 月20 日，藏格钾肥与藏格投资签订与前述股东会决议一致的股权转让协议。\n\n被藏格钾肥剥离后，西藏中利实业有限公司的出资构成如下：\n\n
序号股东名称出资额（万元）出资比例
1藏格投资70070%
2西藏自治区地质矿产勘查局第二地质大队30030%
合 计1,000100%
\n\n# 七、藏格钾肥的员工及高级管理人员情况\n\n# （一）藏格钾肥的人员数量及构成\n\n截止 2011 年末、2012 年末、2013 年末及 2014 年 9 月末，藏格钾肥（含下属公司）员工总数（包括劳务派遣人员）分别为 1,386 人、1,494 人、2,062 人和 1,947 人。\n\n截止 2014 年 9 月末公司员工构成情况如下：\n\n
类别分类人数（人）占员工总数比例
专业结构管理人员1929.86%
研发人员160.82%
生产人员1,70987.78%
销售人员170.87%
财务人员130.67%
合 计1,947100.00%
学历博士00.00%
硕士60.31%
"} +{"pdf_name": "4063591_14.pdf", "language": "zh", "markdown": "# 三、基础资产分析\n\n联合资信对本交易基础资产的评估主要着眼于资产池的整体表现，即信用损失分布的整体形态。通常情况下，入池资产承租人的信用级别、行业和地区以及承租人集中度、承租人之间的相关性以及入池资产的剩余期限分布均会对组合信用风险概率分布的形态（尤其是尾部形态）有重要影响。联合资信将根据承租人的信用风险及特定融资租赁合同项下剩余全部融资租赁债权及其附属担保权益产生的现金流，分析现金流对票据的保障能力。\n\n# 1. 资产池分析\n\n本交易基础资产涉及 47 笔入池资产，截至初始起算日，基础资产的未偿本金余额为101171.36 万元。\n\n截至初始起算日，资产池概况统计如表 3：\n\n表 3 资产池概况\n\n
资产池未偿本金余额101171.36 万元
单笔资产最大未偿本金余额7892.10 万元
单笔资产平均未偿本金余额2152.58 万元
资产池合同总金额134171.36 万元
单笔资产最高合同金额9000.00 万元
单笔资产平均合同金额2854.71 万元
承租人户数47 户
入池资产笔数47 笔
加权平均利率5.97%
加权平均合同期限37.62 个月
加权平均账龄6.57 个月
加权平均剩余期限31.06 个月
单笔资产合同最长剩余期限59.44 个月
单笔资产合同最短剩余期限11.11 个月
单一最大承租人未偿本金余额占比7.80%
前五大承租人未偿本金余额占比27.83%
\n\n注：1. 合同期限是指起租日至租赁合同到期日的时间区间，合同期限=12\\*（租赁合同到期日-起租日）/365，不取整数，下同；\n\n2. 剩余期限是指自资产池初始起算日至租赁合同到期日的时间区间，剩余期限=12\\*（租赁合同到期日-资产池初始起算日）/365，下同；\n\n3. 入池资产合同金额为该笔入池资产的融资租赁合同金额\n\n# （1）入池资产担保情况\n\n本交易资产池担保方式分为保证和信用两 种，具体情况如表 4 所示：\n\n表 4 入池资产担保方式分布\n\n单位：笔、万元、%\n\n
担保方式笔数未偿本金余额金额占比
保证2553740.9653.12
信用2247430.4146.88
合 计47101171.36100.00
\n\n注：对于保证人为个人的资产，联合资信将其视为信用类资产\n\n本次入池资产担保方式以保证担保为主，未偿本金余额占比为 53.12%。保证人信用水平较好，保证效力较高，对资产池整体质量有一定的提升作用。\n\n# （2）入池资产租赁类型\n\n本交易资产池的租赁类型分为售后回租和直接租赁两种，以售后回租��主，具体分布如表 5 所示：\n\n表 5 入池资产租赁类型分布\n\n单位：笔、万元、%\n\n
租赁类型笔数未偿本金余额金额占比
售后回租4395998.4294.89
直接租赁45172.945.11
合 计47101171.36100.00
\n\n# （3）入池资产影子评级\n\n联合资信综合分析了由委托人提供的入池资产的资料，对入池资产的信用风险进行了评估。联合资信对基础资产对应的租赁款进行信用风险评估时考虑了承租人的信用质量和保证人（如有）的保证效力。按照上述原则，联合资信逐笔评定租赁款的影子级别。入池资产最终的影子评级结果如表 6 所示：\n\n表 6 入池资产影子级别分布 单位：户、万元、%\n\n
影子级别户数未偿本金余额金额占比
AAAs12739.182.71
+AAs11184.381.17
AAs311138.9311.01
AA-s411756.0411.62
"} +{"pdf_name": "4063591_15.pdf", "language": "zh", "markdown": "
+AS1022022.0221.77
As1625532.0625.24
A-s814141.6713.98
+BBBs28824.608.72
BBBs11688.161.67
-BBBs12144.322.12
合 计47101171.36100.00
\n\n注：如无特殊说明，涉及资产池中承租人的信用级别均指考虑保证后的影子评级，下同\n\n# （4）入池资产承租人集中度\n\n本交易入池资产涉及 47 户承租人，截至初始起算日，前五大承租人未偿本金余额合计占资产池总余额 27.83%，前十大承租人未偿本金余额合计占 44.97%，占比最大的承租人未偿本金余额占比为 7.80%，承租人分散程度较高。资产池中未偿本金余额最高的前十大承租人具体情况详见表 7：\n\n表 7 未偿本金余额前十名承租人分布情况 单位：万元、%、月\n\n
序号未偿本金\n余额未偿本\n金占比合同金额合同期限剩余期限所属行业所在地区担保性质影子级别
17892.107.807892.1060.0759.44电力、热力、燃气及水\n生产和供应业湖南信用贷款+BBBS
26000.005.939000.0036.0326.43制造业安徽信用贷款\\( \\mathbf { A } _ { \\mathrm { ~ s ~ } } ^ { + } \\)
35022.794.966116.6736.0331.50制造业陕西保证担保AAS
44816.154.765500.0048.0344.78金融业四川信用贷款AAS
54429.754.385499.0036.0328.96农、林、牧、渔业江西保证担保AA \\( , \\) S
64300.004.254300.0036.0333.80建筑业重庆保证担保-\nAAS
73320.663.283600.0024.0321.30制造业河南保证担保\\( \\mathrm { A _ { S } } \\)
83300.003.263300.0036.0334.49教育福建保证担保-\n\\( \\mathbf { A } \\) S
93258.823.224000.0029.9824.69制造业湖南信用贷款AS
103157.143.124500.0036.0331.86电力、热力、燃气及水\n生产和供应业河南保证担保+AS
合 计45497.4044.9753707.77——————
\n\n注： 承租人所属行业划分系委托人提供，联合资信整理，下同\n\n可以看出，由于资产池承租人分散性较好，单个或少数承租人的信用表现对资产池整体的现金流影响不大。联合资信采用蒙特卡洛模拟方法为资产池组合的信用风险建模，评级结果已经反映上述风险。\n\n# （5）入池资产本金和利息偿还方式\n\n本交易入池资产本金偿还方式全部为分期摊还方式。入池资产利息偿��方式包括按月、按季和不规则付息三种付息方式，主要付息方式为按月付息和按季付息，具体分布见表 8：\n\n表 8 入池资产利息支付频率 单位：笔、万元、%\n\n
付息频率笔数未偿本金余额金额占比
按月1627284.6626.97
按季2237511.5537.08
不规则付息936375.1535.95
合 计47101171.36100.00
\n\n# （6）入池利率类型\n\n本交易入池贷款利率类型全部为浮动利率。\n\n# （7）入池资产利率分布情况\n\n本交易入池资产的加权平均利率为 5.97%，利率具体分布见表 9：\n\n表 9 入池资产租赁利率分布 单位：%、笔、万元\n\n
利率区间资产笔数未偿本金余额金额占比
(2,4]57443.107.36
(4,6]2053118.1152.50
(6,8]1223268.1723.00
(8,10]1017341.9817.14
合 计47101171.36100.00
\n\n注：( , ]为左开右闭区间，例如(2, 4]表示大于 2 但小于等于 4，下同"} +{"pdf_name": "4037616_12.pdf", "language": "zh", "markdown": "# 报告期内变化情况：\n\n
事项是或否
所处行业是否发生变化□是 √否
主营业务是否发生变化□是 √否
主要产品或服务是否发生变化□是 √否
客户类型是否发生变化□是 √否
关键资源是否发生变化□是 √否
销售渠道是否发生变化□是 √否
收入来源是否发生变化□是 √否
商业模式是否发生变化□是 √否
\n\n# 二、 经营情况回顾\n\n# (一) 经营计划\n\n2018 年度，公司实际完成营业收入 372,812,439.58 元，较去年同期（363,799,961.56 元）增长了2.48%；实现净利润 9,630,918,72 元，较去年同期（5,059,482,44 元）增长了 90.35%。2018 年末，公司总资产为 88,256,281.29 元，较期初（71,812,848.30 元）增长 22.90%；净资产为 44,050,440.74 元 ,较期初（34,419,637.34）元增长了 27.98%。\n\n2018 年销售收入及净利润较上年同期继续提升，增长了 2.48%和 90.35%，主要原因有以下几点：\n\n1）报告期内随着公司品牌知名度的提升，运营水平的增强，新渠道的不断拓展，以及代运营业务的启动，使得销售收入持续上升。以猫诚旗舰店为代表的店铺实现业绩复苏，GMV 同比上年增长 52.7%。\n\n2）自 2016 年度开始，公司已经进入盈利通道，报告期虽然加大了研发费用投入，同比增加了 4.08%，但公司的议价能力在不断提高，同时引入了品牌方代发货模式，又开展了代运营业务，这些都大大提高了毛利率，确保整体盈利能力实现提升，同时净资产也继续增加。\n\n# (二) 行业情况\n\n# 1、行业分类\n\n公司主要业务为向食品企业提供电子商务经销服务。根据证监会颁布的《上市公司行业分类指引（2012 年修订）》，公司所处的行业是“I64 信息传输、软件和信息技术服务业”，细分行业属于互联网和相关服务。根据《国民经济行业分类与代码（GB/4754-2011），国民经济行业分类》，公司所处的行业是“I64 信息传输、软件和信息技术服务业-互联网和相关服务”。\n\n# 2、行业产业链概况\n\n公司所处的电子商务行业属于国家产业政策鼓励和支持的行业，市场规模巨大，增速较快；同时，公司已在品牌、人才、经验、资源、技术等方面建立起了竞争优势，“休闲食品网络零售领导者”的品牌雏形已经初步形成，具有一定的渠道品牌知名度。未来，随着公司渠道品牌认知度的进一步提高，品牌知名度在消费群体中的深入、固化，公司业务量将呈现爆发式增长，业务发展空间巨大。随着互联网的快速发展，行业数据显示，2018 年第 1 季度，中国网络零售 B2C 市场交易规模为 9,528.5 亿元人民币，同比增长 32.2%。2017 年中国网络购物市场中 B2C 市场交易规模为 3.6 万亿元，在中国整体网络购物市场交易规模中的占比达到 60%，较 2016 年提高 4.8%；从增速来看，2017 年 B2C 网络购物市场增长 40.9%，远超 C2C 市场 15.7%的增速。随着 B2C 市场超过 C2C 成为主流，网络交易市场的监管和规范化越来越强；行业间竞争也逐渐加剧，B2C 企业需要不断创新，品质和品牌化将成为 B2C 行业发展的主要推动力。在大环���下，大型 B2C 平台明显对政府监管与市场竞争的适应能力更强，更能够从"} +{"pdf_name": "4037616_13.pdf", "language": "zh", "markdown": "源头确保商品质量。在上述宏观趋势下，中国的 B2C 市场逐渐开始趋向稳定与繁荣。同时中国网购网民规模持续增长，从 2011 年 1.9 亿人，到了 2018 年人数已超过 8 亿人。网购网民的渗透率从 2014 年的 52.3%到 2017 年的 69.4%，正式标志着有超过一半的网民参与到了网购活动中来。随着移动化进程的发展，同时向二、三线城市的不断渗入，网购也更加便捷。 整体市场潜力巨大。\n\n# 3、行业发展趋势\n\n# 1）渠道下沉\n\n相对与一线城市，二三线城市再到乡镇农村还有大规模的用户群体待挖掘，虽然目前有电商企业将业务拓展至乡镇农村，但普及程度相对较低，其中还有假冒商品、产品监管有漏洞等不健全的发展因素制约着二三线城市电商业务的发展。随着智能手机已在全国范围内普及，移动购物的崛起和基础设施建设的跟进，二三线城市居民乃至乡镇农村消费观的转变，电商下沉将势在必行。\n\n# 2）线上线下一体化促生“新零售”模式\n\n近年来我国居民的消费能力和消费意愿不断增强，消费结构持续升级，消费者对产品的品味和兴趣变得越来越多元化。传统线下渠道能够满足客户的体验需求，而线上渠道能够满足消费者对便利性的需求，这就要求企业需将线上的便利性与线下的体验功能融合，实现无缝对接。线上线下一体化的“新零售”模式已成为行业发展的趋势。\n\n# (三) 财务分析\n\n# 1. 资产负债结构分析\n\n单位：元\n\n
项目本期期末上年期末本期期末与上年\n期末金额变动比\n例
金额占总资产的\n比重金额占总资产的\n比重
货币资金1,248,154.511.41%797,605.871.11%56.49%
应收票据与应收账款28,508,486.1532.30%16,732,629.1023.30%70.38%
存货37,207,510.4142.16%35,644,184.4349.63%4.39%
投资性房地产
长期股权投资
固定资产683,115.130.77%963,199.871.34%-29.08%
在建工程
短期借款17,520,000.0016,600,000.005.54%
长期借款
资产总计88,256,281.2971,812,848.3022.90%
\n\n# 资产负债项目重大变动原因：\n\n公司资产的总体水平在稳步上升中，报告期较上期增长了 22.90%；\n\n1、2018 年 12 月 31 日货币资金期末数为 1,248,154.51 元，较上年末增加 56.49%，主要是因为报告期营收规模较上年提升幅度为 2.48%，且未额外支出备货资金，所以保持了较充沛的资金余额。\n\n2、2018 年 12 月 31 日应收账款期末数为 28,508,486.15 元，较上年末增加了 11,775,857.05 元增长幅度是 70.38%，主要是由于报告期内公司加大了 B2B-盒马的销售，盒马的应收账款余额同比增加了 9,435,776.39 元，占到整体增长的八成，导致应收账款总额相应增加；盒马的应收账款于 2019 年 2月份已经全部回收。\n\n3、2018 年固定资产新购 273,858.91 元，全年折旧 553,943.65 元，因此固定资产余额同比减少"} +{"pdf_name": "20793353_120.pdf", "language": "zh", "markdown": "
序\n号项目名称投资预算资金来源截至 2015\n年 6 月末已\n投资金额项目批文环保批文土地批文所属\n行业
6招商局工\n业新增江\n苏项目409,300自有资金及\n银行贷款284,000海门市发改委关\n于江苏海新船务\n重工有限公司新\n建120万吨/年船\n舶制造项目的备\n案通知（海发基\n[2007]040 号）；\n海门市发改委关\n于江苏海新船务\n重工有限公司船\n坞改扩建项目的\n备案通知（海发\n基[2008]086 号）\n江苏省发展改革\n委关于核准招商\n局重工控股有限\n公司并购江苏海\n新船务重工有限\n公司部分资产项\n目的通知（苏发\n改外资发\n[2013]525 号）海门市环保\n局关于《江\n苏海新船务\n重工有限公\n司新建 120\n万吨/年船\n舶建造基地\n项目环境影\n响报告���》\n的批复（海\n环发\n[2009]66\n号）国有建设用\n地使用权转\n让合同（海\n土国转\n[2013] 第\n019 号、海\n土国转\n[2013] 第\n020 号）海洋\n工程
7世博园招\n商局上海\n中心大厦\n项目98,786自有资金及\n银行贷款69,400上海市发展改革\n委关于招商局上\n海中心（世博会\n地区 B03C-03 地\n块）项目核准的\n批复（沪发改城\n（2013）036 号）关于招商局\n上海中心\n（世博\nB03C-03 地\n块）项目环\n境影响报告\n表的审批意\n见（沪浦环\n保环表决字\n[2012]第\n1337 号）上海市国有\n建设用地使\n用权出让合\n同（沪规土\n资（2012）\n出让合同第\n25 号）不适\n用\n（自\n用办\n公）
合\n计-1,781,969-1,147,321----
\n\n注：VLCC 油轮船队扩建项目、散货船队扩建项目和斯里兰卡港口项目为境外在建项目。\n\n公司境内在建工程取得了相关批复，主要在建项目符合国家相关法律法规的要求。公司部分主要在建项目情况如下：\n\n# （1）招商轮船 VLCC 船队扩建项目\n\n招商轮船为充分把握市场机遇，实现低成本扩张，将招商轮船打造成为更具"} +{"pdf_name": "20793353_121.pdf", "language": "zh", "markdown": "规模和竞争力、国内领先的世界级能源运输船队，在完成增发募集资金的基础上，计划进一步调整油轮船队结构。项目拟投资 52.65 亿元建造 10 艘新型节能环保VLCC。该项目拟投入资本金合计 26.32 亿元。首艘节能环保型油轮已于 2013 年9 月 16 日上海外高桥船厂开工，其余 9 艘油轮中，2 艘已于 2013 年 12 月开建，4 艘已于 2014 年开建，2 艘已于 2015 年 2 月和 6 月开建，最后 1 艘将在 2016年 1 月开建。目前已有 3 艘新造 VLCC 交付使用。\n\n# （2）招商轮船散货船队扩建项目\n\n招商轮船为充分把握市场机遇，实现低成本扩张，并完成老旧散货船的更新换代，在完成增发募集资金的基础上，计划进一步调整散货船队结构。项目拟投资 19.09 亿元建造 12 艘超灵便型散货船。该项目拟投入资本金合计 9.55 亿元。首艘节能环保型超灵便型散货船已于 2014 年 10 月开工，其余 9 艘散货船中，5艘已于 2014 年开建，1 艘已于 2015 年 5 月开建，其余 5 艘将在 2015 年 7 月至2016 年 10 月陆续开建。\n\n# （3）扩建 5 艘 VLCC 项目\n\n招商轮船为充分把握市场机遇，实现低成本扩张，完成首批新建 10 艘 VLCC的基础上，在风险可控的情形下，持续以低成本扩张 VLCC 船队，为公司强化能源运输主业，做大做强 VLCC 专业船队，提供了战略发展机遇。项目拟投资29.69 亿元建造 5 艘新型节能环保 VLCC。该项目拟投入资本金合计 14.85 亿元。首艘节能环保型油轮已于 2015 年 3 月开建，其余 4 艘油轮中将于 2015 年 8 月至2016 年 4 月陆续开建。\n\n# （4）厦门港后石港区 3 号泊位工程\n\n厦门港后石港区 3 号泊位项目位于福建漳州招商局经济技术开发区第四区。项目将建设 15 万吨级通用泊位一个，水工结构按 30 万吨级散货泊位设计，码头岸线长度 422 米，码头前沿设计水深近期为-19.1m，远期为-24.5m，港区面积总计约 36 万平米。项目开工时间为 2014 年 5 月，总投资预算为 12.7 亿元，经营期 41 年。\n\n# （5）招商证券大厦\n\n招商证券大厦位于深圳市福田中心区金融发展用地 23-2-1 地块（北临福华一路，东临民田路），宗地号 B116-0075，占地面积 4,848 平方米，建筑面积约81,310 平方米。工程主体于 2011 年 9 月 10 日正式开工，项目总预算投资为 13.26亿元，2013 年 10 月主体结构工程封顶，全部工程计划 2016 年完工。\n\n# （6）招商局工业新增江苏项目\n\n招商局工业集团收购江苏海新船务重工有限公司的部分资产，包括土地、长江岸线、舾装码头、材料码头、干船坞、码头设备、船体车间及相关设备等，得"} +{"pdf_name": "3429050_15.pdf", "language": "zh", "markdown": "图表 7. 2014 年以来公司主营业务收入、毛利构成（单位：亿元、%）\n\n
2014 年2015 年2016 年2017 年 1-6 月
金额占比金额占比金额占比金额占比
主营业务收入19.26100.0023.96100.0025.70100.0014.50100.00
工程建设5.0126.039.9441.489.2836.122.8619.70
房地产4.6824.326.2025.895.0319.573.6224.95
土地开发5.5028.562.6110.903.5613.871.7612.12
水务2.2611.713.0312.663.4513.412.1414.77
农业1.065.500.953.970.813.170.352.43
文化传媒0.241.260.692.861.706.621.067.31
公交0.321.650.361.510.351.380.151.06
旅游0.110.580.110.470.110.420.060.39
铜材贸易----1.365.302.4917.17
其他0.080.390.060.250.040.140.020.10
主营业务毛利2.91100.003.36100.002.42100.000.91100.00
工程建设0.6722.951.2637.511.3957.660.3942.78
房地产0.9432.371.3339.450.9941.120.4852.52
土地开发0.7425.350.3410.240.3213.140.1617.08
水务0.8930.521.4442.940.9740.270.5762.79
农业0.082.730.041.180.051.880.033.78
文化传媒0.134.53-0.49-14.50-0.63-26.09-0.18-20.06
公交-0.67-22.95-0.68-20.30-0.74-30.77-0.20-22.05
旅游0.103.550.102.890.093.690.055.12
铜材贸易-----0.0040.000.0050.27
其他0.030.960.020.58-0.02-0.89-0.38-42.23
\n\n资料来源：诸暨国资\n\n# 1. 工程建设业务\n\n该公司是诸暨市最主要的城市建设主体，业务主要涉及城市绿化维护、市政道路建设、雨污水管道建设等，业务模式主要为委托代建。经营主体主要为子公司诸暨城投和城东建设。其中，诸暨城投主要负责诸暨市老城区的基础设施建设业务，与诸暨市浣江建设投资有限公司（以下简称“浣江建设6”）签订委托代建协议，约定由诸暨城投负责相关项目的投融资及工程建设，浣江建设在年度工程结算时根据开发工作量和对应的开发成本加计 20%固定收益支付工程款；城东建设主要负责诸暨\n\n---\n\n4 系-769.80 元。\n\n5 系 24.87 万元。\n\n6 浣江建设为诸暨市公路管理局下属单位。"} +{"pdf_name": "3429050_16.pdf", "language": "zh", "markdown": "市新城区的基础设施建设业务，与浣江建设签订委托代建框架合同，约定由城东建设负责相关项目的投融资及工程建设，浣江建设在年度工程结算时根据开发工作量和对应的开发成本加计 10%固定收益支付工程款。\n\n近年来，该公司先后完成了城东新城基础设施配套工程、展诚大道二期、三期道路工程、通天渠改造工程、城北片区路网建设工程、外环线工程、内环线扩展工程、五纹岭隧道工程、31 省道（王家湖至五泄段）改建工程、城东新区农民住房集中安置工程等项目的建设，累计总投资140.38 亿元，截至 2016 年末已回笼资金 10.85 亿元。\n\n图表 8. 截至 2016 年末公司主要已完工程建设项目情况（单位：亿元）\n\n
序号项目名称总投资已收回投资
1城东新城基础设施配套工程1.321.45
2城东新城零星工程1.921.98
3外环线工程（市区段）4.950.00
4内环线扩展工程5.220.00
5“三改”百日攻坚5.630.00
62013 城北片区路网建设工程6.750.00
7木材市场区块3.800.00
8城市广场周边旧区拆建改造工程3.630.00
9五纹���隧道工程3.590.00
10绍大线拓建1.190.78
11外环线（经开区段）2.310.88
12展诚大道2.391.14
13经开区零星工程2.711.07
1431 省道（王家湖至五泄段）改建工程18.720.00
1531 省道延伸线金村至金沙段8.430.00
16城北片区路网建设工程2.930.00
17城东新区农民住房集中安置工程59.630.00
182016 年城区道路排水工程1.020.00
19东白电力公司1.150.14
20其他3.093.41
合计—140.3810.85
\n\n资料来源：诸暨国资\n\n截至 2016 年末，该公司主要在建项目主要包括城北水厂及城乡供水"} +{"pdf_name": "20784057_16.pdf", "language": "zh", "markdown": "# 3.3.生物制品：疫苗行业恢复性增长，血制品行业进入调整期\n\n前三季度，36 家生物制品上市公司合计实现营业收入 385.36 亿元，同比增长 16.73%，环比上半年增速提升了 0.28 个百分点；归属于母公司股东净利润 97.65 亿元，同比增长29.28%，环比上半年增速下降了 9.37 个百分点。去年“山东毒疫苗事件”负面影响逐渐消退，受益于“一票制”价格有所上涨，且流通渠道不断恢复，疫苗行业迎来恢复性增长，也带动整体生物制品板块快速回升。生长激素及胰岛素行业竞争格局良好。血制品受到短期供应过量、两票制等因素影响业绩有所下滑，行业进入调整期。\n\n图 26 2016Q1-2017Q3 生物制品行业营收情况\n\n资料来源：Wind， 东海证券研究所\n\n图 27 2016Q1-2017Q3 生物制品行业归母净利润情况\n\n资料来源：Wind， 东海证券研究所\n\n生物制品行业呈现明显的两极分化态势。一方面，去年“3.18”疫苗事件引发的政策变化等不确定性因素正逐渐消除，行业新政已逐步落地实施，智飞生物、沃森生物、天坛生物等疫苗企业迎来久违的业绩大幅增长。相对而言，胰岛素、生长激素、干扰素等行业竞争格局基本稳定，保持平稳增长。另一方面，血液制品行业原料血浆持续增长、主要产品稳中略降、小产品比重上升，行业集中度逐步明显，今年进入血浆规模和产品结构并重时期。从部分血制品公司的三季报来看，2017 年开始全行业增速已经明显放缓，2015 年下半年以来，价格政策重大利好造就的一波行业小高潮，实际上已经逐渐褪去，未来再想复制一轮 2016 年的“量价齐升”的行情可能性很小，“高空平飞”成为行业目前的普遍状态。这将会成为未来很长一段时间血制品行业的新常态。在新常态下血制品行业新一轮洗牌势必迅速来临，其中采浆量大，血浆综合利用效率高的企业（上海莱士、华兰生物、博雅生物等）将成为并购整合的主角，而行业中一大批采浆能力较差，产品种类少的企业将成为前者围猎的对象。\n\n表 3 生物制品上市公司三季报业绩汇总\n\n
增速上市公司
营收下滑国农科技、未名医药、上海莱士、天坛生物、九强生物、溢多利、达安基\n因
0-30%交大昂立、钱江生化、利德曼、卫光生物、赛升药业、东宝生物、舒泰神、\n兴齐眼药、常山药业、沃森生物、海特生物、双鹭药业、中源协和、金花\n股份、华兰生物、长春高新、ST 生化、复星医药、我武生物、正海生物、\n通化东宝、安科生物、博雅生物
30-50%四环生物、艾德生物
"} +{"pdf_name": "20784057_17.pdf", "language": "zh", "markdown": "
50-100%双成药业、长生生物
>100%康泰生物、智飞生物
净利润下滑国农科技、中源协和、溢多利、交大昂立、上海莱士、达安基因、兴齐眼\n药、卫光生物、九强生物、赛升药业
0-30%ST 生化、未名医药、华兰生物、钱江生化、双鹭药业、舒泰神、复星医药、\n海特生物、金花股份、利德曼、东宝生物、博雅生物、长春高新、艾德生\n物、通化东宝
30-50%正海生物、常山药业、安科生物、我武生物
50-100%长生生物、沃森生物、双成药业
>100%康泰生物、四环生物、天坛生物、智飞生物
\n\n资料来源：Wind，东海证券研究所\n\n注：截至 2017 年 10 月 31 日数据\n\n# 3.4.医药商业：行业集中度不断提升，业绩保持高速增长\n\n前三季度，25家医药商业上市公司合计实现营业收入3,849.40 亿元，同比增长14.13%，环比上半年增速提升了 0.22 个百分点；归属于母公司股东净利润 118.52 亿元，同比增长24.17%，环比上半年增速下降了 3.59 个百分点。医药商业行业集中度快速提升，净利润保持 20%-30%的高增速。医药流通的批发端受益于两票制等政策的推进；高值耗材、IVD等专科经销商也在通过打包等方式快速淘汰及并购小型企业；零售市场连锁化率不断提高。我们认为随着处方外流、两票制、营改增等政策的贯彻执行，医药商业行业正在面临新一轮的整合浪潮，行业集中度将继续提升，未来全国性以及区域性的具有规模配送效应的医药商业龙头或连锁药店（上海医药、瑞康医药、益丰药房等），以及产业链不断延伸的并与国际大型企业密切合作的医药商业公司（复星医药、华东医药等）将更加具有市场竞争力。\n\n图 28 2016Q1-2017Q3 医药商业行业营收情况\n\n资料来源：Wind， 东海证券研究所\n\n图 29 2016Q1-2017Q3 医药商业行业归母净利润情况\n\n资料来源：Wind， 东海证券研究所\n\n表 4 医药商业上市公司三季报业绩汇总\n\n
增速上市公司
营收下滑人民同泰
0-30%第一医药、南京医药、国药股份、浙江震元、开开实业、英特集团、上海\n医药、天圣制药、华通医药、华东医药、鹭燕医药、中国医药、大参林、\n九州通、老百姓、同济堂、一心堂、柳州医药、益丰药房、嘉事堂
"} +{"pdf_name": "11763950_39.pdf", "language": "zh", "markdown": "
「Redelle Holding」 指Redelle Holding Limited，於2017年7月17日在英屬\n處女群島註冊成立的有限公司，由郭炳森先生全資\n擁有，並為控股股東之一
「登記股東」指公司登記股東及個人登記股東
「S規例」指美國證券法S規例
「薪酬委員會」指董事會薪酬委員會
「重組」指本集團為籌備上市而進行的重組安排，詳情載於本\n招股章程「歷史、重組及公司架構－重組」一節
「人民幣」指中國法定貨幣人民幣
「第144A條」指美國證券法第144A條
「國家外匯管理局」指中華人民共和國國家外匯管理局
「A系列優先股」指本公司每股面值0.00000025美元的A系列可轉換優\n先股
「A系列優先股股東」指本公司A系列優先股持有人，即鴻創醫學、Violet \nSprings International Ltd及NVMB XIII Holdings \nLimited
「B系列優先股」指本公司每股面值0.00000025美元的B系列可轉換優\n先股
「B系列優先股股東」指本公司B系列優先股持有人，即浙江佐力創新醫療\n投資管理有限公司、、\nKTB China Platform Fund、KTBN Venture Fund No. 7合肥凱泰成長投資合夥\n企業（有限合夥）及上海嘉稹投資中心（有限合夥）
"} +{"pdf_name": "11763950_40.pdf", "language": "zh", "markdown": "
「C系列優先股」指C-1系列優先股及C-2系列優先股
「C-1系列優先股」指本公司每股面值0.00000025美元的C-1系列可轉換優\n先股
「C-2系列優先股」指本公司每股面值0.00000025美元的C-2系列可轉換優\n先股
「C+系列優先股」指本公司每股面值0.00000025美元的C+系列可轉換優\n先股
「C-1系列優先股股東」指本公司C-1系列優先股持有人，即NEW SPECTRUM \nLIMITED、JT International Caital Mpanagement \nLimited及創富控股集團有限公司
「C-2系列優先股股東」指本公司C-2系列優先股持有人，即Daniqnig Botheus \nInvestment Limited、Summer AmlHpe oldings \nLimited、LAV Biosciences Fund V, L.P.、Orchids \n、Limited易途創投有限公司及Sunshine Medical \nLimited
「C+系列優先股股東」指本公司 C + 系列優先股持有人，即 N V M B X I I I \nHoldings Limited
「Pre-C系列優先股」指本公司每股面值0.00000025美元的Pre-C系列可轉換\n優先股
"} +{"pdf_name": "9292057_52.pdf", "language": "zh", "markdown": "# 八、监事会工作情况\n\n监事会在报告期内的监督活动中发现公司是否存在风险\n\n□ 是 √ 否\n\n监事会对报告期内的监督事项无异议。\n\n# 九、公司员工情况\n\n# 1、员工数量、专业构成及教育程度\n\n
报告期末母公司在职员工的数量（人）1,019
报告期末主要子公司在职员工的数量（人）1,536
报告期末在职员工的数量合计（人）2,555
当期领取薪酬员工总人数（人）2,555
母公司及主要子公司需承担费用的离退休职工人数\n（人）0
专业构成
专业构成类别专业构成人数（人）
生产人员944
销售人员1,239
技术人员163
财务人员68
行政人员141
合计2,555
教育程度
教育程度类别数量（人）
研究生及以上58
本科436
大专748
大专以下1,313
合计2,555
\n\n# 2、薪酬政策\n\n以提高人力资源效益，提升组织竞争力为目的，坚持公平性、竞争性原则，建立基于岗位价值、人力资源价值、工作业绩价值的分配体系，使员工收入水平向岗位价值、人员素质能力、工作贡献方向倾斜。公司内部实行比学赶帮超的激励政策，充分利用薪酬杠杆作用，创造树立标杆、鞭笞落后的竞争氛围，实"} +{"pdf_name": "9292057_53.pdf", "language": "zh", "markdown": "现创造财富、获得财富、分享财富、共同富裕的目标。目前的薪酬政策，有利于保持薪酬体系的灵活性和多样性，配合公司战略部署进行调整。\n\n# 3、培训计划\n\n公司通过好想你线上学习平台、内训师体系建设、人才梯队建设等多种人才培养措施，最大限度挖掘内部人才的潜力。全年组织大型培训20余次，培训人员1198人；通过线场教学及辅导， 为公司培养并输送了466名优秀的实习生，分布在公司内部电商客服线场课堂、连锁门店线场课堂、电商发货仓线场课堂、供应链车间线场课堂；通过移动学习平台的推广，全年共有6000余人次在线上平台参加学习。我们通过多措并举实现了人才发展的可持续化！\n\n# 4、劳务外包情况\n\n□ 适用 √ 不适用\n\n# 十、公司利润分配及资本公积金转增股本情况\n\n报告期内利润分配政策，特别是现金分红政策的制定、执行或调整情况\n\n\\( \\surd \\)适用 □ 不适用\n\n报告期内，公司结合2020年度的经营业绩情况,遵循重视对股东的合理投资回报并兼顾公司可持续发展的原则，以总股本扣除回购专用账户中的股份数量后的469,685,254股为基数，向全体股东每10股派发现金股利10元（含税）；剩余未分配利润结转以后年度；不进行资本公积金转增股本，不送红股。该利润分配方案符合《公司法》、《证券法》、《公司章程》对利润分配的规定，方案经公司第四届董事会第十九次会议和第四届监事会第十八次会议审议通过，后经公司2020年度股东大会审议通过，并于2020年5月31日实施完毕（具体内容详见公司披露于巨潮资讯网（www.cninfo.com.cn）的相关公告）。\n\n
现金分红政策的专项说明
是否符合公司章程的规定或股东大会决议的要求：是
分红标准和比例是否明确和清晰：是
相关的决策程序和机制是否完备：是
独立董事是否履职尽责并发挥了应有的作用：是
中小股东是否有充分表达意见和诉求的机会，其合法权益是否得到了充分保护：是
现金分红政策进行调整或变更的，条件及程序是否合规、透明：不适用
\n\n公司报告期内盈利且母公司可供股东分配利润为正但未提出现金红利分配预案\n\n□ 适用 √ 不适用\n\n本报告期利润分配及资本公积金转增股本情况\n\n√ 适用 □ 不适用"} +{"pdf_name": "9254155_87.pdf", "language": "zh", "markdown": "
境外会计师事务所注册会计师审计服务的连续年限（如有）无
\n\n当期是否改聘会计师事务所\n\n√ 是 □ 否\n\n是否在审计期间改聘会计师事务所\n\n□ 是 √ 否\n\n更换会计师事务所是否履行审批程序\n\n√ 是 □ 否\n\n对改聘、变更会计师事务所情况的详细说明\n\n2022年4月10日，公司第四届董事会第二十五次会议审议通过了《关于聘任会计师事务所的议案》，董事会同意聘任深圳久安会计师事务所（特殊普通合伙）为公司2021年度审计机构。2022年第一次临时股东大会审议批准了上述议案。聘请内部控制审计会计师事务所、财务顾问或保荐人情况\n\n□ 适用 √ 不适用\n\n# 九、年度报告披露后面临退市情况\n\n□ 适用 √ 不适用\n\n# 十、破产重整相关事项\n\n□ 适用 √ 不适用\n\n公司报告期未发生破产重整相关事项。\n\n# 十一、重大诉讼、仲裁事项\n\n□ 适用 √ 不适用\n\n本报告期公司无重大诉讼、仲裁事项。\n\n# 十二、处罚及整改情况\n\n√ 适用 □ 不适用\n\n
名称/姓名类型原因调查处罚类型结论（如有）披露日期披露索引
山东未名生物医\n药股份有限公司\n及潘爱华、王立\n君其他公司关联方安徽\n未名公司全资子\n公司北大生物签\n署了《厂房及办\n公用房租赁协\n议》、《宿舍楼及\n公寓楼租赁协\n议》和《专家楼\n租赁协议》。上述\n关联交易事项未\n履行董事会审议中国证监会采取\n行政监管措施采取出具警示函\n的措施，并将相\n关情况记入证券\n期货市场诚信档\n案数据库。2021 年 09 月 28\n日公告编号：\n2021-053。公告\n名称：《山东未名\n生物医药股份有\n限公司关于收到\n行政监管措施决\n定书的公告》；公\n告网站名称及网\n址：巨潮资讯网\nhttp://www.cninf \no.com.cn。
"} +{"pdf_name": "9254155_88.pdf", "language": "zh", "markdown": "
程序及信息披露\n义务，违反了《上\n市公司信息披露\n管理办法》（证监\n会令第 40 号）第\n二条、第三条和\n第四十八条的规\n定。
\n\n# 十三、公司及其控股股东、实际控制人的诚信状况\n\n\\( \\surd \\) 适用 □ 不适用\n\n报告期内，公司诚信状况良好，不存在未履行法院生效判决、所负数额较大的债务到期未清偿等情况。\n\n报告期内，公司第一大股东因未履行法院生效判决、债务未清偿被列入失信被执行人名单。公司第一大股东实际控制人因未名集团及未名集团下属子公司债务未清偿被列入失信被执行人名单。提请投资者注意投资风险。\n\n# 十四、重大关联交易\n\n# 1、与日常经营相关的关联交易\n\n□ 适用 √ 不适用\n\n公司报告期未发生与日常经营相关的关联交易。\n\n# 2、资产或股权收购、出售发生的关联交易\n\n□ 适用 √ 不适用\n\n公司报告期未发生资产或股权收购、出售的关联交易。\n\n# 3、共同对外投资的关联交易\n\n□ 适用 √ 不适用\n\n公司报告期未发生共同对外投资的关联交易。\n\n# 4、关联债权债务往来\n\n□ 适用 √ 不适用\n\n公司报告期不存在关联债权债务往来。\n\n# 5、与存在关联关系的财务公司的往来情况\n\n□ 适用 √ 不适用\n\n公司与存在关联关系的财务公司与关联方之间不存在存款、贷款、授信或其他金融业务。"} +{"pdf_name": "2063015_7.pdf", "language": "zh", "markdown": "图3 锑锭价格呈下降趋势\n\n资料来源：Wind资讯，中证鹏元整理\n\n锑产业曾经在工业化进程中作出了较大贡献，在国民经济多个领域都有广泛应用，但是，随着科学技术的进步，锑产业在经济和社会发展中的地位出现下降。目前锑产业规模仅占国内有色金属市场规模的0.3 %。锑的一些成熟应用领域，如铅酸蓄电池、电力电缆、化学纤维以及塑料制品等市场已经度过了高速成长期。在美日等发达国家，锑在阻燃剂市场的应用高达80%\\~90%，而国内缺乏对卤系阻燃剂全面、科学的认识，国内仅有5%左右的锑系阻燃剂，市场极为狭小，影响了锑行业的发展。2019 年，世界经济增速将放缓，中国经济也面临下行压力，锑主要应用领域的发展预计将进一步放缓，锑需求将保持稳定。同时，国外多个冶炼厂和矿山开工建设，供给过剩形势不变，而国内环保成本提高，锑生产企业生存状况仍不乐观。\n\n# 四、经营与竞争\n\n公司主要从事黄金、锑、钨等矿资源的勘探、开采、选冶及相关产品的生产和销售业务等。业务按主要产品可划分为黄金、锑、钨三大板块，其中锑产品包括氧化锑、精锑、含量锑以及深加工产品乙二醇锑，钨产品主要为仲钨酸铵。公司的其他业务收入系开采销售副产品、铜精矿、提供劳务及贸易业务等收入。\n\n收入方面，2018 年公司实现营业收入 124.61 亿元，同比增长 20.68%，从收入结构来看，随着外购非标金加工业务增���，黄金销售业务作为公司主要收入来源比重进一步提升，2018 年黄金业务收入占营业收入的 86.63%，较上年提升 3.63 个百分点。\n\n2018 年公司综合毛利率为 9.87%，同比减少 2.38 个百分点，原因是自产金、锑价格下降及毛利微薄的外购非标金业务比重增加。分产品看，2018 年，自产金的毛利率下降和低毛利的非标金业务占比进一步提升，导致公司黄金业务毛利率较上年减少 1.92 个百"} +{"pdf_name": "2063015_8.pdf", "language": "zh", "markdown": "分点，也是公司综合毛利率下降的最主要原因。锑业务（精锑、含量锑、氧化锑、乙二醇锑）的毛利率有所提升，主要是高毛利的自产锑收入占比提高。钨品受价格增长而毛利率提升，但其收入规模相对偏小，对公司毛利润贡献有限。\n\n公司毛利润主要来自黄金及锑业务。2018 年公司毛利润达 12.30 亿元，同比减少2.70%。其中，黄金业务毛利润同比减少 4.24%，占比 53.43%；锑业务占比 37.55%。\n\n表 2 2017-2018 年公司营业收入构成及毛利率情况（单位：万元）\n\n
项目2018 年2017 年
金额毛利率金额毛利率
黄金1,079,452.406.09%857,026.448.01%
精锑43,572.8243.85%44,457.1741.03%
含量锑7,810.4659.27%15,270.9755.69%
氧化锑67,480.1733.32%75,419.0232.05%
乙二醇锑7,431.71-0.14%6,813.182.79%
钨品31,430.0528.08%24,921.2017.77%
其他8,913.3625.41%8,667.1426.43%
合计1,246,090.979.87%1,032,575.1212.25%
\n\n资料来源：公司 2018 年年报，中证鹏元整理\n\n# 2018 年黄金业务规模持续增长，但毛利下滑，预计 2019 年金价上行将利好公司业绩\n\n黄金业务方面，公司目前是国内十大黄金矿山开发企业之一，2018 年公司的矿产金产量 4,860 千克，占全国的 1.21%，黄金产量 39,533 千克，占全国的 9.86%。公司于 2002年 4 月获得上海黄金交易所综合类会员资格，所产标准黄金全部通过交易所网上交易平台进行，以交易所当天所报市价进行销售，交易的结算与交收均由金交所处理。公司所产标准黄金主要来自于自产金和外购非标准黄金6（以下简称“非标金”）再提纯，其中外购非标金业务的一般经营模式为：公司自原料供应商那里提货，控制非标金物权后，预付90%-95%的货款，再运回公司入库验收，并进行计量、化验和加工，待非标金加工成标准黄金并通过上海黄金交易所交易后结算尾款，最终结算价格为交易双方确认的交易价格减去一定的加工成本及税费。针对自产金，其销售价格为交易时点交易所同类产品价格。子公司的金精矿销售价格为交易双方谈判协商并通过合同予以确认的价格。\n\n2018 年公司黄金产量和销量分别同比大幅增长 24.44%、27.88%。根据公司经营目标，2019 年业务规模预计将进一步增长。2018 年上海黄金交易所黄金结算均价略有下降，公司的黄金销售价格也随之略降。\n\n---\n\n6我国标准黄金的成色为 AU9999、AU9995、AU999、AU995；规格为 50 克、100 克、1 公斤、3 公斤、12.5 公斤。"} +{"pdf_name": "20733279_33.pdf", "language": "zh", "markdown": "
「獨立第三方」指與本公司、其附屬公司或任何彼等各自的聯繫人的\n任何董事、監事、主要行政人員或主要股東概無關\n連（定義見上市規則）的個人或公司
「國際發售股份」指根據國際發售由本公司發售的H股
「國際發售」指國際承銷商按發售價向專業、機構投資者有條件配\n售國際發售股份（可作出本招股章程「全球發售的架\n構」一節所述及根據超額配股權的調整），以換取現\n金，其他詳情載於本招股章程「全球發售的架構」一\n節
「國際承銷商」指預期將訂立國際承銷協議以承銷國際發售的一組國\n際承銷商
「國際承銷協議」指預期將由（其中包括）獨家保薦人、獨家代表、聯席\n全球協調人及國際承銷商與我們於2019年1月7日或\n前後日期就國際發售訂立的承銷協議，進一步詳情\n載於「承銷－國際發售」一節
「聯席賬簿管理人」指中信里昂證券有限公���
建銀國際金融有限公司
國泰君安證券（香港）有限公司
交銀國際證券有限公司
農銀國際融資有限公司
海通國際證券有限公司
「聯席全球協調人」指中信里昂證券有限公司及建銀國際金融有限公司
「聯席牽頭經辦人」指中信里昂證券有限公司
建銀國際金融有限公司
國泰君安證券（香港）有限公司
交銀國際證券有限公司
農銀國際證券有限公司
海通國際證券有限公司
"} +{"pdf_name": "20733279_34.pdf", "language": "zh", "markdown": "
「最後實際可行日期」指2018年12月18日，即本招股章程刊發前為加載若干\n數據的最後實際可行日期
「上市」指我們的H股於聯交所主板上市
「上市委員會」指聯交所上市委員會
「上市日期」指我們的H股於聯交所上市並獲准自該日起進行交易\n的日期，預期為2019年1月15日或前後日期
「上市規則」指香港聯合交易所有限公司證券上市規則
「必備條款」指到境外上市公司章程必備條款，以供載入將於境外\n上市的根據中國法律成立的公司的組織章程細則，\n乃由前國務院證券委員會及其他中國政府部門於\n1994年8月27日頒佈
「交通運輸部」指中華人民共和國交通運輸部
「提名委員會」指我們董事會的提名委員會
「避免同業競爭協議」指本公司與成都交通就有關避免同業競爭承諾訂立日\n期為2017年6月29日的避免同業競爭協議，詳情載於\n本招股章程「與控股股東的關係」
「發售價」指認購香港發售股份的每股發售股份港元發售價格\n（不包括1%經紀佣金、0.0027%證監會交易徵費及\n0.005%聯交所交易費）2.20港元
"} +{"pdf_name": "20795710_150.pdf", "language": "zh", "markdown": "
个相关机构，固特异还专门为诸多国际一流汽车制造商设计生产配\n套轮胎和相关设备
4大陆德国大陆成立于 1871 年，是全球最大的轮胎制造厂商之一，设有汽\n车集团和橡胶集团等业务板块
5倍耐力倍耐力轮胎成立于 1872 年，是全球第五大轮胎生产商，倍耐力轮胎\n的生产分布于全球 24 家工厂，业务结构遍布全球 160 多个国家的主\n要市场和拥有约 10,000 家经销商及零售商。
6住友轮胎住友轮胎公司是全球销量第六大轮胎公司，隶属日本住友财团。
7韩泰轮胎韩泰在全球 30 个国家设立了海外法人及分公司，5 个研发中心分别\n位于韩国、美国、德国、中国和日本，8 个大型生产工厂分别位于\n韩国（2 个），中国（3 个），美国，匈牙利和印度尼西亚
8杭州中策杭州中策是目前国内最大的轮胎生产企业，位列中国制造业 500 强\n及世界轮胎企业前 10 强
9三角轮胎三角轮胎被被列为世界轮胎 75 强第 14 位，为近 40 家汽车厂商和工\n程机械厂供应原配轮胎；在国际上与全球 500 强企业固特异、卡特\n比勒、利勃海尔、沃尔沃等公司建立合作关系；在替换胎市场，销\n售网络遍布全国所有省市自治区，并出口世界 160 多个国家和地区。
10玲珑轮胎玲珑轮胎主导产品轮胎涵盖高性能轿车子午线轮胎、乘用轻卡轿车\n子午线轮胎、全钢载重子午线轮胎等 3,000 多个规格品种，年产能\n3,700 万套，连续多年入围世界轮胎 20 强，中国轮胎前五强。
11赛轮金宇赛轮金宇主营全钢载重子午胎、半钢子午胎和工程子午胎的研发、\n制造和销售，中国首家轮胎资源循环利用示范基地
12风神股份风神股份是全国最大的全钢载重子午线轮胎生产企业之一和最大的\n工程机械轮胎生产企业
13青岛双星青岛双星轮胎产品主要是全钢子午胎和半钢子午胎，其中以全钢子\n午胎产品为主，目前已具备生产全钢载重子午胎、半钢子午胎、斜\n胶载重轮胎、工程胎等各种专业化轮胎等生产能力，销售网络遍布\n全国，并远销欧美、非洲、���南亚、中东等 140 多个国家和地区。
14S 佳通S 佳通的主营业务为汽车轮胎的生产和销售，产品涵盖半钢子午线\n轮胎和全钢子午线轮胎，为全球轮胎 75 强排行榜中排名居前企业。
\n\n# （三）公司的竞争优势和劣势\n\n# 1、竞争优势\n\n# （1）智能制造优势\n\n发行人以智能制造实现轮胎产业“新旧动能转换”，践行“中国制造 2025”，打造了“自动化、信息化、智能化、数字化、可视化、可溯化”的智慧工厂，在资源配置、工艺优化、过程控制、产业链管理、质量控制与溯源、能源需求侧管理、节能减排及安全生产等方面，构建轮胎工业物联网体系。发行人智能制造成果连"} +{"pdf_name": "20795710_151.pdf", "language": "zh", "markdown": "续入选国家工信部“2016 年智能制造综合标准化与新模式应用”、“2017 年智能制造试点示范项目”，是唯一入选的轮胎制造企业。\n\n截至本招股说明书签署日，发行人就其智能制造实践经验，正参与“中国轮胎智能制造与标准化”行业标准制定。\n\n# （2）管理优势\n\n发行人打造符合智能制造模式的扁平化架构，实现生产研发平行化管理。智能制造模式下的工业互联网和生产制造物联网体系，为轮胎“智造”信息在公司内部各产业链条充分流通创造条件，促进管理、生产、研发、销售环节信息互联互通。优秀管理理念与先进生产方式相辅相成，为更好实现轮胎“智造”与企业发展融会贯通，发行人推动“扁平化架构、平行化管理”管理理念，在生产及研发环节得到落实：\n\n生产计划人员可通过智能中央控制系统直接指挥生产线单项机台，及时调配生产及检修一线人员，生产组织及运行效率得以提升；研发环节按照产品开发流程调整研发中心组织架构，推动研发团队及时对接客户需求、产业发展方向，促进研发成果细化深化，有效实现研发成果产业转化。\n\n# （3）全球化优势\n\n发行人响应“一带一路”倡议，迈出全球化产能布局坚实步伐，在泰国建设轮胎智能制造生产基地，为公司可持续良好发展奠定基础。截至本招股说明书签署日，仅有少数中国轮胎企业成功迈出全球化布局步伐。\n\n全球化布局是轮胎制造业的必由之路。泰国为天然橡胶全球主产地之一、东南亚主要汽车生产国、美国在该地区重要贸易合作对象，森麒麟（泰国）有利于发行人进一步参与轮胎行业全球竞争、开拓欧美替换市场及挖掘东南亚配套市场。\n\n发行人泰国工厂报告期内陆续取得泰国盘谷银行及中国进出口银行合计 1.6亿美元中长期项目贷款及 26.5 亿泰铢流动资金贷款。2018 年，青岛工厂因自身持续智能化投入获得泰国盘谷银行 1.2 亿美元及其北京分行 2 亿元人民币长期贷款。发行人利用境外银行贷款，服务于中国轮胎产业发展，利用外资助推全球化"} +{"pdf_name": "20786176_44.pdf", "language": "zh", "markdown": "
项目2017 年 9 月 30 日2016 年 12 月 31 日
金额比例金额比例
货币资金1,072,442.2515.451,191,682.7319.15
应收票据16,043.810.23728.760.01
应收账款652,215.949.39611,529.919.83
预付款项567,022.288.17285,084.414.58
其它应收款352,519.635.08347,487.165.59
存货4,206,046.4860.583,753,783.6760.34
其他流动资产76,142.911.1031,084.240.50
流动资产合计6,942,433.29100.006,221,380.88100.00
\n\n# 六、偿债保障措施\n\n为了有效地维护债券持有人的利益，保证本期债券本息按时、足额偿付，发行人建立了一系列工作计划，包括设立募集资金专项账户和偿债保障金专户、组建偿付工作小组、建立发行人与债券受托管理人的长效沟通机制、严格信息披露等，形成一套完整的确保本期债券本息按约定偿付的保障体系。\n\n# （一）设立专门的偿付工作小组\n\n发行人指定资金管理中心牵头负责协调本期债券的偿付工作，并通过公司其他相关部门，在每年的财务预算中落实安排本期债券本息的兑付资金，保证本息的如期偿付，保证债券持有人的利益。\n\n在利息和到期本金偿付日之前的 15 个交易日内，发行人将组成偿付工作小组，负责利息和本金的偿���及与之相关的工作。组成人员包括财务总监、财务管理中心主任等相关部门人员。\n\n# （二）设立募集资金专项账户和偿债保障金专户\n\n为了保证本期债券募集资金的合规使用及本息的按期兑付，保障投资者利益，发行人设立募集资金专项账户和偿债保障金专户。\n\n# 1、开立募集资金专项账户专款专用\n\n发行人将开立募集资金专项账户专项用于募集资金款项的接收、存储及划转活动，将严格按照募集说明书披露的资金投向，确保专款专用。\n\n# 2、设立偿债保障金专户，作为本期债券的唯一偿债账户\n\n偿债资金的主要来源为发行人不断增长的经营性现金流入。偿债保障金专户设置最"} +{"pdf_name": "20786176_45.pdf", "language": "zh", "markdown": "低留存额，其中：\n\n（1）发行人应于本期债券存续期付息日（T 日）三个交易日前（T-3 日）将当期应付债券利息存入偿债保障金专户；应于本期债券到期兑付日（T 日）三个交易日前（T-3日）将应偿付或者可能偿付的债券本息的百分之二十以上存入偿债保障金专户；应于本期债券到期兑付日（T 日）二个交易日前（T-2 日）将偿付或者可能偿付的债券本息全额存入偿债保障金专户。\n\n# （2）管理方式\n\n发行人指定资金管理中心负责偿债保障金专户及其资金的归集、管理工作，负责协调本期债券本息的偿付工作。发行人其他相关部门配合财务部门在本期债券兑付日所在年度的财务预算中落实本期债券本息的兑付资金，确保本期债券本息如期偿付。\n\n发行人将做好财务规划，合理安排好筹资和投资计划，同时加强对应收款项的管理，增强资产的流动性，保证发行人在兑付日前能够获得充足的资金用于向债券持有人清偿全部到期应付的本息。\n\n# （3）监督安排\n\n发行人将与资金监管银行签订《募集资金专项账户与偿债保障金专户监管协议》，规定资金监管银行监督偿债资金的存入、使用和支取情况。偿债保障金专户内资金专门用于本期债券本息的兑付，除此之外不得用于其他用途。\n\n本期债券受托管理人对偿债保障金专户资金的归集情况进行检查。\n\n# （三）制定债券持有人会议规则\n\n发行人已按照《公司债券发行与交易管理办法》的规定与债券受托管理人为本期债券制定了《债券持有人会议规则》，约定债券持有人通过债券持有人会议行使权利的范围、程序和其他重要事项，为保障本期公司债券本息及时足额偿付做出了合理的制度安排。\n\n有关债券持有人会议规则的具体内容，详见本募集说明书第八节“债券持有人会议”。\n\n# （四）充分发挥债券受托管理人的作用\n\n发行人按照《公司债券发行与交易管理办法》的要求，聘请中信建投证券担任本期债券的债券受托管理人，并与中信建投证券订立了《债券受托管理协议》。在本期债券存续期限内，由债券受托管理人依照协议的约定维护债券持有人的利益。\n\n有关债券受托管理人的权利和义务，详见本募集说明书第九节“债券受托管理人”。"} +{"pdf_name": "9318135_245.pdf", "language": "zh", "markdown": "
公司的母公司已被申\n请破产重整，综合判\n断上述款项预计无法\n收回，已计提 100%坏\n账准备。
客户八1,972,437.661,972,437.66100.00%预期上述款项无法收\n回，且公司准备提起\n诉讼，故全额计提坏\n账准备。
客户九207,500.00207,500.00100.00%该公司已被认定为失\n信人且欠款时间较\n久，综合判断上述款\n项预计无法收回，已\n计提 100%坏账准备。
合计35,002,666.8135,002,666.81----
\n\n按单项计提坏账准备：\n\n单位：元\n\n
名称期末余额
账面余额坏账准备计提比例计提理由
\n\n按组合计提坏账准备：75,932,481.26\n\n单位：元\n\n
名称期末余额
账面余额坏账准备计提比例
账龄组合951,637,552.7475,932,481.267.98%
合计951,637,552.7475,932,481.26--
\n\n确定该组合依据的说明：\n\n按组合计提坏账准备：\n\n单位：元\n\n
名称期末余额
账面余额坏账准备计提比例
\n\n确定该组合依据的说明：\n\n如是按照预期信用损失���般模型计提应收账款坏账准备，请参照其他应收款的披露方式披露坏账准备的相关信息：\n\n□ 适用 √ 不适用\n\n按账龄披露\n\n单位：元\n\n
账龄账面余额
1 年以内（含 1 年）772,778,634.57
1 至 2 年193,820,817.28
"} +{"pdf_name": "9318135_246.pdf", "language": "zh", "markdown": "
2 至 3 年11,353,153.00
3 年以上8,687,614.70
3 至 4 年258,279.00
4 至 5 年700,000.00
5 年以上7,729,335.70
合计986,640,219.55
\n\n# （2）本期计提、收回或转回的坏账准备情况\n\n本期计提坏账准备情况：\n\n单位：元\n\n
类别期初余额本期变动金额期末余额
计提收回或转回核销其他
单项计提的坏\n账准备30,161,740.569,539,692.643,312,566.561,482,755.3096,555.4735,002,666.81
按组合计提的\n坏账准备40,010,368.5436,018,668.19-96,555.4775,932,481.26
合计70,172,109.1045,558,360.833,312,566.561,482,755.30110,935,148.07
\n\n其中本期坏账准备收回或转回金额重要的：\n\n单位：元\n\n
单位名称收回或转回金额收回方式
\n\n# （3）本期实际核销的应收账款情况\n\n单位：元\n\n
项目核销金额
实际核销的应收账款1,482,755.30
\n\n其中重要的应收账款核销情况：\n\n单位：元\n\n
单位名称应收账款性质核销金额核销原因履行的核销程序款项是否由关联\n交易产生
\n\n应收账款核销说明：\n\n# （4）按欠款方归集的期末余额前五名的应收账款情况\n\n单位：元\n\n
单位名称应收账款期末余额占应收账款期末余额合计数\n的比例坏账准备期末余额
"} +{"pdf_name": "9301322_16.pdf", "language": "zh", "markdown": "# 二、 公司债券选择权条款在报告期内的触发和执行情况\n\n□本公司所有公司债券均不含选择权条款 √本公司的债券有选择权条款\n\n债券代码：155027.SH、155362.SH\n\n债券简称：18 杭机 01、19 杭机 01\n\n债券包括的条款类型：\n\n√调整票面利率选择权 √回售选择权 □发行人赎回选择权 □可交换债券选择权 □其他选择权选择权条款的触发和执行情况：\n\n报告期内，在 18 杭机 01 存续期的第 3 年末，发行人选择不调整票面利率，即本期债券票面利率保持不变，为 4.08%，并在存续期的第 4 年至第 5 年（2021 年 11 月 15 日至 2023 年 11 月 14 日）固定不变。“18 杭机 01”债券持有人于回售登记期（2021 年 10 月 19 日至 2021 年 10 月 25 日）内对其所持有的全部“18 杭机 01”登记回售，最终，“18 杭机 01”回售有效期登记数量为10,050.00 手，回售金额为 10,050,000.00 元。\n\n报告期内，19 杭机 01 调整票面利率选择权及投资者回售选择权均未被触发或执行。\n\n# 三、 公司债券投资者保护条款在报告期内的触发和执行情况\n\n√本公司所有公司债券均不含投资者保护条款 □本公司的债券有投资者保护条款\n\n# 四、 公司债券报告期内募集资金使用情况\n\n√本公司所有公司债券在报告期内均未使用募集资金 □本公司的债券在报告期内使用了募集资金\n\n# 五、 公司信用类债券报告期内资信评级调整情况\n\n□适用 √不适用\n\n# 六、 公司债券担保、偿债计划及其他偿债保障措施情况\n\n# （一）报告期内担保、偿债计划及其他偿债保障措施变更情况\n\n□适用 √不适用\n\n# （二）截至报告期末担保、偿债计划及其他偿债保障措施情况\n\n√适用 □不适用\n\n债券代码：155027.SH\n\n
债券简称18 杭机 01
担保、偿债计划及其他偿债\n保障措施内容1、偿债计划：本期债券的起息日为 2018 年 11 月 15 日，\n债券利息将于起息日之后在存续期内每年支付一次，2019 \n年至 2023 年间每年的 11 月 15 日为本期债券上一计息年度\n的付息日（遇法定节假日或休息日顺延，下同）。本期债\n券的本金兑付日为 2023 年 11 月 15 日（如遇法定节假日或\n休息日顺延）。本期债券本金及利息的支付将通过债券登\n记托管机构和有关机构办理。支付的具体事项将按照有关\n规定，由公司在中国证监会指定媒体上发布的公告中加以\n说明。根据国家税收法律、法规，投资者投资本次债券应\n缴纳的有关税金由其自行承担。\n2、偿债资金主要来源偿债资金将来源于发行人日常经营、\n运作过程中所产生的充足的现金流和营业业务的盈利。发\n行人业务的不断发展，将为公司营业收入、经营利润、经\n营活动现金流和筹资活动现金流的增加提供保障，公司的\n经营盈利和运营过程中产生的现金是本次债券能够按时、
"} +{"pdf_name": "9301322_17.pdf", "language": "zh", "markdown": "
足额偿付的有力保障。\n3、偿债应急保障方案公司长期保持稳健的财务政策，注重\n对流动性的管理，必要时可以通过流动资产变现来补充偿\n债资金。公司具有较好的变现能力，同时资信情况良好，\n经营情况稳定，运作规范，具有广泛的融资渠道和较强的\n融资能力，可通过资本市场进行债务融资。此外，发行人\n财务状况优良，信贷记录良好，拥有较好的市场声誉，与\n多家国内大型金融机构建立了长期、稳固的合作关系。发\n行人与中国建设银行、中国工商银行及交通银行等多家银\n行建立了长期稳定的信贷业务关系，必要时可使用剩余授\n信额度保证及时还款。\n4、偿债保障措施 1）设立募集资金专户和专项偿债账户 2\n）制定《债券持有人会议规则》3）制定并严格执行资金管\n理计划 4）充分发挥债券受托管理人的作用 5）严格履行信\n息披露义务
担保、偿债计划及其他偿债\n保障措施的变化情况及对债\n券持有人利益的影响（如有\n）偿债计划无变更，对债券持有人利益无重大不利影响
报告期内担保、偿债计划及\n其他偿债保障措施的执行情\n况按照募集说明书相关承诺执行
\n\n债券代码：155362.SH\n\n
债券简称19 杭机 01
担保、偿债计划及其他偿债\n保障措施内容1、偿债计划：本期债券的起息日为 2019 年 4 月 23 日，\n债券利息将于起息日之后在存续期内每年支付一次，2019\n年至 2023 年间每年的 4 月 23 日为本期债券上一计息年度\n的付息日（遇法定节假日或休息日顺延，下同）。本期债\n券的本金兑付日为 2024 年 4 月 23 日（如遇法定节假日或\n休息日顺延）。本期债券本金及利息的支付将通过债券登\n记托管机构和有关机构办理。支付的具体事项将按照有关\n规定，由公司在中国证监会指定媒体上发布的公告中加以\n说明。根据国家税收法律、法规，投资者投资本次债券应\n缴纳的有关税金由其自行承担。\n2、偿债资金主要来源偿债资金将来源于发行人日常经营、\n运作过程中所产生的充足的现金流和营业业务的盈利。发\n行人业务的不断发展，将为公司营业收入、经营利润、经\n营活动现金流和筹资活动现金流的增加提供保障，公司的\n经营盈利和运营过程中产生的现金是本次债券能够按时、\n足额偿付的有力保障。\n3、偿债应急保障方案公司长期保持稳健的财务政策，注重\n对流动性的管理，必要时可以通过流动资产变现来补充偿\n债资金。公司具有较好的变现能力，同时资信情况良好，\n经营情况稳定，运作规范，具有广泛的融资渠道和较强的\n融资能力，可通过资本市场进行债务融资。此外，发行人\n财务状况优良，信贷记录良好，拥有较好的市场声誉，与\n多家国内大型金融机构建立了长期、稳固的合作关系。发\n行人与中国建设银行、中国工商银行及交通银行等多家银
"} +{"pdf_name": "20796233_177.pdf", "language": "zh", "markdown": "
供应商结算周期结算方式信用政策\n（付款时点）应付账款\n账龄
玉环三田汽车摩擦工业\n有限公司月结银行承兑（6 个月）到货后 4 个月1 年以内
台州品佳汽配有限公司月结现汇到货后 3 个月和\n4 个月1 年以内
\n\n# （3）2015 年度发行人主要供应商的付款政策及政策执行情况、供应商给发行人的信用政策情况如下：\n\n
供应商结算周期结算方式信用政策\n（付款时点）应付账款\n账龄
玉环聚丰汽车零部件制\n造有限公司月结银行承兑（3 个月）到货后 4 个月1 年以内
瑞安市永新汽车配件厂月结现汇到货后 2 个月1 年以内
宁波捷豹振动控制系统\n有限公司月结现汇到货后 3 个月1 年以内
杭州涵基汽车配件有限\n公司月结现汇到货后 3 个月1 年以内
江苏沙钢集团淮钢特钢\n股份有限公司月结现汇预付1 年以内
玉环县华泰工具有限公\n司月结银行承兑（6 个月）到货后 3 个月1 年以内
玉环鹏翼汽车零部件有\n限公司月结银行承兑（6 个月）/\n现汇保持架到货后 2\n个月；附件到货\n后 4 个月1 年以内
浙江红箭橡塑有限公司月结现汇到货后次月1 年以内
安徽铖友汽车零部件制\n造有限公司月结现汇到货后 2 个月1 年以内
江苏威鹰机械有限公司月结银行承兑（6 个月）到货后 3 个月1 年以内
\n\n报告期内，发行人对主要供应商的付款政策未发生变化，发行人不存在因现金流问题而延迟付款或改变结算方式的情况。\n\n# 6、报告期主要能源\n\n公司生产用主要能源为电力，报告期内用电量、单价、电费金额及占营业成本的比例如下：\n\n
项目2017 年度2016 年度2015 年度
金额（万元）2,325.652,148.021,858.31
数量（万度）3,170.012,929.872,430.36
单价（元/度）0.730.730.76
营业成本（万元）118,600.0396,225.9073,859.13
"} +{"pdf_name": "20796233_178.pdf", "language": "zh", "markdown": "
占比1.96%2.23%2.52%
\n\n# （六）发行人与前五名客户、供应商之间的重大关联关系\n\n截至本招股说明书签署日，公司董事、监事、高级管理人员和核心技术人员，主要关联方或持有公司 5%以上股份的股东在上述客户或供应商中未占有任何权益。公司大股东与上述客户和供应商未互相持有股份。\n\n# （七）外协加工情况\n\n# 1、报告期内外协加工基本情况\n\n公司部分非核心生产环节采用外协加工方式。公司采用外协加工的主要原因是：因公司加工能力和场地有限，为确保能够及时交货，需要将一些技术含量不高的零部件外协加工。公司在实施委托加工过程中，任何一类外协均有多家外协厂商备选，既便于质量控制，又利于竞争格局的形成，避免对单一外协加工厂商的依赖。\n\n发行人外协分为直接采购外协件和采购外协加工服务两类。\n\n# ①直接采购外协件\n\n发行人因生产计划需要，会向部分供应商提供设计图纸，提供具体的产品参数，由供应商自行采购钢材等材料，再根据发行人要求进行加工，最后将完工后的毛坯件/半成品交付发行人。发行人采购的外协件主要包括轮毂半成品、球笼半成品、法兰毛坯、球笼毛坯。\n\n# ②采购外协加工服务\n\n发行人与外协供应商约定，由发行人将加工对象交付给外协厂商，外协厂商根据发行人提出的加工要求、技术参数对产品进行加工，加工完成后交付给发行人。发行人采购的外协加工服务包括：锻打、表面处理、热处理等。\n\n公司严格按照 ISO9001:2008 质量控制体系标准对外协加工件进行管理，确保外协加工件质量。\n\n发行人对外协加工定价采用以下两种模式：协议定价：发行人采购部通过询价、比价和议价的方式，根据产品加工工艺及相应质量要求并结合市场行情，共"} +{"pdf_name": "11792403_64.pdf", "language": "zh", "markdown": "
註冊辦事處Clifton House\n75 Fort Street\nP.O. Box 1350\nGrand Cayman KY1-1108\nCayman Islands
香港主要營業地點香港\n金鐘道95號\n統一中心17樓B室
總部及主要營業地點Block 5000\nAng Mo Kio Avenue 5\n#04-01 Techlpace II\nSingapore 569870
授權代表洪虢光先生
51 Jalan Bunga Rampai #03-02\nSingapore 538420
梁皚欣女士，HKICS
香港\n新界\n東涌\n健東路1號\n映灣園10座12樓G室
公司秘書梁皚欣女士，HKICS
香港\n新界\n東涌\n健東路1號\n映灣園10座12樓G室
審核委員會陳旆芬女士（主席）
楊光先生
韓振強先生
薪酬委���會楊光先生（主席）
陳旆芬女士
洪虢光先生
"} +{"pdf_name": "11792403_65.pdf", "language": "zh", "markdown": "
提名委員會洪維坤先生（主席）
洪咏權先生
陳旆芬女士
楊光先生
韓振強先生
開曼群島主要股份過戶登記處Estera Trust (Cayman) Limited
Clifton House\n75 Fort Street\nP.O. Box 1350\nGrand Cayman KY1-1108\nCayman Islands
香港股份過戶登記分處寶德隆證券登記（香港）有限公司
香港\n北角\n電氣道148號21樓2103B室
主要往來銀行RHB Bank Berhad (Bukit Timah Branch)
440/442 Upper Bukit Timah Road\nThe Rail Mall\nSingapore 678064
United Overseas Bank Limited
80 Raffles Place, UOB Plaza\nSingapore 048624
公司網站khoongroup.com
（本網站的內容並不構成本招股章程的一部分）
"} +{"pdf_name": "9312925_59.pdf", "language": "zh", "markdown": "
浙江温氏华统牧业有限公司注销
新兴县佳通水运有限公司注销
珠海新兴创新贰号投资合伙企业（有限\n合伙）注销
江苏华统饲料有限公司注销
龙川温氏家禽有限公司注销
贵港温氏畜牧有限公司注销
榕江温氏畜牧有限公司注销
德江温氏畜牧养殖有限公司注销
织金温氏畜牧有限公司注销
黄平温氏畜牧有限公司注销
德江温氏畜牧有限公司注销
黎城新大牧业有限公司注销
齐齐哈尔温氏粮食有限公司注销
河南省新大智道农牧咨询有限公司注销
卢氏新大种猪有限公司注销
\n\n主要控股参股公司情况说明\n\n广东温氏投资有限公司2021年12月31日净资产45.92亿元，较上年末增长63.65%，主要是本期盈利以及少数股东权益增加所致。\n\n广东华农温氏畜牧股份有限公司2021年12月31日净资产24.16亿元，较上年末减少32.42%，主要是本期亏损所致；2021年营业收入25.72亿元，较上年同期下降45.74%，主要是受国内生猪市场行情变化的影响，公司主要产品肉猪的销售价格同比下降所致；实现净利润-11.69亿元，较上年同期下降306.70%，主要是肉猪销售价格下降以及饲料原料价格上升、外购部分猪苗育肥、持续推进种猪优化等因素推高养猪成本，导致毛利率同比下降所致。\n\n# 十、公司控制的结构化主体情况\n\n□ 适用 √ 不适用\n\n# 十一、公司未来发展的展望\n\n# （一）行业发展趋势分析\n\n# 1.行业空间巨大，集中度持续提升\n\n家禽和生猪行业是关系国计民生和社会稳定的重要基础行业，从业者众多，市场空间巨大。当前行业集中度仍比较低，行业内规模化企业年出栏量市场占有率仍然较低。未来，受养殖用地紧张、环保政策趋紧以及禽流感、非洲猪瘟疫情等影响，中小养殖户因资金、技术和人才等原因而逐步退出，行业集中度将呈加快提升趋势。\n\n# 2.产业链延伸日益紧迫\n\n目前生猪业和家禽业的养殖产业链比较完整，规模较大的从业者都配备了种场、饲料厂和育肥场，主要的产品仍是活鸡或活猪；主要的销售模式仍为批发或零售；主要的客户是肉联厂、食品加工企业、个体"} +{"pdf_name": "9312925_60.pdf", "language": "zh", "markdown": "批发商或零售商；产品交付消费者的主要场所是农贸市场和超市，客户群体比较分散，销售渠道比较单一，最后一公里问题仍较难解决。未来，在禽流感事件和非洲猪瘟疫情等行业危机影响下，国内限制活禽交易的地域范围将逐步扩大，活猪调运也将向调肉转变；同时，新生代消费者的消费观念在逐步改变，因食品安全问题对溯源提出更高的要求，传统的活鸡和活猪销售模式将逐步向“集中屠宰、品牌经营、冷链流通、冷鲜上市”的模式转变，养殖企业通过延伸产业链，促使鸡猪产品从养殖场直达到终端。当前我国生猪和家禽养殖产业链向下游屠宰以及食品加工产业延伸的紧迫性越来越强。\n\n# （二）公司未来发展展望\n\n公司将以“精诚合作，齐创美满生活”的温氏文化核心理念为指引，继续扩张发展养猪业，稳步发展养鸡业，加快发展蛋鸡、鸭、乳业、兽药及农牧设备业，打造以鸡、猪双主业为核心，依托资本市场力量构建多业态协同发展的产业链生态圈；同时，加快推进屠宰、食品加工、生鲜营销产业发展，延伸养殖产业链，促进公司从传统养殖企业向食品企业转型。\n\n# （三）下一年度工作计划\n\n2022年，新冠与非瘟疫情将继续影响畜禽养殖行业，畜禽产品供大于求的矛盾在较长一段时间内可能依然存在，畜禽市场行情不确定依然较高，饲料原料价格高位运行的态势仍未发生改变，企业经营环境错综复杂，公司将保持战略定力，以“固本强基、稳健致远”的总基调，以“聚焦经营、坚定改革、从严治企，积聚企业新动能”为年度主线，以提升经营能力为原则，以实现盈利为核心任务，打好降本攻坚战，坚定推进改革，提升管理成效，为公司持续稳健发展积聚新动能。\n\n# 1.做准生产经营计划，争创效益最大化\n\n2022年，公司肉猪（含毛猪和鲜品）销量目标为1800万头左右，肉鸡（含毛鸡、鲜品和熟食）销售目标为同比增长5%左右。其中，毛鸡销量保持稳定，肉鸡销量增长潜力主要是适合屠宰的品种。公司将根据销售目标和市场行情，做好引种、配种、投苗和上市计划。同时，继续推动其他相关业务拓展市场，确保年度计划目标超额完成。\n\n# 2.强化生产管理，提升生产成绩\n\n建立干部驻点工作制度，明确工作要求，赋予相应权限，搭建高效沟通平台，现场解决一线生产单位实际问题；加强基层员工生产流程和业务技能的培训与考核，确保80%以上员工持证上岗；优化畜禽生产设施和流程，建立最严密的生物安全防线，确保重大疫病防控有措施、有监督、有落实、有成效；通过管理到位和执行到位，保证生产稳定，并稳步提升生产成绩。\n\n# 3.强化经营意识，确保成本可控\n\n明确生产单位“成本中心”和经营单位“利润中心”定位，建立管理报表，让各级管理者及时掌握所管辖单位资产、资金、成本、利润等情况，促使管理者逐步从生产型向经营管理型转变。持续开展降本增效专项行动，坚持“成本+利润”考核导向，将业绩考核与奖金分配紧密挂钩，力争2022年肉猪综合成本目标控制在8-8.5元/斤。\n\n# 4.聚力攻关关键技术，提升企业核心竞争力\n\n以重大项目课题立项攻关为抓手，继续加大对畜禽育种、智能养殖等关乎企业核心竞争力的技术科研投入。年内，加大种猪克隆等育种技术的转化应用；加快开展精准营养技术研究，强抓畜禽精准饲喂，有效控制饲料成本；强抓环保体系建设，推进资源化利用和微生物等提效增值研发；推动信息技术升级，加大数字化技术应用力度，构建种场数字化运营管理平台，推广应用智慧养殖平台、生物安全智能管控系统，实现提效降本。\n\n# 5.坚定改革和从严治企，激活内生动力\n\n以《温氏企业文化纲要》为价值观准则，重点加强干部素质培养、从严管理和正向激励，打造一支想干事、能干事、干成事的干部队伍。加强审计监察，对重点环节、重要部门和关键岗位加大审计监察力度。丰富温氏企业文化内涵，突出“共创”与“拼搏”的精神力量，平衡好“创”与“享”的关系，调动员工、"} +{"pdf_name": "20793557_475.pdf", "language": "zh", "markdown": "
规格数量（万台）金额（万元）销量占比单价（元）
白板一体机0.842,477.8517.74%2,960.39
普通交互白板3.884,885.0282.26%1,258.44
合计4.727,362.87100.00%1,560.33
\n\n
2017 年度
规格数量（万台）金额（万元）销量占比单价（元）
白板一体机1.194,082.078.14%3,435.22
普通交互白板13.4117,546.1091.86%1,308.07
合计14.6021,628.17100.00%1,481.18
\n\n
2016 年度
规格数量（万台）金额（万元）销量占比单价（元）
白板一体机1.164,075.366.47%3,514.46
普通交互白板16.7721,165.1893.53%1,262.16
合计17.9325,240.54100.00%1,407.84
\n\n
2015 年度
规格数量（万台）金额（万元）销量占比单价（元）
白板一体机0.351,512.992.02%4,311.74
普通交互白板17.0122,546.9397.98%1,325.19
合计17.3724,059.92100.00%1,385.54
\n\n公司电子交互白板产品分为白板一体机和普通交互白板两类，白板一体机集成了 OPS、麦克风、音响等装置，价格较高。2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，公司电子交互白板平均单价分别为 1,385.54 元、1,407.84 元、1,481.18 元和 1,560.33 元，价格较为稳定。由于用户的采购偏好逐渐偏向使用更便捷、功能更丰富的白板一体机，导致白板一体机的销量不断增加，但由于销量占比较低，因此对电子交互白板平均单价的影响较为有限。\n\n# ③投影机销售收入情况分析\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，公司投影机销售收入分别为 45,206.54 万元、78,556.98 万元、77,634.06 万元和 28,490.94 万元，占各期智能交互显示产品销售收入的比例分别为 25.50%、30.17%、22.43%和 16.27%。投影机销售收入变动的主要原因系报告期内该类产品的销量逐渐趋稳，单价逐年上"} +{"pdf_name": "20793557_476.pdf", "language": "zh", "markdown": "升。\n\n# I、投影机销量逐渐趋稳\n\n2015 年度、2016 年度、2017 年度和 2018 年 1-6 月，发行人投影机销售数量分别为 12.21 万台、18.09 万台、16.52 万台和 4.80 万台，其中发行人自有品牌投影机销售数量分别为 3.85 万台、6.83 万台、6.78 万台和 2.83 万台，代理品牌投影机销售数量分别为 8.35 万台、11.26 万台、9.74 万台和 1.97 万元。发行人自有品牌投影机销量增长较快，主要原因系公司自有品牌投影机为激光投影机，随着政府财政教育投入加大，偏向于采购画面质量更好且维护成本更低的激光投影机，导致公司自有品牌投影机销售数量增长。代理品牌投影机销量维持较稳定状态，主要原因系代理品牌投影机主要以灯泡光源投影机为主，该类投影机发展较为成熟，故其销量未发生较大波动。\n\n# II、投影机单价保持上升趋势\n\n
2018 年 1-6 月
规格数量（万台）金额（万元）销量占比单价（元）
自有品牌2.8316,111.1958.87%5,702.47
代理品牌1.9712,379.7541.13%6,270.77
合计4.8028,490.94100.00%5,936.23
\n\n
2017 年度
规格数量（万台）金额（万元）销量占比单价（元）
自有品牌6.7838,943.8541.05%5,741.39
代理品牌9.7438,690.2158.95%3,972.50
合计16.5277,634.06100.00%4,698.69
\n\n
2016 年度
规格数量（万台）金额（万元）销量占比单价（元）
自有品牌6.8336,182.8837.76%5,298.80
代理品牌11.2642,374.1062.24%3,764.38
合计18.0978,556.98100.00%4,343.74
\n\n
2015 年度
规格数量（万台）金额（万元）销量占比单价（元）
自有品牌3.8515,991.1731.56%4,150.10
"} +{"pdf_name": "9299822_73.pdf", "language": "zh", "markdown": "
公司
\n\n# 租赁情况说明\n\n（1）公司与东方证券股份有限公司于 2020 年 5 月 29 日签订了的房屋租赁合同，东方证券股份有限公司租赁了公司位于上海市松江区沪亭北路 199 弄 1 号 9 楼 908-910 室办公室，面积为298.51 平方米，租赁期为 5 年 3 个月（免租期为 2020 年 6 月 1 日至 2020 年 8 月 31 日，如租期未满五年，承租方自身原因提前退租，或因违约造成解约的，需补偿出租方免租期的房屋租金共计 114,404 元），月租金 38,135 元（小数后一位四舍五入计算），该房屋租金 2 年内不变，第3 年原租金基础上增长 6%，第 4 年同第 3 年的价格，第 5 年在第 3 年的基础上增长 6%。租金为每12 个月支付一次，每次租金到期日前 10 日支付该房屋租金，先付后租，因此项租赁金额较小，对公司经营不构成实质影响。\n\n（2）公司与上海康禹食品有限公司于 2020 年 11 月 1 日签订了的房屋租赁合同，上海康禹食品有限公司租赁了公司位于上海市松江区沪亭北路 199 弄 1 号 9 楼 913 室办公室，面积为 106.04平方米，租赁期为 3 年 1.5 个月（免租期为 2020 年 11 月 1 日至 2020 年 12 月 15 日，如租期未满三年，承租方自身原因提前退租，或因违约造成解约的，需补偿出租方免租期的房屋租金共计17,178 元），月租金 11611 元（小数后一位四舍五入计算），该房屋租金 2 年内不变，第 3 年原租金基础上增长 6%。租金为每 3 个月支付一次，每次租金到期日前 10 日支付该房屋租金，先付后租，因此项租赁金额较小，对公司经营不构成实质影响。\n\n（3）公司与上海开亨信息科技有限公司于 2020 年 12 月 1 日签订了的房屋租赁合同，上海开亨信息科技有限公司租赁了公司位于上海市松江区沪亭北路 199 弄 1 号 9 楼 907 室办公室，面积为 101.56 平方米，租赁期为 2 年 2 个月（免租期为 2020 年 12 月 2 日至 2021 年 2 月 1 日，如租期未满二年，承租方自身原因提前退租，或因违约造成解约的，需补偿出租方免租期的房屋租金共计 22,241.64 元），月租金 11,120.82 元，该房屋租金 2 年内不变。租金为每 3 个月支付一次，每次租金到期日前 10 日支付该房屋租金，先付后租，此项租赁金额较小，对公司经营不构成实质影响。\n\n（4）公司与上海韬沃网络科技有限公司于 2020 年 12 月 1 日签订了的房屋租赁合同，上海韬沃网络科技有限公司租赁了公司位于上海市松江区沪亭北路 199 弄 1 号 9 楼 906 室办公室，面积为 124.45 平方米，租赁期为 2 年 2 个月（免租期为 2020 年 12 月 2 日至 2021 年 2 月 1 日，如租期未满二年，承租方自身原因提前退租，或因违约造成解约的，需补偿出租方免租期的房屋租金共计 27,254.55 元），月租金 13,627.27 元，该房屋租金 2 年内不变。租金为每 3 个月支付一次，每次租金到期日前 10 日支付该房屋租金，先付后租，因此项租赁金额较小，对公司经营不构成实质影响。\n\n（5）公司与王志洋于 2021 年 3 月 22 日签订了的房屋租赁合同，王志洋租赁了公司位于上海市松江区沪亭北路 199 弄 1 号 9 楼 911-912 室办公室，面积为 194.3 平方米，租赁期为 2 年（免租期为 2021 年 3 月 17 日至 2021 年 5 月 15 日，月租金 21,276 元，该房屋租金 2 年内不变。每次"} +{"pdf_name": "9299822_74.pdf", "language": "zh", "markdown": "租金到期日前 10 日支付该房屋租金，先付后租，租金为每 3 个月支付一次，逾期支付的，每逾期一日，则乙方需按日租金的 5%向甲方支付违约金。因此项租赁金额较小，对公司经营不构成实质影响。"} +{"pdf_name": "9291396_179.pdf", "language": "zh", "markdown": "於 二 零 零 九 年 及 二 零 一 零 年 ， 我 們 為 中 味 加 工「 中 味」牌 醬 油 產 品 。 我 們 於 二 零 一零年 就該等服 務確認淨 加工收 入人民幣 3.8百萬元 。根據我 們分別於 二零零 九年及二 零一零年與中味訂立的醬油加工框架協議，我們於二零零九年及二零一零年不時加工醬油半成品，以對中味的醬油生產進行補充，加工費約為醬油成品售價的11 %。根據該等框架協議，我們根據相關國家食品安全衛生標準加工醬油半成品，並需要在每次交付產品時提供相關監管部門發出的營業執照、食品衛生許可證及產品質量報告以及我們本身的產品檢測報告。中味的研發中心根據相關國家標準對每批次產品進行抽樣檢測後，方會接受及儲存該批次產品以供日後使用。\n\n我們董事認為該安排構成我們日常業務的一部分并且符合正常商業條款，乃出於下列原因：(i)該過往業務安排反映並且符合我們最終控股股東當時總體的商業目標，當時彼 在 我 們 與 中 味（ 均 由 彼 擁 有 ）之 間 實 行 了 若 干 經 銷 安 排 ， 據 此 ， 在 我 們 最 終 控 股 股 東的整 個調味 品業務 中，我們 主要擔 任生產 平台， 而中味 則作為 集中 銷售 渠道； (ii)加 工服務符合我們過往的業務模式及經營，因為在我們的業務模式於二零一零年末發生演變之前，醬油產品的生產構成我們業務的主要部分。在我們的業務模式發生該演變及料酒成為我們的核心業務之前，我們提供多種調味品且並無任何主要產品類別，而且醬油產品的生產佔我們業務經營的絕大部分。二零一零年間，我們醬油產品所產生的收入佔銷售貨品總收入的29.9 %；(iii)當時，中味銷 售「中味」品牌下的系列調味品。中味 的主要產品為醬菜，醬油僅佔中味業務的一小部分，因此其醬油產能極低。為了完成超出中味極低醬油產能的訂單，中味自二零零六年起聘請外部醬油生產廠加工醬油產品，並將該等 產 品 在「 中 味」品 牌 下 銷 售 。 中 味 聘 請 我 們 及 分 別 位 於 安 徽 省 及 江 蘇 省 的 獨 立 第 三 方阜陽九珍食品有限公司及天浩圓釀造（ 江蘇 ）有限公司提供醬油加工服務；及(iv)對調味品 製 造 商 而 言 ， 向 其 他 調 味 品 製 造 商 提 供 加 工 服 務 或 OEM 式 的 服 務 乃 行 業 慣 例 。 由 於二零零八年年底我們逐步提升醬油產能，除了生產我們自有品牌下的醬油產品外，我們擁有富餘的產能為中味提供醬油加工服務，及鑑於共同擁有權，我們在中味與天浩圓釀造（ 江 蘇 ）有 限 公 司 訂 立 的 醬 油 加 工 協 議 於 二 零 零 九 年 二 月 終 止 時 為 中 味 提 供 醬 油 加 工服務實屬自然。我們以收取加工費（ 醬油成品售價的約11 % ）的形式從該加工安排中產生合理的利潤。我們認為該費用符合當時調味品行業其他公司所收取的費用。由於我們亦生 產 及 銷 售 我 們 自 有 的「 老 恒 和」品 牌 下 的 醬 油 產 品 ， 我 們 的 資 源 有 限 ， 故 此 並 無 向 其他公司提供類似服務。正如我們的情況一樣，由於產能受到限制，調味品製造商向多個客 戶 提 供 加 工 服 務 或 OEM 式 的 服 務 的 情 況 並 不 多 見 ， 這 是 由 於 製 造 商 需 要 時 間 及 資 源來定制及調整生產流程以滿足客戶的品味、著色及質量規格。二零一零年年 底，我們最"} +{"pdf_name": "9291396_180.pdf", "language": "zh", "markdown": "終控股股東作出一項戰略轉移的舉措，以將我們作為一項單獨的專注於產品的核心業務進行發展，此乃由於彼致力於以老恒和品牌重振家族傳統，以及將我們的資源集中於料酒 的 生 產 及 銷 售 上 ， 並 提 供 有 限 的 幾 種 調 味 品（ 包 括 醬 油 產 品 ）以 補 充 我 們 的 料 酒 供應。鑒於此次戰略重點的轉移，我們不再為中味加工醬油產品，而是動用我們所有的醬油產能來生產我們自有品牌下的醬油產品。展望未來，倘若出現合適的機會及倘若我們的加工能力允許，我們將考慮提供類似的加工服務。請參閱「業務—我們業務模式的發展歷程」。\n\n# 按產品類別劃分的收入\n\n我們銷售貨品所得的收入指銷售貨品扣除退貨及貿易折讓（ 此兩者於往績記錄期為零 ）之後的發票淨值。下表載列於所示期間我們銷售按產品類別劃分的貨品所得的收入組成部分及彼等各自的百分比：\n\n
截至十二月三十一日止年度截至八月三十一日止八個月
二零一零年二零一一年二零一 二年二零一 二年二零一 三年
收入佔銷售貨品\n的總收入的\n百分比收入佔銷售貨品\n的總收入的\n百分比收入佔銷售貨品\n的總收入的\n百分比收入佔銷售貨品\n的總收入的\n百分比收入佔銷售貨品\n的總收入的\n百分比
人民幣千元%人民幣千元%人民幣千元%人民幣千元%人民幣千元%
（ 未經審核 ）
料酒產品
特級— —6,5966.081,48124.227,52814.665,15720.2
高端————24,7817.36,2143.360,87318.9
中端6,33819.538,95335.6115,42334.261,18932.592,35528.6
平價8,78327.014,60413.370,58820.961,28632.414,7494.6
小計15,12146.560,15354.9292,27386.6156,21782.8233,13472.3
醬油產品9,73529.920,53818.812,7803.88,6964.670,21921.7
醋製品3,77011.613,86512.79,2912.86,1633.33,4781.1
其他產品
醬製品及醬菜8312.69,9969.119,1345.714,5487.815,0594.6
其他3,0829.44,9404.53,6471.12,7031.59720.3
小計3,91312.014,93613.622,7816.817,2519.316,0314.9
銷售貨品的\n總收入32,539100.0109,492100.0337,125100.0188,327100.0322,862100.0
\n\n於二零一零年末，我們開始集中資源發展我們的料酒業務，尤其是較高端的產品。因此，於往績記錄期間，料酒產品的銷售額佔我們銷售貨品所得總收入百分比錄得大幅增 長 。 有 關 我 們 對 特 級 、 高 端 、 中 端 及 平 價 料 酒 產 品 進 行 分 類 的 方 式 的 簡 述 ， 請 參 閱「業務—產品—料酒產品」一節。"} +{"pdf_name": "3438855_12.pdf", "language": "zh", "markdown": "中核新能源已投资了徐州荆马河污水处理厂、徐州经济开发区污水处理厂、山东临沂罗庄污水处理厂、 淮安楚州污水处理厂等 13 个污水处理项目，日污水处理规模 71 万吨。\n\n# 表 6：截至 2013 年 6 月末公司部分资本运营项目\n\n
类型项目名称公司持股比例%总投资\n(亿元)截至 2013 年 6 月末\n施工进展情况（预计）\n收益情况
BT南京新城科技园国际研发总部\n园未成立项目公司，\n由中核华兴成立\n项目部20.00工程目前工程桩施工阶段已接近\n尾声。9.30%（项目内部\n收益率）
武汉市花山大道新建工程100%7.10已完工移交25.00%（投资收益\n率）
BOT徐州荆马河污水处理厂（一期）94%1.812004 年投产净利润 32.27%
徐州荆马河污水处理厂（二期）80%0.852011 年投产净利润率 17.23%
徐州经济开发区污水处理厂100%0.582008 年投产净利润率 24.22%
临沂罗庄污水处理厂95%0.72006 年投产净利润率 29.37%
淮安楚州污水处理厂（一期）100%0.462007 年投产净利润率 2.41%
淮安楚州污水处理厂（二期）100%0.512012 年投产-
临沂经济开发区污水处理厂100%0.62007 年投产净利润率 20.92%
七台河第二污水处理厂100%1.12013 年设立项目公司，目前在建预期投资收益率\n6%
TOT徐州大庙污水处理厂100%0.562012 年投产净利润率 14.75%
齐齐哈尔中心城区污水处理厂100%3.202013 年投产投资收益率 5%
\n\n资料来源：公司提供\n\n综合来看，非核工程业务作为公司多元化业务布局的重要领域，近年来整体业务发展良好，工程承揽规模持续扩大，并在石油化工、LNG、煤化工等工业领域建立了较强的市场竞争力。中诚信国际注意到，未来公司非核业务发展的重点将集中在内部施工专业结构调整方面，扩大工业及基础设施工程建设占比，并坚持向高端工程领域发展，预计未来该业务领域发展结构将更趋优化。\n\n# 重组改制\n\n2010 年 3 月，中国核建集团正式向国资委上报关于主营业务重组改制、设立股份公司并首次公开发行股票的请示方案。2010 年 12 月 21 日，公司下属核心上市主体中国核工业建设股份公司（以下简称“中核股份”）在国家工商总局正式登记设立，公司持有其 79.20%股东权益。根据中核建集团股份制改造重组整体方案，中核股份成立后将成为中国核工业第二二建设有限公司、中国核工业二三建设有限公司、中国核工业二四建设有限公司、中国核工业第五建设有限公司、中核华泰建设有限公司、北京中核华辉科技发展有限公司、中国核工业华兴建设有限公司、中国核工业中原建设有限公司、中核 混凝土股份有限公司和郑州中核岩土工程有限公司10 家公司的直接控股股东（详见“附表一：中国核工业建设集团公司股权结构图”）。中诚信国际注意到，2011 年日本福岛核泄漏事件致使我国政府暂停核电新项目的审批工作，受此影响公司上市进程有所放缓；随着事件影响的逐步减弱，公司正努力推动上市工作的正常进行。\n\n综合来看，通过企业改制和整体上市的推进，公司治理结构、管理体制和运作模式有望得到进一步完善；同时，未来通过权益直接融资可在一定程度上降低公司的财务杠杆水平，优化公司资本结构。中诚信国际认为，待政府恢复核电项目审批，中核股份上市工作有望重启并快速推进。\n\n# 管 理\n\n# 产权状况\n\n中国核工业建设集团公司前身为始建于 1956年 11 月 16 日的中华人民共和国第三机械工业部，后改名为核工业部。1988 年 9 月 16 日，经国务院批准，中国核工业集团总公司正式成立，并撤销原核工业部。1999 年 6 月 23 日，经国务院批准，中"} +{"pdf_name": "3438855_13.pdf", "language": "zh", "markdown": "国核工业集团总公司改组为中国核工业集团公司和中国核工业建设集团公司。公司为中央直属国有独资企业，截至 2013 年 6 月末国务院国有资产监督管理委员会持有公司 100%的股权，是公司的实际控制人。\n\n截至 2013 年 6 月末，实际控制人所持公司股权不存在被质押的情况。\n\n截至 2013 年 6 月末，公司全资 7 家子公司，控股 3 家子公司2，参股 1 家公司（详见：附一）。\n\n# 公司治理\n\n中国核建集团是经国务院批准在原中国核工业总公司所属部分企事业单位的基础上组建、由中央管理的国有重要骨干企业，是经国务院批准的国家授权投资机构和资产经营主体。公司实行总经理负责制，设副总经理若干人、总会计师、总经济师、总工程师各一人，根据总经理授权履行相应的职责，对总经理负责。\n\n# 内部管理\n\n安全生产方面，公司设有核电与国防工程办公室（安全生产办公室），并制定了《安全生产责任制》、《安全生产管理规定》、《境外安全生产重（特）大事故与突发事件应急预案》、《在沪施工项目重大危险源工程安全监控管理规定》等规章制度。在所属较大分支机构均设立安全生产监督管理机构，实行层级制管理。对总承包工程项目的施工安全由总承包企业全面负责，并与分包企业签订安全生产的专项合同，有效保障了公司施工主业的安全生产管理。\n\n财务管理方面，公司制定了财务管理与内部审计及内部控制审计的相关制度，集团总部及下属成员单位均设立内审机构，内审程序较为完善。在担保管理方面，集团公司总部原则上不为集团公司以外企业提供资金支持和担保，参股企业只按股权比例提供担保，特殊情况需由集团公司总经理办公会议或集团公司贷审组作出决定，集团所属企业为集团以外企业提供资金支持或担保，须报集团公司批准。\n\n在投资决策方面，公司对全资企业、直属事业单位对外投资具有决策权和审批权。投资项目的申报程序包括项目建议方案、组织调研、编制项目建议书、专家评议、集体决策、授权审批等程序，集团总部投资行为须经集团公司总经理办公会审批，所属企业投资行为由集团公司规划运营部组织评议并负责报批或批复，投资审批程序及投资授权规定比较健全。\n\n整体来看，中国核建集团现有管理制度较为规范和完善，但从目前的实际运作效果来看，由于下属子公司较多，公司对成员单位的管理控制力仍需进一步加强，通过企业改制和整体上市的推进，公司治理结构、管理体制和运作模式有望得到进一步完善。\n\n# 战略规划\n\n中国核建集团自 1999 年成立以来，围绕“保军促民，调整结构，以核为本，科技兴业”的经营方针，各业务板块稳步发展，综合竞争实力不断提升。公司“十二五”期间总体发展目标是将主营业务收入年均增长率维持在 20%以上，利润总额年均增长率维持在25%以上；公司计划“十二五”期末实现收入500亿元，实现利润 11 亿元。\n\n核电工程领域，公司已建立起“一个核心能力、两个核心业务”的核战略发展框架，推动以“核”为主业的能力建设，以军工工程和核电工程为代表的核能工程建设，以高温气冷堆和低温供热堆技术为代表的核能产业化建设。与此同时，公司未来还将以核电工程建设为基础，拓展工程设计、设备制造、核工程技术研究与服务领域，逐步实现核电工程建设的产业链延伸；此外，公司还积极推进核能产业化，依托示范工程建设，实现核能综合利用的设计、制造、建设、运营四个自主化，建设具有国际竞争力的世界领先的核电建设企业。\n\n非核工程领域，未来公司非核建筑工程领域将不断实施内部结构调整，逐步放弃低端市场竞争，重点开拓高端建筑市场，并向工程总承包（EPC）以及投融资与施工结合的承包模式方面拓展，增强非核工程业务的综合竞争实力和盈利能力。此外，公司在非核领域将不断培育和发展水务投资、能源\n\n---\n\n2中核能源科技有限公司法定代表人及财务总监为公司委派，并对其经营活动进行管理，能控制其经营活动。"} +{"pdf_name": "2535683_31.pdf", "language": "zh", "markdown": "
的现金净额
处置子公司及其他营业单位收到的现金净额0.000.00
收到其他与投资活动有关的现金0.000.00
投资活动现金流入小计115,353,895.03
购建固定资产、无形资产和其他长期资产支付\n的现金2,030,064.985,268,494.82
投资支付的现金114,700,000.000.00
质押贷款净增加额0.000.00
取得子公司及其他营业单位支付的现金净额0.000.00
支付其他与投资活动有关的现金0.000.00
投资活动现金流出小计116,730,064.985,268,494.82
投资活动产生的现金流量净额-1,376,169.95-5,268,494.82
三、筹资活动产生的现金流量：
吸收投资收到的现金0.0064,000,000.00
其中：子公司吸收少数股东投资收到的现金0.000.00
取得借款收到的现金0.000.00
发行债券收到的现金0.000.00
收到其他与筹资活动有关的现金0.000.00
筹资活动现金流入小计0.0064,000,000.00
偿还债务支付的现金0.009,000,000.00
分配股利、利润或偿付利息支付的现金0.00428,914.45
其中：子公司支付给少数股东的股利、利润0.000.00
支付其他与筹资活动有关的现金五、32（3）0.00352,000.00
筹资活动现金流出小计0.009,780,914.45
筹资活动产生的现金流量净额0.0054,219,085.55
四、汇率变动对现金及现金等价物的影响0.000.00
五、现金及现金等价物净增加额-10,104,732.4543,045,449.94
加：期初现金及现金等价物余额63,706,529.0858,375,013.05
六、期末现金及现金等价物余额53,601,796.63101,420,462.99
\n\n
法定代表人：蔺皓主管会计工作负责人：张静会计机构负责人：张静
\n\n# (六) 母公司现金流量表\n\n单位：元\n\n
项目附注本期金额上期金额
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金15,881,152.338,645,872.80
收到的税费返还0.009,842.72
收到其他与经营活动有关的现金1,300,667.622,011,278.72
经营活动现金流入小计17,181,819.9510,666,994.24
购买商品、接受劳务支付的现金10,800,482.066,216,171.47
"} +{"pdf_name": "2535683_32.pdf", "language": "zh", "markdown": "
支付给职工以及为职工支付的现金4,598,781.404,236,421.52
支付的各项税费563,052.57695,623.68
支付其他与经营活动有关的现金6,070,064.936,354,539.38
经营活动现金流出小计22,032,380.9617,502,756.05
经营活动产生的现金流量净额-4,850,561.01-6,835,761.81
二、投资活动产生的现金流量：
收回投资收到的现金89,700,000.000.00
取得投资收益收到的现金559,285.220.00
处置固定资产、无形资产和其他长期资产收\n回的现金净额0.000.00
处置子公司及其他营业单位收到的现金净额0.000.00
收到其他与投资活动有关的现金0.000.00
投资活动现金流入小计90,259,285.220.00
购建固定资产、无形资产和其他长期资产支\n付的现金1,776,234.985,263,604.82
投资支付的现金89,700,000.000.00
取得子公司及其他营业单位支付的现金净额0.000.00
支付其他与投资活动有关的现金0.000.00
投资活动现金流出小计91,476,234.985,263,604.82
投资活动产生的现金流量净额-1,216,949.76-5,263,604.82
三、筹资活动产生的现金流量：
吸收投资收到的现金0.0064,000,000.00
取得借款收到的现金0.000.00
发行债券收到的现金0.000.00
收到其他与筹资活动有关的现金0.000.00
筹资活动现金流入小计0.0064,000,000.00
偿还债务支付的现金0.009,000,000.00
分配股利、利润或偿付利息支付的现金0.00428,914.45
支付其他与筹资活动有关的现金0.00352,000.00
筹资活动现金流出小计0.009,780,914.45
筹资活动产生的现金流量净额0.0054,219,085.55
四、汇率变动对现金及现金等价物的影响0.000.00
五、现金及现金等价物净增加额-6,067,510.7742,119,718.92
加：期初现金及现金等价物余额53,545,219.5357,787,138.45
六、期末现金及现金等价物余额47,477,708.7699,906,857.37
\n\n
法定代表人：蔺皓主管会计工作负责人：张静会计机构负责人：张静
"} +{"pdf_name": "9222700_181.pdf", "language": "zh", "markdown": "# 49、 长期应付职工薪酬\n\n□适用 √不适用\n\n# 50、 预计负债\n\n□适用 √不适用\n\n# 51、 递延收益\n\n递延收益情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期初余额本期增加本期减少期末余额形成原因
政府补助4,689,486.304,108,207.081,852,019.176,945,674.21与资产或收益\n相关的政府补\n助
合计4,689,486.304,108,207.081,852,019.176,945,674.21/
\n\n涉及政府补助的项目：\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
负债\n项目期初余额本期新增补\n助金额本期计入\n营业外收\n入金额本期计入其\n他收益金额其他\n变动期末余额与资产相\n关/与收\n益相关
蒸汽外\n供补助3,933,333.33399,999.963,533,333.37与资产相\n关
创新药\n物研发\n新技术\n及新装\n备研究1,400,000.00466,666.67933,333.33与资产相\n关
2021 年\n省重大\n科技专\n项资金1,480,000.00493,333.33986,666.67与资产相\n关
废水处\n理项目\n补助249,999.8450,000.04199,999.80与资产相\n关
在线监\n控设备\n补助195,528.0242,194.66153,333.36与资产相\n关
2015 年120,625.007,500.00113,125.00与资产相
"} +{"pdf_name": "9222700_182.pdf", "language": "zh", "markdown": "
县安全\n环保技\n术改造关
2020 年\n高质量\n强企竞\n赛补助177,207.0836,918.06140,289.02与资产相\n关
技术改\n造项目\n补助910,000.00118,406.32791,593.68与资产相\n关
安全新\n型天然\n水果保\n鲜剂的\n研发与\n应用示\n范补助126,000.00126,000.00与收益相\n关
多肽类\n标准样\n品制备\n新技术64,000.1164,000.11与收益相\n关
果品新\n型安全\n保鲜剂\n开发与\n应用141,000.0047,000.0293,999.98与收益相\n关
合计4,689,486.304,108,207.081,852,019.176,945,674.21
\n\n其他说明：\n\n□适用 √不适用\n\n# 52、 其他非流动负债\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目期末余额期初余额
合同负债5,238,938.05
待转销项税额681,061.95
合计5,920,000.00
\n\n其他说明：\n\n无"} +{"pdf_name": "20786139_9.pdf", "language": "zh", "markdown": "资料来源：长江证券研究所\n\n步入 14nm，甚至是 10nm 后，摩尔定律的实用性大大下降。技术的再度突破再也不像研发前期那样轻而易举，两年时间不再适用于尖端技术的实现。尽管如此，英特尔只要始终保持技术至上的态度便会一直助力其稳坐世界第一之位。\n\n# “引进+自主”结合的半路强国——日本\n\n# IC 产业发展时期\n\n日本集成电路产业的可以追溯到 20 世纪 50 年代。从二战后的百废待兴到 80 年代的 IC第一强国，再到现在全球化下的格局重组，日本在集成电路产业经历了从小到大、从弱到强的演变。在这风雨六十载的岁月里，日本在芯片领域大刀阔斧的改革都是历史、市场推动的结果，把握时机、合理转变、自主创新等一系列措施都有值得我们借鉴学习的价值。\n\n表 2： 日本集成电路产业发展历程\n\n
阶段环境因素政府措施主要成果
萌芽期\n（20 世纪 50 年代）二战后，日本亟待恢复经济、提升\n设备、刺激生产力；美俄冷战，得\n到美国援助颁布“国外投资法”（1950）；实施倾\n斜政策，鼓励资源向民间大企业倾斜；\n加入资本主义国家的关贸总协定本土第一台基于晶体管的计算机\nETL MARK III，以及随后的 MARK \nVI;东京大学 PC-2
技术引进期\n(20 世纪 60 年代)美国半导体企业采用全面公开专利\n的技术输出政策；台式计算机下体\n积急速缩小激发了日本民用市场的\n需求超高性能计算机开发计划（1966））；\n采取优先发展半导体工业战略；限制\n资本进入研制出 IC 试验品；混成大规模集\n成电路技术
自主发展期\n（20 世纪 70 年代）两次经济危机，需求减小、产能过\n剩、设备闲置；重工业引发公害事\n件调整产业结构，向新能源方向倾斜\n（ “阳光计划”和“月光计划”）；实\n行保护主义政策，限制集成电路方面\n的进口1kb DRAM 存储器；第一台液晶\n显示计算机；日本超大规模集成\n电路（VLSI）项目；64K RAM; 4\n位微处理器（MPU）
赶超期日本达到发达国家水平，可引进技开办 SEMICON JAPAN 展会；签订256k DRAM、1 M DRAM、4M
"} +{"pdf_name": "20786139_10.pdf", "language": "zh", "markdown": "
（20 世纪 80 年代） 术有限；各国技术出口限制；个人\n电脑普及，DRAM 需求膨胀；半导\n体产业萧条（1985）《日本半导体协议》，应对美国关于倾\n销的指控；DRAM；CMOS 微处理器 HD6301;\n直径为 8 英寸的硅单晶
衰退期\n（20 世纪 90 年代）美国企业放弃 DRAM 市场、研发\nMPU；DRAM 标准化生产实现，价\n格成为关键因素；韩国抢占 DRAＭ\n市场；部件从大规模生产转为专业\n化生产，复杂度提升；台湾企业利\n用分工优势侵蚀市场加强贸易立国和技术立国的战略，转\n向出口与内需共同拉动的战略；设立\n“半导体工业研究所”32 位 RISC 处理器；256M DRAM; \n在室温下工作的单电子存储芯片
调整期\n（21 世纪）LSI、MSU、闪存等高附加值领域一\n一出现；SOC 成为全球企业核心业\n务；PC 进入衰退期，集成电路与新\n领域融入凸显实行降低成本，着重设计，从 DRAM\n转向 SOC 的战略；重新启动工厂、\n大学和政府联合的“产管学”计划；\n提出半导体 MIRAI 计划128 SDRAM；90nm 工艺；NAND\n闪存技术
\n\n资料来源：长江证券研究所\n\n# 早期产业模式\n\n发展初期，日本 IC 产业主要以“引进赶超”、发展民用电子和瞄准市场动向为指导进行发展。一方面，“引进赶超”模式符合日本企业保守严谨的特点，将已经形成的独创性研究拓展至应用领域能极大的减少风险。另一方面，日本采用民用电子市场的潜在需求刺激技术和集成电路产业良性发展。相比于美国的军用半导体产业，曾因二战禁止涉足军事建设的日本在民用市场上因祸得福。\n\n图 5：日本集成电路产业发展模式\n\n资料来源：互联网、长江证券研究所\n\n# 日本超大规模集成电路（VLSI）项目\n\n20 世纪 70 年代，一是日本被迫向美国开放其国内计算机和半导体市场，二是美国 IBM 公司正研发具有高性能、小体积特点的计算机系统，Future System。这两件事催化了日本政府进行自主研发芯片，缩短与发达国家差距和抵抗美国企业侵蚀市场的决心。\n\n1976 年，日本通产省组织富士通、日立等五大公司与日本工业技术研究院电子综合研"} +{"pdf_name": "2552721_34.pdf", "language": "zh", "markdown": "归属于该无形资产开发阶段的支出能够可靠地计量；\n\n运用该无形资产生产的产品周期在1年以上。\n\n# 14、长期资产减值\n\n本公司对长期股权投资、采用成本模式计量的投资性房地产、固定资产、在建工程、采用成本模式计量的生产性生物资产、油气资产、无形资产、商誉等长期资产的减值，采用以下方法确定：\n\n公司在资产负债表日判断资产是否存在可能发生减值的迹象。如存在减值迹象，则估计其可收回金额，进行减值测试。因企业合并所形成的商誉和使用寿命不确定的无形资产，无论是否存在减值迹象，至少于每年末进行减值测试。\n\n可收回金额根据资产的公允价值减去处置费用后的净额与资产预计未来现金流量的现值两者之间较高者确定。公司以单项资产为基础估计其可收回金额；难以对单项资产的可收回金额进行估计的，以该资产所属的资产组为基础确定资产组的可收回金额。资产组的认定，以资产组产生的主要现金流入是否独立于其他资产或者资产组的现金流入为依据。\n\n当资产或资产组的可收回金额低于其账面价值的，本公司将资产的账面价值减记至可收回金额，减记的金额确认为资产减值损失，计入当期损益，同时计提相应的资产减值准备。资产减值损失一经确认，在以后会计期间不予转回。\n\n# 15、职工薪酬\n\n# （1）短期薪酬的会计处理方法\n\n本公司在职工为本公司提供服务的会计期间，将实际发生的短期薪酬确认为负债，并计入当期损益（其他会计准则要求或允许计入资产成本的除外）。\n\n公司发生的职工福利费，在实际发生时根据实际发生额计入当期损益或相关资产成本。职工福利费为非货币性福利的，按照公允价值计量。\n\n公司为职工缴纳的医疗保险费、工伤保险费、生育保险费等社会保险费和住房公积金，以及按规定提取的工会经费和职工教育经费，在职工为其提供服务的会计期间，根据规定的计提基础和计提比例计算确定相应的职工薪酬金额，并确认相应负债，计入当期损益或相关资产成本。\n\n# （2）离职后福利的会计处理方法\n\n离职后福利计划，是指公司与职工就离职后福利达成的协议，或者公司为向职工提供离职后福利制定的规章或办法等。\n\n本公司将离职后福利计划分类为设定提存计划和设定受益计划。其中，设定提存计划，是指向独"} +{"pdf_name": "2552721_35.pdf", "language": "zh", "markdown": "立的基金缴存固定费用后，公司不再承担进一步支付义务的离职后福利计划；设定受益计划，是指除设定提存计划以外的离职后福利计划。\n\n本公司在职工为本公司提供服务的会计期间，将根据设定提存计划计算的应缴存金额确认为负债，并计入当期损益或相关资产成本。\n\n本公司尚未制定设定受益计划。\n\n# （3）辞退福利的会计处理方法\n\n本公司辞退福利，是指公司在职工劳动合同到期之前解除与职工的劳动关系，或者为鼓励职工自愿接受裁减而给予职工的补偿。\n\n本公司在职工劳动合同到期之前解除与职工的劳动关系、或者为鼓励职工自愿接受裁减而提出给予补偿，在本公司不能单方面撤回解除劳动关系计划或裁减建议时和确认与涉及支付辞退福利的重组相关的成本费用时两者孰早日，确认因解除与职工的劳动关系给予补偿而��生的负债，同时计入当期损益。\n\n# 16、收入\n\n# （1）销售商品收入确认时间的具体判断标准\n\n公司已将商品所有权上的主要风险和报酬转移给购买方；公司既没有保留与所有权相联系的继续管理权，也没有对已售出的商品实施有效控制；收入的金额能够可靠地计量；相关的经济利益很可能流入企业；相关的已发生或将发生的成本能够可靠地计量时，确认商品销售收入实现。\n\n本公司对于国内销售，以按照合同条款将产品交付客户，经客户验收并核对无误后作为收入的确认时点；对于出口销售，以报关单上记载的出口日期作为确认外销收入的时点。\n\n# （2）确认让渡资产使用权收入的依据\n\n与交易相关的经济利益很可能流入企业，收入的金额能够可靠地计量时，分别下列情况确定让渡资产使用权收入金额：\n\n利息收入金额：按照他人使用本企业货币资金的时间和实际利率计算确定。\n\n使用费收入金额：按照有关合同或协议约定的收费时间和方法计算确定。\n\n租赁收入：在出租合同（或协议）规定日期收取租金后，确认收入实现。如果虽然在合同或协议规定的日期没有收到租金，但是租金能够收回，并且收入金额能够可靠计量的，也确认为收入。\n\n# （3）按完工百分比法确认提供劳务的收入时，确定合同完工进度的依据和方法\n\n在资产负债表日提供劳务交易的结果能够可靠估计的，采用完工百分比法确认提供劳务收入。提供劳务交易的完工进度，依据已完工作的测量确定。"} +{"pdf_name": "9314134_68.pdf", "language": "zh", "markdown": "
其他和邦集团本公司任何时候拟减持振静股份股份时，将提前 \n3 个交易日通知振静股份并通过振静股份予以\n公告，未履行公告程序前不进行减持；本公司减\n持振静股份股份将按照《公司法》、《证券法》、\n证券监督管理部门及证券交易所的相关规定办\n理。本公司计划通过证券交易所集中竞价交易减\n持股份的，将在首次卖出的十五个交易日前预先\n披露减持计划；在任意连续三个月内通过证券交\n易所集中竞价交易减持股份的总数，不得超过公\n司股份总数的 1%。本公司通过协议转让方式减\n持股份并导致本公司所持公司股份低于 5%的，\n本公司将在减持后六个月内继续遵守上述承诺。\n本公司通过协议转让方式减持股份的，单个受让\n方的受让比例不得低于 5%。若本公司因涉嫌证\n券期货违法犯罪，在被中国证监会立案调查或者\n被司法机关立案侦查期间，以及在行政处罚决\n定、刑事判决作出之后未满六个月的；因违反证\n券交易所自律规则，被证券交易所公开谴责未满\n三个月等触发法律、法规、规范性文件、中国证\n监会、证券交易所规定的不得减持股份的情形\n的，本公司不得进行股份减持。若本公司违反上\n述承诺减持振静股份股份，减持所得收入归振静\n股份所有，本公司将在获得收入的五日内将前述\n收入支付给振静股份指定账户；如果因本公司未\n履行上述承诺事项给振静股份或者其他投资者\n造成损失的，本公司将向振静股份或者其他投资\n者依法承担赔偿责任。无固定期 \n限否是无无
其他贺正刚本人在锁定期满后两年内减持公司股票的（不包\n括本人在本次发行并上市后从公开市场中新买\n入的股票），每年减持的数量不超过在振静股份\n本次发行前所持股份总数的 20%，减持价格不锁定期满\n后二十四\n个月是是无无
"} +{"pdf_name": "9314134_69.pdf", "language": "zh", "markdown": "
低于本次发行价格（若振静股份在该期间内发生\n派息、送股等除权除息事项，发行价格应相应调\n整）；减持方式包括集中竞价交易、大宗交易、\n协议转让及其他符合中国证监会及证券交易所\n相关规定的方式。
其他贺正刚本人任何时候拟减持振静股份股份时，将提前3\n个交易日通知振静股份并通过振静股份予以公\n告，未履行公告程序前不进行减持；本人减持振\n静股份股份将按照《公司法》、《证券法》、证券\n监督管理部门及证券交易所的相关规定办理。本\n人不得因在公司的职务变更、离职等原因，而放\n弃履行相关承诺。在锁定期届满后，在本人担任\n振静股份董事、监事、高级管理人员时，每年转\n让的公司股份不超过本人所持公司股份数的\n25%，离职后半年内，不转让所持本公司股份。\n本人计划通过证券交易所集中竞价交易减持股\n份的，将在首次卖出的十五个交易日前预先披露\n减持计划，在任意连续三个月内通过证券交易所\n集中竞价交易减持股份的总数，不得超过公司股\n份总数的 1%；本人通过协议转让方式减持股份\n并导致本人所持公司股份低于 5%的，本人将在\n减持后六个月内继续遵守上述承诺。本人通过协\n议转让方式减持股份的，单个受让方的受让比例\n不得低于 5%。若本人因涉嫌证券期货违法犯罪，\n在被中国证监会立案调查或者被司法机关立案\n侦查期间，以及在行政处罚决定、刑事判决作出\n之后未满六个月的；因违反证券交易所自律规\n则，被证券交易所公开谴责未满三个月等触发法\n律、法规、规范性文件、中国证监会、证券交易\n所规定的不得减持股份的情形的，本人不得进行\n股份减持。本人不会因职务变更、离职等原因而无固定期 \n限否是无无
"} +{"pdf_name": "20781566_111.pdf", "language": "zh", "markdown": "批准。\n\n公司向山东祥瑞铜材有限公司销售的阴极铜价格定价采用上海有色金属网铜价格加升贴水的模式，符合市场行情，价格公允；公司向山东祥瑞铜材有限公司采购的废杂铜、阴极铜价格定价采用上海有色金属网铜价格加升贴水模式，符合市场行情，价格公允。\n\n2017 年 3 月末，公司向山东祥瑞铜材有限公司销售或采购的关联交易事项已结清，无余额。\n\n# （3）上海祥光国际贸易有限公司\n\n上海祥光国际贸易有限公司成立于 2011 年 8 月，注册资本为 3000 万元，其中上海祥光金属贸易有限公司出资 150 万元，西藏新凤祥光明投资合伙企业（有限合伙）出资 2850 万元，主要经营范围是保税港区的国际贸易，转口贸易，保税港区内企业间的贸易及贸易代理，保税港区内的保税展示，商业性简单加工，金属材料，化工产品及原料，建筑材料，纺织原料，塑料原料等的销售，及货物及技术的进出口业务等。该公司近一年主要数据如下：\n\n
项目2017 年 3 月末（万元） 2016 年末（万元）变动幅度变动原因
资产总额126,845.8267,278.7988.54%公司扩大经营规模所致，资产\n主要为应收款项项目
负债总额123,528.0063,648.2794.08%公司扩大经营规模所致，负债\n主要为应付及预收项目
营业收入327,569.76565,742.04-42.10%公司扩大经营规模所致
税前利润-312.701,172.28-126.67%正常经营、波动不大
\n\n发行人向上海祥光国际贸易有限公司采购的主要是白银、镍、橡胶等，2016年采购18,456.86万元，占当年营业成本比例为0.41%；2017年1-3月采购88,173.07万元，占当年营业成本比例为 6.53%。\n\n发行人向上海祥光国际贸易有限公司销售的主要是贸易铜、白银等，2016 年销售 117,415.06 万元，占当年营业收入比例为 2.47%；2017 年 1-3 月销售 22,774.8万元，占当年营业收入比例为 1.63%。\n\n发行人 2016 年 12 月向上海祥光国际贸易有限公司拆出资金 8,931.94 万元，已归还。\n\n根据《公司法》、《证券法》等有关法律、法规、规范性文件及公司章程的规定，公司制定了《关联交易管理办法》，规定“公司拟与关联人达成的关联交易总"} +{"pdf_name": "20781566_112.pdf", "language": "zh", "markdown": "额在 10,000 万元以上或占公司最近一期经审计净资产值的 5%以上的，经公司股东会决议通过后方可实施”。公司与上海祥光国际贸易有限公司的关联交易已经股东会批准。\n\n发行人向上海祥光国际贸易有限公司销售的贸易铜、白银等价格定价采用上海有色金属网价格加升贴水的模式，符合市场行情，价格公允；发行人向上海祥光国际贸易有限公司采购的白银、镍等价格定价采用上海有色金属网价格加升贴水模式，橡胶价格定价采用上海期货交易价格加升贴水模式，符合市场行情，价格公允。\n\n2017 年 3 月末，发行人应收上海祥光国际贸易有限公司销售款 48,614.41 万元, 应付上海祥光国际贸易有限公司采购款 5,616.10 万元。\n\n# （4）青岛祥光物流有限公司\n\n青岛祥光物流有限公司成立于 2009 年 10 月，注册资本为 1800 万元，其中刘志光出资 900 万元，刘志明出资 900 万元，经营范围为国际货运代理，办理国际货物运输及相关业务。该公司近一年主要数据如下：\n\n
项��2017 年 3 月末（万元） 2016 年末（万元）变动幅度变动原因
资产总额8,170.638,346.17-2.10%正常经营，变动不大
负债总额6,208.616,392.28-2.87%正常经营，变动不大
营业收入821.943,720.96-77.91%正常经营
税前利润6.3929.85-78.60%正常经营
\n\n发行人向青岛祥光物流有限公司采购的主要是物流服务，2014 年采购2,228.94 万元，占当年营业成本比例为 0.04%；2015 年采购 1,113.53 万元，占当年营业成本比例为 0.03%；2016 年采购 1,882.77 万元，占当年营业成本比例为0.04%；2017 年 1-3 月采购 690.72 万元，占当年营业成本比例为 0.05%。\n\n发行人 2015 年向青岛祥光物流有限公司拆出资金 6,400 万元，已结清；发行人 2016 年向青岛祥光物流有限公司拆出资金 5,400 万元，已结清。\n\n根据《公司法》、《证券法》等有关法律、法规、规范性文件及公司章程的规定，公司制定了《关联交易管理办法》，规定“公司拟与关联人达成的关联交易总额低于 10000 万元且低于公司最近一期经审计净资产值的 5%的，经公司董事会批准后实施”；同时规定“出席董事会的无关联董事人数不足三人的，应将该事项提交股东会审议”。公司与青岛祥光物流有限公司的关联交易已经股东会批准。"} +{"pdf_name": "3418032_8.pdf", "language": "zh", "markdown": "性意见。长期看，煤电联动政策的出台将有力地促进电煤市场化发展，使市场供需成为电煤价格的主要决定因素，“煤、运、电”产业链价格机制将得到进一步理顺，火电企业整体抗风险能力将得到有效增强。\n\n2013 年 9 月，国家发改委下发了《关于调整发电企业上网电价有关事项的通知》（以下简称“《通知》”）。《通知》要求从 9 月 25 日起降低有关省（区、市）燃煤发电企业脱硫标杆上网电价；适当降低跨省、跨区域送电价格标准；提高上海、江苏、浙江等省（区、市）天然气发电上网电价。根据《通知》的规定，全国省级电网中除云南省和四川省未做调整外，其他均下调了煤电机组上网电价，降价幅度从 0.009 元/千瓦时\\~0.025 元/千瓦时不等，平均降幅为 0.014 元/千瓦时，其中上海市、江苏省和浙江省降幅最大，为 0.025 元/千瓦时。在上述地区煤电上网电价下调的基础上，《通知》还规定，对脱硝达标并经环保部门验收合格的燃煤发电企业，上网电价每千瓦时提高 0.01 元钱；对采用新技术进行除尘达标并经环保部门验收合格的燃煤发电企业，上网电价每千瓦时提高 0.002 元钱。\n\n2014 年 8 月，国家发展改革委印发《关于疏导环保电价矛盾有关问题的通知》（发改价格[2014]1908 号），决定自 2014 年 9 月 1 日起，在保持销售电价总水平不变的情况下，适当降低燃煤发电企业上网电价，全国燃煤发电企业标杆上网电价平均降低 0.93 分/千瓦时，腾出的电价空间用于进一步疏导环保电价矛盾。2015 年 4 月，国家发改委发布《关于降低燃煤发电上网电价和工商业用电价格的通知》（发改价格[2015]748 号），全国燃煤发电上网电价平均每千瓦时下调约 2 分钱；全国工商业用电价格平均每千瓦时下调约 1.8 分钱，自2015 年 4 月 20 日起执行。2015 年 12 月，国家发改委发布《关于降低燃煤发电上网电价和一般工商业用电价格的通知》（发改价格[2015]3105 号），自2016 年 1 月 1 日起，下调全国燃煤发电上网电价平均约 0.03 元/千瓦时，同幅度下调一般工商业销售电价。此外，根据《国家发展改革委、环境保护部、国家能源局关于实行燃煤电厂超低排放电价支 持政策有关问题的通知》（发改价格[2015]2835号），对于验收合格并符合超低排放限值要求的燃煤发电机组实行电价支持。其中，对 2016 年 1 月1 日以前已经并网运行的现役机组，对其统购上网电量加价 0.01 元/千瓦时（含税）；对 2016 年 1 月1 日之后并网运行的新建机组，对其统购上网电量加价 0.005 元/千瓦时（含税）。\n\n中诚信国际认为，2013 年以来四次电价调整对煤电企业盈利能力将造成一定影响，但由于煤炭价格持续走低，总体来看影响程度有限。中诚信国际将对煤炭价格变化、上网电价调整对煤电企业盈利能力变化保持关注。\n\n新电改方案出台和配套文件的密集推出预示着电力体制改革的再次重启；短期来看这对现有发电及电网企业的影响较小，但长期来看拥有较多优质电力资源发电企业的规模效应将不断显现；中诚信国际将对未来相关政策的实施效果保持关注\n\n为解决制约电力行业科学发展的突出矛盾和深层次问题，推动结构转型和产业升级，中共中央国务院于 2015 年 3 月内部下发了 9 号文。9 号文规定了在进一步完善政企分开、厂网分开、主辅分开的基础上，按照管住中间、放开两头的体制架构，有序放开输配以外的竞争性环节电价，有序向社会资本开放配售电业务，有序放开公益性和调节性以外的发用电计划；推进交易机构相对独立，规范运行；继续深化对区域电网建设和适合我国国情的输配体制研究；进一步强化政府监管，进一步强化电力统筹规划，进一步强化电力安全高效运行和可靠供应。9 号文发布后，国家发改委等政府部门相继出台 4 个配套政策，分别就清洁能源、需求侧管理、输配电价试点、跨省区交易机制等问题做出了详细的指引；2015 年 11 月，国家发改委、国家能源局再次印发了《关于推进输配电价改革的实施意见》、《关于推进电力市场建设的实施意见》、《关于电力交易机构组建和规范运行的实施意见》、《关于有序放开发用电计划的实施意见》、《关于推进售电侧改革的实施意见》和《关于加强和规范燃煤自备电厂监督管理的指导意见》等 6 个电力体制改革配套文"} +{"pdf_name": "3418032_9.pdf", "language": "zh", "markdown": "件（以下简称“配套文件”）。配套文件的出台进一步细化了 9 号文中提及的改革方向。\n\n输配电价改革方面，配套文件进一步明确要按照“准许成本加合理收益”原则，核定电网企业准许总收入和分电压等级输配电价，测算并单列居民、农业等享受的交叉补贴以及工商业用户承担的交叉补贴；改革后，输配电价相对固定，发电价格的波动将直接传导给售电价格；电网企业按照政府核定的输配电价收取过网费，不再以上网电价和销售电价的价差作为主要收入来源，可以保证其向所有用户公平开放、改善服务。目前深圳、内蒙古西部、安徽、湖北、宁夏、云南和贵州已被列入先期试点范围，且上述区域已先后出台了详细的输配电价改革方案，并已获得国家发改委批复。中诚信国际认为，输配电价的单独核算以及电价形成机制将是一个缓慢的过程，未来一段时间内电网企业仍将在较大范围内保持着集电力输送、电力统购统销、调度交易为一体的状况。\n\n电力市场建设方面，配套文件将电力市场体系分为区域和省（区、市）电力市场，其中区域市场共分为北京电力交易中心（依托国家电网公司组建）和广州电力交易中心（依托南方电网公司组建），其主要负责落实国家计划、地方政府协议，促进市场化跨省跨区交易；同时还制定了优先购电和发电制度，旨在保障公益性、调节性发用电优先购电、优先发电，坚持清洁能源优先上网，并在保障供需平衡的前提下，逐步形成以市场为主的电力电量平衡机制；且还明确未来将建立中长期、跨省和跨区域等类型的交易机制，明确了电力市场主体，并制定了详细的注入标准和退出机制。\n\n配套文件还要求将原来由电网企业承担的交易业务与其他业务分开，从而组建交易机构，规定交易机构不以营利为目的，在政府监管下为市场主体提供规范公开透明的电力交易服务；交易机构主要负责市场交易平台的建设、运营和管理，负责市场交易组织，提供结算依据和相关服务，汇总电力用户与发电企业自主签订的双边合同等。\n\n发用电计划方面，配套文件明确了发用电计划改革的总体思路：通过建立优先购电制度保障无议 价能力的用户用电；通过建立优先发电制度保障清洁能源发电、调节性电源发电优先上网；通过直接交易、电力市场等市场化交易方式，逐步放开其他的发用电计划；在保证电力供需平衡、保障社会秩序的前提下，实现电力电量平衡从以计划手段为主平稳过渡到以市场手段为主，并促进节能减排。中诚信国际认为，发用电计划的改革有效保障了清洁能源的发电上网，其在促进清洁能源可持续发展的同时，也为我国早日实现既定的节能减排目标奠定了良好的基础。\n\n售电侧改革方面，本次电改向社会资本放开了增量配电网的建设和运营，同意符合条件的各类主体组建售电公司，并明确同一供电营业区内可以有多个售电公司，但只能有一家公司拥有该配电网经营权，并提供保底供电服务，但同一售电公司可在多个供电营业区内售电；同时配套文件还制定了售电主体的准入和退出机制。中诚信国际认为，售电侧的放开引入了售电���的市场竞争主体，长期看将有效提升售电服务质量和用户用能水平；但以目前国内现状来看，国家电网、南方电网以及各地方农网已经占据了相当一部分电网资源，目前的增量配电网可能大多为建设难度大、成本高、投资回报率低且距离电源点较远的人员稀少区，注重效益的社会资本极少会去投入这部分资源，其还需具有保底供电服务职能的国家电网和南方电网等去投入；售电侧的放开使得发电企业也可以进入售电领域，在未来输配电价固定的情况下，拥有较多优质电源的大型发电集团的规模优势将逐步显现，同时也将倒逼发电企业快速寻找适合其持续经营的边际成本，否则在未来的竞争中将面临较大压力。\n\n最后，配套文件对自备电厂的规划、审核、管理和参与市场交易等方面也作了相应要求。\n\n2015 年 12 月，国家能源局发布《电力市场运营基本规则（征求意见稿）》、《电力市场监管办法（征求意见稿）》和《电力中长期交易基本规则》等电改三大配套细则（以下简称“3 大细则”）。3 大细则将在《关于推进电力市场建设的实施意见》基础上，兼顾各地实际情况，进一步制定电力交易规则和市场监管体系。"} +{"pdf_name": "4048416_79.pdf", "language": "zh", "markdown": "项目连退区钢结构厂房工程发生一起钢结构屋架坍塌事故，造成 2 人死亡。根据《生产安全事故报告和调查处理条例》（国务院令第 493 号），发行人上述事故属一般事故。合肥市安全生产监督管理局对事故原因进行了认定，并对发行人及相关责任人做出了行政和经济处罚。事故发生后，公司成立了事故调查组，认真查找分析事故发生的原因，并针对性地从教育、安全技术方案、监管等多个方面加强管理：（1）加强对作业人员的安全教育和安全操作技能的培训，提高作业人员的安全意识和自我防范的能力，杜绝违章作业，特种作业人员必须持证上岗；（2）认真识别施工过程中的安全风险，制定规范的安全技术措施，完善安全技术方案的编制、审批、论证和实施，施工工序严格按照方案执行；（3）加强过程监管，严格执行作业许可和施工旁站制度；（4）实行作业前的专家交底制度，提高项目管控能力和施工能力。\n\n除 2012 年发生上述事故外，最近三年及一期发行人无其他一般及以上等级安全生产事故发生，也未因安全生产问题受到相关主管部门的处罚。\n\n当前发行人安全生产管理重点为：（1）强化公司安全监管、服务能力建设；（2）强化安全标准化建设，努力做到全覆盖，提升标准化实施质量；（3）加强特种设备体系运行，落实主体责任；（4）充分发挥技术、质量对安全的支撑和保障作用。\n\n安全生产管理主要措施有：（1）签订年度安全生产责任状。年初与各职能部门，各区域/专业公司签订安全生产责任状，强化责任目标的分解和落实，并逐级建立考核制度，加强监督与落实，努力促进全员安全责任意识的提高。（2）定期召开安委会和安全专业会议，对公司安全管理工作进行全面策划及安排。（3）开展标准化建设。建立完善安全标准化标准的制定，编制完成了《安全生产管理手册》和《施工现场标准化图集》并在各项目推行实施，充分体现安装公司的专业特点，还编制了安全技术规程、作业指导书等规范性文件，促进标准化的推广。公司每年根据在建项目的情况，进行标准化示范工程立项，带动所有项目标准化工作的提高，同时强化过程的策划、监督、检查、评比、验收、总结和提高工作。"} +{"pdf_name": "4048416_80.pdf", "language": "zh", "markdown": "随着石化、工业项目增多，为了经营和生产需要，公司在 2013 年上半年取得了HSE 体系证书，通过培训、运行，HSE 体系在石化项目的应用已取得初步成效。（4）全面开展安全教育培训活动。每年初制定全年安全教育培训计划，按照培训计划实施培训。迄今公司 800 多人取得了三类人员安全生产考核合格证书，160多人取得了特种作业人员安全操作证书，90 多人取得了国家注册安全工程师证书。为加大安全生产宣传力度，公司定期出版安全生产简报，至创刊以来共出版41 期。（5）开展多项安全活动，强化体系运行。每年初开展危险源识别评价活动，针对评价结果，制定专项方案，并监督实施，开展多种形式的安全活动，如“安全月”活动、“百日安全集中整治行动”等。（6）开展安全监督检查活动。按照公司管理要求规定，公司开展定期和不定期的安全生产监督检查，检查结束后召开现场会，下发整改通知单，下发检查通报。（7）强化安全技术管理工作，组建公司专家库，严格方案审核，强化安全技术交底，对技术人员进行专项培训，大力推行现场带班制的落实。\n\n最近三年及一期，发行人无重大安全生产事故发生。\n\n# 2、环境管理\n\n公司成立了以董事长为首的环境管理和绿色施工工作领导小组及以总经理为组长的工作小组；生产副总经理主抓环境管理和绿色施工工作；设立了环境管理和绿色施工工作办公室，对管理职责进行了细分，落实到相关单位、部门和岗位。明确了项目经理是环境管理和绿色施工工作第一责任人，负责成立环境管理和绿色施工工作小组，配备兼职绿色施工管理人员。现有环境与绿色施工管理制度有《卓越绩效管理手册》、《项目管理实施手册》、《环境因素识别与评价指导书》《重要环境因素运行控制指导书》《绿色施工管理计划编写指导书》、《中国建筑环境管理节能减排管理条例》等。\n\n环境管理主要举措有：（1）年度管理策划：每年初，公司依据环保法规要求、重要环境因素，结合上一年度环境管理、节能减排和绿色施工管理情况，对当年环境管理、节能减排和绿色施工工作提出要求和作出安排。（2）教育和培训：每"} +{"pdf_name": "4046212_98.pdf", "language": "zh", "markdown": "# 四、 合并财务报表的合并范围\n\n# 1. 子公司情况\n\n# 本公司子公司的情况如下：\n\n
子公司类型注册地 \n/主要 \n经营地法人代表业务性质注册资本 \n(万元)经营范围组织机构\n代码
通过设立或投资等方式取得的子公司
屹创能源工程(上海) \n 有限公司有限责任公司 \n(台港澳与境内 \n合资)上海陈鸿服务业美元149.00从事建筑节能的 \n技术开发、技术\n集成及合网能源58341910-1
GOSS INTERNATIONAL \nEurope B.V.*注2股份有限公司荷兰不适用生产及销 \n售型公司欧元1.00专用机器设备的 \n生产和销售不适用
同一控制下企业合并取得的子公司
上海三菱电梯有限公司有限责任公司 \n(中外合资)上海范秉勋制造业美元15,526.94制造及销售电梯、 \n自动扶梯、电子\n舷梯楼宇自动化\n管理及安全系统\n及提供相关服务60720514-1
上海电气集团通用冷冻 \n空调设备有限公司一人有限责任 \n公司(法人独资)上海陈鸿项目投资人民币35,060.00生产、销售冷冻 \n及空调设备，提\n供技术服务和设\n备建设服务63146161-2
上海电气集团印刷包装 \n 机械有限公司一人有限责任 \n公司(法人独资)上海刘国平制造业人民币63,286.27生产及销售印刷 \n包装设备备用部\n件及原料63113993-0
上海亚华印刷机械 \n 有限公司有限责任公司(台\n港澳与境内合资)上海范斐然制造业美元1,030.00生产、经营印刷 \n包装机械设备60723432-1
上海申威达机械有限公司一人有限责任 \n公司(法人独资)上海李 俊制造业人民币3,228.52生产、经营印刷 \n包装机械设备60720583-8
上海斯米克焊材 \n有限公司有限责任公司 \n(中外合资)上海王心平制造业美元645.00有色金属及特殊 \n材料的焊丝焊条60721416-0
上海电气液压气动 \n有限公司一人有限责任 \n公司(法人独资)上海葛志伟制造业人民币25,124.32销售高压汞泵及 \n相关设备75317268-3
美国高斯国际有限公司股份有限公司美国不适用投资公司美元1元印刷设备业务 \n生产并销售印刷\n设备产品不适用
GOSS INTERNATIONAL \nSISTEMAS DE \nIMPRESSAO LTDA股份有限公司巴西不适用销售公司美元16.00商业轮转印刷机 \n的销售不适用
GOSS CONTIWEB B.V.股份有限公司荷兰不适用生产及销 \n售型公司不适用��干设备、纸架 \n和自动接纸机等\n的生产及销售不适用
高仕印国际贸易(上海) \n有限公司*注4有限责任公司中国不适用销售公司美元20.00高斯商业轮转印 \n刷机及有关配套\n设备在中国市场\n的销售和服务不适用
GOSS INTERNATIONAL \nASIA-PACIFIC,INC股份有限公司美国不适用投资公司不适用投资控股不适用
"} +{"pdf_name": "4046212_99.pdf", "language": "zh", "markdown": "# 四、 合并财务报表的合并范围(续)\n\n# 1. 子公司情况(续)\n\n# 本公司子公司的情况如下(续)：\n\n
子公司类型注册地法人代表业务性质注册资本 \n(万元)经营范围组织机构\n代码
同一控制下企业合并取得的子公司(续)
GOSS GRAPHIC \nSYSTEMS AUSTRALASIA \nPTY.LTD股份有限公司澳大利亚不适用 售后服务及 \n销售公司美元43.90销售和服务业务不适用
SHANGHAI ELECTRIC \nFINANCE AMERICAS,INC股份有限公司美国不适用财务公司不适用贷款不适用
高斯图文印刷系统 \n(中国)有限公司有限责任公司上海刘国平生产及销 \n售型公司人民币13,268.00报刊轮转机和书 \n刊轮转机的生产\n及销售60725585-1
GOSS INTERNATIONAL *注3 \nFRANCE,S.A.S.有限责任公司法国不适用 售后服务及 \n销售公司不适用报纸和商业印刷 \n机设备的销售不适用
GOSS INTERNATIONAL \nAMERICAS.INC.股份有限公司美国不适用生产及销 \n售型公司不适用商业轮转及报纸 \n印刷机和印后设\n备的生产及销售不适用
GOSS GRAPHIC \nSYSTEMS JAPAN \nCORPORATION股份有限公司日本不适用生产及销 \n售型公司美元646.71商业轮转印刷机 \n的生产及销售不适用
GOSS INTERNATIONAL \nSINGAPORE PTE LTD.股份有限公司新加坡不适用销售公司美元6.01商业轮转印刷机 \n的销售不适用
GOSS GRAPHIC \nSYSTEMS,LTD.股份有限公司英国不适用 售后服务及 \n销售公司不适用彩色印刷机的销售不适用
非同一控制下企业合并取得的子公司
上海光华印刷机械有限公司一人有限责任 \n公司(法人独资)上海刘文成制造业人民币17,247.99生产印刷包装机 \n械及相关机电产\n品等60722156-3
上海紫光机械有限公司一人有限责任 \n公司(法人独资)上海郭海祥制造业人民币4,750.68设计、生产、维 \n修装订机械、包\n装机械、印刷机\n械及其它相关机\n械等60723095-3
上海纳博特斯克传动设备*注1 \n 有限公司有限责任公司 \n(中外合资)上海陈鸿销售公司日元10,204.08生产传动控制机械 \n及零部件、减速机\n及其他相关配套\n服务55158861-3
\n\n
年末实际出资 \n(人民币万元)持股比例(%)表决权比例(%)是否合 \n并报表少数股东权益
直接间接直接间接
通过设立或投资等方式取得的子公司
屹创能源工程(上海)有限公司576.4761-61-是4,177,004.62
GOSS INTERNATIONAL\nEUROPE B.V.注28.06-100-100是
"} +{"pdf_name": "2064534_8.pdf", "language": "zh", "markdown": "产、在建工程和其他应付款科目的口径同“财会【2018】15 号文件”前报表项目口径一致。\n\n表 7：2018 年\\~2019 年 3 月公司合并范围变化情况\n\n
子公司名称新增/减少直接或间\n接持股比例
伊宁市城市建设有限责任公司新增100.00%
伊宁市绿色边城农���投资发展有限责\n任公司新增100.00%
伊宁市城乡规划设计研究院（有限公\n司）新增100.00%
新疆财信融资担保有限责任公司新增64.00%
\n\n资料来源：根据公司财务报告整理\n\n# 盈利能力\n\n2018 年，公司实现营业总收入 25.65 亿元，较上年大幅增长，主要系工程收入增长所致，公司业务板块较多但其他板块收入规模不大。具体来看，作为公司收入占比最高的工程收入呈现较大的增长，受伊宁城建并入的影响，2018 年公司确认工程收入 15.32 亿元，同比增长 77.66%；同年房地产业务实现销售收入 2.67 亿元，同比亦有所增长；公司城市集中供热、粮食购销、垃圾清理、土地整理和公交运输业务收入相对较为稳定。2019 年 1\\~3 月，公司实现营业收入 3.74 亿元。\n\n表 8：2016 年\\~2018 年公司营业总收入及毛利率情况（亿元、%）\n\n
项 目2016 年2017 年2018 年
收入毛利率收入毛利率收入毛利率
工程收入8.927.268.624.4315.328.21
房地产收入3.259.282.088.772.6712.77
城市集中供热2.3821.442.4817.083.0424.70
粮食购销1.224.300.896.700.62-4.19
垃圾清理费1.058.381.115.940.9911.76
土地整理管理费0.84100.000.61100.001.10100.00
公交运输0.70-26.760.78-19.180.72-41.70
其他0.4833.210.7147.960.9526.32
主营业务合计18.8312.7817.3010.3725.4213.73
其他业务0.1160.810.2564.900.2466.17
营业总收入合计18.9413.0717.5511.2025.6514.21
\n\n注：1、工程收入包括基础设施代建收入和工程施工收入；2、公交运输中包括公交运营收入和出租车收入；3、主营业务收入中“其他”包括旅游、物业管理费、租赁费、酒店房费和其他项目收入。\n\n资料来源：中诚信国际根据公司财务报告整理\n\n2018 年，公司营业毛利率为 14.21%，较上年有所上升，主要系工程业务毛利率上升所致。2018年，受伊宁城建公司并入等因素的影响，公司工程业务毛利率由上年的 4.43%增至 8.21%，伊宁城建工程业务毛利水平相对较高，带动了工程板块整体毛利率上升。2019 年 1\\~3 月，公司营业毛利率为14.99%。\n\n期间费用方面，公司期间费用主要由管理费用（2018 年和 2019 年一季度包含研发费用，后同）和财务费用构成，随着债务规模的增长，公司财务费用持续增加；另外，2018 年管理费用增加较多，主要系人工成本和办公费用支出增多所致。2018年，公司管理费用和财务费用的增加使得公司当期期间费用由 2017 年的 4.55 亿元增至 5.73 亿元；同期，因公司收入增长，公司当期期间费用收入占比由 2017 年的 25.90%降至 22.34%。2019 年 1\\~3 月， 公司期间费用为 1.67 亿元。\n\n表 9：2016 年\\~2019 年 3 月公司期间费用情况（亿元、%）\n\n
项目2016201720182019.3
销售费用0.040.070.140.04
管理费用1.441.271.710.42
财务费用2.693.213.881.22
期间费用合计4.174.555.731.67
营业总收入18.9417.5525.653.74
期间费用收入\n占比22.0225.9022.3444.73
\n\n注：2018 年和 2019 年一季度管理费用包含研发费用。\n\n资料来源：中诚信国际根据公司财务报告整理\n\n2018 年，公司实现利润总额 3.16 亿元，同比增长 32.89%，主要系工程业务利润增加所致。2016 年\\~2018 年，公司经营性业务利润分别为-2.04 亿元、2.46 亿元和 3.26 亿元；同期，公司获得的政府补助分别为 4.70 亿元、5.25 亿元和 5.56 亿元，主要包括"} +{"pdf_name": "2064534_9.pdf", "language": "zh", "markdown": "对供热公司���经营性财政补贴，对伊丽公司、惠宁公司、保障房公司的贷款利息补贴，对公交公司的燃油补贴和对粮油购销公司的粮油购销差价补贴等，政府补助是公司利润的重要来源。2019 年 1\\~3月，公司实现利润总额-0.66 亿元。\n\n图 1：2016 年\\~2019 年 3 月公司利润总额构成情况\n\n资料来源：中诚信国际根据公司财务报告整理\n\n总体来看，受伊宁城建并入等因素的影响，2018 年公司营业总收入增长较快，毛利率有所上升。但总体来看，公司整体营业毛利率偏低，期间费用规模较大，经营性业务盈利能力偏弱，对政府补助依赖较大。\n\n# 偿债能力\n\n截至 2018 年末，公司总资产为 267.22 亿元，其中流动资产和非流动资产占比分别为 49.99%和50.01%。2018 年末，公司流动资产主要由其他应收款和存货构成，分别为 62.44 亿元和 49.97 亿元，其他应收款往来方主要包括伊宁市住房保障办公室、伊宁市财政局、伊宁市住房保障和城乡建设局等，回款风险较低。另外，2018 年末公司流动资产较上年末有所增加，主要系应收账款增加所致，应收账款由 2017 年末的 0.52 亿元大幅增至 5.86亿元，主要因伊宁城建并入，其持有的应收账款纳入公司合并范围，增加部分主要为应收工程款；同期末，非流动资产主要由固定资产、在建工程和无形资产构成，分别为 19.33 亿元、31.55 亿元和 47.17亿元，同比均变化不大。截至 2019 年 3 月末，公司总资产为 263.43 亿元。\n\n表 10：截至 2018 年末应收账款前五名（亿元、%）\n\n
单位名称年末余额占比
史敏0.335.18
董新民0.193.04
伊犁弘汇致恒置业有限公司0.153.03
新疆一和生物有限责任公司0.073.01
伊和南岸新区城投公司0.072.53
合计0.8116.79
\n\n资料来源：中诚信国际根据公司财务报告整理\n\n截至 2018 年末，公司总负债为 139.89 亿元，主要由其他应付款、长期借款和应付债券构成。2018年末，其他应付款为 19.92 亿元，主要包括合作单位往来款和政府往来款；同期末，长期借款由上年末的 36.84 亿元降至 33.39 亿元；另外，应付债券由上年末的 53.71 亿元降至 34.24 亿元，主要因公司兑付了“2015 年第一期非公开发行公司债券”9 亿元。截至 2019 年 3 月末，公司总负债为 136.76 亿元。\n\n截至 2018 年末，公司净资产由上年末的 117.47亿元增至 127.33 亿元，其中实收资本无变化，为 0.72亿元，资本公积为 94.54 亿元，未分配利润为 23.66亿元，除利润的积累外，公司净资产的增加主要因2018 年伊宁市国有资产监督管理局将伊宁城建公司股权划拨给公司，增加资本公积 4.31 亿元。受一季度亏损影响，截至 2019 年 3 月末，公司净资产为126.67 亿元。\n\n图 2：2016 年\\~2019 年 3 月公司资本结构分析\n\n资料来源：中诚信国际根据公司财务报告整理\n\n2018 年，公司收入规模增长较快，收入形成的现金流入有所增加，同期支付的其他与经营活动有关的现金减少，因此经营活动产生的现金流量净额由负转正，同比大幅增加至 3.07 亿元；同期，投资"} +{"pdf_name": "9222700_17.pdf", "language": "zh", "markdown": "# (1). 主营业务分行业、分产品、分地区、分销售模式情况\n\n单位:元 币种:人民币\n\n
主营业务分行业情况
分行业营业收入营业成本毛利率\n（%）营业收\n入比上\n年增减\n（%）营业成\n本比上\n年增减\n（%）毛利率比上\n年增减（%）
饲料添加\n剂264,934,195.93192,445,706.3427.36-35.8027.56减少 36.08\n个百分点
食品添加\n剂428,962,595.10285,171,760.4633.521.3631.37减少 15.19\n个百分点
其他94,607,663.0883,480,308.0611.76288.58311.34减少 4.88\n个百分点
合计788,504,454.11561,097,774.8628.84-8.3444.53减少 26.03\n个百分点
主营业务分产品情况
分产品营业收入营业成本毛利率\n（%）营业收\n入比上\n年增减\n（%）营业成\n本比上\n年增减\n（%）毛利率比上\n年增减（%）
维生素411,145,199.27299,928,242.6127.05-32.0138.06减少 37.02\n个百分点
生物保鲜\n剂274,446,912.38169,224,639.7138.3426.2022.98增加 1.62\n个百分点
其他102,912,342.4691,944,892.5410.66170.23175.44减少 1.69\n个百分点
合计788,504,454.11561,097,774.8628.84-8.3444.53减少 26.03\n个百分点
主营业务分地区情况
分地区营业收入营业成本毛利率\n（%）营业收\n入比上\n年增减\n（%）营业成\n本比上\n年增减\n（%）毛利率比上\n年增减（%）
境内433,132,425.40329,306,062.5023.9715.8365.54减少 22.83\n个百分点
境外355,372,028.71231,791,712.3634.77-26.9322.44减少 26.30\n个百分点
合计788,504,454.11561,097,774.8628.84-8.3444.53减少 26.03\n个百分点
主营业务分销售模式情况
销售模式营业收入营业成本毛利率\n（%）营业收\n入比上\n年增减\n（%）营业成\n本比上\n年增减\n（%）毛利率比上\n年增减（%）
直销554,520,804.19393,052,559.2829.12-11.4247.68减少 28.37\n个百分点
经销233,983,649.92168,045,215.5828.18-0.1237.64减少 19.70\n个百分点
合计788,504,454.11561,097,774.8628.84-8.3444.53减少 26.03
"} +{"pdf_name": "9222700_18.pdf", "language": "zh", "markdown": "
个百分点
\n\n主营业务分行业、分产品、分地区、分销售模式情况的说明\n\n饲料添加剂、维生素营业收入较去年同比下降主要系本期生物素价格降价所致； 食品添加剂、维生素、其他、境内和直销、经销的营业成本较去年同比增长主要系本期销量增长所致；其他营业收入同比增长主要系销量增长所致。\n\n公司主营业务分产品情况中，维生素包括生物素（折纯）、叶酸（折纯）；生物保鲜剂包括乳酸链球菌素、纳他霉素、聚赖氨酸。\n\n# (2). 产销量情况分析表\n\n√适用 □不适用\n\n
主要产品单位生产量销售量库存量生产量比\n上年增减\n（%）销售量比\n上年增减\n（%）库存量比\n上年增减\n（%）
维生素吨555.15553.8654.6539.0822.882.42
生物保鲜\n剂吨1,230.091,198.03108.7037.9438.5341.83
\n\n注：公司主要产品中，维生素包括生物素（折纯）、叶酸（折纯）；生物保鲜剂包括乳酸链球菌素、纳他霉素、聚赖氨酸。\n\n产销量情况说明\n\n无\n\n# (3). 重大采购合同、重大销售合同的履行情况\n\n□适用 √不适用\n\n# (4). 成本分析表\n\n单位：元\n\n
分行业情况
分行业成本构\n成项目本期金额本期占\n总成本\n比例\n(%)上年同期金额上年同\n期占总\n成本比\n例(%)本期金\n额较上\n年同期\n变动比\n例(%)情况\n说明
饲料添加\n剂原材料171,337,055.9430.54118,206,748.3130.4544.95
直接人\n工7,127,074.781.277,755,220.322.00-8.10
制 造 费\n用24,565,739.664.3824,901,987.616.41-1.35
小计203,029,870.3836.18150,863,956.2438.8634.58
食品添加\n剂原材料211,497,294.6937.69162,087,451.3841.7530.48
直 接 人\n工10,729,869.321.9110,934,018.892.82-1.87
制 造 费\n用52,184,895.249.3044,051,857.0511.3518.46
小计274,412,059.2548.91217,073,327.3255.9126.41
其他原材料69,076,628.1012.3114,779,144.533.81367.39
直 接 人\n工3,272,431.150.581,084,644.480.28201.71
制 造 费11,306,785.982.024,431,071.111.14155.17
"} +{"pdf_name": "20784289_344.pdf", "language": "zh", "markdown": "施如下：\n\n# 1、保证募集资金规范、有效使用，实现项目预期回报\n\n本次发行募集资金到账后，公司将开设董事会决定的募集资金专项账户，并与开户行、保荐机构签订募集资金三方监管协议，确保募集资金专款专用。同时，公司将严格遵守资金管理制度和《募集资金管理制度》的规定，在进行募集资金项目投资时，履行资金支出审批手续，明确各控制环节的相关责任，按项目计划申请、审批、使用募集资金，并对使用情况进行内部考核与审计。\n\n# 2、积极、稳妥地实施募集资金投资项目\n\n本次募集资金投资项目符合国家产业政策、行业发展趋势与公司发展战略，可有效提升公司业务实力、技术水平与管理能力，从而进一步巩固公司的市场地位，提高公司的盈利能力与综合竞争力。公司已充分做好了募集资金投资项目前期的可行性研究工作，对募集资金投资项目所涉及行业进行了深入的了解和分析，结合行业趋势、市场容量及公司自身等基本情况，最终拟定了项目规划。本次募集资金到位后，公司将加快推进募集资金投资项目的实施，争取早日投产并实现预期效益。\n\n# 3、提高资金运营效率\n\n公司将进一步提高资金运营效率，降低公司运营成本，通过加快技术研发、市场推广等方式提升公司经营业绩，应对行业波动和行业竞争给公司经营带来的风险，保证公司长期的竞争力和持续盈利能力。\n\n# 4、完善内部控制，加强资金使用管理和对管理层考核\n\n公司将进一步完善内部控制，加强资金管理，防止资金被挤占挪用，提高资金使用效率；严格控制公司费用支出，加大成本控制力度，提升公司利润率；加强对管理层的考核，将管理层薪酬水平与公司经营效益挂钩，确保管理层恪尽职守、勤勉尽责。\n\n# 5、其他方式\n\n公司承诺未来将根据中国证监会、上海证券交易所等监管机构出台的具体"} +{"pdf_name": "20784289_345.pdf", "language": "zh", "markdown": "细则及要求，持续完善填补被摊薄即期回报的各项措施。\n\n此外，公司提示广大投资者，公司制定填补回报措施不等于对公司未来利润做出保证。\n\n# （六）相关主体出具的承诺\n\n相关主体出具承诺情况详见本招股说明书“重大事项提示”之“五、关于被摊薄即期回报填补措施的相关承诺”。\n\n# （七）保荐机构的核查意见\n\n经核查，保荐机构认为：发行人针对填补被摊薄即期回报的措施分别召开了董事会及股东大会，履行了必要的程序；本次募集资金到位当年，发行人即期回报存在被摊薄的风险；本次融资具有必要性和合理性；本次募集资金投资项目均围绕本发行人的主营业务和发展战略展开，关联度较高，发行人在人员、技术、市场等方面储备充足；发行人已制定切实可行的填补即期回报的具体措施，发行人控股股东、实际控制人、董事及高级管理人员已对发行人填补即期回报措施能够得到切实履行作出了相关承诺。发行人填补被摊薄即期回报的措施符合《国务院办公厅关于进一步加强资本市场中小投资者合法权益保护工作的意见》以及《关于首发及再融资、重大资产重组摊薄即期回报有关事项的指导意见》中关于保护投资者权益的规定。"} +{"pdf_name": "2075524_16.pdf", "language": "zh", "markdown": "
000061.SZ农产品21.82-1,336.8734.08-6.86-4.32-3.95-0.12-0.05
\n\n数据来源：Wind、国泰君安证券研究\n\n# 4. 三条主线把握投资机会\n\n# 4.1. 主线一：新零售回归消费者，超市、连锁龙头优势渐显\n\n加强看好超市、连锁行业龙头。新零售本质是零售企业调整（商品、供应商）、场（经营场景）的组织关系，适应消费者行为新变化。在此过程中，超市、连锁龙头企业可能率先完成转变。超市、连锁行业低PS、龙头个股最为受益，且近期调研交流情况来看，超市、连锁龙头企业在渠道升级、经营改革上均有积极进展，业绩增速有望超市场预期。\n\n二季度CPI有望上行，超市、连锁行业低PS、龙头个股最为受益。CPI低基数，主要系食品类价格同比大幅下降 2.4%所致，二季度食品类高基数效应将逐渐消除，预计 CPI 将继续回升，从边际影响来看，必须消费品二季度边���改善更为明显，一季度低 CPI 下，永辉超市仍然依靠门店更新与经营效率提升，取得 13.76%收入增长、57.55%净利润增长的优秀成绩，后续同店提升有望加速其收入、利润增长。建议布局超市、连锁行业优质标的，重点增持生鲜优势明显、新业态不断革新标的。增持：永辉超市、苏宁云商、中百集团、家家悦等。\n\n# 4.2. 主线二：高端消费利好百货与品牌龙头\n\n继续看好高端消费复苏延续，增持百货、品牌行业龙头。2017 年春节黄金周消费继续回暖，同比增长 11.4%，较 2016 年增速提升 0.2 个百分点。同时，社零总额数据对线下零售代表性已经很弱，1-2 月 9.5%增速主要是汽车拖累；当前代表性最强的 50 家重点大型零售企业零售额数据 3 月同比增长 3.1%，增速已连续 6 月为正，1 季度整体来看，50 家数据同比增长 2.0%，增速高于上年同期 6.8 个百分点。高端消费在消费升级的趋势以及消费回流、对公复苏短期刺激下，仍将继续保持复苏态势，重视龙头力量。增持：老凤祥、百联股份、鄂武商、重庆百货、飞亚达 A。\n\n新零售+混改继续催化板块价值重估：2016 年及之前的线上线企业合作，全部发生在民企之间；而进入 2017 年，混改成为从中央到地方推动的国企改革主要方向，更多零售国企有望迈出新零售融合脚步。新零售、混改的共同表现形式是股权合作、对零售股价的影响短期体现为价值重估：百联股份、鄂武商、重庆百货、飞亚达、天虹股份、中百集团、翠微股份、广州浪奇；受益标的：兰生股份、益民集团等。\n\n高端消费与避险需求双重利好，黄金珠宝板块受益。2017 年 1-2 月黄金珠宝行业增速回归8.2%正增长，行业龙头周大福1季度内地销售同比增长16%，行业销量有望持续复苏。3月15日美联储加息落地，阶段性压制金价因素接触，后续避险情绪有望推动金价上涨与黄金购买需"} +{"pdf_name": "2075524_17.pdf", "language": "zh", "markdown": "求，2017 年黄金珠宝行业有望迎来量价齐升。增持：老凤祥、豫园商城、秋林集团、潮宏基等。\n\n# 4.3. 主线三：真成长、新行业个股\n\n阿里入股三江购物，易果生鲜接手联华超市股份，再掀线上线下合作热点，中小市值零售个股转型价值凸显。随着线上和线下价格体系收窄以及消费者变得更加理性，线上和线下逐步趋于平衡，逐渐从冲击走向融合，线下的价值有触底回升的趋势，最终将形成线上、线下、物流、金融等融合的新零售业态。电商、新零售转型、稀缺行业次新股等成长标的前期调整较为充分，建议增持真成长、新行业稀缺标的：跨境通、苏宁云商、广汇物流等。\n\n表 11：重点覆盖公司最新盈利预测表（股价与估值信息更新日期为 2017 年 5 月 1 日）\n\n
公司代码公司简称股价EPS 本次预测PE（倍）目标价评级
2016A2017E2018E2019E2016A2017E2018E2019E
综合超市
601933.SH永辉超市6.080.140.180.230.2943.4333.7826.4320.977.2增持
603708.SH家家悦23.890.930.760.830.9225.6931.4328.7825.9733增持
000759.SZ中百集团8.030.010.160.090.21803.0050.1989.2238.2412增持
002251.SZ步步高12.590.170.180.210.2574.5969.9459.9550.3633增持
全国性连锁百货
600859.SH王府井16.280.890.961.09\\18.2716.9614.94\\20.3增持
区域零售
600327.SH大东方8.570.380.410.470.5722.5520.9018.2315.0412.3增持
000501.SZ鄂武商 A22.361.792.032.212.4212.4911.0110.129.2430增持
600697.SH欧亚集团29.652.062.132.332.5614.3913.9212.7311.5843.4增持
600729.SH重庆百货24.651.031.351.652.0023.9318.2614.9412.3333.8增持
600827.SH百联股份15.370.510.650.780.9030.1423.6519.7117.0822.1增持
603123.SH翠微股份9.210.210.230.240.2843.8640.0438.3832.8913.5增持
600738.SH兰州民百8.440.170.180.200.2249.6546.8942.2038.3613.5增持
002277.SZ友阿股份6.630.470.440.470.5114.1215.0714.1113.0018.6增持
品牌及专业连锁
002024.SZ苏宁云商10.120.080.090.140.18126.50112.4472.2956.2217.9增持
002640.SZ跨境通16.710.290.590.871.1857.6228.3219.2114.1629.5增持
600612.SH老凤祥43.492.022.342.783.2821.5118.5915.6413.2658增持
000026.SZ飞亚达13.030.250.360.470.5151.6736.1927.7225.5520增持
600655.SH豫园商城11.420.330.400.460.5434.2928.5524.8321.1516增持
000523.SZ广州浪奇10.320.080.110.150.18129.0093.8268.8057.3315.8增持
600315.SH上海家化30.140.320.610.780.9694.1949.4138.6431.4040.6增持
002345.SZ潮宏基10.830.280.350.420.5038.6830.9425.7921.6615增持
600603.SH广汇物流14.530.710.690.960.9620.4621.0615.1415.1420增持
002344.SZ海宁皮城9.080.490.740.82\\18.5312.2711.07\\20.4增持
"} +{"pdf_name": "9268422_182.pdf", "language": "zh", "markdown": "
以权益结算的股份支付计入资本公积的累计金\n额16,679,210.18 元
本期以权益结算的股份支付确认的费用总额16,679,210.18 元
\n\n# 2、 以权益结算的股份支付情况\n\n□适用 √不适用\n\n# 3、 以现金结算的股份支付情况\n\n□适用 √不适用\n\n# 4、 股份支付的修改、终止情况\n\n□适用 √不适用\n\n# 5、 其他\n\n□适用 √不适用\n\n# 十四、 承诺及或有事项\n\n# 1、 重要承诺事项\n\n√适用 □不适用\n\n资产负债表日存在的对外重要承诺、性质、金额\n\n
项目公司银行租赁开始\n日期租赁\n期限长期应付款\n余额未确认融资费用\n余额长期应付款\n账面价值
Boviet C Bros LLCLive Oak \nBanking \nCompany2017/11/2210 年10,519,314.87138,399.8710,380,915.00
Boviet Forehand \nLLC2017/9/715 年13,846,235.4613,846,235.46
Boviet Gaskins LLC2017/10/3010 年14,955,150.80241,853.1014,713,297.70
Boviet Godbee LLC2017/9/2910 年10,650,139.17292,385.8810,357,753.29
Boviet Hobbs LLCKey Equipment \nFinance2017/8/3110 年9,739,152.55-94,425.689,833,578.23
Boviet MurhLCp LyCrestmark Bank2017/11/17 年15,111,187.222,196,970.4612,914,216.76
Boviet Shivers LLC2017/11/17 年
小计74,821,180.072,775,183.6372,045,996.44
\n\n# 2、 或有事项\n\n# (1).资产负债表日存在的重要或有事项\n\n√适用 □不适用\n\n1. 2018 年 1 月，自然人 KI CHUL SEONG 及韩国公司 OPEC ENGINEERING CO., LTD.向美国伊利诺伊州北区联邦地区法院东分院提起诉讼，认为博德高科及其子公司 Bedra Inc.侵犯了其专利并销售侵权产品。在收到上述诉讼的起诉状后，博德高科及其子公司 Bedra Inc.委托了境外律师事务所 JENNER &BLOCK LLP 积极展开应诉。2018 年 3 月 14 日，博德高科子公司 Berkenhoff GmbH 作为原告，将 OPEC ENGINEERING CO., LTD.作为被告，向上述同一法院提起了另一诉讼，声明 OPEC ENGINEERING CO., LTD.侵犯了 Berkenhoff GmbH 拥有的 No.RE44,789 专利权，请求法院判决 OPEC ENGINEERING CO., LTD.停止侵权并赔偿损失。截至报告出具日，法院尚未对公司上述诉讼作出任何判决或裁定。\n\n2. 2021 年 6 月，公司从美国国际贸易委员会网站获悉，Advanced Silicon Group Technologies,LLC（以下简称 ASGT 公司）根据《美国 1930 年关税法》第 337 节规定向美国国际贸易委员会（U.S. International Trade Commission）提出调查申请，主张公司对美出口、在美进口及销售的特定具有纳米结构的硅光伏电池、组件及其下游产品侵犯其专利权，请求美国国际贸易委员会发布有限排除令和禁止令，公司及子公司博威尔特太阳能科技有限公司、博威尔特（美国）太阳能有限公司、Boviet Renewable Power LLC 被列明为被申请人。同时，ASGT 公司"} +{"pdf_name": "9268422_183.pdf", "language": "zh", "markdown": "已向美国加利福尼亚州北区地方法院提起诉讼，起诉公司侵犯其专利权。截至报告出具日，该案尚在审理过程中。\n\n# (2).公司没有需要披露的重要或有事项，也应予以说明：\n\n□适用 √不适用\n\n# 3、 其他\n\n□适用 √不适用\n\n# 十五、 资产负债表日后事项\n\n# 1、 重要的非调整事项\n\n□适用 √不适用\n\n# 2、 利润分配情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
拟分配的利润或股利94,645,316.64
经审议批准宣告发放的利润或股利
\n\n公司第五届董事会第五次会议于 2022 年 4 月 16 日审议并通过了向普通股股东派发现金股利的相关预案：公司拟以实施权益分派股权登记日登记的总股本扣除公司回购专用账户股份数量后的股本为基数，每 10 股派发现金红利 1.20 元（含税），按照 2022 年 4 月 16 日公司总股本 790,044,972 股，扣减公司回购专用证券账户的股份 1,334,000 股,即 788,710,972 股，以此计算，总计派发现金股利 94,645,316.64 元（含税）。上述利润分配预案尚待公司 2021 年年度股东大会审议批准。\n\n# 3、 销售退回\n\n□适用 √不适用\n\n# 4、 其他资产负债表日后事项说明\n\n□适用 √不适用\n\n# 十六、 其他重要事项\n\n# 1、 前期会计差错更正\n\n# (1).追溯重述法\n\n□适用 √不适用\n\n# (2).未来适用法\n\n□适用 √不适用\n\n# 2、 债务重组\n\n□适用 √不适用\n\n# 3、 资产置换\n\n# (1).非货币性资产交换\n\n□适用 √不适用\n\n# (2).其他资产置换\n\n□适用 √不适用\n\n# 4、 年金计划\n\n□适用 √不适用\n\n# 5、 终止经营\n\n□适用 √不适用"} +{"pdf_name": "9323514_32.pdf", "language": "zh", "markdown": "
募集\n资金\n投资\n项目\n实施\n方式\n调整\n情况不适用
募集\n资金\n投资\n项目\n先期\n投入\n及置\n换情\n况适用
公司于 2020 年 12 月 28 日召开的第二届董事会第二十八次会议和第二届监事会第二十五次会议审议通过\n了《关于使用募集资金置换预先投入募投项目和已支付发行费用自筹资金的议案》，同意公司使用募集资金人\n民币 204,695,355.91 元置换预先投入募投项目和已支付发行费用的自筹资金。其中置换预先投入募投项目\n203,457,968.10 元，置换已支付发行费用 1,237,387.81 元，业经中兴华会计师事务所（特殊普通合伙）以“中兴\n华核字（2020）第 020036 号”募集资金置换专项审核报告确认。公司已于 2020 年 12 月自募集资金专用账户\n转出 204,695,355.91 元用于置换预先投入募投项目和已支付发行费用。\n信息披露：公司已于 2020 年 12 月 29 日在巨潮资讯网上进行了公告，公告编号：2020-196。
用闲\n置募\n集资\n金暂\n时补\n充流\n动资\n金情\n况不适用
项目\n实施\n出现\n募集\n资金\n结余\n的金\n额及\n原因不适用
尚未\n使用\n的募\n集资\n金用\n途及\n去向本公司于 2020 年 12 月 28 日召开的第二届董事会第二十八次会议审议通过了《关于使用部分闲置募集资\n金进行现金管理的议案》，并于 2021 年 1 月 13 日召开的 2021 年第一次临时股东大会审议通过了该议案。同\n意公司使用不超过 3 亿元（含）的闲置募集资金进行现金管理，该额度在股东大会审议通过之日起 2 年内可循\n环滚动使用，投资的产品包括但不限于商业银行等金融机构发行的安全性高、流动性好、有保本约定、一年以\n内的短期保本型理财产品，单个理财产品的投资期限不超过 12 个月（含），相关决议自股东大会审议通过之\n日起 24 个月内有效。针对上述事项，公司独立董事、保荐机构均发表了明确同意的意见。具体内容详见 2020\n年 12 月 29 日、2021 年 01 月 14 日在巨潮资讯网（http://www.cninfo.com.cn）上披露的相关公告（公告编号：\n2020-189、2021-006）。\n公司使用闲置募集资金购买保本银行理财产品人民币 70,000,000.00 元后，尚未使用的募集资金用途为以活
"} +{"pdf_name": "9323514_33.pdf", "language": "zh", "markdown": "
期存款方式存放于监管银行，南京银行股份有限公司常州分行 1001290000001761 账户截止 2021 年 12 月 31 日\n余额 13,572,232.27 元。
募集\n资金\n使用\n及披\n露中\n存在\n的问\n题或\n其他\n情况无
\n\n# （3）募集资金变更项目情况\n\n□ 适用 √ 不适用\n\n公司报告期不存在募集资金变更项目情况。\n\n# 八、重大资产和股权出售\n\n# 1、出售重大资产情况\n\n□ 适用 √ 不适用\n\n公司报告期未出售重大资产。\n\n# 2、出售重大股权情况\n\n□ 适用 √ 不适用\n\n# 九、主要控股参股公司分析\n\n√ 适用 \\( ^ { , } \\) 不适用\n\n主要子公司及对公司净利润影响达 10%以上的参股公司情况\n\n单位：元\n\n
公司\n名称公\n司\n类\n型主要业务注册\n资本总资产净资产营业\n收入营业\n利润净利润
深圳\n市安\n特信\n技术\n科技\n有限子\n公\n司一般经营项目是：机械设备、五金产品、\n电子产品类：通讯设备的销售；无线电\n及外部设备、网络游戏、多媒体产品的\n系统集成及无线数据产品（不含限制项\n目）的销售；无线接入设备、GSM 与\nCDMA 无线直放站设备的销售。电子产50,000,0\n00.00278,349\n,452.9126,050,1\n81.63380,123,\n743.27-68,444,\n900.23-53,860,\n873.67
"} +{"pdf_name": "2539589_68.pdf", "language": "zh", "markdown": "为控制该项风险，本公司综合运用票据结算、银行借款等多种融资手段，并采取长、短期融资方式适当结合，优化融资结构的方法，保持融资持续性与灵活性之间的平衡。本公司已从多家商业银行取得银行授信额度以满足营运资金需求和资本开支。\n\n金融负债按剩余到期日分类\n\n
项 目期末数
账面价值未折现合同金额1 年以内1-3 年3 年以上
银行借款71,100,000.0071,100,000.0071,100,000.00
应付票据51,591,428.8451,591,428.8451,591,428.84
应付账款144,392,658.33144,392,658.33144,392,658.33
应付利息44,200.8344,200.8344,200.83
其他应付款13,209,536.3913,209,536.3913,209,536.39
小 计280,337,824.39280,337,824.39280,337,824.39
\n\n(续上表)\n\n
项 目期初数
账面价值未折现合同金额1 年以内1-3 年3 年以上
银行借款101,900,000.00106,745,350.00103,178,750.003,566,600.00
应付票据42,221,591.8942,221,591.8942,221,591.89
应付账款166,936,316.24166,936,316.24166,936,316.24
应付利息160,978.88160,978.88160,978.88
其他应付款18,222,193.0618,222,193.0618,222,193.06
小 计327,079,912.96331,925,262.96328,358,662.963,566,600.00
\n\n# (三) 市场风险\n\n市场风险，是指金融工具的公允价值或未来现金流量因市场价格变动而发生波动的风险。市场风险主要包括利率风险和外汇风险。\n\n# 1. 利率风险\n\n利率风险，是指金融工具的公允价值或未来现金流量因市场利率变动而发生波动的风险。本公司面临"} +{"pdf_name": "2539589_69.pdf", "language": "zh", "markdown": "的市场利率变动的风险主要与本公司以浮动利率计息的借款有关。\n\n截至2018年6月30日，本公司无以浮动利率计息的银行借款。\n\n# 2. 外汇风险\n\n外汇风险，是指金融工具的公允价值或未来现金流量因外汇汇率变动而发生波动的风险。本公司面临的汇率变动的风险主要与本公司外币货币性资产和负债有关。对于外币资产和负债，如果出现短期的失衡情况，本公司会在必要时按市场汇率买卖外币，以确保将净风险敞口维持在可接受的水平。\n\n本公司期末外币货币性资产和负债情况见本财务报表附注合并财务报表项目注释其他之外币货币性项目说明。\n\n# 八、关联方及关联交易\n\n# (一) 关联方情况\n\n# 1. 本公司的母公司情况\n\n# (1) 本公司的母公司\n\n
母公司名称注册地业务性质注册资本母公司对本\n公司的持股\n比例(%)母公司对本\n公司的表决\n权比例(%)
南通聚源投资管理有限公司南通投资咨询430.0045.0645.06
\n\n# (2) 本公司最终控制方是蒋明泉。\n\n# 2. 本公司的子公司情况详见本财务报表附注在其他主体中的权益之说明。\n\n# 3. 本公司的其他关联方情况\n\n
其他关联方名称其他关联方与本公司关系
盐城通佳橡塑机械有限公司董事李玉蕾父亲为法定代表人之关联公司
昆山宏致电子有限公司直接持股 5%以上股东
陈龙全董事、董事会秘书、财务总监
夏金龙董事
李玉蕾董事
高兵高管
潘榕实际控制人近亲属
\n\n# (二) 关联交易情况\n\n# 1. 购销商品、提供和接受劳务的关联交易\n\n# (1) 明细情况\n\n# 1) 采购商品和接受劳务的关联交易"} +{"pdf_name": "4048084_47.pdf", "language": "zh", "markdown": "# 3、 辞退福利的会计处理方法\n\n本公司在不能单方面撤回因解除劳动关系计划或裁减建议所提供的辞退福利时，或确认与涉及支付辞退福利的重组相关的成本或费用时（两者孰早），确认辞退福利产生的职工薪酬负债，并计入当期损益。\n\n# (十九) 股份支付\n\n本公司的股份支付是为了获取职工[或其他方]提供服务而授予权益工具或者承担以权益工具为基础确定的负债的交易。本公司的股份支付分为以权益结算的股份支付和以现金结算的股份支付。\n\n以权益结算的股份支付换取职工提供服务的，以授予职工权益工具的公允价值计量。本公司以限制性股票进行股份支付的，职工出资认购股票，股票在达到解锁条件并解锁前不得上市流通或转让；如果最终股权激励计划规定的解锁条件未能达到，则本公司按照事先约定的价格回购股票。本公司取得职工认购限制性股票支付的款项时，按照取得的认股款确认股本和资本公积（股本溢价），同时就回购义务全额确认一项负债并确认库存股。在等待期内每个资产负债表日，本公司根据最新取得的[可行权职工人数变动] 、[是否达到规定业绩条件]等后续信息对可行权权益工具数量作出最佳估计，以此为基础，按照授予日的公允价值，将当期取得的服务计入相关成本或费用，相应增加资本公积。在可行权日之后不再对已确认的相关成本或费用和所有者权益总额进行调整。但授予后立即可行权的，在授予日按照公允价值计入相关成本或费用，相应增加资本公积。\n\n对于最终未能行权的股份支付，不确认成本或费用，除非行权条件是市场条件或非可行权条件，此时无论是否满足市场条件或非可行权条件，只要满足所有可行权条件中的非市场条件，即视为可行权。\n\n如果修改了以权益结算的股份支付的条款，至少按照未修改条款的情况确认取得的服务。此外，任何增加所授予权益工具公允价值的修改，或在修改日对职工有利的变更，均确认取得服务的增加。\n\n如果取消了以权益结算的股份支付，则于取消日作为加速行权处理，立即确认尚未确认的金额。职工或其他方能够选择满足非可行权条件但在等待期内未满足的，作为取消以权益结算的股份支付处理。但是，如果授予新的权益工具，并在新权益工具授予日认定所授予��新权益工具是用于替代被取消的权益工具的，则以与处理原权益工具条款和条件修改相同的方式，对所授予的替代权益工具进行处理。\n\n# (二十) 收入\n\n# 1、 销售商品收入确认时间的具体判断标准\n\n# （1） 销售商品收入确认和计量的总体原则\n\n① 公司已将商品所有权上的主要风险和报酬转移给购买方；\n\n② 公司既没有保留与所有权相联系的继续管理权，也没有对已售出的商品实施有效控制；\n\n③ 收入的金额能够可靠地计量；相关的经济利益很可能流入企业；\n\n④ 相关的已发生或将发生的成本能够可靠地计量时，确认商品销售收入实现。\n\n# （2）本公司销售商品收入确认和计量的具体原则\n\n公司的销售收入分内销收入和外销收入。\n\n公司的内销业务，是由公司与客户订立合同或订单，发货并取得客户确认后确认销售收入。\n\n公司的外销业务，是由公司与客户订立合同，在商品离岸时确认风险的转移，收入按照出口发票和海关出口货物报关单所列金额确认。\n\n# 2、 确认让渡资产使用权收入的依据\n\n与交易相关的经济利益很可能流入企业，收入的金额能够可靠地计量时，分"} +{"pdf_name": "4048084_48.pdf", "language": "zh", "markdown": "别按下列情况确定让渡资产使用权收入金额：\n\n（1）利息收入金额，按照他人使用本企业货币资金的时间和实际利率计算确定。\n\n（2）使用费收入金额，按照有关合同或协议约定的收费时间和方法计算确定。\n\n# 3、 按完工百分比法确认提供劳务的收入和建造合同收入时，确定合同完工进度的依据和方法\n\n在资产负债表日提供劳务交易的结果能够可靠估计的，采用完工百分比法确认提供劳务收入。提供劳务交易的完工进度，依据已完工作的测量确定。\n\n在资产负债表日提供劳务交易结果不能够可靠估计的，分别按下列情况处理：\n\n（1）已经发生的劳务成本预计能够得到补偿的，按照已经发生的劳务成本金额确认提供劳务收入，并按相同金额结转劳务成本。\n\n（2）已经发生的劳务成本预计不能够得到补偿的，将已经发生的劳务成本计入当期损益，不确认提供劳务收入。\n\n# (二十一) 政府补助\n\n# 1、 类型\n\n政府补助，是本公司从政府无偿取得的货币性资产与非货币性资产。分为与资产相关的政府补助和与收益相关的政府补助。\n\n与资产相关的政府补助，是指本公司取得的、用于购建或以其他方式形成长期资产的政府补助。与收益相关的政府补助，是指除与资产相关的政府补助之外的政府补助。\n\n本公司将政府补助划分为与资产相关的具体标准为：企业取得的，用于购建或以其他方式形成长期资产的政府补助；\n\n本公司将政府补助划分为与收益相关的具体标准为：除与资产相关的政府补助之外的政府补助；\n\n对于政府文件未明确规定补助对象的，本公司将该政府补助划分为与资产相关或与收益相关的判断依据为：是否用于购建或以其他方式形成长期资产。\n\n# 2、 确认时点\n\n公司实际取得政府补助款时作为确认时点。\n\n# 3、 会计处理\n\n与资产相关的政府补助，冲减相关资产账面价值或确认为递延收益。确认为递延收益的，在相关资产使用寿命内按照合理、系统的方法分期计入当期损益（与本公司日常活动相关的，计入其他收益；与本公司日常活动无关的，计入营业外收入）；\n\n与收益相关的政府补助，用于补偿本公司以后期间的相关成本费用或损失的，确认为递延收益，并在确认相关成本费用或损失的期间，计入当期损益（与本公司日常活动相关的，计入其他收益；与本公司日常活动无关的，计入营业外收入）或冲减相关成本费用或损失；用于补偿本公司已发生的相关成本费用或损失的，直接计入当期损益（与本公司日常活动相关的，计入其他收益；与本公司日常活动无关的，计入营业外收入）或冲减相关成本费用或损失。\n\n本公司取得的政策性优惠贷款贴息，区分以下两种情况，分别进行会计处理：\n\n（1）财政将贴息资金拨付给贷款银行，由贷款银行以政策性优惠利率向本公司提供贷款的，本公司以实际收到的借款金额作为借款的入账价值，按照借款本金和该政策性优惠利率计算相关借款费用。\n\n（2）财政将贴息资金直接拨付给本公司的，本公司将对应的贴息冲减相关借款费用。\n\n# (二十二) 递延所得税资产和递延所得税负债"} +{"pdf_name": "2555636_16.pdf", "language": "zh", "markdown": "2016-2018 年业绩承诺分别为 5、6、7 亿元，有望培育成为公司新的利润增长点。\n\n2、环保业务转型成功，大举进军垃圾发电业务，目前储备项目超过 10 个，日处理量约 1 万吨，总体质量较高；中标自贡海绵城市 PPP 项目共计 23.16 亿元，借助公司工程总包优势，有望进一步开拓 PPP 领域，未来环保亦将成为公司另一大业绩增长点。\n\n3、目前工程总包业务在手订单超过 100 亿元人民币，海外订单占比超过 60%，均为电站工程总包合同，其收益超过国内同等水平，可有力支撑公司业绩长期增长，人民币汇率进入下行通道将使海外订单对公司业绩的贡献进一步增加。\n\n我们看好公司进军石墨烯产业，以及工程总包项目订单持续扩张与环保领域转型带来的业绩贡献。预计公司 2016-2018 EPS 分别为 0.38、0.55、0.69，维持公司“买入”评级。\n\n# 5.2、 公用事业：中天能源\n\n# 中天能源（600856）\n\n1、三季报，合并新控股油气田 Longrun，营收、净利继续高增长。公司 2016 年Q1-Q3 实现营收 21.4 亿、归母净利 3.3 亿，同比增长 66.82、151.85。扣非后归母净利 2.1 亿，同比提升 62.38,主要来自天然气下游分销收入。新并表加油气田 Longrun,，油气资产比 2015 年同期 18.4 亿元增加 59.9 亿元至 72.1 亿元，同比提升 509.2。油气价自年初触底反弹，longrun 停止计提减值，扭亏。预期明年油价继续上涨，新并表的油气田将为公司贡献更多净利。\n\n2、油气改革深化、中天能源顺势把握产业链投资机会。油气改革步伐加速，“管住中间、放开两头”。上游实现油气源多元化竞争，推动矿权和进口权开放、增加油气供给；中游加大中游管网、储气库、LNG 接收站等基础设施建设，尽快落实第三方准入，并形成有效的监管体制机制；下游油气分销引入充分竞争。公司乘国际油价处于近年来历史最低位，加拿大因传统市场美国由油气净进口国变为净出口国，急于为本国油气打开新市场的有利契机，收购油气田 New Star 和Longrun，打造全油气产业链。实现油气业务从生产到销售的全覆盖，优化资源配置、降低成本，提高竞争实力。\n\n3、冬季用气高峰到来，地方工业“煤改气”推进，促进天然气分销收入提升。\n\n公司的天然气分销采取 CNG 加气站与 LNG“点供”形式，过去两年都实现 50 的高增长。日均销气量有望从 2015 年的 215 万立方米，进一步提升至 2016 年的300 万方的水平。\n\n4、预计公司 2016-2018 年 EPS 0.37 元，0.70 元，1.11 元。给予“买入”评级。\n\n表 4：重点跟踪上市公司估值\n\n
公司名称股价EPSPE评级
"} +{"pdf_name": "2555636_17.pdf", "language": "zh", "markdown": "
2016E2017E2018E2016E2017E2018E
东方能源13.750.640.750.8721.4818.3315.80增持
百川能源16.370.560.720.8229.2322.7419.96买入
中天能源11.730.370.701.1131.7016.7610.57买入
国新能源10.350.680.830.9614.3810.6710.78增持
华测检测10.130.270.340.4137.5229.7924.71增持
中国天楹7.060.240.330.4529.4221.3915.69买入
润邦股份14.270.190.210.2675.1167.9554.88增持
博世科36.750.510.690.972.0653.2640.83增持
世纪星源6.50.170.130.1638.2450.0040.63增持
科达洁能7.650.280.340.3927.3222.5019.62买入
盛运环保11.210.310.430.5136.1626.0721.98增持
金圆股份10.990.560.660.819.6316.6513.74买入
华西能源12.110.30.440.5740.3727.5221.25买入
迪森股份16.580.390.530.6742.5131.2824.75买入
\n\n数据来源：Wind，国海证券研究所（股价均为 1 月 23 日收盘价）\n\n# 表 5：上周行业走势覆盖标的\n\n
国海公用事业与\n环保覆盖标的公司股票代码最新股价市值PE（2016\n年）最新公告
电力东方能源00095813.7575.6221.48河北省高级人民法院通过河北\n省产权交易中心整体拍卖石家\n庄东方热电集团有限公司所持\n公司 1500 万股股票，成交价格\n为:21130 万元；
广安爱众6009797.9275.0734.4公司正在筹划重大事项，公司\n股票自 2016 年 11月 15 日开市\n起停牌；
福能股份60048310.7716715.9公司控股股东福能集团，为履\n行公司 2014 年重大资产重组\n时做出的《关于解决同业竞争\n的承诺》，拟与公司签订《国电\n泉州热电有限公司 23%股权和\n福建省石狮热电有限责任公司\n46.67%股权转让意向协议》；
燃气百川能源60068116.3715829.23百川资管将其持有的本公司\n50,660,000 股有限售条件流\n通股质押给国金证券股份有限\n公司，占本公司总股本的\n5.25%。 公司实际控制人王东\n海先生发来的《股份解质通\n知》，本次解质股份数量为\n26,500,000 股，占本公司总股\n本的 2.75%；
"} +{"pdf_name": "20790728_30.pdf", "language": "zh", "markdown": "# 二、货币金融运行\n\n2015年，我国继续实施稳健的货币政策，加强预调微调，优化政策组合，更加注重改革创新，疏通货币政策向实体经济的传导渠道，提高金融运行效率和服务实体经济的能力。总体看，银行体系流动性合理充裕，货币信贷和社会融资规模平稳较快增长，利率水平明显下降，人民币汇率弹性增强，货币金融环境基本稳定。\n\n# （一）货币信贷平稳增长\n\n货币总量平稳增长。2015年末，广义货币（\\( \\mathbf { M } _ { 2 } \\)）余额139.2万亿元，同比增长13.3%，增速比上年末高1.1个百分点；狭义货币（M1）余额40.1万亿元，同比增长15.2%，增速比上年末高12.0个百分点；流通中货币（\\( \\mathbf { M } _ { 0 } \\)）余额6.3万亿元，同比增长4.9%，增速比上年末高2.0个百分点；全年净投放现金2 957亿元，同比多投放1 269亿元。2015年M2增速前低后高，全年保持较快增长态势。银行体系流动性较为充裕，政府信用扩张较快，商业银行通过购买地方政府债券等证券投资供给了大量货币。\n\n数据来源：中国人民银行。\n\n图2-7　货币供应量增长情况\n\n社会融资规模总体适度。初步统计，2015年社会融资规模为15.41万亿元，同比减少4 675亿元。从结构看，一是人民币贷款占比增加较多，占同期"} +{"pdf_name": "20790728_31.pdf", "language": "zh", "markdown": "社会融资规模增量的73.1%，同比提高11.7个百分点。二是委托贷款、信托贷款和未贴现银行承兑汇票融资同比均有较大下降，占同期社会融资规模增量的3.7%，同比降低12.5个百分点。三是非金融企业债券和股票融资均大幅度增加，直接融资占比明显上升，占同期社会融资规模增量的24.0%，同比提高6.0个百分点。四是外币贷款连续6个月净减少。\n\n数据来源：中国人民银行、国家发展和改革委员会、证监会、保监会、中央国债登记结算有限责任公司和银行间市场交易商协会等。\n\n图2-8　不同融资方式在社会融资规模中占比\n\n金融机构存款增长平稳，新增贷款较多，贷款利率明显下行。2015年末，金融机构本外币存款余额139.8万亿元，同比增长12.4%，比年初增加15.3万亿元，同比多增1.6万亿元；金融机构本外币贷款余额99.3万亿元，同比增长13.4%，比年初增加11.7万亿元，同比多增1.3万亿元；全年新增人民币贷款11.7万亿元，同比多增1.8万亿元。金融机构贷款利率明显下降，12月，非金融企业及其他部门贷款加权平均利率为5.27%，比上年12月下降1.5个百分点，为2010年以来最低水平。\n\n# （二）货币政策操作\n\n优化政策工具组合和期限结构，保持流动性合理充裕。2015年，受美联储"} +{"pdf_name": "3409823_60.pdf", "language": "zh", "markdown": "# 第五节 发行人基本情况\n\n# 一、发行人概述\n\n中文名称： 聚信国际租赁股份有限公司\n\n英文名称： Ju Xin International Leasing Co., Ltd.\n\n注册资本： 342,857,143.00 元\n\n法定代表人： 曹霞\n\n成立日期： 2009 年 5 月 5 日\n\n改制设立日期： 2013 年 8 月 27 日\n\n住所： 上海市徐汇区漕溪北路 398 号 2805 室\n\n邮政编码： 200030\n\n电话： 021-33688180\n\n传真： 021-33688767\n\n互联网网址： www.juxingj.com\n\n电子邮箱： juxin@juxingj.com\n\n# 二、发行人改制重组情���\n\n# （一）发行人设立方式\n\n发行人系以有限责任公司整体变更的方式设立，以 2013 年 3 月 31 日为基准日，将聚信有限经立信会计师审计的账面净资产 489,393,322.50 元人民币折为发行人的股本，由发起人按照各自在聚信有限的持股比例足额认购。折后股本总额30,000 万股，每股 1 元，共计股本人民币 30,000.00 万元，大于股本部分的所有者权益计入资本公积。2013 年 5 月 8 日，立信会计师出具了《审计报告》（信会师报字(2013)第 113045 号），对公司净资产进行了审计。2013 年 5 月 9 日，银信评估师出具了《评估报告》（银信评报字(2013)沪第 199 号），对发行人所有者权益进行了评估。2013 年 8 月 12 日，立信会计师出具了《验资报告》（信会师报字（2013）第 141646 号），对上述折股认购进行了审验。2013 年 5 月 27 日，上海市商务委员会下发了《市商务委关于同意聚信国际租赁有限公司改制为外商投"} +{"pdf_name": "3409823_61.pdf", "language": "zh", "markdown": "资股份有限公司的批复》（沪商外资批(2013)1826 号）。2013 年 6 月 4 日，上海市政府下发了批准号为商外资沪股份字[2009]0869 号的《批准证书》。2013 年 8月 27 日，发行人在上海市工商行政管理局办理完毕注册登记手续，取得了注册号为 310000400598142（市局）的《企业法人营业执照》。\n\n# （二）发起人情况\n\n整体变更为股份公司时，发行人的发起人及其持股数量和持股比例具体如下：\n\n
序号股东名称或姓名持股数量（股）持股比例
1上海众阳投资有限公司135,210,00045.07%
2聚兴（香港）国际控股有限公司58,050,00019.35%
3新企二期创业投资企业36,840,00012.28%
4Mazo Investments Limited26,280,0008.76%
5上海威莱投资合伙企业（有限合伙）22,050,0007.35%
6太仓长三角股权投资中心（有限合伙）14,610,0004.87%
7上海佰信伟泰投资合伙企业（有限合伙）6,960,0002.32%
总计300,000,000100.00%
\n\n上述发起人的具体情况参见本节“七、发起人、持有发行人 5%以上股份的主要股东及实际控制人的基本情况”部分的内容。\n\n# （三）改制设立发行人之前后，主要发起人拥有的主要资产和实际从事的主要业务\n\n众阳投资为发行人的主要发起人。\n\n发行人成立前，众阳投资从事的主要业务是投资管理，其拥有的主要资产为直接或间接持有的聚信有限的股权，其直接持有众阳香港 100%股权，并通过众阳香港的全资子公司聚兴香港持有聚信有限 19.35%的股权；众阳投资还直接持有聚信有限 45.07%的股权。除此以外，众阳投资、众阳香港和聚兴香港均未开展其他经营活动。\n\n整体变更为股份公司后，主要发起人拥有的主要资产及实际主要从事的业务"} +{"pdf_name": "9271965_34.pdf", "language": "zh", "markdown": "
八、《公司董事会审计委员会 2020 年度履职情况报\n告》\n九、《关于 2020 年度公司高级管理人员薪酬考核的\n议案》\n十、《关于向金融机构申请授信额度的议案》\n十一、《关于公司会计政策变更的议案》\n十二、《关于续聘会计师事务所的议案》\n十三、《关于公司日常关联交易的议案》\n十四、《2021 年第一季度报告》\n十五、《2020 年度独立董事述职报告》
第八届董事会第十三次会\n议2021 年 5 月 26 日审议通过：\n一、《关于董事会换届提名非独立董事的议案》\n二、《关于董事会换届提名独立董事的议案》\n三、《关于董事会独立董事年度津贴的议案》\n四、《关于召开公司 2020 年度股东大会的议案》
第九届董事会第一次会议2021 年 6 月 18 日审议通过：\n一、《关于选举董事长的议案》\n二、《关于选举董事会专门委员会组成人员的议案》\n三、《关于聘任公司总裁的议案》\n四、《关于聘任公司高级管理人员的议案》\n五、《关于聘任董事会秘书的议案》\n六、《关于聘任证券事务代表的议案》
第九届董事会第二次会议2021 年 7 月 5 日审议通过：\n一、《关于公司符合非公开发行 A 股股票条件的议\n案》\n二、《关于非公开发行 A 股股票方案的议案》\n三、《关于非公开发行 A 股股票预案的议案》\n四、《关于公司本次非公开发行 A ���股票涉及关联\n交易的议案》\n五、《关于本次非公开发行 A 股股票募集资金使用\n可行性分析报告的议案》\n六、《关于前次募集资金使用情况报告的议案》\n七、《关于公司与控股股东签署附条件生效的股份\n认购协议的议案》\n八、《关于提请股东大会批准控股股东免于以要约\n收购方式增持公司股份的议案》\n九、《关于公司非公开发行 A 股股票摊薄即期回报、\n填补措施和相关主体承诺的议案》\n十、《关于未来三年（2021 年-2023 年）股东分红\n回报规划的议案》\n十一、《关于设立募集资金专用账户的议案》\n十二、《关于提请股东大会授权董事会及董事会授\n权人士办理本次非公开发行A股股票相关事宜的议\n案》\n十三、《关于暂不召开股东大会的议案》
第九届董事会第三次会议2021 年 8 月 13 日审议通过：\n一、《关于公司对参股合伙企业增资暨关联交易的\n议案》\n二、《关于召开公司 2021 年第一次临时股东大会的\n议案》
第九届董事会第四次会议2021 年 8 月 27 日审议通过：\n《公司 2021 年半年度报告及摘要》
"} +{"pdf_name": "9271965_35.pdf", "language": "zh", "markdown": "
第九届董事会第五次会议2021 年 10 月 27 日审议通过：\n一、《万东医疗 2021 年第三季度报告》\n二、《关于公司成立万东研究院的议案》
\n\n# 六、 董事履行职责情况\n\n# (一)董事参加董事会和股东大会的情况\n\n
董事\n姓名是否\n独立\n董事参加董事会情况参加股东\n大会情况
本年应参\n加董事会\n次数亲自出\n席次数以通讯\n方式参\n加次数委托出\n席次数缺席\n次数是否连续两\n次未亲自参\n加会议出席股东大\n会的次数
胡自强否55500否1
谢宇峰否77500否2
钟铮否55500否1
刘啸否55500否1
孙彤否77500否2
吴双否55500否1
潘飞是55400否1
李红霞是55500否1
邹卓是55400否1
吴群（离任）否22200否1
陈坚（离任）否22100否1
郑洪喆（离任）否22200否1
李坤成（离任）是22100否1
钟明霞（离任）是22200否1
姚焕然（离任）是22100否1
\n\n连续两次未亲自出席董事会会议的说明\n\n□适用 √不适用\n\n
年内召开董事会会议次数7
其中：现场会议次数1
通讯方式召开会议次数5
现场结合通讯方式召开会议次数1
\n\n# (二)董事对公司有关事项提出异议的情况\n\n□适用 √不适用\n\n# (三)其他\n\n□适用 √不适用\n\n# 七、 董事会下设专门委员会情况\n\n√适用□不适用\n\n# (1).董事会下设专门委员会成员情况\n\n
专门委员会类别成员姓名
审计委员会潘飞、李红霞、钟铮
提名委员会李红霞、邹卓、刘啸
薪酬与考核委员会邹卓、潘飞、胡自强
战略委员会胡自强、谢宇峰、钟铮、刘啸、孙彤、吴双
"} +{"pdf_name": "20793864_43.pdf", "language": "zh", "markdown": "我們可能會尋求將我們的部分產品納入國家醫保藥品目錄及其他報銷計劃，但能否納入由相關政府機構決定，非我們所能控制。根據弗若斯特沙利文的資料，國家醫療保障局自2018年成立以來已經開展了四輪旨在降低藥品價格的國家醫保藥品目錄談判。在這些談判中，如果企業提出的藥品價格能夠達到國家醫療保障局根據國家醫保藥品目錄支付指南預先計算的成本價，則相關藥品能夠被納入國家醫保藥品目錄。成本價由國家醫療保障局按以下兩步確定：(i)由超過100位專家組成的專家委員會對藥品進行評估，並由企業對藥品的臨床價值及定價模式進行說明並提交支持性證據；及(ii)最終的國家醫保藥品目錄成本價將根據前一步驟中收集的所有信息計算。此外，是否能夠得到國家醫保藥品目錄的充分覆蓋及報銷也將影響我們產品的銷售價及銷量。根據弗若斯特沙利文的資料，於2019年、2020年及2021年，新納入國家醫保藥品目錄的藥品平均價格折扣分別為60.7%、50.6%及61.7%。弗若斯特沙利文還提供了更多具體的實例：Disitamab vedotin (RC48)（由榮昌生物製藥（煙台）股份有限公司開發的一種HER-2 ADC產品）在2019年被納入國家醫保藥品目錄後，於2021年價格降低了71.85%。信達生物製藥開發的信迪利單抗在其於2019年被納入國家醫保藥品目錄後價格降低了63.7%，而其銷售收入則由2019年的人民幣320.0百萬元增至2020年的人民幣2,488.9百萬元，增幅達677.8%。百濟神州有限公司開發的替雷利珠單抗在其於2020年被納入國家醫保藥品目錄後價格降低了80.0%，而其銷售收入則由截至2020年9月30日止三個月的49.9百萬美元增至2021年同期的77.0百萬美元，增幅達54.0%。倘我們的產品於商業化後未能納入國家醫保藥品目錄，則我們的收入將更多倚賴患者的支付能力。我們可能需要尋求將我們的產品納入商業保險覆蓋範圍等替代方案，並需要擴充我們的銷售渠道及探索新的合作模式，例如與各銷售渠道夥伴建立分銷合作關係，以提升我們的商業化能力，尤其是客戶覆蓋。我們還可能會尋求通過豐富及引入我們的候選藥物組合實現經營協同。\n\n有關與我們商業化戰略有關的若干風險，請參閱「風險因素－與我們的候選藥物商業化有關的風險」。\n\n# 供應商\n\n我們的供應商主要是與我們有中國及境外臨床前及臨床研究合作的中國知名CRO（合約研究機構）、SMO（現場管理機構）、CDMO（合約開發及製造機構）及醫院及我們向其採購原材料及設備以支持我們藥品製造的供應商。我們在甄選供應商時會考慮其資格、行業聲譽、成本競爭力及是否遵守相關法律及法規等多項因素。於往績記錄期間，我們在委聘CDMO進行採購臨床材料方面並無遇到任何重大困難。根據行業慣例，我們委託第三方承包商負責管理、開展及支持我們在中國及美國的臨床前研究及"} +{"pdf_name": "20793864_44.pdf", "language": "zh", "markdown": "臨床試驗。我們預期會在我們的產品商業化後，委聘第三方CDMO生產我們的若干產品。我們預計HX008將為首先商業化的候選藥物，將在獲得上市批准後首先由CDMO生產，之後在獲得相關監管部門的批准後轉移至我們在上海的生產基地。我們預計將在ADC產品上市後在CDMO進行ADC產品生產。於往績記錄期間，於2019年、2020年及截至2021年8月31日止八個月各年度╱期間，我們自五大供應商的採購額分別為人民幣213.3百萬元、人民幣284.8百萬元及人民幣198.1百萬元，分別佔我們同年╱同期總採購成本的43.4%、46.2%及38.7%。於往績記錄期間，於同年╱同期，我們自最大供應商的採購額分別佔我們總採購成本的25.5%、25.0%及15.2%。除樂普藥業股份有限公司、CG Oncology及翰思外，於往績記錄期間，於各年度╱期間，概無董事、彼等各自聯繫人或任何據董事所知於最後實際可行日期擁有我們已發行股本超過5%的股東，於我們的五大供應商擁有任何權益。\n\n請參閱「業務－供應商」。\n\n# 風險因素\n\n我們是一家根據上市規則第十八A章尋求在聯交所主板上市的生物製藥公司。投資於我們這類公司涉及獨特挑戰、風險及不確定性，包括以下各項：\n\n(i) 我們的業務及財務前景很大程度上取決於我們的臨床階段及臨床前階段候選藥物能否成功。倘若我們未能就候選藥物成功完成臨床開發、獲得監管批准或實現商業化，或倘若我們的任何上述活動出現嚴重延誤或成本超支，我們的業務及競爭地位可能會受到重大不利影響；\n\n(ii) 臨床藥物開發是一個漫長且耗資高昂的過程，且結果並不確定，甚至我們在進行臨床試驗時可能會遇到無法預期的困難。早期研究及試驗的結果未必能預測未來的試驗結果；\n\n(iii) 倘若我們的候選藥物未能表現出令監管機構滿意的安全性及療效，或在其他方面沒有產生積極的結果，我們可能在完成候選藥物的開發和商業化方面產生額外的成本或出現延遲，甚或最終無法完成候選藥物的開發和商業化；\n\n(iv) 候選藥物可能引起不良事件，或有其他可能延誤或影響監管審批、限制經批准標籤的商業前景或於獲監管批准後導致重大負面後果的特性；"} +{"pdf_name": "1961595_1.pdf", "language": "zh", "markdown": "# 1. 宝信软件行业信息化龙头，业绩稳步提升\n\n公司是宝钢股份控股、宝钢集团实际控制的软件企业，秉承“IT 服务，提升信息价值”的经营理念，凭借 30 多年的经验和技术积累，全面提供具有自主知识产权的企业信息化解决方案、自动化系统集成及运行维护服务。\n\n产品与服务主要涉及钢铁、有色金属、装备制造、医药、化工、采掘、智能交通、金融、水利等多个行业。宝信软件累计已申请专利、软件著作权、技术秘密认定数百项，承担着国家发改委高新技术产业化示范项目、国家科技部 863 项目、国家工信部电子基金项目等诸多重大技术和产品项目。\n\n图 1：公司历史营收与预测\n\n资料来源： Wind，天风证券研究所\n\n# 公司历史业绩及业务预测如上图所示：\n\n可以看出，在 2016 年之前，公司的整体收入始终保持相对稳定，在 40 亿上下浮动，但是从 2017 年开始，公司的营业收入增长率开始变为正数且 2018 年有望突破 10%。并且在 2016年之前公司的净利润水平也与总收入保持了相对稳定，为 8%左右，在 2017 年出现突破，并且在 2018 年达到了 11%。可以看出，无论从公司的营业收入水平还是盈利情况，公司在:长期来看都会由一个较好的市场表现。\n\n表 1：三项主要业务的收入及毛利率情况\n\n
报告期2012 年报2013 年报2014 年报2015 年报2016 年报
软件开发
收入（百万元）2,571.72,518.93,136.72,982.12,886.3
成本（百万元）2,071.01,951.02,305.12,309.12,202.2
毛利（百万元）500.7567.9831.6673.1684.2
毛利率(%)19.4722.5526.5122.5723.70
服务外包
收入（百万元）405.9445.9549.1719.4891.3
成本（百万元）258.3281.0276.2351.8456.8
毛利（百万元）147.6164.9272.9367.6434.5
"} +{"pdf_name": "1961595_2.pdf", "language": "zh", "markdown": "
毛利率(%)36.3736.9949.7151.0948.75
系统集成设备
收入（百万元）288.3253.6380.0228.0172.9
成本（百万元）256.7216.0350.1202.6157.5
毛利（百万元）31.537.629.925.415.4
毛利率(%)10.9414.847.8811.148.92
\n\n资料来源：Wind，天风证券研究所\n\n公司的业务主要分为软件开发、服务外包、集成设备三类。其中软件开发是收入最重要的来源，占比约为 80%，且从 2015 年开始利润率逐步趋于稳定，为 23%左右；公司服务外包业务的利润率水平最高，2014 年达到峰值 50%上下，但是从 2016 年中旬开始出现了毛利下滑。通过具体的业务分析可以看出，公司在业务扩张、增加营业收入方面表现较好，但是利润率水平近期出现了下滑的趋势。公司应该不仅仅注重扩张的数量，更应该追求效益，控制成本，使收入增加的同时，保证有稳定的毛利率水平。\n\n# 2. 宝武合并符合预期，公司钢铁信息化市占率持续推进\n\n中国宝武钢铁集团有限公司由宝钢和武钢两家企业联合重组后成立，将拥有员工 22.8 万人，资产总额约为 7300 亿元，营业收入将达 3300 亿元，按营业收入计算，可在“2015 年世界 500 强”中列 123 位左右。集团拥有普碳钢、不锈钢、特钢等三大系列产品，年产粗钢规模将位居中国第一、全球第二，将成为中国乃至全球钢铁行业最具影响力的企业之一。\n\n公司凭借 30 多年的经验和技术积累，全面提供具有自主知识产权的企业信息化解决方案、自动化系统集成及运行维护服务。宝信软件累计已申请专利、软件著作权、技术秘密认定数百项，从传统的经营过程中积累了雄厚的技术经验和先发优势。同时公司依靠传统的技术优势，积极探索新兴行业，发展路径始终紧紧围绕“互联网+”、“中国制造 2025”等战略层面进行部署，致力于推动新一代信息技术与制造技术融合发展，引领中国工业化与信息化的深度融合，促进制造企业从信息化、自动化向智慧制造迈进。\n\n信息化建设在有力推动钢铁企业精细化管理、产品质量提升、制造成本降低方面发挥举足轻重的作用，对于钢铁生产企业进行科学决策、提高生产效率，进而最终提高钢铁工业的综合竞争力等方面有着重要的意义。但是我国钢铁信息化市场由于起步较晚，市场发育迟缓，同时我国钢铁行业也存在自身的缺陷，钢铁信息化的发展具有极大的潜力。\n\n宝钢集团的信息化管理、互联网建设一直走在国内钢铁企业的前沿，受到集团战略层面的高度重视。宝钢集团近年来是重要战略之一就是“一体两翼”，即以钢铁主业为主体，以信息技术、钢铁电商为两翼，而宝信软件就是“信息技术”板块的排头兵，是宝钢集团腾飞不可或缺的一翼。长期以来宝信超过一半的业务都来自于宝钢集团，此次宝武合并将使得整个集团成为全球第二大规模钢铁企业，宝信则获得难得的发展机遇，其业务有望大幅增涨。\n\n# 3. 宝之云有望凭借资源优势成为国内 IDC 领军企业\n\n互联网数据中心（IDC）是承载云计算服务的重要基础设施，是云计算产业发展的关键环"} +{"pdf_name": "9270294_90.pdf", "language": "zh", "markdown": "
监会的有关规定应披露而未披\n露的关联交易；2、本人及本人\n实际控制的其他附属企业不以\n任何方式违法违规占用公司资\n金及要求公司违法违规提供担\n保；3、本人及附属企业不通过\n非公允关联交易、利润分配、\n资产重组、对外投资等任何方\n式损害公司和其他股东的合法\n权益；4、如在今后的经营活动\n中本人及本人附属企业与公司\n之间发生无法避免的关联交\n易，则此种关联交易的条件必\n须按正常的商业条件进行，并\n按国家法律、法规、规范性文\n件以及公司内部管理制度严格\n履行审批程序；5、本人及本人\n附属企业不以任何方式影响公\n司的独立性，保证公司资产完\n整、人员独立、财务独立、机\n构独立和业务独立。
姚力军、上海\n智鼎博能投\n资合伙企业\n（有限合\n伙）、宁波拜\n耳克管理咨\n询有限公司、\n宁波金天丞\n创业投资合\n伙企业（有限\n合伙）、上海\n智兴博辉投\n资合伙企业\n（有限合\n伙）、宁波江\n阁实业投资\n合伙企业\n（有限合\n伙）、宁波宏\n德实业投资\n合伙企业\n（有限合\n伙）、张辉阳、关于社会保\n险、住房公积\n金的承诺如果公司及其子公司因其设立\n之日起至发行上市日期间因社\n会保险和住房公积金的实际缴\n纳情况而被任何政府主管部门\n要求补缴社会保险或住房公积\n金，或被任何政府主管部门处\n以行政处罚，或被任何政府主\n管部门、法院或仲裁机构决定、\n判决或裁定向任何员工或其他\n方支付补偿或赔偿，本人（本\n企业）将在毋须公司及其子公\n司支付对价的情况下，按本人\n（本企业）持有公司发行上市\n前的股权比例承担相应的金\n额，并对发行上市前的其他股\n东互负连带责任，使公司及其\n子公司不因此遭受任何损失。2017 年 06 月\n15 日长期有效正常履行中
"} +{"pdf_name": "9270294_91.pdf", "language": "zh", "markdown": "
谢立新、周厚\n良、王晓勇、\n宁波海邦人\n才创业投资\n合伙企业（有\n限合伙）、俞\n建超、赵永\n升、姚华俊、\n李义春、李勇\n成、冯晋、单\n迦亮、徐兴标
姚力军、上海\n智鼎博能投\n资合伙企业\n（有限合\n伙）、宁波拜\n耳克管理咨\n询有限公司、\n宁波金天丞\n创业投资合\n伙企业（有限\n合伙）、上海\n智兴博辉投\n资合伙企业\n（有限合\n伙）、宁波江\n阁实业投资\n合伙企业\n（有限合\n伙）、宁波宏\n德实业投资\n合伙企业\n（有限合\n伙）、张辉阳、\n谢立新、周厚\n良、王晓勇、\n宁波海邦人\n才创业投资\n合伙企业（有\n限合伙）、俞\n建超、赵永\n升、姚华俊、\n李义春、李勇\n成、冯晋、单关于无证建\n筑物的承诺如果公司因发行上市前的无证\n建筑物被政府主管部门处罚或\n者无证��筑物被责令拆除，本\n人（本企业）将在毋须公司及\n其子公司支付对价的情况下，\n按本人（本企业）持有公司发\n行上市前的股权比例承担相应\n的经济损失，包括但不限于拆\n除费用、资产损失、罚款、停\n工等，并对发行上市前的其他\n股东互负连带责任，使公司及\n其子公司不因此遭受任何损\n失。2017 年 06 月\n15 日长期有效正常履行中
"} +{"pdf_name": "20793807_193.pdf", "language": "zh", "markdown": "
序号商标所有权人注册号类别注册有效期限取得方式他项权利
40中国铁路通信信号股份有限公司21886142第 9 类2018.02.14-\n2028.02.13原始取得无
41中国铁路通信信号股份有限公司21886133第 42 类2017.12.28-\n2027.12.27原始取得无
42中国铁路通信信号股份有限公司21886134第 41 类2017.12.28-\n2027.12.27原始取得无
43中国铁路通信信号股份有限公司21886135第 39 类2017.12.28-\n2027.12.27原始取得无
44中国铁路通信信号股份有限公司21886136第 38 类2017.12.28-\n2027.12.27原始取得无
45中国铁路通信信号股份有限公司21886137第 37 类2017.12.28-\n2027.12.27原始取得无
46中国铁路通信信号股份有限公司21886138第 36 类2017.12.28-\n2027.12.27原始取得无
47中国铁路通信信号股份有限公司21886139第 35 类2017.12.28-\n2027.12.27原始取得无
48中国铁路通信信号股份有限公司21886140第 17 类2017.12.28-\n2027.12.27原始取得无
49中国铁路通信信号股份有限公司21886141第 12 类2017.12.28-\n2027.12.27原始取得无
50中国铁路通信信号股份有限公司21886143第 6 类2017.12.28-\n2027.12.27原始取得无
51中国铁路通信信号股份有限公司5573075第 37 类2009.12.07-\n2019.12.06继受取得无
52中国铁路通信信号股份有限公司5573080第 9 类2009.08.07-\n2019.08.06继受取得无
53中国铁路通信信号股份有限公司3286160第 42 类2007.12.28-\n2027.12.27原始取得无
54卡斯柯信号有限公司17445957第 11 类2016.11.14-\n2026.11.13原始取得无
55卡斯柯信号有限公司17445619第 6 类2016.09.14-\n2026.09.13原始取得无
"} +{"pdf_name": "20793807_194.pdf", "language": "zh", "markdown": "
序号商标所有权人注册号类别注册有效期限取得方式他项权利
56卡斯柯信号有限公司17445769第 7 类2016.09.14-\n2026.09.13原始取得无
57卡斯柯信号有限公司17446268第 12 类2016.09.14-\n2026.09.13原始取得无
58卡斯柯信号有限公司17446124第 35 类2016.09.14-\n2026.09.13原始取得无
59卡斯柯信号有限公司17446625第 37 类2016.09.14-\n2026.09.13原始取得无
60卡斯柯信号有限公司17446544第 38 类2016.09.14-\n2026.09.13原始取得无
61卡斯柯信号有限公司17446586第 39 类2016.09.14-\n2026.09.13原始取得无
62卡斯柯信号有限公司17446884第 41 类2016.09.14-\n2026.09.13原始取得无
63卡斯柯信号有限公司17447975第 45 类2016.09.14-\n2026.09.13原始取得无
64卡斯柯信号有限公司8935160第 42 类2012.03.21-\n2022.03.20原始取得无
65卡斯柯信号有限公司8138348第 9 类2011.04.07-\n2021.04.06原始取得无
66卡斯柯信号有限公司8138347第 9 类2012.01.14-\n2022.01.13原始取得无
67卡斯柯信号有限公司6639363第 9 类2011.11.07-\n2021.11.06原始取得无
68卡斯柯信号有限公司24706871第 9 类2018.06.21-\n2028.06.20原始取得无
69卡斯柯信号有限公司24703452第 37 类2018.09.28-\n2028.09.27原始取得无
"} +{"pdf_name": "9321996_40.pdf", "language": "zh", "markdown": "何佳女士，1983 年出生，硕士学历。现任公司副董事长（任期 2021 年 6 月-2024 年 6 月），四川利君科技实业有限公司执行董事、利君控股（新加坡）私人有限公司董事、成都利君环际智能装备科技有限公司董事长。\n\n林麟先生，1982 年出生，硕士学历。现任公司董事、总经理、财务负责人（财务总监）（任期 2021 年6 月-2024 年 6 月）、四川利君科技实业有限公司投资总监、利君控股（新加坡）私人有限公司财务总监、成都利君环际智能装备科技有限公司董事。\n\n徐智平先生， 1964 年出生，本科学历，高级工程师、主任工程师。现任公司董事（任期 2021 年 6 月-2024 年 6 月），成都利君科技有限责任公司董事。\n\n胡益俊先生，1972 年出生，硕士学历。现任公司董事、副总经理、董事会秘书（任期 2021 年 6 月-2024年 6 月），四川利君科技实业有限公司总经理。\n\n宗磊先生，1963 年出生，本科学历，高级工程师。现任公司董事（任期 2021 年 6 月-2024 年 6 月）、技术中心主任工程师。\n\n王雪女士，1980 年出生，研究生学历、会计学博士。现任西南财经大学会计学院会计系教授、硕士生导师，中国管理会计研究中心特约研究员、西南财经大学专业学位教育中心特聘教师、澳洲注册会计师 CPA (Aust.)、美国会计学会 AAA 会员、中国国民党革命委员会西南财经大学支委委员，成都博瑞传播股份有限公司独立董事、四川迅游网络科技股份有限公司独立董事、创意信息技术股份有限公司独立董事、深圳市飞马国际供应链股份有限公司 独立董事、公司独立董事（任期 2021 年 6 月-2024 年 6 月）。\n\n李越冬女士，1977 年出生，博士，教授，博士生导师。现任西南财经大学会计学院审计系副主任、西南财经大学会计学院审计监察与风险防控研究中心主任，财政部首期国际高端会计人才、审计署与北京大学联合培养博士后，美国注册会计师、英国 ICAEW 研究员、审计署联合国项目审计人员、四川省审计学会理事、四川省会计学会理事，成都高新发展股份有限公司、成都华微电子科技有限公司、四川新荷花中药饮片股份有限公司、四川凤生纸业科技股份有限公司独立董事、公司独立董事（任期 2021 年 6 月-2024 年6 月）。\n\n王伦刚先生，1970 年出生，博士研究生学历，教授，博士生导师。现任西南财经大学法学院教师，经济法研究所所长、中国金融法研究中心研究员、四川省法学会经济法和国际经济法学研究会常务副会长、四川省法学会劳动和社会保障法学研究会副会长、四川省人民检察院专家咨询委员会委员、成都仲裁委员会仲裁员，天宝动物营养科技股份有限公司独立董事、公司独立董事（任期 2021 年 6月-2024 年 6 月）。\n\n# （2）监事会成员主要工作经历\n\n公司本届监事会成员共有三名，成员主要工作经历如下：\n\n尹红先生，1968 年出生，大学本科学历，工学学士学位。现任公司监事（任期 2021 年 6 月-2024 年 6月）、技术中心主任工程师。\n\n张娟娟女士，1981 年出生，本科学历。现任公司监事（任期 2021 年 6 月-2024 年 6 月）、董事会办公室证券事务专员，成都利君科技有限责任公司监事。\n\n邱红女士，1982 年出生，本科学历。现任公司监事（任期 2021 年 6 月-2024 年 6 月）、人力资源部副"} +{"pdf_name": "9321996_41.pdf", "language": "zh", "markdown": "部长，成都利君科技有限责任公司监事、成都利君环际智能装备科技有限公司监事。\n\n# （3）高级管理人员主要工作经历\n\n林麟先生，总经理、财务负责人（财务总监），简历详见本节��事会成员主要工作经历。\n\n胡益俊先生，副总经理、董事会秘书，简历详见本节董事会成员主要工作经历。\n\n曹辉先生，1963 年出生，硕士学历。现任公司副总经理、成都利君科技有限责任公司董事。\n\n丁亚卓先生，1982 年出生，研究生学历，工学博士学位。现任公司总工程师、副总经理。\n\n唐中伍先生，1981 年出生，本科学历。现任公司副总经理、成都利君环际智能装备科技有限公司经理。\n\n何斌跃先生，1968 年出生，本科学历。现任公司副总经理。\n\n在股东单位任职情况\n\n□ 适用 √ 不适用\n\n在其他单位任职情况\n\n√ 适用 □ 不适用\n\n
任职人员\n姓名其他单位名称在其他单位\n担任的职务任期起始日期任期终止日期在其他单位是否\n领取报酬津贴
何亚民成都利君科技有限责任公司董事长2020 年 04 月 10 日2023 年 04 月 10 日否
何亚民利君控股（新加坡）私人有限公司董事2014 年 06 月 25 日是
何 佳四川利君科技实业有限公司执行董事2014 年 06 月 18 日否
何 佳利君控股（新加坡）私人有限公司董事2016 年 07 月 15 日是
何 佳成都利君环际智能装备科技有限公司董事长2021 年 07 月 23 日2024 年 07 月 23 日否
胡益俊四川利君科技实业有限公司总经理2014 年 06 月 18 日否
徐智平成都利君科技有限责任公司董事2020 年 04 月 10 日2023 年 04 月 10 日否
曹 辉成都利君科技有限责任公司董事2020 年 04 月 10 日2023 年 04 月 10 日否
林 麟四川利君科技实业有限公司投资总监2014 年 03 月 01 日否
林 麟利君控股（新加坡）私人有限公司财务总监2016 年 08 月 29 日是
林 麟成都利君环际智能装备科技有限公司董事2021 年 07 月 23 日2024 年 07 月 23 日否
张娟娟成都利君科技有限责任公司监事2020 年 04 月 10 日2023 年 04 月 10 日否
邱 红成都利君科技有限责任公司监事2020 年 04 月 10 日2023 年 04 月 10 日否
邱 红成都利君环际智能装备科技有限公司监事2021 年 03 月 22 日否
唐中伍成都利君环际智能装备科技有限公司经理2021 年 07 月 23 日2024 年 07 月 23 日否
在其他单\n位任职情\n况的说明独立董事王雪女士、李越冬女士、王伦刚先生分别在其所在单位任职并领取薪酬，三名独立董事担任上市公司\n独立董事未超过 5 家，且与本公司不存在关联关系。
\n\n公司现任及报告期内离任董事、监事和高级管理人员近三年证券监管机构处罚的情况\n\n□ 适用 √ 不适用\n\n# 3、董事、监事、高级管理人员报酬情况\n\n董事、监事、高级管理人员报酬的决策程序、确定依据、实际支付情况\n\n
董事、监事、高级管理人\n员报酬的决策程序根据《公司法》、《上市公司治理准则》、公司《章程》和《董事、监事及高级管理人员薪酬管理制\n度》等规定，董事、监事、高级管理人员薪酬或津贴标准的调整方案由董事会薪酬委员会负责拟\n定，经董事会、监事会、股东大会审议通过后实施，其中由本公司员工担任并按薪酬管理制度领\n取薪酬的非独立董事、监事除外。
董事、监事、高级管理人\n员报酬确定依据公司董事、监事、高级管理人员报酬依据《成都利君实业股份有限公司董事、监事及高级管理人\n员薪酬管理制度》确定。公司除独立董事实行年度独立董事津贴及由本公司员工担任并领取薪酬\n的非独立董事、监事依据公司薪酬管理制度按其具体任职岗位薪酬标准执行外，其他董事、监事、\n高级管理人员的薪酬实行年薪制，年薪分为基本年薪和绩效年薪；独立董事津贴为每人每年 7 万
"} +{"pdf_name": "20790980_145.pdf", "language": "zh", "markdown": "
税后净���
六、综合收益总额98,749,421.8943,006,381.8859,663,054.55
归属于母公司所有者的综合收益总\n额98,749,421.8943,006,381.8859,663,054.55
归属于少数股东的综合收益总额---
\n\n# 2、母公司利润表\n\n单位：元\n\n
项目2018 年度2017 年度2016 年度
一、营业收入557,968,212.54472,667,017.99326,890,170.62
减：营业成本393,786,473.36344,423,244.69250,655,029.14
税金及附加1,466,625.41777,657.68498,273.47
销售费用18,588,088.7913,405,223.1711,279,205.55
管理费用16,349,264.8038,783,122.0410,066,933.55
研发费用18,362,066.2915,683,607.1010,842,460.60
财务费用4,229,742.7612,281,687.04204,034.38
其中：利息费用204,993.71--
           利息收入47,682.5338,248.4933,422.77
资产减值损失1,229,200.822,796,851.22893,602.79
加：其他收益3,502,270.581,421,415.03-
投资收益---
其中：对联营企业和合营企业的投资\n收益---
公允价值变动收益---
资产处置收益57,438.79-124,896.24-601.67
二、营业利润107,516,459.6845,812,143.8442,450,029.47
加：营业外收入414,904.53260,170.81488,661.31
减：营业外支出16,592.81592,873.3743,199.59
三、利润总额107,914,771.4045,479,441.2842,895,491.19
减：所得税费用14,214,913.079,654,567.455,960,456.67
四、净利润93,699,858.3335,824,873.8336,935,034.52
五、其他综合收益---
（一）以后不能重分类进损益的其他综合\n收益---
1．重新计量设定受益计划净负债净资产\n的变动---
2．权益法下在被投资单位不能重分类进\n损益的其他综合收益中享有的份额---
（二）以后将重分类进损益的其他综合收\n益---
1．权益法下在被投资单位以后将重分类\n进损益的其他综合收益中享有的份额---
2．可供出售金融资产公允价值变动损益---
"} +{"pdf_name": "20790980_146.pdf", "language": "zh", "markdown": "
3．持有至到期投资重分类为可供出售金\n融资产损益---
4．现金流量套期损益的有效部分---
5．外币财务报表折算差额---
6．其他---
六、综合收益总额93,699,858.3335,824,873.8336,935,034.52
\n\n# （三）现金流量表\n\n# 1、合并现金流量表\n\n单位：元\n\n
项目2018 年度2017 年度2016 年度
一、经营活动产生的现金流量：
销售商品、提供劳务收到的现金544,296,392.95410,824,298.20324,213,969.10
收到的税费返还2,611,684.91133,427.6037,938.95
收到其他与经营活动有关的现金4,831,715.084,306,331.741,255,832.11
经营活动现金流入小计551,739,792.94415,264,057.54325,507,740.16
购买商品、接受劳务支付的现金369,327,866.58264,183,891.07191,794,090.31
支付给职工以及为职工支付的现金90,257,712.6775,487,387.6645,628,687.08
支付的各项税费16,656,111.9618,831,901.5615,130,815.84
支付其他与经营活动有关的现金11,346,354.0111,000,714.5616,442,571.27
经营活动现金流出小计487,588,045.22369,503,894.85268,996,164.50
经营活动产生的现金流量净额64,151,747.7245,760,162.6956,511,575.66
二、投资活动产生的现金流量：
收回投资所收到的现金---
取得投资收益收到的现金---
处置固定资产、无形资产和其他长期资\n产收回的现金净额903,838.13-2,100.00
处置子公司及其他营业单位收到的现金\n净额---
收到其他与投资活动有关的现金---
投资活动现金流入小计903,838.13-2,100.00
购建固定资产、无形资产和其他长期资\n产支付的现金74,067,936.6916,423,829.717,223,137.34
投资支付的现金---
取得子公司及其他营业单位支付的现金\n净额--8,956.00
支付其他与投资活动有关的现金---
投资活动现金流出小计74,067,936.6916,423,829.717,232,093.34
投资活动产生的现金流量净额-73,164,098.56-16,423,829.71-7,229,993.34
三、筹资活动产生的现金流量：
吸收投资收到的现金-20,000,000.00-
其中：子公司吸收少数股东投资收到的---
"} +{"pdf_name": "9312490_35.pdf", "language": "zh", "markdown": "
「購回授權」指股東給予董事購回股份之一般無條件授權，進一步\n詳情載於本招股章程附錄六「唯一股東之書面決議\n案」一節
「人民幣」指中國法定貨幣人民幣
「國家外匯管理局」指中華人民共和國國家外匯管理局
「國家稅務總局」指中華人民共和國國家稅務總局
「證監會」指香港證券及期貨事務監察委員會
「證券及期貨條例」指證券及期貨條例（香港法例第571章），經不時修\n訂、補充或以其他方式修改
「股份」指本公司股本中每股面值0.01港元之普通股
「股東」指股份持有人
「購股權計劃」指本公司於二零一五年一月二十三日有條件批准及採\n納之購股權計劃，其主要條款概要載於本招股章程\n附錄六「購股權計劃」一節
「中外合資經營企業法」指中華人民共和國中外合資經營企業法
「社會保險法」指中華人民共和國社會保險法
「獨家全球協調人」\n或「中國平安證券」指中國平安證券（香港）有限公司，獲准從事證券及期\n貨條例項下第一類（證券買賣）、第四類（就證券提\n供意見）及第九類（資產管理）受規管活動之持牌法\n團，為全球發售之獨家全球協調人
"} +{"pdf_name": "9312490_36.pdf", "language": "zh", "markdown": "
「獨家保薦人」或\n　「中國平安資本」指中國平安資本（香港）有限公司，獲准從事證券及期\n貨條例項下第六類（就企業融資提供意見）受規管活\n動之持牌法團，為上市之獨家保薦人
「平方呎」指平方呎
「平方米」指平方米
「穩定價格操作人」指中國平安證券
「常務委員會」指中華人民共和國全國人民代表大會常務委員會
「國務院」指中華人民共和國國務院，即中華人民共和國中央政\n府
「借股協議」指集成投資與獨家全球協調人將於定價日或前後訂立\n之借股協議
「聯交所」指香港聯合交易所有限公司
「附屬公司」指具有上市規則所賦予該詞之涵義
「主要股東」指具有上市規則所賦予該詞之涵義
「德利美」指香港德利美實業公司，於最後實際可行日期為黃先\n生之獨立企業，於二零零八年六月二十八日開始在\n香港經營業務
「收購守則」指香港公司收購及合��守則
「稅務顧問」指信永中和稅務及商業咨詢有限公司
「往績記錄期間」指截至二零一三年十二月三十一日止三個財政年度以\n及截至二零一四年十月三十一日止十個月
「商標法」指中華人民共和國商標法
「商標局」指中華人民共和國國家工商行政管理總局商標局
"} +{"pdf_name": "9261159_136.pdf", "language": "zh", "markdown": "# 7、其他应收款\n\n单位：元\n\n
项目期末余额期初余额
其他应收款894,813.60533,984.89
合计894,813.60533,984.89
\n\n# （1）其他应收款按款项性质分类情况\n\n单位：元\n\n
款项性质期末账面余额期初账面余额
往来款及代垫款29,787.1451,252.01
备用金7,317.873,880.14
押金保证金1,486,839.77992,667.38
合计1,523,944.781,047,799.53
\n\n# （2）坏账准备计提情况\n\n单位：元\n\n
坏账准备第一阶段第二阶段第三阶段合计
未来12 个月预期信 \n用损失整个存续期预期信用损失\n(未发生信用减值)整个存续期预期信用损失\n(已发生信用减值)
2021 年 1 月 1 日余额513,814.64513,814.64
2021 年 1 月 1 日余额在\n本期————————
本期计提115,316.54115,316.54
2021 年 12 月 31 日余额629,131.18629,131.18
\n\n损失准备本期变动金额重大的账面余额变动情况\n\n□ 适用 √ 不适用\n\n按账龄披露\n\n单位：元\n\n
账龄账面余额
1 年以内（含 1 年）606,839.43
1 至 2 年397,895.18
2 至 3 年143,522.17
3 年以上375,688.00
3 至 4 年138,150.00
"} +{"pdf_name": "9261159_137.pdf", "language": "zh", "markdown": "
账龄账面余额
4 至 5 年237,538.00
合计1,523,944.78
\n\n# （3）本期计提、收回或转回的坏账准备情况\n\n本期计提坏账准备情况：\n\n单位：元\n\n
类别期初余额本期变动金额期末余额
计提收回或转回核销其他
账龄分析法513,814.64115,316.54629,131.18
合计513,814.64115,316.54629,131.18
\n\n# （4）按欠款方归集的期末余额前五名的其他应收款情况\n\n单位：元\n\n
单位名称款项的性质期末余额账龄占其他应收款期末\n余额合计数的比例坏账准备期末余额
单位 1押金保证金259,000.001 年以内17.00%12,950.00
单位 2押金保证金255,000.001 年以内&1-2 年&2\n年以上16.73%123,850.00
单位 3押金保证金120,000.001 年以内&1-2 年7.87%10,500.00
单位 4押金保证金100,000.002 年以上6.56%100,000.00
单位 5押金保证金100,000.002 年以上6.56%100,000.00
合计--834,000.00--54.72%347,300.00
\n\n# 8、存货\n\n单位：元\n\n
项目期末余额期初余额
账面余额存货跌价准备或\n合同履约成本减\n值准备账面价值账面余额存货跌价准备或\n合同履约成本减\n值准备账面价值
原材料64,705,793.6864,705,793.6847,924,925.4747,924,925.47
库存商品71,108,411.8871,108,411.8842,723,341.1642,723,341.16
周转材料4,067,893.044,067,893.042,422,498.352,422,498.35
发出商品24,233,043.1224,233,043.1217,367,924.6317,367,924.63
合计164,115,141.72164,115,141.72110,438,689.61110,438,689.61
"} +{"pdf_name": "4029585_36.pdf", "language": "zh", "markdown": "年，公司实现投资收益 22.23 亿元，其中股权投资收益（包含长期股权投资收益）13.39 亿元，理财产品和信托计划投资收益 4.39 亿元，基金投资收益 1.86 亿元。\n\n资管业务方面，公司成立了包括全资子公司中投保信裕资产管理（北京）有限公司（以下简称“信裕资管”）等在内的公司资产管理业务的平台，开展资产管理业务。2017 年，信裕资管获得了私募基金全牌照，成为中国基金业协会、中国保险资产管理业协会会员。成立以来，信裕资管发挥资源整合优势，提升主动管理能力，形成以固定收益、低风险多策略组合投资、权益投资、另类投资等为主要方向的业务发展模式。面对日益趋严的监管环境，信裕资管积极适应资管新规，继续加强合规运行、主动管理，积极开拓资金渠道，引入多元化的外部资金，提高资产配置效率，创新业务领域取得积极进展，资产运行规模及收入均呈现增长态势。截至 2018 年末，公司累计发行资管产品规模 378.66 亿元；管理资产规模 195.15 亿元，当年实现资管业务收入 6682.64 万元。\n\n金融科技业务方面，近年来，随着互联网金融的快速崛起，公司积极探索适合公司发展的金融科技展业模式，加强互联网金融平台及财富管理渠道建设，金融科技探索已取得初步成果。2015 年，公司与蚂蚁金融服务集团、恒生电子股份有限公司共同发起设立浙江互联网金融资产交易中心股份有限公司（以下简称“网金社”），致力于满足个人客户和中小微企业的投融资需求，目前注册资本 5667 万元，公司参股比例 27.35%。网金社开发的“付税宝”等产品，依托大数据采集、征信及风控的方式，实现了进口中小微企业全线上融资直付税款的功能，帮助企业快速通关。2017 年 11 月，公司与宁夏国投集团等共同合作发起设立的国投（宁夏）互联网小额贷款股份有限公司正式成立，取得互联网小贷牌照，并推出多条产品线，运用金融科技及大数据风控，为小微企业提供在线信贷解决方案。\n\n总体看，公司具备较强的担保业务营运能力及创新能力，对市场具有较强的敏锐度和适应力，市场竞争优势明显。公司未来将继续依托自身的专业优势，在巩固担保业务的前提下，通过由产品服务向提供综合化资产管理服务模式转型、创新业务和盈利模式等举措持续推进业务结构优化，以实现业务的持续健康发展。此外，在传统担保业务方面，公司来自其他担保公司的竞争有所加大；同时，投资类资产中信托计划及权益工具投资规模较大，需关注相关信用及市场风险；此外，在金融去杠杆以及监管趋严的背景下，需关注各项监管政策对公司未来业务发展所带来的影响。\n\n# 五、风险管理分析\n\n公司已形成较为成熟的全面风险管理体系，董事会下设的风险审计委员会统筹公司风险管理工作；风险管理中心牵头全面风险管理工作，负责制定各项风险管理办法、业务政策，并组织实施；各个业务部门分别负责各自权限范围的风险监测。近年来，公司持续加强对系统性风险、合规性风险和流动性风险的识别和防范，积极推进业务风险的组合和限额管理，不断完善风险管理体系。此外，公司确立了按照“风险与效率”平衡的原则不断完善风险管理工作的指导思想，及时根据外部环境和自身发展变化，优化和完善风险管理工作，提升和加强风险管理能力。\n\n信用风险和流动性风险是公司面临的主要风险。公司非常重视风险控制体系的建设与投入，根据“全面风险管理”的理念，采用项目评审、科学决策流程、项目动态跟踪管理等手段控制和管理公司风险，建立事前充分识别和准确评价，事中有效监测和计量，事后快速处置和化解的全流程覆盖机制。近年来，公司审慎把握业务创新和风险控制的关系，切实加强业务风险管理，根据政策、市场变化，以及业务品种风险特点和风险管理要求，制定并发布"} +{"pdf_name": "4029585_37.pdf", "language": "zh", "markdown": "了《中投保公司 2018 年业务风险策略》，制定了新的运营管理工作规范指引，及时调整业务准入标准，发布风险提示，优化业务流程，进一步加强了公司对信用风险的把控。针对风险较高的担保业务，公司建立差异化的风险控制指引：公共融资业务方面，重点关注存量业务的风险防范与化解，严格控制传统模式的纯担保公共融资类业务规模；房地产类金融担保业务方面，密切跟踪新常态背景下房地产市场分化的趋势，坚持有形抵押原则，加强对项目的精细化管理，重视房地产行业政策风险及业务的合规风险，提高主动管理能力。\n\n流动性风险方面，近年来，公司一方面提高业务标准，优选客户，完善交易结构设计；另一方面，加强在保业务的风险排查与预警，防范突发代偿事件造成的流动性风险。公司成立公司流动性风险管理小组，逐步推动建立公司流动性风险管理机制，加强日常资金头寸管理，与在保责任流动性需求相匹配进行流动性备付管理，同时建设外部流动性资金补充渠道。2018 年，公司向北京金融资产交易所有限公司合格投资者发行挂牌金额为人民币 5.00 亿元的2018 年度第一期债权融资计划，期限为 3 年，公司享有全部或部分赎回选择权，即在 2019 年11 月 23 日、2020 年 5 月 23 日、2020 年 11 月23 日、2021 年 5 月 23 日可全部或部分赎回。\n\n# 1．金融担保业务风险管理\n\n公司目前开展的金融担保业务主要包括公共融资类担保、保本投资类产品、房地产担保以及其他金融产品担保等。为控制业务集中度风险，公司对金融产品单一客户、单一客户及关联方的最大担保金额做了明确规定。\n\n在债券担保业务的风险管理方面，公司注重对客户资信水平的评估，并通过反担保措施和设置相关合同条款来缓释风险。公司的债券担保业务均为准市政类债券担保。在项目选择时，公司重点考察发行主体自身的还款能力、当地政府的支持力度及所在区域的经济发展水 平等因素。对于公共融资类担保业务，公司选择承做财政应负担的公益性项目的平台类公司，地域上优先选择沿海经济发达地区经济实力好的城市、区域性的经济中心以及受益于西部大开发的地区。目前公司在保的债券担保业务中，债券发行主体的外部信用等级主要为 AA（含）以上。此外，公司在担保合同中明确设定了以下情势变更条款：当发行主体的外部信用评级级别出现向下迁移时，发行主体应及时向公司提供一定比例的保证金；公司还可要求增加信息报送的内容和频率，以及时跟踪主体的信用变化情况。\n\n在开展保本投资类担保业务时，公司主要选择一些经营管理能力强和资信良好的基金管理公司、信托公司等机构进行合作，以控制担保风险。公司针对保本投资类担保业务风险设有多道防御手段，保本策略较为成熟。公司与合作机构之间建立了信息沟通机制，严格监控基金管理人投资行为，确保基金管理人的投资行为符合事先约定的投资策略。公司存续期内的保本基金担保业务由公司和基金管理人共同承担连带责任，公司对基金专项风险准备金、基金管理人的自有资金未能覆盖的损失进行代偿，公司就代偿部分对基金管理人具有追索权。2017 年 1 月，证监会发布《关于避险策略基金的指导意见》后，连带责任担保机制被取消。公司存续期内的保本基金担保业务仍按基金合同的约定进行运作，但新增担保业务保障机制将有所调整，公司将无权向基金管理人进行追偿，故考虑到代偿风险的上升压力，公司不再新增保本基金业务。\n\n公司重视金融担保项目合同条款的设立，用合同清晰地规定相关当事人的责任和权利，以规避法律风险。由于金融担保方面的法律法规尚未健全，公司经营的金融担保业务仍存在一定的法律风险。鉴于此，公司深入研究相关法律法规，并主动与监管部门进行沟通，关注与金融担保业务相关法规的发布。"} +{"pdf_name": "4061598_8.pdf", "language": "zh", "markdown": "# 每周重点新闻\n\n#  商务部：8 月 15 日起全面禁止自朝鲜进口煤铁等产品\n\n国家商务部 8 月 14 日发布的 2017 年第 40 号公告提出，为执行联合国安理会第 2371 号决议，根据《中华人民共和国对外贸易法》，对涉及朝鲜进出口贸易的部分产品采取管理措施。自 2017 年 8 月 15 日起，全面禁止自朝鲜进口煤、铁、铁矿石、铅、铅矿石、水海产品。对于在公告执行之日前已运抵我口岸的上述货物，可予以放行。自 9 月 5 日零时起，不再办理进口手续（包括海关已接受申报但尚未办理放行手续的货物）。此后，进境的上述产品一律按禁止进口货物处理。\n\n#  蒙古煤通关时间大幅延长 口岸资源较为紧张\n\n自从蒙古那达慕大会之后，蒙煤通关时间以及报关时间明显被延长，尤其是进入 8 月份以后，入境煤车数量急剧下滑，由七月初的日入境煤车 1400 辆次降至当前的 600 辆次左右，单日进煤量由 10 万吨左右降至当前的 4 万吨左右的水平，口岸蒙煤供应量下滑明显，资源较为紧张。汾渭价格中心通过调研了解到，之前甘其毛都口岸通关加上报关时间花费差不多 2 周左右时间，目前通关加报关时间至少在一个月左右，其中国检局微量元素的检验需要耗费差不多 20 天左右。\n\n#  山西国企国资改革再紧“发条” 省国资委精简 30 项权力\n\n山西国资网消息，8 月 11 日，山西省国资委召开委员会，决定取消下放 30项监管和审批权，内容涉及企业重大事项报批、企业财务预算决算、企业年金等多个方面，力图“刀刃向内”深化国资委自身改革，“松绑”省属企业，加速全省国企国资改革步伐。这 30 项权力包括 17 项监管事项和 13 项审批（审核）事项。精简之后，山西省国资委监管事项保留 42 项，责任事项 39项，审批（审核）事项 33 项，一目了然。这是山西打响国企国资改革攻坚战之后，山西省国资委又一次精简监管审批权力。此次放权，精简项目多、范围宽、力度大，有望改变山西过去国资监管“理念滞后、方法陈旧、监管范围过宽、内容过细”的问题。\n\n#  中央环保督察实现全覆盖 第四批督察已问责 62 人\n\n法制日报消息，中央第六环保督察组完成了对全国 31 省(区、市)中的最后一个地方——西藏自治区的进驻,至此,中央环保督察已实现了对 31 省(区、市)的全覆盖。据国家环保督察办公室统计,截至 8 月 14 日,先期进驻的四川、青海、海南、山东、吉林、浙江、新疆(含兵团)等省(区)已受理群众环境信访举报 3090 件,经梳理并合并重复举报后交办地方 2361 件,各地已办结 146 件；累计责令整改 367 家,立案处罚 81 家,罚款 220.92 万元；立案侦查 2 家,拘留 6人；对党政领导干部约谈 62 人,问责 62 人。\n\n#  和顺煤矿事故：煤管局长就地免职 晋中市煤矿整顿\n\n从山西和顺煤矿滑坡事故抢险救援指挥部获悉，目前官方已迅速组成前方抢险救援指挥部，抽调矿山救护、地质勘探、地质监测、气象、医疗等多方面力量，抢险救援工作已全面展开。此外，晋中市对全市露天煤矿和非煤矿山、和顺县全部媒矿停产停建整顿，同时晋能集团所属所有露天煤矿停产整顿，开展安全大检查，举一反三，排查隐患，防止发生类似情况。同时官方表示，"} +{"pdf_name": "4061598_9.pdf", "language": "zh", "markdown": "对前期带队到滑坡现场调查的和顺县煤炭管理局局长张瑞清就地免职，其他责任人将依规严肃追责；对和顺县公安部门行政拘留的 1 名网上发帖者，立即撤销案件，解除行政拘留，并依法启动相关程序。\n\n#  山东全省开始安全大检查 每月集中公布黑名单\n\n8 月 15 日，从山东省安监局了解到，按照国务院安委会《关于开展全国安全生产大检查的通知》，即日起至 10 月山东省将在全省深入开展安全生产大检查，与目前正进行的全省安全生产百日攻坚治理行动、化工产业安全隐患大排查快整治严执法紧急行动等有机衔接、压茬进行、统筹推进，借此进一步巩固提升安全形势。在大检查期间，各市每月至少集中曝光一批重大事故隐患和严重违法违规行为，公布一批实施联合惩戒和“黑名单”管理企业，公告一批依法关闭取缔的违法违规和不符合安全生产条件的企业。\n\n#  煤炭去产能完成年度目标 85% 7 省份已超额完成任务\n\n中国煤炭工业协会发布的数据显示，今年以来，煤炭去产能工作取得阶段性重要进展，截至 7 月底共退出煤炭产能 1.28 亿吨，完成年度目标任务量的85%。其中，内蒙古、辽宁、江苏、福建、河南、广西、重庆 7 个省(区、市)已超额完成全年目标任务。中国煤炭工业协会指出，今年去产能呈现以下几个特点：一是关闭退出煤矿以长期停工停产的“僵尸企业”为主，尽量不退或少退在役生产煤矿。二是减量置换指标交易制度取得重大突破。三是去产能与稳供应工作统筹推进，煤炭市场供需保持总体基本平衡。\n\n# 上市公司公告\n\n#  兰花科创半年报：上半年净利超 5 亿元 同比大幅扭亏\n\n兰花科创（600123）8 月 14 日晚披露的半年报显示，今年上半年实现营业收入 39.74 亿元，同比增长 126.98%；实现利润总额 6.68 亿元，同比扭亏为盈，实现归属于母公司股东的净利润 5.1 亿元，而上一年同期净利润为-1.8 亿元；每股收益为 0.4470 元，净资产收益率为 5.74%。公司表示，2017 年上半年公司经营业绩扭亏为盈的主要原因是公司紧紧抓住主导产品煤炭、尿素价格回升的有利时机，科学组织生产，积极开拓市场，持续提升内部管理水平，实现了公司经营业绩的大幅回升。\n\n#  中国神华：前 7 月煤炭销量同比增长 17.1%至 2.55 亿吨\n\n中国神华8月15日晚间发布2017年7月运营数据，商品煤产量同比减少1.3%至 2330 万吨，煤炭销量同比增长 9.6%至 3440 万吨。总发电量同比增长 21.6%至 262.5 亿千瓦时，总售电量同比增长 22.2%至 245.4 亿千瓦时。聚乙烯销售量同比增长 6.7%至 3.04 万吨;聚丙烯销售量同比减少 0.4%至 2.67 万吨。1-7月，商品煤产量同比增长 7.2%至 1.75 亿吨，煤炭销量同比增长 17.1%至 2.55亿吨。总发电量同比增长 11.8%至 1483 亿千万时，总售电量同比增长 12.1%至 1389.7 亿千万时。聚乙烯销售量同比增长 27.9%至 20.22 万吨;聚丙烯销售量同比增长 30%至 19.71 万吨。\n\n#  中煤能源：前 7 月商品煤产量同比减少 4.3%至 4508 万吨\n\n中煤能源8月15日发布2017年7月生产经营数据，商品煤产量同比增长1.8%至 684 万吨，销量同比增长 11.3%至 1215 万吨。1-7 月，商品煤产量同比减"} +{"pdf_name": "20786149_165.pdf", "language": "zh", "markdown": "# 六、或有事项\n\n# （一）对外担保事项\n\n截至 2015 年 9 月 30 日，公司为关联方提供的担保余额折合人民币 26,181.39万元，详见本章第五点关联担保部分。截至 2015 年 9 月 30 日，公司无对合并范围外企业的担保。除上述关联事项外，公司不存在其他需要披露的对外担保事项。\n\n截至募集说明书签署日，发行人对外担保事项无重大变化。\n\n# （二）未决诉讼、仲裁事项\n\n截至募集说明书签署日，发行人无需要披露的重大未决诉讼、仲裁事项。\n\n# （三）重大承诺事项\n\n截至募集说明书签署日，发行人无需要披露的重大承诺事项。\n\n# （四）其他重大事项\n\n1、按照福建省政府有关部门关于成立福建省稀有稀土集团的实施方案，福建冶金于 2012 年 7 月 16 日将全资子公司福建黄金集团有限公司更名为福建省稀有稀土（集团）有限公司（以下简称“福建稀土集团”），并取得由福建省工商行政管理局核发的企业法人营业执照，福建稀土集团仍为福建冶金全资子公司。根据福建省政府有关部门于 2012 年 7 月 11 日下发的关于成立福建稀有稀土集团有关事项通知的要求，福建冶金拟将其持有的公司 33.60%的股份全部无偿划转给福建稀土集团，由福建稀土集团行使对本公司的出资人职责，并集中资源支持以公司为平台大力发展稀土产业。2012 年 12 月 19 日，经国务院国有资产监督管理部门批准（（国资产权[2012]912 号），以及中国证券监督管理委员会审核无异议、同意豁免福建稀土集团的要约收购义务的批复（证监许可[2012]1546 号），中国证券登记结算有限责任公司上海分公司出具《过户登记确认书》，确认福建冶金所持有的厦门钨业 229,176,948 股、占厦门钨业总股本 33.60%的股份已过户至福建省稀有稀土（集团）有限公司（以下简称“福建稀土集团”）。本次股权划转完成后，福建冶金不再直接持有公司股份，福建稀土集团（加上 2012 年 12月 4 日通过上交所交易系统增持公司 1,194,776 股）直接持有公司 230,371,724股, 持股比例为 33.78%，成为公司的控股股东。\n\n2、公司第六届董事会第二次会议于 2012 年 7 月 19 日表决通过了《关于下属房地产公司终止都江堰天森置业项目后续合作的议案》，终止《增资扩股协议》项下的合作，天森置业创始股东以 3,974.11 万元回购成都滕王阁持有的天森置业"} +{"pdf_name": "20786149_166.pdf", "language": "zh", "markdown": "51%股权。天森置业在 2012 年 7 月底前，归还成都滕王阁投入天森置业资金18,670.00 万元及利息 2,355.89 万元。\n\n3、公司第六届董事会第五次会议决议于 2012 年 9 月 14 日表决通过了《关于申请注销外商投资企业批准证书的议案》，鉴于公司外资持股比例已低于 10%，同意公司根据政府有关规定申请注销外商投资企业批准证书。\n\n4、公司第六届董事会第七次会议于 2012 年 10 月 28 日在关联董事刘同高、张榕、黄康、高勃回避表决的情况下，以 5 票同意，0 票反对，0 票弃权的表决结果通过了《关于与都昌金鼎签订<长期供货协议>的议案》，同意公司与江西都昌金鼎钨钼矿业有限公司（简称“都昌金鼎”）签订《长期供货协议》，该协议尚须经公司股东大会批准后签署。都昌金鼎为厦门三虹的控股子公司，而厦门三虹为本公司控股股东福建冶金的控股子公司，本公司与都昌金鼎构成关联企业，双方的交易构成关联交易。\n\n5、公司第六届董事会第八次会议于 2013 年 2 月 6 日在关联董事刘同高、张榕、庄志刚、黄康、高勃回避表决的情况下，会议以 4 票同意，0 票反对，0 票弃权的表决结果通过了《关于收购江西都昌金鼎钨钼矿业有限公司 60%股权的议案》，同意出资 36,745 万元收购关联方厦门三虹持有的都昌金鼎 60%股权，都昌金鼎持有江西省国土资源厅颁发的阳储山钨钼矿《采矿许可证》（证书编号为C3600002011013230103934）。2013 年 2 月 27 日，公司 2013 年第一次临时股东大会决议公告通过了《关于收购江西都昌金鼎钨钼矿业有限公司 60%股权的议案》。\n\n6、公司第六届董事会第十一次会议于 2013 年 4 月 24 日审议通过在洛阳投资建设硬质合金项目（一期）。项目拟投资人民币 96,915 万元，其中固定资产投资 91,077 万元，铺底流动资金 5,838 万元，资金来源为企业自筹（即公司投资）51,370 万元，其余由银行贷款解决。\n\n7、公司第六届董事会第十二次会议于 2013 年 6 月 13 日审议通过向成都同基置业有限公司投资。公司控股子公司厦门滕王阁拟分两次向同基置业增资，第一次增资额为人民币 27,409.44 万元，第二次增资额预计为人民币 8,263.86 万元，两次增资额预计合计为 35,673.30 万元。第一、二次增资后，厦门滕王阁持有同基置业 47.50%股权。\n\n8、公司第六届董事会第十四次会议于2013年8月8日表决通过了《关于厦门滕王阁转让持有重庆滕王阁房地产开发有限公司90%股权的议案》。交易拟通过公开挂牌方式转让，重庆滕王阁另一持股股东深圳市君合投资顾问有限公司放弃"} +{"pdf_name": "9301452_235.pdf", "language": "zh", "markdown": "
应收票据坏账损失66,234.93
应收账款坏账损失-12,516,088.8210,211,313.18
其他应收款坏账损失-8,293,822.95-2,228,862.81
债权投资减值损失
其他债权投资减值损失
长期应收款坏账损失
合同资产减值损失
合计-20,743,676.847,982,450.37
\n\n# 72、 资产减值损失\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
一、坏账损失
二、存货跌价损失及合同履约成\n本减值损失109,340,080.10116,763,364.78
三、长期股权投资减值损失
四、投资性房地产减值损失
五、固定资产减值损失17,109,787.72
六、工程物资减值损失
七、在建工程减值损失
八、生产性生物资产减值损失
九、油气资产减值损失
十、无形资产减值损失341,754.40
十一、商誉减值损失
十二、其他
合计109,340,080.10134,214,906.90
\n\n# 73、 资产处置收益\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
"} +{"pdf_name": "9301452_236.pdf", "language": "zh", "markdown": "
非流动资产处置收益合计3,020,959.515,286,296.06
其中：固定资产处置收益1,205,685.764,029,539.01
长摊模具处置利得或损失1,809,690.621,256,757.05
使用权资产处置利得或损失5,583.13
合计3,020,959.515,286,296.06
\n\n# 74、 营业外收入\n\n营业外收入情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额计入当期非经常性损\n益的金额
无法支付的往来款项16,941,967.513,721,874.8716,941,967.51
非同一控制下企业合\n并，合并成本小于取得\n的可辨认净资产公允价\n值份额的金额15,244,229.9415,244,229.94
处置报废固定资产7,111,639.3815,678.017,111,639.38
其他4,214,062.484,831,047.794,214,062.48
合计43,511,899.318,568,600.6743,511,899.31
\n\n计入当期损益的政府补助\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 75、 营业外支出\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额计入当期非经常性损\n益的金额
非流动资产处置损\n失合计7,977,783.1320,672,656.877,977,783.13
"} +{"pdf_name": "2548828_41.pdf", "language": "zh", "markdown": "成的利得或损失以及与该等金融负债相关的股利和利息支出计入当期损益。\n\n# ②其他金融负债\n\n与在活跃市场中没有报价、公允价值不能可靠计量的权益工具挂钩并须通过交付该权益工具结算的衍生金融负债，按照成本进行后续计量。其他金融负债采用实际利率法，按摊余成本进行后续计量，终止确认或摊销产生的利得或损失计入当期损益。\n\n# ③财务担保合同及贷款承诺\n\n不属于指定为以公允价值计量且其变动计入当期损益的金融负债的财务担保合同，或没有指定为以公允价值计量且其变动计入损益并将以低于市场利率贷款的贷款承诺，以公允价值进行初始确认，在初始确认后按照《企业会计准则第 13 号——或有事项》确定的金额和初始确认金额扣除按照《企业会计准则第 14 号——收入》的原则确定的累计摊销额后的余额之中的较高者进行后续计量。\n\n# （6）金融负债的终止确认\n\n金融负债的现时义务全部或部分已经解除的，才能终止确认该金融负债或其一部分。本公司（债务人）与债权人之间签订协议，以承担新金融负债方式替换现存金融负债，且新金融负债与现存金融负债的合同条款实质上不同的，终止确认现存金融负债，并同时确认新金融负债。\n\n金融负债全部或部分终止确认的，将终止确认部分的账面价值与支付的对价（包括转出的非现金资产或承担的新金融负债）之间的差额，计入当期损益。\n\n# （7）衍生工具及嵌入衍生工具\n\n衍生工具于相关合同签署日以公允价值进行初始计量，并以公允价值进行后续计量。除指定为套期工具且套期高度有效的衍生工具，其公允价值变动形成的利得或损失将根据套期关系的性质按照套期会计的要求确定计入损益的期间外，其余衍生工具的公允价值变动计入当期损益。\n\n对包含嵌入衍生工具的混合工具，如未指定为以公允价值计量且其变动计入当期损益的金融资产或金融负债，嵌入衍生工具与该主合同在经济特征及风险方面不存在紧密关系，且与嵌入衍生工具条件相同，单独存在的工具符合衍生工具定义的，嵌入衍生工具从混合工具中分拆，作为单独的衍生金融工具处理。如果无法在取得时或后续的资产负债表日对嵌入衍生工具进行单独计量，则将混合工具整体指定为以公允价值计量且其变动计入当期损益的金融资产或金融负债。\n\n# （8）金融资产和金融负债的抵销\n\n当本公司具有抵销已确认金融资产和金融负债的法定权利，且目前可执行该种法定权利，同时本公司计划以净额结算或同时变现该金融资产和清偿该金融负债时，金融资产和金融负债以相互抵销后的金额在资产负债表内列示。除此以外，金融资产和金融负债在资产负债表内分别列示，不予相互抵销。\n\n# （9）权益工具\n\n权益工具是指能证明拥有本公司在扣除所有负债后的资产中的剩余权益的合同。本公司发行（含再融资）、回购、出售或注销权益工具作为权益的变动处理。本公司不确认权益工具的公允价值变动。与权益性交易相关的交易费用从权益中扣减。\n\n本公司对权益工具持有方的各种分配（不包括股票股利），减少股东权益。本公司不确认权益工具"} +{"pdf_name": "2548828_42.pdf", "language": "zh", "markdown": "的公允价值变动额。\n\n# 10、应收款项\n\n应收款项包括应收账款、其他应收款。\n\n# （1）单项金额重大并单项计提坏账准备的应收款项\n\n单项金额重大的判断依据或金额标准：\n\n
单项金额重大的判断依据或金额标准应收款项账面余额 100 万元以上（含）的款项。
单项金额重大并单项计提坏账准备的计\n提方法单独进行减值测试，根据其未来现金流量现值低于其账面价值的差额计\n提坏账准备；单独测试未发生减值的应收款项，将其归入相应组合计提坏账\n准备。
\n\n单项金额重大并单项计提坏账准备的计提方法：对于单项金额重大的应收款项单独进行减值测试，有客观证据表明发生了减值，根据其未来现金流量现值低于其账面价值的差额计提坏账准备。\n\n# （2）单项金额虽不重大但单项计提坏账准备的应收款项\n\n
单项计提坏账准备的理由涉诉款项、客户信用状况恶化的应收款项
坏账准备的计提方法根据其未来现金流量现值低于其账面价值的差额计提坏账准备
\n\n# （3）按组合计提坏账准备应收款项\n\n经单独测试后未减值的应收款项（包括单项金额重大和不重大的应收款项）以及未单独测试的单项金额不重大的应收款项，按以下信用风险特征组合计提坏账准备：\n\n
组合类型确定组合的依据按组合计提坏账准备的计提\n方法
组合 1合并范围内关联方及其他认定为无信用风险的\n应收款项不计提坏账准备
组合 2账龄状态账龄分析法
\n\n对账龄组合，采用账龄分析法计提坏账准备的比例如下：\n\n应收账款坏账准备计提比例为：\n\n
账龄计提比例%
1 年以内（含 1 年）5
1—2 年50
2—3 年80
3 年以上100
\n\n其他应收款坏账准备计提比例为：\n\n
账龄计提比例%
1 年以内（含 1 年）5
"} +{"pdf_name": "7493685_12.pdf", "language": "zh", "markdown": "和 7.21%，下游客户以福建申庚实业有限公司、厦门汇沣实业有限公司为主。\n\n2018 年 1\\~9 月，物流公司供应商主要为徐州伟天化工有限公司和安徽东锦资源再生科技有限公 司等，采购商品主要为焦炭及化纤，两种商品占比分别为 47.95%及 25.23%，下游客户以福建申庚实业有限公司和江苏佳汉纺织科技有限公司为主。\n\n表 7：2015\\~ 2017 年及 2018 年 1\\~9 月公司排名前五贸易客户明细\n\n
销售商销售金额（万元）销货品种
2015上海华芝能源科技有限公司25,342.70乙二醇
厦门汇沣实业有限公司17,355.36粮食
青岛中泰联合国际贸易有限公司9,639.32电解铜
厦门华宏富世化工科技有限公司7,024.02乙二醇
大连利鑫商贸有限公司5,651.80焦炭
合计65,013.20--
\n\n
销售商销售金额（万元）销货品种
2016福建申庚实业有限公司64,827.30焦炭
华东（福建）石油有限公司19,436.13燃料油
上海中锐有色金属有限公司17,493.27有色金属
厦门东华兴工贸有限公司12,985.60燃料油
中国邮政速递物流股份有限公司7,197.51运输
合计121,939.81--
\n\n
销售商销售金额（万元）销货品种
2017福建申庚实业有限公司69,472.32焦炭
厦门汇沣实业有限公司19,675.04农产品
中国邮政速递物流股份有限公司9,463.92--
安徽百盈高纺股份有限公司13,427.05涤沦
江苏佳汉纺织科技有限公司14,004.66涤沦
合计126,043.00--
\n\n
销售商销售金额（万元）销货品种
2018.1~9福建申庚实业有限公司30,403.57焦炭
江苏佳汉纺织科技有限公司15,803.12化纤
BIG SPRING INTERNATIONAL TRADING CO.,LTD.2,305.05海带
厦门百拓粮油食品有限公司1,412.63粮食
厦门市同安储备粮管理有限公司1,009.09粮食
合计50,933.46--
\n\n第三方物流业务主要系物流公司为火炬高新区内企业提供的综合物流配套服务。物流公司立足于火炬高新区，以高新技术产业集群及其它生产加工制造企业为服务对象，依托公共保税平台和非保税平台，为客户提供全过程物流解决方案，组织全国性及区域性的供应商库存管理（VMI）、终端物流配送、关务管理与顾问服务、国际贸易、物流金融服务、运输管理、物流信息系统服务、物流方案设计及物流管理等综合物流服务。2015\\~2017 年及2018 年 1\\~9 月，公司分别实现第三方物流业务收���1.26 亿元、1.85 亿元、2.59 亿元和 2.59 亿元。\n\n依托于火炬高新区内企业，物流公司的空运货量在厦门空港排名已提升至前十位，连续三年获得中华航空“年度百万美金销售代理”的嘉奖，取得全日空、大韩航空和南方航空的销售代理资格。同时，公司全力保障火炬（翔安）保税物流中心（B 型）（以下简称“翔安 B 保”）的高效运转，完成了武警撤岗后卡口“7\\*24 小时”保障的无缝对接，积极响应市政府关于复制推广中国（上海）自由贸易试验区14 项海关监管创新制度的要求，先后复制推广了“区间自行运输”、“无纸化通关”等政策，并推进落实“智能化卡口建设”等便企举措，近年来，翔安 B"} +{"pdf_name": "7493685_13.pdf", "language": "zh", "markdown": "保进出口货值稳居全国前列。\n\n表 8：2017 年公司第三方物流前五名客户明细\n\n
下游客户销售金额（万元）占比（%）
福建邮政速递9,784.3037.81
福州邮政速递3,076.1211.89
福建联盛物流953.533.68
北京邮政速递783.133.03
厦门祺弘货运679.662.63
合计15,276.7459.03
\n\n资料来源：公司提供\n\n公司保税仓储业务的运营基于翔安保税园区，一方面，针对园区企业，相关产品当天进出，公司通过代理申报和短期仓储实现服务性收入；另一方面，公司逐渐拓展市场化业务，针对大宗快速消费产品等进行保税暂存和二次分拨，以实现部分收入。\n\n总体看来，公司第三方物流业务发展较为稳健，贸易业务收入稍有下降。同时，中诚信国际也关注到公司贸易业务和第三方物流业务盈利能力仍相对较弱，对公司整体利润贡献程度较低。\n\n# 创投业务\n\n公司创投业务的运营主体为厦门火炬集团创业投资有限公司（以下简称“创投公司”），该公司成立于 2004 年，注册资本 2.10 亿元，从事创业投资及相关的衍生业务和增值服务。\n\n创投业务运营模式分为公司直投与成立基金运营。基金设立形式包括三个方面：一是充分发挥国有资本的引导放大作用，吸引社会资本发起设立基金；二是联合其他投资者成立基金；三是设立母基金方式进行投资。公司项目进入及投资退出均需 满足《厦门火炬集团创业投资有限公司投资业务管理办法》。\n\n截至 2018 年 9 月末，公司的投资平台主要为创投公司、厦门红土创业投资有限公司（以下简称“红土创投”）和厦门科技创业投资有限公司（以下简称“科技创投”）。红土创投成立于 2010 年，注册资本 1.00 亿元，截至 2018 年 9 月末，红土创投累计投资项目 13 个，累计投资金额 1.00 亿元。科技创投成立于 2011 年，注册资本 1.60 亿元，通过投资引导基金间接参与创业项目投资，截至 2018 年 9月末，科技创投累计投资政府引导基金 6 只，在投政府引导基金 3 只，基金规模 7.48 亿元；累计投资项目 55 个，累计对外投资 7.65 亿元。2017 年，创投公司新投资的公司有宁波梅山保税港区国金凯彩投资合伙企业（有限合伙）（专项投资厦门多彩光电子科技有限公司）和福建施可瑞医疗科技股份有限公司，截至 2018 年 9 月末，上述项目投资金额合计 1.28 亿元。\n\n公司创投业务的资金来源主要为公司自有资金，投资标的以高新区内产业为主，主要投资方向为电子、软件及生物医药等。截至 2018 年 9 月末，公司通过直接投资方式累计投资金额 17.29 亿元，在投项目投资额为 9.84 亿元；公司通过旗下基金累计投资 5.04 亿元，投资周期基本为 3 年左右。公司创投业务板块收入计入投资收益，2015\\~2017 年及2018 年 1\\~9 月，公司分别获得投资收益 1.08 亿元、1.50 亿元、1.21 亿元和 0.23 亿元，其中 2017 年，受所投企业经营状况的影响，公司投资收益较 2016年有所下降。\n\n表 9：截至 2018 年 9 月末公司直投在投项目情况\n\n
项目名称投资时间投资规模\n（万元）持股比例\n（%）投资进展
厦门火炬特种金属材料有限公司2004.092,669.4520.75投资中
厦门斯坦道科学仪器股份有限公司2014.43,184.001.69投资中
厦门圈融网投资有限公司2014.51,000.001.25投资中
深圳市四季春科技有限公司2014.92,304.424.31投资中
福建求实智能股份有��公司2014.126,667.952.71投资中，新三板做市企业
瀚天天成电子科技(厦门)有限公司2015.122,304.001.28投资中
环创(厦门)科技股份有限公司2015.13,749.694.92投资中，新三板挂牌企业
福建天线宝宝食品股份有限公司2015.518,651.140.53投资中，新三板做市企业
厦门东方富源环保科技有限公司2015.6328.337.61投资中
"} +{"pdf_name": "9289246_43.pdf", "language": "zh", "markdown": "8\n\n
（3）可供出售金融资产公允价值\n变动损益-53,569
（4）金融资产重分类计入其他综\n合收益的金额
（5）持有至到期投资重分类为可\n供出售金融资产损益
（6）其他债权投资信用减值准备
（7）现金流量套期储备（现金流\n量套期损益的有效部分）35,233-16,885
（8）外币财务报表折算差额-147,134-158,261
（9）其他924,679516,341
（二）归属于少数股东的其他综合\n收益的税后净额-34,535-374,856
七、综合收益总额7,050,8805,533,643
（一）归属于母公司所有者的综合\n收益总额393,3861,908,565
（二）归属于少数股东的综合收益\n总额6,657,4943,625,078
八、每股收益：
（一）基本每股收益(元/股)
（二）稀释每股收益(元/股)
\n\n本期发生同一控制下企业合并的，被合并方在合并前实现的净利润为：- 元,上期被合并方实现的净利润为：- 元。\n\n# 母公司利润表\n\n2021 年 1—12 月\n\n单位:千元 币种:人民币\n\n
项目2021 年年度2020 年年度
一、营业收入95
减：营业成本
税金及附加3,6613,276
销售费用8,45010,631
管理费用102,650128,461
研发费用
财务费用545,258714,969
其中：利息费用1,019,7091,002,256
利息收入489,158335,650
加：其他收益7
投资收益（损失以“－”号填\n列）1,038,9543,130,465
其中：对联营企业和合营企业\n的投资收益-96,694195,736
"} +{"pdf_name": "9289246_44.pdf", "language": "zh", "markdown": "8\n\n
以摊余成本计量的金融\n资产终止确认收益
净敞口套期收益（损失以“-”\n号填列）
公允价值变动收益（损失以\n“－”号填列）
信用减值损失（损失以“-”号\n填列）-43
资产减值损失（损失以“-”号\n填列）-278,576
资产处置收益（损失以“－”\n号填列）
二、营业利润（亏损以“－”号填\n列）378,8991,994,647
加：营业外收入13,26720,839
减：营业外支出6,521
三、利润总额（亏损总额以“－”号\n填列）392,1662,008,965
减：所得税费用68,219
四、净利润（净亏损以“－”号填\n列）392,1661,940,746
（一）持续经营净利润（净亏损以\n“－”号填列）392,1661,940,746
（二）终止经营净利润（净亏损以\n“－”号填列）
五、其他综合收益的税后净额-10,149-55,492
（一）不能重分类进损益的其他综\n合收益
1.重新计量设定受益计划变动额
2.权益法下不能转损益的其他综\n合收益
3.其他权益工具投资公允价值变\n动
4.企业自身信用风险公允价值变\n动
（二）将重分类进损益的其他综合\n收益-10,149-55,492
1.权益法下可转损益的其他综合\n收益-10,149-55,492
2.其他债权投资公允价值变动
3.可供出售金融资产公允价值变\n动损益
4.金融资产重分类计入其他综合
"} +{"pdf_name": "20784622_78.pdf", "language": "zh", "markdown": "米，出租面积 20.36 万平方米，实现租金收入 1,812.31 万元，占发行人经营性物业出租总收入的 8.56%。\n\n发行人租赁业务客户包括政府、企业和个人，涵盖了科技、制造业、仓储物流等行业。2016 年度及 2017 年 1-6 月，发行人经营租赁和融资租赁主要客户如下表所示：\n\n表5-13：2016年度及2017年1-6月发行人前5大经营租赁主要客户情况\n\n单位：万元、%\n\n
客户名称物业名称是否关联方2017 年 1-6 月2016 年
租赁收入占比租赁收入占比
欧司朗光电半导体（中\n国）有限公司欧司朗厂房否3,006.7614.206,156.7113.16
无锡市人民政府新区\n管理委员会科技商务中心是1,505.887.113,061.956.54
无锡市人民政府新区\n管理委员会科技交流中心是995.7584.702,024.704.33
无锡市人民政府新区\n管理委员会金融小区、老工\n商大楼等是556.982.631,199.252.56
纽豹智能识别技术（无\n锡）有限公司纽豹厂房否342.071.62837.871.79
合计6,407.4430.2613,280.4828.38
\n\n表5-14：2016年度及2017年1-6月发行人融资租赁主要客户情况\n\n单位：万元、%\n\n
客户名称是否\n关联\n方行业分布2017 年 6 月末2016 年末
应收融资租\n赁款余额占比应收融资租\n赁款余额占比
无锡尚德太阳能电力有限公司否制造业12,557.3344.4013,789.5045.35
无锡隆基硅材料有限公司否制造业12,338.9443.6313,083.2243.03
爱普科斯电子（无锡）有限公司否制造业3,384.3711.973,532.5811.62
合计28,280.64100.0030,405.30100.00
\n\n表 5-15：截至 2017 年 6 月末发行人应收融资租赁明细\n\n单位：万元\n\n
主要客户名称2017 年 6 月末应收\n融资租赁款余额租赁期限租赁物到期后租赁物所\n有权归属
无锡尚德太阳能电力\n有限公司12,557.332008.9.1-2020.8.31尚德厂房出租方在厂房租\n赁期满后，将厂房
"} +{"pdf_name": "20784622_79.pdf", "language": "zh", "markdown": "
无偿转移并过户\n归尚德所有
无锡隆基硅材料有限\n公司12,338.942011.10.1-2023.9.30隆基厂房厂房租赁期满按\n总价 1 元转让，因\n资产转让所产生\n的税费应由资产\n受让方承担。
爱普科斯电子（无锡）\n有限公司3,384.372012.9.1-2022.8.31爱普科斯\n厂房厂房租赁期满，土\n地使用权和厂房\n按总价1元转让给\n承租人，因资产转\n让所产生的税费\n应由资产受让方\n承担。
合计28,280.64
\n\n# （2）公用事业服务业务\n\n发行人作为无锡新区开发运营的主体，为了能够更好的服务进驻园区的各类企业，并提高公司经营性业务的收入水平，利用在市政服务领域的资源优势，积极介入公交服务及污水处理等业务领域，并为新加坡工业园内企业提供变电服务。公司主要通过无锡新区公共交通有限公司、无锡市高新水务有限公司和无锡星洲能源发展有限公司开展以上业务。\n\n为了给无锡高新区内企业员工提供便捷的交通服务，发行人在 2007 年完成了高新区内公交班线的改造。在公交运营方面，截至 2014 年末公司运营线路 26条，实际营运车辆 351 辆，2014 年公司总运营里程 2,448.58 万公里，总运��3,821.55 万人次。截至 2015 年末公司运营线路 28 条，实际营运车辆 343 辆，2015年公司总运营里程 2,473.23 万公里，总运量 3,528.24 万人次。截至 2016 年末公司运营线路 29 条，实际营运车辆 343 辆，2016 年公司总运营里程 2,557.07 万公里，总运量 3,177.11 万人次，客运收入为 3,308.09 万元。截至 2017 年 6 月末, 公司运营线路 30 条，实际营运车辆 343 辆，2017 年 1-6 月，公司总运营里程 1246.33万公里，总运量 1479.94 万人次。发行人公交运营情况总体良好。根据无锡新区财政局锡新管经发[2011]142 号、锡新管经发[2011]54 号文，无锡新区财政局按照无锡新区公共交通有限公司实际运营里程数，营运里程补贴按每公里 3.88 元"} +{"pdf_name": "9282592_5.pdf", "language": "zh", "markdown": "
释义项指释义内容
北京新陆公司指北京新陆软件有限公司
新大陆地产公司指福建新大陆地产有限公司
新大陆物业公司指福建新大陆物业服务有限公司
福建英吉公司指福建英吉微电子设计有限公司
福建智锐公司指福建智锐信息技术有限公司
新大陆云商有限合伙指福建新大陆云商股权投资企业（有限合伙）
江苏智联公司指江苏智联天地科技有限公司
新大陆北美公司指福建新大陆北美公司
新大陆台湾公司指台湾新大陆资讯科技股份有限公司
北京亚大公司指北京亚大通讯网络有限责任公司
北京蓝新公司指北京蓝新科技有限责任公司
溯源公司指北京新大陆智能溯源科技有限公司
新大陆智慧公司指北京新大陆智慧物联网科技有限公司
新大陆国兴公司指北京新大陆国兴数码科技有限公司
弘卓通信公司指福州弘卓通信科技有限公司
网商小贷公司指广州市网商小额贷款有限责任公司
国通星驿公司指福建国通星驿网络科技有限公司
云势科技指福建云势数据科技服务有限公司
国通世纪公司指福州国通世纪网络工程有限公司
网商保理公司指广州网商商业保理有限责任公司
上海奋新公司指上海新大陆奋新科技信息服务有限公司
四川新大陆公司指四川新大陆信息工程有限公司
益农公司指益农控股(广东)有限公司
洲联信息公司指深圳市洲联信息技术有限公司
上海洲联公司指上海洲联信息技术有限公司
网商融担公司指广州网商融资担保有限公司
和君盛观指福建和君盛观投资管理有限公司
鑫宇电子指福州鑫宇电子有限公司
新大陆翼码指上海新大陆翼码信息科技股份有限公司
永益创投指福建永益物联网产业创业投资有限公司
新大陆教育指北京新大陆时代教育科技有限公司
深圳科脉公司指深圳市科脉技术股份有限公司
新大陆通信指福建新大陆通信科技股份有限公司
"} +{"pdf_name": "9282592_6.pdf", "language": "zh", "markdown": "
释义项指释义内容
新大陆公共服务公司指新大陆（福建）公共服务有限公司
四九八公司指福州四九八网络科技有限公司
珠海澳新指珠海澳新数字科技有限公司
八方科技指福建八方科技发展有限公司
澳门新大陆指澳门新大陆万博科技有限公司
福州天创指福州开发区天创电子科技有限公司
泊客链指福建泊客链数字技术有限公司
兴业服务指兴业数字金融服务（上海）股份有限公司
亚大数科指北京亚大数字科技有限公司
壹越科技指福建壹越科技有限公司
"} +{"pdf_name": "9328109_46.pdf", "language": "zh", "markdown": "
事01月 09\n日01月 13\n日
于学会独立董\n事现任男552020年\n05月 15\n日2025年\n01月 13\n日00000不适用
陈咏晖独立董\n事现任男502022年\n01月 13\n日2025年\n01月 13\n日00000不适用
张岩董事现任男502022年\n01月 13\n日2025年\n01月 13\n日00000不适用
肖伟独立董\n事离任男562019年\n01月 09\n日2022年\n01月 13\n日00000不适用
陈志霖董事离任男452012年\n12月 26\n日2021年\n01月 06\n日00000不适用
杨璐监事会\n主席现任女452012年\n10月 26\n日2025年\n01月 13\n日00000不适用
张东亮职工代\n表监事现任男382021年\n03月 30\n日2025年\n01月 13\n日00000不适用
江福源监事现任男442021年\n04月 20\n日2025年\n01月 13\n日00000不适用
陈欣监事离任女452012年\n10月 26\n日2021年\n04月 20\n日00000不适用
詹建芳职工代\n表监事离任女402012年\n10月 26\n日2021年\n03月 30\n日00000不适用
黄伟光副总经\n理现任男482013年\n06月 05\n日2025年\n01月 13\n日00000不适用
林娟副总经\n理、董\n事会秘\n书现任女392018年\n04月 16\n日2025年\n01月 13\n日00000不适用
黄哗副总经\n理现任男472020年\n10月 27\n日2025年\n01月 13\n日00000不适用
刘世鹏副总经\n理现任男572012年\n10月 26\n日2025年\n01月 13\n日00000不适用
徐志谋副总经\n理现任男422016年\n09月 30\n日2025年\n01月 13\n日00000不适用
曾永红财务总\n监现任女482012年\n10月 26\n日2025年\n01月 13\n日00000不适用
杨明东首席风现任男532012年\n10月 262025年\n01月 1300000不适用
"} +{"pdf_name": "9328109_47.pdf", "language": "zh", "markdown": "
险官日日
合计------------00000--
\n\n报告期是否存在任期内董事、监事离任和高级管理人员解聘的情况\n\n√ 是 □ 否\n\n（1）2021年1月，公司收到董事陈志霖先生递交的书面辞职报告，陈志霖先生因个人原因申请辞去公司第三届董事会董事、董事会审计委员会委员和董事会提名委员会委员职务，具体内容详见公司于2021年1月13日披露在巨潮资讯网上的《关于董事辞职及补选第三届董事会非独立董事的公告》（公告编号：2021-006）。\n\n（2）2021年3月，公司收到监事陈欣女士递交的书面辞职报告，陈欣女士因个人原因申请辞去公司第三届监事会监事职务，辞职后，陈欣女士将继续在公司担任其他职务，具体内容详见公司于2021年3月31日披露在巨潮资讯网上的《关于监事辞职暨补选非职工代表监事的公告》（公告编号：2021-027）。\n\n（3）2021年3月，公司收到职工代表监事詹建芳女士递交的书面辞职报告，詹建芳女士因个人原因申请辞去公司第三届监事会职工代表监事职务，辞职后，詹建芳女士将继续在公司担任其他职务。因詹建芳女士辞职将导致公司职工代表监事人数少于监事会成员三分之一，因此其辞职报告将在公司补选出新的职工代表监事之日起生效。具体内容详见公司于2021年3月31日披露在巨潮资讯网上的《关于职工代表监事辞职暨补选职工代表监事的公告》（公告编号：2021-029）。\n\n（4）2021年12月27日，公司董事会第三十七次会议审议通过《关于董事会换届选举暨提名第四届董事会独立董事候选人的议案》，独立董事肖伟先生任期届满后不再担任独立董事职务，且不担任公司其他职务。为确保董事会的正常运作，在新一届董事会董事就任前，其仍将继续依照法律、行政法规、规范性文件及《公司章程》的规定，忠实、勤勉地履行董事义务与职责。具体内容详见公司于2021年12月29日披露在巨潮资讯网上的《关于董事会换届选举的公告》（公告编号：2021-079）。\n\n公司董事、监事、高级管理人员变动情况\n\n√ 适用 □ 不适用\n\n
姓名担任的职务类型日期原因
陈志霖董事离任2021 年 01 月 06\n日因个人原因辞职，不再在公司担任任何职务
林鸿斌董事被选举2021 年 01 月 28\n日经第三届董事会第二十六次会议、2021 年第一次临时\n股东大会审议通过，补选为公司第三届董事会非独立\n董事
詹建芳职工代表监事离任2021 年 03 月 30\n日因个人原因辞职，继续在公司担任其他职务
陈欣监事离任2021 年 04 月 20\n日因个人原因辞职，继续在公司担任其他职务
张东亮职工代表监事被选举2021 年 03 月 30\n日经 2021 年第一次职工代表大会补选为公司第三届监\n事会职工代表监事
江福源监事被选举2021 年 04 月 20\n日经第三届监事会第十七次会议、2020 年年度股东大会\n审议通过，补选为公司第三届监事会非职工代表监事
肖伟独立董事任期满离任2022 年 01 月 13\n日换届离任，不再在公司担任其他职务
张岩副董事长被选举2022 年 01 月 13\n日换届选举
陈咏晖独立董事被选举2022 年 01 月 13\n日换届选举
\n\n# 2、任职情况\n\n公司现任董事、监事、高级管理人员专业背景、主要工作经历以及目前在公司的主要职责\n\n# 1、公司现任董事"} +{"pdf_name": "9319271_51.pdf", "language": "zh", "markdown": "
如承诺超期未履行完毕的，应当详\n细说明未完成履行的具体原因及下\n一步的工作计划不适用。
\n\n# 2、公司资产或项目存在盈利预测，且报告期仍处在盈利预测期间，公司就资产或项目达到原盈利预测及其原因做出说明\n\n□ 适用 √ 不适用\n\n# 二、控股股东及其他关联方对上市公司的非经营性占用资金情况\n\n□ 适用 √ 不适用\n\n公司报告期不存在控股股东及其他关联方对上市公司的非经营性占用资金。\n\n# 三、违规对外担保情况\n\n□ 适用 √ 不适用\n\n公司报告期无违规对外担保情况。\n\n# 四、董事会对最近一期“非标准审计报告”相关情况的说明\n\n□ 适用 √ 不适用\n\n# 五、董事会、监事会、独立董事（如有）对会计师事务所本报告期“非标准审计报告”的说明\n\n□ 适用 √ 不适用\n\n# 六、董事会关于报告期会计政策、会计估计变更或重大会计差错更正的说明\n\n□ 适用 √ 不适用\n\n# 七、与上年度财务报告相比，合并报表范围发生变化的情况说明\n\n□ 适用 √ 不适用\n\n公司报告期无合并报表范围发生变化的情况。\n\n# 八、聘任、解聘会计师事务所情况\n\n现聘任的会计事务所\n\n
境内会计师事务所名称中汇会计师事务所（特殊普通合伙）
境内会计师事务所报酬（万元）79
境内会计师事务所审计服务的连续年限3
境内会计师事务所注册会计师姓名韩坚、李丹萍
"} +{"pdf_name": "9319271_52.pdf", "language": "zh", "markdown": "
境内会计师事务所注册会计师审计服务的连续年限3
境外会计师事务所名称（如有）无
境外会计师事务所审计服务的连续年限（如有）无
境外会计师事务所注册会计师姓名（如有）无
境外会计师事务所注册会计师审计服务的连续年限（如有）无
\n\n是否改聘会计师事务所\n\n□ 是 √ 否\n\n聘请内部控制审计会计师事务所、财务顾问或保荐人情况\n\n□ 适用 √ 不适用\n\n# 九、年度报告披露后面临退市情况\n\n□ 适用 √ 不适用\n\n# 十、破产重整相关事项\n\n□ 适用 √ 不适用\n\n公司报告期未发生破产重整相关事项。\n\n# 十一、重大诉讼、仲裁事项\n\n√ 适用 □ 不适用\n\n
诉讼(仲裁)基本情\n况涉案金额（万\n元）是否形成预计\n负债诉讼(仲裁)\n进展诉讼(仲裁)审理\n结果及影响诉讼(仲裁)判决\n执行情况披露日期披露索引
杭州顺网科技股\n份有限公司诉王\n颖、李俊峰、杭州\n群鹤投资管理合\n伙企业（有限合\n伙）、杭州顺网天\n蚕科技有限公司\n公司设立纠纷一\n案，诉讼请求：1、\n请求判令王颖、李\n俊峰、杭州群鹤投\n资管理合伙企业\n（有限合伙）支付\n未按时实缴出资\n的违约金 1100，\n000 元，上述三被\n告承担连带责任；\n2、请求判令杭州216.54否2021 年8月\n19 日已判\n决判决：顺网天蚕\n在判决生效之日\n起十日内支付顺\n网固定资产购买\n款项 360191.01\n元及过渡期代垫\n费用 705177.2\n元，并驳回我方\n其他诉求请求，\n案件受理费我方\n承担 7960.2 元，\n顺网天蚕承担\n16161.8 元。截至 2021 年 12\n月 31 日强制执\n行中。截至 2022\n年 2 月 28 日无\n可供执行财产，\n执行终结。
"} +{"pdf_name": "9258332_45.pdf", "language": "zh", "markdown": "
限责任公司股权\n暨修改关于避免\n同业竞争承诺关\n联交易的提案报\n告。合解决同业竞争的初衷，目前暂不具备\n注入条件，因此决定暂不收购川投集团\n所持紫坪铺公司股权并对避免同业竞\n争的承诺进行修改。承诺修改为：待本\n次承诺修改通过上市公司股东大会审\n议之日起的五年内，再次启动将川投集\n团所持紫坪铺公司股权注入川投能源\n的相关工作。会议同意提交董事会审\n议。
2021 年\n10 月 22\n日1. 关于新设四川川\n投攀枝花新能源\n开发有限公司项\n目投资决策的提\n案报告；\n2. 关于投资参与中\n广核风电有限公\n司引入战略投资\n者项目投资决策\n的提案报告。1. 同意新设四川川投攀枝花新能源开发\n有限公司项目投资决策，并提交董事会\n审议；\n2. 同意投资参与中广核风电有限公司引\n入战略投资者项目投资决策，并提交董\n事会审议。无
2021 年\n12 月 31\n日1. 关于收购玉田水\n电站项目投资决\n策的提案报告；\n2. 审议四川川投能\n源股份有限公司\n“十四五”发展战\n略 与 规 划 纲 要\n（2021—2025）。1. 同意收购玉田水电站项目投资决策，并\n提交董事会审议；\n2. 同意四川川投能源股份有限公司“十四\n五”发展战略与规划纲要（2021—2025）。无
\n\n# (3).报告期内审计委员会召开 7 次会议\n\n
召开日期会议内容重要意见和建议其他履行职\n责情况
2021 年 4\n月 8 日1.关于对 2020 年度内部控制评价报告\n进行审议的提案报告；\n2.关于聘请会计师事务所及提请股东\n大会授权董事会确定审计费用的提案\n报告；\n3.关于会计师事务所从事 2020 年度审\n计情况的提案报告；\n4.关于对 2020 年度内部控制审计报告\n进行审议的提案报告；\n5.关于 2020 年度资产清理报废处置及\n计提资产减值准备的提案报告；\n6.关于审议 2020 年度财务决算报告的\n提案报告；\n7.关于 2021 年度生产经营和财务预算\n的提案报告；\n8.关于审议 2020 年年度报告及摘要的\n提案报告；\n9.关于对 2021 年度公司本部融资工作\n进行审议的提案报告；审议通过全部议案，同意\n提交公司董事会审议。无
"} +{"pdf_name": "9258332_46.pdf", "language": "zh", "markdown": "
10.关于对募集资金 2020 年度存放和\n使用情况的专项报告进行审议的提案\n报��； \n11.关于执行新租赁准则的提案报告； \n12.关于调整应收款项按账龄分析计提\n坏账准备比例的提案报告；\n13.关于审议 2021 年第一季度报告及\n摘要的提案报告；\n14.关于收购川投集团所持亭子口公司\n20%股权关联交易的提案报告。
2021 年 6\n月 17 日1.关于布置 2021 年度内控及风险管理\n工作重点的提案报告审议通过议案。听取了公司\n2021 年内控\n及风险管理\n工作计划汇\n报
2021 年 8\n月 12 日1.关于对 2021 年半年度报告及摘要进\n行审议的提案报告； \n2.关于对募集资金 2021 年度上半年存\n放与使用情况的专项报告进行审议的\n提案报告；\n3.关于对涉川投光通信股权投资进行\n损失认定及财务核销处理的提案报\n告。审议通过全部议案，同意\n提交公司董事会审议。无
2021 年 9\n月 23 日1.关于授权继续使用暂时闲置募集资\n金进行现金管理的提案报告。审议通过议案，同意提交\n公司董事会审议。无
2021 年\n10 月 22\n日1.关于审议 2021 年度第三季度报告的\n提案报告。审议通过议案，同意提交\n公司董事会审议。无
2021 年\n12 月 6\n日1.关于审议信永中和会计师事务所\n2021 年审计计划安排的提案报告。审议通过议案。与审计机构\n就 2021 年审\n计计划安排\n进行沟通
2021 年\n12 月 13\n日1.关于审议 2021 年度内部控制评价工\n作实施方案的提案报告； \n2.关于对涉四川川投田湾河开发有限\n责任公司资产损失认定及财务核销的\n提案报告。1.审议通过议案；\n2.审议通过议案，同意提\n交公司董事会审议。无
\n\n# (4).报告期内提名与薪酬及考核委员会召开 1 次会议\n\n
召开日期会议内容重要意见和建议其他履行职责情况
2021.8.13关于兑现契约化成\n果的提案报告会议同意兑现契约化奖\n励，并提交董事会审议。无
\n\n# (5).存在异议事项的具体情况\n\n□适用 √不适用\n\n# 八、 监事会发现公司存在风险的说明\n\n□适用 √不适用"} +{"pdf_name": "9324164_460.pdf", "language": "zh", "markdown": "貴集團管理資本的方法包括：以協調方式管理資產、負債及風險，定期評估各受監管實體呈報資本水平與要求資本水平的差額，及根據經濟狀況及風險特徵採取適當措施影響貴集團的資本狀況。\n\n貴集團所用資本的主要來源為權益股東的資金及借款。貴集團亦利用（倘可有效如此行事）再保險等資本來源以及其他傳統的資金來源。\n\n於有關期間，貴集團有關資本架構的政策及方法並無重大變動。\n\n貴集團及其主要子公司的償付能力比率列示如下：\n\n
2009年12月31日2010年12月31日2011年12月31日2012年6月30日
所持\n監管資本 最低\n 監管資本 償付能力\n 充足率 所持\n 監管資本 最低\n 監管資本 償付能力\n 充足率 所持\n 監管資本 最低\n 監管資本 償付能力\n 充足率 所持\n 監管資本 最低\n 監管資本 償付能力\n 充足率
（人民幣百萬元）
貴集團 ............................28,17320,249139%36,24929,074125%50,01930,313165%52,68933,807156%
人保財險 ........................17,46915,690111%23,62820,619115%37,76820,523184%41,55322,579184%
人保壽險 ........................6,2643,457181%8,8707,148124%11,4978,678132%13,62810,034136%
人保健康 ........................2,2941,087211%1,4421,255115%1,0751,003107%1,1711,155101%
\n\n償付能力比率乃根據中國保監會頒佈的相關法規計算，其為保險公司整體償付能力狀況的指標。\n\n# (c) 監管架構\n\n監管部門主要有意保障保單持有人的權利並對其進行密切監察，以確保貴集團為他們的利益妥善管理各項事宜。同時，監管部門亦有意確保貴集團維持適��的償付能力，以應付因經濟動蕩或自然災害引起的不可預見的負債。\n\n# 46. 風險管理目標及政策\n\n# (a) 保險風險\n\n# (1) 保險風險類型\n\n保險合同風險是指發生保險事故的可能性以及由此產生的賠款金額和時間的不確定。在這類保險合同下，貴集團面臨的主要風險是實際賠款及保戶利益給付超過保險責任的賬面額。這種風險在下列情況下均可能出現：\n\n發生性風險－保險事故發生的數量與預期不同的可能性。\n\n嚴重性風險－保險事故產生的成本與預期不同的可能性。\n\n發展性風險－保單持有人的責任金額在合同期結束時出現變動的可能性。\n\n風險的可變性可通過把損失風險分散至大批保險合同組合而得以改善，因為較分散的合同組合很少因組合中某部份的變動而使整體受到影響。慎重選擇和實施承保策略和方針也可改善風險的可變性。\n\n貴集團亦按一定比例將其部分保險業務分出給再保險公司，並按產品類別設立不同的自留比例。應收分保未決賠款準備金根據再保險合同的規定，按計提保費責任總額所採用的方式作出撥"} +{"pdf_name": "9324164_461.pdf", "language": "zh", "markdown": "備。儘管貴集團使用再保險安排，但其並未解除貴集團對保單持有人負有的直接保險責任，因此分保業務存在因再保險公司未能履行其於有關再保險協議項下應承擔的責任而產生的信用風險。貴集團以分散方式分出保險業務給多家再保險公司，避免造成對單一再保險公司的依賴，且貴集團的營運不會在很大程度上依賴任何單一再保險合同。\n\n貴集團業務包括人壽險保險合同和財產險合同。就意外保險合同而言，傳染病、生活方式的巨大改變和自然災害均為可能增加整體索賠頻率的重要因素，而導致比預期更早或更多的索賠。就長期壽險合同而言，不斷改善的醫學水平和社會條件有助延長壽命，因此是最重要的影響因素。這類風險在貴集團所承保風險的各地區可能不會存在重大分別，而不合理的金額集中也可能對基於組合進行賠付的嚴重程度產生影響。\n\n就含固定和保證賠付以及固定未來保費的合同而言，並無可減少保險風險的重大緩和條款及條件。但是，對於含有任意分紅特徵的合同而言，其分紅特徵使大部分保險風險被投保方所分擔。\n\n保險風險也會受保單持有人中止合同、減少支付保費、或拒絕支付保費等權利的影響。因此，保險風險受保單持有人的行為和決定影響。\n\n就非壽險合同而言，索賠通常受氣候變化、自然災害、災難及恐怖活動等多項因素影響。中國部分省區的賠款支出經常受到洪水、地震和颱風等自然災害的影響，所以這些地區的危險單位的過於集中可能對整體保險業務的賠付有嚴重影響。貴集團通過接受中國不同省區（包括香港）的風險以達到區域分險的分散。\n\n# (2) 保險風險集中性\n\n按財產險區域營業額及淨保費收入計量，貴集團於再保險前後的保險風險集中情況如下：\n\n
截至12月31日止年度截至6月30日\n 止6個月
2009年2010年2011年2012年
總額 淨額 總額 淨額 總額 淨額 總額 淨額
（人民幣百萬元）
沿海及發達\n　省份／城市\n（包括香港）.....54,53346,35367,57359,69475,51558,41143,08536,341
中國東北 ..............9,2377,70912,18810,83212,82310,1057,7156,469
華北.......................17,39415,50825,22723,07127,89522,60515,75113,833
華中.......................13,64711,89117,87815,90120,50816,17212,56910,885
華西.......................25,10921,97531,58328,00337,34829,57722,13519,257
財產險合同\n　承保保費總額 .119,920103,436154,449137,501174,089136,870101,25586,785
\n\n貴集團的壽險或健康險產品銷售的地域分佈對保險風險並無重大影響。\n\n# (3) 再保險\n\n貴集團主要通過訂立再保險合同控制保險業務的損失風險。大部分分保業務為成數分保及溢額分保，並按產品類別設立不同��留額。若干再保險安排包含利潤提成政策、浮動佣金政策和損失分擔限制政策。同時，災難再保險通常用以限制貴集團面臨的若干嚴重災害風險。"} +{"pdf_name": "9327777_94.pdf", "language": "zh", "markdown": "
以摊余成本计量的金\n融资产终止确认收益286,197.271,105,742.45
汇兑收益（损失以“－”号\n填列）
净敞口套期收益（损失以\n“-”号填列）
公允价值变动收益（损失以\n“－”号填列）4,364,600.08897,559.73
信用减值损失（损失以\n“-”号填列）516,788.03-13,981,932.96
资产减值损失（损失以\n“-”号填列）-6,528,061.46-9,658,157.18
资产处置收益（损失以\n“－”号填列）-226,206.42-38,204.49
三、营业利润（亏损以“－”号填\n列）190,652,478.18258,289,479.90
加：营业外收入1,313,916.881,188,482.09
减：营业外支出1,376,520.574,025,224.80
四、利润总额（亏损总额以“－”\n号填列）190,589,874.49255,452,737.19
减：所得税费用8,373,117.3220,015,901.34
五、净利润（净亏损以“－”号填\n列）182,216,757.17235,436,835.85
（一）按经营持续性分类
1.持续经营净利润（净亏损以\n“－”号填列）182,216,757.17235,436,835.85
2.终止经营净利润（净亏损以\n“－”号填列）
（二）按所有权归属分类
1.归属于母公司股东的净利润\n（净亏损以“-”号填列）181,330,056.83232,499,319.51
2.少数股东损益（净亏损以\n“-”号填列）886,700.342,937,516.34
六、其他综合收益的税后净额-6,016,683.10-17,226,212.36
（一）归属母公司所有者的其他\n综合收益的税后净额-5,928,998.28-16,960,006.40
1．不能重分类进损益的其他\n综合收益534,896.50
（1）重新计量设定受益计划变\n动额
（2）权益法下不能转损益的其\n他综合收益
（3）其他权益工具投资公允价\n值变动534,896.50
（4）企业自身信用风险公允价\n值变动
2．将重分类进损益的其他综\n合收益-6,463,894.78-16,960,006.40
"} +{"pdf_name": "9327777_95.pdf", "language": "zh", "markdown": "
（1）权益法下可转损益的其他\n综合收益
（2）其他债权投资公允价值变\n动
（3）金融资产重分类计入其他\n综合收益的金额
（4）其他债权投资信用减值准\n备
（5）现金流量套期储备
（6）外币财务报表折算差额-6,463,894.78-16,960,006.40
（7）其他
（二）归属于少数股东的其他综\n合收益的税后净额-87,684.82-266,205.96
七、综合收益总额176,200,074.07218,210,623.49
（一）归属于母公司所有者的综\n合收益总额175,401,058.55215,539,313.11
（二）归属于少数股东的综合收\n益总额799,015.522,671,310.38
八、每股收益：
（一）基本每股收益(元/股)0.600.77
（二）稀释每股收益(元/股)0.600.77
\n\n本期发生同一控制下企业合并的，被合并方在合并前实现的净利润为：0 元, 上期被合并方实现的净利润为： 0 元。\n\n
公司负责人：张加勇
主管会计工作负责人：吕成
会计机构负责人：吕成
\n\n母公司利润表\n\n2021 年 1—12 月\n\n单位:元 币种:人民币\n\n
项目附注2021 年度2020 年度
一、营业收入3,454,309,236.842,788,825,912.71
减：营业成本2,982,659,435.922,367,034,745.44
税金及附加17,327,285.2210,553,109.50
销售费用45,380,921.4830,764,659.50
管理费用104,960,921.8882,639,032.90
研发费用138,887,049.2299,996,110.99
财务费用40,333,773.9472,466,446.12
其中：利息费用23,939,682.8117,575,136.11
利息收入6,039,272.093,452,000.51
加：其他收益21,593,148.8817,607,928.18
投资收益（损失以“－”号\n填列）18,924,930.2729,740,703.32
其中：对联营企业和合营企\n业的投资收益
以摊余成本计量的金\n融资产终止确认收益286,197.271,105,742.45
净敞口套期收益（损失以\n“-”号填列）
"} +{"pdf_name": "2588544_28.pdf", "language": "zh", "markdown": "# (二) 三会运作情况\n\n# 1、 三会召开情况\n\n
会议类型报告期内会议召开的次数经审议的重大事项（简要描述）
董事会31、2018 年 4 月 20 日，公司董事会召开第一届\n董事会第十二次会议，审议并通过《关于<苏扬\n包装 2017 年度董事会工作报告>的议案》、《关\n于<苏扬包装 2017 年度总经理工作报告>的议\n案》、《关于<苏扬包装 2017 年度财务决算>的\n议案》、《关于<苏扬包装 2017 年度审计报告>\n的议案》、《关于<苏扬包装 2018 年度财务预算\n报告>的议案》、《关于<苏扬包装 2017 年年度\n报告及摘要>的议案》、《关于<苏扬包装 2017\n年度利润分配预案>的议案》、《关于<预计 2018\n年度日常性关联交易>的议案》、《关于<追认\n2017 年度偶发性关联交易>的议案》。2、2018\n年 8 月 23 日，公司董事会召开第一届董事会\n第十三次会议，审议并通过《关于<苏扬包装\n2018 年半年度报告>的议案》。3、2018 年 10\n月 10 日，公司董事会召开第一届董事会第十\n四次会议，审议并通过《关于公司股票由集合\n竞价转让方式变更为做市转让方式的议案》、\n《关于授权董事会全权办理公司股票转让方式\n变更相关事宜的议案》《关于更换会计师事务所\n的议案》、《关于召开 2018 年第一次临时股东\n大会的议案》。
监事会2 1、2018 年 4 月 20 日，公司监事会召开第一届\n监事会第四次会议，审议并通过《关于<苏扬包\n装 2017 年监事会工作报告>的议案》、《关于<\n苏扬包装 2017 年度财务决算>的议案》、《关于\n<苏扬包装 2018 年度财务预算报告>的议案》、\n《关于<苏扬包装 2017 年年度报告及摘要>的\n议案》、《关于<苏扬包装 2017 年度利润分配>\n的议案》、《关于<预计 2018 年度日常性关联交\n易>的议案》、《关于<追认 2017 年度偶发性关\n联交易>的议案》2、2018 年 8 月 23 日，公司\n监事会召开第一届监事会第五次会议，审议并\n通过《关于<苏扬包装 2018 年半年度报告>》\n的议案。
股东大会2 1、2018 年 5 月 11 日，公司召开 2017 年年度\n股东大会，审议并通过《关于<苏扬包装 2017\n年度总经理工作报告>的议案》、《关于<苏扬包\n装 2017 年度财务决算>的议案》、《 关于 <苏扬包\n装 2018 年度财务预算报告>的议案》、《关于<\n苏扬包装 2017 年年度报告及摘要>的议案》、
"} +{"pdf_name": "2588544_29.pdf", "language": "zh", "markdown": "
《关于<苏扬包装 2017 年度利润分配预案>的\n议案》、《关于<预计 2018 年度日常性关联交易>\n的议案》、《关于<追认 2017 年度偶发性关联交\n易>的议案》、《关于<苏扬包装 2017 年监事会工\n作报告>的议案》。\n2、2018 年 10 月 26 日，公司召开 2018 年第一\n次临时股东大会，审议并通过《关于公司股票\n由集合竞价转让方式变更为做市转让方式的议\n案》、《关于授权董事会全权办理公司股票转让\n方式变更相关事宜的议案》《关于更换会计师事\n务所的议案》。
\n\n# 2、 三会的召集、召开、表决程序是否符合法律法规要求的评估意见\n\n公司 2018 年度召开的历次股东大会、董事会、监事会，均符合《公司法》、《公司章程》、《三会议事规则》等要求，决议内容没有违反《公司法》、《公司章程》等规定的情形，会议程序规范。公司三会成员符合《公司法》等法律法规的任职要求，能够按照《公司章程》、《三会议事规则》等治理制度的规定，认真、诚信地履行职责和义务。\n\n# (三) 公司治理改进情况\n\n报告期内，公司严格按照《公司法》等相关法律法规的要求，进一步规范了公司的治理结构，内部控制制度符合国家有关法律法规，内控制度涵盖了公司治理、经营管理，生产活动等多方面，有效地保证了企业的规范运作和业务进行。\n\n# (四) 投资者关系管理情况\n\n公司设立证券事务部，由董事会秘书专门负责投资者关系维护，公司的投资者关系管理严格遵守《公司法》、《证券法》等有关法律、法规和全国中小企业股份转让系统有限责任公司的有关业务规则，对所有投资者做到一视同仁，确保所有投资者公平知晓\n\n# (五) 董事会下设专门委员会在本年度内履行职责时所提出的重要意见和建议\n\n□适用 √不适用\n\n# (六) 独立董事履行职责情况\n\n□适用 √不适用\n\n# 二、 内部控制\n\n# (一) 监事会就年度内监督事项的意见\n\n监事会在报告期内的监督活动中未发现公司存在风险，监事会对本年度内的监督事项无异议。"} +{"pdf_name": "20779524_34.pdf", "language": "zh", "markdown": "
报告期内发行人赎回选择权的触发及执行\n情况-
报告期内可交换债中的交换选择权的触发\n及执行情况-
报告期内其他特殊条款的触发及执行情况-
适用的交易机制其他
采取报价、询价和协议交易方式
是否存在终止上市风险和应对措施否
\n\n
债券简称20 株洲高科 MTN001
债券代码102001327.IB
债券名称株洲高科集团有限公司 2020 年度第一期中期票据
发行日2020 年 07 月 02 日
起息日2020 年 07 月 06 日
最近回售日
到期日2023 年 07 月 06 日
债券余额（亿元）5
票面利率（%）4.7
还本付息方式每年付息一次，到期一次还本，最后一期利息随本金的兑付\n一起支付。
最新主体评级AA+
最新债项评级AA+
最新评级展望稳定
是否列入信用观察名单否
交易场所银行间债券市场
主承销商中国建设银行股份有限公司,长沙银行股份有限公司
受托管理人/债权代理人中国建设银行股份有限公司
"} +{"pdf_name": "20779524_35.pdf", "language": "zh", "markdown": "
投资者适当性安排专业机构投资者
报告期内发行人调整票面利率选择权的触\n发及执行情况-
报告期内投资者回售选择权的触发及执行\n情况-
报告期内发行人赎回选择权的触发及执行\n情况-
报告期内可交换债中的交换选择权的触发\n及执行情况-
报告期内其他特殊条款的触发及执行情况-
适用的交易机制其他\n采取报价、询价和协议交易方式
是否存在终止上市风险和应对措施否
\n\n
债券简称21 株洲高科 MTN001
债券代码102100282.IB
债券名称株洲高科集团有限公司 2021 年度第一期中期票据
发行日2021 年 02 月 08 日
起息日2021 年 02 月 09 日
最近回售日
到期日2024 年 02 月 09 日
债券余额（亿元）7
票面利率（%）5.65
还本付息方式每年付息一次，到期一次还本，最后一期利息随本金的兑付\n一起支付。
最新主体评级AA+
最新债项评级AA+
最新评级展望稳定
是否列入信用观察名单否
"} +{"pdf_name": "9222923_27.pdf", "language": "zh", "markdown": "# 七、投资状况分析\n\n# 1、总体情况\n\n√ 适用 □ 不适用\n\n
报告期投资额（元）上年同期投资额（元）变动幅度
14,608,000.0078,783,700.00-81.46%
\n\n# 2、报告期内获取的重大的股权投资情况\n\n□ 适用 √ 不适用\n\n# 3、报告期内正在进行的重大的非股权投资情况\n\n\\( \\surd \\) 适用 □ 不适用\n\n单位：元\n\n
项目名\n称投资方\n式是否为\n固定资\n产投资投资项\n目涉及\n行业本报告\n期投入\n金额截至报\n告期末\n累计实\n际投入\n金额资金来\n源项目进\n度预计收\n益截止报\n告期末\n累计实\n现的收\n益未达到\n计划进\n度和预\n计收益\n的原因披露日\n期（如\n有）披露索\n引（如\n有）
年产3万\n吨水性\n工业涂\n料及高\n固含油\n性涂料\n项目自建是制造业16,395,3\n87.67113,253,\n653.43自筹100.00%0.00166,018.\n81无2017 年\n11 月 29\n日公告编\n号：\n2017-04\n5、公告\n编号：\n2017-04\n7
合计------16,395,3\n87.67113,253,\n653.43----0.00166,018.\n81------
\n\n# 4、金融资产投资\n\n# （1）证券投资情况\n\n\\( , l \\) 适用 □ 不适用\n\n单位：元\n\n
证券品\n种证券代\n码证券简\n称最初投\n资成本会计计\n量模式期初账\n面价值本期公\n允价值\n变动损\n益计入权\n益的累\n计公允\n价值变\n动本期购\n买金额本期出\n售金额报告期\n损益期末账\n面价值会计核\n算科目资金来\n源
"} +{"pdf_name": "9222923_28.pdf", "language": "zh", "markdown": "
可转债123082北陆转\n债40,913,\n700.00公允价\n值计量40,995,\n527.403,167,1\n29.523,248,9\n56.920.0046,468,\n773.725,158,8\n08.190.00交易性\n金融资\n产自有资\n金
基金S63331嘉润三\n板定增\n1 号基\n金20,000,\n000.00公允价\n值计量10,000,\n000.000.000.000.0010,000,\n000.000.000.00其他非\n流动金\n融资产自有资\n金
期末持有的其他证券投资0.00--0.000.000.000.000.000.000.00----
合计60,913,\n700.00--50,995,\n527.403,167,1\n29.523,248,9\n56.920.0056,468,\n773.725,158,8\n08.190.00----
证券投资审批董事会公告\n披露日期2015 年 06 月 24 日
证券投资审批股东会公告\n披露日期（如有)
\n\n# （2）衍生品投资情况\n\n□ 适用 √ 不适用\n\n公司报告期不存在衍生品投资。\n\n# 5、募集资金使用情况\n\n□ 适用 √ 不适用\n\n公司报告期无募集资金使用情况。\n\n# 八、重大资产和股权出售\n\n# 1、出售重大资产情况\n\n□ 适用 √ 不适用\n\n公司报告期未出售重大资产。\n\n# 2、出售重大股权情况\n\n□ 适用 √ 不适用\n\n# 九、主要控股参股公司分析\n\n√ 适用 □ 不适用\n\n主要子公司及对公司净利润影响达 10%以上的参股公司情况\n\n单位：元\n\n
公司名称公司类型主要业务注册资本总资产净资产营业收入营业利润净利润
"} +{"pdf_name": "20794429_36.pdf", "language": "zh", "markdown": "
「昭衍（蘇州）」指昭衍（蘇州）新藥研究中心有限公司，於2008年\n12月11日在中國註冊成立的有限公司，並為本公\n司的全資附屬公司
「聯席賬簿管理人」指中信里昂證券有限公司、Merrill Lynch (Asia \nPacific) 、Limited中國國際金融香港證券有限公\n司、招商證券（香港）有限公司、海通國際證券\n有限公司、中銀國際亞洲有限公司、招銀國際融\n資有限公司、交銀國際證券有限公司及工銀國際\n融資有限公司
「聯席全球協調人」指中信里昂證券有限公司、Merrill Lynch (Asia \nPacific) Limited及中國國際金融香港證券有限公\n司
「聯席牽頭經辦人」指中信里昂證券有限公司、Merrill Lynch (Asia \nPacific) 、Limited中國國���金融香港證券有限公\n司、招商證券（香港）有限公司、海通國際證券\n有限公司、中銀國際亞洲有限公司、招銀國際融\n資有限公司、交銀國際證券有限公司及工銀國際\n證券有限公司
「最後實際可行日期」指2021年2月7日，即本招股章程刊發前就確定當中\n所載若干資料的最後實際可行日期
「上市」指H股於香港聯交所主板上市
「上市委員會」指香港聯交所上市委員會
「上市日期」指H股獲准於香港聯交所上市及買賣的日期，預期\n為2021年2月26日或前後
「澳門」指中國澳門特別行政區
"} +{"pdf_name": "20794429_37.pdf", "language": "zh", "markdown": "
「主板」指香港聯交所營運的股票市場（不包括期權市場），\n獨立於香港聯交所GEM且與其並行運作
「必備條款」指前國務院證券委員會及前國家經濟體制改革委員\n會於1994年8月27日頒佈的《到境外上市公司章\n程必備條款》（經不時修訂、補充或以其他方式修\n改），以供載於將於海外（包括香港）上市的中國\n註冊成立公司的組織章程細則
「財政部」指中華人民共和國財政部
「商務部」指中華人民共和國商務部
「周先生」指周志文先生，為控股股東及馮女士的配偶
「馮女士」指馮宇霞女士，為本公司控股股東、董事會主席及\n執行董事以及周先生的配偶
「國家發改委」指中華人民共和國國家發展和改革委員會
「國家藥監局」指國家藥品監督管理局，前稱為國家食品藥品監督\n管理總局（「國家食藥監總局」）或國家食品藥品\n監督管理局（「國家食藥監局」）；凡提及國家藥監\n局均包括國家食藥監總局及國家食藥監局
「全國人大」指中華人民共和國全國人民代表大會
「OECD」指經濟合作與發展組織
"} +{"pdf_name": "9260709_74.pdf", "language": "zh", "markdown": "据此确认应收账款预期信用损失。\n\n由于应收账款金额重大，且应收账款减值涉及重大管理层判断，我们将应收账款坏账准备的计提确定为关键审计事项。\n\n# （2）审计应对\n\n我们对于应收账款减值所实施的重要审计程序包括：\n\n①了解和评价管理层与应收账款减值相关的内部控制设计的合理性，并对关键控制运行的有效性进行测试。\n\n②对管理层按照信用风险特征组合确定应收账款预期信用损失进行测试，结合行业内其他上市公司预期信用损失的确定方法，对账龄进行重新划分，参考历史信用损失经验，结合当前状况以及前瞻性估计进行调整，评估预期信用损失是否准确。\n\n③对年末余额重大及本期发生额重大的应收账款执行函证程序，将函证结果与辉煌科技账面记录进行核对，以核实应收账款的存在性及准确性。\n\n④检查与应收账款预期信用损失相关的信息是否已在财务报表中做出恰当列报与披露。\n\n基于已执行的审计工作，我们认为，管理层对应收账款坏账准备计提的相关判断及估计是合理的。\n\n# 4.其他信息\n\n辉煌科技管理层对其他信息负责。其他信息包括2021年年度报告中涵盖的信息，但不包括财务报表和我们的审计报告。\n\n我们对财务报表发表的审计意见不涵盖其他信息，我们也不对其他信息发表任何形式的鉴证结论。\n\n结合我们对财务报表的审计，我们的责任是阅读其他信息，在此过程中，考虑其他信息是否与财务报表或我们在审计过程中了解的情况存在重大不一致或者似乎存在重大错报。\n\n基于我们已执行的工作，如果我们确定其他信息存在重大错报，我们应当报告该事实。在这方面，我们无任何事项需要报告。\n\n# 5.管理层和治理层对财务报表的责任\n\n辉煌科技管理层负责按照企业会计准则的规定编制财务报表，使其实现公允反映，并设计、执行和维护必要的内部控制，以使财务报表不存在由于舞弊或错误导致的重大错报。\n\n在编制财务报表时，辉煌科技管理层负责评估辉煌科技的持续经营能力，披露与持续经营相关的事项（如适用），并运用持续经营假设，除非管理层计划清算辉煌科技、终止运营或别无其他现实的选择。\n\n治理层负责监督辉煌科技的财务报告过程。\n\n# 6.注册会��师对财务报表审计的责任\n\n我们的目标是对财务报表整体是否不存在由于舞弊或错误导致的重大错报获取合理保证，并出具包含审计意见的审计报告。合理保证是高水平的保证，但并不能保证按照审计准则执行的审计在某一重大错报存在时总能发现。错报可能由于舞弊或错误导致，如果合理预期错报单独或汇总起来可能影响财务报表使用者依据财务报表作出的经济决策，则通常认为错报是重大的。\n\n在按照审计准则执行审计工作的过程中，我们运用职业判断，并保持职业怀疑。同时，我们也执行以下工作：\n\n①识别和评估由于舞弊或错误导致的财务报表重大错报风险，设计和实施审计程序以应对这些风险，并获取充分、适当的审计证据，作为发表审计意见的基础。由于舞弊可能涉及串通、伪造、故意遗漏、虚假陈述或凌驾于内部控制之上，未能发现由于舞弊导致的重大错报的风险高于未能发现由于错误导致的重大错报的风险。\n\n②了解与审计相关的内部控制，以设计恰当的审计程序。\n\n③评价管理层选用会计政策的恰当性和作出会计估计及相关披露的合理性。\n\n④对管理层使用持续经营假设的恰当性得出结论。同时，根据获取的审计证据，就可能导致对辉煌科技持续经营能力产生重大疑虑的事项或情况是否存在重大不确定性得出结论。如果我们得出结论认为存在重大不确定性，审计准则要求我们在审计报告中提请报告使用者注意财务报表中的相关披露；如果披露不"} +{"pdf_name": "9260709_75.pdf", "language": "zh", "markdown": "充分，我们应当发表非无保留意见。我们的结论基于截至审计报告日可获得的信息。然而，未来的事项或情况可能导致辉煌科技不能持续经营。\n\n⑤评价财务报表的总体列报、结构和内容，并评价财务报表是否公允反映相关交易和事项。\n\n⑥就辉煌科技中实体或业务活动的财务信息获取充分、适当的审计证据，以对财务报表发表意见。我们负责指导、监督和执行集团审计。我们对审计意见承担全部责任。\n\n我们与治理层就计划的审计范围、时间安排和重大审计发现等事项进行沟通，包括沟通我们在审计中识别出的值得关注的内部控制缺陷。\n\n我们还就已遵守与独立性相关的职业道德要求向治理层提供声明，并与治理层沟通可能被合理认为影响我们独立性的所有关系和其他事项，以及相关的防范措施（如适用）。\n\n从与治理层沟通过的事项中，我们确定哪些事项对本期财务报表审计最为重要，因而构成关键审计事项。我们在审计报告中描述这些事项，除非法律法规禁止公开披露这些事项，或在极少数情形下，如果合理预期在审计报告中沟通某事项造成的负面后果超过在公众利益方面产生的益处，我们确定不应在审计报告中沟通该事项。\n\n
大华会计师事务所(特殊普通合伙)中国注册会计师：黄志刚\n（项目合伙人）
中国·北京
中国注册会计师：朱红辉
\n\n二〇二二年四月十四日\n\n# 二、财务报表\n\n财务附注中报表的单位为：元\n\n# 1、合并资产负债表\n\n编制单位：河南辉煌科技股份有限公司\n\n2021 年 12 月 31 日\n\n单位：元\n\n
项目2021 年 12 月 31 日2020 年 12 月 31 日
流动资产：
货币资金197,076,299.90391,608,066.80
结算备付金
拆出资金
交易性金融资产220,000,000.00180,750,651.48
衍生金融资产
应收票据69,740,434.4078,653,337.72
"} +{"pdf_name": "9255162_179.pdf", "language": "zh", "markdown": "
其他4,273,584.654,634,063.41
合计886,806,626.6392,101,248.01
\n\n# (2).支付的其他与经营活动有关的现金\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
付现费用83,152,001.1876,389,147.96
财务费用-手续费804,649.432,159,102.21
营业外支出603,197.90679,151.43
往来款项741,774,673.7850,538,128.15
其他1,022,309.61
合计827,356,831.90129,765,529.75
\n\n# (3).收到的其他与投资活动有关的现金\n\n√适用 □��适用\n\n单位：元 币种:人民币\n\n
项目本期发生额上期发生额
收购子公司增加净额14,191,922.29
合计14,191,922.29
\n\n# (4).支付的其他与投资活动有关的现金\n\n□适用 √不适用\n\n# (5).收到的其他与筹资活动有关的现金\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
银行贷款保证金退还33,250.008,000,000.00
合计33,250.008,000,000.00
\n\n# (6).支付的其他与筹资活动有关的现金\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
支付银行贷款担保费、保证金10,440,000.00
支付的租赁负债58,054,469.73
合计58,054,469.7310,440,000.00
\n\n# 79、 现金流量表补充资料\n\n# (1).现金流量表补充资料\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
补充资料本期金额上期金额
1．将净利润调节为经营活动现金流量：
"} +{"pdf_name": "9255162_180.pdf", "language": "zh", "markdown": "
净利润75,086,133.6051,175,599.16
加：资产减值准备8,123,007.465,782,071.05
信用减值损失16,921,492.66-2,569,257.77
固定资产折旧、油气资产折耗、生\n产性生物资产折旧61,585,137.1561,949,296.41
使用权资产摊销
无形资产摊销26,188,720.8425,356,940.79
长期待摊费用摊销4,346,351.305,816,362.33
处置固定资产、无形资产和其他长\n期资产的损失（收益以“－”号填\n列）-91,975.03138,830.98
固定资产报废损失（收益以“－”\n号填列）2,173,534.34211,940.66
公允价值变动损失（收益以“－”\n号填列）-943,145.21108,400.00
财务费用（收益以“－”号填列）26,092,859.4112,394,554.83
投资损失（收益以“－”号填列）-3,155,586.19-11,908,207.98
递延所得税资产减少（增加以\n“－”号填列）349,923.83-201,061.05
递延所得税负债增加（减少以\n“－”号填列）15,552.4015,552.28
存货的减少（增加以“－”号填\n列）-113,729,134.367,963,340.60
经营性应收项目的减少（增加以\n“－”号填列）16,003,742.68-99,912,347.00
经营性应付项目的增加（减少以\n“－”号填列）-114,395,267.8295,309,946.07
其他19,161,246.2144,383.51
经营活动产生的现金流量净额23,732,593.27151,676,344.87
2．不涉及现金收支的重大投资和筹资活动：
债务转为资本
一年内到期的可转换公司债券
融资租入固定资产
3．现金及现金等价物净变动情况：
现金的期末余额613,329,735.04781,966,321.57
减：现金的期初余额781,966,321.57220,471,158.17
加：现金等价物的期末余额
减：现金等价物的期初余额
现金及现金等价物净增加额-168,636,586.53561,495,163.40
\n\n# (2).本期支付的取得子公司的现金净额\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
金额
本期发生的企业合并于本期支付的现金或现金等价物15,131,585.61
减：购买日子公司持有的现金及现金等价物29,323,507.90
加：以前期间发生的企业合并于本期支付的现金或现金等价\n物
取得子公司支付的现金净额-14,191,922.29
"} +{"pdf_name": "2183886_9.pdf", "language": "zh", "markdown": "定时间到达，卖家则需要将运费退还给消费者。eBay 方面表示，“限时送达”服务自 2015 年 eBay在澳大利亚市场推出超市自提物流服务后，eBay 中国卖家以海外仓为支点对自身物流效率和服务品质的又一次提升。\n\n【Moka 与脉脉达成战略合作，推出企业人脉功能】近日，智能招聘管理系统 Moka 宣布与职场社交 APP 脉脉达成战略合作。Moka 创始人赵欧伦表示，未来的企业招聘会越来越具战略性。Moka希望帮助企业从产品角度，把招聘变成企业的核心竞争力。有了脉脉积累的人脉大数据的支持，Moka可以搭建更丰富更高效的体系，从工具、数据、智能化的维度出发，帮助企业起到增效、节流和开源的显著作用。脉脉创始人林凡表示，现金流模式清晰、产品打磨细腻、服务模块完善是当下市场对 HRSaaS 的要求，脉脉的人脉管理为企业管理者将各个环节可视化、可控化，为企业经营降低“人”方面的风险。这也是脉脉与众多 toB 招聘服务商深度合作的开始。据悉，Moka 与脉脉推出的最新功能“企业人脉”，此功能将帮助企业打开员工的外部人脉网络，改变了传统“内推”形式，由被动转为主动，让企业成员都能高效的参与到招聘(内推)流程中，M 提高招聘管理效能，同时，可以招纳与企业最匹配的优质人才，更好的促进员工协同合作。\n\n【欧冶云商获工商银行 10 亿元授信，钢铁电商开始比拼“找钱”能力？】9 月 27 日，中国工商银行宣布与欧冶云商正式进行战略合作，双方将在数字供应链金融领域建立更深联系，提升对中小微企业的服务效率和水平。据了解本次合作主要集中在供应链金融业务方面，当前工商银行总行已完成项目审批，授信额度 10 亿元，双方主要合作模式为在线存货融资以及厂商银等，双方进一步细化对接方案后，可正式启动系统开发工作，预计最迟明年一季度，工商银行可为欧冶推荐的客户直接提供在线供应链金融服务。欧冶云商官方表示随着整体业务的快速发展，引入银行直接面向客户提供供应链金融服务对欧冶具有战略价值，公司将通过总部、金服、物流、电商等整个体系的综合服务，构建欧冶生态的信用体系。据其透露，未来银行直融业务在欧冶全部供应链金融业务中占比将达到 80%以上。供应链金融是一项较为系统的服务，其核心价值即通过供应链金融业务让中小企业从银行拿钱不再可望而不可及。从合作角度来讲，这种合作将更为有效。与第三方平台进行金融合作，银行可以将中小企业信贷市场有效打开。亿欧观察到随着 B2B 电商模式的渗透和服务能力提升，越来越多中小企业客户对于平台的粘性和信任感提升，所以随着成熟体系的建立，较大型的 B2B 电商纷纷建立供应链金融服务，这也成为拓展业务方向之一。据了解，欧冶云商 2016 年为中小企业提供的金融服务所产生的资金规模达到近 200 亿元。\n\n【卖好车再获 10 亿授信，为经销商解决融资难题】9 月 29 日消息，今日，卖好车和广州金控网络金融服务股份有限公司(以下简称“广金金服”)签署汽车供应链金融战略合作协议。根据协议内容，卖好车获得广金金服 10 亿元授信，双方将在贸易融资、库存融资等方面展开合作，合力赋能中小汽车经销商来解决融资难题。据了解，这是卖好车继今年年初获得数十家银行等金融机构 30 亿授信后，再一次获得 10 亿授信资金加持。此次合作，双方将一起为汽车市场的众多参与者提供“信息流、物流、资金流”三位一体综合服务，共同设计场景化的金融产品，破解汽车行业长期存在的中小微企业参与主体资金难题，提供新的解决路径。卖好车 CEO 李研珠表示，产业互联网要解决的核心问题是提高实体行业的效率，将汽车产业与互联网相结合，可以帮助汽车产业提高效率和降低成本。“汽车是个重资产行业，经销商都面临着资金短缺的问题。卖好车用深度介入的方法在洞悉行业痛点的基础上为产业上下游提供优质服务，此次与广金金服的合作将会用授信资金来促进汽车行业资源的整合和配臵优化，帮助中小汽车经销商加快成为市场主力的步伐。”\n\n【我的塑料网人工智能协同引擎平台 2.0 上线】人工智能是近期的热门话题,已经被广泛应用到包括电子商务在内的各个领域中。人工智能所带来的大数据浪潮，在数据庞大、交易频次高的大宗商品电商领域，人工智能的应用开始发挥其独特的价值，通过智能大数据处理重构行业模式，促进行业发展。我的塑料网紧跟这一轮智能科技的发展浪潮，主动出击，耗费巨资研发打造了塑料贸易智能协同引擎平台 2.0 版本。近日，这一行业首创的人工智能协同引擎上线运营。该智能系统可以完成原始数据的提取、整理、分析与协同作业。主要内容包含基础数据处理、客户行为数据提取分析、"} +{"pdf_name": "2183886_10.pdf", "language": "zh", "markdown": "智能推荐引擎、协同作业等部分。主要功能包括：1、基础数据与数据源、数据提取引擎。平台针对塑料行业独有特点，自行设计研发了强大的数据提取引擎，能自动识别众多的数据源，并根据不同的数据源完成所有数据的合理提取工作，包含塑料圈 H5 移动端、APP、微信公众号、数据接口、资源库、网站等等，全自动获取客户的不规范报价数据，再采用大数据分析，智能化完成供需匹配。2、智能推荐。智能推荐引擎，是建立在对每一个客户的信息和行为深刻了解的基础之上，基于各类数据源完成大数据分析，为客户提供个性化的智能推荐。 3、协同作业管理。协同作业主要是多部门协同完成推荐引擎推荐的相关信息后的后续处理准备，包含交易洽谈、合同细节准备、运输资源的准备等一系列的工作流。随着我的塑料网智能协同引擎的上线运营，塑料电商也将真正告别传统的“人海战术”，平台可以通过智能引擎的应用，逐渐减少人员的操作环节，规避人工操作所带来的交易风险。互联网+塑料不仅代表着传统贸易的转型升级，也代表行业的创新与变革，通过整合人工智能和大数据应用，借助科技发力已经成为行业的共识。我的塑料网作为行业创新的先行者，凭借产品研发团队的实力，先进的产品思维，在塑料电商产品研发领域占据了领先的优势，引领着塑料电商行业发展潮流。\n\n图表 9 B2B 一级市场动态\n\n
时间公司简介轮次金额投资者
2017.8Just Buy \nLive线上分销服务提供商B 轮1 亿美元迪拜投资公司 Ali Cloud Investment
2017.8我爱轮胎\n网轮胎 B2B 租赁平台Pre-A\n轮6000 万元春晓资本领投、慧聪网跟投
2017.8Ghostclou\nd 精灵云企业级容器云 PaaS 服务商A 轮2000 万元中美创投
2017.8中能鼎立天然气 B2B 平台Pre-A\n轮2000 万产业投资人 Aym 女士领投、慧聪网跟投
2017.8Myntra \nJabongB2B 时尚零售公司-3110 万美\n元本土银行 Yes Bank
2017.8大东车慧车联网平台A+轮1000 万上海市科创委创业基金、宁波万豪铭锐投资
\n\n资料来源：中国电子商务研究中心、国元证券研究中心\n\n# 风险提示\n\n1.目前国内 B2B 发展还没有进入成熟的阶段，具有一定规模的网占极少数，B2B 中小平台发展具有不确定性。\n\n2.B2B 配套的诚信数据尚未完善，B2B 模式的发展条件如遇到瓶颈，则这种商业模式要等条件具备才能正常运转，基础条件未来能否完善尚未可知。"} +{"pdf_name": "20796431_135.pdf", "language": "zh", "markdown": "应收融资租赁款减少两个部分。第一部分为未确认融资收益，发行人向承租人发放融资租赁款后，其未来预计收取的融资租赁款减去发放款项的差额作为发行人经营融资租赁业务的收益，将在整个融资租赁期间分年实现，这一收益中的未实现部分作为未确认融资收益，按照会计的谨慎性原则，需从应收融资租赁款中减去，剩余部分为应收融资租赁款净额。第二部分为坏账准备，应收融资租赁款净额减去坏账准备后为应收融资租赁款净值。即：\n\n应收融资租赁款净值=应收融资租赁款-未确认融资收益-坏账准备\n\n公司应收融资租赁款在财务报表上体现在两个科目，其中一年内到期的应收融资租赁款净值计入资产负债表中流动资产部分的一年内到期的非流动资产科目，一年以上到期的应收融资租赁款净值计入非流动资产部分的应收融资租赁款科目。\n\n表 7-15 截至 2016 年 6 月 30 日应收融资租赁款构成\n\n单位：万元\n\n
项目2016 年 6 月末2015 年末2014 年末2013 年末
一年内到期的应收融资租赁款净值（计\n入流动资产）609,812.92591,463.68415,932.60258,404.64
一年以上到期的应收融资租赁款净值\n（计入非流动资产）1,688,866.021,539,749.511,147,134.32698,069.78
应收融资租赁款净值2,298,678.942,131,213.191,563,066.92956,474.42
\n\n截至 2013 年 12 月 31 日、2014 年 12 月 31 日和 2015 年 12 月 31 日，发行人应收融资租赁款（含一年内到期应收融资租赁款）余额分别为 956,474.42 万元、1,563,066.93万元和 2,131,213.19 万元。2014 年末较 2013 年末增加 606,592.51 万元，增幅为 63.42%。2015 年末较 2014 年末增加 568,146.26 万元，增幅为 36.35%。近几年公司应收融资租赁款逐年增加，主要原因是客户业务经营规模逐年扩大，随着业务量不断增加，客户应收融资租赁款也随之逐年增加。截至 2016 年 6 月末，公司应收融资租赁款（含一年内到期应收融资租赁款）余额为 229.87 亿元，较 2015 年末增加 16.75 亿元，增幅为 7.86%。\n\n表 7-16 2016 年 6 月末公司应收融资租赁款前 5 名情况一览表\n\n单位：万元\n\n
序号客户名称应收融资租赁款金额占应收融资租赁款总额的比例是否为关联企业
1客户一47,058.822.05%否
2客户二40,451.111.76%否
3客户三37,758.941.64%否
"} +{"pdf_name": "20796431_136.pdf", "language": "zh", "markdown": "
序号客户名称应收融资租赁款金额占应收融资租赁款总额的比例是否为关联企业
4客户四37,425.571.63%否
5客户五35,000.001.52%否
合计197,694.408.60%
\n\n从账龄来看，截至2013年12月31日、2014年12月31日和2015年12月31日，发行人一年内到期的应收融资租赁额分别为732,887.54万元、1,041,086.59万元和1,297,987.03万元，分别占当期应收融资租赁额的62.47%、54.21%和50.29%。最近三年末公司应收融资租赁账龄情况如下表所示：\n\n表7-17 最近三年末公司应收融资租赁账龄情况\n\n单位：万元，%\n\n
账龄2015年12月31日2014年12月31日2013年12月31日
金额占比金额占比金额占比
1年以内1,297,987.0350.291,041,086.5954.21732,887.5462.47
1年至2年747,783.4428.97602,487.5731.37302,849.9725.81
2年至3年396,885.8215.38201,736.4410.51100,982.638.61
3年及以上138,549.965.3775,048.753.9136,449.533.11
合计2,581,206.25100.001,920,359.35100.001,173,169.67100.00
减：未确认融资收益421,141.06335,345.39203,333.62
应收融资租赁款净额2,160,065.191,585,013.96969,836.05
减：应收融资租赁款坏\n账准备28,852.0021,947.0313,361.63
应收融资租赁款净值2,131,213.191,563,066.93956,474.42
\n\n表7-18 最近三年末公司应收融资租赁款净额账龄情况\n\n单位：万元；%\n\n
账龄2015 年 12 月 31 日2014 年 12 月 31 日2013 年 12 月 31 日
金额占比金额占比金额占比
1 年以内1,049,102.8648.57832,590.9352.53590,450.0260.88
1 年至 2 年632,110.4529.26507,287.1432.01256,865.3826.49
2 年至 3 年353,323.6316.36178,489.7711.2689,112.369.19
3 年以上125,528.255.8166,646.124.2033,408.293.44
合计2,160,065.19100.001,585,013.96100.00969,836.05100.00
\n\n应收融资租赁款减值准备分析：\n\n发行人对应收融资租赁款的减值按照单项评估和组合评估计提。单项评估包括发行人分类为次级、可疑和损失类的应收融资租赁款，其余按照组合评估计提。已辨认减值"} +{"pdf_name": "2564730_3.pdf", "language": "zh", "markdown": "图表 2 关于存管人法律地位的规定比较\n\n
2016 年《征求意见稿》2017 年《指引》
第二十条\n存管人担任网络借贷资金的存管人，不应被视为对网络借\n贷交易以及其他相关行为提供保证或其他形式的担保。存\n管人不对网贷资金本金及收益予以保证或承诺，不承担资\n金管理运用风险，投资人须自行承担网贷投资责任和风险。第二条\n存管人开展网络借贷资金\n存管业务，不对网络借贷\n交易行为提供保证或担\n保，不承担借贷违约责任。
\n\n数据来源：根据《网络借贷资金存管业务指引（征求意见稿）》《网络借贷资金存管业务指引》进行整理，CIB Research\n\n# 2、放松了存管人的准入条件限制\n\n本次《指引》在第十条、第十一条明确规定了作为存管人开展网络借贷资金存管业务应当具备的基本条件和技术系统条件。与征求意见稿相比，其变化主要体现在（见图表 3、4）：第一，将“设臵专门负责网络借贷资金存管业务……保障存管业务运营的完整与独立”变为“明确负责网络借贷资金存管业务……保障存管业务运营的完整与独立”；第二，取消了“申请网络借贷资金存管业务的银行业金融机构在银行业监督管理部门完成备案”的限制性规定，而是仅要求“具有良好的信用记录……”即可。第三，在对存管人业务技术系统的规定中，将“向借款人和出借人提供信息查询功能”变更为“具备提供账户资金信息查询的功能”。第四，明确将存管人“妥善保管网络借贷资金存管业务相关的交易数据、账户信息、资金流水、存管报告等包括纸质或电子介质在内的相关数据信息和业务档案”的时间由“15 年”变为“5 年”。\n\n图表 3 关于网络借贷资金存管人的准入条件比较\n\n
2016 年《征求意见稿》2017 年《指引》
第九条 在中华人民共和国境内依法设立\n并取得企业法人资格的银行业金融机构，\n在满足以下条件后，作为存管人，可以开\n展网络借贷资金存管业务。\n(一)设臵专门负责网络借贷资金存管业务\n与运营的一级部门，部门设臵能够保障存\n管业务运营的完整与独立;\n(五)申请网络借贷资金存管业务的银行业第十条 在中华人民共和国境内依法设立并\n取得企业法人资格的商业银行，作为存管人\n开展网络借贷资金存管业务应符合以下要\n求:\n（一）明确负责网络借贷资金存管业务管理\n与运营的一级部门，部门设臵能够保障存管\n业务运营的完整与独立；\n（五）具有良好的信用记录，未被列入企业
"} +{"pdf_name": "2564730_4.pdf", "language": "zh", "markdown": "
金融机构在银行业监督管理部门完成备\n案;\n(六)监管部门要求的其他条件。经营异常名录和严重违法失信企业名单；\n（六）国务院银行业监督管理机构要求的其\n他条件。
第十条\n(三)具备对接网贷平台系统的数据接口，能\n够完整记录网贷平台客户信息、交易信息、\n项目信息及其他关键信息，并向借款人和\n出借人提供信息查询功能;第十一条\n（三）具备对接网络借贷信息中介机构系统\n的数据接口，能够完整记录网络借贷客户信\n息、交易信息及其他关键信息，并具备提供\n账户资金信息查询的功能；
\n\n数据来源：根据《网络借贷资金存管业务指引（征求意见稿）》《网络借贷资金存管业务指引》进行整理，CIB Research\n\n# 图表 4 关于网络借贷资金存管人的职责比较\n\n
2016 年《征求意见稿》2017 年《指引》
第十一条 在网络借贷资金存管业务中，存管人第十二条 在网络借贷资金存管业务
应履行以下职责：中，存管人应履行以下职责：
(六)根据法律法规和存管合同约定，向委托人\n或存管合同约定的对象定期提供网络借贷资金\n存管报告，披露网络借贷平台资金保管、使用\n等信息;\n(七)妥善保管网络借贷资金存管业务相关的交\n易数据、账户信息、资金流水、存管报告等包\n括纸质或电子介质在内的相关数据资料和业务\n档案，相关信息应该保存 15 年以上;（六）根据法律法规规定和存管合同约\n定，定期提供网络借贷资金存管报告；\n（七）妥善保管网络借贷资金存管业务\n相关的交易数据、账户信息、资金流水、\n存管报告等包括纸质或电子介质在内\n的相关数据信息和业务档案，相关资料\n应当自借贷合同到期后保存 5 年以上；
\n\n数据来源：根据《网络借贷资金存管业务指引（征求意见稿）》《网络借贷资金存管业务指引》进行整理，CIB Research\n\n这意味着作为存管人的商业银行无需再设立专门的负责从事网络借���资金存管业务的部门，同时也无需再向监管部门进行备案登记，其技术系统只要具备提供账户资金信息查询的功能即可，而不需要提供实际的查询服务。以上修订均体现了“放松限制”的监管思路，减少了商业银行开展借贷资金存管业务的流程和手续，大大降低了运营成本。\n\n# 3、进一步强化委托人的责任和义务\n\n相比 2016 年征求意见稿，本次《指引》将网络借贷资金存管业务中委托人的职责由原有的五款扩充为七款，主要变化体现在如下三点（见图表 5）：第一，除了要求委托人“妥善保管网络借贷资金存管业务活动的记录、账册、报表等相关资料”外，还要求“相关纸质或电子"} +{"pdf_name": "20780335_146.pdf", "language": "zh", "markdown": "
序\n号抵押物证号面积㎡账面价值 \n（万元）抵押期限抵押银行债务人产权人
12土地使用权庆国用（2009）\n第 689 号213,320.001,917.752009.12.29\n-2015.2.10中国工商银\n行庆云支行中澳控股集\n团有限公司中澳控股集\n团有限公司
13土地使用权庆国用（2009）\n第 122 号80,436.32482.602010.9.13\n-2015.9.13
14土地使用权庆土国用（2008）\n第 038 号200,059.001,198.352012.07.18\n-2016.07.18
15土地使用权庆土国用（2008）\n第 037 号100,021.00629.132012.07.18\n-2016.07.18
16土地使用权庆土国用（2008）\n第 0103 号100,256.00630.742012.07.18\n-2016.07.18
17土地使用权庆国用（2011）\n第 484 号66,680.00520.102012.07.18\n-2016.07.18
18土地使用权庆国用（2009）\n第 419 号173,331.001,039.992012.07.23\n-2015.07.23庆云县农村\n信用社中澳控股集\n团有限公司中澳控股集\n团有限公司
19土地使用权庆国用（2009）\n第 420 号160,018.00960.112012.07.23\n-2015.07.23
20土地使用权庆国用（2009）\n第 421 号146,670.00880.022012.07.23\n-2015.07.23
21土地使用权庆国用（2010）\n第 065 号146,667.00880.002012.4.27\n-2015.4.27中国银行乐\n陵支行中澳控股集\n团有限公司中澳控股集\n团有限公司
22土地使用权庆国用（2010）\n第 053 号216,005.001,296.032012.4.27\n-2015.4.27
23土地使用权庆土国用（2007）\n第 233 号126,698.002,280.002013.4.23\n-2014.4.23华夏银行济\n南分行中澳控股集\n团有限公司中澳控股集\n团有限公司
24土地使用权庆国用（2013）\n第 079 号66,867.00800.022013.3.15\n-2017.3.14中国建设银\n行庆云县支\n行中澳控股集\n团有限公司中澳控股集\n团有限公司
25土地使用权庆国用（2013）\n第 453 号40,006.00480.002013.8.5\n-2017.9.14
26土地使用权庆国用（2010）\n第 062 号320,005.00960.012011.2.28\n-2014.2.27
27土地使用权庆国用（2012）\n第 441 号18,302.001,354.802013.3.15\n-2016.3.14
28土地使用权庆国用（2012）\n第 442 号17,122.002013.3.15\n-2016.3.14
29土地使用权庆国用（2012）\n第 443 号14,509.002013.3.15\n-2016.3.14
30土地使用权庆国用（2012）\n第 444 号18,587.002013.3.15\n-2016.3.14
31土地使用权庆国用（2012）\n第 445 号18,544.002013.3.15\n-2016.3.14
32土地使用权庆国用（2012）\n第 446 号26,597.002013.3.15\n-2016.3.14
"} +{"pdf_name": "20780335_147.pdf", "language": "zh", "markdown": "
序\n号抵押物证号面积㎡账面价值 \n（万元）抵押期限抵押银行债务人产权人
33土地使用权庆国用（2012）\n第 447 号34,211.002013.3.15\n-2016.3.14
34土地使用权庆国用（2012）\n第 448 号31,070.002013.3.15\n-2016.3.14
35土地使用权庆国用（2012）\n第 449 号46,722.002013.3.15\n-2016.3.14
36土地使用权庆国用（2009）\n第 469 号333,323.001,670.482012.6.25\n-2020.6.24国家开发银\n行山东省分\n行中澳控股集\n团有限公司中澳控股集\n团有限公司
37土地使用权庆国用（2010）\n第 052 号216,004.001,296.022012.6.25\n-2020.6.24
38土地使用权庆国用（2009）\n第 691 号345,337.002,068.572010.4.5\n-2018.4.4
39土地使用权庆国用（2012）\n第 354 号66,861.00521.522013.4.1\n-2017.3.31中国农业银\n行庆云县支\n行山东中澳现\n代农业发展\n有限公司山东中澳现\n代农业发展\n有限公司
40土地使用权庆土国用（2007）\n第 213 号29,039.37435.302009.12.29\n-2015.2.10中国工商银\n行庆云支行中澳控股集\n团有限公司庆云瑞丰食\n品有限公司
41土地使用权庆土国用（2013）\n第 324 号57,597.75430.002013.5.17\n-2016.5.16中国农业银\n行庆云县支\n行中澳控股集\n团有限公司庆云瑞丰食\n品有限公司
42房产鲁房权证庆字第\n013759 号554.311,037.912010.9.13\n-2015.9.13中国工商银\n行庆云支行中澳控股集\n团有限公司中澳控股集\n团有限公司
43房产鲁房权证庆字第\n013760 号772.4
44房产鲁房权证庆字第\n013761 号5,433.76
45房产鲁房权证庆字第\n013762 号560.05
46房产鲁房权证庆字第\n013763 号675.95
47房产鲁房权证庆字第\n013764 号609.15
48房产鲁房权证庆字第\n013765 号280.64
49房产房权证鲁庆字第\n8004 号1,896.072,011.112013.3.18\n-2016.3.17中国农业银\n行庆云县支\n行中澳控股集\n团有限公司中澳控股集\n团有限公司
50房产房权证鲁庆字第\n8005 号4,800.00
51房产房权证鲁庆字第\n8006 号4,800.00
52房产房权证鲁庆字第\n8007 号1,920.00
"} +{"pdf_name": "20782304_134.pdf", "language": "zh", "markdown": "解决方案。目前公司的主要产品种类众多，能够满足客户对通信领域内广泛需求。主要产品的产能、产量及产销情况如下：\n\n
期间指标宽带网络\n终端设备光纤活动\n连接器光分路器光缆接\n头盒接入网用\n蝶形引入\n光缆耦合器
数量单位万台万头万台万台万芯公里万台
2017 年\n1-9 月产能567.002,250.00180.0045.009.0037.50
产量938.021,879.62167.5551.6611.6232.05
销量984.312,355.99187.8647.794.8157.43
产销率104.93%125.34%112.12%92.51%41.39%179.19%
2016 年产能635.003,000.00230.0060.009.7040.00
产量1,034.113,623.28300.1875.4715.7469.33
销量794.124,041.70307.1975.735.1184.84
产销率76.79%111.55%102.34%100.34%32.48%122.37%
2015 年产能180.002,998.00212.0060.0011.3040.00
产量357.603,623.89233.4576.3915.9147.29
销量296.302,956.85210.5069.434.1582.70
产销率82.86%81.59%90.17%90.89%26.10%174.88%
2014 年产能80.001,620.0072.0050.005.2036.00
产量103.951,975.8485.8050.265.4438.41
销量95.681,518.6067.9739.232.3045.06
产销率92.04%76.86%79.22%78.05%42.28%117.32%
\n\n注：公司主要采取以销定产的方式，产品与客户订单相对应。由于从产品生产、发货到进行结算并实现销售有时间差，导致统计当期产销率时存在一定的波动。接入网用蝶形引入光缆产销率较低主要是部分产品用于光纤活动连接器的内部配套生产。报告期内，光纤活动连接器、耦合器产销率超过 100%系因有部分外购；宽带网络终端设备等部分产品产量高于产能主要由于公司通过增加生产班次等方式提高了产量。\n\n# （二）销售收入构成情况\n\n# 1、按产品分类\n\n报告期内，公司四大系列产品的销售收入及占主营业务收入的比例情况如下：\n\n单位：万元\n\n
项目2017 年 1-9 月2016 年度2015 年度2014 年度
金额比例金额比例金额比例金额比例
"} +{"pdf_name": "20782304_135.pdf", "language": "zh", "markdown": "
宽带网络终端设备140,581.0682.34%120,745.6767.88%56,117.2252.06%23,149.9141.86%
通信网络物理连接与保护\n设备23,043.2213.50%40,177.5522.59%36,523.4133.88%18,518.4833.48%
移动通信网络优化系统设\n备及系统集成服务5,731.213.36%11,104.326.24%10,321.649.58%8,593.9515.54%
热缩制品等1,378.110.80%5,846.743.29%4,824.814.48%5,047.339.13%
合计170,733.60100.00%177,874.28100.00%107,787.07100.00%55,309.66100.00%
\n\n# 2、按区域分类\n\n报告期内，公司销售收入按照区域分类情况如下：\n\n单位：万元\n\n
项目2017 年 1-9 月2016 年度2015 年度2014 年度
金额比例金额比例金额比例金额比例
华南地区36,458.7821.35%41,409.2323.28%12,017.4511.15%10,719.0319.38%
华东地区44,989.5926.35%34,256.7319.26%15,713.8014.58%5,722.8910.35%
西南地区35,608.5720.86%40,227.8322.62%45,972.9742.65%21,414.0838.72%
华北地区9,735.475.70%5,078.672.86%5,801.085.38%4,616.048.35%
西北地区20,355.1411.92%30,380.5117.08%16,236.9315.06%8,220.7214.86%
华中地区12,147.257.11%15,741.178.85%5,990.235.56%1,203.942.18%
东北地区8,180.084.79%4,816.302.71%3,003.132.79%885.871.60%
国外3,258.731.91%5,963.853.35%3,051.492.83%2,527.104.57%
合计170,733.60100.00%177,874.28100.00%107,787.07100.00%55,309.66100.00%
\n\n# （三）主要细分产品的单价变化情况\n\n公司产品链长、种类多，每一系列产品中根据客户需求而生产的细分产品型号多达上百种，在统计产品单价变化情况时，选取了部分产销��较高的细分产品进行列示。由于通信类产品及相关配套设备的市场价格受原材料成本、技术更新、市场竞争等多方面因素影响，往往其市场价格呈现先高后低，并逐步稳定。公司部分产品的销售均价下降幅度较大，符合行业实际情况。\n\n单位：元\n\n
项目产品2017 年 1-9 月2016 年度2015 年度2014 年度
销售\n均价变动率销售\n均价变动率销售\n均价变动率销售\n均价
宽带网络GPON151.77-3.48%157.25-22.62%203.23-25.31%272.11
"} +{"pdf_name": "20780447_63.pdf", "language": "zh", "markdown": "
项目年初余额本年增加额本年减少年末余额
产品质量保证84,863,254.58--84,863,254.58
待执行的亏损合同277,650.004,877,170.13160,000.004,994,820.13
其他357,118,964.88180,326,075.57146,168,897.51391,276,142.94
合计1,017,885,436.58192,963,812.69474,961,750.62735,887,498.65
\n\n# 六、公司所有权受限制的资产\n\n截至2012年末，公司所有权受到限制的资产具体情况如下：\n\n表6—21\n\n单位：元\n\n
所有权受到限制的资产\n类别年初账面价值本年增加额本年减少额年末账面价值
（1）用于担保的资产13,882,009,071.041,602,571,174.777,237,032,418.137,492,202,401.21
房屋建筑物5,051,913,502.651,381,506,400.331,277,462,118.734,425,832,357.78
机器设备3,873,682,729.16141,495,873.072,714,359,140.771,275,599,461.46
土地使用权4,956,412,839.2379,568,901.373,245,211,158.631,790,770,581.97
运输工具
（2）用于担保质押的其\n他资产2,229,724,740.542,004,781,405.68486,936,931.023,747,569,215.20
\n\n公司所有权受限制资产主要是为取得银行借款提供的抵押、质押资产，主要抵押权人、质押权人为商业银行，所有权受限期限大部分为 1-3 年。\n\n截至本募集说明书签署之日，公司所有权受限制的资产较2012年末未发生对经营产生重大不利影响的变化。\n\n# 七、衍生品情况说明\n\n按照《国家发展改革委关于加强中长期外债风险管理的通知》（发改外资[2004]1402号）和财政部《关于外债风险管理工作有关问题的通知》（财办金[2005]25号）的要求，结合实际经营需要，公司开展了少量金融衍生品业务。截至2013年3月31日，发行人未持有大宗商品期货、外币结构性理财产品。\n\n具体掉期业务持仓情况如下：\n\n1、山西西龙池抽水蓄能电站有限责任公司日元掉期交易。2007年11月，该公司就中国进出口银行的部分日元转贷款合同，与中国建设银行签订了外汇债务掉期交易委托书，初始名义本金为50亿日元，将日元债务转换为美元债务，将美"} +{"pdf_name": "20780447_64.pdf", "language": "zh", "markdown": "元兑日元的汇率锁定在121。截至2013年3月31日，山西西龙池抽水蓄能公司未交割本金，只交割利息，累计节约资金0.18亿元，浮动盈利0.22亿元。\n\n2、山东泰山抽水蓄能电站有限责任公司日元掉期交易。山东泰山抽水蓄能公司为建设总装机容量1000MW的抽水蓄能电站项目，使用中国进出口银行日元转贷款180亿日元。为有效降低外汇风险，2007年2月，该公司与中国建设银行签订了外汇债务掉期交易委托书，初始名义本金为50亿日元，将日元债务转换为美元债务，将美元兑日元的汇率锁定在120。截至2013年3月31日，山东泰山抽水蓄能公司交割本金五次，交割利息十三次，累计节约资金0.15亿元，浮动盈利0.17亿元。\n\n截至本募集说明书签署之日，公司金融衍生业务较2012年末未发生负面重大变化。\n\n# 八、重大投资理财产品\n\n无。\n\n# 九、海外投资情况\n\n2007年，经商务部批准，公司在香港设立了全资子公司国家电网国际发展有限公司（以下简称“国际公司”），作为开展境外投资的平台。\n\n2007年底，国际公司与菲律宾两家公司组成联合体菲律宾国家电网公司，以39.5亿美元中标菲律宾国家输电网25年特许经营权，2009年1月15日，��律宾国家电网公司正式接管菲律宾国家输电网。\n\n2010年底，经我国与巴西两国政府核准，国际公司顺利完成对4家西班牙公司在巴西的7家输电特许经营权公司的收购项目，并完成相应资产交割。\n\n2011年底，国际公司下属国家电网巴西控股公司与巴西国家电力公司旗下的Furnas电力公司组成投标联营体，成功中标巴西电监局组织招标的500kV路易斯安娜变电站、230kV尼格变电站扩建项目。\n\n2012年2月，收购葡萄牙国家能源网公司25%股份，并派出高级管理人员参与葡萄牙国家能源网公司的经营管理，首次以战略投资者和第一大股东身份入股欧洲国家级电网公司。这是中国企业首次在欧洲成功收购国家级电网公司。\n\n2012年3月，与巴西合作伙伴共同中标巴西特里斯皮尔斯流域水电送出项目A、B标段特许经营权项目。这是公司首次在境外中标大型电网绿地投资项目。该项目集电网投资、建设、运营、管理于一体，有助于公司进一步参与国际能源竞争、带动我国电气装备出口、促进民族装备业振兴。\n\n2012年5月，与西班牙ACS公司签署巴西7家输电特许权公司的股权转让协"} +{"pdf_name": "4058450_71.pdf", "language": "zh", "markdown": "
项目本期发生额上期同期发生额计入当期非经常性损益的金额
非流动资产处置利得合计
其中：固定资产处置利得
政府补助3,300.42118,910.003,300.42
其他
合计3,300.42118,910.00
\n\n计入当期损益的政府补助\n\n
补助项目本期发生额上期同期发生额与资产相关/与收益相关
税收返还3,300.42115,910.00与收益相关
新三板挂牌补贴与收益相关
扶持资金与收益相关
职工培训补贴与收益相关
政府餐饮食品示范创建奖励3,000.00与收益相关
合计3,300.42118,910.00
\n\n# 注释38． 营业外支出\n\n
项目本期发生额上期发生额计入本期非经常性损益的金额
非流动资产报废损失合计
其中：固定资产报废损失
对外捐赠
罚款支出137,100.0015,000.00137,100.00
赔偿金180,000.00180,000.00
合计317,100.0015,000.00317,100.00
\n\n# 注释39． 所得税费用\n\n# 1、 所得税费用表\n\n
项目本期发生额上期发生额
当期所得税费用7,107,596.355,985,369.31
递延所得税费用-1,586,178.261,048,421.46
合计5,521,418.097,033,790.77
\n\n# 2、 会计利润与所得税费用调整过程\n\n
项目本期发生额
利润总额12,573,395.24
按法定/适用税率计算的所得税费用3,143,348.81
子公司适用不同税率的影响
调整以前期间所得税的影响
非应税收入的影响
不可抵扣的成本、费用和损失影响
使用前期未确认递延所得税资产的可抵扣亏损的影响-5,841,510.53
本期未确认递延所得税资产的可抵扣暂时性差异或可抵扣亏损的影响8,219,579.81
"} +{"pdf_name": "4058450_72.pdf", "language": "zh", "markdown": "
转让子公司亏损金额的影响
所得税费用5,521,418.09
\n\n# 注释40． 现金流量表附注\n\n# 1、 收到的其他与经营活动有关的现金\n\n
项目本期发生额上期发生额
收到的往来款3,246,931.231,624,707.35
收到的个人往来款163,246.82503,874.41
收到的押金1,930,358.491,656,836.01
补贴收入1,172,910.00
利息收入35,875.2195,352.59
其他404,507.723,000.00
合计5,780,919.475,056,680.36
\n\n# 2、 支付的其他与经营活动有关的现金\n\n
项目本期发生额上期发生额
支付的往来款1,969,914.611,571,523.43
支付的个人往来款1,882,876.921,553,495.05
支付的押金2,549,338.153,067,181.90
付现的销售费用86,112,204.8182,983,324.75
付现的管理费用32,316,943.1624,759,078.69
付现的财务费用91,284.561,065,601.46
其他15,321,125.703,583,692.43
合计140,243,687.91118,583,897.71
\n\n# 注释41． 现金流量表补充资料\n\n# 1、 现金流量表补充资料\n\n
项目本期金额上期金额
（1）将净利润调节为经营活动现金流量
净利润7,051,977.1516,526,926.37
加：资产减值准备-123,359.56-449,455.81
固定资产折旧、油气资产折耗、生产性生物资产折旧4,101,613.003,925,430.73
无形资产摊销217,530.13184,739.90
长期待摊费用摊销19,156,261.9215,556,116.65
处置固定资产、无形资产和其他长期资产的损失（收\n益以“－”号填列）-63,505.12164,842.33
固定资产报废损失（收益以“－”号填列）
公允价值变动损失（收益以“－”号填列）
财务费用（收益以“－”号填列）1,005,091.68684,225.35
投资损失（收益以“－”号填列）524,304.58219,975.17
"} +{"pdf_name": "11710125_191.pdf", "language": "zh", "markdown": "權等權利。公司所擁有作品的著作權將享有五十年的保護期，以首次刊發當日起計。著作權註冊乃作品版權所有的憑證。\n\n據中國法律顧問告知，著作權及商標註冊的法律保護於實踐中在一定程度上重疊。然而，保障註冊商標強調任何其他第三方未經授權不可擅自在同一種商品或類似商品使用與註冊商標相同或近似的商標；而保障著作權強調任何其他第三方未經授權不可使用或修改作品的文字藝術表達。\n\n# 《中國反不正當競爭法》\n\n根據《中國反不正當競爭法》，倘經營者擅自使用他人的企業名稱，引入誤以為是他人商品，即構成違反中國反不正當競爭法的行為，該企業須承擔中國反不正當競爭法規定的民事責任（如停止侵權及賠償損失）及政府實施的處罰（如適當）。根據《最高人民法院關於審理不正當競爭民事案件應用法律若干問題的解釋》，「企業名稱」應包括於中國註冊的企業名稱、外資公司在中國進行商業使用的外國企業名稱，以及享有一定市場知名度為相關公眾所知悉的企業名稱中的字號；而「企業名稱的使用」應包括企業名稱用於廣告、展覽或其他商業活動的情況。\n\n# 《中國侵權責任法》\n\n根據《中國侵權責任法》，所有權、著作權、專利權、商標專用權、財產權等民事權利受法律法規保護。倘上述民事權利遭侵犯，被侵權人有權要求侵權人承擔若干民事責任，如停止侵害、消除不良影響、賠禮道歉及賠償損失。\n\n由於(i)「 」品牌已在中國註冊為本集團商標；(ii)米蘭站北京的企業名已於北京合法註冊，而本集團對此有獨家權利；(iii)米蘭站上海的企業名已於上海合法預留，而本集團於完成註冊成立後對此有專有權，據中國法律顧問因而表示，本集團使用「米蘭站」及「出米蘭站」不構成未經授權使用他人企業名或誤導公眾相信有關產品屬於他人商品。\n\n基於「米蘭站」在成都及南京已被第三方用作其企業名的事實，即使本集團不能註冊「米蘭站」作為擬於成都和南京成立的中國附屬公司企業名，成都及南京的相關地方工商局向中"} +{"pdf_name": "11710125_192.pdf", "language": "zh", "markdown": "國法律顧問確認，合法存在的實體（即米蘭站北京）可於該等城市依法開設零售分店（例如，於成都及南京可命名為「米蘭站亞太零售（北京）有限公司成都分公司」或「米蘭站亞太零售（北京）有限公司南京分公司」）。因此，本集團能夠以上述企業名在成都及南京開展國內業務。\n\n「 」品牌已於二零一零年十一月八日在中國版權保護中心註冊，且「 」商標已由本集團於二零一一年三月十四日在商標局註冊。註冊後，本集團將在中國擁有「 」的��家權利。據中國法律顧問告知，本集團可以在第三方已註冊「米蘭站」作為其企業名的省份使用其商標。\n\n中國法律顧問認為，本集團於中國的經營符合相關法律及法規，且其現時的業務並無面臨被指控違反《中國商標法》、《中國著作權法》、《中國反不正當競爭法》及《中國侵權責任法》而遭提出法律申索的重大風險。\n\n# 澳門法律及法規\n\n就本集團於澳門的營運而言，本集團已就澳門業務的合法性尋求澳門法律顧問的法律意見。澳門法律顧問確認，澳門並無法律及法規專門監管二手或尚未使用名牌產品的交易，且本集團於往績記錄期在澳門的營運遵守澳門所有適用法律及法規。\n\n據澳門法律顧問告知，根據本集團現有的業務模式，營運模式僅會在澳門產生知識產權法律及法規的合規問題，且本集團在澳門並無面臨有關侵犯知識產權而產生法律索償的重大風險。根據本集團現有的業務模式，本集團出售購自公眾消費者或貿易商的奢華品牌產品，並無偽造、仿冒註冊商標、使用偽造或仿製標誌，亦無在未獲得知識產權擁有人的批准或授權情況下將已註冊商標用於本集團的產品、服務、機構或公司。因此，本集團的業務經營不會侵犯任何商標。據澳門法律顧問進一步告知，根據澳門商業守則項下的特許經營權合約法，品牌擁有人及／或彼等授權交易商僅有權對彼此提出申索，而無權對本集團等在澳門銷售尚未使用產品的任何第三方提起訴訟。此外，根據澳門法律顧問向澳門法院進行的查詢，並無有關或針對本集團在澳門營運提起的任何訴訟記錄。"} +{"pdf_name": "9279032_169.pdf", "language": "zh", "markdown": "# 十五、 资产负债表日后事项\n\n# 1、 重要的非调整事项\n\n□适用 √不适用\n\n# 2、 利润分配情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
拟分配的利润或股利
经审议批准宣告发放的利润或股利187,981,372.95
\n\n# 3、 销售退回\n\n□适用 √不适用\n\n# 4、 其他资产负债表日后事项说明\n\n□适用 √不适用\n\n# 十六、 其他重要事项\n\n# 1、 前期会计差错更正\n\n# (1).追溯重述法\n\n□适用 √不适用\n\n# (2).未来适用法\n\n□适用 √不适用\n\n# 2、 债务重组\n\n□适用 √不适用\n\n# 3、 资产置换\n\n# (1).非货币性资产交换\n\n□适用 √不适用\n\n# (2).其他资产置换\n\n□适用 √不适用\n\n# 4、 年金计划\n\n□适用 √不适用\n\n# 5、 终止经营\n\n□适用 √不适用\n\n# 6、 分部信息\n\n# (1).报告分部的确定依据与会计政策\n\n√适用 □不适用\n\n本公司以内部组织结构、管理要求、内部报告制度为依据确定经营分部。\n\n# (2).报告分部的财务信息\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目机械设备分部环卫服务分部汽车内饰分部分部间抵销合计
一、营业收入3,622,889,059.62582,672,552.4835,871,190.70484,892,787.153,756,540,015.65
二、营业成本2,681,967,713.67447,875,933.7027,185,694.70470,168,123.772,686,861,218.30
三、对联营和合营企业\n的投资收益1,119,804.491,119,804.49
"} +{"pdf_name": "9279032_170.pdf", "language": "zh", "markdown": "
项目机械设备分部环卫服务分部汽车内饰分部分部间抵销合计
四、信用减值损失-5,710,360.95-12,914,430.36773,548.31-17,851,243.00
五、资产减值损失-5,878,085.071,227,604.00-4,650,481.07
六、折旧费和摊销费61,164,737.7839,424,649.51129,579.00-6,957,211.99107,676,178.28
七、利润总额445,519,609.9178,581,470.168,193,045.9246,741,275.13485,552,850.86
八、所得税费用35,431,187.1616,940,213.582,523,956.016,109,258.8648,786,097.89
九、净利润410,088,422.7561,641,256.585,669,089.9140,632,016.27436,766,752.97
十、资产总额4,039,285,416.47643,932,084.2118,721,640.89-75,007,515.694,776,946,657.26
十一、负债总额2,525,518,280.26457,061,866.692,141,596.59578,999,497.782,405,722,245.76
\n\n# (3).公司无报告分部的，或者不能披露各报告分部的资产总额和负债总额的，应说明原因\n\n□适用 √不适用\n\n# (4).其他说明\n\n□适用 √不适用\n\n# 7、 其他对投资者决策有影响的重要交易和事项\n\n□适用 √不适用\n\n# 8、 其他\n\n□适用 √不适用\n\n# 十七、 母公司财务报表主要项目注释\n\n# 1、 应收账款\n\n# (1).按账龄披露\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
账龄期末账面余额
1 年以内小计2,366,000.00
合计2,366,000.00
\n\n# (2).按坏账计提方法分类披露\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
类别期末余额期初余额
账面余额坏账准备账面\n价值账面余额坏账准备账\n面\n价\n值
金额比例\n(%)金额计提比\n例(%)金\n额比例\n(%)金\n额计提\n比例\n(%)
按单项计提坏账准备
按组合计提坏账准备2,366,000.00100.00118,300.005.002,247,700.00
其中：
组合 1：账龄组合2,366,000.00100.00118,300.005.002,247,700.00
合计2,366,000.00100.00118,300.005.002,247,700.00//
\n\n按单项计提坏账准备：\n\n□适用 √不适用\n\n按组合计提坏账准备：\n\n√适用 □不适用\n\n组合计提项目：组合 1：账龄组合\n\n单位：元币种：人民币\n\n
名称期末余额
应收账款坏账准备计提比例（%）
"} +{"pdf_name": "20791105_109.pdf", "language": "zh", "markdown": "中心发布的 2017 年《中国女性生理健康白皮书》及 TrustData 发布的《2017 年中国移动互联网行业发展分析报告》，2017 年我国有超过 30 个女性生理健康 APP平台，其中主要平台有“大姨妈”、“美柚”等。同时，2017 年以来我国女性生理健康类应用用户增长迅速，截至 2017 年第三季度末，安卓端日活跃用户规模近 300 万人，较 2017 年初增长 50%。我国女性健康护理意识的提升，将为女性护理液用品市场的开拓提供动力。\n\n# （三）影响市场需求变动的因素分析\n\n# 1、消费者个人健康观念的提升是市场需求的直接动力\n\n随着全球经济的发展，个人卫生用品的使用已经逐渐深入消费者的生活。我国女性卫生用品中，卫生巾市场渗透率已达到 96.5%，即使在较为落后的农村地区，卫生巾也已广泛普及。但是，我国目前的经济发展不充分、不均衡，各个地区居民的个人健康观念亦存在较大的差异，个人健康护理意识有待进一步引导，个人健康护理用品需求也有待进一步提升。其中，经济相对落后地区女性教育水平、社会地位和消费能力的提升对于加强女性的个人健康护理意识尤为重要。\n\n改革开放以来，随着我国国民经济的持续增长、城镇化水平的持续提升及国际化进程的加快，在一、二线城市及沿海发达地区，消费者的个人健康观念得到了较大提升，其对于个人卫生用品的使用追求已由单一的清洁功能发展为多功能、多频次、高品质的个人健康护理消费体验；消费者对于个人卫生用品品质的追求已由基础的便捷实惠发展为高层次的健康、舒适。在该等地区，个人健康观念的进一步提升将带动个人健康护理用品市场持续升级、细分，向更高的品质发展。\n\n相对而言，受到人均可支配收入及区域文化的限制，农村及三、四线居民的健康观念有待进一步提升，其对个人卫生用品产品使用频次、产品品质的追求上亦有待进一步提升。在该等地区，个人健康观念的进步将促进个人健康护理概念深化、个人健康护理用品市场持续提升。\n\n# 2、国民经济及人均可支配收入的稳定增长是市场需求增长的前提保障\n\n个人健康观念的进步以国民经济及人均可支配收入的稳定增长为前提保障。根据发达国家和地区的经验，当一国的人均 GDP 超过 3,000 美元后，居民消费已基本超越温饱需求，转而追求更高的生活品质；当一国人均 GDP 超过 8,000"} +{"pdf_name": "20791105_110.pdf", "language": "zh", "markdown": "美元后，居民消费水平快速提升，迈入消费升级阶段；当一国人均 GDP 超过 2万美元后，消费增速将进入稳定期。根据国家统计局数据，我国人均 GDP 在 2009年已超过 3,000 美元，并于 2015 年超过 8,000 美元，大部分地区进入消费升级阶段。其中，北京、上海、广州、深圳等一线城市的人均 GDP 超出我国人均 GDP一倍以上，接近或超过 2 万美元，步入消费增速稳定期；即使在云南、甘肃等西部地区，其人均 GDP 也已超过 3,000 美元，进入了消费快速增长阶段。\n\n稳健的经济发展为个人健康观念的进步创造了良好的环境，是市场需求增长的前提，而人均可支配收入则是国民个人消费需求的直接驱动因素，较高的人均可支配收入可降低消费者对高品质消费品的价格敏感性，从而促进高品质商品销售增长。2013 年至 2017 年，我国全国居民人均可支配收入由 18,311 元增加至25,974 元，年复合增长率为 9.13%；其中，城镇居民人均可支配收入由 26,467元增加至 36,396 元，年复合增长率为 8.29%；农村居民人均可支配收入由 9,430元增加至 13,432 元，年复合增长率为 9.25%，具体如下：\n\n数据来源：国家统计局\n\n根据上述统计数据，虽然我国农村居民可支配收入与城镇居民人均可支配收入存在差距，导致农村地区居民对个人健康护理用品价格更为敏感，但是农村居民人均可支配收入仍在稳定增长，且增长率略高于城镇居民人均可支配收入增长率。农村地区居民人均收入的增长会带动居民追求更高品质的个人健康护理用品、进行更频繁的健康护理，成为个人健康护理用品市场需求的有力保障。"} +{"pdf_name": "3484623_5.pdf", "language": "zh", "markdown": "利息递延支付可能性较小，与其他债务融资工具按期支付利息特征接近。\n\n# （2） 募集资金用途\n\n近年来，随着代建和土地整理业务的持续推进，该公司积累了较大规模的刚性债务，截至 2018 年 3 月末，公司刚性债务余额 226.20 亿元，公司拟将本期中票募集资金全部用于偿还到期债务，其中 3.57 亿元计划用于偿还债务融资工具，6.43 亿元计划用于偿还金融机构借款。\n\n# 业务\n\n# 1. 外部环境\n\n# （1） 宏观环境\n\n2018 年上半年，全球经济景气度仍处扩张区间但较前期高点回落，金融市场波动幅度显著扩大，美联储货币政策持续收紧带来的全球性信用收缩或逐渐明显，美国与主要经济体的贸易摩擦引发全球对贸易和经济复苏的担忧，热点地缘政治仍是影响全球经济增长的不确定性冲击因素。我国宏观经济继续呈现稳中向好态势，在以供给侧结构性改革为主的各类改革措施不断推进落实下，经济发展“质升效增”明显。随着我国对外开放范围和层次的不断拓展，稳增长、促改革、调结构、惠民生和防风险各项工作稳步落实，我国经济有望长期保持中高速增长。\n\n2018 年上半年，全球经济景气度仍处扩张区间但较前期高点回落，同时经济增速也有所放缓，金融市场波动幅度显著扩大，美联储货币政策持续收紧带来的全球性信用收缩或逐渐明显，美国与主要经济体的贸易摩擦引发全球对贸易和经济复苏的担忧，热点地缘政治仍是影响全球经济增长的不确定性冲击因素。在主要发达经济体中，税改支持下的美国经济、就业表现依然强劲，美联储加息缩表有序推进，特朗普的关税政策加剧全球贸易摩擦，房地产和资本市场存在风险；欧盟经济复苏向好而景气度持续回落，能源价格上涨助推 CPI改善，欧洲央行量化宽松将于年底结束，联盟内部政治风险不容忽视；日本经济温和复苏，略有回升的通胀水平依然不高，增长基础仍不稳固，较宽松的货币政策持续。在除中国外的主要新兴经济体中，经济景气度整体上略弱于主要发达经济体；印度经济保持中高速增长，随着“废钞令”影响褪去、税务改革的积极作用显现，为稳定 CPI 印度央行时隔四年首度上调利率；俄罗斯、巴西的CPI 均处低位，两国货币贬值幅度较大并制约继续降息空间，经济景气度快速下降，复苏势头不稳；南非经济低速增长，南非央行降息配合新任总统推动的国内改革，对经济的促进作用有待观察。\n\n2018 年上半年，我国宏观经济继续呈现稳中向好态势，在以供给侧结构"} +{"pdf_name": "3484623_6.pdf", "language": "zh", "markdown": "性改革为主的各类改革措施不断推进落实下，经济发展“质升效增”明显。国内消费物价水平温和上涨、生产价格水平因基数效应涨幅回落，就业形势总体较好；居民可支配收入增速放缓拖累消费增长，消���升级下新兴消费的快速增长有利于夯实消费对经济发展的基础性作用；基建疲弱导致固定资产投资增速下降，而房地产投资增长较快、制造业投资有所改善、民间投资活力提升，投资结构优化趋势持续；进出口贸易增速保持较高水平，受美对华贸易政策影响或面临一定压力；工业生产总体平稳，产能过剩行业经营效益良好，高端制造业和战略性新兴产业保持较快增长，产业结构持续升级，新旧动能加快转换。房地产调控力度不减、制度建设加快、区域表现分化，促进房地产市场平稳健康发展的长效机制正在形成。“京津冀协同发展”、“长江经济带发展”、雄安新区建设及粤港澳大湾区建设等国内区域发展政策持续推进，新的增长极、增长带正在形成。\n\n我国积极财政政策取向不变，增值税率下调、个税改革启动、财政支出聚力增效，更多向创新驱动、“三农”、民生等领域倾斜；防范化解地方政府债务风险的政策和制度持续推进，地方政府举债融资机制日益规范化、透明化，地方政府债务风险总体可控。经济金融去杠杆成效显著，影子银行、非标融资等得以有效控制；央行定向降准、公开市场操作和加息保持了货币政策的稳健中性，为结构性去杠杆提供了稳定的货币金融环境；宏观审慎政策不断健全完善，全面清理整顿金融秩序，金融监管制度不断补齐，为防范化解重大金融风险提供了制度保障。人民币汇率形成机制市场化改革有序推进，以市场供求为基础、参考一篮子货币进行调节，人民币汇率双向波动将逐步成为常态。\n\n在“开放、包容、普惠、平衡、共赢”理念下，“一带一路”建设“走实走深”，自贸区建设深化，我国开放型经济新体制逐步健全同时对全球经济发展的促进作用不断增强。金融业对外开放加速，人民币作为全球储备货币，在国际配置需求中不断提升、国际地位持续提高，人民币国际化不断向前推进。\n\n我国经济已由高速增长阶段转向中高速、高质量发展的阶段，正处在转变发展方式、优化经济结构、转换增长动力的攻关期。2018 年作为推动高质量发展的第一年，供给侧结构性改革将继续深入推进，强化创新驱动，统筹推进稳增长、促改革、调结构、惠民生和防风险各项工作，打好三大攻坚战，经济将继续保持稳中有进的态势。央行扩大中期借贷便利担保品范围、定向降准等一系列精准调控措施将进一步增加金融市场流动性、降低企业融资成本、缓解实体经济融资难度，有利于稳健中性货币政策的持续推行。美对华贸易政策日益严苛，将对我国出口增长形成一定扰动，但从中长期看，随着我国对外开放水平的不断提高、经济结构优化、产业升级、内需扩大、区域协调发展的逐步深化，我国经济的基本面有望长期向好和保持中高速增长趋势。同时，在主要经济体货币政策调整、地缘政治、国际经济金融仍面临较大的不确定性以及国内金融强监管和去杠杆任务仍艰巨的背景下，我国的经济增长和发展依然会伴随着区域结构性风险、产业结构性风险、国际贸易和投资的结构性摩擦风险以及国际不确定性冲击因素的风险。"} +{"pdf_name": "20790322_415.pdf", "language": "zh", "markdown": "倘根據購回授權購回證券將導致股東持有的本公司投票權權益比例增加，則該項增加將根據香港公司收購及合併守則（「守則」）被視為收購。因此，視乎股東權益的增幅而定，一名股東或一組一致行動的股東可獲得或鞏固對本公司的控制權，並因任何該等增加而須根據守則規則26作出強制要約。董事並不知悉因行使購回授權而可能引致守則項下的任何後果。\n\n# B. 有關本集團業務的其他資料\n\n# 1. 重大合約概要\n\n以下為本招股章程日期前兩年內，本公司或其任何附屬公司所訂立屬重大或可能屬重大的合約（並非於日常業務過程中訂立的合約）：\n\n(a) 日期為2014年7月29日且由紀先生、李先生、紀若麟、三和國際（BVI）及本公司訂立的股份買賣協議，據此，三和國際(BVI)向本公司轉讓Info Dragon、Golden Charter、Landclick Properties、Rich Delta及True Success的全部股權，作為向其配發及發行合共1,000,000股股份的回報；\n\n(b) 日期為2015年2月10日且由我們的控股股東以本公司（為其本身及作為各附屬公司的受託人）為受益人訂立的彌償契據，以就（其中包括）因本集團於上市日期或之前的收入而引致的應繳稅項共同及個別作出彌償保證；及\n\n(c) 香港包銷協議。\n\n# 2. 本集團的知識產權\n\n# 1. 商標\n\n(i) 於最後可行日期，本集團擁有以下���我們的業務而言屬重大的註冊商標：\n\n
商標類別註冊地點商標持有人商標編號註冊日期到期日
14、35香港三和珠寶貿易3020880272011年11月17日2021年11月16日
35香港三和珠寶貿易302088036AB2011年11月17日2021年11月16日
"} +{"pdf_name": "20790322_416.pdf", "language": "zh", "markdown": "
商標類別註冊地點商標持有人商標編號註冊日期到期日
14香港三和珠寶貿易302088018AA2011年11月17日2021年11月16日
14、35香港露思珈蘭首飾3014938572009年12月8日2019年12月7日
14、35香港露思珈蘭首飾3014938752009年12月8日2019年12月7日
14、35香港露思珈蘭首飾3014938392009年12月8日2019年12月7日
14香港三和市場營銷3011937792008年9月3日2018年9月2日
14、35香港三和珠寶貿易3031197062014年8月29日2024年8月28日
14中國雅和（廣州）107817462013年6月28日2023年6月27日
14中國雅和（廣州）57871842009年10月14日2019年10月13日
14中國廣州市卡締爾98859372013年3月14日2023年3月13日
14、35中國露思珈蘭首飾7853786/\n78537882011年1月14日\n2011年2月14日2021年1月13日\n2021年2月13日
14、35中國露思珈蘭首飾7853789/\n78534522011年1月14日\n2011年2月14日2021年1月13日\n2021年2月13日
"} +{"pdf_name": "9272805_17.pdf", "language": "zh", "markdown": "
15、适用的交易机制点击成交,询价成交,竞买成交,协商成交
16、是否存在终止上市的风\n险（如适用）及其应对措施否
\n\n
1、债券名称邳州经开控股集团有限公司 2021 年非公开发行公司债\n券(第一期)
2、债券简称21 邳经 01
3、债券代码114956.SZ
4、发行日2021 年 3 月 26 日
5、起息日2021 年 3 月 30 日
6、2022 年 4 月 30 日后的最\n近回售日2024 年 3 月 30 日
7、到期日2026 年 3 月 30 日
8、债券余额11.40
9、截止报告期末的利率(%)6.30
10、还本付息方式本期债券采用单利按年计息，不计复利。每年付息一\n次，到期一次还本，最后一期利息随本金的兑付一起\n支付。每期付息款项自付息日起不另计利息，本金自\n兑付日起不另计利息。若债券持有人在第 3 年末行使\n回售选择权，所回售债券的票面面值加第 3 年的利息\n在投资者回售支付日一起支付。
11、交易场所深交所
12、主承销商天风证券股份有限公司
13、受托管理人（如有）天风证券股份有限公司
14、投资者适当性安排（如\n适用）面向专业机构投资者交易的债券
15、适用的交易机制点击成交,询价成交,竞买成交,协商成交
16、是否存在终止上市的风\n险（如适用）及其应对措施否
\n\n
1、债券名称邳州经开控股集团有限公司 2021 年非公开发行公司债\n券(第二期)
2、债券简称21 邳经 02
3、债券代码114984.SZ
4、发行日2021 年 4 月 22 日
5、起息日2021 年 4 月 23 日
6、2022 年 4 月 30 日后的最\n近回售日2024 年 4 月 23 日
7、到期日2026 年 4 月 23 日
8、债券余额0.85
9、截止报告期末的利率(%)6.30
10、还本付息方式本期债券采用单利按年计息，不计复利。每年付息一\n次，到期一次还本，最后一期利息随本金的兑付一起\n支付���每期付息款项自付息日起不另计利息，本金自\n兑付日起不另计利息。若债券持有人在第 3 年末行使\n回售选择权，所回售债券的票面面值加第 3 年的利息\n在投资者回售支付日一起支付。
11、交易场所深交所
"} +{"pdf_name": "9272805_18.pdf", "language": "zh", "markdown": "
12、主承销商天风证券股份有限公司
13、受托管理人（如有）天风证券股份有限公司
14、投资者适当性安排（如\n适用）面向专业机构投资者交易的债券
15、适用的交易机制点击成交,询价成交,竞买成交,协商成交
16、是否存在终止上市的风\n险（如适用）及其应对措施否
\n\n
1、债券名称邳州经开控股集团有限公司 2021 年非公开发行公司债\n券(第三期)
2、债券简称21 邳经 03
3、债券代码196992.SH
4、发行日2021 年 8 月 27 日
5、起息日2021 年 9 月 1 日
6、2022 年 4 月 30 日后的最\n近回售日-
7、到期日2024 年 9 月 1 日
8、债券余额2.00
9、截止报告期末的利率(%)5.80
10、还本付息方式本期债券采用单利按年计息，不计复利，每年付息一\n次，到期一次还本，最后一期利息随本金一起支付。
11、交易场所上交所
12、主承销商湘财证券股份有限公司
13、受托管理人（如有）湘财证券股份有限公司
14、投资者适当性安排（如\n适用）面向专业机构投资者交易的债券
15、适用的交易机制点击成交,询价成交,竞买成交,协商成交
16、是否存在终止上市的风\n险（如适用）及其应对措施否
\n\n
1、债券名称邳州经开控股集团有限公司 2021 年非公开发行公司债\n券(第四期)
2、债券简称21 邳经 04
3、债券代码197092.SH
4、发行日2021 年 9 月 15 日
5、起息日2021 年 9 月 16 日
6、2022 年 4 月 30 日后的最\n近回售日-
7、到期日2024 年 9 月 16 日
8、债券余额4.93
9、截止报告期末的利率(%)6.80
10、还本付息方式本期债券采用单利按年计息，不计复利，每年付息一\n次，到期一次还本，最后一期利息随本金一起支付。
11、交易场所上交所
12、主承销商湘财证券股份有限公司
13、受托管理人（如有）湘财证券股份有限公司
14、投资者适当性安排（如\n适用）面向专业机构投资者交易的债券
"} +{"pdf_name": "4038782_3.pdf", "language": "zh", "markdown": "7 月 18 日青岛市科技局发布信息，国家对新能源汽车推广应用工作成绩突出的城市或城市群给予充电设施建设奖励，青岛市获得最高奖励资金 8000 万元。7 月 20 日，由省发改委、贵州省能源局主办的贵州省电动汽车及充电基础设施产业发展论坛在贵阳举行，明确提出力在 2020 年争建成集中式充电站 160 座，分散式充电桩 8.5 万个，保障 2020 年全省 10万辆电动汽车需求。各地充电桩政策落实情况良好，建设明显加速，相关标的值得关注。\n\n推荐标的：充电桩领域推荐具备充电桩技术、成本及产能优势、三大主业保持快速增长、估值较低的科士达。\n\n# 光伏：首批“互联网+智慧能源”55 个示范项目名单下发\n\n根据中国光伏行业协会上半年发布的数据，受“630”影响，上半年市场需求和产能利用率可谓红红火火：\n\n多晶硅：产量 11.5 万吨，同比增长 21.1%，产能利用率 90%以上，生产成本已经降至 9 美元/kg 一下，毛利率 20%以上。\n\n硅片：产量 36GW，同比增长 20%以上，产能利用率 80%以上，成本降至 6 美分/W 以下，但毛利率出现分化；\n\n电池：上半年产量约 32GW，同比增长 28%，产能利用率 80%以上，单多晶高校电池效率提升至 23%、19%。行业毛利率水平 10%以上。\n\n组件：产量 34GW，同比增长 25.9%，二季度产能利用率 85%以上，组件加工成本在 12 美分/W 一下，行业毛利率 10%以上。\n\n行业是红火的，但企业却各有各的不同，隆基、通威预告惊人增速，但也有企��光伏板块预告下滑或亏损。产业链不同环节盈利性分化、企业技术与成本沉积下盈利能力分化：\n\n1、多晶硅料、硅片短缺、价格走高，电池片、组件在强需求支撑下下降较小，但受上游材料成本高企压力，部分企业盈利能力下降；\n\n2、龙头企业高效产品供不应求，成本管控有效保证毛利率；而低端产品且成本没有优势的企业，却正在承受硅料、硅片价格上涨和产品价格下降的双重压力。\n\n推荐制造龙头隆基股份、通威股份；电站投资运营商太阳能（000591.SZ）（A 股最大的纯正光伏运营企业；背靠央企中节能，储备项目丰富；电站结构优化；建议关注分布式光伏运营商林洋能源。\n\n# 电力设备：关注电改及国企改革\n\n1）7 月 12 日山东省发改委发布了《关于印发山东省电力体制改革专项实施方案的通知》。文件共包含了 8 个电改实施方案，分别是《山东省输配电价改革实施方案》、《山东省电力市场建设实施方案》、《山东省电力交易机构组建实施方案》、《山东省有序放开发用电计划改革实施方案》、《山东省售电侧改革实施方案》、《山东省加强和规范自备电厂监督管理实施方案》、《山东省推动分布式电源建设实施意见》、《山东省电力中长期交易规则(试行)》。该政策旨在逐步建立以中长期交易为主、现货交易为补充的市场化电力电量平衡新机制，构建“政企分开、价格合理”的电力市场体系；推进发电侧和售电侧电价市场化改革，建立独立输配电价体系；推动电力电量平衡从计划手段为主平稳过渡到以市场手段为主，有序放开发用电计划，有序向社会资本开放配售电业务。\n\n在电改领域，配网建设运营放开，有望成为未来几年主要的利润点之一，我们最看好新增配网，建议关注业务范围扩大至配网总包、运营的设备公司，关注双杰电气、金智科技、北京科锐、合纵科技。\n\n2）7 月 19 日习近平主席主持召开中央深改组第三十七次会议并强调“建立健全改革容错纠错机制，形成允许改革有失误、但不允许不改革的鲜明导向”。近期央视首播的政论专题片《将改革进行到底》明确的表现了中央对国改的态度，而此次深改组会议提及的允许改革有失误，更彰显了决策层对于改革的坚定决心，使得国企能够大胆改、放手改，国企"} +{"pdf_name": "4038782_4.pdf", "language": "zh", "markdown": "改革有望在下半年迎来大步推进、放手拼搏的局面。中央对国改的积极态度将大力推动电力等各个行业的国改进程。\n\n自 6 月初开始停牌的中国神华和国电电力发布继续停牌公告。有报道称两家公司已经开始筹备合并事宜，合并后的巨无霸能源央企初步命名为“中国（国家）能源”集团，具体名称仍在商议之中，它将成为年利润近 500 亿元的能源新巨头。目前，国电和神华已经成立了一个 100 多人的筹备组，具体负责合并事宜。其中，国电现任董事长乔保平和神华总经理凌文均任组长。中国电力行业重组拉开序幕，标志着国企改革加速推进。\n\n在与国务院国资委主任肖亚庆一行座谈时，国网公司董事长、党组书记舒印彪就推进各项改革、调整业绩考核等方面提出具体建议，其中包括“将电工装备制造、产业金融纳入公司主业范围”。\n\n而根据新一轮电改的要求，电网公司要继续完善主辅分离的政策。如果电工装备业务纳入国家电网公司主业，则国网公司将可以名正言顺的做大做强电工装备业务，对国网旗下装备类公司形成利好。\n\n随着国企改革的加速，随着国网加大对电工装备公司的支持力度，我们建议关注国网旗下电工装备公司：国电南瑞、许继电气、平高电气、置信电气、涪陵电力。由于当前市场偏好估值较低的白马股，我们建议重点关注国电南瑞、许继电气。\n\n# 工控：政策导向、产业升级、进口替代，多重利好因素推动，行业潜力巨大，看好信捷电气、汇川技术\n\n7 月 20 日，国务院印发《新一代人工智能发展规划》，明确了我国发展人工智能的战略目标，重点任务，并进行总体部署。计划在初步建成人工智能技术标准、服务体系和产业生态链，培育若干全球领先的人工智能骨干企业，人工智能核心产业规模超过 1500 亿元，带动相关产业规模超过 1 万亿元。\n\n我们预计该规划将对整个工控产业带来一系列正效应，将与“中国制造 2025”及“十三五”规划一起引导工控行业的未来发展，产业升级和进口替代将为国内工控产业提供持续强大的发展动力，以机器人应用为代表的智能制造新模式将助推中国产业经济转型和走向中高端，预计未来工控行业将迎来一个黄金的发展时期。\n\n从宏观经济指标来看，受益于工控下游 OEM 持续回暖，工控公司二季度目前在手订单量数量较大。汇川技术今年前 5 个月工控领域订单同增 70%，全年有望保持 50%左右增长。考虑到“中国制造 2015”推动的产业升级与进口替代的大趋势，看好国内致力于技术研发，不断向高端 PLC、伺服以及智能装置（机器视觉及工业机器人）产业迈进的小型 PLC 龙头信捷电气，看好在伺服、通用变频、PLC、电梯等领域增速迅速的工控龙头汇川技术。\n\n# 关注被忽视的、大幅下跌后估值具备吸引力、有望反弹的标的，关注泰胜风能、旷达科技\n\n最近几个月，行业热点的白马龙头，比如宏发股份、汇川技术等表现较好，获利盘增多。而非热点的部分标的，经过一段中期的下跌后估值较低，具备吸引力，近期反弹较多，比如林洋能源、阳光电源。\n\n在当前点位，我们建议关注被忽视的、大幅下跌后估值具备吸引力的标的，关注泰胜风能、旷达科技。\n\n# 次新股：看好海兴电力、信捷电气\n\n近期次新股回调较多，有望反弹。我们看好板块中估值最低、业务有望快速增长的海兴电力、信捷电气。海兴电力有望受益于配网建设及一带一路业务，持续扩张自身的配网业务及海外业务。信捷电气受益工控行业复苏，受益进口替代及产业升级，今明年有望维持较快增速。\n\n# 板块行情回顾"} +{"pdf_name": "20781876_86.pdf", "language": "zh", "markdown": "# （二）发行人的组织结构图\n\n截至本招股说明书签署之日，发行人的组织结构图如下：\n\n# （三）主要职能部门工作职责\n\n
序号职能部\n门主要职责
1大气事\n业部1）制定大气事业部经营规划，制定和执行项目运营板块各项管理计划，制订和执行\n重大项目规划和实施计划；
"} +{"pdf_name": "20781876_87.pdf", "language": "zh", "markdown": "
序号职能部\n门主要职责
2）拟定大气事业部项目运营板块组织架构设置方案，如部门设置、定编、定员、定\n岗等，并根据项目执行特点进行灵活调整和优化；\n3）负责大气事业部技术部、销售部、北京低氮部、控制部、生产运维部的全面管理\n工作，制定有针对性的实施战略并加以执行；\n4）负责完成大气事业部销售任务并按项目进度达成回款目标；\n5）组织制定适用于大气事业部科学合理的考核和薪酬方案，在权限范围内有充分的\n人事任免权、人员考核、薪酬分配权；\n6）主持大气事业部工作例会和各项专题会议，对存在的问题及时分析研究，提出改\n进措施，努力提高工作效率和经营效益；\n7）组织制定和完善大气事业部运营板块的各项管理制度、工作操作流程，建立、健\n全绿色储运事业部运营板块科学、高效的组织体系和工作体系，并以此调动员工积\n极性，发挥大气事业部经营效益的最优和最大化；\n8）管理大气事业部各部门的工作进展，包括各阶段的工作计划、进展、效率和目标\n完成情况，进行全面指导、调整、监督，发现问题并解决问题；\n9）监督、指导、参与控制大气事业部各部门的费用预算和资金费用使用情况，按权\n限审核相关费用计划和使用情况；\n10）负责大气事业部相关外部部门的沟通工作，保持良好关系，确定项目各项工作\n的顺利开展；\n11）深入了解行业发展和市场需求，从全局上指导和领导大气事业部的市场定位、\n成本控制、全面规划、施工进展；\n12）向总经理汇报大气事业部的管理状况和经营状况。
2绿色储\n运事业\n部1）制定绿色储运事业部经营规划，制定和执行项目运营板块各项管理计划，制订和\n执行重大项目规划和实施计划；\n2）拟定绿色储运事业部项目运营板块组织架构设置方案，如部门设置、定编、定员、\n定岗等，并根据项目执行特点进行灵活调整和优化；\n3）负责储运事业部技术部、销售部的全面管理工作，制定有针对性的实施战略并加\n以执行；\n4）负责完成绿色储运事业部销售任务并按项目进度达成回款目标；\n5）组织制定适用于绿色储运事业部科学合理的考核和薪酬方案，在权限范围内有充\n分的人事任免权、人员考核、薪酬分配权；\n6）主持绿色储运事业部工作例会和各项专题会议，对存在的问题及时分析研究，提\n出改进措施，努力提高工作效率和经营效益；\n7）组织制定和完善绿色储运事业部运营板块的各项管理制度、��作操作流程，建立、\n健全绿色储运事业部运营板块科学、高效的组织体系和工作体系，并以此调动员工\n积极性，发挥绿色储运事业部经营效益的最优和最大化；\n8）管理绿色储运事业部各部门的工作进展，包括各阶段的工作计划、进展、效率和
"} +{"pdf_name": "9268422_163.pdf", "language": "zh", "markdown": "其他说明：\n\n政府补助本期计入当期损益情况详见本财务报表附注七、84 之说明\n\n# 68、 投资收益\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
套期损益191,047.34412,347.74
金融资产终止确认损益-147,589.18-564,372.83
理财收益1,035,534.60
合计1,078,992.76-152,025.09
\n\n其他说明：\n\n无\n\n# 69、 净敞口套期收益\n\n□适用 √不适用\n\n# 70、 公允价值变动收益\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
产生公允价值变动收益的来源本期发生额上期发生额
交易性金融资产728,704.782,326.24
套期损益-290,022.93-586,926.18
合计438,681.85-584,599.94
\n\n其他说明：\n\n无\n\n# 71、 信用减值损失\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
应收票据坏账损失
应收账款坏账损失
其他应收款坏账损失
坏账损失-53,020,053.46-13,186,069.21
合计-53,020,053.46-13,186,069.21
\n\n其他说明：\n\n无\n\n# 72、 资产减值损失\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
一、坏账损失
二、存货跌价损失及合同履约成本\n减值损失-7,942,698.29-13,229,892.23
三、长期股权投资减值损失
四、投资性房地产减值损失
五、固定资产减值损失
六、工程物资减值损失
七、在建工程减值损失
"} +{"pdf_name": "9268422_164.pdf", "language": "zh", "markdown": "
八、生产性生物资产减值损失
九、油气资产减值损失
十、无形资产减值损失
十一、商誉减值损失-674,113.55
十二、其他
合计-7,942,698.29-13,904,005.78
\n\n其他说明：\n\n无\n\n# 73、 资产处置收益\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额
固定资产处置收益-305,946.15-73,601.23
合计-305,946.15-73,601.23
\n\n其他说明：\n\n无\n\n# 74、 营业外收入\n\n营业外收入情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额计入当期非经常性损益\n的金额
非流动资产处置利得\n合计226,765.0813,499.88226,765.08
无法支付款项359,291.511,101,456.62359,291.51
其他40,100,145.332,296,417.5640,100,145.33
合计40,686,201.923,411,374.0640,686,201.92
\n\n计入当期损益的政府补助\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 75、 营业外支出\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
项目本期发生额上期发生额计入当期非经常性损益\n的金额
非流动资产处置损\n失合计478,999.81974,927.35478,999.81
对外捐赠1,553,225.007,845,000.001,553,225.00
赔款支出88,019.1961,186.8188,019.19
滞纳金1,492,350.2215,797.431,492,350.22
其他21,764.6238,477.4321,764.62
合计3,634,358.848,935,389.023,634,358.84
\n\n其他说明：\n\n无"} +{"pdf_name": "2894383_5.pdf", "language": "zh", "markdown": "# 重点覆盖公司中报业绩预告\n\n# 图表 5：重点覆盖公司中报业绩预告\n\n
重点覆盖公司中报业绩预告公告原因
雪浪环境净利润约 3443.61 万元~4263.51 万元,\n增长 5%~30%产能释放，执行订单增加
聚光科技净利润约 8943.54 万元~11498.84 万元,\n增长 5%~35%销售规模扩大；收到政府补贴 2755 万
天翔环境净利润约 2530.26 万元~3162.83 万元,\n增长 20%~50%优化环保业务结构；部分订单达到收入确认节点
\n\n来源：Wind、国金证券研究所\n\n# 图表 6：中报业绩披露时间\n\n
周日一二三四五六
8 月 6 日8 月 7 日8 月 8 日8 月 9 日8 月 10 日8 月 11 日8 月 12 日
碧水源川投能源南京公用蓝焰控股龙马环卫
东方市场金山股份
乐山电力岷江水电
重庆水务
8 月 13 日8 月 14 日8 月 15 日8 月 16 日8 月 17 日8 月 18 日8 月 19 日
科融环境大唐发电万邦达瀚蓝环境维尔利
中再资环金海环境江南水务新能泰山伟明环保
怡球资源大连热电理工环科
陕天然气红阳能源浙能电力
宁波热电湖南发展华银电力
梅雁吉祥桂东电力穗恒运 A
节能风电银星能源百川能源
文山电力
中原环保
8 月 20 日8 月 21 日8 月 22 日8 月 23 日8 月 24 日8 月 25 日8 月 26 日
东江环保富春环保科林环保三维丝天壕环境
神雾环保格林美盛运环保永清环保
漳泽电力国电电力盈峰环境雪浪环境
新疆浩源滨海能源南方汇通雪迪龙
哈投股份东方能源津膜科技先河环保
洪城水业天富能源国祯环保深圳能源
绿城水务甘肃电投吉电股份建投能源
长源电力上海电力
内蒙华电申能股份
金鸿能源华电能源
新天然气通宝能源
黔源电力华电 B 股
明星电力胜利股份
郴电国际惠天热电
"} +{"pdf_name": "2894383_6.pdf", "language": "zh", "markdown": "
中国核电湖北能源\n中山公用\n武汉控股\n宝新能源
8 月 27 日8 月 28 日8 月 29 日8 月 30 日8 月 31 日9 月 1 日9 月 2 日
天翔环境迪森股份远达环保龙净环保
中材节能聚光科技菲达环保中国天楹
联美控股巴安水务启迪桑德粤电力 A
博世科高能环境皖能电力
国新能源福能股份赣能股份
中天能源长春燃气豫能控股
国新 B 股大众公用粤电力 B
兴蓉环境重庆燃气华电国际
渤海股份京能电力广州发展
国中水务韶能股份国投电力
中闽能源西昌电力大通燃气
广安爱众深圳燃气
首创股份桂冠电力
钱江水利长江电力
创业环保凯迪生态
闽东电力
\n\n来源：wind；国金证券研究所\n\n# 行业要闻\n\n# 第四批中央环保督察全面启动\n\n 中央环保督察对全国各省（区、市）全覆盖。近日，第四批中央环境保护督察将全面启动，已组建 8 个中央环境保护督察组，组长由焦焕成、吴新雄、马中平、贾治邦、朱之鑫、蒋巨峰、杨松、李家祥等同志担任，分别负责对吉林、浙江、山东、海南、四川、西藏、青海、新疆（含兵团）开展督察进驻工作，实现对全国各省（区、市）督察全覆盖。\n\n 已入驻四川、浙江、青海、山东、吉林、新疆，剩余省份 15 日前入驻。8个中央环境保护督察组将于 8 月 7 日至 15 日陆续实施督察进驻。重点督办人民群众反映的身边环境问题的立行立改情况；重点督察地方党委和政府及其有关部门环保不作为、乱作为情况；重点推动地方落实环境保护党政同责、一岗双责、严肃问责等工作情况。环境保护督察进驻时间约 1 个月左右。（来源：环保部）\n\n# 京津冀等地大气污染环保督查完成第九轮次督查工作\n\n 环保部完成第九轮次督查。8 月 4 日-10 日是环境保护部开展京津冀及周边地区大气污染防治强化督查的第 18 周，也是第九轮次强化督查的第 1 周。据统计，驻京津晋的 6 个督查组共检查 724 家企业（单位），发现 140 家企业存在涉气环境问题。\n\n 三大问题最为突出：1）污染治理设施不完善、不正常运行问题最为突出。2）挥发性有机物（VOCs）治理问题仍较为突出。3）涉气“散乱污”企业违法生产现象仍较为突出，一些地方“散乱污”企业清理整顿不彻底。截至 8 月 7 日，京津冀及周边地区大气污染防治强化督查已开展 4 个月，28 个督查组共检查 39759 家企业（单位），发现 22392 家企业存在环境问题，约占检查总数的 56.3%。存在问题的企业中，涉气“散乱污”问题企业 7109 家，超标排放的 62 个，未安装污染治理设施的 2349 个，治污设"} +{"pdf_name": "9298513_189.pdf", "language": "zh", "markdown": "
期末余额/本期发生额期初余额/上期发生额
流动资产
非流动资产
资产合计
流动负债
非流动负债
负债合计
少数股东权益
归属于母公司股东权益
按持股比例计算的净资产份额
调整事项
--商誉
--内部交易未实现利润
--其他
对联营企业权益投资的账面价值
存在公开报价的联营企业权益投资的公\n允价值
营业收入
净利润
终止经营的净利润
其他综合收益
综合收益总额
本年度收到的来自联营企业的股利
\n\n其他说明\n\n# （4）不重要的合营企业和联营企业的汇总财务信息\n\n单位：元\n\n
期末余额/本期发生额期初余额/上期发生额
合营企业：----
下列各项按持股比例计算的合计数----
联营企业：----
"} +{"pdf_name": "9298513_190.pdf", "language": "zh", "markdown": "
下列各项按持股比例计算的合计数----
\n\n其他说明\n\n# （5）合营企业或联营企业向本公司转移资金的能力存在重大限制的说明\n\n# （6）合营企业或联营企业发生的超额亏损\n\n单位：元\n\n
合营企业或联营企业名称累积未确认前期累计的损失本期未确认的损失（或本期\n分享的净利润）本期末累积未确认的损失
\n\n其他说明\n\n# （7）与合营企业投资相关的未确认承诺\n\n# （8）与合营企业或联营企业投资相关的或有负债\n\n# 4、重要的共同经营\n\n
共同经营名称主要经营地注册地业务性质持股比例/享有的份额
直接间接
\n\n在共同经营中的持股比例或享有的份额不同于表决权比例的说明：\n\n共同经营为单独主体的，分类为共同经营的依据：\n\n其他说明\n\n# 5、在未纳入合并财务报表范围的结构化主体中的权益\n\n未纳入合并财务报表范围的结构化主体的相关说明：\n\n# 6、其他\n\n# 十、与金融工具相关的风险\n\n本公司的主要金融工具，除衍生工具外，包括银行借款、货币资金等。这些金融工具的主要目的在于为本公司的运营融资。本公司具有多种因经营而直接产生的其他金融资产和负债，如应收账款和应付账款等。\n\n本公司的金融工具导致的主要风险是信用风险、流动性风险及市场风险。\n\n# （一）金融工具分类\n\n# 1.资产负债表日的各类金融资产的账面价值\n\n# （1）2021年12月31日\n\n
金融资产项目以摊余成本计量的\n金融资产以公允价值计量且其变动计\n入当期损益的金融资产以公允价值计量且其变动计入\n其他综合收益的金融资产合计
"} +{"pdf_name": "4060728_10.pdf", "language": "zh", "markdown": "4 万亿是我们今天所面临经济困难的一个非常重要的原因，其实我们当时投入的资源不只 4 万亿，总共加起来有 10 几万亿，财政提供了大概 1 万多亿，剩下来的全是银行贷款，这些银行贷款今天很多都变成了过剩产能，意味着企业无法回收他的投资，这就变成了银行的坏账，银行的坏账即使在统计数字上也在迅速上升。如果我们把真是的坏账拿出来，不知道是什么样子。\n\n# 三、投资下降突显消费比重，要刺激消费就得增加收入\n\n所以这种靠政府的财政政策和货币政策拉动需求，这种增长模式已经无法持续下去了，走到了尽头，此路不通，那怎么办？只好回归常识，转到供给侧，那有人讲说，投资需求现在不行了，因为到处都是过剩产能，没有企业敢投资，即使你给我贷款我也不敢投资，因为我投下去之后无法回收，我生产出来的产品市场上没有人要，银行贷款还不了。即使银行发贷款，即使央行印钞票也解决不了中国经济当前的问题，因为企业不敢投资了，产能全面过剩。于是有人就说投资不行咱们现在看消费吧，一大帮学者就跑出来讲，消费是有希望的，你看消费占 GDP 的比重正在不断的上升，当然投资不断的下跌，那当然消费的比重不断上升，这不是统计上的事，这不是明摆着的事吗？并不是说消费已经逐渐的增强，弥补投资下跌所带来的需求方面的损失，不是这个意思，仅仅是因为投资下降，所以消费比重显得突出了，完全是统计游戏，完全是统计数字的游戏，消费怎么可能无缘无故的就涨上来呢？\n\n又有人说投资需求不行，那现在咱们自己消费吧，消费需求很强，消费需求非常的充足，世界上最不差的就是消费需求，你要问我的消费需求，我的消费需求很强，我住 100 平米的房子我还想换成 200 平米，我需求强不强？我的住房需求很强，我开着丰田的车我想换成宝马，我这个消费需求也很强，消费需求强有什么用？我缺的是需求吗？我缺的是钞票，我兜里没钱，兜里没钱怎么消费？所以消费需求不足是一个伪命题，真正反映消费需求不足背后的原因是什么，是收入增长跟不上，提高收入怎么办？你要是想刺激消费你就要增加收入，怎么增加收入？\n\n# 四、通过减税、加工资增加老百姓收入希望不大\n\n问一下在座各位，有几种办法可以增加收入。第一，减税，我坚决拥护，我一直在呼��政府要减税，而且是全面减税，不是做样子的减税，在这边减了在那边又加上去，什么汽油税、房产税乱七八糟的税全加上去，真正全面的减税才能提高老百姓的可支配收入。但是大家想一想，现在你给政府提减税有可能吗，与虎谋皮，这个可能性概率接近 0。减税要是不行的话还有什么办法能够提高老百姓的收入呢？打土豪分田地的结果是要把土豪全吓跑，吓的所有企业都关门，造成大量的失业，收入根本就没有希望增加。增加老百姓的收入，然后增加消费需求，除了减税还有一个办法就是加工资。但是各位想一想，如果员工跟你提加工资，你什么心情？我相信你的心情就跟我们跟政府说的减税一样，那心情是一样的，只有在一个条件下你愿意给员工加工资，什么条件？员工的劳动生产率提高了，你愿意给他加工资。\n\n# 五、问题在供给侧，核心是提高企业的效率\n\n所以看上去是需求侧的问题，但归根结底是在供给侧。消费的需求不足，原因是收入跟不上，收入跟不上的原因是企业的效率无法提高。因此，你要刺激消费需求必须首先提高企业的效率，让企业有钱赚，让企业有钱发工资，要提高企业的劳动生产率，要提高企业的效率，在效率基础上才能加工资，加了工资才有消费能力。所以凯恩斯主义所讲"} +{"pdf_name": "4060728_11.pdf", "language": "zh", "markdown": "的经济增长速度上不去完全是因为需求不足，这是一个伪命题，这是由收入决定的，而收入是在供给侧决定的，供给侧效率不能提高，需求一句空话，只能靠央行印钞票。但是我问一下大家，央行印钞票能创造财富吗？如果他印钞票能创造财富要我们干什么，要我们每天辛苦做企业，要教授去教书干什么？我们坐在家里周小川行长辛苦一点，带着人民银行的同志多印点钞票就可以了，我们就可以平稳进入共产主义。央行印钞票一分钱的财富都不能创造。政府花钱能创造财富吗？政府的钱是从哪里来的？税收。税收是从哪里来的？是企业，是员工，是农民创造的财富。政府花钱只是财富的一种转移，而不能创造一分前的财富。\n\n过去我们对于经济增长的理解都错了，这个错误学界有一份责任，学界的责任是没有把凯恩斯主义经济学把它讲通、讲透，没有把凯恩斯主义经济学批判、批透，给大家造成的印象，经济增长不足是因为需求不行，哪里是需求的问题？经济增长动力不足主要的问题在供给侧，在企业的效率。所以现在中央提出要转向重视供给侧，我认为完全正确，只有把企业搞活，企业才有钱去投资，才有投资需求，只有把企业搞活政府才有税收，政府才能有钱花，只有把企业搞活，员工的工资才能提高，才有消费。所以转到供给侧核心是什么？核心就是搞活企业，核心就是提高企业的效率，这是我对供给侧政策的理解。当然中央提出来的这个口号，中央的理解跟我的理解是不是一致，我不大清楚，如果跟我的理解不一致的话，我觉得他们需要反省，这是我对供给侧的理解。\n\n# 六、市场行为风险自负，政府保护投资者权利但不需保障其收益\n\n搞活企业，我们就不得不提中国的企业群体中的绝对的大多数，就是中小企业。我们的中小企业从数量上来说，大概占全国企业的 90%以上，从创造的 GDP 来说，没有很准确的统计，但是最低限也是 GDP 的 50%以上，最重要的中小企业在国民经济当中所发挥的作用是就业，就业已经占到全国城乡就业 75%以上，所以要搞活企业必须要回答一个问题，就是作为企业主体的中小企业怎么办？当然大企业有大企业的问题，当前更为紧迫的是中小企业，中小企业各方面，现在说供给侧的政策，其实供给侧不需要太多的政策，供给侧最需要的就是一个政策，就是政府放开，政府少管点事，让企业能够在市场上放开膀子干，不要企业搞一点事情政府就冲过去说这个违规那个违法。包括互联网金融，我个人的态度是什么？我个人的态度凡是市场上出现的创新要放开手脚，让基层、企业、民间大胆的去尝试，邓小平的话，“资本市场可以开，可以试，有什么不可以试的，试的不好再关掉嘛。”我现在觉得我们的资本市场关掉其实也没有什么，挺好的，现在如果把资本市场关掉，可以使广大股民减少多少损失。但是你要让它试，在资本市场试的过程当中，最近推出的一些新的举措，其中有一项我支持，就是新三板，新三板不要审批制，随便谁愿意上就上，新三板骗子成群，我们都知道，良莠不齐，投资者自己去辨别，周瑜打黄盖，愿���愿挨。政府老被一顶帽子压住了，就是保护中小投资者的权利，被这一顶帽子压住以后到处要去管，但是管的过程中有一个概念上极大的误区，这个误区是什么？这话我们已经讲了十几年了，“就是保护中小投资者的权利，不等于保障中小投资者的收益”，这是两件完全不同的事。\n\n在市场上投资的收益和风险都要自负的，投资者有时候也不讲理，他参加一个什么网络公司，网络公司给他承诺 20%回报，过两天这个公司跑了，冤有头债有主，你找那个卷款的人，他找政府，跑到政府门口举一个大牌子要维权，维你什么权，我为什么要维你的权？市场上自由的交易行为凭什么你赚的时候不到政府门口举一个牌子说我赚了20%我要跟政府分享，你这叫无理取闹，政府和老百姓搅成一锅粥。我们国家的法律，"} +{"pdf_name": "3029441_4.pdf", "language": "zh", "markdown": "余额占比 2.6%，同比高 0.1 个百分点。我们认为信托数据稳中有增，业务结构多元且主动管理能力强的信托公司受影响较小，值得关注。\n\n金融科技方面，保监会副主席黄洪在由中国保险行业协会、深圳市前海深港现代服务业合作区管理局联合主办的“2017 中国寿险业十月前海峰会”上表示，众安上市估值破千亿展示了保险科技未来的发展潜力。黄洪就此指出，保险企业要主动运用信息科技，推动保险产品、服务、经营、管理等改革创新，要从资金、人才、组织架构等方面，加大对科技创新的投入，增强行业创新变革能力。本周召开的云栖大会，金融科技风潮继续，“达摩院”的研究方向定位于基础科学和颠覆式创新，首批公布的研究领域包括：量子计算、机器学习、基础算法、网络安全、视觉计算、自然语言处理、人机自然交互、芯片技术、传感器技术、嵌入式系统等，涵盖机器智能、智联网、金融科技等多个产业领域。作为最高学术咨询机构，学术委员会具有的前沿学术思维与阿里巴巴的人才、技术、数据、平台有机结合，将为科技进步和人类未来生活带来极大的想象力。\n\n# 1.2 重点投资组合\n\n# 1.2.1 保险板块\n\n重点推荐中国平安（平安中期业绩发布会表示近 10 年来，平安每年拿出数十亿元的科研资金，投入金融科技、医疗健康科技，通过人工智能等科技创新变革传统金融业务模式、服务模式；平安未来的策略，是从原来资本驱动向资本加科技双轮驱动转型；实现科技改变金融生态，打造大金融资产与大健康产业，深度耕耘金融、医疗、汽车、房地产等四大生态圈，上半年业绩靓丽，公司表示希望能更进一步改变或提升平安原有的传统估值模式，不仅仅把平安当成一个金融公司或保险公司进行估值）、新华保险（战略转型持续推进，2017 年经营会议指出公司预计在 2017 年完成转型，初步测算上半年保费增速为-13.79%，预计今年四季度累计保费增速将企稳回升，迎来根本性好转）、中国太保（保费增速创出近七年新高，新单价值超预期增长，前 8 月保费数据继续向好）；建议关注西水股份（明天系控股天安财险，A 股纯财险标的，前 8 月保费收入总体稳步增长）、天茂集团（控股国华人寿，前 9 月累计实现保费 403.31 亿元，同比增加 82.06%）。\n\n# 1.2.2 券商板块\n\n1）业绩优良稳健、营收结构多元化、均衡化的龙头券商：重点推荐华泰证券（260 亿元定增持续推进，IPO 等多项业务市场领先；前 8 月初步统计口径业绩靓丽，合计营收同比增长 22.23%、净利润增长 53.08%，进一步夯实龙头券商地位 ），国泰君安（经纪业务提升显著，综合性多元化大券商，业绩靓丽），东方证券（强化投资资管优势，积极补足经纪、投行业务短板，9 月营收数据及三季度初步合并口径数据持续靓丽），广发证券（上半年业绩突出，财富管理业务引领公司发展，交易与机构业务实现高增长），海通证券（集团化、综合化、国际化战略领先，市场上为数不多子公司营收超越母公司的标的，前 8月初步披露营收数据同比呈现正增长，近期需密切关注乐视 4.1 亿元违约事件进展）。2）创新+转型发展的中小型券商：长江证券（股权结构优化，IvaTarGO 引领券商智能投顾业务，混合所有制改革初见成效，上半年营收同比增长 7.30%，主要系投行、资管同比大增近 21%、30%，前 8 月初步统计营收数据总体平稳），兴业证券（欣泰事件影响逐渐出清，员工持股助力公司转型发展，上半年业绩靓丽，8 月初步统计环比数据向好，前 8 月初步统计营收数据总体平稳），国元证券（公司上半年信用自营业务表现亮眼��定增获批打开增长空间，前 8 月初步统计数据继续向好），东方财富证券（互联网券商战略持续推进，"} +{"pdf_name": "3029441_5.pdf", "language": "zh", "markdown": "业务逆市起航）。3）次新股类弹性标的：浙商证券（首发提升公司资本实力，浙江沃土孕育公司成长新希望），第一创业（9月营收数据靓丽，营收、净利润环比增速分别为72.49%、219.39 %），华安证券（9 月营收数据靓丽，营收、净利润的环比增速分别为 58.38% 、69.50%）；风险偏好高的投资者可关注与配置。\n\n# 1.2.3 多元金融板块\n\n重点关注新力金融（公司推进限制性股票激励计划，新一届管理层为公司发展打开想象空间）、中航资本（拓展租赁市场，业务规模高速增长）、中油资本（央企金控产融结合，三季度业绩预增，归属于上市公司股东的净利润 47.46-52.46 亿元）、经纬纺机（2017 年三季度业绩预告，预计 2017 年 1-9 月份实现归属于上市公司股东的净利润比上年同期增长 88.28%-97.69%）；建议关注陕国投 A（信托资产规模破 3000 亿，投资收益大幅改善）、安信信托（2017 年三季报实现营业收入 41.97 亿元，同比增长 19.40%；净利润为 28.25亿元，同比增长 22.2708%）、五矿资本（拥有优质大集团，剥离非金融资产，2017 年三季度业绩预告，预计公司 2017 年 1-9 月净利润为 21.10 亿元，上年同期为 9725.04 万元，同比增长 57.07%）、渤海金控（海外并购加快，打造租赁为主多元金控）。\n\n# 2. 市场回顾\n\n本周沪深 300 指数 3921.00（2.20%），保险指数（中信）1,934.23（-0.22%）；上市险企方面：中国平安 54.16 元（0.22%），新华保险 56.67 元（-2.21%），中国太保 36.93 元（-0.49%），中国人寿27.74元（-1.42%），中国太平20.90港元（-6.90%），友邦保险57.60港元（-3.84%），中国人保 3.49 港元（0.00%），中国财险 13.78 港元（-1.15%），保诚 186.50 港元（-0.27%）。\n\n券商指数 8718.42（-0.77%），有 14 家下跌，其中下跌最多的依次为招商证券（600999），下跌 1.13 元（-5.28%）；华泰证券（601688），下跌 1.13 元（-4.99%）；中国银河（601881），下跌 0.65 元（-4.16%）；浙商证券（601878）下跌 0.61 元（-2.86%）；其余有 15 家上涨，其中上涨最多的依次为第一创业（002797），上涨 0.41 元（3.23%）；西部证券（002673），上涨 0.50 元(3.21%)；国信证券（002736），上涨 0.18 元（1.31%）；申万宏源（000166），上涨 0.07 元（1.20%）；中原证券（601375），上涨 0.10 元（1.08%）。\n\n多元金融指数 8819.70（-0.44%），有 3 家下跌，其中下跌最多的依次为五矿资本（600390），下跌 0.72 元（-5.21%）；易见股份（600093），下跌 0.28 元（-2.31%）；中油资本（000617），下跌 0.14 元（-0.83%）；其余 12 家上涨，其中上涨最多的依次为绿庭投资（600695），上涨 0.65 元（7.68%）；安信信托（600816），上涨 0.74 元（5.85%）；经纬纺机（000666），上涨 0.90 元（4.43%）；越秀金控（000987），上涨 0.42 元（3.66%）。\n\n图 1：非银指数走势 成交金额单位：百万元"} +{"pdf_name": "11658808_5.pdf", "language": "zh", "markdown": "# 致投資者的重要提示\n\n招股章程由本公司僅就股份發售及發售股份而刊發，並不構成出售要約或招攬購買發售股份以外任何證券的要約。招股章程不可用作亦不會構成在任何其他司法權區或於任何其他情況下的出售要約或招攬購買要約。本公司並無採取任何行動以獲准公開發售發售股份或派發招股章程。在其他司法權區提呈發售及出售發售股份須受限制，且除非根據有關司法權區的適用證券法向相關證券監管機關進行登記或獲其授權或獲得豁免所准許，否則不得進行上述事宜。 閣下應僅依賴招股章程及申請表格所載資料作出投資決定。本公司、保薦人、聯席全球協調人、聯席牽頭經辦人、聯席賬簿管理人、共同牽頭經辦人及包銷商並無授權任何人士向 閣下提供有別於招股章程所載內容的資料。 閣下不應將招股章程並無載述的任何資料或聲明視為已獲我們、保薦人、聯席全球協調人、聯席牽頭經辦人、聯席賬簿管理人、共同牽頭經辦人、包銷商、彼等各自的任何董事、高級職員或代表或參與股份發售的任何其他人士或各方授權而加以依賴。本公司網站semhld.com所載資料並不構成招股章程的一部分。\n\n
頁次
預期時間表 ............................................................i
目錄 ..................................................................iv
概要 ..................................................................1
釋義 ..................................................................11
技術詞彙 ..............................................................23
前瞻性陳述 ............................................................24
風險因素 ..............................................................26
豁免嚴格遵守上市規則及豁免嚴格遵守公司（清盤及雜項條文）條例 ...............43
有關本招股章程及股份發售的資料 ..........................................46
董事及參與股份發售的各方 ...............................................51
公司資料 ..............................................................57
"} +{"pdf_name": "11658808_6.pdf", "language": "zh", "markdown": "
頁次
行業概覽 ..............................................................59
監管概覽...............................................................76
歷史、重組及集團架構 ...................................................85
業務 ..................................................................95
與控股股東的關係 .......................................................187
董事、高級管理層及員工 .................................................195
股本 ..................................................................216
主要股東 ..............................................................220
財務資料 ..............................................................221
未來計劃及所得款項用途 .................................................270
包銷 ..................................................................297
股份發售的架構及條件 ...................................................308
如何申請公開發售股份 ...................................................317
附錄一 — 會計師報告 .................................................I-1
附錄二 — 未經審核備考財務資料 ........................................II-1
附錄三 — 溢利估計 ...................................................III-1
附錄四 — 本公司組織章程及開曼群島公司法概要 ...........................IV-1
附錄五 — 法定及一般資料 .............................................V-1
附錄六 — 送呈香港公司註冊處處長及備查文件 .............................VI-1
"} +{"pdf_name": "20796638_25.pdf", "language": "zh", "markdown": "# 4. 卡位户外 LED 控制驱动高端市场，新产线品质效率全面升级\n\n# 4.1. 智能照明整体保持稳定增长，推动控制驱动系统需求提升\n\n智能照明市场稳定增长，LED 优势明渐成主流。智能照明是指通过计算机智能化信息处理技术、互联网\\物联网技术和电子电器技术，实现对照明设备的智能化控制。随着 LED 技术进步、价格持续下降以及 LED 照明灯具整体设计趋向成熟，智能照明领域最主要的应用光源。根据前瞻产业研究院统计，2016 年全球智能照明市场规模约 90 亿美元，到 2020 年有望达到 240 亿美元，年均复合增速有望达到 25%以上。根据 Trend Force 的研究，2015 年全球LED 照明市场容量 274 亿美元，2018 年将达 351 亿美元，预计 LED 照明市场规模有望保持 15%增速，到 2020 年市场规模有望突破 460 亿美元。\n\n图 59：全球智能照明市场规模及增长趋势（亿美元）\n\n资料来源：Trend Force，安信证券研究中心\n\n图 60：全球 LED 照明市场规模（亿美元\n\n资料来源：Trend Force，安信证券研究中心\n\n欧洲、北美、日本、中国是 LED 照明市场的增长主要动力。2015 年这四个国家和地区的市场容量近 200 亿美元，约占全球市场近 70%，而且 LED 照明对传统照明有较高的替代效应。2015-2017 年，欧洲 LED 照明在整个照明市场中所占的比例将从 31%提高到 39%，北美将从 32%提高到 42%，日本将从 67%提高到 73%，中国将从 30%提高到 40%。\n\n图 61：主要 LED 智能照明市场（亿美元）\n\n资料来源：Trend Force，安信证券研究中心\n\n图 62：主要市场 LED 智能照明发展规划\n\n资料来源：Trend Force，安信证券研究中心\n\nLED 控制与驱动市场受益 LED 照明行业的快速增长和智能化程度的不断提高。LED 控制与驱动产品是实现智能照明���关键部件。目前，LED 智能照明主要通过两种技术方案实现：1）基本型驱动，直接采用可编程电源控制和驱动 LED 光源；2）系统驱动，由集中控制器通过总线对电源进行控制，构成 LED 智能照明控制与驱动系统。系统方案是未来 LED 智能照明在中高端市场的技术发展方向。伴随各国政府大力推进智慧城市的建设、各主要厂商也积极推动智慧楼宇和智慧家居的市场发展，作为智慧城市、智慧楼宇和智慧家居的重要组成部分，智能照明领域将迎来前所未有的重大发展机遇。根据中国电子元器件网数据，2015 年全球"} +{"pdf_name": "20796638_26.pdf", "language": "zh", "markdown": "LED 驱动与控制市场规模达到了 35.5 亿美元，预计到 2020 年全球 LED 驱动与控制市场规模将达到 60 亿美元。\n\nLED 驱动国内厂商占据 65%市场，基本型 LED 驱动器竞争渐激烈。中国是全球 LED 驱动器制造大国，2015 年产值 达 24.5 亿美元，约占全球市场的近 69%。然而，我们主要是集中在中低端市场领域。在智能照明领域，国外跨国公司市场、技术优势明显；LED 控制与驱动中高端市场主要是明纬、飞利浦、Harvard Engineering 等国际品牌。\n\n# 4.2. 公司已进入欧美高端智能照明驱动控制市场\n\n公司已掌握智能照明控制与驱动技术，并形成整体解决方案。LED 智能照明控制与驱动系统由监控单元、控制单元和驱动单元三部分组成，各单元之间通过通讯协议联系。公司专注于提供基于现场总线控制的参数众多、逻辑复杂的 LED 智能照明管理自动化解决方案，致力于成为中国 LED 智能照明控制与驱动及其整体解决方案的领航企业。公司的 LED 智能照明控制与驱动系统可以实现单灯检测、单灯控制、组播、广播、巡检、日志记录、自动报警、权限管理等功能，在景观照明、智能楼宇照明和智能工业照明领域成功实践了多项案例，如日本东京银座歌舞伎座的 LED 灯光改造工程等。\n\n图 63：公司 LED 智能照明控制与驱动系统\n\n资料来源：招股说明书，安信证券研究中心\n\n公司智能照明控制与驱动及整体解决方案行业领先。公司将拥有的步进电机驱动系统现场总线技术和系统集成技术嫁接到 LED 控制和驱动技术领域，开发出独具特色的 LED 控制与驱动产品，已成为 LED 智能照明控制领域系统级产品提供商。公司正在研发性能指标具有行业领先优势的第二代 LED 智能驱动器，并推进公司智能照明控制与驱动在汽车车灯、医疗照明、工厂自动化领域 CCD 精准照明等领域的深度应用。公司 LED 控制与驱动产品已呈规模化发展趋势，2016 年公司 LED 控制和驱动产品销量约 278 万只，实现销售收入 1.8 亿元，同比增长 76.59%；销售收入占比上升到 13.07%。\n\n图 64：公司 LED 控制与驱动业务经营情况（万元）\n\n图 65：公司 LED 控制与驱动产品销售情况（万只）"} +{"pdf_name": "4065581_59.pdf", "language": "zh", "markdown": "组合中，按账龄分析法计提坏账准备的其他应收款：\n\n
账龄期末余额
其他应收款坏账准备计提比例（%）
1 年以内2,001,394.23100,069.705.00
1 至 2 年419,778.0041,977.8010.00
2 至 3 年501,426.77150,428.0330.00
3 至 4 年189,417.8075,767.1240.00
合计3,112,016.80368,242.65
\n\n# 2、 本期计提、转回或收回的坏账准备情况\n\n本期计提坏账准备金额 98,185.65 元。\n\n# 3、 其他应收款按款项性质分类情况\n\n
款项性质期末账面余额年初账面余额
保证金、押金1,091,644.572,097,711.09
其他垫付款项1,382,822.05321,178.75
往来款525,550.18527,813.57
应收补贴款112,000.00507,400.00
合计3,112,016.806,454,103.41
\n\n# 4、 按欠款方归集的期末余额前五名的其他应收款情况\n\n
单位名称款项性质期末余额账龄占其他应收\n款期末余额\n合计数的比\n例(%)坏账准备期\n末余额
大连银泰企业\n服务中心押金、保\n证金600,000.001-2 年 200,000.00\n元；2-3 年\n400,000.00 元。19.00140,000.00
中国信用保险\n有限公司辽宁\n分公司其他垫付\n款项300,000.001 年以内10.0015,000.00
武汉威瑞玛机\n械制造有限公\n司其他垫付\n款项251,750.001 年以内8.0012,587.50
本溪财政局应收补贴\n款112,000.001 年以内4.005,600.00
本溪市明山区\n小红钢材经销\n处其他垫付\n款项111,709.001 年以内4.005,585.45
合计1,375,459.0045.00178,772.95
\n\n# (五) 存货\n\n# 1、 存货分类\n\n
项目期末余额年初余额
账面余额跌\n价\n准\n备账面价值账面余额跌价准备账面价值
"} +{"pdf_name": "4065581_60.pdf", "language": "zh", "markdown": "
项目期末余额年初余额
跌\n价账面余额 准\n备账面价值账面余额跌价准备账面价值
原材料22,485,390.6522,485,390.657,636,631.647,636,631.64
周转材料2,503,638.662,503,638.662,076,112.062,076,112.06
委托加工物资0.0027,000.0027,000.00
在产品1,697,593.871,697,593.872,214,534.302,214,534.30
库存商品34,781,151.9834,781,151.9850,704,471.26110,829.9050,593,641.36
辅料206,243.81206,243.81240,901.83240,901.83
合计61,674,018.9761,674,018.9762,899,651.09110,829.9062,788,821.19
\n\n# 2、 存货跌价准备（冲回）\n\n
项目年初余额本期增加金额本期减少金额期末余额
计提其他转回或转销其他
库存商品110,829.90110,829.90
合计110,829.90110,829.90
\n\n# 3、 他说明\n\n存货抵押情况详见本附注“五、（三十五）所有权或使用权受到限制的资产”、“七、（四）关联方交易情况、2 关联担保"} +{"pdf_name": "20793881_53.pdf", "language": "zh", "markdown": "联席总裁兼董事总经理及发行人内其他公司之董事。钱先生于 2009 年加入发行人，领导团队完成了对法国 Club Med、希腊 Folli Follie、中国亚特兰蒂斯、台湾维格、马来西亚食之密、中国国旅、西班牙 Osborne 及英国 Thomas Cook 等一系列投资。钱先生曾担任过上海财经大学讲师、德国麦德龙集团高级经理、欧倍德集团副总裁、北京物美商业集团股份有限公司副总经理及海王星辰首席执行官兼董事。钱先生具有超过 20 年国内外零售和投资行业经验。钱先生于 1983 年毕业于山东大学取得经济学学士学位，并于 1992 年取得德国埃森大学国民经济学硕士学位。\n\n# （4）唐斌\n\n唐斌，发行人副总经理。唐先生亦为复星创富董事长、钢铁及智能装备集团董事长、中国动力基金（CMF）联席董事长兼总裁、能源集团董事长。唐先生于 2003 年加入发行人，并专注于投资业务的开展，主导了一系列著名的投资。加入本公司前，唐先生曾先后任职江西省经贸委人事处办公室主任科员及江西省九江县人民政府副县长。唐斌先生于 1995 年获得南昌大学国民经济管理专业学士学位，于 2001 年获得江西财经大学 MBA 学位，并于 2013 年获得中欧国际工商学院 EMBA 学位。\n\n# （5）张厚林\n\n张厚林，发行人副总经理。张先生亦为复星财务公司董事长及发行人内其他公司之董事。张先生于 2000 年加入发行人，在发行人全面负责集团整体的融资管理，包括资金战略规划及资金风险控制。张先生自 1993 年 12 月至 2000 年 10月，就职于中国农业银行上海外高桥支行。张先生于 1991 年获得复旦大学历史学士学位并于 1998 年获得复旦大学工商管理硕士学位。\n\n# （三）兼职情况\n\n公司董事和高级管理人员在其他企业主要兼职情况如下3：\n\n
姓名本公司职\n务任职企业担任职务
陈启宇法定代表\n人、董事上海复星医药（集团）股份有限公司董事长、执行董事
国药控股股份���限公司副董事长、非执行董事
\n\n---\n\n3 上述仅列示发行人董事、高级管理人员在其他企业的重要兼职情况"} +{"pdf_name": "20793881_54.pdf", "language": "zh", "markdown": "
姓名本公司职\n务任职企业担任职务
长浙江迪安诊断技术股份有限公司董事
北京三元食品股份有限公司董事
佛山市禅城区中心医院有限公司董事
徐晓亮董事、总\n经理复星国际有限公司执行董事兼联席总裁
上海证大外滩国际金融服务中心置业有\n限公司董事
上海豫园旅游商城股份有限公司法定代表人、董事长
王灿董事、副\n总经理、\n首席财务\n官南京南钢钢铁联合有限公司监事
复星国际有限公司执行董事、高级副总裁兼首\n席财务官
上海复星医药（集团）股份有限公司非执行董事
康岚董事、副\n总经理复星国际有限公司执行董事、高级副总裁、首\n席人力资源官（CHO）
Fosun Management (Portugal), Lda.董事
Fidelidade - Companhia de Seguros, S.A.董事
鼎睿再保险有限公司董事
上海复星医药（集团）股份有限公司非执行董事
永安财产保险股份有限公司董事
复星保德信人寿保险有限公司董事
龚平董事、副\n总经理复星国际有限公司执行董事，高级副总裁
上海豫园旅游商城股份有限公司副董事长
上海证大房地产有限公司非执行董事
李海峰副总经理掌星宝（上海）网络科技有限公司董事会成员
上海复星创富投资管理股份有限公司监事会成员
潘东辉副总经理上海钢联电子商务股份有限公司董事会成员
上海复娱文化传播股份有限公司董事长、法定代表人
钱建农副总经理海南亚特兰蒂斯商旅发展有限公司董事长、法定代表人
上海复星旅游管理有限公司执行董事、法定代表人
唐斌副总经理上海复星创富投资管理股份有限公司董事长、法定代表人
南京南钢钢铁联合有限公司董事会成员
张厚林副总经理上海策源置业顾问股份有限公司董事会成员
上海复星高科技集团财务有限公司董事长、法定代表人
\n\n# 五、发行人股东情况\n\n截至 2017 年 9 月 30 日，发行人股东持股情况如下："} +{"pdf_name": "20794987_294.pdf", "language": "zh", "markdown": "認為，鑒於本集團根據合約安排處於與關連交易規則相關的特殊情況，倘合約安排項下擬進行的所有交易均嚴格遵守上市規則第14A章的規定，包括（其中包括）公告及獨立股東的批准，將會對本公司造成過於繁重的負擔且難以切實執行，並將為本公司增添不必要的行政成本。\n\n# 豁免申請\n\n# 物業租賃協議、實驗室檢測服務框架協議以及試劑、耗材及設備採購框架協議\n\n根據上市規則第14A.76(2)條，(i)物業租賃協議及實驗室檢測服務框架協議項下的交易將構成持續關連交易，須遵守上市規則第14A章項下的申報、年度審閱及公告規定，惟須豁免遵守通函及獨立股東批准規定；及(ii)試劑、耗材及設備採購框架協議項下的交易將構成持續關連交易，須遵守上市規則第14A章項下的申報、年度審閱、公告及獨立股東批准的規定。\n\n由於上述非豁免持續關連交易預期將繼續按經常性及持續基準進行，董事認為遵守上述公告及╱或獨立股東批准的規定屬不切實際，將為我們帶來不必要的行政成本，並將對我們造成過於繁重的負擔。\n\n因此，根據上市規則第14A.105條，我們已向聯交所申請而聯交所已批准我們，就上述非豁免持續關連交易豁免遵守公告及獨立股東批准的規定。此外，我們確認將遵守上市規則���關非豁免持續關連交易的規定。\n\n倘上市規則日後有任何修訂，存在對本招股章程所述持續關連交易實施較截至最後實際可行日期所適用者更為嚴格的規定，則本公司將在合理時間內立即採取措施，確保遵守該等新規定。\n\n# 合約安排\n\n就合約安排而言，我們已向聯交所申請，而聯交所已批准我們於股份在聯交所上市期間(i)根據上市規則第14A.105條規定就合約安排項下擬進行交易豁免嚴格遵守上市規則第14A章項下公告、通函及獨立股東批准的規定；(ii)豁免嚴格遵守上市規則第"} +{"pdf_name": "20794987_295.pdf", "language": "zh", "markdown": "14A.53條就合約安排項下交易設定年度上限的規定；及(iii)豁免嚴格遵守上市規則第14A.52條有關合約安排年期限定為三年或以內的規定，惟須符合以下條件：\n\n# (a) 未經獨立非執行董事批准，不得作出變動\n\n未經獨立非執行董事批准，不得對構成合約安排的任何協議的條款作出變動。\n\n# (b) 未經獨立股東批准，不得作出變動\n\n除下文(d)段所述者外，未經獨立股東批准，不得對構成合約安排的任何協議的條款作出變動。任何變動一經取得獨立股東批准，根據上市規則第14A章即毋須另行發出公告或取得獨立股東的批准，除非及直至有進一步變動計劃。然而，本公司年報中有關合約安排的定期報告規定（如下文(c)段所載）將繼續適用。\n\n# (c) 經濟利益靈活性\n\n合約安排將繼續使本集團能夠透過以下方式獲得綜合聯屬實體帶來的經濟利益：(i)本集團（倘若及當適用中國法律允許）收購綜合聯屬實體的股權及╱或資產的潛在權利；(ii)將綜合聯屬實體所產生的淨利潤（經扣除相關各財政年度的必要成本、開支、稅項及其他法定供款後）絕大部分轉歸我們所有的業務架構，以致毋須就根據獨家業務合作協議應付予雲康科技的服務費金額設定年度上限；及(iii)我們對綜合聯屬實體管理營運的控制權，以及對其全部表決權的實際控制權。\n\n# (d) 重續及複製\n\n基於合約安排為本公司及其直接控股附屬公司與綜合聯屬實體之間的關係提供可接受框架的前提下，可於現有安排屆滿時或就本集團認為可提供業務便利時可能有意成立且從事與本集團相同業務的任何現有或新外商獨資企業或營運公司（包括分公司），可能按照與本招股章程「合約安排」一節所述的大致相同的條款及條件重續及╱或複製該框架，而無須取得股東批准。然而，本集團認為可提供業務便利時可能成立"} +{"pdf_name": "3458008_15.pdf", "language": "zh", "markdown": "截至 2014 年 6 末，该公司实际可处置土地包括南京南站 1660 亩、仙林站 360 亩以及其他收储地块 2980 亩，共计 5000 亩，土储中心土地上市计划集中于 2013-2018 年。根据规划，2014-2018 年土储中心将分阶段出让土地约 2451 亩，预计可实现土地出让金约 245.10 亿元，相关土地出让金扣除刚性规费后将纳入铁路专项资金，该专项资金将为偿还公司刚性债务提供有力支撑。截至 2014 年 6 月末，公司已通过土储中心处置 13 个地块，共计 868 亩，成交金额合计 89.36 亿元，公司可从铁路专项资金中取得 62.55 亿元，已实际获得资金 48.32 亿元。\n\n图表 5. 2014-2018 年土储中心土地计划出让明细（单位：亿元，亩）\n\n
年度出让土地土地出让金土地出让金预计收益
2014 年45745.7031.99
2015 年50050.0035.00
2016 年46846.8032.76
2017 年47747.7033.39
2018 年54954.9038.43
合计2451245.10171.57
\n\n资料来源：南京铁投\n\n# 2．油品销售业务\n\n成品油销售业务为该公司营业收入的主要来源，该业务主要由南京交通产业下属子公司南京交通石油发展有限公司（以下简称“南京交通石油”）负责经营。南京交通石油于 2009 年由南京交通产业与中国石油化工股份有限公司投资设立，双方出资额均为 0.15 亿元，由南京交通产业合并财务报表。\n\n南京交通石油于 2010 年 6 月 30 日正式对外营运。截至 2014 年 6月末，南京交通石油以租赁方式取得了南京交通下属位于南京市市属高速公路、南京长江第四大桥、南京南站等片区的 10 座加油站，用于销售成品油。从近三年看，油品销售业务收入与盈利水平均呈增长趋势，2011-2013 年及 2014 年 1-6 月，该业务收入分别为 6.58 亿元、9.83 亿元、13.03 亿元和 5.99 亿元，2013 年公司油品销售��入较上年增长 32.55%，主要系当年新租赁了南京长江第四大桥服务区的两座加油站，且其他加油站的销售量也有一定幅度的增长。同期油品销售毛利率分别为4.31%、4.29%、5.91%和 5.51%，2013 年公司增加了中石化之外的油品供应商，公司向这些油品供应商采购时议价能力较强，使得购销差价有所扩大，毛利率有所上升。\n\n总体看，该公司以南京交通的支持作为依托，保持了南京市市属高"} +{"pdf_name": "3458008_16.pdf", "language": "zh", "markdown": "速公路、南京长江第四大桥、南京南站等片区成品油供应的主导地位，业务运营情况较好，销售量与销售收入呈稳步增长态势。\n\n图表 6. 2011 年以来公司油品销售业务情况（单位：万吨，亿元，%）\n\n
项目2011 年2012 年2013 年2014 年 1-6 月
成品油销售量8.2612.7216.737.52
销售收入6.589.8313.035.99
毛利率4.314.295.915.51
\n\n资料来源：南京铁投\n\n# 3．其他业务\n\n该公司其他业务板块包括房屋租赁、建材销售、物业和餐饮服务、广告牌租赁、停车场运营等多元化经营业务，由公司本部及其下属子公司南京交通产业、铁投资产和铁投投资负责经营管理。2011-2013 年及2014 年 1-6 月，其他业务收入分别为 0.38 亿元、0.63 亿元、0.61 亿元和 0.28 亿元；同期毛利率分别为 48.81%、47.21%、49.18%和 64.29%，处于较高水平。\n\n图表 7. 2011 年以来公司其他业务收入构成情况（单位：亿元）\n\n
项目2011 年2012 年2013 年2014 年 1-6 月
餐饮服务0.040.060.050.06
百货商品销售0.050.080.04--
租赁0.150.250.220.09
服务收入0.140.230.300.07
其他0.010.010.000.08
合计0.380.630.610.28
\n\n资料来源：南京铁投\n\n作为投资建设南京南站综合环境整治工程项目的主体，该公司取得了南京南站片区商业配套的开发和运营权。该片区整治和建设完成后将形成 30 万平方米以上的商业空间，主要业态为停车场、商铺、写字楼、餐饮、休闲娱乐和服务业等，公司负责该片区的地下商铺出租、停车场运营、广告位等特许经营权出租等。目前，该商业空间的停车场已投入运营，地下商业西区已投入试运营，东区正在进行商业策划，南京南站北广场正在招商。其中，停车场于 2011 年投入使用，该停车场机动车停车位超过 2000 个，截至 2014 年 6 月末，已有 1200 个停车位投入使用。根据宁价费（2011）312 号文件，南京南站停车场机动车收费标准为：每辆车每半小时 3 元；超过 3 小时不足 12 小时的每次每辆 20 元；超过 12 小时不足 24 小时的每次每辆 30 元。2013 年及 2014 年 1-6 月，停车场产生的收入分别为 1193 万元和 691.64 万元。后续随着南京南站经营线路的陆续通车，人流、物流规模的增大，以及周边配套的不断完"} +{"pdf_name": "11701638_4.pdf", "language": "zh", "markdown": "# 1. 公司介绍和投资逻辑\n\n兴发集团是磷矿石开采和农药国内草甘膦龙头。磷矿石是磷化工行业的起点，是所有下游磷化工产品的最初原料。公司拥有丰富的磷矿资源，截至目前，公司磷矿石储量达 2.67 亿吨，另在探矿阶段的储量约 1.93 亿吨，设计年开采能力 655 万吨。公司拥有水电站 29 座，总装机容量达到 16.77 万千瓦， 丰富的水电资源为能够为化工生产提供成本低廉、供应稳定的电力。公司主要投资逻辑如下：\n\n1、 随着环保和供给侧改革的逐步推进以及磷矿石被国务院批复为成为战略性矿产，国家对磷矿石开采管制将可能是长期的。根据百川资讯跟踪数据，磷矿石价格在长时间沉寂后，于十月底和十一月中，价格两次上调，价格从 310 元/吨上涨到 350 元/吨。价格上调的主要原因在于四川地区因环保问题停产减量较多，且至今产量还未完全恢复。湖北地区因为安全测评，自 10 月 15 日开始部分企业停产，据了解，年底将近，企业今年开工计划将无限延期。除此之外，磷矿石湖北地区明年将减少 500 万吨的产量，磷矿石或将在 2018 年供应紧张将成为常态。\n\n2、 磷肥需求的稳定增长支撑磷矿石的需求。磷矿石的最大终端需求是生产磷肥，根据联合国粮农组织预测，到 2020 年���磷肥需求年增长率 2.19%，磷肥的增长支撑磷矿石的需求。国内受益于化肥肥出口关税的调整，磷酸一铵和磷酸二铵出口关税从 100 元/吨调整到 0 关税，磷肥出口快速上升。中国占全球贸易量 40%以上，且有逐步扩大的趋势。2017 年 1-10 月中国磷酸一铵出口数量在 241.2 万吨，和去年同期的 160.9万吨相比，增长 49.9%，预计 2017 年中国磷酸一铵出口将会突破 260 万吨。中国磷酸二铵出口量 544.9 万吨，与去年同期 500.6 万吨相比，增加 8.85%，预计 2017 年中国磷酸二铵出口量将会在 730 万吨左右。\n\n3、 2020 年前，全球磷肥增量预计在 400 万吨左右，约占全球总产能的 5%，每年供给增量约 1.2%，根据联合国粮农组织预测，磷肥需求年增长率 2.19%，全球磷肥供给基本面将逐步向好，全球磷肥产能释放大周期结束成为未来驱动磷肥价格上涨的主要因素。\n\n4、 随着环保进一步升级，草甘膦开工率受限，公司拟并购内蒙古腾龙进一步巩固龙头地位。随着草甘膦通过欧盟安全评估以及百草枯退出，草甘膦在未来几年有望持续维持高景气。供给侧的逐步加码导致小厂难以复产，未来几年无新增产能，龙头将在本轮环保中收益。公司实现甘氨酸原料的自给自足，具有明显的成本优势，2017 年 9 月公司公告拟收购内蒙古腾龙，并购后草甘膦总产能将扩至 18 万吨/年，权益产能将扩增至 12.25 万吨/年，进一步扩大市场份额，巩固龙头地位。\n\n# 2. 公司产能及营收\n\n兴发集团是国内少数几家拥有“矿电化一体” 产业链的磷化工行业龙头企业，目前主要从事磷矿石的开采及销售，磷酸盐、磷肥、草甘膦、有机硅等化工产品的生产和销售。\n\n磷矿石是磷化工行业的起点，是所有下游磷化工产品的最初原料。公司拥有丰富的磷矿资源，截至目前，公司磷矿石储量达 2.67 亿吨，另在探矿阶段的储量约 1.93 亿吨，"} +{"pdf_name": "11701638_5.pdf", "language": "zh", "markdown": "设计年开采能力 655 万吨。公司拥有水电站 29 座，总装机容量达到 16.77 万千瓦，丰富的水电资源为能够为化工生产提供成本低廉、供应稳定的电力。\n\n# 图 1：公司磷产业链\n\n资料来源：公司公告，长城证券研究所\n\n公司营业收入经过 2014 年和 2015 年个位数的增长后，2016 年重回两位数增长，2016年营业收入 145.4 亿元，同比增 17.34%，2017 年前三季度营业收入 119.07 亿元，同比增 12.16%；公司归母净利润 2015 年大幅下降后，2016 年开始回升，2016 年归母净利润 1.02 亿元，同比增 32.02%，2017 年公司盈利大幅提升，前三季度归母净利润2.42 亿元，同比增 208.36%。\n\n# 图 2：营业收入及同比\n\n资料来源：Wind，长城证券研究所\n\n图 3：归母净利润及同比\n\n资料来源：Wind，长城证券研究所\n\n公司主营收入中扣除贸易收入，排名分别是磷矿石、黄磷和下游产品及其他、草甘膦及甘氨酸等、肥料和氯碱及有机硅等，占比分别为35.03%、19.60%、13.57%和12.38%，由此可见磷矿石价格变化对其业绩影响最大，农药次之。"} +{"pdf_name": "9262053_135.pdf", "language": "zh", "markdown": "下表載列於2018年6月30日的固定年期的相關物業管理服務合同的屆滿時間表。\n\n
合同數目 百分比
由餘下佳兆業集團開發的物業(1)
一年或以下. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2630.2%
超過一年至兩年 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .55.8%
超過兩年至三年 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .22.3%
超過三年. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .33.5%
無固定年期. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5058.2%
總 計 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .86100.0%
由獨立第三方開發商開發的物業
一年或以下. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1334.2%
超過一年至兩年 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .821.1%
超過兩年至三年 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .718.4%
超過三年. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .37.9%
無固定年期. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .718.4%
總 計 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .38100.0%
\n\n附註：\n\n(1) 指由餘下佳兆業集團股的附屬公司、合營企業或聯營公司個別或共同開發的物業。\n\n於2015年、2016年及2017年以及截至2018年6月30日止六個月，分別有2個、9個、18個及18個的在管社區已成立業委會，佔在管社區總數分別約2.6%、9.7%、15.1%及14.5%。於往績記綠期我們的物業管理服務合同續約率（即某一期間續約的物業管理服務合同的數目，除以同期屆滿的物業管理服務合同的數目）全部達到100%，而我們於日後將繼續致力維持如此高的續約率。根據中國法律，具有一定規模的住宅社區業委會有權根據若 干 程 序 變 更 物 業 管 理 公 司。更 多 資 料 請 參 閱「監 管 概 覽 ─ 物 業 管 理 企 業 的 委 任」。倘物業管理服務合同遭終止或無法續約，則我們或會受到不利影響。請參閱「風險因素─與我們的業務及行業有關的風險─前期物業管理服務合同或物業管理服務合同遭終止或不獲重續可能對我們的業務、財務狀況及經營業績造成重大不利影響」。\n\n# 物業管理費\n\n# 物業管理費定價\n\n我們一般透過招標獲委任為物業管理公司，以向住宅社區及其他非住宅物業提供物業管理服務。當我們競投一項新委聘，我們一般根據多項因素為服務定價，包括(i)預算開支；(ii)建議的服務範圍及品質；(iii)收益產生模式及目標溢利率；(iv)物業種類及"} +{"pdf_name": "9262053_136.pdf", "language": "zh", "markdown": "位置；(v)當地政府有關物業管理費（如適用）的價格指引；(vi)可資比較物業的定價；及(vii)預計競爭對手的定價。此外，我們會考慮自動化及其他設備升級可實現的潛在節約成本，有助我們降低建議物業管理費及向客戶提交更具競爭力的標書。\n\n在中國，物業管理公司可能就物業管理服務所收取的費用受相關中國機關規管及監督。國務院相關價格管理部門及建設管理部門共同負責監督與管理有關物業管理服 務 的 收 費，而 該 等 費 用 或 須 遵 守 中 國 政 府 的 價 格 指 引。請 參 閱「監 管 概 覽－物 業 管 理企業的收費」。政府對費用施加的限制在某程度上對我們於往績記錄期的經營業績造成影響，此乃由於我們並非隨時可因應經營成本上升而靈活調整定價。因此，我們已採納成本控制及透過其他業務（如智能解決方案及社區增值服務）增加收益來源等其他措施保 持 盈 利 能 力。請 參 閱「風 險 因 素－與 我 們 的 業 務 及 行 業 有 關 的 風 險－我 們 前 期 物 業 管理服務合同中及保障性住房的物業管理費定價須遵照中國法律及法規。」。\n\n當住宅社區達致交付階段時，我們向已售物業單位的業主收取物業管理費，有關費用一般按單位面積及社區性質（如住宅區、零售區及停車場）計算。就住宅區而言，我們根據物業性質（如高層公寓或聯排別墅）進一步區別收費標準。我們亦按大致與已售單位相同費率向物業開發商就餘下未售單位收取物業管理費。\n\n憑藉我們的品牌及行業地位，我們已能夠收取較高物業管理費，反映我們的物業管 理 服 務 質 量。於2015年、2016年 及2017年以及截至2018年6月30日 止 六 個 月，我 們 所有物業的平均物業管理費分別約為每月每平方米人民幣2.55元、每 月 每 平 方 米 人 民 幣2.61元、每月每平方米人民幣2.67元及每月每平方米人民幣2.68元。於2015年、2016年 及2017年及截至2018年6月30日止六個月，非住宅物業的平均管理費為每月每平方米人民幣13.25元、每月每平方米人民幣14.41元、每月每平方米人民幣15.02元及每月每平方米人民幣15.12元。於2015年、2016年及2017年以及截至2018年6月30日止六個月，住宅物業的平均物業管理費分別約為每月每平方米人民幣2.13元、每月每平方米人民幣2.20元 及每月每平方米人民幣2.27元及每月每平方米人民幣2.29元。尤其是，由餘下佳兆業集團開發的住宅物業所收取的平均物業管理費繼續增加，由2015年每月每平方米約人民幣2.13元增至2016年每月每平方米人民幣2.20元 及2017年每月每平方米人民幣2.27元，並進一步增至截至2018年6月30日止六個月的每月每平方米人民幣2.28元，主要是由於(i)我們跟隨行業整體上升趨勢，上調物業管理費；及(ii)得益於餘下佳兆業集團在一線及二線城市的覆蓋擴大，我們一般在該等城市收取較高的物業管理費。我們就由獨立第"} +{"pdf_name": "20793016_26.pdf", "language": "zh", "markdown": "的工业产权、商标及专利技术等无形资产，采购和销售系统亦由公司独立拥有，公司的资金、资产和其他资源由自身独立控制并支配。\n\n2.人员方面：公司生产、技术、财务及销售人员等由招金集团聘任、管理，董事长、总经理等高级管理人员均在公司领取薪酬，并不在政府部门担任重要职务。\n\n3.机构方面：公司设立了健全的组织机构体系，董事会、监事会独立运作，现代企业制度建立规范，与其他内部机构与政府主管部门不存在从属关系。\n\n4.财务方面：公司设立了独立的财务会计部门（财务部），按照《企业会计准则》等有关规定，制定了独立的财务管理制度。公司的财务核算体系独立，财务核算采用独立核算、集中管理的原则，建立了对子公司的财务管理制度，公司的资金管理独立。公司有独立的纳税登记号，依法独立纳税，公司财务决策不受控制人干预。公司的财务核算体系与控制人政府财政没有业务上的指导关系，也不存在业务、人员上的重叠。公司独立做出财务决策，自主决策公司的资金使用，不存在政府部门干预资金使用的情况。\n\n5.业务经营方面：公司为招远市政府授权经营的国有独资有限责任公司，在政府授权的范围内实行独立核算、自主经营、自负盈亏。\n\n# （四）控股股东及实际控制人持有发行人股权的质押情况\n\n截至本募集说明书签署之日，公司的控股股东及实际控制人未有将公司股权进行质押的情况。\n\n# 四、发行人重要权益投资情况\n\n# （一）全资及控股子公司\n\n截至2015年3月末，发行人共有纳入合并报表范围的下属二级子公司21家，其中：全资子公司9家，控股子公司12家。\n\n表5-1：发行人全资及控股子公司情况表\n\n单位：万元\n\n
序号企业名称持股\n比例(%)注册资本与公司的关\n系业务范围
1山东招金集团黄金冶炼有限公司1008,600.00全资子公司黄金冶炼
"} +{"pdf_name": "20793016_27.pdf", "language": "zh", "markdown": "
序号企业名称持股\n比例(%)注册资本与公司的关\n系业务范围
2招金有色矿业有限公司10012,000.00全资子公司矿产资源\n投资
3鲁银贸易有限公司100990.00（美元）全资子公司白银销售
4山东招金金银精炼有限公司80.515,000.00控股子公司金银精炼
5山东招金膜天有限责任公司558,037.00控股子公司净水材料
6招远招金光电子科技有限公司85.53,658.00控股子公司磁光开关
7山东招金银楼有限公司603,000.00控股子公司金银饰品
8山东招金置业发展有限公司553,000.00控股子公司房地产开\n发
9山东金软科技有限公司67.373,000.00控股子公司软件
10山东招金卢金匠有限公司50520.00 万美元控股子公司金银销售
11招金矿业股份有限公司36.63296,583.00控股子公司金矿开采
12山东招金进出口股份有限公司541,000.00控股子公司进出口贸\n易
13山东招金投资股份有限公司74.756,000.00控股子公司期货贸易
14山东招金集团地质勘查有限公司1003,100.00全资子公司地质勘查
15山东招金大厦综合开发有限公司1001,000.00全资子公司房地产
16山东招金教育产业发展有限公司1001,000.00全资子公司教育咨询
17北京东方燕京矿山工程设计有限责\n任公司60300.00控股子公司工程设计
18内蒙古招金资源有限公司1002,000.00全资子公司矿业投资
19北京鹭金科技发展有限公司1001,000.00全资子公司技术开发\n咨询
20招远市黄金物资供应中心有限公司1002,000.00全资子公司物资购销
21招远市招金金欧矿业有限公司51200控股子公司金矿采选
\n\n注：上述子公司中招金矿业股份有限公司，发行人持股占比虽小于 50%，但发行人可主导该公司人事、财务、生产经营等重大事项的安排，为公司的实际控制人，故统一纳入合并报表范围。\n\n# 主要全资及控股子公司情况：\n\n# （1）招金矿业股份有限公司\n\n招金矿业股份有限公司成立于2004 年4 月16 日，是依据国家有关政策、法"} +{"pdf_name": "20787629_27.pdf", "language": "zh", "markdown": "
最新债项评级AA+
最新评级展望稳定
是否列入信用观察名单否
交易场所上海证券交易所
主承销商国信证券股份有限公司
受托管理人/债权代理人国信证券股份有限公司
投资者适当性安排专业机构投资者
报告期内发行人调整票面利率选择权的触\n发及执行情况严格按报告期内债券选择权条款执行，未到回售期
报告期内投资者回售选择权的触发及执行\n情况严格按报告期内债券选择权条款执行，未到回售期
报告期内发行人赎回选择权的触发及执行\n情况不适用
报告期内可交换债中的交换选择权的触发\n及执行情况不适用
报告期内其他特殊条款的触发及执行情况不适用
适用的交易机制其他
报价、询价和协议交易
是否存在终止上市风险和应对措施否
\n\n
债券简称19 绵控 02
债券代码151361.SH
债券名称绵阳市投资控股（集团）有限公司 2019 年非公开发行公司债\n券（第二期）
发行日2019 年 03 月 28 日
起息日2019 年 04 月 02 日
最近回售日
到期日2024 年 04 月 02 日
债券余额（亿元）10
"} +{"pdf_name": "20787629_28.pdf", "language": "zh", "markdown": "
票面利率（%）5.57
还本付息方式单利按年计息,每年付息一次，到期一次还本
最新主体评级AA+
最新债项评级无评级
最新评级展望稳定
是否列入信用观察名单否
交易场所上海证券交易所
主承销商国信证券股份有限公司
受托管理人/债权代理人国信证券股份有限公司
投资者适当性安排专业机构投资者
报告期内发行人调整票面利率选择权的触\n发及执行情况严格按报告期内债券选择权条款执行，未到回售期
报告期内投资者回售选择权的触发及执行\n情况严格按报告期内债券选择权条款执行，未到回售期
报告期内发行人赎回选择权的触发及执行\n情况不适用
报告期内可交换债中的交换选择权的触发\n及执行情况不适用
报告期内其他特殊条款的触发及执行情况不适用
适用的交易机制其他
报价、询价和协议交易
是否存在终止上市风险和应对措施否
\n\n
债券简称19 绵控 01
债券代码151252.SH
债券名称绵阳市投资控股（集团）有限公司 2019 年非公开发行公司债\n券（第一期）
发行日2019 年 03 月 08 日
起息日2019 年 03 月 13 日
"} +{"pdf_name": "3472752_5.pdf", "language": "zh", "markdown": "2017 年，沙坪坝区实现工业增加值 313.8 亿元，比上年增长 11.1%；全区规模以上工业企业共 216家，规模以上工业企业完成总产值 1,890.9 亿元，比上年增长 20.2%。其中，电子信息制造业实现总产值 1,531.9 亿元，比上年增长 27.1%；传统行业完成产值 359.0 亿元，比上年下降 2.3%。\n\n2017 年，沙坪坝区完成固定资产投资总额为637.8 亿元，较 2016 年增长 6.4%，其中建设与改造项目完成投资 366.3 亿元，较 2016 年增长 9.3%。2017 年固定资产投资���要为第三产业投资，为582.1 亿元，较 2016 年增长 7.1%。其中，交通运输、仓储物流投资 129.3 亿元，比上年增长 24.3%；房地产开发投资 271.5 亿元，较 2016 年增长 2.8%。2017 年，商品房销售面积 307.6 万平方米，较 2016年增长 14.1%；商品房销售额 241.2 亿元，较 2016年增长 40.2%；商品房竣工面积 466.2 万平方米，较 2016 年增长 13.8%。\n\n“十三五”期间，沙坪坝区将利用口岸经济高地优势，促进外贸业务产品更加多元化、结构更加优化，构建起全方位、多层次、宽领域的开放格局，建成内陆开放高地。支持社会研究开发，加快科技成果的转化，成为国家西部创新基地。以科技创新为引领，大力集聚各类人才，推进“互联网+”，发展高新技术企业 60 家以上、建成众创空间 40 家以上，力争现代物流、文化旅游、健康服务和教育培训四大优势产业增加值占 GDP 比重达到 30%，工业总产值达到 3,000 亿元。整体坚持协调发展，增强发展均衡性，全面落实五大功能区域发展战略。\n\n总体来看，沙坪坝区经济增长态势良好，沙坪坝区主动融入重庆市开放大局，随着“一城三园”建设投资的持续、交通网络的完善以及各园区招商引资工作的展开，沙坪坝区的开放优势稳步扩大。同时，中诚信国际注意到，沙坪坝区传统产业创新力不足，在宏观经济低迷背景下，仍在不断探索新的经济增长点，但尚未显现效益，除外部宏观经济环境的变化以外，招商引资的进展也会对区域经济发展产生一定影响。\n\n# 重庆西部现代物流园概况\n\n重庆西部现代物流园区（以下简称“物流园”） 于 2007 年 9 月设立，是依托团结村铁路集装箱中心站和兴隆场特大型铁路编组站设立的内陆保税物流园区。园区规划面积为 35.5 平方公里，园区按照“资源整合、产业融合、运作创新、典型示范”的理念，依托“一江两翼”的物流腹地产业支撑，立足物流、贸易、金融协同发展要求，从空间上形成六大功能板块。其中：铁路功能板块约 7.2 平方公里，包含团结村集装箱中心站与兴隆场编组站；物流联运板块约 2.5 平方公里，重点发展基础物流、多式联运与专业仓储；商务商贸板块约 7 平方公里，是自贸区的重要组成部分，重点发展金融、商贸、总部基地与商务中心等产业；口岸保税板块约 2.7 平方公里，重点建设指定口岸、保税物流中心等相关设施；产业拓展板块约 9.9 平方公里，重点发展创新科研、产业配套与拓展等功能；配套服务板块约6.2 平方公里，重点发展为园区配套的居住、教育培训、医疗健康等服务业。\n\n2017 年，团结村铁路集装箱中心站集装箱办理量为 43.00 万标箱，较 2016 年增长 1.35%，历年累计 267.92 万标箱；2017 年，兴隆场特大型铁路编组站调车数 8.07 万列，较 2016 年增长 6.19%，历年累计 27.03 万列；2017 年解体编组车辆数 347.45万辆，较 2016 年增长 9.18%，历年累计解体编组车辆数 1,138.45 万辆。\n\n重庆市政府赋予物流园四大功能定位；国家“一带一路”战略节点、“渝新欧”国际贸易大通道起点、西南地区保税物流分拨中心以及内陆地区铁路枢纽口岸。并且，重庆市将物流园全部纳入重庆市2020 年城市规划和土地规划。目前，已通过控规审批 35.5 平方公里，其中城市建设用地 24 平方公里，累计完成固定资产投资 200 亿元。\n\n为促进重庆及中西部地区发展，经国家口岸管理办公室（以下简称“国家口岸办”）批准，2013 年12 月重庆铁路口岸临时对外开放，这是重庆市继寸滩水港、江北国际机场之后，第三个获批的对外开放的一类口岸，重庆铁路口岸是为承接“渝新欧”国际铁路联运大通道1打造的内陆地区标志性口岸，未\n\n---\n\n1从重庆团结村铁路集装箱站出发，通过横跨欧亚大陆的铁路联运，到达德国杜伊斯堡，全程 11,179 公里，途经 6 个国家，即重庆至兰州至新疆边境口岸阿拉山口，进入哈萨克斯坦、再经俄罗斯、白俄罗斯、波兰至德国。"} +{"pdf_name": "3472752_6.pdf", "language": "zh", "markdown": "来或将成为新“丝绸之路”经济带的起点和枢纽，对重庆建设内陆开放高地起到重要推动作用。\n\n图 3：“渝新欧”路线图\n\n资料来源：公司提供\n\n自 2015 年铁路口岸开放后，物流园的国际贸易快速发展。2017 年，物流园铁路口岸进出口总额为 10.73 亿美元，较 2016 年增长 1.23%，其中，出口额为 4.85 亿美元，较 2016 年增长 73.36%，出口产品主要为电子产品、汽车零配件、纺织玩具类等货物；进口额为 2.40 亿美元，较 2016 年增长82.18%，主要包括进口整车、摩托车、汽车零配���、奶粉、红酒等货物。其中，整车进口 3288 辆，较2016 年增长 60.78%，包括大众、奔驰、宝马、奥迪、路虎、吉普等品牌车型。\n\n截至 2017 年末，“渝新欧”开行班列 671 列、同比增长 55.32%，其中去程405 列、同比增长 45.16%，回程 266 列、同比增长 73.86%；“渝新欧”运输集装箱 58,444 标箱、同比增长 60.45%，其中去程 35,390标箱、同比增长 50.05%，回程 23,054 标箱、同比增长 79.55%。\n\n招商方面，截至 2017 年末，累计签约入园企业达到 1,273 户，同期，物流园累计签约项目数 38个、累计协议约定投资金额 202.69 亿元，2017 年新增正式注册入园企业 504 个、实现年产值 11.20亿元、产生年纳税额 6,000 万元、当年新增就业岗位约 2,200 个。\n\n总体来看，在深度融入“一带一路”国家战略的机遇下，物流园逐步汇集开放型经济核心要素，同时，随着物流园配套功能的不断完善以及招商引资的不断引进，园区未来具有较强的经济拉动能力。\n\n# 竞争及抗风险能力\n\n公司作为重庆市政府指定进行西部物流园开发建设的唯一主体，享有一定的政策优势和资金支持。\n\n政策支持方面，为支持西部物流园的基础建设开发，重庆市财政局发布《关于支持重庆西部现代物流产业基地享受有关政策执行的通知》（渝财税[2008]137 号），规定“从 2008 年起，该园区内的地方税收及附加（不含房地产税收）全额返还用于园区建设；同时，园区内土地出让金扣除征地拆迁费后的 55%、土地出让增值收益的 20%专项用于园区内配套基础设施建设工程。园区内税收扶持政策从2008 年起执行到 2017 年”，截至 2018 年 9 月末，上述到期的渝财税[2008]137 号文件正在办理续期，中诚信国际将持续关注该政策文件续期的办理情况。2013\\~2014 年，公司收到财政提供的税收返还方面的政府补助分别为 1.19 亿元和 1.20 亿元。自2015 年起，由于公司账务处理发生变化，公司将政府下划资金均计入专项应付款，待拿到政府相关增资文件后再计入资本公积。\n\n公司自成立以来，沙坪坝国资中心多次货币增资，注册资本由 2007 年 11 月的 3,000 万元增加至2018 年 9 月末的 30 亿元。同时，公司代政府收取入园企业税收费用，形成园区发展专项资金，从而公司每年可依据园区发展需要转增资本公积。此外，自 2015 年起，根据渝物流司文[2015]106 号，土地整治及基础设施代建管理费计提标准有较大提升，自 2015 年起，土地整治及基础设施建设项目的加成比例由原来的当期土地储备整治工程的征地拆迁补偿安置费的 8%、当期房屋拆迁安置补偿成本支出总额的 4%以及当期土地整治工程费支出总额的 8%，全部提高至 18%；此外，自 2015 年起，公司将融资经费（按当年融资余额 0.5%）、税费经费（当年税费完成额的 2%）、招商引资综合经费（按当年入园企业实际投资额的 0.2%）等经费计入管理费收入，增加了公司的收入来源。此外，2015年 12 月 21 日，重庆市沙坪坝区财政局下发的《关于重庆西部现代物流产业园区开发建设有限责任公司财政拨付资金账务处理的复函》（沙财企"} +{"pdf_name": "3418784_4.pdf", "language": "zh", "markdown": "外，资本市场将延续反弹，而随着利率市场化进程推进，人民币汇率双向波动机制将进一步健全。\n\n财政政策方面，受经济增长趋缓、结构性减税、房地产调整等因素综合影响，2014 年我国财政收入增长有所减慢，增速由年初的 13%迅速回落至一季度的 9.3%，二季度以来稳定至 8.3%左右。与此同时，财政支出保持刚性增长，11 月中央财政支出增长 10.1%，虽然增速有所放慢，但持续高于财政收入增长，财政收支压力不减。2015 年，预计采取积极的财政政策，加大稳增长力度，财政赤字略有扩大，财政支出结构更加侧重铁路、保障房建设、农村基础设施、生态环境保护和节能减排等民生和重点领域，进一步发挥政府投资的引领作用。\n\n2015 年，房地产市场调整、财政金融风险、地方政府债务累积以及产能过剩等对宏观经济、金融稳定带来了一定的压力。中诚信国际认为，在“低增长、低通胀”背景下，基于“稳增长”的需要，社会经济仍然面临较大的调整和再平衡的压力。改革的不断深入有利于实现社会资源的合理配置，协调稳增长与调结构之间的关系，使得社会经济进入新的平衡期。\n\n中央管理层的经济治理更看重增长质量，以去杠杆化、结构性改革为调控核心。而 2015 年是“十二五”规划的收官之年，也是全面推进依法治国的开局之年，更是全面深化改革的关键之年。随着改革路线图的推出，全方位的体制机制改革将不断展开，改革已经迈入落地攻坚期。中诚信国际认为，围绕缩小收入差距和要素价格“两大核心”改革，土地征地制度改革、财税金融体制改革、“国退民进”、国有企业改革、政府职能转变、资本市场等重点领域的改革工作都将不断推动。阻碍市场发挥作用的壁垒将进一步打破，垄断行业、特许经营、对外投资等领域的改革将加快推进，市场机制将会进一步发挥作用。全面深化改革将释放新的动力和活力，更大限度地激发发展的内生动力，为实现新常态下经济社会科学发展提供动力。中诚信国际认为，宏观调控和改革将对我国经济面临的下行压力起到缓解作用，总体上 2015 年中国经济增长将进一步趋缓。\n\n# 行业及区域经济环境\n\n# 城市供水能力趋于饱和，我国将实行最严格的水资源管理制度，提高用水效率、改善用水水质成为供水行业的发展趋势\n\n在节约用水的发展目标下，我国加快城市供水管网的建设和改造，在扩大供水服务范围、提高用水普及率的同时，降低了供水管网漏损，促进了城市节水。2009\\~2013 年，我国设市城市供水管道长度从 51.04 万公里增加到 64.64 万公里，相应地，用水普及率从 96.12%提高到 97.56%。尽管城市人口增长和用水普及率提高带动了用水需求的增加，但我国城市供水总量一直保持着低速增长，主要得益于节水工作的开展，用水效率的提高在很大程度上抵消了用水需求增加的压力。\n\n图 2：2009 年\\~2013 年我国城市供水总量、用水普及率\n\n资料来源：统计年鉴、中诚信国际整理\n\n2011 年中央 1 号文件指出，我国将实行最严格的水资源管理制度，包括用水总量控制制度、用水效率控制制度、水功能区限制纳污制度、水资源管理责任和考核制度等。因此，在现有供水能力基本满足生产、生活用水需要的情况下，供水总量将保持相对稳定的水平，而供水效率和供水水质还有很大的提升空间。\n\n2006 年 12 月 29 日，卫生部、国家标准化委员会发布新的《生活饮用水卫生标准》，该标准是对1985 年 8 月 16 日发布的《生活饮用水卫生标准》的第一次修订，将水质指标从之前的 35 项增加到106 项，并且要求全部指标最迟于 2012 年 7 月 1 日实施。但是，我国绝大部分的水厂是在新标准发布前设计建造的，根据全国设市城市和县城现有公共"} +{"pdf_name": "3418784_5.pdf", "language": "zh", "markdown": "水厂的普查结果，在地表水厂中，只有 2%的水厂采用深度处理工艺；在地下水厂中，简单消毒处理和直接供水的水厂约占 91%。目前来看，针对新的《生活饮用水卫生标准》实施要求，水厂升级改造相对缓慢，现有公共水厂全面实现新标准存在一定困难。除处理工艺落后外，管网老化、管材低劣等因素还造成了管网水质的二次污染。\n\n以保障城市供水水质、降低供水管网漏损为目标，住建部、国家发改委组织编制了《全国城镇供水设施改造与建设“十二五”规划及 2020 年远景目标》（建城[2012]82 号），要求对出厂水水质不能稳定达标的水厂全面进行升级改造，设市城市改造水厂规模 0.48 亿立方米/日；对使用年限超过 50 年和灰口铸铁管、石棉水泥管等落后管材的供水管网进行更新改造，设市城市改造管网长度 4.20 万公里。针对规划提出的改造目标进行的供水设施投资将保持快速增长。\n\n# 城市污水处理行业快速发展，污水处理能力和处理率大幅提高，排水管网建设、污水排放标准还有很大的提升空间\n\n在环保产业投资高速增长的带动下，我国城市污水处理行业快速发展，污水处理能力和污水处理率大幅提高。2009\\~2013 年，我国城市污水处理厂日处理能力从 12,183.9 万立方米增加到 14,652.7 万立方米，复合增长率为 4.72%；污水处理率从 72.3%提高到 87.9%，提高了 15.6 个百分点。但是，污水配套管网建设相对滞后，导致污水处理厂运行负荷不高，污水处理能力大量闲置。同时，部分处理设施不能完全满足环保新要求，多数污泥尚未得到无害化处理。\n\n图 3：2009 年\\~2013 年我国城市污水日处理能力、处理率\n\n资料来源：统计年鉴、国民经济和社会发展统计公报，中诚信国际整理\n\n为加快建设全国城镇污水处理设施，2012 年 4月 19 日，国务院办公厅印发国家发改委、住建部、环保部编制的《“十二五”全国城镇污水处理及再生利用设施建设规划》。根据该规划，到 2015 年，城市污水处理率将达到 85%，污水处理率进一步提高，到 2013 年末，这一目标已超前达成；此外，该规划还提出“十二五”期间，我国将新建污水管网 15.90 万公里，新增污水处理规模 4,569.00 万立方米/日，升级改造污水处理规模 2,611.00 万立方米/日。\n\n中诚信国际认为，在经历了大规模的污水处理厂建设后，设市城市现有的污水处理能力基本能够满足需要，但配套管网建设落后制约了处理能力的释放，污水排放标准偏低造成了水体水质的污染。因此，我国污水处理行业发展将突出配套管网建设、污水处理厂升级改造等，以提高污水收集率和排放标准。\n\n# 完善水价形成机制，促进水价调整工作规范化、透明化的进程不断加快\n\n水务行业具备很强的公益性、基础性和战略性，关系居民生活、企业生产和生态环境保护。因此，与完全竞争行业相比较，水务行业受到更多的政府市场监管的影响。其中，水价是政府宏观调控的主要手段。我国水价改革大致经历了公益性无偿供水、政策性低价供水、按成本核算计收水费和按商品价格管理四个阶段。总体来看，水价改革呈现价格水平不断上升、水价分类不断简化、逐步推行阶梯式水价等特征。\n\n2014 年 1 月 3 日，国家发改委和住建部联合出台了《关于加快建立完善城镇居民用水阶梯价格制度的指导意见》，对全面实行城镇居民阶梯水价做出部署，要求 2015 年底前，设市城市原则上全面实行居民阶梯水价制度。随后，水利部、发改委、工信部等十部门于 2 月 13 日联合印发了《实行最严格水资源管理制度考核工作实施方案》，启动了最严格水资源考核问责制，进一步保障了阶梯水价制度在全国范围内的推行。\n\n中诚信国际认为，阶梯水价的实行对提高“全民节水”意识起到了一定的积极作用，但归根结底"} +{"pdf_name": "3455505_10.pdf", "language": "zh", "markdown": "稳定期。预计未来传媒集团用户规模将处于低增长或基本持平的态势。\n\n广告业务方面，新闻传媒集团的广告业务在牡丹江地区具有绝对垄断性。新闻传媒集团广告以品牌广告为主，主要采用自主经营模式获取广告收入，自营客户包括牡丹江市农村信用联社、中国电信牡丹江分公司和绿地集团等，重点客户均与集团签订长期战略合作协议。2012\\~2014 年及 2015 年1\\~3 月，新闻传媒集团实现广告收入分别为 0.69 亿元、0.69 亿元、0.79 亿元和 0.09 亿元，是新闻传媒集团利润最主要的来源之一。\n\n印刷业务方面，传媒集团拥有四套四色印刷机、四套单色双面印刷机、两套四色轮转印刷机以 及一条胶钉生产线和骑马钉生产线，截至 2014 年末，传媒集团产能达到 9,000 吨。传媒集团印刷业务目前生产规模较小，客户资源较少，产能利用率较低。《牡丹江晨报》、《牡丹江日报》和《牡丹江广播电视报》是由传媒集团主办并印刷发行的刊物，三份报刊日发行量分别约为 3 万份、2 万份和1.5 万份，是公司印刷业务的主要收入来源。\n\n此外，传媒集团作为国内首家综合广播、电视、报纸、杂志、网站等多种媒体运营主体，除传统的数字电视、报纸、广告产业外，还涵盖影视动画制作、网络传输及增值业务、网站运营、公共信息服务、传媒教育、文化旅游等多个领域。\n\n表 10：2012 年\\~2015 年 3 月传媒集团印刷业务产能产量情况\n\n
项目2012201320142015.3
产能产量产能产量产能产量产能产量
报纸（吨）4,0001,3004,0001,2004,0001,2001,000300
商业印刷（吨）5,0003,2005,0002,9005,0002,9001,250725
合计（吨）9,0004,5009,0004,1009,0004,1002,2501,025
产能利用率（%）50.0045.5645.5645.56
\n\n资料来源：公司提供\n\n公司旅游业务主要公司全资子公司旅游集团负责运营。旅游集团成立于 2008 年 4 月，以镜泊湖景区旅游资源开发和经营为主营业务，在镜泊湖景区多个业务领域拥有一定的垄断或主导优势。\n\n镜泊湖位于黑龙江省牡丹江市的西南面，是中国最大、世界第二大高山堰塞湖，著名旅游、避暑和疗养胜地，国家级重点风景名胜区，国际生态旅游度假避暑胜地，世界地质公园，2011 年被评为5A 级旅游景区，主要景点包括吊水楼瀑布、湖心岛、镜泊山庄、毛公山、药���古刹等。镜泊湖景观资源点共 72 处，其中自然景观 48 处、人文景观 24处。\n\n2014 年，旅游集团共接待游客约 110 万人次，实现主营业务收入 11,500 万元。但受公款旅游消费锐减、旅游集团承担的 980 万元财务费用以及旅游集团总部承担的 415 万元非经营性资产折旧费等外部因素影响，旅游集团亏损 2,604 万元。\n\n公司金融服务业务主要由子公司牡丹江新创 新经济担保有限公司（以下简称“新创新担保”）负责运营，业务范围覆盖牡丹江市区及周边各区县，其担保的公司所在行业主要以牡丹江市的石油机械加工、木材加工、化工、能源、造纸、食品等六大支柱产业为重点，2014 年公司在此基础上开拓了快消品行业担保业务，重点解决小家电、零售商融资问题。在固定资产抵押贷款基础上，陆续开展了动产抵押、技援监管、汽车合格证质押、股权质押等多项产品创新的业务品种。新创新担保的收入来源包括担保费收入和利息收入，2012\\~2014 年，公司保费及利息收入分别为 0.68 亿元、0.70 亿元和0.81 亿元，呈逐年上涨趋势，是公司收入和盈利水平的较好补充。\n\n# 发行主体信用质量分析概述\n\n公司作为牡丹江市国资办下属的大型国有企业，涵盖了牡丹江市众多优质企业和众多优势业务领域，同时在牡丹江市政府持续的资产注入下资本实力持续提升。子公司恒丰纸业是行业内生产高端"} +{"pdf_name": "3455505_11.pdf", "language": "zh", "markdown": "产品的龙头企业；新闻传媒业务、酒店旅游业务等多项经营性业务发展向好，相关收入稳步增长；牡丹江市政府向公司划入的土地资产有力保障了公司所从事的安置房建设业务的稳定运营，此外市政公用设施、国有商品林地使用权和水域养殖使用权等资产的注入使得公司资产规模不断扩大。同时，中诚信国际也关注公司业务受政策因素影响、未来几年的资本支出较大、对下属子公司管控能力面临考验等对公司未来整体信用状况的影响。\n\n中诚信国际评定牡丹江市国有资产投资控股有限公司主体信用等级为 AA，评级展望为稳定。\n\n# 财务分析\n\n以下分析基于公司提供的经北京永拓会计师事务所（特殊普通合伙）审计并出具标准无保留意见的 2012\\~2014 年三年连审财务报告及未经审计的2015 年第一季度财务报表。公司所有财务报表均采用新会计准则。\n\n# 资产流动性\n\n近年来由于牡丹江市政府对子公司城投集团持续注入土地资产用于其负责开发建设的安置房工程，公司流动资产规模增长迅速，2012 年\\~2015年 3 月末，公司流动资产分别为 127.30 亿元、195.70亿元、236.51 亿元和 237.34 亿元。从构成上看，流动资产主要包括存货、其他应收款和货币资金等，截至 2014 年末，上述科目占公司流动资产的比重分别为 53.65%、26.78%和 7.58%。近年来，由于牡丹江市政府对子公司城投集团持续的土地资产注入，2012\\~2014 年末，公司存货分别为 66.05 亿元、124.33亿元和126.90亿元，呈现快速增长趋势。2013年，牡丹江市国资办将牡丹江市区 420 万平方米土地无偿划转给城投集团，根据《土地预算说明》，划拨土地价值为 58.44 亿元。2012\\~2014 年末，其他应收款分别为 26.72 亿元、33.14 亿元和 63.33 亿元，2014 年末同比增长 91.08%，主要系子公司城投集团与相关建设单位以及政府部门的往来款增多所示，其中占比较大的前三名单位分别是牡丹江新区城市投资有限公司、牡绥铁路指挥部、牡丹江 市住房和城乡建设局。由于城投集团承担着牡丹江市基础设施建设投资主体的职能，随着工程建设项目的增多，其与相关建设单位以及政府部门的往来款也快速增长。2012\\~2014 年末，公司货币资金分别为 16.82 亿元、16.12 亿元和 17.92 亿元。截至2015 年 3 月末，以上三项资产分别为 126.80 亿元、59.89 亿元和 19.50 亿元。\n\n表 11：2012\\~2015 年 3 月末公司流动资产构成（亿元）\n\n
项目名称2012201320142015.3
存货66.05124.33126.90126.80
其他应收款26.7233.1463.3359.89
货币资金16.8216.1217.9219.50
预付款项6.217.0513.9313.76
其他11.5015.0514.4417.39
流动资产合计127.30195.70236.51237.34
\n\n资料来源：公司财务报告\n\n随着公司业务的发展，资产增长较快，但是收入成本稳中有降。从资产周转率角度���，2012\\~2014年，公司各项资产周转率均呈下降趋势。其中，存货周转率分别为 0.45 次、0.15 次和 0.11 次，周转率较差，存货在流动资产的占比在 50%以上，在一定程度上影响了流动资产周转率。\n\n表 12：2012\\~2014 年公司资产周转率情况（次）\n\n
项目名称201220132014
货币资金周转率1.981.271.21
应收账款周转率4.853.812.85
其他应收款周转率1.110.700.43
存货周转率0.450.150.11
流动资产周转率0.280.130.10
\n\n资料来源：公司财务报告\n\n流动负债方面，2012 年\\~2015 年 3 月末，公司流动负债分别为 35.07 亿元、27.89 亿元、43.38 亿元和 39.58 亿元，主要由其他应付款和短期借款构成。其他应付款主要系公司应付牡丹江市财政局、土储中心等政府部门的往来款，坏账风险较小；短期借款方面，2012 年\\~2015 年 3 月末，公司短期借款分别为 8.29 亿元、8.50 亿元、14.35 亿元和 9.86亿元，2014 年末较 2013 年末同比增长 68.95%，主要是因为随着业务规模的增长，公司相应增加融资。2015 年一季度，公司偿还 4.49 亿元短期借款，短期债务下降至 2015 年 3 月末的 13.84 亿元。此外，公司于 2014 年 10 月发行规模为 3 亿元的短期融资券“14 牡国投 CP001”，中诚信国际将其调整至交"} +{"pdf_name": "11683205_283.pdf", "language": "zh", "markdown": "(iv) 提供用於介入治療胸和腹主動脈瘤、周圍血管疾病、主動脈夾層及其他血管內相關疾病的各種產品和服務的大動脈及外周血管介入產品業務（「大動脈及外周血管介入產品業務」）。分拆後微創醫療集團通過非全資附屬公司上海微創心脈醫療科技（集團）股份有限公司（「上海微創心脈」）（目前已在上海證券交易所科創板上市）開展大動脈及外周血管介入產品業務；\n\n(v) 提供治療神經血管疾病（包括腦動脈瘤、顱內動脈粥樣硬化性疾病、頸動脈疾病及其他神經血管相關疾病）的產品和服務的神經介入產品業務；及\n\n(vi) 致力於機器人領域的前沿研究與技術整合、智能控制及提供創新醫療產品信息的手術機器人業務。\n\n如上所述，留餘業務專注的醫療器械與主營業務專注的醫療器械在類型、性質和應用領域方面均有差別。儘管分拆後微創醫療集團亦從事專注於治療心臟相關疾病的業務，例如心血管業務、心律管理業務和大動脈及外周血管介入產品業務，但分拆後微創醫療集團有關業務以及本集團主營業務的產品和服務旨在治療不同類型的心臟相關疾病，兩者在技術要求、疾病治療及應用領域方面具有不同的性質。這些業務不可互換，也不能彼此代替。分拆後微創醫療集團的產品或研發重點領域概無涉及心臟瓣膜疾病。有關我們主營業務、心血管業務、心律管理業務和大動脈及外周血管介入產品業務區別的進一步闡述，請參閱下表。\n\n
業務主要產品、服務\n及╱或業務活動技術要求相關疾病的治療應用
主營業務TMVitaFlow和\nTMVitaFlow II\n（通過經導管或手\n術方式用人工心\n臟瓣膜置換或修\n復功能異常的心\n臟瓣膜）牛心包抗鈣化處\n理、高支架徑向\n支撐力、瓣膜耐\n久性、植入後低\n意外發生率及使\n用方便的電動輸\n送系統是主要要\n求。心臟瓣膜疾病，尤其\n是主動脈瓣狹窄、二\n尖瓣返流及三尖瓣返\n流。將人工心臟瓣膜\n植入天然主動脈\n瓣。
心血管業務冠狀動脈支架系\n統（通過經皮冠\n狀動脈介入治療\n(PCI)路徑植入心\n血管支架，改善\n冠狀動脈狹窄部\n位的腔徑）將載藥支架設計\n與藥物洗脫支架\n體、藥物及配方\n設計，及藥物釋\n放週期相結合為\n其關鍵技術要求。動脈狹窄及再狹窄、\n心肌梗死引起的冠\n心病。打通狹窄的動\n脈，恢復血流以及防\n止經治療的血管狹窄\n或堵塞的復發。冠狀動脈狹窄部\n位植入術。
"} +{"pdf_name": "11683205_284.pdf", "language": "zh", "markdown": "
業務主要產品、服務\n及╱或業務活動技術要求相關疾病的治療應用
心律管理業務心臟植入式電子\n設備及其他產品\n（通過全面植入手\n術管理（治療及診\n斷）心律失常和心\n力衰竭）起搏器的低功耗\n硬件平台設計、\n自動和生理起搏\n算法、起搏器組\n裝流��。心室或心房中心臟電\n傳導異常引起的心動\n過緩，包括病態竇房\n結綜合征、房室傳導\n阻滯。心室及心房植入\n術。
大動脈及外周血\n管介入產品業務胸腹主動脈覆膜\n支架（通過微創干\n預於主動脈瘤植\n入人造支架避免\n主動脈破裂）覆膜支架由鎳鈦\n合金支架及帶醫\n用縫合組件的滌\n綸移植片組成。\n關鍵技術為防止\n覆膜支架內漏、\n遷移及完全排除\n動脈瘤囊。胸腹動脈瘤覆膜支架\n植入術可以隔離主動\n脈瘤，並防止血壓衝\n擊動脈瘤導致的血管\n破裂及大出血。胸腹動脈瘤病灶\n植入術。
配套產品（通過球\n囊、支架或旋轉\n切割器械清除外\n周血管的斑塊、\n血栓形成及其他\n阻塞物，恢復外\n周血管的血液流\n動）通過擴張狹窄病\n變重新打通血管\n或通過血栓切除\n器械清除血管內\n的血栓。關鍵技\n術為如何在不損\n傷內膜的前提\n下，更有效地清\n除血管阻塞，避\n免平滑肌增生引\n起的長期再狹窄。周圍血管動脈硬化、\n髂靜脈壓迫綜合征、\n深靜脈血栓形成、肺\n血栓形成。周圍血管動脈硬\n化、髂靜脈壓迫\n綜合征、深靜脈\n血栓形成、肺血\n栓形成。
\n\n鑒於本集團與分拆後微創醫療集團之間的業務有明確區分，因此董事認為留餘業務不會且不大可能直接或間接與本集團的業務競爭。\n\n# 本集團獨立於控股股東\n\n經考慮以下因素後，董事信納我們在上市後有能力獨立於控股股東開展業務。"} +{"pdf_name": "9228972_69.pdf", "language": "zh", "markdown": "
买回的承诺定的本次发行上市条件构成重大、实质性影响的，构成欺诈发行上市的，本人将\n促使发行人在证券监管部分对上述事实做出认定后 30 个交易日内，依法启动首\n次公开发行全部新股的回购程序，且本人将在前述期限内启动依法购回已转让的\n原限售股份工作。
豪兴投资、李\n兴、朱文湛、\n李康荣关于首次公开\n发行股票摊薄\n即期回报采取\n填补措施的承\n诺1、不越权干预公司经营管理活动，不得侵占公司利益；2、切实履行公司制定的\n有关填补回报措施以及本承诺，如违反本承诺或拒不履行本承诺给公司或股东造\n成损失的，同意根据法律、法规及证券监管机构的有关规定承担相应法律责任：\n3、自本承诺出具日至公司首次公开发行股票实施完毕前，若中国证券监督管理\n委员会作出关于填补回报措施及其承诺的其他新的监管规定的，且上述承诺不能\n满足中国证券监督管理委员会该等规定时，届时将按照中国证券监督管理委员会\n的最新规定出具补充承诺。2020 年 06 月\n15 日长期正常履行中
公司董事和高\n级管理人员关于首次公开\n发行股票摊薄\n即期回报采取\n填补措施的承\n诺1、承诺不无偿或以不公平条件向其他单位或者个人输送利益，也不采用其他方\n式损害公司利益；2、承诺对本人的职务消费行为进行约束；3、承诺不动用公司\n资产从事与履行职责无关的投资、消费活动；4、承诺由董事会或薪酬委员会制\n定的薪酬制度与公司填补回报措施的执行情况相挂钩；5、如公司拟实施股权激\n励，承诺拟公布的公司股权激励的行权条件与公司填补回报措施的执行情况相挂\n钩。6、自本承诺出具日至公司首次公开发行股票实施完毕前，若中国证券监督\n管理委员会作出关于填补回报措施及其承诺的其他新的监管规定的，且上述承诺\n不能满足中国证券监督管理委员会该等规定时，届时将按照中国证券监督管理委\n员会的最新规定出具补充承诺。2020 年 06 月\n15 日长期正常履行中
公司关于利润分配\n政策的承诺本公司首次公开发行并上市后，将严格执行公司为首次公开发行并上市而制作的\n《欢乐家食品集团股份有限公司章程（草案)》中规定的利润分配政策。1、本公\n司将在股东大会及中国证券监督管理委员会指定报刊上公开说明未履行的具体原\n因并向公司股东和社会公众投资者道歉。2、若因本公司未执行该承诺而给投资\n者造成直接经济损失的，本公司将在该等事实被中国证券监督管理委员会或有管\n辖权的人民法院作出最终认定或生效判决后，依法赔偿投资者损失。2020 年 06 月\n15 日长期正常履行中
豪兴投资关于利润分��\n政策的承诺1、本公司将督促公司在首次公开发行并上市后严格执行为首次公开发行并上市\n而制定的《欢乐家食品集团股份有限公司章程（草案）》中规定的利润分配政\n策。2、若公司董事会对利润分配作出决议后，本公司承诺就该等表决事项在股2020 年 06 月\n15 日长期正常履行中
"} +{"pdf_name": "9228972_70.pdf", "language": "zh", "markdown": "
东大会中以本公司实际控制的股份投赞成票。3、本公司保证将严格履行本承诺\n函中的承诺事项。若本公司作出的承诺未能履行，本公司承诺将采取下列约束措\n施：（1）及时、充分披露本公司承诺未能履行的具体原因；（2）若因本公司未履\n行承诺事项导致公司招股说明书存在虚假记载、误导性陈述或者重大遗漏，并因\n此给投资者造成直接经济损失的，本公司将在该等事实被中国证券监督管理委员\n会或有管辖权的人民法院作出最终认定或生效判决后，依法赔偿投资者损失。本\n公司将严格履行上述承诺，自愿接受监管机构、社会公众等的监督，若违反上述\n承诺依法承担相应责任。
李兴、朱文\n湛、李康荣关于利润分配\n政策的承诺1、本人将督促公司在首次公开发行并上市后严格执行为首次公开发行并上市而\n制定的《欢乐家食品集团股份有限公司章程（草案）》中规定的利润分配政策。\n2、若公司董事会对利润分配作出决议后，本人承诺就该等表决事项在股东大会\n中以本人实际控制的股份投赞成票。3、本人保证将严格履行本承诺函中的承诺\n事项。若本人作出的承诺未能履行，本人承诺将采取下列约束措施：（1）及时、\n充分披露本人承诺未能履行的具体原因；（2）若因本人未履行承诺事项导致公司\n招股说明书存在虚假记载、误导性陈述或者重大遗漏，并因此给投资者造成直接\n经济损失的，本人将在该等事实被中国证券监督管理委员会或有管辖权的人民法\n院作出最终认定或生效判决后，依法赔偿投资者损失。本人将严格履行上述承\n诺，自愿接受监管机构、社会公众等的监督，若违反上述承诺依法承担相应责\n任。2020 年 06 月\n15 日长期正常履行中
公司关于依法承担\n赔偿或赔偿责\n任的承诺一、公司招股说明书及其他信息披露资料不存在虚假记载、误导性陈述或者重大\n遗漏；二、公司招股说明书有虚假记载、误导性陈述或者重大遗漏，致使投资者\n在证券交易中遭受损失的，公司将依法赔偿投资者损失。三、如未能履行招股说\n明书披露的公开承诺事项的，公司将在证监会指定报刊上公告相关情况，及时、\n充分披露承诺未能履行、无法履行或无法按期履行的具体原因并向投资者道歉。\n公司将向公司股东及其他投资者提出切实可行的补充承诺或替代承诺，并将上述\n补充承诺或替代承诺提交公司股东大会审议，以尽最大努力维护公司股东和社会\n公众投资者的合法权益。四、如果因公司未履行相关承诺事项，致使投资者在证\n券交易中遭受损失的，公司将依法向投资者赔偿相关损失。五、本承诺函自本公\n司签署之日起生效且不可撤销。本承诺函的内容系公司的真实意思表示，公司自\n愿接受监管机构、自律组织及社会公众的监督，若违反上述承诺，公司将依法承2020 年 06 月\n15 日长期正常履行中
"} +{"pdf_name": "2552427_10.pdf", "language": "zh", "markdown": "# 第三节 管理层讨论与分析\n\n# 一、 商业模式\n\n公司主要从事稻谷收购与销售、大米、食用植物油、皮棉等农产品及节米、菜粕、茶粕等其他副产品的加工、生产、销售。公司拥有原粮收购、大米、菜籽油、茶油、棉籽油、皮棉生产的全部资质，以稳定的生产质量为核心，形成了从原材料到成品的完整生产链，公司拥有较强的原粮采购能力。公司产品通过直销和经销的方式进行销售获得收入和利润。未来公司还将发展“互联网+”的模式销售高端产品，建立“生态农业示范基地+休闲观光农业”的新型农业发展模式，达到增加公司盈利点的目的。\n\n# （一）采购模式\n\n公司的设备采购由公司高层经过开会商议，进行采购，公司的零部件采购由公司专人负责，采购的数量较少，公司主要的采购内容是生产用原材料，包括稻谷、菜籽、棉籽、菜粕、茶饼等农作物，由公司采购部统一负责。采购部根据生产需要，在需求量比较大的情况下，向办理了营业执照和国家粮食收购许可证的粮食收购商采购，在原材料需求量较少的情况下，由周边农户（包括一般农户和种粮大户）自主运送上门，公司进行收购，另外，公司也会向中储粮购买稻谷或者菜籽油。公司根据销售部、采购部反馈的农产品、农作物市场信息，由公司董事长组织大米、油、棉分管副总以及生产部、销售部、采购部负责人召开专题会议，讨论决定采购原料的品种、数量，并制订采购订单及采购标准交由采购部执行。收购商或者农户将稻谷、菜籽等运送至厂区，采购的原材料经质量检验合格后方可入库。\n\n# （二）加工模式\n\n公司按照以销定产、适量备货的原则，根据客户采购计划及提供的产品质量标准，进行大米、油脂的生产加工。根据销售计划，生产部围绕产品质量、交货期限等方面的目标，制定原辅材料需求计划和生产计划，经总经理批准后执行。公司依托大米、油脂产品多年加工经验，在掌握核心工艺技术的基础上，根据客户采购计划及其提供的产品质量标准进行生产。质检部对生产过程进行监控，并对加工原材料、半成品、成品进行质量检测，保证产品的品质和质量。\n\n# （三）销售模式\n\n公司主要通过直销及经销的方式实现销售。直销即通过直接将产品销售给客户，由公司设立的门市部直接销售给客户，包括个人、粮油店、餐馆等；经销即公司与经销商合作，将产品销售给经销商，再由经销商销售给客户，经销商获取买卖差价。\n\n# 1、公司的品牌产品销售采用直销和经销两类模式\n\n直销模式：对于个人、餐馆、粮油店等客户，公司通过门市部直接销售，品牌产品的直销主要集中"} +{"pdf_name": "2552427_11.pdf", "language": "zh", "markdown": "在本地。\n\n经销模式：公司目前的经销商网络遍布广东、福建、湖南、四川、贵州地区，根据经销商需求进行发货，产品出门前业务人员将码单拍照传给经销商确认，经销商确认数量无误后，通过银行转账付款给财务部，财务部收到货款后在出货单上签字确认，门卫收到签字单据放行运输车辆。\n\n# 2、公司的大宗散装产品主要客户为中储油、中储粮、大米加工厂、农户、饲料加工厂、养殖公司、食品加工厂等，主要采用直销模式进行销售。\n\n公司选择经销商时，由公司市场部负责人带领业务员进行市场考察，时间为一个月左右，对客户进行上门拜访，介绍企业产品、合作方式以及产品价格等，确定意向客户，留取客户的姓名、住所、联系方式，对优质客户进行二次拜访或者电话回访，双方达成合作协议。对于新客户，公司首次合作只进行小批量发货，重点考察客户的销售、回款能力。\n\n报告期内，公司的商业模式较上年度没有发生较大变化。\n\n报告期后至报告披露日，公司的商业模式没有发生较大变化。\n\n# 商业模式变化情况:\n\n□适用 √不适用\n\n# 二、 经营情况回顾\n\n报告期内，公司各项经营活动顺利开展，所有经营活动均合法合规地有序进行，未出现违法违规行为。\n\n# 一、公司财务状况:\n\n公司报告期末总资产 286,100,980.18 元，比上年期末增长 1.70%，总资产有小幅上升，相对稳定；净资产 139,818,707.37 元，比上年期末增长 47.38%，净资产增长主要是因为：第一，截止 2018 年 4 月30 日，公司尚欠控股股东陈湘益人民币 3,876.77 万元，为支持公司的发展，降低公司的资产负债率，提高公司的偿债能力，陈湘益与公司签订协议，将上述 3,876.766 万元作为投资全部投入公司，并全额计入资本公积，由全体股东按照持股比例共享；第二，本期公司经营情况正常，继续保持盈利。\n\n# 二、公司经营成果：\n\n1、公司本期营业收入 116,149,652.62 元，比上年同期增长了 3.07%；营业收入增长的原因主要是：公司加大了粮食类产品的市场销售。\n\n2、公司本期净利润为 4,374,045.41 元，比上年同期下降了 40.23%，净利润减少主要原因有二点：\n\n（1）2018 年上半年稻谷成本价格相比 2017 年价格上涨，粮食行业销售单价未相应上升；\n\n（2）公司生产规模扩大，固定资产相比上年同期有所增加，固定资产折旧增加导致单位固定成本"} +{"pdf_name": "3410565_13.pdf", "language": "zh", "markdown": "董事会、总经理班子领导下，通过总部职能部门对所属企业行使集团集中、统一、协调的经营管理。公司对所属参资企业采取董事会制管理体制，按照有关公司管理法规要求，通过公司委派董事依法行使与维护股东权益，履行股东的产权经营管理责任，贯彻实施公司经营方针与战��规划。\n\n战略管理方面，公司制定中长期规划，以确定公司在规划期内的发展方向、发展目标、发展水平及保障措施等整体战略，合理配置资源，实现规模效益与结构效益。公司中长期规划时限为五年，每年对中长期规划实施动态管理，根据内外部情况的变化制定进行适当的调整或修订。公司年度计划和项目投资方案等阶段性、局部性的策略和措施的制定与公司中长期规划相协调。\n\n投资决策管理方面，公司的基本原则是：权限集中、逐级负责、统筹兼顾、科学决策。一切投资项目均必须严格执行项目申报、项目初评、项目论证、项目审核、项目审批的审批基本程序。公司下属企业均享有投资项目建议权，投资项目的策划权一般集中于各业务平台。公司设立了投资审核委员会，协助公司总经理办公会进行项目审批工作。\n\n财务和资金管理方面，公司建立了完善的财务预算管理、监督和分析制度，实行制度化、规范化、经常化的财务预算与分析。公司通过中开财务有限公司对集团内子公司实行财务资金集中管理；通过集团财务部对集团内外部融资进行统一管理；公司整体资金调用力度和利用率高。\n\n内部审计方面，公司专门设立审计部，对公司的财务支出、经济活动及其经济效益进行内部审计监督，采用对子公司的年度例行内部审计和对参股公司的各股东联合审计的方式实现了公司治理结构对经营风险的监督控制要求。公司内部审计和内部控制机制较完善，能够有效控制财务风险。\n\n人力资源管理方面，公司注重人才引进与 员工队伍的建设，全面推行“人才强企”战略。公司确定了“因事定位，以位聘人”的制度，根据实际需要选择适合人才，使岗位要求层次与人才实际能力相匹配，在机构设置和人员编制等方面做到精简高效，以降低用工成本。公司深入开展与业绩绩效紧密挂钩的分配体制改革，制定并出台了《中国南山集团总部员工绩效考核办法》等一系列规章制度，充分激发了广大员工和管理人员的积极性。\n\n综合以上，公司法人治理结构完善，整体运作规范，管理水平较高，管理风险较低。\n\n# 七、重大事项\n\n# 1. 终止吸收合并\n\n深基地于 2016 年 7 月 2 日发布《中国南山开发（集团）股份有限公司关于子公司深圳赤湾石油基地股份有限公司被吸收合并入新南山控股（集团）股份有限公司的公告》，披露南山控股拟向深基地所有换股股东发行股票交换股东所持有的深基地 B 股股票，本次换股吸收合并完成后，深基地将终止上市并注销法人资格，南山控股将承继及承接深基地的全部资产、负债、业务、人员、合同及其他一切权利与义务。2016 年 7 月 28 日，国务院国资委批准本次交易，2016 年 8 月 22 日，商务部原则同意南山控股吸并深基地交易方案，2016 年 8 月 30 日，深基地收到证监会关于本次交易申请文件的受理通知书。\n\n由于本次交易所可能涉及的相关政策尚未明确，深基地、南山控股需要落实相关事宜。鉴于上述情况，经深基地和南山控股董事会研究，向证监会提出本次行政许可项目中止审核的申请。2016 年 10 月 17 日，深基地收到《中国证监会行政许可申请终止审查通知书》（161271 号），证监会根据《中国证券监督管理委员会行政许可实施程序规定》第二十四条的有关规定，决定同意深基地及南山控股提出的中止审查申请。联合资信将对此次事项的后"} +{"pdf_name": "3410565_14.pdf", "language": "zh", "markdown": "续进展保持关注。\n\n# 2. 雅致股份重大重组\n\n2015年，公司下属子公司雅致集成房屋（集团）股份有限公司（以下简称“雅致股份”）完成了重大资产重组，通过发行股份购买资产以及配套融资，将公司房地产业务注入雅致股份，公司房地产业务直接融资能力获得提升。\n\n重大重组之前，雅致股份为赤晓企业有限公司（以下简称“赤晓企业”，南山开发之全资子公司）的子公司，赤晓企业持股48.77%，为控股股东。2015年5月，雅致股份向南山开发以人民币3.66元/股的价格发行普通股1139755018股的方式购买南山开发直接及间接持有的深圳市南山房地产开发有限公司（以下简称“南山地产”）100%股权，南通房地产开发有限公司（以下简称“南通地产”）100%股权以及上海新南山房地产开发有限公司（以下简称“上海新南山”，上海南山房地产开发有限公司持股80%，上海南山房地产系公司全资子公司）80%股权，构成重大资产重组。2015年6月17日，该重大资产重组发行的股份上市。\n\n2015 年 7 月，雅致股份以 8.81 元/股的价格向特定投资者发行普通股 157775255 股，配套资金净额（ 扣除发行费用 ） 人民币 1342607166.47 元，2015 年 8 月 5 日发行股份上市。以上募集资金的到位情况已经天健会计师事务所（特殊普通合伙）审验，并出具了天健验【2015】3-78 号验资报告。\n\n本次发行股份购买资产以及配套融资发行后，雅致股份总股本 1877530273 股，南山开发持股 50.03%，为雅致股份控股股东；赤晓企业股权稀释至 15.07%；上海南山房地产开发有限公司持股 10.68%。雅致股份控股股东由赤晓企业变更为南山开发。2015 年 11 月，雅致股份更名为南山控股，母公司和最终控制人为南山开发。本次重组实施完成后，房地产开发业务与集成房屋业务将成为南山控股的两大主营业务。\n\n# 八、经营分析\n\n# 1. 经营现状\n\n公司的主营业务为集成房屋、房地产开发和石油后勤服务及仓储物流。2014年以前，公司是以集成房屋制造为主，石油后勤服务和房地产开发并举的企业。近年来，受到国内经济低迷以及基础设施建设投资减缓影响，公司集成房业务持续亏损，使得公司该板块业务持续萎缩。2014年以来，公司的房地产开发业务已经成为对公司收入贡献最大的业务板块。\n\n表1 2013\\~2016年9月底公司营业收入构成及毛利率情况（单位：亿元、%）\n\n
项目2013 年2014 年2015 年2016 年 1-9 月
营业\n收入占比毛利\n率营业\n收入占比毛利率营业\n收入占比毛利\n率营业\n收入占比毛利\n率
房地产开发18.4130.6414.5731.5646.5421.8637.9252.2120.9735.5655.9329.46
石油后勤服务及仓储物流、\n海洋工程服务13.4422.3834.4613.1819.4435.0513.6018.7227.9314.1522.2622.23
集成房屋体系21.1635.2217.4417.3325.562.6015.6721.577.2210.4416.4218.64
其他7.0711.7728.085.748.4642.685.457.5145.853.425.3854.73
合计60.08100.0021.6267.81100.0021.2772.64100.0021.1763.57100.0027.43
\n\n2013\\~2015年，随着集成房屋业务收缩及业务转型，公司收入增长较为缓慢，主营业务收 入年均复合增长率为9.96%；2015年实现主营业务收入72.64亿元，同比增长7.12%，增长主要"} +{"pdf_name": "9260774_53.pdf", "language": "zh", "markdown": "
「上市日期」指股份首次於主板開始買賣的日期，預期為2022年\n6月22日或前後
「上市規則」指香港聯合交易所有限公司證券上市規則（經不時\n修訂或補充）
「併購規定」指商務部、國有資產監督管理委員會、國家稅務總\n局、國家工商總局、中國證監會及國家外匯管理\n局於2006年8月8日聯合頒佈並於2006年9月8日\n生效及其後於2009年6月22日修訂的《關於外國\n投資者併購境內企業的規定》（經不時修訂、補充\n或以其他方式修改）
「邁克生物」指登記股東之一邁克生物股份有限公司
「主板」指聯交所運作的證券市場（不包括期權市場），獨立\n於聯交所GEM且與其並行運作。為免生疑問，主\n板不包括聯交所GEM
「美因北京」指美因健康科技（北京）有限公司，一家於2016年1\n月5日在中國註冊成立的有限公司，為我們的中\n國合併實體之一
「美因香港」指美因健康香港有限公司，一家於2021年4月30日\n在香港註冊成立的有限公司，為本公司的全資附\n屬公司
「美因外商獨資企業」指美因（天津）投資有限公司，一家於2021年5月24\n日在中國註冊成立的有限公司，為本公司的全資\n附屬公司
"} +{"pdf_name": "9260774_54.pdf", "language": "zh", "markdown": "
「美年大健康」指美年大健康產業控股股份有限公司，一家於1991\n年1月22日在中國註冊成立且股份於深圳證券交\n易所上市（證券代碼：002044）的有限公司，為控\n股股東之一
「大綱」或「組織章程大綱」指本公司於2022年5月27日採納的第二次經修訂及\n重列的組織章程大綱（於上市後生效），其概要載\n於本招股章程「附錄三 － 本公司組織章程及開曼\n群島公司法概要」，經不時修訂、補充或修改
「商務部」指中華人民共和國商務部
「郭女士」指本公司的非執行董事兼聯席名譽主席以及控股股\n東之一郭美玲女士
「國家發改委」指中華人民共和國國家發展和改革委員會
「國家衛健委」指中華人民共和國國家衛生健康委員會
「國家衛生計生委」指中華人民共和國國家衛生和計劃生育委員會
「國家藥監局」指國家藥品監督管理局，或如文義所指，指其前身\n國家食品藥品監督管理總局或食藥總局
「要約日期」指向本公司或任何附屬公司的僱員或高級職員（包\n括（不限於）受僱或任職於本公司或任何附屬公司\n的任何執行或非執行董事）提呈購股權的函件日\n期
"} +{"pdf_name": "9261146_74.pdf", "language": "zh", "markdown": "
资产减值损失（损失以“-”\n号填列）-763,499.70
资产处置收益（损失以“－”\n号填列）
三、营业利润（亏损以“－”号填列）87,914,442.0710,783,423.79
加：营业外收入2,368,821.301,138,124.21
减：营业外支出2,254,132.46549,093.13
四、利润总额（亏损总额以“－”号\n填列）88,029,130.9111,372,454.87
减：所得税费用17,378,801.493,524,019.56
五、净利润（净亏损以“－”号填列）70,650,329.427,848,435.31
（一）按经营持续性分类
1.持续经营净利润（净亏损以\n“－”号填列）70,650,329.427,848,435.31
2.终止经营净利润（净亏损以\n“－”号填列）
（二）按所有权归属分类
1.归属于母公司股东的净利润\n（净亏损以“-”号填列）61,928,159.208,021,898.87
2.少数股东损益（净亏损以“-”\n号填列）8,722,170.22-173,463.56
六、其他综合收益的税后净额
（一）归属母公司所有者的其他综\n合收益的税后净额
1．不能重分类进损益的其他综\n合收益
（1）重新计量设定受益计划变动\n额
（2）权益法下不能转损益的其他\n综合收益
（3）其他权益工具投资公允价值\n变动
（4）企业自身信用风险公允价值\n变动
2．将重分类进损益的其他综合\n收益
（1）权益法下可转损益的其他综\n合收益
（2）其他债权投资公允价值变动
（3）金融资产重分类计入其他综\n合收益的金额
（4）其他债权投资信用减值准备
（5）现金流量套期储备
（6）外币财务报表折算差额
（7）其他
（二）归属于少数股东的其他综合\n收益的税后净额
七、综合收益总额70,650,329.427,848,435.31
（一）归属于母公司所有者的综合61,928,159.208,021,898.87
"} +{"pdf_name": "9261146_75.pdf", "language": "zh", "markdown": "
收益总额
（二）归属于少数股东的综合收益\n总额8,722,170.22-173,463.56
八、每股收益：
（一）基本每股收益(元/股)0.190.02
（二）稀释每股收益(元/股)0.190.02
\n\n本期发生同一控制下企业合并的，被合并方在合并前实现的净利润为：1,942,124.09 元,上期被合并方实现的净利润为：14,250,666.42 元。（上期利润表未追溯。）\n\n公司负责人：陈琪主管会计工作负责人：周苗会计机构负责人：周苗\n\n# 母公司利润表\n\n2021 年 1—12 月\n\n单位:元币种:人民币\n\n
项目附注2021 年度2020 年度
一、营业收入53,000,000.0020,072,958.42
减：营业成本741,260.23
税金及附加203,694.8453,211.80
销售费用16,323,196.21551,495.50
管理费用38,643,099.7019,373,580.92
研发费用
财务费用8,345.84-18,015.09
其中：利息费用220,720.56
利息收入221,309.5720,173.88
加：其他收益203,494.25
投资收益（损失以“－”号填\n列）-2,471,194.58-566,635.17
其中：对联营企业和合营企业\n的投资收益-2,471,194.58
以摊余成本计量的金融\n资产终止确认收益
净敞口套期收益（损失以“-”\n号填列）
公允价值变动收益（损失以\n“－”号填列）
信用减值损失（损失以“-”\n号填列）-124,320.55-118,183.96
资产减值损失（损失以“-”\n号填列）-374,456.75
资产处置收益（损失以“－”\n号填列）
二、营业利润（亏损以“－”号填列）-4,944,814.22-1,313,394.07
加：营业外收入348,717.18891,318.17
减：营业外支出444,660.91
三、利润总额（亏损总额以“－”号\n填列）-4,596,097.04-866,736.81
减：所得税费用15,252.5215,666.02
四、净利润（净亏损以“－”号填列）-4,611,349.56-882,402.83
（一）持续经营净利润（净亏损以-4,611,349.56-882,402.83
"} +{"pdf_name": "20796494_256.pdf", "language": "zh", "markdown": "注：注：采购价格根据相关原材料当期采购金额除以采购数量计算\n\n报告期内，以螺纹钢价格指数为代表的钢材料市场价格走势如下：\n\n注：数据来源于 wind 资讯\n\n报告期内，钢材料价格经历了较大幅度变动，2014年至2015年呈下降趋势，2016年初开始逐步反弹。发行人载车板及生产辅料采购单价变动与市场价变动趋势基本吻合。\n\n# （2）报告期主要能源价格变化如下：\n\n
项目2017年1-9月2016年度2015年度2014年度
"} +{"pdf_name": "20796494_257.pdf", "language": "zh", "markdown": "
电（元/度）1.001.021.201.38
水（元/吨）4.354.354.294.07
气（元/³m）3.023.584.524.61
\n\n# 4、主要供应商情况\n\n报告期内，公司前五大供应商的采购金额及占比如下：\n\n单位：万元\n\n
年度序号名称采购金额占比
2017 年\n1-9 月1杭州泉超实业有限公司3,719.049.91%
2丸井明椿电气（上海）有限公司2,907.267.75%
3杭州合耀机械制造有限公司1,773.314.73%
4杭州杰佑机械科技有限公司1,476.573.93%
5杭州优迈科技有限公司1,462.373.90%
合计11,338.5630.22%
2016 年1丸井明椿电气（上海）有限公司5,108.5111.94%
2杭州泉超实业有限公司3,468.608.10%
3杭州优迈科技有限公司2,828.096.61%
4杭州奥盈电梯配件有限公司2,624.326.13%
5杭州合耀机械���造有限公司1,500.743.51%
合计15,530.2636.29%
2015 年1杭州奥盈电梯配件有限公司3,656.9710.04%
2丸井明椿电气（上海）有限公司3,430.859.42%
3杭州优迈科技有限公司2,995.748.23%
4杭州泉超实业有限公司2,995.738.23%
5杭州合耀机械制造有限公司1,382.343.80%
合计14,461.6339.72%
2014 年1杭州泉超实业有限公司4,713.8710.30%
2杭州奥盈电梯配件有限公司4,501.419.84%
3杭州优迈科技有限公司3,666.988.01%
4上海东元德高电机有限公司2,521.275.51%
5丸井明椿电气（上海）有限公司2,054.444.49%
合计17,457.9738.15%
\n\n# （1）公司与主要供应商的业务由来及合作情况\n\n公司前五大供应商基本情况、与前五大供应商的业务由来及合作情况如下：\n\n
序\n号供应商名称主营业务或\n经营范围是否\n为战\n略供\n应商主要采购\n产品或服务业务由来合作情况
1杭州泉超实\n业有限公司制造、加工：机械配件是载车板及其\n配件市场选择、\n公司考核该供应商自 2010 年开始\n合作至今，一直为公司
"} +{"pdf_name": "20795710_231.pdf", "language": "zh", "markdown": "# 第八节 董事、监事、高级管理人员与核心技术人员\n\n# 一、董事、监事、高级管理人员及核心技术人员的简要情况\n\n# （一）董事\n\n发行人董事会现有 9 名董事，其中包括 3 名独立董事。董事的简要情况及简历如下：\n\n
姓名在发行人处职务任职期间
秦龙董事长2015 年 12 月至 2018 年 12 月
林文龙董事、总经理2015 年 12 月至 2018 年 12 月
张磊董事、副总经理2015 年 12 月至 2018 年 12 月
李忠东董事、总工程师2015 年 12 月至 2018 年 12 月
金胜勇董事、董事会秘书2017 年 11 月至 2018 年 12 月
王宇董事2017 年 5 月至 2018 年 12 月
宋希亮独立董事2017 年 11 月至 2018 年 12 月
徐文英独立董事2017 年 11 月至 2018 年 12 月
胡佳青独立董事2018 年 4 月至 2018 年 12 月
\n\n秦龙先生，1965 年 7 月生，中国国籍，无境外永久居留权，大专学历。曾任青岛森泰达橡胶有限公司董事长、森泰达集团有限公司董事长、森麒麟有限董事长。现任森麒麟股份董事长、天弘益森执行董事、森麒麟（泰国）有权董事、森麒麟集团董事长、大众出租执行董事、青岛飞诺信息咨询有限公司董事、济南天成炊事冷冻机械有限公司执行董事、动力驿站董事。\n\n林文龙先生，1971 年 5 月生，中国国藉，无境外永久居留权，本科学历。曾任广州市华南橡胶轮胎有限公司副总经理、森麒麟有限董事兼总经理。现任森麒麟股份董事兼总经理、天弘益森监事、森麒麟（香港）董事、森麒麟（泰国）董事、森麒麟集团董事、动力驿站董事。\n\n张磊先生，1979 年 6 月生，中国国籍，无境外永久居留权，本科学历。曾任青岛澳柯玛集团财务部会计、森麒麟有限财务总监、森麒麟股份财务总监。现任森麒麟股份董事兼副总经理。\n\n李忠东先生，1968 年 8 月生，中国国籍，无境外永久居留权，本科学历。曾任广州市华南橡胶轮胎有限公司技术中心设计室主管、森麒麟有限董事兼技术"} +{"pdf_name": "20795710_232.pdf", "language": "zh", "markdown": "中心总工程师。现任森麒麟股份董事兼总工程师。\n\n金胜勇先生，1971 年 12 月生，中国国籍，无境外永久居留权，本科学历。曾任中国证券市场研究设计中心员工、招商证券股份有限公司投资银行总部高级经理、青岛润和金盛置业有限公司经理、香港泰富金融集团北京分公司副总经理、天津裕丰股权投资管理有限公司投资总监、森麒麟股份监事。现任森麒麟股份董事兼董事会秘书。\n\n王宇先生，1984 年 3 月生，中国国籍，无境外永久居留权，硕士研究生学历。曾任北京百联优力投资有限公司并购重组部并购经理、天津裕丰股权投资管理有限公司高级投资经理、北京国投创盈投资管理有限公司总经理、森麒麟有限监事、森麒麟股份监事。现任北京国投创盈投资管理有限公司执行董事兼总经理、森麒麟股份董事、华夏富石股权投资管理有限公司经理。\n\n宋希亮先生，1965 年 11 月生，中国国籍，无境外永久居留权，博士研究生学历。历任山东经济学院会计系副教授、山东经济学院研究生院副主任。现任山东财经大学会计学院教授、中鲁 B（200992.SZ）独立董事、华东数控（002248.SZ）独立董事、圣阳股份（002580.SZ）独立董事、普联软件股份有限公司独立董事、山东明仁福瑞达制药股份有限公司独立董事、森麒麟股份独立董事。\n\n徐文英女士，1972 年 11 月生，中国国籍，无境外永久居留权，本科学历。曾任中联橡胶（集团）总公司咨询合作部总经理助理。现任中国橡胶工业协会副会长、阳谷华泰（300121.SZ）独立董事、海达股份（300320.SZ）独立董事、森麒麟股份独立董事。\n\n胡佳青先生，1970 年 1 月生，中国国籍，无境外永久居留权，本科学历。曾任青岛澳柯玛商业发展有限公司会计主管、青岛华诚会计师事务所有限公司审计部经理、山东汇德会计师事务所有限公司审计二部经理。现任瑞华会计师事务所青岛分所副所长、森麒麟股份独立董事。\n\n# （二）监事\n\n发行人监事会现有 3 名监事，其中 1 名为职工监事。监事的简要情况及简历如下："} +{"pdf_name": "9297857_36.pdf", "language": "zh", "markdown": "
「主 要 股 東」指具 有 上 市 規 則 賦 予 該 詞 的 涵 義
「森 寶」指森 寶 投 資 有 限 公 司，於 二 零 零 七 年 十 月 四 日 根 據 香\n港 法 律 註 冊 成 立 的 有 限 公 司。森 寶 為East Run的 前\n全 資 附 屬 公 司，在 其 於 二 零 一 五 年 十 二 月 二 十 三 日\n落 實 出 售 予Guidepost Investments Limited前 從 事 物 業\n投 資 業 務。Guidepost Investments Limited為 主 板 上 市\n公 司 位 元 堂 藥 業 控 股 有 限 公 司（股 份 代 號：897）的 間\n接 全 資 附 屬 公 司，於 最 後 實 際 可 行 日 期，母 公 司 集\n團 持 有 位 元 堂 藥 業 控 股 有 限 公 司 約22.08%
「協 佳」指協 佳 有 限 公 司，於 二 零 一 三 年 十 一 月 十 八 日 根 據 英\n屬 維 爾 京 群 島 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公\n司 的 間 接 全 資 附 屬 公 司
「收 購 守 則」指證監會頒佈的《公司收購及合併守則》，經不時修訂、\n補 充 或 以 其 他 方 式 修 改
「世 強」指世 強 投 資 有 限 公 司，於 二 零 一 零 年 七 月 二 十 八 日 根\n據 香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司 的 間\n接 全 資 附 屬 公 司
「往 績 記 錄 期」指包 括 截 至 二 零 一 五 年 三 月 三 十 一 日 止 三 個 財 政 年 度\n及 截 至 二 零 一 五 年 九 月 三 十 日 止 六 個 月 在 內 的 期 間
「包 銷 商」指公 開 發 售 包 銷 商 及 配 售 包 銷 商
「包 銷 協 議」指公 開 發 售 包 銷 協 議 及 配 售 包 銷 協 議
「美 國」指美 利 堅 合 眾 國，其 領 土、屬 地 及 受 其 司 法 管 轄 的 所\n有 地 區
「《美 國 證 券 法》」指一 九 三 三 年 美 國 證 券 法（經 修 訂）
「天 佳」指天 佳 投 資 有 限 公 司，於 二 零 零 四 年 七 月 九 日 根 據 香\n港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 母 公 司 的 間 接 全\n資 附 屬 公 司
"} +{"pdf_name": "9297857_37.pdf", "language": "zh", "markdown": "
「永 宜 投 資」指永 宜 投 資 有 限 公 司，於 二 零 零 一 年 十 月 十 九 日 根 據\n香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司 的 間 接\n全 資 附 屬 公 司
「宏 安 資 產 管 理」指宏 安 資 產 管 理 有 限 公 司，於 二 零 一 四 年 七 月 四 日 根\n據 香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司 的 間\n接 全 資 附 屬 公 司
「宏 安 企 業」指宏 安 地 產 集 團 有 限 公 司，於 二 零 一 五 年 十 月 二 十 九\n日 根 據 香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司\n的 間 接 全 資 附 屬 公 司
「宏 安 秘 書」指宏 安 地 產 秘 書 服 務 有 限 公 司，於 二 零 一 五 年 十 一 月\n二 日 根 據 香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公\n司 的 間 接 全 資 附 屬 公 司
「宏 安 服 務」指宏 安 服 務 有 限 公 司，於 二 零 一 五 年 十 月 二 十 七 日 根\n據 香 港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司 的 間\n接 全 資 附 屬 公 司
「Wang To」指WANG TO INVESTMENTS LIMITED（前 稱「宏 安 電 機\n工 程 有 限 公 司」及「宏 圖 電 機 工 程 有 限 公 司」），於\n一 九 九 四 年 五 月 二 十 六 日 根 據 香 港 法 律 註 冊 成 立 的\n有 限 公 司，亦 為 本 公 司 的 間 接 全 資 附 屬 公 司
「WEH」指WEH INVESTMENTS LIMITED（前 稱「美 苑 實 業 有 限\n公 司」及「宏 安 工 程 控 股 有 限 公 司」），於 一 九 九 一 年\n二 月 二 十 六 日 根 據 香 港 法 律 註 冊 成 立 的 有 限 公 司，\n亦 為 母 公 司 的 間 接 全 資 附 屬 公 司
「威 富 利」指威 富 利 有 限 公 司，於 二 零 零 九 年 三 月 三 十 日 根 據 香\n港 法 律 註 冊 成 立 的 有 限 公 司，亦 為 本 公 司 的 間 接 全\n資 附 屬 公 司
"} +{"pdf_name": "11712131_32.pdf", "language": "zh", "markdown": "有意投資者應審慎考慮本招股章程所載的所有資料，尤其應於作出有關股份發售的任何投資決定前考慮下列有關投資於本公司的風險及特別考慮因素。出現任何下列風險或會對本集團業務、經營業績、財務狀況及未來前景造成重大不利影響。我們目前尚未知悉或我們目前認為並不重大的其他風險亦可能會損害我們及影響　閣下的投資。\n\n本招股章程載有若干關於本集團計劃、目標、期望及意向，且涉及風險及不明朗因素的前瞻性陳述。本集團的實際業績可能與本招股章程討論者大相逕庭。可能引致或促使出現差別的因素包括下文討論者以及本招股章程其他章節所討論者。發售股份的成交價可能由於任何該等風險而下跌，而　閣下或會損失全部或部分投資。\n\n我們認為，本集團的業務及營運涉及若干風險。該等風險可分類為：(i) 與本集團業務有關的風險；(ii) 與本集團行業有關的風險；(iii) 與股份發售及股份有關的風險；及 (iv) 與本招股章程所載聲明有關的風險。\n\n# 與本集團業務有關的風險\n\n本集團極為依賴委聘我們提供空運貨站經營服務的客戶 C 及委聘我們提供空運貨代地勤服務的客戶D，因而面對集中風險，客戶C及╱或客戶D業務的任何減少或流失可重大不利影響本集團營運及財務狀況\n\n於往績記錄期，於截至二零一七年三月三十一日止三個年度以及截至二零一七年八月三十一日止五個月，客戶 C（委聘我們提供空運貨站經營服務的最大客戶）所貢獻收益分別約 165.2 百萬港元、184.9 百萬港元、215.9 百萬港元及 96.5 百萬港元，佔同期總收益約 45.3%、48.8%、50.2% 及 48.1%。此外，於截至二零一七年三月三十一日止三個年度以及截至二零一七年八月三十一日止五個月，客戶 D（委聘我們提供空運貨代地勤服務的最大客戶之一）所貢獻收益分別約 167.1 百萬港元、161.4 百萬港元、187.9百萬港元及79.8百萬港元，佔同期總收益約45.8%、42.6%、43.7%及39.8%。\n\n儘管本集團努力分散客戶基礎，以降低對客戶C及╱或客戶D的依賴，然而我們預期於不久的將來繼續自客戶C及╱或客戶D獲得大額收益。另一方面，儘管我們與客戶C及╱或客戶D分別有約4年及10年的業務關係並與彼等已訂立服務協議，但概無保證我們與客戶 C 及╱或客戶 D 的關係不會轉差或客戶 C 及╱或客戶 D 將不會在日"} +{"pdf_name": "11712131_33.pdf", "language": "zh", "markdown": "後終止與本集團的服務協議。倘我們與客戶C及╱或客戶D的關係有變或轉差，可能會對我們的業務、財務狀況及經營業績造成重大不利影響。有關我們與客戶C及客戶D 關係的詳情，請參閱本招股章程「業務－客戶」一段。\n\n倘客戶 C 及 / 或客戶 D 終止與我們的服務協議，我們無法保證我們能夠於短期內按與現有客戶所訂立服務協議的類似條款成功物色到新客戶或與新客戶訂立任何新服務協議。在該等情況下，我們的業務、財務狀況及營運業績可能因終止服務協議而受到重大不利影響。\n\n# 我們依賴客戶的業務表現及彼等對我們的空運貨代地勤服務及空運貨站經營服務的持續需求\n\n本集團主要於香港��事提供空運貨代地勤服務及空運貨站經營服務，我們的主要客戶包括全球物流公司、於香港國際機場營運國泰航空貨運站的公司、貨運代理商及物流公司。\n\n我們間接及非常依賴客戶的業務表現及於所處市場及行業的發展。倘客戶於我們所服務香港市場的銷售下滑，或會令我們的空運貨代地勤服務及空運貨站經營服務的需求相應下降。此外，倘客戶的外判決策有不利變動，或會對我們的業務、財務狀況及經營業績造成重大不利影響。倘客戶透過減少外判空運貨代地勤服務及空運貨站經營服務，轉由內部處理該等業務來改變供應鏈策略，我們的業務將受到直接不利影響。\n\n此外，客戶的業務表現出現不利發展或會降低對我們所提供服務的需求，從而對我們的業務、財務狀況及經營業績造成重大不利影響。客戶的業務表現可能受諸多因素影響，例如環球或地區經濟狀況、貿易限制、貿易政策變動、關稅條例或禁運。倘客戶的業務表現受該等因素影響，彼等對本集團空運貨代地勤服務及空運貨站經營服務的需求將受到相應影響。\n\n# 我們依賴主要管理人員的專業知識及經驗\n\n我們的成功及增長取決於我們物色、聘用、培訓及挽留合適的技術及合資格僱員的能力，包括具備業內專業知識的管理人員。高級管理層團隊成員具備豐富的管理及行業經驗，且已為我們效力頗長一段時間。我們認為，執行董事及高級管理層成員對我們甚為重要。尤其是我們依賴管理層及執行董事羅國樑先生、羅國豪先生"} +{"pdf_name": "19599474_88.pdf", "language": "zh", "markdown": "
註冊辦事處Cricket Square\nHutchins Drive\nP.O. Box 2681\nGrand Cayman KY1-1111\nCayman Islands
總部中國\n黑龍江省\n大慶市\n大慶高新技術產業開發區\n安薩路18公里處
香港主要營業地點香港\n中環\n花園道1號\n中銀大廈35樓
本公司網站www.lbigoal-dary.com.cn\n（網站上的資料並非本招股章程的一部分）
公司秘書何詠欣女士，ICSA及HKICS
授權代表方秉權先生\n26 Jalan Nipah\nSingapore 488831
何詠欣女士\n香港\n九龍\n荔枝角\n華荔擥\n賞荔樓26樓2609室
審核委員會陳華敏女士（主席）\n張學鋒先生\n張先生
薪酬委員會張先生（主席）\n陳華敏女士\n張學鋒先生\n趙先生\n趙傳文先生
提名委員會張學鋒先生（主席）\n陳華敏女士\n張先生\n趙先生
"} +{"pdf_name": "19599474_89.pdf", "language": "zh", "markdown": "
合規顧問華富嘉洛企業融資有限公司
香港\n中環\n畢打街11號\n置地廣場\n告羅士打大廈32樓
主要股份過戶登記處Codan Trust Company (Cayman) Limited
Cricket Square\nHutchins Drive\nP.O. Box 2681\nGrand Cayman KY1-1111\nCayman Islands
香港證券登記處香港中央證券登記有限公司
香港\n灣仔\n皇后大道東183號\n合和中心\n17樓1712-1716室
主要銀行龍江銀行大慶開發區支行
中國\n黑龍江省\n大慶市\n高新技術產業開發區\n興化街13號
中國建設銀行大慶分行
中國\n黑龍江省\n大慶市\n薩爾圖區\n東風新村\n建行街10號
Credit Suisse AG
1 Raffles Link, #05-02\nSingapore 039393
Credit Suisse AG香港分行
香港\n中環\n康樂廣場8號\n交易廣場三期\n23樓
"} +{"pdf_name": "20785106_11.pdf", "language": "zh", "markdown": "出的 15 个交易日前预先披露减持计划。减持计划的内容应当包括但不限于：拟减持股份的数量、来源、减持时间、方式、价格区间、减持原因；\n\n6、如未履行上述承诺，所持有的公司股份自未履行上述承诺之日起 6 个月内不得减持。\n\n# 六、上市后三年内关于稳定股价的预案及具体措施\n\n为维护公司上市后股价的稳定，保护广大投资者尤其是中小投资者的利益，公司制定了关于首次公开发行股票上市后三年内公司股价连续低于最近一年末经审计每股净资产时稳定公司股价的预案，主要内容如下：\n\n# （一）启动稳定股价预案的促发条件\n\n公司股票自首次公开发行并上市之日起三年内，若非因不可抗力因素所致，如公司股票连续 20 个交易日收盘价均低于最近一个会计年度末经审计每股净资产时，本公司及本预案中提及的其他主体将依照本���案的约定采取相应的措施以稳定公司股价。\n\n若因除权除息等事项致使上述股票收盘价与本公司最近一个会计年度末经审计的每股净资产不具可比性的，上述股票收盘价应做相应的复权调整。\n\n# （二）稳定股价的具体措施\n\n稳定股价的具体措施包括发行人回购公司股票、控股股东或实际控制人增持公司股票以及公司董事（不含独立董事）、高级管理人员增持股票。在上市后三年内每次触发启动稳定股价预案的条件时，公司将及时依次采取以下部分或全部措施以稳定公司股价：\n\n# 1、发行人回购公司股票\n\n公司董事会应当于股价触发启动条件后的 3 个交易日内制定股票回购预案并公告。公司股票回购预案应当符合法律、法规、公司章程以及《上市公司回购社会公众股份管理办法》的规定，回购是通过证券交易所集中竞价交易方式实施，并保证回购结果不会导致公司的股权分布不符合上市条件。股票回购预案需提交"} +{"pdf_name": "20785106_12.pdf", "language": "zh", "markdown": "股东大会审议，股东大会对回购股份做出决议，须经出席会议的股东所持表决权的三分之二以上通过。同时，在股东大会审议通过股份回购方案后，本公司将依法通知债权人，并向证券交易监管部门、证券交易所等报送相关材料，办理审批或备案手续，在完成必要的审批或备案后的 5 个工作日内开始实施本次回购方案，并在 3 个月内完成本次回购方案。公司为稳定股价之目的进行股票回购的，除应符合相关法律法规之要求外，还应遵守下列各项约定：\n\n（1）单次决议用于回购股份的资金不低于启动日前一会计年度经审计归属于母公司股东净利润的 5%，且不低于 500 万元；\n\n（2）单一会计年度内用于回购股份的资金不高于前一会计年度经审计归属于母公司股东净利润的 20%，且不高于 2,000 万元；\n\n（3）在公司首次公开发行股票上市后三年内，用于回购股票的资金总额不超过首次公开发行新股所募集资金净额的 50%；\n\n（4）公司董事会公告回购股份预案后，公司股票若连续 10 个交易日收盘价超过前一会计年度末经审计每股净资产时，公司董事会可以做出决议终止回购股份事宜；\n\n（5）公司回购股份的价格不超过股份回购措施启动日前一会计年度末经审计每股净资产的 110%。\n\n# 2、控股股东、实际控制人增持公司股票\n\n若公司股价在触发启动稳定股价预案的条件，且公司实施股份回购后仍未达到“连续 10 个交易日的收盘价均超过前一会计年度末经审计每股净资产”或再度触发启动条件时，在满足公司法定上市条件，同时不触及要约收购义务的前提下，控股股东、实际控制人应当于 3 个交易日内提出增持方案，同时将增持公司股票的具体计划，包括拟增持的数量、价格区间、时间等，书面通知公司并公告，增持的方式为通过证券交易所以集中竞价方式进行增持。在公司披露增持股份计划的 5 个交易日内，控股股东、实际控制人将依照方案开始进行增持，并在 3个月内完成本次增持计划。为稳定股价之目的进行股票增持的，控股股东、实际控制人的股票增持方案除应当符合法律、法规、规范性文件及公司章程的规定外，"} +{"pdf_name": "10800826_7.pdf", "language": "zh", "markdown": "【解析】注册会计师可以在被审计单位人员的陪伴下亲自去相关单位跟函。\n\n# 正确答案:A\n\n# 24.判断题题目ID:200226\n\n# 1.了解被审计单位治理结构，有助于注册会计师关注被审计单位在经营策略和方向上的重大变化。( )\n\n解析:\n\n了解被审计单位投资活动有助于注册会计师关注被审计单位在经营策略和方向上的重大变化。\n\n正确答案:A\n\n# 25.判断题题目ID:200227\n\n注册会计师审计和内部审计都具备较强的独立性。( )\n\n解析:\n\n内审机构受所在单位的直接领导，独立性受到一定的限制，其独立性只是相对于本单位其他职能部门而言的。\n\n# 正确答案:A\n\n# 26.判断题题目ID:200228\n\n重新执行适用于细节测试。( )\n\n解析:\n\n重新执行仅适用于控制测试，不适用于细节测试。\n\n# 正确答案:A\n\n# 27.判断题题目ID:200229\n\n在审计报告中沟通关键审计事项不是注册会计师就单一事项单独发表意见。( )\n\n正确答案:B\n\n# 28.判断题题目ID:200230\n\n财务报表的审计风险越高，财务报表整体的重要性金额越高。( )\n\n解析:\n\n重要性和审计风险存在反向变动关系。\n\n正确答案:A\n\n# 29.判断题题目ID:200231\n\n被询证者对于函证信息的口头回复是可靠的审计证据。( )\n\n解析:\n\n只对询证函进行口头回复不能作为可靠的���计证据。\n\n正确答案:A\n\n# 30.判断题题目ID:200232\n\n注册会计师对特定基准日内部控制的有效性发表意见，意味着注册会计师只测试基准日这一天的内部控"} +{"pdf_name": "10800826_8.pdf", "language": "zh", "markdown": "制。( )\n\n解析:\n\n注册会计师对特定基准日内部控制的有效性发表意见，并不意味着注册会计师只测试基准日这一天的内部控制，而是需要考查足够长一段时间内部控制设计和运行的情况。\n\n# 正确答案:A\n\n# 31.判断题题目ID:200233\n\n控制环境通常只包括管理职能，以及治理层和管理层对内部控制及其重要性的态度、认识和行动。( )\n\n解析:\n\n控制环境包括治理职能和管理职能，以及治理层和管理层对内部控制及其重要性的态度、认识和行动。\n\n正确答案:A\n\n# 32.判断题题目ID:200234\n\n信息的缺乏本身不构成审计证据 。( )\n\n解析:\n\n在某些情况下，信息的缺乏本身也构成审计证据。\n\n正确答案:A\n\n# 33.判断题题目ID:200235\n\n如果存货盘点在财务报表日以外的其他日期进行，注册会计师除实施监盘相关审计程序外，还应当实施其他程序，以确定盘点日与财务报表日之间的存货变动已得到恰当记录。( )\n\n正确答案:B\n\n34.判断题题目ID:200236\n\n对于以营利为目的的被审计单位，收入的发生认定存在舞弊风险的可能性通常大于完整性认定存在舞弊风险的可能性。\n\n解析:\n\n以营利为目的的单位，管理层实施舞弊的动机或者压力不同，所处内外环境也不同，舞弊风险涉及的具体认定可能不同，舞弊风险的可能性也不同，例如可能为了完成业绩指标而高估收入或者为了降低税费而低估收入等，注册会计师要具体问题具体分析。\n\n# 正确答案:A\n\n# 35.判断题题目ID:200237\n\n注册会计师在了解被审计单位内部控制时，应当确定其是否得到一贯执行。( )\n\n解析:\n\n对内部控制了解的深度，包括评价控制的设计，并确定其是否得到执行。但不包括对控制是否得到一贯执行的测试。确定其是否得到一贯执行是控制测试的目的。\n\n正确答案:A"} +{"pdf_name": "11698613_200.pdf", "language": "zh", "markdown": "# 37. EQUITY-SETTLED SHARE-BASED PAYMENTS\n\nThe Company adopted a share option scheme (the “Share Option Scheme”) on 1 December 2011 for the purpose of providing incentive or rewards to any employee of the Company or any member of the Group, or any other eligible persons (the “Eligible Persons”) for their contribution to the Group. Details of the Share Option Scheme are set out in the Company’s prospectus dated 29 December 2011.\n\n# Details of share options granted or outstanding\n\nParticulars and movements of the outstanding share options granted under the Scheme for the year ended 31 December 2017 were as follows:\n\n37. 以股份為基準付款（以股本結算）\n\n本公司於二零一一年十二月一日採納購股權計劃（「購股權計劃」），以就本公司或本集團任何成員公司之任何僱員或任何其他合資格人士（「合資格人士」）對本集團所作貢獻提供激勵或獎勵。購股權計劃詳情載於本公司日期為二零一一年十二月二十九日之招股章程。\n\n已授出而尚未行使之購股權詳情\n\n按計劃授出而尚未行使的購股權於截至二零一七年十二月三十一日止年度之詳情及變動如下：\n\n
2017\nNumber of share options\n二零一七年\n購股權數目Price of \nshares\n股 價
Name and category \nof participant\n參與人之姓名及組別Balance \nas at \n1 January \n2017\n於二零一七年\n一月一日\n之結餘Granted \nduring \nthe year\n本年度\n已授出Exercise \nduring \nthe year\n本年度\n已行使Lapsed \nduring \nthe year\n本年度\n已失效Cancelled \nduring \nthe year\n本年度\n已註銷Balance \nas at \n31 December \n2017\n於二零一七年\n十二月三十一日\n之結餘Date of \ngrant of \nshare option\n購股權\n授出日期Exercisable \nperiods of \nshare options\n購股權\n之行使期Exercise \nprice \nper share \noption \n購股權\n每股行使價
(Note 35) \n（附註35）HK$\n港元
Director\n董 事
Mr. Pang\n彭先生140,000,000————140,000,00021 January 2016 \n二零一六年一月二十一日21 January 2016 \nto 20 January 2021\n二零一六年一月二十一日\n至二零二一年一月二十日0.852
Mr. Chang (resigned on \n28 September 2017)\n張先生（於二零一七年\n九月二十���日辭任）100,000,000——(100,000,000)——21 January 2016 \n二零一六年一月二十一日21 January 2016 \nto 20 January 2021\n二零一六年一月二十一日\n至二零二一年一月二十日0.852
Dato’ Sri Hah Tiing Siu\n皇室拿督斯里夏忠招先生15,000,000————15,000,00013 May 2016 \n二零一六年一月二十一日13 May 2016 \nto 12 May 2019\n二零一六年五月十三日\n至二零一九年五月十二日1.02
Mr. Law Fei Shing (Mr. Law)\n羅輝城先生（「羅先生」）15,000,000——(15,000,000)——12 November 2015 \n二零一五年十一月十二日12 November 2015 \nto 11 November 2017\n二零一五年十一月十二日\n至二零一七年十一月十一日1.03
Sub-total 小計270,000,000——(115,000,000)—155,000,000
"} +{"pdf_name": "11698613_201.pdf", "language": "zh", "markdown": "# 37. EQUITY-SETTLED SHARE-BASED PAYMENTS (Continued)\n\n# Details of share options granted or outstanding (Continued)\n\nParticulars and movements of the outstanding share options granted under the Scheme for the year ended 31 December 2017 were as follows: (Continued)\n\n37. 以股份為基準付款（以股本結算）（續）\n\n已授出而尚未行使之購股權詳情（續）\n\n按計劃授出而尚未行使的購股權於截至二零一七年十二月三十一日止年度之詳情及變動如下：（續）\n\n
Name and category \nof participant\n參與人之姓名及組別2017\nNumber of share options\n二零一七年\n購股權數目Price of \nshares\n股 價
Balance \nas at \n1 January \n2017\n於二零一七年\n一月一日\n之結餘Granted \nduring \nthe year\n本年度\n已授出Exercise \nduring \nthe year\n本年度\n已行使Lapsed \nduring \nthe year\n本年度\n已失效Cancelled \nduring \nthe year\n本年度\n已註銷Balance \nas at \n31 December \n2017\n於二零一七年\n十二月三十一日\n之結餘Date of \ngrant of \nshare option\n購股權\n授出日期Exercisable \nperiods of \nshare options\n購股權\n之行使期Exercise \nprice \nper share \noption \n購股權\n每股行使價
(Note 35) \n（附註35）HK$\n港元
Consultants\n顧 問21,000,000——(21,000,000)——25 June 2015 \n二零一五年六月二十五日25 June 2015 \nto 24 June 2017\n二零一五年六月二十五日\n至二零一七年六月二十四日2.582
2,500,000——(2,500,000)——25 June 2015 \n二零一五年六月二十五日25 June 2016 \nto 24 June 2017\n二零一六年六月二十五日\n至二零一七年六月二十四日2.582
2,500,000————2,500,00025 June 2015 \n二零一五年六月二十五日25 June 2017 \nto 24 June 2018\n二零一七年六月二十五日\n至二零一八年六月二十四日2.582
70,000,000——(70,000,000)——12 November 2015 \n二零一五年十一月十二日12 November 2015 \nto 11 November 2017\n二零一五年十一月十二日\n至二零一七年十一月十一日1.03
2,000,000————2,000,00017 December 2015 \n二零一五年十二月十七日17 December 2015 \nto 16 December 2018\n二零一五年十二月十七日\n至二零一八年十二月十六日0.97
Sub-total 小計98,000,000——(93,500,000)—4,500,000
"} +{"pdf_name": "3456872_13.pdf", "language": "zh", "markdown": "安庆市大量的基础设施建设工作，并得到安庆市政府财政补贴的大力支持。预计未来 1～2 年内，随着新河安置房项目和棚户区改造等工程的推进，公司的投资规模会有所扩大。\n\n# 公司治理与管理\n\n# 产权状况与公司治理\n\n截至 2013 末，公司注册资本为 10 亿元人民币，安庆市国资委为控股股东和实际控制人，持有公司 100%的股权。公司主要职能部门包括办公室、计划财务部、资产运营部、项目管理部、工程部以及人力资源和监察部等，其中，计划财务部主要职能为资金核算与支付；资产运营部主��负责依据财政部文件为公司注入资产、管理考核以及规划资产的保值增值；项目部的部门职责为资产审核、项目重要节点会审、建设管理项目库以及工程资料审核。公司管理及治理体制较为稳定，各职能部门分工较为明确。\n\n# 战略与管理\n\n“十二五”期间，安庆市坚持工业化与城市化“双轮驱动”的发展战略，加快建设承接产业转移示范区和城乡统筹实践区，以石油化工、纺织服装、机械加工为支撑发展三大产业，积极推进产业结构升级和现代化历史名城建设。未来安庆市依托皖江城市带的重要石化轻纺基地、预计 2015 年 7 月竣工的南京-安庆-临安城际铁路、深水港资源、皖南旅游资源、物流二位布局城市以及长江经济带等地理、资源有利条件，经济将会得到快速发展。公司作为安庆市重要的投融资建设主体，面临良好的外部发展环境。\n\n# 抗风险能力\n\n公司作为安庆市土地储备整治、基础设施建设和保障性住房建设的重要主体和安庆市区唯一投融资建设主体，管理和治理体制较为稳定，并面临良好的外部发展环境，在城市建设中具有重要地位，具有很强的抗风险能力。\n\n# 财务分析\n\n公司提供了 2011～2013 年及 2014 年 1～3 月财务报表。利安达会计师事务所（特殊普通合伙）安徽分所对公司 2011～2013 年的财务报表进行了三年连审，并出具了标准无保留意见的 2011～2013 年三年连审模拟审计报告。应公司要求，本期票据评级报告采用三年连审模拟审计报告，其与公开挂网分别审计的会审字【2012】0621 号、会审字【2013】1044 号和会审字【2014】2165 号审计报告内容不一致，主要差别在于模拟报表将 2013年末并表的包括华茂集团在内的子公司进行了 2011～2013 年的并表模拟，公司针对此情况出具了相关说明。公司"} +{"pdf_name": "3456872_14.pdf", "language": "zh", "markdown": "2014 年 1～3 月财务报表未经审计。公司财务报表按照旧会计准则编制，合并变动范围为包括华茂集团在内的 22 家子公司。\n\n# 资产质量\n\n近年来，受土地注入影响，公司总资产规模持续增长；以土地储备为主的存货在流动资产中的占比较高，资产的流动性一般\n\n2011～2013 年末，公司总资产分别为 247.70 亿元、288.39 亿元和 560.50 亿元，其中 2013 年资产规模增幅较大，主要原因是根据国资办【2013】1 号文确认无偿划入的储备土地计入存货，公司总资产显著增加。\n\n公司流动资产主要由存货、货币资金、应收账款和其他应收款组成，其中存货占比最大。2011～2013 年末，公司存货有所波动，其中2013 年同比增加 143.96 亿元，主要受土地无偿划拨的影响。公司土地资产中，账面价值 218.16 亿元的土地用于 47.30 亿元的银行借款抵押、账面价值 9.89 亿元的土地用于向 8 亿元 07 宜城投债提供反担保、账面价值 17.44 亿元的土地用于向 12 亿元 09 宜城投债提供反担保。2011～2013年末，公司货币资金分别为 10.21亿元、20.05亿元和 37.00亿元，保持增加；公司应收账款主要是应收安庆市财政局的 BT 回购款，其中 2013 年大幅增长，主要是应收财政代建款增加所致，账龄在 1 年以内的应收账款占比 99.39%。公司其他应收款主要是应收政府部门及关联方往来款，截至 2013 年末公司其他应收款账龄在 1 年以内的比例为 51.14%，1～2 年占比为 20.23%，共计提坏账准备 1.28 亿元。2013年末，公司其他应收款中安庆市荣光玻璃集团有限公司因处于破产清算阶段，故将其 3,121.18 万元欠款全额计提坏账准备；对应收政府部门及关联方往来款未计提。\n\n表 7 2011～2013 年末及 2014 年 3 月末公司资产构成情况（单位：亿元、%）\n\n
科 目2014 年 3 月末2013 年末2012 年末2011 年末
金额占比金额占比金额占比金额占比
货币资金24.704.3437.006.6020.056.9510.214.12
应收账款12.612.2212.782.281.640.571.630.66
其他应收款13.142.3112.982.3210.203.5410.794.36
存货233.3041.01233.1741.6089.2130.9494.4438.13
流动资产合计292.3651.39301.8953.86125.1243.39125.1250.51
长期股权投资13.912.4512.932.3110.073.498.473.42
长期债权投资11.392.0010.971.9611.063.8311.134.49
固定资产95.5516.7996.5317.2259.4020.6051.6020.83
在建工程81.7414.3761.0410.8951.9318.0126.3010.62
总资产568.92100.00560.50100.00288.39100.00247.70100.00
\n\n长期流动资产主要包括长期股权投资、长期债权投资、固定资产"} +{"pdf_name": "20783099_681.pdf", "language": "zh", "markdown": "产生重大影响。\n\n# 3、增值税出口退税额分析\n\n单位：万元\n\n
项目2017 年 1-6 月2016 年度2015 年度2014 年度
外销收入[注]30,377.1752,200.5347,270.6044,334.81
“免、抵、退”、“免、\n退”税额4,025.276,368.316,443.596,269.66
当期应退税额3,185.404,891.724,648.214,455.34
“免、抵、退”、“免、\n退”税额占外销收\n入的比例13.25%12.20%13.63%14.14%
当期应退税额占\n外销收入的比例10.49%9.37%9.83%10.05%
\n\n注：上表外销收入与合并境外收入存在差异主要由于母公司与国外子公司之间内部交易抵消以及国外子公司存在对外销售所致。\n\n公司产品系列及材质规格众多，适用不同的出口退税率，主要产品退税率在9%至 17%。报告期内，“免、抵、退”、“免、退”税额占外销收入的比例分别为14.14%、13.63%、12.20%及 13.25%，占比波动平稳，均在主要产品适用出口退税率范围以内，公司出口退税与境外销售规模相匹配。报告期内，公司出口销售“免、抵、退”、“免、退”税额占外销收入比例的波动，主要受因为：（1）海关上传主管税务机关系统单证信息齐全的收入（即计算当期“免、抵、退”、“免、退”税额的收入）与公司外销收入之间存在时间性差异；（2）公司各期产品系列及材质的变动导致适用不同的出口退税率。\n\n# 三、现金流量分析\n\n# （一）现金流量基本情况和变动原因\n\n报告期内，发行人现金流量构成如下所示：\n\n单位：万元\n\n
项目2017 年 1-6\n月2016 年度2015 年度2014 年度
经营活动产生的现金流量净额2,019.193,680.632,237.913,458.99
投资活动产生的现金流量净额-4,090.064,305.137,438.87-6,425.91
筹资活动产生的现金流量净额-919.617,137.77-9,448.582,798.27
"} +{"pdf_name": "20783099_682.pdf", "language": "zh", "markdown": "
汇率变动对现金及现金等价物\n的影响-287.22621.85619.69-46.00
现金及现金等价物净增加额-3,277.7015,745.38847.90-214.65
期初现金及现金等价物余额18,005.122,259.731,411.841,626.49
期末现金及现金等价物余额14,727.4218,005.122,259.731,411.84
\n\n# （二）经营活动产生的现金流量分析\n\n单位：万元\n\n
项目2017 年 1-6\n月2016 年度2015 年度2014 年度
销售商品、提供劳务收到的现金33,541.9754,484.7351,128.0749,343.94
收到的税费返还3,330.774,992.614,403.254,138.55
收到其他与经营活动有关的现\n金517.72358.07648.191,537.75
经营活动现金流入小计37,390.4759,835.4156,179.5155,020.24
购买商品、接受劳务支付的现金26,743.8742,420.1340,665.6139,585.78
支付给职工以及为职工支付的\n现金3,145.414,893.814,230.034,188.96
支付的各项税费1,946.031,283.432,520.862,171.69
支付其他与经营活动有关的现\n金3,535.977,557.416,525.105,614.82
经营活动现金流出小计35,371.2856,154.7853,941.6051,561.25
经营活动产生的现金流量净额2,019.193,680.632,237.913,458.99
\n\n# 1、经营性现金流量具体分析\n\n# （1）科目影响分析\n\n# ①应收账款对经营活动产生的现金流量的影响\n\n公司应收账款主要通过货币资金方式收回，外销基本以美元计价结算，收取后结汇成人民币。报告期内应收账款账面余额变动和销售商品、提供劳务收到的现金的关系如下：\n\n单位：万元\n\n
项目2017 年 1-6 月2016 年2015 年2014 年
营业收入35,296.0158,354.2852,375.8948,962.12
减：租赁收入-47.88--
"} +{"pdf_name": "2542059_35.pdf", "language": "zh", "markdown": "产），其所带来的经济利益很可能流入本公司且公允价值能够可靠计量的，单独确认并按公允价值计量；公允价值能够可靠计量的无形资产，单独确认为无形资产并按公允价值计量；取得的被购买方除或有负债以外的其他各项负债，履行有关义务很可能导致经济利益流出本公司且公允价值能够可靠计量的，单独确认并按照公允价值计量；取得的被购买方或有负债，其公允价值能可靠计量的，单独确认为负债并按照公允价值计量。\n\n对合并中取得的被购买方资产进行初始确认时，对被购买方拥有的但在其财务报表中未确认的无形资产进行充分辨认和合理判断，满足以下条件之一的，应确认为无形资产：（1）源于合同性权利或其他法定权利；（2）能够从被购买方中分离或者划分出来，并能单独或与相关合同、资产和负债一起，用于出售、转移、授予许可、租赁或交换。\n\n购买方在企业合并中取得的被购买方的可抵扣暂时性差异，在购买日不符合递延所得税资产确认条件的，不予以确认。购买日后 12 个月内，如取得新的或进一步的信息表明购买日的相关情况已经存在，预期被购买方在购买日可抵扣暂时性差异带来的经济利益能够实现的，确认相关的递延所得税资产，同时减少商誉，商誉不足冲减的，差额部分确认为当期损益；除上述情况以外，确认与企业合并相关的递延所得税资产，计入当期损益。\n\n非同一控制下企业合并，购买方为企业合并发生的审计、法律服务、评估咨询等中介费用以及其他相关管理费用，于发生时计入当期损益；购买方作为合并对价发行的权益性证券或债务性证券的交易费用，计入权益性证券或债务性证券的初始确认金额。\n\n购买方通过多次交易分步实现非同一控制下企业合并的，属于“一揽子交易”的，本公司将各项交易作为一项取得控制权的交易进行会计处理。不属于“一揽子交易”的，在个别财务报表中，以购买日之前所持被购买方的股权投资的账面价值与购买日新增投资成本之和，作为改按成本法核算的初始投资成本；购买日之前持有的被购买方的股权投资因采用权益法核算而确认的其他综合收益，在处置该项投资时采用与被投资单位直接处置相关资产或负债相同的基础进行会计处理，因被投资方除净损益、其他综合收益和利润分配以外的其他所有者权益变动而确认的所有者权益，在处置该项投资时转入处置期间的当期损益。其中，处置后的剩余股权根据长期股权投资准则采用成本法或权益法核算的，其他综合收益和其他所有者权益应按比例结转，处置后的剩余股权改按金融工具确认和计量准则进行会计处理的，其他综合收益和其他所有者权益应全部结转。在合并财务报表中的会计处理见本附注四、（六）。\n\n购买日之前持有的股权投资，采用金融工具确认和计量准则进行会计处理的，将该股权投资的公允价值加上新增投资成本之和，作为改按成本法核算的初始投资成本，原持有股权的公允价值与账面价值的差额与原计入其他综合收益的累计公允价值变动全部转入改按成本法核算的当期投资损益。\n\n# 3、将多次交易事项判断为一揽子交易的判断标准\n\n本公司将多次交易事项判断为一揽子交易的判断标准如下：\n\n(1) 这些交易是同时或者在考虑了彼此影响的情况下订立的；\n\n(2) 这些交易整体才能达成一项完整的商业结果；\n\n(3) 一项交易的发生取决于其他至少一项交易的发生；\n\n(4) 一项交易单独考虑时是不经济的，但是和其他交易一并考虑时是经济的。\n\n# （六）合并财务报表的编制方法\n\n本公司合并财务报表的合并范围以控制为基础确定，控制是指投资方拥有被投资方的权力，通过参与被投资方的相关活动而享有可变回报，并且有能力运用对被投资方的权力影响其回报金"} +{"pdf_name": "2542059_36.pdf", "language": "zh", "markdown": "额。相关活动，是指对被投资方的回报产生重大影响的活动。\n\n被投资方的相关活动根据具体情况进行判断，通常包括商品或劳务的销售和购买、金融资产的管理、资产的购买和处置、研究与开发活动以及融资活动等。\n\n在综合考虑被投资方的设立目的、被投资方的相关活动以及如何对相关活动作出决策、本公司享有的权利是否使其目前有能力主导被投资方的相关活动、是否通过参与被投资方的相关活动而享有可变回报、是否有能力运用对被投资方的权力影响其回报金额以及与其他方的关系等基础上对是否控制被投资方进行判断。一旦相关事实和情况的变化导致控制所涉及的相关要素发生变化的，将进行重新评估。\n\n在判断是否拥有对被投资方的权力时，仅考虑与被投资方相关的实质性权利，包括自身所享有的实质性权利以及其他方所享有的实质性权利。\n\n本公司以自身和子公司的财务报表为基础，根据其他有关资料将整个企业集团视为一个会计主体，依据相关企业会计准则的确认、计量和列报要求，已按照统一的会计政策及会计期间，反映企业集团整体财务状况、经营成果和现金流量。合并程序具体包括：合并母公司与子公司的资产、负债、所有者权益、收入、费用和现金流等项目；抵销母公司对子公司的长期股权投资与母公司在子公司所有者权益中所享有的份额；抵销母公司与子公司、子公司相互之间发生的内部交易的影响，内部交易表明相关资产发生减值损失的，全额确认该部分损失；站在企业集团角度对特殊交易事项予以调整。\n\n子公司所有者权益中不属于母公司的份额，作为少数股东权益，在合并资产负债表中所有者权益项目下以“少数股东权益”项目列示。\n\n子公司当期净损益中属于少数股东权益的份额，在合并利润表中净利润项目下以“少数股东损益”项目列示。子公司当期综合收益中属于少数股东权益的份额，在合并利润表中综合收益总额项目下以“归属于少数股东的综合收益总额”项目列示。\n\n子公司少数股东分担的当期亏损超过了少数股东在该子公司期初所有者权益中所享有的份额的，其余额仍冲减少数股东权益。\n\n向子公司出售资产所发生的未实现内部交易损益，全额抵销“归属于母公司所有者的净利润”。子公司向母公司出售资产所发生的未实现内部交易损益，按照母公司对该子公司的分配比例在“归属于母公司所有者的净利润”和“少数股东损益”之间分配抵销。子公司之间出售资产所发生的未实现内部交易损益，按照母公司对出售方子公司的分配比例在“归属于母公司所有者的净利润”和“少数股东损益”之间分配抵销。\n\n本公司在报告期内因同一控制下企业合并增加的子公司以及业务，编制合并报表时，调整合并资产负债表的期初数，将该子公司以及业务合并当期期初至报告期末的收入、费用、利润纳入合并利润表，现金流量纳入合并现金流量表，同时对比较报表的相关项目进行调整，视同合并后的报告主体自最终控制方开始控制时点起一直存在。\n\n本公司在报告期内因非同一控制下企业合并或其他方式增加的子公司以及业务，编制合并资产负债表时，不调整合并资产负债表的期初数，将该子公司以及业务购买日至报告期末的收入、费用、利润、现金流量纳入合并利润表和合并现金流量表。\n\n本公司在报告期内处置子公司以及业务，编制合并资产负债表时，不调整合并资产负债表的期初数，该子公司以及业务期初至处置日的收入、费用、利润纳入合并利润表，现金流量纳入合并现金流量表。\n\n母公司购买子公司少数股东拥有的子公司股权，在合并财务报表中，因购买少数股权新取得的长期股权投资与按照新增持股比例计算应享有子公司自购买日或合并日开始持续计算的净资"} +{"pdf_name": "11700198_30.pdf", "language": "zh", "markdown": "
「王博士」 指 王 歈 博 士，為 本 公 司 的 執 行 董 事、首 席 執 行 官\n兼聯席首席科技官
「張博士」 指 張毓博士，為本公司的首席科學家兼顧問
「®EAL」 指 本 公 司 核 心 在 研 產 品，為「擴 增 活 化 淋 巴 細 胞」\n的 簡 稱，詳 情 載 於「業 務 — 產品管線® — EAL」
「企業所得稅法��� 指中華人民共和國全國人民代表大會於2007年3\n月16日通過（並於2017年2月24日 及2018年12\n月29日修訂）的中華人民共和國企業所得稅法，\n連同國務院於2007年12月6日頒佈的中華人民\n共和國企業所得稅法實施條例（經 不 時 修 訂、\n補充或以其他方式修改）
「股本融資」 指股本融資認購協議訂明的首次公開發售前投\n資
「股本融資認購協議」 指 本 公 司、本公司當時的股東（包 括 於「歷 史、重\n組 及 公 司 架 構」所 載 彼 等 的 投 資 控 股 公 司）、\n新開源香港、Brim Elite及Bei Ni Ltd所訂立日期\n為2018年12月11日 的 股 份 認 購 協 議，以 及 本\n公司、新開源香港及廣利所訂立日期為2018年\n12月11日 的 股 份 認 購 函，內 容 有 關 以200.0百\n萬港元認購本公司合計10,000股股份
「Evodevo」 指Evodevo Ltd，一家於2018年3月28日在英屬處\n女群島註冊成立的有限商業公司，於全球發售\n完成後將成為本公司的主要股東
「獨家業務合作協議」 指永泰瑞科、登記股東與北京永泰之間所訂立日\n期 為2018年9月10日的獨家業務合作協議
「獨家購買權及股權\n託管協議」指 北京永泰、永泰瑞科與登記股東之間所訂立日\n期 為2018年9月10日的獨家購買權及股權託管\n協 議
「行使價」 指 人 民 幣1.00元，或 於 購 買 時 中 國 法 律 允 許 的 最\n低價格
"} +{"pdf_name": "11700198_31.pdf", "language": "zh", "markdown": "
「極端情況」 指 由香港政府發佈由超強颱風造成的極端情況
「FDA」 指 美國食品藥品監督管理局
「首份不可撤回\n信託協議」指 由 北 京 賽 諾 泰、譚 先 生、譚 曉 陽、張 軍 政、馬\n曉 鷗、柯 少 彬、宋 愛 平 及 李 磊 所 訂 立 日 期 為\n2016年6月30日 的 股 東 協 議，據 此，其 他 股 東\n於北京永泰任何股東大會上的投票權已不可\n撤回地委託予譚先生，使譚先生可全權酌情行\n使該等投票權
「弗若斯特沙利文」\n或「行 業 顧 問」指 弗若斯特沙利文（北京）諮詢有限公司上海分公\n司，為獨立行業顧問
「按公允值計入損益」 指 按公允值計入損益
「全球發售」 指 香港公開發售及國際發售
「廣利」 指 廣 利 投 資 有 限 公 司，一 家 於2018年11月28日\n在英屬處女群島註冊成立的業務公司，由獨立\n第三方Michael Zhou全 資 擁 有。廣 利 為 一 名 股\n東
「綠 色 申請表格」 指 將 由 白 表eIPO服務供應商香港中央證券登記\n有限公司填妥的申請表格
「本集團」 指 本 公 司 及 我 們 的 附 屬 公 司 或 當 中 任 何 一 家 附\n屬 公 司，或 如 文 義 所 指，就 本 公 司 成 為 其 現 時\n附屬公司的控股公司之前的期間而言，指該等\n附屬公司，猶如其於有關時間為本公司的附屬\n公 司
「廣州永瑞」 指廣州永瑞免疫生物製品科技有限公司，一家於\n2019年2月27日 在 中 國 成 立 的 有 限 公 司，為 本\n公司的間接全資附屬公司
「國盛實驗室」 指本集團租賃的一處研發設施，位於中國北京市\n北京經濟技術開發區康定街1號國盛科技園
「Hamiyang」 指Hamiyang Ltd，一家於2018年4月19日在英屬\n處女群島註冊成立的業務公司，為本公司的直\n接全資附屬公司
"} +{"pdf_name": "9263530_63.pdf", "language": "zh", "markdown": "
源水务有\n限公司氨氮、\nTN、TPmg/l;氨氮\n0.19mg/l;\nTN 7.65 \nmg/l;TP\n0.11mg/l2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准吨/年;氨氮\n0.67 吨/年; TN\n27.24 吨/年;TP\n0.35 吨/年年;氨氮 45.625\n吨/年;TN\n136.875 吨/年;TP\n4.5625 吨/年
全椒县清\n源水务有\n限公司COD、\n氨氮、\nTN、TP连续1襄河COD 12.79 \nmg/l;氨氮\n1.44mg/l;\nTN 9.06 \nmg/l;TP\n0.32mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 218.51\n吨/年;氨氮\n24.21 吨/年;\nTN 154.34 吨/\n年; TP 5.47 吨/\n年COD 912.5吨/年;\n氨氮 91.25 吨/\n年; TN 273.75 吨/\n年; TP 9.125 吨/\n年无
舒城清源\n水务有限\n公司COD、\n氨氮、\nTN、TP连续1丰乐\n河COD 12.00 \nmg/l;氨氮\n2.27mg/l;\nTN 10.84 \nmg/l;TP\n0.34mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准；\nDB34-2710-20\n16《巢湖流域\n城镇污水处理\n厂和工业行业\n主要水污染物\n排放限值》COD 115.3 吨/\n年;氨氮 21.81\n吨/年; TN\n104.17 吨/\n年;TP 3.26 吨/\n年COD 613.2吨/年;\n氨氮 30.66 吨/\n年; TN 153.3 吨/\n年;TP 4.599 吨/\n年无
桐城市清\n源水务有\n限公司COD、\n氨氮、\nTN、TP连续1龙眠\n河COD 10.27 \nmg/l;氨氮\n0.54mg/l;T\nN 6.96 \nmg/l;TP\n0.15mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 229.14\n吨/年;氨氮\n7.69 吨/年;\nTN63.51 吨/\n年;TP 4.18 吨/\n年COD 912.5吨/年;\n氨氮 91.25 吨/\n年; TN 273.75 吨/\n年; TP 9.125\n吨/年无
桐城市中\n环水务有\n限公司COD、\n氨氮、\nTN、TP连续1柏年\n河COD 7.33 \nmg/l;氨氮\n1.46mg/l;\nTN 9.6 \nmg/l;TP\n0.28mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 32.67 吨/\n年;氨氮 3.59\n吨/年; TN\n22.89 吨/年;\nTP 0.57 吨/年COD 182.5吨/年;\n氨氮 18.25 吨/\n年; TN 54.75 吨/\n年; TP 1.825 吨/\n年无
潜山县清\n源水务有\n限公司COD、\n氨氮、\nTN、TP连续1鲁坦\n河COD 8.82 \nmg/l;氨氮\n0.686mg/l;\nTN 8.96 \nmg/l;TP\n0.163mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 6.51 吨/\n年;氨氮 0.49\n吨/年;TN 6.49\n吨/年;TP 0.12\n吨/年COD 91.25吨/年;\n氨氮 9.125 吨/\n年; TN 27.375 吨/\n年;TP 0.9125 吨/\n年无
安徽宜源\n环保科技COD、\n氨氮、连续1市政\n管网COD 45 \nmg/l; 氨氮GB4287-2012\n《纺织染整工COD 47.3 吨/\n年;氨氮 0.84-无
"} +{"pdf_name": "9263530_64.pdf", "language": "zh", "markdown": "
股份有限\n公司TN、TP0.8mg/l;\nTN 11.8 \nmg/l;TP\n0.6mg/l业水污染排放\n标准》间接排\n放标准吨/年; TN 12.4\n吨/年; TP 0.6\n吨/年
兰考县荣\n华水业有\n限公司COD、\n氨氮、\nTN、TP连续1杜庄\n河COD 19.91 \nmg/l;氨氮\n0.68mg/l;\nTN 10.43 \nmg/l;TP\n0.18mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 106.25\n吨/年;氨氮\n3.63 吨/年; TN\n55.66 吨/年;\nTP 0.96 吨/年COD 456.25 吨/\n年;氨氮 45.62 吨\n/年; TN 136.87 吨\n/年; TP 4.56 吨/\n年无
宿松县中\n环水务有\n限公司COD、\n氨氮、\nTN、TP连续1市政\n管网COD 18.68 \nmg/l; 氨氮\n1.03mg/l;\nTN 8.7 \nmg/l;TP\n0.3mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准COD 2.205 吨/\n年;氨氮 0.115\n吨/年;TN\n1.844 吨/年;TP\n0.055 吨/年COD 9.650吨/年;\n氨氮 0.965 吨/\n年;TN 2.895 吨/\n年;TP 0.097 吨/\n年无
安徽中环\n环保科技\n股份有限\n公司庐江\n县分公司\n龙桥污水\n处理厂COD、\n氨氮、\nTN、TP、\nSS间歇1电厂\n（回\n用）COD≤50 \nmg/l;氨氮\n≤5(8) \nmg/l; TN\n≤15 mg/l;\nTP≤0.5 \nmg/l; SS≤\n10 mg/lGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准;\nGB50050-201\n7《工业循环冷\n却水处理设计\n规范》0 排放，处理\n水量受电厂制\n约-无
安徽中环\n环保科技\n股份有限\n公司庐江\n县分公司\n矾山镇矾\n矿溶淋水\n处理厂TP、Ni、\nCu、\nMn、TFe连续1沙河\n和失\n曹河TP 0.00086 \nmg/l; Ni\n0.00172 \nmg/l; Cu\n0.0043 \nmg/l; Mn\n1.0543 \nmg/l; TFe \n0.0180 \nmg/lDB34-2710-20\n16《巢湖流域\n城镇污水处理\n厂和工业行业\n主要水污染物\n排放限值》；\nGB18918-200\n2《城镇污水处\n理厂污染物排\n放标准》一级\nA 标准TP 0.0037 吨/\n年;Ni 0.0074\n吨/年; Cu\n0.0183 吨/年;\nMn0.4536 吨/\n年; TFe 0.0773\n吨/年TP 0.55 吨/年;Cu\n0.55 吨/年; TFe \n2.19 吨/年无
安徽中环\n环保科技\n股份有限\n公司蜀山\n分公司COD、\n氨氮、\nTN、TP连续1苦驴\n河COD 12.1 \nmg/l;氨氮\n0.27mg/l;\nTN 2.5 \nmg/l; TP\n0.12mg/lGB18918-200\n2《城镇污水处\n理���污染物排\n放标准》一级\nA 标准;\nDB34-2710-20\n16《巢湖流域COD 30.03 吨/\n年;氨氮 0.65\n吨/年; TN\n6 .47 吨/年;\nTP 0.31 吨/年COD 547.5吨/年;\n氨氮 27.38 吨/\n年; TN 91.25 吨;\nTP 5.48 吨/年无
"} +{"pdf_name": "20783099_264.pdf", "language": "zh", "markdown": "入包括宠物窝垫、猫爬架、宠物玩具及其他宠物用品的销售收入，产品结构稳定。针对宠物窝垫和猫爬架产品，公司以自主生产和外协加工相结合的模式进行生产销售。对于宠物玩具及其他宠物用品，公司在综合考虑产能、综合成本后，主要采用外协加工的生产模式。报告期内，公司各产品系列的销售数量、销售金额及占比情况如下表所示：\n\n单位：万件、万个、万只、万套\n\n
项目2017 年 1-6 月2016 年度
数量金额\n（万元）占比\n（%）数量金额\n（万元）占比\n（%）
宠物窝垫403.099,908.4928.92657.0515,839.4127.85
其中：自产131.234,371.8112.76264.988,091.4014.23
外协271.865,536.6816.16392.077,748.0113.62
猫爬架123.058,453.2024.67178.9411,972.4721.05
其中：自产95.036,366.9118.58135.258,844.2715.55
外协28.022,086.296.0943.693,128.205.50
宠物玩具1,402.458,600.4925.102,760.2515,973.5028.09
其他宠物用品941.927,303.7021.311,690.7713,082.6223.01
合计2,870.5134,265.87100.005,287.0156,868.00100.00
\n\n
项目2015 年度2014 年度
数量金额\n（万元）占比\n（%）数量金额\n（万元）占比\n（%）
宠物窝垫571.1113,916.5927.10576.6713,832.5428.87
其中：自产228.537,452.9614.52203.337,107.5614.83
外协342.586,463.6212.59373.346,724.9814.03
猫爬架169.8411,525.8322.45164.579,489.9219.81
其中：自产126.968,163.8915.90138.267,544.8315.75
外协42.883,361.936.5526.311,945.094.06
宠物玩具2,716.3914,759.7928.752,557.7212,702.8926.51
其他宠物用品1,680.6311,143.9221.701,663.2111,890.8724.82
合计5,137.9751,346.12100.004,962.1747,916.22100.00
\n\n# （1）外协产品收入占比较高的原因\n\n报告期内，公司外协加工产品收入占主营业务收入的比重分别为 69.42%、"} +{"pdf_name": "20783099_265.pdf", "language": "zh", "markdown": "69.59%、70.22%及 68.66%，外协产品收入占比较高，主要由宠物用品行业特点、产品综合成本及公司自有资源分配所决定。\n\n宠物用品行业具有多品种、多规格的行业特点，客户为方便管理及降低采购成本往往具有“一站式”采购的需求。宠物窝垫、猫爬架等宠物家居用品是大众基础需求类宠物用品，市场需求量非常大。国外客户在选择供应商时，通常会先比较宠物窝垫、猫爬架等产品的质量、性价比。在确定了宠物窝垫、猫爬架等宠物家居用品的供应商之后，其他宠物用品一般也一并由这些选定的供应商提供。因此，提供高质量、高性价比、时尚流行的宠物窝垫、猫爬架等宠物家居用品是获得客户青睐以及扩大客户基础的关键。公司一直将宠物窝垫、猫爬架等宠物家居用品作为核心产品，以自主生产的方式，采用新颖的设计研发、熟练的技术工人、不断优化的产品设计方案以及严格的质量控制标准，保证宠物窝垫、猫爬架等宠物家居用品的质量符合客户的要求。\n\n公司提供的产品种类丰富，几乎覆盖宠物用品全领域，各个大类下又细分为多个品种。目前公司采用���单式的生产方式，单个订单中对特定品种的宠物用品需求量往往较小，如果全部由公司组织生产，需要大量的资金、设备和场地投入，采购成本及生产成本都较高，且公司产能利用率较高。在这种情况下，部分产品向专业化分工的外协厂商委托加工更具灵活性、经济性，没有生产线运营的负担，综合成本较低。选择部分产品外协加工，发行人可集中优势资源专注于设计研发，提高核心竞争力。\n\n在综合考虑上述因素后，公司采用自主生产和外协加工相结合的模式为客户提供了多个产品系列，几千种规格型号的宠物产品，形成了较为完整的产品体系。\n\n# （2）对公司生产经营独立性的影响\n\n公司采用外协生产模式，自行负责宠物用品的设计研发，将宠物用品的生产包装环节委托给专业厂商。公司采购部依据原材料和生产过程检验的检验结果，由检验员在产前、产中及产后按一定比例取样，对其性能指标、外观及包装进行抽检。若在产前、产中环节任何一项检验中发现不合格产品，则要求外协厂商进行整改、返工；若在产品完成后的任何一项检验中发现不合格产品，则对该批产品进行质量检测，以确保发出的产品完全满足客户要求。其中，宠物用品的核心"} +{"pdf_name": "3409823_148.pdf", "language": "zh", "markdown": "要；审查租赁项目的合法性、可行性。\n\n（II）评估申请租赁人的资信状况，评估内容一般包括申请人基本情况、资产质量、经营情况、行业前景、偿债能力、信用状况、用于租赁和第三方租赁的资产及其权利归属等。\n\n（III）综合考虑租赁业务的可接受风险水平，并设定租赁风险限额。\n\n评估经理根据对过去三年的收支分析，预测未来六年的现金流收支结余情况。同时，根据评估资料，以及现金流预测结果，对承租方财务状况、偿债能力、市场地位、信用记录、标的物覆盖程度等情况进行综合评分，经评估部部门经理审核后出具评估报告。\n\n# c、项目评审\n\n发行人整体融资租赁业务规模相对较小，因此全部融资租赁合同均须经过项目评审会的审批。项目评审会由风险管理委员会秘书发起并召集风险管理委员会成员作为评审委员参加，进行项目评审和表决。\n\n租赁事业部负责评审项目的区域经理在项目评审会上陈述评审项目的情况，包括客户基本情况及资金需求等；评估部相关负责人对项目评估结论进行分析和阐述；资金部相关负责人对项目可能会存在的资金风险进行分析及阐述；运营部相关负责人对可能会存在的法律风险进行分析及阐述；市场部相关负责人进行市场分析。项目评审员进一步讨论可能产生的风险。\n\n项目评审会应对项目的评审结果进行表决和投票，超半数以上风险管理委员会成员表决“通过”，则依项目评审会结果进行后续项目执行。否则，需再次评审或暂停项目。公司董事长拥有一票否决权。\n\n# B、资产组合管理\n\n# a、定期监测资产组合\n\n公司主要通过承租人资格认定、融资租赁款的风险监测和资产质量分析等措施定期监测管理资产组合。\n\n（I）评估部应当每年一次对承租人的经营状况、经营效益、资信情况定期"} +{"pdf_name": "3409823_149.pdf", "language": "zh", "markdown": "进行综合评价，出具评估报告，运营部根据有关政策规定及融资租赁款风险程度进行融资租赁款风险评级认定。\n\n（II）运营部负责执行融资租赁款质量的监测分析、评价与考核。融资租赁款风险监测主要依据融资租赁款质量五级分类结果，将融资租赁款划分为正常、关注、次级、可疑、损失五类，依次反映融资租赁款的风险程度。\n\n（III）资产管理中心对所有的租赁资产保持随时监察，并进行质量分析。资产管理中心建立在风险五级分类基础上，设置若干融资租赁款质量评价指标，监测融资租赁款质量静态分布和动态变化情况等，来评价融资租赁款质量稳定性和不良融资租赁款风险程度。\n\n# b、评估资产质量\n\n发行人根据对客户的信用状况跟踪情况来评判应收融资租赁款的评级，发行人对应收融资租赁款按照 5 个等级进行分类：正常、关注、次级、可疑、损失。各个等级的评判标准如下：\n\n（I）正常：没有任何理由怀疑承租人不能按时足额偿还融资租赁款本息，且没有任何理由怀疑承租人的应收融资租赁款会发生减值。以下事项可以作为评判正常的因素：\n\n承租人一直按时足额支付融资租赁款项；\n\n影响承租人还款能力或经营活动的政策并没有发生重大改变；\n\n承租人所在的市场经营环境没有发生重大不利变动；\n\n承租人的财务状况稳健，承租人租用的资产得到正常的使用。\n\n（II）关注：承租人虽然能够按时足额偿还融资租赁款本息，但仍然有一些因素可能会影响其未来支付能力。以下事项可以作为评判关注的因素：\n\n宏观经济环境、政策、市场经营环境发生变动，可能导致承租人的业务或付款能力受到影响；\n\n承租人发生股权结构或业务结构上的重组、分拆或类似的交易，从而影响承租人的付款能力或意愿；"} +{"pdf_name": "9290593_46.pdf", "language": "zh", "markdown": "# 第七节 股份变动及股东情况\n\n# 一、 股本变动情况\n\n# (一) 股份变动情况表\n\n# 1. 股份变动情况表\n\n报告期内，公司股份总数及股本结构未发生变化。\n\n# 2. 股份变动情况说明\n\n□适用 √不适用\n\n# 3. 股份变动对最近一年和最近一期每股收益、每股净资产等财务指标的影响（如有）\n\n□适用 √不适用\n\n# 4. 公司认为必要或证券监管机构要求披露的其他内容\n\n□适用 √不适用\n\n# (二) 限售股份变动情况\n\n□适用 √不适用\n\n# 二、 证券发行与上市情况\n\n# (一)截至报告期内证券发行情况\n\n□适用 √不适用\n\n截至报告期内证券发行情况的说明（存续期内利率不同的债券，请分别说明）：\n\n□适用 √不适用\n\n# (二)公司股份总数及股东结构变动及公司资产和负债结构的变动情况\n\n□适用 √不适用\n\n# (三)现存的内部职工股情况\n\n□适用 √不适用\n\n# 三、 股东和实际控制人情况\n\n# (一) 股东总数\n\n
截至报告期末普通股股东总数(户)13,298
年度报告披露日前上一月末的普通股股东总数(户)13,430
截至报告期末表决权恢复的优先股股东总数（户）0
年度报告披露日前上一月末表决权恢复的优先股股东总数（户）0
\n\n# (二) 截至报告期末前十名股东、前十名流通股东（或无限售条件股东）持股情况表\n\n单位:股\n\n
前十名股东持股情况
"} +{"pdf_name": "9290593_47.pdf", "language": "zh", "markdown": "
股东名称\n（全称）报告期内\n增减期末持股\n数量比例\n(%)持有有\n限售条\n件股份\n数量质押、标记\n或冻结情况股东性质
股份\n状态数\n量
宁波高发控股有限公司083,790,00037.560无境内非国有\n法人
长城国融投资管理有限公司011,620,0005.210未知国有法人
钱高法010,956,4004.910无境内自然人
钱国耀09,739,1004.370无境内自然人
钱国年09,739,1004.370无境内自然人
欧林敏-222,2003,566,6661.60未知未知
浙江浙商创新资本管理有限\n公司－浙江浙商转型升级母\n基金合伙企业（有限合伙）+3,271,8773,271,8771.470未知未知
徐钦山+2,610,6602,610,6601.170未知未知
王建成+1,570,0001,720,0000.770未知未知
颜金棍+1,295,0001,615,0000.720未知未知
\n\n
前十名无限售条件股东持股情况
股东名称持有无限售条件流\n通股的数量股份种类及数量
种类数量
宁波高发控股有限公司83,790,000人民币普通股83,790,000
长城国融投资���理有限公司11,620,000人民币普通股11,620,000
钱高法10,956,400人民币普通股10,956,400
钱国耀9,739,100人民币普通股9,739,100
钱国年9,739,100人民币普通股9,739,100
欧林敏3,566,666人民币普通股3,566,666
浙江浙商创新资本管理有限公司－浙江浙商转\n型升级母基金合伙企业（有限合伙）3,271,877人民币普通股3,271,877
徐钦山2,610,660人民币普通股2,610,660
王建成1,720,000人民币普通股1,720,000
颜金棍1,615,000人民币普通股1,615,000
前十名股东中回购专户情况说明无
上述股东委托表决权、受托表决权、放弃表决\n权的说明无
上述股东关联关系或一致行动的说明公司各股东之间的关联关系为：钱高法与钱国\n年、钱国耀为父子关系，钱国年与钱国耀为兄弟关\n系；公司控股股东高发控股为钱高法、钱国年、钱\n国耀控制的企业（钱高法、钱国年、钱国耀分别持\n有高发控股 36%、32%、32%的股权）。公司未知其\n他股东之间是否存在关联关系或一致行动。
表决权恢复的优先股股东及持股数量的说明无
\n\n前十名有限售条件股东持股数量及限售条件\n\n□适用 √不适用\n\n# (三) 战略投资者或一般法人因配售新股成为前 10 名股东\n\n□适用 √不适用"} +{"pdf_name": "20796941_104.pdf", "language": "zh", "markdown": "
不能重分类进损益的其他综合\n收益中享有的份额
（二）以后将重分类进损益的\n其他综合收益---
1.权益法下在被投资单位\n以后将重分类进损益的其他综\n合收益中享有的份额---
2.可供出售金融资产公允\n价值变动损益---
3.持有至到期投资重分类\n为可供出售金融资产损益---
4.现金流量套期损益的有\n效部分---
5.外币财务报表折算差额---
6.其他---
六、综合收益总额7,325,869.8342,333,509.6012,549,937.71262,222,884.71
\n\n# 3、母公司现金流量表\n\n单位：元\n\n
项目2016 年 1-3 月2015 年度2014 年度2013 年度
一、经营活动产生的现金流量：
销售商品、提供劳务收到的\n现金978,642.1711,969,771.18205,740,939.37
收到的税费返还--252,746.40
收到其他与经营活动有关的\n现金174,585,695.483,441,453.66187,950,045.50108,245.53
经营活动现金流入小计174,585,695.484,420,095.83199,919,816.68206,101,931.30
购买商品、接受劳务支付的\n现金--5,177,660.9563,618,454.31
支付给职工以及为职工支付\n的现金177,185.00385,333.00600,000.0023,037,133.73
支付的各项税费6,285,994.6914,058,765.7511,989,876.8415,499,600.95
支付其他与经营活动有关的\n现金111,736,686.7566,523,555.452,675,694.79221,442,108.50
经营活动现金流出小计118,199,866.4480,967,654.2010,087,910.68323,597,297.49
经营活动产生的现金流量净额56,385,829.04-76,547,558.37189,831,906.00-117,495,366.19
二、投资活动产生的现金流量：
收回投资收到的现金-22,090,700.00-
取得投资收益收到的现金59,000,000.00100,000,000.00300,000,000.00
处置固定资产、无形资产和5,000,000.0037,422,930.9571,750,529.47128,201,750.69
"} +{"pdf_name": "20796941_105.pdf", "language": "zh", "markdown": "
其他长期资产收回的现金净额
处置子公司及其他营业单位\n收到的现金净额477,700,000.00--
收到其他与投资活动有关的\n现金10,000,000.00-4,000,000.00
投资活动现金流入小计5,000,000.00584,122,930.95193,841,229.47432,201,750.69
购建固定资产、无形资产和\n其他长期资产支付的现金1,801,046.9732,223,833.4434,860,981.2493,727,451.08
投资支付的现金280,790,406.00-5,000,000.00
取得子公司及其他营业单位\n支付的现金净额61,700,000.0042,600,000.00502,724,915.0050,000,000.00
支付其他与投资活动有关的\n现金46,112,438.47--
投资活动现金流出小计63,501,046.97401,726,677.91537,585,896.24148,727,451.08
投资活动产生的现金流量净额-58,501,046.97182,396,253.04-343,744,666.77283,474,299.61
三、筹资活动产生的现金流量：--
吸收投资收到的现金---
取得借款收到的现金-279,000,000.0070,000,000.00
收到其他与筹资活动有关的\n现金---
筹资活动现金流入小计-279,000,000.0070,000,000.00
偿还债务支付的现金4,450,000.0095,800,000.0050,000,000.0070,000,000.00
分配股利、利润或偿付利息\n支付的现金15,239,437.25105,990,892.38202,038,722.21
支付其他与筹资活动有关的\n现金---
筹资活动现金流出小计4,450,000.00111,039,437.25155,990,892.38272,038,722.21
筹资活动产生的现金流量净额-4,450,000.00-111,039,437.25123,009,107.62-202,038,722.21
四、汇率变动对现金及现金等\n价物的影响---
五、现金及现金等价物净增加\n额-6,565,217.93-5,190,742.58-30,903,653.15-36,059,788.79
加：期初现金及现金等价物\n余额8,974,093.4214,164,836.0045,068,489.1581,128,277.94
六、期末现金及现金等价物余\n额2,408,875.498,974,093.4214,164,836.0045,068,489.15
"} +{"pdf_name": "9220742_10.pdf", "language": "zh", "markdown": "# 第三节 管理层讨论与分析\n\n# 一、报告期内公司所处行业情况\n\n公司所处的行业主要为生物制品行业的生物酶制剂细分行业、生物医药行业的甾体激素原料药细分行业、生物农牧行业的功能性饲料添加剂细分行业。\n\n# 1、报告期内公司所属行业的发展阶段\n\n# （1）生物酶制剂行业\n\n生物酶制剂是一种催化率高、专一性强、作用条件温和、可生物降解以及副产物极少的绿色催化剂，酶制剂工业作为生物工程的重要组成部分，已广泛应用于饲料、食品、能源、制药、纺织、造纸、环保、酿造、淀粉糖、洗涤剂及保健品等多个领域，且应用领域仍在不断扩大，应用技术水平持续提高。我国酶制剂行业目前处于成长期，随着生物燃料、环保产业、动物饲料、生物工业、制药领域等下游产业对酶的需求快速增长，行业增速保持稳定高速发展。中国发酵产业协会制定的《中国生物发酵产业“十三五”发展规划》明确提出：“到2020年，生物发酵产业力争实现总产量达3,800万吨，年均增长率达8%左右，总产值达4,500亿元以上”。酶制剂产业作为发酵产业中“绿色化、个性化、高端化”的代表产业，酶制剂产业正面临快速发展的大好时机。\n\n# （2）甾体激素原料药行业\n\n近几年，随着全球新冠疫情爆发，医药行业面临较大的压力和发展机遇，国家和社会对医药行业的关注及持续投入，将推动医药行业研发创新和公共卫生体系完善，保障医药行业长期健康发展。目前我国甾体激素原料药年产量已占世界总产量的1/3左右，皮质激素原料药生产能力和实际产量均居世界第一位,已逐步成为了世界甾体药物中间体和原料药生产中心。印度、欧洲等地区的疫情引发了全球原料药供应的短缺，国外部分原料药订单转向中国，我国在全球原料药供应链中的市场份额及市场地位有望提升。\n\n# （3）功能性饲料添加剂行业\n\n功能性饲料添加剂是一种具有动物保健功能的饲料添加剂，具有改善机体亚健康、提高免疫力和抗应激能力、降低发病率等作用，可作为抗生素的替代品、生长调节剂和免疫调节剂。根据中国兽药协会数据，从2009-2017 年，我国动物保健市场规模从250.5亿元增长至484亿元，年均复合增长率约9%，成为继美国之后的第二大动物保健品消费国。国家农业农村部于2019年7月发布《中华人民共和国农业农村部公告第194号》药物饲料添加剂退出方案，规定自2020 年起饲料中退出所有促生长类药物添加剂品种，只保留抗球虫抗生素和两种中兽药药物添加剂（博落回散和山花黄芩提取物散），饲料企业全面停止促生长类药物饲料添加剂的使用。饲料“限抗”趋势下，饲料添加剂的需求越来越集中，从而加速行业的整合，产品同质化严重的中小企业逐渐退出，行业内拥有核心技术和具备完善新型添加剂产品线的企业发展空间将进一步扩大，行业集中度有望加速提升。目前，“无抗饲料”一般以酶制剂、植物提取物、酸化剂、微生态制剂等作为抗生素的替代物以达到传统饲料的生长水平，随着“替抗”需求逐步增长，功能性饲料添加剂市场空间有望被打开。\n\n# 2、周期性特点\n\n# （1）生物酶制剂行业\n\n生物酶制剂行业中饲用酶制剂行情具有较明显的销售周期波动性。\n\n首先，受养殖业的季节性影响，畜、禽饲料的产量在每年第一季度会有一定程度的下降，主要由于第一季度有非常明显的节日消费需求，畜禽养殖产品多数在元旦至春节期间大量出栏，养殖动物存栏量短期下降较多，对畜禽饲料的消费也会下降；此外，由于鱼、虾等绝大部分水生动物的最佳生长温度在20-30℃之间，因此，5-10月成为水产饲料的生产销售高峰期，其余时间通常为水产饲料淡季。综上，每年的一季度为行业淡季，三、四季度为行业旺季。\n\n其次，由于国内的养殖行业仍以中小养殖户为主体，对养殖形势缺乏计划性，在养殖行情好的时候增加存栏，在养殖行情差的时候减少存栏，从而加大养殖行业的年度波动现象。行情好时，存栏不断增加，饲料消费增加，对饲用酶制剂的需求也相应增加；行情不好时，存栏不断减少，饲料消费减少，饲用酶制剂的销售也会相应减少。虽然受供需缺口较大影响，饲用酶制剂未来发展态势仍将保持总产量（绝对值）的持续增长，但同比增速会随着下游养殖业的周期性波动而发生波动。"} +{"pdf_name": "9220742_11.pdf", "language": "zh", "markdown": "公司应用于食品、能源、纺织、造纸等行业的生物酶制剂产品主要受宏观经济周期波动的影响，没有明显的周期性。\n\n# （2）甾体激素原料药行业\n\n原料药行业处于整个产业链的中上游位置，下游为药物制剂，原料药需求主要受其下游制剂需求的影响。医药行业是我国国民经济的重要组成部分，对于保护人民健康、提高生活质量及促进经济发展具有十分重要的作用。医药产品和医疗服务的需求取决于人口数量、疾病种类及其发生频率等因素，具有较强的刚性需求，是可持续发展的朝阳行业，没有明显的行业周期。\n\n# （3）功能性饲料添加剂行业\n\n功能性饲料添加剂行业同上述饲用酶制剂一样，受下游养殖行业的周期性波动影响。\n\n# 3、公司所处的行业地位\n\n公司坚持以生物工程为主体，以客户价值为导向，立足生物医药和生物农牧，致力成为全球生物酶制剂标杆企业，全球甾体激素原料药核心企业和中国功能性饲料添加剂领军企业，同时携手行业客户不断创新现代生物技术解决方案，积极提升人类美好生活品质。\n\n生物酶制剂方面，公司是国内第一家生物酶制剂专业生产企业，是中国生物酶制剂行业首家上市企业、亚洲最大的生物酶制剂制造与服务企业。公司已成为中国饲用酶制剂市场最主要的供应商，并且已从饲料用酶，拓展到能源用酶、食品用酶、造纸用酶、纺织用酶、环保用酶等类别。未来公司将巩固生物酶制剂国内龙头地位，加大国��化布局扩大新增市场份额，打造成为全球生物酶制剂标杆企业。\n\n甾体激素原料药方面，子公司新合新在生物医药领域引领技术创新，率先实现了生物发酵技术取代化学合成技术生产甾体激素关键中间体，然后进一步合成甾体激素原料药核心产品，是国内极具竞争力的甾体激素原料药企业和全球甾体激素原料药行业的重要供应商。\n\n功能性饲料添加剂方面，公司依托近30年积累的农牧客户渠道优势，提供包括替抗饲料添加剂、抗氧化剂、诱食剂、调味剂、防霉剂、维生素等产品。随着国家农业农村部2019年194号公告关于饲料中禁止添加促生产类药物饲料添加剂（中药类除外）的政策在2020年实施，公司的主打产品替抗饲料添加剂收入保持同比增长，具有广阔的市场前景。公司将把握新增替抗饲料添加剂市场机遇，打造成为中国功能性饲料添加剂领军企业。\n\n# 二、报告期内公司从事的主要业务\n\n# 1、公司从事的主要业务\n\n公司是专业生物技术企业，报告期内，公司基于业务发展和战略布局等综合考虑拟出售医药业务资产，截至报告期末，相关事项仍在筹划中。在医药资产出售完成前，公司仍在生物医药和生物农牧领域从事生物酶制剂、甾体激素原料药、功能性饲料添加剂等产品的研发、生产、销售和服务，并向客户提供整体生物技术解决方案。\n\n# 2、主要产品及用途\n\n# （1）生物酶制剂产品\n\n公司生物酶制剂产品主要包括饲料用酶、能源用酶、食品用酶、造纸用酶、纺织用酶、环保用酶等类别。\n\n饲料用酶主要为植酸酶、木聚糖酶、脂肪酶、β-甘露聚糖酶及复合酶等；能源用酶主要为糖化酶、耐高温α-淀粉酶、酸性蛋白酶等；食品用酶主要为糖化酶、淀粉酶、木聚糖酶、普鲁兰酶、蛋白酶、β-葡聚糖酶、果胶酶、脂肪酶；造纸用酶主要为生物打浆酶、生物施胶酶、生物脱墨酶、中温退浆酶、再生浆-板纸专用生物酶、废纸脱墨专用酶等；纺织用酶主要为酸性纤维素酶、中性纤维素酶、过氧化氢酶、碱性蛋白酶、中温退浆酶；环保用酶主要为漆酶、淀粉酶、蛋白酶、脂肪酶、乳酸脱氢酶等。\n\n生物酶制剂生物酶制剂是一种催化率高、专一性强、作用条件温和、可生物降解以及副产物极少的绿色催化剂，是全球公认为唯一能同时有效解决生态危机、环境污染、资源缺乏、健康安全这四大人类发展难题的新型生物制品，广泛应用于医药、食品、饲料、能源、环保等诸多工业领域。\n\n# （2）甾体激素原料药产品\n\n公司原料药产品主要为呼吸和免疫系统用药原料药（即皮质激素原料药）和生殖保健系统用药原料药（即性激素原料药）两大类，其中，呼吸和免疫系统用药原料药包括泼尼松龙系列、氢化可的松系列、地塞米松系列、倍他米松系列；生殖保健"} +{"pdf_name": "11683205_50.pdf", "language": "zh", "markdown": "
「肺動脈高壓」指肺動脈壓力升高超過一定界值的一種血流動力學和病\n理生理狀態，可導致右心衰竭，可以是一種獨立的疾\n病，也可以是併發症，還可以是綜合征
「肺動脈瓣」指位於右心室和肺動脈之間的瓣膜，抑制射入肺動脈的\n血流反流回右心室
「瓣周漏」指瓣周漏，通過TAVI或SAVR植入人工心臟瓣膜時伴隨\n的一種併發症
「註冊臨床試驗」指有關對60名患者進行TMVitaFlow II植入後30天的隨訪研\n究的註冊臨床試驗。詳情請參閱「業務 — 我們的產品\n組合 —主動脈瓣產品TM — VitaFlow II — 我們的核心產\n品」
「返流」指心臟瓣膜功能性或器質性疾病導致瓣膜關閉不全而引\n起的一種血液逆向流動
「風濕熱」指鏈球菌性咽喉炎或猩紅熱治療不當時可能引起的一種\n炎症性疾病
「SAVR」指外科主動脈瓣膜置換術，一種通過開胸手術治療嚴重\n主動脈瓣狹窄的療法
「SMO」指臨床試驗現場管理組織，為醫療器械企業提供臨床試\n驗相關服務並擁有足夠基礎設施和員工可滿足臨床試\n驗方案要求的組織
「平方米」指平方米，一種面積單位
「STS得分」指胸外科學會風險評估分數或百分點，針對開腹手術的\n經驗證風險預測模式，評分越高說明需進行手術的患\n者風險越高
「蘇州杰成」指蘇州杰成醫療科技有限公司，一家專注於TAVI產品開\n發及製造的中國公司
「TAV」指經導管主動脈瓣，指通過經導管方式治療主動脈瓣疾\n病的方法
「TAVI」指經導管主動脈瓣植入術，一種基於導管的技術，通過\n不涉及開胸手術的微創手術植入新的主動脈瓣，以矯\n正嚴重的主動脈瓣狹窄
"} +{"pdf_name": "11683205_51.pdf", "language": "zh", "markdown": "
「前20大TAVI醫院」指2020年預計在中國實施TAVI手術最多的20家醫院，\n根據弗若斯特沙利文的資料，包括：四川大學華西醫\n院、空軍軍醫大學第一附屬醫院（西京醫院）、中國醫\n學科學院阜外醫院、復旦大學附屬中山醫院、浙江大\n學醫學院附屬第二醫院、首都醫科大學附屬北京安貞\n醫院、廣東省人民醫院、武漢亞洲心臟病醫院、天津\n市胸科醫院、青島大學附屬醫院、上海長海醫院、浙\n江大學醫學院附屬邵逸夫醫院、鄭州大學第一附屬醫\n院、阜外華中心血管病醫院、福建醫科大學附屬協和\n醫院、浙江大學醫學院附屬第一醫院、解放軍陸軍軍\n醫大學第二附屬醫院（新橋醫院）、南京市第一醫院、\n蘭州大學第一醫院及河南省胸科醫院
「TMV」指經導管二尖瓣，指通過經導管方式治療二尖瓣疾病的\n方法
「TMV修復」指經導管二尖瓣修復，一種基於導管的技術，通過不涉\n及開胸手術的介入手術修復二尖瓣
「TMV置換」指經導管二尖瓣置換，一種基於導管的技術，通過不涉\n及開胸手術的介入手術植入新的二尖瓣
「經股入路」指TAVI手術的一種方法，以股動脈作為新瓣膜的介入\n點。在腹股溝處無切口進入股動脈，但會用針頭、導\n管及導絲到達病變瓣膜。隨後通過導絲放置輸送系統\n到合適位置，並在X光及超聲心動圖的輔助下部署新\n瓣膜
"} +{"pdf_name": "20796494_273.pdf", "language": "zh", "markdown": "例较低，外协加工对发行人的生产影响程度较低。\n\n报告期内，发行人外协主要涉及立柱组焊件、上回转台及下支撑台的机械加工，车库部件的镀锌，控制柜、波纹板及钢结构的委外加工。\n\n由于钢结构的品种型号繁多、不同型号加工单价差异较大，因此，外协单价可比性较差；镀锌业务需要配置专业化设备、车间及人员，且镀锌行业对环境有较大影响，国家对该行业实行准入制度。公司不具有镀锌相关业务资质及生产所需设备，报告期内，发行人部件镀锌加工全部外协处理，因此，公司无法比较镀锌外协成本与自主生产成本。\n\n报告期内，发行人其他外协加工的单位加工费与发行人自主生产的单位加工费对比情况如下：\n\n
2017 年 1-9 月2016 年
外协加工\n单价自主加工单\n价差异率外协加\n工单价自主加\n工单价差异率
立柱组焊件（元/根）2,067.521,980.004.42%---
上回转台（元/台）1,030.001,086.00-5.16%---
下支撑台（元/台）2,020.002,182.00-7.42%---
控制柜加工（元/套）326.00339.00-3.83%---
波纹板加工（元/块）4.574.89-6.61%4.574.89-6.61%
\n\n注：波纹板的外协加工从 2016 年下半年开始，因此 2014 年及 2015 年无外协单位加工费；发行人于 2017 年开始进行立柱组焊件、上回转台、下支撑台及控制柜的自主加工，因此 2014年、2015 年及 2016 年无自主单位加工费。\n\n根据上表，报告期内发行人外协单位成本与发行人自主生产的差异较小。根据发行人的说明，外协加工生产与自主生产单位加工费出现差异主要受当期外协加工产品规格型号、加工工艺的复杂程度、加工数量及人工成本、管理成本等因素的影响。\n\n# 4、发行人外协定价的依据及合理性\n\n报告期内，发行人外协业务主要为外协镀锌，发行人不具备镀锌表面处理能力，故需要外协加工。发行人外协镀锌业务为月度定价，发行人以当月锌锭单价作为下一个月的锌价基准，具体价格组成为：基准锌价\\*锌损耗率+加工费+辅助费用（其他耗材+运输费等）。发行人参考定价依据，通过供应商比价确定外协价格。\n\n发行人控制柜、波纹板、钢结构的外���加工均为发行人采购相关原材料提供"} +{"pdf_name": "20796494_274.pdf", "language": "zh", "markdown": "给外协供应商进一步组装加工，定价方式为“加工费+管理费+表面处理费”。报告期内，上述产品外协金额占比较小，公司考虑外协加工序复杂程度的基础上，制定外协采购价格。\n\n机械加工市场定价原则一般根据加工的工时定价，也有根据加工材料的厚度、长度、重量等要素定价。发行人轿厢配件中立柱、上回转台、下支撑台等配件的车、铣、钳等的机械加工定价主要考虑到运输成本、工期的因素，遵循“就近加工”的原则，在当地寻找供应商，同时因加工的工序简单固定，通过供应商比价后，发行人与选定的供应商协商年度协议价并长期使用。\n\n# 五、公司主要固定资产及无形资产状况\n\n# （一）固定资产\n\n截至 2017 年 9 月 30 日，公司主要固定资产情况如下：\n\n单位：万元\n\n
项目折旧年限原值累计折旧净值成新率
房屋建筑物2011,486.581,566.099,920.4986.37%
机器设备103,586.741,048.872,537.8770.76%
运输工具5316.42263.3753.0516.77%
其他设备3-5720.45484.59235.8632.74%
合计-16,110.193,362.9212,747.2779.13%
\n\n# 1、发行人及其子公司的房产\n\n
序\n号所有权人房屋所有权证号房屋座落建筑面积/\n套内建筑\n面积(㎡)他项\n权利
1发行人浙（2017）余杭区不动产权第\n0143921 号杭州余杭经济技术开发区\n宏达路 181 号 1 幢21,732.77-
2西子停车产业浙（2017）杭州市不动产权第\n0266395 号杭州市上城区城头巷 35 号4,039.47-
3重庆西子停车103 房地证 2015 字第 33728\n号重庆市江北区西环路 8 号\n附 12 号 3-3120.02-
4重庆西子停车103 房地证 2015 字第 40988\n号重庆市江北区西环路 8 号\n负 131 号 1 号车位7.82-
5重庆西子停车103 房地证 2015 字第 40054\n号重庆市江北区西环路 8 号\n负 130 号 1 号车位10-
"} +{"pdf_name": "3454392_6.pdf", "language": "zh", "markdown": "办和召开扩大了中国在世界上的影响范围，中国入境旅游市场近十几年得到快速发展；同时，由于国内旅游业在某种程度上已满足不了部分居民的旅游需求，境外旅游成为了中国旅游业的有益补充。\n\n入境游方面，金融危机深层次影响还在延续，周边国家放松签证政策等带来更大竞争。2013年，全国入境游客1.29亿人次，同比下降2.51%；2014年，全国入境游客1.28亿人次，同比下降0.45%；2015年，全国入境游客1.33亿人次，同比增长3.91%；。中国入境游正处于长时间高速发展之后逐渐复归常态化的阶段。\n\n出境旅游方面，在国内经济持续增长的形势下，受益于人民币汇率的升值以及周边国家和地区入境旅游竞争力的提升，近年来出境旅游继续保持高速增长态势。2013\\~2015 年，中国出境旅游总人数分别为 0.98 亿人次、1.17 亿人次和 1.28 亿人次，分别同比增长 18.1%、18.7%和 9.67%。受此影响，中国旅游服务的贸易逆差不断扩大，中国旅游研究院研究显示，2015 年中国国际旅游收入为 1136.5 亿美元，而居民出境花费预计将达到 1045 亿美元，旅游服务贸易逆差较大。\n\n图2 2007\\~2015年国际旅游收入及人数\n\n数据来源：Wind资讯\n\n从政策环境来看，《中华人民共和国旅游法》的正式施行和中央及地方政府近年来推行的旅游刺激方案存在积极意义，能够平缓因外部不利经济环境而带来的负面影响，最大限度保持中国旅游产业的相对平稳健康发展，从而增强中国旅游行业的竞争力。\n\n# 2．政策环境\n\n中国旅游业作为第三产业的主要支柱行业，其在调整产业结构、节约资源、创造就业机会、缩小区域发展差距、缩小城乡发展差距等方面具有明显的优势，国家也相应给予了许多实质性的政策支持和积极的政策导向。\n\n2013 年 10 月 1 日，由中华人民共和国第十二届全国人民代表大会常务委员会第二次会议通过的《中华人民共和国旅游法》（以下简称《旅游法》）正式施行，这一举措力图保障旅游者和旅���经营者的合法权益，规范旅游市场秩序，保护和合理利用旅游资源，促进旅游业持续健康发展。该项法律明文禁止旅行社低团费、零团费、强迫购物及参加自费项目等行为。2013年 12月 17日，《国家旅游局关于严格执行旅游法第三十五条有关规定的通知》明确了关于指定具体购物场所和安排另行付费旅游项目、关于“以不合理的低价组织旅游活动”等条款的具体解释。如旅行社在旅游活动中指定具体购物场所和安排另行付费旅游项目的，应当按照诚实信用、自愿平等、协商一致的原则，与旅游者订立书面合同，且不得以不合理的低价组织旅游活动，不得诱骗旅游者，不得通过指定具体购物场所和安排另行付费旅游项目获取回扣等不正当利益，也不得影响其他不参加相关活动的旅游者的行程安排。《旅游法》实施后，旅游团费普遍上涨，相当部分游客对报团出游采取了观望态度，短期内造成跟团游客的减少，但自由行出游人数则明显增加。从中长期来看，《旅游法》的实施将对传统旅游经营模式的带来挑战，倒逼旅行社进行产品结构调整和创新，市场竞争亦将愈加激烈，一些规模较小的旅行社可能被淘汰，有利于行业进行整合。同时，规范的法律将提升旅游行业的规范性，保障旅游行业的发展质量。\n\n2014 年 8 月，国务院发布《关于促进旅游业改革发展的若干意见》（以下简称“意见”），部署进一步促进旅游业改革发展，提出到 2020 年，境内旅游总消费额达到 5.5 万亿元，"} +{"pdf_name": "3454392_7.pdf", "language": "zh", "markdown": "城乡居民年人均出游 4.5 次，旅游业增加值占国内生产总值的比重超过 5%。上述《意见》指出要深化旅游改革、推动区域旅游一体化、大力拓展入境旅游市场、积极发展休闲度假旅游、大力发展乡村旅游、创新文化旅游产品、积极开展研学旅行、大力发展老年旅游、扩大旅游购物消费、完善旅游交通服务、保障旅游安全、加强市场诚信建设、规范景区门票价格、切实落实职工带薪休假制度、加强旅游基础设施建设、加大财政金融扶持、优化土地利用政策等。中国旅游业正处于转型发展关键时期，上述《意见》是针对性更强、更细、更实的政策措施，有助于进一步激发旅游业发展的活力和潜力。\n\n2015 年 9 月 8 日，国家发展改革委、国家旅游局发布开展景区门票价格专项整治工作的通知（发改价格【2015】2005 号），通过开展门票价格专项整治工作、规范经营者价格行为、严格执行定价规则、程序、加强市场监管、建立景区质量等级评定与门票价格水平惩戒联动机制等措施，进一步营造良好旅游消费环境。\n\n总体看，中央和地方政府近年来推行的旅游刺激方案存在积极意义，能够平缓因外部不利经济环境而带来的负面影响，最大限度保持中国旅游产业的相对平稳健康发展，从而增强中国旅游行业的竞争力。\n\n# 3．市场竞争\n\n从国内旅游市场的竞争格局看，虽然中国旅游业的总体规模已经位居世界前列，但发展模式单一，产业形态落后，产业集中度低，行业秩序混乱，产品质量不高等深层结构问题依然存在，中国旅游企业的实力和规模也相对弱小。与国外有竞争力的旅游企业相比，中国旅游企业无论从资产规模、营业收入规模、赢利能力角度看，还是从业务地点分布、业务类型多样性角度看，都还存在相当巨大的差距。仅从上市旅游公司的数量来看，截至2014年底中国共有约2500家A股上市公司，其中旅游类上市公司占比不足2%。旅游类上市公司比重较低 的现象与旅游业在国民经济中的重要地位不太相称，在一定程度上也说明目前旅游类公司的整体实力偏弱。\n\n整体来看，受到旅游行业经营模式特殊性的影响，旅游企业之间即是相互依存的合作伙伴，又为相互排斥的竞争对手，旅游市场的竞争在一段时期内仍将较为激烈。此次金融危机的爆发，短期内对国内旅游市场产生了一定冲击，但从长远看，行业紧缩有利于产业整合和市场规范，行业内劣势企业将在竞争中加快得以淘汰，从而为优势企业进一步控制市场资源，提高市场占有率提供了机遇，行业长期竞争格局有望得到改善。\n\n# 4. 主要子行业\n\n旅游业是为游客提供游览、住宿、餐饮、购物和娱乐等环节的服务并获取经济收益的综合性产业，旅游业的发展带动了包括景区、酒店、旅行社等细分子行业的发展。\n\n# 酒店业\n\n随着中国居民可支配收入持续增长，酒店业成为社会消费品零售业中增幅较大的子行业之一。2004～2013 年，中国星级酒店��营业收入从 1239 亿元增长到 2293 亿元。根据《2014年度全国星级饭店统计公报》数据显示，截至2014 年底，全国纳入星级饭店统计管理系统的星级饭店共计 12803 家，其中有 12037 家经营情况数据通过省级旅游行政管理部门审核，除停业的 857 家饭店外，有 11180 家完成了 2014年经营数据的填报，其中五星级饭店 745 家；四星级饭店 2373 家；三星级饭店 5406 家，二星级饭店 2557 家，一星级饭店 99 家。根据填报的财务数据显示，截至 2014 年底，全国 11180家星级饭店营业收入总计 2151.54 亿元，其中餐饮收入占营业收入的 43.53%；客房收入占营业收入的 41.13%。全国星级饭店平均房价为334.80 元/间夜，同比增长 0.52%；平均出租率为 54.00%，同比下降 1.82%。总体看，中国酒店行业自 2004 年开始新一轮高速扩张，但供给"} +{"pdf_name": "9249804_259.pdf", "language": "zh", "markdown": "□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 50、 预计负债\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期初余额期末余额形成原因
对外提供担保
未决诉讼
产品质量保证2,626,236.293,438,505.31产品质量保证按社会\n安全系统解决方案及\n安防视频监控产品销\n售两种产品类型的营\n业收入的 0.5%计提\n使用
重组义务
待执行的亏损合同
应付退货款
其他
合计2,626,236.293,438,505.31/
\n\n# 51、 递延收益\n\n递延收益情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期初余额本期增加本期减少期末余额形成原因
政府补助194,828.70-129,698.3065,130.40
合计194,828.70-129,698.3065,130.40/
\n\n涉及政府补助的项目：\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
负债项\n目期初余额本期新增\n补助金额本期计入\n营业外收\n入金额本期计入\n其他收益\n金额其他变动期末余额与资产相关\n/与收益相\n关
雷达定\n位视频\n联动系\n统项目97,133.18--97,133.18-与资产相关
"} +{"pdf_name": "9249804_260.pdf", "language": "zh", "markdown": "
补助
海防、边\n防监控\n生产线\n改造项\n目补助97,695.52--32,565.1265,130.40与资产相关
\n\n其他说明：\n\n□适用 √不适用\n\n# 52、 其他非流动负债\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末余额期初余额
合同负债
待转销项税额30,962,765.3920,802,422.80
合计30,962,765.3920,802,422.80
\n\n# 53、 股本\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
期初余额本次变动增减（+、一）期末余额
发行\n新股送股公积\n金\n转股其他小计
股份总\n数140,458,015.0046,830,000.0046,830,000.00187,288,015.00
\n\n其他说明：\n\n经中国证券监督管理委员会 2021 年 1 月 19 日出具的《关于同意罗普特科技集团股份有限公司首次公开发行股票注册的批复》(证监许可〔2021〕147 号)核准，并经上海证券交易所同意，公司首次公开发行人民币普通股(A 股)4,683.00 万股，每股面值 1.00 元，每股发行价格为 19.31 元，并于 2021 年 2 月 23 日在上海证券交易所科创板上市。本次公开发行募集资金总额为人民币904,287,300.00 元，扣除发行费用人民币 85,500,287.58 元(不含增值税)，募集资金净额为人民币818,787,012.42 元。其中，计入股本为 46,830,000 元，计入资本公积为 771,957,012.42 元。\n\n# 54、 其他权益工具\n\n# (1).期末发行在外的优先股、永续债等其他金融工具基本情况\n\n□适用 √不适用"} +{"pdf_name": "20795390_154.pdf", "language": "zh", "markdown": "司总经理，聘任赵泽明为公司副总经理，聘任徐彩英为公司副总经理、董事会秘书、财务总监。\n\n上述人员的变动主要为完善公司内部治理及业务发展的需要，公司的核心管理层始终保持稳定，对公司日常管理不构成影响，也不影响公司的持续经营。公司最近两年内董事、高级管理人员未发生重大不利变化。\n\n# 六、发行人股东大会、董事会、监事会、独立董事、董事会秘书以及审计委员会等机构和人员的运行及履职情况\n\n# （一）报告期内发行人公司治理存在的缺陷及改进情况\n\n报告期初，公司依照《公司法》、《公司章程》及相关法律法规运营，但相关规章制度的建立并不完善，公司治理存在一定的缺陷。\n\n公司自整体变更为股份公司以来，根据《公司法》、《证券法》等有关法律、法规、规范性文件和中国证监会的相关要求，逐步建立健全了公司治理结构，建立了由股东大会、董事会、监事会和高级管理人员组成的治理架构，聘请了独立董事，聘任了董事会秘书，设置了战略委员会、提名委员会、审计委员会、薪酬与考核委员会等董事会专门委员会，成立了内审部，建立了权力机构、决策机构、监督机构和管理层之间相互协调和相互制衡的机制，并先后制订或完善了以下公司治理文件和内控制度：《公司章程》、《股东大会议事规则》、《董事会议事规则》、《监事会议事规则》、《独立董事工作制度》、《董事会秘书工作细则》、《总经理工作细则》、《关联交易决策制度》、《对外担保管理制度》、《对外投资管理制度》、《内部审计制度》、《内部控制规则》、《募集资金管理制度》、《信息披露事务管理制度》、《投资者关系管理制度》、《累积投票制度实施细则》、《中小投资者单独计票管理办法》等一系列规章制度，并能够有效落实、执行上述制度。\n\n按照《公司章程》和相关公司治理规范性文件，公司的股东大会、董事会、监事会、管理层、独立董事之间权责明确，均能按照《公司章程》和相关治理规范性文件规范运行，相互协调和相互制衡、权责明确。\n\n参照公司治理相关法规的标准，公司管理层认为公司治理规范，不存在重大"} +{"pdf_name": "20795390_155.pdf", "language": "zh", "markdown": "缺陷。公司董事会或高级管理人员不存在违反《公司法》及其他规定行使职权的情形。\n\n# （二）公司股东大会、董事会、监事会的运行情况\n\n# 1、股东大会运行情况\n\n2017 年 10 月 10 日，公司召开了创立大会暨 2017 年第一次临时股东大会，根据《公司法》及《公司章程》的有关规定，公司制定了《股东大会议事规则》。报告期内，公司股东大会严格依照《公司章程》及《股东大会议事规则》的规定规范运行，切实履行公司最高权力机构的各项职责，发挥了应有的作用。\n\n截至本招股说明书签署日，公司自股东大会制度建立以来共召开了 8 次股东大会，全体股东以现场方式出席了历次股东大会，股东依法履行股东义务、行使股东权利。历次股东大会的召开程序、决议内容、议事规则及表决结果均遵循法律法规和公司各项制度，合法、合规、真实、有效，不存在董事会或高级管理人员违反《公司法》及其他规定行使职权的情形。\n\n# 2、董事会运行情况\n\n2017 年 10 月 10 日，公司召开了创立大会暨 2017 年第一次临时股东大会，根据《公司法》及《公司章程》的有关规定，公司制定了《董事会议事规则》。报告期内，公司董事会严格依照《公司章程》及《董事会议事规则》的规定规范运行，决策科学、严格高效，发挥了应有的作用。\n\n公司设董事会，对股东大会负责。董事会由 7 名董事组成，设董事长 1 人。\n\n截至本招股说明书签署日，公司自董事会制度建立以来共召开了 8 次董事会会议，历次董事会均按照《公司章程》、《董事会议事规则》及其他相关法律法规规定的程序召集、召开，严格按照相关规定进行表决、形成决议。公司董事会运行规范、有效，对公司选聘高级管理人员、设置专门委员会、制定公司主要管理制度、公司重要经营决策、关联交易、公司发展战略等事项进行审议并作出有效决议，对需要股东大会审议的事项提交股东大会审议决定，切实发挥了董事会的作用。历次董事会会议均由公司全体董事出席，董事会会议的召开和决议内容合"} +{"pdf_name": "9288260_192.pdf", "language": "zh", "markdown": "
子公司 D43,358,2445-
子公司 E35,525,8434-
合计377,752,73042
\n\n# (6). 因金融资产转移而终止确认的应收账款\n\n□适用 √不适用\n\n# (7). 转移应收账款且继续涉入形成的资产、负债金额\n\n□适用 √不适用\n\n其他说明：\n\n□适用 √不适用\n\n# 4、 其他应收款\n\n# 项目列示\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目期末余额期初余额
应收利息--
应收股利208,190,000-
其他应收款4,108,876,5294,396,614,326
合计4,317,066,5294,396,614,326
\n\n其他说明：\n\n□适用 √不适用\n\n# 其他应收款\n\n# (1). 按账龄披露\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
账龄期末账面余额期初账面余额
1 年以内
其中：1 年以内分项
一年以内1,326,758,4522,056,247,333
1 年以内小计1,326,758,4522,056,247,333
1 至 2 年1,103,184,3281,243,904,562
2 至 3 年736,660,629437,314,641
3 年以上989,226,736706,042,459
减：信用损失准备46,953,61646,894,669
合计4,108,876,5294,396,614,326
\n\n# (2). 按款项性质分类情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
款项性质期末账面余额期初账面余额
应收关联方往来款4,129,067,9804,422,786,704
"} +{"pdf_name": "9288260_193.pdf", "language": "zh", "markdown": "
项目保证金及押金22,797,45817,237,489
其他3,964,7073,484,802
合计4,155,830,1454,443,508,995
\n\n# (3). 坏账准备计提情况\n\n□适用 √不适用\n\n本期坏账准备计提金额以及评估金融工具的信用风险是否显著增加的采用依据：\n\n□适用 √不适用\n\n# (4). 坏账准备的情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
类别期初余额本期变动金额期末余额
计提收回或转回
其他应收款坏账准备46,894,669294,858-235,91146,953,616
合计46,894,669294,858-235,91146,953,616
\n\n其中本期坏账准备转回或收回金额重要的：\n\n□适用 √不适用\n\n# (5). 本期实际核销的其他应收款情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
项目核销金额
实际核销的其他应收款-
\n\n其中重要的其他应收款核销情况：\n\n□适用 √不适用\n\n其他应收款核销说明：\n\n□适用 √不适用\n\n# (6). 按欠款方归集的期末余额前五名的其他应收款情况\n\n√适用 □不适用\n\n单位：元币种：人民币\n\n
单位名称款项的性质期末余额账龄占其他应\n收款期末\n余额合计\n数的比例\n(%)坏账准备\n期末余额
子公司 F子公司往来款572,180,6831 年以内14-
子公司 G子公司往来款354,488,7791 年以内、1-2 年、3\n年以上9-
子公司 H子公司往来款339,864,6151 年以内、1-2 年、\n2-3 年、3 年以上8-
子公司 I子公司往来款206,221,7481 年以内、1-2 年、\n2-3 年、3 年以上5-
"} +{"pdf_name": "2540750_5.pdf", "language": "zh", "markdown": "
2013坚决抑制投机、投资性需求，完善稳定房价和房地产调控的政策体系。抑制投机，完善调控政策
2014推进公租房和廉租房并轨，增加中小套型商品房供应，抑制投机。抑制投机投资性需求，增加供应
2015因地施策，货币补贴保障住房，支持居民自住和改善性住房需求。支持自住、改善性住房
2016完善税收、信贷政策，因城施策去库存，建立租购并举的住房制度。去库存，租购并举
2017因城施策去库存，加强房地产市场分类调控，加快棚户区改造。���城施策，分类调控
\n\n数据来源：历年政府工作报告，广发证券发展研究中心\n\n从目前的限购政策执行力度来看，各线城市之间有比较明确的差别，其中一线城市，对于二套房的认证都已经推行了“认房认贷”的标准，且新的认贷政策范围涉及到全国的贷款记录二套房的付款比例提高至70%左右，首套房的付款比例为35%-40%，非本市户籍的社保缴纳年限统一为5年，且对于本地户籍单身人群也执行限购一套的标准。政策执行力度高于14年930放松前的执行情况。\n\n表5：各一线城市的17年3月后限购政策执行细则\n\n
主要指标北京上海广州深圳
本地户籍限购套数单身1111
已婚2222
非本地户籍限购套数单身1011
已婚1111
购房资格（个税或社保缴纳年限）5555
\n\n
首套房认定认房又认贷认房又认贷认房又认贷认房又认贷
普通住宅非普通住\n宅普通住宅非普通住\n宅普通住宅非普通住\n宅普通住宅非普通住\n宅
无房且无贷款记录35%40%35%40%30%30%30%30%
无房但有贷款记录60%80%50%70%40%70%50%50%
有一套房且贷款已还清，再购买时60%80%50%70%50%70%70%70%
有一套房且贷款未还清，再购买时60%80%70%70%70%70%70%70%
最高贷款年限25 年30 年30 年30 年
\n\n数据来源：统计局，央行及其他政府网站，广发证券发展研究中心\n\n而二线城市普遍执行的政策标准为，本地限购2套，外地1套，资格认定时间为1-2年，首付比例大30-40%，二套房的付款比例为40%-50%，力度不及13年执行的政策。论从政策执行的城市数量，还是政策执行的力度，都要低于14年之前的水平。三线城市则基本上只执行了外地人口限购1套房的政策，小幅提高了首套和二套比例，主要还是为了限制外地购房者的投资性需求和炒作，以市场保护为主要目的。\n\n表 6：17 年及 14 年整体购房限制政策环境对比\n\n
城市等级时间本市户籍非本市户籍社税首套房（无贷）首套房（有贷）二套房（无贷）二套房(有贷)限购强度
一线城市17 年限购 2 套限购 1 套5 年约 35%普通住宅 50%，非普通住宅 70%15.5
"} +{"pdf_name": "2540750_6.pdf", "language": "zh", "markdown": "
14 年限购 2 套限购 1 套5 年30%70%15
二线城市17 年限购 2 套限购 1 套2 年30%40%-50%4.5
14 年限购 2 套限购 1 套1 年30%60%-70%10.5
三线城市17 年不限购限购 1 套1 年20-25%30%1
14 年不限购无需30%60%4
\n\n数据来源：统计局，央行及其他政府网站资料整理，广发证券发展研究中心\n\n图3：17年和14年整体政策执行环境对比\n\n\\* 评估方式：限购等级（社保1年1分，限购套数少于平均1套1分，首套20%以上每多10%加1分，二套房认定，认贷+5分，比例高于30%每10%1分）\n\n数据来源：各地房管局网站，广发证券发展研究中心\n\n从市场政策环境限制强度的对比中我们可以明显的看出来，控制一线、二线城市价格上涨，对于三四线城市政策环境依旧宽松。我们认为未来政策的主基调依旧是去库存和控房价并重，在库存水平较高的三四线城市，支持居民购房和贷款，以需求引导为主，支持外来居住以及内生刚性及改善性需求。而对于价格涨幅扩快的核心及城市圈附近三四线城市，仍有政策加码的空间和可能。\n\n# 政策压力加强，周期下行压力加大\n\n经过本月的限购限贷政策升级，全国重点城市对于市场需求端的限制力度显著加强，回顾过往的房地产市场限购限贷及支付比例政策，我们发现调控正从全国范围的整体调控，向以城市为主导的个体施策方向变化。\n\n15年之前的10年里，在首套及二套房付款比例也随着市场的变化和需要进行全国性的调整，统一调控改变购房者的支付能力，政策见效快。从16年930开始，各地政府灵活的根据自身库存及房价情况，调整政策执行力度，到目前为止已经重新执行限购的城市共33个，其中11年未执行过限购政策的城市。\n\n从限购城市变化来看，上轮限购主要根据城市的行政级别，省会城市无论市场表现如何均加入到限购行列，而本轮限购主要根据房价涨幅和库存变化，部分三四线价格涨幅过大的城市加入到限购行列。"} +{"pdf_name": "20789918_103.pdf", "language": "zh", "markdown": "图 69:0-4 岁儿童常见疾病类别比重\n\n资料来源：东兴证券研究所\n\n图 70:5-14 岁儿童常见疾病类别比重\n\n资料来源：东兴证券研究所\n\n2015 年我国儿童用药市场规模达到 688 亿元，但实际仍有近一半的儿童用药市场需求通过处方成人药品减半来满足，考虑这部分市场份额后我们估算儿童药实际市场规模超过千亿，发展空间较大。\n\n图 71:2005-2014 年我国儿童药市场规模\n\n资料来源：公开信息，东兴证券研究所\n\n图 72:2004-2014 我国儿科门急诊数量攀升\n\n资料来源：国家统计局，东兴证券研究所\n\n# 4.5.3.2 品种稀缺，政策全方位支持\n\n目前在我国现有的 3500 多个化药制剂中，儿童专用药物占比不足 2%。儿童药销售额仅占我国医药市场的 3%。2009 版医保目录中，儿童专用药数量仅有 58 个，即将落地的新医保目录中儿童药品种增加成为关注的焦点。\n\n2014 年，六部委联合印发的《关于保障儿童用药的若干意见》是我国关于儿童用药的第一个综合性指导文件。意见中对鼓励研发创制、加快申报审评、确保生产供应等多个环节提出具体要求。\n\n研发、评审与市场定价全方位红利优待：儿童研发由于存在临床试验更为严格、风险较高且受试者稀缺等情况，整体成本几乎是成人药研发的两倍。近年来政策也不断向儿童药研发与评审倾斜，2016 年 1 月，药审中心公示《临床急需儿童用药申请优先审评审批品种评定的基本原则》，对新药、改剂型或新增规格、仿制药三种类型制定"} +{"pdf_name": "20789918_104.pdf", "language": "zh", "markdown": "不同的评定基本原则，并确定了第一批优先审评审批的儿童药名单。2016 年 6 月，卫计委、工信部和 CFDA 联合发布《首批鼓励研发申报儿童药品清单》，并对于清单内药品将建立申报审批专门通道，在政策上给予大力支持，在研发方面给予企业方向性指导。在价格方面，根据国务院办公厅发布的 7 号文，妇儿专科非专利药品实行集中挂网，由医院直接采购，国家卫计委不再制定统一目录。\n\n表 41:临床急需儿童用药申请优先审评审批品种评定的基本原则\n\n
类别要求
新增品种\n（满足其一）针对严重威胁儿童生命或者影响儿童生长发育，且目前无有效治疗药物或治疗手段的疾病
相比现有的治疗药物，具有明显治疗优势
改剂型/新增规格国内现行药品说明书中包含有确定的“儿童用法用量”
（同时满足）现有剂型或规格均不适用于儿童，新增剂型或规格适合于儿童
仿制品种对于目前市场短缺的儿童用药品
\n\n资料来源：东兴证券研究所\n\n综上，我们认为在二孩全面放开的催化下，我们看好 2017 年妇儿大健康产业的发展，包括备孕阶段辅助生殖用药与技术，孕中产前筛查相关技术的市场发展，以及产后所带来的儿童药等广阔市场。建议重点关注长春高新、丽珠集团、济川药业、葵花药业等。"} +{"pdf_name": "11686216_201.pdf", "language": "zh", "markdown": "# 19. PRINCIPAL SUBSIDIARIES\n\nDetails of the Company’s principal subsidiaries at the end of the reporting period are set out as follows:\n\n19. 附屬公司列表\n\n本公司於報告期末的主要附屬公司詳情如下：\n\n
Name of subsidiary\n附屬公司名稱Forms of \nbusiness \nstructure\n業務架構形式Place of\nincorporation or\nregistration\n註冊成立地��或\n註冊地點Issued and fully \npaid share capital/\nregistered capital/ \npaid-up capital\n已發行及繳足股本╱\n註冊資本╱實繳資本Proportion of nominal \nvalue of issued capital/\nregistered capital \nheld by the Company \n本公司所持已發行股本\n面值╱註冊資本比例Principal activities\n主要業務
2017 \n二零一七年2016\n二零一六年
National Arts Entertainment Limited \n(“NA Entertainment”)\n國藝娛樂有限公司（「國藝娛樂」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$1,500,000\n普通股1,500,000港元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Provision of management services to \nartistes in Hong Kong\n在香港向藝人提供管理服務
National Arts Entertainment \nHoldings Limited\n國藝娛樂控股有限公司Incorporated \n註冊成立British Virgin \nIslands\n英屬維京群島Ordinary shares of \nUS$192,308\n普通股192,308美元100% \n(direct)\n100% \n（直接）100% \n(direct)\n100% \n（直接）Investment holding in Hong Kong\n在香港進行投資控股
National Arts Production & \nPromotions Limited\n國藝製作及推廣有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$1\n普通股1港元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Provision of promotional performance \nservices in Hong Kong\n在香港提供推廣演出服務
National Arts Films Production \nLimited (“NA Film”)\n國藝影視製作有限公司\n（「國藝影視」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$1,500,000\n普通股1,500,000港元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Provision of distribution of film in \nHong Kong\n在香港製作及發行電影
Art Tour Limited \n遊藝有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$10,000\n普通股10,000港元100% \n(direct)\n100% \n（直接）100% \n(direct)\n100% \n（直接）Property investment in Hong Kong\n在香港進行物業投資
Glory Max Group LimitedIncorporated \n註冊成立British Virgin \nIslands\n英屬維京群島Ordinary shares of \nUS$1\n普通股1美元100% \n(direct)\n100% \n（直接）100% \n(direct)\n100% \n（直接）Investment holding in Hong Kong\n在香港進行投資控股
Head Return Limited (“HRL”) \n嶺盈有限公司（「嶺盈」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$100\n普通股100港元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Investment holding in Hong Kong\n在香港進行投資控股
Expand Pacific Limited (“EPL”) \n太平洋拓展有限公司（「太平洋拓\n展」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$100\n普通股100港元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Investment holding in Hong Kong\n在香港進行投資控股
Foshanshi Huixing Jiudian \nCo., Ltd*\n佛山市匯星酒店有限公司Wholly foreign \nowned \nenterprise \n(“WFOE”)\n外商獨資企業PRC \n中國Paid-up capital of \nUS$32,418,681\n實繳資本32,418,681\n美元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Hotel operation in the PRC\n在中國經營酒店
Foshanshi Huishoujingqu \nKai Fa Co., Ltd*\n佛山市匯首景區開發有限公司WFOE \n外商獨資企業PRC \n中國Paid-up capital of \nUS$33,909,113\n實繳資本33,909,113\n美元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Property development and operation \nof film studio and theme park in the \nPRC\n在中國發展物業及經營影視城及主題\n公園
Foshanshi Yupinxuan Trading \nCo., Ltd*\n佛山市御品軒商貿有限公司Domestic \nenterprise\n內資企業PRC \n中國Registered capital of \nRMB100,000\n註冊資本人民幣\n100,000元100% \n(indirect)\n100% \n（間接）100% \n(indirect)\n100% \n（間接）Retailing of souvenirs in the PRC\n在中國零售紀念品
"} +{"pdf_name": "11686216_202.pdf", "language": "zh", "markdown": "# 19. PRINCIPAL SUBSIDIARIES (Continued)\n\n19. 附屬公司列表（續）\n\n
Name of subsidiary\n附屬公司名稱Forms of \nbusiness \nstructure\n業務架構形式Place of\nincorporation or\nregistration\n註冊成立地點或\n註冊地點Issued and fully \npaid share capital/\nregistered capital/ \nPaid-up capital\n已發行及繳足股本╱\n註冊資本╱實繳資本Proportion of nominal \nvalue of issued capital/\nregistered capital \nheld by the Company \n本公司所持已發行股本\n面值╱註冊資本比例Principal activities\n主要業務
2017 \n二零一七年2016\n二零一六年
Foshanshi Yufu Food & \nBeverage Co., Ltd*\n佛山市御府飲食有限公司Domestic \nenterprise\n內資企業PRC \n中國Registered capital of \nRMB100,000\n註冊資本人民幣\n100,000元100% \n(indirect)\n100%\n（間接）100% \n(indirect)\n100%\n（間接）Light refreshment restaurant in the \nPRC\n於中國經營輕食餐廳
Rainbow Dragon Corporation \nLimited\n龍虹有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$150\n普通股150港元100% \n(indirect)\n100%\n（間接）100% \n(indirect)\n100%\n（間接）Investment holding in Hong Kong\n在香港進行投資控股
Wide Expand Limited \n偉澎有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$100\n普通股港元100100% \n(indirect)\n100%\n（間接）100% \n(indirect)\n100%\n（間接）Investment holding in Hong Kong\n在香港進行投資控股
Broad Sky Investment Limited \n博天投資有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$20\n普通股20港元100% \n(direct)\n100%\n（直接）100% \n(direct)\n100%\n（直接）Property investment in Hong Kong\n在香港進行物業投資
National Arts Travel Limited \n國藝旅遊有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$500,000\n普通股500,000港元100% \n(indirect)\n100%\n（間接）100% \n(indirect)\n100%\n（間接）Provision of travel related products \nin Hong Kong\n在香港提供旅遊相關產品
Elegant Motion Enterprises Limited \n雅動企業有限公司Incorporated \n註冊成立British Virgin \nIslands\n英屬維京群島Ordinary shares of \nUS$1\n普通股1美元100% \n(direct)\n（直接）100% \n(direct)\n（直接）Investment holding in Hong Kong\n在香港進行投資控股
Flash Star Holdings Limited \n耀星控股有限公司Incorporated \n註冊成立British Virgin \nIslands\n英屬維京群島Ordinary shares of \nUS$1\n普通股1美元100% \n(direct)\n（直接）100% \n(direct)\n（直接）Investment holding in Hong Kong\n在香港進行投資控股
Wealth Day Enterprises Limited \n富日企業有限公司Incorporated \n註冊成立British Virgin \nIslands\n英屬維京群島Ordinary shares of \nUS$1\n普通股1美元100% \n(direct)\n100%\n（直接）100% \n(direct)\n100%\n（直接）Investment holding in Hong Kong\n在香港進行投資控股
Lux Unicorn Limited (“Lux Unicorn”) \n盛麟有限公司（「盛麟」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$100\n普通股100港元100% \n(indirect)\n100%\n（間接）100% \n(indirect)\n100%\n（間接）Investment holding in Hong Kong\n在香港進行投資控股
In Industrial Company Limited \n(“In Industrial”)\n平然實業有限公司（「平然實業」）Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$1\n普通股1港元— \n—100% \n(indirect)\n100%\n（間接）Investment holding in Hong Kong\n在香港進行投資控股
NA Sing Sing Entertainment Limited \n藝星娛樂有限公司Incorporated \n註冊成立Hong Kong \n香港Ordinary shares of \nHK$500,000\n普通股500,000港元51% \n(indirect)\n51% \n（間接）51% \n(indirect)\n51% \n（間接）Provision of event coordination \nservices in Hong Kong\n在香港提供活動統籌服務
\n\n\\* For identification purpose only\n\nNote:\n\nNone of the subsidiaries had issued any listed securities at the end of the reporting period. The Group had no subsidiaries which have materials non-controlling interests for the years ended 31 December 2017 and 2016.\n\n\\* 僅供識別\n\n附註：\n\n於報告期末，概無附屬公司已發行任何上市證券。截至二零一七年及二零一六年十二月三十一日止年度，本集團並無附屬公司擁有重大非控股權益。"} +{"pdf_name": "9239872_64.pdf", "language": "zh", "markdown": "1）自公司首次公开发行股票并上市之日起 36 个月内，本人不转让或者委托他人管理本人直接或间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n2）本人直接或间接所持有公司股票在锁定期满后两年内减持的，减持价格不低于发行价；公司上市后 6 个月内如公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本人直接或间接持有公司股票的锁定期限将自动延长至少 6 个月。在延长锁定期内，本人不转让或者委托他人管理本人持有的公司本次发行前已发行的股份，也不由公司回购该部分股份。如果公司上市后，发生派息、送股、资本公积转增股本等除权除息事项的，上述发行价将为除权除息后的价格。\n\n3）在前述锁定期满后，在本人担任公司董事/监事/高级管理人员期间，本人每年转让的股份不超过本人直接或间接所持有的公司股份总数的25%，离职后半年内不转让本人直接或间接所持有的公司股份。若本人在担任公司董事/监事/高级管理人员的任期届满前离职的，本人承诺在原任期内和原任期届满后 6 个月内，仍遵守前述规定，亦遵守法律、行政法规、部门规章、规范性文件以及上海证券交易所业务规则对董事、监事、高级管理人员股份转让的其他规定。本人因担任公司董事、监事、高级管理人员作出的上述承诺，不因职务变更、离职等原因而放弃履行。备注 4：董事、监事、高级管理人员、核心技术人员及佛山禾鑫承诺：\n\n1）公司除伍仲乾、范小平及独立董事、李政、周松华、张强外的董事、监事、高级管理人员承诺\n\n①自公司首次公开发行股票并上市之日起 12 个月内，本人不转让或者委托他人管理本人直接或间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n②本人直接或间接所持有公司股票在锁定期满后两年内减持的，减持价格不低于发行价；公司上市后 6 个月内如公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本人直接或间接持有公司股票的锁定期限将自动延长至少 6 个月。在延长锁定期内，本人不转让或者委托他人管理本人直接或间接持有的公司本次发行前已发行的股份，也不由公司回购该部分股份。如果公司上市后，发生派息、送股、资本公积转增股本等除权除息事项的，上述发行价将为除权除息后的价格。\n\n③在前述锁定期满后，在本人担任公司董事/监事/高级管理人员期间，本人每年转让的股份不超过本人直接或间接所持有的公司股份总数的 25%，离职后半年内不转让本人直接或间接所持有的公司股份。若本人在担任公司董事、监事和高级管理人员的任期届满前离职的，本人承诺在原任期内和原任期届满后 6 个月内，仍遵守前述规定，亦遵守法律、行政法规、部门规章、规范性文件以及上海证券交易所业务规则对董事、监事和高级管理人员股份转让的其他规定。本人因担任公司董事、监事、高级管理人员作出的上述承诺，不因职务变更、离职等原因而放弃履行。\n\n2）李政、周松华、张强担任董事、监事、高级管理人员且为核心技术人员承诺\n\n①自公司首次公开发行股票并上市之日起 12 个月内，本人不转让或者委托他人管理本人间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n②本人直接或间接所持有公司股票在锁定期满后两年内减持的，减持价格不低于发行价；公司上市后 6 个月内如公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本人直接或间接持有公司股票的锁定期限将自动延长至少 6 个月。在延长锁定期内，本人不转让或者委托他人管理本人直接或间接持有的公司本次发行前已发行的股份，也不由公司回购该部分股份。如果公司上市后，发生派息、送股、资本公积转增股本等除权除息事项的，上述发行价将为除权除息后的价格。\n\n③在前述锁定期满后，在本人担任公司董事/监事/高级管理人员期间，本人每年转让的股份不超过本人间接所持有的公司股份总数的 25%，离职后半年内不转让本人直接或间接所持有的公司股份。若本人在担任公司董事、监事和高级管理人员的任期届满前离职的，本人��诺在原任期内和原任期届"} +{"pdf_name": "9239872_65.pdf", "language": "zh", "markdown": "满后 6 个月内，仍遵守前述规定，亦遵守法律、行政法规、部门规章、规范性文件以及上海证券交易所业务规则对董事、监事和高级管理人员股份转让的其他规定。本人因担任公司董事、监事、高级管理人员作出的上述承诺，不因职务变更、离职等原因而放弃履行。\n\n④本人作为公司核心技术人员，离职后 6 个月内不转让本人直接或间接所持有的首次公开发行股票前已发行的股份。自所持首发前股份在限售期满之日起 4 年内，每年转让的首发前股份不得超过上市时所持公司首发前股份总数的 25%，减持比例可以累积使用。\n\n# 3）核心技术人员罗绍静承诺\n\n①自公司首次公开发行股票并上市之日起 12 个月内及在本人离职后 6 个月内，本人不转让或者委托他人管理本人间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n②自所持首发前股份限售期满之日起 4 年内，本人每年转让的首发前股份不得超过上市时所持公司首发前股份总数的 25%，减持比例可累积使用。\n\n4）公司股东佛山禾鑫承诺\n\n①自公司首次公开发行股票并上市之日起一年内，本企业不转让或者委托他人管理本企业直接或间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n②本企业所持公司股票在锁定期满后两年内减持的，减持价格不低于发行价；公司上市后 6 个月内如公司股票连续 20 个交易日的收盘价均低于发行价，或者上市后 6 个月期末收盘价低于发行价，本企业持有公司股票的锁定期限将自动延长至少 6 个月。如果公司上市后，发生派息、送股、资本公积转增股本等除权除息事项的，上述发行价将为除权除息后的价格。\n\n③本企业承诺遵守法律法规、《上海证券交易所科创板股票上市规则》以及上海证券交易所业务规则关于股份转让的其他规定。\n\n# 5）其他股东承诺\n\n自公司首次公开发行股票并上市之日起一年内，本人（本企业）不转让或者委托他人管理本人（本企业）直接或间接持有的公司首次公开发行股票前已发行的股份，也不由公司回购该等股份。\n\n# 备注 5：公司控股股东特耐尔\n\n1）对于本次发行上市前持有的公司股份，本企业将严格遵守已做出的关于所持公司的股份流通限制及自愿锁定的承诺，在锁定期内，不出售本次发行上市前持有的公司股份。\n\n2）本企业将长期持有公司的股份。在锁定期满后两年内，如本企业拟减持所持公司股份，将遵守中国证监会、上交所关于股份减持的相关规定，结合公司稳定股价的需要，审慎制定股份减持计划，在股份锁定期满后逐步减持，股份减持的价格应不低于公司首次公开发行股票的发行价。如果公司上市后，发生派息、送股、资本公积转增股本等除权除息事项的，上述发行价将为除权除息后的价格。\n\n3）如本企业拟减持股份的，本企业将采用集中竞价、大宗交易、协议转让等法律、法规允许的方式转让公司股份，并于减持前 3 个交易日予以公告。\n\n如本企业计划通过上交所集中竞价交易减持股份的，将在首次卖出的 15 个交易日前预先披露减持计划；且在任意连续 90 日内通过上交所集中竞价交易减持股份的总数，不超过公司股份总数的 1%。\n\n如本企业通过大宗交易方式减持的，在任意连续 90 日内，本企业减持股份的总数不超过公司股份总数的 2%。\n\n如本企业通过协议转让方式减持股份并导致本企业所持公司股份低于 5%的，本企业将在减持 6 个月内继续遵守上述承诺。本企业通过协议转让方式减持股份的，单个受让方的受让比例不得低于 5%。"} +{"pdf_name": "9275452_68.pdf", "language": "zh", "markdown": "# 第五节 环境与社会责任\n\n# 一、环境信息情况\n\n# (一) 属于环境保护部门公布的重点排污单位的公司及其主要子公司的环保情况说明\n\n□适用√不适用\n\n# (二) 重点排污单位之外的公司环保情况说明\n\n√适用 □不适用\n\n# 1. 因环境问题受到行政处罚的情况\n\n√适用 □不适用\n\n# 处罚情况 1\n\n处罚单位：北京市生态环境局\n\n处罚决定书编号：京环境监察罚字（2021）100\n\n罚款金额：人民币壹万元整\n\n# 处罚情况 2\n\n行政机关：北京市生态环境局\n\n处罚决定书编号：京环境监察罚字（2021）59\n\n罚款金额：人民币贰仟肆佰元整\n\n# 2. 参照重点排污单位披露其他环境信息\n\n□适用 √不适用\n\n# 3. 未披露其他环境信息的原因\n\n√适用 □不适用\n\n公司认真执行��中华人民共和国环境保护法》《中华人民共和国水污染防治法》《中华人民共和国大气污染防治法》《中华人民共和国环境噪声污染防治法》《中华人民共和国固体废物污染防治法》等环保方面法律法规。\n\n# (三) 有利于保护生态、防治污染、履行环境责任的相关信息\n\n□适用 √不适用\n\n# (四) 在报告期内为减少其碳排放所采取的措施及效果\n\n√适用 □不适用\n\n今年是“十四五”开局之年，也是全面建设社会主义现代化国家新征程开启之年。随着 2020年 9 月习总书记提出“中国将于 2030 年实现碳达峰、2060 年实现碳中和”的庄严承诺，“制定2030 年前碳排放达峰行动方案，优化产业结构和能源结构。”\n\n2021 年，我们始终坚持践行节能减排、绿色发展的理念。大力推进新能源教练车的更换工作，自建了 1,046 个充电桩，园区充电桩数量和电容量规模均创下全国单体场站之最。千余辆新能源智能教练车、近千台 VR 智能驾驶培训模拟器为学员提供服务，仅北京园区每年可减少 1.1 万吨的二氧化碳排放量。2022 年，公司将继续落实运输工具装备低碳转型，坚定以新能源为动力，以科技赋能为路径，优化、推广智慧驾培、绿色驾培模式。进一步扩大新能源车辆的投入，推动教练"} +{"pdf_name": "9275452_69.pdf", "language": "zh", "markdown": "车、考试车、班车向新能源车的转换工作，全国各子公司实现教练车、班车的新能源化，学员培训智能化。公司还将规划屋顶光伏项目，与现有充电桩、新能源车构成光储智慧能源体系，为行业高质量发展起到更好的示范作用。公司坚持将环境友好融入到企业的运营管理之中，围绕可持续发展主题，积极助力碳中和、资源循环利用、促进人类品质生活，建设和谐社会的良好企业形象，携手同行业及相关方共建品牌生态，引领行业绿色低碳转型发展。\n\n# 二、社会责任工作情况\n\n√适用 □不适用\n\n2021 年初，天宫院新冠疫情突袭，防控工作又一次进入关键期，东方时尚主动请缨，再次组建疫情防控志愿服务队，组织调配志愿者百余名、车辆 20 余台支援大兴区疫情防控一线，在核酸检测、疫苗接种、转运重点人员及防疫物资等服务中贡献力量。公司组建的政府转运专班，自 2020年 2 月组建至今，共坚持安全、有效完成了 2481 人次的重点人员隔离接送任务，累计行程近 3.9万公里。东方时尚全国各子公司，都积极承担企业社会责任，用自己的方式筑起抗疫丰碑。\n\n公司通过发放节庆慰问礼品、组织中医理疗等方式，关爱员工身心健康。公司畅通沟通渠道，组织召开员工座谈会和调解复议会，2021 年，公司工会还开展了“安全隐患我来拍”活动，共 25件事项得到整改，更多的员工的心声被听到，更多帮助企业发展的建议被逐一落实。公司先后组织员工参加了大兴区龙舟比赛、区总工会组织的职工健美舞活动、镇党委组织的党史知识竞赛和镇总工会举办的体育比赛，取得了良好的成绩，充分展示出东方时尚员工的精神风貌。公司持续开展困难员工救助工作，去年共为 9 名生活特别困难的员工申请和筹措了救助金。2021 年，公司在员工福利、员工关爱等方面的支出超过 1751 万元。\n\n6 月 16 日至 17 日，因疫情延期的“第五届机动车驾驶培训与道路交通安全国际论坛”在武汉成功举行，国内外嘉宾线上、线下共同围绕“科技与安全”主题展开精彩演讲和热烈讨论，东方时尚打造的智慧学车模式也让国际看到了中国驾培行业主动创新求变的实力。7 月 9 日，公安部交通管理局主办的“美丽乡村 童行中国——交通安全大篷车红色之旅”巡回宣讲活动北京站在东方时尚举行，通过主题展示、互动体验营、警媒联合在线直播等多种形式，东方时尚与社会各界携手构建起一堂立体生动的交通安全宣讲课。\n\n为促进广大交通参与者养成安全文明出行习惯，我们将文明路口倡导志愿服务融入大兴区创城工作当中。5 月，与大兴区创城办、大兴区交通支队共同主办“礼让斑马线，文明伴我行”主题活动，全体员工积极响应号召，郑重承诺文明出行。8 月，公司成功举行“文明驾车、礼让行人”——首都驾培行业深入推进文明交通教育主题活动，北京市交通委、市公安交通管理局宣布，“文明驾车、礼让行人”全面纳入北京驾驶员培训、考试环节。此外，公司派出的志愿者坚守大兴区多个路口的文明引导员工作，东方时尚的员工佩戴绶带、手拿礼让牌，从炎炎夏日到天寒地冻，成为区域创城工作中一道靓丽的风景线，工作成��也得到政府部门的一致好评。\n\n公司不断增加与高职院校的合作，探索校企合作新模式。2 月，与北京交通运输职业学院举行战略合作云端签约，双方在飞机机电设备维修、飞机电子设备维修、无人机应用技术、民航运"} +{"pdf_name": "2536465_126.pdf", "language": "zh", "markdown": "
其他2,193,813.39302,219.982,193,813.39
合计31,433,105.3730,641,362.6231,433,105.37
\n\n计入当期损益的政府补助：\n\n单位： 元\n\n
补助项目发放主体发放原因性质类型补贴是否影\n响当年盈亏是否特殊补\n贴本期发生金\n额上期发生金\n额与资产相关/\n与收益相关
\n\n其他说明：\n\n# 64、营业外支出\n\n单位： 元\n\n
项目本期发生额上期发生额计入当期非经常性损益的金\n额
对外捐赠2,000,000.002,010,000.002,000,000.00
固定资产报废损失1,343,949.0012,813,989.931,343,949.00
其他108,091.453,494,691.14108,091.45
合计3,452,040.4518,318,681.073,452,040.45
\n\n其他说明：\n\n# 65、所得税费用\n\n# （1）所得税费用表\n\n单位： 元\n\n
项目本期发生额上期发生额
当期所得税费用545,768,671.00202,660,860.00
递延所得税费用-155,647,931.68-28,449,755.84
合计390,120,739.32174,211,104.16
\n\n# （2）会计利润与所得税费用调整过程\n\n单位： 元\n\n
项目本期发生额
利润总额1,561,659,605.24
按法定/适用税率计算的所得税费用390,414,901.31
子公司适用不同税率的影响0.00
调整以前期间所得税的影响0.00
非应税收入的影响0.00
"} +{"pdf_name": "2536465_127.pdf", "language": "zh", "markdown": "
不可抵扣的成本、费用和损失的影响5,933,247.28
使用前期未确认递延所得税资产的可抵扣亏损的影响0.00
本期未确认递延所得税资产的可抵扣暂时性差异或可抵扣亏\n损的影响0.00
研发费用加计扣除-11,098,112.06
调整以前年度确认的递延所得税0.00
汇算清缴差异4,870,702.79
所得税费用390,120,739.32
\n\n其他说明\n\n# 66、其他综合收益\n\n详见附注 32。\n\n# 67、现金流量表项目\n\n# （1）收到的其他与经营活动有关的现金\n\n单位： 元\n\n
项目本期发生额上期发生额
罚没经销商违约定金收入29,239,291.988,425,371.64
政府补助20,134,447.3111,180,000.00
利息收入17,865,100.5920,371,305.24
其他1,970,635.892,600,196.97
合计69,209,475.7742,576,873.85
\n\n收到的其他与经营活动有关的现金说明：\n\n# （2）支付的其他与经营活动有关的现金\n\n单位： 元\n\n
项目本期发生额上期发生额
质量索赔费用279,997,194.68206,196,201.92
技术研发费193,171,476.85262,847,722.13
广告费67,054,301.1758,828,220.24
租赁费65,046,993.3570,241,033.22
差旅费32,602,467.0030,530,148.00
办公费10,419,575.008,885,467.00
物业管理费11,680,699.2716,227,122.95
"} +{"pdf_name": "20796941_91.pdf", "language": "zh", "markdown": "技术研究院、博士后科研工作站和院士专家工作站，与上海电缆研究所、西安交通大学、上海大学、中国电力科学研究院和中国电科院（武汉）高压研究所等科研院所开展科研项目合作。公司积极参与国家与行业标准制定，数十项架空输电导线与电线电缆产品成为或被列入国家重点新产品、高新技术产品、国家出口机电产品研发项目，目前公司拥有包括超高压智能光电复合电缆、智能电气化铁路电缆、智能型太阳能光伏电缆、建筑装修用智能化综合布线电缆等在内的 183项实用新型专利，其中发明专利 20 项。\n\n公司通过技术改造和技术创新，扩大经营规模，改善产品结构。随着公司募投项目的陆续完成，进一步提升公司技术装备水平，优化产品结构，增加产品高科技含量、高附加值的比重，巩固和加强公司在电线电缆行业的龙头地位，实现可持续发展。\n\n# ④产品和质量优势\n\n公司近年来不断丰富和优化产品结构，拥有智能电网电缆、智能楼宇及工厂电缆、智能风电电缆、智能交通电缆、智能油气电缆、智能核级电缆、智能光伏电缆等产品的设计、生产和销售能力，生产 180 多个品种、20000 多个规格的产品，并具有全球最先进的生产、检测设备及工艺技术。公司不仅采用 GB 标准、采用国际电工委员会 IEC 标准，而且按照美国、德国等先进国家的技术标准进行生产，新增南非 SABS 电缆认证、CE 认证、泰尔认证、UL 认证等 9 项产品认证。同时，公司坚持质量至上、服务客户的宗旨，赢得了高度的认同与良好的口碑。\n\n# ⑤管理与人才优势\n\n公司致力于以生产营销为轴心，通过市场化方法，逐步建立上下工序和岗位之间相互契合、自行调节运行的业务链；通过实施战略决策，逐步完善管理体系和管理制度，并有效建立趋于完善的内控机制，进一步优化 ERP 信息网络管理，在行业内率先实现了物流、资金流及人流的全过程动态监控管理；持续优化业务流程，确保产品和服务质量，不断提高“决策速度、市场响应速度、信息传递速度、资产运行速度、交货速度、服务速度”，不断提升管理水平。公司决策管理"} +{"pdf_name": "20796941_92.pdf", "language": "zh", "markdown": "团队经验丰富、年富力强，近年来从美国、英国、日本和新西兰等地以及清华大学、北京大学和复旦大学等高校吸纳了一大批海内外高层次人才。目前拥有博士、硕士及专业工程技术人员近千名，其中享有政府专项津贴的专家、教授级高工和高级工程师 20 余人。\n\n# ⑥品牌优势\n\n公司是线缆行业唯一一个荣获全国质量奖的、唯一一个多次在 CCTV 获得年度品牌荣誉和获得亚洲品牌称号的线缆企业。公司“远东牌”电线电缆先后被江苏省名牌战略推进委员会授予“江苏名牌产品”、被中国国际品牌发展协会、中国品牌企业联合发展促进会以及中国中轻产品质量保障中心授予“中国著名品牌”。\n\n# 2、医药行业\n\n# （1）行业地位\n\n本公司是国内医药行业较早的上市公司之一，以青藏高原天然药材基地为依托，成功开发了具有自主知识产权的天然药物系列品种，并在全国建立了营销网络。通过多年的经营和发展，公司赢得了“天然药物专家”的美誉，并已成为目前青海省最大的中药生产企业和药品批发企业之一。\n\n# （2）竞争优势\n\n本公司医药业务经营历史较久，但由于医药行业竞争激烈，公司受产能局限，营销规模与生产规模不匹配，期间费用过高，经营状况欠佳。近年来，公司对医药业务生产、营销等进行重点梳理和调整，效果逐步显现，公司医药业务仍面临良好的政策环境，并具备产品、品牌等先发优势，为进一步发展打下坚实基础。具体如下：\n\n# ①资源及成本优势\n\n公司是目前青海省最大的中药生产企业和药品批发企业之一，地处高海拔、零污染的青藏高原，对于生产传统中藏药、天然药物的企业具有独特的地理环境"} +{"pdf_name": "20790631_87.pdf", "language": "zh", "markdown": "
公司名称：美国博众公司
英文名称：BOZHON INC.
注册编号：3825037
成立日期：2015 年 9 月 16 日
授权股本：1 万股普通股
已发行股本：1 万股普通股
起初注册地\n和邮寄地址：19925 Stevens Creek Blvd., Suite 100, Cupertino, California 95014.
股东构成：股东名称持股比例
博众精工100%
\n\n# （2）主营业务情况\n\n美国博众的主营业务为装夹（治）具、自动化设备等的研发、设计、销售及技术服务，自设立以来主营业务未发生重大变化。\n\n美国博众最近三年内不存在重大违法违规的情况。\n\n# （3）最近一年财务数据\n\n美国博众简要财务数据（经立信审计）如下：\n\n单位：万元\n\n
项目2018 年 12 月 31 日
总资产1,684.05
负债816.07
所有者权益867.99
\n\n
项目2018 年度
营业收入2,313.76
净利润311.28
\n\n# 12、BOZHON TECHNOLOGY(SINGAPORE) PTE. LTD. （新加坡博众）\n\n# （1）基本信息\n\n
公司名称：博众科技（新加坡）有限公司
"} +{"pdf_name": "20790631_88.pdf", "language": "zh", "markdown": "
英文名称：BOZHON TECHNOLOGY(SINGAPORE) PTE. LTD.
注册编号：201619284E
成立日期：2016 年 7 月 14 日
股本：50 万股
已支付股本：50 万新币
注册地：50 Raffles Place#32-01 Singapore Land Tower, Singapore(048623)
生产经营地：50 Raffles Place#32-01 Singapore Land Tower, Singapore(048623)
股东构成：股东名称持股比例
博众精工100%
\n\n# （2）主营业务情况\n\n新加坡博众目前尚未实际开展业务，主要为持有日本博众 100%股权。新加坡博众自设立以来主营业务未发生重大变化。\n\n新加坡博众最近三年内不存在重大违法违规的情况。\n\n# （3）最近一年财务数据\n\n新加坡博众简要财务数据（经立信审计）如下：\n\n单位：万元\n\n
项目2018 年 12 月 31 日
总资产220.09
负债5.18
所有者权益214.91
项目2018 年度
营业收入-
净利润-26.12
\n\n# 13、苏州灵动机器人有限公司\n\n# （1）基本信息\n\n
公司名称：苏州灵动机器人有限公司
"} +{"pdf_name": "20779707_139.pdf", "language": "zh", "markdown": "# （五）盈利能力分析\n\n报告期内，公司盈利能力指标如下：\n\n单位：人民币千元\n\n
项目2016年1-3月2015年度2014年度2013年度
营业收入26,388,811108,929,114104,888,25797,712,967
营业成本20,031,27083,694,89887,877,82682,705,204
销售费用1,453,1156,147,9137,428,4997,193,537
管理费用963,8074,023,5223,273,1313,130,040
财务费用616,7437,948,5313,151,650659,304
投资收益330,6901,675,988889,412819,555
营业利润3,570,5108,339,7973,985,2054,033,042
营业外收入114,8551,159,7561,267,611880,909
营业外支出7,590456,308164,725256,373
利润总额3,677,7759,043,2455,088,0914,657,578
净利润2,882,3457,220,1484,299,0213,722,393
\n\n# 1、营业收入分析\n\n# （1）收入构成情况\n\n发行人的主营业务收入主要来自航空运输收入和其他收入，航空运输收入包括航空客运收入和航空货运及邮运收入，其他收入主要来自飞机和发动机维修、进出口服务和其他航空服务等业务。\n\n最近三年及一期，发行人主营业务收入及其他业务收入情况如下：\n\n单位：人民币千元\n\n
项目2016 年 1-3 月2015 年度2014 年度2013 年度
金额占比金额占比金额占比金额占比
主营业务收入25,761,94797.62%106,392,50097.67%102,506,50397.73%95,551,76397.79%
其他业务收入626,8642.38%2,536,6142.33%2,381,7542.27%2,161,2042.21%
合计26,388,811100.00%108,929,114100.00%104,888,257100.00%97,712,967100.00%
\n\n2013 年、2014 年、2015 年和 2016 年 1-3 月，发行人主营业务收入占营业总收入比分别为 97.79%、97.73%、97.67%和 97.62%，其他业务收入占比较低，发"} +{"pdf_name": "20779707_140.pdf", "language": "zh", "markdown": "行人主营业务突出。\n\n最近三年及一期，发行人的主营业务收入按业务的分类如下表所示：\n\n单位：人民币千元\n\n
项目2016 年 1-3 月2015 年度2014 年度2013 年度
收入占比收入占比收入占比收入占比
航空客运收入23,666,33391.86%97,067,80091.24%93,470,57191.19%87,471,56691.54%
航空货运及邮\n运收入1,789,7816.95%8,447,4857.94%8,785,8828.57%7,876,3698.24%
其他收入305,8331.19%877,2150.82%250,0500.24%203,8280.21%
合计25,761,947100.00%106,392,500100.00%102,506,503100.00%95,551,763100.00%
\n\n最近三年及一期，发行人业务收入构成相对稳定，未发生重大变化。其中，航空客运收入是发行人最主要的收入来源，2013 年、2014 年、2015 年和 2016年 1-3 月占主营业务收入总额的比例分别为 91.54%、91.19%、91.24%和 91.86%。\n\n# （2）营业收入增长情况\n\n报告期内，发行人主营业务收入稳定。\n\n2013 年，发行人实现营业收入 977.13 亿元，同比减少 2.28%。其中，主营业务收入为 955.52 亿元，同比减少 2.45%，主要系受“营改增”政策影响所致，同口径主营收入实际增加 2.47%；其他业务收入为 21.61 亿元，同比增长 6.09%，主要系航空附加收入同比有所增长所致。\n\n2014 年，发行人实现营业收入 1,048.88 亿元，同比增长 7.34%。其中，主营业务收入为 1,025.07 亿元，同比增长 7.28%，主要系客运收入的增加所致；其他业务收入为 23.82 亿元，同比增长 10.20%，主要系航空附加收入同比有所增长所致。\n\n2015 年，发行人实现营业收入 1,089.29 亿元，同比增长 3.85%。其中，主营业务收入为 1,063.93 亿元，同比增长 3.79%，主要是客运收入增加所致；其他业务收入为 25.37 亿元，同比增长 6.50%，主要系本年度新增子公司 AMECO 所致。\n\n# 2、毛利率情况\n\n最近三年及一期，发行人主营业务毛利率情况如下："} +{"pdf_name": "3479799_23.pdf", "language": "zh", "markdown": "人民大厦公司仍处于亏损状态。\n\n总体来看，公司房地产业务在建拟建项目充足，收入稳定增长，但投资节奏较快，在建项目投资压力较大。此外，受经济增速放缓、行业竞争激烈以及折旧费用较高等影响，公司酒店业务均持续亏损。\n\n# 航空产业板块\n\n公司航空产业板块由子公司陕西航空产业发展集团有限公司(以下简称“航空产业集团”)负责。航空产业集团于 2014 年 6 月成立，由公司、陕西金融控股集团有限公司和西安投资控股有限公司共同出资组建，是陕西省航空产业战略性投资、重大项目合作的市场化运营主体。\n\n航空产业集团拟将贝尔直升机装配生产线引入陕西省。为此，航空产业集团在建陕西直升机产业发展园项目。项目总占地 615 亩，按照“统一规划、滚动开发；节约利用、提高效益”的原则分步实施，建设内容包括：贝尔直升机一期、二期项目建设，共计 110 亩；飞行培训、机务培训、机库、停机坪等用地建设，共计 205 亩；航空产业集团企业办公中心、直升机展示及文化传播中心、直升机运营基地及通航指挥监管中心的用地建设，共计250 亩；直升机改装等配套合作项目生产办公设施，共计 50 亩。\n\n项目总投资约 50 亿元，固定资产投资强度超过 800 万元/亩，总投资中飞机采购和设备购置约达到 70%，建安工程费占比约 11.5%，土地购置费占比约 4.5%，其他期间费占比约 5.5%，铺底流动资金占比约 8.5%。截至 2018 年 6 月末已投资 4.04 亿元。项目建设期 5 年，从项目正式申报开始计算，建设期拟为 2017 年 11 月至 2022 年 12 月。\n\n航空产业集团成立时间较短，起步较晚，暂未产生收益。未来公司将以市场化的方式整合陕西航空产业优质资源，重点开展干线、支线、通用机型及无人机制造业务，打通航空运输、通用航空、航空金融等上下游产业，形成覆盖航空产业体系的完整产业布局。预计随着陕西省政府一系列推进当地 航空产业重点项目建设的政策措施出台，公司航空产业板块业务板块规模将迅速扩大。\n\n总体来看，公司航空产业板块尚处于起步阶段，未实现收益，预计未来随着地方航空产业政策陆续出台，该板块业务规模将迅速扩大，也将有较大的资金需求。\n\n# 管理\n\n# 产权结构\n\n截至2018年3月末，公司合并范围二级子公司9家，二三级子公司共计58家��\n\n# 法人治理结构\n\n陕西投资集团有限公司是经陕西省国资委批准，在国家工商行政管理部门登记注册的国有独资公司，具有独立的企业法人资格，其合法权益和经营活动受国家法律保护，受陕西省人民政府领导和陕西省国有资产监督管理委员会监管。公司依据《公司法》等有关规定，制定了《陕西投资集团有限公司章程》，设立了董事会、监事会和经营管理层。公司不设股东会，由省国资委代表陕西省人民政府履行出资人职责，依法享有资产收益权、参与重大决策和选择管理者等出资人权利。陕西省国资委授权公司董事会行使股东会的部分职权。\n\n公司设董事会，由9名董事成员组成，设董事长1人。董事会成员中应当有职工代表1名。董事每届任期3年，任期届满可以连派（选）连任。董事会成员按照《陕西省省属企业领导人员管理暂行规定》，由陕西省省委、省政府及其省委组织部、国资委按照管理权限与工作职责任免。董事会成员中的职工代表由集团职工民主选举产生。集团设监事会，由5人组成，其中职工代表2人。监事会设主席1名，由省国资委从监事会成员中任命。监事会成员由省国资委任命或提请任命，其中监事会中的职工代表由集团职工民主选举产生。监事会对董事会及其成员和总经理等高级管理人员行使监督职能，对省国资委负责。监事任期每届3年，任期届满可以连派（选）连任。集团设总经理1人，由董事会"} +{"pdf_name": "3479799_24.pdf", "language": "zh", "markdown": "聘任或者解聘。总经理负责集团的日常经营和管理，对董事会负责，主持集团的日常经营和管理工作，组织实施董事会决议，向董事会报告工作。\n\n公司根据业务需要，设办公室、战略规划部、资本运营部、金融管理部、财务管理部、人力资源部、安全环保监察部、科技管理部、审计部、法规部、党委组织部、党委宣传部、纪检监察部和工会工作部共计14个部门。\n\n# 管理水平\n\n为了适应现代企业管理的需要，健全公司管控体系与运行机制，促进公司发展，提高经济效益，公司制订了多条规章制度并建立了较为完善的内部控制体系。\n\n财务管理制度方面，为规范公司财务会计行为，加强财务管理效率和会计核算水平，提高经济效益，确保国有资本及企业资产保值增值，公司根据相关法律以及财政部颁布的新会计准则中的有关规定，结合公司生产经营的特点和会计系统管理的要求，先后颁布了多项财务、资产管理及会计核算制度。为推进集团公司实行全面预算管理，强化内部控制机制，结合集团公司实际情况，陕投集团制定了相关财务预算管理办法，建立了科学、有效的《全面预算管理考核办法》，强化了公司全面预算管理的力度，提高了预算编制水平。此外，陕投集团成立了自己的财务结算中心，对集团下属各分、子公司的资金进行统一管理。这些制度对公司货币资金管理原则、现金管理、银行存款、资金拨付等方面的详细内容做出明确的制度性规定。\n\n重大投融资决策制度方面，为健全公司投资决策程序，加强投资决策的规范性、合理性和科学性，提高重大决策的效益和决策质量，控制公司投资决策风险，进一步加强公司的投资管理，规范公司投资行为，陕投集团制定了《建设项目投资决策管理办法》、《投资建设项目管理程序》、《招标管理办法》、《建设项目后评价管理办法》等一系列的制度，从事前到事中、事后全过程追踪的投资项目管理制度和办法。融资决策方面，为规范业务操作和有效 控制融资风险，规范融资行为，明确债权债务关系，保障公司资金的安全和经营活动的平稳、健康运行，陕投集团制定有《直接债务融资募集资金管理办法》、《本部借款管理办法》等。集团公司下属子公司可以自主融资，也可经集团公司同意后以子公司为融资主体，通过委托贷款形式进行融资。公司每年制定集团《融资计划方案》，由财务管理部根据集团实际情况结合年度投资计划编制投融资计划方案，统一各指标统计口径，并在相关部门的协同配合下，完成和上报集团的投融资计划方案，经由董事会和集团领导同意最终确定。陕投集团坚持“投融结合、适度调剂”的原则，每年年底根据子公司上报的投资计划以及宏观经济环境预期编制次年融资计划。融资项目最终需由集团公司董事会审批通过后才能开展。\n\n担保制度方面，陕投集团根据国家有关法律法规及相关金融机构贷款审批条件，在需要时为债务性融资资金提供保证、抵（质）押担保。陕投集团严禁集团公司所属子公司之间相互提供担保、抵押、质押等方式进行融资。\n\n对子公司的资产、人员、财务管理制度方面，陕投集团子公司均为按照《公司法》设立的独立法人机构，建立了独立的管理制度、内控机制和绩效考核制度。陕投集团按《公司法》等法律法规的相关规定，参加子公司股东大会、董事会和监事会，行使相应的股东权利。为加强对全资子公司、控股及参股公司资产、人员、财务等方面的有效管理，根据《公司法》并结合实际情况，公司制定了《资金集中管理办法》、《内部借款管理办法》、《投资资金拨付管理办法》、《固定资产管理办法》、《集体公司所属企业重大事项管理暂行办法》、《财会人员管理办法》、《财务负责人委派制管理办法》，《全资及控股子公司企业负责人薪酬管理暂行办法》通过以上各项制度的实施运行，陕投集团能够做到对下属子公司资产、人员、财务等全方位较好的内部控制和管理。\n\n总体来看，公司形成了较为完善的内部规章制度和内控制度，对于业务发展和管理效率的提高提供了"} +{"pdf_name": "9257905_151.pdf", "language": "zh", "markdown": "# 其他应收款\n\n# (1).按账龄披露\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
账龄期末账面余额
1 年以内
其中：1 年以内分项
1 年以内小计3,311,725.33
1 至 2 年2,266.67
2 至 3 年1,700.00
3 年以上
3 至 4 年10,000.00
4 至 5 年
5 年以上
合计3,325,692.00
\n\n# (2).按款项性质分类情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
款项性质期末账面余额期初账面余额
押金保证金3,325,692.003,073,810.23
备用金30,000.00
坏账准备-15,091.68-20,181.81
合计3,310,600.323,083,628.42
\n\n# (3).坏账准备计提情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
坏账准备第一阶段第二阶段第三阶段合计
未来12个月预 \n期信用损失整个存续期预期信\n用损失(未发生信用\n减值)整个存续期预期信\n用损失(已发生信用\n减值)
2021年1月1日余\n额20,181.8120,181.81
2021年1月1日余\n额在本期
--转入第二阶段
--转入第三阶段
--转回第二阶段
--转回第一阶段
"} +{"pdf_name": "9257905_152.pdf", "language": "zh", "markdown": "
本期计提-5,090.13-5,090.13
本期转回
本期转销
本期核销
其他变动
2021年12月31日\n余额15,091.6815,091.68
\n\n对本期发生损失准备变动的其他应收款账面余额显著变动的情况说明：\n\n□适用 √不适用\n\n本期坏账准备计提金额以及评估金融工具的信用风险是否显著增加的采用依据：\n\n□适用 √不适用\n\n# (4).坏账准备的情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
类别期初余额本期变动金额期末余额
计提收回或转\n回转销或核\n销其他变动
按信用风险组\n合计提坏账准\n备的其他应收\n账款20,181.81-5,090.1315,091.68
合计20,181.81-5,090.1315,091.68
\n\n其中本期坏账准备转回或收回金额重要的：\n\n□适用 √不适用\n\n# (5).本期实际核销的其他应收款情况\n\n□适用 √不适用\n\n# (6).按欠款方归集的期末余额前五名的其他应收款情况\n\n√适用 □不适用\n\n单位：元 币种：人民币\n\n
单位名称款项的性质期末余额账龄占其他应收款期\n末余额合计数的\n比例(%)坏账准备\n期末余额
中华人民共\n和国株洲海\n关押金保证金3,152,558.411 年以内94.79
苏州艾尔格\n斯化工有限\n公司押金保证金50,000.001 年以内1.502,500.00
"} +{"pdf_name": "3445512_2.pdf", "language": "zh", "markdown": "# 发债主体\n\n湘潭城投前身为湘潭市城市基础设施国有资产经营有限责任公司，系根据湘潭市人民政府潭政函【2001】34 号文件，于 2001 年 7 月 11日成立的国有独资有限责任公司。2003 年 10 月，根据湘潭市人民政府潭政函【2003】77 号文件，公司更为现名。2012 年 6 月根据湘潭市人民政府潭办发【2012】17 号文，湘潭城投股东由湘潭市国有资产监督管理委员会变更为湘潭城乡建设发展集团有限公司（以下简称“湘潭城发集团”）。截至 2016 年 6 月末，公司注册资本 7 亿元人民币，湘潭城发集团是公司唯一股东，湘潭市人民政府是公司的实际控制人。\n\n公司是湘潭市重要的城市建设投融资主体，受市政府委托筹措管理使用城建资金，负责湘潭市城市基础设施建设资金的筹措、使用、偿还，履行出资人职能负责对经营管理授权范围内的国有资产保值增值。截至 2016 年 6 月末，公司纳入合并报表范围的子公司 7 家（见附件 1）。\n\n# 发债情况\n\n# 本期票据概况\n\n湘潭城投拟在银行间市场交易商协会注册总额为 8 亿元的中期票据，分期发行，本期为第一期，发行金额 4 亿元人民币，发行期限 2年，票据面值 100 元，采取簿记建档、集中配售的方式发行。本期票据采用单利按年计息，不计复利，每年付息一次，到期一次还本，最后一期利息随本金的兑付一起支付。\n\n本期票据无担保。\n\n# 募集资金用途\n\n本期票据拟发行 4 亿元，募集资金将全部用于偿还银行借款。\n\n# 宏观经济和政策环境\n\n现阶段我国国民经济运行稳中有进，但市场需求疲软，结构调整带来的经济下行压力较大，经济发展进入“新常态”；预计未来短期内我国经济仍将面临较大下行压力，长期来看经济增长将趋于稳定，但经济运行仍面临较多的风险因素\n\n现阶段国民经济运行总体平稳，但仍面临较大的经济下行压力，主要经济指标同比增速均出现不同程度的下滑。据初步核算，2015 年，我国实现 GDP67.67 万亿元，按可比价格计算，同比增速为 6.9%，较2014 年下降 0.4 个百分点，持续下降，规模以上工业增加值同比增长6.1%，增速同比下降 2.2 个百分点；固定资产投资（不含农户）同比名义增长 10.0%，较 2014 年的 15.7%降幅明显，其中房地产开发投资"} +{"pdf_name": "3445512_3.pdf", "language": "zh", "markdown": "仅增长 1.0%。此外，近年来国际国内需求增长减慢，2015 年，社会消费品零售总额同比名义增长 10.7%，进出口总额同比下降 7.0%。2015年，全国公共财政预算收入同比增长 8.4%，增速较上年有所下滑，政府性基金收入同比下降 21.8%。2015 年，全社会融资规模增量为 15.41万亿元，同比略有下降，新增人民币贷款 11.72 万亿元。2016 年前三季度，我国国民经济运行稳中有进，经济增长继续放缓，GDP 同比增速为 6.7%，规模以上工业增加值同比增长 6.1%，固定资产投资（不含农户）同比名义增长 8.2%，社会消费品零售总额同比名义增长 10.4%。同期，全国公共财政预算收入为 12.14 万亿元，同比增长 5.9%；政府性基金预算收入为 2.98 万亿元，同比增长 11.3%。此外，2016 年前三季度，我国全社会融资规模增量为 13.47 万亿元，同比增加 1.56 万亿元，对实体经济发放的人民币贷款增加 10 万亿元，同比增加 1 万亿元。截至 2016 年 9 月末，广义货币（M2）余额 151.64 万亿元,同比增长 11.5%。整体来看，中国经济“新常态”特征更加明显，供给侧结构性改革及重点领域改革逐步落实并取得积极进展，部分指标三季度有所好转，经济增长的稳定性有所提高，但外部需求疲软的态势仍将继续，结构性矛盾仍然突出，主要经济指标增速放缓，经济下行压力依然较大。\n\n针对经济下行压力增大，国家加大财政政策和货币政策领域的定向调整。在继续坚持积极的财政政策和宽松的货币政策基础上，扩大结构性减税范围，实行普遍性降费，盘活财政存量资金。发行地方政府债券置换存量债务，降低利息负担，减轻了地方政府偿债压力，形成了以“营改增”为主要核心内容的结构性减税政策，逐步降低了企业成本。稳健的货币政策��重松紧适度，灵活运用多种货币政策工具，保持适度流动性，实现货币信贷及社会融资规模合理增长。按照加强供给侧结构性改革的要求，积极稳妥降低企业杠杆率，采取市场化债转股等综合措施提升企业持续健康发展能力。扩大有效投资，设立专项基金，加强水利、城镇棚户区和农村危房改造、中西部铁路和公路等薄弱环节建设。制定出台促进民间投资健康发展若干政策措施，对做好民间投资工作提出具体要求。继续实施创新驱动发展战略纲要和意见，深入推进大众创业、万众创新政策举措，落实“互联网+”行动计划，推动经济新旧动能加速转换。发改委精简前置审批，实施企业投资项目网上并联核准，改革投融资体制，积极推广政府和社会资本合作模式，出台基础设施和公用事业特许经营办法，充分激发社会投资活力。继续推动东、中、西、东北地区“四大板块”协调发展，重点推进“一带一路”建设、京津冀协同发展、长江经济带发展“三大战略”，在基础设施建设和房地产领域加大调控力度，一方面增加公共产品有效投资，启动实施一系列棚户区和危房改造、中西部铁路、高标准农田、信息网络、清洁能源和传统产业技术改造等重大项目；另一方面，全国多地出台楼市调控新政策，通过提高首付比例、住房限购限贷等措施，遏制房价过快上涨，增加房地产市场的有效供应。2016年年中政治局会议指出，要全面落实“去产能、去库存、去杠杆、降"} +{"pdf_name": "20790244_10.pdf", "language": "zh", "markdown": "煤产量 289.8 百万吨的 4.5%。\n\n宝日希勒露天矿位于内蒙古自治区东北部宝日希勒矿区，由公司持股 56.61%的神华宝日希勒能源有限公司运营，目前核定产能 35 百万吨/年（按生产天数 330 天）。主要煤炭产品为褐煤，主要销往黑龙江、吉林及内蒙古东部地区。2016 年宝日希勒露天矿商品煤产量为 25.0百万吨。2017 年 1-7 月份宝日希勒露天矿已完成商品煤产量约 15.7 百万吨。目前该矿维持少量煤炭生产，预计大幅减产将影响本年度商品煤产量计划最多减少约 9.1 百万吨，占中国神华 2016 年度商品煤产量 289.8 百万吨的 3.1%。\n\n# 5. 核电行业：核电行业转暖，设备招标陆续释放\n\n# 5.1. 核电行业重要动态及投资逻辑详述\n\nAP1000 两堆装料在即，核电设备招标不断释放。三门、海阳核电机组热试已分别于 6 月 29日和 7 月 12 日顺利完成，两堆计划本月完成装料，预计两堆将在 10\\~11 月并网发电。这两台机组是 AP1000 技术堆型的为首两堆，具有标杆作用。随着它的发电时间越来越近，沉寂已久的核电行业活跃度明显增加，新机组获批提速。\n\n核电建设方为了提高核电建设进度，会在获批之前开始主设备招标。受三门核电顺利推进影响，白龙、廉江、惠州核电站机组在 5 月底已陆续开始主设备招标。我们预计，后续还会有多座新机组设备年内招标。漳州核电站 1、2 号机组也已公布建设中标单位。\n\n核电作为一种清洁的大规模能源，避免了火电污染严重、运力需求大、矿难频发等问题，经济性也优于传统火电、光伏等，是我国未来能源的重要选择。我国《“十三五”能源发展规划》对水、火、风、光、核等多种能源发展做出了明确计划。核电因为其清洁性、经济性、稳定性等多方面优势，仍是我国未来能源的重要选择。近期发布的《“十三五”核工业发展规划》、《“十三五”核能发展规划》、国家能源局《2017 能源发展指导意见》，都对核电未来发展做出了详细的部署。\n\n核电建设一旦放开，核电装备企业将强势反弹。根据《“十三五”核能发展规划》，2020 年我国需具备在运及在建核电机组 8800 万千瓦，按此目标计算，未来几年年均需建 10 台发电机组。核电设备市场将达 800 亿，且考虑设备招标累加效应，每年以 20%的速度增长。\n\n未来核电国产化将持续进行，AP1000 国产化已达 80%，“华龙一号”约 85%。国内核电设备设计与生产实行严格的审核制度和许可证制度，进入壁垒高，一般在每个细分领域具有核电设备一级生产资质的企业不超过三家。核电装备生产企业取得核电装备生产资质后进入军工设备生产的壁垒较低，有望为核电装备企业带来更广阔的发展空间。\n\n重点推荐台海核电（公司核电业务占比高、弹性大，主管道市场份额 50%，公司积极布局核电消耗件和堆内构件，未来将成一体化供应商。旗下子公司涉足中子吸收材料业务），中广核技（核技术应用龙头），应流股份（中子吸收材料），关注江苏神通，久立特材��通裕重工，海默科技。\n\n# （1）福清核电 4 号机组并网大陆核电运行机组增至 37 台\n\n2017 年 7 月 29 日 18 时 9 分，福建福清核电 4 号机组主控室大屏幕显示发电机带上初始负荷，4 号机组首次并网发电成功，标志着福清核电一期工程全面建成并网发电。至此，福建"} +{"pdf_name": "20790244_11.pdf", "language": "zh", "markdown": "再添一台核电运行机组，实现福建省核电占比达 16.4%，中国大陆核电运行机组达到 37 台。福清 4 号机组也是中国核能电力股份有限公司旗下今年首台并网发电的核电机组。\n\n福清核电基地一次规划、分期连续建设 6 台百万千瓦级压水堆核电机组。其中，一期工程 1-4号机组采用二代改进型成熟核电技术，二期工程 5、6 号机组采用具有中国自主知识产权的三代核电技术“华龙一号”。福清核电有限公司相关负责人指出，并网之后，4 号机组将进入带负荷试运行状态，并继续进行负荷试验、瞬态试验等相关项目，为商运作最后冲刺。\n\n# （2）10 企业合推华龙一号核电产业链抱团出海\n\n中广核与中核建、中船重工、中国一重、东方电气、上海电气等 10 家核电及工程建造、装备制造企业日前共同在中广核防城港核电基地召开华龙一号项目高层峰会，10 家企业的负责人签署了联合宣言，表示共同为华龙一号走出去创造条件，推动国内核电产业链抱团出海。\n\n# （3）我国成功研制 ITER 超导磁体系统首个部件\n\n7 月 26 日上午，由中国科学院等离子体物理研究所承担研制的 ITER 计划首个超导磁体系统部件——馈线（FEEDER）采购包 PF4 过渡馈线竣工仪式成功举办，意味着我国在核聚变工程核心技术领域真正实现了全球领跑。\n\n磁体馈线系统作为 ITER 超导磁体系统供电、冷却和提供诊断信号的关键集成通道，被称为ITER 主机的生命线。项目承担单位攻克了众多技术难点，在高温超导电流引线、超导接头、低温绝热、低温高压绝缘等核心技术方面取得了诸多国际领先成果。\n\n# （4）华龙一号通用设计审查首批送审文件正式交付\n\n7 月 28 日，华龙一号通用设计审查项目（GDA）首批送审文件《初步安全报告》（PSR）正式交付项目业主英国通用核能系统有限公司（GNS），后续将由其完成把关审查后再提交至英国 GDA 审评机构启动正式审查流程。至此，中国广核集团 2017 年 GDA 项目重要战略焦点任务之一已圆满完成。\n\n# 6. 工业自动化行业：OLED 屏量产提速，设备厂商确定性受益\n\n# 6.1. 工业自动化行业重要动态及投资逻辑详述\n\nOLED，即有机发光二极管（OrganicLight-EmittingDiode），是一种由有机分子薄片组成的固态设备，施加电力之后就能发光。作为第三代平面显示技术，OLED 具有不需背光源、对比度高、厚度薄、视角广、可用于挠曲性面板等突出优点，将代替 LCD，成为未来主流的显示解决方案。OLED 生产包括 Array 制程、Cell 制程和 Module 制程，目前，我国设备厂商主要分布在 Module 制程领域。凤凰网消息，5 月 11 日，京东方成都 6 代柔性 AMOLED 生产线正式投产，开启国产 OLED 序幕，据我们统计，全球目前在建及规划中的 OLED 产线有15 条，其中有 11 条设在中国大陆。产线投资金额达到 4000 亿元，催生每年 500 亿设备需求。我们认为国产模组组装设备技术成熟，进口替代需求强烈，将成为率先受益的板块。\n\n当前市场风格下，业绩稳定增长的价值蓝筹备受市场青睐，具体到机械板块，工业自动化板块成长性突出，投资价值逐步凸显，建议继续沿着 3C 自动化、汽车电子等景气价值链深入挖掘投资机会。从已披露的 16 年报及 17 一季报情况看，工业自动化板块 14 家代表性公司"} +{"pdf_name": "9236209_62.pdf", "language": "zh", "markdown": "
备
5.现金流量套期储备
6.外币财务报表折算差额
7.其他
归属于少数股东的其他综合收益的\n税后净额
七、综合收益总额-596,134,738.82-297,781,594.28
归属于母公司所有者的综合收益\n总额-583,310,002.28-248,990,846.48
归属于少数股东的综合收益总额-12,824,736.54-48,790,747.80
八、每股收益：
（一）基本每股收益-1.05-0.45
（二）稀释每股收益-1.05-0.45
\n\n本期发生同一控制下企业合并的，被合并方在合并前实现的净利润为���0.00 元，上期被合并方实现的净利润为：0.00 元。\n\n
法定代表人：武校生
主管会计工作负责人：许新华
会计机构负责人：费洁
\n\n# 4、母公司利润表\n\n单位：元\n\n
项目2021 年度2020 年度
一、营业收入382,984,447.63342,722,312.55
减：营业成本346,883,370.23293,877,880.75
税金及附加4,020,307.303,318,740.14
销售费用34,946,543.0128,073,317.40
管理费用25,725,774.2728,987,335.06
研发费用13,386,727.8112,807,430.55
财务费用4,026,686.078,707,491.76
其中：利息费用8,649,897.3714,152,413.35
利息收入4,685,790.335,545,105.79
加：其他收益1,829,860.281,962,788.47
投资收益（损失以“－”号填\n列）32,922,140.5984,325,741.55
其中：对联营企业和合营企\n业的投资收益
以摊余成本计量的金融\n资产终止确认收益（损失以“-”号填
"} +{"pdf_name": "9236209_63.pdf", "language": "zh", "markdown": "
列）
净敞口套期收益（损失以\n“－”号填列）
公允价值变动收益（损失以\n“－”号填列）
信用减值损失（损失以“-”号\n填列）-142,675,438.83-49,047,397.11
资产减值损失（损失以“-”号\n填列）-169,619,699.79-616,937.97
资产处置收益（损失以“-”号\n填列）79,421.69-422,963.67
二、营业利润（亏损以“－”号填列）-323,468,677.123,151,348.16
加：营业外收入17,014.00228,222.51
减：营业外支出495,387.42
三、利润总额（亏损总额以“－”号填\n列）-323,451,663.122,884,183.25
减：所得税费用-21,110,036.75-2,272,262.81
四、净利润（净亏损以“－”号填列）-302,341,626.375,156,446.06
（一）持续经营净利润（净亏损\n以“－”号填列）
（二）终止经营净利润（净亏损\n以“－”号填列）
五、其他综合收益的税后净额
（一）不能重分类进损益的其他\n综合收益
1.重新计量设定受益计划\n变动额
2.权益法下不能转损益的\n其他综合收益
3.其他权益工具投资公允\n价值变动
4.企业自身信用风险公允\n价值变动
5.其他
（二）将重分类进损益的其他综\n合收益
1.权益法下可转损益的其\n他综合收益
"} +{"pdf_name": "20788159_101.pdf", "language": "zh", "markdown": "2013 年末投资性房地产中，采用成本模式进行后续计量的投资性房地产18,592.31 万元，占比为 6.70%，采用公允价值模式进行后续计量的投资性房地产258,745.33 万元，占比为 93.30%。发行人子公司重庆渝海控股（集团）有限责任公司的投资性房地产采用成本模式计量，发行人本部采用公允价值模式计量。发行人采用成本模式计量的房屋及建筑物为子公司重庆渝海控股（集团）有限责任公司资产，由于周边无类似或同类市场价格及其他信息，故采用成本模式进行后续计量，资产负债表日，若其可收回金额低于账面价值，则将其账面价值减记至可收回金额，减记金额确认为资产减值损失，计入当期损益，减值损失确认后，以后会计期间不再转回；采用公允价值进行后续计量的投资性房地产，以资产负债表日投资性房地产的公允价值为基础调整其账面价值，公允价值与原账面价值之间的差额计入当期损益。\n\n表 6-22：2013 年末公司投资性房地产情况\n\n单位：万元\n\n
项目期末余额占比
1、采用成本模式进行后续计量18,592.316.70
其中：房屋及建筑物18,592.316.70
2、采用公允价值模式进行后续计量258,745.3393.30
其中：房屋及建筑物98,779.7235.62
土地使用权159,965.6157.68
合计277,337.64100.00
\n\n截至 2014 年 3 月末，公司投资性房地产 277,337.64 万元，占非流动资产的比重为 27.17%。\n\n# （4）固定资产\n\n近三年末，公司固定资产分别为 8,632.78 万元、10,576.78 万元和 18,718.32万元，占非流动资产的比重分别为 1.56%、1.80%和 3.02%。公司的固定资产主要由房屋及建筑物构成。2013 年末，固定资产较上年年末增加 8,141.54 万元，增幅为 76.98%，主要是新增房屋建筑物所致。\n\n表 6-23：2013 年末公司固定资产构成情况\n\n单位：万元\n\n
项 目账面价值占比
房屋及建筑物17,764.1594.90
运输工具575.553.07
其 他378.622.02
合计18,718.32100.00
\n\n截至 2014 年 3 月末，公司固定资产 18,701.24 万元，占非流动资产的比重为1.83%。\n\n# （5）在建工程\n\n近三年末，公司在建工程分别为 0.00 万元、36,283.23 万元、42,020.24 万元，占非流动资产的比重分别为 0.00%、6.17%和 6.77%。2013 年末在建工程主要是"} +{"pdf_name": "20788159_102.pdf", "language": "zh", "markdown": "中央广场（地下空间）和三洞桥风情步行街建设，上述两个项目为公司公开招投标拿地后自建项目，未来将通过车位出租或出售、商业地产出租或出售等方式收回投资成本，因此，发行人将上述项目纳入在建工程进行核算。\n\n表 6-24：2013 年末公司在建工程情况\n\n单位：万元、%\n\n
项 目账面价值占比
中央广场（地下空间）23,417.1155.73
三洞桥风情步行街18,603.1344.27
合计42,020.24100.00
\n\n截至 2014 年 3 月末，公司在建工程 42,919.95 万元，占非流动资产的比重为4.20%。\n\n# （6）其他非流动资产\n\n近三年末，公司其他非流动资产分别为 152,284.12 万元、152,284.12 万元和165,622.83 万元，占非流动资产的比重分别为 27.55%、25.91%和 26.68%。公司的其他非流动资产主要为重庆大剧院项目，即公司因承担江北嘴区域内的基础设施建设而投资建设的重庆市大剧院，重庆市大剧院已于 2010 年竣工。\n\n表 6-25：2013 年末其他非流动资产情况\n\n单位：万元、%\n\n
项 目年末账面余额占比
重庆大剧院151,355.0891.39
土地购买款13,247.008.00
其他1,020.750.62
合计165,622.83100.00
\n\n2014 年 3 月末，公司其他非流动资产为 165,622.83 万元，占非流动资产的比重为 16.22%。\n\n# （二）负债结构分析\n\n# 1、流动负债和非流动负债结构分析\n\n表6-26：公司近三年一期末负债结构数据表\n\n单位：万元、%\n\n
项目2014 年 3 月末2013 年末2012 年末2011 年末
金额占比金额占比金额占比金额占比
流动负债1,344,616.9054.271,069,847.8948.83984,865.9954.82433,589.5429.39
非流动负债1,133,021.5645.731,121,030.9951.17811,713.6445.181,041,578.2370.61
负债合计2,477,638.46100.002,190,878.88100.001,796,579.63100.001,475,167.77100.00
\n\n近三年一期末，公司负债总额分别为 1,475,167.77 万元、1,796,579.63 万元、2,190,878.88 万元和 2,477,638.46 万元。"} +{"pdf_name": "20754685_30.pdf", "language": "zh", "markdown": "
6 月 21 日开始，陕西福彩开展“五福临门福彩送福”营销活动，活动期间，凡在全省各福利彩票投注站\n（自助终端除外）购买双色球、3D、七乐彩和快乐十分游戏，单张彩票金额在 10 元（含）以上均可参\n加。彩票打印后，如果正面出现“福福福福福”符号，即可获赠 5 注双色球彩票。活动设置中奖名额 40\n万个，共派发双色球彩票 200 万注。（来源：彩通咨询）
2017/6/236 月 23 日，重庆福彩、中国石油重庆销售分公司战略合作协议签约��“民生加油站”慈善救助项目启动\n仪式在雾都宾馆举行，双方将在 500 余座加油站建设重庆福彩“爱心帮帮帮•急难救助金”申报点。“民\n生加油站”慈善救助项目，将为社会特殊困难群体提供救助。同时，双方将在重庆市慈善总会创设“民\n生加油站•救助交通事故特困对象慈善基金”，重点针对交通事故导致的特困对象进行慈善救助。（来源：\n新浪体育）
重庆福彩与中石油开展战略合作 。6 月 23 日，重庆市福利彩票发行中心、中国石油重庆销售分公司战\n略合作协议签约暨“民生加油站”慈善救助项目启动仪式举行，两家机构充分利用各自资源，在品牌提\n升、渠道发展、公益项目等多方面展开合作。目前，重庆市已有 100 余座中石油加油站引进了福利彩票，\n出售彩种包括双色球、3D 和刮刮乐，预计截至今年底，销售福利彩票的加油站数量将扩大到 200 个。（来\n源：彩通咨询）
2017/6/28河南省体彩中心党支部召开纪念建党 96 周年全体党员大会。为纪念中国共产党成立 96 周年，深入推进\n全面从严治党，6 月 28 日，省体彩中心党支部召开全体党员大会，体彩中心党支部委员王海新、韩宇、\n董小卫、李桃生、刘晓兰、吴珺出席会议。支部 100 余名党员参加会议。（来源：新浪河南）
2017/6/292016 年度江苏体彩公益金筹集分配使用情况公告显示，2016 年全省共销售体育彩票 1,787,294 万元，\n按国家规定的比例筹集体育彩票公益金 477,491 万元，其中上缴中央 234,818 万元，省级留成 74,229\n万元，市县留成 168,444 万元（含弃奖收入 7,120 万元），省内分成中市县占 69.41%。支出方面：2016\n年省级体育彩票公益金共安排支出 57,625.99 万元，其中用于群众体育部分 41,046.82 万元，占 71.23%；\n竞技体育部分 16,579.17 万元，占 28.77%。（来源：新浪彩通）
湖南民政厅 2016 年彩票公益金使用情况公告显示：2016 年下达湖南省用于社会福利的彩票公益金\n12338 万元。其中，老年人福利类 6470 万元，资助项目 282 个。残疾人福利类项目 1733 万元，资助项\n目 15 个。儿童福利类项目 2994 万元，资助项目 45 个。社会公益类项目 1141 万元，资助项目 46 个。（来\n源：湖南民政厅）
2017/7/01浙江福彩启动快乐彩 2500 万元派奖。浙江福彩“快乐彩”2500 万元派奖正式开启。此次派奖依然是对\n任选三、任选四、任选五、任选六、任选七这 5 种投注方法进行派奖。活动期间，只需打开“彩票扫一\n扫”APP，参加扫码积分活动，原本购买 1 注“快乐彩”彩票只积 1 分增加到了积 10 分。（来源：彩通\n咨询）
甘肃工商开展互联网售彩专项整顿。据甘肃省工商局披露，近期，平凉市崆峒区工商局积极按排部署，\n开展了互联网销售彩票专项整顿工作。区局成立了互联网彩票专项整顿清查小组，由分管领导主抓，网\n监科组织协调，8 个工商所按照辖区组织执法力量，对全区涉及彩票发行的机构、网络公司等擅自利用\n互联网销售彩票的单位和个人全面清查整顿。此次行动共检查彩票销售机构 51 户，网络公司 18 户。（来\n源：彩通咨询）
近日，湖南省福彩中心党总支根据专题学习计划安排，继续以“文化建设”为题，召开“一周一课”学\n习讨论会，中心中层及以上干部参加。这次专题学习讨论是湖南省福彩中心党总支继 5 月 2 日组织开展\n“文化建设”专题学习活动、集中学习了《习近平谈中华优秀传统文化：善于继承才能善于创新》以及\n湖南日报《王新法精神的深刻内涵和时代价值》等文章后的又一次集中学习活动。（来源：中彩网）
\n\n资料来源：公开资料、广发证券发展研究中心\n\n# （三）彩票行业估值情况\n\n我们选取了重点彩票相关上市公司（安妮股份、东港股份、高鸿股份、冠豪高"} +{"pdf_name": "20754685_31.pdf", "language": "zh", "markdown": "新、凯瑞德、人民网、天音控股、姚记扑克、中体产业）进行市盈率复盘发现，7月7日市盈率水平处在相对低位（42x，历史高点124x，近期高点91x）。\n\n图34：彩票行业历史市盈率（TTM）\n\n数据来源：wind 资讯、广发证券发展研究中心\n\n表7：彩票行业主要标的公司历史盈利及估值预测（表中盈利预测均取自wind一致预期，7月7日收盘价）\n\n
公司简称股价（元/\n股）净利润（百万元）PE
14A15A16A2017E2018E2019E
安妮股份12.76-92.0510.8811.6649.1035.8132.04
东港股份26.40168.83216.22219.1435.4828.7225.01
高鸿股份9.7856.4185.3980.1067.9260.04-
冠豪高新5.89125.9436.76108.53-----
天音控股10.9918.33-227.49223.4341.8731.2024.90
中体产业14.93103.1277.5961.01170.82137.99103.11
\n\n数据来源：wind 资讯、广发证券发展研究中心\n\n# （四）彩票产业链梳理\n\n# 1. 彩票发行环节是企业盈利的切入点，上中下游商业模式丰富"} +{"pdf_name": "20791063_4.pdf", "language": "zh", "markdown": "# 1. 强强联合龙头落地，亚洲钛白领军企业\n\n河南佰利联化学前身是焦作市化工总厂，经历多年发展成长为国内大型的钛白粉生产企业。2016 年 9 月，公司通过百亿定增完成对龙蟒钛业的收购，一跃成为亚洲第一、世界第四的行业龙头，公司正式改名为“龙蟒佰利联集团股份有限公司”。\n\n# 图 1：公司发展简史\n\n数据来源：东北证券，公司公告\n\n在非公开发行股份并购龙蟒钛业后，董事长许刚先生仍为第一大股东，合计持有 21.53%的公司股权；第二大股东谭瑞清先生合计持有公司 17.91%的股权。原龙蟒钛业实际控制人李家权之女李玲女士成为公司第三大股东，持有 13.95%股权。\n\n图 2：公司股权结构\n\n数据来源：东北证券，公司公告\n\n钛白粉是公司的主导产品，全产业链优势突出。公司目前拥有 54 万吨硫酸法和 6 万吨氯化法钛白粉产能，2016 年年报披露的数据显示，佰利联和龙蟒钛业共生产钛白粉 58.31 万吨，销售钛白粉 60.68 万吨，公司产品在国内市占率为 15.88%。同时，子公司龙蟒钛业拥有 70 万吨钛精矿的生产能力，在收购攀枝花瑞尔鑫公司后其选矿能力进一步加强，资源优势大大改善了公司产业链结构、提升了产品毛利率，其他的锆制品、硫酸和富钛料等系列产品形成了完善的循环经济模式，有利于"} +{"pdf_name": "20791063_5.pdf", "language": "zh", "markdown": "公司的可持续发展。\n\n图 3：公司 2016 年业务结构(按项目)\n\n数据来源：东北证券，公司公告\n\n图 4：公司 2016 年业务结构(按地区)\n\n数据来源：东北证券，公司公告\n\n出口业务比重提升，广受国际客户认可。2016 年公司共出口钛白粉 27.47 万吨，出口业务占比 42%，全年出口量占国内总出口量的 38%。除了以价格优势打开海外市之外，公司高端产品的开发也取得了显著成效，TR52、氯化法钛白粉的质量稳步提升，并得到 PPG、阿克苏、宣威、立邦漆、KANSAI 等重要终端客户的认可。未来公司将继续开发高端产品，完善公司产品结构，开拓海外市场，长期受益于海外新兴经济体的高速成长。\n\n高效管理度过寒冬，行业复苏业绩爆发。钛白粉行业自 2012 年起进入下行周期，公司管理层采取多种措施控制成本、开拓市场， 2013-2016 年公司毛利率依次为呈逐年递增态势，且高于行业平均毛利水平。因此公司业绩自 2013 年起仍能维持正向增长。自 2016 年第四季度开始，由于钛白粉价格大幅上涨以及龙蟒钛业的并表，公司净利率跃升到了 15.73%。2016 年全年实现营业收入 41.36 亿元，较上年上升 56.98%；归属于上市公司股东的净利润 4.42 亿元，同比上升 296.74%。2017年上半年公司延续去年良好势头，公司预计上半年归属上市公司股东净利润 13-14亿元，同比大增 1728.2%-1868.8%。\n\n图 5：公司近五年净利润（2012-2016）\n\n数据来源：东北证券，公司公告\n\n图 6：公司毛利率变化（2013-2016）\n\n数据来源：东北证券，公司公告\n\n深耕氯化法工艺，强化全球竞争力。公司现已建成氯化法钛白粉生产线的一期工程，其设计产能为 10 万吨，当前运转中的有效产能约为 6 万吨，打破了国外巨"} +{"pdf_name": "20796139_40.pdf", "language": "zh", "markdown": "金流，凭借自身良好的资信状况通过其他方式筹措本次债券还本付息所需资金。\n\n# （三）偿债保障措施\n\n为维护本次债券持有人的合法权益，本公司为本次债券制定了如下偿债保障措施。\n\n# 1、盈利能力保障\n\n最近三年及一期，发行人实现营业收入分别为37,723.93万元、87,008.57万元、131,616.09万元和30,965.90万元，近三年复合增长率为86.79%；利润总额分���为18,682.64万元、16,860.60万元、23,571.34万元和2,542.60万元。发行人快速增长的营业收入和持续增长的盈利水平，为偿还本次债券提供了有力的保障。\n\n# 2、募集资金专款专用\n\n发行人将严格依照发行人董事会决议及募集说明书披露的资金投向，确保专款专用。发行人将制订具体的募集资金使用计划，并督促相关部门严格按照计划执行，以降低募集资金使用风险，保证投资者利益。\n\n# 3、制定《债券持有人会议规则》\n\n发行人和债券受托管理人已按照《公司债券发行与交易管理办法》的要求制定了《债券持有人会议规则》，约定债券持有人通过债券持有人会议行使权利的范围、召开情形、召集议案、委托事项、表决、决议及会议纪要和其他重要事项，为保障本次债券本息及时足额偿付做出了合理的制度安排。\n\n# 4、充分发挥受托管理人的作用\n\n发行人已按照《公司债券发行与交易管理办法》的要求为债券持有人聘请了债券受托管理人，并订立《债券受托管理协议》。在债券存续期限内，由债券受托管理人代表债券持有人对发行人的相关情况进行监督，并在债券本息无法按时偿付时，代表债券持有人，采取一切必要及可行的措施，保护债券持有人的正当利益。\n\n发行人将严格按照《债券受托管理协议》的约定，配合债券受托管理人履行"} +{"pdf_name": "20796139_41.pdf", "language": "zh", "markdown": "职责，定期向债券受托管理人报送公司履行承诺的情况，并在发行人可能出现债券违约时及时通知债券受托管理人，便于债券受托管理人及时依据《债券受托管理协议》采取必要的措施。\n\n# 5、设立专门的偿付工作小组\n\n发行人指定融资财务部牵头负责协调本次债券偿付工作，保证本息的如期偿付，保障债券持有人的利益。在本次债券利息和本金偿付日之前的十五个工作日内，公司将专门成立偿付工作小组，负责利息和本金的偿付及与之相关的工作。偿付工作小组组成人员包括融资财务部等相关部门的人员。在本次债券利息和本金偿付日之前的五个工作日，发行人将对应年度的利息和本金归集至募集资金监管账户，确保利息和本金的按时偿付。\n\n# 6、严格的信息披露\n\n发行人将遵循真实、准确、完整的信息披露原则，使发行人偿债能力、募集资金使用等情况受到债券持有人、债券受托管理人等的监督，以防范偿债风险。\n\n公司将通过交易所网站或交易所认可的其他方式，向债券持有人披露受托管理事务报告、本次债券到期不能偿还的法律程序以及其他需要向债券持有人披露的重大事项。\n\n# 7、其他保障措施\n\n根据发行人于2017年6月14日召开的关于联合光伏（常州）投资有限公司2017年公开发行公司债券的临时董事会会议，发行人承诺当出现预计不能按期偿付本次债券本息或者到期未能按期偿付本次债券本息的情况时，发行人将至少采取如下措施：\n\n（1）要求保证人履行保证责任，代发行人按时足额偿付本次债券的到期本金及利息、违约金、损害赔偿金、实现债权的费用及其他应支付的合理费用（如担保）；\n\n（2）在保证人无法全部履行其保证责任的情形下，为本次债券提供抵质押担保、第三方或相关方担保等的其他增信措施（如担保）；"} +{"pdf_name": "2125780_15.pdf", "language": "zh", "markdown": "
835572.OC诺泰生物做市转让2.887.43441.65 \n650.12 \n372.57
835190.OC美中双和协议转让2.770.00
835877.OC诺克特协议转让2.66-36.75
\n\n来源：中泰证券研究所\n\n# 附录\n\n# 本周挂牌企业重要公告汇总\n\n# 图表 13：本周挂牌重要公告汇总\n\n
时间公告内容简述
2016-11-21投资收购\n【新眼光】与国药控股浙江有限公司签订了《全飞秒激光手术系统项目合同》。\n【天杭生物】设立募集资金专户及签署三方监管协议。\n【百诚医药】公司拟对控股子公司杭州百研医药技术有限公司注册资本由 500 万元减少至 100 万元。\n产品相关\n【海昌药业】收到玉环县国土资源局颁发的不动产权证书。\n停复牌\n【诺泰生物】明日复牌。\n【同禹药包】明日停牌。\n【新产业】继续停牌。\n高管变动\n【瀚翔生物】任命杨亦铮担任公司董事。\n股票解除限售\n【三和生物】本批次股票解除限售数量总额为 8,661,707 股,占公司总股本的比例是 54.14%。\n其他\n【瑞美医疗】全资子公司上海金致瑞瀛门诊部有限公���取得《 医疗机构执业许可证》。
2016-11-22投资收购\n【菲鹏生物】拟设立全资子公司菲鹏国际有限公司。\n【百傲科技】公司拟利用阶段性闲置募集资金购买银行保本理财产品。\n【佰美基因】拟与陕西睿晟健康科技有限公司共同出资设立控股子公司 。\n【亚森实业】拟与郝烈爱等共同出资设立控股子公司山西立新源生物科技有限公司。\n股权质押\n【生物谷】公司股东质押 45,000,000 股，占公司总股本 40.89%。。\n【合佳医药】公司股东晋州市合泰化工有限公司质押 8,900,000 股，占公司总股本 10.47%。\n产品相关\n【生物谷】成立“生物谷.北京脑健康联合研究中心”。\n停复牌\n【科源制药】明日复牌。\n高管变动\n【百傲科技】任命汪泽为公司副总经理。\n【汉氏联合】任命文海军先生为公司董事。\n【先大药业】选举袁士茹、王淑奎为股东代表监事。\n【先大药业】选举宋佩、韩逢庆、张祥伟、李晓霞、陈金男为第二届董事会董事。\n【逸舒制药】董事、副总经理欧俊华辞职。\n【立迪生物】任命夏洋为公司董事。\n【汇知康】董事、副总经理李正钧辞职。\n【上海医疗】董事高陈卿、王斌辞职。
"} +{"pdf_name": "2125780_16.pdf", "language": "zh", "markdown": "
股票解除限售\n【仁会生物】本批次股票解除限售数量总额为 79,249,999.00 股,占公司总股本的比例是 48.93%。\n【源培生物】本批次股票解除限售数量总额为 10,066,666 股,占公司总股本的比例是 25.81%。
2016-11-23投资收购\n【泓博医药】与浙江昂利泰制药有限公司于上海签订协议，交易标的为原料药新工艺研发。\n【利美康】徐威强将持有的广州市利美康粤美门诊部有限责任公司 30%的股权全部转让给公司。\n【利美康】公司将持有的都匀利美康医疗美容有限公司 51%的股权全部转让给张继建。\n【利美康】拟与苟登源等共同出资设立控股子公司毕节利美康医疗美容门诊部有限公司。\n停复牌\n【华诚生物】明日停牌。\n【丰汇医学】继续停牌。\n【蓝氧科技】继续停牌。\n增减持回购\n【派森诺】孟和以协议转让方式向孙子奎转让公司股票共计 1,200,000 股。\n【恩迪生物】李进持股比例由 7.055%减至 6.615%。\n股票解除限售\n【宏韵医药】本批次股票解除限售数量总额为 20,489,076 股，占公司总股本的比例为 60.93%。\n【康倍得】本批次股票解除限售数量总额为 42,339,449 股,占公司总股本的比例是 74.28%。\n其他\n【大佛药业】收到坪山新区战略性新兴产业和未来产业专项资金资助，共计 1,476,100.00 元。\n【蓝海之略】子公司珠海市大医精诚医生集团医疗管理有限公司完成工商登记并取得营业执照。\n【迈动医疗】2016 年半度权益分派方案为：以公司现有总股本 21,798,500 股为基数，以资本公积金\n向全体股东每 10 股转增 4.800000 股。\n【迈动医疗】完成工商变更登记并取得营业执照。\n【利美康】拟投资 300 万元人民币设立贵州利美康助学公益基金会。
2016-11-24投资收购\n【嘉禾生物】拟 将 子 公 司 JIAHERB.INC 注 册 资 本 增 加 到 美 元 3,000,000.00 元。\n【创尔生物】拟将全资子公司广州创尔美生物科技有限公司注册资本增加到人民币 30,010,000.00 元。\n【长江医药】拟设立全资子公司湖北新峰制药有限公司和湖北花源健康产业有限公司。\n【璟泓科技】拟与韩国 DRGEM 公司的全资子公司共同设立子公司武汉璟泓迪尔杰医疗科技有限公\n司。\n【璟泓科技】拟对武汉光谷博润二期生物医药投资中心（ 有限合伙） 进行投资人民币 4,900 万元。\n股权质押\n【天智航】公司股东信汇科技质押 7,915,600 股无限售条件股份，占公司总股本 5.01%。\n产品相关\n【璟泓科技】DRGEM 公司授权本公司作为 DIAMOND-5A 型数字化医用 X 射线摄影系统在中国境内\n的独家代理。\n停复牌\n【蓝氧科技】明日复牌。\n【贝斯达】继续停牌。\n【太和华美】明日停牌。\n增减持回购\n【禾元生物】股东增持公司股份合计 510,000 股。\n高管变动\n【荣恩医疗】公司控股股东由张荣花变为无控股股东， 公司实际控制 人由张荣花变为无实际控制人。\n【施美乐】任命杨有益先生为公司董事。
"} +{"pdf_name": "9222923_48.pdf", "language": "zh", "markdown": "# 2、薪酬政策\n\n公司制定了薪酬管理制度，按时足额为员工发放了薪酬，年底根据员工的工作成绩给予了相应的奖励。\n\n# 3、培训计划\n\n公司根据生产经营的需要，制定了年度培训计划，举办了质量管理体系培训、技术人员、安全管理人员培训取证及复训等培训，加强对车间班组的安全环保教育以及关键岗位、特殊岗位的培训，对特殊岗位操作人员等都做到持证上岗，保证了公司生产经营工作的正常进行。\n\n# 4、劳务外包情况\n\n□ 适用 √ 不适用\n\n# 十、公司利润分配及资本公积金转增股本情况\n\n报告期内利润分配政策，特别是现金分红政策的制定、执行或调整情况\n\n\\( \\backprime \\) 适用 □ 不适用\n\n公司已于2021年5月25日实施完毕2020年度利润分配方案：以2020年12月31日的总股本433,592,220股为基数，向公司全体股东每10股派发现金红利0.25元（含税），派现金额10,839,805.50元（含税）。具体详见公司于2021年5月19日发布的《2020年度分红派息实施公告》，公告编号2021-020。\n\n
现金分红政策的专项说明
是否符合公司章程的规定或股东大会决议的要求：是
分红标准和比例是否明确和清晰：是
相关的决策程序和机制是否完备：是
独立董事是否履职尽责并发挥了应有的作用：是
中小股东是否有充分表达意见和诉求的机会，其合法权益是\n否得到了充分保护：是
现金分红政策进行调整或变更的，条件及程序是否合规、透\n明：是
\n\n公司报告期内盈利且母公司可供股东分配利润为正但未提出现金红利分配预案\n\n□ 适用 √ 不适用\n\n本报告期利润分配及资本公积金转增股本情况\n\n√ 适用 □ 不适用\n\n
每 10 股送红股数（股）0
每 10 股派息数（元）（含税）0.25
分配预案的股本基数（股）433,592,220
现金分红金额（元）（含税）10,839,805.50
以其他方式（如回购股份）现金分红金额（元）0.00
现金分红总额（含其他方式）（元）10,839,805.50
"} +{"pdf_name": "9222923_49.pdf", "language": "zh", "markdown": "
可分配利润（元）588,925,746.56
现金分红总额（含其他方式）占利润分配总额的\n比例100%
本次现金分红情况
公司发展阶段属成熟期且无重大资金支出安排的，进行利润分配时，现金分红在本次利润分配中所占比例最低应达到 80％
利润分配或资本公积金转增预案的详细情况说明
经天健会计师事务所（特殊普通合伙）审计，公司（母公司）2021 年度实现净利润 86,984,167.43 元，提取 10%法定盈余\n公积 8,698,416.74 元后，母公司可分配利润为 78,285,750.69 元，加上以前年度未分配利润 521,479,801.37 元，减去 2021\n年度实施 2020 年度利润分配股利 10,839,805.50 元，2021 年年末未分配利润 588,925,746.56 元。\n公司 2021 年度利润分配预案如下：以 2021 年 12 月 31 日的总股本 433,592,220 股为基数，向公司全体股东每 10 股派发现\n金红利 0.25 元（含税），不以公积金转增股本。
\n\n# 十一、公司股权激励计划、员工持股计划或其他员工激励措施的实施情况\n\n□ 适用 √ 不适用\n\n公司报告期无股权激励计划、员工持股计划或其他员工激励措施及其实施情况。\n\n# 十二、报告期内的内部控制制度建设及实施情况\n\n# 1、内部控制建设及实施情况\n\n公司根据中国证监会、深圳证券交易所的有关规定，遵循内部控制的基本原则，结合公司实际情况，严格按照公司内部控制制度规范经营、优化治理、管控风险，强调内部控制的力度与效率，重视相关责任的权责及落实，保证了公司内控体系的完整合规、有效可行，实现了公司健康科学的运营目标，保障了全体股东的利益。\n\n报告期内，董事会负责内部控制的建立健全和有效实施，董事会审计委员会负责监督内部控制的有效实施和内部控制自我评价情况，协调内部控制审计及其他相关事宜，并且接受、配合监事会对内控制度实施情况的监督审查；在董事会的管理监督下，各个部门依据公司内控制度有序运行，其中，公司董事会办公室负责组织董事、监事、高级管理人员参加内控培训，保证公司重大事项从筹划到决议的合法合规以及信息披露工作的及时准确；公司法规审计部负责完善公司内部审计各项制度规定，研究制定公司内部审计规划，督促落实审计发现问题的整改工作，配合董事会审计委员会进行内部控制自我评价工作；公司财务部负责实施���务管理内控制度，定期分析财务规划目标的执行情况，全面指导公司各单位预算工作，建立健全会计核算及报告体系，制定并落实会计核算政策、工作规范并完成相关工作，依法编制和及时提供财务会计报告；公司各个部门根据内控制度规定有序推进工作，完成年度生产经营目标。同时，进一步完善了内部架构体系和岗位职责，建立了一套设计科学、简洁适用、运行有效的内部控制体系，能够有效预防并及时发现和纠正公司经营管理过程中出现的偏差，能够合理保护公司资产安全、完整，能够合理保证会计信息真实、准确、完整。\n\n# 2、报告期内发现的内部控制重大缺陷的具体情况\n\n□ 是 √ 否"} +{"pdf_name": "9268562_249.pdf", "language": "zh", "markdown": "监管法规、公司管理等方面的要求，将以四大板块作为确定经营分部，但由于大医疗板块目前业务规模未达到 10%，暂列其他，具体分部情况如下：\n\n•大南药分部：中西成药、化学原料药、天然药物、生物医药、化学原料药中间体的研究开发、制造与销售；\n\n•大健康分部：大健康产品的研究开发、生产与销售；\n\n•大商业分部：西药、中药和医疗器械的批发、零售和进出口业务。\n\n分部间转移价格参照向第三方销售所采用的价格确定。\n\n资产和负债根据分部的经营进行分配，间接归属于各分部的费用按照收入比例在分部之间进行分配。\n\n# (1) 2016 年度及于 2016 年 12 月 31 日分部信息列示如下：\n\n
大南药大健康大商业其他分部间抵销合计
对外交易收入7,019,333,990.547,769,472,680.575,170,595,594.7376,279,233.53-20,035,681,499.37
分部间交易收入362,058,069.7714,409,500.906,211,880,839.11132,586,479.33(6,720,934,889.11)-
利息收入(24,537,249.28)(56,898,929.13)(4,346,084.48)(38,254,530.89)1,850,210.41(122,186,583.37)
利息费用21,801,112.56-48,349,681.4618,730,302.15(68,197,035.17)20,684,061.00
对 联 营 和 合 营\n企业的投资收益6,877,946.28-801,062.50184,378,081.232,402,821.22194,459,911.23
资产减值损失(1,271,157.67)263,769.80971,484.77934,282.205,830,514.746,728,893.84
折旧费和摊销费200,324,561.7517,074,294.307,383,704.0618,306,310.05(144,105.00)242,944,765.16
利润总额936,405,138.93621,205,532.8373,083,539.18785,504,217.43(471,145,030.03)1,945,053,398.34
所得税费用53,410,776.16188,857,254.6117,424,259.48113,599,134.7813,087,978.14386,379,403.17
净利润(含少数\n股东损益)882,994,362.77432,348,278.2255,659,279.70671,905,082.65(484,233,008.17)1,558,673,995.17
资产总额8,215,356,021.514,536,823,808.464,006,996,218.5716,144,661,530.04(7,006,667,358.04)25,897,170,220.54
负债总额4,671,712,476.033,777,036,736.503,737,139,513.69609,593,407.39(4,552,102,361.34)8,243,379,772.27
对联营企业和合\n营企业的长期股\n权投资81,955,813.17-61,624,075.012,146,863,574.52-2,290,443,462.70
长期股权投资以\n外的其他非流动\n资产增加额463,602,322.19105,722,329.638,500,773.5250,728,219.02-628,553,644.36
\n\n# (2) 2015 年度及于 2015 年 12 月 31 日分部信息列示如下：\n\n
大南药大健康大商业其他分部间抵销合计
对外交易收入6,865,581,579.027,768,545,826.204,460,171,397.8930,359,495.79-19,124,658,298.90
分部间交易收入2,528,796,429.6614,324,671.826,338,750,490.42119,023,463.64(9,000,895,055.54)-
利息收入(14,494,877.34)(38,840,735.75)(13,647,554.93)(6,411,454.41)8,348,716.50(65,045,905.93)
利息费用28,286,228.36371,888.3869,126,445.9227,809,036.77(84,878,879.26)40,714,720.17
对 联 营 和 合 营\n企业的投资收益11,196,316.81--198,837,752.58(3,188,929.81)206,845,139.58
"} +{"pdf_name": "9268562_250.pdf", "language": "zh", "markdown": "
大南药大健康大商业其他分部间抵销合计
资产减值损失6,247,251.926,505.1740,378,282.05-(10,319,168.52)36,312,870.62
折旧费和摊销费191,320,358.768,825,361.947,392,484.3516,475,299.77(144,105.00)223,869,399.82
利润总额719,144,624.97522,681,959.4845,363,190.73762,791,912.55(421,859,614.13)1,628,122,073.60
所得税费用50,699,668.72132,138,504.9610,444,321.9877,704,798.0011,847,807.75282,835,101.41
净利润(含少数\n股东损益)668,444,956.24390,543,454.5234,918,868.75685,087,114.55(433,707,421.87)1,345,286,972.19
资产总额7,704,680,636.463,883,794,696.884,374,126,249.768,017,210,356.26(8,109,234,672.16)15,870,577,267.20
负债总额4,442,907,371.013,275,323,820.464,142,247,157.891,067,328,341.52(5,741,162,572.59)7,186,644,118.29
对联营企业和合\n营企业的长期股\n权投资128,016,390.34--1,983,196,586.10-2,111,212,976.44
长期股权投资以\n外的其他非流动\n资产增加额309,237,055.63146,876,826.7019,207,211.50129,766,380.84-605,087,474.67
\n\n本集团在国内及其他国家和地区的对外交易收入总额，以及本集团位于国内及其他国家和地区的除金融资产及递延所得税资产之外的非流动资产总额列示如下：\n\n
对外交易收入2016 年度2015 年度
中国19,966,567,906.1718,925,851,715.62
其他国家/地区69,113,593.20198,806,583.28
20,035,681,499.3719,124,658,298.90
\n\n
非流动资产总额2016 年 12 月 31 日2015 年 12 月 31 日
中国5,920,389,492.255,639,816,203.36
其他国家/地区19,704,081.3319,855,998.99
5,940,093,573.585,659,672,202.35
\n\n# 十八 公司财务报表主要项目注释\n\n# (1) 应收账款\n\n# (a) 应收账款按其入账日期的账龄分析如下：\n\n
2016 年 12 月 31 日2015 年 12 月 31 日
1 年以内326,272,130.74335,235,055.50
1 至 2 年12,745,909.8739,709,959.86
2 至 3 年16,149.24223.20
3 至 4 年-20,502.80
4 至 5 年15,834.581,552,184.23
5 年以上3,257,329.522,921,502.04
342,307,353.95379,439,427.63
减：坏账准备7,812,154.2511,796,914.32
334,495,199.70367,642,513.31
"} +{"pdf_name": "11706048_16.pdf", "language": "zh", "markdown": "合压力情景下本交易各档优先级票据各期的DSCR 水平。\n\n本交易净现金流会受到目标资产租金收入的增长率和收缴率、物业空置率、租金价格水平等影响因素，联合资信综合考虑了上述因素，对净现金流进行加压调整；同时，联合资信考虑到发行利率的上浮会影响预计本息支出金 额，进而影响各档优先级票据各期的 DSCR 水平，联合资信对预期利率进行了单因素压力测算。在此基础上测算组合压力情景下，即每个兑付日回收款为预测水平的 90%，优先 A 级、优先B级票据预期发行利率分别上升50bp情形下，本交易的 DSCR 水平，详见表 11。\n\n表11 组合压力情景下优先档票据DSCR水平 单位：万元/倍\n\n
兑付日回收款优先 A 级\nDSCR优先 B 级\nDSCR兑付日回收款优先 A 级\nDSCR优先 B 级\nDSCR
第 1 个3169.402.471.89第 21 个4271.271.030.80
第 2 个3172.681.020.74第 22 个4271.271.040.81
第 3 个3173.901.000.73第 23 个4271.271.040.81
第 4 个3257.181.020.74第 24 个4423.351.040.81
第 5 个3275.941.010.74第 25 个4423.351.040.81
第 6 个3275.941.020.75第 26 个4423.351.040.82
第 7 个3275.941.010.74第 27 个4423.351.040.82
第 8 个3351.811.010.75第 28 个4581.281.060.83
第 9 个3351.811.010.74第 29 个4581.281.050.82
第 10 个3745.131.020.78第 30 个4581.281.050.83
第 11 个3745.131.020.77第 31 个4581.281.050.83
第 12 个3984.041.020.79第 32 个4745.441.060.84
第 13 个3984.041.020.78第 33 个4745.441.060.84
第 14 个3984.041.020.79第 34 个4745.441.060.84
第 15 个3984.041.030.79第 35 个4745.441.060.84
第 16 个4124.941.030.80第 36 个4915.971.060.85
第 17 个4124.941.030.79第 37 个4915.971.070.85
第 18 个4124.941.030.80第 38 个4915.971.070.86
第 19 个4124.941.030.79第 39 个4915.971.080.86
第 20 个4271.271.030.81第 40 个5093.070.580.51
\n\n测试结果显示，在组合压力情景下，优先A 级票据各期 DSCR 大于 1.00 倍，除第一个兑付日外，优先 B 级票据 DSCR 均低于 1.00 倍。该结果表明在压力情景下，本交易优先 A 级票据的本息可以正常兑付，优先 B 级票据的本息正常兑付高度依赖于平安信托的管理能力和象屿集团的差额补足。平安信托有较丰富的资产证券化实践经验，象屿集团的主体信用等级极高，对优先级票据的本息兑付保障程度较好。\n\n# 2. 按揭比率\n\n世联评估提供的抵押物评估报告显示，抵押物涉及的区域租赁市场较发达，收益情况具有可预测性和持续性，评估报告表明抵押物价值为 231053.45 万元。在抵押物价值评估成立的情形下，本交易优先 A 级票据 LTV 为36.79%，优先 A 级和优先 B 级票据 LTV 为53.23%，处于较低水平，抵押担保措施对优先"} +{"pdf_name": "11706048_17.pdf", "language": "zh", "markdown": "级票据到期时，最后一个兑付日的本息偿付具有较好的保障作用。\n\n联合资信通过调整租金收入水平、租金增长率、资本化率等变量，测算目标资产在区域经济或行业波动等压力情境下，抵押物价值的变化情况。测算结果表明，如受托人行使《抵 押合同》项下的担保权利，抵押物在压力情景下的抵押物价值扣除成本、税费后仍可覆盖优先级票据应付未付本息。本交易优先 A 级票据和优先 B 级票据的 LTV 均能够达到联合资信AAAsf级信用水平的参量要求。\n\n# 五、主要参与方履约能力\n\n# 1． 委托人/回售和回购承诺人/发起机构/差额支付承诺人/票据信托差额补足承诺人\n\n本交易的委托人/回售和回购承诺人/发起机构/差额支付承诺人/票据信托差额补足承诺人是厦门象屿集团有限公司。象屿集团系根据厦门市人民政府《关于组建厦门象屿集团有限公司的批复》（厦府[1995]综 230 号）批准组建的国有企业集团，于 1995 年 11 月 28 日取得厦门市工商局核发的《企业法人营业执照》，注册资本为 1.38 亿元。2007 年以来，公司多次获得增资及国有资本收益返还转增资本，截至 2018年 9 月底，公司注册资本为 15.76 亿元。公司为国有独资企业，实际控制人为厦门市人民政府国有资产监督管理委员会。\n\n目前，公司已形成供应链物流服务、房地产及土地成片开发、类金融及其他三大业务板块，其中公司供应链物流服务业以大宗商品贸易为主，物流服务已形成包括以物流园区平台建设及运营、大宗商品采购分拨为主营的大物流产业群。\n\n截至2017年底，公司（合并）资产总额916.99亿元，所有者权益 280.87 亿元（含少数股东权益 166.04 亿元）；2017 年，公司实现营业收入2140.89 亿元，利润总额 24.30 亿元。\n\n截至 2018 年 3 月底，公司（合并）资产总额 1051.12 亿元，所有者权益 291.83 亿元（含少数股东权益 174.45 亿元）；2018 年 1～3 月，公司实现营业收入 480.31 亿元，利润总额 4.21亿元。截至 2018 年 9 月底，公司（合并）资产总额 1180.06 亿元，所有者权益 341.50 亿元 （含少数股东权益 189.22 亿元）；2018 年 1～9月，公司实现营业收入 1759.14 亿元，利润总额 18.37 亿元。\n\n# （1）经营分析\n\n公司以供应链管理为主业，辅以房地产开发及类金融业务。2016 年以来，公司加快供应链业务的拓展，同时大宗商品价格回暖，带动公司收入迅速增长，2017 年实现营业收入2140.89 亿元。\n\n从收入构成来看，2015～2017 年，公司物流供应链业务规模快速扩张，年均复合增长84.19%，2017 年实现收入 2032.91 亿元，同比增长 70.74%，主要是①2017 年以来公司主要贸易产品行情回暖，量价齐升；②公司实体全程供应链项目日趋成熟，同时公司借助资本合作，与相关产品行业龙头设立合资公司，综合导致物流供应链业务收入大幅增加。2017 年，物流供应链业务占营业收入比重为 94.96%，同比略有下降仍为公司收入主要来源。近三年，房地产业务收入受项目结算的周期性影响波动增长，2017 年实现收入 74.06 亿元，同比增长92.01%，占营业收入比重增长至 3.46%。类金融及其他收入 2017 年大幅增长至 33.92 亿元，主要系深加工板块收入规模增加所致，占比仍较小，2017 年占营业收入的 1.58%。\n\n从毛利率来看，2015～2017 年，物流供应链业务毛利率呈下降趋势，2017 年，物流供应链毛利率水平下降至 2.32%，主要是由于公司实体企业全程供应链项目模式处在培育初期，对客户的增值服务收益尚未充分挖掘体现，收"} +{"pdf_name": "11694222_18.pdf", "language": "zh", "markdown": "# MANAGEMENT DISCUSSION AND ANALYSIS\n\n管理層討論及分析\n\n
Contract number \n合約編號Particulars of contract \n合約詳情Client\n客戶Contract period \nunder main contracts\n根據主合約的合約期
Subcontracts\n分包合約
CV/2015/03Site Formation and Infrastructural Works \nnear Tong Hang Road and Tsz Tin \nRoad in Area 54, Tuen Mun\n鄰近屯門54區塘亨路及紫田路的\n地盤平整及基建工程Hsin Chong Tsun Yip \nJoint Venture\n新昌進業聯營Nov 2015 – May 2019\n二零一五年十一月至\n二零一九年五月Total contract value\nHK$2,276.6 million\n總合約價值\n2,276,600,000港元\nTotal amount of works \ncertified (Note)\nHK$1,200.1 million\n已核證工程總額（附註）\n1,200,100,000港元
CV/2016/10Site Formation and Association \nInfrastructural Works For Development \nof Columbarium at Sandy Ridge \nCemetery\n於沙嶺公墓興建骨灰龕的土地平整及\n相關基建工程Hsin Chong Tsun Yip \nJoint Venture\n新昌進業聯營Dec 2017 – Jun 2021\n二零一七年十二月至\n二零二一年六月
PYC-\n03084BAH-001Site Formation, Foundation & Sub-\nstructure Works for the Student \nResidence Development at The \nHong Kong University of Science and \nTechnology\n於香港科技大學供學生住宿發展的\n土地平整、地基及下部結構工程Paul Y. Construction \nCompany Limited\n保華建築有限公司Aug 2020 – Dec 2022\n二零二零年八月至\n二零二二年十二月
ND/2018/02The Establishment of an Agricultural Pak \nin Kwu Tung South (Phase 1)\n於古洞南建立農業園（第1期）Paul Y. Tsun Yip Joint \nVenture\n保華—進業聯營Oct 2020 – Oct 2022\n二零二零年十月至\n二零二二年十月
1002EM19ADesign-Build-Operate for the Additional \nDistrict Cooling System (DCS) at the \nKai Tak Development (KTD)\n啟德發展計劃額外區域供冷系統的\n設計、建造及營運 Paul Y – Qianhai Joint \nVenture\n保華—前海聯營Dec 2020 – Dec 2023\n二零二零年十二月至\n二零二三年十二月
"} +{"pdf_name": "11694222_19.pdf", "language": "zh", "markdown": "
Contract number \n合約編號Particulars of contract \n合約詳情Client\n客戶Contract period \nunder main contracts\n根據主合約的合約期
Joint Operations\n合營業務
ND/2018/02The Establishment of an Agricultural Pak \nin Kwu Tung South (Phase 1)\n於古洞南建立農業園（第1期）Civil Engineering \nand Development \nDepartment of the \nGovernment\n政府土木工程拓展署Oct 2020 – Oct 2022\n二零二零年十月至\n二零二二年十月
4/WSD/19Development of Anderson Road Quarry \nsite – construction of grey water \ntreatment plant\n安達臣道石礦場發展－\n中水處理廠建造工程WSD \n水務署Sept 2020 – Sept 2025\n二零二零年九月至\n二零二五年九月
CV/2019/04Site Formation and Infrastructure Works \nNear Tsz Tin Road and Hing Fu Street \nin Area 54, Tuen Mun\n屯門第54區鄰近紫田路及興富街的\n土地平整及基建工程Civil Engineering \nand Development \nDepartment of the \nGovernment\n政府土木工程拓展署Dec 2020 – Jun 2024\n二零二零年十二月至\n二零二四年六月
\n\nNote: Amount of works certified is based on the certificates of payment received from client.\n\n附註： 已核證工程金額乃根據從客戶收到之付款核證確定。"}