1 / 24 | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司主要财务数据和股东变化 | 3 | | 三、 | 重要事项 | 5 | | 四、 | 附录 | 12 | 2016 年第三季度报告 一、 重要提示 1.1 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整， 不存在虚假记载、误导性陈述或者重大遗漏，并承担个别和连带的法律责任。 2016 年第三季度报告 公司代码：600860 公司简称：京城股份 北京京城机电股份有限公司 2016 年第三季度报告 3 / 24 2016 年第三季度报告 | 基本每股收益（元/ | -0.22 | -0.20 | 不适用 | | --- | --- | --- | --- | | 股） | | | | | 稀释每股收益（元/ | -0.22 | -0.20 | 不适用 | | 股） | | | | 非经常性损益项目和金额 1.2 未出席董事情况 | 未出席董事姓名 | 未出席董事职务 | 未出席原因的说明 | 被委托人姓名 | | --- | --- | --- | --- | | 樊勇 | ...

Financial Performance - The company's operating revenue for the first half of 2016 was ¥485,074,778.92, a decrease of 18.91% compared to ¥598,184,100.98 in the same period last year[20]. - The net profit attributable to shareholders of the listed company was -¥62,164,227.60, compared to -¥47,824,744.93 in the previous year, indicating a worsening performance[20]. - The net cash flow from operating activities was -¥1,879,841.43, a significant decline from -¥454,538.78 in the same period last year[20]. - The total assets at the end of the reporting period were ¥1,956,454,872.12, down 5.83% from ¥2,077,492,109.79 at the end of the previous year[20]. - The net assets attributable to shareholders of the listed company decreased by 8.53% to ¥651,899,201.48 from ¥712,663,072.55 at the end of the previous year[20]. - The company's basic and diluted earnings per share for the first half of 2016 were both -0.15 CNY, compared to -0.11 CNY in the same period last year, indicating a decline[21]. - Operating profit was reported at RMB -89,856,268.86, compared to RMB -82,293,149.27 in the previous period, indicating a worsening performance[122]. - Net profit for the period was RMB -81,277,417.71, a decline from RMB -66,774,862.04 year-over-year[124]. - The company reported a total comprehensive income of RMB -78,503,635.21, compared to RMB -66,802,606.58 in the previous period[124]. Revenue and Costs - Revenue for the first half of 2016 was 485,074,778.92 CNY, a decrease of 18.91% from 598,184,100.98 CNY in the previous year[27]. - Operating costs also decreased by 18.51%, from 563,222,411.06 CNY to 458,962,623.15 CNY, reflecting the reduction in revenue[29]. - Total operating revenue decreased by 18.13% year-on-year, with domestic revenue down by 3.27% and international revenue down by 27%[39]. - The total sales amount for the period was 461.16 million yuan, down from 563.31 million yuan in the previous period[47]. Cash Flow and Liquidity - The company's cash and cash equivalents decreased by 42.1% compared to the beginning of the period, attributed to a reduction in cash received from sales[34]. - The total income from operating activities was 32,088.29 million CNY, while cash outflows amounted to 32,276.27 million CNY, resulting in a net cash flow from operating activities of -187.98 million CNY[64]. - The company reported a net cash flow from investing activities of -2,805.44 million CNY, primarily due to increased cash payments for fixed asset purchases[65]. - The company reported a net increase in cash and cash equivalents of -75,246,676.09 RMB, compared to -10,024,389.17 RMB in the previous period, indicating a significant cash depletion[131]. Assets and Liabilities - The company's total assets were 195,645.49 million CNY, with a debt-to-asset ratio of 45.23% at the end of the reporting period[68]. - Total liabilities decreased from CNY 927,518,552.80 to CNY 884,984,950.34, a decline of about 4.6%[117]. - The company's equity attributable to shareholders decreased from CNY 712,663,072.55 to CNY 651,899,201.48, a drop of approximately 8.5%[117]. - Cash and cash equivalents decreased from CNY 182,276,574.47 to CNY 105,529,898.38, a decline of about 42%[116]. Research and Development - Research and development expenses increased by 85.78%, rising from 2,816,577.08 CNY to 5,232,563.66 CNY, indicating a focus on product development[27]. Corporate Governance and Compliance - The report was not audited, and the management has confirmed the accuracy and completeness of the financial report[4]. - The company has ensured compliance with the corporate governance code and has maintained accurate and timely information disclosure[96]. - The auditor issued an unqualified opinion regarding the related party transactions disclosed during the reporting period, affirming their compliance with the relevant agreements[86]. Related Party Transactions - The company confirmed that the related party transactions do not affect its independence and do not harm the interests of shareholders, particularly minority shareholders[86]. - Independent non-executive directors confirmed that the related party transactions were conducted in the normal course of business and on normal commercial terms, ensuring fairness and reasonableness for shareholders[86]. Strategic Initiatives - The company plans to accelerate structural adjustments and transformation upgrades in response to market conditions, focusing on cost reduction and efficiency improvement[25]. - The company aims to enhance its capabilities in natural gas solutions and expand into new fields such as military and aerospace applications for hydrogen fuel cells[26]. - The company is exploring strategic partnerships and investments to diversify its business and improve profitability[25]. Employee and Training - The company employed 1,785 individuals during the reporting period, with total employee compensation amounting to 68.26 million CNY[70]. - In the first half of 2016, the company completed 76 training sessions involving 951 participants, with an average training duration of 15.15 hours per person[73]. Shareholder Information - The total number of shareholders at the end of the reporting period was 23,234, including 23,168 A-share holders and 66 H-share holders[105]. - The largest shareholder, Beijing Jingcheng Machinery Electric Holding Company, held 180,620,000 shares, with no changes during the reporting period[107]. Accounting Policies - The financial statements for the first half of 2016 comply with the requirements of the accounting standards, reflecting the company's financial position and operating results accurately[152]. - The company recognizes financial assets or liabilities when it becomes a party to the financial instrument contract[163]. - The company assesses impairment of financial assets and recognizes impairment losses based on the present value of expected future cash flows[167].

Financial Performance - Operating revenue fell by 21.07% to CNY 229,373,055.81 year-on-year[6] - Net profit attributable to shareholders of the listed company was a loss of CNY 32,787,270.48, compared to a loss of CNY 24,913,669.16 in the same period last year[6] - Basic and diluted earnings per share were both CNY -0.07, compared to CNY -0.06 in the same period last year[6] - Total profit decreased to -¥42,876,552.18 from -¥32,424,359.38, attributed to a year-on-year decline in operating revenue[11] - The net loss for Q1 2016 was ¥43,664,095.66, compared to a net loss of ¥33,024,650.90 in Q1 2015, representing a 32.5% increase in losses[32] - The basic and diluted earnings per share for Q1 2016 were both -¥0.07, compared to -¥0.06 in Q1 2015[33] Cash Flow and Liquidity - Cash flow from operating activities showed a net outflow of CNY 27,233,037.35, compared to a net outflow of CNY 25,192,622.61 in the previous year[6] - The net cash flow from operating activities was -27,233,037.35 RMB, slightly worse than -25,192,622.61 RMB in Q1 2015[38] - Cash inflow from operating activities totaled 135,682,690.05 RMB, down 12.2% from 154,636,160.22 RMB in the previous year[38] - The total cash and cash equivalents at the end of the period was 93,969,562.07 RMB, up from 62,751,628.76 RMB at the end of Q1 2015, indicating improved liquidity[39] - The company reported a decrease in cash received from sales of goods and services, totaling 125,987,592.64 RMB, down 17.5% from 152,767,789.56 RMB in the previous year[37] - The company received 6,719,462.44 RMB in tax refunds during the quarter, contributing positively to cash flow[38] Assets and Liabilities - Total assets decreased by 4.22% to CNY 1,989,807,728.99 compared to the end of the previous year[6] - The company's current assets totaled CNY 793,297,251.99, down from CNY 877,563,455.51 at the beginning of the year, indicating a decrease of about 9.59%[23] - Total liabilities decreased to CNY 883,498,267.66 from CNY 927,518,552.80, a reduction of about 4.75%[25] - The company's equity attributable to shareholders decreased to CNY 682,331,423.25 from CNY 712,663,072.55, indicating a decline of approximately 4.25%[25] Shareholder Information - The total number of shareholders reached 25,451, with 25,385 being A-share shareholders[10] - The largest shareholder, Beijing Jingcheng Electromechanical Holding Co., Ltd., holds 42.80% of the shares[10] Government Support and Income - The company received government subsidies amounting to CNY 96,788.00 related to short-term export credit insurance[8] - The company reported a non-operating income of CNY 1,147,044.02 during the period[9] - Investment income surged by 1,144.83% to ¥2,634,176.60 from ¥211,608.86, mainly due to increased profits from joint ventures[11] Restructuring and Commitments - The company is actively promoting a major asset restructuring, with auditing and evaluation of related assets nearing completion[14] - The company plans to issue shares to purchase assets and raise matching funds, with the restructuring proposal approved by the board on November 26, 2015[13] - The major shareholder Beijing Jingcheng Holdings committed to ensuring that transactions between the company and its controlled enterprises will follow fair market principles and comply with legal disclosure obligations[17] - Beijing Jingcheng Holdings also promised to maintain the independence of the company in terms of personnel, assets, finance, organization, and business after the completion of the major asset restructuring[17] - The company has committed to assume responsibility for early repayment of debts or providing guarantees if creditors request it during the major asset restructuring process[19] - Beijing Jingcheng Holdings has pledged to fully compensate for any losses incurred by Tianhai Industrial due to relocation issues related to leased properties[19] - The company confirmed that the equity transfer of 17.01% in Beijing Beiying Casting Co., Ltd. has been recognized as completed and will no longer be recorded as a long-term investment[19] Operational Costs - Total operating costs for Q1 2016 were ¥277,912,402.55, down 13.9% from ¥322,607,238.06 year-over-year[32] - Sales expenses rose by 58.93% to ¥16,292,580.79 from ¥10,251,492.32, driven by efforts to build a quality sales team and adapt to market demands[11] - Operating tax and additional charges increased by 33.09% to ¥2,485,419.85 from ¥1,867,520.86, primarily due to higher export tax rebates[12] - The company paid 48,063,645.37 RMB in employee compensation, a decrease from 65,750,655.77 RMB in the same period last year, reflecting cost-cutting measures[38] Foreign Exchange and Other Losses - The company experienced a foreign exchange loss of 67,507.72 RMB, contrasting with a gain of 1,411,161.05 RMB in the previous year, impacting overall cash flow[39] - The company has not experienced any losses due to claims and has not violated any commitments related to the asset restructuring as of the reporting date[20]

Financial Performance - The net profit attributable to shareholders for the reporting period was -207.81 million RMB, with an undistributed profit at year-end of -439.87 million RMB, leading to no profit distribution for 2015[3]. - The company's operating revenue for 2015 was CNY 1,076,596,258.89, a decrease of 40.40% compared to CNY 1,806,333,093.44 in 2014[24]. - The net profit attributable to shareholders for 2015 was a loss of CNY 207,817,373.56, representing a decline of 1,070.37% from a profit of CNY 21,416,206.70 in 2014[24]. - The total assets at the end of 2015 were CNY 2,077,492,109.79, down 17.16% from CNY 2,507,883,349.66 in 2014[25]. - The basic earnings per share for 2015 was -CNY 0.49, a decrease of 1,080.00% compared to CNY 0.05 in 2014[26]. - The weighted average return on equity for 2015 was -25.46%, a decrease of 27.79 percentage points from 2.33% in 2014[26]. - The company's net assets attributable to shareholders decreased by 22.50% to CNY 712,663,072.55 in 2015 from CNY 919,530,631.51 in 2014[25]. - The company reported a total of CNY 12,045,657.31 from non-operating income in 2015, compared to CNY 81,540,465.35 in 2014[29]. - The company's fourth-quarter net profit attributable to shareholders was a loss of CNY 125,353,091.29, with a total revenue of CNY 236,391,352.80[28]. - The company’s cash flow from operating activities for 2015 was CNY 145,654,400.12, compared to a negative cash flow of CNY 107,897,373.68 in 2014[24]. Market Conditions - The company faces risks from continuous industry capacity expansion, leading to severe overcapacity and intensified competition in the natural gas market[4]. - The global economic environment remains challenging, with international crude oil prices dropping nearly by half, reducing the internal driving force for natural gas development[4]. - The company has faced a decline in sales revenue due to decreased demand for products such as SI type LNG cylinders and low-temperature storage tanks, influenced by the macroeconomic environment and oil-gas price differentials[36]. - The international market revenue decreased by 21.83%, despite stable business operations overseas, due to fierce competition[63]. - The industrial gas sector is expected to remain sluggish in 2016, with air separation unit operating rates projected to fall below 70%[69]. Strategic Initiatives - The company is undergoing a significant asset restructuring, with risks associated with the transaction detailed in the report[6]. - The company has initiated a strategic planning group for the "13th Five-Year Plan" to guide its future development and transformation[39]. - The company is focusing on strategic partnerships with key suppliers and customers to enhance competitiveness and secure stable orders[34]. - The company plans to enhance market expansion by improving brand management and product differentiation across high, medium, and low-end products[41]. - The company is exploring new product development and market expansion opportunities despite facing challenges from overcapacity and market competition[39]. Operational Efficiency - In 2015, the company implemented 95 cost control measures aimed at reducing inventory, accounts receivable, and costs to enhance economic efficiency[40]. - The company reported a significant decrease in sales expenses by 26.87% to RMB 75,076,845.20, and a reduction in financial expenses by 67.38% to RMB 13,645,237.16[47]. - Research and development expenses were RMB 14,150,447.32, down 11.58% from the previous year[47]. - The company aims to implement a division management model to improve independent operational awareness among subsidiaries[42]. - The introduction of ERP software aims to standardize management processes and improve operational efficiency[43]. Corporate Governance - The company has not reported any non-operating fund occupation by controlling shareholders or related parties[5]. - There are no violations of decision-making procedures regarding external guarantees[6]. - The company has confirmed that all related party transactions were conducted under normal commercial terms and were fair to shareholders[104]. - The company has made amendments to its profit distribution policy in accordance with regulatory requirements, but no dividends were declared due to negative retained earnings[115]. - The company has not faced any risks of suspension from listing during the reporting period[124]. Employee and Social Responsibility - The company conducted health checks for all employees and implemented measures to improve the working environment, reducing exposure to harmful factors[155]. - The company had over 1,200 employees participating in health insurance programs, with a total compensation amounting to 13,581 yuan for 15 claims in 2015[156]. - All migrant workers have signed labor contracts, and their wages are paid on time and in full, with no instances of wage arrears reported[156]. - The company participated in the "Communist Party Members Donate Love" campaign, with 359 participants donating a total of 17,160 yuan[149]. - The company has made significant contributions to environmental protection and energy conservation through its product offerings and partnerships[148]. Shareholder Information - The company’s major shareholder, Beijing Jingcheng Machinery Holdings Co., Ltd., holds approximately 42.80% of the company's equity[10]. - The controlling shareholder reduced its stake by 21 million shares, decreasing the holding ratio from 47.78% to 42.80%[168]. - The total number of ordinary shares remains unchanged at 422 million shares, with 100% being tradable[167]. - The number of ordinary shareholders increased to 31,510, with 31,444 being A-share shareholders[174]. - The top ten shareholders hold a total of 180,620,000 shares, representing 42.80% of the total shares[176].

Financial Performance - Net profit attributable to shareholders was CNY -82,464,282.27, a decline of 191.07% year-on-year[7] - Operating revenue for the first nine months was CNY 840,204,906.09, down 44.55% from CNY 1,515,179,387.53 in the same period last year[7] - Basic and diluted earnings per share were both CNY -0.20, a decrease of 195.24% compared to CNY 0.21 in the previous year[8] - The weighted average return on equity decreased by 20.06% to -9.39%[7] - The company reported a net loss of CNY 100,210,784.83 after deducting non-recurring gains and losses[7] - Net profit decreased by 236.25% to -¥119,555,593.59, primarily due to a reduction in total profit[15] - The total profit for Q3 2015 was a loss of CNY 52,040,802.39, compared to a profit of CNY 67,331,171.94 in the same quarter last year[34] - The total comprehensive income for Q3 2015 was a loss of CNY 50,832,655.89, compared to a gain of CNY 69,175,021.07 in Q3 2014[35] Cash Flow - The net cash flow from operating activities was CNY 88,319,600.89, a significant recovery from CNY -29,576,775.80 in the previous year[7] - The company experienced a 119.43% decrease in net cash flow from investing activities to -¥32,679,135.04, influenced by cash received from the disposal of subsidiaries in the previous year[15] - Cash inflow from operating activities totaled $1,211,725.67, a decrease from $2,951,472.79 year-over-year[43] - Cash outflow from operating activities was $5,329,838.69, down from $6,491,275.50 in the previous year, reflecting a reduction of about 17.9%[43] - The total cash and cash equivalents at the end of the period stood at $6,656,039.55, down from $12,768,556.42 year-over-year, representing a decrease of approximately 47.9%[44] Assets and Liabilities - Total assets decreased by 6.99% to CNY 2,332,478,888.18 compared to the end of the previous year[7] - Total current assets decreased from CNY 1,239,660,991.23 at the beginning of the year to CNY 1,046,984,111.17, a decline of approximately 15.5%[28] - Total liabilities decreased from CNY 1,063,124,025.30 to CNY 1,005,354,826.30, a reduction of approximately 5.4%[29] - The company's equity attributable to shareholders decreased from CNY 919,530,631.51 to CNY 838,023,472.52, a decrease of approximately 8.9%[29] - Cash and cash equivalents decreased by 37.85% to ¥101,907,988.16 due to reduced cash received from sales[14] Operational Changes - The company has not disclosed any new product developments or market expansion strategies in this report[7] - There were no significant mergers or acquisitions reported during this period[7] - The company is in the process of a major asset restructuring, with a framework agreement signed with Beijing Jingcheng Electromechanical Holding Co., Ltd.[16] - The company plans to disclose progress on the major asset restructuring every five trading days during the suspension period[16] Commitments and Responsibilities - The company has committed to maintaining the independence of its operations post-restructuring, ensuring no improper benefits from related transactions[18] - The company has committed to fully compensate Tianhai Industrial for any losses incurred during relocation due to property lease issues[21] - The company has acknowledged existing defects in the assets to be disposed of and will bear any losses or legal responsibilities arising from these defects[22] - The company has committed to ensure that any losses from asset defects will not lead to claims against Beiying Co.[21] - The company has not faced any claims or losses due to the restructuring process as of the latest disclosure[23]