F 中国铁建 中 國 鐵 建 股 份 有 限 公 司 China Railway Construction Corporation Limited (於中華人民共和國註冊成立的股份有限公司) 股份代號：1186 年 度 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. 德勤華永會計師事務所（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. 公司負責人汪建平、主管會計工作負責人王秀明及會計機構負責人（會計主管人員）郭雙來聲 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 根據公司2020年度經審計財務報告，2020年年初母公司未分配利潤為19,005,961,004.91 元，加上本年度母公司實現的淨利潤15,260,631,296.23元，扣除2019年度現金分紅 2,851,703,715.00元、分配其他權益工具持有人的利息2,024,337,814.58元，本年末母公 司可供 ...

Financial Performance - Operating revenue for the first half of the year reached RMB 370,789,433 thousand, an increase of 5.06% compared to RMB 352,934,879 thousand in the same period last year[16]. - Net profit attributable to shareholders of the listed company was RMB 9,316,253 thousand, a slight increase of 0.35% from RMB 9,284,178 thousand year-on-year[16]. - The net cash flow from operating activities was negative at RMB -48,078,512 thousand, compared to RMB -32,471,913 thousand in the previous year, indicating a decline in cash generation[16]. - Total assets increased to RMB 1,145,163,270 thousand, reflecting a growth of 5.91% from RMB 1,081,239,213 thousand at the end of the previous year[16]. - The basic earnings per share decreased by 4.62% to RMB 0.62 from RMB 0.65 in the same period last year[17]. - The weighted average return on net assets was 4.81%, down by 0.90 percentage points compared to 5.71% in the previous year[17]. - The gross profit margin for the engineering contracting business decreased by 0.61 percentage points to 7.00%[38]. - The total profit for the engineering contracting business increased by 19.13% to CNY 6.608 billion[38]. Risks and Challenges - The company faced several risks including overseas risks, investment risks, significant unexpected event risks, accounts receivable risks, and cash flow risks[4]. - The group identified major risks for 2020, including overseas risks, investment risks, major unexpected event risks, accounts receivable risks, and cash flow risks[84]. - Investment risks are concentrated in real estate and PPP projects, characterized by large investment scales and long construction periods, with significant policy impacts[85]. - The company emphasizes strict control over non-core investments and enhances feasibility study standards to mitigate investment risks[85]. Business Operations - The engineering contracting business remains the core and traditional business, with services provided across 31 provinces in China and participation in infrastructure projects overseas[21]. - The company anticipates stable growth in domestic infrastructure markets driven by national initiatives such as the Belt and Road Initiative and urbanization strategies[22]. - Emerging markets such as rural construction and green environmental projects are expected to experience rapid growth, contributing to the overall healthy development of the infrastructure market[22]. - The company has established a comprehensive layout of the entire construction industry chain, covering engineering contracting, design consulting, industrial manufacturing, real estate development, logistics, and material trade[29]. - The company has applied for over 100 domestic and international patents in the mid-low speed maglev technology field, enhancing its core competitiveness[29]. Contracts and Projects - In the first half of 2020, the company signed new contracts worth CNY 875.8514 billion, achieving 40.93% of the annual target and a year-on-year growth of 21.87%[32]. - Domestic new contracts amounted to CNY 799.4458 billion, accounting for 91.28% of the total, with a year-on-year increase of 23.75%[32]. - The company’s total uncompleted contracts reached CNY 3,561.9219 billion, a year-on-year growth of 21.06%[32]. - Engineering contracting new contracts were CNY 765.2660 billion, up 25.07% year-on-year, with uncompleted contracts at CNY 3,179.6227 billion, a 24.69% increase[33]. - The company has engaged in multiple financing guarantees for its subsidiaries, reflecting a strategic focus on supporting growth in key projects[120]. Financial Management - The company reported a net cash flow from financing activities of RMB 32,589,447, an increase of 24.93% compared to the previous year[44]. - The net cash flow from operating activities for the reporting period was a net outflow of RMB 48.078 billion, an increase of RMB 15.607 billion compared to the same period last year[51]. - The company’s total assets included cash and cash equivalents of RMB 124,770,685, accounting for 10.90% of total assets, a decrease of 20.47% from the previous year[48]. - The company maintained a stable debt situation and credit rating, with sufficient cash flow to meet upcoming debt obligations[151]. Corporate Governance - The company strictly adheres to the Corporate Governance Code and relevant regulations during the reporting period[163]. - The company has not experienced any changes in accounting policies, estimates, or methods compared to the previous accounting period[159]. - The independent non-executive directors approved the related party transactions before submission to the board for review[102]. Social Responsibility and Community Engagement - In the first half of 2020, the company invested a total of 49.176 million yuan in poverty alleviation funds and 3.333 million yuan in material assistance[132]. - The company implemented various poverty alleviation projects, including a 950-acre asparagus planting initiative in Shanxi Province, enhancing local employment and income[133]. - CRCC has been recognized with the title of "Pioneer of Social Responsibility" for its poverty alleviation efforts[140]. - The company has contributed RMB 220,000 to support pandemic prevention efforts in impoverished areas[138]. Shareholder Information - As of June 30, 2020, the largest shareholder, China Railway Construction Group Co., Ltd., holds 6,942,736,590 shares, representing 51.13% of the total issued shares[169]. - The total number of shareholders as of June 30, 2020, is 326,944, comprising 311,406 A-share shareholders and 15,538 H-share shareholders[168]. - The company has not repurchased, sold, or redeemed any of its securities during the reporting period[166]. Bonds and Financing - The company issued USD 500 million H-share convertible bonds on January 29, 2016, with a zero coupon rate and an initial conversion price of HKD 10.30 per share[144]. - The total outstanding principal of USD H-share convertible bonds at the end of the reporting period was USD 500 million, with a maximum potential issuance of 403,854,922 H-shares if all bonds were converted at the adjusted conversion price of HKD 9.65 per share[153]. - The company maintained an AAA credit rating for its bonds, with a stable outlook as of April 26, 2020[198].

Financial Performance - The company reported a net profit of RMB 3,394,437,790.53 for the year 2018, with an unallocated profit at the beginning of the year amounting to RMB 10,900,866,035.34[3] - The total distributable profit at the end of 2018 was RMB 10,984,003,578.08, after accounting for cash dividends and other expenses[3] - A cash dividend of RMB 0.21 per share (including tax) was declared, totaling RMB 2,851,703,715.00, based on a total share capital of 13,579,541,500 shares[3] - The company retained an unallocated profit of RMB 7,792,856,084.03 to be carried forward to the next year[3] - The company achieved operating revenue of CNY 730,123,045, representing a year-on-year increase of 7.22%[19] - Net profit attributable to shareholders reached CNY 17,935,281, an increase of 11.70% compared to the previous year[19] - The net cash flow from operating activities decreased significantly by 78.56% to CNY 5,447,861[19] - The total assets of the company amounted to CNY 917,670,582, reflecting an 11.65% increase year-on-year[19] - The net assets attributable to shareholders increased by 13.71% to CNY 169,889,912[19] - Basic earnings per share rose to CNY 1.26, an increase of 8.62% from the previous year[20] - The company achieved a balanced growth across five major markets, including railways, highways, and municipal projects, contributing to overall revenue stability[26] - The company reported a significant increase in new business areas, including rapid development in ports, water conservancy, and power sectors[26] - The company achieved a total operating cost of CNY 658.71 million in 2018, with engineering contracting business costs accounting for 89.35%[109] Market Position and Recognition - The company ranked 3rd in the "Top 250 Global Contractors" by ENR magazine in 2018, highlighting its significant market position[12] - The company was ranked 58th in the "Fortune Global 500" list for 2018, indicating its scale and influence in the industry[12] - The company holds a total of 11,423 patents and has received 796 national-level awards since the 1980s[13] - The company has established a comprehensive layout across the entire construction industry chain, enhancing its capabilities in engineering contracting, design consulting, industrial manufacturing, and real estate development[41] Strategic Development and Future Plans - The company plans to continue its strategic development and operational plans while acknowledging the associated investment risks[4] - The company aims to maintain a stable growth strategy while focusing on high-quality development, emphasizing the creation of "Quality China Railway Construction" as a central goal[28] - The company plans to expand its domestic market and enhance its capabilities to form a strong domestic market[28] - The company is actively participating in the "Belt and Road" initiative, which is expected to drive growth in infrastructure construction both domestically and internationally[30] - The company is focusing on high-quality development and expanding its market presence in emerging industries, demonstrating resilience in a challenging external environment[45] Risk Management - The company faced various risks including overseas risks, safety and quality risks, investment risks, accounts receivable risks, and cash flow risks[4] - The global economic growth momentum has significantly weakened, with international trade growth slowing down, presenting both challenges and opportunities for the company in 2019[27] - Major risks identified for 2019 include overseas risks, safety and quality risks, investment risks, accounts receivable risks, and cash flow risks[150] - The company is focusing on controlling accounts receivable, emphasizing contract quality and payment management to mitigate collection risks[154] - A comprehensive risk management approach is being adopted, focusing on country, legal, non-traditional security, exchange rate, labor, and environmental risks in overseas operations[151] Research and Development - The company reported a significant increase in R&D expenses, totaling RMB 11.572 billion, which is a 11.29% increase year-on-year[53] - The company added 3,128 new patents in 2018, a growth of 43.8% compared to the previous year[51] - The company is committed to deepening management and technological innovation, aiming to transform traditional consulting services into integrated engineering consulting services[32] Corporate Governance and Compliance - The financial report was prepared in accordance with the Chinese Accounting Standards, ensuring compliance with regulatory requirements[4] - The company has a strong commitment to transparency, with a standard unqualified audit opinion issued by Deloitte[3] - The audit and risk management committee actively supervised and evaluated the external audit process, ensuring compliance with regulatory requirements[190] - The current domestic accounting firm, Deloitte Huayong, has been engaged for two years, with an audit fee of RMB 25.38 million[193] Real Estate Development - The group achieved a sales amount of 93.455 billion yuan in the real estate sector, marking a year-on-year increase of 36.61%[36] - The total sales area reached 6.641 million square meters, reflecting a year-on-year growth of 28.38%[36] - The group acquired 45 land parcels across 30 cities, with a total planned construction area of approximately 9.8693 million square meters[36] - The real estate development business reported a total profit of CNY 5.88 billion, which is a remarkable increase of 71.60% compared to CNY 3.43 billion in 2017[61] Financial Position and Assets - The company's cash and cash equivalents amounted to RMB 143,801,598 thousand, representing 15.67% of total assets, a 1.84% increase from the previous period[79] - The total liabilities of the company as of December 31, 2018, amounted to RMB 591,959,548 thousand, with significant components including short-term loans and accounts payable[83] - The total amount of bonds payable decreased to RMB 38,458,422 thousand in 2018 from RMB 45,665,034 thousand in 2017, representing a decline of about 15.5%[95] - The leverage ratio as of December 31, 2018, was 68%, slightly down from 69% in 2017, indicating a marginal improvement in financial stability[97] Shareholder Returns - The board proposed a cash dividend of CNY 0.21 per share, totaling CNY 2,851,703,715.00, subject to shareholder approval[157] - The company maintained a dividend payout ratio of over 15% in recent years, ensuring a stable dividend policy[177] - The company distributed cash dividends of 0.18 CNY per share for the fiscal year 2017, totaling approximately 2.44 billion CNY, based on a total share capital of 13,579,541,500 shares[172] Operational Efficiency - The company is focused on optimizing organizational structure and processes to enhance internal motivation and drive reform[28] - The company is optimizing its organizational structure to improve efficiency and reduce overlapping functions, aiming for a more streamlined management system[42] - The turnover days for accounts receivable improved from 75 days in 2017 to 61 days in 2018, indicating better collection efficiency[86] - The turnover days for accounts payable slightly decreased from 160 days in 2017 to 157 days in 2018, reflecting stable payment practices[86]