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沈機集團昆明機床股份有限公 沈機集團昆明機床股份有限公司 沈機集團昆明機床股份有限公司 SHENJI GROUP KUNMING MACHINE TOOL COMPANY LIMITED SHENJI GROUP KUNMING MACHINE TOOL COMPANY LIMITED （在中華人民共和國註冊成立之中外合資股份有限公司） 司 (A sino-foreign joint stock limited company established in the People’s Republic of China with limited liability) （股份代號：0300 ） (Stock Code: 0300) SHENJI GROUP KUNMING MACHINE TOOL COMPANY LIMITED 二零一七年年 創造 報 Create Classic of 典範 An High Precision Machine Made in China 中國精密制造的 nu al R ep ort 20 17 二零一七年年報 Annual Report 2017 IMPORTANT NOTICE 1. Directors Mr. Kang Jun and Ms. Wu Yu, supervisors Ms. Wei Aixue and Mr. Lv Jianbo could not assure the truthfulness, accuracy and completeness of the contents of this report with the following reasons: according to the relevant requirements of the Articles of Association of the Company and Rules of Procedures of Board of Directors, the Board shall notify all directors 10 days before the meeting convened, and the contents of the notice should include the information required for the meeting. However, the related materials of the 2017 financial report were received on the day of the meeting (25 April 2018). Not receiving the related materials in time led to unable to analyze and judge the accuracy of the financial report. Therefore, the third motion, “the annual report of the Company for the year 2017 (“Annual Report”) and the summary of the Annual Report” was abstained. Investors are advised to pay attention to it. Other directors and supervisors of the Company confirmed that they jointly and severally accept responsibility for the truthfulness, accuracy and completeness of the contents in the report. 2. Directors’ not attendance of the Board meeting Positions Names Reasons for not attending Appointee Director Zhang Xiaoyi Office duty Peng Liangfeng Director Xia Changtao Office duty Liu Chunshi 3. Da Hua Certified Public Accountants issued standard unqualified audit report with emphasis paragraphs for the Company. 4. Wang He, Chairman, Xu Juan, the person in charge of accounting affairs, and head of accounting department (Accounting Supervisor), have declared that they assured for the truthfulness, accuracy and completeness of the financial statements in the Annual Report. 5. Proposal on profit distribution or capitalization of capital reserve to increase share capital for the reporting period approved by the board of directors of the Company In accordance with the China Accounting Standards, in 2017, the Group recorded a net loss of RMB352,503,000 attributable to shareholders of the Company. No surplus reserves was made, the accumulated profit available for distribution amounted to negative RMB708,805,000. In particular, the Company recorded a net loss of RMB324,839,000. No surplus reserves was made, the accumulated profit available for distribution amounted to negative RMB649,477,000. Therefore, the Company will not distribute cash dividend or bonus share, or conduct conversion of capital reserves into share capital. 6. Risk declaration for the forward-looking statements 3Applicable □Not applicable The forward-looking statements contained in this annual report regarding the Company’s future plans do not constitute any substantive commitment to investors and investors are reminded of the investment risks and to exercise caution in their investment. 7. Any appropriation of non-operating fund by the controlling shareholder and its related parties? Yes 8. Any external guarantee provided not in compliance with the required decision-making procedures? No Annual Report 2017 Shenji Group Kunming Machine Tool Company Limited 1 IMPORTANT NOTICE 9. Significant Risk Warning As the Company had losses for the three consecutive years of 2014, 2015 and 2016, according to relevant regulations of Shanghai Stock Exchange Listing Rules, the Company’s A Shares has been suspended listing after it published its 2016 annual report. Since the Company’s audited net profit for 2017 was a loss, Shanghai Stock Exchange will make a decision to terminate the listing of the Company’s A Shares within the 15 trading days after the disclosure of the 2017 annual report of the Company. Investors must pay attention to the A-share delisting situation faced by the Company and make careful decisions. Currently, trading in H Shares of the Company has been suspended. The Company disclosed the resumption conditions required by the Hong Kong Stock Exchange on 21 June 2017. The Company is making efforts to take measures to achieve various conditions and strives to resume the trading of H Shares as soon as possible. However, the Company cannot accurately predict and determine whether it is possible to reach the resumption conditions and the time for achieving the conditions and successful resumption. The Company has disclosed that it has received lawsuits from small and medium shareholders due to information disclosure violations. Currently, the lawsuits are in the stage of accepting and responding to the cases. The Company predicted that it will receive lawsuits one after another based on the same subject matter. Due to the wide range involved, it is not possible to accurately assess the amount of potential compensation for the corresponding lawsuits and the possible impact on the Company. Investors should be aware of the potential adverse effects of equity lawsuits on the Company’s assets and cash flow. The Company’ s subsidiary, Xi’an Ser Turbo Machinery Manufacturing Co., Ltd. (“Xi’an Ser”) and its subsidiary, Changsha Ser Turbine Machinery Co., Ltd. (“Changsha Ser”) have difficulties in operation. The basic bank accounts and some general accounts of the two companies were judicially frozen due to lawsuits. The two companies have basically been in a semi-suspended position, their related financial conditions have gradually deteriorated, and the two companies may have risks of bankruptcy liquidation. Investors are required to pay close attention to the risks associated with the subsidiary and the possible negative impact on the financial status of the Company. 10. Others 3Applicable □Not applicable (1) Explanation on the matters of the financial irregularities of the Company i. On 2 November 2017, the Company received the Prior Notice of Administrative Penalties and Prohibition of Entering the Market issued by China Securities Regulatory Commission (“CSRC”) and received the Decision of Administrative Penalties issued by CSRS in February 2018 which punished the Company and the corresponding senior management officers of the Company. Details were published on the Company’s announcement on 13 February 2018. ii. Currently, the Company is under the inquiry and investigation of the Hong Kong Securities and Futures Commission (“SFC”), actively cooperates with corresponding investigation of SFC. iii. The Company established the independent investigation committee. Pursuant to the requirements of Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“Listing Rules”), the Company appointed forensic auditors, internal control consultancy and financial adviser to solve various problems properly and actively fulfill its information disclosure obligations. (2) Notes on Auditing Method of 2016 Specific Financial Report and 2017 Annual Report of the Company The breach of financial regulations of the Company in previous years had a substantial negative impact on the Company’s financial cost calculation basis, and the costs calculation of the Company’s principal activities at the beginning and the end of 2016 could not be completed in accordance with the normal recognition and measurement of cost calculation method as result of the problems such as lacking of standardization of the Company’s financial cost calculation, weak basis and not strict management in internal control. The Company could only engage the third-party valuation institution to conduct technology valuation on the Company’s inventory amount at the relevant time point according to the auditor’s opinion, and took the result as a basis for cost calculation of the principal activities of the year. 2 Shenji Group Kunming Machine Tool Company Limited Annual Report 2017 CONTENT 1. DEFINITION 4 2. COMPANY PROFILE AND FINANCIAL HIGHLIGHTS 5 3. OVERVIEW OF MAIN BUSINESS 9 4. MANAGEMENT DISCUSSION AND ANALYSIS 10 5. SIGNIFICANT EVENTS 22 6. CHANGES IN ORDINARY SHARES AND INFORMATION ON SHAREHOLDERS 34 7. PREFERENCE SHARES 40 8. DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND STAFF 41 9. CORPORATE GOVERNANCE 59 10. RELEVANT INFORMATION ON CORPORATE BONDS 72 11. 2017 ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 73 12. FINANCIAL REPORT 80 13. DOCUMENTS AVAILABLE FOR INSPECTION 214 Annual Report 2017 Shenji Group Kunming Machine Tool Company Limited 3 DEFINITION I. DEFINITION In this report, unless the context requires otherwise, the following terms and expressions shall have the following meanings: Meanings of the following terms “The Company”, “Company”, “Parent”, “Kunji” Shenji Group Kunming Machine Tool Company Limited “Shenyang Group” Shenyang Machine Tool (Group) Company Limited “Shenyang Machine Tool” Shenyang Machine Tool Company Limited “Industry” the machine tool industry in the PRC “Horizontal machine” horizontal boring and milling machine tool “Floor-type machine” floor-type boring and milling machine tool “Machining center” horizontal products machining center “Gantry machine” gantry boring and milling machine tool “Company Law” the Company Law of the People’s Republic of China “Securities Law” the Securities Law of the People’s Republic of China “Accounting Law” the Accounting
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