Shenzhen China Bicycle Company (Holdings) Limited
Summary of Semi-Annual Report 2019I. Important NoticeThe summary is abstract from full-text of semi-annual report, for more details of operating results, financial condition and futuredevelopment plan of the Company; investors should found in the full-text of semi-annual report that published on media appointedby CSRC.Objection statement of directors, supervisors and senior executives
| Name | Position | Content and reason |
StatementOther directors attending the Meeting for semi-annual report deliberation except for the followed
| Name of director absent | Title for absent director | Reasons for absent | Attorney |
Prompt of non-standard audit opinion
□ Applicable √ Not applicable
Profit distribution pre-plan of common stock or capitalizing of common reserves pre-plan deliberated by the Board in the reportingperiod
□ Applicable √ Not applicable
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve.Profit distribution pre-plan of preferred stock deliberated and approved by the Board in the reporting period
□ Applicable √ Not applicable
II. Company profile
1. Company Profile
| Short form of the stock | Zhonghua – A, Zhonghua -B | Stock code | 000017, 200017 | |
| Stock exchange for listing | Shenzhen Stock Exchange | |||
| Person/Way to contact | Secretary of the Board | Rep. of security affairs | ||
| Name | Sun Longlong | Cui Hongxia, Zhong Xiaojin | ||
| Office add. | Room 1201, Wantong Building, No.3002, Sungang East Road, Luohu District, Shenzhen | Room 1201, Wantong Building, No.3002, Sungang East Road, Luohu District, Shenzhen | ||
| Tel. | 0755-25516998,28181666 | 0755-25516998,28181666 | ||
| dmc@szcbc.com | dmc@szcbc.com | |||
2. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data or not
□Yes √ No
| Current period | Same period of last year | Increase/decrease in this report y-o-y | |
| Operating revenue (RMB) | 38,274,433.02 | 67,734,899.35 | -43.49% |
| Net profit attributable to shareholders of the listed company (RMB) | -798,946.17 | 554,162.06 | -244.17% |
| Net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses (RMB) | -910,390.17 | 521,366.39 | -274.62% |
| Net cash flow arising from operating activities (RMB) | -8,901,256.74 | -3,362,971.19 | 164.68% |
| Basic earnings per share (RMB/Share) | -0.0014 | 0.0010 | -240.00% |
| Diluted earnings per share (RMB/Share) | -0.0014 | 0.0010 | -240.00% |
| Weighted average ROE | -5.74% | 3.43% | -9.17% |
| End of current period | End of last period | Increase/decrease in this report-end over that of last period-end | |
| Total assets (RMB) | 64,830,640.85 | 73,242,960.17 | -11.49% |
| Net assets attributable to shareholder of listed company (RMB) | 13,507,355.77 | 14,306,301.94 | -5.58% |
3. Number of shares and shares held
In Share
| Total common stock shareholders in reporting period-end | 49,822 | Total preference shareholders with voting rights recovered at end of reporting period (if applicable) | 0 | ||||||
| Top ten shareholders | |||||||||
| Full name of Shareholders | Nature of shareholder | Proportion of shares held | Shareholding numbers | Amount of restricted shares held | Number of share pledged/frozen | ||||
| State of share | Amount | ||||||||
| Shenzhen Guosheng Energy | Domestic non-State-owned legal | 11.52% | 63,508,747 | 0 | |||||
| Investment Development Co., Ltd. | person | |||||
| UOB Koy Hian (Hong Kong) Co., Ltd. | Foreign legal person | 2.89% | 15,907,850 | 0 | ||
| Guosen Securities (Hong Kong) brokerage Co., Ltd. | Foreign legal person | 2.52% | 13,909,425 | 0 | ||
| Shenwan Hongyuan Securities (Hong Kong) Co., Ltd. | Foreign legal person | 1.20% | 6,631,116 | 0 | ||
| Li Huili | Domestic nature person | 0.71% | 3,891,124 | 0 | ||
| CMS Hong Kong Co., Ltd | State-owned legal person | 0.57% | 3,148,752 | 0 | ||
| Xu Hongbo | Domestic nature person | 0.50% | 2,744,419 | 0 | ||
| Ge Zhiqiong | Domestic nature person | 0.49% | 2,720,552 | 0 | ||
| Special Account for Property Disposal of Bankrupt Enterprise of CBC | Domestic non-State-owned legal person | 0.47% | 2,602,402 | 0 | ||
| Zhuorun Technology Co., Ltd. | Foreign legal person | 0.36% | 2,000,000 | 0 | ||
| Explanation on associated relationship among the aforesaid shareholders | Li Huili, spouse of the Ji Hanfei, the actual controller of the Company- Shenzhen Guosheng Energy Investment Development Co., Ltd., holding B-share of the Company on behalf of Shenzhen Guocheng Energy Investment Development Co., Ltd., beyond that, the Company has no idea of whether other circulated shareholders belong to concerted action persons ruled in the Administration Norms for Information Disclosure of Change on Shareholding of Shareholders of Listed Companies. | |||||
| Shareholders involving margin business (if applicable) | N/A |
4. Changes of controlling shareholders or actual controller
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
Changes of controlling shareholders had no change in reporting period.Changes of actual controller in reporting period
□ Applicable √ Not applicable
Changes of actual controller in reporting period had no change in reporting period.
5. Total preferred stock shareholders of the Company and shares held by top ten shareholders withpreferred stock held
□ Applicable √ Not applicable
No preferred stock in reporting period.
6. Corporation Bonds
Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and withoutdue on the date when annual report approved for released or fail to cash in full on dueNo
III. Discussion and analysis by the Management Team
1. Introduction of operation in the reporting period
Dose the Company need to comply with disclosure requirements of the special industryNoIn 2019, the international political and economic situation was complex and severe, the problem of unbalancedand inadequate domestic development remains a serious one, new downward pressure has emerged in theeconomy. Under the leadership of central government and governments at all levels, the whole nationstrengthened their confidence, overcame difficulties, and forged ahead, and achieved steady progress in economicand social development, and the economic fundamentals were continuously consolidated and developed. As asector in the traditional manufacturing field, the bicycle industry continued the dilemma of rise in labor cost,manufacturing costs, cost of capital, and material costs. In 2018, the relevant state ministry issued a new nationalstandard for electric bicycle safety technical specifications which was implemented on April 15, 2019.Implementation of the new national standard, has accelerated the industry’s reshuffle industry shocks. In addition,in the past two years, the bike sharing has been violently oscillating the bicycle industry and the upstream supplychain operations with capital advantages, due to the lack of profit model and capital chain problems, and itcontinued to have a big impact on the whole industry in 2019. At the same time, as a traditional manufacturingindustry, the bicycle industry also ushered in the “Made in China 2025” strategy, under the guidance of the basicprinciples of “Innovation Driven, Quality First, Green Development, Structure Optimization, and Talent Based”,took the important opportunity to speed up the transformation and upgrading, ushered in the development
opportunity of the implementation of the new national standards for electric bicycles, and also faced with theimportant challenges of e-commerce development impacts on channels, channel integration and Internet+.China has the world’s largest production and marketing of electric bicycles, after years of development, electricbicycles have gradually become an important means of transportation for consumers on everyday short-distancetrips, at present, there are about 200 million bicycles in the entire society. Structural body, motor, power battery,and control system are the core components of electric bicycles, Shenzhen China Bicycle has been closelyfollowing up the research on their technological development, application development, and commercial value fora long period of time, and has determined the qualified suppliers for core components year by year. Thenon-public offering of shares for fund-raising investment project of Shenzhen China Bicycle being planned andprepared at present also covers the application researches on switched reluctance motors, super-capacitor batteries,new materials, electric car bus control systems, wearable devices, intelligent positioning lock systems, etc. As oneof the core components, electric bicycle power batteries have been mainly lead-acid batteries in the past decade ortwo, with the development and popularization of new energy technologies and new energy materials, it isexpected to be replaced by the lithium batteries in the future. According to the strategy guidelines of “Made inChina 2025” by the State Council and the spirit of standardization reform, the Ministry of Industry andInformation Technology, the Ministry of Public Security, the State Administration for Industry and Commerce,and the General Administration of Quality Supervision, Inspection and Quarantine have introduced a new nationalstandard for electric bicycles to comprehensively improve the safety performance of electric bicycles, adjust andimprove the speed limit, vehicle quality, pedaling and riding ability and other technical indicators. New standardsnot only are close to people’s livelihood, but also improve the application space for lithium battery energy storage,and lithium battery electric bicycles usher in a new stage of development.In this context, in 2019, due to the actual situation of having a weak economic foundation after reforming, on theone hand, the company adhered to taking the development of traditional business model as the principle,combined with the new national standard of electric bicycle safety technical specifications, carried out researchand development on new products, optimized and adjusted product structure and sales model transformation,actively expanded the e-commerce business model and realized the steady development operation of thee-commerce retail business according to the e-commerce transformation of business team and the cost controllablemode of external contact and cooperation and internal guidance; on the one hand, correspondingly carried out thetracking study on industrial projects and technology applications of upstream and downstream of industrial chainin the long-term process of electric bicycle business, started getting involved in the lithium battery materialsbusiness based on the extensive business consultation and business opportunity sifting, taking one step toexpanding the business of Lithium battery materials and rich the main business; on the other hand, strive topromote the selection work of the company's restructuring, planned the non-public offering of shares, and startedthe business upgrades and connection work of the offline sales platform for sports experience and R & D centerconstruction projects.In preparation for non-public offering of shares, in July 2016, the company initiated the planning and preparationfor non-public offering of shares and engaged securities companies, lawyers, accountants, and other intermediaryagencies to carry out various tasks. Since then, the nineteenth (temporary) meeting, the twenty-second (temporary)
meeting, and the twenty-sixth (temporary) meeting of the ninth session of board of directors of the company, andthe second extraordinary shareholders’ meeting in 2017 reviewed and approved the relevant proposals onnon-public offering of shares. Combining the capital market with the actual situation of the company, fromJanuary to February, 2018, the fourth (temporary) meeting of the 10
thsession of board of directors and the firstextraordinary shareholders’ meeting of the company in 2018 reviewed and approved the Proposal on Adjustingthe Plan for the Company’s Non-Public Offering of A-Shares, and the Proposal on the Plan for the Company’sNon-Public Offering of A-Shares (three revised versions) and other relevant proposals. According to the aboveproposals, the total amount of funds raised in this non-public offering of shares did not exceed 750 million Yuan,and planned to invest 680 million Yuan for the “online and offline marketing network platform construction andupgrade project” and planned to invest 70 million Yuan for the “R&D center construction project after deductingthe issuance costs.Under the background that the traditional manufacturing industry at home was still sluggish, in accordance withthe guidelines of “Made in China 2025”, the company insisted on accelerating its professional transformation ande-commercial transformation, striving to expand its main business, strengthening the structural adjustment,intensifying the quality management, strengthening cost control, overcoming the industry shocks and industrypunches of share-bicycle’s fluctuation on the eve of the implementation of new national standards, strive toimproving the ability of traditional enterprises to adapt to economy new normal and participate in marketcompetition. Through various efforts, the company achieved operating revenue of 38,274,400 Yuan and net profitof (1,090,500) Yuan in 2019, of which, the net profit attributable to shareholders of listed companies was(798,900) Yuan.
2. Relevant items involving financial report
(1) Particulars about the changes in aspect of accounting policy, estimates and calculation methodcompared with the financial report of last fiscal period
□ Applicable √ Not applicable
The Company had no particulars about the changes in aspect of accounting policy, estimates or calculation method in the reportingperiod.
(2) Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in reporting period.
(3) Particulars about the change of consolidation range compared with the financial report of last fiscalperiod
□ Applicable √ Not applicable
The Company had no particular about the change of consolidation range compared in reporting period.
Board of Directors of
Shenzhen China Bicycle Company (Holdings) Limited
28 August 2019