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东方园林(002310) - 2016 Q2 - 季度财报

Section 1 Important Notes, Table of Contents, and Definitions Important Notes The company's management guarantees the authenticity and accuracy of the semi-annual report and plans no dividend distribution for the period - The Board of Directors, Supervisory Committee, and senior management declare the report's content to be true, accurate, and complete3 - The company does not plan to distribute cash dividends, issue bonus shares, or convert capital reserves into share capital5 Definitions This section provides definitions for key terms used throughout the report to ensure clear understanding - "Orient Landscape/The Company" refers to Beijing Orient Landscape & Environment Co, Ltd9 - The "Reporting Period" refers to the period from January 1, 2016, to June 30, 20169 Section 2 Company Profile Company Basic Information The company, Orient Landscape, is listed on the Shenzhen Stock Exchange under the stock code 002310 Company Basic Information | Item | Content | | :--- | :--- | | Stock Abbreviation | Orient Landscape | | Stock Code | 002310 | | Listing Stock Exchange | Shenzhen Stock Exchange | | Chinese Name | 北京东方园林生态股份有限公司 | | Legal Representative | He Qiaonv | Contact Information and Other Details The company's contact information and registration details remained unchanged during the reporting period - The Secretary to the Board of Directors is Zhang Qiang, with the contact number 010-5938888613 - During the reporting period, there were no changes to the company's contact information, information disclosure, document repository, or registration details141516 Section 3 Summary of Accounting Data and Financial Indicators Key Accounting Data and Financial Indicators The company demonstrated strong performance with significant growth in revenue, net profit, and operating cash flow in H1 2016 Key Accounting Data and Financial Indicators for H1 2016 | Indicator | Current Period (Yuan) | Prior Year Period (Yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,918,337,385.86 | 2,233,571,527.45 | 30.66% | | Net Profit Attributable to Shareholders | 297,253,955.99 | 157,276,927.91 | 89.00% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) | 255,589,947.69 | 155,068,295.75 | 64.82% | | Net Cash Flow from Operating Activities | 550,580,445.61 | -375,467,307.54 | 246.64% | | Basic Earnings Per Share (Yuan/Share) | 0.29 | 0.16 | 81.25% | | Diluted Earnings Per Share (Yuan/Share) | 0.29 | 0.16 | 81.25% | | Weighted Average Return on Equity | 4.65% | 2.72% | 1.93% | | End of Current Period | | End of Prior Year | Change from Prior Year-End | | Total Assets | 18,326,687,735.58 | 17,695,635,569.68 | 3.57% | | Net Assets Attributable to Shareholders | 6,487,204,877.22 | 6,250,473,638.05 | 3.79% | Non-recurring Profit and Loss Items and Amounts Non-recurring profit and loss for the period totaled 41.66 million yuan, primarily from government subsidies Non-recurring Profit and Loss Items and Amounts for H1 2016 | Item | Amount (Yuan) | | :--- | :--- | | Gain/Loss on Disposal of Non-current Assets | 23,692.26 | | Government Subsidies Included in Current Profit/Loss | 12,831,772.53 | | Other Non-operating Income and Expenses | -714,716.97 | | Other Profit/Loss Items Meeting Non-recurring Definition | 31,689,990.17 | | Less: Income Tax Impact | 1,645,544.69 | | Minority Interest Impact (After Tax) | 521,185.00 | | Total | 41,664,008.30 | Section 4 Board of Directors' Report Business Overview The company achieved significant performance growth in H1 2016 by focusing on water environment and hazardous waste treatment businesses - The company's strategy focuses on ecological restoration of water environments and hazardous waste treatment, accelerating PPP project acquisition and environmental business expansion27 - In H1, the company won bids for projects with a total investment of approximately 24.33 billion yuan, with announced projects totaling about 19.27 billion yuan, indicating a maturing PPP business model28 - The company drives environmental business growth through M&A and organic development, supported by environmental industry funds established with financial institutions29 Key Operating Data for H1 2016 | Indicator | Amount (Billion Yuan) | Y-o-Y Growth | | :--- | :--- | :--- | | Operating Revenue | 2.92 | 30.66% | | Net Profit Attributable to Shareholders | 0.30 | 89.00% | | Net Cash Flow from Operating Activities | 0.55 | 246.64% | Analysis of Core Business The company's revenue and net profit grew significantly, driven by increased engineering project income and contributions from newly acquired solid waste businesses - In H1 2016, operating revenue was 2.92 billion yuan, a Y-o-Y increase of 30.66%; net profit was 336 million yuan, a Y-o-Y increase of 117.51%31 - The growth in operating revenue and cost was mainly due to increased income from engineering projects and contributions from newly acquired solid waste disposal businesses in late 201533 - Net cash flow from operating activities increased by 246.64%, primarily due to enhanced efforts in collecting receivables, leading to a significant year-on-year increase in cash collections34 - The company continues to advance its strategic layout in the broad ecological and environmental sectors, including ecological landscaping, ecological restoration, solid waste and soil treatment, and water ecology governance35 - The company is achieving its strategic transformation through talent acquisition, R&D investment, a shift to the PPP business model, and specialized M&A, such as the acquisition of Shanghai Liyuan and Zhongshan Environmental Protection353637 Year-on-Year Changes in Key Financial Data Revenue and costs rose due to project growth and acquisitions, while improved collections significantly boosted operating cash flow Year-on-Year Changes in Key Financial Data | Indicator | Current Period (Yuan) | Prior Year Period (Yuan) | Y-o-Y Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,918,337,385.86 | 2,233,571,527.45 | 30.66% | Increase in engineering project revenue and newly acquired solid waste disposal revenue | | Operating Cost | 2,068,489,638.80 | 1,478,771,255.46 | 39.88% | Increase in engineering project costs and newly acquired solid waste disposal costs | | Selling Expenses | 8,313,704.20 | 3,864,334.87 | 115.14% | Addition of selling expenses from companies newly acquired at the end of 2015 | | Income Tax Expense | 78,478,528.54 | 24,538,807.82 | 219.81% | Increase in the company's operating profit | | Net Cash Flow from Operating Activities | 550,580,445.61 | -375,467,307.54 | 246.64% | Strengthened collection of receivables, leading to a significant increase in cash inflow | Future Development and Planning The company is transitioning towards the broader ecological and environmental industry, focusing on solid waste, soil, and water ecology treatment - The company's strategic goal is to become a leader in urban ecological and environmental protection by providing comprehensive, integrated solutions for solid waste, soil, and water ecology treatment35 - During the reporting period, the company recruited top experts in hazardous waste disposal and water ecology, increased R&D investment in areas like contaminated soil and urban river restoration, and established cooperation platforms with universities35 - The business model is shifting from solely undertaking construction contracts to engaging in PPP projects, with a dedicated M&A team actively acquiring leading companies in solid waste and water ecology treatment36 - The acquisitions of Shanghai Liyuan and Zhongshan Environmental Protection have been approved by the CSRC, which will enhance the company's service capabilities and depth in the water treatment industry37 Core Business Composition The company's core business is dominated by engineering construction and environmental services, with significant revenue growth from the Northwest and Southwest regions Core Business Composition (by Industry) | Industry | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Margin | Y-o-Y Revenue Change | | :--- | :--- | :--- | :--- | :--- | | Engineering Construction | 2,387,694,820.81 | 1,668,354,175.20 | 30.13% | 13.15% | | Environmental Business | 412,841,763.22 | 324,232,529.63 | 21.46% | - | | Design and Planning | 117,795,861.83 | 75,902,117.32 | 35.56% | -3.65% | | Nursery Stock Sales | 4,940.00 | 816.65 | 83.47% | -97.35% | Core Business Composition (by Product) | Product | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Margin | Y-o-Y Revenue Change | | :--- | :--- | :--- | :--- | :--- | | Landscape Construction | 1,719,747,333.83 | 1,228,013,210.05 | 28.59% | 6.86% | | Ecological Wetlands | 418,967,435.78 | 269,321,874.95 | 35.72% | 236.36% | | Water Conservancy and Municipal | 248,980,051.20 | 171,019,090.20 | 31.31% | -33.84% | | Solid Waste Disposal | 412,841,763.22 | 324,232,529.63 | 21.46% | - | | Design and Planning | 117,795,861.83 | 75,902,117.32 | 35.56% | -3.65% | | Nursery Stock Sales | 4,940.00 | 816.65 | 83.47% | -97.35% | Core Business Composition (by Region) | Region | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Margin | Y-o-Y Revenue Change | | :--- | :--- | :--- | :--- | :--- | | East China | 1,009,733,126.88 | 731,862,424.15 | 27.52% | 53.96% | | Northwest & Southwest China | 732,178,400.10 | 486,468,188.95 | 33.56% | 353.15% | | North & Northeast China | 438,818,820.64 | 315,384,513.33 | 28.13% | 10.18% | | Central & South China | 737,607,038.24 | 534,774,512.37 | 27.50% | -27.47% | Core Competitiveness Analysis The company's core strengths lie in its first-mover advantage in sponge cities, leading technology, and extensive experience in PPP models - The company holds a first-mover advantage in the sponge city sector, becoming a pioneer and leader in the PPP field with its "three-in-one" ecological comprehensive treatment concept42 - Through the acquisition of Shenneng Environmental, the company possesses leading technology in industrial hazardous waste treatment, with its multi-metal hazardous waste comprehensive utilization technology identified as internationally advanced43 - The company has accumulated extensive experience in the PPP model, establishing strategic alliances with multiple financial institutions and signing PPP project agreements with various provincial and municipal governments44 - The company's brand influence is growing, having undertaken several large-scale, high-end projects that have enhanced its brand recognition4546 - The company effectively mitigates accounts receivable risk and ensures capital turnover through multiple models, including partnerships with financial institutions47 - The company has launched its third stock option incentive plan, expanding the scope of incentives to motivate core employees48 Investment Analysis The company significantly increased its external equity investments and utilized 1.12 billion yuan of raised funds, with some project uses altered - External investment during the reporting period was 130,129,516.64 yuan, a year-on-year increase of 218.94%49 - The company invested in Wuxi Ruiqi Renewable Resources Co, Ltd (60%), Guizhou Water Investment Orient Ecological Environment Co, Ltd (44%), and Beijing Orient Fudi Environmental Technology Co, Ltd (52%), among others4950 - The company holds shares in Zhejiang Fuyang Rural Commercial Bank and Fuyang Yongtong Micro-credit Co, Ltd51 - Total raised funds amounted to 1.548 billion yuan, with a cumulative investment of 1.120 billion yuan, of which 734 million yuan was reallocated to 14 engineering projects58 - The IT construction project and 14 engineering projects did not meet planned progress or expected returns, mainly due to strategic transformation and project delays61 - Key subsidiaries include Beijing Orient Lihe Landscape Design Co, Ltd, Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd, and Suzhou Wuzhong District Solid Waste Treatment Co, Ltd, covering businesses such as landscape design and hazardous waste disposal697071 External Equity Investments The company's external equity investments grew significantly, focusing on renewable resources, water ecology, and construction investment External Investment Situation | Indicator | Amount (Yuan) | | :--- | :--- | | Investment in Reporting Period | 130,129,516.64 | | Investment in Prior Year Period | 40,800,000.00 | | Change | 218.94% | - Investee companies include Wuxi Ruiqi Renewable Resources Co, Ltd (60%), Guizhou Water Investment Orient Ecological Environment Co, Ltd (44%), and Beijing Orient Fudi Environmental Technology Co, Ltd (52%)4950 - The company holds equity in Zhejiang Fuyang Rural Commercial Bank (0.99%) and Fuyang Yongtong Micro-credit Co, Ltd (10.00%)51 Use of Raised Funds As of June 30, 2016, the company had used 1.12 billion yuan of the 1.55 billion yuan raised, with some project purposes changed Overall Use of Raised Funds | Indicator | Amount (10,000 Yuan) | | :--- | :--- | | Total Raised Funds | 154,822.54 | | Raised Funds Invested in Reporting Period | 18,330.45 | | Cumulative Raised Funds Invested | 111,956.32 | | Cumulative Amount of Altered Use | 73,400 | | Proportion of Altered Use | 47.41% | - The Green Nursery Stock Base Construction Project and the Landscape Machinery Purchase Project were changed to 14 engineering projects, with a total reallocated amount of 734 million yuan61 - The IT Construction Project was delayed due to the company's strategic transformation and is expected to be ready for use by December 31, 201761 - The expected ready-for-use dates for the 14 engineering projects have been adjusted accordingly due to project delays6166 Analysis of Major Subsidiaries and Investees The company's subsidiaries span various sectors, with solid waste treatment companies contributing significantly to revenue and profit Operating Performance of Major Subsidiaries | Company Name | Operating Revenue (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | | Beijing Orient Lihe Landscape Design Co, Ltd | 105,923,106.40 | 10,651,279.06 | | Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd | 331,605,974.36 | 97,134,697.99 | | Suzhou Wuzhong District Solid Waste Treatment Co, Ltd | 10,203,145.02 | 2,648,075.58 | | Zhongbang Construction Engineering Co, Ltd | 119,199,284.29 | 27,999,223.86 | - Wenzhou Shengli Landscape Engineering Co, Ltd and Orient Mingyuan Longsheng Construction Co, Ltd incurred losses during the reporting period6970 Forecast for January-September 2016 Operating Performance The company expects net profit for the first nine months of 2016 to grow by 60% to 90% year-on-year Forecast for January-September 2016 Operating Performance | Indicator | Range (10,000 Yuan) | | :--- | :--- | | Change in Net Profit Attributable to Shareholders | 60.00% to 90.00% | | Net Profit Attributable to Shareholders Range | 41,992.29 to 49,865.84 | | Net Profit Attributable to Shareholders for Jan-Sep 2015 | 26,245.18 | - The performance growth is mainly attributed to the continuous implementation of new projects and increased revenue from solid waste disposal by newly acquired companies in late 201573 Risk Disclosure The company faces risks related to industry downturns, business model uncertainties, revenue recognition, and inventory impairment - A downturn in the real estate industry and strengthened local government debt management could impact new business development, contract execution, and collection schedules7475 - The traditional municipal landscape project model involves risks of advance funding, inventory, and receivables collection efficiency being affected by local government finances76 - Financial and PPP models face risks from multi-party coordination, complex approval processes, policy uncertainties, and long project cycles777879 - There is a discrepancy between the company's revenue recognition and project settlement; as of June 30, 2016, the cumulative revenue for projects under construction but not yet settled was 18.40 billion yuan, while cumulative settlements were 11.84 billion yuan, a difference of 6.56 billion yuan8081 - Completed but unsettled inventory faces potential loss and impairment risks, with an impairment provision of 52.82 million yuan already made828384 - The company has strengthened settlement management by establishing a settlement department and implementing tracking reports, completing settlements of 2.08 billion yuan in H1 201686 Industry and Business Model Risks The company faces risks from market downturns and uncertainties in its traditional, financial, and PPP business models - The downturn in the real estate industry and scrutiny of local government debt pose challenges to the company's business expansion and collection progress7475 - The traditional municipal landscape project model requires upfront funding, leading to large inventories and receivables, with collection efficiency dependent on local government finances76 - Financial and PPP models involve multi-party participation, complex approval processes, and an evolving policy environment, creating uncertainties777879 Revenue Risk A significant discrepancy exists between revenue recognized using the percentage-of-completion method and actual customer settlements - The company's revenue recognition for landscape projects is not strictly aligned with project settlement, posing a revenue risk80 - As of June 30, 2016, the cumulative revenue for projects under construction but not yet settled was 18.40 billion yuan, while cumulative settlements were 11.84 billion yuan, resulting in a difference of 6.56 billion yuan81 Risk of Completed but Unsettled Inventory The company's large balance of completed but unsettled inventory is exposed to potential loss and impairment risks - Municipal landscape business is affected by local government financial pressures, leading to risks of potential losses from settlement delays82 - As of June 30, 2016, the balance of engineering inventory (completed but unsettled) was 6.65 billion yuan, with an inventory write-down provision of 52.82 million yuan84 - The company has strengthened settlement management and is actively using financial models to ensure timely collection of project payments8586 Implementation of Profit Distribution The company implemented its 2015 profit distribution plan, increasing total share capital to 2.52 billion shares - The company's 2015 profit distribution plan has been implemented, with a cash dividend of 0.60 yuan (tax included) per 10 shares88 - 15 shares were issued for every 10 shares from the capital reserve, increasing the company's total share capital to 2,521,779,867 shares88 - The record date for the dividend distribution was July 15, 2016, and the ex-dividend date was July 18, 201689 Record of Investor Relations Activities The company engaged with institutional investors to discuss its business strategy, PPP model, and financial performance - On January 19, 2016, the company met with Jinyuan Securities and other institutions to discuss the business of Shenneng Environmental and Wuzhong Solid Waste, sponge city strategy, and PPP project risks92 - On April 26, 2016, the company communicated with Bida Capital and others regarding the PPP development model, SPV equity ratios, funding sources, and project returns93 - On May 31, 2016, the company discussed its 2015 annual report, PPP model, contract implementation speed, and future environmental strategy with China Merchants Fund and other institutions93 - On June 20, 2016, the company engaged with CSCI Fund and others on topics including PPP financing costs, 2016 collections, project settlement issues, and industrial hazardous waste business qualifications93 Section 5 Significant Matters Corporate Governance The company maintained compliance with regulatory requirements and held multiple board and shareholder meetings during the period - The company strictly adheres to laws such as the "Company Law" and "Securities Law," continuously improving its corporate governance structure and internal control system96 - During the reporting period, the company held 2 general shareholders' meetings, 8 board meetings, and 6 supervisory committee meetings96 - The company's actual corporate governance practices are in compliance with the requirements of the "Company Law" and relevant CSRC regulations97 Asset Transactions The company acquired Wuxi Ruiqi Renewable Resources and disposed of its stake in Donglian (Shanghai) Creative Design - The company's subsidiary, Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd, acquired 100% of Wuxi Ruiqi Renewable Resources Co, Ltd for 33 million yuan101103 - This acquisition contributed 2.18 million yuan to the listed company's net profit, accounting for 0.73% of the total net profit101104 - The company sold its 60% stake in Donglian (Shanghai) Creative Design Development Co, Ltd for 25.7 million yuan, resulting in a 31.69 million yuan impact on the company's net profit102 Asset Acquisitions The company acquired 100% of Wuxi Ruiqi Renewable Resources for 33 million yuan, contributing 2.18 million yuan to net profit Asset Acquisition Details | Counterparty | Acquired Asset | Transaction Price (10,000 Yuan) | Progress | Impact on P&L (10,000 Yuan) | | :--- | :--- | :--- | :--- | :--- | | Luan Jianlin, Xu Feng, Chen Shengjun, Fang Wenli | Wuxi Ruiqi Renewable Resources Co, Ltd | 3,300 | Title transferred, debts and credits transferred | 217.68 | - This acquisition did not affect the continuity of the company's business or the stability of its management101 Asset Disposals The company sold its 60% stake in Donglian (Shanghai) Creative Design for 25.7 million yuan Asset Disposal Details | Counterparty | Sold Asset | Sale Date | Sale Price (10,000 Yuan) | Impact on Net Profit (10,000 Yuan) | | :--- | :--- | :--- | :--- | :--- | | Zhu Shengxuan, Yu Zhiyuan | 60% stake in Donglian (Shanghai) Creative Design Development Co, Ltd | 2016-2-28 | 2,570 | 3,169.00 | - The disposal did not affect the continuity of the company's business or the stability of its management102 Business Combinations The company completed the acquisition of Wuxi Ruiqi Renewable Resources, which contributed 2.18 million yuan to net profit - In March 2016, Shenneng Environmental acquired 100% of Wuxi Ruiqi Renewable Resources Co, Ltd for 33 million yuan103 - The acquisition has completed business registration changes, and the transfer of asset titles, debts, and credits is complete103 - From the acquisition date to the end of the reporting period, this acquisition contributed 2.18 million yuan to the listed company's net profit104 Implementation and Impact of Share Incentive Plans The company advanced its second and third stock option plans, adjusting terms and canceling non-compliant options - The second stock option plan initially granted 8.62 million stock options to 225 participants at an exercise price of 18.20 yuan/share, later adjusted to 7.23 yuan/share106107111 - The second plan's reserved grant of 1 million options was adjusted to 2.5 million shares, with the exercise price changed from 24.10 yuan to 9.62 yuan106110111 - Due to non-compliance with exercise conditions, 1,634,600 stock options from the first exercise period of the second plan's initial grant were canceled112 - The third stock option plan proposes to grant 5.16 million stock options, with an initial grant of 4.73 million options at an exercise price of 22.28 yuan/share, later adjusted to 8.89 yuan/share113114 - The third plan's reserved grant of 429,800 options was adjusted to 1.07 million shares113114 Second Stock Option Incentive Plan The second stock option plan underwent multiple adjustments to its terms, including exercise price and number of participants - The second plan initially granted 8.62 million stock options to 225 participants, representing 0.85% of the company's total share capital107 - The initial exercise price was 18.20 yuan/share, later adjusted to 18.14 yuan, and finally to 7.23 yuan/share due to a rights issue106109111 - A reserved grant of 1 million options was adjusted to 2.5 million shares, with the exercise price changed from 24.10 yuan to 9.62 yuan106110111 - Due to employee departures, the number of initial grant participants was reduced from 225 to 165, and 2,083,300 options were canceled110 - The first exercise period of the initial grant did not meet the conditions, resulting in the cancellation of 1,634,600 stock options112 Third Stock Option Incentive Plan The third stock option plan was approved, with adjustments made to the exercise price and quantity following the 2015 rights issue - The third plan proposes to grant 5,156,700 stock options, representing 0.51% of the company's total share capital113 - The initial grant consists of 4,726,900 stock options, with 429,800 reserved for future grants113 - The exercise price was initially set at 22.28 yuan/share and later adjusted to 8.89 yuan/share due to a rights issue113114 - The number of unexercised reserved options was adjusted from 429,800 to 1,074,500 shares114 Significant Related-Party Transactions The company engaged in a 9.97 million yuan related-party transaction for services received, which was within the approved limit Related-Party Transactions in Daily Operations | Related Party | Transaction Type | Transaction Content | Amount (10,000 Yuan) | Approved Limit (10,000 Yuan) | Exceeded Limit | | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Orient ADI Landscape Design Co, Ltd | Services Received | Landscape Design | 997.46 | 5,000 | No | - The company had no related-party transactions involving asset acquisitions, disposals, or joint external investments during the reporting period117118 - The company had no non-operating related-party debts or credits during the reporting period119120 Significant Contracts and Their Performance The company provided a 9 million yuan guarantee for a subsidiary and secured multiple credit facilities and loan agreements - The company had no custody, contracting, or leasing arrangements during the reporting period122123124 Guarantees Between the Company and Subsidiaries | Guaranteed Party | Guarantee Limit (10,000 Yuan) | Actual Guarantee Amount (10,000 Yuan) | Guarantee Type | Guarantee Period | Completed | | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Miaolianwang Technology Co, Ltd | 10,000 | 900 | General Guarantee | Two years from the expiration of the debt performance period under the main contract | No | - At the end of the reporting period, the actual guarantee balance totaled 9 million yuan, representing 0.14% of the company's net assets127 - The company signed multiple credit facility agreements with financial institutions, including Bank of Beijing, Jiangsu Bank, and China Guangfa Bank, with total credit lines reaching 5.75 billion yuan131 - The company has several significant loan agreements, including a 500 million yuan M&A loan from Industrial Bank and loans from Beijing Rural Commercial Bank, China Construction Bank, and ICBC132133 Guarantees The company provided a 9 million yuan guarantee for its subsidiary, Beijing Miaolianwang Technology Co, Ltd Guarantees Between the Company and Subsidiaries | Guaranteed Party | Guarantee Limit (10,000 Yuan) | Actual Guarantee Amount (10,000 Yuan) | Guarantee Type | Guarantee Period | Completed | | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Miaolianwang Technology Co, Ltd | 10,000 | 900 | General Guarantee | Two years from the expiration of the debt performance period under the main contract | No | - At the end of the reporting period, the total approved guarantee limit for subsidiaries was 350 million yuan, with an actual outstanding balance of 9 million yuan127 - The company had no instances of non-compliant external guarantees during the reporting period128 Other Significant Transactions The company secured credit facilities totaling 5.75 billion yuan and entered into several major loan agreements Credit Facility Agreements | Lender | Credit Limit (Billion Yuan) | Borrower | | :--- | :--- | :--- | | Bank of Beijing | 1.25 | Orient Landscape | | China Minsheng Bank | 1.0 | Orient Landscape | | China Construction Bank | 0.8 | Orient Landscape | | Ping An Bank | 0.6 | Orient Landscape | | Postal Savings Bank of China | 0.6 | Orient Landscape | | China CITIC Bank | 0.25 | Shenneng Solid Waste | Major Loan Agreements | Lender | Guarantee Method | Balance (10,000 Yuan) | Borrower | | :--- | :--- | :--- | :--- | | Industrial Bank M&A Loan | Pledge | 50,000.00 | Orient Landscape | | Beijing Rural Commercial Bank | Unsecured | 10,000.00 | Orient Landscape | | China Construction Bank | Unsecured | 20,000.00 | Orient Landscape | | ICBC | Unsecured | 5,000.00 | Orient Landscape | | China Guangfa Bank | Unsecured | 10,000.00 | Orient Landscape | | Bank of Jiangsu | Unsecured | 3,500.00 | Orient Landscape | | China CITIC Bank | Guaranteed | 21,500.00 | Shenneng Solid Waste | | China Everbright Bank | Guaranteed | 7,000.00 | Shenneng Solid Waste | | Shanghai Pudong Development Bank | Guaranteed | 3,000.00 | Jinyuan Copper | | Zhejiang Rural Commercial Bank | Pledge | 4,500.00 | Jinyuan Copper | | China Everbright Bank | Guaranteed | 7,000.00 | Jinyuan Copper | | China CITIC Bank | Guaranteed | 3,800.00 | Jinyuan Copper | | Bank of Hangzhou | Guaranteed | 3,000.00 | Jinyuan Copper | | Bank of China | Guaranteed | 3,000.00 | Jinyuan Copper | | Bank of Beijing | Guaranteed | 900.00 | Beijing Miaolianwang | Commitments The controlling shareholders have made and are strictly fulfilling commitments to avoid competition and reduce related-party transactions - He Qiaonv and Tang Kai have committed that they and their controlled entities will not engage in businesses that compete with Orient Landscape's core operations and will grant Orient Landscape priority for development and acquisition opportunities134135 - He Qiaonv and Tang Kai have committed to minimize related-party transactions with Orient Landscape and its subsidiaries, ensuring any unavoidable transactions are conducted fairly and transparently135 - All commitments are being strictly fulfilled135 Information on Corporate Bonds The company issued a 1 billion yuan corporate bond with a stable AA credit rating and has utilized the proceeds as planned Corporate Bond Basic Information | Bond Name | Bond Abbreviation | Bond Code | Issue Date | Maturity Date | Outstanding Balance (10,000 Yuan) | Interest Rate | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Orient Landscape & Environment Co, Ltd 2016 Public Offering of Corporate Bonds to Qualified Investors (Phase I) | 16 Dong Lin 01 | 112380 | 2016-04-19 | 2021-04-19 | 100,000 | 5.78% | - The bond includes an issuer's option to adjust the coupon rate and an investor's put option at the end of the third interest-bearing year139 - Of the proceeds, 181 million yuan was used to supplement working capital, and 807 million yuan was used to repay other borrowings141 - The tracking credit rating for the corporate bond by Shanghai Brilliance Credit Rating is AA for the issuer and AA for the bond, with a stable outlook142 - The company has made timely interest and principal payments on its other bonds and debt financing instruments, with no instances of delayed payments152 - As of the end of the reporting period, the company had a total bank credit line of 7.07 billion yuan, with 2.44 billion yuan utilized and 4.63 billion yuan unused153 Corporate Bond Basic Information The company issued a 1 billion yuan, 5-year corporate bond with a 5.78% coupon rate in April 2016 Corporate Bond Basic Information | Bond Name | Bond Abbreviation | Bond Code | Issue Date | Maturity Date | Outstanding Balance (10,000 Yuan) | Interest Rate | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Orient Landscape & Environment Co, Ltd 2016 Public Offering of Corporate Bonds to Qualified Investors (Phase I) | 16 Dong Lin 01 | 112380 | 2016-04-19 | 2021-04-19 | 100,000 | 5.78% | - The bond includes an issuer's option to adjust the coupon rate and an investor's put option at the end of the third interest-bearing year139 Use of Corporate Bond Proceeds The bond proceeds of 991 million yuan were used to supplement working capital and repay other borrowings - Of the bond proceeds, 181 million yuan was used to supplement working capital, and 807 million yuan was used to repay other borrowings141 - The dedicated account for the bond proceeds is operating smoothly, and the use of funds is consistent with the purposes stated in the prospectus141 Corporate Bond Credit Rating The company's corporate bond maintains a stable AA credit rating for both the issuer and the bond itself - The tracking rating report from Shanghai Brilliance Credit Rating shows a corporate credit rating of AA and a bond credit rating of AA, both with a stable outlook142 - There is no change in the credit rating from the previous assessment142 Key Accounting Data and Financial Indicators The company's liquidity improved, and its EBITDA interest coverage ratio increased significantly due to higher profits Key Accounting Data and Financial Indicators for Corporate Bonds | Item | End of Current Period | End of Prior Year | Change from Prior Year-End | | :--- | :--- | :--- | :--- | | Current Ratio | 168.00% | 149.00% | 19.00% | | Debt-to-Asset Ratio | 63.49% | 63.83% | -0.34% | | Quick Ratio | 80.00% | 76.00% | 4.00% | | Item | Current Period | Prior Year Period | Y-o-Y Change | | EBITDA Interest Coverage Ratio | 4.18 | 2.7 | 54.81% | | Loan Repayment Rate | 100.00% | 100.00% | 0.00% | | Interest Coverage Ratio | 100.00% | 100.00% | 0.00% | - The EBITDA interest coverage ratio increased by 1.48 times, a 54.81% increase, mainly due to the significant growth in the company's total profit148 Assets with Restricted Rights as of the Reporting Period End As of the period end, 2.13 billion yuan of the company's assets were restricted, primarily for deposits and loan collateral Assets with Restricted Rights | Item | Year-end Book Value (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Cash Equivalents | 604,542,286.76 | Security deposits | | Fixed Assets | 46,787,574.90 | Loan mortgage | | Intangible Assets | 17,292,332.30 | Loan mortgage | | Long-term Equity Investments | 1,464,000,000.00 | Loan pledge | | Total | 2,132,622,193.96 | -- | Section 6 Changes in Share Capital and Shareholders Changes in Share Capital The company's total share capital and share structure remained unchanged during the reporting period Changes in Share Capital | Category | Pre-Change Quantity (Shares) | Pre-Change Ratio | Change (+/-) (Shares) | Post-Change Quantity (Shares) | Post-Change Ratio | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 442,276,346 | 43.85% | 0 | 442,276,346 | 43.85% | | II. Unrestricted Shares | 566,435,601 | 56.15% | 0 | 566,435,601 | 56.15% | | III. Total Shares | 1,008,711,947 | 100.00% | 0 | 1,008,711,947 | 100.00% | - There were no changes in the company's total share capital or shareholder structure during the reporting period159 Number of Shareholders and Shareholdings As of the period end, the company had 40,546 shareholders, with the top two shareholders being the actual controllers, He Qiaonv and Tang Kai - At the end of the reporting period, the total number of common shareholders was 40,546162 Shareholdings of Top 10 Common Shareholders or Shareholders with >5% Stake | Shareholder Name | Shareholder Type | Shareholding Ratio | Common Shares Held (Shares) | Restricted Shares Held (Shares) | Unrestricted Shares Held (Shares) | Pledged or Frozen Shares (Quantity) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | He Qiaonv | Domestic Individual | 44.17% | 445,515,766 | 357,148,569 | 88,367,197 | Pledged 370,176,524 | | Tang Kai | Domestic Individual | 8.14% | 82,139,812 | 76,419,812 | 5,720,000 | Pledged 29,460,000 | | Zhongtai Chuangzhan (Zhuhai Hengqin) Holding Co, Ltd | Domestic Non-State-Owned Corp | 6.01% | 60,605,255 | 0 | 60,605,255 | Pledged 60,537,395 | - He Qiaonv and Tang Kai are a married couple and are the actual controllers of the company162 Changes in Controlling Shareholder or Actual Controller There were no changes in the company's controlling shareholder or actual controller during the reporting period - The company's controlling shareholder did not change during the reporting period164 - The company's actual controller did not change during the reporting period164 Section 7 Information on Preferred Shares The company did not have any preferred shares during the reporting period - The company did not have any preferred shares during the reporting period166 Section 8 Directors, Supervisors, and Senior Management Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholdings of several key management personnel, including the Chairwoman and a director, decreased during the period Changes in Shareholdings of Directors, Supervisors, and Senior Management | Name | Position | Opening Balance (Shares) | Shares Sold (Shares) | Closing Balance (Shares) | | :--- | :--- | :--- | :--- | :--- | | He Qiaonv | Chairwoman | 476,198,092 | 30,682,326 | 445,515,766 | | Tang Kai | Director | 101,893,084 | 19,753,272 | 82,139,812 | | Fang Yi | Director | 4,796,412 | 261,456 | 4,534,956 | Changes in Directors, Supervisors, and Senior Management Director and Vice Chairman Li Donghui resigned from his positions for personal reasons during the reporting period - Mr Li Donghui resigned from his positions as Director and Vice Chairman of the fifth Board of Directors on June 13, 2016, for personal reasons168 Section 9 Financial Report Audit Report The semi-annual financial report has not been audited - The company's semi-annual financial report is unaudited171 Financial Statements This section presents the company's consolidated and parent company financial statements for the first half of 2016 Consolidated Balance Sheet As of June 30, 2016, the company's total consolidated assets reached 18.33 billion yuan, with total liabilities of 11.64 billion yuan Key Data from Consolidated Balance Sheet | Item | Closing Balance (Yuan) | Opening Balance (Yuan) | | :--- | :--- | :--- | | Total Assets | 18,326,687,735.58 | 17,695,635,569.68 | | Total Current Assets | 14,643,886,462.17 | 14,433,040,658.73 | | Total Non-current Assets | 3,682,801,273.41 | 3,262,594,910.95 | | Total Liabilities | 11,635,620,259.91 | 11,295,103,299.30 | | Total Equity | 6,691,067,475.67 | 6,400,532,270.38 | Consolidated Income Statement In H1 2016, the company's consolidated revenue grew by 30.66% to 2.92 billion yuan, with net profit increasing by 117.51% Key Data from Consolidated Income Statement | Item | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 2,918,337,385.86 | 2,233,571,527.45 | | Operating Profit | 374,895,305.30 | 176,542,440.22 | | Total Profit | 414,508,438.65 | 179,029,578.72 | | Net Profit | 336,029,910.11 | 154,490,770.90 | | Net Profit Attributable to Parent Company Owners | 297,253,955.99 | 157,276,927.91 | | Basic Earnings Per Share (Yuan/Share) | 0.29 | 0.16 | Consolidated Cash Flow Statement The company's operating cash flow improved significantly to a net inflow of 551 million yuan in H1 2016 Key Data from Consolidated Cash Flow Statement | Item | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 550,580,445.61 | -375,467,307.54 | | Net Cash Flow from Investing Activities | -963,182,869.06 | -68,058,154.87 | | Net Cash Flow from Financing Activities | -22,239,157.31 | -313,559,911.76 | | Net Increase in Cash and Cash Equivalents | -434,724,735.33 | -757,089,590.70 | - Total cash inflows from operating activities were 2.94 billion yuan, primarily from cash received from the sale of goods and provision of services amounting to 2.76 billion yuan188 - Cash outflows from investing activities were mainly for the purchase of fixed assets, intangible assets, and other long-term assets (30.62 million yuan), investment payments (454 million yuan), and net cash paid for the acquisition of subsidiaries and other business units (480 million yuan)190 Company Basic Information The company, listed on the Shenzhen Stock Exchange, focuses on ecological restoration and environmental protection businesses - The company was listed on the Shenzhen Stock Exchange on November 27, 2009, and was renamed Beijing Orient Landscape & Environment Co, Ltd in January 2015213 - As of June 30, 2016, the company's registered capital was 1.01 billion yuan213 - The company's main businesses are ecological restoration, focusing on water environment treatment (including ecological wetlands, landscape construction, and water conservancy), and environmental protection, focusing on hazardous waste treatment, rural sewage treatment, and comprehensive resource utilization216 - The scope of the consolidated financial statements includes subsidiaries such as Wenzhou Shengli Landscape Engineering Co, Ltd, Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd, and Suzhou Wuzhong District Solid Waste Treatment Co, Ltd217 Company Overview Beijing Orient Landscape & Environment Co, Ltd is a publicly listed company specializing in ecological restoration and environmental services - The company's shares were listed on the Shenzhen Stock Exchange on November 27, 2009213 - As of June 30, 2016, the registered capital was 1,008,711,900 yuan, and the legal representative is He Qiaonv213 Historical Evolution The company's registered capital has grown through public offerings and capital increases, reaching 2.52 billion yuan after the 2015 rights issue - The company was converted from a limited liability company to a joint-stock limited company on September 12, 2001214 - In November 2009, the company went public with an A-share listing, and its registered capital changed to 50.08 million yuan214 - Through multiple capital reserve transfers and stock option exercises, the registered capital reached 1.01 billion yuan as of September 30, 2014215216 - On July 18, 2016, the company transferred 1.51 billion yuan from its capital reserve to share capital, increasing the registered capital to 2.52 billion yuan216 Industry and Main Business The company operates in the landscape and environmental sectors, focusing on water environment treatment and hazardous waste disposal - The company belongs to the landscape and greening industry216 - Its main businesses are ecological restoration focusing on water environment treatment and environmental protection focusing on hazardous waste treatment216 - The consolidated financial statements include 19 subsidiaries, such as Wenzhou Shengli Landscape Engineering Co, Ltd and Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd217 Significant Accounting Policies and Estimates This section details the company's accounting policies for key areas such as revenue recognition, asset valuation, and business combinations - The company prepares its financial statements on a going concern basis, in compliance with Business Accounting Standards, to provide a true and fair view of its financial position219220222 - The company's main businesses include landscape engineering, water conservancy and municipal engineering, ecological restoration, design, nursery stock cultivation and sales, and solid and hazardous waste disposal221 - For consumable biological assets (nursery stock), actual costs incurred before canopy closure are capitalized, while subsequent costs are expensed253282 - Revenue recognition methods include the percentage-of-completion method for design and construction contracts, settlement statements for crude copper sales, and disposal volume for solid waste treatment311312313 Taxes The company is subject to various taxes and benefits from several preferential tax policies, including reduced rates for high-tech enterprises Main Taxes and Tax Rates | Tax Type | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Sales of goods and taxable services | 3%, 6%, 11%, 17% | | Business Tax | Landscape engineering revenue | 3% | | Urban Maintenance and Construction Tax | Actual paid Business Tax, VAT, and Consumption Tax | 1%, 5%, 7% | | Corporate Income Tax | Taxable income | 25%, 15% | - The company headquarters and its subsidiaries, Beijing Miaolianwang and Hubei Orient Miaolian, are exempt from VAT and corporate income tax on the sale of self-cultivated nursery stock323 - The company headquarters and its subsidiaries, EDSA-Orient and Orient Lihe, are recognized as high-tech enterprises and are eligible for a preferential corporate income tax rate of 15%323 - The subsidiary Shenneng Solid Waste is eligible for a 70% VAT refund on revenue from garbage and sludge treatment services and a 30% VAT refund on the sale of comprehensive resource utilization products323 - The subsidiaries Shenneng Solid Waste and Jinyuan Copper are exempt from VAT on the sale of associated gold products323 Notes to Consolidated Financial Statement Items This section provides detailed disclosures on major items in the consolidated financial statements, explaining significant balances and changes - At the end of the period, cash and cash equivalents totaled 2.32 billion yuan, with restricted funds of 605 million yuan, mainly for acceptance bill and letter of guarantee deposits325326 - Accounts receivable at period-end were 3.85 billion yuan, with a bad debt provision of 512 million yuan; receivables within one year accounted for the largest portion332333 - Inventory at period-end was 7.70 billion yuan, of which 6.60 billion yuan was from completed but unsettled construction contracts, with a write-down provision of 52.82 million yuan353357 - Goodwill had a book value of 1.48 billion yuan, primarily from the acquisitions of Shenneng Solid Waste, Wuzhong Solid Waste, and Wuxi Ruiqi Renewable Resources377382 - Short-term borrowings at period-end were 1.31 billion yuan, a decrease of 34.65% from the beginning of the year, mainly consisting of guaranteed and unsecured loans399 - Bonds payable at period-end were 2.49 billion yuan, an increase of 66.45% from the beginning of the year, primarily comprising medium-term notes and corporate bonds431433 - Operating revenue was 2.92 billion yuan and operating cost was 2.07 billion yuan, resulting in a gross margin of 29.12%448 - Investment income was 28.55 million yuan, mainly from gains on the disposal of long-term equity investments462 Cash and Cash Equivalents The company's cash balance decreased to 2.32 billion yuan, with 605 million yuan restricted for security deposits Composition of Cash and Cash Equivalents | Item | Closing Balance (Yuan) | Opening Balance (Yuan) | | :--- | :--- | :--- | | Cash on Hand | 194,721.54 | 509,655.60 | | Bank Deposits | 1,711,535,345.52 | 2,145,945,146.79 | | Other Cash Equivalents | 604,542,286.76 | 508,919,311.95 | | Total | 2,316,272,353.82 | 2,655,374,114.34 | Details of Restricted Cash and Cash Equivalents | Item | Closing Balance (Yuan) | Opening Balance (Yuan) | | :--- | :--- | :--- | | Acceptance Bill Deposits | 532,037,096.63 | 452,708,923.13 | | Letter of Guarantee Deposits | 72,505,190.13 | 47,460,388.82 | | Letter of Credit Deposits | - | 3,750,000.00 | | Term or Notice Deposits for Guarantees | - | 5,000,000.00 | | Total | 604,542,286.76 | 508,919,311.95 | Accounts Receivable The company's accounts receivable totaled 3.85 billion yuan, with the top five debtors accounting for 33.25% of the balance Accounts Receivable Disclosure by Category | Category | Book Balance (Yuan) | Bad Debt Provision (Yuan) | Book Value (Yuan) | | :--- | :--- | :--- | :--- | | Accounts receivable with bad debt provision based on credit risk characteristics | 4,349,128,610.37 | 496,847,496.96 | 3,852,281,113.41 | | Accounts receivable with individually insignificant amounts but separate bad debt provision | 15,183,362.52 | 15,183,362.52 | 0 | | Total | 4,364,311,972.89 | 512,030,859.48 | 3,852,281,113.41 | Top Five Accounts Receivable by Debtor at Period-End | Debtor Name | Accounts Receivable (Yuan) | % of Total | Bad Debt Provision (Yuan) | | :--- | :--- | :--- | :--- | | Binzhou Economic Development Zone Management Committee | 451,165,596.14 | 10.34% | 34,696,342.09 | | Datong Municipal Landscape Administration | 436,398,672.58 | 10.00% | 55,897,216.53 | | Yingkou Coastal Development and Construction Co, Ltd | 289,183,035.86 | 6.63% | 28,918,303.59 | | Sichuan Xiongzhou Industrial Co, Ltd | 140,580,030.00 | 3.22% | 7,029,001.50 | | CITIC Qingshui Rujiang (Wuhan) Investment and Construction Co, Ltd | 133,745,284.04 | 3.06% | 6,687,264.20 | | Total | 1,451,072,618.62 | 33.25% | 133,228,127.91 | Inventories The company's inventory balance was 7.70 billion yuan, dominated by 6.60 billion yuan in completed but unsettled construction assets Inventory by Category | Item | Book Balance (Yuan) | Write-down Provision (Yuan) | Book Value (Yuan) | | :--- | :--- | :--- | :--- | | Raw Materials | 438,362,804.12 | 10,524,298.84 | 427,838,505.28 | | Finished Goods | 141,793,474.76 | 3,713,200.44 | 138,080,274.32 | | Consumable Biological Assets | 532,484,772.79 | - | 532,484,772.79 | | Completed but Unsettled Assets from Construction Contracts | 6,652,036,165.28 | 52,820,585.93 | 6,599,215,579.35 | | Total | 7,764,677,216.95 | 67,058,085.21 | 7,697,619,131.74 | Completed but Unsettled Assets from Construction Contracts at Period-End | Item | Amount (Yuan) | | :--- | :--- | | Cumulative Costs Incurred | 12,217,498,828.02 | | Cumulative Gross Profit Recognized | 6,223,321,249.88 | | Amount Settled | 11,841,604,498.55 | | Completed but Unsettled Assets from Construction Contracts | 6,599,215,579.35 | Goodwill The company's goodwill of 1.48 billion yuan primarily arose from several key acquisitions, with no impairment identified Goodwill Book Value | Investee or Goodwill-Generating Event | Opening Balance (Yuan) | Current Period Increase (Yuan) | Current Period Decrease (Yuan) | Closing Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Hangzhou Fuyang Shenneng Solid Waste Environmental Regeneration Co, Ltd | 1,274,569,786.80 | - | - | 1,274,569,786.80 | | Suzhou Wuzhong District Solid Waste Treatment Co, Ltd | 106,681,551.65 | - | - | 106,681,551.65 | | Wuxi Ruiqi Renewable Resources Co, Ltd | - | 25,209,289.03 | - | 25,209,289.03 | | Total | 1,490,001,533.09 | 25,209,289.03 | 35,484,077.08 | 1,479,726,745.04 | - Goodwill primarily arose from the acquisitions of Shenneng Solid Waste (1.46 billion yuan), Wuzhong Solid Waste (141.6 million yuan), and Wuxi Ruiqi Renewable Resources (33 million yuan)381382 - At the end of the period, no signs of goodwill impairment were found, and no impairment provision was deemed necessary378 Short-term Borrowings The company's short-term borrowings decreased to 1.31 billion yuan, with no overdue loans at the period end Short-term Borrowings by Category | Item | Closing Balance (Yuan) | Opening Balance (Yuan) | | :--- | :--- | :--- | | Pledged Loans | 105,000,000.00 | 44,500,000.00 | | Mortgaged Loans | 78,000,000.00 | 88,900,000.00 | | Guaranteed Loans | 582,000,000.00 | 830,150,000.00 | | Unsecured Loans | 491,850,000.00 | 801,850,000.00 | | Commercial Acceptance Bill Discounting | 54,000,000.00 | 240,250,000.00 | | Total | 1,310,850,000.00 | 2,005,650,000.00 | - At the end of the current period, the total amount of overdue short-term borrowings was 0 yuan400 Bonds Payable The company's bonds payable increased to 2.49 billion yuan following the issuance of a new 1 billion yuan corporate bond Bonds Payable by Category | Item | Closing Balance (Yuan) | Opening Balance (Yuan) | | :--- | :--- | :--- | | Medium-Term Notes | 1,495,715,604.75 | 1,494,137,374.24 | | Corporate Bonds | 991,314,919.34 | - | | Total | 2,