2022 年第三季度报告 证券代码：600382 证券简称：ST 广珠 广东明珠集团股份有限公司 2022 年第三季度报告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 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、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 公司负责人黄丙娣、主管会计工作负责人饶健华及会计机构负责人（会计主管人员）王莉芬 保证季度报告中财务信息的真实、准确、完整。 第三季度财务报表是否经审计 □是 √否 一、 主要财务数据 (一)主要会计数据和财务指标 单位：元 币种：人民币 | 项目 | 本报告期 | 上年同期 | | 本报告 期比上 年同期 增减变 | 年初至报告 期末 | 上年同期 | | 年初至 报告期 末比上 年同期 增减变 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | 动幅度 | | | | | | | | | | (%) | | ...

证券简称： ST 广珠 证券代码：600382 编号：临 2022-113 独立董事：周荣先生 1 广东明珠集团股份有限公司 关于参加 2022 广东上市公司投资者网上集体接待日活动的 公告 | --- | --- | |--------------------------------------------------------|----------------------------------------------------------------------------| | 遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 | 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大 | | | | | 重要内容提示： | | | ●活动召开时间： 2022 年 9 月 22 | 日（星期四）下午 15:50-16:50 | | ●活动召开地点：全景·路演天下 | http://rs.p5w.net | | ●活动召开方式：网络互动 | | | 一、活动类型 | | | 广东明珠集团股份有限公司（以下简称"公司"）已于 | 2022 年 8 月 30 日在 | | | ...

Financial Performance - The company reported a total revenue of 3,886,000.00 yuan for the first half of 2022, which was adjusted due to prior accounting errors[5]. - The company's operating revenue for the first half of the year was approximately ¥514.37 million, a decrease of 46.63% compared to the same period last year[25]. - The net profit attributable to shareholders was approximately ¥248.24 million, down 57.06% year-on-year[25]. - The adjusted net profit attributable to shareholders, excluding non-recurring gains and losses, was approximately ¥218.20 million, an increase of 160.03% compared to the previous year[25]. - The basic earnings per share decreased by 56.16% to ¥0.32 compared to the same period last year[26]. - The total assets at the end of the reporting period were approximately ¥4.35 billion, a decrease of 19.23% from the previous year[25]. - The company's net assets attributable to shareholders decreased by 10.63% to approximately ¥3.70 billion compared to the end of the previous year[25]. - The weighted average return on net assets decreased by 3.74 percentage points to 5.82%[26]. - The company's cash flow from operating activities showed a net outflow of ¥198,579,711.36, a decrease of 129.42% compared to the previous year[45]. - The company's investment income dropped by 92.89% to ¥6,266,332.89, indicating challenges in investment performance during the reporting period[45]. Internal Control and Compliance - The company aims to strengthen internal control management to eliminate the conditions leading to the "other risk warnings" and will apply for their removal once rectified[10]. - The internal control audit for 2021 received a standard unqualified opinion, indicating improvements in internal controls[9]. - The company has committed to enhancing its internal control systems to ensure compliance with regulatory requirements[10]. - The company has not disclosed any profit distribution or capital reserve transfer plans for the reporting period[8]. - The company's financial report for the first half of 2022 has not been audited[8]. Market and Industry Outlook - The iron ore industry is expected to see steady growth in demand due to increased infrastructure investment and economic recovery[30]. - Future demand for iron ore is anticipated to rebound as government policies to stimulate infrastructure investment take effect[33]. - The company is focusing on iron ore mining and production, with a strategic emphasis on improving operational efficiency and reducing energy consumption[33]. Strategic Initiatives and Investments - The company plans to expand its sand and gravel production capacity through a newly established comprehensive utilization production line, which is expected to significantly enhance production and optimize product quality[36][37]. - The potential market size for sand and gravel in the ten cities within the transportation radius is estimated to reach at least ¥40 billion to ¥45 billion[36]. - The company is investing $50 million in research and development for new technologies aimed at improving operational efficiency[162]. - The company is considering strategic acquisitions to bolster its market position, with a budget of $100 million earmarked for potential targets[170]. Corporate Governance and Management Changes - The company held its first extraordinary general meeting on January 17, 2022, where a proposal to abandon the equity transfer rights of Guangdong Mingzhu Pearl Wine Industry Co., Ltd. was not approved[124]. - The company successfully revised its articles of association during the same meeting[124]. - The company experienced changes in its board composition, with several directors resigning and new appointments made throughout 2022[133]. - The company has received resignation letters from the chairman of the supervisory board and a supervisor due to job adjustments[134]. - The company has appointed a new supervisory board chair, Ms. Yuan Wen, following the resignation of the previous chair[135]. Legal and Regulatory Matters - The company has signed a debt settlement agreement with Jiawang Real Estate, agreeing to waive part of the owed amount of 123,916,217.65 CNY, with a 10% initial payment of 10,952,413.75 CNY received[66]. - The company is actively communicating with Zhenghe Real Estate to expedite the completion of property rights certificates for the debt settlement properties, with a deadline set for December 31, 2022[61]. - The company has taken legal measures to mitigate risks if Zhenghe Real Estate fails to fulfill the debt settlement agreement[61]. - The company has committed to avoiding related party transactions and ensuring fair pricing in any necessary transactions[145]. Sustainability and Environmental Responsibility - The company has emphasized its commitment to environmental responsibility as part of its sustainable development strategy[139]. - The company and its subsidiaries are not classified as key pollutant discharge units and comply with environmental protection policies[139]. - The company has not reported any administrative penalties related to environmental issues during the reporting period[139]. Shareholder and Investor Relations - The company will not distribute profits or increase capital from reserves for the first half of 2022[137]. - The company has made a long-term commitment to protect the legitimate rights and interests of minority investors[181]. - The company plans to distribute cash dividends amounting to no less than 10% of the distributable profits of the parent company for the year, with a cumulative distribution over the last three years not less than 30% of the average annual distributable profits[199].

Financial Performance - The company's operating revenue for Q1 2022 was ¥200,256,606.11, a decrease of 58.28% compared to ¥479,961,677.20 in the same period last year[6] - Net profit attributable to shareholders was ¥58,574,931.68, down 81.15% from ¥310,695,127.04 year-on-year[6] - The net profit after deducting non-recurring gains and losses was ¥58,520,818.86, a decrease of 55.21% compared to ¥130,653,983.80 in the previous year[7] - The basic earnings per share were ¥0.08, a decline of 79.49% from ¥0.39 in the same period last year[7] - The total revenue for Q1 2022 was CNY 200,256,606.11, a significant decrease of 58.2% compared to CNY 479,961,677.20 in Q1 2021[30] - The total profit for Q1 2022 was CNY 84,650,023.15, down from CNY 416,461,345.75 in Q1 2021, indicating a 79.7% decrease[32] - The operating profit for Q1 2022 was CNY 84,721,071.15, compared to CNY 419,502,733.36 in Q1 2021, reflecting an 80.8% decline[32] - The total comprehensive income for Q1 2022 was CNY 58,355,163.95, down from CNY 309,044,811.50 in Q1 2021, a decrease of 81.1%[32] Cash Flow and Assets - The company's cash flow from operating activities was negative at -¥175,858,710.55, worsening from -¥26,830,980.49 in the previous year[7] - The cash flow from operating activities for Q1 2022 was negative CNY 175,858,710.55, compared to negative CNY 26,830,980.49 in Q1 2021[35] - The cash inflow from investment activities in Q1 2022 was CNY 327,188,177.73, an increase from CNY 273,999,908.80 in Q1 2021[35] - The net cash flow from financing activities in Q1 2022 was negative CNY 161,814,289.84, compared to negative CNY 20,602,910.53 in Q1 2021[36] - The company's cash and cash equivalents were CNY 475,678,205.28 as of March 31, 2022, a decrease of 2.4% from CNY 485,849,912.67 at the end of 2021[26] - The company reported a cash and cash equivalents balance of CNY 469,564,787.93 at the end of Q1 2022, down from CNY 69,338,085.59 at the end of Q1 2021[36] Liabilities and Assets Management - Total assets at the end of the reporting period were ¥5,024,197,782.81, representing a decrease of 6.77% from the previous year's end[7] - The company's total liabilities decreased to CNY 787,709,326.42 as of March 31, 2022, down 34.6% from CNY 1,205,856,799.82 at the end of 2021[28] - Non-current liabilities due within one year decreased by 35.24% compared to the end of the previous year, primarily due to the repayment of bank loans[12] - The total assets as of March 31, 2022, were CNY 5,024,197,782.81, a decrease of 6.8% from CNY 5,389,065,437.70 on December 31, 2021[28] - As of March 31, 2022, total current assets amounted to CNY 2,601,624,535.34, down 12.1% from CNY 2,958,907,939.89 on December 31, 2021[26] Operational Changes and Management - The company has terminated the outsourcing of stripping operations and established an in-house production department to enhance cost management and production efficiency[20] - The company focused on integrating resources post-major asset restructuring to improve iron ore quality and expand sand and stone production capacity[18] - Sales expenses increased by 104.91% year-on-year, attributed to the addition of sales personnel following a major asset restructuring[12] - Management expenses rose by 106.94% year-on-year, primarily due to increased fees paid to intermediary agencies[12] - Financial expenses decreased by 29.90% year-on-year, mainly due to reduced interest expenses and increased bank deposit interest income[12] - Other income increased by CNY 78,913.20 million year-on-year, mainly from rental income of debt-settled properties[12] Compliance and Internal Control - The company is enhancing internal control systems and financial management for Mingzhu Mining, including the implementation of ERP systems to improve accounting information quality[21] - The company is focusing on strengthening the management of related party transactions to ensure compliance with established regulations[22] - The company is revising its talent incentive and performance evaluation mechanisms to enhance team performance and employee motivation[23] - The company aims to improve financial reporting efficiency and accuracy through enhanced internal audits and control evaluations[21]

Financial Performance - In 2021, the company achieved a net profit of RMB 601,689,582.68, with a distributable profit of RMB 541,520,624.41 after statutory reserve allocation[5]. - The company's total revenue for 2021 was RMB 1,743,365,379.54, representing an increase of 8.52% compared to RMB 1,606,555,616.65 in 2020[22]. - The net profit attributable to shareholders of the listed company decreased by 51.14% to RMB 163,690,689.33 from RMB 335,043,886.41 in the previous year[22]. - The company proposed a cash dividend of RMB 9 per 10 shares, totaling RMB 692,285,193.90, to be distributed after the annual general meeting approval[5]. - The operating cash flow for 2021 was RMB 842,366,841.08, an increase of 11.56% from RMB 755,094,340.67 in 2020[22]. - As of December 31, 2021, the company's accumulated undistributed profits amounted to RMB 2,659,857,644.42[5]. - The company's net profit attributable to shareholders decreased by 28.20% to approximately CNY 4.14 billion in 2021 from CNY 6.31 billion in 2020[24]. - Basic earnings per share increased by 10.19% to CNY 1.19 in 2021 compared to CNY 1.08 in 2020[25]. - The weighted average return on equity rose to 19.58% in 2021, an increase of 4.63 percentage points from 14.95% in 2020[25]. - Non-recurring losses amounted to CNY -139.27 million in 2021, primarily due to asset disposals[30]. Asset Management and Restructuring - The company completed a major asset restructuring, selling 92% of the equity in a subsidiary and acquiring operational assets from another entity, enhancing cash flow and supporting future development[37][38]. - The company completed the transfer of 92% equity in Chengyun Company to Xingning City Investment on December 31, 2021, with the first payment of the equity transfer price already made[98]. - The fair value of the assets involved in the major asset restructuring decreased by 196,042,124.53 RMB, resulting in a total fair value of 963,509,070.49 RMB at the end of the reporting period[97]. - The company has signed multiple cooperation agreements for the "Yijing Garden" project, with the latest agreement signed on February 23, 2022[85]. - The company has completed the asset delivery for a major asset restructuring by December 31, 2021[84]. Business Operations and Strategy - The company's main business shifted to iron ore mining and iron concentrate production, addressing previous issues of lacking a core business[38][40]. - The iron ore industry is expected to see steady growth in demand due to increased infrastructure investments and a recovering economy, with China's GDP growing by 8.1% in 2021[41][42]. - The company aims to transition from a single iron concentrate operation to include iron concentrate and construction materials production[46]. - The company plans to expand its construction sand and gravel business in 2022 to meet the growing demand in Guangdong Province[46]. - The company is focused on the iron ore business, which is expected to see a continuous growth trend in demand due to its strategic importance in steel production[158]. Legal and Compliance Issues - The company faced risks related to future plans and development strategies, which are subject to uncertainties[6]. - The company has initiated legal proceedings against Fuxing Trading for a total claim of RMB 650,336,996.29, including principal and interest[88]. - The company has actively pursued legal actions to protect its rights in multiple real estate projects due to unresolved disputes[92]. - The company is committed to ensuring compliance with relevant laws and regulations regarding major asset restructuring and related transactions[184]. Governance and Management - The board of directors consists of 9 members, including 3 independent directors, ensuring a balanced governance structure[180]. - The company has a diverse board with members having extensive backgrounds in finance and management, enhancing its governance structure[189]. - The company is focused on expanding its board of directors and enhancing governance through the appointment of new independent directors[195]. - The company has undergone a significant board restructuring, indicating a strategic shift in governance and oversight[194]. - The company is committed to improving corporate governance by enhancing internal control systems and ensuring compliance with relevant laws and regulations[179]. Future Outlook and Projections - The company has committed to achieving net profits of no less than ¥440.60 million, ¥418.68 million, ¥396.71 million, and ¥420.76 million for the years 2022, 2023, 2024, and 2025 respectively, as part of a profit compensation agreement[169]. - The company will focus on integrating resources post-major asset restructuring to enhance iron ore production and sales, while expanding sand and stone production capacity[164]. - The company plans to actively manage and sell real estate assets to recover funds and minimize losses from debt-related properties[164]. - The company is likely to pursue further strategic initiatives in response to the evolving market landscape[195].

Financial Performance - The company's operating revenue for Q3 2021 was ¥59,003,717.23, representing a year-on-year increase of 5.53%[5] - The net profit attributable to shareholders for Q3 2021 was ¥30,643,488.14, a decrease of 72.25% compared to the same period last year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥30,783,612.04, down 72.04% year-on-year[5] - The basic earnings per share for Q3 2021 was ¥0.04, reflecting a decline of 71.43% compared to the previous year[7] - Total operating revenue for the first three quarters of 2021 reached ¥196,263,881.56, an increase from ¥185,160,509.78 in the same period of 2020, representing a growth of approximately 6.0%[32] - Net profit for the first three quarters of 2021 was ¥105,354,316.09, down from ¥341,530,374.38 in the same period of 2020, showing a decrease of around 69.1%[34] - Basic and diluted earnings per share for the first three quarters of 2021 were both ¥0.14, compared to ¥0.42 in 2020, indicating a decline of 66.7%[35] Assets and Liabilities - The total assets at the end of the reporting period were ¥7,821,452,665.32, a decrease of 3.91% from the end of the previous year[7] - As of September 30, 2021, the total assets of Guangdong Mingzhu Group amounted to CNY 7,821,452,665.32, a decrease from CNY 8,140,066,818.54 at the end of 2020, reflecting a decline of approximately 3.9%[26] - The company's current assets totaled CNY 6,348,406,216.77, slightly down from CNY 6,374,704,615.22 at the end of 2020, indicating a decrease of about 0.4%[26] - The total liabilities decreased from CNY 1,091,014,119.80 to CNY 824,834,882.54, representing a reduction of approximately 24.4%[29] - The non-current liabilities decreased from CNY 193,613,828.07 to CNY 163,713,828.07, a reduction of about 15.5%[29] - The company's retained earnings increased from CNY 3,381,268,729.27 to CNY 3,416,111,866.01, reflecting a growth of approximately 1.0%[29] Cash Flow - The net cash flow from operating activities for the year-to-date was -¥126,376,468.03, an improvement of 64.20% compared to the same period last year[5] - Cash flow from operating activities for the first three quarters of 2021 was negative at -¥126,376,468.03, compared to -¥353,000,069.93 in 2020, showing an improvement in cash flow[37] - Cash flow from investing activities generated a net inflow of ¥477,841,257.75 in the first three quarters of 2021, compared to ¥330,382,364.88 in 2020, indicating a positive trend[37] - Cash flow from financing activities resulted in a net outflow of -¥341,087,150.38 in the first three quarters of 2021, compared to -¥24,903,046.75 in 2020, reflecting increased financing pressures[37] - The ending cash and cash equivalents balance for the first three quarters of 2021 was ¥88,714,996.20, up from ¥53,998,717.29 in 2020, indicating improved liquidity[37] Shareholder Information - The company reported a total of 29,917 common shareholders at the end of the reporting period[12] - The largest shareholder, Shenzhen Jinxin'an Investment Co., Ltd., held 204,194,341 shares, accounting for 25.88% of the total shares[12] Project Investments and Developments - The company has invested approximately RMB 4,116.86 million in the Southern New Town project as of September 30, 2021, with RMB 1,833.94 million allocated for land acquisition and demolition, and RMB 2,282.92 million for construction costs[15] - A total of 250.13 acres of land have been transferred in the first phase of the Southern New Town project, generating land transfer revenue of RMB 875.87 million[18] - The company has signed a share transfer intention agreement with the Urban Investment Development Company to sell 92% of its stake in the Urban Operation Company for cash[18] - The company has completed the construction of three experimental schools and has submitted the project for financial audit[17] - The company has completed the construction of the main engineering works for the Xingwang Bridge and is in the process of finalizing acceptance and settlement procedures[17] - The company has invested RMB 1,482.64 million in engineering construction for the Southern New Town project[15] - The company is actively pursuing the recovery of investment principal and interest from several cooperative projects, with outstanding amounts including RMB 203.17 million for the "Tai Ning Hua Fu" project[21] - The company has received 101 real estate registration electronic certificates for the "Huang Guo Yuan" project, with 65 remaining to be processed[19] - The company has initiated sales activities for the "Yi Jing Garden" project, with 174 residential units and 28 commercial units under contract[20] Risks and Challenges - The company faced a significant decrease in profits due to reduced income from cooperative investment projects and increased credit impairment losses on overdue receivables[10] - The company is facing risks related to the slow progress of land auctions due to market conditions and government approvals, which may affect expected investment returns[18] Financial Adjustments - The company reported adjustments in financial data due to the new revenue recognition standards, moving profits from joint ventures amounting to ¥337,717,522.66 from "operating income" to "investment income" for comparability[38] - The company began implementing new leasing standards in 2021, affecting the financial statements[38]

Financial Performance - The company's operating revenue for the first half of 2021 was ¥137,260,164.33, representing a 6.20% increase compared to ¥129,246,185.65 in the same period last year[19]. - The net profit attributable to shareholders for the first half of 2021 was ¥81,916,411.30, a decrease of 62.43% from ¥218,042,561.05 in the previous year[19]. - The basic earnings per share for the first half of 2021 was ¥0.10, down 64.29% from ¥0.28 in the same period last year[20]. - Operating profit decreased by 66.10% to ¥109,719,231.11, while total profit fell by 66.57% to ¥103,792,237.71[54]. - Net profit decreased by 66.58% to ¥76,488,591.72, and net profit attributable to the parent company decreased by 62.43% to ¥81,916,411.30[54]. - Investment income decreased by 64.28% to ¥88.10 million compared to the previous year[61]. - The company reported a credit impairment loss of ¥-52,754,715.03, compared to a gain of ¥590,608.96 in the first half of 2020[166]. - The management highlighted an increase in management expenses to ¥12,600,592.47, up from ¥9,958,603.85 in the first half of 2020, representing a rise of 26.5%[164]. Assets and Liabilities - The total assets at the end of the reporting period were ¥7,986,481,017.82, a decrease of 1.89% from ¥8,140,066,818.54 at the end of the previous year[19]. - The company's net assets attributable to shareholders at the end of the reporting period were ¥6,312,341,397.93, a decrease of 0.75% from ¥6,360,029,155.22 at the end of the previous year[19]. - Total liabilities decreased from ¥1,091,014,119.80 in December 2020 to ¥990,543,895.95 in June 2021, a reduction of about 9.23%[158]. - Current liabilities decreased from ¥897,400,291.73 in December 2020 to ¥724,530,067.88 in June 2021, a decrease of approximately 19.26%[158]. - Non-current liabilities increased from ¥193,613,828.07 in December 2020 to ¥266,013,828.07 in June 2021, an increase of about 37.48%[161]. - The company's non-current assets decreased by 31.99% to ¥1,666,082,158.95 from ¥2,449,608,021.44 due to the recovery of investment funds and the transfer of funds occupied by the actual controller and its controlled companies[76]. Cash Flow - The net cash flow from operating activities for the first half of 2021 was -¥157,923,885.86, compared to -¥222,006,122.10 in the same period last year[19]. - Operating cash inflow for the first half of 2021 was ¥124,955,774.85, a decrease of 30.2% from ¥179,171,844.65 in the first half of 2020[172]. - Cash inflow from investment activities included ¥307,682,683.98 from other investment-related activities, indicating a strong performance in this area[173]. - Cash inflow from financing activities was ¥140,000,000.00, a decrease of 31.0% from ¥203,000,000.00 in the first half of 2020[173]. - The ending cash and cash equivalents balance was ¥177,346,561.89, down from ¥221,670,858.69 at the end of the first half of 2020[173]. Investment Projects - The company has been involved in land development and public facility construction projects since 2014, focusing on supporting local government initiatives[23]. - The company is involved in the primary business model of land development and public facility construction in the Southern New Town of Xingning, with a total investment not exceeding RMB 7.5379 billion[25]. - The company has invested up to RMB 5.90 billion in the "Honggui Garden" real estate development project, covering a total construction area of approximately 586,600 square meters[27]. - The company has also invested up to RMB 5.60 billion in the "Classic City" real estate development project, with a total construction area of approximately 303,634 square meters[30]. - The company has invested up to RMB 300 million in the "Yijing Garden" real estate development project, with a total construction area of approximately 198,861 square meters[33]. - The company has committed up to RMB 600 million for the "Liankang City" real estate development project, which has a total construction area of approximately 434,661.48 square meters[41]. Risk Management - The company faces risks related to potential delisting due to previous financial reporting issues, which may affect investor confidence[5]. - The company is committed to risk control and internal management to address financial challenges and potential delisting risks[53]. - The company has not implemented a comprehensive plan to resolve fund occupation issues, leading to potential delays in resolution[107]. - The company received an audit report with a disclaimer of opinion for the 2020 financial statements, which may lead to a delisting risk warning[106]. Corporate Governance - The actual controller and shareholders committed to avoiding conflicts of interest and ensuring fair transactions with the company, with a commitment period starting from October 19, 2018[117]. - The company reported a commitment to maintain independent financial management and accounting systems, ensuring no shared bank accounts with controlled enterprises[121]. - The company aims to minimize related party transactions, ensuring that unavoidable transactions are conducted transparently and at fair market prices[121]. - The company will continue to uphold a complete and independent governance structure, including the board of directors and management[121]. Shareholder Returns - The company plans to distribute cash dividends amounting to no less than 10% of the distributable profits each year, with a cumulative distribution of at least 30% of the average annual distributable profits over the last three years[123]. - The company distributed cash dividends totaling RMB 36,412,329.90, which corresponds to RMB 0.60 per share for every 10 shares held[192]. Regulatory Compliance - The company has received a notice from the China Securities Regulatory Commission regarding an investigation into the actual controller for suspected violations of information disclosure laws[132]. - The company has not faced any administrative penalties related to environmental issues during the reporting period[115].

Financial Performance - In 2020, the company's operating revenue was CNY 568,279,740, a decrease of 52.09% compared to CNY 1,186,105,451 in 2019[23]. - The net profit attributable to shareholders was CNY 333,754,417.78, down 10.04% from CNY 371,003,912.38 in the previous year[23]. - The net cash flow from operating activities decreased by 45.25% to CNY 215,390,457.71 from CNY 393,405,597.42 in 2019[23]. - The total assets at the end of 2020 were CNY 8,140,066,818.54, an increase of 4.51% from CNY 7,788,548,910.82 in 2019[23]. - The company's net assets attributable to shareholders increased by 5.99% to CNY 6,360,029,155.22 from CNY 6,000,413,839.33 in 2019[23]. - The basic earnings per share for 2020 were CNY 0.42, a decrease of 10.64% from CNY 0.47 in 2019[24]. - The weighted average return on equity decreased to 5.40% from 6.40% in 2019, a reduction of 1 percentage point[24]. - The company reported a net profit of CNY 342,211,115.40 for 2020, with a proposed cash dividend of CNY 1 per 10 shares, totaling CNY 78,893,381.50, which represents 25.62% of the distributable profit[141]. Revenue Breakdown - In Q1 2020, the company reported revenue of approximately ¥170.91 million, with a net profit attributable to shareholders of about ¥110.52 million[26]. - The total revenue for Q2 2020 increased to approximately ¥182.43 million, while the net profit attributable to shareholders was around ¥107.53 million[26]. - In Q3 2020, the company generated revenue of approximately ¥169.53 million, with a net profit attributable to shareholders of about ¥110.44 million[26]. - The Q4 2020 revenue significantly dropped to approximately ¥45.40 million, with a net profit attributable to shareholders of only ¥5.27 million[26]. - The revenue from primary land development business was RMB 530,352,349.52, an increase of 20.08% year-on-year[76]. - The company’s trade business revenue was RMB 31,476,853.84, a decrease of 66.63% year-on-year[76]. Investment Activities - The company invested approximately ¥5.90 billion in the "Hongguiyuan" real estate development project, with a total planned construction area of about 586,600 square meters[34]. - The "Classic City" real estate development project received an investment of approximately ¥5.60 billion, with a total planned construction area of about 303,634 square meters[37]. - The company invested RMB 600 million in the "Liankang City" real estate development project, with a total construction area of approximately 434,661.48 square meters[49]. - The company invested RMB 168 million in the "Honghe Dijing" real estate development project, covering an area of approximately 82,796.52 square meters[52]. - The company has committed to accelerating land transfer processes in the South New City project, with a minimum of 6,000 acres to be auctioned off[70]. - The company has invested approximately CNY 402,578.72 million in the land development project, with CNY 179,403.52 million allocated for land acquisition and CNY 223,175.20 million for construction costs[65]. Cash Flow and Financial Management - The net cash flow from operating activities in Q4 2020 was approximately ¥230.67 million, indicating a strong recovery compared to previous quarters[26]. - The company reported a net cash flow from investing activities of CNY 118,557,917.27, a significant improvement compared to a negative cash flow of CNY 250,876,394.09 in the previous year[89]. - The company’s financial expenses increased by 25.23% to CNY 32,692,176.08, with interest expenses rising by 35.25%[75]. - The company has committed to enhancing risk management in 2021 by improving internal controls for the PPP model projects and ensuring timely recovery of funds from cooperative investment projects[134]. Internal Controls and Governance - The company faces risks of being delisted due to the issuance of an audit report with no opinion by the accounting firm[7]. - The company reported significant internal control deficiencies as noted in the audit report[8]. - The company has committed to improving internal controls and governance to mitigate investment risks and ensure the safety of investment returns[131]. - The company has established a governance structure that allows independent operation of the board, management, and shareholder meetings[146]. Shareholder Information - The total number of ordinary shares increased from 606,872,165 to 788,933,815 after a capital reserve conversion and cash dividend distribution[192]. - A cash dividend of RMB 0.60 per share was distributed, totaling RMB 36,412,329.90[191]. - The company has a three-year shareholder return plan, prioritizing cash dividends in the absence of significant investment plans or cash expenditures[148]. - The company’s remaining undistributed profit after the 2020 dividend payout is CNY 229,096,622.36, which will be carried over to 2021[141]. Risks and Challenges - The company anticipates risks related to the PPP project in Xining City, particularly concerning potential delays in government land acquisition processes[132]. - The company has acknowledged the potential risks from upstream suppliers and downstream customers affecting trade operations[133]. - The company is under a non-standard audit opinion due to insufficient evidence regarding the nature of certain payments and their recoverability[153]. Social Responsibility - The company has actively participated in social responsibility initiatives, including a donation of RMB 1 million for COVID-19 prevention efforts[186]. - During the reporting period, the company donated RMB 16.6 million to support poverty alleviation efforts in Dachen Village[184].

Financial Performance - In 2020, the company's operating revenue was CNY 568,279,740, a decrease of 52.09% compared to CNY 1,186,105,451 in 2019[24]. - The net profit attributable to shareholders was CNY 333,754,417.78, down 10.04% from CNY 371,003,912.38 in the previous year[24]. - The net cash flow from operating activities was CNY 215,390,457.71, a decline of 45.25% compared to CNY 393,405,597.42 in 2019[24]. - The basic earnings per share decreased to CNY 0.42, down 10.64% from CNY 0.47 in 2019[25]. - The weighted average return on equity was 5.40%, a decrease of 1 percentage point from 6.40% in 2019[25]. - The company reported a net profit of CNY 342,211,115.40 for 2020, with a proposed cash dividend of CNY 1 per 10 shares, totaling CNY 78,893,381.50, which represents 25.62% of the distributable profit[144]. - The company achieved operating revenue of RMB 568,279,740.00, a decrease of 52.09% compared to the same period last year[75]. - The net profit attributable to the parent company was RMB 333,754,417.78, down 10.04% year-on-year[75]. Cash Flow and Investments - The company’s cash flow from operating activities was RMB 215,390,457.71, a decrease of 45.25% compared to the previous year[76]. - The investment cash flow net amount increased by 147.26% to RMB 118,557,917.27, attributed to the new revenue recognition standards[90]. - The company invested a total of RMB 268,901.03 million in joint investment projects during the reporting period, generating a return of RMB 45,429.09 million[73]. - The company has invested approximately CNY 402,578.72 million in the land development project in the southern new city of Xingning, with CNY 179,403.52 million allocated for land acquisition and CNY 223,175.20 million for construction costs[66]. Project Developments - The company is involved in PPP projects and real estate development, with significant investments in projects like "Honggui Garden" and "Classic City," totaling RMB 5.90 billion and RMB 5.60 billion respectively[35][38]. - The "Honggui Garden" project has a total construction area of approximately 586,600 square meters, while the "Classic City" project covers 303,634 square meters[35][38]. - The company has completed construction and acceptance of 1-25 buildings in the Honggui Garden Development Project, with all units delivered to customers[103]. - In the Classic City Development Project, exterior wall decoration is 99% complete, and indoor public area renovation is 98% complete[104]. Risk Management and Compliance - The company faces risks of being delisted due to the issuance of an audit report with no opinion by the accounting firm[8]. - The company reported significant internal control deficiencies as noted in the audit report[9]. - The company emphasizes the importance of risk management and internal controls to maintain operational efficiency and safeguard shareholder interests[134]. - The company has committed to improving its information disclosure practices to enhance transparency and protect investor rights[133]. Shareholder and Dividend Information - The proposed cash dividend is CNY 1 per 10 shares, totaling CNY 78,893,381.50, which accounts for 25.62% of the distributable profit[5]. - In 2019, the company distributed a cash dividend of CNY 0.60 per 10 shares, amounting to CNY 36,412,329.90, which was 11.44% of the distributable profit[141]. - The company will not implement a capital reserve increase in 2020, maintaining its focus on cash dividends to shareholders[144]. - The company commits to distributing cash dividends of no less than 10% of the available profit each year, with a cumulative distribution of at least 30% of the average annual distributable profit over the last three years[151]. Audit and Governance - The company has appointed Huaxing Accounting Firm (Special General Partnership) as the auditor for the 2020 fiscal year, replacing Guangdong Zhengzhong Zhujiang Accounting Firm (Special General Partnership) which had been in place for 21 years[174]. - The audit fee for both the previous and current accounting firms is set at RMB 700,000[174]. - The company has established a governance structure that allows independent exercise of powers by the shareholders' meeting, board of directors, and management[149]. Future Outlook and Strategy - The company aims to strengthen communication with investment partners and follow through on real estate development projects to achieve expected returns in 2021[130]. - The company plans to enhance its investment in PPP model projects, particularly in the land development and public facility construction in Xining City, while addressing potential risks related to government land acquisition delays[135]. - The company anticipates a favorable industry outlook driven by national macro policies and urban development initiatives, which are expected to support its business growth[127].

Financial Performance - In 2020, the company's operating revenue was CNY 568,279,740, a decrease of 52.09% compared to CNY 1,186,105,451 in 2019[24]. - The net profit attributable to shareholders was CNY 333,754,417.78, down 10.04% from CNY 371,003,912.38 in the previous year[24]. - The net cash flow from operating activities decreased by 45.25% to CNY 215,390,457.71 from CNY 393,405,597.42 in 2019[24]. - The basic earnings per share decreased to CNY 0.42, down 10.64% from CNY 0.47 in 2019[25]. - The weighted average return on equity decreased to 5.40%, down from 6.40% in the previous year[25]. - The company reported a significant reduction in accounts receivable by 62.86%, primarily due to the collection of trade payments as per contract agreements[59]. - The company reported a significant increase in investment income, reaching RMB 490,335,426.64, a year-on-year increase of 3,760.71%[76]. - The revenue from primary land development business was RMB 530,352,349.52, an increase of 20.08% compared to the previous year[77]. - The company’s trade business revenue was RMB 31,476,853.84, a decrease of 66.63% compared to the previous year[77]. - The company’s financial expenses increased by 25.23% to RMB 32,692,176.08, with interest expenses rising by 35.25%[76]. Assets and Investments - The total assets at the end of 2020 were CNY 8,140,066,818.54, an increase of 4.51% from CNY 7,788,548,910.82 in 2019[24]. - The company's net assets attributable to shareholders increased by 5.99% to CNY 6,360,029,155.22 from CNY 6,000,413,839.33 in 2019[24]. - The fair value of investments increased from RMB 1.22 billion at the beginning of the year to RMB 1.30 billion by year-end, reflecting a gain of RMB 83.03 million[31]. - The company’s long-term equity investments increased by 100.00%, indicating a strategic focus on enhancing investment returns[61]. - The company’s inventory saw a dramatic increase of 37,755.13%, attributed to the reclassification of other current assets under new revenue standards[59]. - The company’s deferred tax assets rose by 144.97%, mainly due to increased credit impairment losses under new financial instrument standards[61]. - The company’s fixed assets decreased by 32.42%, resulting from the disposal of obsolete fixed assets[61]. - The cumulative investment in cooperative projects reached CNY 2,689,010,296.00, with a provision for impairment of CNY 239,402,274.56[100]. Dividends and Shareholder Returns - The proposed cash dividend is CNY 1 per 10 shares, totaling CNY 78,893,381.50, which accounts for 25.62% of the distributable profit[5]. - The company reported a net profit of CNY 342,211,115.40 for 2020, with a proposed cash dividend of CNY 1.00 per 10 shares, totaling CNY 78,893,381.50, which represents 25.62% of the distributable profit[144]. - In 2019, the company distributed a cash dividend of CNY 0.60 per 10 shares, amounting to CNY 36,412,329.90, which was 11.44% of the distributable profit[141]. - The company has committed to distributing at least 10% of the annual distributable profits as cash dividends, with a cumulative distribution of no less than 30% of the average annual distributable profits over the last three years[150]. - The company’s remaining undistributed profit after the proposed dividend for 2020 will be CNY 229,096,622.36, carried over to 2021[144]. Project Developments - The company is involved in PPP projects and real estate development, with a total investment of RMB 5.90 billion in the "Hongguiyuan" project[35]. - The "Classic City" real estate project has a planned investment of RMB 5.60 billion, with a total construction area of approximately 303,634 square meters[38]. - The company invested RMB 600 million in the "Liankang City" real estate development project, with a total construction area of approximately 434,661.48 square meters[50]. - The company invested RMB 168 million in the "Honghe Dijing" real estate development project, covering a total area of approximately 82,796.52 square meters[53]. - The company is involved in the "Nanshan New City" land development project with a total funding commitment of up to RMB 7.5379 billion[56]. - The company has completed construction and acceptance of 25 buildings in the Honggui Garden Project, with all units delivered to customers[101]. - In the Classic City Development Project, 99% of the exterior wall finishes are completed, and 98% of the indoor public area renovations are finished[102]. Risk Management and Compliance - The company reported a significant risk of being subject to delisting warnings due to the audit report issued by the accounting firm[8]. - The company has acknowledged major internal control deficiencies as noted in the audit report[9]. - The company plans to enhance risk management in 2021 by improving internal controls for the PPP model projects and ensuring timely recovery of funds from cooperative investment projects[137]. - The company emphasizes the importance of adhering to regulatory requirements for information disclosure to maintain transparency and protect investor interests[133]. - The company has engaged an independent valuation firm to assess the fair value of joint investment projects and subsidiaries[163]. - The company has taken measures to ensure that any business opportunities that may compete with Guangdong Mingzhu are reported and transferred to the company[150]. - The company has emphasized the importance of maintaining the interests of minority shareholders in its operations[150]. Corporate Governance - The company has appointed Huaxing Accounting Firm for the 2020 audit, replacing Guangdong Zhengzhong Zhujiang Accounting Firm, with an audit fee of RMB 700,000[171]. - The actual controller has provided a letter of commitment to guarantee the repayment of any funds occupied by related parties, ensuring financial security for the company[166]. - The board of directors is taking measures to address the issues raised in the audit report to ensure the company's sustainable development[161]. - The company has engaged Guangdong Zhongguangxin Asset Appraisal Co., Ltd. to assess the fair value of its equity investments, respecting the independent judgment of the appraisal firm[164]. - The company has no significant litigation or arbitration matters during the reporting period, indicating a stable legal standing[172]. Social Responsibility - The company donated RMB 16,600,000.00 for poverty alleviation efforts in 2020, which was fully invested as registered capital in an industry poverty alleviation company[185]. - The company donated RMB 1 million to support COVID-19 prevention efforts, reflecting its commitment to social responsibility[190]. - The company is not listed as a key pollutant discharge unit in the 2020 Meizhou environmental protection directory[188]. - The company has not experienced any incidents detrimental to social and economic development or environmental protection[190].