[Section I Definitions](index=6&type=section&id=Section%20I%20Definitions) This section defines key terms used throughout the report [Section II Company Profile and Key Financial Indicators](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators) [Company Basic Information](index=8&type=section&id=Company%20Basic%20Information) This chapter details the company's fundamental corporate information, including names, addresses, key contacts, and disclosure channels Company Basic Information | Item | Information | | :--- | :--- | | **Company Chinese Name** | 中国外运股份有限公司 | | **Company Chinese Abbreviation** | 中国外运 | | **Foreign Name** | SINOTRANS LIMITED | | **Legal Representative** | Li Guanpeng | | **Board Secretary** | Li Shichu | | **Securities Affairs Representative** | Lu Ronglei | | **Registered Address** | Building A, Jinyun Building, No. 43 North Xizhimen Street, Haidian District, Beijing, China | | **Office Address** | Building B, Sinotrans Building, No. 10, Courtyard 5, Anding Road, Chaoyang District, Beijing, China | | **Company Website** | www.sinotrans.com | Stock Information | Stock Type | Listing Exchange | Stock Abbreviation | Stock Code | | :--- | :--- | :--- | :--- | | H Shares | Hong Kong Stock Exchange | Sinotrans | 0598 | | A Shares | Shanghai Stock Exchange | Sinotrans | 601598 | [Key Accounting Data and Financial Indicators](index=10&type=section&id=Key%20Accounting%20Data%20and%20Financial%20Indicators) In H1 2021, the company achieved robust performance, with operating revenue growing 55.38% to **RMB 61.68 billion** and net profit attributable to shareholders increasing 77.93% to **RMB 2.16 billion** 2021 H1 Key Accounting Data (Consolidated Statements) | Key Accounting Data | Current Period (Jan-Jun) (RMB) | Prior Year Period (RMB) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 61,676,723,089.91 | 39,693,676,126.08 | 55.38 | | Net Profit Attributable to Shareholders of Listed Company | 2,162,515,209.01 | 1,215,350,161.87 | 77.93 | | Net Profit Attributable to Shareholders (Excl. Non-recurring Items) | 1,836,195,770.32 | 1,087,610,969.83 | 68.83 | | Net Cash Flow from Operating Activities | 263,421,160.87 | 519,563,054.18 | -49.30 | | **Indicator** | **End of Current Period (RMB)** | **End of Prior Year (RMB)** | **Period-end vs. Prior Year-end Change (%)** | | Net Assets Attributable to Shareholders of Listed Company | 31,669,015,302.57 | 30,448,004,705.75 | 4.01 | | Total Assets | 72,679,373,118.70 | 65,818,698,691.93 | 10.42 | 2021 H1 Key Financial Indicators | Key Financial Indicators | Current Period (Jan-Jun) | Prior Year Period | Change | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (RMB/share) | 0.2922 | 0.1642 | 77.93% | | Weighted Average Return on Net Assets (%) | 6.87 | 4.18 | Increased by **2.69 percentage points** | | Weighted Average Return on Net Assets (Excl. Non-recurring Items) (%) | 5.83 | 3.74 | Increased by **2.09 percentage points** | - Performance growth was primarily driven by the company's strategic focus on "Five Channels + One Platform + N Product Business Units," enhancing end-to-end supply chain operational capabilities, leading to rapid growth in air freight, ocean freight forwarding, and contract logistics, alongside a significant increase in investment income from associates and joint ventures[27](index=27&type=chunk) [Non-recurring Gains and Losses](index=11&type=section&id=Non-recurring%20Gains%20and%20Losses) Non-recurring gains and losses totaled **RMB 326 million** in the reporting period, mainly from fair value changes in financial assets and government grants 2021 H1 Non-recurring Gains and Losses | Item | Amount (RMB) | | :--- | :--- | | Disposal gains/losses on non-current assets | 56,416,309.96 | | Government grants recognized in current profit/loss | 127,744,862.90 | | Fair value changes and disposal gains/losses on trading financial assets/liabilities | 169,513,984.41 | | Reversal of impairment provisions for receivables and contract assets | 35,193,514.83 | | Other non-operating income/expenses and defined profit/loss items | 27,927,080.85 | | **Subtotal** | **418,799,677.42** | | Less: Income tax impact | 86,962,532.64 | | Less: Impact on minority interests | 5,517,706.09 | | **Total** | **326,319,438.69** | [Section III Management Discussion and Analysis](index=12&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis) [Principal Business and Industry Overview](index=12&type=section&id=Principal%20Business%20and%20Industry%20Overview) The company's core business spans professional logistics, agency, and e-commerce, operating within a high-demand, high-freight-rate market environment - The company's principal business comprises three segments: **Professional Logistics** (core business, including contract logistics, project logistics), **Agency and Related Businesses** (foundational business, including ocean, air, and rail agency), and **E-commerce Business** (innovative business, including cross-border e-commerce logistics, e-commerce platforms)[31](index=31&type=chunk)[33](index=33&type=chunk)[35](index=35&type=chunk) - In the first half of 2021, China's total foreign trade import and export value reached **RMB 18.07 trillion**, a **27.1% year-on-year increase**, driving strong demand for the logistics industry[36](index=36&type=chunk) - The ocean shipping market experienced severe supply-demand imbalance, with the China Containerized Freight Index (CCFI) rising to a new high of **2,483.60 points in June 2021**; global air cargo demand grew **8% compared to 2019**, with capacity remaining tight[38](index=38&type=chunk)[40](index=40&type=chunk) - The number of China-Europe freight train services and the scale of the cross-border e-commerce market continued to grow rapidly, with **7,377 trains dispatched** in the first half, a **43% year-on-year increase**[41](index=41&type=chunk)[42](index=42&type=chunk) [Core Competitiveness Analysis](index=18&type=section&id=Core%20Competitiveness%20Analysis) The company's core strengths include its global network, specialized logistics solutions, end-to-end supply chain model, market leadership, and technological innovation - Possesses an extensive domestic service network (covering **32 provinces and cities** nationwide) and overseas service network (covering **40 countries and regions** with **65 self-operated outlets), benefiting from synergies with China Merchants Group businesses[43](index=43&type=chunk) - Demonstrates strong professional logistics solution capabilities, focusing on key industries such as consumer goods, automotive, electronics, and healthcare, providing customized, integrated logistics solutions for industry-leading clients[44](index=44&type=chunk) - Provides end-to-end one-stop full supply chain services by strengthening the development of five major channels: water, land, air, rail, and multimodal transport, particularly optimizing operational efficiency in air freight through chartered flights and controlled capacity[45](index=45&type=chunk) - Continuously promotes digital transformation, with a technology R&D team of **646 people** as of the reporting period end; the self-developed automotive transport management platform (SDCC system) has launched **732 projects**, and the "Yun Yi Tong" online platform's revenue grew **187%** in the first half[46](index=46&type=chunk)[47](index=47&type=chunk) [Discussion and Analysis of Operations](index=20&type=section&id=Discussion%20and%20Analysis%20of%20Operations) In H1 2021, the company achieved strong revenue growth of **55%** to **RMB 61.68 billion** and **78%** net profit growth to **RMB 2.16 billion**, driven by robust performance across all segments - The company focuses on "Five Channels + One Platform + N Product Business Units" to accelerate the establishment of a full-network operation structure, enhancing end-to-end supply chain operational capabilities and achieving simultaneous improvements in operational quality and efficiency[49](index=49&type=chunk) Financial Performance by Business Segment (2021 H1) | Business Segment | External Revenue (RMB 100M) | YoY Change | Segment Profit (RMB 100M) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | **Professional Logistics** | 117.34 | +16.49% | 4.45 | +37.41% | | **Agency and Related Businesses** | 422.64 | +56.55% | 11.14 | +24.88% | | **E-commerce Business** | 76.79 | +192.75% | 1.00 | +68.30% | | **Total** | **616.77** | **+55.38%** | **16.58** | **+31.66%** | - Air freight channel business volume reached **460,000 tons**, a **80% year-on-year increase**; operating revenue and segment profit increased by **100% and 54%** respectively[56](index=56&type=chunk) - Contract logistics revenue was **RMB 9.02 billion**, up **18%** year-on-year; segment profit was **RMB 366 million**, up **14%** year-on-year[57](index=57&type=chunk) Key Business Operational Data (2021 H1) | Business | Volume | YoY Growth | | :--- | :--- | :--- | | Ocean Freight Forwarding | 6.883 million TEU | +18.1% | | Air Freight Channel | 460,000 tons | +80.4% | | Rail Freight Forwarding | 151,000 TEU | +91.1% | | Cross-border E-commerce Logistics | 244.864 million orders | +165.7% | [Principal Business Analysis](index=28&type=section&id=Principal%20Business%20Analysis) Operating revenue and costs increased by over **55%** due to higher volume and freight rates, while operating cash flow decreased due to policy changes and prepayments Financial Statement Key Item Variation Analysis | Item | Current Period (RMB 100M) | Prior Year Period (RMB 100M) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 616.77 | 396.94 | 55.38 | | Operating Cost | 588.54 | 374.18 | 57.29 | | Net Cash Flow from Operating Activities | 2.63 | 5.20 | -49.30 | | Net Cash Flow from Investing Activities | -1.16 | -11.38 | N/A | | Net Cash Flow from Financing Activities | 12.51 | -2.47 | N/A | - The decrease in net cash flow from operating activities was mainly due to a lower base in the prior year period from national social security fee exemptions and increased prepayments for chartered flights due to business growth in the current period[71](index=71&type=chunk)[74](index=74&type=chunk) - Fair value change gains amounted to **RMB 168 million** in the current period, primarily due to the increase in fair value of the company's shares in JD Logistics (HK.02618) after its listing[78](index=78&type=chunk) [Analysis of Assets and Liabilities](index=32&type=section&id=Analysis%20of%20Assets%20and%20Liabilities) Total assets increased **10.42%** to **RMB 72.68 billion**, with notable changes in receivables, prepayments, and short-term borrowings Balance Sheet Key Item Changes | Item Name | Current Period End (RMB) | Prior Year End (RMB) | Change (%) | | :--- | :--- | :--- | :--- | | Accounts Receivable | 14,338,201,560.07 | 11,020,529,018.23 | 30.10 | | Prepayments | 4,157,004,618.97 | 2,708,263,877.18 | 53.49 | | Short-term Borrowings | 2,354,865,609.64 | 502,472,110.58 | 368.66 | | Non-current Liabilities Due Within One Year | 2,170,085,347.25 | 6,251,548,647.08 | -65.29 | | Bonds Payable | 1,997,057,534.25 | – | N/A | - As of the end of the reporting period, the company's overseas assets amounted to **RMB 19.054 billion**, accounting for **26.22%** of total assets[82](index=82&type=chunk) [Investment Status Analysis](index=34&type=section&id=Investment%20Status%20Analysis) Long-term equity investments grew **13.75%** to **RMB 8.82 billion**, primarily from increased equity method earnings from key associates and joint ventures - The ending balance of long-term equity investments was **RMB 8.817 billion**, an increase of **RMB 1.066 billion (+13.75%)** from the beginning of the year, mainly from profit/loss adjustments of Sinotrans-DHL (increase of **RMB 916 million**) and China Merchants Ro-Ro (increase of **RMB 93 million**)[84](index=84&type=chunk) - The company holds JD Logistics shares through CHINA MERCHANTS LOGISTICS SYNERGY LIMITED, whose listing led to an increase of **RMB 168 million** in fair value change gains during the reporting period[78](index=78&type=chunk) Key Holding Subsidiaries Operating Performance (2021 H1) | Company Name | Business Nature | Total Assets (RMB 1,000) | Net Assets (RMB 1,000) | Net Profit (RMB 1,000) | | :--- | :--- | :--- | :--- | :--- | | Sinotrans Logistics Co., Ltd. | Professional Logistics | 2,062,794.38 | 783,720.49 | 22,303.25 | | Sinotrans Air Development Co., Ltd. | Air Freight Forwarding & Express | 1,352,998.97 | 1,085,929.66 | 111,455.12 | | Sinotrans South China Co., Ltd. | Freight Forwarding, Professional Logistics | 933,164.56 | 667,782.32 | 17,376.46 | | Sinotrans East China Co., Ltd. | Freight Forwarding, Professional Logistics | 738,268.49 | 259,691.62 | 22,794.72 | [Company Development Strategy and Business Plan](index=37&type=section&id=Company%20Development%20Strategy%20and%20Business%20Plan) The "14th Five-Year Plan" emphasizes "full-network operation" via an integrated "network + product + platform + model" strategy, targeting digital products and intelligent operations - The core of the "14th Five-Year Plan" strategy is "full-network operation," aiming to build an interconnected, online-offline integrated end-to-end channel service system, with platforms coordinating online networks and ecosystem expansion[91](index=91&type=chunk)[92](index=92&type=chunk) - Plans for the second half of the year include accelerating product development, focusing on expanding end-to-end international supply chain logistics products, and planning to open **6 premium road freight trunk lines**[93](index=93&type=chunk)[94](index=94&type=chunk) - Regarding overseas layout, the company will "deeply cultivate Hong Kong, meticulously cultivate Southeast Asia," establish new entities in Vietnam and Laos, and promote the layout of European outlets with KLG as the core[96](index=96&type=chunk) [Potential Risks](index=39&type=section&id=Potential%20Risks) The company faces risks from macroeconomic volatility, intense competition, operational complexities, procurement management, and credit control - Macroeconomic risks: Global economic recovery uncertainties and high freight rates pose challenges to the supply chain; the company will dynamically adjust its business structure, leverage its train and chartered flight advantages, and strengthen domestic business expansion[98](index=98&type=chunk) - Industry competition risks: Intense homogenization in the logistics industry and entry of cross-industry competitors like e-commerce and shipping companies; the company will strengthen resource controllability and achieve economies of scale through its "Five Channels + One Platform + N Product Business Units" operating network[99](index=99&type=chunk) - Operational risks: Complexities in end-to-end supply chain services demand high operational efficiency and quality; the company will integrate processes, systems, and data through digital means and improve its internal control system[100](index=100&type=chunk) - Procurement management risks: Fluctuations in supplier procurement quality and costs may lead to losses; the company will strengthen supplier classification and grading management, standardize procurement processes, and share resources[101](index=101](index=101&type=chunk) - Credit and accounts receivable risks: Changes in customer creditworthiness due to the pandemic and high freight rates may lead to collection difficulties; the company will strengthen pre-approval assessment and in-process warnings, and enhance collection management[102](index=102&type=chunk) [Other Disclosures](index=41&type=section&id=Other%20Disclosures) This section covers other key disclosures, including the Sinotrans Development merger, tax expenses, capital expenditures, and total borrowings - The company is proceeding with the legal procedures for the deregistration of Sinotrans Development's legal entity and the succession of its assets and liabilities following the absorption merger[103](index=103&type=chunk) Other Financial Data Summary (2021 H1) | Item | Amount/Ratio | | :--- | :--- | | Income Tax Expense | **RMB 450 million** | | Capital Expenditure | **RMB 587 million** | | Total Borrowings (Period-end) | **RMB 10.687 billion** | | Asset-Liability Ratio (Period-end) | **53.84%** | | Total Employees (Period-end) | **33,241** | | Interim Dividend | None | [Section IV Corporate Governance](index=44&type=section&id=Section%20IV%20Corporate%20Governance) [Shareholder Meetings, Directors, Supervisors, and Senior Management Changes](index=44&type=section&id=Shareholder%20Meetings%2C%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management%20Changes) The company's 2020 Annual General Meeting approved **19 proposals**, alongside several Board and Supervisory Committee personnel changes during and after the reporting period - On **June 10, 2021**, the company held its 2020 Annual General Meeting, approving all **19 proposals**, including the annual report, profit distribution, and director elections[111](index=111&type=chunk) Changes in Directors and Supervisors | Name | Position Held | Change Type | | :--- | :--- | :--- | | Su Jian | Non-executive Director | Resignation | | Liu Wuwu | Non-executive Director | Election | | Song Dexing | Non-executive Director | Re-designation | | Li Guanpeng | Chairman | Resignation | | Liu Yingjie | Chairman of Supervisory Committee | Resignation | [Profit Distribution](index=45&type=section&id=Profit%20Distribution) The Board did not propose a 2021 interim dividend, while the 2020 annual profit distribution of **RMB 888 million** was approved and disbursed - The Board of Directors did not recommend the payment of an interim dividend for the six months ended **June 30, 2021**[114](index=114&type=chunk) - The 2020 annual profit distribution plan of **RMB 1.2 per 10 shares (pre-tax)**, totaling **RMB 888 million**, was approved and distributed on **July 28, 2021**[115](index=115&type=chunk) [Overview of Corporate Governance](index=46&type=section&id=Overview%20of%20Corporate%20Governance) The company adhered to relevant laws and HKEX Listing Rules' Corporate Governance Code, ensuring standardized governance operations - During the reporting period, the company complied with all code provisions of the Corporate Governance Code in Appendix 14 of the HKEX Listing Rules[117](index=117&type=chunk) - During the reporting period, the company held **3 Board meetings**, approving **25 proposals**; the Audit Committee held **3 meetings**; the Remuneration Committee, Nomination Committee, and Supervisory Committee each held **1, 1, and 3 meetings** respectively[118](index=118&type=chunk)[121](index=121&type=chunk)[122](index=122&type=chunk)[123](index=123&type=chunk)[124](index=124&type=chunk) [Section V Environmental and Social Responsibility](index=49&type=section&id=Section%20V%20Environmental%20and%20Social%20Responsibility) [Environmental Protection](index=49&type=section&id=Environmental%20Protection) The company prioritizes environmental protection and green logistics, reducing energy consumption while achieving revenue growth - The company is not classified as a key pollutant-discharging entity by environmental protection authorities but highly values energy conservation and environmental protection, having formulated the "Energy Conservation and Environmental Protection Management Regulations" and "Comprehensive Emergency Plan for Environmental Incidents"[128](index=128&type=chunk)[131](index=131&type=chunk) - To achieve "dual carbon" goals, the company actively adjusts its business model, vigorously develops multimodal transport, optimizes energy consumption structure, and promotes new energy applications such as photovoltaic power generation and LNG fuel[132](index=132&type=chunk) - During the reporting period, the company's total energy consumption was **40,568 tons of standard coal equivalent**, a **0.71% year-on-year decrease**, achieving a favorable situation of revenue growth alongside reduced energy consumption[133](index=133&type=chunk) [Social Responsibility](index=51&type=section&id=Social%20Responsibility) The company actively supports rural revitalization, donating **RMB 9 million** through the China Merchants Charitable Foundation for projects in key areas - In the first half of 2021, the company donated **RMB 9 million** through the China Merchants Charitable Foundation for rural revitalization projects, with **RMB 6.13 million** already disbursed[135](index=135&type=chunk) - Key assistance projects include: investing **RMB 5 million** to purchase **10 ambulances** for remote areas in Yecheng, Xinjiang; investing **RMB 1.7 million** to support the construction of village-level health clinics and the expansion of a walnut processing factory in Yecheng County[135](index=135&type=chunk) [Section VI Important Matters](index=53&type=section&id=Section%20VI%20Important%20Matters) [Significant Related Party Transactions](index=54&type=section&id=Significant%20Related%20Party%20Transactions) Ongoing related party transactions with China Merchants Group and affiliates, covering logistics, leasing, and financial services, remained within approved annual limits Transportation Logistics Services Transactions with China Merchants Group (Jan-Jun 2021) | Transaction Direction | 2021 Estimated Cap (RMB 100M) | 2021 H1 Actual Amount (RMB 100M) | | :--- | :--- | :--- | | Services provided to China Merchants Group | 25.00 | 4.66 | | Services received from China Merchants Group | 35.00 | 11.33 | Property and Equipment Leasing Transactions with China Merchants Group (Jan-Jun 2021) | Category | 2021 Estimated Cap (RMB 10,000) | 2021 H1 Actual Amount (RMB 10,000) | | :--- | :--- | :--- | | Leased properties and warehouses | 57,000 | 13,520.43 | | Leased out properties and warehouses | 4,000 | 621.31 | | Leased containers and equipment | 1,500 | 302.63 | | Leased out containers and equipment | 20,000 | 4,059.28 | - The company signed a financial services agreement with China Merchants Group Finance Co., Ltd.; as of **June 30, 2021**, the maximum daily deposit balance with the finance company was **RMB 4.781 billion** (cap **RMB 5 billion**), and the maximum daily loan balance was **RMB 311 million** (cap **RMB 10 billion**)[149](index=149&type=chunk) [Significant Contracts and Guarantees](index=60&type=section&id=Significant%20Contracts%20and%20Guarantees) Total external guarantees reached **RMB 4.8 billion**, or **14.31%** of net assets, with all guarantees performing normally External Guarantees (As of June 30, 2021) | Guarantee Category | Guarantee Balance (RMB) | | :--- | :--- | | Guarantees for subsidiaries | 4,688,979,176.58 | | Guarantees for non-subsidiaries | 110,360,678.43 | | **Total Guarantees** | **4,799,339,855.01** | | Total Guarantees as % of Company's Net Assets | 14.31% | [Other Significant Matters](index=61&type=section&id=Other%20Significant%20Matters) Post-reporting period, the company issued **RMB 2 billion** in 5-year corporate bonds at **3.15%**, with no other significant subsequent events - On **July 23, 2021**, the company issued **RMB 2 billion** of 5-year corporate bonds with a coupon rate of **3.15%**[154](index=154&type=chunk) [Section VII Share Changes and Shareholder Information](index=62&type=section&id=Section%20VII%20Share%20Changes%20and%20Shareholder%20Information) [Share Capital Changes](index=62&type=section&id=Share%20Capital%20Changes) No changes occurred in the company's total share capital or structure during the reporting period - During the reporting period, there were no changes in the company's total share capital or share capital structure[156](index=156&type=chunk) [Shareholder Information](index=62&type=section&id=Shareholder%20Information) The company had **51,913** shareholders, with China Merchants Group as the ultimate controlling shareholder, and top shareholders collectively holding over **80%** of shares - As of the end of the reporting period, the company had **51,913** ordinary shareholders[157](index=157&type=chunk) Top Ten Shareholders' Shareholding (As of June 30, 2021) | Shareholder Name | Number of Shares Held (shares) | Percentage (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Sinotrans & CSC Holdings Co., Ltd. | 2,472,216,200 | 33.40 | State-owned Legal Person | | HKSCC NOMINEES LIMITED | 2,107,560,399 | 28.48 | Overseas Legal Person | | China Merchants Group Co., Ltd. | 1,600,597,439 | 21.63 | State-owned Legal Person | | Hong Kong Securities Clearing Company Limited | 207,013,854 | 2.80 | Overseas Legal Person | | DEUTSCHE POST BETEILIGUNGEN HOLDING | 35,616,000 | 0.48 | Overseas Legal Person | | China Everbright Bank Co., Ltd. - BOCOM Schroders Hongguang One-Year Holding Mixed Securities Investment Fund | 24,999,965 | 0.34 | Unknown | | Abu Dhabi Investment Authority | 23,256,938 | 0.31 | Overseas Legal Person | | Chen Jingjian | 16,745,003 | 0.23 | Domestic Natural Person | | Jiang Chunsheng | 11,093,800 | 0.15 | Domestic Natural Person | | Agricultural Bank of China Co., Ltd. - Fullgoal CSI 500 Enhanced Index Securities Investment Fund (LOF) | 10,609,944 | 0.14 | Unknown | - Controlling shareholder Sinotrans & CSC Holdings Co., Ltd. is a wholly-owned subsidiary of the ultimate controlling shareholder China Merchants Group Co., Ltd., forming a concerted action relationship[160](index=160&type=chunk)[163](index=163&type=chunk) [Shareholding of Directors, Supervisors, and Senior Management](index=67&type=section&id=Shareholding%20of%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) No directors, supervisors, or senior management held company shares or debentures, nor were listed securities repurchased, sold, or redeemed - As of **June 30, 2021**, none of the company's directors, supervisors, or chief executives held any interests or short positions in the company's shares or debentures[169](index=169&type=chunk) - During the six months ended **June 30, 2021**, no member of the Group repurchased, sold, or redeemed any of the company's listed securities[170](index=170&type=chunk) [Section IX Bond-Related Information](index=69&type=section&id=Section%20IX%20Bond-Related%20Information) [Corporate Bonds and Debt Financing Instruments](index=69&type=section&id=Corporate%20Bonds%20and%20Debt%20Financing%20Instruments) The company managed outstanding bonds, redeeming **RMB 2.06 billion** of "16 Sinotrans 01" and issuing **RMB 2 billion** of 3-year medium-term notes - The company redeemed principal and interest of **RMB 2.064 billion** for "16 Sinotrans 01" corporate bonds on **March 2, 2021**, and plans to redeem principal and interest of **RMB 1.4 billion** for "16 Sinotrans 03" corporate bonds on **August 24, 2021**[181](index=181&type=chunk) Newly Issued Bonds During Reporting Period | Bond Name | Abbreviation | Code | Issue Date | Maturity Date | Issue Size (RMB 100M) | Interest Rate (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 2021 First Tranche Medium-Term Notes | 21 Sinotrans MTN001 | 102101041 | 2021-06-07 | 2024-06-09 | 20 | 3.50 | - Post-reporting period, on **July 23, 2021**, the company issued **RMB 2 billion** of 5-year corporate bonds "21 Sinotrans 01" with a coupon rate of **3.15%**[177](index=177&type=chunk) [Key Financial Indicators (Bond-Related)](index=73&type=section&id=Key%20Financial%20Indicators%20(Bond-Related)) Debt-paying ability indicators improved, with liquidity ratios increasing and interest coverage ratios significantly strengthening due to enhanced operating performance Debt-Paying Ability Related Financial Indicators | Key Indicator | Current Period End/Current Period | Prior Year End/Prior Year Period | Change | | :--- | :--- | :--- | :--- | | Current Ratio | 1.32 | 1.16 | **+13.79%** | | Quick Ratio | 1.32 | 1.16 | **+13.79%** | | Asset-Liability Ratio (%) | 53.84 | 51.00 | Increased by **2.84 percentage points** | | Interest Coverage Ratio | 13.79 | 6.88 | **+100.31%** | | EBITDA Interest Coverage Ratio | 18.91 | 10.63 | **+77.89%** | [Section X Financial Report](index=73&type=section&id=Section%20X%20Financial%20Report) [Consolidated Balance Sheet](index=74&type=section&id=Consolidated%20Balance%20Sheet) Total assets increased **10.42%** to **RMB 72.68 billion**, with total liabilities at **RMB 39.13 billion** and parent equity at **RMB 31.67 billion** Consolidated Balance Sheet Summary (As of June 30, 2021) | Item | Period-end Balance (RMB) | Year-start Balance (RMB) | | :--- | :--- | :--- | | **Total Current Assets** | 34,294,617,645.06 | 28,257,174,820.12 | | **Total Non-current Assets** | 38,384,755,473.64 | 37,561,523,871.81 | | **Total Assets** | **72,679,373,118.70** | **65,818,698,691.93** | | **Total Current Liabilities** | 25,980,025,707.43 | 24,287,465,741.80 | | **Total Non-current Liabilities** | 13,149,515,842.44 | 9,280,454,453.45 | | **Total Liabilities** | **39,129,541,549.87** | **33,567,920,195.25** | | **Total Equity Attributable to Parent Company Shareholders** | 31,669,015,302.57 | 30,448,004,705.75 | | **Total Shareholders' Equity** | **33,549,831,568.83** | **32,250,778,496.68** | [Consolidated Income Statement](index=80&type=section&id=Consolidated%20Income%20Statement) In H1 2021, total operating revenue grew **55.38%** to **RMB 61.68 billion**, operating profit rose **72.82%** to **RMB 2.70 billion**, and parent net profit increased **77.93%** to **RMB 2.16 billion** Consolidated Income Statement Summary (Jan-Jun 2021) | Item | Current Period Amount (RMB) | Prior Period Amount (RMB) | | :--- | :--- | :--- | | **I. Total Operating Revenue** | **61,676,723,089.91** | **39,693,676,126.08** | | Less: Total Operating Costs | 61,067,358,434.09 | 39,305,867,255.86 | | Add: Investment Income | 1,156,701,645.92 | 580,899,833.38 | | Add: Fair Value Change Gains | 168,152,429.79 | 0.00 | | **III. Operating Profit** | **2,700,181,220.03** | **1,562,448,253.68** | | **IV. Total Profit** | **2,702,833,976.09** | **1,564,490,618.50** | | Less: Income Tax Expense | 450,362,339.28 | 312,466,533.40 | | **V. Net Profit** | **2,252,471,636.81** | **1,252,024,085.10** | | Net Profit Attributable to Parent Company Shareholders | 2,162,515,209.01 | 1,215,350,161.87 | | Minority Interests | 89,956,427.80 | 36,673,923.23 | [Consolidated Cash Flow Statement](index=84&type=section&id=Consolidated%20Cash%20Flow%20Statement) Operating cash flow was **RMB 263 million** (-49.3%), investing cash flow was **-RMB 116 million**, and financing cash flow turned positive to **RMB 1.25 billion** Consolidated Cash Flow Statement Summary (Jan-Jun 2021) | Item | Current Period Amount (RMB) | Prior Period Amount (RMB) | | :--- | :--- | :--- | | **Net Cash Flow from Operating Activities** | **263,421,160.87** | **519,563,054.18** | | **Net Cash Flow from Investing Activities** | **-116,279,213.81** | **-1,137,948,038.18** | | **Net Cash Flow from Financing Activities** | **1,251,400,873.42** | **-246,727,547.92** | | Effect of Exchange Rate Changes on Cash and Cash Equivalents | -49,245,788.79 | -23,805,980.64 | | **Net Increase in Cash and Cash Equivalents** | **1,349,297,031.69** | **-888,918,512.56** | | Cash and Cash Equivalents at Beginning of Period | 11,292,435,757.31 | 10,389,909,366.83 | | **Cash and Cash Equivalents at End of Period** | **12,641,732,789.00** | **9,500,990,854.27** | [Notes to Financial Statements](index=92&type=section&id=Notes%20to%20Financial%20Statements) Financial statement notes detail the company's background, preparation basis, accounting policies, and significant estimates, including key treatments and disclosures - Company history: Established in **2002**, listed on HKEX in **2003**, merged into China Merchants Group with parent Sinotrans & CSC in **2015**, and listed on Shanghai Stock Exchange in **2019** through absorption merger of Sinotrans Development[221](index=221&type=chunk)[222](index=222&type=chunk)[223](index=223&type=chunk) - Basis of financial statement preparation: Prepared on a going concern basis in accordance with Chinese Accounting Standards for Business Enterprises and relevant regulations, with reference to the Hong Kong Companies Ordinance and Listing Rules[226](index=226&type=chunk) - Revenue recognition principles: Revenue from agency and related businesses is recognized upon departure/take-off of goods; revenue from professional logistics and e-commerce businesses is recognized at the point of completion due to short service cycles[319](index=319&type=chunk) - Segment reporting: Operating segments are divided into agency and related, professional logistics, and e-commerce based on revenue type[776](index=776&type=chunk)

SINOTRANS 中國外運股份有限公司 SINOTRANS LIMITED 股票代碼：0598HK 601598SH 国家有需 外运必达! 中国加油! 中国外运 成 就 客 戶 創 造 價 值 2020年度報告 重要提示 2020年年報 1 一、 本公司董事會、監事會及董事、監事、高級管理人員保證年度報告內容的真實、準確、完整，不存在虛假 記載、誤導性陳述或重大遺漏，並承擔個別和連帶的法律責任。 二、 未出席董事情況 | --- | --- | --- | --- | |-----------------------|----------------|-----------------------------|---------------| | 未出席董事職務 | 未出席董事姓名 | 未出席董事的原因說明 | 被委託人姓名 | | 執行董事 非執行董事 | 宋嶸 粟健 | 其他工作安排 其他工作安排 | 李關鵬 熊賢良 | 三、 信永中和會計師事務所（特殊普通合夥）為本公司出具了標準無保留意見的審計報告。 四、 公司負責人李關鵬、主管會計工作負責人王久雲及會計機構負責人（會計主管人員）麥麗娜聲明：保證年度 ...

Financial Performance - The company's operating revenue for 2020 was RMB 84.54 billion, representing a 9% increase year-on-year[11]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was RMB 0.32 per share, a 12% increase compared to the previous year[11]. - The company's operating revenue for 2020 was CNY 8,453.68 million, representing an increase of 8.86% compared to CNY 7,765.51 million in 2019[38]. - The net profit attributable to shareholders for 2020 was CNY 275.44 million, a decrease of 1.77% from CNY 280.41 million in 2019[38]. - The company's net profit for 2020 was RMB 2.754 billion, a decrease of 1.77% year-on-year, mainly due to a significant tax write-off in 2019[40]. - The net profit attributable to shareholders, after deducting non-recurring gains and losses, was RMB 2.354 billion, an increase of 13.57% year-on-year, driven by strong demand in the air freight market and rising freight rates[40]. - The company reported a net cash flow from operating activities of RMB 2.948 billion in Q4 2020, showing strong cash generation capabilities[43]. - The net cash flow from operating activities for the year ended December 31, 2020, was RMB 3,956.39 million, an increase of RMB 634 million or 19.09% compared to the previous year[128]. Business Growth and Expansion - The air freight business, including air freight agency and cross-border e-commerce logistics, saw a volume increase of 19%, with 532,300 tons handled[11]. - The cross-border e-commerce logistics business experienced a significant growth of 174%, processing 26,985,500 orders[11]. - The company completed the acquisition of 100% equity in KLG Group, enhancing its European network capabilities[12]. - The company completed the acquisition of 65% of Jiaxing Port Logistics Co., Ltd. and 100% of Hunan Foreign Trade Customs Co., Ltd., which are accounted for as business combinations under common control[40]. - The company launched three premium block train routes and operated a total of 1,580 trains, with a year-on-year increase of 25.6% in dispatch volume[89]. - The company expanded its professional logistics services into high-growth sectors, including consumer goods, automotive, electronics, and healthcare[88]. - The company aims to enhance its international competitiveness by strengthening its overseas agency network and has identified 8 key overseas agents for focused management[100]. Strategic Initiatives - The company plans to distribute a cash dividend of RMB 1.2 per 10 shares, totaling RMB 888,096,465[4]. - The company aims to establish a world-class smart logistics platform by 2025, focusing on data-driven, platform-based, and networked operations[54]. - The company is focusing on the development of new products and technologies to improve service efficiency and customer satisfaction[35]. - The company aims to explore potential mergers and acquisitions to strengthen its competitive position in the logistics sector[35]. - The company has set a performance guidance for 2021, expecting a revenue growth of approximately 10% year-over-year[35]. - The company aims to enhance its end-to-end supply chain service capabilities through digital product advancement and intelligent operations[158]. - The company is committed to enhancing its digital competitive advantage by establishing six major platforms for product services, business operations, resource management, data services, and technical support[167]. Operational Efficiency and Innovation - The company reported a 30% increase in average business processing capacity at the customs sharing center due to digital warehouse solutions[12]. - The company's digital platform "Yunyi Tong" was recognized as a model enterprise in the "Science and Technology Reform Demonstration Action" list[53]. - The intelligent document processing platform supports 2,700 types of documents, with an annual processing capacity exceeding 5 million documents, and the loading efficiency increased by approximately 10%[83]. - The company achieved a 40% reduction in IT infrastructure costs over the past four years through a hybrid cloud strategy, while service efficiency improved by three times[83]. - The company is focusing on technological innovation and business model innovation to integrate internal and external resources, enhancing its cross-border e-commerce business[61]. - The company aims to leverage digital solutions, including automation and blockchain technology, to improve operational efficiency in professional logistics[162]. Market Conditions and Economic Impact - In 2020, China's GDP was 101.60 trillion RMB, with a year-on-year growth of 2.3%, a decrease of 3.7 percentage points compared to the previous year[63]. - The total import and export volume of goods in China reached 32.16 trillion RMB in 2020, with a year-on-year increase of 1.9%, while the trade surplus was 3.7 trillion RMB, up 27.4% year-on-year[63]. - The logistics industry is expected to see rapid development in fragmented logistics demand driven by changes in consumption patterns during the 14th Five-Year Plan period[157]. - The global air cargo volume is expected to decline by 11.58% in 2020, with air cargo revenue projected to increase from 102.4 billion USD in 2019 to 117.7 billion USD in 2020[72]. Corporate Governance and Compliance - The company has established a comprehensive risk management system to identify and mitigate potential risks arising from the COVID-19 pandemic and macroeconomic conditions[169]. - The company has implemented a comprehensive management system based on ISO standards, including quality, environmental, and occupational health and safety management systems[180]. - The company has complied with significant laws and regulations affecting its operations, including the Chinese Road Traffic Safety Law and the Chinese Maritime Code[179]. - The company has a dedicated department to monitor compliance with laws and regulations that significantly impact its operations[179]. Shareholder Returns and Profit Distribution - The company has established a profit distribution policy that mandates a minimum cash dividend of 10% of the distributable profit for the year, provided the company is profitable and has positive retained earnings[182]. - The cash dividend policy for the three-year period from 2018 to 2020 stipulates that the cumulative cash distribution should not be less than 30% of the average annual distributable profit over those three years[183]. - The company’s independent directors have expressed their agreement with the proposed profit distribution plan, pending approval at the annual general meeting[184]. - The cash dividend is expected to be paid by July 27, 2021, following the approval of the shareholders' meeting[184].

[I. Important Notice](index=3&type=section&id=I.%20Important%20Notice) [1.1 Statements and Disclosures](index=3&type=section&id=1.1%20Statements%20and%20Disclosures) The company's board of directors, supervisory board, and senior management ensure the truthfulness, accuracy, and completeness of this quarterly report, which is unaudited, and four directors were absent due to other work arrangements - This company's third-quarter report is unaudited[5](index=5&type=chunk) Directors Absent from Meeting | Absent Director Name | Absent Director Position | Reason for Absence | Entrusted Person Name | | :--- | :--- | :--- | :--- | | Song Rong | Director | Other work arrangements | Li Guanpeng | | Su Jian | Director | Other work arrangements | Jiang Jian | | Xiong Xianliang | Director | Other work arrangements | Jiang Jian | | Xu Kewei | Director | Other work arrangements | Wang Taiwen | [II. Company Basic Information](index=3&type=section&id=II.%20Company%20Basic%20Information) [2.1 Key Financial Data](index=3&type=section&id=2.1%20Key%20Financial%20Data) As of September 30, 2020, total assets increased by 5.69% from year-end, with Q1-Q3 revenue reaching **RMB 62.29 billion**, up 11.52%, while net profit attributable to shareholders slightly decreased by 1.69% to **RMB 2.081 billion**, and net cash flow from operating activities turned positive Key Financial Data for Q1-Q3 2020 | Indicator | Year-to-Date (Jan-Sep) | Prior Year-to-Date (Jan-Sep) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | RMB 62.29 billion | RMB 55.85 billion | 11.52% | | Net Profit Attributable to Shareholders | RMB 2.081 billion | RMB 2.117 billion | -1.69% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) | RMB 1.813 billion | RMB 1.851 billion | -2.04% | | Net Cash Flow from Operating Activities | RMB 1.007 billion | RMB -0.171 billion | Not Applicable | | Basic Earnings Per Share (RMB/share) | 0.2812 | 0.2920 | -3.70% | - In Q1-Q3 2020, the company's non-recurring gains and losses totaled **RMB 268 million**, primarily from government subsidies (**RMB 197 million**) and other non-operating income and expenses[8](index=8&type=chunk)[9](index=9&type=chunk) [2.2 Shareholder Information](index=5&type=section&id=2.2%20Shareholder%20Information) As of the reporting period end, the company had 75,806 shareholders, with the top three, China Merchants Sinotrans Group Co., Ltd., HKSCC NOMINEES LIMITED, and China Merchants Group Co., Ltd., holding over 83% combined, indicating a highly concentrated equity structure Top Ten Shareholders' Holdings | Shareholder Name | Number of Shares Held | Proportion (%) | | :--- | :--- | :--- | | China Merchants Sinotrans Group Co., Ltd. | 2,472,216,200 | 33.40 | | HKSCC NOMINEES LIMITED | 2,107,402,399 | 28.48 | | China Merchants Group Co., Ltd. | 1,600,597,439 | 21.63 | | Hong Kong Securities Clearing Company Limited | 77,510,940 | 1.05 | | Central Huijin Asset Management Co., Ltd. | 51,346,878 | 0.69 | - Controlling shareholder China Merchants Sinotrans Group Co., Ltd. is a wholly-owned subsidiary of the actual controller, China Merchants Group Co., Ltd[12](index=12&type=chunk) [III. Significant Matters](index=7&type=section&id=III.%20Significant%20Matters) [3.1 Analysis of Significant Changes and Reasons for Key Financial Statement Items and Indicators](index=7&type=section&id=3.1%20Analysis%20of%20Significant%20Changes%20and%20Reasons%20for%20Key%20Financial%20Statement%20Items%20and%20Indicators) During the reporting period, several financial statement items underwent significant changes, including a **1249.31% increase in goodwill** due to the KLG Group acquisition, a **153.95% rise in non-current liabilities due within one year** from reclassification, a **259.79% surge in R&D expenses** for digital transformation, a **174.06% increase in financial expenses** due to exchange losses, and a shift to negative investment cash flow primarily for the KLG Group acquisition payment Major Changes in Consolidated Balance Sheet Items | Item | Change Rate (%) | Primary Reason for Change | | :--- | :--- | :--- | | Goodwill | 1,249.31 | Completion of KLG Group acquisition and consolidation into financial statements | | Short-term Borrowings | 78.14 | New overseas short-term financing for KLG Group acquisition | | Non-current Liabilities Due Within One Year | 153.95 | Reclassification of bond balance (RMB 3.392 billion) and part of long-term borrowings | | Bonds Payable | -100.00 | Reclassification of entire bond balance to non-current liabilities due within one year | Major Changes in Consolidated Income Statement Items (Jan-Sep 2020) | Item | Change Rate (%) | Primary Reason for Change | | :--- | :--- | :--- | | Research and Development Expenses | 259.79 | Accelerated digital transformation and increased investment in information system R&D | | Financial Expenses | 174.06 | Exchange losses due to depreciation of USD and Belarusian Ruble | | Asset Disposal Income | -81.67 | No land asset disposal in current period, unlike prior period | | Non-operating Income | 117.02 | Receipt of Qianhai relocation compensation income | Major Changes in Consolidated Cash Flow Statement Items (Jan-Sep 2020) | Item | Change Rate (%) | Primary Reason for Change | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | Not Applicable | Accelerated accounts receivable turnover and improved collections | | Net Cash Flow from Investing Activities | -139.27 | Net cash payment of approximately **RMB 517 million** for the acquisition of the remaining 20% equity in KLG Group | [3.2 Analysis of Progress, Impact, and Solutions for Significant Matters](index=9&type=section&id=3.2%20Analysis%20of%20Progress%2C%20Impact%2C%20and%20Solutions%20for%20Significant%20Matters) During the reporting period, the controlling shareholder and actual controller completed two significant share-related operations: the actual controller, China Merchants Group, completed its H-share increase plan, accumulating a 1.16% stake in the total share capital, and the controlling shareholder's share price stabilization measures automatically terminated as the A-share price remained above net asset value per share for 10 consecutive trading days - The actual controller, China Merchants Group Co., Ltd., completed its H-share increase plan, accumulating an additional **85,795,000 shares**, representing approximately **1.16%** of the total share capital[20](index=20&type=chunk) - The controlling shareholder's share price stabilization measures have been completed as the A-share closing price remained above the latest audited net asset value per share for 10 consecutive trading days[20](index=20&type=chunk) [3.5 Government Grants](index=10&type=section&id=3.5%20Government%20Grants) In Q3 2020 (July-September), the group received **RMB 428 million** in income-related government grants, primarily for daily operations, with the largest portion being China-Europe freight train subsidies supporting multiple subsidiaries Major Government Grant Projects (July-Sep 2020) | Entity Name | Project Name | Amount (Million RMB) | | :--- | :--- | :--- | | Hunan Zhongnan International Land Port Co., Ltd. | Train Subsidy | 174.51 | | Sinotrans Logistics Northwest Co., Ltd. | Train Subsidy | 117.51 | | Sinotrans Northeast Co., Ltd. | Train Subsidy | 56.83 | | Dongguan Sinotrans Logistics Co., Ltd. | Train Subsidy | 24.96 | | Sinotrans Cross-border E-commerce Logistics Co., Ltd. Hangzhou Branch | Charter Flight Subsidy | 16.00 | [3.6 Key Business Operating Data](index=11&type=section&id=3.6%20Key%20Business%20Operating%20Data) In Q1-Q3 2020, the company's core business operations showed structural divergence, with sea freight and shipping agency volumes decreasing, while air freight and rail freight agency volumes grew, notably a **64.6% increase in rail freight**, and cross-border e-commerce logistics saw a strong **24.9% rise in processed tickets** Key Business Operating Data (Jan-Sep 2020 vs Jan-Sep 2019) | Business Segment | Unit | Jan-Sep 2020 | Jan-Sep 2019 | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Sea Freight Agency | Ten Thousand TEUs | 918.6 | 952.0 | -3.5% | | Air Freight Agency | Million kg | 363.3 | 340.3 | +6.8% | | Rail Freight Agency | Ten Thousand TEUs | 13.5 | 8.2 | +64.6% | | Cross-border E-commerce Logistics | Ten Thousand Tickets | 15,405.8 | 12,334.2 | +24.9% | [IV. Appendix](index=12&type=section&id=IV.%20Appendix) [4.1 Financial Statements](index=12&type=section&id=4.1%20Financial%20Statements) This section provides the company's unaudited consolidated and parent company financial statements as of September 30, 2020, including the balance sheet, income statement, and cash flow statement [Consolidated Balance Sheet](index=12&type=section&id=Consolidated%20Balance%20Sheet) Presents the consolidated assets, liabilities, and owners' equity as of September 30, 2020, and December 31, 2019 [Parent Company Balance Sheet](index=14&type=section&id=Parent%20Company%20Balance%20Sheet) Presents the parent company's assets, liabilities, and owners' equity as of September 30, 2020, and December 31, 2019 [Consolidated Income Statement](index=16&type=section&id=Consolidated%20Income%20Statement) Displays the consolidated operating results for Q3 2020 (July-September) and Q1-Q3 2020 (January-September), compared with the corresponding periods in 2019 [Parent Company Income Statement](index=19&type=section&id=Parent%20Company%20Income%20Statement) Displays the parent company's operating results for Q3 2020 (July-September) and Q1-Q3 2020 (January-September), compared with the corresponding periods in 2019 [Consolidated Cash Flow Statement](index=21&type=section&id=Consolidated%20Cash%20Flow%20Statement) Reflects the consolidated cash and cash equivalents inflows and outflows for Q1-Q3 2020 (January-September), categorized into operating, investing, and financing activities [Parent Company Cash Flow Statement](index=23&type=section&id=Parent%20Company%20Cash%20Flow%20Statement) Reflects the parent company's cash and cash equivalents inflows and outflows for Q1-Q3 2020 (January-September), categorized into operating, investing, and financing activities [4.2-4.4 Other Notes](index=24&type=section&id=4.2-4.4%20Other%20Notes) The company states that it adopted new revenue and lease accounting standards from 2020 but did not adjust the opening financial statements or retrospectively restate prior comparative data, and this quarterly report is unaudited - The company did not adjust its financial statements due to the first-time adoption of new revenue or lease accounting standards from 2020[48](index=48&type=chunk) - This financial report is unaudited[48](index=48&type=chunk)

Financial Performance - For the first half of 2020, the company achieved a net profit attributable to shareholders of RMB 1.215 billion, a decrease of 19.93% year-on-year [28]. - Operating revenue for the same period was RMB 39.691 billion, representing a year-on-year increase of 5.22% [26]. - The net profit after deducting non-recurring gains and losses was RMB 1.087 billion, a decrease of 16.88% year-on-year [26]. - Basic earnings per share for the first half of 2020 were RMB 0.1642, down 22.36% compared to RMB 0.2115 in the same period last year [27]. - The total assets at the end of the reporting period were RMB 64.105 billion, an increase of 3.58% from the previous year [26]. - The weighted average return on net assets decreased to 4.18%, down 1.51 percentage points from the previous year [27]. - The company reported a significant increase in R&D expenses, which rose by 731.78% to RMB 52.98 million, driven by investments in digital infrastructure [74]. - The total operating cost for the first half of 2020 was approximately RMB 37.42 billion, a 5.91% increase from RMB 35.33 billion in the same period of 2019 [73]. - The company's retained earnings increased to RMB 14,504,852,538.79 from RMB 14,170,510,834.74, marking an increase of approximately 2.4% [200]. E-commerce and Logistics Growth - The company reported a 38% increase in e-commerce business revenue, with core direct customer revenue accounting for 68% of total revenue [12]. - The e-commerce business experienced a remarkable growth of 68.42%, with external revenue reaching RMB 2.623 billion compared to RMB 1.557 billion in the previous year [63]. - The company aims to transform its e-commerce business towards platformization and ecosystem development, integrating resources through technological and business model innovations [37]. - The company aims to build a world-class smart logistics platform, emphasizing its vision to drive industrial progress through logistics [8]. - The company has established a nationwide cold chain logistics network, providing integrated services including cold chain warehousing, trunk transportation, and distribution [34]. Acquisitions and Investments - The company has acquired KLG Europe Holding B.V., which includes seven logistics companies now fully owned subsidiaries [15]. - The company completed the acquisition of 100% equity in KLG Group, contributing RMB 678 million to revenue [51]. - The company reported a significant increase in other non-current liabilities by 184.75% to approximately 2.030 billion RMB, mainly due to liabilities related to the management of assets at Lanshi Port [85]. - The company is exploring asset securitization and private equity fund opportunities while continuing to separate light and heavy assets within the group [54]. Risk Management - The company has detailed potential risks in the report, urging investors to be aware of investment risks [5]. - The company faces macroeconomic risks, including potential declines in international trade and economic growth, which could adversely affect the logistics industry [95]. - To mitigate competition risks, the company will enhance its industry solution capabilities and focus on differentiated services, aiming to build a robust product and operational system [96]. - Operational risks are addressed by strengthening headquarters control and establishing a comprehensive process framework to minimize losses from operational failures [98]. Corporate Governance - The board confirmed that the financial report for the first half of 2020 is true, accurate, and complete, with no significant omissions [3]. - The company has adopted the corporate governance code and complies with all relevant governance requirements during the reporting period [148]. - The audit committee, composed entirely of independent non-executive directors, oversees the financial reporting and internal control systems [153]. Community and Social Responsibility - The company donated 12 million RMB for poverty alleviation efforts, with actual expenditures reaching 39.863 million RMB by June 30, 2020, and initiated 8 poverty alleviation projects [134]. - The company supported the establishment of 16 rural kindergarten classes and opened 5 new classes in 2020 to enhance preschool education coverage [135]. - The company is committed to sustainable poverty alleviation by addressing education and healthcare shortages in impoverished areas [134]. - The company aims to enhance long-term development through industrial and consumption poverty alleviation initiatives, focusing on brand building and agricultural industry revolution in deeply impoverished areas [144]. Operational Highlights - The company organized 348 international charter flights and 670 international trains, delivering a total of 20,600 tons of anti-epidemic materials to over 70 countries and regions [51]. - The international train service saw a cumulative operation of 670 trains, a year-on-year increase of 41.6% [52]. - The air freight agency covers nearly 50 countries and regions, with 28 standardized air freight products launched, enhancing visibility and standardization in supply chain logistics [36]. - The company has a strong project experience with logistics operations in approximately 100 countries and regions globally [32]. Financial Position - The total liabilities due within one year increased by 120.82% to approximately 7.218 billion RMB, reflecting the reclassification of certain long-term debts [85]. - The asset-liability ratio as of June 30, 2020, was 52.22%, up from 51.12% at the end of 2019 [106]. - The total amount of guarantees provided by the company reached 5,485,516,253.48 RMB, accounting for 17.91% of the company's total assets [133]. - The company reported a maximum deposit balance of RMB 3.857 billion with the financial company, which is below the cap of RMB 5 billion for 2019 and 2020 [125].

Financial Performance - The company's operating revenue for the first half of 2020 reached RMB 39.691 billion, representing a year-on-year increase of 130%[11] - The company's operating revenue for the first half of the year reached CNY 39.69 billion, a year-on-year increase of 5.22% compared to CNY 37.72 billion in the same period last year[22] - The net profit attributable to shareholders decreased by 19.93% to CNY 1.22 billion from CNY 1.52 billion in the previous year[22] - The net cash flow from operating activities was CNY 519.16 million, a significant recovery from a negative cash flow of CNY -478.67 million in the same period last year[22] - The total assets increased by 3.58% to CNY 64.10 billion compared to CNY 61.89 billion at the end of the previous year[22] - The basic earnings per share decreased by 22.36% to CNY 0.1642 from CNY 0.2115 in the same period last year[22] - The company reported a total of CNY 127.74 million in non-recurring gains and losses, primarily from government subsidies and asset disposals[24] - The company completed the acquisition of 100% equity in KLG Group, contributing RMB 678 million to revenue[50] - The company reported a global air cargo transport volume decline of over 18% in the first half of 2020, with the highest declines in the Middle East and South Asia at 32% and Europe at 22%[40] - The average global air freight rate increased by 48% in the first half of 2020, with the Asia-Pacific region seeing the highest increase of 76%[40] Business Strategy and Development - The company aims to build a world-class smart logistics platform, aligning with its long-term strategic vision[8] - The company is focused on high-growth, high-value-added segments within its core logistics business, aiming to drive high-quality industry development[26] - The company is transitioning towards digital and smart logistics solutions, integrating internet and logistics technology into its operations[26] - The company aims to transform its professional logistics operations towards value chain integration, focusing on customized solutions and industry-specific sales strategies[29] - The company is focusing on enhancing customer-driven value creation and extending service chains to transition towards a full supply chain model[32] - The company plans to redefine its market and adjust its business structure to capture new growth points, focusing on deepening cooperation with strategic clients and exploring new business areas[99] - The logistics business will accelerate its transformation towards value chain integration, aiming to create a standardized logistics solution for key segments and promote mature products[100] - The e-commerce business will transition towards a platform and ecosystem model, enhancing its digital product offerings and extending service value chains[102] Risk Management and Governance - The company has not faced any non-operational fund occupation by controlling shareholders or related parties, ensuring financial integrity[5] - There are no violations of decision-making procedures regarding external guarantees, reflecting sound corporate governance practices[5] - The company has outlined potential risks in its report, emphasizing the importance of investor awareness regarding investment risks[4] - The group has identified potential risks related to macroeconomic conditions and is adjusting its business structure to focus on high-growth industries[105] Operational Highlights - The company organized 348 international charter flights and 670 international trains for pandemic-related logistics support, transporting a total of 20,600 tons of epidemic prevention materials to over 70 countries and regions[49] - The company has established a digital transformation plan and formed a technology R&D team of over 500 people to enhance its logistics capabilities[47] - The company has a comprehensive domestic service network covering 32 provinces and regions, with over 10 million square meters of land resources and 4 million square meters of warehouse space[43] - The company expanded its logistics capabilities in Southeast Asia, Africa, the Middle East, and South Asia, improving localized service capabilities[56] - The company launched new cross-border e-commerce logistics products, enhancing its service offerings in strategic regions[55] Environmental and Social Responsibility - The company has committed to building a resource-saving and environmentally friendly enterprise as part of its sustainable development goals[165] - The company has implemented strict vehicle emission standards and optimized transportation structure to reduce exhaust emissions[166] - The company has established and improved an environmental management system to ensure compliance with national environmental laws and regulations[166] - The company has committed approximately ¥1.20 million in poverty alleviation funding through the China Merchants Charity Foundation during the reporting period[151] - The total expenditure on poverty alleviation projects by the China Merchants Charity Foundation reached approximately ¥39.86 million, with eight projects initiated[151] Shareholder and Financial Structure - The company declared a dividend of 888 million RMB for the fiscal year 2019, leading to a significant increase in payable dividends to 952 million RMB, up 1,887.16% compared to the previous year[88] - The total amount of guarantees provided by the company, including those to subsidiaries, is approximately ¥5.49 billion, which accounts for 17.91% of the company's net assets[148] - The company’s total related party transactions for the first half of 2020 amounted to RMB 4.209 billion, with a decrease of 11% compared to the previous period[143] - The company’s stock price fell below the audited net asset value per share of RMB 3.84 for 20 consecutive trading days, triggering stock price stabilization measures[131] - The controlling shareholder plans to increase its stake in the company by investing no less than RMB 60 million within 12 months, with a purchase price not exceeding the adjusted net asset value of RMB 3.72 per share[131] Employee and Training Initiatives - As of June 30, 2020, the total number of employees in the group was 34,068, an increase from 33,751 as of December 31, 2019[44] - The group conducted a total of 345,674.75 hours of offline training, with 49,108 participants, and completed 42,755 online courses totaling 67,815.9 hours[44]

SINOTRANS 中國外運股份有限公司 SINOTRANS LIMITED 股票代碼 : H 股 0598 Ａ 股 601598 2019 年度報告 成 就 客 戶 創 造 價 值 SINOTRANS 重要提示 | 二零一九年年報 1 重要提示 一. 本公司董事會、監事會及董事、監事、高級管理人員保證年度報告內容的真實、準確、完整，不存在虛假記 載、誤導性陳述或重大遺漏，並承擔個別和連帶的法律責任。 二. 公司全體董事出席董事會會議。 三. 信永中和會計師事務所（特殊普通合夥）為本公司出具了標準無保留意見的審計報告。 四. 公司負責人李關鵬、主管會計工作負責人及會計機構負責人（會計主管人員）王久雲聲明：保證年度報告中財 務報告的真實、準確、完整。 五. 經董事會審議的報告期利潤分配預案或公積金轉增股本預案 經信永中和會計師事務所（特殊普通合夥）審計，2019年年初母公司未分配利潤為1,897,219,983.43元人民幣，加上 2019年母公司實現的淨利潤872,007,124.80元人民幣，扣除2019年支付的2018年度現金分紅962,104,503.75元人民 幣，扣除2019年提取盈餘公積87,20 ...

[Important Notice](index=2&type=section&id=Important%20Notice) [Board Statement and Profit Distribution Proposal](index=2&type=section&id=Board%20Statement%20and%20Profit%20Distribution%20Proposal) The Board and senior management guarantee the report's integrity, which received a standard unqualified audit opinion, and propose a cash dividend of approximately RMB 888 million - Management guarantees the authenticity, accuracy, and completeness of this annual report, which has received a standard unqualified audit opinion from ShineWing Certified Public Accountants[6](index=6&type=chunk) 2019 Profit Distribution Proposal | Item | Amount/Ratio | | :--- | :--- | | **Dividend Basis** | 7,400,803,875 Shares | | **Cash Dividend per 10 Shares** | RMB 1.20 (tax inclusive) | | **Cash Dividend per Share** | RMB 0.12 (tax inclusive) | | **Total Dividend Amount** | RMB 888,096,465.00 (tax inclusive) | | **Bonus Shares or Capitalization Issue** | None for the year | [2019 Performance Highlights and Key Events](index=6&type=section&id=2019%20Performance%20Highlights%20and%20Key%20Events) [2019 Key Events](index=6&type=section&id=2019%20Key%20Events) The company achieved key milestones in 2019, including an A+H dual listing, the launch of an online logistics platform, and the acquisition of KLG Group to expand its European network - In January 2019, the company successfully listed on the main board of the Shanghai Stock Exchange, achieving an **A+H dual listing** and enhancing its access to capital markets[12](index=12&type=chunk) - The company launched a unified online logistics platform, "YOYI-TONG," focusing on B2B logistics and established a 355-member smart logistics technology center to strengthen technology application[12](index=12&type=chunk) - Along the "Belt and Road," the company operated over 30 China-Europe Railway Express routes, dispatching **over 1,000 trains in 2019** with a return cargo ratio reaching 50%[20](index=20&type=chunk) - The company acquired 100% equity in seven logistics companies under the European KLG Group, expanding its operational network in Europe and extending its end-to-end service chain[22](index=22&type=chunk) [Section 1: Definitions](index=7&type=section&id=Section%201%20Definitions) [Section 2: Company Profile and Key Financial Indicators](index=10&type=section&id=Section%202%20Company%20Profile%20and%20Key%20Financial%20Indicators) [Company Information and Stock Profile](index=10&type=section&id=Company%20Information%20and%20Stock%20Profile) This section provides the company's corporate information and details its dual listing on the Hong Kong Stock Exchange (0598.HK) and Shanghai Stock Exchange (601598.SH) Company Stock Profile | Stock Class | Stock Exchange | Stock Ticker | Stock Code | | :--- | :--- | :--- | :--- | | H Share | The Stock Exchange of Hong Kong | Sinotrans | 0598 | | A Share | Shanghai Stock Exchange | 中國外運 | 601598 | [Key Accounting Data and Financial Indicators for the Last Five Years](index=12&type=section&id=Key%20Accounting%20Data%20and%20Financial%20Indicators%20for%20the%20Last%20Five%20Years) In 2019, revenue grew slightly to RMB 77.65 billion, while net profit after non-recurring items surged 87.42% due to a major merger and the high base effect from 2018 asset sales Key Accounting Data for the Last Five Years (Unit: RMB Yuan) | Key Accounting Data | 2019 | 2018 | Y-o-Y Change (%) | 2017 | | :--- | :--- | :--- | :--- | :--- | | **Operating Revenue** | 77,650,091,275.30 | 77,311,836,514.83 | 0.44 | 73,157,512,716.11 | | **Net Profit Attributable to Shareholders** | 2,803,495,055.06 | 2,704,106,404.93 | 3.68 | 2,304,190,975.71 | | **Net Profit after Non-recurring Items** | 2,072,605,347.44 | 1,105,881,741.17 | 87.42 | 1,224,597,304.14 | | **Net Cash Flow from Operating Activities** | 3,319,984,464.89 | 2,013,393,334.59 | 64.89 | 3,005,727,364.91 | | **Total Assets (Year-end)** | 61,886,407,948.66 | 61,494,221,583.94 | 0.64 | 62,326,204,460.09 | Key Financial Indicators for the Last Five Years | Key Financial Indicators | 2019 | 2018 | Y-o-Y Change (%) | 2017 | | :--- | :--- | :--- | :--- | :--- | | **Basic Earnings Per Share (RMB/Share)** | 0.38 | 0.45 | -15.56 | 0.38 | | **Basic EPS after Non-recurring Items (RMB/Share)** | 0.28 | 0.18 | 55.56 | 0.26 | | **Weighted Average Return on Equity (%)** | 10.29 | 11.97 | Decrease of 1.68 p.p. | 11.22 | | **Weighted Average ROE after Non-recurring Items (%)** | 7.61 | 4.90 | Increase of 2.71 p.p. | 6.11 | - The substantial increase in net profit after non-recurring items was primarily due to two factors: the merger with Sinotrans Air Transportation Development at the beginning of 2019, which reduced minority interests, and the presence of significant non-recurring gains in 2018, including an **investment gain of RMB 1.217 billion** from the disposal of a 55% stake in CHEP and gains from fair value changes in financial assets[45](index=45&type=chunk) [Non-recurring Profit and Loss Items and Amounts](index=15&type=section&id=Non-recurring%20Profit%20and%20Loss%20Items%20and%20Amounts) Non-recurring profit and loss totaled RMB 731 million in 2019, a significant decrease from RMB 1.598 billion in 2018 due to lower gains from asset disposals and financial assets Non-recurring Profit and Loss Items (Unit: RMB Yuan) | Non-recurring Profit and Loss Item | 2019 Amount | 2018 Amount | 2017 Amount | | :--- | :--- | :--- | :--- | | Gains/Losses on Disposal of Non-current Assets | 203,048,696.02 | 693,786,460.93 | 178,908,646.56 | | Government Grants Recognized in Current P/L | 269,249,426.21 | 152,105,123.07 | 250,126,057.83 | | Gains/Losses related to Financial Assets | 20,186,939.33 | 442,838,077.81 | 563,643,477.50 | | Other P/L Items Defined as Non-recurring | 318,572,149.70 | 660,598,884.90 | 126,172,329.03 | | **Total** | **730,889,707.62** | **1,598,224,663.76** | **1,079,593,671.57** | [Section 3: Chairman's Statement](index=18&type=section&id=Section%203%20Chairman's%20Statement) [Chairman's Address](index=18&type=section&id=Chairman's%20Address) The Chairman highlights 2019's strategic breakthroughs in business model, network, and capital operations, positioning the company to navigate future challenges - The company's business model transformation achieved a landmark breakthrough, forming a three-in-one structure of logistics provider, integrator, and platform operator, and launching the standardized product "Sinotrans E-LCL" and the unified national e-commerce platform "YOYI-TONG"[57](index=57&type=chunk) - Capital operations achieved a major breakthrough with a successful listing on the Shanghai Stock Exchange, becoming an **"A+H" dual-listed company**, and completing the acquisition of seven logistics companies under the European KLG Group[59](index=59&type=chunk) 2019 Key Performance | Indicator | Amount (RMB) | Y-o-Y Growth | | :--- | :--- | :--- | | **Operating Revenue** | 77.65 billion | 0.44% | | **Net Profit Attributable to Parent** | 2.803 billion | 3.68% | - Looking ahead to 2020, facing the severe challenges of the COVID-19 pandemic, the company will adhere to its strategic goal of "building a world-class smart logistics platform enterprise" through business, operational, and organizational reconstruction[59](index=59&type=chunk) [Section 4: Business Overview](index=20&type=section&id=Section%204%20Business%20Overview) [Principal Business and Operating Model](index=20&type=section&id=Principal%20Business%20and%20Operating%20Model) As a leading integrated logistics provider, the company restructured into three segments: Agency, Professional Logistics, and E-commerce, each with a distinct transformation goal [Agency and Related Business](index=20&type=section&id=Agency%20and%20Related%20Business) As China's largest freight forwarder, this segment provides comprehensive agency services and aims to transform into an end-to-end supply chain solutions provider - The company is the largest freight forwarder in China, offering comprehensive sea, land, air, and rail agency services, as well as warehousing and terminal services[62](index=62&type=chunk) - The China-Europe Railway Express business is a highlight, with over 30 routes launched since 2015, dispatching over 2,800 trains, including **more than 1,000 trains in 2019 alone**[64](index=64&type=chunk) [Professional Logistics](index=21&type=section&id=Professional%20Logistics) This segment provides customized, integrated logistics solutions and aims to transform into a value chain integrator by extending its service offerings - The Professional Logistics business provides customized solutions covering the entire value chain, including contract logistics, project logistics, chemical logistics, and cold chain logistics[65](index=65&type=chunk)[66](index=66&type=chunk) - The business objective is to transform into a value chain integrator, driving overall growth through "customized solutions, industry-focused sales, integrated services, and unified operations"[66](index=66&type=chunk) [E-commerce Business](index=23&type=section&id=E-commerce%20Business) This new strategic segment focuses on platform-based transformation and ecosystem building, centered on the "YOYI-TONG" platform and cross-border e-commerce logistics - The E-commerce business segment aims to transform towards a platform and ecosystem model, with the unified online platform "YOYI-TONG" at its core to drive the digitalization of principal businesses[68](index=68&type=chunk) - The company has made progress in building an end-to-end cross-border e-commerce logistics chain, initially establishing European distribution capabilities centered in Liege, Belgium, and partnering with postal systems to develop a South American channel[68](index=68&type=chunk) [Industry Development](index=24&type=section&id=Industry%20Development) China's logistics industry saw slower growth in 2019, with global freight markets facing headwinds, though the rapid expansion of cross-border e-commerce provided a strong impetus - In 2019, China's total social logistics was estimated at approximately **RMB 300 trillion**, representing a year-on-year growth of about 6%, a slight slowdown from the previous year[70](index=70&type=chunk) - Affected by factors such as the China-US trade friction, the China Containerized Freight Index (CCFI) remained at a relatively low level in 2019, showing a "peak season is not prosperous" trend[77](index=77&type=chunk) - The global air cargo market was sluggish, with global air freight volume **decreasing by 3.3%** year-on-year to 61.2 million tons in 2019[79](index=79&type=chunk) - China's cross-border e-commerce transaction volume continued to grow, expected to reach **RMB 10.8 trillion** in 2019, a year-on-year increase of 20%, providing a strong driving force for the cross-border e-commerce logistics industry[83](index=83&type=chunk) [Core Competency Analysis](index=28&type=section&id=Core%20Competency%20Analysis) The company's core strengths lie in its integrated service capabilities, extensive network, and commitment to innovation through its "YOYI-TONG" smart logistics platform - The company possesses comprehensive sea, land, and air integrated logistics service capabilities and end-to-end logistics solution capabilities, giving it a strong business and brand advantage in the industry[86](index=86&type=chunk) - Its network and resource advantages are significant, having completed the integration of five domestic regions and five specialized companies, with a business network covering all provinces in China and multiple overseas regions[87](index=87&type=chunk) - The company is committed to becoming a world-class smart logistics platform enterprise, vigorously promoting the online transformation of its main businesses, with platforms like YOYI-TONG and Customs Cloud achieving rapid growth[89](index=89&type=chunk) [Section 5: Management Discussion and Analysis (Report of the Board of Directors)](index=29&type=section&id=Section%205%20Management%20Discussion%20and%20Analysis%20(Report%20of%20the%20Board%20of%20Directors)) [Overall Operating Performance During the Reporting Period](index=29&type=section&id=Overall%20Operating%20Performance%20During%20the%20Reporting%20Period) The company achieved solid performance in 2019 with stable revenue growth and a significant surge in core profit, driven by business transformation and strategic acquisitions 2019 Annual Operating Performance Summary | Indicator | Amount (RMB) | Y-o-Y Growth | | :--- | :--- | :--- | | **Operating Revenue** | 77.65 billion | 0.44% | | **Net Profit** | 2.927 billion | -8.50% | | **Net Profit Attributable to Parent** | 2.803 billion | 3.68% | | **Net Profit after Non-recurring Items** | 2.073 billion | 87.42% | - The company continued to advance its "logistics provider, integrator, and platform operator" three-in-one business model transformation, launching standardized products and enhancing its digital platforms[94](index=94&type=chunk) - The successful acquisition of KLG Group enhanced the company's proprietary overseas network in developed European regions, improving its operational capabilities within the EU and facilitating end-to-end international logistics services[97](index=97&type=chunk) - Smart logistics achievements were significant, with the unified online platform "YOYI-TONG" generating approximately **RMB 7.9 billion** in online revenue from principal businesses in 2019, and order consolidation rates for sea freight booking, customs, and network freight capacity reaching 97.13%, 100%, and 99.62% respectively[99](index=99&type=chunk) Segment Operating Performance (Unit: RMB 100 million) | Business Segment | 2019 External Revenue | Y-o-Y Change | 2019 Segment Profit | Y-o-Y Change | Key Reasons | | :--- | :--- | :--- | :--- | :--- | :--- | | **Agency and Related Business** | 548.28 | +1.27% | 15.59 | -16.33% | Increased China-Europe Railway Express volume; profit decline due to deconsolidation of CHEP | | **Professional Logistics** | 198.39 | -4.64% | 6.79 | +9.80% | Reduced project logistics volume; improved profit margin from contract logistics optimization | | **E-commerce Business** | 29.83 | +26.08% | 0.71 | +1.37% | Increased cross-border e-commerce volume with lower gross margins; higher R&D investment in platforms | [Analysis of Principal Business](index=34&type=section&id=Analysis%20of%20Principal%20Business) This section analyzes key financial changes, noting increased operating and R&D costs, lower finance expenses, and significant shifts in cash flows due to acquisitions and debt repayment Key Changes in Income Statement and Cash Flow Statement | Item | Current Period (RMB) | Prior Period (RMB) | Change (%) | Key Reason | | :--- | :--- | :--- | :--- | :--- | | **Operating Costs** | 73,422,166,637.74 | 71,767,219,812.34 | 2.31 | Increase in transportation costs | | **R&D Expenses** | 73,437,937.69 | 23,925,038.10 | 206.95 | Increased investment in information system R&D | | **Finance Expenses** | 288,529,420.94 | 436,508,196.89 | -33.90 | Significant decrease in debt scale | | **Net Cash Flow from Operating Activities** | 3,319,984,464.89 | 2,013,393,334.59 | 64.89 | Adoption of new lease standard and increased government grants | | **Net Cash Flow from Investing Activities** | -2,054,878,422.50 | 4,875,518,151.31 | -142.15 | Acquisition of seven logistics companies under KLG Group | | **Net Cash Flow from Financing Activities** | -6,334,982,235.15 | -1,295,120,599.19 | 389.14 | Repayment of external borrowings | Principal Business by Product | Product Segment | Operating Revenue (RMB) | Operating Cost (RMB) | Gross Margin (%) | Revenue Y-o-Y (%) | Cost Y-o-Y (%) | Gross Margin Y-o-Y | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **Agency and Related Business** | 54,641,251,233.83 | 52,536,464,596.59 | 3.85 | 1.62 | 4.54 | Decrease of 2.69 p.p. | | **Professional Logistics** | 19,500,253,095.56 | 17,591,169,125.14 | 9.79 | -4.70 | -5.98 | Increase of 1.22 p.p. | | **E-commerce Business** | 2,946,551,684.43 | 2,824,690,171.05 | 4.14 | 25.43 | 29.88 | Decrease of 3.29 p.p. | - Sales to the top five customers accounted for **12.40%** of total annual sales, while purchases from the top five suppliers accounted for **17.05%** of total annual purchases, indicating reasonable concentration levels with no related parties involved[116](index=116&type=chunk)[117](index=117&type=chunk) [Analysis of Assets and Liabilities](index=42&type=section&id=Analysis%20of%20Assets%20and%20Liabilities) Total assets remained stable at RMB 61.89 billion, while the asset structure shifted due to debt repayment, the KLG acquisition, and the adoption of a new lease standard Key Changes in Balance Sheet Items (Unit: RMB Yuan) | Item | Current Year-end Balance | Prior Year-end Balance | Change (%) | Key Reason | | :--- | :--- | :--- | :--- | :--- | | **Cash and Cash Equivalents** | 10,475,499,824.16 | 15,538,785,383.83 | -32.58 | Increased cash payments for repaying various borrowings | | **Long-term Equity Investments** | 9,368,359,302.17 | 6,973,522,714.05 | 34.34 | Recognition of investment income and additional investments in associates and joint ventures (e.g., KLG) | | **Development Expenditures** | 81,415,404.91 | 30,511,836.16 | 166.83 | Increased R&D investment in digital technology applications (ABCDT) | | **Right-of-use Assets** | 1,990,676,405.63 | — | 100.00 | Adoption of the new lease standard from January 1, 2019 | | **Short-term Borrowings** | 1,202,384,395.00 | 2,233,284,173.24 | -46.16 | Repayment of borrowings from finance company and banks | | **Lease Liabilities** | 1,519,924,346.73 | — | 100.00 | Adoption of the new lease standard from January 1, 2019 | - As of December 31, 2019, the Group's asset-liability ratio was **51.12%**, a decrease from 54.71% at the end of 2018[136](index=136&type=chunk) [Investment Analysis](index=45&type=section&id=Investment%20Analysis) External equity investments grew significantly, driven by the major acquisition of seven European logistics companies under KLG Holding for up to EUR 386 million - At the end of the reporting period, long-term equity investments amounted to **RMB 9.368 billion**, a year-on-year increase of 34.34%, primarily due to the acquisition of seven European logistics subsidiaries under KLG Europe Holding B.V[146](index=146&type=chunk) - The company agreed to acquire 100% equity in seven subsidiaries under KLG Holding for a price not exceeding **EUR 386 million**, with a payment of RMB 2.202 billion for 80% of the equity made on December 12, 2019[147](index=147&type=chunk) - The company acquired 100% equity in Keppel Logistics (Foshan) Co., Ltd. and 70% equity in Keppel Logistics (Hong Kong) Limited to enhance its logistics service capabilities in Southern China[148](index=148&type=chunk) [Analysis of Major Subsidiaries and Associates](index=47&type=section&id=Analysis%20of%20Major%20Subsidiaries%20and%20Associates) Key subsidiaries like Sinotrans Eastern and Sinotrans Logistics were major revenue contributors, while the associate DHL-Sinotrans provided a significant profit contribution Performance of Major Subsidiaries (Unit: RMB 10,000) | Company Name | Total Assets | Net Assets | Operating Revenue | Net Profit | | :--- | :--- | :--- | :--- | :--- | | Sinotrans Eastern Company Limited | 593,833.60 | 258,076.65 | 1,752,816.95 | 51,438.17 | | Sinotrans Air Transportation Development Co., Ltd. | 1,178,714.14 | 990,091.36 | 759,951.49 | 110,009.58 | | Sinotrans Logistics Ltd. | 2,174,329.40 | 622,205.47 | 1,346,488.75 | 43,534.52 | Performance of Major Associates (Unit: RMB 10,000) | Company Name | Shareholding (%) | Total Assets | Net Assets | Operating Revenue | Net Profit | | :--- | :--- | :--- | :--- | :--- | :--- | | DHL-Sinotrans International Air Courier Ltd. | 50 | 477,866.72 | 253,859.47 | 1,387,953.84 | 194,544.37 | | China Merchants CHEP Holdings Limited | 45 | 700,219.46 | 333,396.34 | 160,792.80 | 25,620.19 | [Discussion and Analysis of Future Development](index=48&type=section&id=Discussion%20and%20Analysis%20of%20Future%20Development) The company aims to become a world-class smart logistics platform, targeting RMB 70 billion in revenue for 2020 while navigating macroeconomic and competitive risks - Company's development strategy: To position itself as a logistics industry leader, an industry integrator, a builder of the supply chain logistics ecosystem, and a pioneer in smart logistics, ultimately becoming a **world-class smart logistics platform enterprise**[157](index=157&type=chunk) - 2020 business plan: The company aims to achieve an operating revenue of **RMB 70 billion** and will focus on enhancing quality and efficiency, business transformation, resource integration, and technology leadership[158](index=158&type=chunk)[159](index=159&type=chunk) - Key risks: - **Macroeconomic risks**: Unfavorable global economic growth, uncertainties from China-US trade friction and the COVID-19 pandemic - **Industry competition risks**: Low industry concentration and product homogenization leading to price competition, with new entrants like e-commerce platforms and shipping companies intensifying competition - **Financial risks**: Primarily credit risk associated with accounts receivable - **Other risks**: Including supplier management, operational, and investment risks[164](index=164&type=chunk)[165](index=165&type=chunk) [Section 6: Significant Events](index=56&type=section&id=Section%206%20Significant%20Events) [Ordinary Share Profit Distribution Proposal](index=56&type=section&id=Ordinary%20Share%20Profit%20Distribution%20Proposal) The Board proposes a 2019 dividend of RMB 1.20 per 10 shares, totaling RMB 888 million, representing a payout ratio of 31.68% of net profit attributable to the parent Dividend Distribution in the Last Three Years | Dividend Year | Dividend per 10 Shares (RMB) (tax inclusive) | Total Cash Dividend (RMB) (tax inclusive) | Payout Ratio of Net Profit Attributable to Parent (%) | | :--- | :--- | :--- | :--- | | **2019** | 1.20 | 888,096,465.00 | 31.68 | | **2018** | 1.30 | 962,104,503.75 | 35.58 | | **2017** | 1.20 | 668,192,000.00 | 29.00 | [Fulfillment of Commitments](index=59&type=section&id=Fulfillment%20of%20Commitments) The company and its controlling shareholders strictly fulfilled all commitments made during the asset restructuring, including those related to profit forecasts and share lock-ups - The controlling shareholders, China Merchants Group and Sinotrans & CSC, committed not to transfer their restricted shares for thirty-six months from the A-share listing date (January 18, 2019); this lock-up period was automatically extended by six months to July 17, 2022, due to stock price performance[194](index=194&type=chunk)[271](index=271&type=chunk) - To avoid competition, the controlling shareholder Sinotrans & CSC committed to gradually exit from integrated logistics businesses that compete with the company within three years of the A-share listing and has signed a trusteeship agreement to ensure no substantive competition exists[198](index=198&type=chunk) [Connected Transactions and Major Related Party Transactions](index=71&type=section&id=Connected%20Transactions%20and%20Major%20Related%20Party%20Transactions) The company conducted ongoing connected transactions for logistics, leasing, and financial services with its controlling shareholder, all within approved annual caps 2019 Performance of Major Continuing Connected Transactions (Unit: RMB Yuan) | Counterparty | Transaction Content | 2019 Actual Amount | 2019 Annual Cap | | :--- | :--- | :--- | :--- | | China Merchants Group | Provision of transport and logistics services | 1,352,809,188.33 | 3,250,000,000 | | China Merchants Group | Receipt of transport and logistics services | 1,684,911,767.16 | 4,550,000,000 | | China Merchants Group | Rental expenses | 124,483,477.76 | 330,000,000 | | China Merchants Group Finance Company | Receipt of deposit services (max daily balance) | 3,840,372,185.49 | 5,000,000,000 | [Material Contracts and Their Performance](index=77&type=section&id=Material%20Contracts%20and%20Their%20Performance) The company's total guarantees amounted to RMB 5.37 billion, representing 17.74% of net assets, with the vast majority provided for its subsidiaries Guarantee Summary (Unit: RMB Yuan) | Item | Amount | | :--- | :--- | | **Total Outstanding External Guarantees at Period-end (A)** | 129,660,737.22 | | **Total Outstanding Guarantees for Subsidiaries at Period-end (B)** | 5,237,040,585.58 | | **Total Guarantees (A+B)** | 5,366,701,322.80 | | **Total Guarantees as a Percentage of Net Assets** | 17.74% | | **Guarantees for Parties with Asset-Liability Ratio over 70%** | 4,895,085,003.55 | [Explanation of Other Significant Events](index=80&type=section&id=Explanation%20of%20Other%20Significant%20Events) The most significant event was the share-swap merger with a subsidiary, leading to the company's A-share listing and achieving A+H dual-listed status - The company completed a share-swap merger with its subsidiary, Sinotrans Air Transportation Development, by issuing 1,351,637,231 A-shares and officially listed on the Shanghai Stock Exchange on January 18, 2019, achieving an **A+H dual listing**[235](index=235&type=chunk) [Performance of Social Responsibilities](index=80&type=section&id=Performance%20of%20Social%20Responsibilities) The company actively engaged in social responsibility, donating RMB 11 million for targeted poverty alleviation projects that benefited over 20,000 people - In 2019, the company donated **RMB 11 million** through the China Merchants Charitable Foundation for targeted poverty alleviation projects in regions including Guizhou, Hubei, Xinjiang, and Yunnan[237](index=237&type=chunk) - The poverty alleviation projects covered various areas such as industrial development, education, health, and infrastructure, helping **21,579** registered impoverished individuals escape poverty during the year[240](index=240&type=chunk) [Section 7: Changes in Ordinary Shares and Shareholder Information](index=85&type=section&id=Section%207%20Changes%20in%20Ordinary%20Shares%20and%20Shareholder%20Information) [Changes in Ordinary Share Capital](index=85&type=section&id=Changes%20in%20Ordinary%20Share%20Capital) Total share capital increased to 7.40 billion shares following the issuance of 1.35 billion new A-shares for a share-swap merger Share Capital Structure Changes | Share Class | Pre-change Quantity (Shares) | Post-change Quantity (Shares) | Post-change Ratio (%) | | :--- | :--- | :--- | :--- | | **Restricted Shares** | 3,904,279,644 | 3,904,279,644 | 52.75 | | **Unrestricted Floating Shares** | 2,144,887,000 | 3,496,524,231 | 47.25 | | *Of which: RMB Ordinary Shares* | 0 | 1,351,637,231 | 18.26 | | *Of which: Overseas-listed Foreign Shares* | 2,144,887,000 | 2,144,887,000 | 28.98 | | **Total Ordinary Shares** | **6,049,166,644** | **7,400,803,875** | **100.00** | [Information on Shareholders and Ultimate Controller](index=88&type=section&id=Information%20on%20Shareholders%20and%20Ultimate%20Controller) China Merchants Group is the ultimate controller with a combined stake of approximately 56.34%, held directly and through its subsidiary Sinotrans & CSC Holdings Top Ten Shareholders at the End of the Reporting Period | Shareholder Name | Number of Shares Held | Percentage (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Sinotrans & CSC Holdings Co., Ltd. | 2,461,596,200 | 33.26 | State-owned legal person | | HKSCC NOMINEES LIMITED | 2,107,475,449 | 28.48 | Overseas legal person | | China Merchants Group Limited | 1,600,597,439 | 21.63 | State-owned legal person | | Central Huijin Asset Management Ltd. | 51,346,878 | 0.69 | State-owned legal person | | Hong Kong Securities Clearing Company Ltd. | 41,971,723 | 0.57 | Overseas legal person | - The company's controlling shareholder is Sinotrans & CSC Holdings Co., Ltd., and the ultimate controller is China Merchants Group Limited, which controls approximately **56.34%** of the company's shares through direct and indirect holdings[26](index=26&type=chunk)[277](index=277&type=chunk)[274](index=274&type=chunk) [Section 8: Information on Preference Shares](index=97&type=section&id=Section%208%20Information%20on%20Preference%20Shares) [Explanation of Preference Shares](index=97&type=section&id=Explanation%20of%20Preference%20Shares) The company had no preference shares during the reporting period - The company had no preference shares during the reporting period[289](index=289&type=chunk) [Section 9: Directors, Supervisors, Senior Management, and Employees](index=98&type=section&id=Section%209%20Directors,%20Supervisors,%20Senior%20Management,%20and%20Employees) [Changes in Shareholdings and Remuneration](index=98&type=section&id=Changes%20in%20Shareholdings%20and%20Remuneration) This section details the remuneration for key executives, with the Chairman and President receiving pre-tax compensation of RMB 2.04 million and RMB 1.92 million, respectively 2019 Remuneration for Selected Directors and Senior Management (Unit: RMB 10,000) | Name | Position | Total Pre-tax Remuneration from the Company | Remuneration from Related Parties | | :--- | :--- | :--- | :--- | | Li Guanpeng | Chairman, Executive Director | 204.10 | No | | Song Dexing | Vice Chairman, Executive Director | 0 | Yes | | Song Rong | Executive Director, President | 191.64 | No | | Wang Taiwen | Independent Non-executive Director | 14.74 | No | | Wang Jiuyun | Chief Financial Officer | 127.73 | No | | Li Shichu | Secretary to the Board | 127.74 | No | [Changes in Directors, Supervisors, and Senior Management](index=114&type=section&id=Changes%20in%20Directors,%20Supervisors,%20and%20Senior%20Management) The company underwent significant leadership changes in 2019, with Mr. Li Guanpeng appointed as the new Chairman and Mr. Song Rong as the new President - **Chairman Change**: Mr. Wang Hong resigned, and Mr. Li Guanpeng was elected as the new Chairman[329](index=329&type=chunk) - **President Change**: Mr. Li Guanpeng resigned as President, and Mr. Song Rong was appointed as the new President[329](index=329&type=chunk)[330](index=330&type=chunk) [Employee Information](index=115&type=section&id=Employee%20Information) The company employed 33,751 staff, with production personnel forming the largest group and 42% of the workforce holding a bachelor's degree or higher Employee Composition | Category | Number of People | | :--- | :--- | | **Total Number of Employees** | **33,751** | | **By Profession** | | | Production Staff | 23,433 | | Management Staff | 4,171 | | **By Education Level** | | | Master's Degree or Above | 1,401 | | Bachelor's Degree | 12,774 | | Associate Degree | 10,360 | [Section 10: Corporate Governance (Corporate Governance Report)](index=118&type=section&id=Section%2010%20Corporate%20Governance%20(Corporate%20Governance%20Report)) [Corporate Governance Overview](index=118&type=section&id=Corporate%20Governance%20Overview) The company maintained a robust governance structure compliant with listing rules, actively engaged with investors, and fully adhered to the HKEX Corporate Governance Code - The company has established a corporate governance structure with clear responsibilities and checks and balances, operating in strict compliance with the Company Law and dual listing rules[341](index=341&type=chunk) - During the reporting period, the company held 1 annual general meeting, 2 extraordinary general meetings, 12 board meetings, and 6 supervisory committee meetings[342](index=342&type=chunk) - The company places high importance on investor relations, and in 2019, its first year as an A-share listed company, it communicated closely with domestic and international investors through results presentations, roadshows, and meetings, hosting nearly **80 investor visits**[346](index=346&type=chunk) [Performance of Board Committees](index=128&type=section&id=Performance%20of%20Board%20Committees) The Board's specialized committees for Audit, Remuneration, and Nomination effectively fulfilled their duties by reviewing financial reports, executive compensation, and board composition - **Audit Committee**: Comprised entirely of independent non-executive directors, it held 6 meetings to review periodic reports, the internal control audit report, and the appointment of auditors[385](index=385&type=chunk)[386](index=386&type=chunk) - **Remuneration Committee**: Comprised entirely of independent non-executive directors, it held 2 meetings to review senior management performance appraisal plans and equity incentive-related proposals[388](index=388&type=chunk) - **Nomination Committee**: Comprised of the Chairman and all independent non-executive directors, it held 1 meeting to review the board's structure, size, and composition, and nominated 3 non-executive directors[391](index=391&type=chunk)[392](index=392&type=chunk) [Section 11: Information on Corporate Bonds](index=138&type=section&id=Section%2011%20Information%20on%20Corporate%20Bonds) [Basic Information and Interest Payment of Corporate Bonds](index=138&type=section&id=Basic%20Information%20and%20Interest%20Payment%20of%20Corporate%20Bonds) The company adjusted the coupon rate of its "16 Waiyun 03" bond to 3.70% and completed a buy-back of RMB 150 million from investors Basic Information on Corporate Bonds | Bond Ticker | Code | Issue Date | Maturity Date | Outstanding Balance (RMB 100 million) | Coupon Rate (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | 16 Waiyun 01 | 136248 | 2016-03-02 | 2021-03-02 | 20 | 3.20 | | 16 Waiyun 03 | 136654 | 2016-08-24 | 2021-08-24 | 13.5 | 3.70 (Adjusted) | - The company exercised its option to adjust the coupon rate and the investor put option for the "16 Waiyun 03" bond, resulting in a buy-back of 150,000 lots for a total amount of **RMB 150 million**[410](index=410&type=chunk) [Bond Credit Rating and Solvency](index=140&type=section&id=Bond%20Credit%20Rating%20and%20Solvency) The company maintained a top-tier AAA corporate credit rating with a stable outlook, reflecting its extremely strong debt repayment capacity and healthy solvency indicators - The company's corporate credit rating is **AAA** with a stable outlook, and its bond credit rating is AAA, indicating extremely low default risk[412](index=412&type=chunk) Key Solvency Indicators for the Last 2 Years | Key Indicator | 2019 | 2018 | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | **Asset-liability Ratio (%)** | 51.12 | 54.71 | Decrease of 3.59 p.p. | | **EBITDA to Total Debt Ratio** | 0.46 | 0.39 | 19.07 | | **Interest Coverage Ratio** | 6.39 | 7.24 | -11.68 | | **Cash Interest Coverage Ratio** | 8.39 | 3.13 | 168.14 | | **Loan Repayment Ratio (%)** | 100 | 100 | 0 | | **Interest Payment Ratio (%)** | 100 | 100 | 0 | [Section 12: Financial Report](index=143&type=section&id=Section%2012%20Financial%20Report) [Auditor's Report](index=143&type=section&id=Auditor's%20Report) ShineWing CPAs issued a standard unqualified audit opinion, identifying "provisions for litigation and claims" as a key audit matter due to the significant management judgment involved - The auditor, ShineWing Certified Public Accountants, issued a **standard unqualified audit opinion**[419](index=419&type=chunk) - The key audit matter was "provisions for litigation and claims," which was identified as such because the uncertainty of the outflow of economic benefits and the amount required significant management judgment and estimation[421](index=421&type=chunk)[422](index=422&type=chunk) [Consolidated Financial Statements](index=148&type=section&id=Consolidated%20Financial%20Statements) The financial statements show stable assets, reduced liabilities, and increased equity, with cash flows reflecting debt repayment and acquisition activities Consolidated Balance Sheet Summary (Unit: RMB Yuan) | Item | December 31, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Total Current Assets** | 25,862,964,596.22 | 31,368,915,276.24 | | **Total Non-current Assets** | 36,023,443,352.44 | 30,125,306,307.70 | | **Total Assets** | **61,886,407,948.66** | **61,494,221,583.94** | | **Total Current Liabilities** | 20,660,770,402.66 | 20,126,614,944.21 | | **Total Non-current Liabilities** | 10,974,158,328.55 | 13,514,165,733.97 | | **Total Liabilities** | **31,634,928,731.21** | **33,640,780,678.18** | | **Total Equity Attributable to Parent** | 28,438,616,352.12 | 23,236,402,371.62 | | **Total Equity** | **30,251,479,217.45** | **27,853,440,905.76** | Consolidated Income Statement Summary (Unit: RMB Yuan) | Item | 2019 | 2018 | | :--- | :--- | :--- | | **Total Operating Revenue** | 77,650,091,275.30 | 77,311,836,514.83 | | **Total Operating Costs** | 77,429,532,543.95 | 76,161,787,922.62 | | **Operating Profit** | 3,371,589,440.55 | 4,317,999,838.24 | | **Total Profit** | 3,325,553,560.92 | 4,108,440,885.76 | | **Net Profit** | 2,927,009,252.59 | 3,198,968,329.58 | | **Net Profit Attributable to Parent** | 2,803,495,055.06 | 2,704,106,404.93 | Consolidated Cash Flow Statement Summary (Unit: RMB Yuan) | Item | 2019 | 2018 | | :--- | :--- | :--- | | **Net Cash Flow from Operating Activities** | 3,319,984,464.89 | 2,013,393,334.59 | | **Net Cash Flow from Investing Activities** | -2,054,878,422.50 | 4,875,518,151.31 | | **Net Cash Flow from Financing Activities** | -6,334,982,235.15 | -1,295,120,599.19 | | **Net Increase in Cash and Cash Equivalents** | -4,930,525,194.84 | 5,608,442,747.72 |