Financial Performance - Total operating revenue for 2023 was RMB 11,533,786,779.44, a decrease of 8.20% compared to 2022 [16] - Net profit attributable to shareholders of the listed company in 2023 was RMB 997,022,699.99, an increase of 46.39% compared to 2022 [16] - Net cash flow from operating activities in 2023 was RMB 1,056,261,600.78, a decrease of 70.68% compared to 2022 [16] - Basic earnings per share in 2023 were RMB 0.8873, an increase of 46.39% compared to 2022 [17] - Weighted average return on equity in 2023 was 15.76%, an increase of 3.77 percentage points compared to 2022 [17] - Revenue for 2023 was RMB 11.53 billion, a decrease of 7.44% year-over-year [26] - Net profit attributable to shareholders of the parent company was RMB 997.02 million, an increase of 46.39% year-over-year [26] - Total assets for 2023 were RMB 13.82 billion, an increase from RMB 12.99 billion in 2022 [25] - Total liabilities for 2023 were RMB 6.60 billion, slightly up from RMB 6.49 billion in 2022 [25] - Shareholders' equity for 2023 was RMB 7.22 billion, up from RMB 6.50 billion in 2022 [25] - Revenue decreased by 7.44% to RMB 11,528,160,755.86 compared to the previous year [43] - Operating costs decreased by 7.63% to RMB 9,696,630,033.53 [43] - R&D expenses decreased by 12.75% to RMB 461,344,381.32 [43] - Sales expenses increased by 8.41% to RMB 240,891,055.45 [43] - Investment income surged by 1,576.20% to RMB 122,157,792.20 [43] - Net cash flow from operating activities decreased by 70.68% to RMB 1,056,261,600.78 [43] - Revenue from the equipment manufacturing industry decreased by 7.44% year-on-year to 1,152,816 million RMB, with a gross margin increase of 0.17 percentage points to 15.89% [47] - Agricultural machinery revenue decreased by 9.32% year-on-year to 1,056,253 million RMB, with a gross margin increase of 0.45 percentage points to 14.50% [47] - Domestic revenue decreased by 10.18% year-on-year to 1,054,356 million RMB, while international revenue increased by 37.29% to 98,460 million RMB [48] - Sales through the distribution channel decreased by 15.10% year-on-year to 863,246 million RMB, while direct sales increased by 26.60% to 289,570 million RMB [48] - Material costs for agricultural machinery decreased by 10.78% year-on-year to 818,405 million RMB, accounting for 90.62% of total costs [52] - Material costs for power machinery increased by 16.91% year-on-year to 239,719 million RMB, accounting for 91.42% of total costs [52] - Sales expenses increased by 18.68 million RMB year-on-year due to increased product promotion and service support for the new National IV products [45] - R&D expenses decreased by 67.44 million RMB year-on-year due to reduced investment in National IV model development and certification [45] - Investment income increased by 114.87 million RMB year-on-year due to increased large-scale certificate of deposit purchases and improved performance of affiliated enterprises [45] - The top five customers accounted for 80,121 million RMB in sales, representing 6.95% of total annual sales, with related party sales accounting for 18,277 million RMB or 1.59% of total sales [54] - Sales to the top 5 customers totaled 14,505.21 million yuan and 14,029.57 million yuan respectively, accounting for 1.26% and 1.22% of the total annual sales [55] - Procurement from the top 5 suppliers amounted to 172,252 million yuan, accounting for 19.88% of the total annual procurement, with related party procurement of 108,504 million yuan, accounting for 12.52% [56] - R&D expenses decreased by 12.75% to 461,344,381.32 yuan, accounting for 4.00% of the total operating revenue [59][60] - The net cash flow from operating activities decreased by 2,545,745,716.57 yuan, a 70.68% decrease compared to the same period last year [65] - The company's total assets at the end of the reporting period were 1,381,726.20 million yuan, with overseas assets accounting for 0.56% of the total assets [68] - The company's restricted monetary funds at the end of the reporting period amounted to 546,368,200 yuan, including bank acceptance bill guarantees of 544,771,500 yuan [69] - The company's monetary funds decreased by 36.54% to 2,769,578,885.96 yuan, accounting for 20.04% of total assets [67] - The company's undistributed profits increased by 44.05% to 2,218,749,266.26 yuan, accounting for 16.06% of total assets [67] - Asset-liability ratio decreased by 2.24 percentage points to 47.75% compared to the beginning of the period [70] - Current ratio decreased by 0.22 to 1.07, and quick ratio decreased by 0.27 to 0.82 [70] - The company has long-term borrowings of RMB 200 million due after one year [71] - The company's subsidiary, Diesel Engine Company, sold 32,262,716 shares of Zhongyuan Bank, representing 0.8827% of the bank's equity, for RMB 667.83 million [74] - Guomao Company's net profit increased by RMB 124.92 million due to increased export sales and no new credit impairment provisions [78] - Diesel Engine Company's net profit increased by RMB 246.61 million due to reduced fair value loss on Zhongyuan Bank shares and lower tax expenses [78] - Tuoyan Company's net profit increased by RMB 5.96 million due to cost reduction and efficiency improvement [78] Dividend and Shareholder Information - The company plans to distribute a cash dividend of RMB 3.194 per 10 shares, totaling approximately RMB 358.89 million, based on the total share capital of 1,123,645,275 shares as of December 31, 2023 [2] - The company's total share capital as of December 31, 2023, is 1,123,645,275 shares [2] - The company plans to distribute a cash dividend of RMB 3.194 per 10 shares, totaling approximately RMB 358.89 million for the year 2023 [164] - The company's dividend policy mandates a minimum cash dividend payout of 25% of distributable profits, with higher payouts during periods of significant profit growth [187] - The company's cash dividend payout ratio varies based on its development stage and capital expenditure plans, ranging from 20% to 80% [188] Corporate Governance and Leadership - The company's legal representative is Liu Jiguo [8] - The company's Board Secretary is Yu Lina, and the Securities Affairs Representative is Zhang Shuang [9] - The company's Chinese name is 第一拖拉機股份有限公司, and its English name is First Tractor Company Limited [8] - The company's English abbreviation is First Tractor [8] - The company's contact address is 154 Jianshe Road, Luoyang City, Henan Province [9] - The company's telephone number is (86 379) 64967038, and the fax number is (86 379) 64967438 [9] - The company's email addresses are yulina@ytogroup.com for the Board Secretary and kicyzhang@126.com for the Securities Affairs Representative [9] - The company's 2023 annual report was audited by ShineWing Certified Public Accountants, who issued a standard unqualified audit report [2] - The company's board of directors consists of 8 members, with independent non-executive directors accounting for one-third of the board [172] - The board of directors held 10 meetings during the reporting period, including 4 regular meetings [175] - The company has adopted a Board Diversity Policy to achieve diversity in board composition, aiming to comply with the HKEX Listing Rules by December 31, 2024 [177] - The company's management structure includes a General Manager, Deputy General Managers, and a CFO, responsible for daily operations and business planning [178] - The company's board members range in age from 41 to 67 years old, with diverse professional backgrounds including accounting, agricultural machinery, and business management [175] - The company has implemented a Board Independence Evaluation Mechanism to ensure independent perspectives and improve board performance [176] - The company's subsidiaries are managed through operational planning, comprehensive budgeting, performance evaluation, and the appointment of directors and supervisors [168] - The company's Chairman and General Manager roles were separated on October 23, 2023, with Wei Tao appointed as General Manager [178] - The company's board members have no financial, commercial, familial, or other significant relationships with each other [172] - The company has appointed ShineWing Certified Public Accountants as the auditor for the 2023 fiscal year, following their appointment in November 2022 [182] - Shareholders holding 10% or more of the company's voting shares can request an extraordinary general meeting, which the board must convene within 2 months [183] - Shareholders holding 3% or more of the company's shares can propose agenda items for the general meeting 10 days prior to the meeting [183] - The company has strengthened investor relations through various channels, including earnings briefings, the SSE E-Interaction platform, and on-site shareholder meetings [184] - The board has confirmed the effectiveness of the company's risk management and internal control systems as of December 31, 2023 [185] - The company has revised its Articles of Association and Independent Director Work System to enhance the role of independent directors in decision-making and oversight [186] - The board has fulfilled its corporate governance responsibilities, including policy formulation, compliance monitoring, and director training [189] Research and Development - The company's new YTN3 diesel engine intelligent production line has been put into use, enhancing manufacturing capabilities [27] - The company's LW3204 high-horsepower continuously variable transmission tractor completed testing and achieved small-scale sales, filling multiple domestic technology gaps [27] - The company's 50-80 horsepower hilly and mountainous tractors completed trial production and entered market operation verification [27] - The company's YTN3 diesel engine products performed well in the market [27] - The company's intelligent multi-purpose tractor capacity enhancement project has commenced construction [27] - The company's YTN platform series diesel engine new product development and application are progressing steadily [27] - The company has a robust R&D team and has made breakthroughs in high-end intelligent agricultural machinery and equipment [39] - The company's R&D personnel totaled 1,093, accounting for 15.94% of the total number of employees [63] Market and Sales Performance - The company sold 72,300 medium and large tractors in 2023, maintaining a leading market share [28] - Tractor product export sales increased by 43% year-over-year [28] - The company sold 151,100 diesel engines in 2023, with 82,500 units exported, a 7.69% year-over-year increase [28] - The company's market capitalization increased by 30% at the end of 2023 compared to the beginning of the year [30] - The company's sales network covers all 31 provinces, autonomous regions, and municipalities in China, with international markets expanding in Asia, Russia, South America, Africa, and countries along the "Belt and Road" initiative [37] - The company's "Dongfanghong" brand has a strong market presence and has won multiple industry awards, including the "Most Influential Brand Award" and "Innovative Product Brand" [41] Environmental and Social Responsibility - The company invested 78.7525 million yuan in environmental protection during the reporting period [194] - The company's pollutant emissions, including particulate matter, nitrogen oxides, and sulfur dioxide, all met the standards, with a compliance rate of 100% [195][200] - The company implemented upgrades to the waste gas treatment facilities for the painting lines of the large tractor and diesel engine companies, achieving full-process waste gas collection and treatment [200] - The company completed environmental impact assessments for new investment projects and obtained approval in accordance with national regulations [200] - The company conducted emergency drills for hazardous waste leaks and sudden environmental equipment failures, enhancing its ability to handle environmental emergencies [200] Employee and Training Information - The company's total number of employees is 6,891, including 4,479 from the parent company and 2,412 from major subsidiaries [160] - The company has 4,008 production personnel, 632 sales personnel, 1,141 technical personnel, 1,041 management personnel, and 69 service personnel [160] - The company's employee education breakdown includes 279 with postgraduate degrees, 1,970 with bachelor's degrees, 1,432 with associate degrees, and 3,210 with below associate degrees [160] - The company has 15,365 retired employees for whom it bears expenses [160] - The company has established a salary system linked to economic performance, with incentives for key positions and high-skilled talent [161] - The company conducted various training programs, including for management, engineering, marketing, and operational skills, and developed online training resources [162] - The company has no equity incentive plans or employee stock ownership plans, except for disclosed mechanisms [165] Risk Management and Internal Controls - The company has formulated and revised 123 internal control systems, covering areas such as audit management, financial management, and investment management [167] - The company's internal control audit report for 2023 received a standard unqualified opinion [169] - The company has strengthened corporate governance by revising and improving governance systems, including the Independent Director Work System and Articles of Association [89] - The company's Audit Committee is responsible for recommending the appointment, reappointment, and removal of external auditors, approving their remuneration, and handling resignation or dismissal issues [143] - The Audit Committee reviews and monitors the independence and objectivity of auditors, as well as the effectiveness of audit procedures [143] - The Audit Committee evaluates the company's financial statements, annual reports, and internal control systems, ensuring compliance with accounting standards and relevant regulations [143] - The Audit Committee communicates with management to ensure the establishment of effective internal control systems and adequate resources for accounting and financial reporting functions [145] - The Audit Committee reviews internal control self-assessment reports and external audit reports, assessing the results and promoting the rectification of internal control deficiencies [145] - The Audit Committee serves as the primary representative between the company and external auditors, monitoring their relationship [146] - The company held 9 audit committee meetings during the reporting period, with all members attending in person and providing comprehensive feedback [147] - The audit committee reviewed the company's 2022 annual report preparation plan and financial report audit plan on January 9, 2023 [147] - The committee reviewed the 2022 performance forecast on January 18, 2023 [147] - On March 17, 2023, the committee reviewed the 2022 performance report and suggested enhancing training for financial personnel and directors [147] - The committee reviewed the 2023 Q1 report on April 21, 2023 [149] - The 2023 semi-annual report was reviewed on August 23, 2023 [149] - The committee reviewed the 2023 Q3 report and internal control evaluation plan on October 23, 2023 [149] - The nomination committee held 1 meeting during the reporting period, focusing on director and manager candidate recommendations [151] - The compensation committee held 1 meeting, reviewing the 2022 performance-based compensation for company executives [154] - The strategic, investment, and sustainable development committee held 2 meetings during the reporting period [157] Strategic Plans and Future Outlook - The company plans to focus on technological innovation in 2024, targeting large-scale, intelligent, and energy-saving agricultural machinery [82] - The company aims to enhance its core competitiveness and profitability by leveraging its manufacturing, technological, and market advantages [81] - The company will continue to develop high-end, intelligent agricultural machinery and integrate smart agriculture technologies to improve operational efficiency and precision [82] - Accelerate the improvement of marketing capabilities to consolidate the industry-leading position, focusing on enhancing competitiveness in the medium and large tractor market, and strengthening overseas expansion efforts, especially in South America and Southeast Asia [83] - Deepen cost management across the entire value chain, including R&D, procurement, production, and sales, to achieve cost reduction and efficiency improvement [84] - Focus on cultivating core competitive advantages in 2024, exploring various forms of cooperation in agricultural machinery, key component localization, and intelligent agricultural machinery [85] - Face intensified market competition risks due to product homogenization and the entry of cross-industry enterprises into the agricultural machinery sector [86] - Risk of subsidy policy adjustments in 2024, which may reduce subsidies for traditional tractor products and affect user purchasing power [87] - Overseas market expansion risks due to complex and volatile international business environments, including geopolitical, trade policy, and exchange rate fluctuations [88] Awards and Recognition - Received multiple awards in 2023, including the "Special Contribution Award for Corporate Governance" and the "ESG Central Enterprise 50 Golden Bull Award" [90] - The company's "Dongfanghong" brand has a strong market presence and has won multiple industry awards, including the "Most Influential Brand Award" and "Innovative Product Brand" [41] Board and Committee Meetings - The company held a total of 10 board meetings in 2023, including 3 on-site meetings, 4 via telecommunication, and 3 combining both methods [140] - Director Liu Jiguo attended all 10 board meetings and 3 shareholder meetings, with 4 meetings attended via telecommunication [141] - Director Zhang Zhiyu attended 9 out of 10 board meetings, with 4 meetings attended via telecommunication and 1 meeting delegated [141] - The Audit Committee is chaired by independent non-executive director Xue Liping and includes non-executive director Zhang Zhiyu and independent non-executive director Xu Liyou [142] - The company held 9 audit committee meetings during the reporting period, with all members attending

证券代码：601038 证券简称：一拖股份 公告编号：临 2024-17 第一拖拉机股份有限公司 关于召开 2023 年度股东周年大会、2024 年第一次 A 股类别股东 会议及 2024 年第一次 H 股类别股东会议的通知 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 股东大会召开日期：2024 年 5 月 29 日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 召开的日期时间：2024 年 5 月 29 日 14 点 30 分开始，依次召开 2023 年度 股东周年大会、2024 年第一次 A 股类别股东会议及 2024 年第一次 H 股类别股东 会议。 重要内容提示： 一、召开会议的基本情况 (一) 股东大会类型和届次 2023 年度股东周年大会、2024 年第一次 A 股类别股东会议及 2024 年第一次 H 股类别股东会议 (二) 股东大会召集人：董事会 (三) 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票 相结合的方式 (四) 现场会议召开的日期、时间和地点 1 召开地点：河 ...

深圳 北京 投资评级说明 财务指标 2022A 2023A 2024E 2025E 2026E 证券研究报告 | 公司动态点评 2024 年 03 月 29 日 营业收入（百万元） 12,455 11,528 12,920 14,324 15,766 增长率 yoy（%） 35.3 -7.4 12.1 10.9 10.1 归母净利润（百万元） 681 997 1,143 1,272 1,431 增长率 yoy（%） 55.4 46.4 14.6 11.3 12.5 ROE（%） 9.9 13.7 14.0 13.8 13.7 EPS 最新摊薄（元） 0.61 0.89 1.02 1.13 1.27 P/E（倍） 27.4 18.7 16.3 14.7 13.0 P/B（倍） 3.1 2.8 2.5 2.2 1.9 资料来源：公司财报，长城证券产业金融研究院 行业 机械 稳中求进，有望长期受益于行业发展趋势 稳中求进，拓宽海外市场。 盈利能力方面，2023 年公司销售毛利率为 15.89%，同比提升 0.17pct；销售净利率为 8.58%，同比提升 3.43pct，其 中主要系公司各环节的降本和成本管控，降本 ...

Financial Performance - The comprehensive gross margin for the equipment manufacturing industry was 15.89%, an increase of 0.17 percentage points compared to the same period last year[12]. - The gross margin for the agricultural machinery business was 14.50%, up by 0.45 percentage points year-on-year[12]. - The gross margin for the power machinery business was 11.97%, a decrease of 0.54 percentage points year-on-year[12]. - The company reported a significant increase in revenue, achieving a total of 1.2 billion RMB, representing a year-over-year growth of 15%[40]. - The total operating revenue for 2023 was approximately ¥11.53 billion, a decrease of 8.20% compared to ¥12.56 billion in 2022[82]. - The net profit attributable to shareholders for 2023 was approximately ¥997 million, representing an increase of 46.39% from ¥681 million in 2022[82]. - The company's total assets increased by 6.36% to approximately ¥13.82 billion in 2023, up from ¥12.99 billion in 2022[82]. - The net assets attributable to shareholders rose by 12.31% to approximately ¥6.69 billion in 2023, compared to ¥5.96 billion in 2022[82]. - The basic earnings per share for 2023 was ¥0.8873, an increase of 46.39% from ¥0.6061 in 2022[82]. - The total revenue for Q1 2023 was approximately CNY 4.19 billion, while Q2 and Q3 revenues were CNY 3.05 billion and CNY 3.00 billion, respectively, with Q4 revenue at CNY 1.28 billion[86]. - The net profit attributable to shareholders for Q1 2023 was CNY 485.73 million, decreasing to CNY 268.41 million in Q2, and increasing to CNY 331.05 million in Q3, but showing a loss of CNY 88.17 million in Q4[86]. Shareholder Information - The top ten shareholders held a total of 1,124,000,000 shares, representing 100% of the total shares[2]. - HKSCC Nominees Limited held 548,485,853 shares, accounting for 48.81% of the total shares[2]. - China Construction Bank's shareholding decreased by 17,399,662 shares, leaving it with 8,117,112 shares, which is 0.72%[2]. - The company has a total of 137,795,275 restricted shares at the end of the year, with no shares released or added during the year[74]. Cost Management and Expenses - The company plans to strengthen cost control across all processes, which has led to significant cost reduction results[12]. - The company has implemented strict expense management to control spending effectively[12]. - The total expenses for the year were CNY 1,017,359,639.69, a decrease of 7.88% compared to the previous year[60]. - The company reported a decrease in management expenses by 8.75%, totaling CNY 360,636,115.92 compared to the previous year[60]. - Operating costs decreased by 7.63% to CNY 9,696,630,033.53 from CNY 10,497,058,564.32 year-on-year[129]. - Research and development expenses decreased by 12.75% to CNY 461,344,381.32 from CNY 528,782,269.55 in the previous year[129]. Cash Flow and Investments - The company reported a net cash flow from operating activities decreased by RMB 254.575 million compared to the same period last year, primarily due to the restructuring of the financial company and the gradual cessation of financial operations[24]. - The net cash flow from investing activities decreased by RMB 86.28 million year-on-year, mainly due to the payment for equity investment in the financial company in the previous year[24]. - The net cash flow from financing activities increased outflow by RMB 20.582 million year-on-year, attributed to a decrease in the net inflow from loan guarantees and an increase in dividend payments[24]. - The cash flow from operating activities for 2023 was approximately ¥1.06 billion, a decrease of 70.68% from ¥3.60 billion in 2022[82]. - The net cash flow from operating activities for the current period is ¥1,056,261,600.78, a decrease of ¥2,545,745,716.57 or 70.68% compared to the same period last year[149]. Research and Development - The company has invested 50 million RMB in research and development for advanced agricultural machinery technologies[40]. - The company's R&D expenses for the period amounted to CNY 461,344,381.32, representing 4.00% of operating revenue, with no capitalized R&D expenses[64]. - The company has a total of 1,093 R&D personnel, accounting for 15.94% of the total workforce[147]. - The age structure of R&D personnel shows that 432 are aged between 30-40 years, while 260 are under 30 years old[147]. - The educational background of R&D personnel includes 1 PhD, 173 Master's degrees, and 819 Bachelor's degrees[147]. - The company has enhanced its R&D capabilities, launching new products such as the LF2204-E and LW3204 tractors, filling multiple domestic technology gaps[119]. Market Expansion and Sales - User data indicates that the company has expanded its customer base by 20%, reaching a total of 500,000 active users[40]. - The company projects a revenue growth of 10% for the next fiscal year, aiming for a target of 1.32 billion RMB[40]. - New product development includes the launch of a next-generation tractor model, expected to increase market share by 5%[40]. - The company is actively pursuing market expansion strategies, targeting Southeast Asia for new sales opportunities[40]. - The company sold 72,300 large and medium tractors in 2023, maintaining a leading market share, with tractor product exports increasing by 43% year-on-year[120]. - The company sold 151,100 diesel engines in 2023, with external sales reaching 82,500 units, a year-on-year growth of 7.69%[123]. Related Party Transactions - The company has classified a previously wholly-owned subsidiary as an other related party due to its bankruptcy liquidation[11]. - The company recovered 4.27 million RMB from a related party during the reporting period[11]. - The company has not engaged in any significant related party transactions during the reporting period[20]. - The company has established a procurement framework agreement with a related party, with an expected transaction amount of CNY 5,800,000, and an actual transaction amount of CNY 4,943,000, representing 0.43% of the total[67]. Compliance and Governance - There were no significant litigation or arbitration matters reported for the year[19]. - The company has taken corrective measures in response to accounting errors that led to inaccurate disclosures in the third quarter of 2022, receiving warning letters from regulatory bodies[19]. - The company has maintained a good integrity status, with no significant debts or court judgments unfulfilled during the reporting period[19]. - The company has not faced any delisting risks or bankruptcy restructuring matters during the reporting period[18]. - The company has committed to not transferring shares acquired through non-public issuance for 36 months from the issuance date[74]. Strategic Partnerships - The company has established a strategic partnership with a leading technology firm to innovate in smart farming solutions[40]. - The company signed a procurement contract with Luoyang Intelligent Agricultural Equipment Research Institute for a total amount of ¥87.19 million in 2023[70]. Financial Integration - The financial integration of Yituo Financial Company with Guoji Financial Company has been completed, with Yituo Financial Company undergoing liquidation[115]. - The company reported a maximum daily deposit limit of RMB 200 million with Guoji Financial Company, with a total deposit amount of RMB 6,936,716.06 during the reporting period[101].

Financial Performance - Total revenue for the year ended December 31, 2023, was RMB 11,533,786,779.44, compared to the previous year's revenue[3] - Net profit attributable to shareholders for the same period was RMB 997,022,699.99, with earnings per share of RMB 0.8873[3] - Total operating revenue for the year was RMB 11,533,786,779.44, a decrease of 8.2% from RMB 12,563,780,344.92 in the previous year[9] - Net profit for the year reached RMB 989,027,297.80, representing an increase of 54.1% compared to RMB 641,958,134.10 in the previous year[10] - Operating profit increased to RMB 996,266,250.37, up 69.4% from RMB 588,018,899.85 in the previous year[10] - The company achieved a total profit of RMB 1,003,085,973.63, an increase of 63.9% from RMB 611,897,862.07 in the previous year[10] - The company reported a basic earnings per share of RMB 0.8873, an increase from RMB 0.6061 in the previous year[12] - The company’s total comprehensive income for the year was RMB 984,994,466.66, up from RMB 647,435,549.64 in the previous year[12] Assets and Liabilities - Current assets decreased to RMB 6,487,671,852.68 from RMB 7,882,202,099.51 in the previous year, representing a decline of approximately 17.66%[4] - Cash and cash equivalents dropped to RMB 2,769,578,885.96 from RMB 4,363,742,346.01, a decrease of about 36.4%[4] - Total non-current assets increased to RMB 7,329,590,119.11 from RMB 5,109,363,382.17, reflecting a growth of approximately 43.3%[5] - Total assets reached RMB 13,817,261,971.79, up from RMB 12,991,565,481.68, indicating an increase of about 6.4%[5] - Total liabilities amounted to RMB 6,597,932,308.41, compared to RMB 6,494,394,605.75 in the previous year, showing a rise of approximately 1.6%[7] - Shareholders' equity attributable to the parent company increased to RMB 6,691,690,666.55 from RMB 5,958,084,951.83, marking an increase of about 12.3%[8] Cash Flow and Investments - The net cash flow from operating activities decreased by 70.68% to CNY 1,056,261,600.78, reflecting a decline in tractor sales during the reporting period[73] - The net cash flow from investing activities showed a slight decrease of ¥86,278,388.48, totaling -¥2,009,731,546.47, primarily due to increased purchases of structured deposits and large time deposits[88] - The net cash flow from financing activities increased outflow by ¥205,816,759.89, with a net outflow of -¥346,343,393.83, attributed to reduced loan guarantee recoveries and higher dividend payments[88] - Investment income significantly rose to RMB 122,157,792.20, compared to RMB 7,287,769.45 in the previous year[9] Research and Development - Research and development expenses were RMB 461,344,381.32, down 12.7% from RMB 528,782,269.55 in the previous year[9] - The company has a strong R&D team with extensive experience in agricultural machinery, focusing on market demand-driven product improvements[50] - The company emphasizes a "quality first" management philosophy, continuously optimizing quality management models to enhance product reliability[55] Market and Sales - The company plans to focus on market expansion and new product development in the upcoming year[3] - The company sold 72,300 large and medium tractors in 2023, maintaining a leading market share, with tractor exports increasing by 43% year-on-year[59] - The company sold 151,100 diesel engines in 2023, with external sales reaching 82,500 units, a year-on-year growth of 7.69%[59] - The company is actively expanding its international market presence, particularly in Russian-speaking regions and South America, to enhance product adaptability and service support[59] Corporate Governance and Compliance - The company has completed the preparation of the 2023 Environmental, Social, and Governance report, which will be published on the company and stock exchange websites in April 2024[97] - The board of directors has proposed a profit distribution plan for the 2023 fiscal year, pending approval at the annual general meeting[99] - The company’s auditor has agreed that the preliminary performance announcement figures for the year ending December 31, 2023, are consistent with those to be published in the annual report[100] - There were no changes in the shareholdings of the board members during the reporting period, confirming compliance with the trading code[98] Future Outlook - The company plans to continue its strategic focus on advanced agricultural equipment in 2024, aiming to become a world-class enterprise in the agricultural machinery sector[64] - The company anticipates a gradual recovery in market demand as the impact of the National IV transition diminishes and agricultural product prices stabilize[62] - In 2024, the company will focus on innovation-driven development, targeting large-scale, intelligent, and energy-saving agricultural machinery, with an emphasis on core product technology breakthroughs[66]

关于第一拖拉机股份有限公司 2023 年度涉及财务公司关联交易的 存款、贷款等金融业务的 专项说明 | 蒙引 | 页码 | | --- | --- | | 专项说明 | 1-2 | | 2023 年度涉及财务公司关联交易的存款、贷款等金融业务汇总表 | 1-2 | 胖系曲话· 言永中和会计师事务所| 北京市东城区朝阳门北大街 关于第一拖拉机股份有限公司 2023 年度涉及财务公司关联交易的存款、贷款等金融业务的 专项说明 XYZH/2024BJAA3F0561 1 专项说明(续) XYZH/2024BJAA3F0561 第一拖拉机股份有限公司 本专项说明仅供一拖股份公司2023年度报告披露之目的使用,未经本事务所书面同 意，不得用于其他任何目的。 第一拖拉机股份有限公司 第一拖拉机股份有限公司董事会: 我们按照中国注册会计师审计准则审计了第一拖拉机股份有限公司(以下简称一拖 股份公司)2023年度财务报表,包括2023年12月31日的合并及母公司资产负债表、2023 年度的合并及母公司利润表、合并及母公司现金流量表、合并及母公司股东权益变动表, 以及相关财务报表附注,并于2024年3月27日出具了XYZH/2 ...

第一拖拉机股份有限公司 2023 年度独立董事述职报告 薛立品 本人作为第一拖拉机股份有限公司（以下简称"公司"） 独立董事，严格按照《公司法》《上市公司独立董事管理办 法》、公司《章程》及《独立董事工作制度》等有关规定， 切实履行忠实勤勉义务，独立客观行使独立董事权利，及时 了解公司生产经营和发展情况，积极出席公司股东大会、董 事会及其专门委员会会议，并结合自身专长和履职经验对董 事会有关事项发表独立意见，有效维护公司和全体股东的共 同利益。现将 2023 年度履职情况报告如下： 一、独立董事基本情况 1、个人工作履历、专业背景以及兼职情况 薛立品，1963 年 11 月出生，香港浸会大学工商管理学 士（优良）及工商管理硕士学位，香港会计师公会资深会员 及英国特许会计师公会资深会员，特许金融策略师协会会员， 香港华人会计师公会附属会员及香港商界会计师协会会员。 现任公司独立非执行董事、董事会审核委员会及薪酬委员会 主席、提名委员会委员，北京汽车股份有限公司（1958.HK） 独立非执行董事、董事会审核委员会主任、薪酬委员会委员， 1 Alpcorp Ltd 董事，创慧顾问咨询公司及创慧中医诊所总经 理，并担 ...

公司代码：601038 公司简称：一拖股份 第一拖拉机股份有限公司 2023 年度内部控制评价报告 第一拖拉机股份有限公司全体股东： 根据《企业内部控制基本规范》及其配套指引的规定和其他内部控制监管要求（以下简称企业内部 控制规范体系），结合本公司（以下简称公司）内部控制制度和评价办法，在内部控制日常监督和专项 监督的基础上，我们对公司2023年12月31日（内部控制评价报告基准日）的内部控制有效性进行了评价。 一. 重要声明 按照企业内部控制规范体系的规定，建立健全和有效实施内部控制，评价其有效性，并如实披露内 部控制评价报告是公司董事会的责任。监事会对董事会建立和实施内部控制进行监督。经理层负责组织 领导企业内部控制的日常运行。公司董事会、监事会及董事、监事、高级管理人员保证本报告内容不存 在任何虚假记载、误导性陈述或重大遗漏，并对报告内容的真实性、准确性和完整性承担个别及连带法 律责任。 公司内部控制的目标是合理保证经营管理合法合规、资产安全、财务报告及相关信息真实完整，提 高经营效率和效果，促进实现发展战略。由于内部控制存在的固有局限性，故仅能为实现上述目标提供 合理保证。此外，由于情况的变化可能导致 ...

关于国机财务有限责任公司的风险持续评估报告 第一拖拉机股份有限公司（以下简称公司）根据《关于规范上市公司与企业 集团财务公司业务往来的通知》《上海证券交易所上市公司自律监管指引第 5 号 ——交易与关联交易》等要求，审阅了国机财务有限责任公司（以下简称国机财 务、财务公司）的《营业执照》与《金融许可证》等资料及相关财务资料，对国 机财务的经营资质、业务和风险状况进行了评估，具体情况报告如下： 一、国机财务基本情况 国机财务成立于 1989 年 1 月 25 日，原为海南机设信托投资公司，1996 年 2 月更名为中工信托投资公司，2003 年 8 月 19 日，根据中办发[1999]1 号文件 精神，经原中国银行业监督管理委员会银监复（2003）23 号文件批准，正式移交 中国机械工业集团有限公司（以下简称国机集团）并改组为国机财务，属非银行 金融机构。2024 年 1 月 16 日取得北京市海淀区市场监督管理局换发的企业法人 营业执照。公司住所：北京市海淀区丹棱街 3 号 A 座 5 层 519、520、521、522、 523、525、8 层，法定代表人：王惠芳，金融许可机构编码：L0010H211000 ...

关于第一拖拉机股份有限公司 非经营性资金占用及其他关联资金往来情况 汇总表的专项审计报告 目 录 1、 专项审计报告 2、 附表 委托单位: 第一拖拉机股份有限公司 审计单位：信永中和会计师事务所(特殊普通合伙) 联系电话：010-65542288 关于第一拖拉机股份有限公司 2023 年度非经营性资金占用及其他关联资金往来的专项说明 XYZH/2024BJAA3F0540 第一拖拉机股份有限公司 第一拖拉机股份有限公司全体股东： 我们按照中国注册会计师审计准则审计了第一拖拉机股份有限公司（以下简称一 拖股份公司）2023 年度财务报表，包括 2023 年 12 月 31 日的合并及母公司资产负债表、 2023 年度的合并及母公司利润表、合并及母公司现金流量表、合并及母公司股东权益 变动表，以及相关财务报表附注，并于 2024 年 3 月 27 日出具了 XYZH/2024BJAA3B0170 号无保留意见的审计报告。 根据中国证券监督管理委员会《上市公司监管指引第 8 号——上市公司资金往来、 对外担保的监管要求》（证监会公告[2022]26 号），以及上海证券交易所相关披露的要 求，一拖股份公司编制了本专 ...