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Bengang Steel Plates Co., Ltd. Annual Report 2018

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Bengang Steel Plates Co., Ltd. Annual Report 2018 Bengang Steel Plates Co., Ltd. Annual Report 2018 Bengang Steel Plates Co., Ltd. Annual Report 2018 April, 2019 1 Bengang Steel Plates Co., Ltd. Annual Report 2018 I. Important Notice, Table of Contents, and Definitions The Board of Directors, the Supervisory Committee and the Directors, members of the Supervisory Committee and senior management of the Company guarantee that there are no misrepresentations or misleading statements, or material omission in this report, and individually and collectively accept full responsibility for the authenticity, accuracy and integrity of the information contained in this report. Gao Lie, chairman of the Company, Shen Qiang, Chief financial officer, and Zhao Zhonghua, the person in charge of the accounting department (the person in charge of the accounting), make the pledge for the authenticity, accuracy and integrity of the attached financial statements. All the members of the Board of Directors attended the board meeting on which this report was examined. The prospective statements contained in this annual report do not constitute any substantial commitment to the investors. Investors should pay attention to the risks attached to investment decisions. This report is prepared in both of Chinese and English. The Chinese version shall prevail when there are any controversial statements in the two versions. The Company takes existing share capital 3,875,371,532.00 shares as the base, distributing cash dividends 0.5 Yuan per 10 shares (including tax), and distributing bonus dividends 0 to shareholders. The Company will not converse capital reserve to share capital. 2 Bengang Steel Plates Co., Ltd. Annual Report 2018 Table of Contents I. Important Notice, Table of Contents, and Definitions ...................................................................... 2 II. Company Profile and Main Financial Index ................................................................................... 5 III. Company Business Summary ........................................................................................................ 9 IV. Management Discussion and Analysis ......................................................................................... 12 V. Important Events ............................................................................................................................ 24 VI. Status of Share Capital Changes and Shareholders ..................................................................... 49 VII. Status of Preferred Shares .......................................................................................................... 55 VIII. Status of Directors, Supervisors, Senior Executives and Employees ....................................... 56 IX. Corporate Governance ................................................................................................................. 64 X. Relevant Information about Corporate Bonds .............................................................................. 70 XI. Financial Report ........................................................................................................................... 71 XII. Documents available for inspection ......................................................................................... 186 3 Bengang Steel Plates Co., Ltd. Annual Report 2018 Definition Terms to be defined Refers to Definition Bengang Bancai, Bengang Steel, the Company, Refers to Bengang Steel Plates Co., Ltd. the Listed Company Bengang Group Refers to Bengang Group Co., Ltd. Bengang Co. Refers to Benxi Steel & Iron (Group) Co., Ltd. Liaoning Provincial State-asset Administration Refers to Liaoning State-owned Asset Supervisory and Management Committee SSE Refers to Shenzhen Stock Exchange Bengang Puxiang Refers to Bengang Puxiang Cool Rolling Steel Sheet Co., Ltd. 4 Bengang Steel Plates Co., Ltd. Annual Report 2018 II. Company Profile and Main Financial Index I. Company Information Stock abbreviation Bengang Bancai, Bengangban B Stock Code 000761, 200761 Stock exchange for listing Shenzhen Stock Exchange Company name in Chinese 本钢板材股份有限公司 Abbreviation of Company name in 本钢板材 Chinese Company name in English (If any) BENGANG STEEL PLATES CO.,LTD. Abbreviation of Company name in BSP English (If any) Legal representative Gao Lie Registration Address No.16, Renmin Road, Pingshan District, Benxi City, Liaoning Province Post Code of registration Address 117000 Office address No.16, Renmin Road, Pingshan District, Benxi City, Liaoning Province Post Code of office address 117000 Web Address None Email [email protected] II. Contact Information Secretary of Board of Directors Representative of Securities Affairs Name Gao Desheng No.16, Renmin Road, Pingshan District, Address Benxi City, Liaoning Province Tel 024-47827003 Fax 024-47827004 Email [email protected] III. Information Disclosure and Place for Consulting Press media for information disclosure China Securities Journal, Securities Times, Hong Kong Commercial Daily Web address for the annual report as assigned by http://www.cninfo.com.cn CSRC Place for inquiry of the annual report Secretary Office of the Board, Bengang Steel Plate Co., Ltd. IV. Change of Business Registration Organization Code 91210000242690243E Changes of principal business activities since listing (if any) No change Changes of the controlling shareholder in the past (is any) No change 5 Bengang Steel Plates Co., Ltd. Annual Report 2018 V. Other Information Accountants’ firm engaged by the Company: Name of the accountants’ firm BDO China Shu Lun Pan Certified Public Accountants LLP Address of the accountants’ firm Address: 4/F 61 Nanjing Rd. East, Huangpu, Shanghai Signing name of accountants Wu Xue, Li Guiying Sponsor engaged by the Company to conduct sustained supervision during the reporting period √ Applicable □ Not applicable Address of the sponsor Name of the sponsor Name of the sponsor institution Sustained supervision period institution representative Shenwan Hongyuan Securities No. 19, Taiping Bridge Street, March 5th, 2018 to December Underwriting Sponsoring Co., Zhang Wei, Liu Guoku Xicheng District, Beijing 31th, 2019 Ltd. Financial consultancy institution engaged by the Company to conduct sustained supervision during the reporting period □ Applicable √ Not applicable VI. Main Accounting Data and Financial Index Whether the Company makes retroactive adjustment or restatement of the accounting data of the last years due to change of the accounting policy and correction of accounting errors □ Yes √ No Changed over last 2018 2017 2016 year Operating income（RMB） 50,181,869,721.54 40,507,855,843.72 23.88% 29,526,012,651.08 Net profit attributable to the shareholders 1,036,493,236.07 1,600,110,229.77 -35.22% 781,296,452.51 of the listed company（RMB） Net profit after deducting of non-recurring gain/loss attributable to the shareholders 1,093,065,140.59 1,607,675,869.15 -32.01% 747,690,316.58 of listed company（RMB） Net Cash flow generated by business 3,619,937,841.93 2,744,243,492.51 31.91% 9,557,419,076.92 operation（RMB） Basic earnings per share (RMB/Share) 0.272 0.510 -46.67% 0.249 Diluted gains per share (RMB/Share) 0.272 0.510 -46.67% 0.249 Weighted average net assets yield 5.64% 11.84% -6.20% 6.34% Changed over last End of 2018 End of 2017 End of 2016 year Gross assets（RMB） 59,632,504,915.83 62,998,143,513.02 -5.34% 54,197,775,889.31 Net assets attributable to shareholders of 19,126,258,116.67 14,315,588,729.00 33.60% 12,757,376,174.34 the listed company（RMB） 6 Bengang Steel Plates Co., Ltd. Annual Report 2018 VII. Differences between Domestic and Foreign Accounting Standards 1. Differences of net profit and net assets disclosed in financial reports prepared under IFRS and Chinese accounting standards. □ Applicable √ Not applicable Unit: Yuan Net profit attributable to the shareholders of the Net assets attributable to the shareholders of the listed company listed company 2018 2017 Ending balance Beginning balance According to Chinese 1,036,493,236.07 1,600,110,229.77 19,126,258,116.67 14,315,588,729.00 accounting standards Items and amounts adjusted according to IFRS: No difference 2. Differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese accounting standards. □ Applicable √ Not applicable There are no differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese accounting standards during the reporting period. 3. Reasons of differences between domestic and foreign accounting standards □ Applicable √ Not applicable VIII. Main Financial Index by Quarters Unit: Yuan First quarter Second quarter Third quarter Fourth quarter Operation income 11,641,518,226.15 11,799,729,150.99 13,313,390,671.44 13,427,231,672.96 Net profit attributable to the 350,629,492.24 406,322,495.35 68,230,224.01 211,311,024.47 shareholders of the listed company Net profit after deducting non-recurring gain/loss attributable 347,300,210.06 377,622,745.92 51,745,834.18 316,396,350.43 to the shareholders of listed company Net cash flows generated by -8,871,507,868.81 730,519,741.47 6,933,467,399.98 3,619,937,841.93 operating activities Whether significant variances exist between the above financial index or the index with its sum and the financial index of the quarterly report as well as semi-annual report index disclosed by the Company □ Yes √ No IX. Items and Amount of Non-recurring Profits and Losses √ Applicable □ Not applicable Unit: Yuan Item 2018 2017 2016 Notes Gains and losses on disposal of non-current
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