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天喻信息:关于召开2023年第四次临时股东大会的通知
2023-12-11 10:52
本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记 载、误导性陈述或重大遗漏。 武汉天喻信息产业股份有限公司(以下简称"公司")第八届董事会第二十 二次会议决定于2023年12月28日召开2023年第四次临时股东大会,本次会议采取 现场投票与网络投票相结合的方式进行表决。现将会议有关事项通知如下: 一、 召开会议的基本情况 1. 股东大会届次:2023 年第四次临时股东大会。 2. 会议召集人:公司董事会。 证券代码:300205 证券简称:天喻信息 公告编号:2023-042 武汉天喻信息产业股份有限公司 关于召开2023年第四次临时股东大会的通知 3. 会议召开的合法、合规性:公司第八届董事会第二十二次会议审议通过 了《关于召开 2023 年第四次临时股东大会的议案》。本次股东大会会议的召开符 合有关法律、行政法规、部门规章、规范性文件和《公司章程》的有关规定。 4. 会议召开方式:现场表决与网络投票相结合。公司将通过深圳证券交易 所交易系统(以下简称"交易系统")和深圳证券交易所互联网投票系统(以下 简称"互联网投票系统")(http://wltp.cninfo.com.cn)向全体股 ...
天喻信息:关于拟变更会计师事务所的公告
2023-12-11 10:52
本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 特别提示: 1.2022 年度审计报告审计意见类型:保留意见。 证券代码:300205 证券简称:天喻信息 公告编号:2023-041 武汉天喻信息产业股份有限公司 关于拟变更会计师事务所的公告 3.原聘任的会计师事务所:中审众环会计师事务所(特殊普通合伙)(以下 简称"中审众环")。 4.变更会计师事务原因:鉴于武汉天喻信息产业股份有限公司(以下简称"公 司")前任会计师事务所中审众环已连续多年为公司提供审计服务,根据财政部、 国务院国资委、证监会印发的《国有企业、上市公司选聘会计师事务所管理办法》 的相关精神,为进一步提升公司审计工作的独立性和客观性,经过综合评估和审 慎研究,公司拟聘任中兴财光华为公司 2023 年度审计机构,聘用期为一年。公 司已就变更会计师事务所事项与中审众环进行了充分沟通,中审众环明确知悉本 事项并确认无异议。 一、拟变更会计师事务所的基本情况 (一)机构信息 1.基本信息 中兴财光华成立于 1999 年 1 月,2013 年 11 月转制为特殊普通合伙。注册 地:北京市,首席合伙人: ...
天喻信息:第八届监事会第十七次会议决议公告
2023-12-11 10:52
以 3 票同意、0 票反对、0 票弃权通过《关于提名非职工代表监事候选人的 议案》,同意提名孙丹丹(简历详见附件)为公司第八届监事会非职工代表监事 候选人,任期至第八届监事会届满时止,即 2024 年 9 月 26 日,将《关于选举非 职工代表监事的议案》提交公司股东大会审议。 公司第八届监事会于近日收到监事会主席程琴的书面辞职报告,程琴因个人 原因申请辞去公司监事会主席、监事职务(原定任期为 2021 年 10 月 27 日至 2024 年 9 月 26 日),辞任后仍在公司担任其他职务。程琴的辞职将导致公司监事会成 员人数低于法定最低人数,在股东大会选举产生新任监事前,程琴将继续履行监 事职责。 备查文件:《武汉天喻信息产业股份有限公司第八届监事会第十七次会议决 议》。 证券代码:300205 证券简称:天喻信息 公告编号:2023-040 武汉天喻信息产业股份有限公司 第八届监事会第十七次会议决议公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 武汉天喻信息产业股份有限公司(以下简称"公司")第八届监事会第十七 次会议于 2023 年 12 月 11 ...
天喻信息:第八届董事会第二十二次会议决议公告
2023-12-11 10:52
证券代码:300205 证券简称:天喻信息 公告编号:2023-039 武汉天喻信息产业股份有限公司 第八届董事会第二十二次会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 武汉天喻信息产业股份有限公司(以下简称"公司")第八届董事会第二十 二次会议于 2023 年 12 月 11 日以通讯方式召开。会议通知于 2023 年 12 月 7 日 以电子邮件方式送达全体董事、监事。本次会议应出席董事 9 人,实际出席董事 9 人,符合《公司章程》要求的法定人数。本次会议的召开符合法律、行政法规、 部门规章、规范性文件和《公司章程》的有关规定。本次会议由公司董事长闫春 雨主持。 会议议程及决议如下: 备查文件:《武汉天喻信息产业股份有限公司第八届董事会第二十二次会议 决议》、《武汉天喻信息产业股份有限公司第八届董事会审计委员会第十三次会 议决议》。 1 特此公告。 1. 审议《关于拟变更会计师事务所的议案》 以 9 票同意、0 票反对、0 票弃权通过《关于拟变更会计师事务所的议案》, 将其提交股东大会审议。 本议案在提交董事会审议前已经董事会审计委员会审 ...
天喻信息:2023年第三次临时股东大会决议公告
2023-11-13 10:48
证券代码:300205 证券简称:天喻信息 公告编号:2023-038 武汉天喻信息产业股份有限公司 2023 年第三次临时股东大会决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 特别提示: 1. 本次股东大会无增加、变更、否决提案的情况。 2. 本次股东大会未涉及变更以往股东大会已通过的决议。 一、 会议召开和出席情况 武汉天喻信息产业股份有限公司(以下简称"公司")2023 年第三次临时股 东大会会议通知于 2023 年 10 月 26 日在巨潮资讯网披露。本次会议审议的《关 于调整独立董事津贴的议案》、《关于购买董监高责任保险的议案》为采用中小投 资者单独计票事项。 本次会议采取现场投票和网络投票相结合的方式进行表决。其中,现场会议 于 2023 年 11 月 13 日下午 3 点在公司 401 会议室召开;通过深圳证券交易所交 易系统进行网络投票的时间为 2023 年 11 月 13 日 9:15-9:25,9:30-11:30 和 13:00-15:00,通过深圳证券交易所互联网投票系统进行网络投票的时间为 2023 年 11 月 13 日 ...
天喻信息:北京市嘉源律师事务所关于天喻信息2023年第三次临时股东大会的法律意见书
2023-11-13 10:48
北京市嘉源律师事务所 关于武汉天喻信息产业股份有限公司 2023 年第三次临时股东大会的 法律意见书 西城区复兴门内大街 158 号远洋大厦 4 楼 中国·北京 北京 BEIJING·上海 SHANGHAI·深圳 SHENZHEN·香港 HONGKONG·广州 GUANGZHOU·西安 XI`AN 致:武汉天喻信息产业股份有限公司 北京市嘉源律师事务所 关于武汉天喻信息产业股份有限公司 2023 年第三次临时股东大会的 法律意见书 本所及经办律师依据《证券法》《律师事务所从事证券法律业务管理办法》 1 天喻信息 2023 年第三次临时股东大会 嘉源·法律意见书 和《律师事务所证券法律业务执业规则》等规定及本法律意见书出具日以前已经 发生或者存在的事实,严格履行了法定职责,遵循了勤勉尽责和诚实信用原则, 进行了充分的核查验证,保证本法律意见所认定的事实真实、准确、完整,所发 表的结论性意见合法、准确,不存在虚假记载、误导性陈述或者重大遗漏,并承 担相应法律责任。 嘉源(2023)-04-828 北京市嘉源律师事务所(以下简称"本所")接受武汉天喻信息产业股份有 限公司(以下简称"公司")的委托,根据《中华人民共 ...
天喻信息(300205) - 2023 Q3 - 季度财报
2023-10-25 16:00
武汉天喻信息产业股份有限公司 2023 年第三季度报告 2023 年第三季度报告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、误导性陈述或重大遗漏。 重要内容提示: 1.董事会、监事会及董事、监事、高级管理人员保证季度报告的真实、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。 2.公司负责人、主管会计工作负责人及会计机构负责人(会计主管人员)声明:保证季度报告中财务信息的真实、准 确、完整。 3.第三季度报告是否经过审计 □是 否 1 武汉天喻信息产业股份有限公司 2023 年第三季度报告 证券代码:300205 证券简称:天喻信息 公告编号:2023-035 武汉天喻信息产业股份有限公司 一、主要财务数据 (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 | 项目 | 本报告期 | 本报告期比上年同 | 年初至报告期末 | 年初至报告期末比 | | --- | --- | --- | --- | --- | | | | 期增减 | | 上年同期增减 | | 营业收入(元) | 354,062,084.68 | - ...
天喻信息(300205) - 2023 Q2 - 季度财报
2023-08-24 16:00
Contract Costs - Contract acquisition costs are recognized as an asset if they are expected to be recoverable, but if the amortization period does not exceed one year, they are expensed in the current period[1] - Contract fulfillment costs are recognized as an asset if they meet specific criteria, including being directly related to a current or expected contract and increasing resources for fulfilling obligations[1] - Costs related to contract fulfillment must be directly attributable to the contract and expected to be recoverable to be recognized as an asset[1] - Assets related to contract costs are amortized on the same basis as the recognition of related revenue, impacting current period profits[2] Non-Current Assets Held for Sale - Non-current assets or disposal groups classified as held for sale are measured at the lower of their carrying amount before classification and their recoverable amount[5] - Non-current assets or disposal groups no longer meeting the criteria for held-for-sale classification are measured at the lower of their adjusted carrying amount and recoverable amount[5] Long-Term Equity Investments - Long-term equity investments are initially measured at cost, with adjustments made for differences between the initial investment cost and the fair value of net assets acquired[7] - For long-term equity investments under the equity method, if the initial investment cost is less than the fair value of the net assets acquired, the difference is recognized in current period profits[11] - Long-term equity investments obtained through business combinations are initially measured at the fair value of the consideration transferred[9] - Long-term equity investments under the cost method are adjusted for additional or reduced investments, with dividends recognized as investment income[10] - The company uses the equity method to account for long-term equity investments, adjusting the carrying value based on the investee's net profit or loss, other comprehensive income, and profit distribution[12] - In the event of a net loss from the investee, the company reduces the carrying value of the long-term equity investment and other long-term interests to zero, and recognizes additional loss obligations as a provision for liabilities[13] - When acquiring minority equity, the difference between the new long-term equity investment and the share of net assets calculated based on the increased shareholding ratio is adjusted to capital reserves[13] - The disposal of long-term equity investments without losing control results in the difference between the disposal price and the corresponding share of the subsidiary's net assets being recorded in shareholders' equity[13] - For long-term equity investments accounted for using the equity method, the remaining equity after disposal is still accounted for using the equity method, and the other comprehensive income previously recognized is proportionally transferred to current profit or loss[14] - When the company loses control of an investee due to partial disposal of equity investments, the remaining equity is accounted for using the equity method or financial instrument accounting standards, and the difference between fair value and carrying value is recognized in current profit or loss[15] Fixed Assets and Depreciation - The company recognizes fixed assets when the related economic benefits are likely to flow in and the cost can be reliably measured, with initial measurement based on cost and considering expected disposal costs[17] - Fixed assets are depreciated using the straight-line method, with depreciation periods ranging from 3 to 35 years and residual rates of 5%[18] - The company reviews the useful life, residual value, and depreciation method of fixed assets at least annually, and changes are treated as changes in accounting estimates[19] - Construction in progress is recognized at actual cost, including capitalized borrowing costs and other related expenses, and is transferred to fixed assets upon reaching the intended usable state[20] Borrowing Costs - Borrowing costs are capitalized when asset expenditures have occurred, borrowing costs have been incurred, and construction or production activities necessary to prepare the asset for its intended use or sale have begun[21] - Borrowing costs cease to be capitalized when the asset reaches its intended usable or saleable condition[21] - Specialized borrowing costs are capitalized based on actual interest expenses minus interest income from unused funds or temporary investments[21] - General borrowing costs are capitalized based on the weighted average of cumulative asset expenditures exceeding specialized borrowing, multiplied by the capitalization rate[21] - Foreign exchange differences on specialized foreign currency borrowings are fully capitalized during the capitalization period[21] Intangible Assets - Intangible assets are initially measured at cost and amortized using the straight-line method over their useful lives[24] - Intangible assets with indefinite useful lives are not amortized but are reviewed annually for impairment[24] - Internal research and development expenditures are classified into research phase and development phase, with development phase expenditures capitalized if certain criteria are met[31] Impairment of Assets - Long-term assets are tested for impairment if there are indications of impairment, and impairment losses are recognized if the recoverable amount is less than the carrying amount[32] - The company's long-term assets are tested for impairment when there are indications that their carrying amounts may not be recoverable, with impairment recognized if the carrying amount exceeds the recoverable amount[67] Employee Benefits - The company recognizes termination benefits as a liability when it cannot unilaterally withdraw the termination plan or redundancy proposal, and the related costs are included in current period expenses[39] - Termination benefits expected to be paid beyond 12 months after the reporting period are treated as other long-term employee benefits[39] - The company accounts for other long-term employee benefits under defined contribution plans or defined benefit plans, depending on the nature of the plan[40] Provisions and Liabilities - Provisions are recognized when the company has a present obligation, it is probable that an outflow of resources will be required, and the amount can be reliably estimated[42] - For loss-making contracts, the company recognizes a provision for the excess of expected costs over expected economic benefits[42] - The company recognizes restructuring provisions only when a detailed and formal plan has been announced and a binding sale agreement has been signed[42] Share-Based Payments - Equity-settled share-based payments are measured at the fair value of the equity instruments granted, and the cost is recognized over the vesting period[43] - Cash-settled share-based payments are measured at the fair value of the liability, and the cost is recognized over the vesting period[44] Revenue Recognition - Revenue is recognized when control of goods or services is transferred to the customer, and the transaction price is allocated to each performance obligation based on relative standalone selling prices[47] - The company recognizes revenue over time if certain criteria are met, such as the customer simultaneously receiving and consuming the benefits of the company's performance[48] - Domestic product sales revenue is recognized when goods are delivered to the customer's specified location and confirmed by the customer, including methods such as signed receipts, statements, or confirmation on the customer's data management platform[50] - Export product sales revenue is recognized when goods are cleared for export and the export declaration or customer receipt is obtained[50] - Revenue from technical development contracts is recognized based on the progress of service delivery, using the input method to determine the progress, and confirmed by customer-signed settlement or acceptance documents[51] - Revenue from asset usage rights contracts is recognized over the period of asset usage based on the progress of the contract[51] Government Grants - Government grants are classified as either asset-related or income-related, with asset-related grants recognized as deferred income and amortized over the asset's useful life[52] - Income-related government grants are recognized as deferred income and recorded in the current period's profit or loss when related costs or losses are incurred[54] - Government grants related to daily operations are included in other income or offset against related costs, while those unrelated to daily operations are recorded in non-operating income or expenses[55] Deferred Tax - Deferred tax assets and liabilities are recognized for temporary differences between the carrying amount and tax base of assets and liabilities, using the balance sheet liability method[56] - Deferred tax assets are recognized for deductible temporary differences if it is probable that taxable profit will be available against which the temporary difference can be utilized[57] - Income tax expenses include current tax and deferred tax, with deferred tax adjustments for business combinations affecting the carrying amount of goodwill[58] - The company's deferred tax assets and liabilities are reported net when there is a legal right to offset current tax assets and liabilities, and they relate to the same tax authority and taxpayer[59] - The company's total unrecognized deferred tax assets amounted to RMB 111,047,203.44 at the end of the period, with deductible temporary differences of RMB 5,997,157.52 and deductible losses of RMB 105,050,045.92[63] Financial Instruments and Impairment - The company's financial assets are assessed for impairment using an expected credit loss model, which requires significant judgment and estimates based on historical data and forward-looking information[66] - The company's inventory is measured at the lower of cost or net realizable value, with impairment recognized when cost exceeds net realizable value[66] - The company uses various valuation methods, including discounted cash flow models, to determine the fair value of financial instruments without active markets[67] Income Tax Rates - The company's income tax rate is 15% due to its status as a high-tech enterprise, with the certification valid for three years[70] - The company's subsidiary, Hubei Baiwang Jinfu Technology Co., Ltd., also enjoys a 15% preferential corporate income tax rate as a high-tech enterprise[70] - The company's subsidiaries, including Wuhan Tianyu Julian Intelligent Technology Co., Ltd., have been recognized as small and micro-profit enterprises, benefiting from reduced corporate income tax rates. For taxable income not exceeding RMB 1 million, the tax rate is effectively 10% (25% of taxable income at a 20% rate), and for income between RMB 1 million and RMB 3 million, the tax rate is effectively 5% (25% of taxable income at a 20% rate)[71] Accounts Receivable and Bad Debt Provisions - Accounts receivable increased by 34.87% compared to the beginning of the period, driven by growth in sales revenue and the addition of new receivables not yet settled[85] - The company's accounts receivable balance at the end of the period was RMB 959,929,134.48, with a bad debt provision of RMB 190,128,577.73, representing a provision ratio of 19.81%[77] - The top five accounts receivable balances at the end of the period totaled RMB 272,699,796.04, accounting for 28.41% of the total accounts receivable balance, with a corresponding bad debt provision of RMB 47,637,186.24[84] - Accounts receivable with a balance of 35,791,785.72 yuan from Shandong Huitong Cloud Data Technology Co., Ltd. has a 100% bad debt provision due to significant uncertainty in recovery[163] - The company's total accounts receivable at the end of the period amounted to 959,929,134.48 yuan, with 788,841,939.23 yuan (82.18%) within 1 year[164] Prepayments and Other Receivables - Prepayments decreased by 53.96% compared to the beginning of the period, mainly due to the settlement of prepayments and a reduction in prepayment transactions during the reporting period[83] - The balance of receivables financing decreased by 79.31% compared to the beginning of the period, primarily due to the endorsement of bank acceptance bills during the reporting period[87] - Other receivables decreased from RMB 96,999,290.16 at the beginning of the period to RMB 89,535,187.74 at the end of the period[90] - The total other receivables decreased from 116,836,948.11 yuan at the beginning of the period to 112,194,859.63 yuan at the end of the period, a decrease of 4.64%[92] - The bad debt provision increased from 19,837,657.95 yuan at the beginning of the period to 22,659,671.89 yuan at the end of the period, an increase of 14.23%[94][98] - The top five other receivables accounted for 86.09% of the total other receivables at the end of the period, with a total balance of 96,583,198.60 yuan[99] Inventory and Impairment - The total inventory decreased from 532,905,991.25 yuan at the beginning of the period to 478,552,560.36 yuan at the end of the period, a decrease of 10.20%[101] - The inventory impairment provision decreased from 164,989,591.35 yuan at the beginning of the period to 162,604,349.89 yuan at the end of the period, a decrease of 1.45%[101][104] Other Assets and Liabilities - Other current assets increased by 46.24% from the beginning of the period, mainly due to an increase in the balance of input tax credits and deductible input tax[106] - The long-term receivables decreased from 43,486,811.17 yuan at the beginning of the period to 34,501,120.71 yuan at the end of the period, a decrease of 20.66%[108] - The bad debt provision for long-term receivables decreased from 2,391,716.35 yuan at the beginning of the period to 2,341,716.35 yuan at the end of the period, a decrease of 2.09%[109] - The company's investment in Huayu Shurong Technology (Shanghai) Co., Ltd. remained stable at 100,000 yuan with no changes during the period[111] - The investment in Wuhan Xinghe Shumei Technology Co., Ltd. showed a significant increase, reaching 4,688,440.46 yuan at the end of the period[111] - The investment in Hubei Xinghua Jiaoshou Information Technology Co., Ltd. increased by 92,754.04 yuan, reaching 4,239,203.00 yuan at the end of the period[111] - The investment in Wuhan Diechi Technology Co., Ltd. decreased by 555,143.00 yuan, resulting in a final balance of 5,387,679.72 yuan[111] - The total investment in joint ventures and associates decreased by 462,388.96 yuan, ending at 21,726,842.72 yuan[111] - The company's non-trading equity investments decreased from 10,074,026.93 yuan to 8,686,831.54 yuan, with significant reductions in investments in Hunan, Guizhou, and Heilongjiang Baiwang Jinfu Technology Co., Ltd.[114] - The company received dividend income of 700,000 yuan from its strategic equity investments, with the largest portion coming from Hunan Baiwang Jinfu Technology Co., Ltd.[115] - The company's fixed assets decreased from 417,394,111.73 yuan to 407,706,166.22 yuan, primarily due to depreciation and disposal of assets[119][122] - The company's construction in progress increased by 918.72%, reaching 122,123.90 yuan, mainly due to the purchase of equipment that has not yet been accepted[126] - The company's intangible assets increased by 45.32% compared to the beginning of the period, mainly due to the capitalization of self-developed projects that met the criteria for intangible assets[134] - The proportion of intangible assets formed through internal R&D accounted for 43.88% of the total intangible assets balance[132] - The company's development expenditure decreased by 100% compared to the beginning of the period, as self-developed projects meeting capitalization criteria were transferred to intangible assets[136] - The company's accounts payable decreased by 38.67% compared to the beginning of the period, mainly due to the repayment of due payments[148] - The company's notes payable increased by 63.48% compared to the beginning of the period, primarily due to an increase in business settled through bank acceptance bills[145] - The company's short-term borrowings increased by 3.24% compared to the beginning of the period, reaching 681,637,772.89 yuan[143] - The company's contract liabilities decreased by 6.57% compared to the beginning of the period, totaling 80,622,957.30 yuan[150] - The company's employee compensation payable decreased by 54.23% compared to the beginning of the period, totaling 35,609,415.85 yuan[151] - The company's prepaid equipment and software payments decreased by 0.76% compared to the beginning of the period, totaling 4,369,856.52 yuan[141] - The company's partnership investment cost and investment income (equity method) increased by 0.87% compared to the beginning of the period, totaling 519,497,571.96 yuan[141] - The company's cash and cash equivalents decreased by 9.90% from the beginning of the period, totaling 867,982,046.13 yuan at the end of the period[161] - The company's total employee compensation decreased by 54.24% compared to the beginning of the period, mainly due to the payment of accrued employee compensation from the previous year[155] - Total liabilities decreased from 75,758,783.96 yuan to 69,086,297.45 yuan, a reduction of 8.81%[167] - One-year non-current liabilities increased slightly from 32,733,180.22 yuan to 32,867,018.02 yuan[170] - Long-term prepaid expenses for decoration and maintenance decreased from 5,611,894.19 yuan to 4,859,535.05 yuan[173] - Deferred income increased by 528.57% due to new project subsidies, reaching 4,400,000.00 yuan[199] - Lease liabilities decreased by 54.73% from 317,586.61 yuan to 143,764.92 yuan[192] - Long-term payables decreased from 42,551,825.28 yuan to 33,813,539.58 yuan[194] - Government subsidies for the "2023 Provincial Manufacturing High-Quality Development Special Fund" amounted to 3,200,000.00 yuan[199] - The balance of other current liabilities decreased from 10,314,541.08 yuan to 7,819,252.29 yuan[190] - The balance of technical licensing and service fees decreased from 1,610,682.80 yuan to 1,297,298.01 yuan[173] - The balance of prepaid expenses decreased from 36,154,831.23 yuan to 33,877,718.95 yuan[167]
天喻信息(300205) - 2023 Q1 - 季度财报
2023-04-26 16:00
本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、误导性陈述或重大遗漏。 重要内容提示: 1.董事会、监事会及董事、监事、高级管理人员保证季度报告的真实、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。 2.公司负责人、主管会计工作负责人及会计机构负责人(会计主管人员)声明:保证季度报告中财务信息的真实、准确、 完整。 3.第一季度报告是否经过审计 武汉天喻信息产业股份有限公司 2023 年第一季度报告 证券代码:300205 证券简称:天喻信息 公告编号:2023-018 武汉天喻信息产业股份有限公司 2023 年第一季度报告 □是 否 1 武汉天喻信息产业股份有限公司 2023 年第一季度报告 一、主要财务数据 (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 | 项目 | 本报告期 | 上年同期 | 本报告期比上年同期增减 | | --- | --- | --- | --- | | 营业收入(元) | 469,496,186.14 | 347,202,235.88 | 35.22% | | 归属于上市公司股东的净利润 ...
天喻信息(300205) - 2022 Q4 - 年度财报
2023-04-25 16:00
Financial Performance - Revenue for 2022 reached 1,791,779,939.08 yuan, a 25.27% increase compared to 2021[19] - Net profit attributable to shareholders in 2022 was 86,442,430.75 yuan, a significant turnaround from a loss of 149,872,516.78 yuan in 2021[19] - Operating cash flow for 2022 was 102,217,306.50 yuan, a 140.22% improvement from -254,145,611.54 yuan in 2021[19] - Basic earnings per share for 2022 was 0.2010 yuan, compared to -0.3485 yuan in 2021[19] - Total assets at the end of 2022 were 3,285,529,940.48 yuan, a 4.01% increase from 2021[19] - Shareholders' equity at the end of 2022 was 1,487,549,966.43 yuan, a 6.29% increase from 2021[19] - Revenue for Q1, Q2, Q3, and Q4 were 347.20 million, 424.63 million, 549.24 million, and 470.71 million respectively[21] - Net profit attributable to shareholders in Q1, Q2, Q3, and Q4 were 0.93 million, 11.37 million, 75.31 million, and -1.16 million respectively[21] - Net cash flow from operating activities in Q1, Q2, Q3, and Q4 were -50.42 million, -175.83 million, 226.32 million, and 102.14 million respectively[21] - Non-recurring gains and losses for 2022 amounted to 24.12 million, including government subsidies of 4.64 million and gains from financial assets of 0.88 million[25] - The company achieved operating revenue of 1.792 billion yuan, a year-on-year increase of 25.27%[39] - The financial IC card business achieved operating revenue of 439 million yuan, a year-on-year increase of 31.35%[39] - The financial terminal business achieved operating revenue of 668 million yuan, a year-on-year decrease of 3.45%[39] - The company's net profit attributable to shareholders was 86.4424 million yuan[39] - The company's net profit attributable to shareholders after deducting non-recurring gains and losses was 62.3187 million yuan[39] - Total revenue for 2022 was 1.791 billion yuan, a year-on-year increase of 25.27%[45] - Smart card revenue accounted for 55.56% of total revenue, reaching 995.46 million yuan, a year-on-year increase of 107.85%[45][46] - Domestic revenue accounted for 85.09% of total revenue, reaching 1.525 billion yuan, a year-on-year increase of 14.04%[46] - International revenue accounted for 14.91% of total revenue, reaching 267.17 million yuan, a year-on-year increase of 186.24%[46] - Smart card product gross margin increased by 17.70 percentage points to 40.93%[47] - Production volume increased by 22.77% to 332.79 million units[48] - Raw material costs increased by 61.19% to 946,953,942.45 yuan in 2022, accounting for 75.72% of operating costs, up from 54.58% in 2021[50] - R&D expenses decreased by 13.82% to 164,461,812.15 yuan in 2022, while R&D personnel decreased by 23.39% to 760 employees[54][55] - R&D investment in 2022 was 199,405,397.44 yuan, accounting for 11.13% of operating revenue, down from 16.83% in 2021[58] - Operating cash flow increased by 140.22% to 102,217,306.50 yuan in 2022, driven by increased sales revenue and reduced bank acceptance bills[60] - Investment cash flow increased by 479.57% to 374,842,568.07 yuan in 2022, mainly due to repayment of loans and interest from Shenchuang Intelligent and Tianyu Education equity transfer[61] - Financing cash flow decreased by 144.21% to -67,330,191.32 yuan in 2022, primarily due to increased repayment of matured loans[62] - Investment income amounted to 18,427,433.94 yuan, accounting for 18.23% of total profit, mainly from equity method accounting for invested units and dividends from affiliated companies[64] - Asset impairment losses totaled -65,410,645.83 yuan, representing -64.72% of total profit, primarily due to provisions for bad debts, inventory write-downs, and long-term equity investment impairments[64] - Monetary funds increased by 15.69% to 963,360,928.20 yuan, accounting for 29.32% of total assets, driven by loan repayments and increased sales revenue[66] - Fixed assets rose by 5.10% to 417,394,111.73 yuan, as the company's data security industrial park Phase II reached operational status and was transferred from construction in progress[66] - Short-term borrowings increased by 1.78% to 660,238,871.08 yuan, representing 20.10% of total assets[67] - The company redeemed large certificates of deposit, reducing trading financial assets by 3.24% to 5,672,160.00 yuan[67] - Total investment in the reporting period was 275,347,105.59 yuan, a decrease of 71.01% compared to the previous year[72] - The company's investment in Jianghuai Automobile (600418) resulted in a fair value loss of -1,844,640.00 yuan, with the ending book value at 5,672,160.00 yuan[75] - Shenzhen Changyu Investment Partnership contributed 19,558,030.44 yuan in net profit, focusing on digital currency and upstream/downstream industry investments[80] Business Operations - The company proposed a cash dividend of 0.45 yuan per 10 shares for 2022[4] - The company's registered address is in the Huazhong University of Science and Technology Park, Wuhan[15] - The company's stock code is 300205 and is listed on the Shenzhen Stock Exchange[15] - The number of bank cards issued nationwide reached 9.478 billion by the end of 2022, a year-on-year increase of 2.50%[29] - The number of social security card holders reached 1.368 billion, with 267 million being third-generation cards[29] - Digital RMB pilot transactions reached 3.6 billion transactions and 100.04 billion yuan by August 31, 2022[29] - The number of mobile phone users in China increased by 40.62 million in 2022, while the number of cellular IoT terminal users increased by 447 million[30] - The number of IoT terminal users in China reached 1.845 billion by the end of 2022, surpassing the number of mobile phone users[30] - The international smart card market is growing rapidly, especially in "Belt and Road" countries transitioning from magnetic stripe cards to chip cards[31] - Communication industry revenue reached 272 million yuan, a year-on-year increase of 165.81%[40] - Communication smart card shipments reached approximately 100 million units[41] - International business revenue reached 383 million yuan, a year-on-year increase of 306.20%[42] - Tax business revenue decreased by 28.25% to 23.1251 million yuan[43] - The company established two new wholly-owned subsidiaries: Shanghai Hengxin with a registered capital of 15 million yuan and Tianyu International Trade with a registered capital of 10 million yuan[51] - Top 5 customers accounted for 25.68% of total sales, with the largest customer contributing 6.70% of total sales[52] - Top 5 suppliers accounted for 43.67% of total procurement, with the largest supplier contributing 26.21% of total procurement[53] - The company's 6 smart card and financial terminal products passed certifications from international organizations such as VISA, MasterCard, JCB, American Express, and DISCOVER[37] - The company's 20 smart card products passed certifications from organizations such as UnionPay and the China Academy of Information and Communications Technology[37] - The company applied for 29 patents, including 20 invention patents, 6 utility model patents, and 3 design patents[36] - The company added 42 new patents, including 23 invention patents, 17 utility model patents, and 2 design patents[36] - The company added 43 new software copyrights[36] - Focus on data security, blockchain, privacy computing, cloud computing, big data, and AI technologies to achieve technological autonomy and differentiated products[82] - Expand market share in high-end bank cards, third-generation social security cards, and preferential certificates, while exploring new business models in digital RMB financial services[82] - Increase market share in communication smart cards and expand shipments of secure communication modules and IoT terminal products[83] - Accelerate the construction of international business systems, deepen key markets, and expand international IoT product and cloud service revenue[83] - Risk of declining gross margin due to high upstream smart card chip prices and intense downstream market competition[83] - Risk of inventory impairment due to weak semiconductor demand and falling chip prices in the consumer electronics industry[84] - Optimize product sales structure and actively explore international markets to stabilize overall gross margin levels[83] - Balance inventory levels based on industry demand and price changes to mitigate inventory impairment risks[84] Corporate Governance and Leadership - The audit report for 2022 was issued with a qualified opinion by Zhong Shen Zhong Huan Certified Public Accountants[3] - The participation rate of investors in the 2022 First Extraordinary General Meeting was 45.51%[96] - The participation rate of investors in the 2021 Annual General Meeting was 45.47%[96] - The participation rate of investors in the 2022 Second Extraordinary General Meeting was 40.47%[96] - Zhang Xinfang held 5,419,710 shares at the end of the reporting period, with no changes during the period[98] - Zou Zhuoyu, an independent director, resigned on March 17, 2022, due to work reasons[100] - Jin Shaoping, a director, resigned on August 23, 2022, due to work reasons[101] - Li Daming, a director, resigned on December 9, 2022, due to work reasons[101] - Zhang Xinfang was appointed as General Manager on August 1, 2022, after stepping down as Vice Chairman[101] - Sun Jing was appointed as Vice Chairman on August 1, 2022, after stepping down as General Manager[101] - The company's current board members include Yan Chunyu, who holds a master's degree and serves as the chairman, and Ai Di, who also holds a master's degree and serves as a director[102] - Zhang Xinfang, a professor and doctoral supervisor, serves as a director and holds multiple leadership positions in affiliated companies[103] - Sun Jing, with a background in accounting, serves as the vice chairman of the company[103] - Yan Zuohui, with extensive experience in finance, serves as a director and holds multiple roles in financial management and investment[103] - Wang Mi, with a legal and financial background, serves as a director and holds multiple roles in financial and legal oversight[104] - Ouyang Lihua, with a background in English and project management, serves as an independent director[104] - Sun Chenzhong, with a background in engineering and investment, serves as an independent director[105] - Li Yabo, a certified public accountant, serves as an independent director[105] - Cheng Qin, with experience in accounting and auditing, serves as the chairman of the board of supervisors[106] - Dan Mingbo, with a background in power systems and automation, serves as the company's general manager[108] - The company's actual payment to directors, supervisors, and senior management (including those who left during the reporting period) totaled 10.1261 million yuan[112] - Chairman Yan Chunyu received a pre-tax remuneration of 2.2542 million yuan[113] - Vice Chairman Sun Jing received a pre-tax remuneration of 1.0623 million yuan[113] - Former Vice Chairman and General Manager Zhang Xinfang received a pre-tax remuneration of 1.4689 million yuan[113] - Independent Director Ouyang Lihua received an allowance of 54,000 yuan[113] - Independent Director Sun Chenzhong received an allowance of 54,000 yuan[113] - Independent Director Li Yabo received an allowance of 45,000 yuan[113] - Supervisor Cheng Qin received a remuneration of 310,800 yuan[113] - Supervisor Yue Hui received a remuneration of 376,800 yuan[113] - General Manager Dan Mingbo received a remuneration of 716,500 yuan[113] - The Audit Committee held 5 meetings in 2022, focusing on internal audits, financial reports, and asset impairment provisions[121] - The Board of Directors held 15 meetings in 2022, with all directors attending as required, and no director missed two consecutive meetings[116] - Director Ai Di voted against the proposal to convene the 2022 Third Extraordinary General Meeting of Shareholders due to cautious considerations[118] - The Supervisory Committee found no risks during its supervision activities in the reporting period[122] - The company did not distribute cash dividends, issue bonus shares, or convert capital reserves into share capital for the 2021 fiscal year[127] - The cash dividend policy is in compliance with the company's articles of association and shareholder meeting resolutions, with clear standards and proportions[128] - The company plans to distribute a cash dividend of 0.45 yuan per 10 shares, totaling 19,352,520 yuan, representing 25% of the distributable profit for 2022[128] - The total cash dividend amount accounts for 100% of the profit distribution for the year[128] - The company has established a comprehensive internal control system in accordance with relevant laws and regulations, covering major aspects of business operations[130] - The internal control system is designed to be sound and reasonable, with effective execution and no significant omissions[131] - The internal control evaluation report was disclosed on April 26, 2023, with 99.53% of the company's total assets and 99.75% of its revenue included in the evaluation scope[132] - No significant internal control deficiencies were identified during the reporting period[132] - No major defects in financial reports were identified, with 0 instances of major defects in both financial and non-financial reports[133] - The company completed the rectification of corporate governance self-inspection issues in 2021[134] - The company is classified as a key pollutant discharge unit by environmental protection authorities and complies with relevant environmental standards[137] - The company's emissions of non-methane total hydrocarbons, particulate matter, chemical oxygen demand, and ammonia nitrogen are all within the permitted limits and meet the standards[138] - The company spent 495,972 yuan on hazardous waste treatment, 23,712 yuan on environmental testing, and 118,000 yuan on environmental impact assessment acceptance during the reporting period[139] - The company conducted at least one emergency environmental incident drill annually and has established a comprehensive environmental management system[139] - The company emphasized investor rights protection by enhancing communication through various channels, including online performance briefings and investor hotlines[139] - The company supported 533 underprivileged students through its Hubei Chunhui Education Foundation, with some students admitted to prestigious universities like National University of Defense Technology and Xi'an Jiaotong University[140] - The company has not yet initiated any projects related to poverty alleviation or rural revitalization during the reporting period[141] - Wuhan Tongyu Investment Partnership has committed to a 36-month lock-up period for the shares of Tianyu Information acquired through the transaction, effective from the completion of the share transfer registration on September 2, 2021, until September 1, 2024[144] - Wuhan Tongyu, Ai Di, and Yan Chunyu have pledged to avoid any direct or indirect competition with Tianyu Information and its subsidiaries, and will prioritize Tianyu Information's interests in any business expansions[144] - Wuhan Tongyu has committed to reducing and regulating potential future related-party transactions, ensuring they are conducted at fair market prices and in compliance with relevant laws and regulations[144] - Shenzhen Shenchuang Intelligent Group and Tibet Lianchuang have committed to a 36-month lock-up period for their partnership shares in Wuhan Tongyu, effective from March 1, 2021, until September 23, 2024[146] - Ai Di and Yan Chunyu have committed to maintaining control over Tibet Lianchuang for a 36-month period following the completion of the share transfer, effective from March 1, 2021, until September 23, 2024[146] - Wuhan Tongyu Investment commits to not losing control of Wuhan Tongyu General Partner Tibet Lianchuang Yongyuan Equity Investment Co., Ltd. within 36 months after the completion of the share transfer and registration of Tianyu Information[148] - Wuhan Tongyu promises to maintain the stability and continuity of Tianyu Information's existing main business and not to change the company's registered location after the share transfer[148] - Wuhan Tongyu pledges to provide support in credit enhancement, financing, and business security to Tianyu Information after obtaining control, aiming to strengthen the company[148] - Wuhan Tongyu commits to not reducing its shareholding in Tianyu Information within 36 months after the share transfer and to maintaining the stability of the company's control rights[148] - Wuhan Tongyu ensures the independence of Tianyu Information's assets, personnel, finance, and business operations, and avoids any improper interference[148] - Shenchuang Intelligent Group and its actual controller Yan Chunyu promise to repay Tianyu Information a debt of RMB 472.2337 million in two installments, with 30% paid within 3 days of the equity transfer agreement taking effect and the remaining 70% by March 31, 2022[149] - Shenchuang Intelligent Group commits to using its own funds and self-raised funds to pay the equity transfer price and the debt owed to Tianyu Information[149] - Zhang Xinfang, during the initial public offering or refinancing, commits to not reducing his shareholding in the issuer within 12 months of the company's listing on the Shenzhen Stock Exchange[150] - Zhang Xinfang promises to transfer no more than 25% of his shares annually during his tenure and not to transfer any shares within six months after leaving