Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report
Yantai Changyu Pioneer Wine Co. Ltd.
2015 Annual Report
2016 Final 01
April, 2016
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report
I. Important Notice, Contents and Definition
The Board of Directors，the Board of Supervisors，directors, supervisors & senior managers
of the Company collectively and individually accept full responsibility for the truthfulness，
accuracy and completeness of the information contained in this report and confirm that to the
best of their knowledge and belief there are no unfaithful facts, significant omissions or
misleading statements.
Mr. Sun Liqiang (Chairman of the Company), Mr. Leng Bin (Chief Financial Officer) and Mr.
Jiang Jianxun (Financial Director) assure the truthfulness, accuracy and completeness of the
financial report in the annual report.
All directors personally attended the meeting for deliberating the annual report.
1. The Company may face significant risks in production and operation, please refer to
“8.expectation for the Company’s future development” sector of “5. Risks likely to occur”
part in the chapter four named “Board of Directors’ Report”. We advise investors to read
carefully and pay attention to the investment risks. 2. The business plan and target in the
report do not represent the earnings forecast of the listed company in 2016, which depends on
several factors including the changes of market conditions and the effort extent of managing
team etc. with a great uncertainty, so the investors should be in a special attention.
The Company’s preliminary scheme of profit distribution deliberated and passed by the board
of the directors is as following: “ Based on the Company total 685,464,000 shares on 31
December 2015，we plan to pay CNY 5 in cash as dividends for every 10 shares (including
tax) to the Company’s all shareholders, send 0 bonus(including tax) and capital reserve will
not be transferred to equity. ”
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report
Contents
I、Important Notice，Contents and Definition..............................................................................2
II、Brief Introduction for the Company and Main Financial Indicators .................................. 5
III、Summary of the Company’s Businesses .............................................................................. 10
IV、Management Discussion and Analysis ................................................................................. 13
V、Major issues ............................................................................................................................. 33
VI、Changes in Shares and the Shareholders’ Situation ...........................................................50
VII、Related Situation of Preferred Shares ................................................................................59
VIII、 Situation for Directors, Supervisors, Senior Management and Staffs...........................60
IX、 Corporate Governance ........................................................................................................ 70
X、 Financial Report .................................................................................................................... 80
XI、Reference Documents............................................................................................................ 180
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report
Definition
Definition Item Refers to Definition Content
Company/The Company Refers to Yantai Changyu Pioneer Wine Co. Ltd.
Changyu Group/Controlling Refers to
Yantai Changyu Group Co. Ltd.
Shareholder
CSRC Refers to China Securities Regulatory Commission
SSE Refers to Shenzhen Stock Exchange
Refers to Deloitte Hua Yong Certified Public Accountants
Deloitte Hua Yong
Co., LTD (special general partnership)
CNY Refers to Chinese Yuan
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
II. Brief Introduction for the Company and Main Financial Indicators
1. Company’s information
Code number of the
Abbreviation of the Shares: Changyu A、Changyu B 000869、200869
Shares
Abbreviation of the Shares
_
after alteration (if have)
Place of listing of the Shares Shenzhen Stock Exchange
Legal Name in Chinese 烟台张裕葡萄酿酒股份有限公司
Abbreviation of Chinese
张裕
name
Legal Name in English (if
YANTAI CHANGYU PIONEER WINE COMPANY LIMITED
have)
Abbreviation of English name
CHANGYU
(if have)
Legal Representative Mr. Sun Liqiang
Registered Address 56 Dama Road, Yantai, Shandong, China
Postal Code
Office Address 56 Dama Road, Yantai, Shandong, China
Postal Code
Website http://www.changyu.com.cn
E-mail webmaster@changyu.com.cn
2. Contact person and information
Secretary to the Board of Authorized Representative of the
Directors Securities Affairs
Name Mr. Qu Weimin Mr. Li Tingguo
56 Dama Road, Yantai, Shandong, 56 Dama Road, Yantai,
Address
China Shandong, China
Tel 0086-535-6633656 0086-535-6633656
Fax 0086-535-6633639 0086-535-6633639
E-mail quwm@changyu.com.cn stock@changyu.com.cn
3. Information disclosure and filing location
The newspapers in which the “China Securities Newspaper” , “Securities Times” and
Company’s information is disclosed “Hong Kong Commercial Daily”
Web Site assigned by CSRC to carry
http://www.cninfo.com.cn
the annual report
Filing location Board of Directors’ Office of the Company,
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
56 Dama Road, Yantai, Shandong
4. Registration changes
Organization Code 26710003-5
On 18th September 1997 the Company’s operating scope was the
production, processing and sales of wine, distilled liquor, healthy
liquor, fruit liquor, non-alcohol beverages, fruit jam, packing
materials and winemaking machines.
On 17th April 2008, after the deliberation of 2007 shareholders’
meeting, the Company’s operating scope is amended to “the
Company, legally registered, is in business of production, processing
Changes for the main and sales of wine, distilled liquor, medicated liquor, fruit liquor,
business of the Company non-alcohol beverages, fruit jam, packing materials and winemaking
machines; licensed import and export.”
since it was listed
(if have) On 12th May 2010, after the deliberation of 2009 shareholders’
meeting, the Company revised its operating scope to “the Company,
legally registered, is in business of production, processing and sales
of wine, distilled liquor, medicated liquor, fruit liquor, non-alcohol
beverages, fruit jam, packing materials and its products, winemaking
machines; licensed import and export; external investments according
to governmental policies.
Changes for all previous
controlling shareholders No.
(if have)
5. Other documents
The accountant appointed by the Company
Deloitte Hua Yong Certified Public Accountants Co., LTD
Name
(special general partnership)
Address No. 1 East Chang'an Avenue, Dongcheng District, Beijing
Name of signatory accountants Xu Zhaohui, Li Xu
The sponsor agency the Company appointed to perform the duty of continuous supervision
during the report period
□Available Not available
The financial adviser the Company appointed to perform the duty of continuous supervision
during the report period
□Available Not available
6. Key accounting data and financial indicators
Whether the Company makes retroactive adjustments or restates the accounting data of
previous fiscal years because of changes of accounting policy and/or accounting errors.
□Yes No
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
More or less
Item 2015 2014 than
Last year (%)
Business revenue 4,649,722,368.00 4,156,727,525.00 11.86% 4,320,948,572.00
Net profit attributed
to the shareholders
1,030,073,860.00 977,707,711.00 5.36% 1,048,185,927.00
of the listed
company
Net profit attributed
to the shareholders
of the listed
company after 993,268,823.00 950,191,379.00 4.53% 1,017,348,285.00
deducting the
irregular profit and
loss
Net cash flows
from the operating 1,143,046,367.00 1,070,083,296.00 6.82% 735,074,307.00
activities
Basic earnings per
1.50 1.43 4.90% 1.53
share
Diluted earnings
1.50 1.43 4.90% 1.53
per share
Weighted average
for earning rate of 14.40% 13.96% 0.44% 16.45%
the net assets
More or less
Dec. 31st 2015 Dec. 31st 2014 than Dec. 31st 2013
Last year (%)
Total assets 10,344,211,461.00 8,912,232,640.00 16.07% 7,997,930,542.00
Net Assets
attributed to the
7,564,099,003.00 6,840,452,145.00 10.58% 6,208,279,705.00
shareholders of the
listed company
7. Differences in accounting data under PRC accounting standards and international
accounting standards
(1) Differences of net profit and net asset in the financial report disclosed according to
both international accounting standards and PRC accounting standards
□Available Not available
There are no differences of net profit and net asset in the financial report disclosed according
to both international accounting standards and PRC accounting standards during the report
period.
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
(2) Differences of net profit and net asset in the financial report disclosed according to
both foreign accounting standards and PRC accounting standards
□Available Not available
There are no differences of net profit and net asset in the financial report disclosed according
to both foreign accounting standards and PRC accounting standards during the report period.
8. Key financial indicators by quarter
Unit：CNY
st nd rd th
1 Quarter 2 Quarter 3 Quarter 4 Quarter
Business revenue 1,825,212,207.00 1,000,581,043.00 860,434,812.00 963,494,306.00
Net profit attributed to
the shareholders of the 530,248,397.00 215,811,851.00 136,798,209.00 147,417,173.00
listed company
Net profit attributed to
the shareholders of the
listed company after 526,745,613.00 212,686,390.00 133,641,945.00 120,396,645.00
deducting the irregular
profit and loss
Net cash flows from the
697,396,327.00 229,766,733.00 292,071,264.00 -76,187,957.00
operating activities
Whether there are differences between the above mentioned financial indicators or their sum
and the related financial indicators in the quarterly reports and semi-annual reports disclosed
by the Company.
□Yes No
9. Item and amount of irregular profit and loss
V Available □Not available
Unit：CNY
Item 2015 2014 2013 Explanation
Gain on disposal of non-current
assets, including the reversal of 136,061.00 -5,086,545.00 271,989.00
accrued impairment provision
Tax refund or exemption that is either
non-recurring or without proper 13,405,520.00
approval
Government grants credited in profit
and loss (except for those recurring
government grants that are closely
38,952,919.00 27,140,194.00 36,659,754.00
related to the entity's operation, in line
with related regulations and have
proper basis of calculation)
Reversal of impairment loss for 192,908.00
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
receivables which was separately
undertaken impairment test
Other non-operating income and
non-operating expenses except the 9,071,448.00 166,987.00 3,302,760.00
aforementioned items
Less. Income tax effect 11,355,391.00 8,302,732.00 9,396,861.00
Total 36,805,037.00 27,516,332.00 30,837,642.00 --
The reasons shall be made clear and definitely as to the irregular profit and loss that the
Company has defined by virtue of the Explanatory Announcement on Public Company’s
Information Disclosure No.1 - Irregular Profit and Loss and as to regarding the irregular
profit and loss as recurrent profit and loss as specified in the Explanatory Announcement on
Public Company’s Information Disclosure No.1 - Irregular Profit and Loss.
□Available V Not available
There is no situation that the irregular profit and loss is defined and specified as recurrent
profit and loss in accordance with the Explanatory Announcement on Public Company’s
Information Disclosure No.1 - Irregular Profit and Loss during the report period.
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
III. Summary of the Company’s Businesses
1. Main businesses during the report period
During the report period, the Company’s main businesses is to produce and operate wine and brandy, thus providing the domestic and foreign
consumers with healthy and fashionable alcoholic drinks. Compared with earlier stage, there are no significant changes happened to the
Company’s main businesses. The wine industry that the Company involve in is still in the growth stage, the whole domestic wine market is on
the rising trend. The Company takes the dominant position in the domestic wine market.
2. Significant changes of main assets
(1) Significant changes of main assets
Main assets Explanation of significant changes
Equity asset No significant changes
A year-on-year growth of 21.98% owing that parts of
construction projects have completed construction and put into
Fixed asset
production and hence related investment is turned from
construction in process to fixed asset
Intangible asset No significant changes
An increase of 17.97% owing to the increased investment in
Construction in process construction in process, such as Changyu International Wine
City and so on
(2) Main overseas assets condition
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
Available □Not available
Details Formation Assets scale Location Operation mode Control measures Earning The proportion of Whether there
of assets reasons for condition overseas assets in the are significant
safeguarding of Company’s net impairment risks
asset security assets
Equity Acquisition 435,177,537 Spain Wine production 807,079 5.84% No
asset of equity and operation
Yantai Changyu Pioneer Wine Co. Ltd. 2015 Annual Report.
3. Analysis of core competitiveness
Compared with the participants in the arena of the Chinese wine sector, we believe that the
Company is provided with the following advantages:
Firstly, the Company has been enjoying a well-known wine brand since 120-odd years,
“Changyu”, “Jiebaina” and “AFIP” are Chinese famous trademarks that have strong influence
and good reputation.
Secondly, the Company has set up a nationwide marketing network, formed a “three-level”
marketing network system mainly composed of the company’s salesmen and distributors,
possessed the strong marketing ability and market exploitation ability.
Thirdly, the Company has already had strong research strength and a product R&D system,
owned a one and only “State-level Wine R&D Center”, made mastery of advanced
winemaking technology and production processes, been powerful enough in product
innovation and established a perfect quality control system.
Fourthly, the Company is in possession of a lot of grape-growing bases to meet its future
development, having developed a great deal of vineyards in the most suitable areas for wine
grape growing such as in Shandong, Ningxia, Xinjiang, Liaoning, Hebei and Shanxi, whose
scales and structures have generally met the Company’s needs for development.
Fifthly, the Company has a great variety of products composed of all grades, its wine and
brandy of over 100 sorts can meet different c
