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中国建材(03323) - 2023 - 年度财报
2024-03-28 11:30
Financial Performance - Revenue for 2023 reached RMB 210.216 billion, with net profit attributable to equity holders of RMB 3.863 billion[5] - Net cash flow from operating activities was RMB 29.025 billion, while capital expenditures amounted to RMB 30.568 billion[5] - Revenue for 2023 decreased by 10.1% to RMB 210.22 billion compared to RMB 233.88 billion in 2022[10] - Net profit attributable to equity holders of the company dropped by 52.5% to RMB 3.86 billion in 2023 from RMB 8.13 billion in 2022[10] - Revenue decreased by 10.1% from RMB 233,879.8 million in 2022 to RMB 210,216.4 million in 2023, primarily due to a decline in the basic building materials division[39][40] - Net profit attributable to equity holders dropped by 52.5% from RMB 8,129.6 million in 2022 to RMB 3,863.0 million in 2023[39] - Profit attributable to equity holders decreased by 52.5% from RMB 8,129.6 million in 2022 to RMB 3,863.0 million in 2023, with net profit margin dropping from 3.5% to 1.8%[50] Segment Performance - Revenue from the Basic Materials segment decreased by 19.3% year-on-year to RMB 118.8 billion, with net profit attributable to the parent company dropping by 63.6% to RMB 1.171 billion[5] - Revenue from the New Materials segment grew by 3.6% year-on-year to RMB 47.623 billion, but net profit attributable to the parent company fell by 34.3% to RMB 3.429 billion[5] - Revenue from the Engineering and Technical Services segment increased by 6.4% year-on-year to RMB 45.105 billion, with net profit attributable to the parent company rising by 3.3% to RMB 1.451 billion[5] - Basic materials division revenue decreased by 19.3% from RMB 147,230.5 million in 2022 to RMB 118,800.5 million in 2023, mainly due to lower average selling prices and reduced sales volumes[51] - New materials division revenue increased by 3.6% from RMB 45,975.0 million in 2022 to RMB 47,623.1 million in 2023, driven by increased sales volumes of various products[55] - Engineering technical services division revenue increased by 6.4% from RMB 42,375.4 million in 2022 to RMB 45,104.6 million in 2023, due to increased service volumes[59] - Gross profit of the engineering technical services division increased by 21.9% from RMB 6,898.1 million in 2022 to RMB 8,408.0 million in 2023, with gross margin rising from 16.3% to 18.6%[61] - Operating profit of the engineering technical services division increased by 19.1% from RMB 2,943.6 million in 2022 to RMB 3,506.4 million in 2023, with operating profit margin rising from 6.9% to 7.8%[62] Sales and Pricing - Cement sales volume in 2023 was 279.08 million tons, a slight decrease from 281.52 million tons in 2022[13] - The average selling price of cement decreased by 18.0% to RMB 274.5 per ton in 2023 from RMB 334.9 per ton in 2022[13] - Glass fiber sales volume increased by 18.8% to 3.45 million tons in 2023, but the average selling price dropped by 25.3% to RMB 4,705 per ton[14] - Wind turbine blade sales volume grew by 5.0% to 21,644 MW in 2023, with the average selling price decreasing by 5.3% to RMB 437,719 per MW[14] - Lithium battery separator sales volume surged by 52.9% to 1.73 billion square meters in 2023, while the average selling price fell by 15.2% to RMB 1.40 per square meter[14] - Carbon fiber sales volume increased significantly by 92.5% to 18.04 thousand tons in 2023, but the average selling price dropped by 41.1% to RMB 124,324 per ton[14] Debt and Financial Ratios - The net debt ratio stood at 81.4%, with a dividend payout ratio of 50.0%[5] - The asset-liability ratio rose by 2.2 percentage points to 37.8% in 2023, and the net debt ratio increased by 6.3 percentage points to 81.4%[11] - The company's total borrowings as of December 31, 2023, amounted to RMB 184,905.7 million, an increase from RMB 174,236.1 million in 2022[63][64] - The company's asset-liability ratio was 37.8% as of December 31, 2023, compared to 35.6% in 2022[65] - The company's total unused bank credit and unissued registered bonds amounted to RMB 345,877.3 million as of December 31, 2023[63] - Borrowings due within one year or on demand as of December 31, 2023, were RMB 73,980.1 million, a decrease from RMB 77,688.5 million in 2022[64] Capital Expenditures and Cash Flow - Capital expenditures for 2023 totaled RMB 30,568.2 million, with the largest allocation going to basic building materials at 57.7% (RMB 17,636.2 million)[67] - The company's net cash inflow from operating activities in 2023 was RMB 29,024.9 million, an increase of RMB 2,179.1 million compared to 2022[69] - Net cash outflow from investing activities in 2023 was RMB 27,339.4 million, an increase of RMB 1,369.9 million from 2022[70] - Net cash outflow from financing activities in 2023 was RMB 1,078.1 million, a decrease of RMB 1,576.6 million compared to 2022[71] - The company's capital commitments for property, plant, and equipment as of December 31, 2023, were RMB 4,191.4 million, down from RMB 5,822.1 million in 2022[66] - The company's lithium battery separator segment saw a significant increase in capital expenditure, reaching RMB 5,370.0 million in 2023, up from RMB 2,501.0 million in 2022[67] Industry and Market Position - The company is the world's largest producer of cement, commercial concrete, glass fiber, electronic cloth, light steel keel, gypsum board, and wind turbine blades[3] - The company ranked 58th in the Fortune China 500 list and 33rd in the China ESG Pioneer 100 list[4] - The company received 7 major awards from Institutional Investor and was recognized as an industry leader in progress by S&P Global[4] - The company's cement production in 2023 decreased by 0.7% year-on-year to 2.02 billion tons, marking an 18% decline from the peak in 2014[25] - The cement industry's profit in 2023 was RMB 32 billion, a 50% decrease year-on-year, the lowest in nearly 16 years[25] - The company's internationalization strategy achieved a breakthrough with Zambia Industrial Park generating over RMB 100 million in net profit[25] - The company completed the asset restructuring of Qilian Mountain and China Communications Construction Group Design Institute, setting a precedent for market-oriented restructuring and listing among central enterprises[25] - The company's "cement+" business saw steady growth in revenue and profit contribution, with differentiated marketing strategies for ready-mix concrete and stable operations in aggregate business[25] ESG and Sustainability - The company formulated the ESG 2023-2025 strategy and integrated it into its development plans, while also accelerating the implementation of the "dual carbon" strategy[16] - The company's green mines and factories totaled 137 and 239, respectively, with a carbon capture project in Qingzhou achieving an annual capacity of 200,000 tons[38] - The company adheres to environmental policies, focusing on green and low-carbon development, and has completed self-inspection and rectification of central environmental inspection issues[134] - The company established an Environmental, Social, and Governance (ESG) Committee on March 24, 2023[102] - The ESG Committee is responsible for setting the company's overall ESG management goals, strategies, and policies[103] - The ESG Committee held its first meeting to review the company's ESG work and future recommendations[103] Corporate Governance and Board Activities - The company's board of directors consists of 5 independent non-executive directors, meeting the minimum requirement under the Listing Rules[79] - The company established an Environmental, Social, and Governance (ESG) Committee on March 24, 2023, which held one meeting by the end of 2023[77] - All directors and supervisors complied with the company's securities trading code during the reporting period[74] - The company's board of directors is responsible for major decisions including annual financial budgets, profit distribution, debt and financial policies, and major acquisitions or disposals[78] - The company's management is responsible for the daily operations and implementation of board resolutions, with regular reviews and feedback to ensure operational and management arrangements meet company needs[79] - The company's board of directors ensures timely communication and consideration of opinions among all directors to make scientific decisions and promote positive, active, and steady development[79] - The company's independent non-executive directors provide independent professional opinions on strategic, policy, investment, and major appointment matters, contributing to the board's balanced structure and high-quality decision-making[79] - The company's board of directors closely monitors major company matters, regularly listens to project progress reports, and participates in continuous training to ensure efficient operations[78] - The company's board of directors is elected by the shareholders' meeting and is the highest decision-making body during the intersession of the shareholders' meeting[78] - The company organized four research trips for independent non-executive directors, independent supervisors, and shareholder representative supervisors to 10 subsidiaries, focusing on new materials development, internationalization, dual-carbon strategies, and business integration[83] - The Strategic Decision-Making Committee reviewed and approved the company's 2022 operating performance and 2023 work arrangements, 2023 investment plan, and mid-term evaluation and adjustment of the "14th Five-Year Plan"[88] - The company provided continuous professional development training for directors, including monthly reports on company operations, weekly industry updates, and bi-weekly reports on macroeconomic and capital market conditions[80] - Directors participated in various training sessions, including those on ESG topics, independent director reforms, and high-quality development of state-owned enterprises[82] - The company's Strategic Decision-Making Committee consists of 4 directors, including Chairman Zhou Yuxian and President Wei Rushan[87] - The company's Chairman Zhou Yuxian is responsible for presiding over shareholder meetings and board meetings, while President Wei Rushan oversees daily operations and implements board resolutions[84] - The company has established five specialized board committees, including the Strategic Decision-Making Committee, Nomination Committee, and ESG Committee[86] - Non-executive directors serve a three-year term and are eligible for re-election upon expiration[85] - The company's directors received training on Xi Jinping's rule of law thought, anti-monopoly regulations, and high-quality development of listed companies[81] - The Strategic Decision-Making Committee reviewed and approved the company's carbon peak and carbon neutrality implementation plan[88] - The Nomination Committee consists of three members, including Chairman Zhou Yuxian, and members Sun Yanjun and Liu Jianwen, with Zhou Yuxian being an executive director and the other two being independent non-executive directors[89] - The Nomination Committee is responsible for formulating procedures and standards for the selection of directors, senior management, and members of various committees, and conducting preliminary reviews of their qualifications[90] - The company has established a Board Diversity Policy to enhance corporate governance, considering factors such as skills, professional experience, cultural and educational background, ethnicity, tenure, gender, and age[91] - As of 2023, the board includes two female directors, and the company aims to maintain or increase this ratio, actively considering increasing female representation in future nominations[92] - The Nomination Committee has reviewed the Board Diversity Policy and confirmed that the current board members meet the diversity requirements, contributing to improved governance and operational standards[93] - The company's Director Nomination Policy ensures that board members possess the necessary skills, experience, and diversity, with a comprehensive selection process that includes internal and external searches and detailed background checks[94] - In 2023, the Nomination Committee held meetings to discuss board structure, the independence of non-executive directors, and the appointment of a Chief Compliance Officer[95] - The Remuneration and Assessment Committee, chaired by independent non-executive director Zhou Fangsheng, is responsible for reviewing and recommending the remuneration and performance of directors and senior management[96] - Senior management compensation includes base salary, performance-based salary, special awards, and stock appreciation rights, with the committee responsible for proposing these to the board for approval[97] - The company's Audit Committee reviewed the financial reports and performance for the year ended December 31, 2023[99][100] - The Audit Committee provided review opinions on the 2022 annual financial report and the 2023 interim financial report[100] - The Board of Directors is responsible for preparing financial statements that truly and fairly reflect the company's financial position[101] Shareholder and Dividend Information - The company plans to distribute a final dividend of RMB 1,931,562,481.60 for the period from January 1, 2023, to December 31, 2023, based on 8,434,770,662 issued shares, amounting to RMB 0.229 per share[124] - The final dividend for 2023 is subject to approval at the Annual General Meeting on April 29, 2024[125] - Non-resident enterprise shareholders will have a 10% corporate income tax withheld on the final dividend for 2023[126] - Mainland enterprise investors holding H-shares for over 12 months are exempt from corporate income tax on dividends[126] - Individual H-share shareholders will have a 20% personal income tax withheld on the final dividend for 2023[127] - Hong Kong and Macau resident individual H-share shareholders will have a 10% personal income tax withheld on dividends[128] - Individual H-share shareholders from countries with tax treaties with China may enjoy reduced tax rates if they submit required documents by May 14, 2024[129] - The company will determine the tax rate for individual H-share shareholders based on their registered address and applicable tax treaties[128] - The final dividend is expected to be distributed to shareholders registered on May 13, 2024, and will be paid by June 28, 2024[132] - Shareholders must complete share transfer registration by April 23, 2024, to be eligible to attend and vote at the annual general meeting[131] - Shareholders must provide proof of residence and tax-related documents by May 14, 2024, to apply for a refund of over-withheld taxes[130] Risk Management and Internal Control - The company established an internal control system and compliance management committee to strengthen risk management and internal control[113] - The company has established a comprehensive risk management and internal control system, with each department serving as the first line of defense, responsible for identifying, confirming, managing, and reporting risks[114] - The company's legal compliance department conducts quarterly risk monitoring and annual internal control evaluations, with reports summarizing the previous year's situation and planning for the next year's improvements[114] - The company has optimized its risk monitoring system in 2023, exploring the establishment of a quantitative risk assessment model to enhance the precision of risk monitoring[114] - The board of directors is responsible for the effectiveness of the company's risk management, internal control systems, and compliance construction, conducting annual reviews to ensure adequate resources and employee qualifications[115] - The company has a procedure for handling and releasing insider information, involving internal department reviews, legal consultation, and board approval before disclosure[116] - The company revised its articles of association in 2023, with the changes approved by the board of directors and the annual general meeting of shareholders[118] - The company places high importance on investor relations, establishing a board secretariat to manage investor relations and improve corporate governance and transparency[119] - The company received multiple awards in 2023, including the "Best ESG/SRI Metrics" from Institutional Investor and the "Best Board of Directors" from the same publication[120] - The company was ranked 58th in the 2023 Fortune China 500 list and received dual certification for its compliance management system under ISO 37301-2021 and GB/T 35770-2022 standards[121] Related Party Transactions and Guarantees - The company entered into a mineral procurement agreement with the parent company, with an annual cap of 216.44 million RMB for 2023, and actual expenditures of 73.68 million RMB for the year[169] - The company signed a product and service mutual supply agreement with its parent company, with a 2023 procurement cap of RMB 14,753.79 million and a supply cap of RMB 3,091.81 million[171] - In 2023, the company's actual procurement expenses from the parent company under the product and service agreement were RMB 11,422.08 million, while revenue from supplying products and services to the parent company was RMB 1,689.38 million[171] - The company entered into an equipment procurement agreement with its parent company, with a 2023 procurement cap of RMB 1,533.42 million and actual procurement expenses of RMB 179.21 million[173] - The company established an engineering service mutual supply agreement with its parent company, with a 2023 procurement cap of RMB 10,236.63 million and a supply cap of RMB 1,167.34 million[175] - In 2023, the company's actual procurement expenses for engineering services from the parent company were RMB 7,070.35 million, while revenue from supplying engineering services to the parent company was RMB 168.43 million[175] - The company's rental income from leasing properties to the parent group in 2023 was RMB 102.48 million, close to the annual cap of RMB 103.69 million[177] - The company paid RMB 34.91 million in
中国建材(03323) - 2023 - 年度业绩
2024-03-28 11:27
Financial Performance - Revenue for the year ended December 31, 2023, was RMB 210.216 billion, a decrease of 10.1% compared to the same period in 2022[2] - Net profit attributable to equity holders was RMB 3.863 billion, a significant decline from the previous year[2] - Basic earnings per share were RMB 0.458, down 52.5% year-over-year[2] - Gross profit for the year was RMB 37.446 billion, compared to RMB 39.843 billion in 2022[3] - Investment and other income, net, decreased to RMB 3.454 billion from RMB 5.700 billion in 2022[3] - Profit before tax was RMB 12.520 billion, down from RMB 18.010 billion in the previous year[3] - Total comprehensive income for the year was RMB 10.337 billion, compared to RMB 15.406 billion in 2022[4] - Total operating revenue for 2023 was RMB 210,216.43 million, down from RMB 233,879.82 million in 2022[29] - Sales of goods accounted for RMB 172,646.63 million of the total operating revenue in 2023, down from RMB 197,868.20 million in 2022[29] - Engineering services revenue increased to RMB 35,026.16 million in 2023 from RMB 32,558.20 million in 2022[29] - Adjusted EBITDA for operating segments decreased to RMB 32,954,623 thousand in 2023 from RMB 36,897,904 thousand in 2022, a decline of 10.7%[39] - Profit before tax declined to RMB 12,519,922 thousand in 2023 from RMB 18,009,599 thousand in 2022, a decrease of 30.5%[39] - The company's net profit for the year was RMB 10,400,650 thousand, with a pre-tax profit of RMB 12,519,922 thousand and tax expenses of RMB 2,119,272 thousand[33] - The company's net profit for 2022 was RMB 15,403,268 thousand, with a pre-tax profit of RMB 18,009,599 thousand and tax expenses of RMB 2,606,331 thousand[37] - The company's profit before tax for 2023 was RMB 12,519,922 thousand, a decrease from RMB 18,009,599 thousand in 2022[47] - The company's income tax expense for 2023 was RMB 3,129,981 thousand, based on a domestic tax rate of 25%[47] - The company's share of profits from associates and joint ventures in 2023 was RMB (378,130) thousand and RMB 839 thousand, respectively[47] - The company's other comprehensive income for 2023 was RMB (63,319) thousand, after tax adjustments[48] - The company's basic and diluted earnings per share for 2023 were RMB 3,863,048 thousand and RMB 3,795,691 thousand, respectively[50] - The company's revenue decreased by 10.1% from RMB 233,879.8 million in 2022 to RMB 210,216.4 million in 2023[82] - Net profit attributable to equity holders dropped by 52.5% from RMB 8,129.6 million in 2022 to RMB 3,863.0 million in 2023[82] Dividends and Shareholder Returns - The company proposed a final dividend of RMB 0.229 per share for the year, totaling RMB 1.932 billion[2] - The company declared a final dividend of RMB 1,931,562 thousand for 2023, subject to shareholder approval[49] - The company plans to distribute a final dividend of RMB 1,931,562,481.60 for the period from January 1, 2023, to December 31, 2023, based on 8,434,770,662 issued shares, amounting to RMB 0.229 per share[121] - The final dividend per share will depend on the number of issued shares on May 13, 2024[121] - The proposed final dividend is subject to approval at the Annual General Meeting on April 29, 2024[122] - Non-resident enterprise shareholders will have a 10% enterprise income tax withheld on the final dividend[123] - Mainland enterprise investors holding H-shares for 12 consecutive months are exempt from enterprise income tax on dividends[123] - Individual H-share shareholders will have a 20% personal income tax withheld on dividends[123] - Hong Kong and Macau resident individual H-share shareholders with a 10% dividend tax rate under tax treaties will have a 10% personal income tax withheld[124] - Individual H-share shareholders from countries with a tax treaty rate lower than 10% must submit relevant documents by May 14, 2024, to enjoy the treaty rate[124] - Individual H-share shareholders from countries with a tax treaty rate higher than 10% but lower than 20% will have the actual treaty rate applied[124] - Individual H-share shareholders from countries with a 20% tax treaty rate or no treaty will have a 20% personal income tax withheld[125] - The company will suspend share registration from April 24, 2024, to April 29, 2024, for the annual general meeting, and from May 7, 2024, to May 13, 2024, for the final dividend distribution[126] Assets and Liabilities - Property, plant, and equipment increased to RMB 198.008 billion as of December 31, 2023, from RMB 194.821 billion in 2022[5] - Cash and cash equivalents stood at RMB 27.431 billion at the end of 2023, slightly up from RMB 26.990 billion in 2022[5] - Trade and other payables decreased to RMB 93.78 billion in 2023 from RMB 101.72 billion in 2022, a decline of 7.8%[6] - Short-term borrowings decreased to RMB 73.98 billion in 2023 from RMB 77.69 billion in 2022, a decline of 4.8%[6] - Total current liabilities decreased to RMB 176.80 billion in 2023 from RMB 189.16 billion in 2022, a decline of 6.5%[6] - Non-current liabilities increased to RMB 118.59 billion in 2023 from RMB 104.20 billion in 2022, an increase of 13.8%[6] - Total equity increased to RMB 193.51 billion in 2023 from RMB 182.96 billion in 2021, an increase of 5.8%[7] - Property, plant, and equipment, right-of-use assets, and intangible assets had book values of approximately RMB 198,007.88 million, RMB 27,006.93 million, and RMB 29,880.94 million respectively as of December 31, 2023[23] - Goodwill had a book value of approximately RMB 32,243.66 million as of December 31, 2023, compared to RMB 32,634.46 million in 2022[24] - Deferred tax assets related to unused tax losses were approximately RMB 2,091.04 million as of December 31, 2023, up from RMB 1,702.92 million in 2022[25] - The company recognized a provision of approximately RMB 241.50 million for inventory write-downs in 2023, compared to RMB 194.64 million in 2022[27] - Total assets for the segments amounted to RMB 400,276,215 thousand, with total liabilities at RMB 232,784,275 thousand[35] - Additions to non-current assets, including property, plant, and equipment, amounted to RMB 26,637,545 thousand, with total additions across all categories reaching RMB 31,853,407 thousand[35] - Depreciation and amortization for property, plant, and equipment totaled RMB 11,865,579 thousand, with intangible assets depreciation at RMB 2,002,026 thousand[35] - The company's total comprehensive assets amounted to RMB 488,897,924 thousand, with total comprehensive liabilities at RMB 295,383,837 thousand[35] - The company's trade and other receivables as of 2023 were RMB 86,588,871 thousand, a decrease from RMB 91,541,013 thousand in 2022[50] - The company's trade and other payables as of 2023 were RMB 93,783,605 thousand, a decrease from RMB 101,721,660 thousand in 2022[54] - The company's trade receivables aged within two months were RMB 9,156,966 thousand in 2023, a decrease from RMB 13,577,996 thousand in 2022[52] - The company's trade payables aged within two months were RMB 12,181,924 thousand in 2023, a decrease from RMB 21,151,992 thousand in 2022[54] - The company's total borrowings increased from RMB 174,236.1 million in 2022 to RMB 184,905.7 million in 2023, with bank loans increasing from RMB 127,294.7 million to RMB 145,081.0 million, while bonds decreased from RMB 45,600.0 million to RMB 38,900.0 million[104] - The company's asset-liability ratio increased from 35.6% in 2022 to 37.8% in 2023, calculated as total borrowings divided by total assets[106] Acquisitions and Subsidiaries - The company completed the acquisition of Hefei Cement Research & Design Institute for RMB 3.65 billion, making it a subsidiary[9] - The company completed the acquisition of Beixin Technology for RMB 90.40 million, making it a subsidiary[10] - The company completed the acquisition of 51% equity in Tianjin Lighthouse Coatings for RMB 129.93 million, making it a subsidiary[10] - The company controls major subsidiaries such as Beixin Building Materials (37.83% ownership), Sinoma International (40.96% ownership), and Ningxia Building Materials (49.03% ownership), despite not holding a majority stake[17][18][19] - The company no longer controls Zhongjiao Design Consulting Group as of December 31, 2023, after previously holding 20.95% of its voting rights[20] - The company has significant influence over associated companies such as Shanghai Yaohua Pilkington Glass (12.74% ownership), Gansu Shangfeng Cement (14.50% ownership), and China Shanshui Cement (12.94% ownership)[21] - The company completed the asset restructuring of Qilian Mountain and China Communications Construction Group Design Institute, marking a milestone in market-oriented restructuring among central enterprises[63] - The company's international platform was established, with Sinoma International increasing its stake in Sinoma Cement, and the Zambia Industrial Park achieving a net profit exceeding RMB 100 million[63] - The company's glass fiber production base in Egypt achieved full production capacity of 120,000 tons annually, and the U.S. base saw steady improvements in production efficiency and operational quality[64] - The company's gypsum board business expanded internationally, with significant growth in core operating indicators in Tanzania and profitable operations in Uzbekistan within the first year[65] - The company's glass fiber business initiated the construction of the world's first zero-carbon intelligent manufacturing base in Huai'an Lianshui, with supporting wind power projects also underway[64] - The company's gypsum board business accelerated its transformation into a consumer-oriented building materials manufacturing service provider, focusing on system capabilities and terminal brand capabilities in prefabricated interior decoration[65] - The company successfully launched the world's most advanced 12MW "Shagehuang" onshore wind turbine blade, setting a global record for 100-meter thermoplastic composite wind turbine blades[66] - The company's lithium battery separator business achieved significant growth, with overseas customers and coated film shipments increasing substantially, and five 1 billion square meter production bases accelerating construction[67] - The company's carbon fiber business achieved a doubling of production capacity with the full operation of the Xining base, and launched the world's first 48K large-tow carbon fiber using dry-jet wet spinning technology[67] - The company's waterproofing business achieved a breakthrough in revenue despite a sluggish real estate market, with significant cost reductions and efficiency improvements through various measures[68] - The company's graphite new materials business maintained a leading market share, with a 100% operating rate for fine powder production lines, achieving the best historical level[69] - The company's hydrogen energy storage cylinder sales reached 12,000 units in 2023, a 72% year-on-year increase, and completed the certification for the first domestically developed 70MPa Type IV cylinder production line[70] - The company's coatings business completed the acquisition of 51% equity in Lighthouse Coatings, holding 100% ownership, and built a 50,000-ton industrial coatings and 20,000-ton resin production base in Tianjin Nangang[71] - The company's engineering technical services division saw a 55% year-on-year increase in overseas orders, maintaining its global leadership in cement technology equipment and engineering market share[72] - The company's state-owned enterprise reform efforts included the successful completion of the three-year action plan for SOE reform, with China Jushi and Zhongfu Shenying selected as world-class professional leading demonstration enterprises[73] - The company's management mechanism reform deepened, with 54.82% of management positions filled through competitive selection and a 2.38% market-based exit rate for employees[75] - Long-term incentives increased by 133% in 2023, reaching 3,180 participants compared to the end of 2022[76] - Huadong Materials sold certain receivables to Debon Securities Asset Management for RMB 1.01 billion, with the transaction exceeding 5% but below 25% of relevant ratios under listing rules[127] - North Building Materials acquired approximately 78.34% of shares in Carpoly for RMB 4,073,822,613.03, increasing its coatings production capacity from 103,000 tons to over 1.3 million tons[128] - Ningxia Building Materials absorbed and merged with CBM Information Technology for a total consideration of RMB 2,294.308 million, issuing 173,675,807 A shares at RMB 13.21 per share[129] - Ningxia Building Materials and Tianshan Cement signed an asset restructuring agreement, with Tianshan Cement acquiring 51% equity of Ningxia Saima from Ningxia Building Materials, resulting in a net acquisition of approximately 11.70% (up to 35.95% considering the acquisition request rights) of Ningxia Saima's equity by the company[132] - The absorption merger of Zhongjian Information by Ningxia Building Materials will reduce the company's equity percentage in Ningxia Building Materials, constituting a deemed disposal transaction with applicable percentage ratios exceeding 0.1% but below 5% for related parties and exceeding 5% but below 25% for all shareholders[131] - The company holds approximately 45.0192% of direct and indirect equity in Ningxia Building Materials through its parent company, making the absorption merger of Zhongjian Information a connected transaction with applicable percentage ratios exceeding 5% but below 25%[130] - The company will provide acquisition request rights to shareholders of Ningxia Building Materials, with applicable percentage ratios exceeding 5% but below 25%, constituting a disclosable transaction under Chapter 14 of the Listing Rules[131] - The absorption merger and cement asset restructuring are part of the company's cement restructuring transactions, aimed at resolving同业竞争 issues and enhancing the company's leading position in the cement industry[133] - The absorption merger will position Ningxia Building Materials as the company's future digital service platform, leveraging Zhongjian Information's digital advantages and smart logistics platform to drive digital transformation and high-quality development[133] - The Qilian Mountain asset restructuring involves the exchange of 100% equity of Gansu Qilian Mountain Cement Group Co., Ltd. for the 100% equity of six design and research institutes held by China Communications Construction Company and China Urban-Rural Holding Group Co., Ltd.[134] - The transaction price for the divested assets (100% equity of Qilian Mountain Cement) is RMB 10,430.4298 million, while the consideration for the acquired assets (100% equity of 6 subsidiaries of China Communications Construction and China Urban Construction) is RMB 23,503.1329 million, resulting in a price difference of RMB 13,072.7031 million[135] - Qilian Mountain will issue 1,285,418,199 shares at RMB 10.17 per share to cover the price difference between the divested and acquired assets[135] - Post-reorganization, Qilian Mountain will no longer be a subsidiary and will indirectly hold 10.06% to 26.73% of the acquired assets, depending on the maximum compensation under the performance commitment agreement[136] - The cumulative realized net profit of the performance commitment assets during 2021-2023 is RMB 13,726.9607 million, falling short of the cumulative promised net profit of RMB 35,518.2403 million by RMB 21,791.2796 million[138] - The estimated impairment compensation amount ranges between RMB 19,673.8884 million and RMB 20,259.1209 million, but the final compensation amount and method are yet to be determined[138] Business Segments and Operations - The company operates in five business segments: cement, concrete, new materials, engineering services, and others[31] - Over 90% of the company's business and assets are located within China as of December 31, 2023[31] - External sales for the year ended December 31, 2023, amounted to RMB 173,844,549 thousand, with inter-segment sales totaling RMB 210,216,434 thousand[33] - Adjusted EBITDA for the operating segments reached RMB 32,092,053 thousand, with depreciation and amortization costs of RMB 16,179,275 thousand[33] - External sales for the year ended December 31, 2022, were RMB 199,937,382 thousand, with inter-segment sales of RMB 233,879,825 thousand[37] - Adjusted EBITDA for the operating segments in 2022 was RMB 36,209,863 thousand, with depreciation and amortization costs of RMB 15,587,957 thousand[37] - Total external customer revenue from China decreased to RMB 181,819,066 thousand in 2023 from RMB 211,543,399 thousand in 2022, a drop of 14.0%[40] - Revenue from Africa increased significantly to RMB 12,941,833
港股异动 | 中国建材(03323)跌超6%领跌水泥股 板块企业业绩承压明显 短期内水泥需求疲软
Zhi Tong Cai Jing· 2024-02-09 03:10
智通财经APP获悉,水泥股早盘普跌,截至发稿,中国建材(03323)跌5.21%,报2.73港元;西部水泥(02233)跌3.03%,报0.64港元;华润建材科技(01313)跌2.34%,报1.24港元;海螺水泥(00914)跌2.09%,报15.94港元。 申万宏源指出,受地产端影响,全年水泥价格始终处于低位,根据数字水泥网,42.5水泥全年均价为394.72元/吨,同比下降14.91%,第四季度均价为374.36元/吨,环比上涨3.34%,同比下降15.41%,板块企业业绩承压明显。 银河证券指出,2023年全年水泥产量20.23亿吨,同比下降0.7%,降幅较1-11月收窄0.2个百分点,其中12月单月水泥产量为1.58亿吨,同比减少0.9%,环比减少16.79%。短期内水泥需求疲软,预计2月气温回暖后,下游施工有望迎来旺季,水泥需求有望增加;长期来看,行业产能过剩,错峰生产成为常态,今年基建有望维持高增长,地产开工有望回暖,水泥需求将改善。 ...
中国建材(03323) - 2023 Q3 - 季度业绩
2023-10-27 11:08
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份內容 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。 (在中華人民共和國註冊成立的成員責任有限的股份有限公司) 2023年第三季度報告 茲提述本公司日期為2023年6月5日、2023年6月7日、2023年6月8日、2023年7月5日、 2023年7月7日、2023年7月10日、2023年7月31日、2023年8月2日、2023年8月3日、 2023年8月21日、2023年8月23日、2023年8月24日的公告及日期為2023年4月6日的通函。 2021年9月6日本公司獲批在由該日起計24個月內公開發行面值總額不超過人民幣200億元 的可續期公司債券。自本公司日期為2023年4月28日的2023年第一季度報告公告起至本 公告日止,本公司已發行四期可續期公司債券。 2023年度第一期可續期公司債券(品種一)於2023年6月6日完成發行,實際發行規模人民 幣10億元,面值為人民幣100元,基礎期限為2年,以每2個計息年度為1個週期,在每 個週期末,本公司(發行人 ...
中国建材(03323) - 2023 - 中期财报
2023-08-30 08:36
Company Overview - As of June 30, 2023, the company has issued a total of 8,434,770,662 shares[5]. - The company is the largest producer globally in several categories, including cement, ready-mixed concrete, fiberglass, electronic cloth, gypsum board, light steel keel, wind turbine blades, and cement technology equipment integration services[5]. - The company aims to create a world-class materials enterprise focused on value creation and shareholder returns[3]. - The company has a diversified ownership structure, with the largest shareholder holding 64.38%[16]. - The company has approximately 148,352 employees as of June 30, 2023, with a compensation policy linked to overall economic performance[187]. Financial Performance - As of June 30, 2023, the company's revenue was RMB 102,373.9 million, a decrease of 8.5% compared to RMB 111,883.5 million in the same period of 2022[20]. - The company's net profit attributable to equity holders was RMB 1,404.1 million, down 74.9% from RMB 5,593.6 million year-on-year[20]. - The total assets increased by 2.9% to RMB 503,614.7 million from RMB 489,343.5 million as of December 31, 2022[23]. - The total liabilities rose by 5.5% to RMB 309,573.4 million compared to RMB 293,355.6 million at the end of 2022[23]. - The net cash inflow from operating activities for the six months ended June 30, 2023, was RMB 8,382.0 million, a decrease of RMB 3,068.3 million compared to RMB 11,450.3 million for the same period in 2022[115]. - The net cash outflow from investing activities for the six months ended June 30, 2023, was RMB 10,419.8 million, a decrease of RMB 1,903.2 million compared to RMB 12,323.0 million for the same period in 2022[116]. - The net cash inflow from financing activities for the six months ended June 30, 2023, was RMB 7,587.8 million, down RMB 3,543.7 million from RMB 11,131.5 million for the same period in 2022[117]. Market and Industry Trends - The interim report highlights significant growth in the basic building materials and new materials sectors, contributing to the company's market leadership[5]. - The company is actively pursuing market expansion and technological innovation to enhance its competitive edge[5]. - In the first half of 2023, the national cement production reached 953 million tons, with the industry's total profit declining by 60% year-on-year to RMB 16.5 billion due to oversupply and falling prices[39]. - The domestic GDP grew by 5.5% year-on-year in the first half of 2023, indicating strong economic resilience, while fixed asset investment increased by 3.8%[37]. - Infrastructure investment in China increased by 7.2% year-on-year, providing crucial support for demand in the construction materials sector[37]. Strategic Initiatives - The company is committed to research and development of new products and technologies to meet evolving market demands[5]. - The company is exploring strategic mergers and acquisitions to strengthen its market position and operational capabilities[5]. - The company plans to continue expanding its market presence and investing in new technologies to enhance its competitive edge[20]. - The company aims to enhance core competitiveness and strengthen core functions, focusing on high-quality development and strategic layout in key growth areas[119]. - The company plans to optimize and upgrade its operations, expanding profit margins through "Cement+" initiatives and internationalization, while also focusing on sustainable development through "dual carbon" strategies[120]. Operational Performance - Cement sales volume was 126,795 thousand tons, a slight decrease of 0.9% from 127,965 thousand tons in the previous year[27]. - The average selling price of cement dropped by 15.1% to RMB 301.5 per ton from RMB 355.2 per ton[27]. - The sales volume of glass fiber increased by 19.7% to 1,683 thousand tons, while the average selling price decreased by 28.5% to RMB 4,963 per ton[30]. - The new materials segment achieved record sales volume in fiberglass, driven by a focus on high-value products and the establishment of a zero-carbon intelligent manufacturing base[43]. - The waterproof system segment achieved revenue and net profit growth, with a focus on optimizing product structure and expanding high-quality customer channels[53]. Research and Development - The company has 218 high-tech enterprises and 14,000 effective patents, including 3,238 invention patents, reflecting strong R&D capabilities[64]. - The digital transformation initiative has led to the establishment of 85 intelligent production lines, with 8 new lines added in the first half of 2023[67]. - The launch of the T1100 product marks a breakthrough in high-performance carbon fiber, enhancing competitiveness in the international market[52]. - The company is advancing its digital transformation initiatives, including the establishment of a "lighthouse factory" for the fiberglass industry to enhance production efficiency and management[43]. Corporate Governance and Compliance - The company has established a compliance management committee and an internal control system to enhance risk management and compliance oversight[177]. - The board of directors has reviewed the effectiveness of the internal control and risk management systems, covering financial, operational, compliance, and risk management functions[177]. - The company has engaged intermediary service organizations to optimize its internal control and risk management mechanisms[177]. - The board has proposed not to declare an interim dividend for the six months ended June 30, 2023[127]. Mergers and Acquisitions - The company completed the acquisition of 100% equity in Zhongfu Lianzhong, which became a wholly-owned subsidiary as of June 30, 2023[20]. - The total consideration for the Ningxia Building Materials' absorption merger with China Building Materials Information Technology is RMB 2,294.3080 million, with a share exchange ratio of 1:1.1628[140]. - The restructuring will eliminate competition in the cement business and allow Tianshan Cement to manage Qilian Mountain Cement's operations[136]. - The merger aims to resolve competition issues within the cement business and enhance the company's digital service platform through the integration of China Construction Information's digital advantages[148]. Legal and Regulatory Matters - The company has not been involved in any significant litigation or arbitration affecting its operations, except for the ongoing U.S. gypsum board litigation[182]. - As of the report date, 41 out of 90 plaintiffs have settled their claims in the U.S. gypsum board litigation, while 49 claims remain active[186].
中国建材(03323) - 2023 - 中期业绩
2023-08-25 09:03
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。 (在中華人民共和國註冊成立的成員責任有限的股份有限公司) 截至二零二三年六月三十日止六個月之中期業績公告 截至二零二三年六月三十日止六個月,本集團未經審核收入為人民幣102,374百萬元, 較二零二二年同期下降8.5%。 本集團未經審核權益持有者應佔利潤為人民幣1,404百萬元,較二零二二年同期下降 74.9%。 每股基本盈利為人民幣0.166元,較二零二二年同期下降74.9%。董事會建議不派付中 期股息。 董事會公佈本集團截至二零二三年六月三十日止六個月未經審核綜合業績及截至二零二 ...
中国建材(03323) - 2023 Q1 - 季度业绩
2023-04-28 13:03
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份內容 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。 (在中華人民共和國註冊成立的成員責任有限的股份有限公司) 2023年第一季度報告 兹提述本公司日期為2022年10月12日、2022年10月14日、2022年10月17日的公告及日期 為2023年4月6日的通函。 本公司於2020年4月17日成為中國銀行間市場交易商協會首批第一類成熟層企業,在中 國銀行間債券市場統一註冊債務融資工具TDFI(包含但不限於超短期融資券、短期融資 券、中期票據、永續票據、資產支持票據、綠色債務融資工具),分類別分期發行,期 限兩年。鑒於該次註冊通知書於2022年3月18日到期,2022年3月14日本公司又在中國銀 行間債券市場統一註冊債務融資工具TDFI(包含但不限於超短期融資券、短期融資券、 中期票據、永續票據、資產支持票據、綠色債務融資工具),分類別分期發行,期限兩 年。 ...
中国建材(03323) - 2022 - 年度财报
2023-04-04 09:40
Company Overview - CNBM is the world's largest cement producer, concrete producer, glass fiber producer, gypsum board producer, wind turbine blade producer, and light steel keel producer[6] - CNBM's total issued share capital as of December 31, 2022, was 8,434,770,662 shares[6] - CNBM's H-shares were listed on the Hong Kong Stock Exchange on March 23, 2006, with stock code 03323[6] - CNBM completed a share swap with Sinoma in 2018[6] - CNBM's main businesses include basic building materials, new materials, and engineering technical services[6] - CNBM's board of directors includes Chairman Zhou Yuxian and President Wei Rushan[7] - CNBM's registered office is located at No. 17 Fuxing Road, Haidian District, Beijing, China[10] - CNBM's international auditor is Deloitte Touche Tohmatsu[11] - CNBM's domestic auditor is Dahua Certified Public Accountants[11] - CNBM's H-share share registrar is Tricor Tengis Limited[11] Financial Performance - Revenue for 2022 decreased by 16.5% to RMB 230.17 billion compared to RMB 275.62 billion in 2021[17] - Gross profit for 2022 dropped by 40.7% to RMB 38.99 billion from RMB 65.73 billion in 2021[17] - Net profit attributable to equity holders of the company fell by 51.2% to RMB 7.96 billion in 2022 from RMB 16.30 billion in 2021[17] - Total assets increased by 4.0% to RMB 482.47 billion in 2022 from RMB 464.00 billion in 2021[18] - Total liabilities rose by 1.9% to RMB 290.13 billion in 2022 from RMB 284.72 billion in 2021[18] - Net assets grew by 7.3% to RMB 192.34 billion in 2022 from RMB 179.28 billion in 2021[18] - Non-controlling interests increased by 17.5% to RMB 70.54 billion in 2022 from RMB 60.06 billion in 2021[18] - The company's equity attributable to equity holders increased by 3.5% to RMB 105.97 billion in 2022 from RMB 102.41 billion in 2021[18] - The asset-liability ratio slightly increased by 0.1 percentage points to 36.1% in 2022[18] - The net debt ratio decreased by 0.9 percentage points to 77.0% in 2022[18] - Revenue decreased by 16.5% from RMB 275,618.6 million in 2021 to RMB 230,167.7 million in 2022, primarily due to a decline in the basic materials and engineering services segments[62][63] - Net profit attributable to equity holders dropped by 51.2% from RMB 16,299.9 million in 2021 to RMB 7,961.6 million in 2022, with net profit margin declining from 5.9% to 3.5%[62][74] - Basic materials segment revenue fell by 21.5% to RMB 147,230.5 million in 2022, driven by lower average selling prices and sales volumes of cement and concrete products[75] - Gross profit of the basic materials segment decreased by 51.8% to RMB 21,757.1 million in 2022, with gross margin dropping from 24.0% to 14.8% due to rising coal prices and lower product prices[78] - Revenue of the New Materials division increased slightly by 0.1% from RMB 45,584.4 million in 2021 to RMB 45,647.8 million in 2022, driven by higher average selling prices of gypsum boards, glass fiber yarn, and lithium battery separators[80] - Gross profit of the New Materials division decreased by 12.8% from RMB 12,653.6 million in 2021 to RMB 11,030.2 million in 2022, with the gross margin dropping from 27.8% to 24.2%[83] - Revenue of the Engineering Technology Services division decreased by 19.3% from RMB 47,250.1 million in 2021 to RMB 38,109.7 million in 2022[86] - Gross profit of the Engineering Technology Services division decreased by 24.6% from RMB 8,083.5 million in 2021 to RMB 6,091.8 million in 2022, with the gross margin dropping from 17.1% to 16.0%[88] - Operating profit of the Basic Materials division decreased by 56.0% from RMB 26,152.0 million in 2021 to RMB 11,502.0 million in 2022, with the operating profit margin dropping from 13.9% to 7.8%[79] Sales and Production Volume - Cement sales volume decreased by 15.2% to 281,523 thousand tons in 2022 compared to 2021[20] - Clinker sales volume decreased by 13.2% to 35,080 thousand tons in 2022 compared to 2021[20] - Combined cement and clinker sales volume decreased by 15.0% to 316,603 thousand tons in 2022 compared to 2021[20] - Gypsum board sales volume decreased by 12.0% to 2,092.7 million square meters in 2022 compared to 2021[21] - Wind turbine blade sales volume increased by 29.8% to 20,621 MW in 2022 compared to 2021[21] - Lithium battery separator sales volume increased by 65.3% to 1,133.3 million square meters in 2022 compared to 2021[21] - Engineering technical service revenue decreased by 19.3% to RMB 38,109.7 million in 2022 compared to 2021[22] - The company's consolidated revenue decreased by 16.5% to RMB 230,168 million in 2022 compared to 2021[26] - Profit attributable to equity holders decreased by 51.2% to RMB 7,962 million in 2022 compared to 2021[26] Strategic Goals and Development - The company aims to build a world-class materials enterprise in 2023, focusing on improving core competitiveness and enhancing core functions as the two key drivers of high-quality development[27] - The company aims to achieve a GDP growth target of around 5% in 2023, focusing on stabilizing growth, industrial transformation, innovation-driven development, and green initiatives[105] - The company plans to deepen supply-side structural reforms, optimize industry ecology, and promote high-quality development in the building materials sector[105] - Emphasis on digital transformation, including the development of intelligent factories and digital mines, to enhance production efficiency[107] - Accelerating green energy transition by increasing the proportion of photovoltaic and wind power, and improving energy utilization efficiency[107] - Expanding international presence, particularly in "Belt and Road" countries, leveraging overseas projects and funding[108] - Strengthening corporate governance and market-oriented mechanisms, with a focus on long-term incentive tools to align individual and company interests[108] - Enhancing value creation through capital operations, business integration in the building materials and new materials sectors, and improving core competitiveness[108] Industry and Market Trends - In 2022, the company's cement production volume decreased by 10.5% to 2.13 billion tons, the lowest in nearly a decade, due to weak demand and a downturn in the real estate market[34] - The cement industry's total profit in 2022 was approximately RMB 68 billion, a year-on-year decrease of about 60%[34] - The company added 54 million tons of aggregate production capacity in 2022 as part of its "cement+" strategy[34] - China's GDP in 2022 reached RMB 121.02 trillion, a year-on-year increase of 3.0%, with infrastructure investment growing by 9.4% year-on-year[32] - The urbanization rate in China reached 65.2% at the end of 2022, an increase of 0.5 percentage points from the previous year[32] - Glass fiber market demand weakened in 2022, with industry profitability declining due to rising raw material and natural gas prices[37] - Wind power installed capacity reached 370 million kilowatts in 2022, a year-on-year increase of 11.2%[42] - Global demand for lithium battery separators reached 15.7 billion square meters in 2022, a year-on-year increase of 60%[45] - Carbon fiber production capacity in China has become the largest globally, with significant progress in T1100 high-performance carbon fiber technology[46] - Waterproof material industry output decreased by 15.4% in 2022, marking the first decline in the industry[48] - Hydrogen energy cylinder demand increased significantly, with a new base for 100,000 hydrogen cylinders planned in Chengdu and progress in 70MPa Type IV hydrogen cylinder technology[50] - Coatings industry faced weak demand but stabilized profits due to lower raw material prices, with focus on differentiation in architectural coatings and specialization in industrial coatings[52] - International market share for cement technology and equipment remained global leader, with a 16% YoY increase in localized engineering contracts and green energy contracts exceeding RMB 1.5 billion[53] Corporate Governance and Board Activities - The company's Board of Directors held 12 meetings in 2022, focusing on strategic decisions, major investments, and personnel appointments[113] - The company has fully complied with the Corporate Governance Code as of December 31, 2022, ensuring robust governance and risk management[111] - The company's Board of Directors held 12 meetings in 2022, with all non-executive directors attending all meetings[115] - The company has 5 independent non-executive directors, meeting the minimum requirement under the Listing Rules[119] - The Board of Directors is responsible for major decisions including annual financial budgets, profit distribution, and major acquisitions[117] - The company provides regular training and development programs for directors to ensure they have the necessary knowledge and skills[120] - Directors receive monthly and weekly reports covering operational updates, industry trends, and capital market analysis[121] - The company's management, led by the President, is responsible for daily operations and implementing operational decisions[118] - The company ensures directors are fully informed through regular communication and timely reporting from management[118] - Independent non-executive directors provide independent professional opinions on strategic, policy, and investment matters[119] - The company's Board of Directors closely monitors major projects and ensures efficient operations through scientific decision-making[117] - The company's governance structure ensures a balanced and high-quality decision-making process[119] - The company organized multiple training sessions for its directors in 2022, focusing on legal compliance, corporate governance, and international economic trends[122][123] - Independent non-executive directors participated in various training programs, including those on legal responsibilities, information disclosure, and corporate governance[123] - The company conducted an online research session with independent directors and supervisors to discuss operational strategies, international development, and green initiatives[123] - The Strategic Decision Committee reviewed and approved the company's 2021 performance and 2022 work arrangements, as well as the 2022 investment plan[129] - The Nomination Committee underwent changes in 2022, with Zhou Yuxian appointed as the chairman and Sun Yanjun stepping down from the role[130] - The company has established a Board Diversity Policy to enhance corporate governance, ensuring a diverse range of skills, professional and industry experience, cultural and educational backgrounds, ethnicity, tenure, gender, and age among board members[132] - The board currently includes two female members, and the company aims to maintain or increase this proportion in the future[132] - The Nomination Committee has reviewed the Board Diversity Policy and confirmed that the current board members meet the diversity requirements, which supports the company's governance and operational standards[133] - The Nomination Committee follows a detailed process for nominating directors, including internal and external searches, background checks, and consideration of factors such as character, qualifications, and potential contributions to board diversity[134] - In 2022, the Nomination Committee held multiple meetings to review and approve proposals related to the adjustment of subsidiary directors and supervisors, board structure, and the appointment of key executives[135] - The Remuneration and Assessment Committee is responsible for recommending and reviewing the specific remuneration and performance of directors and senior management, with compensation structured into base salary, performance-based salary, special awards, and stock appreciation rights[137] - The Remuneration and Assessment Committee held its first meeting in 2022 to discuss and approve matters related to the remuneration of senior executives[138] - The Audit Committee reviewed the financial reports and performance for the year ended December 31, 2022, ensuring compliance with internal controls and risk management[139][141] - The Audit Committee provided recommendations to the Board on improving corporate governance policies and the continuous development of directors and senior management[141] - The Board is responsible for preparing financial statements that truly and fairly reflect the company's financial position, with management providing key operational data[141] - The Environmental, Social, and Governance (ESG) Committee was established on March 24, 2023, to oversee ESG-related risks and opportunities[142] - The ESG Committee is responsible for formulating and reviewing the company's ESG vision, goals, and strategies, reporting significant ESG matters to the Board[143] - The Nomination Committee proposed Liu Yan and Wei Rushan as candidates for the 5th Board of Directors, approved by the Board and shareholders[145] - The company has established mechanisms to ensure the independence of independent non-executive directors, including regular communication and on-site inspections[146][147] - Independent non-executive directors can engage external professional opinions at the company's expense to support their duties[147] - The company paid a total of RMB 6.439 million for audit and non-audit services in 2022, with RMB 5.35 million for annual audit services and RMB 1.089 million for non-audit services[148] - The company held five shareholder meetings in 2022, including one annual general meeting, two class meetings, and two extraordinary general meetings[152] - The company's risk management and internal control system includes daily monitoring mechanisms and annual evaluation and supervision mechanisms, with departments responsible for identifying, managing, and reporting risks[155] - The company established an internal control system and compliance management committee to strengthen risk management and internal control, in line with domestic laws and regulations and listing rules[154] - The company's board of directors approved three special resolutions at the 2021 annual general meeting, including authorizing the board to issue new shares and repurchase H shares[151] - The company's supervisory board consists of three shareholder representatives, three employee representatives, and two independent supervisors, responsible for overseeing financial and operational compliance[153] - The company held two extraordinary general meetings in 2022, approving resolutions related to restructuring and revised related party transaction limits[152] - The company's internal control system includes setting quantitative and qualitative standards for defect evaluation, categorizing defects as major, significant, or general based on their impact[155] - The company's risk management framework assesses risks based on probability and impact, categorizing them into five levels from very severe to minor[155] - The company requires subsidiaries to prepare a "Major Risk Tracking and Monitoring Table" quarterly to monitor and prevent risks faced by the group[155] - The company's internal control system is designed to manage risks and ensure reasonable assurance against significant misstatements or losses, with the Board of Directors (via the Audit Committee) responsible for its effectiveness[157] - The company has established procedures for handling and disclosing insider information, involving legal compliance and the Board Secretariat, with announcements made on the company and HKEX websites[158] - The company revised its articles of association in 2022, with changes approved by the Board of Directors and the second extraordinary general meeting of shareholders[159] - The company places high importance on investor relations, utilizing various communication channels such as shareholder meetings, earnings releases, roadshows, and investor summits to enhance transparency and governance[160] - The company received multiple awards in 2022, including the "Best Investor Relations Award" for Hong Kong-listed companies and recognition in ESG-related indices and rankings[161][163] - The company's Board of Directors reviewed and confirmed the effectiveness of the company's risk management and internal control systems, ensuring compliance with relevant codes and regulations[157] - The company's investor relations management includes a dedicated Board Secretariat, a comprehensive investor relations management system, and a multi-channel communication mechanism[160] - The company's internal audit and financial reporting budgets are reviewed annually to ensure adequate resources and employee qualifications[157] - The company's major transactions are subject to internal review by legal compliance and the Board Secretariat, with legal consultation and board approval required for insider information disclosures[158] - The company's investor relations efforts include the formulation of a "Quality Improvement Plan for Listed Companies" to strengthen investor relations and market value management[160] Dividend and Shareholder Information - The company plans to distribute a final dividend of RMB 3,188,343,310.24 (tax included) for the period from January 1, 2022, to December 31, 2022, based on 8,434,770,662 issued shares, amounting to RMB 0.378 per share (tax included)[168] - The final dividend per share will depend on the number of issued shares on May 10, 2023[168] - The company's dividend policy, established in 2019, ensures sufficient cash reserves to meet funding needs, future growth, and equity value[169] - Non-resident enterprise shareholders will have a 10% corporate income tax withheld on the final dividend[170] - Mainland corporate investors holding H-shares for 12 consecutive months are exempt from corporate income tax on dividends[170] - Individual H-shareholders will have a 20% personal income tax withheld on dividends, with exceptions for certain tax treaties[171] - Hong Kong and Macau residents, as well as those from countries with a 10% dividend tax rate treaty with China, will have a 10% personal income tax withheld[172] - Individual H-shareholders from countries with a tax treaty rate lower than 10% must submit relevant documents by May 11, 2023, to enjoy the treaty benefits[173] - Individual H-shareholders from countries with a tax treaty rate higher than 10% but lower than 20% will have taxes withheld at the actual treaty rate[173] - Individual H-shareholders from countries with a 20% tax treaty rate or no treaty will have a 20% personal income tax withheld[173] - The company will suspend share transfer registration from April 25, 2023, to April 28, 2023, to determine
中国建材(03323) - 2022 - 年度业绩
2023-03-24 10:03
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份內容 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。 (在中華人民共和國註冊成立的成員責任有限的股份有限公司) 截至2022年12月31日止年度業績公告 截至2022年12月31日止年度,本集團經審核合併口徑營業收入為人民幣230,168百萬 元,較2021年同期下降了16.5%。 本集團經審核權益持有人應佔利潤為人民幣7,962百萬元,較2021年同期下降了51.2%。 基本每股盈利為人民幣0.944元,較2021年同期下降了51.2%。 董事會現擬建議向於2023年5月10日(星期三)名列本公司股東名冊的股東派付2022 年1月1日至2022年12月31日期間的末期股息,合共人民幣3,188,343,310.24元(含稅) (2021年合共人民幣5,845,296,068.77元(含稅)),基於截至2023年3月24日已發行股份 8,434,770,662股,每股派付人民幣0.378元(含稅)(2021年每股人民幣0.693元(含稅))。 ...
中国建材(03323) - 2022 Q3 - 季度财报
2022-10-28 10:50
Financial Position - As of September 30, 2022, total current assets amounted to RMB 172.65 billion, an increase from RMB 149.85 billion as of December 31, 2021, representing a growth of approximately 15.2%[3] - Total liabilities reached RMB 303.05 billion as of September 30, 2022, up from RMB 282.64 billion at the end of 2021, indicating an increase of about 7.2%[5] - The total assets of the company were RMB 495.63 billion as of September 30, 2022, compared to RMB 461.30 billion at the end of 2021, reflecting a growth of approximately 7.4%[4] - Total equity attributable to shareholders of the parent company was RMB 125.77 billion as of September 30, 2022, up 5.8% from RMB 118.83 billion at the end of 2021[6] - The company's cash and cash equivalents stood at RMB 42.79 billion, up from RMB 30.96 billion at the end of 2021, marking a growth of approximately 38.3%[3] Borrowings and Debt - Short-term borrowings increased to RMB 60.07 billion as of September 30, 2022, compared to RMB 37.80 billion at the end of 2021, reflecting a rise of approximately 59.0%[5] - The company issued a total of RMB 15 billion in perpetual corporate bonds in 2022, with the latest issuance on October 17, 2022, at a rate of 2.74%[2] - Long-term borrowings slightly increased to RMB 57.75 billion from RMB 56.56 billion, reflecting a growth of about 2.1%[28] - Short-term borrowings surged to CNY 15.15 billion, a significant increase from CNY 5.03 billion in the previous year, indicating a rise of 200.5%[14] Revenue and Profitability - Total revenue for the first nine months of 2022 was RMB 171.33 billion, a decrease of 13.1% compared to RMB 197.21 billion in the same period of 2021[7] - Operating profit for the first nine months of 2022 was RMB 14.56 billion, down 46.8% from RMB 27.39 billion in the same period of 2021[8] - Net profit attributable to shareholders of the parent company for the first nine months of 2022 was RMB 6.99 billion, a decline of 48.5% compared to RMB 13.57 billion in the same period of 2021[8] - The company reported a decrease in total operating costs to RMB 160.59 billion for the first nine months of 2022, down 7.1% from RMB 172.85 billion in the same period of 2021[7] Cash Flow - Cash flow from operating activities for the first nine months of 2022 was RMB 13.89 billion, a decrease of 41.4% from RMB 23.76 billion in the same period of 2021[9] - Cash flow from investment activities for the first nine months of 2022 was negative RMB 15.78 billion, an improvement from negative RMB 20.58 billion in the same period of 2021[10] - Cash inflow from financing activities totaled CNY 131.40 billion in the first nine months of 2022, an increase of 9.4% compared to CNY 120.46 billion in the same period of 2021[11] - Net cash flow from financing activities was CNY 13.79 billion, a significant recovery from a negative CNY 389.38 million in the previous year[11] Investments and Expenses - The company’s long-term investments rose to RMB 29.96 billion as of September 30, 2022, compared to RMB 27.24 billion at the end of 2021, indicating an increase of about 10.0%[4] - Research and development expenses for the first nine months of 2022 were RMB 3.68 billion, a slight decrease from RMB 3.81 billion in the same period of 2021[7] - The company reported a significant increase in financial expenses, rising to CNY 35,984,542.85 in 2022 from CNY 19,370,281.75 in 2021, which is an increase of approximately 86%[17] - The company experienced a decrease in investment income, which fell to CNY 5,989,708,436.05 in 2022 from CNY 11,863,956,800.23 in 2021, a decline of approximately 49%[40]