国旅联合股份有限公司 2017 年第一季度报告 1 / 19 2017 年第一季度报告 公司代码：600358 公司简称：国旅联合 | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司基本情况 | 3 | | 三、 | 重要事项 | 6 | | 四、 | 附录 | 9 | 2017 年第一季度报告 一、 重要提示 1.1 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整， 不存在虚假记载、误导性陈述或者重大遗漏，并承担个别和连带的法律责任。 1.2 公司全体董事出席董事会审议季度报告。 1.3 公司负责人施亮、主管会计工作负责人施亮及会计机构负责人（会计主管人员）连伟彬保证 季度报告中财务报表的真实、准确、完整。 1.4 本公司第一季度报告未经审计。 二、 公司基本情况 2.1 主要财务数据 单位：元 币种：人民币 | | 本报告期末 | 上年度末 | 本报告期末比上年度末增 | | | --- | --- | --- | --- | --- | | | | | 减(%) | | | 总资产 | 909,311,028.98 | 913, ...

Financial Performance - The company reported a net profit attributable to shareholders of -163,103,636.58 CNY for 2016, with an undistributed profit of -355,626,503.47 CNY[2]. - Operating revenue for 2016 was 117,284,385.25 CNY, representing a 32.78% increase compared to 88,326,691.05 CNY in 2015[19]. - The basic earnings per share for 2016 was -0.3270 CNY, a decrease of 1,190.00% compared to 0.03 CNY in 2015[20]. - The diluted earnings per share for 2016 was also -0.3270 CNY, reflecting the same percentage decrease as the basic earnings per share[20]. - The weighted average return on equity for 2016 was -28.61%, a decrease of 32.82 percentage points from 4.21% in 2015[20]. - The net profit attributable to shareholders for the fourth quarter of 2016 was -111,340,893.52 CNY, with a total annual net profit of -111,340,893.52 CNY[23]. - The company reported a total revenue of 58,404,748.28 CNY for the year 2016[23]. - The net profit after deducting non-recurring items for the fourth quarter was -101,263,862.14 CNY[23]. - The company reported a net profit of -163.1 million RMB for 2016, compared to a profit of 12.7 million RMB in 2015[81]. - The company did not propose any cash dividend distribution plan for the reporting period despite having a positive profit available for distribution to ordinary shareholders[82]. Assets and Liabilities - Total assets rose by 24.80% to 913,986,900.06 CNY in 2016, compared to 732,375,243.42 CNY in 2015[19]. - The net assets attributable to shareholders increased by 63.33% to 509,534,626.66 CNY at the end of 2016, up from 311,971,635.02 CNY at the end of 2015[19]. - The company has a total guarantee amount of RMB 320,000,000, which accounts for 62.80% of the company's net assets[103]. - The total guarantee amount exceeding 50% of net assets is RMB 65,232,686.67[103]. - The company reported a total guarantee amount for subsidiaries of RMB 250,000,000 at the end of the reporting period[103]. - The total liabilities decreased to RMB 395,752,873.23 from RMB 417,080,915.95, representing a reduction of about 5.5%[168]. - The equity attributable to owners increased significantly from RMB 432,000,000.00 to RMB 504,936,660.00, marking an increase of approximately 16.8%[168]. Cash Flow - The company experienced a significant decline in cash flow from operating activities, reporting -20,016,315.73 CNY in 2016, compared to -12,782,979.04 CNY in 2015[19]. - The operating cash flow for the fourth quarter of 2016 was 9,814,011.72 CNY, contrasting with negative cash flows in the previous three quarters[23]. - The net cash flow from operating activities was -20,016,315.73 CNY, compared to -12,782,979.04 CNY in the previous period, indicating a decline in operational cash generation[182]. - The net cash flow from investing activities plummeted to -232,816,673.81 CNY, a decline of 560.44% from 50,564,456.08 CNY last year[54]. - The net cash flow from financing activities increased significantly to 266,190,788.12 CNY, compared to -26,151,893.09 CNY in the previous year, marking a 1,117.86% change[54]. Business Strategy and Operations - The company aims to become a leading enterprise in China's sports, entertainment, and leisure tourism industries, focusing on outdoor cultural and sports entertainment[30]. - The company is involved in various sectors including the management of hot spring resorts, investment in sports and entertainment, and the organization of esports events[30]. - The company aims to leverage partnerships with various scenic spots and sports towns to create unique core IPs, enhancing social value through strategic collaborations[31]. - The company is focusing on acquiring quality projects and resources in the sports and entertainment sectors through mergers and acquisitions, with a clear direction for its industry acquisition funds[31]. - The company plans to focus on outdoor sports and entertainment as a development strategy, aiming to invest in profitable business models in the sports and leisure tourism sectors[75]. Corporate Governance and Compliance - The company has a standard unqualified audit report issued by Da Xin Accounting Firm[4]. - The company emphasizes that forward-looking statements in the report do not constitute a substantive commitment to investors[3]. - The company has committed to maintaining operational independence from its controlling shareholders and related parties to avoid any potential conflicts of interest[82]. - The company’s largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., committed not to reduce its shareholding in the company for six months starting from July 11, 2015, and to consider increasing its stake when legally permissible[83]. - The company has established a concerted action agreement with its major shareholders to enhance governance and control[126]. Legal Matters - The company filed a civil lawsuit against Beijing Yijin Hotel Co., Ltd. for a payment of RMB 6 million, plus interest from January 1, 2015, at the bank's loan rate[89]. - The court ruled on November 3, 2016, that the defendant must pay RMB 12 million and interest, with a penalty for late payment if not settled within ten days[89]. - A separate lawsuit was filed against Chongqing Yishang Hot Spring Development Co., Ltd. for RMB 28 million, with interest and penalties totaling RMB 34,848,876.71 as of June 30, 2016[90]. - The company is also pursuing a claim for RMB 59 million in debt interest amounting to RMB 1,997,917.81[90]. - The total litigation costs for the aforementioned cases are to be borne by the defendants collectively[90]. Employee and Management Information - The total remuneration for all directors, supervisors, and senior management at the end of the reporting period was 3.427 million yuan[138]. - The number of employees in the parent company was 21, while the total number of employees in major subsidiaries was 457, resulting in a combined total of 478 employees[141]. - The company has established a management trainee program to cultivate a high-quality talent pool through mentorship and job rotation[143]. - The company has implemented a performance management system that evaluates senior management remuneration based on operational scale, market salary levels, annual performance, and task completion[138]. Shareholder Information - The company completed a private placement of 72,936,660 shares, raising approximately RMB 380 million, increasing total shares to 504,936,660[40]. - The total number of ordinary shares increased from 432,000,000 to 504,936,660 following the private placement[112]. - The company has 53,747 ordinary shareholders as of the end of the reporting period, up from 48,952 at the end of the previous month[115]. - The company has a total of 14.44% of its shares as limited circulation shares after the private placement[111]. - The company has a commitment to not transfer newly issued shares for 36 months post-issuance, with expected listing on January 22, 2019[130].

Financial Performance - Operating revenue for the first nine months rose by 5.46% to CNY 58,879,636.97 compared to the same period last year[6] - Net profit attributable to shareholders decreased by 349.57% to -CNY 51,762,743.06 compared to the same period last year[6] - Basic and diluted earnings per share were both -CNY 0.112, a decrease of 333.33% compared to the same period last year[7] - The company's operating profit for the first nine months of 2016 was -¥50,250,154.08, compared to a profit of ¥34,720,429.99 in the same period last year[29] - The net loss for Q3 2016 was ¥18,786,248.57, compared to a net loss of ¥19,086,027.76 in Q3 2015, showing a slight improvement[29] - The total comprehensive loss for Q3 2016 was ¥19,775,928.17, compared to a loss of ¥19,086,027.76 in the same quarter last year[30] - The total comprehensive income for the first three quarters was -¥25,840,667.21, worsening from -¥11,203,677.52 in the previous year[32] Assets and Liabilities - Total assets increased by 35.87% to CNY 995,096,738.55 compared to the end of the previous year[6] - The company's current assets reached CNY 386,070,221.97, up from CNY 156,367,991.16 at the start of the year, indicating a significant increase of about 147%[20] - The total liabilities decreased to CNY 365,033,301.79 from CNY 417,080,915.95, reflecting a reduction of approximately 12.5%[22] - The company's total assets reached ¥768,016,547.11 at the end of Q3 2016, compared to ¥483,291,291.64 at the end of the previous year[28] - The total liabilities as of the end of Q3 2016 amounted to ¥191,471,393.21, down from ¥251,402,532.47 at the end of the previous year[28] Cash Flow - The net cash flow from operating activities for the first nine months was -CNY 29,830,327.45, compared to -CNY 23,004,759.48 in the same period last year[6] - The cash flow from operating activities showed a net outflow of -¥29,830,327.45, compared to -¥23,004,759.48 in the same period last year, reflecting a deeper cash burn[35] - Cash inflow from operating activities totaled $6,817,279.66, while cash outflow amounted to $24,086,952.15, resulting in a net cash flow from operating activities of -$17,269,672.49[39] - The ending balance of cash and cash equivalents was $45,813,497.64, compared to an initial balance of $37,378,397.88, indicating a net increase of $8,435,099.76[39] Shareholder Information - The total number of shareholders at the end of the reporting period was 68,235[10] - The largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., held 14.57% of shares, totaling 73,556,106 shares[10] Investments and Expenses - The company reported a non-recurring loss of -CNY 58,563.97 for the current period[9] - Operating costs rose by 94.68% to RMB 14,213,380.98, mainly due to new IVR project costs[14] - The company incurred management expenses of ¥18,065,492.09 for the first three quarters, up from ¥14,875,775.47 in the same period last year, reflecting a rise of approximately 21.5%[31] - The financial expenses for the first three quarters were reported at ¥1,377,046.30, down from ¥5,158,203.24 in the previous year, showing a decrease of about 73.3%[31] Capital and Financing - The company's cash and cash equivalents increased by 67.39% to RMB 104,736,129.74 due to funds from a private placement[13] - The company's capital reserve increased by 515.07% to RMB 355,331,642.36 following the completion of a private placement[14] - Cash inflow from financing activities amounted to $682,131,948.87, while cash outflow was $472,037,042.06, resulting in a net cash flow from financing activities of $210,094,906.81[39] - The company reported cash inflows from financing activities of ¥493,839,598.60, a substantial increase from ¥109,000,000.00 in the previous year, indicating strong financing efforts[36] Other Financial Metrics - The company committed to maintaining independence and avoiding conflicts of interest with major shareholders[15] - The company is actively exploring employee stock ownership plans to enhance corporate vitality and investor relations[16] - The company reported a significant cash outflow of $132,100,000.00 for investment payments, indicating aggressive investment strategies[39] - The company's investment activities resulted in a net cash outflow of -¥203,013,996.34, compared to a net inflow of ¥11,522,022.51 in the previous year, indicating a shift in investment strategy[36]

Financial Performance - The company's operating revenue for the first half of 2016 was ¥43,202,206.60, a decrease of 4.51% compared to ¥45,243,015.21 in the same period last year[17]. - The net profit attributable to shareholders for the first half of 2016 was -¥32,875,155.37, representing a decline of 182.34% from ¥39,927,602.80 in the previous year[17]. - The net cash flow from operating activities was -¥20,236,284.61, worsening from -¥16,391,204.23 in the same period last year[17]. - Basic earnings per share for the first half of 2016 were -¥0.0711, a decrease of 179.00% compared to ¥0.09 in the same period last year[18]. - The weighted average return on net assets was -15.26%, a decrease of 28.03 percentage points from 12.77% in the previous year[18]. - The company reported a net profit attributable to the parent company of CNY -32,880,000, a decrease of CNY 72,800,000 compared to a profit of CNY 39,920,000 in the same period last year[34]. - The company reported a net profit of -RMB 1,528.04 million for its subsidiary Nanjing Guotourun Hotel Management Co., Ltd. during the reporting period[64]. - The company incurred total comprehensive losses of -19,952,997.37 RMB for the first half of 2016, compared to -3,618,051.64 RMB in the previous year, reflecting a substantial increase in losses[132]. Assets and Liabilities - The total assets at the end of the reporting period were ¥959,693,511.09, an increase of 31.04% from ¥732,375,243.42 at the end of the previous year[17]. - The total scale of the joint investment in Guolv United (Xiamen) Cultural Investment Partnership (Limited Partnership) is RMB 200 million, with the company contributing RMB 30 million, accounting for 15%[79]. - Total liabilities decreased to CNY 312,263,103.17 from CNY 417,080,915.95, a reduction of about 25%[122]. - The company's equity increased to CNY 647,430,407.92 from CNY 315,294,327.47, indicating a growth of approximately 105%[122]. - The total amount of guarantees incurred during the reporting period (excluding guarantees to subsidiaries) is -80,000,000.00 RMB[90]. Investments and Strategic Initiatives - The company completed a private placement of 72,936,660 shares, raising a total of approximately RMB 380 million, which strengthened its financial structure and provided a solid foundation for future business expansion[24]. - The company invested a total of RMB 18 million in Beijing Maoyan Vision Technology Co., holding a 10% stake, marking its entry into the VR video sector[27]. - The company signed a cooperation agreement for the operation rights of the "China Esports Carnival," with plans to hold the inaugural event in November, indicating its strategic move into the esports industry[28]. - The company is focusing on a dual strategy of internal growth and external mergers and acquisitions to enhance its outdoor cultural and sports entertainment business[38]. - The company has established multiple industry merger funds aimed at accelerating industry layout and controlling resources, focusing on sports and cultural entertainment sectors[46]. Shareholder and Equity Information - As of June 30, 2016, the company has not received the principal amount of RMB 5,900.00 and corresponding interest from Chongqing Yishang Company[59]. - The total amount of funds raised in 2016 through private placement was RMB 379,999,998.60, with all of it utilized by the reporting period[62]. - The company completed a private placement of 72,936,660 new shares, increasing the total number of ordinary shares from 432,000,000 to 504,936,660[101]. - The largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., committed not to reduce its holdings for six months starting from July 11, 2015, and to consider increasing its stake when legally permissible[96]. - The company aims to enhance investor relations and maintain investor confidence through proactive communication and engagement[96]. Compliance and Governance - The company emphasizes compliance with market regulations and fair pricing in related party transactions[93]. - The company commits to maintaining independence in operations, finance, and governance structures[92]. - The company has established a detailed governance structure to protect investor rights and ensure compliance with relevant laws and regulations[96]. - The financial report was approved by the board of directors on August 16, 2016[151]. - The company adheres to the accounting standards set by the Ministry of Finance, ensuring the financial statements reflect its financial position accurately[155]. Operational Challenges - The average occupancy rate for hotel rooms decreased to 38% from 45% year-on-year[41]. - Revenue from Nanjing decreased by 12.88% to ¥38,707,100.65, while Yichang saw an increase of 10.66% to ¥522,857.14[44]. - Hainan's revenue dropped by 26.54% to ¥199,808.83, with no revenue reported for Xiamen and Beijing in the same period[44]. - The company reported a decrease in accounts receivable from CNY 9,154,652.27 to CNY 5,985,905.78, a decline of approximately 35%[120]. - The company reported a decrease in retained earnings of CNY -205,250,000.00 compared to the previous period[143]. Financial Reporting and Accounting Policies - The company has established a unified accounting policy for its subsidiaries in the preparation of consolidated financial statements[160]. - The company’s accounting policies comply with the relevant enterprise accounting standards, ensuring transparency and accuracy in financial reporting[155]. - Financial instruments are classified as financial assets or financial liabilities upon initial recognition[165]. - Revenue from the sale of goods is recognized when the significant risks and rewards of ownership have been transferred to the buyer, and the amount can be reliably measured[200]. - The company recognizes liabilities for termination benefits when it cannot unilaterally withdraw the benefits provided or when it recognizes costs related to restructuring involving termination benefits[193].

Financial Performance - Net profit attributable to shareholders decreased by 642.33% to CNY -11,566,268.97 from CNY 2,132,716.46 in the same period last year[6] - Operating revenue decreased by 9.31% to CNY 31,428,850.22 compared to CNY 34,653,835.89 in the previous year[6] - Basic and diluted earnings per share were both CNY -0.023, a decrease of 560.00% compared to CNY 0.005 in the previous year[6] - The company reported a net loss of CNY -204,089,135.85, compared to a loss of CNY -192,522,866.89 in the previous period[21] - Total operating revenue for Q1 2016 was ¥31,428,850.22, a decrease of 9.5% from ¥34,653,835.89 in the same period last year[25] - Net profit for Q1 2016 was a loss of ¥11,157,299.91, compared to a profit of ¥2,557,793.38 in Q1 2015[26] - The total comprehensive income for Q1 2016 was a loss of ¥5,808,970.51, contrasting with a profit of ¥2,557,793.38 in the previous year[26] - Operating profit for Q1 2016 was a loss of ¥10,349,042.84, compared to a loss of ¥3,534,809.66 in Q1 2015[25] Assets and Liabilities - Total assets increased by 38.02% to CNY 1,010,807,273.67 compared to the end of the previous year[6] - Current assets totaled CNY 433,486,119.43, up from CNY 156,367,991.16, indicating a significant increase of about 176.5%[20] - Total liabilities decreased to CNY 337,353,186.77 from CNY 417,080,915.95, reflecting a reduction of approximately 19.1%[21] - Total current liabilities decreased to CNY 175,508,186.77 from CNY 255,235,915.95, a decline of approximately 30.9%[21] - Owner's equity rose to CNY 673,454,086.90, compared to CNY 315,294,327.47, marking an increase of about 113.5%[22] Cash Flow - Net cash flow from operating activities improved to CNY -9,182,639.63 from CNY -18,566,605.61 year-on-year[6] - The net cash flow from operating activities was -9,182,639.63 RMB, an improvement from -18,566,605.61 RMB in the previous period, indicating a reduction in cash outflow[31] - Total cash inflow from operating activities was 34,138,672.70 RMB, compared to 33,365,963.78 RMB in the previous period, showing a slight increase[31] - Cash outflow from operating activities decreased to 43,321,312.33 RMB from 51,932,569.39 RMB, reflecting better cost management[32] - The net cash flow from investing activities was -24,728,991.13 RMB, worsening from -2,630,346.45 RMB in the previous period, primarily due to increased investment payments[32] - Cash inflow from financing activities was 379,999,998.60 RMB, with a net cash flow of 291,392,345.01 RMB, a significant increase compared to -4,999,628.90 RMB previously[32] - The ending cash and cash equivalents balance increased to 320,052,597.77 RMB from 12,745,718.61 RMB, indicating strong liquidity[32] - The company reported a net increase in cash and cash equivalents of 164,051,778.20 RMB, contrasting with a decrease of -9,051,943.54 RMB in the previous period[35] Shareholder Information - The total number of shareholders reached 49,404 at the end of the reporting period[10] - The top shareholder, Xiamen Contemporary Asset Management Co., Ltd., holds 14.5% of shares, totaling 73,556,106 shares[11] - The company has committed to not transferring shares acquired in the non-public offering for 36 months post-issuance[17] Business Development - The company has not disclosed any new product developments or market expansion strategies in this report[6] - The company established Zhejiang Guolv United Cultural Sports Development Co., Ltd. to expand its business in Zhejiang, currently in the project search phase[15] - The company signed a cooperation intention letter for the "China Electronic Sports Carnival," with the first event expected in May[15] - The company plans to enhance investor relations and communicate with investors regarding its operational status and future development[16] Investment and Capital - The company completed a non-public issuance of up to 72,936,660 shares, increasing its registered capital to ¥504.94 million[13] - The company's cash and cash equivalents increased by 411.50% to approximately ¥320.05 million from ¥62.57 million due to a capital increase of about ¥380 million[12] - Accounts receivable decreased by 51.92% to ¥4.40 million from ¥9.15 million, primarily due to the recovery of receivables from Yishang Hotel[12] - The capital reserve increased by 515.07% to ¥355.33 million from ¥57.77 million following the completion of a targeted capital increase[12] - Investment income dropped by 88.38% to ¥318,128.78 from ¥2.74 million, reflecting a reduction in holdings in Harbin Junxin Guarantee Co., Ltd.[12] - The company’s capital reserve increased significantly to CNY 355,331,642.36 from CNY 57,771,240.42, reflecting an increase of about 515.5%[21]

Financial Performance - The net profit attributable to shareholders for 2015 was CNY 12,731,772.26, a significant recovery from a loss of CNY 165,896,270.73 in 2014[3] - The total operating revenue for 2015 was CNY 88,326,691.05, a slight decrease of 0.26% compared to CNY 88,557,915.60 in 2014[18] - The basic earnings per share for 2015 was CNY 0.03, recovering from a loss of CNY 0.38 per share in 2014[19] - The weighted average return on equity for 2015 was 4.21%, a significant increase of 48.37 percentage points from -44.16% in 2014[19] - The company reported a net loss of CNY 192,522,866.89, improving from a loss of CNY 205,254,639.15 in the previous period[161] - The company achieved a net profit of 12.73 million yuan for the year 2015, marking a successful turnaround from previous losses[46] - The company reported a comprehensive income total of -12,200,670.21 RMB for the year, reflecting a loss compared to the previous year's comprehensive loss of -136,415,857.97 RMB[171] Cash Flow and Assets - The cash flow from operating activities showed a net outflow of CNY -12,782,979.04 in 2015, a decline of 125.67% compared to a positive cash flow in 2014[18] - The net cash flow from operating activities was -12,782,979.04 RMB, a decline from 49,802,362.42 RMB in the previous year[174] - Cash and cash equivalents at the end of the period reached ¥62,571,883.52, representing 8.54% of total assets, a 60.68% increase from the previous period's ¥38,942,299.57 (5.32%) due to cash recovered from the sale of 19.48 million shares of Harbin Junxin Guarantee Co., Ltd.[58] - Total assets increased slightly to CNY 732,375,243.42 from CNY 731,340,971.71, reflecting a growth of 0.14%[160] - The company's equity attributable to shareholders rose to CNY 311,971,635.02 from CNY 292,711,530.76, an increase of 6.58%[161] Strategic Focus and Investments - The company is shifting its strategic focus towards outdoor sports and entertainment, while retaining its core assets in the hot spring theme park sector[29] - The company has established multiple industry merger and acquisition funds, including a CNY 1 billion fund for the sports industry and a CNY 1 billion fund for the cultural entertainment industry[30] - The company completed a significant acquisition of a controlling stake in Yingbo Xuncai and Haling Xiuwang, enhancing its presence in popular sports like football and basketball[30] - The company aims to leverage its merger and acquisition funds to enhance its competitive advantage and market influence in the sports and entertainment industries[32] - The company plans to invest in new projects, including ¥2.4 million for the Winter Games and ¥8 million for the "Zhaojun Going to the Frontier" project[58] Market and Industry Outlook - The company reported that the sports industry in China is expected to exceed 5 trillion yuan by 2025, indicating a significant growth opportunity[33] - The company anticipates that the sports industry will exceed 5 trillion RMB by 2025, with potential growth opportunities in the cultural tourism sector[74] - The cultural tourism performance market is rapidly growing, with over 200 performances currently staged across major tourist cities, enhancing the tourism experience[63] Risk Management - The company has outlined potential risks in its annual report, advising investors to be cautious regarding investment risks[4] - The company faces risks including policy regulation, intensified market competition, execution of plans, and talent retention in the sports and cultural sectors[78] - Financial risks remain, despite efforts to optimize asset structures and improve capital flow, with a focus on enhancing investment and financing capabilities[79] Corporate Governance and Shareholder Relations - The company did not propose any cash dividend distribution plans for the reporting period, despite having positive profits available for distribution to ordinary shareholders[82] - The company has made commitments to maintain independence in operations and avoid conflicts of interest with its controlling shareholders[84] - The company plans to enhance investor relations management and improve communication with investors through platforms like the interactive platform of the stock exchange[86] - The company has ongoing litigation involving claims against Chongqing Yishang Hot Spring Development Co., Ltd. and related parties, with a total claim amount of 1,469,000 RMB[90] Employee and Management Structure - The total number of employees in the parent company and major subsidiaries is 500, with 25 in the parent company and 475 in subsidiaries[132] - The professional composition includes 367 production personnel, 14 sales personnel, 43 technical personnel, 37 financial personnel, and 39 administrative personnel[132] - The company has a diverse board with members having extensive experience in finance and management across various sectors[123] - The company has established a clear framework for the roles and responsibilities of its board members and management team[127] Financial Compliance and Audit - The financial report was approved by the board of directors on February 3, 2016, ensuring compliance with accounting standards[193] - The internal control audit report confirmed that the company maintained effective financial reporting controls in all significant aspects[151] - The company plans to continue its collaboration with Da Xin Accounting Firm for annual financial and internal control audits, citing their extensive experience and professional capabilities[148]

Financial Performance - Operating revenue for the first nine months decreased by 5.53% to CNY 55,833,710.09 compared to the same period last year[6] - Net profit attributable to shareholders was CNY 20,741,028.72, a significant recovery from a loss of CNY 47,724,676.20 in the previous year[6] - Basic and diluted earnings per share were CNY 0.05, recovering from a loss of CNY 0.11 per share in the previous year[7] - Total operating revenue for Q3 2015 was CNY 10,590,694.88, an increase from CNY 9,763,810.75 in Q3 2014, representing a growth of approximately 8.5%[28] - Net profit for Q3 2015 was CNY -19,086,027.76, compared to CNY -20,650,016.04 in Q3 2014, showing an improvement of approximately 7.6%[30] - The company recorded a net profit of CNY 21,296,157.61 for the first nine months of 2015, compared to a net loss of CNY -47,080,013.29 in the same period last year[30] Assets and Liabilities - Total assets decreased by 2.76% to CNY 711,134,588.45 compared to the end of the previous year[6] - Total liabilities decreased from CNY 435,359,509.34 to CNY 393,856,968.47, a reduction of about 9.5%[22] - Current liabilities decreased from CNY 215,359,509.34 to CNY 189,006,968.47, a decline of approximately 12.2%[22] - Long-term borrowings decreased from CNY 220,000,000.00 to CNY 204,850,000.00, a reduction of about 6.9%[22] - The company's equity increased from CNY 295,981,462.37 to CNY 317,277,619.98, reflecting an increase of approximately 7.4%[22] Cash Flow - The net cash flow from operating activities improved to -CNY 23,004,759.48 from -CNY 27,543,715.61 in the same period last year[6] - Cash inflow from operating activities for the first nine months of 2015 was 59,489,067.45 RMB, down 17.2% from 71,904,584.20 RMB in the same period last year[35] - Cash outflow from operating activities totaled 82,493,826.93 RMB for the first nine months of 2015, compared to 99,448,299.81 RMB in the previous year[36] - Cash inflow from investing activities was 62,957,544.06 RMB for the first nine months of 2015, down 41.5% from 108,152,406.28 RMB in the previous year[36] - The net cash flow from financing activities was -12,002,462.25 RMB for the first nine months of 2015, an improvement from -142,246,975.23 RMB in the same period last year[39] Shareholder Information - The total number of shareholders reached 56,129, with the top ten shareholders holding 17.03% of the shares[10] - The largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., holds 73,556,106 shares, with 73,525,110 shares pledged[10] - The company’s major shareholder, Xiamen Contemporary Asset Management Co., Ltd., committed not to reduce its holdings in the company for six months starting July 10, 2015[15] Operational Highlights - The company reported a non-recurring loss of CNY 1,440,000.00 for the third quarter, primarily due to asset disposals[8] - The company's management indicated a focus on cost control and efficiency improvements to enhance profitability in future quarters[29] - The company plans to explore new market opportunities and potential acquisitions to drive growth in the upcoming fiscal periods[30] Changes in Financial Position - Cash and cash equivalents decreased significantly from CNY 38,942,299.57 to CNY 15,457,100.35, a decline of approximately 60.3%[21] - Accounts receivable decreased from CNY 5,091,556.01 to CNY 3,191,291.23, a decline of about 37.4%[21] - Prepayments increased significantly by 3684.04% to ¥32,290,660.96, primarily for renovation and additional issuance costs[13] - Investment income surged by 3865.10% to ¥81,371,396.27, mainly from the disposal of equity in Yishang Tianyuan[14] - Operating income from non-operating activities increased by 1103.48% to ¥6,200,307.50, primarily from the disposal of Jin Ying Property[14] - The company reported a significant increase in income tax expenses by 3235795.29% to ¥19,569,723.94, due to the completion of equity transfers[14]

Financial Performance - The company's operating revenue for the first half of 2015 was ¥45,243,015.21, a decrease of 8.30% compared to ¥49,335,435.42 in the same period last year[16]. - The net profit attributable to shareholders for the first half of 2015 was ¥39,927,602.80, a significant improvement from a net loss of ¥26,567,062.80 in the previous year[16]. - Basic earnings per share for the first half of 2015 was ¥0.09, compared to a loss of ¥0.061 per share in the same period last year[16]. - The weighted average return on net assets increased to 12.77%, up by 18.74 percentage points from -5.97% in the previous year[16]. - The net cash flow from operating activities was -¥16,391,204.23, an improvement from -¥18,047,549.04 in the same period last year[16]. - The total assets at the end of the reporting period were ¥711,690,731.34, a decrease of 2.69% from ¥731,340,971.71 at the end of the previous year[16]. - The net assets attributable to shareholders increased by 13.64% to ¥332,639,133.56 from ¥292,711,530.76 at the end of the previous year[16]. - The company reported a basic earnings per share of -¥0.06 after deducting non-recurring gains and losses, consistent with the previous year's figure[16]. - The company reported a total revenue of 50,850.16 million RMB for its subsidiary Nanjing Guoliu Lianhe Tangshan Hot Spring Development Co., Ltd. with a net profit of 4,398.46 million RMB[37]. - The company reported a net loss of RMB 165,327,036.35, improving from a loss of RMB 205,254,639.15 in the previous period[84]. - The total comprehensive income for the first half of 2015 was -3,618,051.64 RMB, a stark contrast to the 2,950,072.30 RMB reported in the same period last year[93]. Operational Highlights - The company successfully recovered the full transfer payment of ¥57,650,000 for the equity transfer of 南京颐尚天元商务管理有限公司, contributing to its turnaround to profitability[22][27]. - The company is actively pursuing a strategic direction in the sports and cultural entertainment industry, having secured the market operation rights for the 13th Winter Games in China[23]. - The company invested over ¥50 million in the Thai boxing cultural and sports complex project in Xiamen, which has commenced operations[23]. - The company plans to continue disposing of non-core assets to ensure profitability in 2015[22]. - The company is preparing for a future capital increase through a private placement, pending the resumption of refinancing reviews by the regulatory authority[28]. Shareholder Information - The total number of shareholders at the end of the reporting period was 28,885[72]. - The largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., held 73,556,106 shares, accounting for 17.03% of the total shares[74]. - The second-largest shareholder, Nanjing Jiangning State-owned Assets Management Group Co., Ltd., decreased its holdings by 17,200,000 shares, holding 23,880,388 shares, which is 5.53%[74]. - The company has no plans for profit distribution or capital reserve transfer for the reporting period, with no dividends or stock bonuses proposed[39]. Legal and Compliance - The company is involved in a civil lawsuit with a claim amounting to 37 million RMB, including principal, interest, and penalties[42]. - The company has not encountered any insider trading issues or regulatory actions related to insider information[67]. - The financial report was approved by the board of directors on August 5, 2015, ensuring compliance with regulatory requirements[113]. Asset and Liability Management - Total current assets decreased from RMB 140,599,248.71 to RMB 133,004,163.32, a decline of approximately 5.7%[82]. - Total liabilities decreased from RMB 435,359,509.34 to RMB 375,327,083.60, a decrease of approximately 13.8%[84]. - Total equity increased from RMB 295,981,462.37 to RMB 336,363,647.74, an increase of about 13.7%[84]. - The total amount of guarantees provided by the company, excluding those to subsidiaries, is 125,000,000.00 RMB, which accounts for 103.72% of the company's net assets[57]. Financial Policies and Accounting - The company’s accounting policies adhere to the enterprise accounting standards, reflecting a commitment to transparency and accuracy in financial reporting[117]. - The company recognizes expected liabilities when there is a present obligation that is likely to result in an outflow of economic benefits, and the amount can be reliably measured[154]. - The company applies the effective interest method for calculating amortization of discounts or premiums on borrowings, ensuring accurate interest expense recognition[144]. - The company recognizes sales revenue when the significant risks and rewards of ownership have been transferred to the buyer, and the amount of revenue can be reliably measured[159]. Future Outlook and Strategy - Future guidance suggests a continued revenue growth rate of approximately 9% for the next quarter[199]. - The company is investing in new product development, with a focus on innovative technologies to enhance market competitiveness[199]. - Market expansion strategies include targeting new geographic regions, aiming for a 15% increase in market share[199]. - The company is exploring potential mergers and acquisitions to bolster its portfolio and drive growth[199]. - Research and development expenditures have increased by 19%, underscoring the commitment to innovation[199].

Financial Performance - Operating revenue for the period was CNY 34,653,835.89, down 3.63% from CNY 35,958,158.85 in the same period last year[6] - Net profit attributable to shareholders of the listed company was CNY -3,960,041.60, an improvement from CNY -10,628,962.39 in the previous year[6] - Basic and diluted earnings per share were both CNY 0.005, compared to CNY -0.025 in the previous year[6] - The company's net loss for the period was CNY -203,121,922.69, slightly improved from CNY -205,254,639.15 in the previous period[18] - The net profit attributable to the parent company was CNY 2,132,716.46, compared to a net loss of CNY 10,772,707.41 in the previous year[26] - The company reported a comprehensive income total of CNY 2,557,793.38, recovering from a comprehensive loss of CNY 10,405,462.15 in the same quarter last year[27] - The total profit for Q1 2015 was 4,685,690.49 RMB, compared to a loss of 6,553,181.72 RMB in the same period last year, indicating a significant turnaround[29] - The net profit for Q1 2015 was 4,685,690.49 RMB, with basic and diluted earnings per share both at 0.011 RMB, compared to a loss of 0.015 RMB per share in Q1 2014[29] Cash Flow - Cash flow from operating activities showed a net outflow of CNY -18,566,605.61, compared to CNY -6,405,803.38 in the same period last year[6] - Cash inflows from operating activities totaled 33,365,963.78 RMB, down 26.2% from 45,189,403.34 RMB in the previous year[32] - Cash outflows from operating activities were 51,932,569.39 RMB, resulting in a net cash flow from operating activities of -18,566,605.61 RMB, worsening from -6,405,803.38 RMB in Q1 2014[32] - The total cash flow for the period was -26,196,580.96 RMB, slightly improved from -29,149,159.15 RMB in Q1 2014[33] - The company reported a cash outflow from financing activities of 4,999,628.90 RMB, compared to a much larger outflow of 122,176,998.13 RMB in the previous year[33] Assets and Liabilities - Total assets at the end of the reporting period were CNY 716,209,960.93, a decrease of 2.07% compared to the end of the previous year[6] - Cash and cash equivalents decreased by 67.27% from CNY 38,942,299.57 to CNY 12,745,718.61, primarily due to daily operational expenditures[12] - Total liabilities decreased from CNY 435,359,509.34 to CNY 417,670,705.18, with a notable reduction in accounts payable[18] - Total assets decreased from CNY 731,340,971.71 to CNY 716,209,960.93, reflecting a reduction in cash and cash equivalents[17] - Total current assets were CNY 163,376,471.81, a slight decrease from CNY 163,868,950.84 in the previous period[21] Shareholder Information - The total number of shareholders at the end of the reporting period was 25,111[10] - The largest shareholder, Xiamen Contemporary Asset Management Co., Ltd., held 73,556,106 shares, representing 17.03% of the total shares[10] Non-Operating Income - The company recorded non-operating income of CNY 6,092,758.06, primarily from the disposal of non-current assets[9] - Non-operating income surged by 6079.56% from CNY 98,655.62 to CNY 6,096,487.55, primarily due to income from the disposal of Jin Ying Real Estate[13] Other Financial Activities - The company completed the transfer of 19% equity in Nanjing Yishang Tianyuan Business Management Co., Ltd. for CNY 82.65 million, with the payment completed on April 1, 2015[13] - The consolidated scope of the company increased to include "Guotour United Sports Development Co., Ltd." and "Guotour United Outdoor Cultural Tourism Development Co., Ltd."[13] - The company received 200,000.00 RMB from investment recoveries, a significant decrease from 44,000,000.00 RMB in the previous year[32] - The company’s cash inflow from other financing activities was 23,940,000.00 RMB, indicating new financing efforts[36] Changes in Financial Position - Prepayments increased significantly by 1466.13% from CNY 853,337.86 to CNY 13,364,372.83, mainly due to advance payments for projects and issuance costs[12] - Assets classified as held for sale decreased by 51.64% from CNY 7,523,215.00 to CNY 3,638,029.06, primarily due to the completion of the disposal of Jin Ying Real Estate[12] - Deferred income decreased by 31.73% from CNY 39,584,308.61 to CNY 27,026,024.76, mainly due to the conversion of deferred income into revenue[12]

Financial Performance - The company's operating revenue for 2014 was ¥88,557,915.60, a decrease of 25.31% compared to ¥118,568,746.96 in 2013[26]. - The net profit attributable to shareholders for 2014 was -¥165,896,270.73, representing a significant decline of 1,685.74% from a profit of ¥10,461,728.18 in 2013[26]. - The basic earnings per share for 2014 was -¥0.38, a decrease of 2,000% compared to ¥0.02 in 2013[27]. - The weighted average return on net assets was -44.16% in 2014, a decrease of 46.47 percentage points from 2.31% in 2013[27]. - The company reported a net loss of approximately 165.9 million RMB, continuing a trend of no cash dividends or capital reserve transfers over the past three years[74]. - The company reported a total of 61,458,749.92 RMB in adjustments related to long-term equity investments, reflecting significant changes in shareholder equity[97]. - The company reported a negative retained earnings of CNY -205,254,639.15, compared to CNY -39,358,368.42 previously[159]. - The company reported an asset impairment loss of CNY 74,822,224.09, significantly higher than CNY 19,051,363.94 in the previous year[164]. Cash Flow and Liquidity - The net cash flow from operating activities increased to ¥49,802,362.42, a rise of 738.35% compared to ¥5,940,538.48 in 2013[26]. - The company reported a net cash outflow from financing activities of ¥184,172,440.88, an increase of 47.55% compared to the previous year due to loan repayments[46]. - Cash and cash equivalents decreased by 71.06% to CNY 38,942,299.57 from CNY 134,556,150.91[52]. - The cash flow from operating activities for the current period is 49,802,362.42, an increase from 5,940,538.48 in the previous period[170]. - The ending balance of cash and cash equivalents decreased to ¥10,961,532.96 from ¥65,266,713.21, a decline of approximately 83%[173]. Assets and Liabilities - The total assets at the end of 2014 were ¥731,340,971.71, down 30.62% from ¥1,054,141,453.62 in 2013[26]. - The net assets attributable to shareholders decreased to ¥292,711,530.76, a decline of 36.17% from ¥458,607,801.49 in 2013[26]. - Total liabilities due within one year decreased by 73.33% to CNY 80,000,000.00 from CNY 300,000,000.00[53]. - Total liabilities decreased from CNY 592,414,999.63 to CNY 435,359,509.34, a decline of approximately 26.6%[158]. - Owner's equity decreased from CNY 461,726,453.99 to CNY 295,981,462.37, a reduction of about 36.0%[159]. Operational Highlights - The company completed a non-public issuance of A-shares to enhance capital sources and improve profitability[34]. - The company actively pursued collection of receivables from subsidiaries to improve cash flow[35]. - The company reduced its three major expenses by a total of 26.23 million RMB compared to 2013[33]. - The company’s subsidiary, Nanjing Tangshan Yishang Hot Spring Hotel, received over 320,000 visitors in 2014, generating revenue of 79.34 million RMB, showing slight growth[35]. - The company signed a strategic cooperation agreement with Shanshui Shengdian Cultural Industry Co., Ltd. to establish Guoliu United Sports Development Co., Ltd. for future development in cultural and sports tourism[36]. Shareholder and Governance - The company appointed Da Xin Accounting Firm as the auditor for the 2014 financial audit, with a total audit fee of 550,000 RMB, including 350,000 RMB for financial audit and 200,000 RMB for internal control audit[94]. - The total number of shareholders at the end of the reporting period was 30,977, an increase from 27,145 five trading days prior to the report date[100]. - The company has committed to not engaging in any business that competes with its listed company and its subsidiaries[87]. - The company has established a governance structure that supports independent decision-making and operational systems[91]. - The first major shareholder was changed from China National Travel Service Group to Xiamen Contemporary Asset Management Co., Ltd.[33]. Strategic Initiatives - The company is focusing on expanding its tourism resources and improving service innovation to enhance competitiveness[64]. - The company has identified significant potential in the hot spring economy, which is expected to contribute to local economic development and job creation[66]. - The company is actively seeking profitable projects and assets in cultural and sports tourism to drive new business development[68]. - The company is considering the establishment of Guolv United Sports Development Company[138]. - The company plans to raise a total of up to 700 million RMB through a private placement, with 380 million RMB allocated for repaying loans and the remainder for working capital[69]. Employee and Management - The company has a total of 500 employees, with 20 in the parent company and 458 in major subsidiaries[124]. - The total remuneration for the directors and senior management amounted to 425,000 RMB (approximately 0.425 million RMB) during the reporting period[114]. - The company has implemented a compensation policy that emphasizes fairness, competitiveness, and sustainability, with a structure divided into basic salary, performance salary, and benefits[125]. - The board of directors consists of 9 members, including 3 independent directors, ensuring compliance with legal requirements and effective governance[131]. - The company has established a transparent performance evaluation and incentive mechanism to promote accountability and motivation among employees[131].