Stock Abbreviation: Guangdong Expressway A, B Stock Code: 000429, 200429Announcement No.: 2024-021
Guangdong Provincial Expressway Development Co., Ltd.
Summary of the 2024 Semi-Annual Report
I. Important NoticeThe semi-annual report summary provided here is derived from the complete semi-annualreport. For a comprehensive understanding of the company's operational results, financialstatus, and future development plans, investors should carefully read the full text of thesemi-annual report on the media designated by the Securities Regulatory Commission.All directors have attended the board meeting to review this report.
Non-standard Audit Opinion Notice
□ Applicable□√ Not applicable
The profit distribution plan or capital reserve conversion to share capital plan reviewed by theboard of directors for the reporting period.
□ Applicable□√ Not applicable
The company plans not to distribute cash dividends, not to issue bonus shares, and not toconvert capital reserves into share capital.
The preferred share profit distribution plan for this reporting period approved by the board ofdirectors.
□ Applicable□√ Not applicable
ⅡBasic Information of the Company
1. Company Profile
| Stock abbreviation: | Expressway A, Expressway B | Stock code | 000429, 200429 |
| Stock exchange for listing | Shenzhen Stock Exchange | ||
| Contact Person and Contact Information | Board secretary | Securities affairs Representative | |
| Name | Yang Hanming | Liang Jirong | |
| Contact address | 46/F, Litong Plaza, No.32, Zhujiang East Road, Zhujiang New City, Tianhe District , Guangzhou | 45/F, Litong Plaza, No.32, Zhujiang East Road, Zhujiang New City, Tianhe District , Guangzhou | |
| Tel | 020-29004619 | 020-29004523 | |
| Fax | 020-38787002 | 020-38787002 | |
| Hmy69@126.com | 139221590@qq.com | ||
2. Summary of Accounting Data and Financial Indicators
Whether it has retroactive adjustment or re-statement on previous accounting data
□Yes √ No
| Reporting period | Same period of last year | YoY+/-（%） | |
| Operating income（yuan） | 2,230,865,662.20 | 2,340,436,775.08 | -4.68% |
| Net profit attributable to the shareholders of the listed company（yuan） | 855,465,441.00 | 885,644,187.99 | -3.41% |
| Net profit after deducting of non-recurring gain/loss attributable to the shareholders of listed company（yuan） | 883,859,403.20 | 913,683,625.12 | -3.26% |
| Cash flow generated by business operation, net（yuan） | 1,603,256,009.68 | 2,013,917,191.70 | -20.39% |
| Basic earning per share(yuan/Share) | 0.41 | 0.42 | -2.38% |
| Diluted gains per share(yuan/Share) | 0.41 | 0.42 | -2.38% |
| Weighted average income/asset ratio（%） | 8.45% | 9.30% | -0.85% |
| As at the end of the reporting period | As at the end of last year | YoY+/-（%） | |
| Gross assets（yuan） | 22,379,416,869.63 | 21,368,963,167.41 | 4.73% |
| Shareholders’ equity attributable to shareholders of the listed company（yuan） | 9,640,941,824.71 | 9,847,531,855.89 | -2.10% |
3. Shareholders and actual controlling shareholder
In Shares
| shareholders at the end of the reporting period | 51,839 | 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(Excludes shares lent through refinancing) | ||||||||||
| Shareholders | Nature of shareholder | Proportion of shares held（%） | Number of shares held at period -end | Changes in reporting period | Amount of restricted shares held | Amount of un-restricted shares held | Number of share pledged/frozen | |||
| State of share | Amount | |||||||||
| Guangdong Communication Group Co.,Ltd | State-owned legal person | 24.56% | 513,485,480 | 0 | 410,105,738 | 103,379,742 | Not applicable | 0 | ||
| Guangdong Highway Construction Co., Ltd, | State-owned legal person | 22.30% | 466,325,020 | 0 | 0 | 466,325,020 | Not applicable | 0 | ||
| Shangdong Expressway Investment Development Co., Ltd. | State-owned legal person | 9.68% | 202,429,927 | -8,713,918 | 0 | 202,429,927 | Not applicable | 0 | ||
| Guangdong Provincial Freeway Co.,Ltd. | State-owned legal person | 2.53% | 52,937,491 | 0 | 19,582,228 | 33,355,263 | Not applicable | 0 | ||
| Tibet Hetai Enterprise Management Co., Ltd. | State-owned legal person | 1.68% | 35,153,050 | -24,247,200 | 0 | 35,153,050 | Not applicable | 0 | ||
| Feng Wuchu | Domestic natural person shares | 1.18% | 24,726,296 | 6,229,967 | 0 | 24,726,296 | Not applicable | 0 | ||
| China Pacific Life Insurance Co., Ltd.-China Pacific Life Equity | Other | 1.04% | 21,731,388 | 17,618,970 | 0 | 21,731,388 | Not applicable | 0 | ||
Dividend Product (LifeProprietary Trading) EntrustedInvestment (Changjiang Pension)
| Dividend Product (Life Proprietary Trading) Entrusted Investment (Changjiang Pension) | ||||||||
| HKSCC | Overseas legal person | 0.97% | 20,338,420 | -12,658,095 | 0 | 20,338,420 | Not applicable | 0 |
| SDIC Securities | State-owned legal person | 0.89% | 18,664,177 | 18,664,177 | 0 | 18,664,177 | Not applicable | 0 |
| Xinyue Co., Ltd. | Overseas legal person | 0.63% | 13,201,086 | 0 | 0 | 13,201,086 | Not applicable | 0 |
| Related or acting-in-concert parties among shareholders above | Guangdong Communication Group Co., Ltd. is the parent company of Guangdong Highway Construction Co., Ltd.，Guangdong Provincial Freeway Co.,Ltd. and Xinyue Co., Ltd., It is unknown whether there is relationship between other shareholders and whether they are persons taking concerted action specified in the Regulations on Disclosure of Information about Change in Shareholding of Shareholders of Listed Companies. | |||||||
| Top 10 ordinary shareholders conducting securities margin trading (if any) (see note 4) | None | |||||||
The situation of shareholders holding more than 5% of the shares, the top 10 shareholders, and the top 10 holders of unrestricted tradable shares participating inthe securities lending business through the securities lending and borrowing system.
□ Applicable□√ Not applicable
Changes in the top 10 shareholders and the top 10 holders of unrestricted tradable shares due to the lending/return of shares in the securities lending andborrowing system compared to the previous period.
□ Applicable□√ Not applicable
4. V. 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 reportingperiod.
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. Table of the total number of preferred shareholders and the shareholding situation of the top10 preferred shareholders.
□Applicable √Not applicable
The Company had no preferred shares in the reporting period
6. The situation of bonds outstanding on the approval and release date of the semi-annualreport
√ Applicable □ Not applicable
(1) Basic Information of Bonds
| Bond name | Bond short name | Bond code | Issue day | Value date | Due day | Bond balance (In RMB 10,000) | Interest rate |
| Guangdong Provincial Expressway Development Co., Ltd. 2020 first phase medium-term notes | 20 Guangdong Expressway MTN001 | 102000367 | March 13,2020 | March 17,2020 | March 17,2025 | 74,964.76 | 3% |
(2) Main accounting data and financial indicators of the Company in recent two years by theend of the reporting period
Ⅲ Important Events
After the deliberation and approval of the third extraordinary general meeting of shareholdersin 2020, the Company acquired 21% of the equity of Guangdong Guanghui Expressway Co.,
| Items | At the end of the reporting period | At the end of last year |
| Debt ratio | 45.31% | 41.93% |
| Amount of this period | Amount of last period | |
| EBITDA Time interest earned ratio | 17.97 | 16.74 |
Ltd. held by Guangdong Provincial Expressway Co., Ltd. in cash in 2020 (hereinafter referredto as the "Transaction"). The Company signed the "Profit Compensation Agreement betweenGuangdong Provincial Expressway Development Co., Ltd. and GuangdongProvincial Expressway Co., Ltd." (hereinafter referred to as the "Profit CompensationAgreement") with Provincial Company, and Provincial Company made a commitment to thenet profit of Guanghui Company in 2020, 2021 and 2022 (hereinafter referred to as the"Performance Commitment Period"). After the deliberation and approval of the firstextraordinary general meeting of shareholders in 2023, the Company signed the SupplementaryAgreement to the Profit Compensation Agreement between Guangdong Provincial ExpresswayDevelopment Co., Ltd. and Guangdong Provincial Expressway Co., Ltd. (hereinafter referredto as the "Supplementary Agreement") with Provincial Company, and the performancecommitment period was adjusted to 2020, 2021 and 2023.
According to the "Special Audit Report on the Realization of the Profit Forecast of GuangdongGuanghui Expressway Co., Ltd." (No. 310039(2024)Yongzheng Zhuanzi ) issued by YongtuoCertified Public Accountants (LLP) on March 15, 2024, in 2020, 2021 and 2023, GuanghuiCompany had achieved a net profit of 2,951,041,600 yuan after deducting non-recurring gainsand losses, and in the performance commitment period of 2020, 2021, and 2023, the promisedcumulative net profit after deducting non-recurring gains and losses realized was2,999,265,700 yuan. The cumulative actual profit was 48,224,100 yuan less than thecumulative amount promised, which had triggered the provisions of Article 2.3 of the ProfitCompensation Agreement and Article 2.1 of the Supplementary Agreement, and the ProvincialCompany shall pay performance compensation to the Company. According to the formula forcalculating the amount of performance commitment compensation agreed in the aboveagreement, the amount of performance commitment compensation payable by ProvincialCompany was RMB 40,092,886.12.
As of July 2, 2024, the Company has received the above-mentioned performance commitmentcompensation paid by Provincial Company. According to the accounting standards, thematerial asset restructuring in 2020 was a business combination under the common control, andthe amount of performance commitment compensation was offset by the difference betweenthe initial investment cost and the cash paid at that time to adjust the capital reserve, and therelevant accounting treatment had been reflected in the 2023 annual report, and theperformance compensation received this time increases the monetary funds of the currentperiod and reduces other receivables by 40,092,886.12 yuan each, which will not affect theCompany's current profit and total assets. The provincial expressway company’s performancecommitment compensation obligation for the major asset restructuring project in 2020 has beenfulfilled.