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中国天瑞水泥(01252) - 董事会召开日期
2024-12-11 13:02
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責,對其準確性 或完整性亦不發表任何聲明,並明確表示,概不就因本公告全部或任何部分內容而產生或因依 賴該等內容而引致的任何損失承擔任何責任。 (於開曼群島註冊成立的有限公司) (股份代號: 1252) 董事會召開日期 本公告乃根據香港聯合交易所有限公司證券上市規則第13.43條作出。茲提述本公司 日期為二零二四年十二月四日有關委任估值師之公告(「該公告」)。除另有界定者 外,本公告所用詞彙與該公告所界定者具有相同涵義。 誠如該公告所披露,泓亮預期於二零二四年十二月十八日或之前發出估值報告(「估 值報告」)。本公司將盡力於收到估值報告後兩日內,即於二零二四年十二月二十日, 完成及刊發真實完整的二零二四年中期業績(「二零二四年最终中期業績」)。 中國天瑞集團水泥有限公司(「本公司」)董事會(「董事會」)宣佈,本公司將於 二零二四年十二月二十日舉行董事會會議,藉以(其中包括)考慮及(如認為合適) 批准二零二四年最終中期業績,以及考慮派付股息(如有)。 主席 香港,二零二四年十二月十一日 於本公告日期,董事會成員包括主席兼執行董事,李玄煜先生;執行董 ...
中国天瑞水泥复牌飙涨超过1000%
Group 1 - The core point of the article is that Tianrui Cement's stock resumed trading and surged by 104.5% after the Listing Review Committee allowed it to trade again following the release of its interim results and resolution of the issues that led to its suspension [1] - Tianrui Cement's stock was previously suspended due to a dramatic drop of 99% on April 9, which was linked to forced liquidation of shares held in the accounts of major shareholders and their family members [1] - The company later confirmed that the forced sale of 10 million shares did not execute successfully and has been canceled [2]
中国天瑞水泥(01252) - 委任估值师
2024-12-04 14:14
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責,對其準確 性或完整性亦不發表任何聲明,並明確表示,概不對因本公告全部或任何部分內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 – 1 – 本公司已於二零二四年十二月三日委聘泓亮諮詢及評估有限公司(「泓亮」)展開相關評估工 作,其中包括對聯營公司進行減值評估及確定應收聯營公司款項的預期信貸虧損(「評估工 作」)。 泓亮預期於二零二四年十二月十八日或之前發出估值報告(「估值報告」)。本公司將盡力於 收到估值報告後兩日內完成及刊發真實完整的二零二四年中期業績。 由於二零二四年十一月二十九日刊發的二零二四年初步中期業績(「二零二四年初步中期業 績」)與將於二零二四年十二月二十日刊發的二零二四年最終中期業績(「二零二四年最終中 期業績」)之間預計存在重大差異,建議股東和潛在投資者在買賣本公司股份時切勿依賴二零 二四年初步中期業績,而應等待和參考二零二四年最終中期業績。 繼續停牌 ( 於開曼群島註冊成立的有限公司 ) (股份代號:1252) 委任估值師 茲提述本公司日期為二零二四年十二月一日之公告,內容有關(其中包括)可能委聘估值師評 估 ...
中国天瑞水泥(01252) - 2024 - 中期业绩
2024-12-01 22:14
Financial Reporting - The company is awaiting the release of its interim results for the six months ending June 30, 2024, scheduled for November 29, 2024[3]. - The company plans to hire an independent professional valuer to assess the impairment and bad debt provisions, ensuring the accuracy and completeness of financial information[4]. - The company emphasizes the need for accurate and complete financial statements to avoid misleading investors[6]. - The company aims to publish updated interim results within the normal remedial period of 18 months if reliable financial information from its associates is received[5]. Share Suspension - The company has applied for a continued suspension of its shares pending the announcement of further insider information and valuation results[4].
中国天瑞水泥(01252) - 2024 - 中期业绩
2024-11-29 14:54
Financial Interests and Receivables - As of June 30, 2024, the group's interests in associates and receivables from associates were RMB 968,541 thousand and RMB 590,459 thousand respectively[6]. - The group's equity interest and receivables from the associate Wanji Cement were RMB 407,258 thousand and RMB 81,674 thousand respectively, with a loss of RMB 26,900 thousand recognized during the interim period[6]. Concerns Regarding Wanji Cement - Wanji Cement has been suspended since June 2023, raising significant doubts about its ability to continue as a going concern due to net current liabilities of RMB 705,146 thousand reported[6]. - The company has not been able to obtain reliable financial information from Wanji Cement to verify its financial statements, impacting the accuracy of the interim results[7]. Actions and Plans - The company plans to hire an independent professional evaluation agency to assess the fair value of its interests in associates and the recoverability of receivables[7]. - The company has sent legal letters to assert its rights to review financial information from the associate, with further legal actions planned if responses are not received in a reasonable timeframe[9]. - An updated interim results announcement will be issued after necessary impairment assessments and receivables provisions are completed[10]. - The company is awaiting the results of a review hearing by the Listing Review Committee scheduled for December 6, 2024[4].
中国天瑞水泥(01252) - 2024 - 中期业绩
2024-11-29 14:51
Financial Performance - Revenue for the six months ended June 30, 2024, was RMB 2,583,798 thousand, a decrease of 35.4% compared to RMB 3,998,558 thousand in 2023[2]. - Gross profit for the same period was RMB 615,063 thousand, down 34.6% from RMB 940,131 thousand[2]. - Profit attributable to owners of the company was RMB 28,290 thousand, representing an 81.2% decline from RMB 150,521 thousand in the previous year[2]. - Basic earnings per share decreased to RMB 0.01 from RMB 0.05, reflecting an 81.2% drop[2]. - The company reported a pre-tax profit of RMB 30,881 thousand, significantly lower than RMB 155,619 thousand in the previous year[4]. - The company's profit before tax was approximately RMB 30.9 million, a decrease of RMB 124.7 million or about 80.2% compared to the same period in 2023[74]. - The net profit attributable to the company's owners was approximately RMB 28.3 million, a decrease of RMB 122.2 million or 81.2% year-on-year, with a net profit margin of 1.1%, down 2.7 percentage points from the same period in 2023[76]. Revenue Breakdown - Cement sales amounted to RMB 1,870,230 thousand, down 39.1% from RMB 3,077,482 thousand in the previous year[27]. - Revenue from cement sales was approximately RMB 1,870.2 million, down 39.2% from RMB 3,077.5 million year-on-year, with cement sales volume decreasing from approximately 12.0 million tons to 8.2 million tons, a decline of 31.4%[64]. - Revenue from limestone aggregate sales was approximately RMB 608.8 million, a decrease of RMB 123.8 million or 16.9% compared to RMB 732.6 million in the same period of 2023[64]. - The company's clinker sales revenue was approximately RMB 104.8 million, down 44.4% from RMB 188.5 million year-on-year, primarily due to a decrease in both sales volume and price[65]. Asset and Liability Overview - Total assets as of June 30, 2024, were RMB 37,423,201 thousand, a decrease of 7.8% from RMB 40,573,494 thousand at the end of 2023[2]. - Total liabilities decreased by 12.8% to RMB 21,611,245 thousand from RMB 24,787,427 thousand[2]. - Current assets were RMB 24,587,873 thousand, down 10.0% from RMB 27,326,926 thousand[2]. - As of June 30, 2024, the company's debt-to-asset ratio was 57.7%, a decrease of 3.4 percentage points from 61.1% at the end of 2023, primarily due to reduced borrowings[87]. - The company's cash and cash equivalents decreased from RMB 1,174.8 million at the end of 2023 to RMB 600.1 million as of June 30, 2024, mainly due to cash outflows from operating activities[82]. - Trade and other receivables decreased from RMB 19,606.2 million at the end of 2023 to RMB 17,572.3 million as of June 30, 2024, primarily due to reduced advances for raw material purchases[79]. - As of June 30, 2024, the net debt ratio decreased to 63.3%, down 16.0 percentage points from 79.3% on December 31, 2023[89]. Cost and Expenses - In the first half of 2024, the company's sales cost was approximately RMB 1,968.7 million, a decrease of RMB 1,089.7 million or 35.6% compared to the same period in 2023, primarily due to a decline in cement sales and lower procurement prices for raw coal and some materials[67]. - The gross profit for the first half of 2024 was approximately RMB 615.1 million, a decrease of RMB 325.1 million or 34.6% year-on-year, with a gross margin of 23.8%, remaining stable compared to the same period in 2023[68]. - Selling and distribution expenses decreased by RMB 48.4 million or 29.4% to approximately RMB 115.9 million in the first half of 2024, primarily due to reduced transportation costs[71]. - Administrative expenses were approximately RMB 361.3 million, a decrease of RMB 85.4 million or 19.1% compared to the same period in 2023, mainly due to reduced R&D expenses and cost-saving measures[72]. Market and Economic Conditions - The overall cement production in China for the first half of 2024 was 850 million tons, a decline of 10% compared to the previous year[61]. - The national GDP growth for the first half of 2024 was 5%, with fixed asset investment increasing by 3.9%, indicating a mixed economic environment affecting the construction materials sector[56]. - The domestic cement market demand remains weak, with a strong desire among companies to improve prices and profits in the second half of the year[108]. - The marginal improvement in cement demand is anticipated in the second half of the year due to the acceleration of special bonds and reconstruction needs in disaster-affected areas[106]. Strategic Initiatives - The company aims to reduce raw coal procurement costs through centralized purchasing and improve limestone mining management to lower costs[109]. - The company plans to respond to the industry's "anti-involution" initiative by maintaining staggered production to uphold market order[111]. - The focus on quality management is emphasized, with adherence to new industry standards to produce high-quality products[111]. - The company is committed to developing new cement products and enhancing its supply chain, including aggregates and prefabricated construction materials[111]. - The implementation of the new cement standard GB 175–2023 from June 1, 2024, is expected to improve industry supply-demand relationships by eliminating low-quality cement products[102]. Governance and Management - The company is actively seeking a new CEO following the resignation of the previous CEO in December 2015[113]. - The company has not declared an interim dividend for the reporting period ending June 30, 2023[116]. - The board of directors has reviewed the interim results for the six months ending June 30, 2023, which have not been audited[118]. - The company's shares have been suspended from trading since April 10, 2024, pending further notice[119].
中国天瑞水泥(01252) - 关於委任会计师的补充公告
2024-11-08 13:37
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不對因本公告全部或任何部 分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (股份代號:1252) (於開曼群島註冊成立的有限公司) 關於委任會計師的補充公告 茲提述本公司日期為二零二四年十一月五日的公告(「該公告」),內容有關(其中包 括)委任會計師進行特定商定程序(「商定程序」)。除另有界定者外,本公告所用的 詞彙具有該公告所界定的相同涵義。 委任會計師 誠如該公告所披露,本公司已於二零二四年十一月初委任中匯就其二零二四中期業 績進行商定程序。 在決定委任中匯進行商定程序時,本公司已考慮(其中包括)以下因素: 基於上文所述,本公司認為中匯合資格及適合進行商定程序,且本公司並未與德 勤‧關黃陳方會計師行就其二零二四中期業績進行商定程序進行任何討論。 – 1 – (i) 中匯同意完成商定程序的時間表是可以接受且合理的; (ii) 中匯負責商定程序的合夥人曾任職於德勤‧關黃陳方會計師行(本公司核數 師),並曾負責本公司年度審計工作至少兩年,故熟悉本集團業務運作,而這有 助於加快商定 ...
中国天瑞水泥(01252) - 要求覆核上市委员会决定及刊发二零二四中期业绩的最新消息及继续暂停买卖
2024-11-05 13:12
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不對因本公告全部或任何部 分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (股份代號:1252) (於開曼群島註冊成立的有限公司) 要求覆核上市委員會決定 及 刊發二零二四中期業績的最新消息 及 繼續暫停買賣 本公告乃由中國天瑞集團水泥有限公司(「本公司」,連同其附屬公司統稱「本集團」) 根據香港聯合交易所有限公司(「聯交所」)證券上市規則(「上市規則」)第13.09條及 香港法例第571章證券及期貨條例第XIVA部的內幕消息條文作出。 茲提述本公司日期為二零二四年十月二十五日的公告,內容有關聯交所上市委員會 (「上市委員會」)決定(其中包括)對本公司施加特定補救期,而倘本公司於二零二四 年十一月五日前未能作出所訂明補救,則會取消本公司的上市地位(「該公告」)。除 另有界定者外,本公告所用的詞匯具有該公告所界定的相同涵義。 要求覆核上市委員會決定 誠如該公告所披露,上市委員會已根據上市規則第6.01及6.10條決定(i)施加於二零 二四年十一月五日下午十一時正結束的特定補救期, ...
中国天瑞水泥(01252) - 上市委员会决定及继续暂停买卖
2024-10-27 11:26
本公司宣佈,上市委員會已根據上市規則第6.01及6.10條決定(i)施加於二零二四 年十一月五日下午十一時正結束的特定補救期,讓本公司刊發其截至二零二四年六 月三十日止六個月的中期業績(「中期業績」),以對引致其現時股份暫停買賣的事 項作出補救,然後在下一個交易時段恢復股份買賣;及(ii)倘本公司未能於二零二 四年十一月五日或之前作出有關補救,則於二零二四年十一月十一日上午九時 正取 消本公司的上市地位。 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責, 對 其準確性或完整性亦不發表任何聲明,並明確表示概不對因本公告全部或任何部 分 內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (於開曼群島註冊成立的有限公司) (股份代號:1252) 上市委員會決定 及 繼續暫停買賣 本公司正在尋求有關上市委員會決定及未來方向的建議。本公司將適時刊發進一步 公告。 中國天瑞集團水泥有限公司(「本公司」)董事(「董事」)會(「董事會」)宣佈,於二零二 四年十月二十五日收到香港聯合交易所有限公司(「聯交所」)有關上市委員會決定的 函 件。上市委員會已根據聯交所證券上市規則(「上市規則」)第6. ...
中国天瑞水泥(01252) - 2023 - 年度财报
2024-05-05 10:18
Production and Technology - The company's clinker production lines are all equipped with advanced NSP technology and waste heat recovery power generation technology, effectively reducing electricity costs and pollution[5] - The Zhengzhou Xingyang clinker production line, with a daily production capacity of over 12,000 tons, has been operating smoothly and efficiently since its commissioning in 2009[5] - The company has upgraded multiple production and management processes to achieve "unmanned" operations, with several enterprises upgraded to smart factories[5] - The company is actively involved in the construction of smart mines in Zhengzhou Xingyang[5] Regional Operations and Resources - The company has a strong presence in Henan and Liaoning provinces, with additional operations in Tianjin and Anhui, forming three core regional markets[5] - The company has abundant limestone resources and mixed material supplies in Henan, Anhui, and Liaoning provinces, with plans to acquire more quarries[5] - The company's production facilities are strategically located along major highways and railway lines in Henan, Liaoning, Tianjin, and Anhui[12] - The company's production facilities are concentrated in the central and northeastern regions of China, including Henan, Anhui, Liaoning, and Tianjin[12] Environmental and Sustainability Initiatives - The company is committed to environmental protection and sustainable development, investing in waste heat recovery, dust recovery, and low nitrogen oxide emission facilities[6] - The company is a member of the World Business Council for Sustainable Development's Cement Sustainability Initiative (CSI), being one of the first three Chinese cement companies to be accepted[6] Production Capacity and Joint Ventures - The company has a total annual production capacity of 28.4 million tons of clinker and 56.4 million tons of cement as of December 31, 2023[12] - In the Henan region (including Anhui), the cement production capacity is 37.3 million tons and clinker production capacity is 20.0 million tons[12] - In the Liaoning region (including Tianjin), the cement production capacity is 19.1 million tons and clinker production capacity is 8.4 million tons[12] - The company holds a 40% direct equity stake in a joint venture operating 2 new dry-process clinker production lines with an annual capacity of 3.1 million tons[12] - The company's attributable production capacity is approximately 29.6 million tons of clinker and 56.4 million tons of cement as of December 31, 2023[12] - The company has 13 aggregate production lines with a total capacity of 30.2 million tons as of December 31, 2023[12] Financial Performance - Revenue for 2023 was RMB 7,888.8 million, a decrease of 28.6% compared to RMB 11,055.4 million in 2022[14][16] - Net loss attributable to the company's owners was RMB 633.9 million in 2023, compared to a profit of RMB 448.7 million in 2022[14][16] - Cement sales volume in 2023 was 25.2 million tons, a decrease of 9.0% from 27.7 million tons in 2022[16] - Average cement price in 2023 was RMB 241.5 per ton, a decrease of 21.8% from RMB 308.7 per ton in 2022[16] - Limestone aggregate sales volume in 2023 was 43.6 million tons, an increase of 4.1% from 41.9 million tons in 2022[16] - Average limestone aggregate price in 2023 was RMB 34.5 per ton, a decrease of 12.6% from RMB 39.5 per ton in 2022[16] - Clinker sales volume in 2023 was 1.3 million tons, a decrease of 51.9% from 2.7 million tons in 2022[16] - Total assets increased to RMB 40,573.5 million in 2023 from RMB 32,343.6 million in 2022[15] - Total liabilities increased to RMB 24,787.4 million in 2023 from RMB 15,753.5 million in 2022[15] - Equity attributable to the company's owners decreased to RMB 15,466.4 million in 2023 from RMB 16,314.8 million in 2022[15] - Revenue in 2023 was approximately RMB 7,888.8 million, a decrease of RMB 3,166.6 million or 28.6% compared to 2022[19] - Revenue from cement sales in 2023 was approximately RMB 6,087.3 million, a decrease of RMB 2,465.4 million or 28.8% compared to 2022[19] - Cement sales volume decreased by 2.5 million tons to approximately 25.2 million tons in 2023, a decrease of 9.0% compared to 2022[19] - Revenue from limestone aggregate sales in 2023 was approximately RMB 1,502.8 million, a decrease of RMB 150.2 million or 9.1% compared to 2022[19] - Sales revenue in the Central China region in 2023 was approximately RMB 6,449.4 million, a decrease of RMB 2,385.6 million or 27.0% compared to 2022[20] - Sales revenue in the Northeast China region in 2023 was approximately RMB 1,439.5 million, a decrease of RMB 780.9 million or 35.2% compared to 2022[20] - Gross profit in 2023 was approximately RMB 1,629.3 million, a decrease of RMB 1,084.5 million or 40.0% compared to 2022[22] - EBITDA in 2023 was RMB 1,476.5 million, a decrease of RMB 1,442.0 million or 49.4% compared to 2022[23] - Pre-tax loss in 2023 was approximately RMB 629.8 million, compared to a pre-tax profit of RMB 687.9 million in 2022[26] - Income tax credit in 2023 was approximately RMB 6.3 million, compared to an income tax expense of RMB 148.6 million in 2022[26] - Other expenses decreased by RMB 40.1 million or 36.4% to RMB 70.0 million in 2023 compared to RMB 110.1 million in 2022, mainly due to reduced seasonal shutdown costs[27] - The company recorded a loss attributable to owners of RMB 633.9 million in 2023, compared to a profit of RMB 448.7 million in 2022[27] - Financial expenses increased by RMB 118.7 million or 11.5% to RMB 1,152.1 million in 2023 from RMB 1,033.4 million in 2022, primarily due to increased borrowing scale[27] - Trade and other receivables increased from RMB 9,240.2 million in 2022 to RMB 19,606.2 million in 2023, mainly due to increased bills receivable and prepayments to suppliers[28] - Cash and bank balances increased by RMB 187.0 million or 18.9% to RMB 1,174.8 million in 2023 from RMB 987.8 million in 2022, driven by net cash flows from operating, investing, and financing activities[30] - Total borrowings and bonds increased by RMB 8,955.9 million or 93.1% to RMB 18,578.6 million in 2023 from RMB 9,622.7 million in 2022[32] - The company's gearing ratio increased to 61.1% in 2023 from 48.7% in 2022, a rise of 12.4 percentage points[32] - Net debt ratio increased to 79.3% in 2023 from 24.9% in 2022, a rise of 54.4 percentage points[33] - Capital expenditures decreased to RMB 639.4 million in 2023 from RMB 936.6 million in 2022[35] - Assets pledged as collateral for bank borrowings amounted to RMB 4,030.0 million in 2023, compared to RMB 3,847.6 million in 2022[36] Risk Management and Liquidity - The company has established a liquidity risk management system to monitor and maintain appropriate levels of cash and cash equivalents, ensuring operational funding and reducing the impact of cash flow volatility[39] - The company faces currency risk due to operations primarily denominated in RMB, with some bank balances and borrowings in HKD or USD, and currently has no foreign currency hedging policy[40] Employee and Workforce - In 2023, the company had 6,892 employees (down from 7,299 in 2022) with employee costs of approximately RMB 562.3 million (compared to RMB 564.7 million in 2022)[41] Government and Market Outlook - The Chinese government's 2024 work report emphasizes stable economic growth, with a general public budget expenditure of RMB 28.5 trillion, an increase of RMB 1.1 trillion from the previous year[42] - The company expects the national cement market prices to continue fluctuating and plans to focus on cost reduction and market expansion to improve profitability in 2024[43] - The company aims to implement energy consumption and emission control measures, optimize production processes, and enhance market competitiveness in 2024[44] - A new national standard for general Portland cement (GB 175–2023) will be implemented from June 1, 2024, which is expected to eliminate low-quality cement products and reduce market supply[45] - The company plans to strengthen internal management, stabilize existing customers, and explore new markets, including high-grade cement for key projects and low-grade cement for civilian use[46] - The company will continue to extend its industrial chain, explore new energy businesses, and promote intelligent and green development to seek new profit growth points[46] Corporate Governance and Board Structure - The board of directors consists of nine members, including five executive directors, one non-executive director, and three independent non-executive directors as of December 31, 2023[47][48] - Li Liufa, aged 66, is the founder of the group and has been a non-executive director since July 2, 2011, and a member of the nomination committee since June 15, 2018. He is responsible for the overall strategic planning and business management of the group[49] - Li Xuanyu, aged 37, was appointed as an executive director and chairman of the board on October 21, 2022. He has extensive experience in administration and corporate management and holds multiple leadership positions within the group and its subsidiaries[50] - Li Fengluan, aged 61, has been an executive director since January 18, 2018, with over 30 years of experience in finance, accounting, auditing, and operational management. She holds a CPA qualification in China[50] - Ding Jifeng, aged 54, has been an executive director since May 15, 2017, and is the general manager of Tianrui Cement Group Co., Ltd. He has extensive experience in the cement industry and is responsible for the daily operations of the company[51] - Xu Wuxue, aged 48, has been an executive director and CFO since May 11, 2013, with extensive experience in finance and accounting. He has held various financial leadership roles within the group[52] - Li Jiangming, aged 46, has been an executive director since June 11, 2014, and is responsible for capital market financing and investor relations. He has extensive experience in capital operations[52] - Kong Xiangzhong, aged 69, has been an independent non-executive director since December 24, 2012, and serves as the chairman of the nomination committee and a member of the audit and remuneration committees[53] - Kong Xiansheng is the Executive President of the China Cement Association, a professor-level senior engineer, and an expert enjoying special government allowances from the State Council[54] - Wang Ping has nearly 20 years of experience in corporate finance, auditing, accounting, and taxation, and currently serves as an independent non-executive director for multiple listed companies[54] - Du Xiaotang has extensive experience in corporate finance, capital markets, private equity investment, mergers and acquisitions, and legal compliance consulting for listed companies[56] - Li Fengluan is the Chairman of Tianrui Cement Group Co., Ltd., with detailed experience outlined in the "Directors" section[56] - Ding Jifeng is the General Manager of Tianrui Cement Group Co., Ltd., with detailed experience outlined in the "Directors" section[56] - Jing Xianyu has rich experience in the cement industry and has held various senior management positions within the group since joining in 2000[56] - Xu Wuxue serves as the Chief Financial Officer of the company and the Financial Director of Tianrui Cement Group Co., Ltd.[57] - Li Jiangming is the Deputy General Manager of Tianrui Cement Group Co., Ltd. and the Chief Representative for Hong Kong business[58] - Lü Xing is the Deputy Financial Director of the company and the Chief Accountant of Tianrui Cement Group Co., Ltd., with extensive experience in financial reporting and analysis[58] - Li Tao is the Deputy General Manager and Head of the Quality Department of Tianrui Cement Group Co., Ltd., with a background in quality engineering and cement production[58] Financial Reserves and Dividends - The company's distributable reserves as of December 31, 2023, were RMB 1,683 million, compared to RMB 1,746 million in the previous year[61] - The company did not recommend a final dividend for the year ended December 31, 2023, consistent with the previous year[60] Subsidiaries and Financial Statements - The company's major subsidiaries are detailed in Note 50 of the consolidated financial statements, primarily engaged in limestone mining, clinker, and cement production, sales, and distribution[60] - The company's property, plant, and equipment changes during the year are detailed in Note 17 of the consolidated financial statements[60] - Bank loans and other borrowings details are provided in Notes 32, 33, 34, and 36 of the consolidated financial statements[60] - The company's public shareholding percentage remained compliant with the Hong Kong Stock Exchange's minimum public float requirements[61] - The company's directors and senior management held approximately 69.58% of the company's shares through controlled entities as of December 31, 2023[66] - During the year, the company released and re-pledged shares as loan guarantees, with 180 million shares released and 160 million shares re-pledged on January 9, 2023, and 70 million shares released and 45 million shares re-pledged on September 11, 2023[67] - The company did not have any share capital changes during the year ended December 31, 2023[60] - The company's reserves and equity changes are detailed in the consolidated statement of changes in equity[60] - The company did not purchase, sell, or redeem any of its listed securities during the year ended December 31, 2023[69] - The company's financial and operational independence from Pingdingshan Ruiping Shilong was confirmed as of December 31, 2023[71] - The company holds the option to acquire shares in Shanshui Cement but decided not to exercise it at this stage, considering its recent performance[72] - The company's directors and controlling shareholders did not have any interests in businesses competing with the group as of December 31, 2023[73] - The independent non-executive directors reviewed and confirmed compliance with the non-compete deed by the controlling shareholders[74] - The company made contributions of RMB 49.3 million to employee welfare plans during the year ended December 31, 2023[77] Shareholding and Loans - Yukuo holds 2,044,484,822 shares, representing 69.58% of the company's total shares[80] - China Huarong Asset Management holds 470,000,000 shares, representing 16.00% of the company's total shares[80] - Yukuo pledged 160,000,000 shares as collateral for a loan on January 9, 2023[81] - Yukuo pledged 45,000,000 shares as collateral for a loan on September 11, 2023[81] - Loan A of RMB 80,000,000 was secured by 45,000,000 shares, representing 1.53% of the company's total shares[83] - Loan B of USD 29,570,000 was secured by 140,000,000 shares, representing 4.76% of the company's total shares[84] - Loan C of RMB 173,000,000 was secured by 160,000,000 shares, representing 5.45% of the company's total shares[84] - Loan D of RMB 166,500,000 was secured by 97,000,000 shares, representing 3.3% of the company's total shares[84] - Tianrui Group must maintain at least 50% ownership of the company's total shares to avoid default on Loan A[83] - Li Liufa and Li Fenglian must jointly hold at least 51% of the company's total shares to avoid default on Loan B[84] Transactions and Guarantees - The total transaction amount for clinker purchased by Tianrui Cement from Ruiping Shilong in 2023 was RMB 136.0 million[87] - The annual cap for clinker purchase transactions under the framework agreement for 2022, 2023, and 2024 is RMB 1.2 billion each year[87] - The annual cap for limestone supply transactions under the 2021 framework agreement for 2022, 2023, and 2024 is RMB 300 million each year[89] - The total transaction amount for limestone sold by Tianrui Cement to Ruiping Shilong in 2023 was zero[89] - The maximum daily balance of guarantees provided by Tianrui Cement to Tianrui Group in 2023 was RMB 2 billion[91] - The maximum daily balance of guarantees provided by Tianrui Group to Tianrui Cement in 2023 was RMB 8.2 billion[91] - The daily balance cap for guarantees provided by Tianrui Cement under the 2022 framework agreement is RMB 3 billion annually from 2023 to 2025[92] - The daily balance cap for guarantees provided by Tianrui Group under the 2022 framework agreement is RMB 7 billion annually from 2023 to 2025[92