Installed Capacity and Electricity Generation - Total grid-connected installed capacity reached 5,827.24MW, with 107 solar power plants and 21 wind power plants as of December 31, 2022[3] - Total electricity generation volume for 2022 was approximately 7,228,582MWh[3] - The company's clean energy installed capacity, including controlled and entitled, reached approximately 12GW[16] - Green electricity production for the year reached approximately 7,228,582MWh[16] - The company's overseas installed capacity in operation exceeded 600MW, with reserve capacity reaching 1.6GW[11] - Wind power installed capacity in operation exceeded 1GW, and a 1GW hydropower project agreement was reached[13] - The Group had 105 solar power plants and 20 wind power plants with a total grid-connected installed capacity of approximately 5,603.44MW as of 31 December 2022, compared to 97 solar and 7 wind power plants with 4,168.02MW in 2021[85] - The Group diversified its solar and wind power plants across 23 provinces in China, with one wind power plant located in Vietnam[85] - The Group held 2 solar power plants and 1 wind power plant through its associates, with a total grid-connected installed capacity of approximately 223.80MW as of 31 December 2022[85] - The company increased its total grid-connected installed capacity from 4,168.02 MW in 2021 to 5,603.44 MW in 2022, a growth of approximately 34.4%[89] - The number of solar power plants increased from 97 in 2021 to 105 in 2022, while wind power plants grew from 7 to 20 during the same period[89] - Total electricity generation surged by approximately 84%, from 3,879,751 MWh in 2021 to 7,141,204 MWh in 2022[93] - Solar power generation increased from 3,797,021 MWh in 2021 to 5,974,027 MWh in 2022, while wind power generation jumped from 82,730 MWh to 1,167,177 MWh[94] - Total grid-connected installed capacity reached 5,827.24 MW, with electricity generation volume of 7,228,582 MWh in 2022[99] - The company operates 107 power plants, including 90 solar and 20 wind power plants across multiple regions in China and Vietnam[98][99] - The company's largest solar power plant is located in Hebei, China, with 1,278.35 MW capacity and 1,465,937 MWh generation in 2022[98] - Wind power plants generated 1,086,544 MWh in Inner Mongolia, China, with 805 MW capacity and RMB 732 million revenue[98] - The company expanded its operations to Vietnam with a 46.20 MW solar power plant[98] - Total revenue from power plants held by associates reached RMB 80 million, with an average tariff of RMB 0.91 per kWh[99] Financial Performance - Total assets increased by 34.44% from 2021 to 2022, reaching RMB 5,603.44 million[7] - Revenue for 2022 reached approximately RMB4,115 million, with a net profit of approximately RMB472 million[16] - Total assets amounted to approximately RMB60,328 million, with grid-connected installed capacity of 5.8GW[16] - Net profit for the year was approximately RMB472 million, a decrease from RMB650 million in 2021[105] - Revenue and EBITDA for the year were approximately RMB4,115 million and RMB3,500 million, respectively, up from RMB2,825 million and RMB2,397 million in 2021[105] - Grid-connected installed capacity increased by 34.4% from 4,168.02MW to 5,603.44MW[105] - Total finance costs increased by 36.4% from RMB1,110 million in 2021 to RMB1,514 million[105] - The average tariff per kWh (net of VAT) decreased to RMB0.58 from RMB0.73 in 2021[105] - The Group's EBITDA margin remained stable at approximately 85% for both 2022 and 2021, driven by steady power generation operations[121] - The debt to EBITDA ratio decreased to approximately 10.3 in 2022 from 11.1 in 2021, reflecting improved debt repayment capacity[121] - The funds from operations to net debt ratio increased slightly to approximately 5.8% in 2022 from 5.7% in 2021, indicating better debt servicing ability[121] - The interest coverage ratio decreased to approximately 2.49 in 2022 from 2.74 in 2021, showing a slight decline in interest payment capacity[121] - The Group's total bank and other borrowings amounted to RMB 43,790 million as of 31 December 2022, with RMB 14,205 million due within one year[120] - Current assets as of 31 December 2022 were approximately RMB18,865 million, while current liabilities were approximately RMB18,610 million[122] - Total borrowings and convertible bonds increased to RMB44,145 million in 2022, up from RMB32,385 million in 2021[124] - Net debts rose to RMB36,122 million in 2022, compared to RMB26,541 million in 2021[124] - The gearing ratio increased to 78.0% in 2022 from 74.1% in 2021, primarily due to increased bank borrowings for power plant construction[124][125] - Cash deposits totaled RMB8,023 million as of 31 December 2022, with RMB6,032 million denominated in RMB and RMB1,654 million in USD[126][128] - Capital commitments for property, plant, and equipment amounted to approximately RMB3,975 million as of 31 December 2022[130] - The company's total employee benefits expenses (excluding share-based payment expenses) for the year amounted to approximately RMB 351 million, compared to RMB 201 million in 2021[138] - The company had 1,011 full-time employees as of December 31, 2022, an increase from 752 employees in the previous year[142] - Total employee benefits expenses (excluding share-based payments) amounted to approximately RMB 351 million in 2022, compared to RMB 201 million in 2021[142] Strategic Development and Future Plans - The company aims to build the most efficient and advanced clean energy operation and maintenance platform[4] - Future strategy includes accelerating the construction of a clean energy industrial ecosystem dominated by green energy, complemented by multiple energy sources and characterized by smart collaboration[5] - The company plans to focus on rapid quality development and adhere to the development concept of "focusing on main business, national layout, and worldwide development"[5] - The company plans to accelerate the construction of large-scale wind and solar power bases in desert, Gobi, and barren areas, focusing on regions like Inner Mongolia, Xinjiang, and Hebei[30] - The company will promote distributed photovoltaic and wind power projects in rural areas and industrial parks, supporting green micro-grids and integrated energy projects[22] - The company aims to increase the proportion of new energy power used by end-users through direct power supply pilot projects and green power trading[24] - The company will focus on multi-energy integration and industrial-financial integration, investing in shared energy storage and green ammonia sectors[29] - The company expects China's wind and solar power new installed capacity to reach 160 GW in 2023, a year-on-year increase of over 33%[27] - The company will improve its technological investment and digital transformation speed, focusing on industrial synergies and competitive advantages[29] - The company will leverage national policies to optimize land use for new energy projects and integrate spatial information into national land planning[25] - The company plans to increase its energy storage development scale by more than 1GWh in key regions such as Jiangsu, Zhejiang, and Guangdong[36] - The company is accelerating the preliminary work of its wind and solar energy storage and hydrogen-produced green ammonia project in Duolun[36] - The company aims to expand its green ammonia project layout in Ulanqab, Inner Mongolia, leveraging local wind and solar resources, water resources, and transportation conditions[36] - The company is accelerating digital transformation by building a basic framework for digital management and control, integrating internal information resources, and promoting data sharing and analysis[37] - The company is focusing on transforming from a heavy-asset new energy operation enterprise to a value-oriented new energy asset investment management company, exploring asset-light operation paths[39] - The company is raising equity funds through multiple channels, including transforming illiquid new energy heavy assets into liquid financial assets and promoting the issuance of ABS and ABCP with renewable energy subsidies[41] - The company is focusing on overseas markets in Australia and Vietnam, aiming to achieve in-depth development and integrate overseas assets for independent listing[33] - The company is strengthening its construction capacity to ensure projects commence operation as scheduled, with a focus on improving the professional capabilities of its engineering construction team[34] - The company is accelerating the implementation of its existing reserve projects in Beijing, including exploring "photovoltaic + smart agriculture" industrial integration projects[32] - The company is transitioning from direct ownership of energy assets to managing them, enhancing asset liquidity and integrating production with financial services[42] - The company is accelerating research on spot power trading, aiming to improve market-oriented trading strategies at the provincial level to maintain a top-tier position in the region[43] - The company is focusing on developing a carbon asset management system, including CCER pilot projects and professional training to maximize carbon asset returns[44] - The company is investing in advanced technologies such as energy storage, hydrogen energy, and multi-energy complementation to create new profit growth points[45] - The company is exploring industrial synergy models, including high-end manufacturing and cultural tourism, to replicate successful cooperation frameworks[47] - The company is optimizing its corporate structure to improve complex situation management and strengthen project development, construction, and operation oversight[48] - The company is strengthening compliance and risk management, embedding risk control into all business aspects and incorporating risk management results into performance evaluations[49] - The company is enhancing investor relations by improving information disclosure quality and communication channels to protect investor rights and increase shareholder returns[52] - The company achieved its development goals in 2022 and views 2023 as a critical window for rapid growth, leveraging China's post-pandemic economic recovery and high-quality development[53] - The company's 59.95MW distributed photovoltaic carport project in Jiangxi Nanchang commenced full-capacity grid-connected power generation, marking the largest single distributed photovoltaic project in China[57] - The company's 1,000MW wind power project in Kezuo Houqi, Tongliao, and 1,380MW wind power project in Horqin District, Tongliao, were approved, achieving breakthroughs in wind power base projects[57] - The company's 112MW agricultural-photovoltaic complementary power generation project in Qixia City, Shandong, officially commenced grid connection[57] - The company's 100MW photovoltaic project in Aodu, Inner Mongolia, commenced full-capacity grid-connected power generation[58] - The company successfully issued ABCP for the securitization of its first group of subsidized photovoltaic assets, revitalizing RMB1 billion in subsidized assets[59] - The company completed its first "Green Power into Beijing" transaction, achieving a breakthrough[60] - The company's total electricity generation volume for 2022 was 7,228,582 MWh, equivalent to reducing 3,614 tons of soot, 217,000 tons of sulfur dioxide, and 6,014,000 tons of carbon dioxide emissions[62] - The company saved 2,204,000 tons of standard coal and provided electricity equivalent to the annual consumption of 4,819,000 households in 2022[61] - The Chinese government is committed to achieving "carbon peak and carbon neutrality" goals, emphasizing green and low-carbon energy development[153] - The company will focus on accelerating the construction of a new power system dominated by new energy to achieve high-quality energy development[153] - The first batch of large-scale wind and photovoltaic power generation bases, with a total capacity of 97.05 million kilowatts, have all commenced construction in 2022[154][155] - China aims to increase its wind and photovoltaic power generation capacity to reach 160 million kilowatts by 2023, resulting in an aggregated installed capacity of over 900 million kilowatts[154][155] - The company plans to achieve a clean energy installed capacity of over 10 million kilowatts by the end of 2023[157][158] - The company will refine its "dual-circle, one-center and one-focus" development strategy and focus on industry synergy and green energy conversion and consumption[157][158] - The company aims to optimize its organizational management and control structures and achieve a strategic transformation of its operational model[157][158] - The company aims to build a clean energy industrial ecosystem dominated by green energy, complemented by multiple energy sources, and characterized by smart collaboration, providing global energy users with full lifecycle services[165] - The company focuses on the national strategic goals of "carbon peak and carbon neutrality," transitioning from a pure production model to a service pricing model with maximum energy value[165] - The company emphasizes ecological construction and aims to achieve symbiosis with energy value, serving the better life of people worldwide[165] Corporate Governance and Board Structure - The Board is responsible for formulating overall strategies and policies, focusing on the growth and financial performance of the Group, and making decisions on significant acquisitions[166][167] - The Board has delegated certain functions to committees such as the Audit Committee, Remuneration Committee, Nomination Committee, and Risk Control Committee[170] - The Board approves the Group's strategic plans, annual operation and investment plans, and major investments and transactions[171] - The Board reviews and approves the annual budget, financial plan, and the selection and appointment of the external auditor[171] - The Board considers the appointment of Directors and approves the remuneration policy and incentive schemes[171] - The Board establishes and maintains risk management and internal control systems, ensuring compliance with legal and regulatory requirements[171] - The Board currently comprises nine Directors, including two executive Directors, four non-executive Directors, and three independent non-executive Directors[172] - The Board consists of nine Directors, with three being independent non-executive Directors, representing one-third of the Board, in compliance with Listing Rules 3.10(1) and 3.10A[178][183] - The Company has received annual written confirmations of independence from each independent non-executive Director, ensuring compliance with Listing Rule 3.13[179] - The Chairman and Chief Executive Officer positions are held by Mr. Zhang Ping and Mr. Zhu Jun respectively, with the Chairman responsible for leadership and governance, and the CEO overseeing business activities[176][177] - The Nomination Committee assesses the independence of new independent non-executive Director candidates and their contribution to Board diversity before appointment[184] - Independent non-executive Directors are not granted equity-based remuneration with performance-related elements[186] - Directors with a material interest in a contract or arrangement are prohibited from voting or being counted in the quorum for related Board resolutions[186] - The Chairman meets annually with independent non-executive Directors without the presence of executive and non-executive Directors[186] - The Company follows a formal procedure for appointing new Directors, with the Nomination Committee identifying qualified individuals and making recommendations to the Board[187] - One-third of the Directors are subject to retirement by rotation at least once every three years, with the number nearest to but not less than one-third retiring at each AGM[188][189] - Non-executive Directors, including independent non-executive Directors, are appointed for a specific term of one year, subject to retirement and re-appointment provisions[188][189] - During 2022, several Directors retired and were re-elected, including Mr. Wang Heng and Mr. Su Yongjian at the SGM on 15 June 2022, and Mr. Zhang Ping, Mr. Lu Zhenwei, and Ms. Jin Xinbin at the AGM on 28 June 2022[190] - Newly appointed Directors in 2022, including Mr. Wang Heng, Mr. Su Yongjian, and Mr. Lu Xiaoyu, received induction briefings and handbooks covering laws, regulations, and company policies[191][193] - The company arranged professional training for Directors in 2022, emphasizing the importance of continuous professional development and knowledge refreshment[192][193] - The Board has established committees including the Audit Committee, Remuneration Committee, Nomination Committee, and Risk Control Committee, with terms of reference reviewed periodically to align with Listing Rules requirements[200] Acquisitions and Investments - The company completed the acquisition of Shuozhou Wind Energy, Xiyang New Energy, Xiyang Wind Energy, and Youyu Wind Energy for a total consideration of approximately RMB 1,448 million, with grid-connected installed capacities of 100MW, 200MW, 30MW (3 plants), and 99.5MW respectively[131] - The company acquired Fengtai Shengyang for approximately RMB 412 million, which operates a solar power plant with a grid-connected installed capacity of 150MW[131] - The company's subsidiary in Vietnam acquired Cuu An JSC for an adjusted cash consideration of approximately VND 729,010.7 million (equivalent to RMB 215 million) and contingent consideration of approximately VND 71,749.5 million (equivalent to RMB 21 million), with a grid-connected installed capacity of 46.2MW[132][133] - The company completed acquisitions of certain subsidiaries in China with an aggregate grid-connected installed capacity of 306.86MW, none of which were individually material[133][135] - The company holds development rights for over 5 GW of hydropower projects, with 75% ownership in the project company[90] - The company owns development rights for hydropower projects with an expected capacity of over 5GW, holding 75% equity interest in the project companies[87] - The Group focuses on strategic development, construction, and acquisition of power plants based on factors like solar irradiation, wind velocity, government subsidies, and local grid conditions[86] - The Group plans to diversify its clean energy portfolios, focusing on solar and wind power in the short term while supplementing multi-type energy supply in the long term[87] Risk Management and Compliance - The company is strengthening compliance and risk management, embedding risk control into all business aspects and incorporating risk management results into performance evaluations[49] - The Group faced a compensation claim of approximately RMB 216 million for alleged non-compliance issues at a solar power station in Inner Mongolia, with provisions of RMB 35 million and RMB 25 million made for compensation and tariff subsidy receivables impairment, respectively[114] - The company had no significant contingent liabilities as of 31 December 2022[140] - The company recognized an

Power Generation Capacity - The total installed capacity of solar power stations increased to approximately 4,842.44 MW, with a total generation of about 5,974,027 MWh, reflecting an increase in utilization hours to 1,353[6]. - The total installed capacity of wind power stations reached 761.00 MW, generating approximately 1,167,177 MWh, with an average utilization of 2,560 hours[6]. - The overall power generation increased significantly from approximately 3,879,751 MWh to about 7,141,204 MWh, marking an increase of approximately 84%[5]. - The installed capacity of grid-connected projects increased from approximately 4,168.02 MW to 5,603.44 MW, a growth of about 34.4%[12]. - The total number of solar power stations increased to 105 and wind power stations to 20, with a total installed capacity of approximately 5,603.44 MW[16]. Financial Performance - The company recorded a net profit of approximately RMB 472 million for the year ending December 31, 2022, down from RMB 650 million in the previous year[12]. - Revenue and EBITDA for the year were approximately RMB 4,115 million and RMB 3,500 million, respectively, representing increases of 45.5% and 46.3% compared to RMB 2,825 million and RMB 2,397 million in the previous year[12]. - The company’s electricity sales reached RMB 1,800 million in 2022, compared to RMB 922 million in 2021, marking a growth of 95.5%[44]. - The company reported a basic and diluted earnings per share of RMB 1.20 for 2022, down from RMB 2.51 in 2021[45]. - The total revenue from power generation reached RMB 4,073 million, with a total generation of 7,082,274 MWh from 90 solar and 20 wind power stations[8]. Strategic Focus and Development - The company has a strategic focus on developing and acquiring power stations to achieve predetermined minimum return rates, considering local solar and wind conditions, applicable feed-in tariffs, and government subsidies[3]. - The company aims to diversify its clean energy portfolio while focusing on solar and wind power development in the short term[4]. - The company aims to achieve over 10 million kilowatts of clean energy installed capacity by the end of 2023 as part of its strategic transformation[43]. - The company is actively seeking suitable investment opportunities to improve future financial performance and profitability[33]. - The company plans to actively engage in the mid-term adjustments of the "14th Five-Year Plan" to enhance its development strategy[43]. Financing and Capital Structure - Total financing costs rose by approximately 36.4% to RMB 1,514 million from RMB 1,110 million in the previous year, attributed to an increase in average bank and other borrowings[14]. - The capital structure showed a capital debt ratio of 78.0% as of December 31, 2022, up from 74.1% the previous year, primarily due to increased borrowings for power station construction[27][28]. - Total borrowings and convertible bonds amounted to RMB 44,145 million, with net debt at RMB 36,122 million after accounting for cash deposits[27]. - The company successfully issued a three-year convertible bond amounting to USD 50 million (approximately RMB 320 million) with a coupon rate of 3.8%[10]. - The company is actively seeking financing opportunities to reduce capital costs and improve liquidity[22]. Asset Management - As of December 31, 2022, the group recorded current assets of approximately RMB 18,865 million and current liabilities of approximately RMB 18,610 million, indicating a healthy liquidity position[26]. - Non-current assets increased to RMB 41,463 million in 2022 from RMB 30,488 million in 2021, reflecting a growth of 36.0%[48]. - Total assets increased to RMB 60,328 million, up from RMB 46,159 million, representing a growth of 30.7% year-over-year[51]. - The company invested RMB 3,176 million in non-current assets, including property, plant, and equipment, during the year[66]. - The company’s total accounts receivable aged over 365 days decreased to RMB 10 million in 2022 from RMB 33 million in 2021[86]. Compliance and Governance - The company has maintained compliance with all applicable corporate governance codes during the year[100]. - The audit committee consists of three members, including two independent non-executive directors, ensuring oversight of financial reporting and audit processes[101]. - The board believes this expansion will complement the existing clean energy power station portfolio and generate greater returns for shareholders[97]. - The company emphasizes high standards of corporate governance to enhance sustainable development and protect shareholder interests[100]. - The company will publish its annual report and ESG report on the Hong Kong Stock Exchange and its website at an appropriate time[105]. Customer Relations and Revenue Sources - The group has a significant reliance on major customers, with receivables from State Grid Corporation and Inner Mongolia Power Group accounting for approximately 73.50% and 25.80% of total receivables, respectively[34]. - The company reported significant contributions from three major customers, with Customer A contributing RMB 655 million, Customer B RMB 493 million, and Customer C RMB 465 million to total revenue[74]. - The group received approximately RMB 1,771 million in electricity price subsidies during the year, with expectations for improved collection of overdue subsidies due to upcoming national policy developments[21]. - The total amount of electricity price subsidy receivables increased to RMB 7,969 million in 2022 from RMB 7,287 million in 2021, reflecting a growth of about 9%[83]. - The company recognized an impairment expense of approximately RMB 25 million for electricity price subsidy receivables in 2022, compared to none in 2021[84].

Power Generation Capacity and Operations - As of June 30, 2022, the Group operated 97 solar power plants and 7 wind power plants, with a total grid-connected installed capacity of approximately 4,583.39 MW, an increase from approximately 4,168.02 MW as of December 31, 2021[10]. - The total electricity generated by the Group's power plants increased significantly from approximately 1,744,946 MWh for the six months ended June 30, 2021, to approximately 3,322,474 MWh, representing a growth of approximately 90.4%[19]. - The Group holds development rights for hydropower projects with an expected capacity of over 5 GW, with 75% equity interest indirectly held by the Company[12]. - The Group has diversified its solar and wind power plants across 21 different provinces in China as of June 30, 2022[10]. - The Group's clean energy projects are primarily located in the People's Republic of China, with all power plants grid-connected and generating electricity steadily[10]. Financial Performance - Revenue for the Period was approximately RMB 1,985 million, an increase of around 51.3% from RMB 1,310 million for the same period in 2021[40]. - EBITDA for the Period was approximately RMB 1,679 million, reflecting a growth of approximately 48.4% compared to RMB 1,131 million in the previous year[40]. - The company recorded a net profit of approximately RMB 286 million for the six months ended June 30, 2022, compared to RMB 361 million for the same period in 2021[35]. - Profit for the period decreased to RMB 286 million, down 20.8% from RMB 361 million in the same period of 2021[133]. - Earnings per share for equity holders of the Company was RMB 0.81, compared to RMB 1.65 in 2021, reflecting a decline of 50.91%[133]. Debt and Financing - The effective interest rate for bank and other borrowings as of June 30, 2022, was approximately 4.15%, down from 4.40% at the end of 2021[33]. - The company has been exploring various financing channels to enhance its financing capability and reduce finance costs[33]. - Total borrowings as of June 30, 2022, amounted to approximately RMB 36,056 million, with a significant portion maturing within one year[56]. - The Group's net debts rose to RMB 30,906 million as of June 30, 2022, compared to RMB 26,541 million as of December 31, 2021[72]. - The company intends to improve its debt structure by introducing equity capital, promoting the issuance of new energy REITs, and expanding fundraising arrangements during the "14th Five-Year Plan" period[118][121]. Operational Strategy and Future Plans - The Group aims to achieve a predetermined minimal rate of return by strategically selecting power plants based on various factors including solar irradiation and wind velocity[11]. - The Group plans to focus on the development of solar and wind power businesses in the short term while diversifying its clean energy portfolios for long-term energy supply[18]. - The company aims to leverage its capital advantages to accelerate the development of key base projects, including "Mongolia Electricity into Beijing" and "Jilin Electricity into Beijing" to support long-term growth[112][115]. - The company will actively cultivate customer markets and explore integrated energy development modes, particularly in the capital market and projects outside Beijing[120][122]. - The company plans to develop a technology innovation incubator to enhance its market value by investing in advanced technologies such as hydrogen energy and energy storage[124][127]. Market and Industry Context - The new energy industry is experiencing a historic opportunity period, with significant changes in development patterns and investment concepts, particularly in the context of "carbon peak and carbon neutrality" goals[107]. - The state is promoting large-scale projects exceeding expectations, all of which are ten million kilowatt projects[107]. - The tightening of project land standards is limiting future development space, especially in central and eastern regions[107]. - The Group recognizes the promising prospects of the new energy industry amid a trend towards green energy and low-carbon development[126]. Assets and Liabilities - Total assets as of June 30, 2022, amounted to RMB 49,772 million, an increase of 7.0% from RMB 46,159 million at the end of 2021[139]. - Total liabilities increased to RMB 40,592 million as of June 30, 2022, up from RMB 36,875 million at December 31, 2021, representing an increase of 19%[141]. - Current liabilities rose to RMB 14,817 million, a 31% increase from RMB 11,323 million at the end of 2021[141]. - Non-current liabilities totaled RMB 25,775 million, slightly up from RMB 25,552 million, indicating a 1% increase[141]. Employee and Customer Relations - Total employee benefits expenses for the period amounted to approximately RMB 161 million, an increase from approximately RMB 74 million for the same period in 2021[91]. - Key customers, State Grid and Inner Mongolia Power, accounted for approximately 77.6% and 22.0% of total trade receivables, respectively[84][87]. Accounting and Financial Reporting - The financial information has been prepared under the historical cost convention, with modifications for the revaluation of financial assets and liabilities at fair value through profit or loss[163]. - The adoption of amended HKFRSs has had no material impact on the results and financial position for the current and prior periods[165]. - Management has made significant judgments and estimates that affect the application of accounting policies and reported amounts of assets and liabilities, income, and expenses[177].

Renewable Energy Capacity and Production - As of December 31, 2021, the Group owned 97 solar power plants and 7 wind power plants with an aggregate installed capacity of approximately 4,168.02 MW, generating approximately 3,879,751 MWh of green electricity for the entire year[4] - The aggregated installed capacity of clean energy controlled by the company was approximately 12GW, and the green electricity produced throughout the year reached approximately 3,879,751 MWh[9] - The total installed capacity increased from approximately 2,070.40 MW to approximately 4,168.02 MW, representing a growth of around 101.3% through acquisitions and self-development[81] - The Group's electricity generation from solar power plants was approximately 3,797,021 MWh, while wind power plants contributed approximately 82,730 MWh in 2021[67] - The Group increased its total electricity generation from approximately 2,795,834 MWh in 2020 to approximately 3,879,751 MWh in 2021, representing a growth of approximately 38.8%[65] Financial Performance - In 2021, Beijing Energy International Holding Co., Ltd. recorded revenue of approximately RMB 2,825 million and profit of approximately RMB 650 million, with total assets amounting to approximately RMB 46,159 million[9] - Revenue for the year was approximately RMB 2,825 million, an increase from approximately RMB 2,149 million in the previous year, reflecting a growth of around 31.3%[79] - The net profit for the year was approximately RMB 650 million, a significant increase from RMB 262 million in the previous year[81] - EBITDA for the year was approximately RMB 2,397 million, compared to approximately RMB 1,967 million in the previous year, indicating an increase of about 21.9%[79] - The effective interest rate for bank and other borrowings decreased to approximately 4.40% as of December 31, 2021, down from approximately 4.70% the previous year[74] Strategic Development and Goals - The Company aims to build the most efficient and advanced renewable energy operation and maintenance platform, focusing on low-carbon and sustainable development models[4] - The Company plans to accelerate the construction of a clean energy industrial ecosystem dominated by green energy, complemented by multiple energy sources and characterized by smart collaboration[4] - The future strategy includes seizing opportunities from transformational changes in the international energy industry, adhering to a development concept of "focusing on main business, national layout, developing worldwide"[4] - The company aims to achieve carbon peak and carbon neutrality while building a new power system, focusing on innovative development and investment[15] - The company is committed to maximizing shareholder value while striving to become a first-class international clean energy ecological investment operator[4] Market Trends and Industry Insights - The installed capacity of renewable energy in China exceeded 1,000GW by the end of 2021, including approximately 330GW of wind power generation and approximately 310GW of photovoltaic power generation[11] - The renewable energy industry in China is entering a new era, characterized by increasing industrial concentration and stronger bargaining power for leading companies[15] - The trend of industrial chain integration is evident, with downstream investments extending to large-capacity wind turbines, high-efficiency components, energy storage, and hydrogen energy[16] - Energy storage is expected to experience explosive growth in the next decade, becoming a crucial support for new power system construction[14] - The transformation of global energy consumption is accelerating towards clean, low-carbon, and diversified patterns, with significant growth in new energy segments such as solar and wind power[123] Corporate Governance and Management - The Company has established a high standard of corporate governance, complying with all applicable code provisions under the CG Code for the year ended December 31, 2021[133] - The Board of Directors consists of nine members, including three executive directors, three non-executive directors, and three independent non-executive directors, ensuring a balanced composition with diverse perspectives[148] - The Company emphasizes accountability and integrity in its corporate governance framework, which is regularly reviewed to meet the needs of the Company[142] - The Chief Executive Officer and senior management are responsible for the day-to-day operations of the Group, under the supervision of the Board[142] - The management team is composed of professionals with advanced degrees and extensive industry experience, contributing to informed decision-making[45] Environmental and Social Responsibility - The focus on building a green ecosphere aims to bring clean energy into millions of families, reflecting the Company's commitment to social responsibility[4] - The company saved 1.183 million tons of standard coal through its green energy initiatives[32] - The company planted approximately 17.639 million trees as part of its environmental efforts[32] - The Company has made significant efforts in green and low-carbon development, aiming to adapt to the energy transition[131] - The energy revolution in China is expected to promote natural capital investments and green low-carbon transformation as new pillars of economic growth[130] Investment and Financing Activities - The company will intensify equity financing efforts to reduce the asset-liability ratio and optimize project financing structures to lower interest rates[22] - The company successfully implemented equity financing of RMB 3 billion in 2021[27] - The company issued US$50 million in 3.8% convertible bonds due in 2024[27] - The net proceeds from the convertible bonds issuance were approximately US$49 million, with allocations for offshore debt repayment, offshore projects, and general working capital[77] - The Group raised RMB3,000 million through a capital increase agreement with ICBC Investment, allowing for debt repayment and reducing reliance on financial support[75] Future Outlook and Strategic Initiatives - The company aims to enhance its integrated energy development by focusing on "big cities, large parks, and large enterprises," with key investment directions in energy storage and charging solutions[19] - The company plans to strengthen strategic cooperation with advanced agriculture, high-efficiency components, energy storage, and hydrogen energy enterprises to enhance its industrial ecology[20] - The company will accelerate digital transformation by enhancing independent research and development of applied scientific and technological innovations and building a big data energy service platform[22] - The Group is focusing on the development of solar and wind power businesses in the short term while diversifying its renewable energy portfolio for long-term energy supply[61] - The Group anticipates that the energy storage market will continue to grow, driven by the need for flexibility in power systems to support low-carbon and efficient energy development[128]

Solar Power Operations - As of June 30, 2021, the Group operated 76 solar power plants with a total installed capacity of approximately 2,825.4 megawatts (MW), an increase from 61 plants and 2,070.4 MW as of December 31, 2020[9]. - The Group diversified its solar power plants across 18 different regions in the People's Republic of China (PRC) as of June 30, 2021, up from 17 regions at the end of 2020[9]. - The Group strategically selects solar power plant locations based on factors such as solar irradiation, applicable feed-in tariffs, and local grid connection conditions[10]. - The Group's solar power plants are primarily ground-mounted, with a small portion being rooftop installations[10]. - The total electricity generated by the Group's power plants increased from approximately 1,388,242 MWh in 2020 to approximately 1,744,946 MWh in 2021, representing a growth of about 25.7%[15]. - As of June 30, 2021, the Group operated 76 solar power plants with an aggregate installed capacity of 2,825.4 MW, generating 1,744,946 MWh of electricity during the six months ended June 30, 2021[18]. - The Group's solar power plants in Zone 1 generated a total of 606,641 MWh, contributing significantly to the overall electricity generation[18]. Financial Performance - Revenue for the six months ended June 30, 2021, was RMB 1,310 million, an increase of 22.3% compared to RMB 1,071 million in the same period of 2020[68]. - Profit for the period reached RMB 361 million, significantly up from RMB 93 million in the previous year, representing a growth of 287.1%[74]. - EBITDA for the first half of 2021 was RMB 1,131 million, compared to RMB 977 million in the same period of 2020, reflecting a year-over-year increase of 15.7%[68]. - Basic earnings per share attributable to equity holders of the Company increased to 1.65 RMB cents from 0.41 RMB cents, marking a rise of 302.4%[70]. - The total comprehensive income for the period was RMB 293 million, compared to RMB 44 million in the same period of 2020, indicating a substantial increase of 570.5%[74]. - The profit attributable to equity holders of the Company for the six months ended June 30, 2021, was RMB 371 million, a significant increase from RMB 85 million in 2020, representing a 336.5% growth[135]. Financing and Capital Structure - The effective interest rate for bank and other borrowings decreased to approximately 4.49% as of June 30, 2021, down from approximately 4.70% at the end of 2020[19]. - The Group completed a capital increase transaction in June 2021, raising RMB3,000 million by disposing of no more than 29.43% equity interest in UP Changzhou to ICBC Investment[20]. - On June 29, 2021, the Company issued three-year convertible bonds amounting to US$50 million (approximately RMB320 million) with a coupon rate of 3.8% per annum[21]. - The total borrowings and convertible bonds increased to RMB 24,174 million as of June 30, 2021, up from RMB 18,030 million as of 31 December 2020[36]. - The Group's total bank and other borrowings amounted to approximately RMB 23,195 million, with RMB 5,628 million due within one year[27]. - The Group's financing activities during the period included various refinancing efforts aimed at lowering funding costs and improving liquidity[26]. Acquisitions and Growth Strategy - The Group completed seven acquisitions of subsidiaries in China with a total capacity of 535MW, none of which were individually material[41]. - The Group acquired the entire equity interest of a solar power company in China for approximately RMB1,178 million, with an installed capacity of about 300MW[41]. - The Group completed the acquisition of 16 power plants in the PRC during the period, significantly increasing its renewable energy portfolio from two plants as of December 31, 2020[180]. - The Group acquired 100% equity interest in Wollar Solar Development Pty Ltd in Australia for a total consideration of AUD 22.4 million (approximately RMB 112 million)[181]. - The newly acquired power plants include a total installed capacity of 1,115 MW, enhancing the Group's operational scale in the renewable energy sector[186]. - The Group's acquisition strategy aims to enhance returns to shareholders through the expansion of its renewable energy business[180]. Operational Focus and Future Outlook - The Company plans to focus on solar and wind power development in the short term while diversifying its renewable energy portfolio for long-term multi-type energy supply[11]. - The Group's operational focus during the reporting period was on managing its existing solar power business[9]. - The Company aims to ensure sustained, rapid, and healthy development in the second half of 2021, with a commitment to achieving all set goals[60]. - The year 2021 marks the beginning of the "14th Five-Year Plan," presenting new opportunities for the renewable energy sector as the goals of "carbon peak and carbon neutrality" are prioritized[58]. - Authorities at various levels are introducing supportive policies to promote the development of new energy and improve the utilization ratio of renewable energy[58]. Financial Position and Assets - Total assets as of June 30, 2021, amounted to RMB 35,649 million, an increase of 36.5% from RMB 26,088 million as of December 31, 2020[76]. - Total equity reached RMB 8,968 million, up 58.5% from RMB 5,655 million at the end of 2020[76]. - Current assets increased to RMB 13,953 million, representing a 43.5% growth compared to RMB 9,722 million at the end of 2020[76]. - Total liabilities stood at RMB 26,681 million, a rise of 30.5% from RMB 20,433 million as of December 31, 2020[78]. - Non-current assets totaled RMB 21,696 million, reflecting a 32.5% increase from RMB 16,366 million at the end of 2020[76]. Employee and Operational Expenses - The total employee benefits expenses for the period amounted to approximately RMB74 million, an increase from approximately RMB42 million in the previous year[44]. - The Group's EBITDA margin decreased by approximately 5% from about 91% for the six months ended 30 June 2020 to approximately 86% for the Period, primarily due to additional operating expenses from business expansion[28]. - The company reported finance income of RMB 84 million, up from RMB 18 million in the previous year, showing a growth of 366.7%[68]. Risk Management and Compliance - The Group's activities expose it to various financial risks, including market risk, credit risk, and liquidity risk[120]. - There were no significant changes in the risk management policies since the year-end of December 31, 2020[120]. - The financial information for the period has been prepared in accordance with the applicable disclosure provisions of the Listing Rules and HKAS 34, ensuring compliance with Hong Kong Financial Reporting Standards[104].

Financial Performance - The company achieved a revenue of approximately RMB 2,149 million and a profit of about RMB 344 million in 2020[7]. - The group's revenue from continuing operations for the year was approximately RMB 2,149 million, compared to RMB 2,168 million in 2019, showing a slight decrease[41]. - The EBITDA for the year was approximately RMB 1,967 million, compared to RMB 1,920 million in 2019, indicating a modest increase[41]. - The group recorded a net profit of approximately RMB 262 million for the year, a significant recovery from a net loss of approximately RMB 3,495 million in 2019[40]. - Total comprehensive income for the year amounted to RMB 437 million, compared to a loss of RMB 3,730 million in the previous year[183]. - The company's total assets increased to RMB 26,088 million in 2020, up from RMB 25,456 million in 2019[186]. - The company's equity attributable to shareholders rose to RMB 5,317 million, up from RMB 3,324 million in 2019, indicating improved financial health[185]. - The company reported a loss of approximately RMB 1 million from the sale of subsidiaries, a significant improvement from a loss of RMB 302 million in 2019[182]. - The company reported a financial impairment loss of approximately RMB 1,094 million, primarily related to deposits paid to NEX and its affiliates, as well as to Shenzhen Zhiyuan New Energy Co., Ltd. (SZZY) totaling RMB 1,022 million[170]. Renewable Energy Capacity and Development - The total installed capacity of clean energy reached approximately 2,070.4 MW, with a total electricity generation of about 2,795,834 MWh for the year[7]. - The company owns 61 solar power stations distributed across several provinces, including Inner Mongolia, Ningxia, Qinghai, Shanxi, Xinjiang, and Guangdong[6]. - The renewable energy sector in China saw a cumulative installed capacity of 934 GW by the end of 2020, representing a year-on-year growth of approximately 17.5%[8]. - Wind power added 71.67 GW of new installed capacity, totaling 281.53 GW, with a year-on-year increase of about 34.6%[8]. - Photovoltaic power added 48.2 GW of new installed capacity, totaling 253.43 GW, with a year-on-year increase of approximately 24.1%[8]. - The company aims for geometric growth in installed capacity during the "14th Five-Year Plan" period, aligning with the broader goals of the Jingneng Group[9]. - The company plans to develop large-scale renewable energy projects and increase investment in green electricity during the "14th Five-Year Plan" period[16]. - The company is focusing on expanding its business in regions such as the Beijing-Tianjin-Hebei area, the Yangtze River Delta, and the Greater Bay Area, exploring technologies in energy storage and smart microgrids[10]. Strategic Partnerships and International Expansion - In 2020, the company established strategic partnerships with several key players, including Jiangxi Electric Power Construction and LONGi Green Energy, to secure early development resources[10]. - The company plans to actively expand its overseas clean energy market and explore the integration of energy storage and renewable energy[9]. - The company is actively pursuing international expansion, particularly in Australia and European markets, with a focus on establishing a clean energy business overseas[13]. - The company aims to enhance its market competitiveness by optimizing its organizational structure and implementing a contract-based management model for professional managers[11]. Corporate Governance and Management - The company is committed to enhancing its corporate governance through the establishment of various committees, including audit and risk control[29]. - The board consists of eleven directors, including three executive directors, four non-executive directors, and four independent non-executive directors[73]. - The independent non-executive directors account for over one-third of the board, enhancing independent judgment and governance[76]. - The company has established a governance framework to enhance sustainable development and ensure compliance with corporate governance codes[64]. - The company has implemented a risk management and internal control system to safeguard its operations[72]. - The company emphasizes continuous professional development for directors and senior management[72]. Financial Management and Debt Structure - The company is committed to improving its debt structure and exploring innovative financing products, including green asset-backed securities[14]. - The total financing cost decreased from approximately RMB 1,239 million in 2019 to about RMB 1,110 million in 2020, a reduction of approximately 10.4%[41]. - The debt-to-EBITDA ratio decreased to approximately 7.7 from 8.3, indicating improved debt repayment capability[50]. - The company aims to reduce its capital debt ratio through deleveraging and strategic partnerships for power station investments[53]. - The company has a strong financial position supported by shareholder backing and stable relationships with lending banks, allowing for tailored financing solutions[110]. Operational Efficiency and Cost Management - The company is enhancing its operational management and cost control measures to improve production efficiency and reduce costs[11]. - The EBITDA margin improved from approximately 89% to about 92%, an increase of 3% due to effective cost control and synergies from increased power generation capacity[50]. - The company plans to continue focusing on operational efficiency and cost management to enhance profitability in the upcoming year[181]. Shareholder Communication and Dividends - The company aims to maintain a balanced and diverse board composition, considering factors such as gender, age, and professional experience[91]. - The company adopted a dividend policy on December 18, 2018, aimed at balancing shareholder returns with necessary capital retention for future development[98]. - The company reported no dividends for the fiscal year ending December 31, 2020, consistent with the previous year[120]. - The company has adopted a shareholder communication policy to ensure timely and understandable information is provided to shareholders[112]. Risk Management and Compliance - The company has established a risk management system to address major risks and uncertainties it may face[119]. - The company has identified multiple risks related to its renewable energy business, including weather and climate risks, which can significantly impact power generation output and profitability[106]. - The company closely monitors changes in local and national energy policies to adapt its operations accordingly, ensuring compliance with government subsidies and incentives[106]. - The company has engaged an external independent appraiser to assess the recoverable amount of development rights and licenses[42]. Acquisitions and Investments - The company signed agreements for the acquisition of solar power projects totaling 300 MW and 50 MW in December 2020[18]. - The company completed two acquisitions of subsidiaries with a total installed capacity of 50 MW during the year[55]. - The company entered into a framework agreement to acquire 100% equity of a photovoltaic project in Tibet with a total installed capacity of 20 MW, requiring a refundable deposit of RMB 50 million[150]. Market Position and Competition - The company has a leading market position in China's renewable energy sector, which provides opportunities to participate in policy discussions and influence industry standards[109]. - The company faces competition from local and international developers of renewable energy power stations, as well as multinational companies operating distributed renewable energy projects in China[108].

[Letter to Investors](index=3&type=section&id=%E8%87%B4%E6%8A%95%E8%B3%87%E8%80%85%E4%BF%A1) In 2019, the company achieved healthy development amid challenges, secured Beijing Energy Group as a strategic shareholder, and shifted its operational focus to refined management **2019 Performance Overview** | Metric | 2019 Data | | :--- | :--- | | Revenue | Approx. RMB 2,168 million | | Clean Energy Installed Capacity | Approx. 2 GW | | Annual Green Power Generation | Approx. 3,172,916 MWh | - On February 18, 2020, Beijing Energy Group (BEH) became the largest shareholder with an approximate 32% stake after subscribing to roughly 7.177 billion new shares, positioning the company as its key platform for clean energy and overseas business[4],[5] - The company shifted its operational focus from "scale expansion through extensive management" to "quality and efficiency improvement through refined management," effectively reducing operational costs[6] - In 2019, the company received a total of **RMB 871 million** from the fifth, sixth, and seventh batches of renewable energy subsidies, which improved the cash flow of its power stations[7] - The company plans to expand beyond its photovoltaic base into wind, hydrogen, and energy storage to build a green, multi-energy, and intelligent clean energy ecosystem[10] Company Profile and Information [Company Profile](index=6&type=section&id=%E5%85%AC%E5%8F%B8%E6%A6%82%E6%B3%81) The company is a leading eco-development solutions provider focused on investing in and operating renewable energy power stations **Company Scale as of December 31, 2019** | Metric | Value | | :--- | :--- | | Number of Renewable Energy Power Stations | 61 | | Total Installed Capacity | Approx. 2 GW | | 2019 Green Power Generation | Approx. 3,172,916 MWh | [Corporate Information](index=7&type=section&id=%E5%85%AC%E5%8F%B8%E8%B3%87%E6%96%99) This section provides basic corporate data, including board members, committees, auditors, legal advisors, and principal banks - The company's auditor is PricewaterhouseCoopers (PwC)[12] [Biographies of Directors and Senior Management](index=8&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E9%AB%98%E5%B1%A4%E7%AE%A1%E7%90%86%E4%BA%BA%E5%93%A1%E4%B9%8B%E7%B0%A1%E6%AD%B7) This section details the professional backgrounds and industry experience of the company's directors and senior management - Mr. Zhang Ping was appointed as Executive Director, Chairman of the Board, and CEO on February 21, 2020; he is also the Assistant to the General Manager of the controlling shareholder, BEH, with over 30 years of experience in the energy industry[13] - Mr. Huang Hui was appointed as Chief Financial Officer on February 21, 2020; he also serves as a director and deputy general manager of the controlling shareholder's subsidiary, Beijing Energy Group (Hong Kong) Co, Limited, possessing extensive financial and management experience[22] [2019 Major Events and Awards](index=14&type=section&id=2019%E5%B9%B4%E5%A4%A7%E4%BA%8B%E4%BB%B6) In 2019, the company achieved significant milestones, including a major share issuance and a strategic partnership with BEH - In March 2019, the company successfully completed a new share issuance to institutions including China Merchants New Energy and Huarong Overseas, raising over **HK$1.7 billion**[24] - In August 2019, the company signed a Memorandum of Understanding with BEH, indicating BEH's intention to become a strategic investor[26] - In December 2019, the 50MW Baotou Top Runner project in Inner Mongolia was successfully connected to the grid, becoming the company's sixth Panda Solar Power Plant[27] - The company received multiple honors, including the "Most Socially Responsible Hong Kong Stock Listed Company Award" and a top ten ranking for "Brand Value of Power Plant Investors in 2018"[25],[28] Management Discussion and Analysis [Business Review](index=19&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) In 2019, the Group focused on managing its solar power business, divesting assets to improve quality and efficiency **Power Station Portfolio Change (2018 vs 2019)** | Metric | December 31, 2019 | December 31, 2018 | | :--- | :--- | :--- | | Number of Power Stations | 61 | 74 | | Total Installed Capacity (MW) | 1,979.2 | 2,329.6 | - In line with the Group's strategy to enhance quality and development efficiency, all solar power plants in the UK and certain plants in China were disposed of during the year[37] **Power Generation from Continuing Operations** | Year | Total Power Generation (MWh) | Y-o-Y Growth | | :--- | :--- | :--- | | 2019 | 3,172,916 | +2.03% | | 2018 | 3,109,894 | - | [Financial Review](index=23&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group recorded a significant loss of RMB 3.495 billion in 2019, primarily due to substantial non-cash impairment charges **Annual Loss and Key Reasons (RMB)** | Item | 2019 | 2018 | | :--- | :--- | :--- | | **Loss for the year** | **3.495 billion** | **454 million** | | Impairment of intangible assets | 1.362 billion | 279 million | | Provision for loss on financial assets | 1.094 billion | - | | Impairment of property, plant and equipment | 958 million | - | | Loss on disposal of subsidiaries | 302 million | - | **Core Financial Indicators from Continuing Operations (RMB)** | Indicator | 2019 | 2018 | | :--- | :--- | :--- | | Revenue | 2.168 billion | 2.023 billion | | EBITDA | 1.920 billion | 1.700 billion | - An impairment loss on development rights of **RMB 831 million** was mainly due to the Tibetan government's policy of lowering on-grid tariffs for hydropower[50] - An impairment loss on concession rights of **RMB 531 million** was due to regional power curtailment issues and uncertainty regarding the exercise of rights nearing expiration[51] - An impairment loss on property, plant and equipment of **RMB 797 million** was mainly due to persistent regional power curtailment issues in northwestern provinces affecting future earnings[52] - A loss on impairment of financial assets of **RMB 1.094 billion** was recognized for deposits and other receivables for potential projects, as management was not optimistic about their recoverability due to a lack of progress[53] [Liquidity, Financial Resources, and Capital Structure](index=26&type=section&id=%E6%B5%81%E5%8B%95%E6%80%A7%E3%80%81%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90%E3%80%81%E8%B3%87%E6%9C%AC%E8%B2%A0%E5%82%B5%E6%AF%94%E7%8E%87%E5%8F%8A%E8%B3%87%E6%9C%AC%E6%9E%B6%E6%A7%8B) The Group's gearing ratio increased to 81.4% due to equity reduction from impairments, and it faces liquidity pressure **Capital Structure Change (RMB million)** | Indicator | December 31, 2019 | December 31, 2018 | | :--- | :--- | :--- | | Total Borrowings | 18,875 | 22,773 | | Net Debt | 15,911 | 19,553 | | Total Equity | 3,641 | 5,870 | | **Gearing Ratio** | **81.4%** | **76.9%** | **Key Performance Indicators** | Indicator | 2019 | 2018 | | :--- | :--- | :--- | | EBITDA Margin | 89% | 84% | | Debt to EBITDA Ratio | 8.3 | 11.5 | | Interest Coverage Ratio | 2.15 | 1.77 | - After the year-end, the Group failed to comply with non-financial covenants of a US$150 million bank loan, triggering cross-default clauses for other borrowings of approximately **RMB 6.846 billion**; however, directors believe immediate repayment will not be demanded, and BEH has agreed to provide financial support to ensure the company's sustainable operation[63] [Material Events After the Financial Period](index=30&type=section&id=%E8%B2%A1%E5%8B%99%E6%9C%9F%E6%9C%AB%E5%BE%8C%E7%99%BC%E7%94%9F%E7%9A%84%E9%87%8D%E5%A4%A7%E4%BA%8B%E9%A0%85) Post-period end, the company issued new senior notes and completed a directed share issuance to BEH - In January 2020, the company successfully issued new senior notes with a principal amount of approximately **US$372 million** to settle existing senior notes due in January 2020[71] - In February 2020, the company completed the allotment and issuance of 7.177 billion subscription shares to BEH, with gross proceeds of approximately **HK$1.795 billion**[72] [Response to Auditor's Disclaimer of Opinion](index=31&type=section&id=%E6%9C%AC%E5%85%AC%E5%8F%B8%E7%82%BA%E5%9B%9E%E6%87%89%E6%A0%B8%E6%95%B8%E5%B8%AB%E7%84%A1%E6%B3%95%E8%A1%A8%E7%A4%BA%E6%84%8F%E8%A6%8B%E8%80%8C%E6%8E%A1%E5%8F%96%E4%B9%8B%E8%A1%8C%E5%8B%95) The company formed an independent committee to investigate matters leading to the auditor's disclaimer of opinion - The auditor's disclaimer of opinion relates to three incidents: (i) deposits and other payments to NEX Group; (ii) a deposit to Shenzhen Zhiyuan; and (iii) a payment to Partner A of Haozhen Partnership[76] - The company established an Independent Investigation Committee, comprising independent non-executive directors, and engaged KPMG to investigate; the draft report indicates the incidents were solely related to former directors Mr. Li Yuan and Mr. Li Hong[76] - The company has recognized the deposits paid to NEX Group and Shenzhen Zhiyuan as an impairment loss, which will not have a continuing impact on the company's development[77] - The payment made to Partner A of Haozhen Partnership has been recovered through a settlement arrangement and will not have a continuing impact on the company's development[77] Corporate Governance Report [Board of Directors and Committees](index=34&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83%E8%88%87%E5%A7%94%E5%93%A1%E6%9C%83) The Board's composition changed significantly, with its five committees overseeing governance, audit, and risk functions - As of the end of the reporting period, the Board consisted of twelve directors, including three executive, five non-executive, and four independent non-executive directors, in compliance with Listing Rules[85] - On February 21, 2020, Mr. Zhang Ping was appointed as both Chairman and CEO, a deviation from the Corporate Governance Code's provision that these roles should be separate[88] - The Audit Committee, chaired by Mr. Kwan Kai Cheong who has professional accounting qualifications, comprises two independent non-executive directors and one non-executive director; it held three meetings during the year to review financial reports and internal controls[96],[97] - The Risk Control Committee and the Strategy Committee did not hold any meetings during 2019[109],[110] [Internal Control and Risk Management](index=51&type=section&id=%E5%85%A7%E9%83%A8%E6%8E%A7%E5%88%B6%E5%92%8C%E9%A2%A8%E9%9A%AA%E7%AE%A1%E7%90%86) The Board is responsible for the risk management and internal control systems, which are reviewed annually by KPMG - The Board confirms its responsibility for the risk management and internal control systems and reviews their effectiveness annually through the Audit Committee[121] - The company has engaged KPMG to review its internal controls for the year ended December 31, 2019, and will enhance its internal control management based on their recommendations[121] - The Group's principal identified risks include: weather and climate risk, policy risk, development and construction risk, operation and maintenance risk, competition risk, and financial risk[122],[123],[124],[125],[126] [Shareholder Communication and Rights](index=55&type=section&id=%E8%82%A1%E6%9D%B1%E6%AC%8A%E5%88%A9) The company maintains a shareholder communication policy and outlines procedures for shareholders to convene meetings or propose motions - Shareholders holding not less than one-tenth of the paid-up capital of the company carrying voting rights may request the Board to convene a special general meeting by written requisition[132] - Shareholders may nominate a candidate for election as a director at a general meeting, subject to the procedures and notice periods set out in Article 85 of the Company's Articles of Association[133] Report of the Directors [Principal Business and Performance](index=58&type=section&id=%E4%B8%BB%E8%A6%81%E6%A5%AD%E5%8B%99%E8%88%87%E6%A5%AD%E7%B8%BE) The Group is an investment holding company focused on renewable energy projects and does not recommend a dividend for the year - The Directors do not recommend the payment of any dividend for the year ended December 31, 2019[140] [Major Customers and Suppliers](index=59&type=section&id=%E4%B8%BB%E8%A6%81%E9%A1%A7%E5%AE%A2%E5%8F%8A%E4%BE%9B%E6%87%89%E5%95%86) The Group has a high concentration of customers, with the top five accounting for 100% of total revenue in 2019 - The Group's largest customer and five largest customers accounted for approximately **20% and 100%** of total revenue, respectively[142] [Share Option Scheme](index=61&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) The report details the status of share options granted under the company's scheme, with 483 million options available for issue - As of August 24, 2020, **482,845,548 share options** were available for issue under the Share Option Scheme, representing approximately 2.15% of the total issued shares[160] [Interests of Substantial Shareholders](index=66&type=section&id=%E4%B8%BB%E8%A6%81%E8%82%A1%E6%9D%B1%E6%96%BC%E8%82%A1%E4%BB%BD%E3%80%81%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E5%8F%8A%E5%82%B5%E6%AC%8A%E8%AD%89%E4%B8%AD%E4%B9%8B%E6%AC%8A%E7%9B%8A) The company's major shareholders include China Merchants Group and China Huarong, with BEH becoming a key shareholder post-period - Jingneng Investment (a wholly-owned subsidiary of BEH) holds an interest in 7,176,943,498 shares, representing **47.06%** of the issued shares (a post-period event reflected in the register)[163],[166] - China Merchants Group and its parties acting in concert held a combined interest of approximately **25.13%**[163] - China Huarong Asset Management Co, Ltd and Huaqing Photovoltaic Co, Limited each held an interest of approximately **19.99%**[164] [Connected Transactions](index=69&type=section&id=%E9%97%9C%E9%80%A3%E4%BA%A4%E6%98%93) The company engaged in several discloseable connected transactions, including share issuances and asset sales to related parties - Issued new shares to nominees of China Merchants New Energy Group and China Huarong at a price of **HK$0.3 per share**[170] - Sold a total of **34% equity interest** in Fengxian Huize Photovoltaic Energy Co, Ltd to an associate of China Merchants New Energy Group for a total consideration of RMB 86.7 million[170],[171] - Continuing connected transactions included the sale of solar power to a subsidiary of China Merchants Logistics and the leasing of office premises from a subsidiary of China Merchants[175],[177] [Public Float](index=77&type=section&id=%E5%85%AC%E7%9C%BE%E6%8C%81%E8%82%A1%E9%87%8F) The company's public float fell to 24.15%, below the minimum requirement, and management is addressing the shortfall - The company's public float was approximately **24.15%**, which is below the minimum 25% requirement under the Listing Rules[187] Independent Auditor's Report [Independent Auditor's Report](index=78&type=section&id=%E7%8D%A8%E7%AB%8B%E6%A0%B8%E6%95%B8%E5%B8%AB%E5%A0%B1%E5%91%8A) PwC issued a disclaimer of opinion due to insufficient audit evidence for certain transactions and noted a material uncertainty related to going concern - The auditor issued a **Disclaimer of Opinion** because they were unable to obtain sufficient and appropriate audit evidence regarding certain material transactions[190] - The basis for the disclaimer involved: deposits and other payments to NEX Group (totaling approx. HK$686 million), a deposit to SZZY (RMB 500 million), and a payment to a partner of Haozhen Limited Partnership (RMB 303.7 million), for which the auditor could not verify the nature, business rationale, and commercial substance[191],[192],[193],[195] - The report highlights a **"Material Uncertainty Related to Going Concern"** based on factors including a loss for the year of RMB 3.495 billion, net current liabilities of RMB 2.857 billion, and non-compliance with loan covenants post year-end, which could trigger immediate repayment of borrowings[199] Consolidated Financial Statements [Consolidated Statement of Profit or Loss](index=84&type=section&id=%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E8%A1%A8) The Group's total loss for the year was RMB 3.495 billion, driven by significant impairments on assets and financial instruments **Consolidated Statement of Profit or Loss Summary (RMB million)** | Item | 2019 | 2018 (Restated) | | :--- | :--- | :--- | | **Revenue (Continuing operations)** | **2,168** | **2,023** | | EBITDA (Continuing operations) | 1,920 | 1,700 | | Impairment loss on property, plant and equipment | (958) | – | | Impairment loss on intangible assets (Concession+Development) | (1,362) | (279) | | Loss on impairment of financial assets | (1,094) | – | | **Loss for the year from continuing operations** | **(3,499)** | **(469)** | | Profit for the year from discontinued operations | 4 | 15 | | **Total loss for the year** | **(3,495)** | **(454)** | | **Basic loss per share (RMB cents)** | **(23.37)** | **(4.73)** | [Consolidated Statement of Financial Position](index=87&type=section&id=%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) Total assets decreased significantly due to impairments, resulting in a net current liability position of RMB 2.857 billion **Consolidated Statement of Financial Position Summary (RMB million)** | Item | Dec 31, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | **Non-current assets** | **17,551** | **24,157** | | Of which: Property, plant and equipment | 14,246 | 17,115 | | Of which: Intangible assets | 869 | 2,245 | | **Current assets** | **7,905** | **6,618** | | **Total assets** | **25,456** | **30,775** | | **Current liabilities** | **10,762** | **7,546** | | **Non-current liabilities** | **11,053** | **17,359** | | **Total liabilities** | **21,815** | **24,905** | | **Total equity** | **3,641** | **5,870** | [Consolidated Statement of Cash Flows](index=90&type=section&id=%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) The Group generated positive operating cash flow but experienced a net cash outflow from financing activities, reducing year-end cash **Consolidated Statement of Cash Flows Summary (RMB million)** | Item | 2019 | 2018 (Restated) | | :--- | :--- | :--- | | Net cash inflow from operating activities | 1,681 | 354 | | Net cash outflow from investing activities | (120) | (2,257) | | Net cash (outflow)/inflow from financing activities | (1,593) | 672 | | **Net decrease in cash and cash equivalents** | **(32)** | **(1,231)** | | Cash and cash equivalents at beginning of year | 407 | 1,593 | | **Cash and cash equivalents at end of year** | **239** | **407** | Notes to the Financial Statements (Selected) [Basis of Preparation](index=93&type=section&id=2.1%20%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96) The financial statements were prepared on a going concern basis, which is subject to material uncertainties mitigated by the new major shareholder's support - The Board established an Independent Investigation Committee to investigate matters including deposits to NEX Group (HK$598 million) and other payments (HK$88 million), and a deposit to SZZY (RMB 500 million)[219] - Based on the investigation and recoverability assessment, the Group recognized an impairment loss of approximately **RMB 1.022 billion** on deposits to NEX and SZZY, and an impairment loss of approximately **RMB 72 million** on receivables from NEX Group, totaling approximately **RMB 1.094 billion**[225] - **Material uncertainty exists regarding going concern**, due to an annual loss of RMB 3.495 billion, net current liabilities of RMB 2.857 billion, and cross-defaults triggered by loan covenant breaches; the company's ability to continue as a going concern depends on obtaining continued bank financing, covenant compliance, and financial support from BEH[226],[231] - To mitigate going concern risks, the company completed a new share issuance (raising approx. RMB 1.565 billion) and obtained a credit enhancement guarantee of **RMB 8-10 billion** and a financial support letter from BEH[227],[229],[230] [Property, Plant and Equipment](index=149&type=section&id=17%20%E7%89%A9%E6%A5%AD%E3%80%81%E5%BB%A0%E6%88%BF%E5%8F%8A%E8%A8%AD%E5%82%99) The carrying value of PP&E decreased significantly due to an impairment charge of RMB 958 million related to power curtailment issues **Movement in Net Book Value of PP&E (RMB million)** | Item | Amount | | :--- | :--- | | Net book value at Dec 31, 2018 | 17,115 | | Disposal of subsidiaries | (1,839) | | Depreciation charge | (581) | | **Impairment loss** | **(958)** | | Additions and other | 409 | | **Net book value at Dec 31, 2019** | **14,246** | - An impairment loss of **RMB 958 million** was recognized, mainly for power stations in provinces like Gansu, Qinghai, Xinjiang, and Ningxia, which face persistent regional power curtailment due to lower industrial and household consumption, affecting future earnings[353] [Intangible Assets](index=153&type=section&id=19%20%E7%84%A1%E5%BD%A2%E8%B3%87%E7%94%A2) The net book value of intangible assets plummeted due to a massive RMB 1.362 billion impairment on concession and development rights **Intangible Asset Impairment Details (RMB million)** | Item | 2019 Impairment Loss | 2018 Impairment Loss | | :--- | :--- | :--- | | Concession rights | 531 | 279 | | Development rights | 831 | – | | **Total** | **1,362** | **279** | - The impairment of concession rights was mainly due to the NDRC's reduction of PV on-grid tariffs and regional power curtailment issues affecting future revenue forecasts[360] - The impairment of development rights was mainly due to a notice from the Tibet Autonomous Region government to gradually reduce the on-grid tariff for hydropower projects from RMB 0.44/kWh to RMB 0.341/kWh, with little likelihood of recovery to the higher tariff[364] [Trade and Bills Receivables and Tariff Surcharge Receivable](index=170&type=section&id=26%20%E6%87%89%E6%94%B6%E8%B3%84%E9%A0%85%E3%80%81%E7%A5%A8%E6%93%9A%E5%8F%8A%E9%9B%BB%E5%83%B9%E8%A3%9C%E8%B2%BC%E6%87%89%E6%94%B6%E8%B3%84%E9%A0%85) Total receivables decreased slightly, with the majority comprising tariff surcharge receivables which management deems fully recoverable **Composition of Receivables (RMB million)** | Item | Dec 31, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | Trade receivables | 49 | 72 | | Tariff surcharge receivables | 3,695 | 2,929 | | Bills receivables | 64 | 1,092 | | **Total** | **3,808** | **4,093** | - During the year, the Group received a total of **RMB 828 million** in subsidies from the 5th, 6th, and 7th batches of the catalogue[404] - Under a new 2020 policy, the central government will replace the subsidy catalogue with a list-based system to simplify settlement; management believes all eligible stations will be included and the receivables are fully recoverable[403] Five-Year Financial Summary [Five-Year Financial Summary](index=191&type=section&id=%E4%BA%94%E5%B9%B4%E8%B2%A1%E5%8B%99%E6%A6%82%E8%A6%81) The five-year summary shows consistent revenue growth but a sharp reversal to significant losses in 2018 and 2019 **Five-Year Results and Financial Position Summary (RMB million)** | Item | 2019 | 2018 | 2017 | 2016 | 2015 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenue (Continuing operations)** | 2,168 | 2,023 | 1,522 | 998 | 631 | | **(Loss)/Profit for the year** | (3,495) | (454) | 153 | 382 | 373 | | **Total assets** | 25,456 | 30,775 | 28,594 | 17,181 | 12,969 | | **Total liabilities** | (21,815) | (24,905) | (22,166) | (14,573) | (10,739) | | **Net assets** | 3,641 | 5,870 | 6,428 | 2,608 | 2,230 |

Financial Performance - In 2018, the company achieved a revenue of RMB 2,108 million, representing a year-on-year growth of approximately 39%[9] - The company's EBITDA reached RMB 1,772 million, an increase of about 48% compared to the previous year[9] - The company reported a significant increase in revenue, achieving a total of 1.2 billion in 2018, representing a growth of 25% compared to the previous year[22] - The company's revenue for the year was approximately RMB 2,108 million, an increase from RMB 1,522 million in the previous year, representing a growth of 38.4%[73] - EBITDA for the year was approximately RMB 1,772 million, up from RMB 1,198 million in the previous year, indicating a growth of 47.8%[73] Clean Energy Capacity and Production - The total installed capacity of clean energy reached 2.3 GW, with a year-on-year growth of 11.6%[8] - The company produced green electricity amounting to 3,192,630 MWh, which is a growth of approximately 51% year-on-year[8] - Panda Green Energy Group has a total installed capacity of over 2 GW across 74 renewable energy power stations, generating 3,190,000 MWh of green electricity in 2018[18] - The total installed capacity across all subsidiaries and joint ventures reached 2,329.6 MW, generating a total electricity output of 3,192,630 MWh[70] - The company added a total installed capacity of 242.3 MW of solar power stations during the year, bringing the total capacity to approximately 2,329.6 MW across 74 solar power stations[61] Government Support and Subsidies - The company received a total of RMB 549 million in renewable energy subsidy funds from the government in 2018[11] - The company experienced delays in the settlement of renewable energy price subsidies in China, impacting accounts receivable[82] Strategic Initiatives and Market Expansion - The company signed a share subscription agreement with strategic investors, raising over HKD 1.7 billion to optimize its capital structure[10] - The company is actively pursuing market expansion, with plans to enter two new international markets by the end of 2019[22] - A strategic acquisition of a local renewable energy firm is in progress, which is anticipated to enhance the company's operational capacity by 15%[22] - The company has established partnerships with key industry players to enhance its market presence and technological capabilities[22] Technological Innovation and Development - The company has received one invention patent and four utility model patents in 2018, enhancing its technological capabilities[15] - The company launched its fifth panda photovoltaic power station in Anhui with a capacity of 100 MW, which is the world's first floating panda photovoltaic power station[11] - The company launched the "Panda Operation and Maintenance" solution, aimed at reducing costs and improving efficiency in the renewable energy sector[13] - The company aims to establish a global photovoltaic power station intelligent operation and maintenance cloud center in collaboration with Huawei Technologies[18] Environmental and Social Responsibility - Panda Green Energy is committed to corporate social responsibility, having organized climate action leadership camps in partnership with the United Nations Development Programme[16] - The company achieved a reduction of approximately 268,000 tons of CO2 emissions and 26,000 tons of SO2 emissions in 2018[52] - The company has made donations amounting to approximately RMB 2 million for the year ended December 31, 2018, compared to RMB 3 million in 2017[199] Corporate Governance and Management - The board consists of 12 members, including 5 executive directors, 3 non-executive directors, and 4 independent non-executive directors[119] - The company emphasizes the separation of the roles of Chairman and CEO, with the current structure allowing for effective achievement of business goals[121] - The company has established various committees, including audit, remuneration, nomination, and risk control committees, to enhance governance[116] - The board regularly reviews its governance practices to ensure they meet the company's needs[113] Financial Position and Debt Management - The total borrowings amounted to RMB 22,773 million as of December 31, 2018, compared to RMB 20,451 million in 2017[91] - The capital debt ratio increased to 76.9% from 72.2% in the previous year, indicating a higher leverage position[91] - The company plans to reduce its capital debt ratio through deleveraging and strategic partnerships in power generation projects[91] Future Outlook and Goals - The company has set ambitious targets for the future, projecting a revenue growth of 20% for 2019, aiming to reach 1.44 billion[22] - The company aims to continue enhancing its operational management and aims to become a world-class comprehensive clean energy enterprise[17] - The company aims to enhance its capital strength significantly in 2019 through new rounds of electricity subsidies and investments from shareholders[107]