深圳市特力(集团)股份有限公司 2015 年半年度报告全文
SHENZHEN TELLUS HOLDING CO., LTD
SEMI-ANNUAL REPORT 2015
August 2015
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Tellus Holding Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, 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 are attended the Board Meeting for report deliberation.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either.
Lv Hang, principal of the Company, Yang Jianping, person in charger of
accounting works and Ke Wensheng, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of Semi-Annual
Report 2015 is authentic, accurate and complete.
China Securities Journal, Hong Kong Commercial Daily and Juchao Website
(www.cninfo.com.cn) are the media for information disclosure appointed by the
Company, all information under the name of the Company disclosed on the
above said media shall prevail. Concerning the forward-looking statements with
future planning involved in the Report, they do not constitute a substantial
commitment for investors, and investors are advised to exercise caution of
investment risks.
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Content
Semi-Annual Report 2015 ............................................................................................................. 1
Section I Important Notice, Contents and Paraphrase ................................................................ 2
Section II Company Profile .......................................................................................................... 5
Section III Accounting data and summary of finnaical indexes .................................................. 7
Section IV Report of the Board of Directors ................................................................................ 9
Section V Important Events ........................................................................................................ 23
Section VI Changes in shares and particular about shareholders............................................. 35
Section VII Preferred Stock……………………………………………………………………….41
Section VIII Directors, Supervisors and Senior Executives ..................................................... 42
Section IX Financial Report ....................................................................................................... 44
Section X Documents Available for Reference ........................................................................ 159
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Paraphrase
Items Refers to Definition
CSRC Refers to China Securities Regulatory Commission
SZ Exchange Refers to Shenzhen Stock Exchange
Shenzhen Branch of China Securities Depository & Clearing
Shenzhen Branch of SD&C Refers to
Corporation Limited
Company, the Company, our Company, Tellus
Refers to Shenzhen Tellus Holding Co., Ltd.
Group
Reporting period, Current Period, the Year Refers to 1 January 2015 to 30 June 2015
SDG Refers to Shenzhen SDG Co., Ltd.
Auto Industrial and Trading Company Refers to Shenzhen Auto Industry and Trade Corporation
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Section II Company profile
I. Company Profile
Short form for share Tellus-A, Tellus-B Code for share 000025, 200025
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the Company 深圳市特力(集团)股份有限公司
Abbr. of Chinese name of the
深特力
Company(if applicable)
English name of the
ShenZhen Tellus Holding Co.,Ltd
Company(if applicable)
Legal Representative Lv Hang
II. Contact person and ways
Secretary of the Board Rep. of securities affairs
Lv Hang (function in an acting capacity of
Name Sun Bolun
Secretary of the Board)
15/F, Zhonghe Building, Shennan Middle 15/F, Zhonghe Building, Shennan Middle
Contact adds.
Road, Futian District, Shenzhen Road, Futian District, Shenzhen
Tel. (0755)83989335 (0755)83989339
Fax. (0755)83989386 (0755)83989386
E-mail ir@tellus.cn sunbl@tellus.cn
III. Others
1. Way of contact
Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or
not
□ Applicable √ Not applicable
Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period,
found more details in Annual Report 2014.
2. Information disclosure and preparation place
Whether information disclosure and preparation place changed in reporting period or not
□ Applicable √ Not applicable
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation
place for semi-annual report have no change in reporting period, found more details in Annual Report 2014.
3. Registration changes of the Company
Whether registration has changed in reporting period or not
□ Applicable √ Not applicable
Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and
organization code have no change in reporting period, found more details in Annual Report 2014.
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Section III. Accounting data and summary of financial indexes
I. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Increase/decrease in this
Current period Same period of last year
report y-o-y (%)
Operating revenue (RMB) 158,491,781.84 228,692,541.86 -30.70%
Net profit attributable to shareholders of
7,650,356.02 5,521,161.43 38.56%
the listed company(RMB)
Net profit attributable to shareholders of
the listed company after deducting 7,516,539.71 5,355,980.64 40.34%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
33,862,882.70 -4,185,311.96
activities(RMB)
Basic earnings per share (RMB/Share) 0.0296 0.0251 17.93%
Diluted earnings per share (RMB/Share) 0.0296 0.0251 17.93%
Weighted average ROE 1.49% 2.98% -1.49%
Increase/decrease in this
End of current period End of last period report-end over that of last
period-end (%)
Total assets (RMB) 1,143,974,813.03 806,324,777.80 41.88%
Net assets attributable to shareholder of
833,050,618.82 191,880,262.80 334.15%
listed company(RMB)
II. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
The Company has no difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) in reporting period
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company has no difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and
Chinese GAAP (Generally Accepted Accounting Principles) in reporting period
III. Items and amounts of extraordinary profit (gains)/loss
√Applicable □Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of non-current asset (including the
-20,206.16
write-off that accrued for impairment of assets)
Gains/losses from entrusted investment or asset management 154,657.53
Other non-operating income and expenditure except for the
31,650.33
aforementioned items
Less: Impact on income tax 41,525.43
Impact on minority shareholders’ equity (post-tax) -9,240.04
Total 133,816.31 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities 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 of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
Section IV. Report of the Board of Directors
I. Introduction
(I)Overview of the overall operation
The first half year of 2015, the international environment has been very complicated, the global economic
recovery has been slow, and the domestic economy has entered a sustainable growth track after a slowdown, but
the consumer demand failed to show a growing trend and the substantial economy was still low. As for the
industry environment of our company’s business development, the auto sales business has been influenced by the
slowdown of economic growth and decrease of consumer demands, especially the car purchase policy issued by
Shenzhen government in December 2014 has brought great impact on the company’s auto sales business, and the
auto sales revenue has significantly decreased. On the business transformation, the company has established the
―Business Transformation and Development Program of Test Rite Group‖ in 2014, which clarified the group’s
strategic development direction of transforming to the integrated service operator in jewelry industry. Since 2015,
the jewelry industry has kept the status at the end of the second half year of 2014, influenced by the changes in
economic environment, the low-price running of gold, and the excess capacity, the jewelry consumption has been
tending to decline, the prosperity has been descending, and the industry development has a slowdown, as a results,
the rental prices at distributing centers of jewelry enterprises in Shenzhen, such as Shuibei and Buxin, have been
showing a decreasing trend. At the same time, compared with the sluggish growth of traditional jewelry sales
model, the jewelry network retail business has a rapid growth with the help of E-commerce platform, so the whole
jewelry industry is facing the transformation and reformation. In the face of so severe external environment, under
the leadership of the board of directors, the company has been adhering to take the transformation and upgrading as
guiding principle and take the market-oriented reform as power, actively responding to the market changes,
intensifying the promotion of the company’s business transformation, focusing on the planning to develop the
e-commerce and financial service business of jewelry while gradually sorting out and adjusting the company’s
existing automotive aftermarket and leasing management and property service management of resources assets,
which has found a accurate entry point for the company to transform to the jewelry industry and laid a solid
foundation for the company to arrange the operations, e-commerce and financial services of jewelry market.
During the reporting period, the company has achieved the operating income of 158,490,000 yuan, a decrease of
70.2 million yuan and down 30.70% on a year-on-year basis, which was mainly because that the subsidiary Huari
Toyota Company’s automobile sales revenue has decreased by 81.6 million yuan and down 51.14% on a
year-on-year basis under the influence of the car purchase policy in Shenzhen. The renter income has increased by
8.55 million yuan, up 30.38% on a year-on-year basis by re-adjusting the rental price system and raising the unit
rental price reasonably.The company’s operating costs were 116,940,000 yuan, down 40.12% on a year-on-year
basis. The costs were 30,830,000 yuan, a decrease of 2.6 million yuan and down 7.78% on a year-on-year basis.
The company has achieved total profits of 8.51 million yuan, an increase of 2.98 million yuan and up 53.89% on a
year-on-year basis. The company has gained the net profits vesting in the parent company of 7.65 million yuan, an
深圳市特力(集团)股份有限公司 2015 年半年度报告全文
increase of 2.13 million yuan and up 38.59% on a year-on-year basis. The net profits assigned to the shareholders
of listed company after deducting the non-recurring profits and losses were 7.51 million yuan, an increase of 2.16
million yuan on a year-on-year basis. Under the influence of the unfavorable factor ,such as the car purchase
policy in Shenzhen, the significant decrease in automobile sales revenue, the declining investment revenue in
holding subsidiary companies,The company makes the operating costs depressed more than that in the operating
income and the profits sharply increased on a year-on-year basis by enhancing the management of leasing
resource assets, improving control efforts of auto operating costs, innovating management, optimizing workforce
structure,reducing costs in business, boosting revenue of the raising capital and so on.
(II) The implementation of main work
1.On the major project construction
The main construction of Tellus Shuibei Jewelry Building project which is built by the Company’s subsidiary
Zhongtian Company has been completed and capped in May, 2015, the project is under construction as planned
now, and it is expected to be completed by the end of 2015 and put into use in June, 2016. The main construction
of Shuibei Gold Plaza project which is built by the joint venture Shenzhen Tellus Gimeng Investment Co., Ltd.
has been completed and capped in November, 2014, the project is expected to be completed before the end of
2015 and put into use in the first quarter of 2016.The main construction of Xinglong Gold Jewelry Building
project (the original name is Shenzhen Shuibei Xinglong R&D Center Building) which is built by the joint stock
company Shenzhen Xinglong Machinery Co., Ltd. has been completed and capped in November, 2014, the project
is expected to be completed before the end of 2015 and put into use in the first quarter of 2016.
2. On the business transformation
(1) The jewelry market operation: during the reporting period, the company has launched a market investigation
and pre-work for attracting investments, and formed the investment attraction plan on the basis of registration data
of investment intention.
(2)The e-commerce business: Via the market research and analysis, the company has preliminarily positioned the
e-commerce business by cooperating with the e-commerce enterprises or merging and absorbing the excellent and
mature e-commerce enterprises, made use of the advantages of the e-commerce enterprises in e-commerce field
and big data analysis, replied on the company’s properties at Shuibei jewelry accumulation area and scale
advantages of jewelry professional wholesale market that shall be brought by the transformation and operation of
properties, and made the virtual platform side and physical platform side to complement each other's advantages
so as to create a Test Rite jewelry e-commerce platform mainly in the form of B2B e-commerce and complete the
company’s preliminary layout at e-commerce platform.
(3)The financial service
