Stock code: 000045, 200045 Stock Abbreviation: Shen Textile A, Shen Textile B Announcement No.: 2024-37
Shenzhen Textile (Holdings) Co., Ltd.
Summary of the Semi-Annual Report 2024I. Important notesThe summary is abstract from full-text of summary of the semi-annual report, for more details information,investors should found in the full-text of annual report that published on website of Shenzhen Stock Exchangeand other website appointed by CSRC.Non-standard auditor’s opinion
□ Applicable √Not applicable
Preliminary plan for profit distribution to the common shareholders or turning the capital reserve into the sharecapital for the reporting period, which has been reviewed and approved at the board meeting
□ Applicable √Not applicable
The Company has no plan of cash dividends carried out, bonus issued and capitalizing of common reserveseither.Preliminary plan for profit distribution to the preference shareholders for the reporting period which has beenreviewed and approved at the board meeting
□ Applicable √Not applicable
II. Basic information about the company
1. Company profile
| Stock abbreviation | Shen Textile A, Shen Textile B | Stock code | 000045,200045 | |
| Stock exchange for listing | Shenzhen Stock Exchange | |||
| Contact person and contact manner | Board secretary | Securities affairs Representative | ||
| Name | Jiang Peng | Li Zhenyu | ||
| Office Address | 6/F, Shenfang Building, No.3 Huaqiang North Road, Futian District, Shenzhen | 6/F, Shenfang Building, No.3 Huaqiang North Road, Futian District, Shenzhen | ||
| Tel | 0755-83776043 | 0755-83776043 | ||
| jiangp@chinasthc.com | lizy@chinasthc.com | |||
2. Major accounting data and financial indicators
May the Company make retroactive adjustment or restatement of the accounting data of the previous years
□ Yes √ No
| Current reporting period | Same period of previous year | Change in the current reporting period compared to the same period of previous year | |
| Operating income (Yuan) | 1,623,384,151.90 | 1,490,095,669.55 | 8.94% |
| Net profit attributable to the shareholders | 43,894,075.23 | 36,307,162.97 | 20.90% |
| of the listed company (Yuan) | |||
| Net profit after deducting of non-recurring gain/loss attributable to the shareholders of listed company (Yuan) | 35,257,756.79 | 23,686,604.53 | 48.85% |
| Cash flow generated by business operation, net (Yuan) | 11,834,849.94 | 14,402,973.60 | -17.83% |
| Basic earning per share (Yuan/Share) | 0.0867 | 0.0717 | 20.92% |
| Diluted gains per share (Yuan/Share) | 0.0867 | 0.0717 | 20.92% |
| Weighted average ROE(%) | 1.52% | 1.27% | 0.25% |
| End of the current reporting period | End of the previous year | Change at the end of the current reporting period compared to the end of the previous year | |
| Gross assets (Yuan) | 5,648,549,738.42 | 5,649,822,363.44 | -0.02% |
| Net assets attributable to shareholders of the listed company (Yuan) | 2,893,006,599.67 | 2,882,152,266.22 | 0.38% |
3. Shareholders and shareholding
In Shares
| Total number of common shareholders at the end of the reporting period | 26,265 | Total number of preferred shareholders that had restored the voting right at the end of the reporting period (if any) (note 8) | 0 | |||||
| Particulars about shares held above 5% by shareholders or top ten shareholders | ||||||||
| Shareholders | Nature of shareholder | Proportion of shares held（%） | Number of shares held at period -end | Amount of restricted shares held | Number of share pledged/frozen | |||
| State of share | Amount | |||||||
| Shenzhen Investment Holdings Co., Ltd. | State-owned legal person | 46.21% | 234,069,436 | |||||
| Shenzhen Shenchao Technology Investment Co., Ltd. | State-owned legal person | 3.18% | 16,129,032 | |||||
| Sun Huiming | Domestic natural person | 1.29% | 6,535,353 | |||||
| HKSCC | Overseas Legal person | 0.95% | 4,799,481 | |||||
| Su Weipeng | Domestic natural person | 0.71% | 3,580,000 | Pledge | 3,000,000 | |||
| Chen Zhaoyao | Domestic natural person | 0.63% | 3,178,400 | |||||
| Chen Xiaobao | Domestic natural person | 0.60% | 3,052,084 | |||||
| Li Zengmao | Domestic natural person | 0.57% | 2,877,897 | |||||
| Zhang Chengyu | Domestic natural person | 0.38% | 1,907,600 | |||||
| Peng Xun | Domestic natural person | 0.36% | 1,823,900 | |||||
| Explanation on shareholders participating in the margin trading business | Among the top 10 common shareholders, Shenzhen Investment Holdings Co., Ltd. and Shenzhen Shenchao Technology Investment Co., Ltd. do not constitute a concerted party relationship. In addition, the Company does not know whether there is an associated relationship among the top 10 ordinary shareholders, and between the top 10 ordinary shareholders and the top 10 shareholders, or whether they are persons taking concerted action defined in Regulations on Disclosure of Information about Shareholding of Shareholders of Listed Company. | |||||||
| Explanation of the top 10 common stock shareholders' participation in securities margin trading (if any) | No | |||||||
Share lending by shareholders holding more than 5% of shares, top 10 shareholders and top 10 shareholders of
non-restricted tradable shares in the refinancing business
□ Applicable √ Not applicable
Changes in the top 10 shareholders and the top 10 holders of non-restricted tradable shares compared with theprevious period due to refinancing lending/return
□Applicable √Not applicable
4. Change of the controlling shareholder or the actual controller
Change of the controlling shareholder in the reporting period
□ Applicable √ Not Applicable
There was no any change of the controlling shareholder of the Company in the reporting period.Change of the actual controller in the reporting period
□ Applicable √ Not applicable
There was no any change of the actual controller of the Company in the reporting period.
5. Number of preference shareholders and shareholdings of top 10 of them
□ Applicable √ Not applicable
No preference shareholders in the reporting period
6. The status of bonds remaining on the date of approval of the semiannual report
□ Applicable √ Not applicable
III. significant events
Termination of the current restructuringIn 2023, the Company integrated high-quality resources in the polarizer industry, optimized the industrialchain layout, and actively promoted the acquisition of 100% equity of Hengmei Optoelectronics Co., Ltd.through the issuance of shares and cash payment (hereinafter referred to as "this restructuring" or "thistransaction"). During this period, due to the changes in the shareholders and shareholding ratio of the targetcompany Hengmei Optoelectronics during the restructuring, it is necessary to adjust the counterparty of thisrestructuring and the transaction plan according to the requirements of the relevant rules of the registrationsystem. On November 17, 2023, the Company reconvened the meeting of the Board of Directors to review andapprove the revised draft of this transaction plan, and adjusted the pricing base date, issue price and counterpartyof this transaction plan. Since the disclosure of this transaction proposal, the Company and all relevant partieshave actively advanced the tasks involved in this transaction, including the target company's interim audit,assessment, and supplementary due diligence, and have communicated, negotiated, and prudently demonstratedthe transaction plan with the transaction counterparties. According to relevant regulations, the Company shouldconvene a board of directors to review the draft restructuring report and issue a notice for a shareholders' meetingby May 17, 2024, and clarify whether to continue or terminate this restructuring.
Since planning and first announcing this transaction, the Company has strictly followed the requirementsof relevant laws, regulations, and normative documents, actively organizing all relevant parties to advance thevarious tasks of this restructuring. As of May 16, 2024, due to the complexity of this restructuring plan and theinvolvement of multiple transaction counterparties, the transaction has not yet completed the approvalprocedures of all parties, and the validity period of the target company's financial data has expired. TheCompany is unable to issue a notice for a shareholders' meeting before May 17, 2024, which is six months afterthe first board resolution announcement on the share issuance for asset purchase. From the perspective ofprotecting the interests of all shareholders and the listed company, after prudent demonstration by the Companyand friendly negotiation with all parties, the Company has decided to terminate this restructuring.According to the transaction agreements signed by the Company and the transaction counterparties, thetransaction agreements related to this transaction will take effect only after the transaction plan is approved by
the board of directors and shareholders' meeting, reviewed by the Shenzhen Stock Exchange, and registered andconsented to by the China Securities Regulatory Commission. Given that the aforementioned prerequisites havenot been met, the termination of this restructuring is a prudent decision made after full communication, carefulanalysis, and friendly negotiation between the Company and all relevant parties, and neither the Company northe transaction parties need to bear any breach of contract or other liabilities. The Company's current productionand operations are normal, and the termination of this restructuring is not expected to cause significant adverseeffects on the Company's existing daily operations and financial condition, and there is no situation that damagesthe interests of the Company and shareholders, especially minority shareholders. The Company will continueto pay attention to and actively explore investment opportunities in polarizers and related fields to promote theCompany's long-term development and enterprise value enhancement. For details, please refer to theAnnouncement on Terminating the Issuance of Shares, Paying Cash to Purchase Assets and Raising SupportingFunds and Related Transactions (No. 2024-24) of the Company on http://www.cninfo.com.cn.
The Board of Directors of Shenzhen Textile (Holdings) Co., Ltd.
August 23, 2024