罗牛山股份有限公司 2018 年年度报告 2019 年 04 月 目 录 | --- | --- | |----------------------------------------------------------------------------------------------------------------------------------------|-------| | | | | 第一节 重要提示、目录和释义 . | | | 第二节 公司简介和主要财务指标 | | | 第三节 公司业务概要 . | | | 第四节 经营情况讨论与分析 | | | 第五节 重要事项 . | | | 第六节 股份变动及股东情况 | | | 第七节 优先股相关情况 ............................................................................................................. 54 | | | 第八节 董事、监事、高级管理人员和员工情况 ................................ ...

罗牛山股份有限公司 2019 年第一季度报告全文 罗牛山股份有限公司 2019 年第一季度报告 2019 年 04 月 1 罗牛山股份有限公司 2019 年第一季度报告全文 第一节 重要提示 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、误导性陈述或者重大遗漏，并承担个别和连带的法律责任。 所有董事均已出席了审议本次季报的董事会会议。 公司负责人徐自力、主管会计工作负责人杨向雅及会计机构负责人(会计主管人员)罗玉 阳声明：保证季度报告中财务报表的真实、准确、完整。 2 罗牛山股份有限公司 2019 年第一季度报告全文 第二节 公司基本情况 一、主要会计数据和财务指标 公司是否需追溯调整或重述以前年度会计数据 | --- | --- | --- | --- | |-----------------------------------------------------|---------------------------------|---------------------------------|--------------------------| | ...

Financial Performance - Total assets at the end of the reporting period reached ¥6,276,014,795.93, an increase of 1.52% compared to the previous year[8] - Net assets attributable to shareholders increased by 10.15% to ¥3,922,133,534.81[8] - Operating revenue for the period was ¥469,785,125.85, representing a significant increase of 154.77% year-on-year[8] - Net profit attributable to shareholders surged by 203.76% to ¥54,378,199.07[8] - Basic earnings per share rose by 204.52% to ¥0.0472[8] - The weighted average return on net assets increased to 1.40%, up from 0.90%[8] Cash Flow and Assets - The net cash flow from operating activities for the year-to-date was ¥48,691,219.70, a decrease of 86.61% compared to the previous year[8] - Cash and cash equivalents decreased by 42.97% to ¥390,807,079.87 due to payments for construction expenditures and repayment of bank loans[16] - Accounts receivable decreased by 52.25% to ¥12,004,878.66 as a result of the collection of receivables from property sales[16] - Long-term equity investments increased by 233.38% to ¥1,044,682,337.16 due to the reclassification of investments from available-for-sale financial assets[16] - Other non-current assets increased by 93.90% to ¥8,964,226.23 due to an increase in prepaid construction costs[16] Investment and Income - Investment income surged by 518.43% to ¥378,988,668.46 due to changes in the accounting method for equity investments[16] - The company reported non-operating income of ¥354,739,225.27, after tax effects[9] - The company reported a 76.34% decrease in non-operating income to ¥6,554,706.38 due to a reduction in government subsidies included in non-operating income[16] - Other comprehensive income showed a significant increase of 4006.49% to -¥59,784,365.05 due to adjustments in the accounting method for equity investments[16] Shareholder Information - The total number of shareholders at the end of the reporting period was 176,422[12] - The largest shareholder, Luoniushan Group Co., Ltd., holds 17.14% of the shares, amounting to 197,412,938 shares[12] - The company’s chairman reduced his shareholding by 31,589,500 shares, representing 2.7433% of the total share capital[17] Project Development - The company’s subsidiary received the "Hainan Province Enterprise Investment Project Filing Certificate" for the "Hainan International Horse Racing Entertainment Cultural Town" project, which is still in the preliminary stage[17] - The company is focused on the development of new projects, particularly in the horse racing sector, as evidenced by numerous inquiries and updates[23][24] - The company conducted multiple communications regarding the progress of the horse racing project, indicating ongoing interest and development in this area[23][24] Financial Management and Compliance - The company did not engage in any entrusted financial management during the reporting period[21] - There were no derivative investments made by the company during the reporting period[22] - There were no violations of external guarantees during the reporting period[25] - The company did not have any non-operating fund occupation by controlling shareholders or related parties during the reporting period[26] Future Outlook - The company reported a cumulative net profit forecast for the year that may result in a loss or significant change compared to the same period last year[20] - The company has not provided specific future performance guidance in the available reports[20] - The company is actively monitoring its stock price and market conditions, as indicated by inquiries related to its stock performance[24]

Financial Performance - The company's operating revenue for the first half of 2018 was CNY 409,088,458.60, a decrease of 53.74% compared to CNY 884,389,974.90 in the same period last year[16]. - Net profit attributable to shareholders was CNY 335,364,243.40, an increase of 157.18% from CNY 130,399,762.87 year-on-year[16]. - The net cash flow from operating activities was CNY 11,356,968.58, down 91.19% from CNY 128,913,860.03 in the previous year[16]. - Basic earnings per share increased to CNY 0.2912, up 157.24% from CNY 0.1132 in the same period last year[16]. - The company achieved total revenue of CNY 421.52 million in the first half of 2018, a decrease of 53.07% compared to the same period last year[33]. - Net profit attributable to ordinary shareholders was CNY 335.36 million, an increase of 157.18% year-on-year[33]. - The net cash flow from operating activities decreased by 91.19% to CNY 11.36 million, primarily due to reduced real estate sales receipts[35]. - Revenue from the real estate sector decreased by 86.72% to CNY 74.19 million, with a corresponding cost reduction of 90.66%[37]. - The education segment reported revenue of CNY 77.93 million, a year-on-year increase of 39.54%[37]. - The company’s livestock segment generated revenue of CNY 154.85 million, down 9.70% from the previous year[37]. - The company reported a net loss from asset disposal of ¥5,247,302.45, which is -1.54% of total profit, indicating non-sustainable performance in this area[40]. - The company reported a total loss of 412.65 million RMB related to a lawsuit involving a shareholder transfer payment[71]. - The company has 22 ongoing lawsuits with a total amount involved of 1036.741 million RMB, primarily related to contract disputes and property rights[72]. Assets and Liabilities - Total assets at the end of the reporting period were CNY 6,531,260,791.93, reflecting a growth of 5.65% from CNY 6,182,185,453.59 at the end of the previous year[16]. - The company’s cash and cash equivalents decreased by 32.75% to CNY -204.71 million[35]. - Total liabilities amounted to CNY 2,544,737,337.71, an increase from CNY 2,508,664,311.94, representing a growth of 1.2%[125]. - The total investment in securities amounted to 413,435.84 million yuan, with a fair value change of 227,066.78 million yuan during the reporting period[51]. - The company’s total liabilities include long-term borrowings of ¥535,000,000.00, which is 8.19% of total liabilities, down from 11.88% in the previous year[42]. - The total assets of Hainan Luoniushan Livestock Co., Ltd. were 944,203,157.39 yuan, while total assets of Hainan Luoniushan Food Group Co., Ltd. were 3,713,681,944.39 yuan[56]. Investments and Equity - The company’s investment in equity assets increased by CNY 346.53 million, representing a growth of 38.41%[27]. - Investment income reached ¥378,037,238.13, accounting for 111.04% of total profit, indicating strong performance from stock investments and long-term equity investments[39]. - Long-term equity investments increased significantly to ¥1,044,159,880.00, representing 15.99% of total assets, up by 15.15% compared to the previous year[42]. - The company’s total equity attributable to shareholders reached CNY 3,867,755,335.75, up from CNY 3,560,782,608.56, indicating an increase of 8.6%[125]. - The company’s total equity attributable to shareholders at the end of the period was 3,986,523,454.22 yuan, reflecting changes in comprehensive income and other adjustments[142]. Operational Developments - The company has established a modern closed pig farm in Hainan, which has become a model for high health and quality production of the new Dan breed of pigs[24]. - The company is expanding its pig farming operations through a combination of local upgrades and external collaborations[24]. - The cold chain service business has been fully launched, with partnerships established for logistics and distribution services across the island[24]. - The company plans to build a comprehensive logistics network covering the entire island, leveraging its multi-temperature cold storage facilities[24]. - The company has established a modern pig farm with a capacity of 100,000 heads, which has been completed and put into production[59]. - The company is currently constructing the Hainan Agricultural and Sideline Products Trading and Distribution Center, which is expected to enhance its industry chain value[59]. Risk Management - The company faces risks related to fluctuations in pig prices, which can significantly impact profitability[58]. - The company has implemented measures to enhance risk prevention awareness and improve risk control capabilities[60]. Corporate Governance - The actual controller and major shareholder have fulfilled their commitments regarding avoiding competition with the company and its subsidiaries[66]. - The company has committed to not engaging in any business that competes with its subsidiaries, ensuring no direct or indirect competition[66]. - The first major shareholder has promised to reduce and regulate related party transactions, ensuring fairness and transparency in dealings[66]. - The company will not transfer profits through related party transactions or harm the interests of other shareholders[66]. - The company has established a commitment to disclose related party transactions in a timely manner[66]. - The company has a commitment to adhere to fair pricing in any unavoidable related transactions[66]. Social Responsibility and Community Engagement - The company is committed to social responsibility, focusing on poverty alleviation and has outlined plans for continued support in the second half of 2018[101]. - The company has provided educational support to 71 impoverished students, ensuring they are aware of the education assistance policies since 2016[100]. - The company has established a partnership with Hainan Vocational College to provide training in orchid cultivation and bamboo weaving to support local poverty alleviation efforts[98]. - The company has integrated student social practice activities into poverty alleviation efforts, receiving positive feedback from local villagers[99]. - In 2018, the company completed applications for the renovation of 62 dilapidated houses for registered impoverished households, with the renovation expected to be completed by September[99]. Environmental Management - The company has completed all environmental impact assessments and approvals for its construction projects according to national requirements[91]. - The company has established an emergency response plan for environmental incidents and conducts regular drills to ensure its effectiveness[93]. - The company has installed an automatic online monitoring system for wastewater discharge, with key monitored parameters including flow rate, pH value, and COD, ensuring compliance with environmental standards[94]. - The company actively participates in environmental management, having achieved ISO 14001 certification for its subsidiaries, and has implemented various pollution control measures[95]. Financial Reporting and Compliance - The half-year financial report has not been audited[69]. - The financial statements are prepared in accordance with the Enterprise Accounting Standards, reflecting the company's financial position and operating results accurately[166]. - The company has undergone changes in the scope of consolidated financial statements, which are detailed in the notes[162]. - The company’s accounting policies and estimates comply with accounting standards requirements[165].

Financial Performance - The company's operating revenue for Q1 2018 was ¥197,840,332.72, a decrease of 63.64% compared to ¥544,099,793.37 in the same period last year[9] - Net profit attributable to shareholders was ¥331,341,819.86, an increase of 284.81% from ¥86,105,285.11 year-on-year[9] - The net profit attributable to shareholders after deducting non-recurring gains and losses was -¥26,845,204.61, a decline of 103.68% compared to ¥730,190,970.50 in the previous year[9] - The net cash flow from operating activities was ¥13,969,929.56, down 83.28% from ¥83,571,454.83 in the same period last year[9] - Basic earnings per share increased to ¥0.2877, up 284.63% from ¥0.0748 year-on-year[9] Assets and Shareholder Equity - Total assets at the end of the reporting period were ¥6,480,922,199.89, an increase of 4.83% from ¥6,182,185,453.59 at the end of the previous year[9] - Net assets attributable to shareholders increased to ¥3,863,732,912.26, up 8.51% from ¥3,560,782,608.56 at the end of the previous year[9] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 81,679[12] - The largest shareholder, Luoniushan Group Co., Ltd., held 17.14% of the shares, amounting to 197,412,938 shares[13] Investment and Financial Assets - The company reported non-recurring gains of ¥358,187,024.47 during the reporting period[10] - The company's fair value measurement decreased by 58.07% to 36,976.87 from 88,194.06 due to the sale of stocks[17] - Available-for-sale financial assets dropped by 64.81% to 207,228,221.25 from 588,833,221.25 as investments were reclassified to long-term equity investments[17] - Long-term equity investments increased by 227.46% to 1,026,146,638.99 from 313,360,865.30 due to the reclassification of investments[17] Revenue and Costs - Operating revenue decreased by 63.64% to 197,840,332.72 from 544,099,793.37, primarily due to reduced revenue recognition in real estate[17] - Operating costs fell by 52.96% to 164,260,887.42 from 349,226,390.50, reflecting a decrease in real estate cost recognition[17] - Investment income surged by 12,994.13% to 359,866,808.27 from 2,748,305.73, attributed to changes in accounting for equity investments[17] - Other comprehensive income showed a significant increase of 4,006.49% to -59,784,365.05 from -1,455,851.12 due to changes in accounting methods for equity investments[17] Commitments and Regulatory Attention - The company plans to expedite the fulfillment of commitments related to the Dadonghai project, with a focus on transferring shares of Sanya Rural Commercial Bank[18] - The company has received attention from the Hainan Securities Regulatory Bureau regarding the fulfillment of commitments, leading to a request for an extension to respond[19] - There are no overdue commitments from actual controllers, shareholders, or related parties during the reporting period[20]

Agriculture and Livestock Development - The company plans to focus on modern agriculture and aims to become a leading player in the livestock industry in Hainan, leveraging its complete industrial chain in breeding, production, and processing[13]. - The company has established the largest "Dan series breeding pig" base in China and the largest commodity pig production base in Hainan, showcasing its commitment to scale and quality in livestock farming[14]. - The company aims to create a circular development model in pig farming, integrating breeding, standardized feeding, and resource recycling[15]. - The company is positioned to benefit from the low concentration in China's pig farming industry, which has a market size of nearly one trillion yuan, suggesting significant growth potential[13]. - The company is focusing on modern ecological farming and expanding its market reach to cover the entire island and gradually explore international markets[38]. - The company aims to expand its livestock breeding scale and increase R&D investment, targeting a complete ecological industrial chain in livestock production[109]. - The company is committed to building a brand for its livestock products, aiming to establish a quality standard system for its products[109]. - The company implemented a "company + farmer" model, supporting 52 farmers in pig farming, providing piglets, feed, veterinary drugs, and technical support[161]. - The pig farming initiative is expected to produce 120,000 pigs annually, generating an estimated income of 6 million for local residents[162]. - The company produced 3,642 tons of organic fertilizer, creating a value of approximately 260,000[162]. - The biogas production from pig farms is about 3,000 cubic meters per day, benefiting around 400 households with an average monthly savings of 90[162]. - The use of biogas and organic fertilizer is projected to save local farmers over 1,000 per acre in fertilizer costs and increase crop yield by about 20%[162]. Financial Performance - The company's operating revenue for 2017 was ¥1,298,149,934.33, representing a 45.68% increase compared to ¥891,077,257.45 in 2016[24]. - The net profit attributable to shareholders for 2017 was ¥152,965,189.18, a significant increase of 91.49% from ¥79,881,376.52 in 2016[24]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥31,741,099.70, a remarkable turnaround from a loss of ¥6,719,798.13 in 2016, marking a 572.35% increase[24]. - The net cash flow from operating activities for 2017 was ¥316,662,795.74, up 9.64% from ¥288,813,999.80 in 2016[24]. - The basic earnings per share for 2017 was ¥0.1328, an increase of 80.19% compared to ¥0.0737 in 2016[24]. - The total profit reached CNY 221,760,734.97, marking a 106.66% increase year-over-year[43]. - The company’s total operating costs for the livestock industry were approximately ¥235.21 million, an increase of 18.93% compared to the previous year[62]. - The total distributable profit for 2017 is reported at 325,416,894.88 CNY, with a cash dividend ratio of 0%[124]. Strategic Initiatives and Partnerships - The company has signed a strategic cooperation agreement with Guangzhou Yima Racing Co., Ltd. to develop a sports tourism complex, indicating its commitment to becoming a pioneer in sports tourism in Hainan[16]. - The company is actively exploring the integration of leisure agriculture and rural tourism, aiming to create comprehensive agricultural complexes that utilize ecological farming principles[15]. - The company is developing the Hainan International Horse Culture Tourism Industry Park, which integrates horse racing, education, and leisure agriculture, positioning itself as a pioneer in China's sports tourism[112]. - The establishment of the Hainan International Horse Culture Tourism Industry Park is significant for advancing Hainan's tourism development and exploring new mechanisms for international tourism consumption[112]. - The company has formed a strategic partnership with Guangzhou Yima Racing Co., Ltd. to develop international standard horse racing facilities, enhancing the development of horse racing in China[112]. Investment and Capital Management - The company does not plan to distribute cash dividends or issue bonus shares, indicating a focus on reinvestment for growth[7]. - The company has committed to avoiding any competition with its major shareholder, ensuring no direct or indirect competition with its subsidiaries[126]. - The company has pledged to avoid related party transactions that could harm the interests of other shareholders[128]. - The company reported no non-operating fund occupation by controlling shareholders or their affiliates during the reporting period[130]. - The company has committed to strictly following the fundraising management system for the use of raised funds[128]. - The company’s management has expressed confidence in the company’s future development and encouraged employees to buy shares[128]. Environmental and Social Responsibility - The company has established a wastewater treatment facility with a design capacity of 4,000 m³/d, ensuring compliance with environmental standards[170]. - The company has implemented an emergency response plan for environmental incidents and conducts regular drills to ensure preparedness[172]. - The company has received environmental management system certification (ISO14001), demonstrating its commitment to environmental protection[174]. - The company has invested 800,000 yuan in educational support for 216 students from impoverished households, providing tuition waivers and coordinating work-study opportunities[167]. - The company has coordinated over 600,000 yuan from local government for the construction of a village committee and 1.6 million yuan for building access roads to promote rural tourism[166]. Real Estate and Construction - The company’s real estate business is not a primary focus but serves to support its main agricultural operations financially[40]. - The company plans to exit the real estate business after completing the development of existing land reserves[50]. - The company is positioned in Hainan as a key player in the real estate market, facing risks such as policy and funding risks[46]. - The company’s investment in construction projects increased the balance of construction in progress by CNY 214,845,083.82, a rise of 64.15%[37]. - The company plans to develop high-end residential and commercial projects, including the 罗牛山广场 and 罗牛山祥源城, focusing on premium quality[50]. Corporate Governance and Shareholder Relations - The company has conducted 47 communication activities during the reporting period, primarily through phone calls with individual investors[116]. - The company has maintained transparency and compliance in its decision-making processes regarding profit distribution and capital reserve management[120]. - The company reported no significant accounting errors requiring retrospective restatement during the reporting period[135]. - The company has not engaged in any significant related party transactions during the reporting period[143]. - The company has not implemented any employee stock ownership plans or other incentive measures during the reporting period[142].

Agricultural Development - The company plans to focus on modern agriculture and aims to become a leading player in the livestock industry in Hainan, leveraging its complete industrial chain in breeding, production, and processing[13]. - The company has established the largest "Dan series breeding pig" base in China and the largest commodity pig production base in Hainan, showcasing its commitment to scale and quality in livestock farming[14]. - The company is actively pursuing the development of leisure agriculture, integrating ecological agriculture concepts into its operations, and aims to create comprehensive agricultural complexes[15]. - The company aims to integrate the three major visions of modern agriculture, leisure agriculture, and sports tourism to create greater value for shareholders[16]. - The company recognizes the low concentration in China's pig farming industry and aims to capitalize on this by expanding its operations both on and off the island[13]. - The company is committed to implementing a quality standard system for livestock products, ensuring they are free from harmful substances and enhancing brand recognition[109]. - The company plans to enhance its livestock breeding scale and invest in research and development, aiming to establish a complete ecological industrial chain in the livestock sector[109]. - The company aims to deepen the integration of agricultural product processing and logistics, focusing on building a cold chain platform to enhance the value of livestock products and ensure quality safety[110]. - The company aims to create several integrated agricultural parks combining livestock waste management and organic fertilizer production, promoting a circular development model[111]. Financial Performance - The company's operating revenue for 2017 was ¥1,298,149,934.33, representing a 45.68% increase compared to ¥891,077,257.45 in 2016[24]. - The net profit attributable to shareholders for 2017 was ¥152,965,189.18, a significant increase of 91.49% from ¥79,881,376.52 in 2016[24]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥31,741,099.70, a remarkable recovery from a loss of ¥6,719,798.13 in 2016, marking a 572.35% increase[24]. - The net cash flow from operating activities for 2017 was ¥316,662,795.74, up 9.64% from ¥288,813,999.80 in 2016[24]. - The basic earnings per share for 2017 was ¥0.1328, an increase of 80.19% compared to ¥0.0737 in 2016[24]. - The total assets at the end of 2017 were ¥6,182,185,453.59, a slight decrease of 0.04% from ¥6,184,656,449.68 at the end of 2016[24]. - The net assets attributable to shareholders at the end of 2017 were ¥3,560,782,608.56, reflecting a 3.75% increase from ¥3,432,229,184.08 at the end of 2016[24]. - The total profit for 2017 was CNY 221,760,734.97, representing a 106.66% increase year-on-year[43]. - The company’s fixed assets increased by CNY 485,634,416.31, a growth of 22.07%, mainly due to the capitalization of assets from the second phase of the industrial park[37]. - The company’s cash and cash equivalents decreased by CNY 456,905,133.98, a reduction of 40%, primarily due to investments in project construction[37]. Real Estate and Investments - The company’s real estate development is primarily aimed at supporting its main agricultural business, rather than being a core focus for revenue generation[40]. - The company plans to develop high-end residential and commercial projects, including the "Luoniushan Plaza" and "Luoniushan Xiangyuan City," focusing on premium quality[50]. - The real estate sector contributed CNY 636.58 million, accounting for 49.04% of total revenue, with a year-on-year growth of 175.20%[53]. - The company aims to exit the real estate business after completing the development of existing land reserves[50]. - The company has a total land reserve of 15.891 million square meters, with a planned total construction area of 44.439 million square meters[49]. - The company has completed the acquisition of Hainan Luosheng Industrial Co., Ltd. for CNY 267 million, fully funded by self-raised capital[85]. - The company has established a wholly-owned subsidiary for small loans with a registered capital of CNY 120 million, which began operations on March 6, 2017[85]. Corporate Governance and Shareholder Relations - The company has conducted 47 communication activities with investors during the reporting period, ensuring transparency and engagement[116]. - The company has decided not to distribute cash dividends or issue bonus shares for the 2017 fiscal year, pending approval from the shareholders' meeting[119]. - The company's cash dividend policy is compliant with its articles of association and has been transparently communicated to shareholders[120]. - The total distributable profit for 2017 is reported at 325,416,894.88 CNY, with cash dividends accounting for 0% of the total profit distribution[124]. - The company has committed to avoiding any direct or indirect competition with its subsidiaries, ensuring compliance with its commitments regarding business operations[125]. - The company has signed a commitment letter to reduce and standardize related party transactions[127]. - The company will ensure that the use of raised funds complies with its internal control management system[128]. Strategic Initiatives - The company is positioned to leverage the opportunities presented by the construction of the Hainan Free Trade Port to enhance its agricultural export and import capabilities[110]. - The company is exploring the development of rural complex businesses and new types of park real estate to extend its value chain in modern agriculture[111]. - The company is developing the Hainan International Horse Culture Tourism Industry Park, which integrates horse racing, education, and leisure agriculture, positioning itself as a pioneer in China's sports tourism[112]. - The establishment of the Hainan International Horse Culture Tourism Industry Park is significant for advancing Hainan's tourism development and exploring new mechanisms for international tourism consumption[112]. - The company has formed a strategic partnership with Guangzhou Yima Racing Co., Ltd. to develop international standard horse racing facilities, promoting the growth of horse racing in China[112]. Community Engagement and Sustainability - The company has supported 52 farmers in pig farming, providing them with piglets, feed, veterinary medicine, and technical support[161]. - The organic fertilizer produced from the pig farm amounted to 3,642 tons, creating a value of approximately 260,000[162]. - The biogas generated daily from the pig farm is about 3,000 cubic meters, benefiting around 400 households with monthly savings of approximately 90[162]. - The use of biogas liquid for irrigation has saved local farmers over 1,000 in fertilizer costs per acre, increasing crop yield by about 20%[162]. - The company has invested 800,000 yuan in educational support for 216 registered impoverished students, providing tuition waivers and coordinating additional funding[167]. - The company has coordinated over 600,000 yuan from local government for the construction of a village committee and over 1.6 million yuan for building access roads to promote rural tourism[166].

罗牛山股份有限公司 2017 年第三季度报告正文 证券代码：000735 证券简称：罗 牛 山 公告编号：2017-075 罗牛山股份有限公司 2017 年第三季度报告正文 1 罗牛山股份有限公司 2017 年第三季度报告正文 第一节 重要提示 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、误导性陈述或者重大遗漏，并承担个别和 连带的法律责任。 公司负责人徐自力、主管会计工作负责人张慧及会计机构负责人(会计主管 人员)杨向雅声明：保证季度报告中财务报表的真实、准确、完整。 2 除下列董事外，其他董事亲自出席了审议本次季报的董事会会议 未亲自出席董事姓名 未亲自出席董事职务 未亲自出席会议原因 被委托人姓名 徐自力 董事长 工作原因 钟金雄 王瑛 独立董事 工作原因 朱辉 罗牛山股份有限公司 2017 年第三季度报告正文 第二节 公司基本情况 一、主要会计数据和财务指标 公司是否需追溯调整或重述以前年度会计数据 □ 是 √ 否 | | 本报告期末 | 上年度末 | | 本报告期末比上年度末增减 | | --- | --- | --- | --- | --- | ...

Financial Performance - The company's operating revenue for the first half of 2017 was CNY 884,389,974.90, representing a 157.44% increase compared to CNY 343,530,099.06 in the same period last year[21]. - The net profit attributable to shareholders of the listed company reached CNY 130,399,762.87, a significant increase of 542.70% from CNY 20,289,222.07 year-on-year[21]. - The net profit after deducting non-recurring gains and losses was CNY 116,121,097.99, compared to a loss of CNY 19,269,358.54 in the previous year, marking a 702.62% improvement[21]. - The basic earnings per share increased to CNY 0.1132, up 466.00% from CNY 0.0200 in the same period last year[21]. - The weighted average return on net assets was 3.73%, an increase of 2.93% compared to 0.80% in the previous year[21]. - The company achieved total operating revenue of CNY 898.11 million in the first half of 2017, an increase of 161.43% compared to the same period last year[37]. - Net profit attributable to ordinary shareholders reached CNY 130.40 million, up 542.70% year-on-year, while net profit after deducting non-recurring gains and losses increased by 702.62% to CNY 116.12 million[37]. - The company reported a total profit of CNY 174.24 million, compared to CNY 31.41 million in the previous year, indicating a growth of 453.5%[142]. - Earnings per share (EPS) for the first half of 2017 was CNY 0.1132, up from CNY 0.0200 in the same period last year, reflecting a growth of 466%[143]. - The company reported a significant increase in income tax expenses, which rose by 1,045.52% to CNY 40.64 million, primarily due to real estate revenue recognition[40]. Assets and Liabilities - The total assets at the end of the reporting period were CNY 5,842,624,737.83, a decrease of 5.53% from CNY 6,184,656,449.68 at the end of the previous year[21]. - The net assets attributable to shareholders of the listed company increased by 3.80% to CNY 3,562,594,783.04 from CNY 3,432,229,184.08 at the end of the previous year[21]. - Total assets decreased from CNY 6,184,656,449.68 to CNY 5,842,624,737.83, a decline of approximately 5.5%[133]. - The company's total liabilities decreased from CNY 2,642,158,816.38 to CNY 2,166,561,971.58, a decrease of around 18%[134]. - The company's long-term borrowings decreased by 2.89% to CNY 693.90 million, reflecting a reduction in debt levels[46]. - The total current assets decreased from CNY 2,790,280,774.46 to CNY 2,151,014,278.57, a decline of approximately 22.9%[133]. - The cash and cash equivalents decreased from CNY 283,180,900.90 to CNY 88,504,473.20, a decline of approximately 68.8%[137]. - The company's long-term borrowings slightly decreased from CNY 708,900,000.00 to CNY 693,900,000.00, a decrease of about 2.8%[134]. Investments and Projects - The company has completed the construction of the "Luoniushan 100,000 Modern Pig Farm" and is currently building the "Hainan Agricultural and Sideline Products Trading and Distribution Center" project[11]. - The company completed a major equity investment of ¥267 million in Hainan Luoniushan Industrial Co., acquiring 100% ownership[54]. - The company has invested ¥120 million in establishing a wholly-owned subsidiary for microfinance, which has begun operations[54]. - The cumulative investment in the Hainan Agricultural Products Trading and Distribution Center project is ¥481 million, with an expected return of 70%[56]. - The modern pig farm project has seen an investment of ¥21.74 million, with a total investment of ¥253.99 million, and is nearing completion[57]. - The company raised funds for projects including the "100,000 Modern Pig Farm" and "Hainan Agricultural Products Trading and Distribution Center," which are expected to enhance the company's value chain and profitability[67]. Risk Management - The company faces risks related to price fluctuations in the pig market, animal diseases, food safety, and changes in environmental policies[6][7][9][10]. - The company is focusing on risk prevention by enhancing industry analysis and improving risk management mechanisms[68]. - Increased investment in epidemic prevention technology and improved technical defense systems are part of the company's strategy to mitigate risks[68]. - The company aims to extend its industrial chain and shift focus from production to sales, developing new businesses to smooth out breeding cycle fluctuations[68]. - The company faces risks related to fluctuations in pig prices, which could significantly impact profitability[65]. - The company is also exposed to animal disease risks, which could affect production and market demand[65]. - Food safety risks are a concern, as any issues could severely damage the company's brand reputation and financial performance[65]. Corporate Governance and Shareholder Matters - The company has a commitment to avoid competition with its subsidiaries, ensuring no direct or indirect engagement in competing businesses[73]. - The company committed to avoid any competition with its subsidiaries and will cease operations or transfer competing businesses to third parties if necessary[74]. - The first major shareholder and actual controller pledged to reduce and regulate related party transactions, ensuring fairness and compliance with market prices[75]. - The company will not engage in related party transactions that could harm the interests of shareholders and will comply with disclosure requirements[75]. - The chairman of the company announced a stock buyback plan, with an expected investment between 50 million to 100 million RMB[76]. - The chairman increased his shareholding by acquiring 24,201,002 shares, representing 2.1017% of the total share capital, raising his total ownership to 52,722,503 shares or 4.5785%[76]. - The company has not undergone any bankruptcy reorganization during the reporting period[79]. - There are 21 ongoing lawsuits involving the company, with a total amount of 10,074.45 million RMB, of which 18 cases have received judgments[80]. Social Responsibility and Community Engagement - The company is actively involved in poverty alleviation efforts, focusing on employment issues for children of impoverished households and supporting local government initiatives[98]. - The company plans to continue its education poverty alleviation work in the second half of 2017, including verifying information on new impoverished households and enhancing awareness of educational support policies[101]. - A project for planting "Chao Tian Jiao" (a type of chili pepper) has been initiated, involving 22 households and an expected area of over 50 acres, with a total investment of 26,500 yuan from the local government and the company[102]. Financial Reporting and Compliance - The financial report for the first half of 2017 was not audited, which may affect the reliability of the financial data presented[130]. - The company has no outstanding bonds that are publicly issued and listed on the stock exchange[128]. - The company did not engage in any significant related party transactions during the reporting period[84]. - The company has not entered into any significant contracts such as leasing or management agreements during the reporting period[90]. - The company has 40 subsidiaries included in the consolidated financial statements, indicating a broad operational scope[175]. - The financial statements are prepared in accordance with the accounting standards, ensuring transparency and accuracy[179].

罗牛山股份有限公司 2017 年第一季度报告全文 罗牛山股份有限公司 2017 年第一季度报告 2017 年 04 月 1 罗牛山股份有限公司 2017 年第一季度报告全文 第一节 重要提示 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、误导性陈述或者重大遗漏，并承担个别和 连带的法律责任。 所有董事均已出席了审议本次季报的董事会会议。 □ 是 √ 否 | | 本报告期 | 上年同期 | 本报告期比上年同期增减 | | --- | --- | --- | --- | | 营业收入（元） | 544,099,793.37 | 168,672,830.97 | 222.58% | | 归属于上市公司股东的净利润（元） | 86,105,285.11 | 5,083,658.98 | 1,593.77% | | 归属于上市公司股东的扣除非经常性损 益的净利润（元） | 73,190,970.50 | -13,845,175.48 | 625.71% | | 经营活动产生的现金流量净额（元） | 83,571,454.83 | -5,980,325.39 | 1,4 ...