国林科技(300786) - 2023 Q4 - 年度财报(更新)

Important Notice, Table of Contents, and Definitions This section provides important notices regarding the annual report's accuracy, highlights a significant year-on-year net profit decline exceeding 50%, and states the company's decision against profit distribution for the period Important Notice The company's board of directors ensures the truthfulness, accuracy, and completeness of the annual report content. During the reporting period, the company's net profit decreased by over 50% year-on-year, and the company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital - The company's net profit for 2023 decreased by over 50% year-on-year, and management has outlined measures to improve profitability in the report, cautioning investors about risks[1] - The company's 2023 profit distribution plan is to not distribute cash dividends, bonus shares, or convert capital reserves into share capital[1] Company Profile and Key Financial Indicators This section outlines the company's fundamental information and presents key financial data, revealing significant revenue growth alongside a substantial net profit decline and a shift to operating loss in 2023 Company Information This section provides the company's basic business registration information, contact details, information disclosure channels, and details of the appointed accounting firm and sponsor institution - The company's stock abbreviation is 'Guolin Technology' and its stock code is 300786[6] - The accounting firm appointed by the company is Da Hua Certified Public Accountants (Special General Partnership)[10] Key Accounting Data and Financial Indicators In 2023, the company achieved significant revenue growth, but net profit sharply declined and turned into a loss. Operating revenue increased by 36.61% year-on-year to approximately RMB 400 million, while net profit attributable to shareholders plummeted by 262.75% year-on-year, resulting in a loss of RMB 29.14 million. Net cash flow from operating activities also turned negative, decreasing by 129.26% year-on-year 2023 Annual Key Financial Data and Year-on-Year Changes | Indicator | 2023 | 2022 (Adjusted) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue (RMB) | 399,770,522.35 | 292,629,410.03 | 36.61% | | Net Profit Attributable to Shareholders (RMB) | -29,137,344.28 | 17,903,134.63 | -262.75% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) (RMB) | -29,344,122.29 | 16,834,844.66 | -274.31% | | Net Cash Flow from Operating Activities (RMB) | -16,887,066.58 | 57,723,423.09 | -129.26% | | Basic Earnings Per Share (RMB/share) | -0.16 | 0.10 | -260.00% | | Weighted Average Return on Net Assets | -2.36% | 1.44% | -3.80% | | Total Assets (RMB) | 1,764,496,944.79 | 1,707,903,182.68 | 3.31% | | Net Assets Attributable to Shareholders (RMB) | 1,238,891,121.17 | 1,249,053,903.86 | -0.81% | 2023 Quarterly Key Financial Indicators (Unit: RMB) | Indicator | Q1 | Q2 | Q3 | Q4 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 66,122,429.84 | 69,803,828.68 | 126,975,324.91 | 136,868,938.92 | | Net Profit Attributable to Shareholders | 1,499,878.40 | -7,993,454.97 | 1,915,897.76 | -24,559,665.47 | | Net Cash Flow from Operating Activities | -28,089,185.12 | 6,018,797.81 | 29,555,773.83 | -24,372,453.10 | Management Discussion and Analysis Management discusses the company's industry position, core businesses, competitive advantages, detailed financial performance analysis, and future strategic outlook, including identified risks and countermeasures Industry Overview During the Reporting Period The company operates in the special equipment manufacturing (environmental protection equipment) and basic chemical raw material manufacturing industries. Industry development is significantly influenced by national environmental protection policies and industrial planning, particularly the implementation of the new 'National Standard for Drinking Water Quality' which creates a favorable development environment for the company's ozone system equipment and green chemical products. As a leading enterprise in the industry, the company actively participates in the formulation of multiple national and industry standards and major R&D projects - The company's industries are 'Special Equipment Manufacturing (C35)' and 'Other Basic Chemical Raw Material Manufacturing (C2619)', with development primarily influenced by national environmental protection policies and industrial planning[20] - As a leading enterprise in China's ozone industry, the company has participated in multiple national key science and technology projects, such as the '12th Five-Year Plan' Water Special Project and the '13th Five-Year Plan' Key R&D Program, and has led or participated in the formulation of numerous national, industry, and group standards[21][22] Company's Main Business During the Reporting Period The company's main business involves the R&D, manufacturing, sales, and service of ozone system equipment, while actively promoting the industrialization of glyoxylic acid production using the 'ozone oxidation maleic anhydride method'. During the reporting period, ozone system equipment remained the primary revenue source, with glyoxylic acid and by-product sales accounting for a smaller proportion. The company's products are widely used in municipal water supply, wastewater treatment, industrial wastewater, flue gas denitrification, and other fields, and have expanded into emerging markets such as semiconductors and medical health - The company's core business is ozone system equipment, while also expanding into glyoxylic acid and by-product businesses. During the reporting period, sales revenue from glyoxylic acid products accounted for a relatively low proportion, and there were no significant changes in the main business[23][24] - The company uses the 'ozone oxidation maleic anhydride method' to produce high-quality crystalline glyoxylic acid, a process that offers advantages such as high product quality, less environmental pollution, and lower costs compared to traditional methods. The 25,000 tons/year project entered formal production in the fourth quarter of 2023[30] - The company is actively exploring new application areas, with semiconductor-grade and photovoltaic-grade high-concentration ozone water systems delivered for customer verification; the successful development of electrolytic water ozone generators will expand into medical and household consumer markets[25] Core Competitiveness Analysis The company's core competitiveness is primarily reflected in six aspects: technology, performance and brand, core team, specialized production, comprehensive services, and import substitution. The company possesses a complete set of core technologies for ozone system equipment and multiple patents, achieving import substitution in the field of large-scale ozone equipment. Additionally, the company holds unique advantages in glyoxylic acid production processes and has successfully won bids for several large environmental protection projects, demonstrating its leading position in the industry - Technological Advantage: As of the end of the reporting period, the company holds 12 invention patents, 39 utility model patents, and 8 design patents, mastering key technologies such as 'DTA non-glass dielectric barrier discharge technology'[33][34][35] - Performance and Brand Advantage: The company has achieved import substitution in high-end application fields, winning bids for several large benchmark projects during the reporting period, including Gezhouba Group Tanggu Wastewater Treatment Plant and Shenhua Group Coal-to-Oil Wastewater Treatment[36][37] - Breakthroughs in Emerging Fields: Technology for high-concentration ozone water equipment for the semiconductor industry has achieved breakthroughs, with gas output concentration reaching 200-300 mg/L and ozone water concentration reaching 80-150 ppm, already delivered to multiple customers for verification[33] - Industrial Synergy Advantage: The company leverages its advantages in large-scale ozone generators and VPSA oxygen generation technology to provide crucial production conditions and technical support for the production of high-quality glyoxylic acid via the 'ozone oxidation maleic anhydride method'[40] Main Business Analysis During the reporting period, the company achieved operating revenue of RMB 399 million, a 36.61% year-on-year increase, primarily driven by the explosive growth in its chemical products business. However, net profit attributable to shareholders resulted in a loss of RMB 29.14 million, a 262.75% year-on-year decrease, mainly due to increased expenses from subsidiaries in their early development stages and significant credit and asset impairment losses. Ozone equipment manufacturing remains the primary revenue source, but chemical product manufacturing revenue grew by over 10 times year-on-year, demonstrating strong growth potential 2023 Operating Revenue Composition (by Industry) | Industry | Operating Revenue (RMB) | Proportion | Year-on-Year Change | Gross Margin | Gross Margin Year-on-Year Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Ozone Equipment Manufacturing | 252,581,638.99 | 63.18% | 11.28% | 30.13% | -4.65% | | Chemical Product Manufacturing | 81,095,688.86 | 20.29% | 1,016.25% | -19.40% | -10.72% | | Other | 54,670,948.02 | 13.68% | 10.45% | 53.53% | 1.91% | 2023 Operating Revenue Composition (by Product) | Product | Operating Revenue (RMB) | Proportion | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Large Ozone Generator System Equipment and Accessories | 236,638,825.19 | 59.19% | 13.92% | | Glyoxylic Acid and By-products | 81,095,688.86 | 20.29% | 1,016.25% | | Parts and Others | 70,613,761.82 | 17.66% | 2.70% | - Financial expenses increased by 762.87% year-on-year, primarily due to increased interest amortization from subsidiaries leasing operating premises[61] - Net cash flow from operating activities was -RMB 16.89 million, a 129.26% year-on-year decrease, mainly due to increased raw material purchases. The significant difference between net profit and operating cash flow is primarily due to subsidiary losses, large impairment provisions, and increased inventory scale[67][68] - R&D investment during the reporting period was RMB 20.70 million, accounting for 5.18% of operating revenue. Key R&D projects include ultra-large ozone generation systems, semiconductor application equipment, and glyoxylic acid process optimization[46][62][66] Company's Future Development Outlook The company will adhere to its mission of 'developing ozone technology and forging green industries', forming a 'dual-driven, multi-point blossoming' pattern with ozone equipment manufacturing as the foundation, and high-end chemicals, semiconductor equipment, and household health products as new growth points. The company plans to consolidate its industry-leading position through continuous R&D, market expansion, digital transformation, and talent acquisition. Concurrently, the company has identified potential risks such as market competition, tax policy changes, technology leakage, accounts receivable bad debts, and major shareholder control, and has formulated corresponding countermeasures - Development Strategy: Consolidate its position as an ozone system supplier, while developing glyoxylic acid, semiconductor-specific equipment, and household health products as new profit growth points[89][90] - Development Plan: Continuously pursue product development (large ozone systems, glyoxylic acid applications, semiconductor cleaning equipment), expand into high-end markets, promote digital transformation, and consider mergers and acquisitions when appropriate[91][92][93][94][95] - Major Risks: The company faces risks such as intensified market competition, changes in tax preferential policies, leakage of core technologies, accounts receivable bad debts, and major shareholder control[95][96][98][99][100] Corporate Governance This section details the company's robust corporate governance structure, provides information on its directors, supervisors, and senior management, and outlines the profit distribution policy for the reporting period Overview of Corporate Governance During the reporting period, the company operated strictly in accordance with relevant laws and regulations, maintaining a sound corporate governance structure and independence in assets, personnel, finance, organization, and business. There were no significant discrepancies between the company's actual corporate governance status and regulatory requirements - The company has established a corporate governance structure with clear responsibilities, mutual checks and balances, and scientific decision-making, complying with the normative document requirements for listed company governance[104] - The company is independent of its controlling shareholder and related parties in terms of business, assets, organization, personnel, and finance, possessing complete independent operating capabilities[112][114][115][116][117][118] Information on Directors, Supervisors, and Senior Management This section details the basic information, shareholding changes, professional experience, and remuneration of the company's directors, supervisors, and senior management. During the reporting period, the company's board of directors and supervisory board underwent re-elections, with some directors, supervisors, and senior executives departing due to term expiration or personal reasons, and new members being elected - During the reporting period, Mr. Ding Xiangpeng, the company's controlling shareholder and chairman, reduced his shareholding by 9.3 million shares through an agreement transfer, with his shareholding percentage decreasing to 23.68% at the end of the period[120] - The company completed the re-election of its board of directors and supervisory board on December 14, 2023, with changes involving multiple directors, supervisors, and senior executives[123][124] 2023 Remuneration of Directors, Supervisors, and Senior Management (Partial) | Name | Position | Total Pre-tax Remuneration from the Company (RMB 10,000) | | :--- | :--- | :--- | | Ding Xiangpeng | Chairman, General Manager | 40.61 | | Wang Chengbao | Vice Chairman | 28.99 | | Hu Wenjia | Board Secretary, Deputy General Manager | 47.02 | | Liu Yanlu | Financial Controller | 17.56 | Company Profit Distribution and Capital Reserve Conversion to Share Capital For the 2022 fiscal year, the company implemented a profit distribution plan of RMB 0.20 cash dividend (tax inclusive) per 10 shares. For the 2023 fiscal year, due to a negative net profit in the consolidated financial statements and considering the company's strategic development plan, the board of directors proposed no profit distribution - 2022 Profit Distribution: Based on a total share capital of 184,015,879 shares, a cash dividend of RMB 0.20 (tax inclusive) per 10 shares was distributed to all shareholders[149] - 2023 Profit Distribution Proposal: Due to a negative net profit in the annual consolidated financial statements, the company proposes not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[150][151] Environmental and Social Responsibility This section addresses the company's environmental and social responsibilities, confirming no significant environmental issues or penalties during the reporting period Significant Environmental Issues The company and its subsidiaries are not classified as key pollutant-discharging entities by environmental protection authorities, and no administrative penalties were received for environmental issues during the reporting period - Neither the company nor its subsidiaries are classified as key pollutant-discharging entities, and there were no environment-related administrative penalties during the reporting period[166] Significant Events This section covers significant events, including a major ongoing litigation case and other material corporate actions during the reporting period Significant Litigation and Arbitration Matters The company faces a significant lawsuit initiated by Lane Xang Minerals Limited, a controlled subsidiary of Chifeng Gold, in the Hong Kong High Court, involving equipment contract disputes with an estimated claim amount of approximately USD 46 million. As of the end of the reporting period, the case has been filed but has not yet commenced trial - The company has been sued by Lane Xang Minerals Limited in the Hong Kong High Court over an equipment contract dispute, with an estimated claim amount of approximately USD 46 million. The case has been filed but has not yet commenced trial[181] Other Significant Matters During the reporting period, the company's significant matters included the controlling shareholder's agreement to transfer a portion of shares, the expiration and partial cancellation of reserved equity under the 2022 restricted stock incentive plan, the re-election of the board of directors and supervisory board, and the establishment of a new wholly-owned subsidiary and capital increase for a subsidiary - Mr. Ding Xiangpeng, the controlling shareholder and actual controller, transferred a portion of the company's shares via agreement in March 2023[193] - Established a new wholly-owned subsidiary, Qingdao Guolin Ceramic New Material Technology Co., Ltd., and increased capital for subsidiary Guolin Semiconductor, introducing new investors[195] Share Changes and Shareholder Information This section details changes in the company's share capital and provides comprehensive information on its shareholders and actual controller Share Changes During the reporting period, the company's total share capital remained unchanged at 184,015,879 shares. Restricted shares slightly increased due to changes in executive lock-up shares, rising from 25.48% to 25.63% of the total share capital - At the end of the reporting period, the company's total share capital was 184,015,879 shares, consistent with the beginning of the period[197] Shareholders and Actual Controller Information As of the end of the reporting period, the company had a total of 12,144 common shareholders. Mr. Ding Xiangpeng, the controlling shareholder and actual controller, held 23.68% of the company's shares. New shareholder Shanghai Chiyao Investment Co., Ltd. became the second-largest shareholder, holding 5.05% - The company's controlling shareholder and actual controller is Ding Xiangpeng, with a shareholding ratio of 23.68% at the end of the reporting period[200][204] Top Ten Shareholders' Shareholding at Period-End | Shareholder Name | Shareholding Proportion | Number of Shares Held | | :--- | :--- | :--- | | Ding Xiangpeng | 23.68% | 43,570,280 | | Shanghai Chiyao Investment Co., Ltd. - Chiyao No. 8 Private Securities Investment Fund | 5.05% | 9,300,000 | | Wang Chengbao | 1.77% | 3,251,700 | | Wang Haiyan | 1.69% | 3,105,600 | | Zhang Lei | 1.50% | 2,757,700 | | Invesco Great Wall New Energy Industry Stock Investment Fund | 1.30% | 2,390,332 | | Lin Xuyan | 1.29% | 2,380,000 | | Zhu Ruoying | 1.14% | 2,100,738 | | Jiaxin Shunze No. 5 Private Securities Investment Fund | 0.78% | 1,438,900 | | Wang Wei | 0.62% | 1,147,260 | Financial Report This section presents the company's audited financial statements for 2023, including the auditor's unqualified opinion and detailed financial performance data Audit Report Da Hua Certified Public Accountants (Special General Partnership) issued a standard unqualified audit opinion on the company's 2023 financial statements. The auditors believe that the financial statements fairly reflect the company's financial position and operating results in all material respects. A key audit matter was revenue recognition, due to its significance as a key performance indicator and the inherent risk of management manipulating recognition timing - Audit Opinion Type: Standard unqualified opinion[209] - Audit Firm: Da Hua Certified Public Accountants (Special General Partnership)[209] - Key Audit Matter: Revenue recognition. The auditors, by understanding and evaluating internal controls, examining sales contracts, and performing confirmations, concluded that the company's judgment on revenue recognition was reasonable[211][212] Financial Statements The financial statements show that the company's total assets steadily grew to RMB 1.76 billion. In terms of profit, operating revenue increased by 36.61% to RMB 400 million, but due to a significant increase in costs (65.29% year-on-year growth) and combined credit and asset impairment losses of approximately RMB 34.7 million, net profit turned from a gain to a loss of RMB 30.87 million. Regarding cash flow, net cash outflow from operating activities was RMB 16.89 million, net cash outflow from investing activities was RMB 74.80 million, and net cash inflow from financing activities was RMB 15.35 million, leading to a RMB 76.34 million decrease in cash and cash equivalents at period-end to RMB 181 million Consolidated Balance Sheet Key Items (Unit: RMB) | Item | December 31, 2023 | January 1, 2023 | | :--- | :--- | :--- | | Total Assets | 1,764,496,944.79 | 1,707,903,182.68 | | Cash and Cash Equivalents | 181,988,620.27 | 259,367,342.05 | | Accounts Receivable | 170,142,354.67 | 180,279,536.01 | | Inventories | 370,507,062.24 | 308,650,961.35 | | Fixed Assets | 703,716,960.90 | 641,138,268.43 | | Total Liabilities | 497,820,191.14 | 453,093,873.60 | | Total Owners' Equity | 1,266,676,753.65 | 1,254,809,309.08 | Consolidated Income Statement Key Items (Unit: RMB) | Item | 2023 Annual | 2022 Annual | | :--- | :--- | :--- | | Total Operating Revenue | 399,770,522.35 | 292,629,410.03 | | Total Operating Costs | 410,318,140.16 | 278,983,863.73 | | Operating Costs | 303,079,724.32 | 183,358,052.90 | | Credit Impairment Losses | -13,431,679.13 | 1,148,103.09 | | Asset Impairment Losses | -21,274,737.77 | -1,003,712.65 | | Total Profit | -35,316,649.08 | 18,410,702.26 | | Net Profit | -30,870,925.41 | 17,619,529.80 | | Net Profit Attributable to Parent Company Shareholders | -29,137,344.28 | 17,903,134.63 | Consolidated Cash Flow Statement Key Items (Unit: RMB) | Item | 2023 Annual | 2022 Annual | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -16,887,066.58 | 57,723,423.09 | | Net Cash Flow from Investing Activities | -74,804,665.65 | -125,589,821.64 | | Net Cash Flow from Financing Activities | 15,349,007.55 | 67,444,674.64 | | Net Increase in Cash and Cash Equivalents | -76,342,724.68 | -421,723.91 | | Cash and Cash Equivalents at Period-End | 180,879,919.27 | 257,222,643.95 |