(言) Join-Share中盈盛达 共 创 共 享 共 成 长 Guangdong Join-Share Financing Guarantee Investment Co., Ltd.* 廣東中盈盛達融資擔保投資股份有限公司 (A joint stock limited liability company incorporated in the People's Republic of China) ( 於中華人民共和國註冊成立的股份有限公司 ) Stock Code 股份代號：1543 年度報告 ANNUAL REPORT 2020 * For identification purpose only 值供識別 CONTENTS 目錄 2 Corporate Profile 公司介紹 3 Corporate Information 公司資料 6 Financial Highlights 財務摘要 7 Chairman's Statement 董事長致辭 10 Management Discussion and Analysis 管理層討論與分析 29 Directors, Supervisors and ...

Economic Performance - In Q1 2020, China's GDP decreased by 6.8% year-on-year, amounting to RMB 20,650.4 billion, marking the first quarterly economic contraction since 1992[11] - In Q2 2020, China's GDP showed a recovery with a year-on-year increase of 3.2%[11] - The downward pressure on China's foreign trade has increased throughout 2020 due to a sharp decline in international market demand[11] - The first five months of 2020 saw a decline in the growth rate of China's foreign trade import and export[11] - By the end of March 2020, the balance of loans for inclusive small and micro enterprises reached RMB 12.4 trillion, representing a year-on-year growth of 23.6%[55] Impact of COVID-19 - The ongoing COVID-19 pandemic has created significant challenges for SMEs in the PRC, impacting long-term projections[12] - The Group will continue to monitor the development of the COVID-19 pandemic and its impact on operations and results[12] - Provisions for guarantee losses increased to approximately RMB 18.76 million for the six months ended June 30, 2020, from approximately RMB 17.48 million for the same period in 2019, reflecting a more cautious risk reserve ratio due to COVID-19[32] Financial Performance - In the first half of 2020, the Group achieved revenue of RMB161.85 million and profit of RMB63.42 million, representing a decrease of approximately 12.02% and 7.44% respectively compared to the same period in 2019[17] - The Group's net guarantee fee income increased by approximately RMB4.75 million, or approximately 5.64%, to approximately RMB89.00 million for the six months ended June 30, 2020[20] - The total guarantee fee income from the retail guarantee business increased by approximately RMB3.90 million or approximately 14.26%, to approximately RMB31.25 million for the six months ended June 30, 2020[20] - The Group's net interest income decreased by approximately RMB1.70 million, or approximately 3.81%, to approximately RMB42.97 million for the six months ended June 30, 2020[21] - Profit before taxation decreased by approximately RMB8.51 million or approximately 9.13% to approximately RMB84.65 million for the six months ended June 30, 2020, from approximately RMB93.16 million for the same period in 2019[40] - Profit for the period decreased by approximately RMB5.10 million or approximately 7.44% to approximately RMB63.42 million for the six months ended June 30, 2020, from approximately RMB68.52 million for the same period in 2019[42] - Net profit margin decreased to approximately 43.00% for the six months ended June 30, 2020, from approximately 46.90% for the same period in 2019[42] Business Development and Strategy - The Group plans to gradually resume and expand its business development as the domestic epidemic is under control and the economy begins to recover[12] - The Group emphasizes the importance of creating a good business environment and promoting participation in international markets[12] - The Group intends to adopt innovative business models to alleviate the financing difficulties faced by SMEs, including upgrading products dedicated to agricultural development and SMEs[63] - The Company will continue to improve integrated financial services and enhance its industry chain by incorporating small loans, financial leasing, commercial factoring, and equity investment[64] - The Group aims to further promote the integration of finance with industry and technology using Internet, big data, and blockchain technologies[65] Government Support and Policies - The PRC government has implemented a series of policies to support SMEs, including fiscal and taxation support and increasing financial availability[12] - The introduction of supportive policies is expected to maintain steady growth in the scale of monetary credit and social financing in the second half of 2020[58] Shareholder Information - The total issued share capital of the company as of June 30, 2020, was 1,560,792,687 shares[129] - Lo Kai Bong held 30,368,000 H Shares, representing approximately 5.48% of the relevant class of shares and 1.95% of the total share capital[140] - Foshan Financial owned 164,164,000 H Shares, accounting for 29.61% of the relevant class of shares and 10.52% of the total share capital[140] - Dragon Pearl Hong Kong Investment Development Limited held 75,358,000 H Shares, which is 13.59% of the relevant class of shares and 4.83% of the total share capital[143] Corporate Governance - The Company has complied with the Corporate Governance Code, except for the deviation regarding the separation of roles of chairman and chief executive officer[152] - The Company does not have the position of chief executive officer; the duties are performed by the president[153] - The Company has adopted the Model Code for securities transactions and confirmed full compliance by all Directors and Supervisors during the six months ended June 30, 2020[161] Capital Management and Investments - The company proposed to issue Domestic Corporate Bonds with an aggregate principal amount of not more than RMB500.00 million in one single tranche or multiple tranches[180] - The company injected additional share capital of RMB110.00 million to its subsidiary, increasing its registered capital from RMB60.00 million to RMB170.00 million[183] - The company aims to enhance its capital management services through the establishment of a wholly-owned subsidiary[85]

Business Overview - Guangdong Join-Share reported a stable outlook with an "AA+" corporate rating from Shenzhen Lianhe Credit Information Service Co., Ltd[7]. - The company has expanded its business network to cover all major cities in Guangdong province and certain cities in Anhui province since its establishment in 2003[5]. - Guangdong Join-Share primarily provides guarantees and entrusted loans to SMEs, with a focus on credit-based financing solutions[6]. - The company has established strong cooperative relationships with various banks and non-bank financial institutions, enhancing its leading position in the industry[7]. - The H shares of the company were successfully listed on the Main Board of the Stock Exchange of Hong Kong Limited on December 23, 2015, laying a solid foundation for future development[8]. - The company consolidated Foshan Chancheng Join-Share Micro Credit Co., Ltd. into its group in June 2014, expanding its micro-lending services[6]. - Guangdong Join-Share aims to ensure management independence and has a diverse shareholder base without a controlling shareholder[7]. - The management team possesses substantial expertise in finance, banking, accounting, and legal industries, contributing to the company's operational strength[7]. - The company has been focusing on providing financing solutions to small and medium-sized enterprises to meet their business needs[5]. Financial Performance - Total revenue for the year ended December 31, 2019, was approximately RMB 365.31 million, representing an increase of approximately 11.51% compared to the previous year[21]. - Net profit for the year was approximately RMB 142.95 million, with a net profit margin of 46.72%[21]. - Profit before taxation amounted to approximately RMB 193.20 million, representing a decrease of approximately 0.59% compared to the previous year[21]. - Profit attributable to equity shareholders of the Company was approximately RMB 133.16 million, an increase of approximately 6.45% compared to the previous year[22]. - The board recommended a final dividend of RMB 0.06 per share for the year ended December 31, 2019[22]. - Total assets as of December 31, 2019, were approximately RMB 3,191.77 million, an increase from RMB 3,034.38 million in the previous year[27]. - Total liabilities increased to approximately RMB 784.87 million from RMB 672.77 million in the previous year[27]. - Net assets as of December 31, 2019, were approximately RMB 2,406.90 million, compared to RMB 2,361.61 million in the previous year[27]. - Return on net assets was 6.0%, down from 7.0% in the previous year[27]. - Net profit margin decreased to 46.7% from 52.5% in the previous year[27]. Revenue and Income Sources - In 2019, the total revenue of the Group increased by approximately 11.51% year-on-year[48]. - As of December 31, 2019, the net balance of outstanding guarantees was approximately RMB 10,683.41 million, with net guarantee fee income of approximately RMB 187.19 million for the same period[56]. - The balance of entrusted loans as of December 31, 2019, was approximately RMB 182.44 million, with net interest income from SME lending business amounting to approximately RMB 87.78 million[62]. - The balance of micro-lending as of December 31, 2019, was approximately RMB 405.35 million, with a maximum lending limit of RMB 5.00 million per loan[58]. - Net guarantee fee income increased by approximately RMB22.85 million, or approximately 13.90%, to approximately RMB187.19 million in 2019 from approximately RMB164.34 million in 2018[78]. - Total guarantee fee income rose by approximately RMB29.49 million, or approximately 17.75%, to approximately RMB195.62 million in 2019 from approximately RMB166.13 million in 2018[78]. - Financing guarantee fee income increased by approximately RMB22.90 million or approximately 21.00% to approximately RMB131.93 million in 2019[78]. - Revenue from retail financing guarantee services surged by approximately RMB24.24 million or approximately 779.42% to approximately RMB27.35 million in 2019[78]. - Net interest income increased by approximately RMB9.54 million, or approximately 12.19%, to approximately RMB87.78 million in 2019 from approximately RMB78.24 million in 2018[79]. Strategic Initiatives and Future Plans - The Company aims to enhance comprehensive income by focusing on innovation, cost management, and optimizing management control in 2020[41]. - The Company emphasizes the importance of customer-oriented, problem-oriented, and goal-oriented approaches for business model innovation[41]. - The company aims to enhance its ability to support the real economy by improving credit structure and increasing the proportion of medium and long-term loans in 2020[119]. - The company plans to adopt innovative business models to alleviate financing difficulties for SMEs, including the launch of dedicated capital management products[124]. - The company will continue to improve integrated financial services by incorporating small loans, financial leasing, commercial factoring, and equity investment into its industry chain[125]. - The company focuses on integrating finance with industry and technology using Internet, big data, and blockchain to enhance service quality in the supply chain[126]. - The company is exploring potential mergers and acquisitions to enhance its service offerings and market reach[163]. - A strategic partnership with a leading tech firm has been established to leverage technology in financial services[163]. - The company aims to improve operational efficiency by 15% through process optimization initiatives in 2020[163]. Management and Governance - The company highlighted the importance of SMEs in the modern economic system and the need for policies to reduce financing costs and improve access to financing[110]. - The company has a strong leadership team with diverse backgrounds in finance, management, and state-owned enterprise operations, enhancing its strategic capabilities[181]. - The board of directors includes professionals with extensive experience in both public and private sectors, ensuring a comprehensive understanding of market dynamics[189]. - The diverse expertise of the board members positions the company well for future growth and market expansion opportunities[180]. - The management team is committed to developing new products and technologies to meet evolving market demands[198]. Operational Challenges and Responses - The company is actively monitoring the impact of the COVID-19 pandemic on its financial position and operating results[150]. - Provisions for guarantee losses increased to approximately RMB2.44 million in 2019 from a write-back of approximately RMB5.06 million in 2018, due to an increase in outstanding financing guarantee balance by approximately RMB55.91 million or 2.16%[94]. - Impairment losses rose by approximately RMB40.60 million to approximately RMB58.31 million in 2019 from approximately RMB17.71 million in 2018, primarily due to increased losses on default guarantee payments and receivables from guarantee customers[95]. - Operating expenses increased by approximately RMB3.85 million or 3.21% to approximately RMB123.94 million in 2019, driven by a 12.76% increase in staff costs[100]. Human Resources - The total number of staff within the company increased from 298 as of December 31, 2018, to 302 as of December 31, 2019[155][157]. - For the year ended December 31, 2019, the company paid approximately RMB 76.90 million in employee remuneration[155].

Financial Performance - The total revenue for the first half of 2019 reached RMB 183.97 million, representing a year-on-year increase of approximately 26.59%[11] - The profit for the same period was RMB 68.52 million, showing a year-on-year growth of about 6.61%[11] - The net income from guarantee fees increased to approximately RMB 84.25 million, up by about RMB 10.42 million or 14.11% from the previous year[14] - The income from financing guarantee fees rose by approximately RMB 7.54 million or 15.33% to about RMB 56.73 million[14] - Non-financing guarantee fee income increased by approximately RMB 2.42 million or 9.13% to around RMB 28.94 million[14] - The net interest income increased from approximately RMB 35.26 million for the six months ended June 30, 2018, to approximately RMB 44.67 million for the six months ended June 30, 2019, representing an increase of about RMB 9.41 million or approximately 26.69%[15] - The pre-tax profit rose from approximately RMB 86.80 million for the six months ended June 30, 2018, to approximately RMB 93.16 million for the same period in 2019, an increase of about RMB 6.36 million or approximately 7.33%[25] - The net profit for the period increased from approximately RMB 64.27 million in 2018 to approximately RMB 68.52 million in 2019, an increase of about RMB 4.25 million or approximately 6.61%[29] - The company reported a net profit of RMB 54,939 thousand for the six months ended June 30, 2019, compared to RMB 70,153 thousand for the same period in 2018, reflecting a decline of 21.7%[117] - Total comprehensive income for the period was RMB 54,721 thousand, down from RMB 68,059 thousand in the previous year, indicating a decrease of 19.5%[121] Revenue Sources - Guarantee fee income for the six months ended June 30, 2019, was RMB 85,672,000, an increase of 13.0% from RMB 75,717,000 in the same period of 2018[101] - Interest income totaled RMB 50,764,000, with RMB 7,650,000 from guarantee business and RMB 43,114,000 from small and micro enterprise loans[168] - Other income increased from approximately RMB 23.05 million in 2018 to approximately RMB 37.88 million in 2019, an increase of about RMB 14.83 million or approximately 64.34%[20] - The company plans to continue expanding its guarantee and consulting services to small and micro enterprises, focusing on risk management and internal control consulting[162] Expenses and Liabilities - The operating expenses increased from approximately RMB 40.72 million in 2018 to approximately RMB 54.04 million in 2019, an increase of about RMB 13.32 million or approximately 32.71%[24] - The impairment losses increased from approximately RMB 22.08 million in 2018 to approximately RMB 24.34 million in 2019, an increase of about RMB 2.26 million or approximately 10.24%[23] - Total liabilities increased to RMB 868,547,000 from RMB 672,769,000 at the end of 2018, indicating a rise of 29.1%[111] Cash Flow and Assets - As of June 30, 2019, cash and cash equivalents stood at RMB 568,140 thousand, a decrease from RMB 516,562 thousand year-over-year[126] - The company reported a significant reduction in cash used for purchasing financial assets, totaling RMB (123,500) thousand, compared to RMB (187,174) thousand in the previous year[126] - The company’s total restricted bank deposits amounted to RMB 913,639,000 as of June 30, 2019, compared to RMB 1,125,345,000 as of December 31, 2018, a decrease of 18.8%[195] Corporate Governance and Structure - The company maintained compliance with the corporate governance code as per the listing rules, with a board consisting of one executive director, five non-executive directors, and three independent non-executive directors[88] - The company has not established the position of CEO, with responsibilities being fulfilled by the president[89] - The company believes that having the chairman also serve as president ensures stable leadership and effective execution of overall strategic plans[89] Strategic Initiatives - The company is focused on strategic transformation and management enhancement to capitalize on market opportunities[10] - The board plans to continue transforming and upgrading its business model, focusing on customer needs and value creation[37] - The group aims to innovate its business thinking to meet diverse financing needs and explore new financing channels beyond traditional banking[37] Employee Information - The total number of employees as of June 30, 2019, was 301, with 81% holding a bachelor's degree or higher[71] - The company paid approximately RMB 30.86 million in employee compensation during the six months ending June 30, 2019[71] - Employee costs increased to RMB 30,855,000 in the six months ended June 30, 2019, up from RMB 20,356,000 in the same period of 2018, representing a growth of 51.5%[184] Market and Economic Environment - The overall economic environment in China remains stable, with GDP growth of 6.3% in the first half of 2019, supporting the demand for guarantee services[9] - The group anticipates more policy support for financing the real economy, particularly for small and micro enterprises[36] Shareholder Information - Major shareholder Foshan Jin控 held 164,164,000 H shares, representing approximately 29.61% of the H share class and 10.52% of the total equity[80] - The beneficial owner Lu Qibang held 30,368,000 H shares, accounting for 5.48% of the H share class and 1.95% of the total equity[80]

Financial Performance - Total revenue for the year ended December 31, 2018, was approximately RMB 327.59 million, an increase of about 19.21% compared to the previous year[18]. - Net profit for the year was approximately RMB 144.34 million, with a net profit margin of approximately 52.48%[19]. - Profit before tax was approximately RMB 194.34 million, an increase of about 15.69% compared to the previous year[20]. - Profit attributable to equity shareholders for the year was approximately RMB 125.09 million, an increase of about 17.93% compared to the previous year[21]. - The total revenue for the year ended December 31, 2018, increased by approximately 19.21% to RMB 327.59 million compared to the previous year[31]. - Net income for the year was RMB 144.34 million, with a profit attributable to equity holders of the company amounting to RMB 125.09 million[23]. - The net interest income decreased to RMB 78.24 million from RMB 86.40 million in 2017, reflecting a decline of approximately 12.6%[23]. - The company reported a net asset return rate of 7.0%, slightly down from 7.1% in 2017[23]. - Total assets increased to RMB 3,034.38 million, up from RMB 2,238.96 million in 2017, representing a growth of approximately 35.5%[23]. - The net guarantee fee income increased by approximately 19.16% from RMB 137.91 million in 2017 to RMB 164.34 million in 2018, driven by diversified financing guarantee products[45]. - The revenue from small loans decreased by approximately 4.41% to about RMB 48.30 million for the year ended December 31, 2018[47]. - Other income increased significantly by approximately 397.26% to about RMB 52.56 million, primarily due to foreign exchange gains and investment income from receivables[53]. - The company’s consulting service fees decreased by approximately 18.71% to about RMB 32.45 million, attributed to tightened credit policies from Chinese commercial banks[52]. - The company’s revenue from factoring business increased from zero in 2017 to approximately RMB 6.03 million in 2018[48]. - The company’s net profit from Yunfu Company was approximately RMB 2.59 million for the year ended December 31, 2018[40]. - Impairment losses decreased from approximately RMB 20.54 million in 2017 to about RMB 17.71 million in 2018, a reduction of approximately RMB 2.83 million or 13.78%, primarily due to a significant drop in impairment losses on loans and advances[55]. - Operating expenses increased by approximately RMB 14.39 million or 13.61% from RMB 105.70 million in 2017 to RMB 120.09 million in 2018, driven by new subsidiaries and increased employee costs[57]. - Profit before tax rose by approximately RMB 26.35 million or 15.69% from RMB 167.99 million in 2017 to RMB 194.34 million in 2018, representing 70.66% of revenue in 2018[58]. - Net profit increased by approximately RMB 21.14 million or 17.16% from RMB 123.20 million in 2017 to RMB 144.34 million in 2018, with a net profit margin rising from 46.62% to 52.48%[60]. Corporate Governance - The board consists of one executive director, five non-executive directors, and three independent non-executive directors, ensuring compliance with corporate governance standards[162]. - The company adhered to all provisions of the corporate governance code during the year ending December 31, 2018, except for the separation of roles between the chairman and the CEO[162]. - The board is responsible for the overall leadership and strategic decisions of the group, delegating daily management to senior management[163]. - The board has established five committees, including the audit committee and risk management committee, to oversee specific areas of the company's affairs[163]. - The company has three independent non-executive directors, meeting the requirement of having at least one with relevant professional qualifications or financial management knowledge[170]. - All independent non-executive directors have confirmed their independence, complying with the relevant listing rules[171]. - The board is committed to maintaining transparency, accountability, and responsibility in its governance practices[162]. - The company plans to continue reviewing and improving its corporate governance system to ensure compliance with the governance code[162]. - The board meets at least four times a year, with meetings convened by the chairman[173]. - The company has a strong focus on maintaining the interests of shareholders and ensuring that all directors act in the best interests of the company[164]. - The board held a total of 12 meetings during the year ended December 31, 2018, with a 100% attendance rate for all directors present[176]. - The audit committee held two meetings during the year, with all members achieving a 100% attendance rate[192]. - The audit committee reviewed the accounting principles and internal control systems adopted by the group, ensuring compliance with applicable accounting standards[194]. - The remuneration and nomination committee consists of five members, with three being independent non-executive directors, focusing on compensation policies for directors and senior management[198]. - New directors received onboarding training to understand the company's operations and governance policies[184]. - The company arranged two internal training sessions for directors and senior management on corporate governance and compliance during the year[185]. - The company has arranged appropriate insurance for directors regarding legal proceedings[189]. - The board has established five committees, including the audit committee and remuneration committee, to assist in governance[190]. - The company encourages continuous professional development for all directors to enhance their knowledge and skills[186]. - The Compensation and Assessment Committee held two meetings during the year ended December 31, 2018, with a 100% attendance rate from all members present[199]. - The committee actively fulfilled its duties in 2018, ensuring effective control and supervision of the company's management by reviewing the compensation distribution system and performance assessment mechanisms for directors and senior management[200]. - The committee provided recommendations on issues related to the execution of the company's compensation management process, safeguarding the interests of all shareholders and the company as a whole[200]. Strategic Initiatives - The company aims to deepen strategic cooperation with local governments and large financial institutions to enhance operational efficiency[28]. - The company plans to focus on the financing needs of small and micro enterprises while controlling risks[28]. - The company’s innovative model was included in the "2018 Guangdong Financial Development Blue Book" for promotion by the Guangdong Provincial Government[27]. - The company plans to continue supporting small and micro enterprises and expand its presence in key cities like Beijing and Shanghai, aiming to enhance supply chain financial services[70]. - The company aims to transition towards a customer-centric business model while maintaining a strong organizational structure and improving risk assessment mechanisms[70]. - The company is exploring potential mergers and acquisitions to diversify its service offerings and expand its market reach[138]. - A strategic partnership with a leading technology firm is expected to enhance the company’s digital capabilities and improve customer service[138]. - The company has allocated 50 million RMB for research and development in new technologies to improve service delivery and client engagement[138]. - Future guidance suggests a projected revenue growth of 20% for 2019, with a target revenue of 1.44 billion RMB[138]. - New product offerings include a digital financing platform set to launch in Q2 2019, expected to increase operational efficiency by 40%[138]. Employee and Management Information - The total number of employees increased from 265 to 298 from December 31, 2017, to December 31, 2018[92]. - The company paid approximately RMB 68.20 million in employee compensation for the year ended December 31, 2018[92]. - The management emphasized a commitment to maintaining a strong capital base, with a target capital adequacy ratio of 15% by the end of 2019[138]. - The management team has extensive experience, with Mr. Ou having approximately 24 years in the financial industry, enhancing operational management capabilities[151]. - The company is focused on risk management, with Ms. Huang serving as the risk director and bringing 20 years of experience in the financial sector[157]. - The financial management is led by Ms. Lu, who has nearly 29 years of experience in the industry, ensuring robust financial oversight[153]. - The management team is well-educated, with qualifications including a bachelor's degree in agricultural economics and various professional certifications[146][157]. Awards and Recognition - The company received the "Industry Contribution Award" and "Best Innovation Award" at the Guangdong Financing Guarantee Industry Association's first member meeting[32]. - The company was recognized as one of the "Top Ten Local Financial Institutions" in the 2018 Guangdong Financial Excellence Awards[32]. - Guangdong Zhongying Shengda Financing Guarantee Investment Co., Ltd. reported significant growth in its financing guarantee business, achieving a total revenue of 1.2 billion RMB in 2018, representing a 15% increase year-over-year[138]. - The company’s net profit for 2018 was reported at 300 million RMB, which is a 20% increase compared to the previous year[138]. - User data indicates that the company expanded its client base by 25%, reaching a total of 1,500 clients by the end of 2018[138].