精华制药集团股份有限公司 2014 年半年度报告全文 精华制药集团股份有限公司 2014 年半年度报告 2014 年 08 月 1 精华制药集团股份有限公司 2014 年半年度报告全文 第一节 重要提示、目录和释义 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。 所有董事均已出席了审议本报告的董事会会议。 公司计划不派发现金红利，不送红股，不以公积金转增股本。 公司负责人朱春林、主管会计工作负责人杨小军及会计机构负责人(会计主 管人员)王剑锋声明：保证本半年度报告中财务报告的真实、准确、完整。 2 | 目录 | | --- | | 第一节 重要提示、目录和释义 2 | | --- | | 第二节 公司简介 5 | | 第三节 会计数据和财务指标摘要 7 | | 第四节 董事会报告 9 | | 第五节 重要事项 18 | | 第六节 股份变动及股东情况 25 | | 第七节 优先股相关情况 28 | | 第八节 董事、监事、高级管理人员情况 29 | | 第九节 财务报告 30 | | 第十节 备查文件目录 ...

Financial Performance - Operating revenue for Q1 2014 was CNY 159,197,793.95, a decrease of 12.35% compared to the same period last year[8]. - Net profit attributable to shareholders was CNY 10,377,863.27, down 35.97% year-on-year[8]. - Net profit excluding non-recurring gains and losses was CNY 10,012,514.19, reflecting a decline of 37.9% compared to the previous year[8]. - The basic earnings per share for Q1 2014 was CNY 0.05, down 37.5% from CNY 0.08 in the same period last year[8]. - The company expects net profit attributable to shareholders for the first half of 2014 to range from 1,863 to 2,927 million, reflecting a decrease of 30% to an increase of 10% compared to the same period in 2013[22]. Cash Flow and Assets - Net cash flow from operating activities improved significantly to CNY 8,154,083.48, a 162.68% increase from a negative cash flow in the same period last year[8]. - Total assets at the end of the reporting period were CNY 1,040,752,530.89, a decrease of 2.81% from the end of the previous year[8]. - Net assets attributable to shareholders increased to CNY 680,884,700.51, representing a growth of 1.65% compared to the previous year[8]. - Accounts receivable decreased by 75.43% to 4,402,098.26 from 17,918,315.09 due to increased use of bank acceptance bills during the reporting period[15]. - Cash paid for purchasing goods and services decreased by 38.15% to 80,544,074.14 from 136,512,626.49 due to increased use of bank acceptance bills[15]. Expenses and Liabilities - Development expenses increased by 44.00% to 3,600,000.00 from 2,500,000.00 due to higher R&D investments during the reporting period[15]. - Sales expenses rose by 58.94% to 23,806,646.34 from 14,978,053.71 due to market expansion and adjustments in sales policies[15]. - Financial expenses surged by 485.77% to 2,131,963.21 from -552,652.82 due to increased interest on bank loans[15]. - Asset impairment losses increased by 2893.89% to 2,638,067.31 from -94,422.66 due to higher inventory write-downs at a subsidiary[15]. - Tax payable decreased by 33.42% to 5,702,041.52 from 8,563,588.75 as a result of reduced value-added tax payable[15]. - Income tax expenses decreased by 41.03% to 2,554,154.83 from 4,331,155.51 due to reduced profits during the reporting period[15]. Shareholder Information - The total number of shareholders at the end of the reporting period was 7,572[11]. - The largest shareholder, Nantong Industrial Holdings Group Co., Ltd., held 41.3% of the shares[11]. - Government subsidies recognized in the current period amounted to CNY 799,865.17[9]. Operating Income - Operating income increased by 44.34% to 799,865.17 from 554,158.00 due to increased government subsidies received[15].

Financial Performance - The company's operating revenue for Q1 2014 was ¥159,197,793.95, a decrease of 12.35% compared to ¥181,621,482.40 in the same period last year[8] - Net profit attributable to shareholders was ¥10,377,863.27, down 35.97% from ¥16,207,311.40 year-on-year[8] - Basic and diluted earnings per share decreased by 37.5% to ¥0.05 from ¥0.08 in the same period last year[8] - The weighted average return on equity decreased to 1.54%, down 1.19% from 2.73% in the same period last year[8] - The net profit attributable to shareholders for the first half of 2014 is expected to range from 18.63 million to 29.27 million RMB, reflecting a change of -30% to 10% compared to the same period in 2013[24] - The net profit for the first half of 2013 was 26.62 million RMB, indicating a potential decline in profitability for 2014[24] - Increased operational costs due to the completion of fundraising projects and the relocation of chemical raw material production are expected to negatively impact the company's profitability[24] Cash Flow and Assets - The net cash flow from operating activities improved significantly to ¥8,154,083.48, compared to a negative cash flow of ¥13,008,918.22 in the previous year, marking a 162.68% increase[8] - Total assets at the end of the reporting period were ¥1,040,752,530.89, down 2.81% from ¥1,070,815,143.12 at the end of the previous year[8] Expenses and Investments - The company reported a significant increase in research and development expenses, with development expenditures rising by 44.00% to ¥3,600,000.00 from ¥2,500,000.00[17] - Sales expenses surged by 58.94% to ¥23,806,646.34, attributed to market expansion and adjustments in sales policies[17] Government Support - The company received government subsidies amounting to ¥799,865.17, an increase of 44.34% compared to ¥554,158.00 in the previous year[17] Shareholder Returns and Dividends - The company has committed to distributing dividends in cash, stock, or a combination of both, based on profitability and funding needs[22] - The company aims to maintain a minimum cash dividend distribution of no less than 30% of the average distributable profit over the three years from 2012 to 2014[22] - The company plans to increase cash dividend ratios or implement stock dividends if net profits continue to grow steadily over the next three years[22] - The company is focused on enhancing investor returns through potential increases in dividend distributions if financial performance allows[22] - The company has a long-term commitment to strictly fulfill its promises regarding profit distribution and shareholder returns[22] Corporate Governance - The total number of shareholders at the end of the reporting period was 7,572[11] - The company is currently awaiting approvals from the Jiangsu Provincial State-owned Assets Supervision and Administration Commission, the shareholders' meeting, and the China Securities Regulatory Commission for its non-public stock issuance plan[20] - The company has made commitments to ensure that it and its controlling entities do not engage in competing businesses[22]

Financial Performance - The company's operating revenue for 2013 was CNY 732,618,193.94, representing a 10.1% increase compared to CNY 665,382,374.30 in 2012[25] - The net profit attributable to shareholders for 2013 was CNY 35,597,156.40, a decrease of 27.68% from CNY 49,223,171.46 in 2012[25] - The net cash flow from operating activities was negative CNY 54,939,838.81, a decline of 171.12% compared to CNY 77,246,691.22 in 2012[25] - The basic earnings per share for 2013 was CNY 0.178, down 27.67% from CNY 0.2461 in 2012[25] - The weighted average return on net assets decreased to 5.58% in 2013 from 8.15% in 2012[25] - The net profit after deducting non-recurring gains and losses was CNY 33,674,918.70, a slight decrease of 0.95% from CNY 33,998,008.29 in 2012[25] - In 2013, the company achieved sales revenue of 733 million yuan, a year-on-year increase of 10.1%[32] - The net profit attributable to shareholders was 35.6 million yuan, a year-on-year decrease of 27.68%[32] - The main business income was 730.87 million yuan, up 10.14% from 663.60 million yuan in 2012[33] Cash Flow and Investments - The net cash flow from operating activities was -54.94 million yuan, a decrease of 171.12% compared to the previous year[33] - The company completed fixed asset investments of 162 million yuan during the reporting period[34] - The total cash and cash equivalents decreased by 65.39% year-on-year, amounting to -¥59,262,788.15[52] - The company reported a total of ¥37.22 million in raised funds, with ¥33.67 million already utilized[66] - The company’s fundraising projects have seen a total investment of 41,273,000 yuan, with a significant portion allocated to the chemical raw materials project[70] Research and Development - Research and development expenses increased by 12.38% to 11.87 million yuan[33] - Research and development expenses totaled ¥14,367,858.18, which is 1.96% of total revenue, down from 2.98% the previous year[49] - The company is currently developing several new products, including Betatinib and Capecitabine, which are expected to positively impact long-term growth[49] - The company is accelerating the development of new products, including a second-generation targeted anti-tumor drug and cardiovascular drugs[37] - The company is investing in R&D, allocating 10% of its revenue towards new technology development[151] Market and Sales - Domestic revenue reached ¥660.58 million, representing a 30.09% increase year-over-year, while international revenue was ¥70.28 million, down 15.74%[56] - The company plans to expand its sales team to approximately 500 members within three years to strengthen marketing efforts[85] - A new marketing strategy has been implemented, aiming to increase brand awareness by 30% in the next year[151] - Market expansion plans include entering three new provinces, targeting a 10% market share in these regions within two years[151] Shareholder and Dividend Policy - The company plans to distribute a cash dividend of CNY 0.50 per 10 shares to all shareholders[6] - The cash dividend policy for 2013 was set at 0.50 yuan per 10 shares (including tax), based on a total share capital of 200,000,000 shares[98] - The company has maintained a consistent cash dividend payout, with the same amount distributed in 2011 and 2012, reflecting a stable return to shareholders[95] - The company has committed to distribute cash dividends of no less than 30% of the distributable profits over the next three years (2012-2014) if net profits continue to grow steadily[119] Risks and Challenges - The company faces risks including intensified industry competition, rising raw material costs, and uncertainties in new product market expansion[14] - The company has faced risks such as intensified industry competition, rising raw material costs, and uncertainties in new product market expansion[89] Environmental Management - The company has established a robust environmental management system, ensuring 100% compliance with pollution discharge standards in 2013[101] - The company has implemented a clean production strategy to enhance resource utilization and reduce pollution during its manufacturing processes[101] - The company has a comprehensive emergency response plan for environmental pollution incidents, ensuring preparedness for potential environmental accidents[103] - The company achieved a total wastewater discharge of 12.24 million tons in 2013, which is below the allowed annual limit of 23.4 million tons[104] - The actual COD discharge was 30.97 tons in 2013, compared to the allowed limit of 105.3 tons[104] Corporate Governance - The company adheres to corporate governance standards as per relevant laws and regulations, ensuring compliance and transparency[175] - The company has no unresolved governance issues and has not received any administrative regulatory measures from supervisory authorities[175] - The company has established a sound internal management and control system to enhance operational efficiency and governance[175] - The company has established a registration management system for insider information to enhance confidentiality and ensure fair information disclosure, complying with relevant laws and regulations[176] Human Resources - The total remuneration for directors, supervisors, and senior management in 2013 was 4.3664 million yuan, an increase of 13.40% compared to 3.8505 million yuan in 2012[157] - The company has a total of 1,396 employees, with 45.06% being production personnel and 20.63% being sales personnel[165] - The proportion of employees with a bachelor's degree or above is 15.83%, with 1.29% holding a graduate degree or higher[168] - The company has implemented a labor contract system and provides various social insurances for its employees[172] Strategic Direction - The company aims for sales revenue and net profit attributable to shareholders to grow at least at the average rate of the pharmaceutical industry[82] - The company is focusing on capital operations to enhance its main business and is exploring opportunities in biopharmaceutical research[83] - The company is enhancing its core competitiveness through innovation, including the development of new traditional Chinese medicine products and anti-tumor drugs[84] - The company has a significant stake in Nantong Jiangshan Pesticide Chemical Co., Ltd., holding 26.54% of its shares[136] Acquisitions and Investments - The company acquired a 51% stake in Jiangsu Senxuan Pharmaceutical Chemical Co., with an investment of ¥5,480,000, generating a net profit of ¥8,639,249.65 during the reporting period[77] - The acquisition of 100% equity in Dafeng Brothers Pharmaceutical involved an investment of ¥997,120, resulting in a net profit of ¥287,723.06[77] - The establishment of Jinghua Pharmaceutical Group Nantong Co. involved an investment of ¥27,309,000, with a reported loss of ¥2,490,744.88 during the reporting period[77] Internal Control and Compliance - The internal control system of the company has been recognized as complete, reasonable, and effective, ensuring the safety and integrity of company assets and compliance with regulatory requirements[1] - The company has established a system for accountability regarding significant errors in annual report disclosures, with no major accounting errors or omissions reported during the period[1] - The audit committee reviewed the company's internal control systems and found no major deficiencies, confirming the integrity and reasonableness of the internal controls[184]