深圳中冠纺织印染股份有限公司 2013 年度报告全文
深圳中冠纺织印染股份有限公司
Shenzhen Victor Onward Textile Industrial Co., Ltd.
2013 Annual Report
February 2014
深圳中冠纺织印染股份有限公司 2013 年度报告全文
I. Important Notice, Table of Contents and Definitions
The Board of Directors ,Supervisory Committee, all directors, supervisors and senior executives of the Company
hereby guarantees that there are no misstatement, misleading representation or important omissions in this report
and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof.
All the directors attended the board meeting for reviewing the Annual Report.
The Company has no plan of cash dividends carried out, bonus issued and capitalizing of common reserves either.
Mr.Hu Yongfeng, The Company leader, Mr. Zhang Jinliang, Chief financial officer and the Mr.Ren Changzheng,
the person in charge of the accounting department (the person in charge of the accounting ) hereby confirm the
authenticity and completeness of the financial report enclosed in this annual report.
Da Hua Certified Public Accountants（Special General Partnership) issued an unqualified auditor's report with
highlighted paragraphs to the Company. The board of directors and the supervisory committee of the Company
have explained relevant matters in detail. Investors are advised to read relevant statements.
深圳中冠纺织印染股份有限公司 2013 年度报告全文
Table of Contents
2013 Annual Report
I...Important Notice, Table of contents and Definitions
II. Basic Information of the Company
III. Summary of Accounting Highlights and Business Highlights
IV. Report of the Board of Directors
V. Important Events
VI. Change of share capital and shareholding of Principal Shareholders
VII. Information about Directors, Supervisors and Senior Executives
VIII. Administrative structure
IX. Internal Control
X. Financial Report
XI. Documents available for inspection
深圳中冠纺织印染股份有限公司 2013 年度报告全文
Definition
Refers
Terms to be defined Definition
to
Refers
Company/The Company/ Shenzhen Victor Onward Textile Industrial Co., Ltd.
to
Refers
Company Law Company Law of the People‘s Republic of China
to
Refers
Securities Law Securities Law of the People‘s Republic of China
to
Refers
―CSRC‖ China Securities Regulatory Commission
to
深圳中冠纺织印染股份有限公司 2013 年度报告全文
Indication of major risks
This Report has been prepared in both Chinese and English. In case of any discrepancy, the Chinese version shall prevail.
Please pay attention.
II. Basic Information of the Company
1. Company Information
*ST Shen Victor Onward A,*ST Shen
Stock abbreviation Stock code 000018、200018
Victor Onward B
Stock exchange for listing： Shenzhen Stock Exchange
Name in Chinese 深圳中冠纺织印染股份有限公司
Chinese Abbreviation 中冠
English name (If any) Shenzhen Victor Onward Textile Industrial Co., Ltd
English abbreviation (If any) VICTOR ONWARD
Legal Representative Hu Yongfeng
Registered address 26 Kuipeng Road, Kuiyong Town, Longgang District, Shenzhen
Postal code of the Registered
Address
Office Address 26 Kuipeng Road, Kuiyong Town, Longgang District, Shenzhen
Postal code of the office
address
Internet Web Site http://www.udcgroup.com
E-mail szvo@chinaszvo.com
2. Contact person and contact manner
Board secretary Securities affairs Representative
Name Zhang Jinliang Wu Xia
Room 1308, Hualiang Building, No.2008 Room 1308, Hualiang Building, No.2008
Contact address
Shennan Zhong Road, Shenzhen Shennan Zhong Road, Shenzhen
Tel (755)83668425 (755)83667895
Fax (755)83668427 (755)83668427
E-mail zhangjl@udcgroup.com wux@udcgroup.com
深圳中冠纺织印染股份有限公司 2013 年度报告全文
3. Information disclosure and placed
Newspapers selected by the Company for
Securities Times and Hongkong Commercial Daily.
information disclosure
Internet website designated by CSRC for
http: // www.cninfo. com. cn
publishing the Annual report of the Company
The place where the Annual report is prepared and
Room 1308, Hualiang Building, No.2008 Shennan Zhong Road, Shenzhen
placed
4.Changes in Registration
Number of
Date of Authority Business License Taxation Organization
Registration Registered with of Enterprise as Registration No.: Code
Legal Person
Initial registration April 1, 1984 Shenzhen 440301501131182 440301618801483 61880148-3
Registration at the
end of the reporting November 9, 1991 Shenzhen 440301501131182 440301618801483 61880148-3
period
Changes in principal business activities
No Changes
since listing (if any)
Changes is the controlling shareholder in
No Changes
the past (is any)
V. Other Relevant Information
CPAs engaged
Name of the CPAs Da Hua Certified Public Accountants(Special General Partnership)
Office address： 8/F, B Union Square , No.5022. Binhe Road, Futian District , Shenzhen
Names of the Certified Public
Xu Haining, Yang Chunxiang
Accountants as the signatories
The sponsor performing persist ant supervision duties engaged by the Company in the reporting period.
□ Applicable√ Not applicable
The Financial advisor performing persist ant supervision duties engaged by the Company in the reporting period
□ Applicable√ Not applicable
深圳中冠纺织印染股份有限公司 2013 年度报告全文
III. Summary of Accounting Highlights and Business Highlights
I.Summary of accounting /Financial Data
May the Company make retroactive adjustment or restatement of the accounting data of the previous years due to
change of the accounting policy and correction of accounting errors.
□ Yes √ No
Changed over last year
2013 2012
（％）
Operating Gross income（RMB） 26,998,990.00 11,095,669.00 143.33% 9,850,484.00
Net profit attributable to the
shareholders of the listed company 8,214,810.00 -247,331.00 -3,421.38% -17,361,593.00
（RMB）
Net profit after deducting of
non-recurring gain/loss attributable
-5,711,308.00 300,041.00 -2,003.51% -17,375,777.00
to the shareholders of listed
company（RMB）
Cash flow generated by business
1,708,608.00 -384,418.00 -544.47% 4,202,430.00
operation, net（RMB）
Basic earning per
0.0486 -0.0015 -3,340% -0.1
share(RMB/Share)
Diluted gains per
0.0486 -0.0015 -3,340% -0.1
share(RMB/Share)(RMB/Share)
Net asset earning ratio（%） 6.7% -0.21% 6.91% -12.93%
End of End of Changed over last End of
2013 2012 year（％）
Gross assets（RMB） 170,502,789.00 172,002,557.00 -0.87% 172,238,794.00
Shareholders‘ equity attributable to
shareholders of the listed company 126,320,072.00 118,852,391.00 6.28% 119,047,096.00
（RMB）
II．Items and amount of non-current gains and losses
Unit:RMB
Items Amount (2013) Amount (2012) Amount(2011) Notes
Non-current asset disposal
gain/loss(including the write-off part
13,906,305.00 5,174.00 -522.00
for which assets impairment provision
is made)
Except the effective hedge business
6,045.00 13,965.00
related to the normal operation
深圳中冠纺织印染股份有限公司 2013 年度报告全文
business of the Company, the profit
and loss in the changes of fair values
caused by the holding of tradable
financial assets and tradable financial
liabilities as well as the investment
returns in disposal of tradable
financial assets, tradable financial
liabilities and saleable financial assets
Other non-operating income and
expenditure beside for the above 19,813.00 -558,591.00 741.00
items
Total 13,926,118.00 -547,372.00 14,184.00 --
For the Company‘s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on
information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and
its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure
for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as
recurring gains and losses, it is necessary to explain the reason.
□ Applicable√ Not applicable
深圳中冠纺织印染股份有限公司 2013 年度报告全文
IV. Report of the Board of Directors
I. General
1. In the report period, the printing and dyeing mill of the Company in Shenzhen continued production suspense
while the parent company and five subsidiaries continued the suspension of printing and dyeing business due to
the production suspense of the printing and dyeing mill. The parent company, Nanhua Company and Hong Kong
Company maintained daily operation through property lease. The other three subsidiaries had suspended business.
The Company planned to invest in the joint venture project of Nanjing East Asia Textile Printing and Dyeing Co.,
Ltd. with partial machinery and equipment. Due to change of foundation of joint venture and prospect of the
industry, the capital increase was not completed,the lawsuit has been made. Within this year, the company
disposed all textile machinery and equipment, the company has not textile processing capacity. Although this year
the company saled the property located in Kowloon, Hongkong But the rental income still a major part of the cash
flows and the main part of the current main business income.
2. The risks that the Company is facing and countermeasures
Production suspense brought significant influence on the production and operating activities and
continuous development of the Company. 2The audited net profits of the Company for two
consecutive fiscal years (i.e., 2011 and 2012) were both negative. According to relevant regulations
including Stock Listing Rules of Shenzhen Stock Exchange, Shenzhen Stock Exchange enforced
special treatment (\"delisting risk caution\") of the stocks of the Company from April 24, 2013. In order
to have the caution of delisting risk revoked, the Company made all efforts to enhance operating efficiency and increase return
through various measures and successfully reversed loss into profit in 2013.
II. Analysis on principal Business
1.General
In 2013, the textile, printing and dyeing business of the head office subsidiaries of the Company did not recover
and continued to be suspended for rectification. The Company leased its idle properties and carried out domestic
trade of textile products on a small scale, The disposal of real estate investment .
Progress of development strategy and operation plans in this period that are disclosed by the company in the
previous annual reports.
As the plan of investing in Nanjing East Asia Textile Printing and Dyeing Co., Ltd. with part of
machinery and equipment was not fulfilled, part of the Company's assets have been in idle status for
long time since production suspense for rectification. At present, the investment project (Nanjing
East Asia Textile Printing and Dyeing Co., Ltd.) has entered litigation procedure. There will be no
possibility of investment completion. The Company has finished disposing the fixed assets
(machinery and equipment ) and machine parts.
Reasons for difference of actual operation performance has 20% lower or higher than profit forecast of the Year
disclosed
□ Applicable√ Not applicable
深圳中冠纺织印染股份有限公司 2013 年度报告全文
2. Revenue
Notes:
Scope of key business :Production and sales of textile products, necessary raw materials, auxiliary materials,
various fabrics and garments and provision of relevant services.
In 2013, the total income from main operation was RMB 26.99 million, including rent income was RMB 10.09
million , Textile trade income was RMB 1.29 million and disposal of real estate investment income was 15.61
million.
Is the income from sales in kind greater than the service income?
□ Yes √ No
Significant orders in hand
□ Applicable√ Not applicable
Significant change in or adjustment of the products or services in the reporting period:
□ Applicable√ Not applicable
Main customers
Total sales amount to top 5 customers (RMB) 24,266,117.00
Proportion of sales to top 5 customers in the
89.87%
annual sales(%)
Information of the Company‘s top 5 customers
√Applicable □ Not applicable
No Name Amount of sales Proportion(%)
1 China Real Estate (HK) Group Co., Ltd. 15,611,945.00 57.82%
Shenzhen Jinrongyuan Development Co.,
2 5,851,500.00 21.67%
Ltd.
3 Zhejiang Helan Industry Co., Ltd. 1,292,308.00 4.79%
4 SCS Express International Limited 910,364.00 3.37%
Shenzhen Hebainian Investment
5 600,000.00 2.22%
Development Co., Ltd.
Total -- 24,266,117.00 89.87%
3.Costs
Classification of Industry
Unit:RMB
Classification Items 2013 2012 Increase/Decre
深圳中冠纺织印染股份有限公司 2013 年度报告全文
of industry Proportion in Proportion in ase(%)
Amount operation Amount operation costs
costs(5( (%
Textile
1,282,051.00 13.55% 1,248,550.00 23.06% -9.51%
Industry
Leasing
4,602,706.00 48.65% 4,164,806.00 76.94% -28.29%
Industry
Real estate
3,576,246.00 37.8%
Industry
Classification of products
Unit:RMB
2013
Classification
of products Proportion in Proportion in Increase/Decre
Items
Amount operation Amount operation ase(%)
costs(%) costs(%)
Sales of
viscosestaple 1,282,051.00 13.55% 1,248,550.00 23.06% -9.51%
fiber
Leasing 4,602,706.00 48.65% 4,164,806.00 76.94% -28.29%
The disposal of
real estate 3,576,246.00 37.8%
investment
Notes
The real estate for investment disposed of in the report period is the house property of Victor Onward Printing and Dyeing (Hong
Kong) Co., Ltd., a wholly-owned subsidiary of the Company, which is located at Room 1801-1804, Huachuang Center, 889 Chuang
Sha Wan Road, Kowloon, Hong Kong.
