Annual Report Important Notice

Annual Report Important Notice

2019 Annual Report Important Notice I. The board of directors (the “Board”) and the supervisory committee of the Company (the “Supervisory Committee”) and its directors (the “Directors”), supervisors (the “Supervisors”) and senior management warrant the truthfulness, accuracy and completeness of the information contained in this annual report that there are no false representations, misleading statements contained herein or material omissions, and jointly and severally accept full responsibility. II. Except for Mr. Dong Jiahui, a Director, who did not attend the meeting due to business engagement and appointed Mr. Long Ziping, the Chairman, to exercise his Director voting right by writing, all Directors of the Company attended the Board meeting in relation to, among others, the approval of results for the year ended 31 December 2019. III. The consolidated financial statements of the Company and its subsidiaries (the “Group”) for the year ended 31 December 2019 (the “Reporting Period”) prepared in accordance with PRC Accounting Standards for Business Enterprises (“PRC GAAP”) and International Financial Reporting Standards (“IFRSs”) have been audited by Ernst & Young Hua Ming Certified Public Accountants LLP (domestic auditor) and Ernst & Young (overseas auditor) respectively with standard unqualified audit report issued. IV. The person in charge of the Company, Mr. Long Ziping, the person in charge of accounting, Mr. Yu Tong, and Manager of Finance Department (accounting chief), Mr. Ai Fuhua, hereby warrant the truthfulness, accuracy and completeness of the financial report as set out in the annual report. V. Proposal of profit distribution plan or transfer of capital reserve to share capital during the Reporting Period after consideration by the Board The Board has recommended distributing to all shareholders a final dividend of RMB0.10 per share (inclusive of tax) for 2019. The Board did not recommend transfer of capital reserve to share capital or issue of bonus shares. VI. Statement for the risks involved in the forward-looking statement This annual report contains forward-looking statements that involve future plans and development strategies which do not constitute a commitment by the Company to its investors. Investors should be aware of the investment risks. VII. There is no misappropriation of funds by the controlling shareholders and their connected parties for non-operation purpose. VIII. There is no external guarantee made in violation of the required decision-making procedures. IX. Notice of principal risks The Company has described the industrial risks in details in the report. Please refer to the content of “Discussion and analysis on the future development of the Company – Potential risks” under the section headed “Management Discussion and Analysis” of this report. X. Others Unless otherwise specified, financial data involved in this report was extracted from audited consolidated financial statements of the Group prepared in accordance with the PRC GAAP. CONTENTS Definitions 2 Corporate Profile 4 Summary of Accounting Data and Financial Indicators 6 Business Overview of the Company 12 Management Discussion and Analysis 20 Report of the Board 58 Report of the Supervisory Committee 91 Corporate Governance Report 93 Internal Control 108 Corporate Bonds 117 Significant Events 121 Financial Accounting Report 164 Financial Summary 344 Definitions Terms used herein, unless otherwise specified, shall have the same meanings ascribed to them as follow: Definitions to the frequently-used terms: Audit Committee means the independent audit committee of the Company Board means the board of Directors Company or Jiangxi Copper means Jiangxi Copper Company Limited copper concentrate means the concentrate from low grade ore containing copper achieving certain quality indicators through processing procedures, which can be directly used for smeltery in smelting plants copper contained in means the amount of copper in copper concentrate copper concentrate CSRC means China Securities Regulatory Commission Director(s) means the director(s) of the Company Group means the Company and its subsidiaries Humon Smelting means Shandong Humon Smelting Co., Ltd. IFRSs means International Financial Reporting Standards JCC means Jiangxi Copper Corporation Limited (formerly known as Jiangxi Copper Corporation) and its subsidiaries, but excluding the Group Listing Rules means the Rules Governing the Listing of Securities on the Stock Exchange LME means London Metal Exchange 2 Jiangxi Copper Company Limited Definitions Ministry of Finance means The Ministry of Finance of the People’s Republic of China PRC means The People’s Republic of China PRC GAAP means the PRC Accounting Standards Reporting Period means the year ended 31 December 2019 SSE means Shanghai Stock Exchange Stock Exchange means The Stock Exchange of Hong Kong Limited Supervisor(s) means the supervisor(s) of the Company Supervisory Committee means the supervisory committee of the Company In this annual report, the English names of certain PRC entities are translations of their Chinese versions, and are included herein for identification purposes only. In the event of any inconsistency, the Chinese versions shall prevail. 2019 Annual Report 3 Corporate Profile I. CORPORATE INFORMATION Name of the Company in Chinese 江西銅業股份有限公司 Chinese abbreviation 江西銅業 Name of the Company in English Jiangxi Copper Company Limited English abbreviation JCCL Legal representative Long Ziping II. CONTACT PERSONS AND CONTACT METHODS Securities Affairs Secretary to the Board Representative Name (Chairman of the Board takes up Lu Gaoming the responsibilities of Secretary to the Board) Address 7666 Changdong Avenue, High- 7666 Changdong Avenue, tech Development Zone, High-tech Development Zone, Nanchang, Jiangxi Province, Nanchang, Jiangxi Province, the People’s Republic of China the People’s Republic of China Telephone (86)791-82710117 (86)791-82710112 Facsimile (86)791-82710114 (86)791-82710114 E-mail [email protected] [email protected] III. BASIC INFORMATION Registered address of the Company 15 Yejin Avenue, Guixi City, Jiangxi Province, the People’s Republic of China Postal code of the registered 335424 address of the Company Office address of the Company 7666 Changdong Avenue, High-tech Development Zone, Nanchang, Jiangxi Province, the People’s Republic of China Postal code of the office address 330096 of the Company Website of the Company http://www.jxcc.com E-mail [email protected] 4 Jiangxi Copper Company Limited Corporate Profile IV. INFORMATION DISCLOSURE AND PLACE OF INSPECTION Media selected by the Company Shanghai Securities News for information disclosure Website designated by CSRC for www.sse.com.cn publishing the annual report Place for inspection of annual report 7666 Changdong Avenue, High-tech Development Zone, Nanchang, Jiangxi Province, the People’s Republic of China V. INFORMATION ON THE COMPANY’S SHARES Securities’ information of the Company Class of shares Stock Exchange of listing shares Stock abbreviation Stock code A Shares Shanghai Stock Exchange Jiangxi Copper 600362 H Shares The Stock Exchange of Jiangxi Copper 358 Hong Kong Limited VI. OTHER RELEVANT INFORMATION Auditor appointed by the Name Ernst & Young Hua Ming LLP Company (Domestic) Office address Level 16, EY Tower, Oriental Plaza, No. 1 East Chang An Avenue, Dong Cheng District, Beijing Name of auditor as Yang Lei (楊磊), Lu Miao (陸苗) signatories Auditor appointed by the Name Ernst & Young Company (Overseas) Office address 22/F, CITIC Tower, 1 Tim Mei Avenue, Central, Hong Kong Sponsor engaged by the Name China International Capital Company to continuously Corporation Limited perform its supervisory Office address 27th and 28th Floors, China World function during the Reporting Tower 2, No. 1 Jianguomenwai Period Avenue, Beijing Name of sponsor Long Liang (龍亮), Du Yiqing (杜禕 representatives 清) as signatories Period of September 2008-December 2019 continuous performance 2019 Annual Report 5 Summary of Accounting Data and Financial Indicators I. SUMMARY OF ACCOUNTING DATA AND FINANCIAL INDICATORS IN THE LAST THREE YEARS (I) Major accounting data (prepared in accordance with PRC GAAP) Unit: Yuan Currency: RMB Increase/ decrease for the period over the same period 2017 Major accounting data 2019 2018 last year After adjustment Before adjustment (%) Revenue 240,360,335,134 215,289,866,760 11.64 205,054,238,934 205,046,854,771 Net profit attributable to shareholders of the Company 2,466,407,085 2,447,475,745 0.77 1,605,632,641 1,604,107,754 Net profit after non-recurring profit and loss items attributable to shareholders of the Company 2,228,726,884 1,388,677,009 60.49 2,387,132,559 2,385,607,672 Net cash flows from operating activities 8,252,296,414 8,182,118,246 0.86 3,284,013,341 3,259,243,125 Increase/ decrease at the end of the period over the end of the same period End of 2017 End of 2019 End of 2018 last year After adjustment Before adjustment (%) Net assets attributable to shareholders of the Company 52,745,619,575 49,766,311,772 5.99 47,550,877,147 47,532,426,878 Total assets 134,913,915,434 102,865,826,951 31.16 97,469,815,440 97,468,655,222 6 Jiangxi Copper Company Limited Summary of Accounting Data and Financial Indicators (II) Major financial indicators (prepared in accordance with PRC GAAP) Currency: RMB Increase/ decrease for the period over the same period 2017 Major financial indicator 2019 2018 last year After adjustment Before adjustment (%) Basic earnings per share 0.71 0.71 0 0.46 0.46 (RMB/share) Diluted earnings per share Not applicable Not applicable Not applicable Not applicable Not applicable (RMB/share) Basic earnings per share after 0.64 0.40 60.00 0.69 0.69 non-recurring profit and loss items (RMB/share) Rate of return on net assets 4.81 5.03 Decreased by 3.39 3.39 (weighted average) (%) 0.22 percentage point Rate of return on net assets after 4.35 2.85 Increased by 5.05 5.05 non-recurring profit and loss 1.50 percentage items (weighted average) (%) points 2019 Annual Report 7 Summary of Accounting Data and Financial Indicators II.

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