Overseas Regulatory Announcement
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. (incorporated in Bermuda with limited liability) (Stock Code: 00152) (the “Company”) OVERSEAS REGULATORY ANNOUNCEMENT The document attached hereto is the 2019 Annual Results Preliminary Announcement released by Shenzhen Expressway Company Limited, a subsidiary of the Company. Hong Kong, 18 March 2020 As at the date of this announcement, the board of directors of the Company consists of Messrs. Gao Lei, Li Hai Tao, Zhong Shan Qun, Liu Jun and Hu Wei as executive directors, Messrs. Xie Chu Dao and Liu Xiao Dong as non-executive directors and Messrs. Ding Xun, Nip Yun Wing, Dr. Yim Fung, JP and Professor Cheng Tai Chiu, Edwin as independent non-executive directors. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. 深圳高速公路股份有限公司 SHENZHEN EXPRESSWAY COMPANY LIMITED (a joint stock limited company incorporated in the People's Republic of China with limited liability) (Stock Code: 00548) 2019 Annual Results Preliminary Announcement I. Important Notice 1.1 2019 Annual Results Preliminary Announcement of the Company is extracted from the full Annual Report 2019 of the Company. For detailed information, investor shall read the full Annual Report to be published on the website of SSE at http://www.sse.com.cn and HKEx at http://www.hkexnews.com.hk. All the information to accompany preliminary announcement of results for the financial year required under Appendix 16 to the Listing Rules was included in the 2019 Annual Results Preliminary Announcement published on the website of HKEx. The 2019 annual financial statements of the Company were prepared in accordance with CASBE, and also were complied with the disclosure requirements under the Hong Kong Companies Ordinance and the Listing Rules. Unless otherwise stated, the amounts stated in this announcement are in RMB. 1.2 Basic Information of the Company Type of shares A Share H Share Abbreviation Shenzhen Expressway Shenzhen Expressway Stock code 600548 00548 Listing exchanges SSE HKEx Contacts and details Secretary of the Board Securities Officer Name GONG Tao Tao GONG Xin, XIAO Wei Telephone (86) 755-8285 3331 (86) 755-8285 3338 Fax (86) 755-8285 3400 E-mail [email protected] - 1 - II. Proposed Profit Distribution The Board recommended the payment of a final dividend of RMB0.52 (proposal) (tax included) per share in cash to all shareholders (2018: RMB0.71 per share), based on the total share capital of 2,180,770,326 as at the end of 2019 and totaling RMB1,134,000,569.52. The aforesaid proposal shall be subject to approval by shareholders at the 2019 Annual General Meeting of the Company. The date of the annual general meeting, the record date for dividend payment, dividend payment procedures and payment date, and the book closure period for H Shares will be notified separately. It is expected that the dividend will be distributed on or before 21 August 2020. III. Principal Financial Data and Information of the Shareholders 3.1 Principal Financial Data During the Reporting Period, the Group recorded revenue of RMB6,185,825,000, representing a YOY increase of 6.52%. Excluding the effect of the toll revenue from the Three Projects of RMB727,802,000 for the corresponding period of last year due to the government’s repurchase in advance at the end of 2018, the comparable revenue increased by 21.78%; In 2019, the Group recorded net profit attributable to owners of the Company (“net profit”) of RMB2,499,485,000 (2018: RMB3,440,051,000), representing a YOY decrease of 27.34%. After excluding the effect of the net gains on disposal of assets of the Three Projects recognised during the corresponding period of last year, the net profit recorded a YOY increase of 30.42%. Unit: RMB Change as As at 31 Dec 2017 As at As at compared to the 31 Dec 2019 31 Dec 2018 end of last year Before After (%) adjustment adjustment Total assets 44,923,734,271.98 41,100,850,328.23 9.30 44,014,984,643.90 37,473,826,542.60 Owners’ equity attributable to owners 18,374,542,643.63 17,387,090,943.28 5.68 13,633,010,893.87 13,618,079,670.58 of the Company Change as 2017 2019 2018 compared to the last year (%) Before After adjustment adjustment Revenue 6,185,825,111.97 5,807,108,031.78 6.52 5,210,398,467.52 4,836,620,833.89 Net profit attributable to owners of the 2,499,484,975.75 3,440,050,607.33 -27.34 1,383,988,489.41 1,426,402,801.01 Company Net profit attributable to owners of the Company - excluding 2,243,627,358.26 1,537,875,136.33 45.89 1,472,409,216.13 1,468,896,951.98 non-recurring items Net cash flows from operating activities 1,751,428,675.07 3,222,228,582.62 -45.65 2,975,225,227.75 2,660,705,790.47 Return on equity - Decrease 8.71 weighted average 14.14 22.85 9.47 10.88 (%) pct.pt Earnings per share - basic (RMB/share) 1.146 1.577 -27.34 0.635 0.654 Earnings per share - diluted (RMB/share) 1.146 1.577 -27.34 0.635 0.654 Due to the change of accounting policy and the consolidation of Coastal Company into the Group as a jointly controlled entity since February 2018, the Company adjusted the data of consolidated financial statements prior to 2018 retrospectively pursuant to relevant requirements under the Accounting Standards for Business Enterprises. For details, please refer to the relevant content in Note III\34 and Note VI of 2018 Annual Report. - 2 - 3.2 Information of the Total Number of Shareholders and the Top Ten Shareholders As at the end of the Reporting Period, based on the shareholders’ registers provided by the share registrars and the transfer offices of the Company in the PRC and Hong Kong, the information of the total number of shareholders and the top ten shareholders of the Company were as follows: Unit: share The Company had 17,933 shareholders in total, including 17,700 holders of A Shares Total number of shareholders as at the end of 2019 and 233 holders of H Shares. Total number of shareholders as at the end of the last The Company had 22,394shareholders in total, including 22,161 holders of A Shares month prior to the Reporting Date and 233holders of H Shares. Top ten shareholders as at the end of 2019 Number of restricted Number of Number of Name of shareholder Nature of shareholders Percentage circulating shares shares pledged shares held held or frozen HKSCC NOMINEES LIMITED(1) Overseas legal person 33.47% 729,925,099 - Unknown Xin Tong Chan Development State-owned 30.03% 654,780,000 - None (Shenzhen) Company Limited legal person Shenzhen Shen Guang Hui Highway State-owned 18.87% 411,459,887 - None Development Company legal person China Merchants Expressway State-owned Network & Technology Holdings 4.00% 87,211,323 - None legal person Company Limited Guangdong Roads and Bridges State-owned Construction Development 2.84% 61,948,790 - None legal person Company Limited Hong Kong Central Clearing Domestic non-state-owned 2.05% 44,657,051 - Unknown Company Limited legal person PICC Property and Casualty Domestic non-state-owned Company Limited – 0.56% 12,161,143 - Unknown legal person Tradition-Return Portfolio AU SIU KWOK Overseas natural person 0.50% 11,000,000 - Unknown Domestic non-state-owned National Social Security Fund 105 0.42% 9,209,078 - Unknown legal person China Merchants Bank-SSE Domestic non-state-owned Dividend Trading Open Index 0.26 % 5,672,397 - Unknown legal person Securities Investment Fund XTC Company and SGH Company are connected persons under the same control of Shenzhen Connected relationship or International. In addition to the above associations, there is no connected relationship among the concerted action relationship state-owned shareholders in the above table. The Company did not notice any connected relationship among the abovementioned among the other abovementioned shareholders or any connected relationship among the abovementioned shareholders state-owned shareholders and other shareholders. Note: The H Shares held by HKSCC NOMINEES LIMITED were held on behalf of various clients. 3.3 The Ownership and the Relation of Control between the Company and the De-facto Controller State-owned Assets Supervision and Administration Commission of Shenzhen Municipal People’s Government 100% Shenzhen Investment Holdings Company Limited 100% Ultrarich International Limited 44.04% Shenzhen International Holdings Limited 100% 100% 100% Xin Tong Chan Shenzhen Shen Development Guang Hui Highway Advance Great Limited (Shenzhen) Development Company Limited Company Limited 2.669% 30.025% 18.868% (H Shares) (A Shares) (A Shares) Shenzhen Expressway Company Limited - 3 - IV. Report of the Directors In order to achieve the Company’s strategic goal of transformation and upgrading, in addition to upgrading and consolidating the core business of toll highway, the Group adheres to a market-oriented, specialised and industrialised approach to continuously adjust and integrate its internal organisational structure and functions.