Stock Code: 000581, 200581 Notice No.: 2018-026Short Form of the Stock: Weifu High-Tech, Su Weifu-B
WEIFU HIGH-TECHNOLOGY GROUP CO., LTD.
TEXT of 3Q REPORT 2018
Section I. Important Notes
Board of Directors and the Supervisory Committee of Weifu High-TechnologyGroup Co., Ltd. (hereinafter referred to as the Company) and its directors,supervisors and senior executives hereby confirm that there are no any fictitiousstatements, 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 of the Company are attended the Meeting for quarterly reportdeliberation.Chen Xuejun, Principal of the Company; Ou Jianbin, Person in Charge ofAccounting Work; Ou Jianbin, Person in Charge of Accounting Organization(Accounting Officer) hereby confirm that the Financial Report of the ThirdQuarterly Report is authentic, accurate and complete.
Section II. Basic information of Company
I. Main accounting data and index
Whether it has retroactive adjustment or re-statement on previous accounting data or not
□Yes √No
| Current period-end | Period-end of last year | Increase/decrease | ||||
| Total assets(RMB) | 20,773,232,822.40 | 20,231,006,224.36 | 2.68% | |||
| Net assets attributable to shareholders of listed company (RMB) | 15,595,739,954.18 | 14,835,673,669.75 | 5.12% | |||
| 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) | 1,898,914,219.62 | 3.60% | 6,859,716,110.61 | 4.55% | ||
| Net profit attributable to shareholders of the listed company (RMB) | 510,387,493.91 | -3.29% | 2,055,630,198.83 | 10.89% | ||
| Net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses(RMB) | 452,953,425.86 | -5.90% | 1,831,818,927.43 | 8.42% | ||
| Net cash flow arising from operating activities(RMB) | -- | -- | 506,069,810.46 | 11.06% | ||
| Basic earnings per share (RMB/Share) | 0.51 | -3.77% | 2.04 | 10.87% | ||
| Diluted earnings per share (RMB/Share) | 0.51 | -3.77% | 2.04 | 10.87% | ||
| Weighted average ROE | 3.41% | -0.40% | 13.33% | -0.34% | ||
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 write-off that accrued for impairment of assets) | -5,470,321.32 | |
| 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 | 30,811,684.32 |
| business) | ||
| Gains/losses from entrusted investment or assets management | 239,529,818.37 | |
| Restoring of receivable impairment provision that tested individually | 512,580.00 | |
| Other non-operating income and expenditure except for the aforementioned items | 357,642.14 | |
| Less: impact on income tax | 40,267,115.83 | |
| Impact on minority shareholders’ equity (post-tax) | 1,663,016.28 | |
| Total | 223,811,271.40 | -- |
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for CompaniesOffering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according tothe lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering TheirSecurities 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 ofextraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities tothe Public --- Extraordinary Profit/loss.
II. Statement of the total shareholders and shares-held of top ten shareholders at end of thePeriod
1. Common and preferred stockholders with voting rights recover and the top ten share-holding
In Share
| Total common shareholders at the end of report period | 63,367 | Total preferred stockholders with voting rights recover at the end of report period (if applicable) | 0 | ||||
| Top ten 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 | ||||||
| WUXI INDUSTRY DEVELOPMENT GROUP CO., LTD. | State-owned corporate | 20.22% | 204,059,398 | ||||
| ROBERT BOSCH GMBH | Foreign corporate | 14.16% | 142,841,400 | ||||
| Hong Kong Securities Clearing Company Ltd. (HKSCC) | Foreign corporate | 2.68% | 27,062,534 | ||||
| Bank of Communication – HSBC Jixin Double Core Strategy Mixed Securities Investment Fund | Other | 2.45% | 24,749,432 | ||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | Foreign corporate | 1.75% | 17,705,754 | ||||
| Central Huijin Investment Ltd. | State-owned | 1.27% | 12,811,200 | ||||
| corporate | ||||||||
| FIDELITY INVMT TRT FIDELITY INTL SMALL CAP FUND | Foreign corporate | 0.55% | 5,568,804 | |||||
| Huatai Securities Co., Ltd. | State-owned corporate | 0.54% | 5,481,598 | |||||
| Agricultural Bank of China – CIC 500 ETF | Other | 0.52% | 5,294,649 | |||||
| RBC EMERGING MARKETS EQUITY FUND | Foreign corporate | 0.47% | 4,760,065 | |||||
| Particular about top ten shareholders with un-restrict shares held | ||||||||
| Shareholders | Amount of un-restrict common shares held | Type of shares | ||||||
| Type | Amount | |||||||
| WUXI INDUSTRY DEVELOPMENT GROUP CO., LTD. | 204,059,398 | RMB common shares | 204,059,398 | |||||
| ROBERT BOSCH GMBH | 142,841,400 | RMB common shares | 115,260,600 | |||||
| Domestically listed foreign shares | 27,580,800 | |||||||
| Hong Kong Securities Clearing Company Ltd. (HKSCC) | 27,062,534 | RMB common shares | 27,062,534 | |||||
| Bank of Communication – HSBC Jixin Double Core Strategy Mixed Securities Investment Fund | 24,749,432 | RMB common shares | 24,749,432 | |||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | 17,705,754 | Domestically listed foreign shares | 17,705,754 | |||||
| Central Huijin Investment Ltd. | 12,811,200 | RMB common shares | 12,811,200 | |||||
| FIDELITY INVMT TRT FIDELITY INTL SMALL CAP FUND | 5,568,804 | Domestically listed foreign shares | 5,568,804 | |||||
| Huatai Securities Co., Ltd. | 5,481,598 | RMB common shares | 5,481,598 | |||||
| Agricultural Bank of China – CIC 500 ETF | 5,294,649 | RMB common shares | 5,294,649 | |||||
| RBC EMERGING MARKETS EQUITY FUND | 4,760,065 | Domestically listed foreign shares | 4,760,065 | |||||
| Explanation on related relationship or concerted action among the abovementioned shareholders | Among the top ten shareholders, there has no associated relationship between Wuxi Industry Development Group Co., Ltd. and other shareholders, the first largest shareholder of the Company; and they do not belong to the consistent actionist regulated by the Management Measure of Information Disclosure on Change of Shareholding for Listed Company. | |||||||
| Explanation on top 10 shareholders involving margin business (if applicable) (see note 4) | Not applicable | |||||||
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreementdealing in reporting period
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-backagreement dealing in reporting period.
2. Total of shareholders with preferred stock held and the top ten shareholdings
□Applicable √Not applicable
Section III. Important events
I. Particular about major changes from items of main accounting statements and financialindexes as well as reasons
√ Applicable □Not applicable
(I) Changes of items of balance sheet and cause analysis:
1. Other account receivable: increased 13.9407 million Yuan over that of beginning of the year with185.96% up, mainly due to the increase of intercourse funds between units;2. Construction in progress: increased 81.4001 million Yuan over that of beginning of the year with 81.12%up, mainly because equipment for technical improvement increased;3. Short-term loans: increased 104.7551 million Yuan over that of beginning of the year with 43.11% up,mainly because loans from subsidiary increased;4. Taxes payable: decreased 36.9732 million Yuan over that of beginning of the year with 39.39% down,mainly because income tax payables declined;5. Deferred income tax liability: decreased 14.9778 million Yuan over that of beginning of the year with86.05% down, mainly due to the sales of financial assets available for sale and decline of fair value;6. Other comprehensive income: decreased 84.4024 million Yuan over that of beginning of the year with96.83% down, mainly because the fair value of financial assets available for sale declined(II) Changes of items of income statement and cause analysis:
1. Sales expenses: increased 39.08 million Yuan from last period, mainly because guarantee fee and salary forsales increased on a y-o-y basis;2. Financial expenses: decreased 16.03 million Yuan from last period, mainly because exchange earnings andinterest income increased on a y-o-y basis
(III) Changes of items of cash flow statement and cause analysis:
1. Net cash flow arising from investment activity: 2400.72 million Yuan declined as out-flow compared with sameperiod of last year, mainly because recovery of financial products due increased on a y-o-y basis;2. Net cash flow arising from financing activity: 556.93 million Yuan increased as out-flow compared with sameperiod of last year, mainly because dividend distribution increased on a y-o-y basis.
II. Progress of significant events, their influences, and analysis and explanation of theirsolutions
√ Applicable □Not applicable
(I) Proposed application for listing in the national middle and small enterprises stock transfer system by thecontrolling subsidiary Weifu TianliOn 25 October 2016, the 8
th
board of directors of the Company held the 9
th
meeting to consider and approve the
proposal relating to proposed application for listing in the national middle and small enterprises stock transfersystem by the controlling subsidiary Ningbo Weifu Tianli Supercharging Technique Co., Ltd. on 30 December2016, Weifu Tianli was served with the notice of acceptance from the National Middle and Small Enterprise StockTransfer System Company Limited (GP2016120120). The relevant announcements (No.: 2016-020, No.:
2016-023 and 2017-001) were published on China Securities Journal, Securities Times, Hong Kong CommercialDaily and Juchao Information Website (http://www.cninfo.com.cn). At the current stage, this matter is in theprogress of consideration and approval.
(II) Parts of the joint-stock enterprise’s equity held by the Company freeze1. On 6 March 2017, the Company received litigation documents mailed by Shenzhen Intermediate People’s Courtof Guangdong Province (hereinafter referred to as Shenzhen Intermediate People’s Court). The documents were
concerning about the dispute case that the plaintiff applicant China Cinda Asset Management Co., Ltd. ShenzhenBranch appealed the respondent Weifu High Technology and other seven respondents and the third partyShenzhen Hejun Venture Holding Co., Ltd. (hereinafter referred to as Hejun Company) damaged the interests ofcorporate creditors, two cases are included in total. After civil ruling as No.(2016)Y03MC2490 and No.(2016)Y03MC2492 from Shenzhen Intermediate People's Court, the assets under the name of above said eightdefendants 217 million Yuan in total are being seal up, seized or freeze. Ended as the reporting period, the 4.71million shares of Miracle Logistics and 11,739,102 shares of SDEC Stock held by the Company has been freeze.The first trial open dated 24 September 2017, and further courts will give until further notice.2. The Company has applied to the Futian Court for compulsory liquidation of Hejun Company. Futian Court hasmade a civil ruling ((2017) Yue 0304 QS No. 5) which ruled to execute compulsory liquidation to Hejun Company.The Company will actively cooperate with the court to do the relevant liquidation work and safeguard thelegitimate rights and interests of the Company.(III) In accordance with the 15
th
session of 8
th
BOD held on 26 March 2018, the Company plans to invest on theE-round preferred stock issued by Protean Holdings Corp. and a Sino-foreign joint venture will establishes by thetwo parties in China. According to the investment cooperation agreement, the company paid the initial investmentof 24 million US dollars on May 21, 2018. The company obtained the equity certificate of subscribing 10,212,765shares of E-round preferred stock issued by Protean and became a shareholder of the Protean E-round preferredstock with the equity certificate number of Number E-1, which certified that the Company was the stock holder of10,212,765 shares under the name of Protean Company. Relevant works with joint venture concerned are still insmooth process.
| Overview | Disclosure date | Query index for interim notice |
| Proposed application for listing in the national middle and small enterprises stock transfer system by the controlling subsidiary Weifu Tianli | 2016-10-27 | (Notice No. 2016-023) Published on Juchao Website (www.cninfo.com.cn) |
| 2017-01-07 | (Notice No. 2017-001) Published on Juchao Website (www.cninfo.com.cn) |
| Parts of the joint-stock enterprise’s equity held by the Company freeze | 2017-03-08 | (Notice No. 2017-002) Published on Juchao Website (www.cninfo.com.cn) |
| 2017-12-06 | (Notice No. 2017-023) Published on Juchao Website (www.cninfo.com.cn) | |
| The Company invest on the E-round preferred stock issued by Protean Holdings Corp. and a Sino-foreign joint venture will establishes by the two parties in China | 2018-03-28 | (Notice No. 2018-003) Published on Juchao Website (www.cninfo.com.cn) |
| 2018-05-30 | (Notice No. 2018-014) Published on Juchao Website (www.cninfo.com.cn) |
III. Commitments that the company, shareholders, actual controller, offeror, directors,supervisors, senior management or other related parties have fulfilled during the reportingperiod and have not yet fulfilled by the end of reporting period
□ Applicable √ Not applicable
There are no commitments that the company, shareholders, actual controller, offeror, directors, supervisors, senior management orother related parties have fulfilled during the reporting period and have not yet fulfilled by the end of reporting period.
IV. Estimation of operation performance for year of 2018
Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or thewarning of its material change compared with the corresponding period of the last year and explanation of reason
□Applicable √Not applicable
V. Particular about security investment
√ Applicable □Not applicable
In RMB
| Variety of securities | Code of securities | Short form of securities | Initial investment cost | Accounting measurement model | Book value at the beginning of the period | Changes in fair value of the current profit and loss | Cumulative fair value changes in equity | Current purchase amount | Current sales amount | Profit and loss in the Reporting Period | Book value at the end of the period | Accounting subject | Source of stock |
| Domestic and foreign stocks | 600841 | SDEC | 199,208,000.00 | Measured by fair value | 186,966,000.00 | -52,859,532.00 | -2,897,858.24 | 37,880,000.00 | -52,805,846.59 | 105,848,940.00 | Financial assets available for sales | Own funds | |
| Domestic and foreign stocks | 002009 | Miracle Logistics | 69,331,500.00 | Measured by fair value | 79,410,600.00 | -37,632,900.00 | 5,664,952.50 | -37,397,400.00 | 41,777,700.00 | Financial assets available for sales | Own funds |
| Total | 268,539,500.00 | -- | 266,376,600.00 | -90,492,432.00 | 2,767,094.26 | 0.00 | 37,880,000.00 | -90,203,246.59 | 147,626,640.00 | -- | -- |
| Disclosure date of securities investment approval from the Board | 2012-03-24 | ||||||||||
| 2013-06-04 | |||||||||||
VI. Trust financing
√ Applicable □Not applicable
In 10 thousand Yuan
| Type | Capital resources | Amount for entrust | Balance un-expired | Overdue amount |
| Bank financing product | Own funds | 348,000 | 257,000.00 | 0 |
| Trust financing products | Own funds | 112,790 | 97,808.00 | 0 |
| Other | Own funds | 166,150 | 101,546.87 | 0 |
| Total | 626,940 | 456,354.87 | 0 | |
Details of the single major amount, or high-risk trust investment with low security, poor fluidity and non-guaranteed:
√ Applicable □Not applicable
In 10 thousand Yuan
| Trustee institution r name | Trustee type | Type | Amount | Source of funds | Start date | End date | Capital investment purpose | Criteria for fixing reward | Reference annual rate of return | Anticipated income (if applicable) | Actual gains/losses in period | Actual collected gains/losses in period | Amount of reserve for devaluation of withdrawing (if applicable) | Whether approved by legal procedure (Y/N) | Whether has entrust finance plan in the future | Summary of the items and related query index (if applicable) |
| Bank | Bank financial products | non-guaranteed floating income | 581,000 | Own funds | 2018-01-03 | 2019-04-08 | Bank financial products | Reference annualized yield by agreement | 5.00% | 10,012.62 | 10,012.62 | Collected by agreement | Y | Y | ||
| Trust | Trust financing | Non-guaranteed floating | 143,000 | Own fun | 2018-01-04 | 2019-01-28 | Collective trust | Reference annual | 6.00% | 4,465.24 | 4,465.24 | Collected by | Y | Y |
| products | income | ds | scheme | ized yield by agreement | agreement | |||||||||||
| Others (funds, etc.) | Other | Non-guaranteed floating income | 92,000 | Own funds | 2018-01-04 | 2019-09-09 | Fund products with fixed income | Reference annualized yield by agreement | 7.00% | 7,738.04 | 7,738.04 | Collected by agreement | Y | Y | ||
| Total | 816,000 | -- | -- | -- | -- | -- | -- | 22,215.9 | 22,215.9 | -- | -- | -- | -- | |||
Entrust financial expected to be unable to recover the principal or impairment might be occurred
□ Applicable √ Not applicable
VII. Particulars about derivatives investment
□ Applicable √ Not applicable
The Company had no derivatives investment in Period.
VIII. Registration form of receiving research, communication and interview in the reportperiod
√ Applicable □Not applicable
| Date | Method | Type of investors | Index for the interview and research |
| Form 1 July to 30 September 2018 | Written inquiry | Other | The Company answered 36 questions for investors online through the investor relations interactive platform(http://irm.p5w.net/dqhd/sichuan/) |
| Form 1 July to 30 September 2018 | Telephone communication | Other | Basic condition of the Company and views on market in 2017, communication with investors by telephone more than 50 |
IX. External security against the rules
□ Applicable √ Not applicable
The Company has no external security against the rules in the Period
X. Controlling shareholders' and its related party's non-business capital occupying of the
listed company
□ Applicable √ Not applicable
There are no controlling shareholders' and its related party's non-business capital occupying of the listed company.
Board of Directors ofWeifu High-Technology Group Co., Ltd.
30 Oct. 2018