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Annual Report 2017 2017 中 國 中 中國中藥控股有限公司 藥 控 股 有 限 公 司 2017 年報 China Traditional Chinese Medicine Holdings Co. Limited Co. Holdings Medicine Chinese Traditional China 年 報 ANNUAL REPORT 2017 2017 2017 Annual Report Contents Corporate Information 2 Five Year Financial Summary 3 Chairman’s Statement 5 Management Discussion and Analysis 10 Report of the Directors 31 Corporate Governance Report 45 Biographical Details of Directors and Senior Management 60 Independent Auditor’s Report 65 Consolidated Statement of Profit or Loss and Other Comprehensive Income 71 Consolidated Statement of Financial Position 73 Consolidated Statement of Changes in Equity 75 Consolidated Statement of Cash Flows 76 Notes to the Consolidated Financial Statements 78 Corporate Information BOARD OF DIRECTORS REGISTERED OFFICE Executive Directors Room 1601, Emperor Group Centre 288 Hennessy Road Mr. WU Xian (Chairman) Wanchai Mr. WANG Xiaochun (Managing Director) Hong Kong Mr. ZHAO Dongji Ms. HUANG He Tel: (852) 2854 3393 Fax: (852) 2544 1269 Non-executive Directors Email: [email protected] Mr. LIU Cunzhou STOCK CODE Mr. YANG Shanhua Ms. TANG Hua The shares of China Traditional Chinese Medicine Holdings Co. Limited are listed on The Stock Exchange of Independent Non-executive Directors Hong Kong Limited Mr. ZHOU Bajun Stock code: 00570 Mr. XIE Rong Mr. YU Tze Shan Hailson AUDITORS Mr. LO Wing Yat Deloitte Touche Tohmatsu JOINT COMPANY SECRETARY Certified Public Accountants 35/F., One Pacific Place Ms. LEUNG Suet Lun 88 Queensway Mr. ZHAO Dongji Hong Kong AUDIT COMMITTEE SHARE REGISTRAR AND TRANSFER OFFICE Mr. XIE Rong (Chairman) Mr. ZHOU Bajun Computershare Hong Kong Investor Services Limited Mr. YU Tze Shan Hailson Shops 1712-16 Mr. LO Wing Yat 17th Floor, Hopewell Centre Ms. TANG Hua 183 Queen’s Road East Wan Chai REMUNERATION COMMITTEE Hong Kong Mr. ZHOU Bajun (Chairman) PRINCIPAL BANKERS Mr. LIU Cunzhou Mr. XIE Rong Bank of China (Hong Kong) Limited Mr. LO Wing Yat The Bank of Tokyo-Mitsubishi UFJ, Ltd. Industrial and Commercial Bank of China Limited NOMINATION COMMITTEE (Foshan Branch) China Merchants Bank Co., Ltd. (Foshan Branch) Mr. WU Xian (Chairman) Guangdong Shunde Rural Commercial Bank Co., Ltd. Mr. WANG Xiaochun Mr. ZHOU Bajun WEBSITE Mr. XIE Rong Mr. LO Wing Yat http://www.china-tcm.com.cn STRATEGIC COMMITTEE Mr. LIU Cunzhou (Chairman) Mr. WU Xian Mr. WANG Xiaochun Mr. ZHOU Bajun Mr. YU Tze Shan Hailson 2 China Traditional Chinese Medicine Holdings Co. Limited Five Year Financial Summary (Expressed in RMB) 2013-2017 Compound 2013 2014 2015 2016 2017 Annual RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 Growth Rate Results Revenue 1,394,613 2,650,454 3,709,406 6,532,867 8,337,795 56.37% Gross profit 825,779 1,643,389 2,200,673 3,787,680 4,651,582 54.06% Profit from operations 272,757 551,696 760,978 1,376,783 1,786,453 59.98% Profit before taxation 237,575 489,119 689,160 1,303,804 1,567,237 60.26% Profit attributable to the shareholders of the Company 198,463 413,090 625,596 966,927 1,170,434 55.84% Profitability Gross profit margin 59.21% 62.00% 59.33% 57.98% 55.79% Operating profit margin 19.56% 20.82% 20.51% 21.07% 21.43% Net profit margin 14.29% 15.53% 17.36% 16.63% 15.73% Earnings per share Basic & Diluted 9.68 cents 16.30 cents 16.97 cents 21.73 cents 26.41 cents 28.52% Financial position Total assets 5,066,470 5,331,852 19,208,676 21,036,784 24,885,307 Total equity attributable to equity shareholders of the Company 2,759,853 3,183,756 11,133,372 11,588,327 12,436,778 Total liabilities 2,231,707 2,074,730 7,068,463 8,280,922 11,070,050 Cash and cash equivalents 345,411 439,416 2,101,856 2,373,356 4,787,781 Debt asset ratio 44.05% 38.91% 36.80% 39.36% 44.48% ANNUAL REPORT 2017 3 Five Year Financial Summary (Expressed in RMB) REVENUE GROSS PROFIT RMB’000 RMB’000 Annual Growth of 2016-2017 Annual Growth of 2016-2017 27.63% 22.81% 8,337,795 4,651,582 6,532,867 3,787,680 3,709,406 2,200,673 2,650,454 1,643,389 1,394,613 825,779 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 PROFIT ATTRIBUTABLE TO THE TOTAL ASSETS SHAREHOLDERS OF THE COMPANY RMB’000 RMB’000 Annual Growth of 2016-2017 Annual Growth of 2016-2017 21.05% 18.29% 1,170,434 24,885,307 21,036,784 966,927 19,208,676 625,596 413,090 5,066,470 5,331,852 198,463 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 4 China Traditional Chinese Medicine Holdings Co. Limited Chairman’s Statement Chairman’s Statement ANNUAL REPORT 2017 5 Chairman’s Statement Dear shareholders, Since the incorporation into China National Pharmaceutical Group Corporation (“CNPGC”) in 2013, the Company experienced an extraordinary development in the past five years. Through two major acquisitions of Guizhou Tongjitang Pharmaceutical Co., Ltd. and Jiangyin Tianjiang Pharmaceutical Co., Ltd. and its subsidiaries (“Tianjiang Pharmaceutical”), the Group achieved a historic leap forward in its development and expanded its sole business of finished drugs to cover the whole Traditional Chinese Medicine (“TCM”) industry chain with TCM decoction pieces, concentrated TCM granules, finished drugs and healthcare services. The CAGR of revenue, profit attributable to owners of the Company and basic earnings per share of the Group for the past five years was 56.4%, 55.8% and 28.5%, respectively. During the reporting period, revenue of the Group was RMB8,337,795,000, representing an increase of 27.6% compared to RMB6,532,867,000 in the previous year. The profit attributable to owners of the Company was RMB1,170,434,000, representing an increase of 21.0% compared to RMB966,927,000 in the previous year. The basic earnings per share increased from RMB21.73 cents last year to RMB26.41 cents in 2017, representing an increase of 21.5%. In 2017, the Company formulated an overall layout plan in the TCM industry chain while devoted to maintaining stable growth under the leadership of the management of the Company and with the concerted efforts of all staff, fruitful achievements were made. I would like to express my sincere gratitude to all of them on behalf of the board of directors (the “Board”) of the Company. The Board has recommended the distribution of a final dividend of HK4.96 cents per share (approximately RMB3.97 cents) for the year ended 31 December 2017, with a payout ratio of 30% for the year. I. THE GOLDEN ERA OF TCM INDUSTRY Since the implementation of the “Law of People’s Republic of China on Traditional Chinese Medicine” on 1 July 2017, the TCM business entered a new era in history with its development and management regulated according to the law. The ongoing and forthcoming changes in the TCM industry will have a profound impact on the TCM market, and will even reshape the industry landscape for the coming decades. According to the information published by the Ministry of Industry and Information of the PRC, the total sales of TCM manufacturers above designated size in China amounted to over RMB860 billion in 2016, accounting for approximately one-third of the total sales of the pharmaceutical industry. With the continued attention to and support for the development of TCM industry by the Government, as well as the increasing public demand for TCM products and services, it is expected that the growth of the TCM industry will outpace that of the pharmaceutical industry with a rising proportion. 6 China Traditional Chinese Medicine Holdings Co. Limited Chairman’s Statement Among the sales of over RMB860 billion in the TCM industry, sales of decoction pieces (including concentrated TCM granules) amounted to over RMB190 billion and accounted for approximately one-fourth. With the gradual liberalization of policies, concentrated TCM granules will replace part of decoction pieces and TCM finished drugs’ market. In addition, with the prosperous development of the TCM services as well as prescription and decoction in a more convenient way, decoction pieces will also be used to replace finished drugs to some extent. Therefore, it is expected that the growth of decoction pieces (including concentrated TCM granules) will outpace that of the TCM industry in the future, with a rapid increase in proportion. According to the estimation of Frost & Sullivan, it is expected that the sales of concentrated TCM granules will increase at a CAGR of 40% in the coming four years, reaching a market scale of approximately RMB44 billion by 2020, and account for about 15% in the market of TCM decoction pieces. In view of the huge market potential, more and more pilot projects were conducted in various provinces and preferential policies were introduced to support local enterprises, which resulted in more protective measures in favour of local enterprises. As a retrospection after five to ten years, we have now entered a golden era of the rapid-growing TCM industry. The biggest challenge that we are facing and the most urging issue that we are concerned about is how to grasp this historical opportunity for another take-off. II. CHINESE MEDICINAL HERBS OF GOOD QUALITY, ESSENTIAL TO EXCELLENT EFFICACY OF TCM PRODUCTS The healthy development of the TCM industry, no matter finished drugs, concentrated TCM granules, decoction pieces or herbal paste, are all ultimately determined by the quality of Chinese medicinal herbs.
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