*ST围海(002586) - 2020 Q4 - 年度财报

Loss of Control and Impairment - The company lost control over its subsidiary Shanghai Millennium Urban Planning Engineering Design Co., Ltd. (千年设计) as of August 21, 2020, leading to the exclusion of its financial data from consolidated reports[5] - The company reported a total of 700.81 million CNY in goodwill impairment related to 千年设计 for the year 2019, which could not be further assessed due to the loss of control[5] Financial Liabilities and Legal Issues - The company is facing a total of 926.7 million CNY in liabilities due to a court ruling related to a guarantee case, with an appeal currently in process[6] - The company has reported a 100% provision for impairment on receivables amounting to 600 million CNY due to a violation of guarantee by Chang'an Bank[6] - The company is currently involved in significant litigation that could adversely affect its operations and financial condition if the outcomes are unfavorable[9] - The company has ongoing significant litigation cases, including a claim for 230 million CNY related to a share transfer agreement, which is still under arbitration[8] - The company has initiated a lawsuit regarding the invalidation of a contract related to a CNY 60,000 million deposit, which is currently pending in court[9] Financial Performance - The company's operating revenue for 2020 was CNY 1,975,083,077, a decrease of 42.54% compared to CNY 3,437,604,134 in 2019[21] - The net profit attributable to shareholders was a loss of CNY 271,737,295.3, improving by 83.07% from a loss of CNY 1,421,657,799 in the previous year[21] - The net cash flow from operating activities was CNY 103,206,944.85, a significant decline of 241.53% compared to a negative cash flow of CNY 72,923,536.12 in 2019[21] - The company reported a net loss of CNY 137,608,616.8 after deducting non-recurring gains and losses, which is a 55.53% increase in loss compared to the previous year[21] Internal Controls and Management - The company has committed to strengthening internal controls and improving management systems to prevent future occurrences of fund occupation and guarantee violations[8] - The company plans to enhance its internal audit capabilities to monitor and manage financial risks more effectively[8] - The company is actively pursuing legal actions to recover funds and protect shareholder interests, including potential litigation against its subsidiary[6] Fund Occupation and Related Party Transactions - The company has identified a total of 2.1585 billion CNY in fund occupation by its controlling shareholder and related parties, with 320 million CNY already returned, leaving a balance of 1.8385 billion CNY[7] - The company is actively pursuing legal actions to recover funds related to its subsidiaries and associated parties[9] - The company has implemented measures to recover occupied funds, including sending letters to controlling shareholders and requiring repayment plans[164] Infrastructure Projects and Market Position - The company is involved in significant infrastructure projects, with a total investment of 1.29 trillion CNY planned for major water conservancy projects across the country[34] - The company is a leading player in the specialized market of coastal engineering and water conservancy construction, with significant competitive advantages over state-owned enterprises[36] - The company has expanded its business into inland markets, particularly in Anhui and Jiangxi provinces, increasing its project volume in these areas[52] Research and Development - The company invested CNY 22,270,959.24 in R&D, a decrease of 41.81% compared to the previous year, primarily due to the exclusion of Qian Nian Design[75] - The company has developed over 30 technology achievements that are at the domestic leading or international advanced level, focusing on construction efficiency and cost savings[51] - The company is focusing on technological innovation in water conservancy engineering, including research on flood control dam construction and ecological river management, to support sustainable development[76] Fundraising and Financial Management - The company has a total of RMB 302,877.70 million in raised funds, with RMB 197,434.89 million already utilized by the end of the reporting period[95] - The company has committed to fulfilling all promises made during the asset restructuring process[149] - The company plans to ensure the authenticity and completeness of information provided during transactions[150] Legal Compliance and Governance - The company is currently under investigation by the China Securities Regulatory Commission for suspected violations of information disclosure regulations[8] - The company has acknowledged the need for improved compliance and governance to address regulatory concerns[187] - The company has maintained compliance with all relevant regulations and commitments throughout the reporting period[149] Shareholder Returns and Dividends - The company plans to establish a three-year shareholder return plan to enhance transparency and participation in profit distribution decisions[144] - The company plans not to distribute cash dividends, issue bonus shares, or increase share capital from reserves[10] - The cumulative undistributed profits at the end of 2019 were RMB -121,801.56 million, and at the end of 2020 were RMB -156,677.28 million[146]