Stock code: 000488, 200488 Stock abbreviation: Chenming Paper Chenming B Announcement No.:2022-014
2021 Annual Report Summary ofShandong Chenming Paper Holdings LimitedI. IMPORTANT NOTICEThis annual report summary is extracted from the text of the annual report. For the full understanding of the operating results,financial position and plan for further development, investors should carefully read the text of the annual report published on themedia as designated by the CSRC.All directors have attended the board meeting to review this annual report in person.Notice of non-standard auditor’s opinion
□ Applicable √ Not applicable
A proposed profit distribution plan on ordinary shares or a proposed plan on conversion of capital reserves into share capital for thereporting period was considered and passed by the Board
□ Applicable √ Not applicable
The Company proposes not to distribute cash dividend, issue bonus share, or capitalise from capital reservesA proposed profit distribution plan on preference shares for the reporting period was considered and approved by the Board
□ Applicable √ Not applicable
II. BASIC INFORMATION ABOUT THE COMPANY
1. Company profile
| Stock abbreviation | 晨鸣纸业 | Stock code | 000488 |
| 晨鸣B | 200488 | ||
| Stock exchange on which the shares are listed | Shenzhen Stock Exchange | ||
| Stock abbreviation | CHENMING PAPER | Stock code | 01812 |
| Stock exchange on which the shares are listed | The Stock Exchange of Hong Kong Limited | ||
| Contact persons and contact methods | Secretary to the Board | Hong Kong Company Secretary | |
| Name | Yuan Xikun | Chu Hon Leung | |
| Correspondence address | No. 2199 East Nongsheng Road, Shouguang City, Shandong Province | 22nd Floor, World Wide House, Central, Hong Kong | |
| Facsimile | 0536-2158977 | 00852-25010028 | |
| Telephone | 0536-2158008 | 00852-21629600 | |
| Email address | chenmmingpaper@163.com | liamchu@li-partners.com | |
2. Overview of principle activities or products during the reporting period
The Company is a large modern conglomerate principally engaged in pulp production and paper making. Its key indicators inrespect of business and economic efficiency have been in a leading position in the industry in China for over 20 consecutive years.The Company has been on the Fortune 500 China list for 12 years. During the reporting period, the machine-made paper business isthe major source of revenue and profit of the Company, and there was no significant change in the principal activities of theCompany.
1. Business overview
Taking “revitalising the Chinese papermaking industry” as its mission, the Company has been adhering to the general keynoteof green, low-carbon, recycling and sustainable development, and committing itself to implementing a pulp and paper integrationstrategy. At present, the Company has 6 production bases in Shandong, Guangdong, Hubei, Jiangxi, Jilin and other places, withannual pulp and paper production capacity of more than 11 million tonnes. It is one of the domestic paper making enterprises that
achieves a balance between paper making and pulp production capacity.
During the reporting period, in the face of the complex domestic and international market economic environment and variouschallenges against the backdrop of normalisation of epidemic prevention and control, all cadres and employees of the Companypulled together to address the difficulties, improve efficiency, reduce costs, ensure the steady progress of the Company‘s productionand operation, and continuously improve the operating quality and profitability of the Company. In 2021, the Company completedthe production of machine-made paper of 5.50 million tonnes and achieved sales of 5.45 million tonnes, representing a year-on-yeardecrease of 4.74% and 2.73%, respectively. The Company realised revenue of RMB33,020 million, representing a year-on-yearincrease of 7.43%. Total profit and net profit attributable to equity holders of the Company were RMB2,306 million and RMB2,066million respectively, up by 6.16% and 20.65% year on year.
2. Products
As a leading player in the papermaking industry of China, the Company adopts the market-oriented approach, attaches greatimportance to technology research and development and brand benefits, and boasts the largest and most advanced pulping andpapermaking production lines in the world, with machine-made paper products covering more than 200 types in seven series,including cultural paper, coated paper, white cardboard, copy paper, industrial paper, special paper, and household paper. TheCompany owns “BIYUNTIAN”, “GOLDEN MINGYANG”, “CHENMING CLOUDY MIRROR”, “CHENMING CLOUDLYLION”, “CHENMING SNOW SHARK”, “CHENMING EAGLE”, “CHENMING GONGHAO”, “XINGZHILIAN” and otherfamous brands, with each major product ranking among the highest in terms of market share in China.
| Category | Major brands and types | Major production companies | Range of application |
| Cultural paper series | 1. “BIYUNTIAN”, “CLOUDY MIRROR”, “CLOUDY LEOPARD” and “YUNJIN” all-wood pulp offset paper and electrostatic base paper 2. “CLOUDY LION” and “CLOUDY CRANE” original white offset paper 3. “CLOUDY PINE” and “GREEN PINE” light weight paper 4. Blueprint paper, colour offset paper, pure texture paper, non-fluorescent offset paper, PE offset paper 5. Beige and high white book paper 6. Light weight coated paper | Shouguang Headquarters Zhanjiang Chenming Wuhan Chenming Jilin Chenming | Printing publications, textbooks, magazines, covers, illustrations, notebooks, test papers, teaching materials, reference books, etc. |
| Coated paper series | 1. “SNOW SHARK” and “EAGLE” one-sided coated paper 2. “SNOW SHARK”, “EAGLE” and “RABBIT” double-sided coated paper 3. “EAGLE” and “RABBIT” matte coated paper | Shouguang Headquarters Shouguang Meilun | Double-sided coated paper is suitable for high quality printing, such as high-grade picture albums, picture, magazines and so on, promotional materials such as interior pages of high-end books, wall calendars, posters and so on, and suitable for suitable for high-speed sheet printing and high-speed rotary printing; One-sided coated paper is suitable for upscale tobacco package paper, adhesive sticker, shopping bags, slipcases, envelopes, gift wrapping and so on, and suitable for large format printing and commercial printing. |
| White cardboard series | 1. White cardboard of “LIYA” series, white cardboard and ivory cardboard of “LIPIN” and “POPLAR” series, high bulk cardboard and ivory cardboard of “LIZZY” and “BAIYU” series, and super high bulk cardboard of “LIYING” and “BAIYU” series 2. Food package board of “LIYA” and “LIZZY” series 3. Coated cattle card and LIYA book card 4. Playcard paper board 5. Chenming cigarette cardboard | Shouguang Headquarters Jiangxi Chenming Zhanjiang Chenming | High-end gift boxes, cosmetics boxes, tags, shopping bags, publicity pamphlets, high-end postcards; cigarette package printing of medium and high quality; milk package, beverage package, disposable paper cups, milk tea cups, and noodle bowls. |
| Copy paper series | “GOLDEN MINGYANG” and “GOLDEN CHENMING” copy paper, “BOYA” and “BIYUNTIAN” copy paper, “MINGYANG”, “LUCKY CLOUDS”, “BOYANG” and “SHANYIN” copy paper, and “GONGHAO” and “TIANJIAN” copy paper | Shouguang Meilun Zhanjiang Chenming | Printing and copying business documents, training materials, and writing. |
| Industrial paper series | High-grade yellow anti-sticking base paper, ordinary yellow/white anti-sticking base paper and PE paper | Shouguang Headquarters Wuhan Chenming Jiangxi Chenming Zhanjiang Chenming | Anti-stick base paper is mainly used for producing the paper base of stripping paper or anti-sticking base paper; Cast coated base paper is suitable for producing adhesive paper or playcard compound paper after coating. |
| Special paper series | Thermal paper and glassine paper | Shouguang Art Paper Wuhan Chenming | High-grade adhesive backing paper for electronics, medicine, food, washing supplies, supermarket labels, double-sided tapes, etc. |
| Household paper series | Toilet paper, facial tissue, pocket tissue, napkin, paper towels and “XINGZHILIAN” | Shouguang Meilun Wuhan Chenming | Daily toilet supplies; used in restaurants and other catering industries, and used in public toilets in hotels, guesthouses, and office buildings, and also suitable for home and other environment. |
3. Operation model
(1) Purchase model
The Company has established a supply chain management centre which adopts a supply chain management model of“centralised procurement by the Group, source as the first priority, hierarchical separation and one-vote veto”. Through continuousimprovement of the procurement information system, the Company has fully realised machine control management, and optimisedthe authorisation approval process, effectively standardising the procurement management system. Based on the needs of productionbases, the Group integrates the resources of related parties and implements centralised procurement. The Company seeks sources andhigh-quality suppliers through industry exhibitions, on-site inspections and competitive factory research to strengthen procurement atsource and reduce procurement costs; and introduces a supplier competition mechanism by establishing a three-level joint reviewmechanism for suppliers and implementing a system of eliminating substandard suppliers, so as to improve supply quality.Meanwhile, the Company actively cooperates with financial institutions and third parties in the supply chain financial business, andfully utilises the funds from contributing parties to lower procurement costs, deepen strategic cooperation and enhance supply chaincompetitiveness.
(2) Production model
The Company has committed itself to implementing a pulp and paper integration strategy. Adhering to the concept of “placinggreen development and environmental protection as its priority”, the Company has actively promoted clean production andvigorously carried out energy conservation and emission reduction, aiming to be a resource-saving and environmentally friendlymodel enterprise. It is innovating an integrated use of resources and a circular industrial development mode, and an “ecological chain”featuring resources, products and recycled resources has been established. As for production process, the Company takes plannedmanagement as the focus and implements a hierarchical planned management model for the Group, the Company, factories andworkshops. Its production volume is determined based on the sales, its production is arranged scientifically, and its inventories areunder strict control. The Group has set up a production scheduling centre to monitor the operation of the production lines of eachsubsidiary around the clock on a real-time basis, so as to ensure normal production. It has actively built and promoted the MESmanagement system, and realised the timely information transfer between the management and the production control unit throughbridging the gap between the ERP and DCS systems.
(3) Marketing model
The Company has always adhered to the marketing concept of “Good faith, Win-Win and Sharing” while wholeheartedlyserving its customers. The Company has a relatively mature sales network, and has set up specialised sales companies responsible forthe development of domestic and overseas markets, product sales, and formulation of sales policies. The sales companies’management systems are divided into product lines, product companies, management areas, and branches to achieve matrixmanagement. The sales companies are divided into product companies of cultural paper series, coated paper series, white cardboardseries, electrostatic paper series, special paper series and household paper series according to product line. Each product company hasits administrative district. A regional general manager is responsible for his/her administrative district, under which branchcompanies are set up. The chief representatives of the branch companies have full authority to deal with branch business.
The Company has implemented a three-level scheduling mechanism. Branch companies, administrative districts, and salescompanies schedule task indicators daily to ensure the effective implementation of the plans. It sticks to a “four-level visitmechanism” to gain deep market insights and meet customer needs. Meanwhile, by leveraging its comprehensive informationsystems, the Company has realised It-based management. It has also established and improved the complaint handling system andcustomer satisfaction system to enhance the Company’s marketing management level.
(4) R&D Mode
The Company is market-oriented, and innovation is it driving force. It highly values technological R&D, and has formed avariety of R&D modes such as independent R&D, technology introduction, and industry university-research cooperation. At present,the Company has a number of domestically leading innovative R&D platforms, including the national enterprise technology centre,the post-doctoral working station, the state certified CNAS pulp and paper testing centre, Shandong Pulp and Paper MakingEngineering Lab and the Guangdong Pulp and Paper Production Technology Research Centre, which have enhanced its independentinnovation capabilities. Meanwhile, on the basis of introducing internationally advanced pulp and paper production lines and
advanced technologies, the Company has made technological improvements and re-innovations, and established new standards forprocesses and product quality, forming distinctive core technologies. The Company also works hard on the following aspects:
carrying out academic research with colleges and universities and R&D institutions such as Qilu University of Technology, QingdaoUniversity of Science and Technology, Tianjin University of Science and Technology, and Institute of Chemical Industry of ForestProducts of the Chinese Academy of Forestry, introducing, digesting and absorbing scientific research and innovation achievements,accelerating the industrialisation of new and high technologies, optimising product mix, and improving the competitiveness of itsproducts in the market.
4. The position of the company in the industry during the reporting period
2021 was the first year for China to build a new development pattern. In the face of multiple challenges such as the complicatedand severe international environment and sporadic and repeated local pandemic outbreaks, all regions and departments strictlyimplemented the decisions and arrangements made by the CPC Central Committee and the State Council, scientifically coordinatedpandemic prevention and control and economic and social development. China’s economy experienced sustained and stablerecovery, and made new achievements in high-quality development, marking a good start for the 14th Five-Year Plan. As animportant basic raw material industry closely related to the national economy and social development, the paper making industry, inthe first half of 2021, improved its returns significantly due to the boost of upstream raw material costs, the recovery of downstreamdemand and the paper product price rise. Although the overall prosperity of the paper making industry was frustrated and the profitgrowth rate declined since the third quarter, the paper making industry in general maintained steady growth during the reportingperiod. According to the data of the National Bureau of Statistics, the paper making and paper product industrial enterprises abovedesignated size realised total profit of RMB88.48 billion, representing a year-on-year increase of 6.9%.
Focusing on the principal business of pulp production and paper making, the Company has made a strategic layout in the wholeindustrial chain, and built three major product bases with Shouguang in the north, Huanggang in the middle and Zhanjiang in thesouth. It has become the first pulp and paper integration enterprise in China with basically balanced pulp and paper productioncapacity, and is ranked among the top 10 in the world in terms of paper and paperboard output, commanding a leading position in theindustry. The Company attaches great importance to technology research and development and product service quality, continuouslydevelops high-grade and high value-added products, leads the market direction, and becomes the enterprise with the largest and mostcomplete product varieties in the paper making industry, with a leading market share for its principal products in China. During thereporting period, the Company continuously promoted high-quality development, winning over 20 awards which reflected the highrecognition of the Company from all walks of life, including Top 500 Chinese Enterprises, Top 500 Manufacturers in the PRC,Fortune China 500, Top 10 Enterprises in the PRC Light Industry – Paper Sector, Shandong Province High-end Brand ContinuousCultivation Enterprise, Shandong Province Governor Quality Award Nomination Award, 2021 Shandong Province Science andTechnology Leading Enterprise , “Top Ten Enterprises” of Shandong Paper Association.
In the future, the Company will remain true to its original aspiration and forge ahead, continue to focus on its principal businessand strengthen the industry, and focus on the construction of Huanggang Chenming production base. It will give full play to the coreadvantages of its whole industrial chain layout, comprehensively improve the corporate management level and operation quality, andenhance the enterprise‘s ability to resist risks, so that the Company can achieve steady progress in economic benefits, havefar-reaching development, and strive to build a world-class enterprise group with global competitiveness, making greatercontributions to the development of the paper making industry!
3. Major accounting data and financial indicators
(1) Major accounting data and financial indicators of the last three years
Retrospective adjustment to or restatement of the accounting data for prior years by the Company
□Yes √No
Unit: RMB
| As at the end of 2021 | As at the end of 2020 | Increase/decrease as at the end of the year compared to the end of the prior year | As at the end of 2019 | |
| Total assets | 82,841,454,602.24 | 91,575,457,828.62 | -9.54% | 97,958,909,935.15 |
| Net assets attributable to shareholders of the Company | 19,089,778,227.64 | 24,276,968,789.00 | -21.37% | 25,169,743,863.75 |
| 2021 | 2020 | Increase/decrease for the year as compared to the prior year | 2019 | |
| Revenue | 33,019,812,294.14 | 30,736,517,996.90 | 7.43% | 30,395,434,073.35 |
| Net profit attributable to shareholders of the Company | 2,065,513,108.71 | 1,712,029,078.52 | 20.65% | 1,656,566,584.88 |
| Net profit after extraordinary gains or losses attributable to shareholders of the Company | 1,743,876,537.12 | 1,119,103,808.75 | 55.83% | 702,329,086.29 |
| Net cash flows from operating activities | 8,581,888,192.64 | 11,259,802,676.28 | -23.78% | 12,232,707,222.94 |
| Basic earnings per share (RMB per share) | 0.56 | 0.36 | 55.56% | 0.33 |
| Diluted earnings per share (RMB per share) | 0.56 | 0.36 | 55.56% | 0.33 |
| Rate of return on weighted average net assets | 9.60% | 5.84% | Increased by 3.76 percentage points | 5.57% |
Data specification: The net profit attributable to shareholders of the Company does not exclude the effect of the interest paymentdeferred and accumulated to subsequent periods for Perpetual Bonds under other equity instruments and the effect of the dividendson Preference Shares under other equity instruments that have been considered and approved for distribution. When calculatingfinancial indicators such as earnings per share and rate of return on weighted average net assets, the interest on Perpetual Bonds ofRMB89,700,000.00, the dividends on Preference Shares of RMB323,390,968.66 declared to be distributed and the cash dividends ofRMB14,202,450.00 attributable to the shareholders of restricted shares expected to be unlocked in the future among the dividendsdistributed during the reporting period are deducted.
(2) Key Major Accounting Data by Quarter
Unit: RMB
| Q1 | Q2 | Q3 | Q4 | |
| Revenue | 10,205,724,007.89 | 6,967,092,346.64 | 8,588,800,889.56 | 7,258,195,050.05 |
| Net profit attributable to shareholders of the Company | 1,179,076,577.84 | 842,018,839.70 | 161,233,847.41 | -116,816,156.24 |
| Net profit after extraordinary gains or losses attributable to shareholders of the Company | 1,165,076,739.34 | 799,641,441.36 | -9,419,328.18 | -211,422,315.40 |
| Net cash flows from operating activities | 3,386,890,222.27 | 1,360,295,299.67 | 2,479,120,720.53 | 1,355,581,950.17 |
Whether the above indicators or their aggregated amounts have any material difference with the respective amounts as disclosed inthe quarterly report or interim report
□ Yes √ No
4. Shareholders and shareholdings
(1) Table of the number of shareholders of ordinary shares and shareholders of preference shares withvoting rights restored and shareholding of top ten shareholders
Unit: Shares
| Total number of ordinary shareholders as at the end of the reporting period | 183,981, of which 161,495 were holders of A shares, 22,152 were holders of B shares and 334 were holders of H shares | Total number of ordinary shareholders as at the end of the month prior to the publication date of this annual report | 175,747, of which 153,135 were holders of A shares, 22,279 were holders of B shares and 333 were holders of H shares | Total number of holders of Preference Shares with restored voting right as at the end of the reporting period (if any) (Note VIII) | 0 | Total number of holders of Preference Shares with restored voting right as at the end of the month prior to the disclosure date of the annual report (if any) (Note VIII) | 0 | |
| Shareholdings of shareholders interested in more than 5% of the shares of the Company or Top 10 shareholders | ||||||||
| Name of shareholders | Nature of shareholders | Percentage of shareholding | Number of shares held at the end of the reporting period | Number of restricted shares held | Share pledged or locked-up | |||
| Status of shares | Number | |||||||
| CHENMING HOLDINGS COMPANY LIMITED | State-owned legal person | 15.32% | 457,322,919 | 0 | Pledged | 255,150,000 | ||
| HKSCC NOMINEES LIMITED | Overseas legal person | 12.52% | 373,506,375 | 0 | ||||
| CHENMING HOLDINGS (HONG KONG) LIMITED | Overseas legal person | 12.20% | 364,131,563 | 0 | ||||
| Chen Hongguo | Domestic natural person | 1.04% | 31,080,044 | 23,310,033 | ||||
| SHANDONG SUN HOLDINGS GROUP CO., LTD. | Domestic non-state-owned legal person | 0.55% | 16,387,817 | 0 | ||||
| VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND | Overseas legal person | 0.50% | 14,771,945 | 0 | ||||
| HONG KONG SECURITIES CLEARING COMPANY LIMITED | Overseas legal person | 0.47% | 14,060,971 | 0 | ||||
| VANGUARD EMERGING MARKETS STOCK INDEX FUND | Overseas legal person | 0.47% | 14,013,646 | 0 | ||||
| GOLDMAN SACHS INTL | Overseas legal | 0.39% | 11,687,819 | 0 | ||||
| person | ||||||
| MORGAN STANLEY & CO. INTERNATIONAL PLC | Overseas legal person | 0.37% | 11,041,883 | 0 | ||
| Related party relationship or acting in concert among the above shareholders | A shareholder, Chenming Holdings (Hong Kong) Limited, which is an overseas legal person, is a wholly-owned subsidiary of a shareholder, Chenming Holdings Company Limited, which is a state-owned legal person; A shareholder, Chen Hongguo, is the legal representative, chairman and general manager of Chenming Holdings Company Limited. Save for the above, it is not aware that any other shareholders of tradable shares are persons acting in concert. It is also not aware that any other shareholders of tradable shares are related to each other. | |||||
| Securities margin trading of top ten ordinary Shareholders (if any) (Note IV) | Chenming Holdings Company Limited held 457,322,919 RMB ordinary shares, of which 368,522,919 shares were held through ordinary account and 88,800,000 shares were held through credit guarantee security account. SHANDONG SUN HOLDINGS GROUP CO., LTD. held 16,387,817RMB ordinary shares, of which no share was held through ordinary account and 16,387,817shares were held through credit guarantee security account. | |||||
(2) Table of the total number of shareholders of preference shares of the Company and shareholding of topten shareholders of preference shares
□ Applicable √ Not applicable
The Company had no preference shareholder holdings during the reporting period.
(3) Chart illustrating the relationship between the Company and the beneficial controller
5. Situation of bonds in existence on the date of approval of the annual report
√Applicable □Not applicable
（1）Basic information on the Bond
| Name of bond | Bond abbreviation | Bond code | Issue date | Maturity date | Outstanding amount of the bonds(0’000) | Interest rate |
| The public issuance of the Corporate Bonds of Shandong Chenming Paper | 18 Chenming Bond 01 | 112641 | 29 March 2018 | 2 April 2023 | 35,000 | 7.60% |
| Holdings Limited to qualified investors in 2018 (phase I) | |
| Payment of interest on corporate bonds during the reporting period | During the reporting period, the Company implemented the resale of the corporate bonds “17 Chenming Bond 01” in accordance with the Prospectus and completed the payment of principal and interest and delisting of “17 Chenming Bond 01” on 23 August 2021. For details, please refer to the Announcement on Payment of 2021 Interest with respect to the First Tranche of Corporate Bonds Publicly Issued to Qualified Investors in 2017 and Announcement on “17 Chenming Bond 01” Resale Result and Delisting disclosed on 19 August 2021. The Company completed the interest payment of “18 Chenming Bond 01” on 2 April 2021. For details, please refer to the Announcement on Payment of 2021 Interest with Respect to the First Tranche of Corporate Bonds Publicly Issued to Qualified Investors in 2018 disclosed on 31 March 2021. |
(2) Latest track rating of and rating movements in bond
On 25 May 2021, China Chengxin International Credit Rating Co., Ltd. (China Chengxin International) issued the “Follow-upRating Report” (2021) with Respect to the First Tranche of Corporate Bonds Publicly Issued to Qualified Investors in 2017”. Thecredit rating of the company’s “17 Chenming Bond 01” is AA+, and the main credit rating of the company is AA+, and the ratingoutlook is negative. For details, please refer to the company’s announcement dated 26 May 2021 on Juchao Information Network.
On 25 May 2021, China Chengxin International issued the “Follow-up Rating Report” (2021) with Respect to the First Trancheof Corporate Bonds Publicly Issued to Qualified Investors in 2018”, which assessed the Company’s “18 Chenming Bond 01” creditrating as AA+. The main credit rating of the Company is AA+, and the rating outlook is negative. For details, please refer to theannouncement of the Company 26 May 2021 on Juchao Information Network.
There were no adjustments to the Company's credit rating results during the reporting period.
(3) Major accounting data and financial indicators of the Company over the past two years as at the end ofthe reporting period
Unit: RMB0’000
| Item | As at the end of the reporting period | As at the end of the prior year | Increase/decrease as at the end of the reporting period as compared to the end of the prior year |
| Current ratio | 65.05% | 70.29% | -5.24% |
| Gearing ratio | 72.78% | 71.83% | 0.95% |
| Quick ratio | 54.59% | 60.23% | -5.64% |
| Net profit after extraordinary gains or losses | 174,387.65 | 111,910.38 | 55.83% |
| Proportion of EBITDA to total debts | 13.43% | 12.22% | 1.21% |
| Interest coverage ratio | 2.12 | 1.96 | 8.16% |
| Cash interest coverage ratio | 4.45 | 4.71 | -5.52% |
| EBITDA interest coverage ratio | 3.32 | 3.02 | 9.93% |
| Loans payment ratio | 100.00% | 100.00% | 0.00% |
| Interest payment ratio | 100.00% | 100.00% | 0.00% |
Note: EBITDA=Total profit+interest expenses-interest income+depreciation of fixed assets+amortisation of investmentproperty+amortisation of intangible assets+amortisation of long-term prepaid expensesIII. Other matters of significance
1. Change of listing venue of the domestic listed foreign shares and their listing and trading on the Main Board of theStock Exchange of Hong Kong Limited by conversion (B-to-H Conversion)
On 29 January 2021 and 9 March 2021, the Company held the seventeenth extraordinary meeting of the ninth session of theBoard and the 2021 first extraordinary general meeting, the 2021 first class meeting for holders of domestic-listed shares, and the2021 first class meeting for holders of overseas-listed shares. Proposal on the Domestic Listed Foreign Shares of the CompanyChanging Listing Venue to be Listed and Traded on the Main Board of the Stock Exchange of Hong Kong Limited by Way ofConversion and related matters were considered and approved.
On 29 June 2021, the Company received the CSRC Acceptance Notice of the Application for Administrative Permission issued
by the China Securities Regulatory Commission, stating that it had decided to accept the administrative license application.
On 6 August 2021, the Company disclosed the Announcement of 2020 Dividend Distribution Implementation for A Shares andB Shares. The dividend on B Shares would be paid in Hong Kong dollar at the medium exchange rate of Renminbi to Hong Kongdollar (HK$: RMB = 1: 0.8315) as announced by the People’s Bank of China on 21 June 2021, and a dividend of approximatelyHK$0.222 per share would be distributed to the holders of B Shares. According to the relevant mandates from the 2021 firstextraordinary general meeting, the 2021 first class meeting for holders of domestic-listed shares and the 2021 first class meeting forholders of overseas-listed shares of the Company, the cash option cash consideration was adjusted from HK$3.33/share toHK$3.11/share upon ex-dividend.
On 12 November 2021, China Securities Regulatory Commission approved the conversion of 706,385,266 domestic-listedforeign shares into overseas-listed shares by the Company and their listing on the Main Board of the Hong Kong Stock Exchange.
For details, please refer to the relevant announcements (announcement no.: 2021-003, 2021-018, 2021-053, 2021-074 and2021-094) of the Company published on CNINFO on 30 January, 10 March, 1 July, 19 August and 23 November in 2021.
2. Full redemption of 45 million Preference Shares
On 18 February 2021, the Company held the eighteenth extraordinary meeting of the ninth session of the Board to consider andapprove the Resolution on Redemption of the First-tranche Preference Shares, and agreed to the Company redeeming in full 22.5million first-tranche Preference Shares, with the redeeming price being the par value of the Preference Shares (RMB100 per share)plus current resolved payment of but unpaid fixed dividends. The accounting date of the redemption amount was the date ofdistribution of fixed dividends of the Preference Shares. The independent Directors provided independent opinions.
On 17 March 2021, the Company entrusted the Shenzhen Branch of China Securities Depository and Clearing CorporationLimited to pay shareholders of the first-tranche Preference Shares a total of RMB2,348,100,000 in full to redeem all the 22.5 millionfirst-tranche Preference Shares in issue of the Company, and such Preference Shares were delisted from the Shenzhen StockExchange on 18 March 2021.
On 15 July 2021, the Company held the twentieth extraordinary meeting of the ninth session of the Board to consider andapprove the Resolution on Redemption of the Second-tranche and Third-tranche Preferred Shares, and agreed to the Companyredeeming in full 10 million second-tranche Preference Shares and 12.5 million third-tranche Preference Shares, with the redeemingprice being the par value of the Preference Shares (RMB100 per share) plus current resolved payment of but unpaid fixed dividends.The accounting date of the redemption amount was the date of distribution of fixed dividends of the Preference Shares. Theindependent Directors provided independent opinions.
On 16 August 2021, the Company entrusted the Shenzhen Branch of China Securities Depository and Clearing CorporationLimited to pay shareholders of the second-tranche Preference Shares a total of RMB1,051,700,000 in full to redeem all the 10 millionsecond-tranche Preference Shares in issue of the Company, and such Preference Shares were delisted from the Shenzhen StockExchange on 19 August 2021.
On 22 September 2021, the Company entrusted the Shenzhen Branch of China Securities Depository and Clearing CorporationLimited to pay shareholders of the third-tranche Preference Shares a total of RMB1,314,625,000 in full to redeem all the 12.50million third-tranche Preference Shares in issue of the Company, and such Preference Shares were delisted from the Shenzhen StockExchange on 24 September 2021.
For further details, please refer to the relevant announcements (announcement No.: 2021-013, 2021-014, 2021-023, 2021-060,2021-061, 2021-073 and 2021-081) disclosed by the Company on CNINFO on 19 February, 19 March, 16 July, 19 August and 24September in 2021.
3. Completion of resale and delisting for “17 Chenming Bond 01”
The Company implemented the resale of the corporate bonds “17 Chenming Bond 01” as agreed in the Prospectus on the PublicIssuance of the Corporate Bonds of Shandong Chenming Paper Holdings Limited to Qualified Investors in 2017 (phase I) at theresale price of RMB107.28 per bond (including accrued interest of RMB7.28 per bond for the current period and the accrued interestincluding tax). During the resale declaration period (from 12 July 2021 to 16 July 2021), 900,000 bonds were registered for resale.After the resale, the number of outstanding bonds to be resold was 0. On 23 August 2021, the Company entrusted the ShenzhenBranch of China Securities Depository and Clearing Corporation Limited with the completion of the payment of principle andinterest of the partial resale of “17 Chenming Bond 01”, and such bonds were delisted from the Shenzhen Stock Exchange on thesame date.
For further details, please refer to the relevant announcements No. 2021-075 and No.2021- 076 disclosed by the Company onCNINFO on 19 August 2021.
4. Information disclosure index for 2021
| Announcement no. | Subject matter | Date of publication | Publication website and index |
| 2021-001 | Announcement on the Release of Pledge of Shares held by Shareholders | 5 January 2021 | http://www.cninfo.com.cn |
| 2021-002 | Announcement on the Release of Pledge and Continued Pledge of Shares held by Shareholders | 19 January 2021 | http://www.cninfo.com.cn |
| 2021-003 | Announcement on Resolutions of the Seventeenth Extraordinary Meeting of the Ninth Session of the Board | 30 January 2021 | http://www.cninfo.com.cn |
| 2021-004 | Notice of the 2021 First Extraordinary General Meeting, the 2021 First Class Meeting for Holders of Domestic-listed Shares and the 2021 First Class Meeting for Holders of Overseas-listed Shares | 30 January 2021 | http://www.cninfo.com.cn |
| 2021-005 | Announcement on the Solicitation of Voting Rights by the Independent Director | 30 January 2021 | http://www.cninfo.com.cn |
| 2021-006 | Announcement on Receipt of Government Subsidies by Wholly-owned Subsidiaries | 30 January 2021 | http://www.cninfo.com.cn |
| 2021-007 | Supplemental Notice on Convening the 2021 First Extraordinary General Meeting, the 2021 First Class Meeting for Holders of Domestic Listed Shares and the 2021 First Class Meeting for Holders of Overseas-listed Shares | 3 February 202 | http://www.cninfo.com.cn |
| 2021-008 | Announcement on Unusual Movement in Share Trading | 4 February 202 | http://www.cninfo.com.cn |
| 2021-009 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 10 February 202 | http://www.cninfo.com.cn |
| 2021-010 | Announcement on Receipt of High and New Technology Enterprise Certificate by a Subsidiary | 10 February 202 | http://www.cninfo.com.cn |
| 2021-011 | Amendment Announcement on The Proposal on the Domestic Listed Foreign Shares of the Company Changing Listing Venue to be Listed and Traded on the Main Board of The Stock Exchange of Hong Kong Limited by way of Conversion | 18 February 202 | http://www.cninfo.com.cn |
| 2021-012 | Announcement on Unusual Movement in Share Trading | 18 February 202 | http://www.cninfo.com.cn |
| 2021-013 | Announcement in respect of Resolutions of the Eighteenth Extraordinary Meeting of the Ninth Session of the Board of Directors | 19 February 2021 | http://www.cninfo.com.cn |
| 2021-014 | The First Indicative Announcement on the Redemption of the First-tranche Preference Shares | 19 February 2021 | http://www.cninfo.com.cn |
| 2021-015 | Announcement on Unusual Movement in Share Trading | 19 February 2021 | http://www.cninfo.com.cn |
| 2021-016 | The Second Indicative Announcement on the Redemption of the First-tranche Preference Shares | 26 February 2021 | http://www.cninfo.com.cn |
| 2021-017 | The Third Indicative Announcement on the Redemption of the First-tranche Preference Shares | 5 March 2021 | http://www.cninfo.com.cn |
| 2021-018 | Announcement on Resolution of the 2021 First Extraordinary General Meeting, the 2021 First Class Meeting for Holders of Domestic-listed Shares, and the 2021 First Class Meeting for Holders of Overseas-listed Shares | 10 March 2021 | http://www.cninfo.com.cn |
| 2021-019 | Announcement on the Full Redemption and Delisting of the First-tranche Preference Shares | 12 March 2021 | http://www.cninfo.com.cn |
| 2021-020 | The First Indicative Announcement on the Delisting of the First-tranche Preference Shares | 12 March 2021 | http://www.cninfo.com.cn |
| 2021-021 | Supplemental Announcement on the Poll Results of 2021 First Class Meeting for Holders of Overseas-listed Shares | 13 March 2021 | http://www.cninfo.com.cn |
| 2021-022 | Announcement on the Delisting of the First-tranche Preference Shares | 16 March 2021 | http://www.cninfo.com.cn |
| 2021-023 | Announcement on the Redemption Result of the First-tranche Preference Shares | 19 March 2021 | http://www.cninfo.com.cn |
| 2021-024 | Announcement in respect of Resolutions of the Eighth Meeting of the Ninth Session of the Board of Directors | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-025 | Announcement on Resolutions of the Eighth Extraordinary Meeting of the Ninth Session of the Supervisory Committee | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-026 | Notice of 2020 Annual General Meeting | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-027 | Announcement on Appointment of Auditor for 2021 | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-028 | Announcement on the Adjustment to the Guarantee Amount for Certain Subsidiaries | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-029 | Announcement on Carrying out Factoring Business of Accounts Receivable | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-030 | Announcement on the Receipt of Financial Assistance and Related Party Transaction | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-031 | Announcement on the Resignation of Senior Management of the Company | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-032 | 2020 Annual Report Summary | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-033 | Announcement on the 2020 Annual Online Performance Briefing | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-034 | Announcement on the Signing of the Convertible Bond Strategic Cooperation Framework Agreement | 26 March 2021 | http://www.cninfo.com.cn |
| 2021-035 | Supplemental Announcement in respect of Resolutions of the Eighth Meeting of the Ninth Session of the Board of Directors | 27 March 2021 | http://www.cninfo.com.cn |
| 2021-036 | Shandong Chenming Paper Holdings Limited Announcement on Payment of 2021 Interest with Respect to the First Tranche of Corporate Bonds Publicly Issued to Qualified Investors in 2018 | 31 March 2021 | http://www.cninfo.com.cn |
| 2021-037 | Announcement on the Release of Pledge of Shares held by Shareholders | 2 April 2021 | http://www.cninfo.com.cn |
| 2021-038 | 2021 First Quarterly Results Forecast | 7 April 2021 | http://www.cninfo.com.cn |
| 2021-039 | 2021 First Quarterly Report | 20 April 2021 | http://www.cninfo.com.cn |
| 2021-040 | Announcement on the Resignation of Employee Representative Supervisors and the By-election of Supervisors | 20 April 2021 | http://www.cninfo.com.cn |
| 2021-041 | Announcement on Pledge of Shareholders’ Shares | 22 April 2021 | http://www.cninfo.com.cn |
| 2021-042 | Announcement on the Development of Financing Business and the Provision of Guarantees | 30 April 2021 | http://www.cninfo.com.cn |
| 2021-043 | Announcement on Receipt of Government Subsidies by Subsidiaries | 15 June 2021 | http://www.cninfo.com.cn |
| 2021-044 | Announcement on Resolutions of 2020 Annual General Meeting | 19 June 2021 | http://www.cninfo.com.cn |
| 2021-045 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary | 23 June 2021 | http://www.cninfo.com.cn |
| 2021-046 | Announcement on Resolutions of the Nineteenth Extraordinary Meeting of the Ninth Session of the Board of Directors | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-047 | Announcement on Capital Increase and Introduction of Strategic Investors of a Majority-owned Subsidiary | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-048 | Announcement on the Development of Equipment Financing Business | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-049 | Announcement on External Investment | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-050 | Announcement in respect of Provision of Guarantee in Favour of Subsidiaries by a Wholly-owned Subsidiary | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-051 | Announcement on Receipt of Government Subsidies by the Subsidiary Zhanjiang Chenming | 26 June 2021 | http://www.cninfo.com.cn |
| 2021-052 | Announcement on Pledge of Shareholders’ Shares | 29 June 2021 | http://www.cninfo.com.cn |
| 2021-053 | Announcement on Progress of Change of Listing Venue of the Domestic Listed Foreign Shares and their Listing and Trading on the Main Board of the Stock Exchange of Hong Kong Limited by Conversion | 1 July 2021 | http://www.cninfo.com.cn |
| 2021-054 | The First Indicative Announcement on Non-adjustment of Coupon Rate of “17 Chenming Bond 01” and Implementation Measures for Resale by Investors | 9 July 2021 | http://www.cninfo.com.cn |
| 2021-055 | Announcement on the Resignation of Senior Management of the Company | 10 July 2021 | http://www.cninfo.com.cn |
| 2021-056 | 2021 Interim Results Forecast | 10 July 2021 | http://www.cninfo.com.cn |
| 2021-057 | Announcement on Pledge of Shareholders’ Shares | 14 July 2021 | http://www.cninfo.com.cn |
| 2021-058 | The Second Indicative Announcement on Non-adjustment of Coupon Rate of “17 Chenming Bond 01” and Implementation Measures for Resale by Investors | 14 July 2021 | http://www.cninfo.com.cn |
| 2021-059 | The Third Indicative Announcement on Non-adjustment of Coupon Rate of “17 Chenming Bond 01” and Implementation Measures for Resale by Investors | 15 July 2021 | http://www.cninfo.com.cn |
| 2021-060 | Announcement on Resolutions of the Twentieth Extraordinary Meeting of the Ninth Session of the Board of Directors | 16 July 2021 | http://www.cninfo.com.cn |
| 2021-061 | The First Indicative Announcement on the Matters Relating to Redeeming the Second and Third Tranches of Preference Shares | 16 July 2021 | http://www.cninfo.com.cn |
| 2021-062 | The Second Indicative Announcement on the Matters | 23 July 2021 | http://www.cninfo.com.cn |
| Relating to Redeeming the Second and Third Tranches of Preference Shares | |||
| 2021-063 | Announcement on the Continued Pledge of Shares held by Shareholders | 24 July 2021 | http://www.cninfo.com.cn |
| 2021-064 | The Third Indicative Announcement on the Matters Relating to Redeeming the Second and Third Tranches of Preference Shares | 30 July 2021 | http://www.cninfo.com.cn |
| 2021-065 | Announcement on the Implementation of the Participation of Preferred Shareholders in the Remaining Profit Distribution for 2020 | 6 August 2021 | http://www.cninfo.com.cn |
| 2021-066 | Announcement on the Implementation of Dividend Distribution to Holders of A Shares and B Shares for 2020 | 6 August 2021 | http://www.cninfo.com.cn |
| 2021-067 | Announcement on Pledge of Shares and Partial Release of Pledge of Shares by Shareholders | 9 August 2021 | http://www.cninfo.com.cn |
| 2021-068 | Announcement on Resolutions of the Twenty-first Extraordinary Meeting of the Ninth Session of the Board | 9 August 2021 | http://www.cninfo.com.cn |
| 2021-069 | Announcement on the Change and Rotation of the General Manager | 9 August 2021 | http://www.cninfo.com.cn |
| 2021-070 | Announcement on the Full Redemption of the Second-tranche Preference Shares | 11 August 2021 | http://www.cninfo.com.cn |
| 2021-071 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 12 August 2021 | http://www.cninfo.com.cn |
| 2021-072 | Announcement on Halt of Trading of the Second Tranche of Preference Shares | 14 August 2021 | http://www.cninfo.com.cn |
| 2021-073 | Announcement on Redemption Result and Delisting of the Second Tranche of Preference Shares | 19 August 2021 | http://www.cninfo.com.cn |
| 2021-074 | Announcement on Adjustment of Cash Option Cash Consideration Regarding Change of Listing Venue of the Domestic Listed Foreign Shares and Their Listing and Trading on the Main Board of the Stock Exchange of Hong Kong Limited by Conversion | 19 August 2021 | http://www.cninfo.com.cn |
| 2021-075 | Announcement on Payment of 2021 Interest with respect to the First Tranche of Corporate Bonds Publicly Issued to Qualified Investors in 2017 | 19 August 2021 | http://www.cninfo.com.cn |
| 2021-076 | Announcement on “17 Chenming Bond 01” Resale Result and Delisting | 19 August 2021 | http://www.cninfo.com.cn |
| 2021-077 | 2021 Interim Report Summary | 27 August 2021 | http://www.cninfo.com.cn |
| 2021-078 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 9 September 2021 | http://www.cninfo.com.cn |
| 2021-079 | Announcement on Full Redemption of the Third Tranche of Preference Shares | 10 September 2021 | http://www.cninfo.com.cn |
| 2021-080 | Announcement on Trading Halt of the Third Tranche of Preference Shares | 18 September 2021 | http://www.cninfo.com.cn |
| 2021-081 | Announcement on the Third Tranche of Preference Shares Redemption Result and Delisting | 24 September 2021 | http://www.cninfo.com.cn |
| 2021-082 | Announcement on Resolutions of the Twenty-second Extraordinary Meeting of the Ninth Session of the Board | 24 September 2021 | http://www.cninfo.com.cn |
| 2021-083 | Announcement on Capital Increase and Introduction of Strategic Investors of a Majority-owned Subsidiary | 24 September 2021 | http://www.cninfo.com.cn |
| 2021-084 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 24 September 2021 | http://www.cninfo.com.cn |
| 2021-085 | Announcement on the Receipt of Government Grants | 30 September 2021 | http://www.cninfo.com.cn |
| 2021-086 | Announcement on Estimated Results for the Nine Months Ended 30 September 2021 | 15 October 2021 | http://www.cninfo.com.cn |
| 2021-087 | 2021 Third Quarterly Report | 30 October 2021 | http://www.cninfo.com.cn |
| 2021-088 | Announcement on Pledge of Shares and Partial Release of Pledge of Shares by Shareholders | 10 November 2021 | http://www.cninfo.com.cn |
| 2021-089 | Announcement on Participation in the 2021 Annual Online Group Reception Day for Investors of Listed Companies in Shandong Jurisdiction | 13 November 2021 | http://www.cninfo.com.cn |
| 2021-090 | Announcement on Resolutions of the Twenty-third Extraordinary Meeting of the Ninth Session of the Board | 16 November 2021 | http://www.cninfo.com.cn |
| 2021-091 | Announcement on the provision of financial support to a shareholding company and connected transaction | 16 November 2021 | http://www.cninfo.com.cn |
| 2021-092 | Notice of the Second Extraordinary General Meeting of 2021 | 16 November 2021 | http://www.cninfo.com.cn |
| 2021-093 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 20 November 2021 | http://www.cninfo.com.cn |
| 2021-094 | Announcement on Change of listing venue of the domestic listed foreign shares and their listing and trading on the Main Board of the Stock Exchange of Hong Kong Limited by conversion approved by China Securities Regulatory Commission | 23 November 2021 | http://www.cninfo.com.cn |
| 2021-095 | Supplemental Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 27 November 2021 | http://www.cninfo.com.cn |
| 2021-096 | Announcement on Pledge of Shares and Partial Release of Pledge of Shares by Shareholders | 27 November 2021 | http://www.cninfo.com.cn |
| 2021-097 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 6 December 2021 | http://www.cninfo.com.cn |
| 2021-098 | Announcement in respect of Provision of Guarantee in Favour of a Subsidiary for Financing | 11 December 2021 | http://www.cninfo.com.cn |
| 2021-099 | Announcement on Resolutions of the Second Extraordinary General Meeting of 2021 | 14 December 2021 | http://www.cninfo.com.cn |
| 2021-100 | Announcement on the Development of Equipment Financing Business | 31 December 2021 | http://www.cninfo.com.cn |
The Board of Shandong Chenming Paper Holdings Limited30 March 2022