紫金矿业(02899) - 2019 - 年度财报

Company Information Company Profile Zijin Mining Group Co., Ltd. is a large-scale mining group engaged in the exploration, mining, smelting, and sales of gold, copper, zinc, and other metal mineral resources, listed in Hong Kong and Shanghai - The Group primarily engages in the exploration, mining, smelting, and sales of gold, copper, zinc, and other metal mineral resources, focusing on gold, copper, and zinc mineral development[14] - As of the end of 2019, the Group held 182 exploration rights covering 3,260.44 square kilometers and 233 mining rights covering 982.59 square kilometers[14] - The company completed an A-share public offering in 2019, increasing its total share capital to 25,377,259,946 shares, with H-shares accounting for approximately 22.61% and A-shares for approximately 77.39%[13] Financial Highlights Financial Highlights During the reporting period, the company's operating revenue reached RMB 136.1 billion, with net profit attributable to parent company shareholders at RMB 4.284 billion, total assets increasing to RMB 123.831 billion, and equity attributable to parent company shareholders growing to RMB 51.186 billion 2019 Key Financial Data (RMB Yuan) | Indicator | 2019 | 2018 | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 136,097,978,018 | 105,994,246,123 | +28.40% | | Operating Profit | 7,242,074,162 | 6,181,371,066 | +17.16% | | Total Profit | 6,974,278,766 | 6,130,179,782 | +13.77% | | Net Profit | 5,060,904,684 | 4,682,676,553 | +8.08% | | Net Profit Attributable to Parent Company Shareholders | 4,283,957,365 | 4,093,773,630 | +4.65% | Assets and Liabilities as of End of 2019 (RMB Thousand Yuan) | Indicator | End of 2019 | End of 2018 | YoY Change | | :--- | :--- | :--- | :--- | | Total Assets | 123,830,947 | 112,879,303 | +9.70% | | Total Liabilities | 66,751,349 | 65,605,591 | +1.75% | | Total Equity Attributable to Parent Company Shareholders | 51,185,965 | 40,455,434 | +26.52% | Chairman's Report Chairman's Statement Chairman Chen Jinghe reviewed the company's 2019 achievements, including asset scale, operating revenue, and market capitalization exceeding RMB 100 billion, significant growth in main product output, and successful acquisitions of world-class mineral resources - In 2019, the company's asset scale, operating revenue, and market capitalization all exceeded RMB 100 billion[20] - The acquisition of Serbia's Timok copper-gold mine and Colombia's Buriticá gold mine, two world-class super-large high-grade mineral assets, will significantly increase resource reserves, output, and profit[20] - The 2020-2022 three-year plan aims to double mineral copper output and achieve explosive performance growth while maintaining stable gold production[20] Company Business Overview The company is a large multinational mining group engaged in global exploration and development of gold, copper, and zinc mineral resources, with operations in 14 domestic provinces and 11 overseas countries, holding leading positions in domestic gold, copper, and zinc - The company engages in global exploration and development of gold, copper, and zinc mineral resources, with operations spanning 14 domestic provinces (regions) and 11 overseas countries[23] Company's Major Mineral Products Industry Position | Mineral Type | Resource Reserves | % of Domestic Total | Mineral Product Output | % of Domestic Total | | :--- | :--- | :--- | :--- | :--- | | Gold | 1,886.87 tons | 13.83% | 40.8 tons | 12.98% | | Copper | 57.2542 million tons | 50.03% | 369.9 thousand tons | 22.73% | | Zinc | 8.5583 million tons | 4.56% | 374.1 thousand tons | 13.33% | Analysis of Core Competencies During the Reporting Period The company's core competencies include independent technological innovation, the unique "Ore Flow Five-in-One" engineering management model, robust resource base, international operation advantages, leading low-cost operations, and modern corporate governance - The company's unique "Ore Flow Five-in-One" engineering management model integrates geological exploration, mining, mineral processing, smelting, and environmental protection for optimized economic and social benefits[39] - The company possesses a strong resource base, with gold resources of approximately 2,130 tons, copper resources of approximately 57.25 million tons (about half of the domestic total), and zinc (lead) resources of approximately 9.74 million tons[40] - The company's internationalization progress is significant, with overseas gold, copper, and zinc resource reserves and output exceeding or approaching half of the company's total, contributing over one-third of the Group's gross profit[41] Discussion and Analysis of Operations In 2019, the company achieved sales revenue of RMB 136.098 billion (+28.40% YoY) and net profit attributable to parent company of RMB 4.284 billion (+4.65% YoY), with asset scale, revenue, and market capitalization all exceeding RMB 100 billion 2019 Key Financial Indicators | Indicator | Amount (RMB) | YoY Growth | | :--- | :--- | :--- | | Sales Revenue | 136.098 billion yuan | 28.40% | | Net Profit Attributable to Parent | 4.284 billion yuan | 4.65% | | Total Assets | 123.831 billion yuan | 9.70% | | Net Assets Attributable to Parent | 51.186 billion yuan | 26.52% | Comparison of Major Mineral Product Output 2017-2019 | Product | 2019 | 2018 | 2019 YoY Growth | | :--- | :--- | :--- | :--- | | Mined Gold (tons) | 40.83 | 36.50 | +11.86% | | Mined Copper (ten thousand tons) | 36.99 | 24.86 | +48.79% | | Mined Zinc (ten thousand tons) | 37.41 | 27.80 | +34.57% | - Overseas projects made significant contributions, with overseas mined gold, copper, and zinc output accounting for 62.53%, 41.44%, and 52.46% of the company's total, respectively; resource reserves accounted for 69%, 82%, and 33%, respectively; and gross profit contribution exceeded one-third of the Group's total[70] - The successful completion of an RMB 8 billion A-share public offering significantly optimized the financial structure, reducing the asset-liability ratio to 53.91%[71] Discussion and Analysis of the Company's Future Development The company forecasts continued gold price increases and a positive medium-to-long-term outlook for copper prices, outlining a 2020-2022 strategy for "deepening reform, leapfrog growth, and sustainable development" to achieve significant production increases and become a high-tech, efficient, large-scale international mining group 2020-2022 Major Product Output Plan | Product Name | 2019 (Actual) | 2020 (Plan) | 2021 (Plan) | 2022 (Plan) | CAGR | | :--- | :--- | :--- | :--- | :--- | :--- | | Mined Gold (tons) | 40.8 | 44 | 42-47 | 49-54 | 6.3%-9.8% | | Mined Copper (ten thousand tons) | 37 | 41 | 50-56 | 67-74 | 21.9%-26.0% | | Mined Zinc (ten thousand tons) | 37 | 40 | 37-41 | 38-42 | 0.9%-4.3% | - 2020 has been designated as the company's "Project Construction Year," with the core task of transforming resource advantages into product and efficiency advantages and accelerating the commissioning and full production of major projects[82] - The company faces key risks including metal price risk, financial market risk, country and community risk, and safety and environmental risk[88][89][90][91] Management Discussion and Analysis Analysis of Main Business In 2019, the Group's sales revenue reached RMB 136.1 billion (+28.4% YoY), with all mineral and smelting products showing increased production and sales volumes, despite falling prices for mined copper and zinc 2019 Sales by Product (Unit: RMB Ten Thousand Yuan) | Product Name | Sales Amount | 2018 Sales Amount | Change | | :--- | :--- | :--- | :--- | | Mined Gold | 1,163,447 | 910,774 | +27.74% | | Smelted & Processed Gold | 8,082,363 | 5,559,990 | +45.37% | | Mined Copper (Total) | 1,314,330 | 881,965 | +49.02% | | Smelted Copper | 2,089,846 | 1,896,420 | +10.20% | | Mined Zinc | 388,880 | 401,176 | -3.07% | | Smelted Zinc | 403,871 | 368,919 | +9.47% | 2019 Gross Profit Margin by Product | Product Name | 2019 GPM (%) | 2018 GPM (%) | Change | | :--- | :--- | :--- | :--- | | Mined Gold | 41.82 | 31.37 | Increase 10.45 percentage points | | Mined Copper Concentrate | 45.54 | 51.67 | Decrease 6.13 percentage points | | Mined Zinc | 37.99 | 65.34 | Decrease 27.35 percentage points | | Overall Gross Profit Margin | 11.40 | 12.59 | Decrease 1.19 percentage points | | Overall Gross Profit Margin (Excluding Smelting) | 42.63 | 46.31 | Decrease 3.68 percentage points | - Overseas business revenue increased by 129.59% year-on-year, reaching RMB 30.957 billion, with a gross profit margin of 22.79%[102] Analysis of Expenses, R&D, Cash Flow, and Assets & Liabilities Sales expenses decreased due to accounting adjustments, while management and R&D expenses rose; operating cash flow remained stable at RMB 10.666 billion, with significant net cash outflows from investing activities for project construction, and the capital-to-debt ratio improved from 1.388 to 1.169 - Sales expenses decreased by 35.27% year-on-year, mainly due to reclassification of some transportation costs to operating costs; management expenses increased by 28.60% year-on-year, primarily due to new acquisitions and increased R&D investment[110] - Net cash flow from operating activities was RMB 10.666 billion, an increase of 4.23% year-on-year; net cash outflow from investing activities was RMB 14.103 billion; net cash outflow from financing activities was RMB 326 million, compared to a net inflow of RMB 7.655 billion in the previous year[114] - The capital-to-debt ratio (total liabilities/total equity) decreased from 1.388 at the end of 2018 to 1.169 at the end of 2019, indicating a reduction in financial leverage[115] Analysis of Industry Operating Information During the reporting period, national policies on natural resource property rights and mine ecological restoration were introduced, and VAT rate reductions benefited the company, which disclosed detailed operating information for its major mines, including significant reserves and high grades for overseas assets like Porgera Gold Mine and Kamoa Copper Mine - Effective April 1, 2019, VAT rates were reduced from 16% to 13% and from 10% to 9%, which to some extent reduced the tax burden on enterprises[123] Resource Reserves of Key Mines | Mine Name | Main Product | Total Retained Resources (Metal Content) | Grade | | :--- | :--- | :--- | :--- | | Porgera Gold Mine | Gold | 314,311 kilograms | 4.22 g/ton | | Zijinshan Gold-Copper Mine | Gold/Copper | 8,237 kilograms / 1,609,180 tons | 0.35 g/ton / 0.51% | | Kolwezi Copper Mine | Copper | 1,269,594 tons | 4.2% | | Kamoa Copper Mine | Copper | 43,690,000 tons | 2.53% | | Timok Copper-Gold Mine (Lower Zone) | Copper/Gold | 14,300,000 tons / 298,593 kilograms | 0.86% / 0.18 g/ton | Profiles of Directors, Supervisors, and Senior Management Profiles of Directors, Supervisors, and Senior Management This section details the backgrounds, professional qualifications, and resumes of the company's executive directors, non-executive directors, independent non-executive directors, supervisors, and other senior management, noting the leadership team's reshuffle at the end of 2019 - Mr. Chen Jinghe, as the company's founder, core leader, and Chairman, is the primary discoverer and organizer of the Zijinshan Gold-Copper Mine's development[130] - In December 2019, the company completed the re-election of its Board of Directors, Supervisory Committee, and management team, with Mr. Zou Laichang appointed as President, Mr. Xie Xionghui as Executive Director, and four new independent non-executive directors appointed[4][201] Board of Directors' Report Analysis of Investment Status In 2019, the company actively pursued its "internationalization, large-scale projects, and asset securitization" strategy, completing significant equity investments including the acquisition of Timok copper-gold mine and Continental Gold Inc., substantially enhancing future gold and copper production capacity and resource base - Completed the acquisition of the remaining equity in the lower zone of Serbia's Timok copper-gold mine, achieving 100% control over both upper and lower zones, adding 7.72 million tons of copper resources and 161 tons of associated gold[144] - Acquired 100% equity of Continental Gold Inc. for approximately CAD 1.33 billion, gaining its core asset, the world-class high-grade Buriticá gold mine project, which holds 353 tons of gold resources with an average grade of 9.3 g/ton[144][145] - Increased equity in Ivanhoe Mines to approximately 13.83% through exercising anti-dilution rights and market purchases[146] Fundraising and Dividend Distribution In November 2019, the company completed an A-share public offering, raising a net RMB 7.847 billion primarily for the acquisition of Nevsun Resources Ltd., and proposed a 2019 dividend of RMB 1.0 per 10 shares, totaling approximately RMB 2.538 billion - In November 2019, the company completed an A-share public offering, raising a total of approximately RMB 8 billion and a net of RMB 7.847 billion, primarily for the acquisition of 100% equity in Nevsun Resources Ltd[154][157] Dividend Distribution for the Past Three Years (RMB Yuan) | Dividend Year | Dividend per 10 Shares (incl. tax) | Total Cash Dividend | % of Net Profit Attributable to Parent | | :--- | :--- | :--- | :--- | | 2019 | 1.0 | 2,537,725,995 | 59.24% | | 2018 | 1.0 | 2,303,121,889 | 56.26% | | 2017 | 0.9 | 2,072,809,700 | 59.09% | Analysis of Major Controlled and Invested Companies This section presents operating data for the company's major controlled and invested companies, categorized by gold, copper, zinc, and smelting segments, highlighting significant profit contributions from core mines and the strategic importance of smelting enterprises 2019 Operating Performance of Selected Core Subsidiaries (Unit: RMB Ten Thousand Yuan) | Company Name | Segment | Operating Revenue | Net Profit | | :--- | :--- | :--- | :--- | | Barrick (New Guinea) Limited (Equity) | Gold | 279,597 | 52,674 | | Xinjiang Ashele Copper Co., Ltd. | Copper | 182,703 | 65,662 | | Heilongjiang Duobaoshan Copper Co., Ltd. | Copper | 302,077 | 60,817 | | Musonoi Mining SARL | Copper | 301,583 | 45,460 | | Xinjiang Zijin Zinc Industry Co., Ltd. | Zinc | 105,584 | 37,723 | | Zijin Copper Co., Ltd. | Smelting | 1,761,089 | 35,372 | Supervisory Committee Report Work of the Supervisory Committee and Independent Opinions In 2019, the Supervisory Committee independently performed its oversight duties, holding 8 meetings and reviewing 22 proposals, concluding that the company operated compliantly, with legal decision-making processes and fair financial reporting, finding no actions detrimental to shareholders or the company - The Supervisory Committee issued an independent opinion on the company's lawful operations, affirming that the company's decision-making procedures were legal and compliant, directors and senior management diligently performed their duties, and no violations were found[221] - The Supervisory Committee reviewed the company's 2019 annual financial report and internal control evaluation report, deeming them true, fair, and complete reflections of the company's financial position and operating results[221] Work on Actively Fulfilling Social Responsibilities Targeted Poverty Alleviation Efforts The company actively engaged in targeted poverty alleviation around mining areas, investing over RMB 91.4 million in 2019 through industrial, employment, and educational initiatives, significantly improving living conditions in impoverished regions and earning recognition as a "Top Ten Charitable Enterprise in China" 2019 Targeted Poverty Alleviation Achievements (Unit: RMB Ten Thousand Yuan) | Item | Investment Amount/Quantity | | :--- | :--- | | Total Investment | 9,140.7 | | Number of Registered Poor People Helped to Escape Poverty | 1,057 people | | Investment in Industrial Poverty Alleviation Projects | 796 | | Investment in Supporting Poor Students | 77.5 | | Investment in Improving Educational Resources in Poor Areas | 332.8 | | Investment in Designated Poverty Alleviation Work | 2,275.6 | Environmental Information The company strictly adheres to environmental regulations, promoting green mining; in 2019, 20 domestic subsidiaries were designated key pollutant emitters, all achieving compliant management and discharge standards for wastewater, exhaust gas, and noise, with RMB 725 million invested in environmental projects - In 2019, 20 of the company's domestic subsidiaries were designated as key pollutant emitters, all strictly adhering to national and local discharge standards and achieving compliant management[238][239] - A total of RMB 725 million was invested in environmental and ecological projects throughout the year, including RMB 94.8105 million for ecological restoration, restoring over 5.2848 million square meters of vegetation[252] - Nine of the company's mining enterprises were recognized as national "Green Mines," and three smelting enterprises were recognized as provincial "Green Factories"[252] Corporate Governance Report Corporate Governance Report The company maintains high corporate governance standards, largely complying with the Hong Kong Corporate Governance Code; its 12-member Board of Directors, including five independent non-executive directors, ensures diverse and compliant composition, with four specialized committees overseeing strategic, executive, audit, and nomination/remuneration functions - The company's Board of Directors consists of 12 directors, including 5 independent non-executive directors, accounting for over one-third and complying with listing rules[263] - The Board has established a Strategy Committee, Executive and Investment Committee, Audit and Internal Control Committee, and Nomination and Remuneration Committee, all effectively fulfilling their duties during the reporting period[269][296] - During the reporting period, the company revised and improved its Articles of Association, Rules of Procedure for General Meetings, and working rules for various special committees in accordance with the latest domestic and international laws and regulations[271] Audit Report Audit Report Ernst & Young Hua Ming LLP issued a standard unqualified audit opinion on the company's 2019 financial statements, affirming their fair presentation in all material respects, with key audit matters focusing on impairment assessment of non-current assets (fixed assets, construction in progress, intangible assets, and goodwill) - Ernst & Young Hua Ming LLP issued a standard unqualified audit opinion on the company's 2019 annual financial statements[306] - A key audit matter was "impairment of non-current assets," involving impairment testing of fixed assets, construction in progress, intangible assets, and goodwill, as their calculation requires significant judgment and estimation of key assumptions such as mine life, sales prices, operating costs, and discount rates[308][310] Financial Statements and Notes Consolidated Financial Statements The consolidated financial statements present the company's overall financial position for 2019, with total assets of RMB 123.83 billion, total liabilities of RMB 66.75 billion, and net profit attributable to parent company shareholders of RMB 4.28 billion Consolidated Balance Sheet Summary (December 31, 2019) | Item | Amount (RMB Yuan) | | :--- | :--- | | Total Current Assets | 28,594,396,116 | | Total Non-Current Assets | 95,236,551,103 | | Total Assets | 123,830,947,219 | | Total Current Liabilities | 33,362,656,029 | | Total Non-Current Liabilities | 33,388,693,126 | | Total Liabilities | 66,751,349,155 | | Total Equity Attributable to Parent Company Shareholders | 51,185,965,026 | | Total Shareholders' Equity | 57,079,598,064 | Consolidated Income Statement Summary (2019) | Item | Amount (RMB Yuan) | | :--- | :--- | | Operating Revenue | 136,097,978,018 | | Operating Profit | 7,242,074,162 | | Total Profit | 6,974,278,766 | | Net Profit | 5,060,904,684 | | Net Profit Attributable to Parent Company Shareholders | 4,283,957,365 | Consolidated Cash Flow Statement Summary (2019) | Item | Amount (RMB Yuan) | | :--- | :--- | | Net Cash Flow from Operating Activities | 10,665,557,013 | | Net Cash Flow from Investing Activities | (14,102,830,060) | | Net Cash Flow from Financing Activities | (325,810,301) | | Net Decrease in Cash and Cash Equivalents | (3,847,246,701) | Notes to Financial Statements The notes detail the company's accounting policies and estimates, providing explanations for significant items in the consolidated and company financial statements, including segment reporting, related party transactions, financial instrument risks, and commitments - The company adopted new lease accounting standards effective January 1, 2019, measuring lease liabilities for operating leases prior to the initial adoption date based on the present value of remaining lease payments and adjusting right-of-use assets[418] 2019 Segment Performance Summary (RMB Yuan) | Segment | External Sales Revenue | Segment Profit | | :--- | :--- | :--- | | Gold Ingots | 8,452,851,423 | 1,301,400,545 | | Processed, Smelted & Traded Gold | 80,823,631,985 | 13,956,436 | | Cathode Copper | 3,774,847,667 | 3,892,312,658 | | Smelted Copper | 20,898,462,361 | 372,805,566 | | Copper Concentrate | 9,368,451,302 | 1,191,892,772 | | Other Concentrates | 7,044,968,521 | 1,879,886,940 | - The company faces key financial risks including credit risk, liquidity risk, and market risk (exchange rate, interest rate, commodity price risk), and employs corresponding risk management strategies, including the use of derivative financial instruments for hedging[738]