*ST围海(002586) - 2019 Q4 - 年度财报

Financial Violations and Governance - The company reported a violation of external guarantee procedures, with a total of 718 million RMB in unauthorized guarantees as of December 31, 2019[5]. - The company received an audit report with a disclaimer of opinion from its accounting firm, indicating significant uncertainties in its financial reporting[4]. - The company identified major deficiencies in its internal controls, including improper management of company seals and unauthorized use of funds[6]. - The company plans to implement measures to improve internal controls and governance structures to prevent future violations and ensure compliance with regulations[8]. - The company has committed to taking legal action to protect its interests and those of minority shareholders regarding unauthorized guarantees[6]. - The company continues to monitor and rectify issues related to financial management and compliance with internal policies[8]. - The company is actively cooperating with regulatory investigations regarding illegal guarantees and has strengthened internal controls to prevent recurrence[154]. - The company has undergone a board restructuring and has not incurred any new illegal guarantee matters during the current board's term[154]. - The company is conducting a self-examination regarding the controlling shareholder's fund occupation, with most issues identified dating back to 2018[154]. Financial Performance - The company's operating revenue for 2019 was approximately ¥3.44 billion, a decrease of 2.89% compared to ¥3.54 billion in 2018[22]. - The net profit attributable to shareholders for 2019 was approximately -¥1.42 billion, representing a decline of 662.12% from a profit of ¥252.91 million in 2018[22]. - The net cash flow from operating activities for 2019 was approximately -¥72.92 million, a significant decrease of 199.16% compared to ¥73.54 million in 2018[22]. - The total assets at the end of 2019 were approximately ¥9.44 billion, down 15.15% from ¥11.12 billion at the end of 2018[23]. - The net assets attributable to shareholders decreased by 30.07% to approximately ¥3.74 billion at the end of 2019 from ¥5.35 billion at the end of 2018[23]. - The basic earnings per share for 2019 was -¥1.24, a decline of 647.83% compared to ¥0.23 in 2018[22]. - The company reported a weighted average return on equity of -31.31% for 2019, down from 5.19% in 2018[23]. - The company recorded a total of ¥1.27 billion in revenue for the fourth quarter of 2019, which was the highest quarterly revenue for the year[27]. Investment and Asset Management - The company has committed to various investment projects totaling RMB 307 million, with cumulative investments of RMB 302.93 million, achieving an investment progress of 98.65%[112]. - The company reported a significant increase in asset impairment losses, totaling -¥796,036,628.34, which accounted for 70.47% of total profit[76]. - The company has established dedicated accounts for managing raised funds, ensuring compliance with regulatory requirements[93]. - The company has temporarily used RMB 609,623,007.72 of idle raised funds to supplement working capital, which has not yet been repaid as of December 31, 2019[99]. - The company has pledged term deposits and large unit term deposits totaling 600 million yuan, with full impairment provisions made due to the controlling shareholder's financial difficulties[152]. Research and Development - The company has achieved over 20 technological innovations, establishing a core technological advantage in large low-coating ultra-soft foundation and deep-water dike construction[47]. - The company has developed advanced specialized equipment, including hydraulic opening barges and deep-water soft foundation treatment vessels, enhancing its market competitiveness[47]. - The company plans to strengthen its research and development efforts in ecological engineering to maintain a technological edge in the industry[126]. - The company’s R&D investment amounted to ¥38,273,388.39 in 2019, a decrease of 7.00% compared to ¥41,153,574.63 in 2018[69]. - The number of R&D personnel decreased by 19.13% from 298 in 2018 to 241 in 2019, resulting in a reduction in the proportion of R&D personnel from 18.42% to 13.26%[69]. Shareholder Returns and Dividends - No cash dividends, stock bonuses, or capital increases from reserves will be distributed to shareholders for the year[10]. - The company plans not to distribute cash dividends or issue bonus shares for the 2019 fiscal year due to negative undistributed profits[138]. - The total cash dividends distributed over the past three years were 171.63 million RMB in 2018 and 52.10 million RMB in 2017, with no dividends in 2019[137]. - The company has established a three-year shareholder return plan (2018-2020) to enhance decision-making transparency regarding profit distribution[134]. Legal and Compliance Issues - The company faced a lawsuit from Millennium Engineering for unpaid equity transfer fees, resulting in a frozen amount of RMB 77.14 million across multiple bank accounts[108]. - The company faced a lawsuit from Everbright Bank due to failure to repay a loan of 49.92 million RMB, leading to the freezing of multiple bank accounts totaling 56.36 million RMB[115]. - The company has been criticized for the operational occupation of company funds by controlling shareholders, leading to public reprimands[184]. - The company is currently in litigation over a sales contract dispute with Luoyang Sanhong High-tech Materials Equipment Co., with claims of 310.94 million still pending[182]. Market and Industry Trends - The construction industry in China is facing increased competition with a low market concentration, primarily involving large state-owned enterprises[33]. - The company plans to leverage infrastructure investment opportunities in 2020, anticipating accelerated growth in construction due to policy adjustments[32]. - A significant increase in traditional infrastructure investment is expected, driven by government initiatives to enhance economic recovery post-pandemic[124]. Financial Management and Cash Flow - The company will enhance cash flow management and maintain communication with financial institutions to ensure stable funding for operations[127]. - The net cash flow from financing activities was -¥1,246,285,472.43 in 2019, a decrease of 429.49% compared to a positive cash flow of ¥378,251,572.32 in 2018[71]. - The company continues to engage with banks and financial institutions to secure necessary operating funds and manage loan turnover[40].