NSIG(688126)2024-04-12 16:00Dividend Distribution - The company plans to distribute a cash dividend of RMB 0.40 per 10 shares, totaling RMB 109,887,087.44, which represents 59% of the net profit attributable to shareholders in 2023[4] - The company's 2023 annual profit distribution plan is to distribute a cash dividend of RMB 0.40 per share (tax included) to all shareholders, with a total cash dividend of RMB 109,887,087.44 (tax included), accounting for 59% of the net profit attributable to the parent company in 2023[135] - Cash dividend amount (including tax) is RMB 109,887,087.44, accounting for 59% of the net profit attributable to ordinary shareholders of the listed company[138] Financial Performance - Revenue for 2023 decreased by 11.39% to RMB 31.9 billion compared to 2022[20] - Net profit attributable to shareholders dropped by 42.61% to RMB 186.54 million in 2023[20] - Net cash flow from operating activities turned negative at RMB -2.75 billion in 2023, a 159.88% decrease from 2022[20] - Basic earnings per share declined by 43.8% to RMB 0.068 in 2023[21] - Weighted average return on equity decreased by 1.02 percentage points to 1.27% in 2023[21] - Revenue for the reporting period was 3,190.30 million yuan, a decrease of 11.39% year-on-year, primarily due to the impact of the overall economic environment and the semiconductor market downturn cycle[58] - Net profit attributable to ordinary shareholders of the listed company is RMB 186,542,762.23[138] R&D and Innovation - R&D investment as a percentage of revenue increased to 6.96% in 2023, up by 1.09 percentage points from 2022[21] - The company maintained a focus on capacity expansion and new product R&D despite market challenges[21] - The company's R&D expenses increased to 222.1241 million yuan in 2023, accounting for 6.96% of total revenue[31] - Total R&D investment for the year reached 2.221 billion yuan, a 5.03% increase from the previous year, with R&D investment accounting for 6.96% of total revenue, an increase of 1.09 percentage points[42] - The company applied for 100 invention patents and obtained 34 invention patent authorizations during the reporting period, with a total of 606 invention patents and 101 utility model patents by the end of the period[40][41] - The company holds 832 authorized patents, including 606 invention patents, and has undertaken 7 national "02 special projects"[48] Semiconductor Market and Production - Global semiconductor market revenue decreased by 11.1% in 2023, with DRAM and NAND sales dropping by 38.5% and 37.5% respectively[30] - The company's 300mm semiconductor wafer capacity reached 450,000 wafers/month by the end of 2023, with a target to reach 600,000 wafers/month by the end of 2024[30] - The company's subsidiary Shanghai Xinsheng achieved a cumulative shipment of nearly 10 million 300mm semiconductor wafers[30] - The company plans to invest 9.1 billion yuan in a new 300mm semiconductor wafer production base in Taiyuan, expected to complete pilot line construction in 2024[30] - The company's 300mm semiconductor wafer production capacity reached 450,000 wafers/month by the end of the reporting period, with an additional 150,000 wafers/month added through the Shanghai XinSheng project, aiming for 600,000 wafers/month by 2024[32] - The combined production capacity of 200mm and below polished and epitaxial wafers at subsidiaries XinAo Technology and Okmetic exceeds 500,000 wafers/month[32] - The combined production capacity of 200mm and below SOI wafers at subsidiaries XinAo Technology and Okmetic exceeds 65,000 wafers/month[32] Corporate Governance - The company has no special arrangements in corporate governance and no non-operational fund occupation by controlling shareholders or related parties[5][6] - The company's governance structure includes a board of 9 directors, with 3 independent directors, and a supervisory board of 3 members, ensuring compliance with legal and regulatory requirements[101] - The company has established various governance rules and systems, including shareholder meeting rules, board meeting rules, and independent director work systems, to ensure standardized operations[101] - The company held its first temporary shareholders' meeting on January 17, 2023, with all proposals approved and no rejected motions[103] - The company's annual shareholders' meeting on June 20, 2023, also saw all proposals approved without any rejections[103] Subsidiaries and Investments - The company's subsidiary New Silicon Polymer completed a 296 million yuan capital increase, with the company holding 50.13% of the shares[31] - The company's subsidiary Okmetic is focusing on the niche market of high-end analog chips and advanced sensor wafers, with new expansion projects initiated to strengthen its position in the 200mm high-end wafer market[99] - The company's subsidiary Simgui will continue to produce SOI wafers for RF front-end chips, power devices, sensors, and silicon photonic devices, with plans to establish supply capabilities to meet market demand[99] - The company invested 14,457.58 million RMB in strategic placements for IPOs of key suppliers and customers[83] - The company invested 14,500 million RMB in its subsidiary New Silicon Polymer to expand production lines and improve financial structure[83] - The company invested 8,100 million RMB in its subsidiary Tuo Silicon Semiconductor to support strategic development and industry chain expansion[83] - The company invested 12,500 million RMB in Shanghai Integrated Circuit Materials Research Institute to accelerate R&D platform construction[84] Environmental and Social Responsibility - The company invested RMB 53,626,300 in environmental protection during the reporting period[149] - Subsidiaries XinAo Technology and Shanghai XinSheng were listed as key pollutant discharge units by the Shanghai Municipal Bureau of Ecology and Environment[149] - The company's subsidiary, Shanghai Xinxin, reported that all wastewater and exhaust gas emissions met the standards, with key pollutants such as chemical oxygen demand (COD) at 86 mg/L and ammonia nitrogen at 25.6 mg/L, all within permissible limits[150] - The company's subsidiary, Xin'ao Technology, also reported compliance with emission standards, with key pollutants like fluoride at 0.015 mg/L and nitrogen oxides at 3 mg/L, all within permissible limits[151] - The company's subsidiary, Xin'ao Technology, reported that all wastewater and exhaust gas emissions met the standards, with key pollutants such as chemical oxygen demand (COD) at 125.06 mg/L and ammonia nitrogen at 15 mg/L, all within permissible limits[152] - The company has established a comprehensive system for managing and preventing pollution, including procedures for wastewater, exhaust gas, noise, and waste management, ensuring compliance with environmental regulations[153] - The company ensures that all construction projects comply with environmental impact assessment reports and environmental protection acceptance approvals, adhering to the "three simultaneous" principle[154] - The company has developed a series of emergency response plans for potential environmental incidents, including ammonia and chlorine leaks, hazardous chemical accidents, and radiation incidents, and conducts regular drills[155] - The company conducts continuous online monitoring of key pollutants in wastewater, with data supervised by environmental authorities, ensuring compliance with national and local standards[156] - The company is actively reducing traditional energy consumption by promoting the use of solar photovoltaic clean energy and planning green electricity purchase projects, while also focusing on waste heat and water recycling[157] - The company has reduced greenhouse gas emissions by over 12,000 tCO2e through the use of photovoltaic roofs and green electricity, and by advancing energy-saving technical transformation projects[158] - Total electricity consumption by domestic subsidiaries was approximately 280 million kWh, water consumption was approximately 2.88 million tons, and natural gas consumption was approximately 350,000 cubic meters[159] - The company reduced CO2 emissions by 12,534 tons through energy-saving projects, heat recovery systems, and solar energy initiatives[162] - The company implemented a wastewater recycling system, significantly improving water resource reuse and achieving notable water-saving results[164] - The company donated 20,000 RMB to the "Blue Sky Benevolence" charity project and organized employee blood donation activities[166][167] Market and Industry Trends - Global semiconductor silicon wafer (excluding SOI) sales grew from 12.129 billion in 2023, with a CAGR of 7.72%[34] - China's semiconductor silicon wafer sales grew from 1.732 billion in 2023, with a CAGR of 19.43%, higher than the global average[34] - Global SOI wafer market sales grew from 1.694 billion in 2023, with a CAGR of 21.20%[34] - The global semiconductor market size in 2023 was $526.9 billion, a decrease of 8.22% year-on-year[34] - Global semiconductor silicon wafer (excluding SOI) shipment area in 2023 was 12,602 million square inches, a decrease of 14.35% year-on-year[34] - From 2023 to 2025, 82 new wafer fabs are expected to be operational globally, including 44 projects in 2024 and 25 projects in 2025[34] - The top five global silicon wafer manufacturers, including Shin-Etsu, SUMCO, GlobalWafers, Siltronic, and SK Siltron, hold nearly 90% of the market share[35] - The global semiconductor industry is shifting towards China, driven by the largest semiconductor terminal product consumer market[96] Strategic Development - The company aims to become a "one-stop" silicon material service provider, focusing on 300mm semiconductor wafers and SOI wafers[97] - The company's development strategy includes self-development innovation, external cooperation and mergers, and building an ecosystem[98] - The company plans to expand the production capacity of 300mm semiconductor wafers through its subsidiary Shanghai Xinsheng, aiming to cover all sizes and categories of semiconductor wafers, thereby reducing unit costs and improving product quality[99] - The company will accelerate product certification processes to meet the needs of domestic chip manufacturers, while also monitoring global chip production line plans to expand market opportunities[99] - The company emphasizes talent acquisition and development, with plans to introduce global high-end talent, optimize talent structure, and implement equity or option incentives for core personnel[99] - The company will consider mergers and acquisitions of high-quality assets to enhance production capabilities, market share, and revenue sources, while reducing costs and expanding the talent pool[99] Financial and Operational Risks - The company faces risks of performance decline due to potential macroeconomic downturns, international trade conflicts, and semiconductor industry trends[50] - The company faces risks from potential changes in tax incentives, as its subsidiaries enjoy a preferential tax rate of 15%[54] - The semiconductor silicon wafer industry is highly competitive, with the company facing dual competition from international leaders and new domestic entrants[56] - The company's goodwill balance as of December 31, 2023, was 1,117.09 million yuan, with no impairment recorded during the reporting period[54] - Foreign assets accounted for 24.39% of total assets, with overseas sales contributing 41.44% of total sales, highlighting significant exposure to currency fluctuations[54] - Inventory totaled 1,552.55 million yuan, with an inventory impairment provision of 103.54 million yuan, representing 6.67% of total inventory[54] Employee and Management - The company's total number of employees is 2,377, with 1,352 production personnel, 80 sales personnel, 672 technical personnel, 34 financial personnel, 86 administrative personnel, and 153 management personnel[131] - The company's total number of employees includes 44 with a doctoral degree, 226 with a master's degree, 581 with a bachelor's degree, 487 with an associate degree, and 1,039 with a high school diploma or below[131] - The company's management team implements an annual salary system, with compensation linked to annual performance targets[132] - The company's training plan focuses on skill training for front-line employees and comprehensive ability training for middle and senior employees[133] - The total number of shares held by executives and directors increased by 4,870,668 shares during the year[108] - Total compensation for directors, supervisors, and senior management at the end of the reporting period was RMB 3,495.17 million[118] - Total compensation for core technical personnel at the end of the reporting period was RMB 1,249.67 million[118] - The company's board of directors held multiple meetings to discuss and approve management team performance and compensation adjustments for 2023[118] - Key personnel changes included the departure of Vice Chairman Fan Xiaoning in March 2023 and Director Hao Yiyang in October 2023, both for personal reasons[119] Investor Relations and Information Disclosure - The company held 3 performance briefings in 2022 and 2023, including the 2022 annual and 2023 Q1 performance briefing, 2023 semi-annual performance briefing, and 2023 Q3 performance briefing[177] - The company has established an investor relations management team and implemented a two-way communication mechanism with investors[177] - The company has formulated an "Information Disclosure Management System" and other related systems to ensure the authenticity, accuracy, completeness, timeliness, and fairness of information disclosure[178] - The company has established a cross-departmental intellectual property working group and formulated internal systems such as the "Intellectual Property Management Measures" and "Patent Management Measures"[179] - The company has formulated internal management systems to regulate information communication behavior between the company and investors, and to improve the channels and methods for institutional investors to participate in corporate governance[181] Legal and Regulatory Compliance - The company has no non-operational fund occupation by controlling shareholders or other related parties during the reporting period[199] - The company has no illegal guarantee situations during the reporting period[199] - The company's board of directors has no explanation for the "non-standard opinion audit report" from the accounting firm[200] - The company has analyzed and explained the reasons and impacts of changes in accounting policies and estimates, with details available in the "Tenth Section Financial Report"[200] Shareholder Commitments and Stock Options - The company's actual controllers, shareholders, and related parties have made commitments regarding share lock-up, with a lock-up period of 36 months from the date of listing[184] - The company's major shareholders have committed to standardizing and minimizing related-party transactions, ensuring fair pricing, and avoiding actions that harm the interests of the company and its shareholders[186] - The company's major shareholders have committed to not engaging in or acquiring businesses that compete with the company's main business, avoiding significant adverse impacts on the company's operations[186] - The company's stock has a lock-up period of 36 months post-listing, during which major shareholders, including Guosheng Group and Industrial Investment Fund, cannot sell their shares[188] - After the lock-up period, Guosheng Group and Industrial Investment Fund can sell up to 2% of the company's total shares annually in the 4th and 5th years post-listing[188] - The company is committed to repurchasing shares if the stock price falls below the net asset value per share for 20 consecutive trading days within three years of listing[188] - Directors and senior management are required to increase their shareholdings if the stock price remains below the net asset value per share after the company initiates price stabilization measures[190] - The company guarantees the accuracy and completeness of its IPO prospectus and will repurchase all newly issued shares if there are any false statements or omissions[190] - Guosheng Group and Industrial Investment Fund have pledged to compensate investors for any losses due to false statements in the IPO prospectus[191] - Directors, supervisors, and senior management are individually and jointly liable for the accuracy of the IPO prospectus and will compensate investors for any losses[191] - The company has established measures to address any failure to fulfill public commitments, including public apologies and compensation for investor losses[191] - The company implemented a stock option incentive plan with 95,063,400 shares, accounting for 5.87% of the total shares, and involved 267 incentive objects, accounting for 16.88% of the total employees[139] - During the reporting period, 19,571,661 stock options were eligible for vesting/exercise/unlocking, and 15,518,529 were actually vested/exercised/unlocked[140] - The company confirmed RMB 3,675,854.94 in share-based payment expenses related to the stock option incentive plan[141] - 167 employees exercised stock options, holding a total of 26,878,787 shares, accounting for 0.98% of the total share capital[170][171] Future Plans and Commitments - The company plans to implement a profit distribution policy based on the "Three-Year Shareholder Dividend Return Plan" passed at the second extraordinary general meeting in 2019, aiming to enhance investor returns[194] - The company will accelerate the implementation of fundraising projects to improve comprehensive competitiveness and profitability, with strict management of raised funds to ensure expected returns[196] - The company has committed to enhancing operational capabilities and expanding business scale post-IPO to mitigate the risk of short-term declines in earnings per share and return on equity[194] - The company will refine its profit distribution policy and strengthen investor return mechanisms, ensuring compliance with regulatory requirements and optimizing investment returns[196] - Directors and senior management have pledged to fulfill their duties diligently, ensuring the company's interests and aligning compensation with the execution of measures to fill diluted immediate returns[196] - The company's directors, supervisors, and senior management have committed to ensuring the accuracy and completeness of the prospectus content, with no false records or misleading statements, and will bear corresponding legal responsibilities[198] - The company's directors, supervisors, and senior management have made commitments to fulfill their duties faithfully and diligently, protect the interests of the company and all shareholders, and not to use company assets for unrelated investments or consumption activities[198] - The company's stock option incentive plan stipulates that shares obtained by incentive objects after the company's listing cannot be reduced within 3 years from the exercise date, and must follow the reduction regulations of directors, supervisors, and senior management after the prohibition period[198]