2019 年第一季度报告 公司代码：600645 公司简称：中源协和 中源协和细胞基因工程股份有限公司 2019 年第一季度报告 1 / 25 2019 年第一季度报告 í 二、 11Í 四、 目录 | --- | |----------------| | | | 重要提示 . | | 公司基本情况 . | | 重要事项 . | | 附录 . | 2 / 25 2019 年第一季度报告 单位：元 币种：人民币 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 公司负责人李德福、主管会计工作负责人王鹏及会计机构负责人（会计主管人员）王鹏保证 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 | --- | --- | --- | --- | --- | |-------------------------------------------------|------ ...

Financial Performance - The audited net profit for the parent company in 2018 was RMB 33.93 million, with accumulated undistributed profits as of December 31, 2018, amounting to -RMB 175 million[4]. - The company's operating revenue for 2018 was approximately ¥1.32 billion, a slight decrease of 0.02% compared to 2017[22]. - Net profit attributable to shareholders for 2018 was approximately ¥59.25 million, representing a significant increase of 471.58% year-over-year[22]. - The net profit attributable to shareholders after deducting non-recurring gains and losses decreased by 1,296.39% compared to the previous year, primarily due to goodwill impairment losses[24]. - Basic earnings per share for 2018 were ¥0.15, a 400% increase from ¥0.03 in 2017[24]. - The weighted average return on equity for 2018 was 2.18%, an increase of 1.79 percentage points compared to 2017[24]. - The company generated a net cash flow from operating activities of approximately ¥130.08 million in 2018, an increase of 24.60% from the previous year[22]. - Non-recurring gains for 2018 totaled approximately ¥321.73 million, significantly higher than the previous year's gains[32]. - The company reported a net profit of approximately ¥133.48 million in Q1 2018, with a notable decline in Q4 resulting in a net loss of approximately ¥275.30 million[30]. - The company achieved a revenue of RMB 1.32 billion in the reporting period, a slight decrease of 0.02% compared to the previous year[60]. - Net profit attributable to shareholders reached RMB 59.25 million, representing a significant increase of 471.58% year-on-year, primarily due to a gain of RMB 260 million from the disposal of equity stakes in Beijing Pan Genomics and Beijing San You Li He Ze Biotechnology[60]. Asset and Investment Overview - The company's total assets at the end of 2018 were approximately ¥4.44 billion, reflecting a 0.64% increase from the previous year[22]. - The company's available-for-sale financial assets increased by 36.35% compared to the previous period, amounting to ¥307,866,380.71, which represents 6.93% of total assets[47]. - Investment properties rose by 68.78% from the previous period, totaling ¥157,750,673.03, accounting for 3.55% of total assets[47]. - The overseas assets of the company amounted to ¥481,628,032.08, representing 10.84% of total assets[47]. - The company has a total of 163,337,005.68 yuan in assets under restriction due to mortgage loans[95]. - The company has provided guarantees with joint liability for various projects, indicating a commitment to support its subsidiaries[198]. Research and Development - The company invested approximately RMB 103.3 million in research and development during the reporting period, focusing on innovation and product line expansion[37]. - R&D investment accounted for 7.82% of the company's total revenue in 2018, with over 157 R&D personnel, including 56 with master's degrees or higher[51]. - The company completed 48 stem cell research and product development projects, with 3 completed and 4 halted[82]. - The company launched the "Yuanwei Kang Disease Full Item Genetic Susceptibility Gene Detection" product, utilizing a chip developed in collaboration with Illumina, specifically designed for the East Asian population[51]. Market and Business Expansion - The company has established cell resource banks in 18 provinces, covering over 2/3 of the regions and 3/4 of the population in China, with more than 300,000 stored units accumulated over 18 years[35]. - The company has developed a national marketing network for cell detection and storage services, as well as a distributor-based network for in vitro diagnostic reagents, enhancing its sales capabilities[37]. - The company aims to leverage synergies between its business segments to mitigate risks associated with fluctuations in specific industries, ensuring sustainable growth[35]. - The company is expanding its cell storage offerings, including adult cell storage for immune and adipose stem cells, while maintaining its leadership in the newborn stem cell storage market[41]. - The company plans to enhance market penetration through new media marketing and e-commerce, leveraging its "life bank" resources[123]. Regulatory and Compliance - The company has not reported any non-operating fund occupation by controlling shareholders or related parties[4]. - The company has not proposed any profit distribution plan or capital reserve transfer plan for the 2018 fiscal year, pending approval at the annual shareholders' meeting[4]. - The company has commitments regarding share lock-up periods, with certain shareholders restricted from trading their shares for 36 months post-issuance[140]. - The company has a plan for share repurchase that is not applicable for cash dividends[137]. - The company has established a commitment to avoid and minimize related party transactions post-restructuring, ensuring fair operations at market prices[156]. Risks and Challenges - The company has detailed the risk factors it faces in the report, which can be found in the section discussing operational conditions[4]. - The company faces risks related to industry policies, technology, talent retention, quality management, and exchange rate fluctuations[130]. - In 2018, the national newborn birth rate dropped to 15.16 million, a 12% decrease from 17.23 million in 2017, impacting storage business negatively; however, the overall stem cell storage rate in China remains below 1%, indicating significant growth potential[41]. Shareholder Commitments - The company has committed to achieving a net profit of no less than 65 million yuan, 79 million yuan, and 96 million yuan for the years 2018, 2019, and 2020 respectively[145]. - The company guarantees that there will be no direct or indirect competition with Zhongyuan Xiehe and its subsidiaries in the future[145]. - The company will ensure compliance with all relevant regulations and will not exploit its shareholder position for undue benefits[148]. Legal and Audit Matters - The company is involved in significant litigation, including a case against Singapore Huide Investment Holdings for a land use rights dispute, with a judgment requiring repayment of 71.21 million yuan[171]. - The company has not faced any significant accounting errors or non-standard audit opinions during the reporting period[164]. - The audit fee for the company in 2018 was adjusted to 2.2 million yuan, including 500,000 yuan for internal control audit[168].

2018 年第三季度报告 公司代码：600645 公司简称：中源协和 中源协和细胞基因工程股份有限公司 2018 年第三季度报告 1 / 21 | 目录 | | --- | | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司基本情况 | 3 | | 三、 | 重要事项 | 6 | | 四、 | 附录 | 10 | 2018 年第三季度报告 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 公司负责人李德福、主管会计工作负责人王鹏及会计机构负责人（会计主管人员）王鹏保证 季度报告中财务报表的真实、准确、完整。 1.4 本公司第三季度报告未经审计。 二、 公司基本情况 2.1 主要财务数据 3 / 21 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(%) 调整后 调整前 总资产 4,659,152,934.87 4,376,659,493.92 2,999,979 ...

Financial Performance - The company's operating revenue for the first half of 2018 was approximately RMB 424.13 million, representing a year-on-year increase of 3.92% compared to RMB 408.12 million in the same period last year[19]. - The net profit attributable to shareholders of the listed company surged to approximately RMB 270.21 million, a significant increase of 3,121.37% from RMB 8.39 million in the previous year[19]. - The company's net assets attributable to shareholders reached approximately RMB 1.73 billion, reflecting a growth of 14.94% compared to RMB 1.51 billion at the end of the previous year[19]. - The total assets of the company increased to approximately RMB 3.20 billion, marking a 6.76% rise from RMB 3.00 billion at the end of the previous year[19]. - Basic earnings per share for the reporting period were RMB 0.70, a substantial increase of 3,400% compared to RMB 0.02 in the same period last year[20]. - The weighted average return on net assets rose to 16.67%, an increase of 16.12 percentage points from 0.55% in the previous year[21]. - The net cash flow from operating activities was negative at approximately RMB -8.85 million, an improvement from RMB -20.34 million in the previous year[19]. - The company reported a total of RMB 261.80 million in non-recurring gains and losses, primarily from fair value changes in financial assets[23]. Business Operations - The company's cell preparation and storage business generated revenue of 248 million yuan, an increase of 5.76% year-on-year[29]. - The gene testing business achieved revenue of 50.3 million yuan, reflecting a growth of 25.32% compared to the previous year[29]. - The company has established cell resource banks in multiple provinces, including Tianjin, Heilongjiang, and Jiangsu, enhancing its position in the upstream cell technology field[30]. - The company is actively preparing for the application of stem cell and immune cell drugs, collaborating with major hospitals for clinical research[30]. - The company has adopted a "cell + gene" dual-core strategy to drive its precision medicine layout, aiming to maximize shareholder value[27]. - The marketing network for in vitro diagnostic products has expanded across most provinces, excluding Hong Kong, Macau, and Tibet, ensuring broad coverage to end customers[28]. - The company is focusing on integrating quality assets and streamlining its business lines to enhance operational efficiency[27]. Industry Trends - National policies have been increasingly supportive of the stem cell and gene testing industries, promoting rapid development in these fields[31]. - The domestic stem cell storage market is estimated to exceed 30 billion RMB, with a current storage rate of less than 1% compared to developed countries, indicating significant growth potential[34]. - The CAR-T therapy market is rapidly expanding, with Celgene's acquisition of Juno for $9 billion highlighting the industry's growth potential[38]. - As of July 2018, China has registered 151 CAR-T projects, nearly double that of the US, indicating a strong research presence in this field[39]. Investments and Acquisitions - The company confirmed an investment income of RMB 260 million from the disposal of partial equity in Beijing Fan Shengzi Gene Technology Co., Ltd. and Beijing San You Li He Ze Biotechnology Co., Ltd.[21]. - The company plans to acquire 100% equity of Shanghai Aoyuan Company to enhance its comprehensive diagnostic business layout, having received approval from the China Securities Regulatory Commission[44]. - The company completed the acquisition of 100% equity in Shanghai Aoyuan Company, with the transaction approved by the second extraordinary general meeting of shareholders in 2018[86]. - The company made a significant investment by acquiring a 28% partnership interest in Shenzhen Yingtai Hongkang Venture Capital Partnership for RMB 70 million, with the second phase of the capital contribution completed in March 2018[88]. Shareholder and Governance Matters - The company has not proposed any profit distribution plan or capital reserve transfer to increase share capital for the reporting period[6]. - The company has made commitments to avoid engaging in any business that competes directly or indirectly with its subsidiaries, ensuring the protection of shareholder interests[75]. - The company has committed to fair and transparent practices in any related party transactions to protect shareholder interests[77]. - The company has a robust governance framework to ensure compliance with relevant laws and regulations[77]. - The company has not faced any penalties or corrective actions related to integrity issues during the reporting period[80]. Legal and Compliance Issues - The company is involved in a lawsuit seeking RMB 50 million in overdue payment and RMB 1.05 million in late fees related to a 67% equity transfer dispute[79]. - The company has a legal judgment requiring a repayment of RMB 71.21 million from a previous case, which has been upheld by the court[79]. - The company maintains a complete independent operational system and governance structure post-equity changes, ensuring no substantial impact on its operational capabilities[77]. Financial Position and Assets - The total equity attributable to the parent company at the end of the period was approximately $1.87 billion, showing a decrease from $1.63 billion at the end of the previous period[137]. - The company reported a significant increase in cash inflow from the disposal of subsidiaries, amounting to $125 million, which was not present in the previous period[134]. - The company’s total liabilities decreased, reflecting improved financial stability and management of debt obligations[134]. - The company reported a total guarantee amount of 1.904 billion RMB, which accounts for 10.98% of the company's net assets[93]. Accounting and Financial Reporting - The financial statements are prepared based on the going concern assumption and comply with the relevant accounting standards[157]. - The company recognizes deferred tax assets related to deductible temporary differences if new information indicates that the economic benefits can be realized within 12 months post-acquisition, reducing goodwill accordingly[163]. - The company employs valuation techniques for financial instruments without active markets, including recent market transactions and discounted cash flow methods[173]. - The company assesses impairment losses for loans and receivables based on the present value of expected future cash flows[178]. Employee and Stock Matters - The company repurchased and canceled a total of 212.8 million shares of restricted stock, with 177.8 million shares canceled by February 14, 2018, and 32.2 million shares canceled by June 6, 2018[81]. - The first phase of the employee stock ownership plan involved the purchase of 2,540,100 shares at a total cost of approximately RMB 87 million, averaging RMB 34.25 per share, representing 0.66% of the company's total share capital[82]. - The first phase of the employee stock ownership plan was extended until March 31, 2019, but was terminated after all shares were sold by June 25, 2018, due to regulatory and market conditions[84].

Financial Performance - The company's audited net profit for 2017 was -38.14 million RMB, resulting in a cumulative undistributed profit of -209 million RMB as of December 31, 2017, leading to no profit distribution to shareholders[5]. - Operating revenue for 2017 was 870.91 million RMB, representing a 3.94% increase compared to 837.90 million RMB in 2016[21]. - The net loss attributable to shareholders for 2017 was -18.46 million RMB, a decrease of 148.76% from a profit of 37.86 million RMB in 2016[22]. - The net cash flow from operating activities was 70.27 million RMB, down 51.09% from 143.67 million RMB in 2016[22]. - Total assets as of the end of 2017 were 2.99 billion RMB, a slight decrease of 0.12% from 3.00 billion RMB in 2016[22]. - The net assets attributable to shareholders decreased by 4.96% to 1.51 billion RMB from 1.59 billion RMB in 2016[22]. - Basic earnings per share decreased by 150% compared to the previous year, from 0.10 to -0.05 RMB[23]. - The weighted average return on equity dropped by 3.64 percentage points to -1.23%[23]. - The company reported a net profit of -64.43 million RMB for 2016 and -38.14 million RMB for 2017, with cumulative undistributed profits of -209 million RMB as of December 31, 2017, resulting in no profit distribution to shareholders[112]. Business Operations - The company’s main business includes cell preparation and storage services, gene testing, and sales of in vitro diagnostic reagents[32]. - The company operates under a division + direct management model, promoting independent accounting and resource integration across business units[33]. - The company achieved operating revenue of 871 million RMB, a year-on-year increase of 3.94%[47]. - The company plans to acquire 100% equity of Shanghai Aoyuan Medical Supplies Co., enhancing industry integration and core competitiveness[43]. - The company is in the process of responding to feedback from the China Securities Regulatory Commission regarding its major asset restructuring application[44]. - The company is focusing on enhancing brand awareness through various media channels and hosting events like the "Zhongyuan Xiehe Life Medicine Award" ceremony[45]. - The company plans to expand its market presence and enhance its product offerings in the coming year[55]. - The establishment of Wuhan Guanggu Zhongyuan Co. contributed to the overall revenue growth, marking a strategic expansion[56]. Research and Development - Research and development expenses rose by 43.11% to 67.11 million RMB[50]. - The company completed 16 out of 44 stem cell research and product development projects during the reporting period[63]. - The company has established a key expert group for "Stem Cell and Translational Research" to ensure the successful implementation of national key R&D projects[88]. - The company is committed to developing a wide range of testing projects and strengthening collaborations with internationally renowned institutions to provide competitive testing services[103]. - The company will continue to push forward with research and development projects and actively pursue drug approvals in both domestic and international markets[105]. Market Trends and Strategy - The global stem cell storage market is projected to reach $18.16 billion by 2018, with a compound annual growth rate (CAGR) of 21% from 2015 to 2018[92]. - The domestic stem cell storage rate is currently below 1%, indicating significant growth potential, with an estimated market size exceeding $30 billion[93]. - The approval of the first CAR-T cell therapy, Kymriah, priced at $475,000, marks a significant milestone in the commercialization of CAR-T products[96]. - The immune cell therapy sector is recognized as a key area for development, with policies supporting its growth across multiple regions in China[90]. - The company aims to secure its leading position in the immune cell field by actively applying for CAR-T drug approvals, leveraging proprietary technology and clinical application advantages[97]. Corporate Governance and Compliance - The company has established a commitment to fair and transparent dealings in any necessary related transactions with controlling shareholders[116]. - The company has confirmed that it will not require any illegal guarantees from its controlling shareholders[116]. - The company has maintained a governance structure that complies with relevant laws and regulations, ensuring the protection of shareholder rights[189]. - The company has no recent penalties from securities regulatory agencies, indicating compliance with regulations[183]. - The board of directors consists of 9 members, including 3 independent directors, complying with legal regulations and the company's articles of association[190]. Shareholder and Equity Management - The company has not distributed any dividends in the last three years, with a net profit of -18.46 million RMB in 2017[112]. - The total number of ordinary shares decreased from 386,091,314 to 386,081,314 due to the repurchase and cancellation of 10,000 restricted shares[152]. - The number of shareholders increased from 41,885 to 44,607 during the reporting period[159]. - The company has a commitment to maintain a 30-month lock-up period for newly issued shares, ensuring stability in shareholding[165]. - The total remuneration for all directors, supervisors, and senior management during the reporting period amounted to 7.0953 million yuan[181]. Employee Management and Development - The total number of employees in the parent company and major subsidiaries is 1,981, with 931 in sales, 420 in production, and 281 in technical roles[184]. - The company has implemented a performance evaluation and compensation system for senior management, which was approved by the board of directors[181]. - A training program has been established to improve employee skills, including a special training project for mid-to-senior management called the "Blackstone Plan"[186]. - The company is focusing on enhancing its compensation and benefits system to attract and retain talent, particularly for core business personnel[185]. Financial Management and Investments - The company has made a significant equity investment of ¥12,834.40 million (100%) in Concord East China Stem Cell Gene Engineering Co., Ltd. for a 20-year term[75]. - The company holds a total of 172 authorized patents, ensuring its competitive edge in research and clinical transformation[40]. - The company has received approval for 172 patents, with 17 new patents granted in 2017[45]. - The company has implemented an employee stock ownership plan, purchasing 2,540,100 shares for a total of RMB 87,002,663.34, with an average price of approximately RMB 34.25 per share[127]. - The total investment amount during the reporting period was 263.14 million, reflecting a decrease of 37.38% compared to the previous year[74].

2018 年第一季度报告 公司代码：600645 公司简称：中源协和 中源协和细胞基因工程股份有限公司 2018 年第一季度报告 1 / 20 | 一、 | 重要提示 3 | | --- | --- | | 二、 | 公司基本情况 3 | | 三、 | 重要事项 5 | | 四、 | 附录 10 | 2018 年第一季度报告 一、 重要提示 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 | 3,032,917,089.85 | 2,999,979,976.43 | 1.10 | | | | 归属于上市公司股东的 | 1,576,278,763.77 | 1,509,015,295.94 | 4.46 | | | | 净资产 | | | | | | | | 年初至报告期末 | 上年初至上年报告期末 | 比上年同期增减 | | | | | | | (%) | | | | 经营活动产生的现金流 | -27,471,358.58 ...

Financial Performance - Operating income for the first nine months was CNY 624,741,613.84, representing an increase of 11.61% year-on-year[6] - Net profit attributable to shareholders decreased by 44.06% to CNY 3,090,968.73 compared to the same period last year[6] - The company reported a net profit attributable to shareholders after deducting non-recurring gains and losses of CNY -3,747,582.75, a decrease of 109.75% compared to the previous year[6] - The weighted average return on net assets decreased by 0.15 percentage points to 0.20%[6] - The company’s subsidiary Shanghai Zhicheng's net profit decreased by CNY 16,570,000 due to significant market investment and a decline in product revenue[10] - The company reported a decrease in cash flow from operating activities, impacting liquidity and operational flexibility[22] - Net profit for Q3 2017 was a loss of ¥3,369,819.03, compared to a loss of ¥7,818,162.17 in Q3 2016, indicating an improvement in financial performance[33] - The net profit attributable to the parent company for Q3 2017 was -5,296,991.91 RMB, compared to -10,469,557.23 RMB in the same period last year, showing an improvement[34] - The total comprehensive income attributable to the parent company for the first nine months of 2017 was -30,798,099.78 RMB, compared to -19,035,661.18 RMB in the previous year[34] - The total operating loss for the first nine months of 2017 was -75,036,776.86 RMB, compared to -57,795,053.04 RMB in the previous year[35] Assets and Liabilities - Total assets at the end of the reporting period reached CNY 3,037,497,669.90, an increase of 1.13% compared to the end of the previous year[6] - The company's total assets increased from RMB 3.00 billion at the beginning of the year to RMB 3.04 billion by the end of the reporting period[28] - The company's total liabilities increased from RMB 1.25 billion at the beginning of the year to RMB 1.42 billion by the end of the reporting period[28] - The company's non-current assets totaled RMB 2.26 billion at the end of the reporting period, compared to RMB 2.21 billion at the beginning of the year[27] - Accounts receivable increased by 100% compared to the beginning of the year, mainly due to the receipt of bank acceptance bills by subsidiaries[13] - Prepayments increased by 162.50% compared to the beginning of the year, primarily due to prepayments for procurement and project payments during the reporting period[13] - Long-term receivables increased by 36.77% compared to the beginning of the year, mainly due to an increase in installment payments for service business[13] - Investment properties increased by 962.15% compared to the beginning of the year, as subsidiaries transferred self-owned properties to investment property accounting[13] - Long-term payables increased by 520.03% compared to the beginning of the year, mainly due to an increase in financing lease business by subsidiaries[13] Cash Flow - The net cash flow from operating activities for the first nine months was CNY 15,109,085.41, a significant decrease of 83.33% year-on-year[6] - Net cash flow from operating activities decreased by 83.33% year-on-year, mainly due to increased salary and management expenses[16] - Cash flow from operating activities for the first nine months of 2017 was 653,355,264.86 RMB, an increase from 614,147,416.34 RMB in the same period last year[38] - The net cash flow from investment activities was -¥131,747,559.08, compared to -¥467,156,426.15 in the previous year, indicating an improvement[39] - The total cash and cash equivalents at the end of the period was ¥232,032,541.42, compared to ¥296,842,585.67 at the end of the previous year[40] - The cash outflow for investment activities was ¥855,002,324.36, compared to ¥2,270,224,580.60 in the previous year, showing a reduction in investment spending[39] Financial Expenses - Financial expenses increased by 342.68% year-on-year, primarily due to reduced interest income from time deposits and increased borrowing costs[15] - The company’s financial expenses for Q3 2017 were ¥4,209,002.08, compared to ¥615,424.44 in Q3 2016, indicating a substantial increase in financial costs[33] - The company reported a significant increase in financial expenses, totaling 6,830,766.01 RMB for the first nine months of 2017, compared to 2,538,048.97 RMB in the previous year[35] Guarantees and Repurchases - The company provided guarantees for loans totaling RMB 10 billion for related parties, with all guarantees currently in normal performance[18] - The company has provided a total guarantee amount of RMB 2 billion for the year 2017, which has not been utilized as of the report date[20] - The company plans to repurchase and cancel 2.128 million restricted stocks at a price of RMB 13.60 per share due to unmet unlocking conditions from the 2014 stock incentive plan[20]

2017 年半年度报告 公司代码：600645 公司简称：中源协和 中源协和细胞基因工程股份有限公司 2017 年半年度报告 重要提示 无 六、 前瞻性陈述的风险声明 √适用 □不适用 本报告所涉及的未来计划等前瞻性陈述，不构成公司对投资者的实质承诺，请投资者注意投资风 险。 八、 是否存在违反规定决策程序对外提供担保的情况？ 否 九、 重大风险提示 公司已经在本报告中详细描述了公司存在的风险因素，敬请查阅第四节"经营情况讨论与分 析"中其他披露事项可能面对的风险。 十、 其他 □适用 √不适用 1 / 152 一、 本公司董事会、监事会及董事、监事、高级管理人员保证半年度报告内容的真实、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。 二、 公司全体董事出席董事会会议。 三、 本半年度报告未经审计。 四、 公司负责人李德福、主管会计工作负责人王鹏及会计机构负责人（会计主管人员）王鹏声明： 保证半年度报告中财务报告的真实、准确、完整。 五、 经董事会审议的报告期利润分配预案或公积金转增股本预案 | 第一节 | 释义 3 | | --- | --- | | 第二节 | 公司简介和 ...

Financial Performance - The company's audited net profit for 2016 was -64.43 million RMB, resulting in a cumulative undistributed profit of -170 million RMB as of December 31, 2016, leading to no profit distribution to shareholders [2]. - Operating revenue for 2016 was 837.90 million RMB, an increase of 18.18% compared to 708.99 million RMB in 2015 [20]. - The net profit attributable to shareholders decreased by 81.83% to 37.86 million RMB from 208.35 million RMB in 2015 [20]. - Basic earnings per share for 2016 were 0.10 RMB, down 81.48% from 0.54 RMB in 2015 [21]. - The weighted average return on net assets decreased by 12.47 percentage points to 2.41% in 2016 from 14.88% in 2015 [21]. - The net profit attributable to shareholders was 37.86 million RMB, a significant decline of 81.83% year-on-year, primarily due to a sharp decrease in securities investment income [50]. - The company reported a net profit of 132 million RMB for the year 2015, with accumulated undistributed profits of -106 million RMB as of December 31, 2015, resulting in no profit distribution to shareholders [128]. - The company has not distributed dividends for the years 2014, 2015, and 2016, with net profits of 35.46 million RMB, 208.35 million RMB, and 37.86 million RMB respectively [130]. Cash Flow and Assets - The net cash flow from operating activities increased significantly to 143.67 million RMB, a rise of 1,657.41% compared to 8.17 million RMB in 2015 [20]. - The company's total assets included cash and cash equivalents of CNY 284,366,175.80, which accounted for 9.47% of total assets, a decrease of 47.81% from the previous period [37]. - The company's cash and cash equivalents decreased by 47.81% to ¥284,366,175.80, primarily due to payments for the purchase of an office building [77]. - The net cash flow from investing activities decreased by 863.77% to -¥538,062,641.30, mainly due to payments for equity investments and the purchase of a business office [71]. - The net cash flow from financing activities fell by 62.95% to ¥98,551,830.11, attributed to the previous year's fundraising activities [72]. Business Operations and Strategy - The company’s main business includes cell preparation and storage services, gene testing, and sales of in vitro diagnostic reagents, with a focus on stem cell services and genetic testing technologies [30]. - The company implemented a divisional management system in 2016, establishing departments for newborns, genetics, adults, beauty, and pharmaceuticals to enhance operational efficiency [31]. - The company aims to maximize shareholder value through a performance assessment system and a combination of incentives and constraints tailored to market developments [31]. - The company is positioned in the rapidly developing and integrating industry of cell and gene engineering, focusing on a "cell + gene" dual-core development strategy [35]. - The company aims to achieve a revenue target of 1.038 billion yuan for 2017, focusing on the "cell + gene" dual-core development strategy [120]. Research and Development - Research and development expenses amounted to 46.90 million RMB, an increase of 7.57% from the previous year [52]. - The company completed 17 out of 30 stem cell research and product development projects, with 2 out of 9 immunocyte product development projects completed [68]. - The company is actively pursuing the clinical trials of recombinant hirudin (yeast) and human dental pulp mesenchymal stem cell injection solutions [117]. - The company is focusing on the development of immune cell therapies, including CAR-T cell therapy, which has been highlighted as a key area for development in the "Thirteenth Five-Year" Pharmaceutical Industry Development Plan [103]. Market and Industry Trends - The global stem cell storage market is expected to reach approximately $18.16 billion by 2018, with a compound annual growth rate of 21% from 2015 to 2018 [105]. - The gene detection industry has been elevated to a national strategy, with significant emphasis on the clinical application of gene testing technologies and the domestic production of related instruments and reagents [104]. - The increasing incidence of cancer globally, projected to rise from 14 million new cases in 2012 to 24 million by 2035, underscores the growing demand for gene sequencing in oncology [113]. - The company is positioned to benefit from the increasing regulatory support and market demand for stem cell and gene testing technologies in China [99]. Risk Factors and Governance - The company has outlined various risk factors in the report, which should be reviewed in the discussion and analysis section [5]. - The company is facing industry policy risks due to the potential for new regulations in the stem cell and gene testing sectors, which could impact operations [124]. - The company acknowledges the risk of losing core technical personnel, which could affect its development [125]. - The company has established a talent strategy called the "Blackstone Plan" to cultivate high-potential youth and mitigate talent retention risks [125]. - The company has maintained a robust corporate governance structure ensuring independent operations [136]. Shareholder and Equity Information - The total number of ordinary shares decreased from 61,393,009 to 33,059,192, representing a reduction of 28,333,817 shares, which is a decrease of 46.2% [167]. - The total number of unrestricted shares increased from 324,862,305 to 353,032,122, reflecting an increase of 28,169,817 shares, which is an 8.7% rise [168]. - The company has a commitment from shareholders for net profits of RMB 52.24 million, RMB 64.84 million, and RMB 83.25 million for the years 2014, 2015, and 2016 respectively [137]. - The company has engaged Ruihua Certified Public Accountants for auditing services with a fee of RMB 800,000 for the year [140]. Executive Compensation and Structure - The total compensation for key executives amounted to 1,020,000, with a breakdown of 306,000 in bonuses and 714,000 in base salaries [199]. - The total pre-tax remuneration for the executives listed amounted to 908.11 million yuan [192]. - The management team includes experienced professionals with backgrounds in both medical and financial sectors, indicating a strong leadership foundation [195]. - The company has multiple board members serving in various capacities across different subsidiaries, indicating a broad leadership structure [200].

2017 年第一季度报告 一、 重要提示 公司代码：600645 公司简称：中源协和 中源协和细胞基因工程股份有限公司 2017 年第一季度报告 1 / 19 | 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 二、 公司基本情况 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 2,932,965,275.72 3,003,634,603.21 -2.35 归属于上市公司股东的净资 产 1,529,634,176.78 1,587,829,968.63 -3.67 年初至报告期末 上年初至上年报告 期末 比上年同期增减(%) 经营活动产生的现金流量净 额 -36,158,904.99 -20,497,877.29 不适用 年初至报告期末 上年初至上年报告 期末 比上年同期增减（%） 营业收入 208,881,365.93 171,260,056.41 21.97 归属于上市公司股东的净利 润 27,680,157. ...