Financial Performance - Revenue increased by 8.6% to RMB 38,418.9 million in 2023 compared to RMB 35,377.0 million in 2022[12] - Gross profit rose by 29.0% to RMB 11,662.5 million in 2023 from RMB 9,039.3 million in 2022[12] - Net profit grew by 31.5% to RMB 8,754.5 million in 2023 compared to RMB 6,659.0 million in 2022[12] - Adjusted EBITDA increased by 25.0% to RMB 14,107.3 million in 2023 from RMB 11,289.1 million in 2022[12] - Adjusted net profit rose by 32.3% to RMB 9,005.9 million in 2023 compared to RMB 6,806.0 million in 2022[12] - Basic adjusted earnings per ADS increased by 29.7% to RMB 11.14 in 2023 from RMB 8.59 in 2022[12] - Diluted adjusted earnings per ADS grew by 27.6% to RMB 10.90 in 2023 compared to RMB 8.54 in 2022[12] - Revenue increased by 8.6% from RMB 35,377.0 million in 2022 to RMB 38,418.9 million in 2023 due to post-pandemic recovery in express delivery demand[17] - Net profit for 2023 was RMB 8,754,457 thousand, compared to RMB 6,658,966 thousand in 2022[15] - Adjusted net profit for 2023 was RMB 9,005,920 thousand, up from RMB 6,805,999 thousand in 2022[15] - EBITDA for 2023 was RMB 13,857,799 thousand, compared to RMB 11,153,363 thousand in 2022[15] - Adjusted EBITDA for 2023 was RMB 14,107,290 thousand, up from RMB 11,289,073 thousand in 2022[15] - Net profit attributable to ordinary shareholders for 2023 was RMB 8,749,004 thousand, compared to RMB 6,809,056 thousand in 2022[16] - Adjusted net profit attributable to ordinary shareholders for 2023 was RMB 9,000,467 thousand, up from RMB 6,956,089 thousand in 2022[16] - Basic earnings per share for 2023 were RMB 10.83, compared to RMB 8.41 in 2022[16] - Diluted earnings per share for 2023 were RMB 10.60, compared to RMB 8.36 in 2022[16] - The core express business revenue increased by 9.8% from RMB 34,164.3 million in 2022 to RMB 37,512.1 million in 2023, driven by a 23.8% increase in parcel volume and an 11.3% decrease in parcel unit price[31] - The freight forwarding service revenue decreased by 25.2% in 2023 compared to 2022, primarily due to post-pandemic e-commerce price declines[32] - The total operating costs increased by 1.6% from RMB 26,337.7 million in 2022 to RMB 26,756.4 million in 2023[33] - The gross profit increased by 29.0% from RMB 9,039.3 million in 2022 to RMB 11,662.5 million in 2023, with the gross margin rising from 25.6% to 30.4%[35] - The total operating expenses increased by 27.0% from RMB 1,302.8 million in 2022 to RMB 1,654.6 million in 2023[36] - The interest income increased by 40.3% from RMB 503.7 million in 2022 to RMB 706.8 million in 2023[37] - The interest expense increased by 52.0% from RMB 190.5 million in 2022 to RMB 289.5 million in 2023[37] - The financial instruments fair value change income increased by 255.7% from RMB 46.2 million in 2022 to RMB 164.5 million in 2023[37] - The foreign exchange gain decreased by 36.5% from RMB 147.3 million in 2022 to RMB 93.5 million in 2023[37] - Income tax expense increased by 18.7% from RMB 1,633.3 million in 2022 to RMB 1,938.6 million in 2023, with the overall tax rate decreasing by 1.6% due to a tax refund of RMB 207.1 million received in the third quarter[38] - Net profit increased by 31.5% from RMB 6,659.0 million in 2022 to RMB 8,754.5 million in 2023[39] - The asset-liability ratio increased from 30.6% in 2022 to 31.9% in 2023[40] - Cash and cash equivalents, restricted cash, and short-term investments totaled RMB 12,333.9 million, RMB 686.6 million, and RMB 7,454.6 million respectively as of December 31, 2023, with 91.8% held by subsidiaries in China and 85.4% denominated in RMB[41] - Outstanding bank loan principal increased from RMB 5,394.4 million in 2022 to RMB 7,766.0 million in 2023, with a weighted average interest rate of 1.6% for short-term bank loans[41] - Capital expenditures totaled approximately RMB 6.7 billion in 2023, down from RMB 7.4 billion in 2022, with future capital expenditures to be funded by existing cash balances and other financing methods[46] - Capital commitments amounted to RMB 4.6 billion as of December 31, 2023, primarily related to the construction of office buildings, sorting centers, and warehouse facilities[46] - The company declared a final dividend of 500 million to a total of 0.37 per ADS for 2022, payable to shareholders on record by April 6, 2023[109] - The company declared a final dividend of 1 billion in convertible senior notes in August 2022, with a 1.50% annual interest rate, maturing on September 1, 2027[108] - As of December 31, 2023, the $1 billion in convertible senior notes remain unexercised[108] - Less than 30% of the company's total revenue for the fiscal year ending December 31, 2023, came from its top five customers, and less than 30% of total procurement came from its top five suppliers[103] - The company made charitable donations totaling RMB 8.2 million during the reporting period[107] - The company maintains the required public float percentage as per listing rules[107] - No bonds were issued by the company during the reporting period[107] Operational Infrastructure - The company operates a network covering 99% of cities and counties in China, with approximately 6,000 direct network partners, over 31,000 pickup and delivery points, and more than 110,000 end stations as of December 31, 2023[20] - The logistics infrastructure includes 99 sorting centers, 464 automated sorting lines, and over 3,900 trunk lines served by more than 10,000 self-owned trucks, including over 9,200 high-capacity vehicles[21] - The company’s proprietary Zhongtian system supports daily high-throughput processing of over 100 million orders, utilizing real-time monitoring, order scheduling, and predictive algorithms[22] - The comprehensive unit cost for sorting and transportation decreased in 2023 compared to 2022 due to ongoing digitalization and intelligent upgrades[23] - The company operates under a network partner model, providing express delivery services in China[50] Corporate Governance and Leadership - The company has not separated the roles of Chairman and CEO, currently held by Mr. Lai Meisong, to ensure consistent internal leadership and more effective strategic planning[137] - The Board of Directors includes 3 executive directors, 2 non-executive directors, and 5 independent non-exec directors, maintaining a balance of power and efficient decision-making[137] - The company has established formal and informal channels to ensure the Board receives independent views and opinions, with half of the Board members being independent non-exec directors[142] - Independent non-exec directors' independence is assessed annually, and they can seek independent professional advice at the company's expense if needed[142] - Directors are required to retire by rotation at least once every three years, with Mr. Huang Qin, Mr. Herman Yu, and Mr. Gao Zunming set to retire at the 2024 AGM[143] - Mr. Chen Xudong, appointed as a non-exec director on June 15, 2023, will retire at the AGM but is eligible for re-election[143] - The company has adopted a code of conduct for securities transactions that is no less stringent than the Model Code for Securities Transactions by Directors of Listed Issuers[138] - The company received an exemption from strict compliance with certain provisions of the Model Code for a trading plan by Mr. Wang Jilei[139] - All directors and relevant employees confirmed compliance with the code of conduct and the Model Code during the reporting period[139] - The company has complied with all code provisions of the Corporate Governance Code except for the separation of Chairman and CEO roles[137] - The board of directors held 8 meetings during the reporting period[144] - The company held one annual general meeting, one extraordinary general meeting, and 11 committee meetings during the reporting period[144] - The next annual general meeting is scheduled for June 18, 2024[144] - The audit committee held 4 meetings during the reporting period[150] - The audit committee reviewed and approved the financial results for the fourth quarter and the consolidated financial statements for the fiscal years ending December 31, 2022, and December 31, 2023[150] - The audit committee met with the company's independent auditor, Deloitte Touche Tohmatsu[150] - The audit committee reviewed the effectiveness of the company's internal audit function and its responsibilities under the corporate governance code[150] - The audit committee discussed accounting policies, internal controls, and financial reporting matters with senior management[150] - The independent auditor audited the consolidated financial statements of the group[150] - The compensation committee held three meetings during the reporting period to review and propose executive and director compensation terms[152] - The compensation range for senior management in 2023 was between RMB 1 million and RMB 6 million, with 3 executives earning RMB 1-5 million and 1 executive earning RMB 5-6 million[153] - The nomination and corporate governance committee held two meetings to review board structure, diversity policy, and director succession planning[155] - The environmental, social, and governance (ESG) committee held two meetings to adopt ESG policies and review performance metrics[157] - The company has established a director nomination policy to ensure board diversity and alignment with business needs[158] - The company has adopted a Board Diversity Policy, with 10 directors including 9 male and 1 female (10% of the board)[159] - As of December 31, 2023, the company has 23,554 employees, with 15,072 male (64%) and 8,482 female (36%)[160] - The company approved a semi-annual cash dividend policy, with at least 40% of distributable profits to be paid as dividends starting from 2024[161] - No significant fraud or misconduct impacting financial statements or operations was found in 2023[162] - The company has adopted an Anti-Corruption Policy to ensure ethical business practices and compliance with anti-corruption laws[163] - All directors have met continuous professional development requirements through training and reading materials[164] - The board is responsible for preparing the financial statements for the year ended December 31, 2023, with no significant uncertainties affecting the company's ability to continue as a going concern[165] - The company's risk management and internal control systems are reviewed annually by the Board of Directors, ensuring they are effective and adequate[166] - The company paid RMB 18.64 million for audit services and RMB 920,000 for non-audit services (tax and other consulting services) in 2023[169] - Shareholders can request a special general meeting if they hold at least 10% of the voting rights, and the meeting must be held within 21 days of the request[171] - The company adopted a new set of articles of association on May 1, 2023, allowing for electronic or hybrid general meetings[175] - The Board of Directors adopted a shareholder communication policy on April 20, 2023, to enhance investor relations and ensure timely and accurate information disclosure[174] Shareholder Structure and Equity - Lai Meisong holds 206,100,000 Class B ordinary shares, representing 100% of the Class B shares[177] - Lai Meisong holds 4,989,947 Class A ordinary shares, representing 0.82% of the Class A shares[177] - Wang Jilei holds 42,181,499 Class A ordinary shares, representing 6.95% of the Class A shares[177] - Lai Meisong holds 195,000,000 shares in TuXi Tech (Cayman) Inc., representing 12.46% of the issued shares[181] - Lai Meisong holds 120,000,000 shares in Zhejiang Tongyu Smart Industry Development Co., Ltd., representing 75% of the issued shares[181] - Lai Meisong holds 206,100,000 shares in ZTO Express (Cayman) Inc., representing 34.35% of the issued shares[181] - Wang Jilei holds 45,000,000 shares in TuXi Tech (Cayman) Inc., representing 2.87% of the issued shares[181] - Wang Jilei holds 60,000,000 shares in ZTO Express (Cayman) Inc., representing 10% of the issued shares[181] - Hu Hongqun holds 2,500,000 shares in TuXi Tech (Cayman) Inc., representing 0.15% of the issued shares[181] - Hu Hongqun holds 120,000,000 shares in Zhejiang Tongyu Smart Industry Development Co., Ltd., representing 75% of the issued shares[181] - SCTS Capital Pte. Ltd. holds 118,585,225 A类普通股 (L) representing 19.55% of the total shares[184] - Alibaba Group Holding Limited holds 71,941,287 A类普通股 (L) representing 11.86% of the total shares[184] - Alibaba ZT Investment Limited holds 57,870,370 A类普通股 (L) representing 9.54% of the total shares[185] - Mr. Jianfa Lai holds 66,252,639 A类普通股 (L) representing 10.92% of the total shares[185] - Invesco Advisers, Inc. holds 42,154,941 A类普通股 (L) representing 6.95% of the total shares[185] - JPMorgan Chase & Co. holds 40,743,250 A类普通股 (L) representing 6.71% of the total shares[185] - Zto Lms Holding Limited holds 206,100,000 B类普通股 (L) representing 100.00% of the total shares[185] - Alibaba is considered the beneficial owner of 71,941,287 A类普通股 held by Ali ZT, Cainiao Smart, NRF, Taobao, and Cainiao Hong Kong[186] - Mr. Jianfa Lai has the right to direct the sale of 33,598 A类普通股 held by ZTO ES[187] - Mr. Jilei Wang has the right to direct the sale of 120,000 A类普通股 held by ZTO ES[188] - 3,616,200 Class A ordinary shares (long position) and 619,800 Class A ordinary shares (short position) are held through physically settled listed derivatives[189] - 3,741,666 Class A ordinary shares (short position) are held through physically settled unlisted derivatives[189] - 456,093 Class A ordinary shares (long position) and 674,302 Class A ordinary shares (short position) are held through cash-settled unlisted derivatives[189] - 3,304,415 Class A ordinary shares (long position) and 12,816 Class A ordinary shares (short position) are held through listed derivatives that are convertible instruments[189] - Lai Meisong holds an interest in 206,100,000 Class B ordinary shares through Zto Lms Holding Limited[189] - The 2016 Plan has a cap of 21,000,000 shares and no new shares will be issued for awards under the plan[192] - As of March 31, 2024, 5,592,500 Class A ordinary shares in the form of restricted share units have been granted under the 2016 Plan[192] - The 2016 Plan allows for the granting of stock options, restricted shares, or other types of awards approved by the plan administrator[194] - The 2016 Plan has a remaining term of approximately two years and can be amended or terminated by the board of directors[199] - Awards under the 2016 Plan are evidenced by award agreements that specify the terms, conditions, and restrictions of each award[195] - 361,035 restricted share units were vested during the reporting period[200] - 23,830 restricted share units were
中通快递-W(02057) - 2023 - 年度财报