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Annual Report 2020 03 Corporate Information Our Vision Dedicate to become a first-tier enterprise in the global mainstream pharmaceutical and healthcare market. Our Mission Better health for families worldwide. 02 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. Contents 04 Corporate Information 07 Financial Highlights 08 Chairman’s Statement 12 Management Discussion and Analysis 67 Five-Year Statistics 68 Report of the Directors 91 Supervisory Committee Report 93 Corporate Governance Report 104 Environmental, Social and Governance Report 135 Biographical Details of Directors, Supervisors and Senior Management 144 Independent Auditor’s Report 149 Consolidated Statement of Profit or Loss 150 Consolidated Income Statement 151 Consolidated Statement of Financial Position 153 Consolidated Statement of Changes in Equity 155 Consolidated Statement of Cash Flows 157 Notes to Financial Statements 276 Definitions Annual Report 2020 03 Corporate Information Directors Authorized Representatives Executive Director Mr. Wu Yifang (吳以芳)11 Mr. Wu Yifang (吳以芳) Ms. Kam Mei Ha Wendy (甘美霞) (Chairman1 and Chief Executive Officer) Mr. Chen Qiyu (陳啟宇)12 Non-executive Directors Strategic Committee Mr. Chen Qiyu (陳啟宇)2 Mr. Chen Qiyu (陳啟宇) (Chairman) Mr. Yao Fang (姚方)3 Mr. Wu Yifang (吳以芳) Mr. Xu Xiaoliang (徐曉亮) Mr. Yao Fang (姚方) Mr. Gong Ping (龔平)4 Mr. Xu Xiaoliang (徐曉亮) Mr. Pan Donghui (潘東輝)4 Ms. Li Ling (李玲) Mr. Zhang Houlin (張厚林)5 Mr. Liang Jianfeng (梁劍峰)6 Audit Committee Mr. Wang Can (王燦)7 Ms. Mu Haining (沐海寧)9 Mr. Tang Guliang (湯谷良) (Chairman) Mr. Jiang Xian (江憲) Independent Non-executive Directors Mr. Gong Ping (龔平)4 Mr. Jiang Xian (江憲) Mr. Wang Can (王燦)7 Dr. Wong Tin Yau Kelvin (黃天祐) Ms. Mu Haining (沐海寧)8, 9 Ms. Li Ling (李玲) Mr. Tang Guliang (湯谷良) Nomination Committee Mr. Jiang Xian (江憲) (Chairman) Supervisors Ms. Li Ling (李玲) Ms. Ren Qian (任倩) (Chairman) Mr. Pan Donghui (潘東輝)4 Mr. Cao Genxing (曹根興) Ms. Mu Haining (沐海寧)9 Mr. Guan Yimin (管一民) Remuneration and Appraisal Committee Joint Company Secretaries Dr. Wong Tin Yau Kelvin (黃天祐) (Chairman) Ms. Dong Xiaoxian (董曉嫻) Mr. Chen Qiyu (陳啟宇) Ms. Kam Mei Ha Wendy (甘美霞) Mr. Pan Donghui (潘東輝)4 Mr. Jiang Xian (江憲) Mr. Tang Guliang (湯谷良) Ms. Mu Haining (沐海寧)9 1 Elected as the chairman of the Company on 29 October 2020 and resigned 6 Resigned on 17 January 2020. as the president on 29 October 2020. 7 Resigned on 21 January 2020. 2 Resigned as the chairman of the Company on 29 October 2020 and re- 8 Appointed on 21 January 2020. designated from an executive Director to a non-executive Director on 29 9 Resigned on 30 June 2020. October 2020. 10 Appointed on 30 March 2020. 3 Resigned as the co-chairman of the Company on 29 October 2020 and re- 11 Appointed on 29 October 2020. designated from an executive Director to a non-executive Director on 29 12 Resigned on 29 October 2020. October 2020. 4 Appointed on 30 June 2020. 5 Appointed on 9 October 2020. 04 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. Corporate Information Environmental, Social and Corporate Auditors Governance Committee Ernst & Young Dr. Wong Tin Yau Kelvin (黃天祐)10 Certified Public Accountants Ms. Li Ling (李玲)10 Registered Public Interest Entity Auditor Mr. Wu Yifang (吳以芳)10 22/F, CITIC Tower 1 Tim Mei Avenue Registered Office Central Hong Kong 9th Floor, No. 510 Caoyang Road Putuo District Principal Banks Shanghai, 200063, China The Export-Import Bank of China Principal Place of Business in the PRC China Development Bank The Industrial and Commercial Bank of China Building A Bank of China No. 1289 Yishan Road Postal Savings Bank of China Shanghai, 200233, China HSBC Principal Place of Business in Hong Kong Corporate Name Level 54, Hopewell Centre Shanghai Fosun Pharmaceutical (Group) Co., Ltd. 183 Queen’s Road East Hong Kong Stock Abbreviation Legal Advisers in Hong Kong FOSUN PHARMA Reed Smith Richards Butler Share Listing Legal Advisers in the PRC A Share: Shanghai Stock Exchange Stock Code: 600196 Grandall Law Firm (Shanghai) H Share: The Stock Exchange of Hong Kong Limited Stock Code: 02196 Annual Report 2020 05 Corporate Information A Share Registrar and Transfer Office in the PRC China Securities Depository & Clearing Corporation Limited (CSDCC) Shanghai Branch China Insurance Building 166 East Lujiazui Road Pudong District Shanghai, China H Share Registrar and Transfer Office in Hong Kong Tricor Investor Services Limited Level 54, Hopewell Centre 183 Queen’s Road East Hong Kong Corporate Website http://www.fosunpharma.com 06 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. Financial Highlights 2020 2019 RMB million RMB million Operating results Revenue 30,163 28,389 Gross profit 16,732 16,846 Operating profit 2,437 2,303 Profit before tax 4,678 4,526 Profit for the year attributable to owners of the parent 3,663 3,322 Profitability Gross margin 55.47% 59.34% Net profit margin 13.06% 13.19% Earnings per share (RMB Yuan) Earnings per share — basic 1.43 1.30 Earnings per share — diluted 1.43 1.30 Assets Total assets 83,629 76,063 Equity attributable to owners of the parent 36,939 31,831 Total liabilities 37,702 36,915 Cash and bank balances 9,962 9,533 Debt-to-asset ratio 45.08% 48.53% Of which: Pharmaceutical manufacturing segment Revenue 21,748 21,609 Gross profit 13,335 14,131 Segment results 2,262 1,925 Segment profit for the year 2,355 2,073 Annual Report 2020 07 Chairman’s Statement Dear Shareholders, In 2020, the global economy faced relatively significant impact and uncertainties due to the COVID-19 pandemic. With the intensified efforts in the reform of medical and healthcare system in the PRC, and the successive introduction of policies including national centralized procurement and price negotiation of pharmaceutical products, consistency evaluation, the Marketing Authorization Holder system, strict cost control on medical insurance, rapid coverage of anticancer drugs in medical insurance with price cuts and accelerated review of new drugs, the overall growth of the pharmaceutical manufacturing industry continued to slow down, which placed further downward pressure on generic drugs in terms of revenue and growth, while the research and development and launch of innovative drugs enjoyed a period of rapid development. Medical devices and medical diagnosis benefited from innovative policies with opportunities instead of challenges for rapid development. With a strong demand for healthcare services and the further adjustment in the industry structure, the composition of healthcare service resources became more reasonable. During the Reporting Period, the Group continued to adhere to its business philosophy of “Innovation for Good Health”, actively promoted innovation and transformation, integrated operations, and achieved steady development in business performance. Mr. Wu Yifang Chairman 08 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. Chairman’s Statement 2020 REVIEW The Group’s scope of business is strategically organized along the pharmaceutical and healthcare industry chain, with a focus on the domestic market while expanding globally. Businesses directly operated by the Group comprise pharmaceutical manufacturing, medical devices and medical diagnosis and healthcare service, and also has a presence in pharmaceutical commerce through its investment in Sinopharm. During the Reporting Period, under the guidance of the “4IN” strategy (Innovation, Integration, Internationalization and Intelligentization), the Group persisted in the development pattern of “innovation and transformation, integrated operation and steady development” and the mission of creating value for the shareholders, and continued to enhance its R&D and BD capabilities, enrich its production line, strengthen its commercialization and integration capacity and improve its operating efficiency. In addition to its endogenous growth, the Group explored global opportunities in cutting-edge technology and product offering in accordance with its strategic objectives, in order to facilitate the Group’s continuous growth. During the Reporting Period, the revenue of the Group amounted to RMB30,163 million, representing a year-on-year increase of 6.25%. Net profit attributable to shareholders of the listed company amounted to RMB3,663 million, representing a year-on-year increase of 10.27%. Net profit (after extraordinary gain or loss) attributable to shareholders of the listed company amounted to RMB2,718 million, representing a year-on-year increase of 21.65%. Net cash flow from operating activities amounted to RMB2,580 million, increased by 11.19% on the same basis, after excluding the impact of the upfront payment of EUR125 million to BioNTech for the mRNA-based vaccine targeting COVID-19 at the end of 2020. During the Reporting Period, the Group continued to enhance its R&D expenditure. The total R&D expenditure amounted to RMB4,003 million for the year, representing a year-on-year increase of 15.59%. In particular, the R&D expenses amounted to RMB2,795 million, representing a year-on-year increase of RMB754 million or 36.94%. Pharmaceutical manufacturing During the Reporting Period, the pharmaceutical manufacturing segment generated revenue of RMB21,748 million, representing a year-on-year increase of 0.64%. The segment results amounted to RMB2,262 million, representing a year-on-year increase of 17.51%. The segment profit amounted to RMB2,355 million, which increased by 13.60% year-on-year. The R&D expenditures in the pharmaceutical manufacturing segment amounted to RMB3,670 million, representing a year-on-year increase of 17.21%. Total R&D expenditures in the pharmaceutical manufacturing segment accounted for 16.77% of the revenue of the pharmaceutical manufacturing segment. In particular, R&D expenses amounted to RMB2,468 million, representing a year-on-year increase of RMB727 million or 41.76%, accounting for 11.28% of the revenue from the pharmaceutical manufacturing segment. Medical Devices and Medical Diagnosis During the Reporting Period, the Group recorded revenue of RMB5,208 million from the medical devices and medical diagnosis segment, representing a year-on-year increase of 39.70%; segment results amounted to RMB1,053 million, which increased by 83.45% year-on-year; segment profit amounted to RMB907 million, which increased by 83.23% year-on-year.
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