2019 Annual Report 3 Corporate Profile and Summary of Business (Continued)
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東風汽車集團股份有限公司 DONGFENG MOTOR GROUP COMPANY LIMITED * For identification purposes only Contents Corporate Profile and Summary of Business 2 Chairman’s Statement 6 Report of Directors 9 Management Discussion and Analysis 41 Profiles of Directors, Supervisors and Senior Management 50 Report of the Supervisory Committee 57 Corporate Governance Report 60 Independent Auditor’s Report 83 Consolidated Income Statement 93 Consolidated Statement of Comprehensive Income 94 Consolidated Statement of Financial Position 95 Consolidated Statement of Changes in Equity 98 Consolidated Statement of Cash Flows 100 Notes to the Financial Statements 104 Five Year Financial Summary 220 Definitions 222 Corporate Profile and Summary of Business I. CORPORATE INFORMATION COMPANY NAME Dongfeng Motor Group Company Limited REGISTERED ADDRESS Special No. 1 Dongfeng Road Wuhan Economic and Technology Development Zone Wuhan, Hubei PRC PRINCIPAL PLACE OF BUSINESS IN THE PRC Special No. 1 Dongfeng Road Wuhan Economic and Technology Development Zone Wuhan, Hubei PRC PRINCIPAL PLACE OF BUSINESS IN HONG KONG Level 54, Hopewell Centre 183 Queen’s Road East Hong Kong AUDITOR PricewaterhouseCoopers Certified Public Accountants and Registered Public Interest Entity Auditor 2 Dongfeng Motor Group Company Limited Corporate Profile and Summary of Business (Continued) II. STOCK PROFILE OF THE COMPANY LISTING DATE 7 December 2005 PLACE OF LISTING The Stock Exchange of Hong Kong Limited STOCK CODE 00489 TOTAL ISSUED SHARE CAPITAL RMB8,616,120,000 III. OTHER RELATED INFORMATION COMPANY WEBSITE www.dfmg.com.cn JOINT COMPANY SECRETARIES Lu Feng Yuen Wing Yan, Winnie (FCIS, FCS (PE)) HONG KONG H SHARE REGISTRAR Computershare Hong Kong Investor Services Limited Shops 1712–1716, 17th Floor Hopewell Centre 183 Queen’s Road East Wan Chai Hong Kong SAR 2019 Annual Report 3 Corporate Profile and Summary of Business (Continued) IV. SUMMARY OF BUSINESS Dongfeng Motor Group Company Limited was listed on the Stock Exchange of Hong Kong on 7 December 2005. The Company is principally engaged in a full range of passenger vehicles, commercial vehicles, new energy vehicles, key assembly, auto parts, vehicle manufacturing equipment and other automotive-related businesses, with industrial bases spreading over more than 20 cities across the country, such as Wuhan, Shiyan, Xiangyang and Guangzhou, etc. In addition, it has formed a global presence and is one of the three largest shareholders ranking pari passu of PSA Group with overseas research and development bases in Sweden, overseas sales companies in Russia and overseas factories in Iran, South Africa and other countries. Leveraging on the compound development system with the Technical Center as the core and the coordinated operations of research and development departments of its subsidiaries, Dongfeng Motor Group holds a leading position in technological innovation capacity, applications and possessions of patents in the industry. As at 31 December 2019, the Company had 26 subsidiaries, jointly-controlled entities and other companies in which the Company has direct equity interests, comprising Dongfeng Motor Group. Dongfeng Motor Group is primarily engaged in the manufacture and sale of commercial vehicles, passenger vehicles and auto engines and parts, equipment manufacturing business, finance businesses as well as other automotive related businesses. As at the end of 2019, the commercial vehicle business of the Dongfeng Motor Group was mainly operated by Dongfeng Commercial Vehicle Co., Ltd. (a joint venture between the Company and Volvo Cars), Dongfeng Motor Co., Ltd. (a joint venture between the Company and Nissan Motor Co., Ltd. (through Nissan (China) Investment Co., Ltd.)), Dongfeng Liuzhou Motor Co., Ltd. and Dongfeng Special Commercial Vehicle Co., Ltd. (東風特種商用車有限公司). Dongfeng Motor Group’s passenger vehicle business is currently operated by Dongfeng Passenger Vehicle Company, Dongfeng Liuzhou Motor Co., Ltd. and Dongfeng Motor Co., Ltd. (through Dongfeng Nissan Passenger Vehicle Company, Dongfeng Infiniti Motor Co., Ltd. and Dongfeng Venucia Motor Co., Ltd. (東風啟 辰汽車公司)), Dongfeng Peugeot Citroën Automobile Co., Ltd. (a joint venture between the Company and the PSA Peugeot Citroën Group), Dongfeng Honda Automobile Co., Ltd. (a joint venture between the Company and Honda Motor Co., Ltd.), Dongfeng Renault Automobile Co., Ltd. (a joint venture between the Company and Renault S.A.). In recent years, Dongfeng Motor Group has strengthened its new energy vehicle business, which is principally operated by Dongfeng Motor Co., Ltd., Dongfeng Special Commercial Vehicle Co., Ltd. (東風特種商用車有 限公司), Dongfeng Passenger Vehicle Company and Dongfeng Electric Vehicle Co., Ltd.. eGT New Energy Automotive Co., Ltd. (易捷特新能源汽車有限公司) will also be actively engaged in new energy vehicle business. 4 Dongfeng Motor Group Company Limited Corporate Profile and Summary of Business (Continued) 5 Dongfeng Automobile Trade Co., Ltd. Dongfeng Peugeot Citroën Sales Co., Ltd. Dongfeng Peugeot Citroën Auto Financial Co., Ltd. Dongfeng Motor Investment (Wuhan) Co., Ltd. Dongfeng Peugeot Citroën Financial Leasing Co., Ltd. Dongfeng Changxing (Wuhan) Technology Co., Ltd. Zhixin Technology Co., Ltd. China Dongfeng Motor Industry Import & Export Co., Ltd. Chuange Financial Leasing Co., Ltd. Dongfeng Nissan Auto Finance Co., Ltd. Dongfeng Motor Finance Co., Ltd. Dongfeng Getrag Automobile Transmission Co., Ltd. Dongfeng Honda Auto Parts Co., Ltd. Limited Dongfeng Honda Engine Co., Ltd. Dongfeng Honda Automobile Co., Ltd. eGT New Energy Automotive Co., Ltd. Dongfeng Renault Automobile Co., Ltd. Dongfeng Peugeot Citroën Automobile Co., Ltd. Dongfeng Commercial Vehicle Co., Ltd. Dongfeng Liuzhou Motor Co., Ltd. Motor Group Company Dongfeng Special Commercial Vehicle Co., Ltd. Dongfeng Electric Vehicle Co., Ltd. Dongfeng Dongfeng Nengdi (Hangzhou) Auto Co., Ltd. Dongfeng Off-road Vehicle Co., Ltd. Dongfeng Passenger Vehicle Company (Branch) Dongfeng Research & Development Centre (Branch) Dongfeng Venucia Motor Co., Ltd. Zhengzhou Nissan Automobile Co., Ltd. Dongfeng Nissan Passenger Vehicle Company Equipment Company of Dongfeng Motor Co., Ltd. Co., Ltd. Dongfeng Infiniti Motor Co., Ltd. Dongfeng Motor Dongfeng Automobile Co., Ltd. Dongfeng Motor Group’s finance business is currently operated by the following companies: Dongfeng Motor (a Ltd. Co., Finance Auto Nissan Dongfeng Company), the of subsidiary wholly-owned (a Ltd. Co., Finance (China) Nissan and Ltd. Co., Motor Nissan Ltd., Co., Motor Dongfeng Company, the between venture joint the between venture joint (a Ltd. Co., Finance Auto Citroën Peugeot Dongfeng and Ltd.) Co., Investment Co., Automobiles Citroën Peugeot Dongfeng and Ltd. Co., Finance Netherlands Citroën Peugeot Company, Ltd.). Dongfeng Parts and Components (Group) Co., Ltd. 2019 Annual Report Chairman’s Statement Dear Shareholders, On behalf of the Board of Directors, I hereby present the annual report of the Group for 2019 for your review. In 2019, under the complex situation of obvious rise in internal and external risk challenges, China’s economic operation was generally stable, with steady improvement in development quality and obvious effect of economic transformation and upgrade, and the GDP recorded a year-on-year increase of 6.1%. After the first negative growth in the PRC automobile market in 28 years from 2018, the automobile market in the PRC experienced another significant decline in 2019, weaker than expected at the beginning of the year. In 2019, the production and sales volumes of vehicles in the PRC automobile industry amounted to approximately 25,721,000 units and 25,769,000 units, respectively, representing a year-on-year decrease of 7.5% and 8.2%. Among which the production and sales volumes of passenger vehicles were approximately 21,360,000 units and 21,444,000 units, respectively, representing a year-on-year decrease of 9.2% and 9.6%. The production and sales volumes of commercial vehicles were approximately 4,360,000 units and 4,324,000 units respectively, representing a year-on-year increase of 1.9% and a year-on-year decrease of 1.1%. The development of the automobile industry throughout the year showed the following characteristics: I. The performance of the automobile market throughout the year was weaker than that was generally expected at the beginning of the year, and the decline in production and sales volumes throughout the year was larger than that in 2018. II. The performance of the passenger and commercial vehicles sectors varied. The performance of commercial vehicles market was obviously better than that of the automobile industry. III. The market structure of passenger vehicles was sharply divided, and the number of self-owned brands declined significantly. Japanese and German vehicles delivered well performance, with market share increasing by 2.5 percentage points and 2.8 percentage points respectively, while American, French and Korean vehicles delivered poor performance, with market share decreasing by 1.6 percentage points, 0.7 percentage point and 0.3 percentage point, respectively. Self-owned brands withstood the highest pressure, with market share down 2.9 percentage points. IV. The commercial vehicle market fluctuates significantly due to policy changes, and the performance of the heavy, medium and light truck market varied. V. Affected by the reduction of subsidies, the new energy vehicle market experienced negative growth for the first time in recent years showing a trend of high before and low after throughout