Financial Performance - Revenue for 2023 was RMB 7,427,010 thousand, a decrease from RMB 9,614,330 thousand in 2022[7] - Gross profit for 2023 was RMB 1,070,287 thousand, down from RMB 1,288,929 thousand in 2022[7] - Profit for the year in 2023 was RMB 111,235 thousand, significantly lower than RMB 423,992 thousand in 2022[7] - Gross profit margin increased to 14% in 2023 from 13% in 2022[7] - Asia Cement (China)'s operating revenue in 2023 was RMB 7,427,010,000, a year-on-year decrease of 23%[14] - Gross operating profit in 2023 was RMB 1,070,287,000, a year-on-year decrease of 17%[14] - Net operating profit in 2023 was RMB 285,251,000, a year-on-year decrease of 47%[14] - Gross operating margin increased by 1.0 percentage point to 14.4% in 2023[14] - Net operating margin decreased by 1.7 percentage points to 3.8% in 2023[14] - Revenue for 2023 decreased by 23% to RMB 7,427,010,000 from RMB 9,614,330,000 in 2022, primarily due to a decline in the average selling price of products[32][33] - Gross profit margin increased to 14% in 2023 from 13% in 2022, despite a decrease in gross profit to RMB 1,070,287,000[36] - Finance costs increased by 37% in 2023 due to higher bank borrowing interest rates[37] - Profit before tax decreased by RMB 217,370,000 to RMB 471,631,000 in 2023[37] - Income tax expense increased by 36% to RMB 360,396,000 in 2023[37] - Net profit for 2023 decreased by RMB 312,757,000 to RMB 111,235,000[37] - Total assets decreased by 4% to RMB20,282,899,000, and total equity decreased by 1% to RMB17,206,801,000 as of 31 December 2023[38] - Cash generated from operating activities decreased from RMB1,614,656,000 in 2022 to RMB1,531,770,000 in 2023[38] - Cash used in investing activities amounted to RMB2,814,690,000 in 2023, compared to cash inflow of RMB257,340,000 in 2022[38] - Cash used in financing activities amounted to RMB973,667,000 in 2023, primarily due to repayments of bank borrowings[38] - Capital expenditure for 2023 was RMB310,078,000, mainly for new production lines[38] - Short-term borrowings increased to RMB1,148,000,000 (65% of total borrowings) in 2023, while long-term borrowings decreased to RMB625,000,000 (35%)[40] - The Group's gearing ratio decreased to 15% in 2023 from 18% in 2022[41] - Unutilized credit facilities amounted to RMB9,171,000,000 as of 31 December 2023[41] - The Group's total assets in 2023 amounted to US23.4 billion[135] - The Group's revenue for the year ended 31 December 2023 is detailed in the consolidated statement of profit or loss and other comprehensive income on page 64 of the annual report[164] - The Board recommended a final dividend of RMB4.1 cents per ordinary share, totaling RMB64,241,000 for the year ended 31 December 2023[164] - A final dividend of RMB16 cents per ordinary share for the year 2022 was paid on 21 July 2023[164] - The company's distributable reserves as of 31 December 2023 amounted to approximately RMB 3,878,263,000, calculated under the Cayman Islands Companies Law[167] - Charitable donations made by the Group during the year amounted to RMB 2,600,000, a decrease from RMB 9,800,000 in 2022[167] - The aggregate sales attributable to the Group's five largest customers were less than 30% of the total turnover in both 2022 and 2023[173] - The aggregate purchases attributable to the Group's five largest suppliers were less than 30% of the total purchases in both 2022 and 2023[174] - No related party transactions during the year constituted connected transactions as defined under the Listing Rules[171] - The company did not purchase, sell, or redeem any of its listed securities during the year under review[167] - The company is not aware of any tax relief or exemption available to shareholders due to their holding of the company's securities[169] - The company's share capital details for the year are provided in note 34 of the consolidated financial statements[167] - The company's property, plant, and equipment movements during the year are detailed in note 15 of the consolidated financial statements[167] - The company's reserves and equity changes are detailed in note 44 and the consolidated statement of changes in equity on pages 67-68 of the annual report[167] Industry and Market Conditions - The cement industry's total profit dropped by more than 50% year-on-year due to fierce competition and a sharp decline in real estate investment[9] - China's GDP in 2023 reached RMB 126 trillion, a year-on-year increase of 5.2%, higher than the global growth rate of approximately 3%[19] - National cement output in 2023 was 2.02 billion tonnes, a year-on-year decrease of 0.7%, with industry profits expected to be around RMB 32 billion, down 50% year-on-year[19] - The real estate market is expected to stabilize after reaching its bottom in 2024, with property sales and investments likely to stabilize in the first half and moderately recover in the second half[46] - Cement industry faces severe supply-demand imbalance, with new capacity additions expected in 2024 and cement prices likely to exhibit a bottoming-out and volatile trend[47] - Coal prices fluctuated at high levels in 2023, ranging from RMB900-1,200 per tonne, posing risks of further price increases due to potential supply tightening[48] - Infrastructure investment is expected to increase in 2024, supported by RMB1 trillion additional government bonds issued at the beginning of the year[50] - Staggered peak production policies are expected to improve in 2024, with extended kiln suspension durations, easing the supply-demand imbalance[51] - The dual carbon goals and ultra-low emission policy will impose stricter requirements on cement enterprises, potentially leading to the elimination of obsolete capacities and increased industry concentration[51] - The company expects cement demand to slightly decrease in 2024, with market prices remaining low and volatile[53] Strategic Initiatives and Future Plans - The company focused on technological innovation and net zero emission goals, integrating resources and expanding intelligent projects[11] - The company built a dedicated intelligent energy management system and expanded intelligent projects to cover optimization control, quality management, logistics management, and equipment management[11] - The Group plans to initiate AI transformation and build digital mines and smart factories in the next five years[18] - All cement and clinker production lines will reach environmental protection class A standards[18] - The Group aims to optimize logistics and improve transshipment capabilities[18] - The Group will focus on cement + aggregates + concrete businesses[18] - The Group plans to increase the market position of its existing businesses and improve operational efficiency[18] - The company plans to sell 26,590,000 tonnes of cement products (cement and clinker) in 2024, maintaining the 2023 sales volume level[53] - The company will focus on operational strategies of high efficiency, high quality, excellent service, and high environmental protection in 2024[53] - The company aims to leverage its integrated storage and transportation competitive edge to pursue cost reduction and efficiency improvement[53] - The company will actively participate in market competition with a more efficient and professional business team to maintain core market share[53] Corporate Governance and Board Structure - The Board is committed to maintaining high standards of corporate governance to safeguard shareholder interests and enhance corporate value[54] - The company has complied with all provisions of the Corporate Governance Code as set out in the Listing Rules of the Hong Kong Stock Exchange[54] - The Board comprises 11 Directors, including 6 executive Directors, 1 non-executive Director, and 4 independent non-executive Directors[55] - The company has issued service contracts to executive Directors, with terms ranging from 3 years and termination requiring 3 months' prior notice[58] - The non-executive Director, Mr. HSU Shu-tong, has a 3-year appointment letter starting from 27 April 2023, with termination requiring 1 month's prior notice[59] - The company has issued appointment letters to independent non-executive directors for a term of three years, with specific start dates for each director[60] - Mr. TSIM, Tak-Lung Dominic has served as a director for over 9 years and continues to provide objective and independent guidance[62] - The company has established a Board Independence Evaluation Mechanism to ensure strong independent judgment and safeguard shareholders' interests[63] - All directors completed independence evaluations via questionnaires and interviews, with satisfactory results reported to the Board[66] - The roles of Chairman and Chief Executive Officer are separate, with Mr. HSU, Shu-tong as Chairman and Mr. CHANG Chen-kuen as CEO[67] - The Board is responsible for overseeing the Group's businesses, strategic decisions, and performance, with senior management handling day-to-day operations[68] - The Board planned and held four meetings in 2023, with directors receiving at least 14 days' notice for regular meetings[71] - Attendance details for Board meetings in 2023 show that most directors attended all four meetings, with some attending three out of four[73] - The Audit Committee held 4 meetings in 2023 with management and/or external auditors, with attendance records showing full participation by the chairman and one member, and 3 out of 4 meetings attended by another member[82][83] - The Audit Committee's main duties include reviewing financial statements, monitoring external auditor independence, and overseeing the company's financial reporting and risk management systems[80] - All directors received training relevant to the company's business or their duties, with individual training records maintained for the financial year ended 31 December 2023[77][79] - The company provides comprehensive induction training for newly appointed directors to ensure understanding of business operations and regulatory responsibilities[76][79] - One-third of the company's directors are subject to retirement by rotation and re-election every three years according to the Articles of Association[74] - Directors appointed to fill casual vacancies must be re-elected at the first general meeting after their appointment[74] - The Audit Committee comprises one non-executive director and two independent non-executive directors, chaired by Mr. TSIM, Tak-lung Dominic[81] - The company encourages continuous professional development for directors, providing updates on regulatory changes and business environment developments[76][79] - The Audit Committee's terms of reference were last amended in 2015 and are available on the Hong Kong Exchanges and Clearing Limited's website[83] - Non-executive directors are appointed for three-year terms and subject to retirement by rotation every three years[75] - The Remuneration Committee is responsible for approving the remuneration policy and packages for executive Directors and senior management, ensuring transparency and performance-based decisions[84][85] - In 2023, the Remuneration Committee held one meeting, with all members attending, including Chairman Dr. WANG, Kuo-ming[86][87] - The remuneration of senior management in 2023 ranged from HK1,500,000 and HK2,500,000, with 4 individuals falling within these bands[90] - The Independence Committee reviewed transactions between the Group, Asia Cement Corporation, Far Eastern New Century Corporation, and Far Eastern Group to ensure compliance with commercial terms and fairness[91][93] - The Independence Committee held one meeting in 2023, with all members, including Chairman Mr. LEE, Kao-chao, in attendance[92][94] - The Nomination Committee reviewed the structure, size, and composition of the Board and recommended changes to align with the company's corporate strategy[95] - The Nomination Committee assessed the independence of independent non-executive Directors and recommended the re-election of Directors[95] - The Nomination Committee comprises Mr. HSU, Shu-tong (Chairman), Mr. TSIM, Tak-lung Dominic, and Mr. WANG Wei, all of whom attended 1 out of 1 meeting in 2023[97] - The Board Diversity Policy was adopted on 25 October 2013 and amended on 31 December 2018, focusing on gender, age, cultural and educational background, and professional experience[98] - As of the annual report date, the Board consists of 1 female and 10 male Directors, with a target to achieve at least one female Director and appropriate gender balance across all levels of the Group[98] - The Corporate Sustainability Committee held 2 meetings in 2023, with all members attending both meetings[100][102] - The Board amended and adopted the written terms of reference for the Corporate Sustainability Committee on 8 September 2023, in compliance with the CG Code[100] - The Corporate Sustainability Committee is responsible for consolidating and disclosing corporate sustainability information, planning and executing sustainability projects, and coordinating external evaluations on corporate sustainability[99] - The Corporate Sustainability Committee comprises 3 members: Dr. WANG Kuo-ming (Chairman, Independent Non-Executive Director), Mr. HSU Shuping (Executive Director), and Ms. WU Ling-ling (Executive Director)[100][102] - The Corporate Sustainability Committee evaluates the implementation of corporate governance, fostering of a sustainable environment, maintenance of public welfare, and promotion of economic development[101][102] - The Corporate Sustainability Committee develops policies, systems, management guidelines, and concrete promotion plans for implementing sustainable development initiatives[102] - The Corporate Sustainability Committee identifies major stakeholders and their concerns, and sets future enhancement directions and goals[102] - The Board reviewed the effectiveness of the company's risk management and internal control systems for the year ended 31 December 2023 and found them to be effective and adequate, with no significant concerns affecting shareholders[108] - The company paid RMB 9,497,000 in total to Deloitte Touche Tohmatsu for audit and non-audit services in 2023, compared to RMB 6,000,000 in 2022[106] - The Internal Audit Department continuously reviews the company's material controls and aims to cover all major operations cyclically to identify major risk areas and control issues[111] - The company has a Whistleblowing Policy allowing employees and external parties to confidentially report concerns about possible improprieties to the Head of Internal Audit or the Audit Committee[113] - The company maintains an Anti-Corruption Policy with an internal reporting channel for employees to report suspected corruption and bribery, and conducts anti-corruption training and inspections[114] - The company's risk management and internal control systems are designed to manage, not eliminate, risks of failing to achieve business objectives, providing reasonable but not absolute assurance against material misstatement or loss[107] - The Board regularly reviews the adequacy of resources, qualifications, and experience of accounting and financial reporting staff, as well as their training programs and budget[111] - The Audit Committee evaluated the performance of the risk management and internal control system during 2023 and was satisfied with its effectiveness[112] - The company secretary, Ms. Mok Ming Wai, undertook over 15 hours of professional training in 2023 to update her skills and knowledge[103] - The Board is responsible for ensuring the financial statements reflect a true and fair view of the company's affairs, results, and cash flow, and are prepared in compliance with relevant laws and Listing Rules[103] - The company has established a Corporate Sustainability Committee to enforce and implement sustainable development policies, with the CEO as the director and the Secretariat of the Administration Office as the General Convener[115][117] - The company has implemented a whistleblowing policy and anti-corruption policy, allowing employees to report misconduct anonymously through internal channels[116] - The company has adopted regulatory measures to control inside information, limiting access to senior management and directors, and ensuring strict confidentiality[118][122] - The company discloses inside information to the public as soon as reasonably practicable, ensuring announcements are clear, balanced, and free from false or misleading statements[119][122] - Shareholders holding at least one-tenth of the paid-up capital can request to convene extraordinary general meetings and propose resolutions within 21 days[121][123] - The company provides shareholders with comprehensive operational and financial performance information through annual and interim reports, and holds annual general meetings for direct communication with the board[120][123] - The company emphasizes effective communication with shareholders through annual general meetings, where the Chairman, executive directors, and independent non-executive directors are available to address shareholder queries[125][127] - The 2023 annual general meeting was held on 9 June 2023, with the notice sent to shareholders on 25 April 2023[126][127] - The Company maintains a website (http://www.achc.com.cn) for up-to-date financial and corporate governance information[130] - The Company's dividend policy, established on 31 December 2018, outlines principles for distributing net profits as dividends to shareholders[133] - The Company updated its Memorandum and Articles of Association to align with the latest Listing Rules changes during the 2023 annual general meeting[134] - The Group's investor relations team actively communicates with the investment community to introduce the Group's strengths and growth strategies[131] - The register of members will be closed from 4 June 2024 to 7 June 2024 for the annual general meeting[164] Leadership and Key Personnel - Mr. HSU, Shu-ping, aged 78, is the executive Director and vice chairman of the Group, responsible for formulating the overall business strategy in China[140] - Mr. CHEN Ruey-long, aged 76, is an executive Director with extensive experience in economic affairs and corporate governance, serving as chairman of SINOCON Industrial Standards Foundation and vice president of Cross-Strait CEO Summit[140] - Mr. LEE, Kun-yen, aged 83, has over 60 years of experience in the cement and concrete industries, currently serving as Director and general manager of Asia Cement Corporation[141][142] - Ms. WU, Ling-ling, aged 57, has over 30 years of experience in finance and corporate strategy, specializing in mergers and acquisitions, working capital management, and regulatory accounting[143][144] - Mr. CH
亚洲水泥(中国)(00743) - 2023 - 年度财报