Stock Code: 000581, 200581 Notice No.: 2019-031Short Form of the Stock: Weifu High-Tech, Su Weifu-B
WEIFU HIGH-TECHNOLOGY GROUP CO., LTD.
TEXT OF THIRD QUARTERLY REPORT 2019
Section I. Important Notes
Board of Directors and the Supervisory Committee of Weifu High-TechnologyGroup Co., Ltd. (hereinafter referred to as the Company) and its directors,supervisors and senior executives hereby confirm that there are no any fictitiousstatements, misleading statements, or important omissions carried in this report,and shall take all responsibilities, individual and/or joint, for the reality,accuracy and completion of the whole contents.All directors of the Company are attended the Meeting for quarterly reportdeliberation.Chen Xuejun, Principal of the Company; Ou Jianbin, Person in Charge ofAccounting Work; Ou Jianbin, Person in Charge of Accounting Organization(Accounting Officer) hereby confirm that the Financial Report of the ThirdQuarterly Report is authentic, accurate and complete.
Section II. Basic information of CompanyI. Main accounting data and index
Whether it has retroactive adjustment or re-statement on previous accounting data or not
□Yes √No
| Current period-end | Period-end of last year | Increase/decrease | ||||
| Total assets (RMB) | 22,823,147,790.09 | 20,892,041,460.30 | 9.24% | |||
| Net assets attributable to shareholders of listed company (RMB) | 16,445,855,352.30 | 15,913,828,778.82 | 3.34% | |||
| Current period | Increase/decrease in comparison with same period of last year | Year-begin to end of the Period | Increase/decrease in comparison with year-begin to Period-end of last year | |||
| Operating revenue (RMB) | 1,916,020,020.78 | 0.90% | 6,319,464,366.83 | -7.88% | ||
| Net profit attributable to shareholders of the listed company (RMB) | 470,100,118.65 | -7.89% | 1,726,761,695.74 | -16.00% | ||
| Net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses (RMB) | 426,217,054.93 | -5.90% | 1,540,311,879.67 | -15.91% | ||
| Net cash flow arising from operating activities (RMB) | -- | -- | 1,238,970,081.24 | 144.82% | ||
| Basic earnings per share (RMB/Share) | 0.46 | -9.80% | 1.71 | -16.18% | ||
| Diluted earnings per share (RMB/Share) | 0.46 | -9.80% | 1.71 | -16.18% | ||
| Weighted average ROE | 2.93% | -0.48% | 10.53% | -2.80% | ||
Items and amount of extraordinary profit (gains)/losses
√Applicable □Not applicable
In RMB
| Item | Amount from year-begin to end of the Period | Note |
| Gains/losses from the disposal of non-current asset (including the write-off that accrued for impairment of assets) | 4,701,459.14 | |
| Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to national standards, which are closely relevant to enterprise’s business) | 52,478,894.42 |
| Gains/losses from entrusted investment or assets management | 158,539,790.49 | |
| Held transaction financial asset, gains/losses of changes of fair values from transaction financial liabilities, and investment gains from disposal of transaction financial asset, transaction financial liabilities and financial asset available for sales, exclude the effective hedging business relevant with normal operations of the Company | 10,971,801.13 | |
| Restoring of receivable impairment provision that tested individually | 200,000.00 | |
| Other non-operating income and expenditure except for the aforementioned items | 1,492,181.99 | |
| Less: impact on income tax | 34,650,068.09 | |
| Impact on minority shareholders’ equity (post-tax) | 7,284,243.01 | |
| Total | 186,449,816.07 | -- |
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for CompaniesOffering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according tothe lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering TheirSecurities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists ofextraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities tothe Public --- Extraordinary Profit/loss.II. Statement of the total shareholders and shares-held of top ten shareholders at end of thePeriod
1. Common and preferred stockholders with voting rights recover and the top ten share-holding
In Share
| Total common shareholders at the end of report period | 63,734 | Total preferred stockholders with voting rights recover at the end of report period (if applicable) | 0 | ||||||
| Top ten shareholders | |||||||||
| Shareholders | Nature of shareholder | Proportion of shares held | Amount of shares held | Amount of restricted shares held | Number of share pledged/frozen | ||||
| State of share | Amount | ||||||||
| WUXI INDUSTRY DEVELOPMENT GROUP CO., LTD. | State-owned corporate | 20.22% | 204,059,398 | ||||||
| ROBERT BOSCH GMBH | Foreign corporate | 14.16% | 142,841,400 | ||||||
| Hong Kong Securities Clearing Company Ltd. (HKSCC) | Foreign corporate | 4.60% | 46,394,604 | ||||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | Foreign corporate | 1.84% | 18,530,315 | ||||||
| Central Huijin Investment Ltd. | State-owned corporate | 1.27% | 12,811,200 | ||||||
| China Life Insurance - traditional - general insurance products - 005L-CT001 Shen | Other | 1.21% | 12,238,898 | ||||||
| China Life Insurance- Bonus -Individual bonus - -005L-FH002 Shen | Other | 1.14% | 11,476,551 | ||||||
| Agricultural Bank of China – CIC 500 ETF | Other | 0.63% | 6,371,675 | ||||||
| FIDELITY INVMT TRT FIDELITY INTL SMALL CAP FUND | Foreign corporate | 0.61% | 6,122,887 | ||||||
| New China Life Insurance Co., Ltd. - Traditional -Common Insurance Products - 018L-CT001 Shen | Other | 0.56% | 5,690,585 | ||||||
| Particular about top ten shareholders with un-restrict shares held | |||||||||
| Shareholders | Amount of un-restrict common shares held | Type of shares | |||||||
| Type | Amount | ||||||||
| WUXI INDUSTRY DEVELOPMENT GROUP CO., LTD. | 204,059,398 | RMB common shares | 204,059,398 | ||||||
| ROBERT BOSCH GMBH | 142,841,400 | RMB common shares | 115,260,600 | ||||||
| Domestically listed foreign shares | 27,580,800 | ||||||||
| Hong Kong Securities Clearing Company Ltd. (HKSCC) | 46,394,604 | RMB common shares | 46,394,604 | ||||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | 18,530,315 | Domestically listed foreign shares | 18,530,315 | ||||||
| Central Huijin Investment Ltd. | 12,811,200 | RMB common shares | 12,811,200 | ||||||
| China Life Insurance - traditional - general insurance products - 005L-CT001 Shen | 12,238,898 | RMB common shares | 12,238,898 | ||||||
| China Life Insurance- Bonus -Individual bonus - -005L-FH002 Shen | 11,476,551 | RMB common shares | 11,476,551 | ||||||
| Agricultural Bank of China – CIC 500 ETF | 6,371,675 | RMB common shares | 6,371,675 | ||||||
| FIDELITY INVMT TRT FIDELITY INTL SMALL CAP FUND | 6,122,887 | Domestically listed foreign shares | 6,122,887 | ||||||
| New China Life Insurance Co., Ltd. - Traditional -Common Insurance Products - 018L-CT001 Shen | 5,690,585 | RMB common shares | 5,690,585 | ||||||
| Explanation on related relationship or concerted action among the abovementioned shareholders | Among the top ten shareholders, there has no associated relationship between Wuxi Industry Development Group Co., Ltd. and other shareholders, the first largest shareholder of the Company; and they do not belong to the consistent actionist regulated by the Management Measure of | ||||||||
| Information Disclosure on Change of Shareholding for Listed Company. | |
| Explanation on top 10 shareholders involving margin business (if applicable) (see note 4) | Not applicable |
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreementdealing in reporting period
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-backagreement dealing in reporting period.
2. Total of shareholders with preferred stock held and the top ten shareholdings
□Applicable √Not applicable
Section III. Important eventsI. Particular about major changes from items of main accounting statements and financialindexes as well as reasons
√ Applicable □Not applicable
(I) Changes of items of balance sheet and cause analysis:
1. Notes receivable increased 382.2288 million Yuan at the end of the Period compared with the end of lastyear with 33.29% up, mainly because endorsement of note receivable declined in the period;
2. Advance payment increased 38.8763 million Yuan at the end of the Period compared with the end of lastyear with 41.07% up, mainly because advance payment for materials in the period;
3. Other account receivable decreased 29.0839 million Yuan at the end of the Period compared with the endof last year with 34.39% down, mainly because compensation for assets disposal are collected by WeifuJinning in the period;
4. Other current assets decreased 4583.9966 million Yuan at the end of the Period compared with the end oflast year, financial assets available for sale decreased 255.9752 million Yuan at the end of the Periodcompared with the end of last year, Other equity instrument investment increased 186.94 million Yuan at theend of the Period compared with the end of last year, other non current financial assets increased 768.80million Yuan at the end of the Period compared with the end of last year, mainly due to the re-classificationfor new financial instrument standards implemented in the period;
5. Construction in progress increased 128.2331 million Yuan at the end of the Period compared with the endof last year with 77.06% up, mainly because the technical equipment increased;
6. Goodwill increased 53.8073 million Yuan at the end of the Period compared with the end of last year,mainly because in Denmark, wholly-owned subsidiary of the Company purchase 66% equity of DenmarkIRD Fuel Cells A/S (hereinafter referred to as IRD), the acquisition cost greater than the book value of netassets on the date of acquisition;
7. Notes payable increased 973.2629 million Yuan at the end of the Period compared with the end of last year
with 95.57% up, mainly because note payable issued to suppliers increased;
8. Accounts payable increased 617.7347 million Yuan at the end of the Period compared with the end of last
year with 30.17% up, mainly because the account payable for purchasing increased in the period;
9. Other comprehensive income: according to relevant accounting standards under the new financialinstrument are re-classified to “retained profit”.(II) Changes of items of income statement and cause analysis:
1. Financial expenses decreased 36.7203 million Yuan over the same period of last year, mainly because theinterest income increased;
(III) Changes of items of cash flow statement and cause analysis:
1. Net cash flow arising from operation activity increased 732.9 million Yuan over same period last year, mainlybecause expenses from purchasing declined and the interest income increased;
2. Net cash flow arising from investment activity increased 318.72 million Yuan over same period last year,mainly because received bonus income in the period and income from demolition and disposal;
3. Net cash flow arising from financing activity decreased 131.22 million Yuan over same period last year, mainlybecause bank loans are declined over same period last year.II. Progress of significant events, their influences, and analysis and explanation of theirsolutions
√ Applicable □Not applicable
Parts of the joint-stock enterprise’s equity held by the Company freeze
1. On 6 March 2017, the Company received litigation documents mailed by Shenzhen Intermediate People’s Courtof Guangdong Province (hereinafter referred to as Shenzhen Intermediate People’s Court). The documents wereconcerning about the dispute case that the plaintiff applicant China Cinda Asset Management Co., Ltd. ShenzhenBranch appealed the respondent Weifu High Technology and other seven respondents and the third partyShenzhen Hejun Venture Holding Co., Ltd. (hereinafter referred to as Hejun Company) damaged the interests ofcorporate creditors, two cases are included in total. After civil ruling as No.(2016)Y03MC2490 and No.(2016)Y03MC2492 from Shenzhen Intermediate People's Court, the assets under the name of above said eightdefendants 217 million Yuan in total are being seal up, seized or freeze. Ended as the reporting period, the 4.71million shares of Miracle Logistics and 11,739,102 shares of SDEC Stock held by the Company has been freeze.The first trial open dated 24 September 2017, and further courts will give until further notice.
2. The Company has applied to the Futian Court for compulsory liquidation of Hejun Company. Futian Court hasmade a civil ruling ((2017) Yue 0304 QS No. 5) which ruled to execute compulsory liquidation to Hejun Company.The Company will actively cooperate with the court to do the relevant liquidation work and safeguard thelegitimate rights and interests of the Company.
| Overview | Disclosure date | Query index for interim notice |
| Parts of the joint-stock enterprise’s equity held by the Company freeze | 2017-03-08 | (Notice No. 2017-002) Published on Juchao Website (www.cninfo.com.cn) |
| 2017-12-06 | (Notice No. 2017-023) Published on Juchao Website (www.cninfo.com.cn) |
Progress of shares buy-back
□ Applicable √ Not applicable
Implementation progress of the reduction of repurchases shares by centralized bidding
□ Applicable √ Not applicable
III. Commitments that the company, shareholders, actual controller, offeror, directors,supervisors, senior management or other related parties have fulfilled during the reportingperiod and have not yet fulfilled by the end of reporting period
□ Applicable √ Not applicable
There are no commitments that the company, shareholders, actual controller, offeror, directors, supervisors, senior management orother related parties have fulfilled during the reporting period and have not yet fulfilled by the end of reporting period.IV. Particular about security investment
√ Applicable □Not applicable
In RMB
| Variety of securities | Code of securities | Short form of securities | Initial investment cost | Accounting measurement model | Book value at the beginning of the period | Changes in fair value of the current profit and loss | Cumulative fair value changes in equity | Current purchase amount | Current sales amount | Profit and loss in the Reporting Period | Book value at the end of the period | Accounting subject | Source of stock |
| Domestic and foreign stocks | 600841 | SDEC | 199,208,000.00 | Measured by fair value | 85,458,408.00 | 9,351,072.00 | 9,961,489.20 | 94,809,480.00 | Tradable financial assets | Own funds | |||
| Domestic and foreign stocks | 002009 | Miracle Logistics | 69,331,500.00 | Measured by fair value | 35,607,600.00 | 1,130,400.00 | 1,398,870.00 | 36,738,000.00 | Tradable financial assets | Own funds | |||
| Total | 268,539,500.00 | -- | 121,066,008.00 | 10,481,472.00 | 0.00 | 0.00 | 0.00 | 11,360,359.20 | 131,547,480.00 | -- | -- | ||
| Disclosure date of securities investment approval from the Board | 2012-03-24 | ||||||||||||
| 2013-06-04 | |||||||||||||
V. Trust financing
√ Applicable □Not applicable
In 10 thousand Yuan
| Type | Capital resources | Amount for entrust | Balance un-expired | Overdue amount |
| Bank financing product | Own funds | 257,000 | 250,000 | 0 |
| Brokerage financing products | Own funds | 24,000 | 24,000 | 0 |
| Trust financing products | Own funds | 169,774 | 164,774 | 0 |
| Other | Own funds | 90,495 | 61,145 | 0 |
| Total | 541,269 | 499,919 | 0 | |
Details of the single major amount, or high-risk trust investment with low security, poor fluidity and non-guaranteed:
√ Applicable □Not applicable
In 10 thousand Yuan
| Trustee institution r name | Trustee type | Type | Amount | Source of funds | Start date | End date | Capital investment purpose | Criteria for fixing reward | Reference annual rate of return | Anticipated income (if applicable) | Actual gains/losses in period | Actual collected gains/losses in period | Amount of reserve for devaluation of withdrawing (if applicable) | Whether approved by legal procedure (Y/N) | Whether has entrust finance plan in the future | Summary of the items and related query index (if applicable) |
| Bank | Bank | Non-guaranteed floating income | 350,000 | Own funds | 2019-01-03 | 2020-03-30 | Bank financial products | Reference annualized yield by agreement | 3.7%-4.55% | 6,106.19 | 7,114.23 | Collected by agreement | 0 | Y | Y | April 23, 2019 (Announcement No.: 2019-010) |
| Brokerage | Brokerage | Non-guaranteed floating income | 26,000 | Own funds | 2019-05-14 | 2020-05-13 | Collective assets management plan | Reference annualized yield by agreement | 4.3%-5.3% | 635.05 | 147.69 | Collected by agreement | 0 | Y | Y | |
| Trust | Trust | Non-guaranteed floating income | 173,880 | Own funds | 2019-01-17 | 2021-08-21 | Collective trust scheme | Reference annualized yield by agreement | 4.5%-8.7% | 14,345.23 | 4,616.05 | Collected by agreement | 0 | Y | Y | |
| Others (funds, etc.) | Others (funds, etc.) | Non-guaranteed floatin | 58,000 | Own funds | 2019-01-04 | 2020-10-31 | Fund products with fixed | Reference annualized | 5%-9.5% | 3,612.3 | 4,617.74 | Collected by agreement | 0 | Y | Y |
| g income | income | yield by agreement | |||||||||||||
| Total | 607,880 | -- | -- | -- | -- | -- | -- | 24,698.77 | 16,495.71 | -- | 0 | -- | -- | -- | |
Entrust financial expected to be unable to recover the principal or impairment might be occurred
□ Applicable √ Not applicable
VI. Particulars about derivatives investment
□ Applicable √ Not applicable
The Company had no derivatives investment in Period.VII. Registration form of receiving research, communication and interview in the reportperiod
√ Applicable □Not applicable
| Date | Method | Type of investors | Index for the interview and research |
| Form 1 Jan. to 30 Sept. 2019 | Written inquiry | Other | The Company answered questions for investors online through the investor relations interactive platform(http://irm.p5w.net/dqhd/sichuan/) |
| Form 1 Jan. to 30 Sept. 2019 | Telephone communication | Other | Getting the basic information of the Company and market conditions by telephone |
VIII. External security against the rules
□ Applicable √ Not applicable
The Company has no external security against the rules in the PeriodIX. Controlling shareholders' and its related party's non-business capital occupying of thelisted company
□ Applicable √ Not applicable
There are no controlling shareholders' and its related party's non-business capital occupying of the listed company.
Board of Directors ofWeifu High-Technology Group Co., Ltd.30 October 2019