Financial Performance - For the year ended December 31, 2022, the company's revenue was approximately RMB 1,443,455,000, an increase of about 29.85% compared to RMB 1,111,618,000 in 2021[15]. - The net loss attributable to the parent company for the year was approximately RMB 78,176,000, compared to a net loss of RMB 66,836,000 in 2021[15]. - The basic and diluted loss per share for the year was approximately RMB 0.15, compared to a loss of RMB 0.13 in 2021[15]. - The total loss for the year ended December 31, 2022, was approximately RMB 80,420,000, compared to a loss of approximately RMB 62,845,000 the previous year, representing about 5.57% of total revenue[31]. - Net loss attributable to the owners of the parent company increased from approximately RMB 66,836,000 to approximately RMB 78,176,000, with net loss rates of approximately 5.42% and 6.01% for the respective years[32]. - Gross profit decreased from approximately RMB 69,253,000 (gross margin of 6.23%) to approximately RMB 20,755,000 (gross margin of 1.44%) due to lower gross margins from trade revenue[24]. - Operating costs increased by approximately 36.49% to about RMB 1,422,700,000 from RMB 1,042,365,000, with direct material costs accounting for approximately 39.59% of total operating costs[25]. - Trade revenue increased by 55.53% from approximately RMB 500,369,000 to approximately RMB 778,227,000, while engineering revenue rose by 69.24% from approximately RMB 224,452,000 to approximately RMB 379,856,000[22]. Strategic Focus and Development - The company is focusing on the national rural revitalization and food security strategy, implementing a "go global" development strategy[16]. - The company aims to achieve a "100 billion water-saving" target in 2023, emphasizing high-quality agricultural industry development[17]. - The company plans to enhance its comprehensive strength by providing full technical support and after-sales service to customers[17]. - The company is committed to promoting the construction of modern agricultural industry clusters and advancing the "Kang'er well" and "plain water cellar" projects[16]. - The company is adjusting its development direction in response to the severe pandemic situation and intense market competition in the water-saving irrigation industry[14]. - The company emphasizes innovation in finance, research, and models to achieve professional, intensive, and large-scale development[16]. - The company is implementing a comprehensive layout of "water, fertilizer, and salt" products and modern agricultural industry clusters[16]. - The company plans to transform from a "pure manufacturer" to a "comprehensive service provider" in the agricultural sector, focusing on a strategic development model that integrates products, engineering, and trade[37]. Corporate Governance - The board consists of seven directors, including three executive directors and four independent non-executive directors, ensuring a balanced governance structure[63]. - The board held a total of six meetings during the fiscal year ending December 31, 2022, with all directors present at each meeting[70]. - The company has established three committees: the remuneration committee, audit committee, and nomination committee, to oversee various aspects of corporate governance[68]. - The board has reviewed its corporate governance practices and found them to be effective as of December 31, 2022[68]. - Independent non-executive directors have confirmed their independence annually, with no director serving more than nine years in their role[63]. - The company emphasizes strict corporate governance practices to enhance credibility and transparency, thereby boosting shareholder confidence[61]. - The board is responsible for comprehensive strategic planning and development decisions, delegating daily operations to management[67]. - The company secretary maintains detailed records of board meetings, ensuring compliance with applicable laws and regulations[73]. - The board has mechanisms in place to obtain independent views and opinions, which are reviewed annually for effectiveness[65]. - The company held three shareholder meetings during the fiscal year to maintain ongoing dialogue with shareholders[70]. - The company has established a balanced distribution of power between the Chairman and the General Manager to ensure effective governance[75]. - All independent non-executive directors serve a term of three years, with re-election occurring at the annual general meeting[79]. - The company provided over 15 hours of relevant professional training to its company secretary during the fiscal year ending December 31, 2022[83]. - The Remuneration Committee held three meetings during the fiscal year, with all members achieving a 100% attendance rate[86]. - The Nomination Committee reviewed the nomination and appointment policies for new directors, ensuring alignment with the company's business strategy[92]. - The company has adopted a standard code of conduct for securities trading, confirming compliance by all directors and supervisors for the fiscal year[84]. - The company emphasizes the importance of diversity in the board composition, considering various factors such as education, experience, and gender[89]. - The Chairman encourages full participation from all directors in board meetings and committees[76]. - The company has implemented ongoing professional development programs for directors to enhance their knowledge and skills[80]. - The Remuneration Committee reviewed the remuneration policies and discussed the performance of executive directors during the fiscal year[88]. - The audit committee held four meetings during the year ended December 31, 2022, with all members attending 100% of the meetings[93]. - The external auditor, Tianjian, provided audit services amounting to RMB 750,000 for both 2021 and 2022, with no non-audit services rendered[97]. - The board of directors confirmed the effectiveness of the internal control system, with no significant deficiencies reported in risk management or compliance[100]. - The company has adopted a whistleblowing policy to encourage stakeholders to report any misconduct, ensuring confidentiality and fair handling of concerns[101]. - The company maintains a commitment to transparency, providing timely disclosures to shareholders and encouraging ongoing dialogue through various channels[105]. - Shareholders holding 10% or more of the issued shares can request a special general meeting, which the board must convene within two months of the request[106]. - The audit committee reviewed the financial reports and internal audit plans for the upcoming year, ensuring compliance and independence of the external auditor[95]. - The company’s internal audit manager prioritizes high-risk areas for audits, ensuring regular checks on financial and operational aspects[100]. - The audit committee's recommendations for the reappointment of the external auditor were accepted by the board[95]. - The company has established procedures for handling and disclosing insider information in compliance with relevant regulations[100]. Shareholder Relations and Dividends - The company will not distribute any final dividends for the year ended December 31, 2022, consistent with the previous year[56]. - The company aims to provide stable and sustainable returns to shareholders through its dividend policy, which is subject to approval by shareholders and must comply with Chinese company law[108]. - The board will review the dividend policy periodically, and there is no guarantee of recommending or declaring dividends in any given period[110]. - The financial status of the group includes considerations of liquidity and expected working capital needs, as well as any restrictions on dividend distribution imposed by lenders[110]. - The company did not recommend any dividend distribution for the year ending December 31, 2022, consistent with the previous year[134]. - The company has no distributable reserves for shareholders as of December 31, 2022, the same as the previous year[139]. Operational Insights - The company employed a total of 384 employees as of December 31, 2022, down from 527 in 2021[51]. - The company has no contingent liabilities as of December 31, 2022, consistent with the previous year[46]. - The company has been focusing on digital agriculture and agricultural service business layouts[133]. - The company is engaged in the design, manufacturing, and sales of drip irrigation systems and related components, as well as installation services[133]. - The company faced a decrease in the percentage of revenue from its largest customer compared to the previous year, which was 11.45%[140]. - The largest customer accounted for about 10.24% of the total revenue, while the top five customers represented approximately 23.05%[140]. - The company has not reported any changes in the board of directors as of December 31, 2022[130]. - The company has not disclosed any significant related party transactions during the year[140]. Financial Management and Compliance - The company has implemented strict financial management practices to ensure compliance with relevant accounting standards[184]. - The supervisory board actively participated in management decision-making and regularly reviewed financial statements to strengthen oversight[184]. - The company implemented key internal controls related to revenue recognition, evaluating their design and operational effectiveness[194]. - Monthly analysis of operating revenue and gross margin was conducted to identify significant fluctuations and their causes[194]. - The company assessed the reasonableness of inventory impairment provisions and management's past forecasts against actual results[196]. - Management's estimates of the net realizable value of inventory were reviewed, including the accuracy of calculations[196]. - The company ensured that information related to revenue and inventory impairment provisions was appropriately reported in the financial statements[196][198]. - Management is responsible for preparing financial statements in accordance with accounting standards, ensuring fair representation[198]. - The governance layer oversees the financial reporting process of the company[199]. - The audit opinion does not cover other information outside the financial statements[197]. - The company evaluated its ability to continue as a going concern, disclosing relevant matters as necessary[198]. - The audit aimed to provide reasonable assurance that the financial statements are free from material misstatement due to fraud or error[200]. Future Outlook - The future market outlook is promising, with plans to complete 1.1 million acres of new efficient water-saving irrigation construction tasks during the planning period[35]. - The company is optimistic about the future development of the agricultural water-saving industry, which is a national requirement with a broad market outlook[185]. - The company plans to continue its focus on high-standard farmland construction, which is expected to drive future growth[185].
天业节水(00840) - 2022 - 年度财报