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天地科技(600582) - 2018 Q4 - 年度财报
TDTECTDTEC(SH:600582)2019-03-28 16:00

Section I Definitions 1. Definitions This section defines key terms used throughout the report, ensuring consistent understanding of specialized terminology and corporate entities - Tiandi Science & Technology/the Company refers to Tiandi Science & Technology Co., Ltd - China Coal Technology & Engineering Group/the Company's controlling shareholder refers to China Coal Technology & Engineering Group Co., Ltd - Reporting Period refers to January 1, 2018, to December 31, 2018 Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information, stock details, and key financial performance metrics over the past three years 1. Company Information This section presents the company's basic registration details, including its Chinese name, abbreviation, legal representative, and contact information for the Board Secretary and Securities Affairs Representative - The company's Chinese name is Tiandi Science & Technology Co., Ltd., abbreviated as Tiandi Science & Technology, with Hu Shanting as its legal representative11 - The company's registered and office address is No. 5, Qingniangou Road, Heping Street, Chaoyang District, Beijing13 4. Information Disclosure and Document Availability This section specifies the company's designated media and website for information disclosure, along with the location where annual reports are available for inspection - The company's designated information disclosure media is China Securities Journal, and its designated website is http://www.sse.com.cn[14](index=14&type=chunk) 5. Company Stock Profile This section provides the company's stock listing information, including stock type, listing exchange, stock abbreviation, and code - The company's A-shares are listed on the Shanghai Stock Exchange, with the stock abbreviation Tiandi Science & Technology and stock code 60058215 6. Other Relevant Information This section discloses information about the domestic accounting firm engaged by the company, including its name, office address, and the names of the signing accountants - The domestic accounting firm engaged by the company is Ruihua Certified Public Accountants (Special General Partnership), with Yang Xiaohui and Zhu Xiaowei as the signing accountants16 7. Key Accounting Data and Financial Indicators for the Past Three Years This section presents the company's key accounting data and financial indicators for the past three years, highlighting the significant increase in net cash flow from operating activities in 2018 Key Accounting Data for the Past Three Years (Unit: CNY) | Indicator | 2018 | 2017 | YoY Change (%) | 2016 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 17,939,465,712.45 | 15,378,645,862.50 | 16.65 | 12,936,846,376.17 | | Net Profit Attributable to Shareholders of Listed Company | 961,626,415.26 | 942,006,444.59 | 2.08 | 931,879,576.79 | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses) | 863,694,224.05 | 892,715,687.56 | -3.25 | 863,494,950.54 | | Net Cash Flow from Operating Activities | 1,856,019,706.30 | 1,196,031,176.99 | 55.18 | 110,994,640.85 | | Net Assets Attributable to Shareholders of Listed Company | 15,745,974,486.19 | 14,963,750,678.84 | 5.23 | 14,015,646,246.31 | | Total Assets | 37,392,133,415.75 | 36,424,714,722.68 | 2.66 | 35,359,042,655.63 | Key Financial Indicators for the Past Three Years | Indicator | 2018 | 2017 | YoY Change (%) | 2016 | | :--- | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (CNY/share) | 0.232 | 0.228 | 1.75 | 0.225 | | Diluted Earnings Per Share (CNY/share) | 0.232 | 0.228 | 1.75 | 0.225 | | Basic EPS After Deducting Non-Recurring Gains and Losses (CNY/share) | 0.209 | 0.216 | -3.24 | 0.209 | | Weighted Average Return on Net Assets (%) | 6.26 | 6.50 | Decrease 0.24 percentage points | 6.82 | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | 5.62 | 6.16 | Decrease 0.54 percentage points | 6.32 | - In 2018, net cash flow from operating activities was CNY 1.856 billion, a 55.18% year-on-year increase, primarily due to a rebound in coal prices and the company's intensified efforts in accounts receivable collection18 8. Differences in Accounting Data Under Domestic and Overseas Accounting Standards This section clarifies that the company has no differences in net profit and net assets attributable to shareholders of the listed company between financial reports prepared under International or overseas accounting standards and those prepared under Chinese accounting standards - The company has no differences in accounting data under domestic and overseas accounting standards1920 9. Key Quarterly Financial Data for 2018 This section presents the company's key quarterly financial data for 2018, including operating revenue, net profit attributable to shareholders of the listed company, net profit after deducting non-recurring gains and losses, and net cash flow from operating activities Key Quarterly Financial Data for 2018 (Unit: CNY) | Indicator | Q1 (Jan-Mar) | Q2 (Apr-Jun) | Q3 (Jul-Sep) | Q4 (Oct-Dec) | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,974,161,890.46 | 4,780,086,469.23 | 4,742,072,195.22 | 5,443,145,157.54 | | Net Profit Attributable to Shareholders of Listed Company | 49,332,670.63 | 426,001,546.71 | 203,260,638.85 | 283,031,559.07 | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses) | 38,722,485.99 | 413,590,808.28 | 185,272,869.40 | 226,108,060.38 | | Net Cash Flow from Operating Activities | -700,165,530.35 | 139,936,418.46 | 895,719,260.06 | 1,520,529,558.13 | 10. Non-Recurring Gains and Losses Items and Amounts This section details the company's non-recurring gains and losses items and their amounts for the past three years, totaling CNY 97,932,191.21 in 2018 Non-Recurring Gains and Losses Items and Amounts for the Past Three Years (Unit: CNY) | Non-Recurring Gains and Losses Item | 2018 Amount | 2017 Amount | 2016 Amount | | :--- | :--- | :--- | :--- | | Gains and losses from disposal of non-current assets | 86,210,457.34 | 3,345,481.28 | -1,521,902.03 | | Government subsidies recognized in current profit or loss (excluding those continuously enjoyed) | 93,939,924.32 | 68,844,850.46 | 78,057,986.85 | | Gains and losses from debt restructuring | 2,469,554.99 | 771,975.08 | -6,169,009.85 | | Gains and losses from changes in fair value and investment income (excluding hedging activities) | 1,326,051.34 | 1,473,403.98 | 45,740,623.19 | | Custody fee income from entrusted operations | -14,726,043.89 | 4,154,153.60 | 765,238.33 | | Net non-operating income and expenses | -94,950.75 | -291,088.88 | -3,153,743.66 | | Other profit and loss items meeting the definition of non-recurring gains and losses | -15,935,473.61 | | | | Impact on minority interests | -30,516,401.50 | -14,884,831.98 | -26,188,523.12 | | Income tax impact | -24,740,927.03 | -14,123,186.51 | -18,944,101.71 | | Total | 97,932,191.21 | 49,290,757.03 | 68,384,626.25 | 11. Items Measured at Fair Value This section discloses the company's financial assets measured at fair value at period-end, primarily including available-for-sale financial assets and financial assets held for trading, along with their opening and closing balances and the impact of current period changes on profit Items Measured at Fair Value (Unit: CNY) | Item Name | Opening Balance | Closing Balance | Current Period Change | Impact on Current Period Profit | | :--- | :--- | :--- | :--- | :--- | | Available-for-sale financial assets | 59,092,222.90 | 44,345,153.20 | -14,747,069.70 | 854,273.88 | | Financial assets held for trading | | 2,861,257.50 | -2,566,282.50 | -2,566,282.50 | | Total | 59,092,222.90 | 47,206,410.70 | -17,313,352.20 | -1,712,008.62 | Section III Business Overview This section outlines the company's core businesses, operating model, industry context, significant asset changes, and key competitive advantages 1. Description of Main Businesses, Operating Model, and Industry Situation During the Reporting Period This section outlines the company's main business activities, operating model, and industry overview during the reporting period, covering scientific research, product manufacturing and sales, and engineering contracting, primarily divided into five segments: coal machinery equipment, safety technology and equipment, design and engineering general contracting, energy saving and environmental protection, and demonstration projects - The company's main businesses integrate scientific research, design, product manufacturing and sales, engineering contracting, production operations, coal production and sales, technical services, and financial tool support25 - The main businesses are divided into five segments: coal machinery equipment, safety technology and equipment, design and engineering general contracting, energy saving and environmental protection, and demonstration projects25 - The company's operating model adheres to an integrated marketing approach supported by technology services, product development, sales, branding, after-sales service, and financial tools26 - According to the China Securities Regulatory Commission's 'Industry Classification Guidelines for Listed Companies', the company belongs to the specialized equipment manufacturing industry26 2. Explanation of Significant Changes in the Company's Major Assets During the Reporting Period This section explains the changes in the company's major assets during the reporting period, with other current assets decreasing by 57.57% and other non-current assets increasing by 137.30% - Other current assets had a closing balance of CNY 112.18 million, a decrease of CNY 152.21 million or 57.57% from the beginning of the period, primarily due to the redemption of last year's principal-protected bank wealth management products27 - Other non-current assets had a closing balance of CNY 38.25 million, an increase of CNY 22.13 million or 137.30% from the beginning of the period, mainly due to an increase in input VAT to be deducted28 3. Analysis of Core Competitiveness During the Reporting Period This section details the company's core competitiveness in talent resources, technological innovation, integrated development, brand advantage, and shareholder advantage, emphasizing its leading technological position and comprehensive service capabilities in the coal industry - The company boasts 3 academicians of the Chinese Academy of Engineering, 25 experts enjoying special government allowances from the State Council, and was selected for the 'National Innovation Talent Promotion Program – Key Area Innovation Team', ensuring technological leadership29 - The company operates 75 provincial and ministerial-level scientific research platforms, with intelligent comprehensive mining technology and equipment reaching international leading or advanced levels, and received 13 first prizes from the China Coal Industry Association for scientific and technological progress in 201829 - The company's operating model adheres to an integrated marketing approach supported by technology services, product development, sales, branding, after-sales service, and financial tools30 - The company is China's only comprehensive scientific and technological innovation base in the coal industry, and the world's largest and most influential intelligent complete coal machinery equipment service provider30 - The controlling shareholder, China Coal Technology & Engineering Group, as a central enterprise directly managed by the State-owned Assets Supervision and Administration Commission of the State Council, provides the company with guarantees for technological innovation, talent cultivation, and industrial development30 Section IV Management Discussion and Analysis This section provides a comprehensive discussion and analysis of the company's operational performance, financial results, and future development plans, including key strategies and risk factors 1. Discussion and Analysis of Operations This section discusses the company's operating strategies and achievements in 2018 amidst supply-side structural reform in the coal industry, highlighting progress in market expansion, corporate reform, cost control, technological innovation, and management improvement, leading to continuous operational improvement and enhanced economic performance quality - The company actively responded to complex and changing domestic and international economic situations, adhered to innovation-driven and core business development strategies, and continuously improved its operating performance31 - In 2018, new contracts signed totaled CNY 25.5 billion, a 20% increase from 2017, with Tiandi Benniu's contract value exceeding CNY 3.5 billion and coal shearer main units surpassing 200 units32 - The company deepened supply-side structural reform, promoted optimization and integration of enterprises in the Ningxia region, released the 'Intelligent Manufacturing 2025 Development Plan', and established new energy development and commercial factoring companies33 - The company rigorously controlled costs and expenses and reduced 'two funds' (accounts receivable and inventory), with accounts receivable balance at the end of 2018 at CNY 12.36 billion, a 10% decrease from the beginning of the period despite a 17% year-on-year increase in operating revenue34 - The quality of the company's scientific and technological achievements significantly improved, with the world's first '8.8m mining height MG900/2925-WD AC electric traction shearer' put into use, and 13 first prizes awarded by the China Coal Industry Association for scientific and technological progress35 - The company carried out management improvement activities, revised systems, optimized processes, developed a comprehensive management system, strengthened comprehensive budget management, and enhanced basic control efficiency36 2. Key Operating Performance During the Reporting Period This section provides a detailed analysis of the company's key operating performance in 2018, including revenue, profit, cash flow, and contributions from various business segments, along with explanations for changes in financial indicators - In 2018, the company achieved operating revenue of CNY 17.94 billion, a 16.7% year-on-year increase; total profit of CNY 1.61 billion, a 9.2% year-on-year increase; and net profit attributable to shareholders of the listed company of CNY 960 million, a 2.1% year-on-year increase37 - At the end of 2018, accounts receivable balance was CNY 12.36 billion, a 10.2% decrease from the beginning of the year; net cash flow from operating activities was CNY 1.86 billion, a 55.1% year-on-year increase37 Operating Revenue and Year-on-Year Changes by Major Business Segment (Unit: CNY 100 million) | Business Segment | Operating Revenue (CNY 100 million) | YoY Growth (%) | | :--- | :--- | :--- | | Coal Machinery Equipment | 73.9 | 17 | | Technology Projects | 29.6 | 8 | | Safety Equipment | 25.7 | 42 | | Engineering Projects | 19.8 | 29 | | Environmental Protection Equipment | 7.3 | 20 | | Coal Production and Sales | 19.69 | -0.4 | - During the reporting period, the company signed new contracts totaling CNY 25.5 billion, a 20% year-on-year increase37 (1) Analysis of Main Business This section provides an in-depth analysis of the financial performance of the company's main business, including reasons for changes in income statement and cash flow statement items, as well as revenue, cost, and gross profit margin by industry, product, and region, along with production and sales volume and key customer and supplier data Analysis of Changes in Income Statement and Cash Flow Statement Items (Unit: %) | Item | Change (%) | Reason for Change | | :--- | :--- | :--- | | Operating Revenue | 16.65 | Increased orders and contract value due to growth in coal enterprise investment | | Operating Cost | 19.91 | Increased costs in proportion to revenue growth | | Selling Expenses | 24.58 | Attributable to increased sales volume | | Administrative Expenses | 3.82 | Growth in company rent, utilities, and other items | | Research and Development Expenses | 46.51 | Increased investment in the company's independent R&D projects | | Financial Expenses | -26.42 | Company reduced bank borrowing scale | | Net Cash Flow from Operating Activities | 55.18 | Improved financial condition of coal enterprises due to coal price rebound, and company''s intensified efforts in accounts receivable collection, leading to a decrease in accounts receivable balance | Main Business by Industry Segment (Unit: CNY) | Industry Segment | Operating Revenue | Operating Cost | Gross Profit Margin (%) | YoY Change in Operating Revenue (%) | YoY Change in Operating Cost (%) | YoY Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Coal Machinery Manufacturing | 7,391,062,171.39 | 5,024,840,940.39 | 32.01 | 17.06 | 18.82 | Decrease 1.01 percentage points | | Safety Equipment | 2,569,615,827.21 | 1,556,522,020.82 | 39.43 | 42.35 | 49.34 | Decrease 2.83 percentage points | | Environmental Protection Equipment | 727,389,920.70 | 541,284,046.39 | 25.59 | 19.51 | 25.83 | Decrease 3.73 percentage points | | Coal Production | 1,968,984,587.35 | 928,652,930.51 | 52.84 | -0.40 | -20.91 | Increase 12.23 percentage points | | Technology Projects | 2,960,986,586.99 | 2,264,206,476.65 | 23.53 | 7.77 | 19.14 | Decrease 7.30 percentage points | | Engineering Projects | 1,984,131,808.39 | 1,764,171,421.07 | 11.09 | 29.42 | 42.77 | Decrease 8.30 percentage points | Production and Sales Volume of Main Products (Unit: Sets/10,000 Tons) | Main Product | Production Volume | Sales Volume | Inventory Volume | YoY Change in Production Volume (%) | YoY Change in Sales Volume (%) | YoY Change in Inventory Volume (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Mining Equipment | 286 | 289 | 164 | 7.92 | 12.89 | -1.80 | | Conveying Equipment | 830 | 832 | 14 | 30.50 | 31.02 | -12.50 | | Hydraulic Supports | 670 | 670 | 11 | 13.37 | 12.61 | 0.00 | | Washing and Screening Equipment | 214 | 215 | 7 | -29.37 | -28.57 | -12.50 | | Loading and Unloading Equipment | 314 | 342 | 293 | -38.79 | -4.74 | -8.72 | | Safety Equipment | 1,716 | 1,687 | 546 | 8.88 | 8.35 | 5.61 | | Commercial Coal | 271 | 270 | 9 | 11.52 | 13.92 | 12.50 | | Coal Water Slurry | 39.86 | 39.81 | 0.31 | 31.92 | 30.95 | 20.98 | - Sales to the top five customers amounted to CNY 1.35264 billion, accounting for 7.54% of total annual sales; purchases from the top five suppliers amounted to CNY 575.58 million, accounting for 6.10% of total annual purchases49 Changes in Expenses (Unit: CNY 100 million) | Expense Type | 2018 Amount | YoY Change (%) | | :--- | :--- | :--- | | Selling Expenses | 8.96 | 24.58 | | Administrative Expenses | 17.47 | 3.82 | | Research and Development Expenses | 7.84 | 46.51 | | Financial Expenses | 1.26 | -26.42 | R&D Investment Overview | Indicator | Amount/Ratio | | :--- | :--- | | R&D Expenses Capitalized in Current Period | 783,641,476.57 CNY | | Total R&D Investment as % of Operating Revenue | 4.37% | | Number of Company R&D Personnel | 3,095 people | | R&D Personnel as % of Total Company Staff | 13% | | Capitalization Ratio of R&D Investment | 0% | - Net cash flow from operating activities was CNY 1.856 billion, a 55.18% year-on-year increase, primarily due to increased cash received from sales of goods and provision of services52 - Net cash flow from investing activities was -CNY 237 million, mainly due to increased cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets52 - Net cash flow from financing activities was -CNY 1.005 billion, primarily due to optimizing debt structure and reducing bank borrowings53 (3) Analysis of Assets and Liabilities This section provides a detailed analysis of the company's assets and liabilities at period-end, including the closing balances of various assets and liabilities, their proportion of total assets, and changes from the beginning of the period, along with disclosure of major restricted assets Major Assets and Liabilities (Unit: CNY 10,000) | Item Name | Current Period-End Balance | Proportion of Total Assets at Period-End (%) | Prior Period-End Balance | Proportion of Total Assets at Prior Period-End (%) | YoY Change in Period-End Amount (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 498,282 | 13.32 | 426,908 | 11.72 | 16.72 | | | Financial Assets Held for Trading | 286 | 0.01 | | | | Subsidiary received debt-for-equity financial assets from debt restructuring | | Notes Receivable | 460,238 | 12.31 | 378,262 | 10.38 | 21.67 | | | Accounts Receivable | 990,363 | 26.48 | 1,153,196 | 31.66 | -14.12 | | | Inventory | 596,751 | 15.96 | 509,199 | 13.98 | 17.19 | | | Other Current Assets | 11,218 | 0.30 | 26,439 | 0.73 | -57.57 | Primarily due to the redemption of last year's principal-protected bank wealth management products | | Other Non-Current Assets | 3,825 | 0.10 | 1,612 | 0.04 | 137.30 | Primarily due to an increase in input VAT to be deducted | | Short-term Borrowings | 59,200 | 1.58 | 95,930 | 2.63 | -38.29 | Primarily due to repayment of bank borrowings in the current period | | Advances from Customers | 249,301 | 6.67 | 180,976 | 4.97 | 37.75 | Primarily due to increased contract value and advances | | Long-term Payables | 21,454 | 0.57 | 30,973 | 0.85 | -30.73 | Primarily due to payment of mining rights acquisition costs in installments | Major Restricted Assets at the End of the Reporting Period (Unit: CNY) | Item | Period-End Carrying Amount | Reason for Restriction | | :--- | :--- | :--- | | Cash and Cash Equivalents | 375,177,787.25 | Deposits, maintenance funds | | Notes Receivable | 322,900,221.02 | Pledged notes | | Fixed Assets | 45,554,301.49 | Mortgaged for loans | | Intangible Assets | 46,500,529.29 | Mortgaged for loans | | Total | 790,132,839.05 | / | (5) Analysis of Investment Activities This section analyzes the company's investment activities, including the overall situation and major projects of external equity and non-equity investments, and discloses financial assets measured at fair value - During the reporting period, the company and its controlled subsidiaries' total external equity investment amounted to CNY 265 million, a 59% year-on-year decrease58 - Significant equity investments include Tiandi Wangpo's acquisition of 92.37% equity in Shanxi Tongkang Food Co., Ltd. (CNY 151 million), establishment of China Coal Technology & Engineering Group Energy Technology Development Co., Ltd. (CNY 50 million), and joint establishment of China Coal Technology & Engineering Group Commercial Factoring Co., Ltd. (CNY 40 million) with the controlling shareholder59 - Non-equity investments totaled CNY 1.069 billion, a 55% year-on-year increase, primarily for industrial base construction, laboratory construction, and technological transformation projects60 Major Non-Equity Investment Projects (Unit: CNY 10,000) | No. | Project Name | Total Project Investment | Project Progress | Amount Invested in Current Period | Cumulative Investment Amount | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | Qinhuangdao Energy M&A of Qinhuangdao Local Coal Mines | 53,100.00 | Partial payment made | 21,850.00 | 38,100.00 | | 2 | Qinhuangdao Energy Acquisition of Coal Mine Technical Transformation | 48,581.00 | Technical renovation construction underway | 14,584.00 | 44,684.00 | | 3 | Intelligent Drilling Equipment and CBM Development Industrial Base | 69,010.00 | Main structures of Plant 2 and combined station completed, some equipment installed and accepted, municipal and other outdoor infrastructure under construction | 5,805.22 | 17,900.77 | | 4 | Jianqiao Industrial Base | 24,500.00 | Final acceptance work underway | 5,719.34 | 25,900.54 | | Total | 195,191.00 | | 47,958.56 | 126,585.31 | Financial Assets Measured at Fair Value (Unit: CNY) | Security Code | Security Abbreviation | Opening Carrying Amount | Closing Carrying Amount | Change in Owners' Equity During Reporting Period | Profit or Loss During Reporting Period | | :--- | :--- | :--- | :--- | :--- | :--- | | 601666 | Pingmei Shares | 6,819,485.40 | 3,810,252.16 | -2,256,924.93 | | | 600985 | Huaibei Mining | 12,602,269.02 | 9,029,360.70 | -3,036,972.07 | 116,507.88 | | 600508 | Shanghai Energy | 12,198,267.64 | 9,704,310.20 | -2,119,863.82 | 221,238.16 | | 600997 | Kailuan Shares | 8,187,650.24 | 7,536,359.88 | -553,596.80 | 159,499.68 | | 601001 | Datong Coal Industry | 1,210,000.00 | 854,000.00 | -302,600.00 | | | 601101 | Haohua Energy | 18,074,550.60 | 13,410,870.26 | -3,964,128.29 | 357,028.16 | | 601005 | Chongqing Iron & Steel | | 2,861,257.50 | | -2,566,282.50 | | Total | 59,092,222.90 | 47,206,410.70 | -12,234,085.91 | -1,712,008.62 | (7) Analysis of Major Controlled and Invested Companies This section lists basic information for the company's major controlled and invested companies, including their industry, main products, registered capital, total assets, net assets, and net profit, with particular emphasis on subsidiaries significantly impacting the company's net profit Overview of Major Controlled and Invested Companies (Unit: CNY 10,000) | Entity Name | Industry | Main Products or Services | Registered Capital | Total Assets | Net Assets | Net Profit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Zhongmei | Other Engineering | Mine construction and mining products | 5,000 | 35,601 | 11,616 | 1,846 | | Tianma Company | Other General Equipment Manufacturing | Electro-hydraulic control systems | 2,000 | 117,661 | 63,660 | 8,616 | | Tiandi Longyue | Information System Integration Services | Software | 1,117 | 3,000 | 1,363 | 45 | | Shanghai Mining | Mining Machinery Manufacturing | Coal shearers | 4,000 | 73,588 | 26,788 | 2,186 | | Tiandi Huatai | Professional Technical Services | Coal mine production operation management | 18,000 | 55,019 | 36,008 | 6,124 | | Tiandi Benniu | Mining Machinery Manufacturing | Scraper conveyors and transfer machines | 28,038 | 422,356 | 234,422 | 19,781 | | Shanxi Coal Machinery | Mining Machinery Manufacturing | Roadheaders and trackless rubber-tyred vehicles | 18,002 | 312,391 | 200,566 | 5,851 | | Changzhou Co., Ltd. | Electronic Industrial Special Equipment Manufacturing | Monitoring systems | 11,000 | 110,055 | 41,380 | 6,870 | | Tiandi Wangpo | Coal Mining | Coal | 11,399 | 362,882 | 272,759 | 46,753 | | Xi'an Research Institute | Special Equipment Manufacturing | Engineering and technical research and experimental development | 16,000 | 402,879 | 274,837 | 12,799 | | Chongqing Research Institute | Special Equipment Manufacturing | Mining and quarrying equipment manufacturing | 30,000 | 474,049 | 282,870 | 7,986 | Companies with Significant Impact on the Company's Net Profit (Unit: CNY 10,000) | Entity Abbreviation | Operating Revenue | Operating Profit | Net Profit | Net Profit Attributable to Parent Company Owners | Proportion of Net Profit Attributable to Parent Company Owners (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Tiandi Benniu | 238,799 | 19,726 | 19,781 | 12,993 | 13.51 | | Tiandi Wangpo | 182,419 | 63,345 | 46,753 | 18,452 | 19.19 | | Xi'an Research Institute | 162,474 | 11,447 | 12,799 | 12,824 | 13.34 | | Chongqing Research Institute | 160,595 | 8,810 | 7,986 | 8,363 | 8.70 | 3. Discussion and Analysis of the Company's Future Development This section discusses the company's outlook for future development, including industry landscape and trends, corporate development strategy, 2019 operating plan, and potential risks, along with proposed countermeasures - China's coal industry faces prominent contradictions such as unbalanced and insufficient development, overcapacity reduction, and a need to improve productivity levels, with the coal market supply and demand expected to gradually shift towards a looser balance in 20196768 - The company's development strategy is to implement innovation-driven and core business-focused strategies, aiming to become an innovative enterprise with comprehensive innovation capabilities, leading industry technological development, and global influence69 - The 2019 operating plan includes: adhering to market orientation and strengthening customer-centric philosophy; persisting in innovation-driven development to seize technological high ground; focusing on core business to advance supply-side structural reform; promoting reform to stimulate corporate vitality; adhering to target management to drive comprehensive budgeting and cost reduction and efficiency improvement; prioritizing talent to support high-quality corporate development; maintaining safety as a bottom line and ensuring safe production; and upholding Party building as a guarantee to promote comprehensive strict Party governance7071 - The company may face macroeconomic and industry risks, strategic risks, investment risks, financial risks (high 'two funds' ratio), and safety production and quality liability risks727374 - Measures to address risks include strengthening industry analysis, accurately grasping strategic direction, deepening reform and transformation, enhancing collaborative cooperation, promoting comprehensive budget management, reducing costs and increasing efficiency, strengthening risk awareness, and reinforcing Party leadership75 Section V Significant Matters This section covers key corporate events, including profit distribution plans, fulfillment of commitments, accounting policy changes, auditor appointments, bankruptcy reorganizations, related party transactions, and social responsibility initiatives 1. Ordinary Share Profit Distribution or Capital Reserve Conversion Plan This section discloses the company's 2018 profit distribution plan, proposing a cash dividend of CNY 0.50 (tax inclusive) per 10 shares, totaling CNY 206,929,444.60, which represents 21.52% of the net profit attributable to company shareholders for the year, and reviews dividend distribution over the past three years - The company's 2018 profit distribution plan is: based on 4,138,588,892 shares, a cash dividend of CNY 0.50 (tax inclusive) per 10 shares, totaling CNY 206,929,444.60 (tax inclusive)77 - The total proposed cash dividend for 2018 accounts for 21.52% of the net profit attributable to company shareholders for the year, which is less than 30%, and the company's board of directors has committed to holding a cash dividend explanation meeting77 Company's Ordinary Share Dividend Distribution Plans for the Past Three Years (Unit: CNY) | Dividend Year | Bonus Shares per 10 Shares (Shares) | Dividend per 10 Shares (CNY) (Tax Inclusive) | Capitalization Issue per 10 Shares (Shares) | Amount of Cash Dividend (Tax Inclusive) | Net Profit Attributable to Ordinary Shareholders of Listed Company in Consolidated Statements | Ratio to Net Profit Attributable to Ordinary Shareholders of Listed Company in Consolidated Statements (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 2018 | 0 | 0.50 | 0 | 206,929,444.60 | 961,626,415.26 | 21.52 | | 2017 | 0 | 0.50 | 0 | 206,929,444.60 | 942,006,444.59 | 21.97 | | 2016 | 0 | 0.30 | 0 | 124,157,666.76 | 931,879,576.79 | 13.32 | 2. Fulfillment of Commitments This section details the fulfillment of various commitments made by the company's actual controller and controlling shareholder during major asset restructuring, primarily concerning share lock-up, resolution of horizontal competition, related party transactions, and land title defects, and describes the progress of ongoing commitments - The controlling shareholder, China Coal Technology & Engineering Group, committed to using Tiandi Science & Technology as its sole capital operation platform, injecting other high-quality assets when appropriate, and gradually injecting equity or assets of its subordinate enterprises engaged in the same or similar businesses as Tiandi Science & Technology within five years to resolve horizontal competition80 - China Coal Technology & Engineering Group committed to strictly reducing and avoiding unnecessary related party transactions in accordance with regulations, ensuring that related party transactions are conducted on market-based principles and fair prices, without harming the interests of the company and other shareholders81 - The controlling shareholder committed to compensating the company for any losses incurred due to the target company's failure to complete property title certificates for some properties or to complete name changes/renewals for some qualifications8182 - As of the reporting date, most commitments have been fulfilled, with property rights changes for Chongqing Research Institute and Beijing Huayu currently being processed8283 4. Explanation of the Auditor's "Non-Standard Opinion Audit Report" This section clarifies that the company has not received a non-standard opinion audit report from its accounting firm - The company has not received a non-standard opinion audit report from its accounting firm85 5. Analysis and Explanation of Reasons and Impact of Changes in Accounting Policies, Accounting Estimates, or Major Accounting Error Corrections This section explains that the company changed its accounting policies in accordance with Ministry of Finance requirements, primarily involving revisions to financial statement formats, but with no material impact on the company's financial position, operating results, or cash flows - The company changed its accounting policies in accordance with the Ministry of Finance's 'Notice on Revising and Issuing the Format of Financial Statements for General Enterprises for 2018'86 - This accounting policy change only involved adjustments to certain financial statement items and retrospective adjustments to 2017 financial data, with no material impact on the company's financial position, operating results, or cash flows86 6. Appointment and Dismissal of Accounting Firms This section discloses the company's engagement of domestic accounting firms, including their names, remuneration, and audit tenure Accounting Firm Engagement (Unit: CNY 10,000) | Domestic Accounting Firm Name | Remuneration | Audit Tenure | | :--- | :--- | :--- | | Ruihua Certified Public Accountants (Special General Partnership) | 169 | 5 | | Internal Control Audit Accounting Firm | 61 | | 9. Bankruptcy Reorganization Related Matters This section discloses that two of the company's controlled subsidiaries entered bankruptcy liquidation due to insolvency and are no longer included in the company's consolidated financial statements from the date the court appointed a liquidator - Controlled subsidiary Tiandi Huarun, due to long-term losses and insolvency, was no longer included in the company's consolidated financial statements from July 1, 201890 - Controlled sub-subsidiary Jiyuan Coal High-Voltage Switchgear Co., Ltd., due to inability to repay debts when due and insolvency, was no longer included in the company's consolidated financial statements from September 1, 201890 10. Major Litigation and Arbitration Matters This section states that the company had no major litigation or arbitration matters during the current year - The company had no major litigation or arbitration matters during the current year91 12. Explanation of the Integrity Status of the Company, its Controlling Shareholder, and Actual Controller During the Reporting Period This section states that during the reporting period, the company, its controlling shareholder, and actual controller maintained good integrity, with no unfulfilled court judgments or outstanding debts due - During the reporting period, the company and its controlling shareholder, China Coal Technology & Engineering Group, maintained good integrity, with no unfulfilled court judgments or significant outstanding debts due91 14. Major Related Party Transactions This section details various major related party transactions between the company and its related parties during the reporting period, including ordinary course related party transactions, joint external investments, and related party receivables and payables, and explains the differences between actual and estimated transaction amounts for some transactions - During the reporting period, the total amount of related party transactions, including sales of products, acceptance of services, provision of services, property leases, and entrusted asset and business management by the company and its subsidiaries to related parties, was approximately CNY 229.86 million, compared to an initial estimate of approximately CNY 458.05 million94 - Tiandi Wangpo received CNY 59 million in electronic bank acceptance bills from a related party and paid CNY 56.5 million to the related party after deducting discount interest; this transaction was not approved by the company but has been rectified and caused no loss to the company9597 - The company and its controlling shareholder, China Coal Technology & Engineering Group, are actively progressing with the joint establishment of a finance company, having submitted application materials to the Beijing Banking and Insurance Regulatory Bureau101 - During the reporting period, Tangshan Mining, Tangshan Branch, and others borrowed a total of CNY 22.7536 million from related party Tangshan Research Institute, while Shanxi Coal Machinery and Qinhuangdao Energy borrowed a total of CNY 80 million from related parties104 - As of the end of the reporting period, the company and its subsidiaries received entrusted loans from related party China Coal Technology & Engineering Group with a total outstanding balance of CNY 666.336 million, which are interest-free or carry an annual interest rate of 1%105 15. Major Contracts and Their Fulfillment This section discloses the company's guarantee situation during the reporting period, primarily guarantees provided by the company and its subsidiaries to other subsidiaries, with the total guarantee amount representing a low proportion of the company's net assets Company's Total Guarantee Amount (Unit: CNY 10,000) | Indicator | Amount | | :--- | :--- | | Total Guarantees Provided to Subsidiaries During Reporting Period | 8,500.00 | | Total Guarantees Provided to Subsidiaries at Period-End (B) | 8,500.00 | | Total Guarantees (A+B) | 8,500.00 | | Proportion of Total Guarantees to Company's Net Assets (%) | 0.54 | 17. Work on Actively Fulfilling Social Responsibilities This section details the company's efforts and achievements in targeted poverty alleviation and social responsibility, including formulating poverty alleviation plans, dispatching cadres, promoting poverty alleviation innovation, and actively participating in local poverty alleviation work, as well as explaining the company's compliance and governance efforts in environmental protection - The company designated Wuxiang County in Shanxi and Shou County in Anhui as national-level poverty-stricken counties for targeted poverty alleviation, formulating precise poverty alleviation plans and carrying out work in four areas: industrial poverty alleviation, educational poverty alleviation, employment poverty alleviation, and infrastructure poverty alleviation112 - In 2018, the company strengthened leadership and supervision of poverty alleviation efforts, dispatched outstanding cadres to villages for poverty alleviation, promoted the development of characteristic agricultural product industries, and innovated poverty alleviation models, mobilizing the entire company to actively participate in poverty alleviation113114 - The company and its subsidiaries strictly comply with national environmental protection laws and regulations, have not experienced any major illegal or non-compliant incidents, and have increased environmental protection investment and improved environmental protection measures119 - The company actively participates in ecological environment restoration and governance, possessing technologies for mine disaster management and ecological environment restoration in subsidence areas, and promotes efficient industrial pulverized coal boiler systems120 Section VI Changes in Ordinary Shares and Shareholder Information This section details the changes in the company's ordinary share capital, including restricted share releases and transfers, and provides an overview of the shareholder structure and top ten shareholders 1. Changes in Ordinary Share Capital This section discloses changes in the company's ordinary share capital during the reporting period, primarily involving the lifting of restrictions on the controlling shareholder's restricted shares and the gratuitous transfer of some shares, while the total share capital remained unchanged Table of Changes in Ordinary Share Capital (Unit: Shares) | | Number Before Change | Proportion (%) | Increase/Decrease in Current Change (+,-) | Subtotal | Number After Change | Proportion (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 1,364,252,822 | 32.97 | -1,364,252,822 | -1,364,252,822 | 0 | 0 | | 2. State-owned Legal Person Holdings | 1,364,252,822 | 32.97 | -1,364,252,822 | -1,364,252,822 | 0 | 0 | | II. Unrestricted Tradable Shares | 2,774,336,070 | 67.03 | 1,364,252,822 | 1,364,252,822 | 4,138,588,892 | 100 | | 1. RMB Ordinary Shares | 2,774,336,070 | 67.03 | 1,364,252,822 | 1,364,252,822 | 4,138,588,892 | 100 | | III. Total Ordinary Shares | 4,138,588,892 | 100 | 0 | 0 | 4,138,588,892 | 100 | - On January 8, 2018, 1,364,252,822 restricted shares held by the controlling shareholder, China Coal Technology & Engineering Group, were released from restriction and became tradable124 - On December 13, 2018, some shares held by the controlling shareholder, China Coal Technology & Engineering Group Co., Ltd., were gratuitously transferred to Beijing Chengtong Financial Holdings Investment Co., Ltd. and Guoxin Investment Co., Ltd., after which China Coal Technology & Engineering Group's shareholding ratio was 55.54%125 Changes in Restricted Shares (Unit: Shares) | Shareholder Name | Restricted Shares at Year-Beginning | Restricted Shares Released This Year | Restricted Shares Increased This Year | Restricted Shares at Year-End | Reason for Restriction | Date of Release from Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | China Coal Technology & Engineering Group Co., Ltd. | 1,364,252,822 | 1,364,252,822 | 0 | 0 | Non-public offering | 2018-01-08 | | Total | 1,364,252,822 | 1,364,252,822 | 0 | 0 | / | / | 3. Shareholder and Actual Controller Information This section provides the total number of shareholders, the shareholding status of the top ten shareholders, and detailed information on the controlling shareholder and actual controller - As of the end of the reporting period, the total number of ordinary shareholders was 54,545129 Shareholding Status of Top Ten Shareholders at the End of the Reporting Period (Unit: Shares) | Shareholder Name | Increase/Decrease During Reporting Period | Number of Shares Held at Period-End | Proportion (%) | Number of Restricted Shares Held | Pledge or Freeze Status of Shares | Quantity | Shareholder Nature | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | China Coal Technology & Engineering Group Co., Ltd. | -568,228,255 | 2,298,757,109 | 55.54 | 0 | Unpledged | 0 | State-owned Legal Person | | Beijing Chengtong Financial Holdings Investment Co., Ltd. | 361,712,669 | 361,712,669 | 8.74 | 0 | Unpledged | 0 | State-owned Legal Person | | Guoxin Investment Co., Ltd. | 206,515,586 | 206,515,586 | 4.99 | 0 | Unpledged | 0 | State-owned Legal Person | | China Construction Bank Corporation - Yinhua Wealthy Theme Mixed Securities Investment Fund | 14,367,294 | 94,470,335 | 2.28 | 0 | Unpledged | 0 | Other | | China Securities Finance Corporation Limited | 27,876,358 | 32,020,456 | 0.77 | 0 | Unpledged | 0 | Other | | Kuwait Investment Authority - Own Funds | - | 30,244,520 | 0.73 | 0 | Unpledged | 0 | Other | | HKSCC Nominees Limited | 18,814,617 | 26,195,060 | 0.63 | 0 | Unpledged | 0 | Other | | Yankuang Group Co., Ltd. | 0 | 21,458,362 | 0.52 | 0 | Unpledged | 0 | State-owned Legal Person | | National Council for Social Security Fund 107 Portfolio | -5,133,764 | 19,625,654 | 0.47 | 0 | Unpledged | 0 | Other | | Agricultural Bank of China Co., Ltd. - CSI 500 ETF | 12,859,800 | 18,157,967 | 0.44 | 0 | Unpledged | 0 | Other | - The company's controlling shareholder is China Coal Technology & Engineering Group Co., Ltd., and the actual controller is the State-owned Assets Supervision and Administration Commission of the State Council134136 Section VII Preferred Share Related Information This section confirms that the company has no preferred shares Preferred Share Related Information This section states that the company has no preferred share related information - The company has no preferred share related information139 Section VIII Directors, Supervisors, Senior Management, and Employees This section provides details on the shareholdings, remuneration, appointments, and changes of directors, supervisors, and senior management, as well as an overview of the company's employee structure and compensation policies 1. Changes in Shareholdings and Remuneration This section discloses the changes in shareholdings and remuneration of current and resigned directors, supervisors, and senior management during the reporting period, along with their main work experience Changes in Shareholdings and Remuneration of Current and Resigned Directors, Supervisors, and Senior Management During the Reporting Period (Unit: Shares/CNY 10,000) | Name | Position | Shares Held at Year-Beginning | Shares Held at Year-End | Change in Shares During the Year | Total Pre-Tax Remuneration Received from Company During Reporting Period (CNY 10,000) | Received Remuneration from Company's Related Parties | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Fan Baoying | Director | 60,200 | 60,200 | 0 | 0 | Yes | | Sun Jianke | Director | 0 | 0 | 0 | 10.74 | No | | Xiao Ming | Director | 0 | 0 | 0 | 10.74 | No | | Tang Baoguo | Chairman of Supervisory Board | 60,000 | 60,000 | 0 | 0 | Yes | | Xiao Baogui | General Manager | 161,252 | 161,252 | 0 | 81.90 | No | | Li Yukui | Deputy General Manager | 144,000 | 144,000 | 0 | 74.40 | No | | Huang Leting | Deputy General Manager | 113,000 | 113,000 | 0 | 73.33 | No | | Fan Jian | Deputy General Manager, Board Secretary | 160,382 | 160,382 | 0 | 74.35 | No | | Yan Shaohong | Deputy General Manager | 61,800 | 61,800 | 0 | 73.24 | No | | Song Jiaxing | Deputy General Manager, CFO | 112,500 | 112,500 | 0 | 73.55 | No | | Total | / | 1,545,734 | 1,545,734 | 0 | 745.69 | / | 2. Current and Resigned Directors, Supervisors, and Senior Management Appointments This section discloses the appointments of the company's directors, supervisors, and senior management in shareholder entities and other organizations - Several directors, supervisors, and senior management hold positions in China Coal Technology & Engineering Group Co., Ltd. and its subsidiaries, reflecting close ties with the controlling shareholder147 - Independent Director Sun Jianke holds positions in Longhua Technology Group, Luoyang Xingrui New Material Technology, Hengqi (Xiamen) Intelligent Equipment, Beijing Jinzi Tianzheng Intelligent Control, and other companies148 - Independent Director Xiao Ming serves as the Head of the Finance and Accounting Department at the University of Science and Technology Beijing, while Ding Rijia is a Professor and Dean of the School of Management at China University of Mining and Technology (Beijing)148 3. Remuneration of Directors, Supervisors, and Senior Management This section explains the decision-making process, determination basis, and actual payment of remuneration for the company's directors, supervisors, and senior management - Meeting allowances for independent directors and shareholder representative supervisors are determined by the general meeting of shareholders, while remuneration for employee supervisors and senior management is determined by the Board's Remuneration Committee149 - Senior management remuneration is determined comprehensively based on the company's annual operating performance and individual comprehensive performance appraisal results149 - The total actual remuneration received by all directors, supervisors, and senior management at the end of the reporting period was CNY 7.4569 million149 4. Changes in the Company's Directors, Supervisors, and Senior Management This section lists the changes in the company's directors, supervisors, and senior management during the reporting period, primarily due to personnel changes resulting from re-elections Changes in the Company's Directors, Supervisors, and Senior Management | Name | Position Held | Change Type | Reason for Change | | :--- | :--- | :--- | :--- | | Hu Shanting | Chairman | Election | Re-election | | Zhao Yukun | Director | Election | Re-election | | Zhao Shousen | Director | Election | Re-election | | Liu Jianjun | Director | Election | Re-election | | Ding Rijia | Independent Director | Election | Re-election | | An Manlin | Supervisor | Election | Re-election | | Liu Yuanfang | Supervisor | Election | Re-election | | Liu Yuanmin | Supervisor | Election | Re-election | | Liu Mingxun | Supervisor | Election | Re-election | | Wang Jinhua | Chairman | Resignation | Re-election resignation | | Wu Dezheng | Vice Chairman | Resignation | Re-election resignation | | Ning Yu | Director | Resignation | Re-election resignation | | Wang Hong | Director | Resignation | Re-election resignation | | Peng Suping | Independent Director | Resignation | Re-election resignation | | Min Yong | Supervisor | Resignation | Re-election resignation | | Wang Enpeng | Supervisor | Resignation | Re-election resignation | | Wei Yonggang | Supervisor | Resignation | Re-election resignation | | Xu Chunsheng | Supervisor | Resignation | Re-election resignation | | Wang Mingshan | Supervisor | Resignation | Re-election resignation | | Yu Weijun | Supervisor | Resignation | Re-election resignation | - During the reporting period, Wang Jinhua, a director of the Fifth Board of Directors, failed to personally attend two consecutive meetings due to personal reasons, delegating other directors to attend on his behalf, and resigned as a director on October 29, 2018150 6. Employee Information of Parent Company and Major Subsidiaries This section provides the total number of employees, retirees, professional composition, and educational background distribution for the company's parent company and major subsidiaries, along with an overview of the company's compensation policies and training programs Total Number of Employees and Composition | Indicator | Quantity | | :--- | :--- | | Number of Employees at Parent Company | 3,567 | | Number of Employees at Major Subsidiaries | 18,206 | | Total Number of Employees | 23,982 | | Number of Retirees Whose Expenses are Borne by Parent Company and Major Subsidiaries | 6,393 | | Production Personnel | 12,421 | | Sales Personnel | 1,211 | | Technical Personnel | 6,420 | | Financial Personnel | 446 | | Administrative Personnel | 3,484 | | PhD | 280 | | Master's | 3,882 | | Bachelor's | 7,480 | | Associate Degree | 4,778 | | Secondary Vocational and Below | 7,562 | - The company implements business performance appraisal and full-staff performance appraisal, with a compensation policy based on job value, performance-oriented, and tilted towards high-level, highly skilled talents and scientific research backbones153 - The company's training plan includes training on Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era, standardized operation training for directors, supervisors, and senior management, management lectures, and sending outstanding young scientific and technical personnel for overseas study and exchange154 - During the reporting period, the company had 3,389 outsourced laborers, with total remuneration paid of approximately CNY 135.56 million155 Section IX Corporate Governance This section details the company's corporate governance framework, including compliance with regulations, shareholder rights, board and supervisory board operations, related party transaction management, information disclosure, and stakeholder engagement 1. Explanation of Corporate Governance Related Matters This section details how the company strictly complied with various laws and regulations during the reporting period, actively improved its corporate governance structure, strengthened internal control construction, fulfilled information disclosure obligations, and enhanced investor relations management to protect the legitimate rights and interests of the company and all shareholders - The company strictly adhered to requirements of the 'Company Law', 'Securities Law', 'Guidelines for Corporate Governance of Listed Companies', etc., to improve corporate governance, standardize operations, and strengthen internal control construction and evaluation156 - The company actively protected shareholder rights, holding 3 general meetings of shareholders during the reporting period, all providing online voting platforms and disclosing voting results for small and medium shareholders157 - The company is completely independent from its controlling shareholder in terms of personnel, assets, finance, organization, and business, and the controlling shareholder exercises shareholder rights in accordance with the law and supports the company's development158 - The company's Board of Directors consists of 9 directors, including 3 independent directors, with Development Planning, Remuneration, and Audit Committees; directors diligently performed their duties, holding 7 board meetings during the reporting period159 - The company's Supervisory Board consists of 5 supervisors, including 2 employee representative supervisors; supervisors diligently performed their duties, holding 6 supervisory board meetings during the reporting period160161 - The company strictly adhered to related party transaction decision-making procedures and information disclosure obligations, ensuring fair transaction prices, with independent directors providing independent opinions162 - The company's information disclosure work consistently received an A-rating from the Shanghai Stock Exchange, and it actively carried out investor relations management, strengthening communication with institutional investors163 - The company highly values the legitimate rights of stakeholders such as employees, customers, suppliers, communities, and society, actively fulfilling social responsibilities including safe production, employee rights protection, ecological environmental protection, and targeted poverty alleviation164 2. Overview of General Meetings of Shareholders This section briefly introduces the general meetings of shareholders held during the reporting period, including the session number, date of meeting, and inquiry index for published resolutions General Meeting of Shareholders Information | Meeting Session | Meeting Date | Inquiry Index for Resolutions Published on Designated Website | Disclosure Date of Resolutions | | :--- | :--- | :--- | :--- | | 2017 Annual General Meeting | 2018-04-23 | http://www.sse.com.cn | 2018-04-24 | | 2018 First Extraordinary General Meeting | 2018-10-29 | http://www.sse.com.cn | 2018-10-30 | | 2018 Second Extraordinary General Meeting | 2018-12-18 | http://www.sse.com.cn | 2018-12-19 | 3. Directors' Performance of Duties This section discloses the attendance of the company's directors at board and general meetings of shareholders during the reporting period, and explains the situation of directors who failed to personally attend two consecutive meetings Directors' Attendance at Board and General Meetings of Shareholders | Director Name | Is Independent Director | Number of Board Meetings to Attend This Year | Number of Personal Attendances | Number of Attendances by Communication | Number of Delegated Attendances | Number of Absences | Absent from Two Consecutive Meetings Personally | Number of General Meeting Attendances | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Hu Shanting | No | | 2 | 0 | 0 | 0 | No | 1 | | Zhao Yukun | No | | 2 | 1 | 0 | 0 | No | 1 | | Zhao Shousen | No | | 2 | 0 | 0 | 0 | No | 0 | | Zheng Youyi | No | | 4 | 1 | 0 | 0 | No | 2 | | Liu Jianjun | No | | 2 | 0 | 0 | 0 | No | 1 | | Fan Baoying | No | | 2 | 0 | 0 | 0 | No | 2 | | Sun Jianke | Yes | | 2 | 0 | 0 | 0 | No | 3 | | Xiao Ming | Yes | | 2 | 0 | 0 | 0 | No | 2 | | Ding Rijia | Yes | | 2 | 0 | 0 | 0 | No | 0 | | Wang Jinhua | No | | 2 | 2 | 0 | 0 | Yes | 1 | | Wu Dezheng | No | | 2 | 0 | 0 | 0 | No | 2 | | Ning Yu | No | | 3 | 0 | 0 | 0 | No | 0 | | Wang Hong | No | | 3 | 0 | 0 | 0 | No | 1 | | Peng Suping | Yes | | 2 | 2 | 0 | 0 | No | 0 | - During the reporting period, Wang Jinhua,