国药集团一致药业股份有限公司 2014年第三季度报告全文China National Accord Medicines Corporation Ltd.
The Third Quarterly Report for 2014
October 2014国药集团一致药业股份有限公司 2014年第三季度报告全文Section I. Important Notice
Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of China National
Accord Medicines Corporation 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 present the meeting of the Board for deliberating the Third Quarter Report of the Company in
person.
Yan Zhigang, person in charge of the Company, head of the accounting works Wei Pingxiao and Zhou Feifei,
accounting body principals (accountant in charge) hereby confirm that the Financial Report of the Third Quarterly
Report is authentic, accurate and complete.
国药集团一致药业股份有限公司 2014年第三季度报告全文Section II. Main accounting data and changes of shareholders
I. Main accounting data and index
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Current period-end Period-end of last year Increase/decrease
Total assets(RMB) 12,966,919,771.22 11,057,896,941.31 17.26%
Net assets attributable to
shareholders of listed company
(RMB)
4,567,637,308.84 2,244,757,658.03 103.48%
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) 6,281,963,971.53 13.30% 17,894,606,405.81 14.15%
Net profit attributable to
shareholders of the listed company
(RMB)
158,726,925.31 16.81% 505,688,779.43 27.48%
Net profit attributable to
shareholders of the listed company
after deducting non-recurring
gains and losses(RMB)
151,673,633.73 17.05% 475,947,603.34 22.11%
Net cash flow arising from
operating activities(RMB)
--589,344,250.11 -340.73%
Basic earnings per share
(RMB/Share)
0.438 -7.20% 1.497 8.71%
Diluted earnings per share
(RMB/Share)
0.438 -7.20% 1.497 8.71%
Weighted average ROE 3.54%-3.08% 13.49%-6.90%
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 412,515.69
国药集团一致药业股份有限公司 2014年第三季度报告全文write-off that accrued for impairment of assets)
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)
20,223,451.02
The enterprise supporting fund
RMB 7.97 million allocated from
Nanning Economic and
Technological Development
Zone, the deferred income
recognized due to compensation
for removal project was
amortized RMB 2.02 million in
the Period; special subsidy RMB
2.28 million from Shenzhen
High-tech industries; patent
subsidy RMB 1.66 million from
Development & Finance Bureau
of Longhua New District of
Shenzhen; the deferred income
recognized for special supporting
fund of new-type Cephalosporin
project lab was amortized RMB
1.1 million in the Period;
cultivation subsidy of strategy
emerging industry brand RMB 1
million etc.
Reversal of impairment reserve for account receivable with
separate impairment testing
2,882,594.76
Other non-operating income and expenditure except for the
aforementioned items
14,690,120.52
Mainly refers to the RMB 11.86
million compensation of Chebei
lawsuit that accrued last year was
released according to the latest
lawsuit results
Less: impact on income tax 8,439,384.53
Impact on minority shareholders’ equity (post-tax) 28,121.37
Total 29,741,176.09 --
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.
国药集团一致药业股份有限公司 2014年第三季度报告全文II. Statement of the total shareholders and shares-held of top ten shareholders at end of the
Period
1. Statement of the total common shareholders and shares-held of top ten common
shareholders at end of the Period
In Share
Total common shareholders at
period-end
10,970
Shares-held of top ten common 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
Sinopharm Group
Co., Ltd.
Domestic non
state-owned
corporate
51.00% 184,942,291 74,482,543
National Council
for Social Security
Fund – 116
Domestic non
state-owned
corporate
2.51% 9,110,015
National Council
for Social Security
Fund – 106
Domestic non
state-owned
corporate
2.01% 7,298,555
HTHK/CMG
FSGUFP-CMG
FIRST STATE
CHINA GROWTH
FD
Overseas
corporate
1.94% 7,032,720
BOC-Harvest
research selected
stock securities
investment fund
Domestic non
state-owned
corporate
1.26% 4,551,404
ICBC—Harvest
Strategy Growth
Mix Stock Fund
Domestic non
state-owned
corporate
1.23% 4,451,985
CCB – China AMC
Advantage Growth
Stock Investment
Fund
Domestic non
state-owned
corporate
1.10% 4,005,289
VALUE
PARTNERS
CLASSIC FUND
Overseas
corporate
1.05% 3,791,661
国药集团一致药业股份有限公司 2014年第三季度报告全文ICBC—Harvest
Theme New Power
stock securities
investment fund
Domestic non
state-owned
corporate
1.01% 3,653,161
Fenghe Value
Securities
Investment Funds
Domestic non
state-owned
corporate
0.94% 3,393,162
Particular about top ten common shareholders with un-restrict shares held
Shareholders Amount of un-restrict common shares held
Type of shares
Type Amount
Sinopharm Group Co., Ltd. 110,459,748
RMB ordinary
shares
110,459,748
National Council for Social Security
Fund – 116
9,110,015
RMB ordinary
shares
9,110,015
National Council for Social Security
Fund – 106
7,298,555
RMB ordinary
shares
7,298,555
HTHK/CMG FSGUFP-CMG FIRST
STATE CHINA GROWTH FD
7,032,720
Domestically
listed foreign
shares
7,032,720
BOC-Harvest research selected stock
securities investment fund
4,551,404
RMB ordinary
shares
4,551,404
ICBC—Harvest Strategy Growth Mix
Stock Fund
4,451,985
RMB ordinary
shares
4,451,985
CCB – China AMC Advantage
Growth Stock Investment Fund
4,005,289
RMB ordinary
shares
4,005,289
VALUE PARTNERS CLASSIC
FUND
3,791,661
Domestically
listed foreign
shares
3,791,661
ICBC—Harvest Theme New Power
stock securities investment fund
3,653,161
RMB ordinary
shares
3,653,161
Fenghe Value Securities Investment
Funds
3,393,162
RMB ordinary
shares
3,393,162
Explanation on associated
relationship among the aforesaid
shareholders
BOC-Harvest research selected stock securities investment fund, BOC-Harvest research
selected stock securities investment fund and ICBC—Harvest Theme New Power stock
securities investment fund shares the same administrator as Harvest Fund Management Co.,
Ltd.; VALUE PARTNERS CLASSIC FUND, one of the top ten shareholders, is one of the
VALUE PARTNERS; it is unknown that there exists no associated relationship or belongs to
the consistent actionist among the other tradable shareholders regulated by the Management
Measure of Information Disclosure on Change of Shareholding for Listed Companies.
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
国药集团一致药业股份有限公司 2014年第三季度报告全文dealing in reporting period
□ Yes √ No
The shareholders of the Company have no buy-back agreement dealing in reporting period.
2. Total of shareholders with preferred stock held and the top ten shareholdings in Period-end
□Applicable √Not applicable
国药集团一致药业股份有限公司 2014年第三季度报告全文Section III. Important events
I. Particular about major changes from items of main accounting statements and financial
indexes as well as reasons
√ Applicable □Not applicable
I. Impacts of implementation of new Accounting Standard for Business Enterprises No.9 – Employee Compensation on
financial status and operation results of the Company
1. In light of the revised Accounting Standard for Business Enterprises No.9 – Employee Compensation, being assessed, apart from
the inner retired spending plan represented in financial statement of the Company currently, the after-service allowance and medical
benefit given to service workers and retirees are on the “defined benefit plans” domain of revised Accounting Standard for Business
Enterprises No.9 – Employee Compensation, therefore, payment plan for such part shall be measure accurately, relevant obligation
shall be recognized and reckoned into current gains/losses during the period of an employee providing services to the enterprise. The
Company adjusted the above mentioned after-service allowance for year of 2014 (listed with RMB/CNY) subject to the requirement
of the standards:
(1) Retroactive treatment on financial statement dated 1 January 2014: increasing RMB 60.42 million in payroll payable (the
long-term employee benefits listed in “other non-current liability” in line with the new standards); reducing RMB 1.48 million in
other comprehensive income; reducing retained profit RMB 45.98 million; minority interest decreased RMB 500,000 and increasing
RMB 12.45 million in deferred income tax assets.
(2) Adjustment for gains/losses of financial statement of 3Q for year of 2014: increase amount of RMB 1.52 million in financial
expenses, increase amount of RMB 1.26 million in management expenses, decreasing RMB 530,000 for income tax expense and
decreasing RMB 4,000 for minority interest income.
（3）According to the “Article 31: information disclosed in comparative financial statement before the Standards come into play are
inconsistent with the requirement of the Standards, enterprise do not need to adjusted in accordance with the provisions of this
Standards” in revised Accounting Standard for Business Enterprises No.9 – Employee Compensation, the financial statement of 2013
and 3Q of 2013 no need of adjustment therefore.
2. Material actuarial assumption that defined benefit plans obligation depends on
Data of defined benefit plans calculated based on the follow assumptions: discount rate 4.25%, wages growth rate 2.5%, pension
growth rate 5% and the mortality rate refers to the average estimate life for people in mainland China.
3. Influenced by change of Employee Compensation
Payroll payable dated 1 January 2014 Interest attributable to shareholder of parent company
dated 1 January 2014
60,419,000.00 -47,466,075.00
Enterprise China National Accord Medicines Corporation
Ltd.
Corporate Yan Zhigang
Dated 25 October 2014
国药集团一致药业股份有限公司 2014年第三季度报告全文II. Particular about major changes from items of main accounting statements and financial indexes as well as reasons
1. Account paid in advance: has 53.82% rate of increase, mainly because account for merchandise purchase paid in advance
increased in the Period;
2. Other current assets: has 115.80% rate of increase, mainly due to the VAT retained increased in Period;
3. Construction in progress: has 95.49% rate of increase, mainly because investment for Pingshan Base project etc. increased in
Period;
4. Deferred income tax assets: has 39.62% rate of increase, mainly due to the temporary differences of income tax that arising from
payroll payable adjustment and withholding selling expenses etc. in line with requirement of Accounting Standard for Business
Enterprises No.9 – Employee Compensation in Period;
5. Other non-current assets: has 43.31% rate of increase, mainly because investment for Pingshan Base project etc. increased, amount
paid in advance for construction and equipment increased over that of period-begin;
6. Short-term loans: has -46.25% rate of increase, mainly because the capital increment of targeted placement received, and part of
short-term loans are paid in the Period;
7. Other current liability: has -100% rate of increase, mainly because the lawsuit compensation for Chebei project in final decision
decreased;
8. Long-term loans: has 100% rate of increase, mainly because long-term loans from China National Pharmaceutical Finance
Company and outer banks increased in Period;
9. Special accounts payable: has -69.98% rate of increase, mainly because the enterprise technology center project supporting by
government special subsidy is completed in the Period, the original amount reckoned in special account payable is transfer into
capital reserve;
10. Other non-current liability: has 34.76% rate of increase, mainly because in line with new Accounting Standard for Business
Enterprises No.9 – Employee Compensation, long-term payable employee benefits are increased in Period;
11. Capital reserve: has 32313.5% rate of increase, mainly due to the share premium arising from targeted placement in the Period
while there was no such business occurred at end of last year;
12. Other comprehensive income(Balance sheet and profit statement): has -100% rate of increase, mainly due to the adjustment on
changes in actuarial loss in line with the new Accounting Standard for Business Enterprises No.9 – Employee Compensation in
Period;
13. Losses of devaluation of asset: has -49.77% rate of increase, mainly because accrual for bad debt and inventory falling price
reserves declined y-o-y in the Period;
14. Non-operating expense: has -93.09% rate of increase, mainly because lawsuit compensation for Chebei project was accrual at
same period of last year while no such business occurred in the Period;
15. Losses from disposal of non-current assets: has 78.49% rate of increase,, mainly because losses from disposal of fix assets in the
Period increased y-o-y;
16. Other cash received with operation activities concerned: has 41.07% rate of increase, mainly because government subsidy
obtained in the Period increased y-o-y;
17. Net cash flow arising from operating activities: has -340.73% rate of increase, mainly because payment for procurement and vary
taxes expenses paid in the Period increased y-o-y;
18. Net cash received from disposal of fixed assets, intangible assets and other long-term assets: decreased RMB 1.77 million on a
y-o-y basis with -58.50% rate growths, mainly because income from disposal of fixed assets declined y-o-y in the Period;
19. Cash paid for purchasing fixed assets, intangible assets and other long-term assets: has 222.78% rate of increase, mainly because
investments for Pingshan Base project etc. increased in Period;
20. Net cash paid for obtaining subsidiary and other operation units: has 983.61% rate of increase, mainly because the amounts of
国药集团一致药业股份有限公司 2014年第三季度报告全文equity are paid for enterprise acquisition in the Period;
21. Net cash flow arising from investing activities: has -393.86% rate of increase, mainly because investments for Pingshan Base
project etc. increased in Period;
22. Cash received from absorbing investment: has 100% rate of increase, mainly because the capital increment of targeted placement
received in the Period while no such business occurred at same period of last year;
23. Cash received from loans: has -70.88% rate of increase, mainly because loans from outside decreased for implementation of
targeted placement in the Period;
24. Other cash received with financing activities concerned: has -91.96% rate of increase, mainly because entrust loans received in
the Period decreased on a y-o-y basis;
25. Cash paid for settling debts: has 66.67% rate of increase, mainly because parts of the loans are paid by the capital increment of
targeted placement received in the Period;
26. Other cash paid concerning financing activities: has -87.73% rate of increase, mainly because the supplying chain financing paid
in the Period decreased y-o-y;
27. Net cash flow arising from financing activities: has 392.39% rate of increase, mainly because the capital increment of targeted
placement received in the Period while no such business occurred at same period of last year;
28. Influence on cash and cash equivalents due to fluctuation in exchange rate: has 188.83% rate of increase, mainly because foreign
currency holding increased;
29. Net increase of cash and cash equivalents: has 69.18% rate of increase, mainly impact by the capital increment of targeted
placement received in the Period.
II. Progress and influence of the main events as well as solution analysis specification
√ Applicable □Not applicable
The Company has 11,481 stock odd lots (11,200 of A-shares and 281 B-shares) arising from implementation of interest distribution,
and the shares are record in specific account of Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.(“CSDC” for
short). In order to solved the stock odd lots left over by history, in line with the requirement from CSRC, the Company entered into
the agreement of Listed Companies Trust Sales of Odd Lots to Shenzhen Branch of China Securities Depository and Clearing Co.,
Ltd. in July 2014. And earns net income of RMB 552,750.15 from selling the A-share in August 2014 and HK$ 10,876.76 from
selling the B-share
III. Commitments made by the Company or shareholders holding above 5% shares of the
Company in reporting period or made in previous period and extending to reporting period
√ Applicable □Not applicable
Commitments Accepter Contents
Commitment time
Commitment
period
Implementation
Share Merger
Reform
Commitments in
report of
acquisition or
equity change
Sinopharm
Holding
As a large pharmaceutical commercial enterprise whose
business involves pharmaceutical wholesale and retail,
Sinopharm Holding may overlap with the Company in
geographical segmentation during its future business
development. To avoid the potential peer competition brought
2005-06-2Long-term
effective
Normally
implement
国药集团一致药业股份有限公司 2014年第三季度报告全文by such geographical overlap, Sinopharm Holding undertakes
that, upon the transfer of shares of Sinopharm Holding
Guangzhou it held to Accord Pharma,“1. it will not
newly-establish or broaden within G
