I Important Notice, Table of Contents and Definitions
The board of directors (the “Board”), the supervisory committee (the “Supervisory Committee”) and the directors (the “Directors”),
supervisors (the “Supervisors”) and senior management (the “Senior Management”) of the Company hereby warrant the
truthfulness, accuracy and completeness of the contents of the annual report (the “Report”), guarantee that there are no false
representations, misleading statements or material omissions contained in this Report, and are jointly and severally responsible
for the liabilities of the Company.
All Directors were present in person at the Board meeting to consider and approve this Report.
The proposed profit distribution plan of the Company was considered and passed by the Board: based on the number of the
shares as at the dividend distribution registration date, a dividend of RMB1.40 (tax inclusive) per 10 shares was to be paid and no
bonus shares (tax inclusive) were to be delivered to all shareholders without increase of share capital from reserves.
Chen Hongguo, head of the Company, Dong Lianming, head in charge of accounting and Liu Jun, head of the accounting
department (Accounting Officer), declare that they warrant the truthfulness, accuracy and completeness of the financial
statements in the annual report.
I Important Notice, Table of Contents and Definitions
Table of contents
I Important Notice, Table of Contents and Definitions ............................................................................................................
II Company Profile .................................................................................................................................................................... 4
III Summary of Accounting Data and Financial Indicators ........................................................................................................
IV Chairman’s Report ................................................................................................................................................................. 9
V Directors’ Report ................................................................................................................................................................... 12
VI Material Matters ..................................................................................................................................................................... 51
VII Changes in Share Capital and Shareholders ......................................................................................................................... 65
VIII Preference Shares ................................................................................................................................................................. 73
IX Directors, Supervisors, Senior Management and Staff ......................................................................................................... 74
X Corporate Governance .......................................................................................................................................................... 84
XI Internal Control ...................................................................................................................................................................... 104
XII Financial Report ..................................................................................................................................................................... 110
XIII Documents Available for Inspection ...................................................................................................................................... 266
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I Important Notice, Table of Contents and Definitions
Definitions
Item means Definition
Company or Chenming Paper means Shandong Chenming Paper Holdings Limited
Group means Shandong Chenming Paper Holdings Limited and its subsidiaries
Chenming Holdings means Shouguang Chenming Holdings Company Limited
Shenzhen Stock Exchange means Shenzhen Stock Exchange
Stock Exchange means The Stock Exchange of Hong Kong
CSRC means China Securities Regulatory Commission
Shandong CSRC means Shandong branch of China Securities Regulatory Commission
Zhanjiang Chenming means Zhanjiang Chenming Pulp & Paper Co., Ltd.
Jiangxi Chenming means Jiangxi Chenming Paper Co., Ltd.
Wuhan Chenming means Wuhan Chenming Hanyang Paper Holdings Co., Ltd.
Chenming (HK) means Chenming (HK) Limited
Haiming Mining means Haicheng Haiming Mining Company Limited
Jilin Chenming means Jilin Chenming Paper Co., Ltd.
Shouguang Meilun means Shouguang Meilun Paper Co., Ltd.
Chenming Sales Company means Shandong Chenming Paper Sales Company Limited
Chenming Power means Shandong Chenming Power Supply Holdings Co., Ltd.
Finance Company means Shandong Chenming Group Finance Co., Ltd.
Financial Leasing Company means Shandong Chenming Financial Leasing Co., Ltd.
reporting period means The period from 1 January 2014 to 31 December 2014
Important Risk Notice
The Company is exposed to various risk factors such as macro-economic fluctuation, adjustment of state policy, intensified
competition in the industry, as well as change in exchange rate. Investor should be aware of investment risks. For further details,
please refer to the risk factors likely to be faced and the measures to be taken to address them as set out in the outlook on the
future development of the Company in Directors’ Report.
II Company Profile
I. Company profile
Stock abbreviation Stock Code
Stock abbreviation B Stock Code
Stock abbreviation Chenming Paper Stock Code
Stock exchanges on which the shares are listed Shenzhen Stock Exchange and The Stock Exchange of Hong Kong
Legal name in Chinese of the Company
Legal short name in Chinese of the Company
Legal name in English of the Company (if any) SHANDONG CHENMING PAPER HOLDINGS LIMITED
Legal short name in English of the Company (if any) SCPH
Legal representative of the Company Chen Hongguo
Registered address No. 595 Shengcheng Road, Shouguang City, Shandong Province
Postal code of registered address
Office address No. 2199 Nongsheng East Road, Shouguang City, Shandong Province
Postal code of office address
Website of the Company http://www.chenmingpaper.com
Email address chenmmingpaper@163.com
II. Contact persons and contact methods
Secretary to the Board Securities Affairs Representative Hong Kong Company Secretary
Name Wang Chunfang Xiao Peng Poon Shiu Cheong
Correspondence No. 2199 East Nongsheng Road, No. 2199 East Nongsheng Road, 22nd Floor, World Wide House,
Address Shouguang City, Shandong Province Shouguang City, Shandong Province Central, Hong Kong
Telephone (86)-0536-2158008 (86)-0536-2158008 (852)-2501 0088
Facsimile (86)-0536-2158977 (86)-0536-2158977 (852)-2501 0028
Email address chenmmingpaper@163.com chenmmingpaper@163.com kentpoon_1009@yahoo.com.hk
III. Information disclosure and places for inspection
Designated newspapers for China Securities Journal, Shanghai Securities News, Securities Times,
information disclosure Securities Daily and Hong Kong Commercial Daily
Designated websites for the publication of Domestic: http://www.cninfo.com.cn; Overseas: http://www.hkex.com.hk
the Annual Report as approved by CSRC
Places for inspection of the Securities and investment management department of the Company
Company’s Annual Report
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II Company Profile
IV. Change in registration
Legal Person
Business License Taxation
Date of Registration Registration
Registration Address of Registration Number Number Organisation Code
First Registration 5 May 1993 No. 595 Shengcheng Road, 16568230-2 370783613588986 61358898-6
Shouguang City,
Shandong Province
Registration at the end 28 May 2014 No. 595 Shengcheng Road, 370000400001170 370783613588986 61358898-6
of the reporting period Shouguang City,
Shandong Province
Change of principal activities No
since its listing
Change of the controlling Please refer to III. Company Overview of section XII of this report.
shareholder
V. Other relevant information
CPAs engaged by the Company
Name of CPAs Ruihua Certified Public Accountants (Special General Partnership)
CPAs’ Office Address 8-9/F, Block A, Corporation Building, No. 35 Finance Street,
Xicheng District, Beijing
Name of the Signing Certified Wang Chuanshun and Jing Chuanxuan
Public Accountants
Sponsors engaged by the Company to continuously perform its supervisory function during the reporting period
Applicable √ Not applicable
Financial Advisors engaged by the Company to continuously perform its supervisory function during the reporting period
Applicable √ Not applicable
III Summary of Accounting Data and Financial Indicators
I. Major accounting data and financial indicators
Retrospective adjustment to or restatement of the accounting data for prior years by the Company due to change of
accounting policies and correction of accounting errors
Yes √ No
Increase/decrease
for the year
as compared to
2014 2013 the prior year (%)
Revenue (RMB) 19,101,677,077.69 20,388,890,067.41 -6.31% 19,761,679,230.05
Net profit attributable to shareholders
of the Company (RMB) 505,204,384.73 710,655,331.72 -28.91% 221,034,822.54
Net profit after extraordinary gains or
losses attributable to shareholders
of the Company (RMB) 130,445,644.83 406,170,148.25 -67.88% -159,777,900.37
Net cash flows from operating
activities (RMB) 985,399,735.85 1,122,616,800.91 -12.22% 1,956,866,477.99
Basic earnings per share (RMB per share) 0.26 0.35 -25.71% 0.11
Diluted earnings per share (RMB per share) 0.26 0.35 -25.71% 0.11
Rate of return on net assets on
weighted average basis 3.62% 5.11% -1.49% 1.63%
Increase/decrease
as at the end of
the year compared
As at the end As at the end to the end of As at the end
of 2014 of 2013 the prior year (%) of 2012
Total assets (RMB) 56,822,026,545.21 47,521,883,569.18 19.57% 47,725,421,927.39
Net assets attributable to shareholders
of the Company (RMB) 13,917,343,301.15 14,039,888,226.11 -0.87% 13,759,496,179.85
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III Summary of Accounting Data and Financial Indicators
II. Differences in accounting data under domestic and overseas accounting standards
1. Differences between the net profit and net assets disclosed in accordance with international
accounting standards and China accounting standards in the financial report
Applicable √ Not applicable
There was no difference between the net profit and net assets disclosed in accordance with international accounting
standards and China accounting standards in the financial report during the reporting period.
2. Differences between the net profit and net assets disclosed in accordance with overseas accounting
standards and China accounting standards in the financial report
Applicable √ Not applicable
There was no difference between the net profit and net assets disclosed in accordance with overseas accounting
standards and China accounting standards in the financial report during the reporting period.
III. Five-year financial summary under Hong Kong Financial Reporting Standards
Unit: RMB’0,000
For the year ended 31 December
2014 2013 2012 2011 2010
Revenue 1,910,168 2,038,889 1,976,168 1,774,749 1,720,312 1,481,525
Profit before tax 56,101 86,629 -1,614 69,899 156,235 120,838
Tax 10,770 17,594 -6,283 11,026 26,070 21,901
Profit for the current period
attributable to shareholders
of the parent company 50,520 71,066 22,103 60,827 116,334 86,295
Minority interests -5,190 -2,030 -17,435 -1,954 13,832 12,643
Basic earnings per share
(RMB/share) 0.26 0.35 0.11 0.29 0.56 0.41
Rate of return on net assets on
weighted average basis (%) 3.62% 5.11% 1.63% 4.50% 8.59% 6.63%
Unit: RMB’0,000
For the year ended 31 December
2014 2013 2012 2011 2010
Total assets 5,682,203 4,752,188 4,772,542 4,563,083 3,507,713 2,812,613
Total liabilities 4,247,396 3,288,353 3,338,000 3,064,305 1,981,693 1,371,842
Minority interests 43,073 59,847 58,592 145,915 172,441 173,570
Equity interest attributable
to shareholders of
the parent company 1,391,734 1,403,989 1,375,950 1,352,862 1,353,579 1,267,202
Net current assets/(liabilities) -452,549 -106,347 24,638 -268,280 -107,760 347,612
Total assets less
current liabilities 2,872,637 2,823,321 2,775,419 2,571,188 2,241,506 2,106,131
III Summary of Accounting Data and Financial Indicators
IV. Items and amounts of extraordinary gains or losses
√ Applicable Not applicable
Unit: RMB
Item Amounts for 2014 Amounts for 2013 Amounts for 2012 Explanation
Profit or loss from disposal
of non-current assets
(including write-off of provision
for assets impairment) 65,276,190.37 -6,367,477.99 26,092,788.22
Government grants (except for
the government grants closely
related to the normal operation
of the company and granted
constantly at a fixed amount
or quantity in accordance with
a certain standard based on
state policies) accounted for
in profit or loss for
the current period 260,000,612.10 174,947,619.19 235,157,521.57
Payment for use of funds from
non-financial institutions
accounted for in profit or loss
for the current period 82,833,581.81
Gain arising from investment costs
for acquisition of subsidiaries,
associates and joint-ventures by
the corporation being less than
its share of fair value of
identifiable net assets of
the investees on acquisition 2,408,368.37
Gain or loss from changes in
fair value of consumable
biological assets subsequently
measured at fair value 6,856,815.32 11,221,828.76 47,882,076.87
Profit or loss from debt
restructuring 1,725,797.17 268,577.19 941,44