侨银股份(002973) - 2024 Q2 - 季度财报

Part I. Important Notes, Table of Contents, and Definitions Important Notes The board, supervisory board, and senior management guarantee the report's truthfulness and completeness; no dividends or share transfers are planned - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report content[2] - Company head Guo Beihua, chief accountant Liu Meihui, and head of accounting Cai Deru declare the financial report is true, accurate, and complete[2] - The company plans no cash dividends, bonus shares, or capital reserve conversions to share capital[2] Table of Contents This report's table of contents lists nine main chapters, covering key disclosures, company profile, and financial reports List of Reference Documents Reference documents, including signed financial statements and public disclosures, are available at the company's securities department - Reference documents include signed and sealed financial statements and original copies of all publicly disclosed company documents and announcements[4] - These documents are available at the company's securities department[4] Definitions This section defines common terms used in the report, ensuring accurate understanding of company operations and public services - The reporting period refers to January 1, 2024, to June 30, 2024[5] - PPP refers to a partnership between government and private organizations for urban infrastructure projects or public goods and services[5] - BOT refers to a model where a contractor invests, builds, and operates a project during a concession period, then transfers it to the government upon expiry[5] Part II. Company Profile and Key Financial Indicators Company Profile Qiaoyin Urban Management Co, Ltd (stock code: 002973) is listed on the Shenzhen Stock Exchange, with Guo Beihua as its legal representative - Company stock abbreviation: Qiaoyin Shares, stock code: 002973[6] - The company's legal representative is Guo Beihua[6] Contact Person and Contact Information The company's board secretary is Li Ruixi, and the securities affairs representative is Huang Meihua, with consistent contact details - Board Secretary: Li Ruixi; Securities Affairs Representative: Huang Meihua[7] - Contact Phone: 020-22283188; Fax: 020-22283168; Email: zhengquanbu@gzqiaoyin.com[7] Other Information The company's registered address, office address, website, and email remained unchanged, but investor contact details were updated - The company's registered address, office address, website, email, and information disclosure location remained unchanged during the reporting period[8][9] - During the reporting period, the company's investor contact phone number changed to 020-22283188 and fax to 020-22283168[11] Key Accounting Data and Financial Indicators In H1 2024, the company's operating revenue decreased by 2.63%, net profit attributable to shareholders fell by 13.68%, but net cash flow from operating activities significantly increased by 108.39% 2024 Semi-Annual Key Accounting Data and Financial Indicators | Indicator | Current Reporting Period (yuan) | Prior Year Same Period (yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,946,488,806.64 | 1,999,068,260.50 | -2.63% | | Net Profit Attributable to Listed Company Shareholders | 172,335,581.85 | 199,640,694.92 | -13.68% | | Net Profit Attributable to Listed Company Shareholders After Deducting Non-Recurring Gains and Losses | 179,604,302.29 | 172,522,447.98 | 4.10% | | Net Cash Flow from Operating Activities | 15,345,561.01 | -182,823,928.00 | 108.39% | | Basic Earnings Per Share (yuan/share) | 0.42 | 0.49 | -14.29% | | Diluted Earnings Per Share (yuan/share) | 0.42 | 0.49 | -14.29% | | Weighted Average Return on Net Assets | 7.57% | 9.95% | -2.38% | | End of Current Reporting Period | | | | | Total Assets (yuan) | 7,976,326,292.65 | 7,521,087,298.53 | 6.05% | | Net Assets Attributable to Listed Company Shareholders (yuan) | 2,321,535,788.92 | 2,190,066,702.37 | 6.00% | Differences in Accounting Data Under Domestic and Overseas Accounting Standards The company reported no differences in net profit and net assets between international/overseas and Chinese accounting standards during the period - The company's reporting period shows no differences in net profit and net assets under domestic and overseas accounting standards[13] Non-Recurring Gains and Losses Items and Amounts The company's non-recurring gains and losses totaled -7.27 million yuan, primarily from non-current asset disposal, government grants, and other non-operating income/expenses 2024 Semi-Annual Non-Recurring Gains and Losses Items and Amounts | Item | Amount (yuan) | Description | | :--- | :--- | :--- | | Gains/losses from disposal of non-current assets | 3,879,879.59 | Note VII, 53 | | Government grants recognized in current profit/loss | 904,798.22 | Note XI | | Other non-operating income and expenses apart from the above | -12,610,259.46 | Note VII, 54, 55 | | Less: Income tax impact | -196,145.02 | | | Minority interest impact (after tax) | -360,716.19 | | | Total | -7,268,720.44 | | - The company has no other profit/loss items meeting the definition of non-recurring gains and losses, nor does it classify non-recurring items as recurring[16] Part III. Management Discussion and Analysis Company's Main Businesses During the Reporting Period Qiaoyin Urban Management focused on "comprehensive human settlement environment improvement," expanding its urban service footprint, enhancing cost control, and driving industry upgrades through market expansion, brand building, and digital innovation - The company adheres to the core strategy of "comprehensive human settlement environment improvement" and explores "full lifecycle urban management"[17] - During the reporting period, the company achieved operating revenue of 1.946 billion yuan, net profit of 173 million yuan, and a gross profit margin of 26.23%[17] - The company secured new bids totaling 3.585 billion yuan, with an outstanding order backlog exceeding 46.2 billion yuan, expanding its urban service presence to Linyi, Chongqing, and Ordos[18] - The company utilizes a digital platform, self-developed vehicle networking gateways, and AI subsystems to standardize personnel management and enhance cost efficiency[19] - The company established Guangzhou Qiaoyin Smart City Co, Ltd, collaborating with an intelligent connected vehicle academician workstation and research institutes to create a "Smart City Research Institute," deeply empowering urban management with AI technology[20] Analysis of Core Competitiveness Qiaoyin Urban Management's core competitiveness stems from its evolving service model, extensive operational experience, strong market presence, national brand, and digital advantages through its "@City" platform and Smart City Research Institute - The company is China's first A-share listed urban management service enterprise and a leading comprehensive human settlement environment improvement service provider nationwide[22] - The company's service model has evolved from "integrated urban and rural environmental sanitation" to "urban housekeeper" and then to the "@City" service model, achieving a breakthrough from management to operation[22] - The company possesses extensive project operation and management experience and a professional management team, forming a complete service quality management process[23] - The company's business spans 26 provinces and nearly 100 cities nationwide, having been recognized as one of China's Top Ten Influential Environmental Sanitation Enterprises for five consecutive years, demonstrating significant brand and scale advantages[25] - The company has built its own cloud platform and data center, developed the "@City" management cloud platform, and applies technologies such as vehicle networking, Beidou GIS, and artificial intelligence to achieve smart environmental sanitation and urban management, also establishing a "Smart City Research Institute" for deep AI empowerment[26][27] Main Business Analysis The company's main business is environmental sanitation management, with a slight revenue decrease, but significant increases in selling and R&D expenses, and improved net cash flow from operating activities Key Financial Data Year-on-Year Changes | Indicator | Current Reporting Period | Prior Year Same Period | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue (yuan) | 1,946,488,806.64 | 1,999,068,260.50 | -2.63% | No significant change | | Selling Expenses (yuan) | 39,052,146.89 | 21,978,510.60 | 77.68% | Primarily due to increased advertising and consulting service fees | | R&D Expenses (yuan) | 25,919,013.37 | 14,182,916.99 | 82.75% | Primarily due to increased company investment in smart city and smart environmental sanitation R&D activities | | Net Cash Flow from Operating Activities (yuan) | 15,345,561.01 | -182,823,928.00 | 108.39% | Primarily due to decreased cash paid for goods purchased and services received this period | | Net Cash Flow from Financing Activities (yuan) | -55,540,050.21 | 422,772,459.67 | -113.14% | Primarily due to increased cash paid for repayment of loan principal this period | | Net Increase in Cash and Cash Equivalents (yuan) | -239,901,762.98 | 64,158,710.96 | -473.92% | Primarily due to increased cash paid for repayment of loan principal this period | Operating Revenue Composition (by Industry, Product, Region) | Category | Item | Current Period Amount (yuan) | Proportion of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | | By Industry | Environmental Sanitation Management | 1,933,914,151.72 | 99.35% | -2.83% | | | Other | 12,574,654.92 | 0.65% | 41.49% | | By Product | Urban and Rural Environmental Sanitation Services | 1,879,825,628.75 | 96.58% | -2.18% | | | Domestic Waste Disposal | 45,144,088.13 | 2.32% | -7.96% | | | Municipal Environmental Engineering | 0.00 | 0.00% | -100.00% | | | Other Environmental Sanitation Services | 8,944,434.84 | 0.46% | -5.04% | | | Other | 12,574,654.92 | 0.64% | 41.49% | | By Region | South China | 767,097,053.24 | 39.41% | -10.63% | | | East China | 436,754,087.19 | 22.44% | 1.81% | | | Southwest China | 399,617,496.65 | 20.53% | 10.63% | | | North China | 94,329,358.14 | 4.85% | 8.01% | | | Central China | 134,996,715.31 | 6.94% | -5.81% | | | Northwest China | 99,836,568.50 | 5.13% | -7.19% | | | Northeast China | 13,857,527.61 | 0.70% | 12.83% | Gross Profit Margin by Industry, Product, and Region | Category | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Profit Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | By Industry | | | | | | | | Environmental Sanitation Management | 1,933,914,151.72 | 1,426,905,549.36 | 26.22% | -2.83% | -3.26% | 0.34% | | By Product | | | | | | | | Urban and Rural Environmental Sanitation Services | 1,879,825,628.75 | 1,384,889,544.32 | 26.33% | -2.18% | -3.07% | 0.68% | | By Region | | | | | | | | South China | 767,097,053.24 | 545,608,295.84 | 28.87% | -10.63% | -10.57% | -0.06% | | East China | 436,754,087.19 | 349,058,355.88 | 20.08% | 1.81% | 2.85% | -0.81% | | Southwest China | 399,617,496.65 | 303,720,470.94 | 24.00% | 10.63% | 8.82% | 1.27% | Non-Main Business Analysis The company had no applicable non-main business analysis during the reporting period Analysis of Assets and Liabilities At period-end, total assets grew by 6.05%, with notable changes in cash, receivables, contract assets, and the initial recognition of assets and liabilities held for sale; liabilities saw a decrease in long-term borrowings and an increase in long-term payables, with asset restrictions primarily for financing and loan collateral Significant Changes in Asset Composition | Item | Amount at End of Current Period (yuan) | Proportion of Total Assets | Amount at End of Previous Year (yuan) | Proportion of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 271,837,275.99 | 3.41% | 508,119,870.14 | 6.76% | -3.35% | Primarily due to increased repayment of maturing debt | | Accounts Receivable | 2,434,110,216.72 | 30.52% | 2,157,599,011.40 | 28.69% | 1.83% | Primarily due to slower customer collections | | Contract Assets | 933,561,625.81 | 11.70% | 749,329,094.25 | 9.96% | 1.74% | Primarily due to delayed issuance of assessment results by individual project owners | | Long-term Borrowings | 707,078,757.23 | 8.86% | 954,837,045.32 | 12.70% | -3.84% | Primarily due to the company's plan to transfer 49% equity in Guangzhou Yinli Environmental Services Co., Ltd., leading to reclassification of long-term borrowings as liabilities held for sale | | Assets Held for Sale | 388,110,317.31 | 4.87% | 0.00 | 0.00% | 4.87% | Primarily due to the company's plan to transfer 49% equity in Guangzhou Yinli Environmental Services Co., Ltd. | | Liabilities Held for Sale | 278,837,288.58 | 3.50% | 0.00 | 0.00% | 3.50% | Primarily due to the company's plan to transfer 49% equity in Guangzhou Yinli Environmental Services Co., Ltd. | | Long-term Payables | 111,243,020.23 | 1.39% | 54,624,890.21 | 0.73% | 0.66% | Primarily due to increased cash flow demand for company operations and increased finance leases | - There were no significant changes in the company's major overseas assets or assets and liabilities measured at fair value during the reporting period[36] - At the end of the reporting period, the total amount of restricted assets was 1.709 billion yuan, primarily including pledged, mortgaged, or frozen monetary funds, fixed assets, intangible assets, other non-current assets, accounts receivable, contract assets, investment properties, and intangible assets held for sale[36] Analysis of Investment Status The company had no securities investments, derivative investments, significant equity investments, significant non-equity investments, or use of raised funds during the reporting period - The company had no securities investments, derivative investments, significant equity investments, significant non-equity investments, or use of raised funds during the reporting period[39] Significant Asset and Equity Sales The company did not sell any significant assets or equity during the reporting period - The company did not sell any significant assets during the reporting period[40] - The company did not sell any significant equity during the reporting period[41] Analysis of Major Holding and Participating Companies During the reporting period, the company established 19 new subsidiaries and deregistered 10, with no significant impact on overall operations or performance; Hohhot Qiaoyin Urban Environmental Management Co, Ltd was a major contributor to revenue and net profit Major Subsidiaries and Associates with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Registered Capital (10,000 yuan) | Total Assets (10,000 yuan) | Net Assets (10,000 yuan) | Operating Revenue (10,000 yuan) | Operating Profit (10,000 yuan) | Net Profit (10,000 yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Hohhot Qiaoyin Urban Environmental Management Co., Ltd. | Subsidiary | Urban domestic waste operational services; road management and maintenance; environmental sanitation management; landscape engineering construction; urban greening management, etc. | 2,000.00 | 13,522.19 | 12,435.17 | 4,368.98 | 2,144.60 | 1,841.13 | - During the reporting period, the company established 19 new subsidiaries to strengthen competitive advantages, market expansion, and service capabilities, enhancing profitability and sustainable development[42][44] - During the reporting period, the company deregistered 10 subsidiaries, which had no significant impact on overall production, operations, or performance[44] Company's Controlled Structured Entities The company had no controlled structured entities during the reporting period - The company had no controlled structured entities during the reporting period[44] Risks Faced by the Company and Countermeasures The company faces risks from policy changes, market competition, rising labor costs, and delayed accounts receivable collection, which it addresses through policy monitoring, strengthening competitiveness, optimizing management, introducing smart equipment, and enhancing receivables management - The company faces industry policy risks and responds by closely monitoring policy changes, strengthening research and analysis, and exploring new technologies to enhance comprehensive service capabilities[45] - The company faces intensified market competition risks and responds by leveraging nearly two decades of accumulated competitive advantages in the environmental sanitation industry, promoting "urban housekeeper" services, and collaborating on environmental protection innovation technologies[46] - The company faces rising labor cost risks and responds by optimizing management models, strengthening refined management, introducing mechanized/信息化/intelligent equipment and systems, and implementing project price adjustment mechanisms[47] - The company faces the risk of delayed accounts receivable collection and responds by implementing management systems, establishing dedicated collection departments, and pre-assessing owners' performance capabilities[48] Implementation of "Quality and Return Dual Improvement" Action Plan The company has not disclosed an announcement regarding its "Quality and Return Dual Improvement" action plan - The company has not disclosed an announcement regarding its "Quality and Return Dual Improvement" action plan[49] Part IV. Corporate Governance Information on Annual General Meetings and Extraordinary General Meetings Held During the Reporting Period The company held its 2023 Annual General Meeting on May 17, 2024, with 73.63% investor participation, and no requests for extraordinary general meetings from preferred shareholders with restored voting rights 2023 Annual General Meeting Information | Session | Meeting Type | Investor Participation Ratio | Date Held | Disclosure Date | Meeting Resolutions | | :--- | :--- | :--- | :--- | :--- | :--- | | 2023 Annual General Meeting | Annual General Meeting | 73.63% | May 17, 2024 | May 18, 2024 | See the "Resolutions of the 2023 Annual General Meeting" (Announcement No.: 2024-051) disclosed on May 18, 2024 | - During the reporting period, there were no instances of preferred shareholders with restored voting rights requesting to convene an extraordinary general meeting[51] Changes in Company Directors, Supervisors, and Senior Management During the reporting period, the company's directors, supervisors, and senior management changed, with Liu Shaoyun dismissed, Guo Beihua elected chairman and appointed general manager, Han Dan elected director, and Hu Wei resigned as deputy general manager Changes in Directors, Supervisors, and Senior Management | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Liu Shaoyun | Chairman, General Manager | Dismissal | April 29, 2024 | To ensure normal company operations | | Liu Shaoyun | Director | Dismissal | May 17, 2024 | To ensure normal company operations | | Guo Beihua | Chairman | Election | April 29, 2024 | To ensure normal company operations | | Guo Beihua | General Manager | Appointment | April 29, 2024 | To ensure normal company operations | | Han Dan | Director | Election | May 17, 2024 | To ensure normal company operations | | Hu Wei | Deputy General Manager | Resignation | April 26, 2024 | Personal reasons | Profit Distribution and Capital Reserve Conversion to Share Capital for the Current Reporting Period The company plans no cash dividends, bonus shares, or capital reserve conversions to share capital for the semi-annual period - The company plans no cash dividends, bonus shares, or capital reserve conversions to share capital for the semi-annual period[52] Implementation of Company Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company continues its 2022 stock option incentive plan, with some options canceled due to unfulfilled exercise conditions and employee departures, adjusting the number of grantees and options - The first and second exercise periods of the 2022 stock option incentive plan's initial grant did not meet the exercisable conditions[53][54] - Due to unfulfilled exercise conditions and the departure of some grantees, the company has canceled a total of 3.81 million stock options[53][54] - Following this option cancellation, the number of grantees under the company's 2022 stock option incentive plan was adjusted from 75 to 56, and the number of stock options held was adjusted to 1.66 million options[54] - The company had no employee stock ownership plans or other employee incentive measures during the reporting period[55] Part V. Environmental and Social Responsibility Significant Environmental Issues The company is not a key polluter, received no environmental penalties, and actively reduces carbon emissions through innovation and energy management to promote green urban development - The company is not classified as a key polluting entity by environmental protection authorities and received no administrative penalties for environmental issues during the reporting period[56] - The company actively practices the "Two Mountains" concept and "Dual Carbon" strategy, reducing carbon emissions through the introduction of environmental technologies, optimization of production processes, oil consumption management training, and energy-saving notices[56] Social Responsibility Performance The company actively fulfills social responsibilities by caring for employees and communities through "micro-wish" activities, supporting rural revitalization, providing integrated urban and rural environmental sanitation solutions, and ensuring a safe and healthy work environment for employees - The company carried out "I Do Practical Things for Employees and the Public" activities, fulfilling employee and community residents' needs through "micro-wishes" to enhance their sense of well-being[56] - The company actively participates in rural revitalization and the "Thousand Villages, Ten Thousand Projects" initiative, providing integrated urban and rural environmental sanitation solutions to improve wastewater treatment in towns, rural medical institution wastewater treatment, and small-scale on-site waste treatment services[57][58] - The company is committed to providing employees with a safe, comfortable, and healthy workplace, conducting emergency first aid training, equipping AED devices, establishing emergency rescue teams, and building an environmental protection management system to ensure compliant waste discharge[59] Part VI. Significant Matters Commitments Fulfilled and Overdue Unfulfilled Commitments by Actual Controllers, Shareholders, Related Parties, Acquirers, and the Company at the End of the Reporting Period The company had no commitments that were fulfilled or overdue and unfulfilled by related parties at the end of the reporting period - The company had no overdue and unfulfilled commitments by related parties during the reporting period[60] Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties The company had no non-operating fund occupation by controlling shareholders or other related parties during the reporting period - The company had no non-operating fund occupation by controlling shareholders or other related parties during the reporting period[60] Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period[60] Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[60] Board of Directors' and Supervisory Board's Explanation of "Non-Standard Audit Report" for the Current Reporting Period The company had no non-standard audit report during the reporting period - The company had no non-standard audit report during the reporting period[60] Board of Directors' Explanation of "Non-Standard Audit Report" for the Previous Year The company had no explanation regarding a non-standard audit report for the previous year during the reporting period - The company had no explanation regarding a non-standard audit report for the previous year during the reporting period[60] Bankruptcy and Reorganization Matters The company had no bankruptcy and reorganization matters during the reporting period - The company had no bankruptcy and reorganization matters during the reporting period[60] Litigation Matters The company is involved in 161 litigation cases with a total amount of 110.14 million yuan, of which 78 cases are ongoing, and closed cases have been fulfilled Major Litigation and Arbitration Matters | Litigation/Arbitration Details | Amount Involved (10,000 yuan) | Provision for Liabilities | Litigation/Arbitration Progress | Outcome and Impact | Enforcement Status | | :--- | :--- | :--- | :--- | :--- | :--- | | Company involved in 161 lawsuits | 11,014.08 | Yes | 78 cases are currently under review and not yet judged; remaining cases were closed within the reporting period | 78 cases are currently under review and not yet judged; remaining cases were closed within the reporting period | Closed cases have been fulfilled | Penalties and Rectification Status The company had no penalties or rectification matters during the reporting period - The company had no penalties or rectification matters during the reporting period[62] Integrity Status of the Company, its Controlling Shareholder, and Actual Controller The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period - The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period[62] Significant Related Party Transactions During the reporting period, the company engaged in daily operating procurement transactions with related parties totaling 56.37 million yuan, all within approved limits, with no significant asset/equity acquisitions/disposals, joint investments, related party debt, or financial company transactions Related Party Transactions in Ordinary Course of Business | Related Party | Relationship | Transaction Type | Transaction Content | Transaction Amount (10,000 yuan) | Proportion of Similar Transactions | Approved Transaction Limit (10,000 yuan) | Exceeded Approved Limit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Guangzhou Yinta Supply Chain Co., Ltd. | Company's related natural person controlled company | Procurement of daily chemical and environmental sanitation products from related parties | Procurement of daily chemical and environmental sanitation products | 1,199.38 | 7.24% | 3,000 | No | | Anhui Chuanqi Heavy Industry Equipment Manufacturing Co., Ltd. | Company's actual controller controlled company | Procurement of equipment from related parties | Procurement of equipment from related parties | 4,437.63 | 20.07% | 14,000 | No | | Total | | | | 5,637.01 | -- | 17,000 | -- | - The company had no related party transactions involving asset or equity acquisition or disposal during the reporting period[65] - The company had no related party debt transactions during the reporting period[67] Significant Contracts and Their Performance The company had no entrustment, contracting, or leasing matters, but significant guarantees were provided to related parties and subsidiaries, totaling 66.65% of net assets, with no wealth management or other major contracts - The company had no entrustment, contracting, or leasing arrangements during the reporting period[71][72][73] External Guarantees by the Company and its Subsidiaries | Item | Total Approved External Guarantees at Period End (10,000 yuan) | Total Actual External Guarantees at Period End (10,000 yuan) | | :--- | :--- | :--- | | Company and its subsidiaries' external guarantees (excluding guarantees to subsidiaries) | 23,100 | 10,057.97 | | Company's guarantees to subsidiaries | 194,178.4 | 131,678.4 | | Subsidiaries' guarantees to subsidiaries | 58,000 | 13,000 | | Total Company Guarantees | 275,278.4 | 154,736.37 | | Proportion of actual total guarantees to company's net assets | | 66.65% | | Of which: Debt guarantees provided directly or indirectly to guaranteed parties with asset-liability ratio exceeding 70% | | 82,307.97 | | Amount of total guarantees exceeding 50% of net assets | | 38,659.58 | | Total of the above three guarantee amounts | | 120,967.55 | - The company had no entrusted wealth management or other significant contracts during the reporting period[78][79] Explanation of Other Significant Matters The company completed its 2023 annual equity distribution on June 5, 2024, distributing a cash dividend of 1.00 yuan (tax inclusive) per 10 shares, totaling 40.87 million yuan (tax inclusive) - The company completed its 2023 annual equity distribution on June 5, 2024[80] - The distribution plan was: based on a total share capital of 408.66 million shares, a cash dividend of 1.00 yuan (tax inclusive) per 10 shares was distributed, totaling 40.87 million yuan (tax inclusive)[80] Significant Matters of Company Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period[81] Part VII. Share Changes and Shareholder Information Share Change Information During the reporting period, the company's total share capital remained unchanged, but restricted shares increased due to senior management share purchases and director changes, with a corresponding decrease in unrestricted shares Share Change Information | Item | Quantity Before Change (shares) | Proportion | Change (Increase/Decrease) Other | Subtotal | Quantity After Change (shares) | Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 204,018,285 | 49.92% | 32,040,492 | 32,040,492 | 236,058,777 | 57.76% | | II. Unrestricted Shares | 204,646,668 | 50.08% | -32,040,492 | -32,040,492 | 172,606,176 | 42.24% | | III. Total Shares | 408,664,953 | 100.00% | 0 | 0 | 408,664,953 | 100.00% | - Share changes were due to changes in senior management lock-up shares resulting from share purchases by the company's directors, supervisors, and senior management, as well as changes in restricted shares due to changes in director positions[83] Restricted Share Change Information | Shareholder Name | Restricted Shares at Beginning of Period | Restricted Shares Increased This Period | Restricted Shares at End of Period | Reason for Restriction | Date of Lifting Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | | Liu Shaoyun | 88,390,276 | 29,768,825 | 118,159,101 | Senior Management Lock-up Shares | Mr. Liu Shaoyun ceased to serve as the company's director, chairman, and legal representative on May 17, 2024. After leaving office, the lock-up regulations for directors, supervisors, and senior management apply. | | Han Dan | 0 | 2,266,417 | 2,266,417 | Senior Management Lock-up Shares | Ms. Han Dan was appointed as a director of the company on May 17, 2024. On the first trading day of each year, based on the company's shares registered under her name on the last trading day of the previous year, 25% is calculated as her statutory transferable share quota for the current year. | Securities Issuance and Listing Information The company had no securities issuance or listing activities during the reporting period - The company had no securities issuance or listing activities during the reporting period[84] Company Shareholder Numbers and Shareholding Information At the end of the reporting period, the company had 14,338 common shareholders; Guo Beihua and Liu Shaoyun were the top two shareholders, holding 37.71% and 28.91% respectively, with related party relationships and pledged shares - At the end of the reporting period, the total number of common shareholders was 14,338[85] Top 10 Common Shareholders' Shareholding Information | Shareholder Name | Shareholder Nature | Shareholding Ratio | Number of Common Shares Held at Period End | Number of Restricted Common Shares Held | Number of Unrestricted Common Shares Held | Share Status | Quantity | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Guo Beihua | Domestic Natural Person | 37.71% | 154,116,379 | 115,587,284 | 38,529,095 | Pledged | 74,060,000 | | Liu Shaoyun | Domestic Natural Person | 28.91% | 118,159,101 | 118,159,101 | 0 | Pledged | 56,200,000 | | Yancheng Longxin Enterprise Management Partnership (Limited Partnership) | Other | 5.45% | 22,257,608 | 0 | 22,257,608 | N/A | | | Ningbo Wantong Equity Investment Co., Ltd. | Domestic Non-State-Owned Legal Person | 3.07% | 12,555,503 | 0 | 12,555,503 | N/A | | | Wuhu Zhuohui Shengjing Investment Management Center (Limited Partnership) - Ningbo Zhuohui Guanrui Equity Investment Partnership (Limited Partnership) | Other | 1.97% | 8,056,070 | 0 | 8,056,070 | N/A | | | Yang Zugui | Domestic Natural Person | 0.79% | 3,224,900 | 0 | 3,224,900 | N/A | | | Han Dan | Domestic Natural Person | 0.74% | 3,021,890 | 2,266,417 | 755,473 | N/A | | | Luo Lisha | Domestic Natural Person | 0.49% | 2,000,000 | 0 | 2,000,000 | N/A | | | Huang Weitao | Domestic Natural Person | 0.25% | 1,025,300 | 0 | 1,025,300 | N/A | | | Du Jianhua | Domestic Natural Person | 0.19% | 774,500 | 0 | 774,500 | N/A | | - Guo Beihua and Han Dan are mother-daughter, Liu Shaoyun and Han Dan are husband-wife, and Liu Shaoyun is the executive partner of Yancheng Longxin Enterprise Management Partnership (Limited Partnership)[87] Changes in Shareholdings of Directors, Supervisors, and Senior Management During the reporting period, Liu Shaoyun increased holdings by 305,400 shares to 118,159,101 shares, and Li Ruixi increased holdings by 7,000 shares to 28,000 shares, with no other changes among directors, supervisors, and senior management Changes in Shareholdings of Directors, Supervisors, and Senior Management | Name | Position | Employment Status | Shares Held at Beginning of Period (shares) | Shares Increased This Period (shares) | Shares Held at End of Period (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Liu Shaoyun | Chairman | Resigned | 117,853,701 | 305,400 | 118,159,101 | | Li Ruixi | Board Secretary | Current | 21,000 | 7,000 | 28,000 | | Total | -- | -- | 117,874,701 | 312,400 | 118,187,101 | Changes in Controlling Shareholder or Actual Controller The company's controlling shareholder and actual controller remained unchanged during the reporting period - The company's controlling shareholder remained unchanged during the reporting period[93] - The company's actual controller remained unchanged during the reporting period[93] Part VIII. Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period[94] Part IX. Bond Information Corporate Bonds The company had no corporate bonds during the reporting period - The company had no corporate bonds during the reporting period[95] Company Bonds The company had no company bonds during the reporting period - The company had no company bonds during the reporting period[95] Non-Financial Enterprise Debt Financing Instruments The company had no non-financial enterprise debt financing instruments during the reporting period - The company had no non-financial enterprise debt financing instruments during the reporting period[95] Convertible Corporate Bonds The conversion price of "Qiaoyin Convertible Bond" has been adjusted multiple times due to annual equity distributions, with the latest price at 25.03 yuan/share; as of period-end, 99.97% of the total issued amount remains unconverted, and the company maintains a stable AA- credit rating with sufficient cash to meet debt obligations - The conversion price of "Qiaoyin Convertible Bond" has been adjusted multiple times due to annual equity distributions, with the latest conversion price at 25.03 yuan/share, effective from June 5, 2023[96][97] Cumulative Conversion Information | Convertible Bond Abbreviation | Conversion Start and End Dates | Total Issued (sheets) | Total Issued Amount (yuan) | Cumulative Conversion Amount (yuan) | Cumulative Conversion Shares (shares) | Proportion of Converted Shares to Total Issued Shares Before Conversion Start | Unconverted Amount (yuan) | Proportion of Unconverted Amount to Total Issued Amount | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Qiaoyin Convertible Bond | May 24, 2021 to November 16, 2026 | 4,200,000 | 420,000,000.00 | 125,900.00 | 4,953 | 0.00% | 419,874,100.00 | 99.97% | - The company's long-term credit rating is AA-, with a stable outlook, and the Qiaoyin Convertible Bond's credit rating is AA-, unchanged from 2023[101] - The company's operations are stable and performance is good, enabling it to generate stable operating cash flow through organic growth and use its own funds and financing to pay bondholders' principal and interest[101] Consolidated Statement Scope Loss Exceeding 10% of Net Assets at Previous Year-End During the Reporting Period The company's consolidated statement scope loss did not exceed 10% of net assets at the previous year-end during the reporting period - The company's consolidated statement scope loss did not exceed 10% of net assets at the previous year-end during the reporting period[102] Key Accounting Data and Financial Indicators for the Past Two Years as of the End of the Reporting Period The company's key accounting data and financial indicators for the past two years show improved current and quick ratios, a slight increase in the asset-liability ratio, 4.10% growth in net profit after non-recurring gains/losses, and better interest and cash interest coverage ratios Key Accounting Data and Financial Indicators for the Past Two Years | Item | End of Current Reporting Period | End of Previous Year | Increase/Decrease from Previous Year End | | :--- | :--- | :--- | :--- | | Current Ratio | 1.19 | 1.15 | 3.48% | | Asset-Liability Ratio | 67.76% | 67.56% | 0.20% | | Quick Ratio | 1.18 | 1.15 | 2.61% | | Item | Current Reporting Period | Previous Year Same Period | Increase/Decrease from Previous Year Same Period | | Net Profit After Non-Recurring Gains and Losses (10,000 yuan) | 17,960.43 | 17,252.24 | 4.10% | | EBITDA to Total Debt Ratio | 7.81% | 11.49% | -3.68% | | Interest Coverage Ratio | 3.72 | 3.65 | 1.92% | | Cash Interest Coverage Ratio | 1.71 | -2.72 | 162.87% | | EBITDA Interest Coverage Ratio | 5.69 | 6.56 | -13.26% | | Loan Repayment Rate | 100.00% | 100.00% | 0.00% | | Interest Payment Rate | 100.00% | 100.00% | 0.00% | Part X. Financial Report Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[104] Financial Statements This section presents the company's H1 2024 consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, providing a comprehensive overview of its financial position, operating results, and cash flows - Financial statements include the consolidated balance sheet, parent company balance sheet, consolidated income statement, parent company income statement, consolidated cash flow statement, parent company cash flow statement, consolidated statement of changes in owners' equity, and parent company statement of changes in owners' equity[105][108][111][114][117][119][120][126] Consolidated Balance Sheet As of June 30, 2024, the company's consolidated total assets were 7.98 billion yuan, total liabilities 5.40 billion yuan, and total owners' equity 2.57 billion yuan, with current assets at 4.63 billion yuan and non-current assets at 3.35 billion yuan Consolidated Balance Sheet Key Data | Item | Period-End Balance (yuan) | Period-Beginning Balance (yuan) | | :--- | :--- | :--- | | Total Assets | 7,976,326,292.65 | 7,521,087,298.53 | | Total Liabilities | 5,404,889,316.74 | 5,081,363,010.30 | | Total Owners' Equity | 2,571,436,975.91 | 2,439,724,288.23 | | Total Current Assets | 4,630,618,758.09 | 3,948,636,179.68 | | Total Non-Current Assets | 3,345,707,534.56 | 3,572,451,118.85 | | Short-term Borrowings | 2,025,989,857.37 | 2,046,175,907.55 | | Long-term Borrowings | 707,078,757.23 | 954,837,045.32 | Consolidated Income Statement In H1 2024, the company's total operating revenue was 1.95 billion yuan, a 2.63% decrease YoY; net profit was 173.07 million yuan, a 20.59% decrease YoY, with net profit attributable to parent company shareholders at 172.34 million yuan, a 13.68% decrease YoY, alongside significant increases in selling and R&D expenses Consolidated Income Statement Key Data | Item | H1 2024 (yuan) | H1 2023 (yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 1,946,488,806.64 | 1,999,068,260.50 | | Total Operating Costs | 1,726,918,657.37 | 1,753,995,747.89 | | Selling Expenses | 39,052,146.89 | 21,978,510.60 | | R&D Expenses | 25,919,013.37 | 14,182,916.99 | | Total Profit | 201,487,176.67 | 244,753,476.98 | | Net Profit | 173,070,756.72 | 217,705,783.79 | | Net Profit Attributable to Parent Company Shareholders | 172,335,581.85 | 199,640,694.92 | | Basic Earnings Per Share (yuan/share) | 0.42 | 0.49 | | Diluted Earnings Per Share (yuan/share) | 0.42 | 0.49 | Consolidated Cash Flow Statement In H1 2024, net cash flow from operating activities was 15.35 million yuan, a significant improvement YoY, but increased cash outflows from investing and financing activities resulted in a negative net increase in cash and cash equivalents Consolidated Cash Flow Statement Key Data | Item | H1 2024 (yuan) | H1 2023 (yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 15,345,561.01 | -182,823,928.00 | | Net Cash Flow from Investing Activities | -199,707,273.78 | -175,789,820.71 | | Net Cash Flow from Financing Activities | -55,540,050.21 | 422,772,459.67 | | Net Increase in Cash and Cash Equivalents | -239,901,762.98 | 64,158,710.96 | | Cash and Cash Equivalents at Period End | 253,570,460.73 | 687,353,370.52 | - Net cash flow from operating activities significantly improved, primarily due to decreased cash paid for goods purchased and services received this period[28] - Net cash flow from financing activities significantly decreased, primarily due to increased cash paid for repayment of loan principal this period[28] Company Basic Information Qiaoyin Urban Management Co, Ltd, listed on the Shenzhen Stock Exchange on January 6, 2020, has a registered capital of 408.66 million yuan and primarily engages in domestic waste cleaning, collection, transportation, and treatment - The company was listed on the Shenzhen Stock Exchange on January 6, 2020[133] - As of June 30, 2024, the company's registered capital was 408.66 million yuan[133] - The company's main business involves the cleaning, collection, transportation, and treatment of domestic waste[134] - This financial report was approved for issuance by the company's board of directors on August 26, 2024[134] Basis of Financial Statement Preparation The company's financial statements are prepared on a going concern basis, adhering to enterprise accounting standards and disclosure requirements, affirming its ability to continue operations for at least 12 months from the reporting period-end - The company prepares its financial statements on a going concern basis, in accordance with enterprise accounting standards and their application guidelines and interpretations[135] - The company possesses the ability to continue as a going concern for at least 12 months from the end of the reporting period, with no significant matters affecting its going concern status[136] Significant Accounting Policies and Estimates This section details the company's accounting policies and estimates for financial statement preparation, covering various assets, liabilities, revenue recognition, and a change in accounting estimate for expected credit loss rates on receivables, impacting 80.48 million yuan - The financial statements prepared by the company comply with the requirements of enterprise accounting standards, accurately and completely reflecting the company's financial position, operating results, changes in owners' equity, and cash flows[139] - The company classifies financial assets into three categories—measured at amortized cost, at fair value through other comprehensive income, and at fair value through profit or loss—based on the business model for managing financial assets and their contractual cash flow characteristics[155] - The company recognizes loss provisions for financial assets such as accounts receivable and contract assets based on expected credit losses, and classifies them into portfolios according to credit risk characteristics[162][164] - The company's revenue recognition principle is to recognize revenue when performance obligations in a contract are fulfilled, meaning when the customer obtains control of the related goods, with specific recognition principles for different business types (urban and rural environmental sanitation services, domestic waste disposal, municipal environmental engineering, and other environmental sanitation services)[206][209] - The company changed its accounting estimate for the expected credit loss rate on accounts receivable to more objectively and fairly reflect its financial position and operating results, with an impact of 80.48 million yuan[231] Taxation This section lists the company's main tax types and rates, including VAT, urban maintenance and construction tax, enterprise income tax, education surcharge, and local education surcharge, along with applicable tax incentives for small-profit enterprises, environmental protection projects, and small-scale VAT taxpayers Main Tax Types and Rates | Tax Type | Taxable Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Value-added amount generated during sales of goods or provision of taxable services | 13%, 9%, 6%, 3% | | Urban Maintenance and Construction Tax | Amount of VAT payable | 5%, 7% | | Enterprise Income Tax | Taxable income | 25%, 20% | | Education Surcharge | Amount of VAT payable | 3% | | Local Education Surcharge | Amount of VAT payable | 2% | - The company and its eligible subsidiaries enjoy preferential enterprise income tax policies for small-profit enterprises[236] - The company's income from eligible environmental protection, energy-saving, and water-saving projects, such as public sewage treatment and public waste treatment, enjoys a "three-year exemption, three-year half reduction" enterprise income tax incentive[237] - The company and its eligible subsidiaries enjoy VAT exemption for small-scale VAT taxpayers and "six taxes and two fees" reduction policies[237][238] Notes to Consolidated Financial Statement Items This section details consolidated financial statement items, highlighting decreased monetary funds, increased receivables and contract assets, initial recognition of assets/liabilities held for sale, significant increases in selling/R&D expenses, positive operating cash flow, and reduced net cash/cash equivalents due to increased financing outflows - Monetary funds at period-end were 271.84 million yuan, a decrease from the beginning of the period, mainly due to repayment of maturing debt[105] - Accounts receivable at period-end were 2.43 billion yuan, an increase from the beginning of the period, mainly due to slower customer collections[105] - Contract assets at period-end were 933.56 million yuan, an increase from the beginning of the period, mainly due to delayed issuance of assessment results by individual project owners[105] - Assets held for sale at period-end were 388.11 million yuan, and liabilities held for sale were 278.84 million yuan, mainly due to the planned transfer of 49% equity in Guangzhou Yinli Environmental Services Co, Ltd[105][107] - Operating revenue decreased by 2.63% YoY, operating costs decreased by 2.73% YoY, and the gross profit margin remained stable[28] - Selling expenses increased by 77.68% YoY, mainly due to increased advertising and consulting service fees; R&D investment increased by 82.75% YoY, mainly due to increased investment in smart city and smart environmental sanitation R&D[28] - Net cash flow from operating activities turned positive, increasing by 108.39% YoY, mainly due to decreased cash paid for goods purchased and services received[28] - Net cash flow from financing activities decreased by 113.14% YoY, mainly due to increased cash paid for repayment of loan principal[28] Research and Development Expenses During the reporting period, the company's total R&D expenditure was 25.92 million yuan, an 82.75% increase YoY, primarily for employee compensation, depreciation, amortization, and IT/maintenance fees, all expensed in the current period R&D Expenditure Details | Item | Current Period Amount (yuan) | Previous Period Amount (yuan) | | :--- | :--- | :--- | | Employee Compensation | 24,141,373.06 | 12,842,743.41 | | Depreciation and Amortization | 1,081,028.38 | 636,649.33 | | Information Technology and Maintenance Fees | 364,323.44 | 536,708.39 | | Other Expenses | 332,288.49 | 166,815.86 | | Total | 25,919,013.37 | 14,182,916.99 | | Of which: Expensed R&D | 25,919,013.37 | 14,182,916.99 | - All R&D expenditures for the current period were expensed and not capitalized[358] Changes in Consolidation Scope During the reporting period, the company's consolidation scope changed through the establishment of 19 new subsidiaries and the deregistration of 10, optimizing its business layout and enhancing market competitiveness - During the reporting period, the company established 19 new subsidiaries, including Foshan Qiaoyin Environmental Sanitation Management Co, Ltd and Jiaoling Qiaoyin Urban Environmental Service Co, Ltd, to strengthen competitive advantages, market expansion, and service capabilities[364][365] - During the reporting period, the company deregistered 10 subsidiaries, including Nanchang Qiaoan Environmental Protection Co, Ltd and Hainan Qiaoyin Environmental Technology Co, Ltd[365][366] - The company had no business combinations under non-common control, business combinations under common control, or reverse acquisitions during the reporting period[359][362][363] Interests in Other Entities This section details the company's interests in subsidiaries, joint ventures, and associates, with total carrying values of investments in joint ventures and associates at 49.57 million yuan and 103.06 million yuan, respectively - The company has numerous subsidiaries, some with shareholding ratios differing from voting rights, or where control is shared despite holding over 50% due to charter agreements, such as Zhuhai Qiaogang Municipal Services Co, Ltd and Guangzhou Qiaohuan Environmental Protection Technology Co, Ltd[395][396] Summary Financial Information for Insignificant Joint Ventures and Associates | Item | Period-End Balance/Current Period Amount (yuan) | Period-Beginning Balance/Previous Period Amount (yuan) | | :--- | :--- | :--- | | Joint Ventures: | | | | Total Carrying Value of Investments | 49,569,155.65 | 53,305,543.65 | | Net Profit | -1,483,795.63 | 4,073,750.87 | | Total Comprehensive Income | -1,483,795.63 | 4,073,750.87 | | Associates: | | | | Total Carrying Value of Investments | 103,062,575.20 | 87,781,509.28 | | Net Profit | 10,945,209.72 | 8,523,054.53 | | Tot