Mango Excellent Media Co., Ltd.
Annual Report 2023
April 2024
Annual Report 2023
Section I Important Note, Table of Contents and DefinitionsThe Board of Directors, the Board of Supervisors, directors, supervisors andexecutives of the Company hereby warrant that the information contained in thisAnnual Report is true, accurate and complete and this Annual Report is free from anymisrepresentation, misleading statement or material omission, and agree to assumejoint and several liability for this Annual Report.
CAI Huaijun, Principal of the Company, ZHANG Zhihong, CFO and TAO Jinyu,Chief Accountant, hereby represent that the financial statements contained in thisAnnual Report are true, accurate and complete.
All directors of the Company attended the meeting of the Board of Directorsreviewing this Report.
This Report contains certain forward-looking statements regarding future plans,development strategies and other projected matters, which do not constitute anysubstantial covenant made by the Company to the investors and related persons. Theinvestors and related persons shall be fully aware of the relevant risks, and understandthe differences among such plans, forecasts and covenants.
The Company has stated in details the possible risks in its operation andcountermeasures in this Report. Investors are advised to refer to the Section III“Management’s Discussion and Analysis – Prospects for future development of theCompany”.
According to the profit distribution proposal approved by the Board of Directors,
the Company will distribute a cash dividend of RMB1.8 (tax inclusive) per 10 sharesto all shareholders on the basis of 1,870,720,815 shares, without distributing any bonusshares or transferring any capital reserve to the share capital.
Table of Contents
Section I Important Note, Table of Contents and Definitions ...... 2
Section II Company Profile and Key Financial Indicators ...... 7
Section III Management’s Discussion and Analysis ...... 11
Section IV Corporate Governance ...... 36
Section V Environmental and Social Responsibility ...... 57
Section VI Important Events ...... 58
Section VII Share Changes and Information of Shareholders ...... 72
Section VIII Preference Shares ...... 79
Section IX Bonds ...... 80
Section X Financial Report ...... 81
List of References
1. Financial statements signed and chopped by the Principal, CFO and Chief Accountant of the Company;
2. Original of the auditor’s report stamped with the seal of the accounting firm and signed and chopped by the certified publicaccountants;
3. Originals of all documents of the Company publicly disclosed on the website for information disclosure designated by theChina Securities Regulatory Commission during the Reporting Period and related announcements; and
4. Other references.
Definitions
| Terms | means | Definition |
| Mango Excellent Media, Company, we or the Listed Company | means | Mango Excellent Media Co., Ltd. |
| Mango Excellent Media Co., Ltd. | means | the full name of the Company in English. |
| MANGO | means | the short name of the Company in English. |
| Happy Sunshine | means | Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., a wholly-owned subsidiary of the Listed Company. |
| Mango TV | means | the online video platform affiliated to the Listed Company and operated by Happy Sunshine. |
| Golden Eagle Cartoon | means | Hunan Golden Eagle Cartoon Media Co., Ltd., a wholly-owned subsidiary of the Listed Company. |
| Xiaomang E-commerce | means | Xiaomang E-commerce Co., Ltd., a subsidiary controlled by the Listed Company. |
| Happigo | means | Happigo Co., Ltd., a wholly-owned subsidiary of the Listed Company. |
| EE-Media | means | Shanghai EE-Media Co., Ltd., a wholly-owned subsidiary of the Listed Company. |
| Mango Studios | means | Mango Studios Culture Co., Ltd., a wholly-owned subsidiary of Happy Sunshine. |
| Mango Entertainment | means | Hunan Mango Entertainment Co., Ltd., a wholly-owned subsidiary of Happy Sunshine. |
| Mangofun | means | Shanghai Mangofun Technology Co., Ltd., a wholly-owned subsidiary of Happy Sunshine. |
| Mango Media | means | Mango Media Co., Ltd., the controlling shareholder of the Company. |
| GBS | means | Golden Eagle Broadcasting System Co., Ltd., the parent company of Mango Media Co., Ltd. as the controlling shareholder of the Company. |
| Hunan Cultural Assets Commission | means | Hunan State-owned Cultural Assets Supervision and Administration Commission, the actual controller of the Company. |
| Hunan Broadcasting System | means | the company that operates GBS in an integrated manner, where they are managed under the model of “one Party committee, two entities and integrated operation”. |
| HBNHG | means | Hunan Broadcasting Network Holding Group Co., Ltd., a subsidiary of GBS. |
| Xiaoxiang Film Group | means | Xiaoxiang Film Group Co., Ltd., a subsidiary of GBS. |
| HTBI | means | Hunan TV & Broadcast Intermediary Co., Ltd. |
| China Mobile | means | China Mobile Communications Group Co., Ltd. |
| IPTV | means | Internet protocol television, a technology integrated with Internet, multimedia, communication and other technologies that provides home users with digital television and other interactive services through broadband network. |
| OTT | means | over the top, which provides a variety of video and data services to users via the Internet. |
| IP | means | intellectual property, the property rights given to persons over the creations of their minds. |
| APP | means | application, i.e. mobile application program. |
| PAD | means | portable device. |
| PC | means | personal computer. |
| TV | means | television. |
| AR | means | augmented reality. |
| VR | means | virtual reality. |
| 5G | means | 5G network. |
| QM | means | QuestMobile, a mobile web big data company. |
| AIGC | means | AI generated content. |
| ChatGPT | means | Chat Generative Pre-trained Transformer, a large language model based on the GPT-4 architecture developed by OpenAI |
| Enlightent | means | a data platform which carries out statistics and analysis of the program broadcast data of long video platforms and channels |
Section II Company Profile and Key Financial Indicators
I. Company profile
| Stock short name | Mango | Stock code | 300413 |
| Chinese name | 芒果超媒股份有限公司 | ||
| Chinese short name | 芒果超媒 | ||
| English name (if any) | Mango Excellent Media Co., Ltd. | ||
| English short name (if any) | Mango | ||
| Legal representative | CAI Huaijun | ||
| Registered address | Golden Eagle TV Culture City, Changsha, Hunan | ||
| Postal code of registered address | 410003 | ||
| History of changes in registered address | None | ||
| Office address | Golden Eagle TV Culture City, Changsha, Hunan | ||
| Postal code of office address | 410003 | ||
| Company website | https://www.mgtv.com | ||
| mangocm@mangocm.com | |||
II. Contact person and contact information
| Board Secretary | Securities Affairs Representative | |
| Name | ZHANG Zhihong | ZHOU Yong |
| Address | Golden Eagle TV Culture City, Changsha, Hunan | Golden Eagle TV Culture City, Changsha, Hunan |
| Telephone | (0731) 82967188 | (0731) 82967188 |
| Facsimile | (0731) 82897962 | (0731) 82897962 |
| mangocm@mangocm.com | mangocm@mangocm.com |
III. Information disclosure and place for keeping annual report
| Website of the stock exchange for disclosing the Company’s annual report | http://www.szse.cn |
| Media and website for disclosing the Company’s annual report | The China Securities Journal, the Securities Times, the Securities Daily, the Shanghai Securities News and http://www.cninfo.com.cn |
| Place for keeping the Company’s annual report | Board of Directors Office of the Company |
IV. Other related information
Accounting firm engaged by the Company:
| Name of accounting firm | Pan-China Certified Public Accountants LLP |
| Office address of accounting firm | 6/F, No. 128, Xixi Road, Xihu District, Hangzhou City, Zhejiang Province |
| Name of accountants signing this Report | ZHENG Shengjun and HU Jian |
Sponsor engaged by the Company that performs the duties of ongoing supervision over the Company during the Reporting Period:
?Applicable ?N/A
| Name of sponsor | Office address of sponsor | Names of sponsor representatives | Period of continuous supervision |
| China International Capital Corporation Limited | 27 & 28/F, Block 2, China World Towers, No. 1 | YAO Xudong and WANG Kun | From August 24, 2021 to December 31, 2023 |
Jianguomenwai Street,Chaoyang District, Beijing
Jianguomenwai Street,Chaoyang District, Beijing
Financial advisor engaged by the Company that performs the duties of ongoing supervision over the Company during the ReportingPeriod:
?Applicable ?N/A
V. Key accounting data and financial indicatorsDid the Company need to retrospectively adjust or re-state accounting data of prior accounting years?? Yes □NoReason for retrospective adjustment or re-statement:
Changes in accounting policies, the business combination involving entities under common control, and other reasons.
| 2023 | 2022 | Increase/decrease YoY | 2021 | |||
| Before adjustment | After adjustment | After adjustment | Before adjustment | After adjustment | ||
| Operating revenue (RMB) | 14,628,016,301.84 | 13,704,339,712.31 | 13,976,774,034.92 | 4.66% | 15,355,863,482.07 | 15,800,575,582.17 |
| Net profit attributable to shareholders of the Listed Company (RMB) | 3,555,705,558.90 | 1,824,925,935.93 | 1,864,245,432.69 | 90.73% | 2,114,090,171.85 | 2,173,186,477.07 |
| Net profit attributable to shareholders of the Listed Company less non-recurring gain or loss (RMB) | 1,695,473,001.05 | 1,587,332,987.64 | 1,604,009,042.23 | 5.70% | 2,059,758,151.24 | 2,067,988,835.94 |
| Net cash flow from operating activities (RMB) | 1,083,773,256.71 | 551,646,897.99 | 621,803,699.44 | 74.30% | 561,800,882.37 | 591,807,858.26 |
| Basic earnings per share (RMB/share) | 1.90 | 0.98 | 1.00 | 90.00% | 1.17 | 1.20 |
| Diluted earnings per share (RMB/share) | 1.90 | 0.98 | 1.00 | 90.00% | 1.17 | 1.20 |
| Weighted average return on equity | 17.34% | 10.20% | 10.17% | 7.17% | 16.25% | 16.22% |
| End of 2023 | End of 2022 | Increase/decrease YoY | End of 2021 | |||
| Before adjustment | After adjustment | After adjustment | Before adjustment | After adjustment | ||
| Total assets (RMB) | 31,422,386,654.49 | 29,049,673,556.55 | 29,783,551,722.86 | 5.50% | 26,110,751,404.90 | 26,809,389,379.67 |
| Net assets attributable to shareholders of the Listed Company (RMB) | 21,492,422,786.43 | 18,850,714,836.78 | 19,014,691,412.16 | 13.03% | 16,966,400,358.23 | 17,373,834,160.11 |
Reason for changes in accounting policies and correction of accounting errors:
Since January 1, 2023, we have adopted the provisions contained in the Interpretation of the Accounting Standards for BusinessEnterprises No. 16 issued by the Ministry of Finance, regarding the “accounting treatment of deferred taxes related to assets andliabilities arising from single transactions to which the initial recognition exemption does not apply”, and adjusted the singletransactions to which such provisions apply that occurred during the period from the beginning of the earliest period in which weadopted such provisions in the presentation of the financial statements for the first time, till the date of initial adoption of such provisionsas follows: with respect to the taxable temporary difference and deductible temporary differences arising from lease liabilities andright-of-use assets, provisions related to retirement obligations and corresponding assets recognized in connection with the singletransactions to which such provisions apply, at the beginning of the earliest period in which we adopted such provisions in thepresentation of the financial statements for the first time, the cumulative effect is treated as an adjustment to the opening retainedearnings and other related financial statement items for that period in accordance with such provisions and the provisions of the CASBENo. 18 – Income Tax.Whether the lower of the net profit before and after deduction of non-recurring gain or loss in the past three accounting years has beennegative and the most recent annual auditor’s report indicates that the Company’s ability to continue as a going concern is uncertain?
□Yes ?No
Whether the lower of the net profit before and after deduction of non-recurring gain or loss is negative?
□Yes ?No
VI. Key financial indicators by quarter
In RMB
| First quarter | Second quarter | Third quarter | Fourth quarter | |
| Operating revenue | 3,101,059,998.83 | 3,691,961,699.32 | 3,573,177,607.48 | 4,261,816,996.21 |
| Net profit attributable to shareholders of the Listed Company | 548,278,325.03 | 711,208,458.41 | 521,322,289.18 | 1,774,896,486.28 |
| Net profit attributable to shareholders of the Listed Company less non-recurring gain or loss | 521,486,713.37 | 657,359,741.32 | 443,861,449.84 | 72,765,096.52 |
| Net cash flow from operating activities | -252,682,158.94 | 1,299,068,498.96 | 44,571,778.27 | -7,184,861.58 |
Whether there’s any material difference between the financial indicators or aggregate amounts thereof set out above and thecorresponding financial indicators set out in any quarter report or semi-annual report of the Company already disclosed?? Yes □NoThe differences between the indicators set out above and the corresponding indicators contained in the quarterly reports and semi-annual reports already disclosed were primarily due to the effect of the business combination involving entities under common control(Hunan Golden Eagle Cartoon Media Co., Ltd.).VII. Differences in accounting data arising from adoption of foreign and Chinese accountingstandards concurrently
1. Differences between net profit and net assets disclosed on the financial statements according to theinternational accounting standards and the Chinese accounting standards concurrently?Applicable ?N/ADuring the Reporting Period, there was no difference in net profits and net assets in the financial report disclosed in accordance withthe international accounting standards and the Chinese accounting standards.
2. Differences between net profit and net assets disclosed on the financial statements according to the foreignaccounting standards and the Chinese accounting standards concurrently
□Applicable ?N/A
During the Reporting Period, there was no difference in net profits and net assets in the financial report disclosed in accordance withthe foreign accounting standards and the Chinese accounting standards.VIII. Items and amounts of non-recurring gain or loss? Applicable □N/A
In RMB
| Item | Amount in 2023 | Amount in 2022 | Amount in 2021 | Remark |
| Gain or loss on disposal of non-current assets (including the written-off part of the asset impairment reserve accrued) | 1,151,553.70 | 807,213.90 | 501,358.91 | |
| Government subsidies accrued to the current profit and loss (excluding government subsidies that are closely related to the business of the Company and are provided in fixed amount or quantity continuously according to the applicable polices and standards of the country) | 63,122,567.77 | 29,499,336.70 | 27,521,238.14 |
Profit and loss from investment or assetmanagement by commissioned parties
| Profit and loss from investment or asset management by commissioned parties | 92,809,746.83 | 119,290,763.72 | 34,265,617.23 | |
| Reversal of impairment loss on accounts receivable tested for impairment individually | 17,343,043.26 | 3,355,000.00 | 4,843,660.00 | |
| Net profit or loss of subsidiaries acquired through business combination involving entities under common control from the beginning of the current period to the combination date | 32,481,963.81 | 39,292,296.69 | 59,525,956.70 | |
| Profit and loss from debt restructuring | 3,000,000.00 | 27,219,600.00 | ||
| One-off effect of adjustments of tax, accounting and other laws and regulations on current profit or loss | 1,628,790,218.38 | One-off adjustment due to changes in the enterprise income tax policy | ||
| Other non-operating revenue and expenditure other than those listed above | 25,036,359.58 | 41,319,889.16 | -21,265,876.15 | |
| Less: Effect on income tax | 243,024.40 | |||
| Effect on minority interests (tax exclusive) | 3,259,871.08 | 547,709.71 | 194,313.70 | |
| Total | 1,860,232,557.85 | 260,236,390.46 | 105,197,641.13 | -- |
Specific circumstances of other gain or loss items that meet the definition of non-recurring gain or loss:
□Applicable ?N/A
We do not have any other gain or loss items that can be defined as non-recurring gain or loss.Statement on defining non-recurring gain or loss items listed in the Explanatory Announcement No. 1 on Information Disclosure ofPublicly Listed Companies – Non-recurring Gain or Loss as recurring gain or loss items
□Applicable ?N/A
We do not have any non-recurring gain or loss items listed in the Explanatory Announcement No. 1 on Information Disclosure ofPublicly Listed Companies – Non-recurring Gain or Loss defined as recurring gain or loss items.
Section III Management’s Discussion and Analysis
I. Situations of our industry during the Reporting Period
1. Media convergence enters a new stage, and the mainstream media greet strategic opportunities.Since the overall implementation of media convergence as a national strategy, the development of media convergence has yieldedremarkable results, including continuously expanding all-media arena, numerous phenomenal convergence media products, and widerand deeper mainstream communication through network channels. At present, China’s media convergence process has gradually movedfrom “addition” toward “convergence”, and in the context of new ecosystem and new technologies, entered the new stage of all-rounddevelopment and system building. In the new journey, the mainstream media have the duty to continuously build a healthy networkecosystem, step up the development of media convergence, improve the communication and leadership powers, influence and publiccredibility of mainstream opinions, and provide strong support to the building of a strong country and national rejuvenation of Chinain the field of public opinions and communication.
2. Content supply focuses on top-tier works, and the share of exclusively broadcast films, TV dramas and variety shows isincreasing.
Though the major long video platforms may adopt different content patterns, TV dramas and variety shows are their foundation.According to Enlightent, in 2023, the supply of variety shows, films and TV dramas was generally stable, the number of new workswas almost the same as that in 2022, and the video platforms focused more on top-tier works that can remarkably attract new users andvertical contents focusing on core users, and cut certain ordinary contents having a poor return on investment. In terms of broadcastingstrategy, the video platforms adopted exclusive broadcast as their primary strategy, with the share of exclusively broadcast new TVdramas and series increasing from 72% to 78%, the share of variety shows exclusively broadcast on TV and online both exceeded 50%,and the share of variety shows exclusively broadcast online reached 93%. As micro and short dramas become a new incremental contentmarket, the long video platforms have increased their deployment in short dramas.
3. The long video user base is basically stable and membership operation enters a high-quality development stage.
According to QuestMobile, the number of online video users was 786 million in December 2023, almost the same as one yearago. The competition pattern of the domestic long video industry has gradually shifted from the original “top 3” toward “2+2” top 4video platforms. The user base and duration of watch time on the major video platforms may fluctuate due to the release of key contentsand popular programs, but the overall competition pattern is stabilizing. In the context of competition over existing users, the platformsare actively exploiting existing users taking into account their user development stage, developing new user terminals and channels,improving the refined content operation level, and increasing their ARPPU, in order to achieve high-quality development.
4. The industry is gradually regaining its confidence, and the advertising market is showing a structural recovery trend.
According to CTR, the domestic advertising market was gradually recovering amid fluctuations in 2023, up about 6% year onyear. Despite the recovery of the market confidence to a certain extent, certain advertisers are cautious in the utilization of theiradvertising budget. In terms of different advertisement types, general performance-based advertisements have taken the lead in strongrecovery, while the recovery of brand advertisements lags behind. When the consumer market enters an upward cycle, a more reliableand sustainable recovery of brand advertisements can be expected, due to replenishment of budget. The top-tier media have relativeadvantages in market competition due to their brand value, user access and transformation effect. AI and other technologies may bringabout new drives for the upgrading of advertisement operation system.
5. Large screen users are increasing stably, and the new policies promote the healthy development of the industry.
The industrial authorities have taken a combination of actions against the Matryoshka doll-style charges, complicated operationsand other problems existing in the household large screen TV business, to continuously regulate the order of business operation of theindustry, and achieved staged results of governance. IPTV and OTT license holders are expected to benefit from the regulatorycompliant and high-quality development of the industry. According to Gozen Analytics, in 2023, the percentage of homes using IPTV,OTT and other types of intelligent TV in China was 52% per day or 91% per month, which was basically stable. As of the end of 2023,there were 326 million intelligent TV subscribers in China, an increase of 4% year on year. As a household information andentertainment hub and major channel for the content ecosystem of long and short video platforms, intelligent TV still occupies animportant position in content terminals.
6. AIGC promotes industrial reform and enables the application scenarios in the field of media in an all-round way.
In July 2023, the Cyberspace Administration of China and other six authorities jointly promulgated the Interim Measures for theAdministration of Artificial Intelligence Generated Content Services, designed to promote the healthy development of the artificialintelligence generated content (AIGC) industry with policies. AIGC provides a new way to create content following PGC and UGC.A large number of large model products have been released, and widely applied in the exploration of innovative applications andbusiness models in gaming, social networking, video and other media fields. The continuous upgrading of AI models is expected tocreate more application scenarios and space for growth, further reduce content production costs, improve the efficiency and quality ofcontent production, and open up new commercial spaces.II. Our main business during the Reporting Period
We are required to comply with the disclosure requirements for “Internet Video Business” set forth in the Guide on Self-regulatorySupervision for Companies Listed on the Shenzhen Stock Exchange No. 4 – Disclosure of Industry Information by the CompaniesListed on the ChiNext Board.
We are the sole state-owned long video and new media company listed on the A-share market, represent an important achievementin reform made by the Hunan Broadcasting System (HBS) in actively responding to the strategy of the Central Government onpromoting the in-depth media convergence and development, and are one of the first group of leading entities in the convergence ofradio, TV and media named by the State Administration of Radio, Film and Television (“SARFT”). Leveraging the Mango mediaconvergence ecosystem, and centered on our Internet video platform, Mango TV, we have focused on the control of the entire industrychain and ecosystem synergy, integrated resources of key elements, opened up the upstream and downstream of the industry chain,established an interconnected ecosystem matrix with multiple linkages, and built a mainstream new media group with strong leadership,communication and competitive powers. We are primarily engaged in Mango TV Internet video, new media interactive entertainmentcontent production, and content e-commerce businesses.
1. Mango TV Internet video
Our Mango TV Internet video business comprises advertising, membership and operator businesses, where the membershipbusiness is designed to attract target audience to become subscribing members through promotional campaigns and channel expansions,by leveraging our rich copyright resources and premium exclusive contents; the advertising business focuses on contents, fully exploresthe marketing value of high-quality content IPs, and provides clients with naming, placement, patching, inserting and other advertisingproducts and services; and in the operator’s large-screen business, we, as a license holder with advantageous contents, cooperate withtelecommunication carriers and cable TV operators, and share the revenues from VOD with them.
2. New media interactive entertainment content production
Our new media interactive entertainment content production business mainly comprises content production and operation, artistagency, music copyright, and IP derivatives businesses; in the content production and operation business, we create and produce varietyshows, films, TV dramas, cartoons for children and other programs, and earn revenues through copyright distribution, content operationor otherwise; in the artist agency business, we build an echelon of artists at all levels and of various types, and create a closed loop byarranging for the artists to take part in films, TV dramas, variety shows, commercial performances, branded concerts or otherwise; inthe music copyright business, we grant licenses on the basis of music IP resources accumulated and continuously enriched by the artists;and in the IP derivatives business, we develop multi-dimensional derivatives based on our premium content IPs, and M-CITY, Maijiand other offline location based entertainment and amusement brands.
3. Content e-commerce
In the content e-commerce business, leveraging our advantages in media creativity and content production, we conduct integratedcommunications and marketing through APP, large screen, mini program, live streaming room and other channels, to attract consumerdemands and sell goods. Xiaomang e-commerce is designed as “a content e-commerce platform focusing on home-made new fashions”,that focuses on the integration of IP content and e-commerce modes, creates the “super live steaming rooms” with the help of multipleunique content-based product lines, and continuously improves the closed loop of “content + video + e-commerce”. Happigo e-commerce targets silver-haired old people on the basis of large screen TV audience, serves high-end members through private domainmarketing, and sells goods through TV, APP and other channels.
III. Analysis of core competencies
1. Platform advantages
As a Party-controlled media and state-owned enterprise, we inherit the media gene that “orientation is more precious than gold”,enter the main battlefield as a main force, stick to the correct political direction, direction of guidance of public opinion and orientationof values, strictly implement the content “three reviews” system and the responsibility system for ideological work, build a strongideological front, vigorously create a sound network ecosystem, and improve the communication and leaderships powers, influenceand public credibility of mainstream public opinions. We have precise insight, profound understanding and strong execution capabilityin mainstream communication, and integrate mainstream communication with the communication system for social mainstreamcultural values.
2. Advantages in convergence
The Report to the 20
thNational Congress of the Communist Party of China (“CPC”) requires the improvement of the systems forcommunications across all forms of media and creation of a new environment of mainstream public opinion”, which marks that the in-depth media convergence enters a period of important opportunities for high-quality development. We have intensively implementedthe strategic plan made by the Central Government on accelerating the in-depth media convergence, and built an integrated ecosystemcomprising Mango TV, Golden Eagle Cartoon, Xiaomang e-commerce and Hunan Satellite TV. Through multi-screen linkage, multi-domain marketing and diversified convergence, the four platforms give full play to the effect of business synergy and resourceintegration, create a linked development model featuring joint creation and sharing, and effectively transform the advantages of mediaconvergence into drives for development.
3. Institutional advantages
Relying on our efficient and flexible market-oriented operating mechanism, we continuously improve the management andoperating efficiency of our platforms, implement the compensation and incentive system that gives more pay for more work, and givespriority to efficiency, to stimulate the employees’ creativity; grant the power to manage and allocate personnel and property to thefront-liners based on the four-level management system comprising independent studios, teams, etc.; accelerate the competition amonginternal teams through market-oriented talent flows, “H” type double talent channel management, young talent training project orotherwise; and use the “intelligent mid-end matrix” to build a content-technology-risk control-operation coordinated linkagemechanism, to further liberate the productive forces of content teams.
4. Advantages in innovation
We stick to the concept of “innovate or die”, build a strong content team system, continuously secure core essential productionfactors, and firmly maintain our core competencies in content innovation. Our four platforms currently have 56 variety show productionteams, 22 film and TV drama production teams, and 36 strategic studios under the Xinmang Program, thereby becoming the largestvariety show producer in China. By establishing the content innovation bidding system, innovating in creativity research, developmentand production chain or otherwise, we stimulate the teams’ creative power, maintain a keen sense of smell, and rapidly respond tomarket changes with innovative contents.
5. Advantages in users
As of the end of 2023, Mango TV had 66.53 million paying users, ranking steadily among the top long video platforms in China.We stick to the special content strategy and platform positioning of “youth, metropolis and women”, to realize that our clear user base,fine content products and advertisers are linked and fit perfectly with each other. The overall user image of Mango TV is “vigor, fashionand quality”, among others, and its percentage of women users is higher than the average level of the industry. Clear user imaging andplatform positioning will enhance our special advantages in realizing the brand value of our platform through multiple channels and ina variety of ways, and building the membership operation system.
6. Advantages in ecosystem
Leveraging our advantages in proprietary contents, we have built the synergistic and complementary closed loop of Mango newmedia ecosystem covering the entire industry chain of media and Internet, where the upstream mainly includes artist agency and varietyshow, film and TV drama, and children’s cartoon production business, the mid-stream is responsible for content operation anddistribution through multiple channels provided by the online video platforms, in reliance on our strong content production capabilitiesand premium content matrix, and the downstream centers on offline location-based entertainment, parent-child amusement park, andother derivative operations based on Mango family content IPs, creates a wholly new business model comprising “content + video +e-commerce” with content as the basis, and realizes monetization of derivatives through multiple online and offline channels.
7. Advantages in licenses
Mango TV is the sole market player in the Internet video industry that holds both IPTV and OTT business licenses, with its smartlarge-screen business covering 31 provincial regions in China, which is an important supporting point for us to develop 5G and livingroom economy. In reliance on our complete licenses, our video content business covers all terminals, including mobile phone, PAD,PC, TV, IPTV and OTT. We are the first video media platform that has actually built “one cloud and multiple screens” system in theindustry. As the Internet TV industry enters the high-quality development stage, the licenses held by us will further show our advantages.
8. Advantages in business model
We firmly believe that the content is the king, and have established a sustainable and sound business model. In reliance on oursound market-oriented operation mechanisms, we have continuously improved the efficiency of business innovation and the risk controllevel, maximized the input-output ratio, and become a market player in the online video industry that has made profits for many years.We have realized effective control over content production costs through accurate user positioning, strong content productioncapabilities, and effective cluster of core production factors. In reliance on our industry leading model of monetization through“membership + advertising + operator + e-commerce” channels, we have developed multiple sources of revenue.
IV. Analysis of main business
1. Overview
The year of 2023 is the first year for the full implementation of the spirit of the 20
th
National Congress of the CPC, and also the
th
year of the overall implementation of media convergence as a national strategy. During the Reporting Period, we adhered to thespirit of General Secretary Xi Jinping’s cultural ideology and the instructions in his series important speeches on media convergenceas the fundamental principles and guidelines, addressed the uncertainties of the external environment with the certainties of our owndevelopment, focused on in-depth media convergence, consolidated the advantages of multi-platform coordinated development,stimulated intrinsic drives for our core business through content innovation, promoted diversified development of the emerging typesof operations on the basis of ecosystem coordination, and took into consideration both short-term goals and medium- and long-termstrategies, made steady and strong progress in high-quality development, and achieved steady improvement of all key operatingindicators. In 2023, our total operating revenue was RMB14.628 billion, an increase of 4.66% year on year (where in the fourth quarter,
our total operating revenue was RMB4.262 billion, an increase of 21.16% year on year); our net profit attributable to the shareholdersof the List Company was RMB3.556 billion, an increase of 90.73% year on year; and our net profit attributable to the shareholders ofthe List Company after deduction of non-recurring gain or loss was RMB1.695 billion, an increase of 5.70% year on year. We madethe 15
th
list of “Top 30 Cultural Enterprises in China”, which was the fourth time we made the list since we completed the major assetrestructuring in 2018, and further consolidated our position in the “first echelon” of the cultural industry.
1. Hold fast to the communication position, and always fulfill the duties and missions of mainstream mediaWe always uphold the principle that “media controlled by the Party shall adhere to the leadership of the Party with utter loyalty”,focus on the duties and missions to “hold up the flag, gather the people, train new talents, promote culture, and showcase the image”,continuously strengthen the mainstream new media through our high-quality development, and enhance the leadership andcommunication powers, and influence of the mainstream public opinion through reform, innovation, convergence and development, tomake positive energy stronger and central theme more magnificent. First, focusing on major thematic communication. Mango TV hasprominently featured “Study Moments” on the first screen of its homepage, with a total of over 6 billion views of the special sectionof important reports featuring General Secretary Xi Jinping, and released special features on themes such as themed education forstudying and implementing Xi Jinping thought on socialism with Chinese characteristics for a new era, studying and implementing XiJinping’s cultural ideology, and celebrating the 102
nd
anniversary of the founding of the CPC. Second, promoting culturalinternationalization. We have actively implemented the requirement for “strengthening international communications capabilities”proposed in the Report to the 20
th
National Congress of the CPC, and continuously explored the ways to tell China’s stories and makeChina’s voices heard in the world. “Ride the Wind 2023” attracted wide attention from 600 overseas media outlets, with its programmode exported to Vietnam. “Divas Hit the Road” was recommended by 36 embassies abroad. Mango TV international App coversover 195 countries and regions globally, with over 140 million downloads, and has become an important window for promoting Chineseculture internationally. Third, creating a lot of excellent works. Our central theme documentaries have won the “China News Award”for six consecutive years. Six works, including “China S3” and “Finding Beyond Time and Space”, were selected as excellent domesticdocumentaries by the SARFT in 2023. We have produced many works featuring Hunan, such as “Hunan Tourism DevelopmentConference”, “Taste of Hunan” and “A Travelogue of Hunan”, to spread Hunan culture and tell stories of Hunan.
2. Build a hub for long video creation and production, and continuously strengthen the ecosystem moat for Mango contentsWe persist in the long-termism and futurism, ensure that content innovation holds high ideological banners, deepens cultural roots,respects market rules, and complies with the laws of new media communication, and vigorously build a talent and innovation hub fordomestic long video content creation and production. With 56 variety show production teams, 22 film and TV drama production teams,and 36 strategic studios, we have further consolidated our advantages in high-level, innovative and diversified content supply.According to Enlightent, in 2023, the effective all-network playback volume of Mango TV’s full-length variety shows increased by31% year on year, and the effective all-network playback volume of its full-length TV dramas and series increased by 46% year onyear, both ranking first in terms of growth rate in the long video industry.We have further consolidated the leading position of our variety shows in the industry. During the Reporting Period, Mango TVreleased over 100 variety shows, leading the industry in new releases, exclusive broadcasts, and innovation rates. Eight of the top tenmost popular variety shows on Douban belong to Mango TV. Our popular variety shows include “Ride the Wind 2023”, “Call Me byFire S3”, “Infinity and Beyond 2023”, “Divas Hit the Road”, “Who’s the Murderer S8” and other generation N variety shows, and
“Happy Friends”, “SHErlock”, and “Happy Adults” and other “small and beautiful” novelty variety shows that formed the “Douban 9Points Club of Mango Variety Shows”. In addition, works such as “Chinese Village Flowers” and “Mom & Daughter” stood out fromover 700 ideas in the “Mango 1% Creative Finals”, laying a solid foundation for future popular variety shows.
We have continuously enhanced the supply of premium films and TV dramas, innovated in the organizational structure andincentive mechanisms for the film and TV drama production teams, established the drama evaluation and quality control center,introduced super studios, launched the “Xinmang Program S” and the super partner system for films and TV dramas, focused on thedevelopment of top-tier TV dramas and series, enhanced the supply capacity of high-quality TV dramas and series, and significantlyimproved our content quality. During the Reporting Period, Mango TV released 128 TV dramas and series in total, including key filmsand TV dramas, and micro and short dramas under the “Damang Program”. “Meet Yourself”, “Fake It Till You Make It” and “TheForerunner” were selected by the SARFT into the “Selected Chinese TV Dramas and Series 2023”. Mango TV and Douyin have jointlylaunched the “Premium Short Drama Support Program”, under which the parties will focus on the joint creation of short dramas, andexplore new opportunities for cooperation in long and short videos. “Changing Wind and Moon” had its premiere on the Hunan SatelliteTV, becoming the first domestic micro and short drama broadcast on a satellite TV station for the first time. In 2024, we will releaseover 80 films and TV dramas and 100 micro and short dramas, which will further enhance our ability to supply high-quality TV dramasand series.
3. Overcome challenges for the core business, and bring the membership business into a new stage of high-quality development
Membership, advertising and operator businesses are important monetization channels for long video contents, and form the “threepillars” of Mango TV Internet video business. During the Reporting Period, our membership business grew rapidly, and continuouslyincreased its proportion in the total operating revenue; our advertising business stabilized the fundamentals and continued to improve;and our operator business continued to maintain steady growth. These segments are structurally complementary to one another, makingour business development more healthy and resilient.
The number of our members reached a new high. As of the end of 2023, Mango TV had 66.53 million active members. In 2023,our membership revenue was RMB4.315 billion, an increase of 10.23% year on year, where the membership revenue in the fourthquarter increased by 35.64% year on year. Our membership business is developing at an accelerated pace again, and the growth ofmembers and input of contents have formed a virtuous cycle and positive feedback loop. During the Reporting Period, Mango TVfocused on both content and channels, attracted and retained users with premium and exclusive contents, actively expanded the high-quality cross-industry channels; advanced the four themed membership brand season events, namely “Chasing Wind Season”, “JoyfulSeason”, “Graduation Season” and “Co-branded Season”, in an orderly manner, and increased the ARPPU of members in a refinedmanner; innovated in and upgraded membership entitlements, and offered over 300 kinds of membership benefits. Our membercustomized programs set industrial benchmarks, with the average input-output ratio of “Happy Adults”, “Forest Evolution Theory”,“God Training Camp” and other member customized innovative IPs reaching 286%.
Our advertising revenue has rebounded rapidly. In 2023, our advertising revenue was RMB3.532 billion, a decrease of 11.57%year on year; however, the drop narrowed as compared to the first half of 2023, and the advertising revenue in the fourth quarterincreased by 15.95% year on year, marking that the annual growth has turned from negative to positive. The top-tier IPs, such as “Ridethe Wind 2023” and “Call Me by Fire S3”, stabilized the variety show advertising market, while “Meet Yourself” and “The Love ofLove” set new records in terms of advertising revenue and the number of project partners achieved by our TV dramas and series withinthe past three years. Benefiting from the ecosystem advantages of multi-platform convergence and the continuously growing user base,the platform value of Mango TV in brand marketing was further highlighted. During the Reporting Period, we solicited a number oftop-tier brand customers in Internet platform, liquor, food and other key sectors, and now one third of our customers are new customers.Our operator business has maintained steady growth. In 2023, our operating revenue from the operator business was RMB2.767billion, an increase of 10.27% year on year. In the business operation outside Hunan, we leveraged the cooperation with operators,especially the strategic partnership with China Mobile, improved the online release rate and recommendation rate of large-screencontents, and achieved full coverage of basic and value-added services. In the business operation in Hunan, we promoted growth ofrevenues from the IPTV business through innovative operations, optimization of offline incentive policies, and focus on key areas,released the “Hunan Smart Education Platform App for TV”, and created a lot of innovative special courses that attracted over 6 millionusers. In addition, we launched the innovative “Crowdfunding Plan” based on the large-screen treasure bowl platform, under whichthe family sitcom entitled “Happy Family” was broadcast jointly on IPTVs of 16 provinces and cities.
4. Fully leverage the synergy effect, and create a diversified and deeply converged Mango ecosystem
During the Reporting Period, we completed the acquisition of Golden Eagle Cartoon, pursued a unique development path forXiaomang E-commerce, and upgraded our “Mango TV + Hunan Satellite TV” double platforms media convergence model to “MangoTV + Hunan Satellite TV + Golden Eagle Cartoon + Xiaomang E-commerce” four platforms model. On the basis of consolidatingMango TV Internet video business, the four platforms have fully integrated content creation, production and operation, leveraged theeffects of business synergy and resource integration, built “1+1+1+1+N” Mango ecosystem with richer contents, continuouslyimproved the monetization chain for our content ecosystem and values, and pursued more diversified business development paths.
The acquisition of Golden Eagle Cartoon, as a top-tier domestic parent-child content platform, was an important step made by usin enriching our all-media communication ecosystem, which will further consolidate our content moat in the parent-child field, andproduce a comprehensive synergy effect with our existing business in program innovation, marketing resources, venture capitalinvestment in cartoons, research-based learning parks, derivative products, etc. During the Reporting Period, Golden Eagle Cartoonfocused its efforts on building content barriers for children’s programs and parent-child ecosystem, explored new parent-childconsumption models, focused on content operation, brand marketing, development of derivative products, and offline amusement parks,etc., and made a net profit of RMB63,473,700, successfully fulfilling the performance commitment for the year 2023. Xiaomang E-commerce leveraged the premium content IPs and artist resources of Mango ecosystem, focused on core user groups, explored newcommercial models for contents, and maintained the momentum of rapid growth, with GMV exceeding RMB10 billion. The GMV ofour first self-operated fashion brand “No. 1” exceeded RMB270 million, achieving the transition from single products to a brand, andproviding a more commercially valuable growth model for partner brands. “A Journey for No.1”, the first customized variety showreleased by Xiaomang received a Douban rating of over 9 points, realized an in-depth convergence of content and e-commerce, andachieved a win-win situation for the program and product sales. EE-Media fully leveraged its advantages as an artist agency, enhancedtraining of new talents, optimized the artist structure, and actively explored the new growth space for artist agency and music copyrightbusinesses. Happigo fully leveraged the advantages of Mango ecosystem, developed high-quality products on the supply chain, andcreated multiple categories of self-owned brands.
5. Promote in-depth convergence of technology and content, and actively explore the application of cutting-edge technologies
We attach great importance to technology research, development and application, fully leverage rich application scenarios, andactively explore the application of AI and other cutting-edge technologies, and innovation in types of operation. We have releasedmore than 40 AI products, and widely applied AI technologies in media operation, advertisement placement, member interaction, videoedition, content production, and other business scenarios. In order to increase the recommendation conversion effect, we have releasedan AI multimodal retrieval and creation engine, which enables interactive retrieval of massive contents within seconds through vectorengine and dialogue model. In order to reduce costs and increase efficiency, we have used AI-generated short videos in variety showssuch as “Call Me by Fire” and “Run for Time”, produced over 1 million short videos, and significantly reduced the content promotioncosts and platform customer acquisition costs. In order to improve our operational efficiency, we have developed the AIGC HUBapplication platform, which integrates AIGC capabilities in text, image and speech modalities such as domain models, AI drawing andvoice generation. We have innovated in business models, cooperated with large model companies to launch AI character dialogueproducts, linked AI large anthropomorphic models with popular IPs such as “Young Blood 2” and “The Love of Love”, created AIcharacter chat scenarios, tried new monetization modes, and increased user adhesion and activity. In addition, we have also exploredthe in-depth integration of AI and content, and widely used AIGC audio dramas, AIGC copies, and AIGC posters.
2. Revenues and costs
(1) Components of operating revenue
Overall situation of operating revenue
In RMB
| 2023 | 2022 | Y/Y % change | |||
| Amount | Proportion to operating revenue | Amount | Proportion to operating revenue | ||
Total operatingrevenue
| Total operating revenue | 14,628,016,301.84 | 100% | 13,976,774,034.92 | 100% | 4.66% |
| By segment | |||||
| Mango TV Internet video business | 10,614,030,327.62 | 72.56% | 10,417,661,860.99 | 74.54% | 1.88% |
| New media interactive entertainment content production and operation | 1,149,941,038.24 | 7.86% | 1,390,868,611.95 | 9.95% | -17.32% |
| Content e-commerce | 2,822,529,201.38 | 19.30% | 2,135,993,003.68 | 15.28% | 32.14% |
| Others | 41,515,734.60 | 0.28% | 32,250,558.30 | 0.23% | 28.73% |
| By product | |||||
| Mango TV Internet video business | 10,614,030,327.62 | 72.56% | 10,417,661,860.99 | 74.54% | 1.88% |
| New media interactive entertainment content production and operation | 1,149,941,038.24 | 7.86% | 1,390,868,611.95 | 9.95% | -17.32% |
| Content e-commerce | 2,822,529,201.38 | 19.30% | 2,135,993,003.68 | 15.28% | 32.14% |
| Others | 41,515,734.60 | 0.28% | 32,250,558.30 | 0.23% | 28.73% |
| By region | |||||
| Hunan | 3,558,155,682.72 | 24.32% | 3,361,013,169.27 | 27.51% | 5.87% |
| Outside Hunan | 11,069,860,619.12 | 75.68% | 10,615,760,865.65 | 72.49% | 4.28% |
| By sales model | |||||
| Sale | 14,628,016,301.84 | 100.00% | 13,976,774,034.92 | 100.00% | 4.66% |
(2) Segments, products, regions or sales models representing more than 10% of operating revenue or profit?Applicable ?N/A
In RMB
| Operating revenue | Operating cost | Gross margin | Y/Y % change in operating revenue | Y/Y % change in operating cost | Y/Y % change in gross margin | |
| By segment | ||||||
| Mango TV Internet video business | 10,614,030,327.62 | 6,229,223,213.61 | 41.31% | 1.88% | 1.52% | 0.21% |
| New media interactive entertainment content production | 1,149,941,038.24 | 855,899,278.24 | 25.57% | -17.32% | -18.11% | 0.71% |
| Content e-commerce | 2,822,529,201.38 | 2,682,738,552.41 | 4.95% | 32.14% | 34.17% | -1.44% |
| Others | 41,515,734.60 | 35,145,850.68 | 15.34% | 28.73% | 26.86% | 1.25% |
| By product | ||||||
| Mango TV Internet video business | 10,614,030,327.62 | 6,229,223,213.61 | 41.31% | 1.88% | 1.52% | 0.21% |
New mediainteractiveentertainmentcontentproduction
| New media interactive entertainment content production | 1,149,941,038.24 | 855,899,278.24 | 25.57% | -17.32% | -18.11% | 0.71% |
| Content e-commerce | 2,822,529,201.38 | 2,682,738,552.41 | 4.95% | 32.14% | 34.17% | -1.44% |
| Others | 41,515,734.60 | 35,145,850.68 | 15.34% | 28.73% | 26.86% | 1.25% |
| By region | ||||||
| Hunan | 3,558,155,682.72 | 2,383,287,108.23 | 33.02% | 5.87% | 8.58% | -1.68% |
| Outside Hunan | 11,069,860,619.12 | 7,419,719,786.71 | 32.97% | 4.28% | 5.80% | -0.96% |
| By sales model | ||||||
| Sale | 14,628,016,301.84 | 9,803,006,894.94 | 32.98% | 4.66% | 6.46% | -1.13% |
In case of any adjustment to the statistic scale for main business data, the main business data of the most recent reporting period asadjusted according to the statistic scale applied at the end of the current reporting period:
?Applicable ?N/A
(3) Whether the Company’s revenue from sale of tangible goods is higher than the revenue from labor service??Yes ?No
(4) Performance of material sales contracts and material purchase contracts of the Company as of the end of the ReportingPeriod?Applicable ?N/A
(5) Components of operating cost
Classification of segments and products:
In RMB
| Segment | Item | 2023 | 2022 | Y/Y % change | ||
| Amount | Proportion to operating revenue | Amount | Proportion to operating revenue | |||
| Mango TV Internet video business | Internet video business | 5,795,180,476.82 | 59.12% | 5,771,468,065.50 | 62.68% | 0.41% |
| Mango TV Internet video business | Operator business | 434,042,736.79 | 4.43% | 364,240,806.41 | 3.96% | 19.16% |
| New media interactive entertainment content production | Copyright and production costs | 692,872,785.79 | 7.07% | 842,065,761.90 | 9.14% | -17.72% |
| New media interactive entertainment content production | Employee remuneration and others | 163,026,492.45 | 1.66% | 203,064,774.92 | 2.21% | -19.72% |
| Content e-commerce | Content e-commerce | 2,682,738,552.41 | 27.37% | 1,999,535,703.06 | 21.72% | 34.17% |
| Others | Others | 35,145,850.68 | 0.36% | 27,705,011.28 | 0.30% | 26.86% |
In RMB
| Product | Item | 2023 | 2022 | Y/Y % change | ||
| Amount | Proportion to operating revenue | Amount | Proportion to operating revenue | |||
| Mango TV Internet video business | Internet video business | 5,795,180,476.82 | 59.12% | 5,771,468,065.50 | 62.68% | 0.41% |
| Mango TV Internet video business | Operator business | 434,042,736.79 | 4.43% | 364,240,806.41 | 3.96% | 19.16% |
| New media interactive entertainment content production | Copyright and production costs | 692,872,785.79 | 7.07% | 842,065,761.90 | 9.14% | -17.72% |
| New media interactive entertainment content production | Employee remuneration and others | 163,026,492.45 | 1.66% | 203,064,774.92 | 2.21% | -19.72% |
| Content e-commerce | Content e-commerce | 2,682,738,552.41 | 27.37% | 1,999,535,703.06 | 21.72% | 34.17% |
| Others | Others | 35,145,850.68 | 0.36% | 27,705,011.28 | 0.30% | 26.86% |
Analysis: None.
(6) Changes in the scope of consolidation during the Reporting Period
?Yes ?NoDuring the Reporting Period, we acquired Golden Eagle Cartoon through a business combination involving entities under commoncontrol, and deregistered Beijing Happy Mango Culture Media Co., Ltd. See “IX. Changes in Scope of Consolidation” under “SectionX Financial Report” for details.
(7) Material changes or adjustments in respect of business, products or services of the Company during the Reporting Period?Applicable ?N/A
(8) Major customers and suppliers
Major customers of the Company:
| Aggregate sales revenue from top 5 customers (RMB) | 4,739,829,701.56 |
| Proportion of aggregate sales revenue from top 5 customers to annual sales revenue | 32.40% |
| Proportion of aggregate sales revenue from related parties among top 5 customers to annual sales revenue | 27.21% |
Particulars of top 5 customers:
| No. | Name of customer | Sales revenue (RMB) | Proportion to annual sales revenue |
| 1 | Customer 1 | 2,699,571,918.02 | 18.45% |
| 2 | Customer 2 | 1,279,986,808.00 | 8.75% |
| 3 | Customer 3 | 262,758,232.01 | 1.80% |
| 4 | Customer 4 | 262,298,381.58 | 1.79% |
| 5 | Customer 5 | 235,214,361.95 | 1.61% |
| Total | -- | 4,739,829,701.56 | 32.40% |
Other information of major customers:
?Applicable ?N/AMajor suppliers of the Company:
| Aggregate purchase amount from top 5 suppliers (RMB) | 2,241,153,433.69 |
| Proportion of aggregate purchase amount from top 5 suppliers to annual purchase cost | 22.86% |
| Proportion of aggregate purchase amount from related parties among top 5 suppliers to annual purchase cost | 12.13% |
Particulars of top 5 suppliers:
| No. | Name of supplier | Purchase amount (RMB) | Proportion to annual purchase cost |
| 1 | Supplier 1 | 1,189,151,288.20 | 12.13% |
| 2 | Supplier 2 | 291,572,413.80 | 2.97% |
| 3 | Supplier 3 | 283,018,868.78 | 2.89% |
| 4 | Supplier 4 | 260,377,358.49 | 2.66% |
| 5 | Supplier 5 | 217,033,504.42 | 2.21% |
| Total | -- | 2,241,153,433.69 | 22.86% |
Other information of major suppliers:
?Applicable ?N/A.
3. Expenses
In RMB
| 2023 | 2022 | Y/Y % change | Reason of significant change | |
| Selling expenses | 2,260,065,273.97 | 2,244,824,328.98 | 0.68% | Primarily due to an increase in channel development expenses |
| Administrative expenses | 612,009,007.33 | 646,502,018.06 | -5.34% | Primarily due to a decrease in labor costs |
| Financial expenses | -147,667,394.09 | -142,444,802.89 | 3.67% | Primarily due to an increase in interest income |
| R&D expenses | 278,728,244.78 | 257,607,242.41 | 8.20% | Primarily due to an increase in the labor costs of R&D personnel |
4. R&D expenses
?Applicable ?N/A
| Description of major R&D project | Purpose | Progress | Objectives | Expected effect on the future development of the Company |
| Mango TV smart audio-visual media service platform | Use proprietary technologies to build a basic service platform, an intelligent content production and processing platform, a content distribution platform, an application service platform and other systems, and form a domestic leading smart audio-visual media service platform. | Mango TV basic service platform module: the research, development and building of the business experimental platform, highly reliable gateway, Mango coordinated system and other products have been completed; audio-visual media business application innovation platform: the research, development and building of the rich media advertising, Mango digital collection platform and other products have been completed; VR application research platform: the research, development and building of the XR live streaming platform, VR interactive content platform and other products have been completed; Guangmang cloud production and broadcasting platform: using the advanced design concept based on the “end-edge-cloud” coordinated treatment, the directional research and development of cloud production and broadcast process and management model have been completed, which will improve the production efficiency of ultra HD video contents; new infrastructure platform for content production management: the research, development and building of the cloud content review system, media structural platform and other products have been completed; audio-visual media refined operation support platform: the research, | To improve the security of platform data contents and other information, and enhance R&D efficiency; provide efficient and powerful tools for smart content production, refined operation and multi-channel distribution, support “4K+5G” high-definition intelligent production, explore VR and other cutting-edge technology scenarios and realize their industrialization. | The project can support the ever-expanding demands for content production and distribution, meet the growing needs of users for the development of audio-visual experience, help Mango TV to enhance its image in the industry and its soft power, and build a media technology moat. It is the only way to reduce costs and improve efficiency in operation and enhance user experience, and is of great significance for the Company to maintain its core competitiveness in the future. |
development and building of theintelligent customer service system,Mango instant messaging service andother products have been completed.
| development and building of the intelligent customer service system, Mango instant messaging service and other products have been completed. | ||||
| Video supercomputing-based virtual shooting and production | According to the software and hardware configurations for video supercomputing, integrate camera equipment, cloud real-time rendering engine, spatial positioning data collection and virtual standard production system with VFX basic production workflow, and build cloud-native virtual production SaaS service. | The Phase I development of virtual production based on supercomputing platform, development and deployment of virtual asset library and related function test report have been completed; and three patent applications in connection with the project have been submitted, which are under review. | Based on the home-made cloud-native virtual production platform mainly comprising virtual production collection system, supercomputing rendering system and lightweight space data collection system, in combination with cloud-native supercomputing virtual production SaaS and PaaS services, to develop a cloud-native supercomputing-based home-made virtual production SaaS platform that supports the production of program contents; and based on XR shooting technology, to develop virtual space lighting calibration algorithms for integrated lighting linkage, LED texture detection algorithms for LED screen display, and ROI (Region of Interest) ultra HD video optimization algorithms for video rendering. | The project focuses on the technology field of “ultra HD video algorithms”, and is an important attempt in the localization of virtual shooting technology, supercomputing platform and other advanced technologies. The project will not only reduce the content production costs of Happy Sunshine, and is an important measure to develop “culture + technology”, and create fine contents incorporating mainstream values and cutting-edge video technologies. |
| Research and development of anthropomorphic AI project | The anthropomorphic AI project will link the new ChatGPT technology with Mango’s specialty contents, and based on large-scale drama training, create AI characters for popular TV dramas and series, and assign personality settings to such characters. | Phase I development: Release derivative characters of Young Blood 2, complete the deployment of AI interactive capability, and link with Mango large-scale AI training camp, to accumulate technologies for Phase II large-scale development. | To increase the number of daily active users and members of the platform, expand the boundary of AI capability, enable platform scenarios other than content, build “IP+” ecosystem model, explore AI response experience on user side, and reserve technologies for product upgrading. | AI technology is an advantage of Happy Sunshine technology team and the focus of future cutting-edge technologies. In light of the new reform of the industry and new impact on user habits brought about by ChatGPT, the project intends to take the lead in releasing interactive AI products in the industry, and produce positive results in the production-research integration of AI technology, user attraction, retention and conversion, among others. |
Particulars of R&D personnel:
| 2023 | 2022 | Y/Y % change | |
| Number of R&D personnel | 694 | 604 | 14.90% |
Proportion of R&D personnel
| Proportion of R&D personnel | 15.78% | 13.62% | 2.16% |
| Education background of R&D personnel | |||
| Undergraduates | 518 | 445 | 16.40% |
| Masters | 111 | 97 | 14.43% |
| Others | 65 | 62 | 4.84% |
| Ages of R&D personnel | |||
| Below 30 | 185 | 180 | 2.78% |
| 30-40 | 453 | 383 | 18.28% |
| Others | 56 | 41 | 36.59% |
Amount of R&D expenses and proportion of R&D expenses to operating revenue in the past three years:
| 2023 | 2022 | 2021 | |
| Amount of R&D expenses (RMB) | 418,744,155.24 | 364,132,943.53 | 429,785,963.31 |
| Proportion of R&D expenses to operating revenue | 2.86% | 2.61% | 2.72% |
| Amount of R&D expenses capitalized (RMB) | 140,015,910.46 | 106,525,701.12 | 97,370,501.74 |
| Proportion of capitalized R&D expenses to total R&D expenses | 33.44% | 29.25% | 22.66% |
| Proportion of R&D expenses capitalized to the net profit of the current period | 4.03% | 5.90% | 4.48% |
Analysis of the cause and effect of significant change in the composition of R&D personnel:
?Applicable ?N/AAnalysis of the cause of significant change in the proportion of R&D expenses to operating revenue compared with the precedingyear:
?Applicable ?N/AAnalysis of the cause and reasonableness of significant change in the proportion of R&D expenses capitalized:
?Applicable ?N/A
5. Cash flows
In RMB
| Item | 2023 | 2022 | Y/Y % change |
| Subtotal of cash provided by operating activities | 14,518,104,991.76 | 13,574,285,652.07 | 6.95% |
| Subtotal of cash used in operating activities | 13,434,331,735.05 | 12,952,481,952.63 | 3.72% |
| Net cash flows from operating activities | 1,083,773,256.71 | 621,803,699.44 | 74.30% |
| Subtotal of cash provided by investment activities | 7,219,501,306.58 | 14,218,842,067.23 | -49.23% |
| Subtotal of cash used in investment activities | 6,463,056,173.92 | 13,561,887,809.91 | -52.34% |
| Net cash flows from investment activities | 756,445,132.66 | 656,954,257.32 | 15.14% |
| Subtotal of cash provided by financing activities | 679,622,361.64 | 1,923,325,434.53 | -64.66% |
| Subtotal of cash used in financing activities | 997,937,817.51 | 391,530,893.80 | 154.88% |
| Net cash flows from financing activities | -318,315,455.87 | 1,531,794,540.73 | -120.78% |
| Net increase in cash and cash equivalents | 1,521,997,270.65 | 2,811,010,904.25 | -45.86% |
Analysis of the main causes of significant changes in the relevant data:
?Applicable ?N/AThe net cash flow from operating activities increased by 74.30% year on year, primarily due to an increase in receipts from operatingitems in the current year.The net cash flow from investment activities increased by 15.14% year on year, primarily due to the amount of bank wealth managementproducts redeemed exceeding the amount of bank wealth management products purchased in the current year.The net cash flow from financing activities decreased by 120.78% year on year, primarily due to a decrease in the discounted notes notqualified for derecognition, resulting in a decrease in cash flows provided by financing activities from the last year, and an increase individends in the current year, resulting in an increase in cash flows used in financing activities from the last year.Analysis of the significant difference between net cash flows from operating activities during the Reporting Period and net profit incurrent year:
?Applicable ?N/APrimarily because the deferred tax expenses recognized in the current year did not generate cash flows.
V. Analysis of non-main business?Applicable ?N/A
In RMB
| Amount | Proportion to total profit | Main source | Whether or not sustainable | |
| Investment income | 73,236,767.58 | 3.96% | Income on bank wealth | No |
management products
| management products | ||||
| Impairment loss on assets | -100,061,039.58 | -5.41% | Impairment losses on accounts receivable and inventories | No |
| Non-operating revenue | 35,532,003.82 | 1.92% | Income from rights protection actions | No |
| Non-operating expenses | 4,005,884.29 | 0.22% | Expenses in connection with indemnity | No |
VI. Analysis of assets and liabilities
1. Material changes in the components of assets
In RMB
| End of 2023 | Beginning of 2023 | Change | Reason of significant change | |||
| Amount | Proportion to total assets | Amount | Proportion to total assets | |||
| Cash and bank balances | 11,882,208,257.60 | 37.81% | 10,369,682,100.19 | 34.82% | 2.99% | |
| Accounts receivable | 3,496,523,370.15 | 11.13% | 3,239,435,040.40 | 10.88% | 0.25% | |
| Contract assets | 838,691,849.14 | 2.67% | 929,403,936.51 | 3.12% | -0.45% | |
| Inventories | 1,717,435,689.33 | 5.47% | 1,608,818,863.16 | 5.40% | 0.07% | |
| Investment properties | 81,084,052.23 | 0.26% | 83,381,033.60 | 0.28% | -0.02% | |
| Long-term equity investment | 4,123,864.73 | 0.01% | -0.01% | |||
| Fixed assets | 142,419,568.37 | 0.45% | 173,715,579.21 | 0.58% | -0.13% | |
| Right-of-use assets | 228,587,413.61 | 0.73% | 180,794,786.22 | 0.61% | 0.12% | |
| Short-term borrowings | 33,781,325.60 | 0.11% | 1,057,932,476.80 | 3.55% | -3.44% | Primarily due to the maturity of discounted notes not qualified for derecognition |
| Contract liabilities | 1,223,382,815.57 | 3.89% | 1,095,959,210.88 | 3.68% | 0.21% | |
| Lease liabilities | 151,809,003.34 | 0.48% | 138,344,104.72 | 0.46% | 0.02% | |
Analysis of high proportion of overseas assets:
?Applicable ?N/A
2. Assets and liabilities at fair value
?Applicable ?N/A
In RMB0’000
| Item | Opening balance | Gain or loss on changes in fair value | Aggregate changes in fair value recorded in equity | Impairment loss recognized in the current period | Amount acquired in the Reporting Period | Amount sold in the Reporting Period | Other changes | Closing balance |
| Financial assets | ||||||||
| 1. Financial assets held | 269,500.00 | 547,800.00 | 712,100.00 | 105,200.00 | ||||
for trading(excludingderivativefinancialassets)
| for trading (excluding derivative financial assets) | ||||||||
| 2. Accounts receivable financing | 4,905.44 | 64,934.04 | 69,839.49 | |||||
| Subtotal | 274,405.44 | 547,800.00 | 712,100.00 | 64,934.04 | 175,039.49 | |||
| Financial liabilities | 0.00 | 0.00 |
Other changes:
Other changes of receivables financing are primarily due to changes in discounting, endorsement or acceptance upon maturity ofbanker’s acceptance bills.Whether there’s any material change in the measurement properties of main assets of the Company during the Reporting Period??Yes ?No
3. Encumbrances on assets as of the end of the Reporting Period
As of the end of the Reporting Period, the total amount of restricted assets was RMB49,811,900, where the cash and bank balancesincluded RMB12,942,100 subject to judicial freeze, RMB995,100 of third-party platform deposits, RMB954,700 of other deposits, andthe amount of endorsed or discounted but not matured bills was RMB34,920,000.
VII. Analysis of investments
1. Overall situation
?Applicable ?N/A
| Amount of investment in 2023 (RMB) | Amount of investment in 2022 (RMB) | Y/Y % change |
| 834,795,100.00 | 2,880,000.00 | 28,885.94% |
2. Major equity investments acquired during the Reporting Period
?Applicable ?N/A
In RMB
| Investee | Main business | Method of investment | Amount of investment | Shareholding percentage | Source of funds | Partner | Term of investment | Product type | Status as of the balance sheet date | Expected income | Investment income/ loss in the Reporting Period | Whether or not involved in any litigation | Date of disclosure (if any) | Disclosure index (if any) |
| Hunan Golden Eagle Cartoon Media Co., Ltd. | Production of contents for youth | Acquisition | 834,795,100.00 | 100.00% | Self-owned funds | N/A | N/A | Equity | Completed business combination involving entities under common control | 834,795,100.00 | 63,473,693.23 | No | July 26, 2023 | Announcement of Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction disclosed on www.cninfo.com.cn |
| Total | -- | -- | 834,795,100.00 | -- | -- | -- | -- | -- | -- | 834,795,100.00 | 63,473,693.23 | -- | -- | -- |
3. Major non-equity investments that have not yet been completed in the Reporting Period
?Applicable ?N/A
4. Investment in financial assets
(1) Securities investment
?Applicable ?N/ANo such case during the Reporting Period.
(2) Derivative investment
?Applicable ?N/ANo such case during the Reporting Period.
5. Use of offering proceeds
?Applicable ?N/A
(1) Description of use of offering proceeds
?Applicable ?N/A
In RMB 0’000
| Year of offering | Method of offering | Total offering proceeds | Net offering proceeds | Total amount of offering proceeds used in the Reporting Period | Aggregate amount of offering proceeds already used | Total amount of offering proceeds the purpose of which was changed in the Reporting Period | Aggregate amount of offering proceeds the purpose of which has been changed | Percentage of offering proceeds the purpose of which has been changed | Total amount of unused offering proceeds | Purpose and whereabouts of unused offering proceeds | Total amount of offering proceeds that has remained unused for more than two years |
| 2019 | Private share offering | 200,000 | 198,270.07 | 22,450 | 130,669.45 | 0 | 0 | 0.00% | 67,600.62 | Deposited in the dedicated account of offering proceeds and used for the purchase of cash management products; wherein, RMB368,805,500 has been used to permanently replenish the working capital | 67,600.62 |
| 2021 | Share offering to specific persons | 450,000 | 448,579.21 | 116,615.39 | 297,340.12 | 0 | 0 | 0.00% | 151,239.09 | Deposited in the dedicated account of offering proceeds, and purchase cash management products | 151,239.09 |
| Total | -- | 650,000 | 646,849.28 | 139,065.39 | 428,009.57 | 0 | 0 | 0.00% | 218,839.71 | -- | 218,839.71 |
| Description of use of offering proceeds | |||||||||||
| During the Reporting Period, the total amount of offering proceeds used by us was RMB1,390,653,900. As of December 31, 2023, the aggregate amount of offering proceeds used by us was RMB4,280,095,700, and RMB390,599,900 (including interest) was used to permanently replenish the working capital. The balance of the dedicated account of offering proceeds was RMB2,090,065,200, including RMB1,797,797,200 of principal and RMB292,268,000 of interest income, of which, RMB224,065,200 was deposited in the dedicated account of offering proceeds, and RMB1,866,000,000 of idle offering proceeds was used to purchase cash management products. | |||||||||||
(2) Committed fund-raising investment projects
?Applicable □N/A
In RMB0’000
| Committed investment project and use of over-raised funds | Whether the project has been changed or partially changed | Total committed investment amount | Total investment amount as adjusted (1) | Amount invested in the Reporting Period | Aggregate amount already invested as of the end of the Reporting Period (2) | Progress of investment as of the end of the Reporting Period (3) =(2)/(1) | Date that the project is ready for its intended use | Income earned in the Reporting Period | Aggregate income as of the end of the Reporting Period | Whether the project has produced the desired result | Whether there’s any significant change in the feasibility of the project |
| Committed investment project | |||||||||||
| Mango TV copyright pool expansion project | No | 148,674 | 148,674 | 22,450 | 117,992 | 79.36% | -4,168.57 | 24,291.72 | N/A | No | |
| Mango TV cloud storage and multi-screen broadcast platform project | No | 49,558 | 49,558 | 12,677.45 | 25.58%1 | 2 | N/A | No | |||
| Content resource pool expansion project | No | 398,587.78 | 398,587.78 | 107,899.02 | 283,417.38 | 71.11% | 111,095.48 | 289,816.29 | Yes | No | |
| Mango TV smart audio & video media service platform project | No | 49,991.43 | 49,991.43 | 8,716.37 | 13,922.74 | 27.85% | 3 | N/A | No | ||
| Subtotal | -- | 646,811.21 | 646,811.21 | 139,065.39 | 428,009.57 | -- | -- | 106,926.91 | 314,108.01 | -- | -- |
| Use of over-raised funds | |||||||||||
| None | |||||||||||
| Total | -- | 646,811.21 | 646,811.21 | 139,065.39 | 428,009.57 | -- | -- | 106,926.91 | 314,108.01 | -- | -- |
| Explain the situation and reason for failure to achieve the planned progress and desired result by item (including the reason for choosing “N/A” for “Whether the project has produced the | Mango TV cloud storage and multi-screen broadcast platform project: The project was planned in 2017 and implemented in 2019 after receipt of the relevant offering proceeds. However, within these two years, the technical environment changed greatly, and the technical requirements also changed. Therefore, after receipt of the relevant offering proceeds, we adjusted the fund use plan, resulting in a significant deviation of the fund use progress from the fund use plan originally disclosed. Pursuant to the Guide on Operational Compliance for Companies Listed on the ChiNext Board of the Shenzhen Stock Exchange, we proposed to adjust the fund use plan in respect of the cloud storage and multi-screen broadcast platform project, by extending the fund use period to 2021. The fund use plan in respect of Mango TV cloud storage and multi-screen broadcast platform project was adjusted pursuant to the Proposal for Adjusting the Fund Use Plan in Respect of Certain Fund-raising Investment Project adopted at the 29th meeting of the 3rd Board of Directors of the Company on April 23, 2020, and further adjusted pursuant to the Proposal for Adjusting the Fund Use Plan in Respect of Certain Fund-raising Investment Project adopted at the 35th meeting of the 3rd Board of Directors on January 26, 2021. Mango TV smart audio & video media service platform project: The planning of the project was completed in 2020, the fundraising of the project was completed in 2021, the project was officially implemented in 2022, and the construction of the project is planned to be completed in 2023. During the implementation of the project, certain changes have taken place in both the external market and the technical environment: On the one hand, due to the impact of travel conditions in 2022, there was a certain lag in business negotiation, contract signing and other procedures required for the procurement of software and hardware in this project; meanwhile, the frequency of | ||||||||||
desired result”)
| desired result”) | offline communication and field follow-up projects of the R&D team has decreased, which, to some extent, has affected the progress of project construction. On the other hand, in the background of reducing costs and increasing efficiency, Mango TV has suspended the development of heavy-asset projects after multiple reviews of project implementation and R&D focuses; it has prioritized the development of light-asset projects, mainly with human resources and a small quantity of software and hardware. With the transfer and adjustment of R&D resources and strategies, the overall implementation progress of the project has certain changes. According to the evaluation, it is expected that the project needs to be postponed for one year on the basis of the original project construction schedule; to be specific, all construction contents under the project plan will be completed by the end of 2024. The Company held the 15th meeting of the 4th Board of Directors of the Company on April 20, 2023, reviewing and adopting the Proposal for Adjusting the Fund Use Plan in Respect of Fund Raised for Mango TV Smart Audio & Video Media Service Platform Project, to adjust the fund use plan of the Mango TV smart audio & video media service platform project. The Company’s independent directors and the Board of Supervisors expressed their consent to the above proposal, and the sponsor issued a verification opinion. Due to the impact of the operational strategy of cost reduction and efficiency enhancement and supply of hardware and software resources in the market, in order to adapt to the construction progress of the smart audio-visual project, the Company held the 20th meeting of the 4th Board of Directors and the 18th meeting of the 4th Board of Supervisors of the Company on April 18, 2024, reviewing and adopting the Proposal for Adjusting the Fund Use Plan in Respect of Fund Raised for Mango TV Smart Audio & Video Media Service Platform Project, to adjust the fund use plan of the Mango TV smart audio & video media service platform project, and extend the construction period of the project to December 31, 2025. A special meeting of independent directors of the Company reviewed and adopted the above proposal, and the sponsor issued a verification opinion. Content resource pool expansion project: The Company held the 18th meeting of the 4th Board of Directors on August 17, 2023, reviewing and adopting the Proposal on Adjusting the Use Plan of Funds Raised by the Content Resource Pool Expansion Project, to adjust the fund use plan of the content resource pool expansion project, and extend the project construction period to December 31, 2025. The Company’s independent directors and the Board of Supervisors expressed their consent to the above proposal. The actual use of funds raised by the project is slower than the planned. It is mainly because under the impact of the overall development trend of the industry, the Company deeply cultivated the quality of contents, pursued high-quality development, and made content production more cautious than planned. Besides, the Company added a new bill acceptance method for content payment, which also delayed the actual payment of raised funds in the project to a certain extent. |
| Reason of significant change in the feasibility of the project | None |
| Amount and use of over-raised funds and progress of use thereof | N/A |
| Change in the place of the fund-raising investment project | N/A |
| Adjustment of the method of implementation of the fund-raising investment project | Applicable |
| Occurred in previous years |
Mango TV copyright pool expansion project: As of December 31, 2020, we purchased and released on Hunan TV 5 key TV series as scheduled. The progress of investmentand development meets expectations. The amount of actual investment being lower than the planned amount of investment was primarily due to changes in industrypolicies, as a result of which the prices for content copyright have returned to the reasonable level, so the price for TV series per part actually paid by us was lower thanthe estimated amount. On November 28, 2021, the Company held the 7
th meeting of the 4
thBoard of Directors, considering and approving the Proposal for Adjusting theMethod of Implementation and Fund Use Plan in Respect of Certain Fund-raising Investment Project, pursuant to which the method of implementation and fund use planin respect of the Mango TV copyright pool expansion project were adjusted. The Company’s independent directors and Board of Supervisors expressed their consent tothe above proposal, and the independent financial advisor issued a verification opinion. On December 21, 2021, the above proposal was reviewed and approved at theCompany’s 2
nd
extraordinary general meeting of shareholders in 2021. The remaining offering proceeds were used to purchase exclusive Internet copyright of teleplays.On April 18, 2024, the 20
th meeting of the 4
th Board of Directors and the 18
th meeting of the 4
thBoard of Supervisors of the Company reviewed and adopted the Proposalon Adjusting the Implementation Method and Fund Use Plan of Mango TV Copyright Pool Expansion Project. Due to commercial negotiations, scheduling planning andother reasons, the films and TV dramas that the Company intended to purchase were subject to scheduling adjustment, repertoire change, etc. According to the actualimplementation of the project, the Company adjusted the implementation method and fund use plan of the Mango TV copyright pool expansion project, adjusted part ofthe films and TV dramas to be purchased, and extended the project construction period to December 31, 2026. A special meeting of the Company’s independent directorsreviewed and adopted the above proposal, and the sponsor issued the verification opinion. The adjustment matters still need to be submitted to the Company’s generalmeeting for review and approval.Content resource pool expansion project: On April 18, 2024, the 20
th
meeting of the 4
th
Board of Directors and the 18
th meeting of the 4
th
Board of Supervisors of theCompany reviewed and adopted the Proposal on Adjusting the Implementation Method of the Content Resource Pool Expansion Project. Due to commercial negotiations,scheduling planning and other reasons, the films and TV dramas that the Company intended to purchase were subject to rescheduling, repertoires changes, etc. Accordingto the actual implementation of the project, the Company adjusted the implementation method of the content resource pool expansion project, and continued to use thebalance of the raised funds of Sub-project 1 “Grade-S Film and TV Drama Copyright Procurement Project” for Sub-project 2, and adjusted the implementation methodof Sub-project 2 “Grade-A Film and TV Drama Copyright Self-production (including Customization) and Procurement Project” into “Grade-S / Grade-A Film and TVDrama Copyright Self-production (including Customization) and Procurement Project”. A special meeting of the Company’s independent directors reviewed and adoptedthe above proposal, and the sponsor issued a verification opinion. The adjustment matters still shall be submitted to the Company's general meeting for review andapproval.
| Mango TV copyright pool expansion project: As of December 31, 2020, we purchased and released on Hunan TV 5 key TV series as scheduled. The progress of investment and development meets expectations. The amount of actual investment being lower than the planned amount of investment was primarily due to changes in industry policies, as a result of which the prices for content copyright have returned to the reasonable level, so the price for TV series per part actually paid by us was lower than the estimated amount. On November 28, 2021, the Company held the 7th meeting of the 4th Board of Directors, considering and approving the Proposal for Adjusting the Method of Implementation and Fund Use Plan in Respect of Certain Fund-raising Investment Project, pursuant to which the method of implementation and fund use plan in respect of the Mango TV copyright pool expansion project were adjusted. The Company’s independent directors and Board of Supervisors expressed their consent to the above proposal, and the independent financial advisor issued a verification opinion. On December 21, 2021, the above proposal was reviewed and approved at the Company’s 2nd extraordinary general meeting of shareholders in 2021. The remaining offering proceeds were used to purchase exclusive Internet copyright of teleplays. On April 18, 2024, the 20th meeting of the 4th Board of Directors and the 18th meeting of the 4th Board of Supervisors of the Company reviewed and adopted the Proposal on Adjusting the Implementation Method and Fund Use Plan of Mango TV Copyright Pool Expansion Project. Due to commercial negotiations, scheduling planning and other reasons, the films and TV dramas that the Company intended to purchase were subject to scheduling adjustment, repertoire change, etc. According to the actual implementation of the project, the Company adjusted the implementation method and fund use plan of the Mango TV copyright pool expansion project, adjusted part of the films and TV dramas to be purchased, and extended the project construction period to December 31, 2026. A special meeting of the Company’s independent directors reviewed and adopted the above proposal, and the sponsor issued the verification opinion. The adjustment matters still need to be submitted to the Company’s general meeting for review and approval. Content resource pool expansion project: On April 18, 2024, the 20th meeting of the 4th Board of Directors and the 18th meeting of the 4th Board of Supervisors of the Company reviewed and adopted the Proposal on Adjusting the Implementation Method of the Content Resource Pool Expansion Project. Due to commercial negotiations, scheduling planning and other reasons, the films and TV dramas that the Company intended to purchase were subject to rescheduling, repertoires changes, etc. According to the actual implementation of the project, the Company adjusted the implementation method of the content resource pool expansion project, and continued to use the balance of the raised funds of Sub-project 1 “Grade-S Film and TV Drama Copyright Procurement Project” for Sub-project 2, and adjusted the implementation method of Sub-project 2 “Grade-A Film and TV Drama Copyright Self-production (including Customization) and Procurement Project” into “Grade-S / Grade-A Film and TV Drama Copyright Self-production (including Customization) and Procurement Project”. A special meeting of the Company’s independent directors reviewed and adopted the above proposal, and the sponsor issued a verification opinion. The adjustment matters still shall be submitted to the Company's general meeting for review and approval. | |
| Funds pre-invested in the investment project and replacement thereof | Applicable |
| On August 25, 2020, the 31th meeting of the 3rd Board of Directors considered and adopted the Proposal Regarding Payment by the Wholly-owned Subsidiary of Funds Invested in the Fund-Raising Investment Project with Banker’s Acceptance Bills and Replacement of the Same with the Offering Proceeds, approving that Happy Sunshine, a wholly-owned subsidiary of the Company, may use banker’s acceptance bills as the case may be during project investment with the fund raised, and replacement of the same with the offering proceeds by transferring the amount actually paid from the special account of offering proceeds to the account of owned funds of the Company. The independent directors and the Board of Supervisors of the Company expressed their consent to the above proposal, and the independent financial advisor issued a verification opinion. On September 23, 2021, the 5th meeting of the 4th Board of Directors considered and adopted the Proposal for Replacing the Self-raised Funds Pre-invested in the Fund-Raising Investment Project and Funds Used to Pay Part of the Offering Costs with the Offering Proceeds, approving the replacement of the funds pre-invested in the investment project in the amount of RMB703,945,553.67 and self-raised funds used to pay part of the offering costs in the amount of RMB475,471.70 (tax exclusive) with the offering proceeds. The independent directors and the Board of Supervisors of the Company approved such proposal, and the sponsor (CICC) issued a verification opinion. The Replacement of raised funds pre-invested in the fund-raising investment project was completed as of December 31, 2021. On September 23, 2021, the 5th meeting of the 4th Board of Directors considered and adopted the Proposal Regarding Payment by the Wholly-owned Subsidiary of Funds Invested in the Fund-Raising Investment Project with Banker’s Acceptance Bills and Replacement of the Same with the Offering Proceeds, approving the payment by Happy Sunshine, our wholly-owned subsidiary, of amounts in connection with the fund-raising investment project with banker’s acceptance bills during the period of fund-raising for such investment project through share offering to specific persons in 2020, and replacement of the same with the offering proceeds by transferring the amount actually paid from the dedicated account of offering proceeds to the account of owned funds of the Company. The independent directors and the Board of Supervisors of the Company approved such proposal, and the sponsor issued a verification opinion. On April 20, 2023, the 15th meeting of the 4th Board of Directors of the Company reviewed and adopted the Proposal Regarding Payment with Commercial Acceptance |
Bills or Otherwise and Replacement of the Same with the Offering Proceeds, approving the payment by Happy Sunshine, our wholly-owned subsidiary, of amounts inconnection with the fund-raising investment project with commercial acceptance bills (including issuance and endorsement of banker’s acceptance bills and commercialacceptance bills), letters of credit, cloud certificates or otherwise, and replacement of the same with the offering proceeds by transferring the amount actually paid fromthe dedicated account of offering proceeds to the account of owned funds of the Company. The independent directors and the Board of Supervisors of the Companyexpressed their consent to, and the sponsor and independent financial advisor issued verification opinions on, the proposal referred to above.
| Bills or Otherwise and Replacement of the Same with the Offering Proceeds, approving the payment by Happy Sunshine, our wholly-owned subsidiary, of amounts in connection with the fund-raising investment project with commercial acceptance bills (including issuance and endorsement of banker’s acceptance bills and commercial acceptance bills), letters of credit, cloud certificates or otherwise, and replacement of the same with the offering proceeds by transferring the amount actually paid from the dedicated account of offering proceeds to the account of owned funds of the Company. The independent directors and the Board of Supervisors of the Company expressed their consent to, and the sponsor and independent financial advisor issued verification opinions on, the proposal referred to above. | |
| Temporary replenishment of working capital with the unused offering proceeds | N/A |
| Amount of unused offering proceeds and reason thereof | Applicable |
| Mango TV cloud storage and multi-screen broadcast platform project: The project was planned in 2017 and implemented from 2019 when the supporting funds were raised. The construction of the project was basically completed in 2021, and the project has reached the expected usable state as planned. On April 21, 2022, Mango Excellent Media held the 8th meeting of the 4th Board of Directors, reviewing and adopting the Proposal on the Closing of Mango TV Cloud Storage and Multi-screen Broadcast Platform Project and Permanent Supplementation of Working Capital through with Remaining Raised Funds. The independent directors and the Board of Supervisors expressed their independent consent. On May 19, 2022, the Company held the 2021 annual general meeting of shareholders, reviewing and adopting the proposal referred to above. As of December 31, 2022, the special fund-raising account of the Mango TV cloud storage and multi-screen broadcast platform project has been canceled, and the remaining raised funds of RMB390,599,900 (including interest) has been transferred out to permanently supplementing the working capital. The reason for the balance is that the fundraising plan of the project was mainly based on investments in hardware platforms, mainly including the procurement of node servers, switches, storage servers and other equipment. During the project construction, cloud computing technology developed rapidly, and the Company also actively grasped the opportunity brought about by the technological innovation by purchasing commercial CDNs and cloud resources to replace the original hardware procurement plan, which, without affecting the implementation of the project, effectively reduced the project cost and enhanced the resource utilization efficiency of the Company. Besides, the Company has strengthened its independent innovation capabilities, increased expenses for personnel, increased self-research efforts, insisted on nationalization and self-development, replaced procurement with self-research, increase the number of R&D team members from 287 to 558, and had 70 patents from the project. For this project, in addition to the investment with raised funds, the Company also spent around RMB164,599,300 with its own funds in R&D personnel, commercial CDNs, cloud resources, etc. | |
| Purpose and whereabouts of unused offering proceeds | As of the end of the Reporting Period, we used RMB1,866,000,000 of unused offering proceeds to purchase cash management products, and deposited the balance of the unused offering proceeds in the dedicated account of offering proceeds. |
| Problems or other matters existing in the use and disclosure of offering proceeds | None |
Note: 1. The project has been completed. 2. The project aims at fully improving users’ experience of watching across the platform, no economic benefits will be yielded directly, so it is impossibleto calculate the benefits of such project separately. 3. The project aims at improving overall platform-level solutions in ultra HD video, interactive video and re-consumable video in the future,accelerating integration of Mango TV in aspects of resources, technology, services, business and flow, and no economic benefits will be yielded directly, so it is impossible to calculate the benefitsof such project separately.
Mango Excellent Media Co., Ltd. Annual Report 2023
(3) Changes in the fund-raising investment projects
□Applicable ?N/A
There has been no change in the fund-raising investment projects during the Reporting Period.
VIII. Sale of material assets and equities
1. Sale of material assets
?Applicable ?N/ANo material asset has been sold during the Reporting Period.
2. Sale of material equities
?Applicable ?N/A
IX. Analysis of major subsidiaries and associates
?Applicable ?N/AMajor subsidiaries and associates representing more than 10% of the net profit of the Company:
In RMB0’000
| Company name | Type of company | Main business | Registered capital | Total assets | Net assets | Operating revenue | Operating profit | Net profit |
| Happy Sunshine | Subsidiary | Internet video business, operator business and content operation business | 24,247.00 | 2,952,884.03 | 2,019,896.78 | 1,167,991.37 | 199,154.49 | 362,291.48 |
| Xiaomang E-commerce | Subsidiary | Content e-commerce | 7,500.00 | 10,781.43 | -45,394.15 | 102,097.05 | -25,125.61 | -25,117.77 |
| Golden Eagle Cartoon | Subsidiary | Production of contents for youth | 5,969.33 | 39,185.59 | 22,767.09 | 25,134.78 | 5,398.53 | 6,347.37 |
| Happigo | Subsidiary | Media retail | 40,100.00 | 87,759.89 | 53,046.57 | 181,214.57 | -4,037.44 | -3,416.94 |
| EE-Media | Subsidiary | Artist agency business, program, film and TV drama production business and copyright business | 9,000.00 | 84,576.45 | 57,719.32 | 38,011.94 | 4,098.12 | 4,106.94 |
Subsidiaries acquired or disposed of during the Reporting Period:
?Applicable ?N/A
| Company name | Method of acquisition or disposal of | Effect on the production, operation and results of the Company |
Mango Excellent Media Co., Ltd. Annual Report 2023
subsidiary during the Reporting
Period
| subsidiary during the Reporting Period | taken as a whole | |
| Xiaomang E-commerce | Internal transfer without consideration | Xiaomang E-commerce originally was a wholly-owned subsidiary of Happy Sunshine (in the data of major subsidiaries set out above, the data of Happy Sunshine contain the data of Xiaomang E-commerce between January and June 2023), and was transferred to the Company in July 2023 without consideration. This transaction does not have a material effect on the overall production, operation and results of the Company. |
| Golden Eagle Cartoon | Business combination involving entities under common control | The effect on the net profit of the Listed Company was RMB63,473,700. |
Particulars of major subsidiaries and associates:
X. Structured entities controlled by the Company?Applicable ?N/AXI. Prospects for future development of the Company
1. Prospects for future development
The year of 2024 is a critical year for achieving the goals and tasks set forth in the “14
thFive-Year Plan”, and also a year for us totackle thorny problems and accelerate the in-depth media convergence and development. The vast journey knows no bounds, settingsail with faith in the wind. We will always adhere to the guidance of Xi Jinping’s cultural ideology, and the important instruction madeby General Secretary Xi Jinping during his inspection of the Malanshan Video Cultural and Creative Park that “the convergence ofcultural and technology has great prospects”, firmly focus on “culture + technology” as the key for the future, accurately identifychanges, adapt scientifically, and seek changes proactively. In the new journey of building a mainstream new media group with strongleadership, communication and competitive powers, we will strive to provide “Mango answer” to the high-quality media convergenceand development.
(1) Strictly fulfill the missions and duties of a Party-controlled media and state-owned enterprise. We will always uphold theprinciple that “media controlled by the Party shall adhere to the leadership of the Party with utter loyalty”, adhere to the correct politicaldirection, direction of guidance of public opinion and orientation of values, and strengthen the ideological front. Oriented on the 75
th
anniversary of the founding of New China, and the annual theme of “bright journey of Chinese-style modernization”, we will innovatein mainstream communication, build high-quality communication and public opinion positions, and create a number of fine programs,to deeply implant the mainstream values in the hearts of the people. We will implement the plan to double the number of users ofMango TV International APP, increase copyright exports, continue to promote the internationalization of Mango’s variety show model,and enhance the overseas influence of Mango contents.
(2) Continue to consolidate the advantages of media convergence and development. After a decade of development, mediaconvergence has entered a new stage and a new journey. We will follow up the instructions contained in the important speeches ofGeneral Secretary Xi Jinping on media convergence, on the basis of the original double platforms, focus more on the strategic synergyand resource intensification in the convergence of four platforms, break down the barriers among new media and between new mediaand traditional media, ensure that the convergence brings about opportunities, values and benefits, and achieve new competitiveadvantages for high-quality media convergence and development. We will train a group of artists with potentials, promote in-depthconvergence of artist agency and content business on the four platforms, and form a virtuous cycle.
(3) Work harder and firmly defend the leading position in content innovation. We stick to the people-centered philosophy incontent innovation, uphold cultural confidence, make innovations on the basis of what has worked in the past, refrain from relying onpast experiences and paths, anchor fast to super-hit products, strive to maintain the absolute lead through ongoing innovations,continuously strengthen the core advantages in long video contents, promote the improvement of both “quality” and “quantity”, andfirmly defend the absolute leading position of “Mango products” in content innovation. We will consolidate our advantages in the fieldof variety show, strengthen the combination of content with AI and other new technologies, make breakthroughs in the new verticalcontents, and ensure that the proportion of innovative programs is not less than 40%. We will increase investments in film and TVdrama business, focus on the development of top-tier TV dramas and series, enhance the supply capability of premium TV dramas andseries, and continue to seek new opportunities in the fields of other contents, such as micro and short dramas, and cartoons for children.
(4) Make plans before taking actions, and promote the steady growth of the core business in an all-round way. General SecretaryXi Jinping pointed out at the Central Economic Work Conference at the end of 2023 that “high-quality development is of paramountimportance in the new era”. In the new journey, we will continuously enhance incentives to innovate and develop, seize opportunities,forge ahead bravely, and unswervingly promote the high-quality development of our core business. Leveraging our rich contentresources, we will improve the efficiency of membership operations, develop high-quality channel users, and achieve rapid user growthand steady increase in ARPPU; integrate advertising marketing resources of the four platforms, adopt differential marketing strategies,target budgets of core customers, seize additional budgets from the blue ocean and industry segments; rely on strategic cooperation,steadily improve the online release rate and duration of watch time of operator’s large screen contents; and expand content monetizationchain through content e-commerce, offline concerts, on-site research-based learning, artist agency or otherwise.
(5) Walk faster and accelerate the upgrading of emerging businesses. Golden Eagle Cartoon and Xiaomang E-commerce, asimportant components of our ecosystem, will be fully integrated with the main platform Mango TV in content creation and operations,
Mango Excellent Media Co., Ltd. Annual Report 2023
which will continuously improve our content monetization chain with stronger ecosystem enabling. As a top-tier domestic parent-childcontent platform, Golden Eagle Cartoon will comprehensively upgrade the Maiji brand, deploy offline locations, and promote the fasterand steadier growth of the “content + research-based learning + offline + derivative” industry chain. Xiaomang E-commerce willstrengthen platform building and operation, focus on core users, efficiently and differentially link artists, contents, products and brands,fully integrate the production advantages and artist resources of Mango ecosystem, and build distinctive “super live steaming rooms”.
(6) Driven by technology, focus on the development of new quality productive forces in the cultural field. Development of newquality productive forces in the cultural field requires a dialectical unity of high-quality creativity and advanced technology. Leveragingour advantages in content creativity and values-based guidance, we will explore effective mechanisms for the convergence of cultureand technology, and promote the shift of the technical team from a “supporting mindset” to a “leading mindset”, to become “creativeengineers” who solve content demands and lead content trends. In reliance on the “Mango large model”, we will effectively incorporate“culture + technology” throughout the entire chain of creativity, planning, execution, data analysis, commercialization, among others,give full play to the role of new quality productive forces in innovation in business models, enhancing user experience, and improvingquality and efficiency, and create more growth points in the cultural industry.
(7) Make steady progress, and continuously consolidate the foundation of high-quality development and governance. We willfully implement all measures set forth in the three-year action plan to improve the quality of listed companies and the action plan toimprove quality and returns of listed companies, and pursue high-quality development through standardized corporate governance;continuously improve our governance system in accordance with the current regulatory policies, taking into account our actualsituations; strengthen the primary responsibility of the “key few”, enhance the internal driving forces for corporate governance;establish the special meeting system of independent directors, and guarantee the performance of duties by the independent directors;broaden the channels for investors’ participation in corporate governance, facilitate the participation by all kinds of investors in majordecision-making, continuously improve the return on investment mechanisms; strengthen ESG governance, and use ESG as animportant means to pursue high-quality corporate development.
(8) Vigorously train the new generation of young leading talents. “People” are the key to the development of new qualityproductive forces, so we must make good use of talents as the “primary resources”. We will attach greater importance to team buildingand exploitation of young talents, provide an infinite stage for daring and innovative Mango people; explore and establish incentivemechanisms in line with the market competition rules, create conditions and environment for the growth of new technical talents;advance the “Young Talent Program” with high quality; create a more enthusiastic, more free cultural atmosphere, to enable more post-95s and post-00s to stand up, step forward and rise up, and inject endless vitality for the building of a mainstream new media group.
2. Potential risks and countermeasures
(1) Risks of impact of economic cycles. The advertising budget of business customers and consumption preference of end usersof our Internet video business are closely related to the macroeconomic cycles. In recent years, China’s economy has maintainedmedium-to-high speed of development, and Internet media industry has realized rapid growth. However, given the economic cycles,our business development may still be affected to a certain extent. To this end, we will fully make foresight and planning andcontinuously consolidate our core competitiveness in terms of content, products, talents and technologies to effectively cope with theimpact of economic cycles.
(2) Risk of changes in industrial policies. We pertain to the cultural and art industry. The market players shall conduct relevantbusiness in strict accordance with the industrial regulatory policies and shall obtain broadcast licenses before releasing the films, TVdramas, variety shows. Any change in industrial regulatory policies will bring uncertainties to our content production and broadcastschedule. As a Party media and state-owned enterprise, we have head start advantages in policy research, and will adhere to the correctpolitical direction, direction of guidance of public opinion and direction of values, and create content in strict compliance withrequirements of industrial policies.
(3) Risks of market competition. The Internet long video industry witnesses fundamental changes in operational thinking andunderlying logics and enters a new stage of rational development in terms of industry competition. Various major video platforms arefurther strengthening capabilities of proprietary content production, improving operation efficiency and enhancing profitability.Changes in industrial competitive situation may have adverse impact on our market shares and profitability. As a state-owned longvideo platform, we will continue to pursue the values guiding role of media and innovation in proprietary content and consolidatedevelopment advantages with content advantages.
(4) Risk of business qualifications. Our certain businesses require and maintain special business qualifications. If we are unableto promptly renew or obtain new business qualifications upon expiration of the relevant existing business qualifications, our businessdevelopment may be adversely affected. We will enhance business qualification management, work out a scientific plan for applyingfor business qualifications, increase communications with the competent business qualifications authorities to promptly renew businessqualifications upon expiration thereof.
(5) Risks of return on investment. The broadcast effect of audiovisual content including films, TV dramas and variety shows ishighly uncertain because it is affected by several factors such as program quality, user preference and public opinion environment. Theproduction of audiovisual content and the procurement of copyright have the inherent characteristics of huge amount of singleinvestment, long period of return on investment and non-predictability of market reaction, among others, so the return on investmentis greatly uncertain. As a result, we have firmly controlled content production elements in the whole process, established acomprehensive appraisal system to focus on the content input-output ratio and minimize investment risks.
(6) Risk of technology upgrading. Along with the maturity and application of metaverse, AIGC and other technologies, newbusiness patterns and business models will bring wholly new cultural and entertainment experience to users. If we fail to keep with thetrend of technology upgrading, the commercial remodeling brought by technology upgrading may have an adverse effect on ouroperation. We have established the innovation research institute to enhance researches on new technologies, new models and futuretrends of the industry, make judgments and arrangements in advance, and grasp development opportunities brought by technologyupgrading.
(7) Risk of outflow of talents. The new media business, film and TV drama production, and artist agency business conducted byus have high requirements for the professional levels of practitioners, so outflow of core personnel could affect the conduct of ourbusiness to a certain degree. We have established an open and innovative incentive mechanism, a unique self-motivation mechanism
Mango Excellent Media Co., Ltd. Annual Report 2023
and a content ecosystem suitable for creative talents to release their potential, so as to arouse the enthusiasm and creativity of corepersonnel while retaining them.
(8) Risk of infringement on intellectual property rights. Our main business involves the use of copyright of audiovisual programs,so the purchased copyright may have defects and infringe on the interests of legal right holders. Meanwhile, there exist infringementson copyright of the programs to which we have legal rights and interests. Therefore, we have established a copyright procurementmanagement system, regulated the procurement process, conducted strict examination of copyright supporting documents, andspecified relevant rights and obligations as well as liability for breach of contract; and intensified efforts to safeguard our intellectualproperty rights against copyright infringements.XII. Investigation, research, communication, interview and other activities during theReporting Period?Applicable ? N/A
| Date | Place | Method of communication | Type of guests | Guests | Main topic of discussion and information provided | Particulars of the investigation and research activity available at |
| April 25, 2023 | Teleconference | Communication by telephone | Institutional investors | Refer to the Record of Investor Relations Activities of Mango Excellent Media Co., Ltd. (2023-001) | Our business situations | Refer to our Record of Investor Relations Activities (2023-001) disclosed on www.cninfo.com.cn |
| May 12, 2023 | Web meeting | Online communication | Others | Refer to the Record of Investor Relations Activities of Mango Excellent Media Co., Ltd. (2023-002) | Our business situations | Refer to the Record of Investor Relations Activities of Mango Excellent Media Co., Ltd. (2023-002) |
| August 18, 2023 | Teleconference | Communication by telephone | Institutional investors | Refer to the Record of Investor Relations Activities of Mango Excellent Media Co., Ltd. (2023-003) | Our business situations | Refer to the Record of Investor Relations Activities of Mango Excellent Media Co., Ltd. (2023-003) |
XIII. Implementation of the action plan to improve the quality and returnsWhether the Company has disclosed its action plan to improve the quality and returns??Yes ? No
In order to implement the guiding ideology of “vigorously improving the quality and investment value of listed companies, andtaking more effective measures to stabilize the market and enhance confidence” proposed by an Executive Meeting of the State Council,to safeguard the interests of all shareholders, enhance investor confidence, and promote high-quality development, based on itsdevelopment strategies, operating conditions, and financial status, the Company formulated the “Improving Both Quality and Returns”action plan. The progress of the implementation of the “Improving Both Quality and Returns” action plan by the Company is detailedin the Progress Announcement on the ‘Improving Both Quality and Returns’ Action Plan disclosed by the Company on the same dayon www.cninfo.com.cn.
Mango Excellent Media Co., Ltd. Annual Report 2023
Section IV Corporate Governance
I. Overview of our corporate governanceDuring the Reporting Period, we have continuously improved our corporate governance structure, internal management andcontrol policies, promoted compliant operations and raised the governance level in strict accordance with the requirements of theCompany Law, the Securities Law, the Code of Corporate Governance for Listed Companies, the Rules Governing the Listing ofStocks on the ChiNext Board of the Shenzhen Stock Exchange, the Guide on Self-regulatory Supervision for Companies Listed on theShenzhen Stock Exchange No. 2 – Compliant Operations of Listed Companies on the ChiNext Board, and other applicable laws,regulations and normative documents. As of the end of the Reporting Period, our corporate governance complies with the applicablelaws, administrative regulations and the provisions of the CSRC regarding corporate governance of the listed companies.
1. Shareholders and the general meeting of shareholders
We convened and held general meetings of shareholders in strict accordance with our Articles of Association and the Rules ofProcedure of the General Meeting of Shareholders and treated all shareholders fairly. We permitted investors to elect to vote in personor on line at our shareholders’ meetings, so as to enable minority investors to fully exercise their voting rights. In considering materialmatters that affect the interests of minority investors, the votes cast by them were counted separately and disclosed on the relevantannouncements on the resolutions of our shareholders’ meeting.
2. Relationship with the controlling shareholder
Our controlling shareholder exercised its rights as a contributor to the Company in accordance with law and did not directly orindirectly interfere with the decision-making and business activities of the Company without the authorization of the general meetingof shareholders. We conduct business and operate independently, and are independent of our controlling shareholder in business,personnel, assets, organization and finance.
3. Directors and the Board of Directors
Our Board of Directors has 9 directors, including 3 independent directors. The number of members and composition of our Boardof Directors comply with the requirements of the applicable laws and regulations and our Articles of Association. The procedures forconvening and holding the meetings of the Board of Directors, voting procedures and resolutions comply with the relevant provisionsof the laws, regulations, Articles of Association and the Rules of Procedure of the Board of Directors. All directors exercise theirfunctions and perform their duties and obligations with good faith and diligently and in accordance with the provisions of the Guideon Self-regulatory Supervision for Companies Listed on the Shenzhen Stock Exchange No. 2 – Compliant Operations of ListedCompanies on the ChiNext Board.
4. Supervisors and the Board of Supervisors
The Board of Supervisors of the Company consists of 3 supervisors, including 1 employee supervisor. The number of membersand composition of the Board of Supervisors are in compliance with the requirements of relevant laws and regulations. During theReporting Period, our supervisors seriously performed their duties, and actively supervised our material matters, related-partytransactions, insiders, internal controls and financial condition and performance of duties by our directors and executives in compliancewith the applicable laws and regulations, pursuant to the Rules of Procedure of the Board of Supervisors.
5. Establishment and implementation of internal audit policy
Our Board of Directors has set up the Audit Committee, responsible for communications, supervision, meeting organization andexaminations in respect of internal and external audits. The Audit Department under the Audit Committee is responsible for handlingday-to-day affairs, and examination and supervision of the establishment and implementation of internal controls, truthfulness andcompleteness of financial information of the Company.
6. Performance appraisal and incentive and restraint mechanisms
Our Board of Directors has set up the Compensation and Appraisal Committee, responsible for the establishment of compensationpolicies, determination of compensation plans, and performance appraisal of executives. We have established scientific performanceappraisal standards and procedures for executives.
7. Stakeholders
We fully respect the legitimate rights and interests of stakeholders, and strive to coordinate and balance the interests ofshareholders, employees, partners, the society and other stakeholders, and jointly promote our high-quality development, the details ofwhich are shown in the 2023 ESG Report and Social Responsibility Report disclosed on www.cninfo.com.cn on the same day.
8. Information disclosure and transparency
We have established the relevant systems on information disclosure management, made the secretary of the Board of Directors beresponsible for the information disclosure of the Company, and designated www.cninfo.com.cn, the China Securities Journal, theShanghai Securities News, the Securities Times and the Securities Daily as the websites and newspapers for us to disclose information.During the Reporting Period, we performed the obligations of information disclosure in strict accordance with the requirements of theCSRC and the Shenzhen Stock Exchange and ensured that all shareholders have equal opportunities to access the information aboutus.
We have established the office of the Board of Directors in charge of investor relations management in strict compliance with theWork Guidelines for the Investor Relations Management of Listed Companies and the relevant systems on investor relationsmanagement and is dedicated to enabling investors to equally access the business management, future development and otherinformation on us in a better manner. We actively replied to important problems that employees care about through the investor“interaction” platform, investor consultation telephone, public email and other communication channels, as well as throughperformance briefings convened on a periodic basis and receiving investigations by investors from time to time.
Mango Excellent Media Co., Ltd. Annual Report 2023
During the Reporting Period, we were awarded A, the highest level, in an annual assessment of information disclosure of listedcompanies for the 5
thconsecutive year, and awarded the “2023 Best Practice Cases of Directors’ Office of Listed Companies” by theChina Association for Public Companies.Is there any significant difference between the actual circumstance of corporate governance of the Company and the applicable laws,administrative regulations and the provisions of the CSRC regarding corporate governance of the listed companies??Yes ?NoThere is no significant difference between the actual circumstance of our corporate governance and the applicable laws, administrativeregulations and the provisions of the CSRC regarding corporate governance of the listed companies.II. The Company’s independence of its controlling shareholder and actual controller in assets,personnel, finance, organization and business
We are independent of our controlling shareholder and actual controller in assets, personnel, finance, organization and business.The Company’s assets are complete and free from any encumbrance, and we have independent purchasing, production and salessystems and supporting facilities; we have an independent human resources department; we have an independent finance department,and have established independent financial and accounting system and formulated financial management policies; we have set upinternal bodies that are suitable for our development requirements and operate independently; we are an independent corporate entity,and conduct business and operate independently. None of our controlling shareholder, actual controller or their affiliates have illegallyoccupied our funds or requested us to provide any guarantee in violation of the applicable laws and regulations.
III. Horizontal competition
?Applicable ? N/A
| Type of problems | Type of related- party relationship with the Listed Company | Company name | Company nature | Reasons | Solutions | Progress and subsequent plans |
| Coexistence | Actual controller | HTBI | Regulated by SASAC local counterparts | In accordance with relevant notices and replied approvals issued by the General Office of the CPC Hunan Provincial Committee, the General Office of the People’s Government of Hunan Province and the Special Panel for Reform of Hunan Provincial Cultural System from 2018, the CPC Hunan Provincial Committee and the People’s Government of Hunan Province proposed to reorganize the CPC Committee of Golden Eagle Broadcasting System Co., Ltd. to universally lead GBS, Xiaoxiang Film Group and HBNHG. It was agreed that Xiaoxiang Film Group and HBNHG | GBS has issued written commitment on matters related to horizontal competition with the Listed Company during the application process of the Company’s 2020 non-public offering and of free transfer by the Company’s controlling shareholder of the state-owned shares, which clearly describes the plan and schedule for solving the horizontal competition, with details referring to Section VI “I. Performance of commitments”. | GBS has issued written commitment on matters related to horizontal competition with the Listed Company during the application process of the Company’s 2020 non-public offering and of free transfer by the Company’s controlling shareholder of the state-owned shares, which clearly describes the plan and schedule for solving the horizontal competition, with details referring to Section VI “I. Performance of commitments”. |
| Coexistence | Actual controller | Xiaoxiang Film Group | Regulated by SASAC local counterparts |
Mango Excellent Media Co., Ltd. Annual Report 2023
were merged intoGBS to be itswholly-ownedsubsidiaries, and allinstitutional assetsowned by HunanBroadcastingSystem weredivested andtransferred to GBS,so that themanagement systemof “two institutionsunder the leadershipof one CPCcommittee operatingintegratedly” can berealized, and GBScan further develop.After the integrationof GBS, XiaoxiangFilm Group (filmand televisioncontent productionbusiness) and HTBI(game business)under HBNHG havesimilar businesseswith the ListedCompany.
were merged intoGBS to be itswholly-ownedsubsidiaries, and allinstitutional assetsowned by HunanBroadcastingSystem weredivested andtransferred to GBS,so that themanagement systemof “two institutionsunder the leadershipof one CPCcommittee operatingintegratedly” can berealized, and GBScan further develop.After the integrationof GBS, XiaoxiangFilm Group (filmand televisioncontent productionbusiness) and HTBI(game business)under HBNHG havesimilar businesseswith the ListedCompany.
IV. Annual and extraordinary general meetings of shareholders held during the ReportingPeriod
1. General meetings of shareholders held during the Reporting Period
| Session | Type of meeting | Percentage of investors attending the meeting | Date of meeting | Disclosure date | Resolution of the meeting |
| 1st extraordinary general meeting of shareholders in 2023 | Extraordinary general meeting of shareholders | 71.32% | February 21, 2023 | February 22, 2023 | Refer to the Announcement on Resolutions of the First Extraordinary General Meeting of Shareholders in 2023 (Announcement No. 2023-010) disclosed on www.cninfo.com.cn. |
| Annual general meeting of shareholders in 2022 | Annual general meeting of shareholders | 71.12% | May 31, 2023 | June 1, 2023 | Refer to the Announcement on Resolutions of the 2022 Annual General Meeting of Shareholders (Announcement No.: 2023-040) disclosed on www.cninfo.com.cn. |
Mango Excellent Media Co., Ltd. Annual Report 2023
2. Extraordinary general meetings of shareholders convened at the request of preferred shareholders withresumed voting rights?Applicable ?N/AV. Arrangement for differential voting rights
?Applicable ?N/A
VI. Corporate governance of red-chip structured companies
?Applicable ?N/AVII. Directors, supervisors and executives
1. Particulars
Mango Excellent Media Co., Ltd. Annual Report 2023
Name
| Name | Gender | Age | Title | Status | Beginning date of the term of office | End date of the term of office | Opening balance of shares held | No. of additional shares acquired in the Reporting Period | No. of shares disposed of in the Reporting Period | Changes in the number of shares held due to other reasons | Closing balance of shares held | Cause of increase or decrease in the number of shares held |
| CAI Huaijun | Male | 47 | Chairman | Current | January 31, 2023 | |||||||
| Director | Current | September 12, 2018 | ||||||||||
| ZHONG Hongming | Male | 49 | Independent Director | Current | June 14, 2017 | |||||||
| XIAO Xing | Female | 53 | Independent Director | Current | January 8, 2019 | |||||||
| LIU Yuhui | Male | 54 | Independent Director | Current | January 8, 2019 | |||||||
| YANG Yun | Male | 51 | Director | Current | February 21, 2023 | 1,500 | 1,500 | |||||
| SONG Zichao | Male | 55 | Director | Current | February 21, 2023 | |||||||
| LIANG Deping | Male | 45 | Director | Current | February 21, 2023 | |||||||
| General Manager | Current | January 31, 2023 | ||||||||||
| LIU Xin | Male | 53 | Director | Current | September 19, 2019 | |||||||
| PENG Jian | Male | 52 | Director | Current | May 19, 2022 | |||||||
| FANG Fei | Male | 39 | Chairman of the Board of Supervisors | Current | February 27, 2023 | |||||||
| Supervisor | Current | February 21, 2023 | ||||||||||
| ZHANG Shangbin | Male | 52 | Supervisor | Current | February 21, 2023 | |||||||
| XIE Shaoqiang | Male | 39 | Employee Supervisor | Current | September 7, 2022 | |||||||
| ZHENG Huaping | Male | 48 | Deputy General Manager | Current | August 16, 2018 | |||||||
| ZHOU Hai | Male | 48 | Deputy General Manager | Current | January 31, 2023 | |||||||
| ZHANG Zhihong | Male | 47 | Deputy General Manager & Finance Director | Current | July 4, 2022 | |||||||
| Board Secretary | Current | July 25, 2023 | ||||||||||
| SHEN Yadong | Male | 44 | Deputy General Manager | Current | July 4, 2022 |
Mango Excellent Media Co., Ltd. Annual Report 2023
LUO Zejun
| LUO Zejun | Male | 53 | Deputy General Manager | Current | July 4, 2022 | |||||||
| ZHANG Huali | Male | 60 | Chairman and Director | Retired | November 16, 2017 | January 31, 2023 | ||||||
| CAI Huaijun | Male | 47 | General Manager | Retired | August 16, 2018 | January 31, 2023 | ||||||
| YANG Yun | Male | 51 | Chairman of the Board of Supervisors and Supervisor | Retired | June 14, 2017 | February 21, 2023 | ||||||
| LUO Weixiong | Male | 62 | Director | Retired | September 19, 2019 | January 31, 2023 | ||||||
| ZHANG Yong | Male | 62 | Director | Retired | November 25, 2011 | January 31, 2023 | ||||||
| LIANG Deping | Male | 45 | Executive Deputy General Manager | Appointed and removed | July 4, 2022 | January 31, 2023 | ||||||
| LI Jiaochun | Male | 60 | Supervisor | Retired | June 14, 2017 | February 21, 2023 | ||||||
| WU Jun | Female | 41 | Deputy General Manager | Retired | July 4, 2022 | April 27, 2023 | ||||||
| Board Secretary | Retired | April 27, 2019 | April 27, 2023 | |||||||||
| Total | -- | -- | -- | -- | -- | -- | 1,500 | 0 | 0 | 0 | 1,500 | -- |
Mango Excellent Media Co., Ltd. Annual Report 2023
Whether any director or supervisor retired or any executive was removed during the Reporting Period??Yes ?NoOn January 31, 2023, Mr. ZHANG Huali resigned as the Chairman, director, and member of the Strategy Committee of the Companydue to work adjustment.On January 31, 2023, Mr. LUO Weixiong and Mr. ZHANG Yong resigned as the director and members of the relevant committees ofthe Board of Directors because they have reached the statutory retirement age.On January 31, 2023, upon deliberation and approval at the 14
th meeting of the 4
thBoard of Directors of the Company, Mr. CAI Huaijun,director, served as the Chairman of the 4
thBoard of Directors and ceased to serve as the general manager of the Company.On January 31, 2023, upon deliberation and approval at the 14
th
meeting of the 4
thBoard of Directors of the Company, Mr. LIANGDeping served as the general manager of the Company and ceased to serve as the executive deputy general manager.On February 21, 2023, Mr. YANG Yun resigned as the non-employee supervisor and Chairman of the 4
thBoard of Supervisors due towork adjustment.On February 21, 2023, Mr. LI Jiaochun resigned as the non-employee supervisor of the 4
thBoard of Supervisors due to work adjustment.On April 27, 2023, Ms. WU Jun resigned as the deputy general manager and Board Secretary of the Company due to work adjustment.Changes in directors, supervisors and executives?Applicable ? N/A
| Name | Title | Type | Date | Reason |
| ZHANG Huali | Chairman | Retired | January 31, 2023 | Mr. ZHANG Huali resigned as the Chairman of the 4th Board of Directors, director, and member of the Strategy Committee of the Company due to work adjustment. |
| CAI Huaijun | Chairman | Appointed and removed | January 31, 2023 | Upon deliberation and approval at the 14th meeting of the 4th Board of Directors of the Company, director Mr. CAI Huaijun served as the Chairman of the 4th Board of Directors and ceased to serve as the general manager of the Company. |
| LUO Weixiong | Director | Retired | January 31, 2023 | Mr. LUO Weixiong resigned as the director of the 4th Board of Directors and member of the relevant committees of the Board of Directors because he has reached the retirement age. |
| ZHANG Yong | Director | Retired | January 31, 2023 | Mr. ZHANG Yong resigned as the director of the 4th Board of Directors and member of the relevant committees of the Board of Directors because he has reached the retirement age. |
| LIANG Deping | General Manager | Appointed and removed | January 31, 2023 | Upon deliberation and approval at the 14th meeting of the 4th Board of Directors of the Company, Mr. LIANG Deping served as the general manager of the Company and ceased to serve as the executive deputy general manager. |
| ZHOU Hai | Deputy General Manager | Appointed | January 31, 2023 | Upon deliberation and approval at the 14th meeting of the 4th Board of Directors of the Company, Mr. ZHOU Hai was appointed as the deputy general manager of the Company. |
| YANG Yun | Director | Elected | February 21, 2023 | Mr. YANG Yun was elected as the director at the 1st extraordinary general meeting of shareholders in 2023. |
| SONG Zichao | Director | Elected | February 21, 2023 | Mr. SONG Zichao was elected as the director at the 1st extraordinary general meeting of shareholders in 2023. |
| LIANG Deping | Director | Elected | February 21, 2023 | Mr. LIANG Deping was elected as the director at the 1st extraordinary general meeting of shareholders in 2023. |
| FANG Fei | Supervisor and Chairman of the Board of Supervisors | Elected | February 21, 2023 | Mr. FANG Fei was elected as the non-employee supervisor at the 1st extraordinary general meeting of shareholders in 2023, and as the chairman of the 4th Board of Supervisors at the 12th meeting of the 4th Board of Supervisors on February 27, 2023. |
| YANG Yun | Chairman of the | Retired | February 21, 2023 | Mr. YANG Yun resigned as the non-employee |
Mango Excellent Media Co., Ltd. Annual Report 2023
Board ofSupervisors
| Board of Supervisors | supervisor and chairman of the 4th Board of Supervisors due to work adjustment, which will become effective after a new supervisor is elected at the general meeting of shareholders of the Company. | |||
| ZHANG Shangbin | Supervisor | Elected | February 21, 2023 | Mr. ZHANG Shangbin was elected as the non-employee supervisor at the 1st extraordinary general meeting of shareholders in 2023. |
| LI Jiaochun | Supervisor | Retired | February 21, 2023 | Mr. LI Jiaochun resigned as the non-employee supervisor of the 4th Board of Supervisors due to work adjustment, which will become effective after a new supervisor is elected at the general meeting of shareholders of the Company. |
| ZHANG Zhihong | Board Secretary | Appointed | July 25, 2023 | Mr. ZHANG Zhihong was elected as the board secretary at the 17th meeting of the 4th Board of Directors. |
| WU Jun | Deputy General Manager and Board Secretary | Removed | April 27, 2023 | Ms. WU Jun resigned as the deputy general manager and board secretary due to work adjustment. |
2. Positions held
Professional background and main work experience of our current directors, supervisors and executives and main positions held bythem in the Company:
Directors of the Company:
CAI Huaijun, male, born in December 1977, member of the Communist Party of China, holds a doctor’s degree in management;former director, General Manager and Chief Editor of Mango Excellent Media Co., Ltd., Secretary of the Party Committee, executivedirector and General Manager of Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., and Chairman of XiaomangElectronic Commerce Co., Ltd.; and is now member of the Party Committee and Deputy General Manager (Vice President) of GoldenEagle Broadcasting System Co., Ltd. (Hunan Broadcasting System), Secretary of the Party Committee of Satellite TV Channel, andDeputy Secretary and Chairman of the Board of Directors in Mango Excellent Media Co., Ltd.ZHONG Hongming, male, Han ethnicity, born in January 1975, graduated from the Law School of Renmin University of China,doctor of laws; is now associate research fellow at the Institute of Law, Sichuan Academy of Social Sciences, member of the ExecutiveCouncil of the China Commercial Law Society, member of the Executive Council of the China Securities Law Society, and independentdirector of FIYTA Precision Technology Co., Ltd. and Chengdu Shengbang Seals Co., Ltd.; and has been our independent directorsince June 2017.
XIAO Xing, female, born in March 1971, member of the Communist Party of China, graduated from the Tsinghua University,PhD in accounting; joined the School of Economics and Management of Tsinghua University in 1997, successively acted as teachingassistant, lecturer, associate professor, tenured associate professor and tenured professor there; and is now professor and chief of theDepartment of Accounting of the School of Economics and Management, Tsinghua University, and Director of the Institute for GlobalPrivate Equity, Tsinghua University, member of the National Accounting Professional Master Education Steering Committee, memberof the Accounting Teaching Steering Committee of the Ministry of Education, executive director of the Accounting Society of China,and independent director of Li Auto and Kuaishou Technology; and has been our independent director since January 2019.
LIU Yuhui, male, born in October 1970, graduated from the Chinese Academy of Social Sciences majoring in quantitativeeconomics, PhD; Head of the Key Financing Laboratory, the Institute of Finance, the Chinese Academy of Social Sciences from August2003 to April 2017; research fellow of the Institute of Economics, the Chinese Academy of Social Sciences between April 2017 andApril 2023; and is now member of the Executive Council of the China Chief Economist Forum; and has been our independent directorsince January 2019.
YANG Yun, male, born in July 1973, member of the Communist Party of China, holds an MBA degree, accountant; formerDeputy Director of the Entertainment Channel of Hunan Broadcasting System, member of the Party Committee and Deputy GeneralManager of Mango Media Co., Ltd., Director of the Finance Department of Hunan Broadcasting System, Head of the Assets andFinance Department of Golden Eagle Broadcasting System Co., Ltd., and the Chairman of the Board of Supervisors in Mango ExcellentMedia Co., Ltd.; and is now member of the Party Committee, Deputy General Manager (Vice President) and Head of the Assets andFinance Department of Golden Eagle Broadcasting System Co., Ltd. (Hunan Broadcasting System), Secretary of the General PartyBranch, director and General Manager of Mango Media Co., Ltd., director of Mango Excellent Media Co., Ltd. and Hunan TV &Broadcast Intermediary Co., Ltd.
SONG Zichao, male, born in August 1969, member of the Communist Party of China, grade-1 director, holds a master’s degreein arts; former Director of R&D Center, Production Scheduling Center and Advertising Department of Satellite TV channel and DeputyDirector of Satellite TV channel in Hunan Broadcasting System, and Secretary of the Party Committee of TV channel in Golden EagleBroadcasting System Co., Ltd. (Hunan Broadcasting System); and is now Deputy Secretary of the Party Committee and Director ofSatellite TV Channel in Golden Eagle Broadcasting System Co., Ltd. (Hunan Broadcasting System), Deputy Secretary of the PartyCommittee and director of Mango Excellent Media Co., Ltd.
LIANG Deping, male, born in February 1979, member of the Communist Party of China, holds a MBA degree; former DeputyGeneral Manager and Finance Director, Executive Deputy General Manager of Mango Excellent Media Co., Ltd., member of the PartyCommittee, Deputy General Manager and Finance Director of Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., andSecretary of the Party Committee and executive director of Happigo Co., Ltd.; and is now member of the Party Committee, director
Mango Excellent Media Co., Ltd. Annual Report 2023
and General Manager of Mango Excellent Media Co., Ltd., Secretary of the Party Committee, executive director and General Managerof Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., director of Xiaomang Electronic Commerce Co., Ltd., andmember of the Party Committee of Satellite TV Channel in Golden Eagle Broadcasting System Co., Ltd. (Hunan Broadcasting System).LIU Xin, male, born in October 1971, member of the Communist Party of China, PhD; former Deputy General Manager andGeneral Manager of the Data Department of China Mobile, and Secretary of the Party Committee, Chairman and General Manager ofMigu Culture Technology Co., Ltd., and is now General Manager of the Development Strategy Department of China Mobile, anddirector of iFlyTek Co., Ltd.; and has been our director since September 2019.
PENG Jian, male, born in November 1972, member of the Communist Party of China, undergraduate; former Deputy Directorof the Division IV of Hunan Commissioner Office of the Ministry of Finance, full-time Deputy Secretary of the Party Committee ofHunan Commissioner Office of the Ministry of Finance, full-time Deputy Secretary of the Party Committee of Hunan RegulatoryBureau of the Ministry of Finance and Assistant to the General Manager (temporary) of Hunan Chasing Financial Holding Group Co.,Ltd.; is now Assistant to the General Manager of Hunan Chasing Financial Holding Group Co., Ltd.; and our director since May 2022.Supervisors of the Companies:
FANG Fei, male, born in December 1985, member of the Communist Party of China, holds a master’s degree in science; formerGeneral Manager of Advertising & Marketing Center, Assistant to the President and Deputy General Manager of Hunan HappySunshine Interactive Entertainment Media Co., Ltd., and employee supervisor of Mango Excellent Media Co., Ltd.; and is nowChairman of the Board of Supervisors of Mango Excellent Media Co., Ltd., Deputy Director of Satellite TV Channel in Golden EagleBroadcasting System Co., Ltd. (Hunan Broadcasting System), member of the Party Committee of Hunan Happy Sunshine InteractiveEntertainment Media Co., Ltd., General Manager of Shanghai Mangofun Technology Co., Ltd. and director of Xiaomang ElectronicCommerce Co., Ltd.
ZHANG Shangbin, male, born in May 1972, member of the Communist Party of China, holds a bachelor’s degree in law; formerDeputy Director of Production and Scheduling Center and Director of Public Affairs Department, Director of Comprehensive AffairsDepartment, and Director of HR Department of Satellite TV Channel in Hunan Broadcasting System; and is now member of the PartyCommittee, Secretary of Discipline Inspection Committee, and supervisor of Mango Excellent Media Co., Ltd.
XIE Shaoqiang, male, born in March 1985, member of the Communist Party of China, undergraduate; former General Managerof Large Membership Center, General Manager of Operator Network Center and General Manager of Smart Large Screen Center inHunan Happy Sunshine Interactive Entertainment Media Co., Ltd., and the General Manager of Xiaomang Electronic Commerce Co.,Ltd.; and is now employee supervisor of Mango Excellent Media Co., Ltd., Deputy Chief Editor and General Manager of BrandPromotion Center of Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd.
Executives (other than those who serve on the Board of Directors concurrently) of the Company:
ZHENG Huaping, male, born in October 1976, member of the Communist Party of China, holds a master’s degree in philosophy;former Deputy Chief of Mango Media Restructuring and Listing Office, Deputy Director of the Chief Editor Office of the HunanSatellite TV Channel, Deputy Director of HBS Program Transaction Management Center, and Chairman and General Manager ofShanghai Mangofun Technology Co., Ltd.; and is now member of the Party Committee, Chief Editor and Deputy General Manager ofMango Excellent Media Co., Ltd., member of the Party Committee, Chief Editor and Deputy General Manager of Hunan HappySunshine Interactive Entertainment Media Co., Ltd., director of Xiaomang Electronic Commerce Co., Ltd., and member of the PartyCommittee of Satellite TV Channel in Golden Eagle Broadcasting System Co., Ltd. (Hunan Broadcasting System).
ZHOU Hai, male, born in November 1976, member of the Communist Party of China, holds a master’s degree in law, literaryeditor of second rank; former Director of the Chief Editor Office, Assistant to the Director and Director of the Chief Editor Office ofthe Satellite TV Channel in Hunan Broadcasting System, member of the Party Committee, Deputy Director and Director of the ChiefEditor Office of Satellite TV Channel in Golden Eagle Broadcasting System Co., Ltd. (Hunan Broadcasting System), member of theParty Committee and Secretary of the Discipline Inspection Committee of Mango Excellent Media Co., Ltd.; and is now member ofthe Party Committee and Deputy General Manager of Mango Excellent Media Co., Ltd., executive director of Mango Studios CultureCo., Ltd., and member of the Party Committee of Satellite TV Channel in Golden Eagle Broadcasting System Co., Ltd. (HunanBroadcasting System).
ZHANG Zhihong, male, born in September 1977, member of the Communist Party of China, holds a master’s degree inmanagement; former Senior Director of the Assets and Finance Department, General Manager of the Finance Center, and FinanceDirector of Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., and Deputy General Manager and Finance Director ofHappy Sunshine Xingmang Interactive Entertainment Media Co., Ltd.; and is now Deputy General Manager, Finance Director andBoard Secretary of Mango Excellent Media Co., Ltd, member of the Party Committee, Deputy General Manager and Finance Directorof Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd., and the director of Xiaomang Electronic Commerce Co., Ltd.
SHEN Yadong, male, born in June 1980, member of the Communist Party of China, holds a master’s degree in law; formerDeputy General Manager of the Program Department of the Chief Editor Office of Satellite TV Channel in Hunan Broadcasting System,Head of Copyright Management Department of HBS Program Transaction Management Center, Deputy General Manager of ShanghaiEE-Media Co., Ltd., No. 1 Deputy Director of Legal Affair Department of Golden Eagle Broadcasting System Co., Ltd., and Assistantto General Manager of Mango Excellent Media Co., Ltd.; and is now Deputy General Manager of Mango Excellent Media Co., Ltd.,and executive director and General Manager of Shanghai EE-Media Co., Ltd.
LUO Zejun, male, born in February 1971, member of the Communist Party of China, undergraduate; former Director of theSecurity Department of Hunan Economic TV Channel, Deputy Director of HBS Urban Channel, Executive Deputy General Manager,Secretary of the General Party Branch, and General Manager of Hunan Radio, Film & Television Property Management Center, andDirector of HBS Logistics Support Center; and is now Deputy General Manager of Mango Excellent Media Co., Ltd., and member ofthe Party Committee and Deputy General Manager of Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd.Positions held in shareholders:
?Applicable ? N/A
| Name | Shareholder | Position | Beginning date of | End date of the | Whether or not |
Mango Excellent Media Co., Ltd. Annual Report 2023
the term of office
| the term of office | term of office | receiving remunerations and subsidies from such shareholder | |||
| YANG Yun | Mango Media Co., Ltd. | Secretary of the General Party Branch, Director & General Manager |
Positions held in other entities:
?Applicable ?N/A
| Name | Entity | Position | Beginning date of the term of office | End date of the term of office | Whether or not receiving remunerations and subsidies from such entity |
| CAI Huaijun | GBS (HBS) | Member of the Party Committee, Deputy General Manager (Vice President) and Secretary of the Party Committee of Satellite TV Channel | |||
| ZHONG Hongming | Institute of Law, Sichuan Academy of Social Sciences | Associate research fellow | |||
| ZHONG Hongming | China Commercial Law Society | Member of the Executive Council | |||
| ZHONG Hongming | China Securities Law Society | Member of the Executive Council | |||
| ZHONG Hongming | FIYTA (Group) Co., Ltd. | Independent Director | |||
| ZHONG Hongming | Chengdu Shengbang Seals Co., Ltd. | Independent Director | |||
| XIAO Xing | School of Economics and Management, Tsinghua University | Professor | |||
| XIAO Xing | Institute for Global Private Equity, Tsinghua University | Dean | |||
| XIAO Xing | National Accounting Professional Master Education Steering Committee | Member | |||
| XIAO Xing | Accounting Teaching Steering Committee of the Ministry of Education | Member | |||
| XIAO Xing | Accounting Society of China | Executive director | |||
| XIAO Xing | Li Auto | Independent Director | |||
| XIAO Xing | Kuaishou Technology | Independent Director | |||
| LIU Yuhui | China Chief Economist Forum | Member of the Executive Council |
Mango Excellent Media Co., Ltd. Annual Report 2023
YANG Yun
| YANG Yun | GBS (HBS) | Member of the Party Committee, Deputy General Manager (Vice President) and Head of the Assets and Finance Department | |||
| YANG Yun | HTBI | Director | |||
| SONG Zichao | GBS (HBS) | Deputy Secretary of the Party Committee and Director of Satellite TV Channel | |||
| LIANG Deping | GBS (HBS) | Member of the Party Committee of Satellite TV Channel | |||
| LIU Xin | China Mobile | General Manager of the Development Strategy Department | |||
| LIU Xin | iFlyTek Co., Ltd. | Director | |||
| PENG Jian | Hunan Chasing Financial Holding Group Co., Ltd. | Assistant to the General Manager | |||
| ZHENG Huaping | GBS (HBS) | Member of the Party Committee of Satellite TV Channel | |||
| ZHOU Hai | GBS (HBS) | Member of the Party Committee of Satellite TV Channel | |||
| FANG Fei | GBS (HBS) | Deputy Director of Satellite TV Channel |
Punishments imposed by the securities regulatory authorities in the past three years on the directors, supervisors and executives of theCompany currently in office or leaving office during the Reporting Period:
?Applicable ?N/A
3. Remunerations of directors, supervisors and executives
Decision-making process, criteria for determination and actual amount in respect of remunerations of directors, supervisors andexecutivesDecision-making process: The remunerations of our directors and supervisors are decided by the shareholders’ meeting according toour Articles of Association and other relevant provisions; the remunerations of executives are decided by the Board of Directors. Theremunerations and subsidies of our directors and supervisors are considered and approved by the Board of Directors, and then submittedto the general meeting of shareholders for approval.Criteria for determination of the remunerations: The remunerations are determined according to our business situations, scope, duties,importance and result of performance appraisal. The subsidies of independent directors are determined by reference to the overall levelof the listed companies in the same region and industry.Amount of remunerations actually paid: The remunerations of directors, supervisors and executives holding posts in the Company arepaid by the Company during the Reporting Period. We do not pay any additional subsidy to our directors and supervisors. The amountof total remunerations paid in 2023 was RMB33,881,000.Remunerations of directors, supervisors and executives paid in the Reporting Period:
In RMB 0’000
| Name | Gender | Age | Title | Status | Total remuneration received from | Whether or not receiving remunerations |
Mango Excellent Media Co., Ltd. Annual Report 2023
the Company(tax inclusive)
| the Company (tax inclusive) | from any affiliate of the Company | |||||
| CAI Huaijun | Male | 47 | Chairman | Current | 0 | |
| ZHONG Hongming | Male | 49 | Independent Director | Current | 22 | |
| XIAO Xing | Female | 53 | Independent Director | Current | 22 | |
| LIU Yuhui | Male | 54 | Independent Director | Current | 22 | |
| YANG Yun | Male | 51 | Director | Current | 0 | |
| SONG Zichao | Male | 55 | Director | Current | 0 | |
| LIANG Deping | Male | 45 | Director & General Manager | Current | 500 | |
| LIU Xin | Male | 53 | Director | Current | 0 | |
| PENG Jian | Male | 52 | Director | Current | 0 | |
| FANG Fei | Male | 39 | Chairman of the Board of Supervisors | Current | 450 | |
| ZHANG Shangbin | Male | 52 | Supervisor | Current | 244.77 | |
| XIE Shaoqiang | Male | 39 | Employee Supervisor | Current | 280 | |
| ZHENG Huaping | Male | 48 | Deputy General Manager | Current | 450 | |
| ZHOU Hai | Male | 48 | Deputy General Manager | Current | 400 | |
| ZHANG Zhihong | Male | 47 | Deputy General Manager, Finance Director and Board Secretary | Current | 400 | |
| SHEN Yadong | Male | 44 | Deputy General Manager | Current | 256 | |
| LUO Zejun | Male | 53 | Deputy General Manager | Current | 256 | |
| ZHANG Huali | Male | 60 | Chairman | Retired | 0 | |
| LUO Weixiong | Male | 62 | Director | Retired | 0 | |
| ZHANG Yong | Male | 62 | Director | Retired | 0 | |
| LI Jiaochun | Male | 60 | Supervisor | Retired | 0 | |
| WU Jun | Female | 41 | Deputy General Manager and Board Secretary | Retired | 85.33 | |
| Total | -- | -- | -- | -- | 3,388.1 | -- |
Other information:
?Applicable ?N/AVIII. Performance of duties by the directors during the Reporting Period
1. Meetings of the Board of Directors held during the Reporting Period
| Meeting | Date of meeting | Disclosure date | Resolution of the meeting |
| 14th meeting of the 4th Board of Directors | January 31, 2023 | February 1, 2023 | Refer to the Announcement on Resolutions of the 14th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-003) |
| 15th meeting of the 4 th Board | April 20, 2023 | April 22, 2023 | Refer to the Announcement on |
Mango Excellent Media Co., Ltd. Annual Report 2023
of Directors
| of Directors | Resolutions of the 15th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-016) | ||
| 16th meeting of the 4th Board of Directors | May 10, 2023 | May 11, 2023 | Refer to the Announcement on Resolutions of the 16th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-035) |
| 17th meeting of the 4th Board of Directors | July 25, 2023 | July 26, 2023 | Refer to the Announcement on Resolutions of the 17th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-044) |
| 18th meeting of the 4th Board of Directors | August 17, 2023 | August 18, 2023 | Refer to the Announcement on Resolutions of the 18th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-048) |
| 19th meeting of the 4th Board of Directors | October 24, 2023 | October 25, 2023 | Refer to the Announcement on Resolutions of the 19th meeting of the 4th Board of Directors disclosed on www.cninfo.com.cn (Announcement No. 2023-057) |
2. Attendance of the directors at meetings of the Board of Directors and shareholders
| Attendance of the directors at meetings of the Board of Directors and shareholders | |||||||
| Director | No. of board meetings that should be attended during the Reporting Period | No. of board meetings present in person | No. of board meetings present by means of communication equipment | No. of board meetings present by proxy | No. of board meetings absent from | Whether or not having been absent from two consecutive board meetings | No. of shareholders’ meeting attended |
| CAI Huaijun | 6 | 0 | 6 | 0 | 0 | No | 2 |
| ZHONG Hongming | 6 | 0 | 6 | 0 | 0 | No | 2 |
| XIAO Xing | 6 | 0 | 6 | 0 | 0 | No | 2 |
| LIU Yuhui | 6 | 0 | 6 | 0 | 0 | No | 2 |
| YANG Yun | 5 | 0 | 5 | 0 | 0 | No | 1 |
| SONG Zichao | 5 | 0 | 5 | 0 | 0 | No | 1 |
| LIANG Deping | 5 | 0 | 5 | 0 | 0 | No | 1 |
| LIU Xin | 6 | 0 | 6 | 0 | 0 | No | 0 |
| PENG Jian | 6 | 0 | 6 | 0 | 0 | No | 2 |
Explanation about absence from two consecutive meetings of the Board of Directors
3. Objections raised by the directors regarding matters of the Company
Whether any director has raised any objection regarding matters of the Company??Yes ?NoNo director has raised any objection regarding matters of the Company during the Reporting Period.
4. Other information regarding the performance of duties by the directors
Whether the suggestions put forward by the directors have been adopted by the Company??Yes ?No
Mango Excellent Media Co., Ltd. Annual Report 2023
Explanation about the adoption or non-adoption by the Company of the suggestions put forward by the directorsDuring the Reporting Period, our directors have performed their duties and obligations diligently in strict accordance with the CompanyLaw, the Securities Law and other applicable laws and regulations and our Articles of Association, actively participated in the relevantmeetings, and seriously considered all proposals. Our independent directors have kept communications with other directors, executivesand related personnel by multiple ways, asked for information about our production, operation and financial conditions, put forwardsuggestions regarding our development strategies and corporate governance, and expressed independent opinions about related-partytransactions, profit distribution policies, remuneration management and other matters, to effectively ensure the fairness andobjectiveness of the decisions made by the Board of Directors. Our directors perform their duties honestly and in good faith, safeguardthe legitimate rights and interests of the Company and all shareholders, and play an active role in promoting our operational complianceand healthy development.
Mango Excellent Media Co., Ltd. Annual Report 2023
IX. Activities of the committees of the Board of Directors during the Reporting Period
| Committee | Members | No. of meetings held | Date of meeting | Topics | Important opinions and suggestions | Performance of other duties | Objections (if any) |
| Audit Committee | XIAO Xing (Chairman), ZHONG Hongming and LIU Yuhui | 5 | April 10, 2023 | Considered and approved the Proposal Regarding the 2022 Auditor’s Report, the Proposal Regarding the Self-assessment of Internal Controls in 2022, the Proposal Regarding the Special Report on the Deposit and Use of Offering Proceeds in 2022, the Proposal Regarding the Special Examination Report on the Implementation of Significant Events and Material Receipts and Payments in 2022, and the Proposal Regarding the Re-engagement of the Accounting Firm. | |||
| XIAO Xing (Chairman), ZHONG Hongming and LIU Yuhui | April 14, 2023 | Considered and approved the Proposal Regarding the Financial Report for the First Quarter of 2023 and the Proposal Regarding the Special Report on the Deposit and Use of Offering Proceeds in the First Quarter of 2023; and reviewed the First Quarter Audit Work Summary and Second Quarter Work Plan 2023 prepared by the Audit Department. | |||||
| XIAO Xing (Chairman), ZHONG Hongming, LIU Yuhui, LIANG Deping and LIU Xin | August 6, 2023 | Considered and approved the Proposal Regarding the Financial Report for the First Half of 2023, and the Proposal Regarding the Special Report on the Deposit and Use of Offering Proceeds in the First Half of 2023; and approved the Proposal Regarding the Special Examination Report on the Implementation of Significant Events and Material Receipts and Payments in the First Half of 2023; and reviewed the Second Quarter Audit Work Summary and Third Quarter Work Plan 2023 prepared by the Audit Department. | |||||
| XIAO Xing (Chairman), ZHONG Hongming, LIU Yuhui, LIANG Deping and LIU Xin | October 19, 2023 | Considered and approved the Proposal Regarding the Financial Report for the Third Quarter of 2023; approved the Proposal Regarding the Special Report on the Deposit and Use of Offering Proceeds in the Third Quarter of 2023; and reviewed the Third Quarter Audit Work Summary and Fourth Quarter Work Plan 2023 prepared by the Audit Department. | |||||
| XIAO Xing (Chairman), | December 29, 2023 | Considered and approved the Proposal Regarding the 2023 Annual Report Audit Plan prepared by Pan- |
Mango Excellent Media Co., Ltd. Annual Report 2023
ZHONGHongming,LIU Yuhui,LIANGDeping andLIU Xin
| ZHONG Hongming, LIU Yuhui, LIANG Deping and LIU Xin | China Certified Public Accountants LLP, the Proposal Regarding the 2023 General Internal Control Plan and the Proposal Regarding the 2024 Internal Audit Plan; and reviewed the 2023 Audit Work Summary and 2024 Work Plan prepared by the Audit Department. | ||||||
| Nominating Committee | ZHONG Hongming (Chairman), XIAO Xing, LIU Yuhui, and CAI Huaijun | 2 | January 31, 2023 | Considered and approved the Proposal Regarding Waiver of the Notice Period for the 1st Meeting of the Nominating Committee of the 4th Board of Directors in 2023, the Proposal Regarding Nomination of Chairman of the 4th Board of Directors, the Proposal Regarding Nomination of Non-independent Directors of the 4th Board of Directors, the Proposal Regarding Nomination of the General Manager of the Company, and the Proposal Regarding Nomination of the Deputy General Manager of the Company. | |||
| ZHONG Hongming (Chairman), XIAO Xing, LIU Yuhui, CAI Huaijun and SONG Zichao | July 19, 2023 | Considered and approved the Proposal Regarding Nomination of the Board Secretary of the Company. | |||||
| Compensation and Appraisal Committee | LIU Yuhui (Chairman), ZHONG Hongming, XIAO Xing, and LIU Xin | 2 | January 31, 2023 | Considered and approved the Proposal Regarding Total Salaries and Executives’ Remunerations of Company for 2022. | |||
| LIU Yuhui (Chairman), ZHONG Hongming, XIAO Xing and LIU Xin | April 10, 2023 | Considered and approved the Proposal Regarding Performance Appraisal of Executives for 2022 and Remuneration Proposal for 2023. |
X. Activities of the Board of SupervisorsWhether the Board of Supervisors has identified any risk involving the Company in its supervisory activities during the ReportingPeriod??Yes ?NoThe Board of Supervisors has not raised any objection to the supervisory matters during the Reporting Period.XI. Employees
1. Employees and their composition by specialization and education background
| Employees of the parent company (person) at the end of the Reporting Period | 31 |
| Employees of main subsidiaries (person) at the end of the Reporting Period | 4,366 |
| Total of employees on active duty (person) at the end of the Reporting Period | 4,397 |
| Total of employees receiving remuneration for the current period (person) | 4,397 |
| Retired employees whose expense is undertaken by parent company and main subsidiaries (person) | 13 |
| Composition of employees by specialization | |
| Areas of specialization | Headcounts |
| Production personnel | 1,517 |
| Sales personnel | 1,694 |
| Technical personnel | 774 |
| Finance personnel | 147 |
| Administrative personnel | 265 |
| Total | 4,397 |
| Education background | |
| Education background | Headcounts |
| Doctorate | 6 |
| Master’s degree | 611 |
| Bachelor’s degree | 3,035 |
| Junior college or below | 745 |
| Total | 4,397 |
2. Remuneration policy
In order to establish and improve the market-based salary determination mechanism and internal incentive and restraint mechanism,and effectively promote the scientific development of the Company, the Company has formulated and promulgated the Measure ofGross Remuneration Determination Mechanism and Management of Mango Excellent Media Co., Ltd., which provides detailedprovisions on the method of determining the gross payroll of the Company’s employees, reasonable intervals, formula, managementprocedures and supervision and inspection mechanisms. This measure strictly complies with the relevant provisions of the policydocuments and adheres to the basic principles of “strategic orientation, dual-effect unification, benefits synergy and dynamicsupervision”. According to this measure, the annual gross payrolls of employees of the Company are determined reasonably by takingthe total annual salary of prior year as the basis and considering the Company’s salary-income ratio and market and industry benchmark,the completion of the assessment goals, the rate of value preservation and appreciation of state-owned assets, labor cost productionratio and other factors in accordance with the Company’s development strategy and remuneration strategy, annual production andoperation goals, social benefits, economic benefits and other factors.
3. Training plan
The Company continuously establishes and improves a systematic employee training system and cultivation system, and carries outtraining work by categories and levels. Based on an in-depth understanding of the training needs of employees, the Company hasdeveloped interesting and practical courses for employees of different functions, and established a comprehensive training system
covering vocational training, theoretical education, professional training, marketing, new technology, new media operation, etc., tosupport the comprehensive development of the Company’s talents and enhance employees’ sense of belonging.
4. Outsourcing
?Applicable ?N/A
| Total working hours of outsourcing (hour) | 516,594 |
| Total remuneration paid for outsourcing (RMB) | 23,505,685.49 |
XII. The Company’s profit distribution and capitalization of capital reserve
Policies of profit distribution during the Reporting Period, especially the development, implementation, or adjustment of cashdividend distribution policies?Applicable ?N/ADuring the Reporting Period, the Company implemented the 2022 profit distribution plan as follows: a cash dividend of RMB1.3 (taxinclusive) per 10 shares, or RMB243,193,705.95 in total, was distributed to all shareholders based on the total share capital of1,870,720,815 shares, without distributing any bonus shares or transferring any capital reserve to the share capital.
| Special explanation for cash dividend policies | |
| Do they comply with the provisions of Articles of Association or the requirements of the resolutions of general meeting of shareholders? | Yes |
| Are dividend standards and ratios clear and explicit? | Yes |
| Are decision-making procedures and mechanisms complete? | Yes |
| Do independent directors diligently perform their duties and play their roles? | Yes |
| If the Company has not distributed cash dividends, explain the reason, and describe the measures to be taken in order to increase the return to investors in the futures | N/A |
| Do minority shareholders have the opportunity to fully express their opinions and demands? Are their legal rights and interests fully protected? | Yes |
| Are conditions and procedures for adjusted or changed cash dividend policies compliant and transparent? | Yes |
The Company’s proposed profit distribution plan and proposed capitalization of capital reserve during the Reporting Period areconsistent with relevant provisions of the Company’s Articles of Association and dividend management methods.?Yes ?No ?N/AThe Company’s proposed profit distribution plan and proposed capitalization of capital reserve during the Reporting Period areconsistent with relevant provisions of the Company’s Articles of Association and other regulations.Description of the profit distribution and capitalization of capital reserve during this year
| Number of bonus shares distributed for each 10 shares (unit: share) | 0 |
| Amount of dividends distributed for each 10 shares (in RMB) (tax inclusive) | 1.8 |
| Number of shares transferred from capital reserve each 10 shares (unit: share) | 0 |
| Basic number of the share capital for the distribution proposal (unit: share) | 1,870,720,815 |
| Amount of cash dividends (tax inclusive) | 336,729,746.70 |
| Amount of cash dividends distributed by other means (such as share repurchase) (RMB) | 0.00 |
| Total amount of cash dividends (RMB) | 336,729,746.70 |
| Distributable profit (RMB) | 485,261,705.93 |
| Ratio of total cash dividends to the distributable profit | 100.00% |
| Particulars of cash dividends distributed for the Reporting Period | |
| If the Company is at the growth period and has any major asset arrangement, then at the time of distribution of profits, its cash | |
dividends shall account for at least 20% of profits distributed this time.
| dividends shall account for at least 20% of profits distributed this time. |
| Descriptions on proposal of profit distribution or capitalization of capital reserve |
| The profit distribution proposal which is in compliance with the relevant provisions of the Articles of Association and the deliberation procedures, has fully protected the legitimate rights and interests of minority investors. |
The Company puts forward no proposal for cash dividend distribution despite of profitable and positive profits of its parent companyattributable to shareholders during the Reporting Period?Applicable ?N/A
XIII. Implementation of the Company’s equity incentive plan, employee shareholding plan orother employee incentive measures?Applicable ?N/AThe Company has no equity incentive plan, employee shareholding plan or other employee incentive measures as well as theimplementation thereof during the Reporting Period.XIV. Construction and implementation of internal control system during the Reporting Period
1. Construction and implementation of internal control system
During the Reporting Period, the Company conscientiously complies with all laws and regulations as well as the provisions of theCompany’s internal control system to standardize operations, optimize governance and control risks. Through comprehensiveimplementation of the Company’s internal control application manual, the Company makes continuous review and evaluation on theimplementation effects of the internal control system, continues to improve and optimize various important business processes inconjunction with business changes, and revises and updates the internal control application manual, in order to ensure its internalcontrol management develops synchronously with businesses, and its internal control system is complete, compliant with laws andregulations, effective and feasible. The Audit Department under the Audit Committee of the Board of Directors of the Company carriesout independent and objective supervision and evaluation within the Company pursuant to regulations and systems such as the BasicStandards for Enterprise Internal Control, Internal Audit Standards, the Company’s Audit Management System and ManagementMeasures for Self-Evaluation of the Company’s Internal Control. In accordance with the determination of material deficiencies in theCompany’s internal control over financial report, the Company has no material deficiencies in internal control over financial report onthe benchmark date of the internal control evaluation report, and the Company has maintained effective internal control over financialreport in all material aspects under the requirements of Standards for Enterprise Internal Control and related regulations. In accordancewith the determination of material deficiencies in the Company’s internal control over non-financial report, the Company has nomaterial deficiencies in internal control over non-financial report on the benchmark date of the internal control evaluation report. Thereare no factors affecting the evaluation conclusion of the effectiveness of internal control from the benchmark date of the internal controlevaluation report to the issue date thereof.
2. Details of material internal control deficiencies identified during the Reporting Period?Yes ?No
XV. Management and control of subsidiaries by the Company during the Reporting Period
| Company name | Integration plan | Integration progress | Problems met in integration | Solutions adopted | Progress | Subsequent solutions |
| Golden Eagle Cartoon | Acquisition by cash | Completed | N/A | N/A | N/A | N/A |
XVI. Internal control assessment report or internal control audit report
1. Internal control assessment report
| Disclosure date | April 22, 2024 |
| Disclosure index | http://www.cninfo.com.cn |
| Proportion of the total assets of the entities | 100.00% |
included in the assessment scope to thetotal assets recorded in the Company’sconsolidated financial statements
| included in the assessment scope to the total assets recorded in the Company’s consolidated financial statements | |||
| Proportion of the operating revenue of the entities included in the assessment scope to the operating revenue recorded in the Company’s consolidated financial statements | 100.00% | ||
| Identification Standard of Deficiencies | |||
| Category | Financial Report | Non-financial Report | |
| Qualitative standard | 1. General deficiencies: other internal control deficiencies under the threshold of material deficiencies and significant deficiencies. 2. Significant deficiencies: the selection and application of accounting policies inconsistent with the generally accepted accounting standards; the absence of anti-fraud procedures and control measures; the absence of appropriate control mechanisms, the absence of compensatory controls or failure in the implementation thereof for the accounting treatment of irregular or special transactions; the existence of one or more deficiencies in the control of the financial reporting process at the end of the period and the absence of reasonable assurance that the financial statements prepared are true and accurate. 3. Material deficiencies: fraud acts of the Company’s directors, supervisors, or executives; correction of published financial reports by the Company, and material misstatements in the current financial reports detected by the certified public accountants but not identified by the Company’s internal control process; ineffective supervision by the Audit Committee and the internal audit institution on internal control. | 1. General deficiencies: other internal control deficiencies under the threshold of material deficiencies and significant deficiencies. 2. Significant deficiencies: general mistakes resulting from decision-making procedures; violation of internal rules and regulations, resulting in losses; deficiencies in significant business mechanisms or systems; significant or general deficiencies in internal control that have not been rectified. 3. Material deficiencies: significant mistakes due to lack of democratic decision-making procedures or unscientific decision-making procedures, resulting in significant property losses to the Company; serious violations of national laws and regulations; lack of significant business mechanisms, or ineffectiveness of implementation thereof; continuous or a large quantity of significant internal control deficiencies in the Company. | |
| Quantitative standard | 1. General deficiencies: potential misstatement of total consolidated profit <3%, potential misstatement of total consolidated owner’s equity <0.5%, potential misstatement of total consolidated assets <0.5%, potential misstatement of total consolidated operating revenue <0.5%. 2. Significant deficiencies: 3% ≤ potential misstatement of total consolidated profit <5%, 0.5% ≤ potential misstatement of total consolidated owner’s equity <1%, 0.5% ≤ potential misstatement of total consolidated assets <3%, 0.5% ≤ potential misstatement of total consolidated operating revenue <1%. 3. Material deficiencies: potential misstatement of total consolidated profit ≥5%, potential misstatement of total consolidated owner’s equity ≥1%, potential misstatement of total consolidated assets ≥3%, potential misstatement of total consolidated operating revenue ≥1%. | 1. General deficiencies: direct property loss subsequent to consolidation <0.5% of total assets of the Company; 2. Significant deficiencies: 0.5% of total assets of the Company ≤ direct property loss subsequent to consolidation <1% of total assets of the Company; 3. Material deficiencies: 1% of total assets of the Company ≤ direct property loss subsequent to consolidation. | |
| Number of material deficiencies of financial reports (piece) | 0 | ||
| Number of material deficiencies of non-financial reports (piece) | 0 | ||
Number of significant deficiencies offinancial reports (piece)
| Number of significant deficiencies of financial reports (piece) | 0 |
| Number of significant deficiencies of non-financial reports (piece) | 0 |
2. Audit or assurance report of internal control
Assurance report of internal control
| Audit opinion on assurance report of internal control | |
| The Company maintained effective internal control over financial reports in all material aspects as of December 31, 2023 in accordance with the Basic Standard for Corporate Internal Control and relevant regulations. This conclusion is based on the inherent limitations set forth in the authentication report. | |
| Disclosure of Internal Control Assurance Report | Disclosure |
| Disclosure date | April 22, 2024 |
| Disclosure index | http://www.cninfo.com.cn |
| Type of opinions | Standard unqualified opinion |
| Whether there are any material deficiencies in non-financial reports | No |
Did the accounting firm issue a modified assurance report of internal control??Yes ?NoWas the assurance report of internal control issued by the accounting firm in line with self-assessment report opinion of the Board ofDirectors??Yes ?No
XVII. Rectification on self-examination problems regarding the special campaign to improvethe governance of listed companies
Under relevant requirements of the Announcement on Launching a Special Campaign to Improve the Governance of ListedCompanies (Zheng Jian Hui [2020] No. 69) by China Securities Regulatory Commission (“CSRC”) and the Circular on Launching aSpecial Campaign to Improve the Governance of Listed Companies (Xiang Zheng Jian Gong Si Zi [2020] No. 31) by Hunan RegulatoryBureau of CSRC, the Company conscientiously organizes, carefully arranges and actively carries out the special campaign to improvethe governance of listed companies. Through self-examination, self-correction and self-regulation, the Company has strengthened theendogenous power of corporate governance and improved rules of corporate governance system, thus a good ecology of corporategovernance has been established, and a listed company governance structure with each department taking accountability for their ownduties and responsibilities, coordinated operation and effective balances has been further improved, so as to solidify the foundation ofthe Company’s high-quality development.Problems: There was no horizontal competition between Mango Media Co., Ltd. as our controlling shareholder and the ListedCompany. Mango Media Co., Ltd. has made written commitment on matters related to horizontal competition with the Listed Companyto avoid horizontal competition with the Listed Company. Xiaoxiang Film Group under GBS as our indirect controlling shareholderand HTBI have similar businesses with the Listed Company.Reasons: In accordance with relevant notices and replied approvals issued by the General Office of the CPC Hunan ProvincialCommittee, the General Office of the People’s Government of Hunan Province and the Special Panel for Reform of Hunan ProvincialCultural System from 2018, the CPC Hunan Provincial Committee and the People’s Government of Hunan Province proposed toreorganize the CPC Committee of Golden Eagle Broadcasting System Co., Ltd. to universally lead Golden Eagle Broadcasting System,Xiaoxiang Film Group and HBNHG. It was agreed that Xiaoxiang Film Group and HBNHG were merged into GBS to be its wholly-owned subsidiaries, and all institutional assets owned by Hunan Broadcasting System were divested and transferred to GBS, so thatthe management system of “two institutions under the leadership of one CPC committee operating integratedly” can be realized, andGBS can further develop. After the integration of GBS, Xiaoxiang Film Group (film and television content production business) andHTBI (game business) under HBNHG have similar businesses with the Listed Company.Rectification plan: GBS has issued written commitment on matters related to horizontal competition with the Listed Companyduring the application process of the Company’s 2020 non-public offering and of free transfer by the Company’s controllingshareholder of the state-owned shares, which clearly describes the plan and schedule for solving the horizontal competition with keydetails referring to Section VI “I. Performance of commitments”.
Section V Environmental and Social Responsibility
I. Significant environment protection problems
Whether the Listed Company and its subsidiaries are in high pollution industries regulated by the State Department of EnvironmentalProtection??Yes ?NoDescription of administrative penalties for environmental problems during the Reporting Period
| Company or subsidiaries | Reasons for penalty | Violation cases | Penalty result | Effects on production and operation of the Listed Company | Rectification measures |
| N/A | N/A | N/A | N/A | N/A | N/A |
Other environment information disclosed with reference to other entities engaged in high pollution industriesNoneMeasures taken to reduce its carbon emissions and their effectiveness during the Reporting Period?Applicable ?N/AReasons for not disclosing other environment informationNone of the Company or its subsidiaries is a major polluter identified by the environmental protection authority. During the ReportingPeriod, the Company and its subsidiaries received no penalties due to violation of laws and regulations related to environment protection.II. Description of social responsibilitiesSee the 2023 ESG Report and Social Responsibility Report disclosed on www.cninfo.com.cn on the same day.III. Description of consolidating and expanding achievements of poverty eradication and ruralrevitalizationSee the 2023 ESG Report and Social Responsibility Report disclosed on www.cninfo.com.cn on the same day.
Section VI Important EventsI. Performance of Commitments
1. Commitments completed during the Reporting Period or not completed as of the end of the ReportingPeriod by the actual controller, shareholders, affiliates and acquirer of the Company, the Company itself andother related parties
?Applicable □ N/A
| Commitment | Committed by | Type | Content | Date | Deadline | Performance |
| Commitments made in the Acquisition Report or Equity Change Report | Golden Eagle Broadcasting System Co., Ltd. | Commitments on Avoiding Horizontal Competition, Related-party Transactions and Fund Use | 1. After completion of this free transfer, we and our related parties will minimize and regulate the related-party transactions with the List Company and its subordinate enterprises. 2. After completion of this free transfer, with respect to the related-party transactions with the Listed Company and its subordinate enterprises that are unavoidable or conducted with good reason, we and our related parties will comply with the market principle to conclude such transactions at fair and reasonable market prices, perform decision-making procedures for related-party transactions in accordance with the provisions of applicable laws, regulations and normative documents, fulfill the obligations of information disclosure in accordance with law and go through the relevant formalities for approval, and avoid such transactions as required, and will not use related-party transactions to illegally use funds and assets of the Listed Company or seek any other improper interests or use the status of the controlling shareholder to damage the legitimate interests of the Listed Company and other shareholders. 3. After completion of this free transfer, we will not use the shareholder rights owned by us in the Listed Company to manipulate or instruct the List Company or any of its directors, supervisors and executives to cause the Listed Company to provide or accept funds, goods, services or other assets on unfair terms, or do any act that is detrimental to the interests of the Listed Company. The aforementioned commitments will remain in effect for so long as we actually control the Listed Company and the Listed Company maintains its listing status. We will be liable for any actual losses, if any, caused to the Listed Company arising from our breach of the aforementioned commitments. | November 22, 2022 | Long-term | Ongoing |
| Commitments made in the Acquisition Report or Equity Change Report | Golden Eagle Broadcasting System Co., Ltd. | Other Commitments | In order to ensure the independence of the Listed Company, we make the following commitments with respect to maintaining the independence of the Listed Company after this free transfer: 1. We guarantee that Mango Excellent Media will be independent of us and our related parties business, assets, finance, personnel and organization, among others, and we will strictly comply with the relevant provisions of the China Securities Regulatory Commission (the “CSRC”) on the independence of listed companies; 2. we undertake that we will not use our status as the actual controller of the Listed Company to damage the legitimate interests of the Listed Company; 3. we and the channels and enterprises controlled by us will eliminate any illegal use of assets and funds of the Listed Company, and in no event shall we request the Listed Company and its controlled subsidiaries to provide any form of guarantee or financial support to us. The aforementioned commitments will remain in effect for so long as we remain control of Mango Excellent Media. We will compensate Mango Excellent Media in time and in full for any and all losses caused to Mango Excellent Media arising from our failure to fulfill the aforementioned commitments. | November 22, 2022 | Long-term | Ongoing |
| Commitments made in the Acquisition Report or Equity Change | Golden Eagle Broadcasting System Co., Ltd. | Other Commitments | After completion of this transfer, we will give full play to our active role as an indirect controlling shareholder of the Listed Company, cause the Listed Company to continuously improve the corporate governance structure, | November 22, 2022 | Long-term | Ongoing |
| Report | establish a sound internal control system, regulate the operations of the Listed Company and raise the governance level of the Listed Company in accordance with the requirements of the Articles of Association of Mango Excellent Media Co., Ltd., the Companies Law of the People’s Republic of China, the Securities Law of the People’s Republic of China, the Code of Corporate Governance of Listed Companies, the Rules Governing Listing of Stocks on Shenzhen Stock Exchange, the Guidelines for Articles of Association of Listed Companies and all other applicable laws and regulations of the CSRC and the Shenzhen Stock Exchange. | |||||
| Commitments made in the Acquisition Report or Equity Change Report | Golden Eagle Broadcasting System Co., Ltd. | Other Commitments | 1. As at the date of issue of the letter of commitments, we and the channels or enterprises controlled by us have not carried out horizontal competition which has material adverse effect on the Listed Company and/or its controlled enterprises. 2. By the end of July 2026, we and the channels or enterprises controlled by us will settle the horizontal competition with the Listed Company that already existed by various means such as entrusted management, assets restructuring, business adjustment/termination and assets transfer/sale, and implement measures related to business integration, in accordance with laws, regulations, policies, articles of association or similar constitutional documents of such channels or enterprise, with a view to benefiting business development of the Listed Company and safeguarding benefits of shareholders of the Listed Company. 3 We will, and procure that channels and enterprises controlled by us will, adopt effective measures to: (1) avoid adding other business constituting horizontal competition with the Listed Company and/or its controlled enterprises before settling existing horizontal competition; (2) not to support any persons other than the Listed Company and/or its controlled enterprises in conducting any business or activities which compete or would compete with the business currently conducted or presently proposed to be conducted by the Listed Company and/or its controlled enterprises. 4 If we and the channels or enterprises controlled by us have any business opportunity of carrying out, participating in or holding shares in any business or activity which would compete with the business conducted by the Listed Company and/or its controlled enterprises, then the Listed Company and/or its controlled enterprises shall have preferred rights with respect to such business opportunity. 5 We agree to bear and compensate for all losses, damages and expenses caused to the Listed Company and/or its controlled enterprises arising from our breach of the aforementioned commitments. 6. The aforementioned commitments will remain in effect for so long as we actually control the Listed Company and the Listed Company maintains its listing status. We will be liable for any actual losses, if any, caused to the Listed Company arising from our breach of the aforementioned commitments. | November 22, 2022 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | Mango Excellent Media Co., Ltd. | Other Commitments | 1. During 6 months prior to the date of board resolution concerning this issuance and till today, we did not invest in any similar financial business; from the date of issuing letter of commitment (December 25, 2020) to the date when the capitals raised this time are totally used or during 36 months after raised capitals are available, we undertake to not add investment in any similar financial business (including capital increase, loan, security and other forms of investment); 2. As at the date of this Announcement, we hold 100% of shares in Hunan Happy Money Microfinance Co., Ltd. (hereinafter “Happy Money”), we will complete dispose of small loan business of Happy Money through dissolution and liquidation, termination of business or transferring equities to qualified entity within 6 months after letter of commitments is issued, and we will no longer be engaged in small loan business. | December 25, 2020 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | Golden Eagle Broadcasting System Co., Ltd. | Commitments on Avoiding Horizontal Competition, Related-party Transactions and Fund Use | (1) As at the date of issue of the letter of commitments, GBS and the channels or enterprises controlled by it have not carried out horizontal competition which has material adverse effect on the Issuer and/or its controlled enterprises. (2) Within 5 years after completion of this issuance, GBS and the channels or enterprises controlled by it will settle the horizontal competition with the Issuer that already existed by various means such as entrusted management, assets restructuring, business | September 25, 2020 | Long-term | Fully fulfilled (Such commitments have been made in the Acquisition Report again). |
| adjustment/termination and assets transfer/sale, and implement measures related to business integration, in accordance with laws, regulations, policies, articles of association or similar organizational documents of such channels or enterprise, with a view to benefiting business development of the Issuer and safeguarding benefits of shareholders of the Issuer. (3) GBS will, and procure that channels and enterprises controlled by it will, adopt effective measures to: (i) avoid adding other business constituting horizontal competition with the Issuer and/or its controlled enterprises before settling existing horizontal competition; (ii) not to support any persons other than those of the Issuer and/or its controlled enterprises in conducting any business or activities which compete or would compete with the business currently conducted or presently proposed to be conducted by the Listed Company and/or its controlled enterprises. (4) If GBS and the channels or enterprises controlled by it have any business opportunity of carrying out, participating in or holding shares in any business or activity which would compete with the business conducted by the Issuer and/or its controlled enterprises, then the Issuer and/or its controlled enterprises shall have preferred rights with respect to such business opportunity. (5) GBS agrees to bear and compensate for all losses, damages and expenses caused to the Issuer and/or its controlled enterprises arising from GBS’s breach of the aforementioned commitments. | ||||||
| Commitments made at the time of IPO or re-financing | Hunan Broadcasting System; Mango Media Co., Ltd. | Other Commitments | (1) We undertake that we will not interfere in the Company’s operation and management activities beyond our authority, nor will we encroach on the Company’s interests; (2) From the date of this letter of commitment to the completion of the Company’s issuance of A-share shares to specific persons, if securities regulatory authorities such as the CSRC and Shenzhen Stock Exchange make separate provisions or put forward other requirements on measures to compensate for diluted returns and the commitments thereon, and the above commitments cannot meet such provisions, we will then make supplementary commitments in accordance with the latest provisions; (3) We will effectively take relevant recovery measures for returns formulated by the Company and fulfill our corresponding commitments on recovery measures for returns. Besides, we will, in case of violating or refusing to fulfill the above commitments, undertake the corresponding obligations of explanation, apology and so on in accordance with the relevant provisions, and will be liable for compensation as appropriate in accordance with law if losses are thus caused to the Company or its shareholders. | September 25, 2020 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | CAI Huaijun; HE Jin; LIANG Deping; LIU Xin; LIU Yuhui; LUO Weixiong; TANG Liang; WANG Ke; WU Jun; XIAO Xing; ZHANG Huali; ZHANG Yong; ZHENG Huaping; ZHONG Hongming | Other Commitments | (1) I undertake that I will faithfully and diligently perform my duties and safeguard the legitimate rights and interests of the Company and all shareholders; (2) I undertake that I will not to transfer benefits to other entities or individuals free of charge or under unfair conditions, nor otherwise damage the Company’s interests; (3) I undertake that I will restrict my position-related consumption; (4) I undertake that I will not use the Company’s assets to engage in investment or consumption activities irrelevant to performance of my duties; (5) I undertake that I will procure the linkage of the compensation system formulated by the board of directors or the remuneration and appraisal assessment committee with the implementation of the Company’s recovery measures for returns within my legal authority; (6) If the Company subsequently implements the equity incentive plan, I undertake that I will procure the linkage of exercise conditions for the Company’s equity incentives to be announced with the implementation of the Company’s recovery measures for returns within my legal authority; (7) From the date of this letter of commitment to the completion of the Company’s issuance of A-share shares to specific persons, if securities regulatory authorities such as the CSRC and Shenzhen Stock Exchange make separate provisions or put forward other requirements on measures to compensate for diluted returns and the commitments thereon, and the above commitments cannot meet such provisions, I undertake that I will then make supplementary commitments in accordance with the latest provisions; (8) I undertake that I will effectively implement measures to compensate for diluted returns formulated by the Company | September 25, 2020 | Long-term | Ongoing |
| and fulfill my corresponding commitments on measures to compensate for diluted returns. Besides, I will, in case of violating or refusing to fulfill the above commitments, undertake the corresponding obligations of explanation, apology and so on in accordance with the relevant provisions, and will be liable for compensation as appropriate in accordance with if losses are thus caused to the Company or its shareholders. | ||||||
| Commitments made at the time of IPO or re-financing | Mango Media Co., Ltd. | Commitments on Share Lock-Up | 1. Within 36 months from the end of this issuance, we will not transfer the Listed Company’s shares acquired by us in this restructuring in any form, including but not limited to the public transfer through securities market or transfer by agreement, nor will we entrust others with management of the Listed Company’s shares held by us. Within 6 months of completion of this restructuring, if the daily closing price of the Listed Company’s shares is lower than the issue price for 20 consecutive trading days, or the daily closing price of the Listed Company’s shares at the end of a 6-month period is lower than the issue price, then the lock-up period of the Listed Company’s shares acquired by us in this restructuring will automatically be extended for 6 months; 2. The aforesaid share lock-up arrangements shall also apply to the increase in holdings of consideration shares acquired by us in this restructuring due to placement of shares, bonus share distribution and capitalization of capital reserve by the Listed Company and other reasons within the lock-up period; 3. If the aforesaid commitments on the lock-up period are inconsistent with the latest regulatory opinions issued by the security regulatory authority, then we agree to make adjustments accordingly pursuant to the regulatory opinions issued by the competent security regulatory authority; after the expiry of the aforesaid lock-up period, the relevant regulations of the CSRC and Shenzhen Stock Exchange shall apply; 4. If we are suspected of providing or disclosing any information containing misrepresentations, misleading statements or materials omissions in this transaction and are therefore investigated by the judicial authority or the CSRC, we will not transfer the beneficial interest held by us in the Listed Company before the investigation conclusion of the case is determined. | July 12, 2018 | July 12, 2021 | Fully fulfilled, but such shareholder has not gone through the formalities for circulation of restricted shares. |
| Commitments made at the time of IPO or re-financing | Hunan Broadcasting System; Mango Media Co., Ltd. | Commitments on Avoiding Horizontal Competition, Related-party Transactions and Fund Use | In order to avoid the horizontal competition with the Listed Company, Mango Media and Hunan Broadcasting System have respectively issued their own Letter of Commitments on Avoiding Horizontal Competition, undertaking that, during the period of acting as the controlling shareholder and actual controller of the Listed Company, 1. We and the channels and enterprises controlled by us are not engaged in any business or activity in any form that competes or would compete, directly or indirectly, with the business of the Listed Company and/or its controlled enterprises. 2. After completion of this restructuring, we will take and procure the channels and companies controlled by us to take effective measures to avoid: (1) engaging in any business or activities directly or indirectly in any form that competes or would compete, directly or indirectly, with the business of the Listed Company and/or its controlled enterprises, or holding any interests or benefits in such business; (2) supporting in any form any persons other than the Listed Company and/or its controlled enterprises in engagement in any business or activity that competes or would compete with the business currently conducted or presently proposed to be conducted by the Listed Company and/or its controlled enterprises. 3. If we and the channels and enterprises controlled by us have any business opportunity of carrying out, participating in or holding shares in any business or activity which would compete with the business conducted by the Listed Company and/or its controlled enterprises, then Listed Company and/or its controlled enterprises shall have preferred rights with respect to such business opportunity. 4. If our business and the business of the channels and enterprises controlled by us competes with business of the Listed Company and/or its controlled enterprises, then we and the channels and enterprises controlled by us will cease engaging in any business similar with or identical with the principal business of the Listed Company and/or its controlled enterprises to avoid the horizontal competition by stopping conduct of the relevant competitive business, | July 12, 2018 | Long-term | Ongoing |
| including the relevant competitive business in that of the listed company or transferring the relevant competitive business to any unrelated third party. 5. We agree to bear and be liable for all losses, damage and costs caused to the Listed Company and/or its controlled enterprises due to our breach of the aforesaid commitments.” | ||||||
| Commitments made at the time of IPO or re-financing | Hunan Broadcasting System; Mango Media Co., Ltd. | Commitments on Avoiding Horizontal Competition, Related-party Transactions and Fund Use | In order to reduce and regulate the related-party transactions and safeguard the legal rights and interests of Happigo and minority shareholders, Hunan Broadcasting System and Mango Media have issued the Letter of Commitments on Regulating Related-party Transactions with the contents as follows: we and the channels and other public institutions or economic organizations controlled by us will take measures to avoid conducting the relate related-party d party transactions with the Listed Company and its controlled enterprises as far as possible; regarding the related-party transactions that cannot be avoided or are definitely necessary (including but not limited to product transactions, mutual offer of services/labor and etc.), we undertake that we will urge the channels and other public institutions or economic organizations controlled by us to follow the principles of market fairness, justice and openness, legally sign agreements and perform the legal procedures in accordance with the provisions on the decision-making and abstention of related-party transactions of the relevant laws and regulations, normative documents and the Listed Company to guarantee the fairness and compliance of the related-party transactions, will not harm the legitimate rights and interests of shareholders of the Listed Company and its controlled subsidiaries as well as shareholders of the Listed Company through related-party transactions, and will promptly disclose the information as required by the relevant laws and regulations and normative documents; We and the channels and other public institutions or economic organizations controlled by us will eliminate any illegal use of assets and funds of the Listed Company. If aforesaid commitments are breached, we are willing to assume all legal responsibilities arising therefrom. | July 12, 2018 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | Mango Media Co., Ltd. | Commitments on Reducing Shareholdings | Mango Media Co., Ltd., the controlling shareholder of the Company, makes the following commitments with respect to the intention to reduce shareholdings: (1) If we intend to reduce the shares of the Company held us it after expiry of lock-up period, we will legally do same, and make a public announcement within 3 trading days prior to reduction through the Company. The total number of shares of the Company reduced by us within 2 years after expiry of lock-up period shall not exceed 5% of total shares held by us at the time of IPO, and the price at which shares are reduced shall not be less than 100% of price of IPO. If shares are reduced 2 years after expiry of lock-up period, the price at which shares are reduced through call auction trading system of securities exchange shall not be less than closing price of shares in the trading day immediately preceding the share reduction announcement day. (2) The reduction period will be 6 months after the public announcement of the reduction plan, and if we continue to reduce our shareholdings after expiry of the reduction period, we will make the public announcement anew in accordance with the aforesaid arrangements. | January 21, 2015 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | Hongyi Investment Industry Phase I Fund (Tianjin) (L.P.); Mianyang Science and Technology Industry Investment Fund (L.P.); Tianjin Hongshan Capital Investment Fund Center (L.P.) | Commitments on Reducing Shareholdings | Hongyi Investment Industry Phase I Fund (Tianjin) (L.P.) (“Hongyi Investment”), Mianyang Science and Technology Industry Investment Fund (L.P.) (“Mianyang Fund”) and Tianjin Hongshan Capital Investment Fund Center (L.P.) (“Hongshan Capital”) as other existing shareholders of the Company make the following commitments with respect to the intention to reduce shareholdings: (1) We will not transfer or entrust others with management of any pre-IPO shares of the Issuer held by us, nor propose the repurchase of such shares by the Company within 12 months from the listing date of the Issuer. (2) If we intend to reduce our shareholdings in the Company after the expiry of the lock-up period of shares held by us in the Company, we will legally do same, and make a public announcement within 3 trading days prior to reduction through the Company. The shareholdings of Hongyi Investment, Mianyang Fund, Hongshan Capital we reduce in aggregate within 2 years after the expiry of the lock-up period will equal to the issuer’s shares held in total | January 21, 2015 | January 21, 2018 | Mianyang Fund and Hongshan Capital disclosed on November 19, 2016 and Hongyi Investment disclosed on December 10, 2016 the Announcement on Prompt of Shareholdings Reduction Plan for Shareholders Holding 5% or More of Shares Prior to IPO through the Company, and as of the end of 2017, |
| by us and the reduction price will not lower than 80% of the IPO price of the Company. The reduction period will be 6 months after the public announcement of the reduction plan, and if we continue to reduce our shareholdings after expiry of the reduction period, we will make the public announcement anew in accordance with the aforesaid arrangements. During the period from the listing of the Company’s shares until reduction of shareholdings, if the Company has paid dividends, given bonus shares, capitalized capital reserve, issued new shares or had other ex-right and ex-dividend matters, the floor reduction price and number of reduced shares will be adjusted accordingly. If the Company’s shareholders fail to fulfill these commitments, the proceeds from reduction of shareholdings in the Company will belong to the listed Company. | all of them have completed reduction of their shareholdings. | |||||
| Commitments made at the time of IPO or re-financing | Mango Excellent Media Co., Ltd. | Commitments on Distributing Dividends | We will improve the profit distribution system, particularly the cash dividend policy. The Company improved the Articles of Associations (Draft) at the 1st extraordinary general meeting of shareholders in 2014, stipulating the Company’s profit distribution policy, the procedures for decision-making and implementation of the profit distribution policy, preparation and adjustment mechanism of the profit distribution policy, and the plan for shareholders’ dividend returns in order to enhance the protection over minority shareholders. The Articles of Associations (Draft) further defines the Company’s profit distribution, especially the specific conditions, percentages, and forms of the cash dividend distribution as well as the conditions of the bonus share distribution, and clarifies that the cash dividends are superior to bonus shares; and the Company prepared the Plan on Dividend Returns for the Coming Three Years of Happigo Inc. to further implement the profit distribution system. | January 21, 2015 | Long-term | Ongoing |
| Commitments made at the time of IPO or re-financing | Hunan Broadcasting System; Mango Media Co., Ltd. | Commitments on Avoiding Horizontal Competition, Related-party Transactions and Fund Use | (I) Commitments on Avoiding Horizontal Competition In order to avoid the horizontal competition and protect the interests of the Company and other shareholders, Hunan Broadcasting System as the actual controller of the Company and Mango Media as the controlling shareholder of the Company have respectively issued their own Letter of Commitments on Avoiding Horizontal Competition. 1. Mango Media as the controlling shareholder of the Company has issued its Letter of Commitments on Avoiding Horizontal Competition. (1) Mango Media and its other subordinate enterprises other than the Issuer are not engaged in any business or activity in any form that competes or would compete, directly or indirectly, with the business of the Issuer and/or its subordinate enterprises. (2) Mango Media will, and procure that any enterprises controlled by Mango Media will, adopt effective measures to avoid: (A) engaging in any business or activities directly or indirectly in any form that competes or would compete, directly or indirectly, with the business of the Issuer and/or its subordinate enterprises, or holding any interests or benefits in such business; (B) supporting any persons other than the Issuer and/or its subordinate enterprises in conducting any business or activities which compete or would compete with the business currently conducted or presently proposed to be conducted by the Issuer and/or its subordinate enterprises. (3) If Mango Media and its subordinate enterprises have any business opportunity of carrying out, participating in or holding shares in any business or activity that would compete with the business conducted by the Issuer and/or its subordinate enterprises, then the Issuer and/or its subordinate enterprises shall have preferred rights with respect to such business opportunity. (4) Mango Media, as the shareholder of the Issuer, will not engage in any business or activity that damages or would damage the interests of the Issuer and/or its subordinate enterprises by utilizing the status of the shareholder, the rights to which the shareholder is entitled and the information obtained in accordance with the relevant laws, regulations and the Articles of Association, including but not limited to the trade secrets of the Issuer and/or its subordinate enterprises. Mango Media agrees to bear and be liable for all losses, damage and costs caused to the Issuer and/or its subordinate enterprises due to breach of the aforementioned commitments. 2. Commitments on avoiding horizontal competition and | January 21, 2015 | Long-term | Ongoing |
| constraint measures of the actual controller (1) Letter of Overall Commitments issued by Hunan Broadcasting System On March 29, 2012, Hunan Broadcasting System, as the actual controller of the Company, issued the Letter of Commitments on Avoiding Horizontal Competition, undertaking that: ①Hunan Broadcasting System and its other subordinate enterprises other than the Issuer are not engaged in any business or activity in any form that competes or would compete with the business of the Issuer and/or its subordinate enterprises directly or indirectly. ②Hunan Broadcasting System will, and procure that any enterprises controlled by Hunan Broadcasting System will, adopt effective measures to avoid: (A) engaging in any business or activities directly or indirectly in any form that competes or would compete with the business of the Issuer and/or its subordinate enterprises, or holding any interests or benefits in such business; (B) supporting any persons other than the Issuer and/or its subordinate enterprises in conducting any business or activities which compete or would compete with the business currently conducted or presently proposed to be conducted by the Issuer and/or its subordinate enterprises. ③ If Hunan Broadcasting System and its subordinate enterprises have any business opportunity of carrying out, participating in or holding shares in any business or activity which would compete with the business conducted by the Issuer and/or its subordinate enterprises, then the Issuer and/or its subordinate enterprises shall have preferred rights with respect to such business opportunity. Hunan Broadcasting System agrees to bear and be liable for all losses, damage and costs caused to the Issuer and its subordinate enterprises due to breach of the aforementioned commitments. (II) Letter of Commitments on Avoiding Fund Use The controlling shareholder and the actual controller of the Company undertake that: they will strictly comply with the provisions of the laws, regulations, normative documents and the Company’s relevant rules and systems, not appropriate or use the Company’s assets or resources in any form, nor do anything directly or indirectly which harms or would harm the interests of the Company and other shareholders. If the rights and interests of the Company or other shareholders are harmed due to breach of the aforementioned commitments and undertakings, the controlling shareholder and the actual controller will be liable for compensation in accordance with law. | ||||||
| Other Commitments | Mango Media Co., Ltd. | Commitments on not Reducing Shareholdings | We undertake not to sell any shares held by us in the Listed Company, including the additional shares that we may receive due to any distribution of bonus shares, capitalization of capital reserve, share allotment or otherwise, within 12 months from August 28, 2023. | August 28, 2023 | August 27, 2024 | Ongoing |
| Fulfill the commitments on time or not | Yes | |||||
2. If the Company has made any profit forecast on its assets or project and the Reporting Period falls withinthe period of such profit forecast, explanation about whether the forecast profit has been achieved and therelated reasons?Applicable □ N/A
| Underlying asset or project | Beginning time of forecast | End time of forecast | Forecast result of the current period (RMB0’000) | Actual result of the current period (RMB0’000) | Reason of failure to achieve the forecast profit (if applicable) | Disclosure date of the original forecast | Disclosure index (if any) |
| Golden Eagle Cartoon | January 1, 2023 | December 31, 2025 | 4,625.38 | 4,754.32 | N/A | July 26, 2023 | Announcement of Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by |
Cash and Related-party Transaction(AnnouncementNo.: 2023-046)disclosed on
www.cninfo.com.cn
on July 26, 2023
Commitments made by the shareholders and counterparties of the Company with respect to the annual operating results of theCompany or related assets:
?Applicable □ N/ASee the Announcement of Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-partyTransaction (Announcement No. 2023-046) disclosed on www.cninfo.com.cn on July 26, 2023.Fulfillment of the commitment on operating results and effect on the assessment of impairment loss on goodwill:
Golden Eagle Cartoon has fulfilled the commitment on operating results for 2023.II. Appropriation of non-operating funds of the Listed Company by the controlling shareholderand other related parties?Applicable □ N/A
In RMB0’000
| Shareholders or related parties | Type of related relationship | Appropriation period | Reason for appropriation | Opening balance | New appropriated amount during the Reporting Period | Proportion of the latest audited net assets | Total repayments during the Reporting Period | Closing balance | Proportion of the latest audited net assets | Balance as of the disclosure date of the annual report | Estimated repayment method | Estimated repayment amount | Estimated repayment time (month) |
| Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | Others | 7 years | Borrowings for production and operation | 232.98 | 0 | 0.00% | 30 | 202.98 | 0.00% | 202.98 | Cash settlement | 202.98 | May 2026 |
| Total | 232.98 | 0 | 0.00% | 30 | 202.98 | 0.00% | 202.98 | 202.98 | |||||
| Relevant decision procedures | In order to support the business development of Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. (“Mamma Mia”) which was originally a wholly-owned subsidiary of Happy News, Mamma Mia would be supported with liquidity from Happy News through Happy News’ internal approval and decision-making process. | ||||||||||||
| Reasons for new appropriation of non-operating funds by controlling shareholders and other related parties and description of the responsible persons’ accountability and proposed measures by the Board of Directors in the current period | N/A | ||||||||||||
| Reasons for failure to settle appropriated non-operating funds as planned, and description of accountability and proposed measures by the Board of Directors in the current period | In December 2016, Happy News transferred 70% of the equity shares of Mamma Mia externally (to non-controlling shareholders and their affiliates), so that Mamma Mia was no longer included in the scope of consolidation of Happy News. At present, Happy News still holds 24.25% of the equity shares of Mamma Mia. In order to ensure stable development of Mamma Mia, Happy News and Mamma Mia signed Repayment Plan, which stipulates monthly repayment of RMB 50,000 since January 2022, until the loan is paid off. | ||||||||||||
| Special review opinions on appropriation of funds given by accounting firm | Pan-China Certified Public Accountants LLP believes that the summary sheet prepared by management of Mango Excellent Media complies with the provisions of Guideline No. 8 on Regulation of Listed Companies – Regulatory Requirements on Fund Transfer and External Guarantee of Listed Companies (CSRC Announcement (2022) No. 26) and Guideline No. 1 on Self-discipline Regulation of Companies Listed at of the Shenzhen Stock Exchange – Business Handling (Revised in February 2023) (SZS (2023) No. 135) in all material aspects, truly reflecting appropriation of non-operating funds and transfer of other related capitals of Mango Excellent Media in 2023. | ||||||||||||
| Reasons for inconsistency between appropriation of non-operating funds by the controlling shareholder and other related parties disclosed in the Company’s annual report and that in the special audit opinion | N/A | ||||||||||||
III. External Guarantees in Violation of Regulations
□Applicable ?N/A
The Company has no external guarantees in violation of regulations during the Reporting Period.
IV. Explanations from the Board of Directors for the “Modified Auditor’s Report” Issued MostRecently
□Applicable ?N/A
V. Explanations from the Board of Directors, the Board of Supervisors, the IndependentDirectors (if any) for the “Modified Auditor’s Report” Issued by the Engaged Accounting Firmduring the Reporting Period
□Applicable ?N/A
VI. Explanation from the Board of Directors for Accounting Policies and Accounting EstimateChange and Significant Accounting Mistake Correction?Applicable □N/AExplanation about changes in the accounting policies:
Since January 1, 2023, we have applied the Interpretation of the Accounting Standards for Business Enterprises No. 16 issued by theMinistry of Finance, and pursuant to the provisions regarding transition between old and new standards, treated the cumulative effectof the adoption of the new standard as an adjustment to the opening retained earnings and other related financial statement items forthe current period. See “V. Significant Accounting Policies and Accounting Estimates” under “Section X Financial Report” for details.VII. Explanation for Changes in the Scope of Consolidated Financial Statements Comparingwith Those in Prior Year?Applicable □N/ADuring the Reporting Period, we acquired Golden Eagle Cartoon through a business combination involving entities under commoncontrol, and deregistered Beijing Happy Mango Culture Media Co., Ltd. See “IX. Changes in Scope of Consolidation” under “SectionX Financial Report” for details.VIII. Engagement and Dismissal of the Accounting Firm
Current certified public accountants
| Domestic certified public accountants | Pan-China Certified Public Accountants LLP |
| Remuneration paid to the domestic certified public accountants (in RMB0’000) | 198 |
| Audit period of the domestic accounting firm | 8 |
| Name of the engaged certified public accountants | ZHENG Shengjun and HU Jian |
| Audit period of the engaged certified public accountants | 2 years for ZHENG Shengjun and 2 years for HU Jian |
Whether the certified public accountant is changed
□Yes ?No
Description of engaging certified public accountants, financial advisor, or sponsor for internal control
□Applicable ?N/A
IX. Delisting Subsequent to the Disclosure of the Annual Report
□Applicable ?N/A
X. Bankruptcy and Reorganization
□Applicable ?N/A
The Company has no matters with respect to bankruptcy and reorganization during the Reporting Period.XI. Material Litigation or Arbitration
□Applicable ?N/A
The Company involves in no material litigation or arbitration during the year.XII. Penalty and Rectification
□Applicable ?N/A
The Company has no penalty and rectification during the Reporting Period.
XIII. Integrity of the Company and its Controlling Shareholder and Actual Controller
□Applicable ?N/A
XIV. Significant Related-party Transactions
1. Related-party transactions related to daily operations
?Applicable □N/A
| Related-party | Related-party relationship | Type | Content | Pricing principle | Price | Amount (in RMB0’000) | Proportion of similar trading amount | Approved trading amount (in RMB0’000) | Exceed the approved amount or not | Mode of settlement | Available market price of similar transactions | Disclosure date | Disclosure index |
| GBS | Under common control of the same actual controller | Acceptance of labor service | Copyright, etc. | Market pricing | 86300.26 | 86,300.26 | 8.80% | 78,130 | Yes | Bank transfer | 86300.26 | April 22, 2023 | Announcement of Estimated Daily Related-party Transactions in 2023 disclosed on www.cninfo.com.cn |
| GBS | Under common control of the same actual controller | Rendering of labor service | Advertising release, etc. | Market pricing | 67609.33 | 67,609.33 | 4.62% | 90,000 | No | Bank transfer | 67609.33 | April 22, 2023 | |
| Yunhong Communication Technology (Guangzhou) Co., Ltd. | Company materially affected by the actual controller | Acceptance of labor service | Advertising service | Market pricing | 17234.19 | 17,234.19 | 1.76% | 20,000 | No | Bank transfer | 17234.19 | April 22, 2023 | |
| Yunhong Communication Technology (Guangzhou) Co., Ltd. | Company materially affected by the actual controller | Rendering of labor service | Advertising release | Market pricing | 56631.6 | 56,631.6 | 3.87% | 81,000 | No | Bank transfer | 56631.6 | April 22, 2023 | |
| MIGU Culture Technology Co., Ltd. | Sharing the key manager | Acceptance of labor service | Bandwidth, etc. | Market pricing | 9678.04 | 9,678.04 | 0.99% | 12,187 | No | Bank transfer | 9678.04 | April 22, 2023 | |
| MIGU Culture Technology Co., Ltd. | Sharing the key manager | Rendering of labor service | Operator revenue | Market pricing | 269954.76 | 269,954.76 | 18.45% | 265,000 | Yes | Bank transfer | 269954.76 | April 22, 2023 | |
| Total | -- | -- | 507,408.18 | -- | 546,317 | -- | -- | -- | -- | -- | |||
| Details of return of goods in large sales | None |
| Actual performance during the Reporting Period (if any) in the event that the total amount of the daily related-party transactions to occur in the current period is expected by categories | None |
| Reasons for the large difference between the trading price and the market reference price (if applicable) | N/A |
2. Related-party transactions related to acquisition or disposal of assets and equities?Applicable □N/A
| Related-Party | Related-party relationship | Type | Content | Pricing principle | Carrying value of transferred assets (RMB0’000) | Appraisal value of transferred assets (RMB0’000) | Transfer price (RMB0’000) | Mode of settlement | Trading profit or loss (RMB0’000) | Disclosure date | Disclosure index |
| Mango Media Co., Ltd. | Parent company | Share acquisition | 100% shares of Golden Eagle Cartoon | Appraisal value | 19,667.92 | 83,479.51 | 83,479.51 | Bank transfer | 0 | October 24, 2023 | Announcement of Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction (Announcement No.: 2023-046) disclosed on www.cninfo.com.cn on July 26, 2023 |
| Reasons for significant difference between transfer price and carrying value or appraisal value (if any) | None. | ||||||||||
| Impact on the Company’s operating results and financial situation | The effect on the net profit of the Listed Company was RMB63,473,700. | ||||||||||
| The performance realization during the Reporting Period if the related-party transaction involves performance agreement | The net profit of Golden Eagle Cartoon attributable to the shareholders of the Listed Company after deduction of non-recurring gain or loss was RMB47,543,200 for the Reporting Period, which achieved its performance commitment for 2023. | ||||||||||
3. Related-party transactions related to joint external investment
□Applicable ?N/A
The Company has no related-party transactions involving joint external investments during the Reporting Period.
4. Credits and debits with related parties
?Applicable □N/AWhether there are non-operating credits and debits with related parties?Yes □NoCredits due from related parties
| Related-party | Relation | Reason of formation | Whether there is any non-operating fund use | Opening balance (RMB0’000) | Current increased amount (RMB0’000) | Current recovered amount (RMB0’000) | Interest rate | Current interest (RMB0’000) | Closing balance (RMB0’000) |
| Mango Entertainment | Subsidiary | Accounts current | No | 8,000 | 8,000 | ||||
| Happy Sunshine | Subsidiary | Profit distribution | No | 30,000 | 60,000 | 90,000 | 0 |
| Impact of related-party creditor’s rights on the Company’s operating results and financial status | No material impact |
Debts due to related-party
| Related-party | Relation | Reason of formation | Opening balance (RMB0’000) | Current increased amount (RMB0’000) | Current recovered amount (RMB0’000) | Interest rate | Current interest (RMB0’000) | Closing balance (RMB0’000) |
5. Transactions with finance companies having related-party relationship
□Applicable ?N/A
The Company has no deposit, loan, credit facility or other financial business with finance companies having related-party relationshipand related parties.
6. Transactions between finance companies controlled by the Company and related parties
□Applicable ?N/A
Finance companies controlled by the Company have no deposit, loan, credit facility or other financial business with related parties.
7. Other significant related-party transactions
□Applicable ?N/A
The Company has no other significant related-party transactions during the Reporting Period.XV. Significant Contracts and Performances Thereof
1. Trusteeship, contracting and leasing
(1) Trusteeship
□Applicable ?N/A
No such case during the Reporting Period.
(2) Contracting
□Applicable ?N/A
No such case during the Reporting Period.
(3) Leases
□Applicable ?N/A
No such case during the Reporting Period.
2. Significant guarantee
□Applicable ?N/A
No such case during the Reporting Period.
3. Entrusted management of cash assets
(1) Entrusted wealth management
?Applicable □N/AOverview of entrusted wealth management during the Reporting Period
In RMB0’000
| Specific type | Capital sources of entrusted wealth management | Amount of entrusted wealth management | Undue balance | Amount overdue and not recovered | Impaired amount of wealth management overdue and not recovered |
| Bank wealth management product | Own funds | 181,000 | 45,200 | 0 | 0 |
| Bank wealth management product | Raised funds | 209,500 | 60,000 | 0 | 0 |
| Total | 390,500 | 105,200 | 0 | 0 | |
Details of high-risk entrusted wealth management with significant single amount or poor security and liquidity
□ Applicable ?N/A
Expected unavailability to recover the principal or other situations that may lead to impairment with respect to entrusted wealthmanagement
□ Applicable ?N/A
(2) Entrusted loans
□Applicable ?N/A
No such case during the Reporting Period.
4. Other significant contracts
□Applicable ?N/A
No such case during the Reporting Period.
XVI. Description of Other Significant Matters?Applicable □N/AOn July 25, 2023, at the 17
th
meeting of the 4
th Board of Directors and the 15
th
meeting of the 4
thBoard of Supervisors, the ProposalRegarding Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction wasconsidered and adopted, approving the acquisition by us of 100% shares of Golden Eagle Cartoon using RMB834,795,100 of self-owned funds. On October 20, 2023, Golden Eagle Cartoon completed the relevant alteration filing procedures with the administrationfor industry and commerce, and became one of our wholly-owned subsidiaries, included in our scope of consolidation. See theAnnouncement of Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction(Announcement No. 2023-046) and the Announcement of Completion of the Alteration Filing Procedures Related to the Acquisitionof 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction (Announcement No. 2023-056) disclosed on www.cninfo.com.cn on July 26, 2023 and October 24, 2023 respectively for details.
XVII. Description of Significant Matters of the Company’s Subsidiaries?Applicable □N/A
On July 18, 2023, Xiaomang E-commerce completed the relevant alteration filing procedures with the administration for industry andcommerce, and turned from a subsidiary controlled by our wholly-owned subsidiary Happy Sunshine into a subsidiary directlycontrolled by us.
Section VII Share Changes and Information of Shareholders
I. Share changes
1. Share changes
Unit: Shares
| Before this change | Increase or decrease this time (+,-) | After this change | |||||||
| Number | Proportion | New shares | Bonus shares | Capitalization of capital reserve | Others | Sub-total | Number | Proportion | |
| I. Restricted share | 849,020,857 | 45.38% | 0 | 0 | 0 | 0 | 0 | 849,020,857 | 45.38% |
| 1. Shareholdings by the state | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 2. Shareholdings by the state-owned legal persons | 849,019,732 | 45.38% | 0 | 0 | 0 | 0 | 0 | 849,019,732 | 45.38% |
| 3. Other shareholdings by domestic investors | 1,125 | 0.00% | 0 | 0 | 0 | 0 | 0 | 1,125 | 0.00% |
| Incl.: shareholdings by domestic legal persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Shareholdings by domestic natural persons | 1,125 | 0.00% | 0 | 0 | 0 | 0 | 0 | 1,125 | 0.00% |
| 4. Shareholdings by foreign investors | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Incl.: shareholdings by overseas legal persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Shareholdings by overseas natural persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| II. Unrestricted share | 1,021,699,958 | 54.62% | 0 | 0 | 0 | 0 | 0 | 1,021,699,958 | 54.62% |
| 1. RMB ordinary share | 1,021,699,958 | 54.62% | 0 | 0 | 0 | 0 | 0 | 1,021,699,958 | 54.62% |
| 2. Domestic listed foreign share | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 3. Overseas listed foreign share | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 4. Others | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| III. Total | 1,870,720,815 | 100.00% | 0 | 0 | 0 | 0 | 0 | 1,870,720,815 | 100.00% |
Reasons for share changes
□Applicable ?N/A
Approval of share changes
□Applicable ?N/A
Description of registration of share changes
□Applicable ?N/A
Effect of share changes on financial indicators in the most recent year and the most recent period, such as basic earnings per share,diluted earnings per share, net assets per share attributable to the Company’s shareholders of ordinary shares
□Applicable ?N/A
Other information that the Company deemed as necessary, or security regulators require to be disclosed
□Applicable ?N/A
2. Restricted share changes
□Applicable ?N/A
II. Shares issuing and listing
1. Securities issuing during the Reporting Period (excluding preferred shares)
□Applicable ?N/A
2. Explanation for changes in the Company’s total shares, shareholder structure, and structure of assetsand liabilities
□Applicable ?N/A
3. Current shares subject to employee share ownership plan
□Applicable ?N/A
III. Shareholders and actual controllers
1. Description of the Number of the Company’s shareholders and shares held by them
Unit: Shares
| Total ordinary shareholders as of the end of the period | 56,718 | Total ordinary shareholders as of the end of the month prior to the disclosure date of annual report | 62,435 | Total preferred shareholders (if any) with recovered voting rights as of the end of the period (Note 9) | 0 | Total preferred shareholders (if any) with recovered voting rights as of the end of the month prior to the disclosure date of annual report (Note 9) | 0 | Total shareholders (if any) holding special voting right shares | 0 |
| Information of shareholders holding 5% or more of shares or top 10 shareholders (excluding the shares lent via refinancing) | |||||||||
| Name of shareholders | Nature of shareholder | Shareholding ratio | Closing shareholding quantity | Increase or decrease | Number of restricted shares held | Number of unrestricted shares held | Pledged, marked or frozen | ||
| Status | Quantity | ||||||||
| Mango Media Co., Ltd. | State-owned corporation | 56.09% | 1,049,300,301 | 0 | 849,019,732 | 200,280,569 | N/A | 0 | |
| Zhongyi Capital Holding Group Limited | State-owned corporation | 7.01% | 131,188,792 | 0 | 0 | 131,188,792 | N/A | 0 | |
| Hunan Caixin Jingguo Equity Investment Partnership | State-owned corporation | 5.01% | 93,647,857 | 0 | 0 | 93,647,857 | N/A | 0 | |
| (LP) | ||||||||
| Hong Kong Securities Clearing Company Limited | Foreign corporation | 3.15% | 58,844,957 | 1,831,245 | 0 | 58,844,957 | N/A | 0 |
| China Life Insurance Co., Ltd. – Traditional – General Insurance Product 005L-CT001 (Shanghai) | Others | 0.54% | 10,159,284 | 7,545,157 | 0 | 10,159,284 | N/A | 0 |
| Industrial and Commercial Bank of China Limited – E-Fund ChiNext ETF | Others | 0.49% | 9,080,876 | 5,814,380 | 0 | 9,080,876 | N/A | 0 |
| Hua Life Insurance Co., Ltd. – Self-owned funds | Others | 0.36% | 6,712,900 | 5,301,700 | 0 | 6,712,900 | N/A | 0 |
| National Social Security Fund Portfolio 604 | Others | 0.36% | 6,643,867 | 6,373,567 | 0 | 6,643,867 | N/A | 0 |
| Dajia Life Insurance Co., Ltd. – Universal product | Others | 0.32% | 6,006,700 | 6,006,700 | 0 | 6,006,700 | N/A | 0 |
| National Social Security Fund Portfolio 414 | Others | 0.31% | 5,799,992 | 5,799,992 | 0 | 5,799,992 | N/A | 0 |
| Strategic investors or general corporations becoming top 10 ordinary shareholders as a result of rights issue (if any) (Note 4) | None | |||||||
| Related-party relationship or concerted action relationship among the aforementioned shareholders | There is no related-party relationship or concerted action relationship between Mango Media Co., Ltd. as the controlling shareholder of the Company and other top 10 shareholders; we are not aware whether or not there is a related-party relationship or concerted action relationship among other top 10 shareholders. | |||||||
| Explanation for entrusting/accepting entrusted voting rights and waiver of voting rights regarding above shareholders | None | |||||||
| Special explanation about any special account for repurchase opened by any top 10 shareholder (if any) (Note 10) | None | |||||||
| Shareholdings of top 10 unrestricted shareholders | ||||||||
| Name of shareholders | Number of unrestricted shares held at the end of the Reporting Period | Type | ||||||
| Type | Number | |||||||
| Mango Media Co., Ltd. | 200,280,569 | RMB ordinary shares | 200,280,569 | |||||
| Zhongyi Capital Holding Group Limited | 131,188,792 | RMB ordinary shares | 131,188,792 | |||||
| Hunan Caixin Jingguo Equity Investment Partnership (LP) | 93,647,857 | RMB ordinary shares | 93,647,857 | |||||
| Hong Kong Securities Clearing Company Limited | 58,844,957 | RMB ordinary shares | 58,844,957 | |||||
| China Life Insurance Co., Ltd. – Traditional – General Insurance Product 005L-CT001 (Shanghai) | 10,159,284 | RMB ordinary shares | 10,159,284 | |||||
| Industrial and Commercial Bank of China Limited – E-Fund ChiNext ETF | 9,080,876 | RMB ordinary shares | 9,080,876 | |||||
| Hua Life Insurance Co., Ltd. – Self-owned funds | 6,712,900 | RMB ordinary shares | 6,712,900 | |||||
| National Social Security Fund Portfolio 604 | 6,643,867 | RMB ordinary shares | 6,643,867 | |||||
| Dajia Life Insurance Co., Ltd. – Universal product | 6,006,700 | RMB ordinary shares | 6,006,700 |
| National Social Security Fund Portfolio 414 | 5,799,992 | RMB ordinary shares | 5,799,992 |
| Explanation for related-party relationship or concerted actions between top 10 unrestricted outstanding shareholders, and between top 10 unrestricted outstanding shareholders and top 10 shareholders | There is no related-party relationship or concerted action relationship between Mango Media Co., Ltd. as the controlling shareholder of the Company and other top 10 unrestricted outstanding shareholders; we are not aware whether or not there is a related-party relationship or concerted action relationship among top 10 unrestricted outstanding shareholders and between top 10 unrestricted outstanding shareholders and top 10 shareholders. | ||
| Special explanation about any shareholder operating margin financing and short selling business (if any) (Note 5) | None | ||
Share lending by top 10 shares via refinancing:
?Applicable □N/A
Unit: Shares
| Share lending by top 10 shares via refinancing | ||||||||
| Full name of shareholder | Number of shares held in ordinary account and margin trading account at the beginning of the current period | Number of outstanding shares lent via refinancing at the beginning of the current period | Number e of shares held in ordinary account and margin trading account at the end of the current period | Number of outstanding shares lent via refinancing at the end of the current period | ||||
| Total number | % of total share capital | Total number | % of total share capital | Total number | % of total share capital | Total number | % of total share capital | |
| Industrial and Commercial Bank of China Limited – E-Fund ChiNext ETF | 3,266,496 | 0.17% | 854,600 | 0.05% | 9,080,876 | 0.49% | 140,000 | 0.01% |
| National Social Security Fund Portfolio 604 | 270,300 | 0.01% | 7,300 | 0.00% | 6,643,867 | 0.36% | 0 | 0.00% |
Changes in top 10 shareholders compared to the prior period:
?Applicable □N/A
Unit: Shares
| Changes in top 10 shares compared to the end of the prior period | |||||
| Full name of shareholder | New or withdrawn shareholder in the current period | Number of outstanding shares lent via refinancing at the end of the current period | Number of shares held in ordinary account and margin trading account and outstanding shares lent via refinancing at the end of the current period | ||
| Total number | % of total share capital | Total number | % of total share capital | ||
| China Life Insurance Co., Ltd. – Traditional – General Insurance Product 005L-CT001 (Shanghai) | New | 0 | 0.00% | 10,159,284 | 0.54% |
| Industrial and Commercial Bank of China Limited – E-Fund ChiNext ETF | New | 140,000 | 0.01% | 9,220,876 | 0.49% |
| Hua Life Insurance Co., Ltd. – Self-owned funds | New | 0 | 0.00% | 6,712,900 | 0.36% |
| National Social Security Fund Portfolio 604 | New | 0 | 0.00% | 6,643,867 | 0.36% |
| Dajia Life Insurance Co., Ltd. – Universal product | New | 0 | 0.00% | 6,006,700 | 0.32% |
| National Social Security Fund Portfolio 414 | New | 0 | 0.00% | 5,799,992 | 0.31% |
| China Merchants Bank Co., Ltd. - Xingquan Herun Hybrid Securities Investment Fund | Withdrawn | 0 | 0.00% | 0 | 0.00% |
| China Merchants Bank Co., Ltd. - Xingquan Heyi Flexible Allocation Hybrid Securities Investment Fund (LOF) | Withdrawn | 0 | 0.00% | 0 | 0.00% |
| Industrial and Commercial Bank of China Limited - Xingquan Green Investment Hybrid Securities Investment Fund (LOF) | Withdrawn | 0 | 0.00% | 0 | 0.00% |
| Industrial Bank Co., Ltd. - Xingquan Qushi Investment Hybrid Securities Investment Fund | Withdrawn | 0 | 0.00% | 0 | 0.00% |
| China Merchants Bank Co., Ltd. - Xingye Xingrui 2-Year Hybrid Securities Investment Fund | Withdrawn | 0 | 0.00% | 0 | 0.00% |
| Industrial and Commercial Bank of China Limited - GF China Securities Media LOF | Withdrawn | 0 | 0.00% | 5,033,661 | 0.27% |
Whether the Company has made arrangement for voting right differences?
□Applicable ?N/A
Whether the Company’s top 10 ordinary shareholders and top 10 unrestricted ordinary shareholders have engaged in an agreedrepurchase transaction during the Reporting Period?
□Yes ?No
The Company’s top 10 ordinary shareholders and top 10 unrestricted ordinary shareholders have no agreed repurchase transactionduring the Reporting Period.
2. Controlling shareholder of the Company
Nature of the controlling shareholder: Local state-owned holding companyType of the controlling shareholder Legal person
| Controlling shareholder | Legal representative/responsible person | Date of incorporation | Organization code | Principal activities |
| Mango Media Co., Ltd. | ZHANG Huali | July 10, 2007 | 914300006707880875 | Planning, production and operation of radio and television programs; investments in culture, sports, entertainment, media, technology, Internet and other industries by self-owned funds (excluding national |
| financial supervision and financial credit businesses such as deposit absorption, fund collection, entrusted loans, notes, and loans issuance); advertising planning, production and operation; multimedia technology development and operation. (Projects required for legal approval shall be operated on the premise of being approved by relevant authorities) | ||
| Shares held in other domestic or foreign listed companies controlled or invested by the controlling shareholder during the Reporting Period | None | |
Change of the controlling shareholder during the Reporting Period
□Applicable ?N/A
There was no change in the controlling shareholder of the Company during the Reporting Period.
3. Actual controller and its acting-in-concert parties of the Company
Nature of the actual controller: Local state capital management institutionType of the controlling shareholder: Legal person
| Actual controller | Legal representative/responsible person | Date of incorporation | Organization code | Principal activities |
| Hunan State-owned Cultural Assets Supervision and Administration Commission | - | May 27, 2015 | - | Perform the responsibilities of provincial state-owned cultural enterprise as a contributor |
| Equity of other domestic and oversea listed companies controlled by the actual controller during the Reporting Period | Directly holding 16.66% of shares in Hunan TV & Broadcast Intermediary Co., Ltd. | |||
Change of the actual controller during the Reporting Period
□Applicable ?N/A
There was no change in the actual controller of the Company during the Reporting Period.Block diagram for the ownership and controlling relationship between the Company and the actual controller
The Company is controlled by the actual controller through trust funds or other asset management methods
□Applicable ?N/A
4. The Company’s controlling shareholder or top 1 shareholder and its acting-in-concert parties pledgedmore than 80% in total of the Company’s shares held by them
□Applicable ?N/A
5. Other institutional shareholders owning over 10% of shares
□Applicable ?N/A
6. Restrictions on shareholding reduction of the controlling shareholder, actual controller, restructuringparties, and other commitment subjects
□Applicable ?N/A
IV. Specific implementation of share repurchases during the Reporting PeriodImplementation progress of share repurchase
□Applicable ?N/A
Progress of reducing repurchased shares by means of centralized auction trading
□Applicable ?N/A
Hunan State-owned Cultural Assets Supervision and
Administration CommissionGolden Eagle Broadcasting System Co., Ltd.
Golden Eagle Broadcasting System Co., Ltd.Mango Media Co., Ltd.
Mango Media Co., Ltd.
100% shares
100% shares100 % shares
100 % shares
56.09 % shares
56.09 % shares
Mango Excellent Media Co., Ltd.\
Section VIII Preference Shares
□Applicable ?N/A
The Company has no preferred shares during the Reporting Period.
Section IX Bonds
□Applicable ?N/A
Section X Financial Report
I. Auditor’s Report
| Audit opinion | Unmodified Opinion |
| Signing date of audit report | April 18, 2024 |
| Auditor | Pan-China Certified Public Accountants LLP |
| Audit report document No. | Tian Jian Shen (2024) 2-191 |
| Name of certified public accountants | ZHENG Shengjun and HU Jian |
Auditor’s ReportTo all shareholders of Mango Excellent Media Co., Ltd.:
I. Audit opinionWe have audited the financial statements of Mango Excellent Media Co., Ltd. (“Mango Excellent Media”), which comprise theconsolidated and the parent company’s balance sheets as at December 31, 2023, and the consolidated and the parent company’s incomestatements, the consolidated and the parent company’s statements of cash flow and the consolidated and the parent company’sstatements of changes in owners’ equity for the year then ended, and the notes to the financial statements.In our opinion, the accompanying financial statements are prepared in all material respects in accordance with AccountingStandards for Business Enterprises and fairly present the consolidated and the parent company’s financial position as of December 31,2023, and the consolidated and the parent company’s operating results and cash flows for the year then ended.II. Basis for OpinionWe conducted our audit in accordance with China Standards on Auditing. Our responsibilities under those standards are furtherdescribed in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of our report. We are independent ofMango Excellent Media in accordance with the Code of Ethics for Chinese Institute of Certified Public Accountants (“the Code”), andwe have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our opinion.
III. Key Audit MattersKey audit matters are those matters that, in our professional judgment, are of most significance in our audit of the financialstatements for the current period. These matters were addressed in the context of our audit of the financial statements as a whole, andin forming our opinion thereon, and we do not express a separate opinion on these matters.
(I) Revenue recognition
1. Descriptions
Details of relevant information are disclosed in Note III (XXIII), V(II)1 and XIV(I) to the financial statements.The operating revenue of Mango Excellent Media is mainly from new media platform operation, new media interactiveentertainment content production and media retail, etc. In 2023, the operating revenue of Mango Excellent Media amounted toRMB14,628,016,300, of which the operating revenue from the segments including new media platform operation and new mediainteractive entertainment content production amounted to RMB11,763,971,400, accounting for 80.42 % thereof.As the operating revenue is one of Mango Excellent Media’s KPIs, there may be an inherent risk that the management of MangoExcellent Media (“management”) may recognize the revenue inappropriately to achieve specific objectives or expectations. Meanwhile,revenue recognition also needs complex information systems and significant management judgment. Therefore, we identified revenuerecognition as a key audit matter.
2. Audit response
Our audit procedures related to revenue recognition included the following, among others:
(1) Understand the key internal controls related to revenue recognition, evaluate the design of those controls, determine whetherthey are implemented, and test the operational effectiveness of the relevant internal controls;
(2) Test general information system controls and application controls related to the revenue recognition process by virtue of thework results of the in-house information technology experts;
(3) Examine major sales contracts, understand the major terms or conditions thereof, and evaluate whether revenue recognitionmethods are proper;
(4) Implement substantive analysis procedures for operating revenue and gross margin by month, product, customer, etc., toidentify whether there are significant or unusual fluctuations and to find out the causes of such fluctuations;
(5) Sample contracts, licenses, settlements, receipts and sign-offs to make test of details according to different types of revenues,and pay attention to the business content of the related sales and their commercial reasonableness;
(6) In conjunction with accounts receivable confirmation procedures, send confirmation to major customers to recognize thecurrent sale volumes on a sample basis;
(7) Conduct the cut-off test on the operating revenues recognized about the balance sheet date to evaluate whether the operatingrevenues are recognized appropriately;
(8) Obtain a record of sales returns after the balance sheet date to check if there is any instance that conditions for revenuerecognition were not met at the balance sheet date; and
(9) Check whether information relating to operating revenue is properly presented and disclosed in the financial statements.(II) Recognition of deferred tax assets
1. Descriptions
Details of relevant information are disclosed in Note III(XXVII), Note III(XXX) and Note V(I)18 to the financial statements.As of December 31, 2023, Mango Excellent Media recognized RMB1,628,790,200 of deferred tax assets for the year 2023, mainlyarising from temporary differences between the accounting amortization approach for film and TV drama copyright and theamortization approach set forth in tax law. Since the recognition of deferred tax assets involves complicated calculation of differencesbetween the accounting amortization approach for film and TV drama copyright and the amortization approach set forth in tax law, thejudgment of the availability of taxable income in future periods against which the deductible temporary differences can be utilizedinvolves estimates, and the recognition of deferred tax assets has a significant on accounting profit, we identified the recognition ofdeferred tax assets as a critical audit matter.
2. Audit response
Our audit procedures related to recognition of deferred tax assets included the following, among others:
(1) Assess the design and implementation, and test the effectiveness, of internal controls related to recognition of deferred taxassets;
(2) Understand and evaluate the management’s calculation methods for the differences between the accounting amortizationapproach for film and TV drama copyright and the amortization approach set forth in tax law, and reasonableness of forecast andassumptions in respect of taxable income available in future periods;
(3) Review the process of calculation of deferred tax assets, and ensure they are accurate and comply with the provisions of thetax law and accounting standards;
(4) Analyze and assess the temporary differences related to film and TV drama copyright, and review the historic data, assess thesustainability of forecasts and changes in the relevant tax laws and regulations; and
(5) Communicate with the tax advisor, to obtain professional opinions on the relevant tax law, and assess the effect on therecognition of deferred tax assets.
(III) The carrying amount of content copyrights
1. Descriptions
Details of relevant information are disclosed in Note III (XIII), Note III (XVIII) and Note V (I) 8 and Note V (I) 15 to the financialstatements.
As of December 31, 2023, the carrying amount of Mango Excellent Media’s content copyrights such as online informationdissemination rights, screenplays, and film and television series was RMB9,445,987,200; of which, intangible assets wereRMB7,814,463,500 and stocks were RMB1,631,523,700.
The management makes significant judgment to evaluate the carrying amount of content copyrights such as online informationdissemination rights, screenplays, and film and television series. In making such evaluation, the management considers all possiblefactors that may affect the future broadcasting, production and distribution plans of the content copyrights such as the onlineinformation dissemination rights, screenplays and film and television series, the saleable or booking prices of film and television series,the discount rate and the current market environment to judge the expectation of obtaining future cash flows. The amount of contentcopyrights such as online information dissemination rights, screenplays, and film and television series is material, and involvessignificant management judgments, therefore, we identify the carrying amount of content copyrights such as online informationdissemination rights, screenplays, and film and television series as a key audit matter.
2. Audit response
For the carrying amount of content copyrights such as online information dissemination rights, screenplays, and film and televisionseries, our audit procedures include, inter alia:
(1) Understand the key internal controls related to content copyrights such as online information dissemination rights, screenplays,and film and television series, evaluate the design of those controls, determine whether they are implemented, and test the operationaleffectiveness of the relevant internal controls;
(2) Know and evaluate the reasonableness of amortization policies of online information dissemination rights, and implementcomputer-aided audit procedure for amortization information system of online information dissemination rights;
(3) Evaluate the reasonableness of accounting policies related to content copyrights such as online information disseminationrights, screenplays, and film and television series by comparing relevant accounting standards and industry practice benchmarks, andtest the management’s assessment of the recoverable amount of content copyrights such as online information dissemination rights,screenplays, and film and television series on a project basis based on the materiality level of the closing balance of net value of contentcopyrights such as online information dissemination rights, screenplays, and film and television series;
(4) Inspect selected relevant agreements for the purchase of content copyrights such as online information dissemination rights,and screenplays, and verify the valid period of their licenses to evaluate the reasonableness of their net realizable values. For self-produced film and television series, select projects and discuss with the management to understand the current market environment,their future production and distribution plans;
(5) Inspect distribution contracts to verify the estimated selling price of content rights such as online information disseminationrights, screenplays, and film and television series. For television series that have been produced but have not obtained broadcast licenses,we select projects to compare their projected selling prices with the selling prices available to similar television series, so as to assesstheir impairment;
(6) Pay attention to public opinion of content rights such as online information dissemination rights, screenplays, and film andtelevision series, assessing their negative public opinion and discussing with the management that whether there is an expectedwithdrawal or failure to complete production;
(7) Check whether information relating to impairment and copyright amortization of content rights such as online informationdissemination rights, screenplays, and film and television series is properly presented and disclosed in the financial statements;
IV. Other Information
The management is responsible for other information. The other information comprises the information included in the Annual
Report, but does not include the financial statements and our auditor’s report thereon.Our opinion on the financial statements does not cover the other information and we do not express any form of assuranceconclusion thereon.In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the auditor otherwise appears to be materially misstated.If, based on the work we have performed, we conclude that there is any material misstatement of other information, we are requiredto report that fact. We have nothing to report in this regard.
V. Responsibilities of the Management and Those Charged with Governance for the Financial StatementsThe management of Mango Excellent Media is responsible for the preparation and fair presentation of the financial statements inaccordance with Accounting Standards for Business Enterprises, and designing, implementing, and maintaining internal control that isnecessary to enable the financial statements that are free from material misstatement, whether due to fraud or error.In preparing the financial statements, the management is responsible for assessing Mango Excellent Media’s ability to continueas a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unlessthe management either intends to liquidate Mango Excellent Media or to cease operations, or have no realistic alternative but to do so.Those charged with governance of Mango Excellent Media (“those charged with governance”) are responsible for overseeingMango Excellent Media’s financial reporting process.VI. Auditor’s Responsibilities for the Audit of the Financial StatementsOur objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion solely to you. Reasonableassurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with China Standards on Auditingwill always detect a material misstatement when it exists. Misstatements may arise from fraud or error and are considered material if,individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis ofthese financial statements.As part of an audit in accordance with China Standards on Auditing, we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:
(I) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design andperform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis forour opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraudmay involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.(II) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in thecircumstances.(III) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by the management.(IV) Conclude on the appropriateness of the management’s use of the going concern basis of accounting and, based on the auditevidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on MangoExcellent Media’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to drawattention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modifyour opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events orconditions may cause the Mango Excellent Media to cease to continue as a going concern.
(V) Evaluate the overall presentation, structure, and content of the financial statements and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fair presentation;
(VI) Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activitieswithin the Mango Excellent Media to express an opinion on the financial statements. We are responsible for the direction, supervision,and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the auditand significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirementsregarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significancein the audit of the financial statements for the current period and are therefore key audit matters. We describe these matters in our auditreport unless laws or regulations preclude public disclosure of the matter or when, in extremely rare circumstances, we determine thata matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
Pan-China Certified Public Accountants LLP Certified Public Accountant: ZHENG Shengjun
(Engagement Partner)
Hangzhou, China Certified Public Accountant: HU Jian
April 18, 2024
II. Financial StatementsStatements in notes to the financial statements are dominated in RMB.
1. Consolidated balance sheet
Prepared by: Mango Excellent Media Co., Ltd.
December 31, 2023
In RMB
| Item | December 31, 2023 | January 1, 2023 |
| Current assets: | ||
| Cash and bank balances | 11,882,208,257.60 | 10,369,682,100.19 |
| Balances with clearing agencies | ||
| Placements with banks and other financial institutions | ||
| Held-for-trading financial assets | 1,052,000,000.00 | 2,695,000,000.00 |
| Derivative financial assets | ||
| Notes receivable | 34,920,000.00 | 1,424,539,500.76 |
| Accounts receivable | 3,496,523,370.15 | 3,239,435,040.40 |
| Receivable financing | 698,394,858.57 | 49,054,442.19 |
| Prepayments | 1,016,664,374.18 | 1,661,390,146.29 |
| Premium receivable | ||
| Amounts receivable under reinsurance contracts | ||
| Reinsurer’s share of insurance contract reserves | ||
| Other receivables | 47,852,640.07 | 57,117,565.37 |
| Incl.: Interest receivable | ||
| Dividends receivable | ||
| Financial assets purchased under resale agreements | ||
| Inventories | 1,717,435,689.33 | 1,608,818,863.16 |
| Contract assets | 838,691,849.14 | 929,403,936.51 |
| Held-for-sale assets | ||
| Non-current assets due within one year | ||
| Other current assets | 130,178,232.12 | 113,462,529.80 |
| Total current assets | 20,914,869,271.16 | 22,147,904,124.67 |
| Non-current assets: | ||
| Loans and advances to customers | ||
| Debt investments | ||
| Other debt investments | ||
| Long-term receivables | ||
| Long-term equity investments | 4,123,864.73 | |
| Other investments in equity instruments |
| Other non-current financial assets | ||
| Investment properties | 81,084,052.23 | 83,381,033.60 |
| Fixed assets | 142,419,568.37 | 173,715,579.21 |
| Construction in progress | ||
| Bearer biological assets | ||
| Oil and gas assets | ||
| Right-of-use assets | 228,587,413.61 | 180,794,786.22 |
| Intangible assets | 8,113,877,366.31 | 6,968,001,679.08 |
| Development expenditure | 241,848,656.69 | 101,832,746.23 |
| Goodwill | ||
| Long-term prepaid expenses | 69,653,104.00 | 88,341,119.22 |
| Deferred tax assets | 1,628,790,218.38 | 6,782.33 |
| Other non-current assets | 1,257,003.74 | 35,450,007.57 |
| Total non-current assets | 10,507,517,383.33 | 7,635,647,598.19 |
| Total assets | 31,422,386,654.49 | 29,783,551,722.86 |
| Current liabilities: | ||
| Bank borrowings | 33,781,325.60 | 1,057,932,476.80 |
| Loans from the central bank | ||
| Taking from banks and other financial institutions | ||
| Held-for-trading financial liabilities | ||
| Derivative financial liabilities | ||
| Notes payable | 1,714,493,274.32 | 1,641,001,844.25 |
| Accounts payable | 5,211,653,685.68 | 4,929,885,871.44 |
| Receipts in advance | ||
| Contract liabilities | 1,223,382,815.57 | 1,095,959,210.88 |
| Financial assets sold under repurchase agreements | ||
| Customer deposits and deposits from banks and other financial institutions | ||
| Funds from securities trading agency | ||
| Funds from underwriting securities agency | ||
| Employee benefits payable | 1,133,198,261.73 | 1,019,793,590.40 |
| Taxes payable | 271,158,208.58 | 208,468,050.32 |
| Other payables | 118,868,606.40 | 508,775,724.99 |
| Incl.: Interest payable | ||
| Dividends payable | 310,000,000.00 | |
| Fees and commissions payable | ||
| Amounts payable under reinsurance contracts | ||
| Held-for-sale liabilities | ||
| Non-current liabilities due within one year | 63,380,220.77 | 52,927,194.87 |
| Other current liabilities | 90,565,321.21 | 108,136,216.45 |
| Total current liabilities | 9,860,481,719.86 | 10,622,880,180.40 |
| Non-current liabilities: | ||
| Insurance contract reserves | ||
| Long-term borrowings | ||
| Bonds payable | ||
| Incl.: Preference shares | ||
| Perpetual bonds | ||
| Lease liabilities | 151,809,003.34 | 138,344,104.72 |
| Long-term payables | ||
| Long-term employee benefits payable | ||
| Estimated liabilities | 3,156,100.00 | 9,038,875.00 |
| Deferred income | 43,207,716.48 | 42,775,997.77 |
| Deferred tax liabilities | 94,340.19 | 227,428.11 |
| Other non-current liabilities | ||
| Total non-current liabilities | 198,267,160.01 | 190,386,405.60 |
| Total liabilities | 10,058,748,879.87 | 10,813,266,586.00 |
| Owner’s equity: | ||
| Share capital | 1,870,720,815.00 | 1,870,720,815.00 |
| Other equity instruments | ||
| Incl.: Preference shares | ||
| Perpetual bonds | ||
| Capital reserve | 8,811,414,997.63 | 9,646,210,097.63 |
| Less: Treasury shares | ||
| Other comprehensive income | 172,058.22 | 157,436.90 |
| Special reserve | ||
| Surplus reserve | 179,622,015.26 | 126,108,937.21 |
| General risk reserve | ||
| Undistributed profit | 10,630,492,900.32 | 7,371,494,125.42 |
| Total equity attributable to owners of the parent company | 21,492,422,786.43 | 19,014,691,412.16 |
| Minority interests | -128,785,011.81 | -44,406,275.30 |
| Total owners’ equity | 21,363,637,774.62 | 18,970,285,136.86 |
| Total liabilities and owners’ equity | 31,422,386,654.49 | 29,783,551,722.86 |
Legal representative: CAI Huaijun CFO: ZHANG Zhihong Chief Accountant: TAO Jinyu
2. Balance sheet of the parent company
In RMB
| Item | December 31, 2023 | January 1, 2023 |
| Current assets: | ||
| Cash and bank balances | 282,978,984.89 | 536,508,258.51 |
| Held-for-trading financial assets |
| Derivative financial assets | ||
| Notes receivable | ||
| Accounts receivable | ||
| Receivable financing | ||
| Prepayments | 1,585,821.83 | 23,629.23 |
| Other receivables | 80,009,604.19 | 380,020,000.00 |
| Incl.: Interest receivable | ||
| Dividends receivable | 300,000,000.00 | |
| Inventories | ||
| Contract assets | ||
| Held-for-sale assets | ||
| Non-current assets due within one year | ||
| Other current assets | 5,647,818.59 | 4,739,926.06 |
| Total current assets | 370,222,229.50 | 921,291,813.80 |
| Non-current assets: | ||
| Debt investments | ||
| Other debt investments | ||
| Long-term receivables | ||
| Long-term equity investments | 12,173,055,024.52 | 11,976,375,839.55 |
| Other investments in equity instruments | ||
| Other non-current financial assets | ||
| Investment properties | ||
| Fixed assets | 228,497.46 | 438,682.49 |
| Construction in progress | ||
| Bearer biological assets | ||
| Oil and gas assets | ||
| Right-of-use assets | 5,351,417.43 | 7,135,223.31 |
| Intangible assets | 599,408.36 | 696,395.36 |
| Development expenditure | ||
| Goodwill | ||
| Long-term prepaid expenses | 3,056,182.69 | 3,920,863.29 |
| Deferred tax assets | ||
| Other non-current assets | ||
| Total non-current assets | 12,182,290,530.46 | 11,988,567,004.00 |
| Total assets | 12,552,512,759.96 | 12,909,858,817.80 |
| Current liabilities: | ||
| Short-term borrowings | ||
| Held-for-trading financial liabilities | ||
| Derivative financial liabilities | ||
| Notes payable | ||
| Accounts payable | ||
| Receipts in advance |
| Contract liabilities | ||
| Employee benefits payable | 49,039,181.88 | 54,779,216.00 |
| Taxes payable | 1,072,123.90 | 429,648.09 |
| Other payables | 14,345,469.63 | 18,721,165.76 |
| Incl.: Interest payable | ||
| Dividends payable | ||
| Held-for-sale liabilities | ||
| Non-current liabilities due within one year | 1,773,647.85 | 1,693,962.89 |
| Others Current liabilities | ||
| Total current liabilities | 66,230,423.26 | 75,623,992.74 |
| Non-current liabilities: | ||
| Long-term borrowings | ||
| Bonds payable | ||
| Incl.: Preference shares | ||
| Perpetual bonds | ||
| Lease liabilities | 4,010,907.98 | 5,784,555.83 |
| Long-term payables | ||
| Long-term employee benefits payable | ||
| Estimated liabilities | ||
| Deferred income | ||
| Deferred tax liabilities | ||
| Other non-current liabilities | ||
| Total non-current liabilities | 4,010,907.98 | 5,784,555.83 |
| Total liabilities | 70,241,331.24 | 81,408,548.57 |
| Owner’s equity: | ||
| Share capital | 1,870,720,815.00 | 1,870,720,815.00 |
| Other equity instruments | ||
| Incl.: Preference shares | ||
| Perpetual bonds | ||
| Capital reserve | 9,946,666,892.53 | 10,584,782,807.56 |
| Less: Treasury shares | ||
| Other comprehensive income | ||
| Special reserve | ||
| Surplus reserve | 179,622,015.26 | 126,108,937.21 |
| Undistributed profit | 485,261,705.93 | 246,837,709.46 |
| Total owners’ equity | 12,482,271,428.72 | 12,828,450,269.23 |
| Total liabilities and owners’ equity | 12,552,512,759.96 | 12,909,858,817.80 |
3. Consolidated income statement
In RMB
| Item | 2023 | 2022 |
| I. Total operating revenue | 14,628,016,301.84 | 13,976,774,034.92 |
| Incl.: Operating revenue | 14,628,016,301.84 | 13,976,774,034.92 |
| Interest income | ||
| Premiums earned | ||
| Fee and commission income | ||
| II. Total operating costs | 12,906,257,244.76 | 12,305,534,748.08 |
| Incl.: Operating cost | 9,803,006,894.94 | 9,208,080,123.07 |
| Interest expenses | ||
| Fee and commission expenses | ||
| Surrenders | ||
| Claims and policyholder benefits (net of amounts recoverable from reinsurers) | ||
| Net withdrawal of insurance contract reserves | ||
| Insurance policyholder dividends | ||
| Expenses for reinsurance accepted | ||
| Taxes and surcharges | 100,115,217.83 | 90,965,838.45 |
| Selling expenses | 2,260,065,273.97 | 2,244,824,328.98 |
| Administrative expenses | 612,009,007.33 | 646,502,018.06 |
| R&D expenses | 278,728,244.78 | 257,607,242.41 |
| Financial expenses | -147,667,394.09 | -142,444,802.89 |
| Incl.: Interest expenses | 23,068,674.36 | 20,141,897.51 |
| Interest income | 208,888,917.13 | 200,121,015.01 |
| Add: Other income | 122,924,507.92 | 127,463,901.62 |
| Investment income (loss is indicated by “-”) | 73,236,767.58 | 133,063,862.35 |
| Incl.: Income from investments in associates and joint ventures | -4,123,864.73 | -2,576,746.69 |
| Income from derecognition of financial assets measured at amortized cost | ||
| Foreign exchange gains (loss is indicated by “-”) | ||
| Net exposure hedging income (loss is indicated by “-”) | ||
| Gains from changes in fair value (loss is indicated by “-”) | ||
| Credit loss (loss is indicated by “-”) | -67,536,455.57 | -118,469,952.32 |
| Impairment losses of assets (loss is indicated by “-”) | -32,524,584.01 | -49,744,224.16 |
| Gains from disposal of assets (loss is indicated by “-”) | 1,171,623.19 | 891,438.70 |
| III. Operating profit (loss is indicated by “-”) | 1,819,030,916.19 | 1,764,444,313.03 |
| Add: Non-operating revenue | 35,532,003.82 | 45,628,450.37 |
| Less: Non-operating expenses | 4,005,884.29 | 4,490,381.74 |
| IV. Total profit (total losses are indicated by “-”) | 1,850,557,035.72 | 1,805,582,381.66 |
| Less: Income tax expense | -1,620,769,786.67 | 76,071.59 |
| V. Net profit (net loss is indicated by “-” ) | 3,471,326,822.39 | 1,805,506,310.07 |
| (I) Categorized by the nature of continuing operation | ||
| 1. Net profit from continuing operations (net loss is indicated by “-”) | 3,471,326,822.39 | 1,805,506,310.07 |
| 2. Net profit from discontinued operations (net loss is indicated by “-”) | ||
| (II) Categorized by ownership | ||
| 1. Net profit attributable to shareholders of the parent company | 3,555,705,558.90 | 1,864,245,432.69 |
| 2. Profit or loss attributable to minority interests | -84,378,736.51 | -58,739,122.62 |
| VI. Other comprehensive income, net of tax | 14,621.32 | 171,220.08 |
| Other comprehensive income attributable to owners of the parent company, net of tax | 14,621.32 | 171,220.08 |
| (I) Other comprehensive income that cannot be subsequently reclassified to profit or loss | ||
| 1. Changes from re-measurement of defined benefit plans | ||
| 2. Other comprehensive income that cannot be reclassified to profit or loss under the equity method | ||
| 3. Changes in fair value of other investments in equity instruments | ||
| 4. Changes in fair value of enterprises’ own credit risks | ||
| 5. Others | ||
| (II) Other comprehensive income that will be reclassified to profit or loss | 14,621.32 | 171,220.08 |
| 1. Other comprehensive income that will be reclassified to profit or loss under the equity method | ||
| 2. Changes in fair value of other debt investments | ||
| 3. Amounts of financial assets reclassified into other comprehensive income | ||
| 4. Provision for credit impairment |
| of other debt investments | ||
| 5. Reserve for cash flow hedges | ||
| 6. Translation differences of financial statements denominated in foreign currencies | 14,621.32 | 171,220.08 |
| 7. Others | ||
| Other comprehensive income attributable to minority interests, net of tax | ||
| VII. Total comprehensive income | 3,471,341,443.71 | 1,805,677,530.15 |
| Total comprehensive income attributable to owners of the parent company | 3,555,720,180.22 | 1,864,416,652.77 |
| Total comprehensive income attributable to minority interests | -84,378,736.51 | -58,739,122.62 |
| VIII. Earnings per share | ||
| (I) Basic earnings per share | 1.90 | 1.00 |
| (II) Diluted earnings per share | 1.90 | 1.00 |
With respect to the business mergers involving entities under common control consummated in the current period, the net profit of theacquirees was RMB32,481,963.81 prior to the merger, and RMB39,292,296.69 in the prior period.Legal representative: CAI Huaijun CFO: ZHANG Zhihong Chief Accountant: TAO Jinyu
4. Income statement of the parent company
In RMB
| Item | 2023 | 2022 |
| I. Operating revenue | 11,056.00 | 18,867.92 |
| Less: Operating cost | 0.00 | 0.00 |
| Taxes and surcharges | 423,344.58 | 2,099.24 |
| Selling expenses | ||
| Administrative expenses | 79,347,994.13 | 101,887,298.84 |
| R&D expenses | ||
| Financial expenses | -14,858,117.90 | -12,545,424.65 |
| Incl.: Interest expenses | 328,285.09 | 401,132.83 |
| Interest income | 15,190,882.99 | 12,954,190.78 |
| Add: Other income | 15,041.29 | 84,643.52 |
| Investment income (loss is indicated by “-”) | 600,000,000.00 | 300,000,000.00 |
| Incl.: Income from investments in associates and joint ventures | ||
| Income from derecognition of financial assets measured at amortized cost (loss is indicated by “-”) | ||
| Net exposure hedging income (loss is indicated by “-”) | ||
| Gains from changes in fair value (loss is indicated by “-”) | ||
| Impairment losses of credit (loss is indicated by “-”) | -97.01 | 1,001.18 |
| Impairment losses of assets (loss is indicated by “-”) | ||
| Gains from disposal of assets (loss is indicated by “-”) | ||
| II. Operating profit (loss is indicated by | 535,112,779.47 | 210,760,539.19 |
| “-”) | ||
| Add: Non-operating revenue | 18,001.00 | 75,000.00 |
| Less: Non-operating expenses | ||
| III. Total profit (total loss is indicated by “﹣”) | 535,130,780.47 | 210,835,539.19 |
| Less: Income tax expense | ||
| IV. Net profit (net loss is indicated by “-” ) | 535,130,780.47 | 210,835,539.19 |
| (I) Net profit from continuing operations (net loss is indicated by “-”) | 535,130,780.47 | 210,835,539.19 |
| (II) Net profit from discontinued operations (net loss is indicated by “-”) | ||
| V. Other comprehensive income, net of tax | ||
| (I) Other comprehensive income that cannot be subsequently reclassified to profit or loss | ||
| 1. Changes from re-measurement of defined benefit plans | ||
| 2. Other comprehensive income that cannot be reclassified to profit or loss under the equity method | ||
| 3. Changes in fair value of other investments in equity instruments | ||
| 4. Changes in fair value of enterprises’ own credit risks | ||
| 5. Others | ||
| (II) Other comprehensive income that will be reclassified to profit or loss | ||
| 1. Other comprehensive income that will be reclassified to profit or loss under the equity method | ||
| 2. Changes in fair value of other debt investments | ||
| 3. Amounts of financial assets reclassified into other comprehensive income | ||
| 4. Provision for credit impairment of other debt investments | ||
| 5. Reserve for cash flow hedges | ||
| 6. Translation differences of financial statements denominated in foreign currencies | ||
| 7. Others | ||
| VI. Total comprehensive income | 535,130,780.47 | 210,835,539.19 |
| VII. Earnings per share: | ||
| (I) Basic earnings per share | ||
| (II) Diluted earnings per share |
5. Consolidated statements of cash flows
In RMB
| Item | 2023 | 2022 |
| I. Cash flows from operating activities: | ||
| Cash receipts from the sale of goods and the rendering of services | 14,115,387,393.70 | 13,095,415,217.09 |
| Net increase in customer deposits and deposits from banks and other financial institutions | ||
| Net increase in loans from the central bank | ||
| Net increase in taking from banks and other financial institutions |
| Cash receipts from premiums under direct insurance contracts | ||
| Net cash receipts from reinsurance business | ||
| Net cash receipts from policyholders’ deposits and investment contract liabilities | ||
| Cash receipts from interest, fees and commissions | ||
| Net increase in taking from banks and other financial institutions | ||
| Net increase in financial assets sold under repurchase arrangements | ||
| Net cash received from securities trading agency | ||
| Receipts of tax refunds | 8,609,557.50 | 30,895,444.30 |
| Other cash receipts relating to operating activities | 394,108,040.56 | 447,974,990.68 |
| Sub-total of cash inflows from operating activities | 14,518,104,991.76 | 13,574,285,652.07 |
| Cash payments for goods purchased and services received | 9,748,214,137.91 | 9,318,836,426.27 |
| Net increase in loans and advances to customers | ||
| Net increase in balance with the central bank and due from banks and other financial institutions | ||
| Cash payments for claims and policyholders’ benefits under direct insurance contracts | ||
| Net increase in placements with banks and other financial institutions | ||
| Cash payments for interest, fees and commissions | ||
| Cash payments for insurance policyholder dividends | ||
| Cash payments to and on behalf of employees | 1,493,967,167.82 | 1,616,052,857.07 |
| Payment of various types of taxes | 292,315,607.94 | 205,306,601.01 |
| Other cash payments relating to operating activities | 1,899,834,821.38 | 1,812,286,068.28 |
| Sub-total of cash outflows from operating activities | 13,434,331,735.05 | 12,952,481,952.63 |
| Net cash flows from operating activities | 1,083,773,256.71 | 621,803,699.44 |
| II. Cash flows from investing activities: | ||
| Cash receipts from disposals and recovery of investments | ||
| Cash receipts from investment income | ||
| Net cash receipts from disposals of fixed assets, intangible assets and other long-term assets | 225,533.85 | 173,531.48 |
| Net cash receipts from disposals of subsidiaries and other business entities | ||
| Other cash receipts relating to investing activities | 7,219,275,772.73 | 14,218,668,535.75 |
| Sub-total of cash inflows from investing activities | 7,219,501,306.58 | 14,218,842,067.23 |
| Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets | 150,261,073.92 | 189,897,809.91 |
| Cash payments to acquire investments | ||
| Net increase in pledged loans receivable | ||
| Net cash payments for acquisitions of subsidiaries and other business entities | 834,795,100.00 |
| Other cash payments relating to investing activities | 5,478,000,000.00 | 13,371,990,000.00 |
| Sub-total of cash outflows from investing activities | 6,463,056,173.92 | 13,561,887,809.91 |
| Net cash flows from investment activities | 756,445,132.66 | 656,954,257.32 |
| III. Cash flows from financing activities: | ||
| Cash receipts from investments by others | 315,693,346.30 | |
| Incl.: Cash received by subsidiaries from minority shareholders’ investments | 286,000,000.00 | |
| Cash receipts from borrowings | 679,622,361.64 | 1,607,632,088.23 |
| Other cash receipts relating to financing activities | ||
| Sub-total of cash inflows from financing activities | 679,622,361.64 | 1,923,325,434.53 |
| Cash repayments of borrowings | 296,562,773.00 | 39,051,360.40 |
| Cash payments for distribution of dividends or profits or settlement of interest expenses | 555,137,003.35 | 255,759,728.90 |
| Incl.: Dividends or profit paid by subsidiaries to minority shareholders | ||
| Other cash payments relating to financing activities | 146,238,041.16 | 96,719,804.50 |
| Sub-total of cash outflows from operating activities | 997,937,817.51 | 391,530,893.80 |
| Net cash flows from financing activities | -318,315,455.87 | 1,531,794,540.73 |
| IV. Effect of foreign exchange rate changes on cash and cash equivalents | 94,337.15 | 458,406.76 |
| V. Net increase in cash and cash equivalents | 1,521,997,270.65 | 2,811,010,904.25 |
| Add: Opening balance of cash and cash equivalents | 10,345,319,073.78 | 7,534,308,169.53 |
| VI. Closing balance of cash and cash equivalents | 11,867,316,344.43 | 10,345,319,073.78 |
6. Statement of cash flows of the parent company
In RMB
| Item | 2023 | 2022 |
| I. Cash flows from operating activities: | ||
| Cash receipts from the sale of goods and the rendering of services | ||
| Receipts of tax refunds | ||
| Other cash receipts relating to operating activities | 22,753,060.50 | 17,332,962.40 |
| Sub-total of cash inflows from operating activities | 22,753,060.50 | 17,332,962.40 |
| Cash payments for goods purchased and services received | ||
| Cash payments to and on behalf of employees | 58,220,694.58 | 52,213,840.99 |
| Payment of various types of taxes | 5,947.03 | 2,099.24 |
| Other cash payments relating to operating activities | 38,515,544.95 | 26,017,975.33 |
| Sub-total of cash outflows from operating activities | 96,742,186.56 | 78,233,915.56 |
| Net cash flows from operating activities | -73,989,126.06 | -60,900,953.16 |
| II. Cash flows from investing activities: | ||
| Cash receipts from disposals and recovery of investments | ||
| Cash receipts from investment income | 900,000,000.00 | 250,000,000.00 |
| Net cash receipts from disposals of fixed assets, intangible assets and other |
| long-term assets | ||
| Net cash receipts from disposals of subsidiaries and other business entities | ||
| Other cash receipts relating to investing activities | ||
| Sub-total of cash inflows from investing activities | 900,000,000.00 | 250,000,000.00 |
| Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets | 158,535.05 | 497,131.58 |
| Cash payments to acquire investments | 834,795,100.00 | |
| Net cash payments for acquisitions of subsidiaries and other business entities | ||
| Other cash payments relating to investing activities | ||
| Sub-total of cash outflows from investing activities | 834,953,635.05 | 497,131.58 |
| Net cash flows from investment activities | 65,046,364.95 | 249,502,868.42 |
| III. Cash flows from financing activities: | ||
| Cash receipts from investments by others | ||
| Cash receipts from borrowings | ||
| Other cash receipts relating to financing activities | ||
| Sub-total of cash inflows from financing activities | ||
| Cash repayments of borrowings | ||
| Cash payments for distribution of dividends or profits or settlement of interest expenses | 243,193,705.95 | 243,193,705.95 |
| Other cash payments relating to financing activities | 2,204,250.30 | 2,099,286.00 |
| Sub-total of cash outflows from operating activities | 245,397,956.25 | 245,292,991.95 |
| Net cash flows from financing activities | -245,397,956.25 | -245,292,991.95 |
| IV. Effect of foreign exchange rate changes on cash and cash equivalents | ||
| V. Net increase in cash and cash equivalents | -254,340,717.36 | -56,691,076.69 |
| Add: Opening balance of cash and cash equivalents | 536,508,258.51 | 593,199,335.20 |
| VI. Closing balance of cash and cash equivalents | 282,167,541.15 | 536,508,258.51 |
7. Consolidated statement of changes in owners’ equity
Amount in the current period
In RMB
| Item | 2023 | ||||||||||||||
| Equity attributable to owners of the parent company | Minority interests | Total owners’ equity | |||||||||||||
| Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General risk reserve | Undistributed profits | Others | Sub-total | |||||
| Preference shares | Perpetual bonds | Others | |||||||||||||
| I. Closing balance of the preceding year | 1,870,720,815.00 | 9,646,210,097.63 | 157,436.90 | 126,108,937.21 | 7,371,494,125.42 | 19,014,691,412.16 | -44,406,275.30 | 18,970,285,136.86 | |||||||
| Add: Changes in accounting policies | |||||||||||||||
| Corrections of prior period errors | |||||||||||||||
| Others | |||||||||||||||
| II. Opening balance of the current year | 1,870,720, | 9,646,21 | 157,436. | 126,108, | 7,371,494, | 19,014,6 | - | 18,970,285,136.86 | |||||||
| 815.00 | 0,097.63 | 90 | 937.21 | 125.42 | 91,412.16 | 44,406,275.30 | |||||||||
| III. Changes for the year (decrease is indicated by “-”) | -834,795,100.00 | 14,621.32 | 53,513,078.05 | 3,258,998,774.90 | 2,477,731,374.27 | -84,378,736.51 | 2,393,352,637.76 | ||||||||
| (I) Total comprehensive income | 14,621.32 | 3,555,705,558.90 | 3,555,720,180.22 | -84,378,736.51 | 3,471,341,443.71 | ||||||||||
| (II) Owners’ contributions and reduction in capital | |||||||||||||||
| 1． Ordinary shares contributed by owners | |||||||||||||||
| 2．Capital contribution from holders of other equity instruments | |||||||||||||||
| 3. Share-based payment recognized in owners’ equity | |||||||||||||||
| 4. Others | |||||||||||||||
| (III) Profit distribution | 53,513,078.05 | -296,706,784.00 | -243,193,705.95 | -243,193,705.95 | |||||||||||
| 1. Transfer to surplus reserve | 53,513,078.05 | -53,513,078.05 | |||||||||||||
| 2. Transfer to general risk reserve | |||||||||||||||
| 3. Distributions to owners (shareholders) | -243,193,705.95 | -243,193,705.95 | -243,193,705.95 | ||||||||||||
| 4. Others | |||||||||||||||
| (IV) Transfers within owners’ equity | |||||||||||||||
| 1. Capitalization of capital reserve | |||||||||||||||
| 2. Capitalization of surplus reserve | |||||||||||||||
| 3. Loss offset by surplus reserve | |||||||||||||||
| 4.Retained earnings carried forward from changes in defined benefit plans | |||||||||||||||
| 5. Retained earnings carried forward from other comprehensive income | |||||||||||||||
| 6.Others | |||||||||||||||
| (V) Special reserve | |||||||||||||||
| 1. Transfer to special reserve in the period | |||||||||||||||
| 2. Amount utilized in the period | |||||||||||||||
| (VI) Others | -834,795,100.00 | -834,795,100.00 | -834,795,100.00 | ||||||||||||
| IV. Closing balance of the current period | 1,870,720,815.00 | 8,811,414,997.63 | 172,058.22 | 179,622,015.26 | 10,630,492,900.32 | 21,492,422,786.43 | -128,785,011.81 | 21,363,637,774.62 |
Amount in the prior period
In RMB
| Item | 2022 | ||||||||||||||
| Equity attributable to owners of the parent company | Minority interests | Total owners’ equity | |||||||||||||
| Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General risk reserve | Undistributed profits | Others | Sub-total | |||||
| Preference shares | Perpetual bonds | Others | |||||||||||||
| I. Closing balance of the | 1,870,720, | 9,244,3 | - | 105,025 | 5,746,28 | 16,966, | 30,763,885. | 16,997,164,244.07 | |||||||
| preceding year | 815.00 | 86,503.55 | 13,783.18 | ,383.29 | 1,439.57 | 400,358.23 | 84 | ||||||||
| Add: Changes in accounting policies | -247,845.85 | -247,845.85 | -20,010.03 | -267,855.88 | |||||||||||
| Corrections of prior period errors | |||||||||||||||
| Others | 61,645,488.85 | 346,036,158.88 | 407,681,647.73 | 407,681,647.73 | |||||||||||
| II. Opening balance of the current year | 1,870,720,815.00 | 9,306,031,992.40 | -13,783.18 | 105,025,383.29 | 6,092,069,752.60 | 17,373,834,160.11 | 30,743,875.81 | 17,404,578,035.92 | |||||||
| III. Changes for the year (decrease is indicated by “-”) | 340,178,105.23 | 171,220.08 | 21,083,553.92 | 1,279,424,372.82 | 1,640,857,252.05 | -75,150,151.11 | 1,565,707,100.94 | ||||||||
| (I) Total comprehensive income | 171,220.08 | 1,864,245,432.69 | 1,864,416,652.77 | -58,739,122.62 | 1,805,677,530.15 | ||||||||||
| (II) Owners’ contributions and reduction in capital | 340,178,105.23 | 340,178,105.23 | -16,411,028.49 | 323,767,076.74 | |||||||||||
| 1． Ordinary shares contributed by owners | 37,767,076.74 | 37,767,076.74 | 37,767,076.74 | ||||||||||||
| 2．Capital contribution from holders of other equity instruments | |||||||||||||||
| 3. Share-based payment recognized in owners’ equity | |||||||||||||||
| 4. Others | 302,411,028.49 | 302,411,028.49 | -16,411,028.49 | 286,000,000.00 | |||||||||||
| (III) Profit distribution | 21,083,553.92 | -584,821,059.87 | -563,737,505.95 | -563,737,505.95 | |||||||||||
| 1. Transfer to surplus reserve | 21,083,553.92 | -21,083,553.92 | |||||||||||||
| 2. Transfer to general risk reserve | |||||||||||||||
| 3. Distributions to owners (shareholders) | -563,737,505.95 | -563,737,505.95 | -563,737,505.95 | ||||||||||||
| 4. Others | |||||||||||||||
| (IV) Transfers within owners’ equity | |||||||||||||||
| 1. Capitalization of capital reserve | |||||||||||||||
| 2. Capitalization of surplus reserve | |||||||||||||||
| 3. Loss offset by surplus reserve | |||||||||||||||
| 4. Retained earnings carried forward from changes in defined benefit plans | |||||||||||||||
| 5. Retained earnings carried forward from other comprehensive income | |||||||||||||||
| 6. Others | |||||||||||||||
| (V) Special reserve | |||||||||||||||
| 1. Transfer to special reserve in the period |
| 2. Amount utilized in the period | |||||||||||||||
| (VI) Others | |||||||||||||||
| IV. Closing balance of the current period | 1,870,720,815.00 | 9,646,210,097.63 | 157,436.90 | 126,108,937.21 | 7,371,494,125.42 | 19,014,691,412.16 | -44,406,275.30 | 18,970,285,136.86 |
8. Statement of changes in owners’ equity of the parent company
Amount in the current period
In RMB
| Item | 2023 | |||||||||||
| Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Undistributed profits | Others | Total owners’ equity | |||
| Preference shares | Perpetual bonds | Others | ||||||||||
| I. Closing balance of the preceding year | 1,870,720,815.00 | 10,584,782,807.56 | 126,108,937.21 | 246,837,709.46 | 12,828,450,269.23 | |||||||
| Add: Changes in accounting policies | ||||||||||||
| Corrections of prior period errors | ||||||||||||
| Others | ||||||||||||
| II. Opening balance of the current year | 1,870,720,815.00 | 10,584,782,807.56 | 126,108,937.21 | 246,837,709.46 | 12,828,450,269.23 | |||||||
| III. Changes for the year (decrease is indicated by “-”) | -638,115,915.03 | 53,513,078.05 | 238,423,996.47 | -346,178,840.51 | ||||||||
| (I) Total comprehensive income | 535,130,780.47 | 535,130,780.47 | ||||||||||
| (II) Owners’ contributions and reduction in capital | ||||||||||||
| 1． Ordinary shares contributed by owners | ||||||||||||
| 2．Capital contribution from holders of other equity instruments | ||||||||||||
| 3. Share-based payment recognized in owners’ equity | ||||||||||||
| 4. Others | ||||||||||||
| (III) Profit distribution | 53,513,078.05 | -296,706,784.00 | -243,193,705.95 | |||||||||
| 1. Transfer to surplus reserve | 53,513,078.05 | -53,513,078.05 | ||||||||||
| 2. Distributions to owners (shareholders) | -243,193,705.95 | -243,193,705.95 | ||||||||||
| 3. Others | ||||||||||||
| (IV) Transfers within owners’ equity | ||||||||||||
| 1. Capitalization of capital reserve | ||||||||||||
| 2. Capitalization of surplus reserve | ||||||||||||
| 3. Loss offset by surplus reserve | ||||||||||||
| 4. Retained earnings carried forward from changes in defined benefit plans | ||||||||||||
| 5. Retained earnings carried forward from other comprehensive income | ||||||||||||
| 6. Others | ||||||||||||
| (V) Special reserve | ||||||||||||
| 1. Transfer to special reserve in the period | ||||||||||||
| 2. Amount utilized in the period | ||||||||||||
| (VI) Others | -638,115,915.03 | -638,115,915.03 | ||||||||||
| IV. Closing balance of the current period | 1,870,720,815.00 | 9,946,666,892.53 | 179,622,015.26 | 485,261,705.93 | 12,482,271,428.72 |
Amount in the prior period
In RMB
| Item | 2022 | |||||||||||
| Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Undistributed profit | Others | Total owners’ equity | |||
| Preference shares | Perpetual bonds | Others | ||||||||||
| I. Closing balance of the preceding year | 1,870,720,815.00 | 10,584,782,807.56 | 105,025,383.29 | 300,279,430.14 | 12,860,808,435.99 | |||||||
| Add: Changes in accounting policies | ||||||||||||
| Corrections of prior period errors | ||||||||||||
| Others | ||||||||||||
| II. Opening balance of the current year | 1,870,720,815.00 | 10,584,782,807.56 | 105,025,383.29 | 300,279,430.14 | 12,860,808,435.99 | |||||||
| III. Changes for the year (Decrease is indicated by “-”) | 21,083,553.92 | -53,441,720.68 | -32,358,166.76 | |||||||||
| (I) Total comprehensive income | 210,835,539.19 | 210,835,539.19 | ||||||||||
| (II) Owners’ contributions and reduction in capital | ||||||||||||
| 1. Ordinary shares contributed by owners | ||||||||||||
| 2. Capital contribution from holders of other equity instruments | ||||||||||||
| 3. Share-based payment recognized in owners’ equity | ||||||||||||
| 4. Others | ||||||||||||
| (III) Profit distribution | 21,083,553.92 | -264,277,259.87 | -243,193,705.95 | |||||||||
| 1. Transfer to surplus reserve | 21,083,553.92 | -21,083,553.92 | ||||||||||
| 2. Distributions to owners (shareholders) | -243,193,705.95 | -243,193,705.95 | ||||||||||
| 3. Others | ||||||||||||
| (IV) Transfers within owners’ equity | ||||||||||||
| 1. Capitalization of capital reserve | ||||||||||||
| 2. Capitalization of surplus reserve | ||||||||||||
| 3. Loss offset by surplus reserve | ||||||||||||
| 4. Retained earnings carried forward from changes in defined benefit plans | ||||||||||||
| 5. Retained earnings carried forward from other comprehensive income | ||||||||||||
| 6. Others | ||||||||||||
| (V) Special reserve | ||||||||||||
| 1. Transfer to special reserve in the period | ||||||||||||
| 2. Amount utilized in the period | ||||||||||||
| (VI) Others | ||||||||||||
| IV. Closing balance of the current period | 1,870,720,815.00 | 10,584,782,807.56 | 126,108,937.21 | 246,837,709.46 | 12,828,450,269.23 |
III. Basic Information of the Company
Mango Excellent Media Co., Ltd. (the “Company”), formerly known as Happigo Inc., was established on the basis of the overallchange of Happigo Co., Ltd. It completed the registration with the Administration for Industry and Commerce of Changsha City, HunanProvince on December 28, 2005, with the headquarter located in Changsha City, Hunan Province. In July 2018, the Company changedits name from “Happigo Inc.” to “Mango Excellent Media Co., Ltd”. Currently, the Company holds a business license with unifiedsocial credit code numbered 91430100782875193K, with registered capital amounting to RMB1,870,720,815.00 and a total of1,870,720,815 shares (with the par value of RMB 1 per share) comprising restricted outstanding A-share of 849,020,900 shares andunrestricted A-share of 1,021,700,000 shares as of December 31, 2023. The Company’s shares were listed for trading on the ShenzhenStock Exchange on January 21, 2015.The Company is an entity engaged in the Internet new media industry. Its principal operating activities can be divided into threeparts, namely new media platform operation, new media interactive entertainment content production and media retail business.These financial statements were approved by the 20
th
meeting of the 4
thBoard of Directors of the Company on April 18, 2024 forissuance.
IV. Basis of Preparation of Financial Statements
1. Basis of preparation
The Company’s financial statements are prepared on a going-concern basis.
2. Going-concerning
The Company has detected no events or circumstances that may cast significant doubt upon its ability to continue as a goingconcern within 12 months from the Reporting Period.
V. Significant Accounting Policies and Accounting Estimates
Reminders on specific accounting policies and accounting estimates:
Notice: The Company has formulated the specific accounting policies and made the specific accounting estimates with respect tothe impairment of financial instruments, depreciation of fixed assets, depreciation of right-of-use assets, amortization of intangibleassets, recognition of revenues and other transactions and events according to the actual production and operation characteristics of theCompany.
1. Statement of Compliance with the Accounting Standards for Business EnterprisesThe financial statements prepared by the Company conform to the requirements of the Accounting Standards for BusinessEnterprises and truly and completely reflect the Company’s financial position, operating results, cash flows and other relatedinformation.
2. Accounting period
The Company’s accounting year is from January 1 to December 31 of each calendar year.
3. Operating cycle
The Company has a relatively short operating cycle, and determines the liquidity of assets and liabilities on the basis of 12 months.
4. Functional currency
The Company and its domestic subsidiaries adopt RMB as its functional currency, while Mgtv.com (Hong Kong) Media CompanyLimited engages in overseas operations and accordingly selects the US dollar, the currency used in the main economic environment inwhich it operates, as its functional currency.
5. Determination and basis for selection of materiality criteria
?Applicable □N/A
| Item | Materiality criteria |
| Material accounts receivable assessed for impairment loss individually | Individual accounts receivable in excess of RMB10 million are recognized as material accounts receivable. |
| Material prepayments aged more than one year | Individual prepayments in excess of RMB30 million and aged more than one year are recognized as material prepayments. |
| Material accounts payable aged more than one year | Individual accounts payable in excess of RMB30 million and aged more than one year are recognized as material accounts payable. |
| Material other payables aged more than one year | Individual other payables in excess of RMB3 million and aged more than one year are recognized as material other payables. |
| Material capitalised research and development projects | Any capitalised research and development project in excess of RMB30 million is recognized as a material capitalised research and development project |
| Material subsidiaries and non-wholly-owned subsidiaries | Any subsidiary whose total assets/operating revenue accounts for more than 15% of the Group’s total assets/operating revenue, or whose total profit/net profit accounts for more than 10% of the Group’s total profit/net profit is recognized as a material subsidiary or non-wholly-owned subsidiary (as the case may be). |
| Material commitments | Individual commitments in excess of RMB100 million are recognized as material commitments. |
| Material contingencies | Individual contingencies in excess of RMB10 million or of a special nature are recognized as material contingencies. |
| Material subsequent events | Individual subsequent events in excess of RMB100 million are recognized as material subsequent events. |
| Material debt restructuring | Any debt restructuring in excess of RMB10 million is recognized as a material debt restructuring |
6. Accounting treatment of business mergers involving entities under common control and business mergersnot involving entities under common control
1. Accounting treatment of business merger involving entities under common control
Assets and liabilities that are obtained by the Company in a business merger shall be measured at their carrying values in theconsolidated financial statements of the ultimate controller at the merger date as recorded by the acquiree. The difference between thecarrying value of the owners’ equity of the acquiree as stated in the consolidated financial statements of the ultimate controller and thecarrying value of the total consideration paid or total par value of the shares issued in connection with the merger is treated as an
adjustment to the capital reserve. In case the capital reserve is not sufficient to absorb the difference, the remaining balance is adjustedagainst the retained earnings.
2. Accounting treatment of business mergers not involving entities under common control
Where the cost of the merger exceeds the Company’s share of the fair value of the acquiree’s identifiable net assets, the differenceis recognized as goodwill at the date of acquisition. Where the cost of merger is lower than the Company’s share of the fair value ofthe acquiree’s identifiable net assets, the Company reviews the measurement of the fair value of each of the identifiable assets, liabilitiesand provisions acquired from the acquiree and the cost of merger, and if the cost of merger as reviewed is still lower than the Company’sshare of the fair value of the acquiree’s identifiable net assets, the difference is recognized in profit or loss for the current period.
7. Determination of control and method of preparation of consolidated financial statements
1. Determination of control
Control refers to the investor has the power over the investee, enjoys variable returns by participating in the relevant activities ofthe investee, and has the ability to use the power of the investee to influence the amount of returns.
2. Method of preparation of consolidated financial statements
The Company includes all of its controlled subsidiaries in its consolidated financial statements. The consolidated financialstatements are prepared by the parent company in accordance with the Accounting Standards for Business Enterprises No. 33 -Consolidated Financial Statements, on the basis of the respective financial statements of the parent company and its subsidiaries, byreference to other relevant data.
8. Classification of joint arrangements and accounting treatment of joint operations
1. Joint arrangements are classified into joint operations and joint ventures.
2. When the Company is a party to a joint operation, the Company recognizes the following items relating to its interest in thejoint operation:
(1) the assets individually held by the Company, and the Company’s share of the assets held jointly;
(2) the liabilities incurred individually by the Company, and the Company’s share of the liabilities incurred jointly;
(3) the Company’s revenue from the sale of its share of output of the joint operation;
(4) the Company’s share of revenue from the sale of assets by the joint operation; and
(5) the expenses incurred individually by the Company, and the Company’s share of the expenses incurred jointly.
9. Recognition of cash and cash equivalents
For the purpose of the statement of cash flows, cash comprises cash on hand and demand deposits, and cash equivalents compriseshort-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificantrisk of changes in value.
10. Foreign currency transactions and translation of foreign currency financial statements
1. Translation of foreign currency transactions
Upon initial recognition, foreign currency transactions are translated into RMB using the exchange rates prevailing at thetransaction dates. At the balance sheet date, monetary items denominated in foreign currencies are translated into RMB using the spotexchange rates at the balance sheet date. Exchange differences arising from such translations are recognized in profit or loss for thecurrent period, except for those attributable to foreign currency borrowings that have been taken out specifically for the acquisition orconstruction of qualifying assets and accrued interest. Non-monetary items denominated in foreign currencies that are measured athistorical cost are translated using the foreign exchange rates ruling at the transaction dates, without adjusting the amounts in RMB.Non-monetary items denominated in foreign currencies that are measured at fair value are translated using the foreign exchange ratesprevailing at the dates the fair value was determined, and exchange differences arising from such translations are recognized in profitor loss for the current period or other comprehensive income.
2. Translation of foreign currency financial statements
The asset and liability items in the balance sheet are translated at the spot exchange rates at the balance sheet date. The owners’equity items other than “Undistributed profits” are translated at the spot exchange rates at the transaction dates. The income and expenseitems in the income statements are translated at the spot exchange rates at the transaction dates. Exchange differences arising from suchtranslations are recognized in other comprehensive income.
11. Financial instruments
1. Classification of financial assets and financial liabilities
Upon initial recognition, financial assets are classified into: (1) financial assets at amortized cost; (2) financial assets at fair valuethrough other comprehensive income; and (3) financial assets at fair value through profit or loss.
Upon initial recognition, financial liabilities are classified into: (1) financial liabilities at fair value through profit or loss; (2)
financial liabilities arising as a result of the transfer of financial assets not meeting the criteria for derecognition or continuinginvolvement in the financial assets transferred; (3) financial guarantee contracts not falling under items (1) and (2), and loancommitments not falling under item (1) and below market interest rate; and (4) financial liabilities at amortized cost.
2. Recognition, measurement and derecognition of financial assets and financial liabilities
(1) Recognition and initial measurement of financial assets and financial liabilities
When the Company becomes a party to a financial instrument contract, a financial asset or liability is recognized. Financial assetsand liabilities are initially measured at fair value. Transaction costs relating to financial assets or liabilities at fair value through profitor loss are directly recognized in profit or loss for the current period. Transaction costs relating to other kinds of financial assets orliabilities are included in their initially recognized amount. However, where the accounts that do not contain any significant financingcomponent or are recognized by the Company without taking into consideration the significant financing components under thecontracts with a term of less than one year upon initial recognition are initially measured at transaction price defined in the AccountingStandards for Business Enterprises No. 14 - Revenue.
(2) Subsequent measurement of financial assets
1) Financial assets at amortized cost
Financial assets at amortized cost are subsequently measured at amortized cost using the effective interest method. Gains or losseson financial assets at amortized cost that do not belong to any hedging relationship are recognized in profit or loss for the current periodupon derecognition, reclassification, amortization using the effective interest method or recognition of impairment.
2) Investments in debt instruments at fair value through other comprehensive income
Investments in equity instruments at fair value through other comprehensive income are subsequently measured at fair value.Interest, impairment losses or gains and exchange gains or losses calculated using the effective interest method are recognized in profitor loss for the current period, and other gains or losses are recognized in other comprehensive income. On derecognition, the cumulativegain or loss previously included in other comprehensive income is removed out from other comprehensive income and included inprofit or loss for the current period.
3) Investments in equity instruments at fair value through other comprehensive income
Investments in equity instruments at fair value through other comprehensive income are subsequently measured at fair value.Dividends received (other than those received as recovery of investment cost) are recognized in profit or loss for the current period,and other gains or losses are recognized in other comprehensive income. On derecognition, the cumulative gain or loss previouslyincluded in other comprehensive income is removed out from other comprehensive income and included in retained earnings.
4) Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are subsequently measured at fair value. Gains or losses thereon, includinginterest and dividend income, are recognized in profit or loss for the current period, except the financial assets belonging to any hedgingrelationship.
(3) Subsequent measurement of financial liabilities
1) Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading (including derivatives classifiedas financial liabilities), and financial liabilities directly designated as at fair value through profit or loss. Such financial liabilities aresubsequently measured at fair value. Changes in the fair value of financial liabilities designated as at fair value through profit or lossarising out of changes in the Company’s credit risk are recognized in other comprehensive income, unless such treatment will result inor increase any accounting mismatch in profit or loss. Other gains or losses on such financial liabilities, including interest expensesand changes in fair value not arising out of changes in the Company’s credit risk, are recognized in profit or loss for the current period,except the financial liabilities belonging to any hedging relationship. On derecognition, the cumulative gain or loss previously includedin other comprehensive income is removed out from other comprehensive income and included in retained earnings.
2) Financial liabilities arising as a result of the transfer of financial assets not meeting the criteria for derecognition or continuinginvolvement in the financial assets transferred
Such financial liabilities are measured in accordance with the Accounting Standards for Business Enterprises No. 23 - Transfer ofFinancial Assets.
3) Financial guarantee contracts not falling under items 1) and 2) above, and loan commitments not falling under item 1) aboveand below market interest rate
Such financial liabilities are subsequently measured at the higher of ① provision for impairment losses determined according tothe policy for impairment of financial instruments; and ② balance of the initially recognized amount after deduction of the accumulatedamortization determined in accordance with Accounting Standards for Business Enterprises No. 14 - Revenue.
4) Financial liabilities at amortized cost
Such financial liabilities are measured at amortized cost using the effective interest method. Gains or losses on financial liabilitiesat amortized cost that do not belong to any hedging relationship are recognized in profit or loss for the current period upon derecognitionor amortization using the effective interest method.
(4) Derecognition of financial assets and financial liabilities
1) Financial assets are derecognized when:
① the contractual right to receive cash flows from the financial assets has expired; or
② the financial assets have been transferred and such transfer meets the criteria for derecognition of financial assets as set forthin the Accounting Standards for Business Enterprises No. 23 - Transfer of Financial Assets.
2) A financial liability (or part thereof) is derecognized when all or part of the outstanding obligations thereon have been discharged.
3. Determination and measurement of financial assets transferred
When a financial asset of the Company is transferred, if substantially all the risks and rewards incidental to the ownership of thefinancial asset have been transferred, the financial asset is derecognized, and the rights and obligations incurred or retained in suchtransfer are separately recognized as assets or liabilities (as the case may be). If the Company retains substantially all the risks andrewards of ownership of a financial asset, the Company shall not derecognize the financial asset. If the Company retains substantially
all the risks and rewards of ownership of a financial asset, the Company shall not derecognize the financial asset. If the Companyneither transferred nor retained a substantial portion of all risks and rewards incidental to the ownership of the financial asset, then: (1)if the Company does not retain control over the financial asset, the financial asset is derecognized, and the rights and obligationsincurred or retained in such transfer are separately recognized as assets or liabilities (as the case may be); and (2) if the Companyretains control over the financial asset, the financial asset continues to be recognized to the extent of the Company’s continuinginvolvement in the financial asset transferred, and a corresponding liability is recognized.If an entire transfer of a financial asset meets the criteria for derecognition, the difference between (1) the carrying value of thefinancial asset transferred at the date of derecognition; and (2) the sum of the consideration received from the transfer and the portionof the cumulative amount of changes in fair value directly recorded as other comprehensive income originally that corresponds to thepart derecognized (where the financial asset transferred is an investment in debt instruments at fair value through other comprehensiveincome) is recognized in profit or loss for the current period. If part of a financial asset is transferred and the part transferred entirelymeets the criteria for derecognition, the total carrying value of the financial asset immediately prior to the transfer is allocated betweenthe part derecognized and the part not derecognized in proportion to their relative fair value at the date of transfer, and the differencebetween (1) the carrying value of the part derecognized and (2) the sum of the consideration received from the transfer of the partderecognized and the portion of the cumulative amount of changes in fair value directly recorded as other comprehensive incomeoriginally that corresponds to the part derecognized (where the financial asset transferred is an investment in debt instruments at fairvalue through other comprehensive income) is recognized in profit or loss for the current period.
4. Determination of fair value of financial assets and financial liabilities
The Company adopts the valuation techniques applicable to the current situations and with sufficient data available and supportof other information to determine the fair value of financial assets and financial liabilities. The Company classifies the inputs used bythe valuation techniques in the following levels and uses them in turn:
(1) Level 1 inputs: quoted market price (unadjusted) in an active market for an identical asset or liability available at the date ofmeasurement;
(2) Level 2 inputs: inputs other than inputs included within Level 1 that are observable directly or indirectly. This category includesquoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactivemarkets, observable inputs other than quoted prices (such as interest rate and yield curves observable during regular intervals ofquotation), and inputs validated by the market;
(3) Level 3 inputs: inputs that are unobservable. This category includes interest rate or stock volatility that cannot be directlyobserved or validated by observable market data, future cash flows from retirement obligation incurred in business mergers, andfinancial forecasts made using own data.
5. Impairment of financial instruments
(1) Measurement and accounting treatment of impairment of financial instruments
The Company carries out impairment treatment and determines impairment losses of financial assets at amortized cost,investments in debt instruments at fair value with changes accrued to other comprehensive income, contract assets, lease receivables,loan commitments other than financial liabilities at fair value with changes accrued to current profit or loss, and financial guaranteecontracts other than financial liabilities at fair value with changes accrued to current profit or loss and other than financial liabilitiesarising as a result of the transfer of financial assets that does not meet the criteria for derecognition or that continues being involved inthe financial assets transferred, on the basis of expected credit losses.
Expected credit loss is the weighted average of credit losses on financial instruments taking into account the possibility of default.Credit loss is the present value of the difference between all contractual cash flows receivable under the contract and estimated futurecash flows discounted at the original effective interest rate, i.e., the present value of all cash shortage, wherein the Company’s purchasedor originated financial assets that have become credit impaired are discounted at their credit-adjusted effective interest rate.
With respect to purchased or originated financial assets that have become credit impaired, at the balance sheet date, the Companyrecognizes a loss allowance equal to the cumulative amount of changes in lifetime expected credit losses since initial recognition.
With respect to accounts receivable and contract assets that arise from the transactions regulated under the Accounting Standardfor Business Enterprises No. 14 - Revenue and do not contain any significant financing component or are recognized by the Companywithout taking into consideration the significant financing components under the contracts with a term of less than one year, theCompany uses the simple measurement method and recognizes a loss allowance equal to the lifetime expected credit losses.
With respect to financial assets not using the measurement methods stated above, at each balance sheet date, the Company assesseswhether the credit risk has increased significantly since initial recognition, and recognizes a loss allowance equal to the lifetimeexpected credit losses if the credit risk has increased significantly since initial recognition, or to the expected credit losses within thenext 12 months if the credit risk has not increased significantly since initial recognition.
The Company uses reasonable and supportable information, including forward-looking information, and compares the possibilityof default at the balance sheet date with the possibility of default upon initial recognition, to determine whether the credit risk of thefinancial instruments has increased significantly since initial recognition.
At the balance sheet date, if the Company determines that a financial instrument has low credit risk, the Company assumes thatits credit risk has not increased significantly since initial recognition.
The Company assesses expected credit risk and measures expected credit losses of financial instruments individually orcollectively. When assessing the financial instruments collectively, the Company includes the financial instruments in different groupsaccording to their common risk characteristics.
At each balance sheet date, the Company re-assesses the expected credit losses, with the amount of increase in or reversal of lossallowance recognized in profit or loss for the current period as impairment losses or gains. With respect to a financial asset at amortizedcost, its carrying value recorded in the balance sheet is written off against the loss allowance. With respect to an investment in debtinstruments at fair value through other comprehensive income, the Company recognizes the loss allowance in other comprehensiveincome, without reducing its carrying value.
(2) Financial instruments with expected credit risk assessed on a group basis and expected credit loss measured under three-stagemodel
| Item | Basis for grouping | Method for measuring expected credit losses |
| Other receivables - group of receivables from related parties controlled by the same actual controller |
Nature of receivables
| Nature of receivables | Calculate the expected credit losses according to the default risk exposure and rate of expected credit loss within the next 12 months or lifetime expected credit losses by reference to historic credit loss experience, and taking into account the current situations and prediction of future economic conditions. |
Other receivables - group of deposit and securityreceivable
| Other receivables - group of deposit and security receivable | |
| Other receivables - grouping by age | Aging |
(3) Accounts receivable and contract assets for which expected credit losses are measured collectively
1) Specific grouping and method for measuring expected credit losses
| Item | Basis for grouping | Method for measuring expected credit losses |
Notes receivable - banker’s acceptancebills
| Notes receivable - banker’s acceptance bills | Type of notes | Calculate the expected credit losses according to the default risk exposure and lifetime expected credit losses by reference to historic credit loss experience, and taking into account the current situations and prediction of future economic conditions. |
| Notes receivable - commercial acceptance bills receivable | ||
| Accounts receivables - group of receivables from related parties controlled by the same actual controller | Group of receivables from related parties controlled by the same actual controller | |
| Accounts receivable - grouping by age | Aging | Prepare a comparison table of the age of accounts receivable and rate of lifetime expected credit loss, and calculate the expected credit losses by reference to historic credit loss experience, and taking into account the current situations and prediction of future economic conditions. |
| Contract assets - group of operator business | Operator business | Calculate the expected losses according to the default risk exposure and rate of lifetime expected loss by reference to historic loss experience, and taking into account the current situations and prediction of future economic conditions. |
2) Accounts receivable - comparison table of the age of accounts receivable and rate of lifetime expected credit loss
| Aging | Accounts receivable Rate of expected credit loss (%) |
| Group I: Mango TV Internet Video Business (Happy Sunshine) | |
| Within 1 year (inclusive, same below) | 5.00 |
| 1-2 years | 10.00 |
| 2-3 years | 30.00 |
3-4 years
| 3-4 years | 50.00 |
| 4-5 years | 100.00 |
| Over 5 years | 100.00 |
| Group II: New media interactive entertainment production and operation, content e-commerce and others (companies other than Happy Sunshine) | |
| Within 1 year (inclusive, same below) | 1.00 |
| 1-2 years | 5.00 |
| 2-3 years | 10.00 |
3-4 years
| 3-4 years | 30.00 |
| 4-5 years | 50.00 |
| Over 5 years | 100.00 |
Accounts receivable shall be aged from the month in which they are actually incurred.
(4) The criteria for the identification of receivables and contract assets for the accrual of expected credit losses on an individualbasisFor receivables and contract assets whose credit risk is significantly different from its portfolio credit risk, the expected creditlosses shall be accrued on an individual basis.
6. Offsetting of financial assets and financial liabilities
Financial assets and financial liabilities are presented separately in the balance sheet and are not offset. However, a financial assetand a financial liability shall be offset, and the net amount presented in the balance sheet when both of the following conditions aresatisfied: (1) the Company has a legal right to set off the recognized amounts and the legal right is currently enforceable; and (2) theCompany intends either to settle on a net basis, or to realize the financial asset and settle the financial liability simultaneously.
In accounting for a transfer of a financial asset that does not qualify for derecognition, the Company does not offset the transferredfinancial asset and the associated liability.
12. Contract assets
Contract assets or contract liabilities are presented in the balance sheet according to the relationship between the relevantperformance obligations and payment by the customer. Contract assets and contract liabilities under the same contract are presented ona net basis.The right of the Company to payment that is unconditional, except for the passage of time, is presented as an account receivable.The right of the Company to payment for goods already transferred to a customer is presented as a contract asset if that right to paymentis conditional on something other than the passage of time.
13. Inventories
The Company shall comply with the disclosure requirements for “Internet Video Business” set forth in the Guide on Self-regulatory Supervision for Companies Listed on the Shenzhen Stock Exchange No. 4 – Disclosure of Industry Information by theCompanies Listed on the ChiNext Board.
1. Classification of inventories
Inventories include finished goods or merchandise held by the Company for sale in the ordinary course of business, or work inprogress in the process of production for such sale, or materials or supplies to be consumed in the production process or in the renderingof services.
2. Pricing methods of inventories transferred out
When transferring out inventories, the Company determines the actual cost of automobile, film and TV drama and consignmentgoods using the specific-identification method and of the remaining goods using the weighted moving average method.
3. Inventory systems for inventories
A perpetual inventory system is adopted, among which the Company uses verification of copyright and other right documents asthe inventory system for films and TV dramas.
4. Amortization of low-value consumables and packing materials
(1) Low-value consumables
The packing materials are amortized using immediate write-off method.
(2) Packing materials
The packing materials are amortized using immediate write-off method.
5. Determination criteria and accrual method of inventory depreciation reserve
On the balance sheet date, inventory is measured at the lower of the cost or the net realizable value, and the inventory depreciationreserve is accrued for the difference between the cost and the net realizable value. In the normal production and operation process, thenet realizable value of inventory directly used for sale is determined by the estimated selling prices of inventory less the estimatedselling expenses and related taxes; in the normal production and operation process, the net realizable value of inventory to be processedis determined by the estimated selling prices of finished products less the estimated costs to be incurred upon completion, the estimatedselling expenses, and related taxes; on the balance sheet date, if part of the same inventory has contract price agreements, while theother part does not have any, their net realizable values shall be determined respectively, which shall be compared with thecorresponding costs, to determine the amount of the inventory depreciation reserve to be accrued or reserved respectively.
14. Long-term equity investments
1. Judgment criteria of joint control and significant influence
Joint control is the agreed sharing of control over an arrangement, and the decision in relation to the relevant activities of sucharrangement may only be made upon the unanimous consent of the parties sharing control. Significant influence is the power of theinvesting enterprise to participate in the financial and operating policy decisions of an investee, but is not control or joint control withother parties over the establishment of those policies.
2. Determination of investment cost
(1) In case of an equity investment acquired through a business merger involving entities under common control, if the acquirerpays consideration for the business merger by cash, transfer of non-cash assets, assumption of liabilities or issuance of equity securities,the initial investment cost of the long-term equity investment is the Company’s share of the carrying value of the owners’ equity of theacquiree in the consolidated financial statements of the ultimate controller at the date of merger. The difference between the initialinvestment cost of the long-term equity investment and the carrying value of the consideration paid for the merger or the total par valueof the shares issued (as applicable) is treated as an adjustment to the capital reserve. In case the capital reserve is not sufficient to absorbthe difference, the remaining balance is adjusted against the retained earnings.
In case of a long-term equity investment acquired through a business merger involving entities under common control and throughmultiple transactions by steps, the Company judges whether they constitute a “package deal” or not. If they belong to a “package deal”,the Company accounts for all transactions as one transaction to acquire control. If such transactions do not constitute a “package deal”,the initial investment cost is the Company’s post-merger share of the carrying value of the net assets of the acquiree in the consolidatedfinancial statements of the ultimate controller at the date of merger. The difference between the initial investment cost of the long-termequity investment at the date of merger and the sum of the carrying value of long-term equity investment before the merger and thecarrying value of the consideration paid for acquisition of the additional shares at the date of merger is adjusted against the capitalreserve. In case the capital reserve is not sufficient to absorb the difference, the remaining balance is adjusted against the retainedearnings.
(2) In case of an equity investment acquired through a business merger not involving entities under common control, the initial
investment cost is the fair value of the consideration paid for the merger at the date of acquisition.With respect to a long-term equity investment acquired through a business merger not involving entities under common controlthat is achieved through multiple transactions by steps, the accounting treatment thereof in the separate financial statements is differentfrom that in the consolidated financial statements as stated below:
1) In the separate financial statements, the initial investment cost for which the Company changes to the cost method is the sumof the carrying value of the long-term equity investment originally held and the new investment cost.
2) In the consolidated financial statements, the Company judges whether the transactions constitute a “package deal” or not. Ifthey belong to a “package deal”, the Company accounts for all transactions as one transaction to acquire control. If such transactionsdo not constitute a “package deal”, the Company re-measures the fair value of the equity held in the acquiree prior to the date ofacquisition, and records the difference between the fair value and the carrying value as investment income for the current period; if theequity held in the acquiree prior to the date of acquisition involves other comprehensive income under equity method, such othercomprehensive income is transferred to the income of the period in which the date of acquisition falls, except for other comprehensiveincome arising from re-measurement by the investee of changes in net liabilities or net assets of defined benefit plans.
(3) In case of an equity investment not acquired through business merger, the initial investment cost is the purchase price actuallypaid if it is acquired by cash, or the fair value of the equity securities issued if it is acquired through issuance of equity securities, or isdetermined in accordance with the Accounting Standards for Business Enterprises No. 12 - Debt Restructuring if it is acquired throughdebt restructuring, or in accordance with the Accounting Standards for Business Enterprises No. 7 - Exchange of Non-monetary Assetsif it is acquired through exchange of non-monetary assets.
3. Subsequent measurement and recognition of profit or loss
Long-term equity investments in investees are measured using the cost method. Long-term equity investments in associates andjoint ventures are measured using the equity method.
4. Disposal of investment in a subsidiary through multiple transactions by steps until loss of control over the subsidiary
(1) Determination of whether a transaction is a “package deal”
Where equity investment is made in the subsidiary step by step through multiple transactions until the control is lost, the Companydetermines whether the step-by-step transaction is a “package deal” by considering the transaction agreement terms, the respectivedisposal consideration acquired, the object of the equity sale, the disposal means, the disposal time and other information of each stepof the step-by-step transaction. If the terms, conditions and economic impact of each transaction meet one or more than one of thefollowing conditions, it generally indicates that the multiple transactions are the “package deal”:
1) The transactions are concluded at the same time or with regard to their mutual effects;
2) These transactions can achieve a complete business outcome only when being considered as a whole;
3) The occurrence of one transaction depends on the occurrence of at least one other transaction;
4) A transaction is uneconomic in isolation, but economic when considered together with other transactions.
(2) Accounting treatment that is not a “package deal”
1) Separate financial statements
The difference between the carrying value of the equity disposed of and the proceeds of disposal actually received is recognizedin profit or loss for the current period. If the remaining equity empowers the Company to exercise significant influence or joint controlover the investees, the remaining equity is accounted for using the equity method; if the remaining equity does not empower theCompany to exercise control, joint control or significant influence over the investees, the remaining equity is accounted for inaccordance with the Accounting Standards for Business Enterprises No. 22 - Recognition and Measurement of Financial Instruments.
2) Consolidated financial statements
Prior to the loss of control, the difference between the proceeds from disposal and the share owned by the Company in the netassets of the subsidiary in relation to the long-term equity investment disposed of that is calculated continuously from the date ofacquisition or merger is adjusted against the capital reserve (capital premium). In case the capital premium is not sufficient to absorbthe difference, the remaining balance is adjusted against the retained earnings.
When losing control over an original subsidiary, the remaining equity is re-measured at its fair value at the date of loss of control.The sum of the consideration received from the disposal of the equity and the fair value of the remaining equity, net of the share ownedby the Company in the net assets of the subsidiary as calculated continuously from the date of acquisition or merger according to theprevious shareholding ratio, is recognized in the investment income for the period in which the control is lost, and the goodwill isreduced accordingly. Other comprehensive income relating to the equity investment in the original subsidiary should be transferred tothe investment income for the period in which the control is lost.
(3) Accounting treatment for “package deals”
1) Separate financial statements
The Company accounts for such transactions as one transaction to dispose of and lose its control over the subsidiary, however,the difference between the proceeds from each disposal before loss of control and the carrying value of long-term equity investmentsin relation to the investment disposed of is recognized in other comprehensive income in individual financial statements, which iswholly transferred to the profit or loss in the period in which the control is lost.
2) Consolidated financial statements
The Company accounts for such transactions as one transaction to dispose of and lose its control over the subsidiary, however,the difference between the proceeds from each disposal before loss of control and the share owned by the Company in the net assets ofthe subsidiary in relation to the investment disposed of is recognized in other comprehensive income in the consolidated financialstatements, which is wholly transferred to the profit or loss in the period in which the control is lost.
15. Investment properties
Measurement model of investment properties
Cost method measurement
Depreciation or amortization method
1. Investment properties include land use rights already leased, land use rights held and ready to be transferred upon appreciationand leased buildings.
2. An investment property is measured initially at cost, and subsequently using the cost model. The cost of the investment property,net of estimated net residual value and cumulative provision for impairment loss, is depreciated or amortized using the straight-linemethod over its remaining useful life.
16. Fixed assets
(1) Criteria for recognition
Fixed assets are tangible assets held for production of goods, rendering of services, lease or operation and management with auseful life of more than one accounting year. A fixed asset is recognized if the economic benefits relating to it are very likely to flowto the Company and its cost can be reliably measured.
(2) Depreciation
| Category | Method of depreciation | Estimated useful life (years) | Residual value rate | Annual depreciation rate |
| Buildings | Straight line method | 30 | 4 | 3.2 |
| Machines and equipment | Straight line method | 3-8 | 0-5 | 11.88-33.33 |
| Transportation equipment | Straight line method | 5-8 | 0-5 | 11.88-20 |
| Electronic equipment, devices and furniture | Straight line method | 3-10 | 0-5 | 9.50-33.33 |
With respect to artworks whose estimated useful life is uncertain, the Company does not assess their depreciation but performs animpairment test on them every year.
17. Borrowing costs
1. Recognition of capitalization of borrowing costs
Borrowing costs incurred by the Company that are directly attributable to the acquisition, construction or production of aqualifying asset are capitalized as part of the cost of the relevant asset. The amounts of other borrowing costs incurred are expensedwhen incurred and included in profit or loss for the current period.
2. Period of capitalization of borrowing costs
(1) A borrowing cost is capitalized when all of the following conditions are satisfied: 1) the expenditures on the asset have alreadybeen incurred; 2) the borrowing cost has already been incurred; and 3) the acquisition, construction or production activities necessaryto prepare the asset for its intended use or sale have already commenced.
(2) Capitalization of borrowing costs is suspended during periods in which the acquisition, construction or production of aqualifying asset is interrupted abnormally, when the interruption is for a continuous period of more than 3 months. The borrowing costsincurred during these periods are recognized as an expense for the current period until the acquisition, construction or productionactivity is resumed.
(3) When the qualifying asset being acquired, constructed or produced has become ready for its intended use or sale, thecapitalization ceases.
3. Rate and amount of capitalization of borrowing costs
If funds are borrowed under a specific-purpose borrowing for the acquisition, construction or production of a qualifying asset, theamount of interest to be capitalized shall be the actual interest expense incurred on that borrowing for the period (including amortizeddiscount or premium determined using the effective interest method) less any bank interest earned from depositing the borrowed fundsbefore being used on the asset or any investment income on the temporary investment of those funds. If funds are borrowed undergeneral-purpose borrowings and are utilized for the acquisition, construction or production of a qualifying asset, the Company shalldetermine the amount of interest to be capitalized on such borrowings by multiplying a capitalization rate of the utilized general-purpose borrowings by the weighted average of the excess amounts of cumulative expenditures on the asset over and above the amountsof specific-purpose borrowings.
18. Intangible assets
(1) Useful life, basis for determination of useful life, estimates, amortization or review process
The Company shall comply with the disclosure requirements for “Internet Video Business” set forth in the Guide on Self-regulatorySupervision for Companies Listed on the Shenzhen Stock Exchange No. 4 - Disclosure of Industry Information by the Companies
Listed on the ChiNext Board.
1. Intangible assets include film and TV copyrights, land use rights, software, trademarks and domains, game copyrights, etc.,which are initially measured at cost.
2. Service life and amortization method
(1) Amortization and carryforward of film and TV copyrights
When a film and TV copyright is recognized as an intangible asset, that copyright is amortized in the light of the followingprinciples during the copyright benefit period: in case of the permanent copyright with the benefit period being determined to be 5years and the films and TV dramas copyright with the benefit period being determined to be not less than 3 years (inclusive), they areamortized on a 5:3:2 basis (that is, 50% of the intangible asset value is amortized evenly in the first 12 months, 30% in the second 12months and the remaining 20% is amortized on a straight-line basis during the remaining benefit period); in case of the copyrights withthe benefit period of more than 2 years (inclusive) but less than 3 years, they are amortized on a 5:5 basis (that is, 50% is amortized inthe first 12 months and the remaining 50% is amortized in a straight line during the remaining benefit period); and in case of thecopyrights with the benefit period of less than 2 years, they are amortized on a monthly straight-line basis during the benefit period.
When the film and TV copyright is used for distribution, the right to use and income right, etc. shared jointly or enjoyedrespectively by the Company and its counterparty after distribution should be transferred as the book cost of the intangible assets at thelower of the income amount and the amortized carrying value of intangible assets from the date on which they satisfy the recognitioncriteria of revenue. If the amortized value after transfer is still greater than zero, they continue to be amortized using the originalamortization method during the remaining amortization period.
(2) Amortization of other intangible assets other than film and TV copyright.
The depreciable amount of an intangible asset with a finite useful life is allocated on a systematic and rational basis over its usefullife in the pattern in which the asset’s economic benefits are expected to be realized. If that pattern cannot be determined reliably, thestraight line method shall be used. The specific life is shown as follows:
| Item | Useful life (years) | Basis for determination of useful life | Method of amortization |
| Land use rights | Term of the relevant land use right certificate | Title certificate | Straight line method |
| Software | 3-10 | Expected benefit period | Straight line method |
| Trademarks and domain names | Term of license | Term of license | Straight line method |
| Patent license fee | 10 | Expected benefit period | Straight line method |
| Program adaptation right | 3 | Expected benefit period | Straight line method |
| Game copyright | Agreed term of license | Agreed term of license | Straight line method |
(2) Scope and accounting treatment of research and development expenditures
(1) Labor costs
Labor costs include wages and salaries for the Company’s R&D personnel, basic pension insurance, basic medical insurance,unemployment insurance, work-related injury insurance, maternity insurance, housing provident funds, employee benefits, etc.
If R&D personnel serve multiple R&D projects concurrently, their costs are allocated proportionally based on their recorded workhours across different projects.
(2) Direct investment costs
Direct investment costs mean actual expenditures incurred by the Company for implementing R&D activities, such as technicalservice fees for the operation, maintenance, inspection, testing, and repair of equipment used in R&D activities.
(3) Depreciation expenses and long-term deferred expenses
Depreciation expense mean costs for the depreciation of equipment and buildings in R&D activities.
For equipment and buildings used both for R&D and non-R&D activities, necessary records shall be made on the use of suchequipment and buildings, and the actually incurred depreciation costs shall be allocated between R&D expenses and production andoperating expenses in a reasonable manner according to the actual working hours, use area, etc.
Long-term deferred expenses include costs incurred during the alteration, modification, renovation and repair of R&D facilities.When the facilities are used for non-R&D activities at the same time, the expenses shall be allocated between R&D expenses andproduction and operating expenses in a reasonable manner according to the actual working hours and usage area.
(4) Amortization expenses for intangible assets
Amortization expenses for intangible assets mean the amortization expenses for software and intellectual properties used in R&Dactivities.
(5) Commissioned external R&D expenses
The commissioned external R&D expenses mean expenses incurred by the Company in delegating other organizations orindividuals, both at home and abroad, to conduct R&D activities (the results of the R&D activities are owned by the Company and areclosely related to the Company’s main business).
(6) Other expenses
Other expenses mean expenses directly related to R&D activities other than the above expenses, including document translationfees, expert consulting fees, fees for the retrieval, demonstration, review, appraisal, examination and acceptance of R&D results,intellectual property application fees, registration fees, conference expenses, travel expenses, communication fees, etc.
The Company engages in the research and development of system software. Expenditures on research and development projectsare classified into expenditures at research phase and expenditures at development phase according to the nature of expenditures and
depending on whether it is significantly uncertain that the research and development activities will result in intangible assets.Expenditures at research phase are expenditures at the phase of planned investigation, evaluation and selection for purpose of softwareresearch, which are recognized in profit or loss for the period in which they are incurred. Expenditures at the phase of design and testingfor purpose of final application of the software are recorded as expenditures at development phase, which are capitalized prior to thefinal application of the software when all of the following conditions are satisfied: (1) the development of the software has beensufficiently validated by the technical team; (2) the management has approved the budget for the development of the software; (3) thesystem functions and performance of the software to be developed can satisfy the requirements of economic activities; (4) the technicaland financial resources available are sufficient to meet the requirements of the development activities and subsequent use of thesoftware; and (5) the expenditures attributable to the development of the software can be reliably measured.
19. Impairment of long-term assets
With respect to long-term equity investments, fixed assets, construction in progress, intangible assets with a finite useful life,right-of-use assets and other long-term assets, if there’s an indication of impairment at the balance sheet date, the Company assessestheir recoverable amount. Goodwill arising from a business merger and an intangible asset with an indefinite useful life are tested forimpairment annually, irrespective of whether there is any indication that the asset may be impaired. For the purpose of impairmenttesting, goodwill is considered together with the related asset groups or sets of asset groups.If the recoverable amount of the long-term asset above is lower than its carrying value, the difference is measured as impairmentloss of the asset and recognized in profit or loss for the current period.
20. Long-term prepaid expenses
Long-term prepaid expenses are expenses that have already been incurred but should be amortized over a period of more than oneyear (exclusive). Long-term prepaid expenses are stated as incurred and are amortized evenly by stages within the benefit period orspecified period. If an item of long-term prepaid expenses will not benefit the subsequent periods, the amortized value of the item thathas not yet been amortized is wholly transferred to profit or loss for the current period.
21. Contract liabilities
The Company presents the contract assets or liabilities in the balance sheet based on the relationship between performanceobligations and customer payments. The Company lists the net contract assets and liabilities under the same contract after offset.
The Company presents its obligation to transfer goods to customers for the consideration received or receivable from customersas the contract liabilities.
22. Employee benefits
(1) Accounting treatment of short-term employee benefits
The Company recognizes the short-term benefits actually incurred during the accounting period when the employees provideservices for the Company as liabilities, and include the same in profit or loss for the current period or as part of the cost of relatedassets.
(2) Accounting treatment of post-employment benefits
Post-employment benefits are classified into defined contribution plans and defined benefit plans.
(1) The Company recognizes the contributions payable as calculated based on the defined contribution plan during the accountingperiod when the employees provide services for the Company as liabilities, and include the same in profit or loss for the current periodor as part of the cost of related assets.
(2) The accounting treatment of a defined benefit plan generally involves the following steps:
1) According to the projected unit credit method, use the unbiased and consistent actuarial assumptions to estimate demographicvariables and financial variables, measure the obligation arising from the defined benefit plan and determine the period to which therelevant obligation belongs. Meanwhile, discount the obligation arising from the defined benefit plan, in order to determine the presentvalue of the benefit plan obligation and the current service cost;
2) If the defined benefit plan has assets, the deficit or surplus resulting after reducing the present value of the defined benefit planobligation by the fair value of the assets is recognized as a net liability or asset of the defined benefit plan. If the defined benefit planhas a surplus, the net assets of the defined benefit plan are measured at the lower of surplus in the defined benefit plan and asset ceiling;
3) At the end of the Reporting Period, the cost of employee benefits arising from the defined benefit plan is recorded as servicecost, net interest on the net liabilities or net assets of the defined benefit plan, and changes arising from re-measurement of the netliabilities or net assets of the defined benefit plan, wherein the service cost and the net interest on the net liabilities or net assets of thedefined benefit plan are included in profit or loss for the current period or the cost of related assets, and the changes arising from re-
measurement of the net liabilities or net assets of the defined benefit plan are included in other comprehensive income, which will notbe converted back to profit or loss in subsequent periods, but those recognized as other comprehensive income may be transferredwithin the scope of equity.
(3) Accounting treatment of termination benefits
The Company recognizes the employment compensation liabilities generated by termination benefits and records them into theprofit or loss for the current period at the earlier of the following dates: (1) when the Company cannot unilaterally withdraw thetermination benefits provided as a result of the labor relationship termination plan or layoff proposal; or (2) when the Companyrecognizes the costs or expenses related to the restructuring of the termination benefits payment.
(4) Accounting treatment of other long-term employee benefits
Other long-term employee benefits are accounted for in accordance with the provisions applicable to defined contribution plansif they are qualified as defined contribution plans, otherwise, are accounted for in accordance with the provisions applicable to definedbenefit plans. In order to simplify the accounting treatment, the total net amount of the cost of employee benefits arising from thedefined benefit plans that is recorded as service cost, net interest on the net liabilities or net assets of the defined benefit plan, changesarising from re-measurement of the net liabilities or net assets of the defined benefit plan and other components is included in profit orloss for the current period or the cost of related assets.
23. Provisions
1. An obligation arising from any external guarantee, litigation, product quality warranty, onerous contract or other contingenciesis recognized as a provision if it is a present obligation assumed by the Company, and it is probable that an outflow of resourcesembodying economic benefits will be required to settle the obligation, and the amount of the obligation can be reliably measured.
2. Provisions are initially measured according to the best estimates of the expenditures required to settle the related presentobligations. The carrying value of provisions is reviewed at the balance sheet date.
24. Revenue
Accounting policies adopted for the recognition and measurement of revenues disclosed by type of business
Accounting policies adopted for the recognition and measurement of revenues
1. Revenue recognition
At the inception of the contract, the Company evaluates the contract, identifies each single performance obligation containedtherein and determine whether each single performance obligation is performed over time or at a point in time.
When meeting one of the following criteria, it belongs to the obligation performed over time, otherwise it constitutes the obligationperformed at a point in time: (1) the customer obtains and consumes the economic benefits generated by the Company’s performancewhen the Company performs the contract; (2) the customer can control the products under construction in the process of the Company’sperformance; (3) the products produced in the process of the Company’s performance have irreplaceable uses, and the Company hasthe right to collect payment for the cumulative performance that has been completed up to date throughout the term of the contract.
For the obligation performed over time, the Company recognizes the revenue based on the performance progress over time. Whenthe performance progress cannot be reasonably determined, and the costs incurred are expected to be recoverable, revenue is recognizedto the extent of costs incurred until the performance progress can be reasonably determined. For the obligation performed at a point intime, the revenue is recognized at the time point when the customer obtains the control of the related goods or services. When judgingwhether the customer has obtained the control of goods, the Company considers the followings signs: (1) the Company has the currentright to receive payment for such goods, that is, the customer has the current obligation to make payment for such goods; (2) theCompany has transferred the legal ownership of such goods to the customer, that is, the customer has the legal ownership of such goods;
(3) the Company has transferred such goods to the customer physically, that is, the customer has taken possession of such goodsphysically; (4) the Company has transferred major risks and rewards of such goods to the customer, that is, the customer has obtainedmajor risks and rewards of such goods; (5) the customer has accepted such goods; and (6) other signs that the customer has obtainedcontrol of such goods.
2. Revenue measurement
(1) The Company measures revenue based on the transaction price allocated to each single performance obligation. The transactionprice is the amount of consideration to which the Company is entitled arising from the transfer of goods or services to the customer,excluding the amount collected on behalf of a third party and expected to be returned to the customer.
(2) If there is variable consideration in the contract, the Company determines the best estimate of the variable consideration basedon the expected value or the most likely amount. However, variable consideration is included in the transaction price if, and to theextent that, it is highly probable that its inclusion will not result in a significant revenue reversal of accumulatively recognized revenuein the future when the uncertainty has been subsequently resolved.
(3) If there is a major financing component in the contract, the Company determines the transaction price based on the presumedamount payable in cash when the customer obtains the control of goods or services. The difference between that transaction price and
the contract consideration is amortized over the period of the contract using the effective interest method. If at the inception of thecontract, the Company expects that the customer’s acquisition of control of goods or services is not more than one year from thecustomer’s payment therefor, the major financing component in the contract will not be considered.
(4) If the contract has two or multiple performance obligations, the Company allocates the transaction price to each singleperformance obligation in the contract by reference to relative standalone selling prices of goods promised thereby.
3. Specific methods for revenue recognition
(1) Revenue recognized at a point in time
The Company’s sales of TV shopping products, films and TV dramas and other goods belong to the obligation performed at apoint in time. The revenue is recognized when goods made for domestic market meet the following criteria: the Company has deliveredthe products to the customer pursuant to the contract and the customer has accepted such products, the payment for products has beenreceived or the receipt of payment has been obtained and it is probable that the associated economic benefits will flow to the Company,the legal ownership of the products has been transferred, and the major risks and rewards of the products have been transferred to thecustomer. The revenue is recognized when goods made for foreign market meet the following criteria: the Company has declared theproducts pursuant to the contract and obtained the bill of lading, the payment for products has been received or the receipt of paymenthas been obtained and it is probable that the associated economic benefits will flow to the Company, the legal ownership of the productshas been transferred, and the major risks and rewards of the products have been transferred.
(2) Revenue recognized according to the progress of contract performance
The Company provides membership, artiste, operator and financial services, etc. As the customer obtains and consumes theeconomic benefits generated by the Company’s performance when the Company performs the contract, the customer can control thegoods or services under construction in the process of the Company’s performance, the services or goods provided in the process ofthe Company’s performance have irreplaceable uses, and the Company has the right to collect payment for the cumulative performancethat has been completed up to date throughout the term of the contract, the Company regards it as a performance obligation over timeand recognizes revenue according to the performance progress, unless the performance progress cannot be reasonably determined. TheCompany determines the progress of performance obligation using the output method. When the performance progress cannot bereasonably determined, and the costs incurred by the Company are expected to be recoverable, revenue is recognized to the extent ofcosts incurred until the performance progress can be reasonably determined.
(3) The Company’s specific principles for the recognition and measurement of revenues earned in the sectors and lines of business
1) Revenue from sale of goods through TV channels, network channels, outbound channels, online to offline channels and otherchannels
The goods sold by the Company are mainly delivered by logistics companies to the buyers or picked by the buyers themselves.The Company recognizes the revenue from sale of goods when the goods have been delivered by logistics companies to the buyers andsigned for by the buyers and the period for return of goods has expired.
If the customer is a group, sales revenue is recognized when the group has received the goods and signed the receipt of the goods.
If credits are offered to the customers upon sale of goods, the Company allocates the amount received or receivable from the saleof goods between the revenue from the sale of goods and the value of the credits, and recognizes the amount received or receivablefrom the sale of goods net of the value of the credits as revenue, and the value of the credits as contract liabilities.
When the credits are exchanged by the customers, the portion of contract liabilities originally recognized in connection with thecredits exchanged is recognized as revenue, wherein, the amount of revenue recognized is determined according to the proportion ofthe amount of the credits exchanged to the total estimated amount of the credits exchangeable.
2) Advertising revenue
Advertising revenue is recognized after the advertisements have been delivered or according to the settlement amount during theprocess of service when all of the following conditions are satisfied: (i) the amount of revenue can be measured reliably; (ii) it isprobable that the economic benefits associated therewith will flow to the Company; and (iii) the costs incurred or to be incurred for thedelivery of advertisements can be measured reliably.
3) Membership revenue
Service revenue is recognized during the valid period of membership on a daily basis according to the top-up amount paid by themembers.
4) Royalty revenue
Royalty revenue includes copyright licensing revenue and revenue from joint copyright investment.
① Copyright licensing revenue is recognized when the license has been granted to the counter party and the license fee has beenreceived or the right to receive the license fee has been obtained under the relevant copyright license contract.
② Revenue from joint copyright investment
A. Investment in films and TV dramas and other programs in which the Company does not hold copyright
Applicable business: The Company participates in the production of films and TV dramas in the capacity of a co-investor underthe relevant investment agreement which explicitly provides that the return on investment receivable by the Company shall be a fixedincome or a risk investment income wherein the Company does not hold copyright as other investors. Income from such business isrecognized as investment income.
B. Investment in films and TV dramas and other programs in which the Company holds joint copyright
Applicable business: The Company participates in the production of films and TV dramas in the capacity of a co-investor underthe relevant investment agreement which explicitly provides that the Company shall participate in the income distribution or losssharing of the project in the capacity of a co-investor and holds copyright therein jointly with other investors in such proportion asagreed. Revenue from release of television series is recognized when the production of the television series has been completed, thefilms and TV dramas authority has examined the television series and issued a Television Series Release License, the copies, tapes andother media of the television series have been delivered to the buyers and it is probable that the economic benefits associated therewithwill flow to the Company. Revenue from release of films is recognized when the production of the films has been completed, the filmsand TV dramas authority has examined the films and issued a Film Release License, the film has been screened in theaters and thesettlement statement has been received from the relevant theater chains. Revenue from release of programs is recognized when the
production of the programs has been completed, the copies, tapes and other media of the program have been delivered to the buyersand it is probable that the economic benefits associated therewith will flow to the Company.Such revenue is recognized in two different ways:
If the Company is responsible for release, when the criteria for recognition of revenue is met, the Company recognizes thedistribution income as agreed as operating revenue and records the share of income payable to the production partners as deductionsfrom revenue. If another party is responsible for release, when the Company receives the income settlement statement as agreed, theCompany recognizes the income receivable as “operating revenue”.
③ Specific methods for cost recognition
If the Company is responsible for the production of and accounting for film or television series, the cost actually incurred isrecorded as “inventories - production cost”. When the production fee advanced by the investors under the contract is received, suchamount is initially recorded as “contract liabilities”, and when the production has been completed and the film or television series isready for release, such amount is offset against the inventory cost of film or television series. If another party is responsible for theproduction of and accounting for the film or television series, the production fee paid by the Company to the production partner underthe contract is initially recorded as “prepayments”, the travel expenses incurred by the Company directly in connection with the projectis recorded as “inventories - production cost”, and when the production has been completed and the film or television series is readyfor release, such amount is transferred to inventory cost. After receiving the cost or expense settlement vouchers or statements issuedby the producer and audited or confirmed by the co-investors, the assets originally recorded are adjusted according to the actualsettlement amount, by transferring the Company’s share of the cost of the film or television series investment project from“prepayments” to “inventories - production cost”. After obtaining copyright in the film or television series under the contract, the actualcost of the film or television series is wholly transferred to “inventories - goods on hand”, and the revenue earned is offset against thecost using the percentage of completion method. Under the percentage of completion method, from the date the film or TV play isgranted a release permit (i.e. the date of satisfaction of the criteria for recognition of revenue), during the period of cost transfer, theCompany uses the cost transfer rate (the proportion of total cost of the film or TV play to the total planned revenue) to calculate anddetermine the cost of sales to be transferred in the current period and the inventories to be recognized at the end of the period.
5) Revenue from operator service
Revenue from operator service is recognized according to the relevant business settlement statements or third-party or technicalbackground business data provided according to the relevant cooperation agreement.
The Company recognizes the revenue according to the settlement data provided by the operator and confirmed by the Companyand the operator prior to the balance sheet date, or if the settlement data is not obtained from the operator prior to the balance sheetdate, according to the data collected by the billing platform and other data and information available to the extent that the revenue canbe measured reliably, and adjusts the same upon actual settlement.
6) Revenue from sale of hardware
Revenue from sale of hardware is recognized on a monthly basis according to the quantity of intelligent terminal products actuallysold in the given month and their selling prices.
7) Recognition of revenue from artiste agent service
① Artiste performance service
The service period is relatively short. In this service, the Company mainly helps the artistes give commercial performance orconcerts, and recognizes the revenue after a contracted artiste has fulfilled his or her contractual obligations.
② Artiste shooting service
Shooting service includes participation by the artistes in the shooting of films and TV dramas and recording of programs. Theservice period is about three months generally. The Company recognizes the revenue after a contracted artiste has fulfilled his or hercontractual obligations.
③ Artiste endorsement service
The term of an artiste’s endorsement is about 1-2 years generally. During the term of endorsement, the artiste needs to be featuredin video commercials, record theme songs, and participate in public relations and other activities. The revenue is recognized accordingto the specific contract terms. If the contract provides that after the performance of the obligations by the artiste, and the service feealready received by the Company will not be refunded except for force majeure, the service fee may be wholly recognized as revenue.If the contract provides that, in addition to indicating the force majeure, the artiste needs to give exclusive endorsement or maintain hisor her good image, the revenue is recognized in installments during the term of endorsement.
8) Derivative revenue from films, TV dramas and programs
Derivative revenue from films, TV dramas and programs is recognized after the showing thereof, at such time as provided in therelevant contract.
9) Revenue from games
The Company’s revenue from games mainly includes revenue from game copyright, game distribution service and self-developedgames, which are recognized as follows:
① Revenue from game copyright includes royalty revenue and minimum guarantee revenue. The royalties received by theCompany are recorded as contract liabilities upon receipt, and included in the operating revenue for the current period using the straightline method during the term of agreement. The minimum guarantees received are recognized as revenue when all the risks and rewardshave been transferred in accordance with the schedule of payment and division of revenues as provided in the relevant contract oragreement.
② Game distribution service is a mode of operation in which the Company obtains a license to operate an online game and thenenters into cooperation with Mango TV, 360 Game Center or other third-party channel platforms to jointly operate the game; the playersof the game need to be registered as users of the third-party channel, top up their accounts in the top-up system of the third-partyplatform to obtain virtual cash, and use such virtual cash to purchase virtual props. In the mode of joint operation by a third party, eachthird-party platform is responsible for the operation, promotion, charging service and management of billing system of its channel, andthe Company recognizes its share of revenue as the operating revenue as calculated according to the cooperation agreement concluded
with the third-party platform and confirmed by the Company and the third-party platform.
③ Self-developed games include online games and standalone games. In the mode of self-operation of an online game, theCompany distributes and operates the game through its own or third-party channels, and is solely responsible for the operation,promotion and maintenance of the game; the players of the game are directly registered with such channels and then log in to the game,top up their accounts to obtain virtual cash, and use such virtual cash to purchase virtual props; after the game props purchased by theplayers have been used up, the Company recognizes the amount actually paid and consumed by the players as the operating revenue.Standalone games are available for downloading by the players in the form of a mobile standalone game package. When a playerpurchases props of the game, the embedded program generates a billing instruction; the telecom carrier or service provider sends abilling code by text message, and then the carrier confirms the deduction of the relevant telephone charge to complete the process ofbilling and payment. The deduction and payment of the information charge for the mobile standalone game is irrevocable. After thededuction of such charge by the carrier, the risks and rewards are transferred to the users. The Company’s standalone games aredistributed jointly with third parties. After the users have downloaded and installed the games, the Company is not responsible for themanagement of the games or otherwise restricts the use of the games by the users, that is, the Company does not have control oversuch games. In such mode, the Company recognizes its share of revenue as the operating revenue as calculated according to thecooperation agreement concluded with the relevant third-party platform and confirmed by the Company and the third-party platform.10) Revenue from H5 interactionRevenue from H5 interaction mainly comes from H5 interactive advertisements placed by clients in the television programs ofHunan TV, and is recognized after the showing of the relevant programs on Hunan TV.
11) Revenue from wireless value-added service
According to the wireless value-added service contract concluded by the Company and the relevant client, if the contract specifiesthe total contract price, the contract price is allocated according to the schedule of payment during the term of license specified thereinif the contract price will be paid in installments, or wholly recognized as revenue after the delivery of service if the contract price willbe paid in one lump sum. If the contract does not specify the total contract price, the revenue is recognized according to the settlementstatements provided by the client.Difference in the accounting policy for revenue recognition arising from adoption of different modes of operation for the same kind ofbusinessNone
25. Contract costs
Assets related to contract costs include contract acquisition costs and contract performance costs.
If the incremental cost incurred by the Company to obtain a contract is expected to be recovered, it is recognized as an asset asthe cost of obtaining a contract. If the amortization period of the cost of obtaining a contract does not exceed one year, such cost isdirectly included in the profit or loss for the current period.
The cost incurred by the Company to perform a contract is not governed by the standards on inventories, fixed assets or intangibleassets, and if meeting the following criteria, is recognized as an asset as the contract performance cost:
1. Such cost is directly related to an existing or expected contract, including expenses for direct labor, direct materials andmanufacturing (or similar expenses), costs to be clearly borne by the customer and other costs incurred only due to the contract;
2. Such cost increases the Company’s future resources for fulfilling its performance obligations; and
3. Such cost is expected to be recovered.
The Company amortizes the asset related to the contract cost on the same basis as the recognition of the revenue of the goods orservices related to the asset, and includes it in the profit or cost for the current period.
If the carrying amount of the asset related to the contract cost is higher than the remaining consideration expected to be obtaineddue to the transfer of the goods or services related to the asset less the estimated cost, then the Company makes a provision forimpairment of the excess and recognizes it as an impairment loss for the asset. If the impairment factors for prior periods have changedafterwards so that the remaining consideration expected to be obtained due to the transfer of the goods or services related to the assetless the estimated cost is higher than the carrying amount of the asset, then the Company reverses the provision for impairmentoriginally made and include it in the profit or loss for the current period, provided that the carrying amount after reversal shall notexceed the carrying amount the asset would have reached on the date of reversal had the provision for impairment been not made.
26. Government grants
1. Government grants are recognized if (1) the Company meets the conditions attaching to the government grants; and (2) theCompany will receive the government grants. If a government grant is in the form of a transfer of a monetary asset, the item is measuredat the amount received or receivable. If a government grant is in the form of a transfer of a non-monetary asset, the item is measuredat fair value. If fair value is not reliably determinable, the item is measured at a nominal amount.
2. Determination and accounting treatment of government grants related to assets
Government grants related to assets are government grants which are offered for purchasing, constructing or otherwise acquiringlong-term assets as provided by the applicable government documents, or in the absence of such express provision in the applicablegovernment documents, government grants whose primary condition is that the Company should purchase, construct or otherwiseacquire long-term assets. The government grants related to assets are offset against the carrying value of the related assets or recognizedas deferred income. Government grants related to assets recognized as deferred income are included in profit or loss over the servicelife of the relevant assets on a reasonable and systemic basis. Government grants measured at nominal amount are directly recognizedin profit or loss for the current period. In case of sale, transfer, retirement or damage of the relevant assets before the end of intended
service life, the balance of the unallocated deferred income is transferred to profit or loss for the period in which the assets are disposedof.
3. Determination and accounting treatment of government grants related to income
Government grants related to income are government grants other than those related to assets. Government grants related to bothassets and income in which it is difficult to make a distinction between the portion related to assets and the portion related to incomeare wholly classified as government grants related to income.Government grants related to income as compensation for expenses or losses to be incurred in subsequent periods are recognizedas deferred income and in the period for recognizing the relevant costs, expenses or losses, included in profit or loss for the currentperiod or offset against the relevant costs. Government grants related to income as compensation for expenses or losses already incurredare directly included in profit or loss for the current period or offset against the relevant costs.
4. Government grants related to day-to-day operations of the Company are recognized in other income or offset against the relevantcosts and expenses depending on the nature of economic business. Government grants not related to day-to-day operations of theCompany are recognized in non-operating revenues or expenses.
5. Accounting treatment of policy preferential loans and interest subsidies
(1) If the Ministry of Finance appropriates the interest subsidies to the lending bank, and then the lending bank offers a loan to theCompany at the policy-based preferential interest rate, the Company recognizes the loan amount actually received as the recordedamount of the loan, and calculates the borrowing costs according to the loan principal and such policy-based preferential interest rate.
(2) If the Ministry of Finance directly appropriates the interest subsidies to the Company, the Company offsets the correspondinginterest subsidy against the related borrowing costs.
27. Deferred tax assets / deferred tax liabilities
1. The difference between the tax base of an asset or liability and its carrying value (or in case of an item not recognized as assetor liability whose tax base can be determined according to the applicable tax law, the difference between its tax base and carryingvalue), is recognized as a deferred tax asset or deferred tax liability according to the tax rate applicable to the period in which the assetor liability is expected to be recovered or settled.
2. Deferred income tax assets are recognized to the extent of the amount of income tax payable that will be available in futureperiods against which deductible temporary differences are deductible. At the balance sheet date, deferred tax assets not recognized inprior periods are recognized if there’s conclusive evidence that it is probable that sufficient taxable income will be available in futureperiods against which the deductible temporary differences are deductible.
3. At the balance sheet date, the carrying value of a deferred tax asset is reviewed. The Company reduces the carrying value of adeferred tax asset to the extent that it is no longer probable that sufficient taxable income will be available in future periods to allowthe benefit of the deferred tax asset to be utilized. Any such reduction in amount is reversed to the extent that it becomes probable thatsufficient taxable income will be available.
4. Current and deferred tax of the Company is recognized as income or an expense and included in profit or loss for the currentperiod, except to the extent that the tax arises from: (1) business merger; or (2) a transaction or event which is recognized directly inowner’s equity.
5. When the following conditions are met at the same time, the Company will present the net amount of deferred income tax assetsand deferred income tax liabilities after offset: (1) It has the legal right to settle current income tax assets and current income taxliabilities on a net basis; (2) deferred income tax assets and deferred income tax liabilities are related to income taxes levied by thesame tax authority on the same taxpayer or related to different taxpayers, provided that during the period in which each of the futurematerial deferred income tax assets and deferred income tax liability is reversed, the taxpayer involved intends to net the current incometax assets and current income tax liabilities, or acquire assets and settle debts at the same time.
28. Lease
(1) The Company as lessee
At the commencement date of the lease term, the Company recognizes a lease with a lease term not more than 12 months thatinclude no purchase option as short-term lease; and a lease at lower value when the individually leased asset is brand-new as low-valueasset lease. If the Company subleases or expects to sublease the leased assets, the original lease is not recognized as a low-value assetlease.
For all short-term lease and low-value asset lease, the Company recognizes the lease payments in the cost of relevant assets orprofit or loss for the current period on a straight-line basis over the term of the relevant lease.
Except the above short-term leases and low-value asset leases subject to simplified treatment, the Company recognizes the rightof use assets and lease liabilities on the lease at the commencement date of the lease period.
(1) Right of use assets
The right of use asset is initially measured at cost, which includes: 1) the initially measured amount of the lease liability; 2) thelease payments made on or before the commencement date of the lease term less the amount related to lease incentives (if any); 3) theinitial direct costs incurred by the lessee; 4) the costs that the lessee expects to incur in order to dismantle and remove the leased asset,restore the site where the leased asset locates, or restore the leased asset to the condition agreed upon in the lease terms.
The Company depreciates the right of use asset on a straight-line basis. If it reasonably ensures that ownership of the leased assetswill be obtained at the expiry of the lease term, the Company will depreciate the leased assets over their remaining useful lives. If not,the Company will depreciate the leased asset over the shorter of the lease term or the remaining useful life of the leased asset.
(2) Lease liabilities
At the commence date of the lease term, the Company recognizes the present value of the outstanding lease payments as a leaseliability. When calculating the present value of lease payments, the interest rate in the lease is determined as the discount rate. If theinterest rate in the lease is unavailable, the Company’s incremental borrowing rate is determined as the discount rate. The differencebetween the lease payments and their present value is recognized as an unrecognized financing expense, with interest expensesrecognized at the discount rate used to recognize the present value of the lease payments and charged to profit or loss for the currentperiod over the term of the relevant lease. The variable lease payments not measured as the lease liability are recognized in profit orloss when they are actually incurred.After the commencement date of the lease term, when there is a change in the substantive fixed payments, the expected amountof payable for the guaranteed residual value, the index or rate used to determine the lease payments, or the evaluation result or actualexercise of the purchase option, renewal option or termination option, the Company will remeasure the lease liability at the presentvalue of the changed lease payments and adjusts the carrying amount of the right of use asset accordingly. If the carrying amount ofthe right of use asset has been reduced to nil but the lease liability still needs to be further reduced, the remaining amount will berecognized in profit or loss for the current period.
(2) The Company as lessor
At the commencement date of the lease term, the Company classifies a lease as finance lease whenever the terms of the leasetransfer substantially all the risks and rewards of ownership to the lessee, and all other leases as operating leases.
The Company recognizes lease receipts as rental income on a straight-line basis over the term of the relevant lease, with initialdirect costs incurred capitalized and apportioned on the same basis of recognizing rental income to include in profit or loss for thecurrent period separately. Variable lease payments obtained by the Company relevant to operating leases that are not included in thelease receipts are recognized in profit or loss when they are actually incurred.
(1) Operating lease
The Company recognizes lease receipts as rental income on a straight-line basis over the term of the relevant lease, with initialdirect costs incurred capitalized and apportioned on the same basis of recognizing rental income to include in profit or loss for thecurrent period separately. Variable lease payments obtained by the Company relevant to operating leases that are not included in thelease receipts are recognized in profit or loss when they are actually incurred.
(2) Finance lease
On the commencement date of the lease period, the Company recognizes the finance lease payments receivable in accordancewith the net lease investment (sum of the unguaranteed balance and the lease payment not received on the commencement date of thelease period based on the present value discounted at the inherent interest rate of the lease), and derecognizes the finance lease assets.At each phase of the lease period, the Company calculates and recognizes the interest income at the inherent interest rate of the lease.
The amount of variable lease payments obtained by the Company that are not accrued to the measurement of net lease investmentis accrued to the current profit and loss when actually incurred.
29. Other significant accounting policies and accounting estimates
Customer credit policy
The accounting for customer credits requires an estimate of the fair value and the time and possibility of use of credits. Valuationand recording of customer credits require judgment and estimation. If the result of re-estimation is different from the current estimation,such difference will affect the carrying value of contract liabilities for the period in which the estimation is changed.
30. Changes in significant accounting policies and accounting estimates
(1) Changes in significant accounting policies
?Applicable □N/A
In RMB
| Content and reason of changes in accounting policies | Item significantly affected | Amount affected |
| Since January 1, 2023, the Company has adopted the provisions contained in the Interpretation of the Accounting Standards for Business Enterprises No. 16 issued by the Ministry of Finance, regarding the “accounting treatment of deferred taxes related to assets and liabilities arising from single transactions to which the initial recognition exemption does not apply”. | See Note |
Note: Effect of adoption of the Interpretation of the Accounting Standards for Business Enterprises No. 16:
Since January 1, 2023, we have adopted the provisions contained in the Interpretation of the Accounting Standards for BusinessEnterprises No. 16 issued by the Ministry of Finance, regarding the “accounting treatment of deferred taxes related to assets andliabilities arising from single transactions to which the initial recognition exemption does not apply”, and adjusted the singletransactions to which such provisions apply that occurred during the period from the beginning of the earliest period in which weadopted such provisions in the presentation of its financial statements for the first time, till the date of initial adoption of such provisions
as follows: with respect to the taxable temporary difference and deductible temporary differences arising from lease liabilities andright-of-use assets, provisions related to retirement obligations and corresponding assets recognized in connection with the singletransactions to which such provisions apply, at the beginning of the earliest period in which we adopted such provisions in thepresentation of its financial statements for the first time, the cumulative effect is treated as an adjustment to the opening retainedearnings and other related financial statement items for that period in accordance with such provisions and the provisions of theAccounting Standards for Business Enterprises No. 18 “Income Tax”. The table shows the specific adjustments:
| Item significantly affected | Amount affected | Remark |
| Items of the balance sheet at December 31, 2022 | ||
| Deferred tax assets | 6,782.33 | |
| Deferred tax liabilities | 227,428.11 | |
| Undistributed profits | -220,645.78 | |
| Items of the income statement for the year ended December 31, 2022 | ||
| Income tax expenses | -47,210.10 |
(2) Changes in significant accounting estimates
□Applicable ?N/A
(3) Adjustments to related financial statement items for the period in which the new accounting standards were adopted forthe first time since 2023
□Applicable ?N/A
VI. Taxes
1. Major categories of taxes and tax rates
| Tax type | Taxation basis | Tax rate |
| VAT | VAT payable is the output tax based on the sales of goods and taxable labor income calculated pursuant to the tax law, net of the input tax that is allowed to be deducted in the current period. | 13%, 9%, 5%, 6%, 3% |
| Consumption tax | Taxable sales turnover (volume) | 5% |
| Urban maintenance and construction tax | Actually paid turnover tax | 7%, 5% |
| Enterprise income tax | Taxable income | Tax exemption, 8.25%, 15%, 16.5%, 25% |
| Cultural program expenditure | Taxable service income stipulated by the tax law | 1.5% |
| Property tax | If it is levied on an ad valorem basis, the tax is calculated as 1.2% of the remaining value after being deducted 20% of the original value of the property; if it is levied subject to rent, the tax is calculated as 12% of the rental income. | 1.2%, 12% |
| Education surcharges | Actually paid turnover tax | 3% |
| Local education surcharges | Actually paid turnover tax | 2% |
Disclosure of taxpayers with different rates of enterprise income tax:
| Taxpayer | Rate of enterprise income tax |
| Happigo Co., Ltd. | Tax exemption |
| Happy Sunshine | Tax exemption |
| Mango Studios Culture Co., Ltd. (“Mango Studios”) | Tax exemption |
| Hunan Mango Entertainment Co., Ltd. (“Mango Entertainment”) | Tax exemption |
| Hunan Happy Mango Fun Technology Co., Ltd. | Tax exemption |
| Hunan E.E. Media Film and Television Production Co. Ltd. | Tax exemption |
| Hunan Golden Eagle Cartoon Media Co., Ltd. (“Golden Eagle Cartoon”) | Tax exemption |
| Hainan E.E. Media Co. Ltd. | 15% |
| Happy Sunshine Xingmang Interactive Entertainment Media Co., Ltd. | 15% |
| Xiaomang E-commerce Co., Ltd. | 15% |
| Hunan Maiji Park Cultural Development Co., Ltd. | 5% |
| Dameiren Global Trading Co., Limited | 8.25%, 16.5% |
| Mgtv.com (Hong Kong) Media Company Limited | 8.25%, 16.5% |
| Other taxpayers not listed above | 25% |
2. Tax incentives
1. Happy Sunshine, Mango Studios, Mango Entertainment, Hunan Happy Mango Fun Technology Co., Ltd., Hunan E.E. MediaFilm and Television Production Co. Ltd., Happigo and Golden Eagle Cartoon are enterprises transformed from cultural publicinstitutions with for-profit operations approved by the Ministry of Finance and the State Administration of Taxation. In accordancewith the Notice of Continuing Implementing Several Tax Policies for the Transformation of Cultural Public Institutions with For-ProfitOperations into Enterprises During the Cultural System Reform jointly released by the Ministry of Finance, the State Administrationof Taxation, and the Publicity Department of the CPC Central Committee (Cai Shui [2019] No. 16) in February 2019, culturalenterprises transformed are qualified to be exempt from enterprise income tax within five years from January 1, 2019. This period isthe fifth year of exempting from enterprise income tax.
2. Pursuant to the List of the Second Batch of High and New Technology Enterprises Recognized and Filed by the RecognitionAuthority of Hunan Province in 2023 jointly issued by the Office of the National Leading Group for Recognition Management of Highand New Technology Enterprises and the Hunan Provincial Department of Science and Technology, Xiaomang E-commerce Co., Ltd.was recognized as a high and new technology enterprise with a term of three years (Certificate No.: GR202343005636), and thereforeis subject to a reduced enterprise income tax rate of 15% applicable to high and new technology enterprises from 2023 to 2025.
3. Pursuant to the List of the First Batch of High and New Technology Enterprises Recognized and Filed by the RecognitionAuthority of Hunan Province in 2022 issued by the Office of the National Leading Group for Recognition Management of High andNew Technology Enterprises, Happy Sunshine was recognized as a high and new technology enterprise with a term of three years(Certificate No.: GR202243000815), and therefore is subject to a reduced enterprise income tax rate of 15% applicable to high andnew technology enterprises from 2022 to 2024.
4. Pursuant to the Notice on the Preferential Enterprise Income Tax Policy for the Hainan Free Trade Port jointly released by theMinistry of Finance and the State Administration of Taxation (Cai Shui [2020] No. 31), the encouraged enterprises registered andactually operating at the Hainan Free Trade Port are subject to a reduced enterprise income tax rate of 15% from January 1, 2020 tillDecember 31, 2024. Happy Sunshine Xingmang Interactive Entertainment Media Co., Ltd. and Hainan E.E. Media Co. Ltd. met suchconditions, and therefore enjoyed such preferential enterprise income tax policy in 2023.
5. As stipulated by the Announcement of the General Administration of Taxation of the Ministry of Finance on Related TaxPolicies for Further Supporting the Development of SMEs and Private Businesses (Announcement No. 12 of the GeneralAdministration of Taxation of the Ministry of Finance, 2023), from January 1, 2023 to December 31, 2027, taxable incomes of SMEsshall be reduced to 25%, and enterprise income taxes shall be levied at a rate of 20%. Hunan Maiji Park Cultural Development Co.,Ltd. is entitled the above preferential enterprise income tax policy for the period.
6. Pursuant to the Announcement of the Ministry of Finance and the State Administration of Taxation on Further Clarifying theValue-added Tax Reduction and Exemption and Other Policies for Small-scale Value-added Tax Payers (Announcement of theMinistry of Finance and the State Administration of Taxation [2023] No. 1), taxpayer engaged in producer services are permitted todeduct their taxable income by an amount equal to 105% of their deductible input tax for the current period, and taxpayer engaged inlife services are permitted to deduct their taxable income by an amount equal to 110% of their deductible input tax for the currentperiod from January 1, 2023 till December 31, 2023.
7. In accordance with the Notice of the Ministry of Finance on Relevant Policies on Adjusting Certain Government-ManagedFunds (Cai Shui [2019] No. 46), from July 1, 2019 to December 31, 2024, development fees for cultural undertakings attributable tothe Central Treasury shall be reduced at 50% of the taxable income paid by the taxpayer. In accordance with the Notice of HuananProvincial Department of Finance on Relevant Policies on Adjusting Development Fees for Cultural Undertakings (Xiang Cai Zong(2019) No. 11), from July 1, 2019 to December 31, 2024, local enterprises and institutions and individuals can pay the developmentfees for cultural undertakings under a reduction rate of 50%.VII. Notes to Items in the Consolidated Financial Statements
1. Cash and bank balances
In RMB
| Item | Closing balance | Opening balance |
| Cash on hand | 34,083.85 | 88,009.61 |
| Bank deposits | 11,857,589,366.06 | 10,345,526,756.10 |
| Other monetary capital | 24,584,807.69 | 24,067,334.48 |
| Total | 11,882,208,257.60 | 10,369,682,100.19 |
Other information:
Among the closing balance of bank deposits, RMB12,942,129.82 was frozen due to litigation, and RMB954,663.47 was securitydeposits, the use of which was restricted.
Among the closing balance of other monetary capital, RMB995,119.88 was third-party platform deposits, the use of which was
restricted.
2. Held-for-trading financial assets
In RMB
| Item | Closing balance | Opening balance |
| Financial assets measured at fair value with any changes accrued to the current profits and losses | 1,052,000,000.00 | 2,695,000,000.00 |
| Incl.: | ||
| Finance products | 1,052,000,000.00 | 2,695,000,000.00 |
| Incl.: | ||
| Total | 1,052,000,000.00 | 2,695,000,000.00 |
Other information:
3. Notes receivable
(1) Presentation of notes receivable by category
In RMB
| Item | Closing balance | Opening balance |
| Banker’s acceptance bills | 34,920,000.00 | 1,374,099,617.12 |
| Commercial acceptance bills | 50,439,883.64 | |
| Total | 34,920,000.00 | 1,424,539,500.76 |
(2) Presentation by method of recognition of provision for bad debts
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Incl.: | ||||||||||
| Notes receivable for which the provision for bad debts were made by group | 34,920,000.00 | 100.00% | 34,920,000.00 | 1,424,562,652.53 | 100.00% | 23,151.77 | 0.01% | 1,424,539,500.76 | ||
| Incl.: | ||||||||||
| Banker’s acceptance bills | 34,920,000.00 | 100.00% | 34,920,000.00 | 1,374,099,617.12 | 96.46% | 1,374,099,617.12 | ||||
| Commercial acceptance bills | 50,463,035.41 | 3.54% | 23,151.77 | 0.05% | 50,439,883.64 | |||||
| Total | 34,920,000.00 | 100.00% | 34,920,000.00 | 1,424,562,652.53 | 100.00% | 23,151.77 | 0.01% | 1,424,539,500.76 | ||
Provisions for bad debts made by group:
In RMB
| Item | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Group of banker’s acceptance bills | 34,920,000.00 | ||
| Total | 34,920,000.00 | ||
Description of basis for determining the group:
Provisions for bad debts made for notes receivable in accordance with the general model of expected credit losses (“ECL”):
□Applicable ?N/A
(3) Provisions, recovery or reversal of bad debts for the current period
Provision for bad debts made for the current period:
In RMB
| Category | Opening balance | Changes for the current period | Closing balance | |||
| Provision | Recovery or reversal | Write-off | Others | |||
| Provision for bad debts by group | 23,151.77 | -23,151.77 | ||||
| Total | 23,151.77 | -23,151.77 | ||||
Significant recovery or reversal of bad debt provision for the current period:
□Applicable ?N/A
(4) Notes receivable already endorsed or discounted but not yet become due at the balance sheet date
In RMB
| Item | Balance derecognized at the end of the period | Balance not derecognized at the end of the period |
| Banker’s acceptance bills | 34,920,000.00 | |
| Total | 34,920,000.00 |
4. Accounts receivable
(1) Presentation by aging
In RMB
| Aging | Opening book balance | Closing book balance |
| Within 1 year (inclusive) | 2,943,842,242.71 | 2,673,410,461.03 |
| 1-2 years | 397,974,645.55 | 312,602,330.35 |
| 2-3 years | 148,659,620.53 | 253,671,558.04 |
| Over 3 years | 372,906,782.88 | 300,450,173.44 |
| 3-4 years | 176,552,081.76 | 246,115,723.72 |
| 4-5 years | 147,583,365.37 | 37,994,170.59 |
| Over 5 years | 48,771,335.75 | 16,340,279.13 |
| Total | 3,863,383,291.67 | 3,540,134,522.86 |
(2) Presentation by method of recognition of provision for bad debts
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Accounts receivable for which the provision for bad debts are made individually | 81,268,801.50 | 2.10% | 64,684,124.95 | 79.59% | 16,584,676.55 | 83,744,634.94 | 2.37% | 66,739,958.39 | 79.69% | 17,004,676.55 |
| Incl.: | ||||||||||
| Accounts receivable for which the provision for bad debts are made by group | 3,782,114,490.17 | 97.90% | 302,175,796.57 | 7.99% | 3,479,938,693.60 | 3,456,389,887.92 | 97.63% | 233,959,524.07 | 6.77% | 3,222,430,363.85 |
| Incl.: | ||||||||||
| Total | 3,863,383,291.67 | 100.00% | 366,859,921.52 | 9.50% | 3,496,523,370.15 | 3,540,134,522.86 | 100.00% | 300,699,482.46 | 8.49% | 3,239,435,040.40 |
Provisions for bad debts made individually: RMB64,684,124.95
In RMB
| Name | Opening balance | Closing balance | ||||
| Book balance | Bad debt provision | Book balance | Bad debt provision | Proportion | Reason for provisions | |
| The first | 23,383,374.87 | 16,777,045.64 | 23,383,374.87 | 16,777,045.64 | 71.75% | Likely to be non-recoverable |
| The second | 11,755,050.00 | 3,526,515.00 | 11,155,050.00 | 3,346,515.00 | 30.00% | Likely to be non- |
| recoverable | ||||||
| The third | 10,786,000.00 | 10,786,000.00 | 10,786,000.00 | 10,786,000.00 | 100.00% | Expected to be non-recoverable |
| Others | 37,820,210.07 | 35,650,397.75 | 35,944,376.63 | 33,774,564.31 | 93.96% | Likely to be non-recoverable |
| Total | 83,744,634.94 | 66,739,958.39 | 81,268,801.50 | 64,684,124.95 | -- |
Provisions for bad debts made by group: RMB302,175,796.57
In RMB
| Name | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Aging group | 2,965,806,985.22 | 302,175,796.57 | 10.19% |
| Group of receivables from related parties controlled by the same actual controller | 816,307,504.95 | ||
| Total | 3,782,114,490.17 | 302,175,796.57 | |
Description of basis for determining the group:
Provisions for bad debts made for notes receivable in accordance with the general model of ECL:
□Applicable ?N/A
(3) Provisions, recovery or reversal of bad debts for the current period
Provisions for bad debts made for the current period
In RMB
| Category | Opening balance | Changes for the current period | Closing balance | |||
| Provision | Recovery or reversal | Write-off | Others | |||
| Provisions for bad debts made individually | 66,739,958.39 | 192,870.14 | 2,248,703.58 | 64,684,124.95 | ||
| Provisions for bad debts made by group | 233,959,524.07 | 68,216,272.50 | 302,175,796.57 | |||
| Total | 300,699,482.46 | 68,409,142.64 | 2,248,703.58 | 366,859,921.52 | ||
Significant recovery or reversal of bad debt provision for the current period:
In RMB
| Entity | Amount of recovery or reversal | Reason for recovery | Method of recovery | Basis for determining the proportion of provision for bad debts and its reasonableness |
No significant provision for bad debts was recovered or reversal in the current period.
(4) Accounts receivable actually written off for the current period
In RMB
| Item | Write-off amount |
Information of significant accounts receivable that are written off:
In RMB
| Entity | Nature of accounts receivable | Write-off amount | Reason for write-off | Write-off procedures performed | Whether the amount arises from related-party transactions |
Description of write-off of accounts receivable:
No accounts receivable was actually written off in the current period.
(5) Top five closing balances of accounts receivable and contract assets categorized by debtor
In RMB
| Entity | Closing balance of accounts receivable | Closing balance of contract assets | Total closing balance of accounts receivable and | Proportion of total closing balance of accounts receivable and | Closing balance of provisions for bad debts |
| contract assets | contract assets | ||||
| The first | 407,019,813.68 | 453,681,820.30 | 860,701,633.98 | 18.11% | 43,129,770.17 |
| The second | 379,464,569.15 | 379,464,569.15 | 7.98% | ||
| The third | 333,165,220.54 | 333,165,220.54 | 7.01% | 16,658,261.03 | |
| The fourth | 264,411,329.80 | 264,411,329.80 | 5.56% | 14,220,566.49 | |
| The fifth | 192,697,344.54 | 192,697,344.54 | 4.05% | ||
| Total | 1,576,758,277.71 | 453,681,820.30 | 2,030,440,098.01 | 42.71% | 74,008,597.69 |
5. Contract assets
(1) Details of contract assets
In RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |
| Operator business | 890,102,310.00 | 51,410,460.86 | 838,691,849.14 | 984,299,576.93 | 54,895,640.42 | 929,403,936.51 |
| total | 890,102,310.00 | 51,410,460.86 | 838,691,849.14 | 984,299,576.93 | 54,895,640.42 | 929,403,936.51 |
(2) Presentation by method of recognition of provision for bad debts
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Incl.: | ||||||||||
| Provision for bad debts made by group | 890,102,310.00 | 100.00% | 51,410,460.86 | 5.78% | 838,691,849.14 | 984,299,576.93 | 100.00% | 54,895,640.42 | 5.58% | 929,403,936.51 |
| Incl.: | ||||||||||
| Total | 890,102,310.00 | 100.00% | 51,410,460.86 | 5.78% | 838,691,849.14 | 984,299,576.93 | 100.00% | 54,895,640.42 | 5.58% | 929,403,936.51 |
Total amount of provision for bad debts made by group: RMB51,410,460.86.
In RMB
| Item | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Group of operator business | 890,102,310.00 | 51,410,460.86 | 5.78% |
| Total | 890,102,310.00 | 51,410,460.86 | |
Description of basis for determining the group:
Provisions for bad debts made in accordance with the general model of ECL:
□Applicable ?N/A
(3) Provisions, recovery or reversal of bad debts for the current period
In RMB
| Item | Provision | Recovery or reversal | Write-off | Reason |
| Provision for bad debts made by group | -3,485,179.56 | |||
| Total | -3,485,179.56 | - |
Significant recovery or reversal of bad debt provision for the current period:
In RMB
| Entity | Amount of recovery or reversal | Reason for recovery | Method of recovery | Basis for determining the proportion of provision for bad debts and its reasonableness |
Other information:
(4) Accounts receivable actually written off for the current period
In RMB
| Item | Write-off amount |
Information of significant accounts receivable that are written off:
In RMB
| Entity | Nature of accounts receivable | Write-off amount | Reason for write-off | Write-off procedures performed | Whether the amount arises from related-party transactions |
Description of write-off of accounts receivable:
No contract asset was actually written off in the current period.Other information:
6. Accounts receivable financing
(1) Presentation of accounts receivable financing by category
In RMB
| Item | Closing balance | Opening balance |
| Banker’s acceptance bills | 690,394,858.57 | 49,054,442.19 |
| Letters of credit | 8,000,000.00 | |
| Total | 698,394,858.57 | 49,054,442.19 |
(2) Presentation by method of recognition of provision for bad debts
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Incl.: | ||||||||||
| Provision for bad debts made by group | 698,394,858.57 | 100.00% | 698,394,858.57 | 49,054,442.19 | 100.00% | 49,054,442.19 | ||||
| Incl.: | ||||||||||
| Total | 698,394,858.57 | 100.00% | 698,394,858.57 | 49,054,442.19 | 100.00% | 49,054,442.19 | ||||
Total amount of provision for bad debts made by group: Nil.
| Item | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Provision for bad debts made by group | 698,394,858.57 | ||
| Total | 698,394,858.57 | ||
Description of basis for determining the group:
Provisions for bad debts made in accordance with the general model of ECL:
In RMB
| Bad debt provision | Stage I | Stage II | Stage III | Total |
| Future 12-month ECL | Lifetime ECL (without credit impairment) | Lifetime ECL (with credit impairment) | ||
| Balance at January 1, 2023 in the current period: |
Basis for determination of stages and proportion of provision for bad debts:
Changes in book balance whose loss allowance changed significantly in the current period:
(3) Accounts receivable financing already endorsed or discounted but not yet become due at the balance sheetdate
In RMB
| Item | Balance derecognized at the end of the period | Balance not derecognized at the end of the period |
| Banker’s acceptance bills | 583,906,273.61 | |
| Letters of credit | 271,949,741.00 | |
| Total | 855,856,014.61 |
7. Other receivables
In RMB
| Item | Closing balance | Opening balance |
| Other receivables | 47,852,640.07 | 57,117,565.37 |
| Total | 47,852,640.07 | 57,117,565.37 |
(1) Other receivables
1) Classification of other receivables by nature
In RMB
| Nature | Closing book balance | Opening book balance |
| Security deposit | 19,318,333.70 | 36,034,726.83 |
| Amount due to or from related parties | 5,196,090.37 | 6,476,459.35 |
| Suspense payments receivable | 2,490,337.84 | 4,223,880.28 |
| Petty cash | 9,418,011.24 | 8,481,654.54 |
| Receivables and payables | 24,349,805.30 | 13,444,936.71 |
| Total | 60,772,578.45 | 68,661,657.71 |
2) Presentation by aging
In RMB
| Aging | Closing book balance | Opening book balance |
| Within 1 year (inclusive) | 29,587,160.90 | 38,308,635.19 |
| 1-2 years | 6,355,747.68 | 5,999,901.68 |
| 2-3 years | 5,244,596.68 | 8,340,533.84 |
| Over 3 years | 19,585,073.19 | 16,012,587.00 |
| 3-4 years | 6,159,143.40 | 3,872,664.29 |
| 4-5 years | 1,515,668.57 | 7,395,551.78 |
| Over 5 years | 11,910,261.22 | 4,744,370.93 |
| Total | 60,772,578.45 | 68,661,657.71 |
3) Presentation by method of recognition of provision for bad debts
?Applicable □N/A
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Provision for bad debts made individually | 9,913,746.23 | 16.31% | 8,986,473.20 | 90.65% | 927,273.03 | 9,164,635.72 | 13.35% | 8,237,362.69 | 89.88% | 927,273.03 |
| Incl.: | ||||||||||
| Provision for bad debts made by group | 50,858,832.22 | 83.69% | 3,933,4 | 7.73% | 46,925,367.04 | 59,497,02 | 86.65% | 3,306,7 | 5.56% | 56,190,292. |
| 65.18 | 1.99 | 29.65 | 34 | |||||||
| Incl.: | ||||||||||
| Total | 60,772,578.45 | 100.00% | 12,919,938.38 | 21.26% | 47,852,640.07 | 68,661,657.71 | 100.00% | 11,544,092.34 | 16.81% | 57,117,565.37 |
Provisions for bad debts made individually: RMB8,986,473.20.
In RMB
| Name | Opening balance | Closing balance | ||||
| Book balance | Bad debt provision | Book balance | Bad debt provision | Proportion | Reason for provisions | |
| Provision for bad debts made individually | 9,164,635.72 | 8,237,362.69 | 9,913,746.23 | 8,986,473.20 | 90.65% | Likely to be non-recoverable |
| Total | 9,164,635.72 | 8,237,362.69 | 9,913,746.23 | 8,986,473.20 | -- | |
Provisions for bad debts made by group: RMB3,933,465.18.
In RMB
| Name | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Group of receivables from related parties controlled by the same actual controller | 3,166,325.68 | ||
| Group of security deposits receivable | 18,789,813.71 | ||
| Aging group | 28,902,692.83 | 3,933,465.18 | 13.61% |
| Total | 50,858,832.22 | 3,933,465.18 | |
Description of basis for determining the group:
Provisions for bad debts made in accordance with the general model of ECL:
In RMB
| Provisions for bad debts | Stage I | Stage II | Stage III | Total |
| Future 12-month ECL | Lifetime ECL (without credit impairment) | Lifetime ECL (with credit impairment) | ||
| Balance as at January 1, 2023 | 523,940.68 | 122,362.25 | 10,897,789.41 | 11,544,092.34 |
| Balance as at January 1, 2023 in the current period | ||||
| -- Stage II | -105,903.09 | 105,903.09 | ||
| -- Stage III | -50,301.32 | 50,301.32 | ||
| Current provision | 594,006.97 | -69,564.92 | 874,726.24 | 1,399,168.29 |
| Current write-off | 23,322.25 | 23,322.25 | ||
| Balance as at December 31, 2023 | 1,012,044.56 | 108,399.10 | 11,799,494.72 | 12,919,938.38 |
Basis for determination of stages and proportion of provision for bad debts:
Changes in book balance whose loss allowance changed significantly in the current period:
□Applicable ?N/A
4) Provisions, recovery or reversal of bad debts for the period
Provision for bad debts made for the current period:
In RMB
| Category | Opening balance | Changes for the current period | Closing balance | |||
| Provision | Recovery or reversal | Write-off | Others | |||
| Provisions for bad debts | 11,544,092.34 | 1,399,168.29 | 23,322.25 | 12,919,938.38 | ||
| Total | 11,544,092.34 | 1,399,168.29 | 23,322.25 | 12,919,938.38 | ||
Including significant amounts recovered or reversed from the current provision for bad debts:
In RMB
| Entity | Amount of recovery or reversal | Reason for recovery | Method of recovery | Basis for determining the proportion of provision for bad debts and its reasonableness |
No significant provision for bad debts was recovered or reversal in the current period.
5) Other receivables actually written off for the period
In RMB
| Item | Write-off amount |
| Other receivables | 23,322.25 |
Descriptions of significant other receivables that are written off:
In RMB
| Entity | Nature of other receivables | Write-off amount | Reasons for write-off | Write-off procedures performed | Whether the payments were generated from related-party transactions |
Descriptions of write-off of other receivables:
6) Top five closing balances of other receivables categorized by debtor
In RMB
| Entity | Nature | Closing balance | Aging | Proportion in total closing balance of other receivables | Closing balance of provisions for bad debts |
| The first | Receivables and payables | 8,546,713.60 | Within 1 year | 14.06% | 427,335.68 |
| The second | Amount due to or from related parties | 2,029,764.69 | Over 5 years | 3.34% | 2,029,764.69 |
| The third | Receivables and payables | 2,000,000.00 | 1-2 years | 3.29% | 200,000.00 |
| The fourth | Security deposit | 2,000,000.00 | Within 1 year | 3.29% | |
| The fifth | Receivables and payables | 1,746,310.20 | Within 1 year | 2.87% | 87,315.51 |
| Total | 16,322,788.49 | 26.85% | 2,744,415.88 |
8. Prepayments
(1) Presentation of prepayments by aging
In RMB
| Aging | Closing balance | Opening balance | ||
| Amount | Percentage | Amount | Percentage | |
| Within 1 year | 703,944,332.23 | 69.24% | 1,121,304,181.75 | 67.49% |
| 1-2 years | 116,269,839.01 | 11.44% | 446,355,580.68 | 26.87% |
| 2-3 years | 174,573,702.88 | 17.17% | 14,407,355.13 | 0.87% |
| Over 3 years | 21,876,500.06 | 2.15% | 79,323,028.73 | 4.77% |
| Total | 1,016,664,374.18 | 1,661,390,146.29 | ||
Reasons for overdue settlement of prepayments with significant amounts and aged more than 1 year:
| Entity | Closing balance | Reasons for unsettlement |
| The first | 58,653,586.43 | Prepayments for copyrights, pending broadcasting |
| The second | 49,999,516.00 | Undelivered goods |
| The third | 31,733,651.04 | Prepayments for copyrights, pending broadcasting |
| Sub-total | 140,386,753.47 |
(2) Top five closing balances of prepayments categorized by receivers
| Entity | Book balance | Proportion to total prepayments (%) |
| The first | 99,622,641.47 | 8.71 |
| The second | 84,528,302.21 | 7.39 |
| The third | 59,207,547.14 | 5.18 |
| The fourth | 59,113,207.92 | 5.17 |
| The fifth | 58,653,586.43 | 5.13 |
| Sub-total | 361,125,285.17 | 31.58 |
Other information:
9. Inventories
Did the Company need to comply with the disclosure requirements on the real estate industry?No
(1) Categories of inventories
In RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Provision for decline in value of inventories or for impairment of contract performance costs | Carrying value | Book balance | Provision for decline in value of inventories or for impairment of contract performance costs | Carrying value | |
| Raw materials | 70,747,527.56 | 70,747,527.56 | 110,454,024.29 | 110,454,024.29 | ||
| Work in process | 760,533,375.34 | 760,533,375.34 | 756,888,334.48 | 756,888,334.48 | ||
| Goods on hand | 1,023,495,995.75 | 152,362,654.35 | 871,133,341.40 | 829,494,139.87 | 140,737,871.18 | 688,756,268.69 |
| Turnover materials | 807,117.72 | 41,751.25 | 765,366.47 | 863,306.85 | 41,751.25 | 821,555.60 |
| Goods upon delivery | 14,256,078.56 | 14,256,078.56 | 51,898,680.10 | 51,898,680.10 | ||
| Total | 1,869,840,094.93 | 152,404,405.60 | 1,717,435,689.33 | 1,749,598,485.59 | 140,779,622.43 | 1,608,818,863.16 |
(2) Provision for decline in value of inventories and for impairment of contract performance costs
In RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||
| Provision | Others | Reversal or write-off | Others | |||
| Work in process | 140,737,871.18 | 16,104,442.05 | 4,479,658.88 | 152,362,654.35 | ||
| Goods on hand | 41,751.25 | 41,751.25 | ||||
| Total | 140,779,622.43 | 16,104,442.05 | 4,479,658.88 | 152,404,405.60 | ||
As to the Company’s products directly used for sale, the net realizable value was recognized by: the estimated selling price of theinventory minus the estimated selling expenses and relevant taxes. External sales have been realized with respect to the current write-off of provision for decline in value of inventories.Provision for decline in value of inventories made by group:
In RMB
| Name of group | End of the current period | Beginning of the current period | ||||
| Closing balance | Provision for decline | Proportion | Opening balance | Provision for decline | Proportion | |
Criteria for provision for decline in value of inventories made by group:
10. Non-current assets due within one year
In RMB
| Item | Closing balance | Opening balance |
(1) Debt investments due within one year
□Applicable ?N/A
(2) Other debt investments due within one year
□Applicable ?N/A
11. Other current assets
In RMB
| Item | Closing balance | Opening balance |
| Prepayments for Internet access cooperation | 7,628,577.66 | 13,696,428.21 |
| Input VAT to be deducted | 115,296,910.67 | 83,150,519.10 |
| Others | 7,252,743.79 | 16,615,582.49 |
| Total | 130,178,232.12 | 113,462,529.80 |
Other information:
12. Long-term equity investments
In RMB
| Investee | Opening balance (carrying value) | Opening balance of provisions for impairment | Increase or decrease for the period | Closing balance (carrying value) | Closing balance of provision for diminution in value | |||||||
| Additional investment | Decreased investment | Investment profit or loss under equity method | Adjustment in other comprehensive income | Other equity changes | Declared cash dividends or profits | Provisions for impairment | Others | |||||
| I. Joint ventures | ||||||||||||
| II. Associates | ||||||||||||
| Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | 4,123,864.73 | 17,181,905.95 | -4,123,864.73 | 17,181,905.95 | ||||||||
| Sub-total | 4,123,864.73 | 17,181,905.95 | -4,123,864.73 | 17,181,905.95 | ||||||||
| Total | 4,123,864.73 | 17,181,905.95 | -4,123,864.73 | 17,181,905.95 | ||||||||
Recoverable amount determined based on fair value net of disposal cost:
□Applicable ?N/A
Recoverable amount determined based on present value of expected future cash flows:
□Applicable ?N/A
Reason of significant difference between the information set out above and the information used in prior year’s impairment assessmentor external information:
Reason of significant difference between the information used in prior year’s impairment assessment and the actual situation of thecurrent year:
Other information:
13. Investment properties
(1) Investment properties measured at cost
?Applicable □N/A
Unit: RMB
| Item | Buildings | Land use right | Construction in process | Total |
| I. Original carrying value: | ||||
| 1. Opening balance | 84,309,445.29 | 84,309,445.29 | ||
| 2. Increase in the current period | ||||
| (1) Purchase | ||||
| (2) Inventory/fixed assets/transfer from construction in progress | ||||
| (3) Increase due to business merger | ||||
| 3. Current decreases | ||||
| (1) Disposal | ||||
| (2) Other amounts transferred out | ||||
| 4. Closing balance | 84,309,445.29 | 84,309,445.29 | ||
| II. Accumulative depreciation and accumulative amortization | ||||
| 1. Opening balance | 928,411.69 | 928,411.69 | ||
| 2. Current increase | 2,296,981.37 | 2,296,981.37 | ||
| (1) Provision or amortization | 2,296,981.37 | 2,296,981.37 | ||
| 3. Current decreases | ||||
| (1) Disposal | ||||
| (2) Other amounts transferred out | ||||
| 4. Closing balance | 3,225,393.06 | 3,225,393.06 | ||
| III. Provision for impairment | ||||
| 1. Opening balance | ||||
| 2. Current increase | ||||
| (1) Provision | ||||
| 3. Current decreases | ||||
| (1) Disposal | ||||
| (2) Other amounts transferred out | ||||
| 4. Closing balance | ||||
| IV. Carrying value | ||||
| 1. Closing carrying value | 81,084,052.23 | 81,084,052.23 | ||
| 2. Opening carrying value | 83,381,033.60 | 83,381,033.60 |
Recoverable amount determined based on fair value net of disposal cost:
□Applicable ?N/A
Recoverable amount determined based on present value of expected future cash flows:
□Applicable ?N/A
Reason of significant difference between the information set out above and the information used in prior year’s impairment assessmentor external information:
Reason of significant difference between the information used in prior year’s impairment assessment and the actual situation of thecurrent year:
Other information:
(2) Investment properties measured at fair value
□Applicable ?N/A
14. Fixed assets
In RMB
| Item | Closing balance | Opening balance |
| Fixed assets | 142,419,568.37 | 173,715,579.21 |
| Total | 142,419,568.37 | 173,715,579.21 |
(1) Details of fixed assets
In RMB
| Item | Buildings | Machines and equipment | Electronic equipment, devices and furniture | Transportation equipment | Others | Total |
| I. Original carrying value: | ||||||
| 1. Opening balance | 58,268,091.66 | 328,859,161.06 | 309,321,735.99 | 18,299,945.31 | 11,000,000.00 | 725,748,934.02 |
| 2. Increase in the current period | 722,319.86 | 9,982,676.11 | 10,704,995.97 | |||
| (1) Purchase | 722,319.86 | 9,982,676.11 | 10,704,995.97 | |||
| (2) Transfer from construction in progress | ||||||
| (3) Increase due to business merger | ||||||
| 3. Decrease in the current period | 19,097,888.95 | 4,586,880.44 | 2,607,951.00 | 26,292,720.39 | ||
| (1) Disposal or retirement | 19,097,888.95 | 4,586,880.44 | 2,607,951.00 | 26,292,720.39 | ||
| 4. Closing balance | 58,268,091.66 | 310,483,591.97 | 314,717,531.66 | 15,691,994.31 | 11,000,000.00 | 710,161,209.60 |
| II. Accumulated depreciation | ||||||
| 1. Opening balance | 14,507,279.97 | 290,829,659.11 | 232,228,293.48 | 14,073,007.76 | 551,638,240.32 | |
| 2. Increase in the current period | 1,908,705.37 | 12,867,792.06 | 25,979,281.21 | 1,034,197.47 | 41,789,976.11 | |
| (1) Provision | 1,908,705.37 | 12,867,792.06 | 25,979,281.21 | 1,034,197.47 | 41,789,976.11 | |
| 3. Decrease in the current period | 19,086,373.11 | 4,517,763.12 | 2,477,553.46 | 26,081,689.69 | ||
| (1) Disposal or retirement | 19,086,373.11 | 4,517,763.12 | 2,477,553.46 | 26,081,689.69 | ||
| 4. Closing balance | 16,415,985.34 | 284,611,078.06 | 253,689,811.57 | 12,629,651.77 | 567,346,526.74 | |
| III. Provision for impairment |
| 1. Opening balance | 391,088.27 | 4,026.22 | 395,114.49 | |||
| 2. Increase in the current period | ||||||
| (1) Provision | ||||||
| 3. Decrease in the current period | ||||||
| (1) Disposal or retirement | ||||||
| 4. Closing balance | 391,088.27 | 4,026.22 | 395,114.49 | |||
| VI. Carrying value | ||||||
| 1. Closing balance | 41,852,106.32 | 25,481,425.64 | 61,023,693.87 | 3,062,342.54 | 11,000,000.00 | 142,419,568.37 |
| 2. Opening balance | 43,760,811.69 | 37,638,413.68 | 77,089,416.29 | 4,226,937.55 | 11,000,000.00 | 173,715,579.21 |
(2) Fixed assets leased out under operating lease
In RMB
| Item | Closing carrying value |
| Buildings | 22,478,413.02 |
15. Right-of-use assets
(1) Details of right-of-use assets
In RMB
| Item | Buildings | Total |
| I. Original carrying value: | ||
| 1. Opening balance | 276,220,823.46 | 276,220,823.46 |
| 2. Increase in the current period | 138,902,030.11 | 138,902,030.11 |
| (1) Lease in | 138,902,030.11 | 138,902,030.11 |
| 3. Decrease in the current period | 66,733,461.50 | 66,733,461.50 |
| (1) Disposal | 33,057,412.03 | 33,057,412.03 |
| (2) Expiration of lease | 33,676,049.47 | 33,676,049.47 |
| 4. Closing balance | 348,389,392.07 | 348,389,392.07 |
| II. Accumulated depreciation | ||
| 1. Opening balance | 95,426,037.24 | 95,426,037.24 |
| 2. Increase in the current period | 83,840,720.26 | 83,840,720.26 |
| (1) Provision | 83,840,720.26 | 83,840,720.26 |
| 3. Decrease in the current period | 59,464,779.04 | 59,464,779.04 |
| (1) Disposal | 25,788,729.57 | 25,788,729.57 |
| (2) Expiration of lease | 33,676,049.47 | 33,676,049.47 |
| 4. Closing balance | 119,801,978.46 | 119,801,978.46 |
| III. Provision for impairment | ||
| 1. Opening balance | ||
| 2. Increase in the current period | ||
| (1) Provision | ||
| 3. Decrease in the current period | ||
| (1) Disposal | ||
| 4. Closing balance | ||
| VI. Carrying value | ||
| 1. Closing balance | 228,587,413.61 | 228,587,413.61 |
| 2. Opening balance | 180,794,786.22 | 180,794,786.22 |
16. Intangible assets
(1) Details of intangible assets
In RMB
| Item | Land use rights | Patent | Non-patent technology | Films and TV dramas copyright | Software | Trademarks and domain names | Patent licensing fees and program adaptation rights | Game copyright | Total |
| I. Original carrying value | |||||||||
| 1. Opening balance | 33,157,507.40 | 25,809,815,188.69 | 438,538,674.17 | 4,746,884.13 | 36,792,452.82 | 27,920,810.64 | 26,350,971,517.85 | ||
| 2. Increase in the current period | 6,267,314,397.01 | 1,411,135.55 | 3,944,832.94 | 6,272,670,365.50 | |||||
| (1) Purchase | 6,267,314,397.01 | 1,411,135.55 | 3,944,832.94 | 6,272,670,365.50 | |||||
| (2) Internal research and development | |||||||||
| (3) Increase due to business mergers | |||||||||
| 3. Decrease in the current period | 595,900,892.55 | 170,173.24 | 596,071,065.79 | ||||||
| (1) Disposal | 595,900,892.55 | 170,173.24 | 596,071,065.79 | ||||||
| 4. Closing balance | 33,157,507.40 | 31,481,228,693.15 | 439,949,809.72 | 4,746,884.13 | 36,792,452.82 | 31,695,470.34 | 32,027,570,817.56 | ||
| II. Accumulated amortization | |||||||||
| 1. Opening balance | 7,838,254.24 | 19,184,357,541.85 | 137,074,359.91 | 3,832,642.90 | 28,040,736.11 | 21,826,303.76 | 19,382,969,838.77 | ||
| 2. Increase in the current period | 676,683.82 | 5,078,308,521.19 | 42,334,144.12 | 201,211.00 | 1,875,367.80 | 3,398,750.34 | 5,126,794,678.27 | ||
| (1) Provision | 676,683.82 | 5,078,308,521.19 | 42,334,144.12 | 201,211.00 | 1,875,367.80 | 3,398,750.34 | 5,126,794,678.27 | ||
| 3. Decrease in the current period | 595,900,892.55 | 170,173.24 | 596,071,065.79 | ||||||
| (1) Disposal | 595,900,892.55 | 170,173.24 | 596,071,065.79 | ||||||
| 4. Closing balance | 8,514,938.06 | 23,666,765,170.49 | 179,408,504.03 | 4,033,853.90 | 29,916,103.91 | 25,054,880.86 | 23,913,693,451.25 | ||
| III. Provision |
| for impairment | |||||||||
| 1. Opening balance | |||||||||
| 2. Increase in the current period | |||||||||
| (1) Provision | |||||||||
| 3. Decrease in the current period | |||||||||
| (1) Disposal | |||||||||
| 4. Closing balance | |||||||||
| VI. Carrying value | |||||||||
| 1. Closing balance | 24,642,569.34 | 7,814,463,522.66 | 260,541,305.69 | 713,030.23 | 6,876,348.91 | 6,640,589.48 | 8,113,877,366.31 | ||
| 2. Opening balance | 25,319,253.16 | 6,625,457,646.84 | 301,464,314.26 | 914,241.23 | 8,751,716.71 | 6,094,506.88 | 6,968,001,679.08 |
Proportion of intangible assets generated from the Company’s internal research and development to the balance of intangible assets atthe end of the period: 0.90%.
17. Long-term prepaid expenses
In RMB
| Item | Opening balance | Increase in the current period | Amortization | Other decrease | Closing balance |
| Projects of rebuilding and decoration for rented buildings | 88,341,119.22 | 12,626,857.56 | 31,314,872.78 | 69,653,104.00 | |
| Total | 88,341,119.22 | 12,626,857.56 | 31,314,872.78 | 69,653,104.00 |
Other information:
18. Deferred tax assets / deferred tax liabilities
(1) Deferred tax assets not offset
In RMB
| Item | Closing balance | Opening balance | ||
| Deductible temporary difference | Deferred tax assets | Deductible temporary difference | Deferred tax assets | |
| Provision for impairment of assets | 355,596,582.46 | 54,294,735.45 | ||
| Unrealized profits on intragroup transactions | 93,422,322.40 | 14,013,348.36 | ||
| Intangible assets | 10,377,237,346.29 | 1,556,627,584.71 | ||
| Lease liabilities | 204,140,260.49 | 38,732,376.27 | 80,860,974.39 | 15,747,631.58 |
| Deferred income | 37,912,257.53 | 5,886,838.63 | ||
| Income from equity investment | 6,855,915.19 | 1,028,387.28 | ||
| Provisions | 3,156,100.00 | 473,415.00 | ||
| Total | 11,078,320,784.36 | 1,671,056,685.70 | 80,860,974.39 | 15,747,631.58 |
(2) Deferred tax liabilities not offset
In RMB
| Item | Closing balance | Opening balance | ||
| Deductible temporary difference | Deferred tax assets | Deductible temporary difference | Deferred tax assets | |
| Right-of-use assets | 228,587,413.61 | 42,360,807.51 | 73,622,532.30 | 15,968,277.36 |
| Total | 228,587,413.61 | 42,360,807.51 | 73,622,532.30 | 15,968,277.36 |
(3) Deferred tax assets and deferred tax liabilities presented on a netting basis
In RMB
| Item | Closing offset amount of deferred tax assets and liabilities | Closing balance of deferred tax assets or liabilities after offset | Opening offset amount of deferred tax assets and liabilities | Opening balance of deferred tax assets or liabilities after offset |
| Deferred tax assets | 42,266,467.32 | 1,628,790,218.38 | 15,740,849.25 | 6,782.33 |
| Deferred tax liabilities | 42,266,467.32 | 94,340.19 | 15,740,849.25 | 227,428.11 |
(4) Details of unrecognized deferred tax assets
In RMB
| Item | Closing balance | Opening balance |
| Deductible temporary differences | 364,843,876.01 | 9,370,255,527.90 |
| Deductible losses | 1,049,348,341.90 | 837,495,510.21 |
| Total | 1,414,192,217.91 | 10,207,751,038.11 |
(5) Deductible losses, for which no deferred tax assets are recognized, will expire in the following year
In RMB
| Year | Closing balance | Opening balance | Remark |
| 2023 | 33,995,918.61 | ||
| 2024 | 383,268.85 | 383,268.85 | |
| 2025 | 39,485,265.41 | 39,666,144.36 | |
| 2026 | 349,142,170.13 | 352,766,517.40 | |
| 2027 | 393,914,930.28 | 410,683,660.99 | |
| 2028 | 266,422,707.23 | ||
| Total | 1,049,348,341.90 | 837,495,510.21 |
Other information:
19. Other non-current assets:
In RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Provision for impairment | Carrying value | Book balance | Provision for impairment | Carrying value | |
| Prepayments for equipment and construction projects | 1,257,003.74 | 1,257,003.74 | 35,450,007.57 | 35,450,007.57 | ||
| Total | 1,257,003.74 | 1,257,003.74 | 35,450,007.57 | 35,450,007.57 | ||
Other information:
20. Assets subject to restrictions on ownership or right of use
In RMB
| Item | End of the current period | Beginning of the current period | ||||||
| Book balance | Carrying value | Type of restriction | Reason of restriction | Book balance | Carrying value | Type of restriction | Reason of restriction | |
| Cash and bank balances | 14,891,913.17 | 14,891,913.17 | Freeze and security | Freeze due to litigation, security deposit and third-party platform account security deposit | 24,363,026.41 | 24,363,026.41 | Freeze and security | Freeze due to litigation, security deposit and third-party platform account security deposit |
| Notes receivable | 34,920,000.00 | 34,920,000.00 | Endorsement and discount | Endorsed or discounted but yet not matured bills | 1,024,395,661.37 | 1,024,395,661.37 | Endorsement and discount | Endorsed or discounted but yet not matured bills |
| Total | 49,811,913.17 | 49,811,913.17 | 1,048,758,687.78 | 1,048,758,687.78 | ||||
Other information:
21. Short-term borrowings
(1) Category of short-term borrowings
In RMB
| Item | Closing balance | Opening balance |
| Pledge borrowings | 1,018,145,573.43 | |
| Credit borrowings - principal | 33,731,500.00 | 39,731,500.00 |
| Credit borrowings - interest | 49,825.60 | 55,403.37 |
| Total | 33,781,325.60 | 1,057,932,476.80 |
Description for categories of short-term borrowings:
The pledged loans are banker’s acceptance bills and commercial acceptance bills of small commercial banks that have already beendiscounted yet not derecognized at the end of the period.
22. Notes payable
In RMB
| Category | Closing balance | Opening balance |
| Commercial acceptance bills | 121,027,286.03 | 403,807,532.47 |
| Banker’s acceptance bills | 585,287,605.99 | 1,237,194,311.78 |
| Letters of credit | 1,008,178,382.30 | |
| Total | 1,714,493,274.32 | 1,641,001,844.25 |
Total notes payable matured but not paid yet is RMB0.00 at the end of the period.
23. Accounts payable
(1) Details of accounts payable
In RMB
| Item | Closing balance | Opening balance |
| Payments for purchase of engineering equipment and goods | 5,211,653,685.68 | 4,929,885,871.44 |
| Total | 5,211,653,685.68 | 4,929,885,871.44 |
(2) Significant accounts payable aged over one year or overdue
In RMB
| Item | Closing balance | Reason for failure to be repaid or carried forward |
| The first | 50,395,471.69 | Not yet due for settlement |
| The second | 49,410,599.97 | Not yet due for settlement |
| The third | 47,077,269.85 | Not yet due for settlement |
| The fourth | 40,892,106.88 | Not yet due for settlement |
| The fifth | 38,679,245.29 | Not yet due for settlement |
| The sixth | 30,159,886.01 | Not yet due for settlement |
| Total | 256,614,579.69 |
Other information:
24. Other payables
In RMB
| Item | Closing balance | Opening balance |
| Dividends payable | 310,000,000.00 | |
| Other payables | 118,868,606.40 | 198,775,724.99 |
| Total | 118,868,606.40 | 508,775,724.99 |
(1) Dividends payable
In RMB
| Item | Closing balance | Opening balance |
| Dividends on ordinary shares | 310,000,000.00 | |
| Total | 310,000,000.00 |
Other information, including the reason for failure to pay any material dividends overdue for more than one year:
(2) Other payables
1) Other payables by nature
In RMB
| Item | Closing balance | Opening balance |
| Receivables and payables | 89,952,391.96 | 167,244,129.47 |
| Security deposit | 28,916,214.44 | 31,531,595.52 |
| Total | 118,868,606.40 | 198,775,724.99 |
2) Other significant payables aged over one year
In RMB
| Item | Closing balance | Reason for failure to be repaid or carried forward |
| The first | 3,793,780.40 | Not yet due for settlement |
| Total | 3,793,780.40 |
3) Top 5 other payables in terms of closing balance categorized by counterparty
Other information:
25. Contract liabilities
In RMB
| Item | Closing balance | Opening balance |
| Payment for goods | 326,891,199.04 | 346,714,804.82 |
| Investments in films and TV dramas co-production | 55,498,792.71 | 84,187,513.92 |
| Membership service | 840,992,823.82 | 665,056,892.14 |
| Total | 1,223,382,815.57 | 1,095,959,210.88 |
Material contract liabilities aged more than one year:
In RMB
| Item | Closing balance | Reason for failure to be repaid or carried forward |
Significant changes in the carrying value during the Reporting Period and reasons therefor:
In RMB
| Item | Changes | Reason for changes |
26. Employee benefits payable
(1) Details of employee benefits payable
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance |
| I. Short-term benefits | 1,018,804,563.91 | 1,662,551,293.03 | 1,549,404,332.02 | 1,131,951,524.92 |
| II. Post-employment benefits-defined benefit plan | 478,800.10 | 44,223,376.30 | 43,780,003.77 | 922,172.63 |
| III. Termination benefits | 510,226.39 | 15,031,762.77 | 15,217,424.98 | 324,564.18 |
| Total | 1,019,793,590.40 | 1,721,806,432.10 | 1,608,401,760.77 | 1,133,198,261.73 |
(2) Short-term benefits
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance |
| 1. Wages or salaries, bonuses, allowances and subsidies | 1,016,144,756.03 | 1,540,798,266.80 | 1,427,775,301.67 | 1,129,167,721.16 |
| 2. Employee welfare expenses | 323,060.00 | 53,125,778.80 | 53,141,539.80 | 307,299.00 |
| 3. Social security contributions | 250,945.43 | 29,336,605.06 | 29,306,211.18 | 281,339.31 |
| Incl.: Medical insurance | 233,096.54 | 24,628,570.39 | 24,611,918.67 | 249,748.26 |
| Work-related injuries insurance | 11,624.05 | 1,623,353.14 | 1,621,668.52 | 13,308.67 |
| Maternity insurance | 6,224.84 | 257,214.62 | 257,143.37 | 6,296.09 |
| Other commercial insurance | 2,827,466.91 | 2,815,480.62 | 11,986.29 | |
| 4. Housing provident fund | 350,457.00 | 32,548,777.00 | 32,684,183.00 | 215,051.00 |
| 5. Union running costs and employee education cost | 1,735,345.45 | 6,741,865.37 | 6,497,096.37 | 1,980,114.45 |
| Total | 1,018,804,563.91 | 1,662,551,293.03 | 1,549,404,332.02 | 1,131,951,524.92 |
(3) Defined benefit plan
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance |
| 1. Basic pensions | 463,529.93 | 40,960,951.91 | 40,523,494.33 | 900,987.51 |
| 2. Unemployment insurance | 15,270.17 | 3,262,424.39 | 3,256,509.44 | 21,185.12 |
| Total | 478,800.10 | 44,223,376.30 | 43,780,003.77 | 922,172.63 |
Other information:
27. Taxes payable
In RMB
| Item | Closing balance | Opening balance |
| VAT | 11,408,321.49 | 13,344,691.29 |
| Enterprise income tax | 8,206,297.94 | 61,255.01 |
| Personal Income Tax | 40,619,583.31 | 36,982,910.73 |
| Urban maintenance and construction tax | 198,770.35 | 421,370.61 |
| Stamp duty | 2,521,617.23 | 1,985,402.35 |
| Education surcharges | 141,978.81 | 327,072.20 |
| Development fee for cultural undertakings | 205,222,676.00 | 152,478,937.95 |
| Other taxes | 2,838,963.45 | 2,866,410.18 |
| Total | 271,158,208.58 | 208,468,050.32 |
Other information:
28. Non-current liabilities due within one years
In RMB
| Item | Closing balance | Opening balance |
| Lease liabilities due within 1 year | 63,380,220.77 | 52,927,194.87 |
| Total | 63,380,220.77 | 52,927,194.87 |
Other information:
29. Other current liabilities
In RMB
| Item | Closing balance | Opening balance |
| Output tax to be transferred | 55,645,321.21 | 81,629,189.75 |
| Notes endorsed but not derecognized [note] | 34,920,000.00 | |
| Others | 26,507,026.70 | |
| Total | 90,565,321.21 | 108,136,216.45 |
Changes in short-term bonds payable:
In RMB
| Name of bond | Par value | Coupon rate | Issue date | Term of bond | Issue amount | Opening balance | Issue for the period | Interest accrued based on par value | Amortization of premiums or discounts | Repayment for the period | Closing balance | Default or not |
| Total |
Other information:
[Note] Notes endorsed but not derecognized are banker’s acceptance bills of small-sized commercial banks that have been endorsedbut not derecognize at the end of the Reporting Period.
30. Lease liabilities
In RMB
| Item | Closing balance | Opening balance |
| Housing and building rental payments | 163,907,504.63 | 148,555,695.29 |
| Unrecognized financing expenses | -12,098,501.29 | -10,211,590.57 |
| Total | 151,809,003.34 | 138,344,104.72 |
Other information:
31. Provisions
In RMB
| Item | Closing balance | Opening balance | Reason |
| Pending litigation | 3,156,100.00 | 9,038,875.00 | Estimated compensation for pending litigation |
| Total | 3,156,100.00 | 9,038,875.00 |
Other information, including important assumptions and estimation explanations related to significant estimated liabilities:
32. Deferred income
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance | Reason |
| Governmental grants | 42,775,997.77 | 24,310,000.00 | 23,878,281.29 | 43,207,716.48 | Government grants related to assets and income |
| Total | 42,775,997.77 | 24,310,000.00 | 23,878,281.29 | 43,207,716.48 | -- |
Other information:
33. Share capital
In RMB
| Opening balance | Increase or decrease (+,-) | Closing balance | |||||
| New shares | Bonus shares | Capitalization of capital reserve | Others | Sub-total | |||
| Total shares | 1,870,720,815.00 | 1,870,720,815.00 | |||||
Other information:
34. Capital reserve
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance |
| Capital premium (Share capital premium) | 9,639,945,659.79 | 834,795,100.00 | 8,805,150,559.79 | |
| Other capital reserve | 6,264,437.84 | 6,264,437.84 | ||
| Total | 9,646,210,097.63 | 834,795,100.00 | 8,811,414,997.63 |
Other information, including changes and reasons therefor:
The decrease in the current capital premium (equity premium) was caused by acquisition of 100% shares of Golden Eagle Cartoonfrom the parent company Mango Media. See Note VII.54 and Note IX.1 for details.
35. Other comprehensive income
In RMB
| Item | Opening balance | Amount in the current period | Closing balance | |||||
| Amount before income tax for the current period | Less: Amount included in other comprehensive income for the prior periods | Less: Amount included in other comprehensive income for the prior periods | Less: Income tax expenses | Attributable to the parent company after tax | Attributable to minority interests after tax | |||
| and transferred to the profit or loss for the current period | and transferred to the retained earnings for the current period | |||||||
| II. Other comprehensive income that will be reclassified to profit or loss | 157,436.90 | 14,621.32 | 14,621.32 | 172,058.22 | ||||
| Translation differences of financial statements denominated in foreign currencies | 157,436.90 | 14,621.32 | 14,621.32 | 172,058.22 | ||||
| Total of other comprehensive income | 157,436.90 | 14,621.32 | 14,621.32 | 172,058.22 |
Other information, including adjustment of the effective part of the cash flow hedge gains and losses transferred to initiallyrecognized amount of hedged items:
36. Surplus reserve
In RMB
| Item | Opening balance | Increase | Decrease | Closing balance |
| Statutory capital reserves | 126,108,937.21 | 53,513,078.05 | 179,622,015.26 | |
| Total | 126,108,937.21 | 53,513,078.05 | 179,622,015.26 |
Descriptions of surplus reserve, including changes for the current period and reasons therefor: Current increase of statutory capitalreserves is accrued based on 10% of net profits of parent company.
37. Undistributed profit
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Undistributed profits at the end of the prior period before adjustment | 7,306,930,115.63 | 5,746,281,439.57 |
| Aggregate adjustment to the opening balance of undistributed profits (increase expressed with “+”, and decrease expressed with “-”) | 64,564,009.79 | 345,788,313.03 |
| Beginning balance of undistributed profits after adjustment | 7,371,494,125.42 | 6,092,069,752.60 |
| Add: Net profit attributable to owners of the parent company for the period | 3,555,705,558.90 | 1,864,245,432.69 |
| Less: Appropriation to statutory surplus reserve | 53,513,078.05 | 21,083,553.92 |
| Dividends payable for ordinary shares | 243,193,705.95 | 563,737,505.95 |
| Closing balance of undistributed profits | 10,630,492,900.32 | 7,371,494,125.42 |
Details of adjustments to the opening balance of undistributed profits:
1) Effect on the opening balance of undistributed profits due to retrospective adjustment pursuant to the Accounting Standardsfor Business Enterprises and related new provisions: Nil.
2) Effect on the opening balance of undistributed profits due to changes in accounting policies: RMB-220,645.78.
3) Effect on the opening balance of undistributed profits due to the correction of material accounting errors: Nil.
4) Effect on the opening balance of undistributed profits due to changes in the scope of consolidation resulting from businessmerger involving entities under common control: RMB64,784,655.57.
5) Effect on the opening balance of undistributed profits due to other adjustments: Nil.
38. Operating revenues and operating costs
In RMB
| Item | Amount in the current period | Amount in the prior period | ||
| Revenue | Cost | Revenue | Cost | |
| Primary business | 14,593,731,803.65 | 9,764,976,782.77 | 13,960,815,498.38 | 9,194,378,666.53 |
| Other business | 34,284,498.19 | 38,030,112.17 | 15,958,536.54 | 13,701,456.54 |
| Total | 14,628,016,301.84 | 9,803,006,894.94 | 13,976,774,034.92 | 9,208,080,123.07 |
Whether the lower of the audited net profit before and after deduction of non-recurring gain or loss is negative?
□Yes ?No
Breakdown of operating revenues and operating costs:
In RMB
| Category of contract | Segment 1 | Segment 2 | Total | |||||
| Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | |
| By segment | 14,607,812,188.73 | 9,788,565,453.99 | 14,607,812,188.73 | 9,788,565,453.99 | ||||
| Incl.: | ||||||||
| Mango TV Internet video business | 10,614,030,327.62 | 6,229,223,213.61 | 10,614,030,327.62 | 6,229,223,213.61 | ||||
| New media interactive entertainment content production and operation | 1,149,941,038.24 | 855,899,278.24 | 1,149,941,038.24 | 855,899,278.24 | ||||
| Content e-commerce | 2,822,529,201.38 | 2,682,738,552.41 | 2,822,529,201.38 | 2,682,738,552.41 | ||||
| Others | 21,311,621.49 | 20,704,409.73 | 21,311,621.49 | 20,704,409.73 | ||||
| By operating region | 14,607,812,188.73 | 9,788,565,453.99 | 14,607,812,188.73 | 9,788,565,453.99 | ||||
| Incl.: | ||||||||
| Hunan | 3,537,951,569.61 | 2,368,845,667.28 | 3,537,951,569.61 | 2,368,845,667.28 | ||||
| Others | 11,069,860,619.12 | 7,419,719,786.71 | 11,069,860,619.12 | 7,419,719,786.71 | ||||
| By market or customer type | ||||||||
| Incl.: | ||||||||
| By contract type | ||||||||
| Incl.: | ||||||||
| By transfer time of goods | 14,607,812,188.73 | 9,788,565,453.99 | 14,607,812,188.73 | 9,788,565,453.99 | ||||
| Incl.: | ||||||||
| Revenue recognized at a point in time | 7,322,021,341.01 | 5,480,672,112.18 | 7,330,400,480.95 | 5,480,672,112.18 | ||||
| Revenue recognized over time | 7,285,790,847.72 | 4,307,893,341.81 | 6,635,020,319.10 | 4,307,893,341.81 | ||||
| By term of contract | ||||||||
| Incl.: | ||||||||
| By sales channel | ||||||||
| Incl.: | ||||||||
| Total | ||||||||
Information related to performance obligations:
| Item | Time for satisfaction of performance obligation | Material terms of payment | Nature of goods to be transferred by the Company | Whether the Company is a primary obligor | Amount that the Company is expected to return to the customer | Type of warranty provided by the Company and related obligation |
Other information:
Information related to the transaction price allocated to the outstanding performance obligations:
The revenue corresponding to the performance obligations for which the contract has been signed but has not yet been performed orfully performed at the end of the Reporting Period was RMB1,167,884,022.86, of which RMB[ ] is expected to be recognized asrevenue in [ ], RMB[ ] is expected to be recognized as revenue in [ ], and RMB[ ] is expected to be recognized as revenue in [ ].Information related to variable consideration under the contract:
Material changes to contract or material adjustment to transaction price:
In RMB
| Item | Method of accounting treatment | Effect on revenues |
Other information:
39. Taxes and surcharges
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Consumption tax | 4,609,149.68 | 182,749.05 |
| Urban maintenance and construction tax | 15,971,815.04 | 14,198,586.07 |
| Education surcharges | 11,426,041.49 | 10,195,202.13 |
| Property tax | 848,676.35 | 728,127.45 |
| Land use rights | 317,111.64 | 304,072.27 |
| Vehicle and vessel tax | 52,190.00 | 44,743.15 |
| Stamp duty | 4,172,011.31 | 1,613,045.10 |
| Cultural program expenditure | 62,712,654.64 | 63,689,854.06 |
| Others | 5,567.68 | 9,459.17 |
| Total | 100,115,217.83 | 90,965,838.45 |
Other information:
40. Administrative expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Employee’s benefits and labor costs | 430,604,885.05 | 464,190,051.90 |
| Depreciation and amortization | 60,923,666.46 | 60,547,830.40 |
| Legal costs | 10,709,601.29 | 9,512,505.95 |
| Office and administrative service | 71,238,413.34 | 69,184,998.74 |
| Agency fees | 17,522,886.67 | 14,401,232.02 |
| Business entertainment expenses | 2,661,030.35 | 1,936,702.25 |
| Others | 18,348,524.17 | 26,728,696.80 |
| Total | 612,009,007.33 | 646,502,018.06 |
Other information:
41. Selling expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Employee’s benefits and labor costs | 576,127,812.59 | 639,343,477.94 |
| Depreciation and amortization | 8,466,298.99 | 11,677,591.99 |
| Advertising costs | 1,096,031,531.92 | 1,114,422,163.05 |
| Expenses for Internet access cooperation | 34,925,253.55 | 35,562,482.84 |
| Office and travel expenses | 26,303,720.55 | 15,828,308.40 |
| Program production costs | 19,085,890.68 | 9,674,917.32 |
| Channel sales and operations development expenses | 474,478,818.33 | 390,480,869.67 |
| Others | 24,645,947.36 | 27,834,517.77 |
| Total | 2,260,065,273.97 | 2,244,824,328.98 |
Other information:
42. Research and development expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Employee’s benefits and labor costs | 132,809,324.23 | 78,469,189.04 |
| Depreciation and amortization | 14,284,930.13 | 15,548,111.63 |
| Technical service fees | 112,770,214.15 | 140,783,980.32 |
| Others | 18,863,776.27 | 22,805,961.42 |
| Total | 278,728,244.78 | 257,607,242.41 |
Other information:
43. Financial expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Loan interest expenses | 1,937,719.63 | 2,022,222.95 |
| Expenditure from interest of bills discounted not derecognized | 14,480,442.10 | 8,626,569.06 |
| Less: Interest income | 208,888,419.38 | 200,121,015.01 |
| Service charge | 43,051,724.38 | 33,125,167.59 |
| Interest expenses from lease liabilities | 6,650,512.63 | 9,493,105.50 |
| Foreign exchange gains and losses | -4,899,373.45 | 4,409,147.02 |
| Total | -147,667,394.09 | -142,444,802.89 |
Other information:
44. Other income
In RMB
| Source of other income | Amount in the current period | Amount in the prior period |
| Government grants related to assets | 16,732,948.07 | 16,648,854.52 |
| Government grants related to income | 69,609,403.38 | 35,466,135.70 |
| Refund of service fees of withholding personal income tax | 3,820,990.58 | 5,240,976.47 |
| Additional VAT deduction | 32,761,165.89 | 70,107,934.93 |
| Total | 122,924,507.92 | 127,463,901.62 |
45. Investment income
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Income from long-term equity investments under equity method | -4,123,864.73 | -2,576,746.69 |
| Proceeds from debt restructuring | 3,000,000.00 | 27,219,600.00 |
| Interest expenses on derecognized discount notes | -18,449,114.52 | -10,956,907.95 |
| Income from wealth management products | 92,809,746.83 | 119,377,916.99 |
| Total | 73,236,767.58 | 133,063,862.35 |
Other information:
46. Impairment losses of credit
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Losses from impairment of notes receivable | 23,151.77 | -23,151.77 |
| Bad debt losses of accounts receivable | -66,160,439.05 | -117,264,188.06 |
| Bad debt losses of other receivables | -1,399,168.29 | -1,182,612.49 |
| Total | -67,536,455.57 | -118,469,952.32 |
Other information:
47. Impairment losses of assets
In RMB
| Item | Amount in the current period | Amount in the prior period |
| I. Loss from inventory depreciation and loss from impairment of contract performance cost | -16,104,442.05 | -20,689,008.13 |
| II. Loss from impairment of long-term equity investment | -17,181,905.95 | |
| XI. Impairment losses of contractual assets | 3,485,179.56 | -3,213,575.08 |
| XII. Others | -19,905,321.52 | -8,659,735.00 |
| Total | -32,524,584.01 | -49,744,224.16 |
Other information:
48. Income from disposal of assets
In RMB
| Source of income from disposal of assets | Amount in the current period | Amount in the prior period |
| Income from disposal of long-term assets | 1,171,623.19 | 891,438.70 |
49. Non-operating revenue
In RMB
| Item | Amount in the current period | Amount in the prior period | Amount included in the non-recurring gain or loss for the current period |
| Payment not to be made | 2,956,600.70 | 5,290,663.40 | 2,956,600.70 |
| Income from safeguarding legal rights | 25,508,083.38 | 37,208,566.67 | 25,508,083.38 |
| Others | 7,067,319.74 | 3,129,220.30 | 7,067,319.74 |
| Total | 35,532,003.82 | 45,628,450.37 | 35,532,003.82 |
Other information:
50. Non-operating expenses
In RMB
| Item | Amount in the current period | Amount in the prior period | Amount included in the non-recurring gain or loss for the current period |
| Outbound donations | 447,013.55 | 8,291.60 | 447,013.55 |
| Losses from damage and retirement of non-current assets | 51,994.54 | 84,224.80 | 51,994.54 |
| Compensation expenditures | 3,179,097.37 | 4,086,213.49 | 3,179,097.37 |
| Others | 327,778.83 | 311,651.85 | 327,778.83 |
| Total | 4,005,884.29 | 4,490,381.74 | 4,005,884.29 |
Other information:
51. Income tax expenses
(1) Table of income tax expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Current income tax expenses | 8,146,737.30 | 76,071.59 |
| Deferred income tax expenses | -1,628,916,523.97 | |
| Total | -1,620,769,786.67 | 76,071.59 |
(2) Reconciliation of income tax expenses to the accounting profit
In RMB
| Item | Amount in the current period |
| Total profit | 1,850,557,035.72 |
| Income tax expense calculated based on statutory/applicable tax rate | 462,639,258.93 |
| Effect of different tax rates of subsidiaries operating in other jurisdictions | -512,820,365.96 |
| Effect of adjustment on income tax for the prior period | 84,246.60 |
| Effect of non-deductible cost, expense and loss | 115,470.39 |
| Effect of utilizing deductible loss not recognized for deferred tax assets for the prior period | -1,780,002.87 |
| Effect of deductible temporary difference or deductible loss not recognized for deferred tax assets for the current period | 59,908,130.21 |
| Other | -1,628,916,523.97 |
| Income tax expense | -1,620,769,786.67 |
Other information: Other deferred income tax expenses recognized as temporary differences due to the expiration of tax exemptionsfor the Company.
52. Items of the cash flow statement
(1) Cash flows relating to operating activities
Other cash receipts relating to operating activities:
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Governmental grants | 86,774,070.16 | 49,373,216.18 |
| Interest income | 208,888,917.13 | 200,121,015.01 |
| Income from safeguarding legal rights | 25,508,083.38 | 37,208,566.67 |
| Payment for goods collected for others | 57,918,097.18 | 134,507,004.72 |
| Receivables and payables and others | 15,018,872.71 | 26,765,188.10 |
| Total | 394,108.040.56 | 447,974,990.68 |
Descriptions of other cash receipts relating to operating activities:
Other cash payments relating to operating activities
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Payments of various expenses | 1,794,393,196.61 | 1,640,256,969.08 |
| Band service charges | 43,052,222.13 | 33,125,167.59 |
| Payment for goods made for others | 57,918,097.18 | 134,507,004.72 |
| Accounts current and others | 4,471,305.46 | 4,396,926.89 |
| Total | 1,899,834,821.38 | 1,812,286,068.28 |
Descriptions of other cash payments relating to operating activities:
(2) Cash flows relating to investing activities
Other cash receipts relating to investing activities:
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Redemption of bank wealth management products | 7,121,000,000.00 | 14,099,290,618.76 |
| Income from wealth management products | 98,275,772.73 | 119,377,916.99 |
| Total | 7,219,275,772.73 | 14,218,668,535.75 |
Material cash receipts relating to investing activities:
In RMB
| Item | Amount in the current period | Amount in the prior period |
Descriptions of other cash receipts relating to investing activities:
Other cash payments relating to investing activities
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Purchase of wealth management products | 5,478,000,000.00 | 13,371,990,000.00 |
| Total | 5,478,000,000.00 | 13,371,990,000.00 |
Material cash payments relating to investing activities:
In RMB
| Item | Amount in the current period | Amount in the prior period |
Descriptions of other cash payments relating to investing activities:
(3) Cash flows relating to financing activities
Other cash receipts relating to financing activities:
In RMB
| Item | Amount in the current period | Amount in the prior period |
Descriptions of other cash receipts relating to financing activities:
Other cash payments relating to financing activities
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Lease payment | 82,238,041.16 | 67,026,458.20 |
| Repayment of intergroup loans | 64,000,000.00 | 29,693,346.30 |
| Total | 146,238,041.16 | 96,719,804.50 |
Descriptions of other cash payments relating to financing activities:
Repayment of intergroup loans involves the intergroup loans obtained by Golden Eagle Cartoon before it was merged into the Company,which were repaid in full before it was merged into the Company.Changes in liabilities arising from financing activities:
?Applicable □N/A
In RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||
| Monetary change | Non-monetary change | Monetary change | Non-monetary change | |||
| Short-term borrowings | 1,057,932,476.80 | 679,622,361.64 | 296,562,773.00 | 1,407,210,739.84 | 33,781,325.60 | |
| Lease liabilities (including those due within one year) | 191,271,299.59 | 106,155,965.68 | 82,238,041.16 | 215,189,224.11 | ||
| Total | 1,249,203,776.39 | 679,622,361.64 | 106,155,965.68 | 378,800,814.16 | 1,407,210,739.84 | 248,970,549.71 |
53. Supplementary information to the cash flow statement
(1) Supplementary information to the cash flow statement
In RMB
| Supplementary information | Amount in the current period | Amount in the prior period |
| 1. Reconciliation of net profit to cash flow from operating activities: | ||
| Net profit | 3,471,326,822.39 | 1,805,506,310.07 |
| Add: Provision for impairment losses of assets | 100,061,039.58 | 168,214,176.48 |
| Depreciation of fixed assets, depletion of oil and gas assets, depreciation of bearer biological assets | 44,086,957.48 | 41,351,798.47 |
| Depreciation of right-of-use assets | 83,840,720.26 | 65,495,312.38 |
| Amortization of intangible assets | 5,126,794,678.27 | 5,009,896,316.63 |
| Amortization of long-term prepaid expenses | 31,314,872.78 | 31,408,448.81 |
| Losses on disposal of fixed assets, intangible assets and other long-term assets (gains are indicated by “－”) | -1,171,623.19 | -891,438.70 |
| Losses on retirement of fixed assets (gains are indicated by “－”) | 51,994.54 | 84,224.80 |
| Income from changes in fair value (gains are indicated by “-”) | ||
| Financial expenses (gains are indicated by “－”) | 18,169,300.91 | 24,551,044.53 |
| Investment losses (gains are indicated by “－”) | -73,236,767.58 | -132,976,709.08 |
| Decrease in deferred tax assets (increase is indicated by “－”) | -1,628,783,436.05 | -6,782.33 |
| Increase in deferred tax liabilities (decrease is indicated by “－”) | -133,087.92 | 227,428.11 |
| Decrease in inventories (increase is indicated by “－”) | -124,721,268.22 | 80,414,477.47 |
| Decrease in receivables from operating activities (increase is indicated by “－”) | -258,552,482.21 | -1,257,620,367.60 |
| Increase in payables from operating activities (decrease is indicated by “－”) | 562,070,967.16 | 75,204,594.63 |
| Others | -6,267,345,431.49 | -5,289,055,135.23 |
| Net cash flows from operating activities | 1,083,773,256.71 | 621,803,699.44 |
| 2. Significant investing and financing activities that do not involve cash receipts and payments: | ||
| Conversion of debt into capital | ||
| Convertible corporate bonds due within 1 year | ||
| Fixed assets under financing lease | ||
| 3. Net changes in cash and cash equivalents: | ||
| Closing balance of cash | 11,867,316,344.43 | 10,345,319,073.78 |
| Less: opening balance of cash | 10,345,319,073.78 | 7,534,308,169.53 |
| Add: Closing balance of cash equivalents | ||
| Less: opening balance of cash equivalents | ||
| Net increase in cash and cash equivalents | 1,521,997,270.65 | 2,811,010,904.25 |
(2) Net cash paid for acquisition of subsidiaries in the current period
In RMB
| Amount | |
| Cash or cash equivalents paid in connection with business mergers in the current period | 834,795,100.00 |
| Incl.: | |
| Golden Eagle Cartoon | 834,795,100.00 |
| Incl.: | |
| Incl.: | |
| Net cash paid for acquisition of subsidiaries | 834,795,100.00 |
Other information:
(3) Composition of cash and cash equivalents
In RMB
| Item | Closing balance | Opening balance |
| I. Cash | 11,867,316,344.43 | 10,345,319,073.78 |
| Incl.: Cash on hand | 34,083.85 | 88,009.61 |
| Bank deposit that can be paid at any time | 11,843,692,572.77 | 10,322,905,867.30 |
| Other monetary capital that can be paid at any time | 23,589,687.81 | 22,325,196.87 |
| III. Closing balance of cash and cash equivalents | 11,867,316,344.43 | 10,345,319,073.78 |
| Incl.: Restricted cash and cash equivalents held by the parent company or other subsidiaries in the Group | 1,490,065,232.16 | 2,105,457,389.75 |
(4) Amounts whose use is restricted but which are still presented as cash and cash equivalents
In RMB
| Item | Amount in the current period | Amount in the prior period | Reason for presentation as cash and cash equivalents |
| Amount held in the account of offering proceeds | 1,490,065,232.16 | 2,105,457,389.75 | Be subject to limited usage but can be spent at any time |
| Total | 1,490,065,232.16 | 2,105,457,389.75 |
54. Notes to the statement of changes in owners’ equity
Titles of items under “others” whose balance at the end of the prior year was adjusted and amount of adjustment:
On July 25, 2023, at the 17
th
meeting of the 4
th Board of Directors and the 15
th
meeting of the 4
thBoard of Directors, the ProposalRegarding Acquisition of 100% Shares of Hunan Golden Eagle Cartoon Media Co., Ltd. by Cash and Related-party Transaction wasconsidered and adopted, which provides that, pursuant to the Asset Valuation Report on the Total Interests Held by the Shareholdersof Hunan Golden Eagle Cartoon Media Co., Ltd. Involved in the Proposed Transfer by Mango Media Co., Ltd. of 100% Shares ofHunan Golden Eagle Cartoon Media Co., Ltd. (Vacation International Ping Bao Zi (2023) No. 1243) issued by Vacation (Beijing)International Asset Valuation Co., Ltd., as of December 31, 2022, the reference date for the valuation, the value of the total interestsheld by the shareholders of Golden Eagle Cartoon was RMB834,795,100; based on such result of valuation, the parties to the transactionagreed that the transaction price for 100% shares of Golden Eagle Cartoon was RMB834,795,100; the Company would payRMB834,795,100, using its self-owned funds, to acquire 100% shares of Golden Eagle Cartoon. In October 2023, Golden EagleCartoon completed the relevant alteration filing procedures with the administration for industry and commerce, the Company acquired100% shares of Golden Eagle Cartoon, and Golden Eagle Cartoon was included in the scope of consolidation of the Company.Both the Company and Golden Eagle Cartoon are controlled by Mango Media before and after this business merger, and suchcontrol is not temporary, so the acquisition by the Company of Golden Eagle Cartoon constitute a business merger involving entitiesnot under common control. Pursuant to the Accounting Standards for Business Enterprises No. 2 “Long-term Equity Investment” andthe Accounting Standards for Business Enterprises No. 33 “Consolidated Financial Statements”, the Company needs to retroactivelyadjust the balance of related financial statement items at January 1, 2023.Retroactive adjustment to opening balance:
| Item | Opening balance before adjustment | Other adjustment | Opening balance after adjustment |
| Capital reserve | 9,546,797,532.04 | 99,412,565.59 | 9,646,210,097.63 |
| Undistributed profit | 7,306,930,115.63 | 64,784,655.57 | 7,371,714,771.20 |
Adjustment to the opening balance of capital reserve was primarily due to recognition of the Company’s share in the paid-incapital and capital reserve of Golden Eagle Cartoon, and adjustment to the opening balance of undistributed profit was primarily dueto recognition of the Company’s share in the distributable profit of Golden Eagle Cartoon.
55. Monetary items denominated in foreign currencies
(1) Monetary items denominated in foreign currencies
In RMB
| Item | Closing balance of foreign currency | Exchange rate | Translated balance in RMB at the end of the period |
| Cash and bank balances | |||
| Incl.: USD | 800,823.15 | 7.0827 | 5,671,990.12 |
| EUR | |||
| HKD | 2,320.83 | 0.9062 | 2,103.18 |
| Accounts receivable | |||
| Incl.: USD | 1,657,521.19 | 7.0827 | 11,739,725.33 |
| EUR | |||
| HKD | |||
| Long-term borrowings | |||
| Incl.: USD | |||
| EUR | |||
| HKD | |||
| Accounts payable |
| Incl.: USD | 7,597,907.25 | 7.0827 | 53,813,697.68 |
Other information:
(2) Descriptions of overseas operating entities, including disclosure of the main overseas business locations, functional currencyand the basis for selection of important overseas operating entities, and the reasons for changes in functional currency (if any)
□Applicable ?N/A
56. Leases
(1) The Company as lessee
?Applicable □N/AVariable lease payments not included in lease liabilities:
□Applicable ?N/A
Lease expenses under short-term leases and leases of low-value assets using the simplified approach:
□Applicable ?N/A
Sale and leaseback transactions:
None.
(2) The Company as lessor
The Company as lessor under operating leases?Applicable □N/A
In RMB
| Item | Rental income | Incl.: Income related to variable lease payments not included in lease receipts |
| Buildings | 20,204,113.11 | |
| Total | 20,204,113.11 |
The Company as lessor under finance leases
□Applicable ?N/A
Annual undiscounted lease receipts in the following five years:
?Applicable □N/A
In RMB
| Item | Annual undiscounted lease receipts | |
| Closing balance | Opening balance | |
| Year 1 | 9,654,633.78 | 10,623,126.18 |
| Year 2 | 7,959,920.12 | 11,238,554.40 |
| Year 3 | 5,760,657.31 | 9,883,531.00 |
| Year 4 | 3,000,125.74 | 8,326,777.08 |
| Year 5 | 2,161,091.60 | 6,061,978.71 |
| Total undiscounted lease receipts after five years | 68,807.34 | 5,370,943.39 |
Reconciliation of undiscounted lease receipts to net investment in leases:
(3) Gain or loss on sales under finance leases as producer or distributor
□Applicable ?N/A
VIII. Research and Development Expenses
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Employee’s benefits and labor costs | 239,717,202.20 | 157,497,801.91 |
| Depreciation and amortization | 25,265,966.87 | 27,896,456.26 |
| Technical service fees | 127,840,867.11 | 153,660,894.75 |
| Others | 25,920,119.06 | 25,077,790.61 |
| Total | 418,744,155.24 | 364,132,943.53 |
| Incl.: Charging research and development expenses | 278,728,244.78 | 257,607,242.41 |
| Capitalized research and development expenses | 140,015,910.46 | 106,525,701.12 |
1. Research and development projects qualified for capitalization
In RMB
| Project | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||||
| Internal research and development expenses | Others | Recognized as intangible assets | Transferred to current profit or loss | |||||
| Smart audio-visual project | 98,662,331.53 | 125,920,688.48 | 224,583,020.01 | |||||
| Self-developed game project | 3,170,414.70 | 14,095,221.98 | 17,265,636.68 | |||||
| Total | 101,832,746.23 | 140,015,910.46 | 241,848,656.69 | |||||
Important capitalized research and development projects:
| Project | Progress of research and development | Expected time of completion | Expected ways to produce economic benefits | Beginning time of capitalization | Basis for beginning capitalization |
| Smart audio-visual project | The smart audio-visual project has 6 second-level sub-projects. At present, all projects have proceeded in an orderly manner, and the research and development of 20 out of 33 sub-modules have been completed, marking more than half of the research and development tasks has been completed. | December 1, 2025 | The project aims to strengthen the basic service ability, intelligent content production management, refined audio-visual media operations, cutting-edge audio-visual experience exploration, innovative business application sector, “4K+5G” high-definition smart production, etc., to build China’s leading smart audio-visual media service platform, so as to improve the core competitiveness and brand awareness of the Company. | March 25, 2022 | Approval of the project by the meeting of technical committee of Happy Sunshine. |
Provision for impairment of research and development expenses:
In RMB
| Project | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | Impairment assessment |
IX. Changes in Scope of Consolidation
1. Business merger involving entities under common control
(1) Business merger involving entities under common control effected in the current period
In RMB
| Acquiree | Percentage of shares acquired | Basis for constituting business merger involving entities under common control | Merger date | Basis for determining the merger date | Revenues of the acquiree from the beginning of the period in which the merger occurred till the merger date | Net profit of the acquiree from the beginning of the period in which the merger occurred till the merger date | Revenues of the acquiree in the comparative period | Net profit of the acquiree in the comparative period |
| Hunan Golden Eagle Cartoon Media Co., Ltd. | 100.00% | The Company acquired 100% shares of Golden Eagle Cartoon held by its parent company Mango Media | October 20, 2023 | The Company has paid 100% of the cash consideration and there isn’t any substantial barrier to the change in share ownership. | 193,926,532.98 | 32,481,963.81 | 273,141,672.07 | 39,292,296.69 |
Other information:
(2) Acquisition cost
In RMB
| Acquisition cost | Hunan Golden Eagle Cartoon Media Co., Ltd. |
| -Cash | 834,795,100.00 |
| -Carrying value of non-cash assets | |
| -Carrying value of liabilities issued or assumed | |
| -Carrying value of equity securities issued | |
| -Contingent consideration |
Contingent consideration and changes therein:
Other information:
(3) Carrying value of the assets and liabilities of the acquiree at the merger date
In RMB
| Hunan Golden Eagle Cartoon Media Co., Ltd. | ||
| Merger date | End of prior period | |
| Assets: | ||
| Cash and bank balances | 334,428,751.74 | 682,992,725.80 |
| Accounts receivable | 25,835,411.85 | 18,813,428.92 |
| Inventories | 21,019,575.06 | 8,687,024.50 |
| Fixed assets | 6,641,330.65 | 8,439,709.59 |
| Intangible assets | 3,993,602.40 | 2,932,094.35 |
| Other current assets | 2,703,695.83 | |
| Right-of-use assets | 7,012,756.00 | 8,606,564.20 |
| Long-term deferred expenses | 16,935.60 | 266,324.17 |
| Other non-current assets | 225,513.43 | 432,816.62 |
| Liabilities: | ||
| Borrowings | ||
| Accounts payable | 191,086,482.69 | 558,619,564.87 |
| Non-current liabilities due within one year | 999,638.17 | 1,743,486.89 |
| Other non-current liabilities | 1,579,534.04 | 2,485,074.20 |
| Lease liabilities | 6,829,036.86 | 6,829,036.86 |
| Deferred income | 2,000,000.00 | |
| Net assets | 196,679,184.97 | 164,197,221.16 |
| Less: Minority interest | ||
| Net assets acquired | 196,679,184.97 | 164,197,221.16 |
Provisions of the acquiree assumed in the business merger:
Other information:
2. Changes in the scope of merger for other reasons
Descriptions of changes in the scope of merger for other reasons (such as establishment of a new subsidiary and liquidation of asubsidiary, etc.) and the relevant information:
Reduction in the scope of merger
In RMB
| Company name | Method of disposal of shares | Time of disposal of shares | Net assets at the disposal date | Net profit from the beginning of the current period till the disposal date |
| Beijing Happy Mango Culture Media Co., Ltd. | Deregistered | June 27, 2023 | 745,341.66 |
X. Interests in Other Entities
1. Interests in subsidiaries
(1) Composition of enterprise group
In RMB
| Name of subsidiary | Registered capital | Main business place | Registered address | Business nature | Shareholding ratio | Method of acquisition | |
| Direct | Indirect | ||||||
| Shanghai Happigo Enterprise Development Co., Ltd. | 3,000,000.00 | Shanghai | Shanghai | Commerce | 100.00% | Establishment | |
| Shanghai Happivision Advertising Communication Co., Ltd. | 5,000,000.00 | Shanghai | Shanghai | Commerce | 100.00% | Establishment | |
| Doug Cloud Business (Hunan) Trade Limited | 10,000,000.00 | Changsha | Changsha | Commerce | 100.00% | Establishment | |
| Liability Company | |||||||
| Mango Life (Hunan) E-commerce Limited Liability Company | 70,000,000.00 | Changsha | Changsha | Commerce | 100.00% | Establishment | |
| Happigo (Hunan) Supply Chain Management Co., Ltd. | 60,000,000.00 | Changsha | Changsha | Storage | 100.00% | Business merger involving entities not under common control | |
| Shanghai Meimi Trade Co., Ltd. | 5,000,000.00 | Shanghai | Shanghai | Commerce | 100.00% | Establishment | |
| Dameiren Global Trading Co., Limited | 1,612,970.00 | Shanghai | Hong Kong | Commerce | 100.00% | Establishment | |
| Hunan Mango Auto Automobile Sales Co., Ltd. | 100,000,000.00 | Changsha | Changsha | Commerce | 51.00% | Establishment | |
| Happigo Co., Ltd. | 401,000,000.00 | Changsha | Changsha | Commerce | 100.00% | Establishment | |
| Hunan Happy Sunshine Interactive Entertainment Media Co., Ltd. | 242,470,013.00 | Changsha | Changsha | Video | 100.00% | Business merger involving entities under common control | |
| Mango Entertainment Co., Ltd | 48,306,424.00 | Changsha | Changsha | Film & Television | 100.00% | Business merger involving entities under common control | |
| Mango Studios Co., Ltd. | 80,000,000.00 | Changsha | Changsha | Film & Television | 100.00% | Business merger involving entities under common control | |
| Shanghai Mangofun Technology Co., Ltd. | 72,968,014.00 | Shanghai | Shanghai | Game | 100.00% | Business merger involving entities under common control | |
| Shanghai EE-Media Co., Ltd. | 90,000,000.00 | Shanghai | Shanghai | Film & Television | 100.00% | Business merger involving entities under common control | |
| Zhejiang Dongyang Tianyu Film and Television Culture Co. Ltd. | 10,000,000.00 | Zhejiang | Zhejiang | Film & Television | 100.00% | Business merger involving entities under common control | |
| Hunan Tianyu Film and Television Production Co. Ltd. | 3,000,000.00 | Changsha | Changsha | Film & Television | 100.00% | Business merger involving entities under common control | |
| Beijing E.E. Media Co., Ltd. | 5,000,000.00 | Beijing | Beijing | Music | 100.00% | Business merger involving entities under common control | |
| Hainan E.E. Media Co., Ltd. | 30,000,000.00 | Hainan | Hainan | Culture media | 100.00% | Establishment | |
| Horgos Happy Sunshine Media Co., Ltd. | 10,000,000.00 | Horgos | Horgos | Culture media | 100.00% | Business merger involving entities under common control | |
| Hunan Happy Mangofun Technology Co., Ltd. | 10,000,000.00 | Changsha | Changsha | Game | 100.00% | Business merger involving entities under common control | |
| Shanghai Mango | 10,000,000.00 | Shanghai | Shanghai | Game | 100.00% | Establishment |
In RMBDescriptions of the difference between the shareholding ratio and the proportion of voting rights in a subsidiary:
Basis for holding half of the voting rights or below but still controlling the investee, and holding over half of the voting right buthaving no control over the investee:
Basis for controls over significant structured entities included in consolidation scope:
Basis for determining the Company as the agent or the principal:
Other information:
(2) Significant non-wholly owned subsidiaries
In RMB
| Name of subsidiary | Shareholding ratio by minority shareholders | Profit or loss attributable to minority interests for | Dividends declared for distribution to minority | Closing balance of minority interests |
Universe Cultureand EntertainmentCo., Ltd.
| Universe Culture and Entertainment Co., Ltd. | |||||||
| Happy Sunshine Xingmang Interactive Entertainment Media Co., Ltd. | 50,000,000.00 | Haikou | Haikou | Commerce | 100.00% | Establishment | |
| Happy Sunshine Hongmang Education Technology Co., Ltd. | 50,000,000.00 | Changsha | Changsha | Commerce | 100.00% | Establishment | |
| Xiaomang E-Commerce Co., Ltd. | 75,000,000.00 | Changsha | Changsha | Commerce | 66.67% | Establishment | |
| Mgtv.com (Hong Kong) Media Company Limited | 10,000,000.00 | Hong Kong | Hong Kong | Commerce | 100.00% | Establishment | |
| Shenzhen Zhonghe Boao Technology Development Co., Ltd. | 5,000,000.00 | Changsha | Shenzhen | Game | 100.00% | Business merger involving entities not under common control | |
| Hunan Immersion Technology Co., Ltd. | 10,000,000.00 | Changsha | Changsha | Advertising | 100.00% | Establishment | |
| Changsha Xingmang Artist Culture Communications Partnership (L.P.) | 100,000.00 | Changsha | Changsha | Commerce | 20.00% | Establishment | |
| Changsha Xingzhimang Entertainment Media Co., Ltd. Changsha | 100,000.00 | Changsha | Changsha | Commerce | 20.80% | Establishment | |
| Xingmang Interactive Entertainment Media Partnership (Limited Partnership) | 10,000,000.00 | Changsha | Changsha | Commerce | 99.21% | Establishment | |
| Hunan Golden Eagle Cartoon Media Co., Ltd. | 59,693,346.30 | Changsha | Changsha | Production of radio programs | 100.00% | Business merger involving entities not under common control | |
| Hunan Maiji Park Cultural Development Co., Ltd. | 10,000,000.00 | Changsha | Changsha | Commerce | 100.00% | Business merger involving entities not under common control |
| the current period | shareholders for the current period | |||
| Xiaomang E-commerce Co., Ltd. | 33.33% | -83,725,886.84 | -151,313,846.25 |
Descriptions of the difference between the shareholding ratio of minority shareholders and their proportion of voting rights in asubsidiary:
Other information:
(3) Key financial information of significant non-wholly owned subsidiaries
In RMB
| Name of subsidiary | Closing balance | Opening balance | ||||||||||
| Current assets | Non-current assets | Total assets | Current liabilities | Non-current liabilities | Total liabilities | Current assets | Non-current assets | Total assets | Current liabilities | Non-current liabilities | Total liabilities | |
| Xiaomang E-commerce Co., Ltd. | 96,307,006.58 | 11,507,335.55 | 107,814,342.13 | 556,404,454.52 | 5,351,426.35 | 561,755,880.87 | 308,110,516.20 | 926,595.24 | 309,037,111.44 | 511,800,989.65 | 511,800,989.65 | |
In RMB
| Name of subsidiary | Amount in the current period | Amount in the prior period | ||||||
| Operating revenue | Net profit | Total comprehensive income | Cash flows from operating activities | Operating revenue | Net profit | Total comprehensive income | Cash flows from operating activities | |
| Xiaomang E-commerce Co., Ltd. | 1,020,970,536.13 | -251,177,660.53 | -251,177,660.53 | -219,609,805.36 | 680,133,769.80 | -245,678,033.21 | -245,678,033.21 | -200,830,560.22 |
Other information:
XI. Government Grants
1. Government grants recognized at the amount receivable at the end of the Reporting Period
□Applicable ?N/A
Reason of failure to receive expected government grants at expected time:
□Applicable ?N/A
2. Liabilities related to government grants
?Applicable □N/A
In RMB
| Account title | Opening balance | Additional grants received in the current period | Amount of non-operating revenue recognized in the current period | Amount transferred to other income in the current period | Other changes in the current period | Closing balance | Related to assets/income |
| Deferred income | 33,675,664.51 | 21,800,000.00 | 16,732,948.07 | 38,742,716.44 | Related to assets | ||
| Deferred income | 9,100,333.26 | 2,510,000.00 | 7,145,333.22 | 4,465,000.04 | Related to income |
3. Government grants recognized in profit or loss
?Applicable □N/A
In RMB
| Account title | Amount in the current period | Amount in the prior period |
| Government grants recognized in other income | 86,342,351.45 | 52,114,990.22 |
Other information:
XII. Risks Related to Financial Instruments
1. Risks arising from financial instruments
The Company’s risk management objectives are to achieve a proper balance between risks and yield, minimize the adverse impactsof risks on the Company’s operation performance, and maximize the benefits of the shareholders and other stakeholders. Based onthese risk management objectives, the Company’s basic risk management strategy is to identify and analyze its exposure to variousrisks, establish an appropriate maximum tolerance to risk, implement risk management, and monitor regularly and effectively theseexposures to ensure the risks are monitored at a certain level.The Company is exposed to various risks associated with financial instruments in its daily routines, primarily including credit risk,liquidity risk and market risk. The management has reviewed and approved policies to manage these risks, summarized as below.(I) Credit riskCredit risk refers to the risk that a party of the financial instrument will default on its obligations resulting in financial loss to thecounterparty.
1. Management of credit risk
(1) Evaluation of credit
The Company assesses at each balance sheet date whether the credit risk of the underlying financial instruments has increasedsignificantly since initial recognition. In determining whether the credit risk has increased significantly since initial recognition, theCompany considers reasonable and supportable information that is available without undue cost or effort, including quantitative andqualitative analysis based on historical data, ranking of external credit risks and forward-looking information. The Company comparesthe risk of a default occurring on a financial instrument as at the balance sheet date with the risk of a default occurring on the financialinstrument as at the date of initial recognition based on individual financial instrument or a group of financial instruments with similarcredit risk characteristic, to determine the change of the risk of a default occurring on a financial instrument over the expected life.
The Company considers the credit risk of financial instruments has increased significantly when one or more of the followingquantitative and qualitative criteria are met:
1) The quantitative criterion primarily refers to a certain percentage of increase in the probability of default over the remaininglife of the financial instruments as of the balance sheet date when comparing with that at initial recognition of the financial instruments;
2) The qualitative criteria include, inter alia, adverse material changes in business or financial conditions that are expected to causea significant decrease in the debtor’s ability to meet its debt obligations, and an actual or expected significant adverse change in thetechnological, market, economic, or legal environment of the debtor that results in a significant decrease in the debtor’s ability to meetits debt obligations;
(2) Definition of defaulted or credit-impaired assets
A financial asset is defined as defaulted when the financial instrument meets one or more conditions stated as below, and thecriteria of defining defaulted asset is consistent with the that of defining credit-impaired asset:
1) significant financial difficulty of the debtor;
2) a breach of contract terms with binding force by the debtor;
3) it is becoming probable that the borrower will enter bankruptcy or other financial reorganization;
4) the creditor of the debtor, for economic or contractual reasons relating to the debtor’s financial difficulty, has granted to thedebtor a concession(s) that the creditor would not otherwise consider.
2. Measurement of expected credit loss (“ECL”)
Key parameters to measure ECL include the probability of default, loss given default and the exposure at default. The Companyestablished models of the probability of default, loss given default and the exposure at default on the basis of qualitative analysis onhistorical statistical data (such as counterparty ranking, guarantee methods, collateral category, and repayment way) and forward-looking information.
3. Details of reconciliation of the opening balance and the closing balance of provision for impairment of financial instrumentscan be referred to in Note V(I)4, Note V(I)7 and Note V(I)9 to the financial statements hereof.
4. Credit risk exposure and credit risk concentration
The Company's credit risk is primarily from cash and bank balances and receivables. In order to control the risks associated withaforementioned items, the Company has taken the following measures.
(1) Cash and bank balances
The credit risk of the Company is limited because the Company has deposited bank deposits and other monetary capital in bankswith high credit ratings.
(2) Receivables
The Company continually evaluates the creditworthiness of its customers with deals on credit, and selects to deal with approved
and creditworthy customers subject to the results of the credit assessment with monitoring the balance of its receivables, so as to ensurethat the Company is not exposed to significant risk of bad debt.
No collateral is required since the Company only deals with third parties that are approved and creditworthy. The concentratedcredit risks are managed by customers. As of December 31, 2023, the Company is exposed to certain concentration of credit risks, asthe Company’s accounts receivable from top 5 customers have accounted for 42.71% of the total balance of accounts receivable andcontract assets (December 31, 2022: 40.24%). The Company held no collateral or other credit ranking measures for the balance ofaccounts receivable.The maximum exposure to the Company is the carrying value of each financial asset in the balance sheet.(II) Liquidity riskLiquidity risk refer to the risk that the Company is in shortage of funds in performing obligations that are settled by deliveringcash or another financial asset.In order to control this risk, the Company balances the continuity and flexibility of financing by using various financing measuressuch as notes settlement and bank loans comprehensively and adopting both long-term and short-term financing methods to optimizethe financing structure. The Company has received credit facilities from a number of commercial banks to satisfy its working capitalrequirements and capital expenditures.Financial liabilities classified by remaining maturity
| Item | Closing balance | ||||
| Carrying value | Undiscounted contract amount | Within 1 year | 1-3 years | Over 3 years | |
| Short-term borrowings | 33,781,325.60 | 34,406,880.84 | 34,406,880.84 | ||
| Notes payable | 1,714,493,274.32 | 1,714,493,274.32 | 1,714,493,274.32 | ||
| Accounts payable | 5,211,653,685.68 | 5,211,653,685.68 | 5,211,653,685.68 | ||
| Other payables | 118,868,606.40 | 118,868,606.40 | 118,868,606.40 | ||
| Other current liabilities | 34,920,000.00 | 34,920,000.00 | 34,920,000.00 | ||
Lease liabilities(including those duewithin one year)
| Lease liabilities (including those due within one year) | 215,189,224.11 | 236,266,339.88 | 71,301,647.54 | 120,460,350.15 | 44,504,342.19 |
| Sub-total | 7,328,906,116.11 | 7,350,608,787.12 | 7,185,644,094.78 | 120,460,350.15 | 44,504,342.19 |
(Continued)
| Item | Balance at the end of last year | ||||
| Carrying value | Undiscounted contract amount | Within 1 year | 1-3 years | Over 3 years | |
| Short-term borrowings | 1,057,932,476.80 | 1,058,796,992.31 | 1,058,796,992.31 | ||
| Notes payable | 1,641,001,844.25 | 1,641,001,844.25 | 1,641,001,844.25 | ||
| Accounts payable | 4,929,885,871.44 | 4,929,885,871.44 | 4,929,885,871.44 | ||
Other payables
| Other payables | 508,775,724.99 | 508,775,724.99 | 508,775,724.99 | ||
| Lease liabilities (including those due within one year) | 191,271,299.59 | 212,301,884.04 | 61,503,064.82 | 82,280,864.66 | 68,517,954.56 |
| Sub-total | 8,328,867,217.07 | 8,350,762,317.03 | 8,199,963,497.81 | 82,280,864.66 | 68,517,954.56 |
(III) Market risk
Market risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes inmarket prices. Market risk mainly includes interest rate risk and currency risk.
1. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes inmarket interest rates. Since the Company’s borrowings are at fixed interest rates, fluctuations in interest rates of borrowings will nothave a material impact on the Company’s total profits or shareholders’ equity.
2. Currency risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes inforeign exchange rates. Since the Company mainly operates in Mainland China with its principal activities denominated in RMB, itsexposure to the currency risk due to changes in market is not material.The closing balance of the Company’s monetary assets and liabilities dominated in foreign currencies can be referred to in Note V(V)2to the financial statements hereof.
XIII. Disclosure of Fair Value
1. Closing balance of the fair value of assets and liabilities measured at fair value
In RMB
| Item | Closing balance of fair value | |||
| Level 1 | Level 2 | Level 3 | Total | |
| I. Continuous fair value measurement | -- | -- | -- | -- |
| (I) Held-for-trading financial assets | 1,052,000,000.00 | 1,052,000,000.00 | ||
| 1. Financial assets at fair value through profit or loss | 1,052,000,000.00 | 1,052,000,000.00 | ||
| (3) Derivative financial assets | 1,052,000,000.00 | 1,052,000,000.00 | ||
| (II) Accounts receivable financing | 698,394,858.57 | 698,394,858.57 | ||
| Total liabilities continuously measured at fair value | 1,052,000,000.00 | 698,394,858.57 | 1,750,394,858.57 | |
| II. Non-continuous fair value measurement | -- | -- | -- | -- |
2. Valuation techniques and qualitative and quantitative information of key parameters adopted forcontinuous and non-continuous level 2 fair value measurement items
With respect to held-for-trading financial assets with similar products quotation in an active market, the fair value of them shallbe determined by the quotation of such similar products in the active market.
3. Valuation techniques and qualitative and quantitative information of key parameters adopted forcontinuous and non-continuous level 3 fair value measurement itemsThe Company’s receivables financing refers to the banker’s acceptance bills accepted by commercial banks with higher credit rating,without quotation in the active market. The cost thereof represents the best estimate of fair value.
XIV. Related Parties and Related-party Transactions
1. Parent company of the Company
| Name of the parent company | Registered address | Business nature | Registered capital | Proportion of the Company’s ownership interest held by the parent company (%) | Proportion of the Company’s voting right held by the parent company(%) |
| Mango Media Co., Ltd. | PRC | Planning, production and operation of radio and television programs; asset management and investment subject to laws and regulations; advertising planning, production and operation; | 2,050,000,000.00 | 56.09% | 56.09% |
Descriptions of the Company’s parent company
Mango Media Co., Ltd., which holds 56.09% of the shares in the Company, was established on July 10, 2007 with a registeredcapital of RMB2,050,000,000 and registered address and principal place of business in Golden Eagle Studio Culture City in Kaifu
District, Changsha City. GBS holds 100% shares in Mango Media Co., Ltd. Mango Media Co., Ltd. is mainly engaged in planning,production and operation of radio and television programs; investment in culture, sports, entertainment, media, science and technology,Internet and other industries with self-owned funds (not allowed to engage in activities under national financial supervision andfinancial credit businesses such as deposit absorption, fund raising and collection, entrusted loan, bill issuance, loan issuance, etc.);advertising planning, production and operation; and multimedia technology development and management.The ultimate controller of the Company is Hunan State-owned Cultural Assets Supervision and Administration Commission.Other information:
2. Subsidiaries of the Company
For details of the subsidiaries of the Company, see the descriptions in the accompanying Note X.
3. Associates and joint ventures of the Company
For details of the significant joint ventures or associates of the Company, see the descriptions in the accompanying Note X.The details of other joint ventures or associates having related-party transactions and balances with the Company in the currentperiod or prior periods are presented as follows:
| Name of joint venture or associate | Relationship with the Company |
| Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | Associates |
| Tianjin Sunshine Meichuang Technology Co., Ltd. | Associates |
Other information:
4. Other related parties of the Company
| Name of other related-party | Relationship between other related-party and the Company |
| Hunan EE Advertising Co., Ltd. | Controlled by the same actual controller |
| Yunhong Communication Technology (Guangzhou) Co., Ltd.1 | Controlled by the same actual controller |
| GBS2 | Controlled by the same actual controller |
| Subsidiaries of GBS3 | Controlled by the same actual controller |
| Hunan Broadcasting System | Controlled by the same actual controller |
| Subsidiaries of Hunan Broadcasting System4 | Controlled by the same actual controller |
| Subsidiaries of HTBI (excluding Yunhong)5 | Controlled by the same actual controller |
| Subsidiaries of Mango Media6 | Controlled by the same actual controller |
| Xiaoxiang Film Group7 | Controlled by the same actual controller |
| MIGU Culture Technology Co., Ltd.8 | Company materially affected by the key officers |
| iFlyTek Co., Ltd. | Company materially affected by the key officers |
Note:
1. Yunhong Communication Technology (Guangzhou) Co., Ltd. comprises Shanghai Yunhong Advertising Co., Ltd. andGuangzhou Yunhong Jiaze Advertising Co., Ltd.
2. GBS comprises Hunan Radio, Film and Television Group Satellite TV Channel Branch.
3. The subsidiaries of GBS include Hunan Fengmang Media Co., Ltd., Hunan Public Media Co., Ltd., Hunan Economic TVMalanshan Media Co., Ltd., Hunan Malanshanshang Media Co., Ltd., Golden Light Culture Co., Ltd., Hunan Golden Bee Audio &Visual Publishing House Co., Ltd., Changsha Mango Cinema Student Branch Co., Ltd., Hunan TV Drama Media Co., Ltd., HunanBroadcasting and Television Logistics Management Service Co., Ltd., Hunan Xiangguang Property Management Co., Ltd., HunanBroadcasting International Media Co., Ltd., Hunan International Exhibition Center Co., Ltd., Hunan International Convention andExhibition Management Center Co., Ltd., Letian Entertainment (Hunan) Co., Ltd., Hunan Happy Avant Garde Media Co., Ltd., HunanHappy Avant Garde Tea Culture Media Co., Ltd., Hunan Happy Fishing Development Co., Ltd., Shenzhen Jiuzhitianxia TechnologyCo., Ltd., Hunan Pingan Fairy Media Co., Ltd., THBI, Hunan Radio Media Co., Ltd., Hunan Broadcasting Media Co., Ltd., HunanGolden Eagle International Exhibition Co., Ltd., Hunan Golden Eagle Documentary Media Co., Ltd., Hunan Golden Eagle SoundMedia Co., Ltd., Hunan Economic TV Media Co., Ltd., Hunan Letian Shanshuiwan Studio Co., Ltd., Hunan Mango TingjianTechnology Co., Ltd., Hunan Film Release and Showing Center Co., Ltd., Hunan Shijie Golden Eagle Media Co., Ltd., Hunan XiangshiAdvertising Golden Co., Ltd., and Shanghai Happy Mango Music & Cultural Media Co., Ltd., Hunan Broadcasting and TelevisionLogistics Management Service Co., Ltd., and Hunan Xiangshi TV Program Center Co., Ltd.
4. The subsidiaries of Hunan Broadcasting System include all channels of Hunan Broadcasting System (excluding satellite TVchannels), Hunan Broadcasting System Radio Media Center, Hunan Broadcasting System Logistics Center, Shanghai XiangmanguoCultural Investment Co., Ltd.
5. The subsidiaries of HTBI (excluding Yunhong) include Hunan Saint Tropez Investment Co., Ltd., Shanghai Jiuyou NetworkTechnology Co., Ltd., Changsha Colorful World Co., Ltd., Hunan Mango Travel Investment Co. Ltd. and Huafengda Cable NetworkHolding Co., Ltd.
6. Mango Media and its subsidiaries comprise Mango Media, Hunan Mango Vision Technology Co., Ltd., Hunan Happy MoneyMicrofinance Co., Ltd., Hunan Pingan Little Fairy Cultural Development Co., Ltd., and Hunan Innovative Entertainment Media Co.,
Ltd.
7. Xiaoxiang Film Group comprises Hunan Dangran Film Co., Ltd., Hunan Xiaoying Interactive Entertainment Media Co., Ltd.,Hunan Xiaoying Cultural Industry Investment Co., Ltd., Anren Xiaoxiang International Studio Co., Ltd., Dong’an XiaoxiangInternational Studio Co., Ltd., Hengyang Xiaoxiang International Studio Co., Ltd., Hunan Xiaoxiang Jinqiu International Studio Co.,Ltd., Hunan Xiaoxiang Xinsheng International Studio Co., Ltd., Hunan Xiaoxiang Studio Investment Management Co., Ltd., HunanXiaoxiang Yongzhou International Studio Co., Ltd., Jishou Xiaoxiang Studio Management Co., Ltd., Jinshi Xiaoxiang InternationalStudio Co., Ltd., Nanchang Xiaoxiang Studio Co., Ltd., Pingxiang Xiaoxiang Studio Co., Ltd., Xiamen Xiaoxiang Youth Studio Co.,Ltd., Xiangtan Xiaoxiang International Studio Co., Ltd., Yichang Xiaoxiang Studio Co., Ltd., Yingtan Xiaoxiang Studio Co., Ltd.,Yueyang Xiaoxiang Studio Co., Ltd., Tianxin District Xiaoxiang International Studio Co., Ltd. of Changsha, and Zhoukou XiaoxiangStudio Co., Ltd.
8. MIGU Culture Technology Co., Ltd. comprises MIGU Video Technology Co., Ltd., MIGU Xinkong Cultural Technology(Xiamen) Co., Ltd., MIGU Digital Media Co., Ltd., MIGU Music Co., Ltd. and MIGU Interactive Entertainment Co., Ltd.
5. Related-party transactions
(1) Sales and purchase of goods, and rendering and receipt of services
Statement of purchase of goods/ receipt of services
In RMB
| Related party | Details of related-party transactions | Amount in the current period | Transaction quota approved | Whether exceeding the approved transaction amount | Amount in the prior period |
| Yunhong Communication Technology (Guangzhou) Co., Ltd | Advertising agency | 172,341,901.28 | 200,000,000.00 | No | 193,311,480.39 |
| Subsidiaries of Hunan Broadcasting System | Publicity and promotion, artist agency, program production, venue exhibition and supporting services, purchase of goods, and advertising agency | 48,000,000.00 | 2,000,000.00 | Yes | 526,415.09 |
| MIGU Culture Technology Co., Ltd. | Bandwidth, copyright purchase, advertising fee and goods purchase | 96,781,406.82 | 121,920,000.00 | No | 58,600,167.19 |
| GBS | Purchase of copyrights, operator sharing, publicity and promotion, and advertising agency | 863,002,591.18 | 781,300,000.00 | Yes | 553,460,079.49 |
| Subsidiaries of HTBI (excluding Yunhong) | Operator sharing, board and lodging expenses, purchase of goods and site expenses | 5,261,975.27 | 4,500,000.00 | Yes | 8,090,859.46 |
| Mango Media and its subsidiaries | Artist agency, technical fees and acceptance of services | 2,512,891.82 | 650,000.00 | Yes | 12,128,629.83 |
| Hunan EE Advertising Co., Ltd. | Advertising agency, Internet access cooperation fees | 3,191,482.69 | 2,000,000.00 | Yes | 2,698,445.39 |
| Xiaoxiang Film Group | Copyright purchase | 80,543,509.28 | 95,150,000.00 | No | 158,633,453.49 |
| Subsidiaries of GBS | Purchase of goods, program | 14,296,936.68 | 14,300,000.00 | No | 79,763,769.49 |
| production, publicity and promotion, copyright purchase, and advertising agency service | |||||
| iFlyTek Co., Ltd. | Operator sharing | 1,994,176.45 | 0.00 | Yes | |
| HBS | Operator added-value sharing, brand license, and program use fees | 0.00 | No | 1,674,491.61 | |
| Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | Purchase of goods | 0.00 | No | 547,062.50 |
Statement of sales of goods/rendering of services
In RMB
| Related party | Details of related-party transactions | Amount in the current period | Amount in the prior period |
| Yunhong Communication Technology (Guangzhou) Co., Ltd. | Advertising | 566,316,002.35 | 849,964,110.56 |
| GBS | Advertising, distribution revenue, publicity and promotion | 676,350,261.13 | 775,699,205.81 |
| Hunan Broadcasting System | Technical services | 5,667.77 | 1,704,317.14 |
| Subsidiaries of Hunan Broadcasting System | Member rights, distribution revenues, and merchandise sales | 2,431,978.37 | 3,303,257.24 |
| Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | Sales of goods and supplier charge | 32,923.80 | 642,662.54 |
| MIGU Culture Technology Co., Ltd. | Operator revenue, advertising, membership rights and interests, derivative sales, and sales of goods | 2,699,571,918.02 | 2,166,512,518.08 |
| Hunan EE Advertising Co., Ltd. | Advertising and sales of goods | 28,355,845.92 | 29,240,355.34 |
| Mango Media and its subsidiaries | Membership rights, and sales of goods | 423,755.03 | 1,422,806.62 |
| Xiaoxiang Film Group | Copyright transfer | 1,689,882.51 | 2,015,601.22 |
| Subsidiaries of GBS | Member rights, distribution revenues, and merchandise sales | 4,337,943.22 | 19,323,179.50 |
| Subsidiaries of HTBI (excluding Yunhong) | Member rights, and artiste revenues | 75,471.70 | 377,358.80 |
| iFlyTek Co., Ltd. | Advertising revenue | 7,223,630.17 |
Descriptions of related-party transactions with respect to the sales and purchase of goods, as well as rendering and receipt of services
(2) Related-party leases
The Company as lessor:
In RMB
| Name of lessee | Category of leased assets | Lease income recognized in the current period | Lease income recognized in the prior period |
| Mango Media Co., Ltd. and its subsidiaries | Lease and property management | 150,000.00 |
The Company as lessee:
In RMB
| Lessor | Categor | Expenses related to | Variable lease | Paid rent | Assumed interest | Added use right assets |
| y of leased assets | short-term leases and low-value assets leases subject to simplified treatment, if any | payments through profit or loss not included in the measurement of lease liabilities, if any | expenses of lease liabilities | ||||||||
| Amount in the current period | Amount in the prior period | Amount in the current period | Amount in the prior period | Amount in the current period | Amount in the prior period | Amount in the current period | Amount in the prior period | Amount in the current period | Amount in the prior period | ||
| Subsidiaries of GBS | Buildings | 425,760.00 | 24,085,967.09 | 20,948,243.47 | 3,683,160.64 | 3,301,840.93 | 14,507,383.03 | 3,361,745.10 | |||
| Subsidiaries of Hunan Broadcasting System | Buildings | 699,900.34 | 559,675.42 | 64,564.85 | |||||||
| Subsidiaries of HTBI (excluding Yunhong) | Buildings | 17,611,301.70 | 12,921,465.56 | 1,049,293.71 | 963,132.91 | 6,765,197.35 | 19,871,390.55 | ||||
Explanation about related-party leases:
(3) Compensation for key management
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Compensation for key management personnel | 33,881,000.00 | 34,612,300.00 |
(4) Other related-party transactions
The Company acquired 100% shares of Golden Eagle Cartoon from Mango Media in the current period. See Note VII.54 and NoteIX.1 in Section X for details.
6. Receivables from and payables to related parties
(1) Accounts receivable
In RMB
| Item | Related parties | Closing balance | Opening balance | ||
| Gross carrying value | Provisions for bad debts | Gross carrying value | Provisions for bad debts | ||
| Accounts receivable | GBS | 543,586,847.15 | 561,086,053.15 | ||
| Accounts receivable | Subsidiaries of GBS | 361,429.50 | 990,268.43 | ||
| Accounts receivable | Tianjin Sunshine Meichuang Technology Co., Ltd. | 766,557.10 | 766,557.10 | 766,557.10 | 766,557.10 |
| Accounts receivable | Yunhong Communication Technology (Guangzhou) Co., Ltd | 68,026,149.58 | 104,970,272.61 | ||
| Accounts receivable | MIGU Culture Technology Co., Ltd. | 768,340,398.63 | 38,518,127.65 | 435,996,686.27 | 21,941,878.57 |
| Accounts | Subsidiaries of | 7,370,220.54 | 7,313,220.54 | ||
| receivable | Hunan Broadcasting System | ||||
| Accounts receivable | Hunan EE Advertising Co., Ltd. | 194,899,844.54 | 273,927,032.36 | ||
| Accounts receivable | Mango Media and its subsidiaries | 598,245.52 | 382,284.32 | ||
| Accounts receivable | Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | 8,310.60 | 2,493.18 | 8,310.60 | 831.06 |
| Accounts receivable | Xiaoxiang Film Group | 1,464,768.12 | 335,354.75 | ||
| Accounts receivable | iFlyTek Co., Ltd. | 1,868,771.35 | 93,438.57 | ||
| Accounts receivable | Subsidiaries of HTBI (excluding Yunhong) | 4,503.00 | |||
| Subtotal | 1,587,291,542.63 | 39,380,616.50 | 1,385,780,543.13 | 22,709,266.73 | |
| Notes receivable | MIGU Culture Technology Co., Ltd. | 1,371,194,442.95 | |||
| Notes receivable | Yunhong Communication Technology (Guangzhou) Co., Ltd | 50,000,000.00 | |||
| Subtotal | 1,421,194,442.95 | ||||
| Accounts receivable financing | GBS | 29,000,000.00 | 30,300,000.00 | ||
| Accounts receivable financing | MIGU Culture Technology Co., Ltd. | 664,078,684.63 | |||
| Subtotal | 693,078,684.63 | 30,300,000.00 | |||
| Prepayments | Subsidiaries of HTBI (excluding Yunhong) | 5,000.00 | 3,568.00 | ||
| Prepayments | Tianjin Sunshine Meichuang Technology Co., Ltd. | 6,014,723.96 | 6,014,723.96 | 6,014,723.96 | 6,014,723.96 |
| Prepayments | Subsidiaries of GBS | 2,683,842.12 | 2,617,385.23 | ||
| Prepayments | Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | 13,399.99 | |||
| Prepayments | Mango Media and its subsidiaries | 23,894.18 | 26,493.58 | ||
| Prepayments | Yunhong Communication Technology (Guangzhou) Co., Ltd | 160,754.72 | |||
| Subtotal | 8,888,214.98 | 6,014,723.96 | 8,675,570.76 | 6,014,723.96 | |
| Other receivables | Subsidiaries of Hunan Broadcasting System | 789,360.97 | 789,360.97 | ||
| Other receivables | Subsidiaries of HTBI (excluding Yunhong) | 1,273,334.80 | 1,393,334.80 |
| Other receivables | Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | 2,029,764.69 | 2,029,764.69 | 2,329,764.69 | 2,329,764.69 |
| Other receivables | GBS | 20,000.00 | |||
| Other receivables | Subsidiaries of GBS | 1,031,581.00 | 1,005,081.00 | ||
| Other receivables | Mango Media and its subsidiaries | 22,048.91 | 928,917.89 | ||
| Other receivables | Hunan Broadcasting System | 30,000.00 | 30,000.00 | ||
| Subtotal | 5,196,090.37 | 2,029,764.69 | 6,476,459.35 | 2,329,764.69 | |
| Contract assets | MIGU Culture Technology Co., Ltd. | 456,846,336.30 | 22,842,316.82 | 530,029,532.96 | 26,501,476.65 |
| Subtotal | 456,846,336.30 | 22,842,316.82 | 530,029,532.96 | 26,501,476.65 |
(2) Accounts payable
In RMB
| Item | Related parties | Closing book balance | Opening book balance |
| Accounts payable | Yunhong Communication Technology (Guangzhou) Co., Ltd | 150,429,482.95 | 230,784,237.63 |
| Accounts payable | Hunan Broadcasting System | 7,918,506.80 | 7,938,849.06 |
| Accounts payable | GBS | 227,335,748.86 | 94,915,908.41 |
| Accounts payable | Subsidiaries of GBS | 3,285,130.10 | 3,477,774.03 |
| Accounts payable | Shanghai Mamma Mia Interactive Entertainment Technology Co., Ltd. | 21,015.94 | 359,769.40 |
| Accounts payable | MIGU Culture Technology Co., Ltd. | 56,656,887.99 | 42,409,357.34 |
| Accounts payable | Subsidiaries of HTBI (excluding Yunhong) | 622,908.63 | 22,000.30 |
| Accounts payable | Mango Media and its subsidiaries | 514,847.07 | 37,092.58 |
| Accounts payable | Hunan EE Advertising Co., Ltd. | 131,922,236.18 | 132,483,303.41 |
| Accounts payable | Xiaoxiang Film Group | 80,484,310.47 | 47,548,491.26 |
| Accounts payable | Subsidiaries of Hunan Broadcasting System | 25,083,333.35 | |
| Accounts payable | iFlyTek Co., Ltd. | 2,531,110.00 | |
| Subtotal | 686,805,518.34 | 559,976,783.42 | |
| Notes payable | GBS | 272,855,000.00 | 169,608,024.71 |
| Notes payable | Xiaoxiang Film Group | 50,400,000.00 | 95,600,000.00 |
| Notes payable | MIGU Culture Technology Co., Ltd. | 25,500,000.00 | 10,948,683.43 |
| Notes payable | Subsidiaries of GBS | 38,360,000.00 | |
| Notes payable | Yunhong Communication Technology (Guangzhou) Co., Ltd. | 15,408,000.00 | |
| Subtotal | 348,755,000.00 | 329,924,708.14 | |
| Contract liabilities | Hunan Broadcasting System | 1,886,792.45 | 1,886,792.45 |
| Contract liabilities | MIGU Culture Technology Co., Ltd. | 1,281,446.49 | 3,628,680.18 |
| Contract liabilities | Hunan EE Advertising Co., Ltd. | 319,273.40 | 311,881.28 |
| Contract liabilities | Mango Media and its subsidiaries | 6,100.00 | |
| Contract liabilities | Subsidiaries of GBS | 2,378,035.43 | 1,296,394.11 |
| Contract liabilities | Xiaoxiang Film Group | 15,887.00 | 15,860.00 |
| Contract liabilities | Yunhong Communication Technology (Guangzhou) Co., Ltd. | 2,460,203.60 | 2,206,439.33 |
| Contract liabilities | Subsidiaries of Hunan Broadcasting System | 41,700.00 | 55,335.53 |
| Subtotal | 8,389,438.37 | 9,401,382.88 | |
| Other payables | Subsidiaries of HTBI (excluding Yunhong) | 108,422.13 | 88,384.49 |
| Other payables | Mango Media and its subsidiaries | 3,795,134.25 | 15,798,134.25 |
| Other payables | Subsidiaries of Hunan Broadcasting System | 13,455,655.01 | 2,373,786.45 |
| Other payables | GBS | 708,051.10 | 28,051.10 |
| Other payables | Subsidiaries of GBS | 2,765,789.04 | 3,543,587.59 |
| Other payables | MIGU Culture Technology Co., Ltd. | 3,000.00 | 3,000.00 |
| Other payables | Hunan Broadcasting System | 64,005,667.77 | |
| Subtotal | 20,836,051.53 | 85,840,611.65 | |
| Dividends payable | Mango Media and its subsidiaries | 300,000,000.00 | |
| Subtotal | 300,000,000.00 | ||
| Other current liabilities | Hunan Broadcasting System | 113,207.55 | |
| Other current liabilities | Hunan EE Advertising Co., Ltd. | 11,320.75 | |
| Subtotal | 124,528.30 | ||
| Non-current liabilities due within one year | Subsidiaries of HTBI (excluding Yunhong) | 6,726,989.84 | 11,646,253.42 |
| Non-current liabilities due within one year | Subsidiaries of Hunan Broadcasting System | 706,625.23 | |
| Non-current liabilities due within one year | Subsidiaries of GBS | 12,049,411.52 | 18,456,135.43 |
| Subtotal | 19,483,026.59 | 30,102,388.85 | |
| Lease liabilities | Subsidiaries of HTBI (excluding Yunhong) | 9,311,800.75 | 12,664,387.49 |
| Lease liabilities | Subsidiaries of Hunan Broadcasting System | 14,784,960.57 | 14,791,685.46 |
| Lease liabilities | Subsidiaries of GBS | 30,562,364.15 | 44,407,335.14 |
| Subtotal | 54,659,125.47 | 71,863,408.09 |
XV. Commitments and Contingencies
1. Significant commitments
Significant commitments as of the balance sheet date
The table shows the irrevocable external business contracts executed by the Company and its subsidiaries as of the balancesheet date:
Copyright purchase commitment
In RMB0’000
| Copyright purchase agreements | Closing balance | Opening balance |
| The 1st year subsequent to the balance sheet date | 54,571.00 | 54,571.00 |
| The 2nd year subsequent to the balance sheet date | 54,571.00 | 54,571.00 |
| The 3rd year subsequent to the balance sheet date | 54,571.00 | |
| Total | 109,142.00 | 163,713.00 |
Copyright purchase agreements are concluded by and between Happy Sunshine and GBS for considerations that should be paidby the Company to purchase copyrights in each relevant agreement period.
2. Contingencies
(1) Significant contingencies as of the balance sheet date
1. Beijing Guolong Film Investment Co., Ltd. (hereinafter referred to as “Guolong”) is a debtor to Lead Capital Management Co.,Ltd. (hereinafter referred to as “Lead Capital”), and Happy Sunshine purchased the exclusive information network dissemination rightfor the TV series “If Paris Downcast” from Guolong at a total licensing fee of RMB74.4 million. Happy Sunshine has already madethe down payment of 22.32 million. As Guolong has not fully delivered the copyright chain of the works, Happy Sunshine has notmade the remaining two payments of RMB 52.08 million in total. In August 2019, Lead Capital filed a subrogation lawsuit againstHappy Sunshine with Changsha Intermediate People’s Court, requesting Happy Sunshine to settle the payment and liquidated damagesof approximately RMB20,461,100 to Lead Capital on behalf of Guolong. During the litigation, Lead Capital applied with the ChangshaIntermediate People’s Court for property preservation, as a result of which RMB21 million in the account opened at the BusinessDepartment of CZBank Changsha Branch under the name of Happy Sunshine. Happy Sunshine sued Guolong in a separate case on thegrounds that Guolong failed to fulfill the main obligations under the contract, requesting the termination of the copyright procurementcontract. In the ruling in effect, it is found that the copyright procurement contract for “If Paris Downcast” should be terminated,Guolong should pay liquidated damages of RMB 2.98 million to Happy Sunshine, and the amount of the royalty to be paid by HappySunshine to Guolong should be tried in a separate case.
The subrogation case of Lead Capital v. Sunshine was heard by the Hunan Provincial Higher People’s Court as the court of secondinstance. As Guolong, a key party in the case, was ruled bankrupt during the second instance, the trial of the case was suspended.
2. With respect to the dispute between Xiangshan Wukong Cultural Media Co., Ltd. (“Xiangshan Wukong”) and Mango Studiosarising out of the settlement of investment in the TV drama “Great Expectation”, Xiangshan Wukong brought a suit against MangoStudios at the Huairou District People’s Court of Beijing, requesting Mango Studios to pay the settlement price of about RMB28.3155million. Mango Studios has submitted an opposition to jurisdiction over the case, which is pending review. The final result of the caseis subject to the judgment rendered by the court.XVI. Events Subsequent to the Balance Sheet Date
1. Profit distribution
| Dividends to be distributed per 10 shares (RMB) | 1.8 |
| Number of bonus shares to be distributed per 10 shares (shares) | 0 |
| Number of shares to be distributed per 10 shares through capitalization of capital reserve (shares) | 0 |
| Dividends to be distributed per 10 shares approved and declared (RMB) | 1.8 |
| Number of bonus shares to be distributed per 10 shares approved and declared (shares) | 0 |
| Number of shares to be distributed per 10 shares through capitalization of capital reserve approved and declared (shares) | 0 |
| Profit distribution proposal | To distribute a cash dividend of RMB1.8 (inclusive of tax) per 10 shares to all shareholders on the basis of 1,870,720,815 shares, without distributing any bonus shares or transferring any capital reserve to the share capital. |
XVII. Other Significant Events
1. Segment information
(1) Determination basis and accounting policies of reporting segments
The Company has established four reporting segments being Mango TV Internet video business, new media interactiveentertainment content production, content e-commerce and others, which are divided based on its internal organizational structure,management requirements, and inner reporting system, among others, in light of the industry and product actuality. The reportinginformation on each segment is disclosed according to the accounting policies and measurement standards adopted thereby whenreporting to the management, the measurement bases of which are in line with the accounting and measurement bases for the preparationof the financial statements.
(2) Financial information of reporting segments
In RMB
| Item | Mango TV Internet Video Business | New media interactive entertainment content production and operation | Content E-commerce | Others | Inter-segment offset | Total |
| Operating revenue | 10,614,030,327.62 | 1,149,941,038.24 | 2,822,529,201.38 | 41,515,734.60 | 14,628,016,301.84 | |
| Operating cost | 6,229,223,213.61 | 855,899,278.24 | 2,682,738,552.41 | 35,145,850.68 | 9,803,006,894.94 |
(3) If the Company has no reporting segment or is unable to disclose total assets and liabilities of eachreporting segment, please give the reason thereforHappy Sunshine, a subsidiary of the Company, engages in business involving two segments i.e. Mango TV Internet video, andnew media interactive entertainment content production and operation, the total assets and liabilities of each reporting segment ofwhom cannot be disclosed as its assets and liabilities cannot be divided according to the reporting segments.XVIII. Notes to Main Items in the Financial Statements of the Parent Company
1. Other receivables
In RMB
| Item | Closing balance | Opening balance |
| Dividends receivable | 300,000,000.00 | |
| Other receivables | 80,009,604.19 | 80,020,000.00 |
| Total | 80,009,604.19 | 380,020,000.00 |
(1) Dividends receivable
1) Classification of dividends receivable
In RMB
| Project (or investee) | Closing balance | Opening balance |
| Happy Sunshine | 300,000,000.00 | |
| Total | 300,000,000.00 |
2) Presentation by method of recognition of provision for bad debts
□Applicable ?N/A
(2) Other receivables
1) Classification of other receivables by nature
In RMB
| Nature | Closing book balance | Opening book balance |
| Hunan Mango Entertainment Co., Ltd. | 80,000,000.00 | 80,020,000.00 |
| Temporary payment receivable | 9,701.20 | |
| Total | 80,009,701.20 | 80,020,000.00 |
2) Presentation by aging
In RMB
| Aging | Closing book balance | Opening book balance |
| Within 1 year (inclusive) | 9,701.20 | 20,000.00 |
| Over 3 years | 80,000,000.00 | 80,000,000.00 |
| 3-4 years | 80,000,000.00 | |
| 4-5 years | 80,000,000.00 | |
| Total | 80,009,701.20 | 80,020,000.00 |
3) Presentation by method of recognition of provision for bad debts
?Applicable □N/A
In RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Bad debt provision | Carrying value | Book balance | Bad debt provision | Carrying value | |||||
| Amount | Proportion | Amount | Proportion | Amount | Proportion | Amount | Proportion | |||
| Incl.: | ||||||||||
| Provision for bad debts made by group | 80,009,701.20 | 100.00% | 97.01 | 80,009,604.19 | 80,020,000.00 | 100.00% | 80,020,000.00 | |||
| Incl.: | ||||||||||
| Total | 80,009,701.20 | 100.00% | 97.01 | 80,009,604.19 | 80,020,000.00 | 100.00% | 80,020,000.00 | |||
Provisions for bad debts made individually: RMB97.01.
In RMB
| Name | Closing balance | ||
| Book balance | Bad debt provision | Proportion | |
| Group of receivables from related parties controlled by the same actual controller | 80,000,000.00 | ||
| Aging group | 9,701.20 | 97.01 | 1.00% |
| Total | 80,009,701.20 | 97.01 | |
Description of basis for determining the group:
Provisions for bad debts made in accordance with the general model of ECL:
In RMB
| Provisions for bad debts | Stage I | Stage II | Stage III | Total |
| Future 12-month ECL | Lifetime ECL (without credit impairment) | Lifetime ECL (with credit impairment) | ||
| Balance as at January 1, 2023 in the current period | ||||
| Current provision | 97.01 | 97.01 | ||
| Balance as at December 31, 2023 | 97.01 | 97.01 |
Basis for determination of stages and proportion of provision for bad debts:
Changes in book balance whose loss allowance changed significantly in the current period:
□Applicable ?N/A
4) Provisions, recovery or reversal of bad debts for the period
Provision for bad debts made for the current period:
In RMB
| Category | Opening balance | Changes for the current period | Closing balance | |||
| Provision | Recovery or reversal | Write-off | Others | |||
| Aging group | 97.01 | 97.01 | ||||
| Total | 97.01 | 97.01 | ||||
Including significant amounts recovered or reversed from the current provision for bad debts:
In RMB
| Entity | Amount of recovery or reversal | Reason for recovery | Method of recovery | Basis for determining the proportion of provision for bad debts and its reasonableness |
No significant provision for bad debts was recovered or reversal in the current period.
5) Top five closing balances of other receivables categorized by debtor
In RMB
| Entity | Nature | Closing balance | Aging | Proportion in total closing balance of other receivables | Closing balance of provisions for bad debts |
| Hunan Mango Entertainment Co., Ltd. | Receivables from subsidiary | 80,000,000.00 | 4-5years | 99.99% | 0.00 |
| Hunan Provincial Public Institution Pension Service Center | Temporary payment receivable | 9,701.20 | Within 1 year | 0.01% | 97.01 |
| Total | 80,009,701.20 | 100.00% | 97.01 |
2. Long-term equity investments
In RMB
| Item | Closing balance | Opening balance | ||||
| Gross carrying value | Provision for impairment | Carrying value | Gross carrying value | Provision for impairment | Carrying value | |
| Investments in subsidiaries | 12,173,055,024.52 | 12,173,055,024.52 | 11,976,375,839.55 | 11,976,375,839.55 | ||
| Total | 12,173,055,024.52 | 12,173,055,024.52 | 11,976,375,839.55 | 11,976,375,839.55 | ||
(1) Investments in subsidiaries
In RMB
| Investees | Opening balance (carrying value) | Opening balance of provisions for bad debts | Changes in the current period | Closing balance (carrying value) | Closing balance of provisions for bad debts | |||
| Additional investment | Decreased investment | Provisions for impairment | Others | |||||
| Happy Sunshine | 10,845,049,607.62 | 10,845,049,607.62 | ||||||
| EE-Media | 535,281,326.72 | 535,281,326.72 | ||||||
| Happigo | 596,044,905.21 | 596,044,905.21 | ||||||
| Golden Eagle Cartoon | 196,679,184.97 | 196,679,184.97 | ||||||
| Xiaomang E-comemrce | ||||||||
| Total | 11,976,375,839.55 | 196,679,184.97 | 12,173,055,024.52 | |||||
3. Operating revenue and operating cost
In RMB
| Item | Amount in the current period | Amount in the prior period | ||
| Income | Cost | Income | Cost | |
| Other business | 11,056.00 | 18,867.92 | ||
| Total | 11,056.00 | 18,867.92 |
Breakdown of operating revenues and operating costs:
In RMB
| Category of contract | Segment 1 | Segment 2 | Total | |||||
| Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | |
| By segment | ||||||||
| Incl.: | ||||||||
| Others | 11,056.00 | 11,056.00 | ||||||
| By operating region | ||||||||
| Incl.: | ||||||||
| Hunan | 11,056.00 | 11,056.00 | ||||||
| By market or customer type | ||||||||
| Incl.: | ||||||||
| By contract type | ||||||||
| Incl.: | ||||||||
| By transfer time of goods | ||||||||
| Incl.: | ||||||||
| Revenue recognized at a point in time | 11,056.00 | 11,056.00 | ||||||
| By term of contract | ||||||||
| Incl.: | ||||||||
| By sales channel | ||||||||
| Incl.: | ||||||||
| Total | ||||||||
Information related to performance obligations:
| Item | Time for satisfaction of performance obligation | Material terms of payment | Nature of goods to be transferred by the Company | Whether the Company is a primary obligor | Amount that the Company is expected to return to the customer | Type of warranty provided by the Company and related obligation |
Other information:
Information related to the transaction price allocated to the outstanding performance obligations:
The revenue corresponding to the performance obligations for which the contract has been signed but has not yet been performedor fully performed at the end of the Reporting Period was nil, of which RMB[ ] is expected to be recognized as revenue in [ ], RMB[ ]is expected to be recognized as revenue in [ ], and RMB[ ] is expected to be recognized as revenue in [ ].Material changes to contract or material adjustment to transaction price:
In RMB
| Item | Method of accounting treatment | Effect on revenues |
Other information:
4. Investment income
In RMB
| Item | Amount in the current period | Amount in the prior period |
| Long-term equity investment income accounted by the cost method | 600,000,000.00 | 300,000,000.00 |
| Total | 600,000,000.00 | 300,000,000.00 |
XIX. Supplementary Information
1. Statement of non-recurring gain or loss for the current period
?Applicable □N/A
In RMB
| Item | Amount | Note |
| Gain or loss on disposal of non-current assets | 1,151,553.70 | |
| Government subsidies accrued to the current profit and loss (excluding government subsidies that are closely related to the business of the Company and are provided in fixed amount or quantity continuously according to the applicable polices and standards of the country) | 63,122,567.77 | |
| Profit and loss from investment or asset management by commissioned parties | 92,809,746.83 | |
| Reversal of impairment loss on accounts receivable tested for impairment individually | 17,343,043.26 | |
| Net profit or loss of subsidiaries acquired through business merger involving entities under common control from the beginning of the current period to the merger date | 32,481,963.81 | |
| Profit and loss from debt restructuring | 3,000,000.00 | |
| One-off effect of adjustments of tax, accounting and other laws and regulations on current profit or loss | 1,628,790,218.38 | One-off adjustment due to changes in the enterprise income tax policy |
| Other non-operating revenue and expenditure other than those listed above | 25,036,359.58 | |
| Less: Effect on income tax | 243,024.40 | |
| Effect on minority interests (exclusive of tax) | 3,259,871.08 | |
| Total | 1,860,232,557.85 | -- |
Details of other profit and loss items that meet the definition of non-recurring profit and loss:
□Applicable ?N/A
The Company has no other items of profit and loss that meet the definition of non-recurring profit and loss.Explanations for classifying non-recurring profit and loss items enumerated in the Explanatory Announcement No. 1 for PublicCompany Information Disclosures – Non-recurring Profits and Losses as recurring profit and loss items:
□Applicable ?N/A
2. Return on equity and earnings per share
| Profit for the Reporting Period | Weighted average return on equity (%) | Earnings per share | |
| Basic EPS (RMB/share) | Diluted EPS (RMB/share) | ||
| Net loss attributable to the Company’s ordinary shareholders | 17.34% | 1.90 | 1.90 |
| Net profit attributable to the parent company’s shareholders after deduction of non-recurring gain or loss | 8.32% | 0.91 | 0.91 |
3. Accounting data differences arising from accounting standard of the PRC and the InternationalAccounting Standards
(1) Differences in net profits and net assets in the financial reports disclosed concurrently under internationalaccounting standards and Chinese accounting standards
□Applicable ?N/A
(2) Differences in net profits and net assets in the financial reports disclosed concurrently under overseasaccounting standards and Chinese accounting standards
□Applicable ?N/A
(3) Explanation about the accounting date differences under overseas accounting standards and Chineseaccounting standards, and if the data audited by a foreign firm have been conciliated for such differences,name of such foreign firm
□Applicable ?N/A