ANNUAL REPORT 2023
Company Code: 600132 Abbreviation of the Company: Chongqing Brewery
CHONGQING BREWERY CO., LTD.
ANNUAL REPORT 2023
ANNUAL REPORT 2023
Important Notice
I. The Board of Directors, the Board of Supervisors, and the directors, supervisors and senior managementof the Company guarantee that the information of the Annual Report is true, accurate and complete andthere are no false representations, misleading statements or material omissions, and assume individual andjoint liabilities to the information contained herein.
II. All Directors of the Company attended the Board meeting.
III. Pan-China Certified Public Accountants LLP (Special General Partnership) has issued an auditor’sreport with an unqualified opinion to the Company.
IV. Jo?o Miguel Ventura Rego Abecasis, the person-in-charge of the Company, Chin Wee Hua, the person-in-charge of accounting affairs, and Liu Liping, the person-in-charge of the accounting department (head ofthe accounting department) hereby declare their guarantees for the authenticity, accuracy and completenessof the financial report in the Annual Report.
V. Plans on profit distribution or conversion of capital reserve to increase share capital in the currentreporting period deliberated and approved by the Board of DirectorsThe Company intends to distribute the cash dividend of 2.80 yuan per share (tax inclusive) to all shareholders onthe basis of the total share capital of 483,971,198 shares as at December 31, 2023, totaling 1,355,119,354.40 yuan(tax inclusive). Cash dividend intended for distribution is from the operating profits generated by the Company inits production and operation, and such distribution is general dividend distribution.After the completion of the profit distribution plan of 2023, the remaining undistributed profit in the consolidatedfinancial statements of the Company is 59,187,375.37 yuan, and the remaining undistributed profit in the parentcompany financial statements is 351,378,262.35 yuan. No capital reserve is converted to increase share capital thistime.
VI. Risk statement with respect to forward-looking statements
√ Applicable □ Not applicable
Forward-looking statements, including future plans, contained in this report do not constitute actual commitmentsmade by the Company to investors. Investors should be aware of investment risks.
VII. Is there any non-operational fund occupied by the controlling shareholder and its related partiesNo
VIII. Is there any external guarantee made in violation of required decision-making proceduresNo
IX. Are there more than half of the directors who cannot guarantee the authenticity, accuracy andcompleteness of the annual report disclosed by the CompanyNo
X. Notice of material risks
ANNUAL REPORT 2023
The Company has described relevant potential risks in this report. For details, please refer to “VI. ManagementDiscussion and Analysis” under Section III of this Report.
XI. Others
□ Applicable √ Not applicable
ANNUAL REPORT 2023
CONTENTS
SECTION I DEFINITIONS ...... 5
SECTION II COMPANY PROFILE AND PRINCIPAL FINANCIAL INDICATORS ...... 5
SECTION III MANAGEMENT DISCUSSION AND ANALYSIS ...... 9
SECTION IV CORPORATE GOVERNANCE ...... 33
SECTION V ENVIRONMENTAL AND SOCIAL RESPONSIBILITY ...... 55
SECTION VI IMPORTANT MATTERS ...... 64
SECTION VII CHANGES IN SHARES AND PARTICULARS OF SHAREHOLDERS ...... 88
SECTION VIII INFORMATION ON PREFERRED SHARES ...... 94
SECTION IX PARTICULARS OF BONDS ...... 94
SECTION X FINANCIAL REPORT ...... 95
Documents Available for Inspection | Financial statements signed with seals affixed by the person-in-charge of the Company, the person in-charge of accounting fairs and the person-in-charge of the accounting department of the Company; |
Original copy of the audit report bearing the seal of the accounting firm as well as the signatures and seals of the certified public accountants; | |
Original copies of all the documents of the Company as well as the original scripts of its announcements disclosed on the newspaper designated by the CSRC during the reporting period. |
ANNUAL REPORT 2023
SECTION I DEFINITIONSI. DefinitionsIn this Report, unless the context otherwise requires, the following words shall have the following meanings:
CSRC | China Securities Regulatory Commission |
SSE | Shanghai Stock Exchange |
Company, the Company, the listed company | Chongqing Brewery Co., Ltd. |
Carlsberg Foundation | Carlsberg Foundation |
Carlsberg | Carlsberg A/S |
Carlsberg Breweries | Carlsberg Breweries A/S |
Carlsberg HK | Carlsberg Brewery Hong Kong Limited |
Carlsberg Chongqing | Carlsberg Chongqing Limited |
Carlsberg Investment, Carlsberg Consulting | Guangzhou Carlsberg Investment Co., Ltd., formerly known as Guangzhou Carlsberg Consultancy and Management Services Co., Ltd. |
Carlsberg Chongqing Brewery, Chongqing Jianiang | Carlsberg Chongqing Brewery Co., Ltd., formerly known as Chongqing Jianiang Brewery Co., Ltd. |
Major asset restructuring, this restructuring | The major asset purchase of Chongqing Brewery Co. Ltd. and joint capital increase in the joint venture as well as related-party transactions |
Pack A assets | The collective name of 100% equity interest in Carlsberg (China) Breweries and Trading Company Limited, 100% equity interest in Carlsberg Beer Enterprise Management (Chongqing) Company Limited, 99% equity interest in Carlsberg Brewery (Guangdong) Company Limited, and 100% equity interest in Kunming Huashi Brewery Company Limited, which all held by Carlsberg Breweries. |
Pack B assets | The collective name of 100% equity interest in Xinjiang Wusu Breweries Co. Ltd. and 70% equity interest in Ningxia Xixia Jianiang Brewery Co. Ltd., both held by Carlsberg Breweries. |
SECTION II COMPANY PROFILE AND PRINCIPAL FINANCIAL
INDICATORS
I. Corporate Information
Chinese name | 重庆啤酒股份有限公司 |
Abbreviated Chinese name | 重庆啤酒 |
English name | Chongqing Brewery Co., Ltd. |
Abbreviated English name | CBC |
Legal representative | Jo?o Miguel Ventura Rego Abecasis |
II. Contact Persons and Contact Information
Secretary to the Board | Securities Affairs Representative | |
Name | Deng Wei | Li Xiaoyu |
Address | Floor 13, Kingold Century, No.62, Jinsui Road, Tianhe District, Guangzhou City, Guangdong Province | Floor 13, Kingold Century, No.62, Jinsui Road, Tianhe District, Guangzhou City, Guangdong Province |
Telephone | 4001600132 | 4001600132 |
ANNUAL REPORT 2023
Fax | 020-28016518 | 020-28016518 |
CBCSMIR@carlsberg.asia | CBCSMIR@carlsberg.asia |
III. Basic Information
Registered address | No. 9, Hengshan East Road, Dazhulin Sub-district, High-tech Industrial Park, New North Zone, Chongqing |
Business address | Floor 13, Kingold Century Finance Center, No. 62, Jinsui Road, Tianhe District, Guangzhou City, Guangdong Province |
Postal code of business address | 510623 |
Website | www.carlsbergchina.com.cn |
CBCSMIR@carlsberg.asia |
IV. Place of Information Disclosure and Document Inspection
Names and websites of media for annual report disclosure | China Securities Journal, Shanghai Securities News, Securities Times, Securities Daily |
Website of the stock exchange for annual report disclosure | www.sse.com.cn |
Annual reports available at | Board Office of the Company |
V. Stock Listing
Stock Information | ||||
Share Class | Stock Exchange for Listing | Stock Abbreviation | Stock Code | Previous Stock Abbreviation |
A share | Shanghai Stock Exchange | Chongqing Brewery | 600132 | N/A |
VI. Other Relevant Information
Domestic accounting firm engaged by the Company | Name | Pan-China Certified Public Accountants LLP |
Office address | Block B, China Resources Building, 1366 Qianjiang Rd., Hangzhou 310020, China | |
Signed CPAs | Huang Qiaomei, Zhao Xingming |
VII. Key Accounting Data and Financial Indicators for the Past Three Years(I) Key accounting data
Monetary unit: RMB
Items | 2023 | 2022 | YoY growth rate (%) | 2021 | |
After adjustment | Before adjustment | ||||
Operating revenue | 14,814,836,410.26 | 14,039,040,539.45 | 14,039,040,539.45 | 5.53 | 13,119,310,688.30 |
Net profit attributable to shareholders of the Company | 1,336,597,321.13 | 1,263,619,606.46 | 1,263,604,930.09 | 5.78 | 1,166,243,415.91 |
Net profit attributable to shareholders of the Company after deducting non-recurring profit or | 1,313,987,214.02 | 1,234,352,860.32 | 1,234,338,183.95 | 6.45 | 1,142,853,438.97 |
ANNUAL REPORT 2023
loss | |||||
Net cash flows from operating activities | 3,096,948,816.62 | 3,752,648,258.54 | 3,752,648,258.54 | -17.47 | 3,564,787,113.40 |
December 31, 2023 | December 31, 2022 | YoY growth rate (%) | December 31, 2021 | ||
After adjustment | Before adjustment | ||||
Net profit attributable to shareholders of the Company | 2,140,200,619.57 | 2,056,176,499.91 | 2,056,155,782.63 | 4.09 | 1,754,545,104.23 |
Total assets | 12,386,911,593.95 | 12,497,582,459.14 | 12,497,542,168.83 | -0.89 | 11,532,809,144.20 |
(II) Key financial indicators
Items | 2023 | 2022 | YoY growth rate (%) | 2021 | |
After adjustment | Before adjustment | ||||
Basic EPS (yuan/share) | 2.76 | 2.61 | 2.61 | 5.78 | 2.41 |
Diluted EPS (yuan/share) | 2.76 | 2.61 | 2.61 | 5.78 | 2.41 |
Basic EPS after deducting non-recurring profit or loss (yuan/share) | 2.72 | 2.55 | 2.55 | 6.45 | 2.36 |
Weighted average ROE (%) | 67.05 | 69.25 | 69.25 | -2.20 | 99.69 |
Weighted average ROE after deducting non-recurring profit or loss (%) | 65.92 | 67.65 | 67.65 | -1.73 | 97.69 |
Remarks on key accounting data and financial indicators in the past three years
√ Applicable □ Not Applicable
The Ministry of Finance issued the “Interpretation of China Accounting Standards for Business Enterprises No. 16”(Cai Kuai [2022] No. 31) (the “Interpretation No. 16”) on November 30, 2022, in which, the regulations aboutaccounting for deferred tax related to assets and liabilities arising from a single transaction to which the initialrecognition exemption does not apply take effect since January 1, 2023. For taxable and deductible temporarydifferences associated with lease liabilities and right-of-use assets arising from such single transactions andpresented at the beginning of the earliest comparative period, the cumulative effect of initially applying theInterpretation No. 16 and “CASBE 18 – Enterprise Income Tax” shall be adjusted into retained earnings or otherrelated items at the beginning of the earliest comparative period presented.
VIII. Differences in Accounting Data under Domestic and Overseas Accounting Standards(I) Differences in net profit and net assets attributable to shareholders of the listed company in the financialreports disclosed simultaneously in accordance with international accounting standards and Chineseaccounting standards
□ Applicable √ Not applicable
(II) Differences in net profit and net assets attributable to shareholders of the listed company in the financial
reports disclosed simultaneously in accordance with foreign accounting standards and Chineseaccounting standards
ANNUAL REPORT 2023
□ Applicable √ Not applicable
(III) Explanation on the differences between domestic and foreign accounting standards:
□ Applicable √ Not applicable
IX. Key Quarterly Financial Data in 2023
Monetary unit: RMB
Items | First quarter (January-March) | Second quarter (April-June) | Third quarter (July-September) | Fourth quarter (October-December) |
Operating revenue | 4,005,811,752.65 | 4,498,990,103.91 | 4,523,879,342.82 | 1,786,155,210.88 |
Net profit attributable to shareholders of the Company | 387,009,759.80 | 477,999,036.57 | 479,080,499.95 | -7,491,975.19 |
Net profit attributable to shareholders of the Company after deducting non-recurring profit or loss | 381,431,374.83 | 472,726,600.63 | 472,823,195.86 | -12,993,957.30 |
Net cash flows from operating activities | 852,609,164.70 | 1,692,833,561.88 | 1,172,868,916.60 | -621,362,826.56 |
Remarks on differences between quarterly data and data disclosed in periodic report
□ Applicable √ Not Applicable
X. Non-Recurring Profit or Loss
√ Applicable □ Not applicable
Monetary unit: RMB
Items | Year 2023 | Note No. (if applicable) | Year 2022 | Year 2021 |
Gains on disposal of non-current assets, including write-off of provision for impairment | -6,223,012.64 | -2,686,096.87 | -9,751,391.35 | |
Government grants included in profit or loss (excluding those closely related to operating activities of the Company, satisfying government policies and regulations, enjoyed based on certain standards, and continuously affecting gains or losses of the Company) | 57,034,039.96 | 56,173,947.41 | 49,841,416.83 | |
Gains or losses on changes in fair value of financial assets and liabilities held by non-financial enterprises, and gains or losses on disposal of financial assets and liabilities, excluding those arising from hedging business related to operating activities | 4,138,674.52 | 11,322,859.61 | 15,893,505.64 | |
Losses on assets incurred due to force majeure such as natural disasters | -22,928,871.60 | |||
The reversed provision for impairment of receivables based on impairment testing on an individual basis | 728,718.32 | 368,172.05 |
ANNUAL REPORT 2023
Items | Year 2023 | Note No. (if applicable) | Year 2022 | Year 2021 |
Other non-operating revenue or expenditures | 26,866,634.40 | 4,495,553.47 | 6,356,848.71 | |
Other profit or loss satisfying the definition of non-recurring profit or loss | 344,606.28 | 1,802,741.69 | ||
Less: Enterprise income tax affected | 14,721,391.00 | 15,007,349.22 | 15,591,614.27 | |
Non-controlling interest affected (after tax) | 22,629,291.13 | 27,203,082.00 | 23,358,788.62 | |
Total | 22,610,107.11 | 29,266,746.14 | 23,389,976.94 |
Remarks on defining items not listed in “Interpretation Pronouncement on Information Disclosure Criteria for PublicCompanies No. 1 – Non-Recurring Profit or Loss” as non-recurring profit or loss with significant amount andremarks on defining non-recurring profit or loss listed in the “Interpretation Pronouncement on InformationDisclosure Criteria for Public Companies No. 1 – Non-Recurring Profit or Loss” as recurring profit or loss
□ Applicable √ Not applicable
XI. Items Measured at Fair Value
√ Applicable □ Not applicable
Monetary unit: RMB
Items | Opening balance | Closing balance | Increase/Decrease | Effect on current profit before tax |
Held-for-trading financial assets | 360,202,000.00 | 360,202,000.00 | 4,138,674.52 | |
Other equity instrument investments | 14,303,331.73 | 16,625,962.83 | 2,322,631.10 | 344,606.28 |
Derivative financial assets | 3,829,356.40 | 14,392,732.78 | 10,563,376.38 | -1,773,590.08 |
Derivative financial liabilities | 2,616,336.56 | 15,408,026.80 | 12,791,690.24 | -8,230,528.75 |
Total | 20,749,024.69 | 406,628,722.41 | 385,879,697.72 | -5,520,838.03 |
XII. Others
□ Applicable √ Not applicable
SECTION III MANAGEMENT DISCUSSION AND ANALYSIS
I. Discussion and Analysis on OperationsIn 2023, the Company actively embraced opportunities and challenges presented by the macro environment,maintaining a growth momentum across the three key financial indicators: sales volume, revenue, and profit. Thismarked a promising start to our SAIL’ 27 strategy. Notably, the Company’s sales volume in 2023 achieved a year-on-year growth of 4.93%, which is well above the industry level. It is worth noting that in 2023, the total output ofbeer enterprises above the designated size nationwide was 35.555 million kiloliters, a slight year-on-year increaseof 0.3% (data source: National Bureau of Statistics).
ANNUAL REPORT 2023
I. Brands: In 2023, the Company continued to cultivate and expand its SAIL’ 27 strategic key projects. Building onits diverse product portfolio and brand offerings, which resulted from the asset restructuring, the Company harnessedthe power of “Local Power Brands + International Premium Brands” to drive product premiumization and fosterinnovative sales models.
Local brands: The Company relentlessly fortified its core competitiveness in key markets, leveraging its R&D andinnovation capabilities as pivotal drivers of premiumization. With Chongqing Pure Draft, Dali Beer V8, low-alcoholbrews of Wind Flower Snow Moon (WFSM), and targeted marketing initiatives tailored to specific regions, theCompany further propelled premiumization of its local brand offerings. Chongqing Craft White Beer, unveiledunder the Chongqing brand in December, 2023, not only cemented its premium product line but also elicited apositive market response.
Wusu elevated its brand image and national visibility by enhancing engagement with young consumers. The brandinitiated a marketing campaign called “Dare to Challenge”, bringing together influential figures from various fields,who embarked on captivating challenges that stirred the competitive spirits of consumers. Additionally, to deliver aunique brand experience, Wusu proudly unveiled the very first brand experience store — the WUSU Big Big Q— in Shanghai, forging a strong association with the vibrant barbecue scene.
International brands: Kronenbourg 1664 solidified its presence in the super premium beer category by launchingtwo new products, 1664 Prestige and 1664 Brut. These exquisite additions enriched the brand’s product matrix,further catering to the diverse demands of consumers. To expand its reach to different consumer segments, the brandhas consistently embraced French inspirations across various domains, including fashion and art. In 2023, the brandunderwent a packaging upgrade, unveiling a new design of iconic small blue bottle that showcased French eleganceand sparked consumer interest. Additionally, the brand collaborated with Maison Kitsune to unveil a limited-editionco-branded packaging. Through offline initiatives such as “1664 Pop-up Bus Station with a Twist” and “1664L’ATELIER,” the brand actively conveyed its concept of Good Taste with A Twist to a broader audience.
To mark the Chinese New Year 2023 and the Year of the Rabbit, the Carlsberg brand unveiled a limited-editionpackaging designed by a renowned illustrator. In the peak season, the brand embarked on “Carlsberg DIMENSION”,a nationwide performance tour that redefined avant-garde high-end parties through immersive audio and visual feast.Simultaneously, Carlsberg joined hands with a leading Chinese fashion brand to launch the “Urban Green Series”co-branded gift box, promoting a stylish and sustainable way of life.
In 2023, Tuborg enjoyed growth in both volume and price. With its brand ambassadors, the brand went above andbeyond in conveying its distinctive attitude to consumers, inspiring young individuals to “Tilt The World WHYNOT.” Meanwhile, by continuously investing in the hip-pop music genre, which holds immense popularity amongthe youth, the brand not only enhanced its nationwide visibility but also cemented its international brand image. Itspresence in the domestic market was strengthened through all-channel expansion. The upgraded Tuborg Pure Draftsaw rapid growth in volume, driving the brand’s premiumization.
Somersby Cider stepped up its development in 2023. With the captivating representation of its new spokesperson,Ms. Zhao Lusi, the brand effectively conveyed its optimistic image of “Unlock the Sunshine, Embrace the Joy,”capturing the hearts of more and more young consumers. The brand expanded its product offerings by introducingexciting new flavors such as passion fruit and orange, providing consumers with a broader range of cider options.Its various and effective e-commerce marketing campaigns propelled annual sales growth. These efforts earnedSomersby the “Annual Dark Horse Award” from Tmall, a China’s leading e-commerce platform.
ANNUAL REPORT 2023
Craft Beer Brands: During the Chinese New Year, JingA collaborated with the renowned Chinese fashion brandWarrior 1927 to unveil a co-branded shoe. This partnership was accompanied by a communication campaign titled“Celebrate the New Year Well, Start Anew in Every Step.” The campaign featured engaging advertising andchallenges on Douyin (the Chinese version of TikTok), effectively amplifying the brand’s visibility across socialmedia. In the summer, JingA continued to drive product trial and purchase through various initiatives, includingproduct seeding, beer gardens, and engaging consumer interactions. Brooklyn introduced a new Pilsner product inMay 2023, which secured wider reach and sales growth with a brighter and cooler design, enhanced drinkability,and a highly relatable street style.
II. Sales: 2023 marked the beginning of a gradual recovery in consumption in China. Despite a more competitivebeer market environment, the Company maintained its growth trajectory, achieving record-breaking performance.The Company’s core markets remained strong. Its’ advantage in premiumization expanded further. Its revenue perhectoliter witnessed growth, supported by a diverse brand portfolio and a precise pricing strategy. The Big City plancontinued to delve deeper and receive increased investment, acting as a significant driver for the Company’s growth.
Traditional Retail: The Company continued to consolidate and enhance the on-trade channel, accelerating itsdevelopment in dining and entertainment scenes. In terms of the off-trade channel, the Company continued toincrease market share through consumer events, promotional packages, portfolio displays and promotions, andimproved in-store execution standards.
New Retail: The Company harnessed the power of e-commerce, strategically leveraging its brand resources to forgedeep collaborations with leading platforms such as Tmall and JD on IP marketing. The online B2B businessprogressed in an orderly manner, while partnerships with platforms on the community group-buy channel werefortified. These efforts led to a steady increase in the Company’s market share from the e-commerce channel. TheO2O channel experienced double-digit growth, supported by the Company’s continued efforts in F&B-to-home anddepartment store-to-store/home services. As a result, the Company fortified its position in core markets, drivinggrowth in revenue per hectoliter.
III. Supply Chain: The Company further optimized its supply network in 2023. The commencement of Korlabrewery expansion further reduced supply logistics costs. Wanzhou brewery resumed production by the year’s end,effectively supporting increased market demand. The construction of Foshan brewery has been progressing steadily,poised to commence operations in 2024. This project will fundamentally address the capacity shortage in SouthChina region, reducing logistics and transportation costs.
In its relentless pursuit of better beer taste, the Company made taste assessment a top priority for its team’s capacitybuilding. The Company launched a three-month “100 People Plan,” collaborating with China National ResearchInstitute of Food and Fermentation Industries and China Alcoholic Drinks Association (CADA) to train and certifyover 100 tasters, which significantly strengthened its beer tasting expertise. At the China International BeerChallenge hosted by CADA, the Company won 13 awards, the highest among all participating companies for thethird consecutive year. Several of the Company’s brands, including Greenberg White Ale, Jing A Tuhao Gold Pilsner,Greenberg Red Ale, Brooklyn Defender IPA, and Wusu Loulan Secret Brewing, were honored with 4 or 3 stars.
IV. ESG: 2023 marked the first full year for the Company to implement the “Together Towards ZERO and Beyond(TTZAB)” ESG program. Significant progress was made across all targets, and the Company’s ESG rating wasupgraded to A by MSCI, making Chongqing Brewery the sole A-share listed alcoholic drink company to receivesuch recognition. Mr. Lee Chee Kong, President of the Company, was honored as the “ESG Person of the Year 2023in China’s Corporate Landscape” at the 21st China Enterprise Development Forum. The Company was bestowed
ANNUAL REPORT 2023
with multiple awards, including the “Outstanding Corporate Governance Case of the Year 2022” from CADA, the“ESG Golden Bull Top 100 Awards” from China Securities Journal, the “Vibrant ESG Green Development Program”from 21st Century, and the “ESG Pioneer Award 2023 for Listed Alcoholic Drinks Companies in China.”Additionally, Chongqing Brewery was recognized as the “Leading Green and Low-Carbon Innovation Enterprise”by Nanfang Metropolis Daily, the “ESG Benchmark Enterprise of the Year” by Guangzhou Daily, the “ESGSustainable Development Case” by Yangcheng Evening News, the “Most Popular ESG Company in the GreaterBay Area” by New Express, and the “2023 ESG Innovation Pioneer” by NetEase Finance.
ZERO Carbon Footprint: During the reporting period, the Company utilized 100% green electricity and achieved a79% adoption rate of electric forklifts. Throughout the year, the Company’s breweries successfully cut carbonemissions by 2,568 tons in their production. This represents a remarkable 75.58% decrease compared to the 2015baseline. The Company conducted the second round of assessment of its full value chain carbon footprint, based on2022 data. The results showed a 28% reduction in the full life-cycle carbon footprint compared to 2015.
ZERO Farming Footprint: The Company attaches great importance to the recycling of brewing by-products. In 2023,the Company successfully recycled 1.6 million tons of spent yeast and 144,000 tons of spent grains, repurposingthem in the agriculture and animal husbandry sectors. This practice fostered a harmonious relationship between theCompany and the environment. In addition, the Company achieved 100% local procurement of raw materials formain auxiliary components, with 50% of hops and 30% of malt being sourced domestically.
ZERO Packaging Waste: In 2023, the Company adopted glass bottles made with 60% recycled materials. Its beerbrands, such as Carlsberg, utilized eco-friendly inks and PVC-free labels. Aiming to minimize the environmentalimpact of materials, the Company realized a bottle recycling rate to 74.3%, a 2.8% increase from the previous year.It conducted a project to lighten the weight of corrugated cardboard boxes, which resulted in an annual paper savingof 3,800 tons, equivalent to preserving 76,000 trees.
ZERO Water Waste: In 2023, the average water consumption of the Company’s breweries decreased by 5.8%compared to 2022, reaching 2.11HL/HL, a remarkable 45.5% reduction compared to 2015. Notably, its brewerieslocated in high water risk zones achieved a further reduction in annual average water consumption, reaching 2.01HL/HL. The total water savings exceeded 254,000 tons, equivalent to the volume of 101 standard swimming pools.Ningxia brewery launched the Company’s first reclaimed water supply program, improving water efficiency whilecontributing to water conservation in the local community.
ZERO Irresponsible Drinking: The Company further increased the proportion of alcohol-free/low-alcohol products,with WFSM unveiling a peach blossom flavored low alcohol beer. The Company actively participated in theNational Responsible Drinking Awareness Week, promoting the concept of responsible drinking through brandevents such as the Wusu Beer Music Festival. In 2023, 11 brand spokespersons of the Company, including ZhangYanqi, GAI, Dilraba, Zhao Luisi, and Jike Junyi, jointed forces to advocate for responsible drinking, reaching anaudience of over 5 million consumers.
ZERO Accidents Culture: The Company implemented pedestrian segregation across all its breweries, and adopteda three-level safety matrix training to enhance employee competence and safety awareness. The construction ofFoshan brewery and the expansion of Korla brewery collectively amassed over 2 million safe working hours. Inaddition, the Company witnessed a significant 80% decrease in lost time incidents among both employees andcontractors compared to 2018.
V. Talent development: The Company remains dedicated to building a culture and talent team that supports high-
ANNUAL REPORT 2023
performance growth. In 2023, the Company launched the “Qingyun Plan” to promote cross-regional and cross-teamtalent mobility, enriching the career experiences of its employees. Measures such as talent reviews, job rotations,cross-departmental projects, and long-term secondments were in place to facilitate internal movement anddevelopment of talent. In addition, the Company actively implemented targeted talent programs, including the SalesPersonnel Development Project, Young Talent Development Project, Manager Pipeline Program, and SupervisorPipeline Program, all designed to empower employees to grow through hands-on learning. Thanks to these sustainedinvestments and efforts, the Company was honored with the titles of “China 100 Model Employers” and “Learningand Development Role Model” in 2023 by 51job, a leading human resource solutions provider in China.
Cultural development: The Company placed a strong emphasis on responsibility and accountability in the principlesof Diversity, Equity & Inclusion (DE&I) in 2023. Together with employee representatives, the Company formulatedand implemented the “ Inclusive Leadership Behavior Guide,” conducting 69 workshops for over 1,700 managers,with the aim of enhancing their understanding and application of inclusive leadership, responsibility, andaccountability. These efforts also aimed to nurture DE&I culture throughout the organization. In 2023, the Companywitnessed a notable 3% increase in the representation of women in middle and senior management compared to2022. As a recognition of its efforts, the Company was honored with the “2023 DEI Employer Award” by EmployerBranding Institute, a renowned organization specializing in employer branding research.
The Company values employee feedback and has implemented various communication channels, including thePresident’s Face-to-Face Forum, Hotline, Employee Communication Assembly, HRBP Interviews, and LineManager Interviews, to actively gather and respond to employee opinions and suggestions on various aspects of theCompany’s operations. It adopted findings from the 2023 Dedication Survey, developing corresponding action plansfor continuous improvement, with the goal of creating an even better workplace for its employees.
II. Description of the Industry Where the Company Operated During the Reporting PeriodAccording to National Bureau of Statistics data, beer enterprises above the designated size in China produced 35.555kiloliters of beer in 2023, a year-on-year increase of 0.3%.
III. Business of the Company During the Reporting PeriodThe Company mainly engages in manufacturing and sale of beer products.Business model: The Company implements management by region.Procurement: The Company adopts an approach of centralized procurement and decentralized ordering.Supply: The Company organizes production and inventory in the principle of “production based on sales”.Sales: The Company adopts a sales model that focuses primarily on wholesale agency, supplemented by directselling.
IV. Analysis on Core Competitiveness During the Reporting Period
√ Applicable □ Not applicable
The Company is Carlsberg’s operation platform in China. Carlsberg Group, based in Denmark, is one of the world’sthree largest beer companies. China is the largest market for Carlsberg Group globally. One of Carlsberg’ strategicpriorities in SAIL’ 27 — its strategy aiming towards 2027, is to Keep Winning in China, with the ambition ofbeing a successful, professional and attractive brewer in the country.
Market channels: The Company has a marketing and sales network that covers various provinces, regions and citiesin China. Its advantageous markets enjoy high-quality customer resources, strong brand advantages, and stabledistribution channels.
ANNUAL REPORT 2023
Brand portfolio: The Company boasts a strong brand portfolio of “Local Power Brands + International PremiumBrands”. IPBs include Carlsberg, Tuborg, K1664, Grimbergen, Brooklyn, Somersby, while LBPs are Wusu,Chongqing, Shancheng, Xixia, Dali, Wind Flower Snow Moon and Jing-A. This portfolio enables the Company toachieve high-quality growth by satisfying diverse consumer needs for excellent beer.
Supply network: With 26 breweries distributed across a wide geographic area, the Company enjoys soundcoordination in procurement, production, and logistics, realizing synergy and efficient operations.
Marketing and promotion: By combing overall operation with complementary branding, the Company has increasedmarketing and promotion efficiency with more distinctive brand image and diversified marketing approaches.
V. Business Operation During the Reporting PeriodIn 2023, the Company sold 2.9975 million kiloliters of beer, an increase of 4.93% compared with 2.8566 millionkiloliters in 2022. The operating revenue in 2023 was 14.815 billion yuan, an increase of 5.53% compared with
14.039 billion yuan in 2022. Net profit attributable to shareholders of the Company in 2023 was 1.337 billion yuan,an increase of 5.78% compared with 1.264 billion yuan in 2022. Net profit attributable to shareholders of theCompany after deducting non-recurring profit or loss in 2023 was 1.314 billion yuan, an increase of 6.45%compared with 1.234 billion yuan in 2022.
(I) Analysis of principal business
1. Analysis on changes in related items in income statement and cash flow statement
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative | Percentage of change (%) |
Operating revenue | 14,814,836,410.26 | 14,039,040,539.45 | 5.53 |
Operation cost | 7,533,975,786.02 | 6,952,428,993.91 | 8.36 |
Selling expenses | 2,532,621,832.78 | 2,326,217,227.20 | 8.87 |
Administrative expenses | 494,670,737.76 | 534,570,348.93 | -7.46 |
Financial expenses | -60,313,396.63 | -56,102,848.78 | 7.51 |
R&D expenses | 26,232,056.27 | 110,747,936.06 | -76.31 |
Net cash flows from operating activities | 3,096,948,816.62 | 3,752,648,258.54 | -17.47 |
Net cash flows from investing activities | -1,050,978,857.03 | -388,086,486.41 | 170.81 |
Net cash flows from financing activities | -2,742,702,994.69 | -2,133,485,949.36 | 28.56 |
Remarks:
Changes in R&D expenses are mainly due to the decrease in R&D input.Changes in net cash flows from investing activities are mainly due to the increase in net investment in structureddeposits, which offset the dividend received from the associate Chongqing Jiawei Beer Co., Ltd. in the currentperiod.
Remarks on significant changes in business type, profit composition or source in the current period.
ANNUAL REPORT 2023
□ Applicable √ Not Applicable
2. Revenue and cost analysis
√ Applicable □ Not applicable
(1). Analysis of principal business by industry, product, region and sales model
Monetary unit: RMB
Principal Business by Industry | ||||||
Industry | Operating revenue | Operating cost | Gross margin (%) | YoY growth in operating revenue (%) | YoY growth in operating cost (%) | YoY growth in gross margin (%) |
Beer | 14,441,498,095.03 | 7,257,400,295.48 | 49.75 | 5.44 | 8.27 | -1.31 pp |
Principal Business by Product | ||||||
Product | Operating revenue | Operating cost | Gross margin (%) | YoY growth in operating revenue (%) | YoY growth in operating cost (%) | YoY growth in gross margin (%) |
International brands | 5,277,531,505.74 | 2,390,976,254.79 | 54.70 | 8.30 | 5.07 | 1.40 pp |
Local brands | 9,163,966,589.29 | 4,866,424,040.69 | 46.90 | 3.86 | 9.92 | -2.92 pp |
Principal Business by Region | ||||||
Region | Operating revenue | Operating cost | Gross margin (%) | YoY growth in operating revenue (%) | YoY growth in operating cost (%) | YoY growth in gross margin (%) |
Northwest | 4,023,409,104.78 | 2,252,276,818.11 | 44.02 | 1.10 | 2.78 | -0.91 pp |
Central | 6,083,629,709.60 | 3,323,196,374.35 | 45.37 | 3.01 | 9.86 | -3.41 pp |
South | 4,334,459,280.65 | 1,681,927,103.02 | 61.20 | 13.74 | 13.14 | 0.21 pp |
Principal Business by Sales Model | ||||||
Sales model | Operating revenue | Operating cost | Gross margin (%) | YoY growth in operating revenue (%) | YoY growth in operating cost (%) | YoY growth in gross margin (%) |
Wholesale agency | 14,407,575,363.33 | 7,238,075,310.41 | 49.76 | 5.72 | 8.49 | -1.28 pp |
Explanation Of Principal Business By Segment, Product, Region And Sales Model:
Not applicable.
(2). Analysis on production and sales volume
√ Applicable □ Not applicable
Main products | Unit | Production | Sales volume | Inventory volume | YoY growth in production (%) | YoY growth in sales volume | YoY growth in inventory volume |
ANNUAL REPORT 2023
(%) | (%) | ||||||
International brands | kl | 786,373.42 | 835,516.24 | 70,191.22 | 2.86 | 7.93 | -21.09 |
Local brands | kl | 2,038,670.88 | 2,162,032.88 | 182,111.30 | 1.04 | 3.82 | -7.87 |
Explanation Of Production And Sales Volume:
Not applicable.
(3). Performance of major purchase contracts and major sales contracts
□ Applicable √ Not applicable
(4). Cost analysis
Monetary unit: RMB
By Industry | |||||||
Industry | Cost item | Amount in the current period | As % of total cost in the current period (%) | Amount in the prior period | As % of total cost in the prior period (%) | YoY Change (%) | Explanation |
Alcohol, beverage and refined tea manufacturing industry | Raw material costs | 4,826,855,183.73 | 66.51 | 4,353,191,926.22 | 64.95 | 10.88 | |
Alcohol, beverage and refined tea manufacturing industry | Labor costs | 573,758,514.11 | 7.91 | 581,342,607.96 | 8.67 | -1.30 | |
Alcohol, beverage and refined tea manufacturing industry | Manufacturing costs | 675,114,347.72 | 9.30 | 672,881,885.81 | 10.04 | 0.33 | |
Alcohol, beverage and refined tea manufacturing industry | Others | 1,181,672,249.92 | 16.28 | 1,095,573,838.87 | 16.34 | 7.86 | |
Total | 7,257,400,295.48 | 100.00 | 6,702,990,258.86 | 100.00 | 8.27 | ||
By Product | |||||||
Product | Cost item | Amount in the current period | As % of total cost in the current period (%) | Amount in the prior period | As % of total cost in the prior period (%) | YoY Change (%) | Explanation |
Beer | Raw material costs | 4,826,855,183.73 | 66.51 | 4,353,191,926.22 | 64.95 | 10.88 | |
Beer | Labor costs | 573,758,514.11 | 7.91 | 581,342,607.96 | 8.67 | -1.30 | |
Beer | Manufacturing | 675,114,347.72 | 9.30 | 672,881,885.81 | 10.04 | 0.33 |
ANNUAL REPORT 2023
costs | |||||||
Beer | Others | 1,181,672,249.92 | 16.28 | 1,095,573,838.87 | 16.34 | 7.86 | |
Total | 7,257,400,295.48 | 100.00 | 6,702,990,258.86 | 100.00 | 8.27 |
Other Information Relating To Cost Analysis:
None.
(5). Changes in the scope of consolidation as a result of changes in shareholding of major subsidiaries duringthe Reporting Period
□ Applicable √ Not applicable
(6). Material changes or adjustments to the Company’s business, products or services during the ReportingPeriod
□ Applicable √ Not applicable
(7). Information on major customers and suppliers
A. Major customers of the Company
√ Applicable □ Not applicable
Sales to the top five customers amounted to RMB 663.5524 million, accounting for 4.48% of the total annual sales.Of the aforementioned amount, sales to related parties was RMB 0, accounting for 0% of the total annual sales.
During the Reporting Period, the proportion of sales to a single customer exceeded 50% of the total, there were newcustomers in the top five customers or the Company was heavily dependent on a few customers.
□ Applicable √ Not applicable
B. Major suppliers of the Company
√ Applicable □ Not applicable
Purchase from the top five suppliers amounted to RMB 135.9190 million, accounting for 14.02 % of the total annualpurchase. Of the aforementioned amount, purchase from related parties was RMB 0, accounting for 0% of the totalannual purchase.
During the Reporting Period, the proportion of the purchase amount from a single supplier exceeded 50% of thetotal, there were new suppliers in the top five suppliers or the Company was heavily dependent on a few suppliers.
□ Applicable √ Not applicable
Other remarks:
None.
3. Expenses
√ Applicable □ Not applicable
The increase in selling expenses was mainly due to the increase in market investment, including increasedadvertising expense to drive business development.
4. R&D input
(1). Details on R&D input
√ Applicable □ Not applicable
Monetary unit: RMB
Amount expensed in the current period | 26,232,056.27 |
ANNUAL REPORT 2023
Amount capitalized in the current period | 0.00 |
Total R&D input | 26,232,056.27 |
% to total operating revenue | 0.18 |
Proportion of R&D input capitalized (%) | 0.00 |
(2). R&D personnel
√ Applicable □ Not applicable
Number of R&D personnel | 1,484 |
As % of the total number of the Company’s employees | 21.60 |
Educational background structure of R&D personnel | |
Educational background | Number in each educational background |
Master’s degree | 19 |
Undergraduate | 207 |
Junior college | 455 |
High school and below | 803 |
Age structure of R&D personnel | |
Age group | Number in each age group |
under 30 (excluding 30) | 172 |
30-40 (including 30 but excluding 40) | 384 |
40-50 (including 40 but excluding 50) | 496 |
50-60 (including 50 but excluding 60) | 423 |
over 60 | 9 |
(3). Explanation
□ Applicable √ Not applicable
(4). Reasons for significant changes in the composition of R&D personnel and the impact on the futuredevelopment of the Company
□ Applicable √ Not applicable
5. Cash flows
√ Applicable □ Not applicable
Decrease in net cash inflows from operating activities of 655.6994 million yuan was mainly due to the increase intaxes and rates in the current period.Increase in net cash outflows from investing activities of 662.8924 million yuan was mainly due to the increase innet investment in structured deposits, which offset the dividend received from the associate Chongqing Jiawei BeerCo., Ltd. in the current period.Increase in net cash outflows from financing activities of 609.217 million yuan was mainly due to the increase incash dividend.
(II) Major changes in profits caused by non-principal businesses
□ Applicable √ Not applicable
(III) Analysis of assets and liabilities
ANNUAL REPORT 2023
√ Applicable □ Not applicable
1. Assets and liabilities
Monetary unit: RMB
Items | Closing balance | % to total | December 31, 2022 | % to total | Percentage of change (%) | Reasons for changes |
Held-for-trading financial assets | 360,202,000.00 | 2.91 | 100.00 | Mainly due to the increase in bank structured deposits. | ||
Derivative financial assets | 14,392,732.78 | 0.12 | 3,829,356.40 | 0.03 | 275.85 | Mainly due to the changes in fair value of aluminum hedging business. |
Other receivables | 23,987,973.67 | 0.19 | 17,619,026.18 | 0.14 | 36.15 | Mainly due to the increase in deposits and waste materials disposal funds. |
Other current assets | 146,488,217.09 | 1.18 | 109,533,473.56 | 0.88 | 33.74 | Mainly due to the increase in prepaid taxes and input VAT to be credited. |
Long-term equity investments | 140,608,195.59 | 1.14 | 296,599,881.05 | 2.37 | -52.59 | Mainly due to dividend distributed by Chongqing Jiawei Beer Co., Ltd. in the current period. |
Construction in progress | 783,503,734.86 | 6.33 | 395,295,204.91 | 3.16 | 98.21 | Mainly due to the Foshan Factory Project. |
Right-of-use assets | 153,497,044.09 | 1.24 | 100,306,926.11 | 0.80 | 53.03 | Mainly due to expansion of the consolidation scope. |
Derivative financial liabilities | 15,408,026.80 | 0.12 | 2,616,336.56 | 0.02 | 488.92 | Mainly due to the changes in fair value of aluminum hedging business. |
Taxes and rates payable | 86,479,764.60 | 0.70 | 255,387,461.35 | 2.04 | -66.14 | Mainly due to the decreases in enterprise income tax and consumption tax. |
Non-current liabilities due within one year | 42,382,811.96 | 0.34 | 24,005,592.21 | 0.19 | 76.55 | Mainly due to expansion of the consolidation scope. |
Lease liabilities | 121,370,635.09 | 0.98 | 77,928,597.87 | 0.62 | 55.75 | Mainly due to expansion of the consolidation scope. |
Deferred tax liabilities | 7,806,126.04 | 0.06 | 42,694,067.15 | 0.34 | -81.72 | Mainly due to the offset against deferred tax assets for a net basis presentation. |
Other remarks:
None.
2. Overseas assets
□ Applicable √ Not applicable
3. Restriction on major assets as of the end of the Reporting Period
√ Applicable □ Not applicable
ANNUAL REPORT 2023
Monetary unit: RMB
Items | Closing book balance | Closing carrying amount | Type of restrictions | Reasons |
Cash and bank balances | 820,036.10 | 820,036.10 | ||
Including: Deposits for letters of guarantee | 316,100.00 | 316,100.00 | Frozen | Deposits are frozen. |
Deposits for litigation | 503,436.10 | 503,436.10 | Frozen | Deposits are frozen. |
Other deposits | 500.00 | 500.00 | Frozen | Deposits are frozen. |
Total | 820,036.10 | 820,036.10 |
4. Other remarks
□ Applicable √ Not applicable
(IV) Analysis of operating information in the liquor production industry
√ Applicable □ Not applicable
For details, please refers to the analysis of the operating information in the liquor production industry.
ANNUAL REPORT 2023
Analysis on Operating Information of Liquor Production Industry1 Industry profile
√ Applicable □ Not applicable
For details, please refer to “VI. Discussion and analysis on the future development of the Company” underSection III ““MANAGEMENT DISCUSSION AND ANALYSIS”.
2 Production capacityExisting capacity
√ Applicable □ Not applicable
Unit: '0,000 kiloliter
Name of main factories | Design capacity | Actual capacity |
Carlsberg (China) Brewery Industry and Trade Limited | 50.00 | 43.00 |
Carlsberg Chongqing Brewery Co., Ltd. | 40.00 | 36.00 |
Chongqing Brewery Yibin Co., Ltd. | 35.00 | 32.00 |
Ningxia Xixia Jianiang Brewery Co., Ltd. | 30.00 | 27.00 |
Jiulongpo Branch of Carlsberg Chongqing Brewery Co., Ltd. | 28.00 | 21.00 |
Carlsberg Tianmu Lake Brewery (Jiangsu) Co., Ltd. | 26.00 | 23.00 |
Xinjiang Wusu Brewery Co. Ltd. | 25.00 | 24.00 |
Kunming Huashi Brewery Co., Ltd. | 25.00 | 24.00 |
Hechuan Branch of Carlsberg Chongqing Brewery Co., Ltd. | 18.00 | 17.00 |
Carlsberg Brewery (Anhui) Co., Ltd. | 16.00 | 16.00 |
Capacity under construction
√ Applicable □ Not applicable
Monetary unit: RMB Ten Thousand
Name of capacity under construction | Planned investment amount | Amount invested in this reporting period | Accumulated investment amount |
Foshan new capacity construction project | 149,193 | 46,724 | 84,701 |
Production capacity calculation standards
√ Applicable □ Not applicable
The capacity is calculated according to the time requirements of the beer production process, and the allocation ofthe brewery's fixed assets.
3 Inventory at the end of the Reporting Period
√ Applicable □ Not applicable
Unit: kiloliter
Finished beer | Semi-finished beer (including base beer) |
252,302.52 | 85,399.39 |
Inventory impairment risk warning
□ Applicable √ Not applicable
4 Product profile
√ Applicable □ Not applicable
ANNUAL REPORT 2023
Monetary unit: RMB Ten Thousand
Product segment | Production (kl) | Change YoY (%) | Sales volume (kl) | Change YoY (%) | Production-sales ratio (%) | Sales revenue | Change YoY (%) | Main representing brand |
Premium | 1,353,400.93 | -0.10 | 1,437,495.07 | 3.98 | 106.21 | 885,469.01 | 5.18 | Carlsberg, Tuborg, 1664, Wusu Red |
Mainstream | 1,372,489.42 | 3.34 | 1,461,627.53 | 5.97 | 106.49 | 529,720.01 | 5.64 | Chongqing, Wusu, Dali, Xixia |
Economy | 99,153.96 | -0.26 | 98,426.51 | 3.80 | 99.27 | 28,960.79 | 10.06 | Shancheng, others |
Product grading standards
√ Applicable □ Not applicable
The Company classifies its products into three segments based on consumption price, i.e, premium (priced at RMB8 yuan and above), mainstream (priced between RMB 4-8 yuan, excluding 8 yuan), and economy (priced belowRMB 4 yuan)
Changes in product structure and business strategy
√ Applicable □ Not applicable
Leveraging its 6+6 brand portfolio, the Company has continued to advance its premiumization strategy andexpanded its market presence. By enhancing channel distribution, optimizing networks, and expanding into newretail and online sales channels, the Company has positively responded to consumer demand and successfullydeveloped its branded products, including Carlsberg, Tuborg, Chongqing, and Dali, in various regions.
5 Raw material purchase
(1). Purchase model
√ Applicable □ Not applicable
The Company adopts an approach of centralized procurement and decentralized ordering for raw material purchase.
(2). Purchase amount
√ Applicable □ Not applicable
Monetary unit: RMB Ten Thousand
Type of raw materials | Purchase amount in the current period | Purchase amount in the prior period | as % in total purchase amount in the current period (%) |
Beer brewing raw materials | 162,056.79 | 154,047.40 | 31.34 |
Packaging materials | 325,659.36 | 343,183.76 | 62.97 |
Energy | 29,408.89 | 25,403.60 | 5.69 |
Total | 517,125.04 | 522,634.76 | 100.00 |
Note: The above amounts are tax-inclusive.
6 Sales
ANNUAL REPORT 2023
(1). Sales model
√ Applicable □ Not applicable
The Company adopts a sales model that focuses primarily on wholesale agency channels, supplemented by directselling.
(2). Sales channel
√ Applicable □ Not applicable
Monetary unit: RMB Ten Thousand
Channel type | Sales revenue in the current period | Sales revenue in the prior period | Sales volume in the current period (kl) | Sales volume in the prior period (kl) |
Wholesale agency | 1,440,757.54 | 1,362,842.61 | 2,992,674.57 | 2,849,292.21 |
(3). Sales by region
√ Applicable □ Not applicable
Monetary unit: RMB Ten Thousand
Region | Sales revenue in the current period | Sales revenue in the prior period | as % in the total amount | Sales volume in the current period (kl) | Sales volume in the prior period (kl) | as % in the total volume |
Northwest | 402,340.91 | 397,944.29 | 27.86 | 816,786.07 | 786,139.91 | 27.25 |
Central | 608,362.97 | 590,595.43 | 42.13 | 1,379,177.81 | 1,346,071.46 | 46.01 |
South | 433,445.93 | 381,081.94 | 30.01 | 801,585.17 | 724,406.15 | 26.74 |
Region division standards
√ Applicable □ Not applicable
The company divides its management region into three, i.e., Northwest, Central, and South.
(4). Information on distributors
√ Applicable □ Not applicable
Unit: Nr.
Region | Number of distributors by the end of the reporting period | Number of distributors increased in the reporting period | Number of distributors decreased in the reporting period |
Northwest | 1,117 | 230 | 361 |
Central | 1,391 | 284 | 222 |
South | 561 | 222 | 139 |
Remarks
□ Applicable √ Not applicable
Management of distributors
√ Applicable □ Not applicable
The Company places significant importance on enhancing the capacity of its distributors, with a particular focus onthe capacity development of key accounts. Its distributor network allows it to implement effective marketingstrategies such as market planning, channel operations, and product promotion.
The Company empowers its distributors through its distributor excellence programs. By utilizing a hierarchical
ANNUAL REPORT 2023
grading system, distributors are assessed based on their abilities and provided with corresponding managementsupport and empowerment. With a particular focus on key accounts, the Company established a pilot committeesystem, granting empowerment and benefits aligned with the mutually beneficial objectives of both parties.Additionally, the Company developed a channel model suitable for local conditions and distributor capability profile,taking into account various market stages and competitive environments. This enables the systematic and strategicplanning of sales areas and channel divisions. Through strategic cooperation, daily operational system, and capacitydevelopment initiatives, the Company progressively enhances its channel planning, expands its channel coverage,and strengthens control over its sales terminals. These efforts aim to bolster the capabilities of distributors andaugment their overall operational proficiency.
(5). Information relating to online sales
□ Applicable √ Not applicable
Future online business strategy
√ Applicable □ Not applicable
The Company is taking organizational structure innovation to the next level by merging its e-commerce and O2Obusinesses into the greater marketing department. This move will foster collaboration with leading traditional e-commerce platforms like JD and Tmall for brand building, new product testing, and consumer engagement. Thesocial e-commerce will be further leveraged to enhance marketing, content-driven operations, and consumerinteractions. Through stronger partnerships with various business divisions, the Company will embrace EB2B (e-commerce business-to-business) and community group-buy channels as essential supplements to its Big City planand catalysts for channel digitalization.
The Company will further optimize its O2O model, fueling the development of innovative initiatives such as theFlash Warehouse (a pre-positioned warehouse for instant home delivery), and liquor franchises. At the same time,it will enhance collaboration with MOFT leading retailers in the vibrant O2O sector, harnessing their power to driveimpactful engagement. Efforts will be vigorously made to develop F&B-to-home business, driving the digitaltransformation of dining channels. To explore opportunities in in-store business, the Company will strengthenpartnerships with leading platforms like Meituan and Dianping to generate new traffic for offline dinning andentertainment scenes.
7 Analysis of the Company’s revenue and costs
(1). Disclosure of the compositions of the Company’s principal business by class
√ Applicable □ Not applicable
Monetary unit: RMB
Class | Operating revenue | Year-on-year (%) | Operating cost | Year-on-year (%) | Gross margin (%) | Year-on-year (%) |
By product segment | ||||||
Premium | 8,854,690,109.71 | 5.18 | 3,983,867,831.58 | 8.97 | 55.01 | -1.57 |
Mainstream | 5,297,200,132.72 | 5.64 | 3,021,344,782.27 | 7.30 | 42.96 | -0.88 |
Economy | 289,607,852.60 | 10.06 | 252,187,681.63 | 9.09 | 12.92 | 0.78 |
Total | 14,441,498,095.03 | 5.44 | 7,257,400,295.48 | 8.27 | 49.75 | -1.31 |
By sales channel | ||||||
Wholesale agency | 14,407,575,363.33 | 5.72 | 7,238,075,310.41 | 8.49 | 49.76 | -1.28 |
By region | ||||||
Northwest | 4,023,409,104.78 | 1.10 | 2,252,276,818.11 | 2.78 | 44.02 | -0.91 |
ANNUAL REPORT 2023
Central | 6,083,629,709.60 | 3.01 | 3,323,196,374.35 | 9.86 | 45.37 | -3.40 |
South | 4,334,459,280.65 | 13.74 | 1,681,927,103.02 | 13.14 | 61.20 | 0.21 |
Total | 14,441,498,095.03 | 5.44 | 7,257,400,295.48 | 8.27 | 49.75 | -1.31 |
Remarks
√ Applicable □ Not applicable
The Company classifies its products into three segments based on consumption price, i.e, premium (priced at RMB8 yuan and above), mainstream (priced between RMB 4-8 yuan, excluding 8 yuan), and economy (priced belowRMB 4 yuan).
(2). Information on cost
√ Applicable □ Not applicable
Monetary unit: RMB
Cost item | Amount in the current period | Amount in the prior period | As % of total cost in the current period (%) | YoY (%) |
Raw material costs | 4,826,855,183.73 | 4,353,191,926.22 | 66.51 | 10.88 |
Labor costs | 573,758,514.11 | 581,342,607.96 | 7.91 | -1.30 |
Manufacturing costs | 675,114,347.72 | 672,881,885.81 | 9.30 | 0.33 |
Others | 1,181,672,249.92 | 1,095,573,838.87 | 16.28 | 7.86 |
Total | 7,257,400,295.48 | 6,702,990,258.86 | 100.00 | 8.27 |
Remarks? Applicable √ Not applicable
8 Other explanations
□ Applicable √ Not applicable
(V) Investment analysisGeneral analysis of external equity investment
□ Applicable √ Not applicable
1. Significant equity investment
□ Applicable √ Not applicable
2. Significant non-equity investment
□ Applicable √ Not applicable
3. Financial assets measured at fair value
√ Applicable □ Not applicable
ANNUAL REPORT 2023
Monetary unit: RMB
Categories | Opening balance | Gains on changes in fair value | Cumulative changes in fair value included in equity | Provision for impairment | Amount purchased | Amount sold/ redeemed | Other changes | Closing balance |
Held-for-trading financial assets [Note] | 4,138,674.52 | 1,080,000,000.00 | -723,936,674.52 | 360,202,000.00 | ||||
Derivative financial instruments | 1,213,019.84 | -8,016,892.01 | 6,650,276.40 | -861,698.25 | -1,015,294.02 | |||
Other equity instrument investments | 14,303,331.73 | 2,322,631.10 | 16,625,962.83 | |||||
Total | 15,516,351.57 | 4,138,674.52 | -5,694,260.91 | 1,086,650,276.40 | -724,798,372.77 | 375,812,668.81 |
Note: Please refer to item XIII (III) of section VI for details.Financial assets measured at fair value mainly include held-for-trading financial assets, derivative financial instruments (derivative financial assets and liabilities), and equityinvestment instruments of the Company. Please refer to item VII 2, 3, 18 and 34 of section X for details.
Securities investment
□ Applicable √ Not applicable
Private equity investment
□ Applicable √ Not applicable
Derivative investment
√ Applicable □ Not applicable
(1). Derivative investments for hedging purposes during the reporting period
√ Applicable □ Not applicable
ANNUAL REPORT 2023
Monetary unit: RMB
Categories of derivative investments | Initial investment amount | Opening carrying amount | Gains on changes in fair value | Cumulative changes in fair value included in equity | Amount purchased in the reporting period | Amount sold in the reporting period | Closing carrying amount | Proportion to the total closing balance of net assets (%) |
Aluminum swaps - Cash flow hedges | 1,213,019.84 | -8,016,892.01 | 6,650,276.40 | -861,698.25 | -1,015,294.02 | 0.05 | ||
Total | 1,213,019.84 | -8,016,892.01 | 6,650,276.40 | -861,698.25 | -1,015,294.02 | 0.05 | ||
Accounting policies and specific accounting principles for hedging business during the reporting period, and remarks on whether there are any material changes compared with that of the previous reporting period | None. | |||||||
Remarks on actual profit and loss during the reporting period | Amount affected due to the transfer from other comprehensive income to profit or loss for hedging settlement was -10,004,118.83 yuan; considering the hedged items, profit or loss was affected by 0.00 yuan. | |||||||
Remarks on the effect of hedging | Under the premise of ensuring normal production and operation, the Company carries out hedging business, which is conducive to effectively avoiding market risks, hedging the impact of raw material prices on its production and operation, and achieving its long-term and steady development. The Company’s the volume of commodity swaps match with volume of expected future purchases, hence the hedge is effective. | |||||||
Sources of funds for derivative investments | Self-owned funds | |||||||
Risk analysis and control measures of derivative positions during the reporting period (including but not limited to market risk, liquidity risk, credit risk, operational risk, legal risk, etc.) | I. Risk analysis The Company’s hedging business is mainly to lock the price of raw materials in advance and stabilize the production cost, but there are also certain risks: 1. market risk: aluminum prices fluctuate wildly, and its price trend may not be favorable to the Company; 2. Policy risks: if there are major changes in relevant laws, regulations and policies of the derivatives market, there may be risks of drastic fluctuations or inability to trade in the derivatives market; 3. Performance risk: in the event of large adverse fluctuations in the price of financial derivatives, the counterparty may violate the contract and cause losses to the Company; 4. Technical risk: there may be uncontrollable or unpredictable system, network, communication failures, resulting in failure in the normal operation of the trading system, which lead to delay, interruption, data error or other problems in trading orders. 5. Foreign exchange risk: hedging involves foreign currency settlement, and exchange rate may change due to changes in the foreign exchange market, resulting in the risk of loss. II. Risk control To carry out hedging business, the Company will carefully choose financial institutions with financial derivatives business qualifications to conduct transactions. Priority |
ANNUAL REPORT 2023
is given to financial institutions with excellent credit ratings, strong strength and outstanding service capabilities. The Company formulated the “Hedging Business Management System (April 2022)”, improved the relevant internal control system, and set up an internal hedging investment committee, which is specifically responsible for matters related to the Company’s hedging business, and the risk control and internal audit department regularly or irregularly inspects the hedging business, supervises the hedging business personnel to implement risk management policies and procedures, and prevents operational risks in the business in a timely manner. When the market price fluctuates greatly or abnormal fluctuations occur, such as when the market value loss of the trading contract approaches or breaks the stop loss limit, the hedging investment committee immediately convenes a meeting to make a decision and reduce the Company’s losses as much as possible. | |
Changes in the market price or fair value of the invested derivatives during the reporting period (the specific methods used and the setting of relevant assumptions and parameters should be disclosed in the analysis of the fair value of derivatives) | The amount in the statements provided by financial institutions is used as the basis for determination. |
Whether involved in litigations (if applicable) | N/A |
Date of disclosing the announcement of the Board of Directors on approval for derivative investment (if any) | Please refer to the “Announcement on the Resolution of the Eighth Meeting of the Tenth Session of the Board of Directors of Chongqing Brewery Co., Ltd.” and the “Announcement of Chongqing Brewery Co., Ltd. on Continuing to Carry Out Aluminum Hedging Business” disclosed on the website of Shanghai Stock Exchange on April 28, 2023 for details. |
Date of disclosing announcement of the shareholders’ meeting on approval for derivative investment (if any) | Please refer to the “Announcement on Resolution of the First Extraordinary Shareholders’ Meeting of 2022 of Chongqing Brewery Co., Ltd.” and the “Announcement on Resolution of the Shareholders’ Meeting of 2021 of Chongqing Brewery Co., Ltd.” disclosed on the website of Shanghai Stock Exchange respectively on March 25, 2022 and May 26, 2022 for details. |
ANNUAL REPORT 2023
(2). Derivative investments for speculative purposes during the reporting period
□ Applicable √ Not applicable
Other remarks:
None.
4. Progress of major asset restructuring during the reporting period
□ Applicable √ Not applicable
(VI) Sales of major assets and equity interests
□ Applicable √ Not applicable
(VII) Analysis on major controlled subsidiaries and investee companies
√ Applicable □ Not applicable
Monetary unit: RMB
Name of subsidiary | Type | Place of registration | Business nature | Registered capital | Business Scope | Holding proportion | Operating revenue | Operating profit | Net profit |
Carlsberg Chongqing Brewery Co., Ltd. | Holding subsidiary | Chongqing | Beer industry | 850,000,000.00 | Production and sales of beer | 51.42% | 14,814,836,410.26 | 3,422,347,290.22 | 2,781,505,513.33 |
(VIII) Structured entities controlled by the Company
□ Applicable √ Not applicable
VI. Discussion and Analysis on the Future Development of the Company(I) Landscape and trend of the industry
√ Applicable □ Not applicable
Following its peak production in 2013, China’s beer industry has experienced a consistent downward trajectory.Although there has been a slight increase since 2021, production in 2023 dropped by 28.6% compared to 2013.China’s beer industry has therefore entered the established market stage, exhibiting the following characteristics:
1. Continued competition: The five largest beer companies in China now hold a combined market share exceeding90%. While they continue to develop business in their respective strongholds, these major players face fiercecompetition in localized markets. Niche brands and imported beers also directly compete with the five major playersin specific market niches.
2. Rising costs: Various cost factors, including raw materials, packaging materials, energy, and labor, have continuedto increase. This places higher demands on operational efficiency for beer enterprises.
3. Diversification: Consumer demand has expanded beyond traditional mainstream core beers, leading to a greateremphasis on diversified products. Craft beers, specialty beers, ciders, alcohol-free and low-alcohol beers are gainingincreasing attention from major beer companies.
4. High-quality development: Despite the significant decline in industry output, major beer companies havegenerally witnessed improvements in revenue and profitability. This indicates the resilience of China’s beer industry.
ANNUAL REPORT 2023
Regarding industry trends, the Company’s management remains steadfast in their belief that achieving high-qualitydevelopment is both the objective and the path forward for China’s beer industry. Embracing high-qualitydevelopment is crucial for beer companies to navigate steadily amidst the new normal of economy.
(II) Development strategy of the Company
√ Applicable □ Not applicable
As a member of the Carlsberg Group, the Company conducts business in alignment with the group’s overall strategy,aiming to become a successful, professional, and attractive brewing company in its respective market.
In February 2024, the Carlsberg Group announced a refresh of the SAIL’27 strategy: Accelerate SAIL. SAIL’27 setthe strategic frame for Carlsberg. Accelerate SAIL builds on this foundation, setting higher growth ambitions byincreasing investments in and support for selected growth drivers within portfolio, geographies and capabilities,improving supply chain efficiency, developing a growth culture and continuing the well-embedded cost focus.
Accelerate SAIL focuses on five strategic levers:
1. Product portfolio: boosting premium growth; accelerating the Beyond Beer category.
2. Geographic focuses: driving growth in emerging markets; promoting profitable growth in stronghold markets.
3. Excellent execution: stepping up capacity building; promoting digital transformation.
4. Winning culture: building a growth culture; dedicated to Together Towards ZERO and Beyond.
5. Funding the journey: enhancing supply chain efficiency.
(III) Business plan
√ Applicable □ Not applicable
As of the date of disclosure of this report, the Company maintains a cautiously optimistic outlook on the macroeconomy and the beer industry in 2024. The Chinese beer industry is expected to benefit from a more favorableenvironment as the macro environment gradually improves and policies for stabilizing growth are implemented in2024. However, challenges such as rising costs, intensified competition, and slower-than-anticipated consumptionrecovery still present uncertainties.
The Company expects a mid-to-high single-digit revenue growth in 2024. To this end, it will continue to nuture andexpand strategic projects within SAIL’ 27 and Accelerate SAIL, leveraging its “International Premium Brands +Local Power Brands” portfolio, driving product premiumization, and promoting sales model innovation. TheCompany will focus on the following areas:
1. Brands: Local brands will continue to build ties with specific localities, embed regional characteristics, andrefresh their branding. Additionally, their premiumzation will continue through diversified product portfolios. TheChongqing brand will strengthen its association with Chongqing hot pot by partnering with HOU HOT POT tocultivate the consumer mentality of “Eating Chongqing hotpot while drinking Chongqing beer,” and selectivelyexpand into markets outside Chongqing to strengthen its product portfolio. Dali Beer and Tianmu Lake Beer willcontinue to premiumize and enhance market shares. Wind Flower Snow Moon will expand its successful low-alcohol brews, consider new launches, and explore further in the field of fruity alcoholic drinks.
Wusu will enter a new development stage. In 2024, the Company will continue to invest in the Wusu brand to ensurecompetitive media placements. We will also upgrade content marketing to strengthen the brand’s social visibility.Building on the successful launch of Wusu White Beer in 2023, the Company will continue to unveil new productsthat align with market demand. A new level of brand activities will be developed, fostering partnerships with food
ANNUAL REPORT 2023
festivals, food streets, and barbecue chains. With the Big City 2.0, the Company will actively expand its distributionnetwork, strengthen store management, and drive sales to ensure steady and orderly market expansion.
International brands: 1664 is set to cement its French heritage, enhancing product communication, expandingportfolio offerings and elevating its premiumization. Also, it will continue to nurture scenarios that harmonize withthe French way of life, solidifying its position as a super-premium brand.
During the Chinese New Year of 2024, the Carlsberg brand launched a limited edition packaging, extending bestwishes for a year of great success and smooth endeavors. The brand will embark on a series of captivating marketingactivities to support its new brand positioning. With its sponsorship of the renowned Liverpool Football Club in thesecond and third quarters of 2024, the brand will launch an extensive summer soccer marketing campaign, centeringaround consumers. Additionally, it will enhance its party experience with its new “Curious Metaverse” performancetour, providing consumers with an avant-garde and upscale brand experience.
Tuborg, focusing on “Tilt The World WHY NOT,” will carry out a series of innovative and captivating marketinginitiatives with its use of influential spokespersons. These initiatives aim to further bolster Tuborg’s young, stylishand international brand image, instilling the brand’s WHY NOT attitude into the hearts of young consumersnationwide. Meanwhile, Tuborg Pure Draft will continue its premiumization with “Tuborg’s Premium Brew: PureDraft for the Young”, delivering distinct brand experiences young individuals, and meeting the preferences andaspirations of different consumer groups.
Somersby Cider is set to enhance its annual collaboration with its brand spokesperson and launch new limitededition packaging endorsed by the spokesperson, aimed at captivating the interest of young consumers. Additionally,it will focus on catering to the “emotional” needs and drinking occasions of urban white-collar professionals,introducing innovative packaging options such as mini cans and slimming cans, as well as new flavors. These effortswill continue to shape the brand’s youthful and high-end identity, providing consumers with an exceptional fruitybeer experience.
In 2024, the Company’s craft beer brands will dive deeper into the craft beer community through continuedmarketing innovation, strengthened distribution, and vibrant consumer engagement, while expanding its reach tothe general beer enthusiasts. By investing in resources for tribal marketing, captivating consumer experiences, andindustry events, they aim to attract and convert more craft beer geeks and beer enthusiasts, enhance brand reputationin the craft beer community and entice more people to try and purchase exceptional brews.
2. Sale: In 2024, the Company will remain committed to its established strategy, continuing to drive productpremiumization and consolidate the market share of its core beer segment. The Big City plan will go deep, whichwill entail optimizing product portfolio and strengthened implementation. The Company will also focus ondeveloping differentiated products that align with the specific dynamics of different channels and regions.Furthermore, it will continue to invest in developing tools and solutions that digitalize its sales channelscomprehensively.
The Company will continue its unwavering efforts in the on-trade channel, including restaurants and entertainmentvenues. The Company is committed to establishing and strengthening partnerships with major national clients whilealso enhancing brand portfolio to further its market share in the on-trade channel. In terms of the off-trade channel,it will not only focus on promoting small business formats, but also actively embrace new channels such as varietystores, retail discount stores, and liquor franchises. Additionally, its cooperation with O2O platforms will beexpanded to drive F&B-to-home and department store-to-home/store business.
ANNUAL REPORT 2023
The Company is dedicated to cultivating larger and stronger partnerships with distributors. We will continue toupgrade the capabilities of our distributors by providing a wealth of rich and differentiated training to personnel atall levels within distributors, and bolstering our Carlsberg E-learning platform specifically designed for distributors.
3. Supply Chain: The Company is committed to further enhancing its production capacity to ensure the timelysupply of products on proximity while improving the efficiency of logistics and transportation. Safety remains a toppriority, and we will continue to foster a ZERO Accidents culture. To achieve this, we will enhance the quality ofour three-level safety matrix retraining, emphasizing the importance of “focus on work and avoid distractions” inour safety practices. In terms of taste assessment, we will continue the “100 People Plan” to reinforce the tasteassessment capabilities of our breweries. A pilot project for a zero carbon emission brewery will be launched,utilizing energy storage, solar energy, and electric boiler heat pumps, etc., to achieve zero carbon emissions. TheCompany will remain dedicated to promoting Carlsberg’s excellence process, which encompasses regionalmanagement, performance management, and organizational management.
4. ESG: In 2024, we will continue to advance our ESG program, “Together Towards ZERO and Beyond”, workingdiligently towards a series of ambitions, including achieving zero carbon emission of our full value chain by 2040,and fulfilling our mission of ‘Brewing for a better today and tomorrow.’
5. Talent Development: In 2024, the Company will continue to implement a diverse range of talent developmentprograms, nurturing employees based on their values, professional competence, and performance. To facilitatecontinuous growth of employees, we will upgrade our internal learning platform to provide employees withenhanced resources and opportunities. Regarding talent acquisition, we will continue to promote various forms ofemployer branding, strengthen recruitment channels in different markets, and prioritize the recruitment,development, and cultivation of strategic talents. In terms of culture construction, we will continue to foster a cultureof responsibility and accountability guided by the principles of Diversity, Equality, and Inclusion (DE&I). Internally,we strive to enhance organizational efficiency and promote a growth culture, empowering the implementation ofthe Accelerate SAIL strategy.
(IV) Possible risks exposure
√ Applicable □ Not applicable
1. Rising costs: Operating costs, including raw materials, packaging materials, energy, and labor, are generally onan upward trajectory. Additionally, premiumization will require continued investment in marketing expenses.
2. Intensified competition: Some national beer companies and emerging niche beer brands may seek to increasetheir presence in the Company’s markets. Competition in the mid-to-premium segment will become increasinglyfierce.
(V) Others
□ Applicable √ Not applicable
VII. Explanation for the Company’s failure to disclose as per guidelines due to inapplicable guidelines orstate secrets, business secret or other special reasons
□ Applicable √ Not applicable
ANNUAL REPORT 2023
SECTION IV CORPORATE GOVERNANCE
I. Information on Corporate Governance
√ Applicable □ Not applicable
In strict accordance with the Company Law, the Securities Law, the Code of Corporate Governance for ListedCompanies, the Rules for Listing of Stocks on the Shanghai Stock Exchange and other applicable laws andregulations, the Company has established and improved the corporate governance structure and internalmanagement and control systems, consistently conducted corporate governance initiatives and standardized itsoperation to improve its corporate governance during the reporting period.
1. About shareholders and the General Meeting of Shareholders
During the reporting period, the Company convened one annual general meeting of shareholders, and twoextraordinary general meetings of shareholders. In strict accordance with the Articles of Association and the Rulesof Procedure for the General Meeting of Shareholders, the Company adjusted and standardized the organizationalconduct of the General Meeting of Shareholders and enhanced the efficiency of the meetings, to ensure that allshareholders, minority shareholders in particular, could fully exercise their own rights.
2. About the directors and the Board
During the reporting period, the Company convened six meetings of the Board, six meetings of the Audit Committee,one meeting of the Strategy and Development Committee, and two meetings of the Remuneration and AppraisalCommittee. The Board of Directors carried out necessary deliberation and decision-making procedures forsignificant matters within the scope of its authority, and carefully implemented all resolutions passed at the GeneralMeeting of Shareholders in strict accordance with the Articles of Association and the Rules of Procedure for theBoard of Directors. Each special committee, with clear responsibilities, has effectively facilitated the standardoperation and informed decision-making of the Board of Directors. The election of the Board of Directors wascompleted during the reporting period. The members of the Board of Directors possess extensive expertise in thebeer industry, along with knowledge in areas such as accounting, finance, and law. Their diverse backgrounds enablethem to offer professional and constructive advice for significant decisions of the Company. Moreover, they havediligently fulfilled their responsibilities to safeguard the interests of the Company and all shareholders.
3. About the supervisors and the Board of Supervisors
During the reporting period, the Company convened four meetings of the Board of Supervisors. All supervisors, instrict accordance with of the Articles of Association and the Rules of Procedure for the Board of Supervisors, activelyperformed their supervisory duty on the Company’s financial position, related-party transactions, periodic reports,and the performance of directors and senior management, safeguarding the interests of the Company and allshareholders.
4. About relationship between the controlling shareholder and the listed company:
During the reporting period, the controlling shareholder of the Company did not engaged in non-operational fundoccupation from the listed company, and the listed company did not provide any external guarantees to thecontrolling shareholder.
5. About stakeholders
The Company fully respected and safeguarded the legitimate rights and interests of the stakeholders, includingbanks and other creditors, employees, consumers, and suppliers. It actively engaged in cooperative efforts, while
ANNUAL REPORT 2023
ensuring a balance among the stakeholders in the principle of mutual benefit, honesty and good faith, so as to jointlypromote the sustainable, sound and harmonious development of the Company.
6. About related party transactions
During the reporting period, the Company, in strict compliance with applicable laws, regulations, and regulatorydocuments, improved its internal control system, standardized related-party transactions, and urged the controllingshareholder and actual controller to honor their commitments. The Company followed necessary decision-makingprocedures with related parties for related transactions. The independent directors of the Company issued unbiasedand impartial independent opinions. The equity and fairness of related party transactions were ensured, with nodamage to the interests of investors, minority investors in particular.
7. About information disclosure and transparency
During the reporting period, the Company actively strengthened communication with CSRC and the stock exchange,and disclosed its periodic reports and temporary announcements in a true, accurate, complete and timely manner instrict accordance with the requirements of CSRC and SSE, and the Management System for Information Disclosure,ensuring that all shareholders, minority shareholders in particular, could equally and timely access the informationof the Company and assess risks. The Company received an A-rating for its information disclosure from theShanghai Stock Exchange for the year 2022/2023.
8. About management of investor relations
During the reporting period, the Company maintained an open communication channel with investors by addressinginvestor hotline, hosting investor research visits, and attending investor conference calls, brokerage strategymeetings, and reverse roadshows, so that investors can have accurate and timely access to the Company’sinformation and can exercise their legal rights. The Company established a regular practice of holding performancebriefings. Throughout the year, four performance briefings were held regarding periodic reports, which greatlyenhanced the communication with investors. The Company’s 2022 Annual Results Presentation was recognized asthe “Best Practice of 2022 Annual Results Presentations of Listed Companies.”
9. About sustainable development
During the reporting period, the Company disclosed its first ESG report. Since the release of its ESG plan —“Together Towards ZERO and Beyond” in 2022, the Company has consistently delivered remarkable results incarbon reduction, water conservation, responsible drinking, and community engagement. These efforts havecontributed to a steady progression towards high-quality and sustainable development during the reporting period.Notably, MSCI, a leading international rating agency upgraded the Company’s ESG rating to A grade.
10. About management of inside information
The Company implemented the registration and filing of insiders with inside information in strict accordance withthe requirements of CSRC and SSE, the Registration and Management of Insiders with Access to Inside Informationand the Rules for Internal Reporting of Key Information. In addition, the Company conducted relevant training toeffectively prevent insider trading and other securities violations.
Where there is any material difference between the requirements of the Company’s governance and laws,administrative regulations and CSRC requirements on the governance of listed companies, the reasons for suchdifference shall be provided.
□ Applicable √ Not applicable
ANNUAL REPORT 2023
II. Specific measures by the controlling shareholder and actual controller of the Company to ensure the
independence of the Company’s assets, personnel, finance, organization and business, as well as thesolutions, work progress and follow-up work plans adopted where the Company’s independence isaffected
□ Applicable √ Not applicable
Same or similar business conducted by controlling shareholder, actual controller and other entities under theircontrol as conducted by the Company, as well as the impact of intra-industry competition or major changes in intra-industry competition on the Company, the measures adopted, the progress of the resolution and the follow-up plans
√ Applicable □ Not applicable
The Company completed the major asset restructuring at the end of 2020. All beer assets and businesses in MainlandChina (excluding the listed company and the subsidiaries controlled by the listed company) previously controlledby Carlsberg was injected into the listed company. Carlsberg no longer retains control over any beer assets orbusinesses (excluding the listed company and the subsidiaries controlled by the listed company) in Mainland Chinad,nor does it directly or indirectly engage in businesses that compete with the listed company through entities underits control.
During the restructuring, Carlsberg and Carlsberg Breweries had respectively made commitments to prevent intra-industry competition: (I) They have reaffirmed their obligations to avoid inter-industry competition as the actualcontroller and controlling shareholder of the listed company. (II) To comprehensively prevent potential future inter-industry competition, Carlsberg and Carlsberg Breweries have voluntarily made additional arrangements concerningthe equity interests of non-controlling subsidiaries of Carlsberg that were not included in the restructuring and areinvolved in beer assets and businesses in Mainland China. For details, please refer to “(I) Commitments of theCompany’s actual controller, shareholders, related parties, acquirer, the Company and other commitment madeduring the reporting period or ongoing by the end of the reporting period” under Section VI.
During the reporting period, Carlsberg has fulfilled its commitment to avoid intra-industry competition and solicitedthe acquisition intention of the list company before obtaining control of Beijing Capital Brewing Company Limitedand Jinbei Asia Pacific (Beijing) Catering Co., Ltd. After evaluation and review, the management and the board ofdirectors of the listed company agreed to acquire 100% equity of the two companies, believing that, with highquality and development potential, the underlying assets could complement the business of the listed company andwere reasonably priced.
III. Summary of the General Meeting of Shareholders
Meeting session | Date of meeting | Search index of website designated for publishing the resolutions | Disclosure date of the publication of the resolutions | Meeting resolutions |
2022 Annual General Meeting of Shareholders | 30 May 2023 | www.sse.com.cn | 31 May 2023 | For details, please refer to the Announcement on the Resolutions of the 2022 First Extraordinary General Meeting of Shareholders of Chongqing Brewery Co., Ltd. (announcement |
ANNUAL REPORT 2023
number: 2023-011). | ||||
2023 First Extraordinary General Meeting of Shareholders | 17 August 2023 | www.sse.com.cn | 18 August 2023 | For details, please refer to the Announcement on the Resolutions of the 2023 First Extraordinary General Meeting of Shareholders of Chongqing Brewery Co., Ltd. (announcement number: 2023-017). |
2023 Second Extraordinary General Meeting of Shareholders | 5 December 2023 | www.sse.com.cn | 6 December 2023 | For details, please refer to the Announcement on the Resolutions of the 2023 Second Extraordinary General Meeting of Shareholders of Chongqing Brewery Co., Ltd. (announcement number: 2023-030). |
Holders of preferred shares with restored voting rights request the convening of an Extraordinary General Meetingof Shareholders
□ Applicable √ Not applicable
Description of the General Meeting of Shareholders
□ Applicable √ Not applicable
ANNUAL REPORT 2023
IV. Particulars of Directors, Supervisors and Senior Management(I) Changes in shareholding of directors, supervisors and senior management in office and resigned during the reporting period and their remuneration
√ Applicable □ Not applicable
Unit: Share
Name | Position | Gender | Age | Commencement date of term | Termination date of term | Number of shares held at the beginning of the year | Number of shares held at the end of the year | Change of shares within the year | Reason for change | Total pre-tax remuneration obtained from the Company during the reporting period (in RMB '0,000) | Receiving remuneration from related parties of the Company |
Jo?o Miguel Ventura Rego Abecasis | Chairman of the Board of Directors | Male | 52 | December 2, 2022 | May 25, 2025 | 0 | 0 | 0 | 0 | Yes | |
Gavin Stuart Brockett | Director | Male | 62 | March 14, 2022 | May 25, 2025 | 0 | 0 | 0 | 0 | Yes | |
Andrew Douglas Emslie | Director | Male | 45 | July 13, 2022 | May 25, 2025 | 0 | 0 | 0 | 0 | Yes | |
Lee Chee Kong | Director, President | Male | 52 | Director: January 23, 2019 President: January 1, 2021 | May 25, 2025 | 0 | 0 | 0 | 940.91 | No | |
Chin Wee Hua | Director, Vice President | Male | 52 | Director: March 9, 2017 Vice President: January 1, 2021 | May 25, 2025 | 0 | 0 | 0 | 438.82 | No | |
Lv Yandong | Director | Male | 48 | May 6, 2016 | May 25, 2025 | 0 | 0 | 0 | 349.28 | No |
ANNUAL REPORT 2023
Yuan Yinghong | Independent Director | Female | 58 | May 25, 2022 | May 25, 2025 | 0 | 0 | 0 | 12 | No | |
Sheng Xuejun | Independent Director | Male | 54 | May 25, 2022 | May 25, 2025 | 0 | 0 | 0 | 12 | No | |
Zhu Qianyu | Independent Director | Female | 48 | May 25, 2022 | May 25, 2025 | 0 | 0 | 0 | 12 | No | |
Kuang Qi | Chairman of the Board of Supervisors | Male | 46 | May 18, 2021 | May 25, 2025 | 0 | 0 | 0 | 186.56 | No | |
Huang Minlin | Supervisor | Male | 44 | May 4, 2018 | May 25, 2025 | 0 | 0 | 0 | 219.61 | No | |
Xie Yi | Employee Representative Supervisor | Male | 44 | November 30, 2023 | May 25, 2025 | 0 | 100 | 100 | 154.98 | No | |
Deng Wei | Board Secretary | Male | 51 | August 22, 2006 | May 25, 2025 | 0 | 0 | 0 | 154.10 | No | |
Chen Changli | Employee Representative Supervisor (Resigned) | Male | 60 | May 6, 2016 | November 30, 2023 | 1,171 | 1171 | 0 | 183.29 | No | |
Total | / | / | / | / | / | 1,171 | 1,271 | 100 | / | 2,663.55 | / |
Name | Major work experiences |
Jo?o Miguel Ventura Rego Abecasis | 52 years old. Portuguese. Jo?o obtained Business Management Degree from Universidade Católica Portuguesa in 1995. He has been with Carlsberg since 2011 as CCO and later CEO of Super Bock in Portugal and then in 2016 as VP for Challenger Markets in the Western Europe region. In 2017, he became Managing Director of French business Kronenbourg, and in 2019, he became Group Chief Commercial Officer and a member of Executive Committee. Before joining Carlsberg, Jo?o held a range of sales and marketing roles at Unilever. He has been serving as EVP Asia in Carlsberg Group since September 2022. He is currently the Chairman of the Company. |
Gavin Stuart Brockett | 62 years old. South African. He obtained the Bachelor’s Degree in Commerce and Bachelor’s Degree in Accounting from the University of the Witwatersrand (South Africa) respectively in 1983 and 1985 and qualified as a chartered accountant in 1988. He joined SABMiller in 1991 and successively held several senior financial leadership positions in South Africa and Europe, including the chief financial officer in Plzensky Pradroj (Czech Republic) and Birra Peroni (Italy). From 2010 to 2012, he held the VP Finance Asia role in Carlsberg, a period in the wine industry as the chief financial officer of Accolade Wines followed, and then a return to Carlsberg as the Chief Operating Officer of Carlsberg China in 2014. Most recently for Levi Strauss & Co he was the CFO of the Asia region from 2016 to 2017 and thereafter he served as the |
ANNUAL REPORT 2023
Senior Vice President and Global Controller for Levi Strauss & Co. in the United States until 2021. In January 2022, he rejoined Carlsberg to act as the VP Finance of Asia. He currently serves as a director of the Company. | |
Andrew Douglas Emslie | 45 years old. British. He obtained a BA (Hons) degree in Accounting & Law from the University of Manchester, England in 2001. He completed the Legal Practice Course from the College of Law in Chester, England in 2002 and qualified as a Solicitor in England and Wales in 2004. Andrew has since worked for a number of leading international law firms in the UK, Australia and Asia with a focus on cross-border mergers & acquisitions and joint ventures. During his career, Andrew has held senior leadership positions as in-house counsel, based in Asia, with listed multinational companies, including Ensco, Maersk and Olam. Before Carlsberg, Andrew was Vice President of Legal at Olam International from June 2016 to July 2019. In August 2019, he joined Carlsberg and currently serves as Vice President and Asia Head of Legal & Compliance. He currently serves as a director of the Company. |
Lee Chee Kong | 52 years old. Malaysian. He graduated from University Utara Malaysia in Marketing. Before joining Carlsberg, he served as the President of Asia Region and Managing Director of China at HILDING ANDERS (SLUMBERLAND). Before that, he also worked as Managing Director of HEINZ China, and served managing roles in China and Asia Pacific Division at COLGATE-PALMOLIVE for a long time. Currently he serves as a director of the Company and President of the Company/Carlsberg China. |
Chin Wee Hua | 52 years old. Malaysian. He graduated from the University of Western Australia with Bachelor of Commerce degree, majoring in Accounting and Finance and also obtained the MBA degree from University of Leicester UK. He is a registered Australian Certified Public Accountant. From 2001 to 2008, he served as Finance Director in Alstom Asia Pacific (Malaysia) Sdn Bhd. From 2009 to 2014, he held position as Finance Director of Wuhan Boiler Company Limited. From 2015 to 2016, he was Asia Finance Director in GE Grid Solutions Pte Ltd. Currently he serves as a director of the Company and VP Finance of the Company / Carlsberg China. |
Lv Yandong | 48 years old. Chinese. He obtained a master’s degree of Mechanical and Electronic Engineering from Harbin Institute of Technology. He served as the Director of Supply Chain in Carlsberg Huizhou and the Deputy General Manager of CBC successively. Before joining Carlsberg, he had engaged in technical and management in Harbin Electronic and Machinery Co. Ltd., Guangzhou P & G and Pepsi successively. He served as the Director of Supply Chain in Carlsberg Huizhou and the Deputy General Manager of CBC successively. He is currently serving as the VP Supply Chain of Carlsberg China. Now he is VP Supply Chain of Carlsberg China and a director of the Company. |
Yuan Yinghong | 58 years old. Chinese. She obtained a Bachelor’s degree in Management, majoring in Economics and Management, South China Normal University. She is a Certified Public Accountant and Certified Internal Auditor, and holds the titles of Accountant and Auditor. She has over 30 years of experience in the field of accounting and once served as the deputy head of the Culture and Health Department Section and the head of the Industry Section of the bureau directly under the Guangdong Audit Office. Currently, she is the deputy secretary-general of the Guangzhou Institute of Certified Public Accountants and the secretary of the Industry Discipline Inspection Commission within the Institute. Additionally, she is recognized as an expert in the evaluation expert pool of the State-owned Assets Supervision and Administration Commission of Guangdong Provincial Government. Currently, she serves as an independent director of the Company. |
Sheng Xuejun | 54 years old. Chinese. He holds the position of Professor and Doctoral Supervisor at the Southwest University of Political Science and Law, and serves as a legislative consulting expert to the Standing Committee of the Chongqing Municipal People’s Congress and the Municipal Government, and a consulting expert to the Shenzhen Intermediate People’s Court and Chongqing No.5 Intermediate People’s Court. He previously served as the Vice Chairman of the Degree Committee at Southwest University of Political Science and Law, as well as the Dean of the School of Economics and Law. He also worked as the Vice President and Judge of the Second Civil Trial Division at the Supreme People’s Court. He was awarded the Second Prize for Excellent Achievements in Chinese Law and the Second Prize for National Teaching Achievements.Currently, he serves an independent director of the Company. |
Zhu Qianyu | 48 years old. Chinese. She holds a Ph.D. from the School of Economics, Huazhong University of Science and Technology, and is a Postdoctoral Fellow from the Department of Finance at Guanghua School of Management of Peking University. She currently serves as an associate professor and master’s supervisor at the School of Agriculture and Rural Development of Renmin University of China. Additionally, she is a researcher at the Rural Economic and Finance Institute, the National Academy of Development and Strategy, the Dual Carbon Research Institute, and the China Rural Revitalization Research Institute, all affiliated with Renmin University of China. She also acts as an expert for project training and evaluation for the World Bank and the National Rural Revitalization Administration, as well as a project assessment expert for the National Natural Science Foundation of China. Currently, she is an independent director of the Company. |
Kuang Qi | 46 years old. Chinese. He graduated from Jinan University in 2000 with double bachelor’s degree in Economics and Laws and obtained the Chinese legal profession qualification certificate. His previous work experiences include the Deputy Director of legal affairs of Amway (China) Daily-Use Commodity Co., Ltd. and legal consultant of Heinz (China) Investment Company Co., Ltd. Before joining Carlsberg, he acted as the senior legal consultant of Mead Johnson Nutrition (China) Co., Ltd. He is the Senior Legal Director and Chairman of the Board of Supervisors of the Company now. |
Huang Minlin | 44 years old. Chinese. He graduated from The Hong Kong University of Science and Technology with a Bachelor’s Degree in Accounting and is a member of the Hong |
ANNUAL REPORT 2023
Kong Institute of Certified Public Accountants. He worked in KPMG Hong Kong as the Audit Manager from 2004 to 2010. He joined Carlsberg Asia in 2010 and successively served as the Regional Supply Chain Financial Director and Regional Financial Director. He is currently the Senior Finance Director and Supervisor of the Company. | |
Xie Yi | 44 years old. Chinese. He holds a Master’s degree in International Development from the University of Edinburgh, UK. He previously served as the Director of the News Office at Chongqing Daily News Group and the Director of the Current Affairs News Department at Chongqing Morning Post. Additionally, he worked at the former Foreign Trade and Economy Commission of Chongqing Municipality and the former General Staff Department of the People’s Liberation Army. He joined the Company in 2014 and has since held positions of Senior Manager, Deputy Director, and Director of Corporate Affairs. Currently, he serves as Senior Director of Corporate Affairs and Employee Representative Supervisor of the Company. |
Deng Wei | 51 years old. Chinese. He holds a MBA degree from the School of Business Administration at Chongqing University. From 1997 to 2000, he worked in the Life Insurance Marketing Department at the Chongqing Branch of Ping An, where he was involved in sales and business team management. In October 2000, he joined Chongqing Brewery (Group) Co., Ltd., serving in the Asset Management Department. There he was responsible for mergers and acquisitions, as well as the integration of merged and acquired companies alongside the team. Since 2006, he has been serving as the Board Secretary of the Company. |
Chen Changli (Resigned) | 60 years old. Chinese. He previously served as the packaging workshop director and deputy general manager of the Company and the deputy general manager of Chongqing Brewery Group Company, the Party secretary of the Company, the Chairman of the Trade Union and the employee representative supervisor of the Company. He resigned due to retirement in December 2023. |
Other remarks
□ Applicable √ Not applicable
ANNUAL REPORT 2023
(II) Positions of directors, supervisors and senior management in office and resigned during the reportingperiod
1. Positions in shareholder’s entity
√ Applicable □ Not applicable
Name of person in office | Name of shareholder’s entity | Position in Shareholder’s entity | Commencement date of term | Termination date of term | ||
Jo?o Miguel Ventura Rego Abecasis | Carlsberg Brewery Malaysia Berhad | Director | 2022-10 | |||
Jo?o Miguel Ventura Rego Abecasis | Lao Brewery Co., Ltd. | Director | 2022-10 | 2025-10 | ||
Jo?o Miguel Ventura Rego Abecasis | Cambrew Ltd. | Chairman | 2024-03 | |||
Jo?o Miguel Ventura Rego Abecasis | Carlsberg Brewery Hong Kong Limited | Director | 2022-11 | |||
Jo?o Miguel Ventura Rego Abecasis | Caretech Ltd. | Director | 2022-11 | |||
Jo?o Miguel Ventura Rego Abecasis | Carlsberg Vietnam Breweries Ltd. | Chairman | 2023-01 | 2027-04 | ||
Jo?o Miguel Ventura Rego Abecasis | Carlsberg Supply Company Asia Limited | Director | 2023-01 | |||
Jo?o Miguel Ventura Rego Abecasis | Carlsberg Asia Pte. Ltd. | Director | 2023-09 | |||
Gavin Stuart Brockett | Myanmar Carlsberg Co., Ltd. | Director | 2022-01 | |||
Gavin Stuart Brockett | Carlsberg Brewery Malaysia Berhad | Director | 2022-02 | |||
Gavin Stuart Brockett | Lao Brewery Co., Ltd. | Director | 2022-04 | |||
Gavin Stuart Brockett | Carlsberg Brewery Hong Kong Limited | Director | 2022-01 | |||
Gavin Stuart Brockett | Caretech Ltd. | Director | 2022-01 | |||
Gavin Stuart Brockett | HK Yau Ltd. | Director | 2022-01 | |||
Gavin Stuart Brockett | Cambrew Ltd. | Director | 2023-04 |
ANNUAL REPORT 2023
Gavin Stuart Brockett | Angkor Beverage Company | Chairman | 2022-12 | |
Gavin Stuart Brockett | Cambrew 1 Ltd. | Director | 2023-09 | |
Gavin Stuart Brockett | Cambrew Property Limited | Director | 2023-09 | |
Gavin Stuart Brockett | Cambrew Success Company Limited | Director | 2023-09 | |
Andrew Douglas Emslie | CB Distribution Co., Ltd. | Director | 2020-07 | |
Andrew Douglas Emslie | Carlsberg Indochina Ltd. | Director | 2020-07 | |
Andrew Douglas Emslie | Myanmar Carlsberg Co., Ltd. | Director | 2020-11 | |
Andrew Douglas Emslie | Paduak Holding Pte. Ltd. | Director | 2020-12 | |
Andrew Douglas Emslie | Carlsberg Asia Pte. Ltd. | Director | 2020-12 | |
Andrew Douglas Emslie | Lao Brewery Co., Ltd. | Director | 2021-03 | |
Andrew Douglas Emslie | Carlsberg Vietnam Breweries Limited | Director | 2021-04 | |
Andrew Douglas Emslie | Cambrew Ltd. | Director | 2022-01 | |
Andrew Douglas Emslie | Angkor Beverage Company | Director | 2023-06 | |
Lee Chee Kong | Lanzhou Huanghe Jianiang Brewery Co. Ltd. | Vice Chairman | 2019-07 | |
Lee Chee Kong | Jiuquan West Brewery Co., Ltd. | Vice Chairman | 2019-07 | |
Lee Chee Kong | Qinghai Huanghe Jianiang Brewery Co., Ltd. | Vice Chairman | 2019-07 | |
Lee Chee Kong | Tianshui Huanghe Jianiang Brewery Co., Ltd. | Vice Chairman | 2019-07 | |
Lee Chee Kong | Capital Brewing Company Limited | Director | 2019-02 |
ANNUAL REPORT 2023
Lee Chee Kong | G-Shell Asia Pacific Limited | Director | 2019-02 | |
Lee Chee Kong | Jing-A Brewing Company Limited | Director | 2019-02 | |
Chin Wee Hua | Lanzhou Huanghe Jianiang Brewery Co. Ltd. | Director | 2017-06 | |
Chin Wee Hua | Jiuquan West Brewery Co., Ltd. | Director | 2017-03 | |
Chin Wee Hua | Qinghai Huanghe Jianiang Brewery Co., Ltd. | Director | 2017-06 | |
Chin Wee Hua | Tianshui Huanghe Jianiang Brewery Co., Ltd. | Director | 2017-04 | |
Lv Yandong | Guangzhou Carlsberg Investment Co., Ltd. | Chairman | 2020-12 | |
Kuang Qi | Guangzhou Carlsberg Investment Co., Ltd. | Supervisor | 2021-12 |
2. Positions in other entities
√ Applicable □ Not applicable
Name of person in office | Name of other entities | Position in other entities | Commencement date of term | Termination date of term |
Yuan Yinghong | Guangzhou Institute of Certified Public Accountants | Deputy Secretary General, Secretary of Industry Discipline Inspection Commission | 2001-08 | |
Yuan Yinghong | Guangzhu Holike Creative Home Co., Ltd. | Independent Director | 2022-01 | 2026-08 |
Yuan Yinghong | Guangzhou Hengyun Enterprises Holding Ltd. | Independent Director | 2021-01 | 2024-03 |
Yuan Yinghong | Guangdong Winsun Pharm Co., Ltd., | Independent Director | 2020-04 | 2023-12 |
Yuan Yinghong | Huizhou Jinghao Medical Technology Co., Ltd. | Independent Director | 2020-12 | 2023-12 |
Sheng Xuejun | Southwest University of Political Science & Law | Professor, Doctoral Supervisor | 2010-01 | |
Sheng Xuejun | Chongqing Iron & Steel Company Limited | Independent Director | 2021-08 | 2024-06 |
Sheng Xuejun | Chongqing Zaisheng Technology Co., Ltd. | Independent Director | 2023-05 | 2026-05 |
Sheng Xuejun | Guilin Tourism Corporation Limited | Independent Director | 2023-03 | |
Sheng Xuejun | Chongqing Department Store Co., | Independent | 2020-10 |
ANNUAL REPORT 2023
Ltd. | Director | |||
Zhu Qianyu | Renmin University of China | Associate professor and master supervisor; Researcher of Rural Economic and Finance Institute; Researcher of National Academy of Development and Strategy | 2010-03 | |
Zhu Qianyu | CSG Holding Co., Ltd. | Independent Director | 2019-04 | |
Zhu Qianyu | BANK OF GUIYANG CO., LTD. | Independent Director | 2024-02 | 2024-05 |
Zhu Qianyu | KINGFA SCI. & TECH. CO., LTD. | Independent Director | 2021-01 | 2023-12 |
(III) Remuneration of directors, supervisors and senior management
√ Applicable □ Not applicable
Decision-making procedures for the remuneration of directors, supervisors and senior management | During the reporting period, the allowances of independent directors shall be implemented in accordance with the Independent Director System of Chongqing Brewery Co., Ltd. approved by the General Meeting of Shareholders; Directors’ allowances shall be subject to the approval by the general meeting of shareholders after the Remuneration and Appraisal Committee of the Board of Directors proposes a plan and submits it to the Board of Directors for review and approval, and supervisors’ allowances shall be subject to the approval by the general meeting of shareholders after review and approval by the Board of Supervisors of the Company. The remuneration of senior executives shall be implemented in accordance with the Administrative Measures for the Remuneration and Performance Appraisal of Senior Executives proposed by the Remuneration and Appraisal Committee, subject to review and approval by the Company’s Board of Directors. |
Whether directors recuse themselves from discussions and decisions regarding their own remuneration matters | Yes |
Particulars of recommendations issued by the Remuneration and Evaluation Committee or the Specialized Meeting of Independent Directors on matters relating to the remuneration of directors, supervisors and senior management | The allowances of independent directors shall be subject to the approval by the General Meeting of Shareholders. Except for independent directors, the other directors and supervisors are not paid for their positions as directors and supervisors in the Company. The remuneration of senior executives shall be determined based on a plan proposed by the Remuneration and Appraisal Committee, subject to review and approval by the Company’s Board of Directors. |
ANNUAL REPORT 2023
Basis for the determination of remuneration of directors, supervisors and senior management | During the reporting period, the allowances for independent directors shall be implemented in accordance with the provisions of the Independent Director System of Chongqing Brewery Co., Ltd. deliberated and approved by the General Meeting of Shareholders; Except for independent directors, the other directors and supervisors are not paid for their positions as directors and supervisors in the Company. The remuneration of senior executives is based on the Administrative Measures for the Remuneration and Performance Appraisal of Senior Executives approved by the Board of Directors, as well as the operating performance of the current year confirmed in the Audit Report issued by the accounting firm, which shall be assessed and confirmed by the Remuneration and Appraisal Committee and the Board of Directors. |
Actual remuneration paid to directors, supervisors and senior management | During the reporting period, the allowances for independent directors shall be paid by the Company monthly; the basic remuneration of senior executives shall be paid by the Company monthly. The performance remuneration shall be paid by the Company after the appraisal by the Remuneration and Appraisal Committee and the Board of Directors. |
Total actual remuneration received by all directors, supervisors and senior management as at the end of the reporting period | RMB 26.6355 million |
(IV) Changes of directors, supervisors and senior management of the Company
√ Applicable □ Not applicable
Name | Position | Change | Reason for change |
Chen Changli | Employee Representative Supervisor | Resigned | Retirement |
Xie Yi | Employee Representative Supervisor | Election | By-election |
(V) Explanation on penalties by securities regulators in the past three years
□ Applicable √ Not applicable
(VI) Others
□ Applicable √ Not applicable
V. Information about the Board Meetings Convened during the Reporting Period
Meeting session | Date of meeting | Meeting resolutions |
Eighth Meeting of the Tenth of the Board of Directors | 26 April 2023 | For details, please refer to “L2023-005” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 28 April 2023. |
ANNUAL REPORT 2023
Nine Meeting of the Tenth of the Board of Directors | 31 July 2023 | For details, please refer to “L2023-013” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 1 August 2023. |
Tenth Meeting of the Tenth of the Board of Directors | 16 August 2023 | For details, please refer to “L2023-016” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 17 August 2023. |
Eleventh Meeting of the Tenth of the Board of Directors | 26 September 2023 | For details, please refer to “L2023-018” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 28 September 2023. |
Twelfth Meeting of the Tenth of the Board of Directors | 30 October 2023 | For details, please refer to “L2023-021” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 31 October 2023. |
Thirteenth Meeting of the Tenth of the Board of Directors | 14 November 2023 | For details, please refer to “L2023-026” Announcement disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 15 November 2023. |
VI. Performance of Duties by Directors(I) Attendance of Board meetings and General Meetings of Shareholders by directors
Name of director | Independent director | Information on attendance at the Board Meeting | Attendance at General Meetings of Shareholders | |||||
Number of Board meetings required to be attended during the year | Attended in person | Attended via communication | Attended by representative | Absence | Failed to attend in person at two meetings in a row | Number of attendance at General Meetings of Shareholders | ||
Jo?o Miguel Ventura Rego Abecasis | No | 6 | 6 | 6 | 0 | 0 | No | 3 |
Gavin Stuart Brockett | No | 6 | 6 | 6 | 0 | 0 | No | 3 |
Andrew Douglas Emslie | No | 6 | 6 | 6 | 0 | 0 | No | 3 |
Lee Chee Kong | No | 6 | 6 | 1 | 0 | 0 | No | 3 |
Chin Wee Hua | No | 6 | 6 | 1 | 0 | 0 | No | 3 |
Lv Yandong | No | 6 | 6 | 3 | 0 | 0 | No | 3 |
Yuan Yinghong | Yes | 6 | 6 | 2 | 0 | 0 | No | 3 |
Sheng Xuejun | Yes | 6 | 6 | 4 | 0 | 0 | No | 3 |
Zhu Qianyu | Yes | 6 | 6 | 3 | 0 | 0 | No | 3 |
Explanation on failure to attend in person at two Board meetings in a row
□ Applicable √ Not applicable
Number of Board meetings convened during the year | 6 |
Including: Number of meetings convened on site | 0 |
ANNUAL REPORT 2023
Number of meetings convened via communication | 1 |
Number of meetings convened on site with communication | 5 |
(II) Objections raised by directors on relevant matters of the Company
□ Applicable √ Not applicable
(III) Others
□ Applicable √ Not applicable
VII. Special Committees under the Board of Directors
√ Applicable □ Not applicable
(1). Members of special committees under the Board of Directors
Type of special committee | Name of members |
Audit Committee | Yuan Yinghong (Chairman of the Committee), Sheng Xuejun, Zhu Qianyu, Gavin Stuart Brockett, Chin Wee Hua [Note] |
Nomination Committee | Sheng Xuejun (Chairman of the Committee), Zhu Qianyu, Andrew Douglas Emslie |
Remuneration and Appraisal Committee | Zhu Qianyu (Chairman of the Committee), Yuan Yinghong, Jo?o Miguel Ventura Rego Abecasis |
Strategy and Development Committee | Lee Chee Kong (Chairman of the Committee), Chin Wee Hua, Lv Yandong, Yuan Yinghong, Jo?o Miguel Ventura Rego Abecasis |
Note: In compliance with the Measures for the Administration of Independent Directors of Listed Companiesand other applicable guidelines, on 19 January 2024, the Company’s Board of Directors replaced Chin Wee Hua,Director and Vice President, with Lv Yandong, Director, in the Audit Committee.
(2). Six meetings convened by the Audit Committee during the reporting period
Date of meeting | Content of meeting | Important opinions and suggestions | Other performance of duties |
2023-03-02 | PAN-CHINA Certified Public Accountants LLP reported and communicated major issues of concern and findings in the pre-audit phase of 2022 financial audit and internal control audit at the first meeting of the Audit Committee of the Tenth the Board of Directors of the Company in 2023. | The Audit Committee demonstrated a detailed understanding and effective communication regarding key audit matters, other significant considerations, and internal control audits. They paid special attention to the fulfillment of performance commitments for 2022. | |
2023-04-26 | Summary Reports on Financial Statements Audit and Internal Control Audit Performed by Pan-China Public Accountants (Special General Partnership) for the Year | The Audit Committee agreed to submit the proposals to the Board of Directors for deliberation. | The Audit Committee listened to the Update on CBC Daily Related Party Transactions for FY 2022 & 2023 Q1, 2022 Internal Audit |
ANNUAL REPORT 2023
2022, CBC 2022 Annual Report and Executive Summary, CBC 2022 Final Account Report, Proposal on the Dividend Distribution Plan for the Year 2022, Evaluation Report on the Company’s Internal Control for the Year of 2022, Annual Performance Report of the Audit Committee of the 10th Board of Directors of the Company for the Year of 2022, CBC 2023 Q1 Report, Proposal on the Engagement of Pan-China Certified Public Accountants (Special General Partnership) as the Auditor of the Company’s Financial Report and Internal Control for the Year of 2023, and Proposal on the Continuation of Aluminum Hedging Business were approved at the 2nd meeting of the Audit Committee of the Tenth Board of Directors of the Company in 2023. | Report and 2023 Audit Plan, and Risk Management Report. | ||
2023-08-16 | CBC 2023H1 Report and Executive Summary was approved at the 3rd meeting of the Audit Committee of the Tenth Board of Directors of the Company in 2023. | The Audit Committee agreed to submit the proposal to the Board of Directors for deliberation. | The Audit Committee listened to the Report on the Implementation of Aluminium Hedging, Update on CBC Daily Related Party Transactions for 2023 Q3, CBC Internal Audit Summary Report fro 2023 Q3, and CBC Risk Management Report. |
2023-09-26 | Proposal on the Related Party Transaction Regarding the Acquisition of 100% Equity in Beijing Capital Brewing Company Limited and Jinbei Asia Pacific (Beijing) Catering Co., Ltd. was approved at the 4th meeting of the Audit Committee of the Tenth Board of Directors of the Company | The Audit Committee agreed to submit the proposal to the Board of Directors for deliberation. |
ANNUAL REPORT 2023
in 2023. | |||
2023-10-30 | The CBC 2023 Q3 Report was approved at the 5th meeting of the Audit Committee of the Tenth Board of Directors of the Company in 2023. | The Audit Committee agreed to submit the proposal to the Board of Directors for deliberation. | The Audit Committee listened to the Report on the Implementation of Aluminium Hedging, Update on CBC Daily Related Party Transactions for 2023 Q3, CBC Internal Audit Summary Report fro 2023 Q3, and CBC Risk Management Report. |
2023-11-14 | The Proposal on the 2023 Interim Dividend Distribution Plan of Carlsberg Chongqing Brewery Company Limited, Proposal on the Estimation of Daily Related Party Transactions in 2024, and Proposal on the Investment of Short-Term Bank Financial Products in 2024 were approved at the 6th meeting of the Audit Committee of the Tenth Board of Directors of the Company in 2023. | The Audit Committee agreed to submit the proposals to the Board of Directors for deliberation. |
(3). One meeting convened by the Strategy and Development Committee during the reporting period
Date of meeting | Content of meeting | Important opinions and suggestions | Other performance of duties |
2023-04-26 | The Proposal on the CBC Financial Budget for the Year 2023 was approved at the 1st meeting of the Strategy and Development Committee of the 10th Board of Directors of the Company in 2023. | The Strategy and Development Committee agreed on this proposal. |
(4). Two meetings convened by the Remuneration and Appraisal Committee during the reporting period
Date of meeting | Content of meeting | Important opinions and suggestions | Other performance of duties |
2023-04-26 | The Proposal on the Annual Evaluation of the Performance and Remuneration of the Senior Management for the Year of 2022 was approved at the 1st meeting of the Remuneration and Appraisal | The Remuneration and Appraisal Committee concluded that the 2022 remuneration assessment of the Company’s senior executives aligned with |
ANNUAL REPORT 2023
Committee of the 10th Board of Directors of the Company in 2023. | that the Remuneration and Performance Appraisal Plan for Senior Management, and agreed to submit the proposal to the Board of Directors for deliberation. | ||
2023-08-16 | The Proposal on the Amendment of Remuneration and Performance Appraisal Plan for Senior Management was approved at the 2nd meeting of the Remuneration and Appraisal Committee of the 10th Board of Directors of the Company in 2023. | The Remuneration and Appraisal Committee agreed to submit the proposal to the Board of Directors for deliberation. |
(5). Particulars of objections
□ Applicable √ Not applicable
VIII. Explanation on the Risks of the Company Found by the Board of Supervisors
□ Applicable √ Not applicable
The Board of Supervisors had no objections to the matters subject to supervision during the reporting period.
IX. Employees of the Parent Company and Major Subsidiaries as at the End of the Reporting Period(I) Employees
Number of existing employees of the parent company | 29 |
Number of existing employees of major subsidiaries | 6,840 |
Total number of existing employees | 6,869 |
Number of resigned and retired employees whose expenses shall be undertaken by the parent company and major subsidiaries | 4,285 |
Specialization composition | |
Category of specialization | Headcount of specialization |
Production personnel | 1,900 |
Sales personnel | 3,022 |
Technicians | 1,422 |
Finance personnel | 250 |
Administrative personnel | 75 |
Others | 200 |
Total | 6,869 |
Educational background | |
Educational level | Headcount |
Postgraduates | 201 |
Undergraduates | 1,695 |
Junior college graduates | 2,286 |
High school graduates and below | 2,687 |
ANNUAL REPORT 2023
Total | 6,869 |
(II) Remuneration policy
√ Applicable □ Not applicable
During the reporting period, the Company’s employee remuneration policy shall determined the salary growth ratioof all employees based on the Company’s economic benefits and business performance as well as the completionof the annual beer production, sales and profits, and considering the salary situation in the market. Managementpersonnel of middle level and above shall be subject to the year-end incentive assessment linked to the Company’sperformance, and production workshops shall be subject to the KPI assessment, which is combined with productquality, various consumption indicators and production efficiency. The salary of employees of the Company iscomposed of fixed salary, performance appraisal salary and year-end bonus.
(III) Training programs
√ Applicable □ Not applicable
The company maintains a robust employee training mechanism, developing and implementing training programsaligned with the requirements of business growth annually .
During the reporting period, the Company organized a diverse range of cultural and leadership programs aimed atenhancing the capabilities of key talents and team managers. These programs included “Workshop on Responsibilityand Accountability in a Diverse, Equal and Inclusive Culture,” “Workshop on Transformation and Winning Projects,”“The New Generation Management,” “University Counseling,” “SL II”, “Management Execution Enhancement(DDI copyrighted course),” and “Conflict Management.” For sales directors and managers, a targeted actionlearning program called the “Tiger Project” was implemented. For supply chain managers, the “CE Basic ModuleOptimization - Organizational Management” program was carried out. Young talents were offered three projects:
“General Management Trainee,” “Supply Chain Management Trainee,” and “Sales Management Talents,” whichaimed at building and developing talent reserves for the Company. Specifically, courses including “7 Habits ofHighly Effective People,” “Time Management,” and “Role Transformation of Career Professionals” were carriedout. To foster the capacity development of all staff members, the Company carried out various courses and sharedsessions such as “Financial Training for Non-Financial Managers” and “Beer Tasting and Art”, which facilitated therapid development of the Company.
In terms of sales, the sales team has focused on the Company’s strategy and business needs, building anempowerment platform to enhance the business capabilities of the internal sales team and core distributors.
1. To consolidate the core markets, several programs were undertaken, including school-enterprise cooperationtraining courses, sand table exercises, and market strategy workshops.
2. Live-streaming sessions were conducted to introduce new products and share successful marketing experiences,with the aim of promoting product premiumization.
3. Key channel empowerment was a focus, leading to the implementation of the MOFT channel training series andguidelines for O2O business operations.
4. To strengthen beer knowledge and business fundamentals, training materials were upgraded, and a group ofinternal lecturers were selected and trained.
5. Distributor-focused training programs, such as the President Class and Manager Camp, were provided.Additionally, online learning platforms and targeted live courses were made available.
In terms of the supply chain, the Company continued to deepen its commitment to lean production. Efforts weremade to enhance the awareness of systematization and standardization in factory construction. Training programssuch as “Carlsberg Excellence Foundation Workshop,” “Root Cause Analysis and Problem Solving,” “Sensory
ANNUAL REPORT 2023
Tasting Training,” and “EHS Training” were conducted, raising the standardization awareness of frontline workerswhile enhancing overall work efficiency.
(IV) Labor outsourcing
√ Applicable □ Not applicable
Total working hours of outsourced labor | 3,048,773 hours |
Total remuneration paid for outsourced labor | RMB 143,500,900 |
X. Proposal on Profit Distribution or Conversion of Capital Reserve into Capital Stock(I) Formulation, implementation or adjustment of cash dividend policy
√ Applicable □ Not applicable
In accordance with the Company Law of the People’s Republic of China, the Accounting Standards for Enterprisesand the Articles of Association, the Company proposes the following distribution plan, considering the requirementsof production and operation development as well as the shareholders’ interests:
The Company intends to distribute the cash dividend of 2.80 yuan per share (tax inclusive) to all shareholders onthe basis of the total share capital of 483,971,198 shares as at December 31, 2023, totaling 1,355,119,354.40 yuan(tax inclusive). Cash dividend intended for distribution is from the operating profits generated by the Company inits production and operation, and such distribution is general dividend distribution.
After the completion of the profit distribution plan of 2023, the remaining undistributed profit in the consolidatedfinancial statements of the Company is 59,187,375.37 yuan, and the remaining undistributed profit in the parentcompany financial statements is 351,378,262.35 yuan. No capital reserve is converted to increase share capital thistime.
(II) Special description on cash dividend policy
√ Applicable □ Not applicable
Whether it complies with the provisions of the Articles of Association or the requirements stated in the resolutions approved at the General Meeting of Shareholders | √Yes □ No |
Whether the standards and proportion of dividend distribution are clear | √Yes □ No |
Whether the relevant decision-making procedures and mechanisms are complete | √Yes □ No |
Whether the independent directors perform their duties and play their due role | √Yes □ No |
Whether minority shareholders have the opportunity to fully express their opinions and appeals, and whether their legitimate interests have been adequately protected | √Yes □ No |
(III) Where the parent company has a positive profit available for distribution to shareholders with no cash
profit distribution plan proposed during the reporting period, the Company shall disclose the reasonstherefor and the purpose and utilization plan of such undistributed profit in detail
□ Applicable √ Not applicable
(IV) Plans on profit distribution or conversion of capital reserve to increase share capital in the current
ANNUAL REPORT 2023
reporting period
√ Applicable □ Not applicable
Monetary unit: RMB
Bonus share distributed for every 10 shares (share) | |
Dividend distributed for every 10 shares (yuan) (tax inclusive) | 28.00 |
Share capital increased by converting capital reserve for every 10 shares (share) | |
Cash dividend distributed (tax inclusive) | 1,355,119,354.40 |
Net profit attributable to shareholders of ordinary shares in the consolidated financial statements for the period of dividend distribution | 1,336,597,321.13 |
Proportion to net profit attributable to shareholders of ordinary shares in the consolidated financial statements (%) | 101.39 |
Amount of shares repurchased in cash included in cash dividend | |
Total cash dividend distributed (tax inclusive) | 1,355,119,354.40 |
Proportion of total cash dividend distributed to net profit attributable to shareholders of ordinary shares in the consolidated financial statements (%) | 101.39 |
XI. The Company’s Equity Incentive Scheme, Employee Stock Ownership Plan or Other EmployeeIncentive Measures and Their Impact(I) Relevant incentive matters disclosed in provisional announcements without progress or change insubsequent implementation
□ Applicable √ Not applicable
(II) Incentives not disclosed in provisional announcements or with subsequent developmentEquity incentives
□ Applicable √ Not applicable
Other remarks
□ Applicable √ Not applicable
Employee stock ownership plan
□ Applicable √ Not applicable
Other incentive measures
□ Applicable √ Not applicable
(III) Equity incentives granted to directors and senior management during the reporting period
□ Applicable √ Not applicable
(IV) Establishment and implementation of evaluation mechanism and incentive mechanism for seniormanagement during the reporting period
ANNUAL REPORT 2023
√ Applicable □ Not applicable
According to the needs of establishing a modern enterprise system, the Company implements the appointmentsystem for senior executives and has established a fair and transparent performance evaluation and incentivemechanism for directors, supervisors and senior executives, urging management personnel to fulfill their obligationsof integrity and diligence, clarifying their rights and responsibilities, and giving full play to the enthusiasm andcreativity of senior executives. The management of the Company supervises the daily performance of seniorexecutives in accordance with the President’s Work Rules and the Financial Management System of the Company,and the Company conducts year-end evaluation of senior executives and gives rewards or punishments to seniorexecutives according to the business objectives set at the beginning of the year and the remuneration system forsenior executives reviewed and approved by the Board of Directors.
XII. Development and Implementation of Internal Control Systems during the Reporting Period
√ Applicable □ Not applicable
The Company evaluated and revised its business related control processes during the current year. During thereporting period, the Company provided training on risk and internal control policies to its internal control staff.The internal audit department conducted specialized audits on various processes, including purchase management,inventory management, capital management, IT system management, R&D process management, and outsourcingbusiness management.
Description of significant defects in the internal control during the reporting period
□ Applicable √ Not applicable
XIII. Management and Control of Subsidiaries During the Reporting Period
√ Applicable □ Not applicable
The Company consistently performed self-assessment of the internal control effectiveness within its subsidiaries, inaccordance with the corporate internal control system. Additionally, the Company ensured internal control oversightof its subsidiaries by conducting specialized process audits.
In Q4 2023, Carlsberg Chongqing Brewery, a subsidiary controlled by the Company, completed the acquisition of100% equity of of Beijing Capital Brewing Company Limited and Jinbei Asia Pacific (Beijing) Catering Co., Ltd.In 2024, the Company will continue to integrate and optimize the processes of the two newly acquired subsidiaries,and include them in the internal self-assessment scope for supervision and management.
XIV. Relevant Issues on the Audit Report on Internal Control
√ Applicable □ Not applicable
Pan-China Certified Public Accountants LLP (Special General Partnership), the accounting firm engaged by theCompany, has conducted an audit on the effectiveness of internal control related to the Company’s financial reportand issued an unqualified audit report. For details of the Company’s 2023 Internal Control Audit Report, pleaserefers to the SSE website.Disclosure of internal control audit report: Yes.Type of opinion: Unqualified opinion.
XV. Rectification of Issues Found in Self-Inspections as per the Special Campaign on Governance ofListed Companies
□ Applicable √ Not applicable
XVI. Others
ANNUAL REPORT 2023
□ Applicable √ Not applicable
SECTION V ENVIRONMENTAL AND SOCIAL RESPONSIBILITY
I. Environmental Information
Any environmental protection mechanism established | Yes |
Funds invested for environmental protection during the reporting period (in RMB '0,000) | 2,053.1 |
(I) Explanation on environmental protection of the Company and its subsidiaries falling into the categoryof key pollution discharging units listed by the environmental protection authorities
√ Applicable □ Not applicable
1. Pollution discharge information
√ Applicable □ Not applicable
Company name | Major pollutants | Method of discharge | Number of discharge outlet | Distribution of discharge outlet | Discharge concentration | Pollutant discharge standards | Total discharge implemented | Total discharge approved | Discharge exceeding standards |
Wanzhou Branch of Carlsberg Chongqing Brewery Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | Northwest of the factory | COD: 135.64mg/l Ammonia nitrogen: 4.71mg/l | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 5.14ton Ammonia nitrogen: 0.147ton | COD: 143ton Ammonia nitrogen: 12.88ton | No |
Carlsberg Chongqing Brewery Co., Ltd. (Mawang Township Factory) | Wastewater | Discharged into urban pipeline network after treatment | 1 | Northeast corner within the factory | COD: 134.71mg/L Ammonia nitrogen: 12.71mg/L, | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005);Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | COD: 21.23ton Ammonia nitrogen: 2.017ton | COD: 376.782ton Ammonia nitrogen: 33.91ton | No |
Carlsberg Chongqing Brewery Co., Ltd. (Dazhulin Factory) | Wastewater | Discharged into urban pipeline network after treatment | 1 | North side within the factory | COD: 122.91mg/L Ammonia nitrogen: 0.45mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005);Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015);GB8978-1996 Integrated Wastewater Discharge Standard. | COD: 14.942ton Ammonia nitrogen: 0.205ton | COD: 116.33ton Ammonia nitrogen: 21.81ton | No |
Hechuan Branch of | Wastewater | Discharged into urban | 1 | North gate within the | COD: 179.95mg/L | Pretreatment standards set out in | COD: 20.921ton | COD: 158.306ton | No |
ANNUAL REPORT 2023
Carlsberg Chongqing Brewery Co., Ltd. | pipeline network after treatment | factory | Ammonia nitrogen: 5.47 mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005); Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | Ammonia nitrogen: 0.674ton | Ammonia nitrogen: 14.248ton | |||
Liangping Branch of Carlsberg Chongqing Brewery Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | Outside the factory gate | COD: 205 mg/L Ammonia nitrogen: 6.32 mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 23.575ton Ammonia nitrogen: 0.697ton | COD: 429.45ton Ammonia nitrogen: 38.65ton | No |
Peiling Branch of Carlsberg Chongqing Brewery Co., Ltd. | Wastewater | Discharged into the downstream municipal water treatment plant, and subsequently released following appropriate treatment by the treatment plant. | 1 | Northwest of the factory | COD: 30.652 mg/L Ammonia nitrogen: 0.515mg/L | Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet | COD: 0.872ton Ammonia nitrogen: 0.11ton | COD: 175ton Ammonia nitrogen: 15.75ton | No |
Shizhu Branch of Carlsberg Chongqing Brewery Co., Ltd. | Wastewater | Discharged into pipeline network of the park after treatment | 1 | Northwest corner within the factory | COD:149mg/L Ammonia nitrogen: 1.35mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 1.743ton Ammonia nitrogen: 0.82ton | COD: 143.18ton Ammonia nitrogen: 12.88ton | No |
Chongqing Brewery Yibin Co., Ltd. | Wastewater | Discharged into water treatment plant of the park after treatment | 1 | South side of the factory area | COD:142.44mg/L Ammonia nitrogen: 0.63mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 18.5ton Ammonia nitrogen: 0.577ton | COD: 147.65ton Ammonia nitrogen: 30.80ton | No |
Chongqing Brewery Xichang Co., Ltd. | Wastewater | Discharge into pipe network of the area | 1 | South of the factory area | COD:2800mg/L Ammonia nitrogen: 4.5mg/L | Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet | COD: 0.543ton Ammonia nitrogen: 0.00465ton | COD: 105ton Ammonia nitrogen: 9.45ton | No |
Chongqing Beer Panzhihua Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | West side within the factory | COD:2660mg/L Ammonia nitrogen: 48.307mg/L | Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet | COD: 101.936ton Ammonia nitrogen: 1.844ton | COD: 286.36ton Ammonia nitrogen: 25.77ton | No |
Hunan Chongqing Brewery Grandmen Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | Outside the factory entrance | COD:154mg/L Ammonia nitrogen: 5.4mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005),as well as the feed-water quality | COD: 12.756ton Ammonia nitrogen: 0.45ton | COD: 55ton Ammonia nitrogen: 21ton | No |
ANNUAL REPORT 2023
requirements of Lixian Domestic Sewage Treatment Plant | |||||||||
Yongzhou Branch of Hunan Chongqing Brewery Grandmen Co., Ltd. | Wastewater | Discharged into urban pipe network after pretreatment, and subsequently discharged into municipal water treatment plan | 1 | South of the factory area | COD:2,367mg/L Ammonia nitrogen: 17.5mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005); Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet has been implemented since June. | COD: 14.51ton Ammonia nitrogen: 1.3ton | COD: 39ton Ammonia nitrogen: 8ton | No |
Chongqing Brewery Group Chengdu Bock Beer Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | East of the factory | COD: 165 mg/L Ammonia nitrogen: 2.6 mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 11.5ton Ammonia nitrogen: 0.31ton | COD: 356ton Ammonia nitrogen: 32ton | No |
Kunming Huashi Brewery Co., Ltd. | Wastewater | Discharged after treatment | 1 | Southwest of the factory | COD: 117.84mg/L Ammonia nitrogen: 9.04 mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005);Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | COD:12.44ton Ammonia nitrogen: 0.955ton | COD: 158.3725ton Ammonia nitrogen: 11.8754ton | No |
Carlsberg (China) Brewery Industry and Trade Limited | Wastewater | Discharged after treatment | 1 | Northwest of the factory | COD:50.6mg/l Ammonia nitrogen: 3.14 mg/l | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD:11.99ton Ammonia nitrogen: 0.712ton | COD:312.59ton Ammonia nitrogen: 29.23ton | No |
Carlsberg Tianmu Lake Brewery (Jiangsu) Co., Ltd. | Wastewater | Continuous discharge | 1 | Central and western part of the factory | COD: 618mg/L Ammonia nitrogen: 18.17mg/L | Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet | COD: 133ton Ammonia nitrogen: 3.98ton | COD: 1,348.6ton Ammonia nitrogen: 26.21ton | No |
Carlsberg Brewery (Jiangsu) Co., Ltd. | Wastewater | Discharged after treatment | 1 | Southwest of the factory | COD: 146mg/L Ammonia nitrogen: 15.2mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 7.46ton Ammonia nitrogen: 1.2ton | COD:118.82ton Ammonia nitrogen: 15.36ton | No |
Carlsberg Brewery (Anhui) Co., Ltd. | Wastewater | Discharged after treatment | 1 | North side of the factory | COD:82.83mg/L Ammonia nitrogen: 3.74mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 30.11ton Ammonia nitrogen: 1.24ton | COD: 54.21ton Ammonia nitrogen: 3.45ton | No |
Carlsberg Brewery | Wastewater | Discharged into urban | 1 | Northwest corner | COD: 43mg/L | Pretreatment standards set out in | COD: 5.26ton | COD: 75ton | No |
ANNUAL REPORT 2023
(Guangdong) Co., Ltd. | water treatment plant after being treated | within the factory | Ammonia nitrogen: 0.89 mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | Ammonia nitrogen: 0.08ton | Ammonia nitrogen: 5ton | |||
Xinjiang Wusu Beer Co., Ltd. | Wastewater | Discharged after treatment | 1 | Northwest corner of the factory | COD:147.43mg/L Ammonia nitrogen: 1.44mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 31.511ton Ammonia nitrogen: 4.879ton | COD: 301ton Ammonia nitrogen: 63ton | No |
Xinjiang Wusu Brewery (Wusu) Co., Ltd. | Wastewater | Discharged after treatment | 1 | Northwest corner in the factory area | COD: 79mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005) | COD: 8.85ton | COD: 23.49ton | No |
Xinjiang Wusu Brewery (Yining) Co., Ltd. | Wastewater | Discharged after treatment | 1 | Southeast of the factory | COD: 92.33 mg/L Ammonia nitrogen: 4.34mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005); Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | COD: 6.62ton Ammonia nitrogen: 0.311ton | COD: 18ton Ammonia nitrogen: 15.75ton | No |
Xinjiang Wusu Brewery (Korla) Co., Ltd. | Wastewater | Discharged into urban pipeline network after treatment | 1 | Southwest of the factory | COD: 2,000mg/L Ammonia nitrogen: 45mg/L | Negotiation standard set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005 ) amendment sheet | COD: 23.4ton Ammonia nitrogen: 0.375ton | COD: No total volume requirement Ammonia nitrogen: No total volume requirement | No |
Xinjiang Wusu Brewery (Aksu) Co., Ltd. | Wastewater | Discharged after treatment | 1 | West side of the factory | COD: 102mg/L Ammonia nitrogen: 8mg/L | Discharge Standard of Pollutants for Beer Industry (GB19821-2005); Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | COD: 8.5ton Ammonia nitrogen: 0.67ton | COD: 28ton Ammonia nitrogen: 5.25ton | No |
Ningxia Xixia Jianiang Brewery Co., Ltd. | Wastewater | Discharge after treatment | 1 | Southwest of the factory | COD: 49.5mg/L Ammonia nitrogen: 2.82mg/L | Pretreatment standards set out in Discharge Standard of Pollutants for Beer Industry (GB19821-2005);Wastewater Quality Standards for Discharge to Municipal Sewers (GB31962-2015) | COD: 9.397ton Ammonia nitrogen: 0.54ton | COD: 48.8ton Ammonia nitrogen: 4.88ton | No |
2. Construction and operation of pollution prevention facilities
√ Applicable □ Not applicable
In 2023, the Company’s pollution control facilities operated reliably, ensuring that pollutants were discharged incompliance with relevant standards. Furthermore, the Company successfully passed environmental protectioninspections conducted by relevant authorities at all levels.
3. Environmental impact assessment of construction projects and other administrative approval on
ANNUAL REPORT 2023
environmental protection
√ Applicable □ Not applicable
On December 19, 2022, Carlsberg Brewery (Foshan) Co. Ltd. obtained the approval of Foshan Municipal Bureauof Ecology and Environment on the environmental impact report on a project of Carlsberg Brewery (Foshan) Co.Ltd., which concerns an annual output of 500,000 tons of beer (FHSF [2022] No. 98). At present, the project isunder construction and subsequently will be subject to completion acceptance in strict accordance with the processof simultaneous design, construction and performance.
On May 7, 2022, Xinjiang Wusu Brewery (Korla) Co. Ltd. obtained the Approval of the Ecological andEnvironmental Bureau of Bayingol Prefecture on the Environmental Impact Report on the Phase III ExpansionProject of Xinjiang Wusu Brewery (Korla) Co. Ltd. (BHPJH (2022) No. 82). The Phase III expansion project wascompleted in October 2023 and passed the EIA acceptance on January 11, 2024, and is currently in the publicityperiod for environmental acceptance and evaluation.
On November 28, 2023, a new finished product warehouse of Xichang Factory of Chongqing Brewery completedthe filing of the environmental impact registration form for the construction project (filing no:
202351340100000108).
4. Contingency plans for environmental emergencies
√ Applicable □ Not applicable
The Company attaches great importance to environmental emergency warning, risk prevention and control, andhas established comprehensive measures for environmental risk prevention and control. Each of its breweries hasformulated Environmental Emergency Response Plan and Environmental Risk Assessment Report, and thesedocuments have been filed them with relevant environmental protection departments. The Company is able toeffectively cope with local or regional environmental pollution incidents caused by sudden environmental pollutionand ecological damage, and ensure that incidents can be addressed quickly and efficiently on site to protect thebrewery and surrounding environment as well as the life and property of the people in residential areas, preventingunforeseen environmental pollution incidents.
5. Environmental self-monitoring plan
√ Applicable □ Not applicable
Each brewery of the Company has formulated its self-monitoring plan for environmental protection to effectivelymonitor various pollutant factors. The Company implements Discharge Standard of Pollutants for Beer Industry(GB19821-2005), ISO14001 Environmental Management System and internal SHAPE system (environmentalhealth and safety excellence evaluation system).
6. Administrative penalties for environmental issues during the reporting period
□ Applicable √ Not applicable
7. Other environmental information that shall be disclosed
□ Applicable √ Not applicable
(II) Environmental protection of companies other than key pollutant discharging units
□ Applicable √ Not applicable
(III) Relevant information conducive to ecological protection, pollution prevention and control, andfulfillment of environmental responsibilities
ANNUAL REPORT 2023
√ Applicable □ Not applicable
The Company’s ESG program, named “Together Towards ZERO and Beyond”, focuses on environmental andecological protection, and is committed to carrying out various measures such as waste treatment, energyconservation and water resource management to reduce the negative impact on the ecological environment andactively fulfill environmental responsibilities.
In terms of waste management, we have further standardized the management of collection, storage and disposal ofvarious wastes in daily production. For general waste, we have strictly implemented garbage classification,recycling and transporting the waste at fixed location and time, and recycling renewable resources; for hazardouswaste, we have organized to sort out the collection scope of hazardous waste, cleaning, storing and transferring thewaste according to the category, storing the waste in the warehouse for hazardous waste, entrusting qualified thirdparties to dispose of the waste when the storage reaches a certain amount, and establishing a ledger for the generation,transfer and disposal of hazardous waste so as to ensure the effective waste disposal tracking and management.
In terms of discharge of waste gas and water, all the breweries under the Company are equipped with well-functioning sewage treatment stations, and have installed automatic monitoring facilities to monitor variousemission indicators in real time. The odor generated by the sewage station is collected and disposed of responsiblyto ensure that the odor is treated up to standard. The wastewater of the breweries contains plenty of carbon sourcesthat provide nutrients for microorganisms necessary for wastewater treatment. In accordance with DischargeStandard of Pollutants for Beer Industry, we provide wastewater to sewage treatment plants. While promoting theresource utilization of wastewater, we have saved the energy consumption in the sewage treatment by breweries,thus achieving a win-win situation for both the breweries and the sewage treatment plants. In 2023, we haveimplemented resource utilization of beer wastewater in six breweries.
In terms of noise management, the Company strictly follows the Law of the People’s Republic of China on NoisePollution Prevention and Control and other applicable laws and regulations, having formulated internal policiessuch as Noise Control and Hearing Protection Procedures, and further strengthening the prevention and control ofnoise pollution according to the noise pollution prevention and control idea, i.e. “prevention from the source, controlin the transmission, and protection of the receptor.” We have effectively controlled the impact of noise throughregular noise monitoring at plant boundary, equipment renovation and maintenance, increased isolation protectionand other measures.
In terms of reducing packaging waste, the Company has actively carried out innovative cooperation to promotesustainable packaging design, facilitate the use of green and environmentally-friendly packaging materials andlightweight packaging, and reduce packaging waste and environmental pollution. Compared with 2022, the canningrate of our products increased by 4.2% in 2023, showing an effective reduction in the consumption of packagingmaterials. Meanwhile, the Company has continued to carry out a number of bottle recovery projects, encouragingdealers to expand the coverage of bottle recovery, continuously promote the improvement of dealers’ bottle recoveryperformance and reduce the environmental impact of packages and waste by optimizing the bottle recovery network.In 2023, the Company’s overall bottle recovery rate was 2.80% higher than in 2022, and the bottle loss was 0.30%lower. In addition, we have used ton bags made of recyclable materials for the outer packaging of agricultural rawmaterials, which have reduced the environmental pollution caused by the waste of packaging materials whilelowering consumption of packaging materials during the transportation of agricultural products (rice, starch, malt,etc.).
In terms of energy conservation, please refer to “(IV) Measures taken to reduce carbon emissions during thereporting period and related effects.”
ANNUAL REPORT 2023
In terms of water resource management, the Company has continuously reduced unit water consumption byimplementing a series of water-saving measures, including water-saving renovation of bottle washers, packagingwater recycling projects, water-saving vacuum pumps, and reclaimed water reuse projects. The company’s waterefficiency improved from 3.87 HL/HL in 2015 to 2.11 HL/HL in 2023, significantly outperforming the Chinese beerindustry average of 3.2 HL/HL. In 2023, the Company received multiple awards for its water conservation efforts:
1. Urumqi Brewery was awarded the “Water Conservation Benchmark Enterprise in the Industrial Sector of theAutonomous Region” in 2023.
2. Shizhu Brewery was recognized as the “County-level Water-saving Enterprise” in Shizhu County in 2023.
3. In 2022, Dali Brewery won the national-level title of “Water Efficiency Leader.”
4. Ningxia Brewery was honored as the “Municipal Water-saving Enterprise” in Helan County in 2022.
5. Boke Brewery was honored as the “Advanced Unit of Water Resource and Conservation Management” in PiduDistrict in 2022.
The Company attaches great importance to the impact of business development on biodiversity, and has carried outa number of wildlife and ecosystem protection actions. In 2023, we cooperated with the World Wildlife Fund (WWF)to carry out biodiversity conservation projects, such as the protection of black-necked cranes in Kunming, therestoration of the ecosystem in Chongqing, and the agricultural transformation around Tianmu Lake in Jiangsu,promoting the conservation of biodiversity while continuously promoting the protection of basin water resourcesand key wetland ecosystems through the water source protection, wetland restoration and aquatic environmentmonitoring.
(IV) Measures taken to reduce carbon emissions during the reporting period and related effects
Any carbon reduction measures taken | Yes |
CO2 equivalents of reduced emission (unit: ton) | 2568.3 |
Types of carbon reduction measures (such as using clean energy for power generation, using carbon reduction technology in the production process, developing and producing new products that support carbon reduction, etc.) | Please refer to the following “Specific description”. |
Specific description
√ Applicable □ Not applicable
The Company is committed to achieving net-zero emission across the full value chain by 2040, and its carbonreduction actions cover raw material cultivation, production, packaging, logistics transportation and distribution,and cooling and storage.
In the process of raw material cultivation, processing and production, the Company has improved the overallefficiency of equipment year by year, reduced the immersion damage of raw materials, and continuously improvedthe output rate of raw materials. In addition, the Company has recycled and treated raw material wastes such asspent grains and spent yeasts for animal husbandry, and reduced the demand for feeds and fertilizers in agricultureand animal husbandry, thereby reducing greenhouse gas emissions generated during the production and use of feedsand fertilizers, and effectively reducing the carbon footprint in agriculture.
In the process of beer production, the Company has continued to increase investment in renewable energy, activelyexplored and tried more clean energy alternatives, and further optimized the energy structure. In 2023, the electricity
ANNUAL REPORT 2023
used by the Company was 100% supplied by green energy, which totaled 160,207 MWh; at the same time, theCompany has actively deployed projects to comprehensively use thermal energies such as biogas and steam,reducing heat energy consumption and carbon emission by recycling and reusing biogas and boiler steam. In 2023,the Company reduced carbon emission by 2,568.3 tons, and the carbon emission per hectoliter of beer breweddecreased by 74.1% compared to 2015.
In the use of packaging materials, the Company has cooperated with suppliers to carry out carbon reduction actions,including driving suppliers to obtain ISO 14001 certification of environmental management system and nationalgreen factory certification, and urging them to carry out photovoltaic deployment. In 2023, zero carbon emission inthe production process of main outer liners used in corrugated boxes has been achieved.
In terms of logistics transportation, the Company has continued to promote the electrification of its logistics fleet,and replaced traditional lead-acid batteries with lithium-ion batteries that are more environmentally friendly,increasing the proportion of electric forklifts from 75% to 79% in 2023. In addition, we have worked with logisticsproviders to strictly monitor the fuel use in the logistics process and provide fuel efficiency training to drivers, thusimproving suppliers’ energy conservation awareness and environmental performance.
In the cooling and storage process, the Company has implemented the energy-saving freezer project since 2021,purchasing freon-free refrigerants and energy-saving freezers, reducing terminal energy consumption by 10% peryear, and effectively reducing greenhouse gas emissions generated by refrigerants. In 2023, we purchased about15,000 energy-saving freezers, and optimized the existing freezers, controlled and optimized the performance of thefreezers’ transmission system, and rationally planned and used energy, thereby reducing the energy consumptionper unit of product and further lowering the level of carbon emission.
In terms of operation, in order to reduce employees’ carbon emissions in the commuting process, the Company hasgiven priority to cooperating with passenger service providers with lower carbon emission level. In 2023, theCompany completed the pilot bidding for electric bus substitution at Chongqing Brewery, which will be officiallylaunched in 2024 and is expected to effectively reduce carbon emissions by about 3,016.06 tons. At the same time,we have been committed to improving the awareness of energy conservation and emission reduction among internalemployees, carrying out the “Ideas for Carlsberg” scheme to solicit suggestions from employees on carbon reductionand water conservation, which are potentially achievable in the work, and awarding bonuses and commendations tothe winners, thus forming a corporate atmosphere in which all employees are involved in low-carbon operations.
In 2023, the Company launched a new round of full value chain carbon verification, which showed a 28% reductionin carbon emissions across the value chain in 2022 compared to 2015 baseline data.
II. Work on Social Responsibility(I) Disclosure of the social responsibility report, sustainable development report or ESG report separately
√ Applicable □ Not applicable
For details, please refer to the CBC 2023 ESG Report disclosed by the Company on the website of Shanghai StockExchange (www.sse.com.cn) on the very day.
(II) Specific work on social responsibility
√ Applicable □ Not applicable
Item of external donation and public welfare | Quantity / Content | Description |
Total input (in RMB '0,000) | 42 | For details, please refer to the following “Specific description.” |
ANNUAL REPORT 2023
Including: Funds (in RMB '0,000) | 42 | |
Amount equivalent to goods and materials (in RMB '0,000) | ||
Number of beneficiaries (Person) |
Specific description
√ Applicable □ Not applicable
1. On August 24, 2023, the 20th “Chongqing Beer” Scholarship Granting Ceremony was jointly held by the YibinMunicipal Party Committee of the Communist Youth League and Chongqing Brewery Yibin Co., Ltd, and a total ofRMB 200,000 in scholarships was granted to 60 university freshmen on site.
2. The Company supported the cultural and other activities of college and university students in Chongqing aimingat spreading science, technology and information on health in the countryside, providing RMB 100,000 for theactivities, guiding and empowering young students to “purse education, develop their talents and make contributions”through their social practices. This program received a total of 218 research reports and 162 practical projects, whichawarded 2 grand prizes, 4 first prizes, 6 second prizes, 8 third prizes, and recognized 135 projects with excellentprizes.
3. On December 12, 2023, in parallel with Safety Day, the Company initiated a volunteer activity, calling uponemployees to prioritize healthy walking and safe driving through Tencent Public Welfare and WeChat mini-app.The activity spanned over a duration of 9 days, during which 4,014 employees actively participated. 96 volunteerteams collectively walked over 160 million steps and drove safely for a distance of 5,780 kilometers. In total, thecombined mileage achieved surpassed 100,000 kilometers. The Company allocated RMB 120,000 of publicwelfare funds to match the volunteer activity. These funds were donated through the Beijing Foreign EnterprisesVolunteer Association to rural elementary schools in Yushu, aiming to foster a new generation of scientific talents.
III. Specific Work on Consolidating and Expanding the Achievements of Poverty Alleviationand Rural Revitalization
√ Applicable □ Not applicable
Item of poverty alleviation and rural revitalization | Quantity / Content | Description |
Total input (in RMB '0,000) | 20 | For details, please refer to the following “Specific description.” |
Including: Funds (in RMB '0,000) | 20 | |
Amount equivalent to goods and materials (in RMB '0,000) | ||
Number of beneficiaries (Person) | ||
Forms of assistance (such as poverty alleviation through industries, employment, education, etc.) |
Specific description
√ Applicable □ Not applicable
On August 24, 2023, the 20th “Chongqing Beer” Scholarship Granting Ceremony was jointly held by the YibinMunicipal Party Committee of the Communist Youth League and Chongqing Brewery Yibin Co., Ltd, and a total ofRMB 200,000 in scholarships was granted to 60 university freshmen on site.
ANNUAL REPORT 2023
SECTION VI IMPORTANT MATTERS
I. Performance of Commitments(I) Commitments by relevant parties such as actual controllers, shareholders, related parties, acquirers and the Company during or subsisting to the reportingperiod
√ Applicable □ Not applicable
Background of commitment | Type of commitment | Party of commitment | Content of commitment | Time of commitment | Any requirement on performance period | Term of commitment | Timely and strict performance | Reasons for failure of timely performance | Forthcoming plans in view of no timely performance |
Commitments related to major asset restructuring | Asset injection | Listed company | The listed company has the legal and complete ownership of the assets to be injected by Chongqing Brewery, and the listed company truly holds such assets, and is free from any events of holding them for others or for the benefit of others by entrustment or trust; there are no other rights such as mortgages or pledges on such assets, no other interest arrangements prohibiting or restricting transfer of such assets, nor any restrictions such as seizure, sealing up or freeze of such assets by law enforcement departments that restrict the rights on such assets or other circumstances that hinder the transfer of ownership; the ownership of such assets is clear, with no ownership disputes or potential disputes of any kind, and with no internal decision-making obstacles or substantive legal obstacles to the assignment or transfer of such assets. At the | 2020 | No | Long-term | No | The 36 registered trademarks of Chongqing Brewery were seized on Dec. 2, 2020 due to litigations, including ten registered trademarks of the “Shancheng” series and 26 registered trademarks of the “Chongqing” series. On Dec. 9, 2020, the listed company obtained a ruling issued by the Chongqing No. 1 Intermediate People’s Court, which ruled to unseal the seized assets of Chongqing Brewery. In order to ensure the normal use of such trademarks by Chongqing Jianiang before the change of registration of such |
ANNUAL REPORT 2023
same time, the listed company guarantees that this situation will continue until the assets intended to be injected to Chongqing Brewery are transferred to Chongqing Jianiang. | trademarks to the name of Chongqing Jianiang (renamed as “Carlsberg Chongqing”), Chongqing Brewery signed a Trademark Licensing Contract with Chongqing Jianiang on Dec. 2, 2020, authorizing Chongqing Jianiang to use such trademarks during the period from the delivery date to the expiration date of such trademarks. In January 2021, the Company received the Civil Ruling Paper and other documents issued by the Chongqing No. 1 Intermediate People’s Court, and according to the application for property preservation in the litigation filed by Chongqing Jiawei Beer Co. Ltd. to the Chongqing No. 1 Intermediate People’s Court, the Company’s trademarks seized in the litigation (hereinafter referred to as “Subsequently Restricted Trademarks”) included 15 registered trademarks of the |
ANNUAL REPORT 2023
ANNUAL REPORT 2023
Property Administration for resuming the review of the transfer application. The transfer of such trademarks have been completed. | |||||||||
Others | Carlsberg | 1. Carlsberg will ensure to maintain the independence of the listed company from Carlsberg and its affiliates in terms of business, assets, finance, personnel and institutions, will strictly abide by relevant regulations of CSRC on the independence of listed companies, and will not use the control of the listed company to violate the standard operating procedures of the listed company, interfere in the business decisions of the listed company, or damage the legitimate rights and interests of the listed company and other shareholders; 2. The restructuring is conducive to improving the governance mechanism of the listed company, improving the integrity of the assets of the listed company, enhancing the independence of the listed company, and helping the listed company maintain independence in terms of personnel, procurement, production, sales and intellectual property rights, which is in line with the interests of the listed company and all its shareholders. After the completion of the restructuring, Carlsberg will give full play to the active role of a controlling shareholder and assist the listed | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
company to further strengthen and improve the governance structure of the listed company. Carlsberg commits that, if it violates the above commitments and thus causes losses to the listed company, it will bear corresponding compensations according to law. | |||||||||
Others | Carlsberg Breweries | 1. Carlsberg Breweries will ensure to maintain the independence of the listed company from Carlsberg Breweries and its affiliates in terms of business, assets, finance, personnel and institutions, will strictly abide by relevant regulations of CSRC on the independence of listed companies, and will not use the control of the listed company to violate the standard operating procedures of the listed company, interfere in the business decisions of the listed company, or damage the legitimate rights and interests of the listed company and other shareholders; 2. The restructuring is conducive to improving the governance mechanism of the listed company, improving the integrity of the assets of the listed company, enhancing the independence of the listed company, and helping the listed company maintain independence in terms of personnel, procurement, production, sales and intellectual property rights, which is in line with the interests of the listed company and all its shareholders. After the completion of the restructuring, Carlsberg Breweries will give full play to the | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
active role of a controlling shareholder and assist the listed company to further strengthen and improve the governance structure of the listed company. Carlsberg Breweries also commits to urge Carlsberg Hong Kong and Carlsberg Chongqing to abide by and implement the above commitments to avoid harming the interests of the listed company and other shareholders. Carlsberg Breweries commits that, if it violates the above commitments and thus causes losses to the listed company, it will bear corresponding compensations according to law. | |||||||||
Resolution of related-party transactions | Carlsberg and Carlsberg Breweries | During the period when the Carlsberg Foundation and Carlsberg Breweries control the listed company: 1. After the completion of the restructuring, Carlsberg and Carlsberg Breweries will minimize and regulate related-party transactions between Carlsberg, Carlsberg Breweries and their affiliates and the listed company and enterprises controlled by the listed company in accordance with relevant laws and regulations; 2. For unavoidable or reasonable related-party transactions, Carlsberg and Carlsberg Breweries commit to follow the principles of fairness, impartiality and openness of the market, sign agreements according to law, perform legal procedures, ensure the legality of the decision- | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
making procedures of related-party transactions as well as the fairness and reasonableness of transaction prices and conditions and other terms of agreements, and not to harm the legitimate rights and interests of the listed company and other shareholders through related-party transactions. Carlsberg and Carlsberg Breweries commit that, if they violate the above commitments and thus cause losses to the listed company, they will bear corresponding compensations according to law. | |||||||||
Resolution of intra-industry competition | Carlsberg Consultancy | It is confirmed that Xinjiang plants intended to be shut down have completely ceased operations, and Carlsberg Consultancy commits that such Xinjiang plants will not directly or indirectly engage in businesses competing with Chongqing Brewery Co. Ltd. (the listed company) and subsidiaries controlled by the listed company in China in the future. Carlsberg Consultancy commits that, if it violates the above commitments and thus causes losses to the listed company, it will bear corresponding compensations according to law. | 2020 | No | Long-term | Yes | |||
Resolution of intra-industry competition | Carlsberg and Carlsberg Breweries | During the period when the Carlsberg Foundation controls the listed company or when Carlsberg Breweries is the controlling shareholder of the listed company: 1. From the date of completion of the restructuring, Carlsberg, Carlsberg Breweries and | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
ANNUAL REPORT 2023
ANNUAL REPORT 2023
ANNUAL REPORT 2023
ANNUAL REPORT 2023
urge Carlsberg Breweries Hong Kong Limited and Carlsberg Chongqing Ltd. to abide by and implement the above commitments so as to avoid harming the interests of the listed company and other shareholders. Carlsberg and Carlsberg Breweries commit that if they violate the above commitments and thus cause losses to the listed company, they will bear corresponding compensations according to law. | |||||||||
Resolution of defects of land and other property rights | Carlsberg Breweries | In case of defects in the ownership or related procedures of any buildings, structures, land use rights, construction projects and production lines owned or rented by companies of Pack B and/or subsidiaries controlled by them before the completion of the restructuring, resulting in the failure of normal use of the above-mentioned buildings, structures, land, construction projects or production lines by companies of Pack B and/or subsidiaries controlled by them, or causing litigations/arbitrations/disputes between companies of Pack B and/or subsidiaries controlled by them and other third parties as well as administrative penalties imposed by relevant competent authorities, Carlsberg Breweries commits to bear all losses, damages and expenses incurred to Chongqing Jianiang Beer Co. Ltd. and the listed company according to law, including but not limited to all losses and expenses incurred due to litigations or arbitrations, fines, suspension of | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
production or business, searching for alternative venues and relocation. | |||||||||
Resolution of defects of land and other property rights | Carlsberg Consultancy | In case of defects in the ownership or related procedures of any buildings, structures, land use rights, construction projects and production lines owned or rented by companies of Pack A and/or subsidiaries controlled by them before the completion of the restructuring, resulting in the failure of normal use of the above-mentioned buildings, structures, land, construction projects or production lines by companies of Pack A and/or subsidiaries controlled by them, or causing litigations/arbitrations/disputes between companies of Pack A and/or subsidiaries controlled by them and other third parties as well as administrative penalties imposed by relevant competent authorities, Carlsberg Consultancy commits to bear all losses, damages and expenses incurred to Chongqing Jianiang Beer Co. Ltd. and the listed company according to law, including but not limited to all losses and expenses incurred due to litigations or arbitrations, fines, suspension of production or business, searching for alternative venues and relocation. | 2020 | No | Long-term | Yes | |||
Others | Carlsberg Breweries | In case of defects in the payment of five social insurances and the housing fund made by companies of Pack B and/or subsidiaries controlled by them before the completion of the restructuring, resulting in recovery or | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
supplementary payment required by relevant government departments, or penalties imposed by relevant government departments or requirement of bearing any form of legal liability, thereby causing any losses, damages and expenses to Chongqing Jianiang Beer Co. Ltd. and the listed company, Carlsberg Breweries commits to bear the above losses and expenses according to law. | |||||||||
Others | Carlsberg Consultancy | In case of defects in the payment of five social insurances and the housing fund made by companies of Pack A and/or subsidiaries controlled by them before the completion of the restructuring, resulting in recovery or supplementary payment required by relevant government departments, or penalties imposed by relevant government departments or requirement of bearing any form of legal liability, thereby causing any losses, damages and expenses to Chongqing Jianiang Beer Co. Ltd. and the listed company, Carlsberg Consultancy commits to bear the above losses and expenses according to law. | 2020 | No | Long-term | Yes |
ANNUAL REPORT 2023
(II) Explanation of whether the Company has fulfilled its original profit forecast in relation to assets orprojects, where there is a profit forecast for such assets or projects of the Company and the reporting periodfalls within the profit forecast period, and the reasons thereof
□ Fulfilled □ Not Fulfilled √ Not Applicable
(III) Fulfillment of performance undertakings and its effects on goodwill impairment test
□ Applicable √ Not applicable
II. Funds Occupied by Controlling Shareholder and Other Related Parties for Nonoperational PurposesDuring the Reporting Period
□ Applicable √ Not applicable
III. Guarantees in Violation of Laws and Regulations
□ Applicable √ Not applicable
IV. Explanation of the Board of the Company on the “Non-standard Audit Report” Prepared by theAccounting Firm
□ Applicable √ Not applicable
V. Analysis and Explanation of the Company on the Reasons and Impacts of Changes in Accounting Policiesand Estimates or Correction of Material Accounting Errors(I) Analysis and explanation of the Company on the reasons and impacts of changes in accounting policiesand estimates
√ Applicable □ Not applicable
For details, please refer to “V. Significant accounting policies and accounting estimates 11” under Section XFinancial Report of this report.
(II) Analysis and explanation of the Company on the reasons and impacts of correction of material accountingerrors
□ Applicable √ Not applicable
(III) Communication with previous accounting firm
□ Applicable √ Not applicable
(IV) Approval procedures and other information
□ Applicable √ Not applicable
VI. Engagement and Dismissal of Accounting Firm
Monetary unit: RMB Ten Thousand
Current engagement | |
Name of domestic accounting firm | Pan-China Certified Public Accountants LLP |
Remuneration | 180 |
Audit service period | 11 |
Certified Public Accountants | Huang Qiaomei, Zhao Xingming |
Certified Public Accountants’ cumulative years for audit services | 5 years, 4 years |
ANNUAL REPORT 2023
Name | Remuneration | |
Accounting firm of internal control audit | Pan-China Certified Public Accountants LLP | 120 |
Remarks on engagement and dismissal of accounting firms
√ Applicable □ Not applicable
Pursuant to the “Proposal on Engaging Pan-China Certified Public Accountants LLP as the Company’s AccountingFirm of 2023 Annual Audit and Internal Control Audit” deliberated and approved by the Company’s shareholders’meeting of 2022, the Company intends to pay remuneration of 1.80 million yuan for annual audit and remunerationof 1.20 million yuan for internal control audit, totaling 3.00 million yuan, to Pan-China Certified Public AccountantsLLP.
Remarks on the change in accounting firms during the audit period
□ Applicable √ Not applicable
Remarks on the decrease in audit fees by more than 20% (inclusive) compared with the preceding period
□ Applicable √ Not Applicable
VII. Risk of Delisting(I) Causes of warning of delisting
□ Applicable √ Not applicable
(II) Corresponding measures intended by the Company
□ Applicable √ Not applicable
(III) Circumstances and reasons for termination of listing
□ Applicable √ Not applicable
VIII. Matters Relating to Bankruptcy and Restructuring
□ Applicable √ Not applicable
IX. Material Litigation and Arbitration
√ The Company had material litigation and arbitration during the year. □ The Company did not have materiallitigation and arbitration during the year.
(I) Litigation and arbitration disclosed in provisional announcements without subsequent development
√ Applicable □ Not applicable
Summary and type of the matter | Search index |
Carlsberg Chongqing Brewery, a subsidiary controlled by the listed company, filed a lawsuit with Chongqing No. 5 Intermediate People’s Court against Chongqing Yuxin Industrial Group Co., Ltd. (“Yuxin Group”), on the ground that Yuxin Group has caused damage to the interests of Chongqing Jiawei, requesting Yuxin Group to return the funds misappropriated and pay interest on | For details, please refer to the announcements “L2021-008”, “L2023-028” and “L2023-032” disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on 16 March 2021, 18 November 2023 and 28 December 2023 respectively. |
ANNUAL REPORT 2023
ANNUAL REPORT 2023
(II) Litigation and arbitration not disclosed in provisional announcements or with subsequent development
√ Applicable □ Not applicable
Monetary unit: RMB Ten Thousand
During the reporting period: | |||||||||
Plaintiff (applicant) | Defendant (respondent) | Party jointly and severally liable | Type of litigation (arbitration) | Basic information of the litigation (arbitration) | Amount involved in the litigation (arbitration) | Whether the litigation (arbitration) forms the expected liabilities and amounts | Information on litigation (arbitration) progress | Results of the litigation (arbitration) and impacts | Information on execution of adjudication of the litigation (arbitration) |
Chongqing Jiawei Beer Co., Ltd. | Chongqing Brewery Co., Ltd. | Contract dispute | On October 11, 2023, Chongqing Jiawei, a subsidiary held by the Company, filed a lawsuit with Chongqing No. 5 Intermediate People’s Court against the Company for contract breaching, requiring the Company to pay a tentative total of RMB 631.68 million for losses and interests. For details, please refer to the Announcement of Chongqing Brewery Co., Ltd. on the Involvement of Its Subsidiary in a Litigation (Announcement No: L2023-031) disclosed by the Company on December 7, 2023. | 63,168 | No | The Company filed an application for jurisdiction objection to Chongqing No. 5 Intermediate People’s Court, requesting to transfer the case to Chongqing No. 1 Intermediate People’s Court for trial in accordance with the principle of “constant jurisdiction.” On March 19, 2024, Chongqing No. 5 Intermediate People’s Court made a first-instance ruling rejecting the Company’s application. The Company will file an appeal. | The Company expects that the litigation in the announcement will not have a material adverse impact on the Company’s current and future profits; however, given that the case has not yet been tried in court, the Company is unable to accurately judge the specific impact for the time being. | ||
Chongqing Jiawei Beer Co., Ltd. | Chongqing Brewery Co., Ltd. | Contract dispute | On February 5, 2024, the Company received a subpoena and a copy of the complaint from the People’s Court of Dadukou District, Chongqing (Case No: (2023) Y0104 MC No. 7700). Chongqing Jiawei, a subsidiary held by the Company, filed a lawsuit on the grounds that the Company was not entitled to deduct the undue sales expenses from the beer underwriting payments. The claims | 2,268 | No | The Company filed an application for jurisdiction objection, and the People’s Court of Dadukou District, Chongqing made a first-instance ruling rejecting the Company’s application; the Company filed an appeal, and the court of second instance has yet to issue a ruling of second instance. The case has yet to be in the stage of substantive hearings. | The Company expects that the litigation in the announcement will not have a material adverse impact on the Company’s current and future profits; however, given that the case has not yet been tried in court, the Company is unable to accurately judge the |
ANNUAL REPORT 2023
were as follows: I. Order that confirms that the Company’s act from January 2021 to offset the Company’s debt of the beer underwriting payments to Chongqing Jiawei from Chongqing Jiawei’s undue debt of the beer sales expenses to the Company has no legal effect, and the Company shall return to Chongqing Jiawei the undue sales expenses, tentatively being RMB 20,846,684.79 as of the effective date of the order (tentatively the amount of undue sales expenses as of November 2023, and the final amount shall be subject to the undue amount on the effective date of the order); II. Order that demands the Company to continue to fulfill the agreement of “settling sales expenses once every six months, and delaying payments for half a year”, and not to offset the Company’s debt of the beer underwriting payments to Chongqing Jiawei from Chongqing Jiawei’s undue debt of the beer sales expenses to the Company without authorization; III. Order that demands the Company to compensate Chongqing Jiawei for the losses caused due to the violation of the agreement of “settling sales expenses once every six months and delaying payments for half a | specific impact for the time being. |
ANNUAL REPORT 2023
ANNUAL REPORT 2023
(III) Other remarks
□ Applicable √ Not applicable
X. Suspected Violation of Laws and Regulations, Punishment and Rectification of the Listed Company andits Directors, Supervisors, Senior Management, Controlling Shareholder and Actual Controller
□ Applicable √ Not applicable
XI. Explanation on the Credibility of the Company and its Controlling Shareholder and Actual Controller
During the Reporting Period
□ Applicable √ Not applicable
XII. Material Related Transactions(I) Related transactions in relation to daily operations
1. Matters disclosed in interim announcements without progress or changes in subsequent implementation
√ Applicable □ Not applicable
Overview | Index |
Pursuant to the Proposal on Estimating the Amount of Daily Related Party Transactions of the Company in 2023 deliberated and approved by the Company’s third extraordinary shareholders’ meeting of 2022 dated December 2, 2022, the amount of daily related party transactions in 2023 is expected to not exceed 366.6660 million yuan. | Please refer to the announcements of “2022-046” disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on December 3, 2022 for details. |
2. Matters disclosed in provisional announcements with development or changes in subsequentimplementation
□ Applicable √ Not applicable
3. Matters not disclosed in provisional announcements
□ Applicable √ Not applicable
(II) Related transactions in relation to the acquisition and disposal of assets or equity
1. Matters disclosed in provisional announcements without progress or changes in subsequentimplementation
√ Applicable □ Not applicable
Overview | Index |
On September 26, 2023, the “Proposal on Related Party Transactions About the Acquisition of 100% of Equity of Beijing Capital Brewing Company Limited and Jinbei Asia Pacific (Beijing) Catering Co., Ltd.” was deliberated and approved by the 11th meeting of the 10th Board of Directors. | Please refer to the announcement of “L2023-018” disclosed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on September 28, 2023 for details. |
2. Matters disclosed in provisional announcements with development or changes in subsequentimplementation
□ Applicable √ Not applicable
ANNUAL REPORT 2023
3. Matters not disclosed in provisional announcements
□ Applicable √ Not applicable
4. Where an agreement on performance is involved, the performance achievements during the reportingperiod shall be disclosed
□ Applicable √ Not applicable
(III) Material related transactions in relation to joint external investment
1. Matters disclosed in provisional announcements without progress or changes in subsequentimplementation
□ Applicable √ Not applicable
2. Matters disclosed in provisional announcements with development or changes in subsequentimplementation
□ Applicable √ Not applicable
3. Matters not disclosed in provisional announcements
□ Applicable √ Not applicable
(IV) Transactions relating to creditor’s right and debts
1. Matters disclosed in provisional announcements without progress or changes in subsequentimplementation
□ Applicable √ Not applicable
2. Matters disclosed in provisional announcements with development or changes in subsequentimplementation
□ Applicable √ Not applicable
3. Matters not disclosed in provisional announcements
□ Applicable √ Not applicable
(V) Financial business between the Company and its related financial companies, holding financialcompanies and related parties
□ Applicable √ Not applicable
(VI) Others
□ Applicable √ Not applicable
XIII. Material Contracts and the Performance thereof(I) Custody, contracting and leasing
1. Custody
□ Applicable √ Not applicable
2. Contracting
□ Applicable √ Not applicable
ANNUAL REPORT 2023
3. Leasing
□ Applicable √ Not applicable
(II) Guarantee
□ Applicable √ Not applicable
(III) Entrusted management of cash assets
1. Entrusted wealth management
(1) Overview of entrusted wealth management
√ Applicable □ Not applicable
Monetary unit: RMB
Type | Source of fund | Amount incurred | Undue balance | Unrecovered overdue amount |
Bank Financial Product | Self-owned funds | 1,080,000,000.00 | 360,000,000.00 | 0 |
Others
□ Applicable √ Not applicable
(2) Individual entrusted wealth management
√ Applicable □ Not applicable
ANNUAL REPORT 2023
Monetary unit: RMB
Fiduciary | Type of entrusted wealth management | Amount of entrusted wealth management | Starting date of entrusted wealth management | Ending date of entrusted wealth management | Source of fund | Investment orientation | Existing restrictions | Ways to determine remuneration | Annualized rate of return | Expected earnings (if any) | Actual earnings or losses | Undue amounts | Overdue amounts not recovered | Legal procedures gone through | Plans of entrusted wealth management in the future | Provisions for impairment (if any) |
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 150,000,000 | June 16, 2023 | September 15, 2023 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.30% | 872,083.33 | 872,083.33 | Yes | Yes | |||
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 210,000,000 | June 28, 2023 | September 28, 2023 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.30% | 1,234,333.33 | 1,234,333.33 | Yes | Yes | |||
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 150,000,000 | September 15, 2023 | December 15, 2023 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.30% | 872,083.33 | 872,083.33 | Yes | Yes | |||
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 210,000,000 | September 28, 2023 | December 28, 2023 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.25% | 1,194,375.00 | 1,194,375.00 | Yes | Yes | |||
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 150,000,000 | December 15, 2023 | March 15, 2024 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.40% | 910,000.00 | 150,000,000 | Yes | Yes | |||
ANZ Bank (China) Co., Ltd. Shanghai Branch | Principal-protected and non-redeemable RMB structured investments that are accumulated at HIBOR daily intervals | 210,000,000 | December 28, 2023 | March 28, 2024 | Operating revenue | Banking wealth management | No | Lump sum recovery of principal and interest at maturity | 2.40% | 1,274,000.00 | 210,000,000 | Yes | Yes |
Others
□ Applicable √ Not applicable
(3) Impairment provision of entrusted wealth management
□ Applicable √ Not applicable
2. Entrusted loans
(1) Overview of entrusted loans
□ Applicable √ Not applicable
Others
□ Applicable √ Not applicable
(2) Individual entrusted loans
□ Applicable √ Not applicable
Others
□ Applicable √ Not applicable
(3) Impairment provision for entrusted loans
□ Applicable √ Not applicable
3. Others
□ Applicable √ Not applicable
(IV) Other material contracts
□ Applicable √ Not applicable
XIV. Description of the Usage of the Funds Raised
□ Applicable √ Not applicable
XV. Description of Other Significant Matters with a Material Effect on the Value Judgments andInvestment Decisions by Investors
□ Applicable √ Not applicable
SECTION VII CHANGES IN SHARES AND PARTICULARS OF
SHAREHOLDERS
I. Changes in Share Capital(I) Table of changes in shares
1. Table of changes in shares
There was no charge in the total number of shares and share capital structure of the Company during thereporting period.
2. Description of changes in shares
□ Applicable √ Not applicable
3. Impact of changes in shares on financial indicators such as earnings per share and net assetsper share for the latest year and the latest period (if any)
□ Applicable √ Not applicable
4. Other information deemed necessary for disclosure by the Company or required so bysecurities regulators
□ Applicable √ Not applicable
(II) Changes in shares subject to trading restrictions
□ Applicable √ Not applicable
II. Issuance and Listing of Securities(I) Issuance of securities during the reporting period
□ Applicable √ Not applicable
Description of the issuance of securities during the reporting period (please specify the respective bondswith different interest rates in the duration):
□ Applicable √ Not applicable
(II) Changes in the total number of shares, shareholding structure and the structure of assets andliabilities of the Company
□ Applicable √ Not applicable
(III) Existing internal employee shares
□ Applicable √ Not applicable
III. Shareholders and Actual Controller(I) Total number of shareholders
Total number of ordinary shareholders as at the end of the reporting period (number of accounts) | 52,106 |
Total number of ordinary shareholders as at the end of last month prior to the date of disclosure of the annual report (number of accounts) | 55,410 |
(II) Table of shareholding of top ten shareholders and top ten holders of outstanding shares (orshareholders not subject to trading restrictions) as at the end of the reporting period
Unit: Share
Shareholding of top ten shareholders (excluding share lending and refinancing) | |||||||
Full name of shareholder | Increase/decrease during the reporting period | Number of shares held at the end of the period | Percentage (%) | Number of shares held subject to trading restrictions | Shares pledged, marked or frozen | Nature of shareholders | |
Share status | Number | ||||||
Carlsberg Brewery Hong Kong | 0 | 205,882,718 | 42.54 | 0 | None | Overseas |
Limited | legal person | |||||||||
CARLSBERG CHONGQING LIMITED | 0 | 84,500,000 | 17.46 | 0 | None | Overseas legal person | ||||
Hong Kong Securities Clearing Company Limited | -11,782,926 | 29,610,232 | 6.12 | 0 | Unknown | Overseas legal person | ||||
China Construction Bank Corporation – Penghua CSI Alcohol ETF Fund | 1,168,803 | 2,957,302 | 0.61 | 0 | Unknown | Others | ||||
Dajia Life Insurance Company Limited – Universal Products | 1,291,613 | 2,920,125 | 0.60 | 0 | Unknown | Others | ||||
China Life Insurance Co., Ltd. – Traditional – General Insurance Products – 005L – CT001 Hu | 1,099,293 | 2,443,606 | 0.50 | 0 | Unknown | Others | ||||
National Social Insurance Fund Portfolio 110 | 2,068,395 | 2,409,438 | 0.50 | 0 | Unknown | Others | ||||
Tianan Life Insurance Co., Ltd. – Dividend Distribution Products | 2,200,000 | 2,200,000 | 0.45 | 0 | Unknown | Others | ||||
National Social Insurance Fund Portfolio 118 | -96,400 | 1,898,068 | 0.39 | 0 | Unknown | Others | ||||
Industrial and Commercial Bank of China Limited – Huatai-Pinebridge CSI 300 ETF Fund | 822,334 | 1,678,213 | 0.35 | 0 | Unknown | Others | ||||
Shareholding of top ten shareholders not subject to trading restrictions | ||||||||||
Full name of shareholder | Number of outstanding shares held not subject to trading restrictions | Type and number of shares | ||||||||
Type | Number | |||||||||
Carlsberg Brewery Hong Kong Limited | 205,882,718 | Ordinary shares denominated in RMB | 205,882,718 | |||||||
CARLSBERG CHONGQING LIMITED | 84,500,000 | Ordinary shares denominated in RMB | 84,500,000 | |||||||
Hong Kong Securities Clearing Company Limited | 29,610,232 | Ordinary shares denominated in RMB | 29,610,232 | |||||||
China Construction Bank Corporation – Penghua CSI Alcohol ETF Fund | 2,957,302 | Ordinary shares denominated in RMB | 2,957,302 | |||||||
Dajia Life Insurance Company Limited – Universal Products | 2,920,125 | Ordinary shares denominated in RMB | 2,920,125 | |||||||
China Life Insurance Co., Ltd. – Traditional – General Insurance Products – 005L – CT001 Hu | 2,443,606 | Ordinary shares denominated in RMB | 2,443,606 | |||||||
National Social Insurance Fund Portfolio 110 | 2,409,438 | Ordinary shares denominated in RMB | 2,409,438 | |||||||
Tianan Life Insurance Co., Ltd. – Dividend Distribution Products | 2,200,000 | Ordinary shares denominated in RMB | 2,200,000 | |||||||
National Social Insurance Fund Portfolio 118 | 1,898,068 | Ordinary shares denominated in RMB | 1,898,068 | |||||||
Industrial and Commercial Bank of China Limited – Huatai-Pinebridge CSI 300 ETF Fund | 1,678,213 | Ordinary shares denominated in RMB | 1,678,213 | |||||||
Description of connected relationship or acting in concert among the aforementioned shareholders. | Among the top ten shareholders not subject to trading restrictions, CARLSBERG CHONGQING LIMITED and Carlsberg Brewery HongKong Limited are both controlled by Carlsberg Breweries. The Company is not aware of any connected relationship among the other shareholders or whether they act in concert. |
Top ten shareholders participating in share lending and refinancing
√ Applicable □ Not applicable
Unit: Share
Full name of shareholder | Beginning number of shares held by ordinary accounts and credit accounts | Beginning number of shares refinanced and lent and yet to be returned | Ending number of shares held by ordinary accounts and credit accounts | Ending number of shares refinanced and lent and yet to be returned | ||||
Total number | Percentage (%) | Total number | Percentage (%) | Total number | Percentage (%) | Total number | Percentage (%) | |
China Construction Bank Corporation – Penghua CSI Alcohol ETF Fund | 1,788,499 | 0.37 | 309,200 | 0.06 | 2,957,302 | 0.61 | 621,400 | 0.13 |
Industrial and Commercial Bank of China Limited – Huatai-Pinebridge CSI 300 ETF Fund | 855,879 | 0.18 | 20,000 | 0.004 | 1,678,213 | 0.35 | 33,400 | 0.01 |
Changes in the Top 10 Shareholders Compared to the Previous Period
√ Applicable □ Not applicable
Unit: Share
Changes in the Top 10 Shareholders Compared to the End of the Previous Period | |||||
Full name of shareholder | New / Withdrew in the Reporting Period | Ending number of shares refinanced and lent and yet to be returned | Ending number of shares held by ordinary accounts and credit accounts of shareholders as well as number of shares refinanced and lent and yet to be returned | ||
Total number | Percentage (%) | Total number | Percentage (%) | ||
Dajia Life Insurance Company Limited – Universal Products | New | 0 | 0 | 2,920,125 | 0.60 |
China Life Insurance Co., Ltd. – Traditional – General Insurance Products – 005L – CT001 Hu | New | 0 | 0 | 2,443,606 | 0.50 |
National Social Insurance Fund Portfolio 110 | New | 0 | 0 | 2,409,438 | 0.50 |
Tianan Life Insurance Co., Ltd. – Dividend Distribution Products | New | 0 | 0 | 2,200,000 | 0.45 |
Industrial and Commercial Bank of China Limited – Huatai-Pinebridge CSI 300 ETF Fund | New | 33,400 | 0.01 | 1,711,613 | 0.35 |
China Construction Bank Corporation – Yinhua Wealth Theme Stock Fund | Withdrew | 0 | 0 | 0 | 0 |
China Construction Bank Corporation – China Universal Consumer Industry Fund | Withdrew | 0 | 0 | 0 | 0 |
China Merchants Bank Co., Ltd. –Hongde Ruize Hybrid Securities Investment Fund | Withdrew | 0 | 0 | 1,253,377 | 0.26 |
China Merchants Bank Co., Ltd. – Hongde Ruiyuan Three Year Holding Period Flexible Allocation Hybrid Securities Investment Fund | Withdrew | 0 | 0 | 31,318,603 | 0.27 |
China Construction Bank Corporation – Huashang Smart Life Flexible Allocation Mixed Fund | Withdrew | 0 | 0 | 0 | 0 |
Number of shares held by top ten shareholders subject to trading restrictions and the trading restrictions
□ Applicable √ Not applicable
(III) Strategic investors or ordinary legal persons who became top ten shareholders due to placingof new shares
□ Applicable √ Not applicable
IV. Controlling Shareholder and Actual Controller(I) Controlling shareholder1 Legal person
√ Applicable □ Not applicable
Name | Carlsberg Breweries A/S |
Person in charge or legal representative | Henrik Poulsen |
Date of establishment | June 29, 2000 |
Principal business | Brewing, producing and selling beer in Denmark and in overseas markets, providing process and technical services of the beer industry, and operating or participating in beer-related sectors. |
2 Natural person
□ Applicable √ Not applicable
3 Special explanation on the absence of controlling shareholders in the Company
□ Applicable √ Not applicable
4 Explanation on the changes in controlling shareholders during the reporting period
□ Applicable √ Not applicable
5 Block diagram of ownership and control relationship between the Company and its controllingshareholder
√ Applicable □ Not applicable
(II) Actual controller1 Legal person
√ Applicable □ Not applicable
Name | Carlsberg Foundation |
Person in charge or legal representative | N/A |
Date of establishment | September 25, 1876 |
Principal business | Nurturing and supporting natural sciences, mathematics, philosophy, anthropology, and |
sociology, and providing funding support. | |
Description of equities of other domestic and foreign listed companies controlled or invested by the legal person in the reporting period | Holding 29% of the equity interest of Carlsberg |
2 Natural person
□ Applicable √ Not applicable
3 Special explanation on the absence of actual shareholders in the Company
□ Applicable √ Not applicable
4 Explanation on the changes in control of the Company during the reporting period
□ Applicable √ Not applicable
5 Block diagram of ownership and control relationship between the Company and its actualcontroller
√ Applicable □ Not applicable
6 Control over the Company by actual controller by way of trust or other means of assetmanagement
□ Applicable √ Not applicable
(III) Other description of controlling shareholder and actual controller
□ Applicable √ Not applicable
V. Number of Shares Pledged by the Company’s Controlling Shareholder or Largest Shareholderand its Persons Acting in Concert Exceeding 80% of their Shareholding in the Company
□ Applicable √ Not applicable
VI. Other Corporate Shareholders with Shareholding of Over 10%
√ Applicable □ Not applicable
Name of corporate shareholder | Person in charge or legal representative | Date of establishment | Organization code | Registered capital | Principal business or management activity |
CARLSBERG CHONGQING LIMITED | N/A | June 12, 1995 | N/A | GBP 1 | Holding and developing the shares and businesses held by CARLSBERG CHONGQING LIMITED in the Asia-Pacific region |
VII. Description of Restrictions on Shareholding Reduction
□ Applicable √ Not applicable
VIII. Implementation of Share Repurchase During the Reporting Period
□ Applicable √ Not applicable
SECTION VIII INFORMATION ON PREFERRED SHARES
□ Applicable √ Not applicable
SECTION IX PARTICULARS OF BONDS
I. Enterprise Bonds, Corporate Bonds and Debt Financing Instruments for Non-financialEnterprises
□ Applicable √ Not applicable
II. Convertible Bonds of the Company
□ Applicable √ Not applicable
SECTION X FINANCIAL REPORT
I. Auditor’s Report
√ Applicable □ Not Applicable
Auditor’s ReportPCCPAAR [2024] No. 8-19
To the Shareholders of Chongqing Brewery Co., Ltd.:
I. Audit OpinionWe have audited the financial statements of Chongqing Brewery Co., Ltd. (the “Company”), whichcomprise the consolidated and parent company balance sheets as at December 31, 2023, theconsolidated and parent company income statements, consolidated and parent company cash flowstatements, and consolidated and parent company statements of changes in equity for the year thenended, as well as notes to financial statements.In our opinion, the accompanying financial statements present fairly, in all material respects, thefinancial position of the Company as at December 31, 2023, and its financial performance and itscash flows for the year then ended in accordance with China Accounting Standards for BusinessEnterprises.II. Basis for Audit OpinionWe conducted our audit in accordance with China Standards on Auditing. Our responsibilities underthose standards are further described in the Certified Public Accountant’s Responsibilities for theAudit of the Financial Statements section of our report. We are independent of the Company inaccordance with the China Code of Ethics for Certified Public Accountants, and we have fulfilledother ethical responsibilities. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion.III. Key Audit MattersKey audit matters are those matters that, in our professional judgment, were of most significance inour audit of the financial statements of the current period. These matters were addressed in the contextof our audit of the financial statements as a whole, and in forming our opinion thereon, and we do notexpress a separate opinion on these matters.(I) Revenue recognition
1. Key audit matters
Please refer to item V 34 and VII 61 of this section for details. The Company’s operating revenue ismainly from beer business. In 2023, the operating revenue of the Company amounted to14,814,836,410.26 yuan, of which, 14,441,498,095.03 yuan was from beer business, accounting for
97.48% of operating revenue. As operating revenue is one of the key performance indicators of theCompany, there might be inherent risks that the Company’s management (the “Management”) adoptsinappropriate revenue recognition to achieve specific goals or expectations, we have identifiedrevenue recognition as a key audit matter.
2. Responsive audit procedures
Our main audit procedures for revenue recognition are as follows:
(1) We obtained understandings of key internal controls related to revenue recognition and salesrebate, assessed the design of these controls, determined whether they had been executed, and testedthe effectiveness of the operation;
(2) We checked sales contracts by sampling method, identified terms related to the point in time whenthe customer obtained the control over relevant goods, and assessed whether the revenue recognitionpolicy was in compliance with regulations of China Accounting Standards for Business Enterprises;
(3) We performed analysis procedure on operating revenue and gross margin, so as to identify whetherthere are significant or abnormal fluctuations and find out the reason of fluctuations;
(4) We selected items to check supporting documents related to revenue recognition, including salescontracts, orders, delivery lists, discount record and approval sheets, sales invoices, client acceptancereceipts, etc.;
(5) We selected items and performed confirmation procedures on current sales amount in combinationwith confirmation procedure of accounts receivable and contract liabilities;
(6) We performed cut-off tests on the revenue recognized around the balance sheet date, and checkedwhether the revenue was recognized in the appropriate period; and
(7) We checked whether information related to operating revenue had been presented appropriatelyin the financial statements.(II) Impairment of goodwill
1. Key audit matters
Please refer to item V 27 and VII 27 of this section for details. As of December 31, 2023, the cost ofgoodwill amounted to 718,230,066.13 yuan, with provision for impairment of 19,037,610.07 yuan,and the carrying amount amounted to 699,192,456.06 yuan.For asset group or asset group portfolio related to goodwill, the Management performs impairmenttest on goodwill together with related asset group or asset group portfolio, and the recoverable amountof related asset group or asset group portfolio is determined based on the present value of estimatedfuture cash flows. As the amount of goodwill is significant and impairment test involves significantjudgment of the Management, we have identified impairment of goodwill as a key audit matter.
2. Responsive audit procedures
Our main audit procedures for impairment of goodwill are as follows:
(1) We obtained understandings of key internal controls related to impairment of goodwill, assessedthe design of these controls, determined whether they had been executed, and tested the effectivenessof the operation;
(2) We reviewed the outcome of the Management’s previous estimates on the present value of futurecash flows or their subsequent re-estimations;
(3) We assessed the competency, professional quality and objectivity of external appraisers engagedby the Management;
(4) We assessed the appropriateness and consistency of impairment test method adopted by theManagement;
(5) We assessed the appropriateness of significant assumptions used in impairment test and reviewedwhether relevant assumptions were consistent with overall economy environment, industry condition,management situation, historical experience, operation plan, assumptions used in approved budgetand related assumptions used in other areas of business activities;
(6) We assessed the appropriateness, relevance and reliability of data used by the Management in theimpairment test and reviewed the consistency of related information in the impairment test;
(7) We tested whether the Management’s calculation of present value of estimated future cash flowswas accurate; and
(8) We checked whether information related to impairment of goodwill had been presentedappropriately in the financial statements.IV. Other InformationThe Management is responsible for the other information. The other information comprises theinformation included in the Company’s annual report, but does not include the financial statementsand our auditor’s report thereon.Our opinion on the financial statements does not cover the other information and we do not expressany form of assurance conclusion thereon.In connection with our audit of the financial statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent withthe financial statements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated.If, based on the work we have performed, we conclude that there is a material misstatement of theother information, we are required to report that fact. We have nothing to report in this regard.
V. Responsibilities of the Management and Those Charged with Governance for the FinancialStatementsThe Management is responsible for preparing and presenting fairly the financial statements inaccordance with China Accounting Standards for Business Enterprises, as well as designing,implementing and maintaining internal control relevant to the preparation of financial statements thatare free from material misstatement, whether due to fraud or error.In preparing the financial statements, the Management is responsible for assessing the Company’sability to continue as a going concern, disclosing, as applicable, matters related to going concern andusing the going concern basis of accounting unless the Management either intends to liquidate theCompany or to cease operations, or has no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Company’s financial reportingprocess.VI. Certified Public Accountant’s Responsibilities for the Audit of the Financial StatementsOur objectives are to obtain reasonable assurance about whether the financial statements as a wholeare free from material misstatement, whether due to fraud or error, and to issue an auditor’s reportthat includes our opinion. Reasonable assurance is a high level of assurance, but is not a guaranteethat an audit conducted in accordance with China Standards on Auditing will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered materialif, individually or in the aggregate, they could reasonably be expected to influence the economicdecisions of users taken on the basis of these financial statements.We exercise professional judgment and maintain professional skepticism throughout the auditperformed in accordance with China Standards on Auditing. We also:
(I) Identify and assess the risks of material misstatement of the financial statements, whether due tofraud or error, design and perform audit procedures responsive to those risks, and obtain auditevidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detectinga material misstatement resulting from fraud is higher than for one resulting from error, as fraud mayinvolve collusion, forgery, intentional omissions, misrepresentations, or the override of internalcontrol.(II) Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances.(III) Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the Management.(IV) Conclude on the appropriateness of the Management’s use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Company’s ability to continue as a goingconcern. If we conclude that a material uncertainty exists, we are required to draw attention in ourauditor’s report to the related disclosures in the financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up tothe date of our auditor’s report. However, future events or conditions may cause the Company tocease to continue as a going concern.(V) Evaluate the overall presentation, structure and content of the financial statements, and whetherthe financial statements represent the underlying transactions and events in a manner that achievesfair presentation.(VI) Obtain sufficient and appropriate audit evidence regarding the financial information of theentities or business activities within the Company to express an opinion on the financial statements.We are responsible for the direction, supervision and performance of the group audit. We remain soleresponsibility for our audit opinion.We communicate with those charged with governance regarding the planned audit scope, timeschedule and significant audit findings, including any deficiencies in internal control of concern thatwe identify during our audit.We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and to communicate with them all relationships andother matters that may reasonably be thought to bear on our independence, and where applicable,related safeguards.From the matters communicated with those charged with governance, we determine those mattersthat were of most significance in the audit of the financial statements of the current period and aretherefore the key audit matters. We describe these matters in our auditor’s report unless law orregulation precludes public disclosure about the matter or when, in extremely rare circumstances, wedetermine that a matter should not be communicated in our report because the adverse consequencesof doing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.
Pan-China Certified Public Accountants LLP Chinese Certified Public Accountant: Huang Qiaomei
(Engagement Partner)Hangzhou · China Chinese Certified Public Accountant: Zhao Xingming
Date of Report: March 28, 2024
II. Financial Statements
Consolidated balance sheet
As at December 31, 2023Prepared by: Chongqing Brewery Co., Ltd.
Monetary unit: RMB
Items | Note No. | December 31, 2023 | December 31, 2022 |
Current assets: | |||
Cash and bank balances | 1 | 2,712,720,235.65 | 3,397,877,592.02 |
Settlement funds | |||
Loans to other banks | |||
Held-for-trading financial assets | 2 | 360,202,000.00 | |
Derivative financial assets | 3 | 14,392,732.78 | 3,829,356.40 |
Notes receivable | |||
Accounts receivable | 5 | 64,628,136.06 | 65,511,539.08 |
Receivables financing | |||
Advances paid | 8 | 41,831,987.46 | 43,187,607.98 |
Premiums receivable | |||
Reinsurance accounts receivable | |||
Reinsurance reserve receivable | |||
Other receivables | 9 | 23,987,973.67 | 17,619,026.18 |
Including: Interest receivable | |||
Dividend receivable | |||
Financial assets under reverse repo | |||
Inventories | 10 | 2,100,354,952.29 | 2,166,477,563.20 |
Contract assets | |||
Assets held for sale | |||
Non-current assets due within one year | |||
Other current assets | 13 | 146,488,217.09 | 109,533,473.56 |
Total current assets | 5,464,606,235.00 | 5,804,036,158.42 | |
Non-current assets: | |||
Loans and advances | |||
Debt investments | |||
Other debt investments | |||
Long-term receivables | |||
Long-term equity investments | 17 | 140,608,195.59 | 296,599,881.05 |
Other equity instrument investments | 18 | 16,625,962.83 | 14,303,331.73 |
Other non-current financial assets | 19 | ||
Investment property | |||
Fixed assets | 21 | 3,673,993,109.60 | 3,680,691,105.17 |
Construction in progress | 22 | 783,503,734.86 | 395,295,204.91 |
Productive biological assets | |||
Oil & gas assets | |||
Right-of-use assets | 25 | 153,497,044.09 | 100,306,926.11 |
Intangible assets | 26 | 677,053,982.74 | 685,169,039.95 |
Development expenditures | |||
Goodwill | 27 | 699,192,456.06 | 699,192,456.06 |
Long-term prepayments | |||
Deferred tax assets | 29 | 679,012,008.03 | 732,447,606.34 |
Other non-current assets | 30 | 98,818,865.15 | 89,540,749.40 |
Total non-current assets | 6,922,305,358.95 | 6,693,546,300.72 | |
Total assets | 12,386,911,593.95 | 12,497,582,459.14 |
Items | Note No. | December 31, 2023 | December 31, 2022 |
Current liabilities: | |||
Short-term borrowings | |||
Central bank loans | |||
Loans from other banks | |||
Held-for-trading financial liabilities | |||
Derivative financial liabilities | 34 | 15,408,026.80 | 2,616,336.56 |
Notes payable | |||
Accounts payable | 36 | 2,607,629,899.17 | 2,497,671,747.37 |
Advances received | |||
Contract liabilities | 38 | 1,666,791,670.83 | 1,614,042,546.14 |
Financial liabilities under repo | |||
Absorbing deposit and interbank deposit | |||
Deposits for agency security transaction | |||
Deposits for agency security underwriting | |||
Employee benefits payable | 39 | 409,937,660.39 | 399,367,324.65 |
Taxes and rates payable | 40 | 86,479,764.60 | 255,387,461.35 |
Other payables | 41 | 3,326,996,153.10 | 3,490,319,176.38 |
Including: Interest payable | |||
Dividend payable | |||
Handling fees and commissions payable | |||
Reinsurance accounts payable | |||
Liabilities held for sale | |||
Non-current liabilities due within one year | 43 | 42,382,811.96 | 24,005,592.21 |
Other current liabilities | 44 | 26,113,341.32 | 27,809,237.78 |
Total current liabilities | 8,181,739,328.17 | 8,311,219,422.44 | |
Non-current liabilities: | |||
Insurance policy reserve | |||
Long-term borrowings | |||
Bonds payable | |||
Including: Preferred shares | |||
Perpetual bonds | |||
Lease liabilities | 47 | 121,370,635.09 | 77,928,597.87 |
Long-term payables | |||
Long-term employee benefits payable | 49 | 150,981,389.59 | 154,407,707.35 |
Provisions | 50 | 25,219,093.79 | 31,657,899.75 |
Deferred income | 51 | 247,646,473.34 | 256,611,695.14 |
Deferred tax liabilities | 29 | 7,806,126.04 | 42,694,067.15 |
Other non-current liabilities | |||
Total non-current liabilities | 553,023,717.85 | 563,299,967.26 | |
Total liabilities | 8,734,763,046.02 | 8,874,519,389.70 | |
Equity: | |||
Share capital | 53 | 483,971,198.00 | 483,971,198.00 |
Other equity instruments | |||
Including: Preferred shares | |||
Perpetual bonds | |||
Capital reserve | 55 | 16,022,535.00 | 7,728,100.00 |
Less: Treasury shares |
Items | Note No. | December 31, 2023 | December 31, 2022 |
Other comprehensive income | 57 | -16,085,442.20 | -13,542,920.53 |
Special reserve | |||
Surplus reserve | 59 | 241,985,599.00 | 241,985,599.00 |
General risk reserve | |||
Undistributed profit | 60 | 1,414,306,729.77 | 1,336,034,523.44 |
Total equity attributable to the parent company | 2,140,200,619.57 | 2,056,176,499.91 | |
Non-controlling interest | 1,511,947,928.36 | 1,566,886,569.53 | |
Total equity | 3,652,148,547.93 | 3,623,063,069.44 | |
Total liabilities & equity | 12,386,911,593.95 | 12,497,582,459.14 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Parent company balance sheet
As at December 31, 2023Prepared by: Chongqing Brewery Co., Ltd.
Monetary unit: RMB
Items | Note No. | December 31, 2023 | December 31, 2022 |
Current assets: | |||
Cash and bank balances | 857,098,959.37 | 705,386,630.22 | |
Held-for-trading financial assets | |||
Derivative financial assets | |||
Notes receivable | |||
Accounts receivable | |||
Receivables financing | |||
Advances paid | |||
Other receivables | 2 | 4,028,306.41 | 4,353,422.01 |
Including: Interest receivable | |||
Dividend receivable | |||
Inventories | |||
Contract assets | |||
Assets held for sale | |||
Non-current assets due within one year | |||
Other current assets | 519,529.83 | 451,891.89 | |
Total current assets | 861,646,795.61 | 710,191,944.12 | |
Non-current assets: | |||
Debt investments | |||
Other debt investments | |||
Long-term receivables | |||
Long-term equity investments | 3 | 1,695,066,358.71 | 1,695,066,358.71 |
Other equity instrument investments | |||
Other non-current financial assets | |||
Investment property | |||
Fixed assets | 468,687.34 | 597,383.01 | |
Construction in progress | |||
Productive biological assets | |||
Oil & gas assets | |||
Right-of-use assets | 3,541,244.29 | 3,612,273.62 | |
Intangible assets | |||
Development expenditures | |||
Goodwill | |||
Long-term prepayments | |||
Deferred tax assets | |||
Other non-current assets | |||
Total non-current assets | 1,699,076,290.34 | 1,699,276,015.34 | |
Total assets | 2,560,723,085.95 | 2,409,467,959.46 | |
Current liabilities: | |||
Short-term borrowings | |||
Held-for-trading financial liabilities | |||
Derivative financial liabilities | |||
Notes payable | |||
Accounts payable | 929,605.49 | 1,970,831.46 | |
Advances received | |||
Contract liabilities |
Items | Note No. | December 31, 2023 | December 31, 2022 |
Employee benefits payable | 16,607,704.29 | 16,766,079.43 | |
Taxes and rates payable | 1,113,199.54 | 992,135.97 | |
Other payables | 30,261,666.28 | 29,398,503.34 | |
Including: Interest payable | |||
Dividend payable | |||
Liabilities held for sale | |||
Non-current liabilities due within one year | 560,768.59 | 345,803.89 | |
Other current liabilities | |||
Total current liabilities | 49,472,944.19 | 49,473,354.09 | |
Non-current liabilities: | |||
Long-term borrowings | |||
Bonds payable | |||
Including: Preferred shares | |||
Perpetual bonds | |||
Lease liabilities | 3,289,499.59 | 3,384,255.31 | |
Long-term payables | |||
Long-term employee benefits payable | 57,528,374.45 | 58,798,007.24 | |
Provisions | |||
Deferred income | |||
Deferred tax liabilities | |||
Other non-current liabilities | |||
Total non-current liabilities | 60,817,874.04 | 62,182,262.55 | |
Total liabilities | 110,290,818.23 | 111,655,616.64 | |
Equity: | |||
Share capital | 483,971,198.00 | 483,971,198.00 | |
Other equity instruments | |||
Including: Preferred shares | |||
Perpetual bonds | |||
Capital reserve | 37,567,853.97 | 29,273,418.97 | |
Less: Treasury shares | |||
Other comprehensive income | -19,590,000.00 | -18,577,000.00 | |
Special reserve | |||
Surplus reserve | 241,985,599.00 | 241,985,599.00 | |
Undistributed profit | 1,706,497,616.75 | 1,561,159,126.85 | |
Total equity | 2,450,432,267.72 | 2,297,812,342.82 | |
Total liabilities & equity | 2,560,723,085.95 | 2,409,467,959.46 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Consolidated income statementFor the year ended December 31, 2023
Monetary unit: RMB
Items | Note No. | Current period cumulative | Preceding period comparative |
I. Total operating revenue | 14,814,836,410.26 | 14,039,040,539.45 | |
Including: Operating revenue | 61 | 14,814,836,410.26 | 14,039,040,539.45 |
Interest income | |||
Premiums earned | |||
Revenue from handling fees and commissions | |||
II. Total operating cost | 11,484,736,246.22 | 10,788,719,947.64 | |
Including: Operating cost | 61 | 7,533,975,786.02 | 6,952,428,993.91 |
Interest expenses | |||
Handling fees and commissions | |||
Surrender value | |||
Net payment of insurance claims | |||
Net provision of insurance policy reserve | |||
Premium bonus expenditures | |||
Reinsurance expenses | |||
Taxes and surcharges | 62 | 957,549,230.02 | 920,858,290.32 |
Selling expenses | 63 | 2,532,621,832.78 | 2,326,217,227.20 |
Administrative expenses | 64 | 494,670,737.76 | 534,570,348.93 |
R&D expenses | 65 | 26,232,056.27 | 110,747,936.06 |
Financial expenses | 66 | -60,313,396.63 | -56,102,848.78 |
Including: Interest expenses | 5,921,669.09 | 3,696,843.83 | |
Interest income | 71,308,016.27 | 65,718,589.46 | |
Add: Other income | 67 | 60,711,348.64 | 57,632,082.82 |
Investment income (or less: losses) | 68 | 66,575,415.81 | 67,946,546.26 |
Including: Investment income from associates and joint ventures | 62,294,135.01 | 56,279,080.37 | |
Gains from derecognition of financial assets at amortized cost | |||
Gains on foreign exchange (or less: losses) | |||
Gains on net exposure to hedging risk (or less: losses) | |||
Gains on changes in fair value (or less: losses) | 70 | 202,000.00 | |
Credit impairment loss | 71 | -1,706,340.65 | 2,461,066.24 |
Assets impairment loss | 72 | -100,835,657.08 | -81,390,922.88 |
Gains on asset disposal (or less: losses) | 73 | -2,252,522.60 | 1,996,546.49 |
III. Operating profit (or less: losses) | 3,352,794,408.16 | 3,298,965,910.74 | |
Add: Non-operating revenue | 74 | 28,772,834.64 | 7,148,130.08 |
Less: Non-operating expenditures | 75 | 5,876,690.28 | 7,335,219.97 |
IV. Profit before tax (or less: total loss) | 3,375,690,552.52 | 3,298,778,820.85 | |
Less: Income tax expenses | 76 | 664,121,997.33 | 711,850,637.28 |
V. Net profit (or less: net loss) | 2,711,568,555.19 | 2,586,928,183.57 | |
(I) Categorized by the continuity of operations | |||
1. Net profit from continuing operations (or less: net loss) | 2,711,562,077.01 | 2,585,570,202.69 | |
2. Net profit from discontinued operations (or less: net loss) | 6,478.18 | 1,357,980.88 | |
(II) Categorized by the portion of equity ownership |
Items | Note No. | Current period cumulative | Preceding period comparative |
1. Net profit attributable to owners of parent company (or less: net loss) | 1,336,597,321.13 | 1,263,619,606.46 | |
2. Net profit attributable to non-controlling shareholders (or less: net loss) | 1,374,971,234.06 | 1,323,308,577.11 | |
VI. Other comprehensive income after tax | 77 | -4,015,073.10 | 1,934,967.86 |
(I) Items attributable to the owners of the parent company | 77 | -2,542,521.67 | 295,189.31 |
1. Not to be reclassified subsequently to profit or loss | 77 | -1,791,434.05 | -179,586.53 |
(1) Remeasurements of the net defined benefit plan | 77 | -2,687,156.73 | -601,083.45 |
(2) Items under equity method that will not be reclassified to profit or loss | |||
(3) Changes in fair value of other equity instrument investments | 77 | 895,722.68 | 421,496.92 |
(4) Changes in fair value of own credit risk | |||
2. To be reclassified subsequently to profit or loss | 77 | -751,087.62 | 474,775.84 |
(1) Items under equity method that may be reclassified to profit or loss | |||
(2) Changes in fair value of other debt investments | |||
(3) Profit or loss from reclassification of financial assets into other comprehensive income | |||
(4) Provision for credit impairment of other debt investments | |||
(5) Cash flow hedging reserve | 77 | -751,087.62 | 474,775.84 |
(6) Translation reserve | |||
(7) Others | |||
(II) Items attributable to non-controlling shareholders | 77 | -1,472,551.43 | 1,639,778.55 |
VII. Total comprehensive income | 2,707,553,482.09 | 2,588,863,151.43 | |
(I) Items attributable to the owners of the parent company | 1,334,054,799.46 | 1,263,914,795.77 | |
(II) Items attributable to non-controlling shareholders | 1,373,498,682.63 | 1,324,948,355.66 | |
VIII. Earnings per share (EPS): | |||
(I) Basic EPS (yuan per share) | 2.76 | 2.61 | |
(II) Diluted EPS (yuan per share) | 2.76 | 2.61 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Parent company income statementFor the year ended December 31, 2023
Monetary unit: RMB
Items | Note No. | Current period cumulative | Preceding period comparative |
I. Operating revenue | |||
Less: Operating cost | |||
Taxes and surcharges | 578,846.16 | 630,058.00 | |
Selling expenses | |||
Administrative expenses | 66,594,601.47 | 88,601,849.69 | |
R&D expenses | |||
Financial expenses | 4,309,251.12 | 3,240,694.54 | |
Including: Interest expenses | 10,158,944.40 | 7,534,478.52 | |
Interest income | 8,031,967.25 | 6,516,985.30 | |
Add: Other income | 506,819.43 | 226,665.56 | |
Investment income (or less: losses) | 5 | 1,475,239,800.00 | 1,155,407,400.00 |
Including: Investment income from associates and joint ventures | |||
Gains from derecognition of financial assets at amortized cost | |||
Gains on net exposure to hedging risk (or less: losses) | |||
Gains on changes in fair value (or less: losses) | |||
Credit impairment loss | -216,239.90 | -217,728.25 | |
Assets impairment loss | -330.53 | ||
Gains on asset disposal (or less: losses) | 2,313,747.57 | ||
II. Operating profit (or less: losses) | 1,404,047,680.78 | 1,065,257,152.12 | |
Add: Non-operating revenue | 50,084.90 | ||
Less: Non-operating expenditures | 221,086.76 | ||
III. Profit before tax (or less: total loss) | 1,403,826,594.02 | 1,065,307,237.02 | |
Less: Income tax expenses | 162,989.32 | -409.69 | |
IV. Net profit (or less: net loss) | 1,403,663,604.70 | 1,065,307,646.71 | |
(I) Net profit from continuing operations (or less: net loss) | 1,403,657,126.52 | 1,063,949,665.83 | |
(II) Net profit from discontinued operations (or less: net loss) | 6,478.18 | 1,357,980.88 | |
V. Other comprehensive income after tax | -1,013,000.00 | -1,382,000.00 | |
(I) Not to be reclassified subsequently to profit or loss | -1,013,000.00 | -1,382,000.00 | |
1. Remeasurements of the net defined benefit plan | -1,013,000.00 | -1,382,000.00 | |
2. Items under equity method that will not be reclassified to profit or loss | |||
3. Changes in fair value of other equity instrument investments | |||
4. Changes in fair value of own credit risk | |||
(II) To be reclassified subsequently to profit or loss | |||
1. Items under equity method that may be reclassified to profit or loss | |||
2. Changes in fair value of other debt investments | |||
3. Profit or loss from reclassification of |
Items | Note No. | Current period cumulative | Preceding period comparative |
financial assets into other comprehensive income | |||
4. Provision for credit impairment of other debt investments | |||
5. Cash flow hedging reserve | |||
6. Translation reserve | |||
7. Others | |||
VI. Total comprehensive income | 1,402,650,604.70 | 1,063,925,646.71 | |
VII. Earnings per share (EPS): | |||
(I) Basic EPS (yuan per share) | |||
(II) Diluted EPS (yuan per share) |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Consolidated cash flow statementFor the year ended December 31, 2023
Monetary unit: RMB
Items | Note No. | Current period cumulative | Preceding period comparative |
I. Cash flows from operating activities: | |||
Cash receipts from sale of goods or rendering of services | 15,686,302,742.66 | 15,115,689,237.16 | |
Net increase of client deposit and interbank deposit | |||
Net increase of central bank loans | |||
Net increase of loans from other financial institutions | |||
Cash receipts from original insurance contract premium | |||
Net cash receipts from reinsurance | |||
Net increase of policy-holder deposit and investment | |||
Cash receipts from interest, handling fees and commissions | |||
Net increase of loans from others | |||
Net increase of repurchase | |||
Net cash receipts from agency security transaction | |||
Receipts of tax refund | 106,754,896.21 | 63,437,941.07 | |
Other cash receipts related to operating activities | 78 (1) | 1,103,448,815.71 | 1,529,443,356.44 |
Subtotal of cash inflows from operating activities | 16,896,506,454.58 | 16,708,570,534.67 | |
Cash payments for goods purchased and services received | 7,614,227,605.32 | 7,182,798,597.19 | |
Net increase of loans and advances to clients | |||
Net increase of central bank deposit and interbank deposit | |||
Cash payments for insurance indemnities of original insurance contracts | |||
Net increase of loans to others | |||
Cash payments for interest, handling fees and commissions | |||
Cash payments for policy bonus | |||
Cash paid to and on behalf of employees | 1,579,412,334.84 | 1,638,870,963.42 | |
Cash payments for taxes and rates | 2,817,018,376.20 | 2,385,111,985.13 | |
Other cash payments related to operating activities | 78 (1) | 1,788,899,321.60 | 1,749,140,730.39 |
Subtotal of cash outflows from operating activities | 13,799,557,637.96 | 12,955,922,276.13 | |
Net cash flows from operating activities | 79 (1) | 3,096,948,816.62 | 3,752,648,258.54 |
II. Cash flows from investing activities: | |||
Cash receipts from withdrawal of investments | 78 (2) | 3,936,674.52 | 1,512,411,748.50 |
Cash receipts from investment income | 218,630,426.75 | 344,606.28 | |
Net cash receipts from the disposal of fixed assets, intangible assets and other long-term assets | 3,339,962.23 | 11,975,166.19 | |
Net cash receipts from the disposal of |
Items | Note No. | Current period cumulative | Preceding period comparative |
subsidiaries & other business units | |||
Other cash receipts related to investing activities | 78 (2) | 2,518,499.55 | |
Subtotal of cash inflows from investing activities | 228,425,563.05 | 1,524,731,520.97 | |
Cash payments for the acquisition of fixed assets, intangible assets and other long-term assets | 919,404,420.08 | 912,818,007.38 | |
Cash payments for investments | 78 (2) | 360,000,000.00 | 1,000,000,000.00 |
Net increase of pledged borrowings | |||
Net cash payments for the acquisition of subsidiaries & other business units | |||
Other cash payments related to investing activities | |||
Subtotal of cash outflows from investing activities | 1,279,404,420.08 | 1,912,818,007.38 | |
Net cash flows from investing activities | -1,050,978,857.03 | -388,086,486.41 | |
III. Cash flows from financing activities: | |||
Cash receipts from absorbing investments | |||
Including: Cash received by subsidiaries from non-controlling shareholders as investments | |||
Cash receipts from borrowings | |||
Other cash receipts related to financing activities | |||
Subtotal of cash inflows from financing activities | |||
Cash payments for the repayment of borrowings | |||
Cash payments for distribution of dividends or profits and for interest expenses | 2,686,762,438.60 | 2,099,760,024.96 | |
Including: Cash paid by subsidiaries to non-controlling shareholders as dividend or profit | 1,428,437,323.80 | 1,131,817,628.96 | |
Other cash payments related to financing activities | 78 (3) | 55,940,556.09 | 33,725,924.40 |
Subtotal of cash outflows from financing activities | 2,742,702,994.69 | 2,133,485,949.36 | |
Net cash flows from financing activities | -2,742,702,994.69 | -2,133,485,949.36 | |
IV. Effect of foreign exchange rate changes on cash and cash equivalents | |||
V. Net increase in cash and cash equivalents | 79 (1) | -696,733,035.10 | 1,231,075,822.77 |
Add: Opening balance of cash and cash equivalents | 79 (1) | 3,396,809,241.14 | 2,165,733,418.37 |
VI. Closing balance of cash and cash equivalents | 79 (1) | 2,700,076,206.04 | 3,396,809,241.14 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Parent company cash flow statementFor the year ended December 31, 2023
Monetary unit: RMB
Items | Note No. | Current period cumulative | Preceding period comparative |
I. Cash flows from operating activities: | |||
Cash receipts from sale of goods and rendering of services | |||
Receipts of tax refund | 547,095.43 | 2,176,563.95 | |
Other cash receipts related to operating activities | 9,139,809.33 | 43,233,880.87 | |
Subtotal of cash inflows from operating activities | 9,686,904.76 | 45,410,444.82 | |
Cash payments for goods purchased and services received | |||
Cash paid to and on behalf of employees | 46,130,438.47 | 54,988,880.90 | |
Cash payments for taxes and rates | 792,344.45 | 3,110,071.44 | |
Other cash payments related to operating activities | 17,512,829.53 | 36,874,392.35 | |
Subtotal of cash outflows from operating activities | 64,435,612.45 | 94,973,344.69 | |
Net cash flows from operating activities | -54,748,707.69 | -49,562,899.87 | |
II. Cash flows from investing activities: | |||
Cash receipts from withdrawal of investments | |||
Cash receipts from investment income | 1,475,239,800.00 | 1,155,407,400.00 | |
Net cash receipts from the disposal of fixed assets, intangible assets and other long-term assets | 5,481,653.12 | ||
Net cash receipts from the disposal of subsidiaries & other business units | |||
Other cash receipts related to investing activities | |||
Subtotal of cash inflows from investing activities | 1,475,239,800.00 | 1,160,889,053.12 | |
Cash payments for the acquisition of fixed assets, intangible assets and other long-term assets | 403,718.49 | 526,883.95 | |
Cash payments for investments | |||
Net cash payments for the acquisition of subsidiaries & other business units | |||
Other cash payments related to investing activities | |||
Subtotal of cash outflows from investing activities | 403,718.49 | 526,883.95 | |
Net cash flows from investing activities | 1,474,836,081.51 | 1,160,362,169.17 | |
III. Cash flows from financing activities: | |||
Cash receipts from absorbing investments | |||
Cash receipts from borrowings | |||
Other cash receipts related to financing activities | |||
Subtotal of cash inflows from financing activities | |||
Cash payments for the repayment of |
Items | Note No. | Current period cumulative | Preceding period comparative |
borrowings | |||
Cash payments for distribution of dividends or profits and for interest expenses | 1,268,302,476.25 | 975,373,606.56 | |
Other cash payments related to financing activities | 495,373.97 | 215,250.32 | |
Subtotal of cash outflows from financing activities | 1,268,797,850.22 | 975,588,856.88 | |
Net cash flows from financing activities | -1,268,797,850.22 | -975,588,856.88 | |
IV. Effect of foreign exchange rate changes on cash and cash equivalents | |||
V. Net increase in cash and cash equivalents | 151,289,523.60 | 135,210,412.42 | |
Add: Opening balance of cash and cash equivalents | 704,601,171.89 | 569,390,759.47 | |
VI. Closing balance of cash and cash equivalents | 855,890,695.49 | 704,601,171.89 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Consolidated statement of changes in equityFor the year ended December 31, 2023
Monetary unit: RMB
Items | Current period cumulative | ||||||||||||||
Equity attributable to parent company | Non-controlling interest | Total equity | |||||||||||||
Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General risk reserve | Undistributed profit | Others | Subtotal | |||||
Preferred shares | Perpetual bonds | Others | |||||||||||||
I. Balance at the end of prior year | 483,971,198.00 | 7,728,100.00 | -13,542,920.53 | 241,985,599.00 | 1,336,034,523.44 | 2,056,176,499.91 | 1,566,886,569.53 | 3,623,063,069.44 | |||||||
Add: Cumulative changes of accounting policies | |||||||||||||||
Error correction of prior period | |||||||||||||||
Others | |||||||||||||||
II. Balance at the beginning of current year | 483,971,198.00 | 7,728,100.00 | -13,542,920.53 | 241,985,599.00 | 1,336,034,523.44 | 2,056,176,499.91 | 1,566,886,569.53 | 3,623,063,069.44 | |||||||
III. Current period increase (or less: decrease) | 8,294,435.00 | -2,542,521.67 | 78,272,206.33 | 84,024,119.66 | -54,938,641.17 | 29,085,478.49 | |||||||||
(I) Total comprehensive income | -2,542,521.67 | 1,336,597,321.13 | 1,334,054,799.46 | 1,373,498,682.63 | 2,707,553,482.09 | ||||||||||
(II) Capital contributed or withdrawn by owners | 8,294,435.00 | 8,294,435.00 | 8,294,435.00 | ||||||||||||
1. Ordinary shares contributed by owners | |||||||||||||||
2. Capital contributed by holders of other equity instruments | |||||||||||||||
3. Amount of share-based payment included in equity | 8,294,435.00 | 8,294,435.00 | 8,294,435.00 | ||||||||||||
4. Others | |||||||||||||||
(III) Profit distribution | -1,258,325,114.80 | -1,258,325,114.80 | -1,428,437,323.80 | -2,686,762,438.60 | |||||||||||
1. Appropriation of surplus reserve | |||||||||||||||
2. Appropriation of general risk reserve | |||||||||||||||
3. Appropriation of profit to owners | -1,258,325,114.80 | -1,258,325,114.80 | -1,428,437,323.80 | -2,686,762,438.60 | |||||||||||
4. Others | |||||||||||||||
(IV) Internal carry-over within equity | |||||||||||||||
1. Transfer of capital reserve to capital | |||||||||||||||
2. Transfer of surplus reserve to capital | |||||||||||||||
3. Surplus reserve to cover losses | |||||||||||||||
4. Changes in defined benefit plan carried over to retained earnings | |||||||||||||||
5. Other comprehensive income carried over to retained earnings | |||||||||||||||
6. Others | |||||||||||||||
(V) Special reserve | |||||||||||||||
1. Current period appropriation | |||||||||||||||
2. Current period use | |||||||||||||||
(VI) Others | |||||||||||||||
IV. Balance at the end of current period | 483,971,198.00 | 16,022,535.00 | -16,085,442.20 | 241,985,599.00 | 1,414,306,729.77 | 2,140,200,619.57 | 1,511,947,928.36 | 3,652,148,547.93 |
Items | Preceding period comparative | ||||||||||||||
Equity attributable to parent company | Non-controlling interest | Total equity | |||||||||||||
Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General risk reserve | Undistributed profit | Others | Subtotal | |||||
Preferred shares | Perpetual bonds | Others | |||||||||||||
I. Balance at the end of prior year | 483,971,198.00 | 2,075,145.00 | -13,838,109.84 | 241,985,599.00 | 1,040,351,272.07 | 1,754,545,104.23 | 1,373,750,135.57 | 3,128,295,239.80 | |||||||
Add: Cumulative changes of accounting policies | 6,040.91 | 6,040.91 | 5,707.26 | 11,748.17 | |||||||||||
Error correction of prior period | |||||||||||||||
Others | |||||||||||||||
II. Balance at the beginning of current year | 483,971,198.00 | 2,075,145.00 | -13,838,109.84 | 241,985,599.00 | 1,040,357,312.98 | 1,754,551,145.14 | 1,373,755,842.83 | 3,128,306,987.97 | |||||||
III. Current period increase (or less: decrease) | 5,652,955.00 | 295,189.31 | 295,677,210.46 | 301,625,354.77 | 193,130,726.70 | 494,756,081.47 | |||||||||
(I) Total comprehensive income | 295,189.31 | 1,263,619,606.46 | 1,263,914,795.77 | 1,324,948,355.66 | 2,588,863,151.43 | ||||||||||
(II) Capital contributed or withdrawn by owners | 5,652,955.00 | 5,652,955.00 | 5,652,955.00 | ||||||||||||
1. Ordinary shares contributed by owners | |||||||||||||||
2. Capital contributed by holders of other equity instruments | |||||||||||||||
3. Amount of share-based payment included in equity | 5,652,955.00 | 5,652,955.00 | 5,652,955.00 | ||||||||||||
4. Others | |||||||||||||||
(III) Profit distribution | -967,942,396.00 | -967,942,396.00 | -1,131,817,628.96 | -2,099,760,024.96 | |||||||||||
1. Appropriation of surplus reserve | |||||||||||||||
2. Appropriation of general risk reserve | |||||||||||||||
3. Appropriation of profit to owners | -967,942,396.00 | -967,942,396.00 | -1,131,817,628.96 | -2,099,760,024.96 | |||||||||||
4. Others | |||||||||||||||
(IV) Internal carry-over within equity | |||||||||||||||
1. Transfer of capital reserve to capital | |||||||||||||||
2. Transfer of surplus reserve to capital | |||||||||||||||
3. Surplus reserve to cover losses | |||||||||||||||
4. Changes in defined benefit plan carried over to retained earnings | |||||||||||||||
5. Other comprehensive income carried over to retained earnings | |||||||||||||||
6. Others | |||||||||||||||
(V) Special reserve | |||||||||||||||
1. Current period appropriation | |||||||||||||||
2. Current period use | |||||||||||||||
(VI) Others | |||||||||||||||
IV. Balance at the end of current period | 483,971,198.00 | 7,728,100.00 | -13,542,920.53 | 241,985,599.00 | 1,336,034,523.44 | 2,056,176,499.91 | 1,566,886,569.53 | 3,623,063,069.44 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
Parent company statement of changes in equity
For the year ended December 31, 2023
Monetary unit: RMB
Items | Current period cumulative | ||||||||||
Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Undistributed profit | Total equity | |||
Preferred shares | Perpetual bonds | Others | |||||||||
I. Balance at the end of prior year | 483,971,198.00 | 29,273,418.97 | -18,577,000.00 | 241,985,599.00 | 1,561,159,126.85 | 2,297,812,342.82 | |||||
Add: Cumulative changes of accounting policies | |||||||||||
Error correction of prior period | |||||||||||
Others | |||||||||||
II. Balance at the beginning of current year | 483,971,198.00 | 29,273,418.97 | -18,577,000.00 | 241,985,599.00 | 1,561,159,126.85 | 2,297,812,342.82 | |||||
III. Current period increase (or less: decrease) | 8,294,435.00 | -1,013,000.00 | 145,338,489.90 | 152,619,924.90 | |||||||
(I) Total comprehensive income | -1,013,000.00 | 1,403,663,604.70 | 1,402,650,604.70 | ||||||||
(II) Capital contributed or withdrawn by owners | 8,294,435.00 | 8,294,435.00 | |||||||||
1. Ordinary shares contributed by owners | |||||||||||
2. Capital contributed by holders of other equity instruments | |||||||||||
3. Amount of share-based payment included in equity | 8,294,435.00 | 8,294,435.00 | |||||||||
4. Others | |||||||||||
(III) Profit distribution | -1,258,325,114.80 | -1,258,325,114.80 | |||||||||
1. Appropriation of surplus reserve | |||||||||||
2. Appropriation of profit to owners | -1,258,325,114.80 | -1,258,325,114.80 | |||||||||
3. Others | |||||||||||
(IV) Internal carry-over within equity | |||||||||||
1. Transfer of capital reserve to capital | |||||||||||
2. Transfer of surplus reserve to capital | |||||||||||
3. Surplus reserve to cover losses | |||||||||||
4. Changes in defined benefit plan carried over to retained earnings | |||||||||||
5. Other comprehensive income carried over to retained earnings | |||||||||||
6. Others | |||||||||||
(V) Special reserve | |||||||||||
1. Current period appropriation | |||||||||||
2. Current period use | |||||||||||
(VI) Others | |||||||||||
IV. Balance at the end of current period | 483,971,198.00 | 37,567,853.97 | -19,590,000.00 | 241,985,599.00 | 1,706,497,616.75 | 2,450,432,267.72 |
Items | Preceding period comparative |
Share capital | Other equity instruments | Capital reserve | Less: Treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Undistributed profit | Total equity | |||
Preferred shares | Perpetual bonds | Others | |||||||||
I. Balance at the end of prior year | 483,971,198.00 | 23,620,463.97 | -17,195,000.00 | 241,985,599.00 | 1,463,793,876.14 | 2,196,176,137.11 | |||||
Add: Cumulative changes of accounting policies | |||||||||||
Error correction of prior period | |||||||||||
Others | |||||||||||
II. Balance at the beginning of current year | 483,971,198.00 | 23,620,463.97 | -17,195,000.00 | 241,985,599.00 | 1,463,793,876.14 | 2,196,176,137.11 | |||||
III. Current period increase (or less: decrease) | 5,652,955.00 | -1,382,000.00 | 97,365,250.71 | 101,636,205.71 | |||||||
(I) Total comprehensive income | -1,382,000.00 | 1,065,307,646.71 | 1,063,925,646.71 | ||||||||
(II) Capital contributed or withdrawn by owners | 5,652,955.00 | 5,652,955.00 | |||||||||
1. Ordinary shares contributed by owners | |||||||||||
2. Capital contributed by holders of other equity instruments | |||||||||||
3. Amount of share-based payment included in equity | 5,652,955.00 | 5,652,955.00 | |||||||||
4. Others | |||||||||||
(III) Profit distribution | -967,942,396.00 | -967,942,396.00 | |||||||||
1. Appropriation of surplus reserve | |||||||||||
2. Appropriation of profit to owners | -967,942,396.00 | -967,942,396.00 | |||||||||
3. Others | |||||||||||
(IV) Internal carry-over within equity | |||||||||||
1. Transfer of capital reserve to capital | |||||||||||
2. Transfer of surplus reserve to capital | |||||||||||
3. Surplus reserve to cover losses | |||||||||||
4. Changes in defined benefit plan carried over to retained earnings | |||||||||||
5. Other comprehensive income carried over to retained earnings | |||||||||||
6. Others | |||||||||||
(V) Special reserve | |||||||||||
1. Current period appropriation | |||||||||||
2. Current period use | |||||||||||
(VI) Others | |||||||||||
IV. Balance at the end of current period | 483,971,198.00 | 29,273,418.97 | -18,577,000.00 | 241,985,599.00 | 1,561,159,126.85 | 2,297,812,342.82 |
Legal representative: Jo?o Miguel Ventura Rego Abecasis Officer in charge of accounting: Chin Wee Hua Head of accounting department: Liu Liping
III. Company profile
1. Overview
√ Applicable □ Not Applicable
Chongqing Brewery Co., Ltd. (the “Company”) was a limited liability company by shares transformed fromChongqing Brewery Plant and established by the sole initiator Chongqing Beer (Group) Co., Ltd. through privateplacement under the approval of Chongqing Economic System Reform Commission. The Company currently holdsa business license with unified social credit code of 915000002028235667, with registered capital of 483.97 millionyuan, total share of 483.97 million shares (each with par value of one yuan), all of which are unrestricted outstandingshares. The Company’s shares were listed on the Shanghai Stock Exchange in October 1997.The Company belongs to the wine, beverage and refined tea manufacturing industry and is mainly engaged inproduction and sales of beer.The financial statements were approved and authorized for issue by the 15
th meeting of the 10
thsession of the Boardof Directors dated March 28, 2024.
IV. Preparation basis of the financial statements
1. Preparation basis
The financial statements have been prepared on the basis of going concern.
2. Going concern
√ Applicable □ Not Applicable
The Company has no events or conditions that may cast significant doubts upon the Company’s ability to continueas a going concern within the 12 months after the balance sheet date.
V. Significant accounting policies and estimatesNotes to specific accounting policies and estimates:
√ Applicable □ Not Applicable
Important note: The Company has set up accounting policies and estimates on transactions or events such asimpairment of financial instruments, inventories, depreciation of fixed assets, construction in progress, depreciationof right-of-use assets, intangible assets, revenue recognition, etc., based on the Company’s actual production andoperation features.
1. Statement of compliance
The financial statements have been prepared in accordance with the requirements of China Accounting Standardsfor Business Enterprises (CASBEs), and present truly and completely the financial position, financial performanceand cash flows of the Company.
2. Accounting period
The accounting year of the Company runs from January 1 to December 31 under the Gregorian calendar.
3. Operating cycle
√ Applicable □ Not Applicable
The Company has a relatively short operating cycle for its business, an asset or a liability is classified as current ifit is expected to be realized or due within 12 months.
4. Functional currency
The Company’s functional currency is Renminbi (RMB) Yuan.
5. Determination method and basis for selection of materiality
√ Applicable □ Not Applicable
Items | Materiality |
Significant accounts receivable with provision for bad debts made on an individual basis | Accounts receivable with single amount in excess of 0.3% of total assets are identified as significant accounts receivable. |
Significant provisions for bad debts of accounts receivable collected or reversed | Provisions for bad debts of accounts receivable collected or reversed with single amount in excess of 0.3% of total assets are identified as significant provisions for bad debts of accounts receivable collected or reversed. |
Significant other receivables with provision for bad debts made on an individual basis | Other receivables with single amount in excess of 0.3% of total assets are identified as significant other receivables. |
Significant provisions for bad debts of other receivables collected or reversed | Provisions for bad debts of other receivables collected or reversed with single amount in excess of 0.3% of total assets are identified as significant provisions for bad debts of other receivables collected or reversed. |
Significant accounts payable with age over one year | Accounts payable with single amount in excess of 0.3% of total assets are identified as significant accounts payable. |
Significant contract liabilities with age over one year | Contract liabilities with single amount in excess of 0.3% of total assets are identified as significant contract liabilities. |
Significant other payables with age over one year | Other payables with single amount in excess of 0.3% of total assets are identified as significant other payables. |
Significant construction in progress | Construction in progress with amount of changes or balance in excess of 0.3% of total assets are identified as significant construction in progress. |
Significant cash flows from investing activities | Investing activities with cash flows in excess of 5% of total assets are identified as significant investing activities. |
Significant subsidiaries, not wholly-owned subsidiaries | Subsidiaries with total revenue/profit before tax in excess of 5% of the group’s total revenue/profit before tax are identified as significant subsidiaries/significant not wholly-owned subsidiaries. |
Significant associates | Associates with single amount of long-term equity investment in excess of 0.3% of total assets are identified as significant associates. |
Significant commitments | Contracts signed but not yet fulfilled with single amount in excess of 5% of total assets or commitments of a special nature are identified as significant commitments. |
Significant contingencies | Contingencies with claim amount in excess of 5% of profit before tax or contingencies of a special nature are identified as significant contingencies. |
Significant events subsequent to the balance sheet date | Events with amount of impacts in excess of 5% of total assets or events of a special nature are identified as significant events subsequent to the balance sheet date. |
6. Accounting treatments of business combination under and not under common control
√ Applicable □ Not Applicable
1. Accounting treatment of business combination under common control
Assets and liabilities arising from business combination are measured at carrying amount of the combined partyincluded in the consolidated financial statements of the ultimate controlling party at the combination date.Difference between carrying amount of the equity of the combined party included in the consolidated financialstatements of the ultimate controlling party and that of the combination consideration or total par value of sharesissued is adjusted to capital reserve, if the balance of capital reserve is insufficient to offset, any excess is adjustedto retained earnings.
2. Accounting treatment of business combination not under common control
When combination cost is in excess of the fair value of identifiable net assets obtained from the acquiree at theacquisition date, the excess is recognized as goodwill; otherwise, the fair value of identifiable assets, liabilities andcontingent liabilities, and the measurement of the combination cost are reviewed, then the difference is recognizedin profit or loss.
7. Judgement criteria for control and compilation method of consolidated financial statements
√ Applicable □ Not Applicable
(1) Judgement of control
An investor controls an investee if and only if the investor has all the following: 1) power over the investee; 2)exposure, or rights, to variable returns from its involvement with the investee; and 3) the ability to use its powerover the investee to affect the amount of the investor’s returns.
(2) Compilation method of consolidated financial statements
The parent company brings all its controlled subsidiaries into the consolidation scope. The consolidated financialstatements are compiled by the parent company according to “CASBE 33 – Consolidated Financial Statements”,based on relevant information and the financial statements of the parent company and its subsidiaries.
8. Classification of joint arrangements and accounting treatment of joint operations
□ Applicable √ Not Applicable
9. Recognition criteria of cash and cash equivalents
Cash as presented in cash flow statement refers to cash on hand and deposit on demand for payment.Cash equivalents refer to short-term, highly liquid investments that can be readily converted to cash and that aresubject to an insignificant risk of changes in value.
10. Foreign currency translation
√ Applicable □ Not Applicable
Transactions denominated in foreign currency are translated into RMB yuan at the spot exchange rate at thetransaction date at initial recognition. At the balance sheet date, monetary items denominated in foreign currencyare translated at the spot exchange rate at the balance sheet date with difference, except for those arising from the
principal and interest of exclusive borrowings eligible for capitalization, included in profit or loss; non-cash itemscarried at historical costs are translated at the spot exchange rate at the transaction date, with the RMB amountsunchanged; non-cash items carried at fair value in foreign currency are translated at the spot exchange rate at thedate when the fair value was determined, with difference included in profit or loss or other comprehensive income.
11. Financial instruments
√ Applicable □ Not Applicable
1. Classification of financial assets and financial liabilities
Financial assets are classified into the following three categories when initially recognized: (1) financial assets atamortized cost; (2) financial assets at fair value through other comprehensive income; (3) financial assets at fairvalue through profit or loss.Financial liabilities are classified into the following four categories when initially recognized: (1) financial liabilitiesat fair value through profit or loss; (2) financial liabilities that arise when a transfer of a financial asset does notqualify for derecognition or when the continuing involvement approach applies; (3) financial guarantee contractsnot fall within the above categories (1) and (2), and commitments to provide a loan at a below-market interest rate,which do not fall within the above category (1); (4) financial liabilities at amortized cost.
2. Recognition criteria, measurement method and derecognition of financial assets and financial liabilities
(1) Recognition criteria and measurement method of financial assets and financial liabilitiesWhen the Company becomes a party to a financial instrument, it is recognized as a financial asset or financialliability. The financial assets and financial liabilities initially recognized by the Company are measured at fair value;for the financial assets and liabilities at fair value through profit or loss, the transaction expenses thereof are directlyincluded in profit or loss; for other categories of financial assets and financial liabilities, the transaction expensesthereof are included into the initially recognized amount. However, at initial recognition, for accounts receivablethat do not contain a significant financing component or in circumstances where the Company does not consider thefinancing components in contracts within one year, they are measured at the transaction price in accordance with“CASBE 14 – Revenues”.
(2) Subsequent measurement of financial assets
1) Financial assets measured at amortized cost
The Company measures its financial assets at the amortized costs using effective interest method. Gains or losseson financial assets that are measured at amortized cost and are not part of hedging relationships shall be includedinto profit or loss when the financial assets are derecognized, reclassified, amortized using effective interest methodor recognized with impairment loss.
2) Debt instrument investments at fair value through other comprehensive incomeThe Company measures its debt instrument investments at fair value. Interests, impairment gains or losses, andgains and losses on foreign exchange that calculated using effective interest method shall be included into profit orloss, while other gains or losses are included into other comprehensive income. Accumulated gains or losses thatinitially recognized as other comprehensive income should be transferred out into profit or loss when the financialassets are derecognized.
3) Equity instrument investments at fair value through other comprehensive incomeThe Company measures its equity instrument investments at fair value. Dividends obtained (other than those as partof investment cost recovery) shall be included into profit or loss, while other gains or losses are included into othercomprehensive income. Accumulated gains or losses that initially recognized as other comprehensive income shouldbe transferred out into retained earnings when the financial assets are derecognized.
4) Financial assets at fair value through profit or loss
The Company measures its financial assets at fair value. Gains or losses arising from changes in fair value (includinginterests and dividends) shall be included into profit or loss, except for financial assets that are part of hedgingrelationships.
(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 held-for-trading financial liabilities (includingderivatives that are liabilities) and financial liabilities designated as at fair value through profit or loss. The Companymeasures such kind of liabilities at fair value. The amount of changes in the fair value of the financial liabilities thatare attributable to changes in the Company’s own credit risk shall be included into other comprehensive income,unless such treatment would create or enlarge accounting mismatches in profit or loss. Other gains or losses onthose financial liabilities (including interests, changes in fair value that are attributable to reasons other than changesin the Company’s own credit risk) shall be included into profit or loss, except for financial liabilities that are part ofhedging relationships. Accumulated gains or losses that originally recognized as other comprehensive incomeshould be transferred out into retained earnings when the financial liabilities are derecognized.
2) Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when thecontinuing involvement approach appliesThe Company measures its financial liabilities in accordance with “CASBE 23 – Transfer of Financial Assets”.
3) Financial guarantee contracts not fall within the above categories 1) and 2), and commitments to provide a loanat a below-market interest rate, which do not fall within the above category 1)The Company measures its financial liabilities at the higher of: a. the amount of loss allowances in accordance withimpairment requirements of financial instruments; b. the amount initially recognized less the amount of accumulatedamortization recognized in accordance with “CASBE 14 – Revenues”.
4) Financial liabilities at amortized cost
The Company measures its financial liabilities at amortized cost using effective interest method. Gains or losses onfinancial liabilities that are measured at amortized cost and are not part of hedging relationships shall be includedinto profit or loss when the financial liabilities are derecognized and amortized using effective interest method.
(4) Derecognition of financial assets and financial liabilities
1) Financial assets are derecognized when:
a. the contractual rights to the cash flows from the financial assets expire; orb. the financial assets have been transferred and the transfer qualifies for derecognition in accordance with “CASBE23 – Transfer of Financial Assets”.
2) Only when the underlying present obligations of a financial liability are relieved totally or partly may the financialliability be derecognized accordingly.
3. Recognition criteria and measurement method of financial assets transfer
Where the Company has transferred substantially all of the risks and rewards related to the ownership of the financialasset, it derecognizes the financial asset, and any right or liability arising from such transfer is recognizedindependently as an asset or a liability. If it retained substantially all of the risks and rewards related to the ownershipof the financial asset, it continues recognizing the financial asset. Where the Company does not transfer or retainsubstantially all of the risks and rewards related to the ownership of a financial asset, it is dealt with according tothe circumstances as follows respectively: (1) if the Company does not retain its control over the financial asset, itderecognizes the financial asset, and any right or liability arising from such transfer is recognized independently asan asset or a liability; (2) if the Company retains its control over the financial asset, according to the extent of itscontinuing involvement in the transferred financial asset, it recognizes the related financial asset and recognizes therelevant liability accordingly.If the transfer of an entire financial asset satisfies the conditions for derecognition, the difference between theamounts of the following two items is included in profit or loss: (1) the carrying amount of the transferred financialasset as of the date of derecognition; (2) the sum of consideration received from the transfer of the financial asset,and the accumulative amount of the changes of the fair value originally included in other comprehensive incomeproportionate to the transferred financial asset (financial assets transferred refer to debt instrument investments atfair value through other comprehensive income). If the transfer of financial asset partially satisfies the conditionsfor derecognition, the entire carrying amount of the transferred financial asset is, between the portion which isderecognized and the portion which is not, apportioned according to their respective relative fair value, and thedifference between the amounts of the following two items is included into profit or loss: (1) the carrying amountof the portion which is derecognized; (2) the sum of consideration of the portion which is derecognized, and theportion of the accumulative amount of the changes in the fair value originally included in other comprehensiveincome which is corresponding to the portion which is derecognized (financial assets transferred refer to debtinstrument investments at fair value through other comprehensive income).
4. Fair value determination method of financial assets and liabilities
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data andinformation are available to measure fair value. The inputs to valuation techniques used to measure fair value arearranged in the following hierarchy and used accordingly:
(1) Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Companycan access at the measurement date;
(2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset orliability, either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in activemarkets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other thanquoted prices that are observable for the asset or liability, for example, interest rates and yield curves observable atcommonly quoted intervals; market-corroborated inputs;
(3) Level 3 inputs are unobservable inputs for the asset or liability. Level 3 inputs include interest rate that is not
observable and cannot be corroborated by observable market data at commonly quoted intervals, historical volatility,future cash flows to be paid to fulfill the disposal obligation assumed in business combination, financial forecastdeveloped using the Company’s own data, etc.
5. Impairment of financial instruments
The Company, on the basis of expected credit loss, recognizes loss allowances of financial assets at amortized cost,debt instrument investments at fair value through other comprehensive income, leases receivable, loan commitmentsother than financial liabilities at fair value through profit or loss, financial guarantee contracts not belong to financialliabilities at fair value through profit or loss or financial liabilities that arise when a transfer of a financial asset doesnot qualify for derecognition or when the continuing involvement approach applies.Expected credit losses refer to the weighted average of credit losses with the respective risks of a default occurringas the weights. Credit loss refers to the difference between all contractual cash flows that are due to the Companyin accordance with the contract and all the cash flows that the Company expects to receive (i.e. all cash shortfalls),discounted at the original effective interest rate. Among which, purchased or originated credit-impaired financialassets are discounted at the credit-adjusted effective interest rate.At the balance sheet date, the Company shall only recognize the cumulative changes in the lifetime expected creditlosses since initial recognition as a loss allowance for purchased or originated credit-impaired financial assets.For accounts receivable and contract assets resulting from transactions regulated in “CASBE 14 – Revenues”, theCompany chooses simplified approach to measure the loss allowance at an amount equal to lifetime expected creditlosses.For financial assets other than the above, on each balance sheet date, the Company shall assess whether the creditrisk on the financial instrument has increased significantly since initial recognition. The Company shall measurethe loss allowance for the financial instrument at an amount equal to the lifetime expected credit losses if the creditrisk on that financial instrument has increased significantly since initial recognition; otherwise, the Company shallmeasure the loss allowance for that financial instrument at an amount equal to 12-month expected credit loss.Considering reasonable and supportable forward-looking information, the Company compares the risk of a defaultoccurring on the 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, so as to assess whether the credit risk on the financial instrument hasincreased significantly since initial recognition.The Company may assume that the credit risk on a financial instrument has not increased significantly since initialrecognition if the financial instrument is determined to have relatively low credit risk at the balance sheet date.The Company shall estimate expected credit risk and measure expected credit losses on an individual or a collectivebasis. When the Company adopts the collective basis, financial instruments are grouped with similar credit riskfeatures.The Company shall remeasure expected credit loss on each balance sheet date, and increased or reversed amountsof loss allowance arising therefrom shall be included into profit or loss as impairment losses or gains. For a financialasset measured at amortized cost, the loss allowance reduces the carrying amount of such financial asset presentedin the balance sheet; for a debt investment measured at fair value through other comprehensive income, the loss
allowance shall be recognized in other comprehensive income and shall not reduce the carrying amount of suchfinancial asset.
6. Offsetting financial assets and financial liabilities
Financial assets and financial liabilities are presented separately in the balance sheet and are not offset. However,the Company offsets a financial asset and a financial liability and presents the net amount in the balance sheet when,and only when, the Company: (1) currently has a legally enforceable right to set off the recognized amounts; and
(2) intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.For a transfer of a financial asset that does not qualify for derecognition, the Company does not offset the transferredasset and the associated liability.
12. Notes receivable
□ Applicable √ Not Applicable
13. Accounts receivable
√ Applicable □ Not Applicable
Determination method and accounting treatment of expected credit loss of accounts receivable
√ Applicable □ Not Applicable
Please refer to item V 11 of this section for details.
Categories and determination basis of portfolios with provision for bad debts made on a collective basis usingsimilar credit risk features
√ Applicable □ Not Applicable
Categories | Basis for determination of portfolio | Method for measuring expected credit loss |
Accounts receivable – Portfolio grouped with ages | Ages | Based on historical credit loss experience, the current situation and the forecast of future economic conditions, the Company prepares the comparison table of ages and lifetime expected credit loss rate of accounts receivable, so as to calculate expected credit loss. |
Accounts receivable – Portfolio grouped with balances due from related parties within the consolidation scope | Related parties brought into the consolidation scope | Based on historical credit loss experience, the current situation and the forecast of future economic conditions, the Company calculates expected credit loss through exposure at default and lifetime expected credit loss rate. |
Other receivables – Portfolio grouped with ages | Ages | Based on historical credit loss experience, the current situation and the forecast of future economic conditions, the Company prepares the comparison table of ages and lifetime expected credit loss rate of other receivables, so as to calculate expected credit loss. |
Categories | Basis for determination of portfolio | Method for measuring expected credit loss |
Other receivables – Portfolio grouped with balances due from related parties within the consolidation scope | Related parties brought into the consolidation scope | Based on historical credit loss experience, the current situation and the forecast of future economic conditions, the Company calculates expected credit loss through exposure at default and 12-month or lifetime expected credit loss rate. |
Portfolios grouped with similar credit risk features using age analysis method
√ Applicable □ Not Applicable
Ages | Expected credit loss rate of accounts receivable (%) | Expected credit loss rate of other receivables (%) |
Within 1 year (inclusive, the same hereinafter) | 5.00 | 5.00 |
1-2 years | 10.00 | 10.00 |
2-3 years | 30.00 | 30.00 |
3-4 years | 50.00 | 50.00 |
4-5 years | 80.00 | 80.00 |
Over 5 years | 100.00 | 100.00 |
Ages of accounts receivable/other receivables are calculated from the month when such receivables are accrued.
Judgement basis for receivables with provision for bad debts made on an individual basis
√ Applicable □ Not Applicable
For receivables whose credit risk is significantly different from that of portfolios, the Company accrues expectedcredit losses on an individual basis.
14. Receivables financing
□ Applicable √ Not Applicable
15. Other receivables
√ Applicable □ Not Applicable
Determination method and accounting treatment of expected credit loss of other receivables
√ Applicable □ Not Applicable
Please refer to item V 11 and 13 of this section for details.
Categories and determination basis of portfolios with provision for bad debts made on a collective basis usingsimilar credit risk features
√ Applicable □ Not Applicable
Please refer to item V 11 and 13 of this section for details.
Portfolios grouped with similar credit risk features using age analysis method
√ Applicable □ Not Applicable
Please refer to item V 11 and 13 of this section for details.
Judgement basis for receivables with provision for bad debts made on an individual basis
√ Applicable □ Not Applicable
Please refer to item V 11 and 13 of this section for details.
16. Inventories
√ Applicable □ Not Applicable
Classification, accounting method for dispatched inventories, inventory system, amortization method of low-value consumables and packages
√ Applicable □ Not Applicable
1. Classification of inventories
Inventories include finished goods or goods held for sale in the ordinary course of business, work in process in theprocess of production, materials, supplies, etc. to be consumed in the production process or in the rendering ofservices.
2. Accounting method for dispatched inventories
Inventories dispatched from storage are accounted for with weighted average method at the end of each month.
3. Inventory system
Perpetual inventory method is adopted.
4. Amortization method of packages
The recyclable wine bottles are included in the cost when losses incurred, and the turnover boxes and pallets areamortized over the expected useful life after deducting expected net residual value.
5. Accounting method of packages lent out
The Company recognizes deposits for packages lent out as other payables.At the balance sheet date, based on the number of packages lent out in the current period, the number of irrecoverablepackages is calculated at the current loss rate, which is estimated based on the market conditions and the historicalrecycling records. Provision for inventory write-down shall be made at the cost of irrecoverable packages, andallowances for other payables shall be accrued at the after-tax amount of non-refundable deposits, with thedifference recognized as assets impairment loss through profit and loss.The packages lent out will be accounted for as a sale when there is objective evidence indicating that the packagesare irrecoverable, and the carrying amount (cost less provisions for write-down) and corresponding deposits payable(cost less allowances) will be carried forward.
Recognition criteria and accrual method of provision for inventory write-down
√ Applicable □ Not Applicable
At the balance sheet date, inventories (excluding packages lent out that expect to be irrecoverable. Please refer to
item V 16.5 of this section for details on the accrual method of provisions for inventory write-down on thesepackages) are measured at the lower of cost and net realizable value; provisions for inventory write-down are madeon the excess of its cost over the net realizable value. The net realizable value of inventories held for sale isdetermined based on the amount of the estimated selling price less the estimated selling expenses and relevant taxesand surcharges in the ordinary course of business; the net realizable value of inventories to be processed isdetermined based on the amount of the estimated selling price less the estimated costs of completion, sellingexpenses and relevant taxes and surcharges in the ordinary course of business; at the balance sheet date, when onlypart of the same item of inventories have agreed price, their net realizable value are determined separately and arecompared with their costs to set the provision for inventory write-down to be made or reversed.
Categories of portfolios with provision for inventory write-down made on a collective basis and determinationbasis, determination basis of net realizable value
□ Applicable √ Not Applicable
Calculation method and determination basis for net realizable value under portfolio grouped with ages
□ Applicable √ Not Applicable
17. Contract assets
□ Applicable √ Not Applicable
18. Non-current assets or disposal groups held for sale
□ Applicable √ Not Applicable
Recognition criteria and accounting treatment of non-current assets or disposal groups held for sale
√ Applicable □ Not Applicable
1. Classification of non-current assets or disposal groups held for sale
Non-current assets or disposal groups are accounted for as held for sale when the following conditions are all met:
(1) the asset must be available for immediate sale in its present condition subject to terms that are usual andcustomary for sales of such assets or disposal groups; (2) its sales must be highly probable, i.e., the Company hasmade a decision on the sale plan and has obtained a firm purchase commitment, and the sale is expected to becompleted within one year.When the Company acquires a non-current asset or disposal group with a view to resale, it shall classify the non-current asset or disposal group as held for sale at the acquisition date only if the requirement of “expected to becompleted within one year” is met at that date and it is highly probable that other criteria for held for sale will bemet within a short period (usually within three months).An asset or a disposal group is still accounted for as held for sale when the Company remains committed to its planto sell the asset or disposal group in the circumstance that non-related party transactions fail to be completed withinone year due to one of the following reasons: (1) a buyer or others unexpectedly set conditions that will extend thesale period, while the Company has taken timely actions to respond to the conditions and expects a favorableresolution of the delaying factors within one year since the setting; (2) a non-current asset or disposal group
classified as held for sale fails to be sold within one year due to rare cases, and the Company has taken actionnecessary to respond to the circumstances during the initial one-year period and the criteria for held for sale are met.
2. Accounting treatments of non-current assets or disposal groups held for sale
(1) Initial measurement and subsequent measurement
For initial measurement and subsequent measurement as at the balance sheet date of a non-current asset or disposalgroup held for sale, where the carrying amount is higher than the fair value less costs to sell, the carrying amount iswritten down to the fair value less costs to sell, and the write-down is recognized in profit or loss as assetsimpairment loss, meanwhile, provision for impairment of assets held for sale shall be made.For a non-current asset or disposal group classified as held for sale at the acquisition date, the asset or disposalgroup is measured on initial recognition at the lower of its initial measurement amount had it not been so classifiedand fair value less costs to sell. Apart from the non-current asset or disposal group acquired through businesscombination, the difference arising from the initial recognition of a non-current asset or disposal group at the fairvalue less costs to sell shall be included into profit or loss.The assets impairment loss recognized for a disposal group held for sale shall reduce the carrying amount ofgoodwill in the disposal group first, and then reduce its carrying amount based on the proportion of each non-currentasset’s carrying amount in the disposal group.No provision for depreciation or amortization shall be made on non-current assets held for sale or non-current assetsin disposal groups held for sale, while interest and other expenses attributable to the liabilities of a disposal groupheld for sale shall continue to be recognized.
(2) Reversal of assets impairment loss
When there is a subsequent increase in fair value less costs to sell of a non-current asset held for sale at the balancesheet date, the write-down shall be recovered, and shall be reversed not in excess of the impairment loss that hasbeen recognized after the non-current asset was classified as held for sale. The reversal shall be included into profitor loss. Assets impairment loss that has been recognized before the classification is not reversed.When there is a subsequent increase in fair value less costs to sell of a disposal group held for sale at the balancesheet date, the write-down shall be recovered, and shall be reversed not in excess of the non-current assetsimpairment loss that has been recognized after the disposal group was classified as held for sale. The reversal shallbe included into profit or loss. The reduced carrying amount of goodwill and non-current assets impairment lossthat has been recognized before the classification is not reversed.For the subsequent reversal of the impairment loss that has been recognized in a disposal group held for sale, thecarrying amount is increased based on the proportion of carrying amount of each non-current asset (excludinggoodwill) in the disposal group.
(3) Non-current asset or disposal group that is no longer classified as held for sale and derecognizedA non-current asset or disposal group that does not meet criteria for held for sale and no longer classified as heldfor sale, or a non-current asset that removed from a disposal group held for sale shall be measured at the lower of:
1) its carrying amount before it was classified as held for sale, adjusted for any depreciation, amortization orimpairment that would have been recognized had it not been classified as held for sale; and 2) its recoverable amount.
When a non-current asset or disposal group classified as held for sale is derecognized, unrecognized gains or lossesshall be included into profit or loss.
Recognition criteria and presentation method of discontinued operations
√ Applicable □ Not Applicable
1. Recognition criteria of discontinued operations
A component of the Company that has been disposed of, or is classified as held for sale and can be clearlydistinguished is recognized as a discontinued operation when it fulfills any of the following conditions:
(1) it represents a separate major line of business or a separate geographical area of operations;
(2) it is part of a related plan to dispose of a separate major line of business or a separate geographical area ofoperations; or
(3) it is a subsidiary acquired exclusively with a review to resale.
2. Presentation method of discontinued operations
The Company presents gains or losses from continuing operations and gains or losses from discontinued operationsseparately in the income statement. Operating gains or losses including impairment loss of discontinued operationsand its reversal amount, and gains or losses on disposal are presented as gains or losses from discontinued operations.For discontinued operations presented in the current period, the information previously presented as gains or lossesfrom continuing operations is reclassified as gains or losses from discontinued operations for the comparative periodin the current financial statements. For discontinued operations that no longer meet criteria for held for sale, theinformation previously presented as gains or losses from discontinued operations is reclassified as gains or lossesfrom continuing operations for the comparative period in the current financial statements.
19. Long-term equity investments
√ Applicable □ Not Applicable
1. Judgment of joint control and significant influence
Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisionsabout the relevant activities require the unanimous consent of the parties sharing control. Significant influence isthe power to participate in the financial and operating policy decisions of the investee but is not control or jointcontrol of these policies.
2. Determination of investment cost
(1) For business combination under common control, if the consideration of the combining party is that it makespayment in cash, transfers non-cash assets, assumes its liabilities or issues equity securities, on the date ofcombination, it regards the share of the carrying amount of the equity of the combined party included in theconsolidated financial statements of the ultimate controlling party as the initial cost of the investment. The differencebetween the initial cost of the long-term equity investments and the carrying amount of the combinationconsideration paid or the par value of shares issued offsets capital reserve; if the balance of capital reserve isinsufficient to offset, any excess is adjusted to retained earnings.When long-term equity investments are obtained through business combination under common control achieved in
stages, the Company determines whether it is a “bundled transaction”. If it is a “bundled transaction”, stages as awhole are considered as one transaction in accounting treatment. If it is not a “bundled transaction”, on the date ofcombination, investment cost is initially recognized at the share of the carrying amount of net assets of the combinedparty included the consolidated financial statements of the ultimate controlling party. The difference between theinitial investment cost of long-term equity investments at the acquisition date and the carrying amount of thepreviously held long-term equity investments plus the carrying amount of the consideration paid for the newlyacquired equity is adjusted to capital reserve; if the balance of capital reserve is insufficient to offset, any excess isadjusted to retained earnings.
(2) For business combination not under common control, investment cost is initially recognized at the acquisition-date fair value of considerations paid.When long-term equity investments are obtained through business combination not under common control achievedin stages, the Company determined whether they are stand-alone financial statements or consolidated financialstatements in accounting treatment:
1) In the case of stand-alone financial statements, investment cost is initially recognized at the carrying amount ofthe previously held long-term equity investments plus the carrying amount of the consideration paid for the newlyacquired equity.
2) In the case of consolidated financial statements, the Company determines whether it is a “bundled transaction”.If it is a “bundled transaction”, stages as a whole are considered as one transaction in accounting treatment. If it isnot a “bundled transaction”, the carrying amount of the acquirer’s previously held equity interest in the acquiree isremeasured at the acquisition-date fair value, and the difference between the fair value and the carrying amount isrecognized in investment income; when the acquirer’s previously held equity interest in the acquiree involves othercomprehensive income under equity method, the related other comprehensive income is reclassified as income forthe acquisition period, excluding other comprehensive income arising from changes in net liabilities or assets fromremeasurement of defined benefit plan of the acquiree.
(3) Long-term equity investments obtained through ways other than business combination: the initial cost of a long-term equity investment obtained by making payment in cash is the purchase cost which is actually paid; that obtainedon the basis of issuing equity securities is the fair value of the equity securities issued; that obtained through debtrestructuring is determined according to “CASBE 12 – Debt Restructuring”; and that obtained through non-cashassets exchange is determined according to “CASBE 7 – Non-cash Assets Exchange”.
3. Subsequent measurement and recognition method of profit or loss
For a long-term equity investment with control relationship, it is accounted for with cost method; for a long-termequity investment with joint control or significant influence relationship, it is accounted for with equity method.
4. Disposal of a subsidiary in stages resulting in the Company’s loss of control
(1) Judgement principles of “bundled transaction”
For disposal of a subsidiary in stages resulting in the Company’s loss of control, the Company determines whetherit is a “bundled transaction” based on the agreement terms for each stage, disposal consideration obtained separately,object of the equity sold, disposal method, disposal time point, etc. If the terms, conditions and economic effect ofeach transaction meet one or more of the following conditions, these transactions are usually considered as a
“bundled transaction”:
1) these transactions are entered into at the same time or in contemplation of each other;
2) these transactions form a single transaction designed to achieve an overall commercial effect;
3) the occurrence of one transaction is dependent on the occurrence of at least one other transaction; and
4) one transaction considered on its own is not economically justified, but it is economically justified whenconsidered together with other transactions.
(2) Accounting treatments of non-bundled transactions
1) Stand-alone financial statements
The difference between the carrying amount of the disposed equity and the consideration obtained thereof isrecognized in profit or loss. If the disposal does not result in the Company’s loss of significant influence or jointcontrol, the remained equity is accounted for with equity method; however, if the disposal results in the Company’sloss of control, joint control, or significant influence, the remained equity is accounted for according to “CASBE22 – Financial Instruments: Recognition and Measurement”.
2) Consolidated financial statements
Before the Company’s loss of control, the difference between the disposal consideration and the proportionate shareof net assets in the disposed subsidiary from acquisition date or combination date to the disposal date is adjusted tocapital reserve (capital premium), if the balance of capital reserve is insufficient to offset, any excess is adjusted toretained earnings.When the Company loses control, the remained equity is remeasured at the loss-of-control-date fair value. Theaggregated value of disposal consideration and the fair value of the remained equity, less the share of net assets inthe disposed subsidiary held before the disposal from the acquisition date or combination date to the disposal dateis recognized in investment income in the period when the Company loses control over such subsidiary, andmeanwhile goodwill is offset correspondingly. Other comprehensive income related to equity investments in formersubsidiary is reclassified as investment income upon the Company’s loss of control.
(3) Accounting treatment of bundled transaction
1) Stand-alone financial statements
Stages as a whole are considered as one transaction resulting in loss of control in accounting treatment. However,before the Company loses control over a subsidiary, the difference between the disposal consideration at each stageand the carrying amount of long-term equity investments corresponding to the disposed investments is recognizedas other comprehensive income at the stand-alone financial statements and reclassified as profit or loss in the periodwhen the Company loses control over such subsidiary.
2) Consolidated financial statements
Stages as a whole are considered as one transaction resulting in loss of control in accounting treatment. However,before the Company loses control over a subsidiary, the difference between the disposal consideration at each stageand the proportionate share of net assets in the disposed subsidiary is recognized as other comprehensive income atthe consolidated financial statements and reclassified as profit or loss in the period when the Company loses controlover such subsidiary.
20. Investment property
Not Applicable
21. Fixed assets
(1) Recognition principles
√ Applicable □ Not Applicable
Fixed assets are tangible assets held for use in the production of goods or rendering of services, for rental to others,or for administrative purposes, and expected to be used during more than one accounting year. Fixed assets arerecognized if, and only if, it is probable that future economic benefits associated with the assets will flow to theCompany and the cost of the assets can be measured reliably.
(2) Depreciation method
√ Applicable □ Not Applicable
Categories | Depreciation method | Useful life (years) | Residual value proportion | Annual depreciation rate |
Buildings and structures | Straight-line method | 20-40 | 0%-10% | 2.25%-5.00% |
Machinery | Straight-line method | 5-15 | 0%-10% | 6.00%-20.00% |
Transport facilities | Straight-line method | 5-10 | 0%-10% | 9.00%-20.00% |
Other equipment | Straight-line method | 3-12 | 0%-10% | 7.50%-33.33% |
22. Construction in progress
√ Applicable □ Not Applicable
1. Construction in progress is recognized if, and only if, it is probable that future economic benefits associated withthe item will flow to the Company, and the cost of the item can be measured reliably. Construction in progress ismeasured at the actual cost incurred to reach its designed usable conditions.
2. Construction in progress is transferred into fixed assets at its actual cost when it reaches the designed usableconditions. When the auditing of the construction in progress was not finished while reaching the designed usableconditions, it is transferred to fixed assets using estimated value first, and then adjusted accordingly when the actualcost is settled, but the accumulated depreciation is not to be adjusted retrospectively.
Categories | Standards and time point of transferring construction in progress to fixed assets |
Buildings and structures | Reaching its usable conditions after self-construction or outsourcing construction is completed |
Machinery | Reaching its designed usable conditions after installation and commissioning |
Other equipment | Reaching its designed usable conditions after installation and commissioning |
23. Borrowing costs
√ Applicable □ Not Applicable
1. Recognition principle of borrowing costs capitalization
Where the borrowing costs incurred to the Company can be directly attributable to the acquisition and construction
or production of assets eligible for capitalization, it is capitalized and included in the costs of relevant assets; otherborrowing costs are recognized as expenses on the basis of the actual amount incurred, and are included in profit orloss.
2. Borrowing costs capitalization period
(1) The borrowing costs are not capitalized unless the following requirements are all met: 1) the asset disbursementshave already incurred; 2) the borrowing costs have already incurred; and 3) the acquisition and construction orproduction activities which are necessary to prepare the asset for its intended use or sale have already started.
(2) Suspension of capitalization: where the acquisition and construction or production of a qualified asset isinterrupted abnormally and the interruption period lasts for more than 3 months, the capitalization of the borrowingcosts is suspended; the borrowing costs incurred during such period are recognized as expenses, and are includedin profit or loss, till the acquisition and construction or production of the asset restarts.
(3) Ceasing of capitalization: when the qualified asset under acquisition and construction or production is ready forthe intended use or sale, the capitalization of the borrowing costs is ceased.
3. Capitalization rate and capitalized amount of borrowing costs
For borrowings exclusively for the acquisition and construction or production of assets eligible for capitalization,the to-be-capitalized amount of interests is determined in light of the actual interest expenses incurred (includingamortization of premium or discount based on effective interest method) of the special borrowings in the currentperiod less the interest income on the unused borrowings as a deposit in the bank or as a temporary investment;where a general borrowing is used for the acquisition and construction or production of assets eligible forcapitalization, the Company calculates and determines the to-be-capitalized amount of interests on the generalborrowing by multiplying the weighted average asset disbursement of the excess of the accumulative capitaldisbursements over the special borrowings by the capitalization rate of the general borrowing used.
24. Biological assets
□ Applicable √ Not Applicable
25. Oil & gas assets
□ Applicable √ Not Applicable
26. Intangible assets
(1) Useful life and its determination basis, estimation, amortization method or review procedure
√ Applicable □ Not Applicable
1. Intangible assets include land use right, trademark, software, etc. The initial measurement of intangible assets isbased on its cost.
2. For intangible assets with finite useful lives, their amortization amounts are amortized within their useful livessystematically and reasonably, if it is unable to determine the expected realization pattern reliably, intangible assetsare amortized by the straight-line method with details as follows:
Items | Useful life and determination basis | Amortization method |
Land use right | 30-50 years; expected useful life | Straight-line method |
Trademark | 10 years, 28.33 years, 30 years; expected useful life | Straight-line method |
software | 3-10 years; expected useful life | Straight-line method |
Intangible assets with indefinite useful lives are not amortized, but their useful life is reviewed annually. Judgmentbasis for indefinite useful life is as follows:
Items | Judgment basis |
Trademark | The life cycle of the product corresponding to the trademark cannot be determined and the validity period of trademark is more likely to be extended |
(2) Permitted scope of R&D costs and relevant accounting treatments
√ Applicable □ Not Applicable
(1) Personnel costs
Personnel costs include wages and salaries, basic endowment insurance premiums, basic medical insurancepremiums, unemployment insurance premiums, occupational injuries premiums, maternity premiums and housingprovident funds for the Company’s R&D personnel, as well as labor costs for external R&D personnel.If R&D personnel serve for multiple R&D projects at the same time, personnel costs are recognized based on theirworking hour records provided by the Company’s administrative department, and proportionately allocated amongdifferent R&D projects.If personnel directly engaged in R&D activities and external R&D personnel are engaged in non-R&D activities atthe same time, the Company, based on their working hour records at different positions, allocates personnel costsactually incurred between R&D expenses and production and operating expenses using reasonable methods such asthe ratio of actual working hours.
(2) Direct input costs
Direct input costs refer to relevant expenses actually incurred by the Company for R&D activities, which include:
1) materials, fuel and power costs directly consumed by R&D activities; 2) operation and maintenance, adjustment,inspection, testing and repairing costs of instruments and equipment used for R&D activities; and 3) rental fees ofinstruments and equipment leased under operating leases for R&D activities.
(3) Depreciation
Depreciation refers to the depreciation of instruments and equipment used for R&D activities.For instruments and equipment both used for R&D activities and non-R&D activities, necessary records shall bekept on their usage, and depreciation actually incurred is allocated between R&D expenses and production andoperating expenses in a reasonable manner based on the actual working hours, etc.
(4) Amortization of intangible assets
Amortization of intangible assets refer to the amortization of software used for R&D activities.For intangible assets both used for R&D activities and non-R&D activities, necessary records shall be kept on theirusage, and amortization actually incurred is allocated between R&D expenses and production and operatingexpenses in a reasonable manner based on the actual working hours, etc.
(5) Design expenses
Design expenses refer to expenses incurred for the conception, development and manufacturing of new productsand techniques, design of processes, technical specifications, process specification formulation, operationalcharacteristics, etc., including expenses incurred for creative design activities to obtain innovative, creative andbreakthrough products.
(6) Other expenses
Other expenses refer to expenses other than those mentioned above that are directly related to R&D activities,including technical books and materials fees, data translation fees, expert consultation fees, high-tech R&Dinsurance premiums, R&D outcomes search, analysis, review, demonstration, appraisal, evaluation, assessment, andacceptance fees, intellectual property application, registration and agency fees, business travelling fees, conferencefees, etc.
4. Expenditures on the research phase of an internal project are recognized as profit or loss when they are incurred.An intangible asset arising from the development phase of an internal project is recognized if the Company candemonstrate all of the followings: (1) the technical feasibility of completing the intangible asset so that it will beavailable for use or sale; (2) its intention to complete the intangible asset and use or sell it; (3) how the intangibleasset will generate probable future economic benefits, among other things, the Company can demonstrate theexistence of a market for the output of the intangible asset or the intangible asset itself or, if it is to be used internally,the usefulness of the intangible asset; (4) the availability of adequate technical, financial and other resources tocomplete the development and to use or sell the intangible asset; and (5) its ability to measure reliably theexpenditure attributable to the intangible asset during its development.
27. Impairment of part of long-term assets
√ Applicable □ Not Applicable
For long-term assets such as long-term equity investments, fixed assets, construction in progress, right-of-use assets,intangible assets with finite useful lives, etc., if at the balance sheet date there is indication of impairment, therecoverable amount is to be estimated. For goodwill recognized in business combination and intangible assets withindefinite useful lives, no matter whether there is indication of impairment, impairment test is performed annually.Impairment test on goodwill is performed on related asset group or asset group portfolio.When the recoverable amount of such long-term assets is lower than their carrying amount, the difference isrecognized as provision for assets impairment through profit or loss.
28. Long-term prepayments
□ Applicable √ Not Applicable
29. Contract liabilities
√ Applicable □ Not Applicable
The Company presents contract assets or contract liabilities in the balance sheet based on the relationship betweenits performance obligations and customers’ payments. Contract assets and contract liabilities under the same contractshall offset each other and be presented on a net basis.The Company presents an unconditional right to consideration (i.e., only the passage of time is required before the
consideration is due) as a receivable, and presents a right to consideration in exchange for goods that it hastransferred to a customer (which is conditional on something other than the passage of time) as a contract asset.The Company presents an obligation to transfer goods to a customer for which the Company has receivedconsideration (or the amount is due) from the customer as a contract liability.
30. Employee benefits
Employee benefits include short-term employee benefits, post-employment benefits, termination benefits and otherlong-term employee benefits.
(1) Accounting treatment of short-term employee benefits
√ Applicable □ Not Applicable
The Company recognizes, in the accounting period in which an employee provides service, short-term employeebenefits actually incurred as liabilities, with a corresponding charge to profit or loss or the cost of a relevant asset.
(2) Accounting treatment of post-employment benefits
√ Applicable □ Not Applicable
The Company classifies post-employment benefit plans as either defined contribution plans or defined benefit plans.
(1) The Company recognizes in the accounting period in which an employee provides service the contributionpayable to a defined contribution plan as a liability, with a corresponding charge to profit or loss or the cost of arelevant asset.
(2) Accounting treatment by the Company for defined benefit plan usually involves the following steps:
1) In accordance with the projected unit credit method, using unbiased and mutually compatible actuarialassumptions to estimate related demographic variables and financial variables, measure the obligations under thedefined benefit plan, and determine the periods to which the obligations are attributed. Meanwhile, the Companydiscounts obligations under the defined benefit plan to determine the present value of the defined benefit planobligations and the current service cost;
2) When a defined benefit plan has assets, the Company recognizes the deficit or surplus by deducting the fair valueof defined benefit plan assets from the present value of the defined benefit plan obligation as a net defined benefitplan liability or net defined benefit plan asset. When a defined benefit plan has a surplus, the Company measuresthe net defined benefit plan asset at the lower of the surplus in the defined benefit plan and the asset ceiling;
3) At the end of the period, the Company recognizes the following components of employee benefits cost arisingfrom defined benefit plan: a. service cost; b. net interest on the net defined benefit plan liability (asset); and c.changes as a result of remeasurement of the net defined benefit liability (asset). Item a and item b are recognized inprofit or loss or the cost of a relevant asset. Item c is recognized in other comprehensive income and is not to bereclassified subsequently to profit or loss. However, the Company may transfer those amounts recognized in othercomprehensive income within equity.
(3) Accounting treatment of termination benefits
√ Applicable □ Not Applicable
Termination benefits provided to employees are recognized as an employee benefit liability for termination benefits,
with a corresponding charge to profit or loss at the earlier of the following dates: (1) when the Company cannotunilaterally withdraw the offer of termination benefits because of an employment termination plan or a curtailmentproposal; or (2) when the Company recognizes cost or expenses related to a restructuring that involves the paymentof termination benefits.
(4) Accounting treatment of other long-term employee benefits
√ Applicable □ Not Applicable
When other long-term employee benefits provided to the employees satisfied the conditions for classifying as adefined contribution plan, those benefits are accounted for in accordance with the requirements relating to definedcontribution plan, while other benefits are accounted for in accordance with the requirements relating to definedbenefit plan. The Company recognizes the cost of employee benefits arising from other long-term employee benefitsas the followings: (1) service cost; (2) net interest on the net liability or net assets of other long-term employeebenefits; and (3) changes as a result of remeasurement of the net liability or net assets of other long-term employeebenefits. As a practical expedient, the net total of the aforesaid amounts is recognized in profit or loss or includedin the cost of a relevant asset.
31. Provisions
√ Applicable □ Not Applicable
1. Provisions are recognized when fulfilling the present obligations arising from contingencies such as providingguarantee for other parties, litigation, products quality guarantee, onerous contract, etc., may cause the outflow ofthe economic benefit and such obligations can be reliably measured.
2. The initial measurement of provisions is based on the best estimated expenditures required in fulfilling the presentobligations, and its carrying amount is reviewed at the balance sheet date.
32. Share-based payment
√ Applicable □ Not Applicable
1. Types of share-based payment
Share-based payment consists of equity-settled share-based payment and cash-settled share-based payment.
2. Accounting treatment for settlements, modifications and cancellations of share-based payment plans
(1) Equity-settled share-based payment
For equity-settled share-based payment transaction with employees, if the equity instruments granted vestimmediately, the fair value of those equity instruments is measured at grant date and recognized as transaction costor expense, with a corresponding adjustment in capital reserve; if the equity instruments granted do not vest untilthe counterparty completes a specified period of service or fulfills certain performance conditions, at the balancesheet date within the vesting period, the fair value of those equity instruments measured at grant date based on thebest estimate of the number of equity instruments expected to vest is recognized as transaction cost or expense, witha corresponding adjustment in capital reserve.For equity-settled share-based payment transaction with parties other than employees, if the fair value of the servicesreceived can be measured reliably, the fair value is measured at the date the Company receives the service; if thefair value of the services received cannot be measured reliably, but that of equity instruments can be measured
reliably, the fair value of the equity instruments granted measured at the date the Company receives the service isreferred to, and recognized as transaction cost or expense, with a corresponding increase in equity.
(2) Cash-settled share-based payment
For cash-settled share-based payment transactions with employees, if share appreciation rights vest immediately,the fair value of the liability incurred as the acquisition of services is measured at grant date and recognized astransaction cost or expense, with a corresponding increase in liabilities; if share appreciation rights do not vest untilthe employees have completed a specified period of service or fulfills certain performance conditions, the liabilityis measured, at each balance sheet date until settled, at the fair value of the share appreciation rights measured atgrant date based on the best estimate of the number of share appreciation right expected to vest.
(3) Modifications and cancellations of share-based payment plan
If the modification increases the fair value of the equity instruments granted, the Company includes the incrementalfair value granted in the measurement of the amount recognized for services received as consideration for the equityinstruments granted; similarly, if the modification increases the number of equity instruments granted, the Companyincludes the fair value of the additional equity instruments granted, in the measurement of the amount recognizedfor services received as consideration for the equity instruments granted; if the Company modifies the vestingconditions in a manner that is beneficial to the employee, the Company takes the modified vesting conditions intoaccount.If the modification reduces the fair value of the equity instruments granted, the Company does not take into accountthat decrease in fair value and continue to measure the amount recognized for services received as consideration forthe equity instruments based on the grant date fair value of the equity instruments granted; if the modificationreduces the number of equity instruments granted to an employee, that reduction is accounted for as a cancellationof that portion of the grant; if the Company modifies the vesting conditions in a manner that is not beneficial to theemployee, the Company does not take the modified vesting conditions into account.If the Company cancels or settles a grant of equity instruments during the vesting period (other than that cancelledwhen the vesting conditions are not satisfied), the Company accounts for the cancellation or settlement as anacceleration of vesting, and therefore recognizes immediately the amount that otherwise would have beenrecognized for services received over the remainder of the vesting period.
33. Other financial instruments such as preferred shares and perpetual bonds
□ Applicable √ Not Applicable
34. Revenue
(1) Accounting policies for revenue recognition and measurement of revenue disclosed by business nature
√ Applicable □ Not Applicable
1. Revenue recognition principles
At contract inception, the Company shall assess the contracts and shall identify each performance obligation in thecontracts, and determine whether the performance obligation should be satisfied over time or at a point in time.The Company satisfies a performance obligation over time if one of the following criteria is met, otherwise, the
performance obligation is satisfied at a point in time: (1) the customer simultaneously receives and consumes theeconomic benefits provided by the Company’s performance as the Company performs; (2) the customer can controlgoods as they are created by the Company’s performance; (3) goods created during the Company’s performancehave irreplaceable uses and the Company has an enforceable right to the payments for performance completed todate during the whole contract period.For each performance obligation satisfied over time, the Company shall recognize revenue over time by measuringthe progress towards complete satisfaction of that performance obligation. In the circumstance that the progresscannot be measured reasonably, but the costs incurred in satisfying the performance obligation are expected to berecovered, the Company shall recognize revenue only to the extent of the costs incurred until it can reasonablymeasure the progress. For each performance obligation satisfied at a point in time, the Company shall recognizerevenue at the time point that the customer obtains control of relevant goods or services. To determine whether thecustomer has obtained control of goods, the Company shall consider the following indications: (1) the Companyhas a present right to payments for the goods, i.e., the customer is presently obliged to pay for the goods; (2) theCompany has transferred the legal title of the goods to the customer, i.e., the customer has legal title to the goods;
(3) the Company has transferred physical possession of the goods to the customer, i.e., the customer has physicallypossessed the goods; (4) the Company has transferred significant risks and rewards of ownership of the goods tothe customer, i.e., the customer has obtained significant risks and rewards of ownership of the goods; (5) thecustomer has accepted the goods; (6) other evidence indicating the customer has obtained control over the goods.
2. Revenue measurement principle
(1) Revenue is measured at the amount of the transaction price that is allocated to each performance obligation. Thetransaction price is the amount of consideration to which the Company expects to be entitled in exchange fortransferring goods or services to a customer, excluding amounts collected on behalf of third parties and thoseexpected to be refunded to the customer.
(2) If the consideration promised in a contract includes a variable amount, the Company shall confirm the bestestimate of variable consideration at expected value or the most likely amount. However, the transaction price thatincludes the amount of variable consideration only to the extent that it is high probable that a significant reversal inthe amount of cumulative revenue recognized will not occur when the uncertainty associated with the variableconsideration is subsequently resolved.
(3) In the circumstance that the contract contains a significant financing component, the Company shall determinethe transaction price based on the price that a customer would have paid for if the customer had paid cash forobtaining control over those goods or services. The difference between the transaction price and the amount ofpromised consideration is amortized under effective interest method over contractual period. The effects of asignificant financing component shall not be considered if the Company expects, at the contract inception, that theperiod between when the customer obtains control over goods or services and when the customer pays considerationwill be one year or less.
(4) For contracts containing two or more performance obligations, the Company shall determine the stand-aloneselling price at contract inception of the distinct good underlying each performance obligation and allocate thetransaction price to each performance obligation on a relative stand-alone selling price basis.
3. Revenue recognition method
The Company is mainly engaged in production and distribution of beer products. Revenue is recognized at theamount net of rebate after the distributor obtains the control over the products, i.e., the Company delivers the beerproducts to the distributor or its designated carrier based on contractual agreements.
(2) Different recognition method and measurement method of revenue from similar businesses underdifferent business models
□ Applicable √ Not Applicable
35. Contract costs
√ Applicable □ Not Applicable
Assets related to contract costs include costs of obtaining a contract and costs to fulfill a contract.The Company recognizes as an asset the incremental costs of obtaining a contract if those costs are expected to berecovered. The costs of obtaining a contract shall be included into profit or loss when incurred if the amortizationperiod of the asset is one year or less.If the costs incurred in fulfilling a contract are not within the scope of standards related to inventories, fixed assetsor intangible assets, etc., the Company shall recognize the costs to fulfill a contract as an asset if all the followingcriteria are satisfied:
1. The costs relate directly to a contract or to an anticipated contract, including direct labor, direct materials,manufacturing overhead cost (or similar cost), cost that are explicitly chargeable to the customer under the contract,and other costs that are only related to the contract;
2. The costs enhance resources of the Company that will be used in satisfying performance obligations in the future;and
3. The costs are expected to be recovered.
An asset related to contract costs shall be amortized on a systematic basis that is consistent with related goods orservices, with amortization included into profit or loss.The Company shall make provision for impairment and recognize an impairment loss to the extent that the carryingamount of an asset related to contract costs exceeds the remaining amount of consideration that the Company expectsto receive in exchange for the goods or services to which the asset relates less the costs expected to be incurred. TheCompany shall recognize a reversal of an impairment loss previously recognized in profit or loss when theimpairment conditions no longer exist or have improved. The carrying amount of the asset after the reversal shallnot exceed the amount that would have been determined on the reversal date if no provision for impairment hadbeen made previously.
36. Government grants
√ Applicable □ Not Applicable
1. Government grants shall be recognized if, and only if, the following conditions are all met: (1) the Company willcomply with the conditions attaching to the grants; (2) the grants will be received. Monetary government grants aremeasured at the amount received or receivable. Non-monetary government grants are measured at fair value, and
can be measured at nominal amount in the circumstance that fair value cannot be assessed.
2. Government grants related to assets
Government grants related to assets are government grants with which the Company purchases, constructs orotherwise acquires long-term assets under requirements of government. In the circumstances that there is no specificgovernment requirement, the Company shall determine based on the primary condition to acquire the grants, andgovernment grants related to assets are government grants whose primary condition is to construct or otherwiseacquire long-term assets. They offset carrying amount of relevant assets, or they are recognized as deferred income.If recognized as deferred income, they are included in profit or loss on a systematic basis over the useful lives ofthe relevant assets. Those measured at notional amount are directly included into profit or loss. For assets sold,transferred, disposed or damaged within the useful lives, balance of unamortized deferred income is transferred intoprofit or loss of the period in which the disposal occurred.
3. Government grants related to income
Government grants related to income are government grants other than those related to assets. For governmentgrants that contain both parts related to assets and parts related to income, in which those two parts are blurred, theyare thus collectively classified as government grants related to income. For government grants related to incomeused for compensating the related future cost, expenses or losses, they are recognized as deferred income andincluded in profit or loss or used to offset relevant cost during the period in which the relevant cost, expenses orlosses are recognized; for government grants related to income used for compensating the related cost, expenses orlosses incurred to the Company, they are directly included in profit or loss or used to offset relevant cost.
4. Government grants related to the ordinary course of business shall be included into other income or used to offsetrelevant cost based on business nature, while those not related to the ordinary course of business shall be includedinto non-operating revenue or expenditures.
5. Policy interest subvention
(1) In the circumstance that government appropriates interest subvention to lending bank, who provides loans forthe Company with a policy subsidised interest rate, borrowings are carried at the amount received, with relevantborrowings cost computed based on the principal and the policy subsidised interest rate.
(2) In the circumstance that government directly appropriates interest subvention to the Company, the subsidisedinterest shall offset relevant borrowing cost.
37. Deferred tax assets/Deferred tax liabilities
√ Applicable □ Not Applicable
1. Deferred tax assets or deferred tax liabilities are calculated and recognized based on the difference between thecarrying amount and tax base of assets and liabilities (and the difference of the carrying amount and tax base ofitems not recognized as assets and liabilities but with their tax base being able to be determined according to taxlaws) and in accordance with the tax rate applicable to the period during which the assets are expected to berecovered or the liabilities are expected to be settled.
2. A deferred tax asset is recognized to the extent of the amount of the taxable income, which is most likely to obtainand which can be deducted from the deductible temporary difference. At the balance sheet date, if there is any exact
evidence indicating that it is probable that future taxable income will be available against which deductibletemporary differences can be utilized, the deferred tax assets unrecognized in prior periods are recognized.
3. At the balance sheet date, the carrying amount of deferred tax assets is reviewed. The carrying amount of adeferred tax asset is reduced to the extent that it is no longer probable that sufficient taxable income will be availableto allow the benefit of the deferred tax asset to be utilized. Such reduction is subsequently reversed to the extentthat it becomes probable that sufficient taxable income will be available.
4. The income tax and deferred tax for the period are treated as income tax expenses or income through profit orloss, excluding those arising from the following circumstances: (1) business combination; and (2) the transactionsor items directly recognized in equity.
5. Deferred tax assets and deferred tax liabilities shall offset each other and be presented on a net basis when thefollowing conditions are all met: (1) the Company has the legal right to settle off current tax assets against currenttax liabilities; (2) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxauthority on either: 1) the same taxable entity; or 2) different taxable entities which intend either to settle currenttax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each futureperiod in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
38. Leases
√ Applicable □ Not Applicable
Judgement basis and accounting treatment of short-term leases and leases of low-value assets with simplifiedapproach when the Company as lessee
√ Applicable □ Not Applicable
At the commencement date, the Company recognizes a lease that has a lease term of 12 months or less as a short-term lease, which shall not contain a purchase option; the Company recognizes a lease as a lease of a low-valueasset if the underlying asset is of low value when it is new. If the Company subleases an asset, or expects to subleasean asset, the head lease does not qualify as a lease of a low-value asset.For all short-term leases and leases of low-value assets, lease payments are recognized as cost or profit or loss withstraight-line method over the lease term.Apart from the above-mentioned short-term leases and leases of low-value assets with simplified approach, theCompany recognizes right-of-use assets and lease liabilities at the commencement date.
(1) Right-of-use assets
The right-of-use asset is measured at cost and the cost shall comprise: 1) the amount of the initial measurement ofthe lease liabilities; 2) any lease payments made at or before the commencement date, less any lease incentivesreceived; 3) any initial direct costs incurred by the lessee; and 4) an estimate of costs to be incurred by the lessee indismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlyingasset to the condition required by the terms and conditions of the lease.The Company depreciates the right-of-use asset using the straight-line method. If it is reasonable to be certain thatthe ownership of the underlying asset can be acquired by the end of the lease term, the Company depreciates theright-of-use asset from the commencement date to the end of the useful life of the underlying asset. Otherwise, the
Company depreciates the right-of-use asset from the commencement date to the earlier of the end of the useful lifeof the right-of-use asset or the end of the lease term.
(2) Lease liabilities
At the commencement date, the Company measures the lease liability at the present value of the lease paymentsthat are not paid at that date, discounted using the interest rate implicit in the lease. If that rate cannot be readilydetermined, the Company’s incremental borrowing rate shall be used. Unrecognized financing expenses, calculatedat the difference between the lease payment and its present value, are recognized as interest expenses over the leaseterm using the discount rate which has been used to determine the present value of lease payment and included inprofit or loss. Variable lease payments not included in the measurement of lease liabilities are included in profit orloss in the periods in which they are incurred.After the commencement date, if there is a change in the following items: 1) actual fixed payments; 2) amountsexpected to be payable under residual value guarantees; 3) an index or a rate used to determine lease payments; 4)assessment result or exercise of purchase option, extension option or termination option, the Company remeasuresthe lease liability based on the present value of lease payments after changes, and adjusts the carrying amount ofthe right-of-use asset accordingly. If the carrying amount of the right-of-use asset is reduced to zero but there shallbe a further reduction in the lease liability, the remaining amount shall be recognized into profit or loss.Classification criteria and accounting treatment of leases when the Company as lessor
√ Applicable □ Not Applicable
At the commencement date, the Company classifies a lease as a finance lease if it transfers substantially all the risksand rewards incidental to ownership of an underlying asset. Otherwise, it is classified as an operating lease.
(1) Operating lease
Lease receipts are recognized as lease income with straight-line method over the lease term. Initial direct costsincurred shall be capitalized, amortized on the same basis as the recognition of lease income, and included intoprofit or loss by installments. Variable lease payments related to operating lease which are not included in the leasepayment are charged as profit or loss in the periods in which they are incurred.
(2) Finance lease
At the commencement date, the Company recognizes the finance lease payment receivable based on the netinvestment in the lease (sum of the present value of unguaranteed residual value and lease receipts that are notreceived at the commencement date, discounted by the interest rate implicit in the lease), and derecognizes assetsheld under the finance lease. The Company calculates and recognizes interest income using the interest rate implicitin the lease over the lease term.Variable lease payments not included in the measurement of the net investment in the lease are charged as profit orloss in the periods in which they are incurred.
39. Other significant accounting policies and estimates
√ Applicable □ Not Applicable
1. Segment reporting
Operating segments are determined based on the structure of the Company’s internal organization, management
requirements and internal reporting system. An operating segment is a component of the Company:
(1) that engages in business activities from which it may earn revenues and incur expenses;
(2) whose financial performance is regularly reviewed by the Management to make decisions about resource to beallocated to the segment and to assess its performance; and
(3) for which accounting information regarding financial position, financial performance and cash flows is availablethrough analysis.
2. Basis of the adoption of hedge accounting and its accounting treatment
(1) Hedge refers to cash flow hedge.
(2) A hedging relationship qualifies for hedge accounting if all of the following conditions are met: 1) the hedgingrelationship consists only of eligible hedging instruments and eligible hedged instruments; 2) at the inception of thehedge there is formal designation of hedging instruments and hedged item, and documentation of the hedgingrelationship and the Company’s risk management objective and strategy for undertaking the hedge; 3) the hedgingrelationship meets the hedging effectiveness requirements.The Company recognizes that the hedging relationship meets effectiveness requirements if the all of the followingsare simultaneously satisfied: 1) there is an economic relationship between the hedged item and the hedginginstruments; 2) the effect of credit risk does not dominate the value changes that result from that economicrelationship between the hedged item and the hedging instruments; and 3) the hedge ratio of the hedging relationshipis the same as the ratio of the quantity of the hedged item that the Company actually hedges and the number ofhedging instruments that the Company actually uses to hedge that quantity of hedged item, but does not reflect animbalance between the weightings of the hedged item and the hedging instrument.The Company shall assess whether a hedging relationship meets the hedge effectiveness requirements at inceptionand on an ongoing basis. If a hedging relationship ceases to meet the hedge effectiveness requirement relating tothe hedge ratio but the risk management objective for that designated hedging relationship remains the same, thehedging relationship shall be rebalanced.
(3) Hedge accounting
1) The portion of the gain or loss on the hedging instrument that is determined to be an effective hedge shall berecognized in other comprehensive income as cash flow hedge reserve, while the ineffective portion shall berecognized in profit or loss. The cash flow hedge reserve shall be recognized at the lower of the following (inabsolute amounts): a. the cumulative gain or loss on the hedging instrument from inception of the hedge; and b. thecumulative change in present value of the expected future cash flows of the hedged item from inception of the hedge.
2) If a hedged forecast transaction subsequently results in the recognition of a non-financial asset or non-financialliability, or a hedged forecast transaction for a non-financial asset or non-financial liability becomes a firmcommitment for which fair value hedge accounting is applied, the Company shall transfer out the amount of cashflow hedge reserve previously recognized in other comprehensive income, and include it in the initial cost of theasset or the liability.
3) For other cash flow hedges, the amount of cash flow hedge reserve previously recognized in other comprehensiveincome shall be transferred out into profit or loss in the same period the hedged forecast sale affects profit or loss.
40. Significant changes in accounting policies and estimates
(1) Significant changes in accounting policies
√ Applicable □ Not Applicable
Monetary unit: RMB
Contents and reasons for the changes | Financial statement items significantly affected | Amounts affected |
Pursuant to the “Interpretation of China Accounting Standards for Business Enterprises No. 16” (the “Interpretation No. 16”) published by the Ministry of Finance on November 30, 2022, the regulations about accounting for deferred tax related to assets and liabilities arising from a single transaction to which the initial recognition exemption does not apply take effect since January 1, 2023, and earlier application is permitted; the regulations about accounting for income tax consequences of dividends on a financial instrument classified by the issuer as an equity instrument and the regulations about accounting for modifications of share-based payment transactions from cash-settled to equity-settled take effect since the date of publishment. | Deferred tax assets | 40,290.31 |
Undistributed profit | 20,717.28 | |
Non-controlling interest | 19,573.03 | |
Income tax expenses | -28,542.14 |
Other remarksThe amounts affected refer to those as of December 31, 2022 and in 2022.
(2) Significant changes in accounting estimates
□ Applicable √ Not Applicable
(3) The adjustments on the financial statements of the beginning of the earliest period in which theCompany adopts the revised standards or interpretations since 2023
√ Applicable □ Not Applicable
Reasons for adjusting financial statements at the beginning of the yearThe Ministry of Finance issued the “Interpretation of China Accounting Standards for Business Enterprises No. 16”(Cai Kuai [2022] No. 31) on November 30, 2022, in which, the regulations about accounting for deferred tax relatedto assets and liabilities arising from a single transaction to which the initial recognition exemption does not applytake effect since January 1, 2023. For taxable and deductible temporary differences associated with lease liabilitiesand right-of-use assets arising from such single transactions and presented at the beginning of the earliestcomparative period, the cumulative effect of initially applying the Interpretation No. 16 and “CASBE 18 –Enterprise Income Tax” shall be adjusted into retained earnings or other related items at the beginning of the earliestcomparative period presented.
41. Others
□ Applicable √ Not Applicable
VI. Taxes
1. Main taxes and tax rates
Details
√ Applicable □ Not Applicable
Taxes | Tax bases | Tax rates |
Value-added tax (VAT) | Under general calculation method, the output tax calculated based on the revenue from sales of goods or rendering of services in accordance with the tax law, net of the input tax that is allowed to be deducted in the current period; under simplified calculation method, VAT is calculated based on the revenue from sales of goods or rendering of taxable services and the simplified levy rate | 13%, 9%, 6%, 5% (simplified levy rate) |
Consumption tax | Consumption tax is calculated based on a percentage of taxable sale income, or a rate of volume of sale | 220 yuan per ton, 250 yuan per ton, or 10% |
Housing property tax | For housing property levied on the basis of price, housing property tax is levied at the rate of 1.2% of the balance after deducting 20% or 30% of the cost; for housing property levied on the basis of rent, housing property tax is levied at the rate of 12% of lease income. | 1.2%, 12% |
Land use tax | Land use tax is levied by multiplying the taxable land area actually occupied by the applicable tax amount | 2.5-16 yuan per square meter |
Urban maintenance and construction tax | Turnover tax actually paid plus exempt-credit tax amount | 5%, 7% |
Education surcharge | Turnover tax actually paid plus exempt-credit tax amount | 3% |
Local education surcharge | Turnover tax actually paid plus exempt-credit tax amount | 2% |
Enterprise income tax | Taxable income | 15%, 20%, 25% |
Different enterprise income tax rates applicable to different taxpayers
√ Applicable □ Not Applicable
Taxpayers | Income tax rate (%) |
Carlsberg (China) Breweries and Trading Co., Ltd. headquarters and its Chengdu Branch, Xinjiang Branch and Wusu Branch | 15 |
Ningxia Xixia Jianiang Brewery Co., Ltd. | 15 |
Xinjiang Wusu Brewery Co., Ltd. | 15 |
Xinjiang Wusu Beer Trading Co., Ltd. | 15 |
Xinjiang Wusu Brewery (Korla) Co., Ltd. | 15 |
Xinjiang Wusu Brewery (Yining) Co., Ltd. | 15 |
Xinjiang Wusu Brewery (Aksu) Co., Ltd. | 15 |
Xinjiang Wusu Brewery (Wusu) Co., Ltd. | 15 |
Kunming Huashi Brewery Co., Ltd. | 15 |
Liangping Branch, Hechuan Branch, Fuling Branch and Shizhu Branch of Carlsberg Chongqing Brewery Co., Ltd. | 15 |
Beijing Capital Brewing Golden Wheat Trading Co., Ltd. | 20 |
Taxpayers other than the above-mentioned | 25 |
2. Tax preferential policies
√ Applicable □ Not Applicable
1. Pursuant to the “Announcement on Continuing the Enterprise Income Tax Policy for the Western Development”(Announcement of the Ministry of Finance, the State Taxation Administration and the National Development andReform Commission [2020] No. 23), from January 1, 2021 to December 31, 2030, enterprises incorporated inwestern region belonging to encouraged industries are subject to a reduced rate of 15% for enterprise income tax.The Company’s subsidiaries including Carlsberg (China) Breweries and Trading Co., Ltd. headquarters and itsChengdu Branch, Xinjiang Branch and Wusu Branch, Ningxia Xixia Jianiang Brewery Co., Ltd., Xinjiang WusuBrewery Co., Ltd., Xinjiang Wusu Beer Trading Co., Ltd., Xinjiang Wusu Brewery (Korla) Co., Ltd., XinjiangWusu Brewery (Yining) Co., Ltd., Xinjiang Wusu Brewery (Aksu) Co., Ltd., Xinjiang Wusu Brewery (Wusu) Co.,Ltd., Kunming Huashi Brewery Co., Ltd. and Liangping Branch, Hechuan Branch, Fuling Branch and ShizhuBranch of Carlsberg Chongqing Brewery Co., Ltd. are entitled to enjoy such preferential policy and subject to areduced rate of 15%.
2. Pursuant to the “Announcement on Enterprise Income Tax Preferential Policies for Small Enterprises with MeagerProfit and Individually-owned Businesses” (Announcement of the Ministry of Finance and the State TaxationAdministration [2023] No. 6), from January 1, 2023 to December 31, 2024, enterprise income tax for the portion ofthe taxable income within 1 million yuan of small enterprises with meager profit is levied at 20% based on 25% ofthat portion of income. Pursuant to the “Announcement on Further Implementation of Enterprise Income TaxPreferential Policies for Small Enterprises with Meager Profit” (Announcement of the Ministry of Finance and theState Taxation Administration [2022] No. 13), from January 1, 2022 to December 31, 2024, enterprise income taxfor the portion of the taxable income exceeding 1 million yuan but within 3 million yuan of small enterprises withmeager profit is levied at 20% based on 25% of that portion of income. The subsidiary Beijing Capital BrewingGolden Wheat Trading Co., Ltd. is entitled to enjoy these preferential income tax policies as a small enterprise withmeager profit and subject to the reduced rate of 20% for enterprise income tax.
3. Others
□ Applicable √ Not Applicable
VII. Notes to items of consolidated financial statements
1. Cash and bank balances
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Cash on hand | 10,176.00 | |
Cash in bank | 2,700,027,687.47 | 3,396,809,241.14 |
Accrued interest on seven-day call deposits | 11,823,993.51 | 1,068,350.88 |
Other cash and bank balances | 858,378.67 | |
Total | 2,712,720,235.65 | 3,397,877,592.02 |
Including: Deposited overseas |
Items | Closing balance | Opening balance |
Deposited in finance company |
Other remarks
(1) Centralized fund management
Pursuant to the agreement on centralized fund management and multi-party entrusted loans entered into betweenthe Company and BNP Paribas (China) Limited, the Company’s parent account and primary account were underthe name of the subsidiary Carlsberg Chongqing Brewery Co., Ltd., and the Company managed its funds and thefunds of its affiliated entities in a centralized manner.
(2) Other remarks
Closing balance of interest accrued on seven-day call deposits of 11,823,993.51 yuan, deposits for letters ofguarantee of 316,100.00 yuan included in other cash and bank balances, and deposits for litigation of 503,436.10yuan and other deposits of 500.00 yuan included in cash in bank were with use restrictions and not considered ascash and cash equivalents, which had been excluded from cash and cash equivalents.
2. Held-for-trading financial assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Financial assets measured at fair value through profit or loss | 360,202,000.00 | |
Including: | ||
Structured deposits | 360,202,000.00 | |
Financial assets designated as at fair value through profit or loss | ||
Including: | ||
Total | 360,202,000.00 |
Other remarks
□ Applicable √ Not Applicable
3. Derivative financial assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Floating gains or losses on hedging instruments | 14,392,732.78 | 3,829,356.40 |
Total | 14,392,732.78 | 3,829,356.40 |
Other remarksPlease refer to item XII 2 of this section for details on floating gains or losses on hedging instruments.
4. Notes receivable
(1) Details on categories
□ Applicable √ Not Applicable
(2) Pledged notes at the balance sheet date
□ Applicable √ Not Applicable
(3) Endorsed or discounted but undue notes at the balance sheet date
□ Applicable √ Not Applicable
(4) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Notes receivable with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Notes receivable with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of notes receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(5) Provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(6) Notes receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant notes receivable written off
□ Applicable √ Not Applicable
Remarks on notes receivable written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
5. Accounts receivable
(1) Age analysis
√ Applicable □ Not Applicable
Monetary unit: RMB
Ages | Closing book balance | Opening book balance |
Within 1 year | ||
Including: | ||
Within 1 year | 67,639,636.41 | 67,487,568.33 |
Subtotal | 67,639,636.41 | 67,487,568.33 |
1-2 years | 1,607,789.12 | |
2-3 years | 1,507,671.90 | |
Over 3 years | ||
3-4 years | ||
4-5 years | ||
Over 5 years | 643,612.77 | |
Total | 69,147,308.31 | 69,738,970.22 |
(2) Details on categories of provision accrual methods
√ Applicable □ Not Applicable
Monetary unit: RMB
Categories | Closing balance | Opening balance | ||||||||
Book balance | Provision for bad debts | Carrying amount | Book balance | Provision for bad debts | Carrying amount | |||||
Amount | % to total | Amount | Provision proportion (%) | Amount | % to total | Amount | Provision proportion (%) | |||
Receivables with provision made on an individual basis | 978,412.63 | 1.41 | 978,412.63 | 100.00 | 694,834.92 | 1.00 | 694,834.92 | 100.00 | ||
Including: | ||||||||||
Receivables with provision made on a collective basis | 68,168,895.68 | 98.59 | 3,540,759.62 | 5.19 | 64,628,136.06 | 69,044,135.30 | 99.00 | 3,532,596.22 | 5.12 | 65,511,539.08 |
Including: | ||||||||||
Total | 69,147,308.31 | 100.00 | 4,519,172.25 | 6.54 | 64,628,136.06 | 69,738,970.22 | 100.00 | 4,227,431.14 | 6.06 | 65,511,539.08 |
Accounts receivable with provision made on an individual basis
√ Applicable □ Not Applicable
Monetary unit: RMB
Debtors | Closing balance | |||
Book balance | Provision for bad debts | Provision proportion (%) | Reasons for provision made | |
Peng Yongsheng, from Qiaojia | 978,412.63 | 978,412.63 | 100.00 | There is significant uncertainty in recoverability. |
Total | 978,412.63 | 978,412.63 | 100.00 | / |
Remarks on accounts receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Accounts receivable with provision made on a collective basis
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | ||
Accounts receivable | Provision for bad debts | Provision proportion (%) | |
Within 1 year | 67,639,636.41 | 3,381,981.84 | 5.00 |
2-3 years | 529,259.27 | 158,777.78 | 30.00 |
Total | 68,168,895.68 | 3,540,759.62 | 5.19 |
Remarks on provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of accounts receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(3) Provision for bad debts
√ Applicable □ Not Applicable
Monetary unit: RMB
Categories | Opening balance | Current period movements | Closing balance | |||
Accrual | Recovery or reversal | Write-off | Other movements [Note] | |||
Receivables with provision made on an individual basis | 694,834.92 | 978,412.63 | -694,834.92 | 978,412.63 | ||
Receivables with provision made on a collective basis | 3,532,596.22 | -79,656.51 | 58,380.77 | 29,439.14 | 3,540,759.62 | |
Total | 4,227,431.14 | 898,756.12 | -636,454.15 | 29,439.14 | 4,519,172.25 |
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNote: It refers to the balances of provision for bad debts transferred in from the subsidiaries Jinbei Asia Pacific(Beijing) Catering Co., Ltd. and Beijing Capital Brewing Golden Wheat Trading Co., Ltd., which were brought intothe consolidation scope in the current period.
(4) Accounts receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant accounts receivable written off
□ Applicable √ Not Applicable
Remarks on accounts receivable written off
□ Applicable √ Not Applicable
(5) Details of the top 5 debtors with largest balances
√ Applicable □ Not Applicable
Monetary unit: RMB
Debtors | Closing balance of accounts receivable | Closing balance of contract assets | Closing balance of accounts receivable and contract assets | Proportion to the total balance of accounts receivable and contract assets (%) | Provision for bad debts |
Carlsberg Brewery Hong Kong Limited | 26,389,186.64 | 38.16 | 1,319,459.33 | ||
Wal-Mart (China) Investment Co., Ltd. | 5,420,704.16 | 7.84 | 271,035.21 |
Debtors | Closing balance of accounts receivable | Closing balance of contract assets | Closing balance of accounts receivable and contract assets | Proportion to the total balance of accounts receivable and contract assets (%) | Provision for bad debts |
Fujian Yonghui Logistics Co., Ltd. | 2,594,770.21 | 3.75 | 129,738.51 | ||
Metro Commercial Group Co., Ltd. | 2,152,074.87 | 3.11 | 107,603.74 | ||
Chongqing Firm New Century Department Store Chain Operation Co., Ltd. | 2,108,302.71 | 3.05 | 105,415.14 | ||
Total | 38,665,038.59 | 55.92 | 1,933,251.93 |
Other remarks
□ Applicable √ Not Applicable
6. Contract assets
(1) Details
□ Applicable √ Not Applicable
(2) Reasons for significant changes in carrying amount of contract assets in the reporting period
□ Applicable √ Not Applicable
(3) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Contract assets with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Remarks on contract assets with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Contract assets with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of contract assets with changes in provision for bad debts
□ Applicable √ Not Applicable
(4) Details on provision for bad debts of contract assets in the current period
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(5) Details on contract assets actually written off in the current period
□ Applicable √ Not Applicable
Significant contract assets written off
□ Applicable √ Not Applicable
Remarks on contract assets written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
7. Receivables financing
(1) Details on categories
□ Applicable √ Not Applicable
(2) Pledged receivables financing at the balance sheet date
□ Applicable √ Not Applicable
(3) Endorsed or discounted but undue receivables financing at the balance sheet date
□ Applicable √ Not Applicable
(4) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Receivables financing with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Remarks on receivables financing with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Receivables financing with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of receivable financing with changes in provision for bad debts
□ Applicable √ Not Applicable
(5) Details on provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(6) Details on receivables financing actually written off in the current period
□ Applicable √ Not Applicable
Significant receivables financing written off
□ Applicable √ Not Applicable
Remarks on receivables financing written off
□ Applicable √ Not Applicable
(7) Current period movements and changes in fair value of receivable financing
□ Applicable √ Not Applicable
(8) Other remarks
□ Applicable √ Not Applicable
8. Advances paid
(1) Age analysis
√ Applicable □ Not Applicable
Monetary unit: RMB
Ages | Closing balance | Opening balance | ||
Amount | % to total | Amount | % to total | |
Within 1 year | 41,831,987.46 | 100.00 | 43,187,607.98 | 100.00 |
1-2 years | ||||
2-3 years | ||||
Over 3 years | ||||
Total | 41,831,987.46 | 100.00 | 43,187,607.98 | 100.00 |
Reasons for unsettlement on advances paid with age over one year and significant amountNone.
(2) Details of the top 5 debtors with largest balances
√ Applicable □ Not Applicable
Debtors | Closing balance | Proportion to the total balance of advances paid (%) |
PICC Property and Casualty Company Limited | 11,813,493.07 | 28.24 |
Guangdong Nanyou Foreign Service Co., Ltd. | 2,729,178.99 | 6.52 |
Xinjiang Gas Group Co., Ltd. | 2,471,577.50 | 5.91 |
Tianchang Natural Gas Co., Ltd. | 2,275,773.02 | 5.44 |
AirPlus Payment Management Co., Ltd. | 1,339,467.22 | 3.20 |
Debtors | Closing balance | Proportion to the total balance of advances paid (%) |
Total | 20,629,489.80 | 49.31 |
Other remarksNone.Other remarks
□ Applicable √ Not Applicable
9. Other receivables
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Interest receivable | ||
Dividend receivable | ||
Other receivables | 23,987,973.67 | 17,619,026.18 |
Total | 23,987,973.67 | 17,619,026.18 |
Other remarks
□ Applicable √ Not Applicable
Interest receivable
(1) Details on categories
□ Applicable √ Not Applicable
(2) Significant overdue interest
□ Applicable √ Not Applicable
(3) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Interest receivable with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Remarks on interest receivable with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Interest receivable with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
(4) Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of interest receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(5) Details on provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(6) Details on interest receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant interest receivable written off
□ Applicable √ Not Applicable
Remarks on interest receivable written off
□ Applicable √ Not Applicable
Other remarksNone.Dividend receivables
(7) Dividend receivable
□ Applicable √ Not Applicable
(8) Significant dividend receivable with age over one year
□ Applicable √ Not Applicable
(9) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Dividend receivable with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Remarks on dividend receivable with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Dividend receivable with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
(10) Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of dividend receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(11) Details on provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(12) Details on dividend receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant dividend receivable written off
□ Applicable √ Not Applicable
Remarks on dividend receivable written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
Other receivables
(13) Age analysis
√ Applicable □ Not Applicable
Monetary unit: RMB
Ages | Closing book balance | Opening book balance |
Within 1 year | ||
Including: | ||
Within 1 year | 15,029,299.37 | 17,022,182.33 |
Subtotal | 15,029,299.37 | 17,022,182.33 |
1-2 years | 8,875,230.06 | 667,625.60 |
2-3 years | 1,712,911.98 | 1,047,436.44 |
3-4 years | 1,063,330.24 | 411,793.61 |
4-5 years | 399,311.81 | 38,971.40 |
Over 5 years | 4,635,888.03 | 4,285,161.44 |
Total | 31,715,971.49 | 23,473,170.82 |
(14) Other receivables categorized by nature
√ Applicable □ Not Applicable
Monetary unit: RMB
Nature of receivables | Closing book balance | Opening book balance |
Deposits | 14,224,577.90 | 9,982,565.46 |
Scrap materials disposal fees receivable, etc. | 10,505,245.71 | 6,420,573.90 |
Land disposal fees receivable | 4,300,000.00 | 4,300,000.00 |
Advances paid on behalf of others | 1,890,741.43 | 2,505,830.80 |
Petty cash | 310,615.94 | 119,085.67 |
Others | 484,790.51 | 145,114.99 |
Total | 31,715,971.49 | 23,473,170.82 |
(15) Provision for bad debts
√ Applicable □ Not Applicable
Monetary unit: RMB
Provision for bad debts | Stage 1 | Stage 2 | Stage 3 | Total |
12?month expected credit losses | Lifetime expected credit losses (credit not impaired) | Lifetime expected credit losses (credit impaired) | ||
Balances at January 1, 2023 | 846,212.83 | 66,762.55 | 4,941,169.26 | 5,854,144.64 |
Balances at January 1, 2023 in the current period | ||||
--Transferred to stage 2 | -438,865.19 | 438,865.19 | ||
--Transferred to stage 3 | -171,291.20 | 171,291.20 | ||
--Reversed to stage 2 | ||||
--Reversed to stage 1 | ||||
Provision made in the current period | 13,883.60 | 543,393.85 | 979,025.40 | 1,536,302.85 |
Provision recovered in the current period | 33,883.40 | 33,883.40 | ||
Provision reversed in the current period | ||||
Provision written off in the current period | ||||
Other changes [Note] | 330,233.73 | 41,200.00 | 371,433.73 | |
Balances at December 31, 2023 | 751,464.97 | 877,730.39 | 6,098,802.46 | 7,727,997.82 |
Note: It refers to the balances of provision for bad debts transferred in from the subsidiaries Jinbei Asia Pacific(Beijing) Catering Co., Ltd. and Beijing Capital Brewing Golden Wheat Trading Co., Ltd., which were brought intothe consolidation scope in the current period.Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of other receivables with changes in provision for bad debts
□ Applicable √ Not Applicable
Determination basis for provision for bad debts made in the current period and whether credit risk has increasedsignificantly
□ Applicable √ Not Applicable
(16) Provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(17) Other receivables actually written off in the current period
□ Applicable √ Not Applicable
Significant other receivables written off in the current period
□ Applicable √ Not Applicable
Remarks on other receivables written off
□ Applicable √ Not Applicable
(18) Details of the top 5 debtors with largest balances
√ Applicable □ Not Applicable
Monetary unit: RMB
Debtors | Closing balance | Proportion to the total balance of other receivables (%) | Nature of receivables | Ages | Closing balance of provision for bad debts |
Chongqing Hongye Industry (Group) Co., Ltd. | 4,300,000.00 | 13.56 | Land disposal fees receivable | 1-2 years | 430,000.00 |
Kingold Group Co., Ltd. [Note] | 2,435,858.34 | 7.68 | Deposits | Within 1 year, 1-2 years | 243,435.83 |
Xinjiang Jinbada Biotechnology Co., Ltd. | 2,217,771.47 | 6.99 | Scrap materials disposal fees receivable, etc. | Within 1 year | 110,888.57 |
Qingdao Yijiali Biotechnology Co., Ltd. | 1,516,872.93 | 4.78 | Scrap materials disposal fees receivable, etc. | Within 1 year | 75,843.65 |
Shizhu Tujia Autonomous County Economic and Information Commission | 1,092,313.12 | 3.44 | Advances paid on behalf of others | Within 1 year | 54,615.66 |
Total | 11,562,815.86 | 36.46 | / | / | 914,783.71 |
Note: It includes its wholly-owned subsidiary Guangzhou Kingold Property Co., Ltd.
(19) Balances presented under other receivables due to the centralized fund management
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
10. Inventories
(1) Details on categories
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||||
Book balance | Provision for inventory write-down/impairment of costs to fulfill a contract | Carrying amount | Book balance | Provision for inventory write-down/impairment of costs to fulfill a contract | Carrying amount | |
Raw materials | 339,071,155.68 | 16,569,391.24 | 322,501,764.44 | 411,432,771.44 | 21,407,056.92 | 390,025,714.52 |
Packages | 1,638,198,867.85 | 527,843,077.99 | 1,110,355,789.86 | 1,495,101,158.54 | 517,763,281.67 | 977,337,876.87 |
Work in process | 85,303,874.50 | 85,303,874.50 | 95,329,587.61 | 95,329,587.61 | ||
Goods on hand | 583,761,600.20 | 1,568,076.71 | 582,193,523.49 | 706,598,387.34 | 2,814,003.14 | 703,784,384.20 |
Revolving materials |
Items | Closing balance | Opening balance | ||||
Book balance | Provision for inventory write-down/impairment of costs to fulfill a contract | Carrying amount | Book balance | Provision for inventory write-down/impairment of costs to fulfill a contract | Carrying amount | |
Consumptive biological assets | ||||||
Costs to fulfill a contract | ||||||
Total | 2,646,335,498.23 | 545,980,545.94 | 2,100,354,952.29 | 2,708,461,904.93 | 541,984,341.73 | 2,166,477,563.20 |
(2) Provision for inventory write-down/impairment of costs to fulfill a contract
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance | ||
Accrual | Others | Reversal or write-off | Others | |||
Raw materials | 21,407,056.92 | 2,323,999.54 | 7,161,665.22 | 16,569,391.24 | ||
Work in process | 2,230,914.25 | 2,230,914.25 | ||||
Goods on hand | 2,814,003.14 | 4,144,307.22 | 5,390,233.65 | 1,568,076.71 | ||
Revolving materials | ||||||
Consumptive biological assets | ||||||
Costs to fulfill a contract | ||||||
Idle packages | 78,012,765.61 | 2,103,392.06 | 14,796,242.00 | 65,319,915.67 | ||
Packages lent out which expected to be irrecoverable [Note] | 439,750,516.06 | 170,612,254.60 | 147,839,608.34 | 462,523,162.32 | ||
Total | 541,984,341.73 | 181,414,867.67 | 177,418,663.46 | 545,980,545.94 |
Reasons for the reversal or write-off of provision for inventory write-down
√ Applicable □ Not Applicable
Note: For packages lent out which were expected to be irrecoverable, the Company made provision for inventorywrite-down of 170,612,254.60 yuan, and accrued allowances for other payables at the after-tax amount of non-refundable deposits of 98,064,487.98 yuan, with the difference of 72,547,766.62 yuan recognized as assetsimpairment loss; packages lent out are accounted for as a sale when there is objective evidence indicating that thepackages are irrecoverable, and the Company wrote off provision for inventory write-down of 147,839,608.34 yuan,and wrote off allowances for other payables at the after-tax amount of non-refundable deposits of 78,429,418.29yuan, with the difference of 69,410,190.05 yuan recognized as operating cost. Please refer to item VII 41 of thissection for details on accrual and write-off of allowances.Determination basis of net realizable value and reasons for the reversal or write-off of provision for inventory write-down
Items | Determination basis of net realizable value | Reasons for reversal or write-off of provision for inventory write-down |
Raw materials | Estimated selling price of raw materials less relevant taxes and surcharges; estimated selling price of relevant finished goods less cost to be incurred upon completion, estimated selling expenses, and relevant taxes and surcharges | Such inventories were used or sold. |
Idle packages | Estimated selling price of disposal waste less relevant taxes and surcharges | Such inventories were sold or scrapped. |
Packages lent out which expected to be irrecoverable | For packages lent out which expected to be irrecoverable, the Company made provision for inventory write-down based on the carrying amount, and accrued allowances for other payables at the after-tax amount of non-refundable deposits, with the difference recognized as assets | There is objective evidence indicating that the packages lent out would not be returned. |
Items | Determination basis of net realizable value | Reasons for reversal or write-off of provision for inventory write-down |
impairment loss | ||
Work in process | Estimated selling price less cost to be incurred upon completion, estimated selling expenses, and relevant taxes and surcharges | Such inventories were used or sold. |
Goods on hand | Estimated selling price less estimated selling expenses and relevant taxes and surcharges | Such inventories were sold. |
Other remarks
Items | Inventory age | Closing book balance | Provision for write-down |
Finished liquor | Within 1 year | 583,761,600.20 | 1,568,076.71 |
Semi-finished liquor (including basic liquor) | Within 1 year | 85,303,874.50 | |
Subtotal | 669,065,474.70 | 1,568,076.71 |
Provision for inventory write-down made on a collective basis
□ Applicable √ Not Applicable
Determination basis of portfolios
□ Applicable √ Not Applicable
(3) Capitalized amount of borrowing costs and its measurement criteria and basis
□ Applicable √ Not Applicable
(4) Remarks on the amortization of costs to fulfill a contract
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
11. Assets held for sale
□ Applicable √ Not Applicable
12. Non-current assets due within one year
□ Applicable √ Not Applicable
Debt investments due within one year
□ Applicable √ Not Applicable
Other debt investments due within one year
□ Applicable √ Not Applicable
Other remarks on non-current assets due within one yearNone.
13. Other current assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Cost to obtain a contract | ||
Cost of goods expected to be returned | ||
Input VAT to be credited and prepaid taxes | 146,488,217.09 | 109,533,473.56 |
Total | 146,488,217.09 | 109,533,473.56 |
Other remarksNone.
14. Debt investments
(1) Details
□ Applicable √ Not Applicable
Changes in provision for impairment of debt investments in the current period
□ Applicable √ Not Applicable
(2) Significant debt investments at the balance sheet date
□ Applicable √ Not Applicable
(3) Provision for impairment
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for impairment
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of debt investments with changes in provision for impairment
□ Applicable √ Not Applicable
Determination basis for provision for impairment made in the current period and whether credit risk has increasedsignificantly
□ Applicable √ Not Applicable
(4) Debt investments actually written off in the current period
□ Applicable √ Not Applicable
Significant debt investments written off in the current period
□ Applicable √ Not Applicable
Remarks on debt investments written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
15. Other debt investments
(1) Details
□ Applicable √ Not Applicable
Changes in provision for impairment of other debt investments in the current period
□ Applicable √ Not Applicable
(2) Significant other debt investments at the balance sheet date
□ Applicable √ Not Applicable
(3) Provision for impairment
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for impairmentNone.Remarks on significant changes in book balance of other debt investments with changes in provision for impairment
□ Applicable √ Not Applicable
Determination basis for provision for impairment made in the current period and whether credit risk has increasedsignificantly
□ Applicable √ Not Applicable
(4) Other debt investments actually written off in the current period
□ Applicable √ Not Applicable
Significant other debt investments written off in the current period
□ Applicable √ Not Applicable
Remarks on other debt investments written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
16. Long-term receivables
(1) Details
□ Applicable √ Not Applicable
(2) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Long-term receivables with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Remarks on long-term receivables with provision for bad debts made on an individual basis
□ Applicable √ Not Applicable
Long-term receivables with provision for bad debts made on a collective basis
□ Applicable √ Not Applicable
(3) Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of long-term receivables with changes in provision for bad debts
□ Applicable √ Not Applicable
Determination basis for provision for bad debts made in the current period and whether credit risk has increasedsignificantly
□ Applicable √ Not Applicable
(4) Details on provision for bad debts
□ Applicable √ Not Applicable
Significant provision for bad debts collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(5) Details on long-term receivables actually written off in the current period
□ Applicable √ Not Applicable
Significant long-term receivables written off
□ Applicable √ Not Applicable
Remarks on long-term receivables written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
17. Long-term equity investments
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Investees | Opening balance | Increase/Decrease | Closing balance | Closing balance of provision for impairment | |||||||
Investments increased | Investments decreased | Investment income recognized under equity method | Adjustment in other comprehensive income | Changes in other equity | Cash dividend/ Profit declared for distribution | Provision for impairment | Others | ||||
I. Joint ventures | |||||||||||
Subtotal | |||||||||||
II. Associates | |||||||||||
Chongqing Jiawei Beer Co., Ltd. | 296,599,881.05 | 62,294,135.01 | 218,285,820.47 | 140,608,195.59 | |||||||
Subtotal | 296,599,881.05 | 62,294,135.01 | 218,285,820.47 | 140,608,195.59 | |||||||
Total | 296,599,881.05 | 62,294,135.01 | 218,285,820.47 | 140,608,195.59 |
(2) Impairment test of long-term equity investments
□ Applicable √ Not Applicable
Other remarks
None.
18. Other equity instrument investments
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase/Decrease | Closing balance | Dividend income recognized in the current period | Accumulated gains included into other comprehensive income | Accumulated losses included into other comprehensive income | Reasons for being designated as at fair value through other comprehensive income | ||||
Investments increased | Investments decreased | Gains included into other comprehensive income | Losses included into other comprehensive income | Others | |||||||
Bank of Guizhou Co., Ltd. | 14,303,331.73 | 2,322,631.10 | 16,625,962.83 | 344,606.28 | 15,625,962.83 | As the Company invested in Bank of Guizhou Co., Ltd. not for trading, such investment was designated as an equity instrument investment at fair value through other comprehensive income | |||||
Total | 14,303,331.73 | 2,322,631.10 | 16,625,962.83 | 344,606.28 | 15,625,962.83 |
(2) Remarks on other equity instrument investment derecognized in the current period
□ Applicable √ Not Applicable
Other remarks
√ Applicable □ Not Applicable
The fair value per share of the Company’s equity investment in Bank of Guizhou Co., Ltd. as at December 31, 2023was measured based on the net assets per share as at June 30, 2023 disclosed in the latest interim report under certaindiscount method.
19. Other non-current financial assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Financial assets classified as at fair value through profit or loss | ||
Including: Cost of investment in Xinjiang Guozhiming | 1,000,000.00 | 1,000,000.00 |
Changes in fair value of investment in Xinjiang Guozhiming [Note] | -1,000,000.00 | -1,000,000.00 |
Total |
Other remarks
√ Applicable □ Not Applicable
Note: As the investee ceased operation in previous years and was not a public interest entity, provision forimpairment was fully made on the investment.
20. Investment property
Method for measuring investment propertyNot Applicable
(1) Impairment test of investment property measured at cost model
□ Applicable √ Not Applicable
21. Fixed assets
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Fixed assets | 3,673,993,109.60 | 3,680,691,105.17 |
Disposal of fixed assets | ||
Total | 3,673,993,109.60 | 3,680,691,105.17 |
Other remarks
□ Applicable √ Not Applicable
Fixed assets
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Buildings and structures | Machinery | Transport facilities | Other equipment | Total |
I. Cost | |||||
1. Opening balance | 2,587,420,951.12 | 4,860,441,930.26 | 31,860,248.07 | 310,015,025.66 | 7,789,738,155.11 |
2. Increase | 163,970,178.48 | 235,293,391.71 | 515,785.46 | 44,339,350.33 | 444,118,705.98 |
(1) Acquisition | 5,676,265.91 | 305,132.67 | 29,261,153.38 | 35,242,551.96 | |
(2) Transferred in from construction in progress | 144,131,765.91 | 222,865,557.92 | 210,652.79 | 12,837,933.28 | 380,045,909.90 |
(3) Business combination | 19,838,412.57 | 6,751,567.88 | 2,240,263.67 | 28,830,244.12 | |
3. Decrease | 13,611,897.09 | 42,507,659.47 | 4,093,751.82 | 25,888,600.38 | 86,101,908.76 |
(1) Disposal/ Scrapping | 13,611,897.09 | 42,507,659.47 | 4,093,751.82 | 25,888,600.38 | 86,101,908.76 |
4. Closing balance | 2,737,779,232.51 | 5,053,227,662.50 | 28,282,281.71 | 328,465,775.61 | 8,147,754,952.33 |
II. Accumulated depreciation | |||||
1. Opening balance | 919,057,170.72 | 2,847,160,526.70 | 27,160,850.99 | 182,580,313.42 | 3,975,958,861.83 |
2. Increase | 107,297,962.87 | 269,100,386.79 | 391,257.78 | 48,535,561.43 | 425,325,168.87 |
(1) Accrual | 99,911,178.35 | 266,572,467.35 | 391,257.78 | 47,506,191.63 | 414,381,095.11 |
(2) Business combination | 7,386,784.52 | 2,527,919.44 | 1,029,369.80 | 10,944,073.76 | |
3. Decrease | 9,762,173.19 | 36,724,475.90 | 3,916,079.96 | 23,773,801.62 | 74,176,530.67 |
(1) Disposal/ Scrapping | 9,762,173.19 | 36,724,475.90 | 3,916,079.96 | 23,773,801.62 | 74,176,530.67 |
4. Closing balance | 1,016,592,960.40 | 3,079,536,437.59 | 23,636,028.81 | 207,342,073.23 | 4,327,107,500.03 |
III. Provision for impairment | |||||
1. Opening balance | 78,909,206.55 | 48,311,184.47 | 48,688.95 | 5,819,108.14 | 133,088,188.11 |
2. Increase | 1,494,799.99 | 15,086,782.53 | 903,694.87 | 17,485,277.39 | |
(1) Accrual | 1,494,799.99 | 15,086,782.53 | 903,694.87 | 17,485,277.39 | |
3. Decrease | 1,658,481.62 | 1,037,224.11 | 16,617.39 | 1,206,799.68 | 3,919,122.80 |
(1) Disposal/ Scrapping | 1,658,481.62 | 1,037,224.11 | 16,617.39 | 1,206,799.68 | 3,919,122.80 |
4. Closing balance | 78,745,524.92 | 62,360,742.89 | 32,071.56 | 5,516,003.33 | 146,654,342.70 |
IV. Carrying amount | |||||
1. Closing balance | 1,642,440,747.19 | 1,911,330,482.02 | 4,614,181.34 | 115,607,699.05 | 3,673,993,109.60 |
2. Opening balance | 1,589,454,573.85 | 1,964,970,219.09 | 4,650,708.13 | 121,615,604.10 | 3,680,691,105.17 |
(2) Fixed assets temporarily idle
□ Applicable √ Not Applicable
(3) Fixed assets leased out under operating leases
□ Applicable √ Not Applicable
(4) Fixed assets with certificate of titles being unsettled
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Carrying amount | Reasons for unsettlement |
Buildings and structures etc. | 43,063,607.71 | In processing |
Subtotal | 43,063,607.71 |
(5) Impairment tests of fixed assets
√ Applicable □ Not Applicable
Recoverable amount determined based on the fair value less costs of disposal
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Carrying amount | Recoverable amount | Impairment amount | Determination method of fair value and costs of disposal | Key parameters | Determination basis for key parameters |
Asset project of Wanzhou factory suffering flood damages | 27,083,169.23 | 11,862,769.23 | 15,220,400.00 | Comprehensive judgements from the Management with reference to market factors | Comprehensive judgements from the Management with reference to market factors | The Management makes provision for impairment with reference to market factors for fixed assets that have suffered losses due to natural disasters. |
Total | 27,083,169.23 | 11,862,769.23 | 15,220,400.00 | / | / | / |
Recoverable amount determined based on the present value of estimated future cash flows
□ Applicable √ Not Applicable
Reasons for obvious inconsistencies between the aforementioned information and the information used inimpairment tests in previous years or external information
□ Applicable √ Not Applicable
Reasons for obvious inconsistencies between the information used in the Company’s impairment tests inprevious years and the actual situation of those years
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
Disposal of fixed assets
□ Applicable √ Not Applicable
22. Construction in progress
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Construction in progress | 783,503,734.86 | 395,295,204.91 |
Construction materials | ||
Total | 783,503,734.86 | 395,295,204.91 |
Other remarks
□ Applicable √ Not Applicable
Construction in progress
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||||
Book balance | Provision for impairment | Carrying amount | Book balance | Provision for impairment | Carrying amount | |
New beer project with an annual output of 500,000 kiloliters in Foshan | 657,343,102.94 | 657,343,102.94 | 202,505,414.75 | 202,505,414.75 | ||
Smart Core Project | 62,057,073.65 | 62,057,073.65 | 43,309,341.19 | 43,309,341.19 | ||
Capacity expansion and transformation project with an annual output of 150,000 kiloliters in Korla | 37,397,502.22 | 37,397,502.22 | ||||
Production resumption project in Wanzhou | 20,428,646.40 | 20,428,646.40 | ||||
Relocation project of ammonia refrigeration system of Kunming Huashi | 10,468,200.65 | 10,468,200.65 | ||||
Sporadic engineering | 64,103,558.27 | 64,103,558.27 | 81,186,099.70 | 81,186,099.70 | ||
Total | 783,503,734.86 | 783,503,734.86 | 395,295,204.91 | 395,295,204.91 |
(2) Changes in significant projects
√ Applicable □ Not Applicable
Monetary unit: RMB
Projects | Budgets | Opening balance | Increase | Transferred to fixed assets | Other decreases | Closing balance | Accumulated input to budget (%) | Completion percentage (%) | Accumulated amount of borrowing cost capitalization | Including: Amount of borrowing cost capitalization in the current period | Annual capitalization rate (%) | Fund source |
New beer project with an annual output of 500,000 kiloliters in Foshan | 1,401,772,000.00 | 202,505,414.75 | 454,837,688.19 | 657,343,102.94 | 46.89 | 46.89 | Self-raised | |||||
Smart Core Project | 179,400,000.00 | 43,309,341.19 | 37,232,109.08 | 18,484,376.62 | 62,057,073.65 | 44.89 | 44.89 | Self-raised | ||||
Capacity expansion and transformation project with an annual output of 150,000 kiloliters in Korla | 115,890,000.00 | 37,397,502.22 | 74,195,265.50 | 111,592,767.72 | 100.00 | 100.00 | Self-raised | |||||
Total | 1,697,062,000.00 | 283,212,258.16 | 566,265,062.77 | 111,592,767.72 | 18,484,376.62 | 719,400,176.59 | / | / | / | / |
(3) Provisions for impairment of construction in progress
□ Applicable √ Not Applicable
(4) Impairment test of construction in progress
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
Construction materials
(5) Details
□ Applicable √ Not Applicable
23. Productive biological assets
(1) Productive biological assets measured at cost
□ Applicable √ Not Applicable
(2) Impairment test on productive biological assets measured at cost
□ Applicable √ Not Applicable
(3) Productive biological assets measured at fair value
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
24. Oil and gas assets
(1) Details
□ Applicable √ Not Applicable
(2) Impairment test
□ Applicable √ Not Applicable
Other remarksNone.
25. Right-of-use assets
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Buildings and structures | Machinery | Transport facilities | Other equipment | Total |
I. Cost | |||||
1. Opening balance | 84,467,277.97 | 5,640,000.00 | 39,765,000.00 | 129,872,277.97 | |
2. Increase | 98,972,904.02 | 3,484,000.00 | 29,822,000.00 | 132,278,904.02 | |
(1) Leased in | 12,676,648.87 | 3,484,000.00 | 29,822,000.00 | 45,982,648.87 | |
(2) Business combination | 86,296,255.15 | 86,296,255.15 | |||
3. Decrease | 14,665,099.84 | 1,877,000.00 | 20,829,000.00 | 37,371,099.84 | |
(1) Disposal | 14,665,099.84 | 1,877,000.00 | 20,829,000.00 | 37,371,099.84 | |
4. Closing balance | 168,775,082.15 | 7,247,000.00 | 48,758,000.00 | 224,780,082.15 | |
II. Accumulated depreciation | |||||
1. Opening balance | 13,759,351.86 | 2,986,000.00 | 12,820,000.00 | 29,565,351.86 | |
2. Increase | 46,197,353.66 | 2,638,000.00 | 15,860,000.00 | 64,695,353.66 | |
(1) Accrual | 18,742,394.12 | 2,638,000.00 | 15,860,000.00 | 37,240,394.12 | |
(2) Business combination | 27,454,959.54 | 27,454,959.54 | |||
3. Decrease | 8,341,667.46 | 1,816,000.00 | 12,820,000.00 | 22,977,667.46 | |
(1) Disposal | 8,341,667.46 | 1,816,000.00 | 12,820,000.00 | 22,977,667.46 | |
4. Closing balance | 51,615,038.06 | 3,808,000.00 | 15,860,000.00 | 71,283,038.06 | |
III. Provision for impairment | |||||
1. Opening balance | |||||
2. Increase | |||||
(1) Accrual | |||||
3. Decrease | |||||
(1) Disposal | |||||
4. Closing balance | |||||
IV. Carrying amount | |||||
1. Closing balance | 117,160,044.09 | 3,439,000.00 | 32,898,000.00 | 153,497,044.09 | |
2. Opening balance | 70,707,926.11 | 2,654,000.00 | 26,945,000.00 | 100,306,926.11 |
(2) Impairment test
□ Applicable √ Not Applicable
Other remarksNone.
26. Intangible assets
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Land use right | Trademark | Patent right | Non-patented technology | Software | Total |
I. Cost | ||||||
1. Opening balance | 714,478,334.90 | 369,674,547.00 | 210,722,028.54 | 1,294,874,910.44 | ||
2. Increase | 185,470.00 | 57,147,592.36 | 57,333,062.36 | |||
(1) Acquisition | 91,260.50 | 91,260.50 | ||||
(2) Internal research and development | ||||||
(3) Business combination | 185,470.00 | 717,099.95 | 902,569.95 | |||
(4) Transferred in from construction in progress | 56,339,231.91 | 56,339,231.91 | ||||
3. Decrease | 868,403.39 | 868,403.39 | ||||
(1) Disposal | 868,403.39 | 868,403.39 | ||||
4. Closing balance | 714,478,334.90 | 369,860,017.00 | 267,001,217.51 | 1,351,339,569.41 | ||
II. Accumulated amortization | ||||||
1. Opening balance | 179,702,708.13 | 201,944,901.30 | 136,203,051.26 | 517,850,660.69 | ||
2. Increase | 14,053,239.36 | 9,851,204.56 | 41,400,465.94 | 65,304,909.86 | ||
(1) Accrual | 14,053,239.36 | 9,851,204.56 | 41,096,365.10 | 65,000,809.02 | ||
(2) Business combination | 304,100.84 | 304,100.84 | ||||
3. Decrease | 725,193.68 | 725,193.68 | ||||
(1) Disposal | 725,193.68 | 725,193.68 | ||||
4. Closing balance | 193,755,947.49 | 211,796,105.86 | 176,878,323.52 | 582,430,376.87 | ||
III. Provision for impairment | ||||||
1. Opening balance | 3,905,124.59 | 87,200,600.00 | 749,485.21 | 91,855,209.80 | ||
2. Increase | ||||||
(1) Accrual | ||||||
3. Decrease | ||||||
(1) Disposal | ||||||
4. Closing balance | 3,905,124.59 | 87,200,600.00 | 749,485.21 | 91,855,209.80 | ||
IV. Carrying amount | ||||||
1. Closing balance | 516,817,262.82 | 70,863,311.14 | 89,373,408.78 | 677,053,982.74 | ||
2. Opening balance | 530,870,502.18 | 80,529,045.70 | 73,769,492.07 | 685,169,039.95 |
(2) Land use right with certificate of titles being unsettled
□ Applicable √ Not Applicable
(3) Impairment test
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
27. Goodwill
(1) Cost
√ Applicable □ Not Applicable
Monetary unit: RMB
Investees or events resulting in goodwill | Opening balance | Increase | Decrease | Closing balance | ||
Business combination | Others | Disposal | Others | |||
Xinjiang Wusu Brewery Co., Ltd. [Note] | 639,141,956.06 | 639,141,956.06 | ||||
Carlsberg (China) Breweries and Trading Co., Ltd. [Note] | 48,826,000.00 | 48,826,000.00 | ||||
Ningxia Xixia Jianiang Brewery Co., Ltd. [Note] | 11,224,500.00 | 11,224,500.00 | ||||
Carlsberg Chongqing Brewery Co., Ltd. | 19,037,610.07 | 19,037,610.07 | ||||
Total | 718,230,066.13 | 718,230,066.13 |
Note: It refers to the goodwill arising from business combinations not under common control conducted by theultimate controlling party or entities controlled by the ultimate controlling party.
(2) Provision for impairment
√ Applicable □ Not Applicable
Monetary unit: RMB
Investees or events resulting in goodwill | Opening balance | Increase | Decrease | Closing balance | ||
Accrual | Others | Disposal | Others | |||
Carlsberg Chongqing Brewery Co., Ltd. | 19,037,610.07 | 19,037,610.07 | ||||
Total | 19,037,610.07 | 19,037,610.07 |
(3) Related information of asset group or asset group portfolios which include goodwill
√ Applicable □ Not Applicable
Name of entities | Composition of asset group or asset group portfolios and its basis | Operating segment and its basis | Whether consistent with previous years |
Xinjiang Wusu Brewery Co., Ltd. | Assets and businesses related to goodwill resulting from the acquisition of Xinjiang Wusu Brewery Co., Ltd. by Carlsberg Breweries A/S through business combination not under common control. | Northwestern region (according to the place where sales revenue is generated) | Yes |
Carlsberg (China) Breweries and Trading Co., Ltd. | Assets and businesses related to goodwill resulting from the acquisition of Carlsberg (China) Breweries and Trading Co., Ltd. by Carlsberg Singapore Pte Ltd. through business combination not under common control. | Southern region (according to the place where sales revenue is generated) | Yes |
Ningxia Xixia Jianiang Brewery Co., Ltd. | Assets and businesses related to goodwill resulting from the acquisition of Ningxia Xixia Jianiang Brewery Co., Ltd. by Carlsberg Breweries A/S through business combination not under common control. | Northwestern region (according to the place where sales revenue is generated) | Yes |
Carlsberg Chongqing Brewery Co., Ltd. | Assets and businesses related to goodwill resulting from the acquisition of Carlsberg Chongqing Brewery Co., Ltd. by the Company through business combination not under common control. | Central region (according to the place where sales revenue is generated) | Yes |
Changes in asset group or asset group portfolios
□ Applicable √ Not Applicable
Other remarks
√ Applicable □ Not Applicable
In April 2012, the Company acquired Carlsberg Chongqing Brewery Co., Ltd., and recognized the goodwill at thedifference between the fair value of identifiable net assets and the consideration paid at the acquisition date. Pursuantto the “Proposal on Accrual of Provision for Impairment of Assets” deliberated and approved by the ninth meetingof the seventh session of the Board of Directors held in 2013, the Company performed impairment test on relevant
assets group portfolios that included goodwill, and made provision for impairment of goodwill of 19,037,610.07yuan at the difference between the recoverable amount of relevant asset group portfolios and the carrying amount.
(4) Specific method for determining recoverable amount
Recoverable amount determined based on the fair value less costs of disposal
□ Applicable √ Not Applicable
Recoverable amount determined based on the present value of estimated future cash flows
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Carrying amount | Recoverable amount | Impairment amount | Forecast period (years) | Key parameters for forecast period (growth rate, profit rate, etc.) | Determination basis of parameters for forecast period | Key parameters for stable period (growth rate, profit rate, discount rate, etc.) | Determination basis of key parameters for stable period |
Xinjiang Wusu Brewery Co., Ltd. | 1,571,653,693.42 | 4,570,000,000.00 | 5 | Compound revenue growth rate: 0.32%; Gross profit rate: 47% | The left key parameters are determined by the Company based on its historical experience and forecast of market development. | Growth rate: 0%; Gross profit rate: 46%; Discount rate: 15.13% | Growth rate: revenue and costs remain stable after the forecast period; Gross profit rate: revenue and gross profit rate remain stable after the forecast period, and the gross profit rate for the stable period remains basically consistent with that for the forecast period; Discount rate: determined based on the before tax weighted average cost of capital (BTWACC), including parameters such as risk-free interest rate, market risk premium, beta coefficient, capital structure, specific risk return rate, creditor’s expected return rate, etc. The selection of each parameter complies with the applicable guidelines for the regulatory rules of the China Securities Regulatory Commission - No. 1 on Assessment. | |
Carlsberg (China) Breweries and Trading Co., Ltd. | 1,016,064,409.95 | 1,334,000,000.00 | 5 | Compound revenue growth rate: -1.88%; Gross profit rate: 43%-44% | Growth rate: 0%; Gross profit rate: 42%; Discount rate: 15.13% | |||
Ningxia Xixia Jianiang Brewery Co., Ltd. | 240,959,037.98 | 995,000,000.00 | 5 | Compound revenue growth rate: 4.53%; Gross profit rate: 43%-45% | Growth rate: 0%; Gross profit rate: 43%; Discount rate: 15.13% | |||
Total | 2,828,677,141.35 | 6,899,000,000.00 | / | / | / | / |
Reasons for obvious inconsistencies between the aforementioned information and the information used inimpairment tests in previous years or external information
□ Applicable √ Not Applicable
Reasons for obvious inconsistencies between the information used in the Company’s impairment tests inprevious years and the actual situation of those years
□ Applicable √ Not Applicable
(5) Performance commitments and corresponding goodwill impairment
Performance commitments exist when goodwill is formed, and the performance commitment period covers thereporting period or the previous period of the reporting period
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
28. Long-term prepayments
□ Applicable √ Not Applicable
29. Deferred tax assets and deferred tax liabilities
(1) Deferred tax assets before offset
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||
Deductible temporary difference | Deferred tax assets | Deductible temporary difference | Deferred tax assets | |
Accrued expenses and contract liabilities | 2,829,736,529.77 | 522,767,608.91 | 2,866,021,252.10 | 546,199,869.87 |
Provision for impairment of assets | 350,851,581.53 | 69,302,426.50 | 333,287,740.30 | 67,535,763.71 |
Employee benefits payable | 280,836,448.97 | 54,204,892.16 | 259,582,897.27 | 52,761,793.01 |
Deferred income | 155,206,784.27 | 36,491,740.23 | 147,635,624.68 | 36,250,783.25 |
Deductible losses | 101,269,311.12 | 25,317,327.78 | 82,036,101.38 | 17,789,125.73 |
Long-term employee benefits payable | 63,556,123.27 | 10,365,261.58 | 66,552,094.92 | 11,594,710.98 |
Lease liabilities | 53,154,804.88 | 10,471,828.94 | 45,738,422.97 | 8,742,463.45 |
Unrealized profit from internal transactions | 33,107,372.29 | 4,966,105.84 | 21,219,368.92 | 3,182,905.34 |
Intangible assets | 28,359,439.13 | 4,863,034.84 | 23,044,686.80 | 3,952,404.00 |
Provisions | 25,219,093.79 | 3,782,864.07 | 31,657,899.75 | 4,900,580.66 |
Fixed assets | 10,672,752.08 | 2,594,000.25 | 7,416,061.45 | 1,798,655.78 |
Cash flow hedging instruments | 2,080,471.09 | 467,700.04 | ||
Other non-current financial assets | 1,000,000.00 | 150,000.00 | 1,000,000.00 | 150,000.00 |
Total | 3,935,050,712.19 | 745,744,791.14 | 3,885,192,150.54 | 754,859,055.78 |
(2) Deferred tax liabilities before offset
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||
Taxable temporary difference | Deferred tax liabilities | Taxable temporary difference | Deferred tax liabilities | |
Right-of-use assets | 153,497,044.09 | 35,627,533.78 | 100,306,926.11 | 22,411,449.44 |
Fixed assets | 143,457,655.39 | 24,198,121.78 | 149,706,704.25 | 26,985,487.80 |
Assets appraisal appreciation due to business combination not under common control | 52,040,840.24 | 7,806,126.04 | 60,713,990.24 | 9,107,098.54 |
Other equity instrument investments | 15,625,962.83 | 3,906,490.72 | 13,303,331.73 | 3,325,832.94 |
Intangible assets | 12,000,000.00 | 3,000,000.00 | 12,000,000.00 | 3,000,000.00 |
Cash flow hedging instruments | 2,547.33 | 636.83 | 1,213,019.84 | 275,647.87 |
Total | 376,624,049.88 | 74,538,909.15 | 337,243,972.17 | 65,105,516.59 |
(3) Deferred tax assets or liabilities presented by net amount after offset
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||
Deferred tax assets offset by deferred tax liabilities | Deferred tax assets/liabilities after offset | Deferred tax assets offset by deferred tax liabilities | Deferred tax assets/liabilities after offset | |
Deferred tax assets | 66,732,783.11 | 679,012,008.03 | 22,411,449.44 | 732,447,606.34 |
Deferred tax liabilities | 66,732,783.11 | 7,806,126.04 | 22,411,449.44 | 42,694,067.15 |
(4) Details of unrecognized deferred tax assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Deductible temporary difference | 144,241,227.72 | 191,072,887.28 |
Deductible losses | 440,365,741.50 | 320,552,816.05 |
Total | 584,606,969.22 | 511,625,703.33 |
(5) Maturity years of deductible losses of unrecognized deferred tax assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Maturity years | Closing balance | Opening balance | Remarks |
Year 2023 | 23,393,028.65 | ||
Year 2024 | 21,352,118.50 | 17,917,412.10 | |
Year 2025 | 17,683,269.07 | 20,863,693.25 | |
Year 2026 | 117,609,641.23 | 126,994,927.34 | |
Year 2027 | 165,276,052.74 | 131,383,754.71 | |
Year 2028 | 118,444,659.96 | ||
Total | 440,365,741.50 | 320,552,816.05 | / |
Other remarks
□ Applicable √ Not Applicable
30. Other non-current assets
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||||
Book balance | Provision for impairment | Carrying amount | Book balance | Provision for impairment | Carrying amount | |
Costs to obtain a contract | ||||||
Costs to fulfill a contract | ||||||
Costs of goods expected to be returned | ||||||
Contract assets | ||||||
Prepayments for acquisition of non-current assets | 98,818,865.15 | 98,818,865.15 | 89,540,749.40 | 89,540,749.40 | ||
Total | 98,818,865.15 | 98,818,865.15 | 89,540,749.40 | 89,540,749.40 |
Other remarksNone.
31. Assets with title or use right restrictions
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||||||
Book balance | Carrying amount | Type of restrictions | Reasons for restrictions | Book balance | Carrying amount | Type of restrictions | Reasons for restrictions | |
Cash and bank balances | 820,036.10 | 820,036.10 | ||||||
Including: Deposits for letters of guarantee | 316,100.00 | 316,100.00 | Frozen | Deposits have been frozen | ||||
Deposits for litigations | 503,436.10 | 503,436.10 | Frozen | Deposits have been frozen | ||||
Other deposits | 500.00 | 500.00 | Frozen | Deposits have been frozen | ||||
Notes receivable | ||||||||
Inventories | ||||||||
Fixed assets | ||||||||
Intangible assets | ||||||||
Total | 820,036.10 | 820,036.10 | / | / | / | / |
Other remarksNone.
32. Short-term borrowings
(1) Details on categories
□ Applicable √ Not Applicable
(2) Overdue short-term borrowings
□ Applicable √ Not Applicable
Significant overdue short-term borrowings
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
33. Held-for-trading financial liabilities
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
34. Derivative financial liabilities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Floating gains or losses on hedging instruments | 15,408,026.80 | 2,616,336.56 |
Total | 15,408,026.80 | 2,616,336.56 |
Other remarksPlease refer to item XII 2 of this section for details on floating gains or losses on hedging instruments.
35. Notes payable
(1) Details
□ Applicable √ Not Applicable
36. Accounts payable
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Payments for acquisition of materials and receiving of services | 2,191,038,824.27 | 2,096,313,903.90 |
Payments for engineering equipment | 416,591,074.90 | 401,357,843.47 |
Total | 2,607,629,899.17 | 2,497,671,747.37 |
(2) Significant accounts payable with age over one year or overdue
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
37. Advances received
(1) Details
□ Applicable √ Not Applicable
(2) Significant advances received with age over one year
□ Applicable √ Not Applicable
(3) Amount and reasons for significant changes in carrying amount during the reporting period
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
38. Contract liabilities
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Contract liabilities of distributors | 1,666,791,670.83 | 1,614,042,546.14 |
Total | 1,666,791,670.83 | 1,614,042,546.14 |
(2) Significant contract liabilities with age over one year
□ Applicable √ Not Applicable
(3) Reasons for significant changes in carrying amount
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
39. Employee benefits payable
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance |
I. Short-term employee benefits | 320,386,267.08 | 1,451,832,212.55 | 1,431,906,061.65 | 340,312,417.98 |
II. Post-employment benefits - defined contribution plan | 44,562,702.04 | 125,020,239.70 | 127,167,723.19 | 42,415,218.55 |
III. Termination benefits | 34,418,355.53 | 3,280,173.33 | 10,488,505.00 | 27,210,023.86 |
IV. Other benefits due within one year | ||||
Total | 399,367,324.65 | 1,580,132,625.58 | 1,569,562,289.84 | 409,937,660.39 |
(2) Details of short-term employee benefits
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance |
I. Wage, bonus, allowance and subsidy | 300,197,917.76 | 1,242,057,595.25 | 1,222,262,567.76 | 319,992,945.25 |
II. Employee welfare fund | 25,493,494.66 | 25,493,494.66 | ||
III. Social insurance premium | 8,663,785.21 | 83,491,824.39 | 81,916,193.04 | 10,239,416.56 |
Including: Medicare premium | 8,210,257.57 | 67,852,214.89 | 66,275,910.34 | 9,786,562.12 |
Occupational injuries premium | 453,527.64 | 13,884,922.67 | 13,907,376.03 | 431,074.28 |
Maternity premium | 1,754,686.83 | 1,732,906.67 | 21,780.16 | |
IV. Housing provident fund | 6,247,447.36 | 77,142,278.73 | 77,825,338.58 | 5,564,387.51 |
V. Trade union fund and employee education fund | 5,277,116.75 | 23,647,019.52 | 24,408,467.61 | 4,515,668.66 |
VI. Short-term paid leave | ||||
VII. Short-term profit-sharing plan | ||||
Total | 320,386,267.08 | 1,451,832,212.55 | 1,431,906,061.65 | 340,312,417.98 |
(3) Details of defined contribution plan
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance |
1. Basic endowment insurance premium | 43,388,437.33 | 120,434,906.71 | 122,595,610.70 | 41,227,733.34 |
2. Unemployment insurance premium | 1,174,264.71 | 4,585,332.99 | 4,572,112.49 | 1,187,485.21 |
3. Company annuity payment | ||||
Total | 44,562,702.04 | 125,020,239.70 | 127,167,723.19 | 42,415,218.55 |
Other remarks
□ Applicable √ Not Applicable
40. Taxes and rates payable
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
VAT | 11,270,586.45 | 21,855,504.85 |
Consumption tax | 27,268,269.42 | 80,493,196.43 |
Enterprise income tax | 28,878,637.40 | 131,669,002.41 |
Urban maintenance and construction tax | 2,443,351.83 | 6,854,142.51 |
Education surcharge | 1,946,980.93 | 5,902,977.40 |
Individual income tax withheld for tax authorities | 5,544,345.64 | 4,552,442.76 |
Housing property tax | 3,416,760.68 | 902,167.35 |
Land use tax | 2,583,874.61 | 852,494.98 |
Others | 3,126,957.64 | 2,305,532.66 |
Total | 86,479,764.60 | 255,387,461.35 |
Other remarksNone.
41. Other payables
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Interest payable | ||
Dividend payable | ||
Other payables | 3,326,996,153.10 | 3,490,319,176.38 |
Total | 3,326,996,153.10 | 3,490,319,176.38 |
Other remarks
□ Applicable √ Not Applicable
(2) Interest payable
Details on categories
□ Applicable √ Not Applicable
Significant interest payable overdue
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
(3) Dividend payable
Details on categories
□ Applicable √ Not Applicable
(4) Other payables
Other receivables categorized by nature
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Accrued expenses | 1,740,060,221.42 | 1,746,070,547.86 |
Deposits for packages | 1,002,967,948.25 | 941,202,663.23 |
Items | Closing balance | Opening balance |
Allowances for deposits for packages | -354,139,016.53 | -334,503,946.84 |
Other security deposits | 889,342,103.73 | 1,081,788,522.34 |
Trademark licensing fees payable | 36,092,861.30 | 40,319,315.43 |
Others | 12,672,034.93 | 15,442,074.36 |
Total | 3,326,996,153.10 | 3,490,319,176.38 |
Significant other payables with age over one year or overdue
□ Applicable √ Not Applicable
Other remarks
√ Applicable □ Not Applicable
Accrual and write-off of allowances for deposits for packages
Items | Opening balance | Accrual | Reversal or write-off | Closing balance |
Allowances for deposits for packages | 334,503,946.84 | 98,064,487.98 | 78,429,418.29 | 354,139,016.53 |
Subtotal | 334,503,946.84 | 98,064,487.98 | 78,429,418.29 | 354,139,016.53 |
42. Liabilities held for sale
□ Applicable √ Not Applicable
43. Non-current liabilities due within one year
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Long-term borrowings due within one year | ||
Bonds payable due within one year | ||
Long-term payables due within one year | ||
Lease liabilities due within one year | 42,382,811.96 | 24,005,592.21 |
Total | 42,382,811.96 | 24,005,592.21 |
Other remarksNone.
44. Other current liabilities
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Short-term bonds payable | ||
Payables for returned goods | ||
Output VAT to be recognized | 26,113,341.32 | 27,809,237.78 |
Total | 26,113,341.32 | 27,809,237.78 |
Increase or decrease of short-term bonds payable
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
45. Long-term borrowings
(1) Details on categories
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
46. Bonds payable
(1) Bonds payable
□ Applicable √ Not Applicable
(2) Details (not including other financial instruments such as preferred shares/perpetual bonds classified asfinancial liabilities)
□ Applicable √ Not Applicable
(3) Remarks on convertible bonds
□ Applicable √ Not Applicable
Accounting treatment and judgment basis for equity transfer
□ Applicable √ Not Applicable
(4) Other financial instruments classified as financial liabilities
Basic information of other financial instruments such as preferred shares or perpetual bonds outstanding at thebalance sheet date
□ Applicable √ Not Applicable
Current period movements of financial instruments such as preferred shares or perpetual bonds outstanding at thebalance sheet date
□ Applicable √ Not Applicable
Remarks on other financial instruments classified as financial liabilities
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
47. Lease liabilities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Lease liabilities | 121,370,635.09 | 77,928,597.87 |
Total | 121,370,635.09 | 77,928,597.87 |
Other remarksNone.
48. Long-term payables
Details
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
Long-term payables
(1) Long-term payables categorized by nature
□ Applicable √ Not Applicable
Special payables
(2) Special payables categorized by nature
□ Applicable √ Not Applicable
49. Long-term employee benefits payable
√ Applicable □ Not Applicable
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
I. Post-employment benefits - Net defined benefit liabilities | 144,859,660.56 | 145,921,476.85 |
II. Termination benefits | ||
III. Other long-term benefits | 6,121,729.03 | 8,486,230.50 |
Total | 150,981,389.59 | 154,407,707.35 |
(2) Movements in defined benefit plan
Present value of obligations in defined benefit plan
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
I. Opening balance | 145,921,476.85 | 153,743,974.22 |
II. Components of defined benefit costs recognized in profit or loss | 4,034,294.83 | -683,415.60 |
1. Current service cost | 1,162,000.00 | 2,674,640.27 |
2. Past service cost | -1,288,705.17 | -8,091,055.87 |
3. Gains and losses on settlements | ||
4. Net interest expense or income | 4,161,000.00 | 4,733,000.00 |
III. Components of defined benefit costs recognized in other comprehensive income | 4,300,400.00 | 2,862,000.00 |
1. Actuarial gains and losses | -4,300,400.00 | -2,862,000.00 |
IV. Other movements | -9,396,511.12 | -10,001,081.77 |
1. Consideration paid at settlement | ||
2. Benefit paid | -9,396,511.12 | -10,001,081.77 |
V. Closing balance | 144,859,660.56 | 145,921,476.85 |
Plan assets
□ Applicable √ Not Applicable
Net defined benefit liabilities (assets)
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
I. Opening balance | 145,921,476.85 | 153,743,974.22 |
II. Components of defined benefit costs recognized in profit or loss | 4,034,294.83 | -683,415.60 |
III. Components of defined benefit costs recognized in other comprehensive income | 4,300,400.00 | 2,862,000.00 |
IV. Other movements | -9,396,511.12 | -10,001,081.77 |
V. Closing balance | 144,859,660.56 | 145,921,476.85 |
Contents and risks of defined benefit plan, and effect on amount, timing and uncertainty of future cash flows
√ Applicable □ Not Applicable
The Company provides the following supplementary post-retirement benefits for existing and future retirees: a.supplementary pension benefits paid to certain existing and future retirees on a monthly or annual basis until theirdeath, which would not be adjusted in the future; b. old age allowance paid to certain existing and future retirees ona monthly basis from the age of 70 until their death, which would not be adjusted in the future; c. one-time funeralbenefits paid to existing and future retirees upon their death, which would not be adjusted in the future; d. basicmedical insurance premium and critical illness medical premium paid on behalf of existing and future retirees untiltheir death or expiry of minimum payment period (25 years for males and 20 years for females), which would beadjusted according to local policies; e. heating expenses paid to existing and future retirees until their death, whichwould be adjusted according to local policies; f. retirement allowance and family worker allowance paid to certainexisting retirees until their death, which would not be adjusted in the future; and g. one-time incentives for one-child family paid to certain future retirees upon their retirement, which would not be adjusted in the future.Remarks on significant actuarial assumptions and sensitivity analysis results of defined benefit plan
√ Applicable □ Not Applicable
Items | Closing balance | Opening balance |
Discount rate | Post-employment benefits: 2.75%; other long-term benefits: 2.25% | Post-employment benefits: 3.00%; other long-term benefits: 2.5% |
Death rate | China Life Insurance Mortality Table (2010-2013) | China Life Insurance Mortality Table (2010-2013) |
Estimated growth rate of employee benefits | 0, 1.6%, 3%, 6%, 7%, 8%, 10% | 0, 1.6%, 3%, 6%, 7%, 8%, 10% |
The Company entrusted Towers Watson Management and Consulting (Shenzhen) Co., Ltd. to perform actuarialevaluation on the present value of the above defined benefit plan, with an actuarial evaluation report issued thereon.Other remarks
√ Applicable □ Not Applicable
Other long-term benefits refer to long-term paid leaves.
50. Provisions
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Closing balance | Reasons for balance |
Guarantee provided for other entities |
Items | Opening balance | Closing balance | Reasons for balance |
Pending lawsuits | 31,657,899.75 | 25,219,093.79 | |
Including: Glass bottle lawsuit | 25,511,559.35 | 25,135,234.82 | [Note] |
Labor lawsuit | 6,030,000.00 | ||
Others | 116,340.40 | 83,858.97 | |
Products quality guarantee | |||
Restructuring obligations | |||
Onerous contract to be implemented | |||
Payables for returned goods | |||
Others | |||
Total | 31,657,899.75 | 25,219,093.79 | / |
Other remarks on significant assumption on material provisions and estimatesNote: Pursuant to the “Glass Beer Bottle Sales Contract” entered into between Xinjiang Wusu Brewery (Wusu) Co.,Ltd. and Gaomi Shengtai Glass Products Co., Ltd. (the “Gaomi Company”) dated April 10, 2013, Gaomi Companyproduced and supplied special glass beer bottles to Xinjiang Wusu Brewery (Wusu) Co., Ltd. In 2015, XinjiangWusu Brewery (Wusu) Co., Ltd. checked the glass beer bottles and found quality problems, and then refused toaccept the bottles and did not make payments. In response, Gaomi Company brought a lawsuit against XinjiangWusu Brewery Co., Ltd. and Xinjiang Wusu Brewery (Wusu) Co., Ltd. with the Intermediate People’s Court ofXinjiang Autonomous Region in the same year. At the first instance, the court judged that Xinjiang Wusu Brewery(Wusu) Co., Ltd. should pay 19,214,843.21 yuan to Gaomi Company. Both Xinjiang Wusu Brewery (Wusu) Co.,Ltd. and Gaomi Company refused to accept the first-instance judgment and appealed to the Higher People’s Courtof Xinjiang Autonomous Region on July 22, 2016, and subsequently obtained the final judgment of the HigherPeople’s Court of the Autonomous Region on January 17, 2017, which ruled that Xinjiang Wusu Brewery (Wusu)Co., Ltd. should pay the above-mentioned goods payment to Gaomi Company. Gaomi Company refused to acceptthe final judgment and applied to the Supreme People’s Court for a retrial; and the Supreme People’s Court made aruling on October 26, 2017, rejecting Gaomi Company’s application. Gaomi Company was still not satisfied withthe above processing results, and clearly stated that it planned to apply for a trial supervision procedure through theSupreme People’s Procuratorate to change the result of the above second-instance judgment. Xinjiang WusuBrewery (Wusu) Co., Ltd. accrued provisions of 19,214,843.21 yuan based on the possible liquidated damages,compensation and litigation fees according to the first-instance judgment. As Gaomi Company appealed to thePeople’s Court of Wusu City and the People’s Court of Toutunhe District, Urumqi City on September 22, 2016 andNovember 20, 2021, respectively, for the losses arising from production line suspension caused by the glass beerbottle lawsuit, Xinjiang Wusu Brewery (Wusu) Co., Ltd. accrued provisions totaling 6,500,000.00 yuan based onthe possible compensation and litigation fees. As of December 31, 2023, litigation costs incurred totaled 579,608.39yuan, while the final amount to be paid is still pending as of the date of approval for issuing the financial statements.
51. Deferred income
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance | Reasons for balance |
Government grants | 256,611,695.14 | 19,537,300.00 | 28,502,521.80 | 247,646,473.34 | Government grants related to assets |
Total | 256,611,695.14 | 19,537,300.00 | 28,502,521.80 | 247,646,473.34 | / |
Other remarks
□ Applicable √ Not Applicable
52. Other non-current liabilities
□ Applicable √ Not Applicable
53. Share capital
√ Applicable □ Not Applicable
Monetary unit: RMB
Opening balance | Movements | Closing balance | |||||
Issue of new shares | Bonus shares | Reserve transferred to shares | Others | Subtotal | |||
Total shares | 483,971,198.00 | 483,971,198.00 |
Other remarksNone.
54. Other equity instruments
(1) Basic information of other financial instruments such as preferred shares or perpetual bonds outstandingas of the balance sheet date
□ Applicable √ Not Applicable
(2) Current period movements of financial instruments such as preferred shares or perpetual bondsoutstanding at the balance sheet date
□ Applicable √ Not Applicable
Current period movements and reasons for the movements, and basis for relevant accounting treatments
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
55. Capital reserve
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance |
Share/capital premium | ||||
Other capital reserve | 7,728,100.00 | 8,294,435.00 | 16,022,535.00 | |
Total | 7,728,100.00 | 8,294,435.00 | 16,022,535.00 |
Other remarks on current period movements and reasons for the movements, etc.Current increase was due to the recognition of equity incentives offered by Carlsberg Group to executives free ofcharge.
56. Treasury shares
□ Applicable √ Not Applicable
57. Other comprehensive income (OCI)
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Current period cumulative | Closing balance | |||||
Current period cumulative before income tax | Less: OCI previously recognized but transferred to profit or loss in the current period | Less: OCI previously recognized but transferred to retained earnings in the current period | Less: Income tax expenses | Attributable to parent company after tax | Attributable to non-controlling shareholders after tax | |||
I. Items not to be reclassified subsequently to profit or loss | -14,017,696.37 | -1,977,768.90 | 551,701.42 | -1,791,434.05 | -738,036.27 | -15,809,130.42 | ||
Including: Remeasurements of the defined benefit plan | -19,148,126.25 | -4,300,400.00 | -28,956.36 | -2,687,156.73 | -1,584,286.91 | -21,835,282.98 | ||
OCI not to be transferred to profit or loss under equity method | ||||||||
Changes in fair value of other equity instrument investments | 5,130,429.88 | 2,322,631.10 | 580,657.78 | 895,722.68 | 846,250.64 | 6,026,152.56 | ||
Changes in fair value of the Company’s own credit risk | ||||||||
II. Items to be reclassified subsequently to profit or loss | 474,775.84 | -12,232,432.69 | -10,004,118.83 | -742,711.08 | -751,087.62 | -734,515.16 | -276,311.78 | |
Including: OCI to be transferred to profit or loss under equity method | ||||||||
Changes in fair value of other debt investments | ||||||||
OCI arising from financial assets reclassification | ||||||||
Provision for credit impairment loss of other debt investments | ||||||||
Cash flow hedging reserves | 474,775.84 | -12,232,432.69 | -10,004,118.83 | -742,711.08 | -751,087.62 | -734,515.16 | -276,311.78 | |
Translation reserves | ||||||||
Total | -13,542,920.53 | -14,210,201.59 | -10,004,118.83 | -191,009.66 | -2,542,521.67 | -1,472,551.43 | -16,085,442.20 |
Other remarks on reconciliation of the effective portion of gains and losses on cash flow hedging into the initiallyrecognized amount of the hedged items, etc.None.
58. Special reserve
□ Applicable √ Not Applicable
59. Surplus reserve
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance |
Statutory surplus reserve | 241,985,599.00 | 241,985,599.00 | ||
Discretionary surplus reserve | ||||
Reserve fund | ||||
Enterprise development fund | ||||
Others | ||||
Total | 241,985,599.00 | 241,985,599.00 |
Remarks on surplus reserve, including current period movements and reasons for the movementsNone.
60. Undistributed profit
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Balance before adjustment at the end of preceding period | 1,336,013,806.16 | 1,040,351,272.07 |
Add: Increase due to adjustment (or less: decrease) | 20,717.28 | 6,040.91 |
Opening balance after adjustment | 1,336,034,523.44 | 1,040,357,312.98 |
Add: Net profit attributable to owners of the parent company | 1,336,597,321.13 | 1,263,619,606.46 |
Less: Appropriation of statutory surplus reserve | ||
Appropriation of discretionary surplus reserve | ||
Appropriation of general risk reserve | ||
Dividend payable on ordinary shares | 1,258,325,114.80 | 967,942,396.00 |
Dividend on ordinary share converted to share capital | ||
Closing balance | 1,414,306,729.77 | 1,336,034,523.44 |
Details of adjustments on opening balance of undistributed profitPlease refer to item V 40 of this section for details.
61. Operating revenue and operating cost
(1) Details
√ Applicable □ Not Applicable
1) Details
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative | ||
Revenue | Cost | Revenue | Cost | |
Main operations | 14,459,332,122.29 | 7,274,545,460.90 | 13,696,216,606.60 | 6,702,990,258.86 |
Other operations | 355,504,287.97 | 259,430,325.12 | 342,823,932.85 | 249,438,735.05 |
Total | 14,814,836,410.26 | 7,533,975,786.02 | 14,039,040,539.45 | 6,952,428,993.91 |
Including: Revenue from contracts with customers | 14,814,836,410.26 | 7,533,975,786.02 | 14,039,040,539.45 | 6,952,428,993.91 |
2) Details of the top 5 customers with largest balances
Customers | Operating revenue | % to total |
Customer 1 | 148,668,713.84 | 1.00 |
Customer 2 | 143,323,387.14 | 0.97 |
Customer 3 | 137,851,255.75 | 0.93 |
Customer 4 | 118,708,001.20 | 0.80 |
Customer 5 | 115,001,048.03 | 0.78 |
Subtotal | 663,552,405.96 | 4.48 |
(2) Breakdown of operating revenue and operating cost
□ Applicable √ Not Applicable
Other remarks
√ Applicable □ Not Applicable
Breakdown of revenue
1) Breakdown of revenue from contracts with customers by goods or services
Items | Current period cumulative | Preceding period comparative | ||
Revenue | Cost | Revenue | Cost | |
Beer | 14,441,498,095.03 | 7,257,400,295.48 | 13,696,216,606.60 | 6,702,990,258.86 |
Sale of packages, waste materials, etc. | 373,338,315.23 | 276,575,490.54 | 342,823,932.85 | 249,438,735.05 |
Subtotal | 14,814,836,410.26 | 7,533,975,786.02 | 14,039,040,539.45 | 6,952,428,993.91 |
2) Breakdown of revenue from contracts with customers by operating regions
Please refer to item XVIII 6 of this section for details.
3) Breakdown of revenue from contracts with customers by time of transferring goods or rendering services
Items | Current period cumulative | Preceding period comparative |
Recognized at a point in time | 14,814,836,410.26 | 14,039,040,539.45 |
Subtotal | 14,814,836,410.26 | 14,039,040,539.45 |
(3) Remarks on performance obligation
□ Applicable √ Not Applicable
(4) Remarks on transaction price allocated to the remaining performance obligations
□ Applicable √ Not Applicable
(5) Significant changes in contracts or significant adjustments on transaction price
□ Applicable √ Not Applicable
Other remarks
1) Information related to performance obligations
The Company’s performance obligations mainly refer to delivering beer products to distributors or their designatedcarriers in accordance with the contract.
2) Contract liabilities with opening carrying amount of 1,613,662,896.71 yuan were carried over to revenue in thecurrent period.
62. Taxes and surcharges
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Consumption tax | 714,061,831.14 | 688,784,854.98 |
Business tax | ||
Urban maintenance and construction tax | 106,081,011.56 | 100,780,231.87 |
Education surcharge | 82,105,608.19 | 77,533,745.75 |
Resources tax | ||
Housing property tax | 20,113,767.97 | 19,376,483.61 |
Land use tax | 20,096,769.79 | 20,351,805.44 |
Vehicle and vessel use tax | ||
Stamp duty | 12,983,310.15 | 11,906,396.07 |
Others | 2,106,931.22 | 2,124,772.60 |
Total | 957,549,230.02 | 920,858,290.32 |
Other remarksNone.
63. Selling expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Advertisement and marketing expenses | 1,247,606,832.37 | 1,133,302,573.74 |
Employee benefits | 779,258,534.27 | 725,946,110.37 |
Trademark licensing expenses | 235,450,545.79 | 216,678,340.71 |
Business travelling expenses | 65,307,615.67 | 60,294,791.93 |
Depreciation | 52,013,887.76 | 47,135,522.24 |
Depreciation of right-of-use assets | 21,608,000.00 | 19,475,000.00 |
Lease expenses | 23,451,103.31 | 26,917,139.50 |
Amortization of intangible assets | 19,383,559.45 | 17,959,828.76 |
Others | 88,541,754.16 | 78,507,919.95 |
Total | 2,532,621,832.78 | 2,326,217,227.20 |
Other remarksNone.
64. Administrative expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Employee benefits | 259,173,665.82 | 258,726,828.28 |
Office expenses and intermediary service expenses | 58,651,896.84 | 97,126,555.74 |
IT-related expenses | 55,540,396.61 | 55,075,964.45 |
Amortization of intangible assets | 27,526,304.10 | 25,339,748.16 |
Depreciation expenses | 18,957,483.39 | 17,070,233.80 |
Business travelling expenses | 14,608,494.02 | 6,833,691.74 |
Security and fire prevention expenses | 10,583,329.55 | 9,753,934.63 |
Pollution discharge fees | 8,811,293.59 | 8,560,050.43 |
Water and electricity expenses | 5,028,136.63 | 4,941,871.28 |
Share-based payments | 9,249,076.00 | 6,701,520.00 |
Depreciation of right-of-use assets | 8,965,897.21 | 9,722,351.86 |
Others | 17,574,764.00 | 34,717,598.56 |
Total | 494,670,737.76 | 534,570,348.93 |
Other remarksNone.
65. R&D expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Employee benefits | 13,668,815.71 | 53,300,332.47 |
Raw materials and revolving materials used | 4,546,725.72 | 25,842,587.49 |
Power expenses | 3,625,721.09 | 19,579,951.98 |
Depreciation | 3,583,055.39 | 9,119,195.96 |
Other expenses | 807,738.36 | 2,905,868.16 |
Total | 26,232,056.27 | 110,747,936.06 |
Other remarksNone.
66. Financial expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Interest expenses | 5,921,669.09 | 3,696,843.83 |
Less: Interest income | 71,308,016.27 | 65,718,589.46 |
Gains and losses on foreign exchange | 132,417.76 | 275,744.53 |
Handling charges | 591,532.79 | 691,152.32 |
Others [Note] | 4,349,000.00 | 4,952,000.00 |
Total | -60,313,396.63 | -56,102,848.78 |
Other remarksNote: It refers to interest expenses on net defined benefit liabilities of 4,161,000.00 yuan and interest expenses onnet long-term employee benefits liabilities of 188,000.00 yuan.
67. Other income
√ Applicable □ Not Applicable
Monetary unit: RMB
Classified by nature | Current period cumulative | Preceding period comparative |
Government grants related to assets | 28,502,521.80 | 28,112,910.68 |
Government grants related to income | 30,399,687.22 | 28,061,036.73 |
Refund of handling fees for withholding individual income tax | 1,809,139.62 | 1,458,135.41 |
Total | 60,711,348.64 | 57,632,082.82 |
Other remarksNone.
68. Investment income
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Investment income from long-term equity investments under equity method | 62,294,135.01 | 56,279,080.37 |
Investment income from disposal of long-term equity investments | ||
Investment income from held-for-trading financial assets | ||
Dividend income from other equity instrument investments | 344,606.28 | 344,606.28 |
Interest income from debt investments | ||
Interest income from other debt investments | ||
Investment income from disposal of held-for-trading financial assets | 3,936,674.52 | 11,322,859.61 |
Investment income from disposal of other equity instrument investments | ||
Investment income from disposal of debt investments | ||
Investment income from disposal of other debt investments | ||
Income from debt restructuring | ||
Total | 66,575,415.81 | 67,946,546.26 |
Other remarks
(1) Investment income from long-term equity investments under equity method
Investees | Current period cumulative | Preceding period comparative |
Chongqing Jiawei Beer Co., Ltd. | 62,294,135.01 | 56,279,080.37 |
Subtotal | 62,294,135.01 | 56,279,080.37 |
69. Gains on net exposure to hedging risk
□ Applicable √ Not Applicable
70. Gains on changes in fair value
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Held-for-trading financial assets | 202,000.00 | |
Including: Gains on changes in fair value of derivative financial instruments | ||
Including: Gains on changes in fair value of financial assets classified as at fair value through profit or loss | 202,000.00 | |
Held-for-trading financial liabilities | ||
Investment property at fair value | ||
Total | 202,000.00 |
Other remarksNone.
71. Credit impairment loss
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Impairment loss of debt investments |
Impairment loss of other debt investments | ||
Bad debts of long-term receivables | ||
Impairment loss of financial guarantee | ||
Bad debts | -1,706,340.65 | 2,461,066.24 |
Total | -1,706,340.65 | 2,461,066.24 |
Other remarksNone.
72. Assets impairment loss
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
I. Impairment loss of contract assets | ||
II. Inventory write-down loss and impairment loss of costs to fulfill a contract [Note] | -83,350,379.69 | -78,848,619.27 |
III. Impairment loss of long-term equity investments | ||
IV. Impairment loss of investment property | ||
V. Impairment loss of fixed assets | -17,485,277.39 | -2,082,570.02 |
VI. Impairment loss of construction materials | ||
VII. Impairment loss of construction in progress | ||
VIII. Impairment loss of productive biological assets | ||
IX. Impairment loss of oil and gas assets | ||
X. Impairment loss of intangible assets | -459,733.59 | |
XI. Impairment loss of goodwill | ||
XII. Others | ||
Total | -100,835,657.08 | -81,390,922.88 |
Other remarksNote: It refers to the net amount of provision for inventory write-down after deducting allowances for deposits forpackages lent out that are expected to be irrecoverable.
73. Gains on asset disposal
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Gains on asset disposal | -2,252,522.60 | 1,996,546.49 |
Total | -2,252,522.60 | 1,996,546.49 |
Other remarksNone.
74. Non-operating revenue
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative | Amount included in non-recurring profit or loss |
Gains on disposal of non-current assets | 998,632.86 | 1,735,091.73 | 998,632.86 |
Including: Gains on disposal of fixed assets | 998,632.86 | 1,735,091.73 | 998,632.86 |
Gains on disposal of intangible assets | |||
Gains on exchange of non-cash assets | |||
Receiving of donations | |||
Government grants | |||
Wanzhou factory flood insurance compensation | 21,980,000.00 | 21,980,000.00 | |
Others | 5,794,201.78 | 5,413,038.35 | 5,794,201.78 |
Total | 28,772,834.64 | 7,148,130.08 | 28,772,834.64 |
Other remarks
□ Applicable √ Not Applicable
75. Non-operating expenditures
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative | Amount included in non-recurring profit or loss |
Losses on disposal of non-current assets | 4,969,122.90 | 6,417,735.09 | 4,969,122.90 |
Including: Losses on disposal of fixed assets | 4,969,122.90 | 6,417,735.09 | 4,969,122.90 |
Losses on disposal of intangible assets | |||
Losses on exchange of non-cash assets | |||
Donation expenditures | 520,000.00 | 500,000.00 | 520,000.00 |
Others | 387,567.38 | 417,484.88 | 387,567.38 |
Total | 5,876,690.28 | 7,335,219.97 | 5,876,690.28 |
Other remarksNone.
76. Income tax expenses
(1) Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Current period income tax expenses | 645,383,330.47 | 391,764,876.06 |
Deferred income tax expenses | 18,738,666.86 | 320,085,761.22 |
Total | 664,121,997.33 | 711,850,637.28 |
(2) Reconciliation of accounting profit to income tax expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative |
Profit before tax | 3,375,690,552.52 |
Income tax expenses based on statutory/applicable tax rate | 843,922,638.13 |
Effect of different tax rate applicable to subsidiaries | -193,311,587.28 |
Effect of prior income tax reconciliation | 8,337,708.05 |
Effect of non-taxable income | -15,759,409.89 |
Effect of non-deductible costs, expenses and losses | 3,645,040.50 |
Effect of utilization of deductible losses not previously recognized as deferred tax assets | -2,050.13 |
Effect of deducible temporary differences or deductible losses not recognized as deferred tax assets in the current period | 31,559,953.29 |
Effect of recognition of temporary difference or deductible losses not previously recognized as deferred tax assets | -14,314,496.90 |
Extra deduction of R&D expenses | -3,762,576.46 |
Effect of tax rate movements on income tax expenses at the beginning of the current period | 3,806,778.02 |
Income tax expenses | 664,121,997.33 |
Other remarks
□ Applicable √ Not Applicable
77. Other comprehensive income
√ Applicable □ Not Applicable
Please refer to item VII 57 of this section for details on other comprehensive income, net of income tax.
78. Notes to items of the cash flow statement
(1) Cash receipts related to operating activities
Other cash receipts related to operating activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Cash receipts from security deposits | 696,092,428.10 | 901,054,848.48 |
Cash receipts from deposits for packages | 269,038,878.05 | 287,427,527.49 |
Cash receipts from interest income | 60,552,373.64 | 65,461,700.04 |
Cash receipts from government grants, refund of handling fees for withholding individual income tax, etc. | 51,746,126.84 | 59,559,872.14 |
Recovery of frozen funds | 188,649,190.60 | |
Others | 26,019,009.08 | 27,290,217.69 |
Total | 1,103,448,815.71 | 1,529,443,356.44 |
Remarks on other cash receipts related to operating activities:
None.
Other cash payments related to operating activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Cash payments for advertising and marketing expenses | 1,210,837,927.68 | 1,220,453,332.37 |
Items | Current period cumulative | Preceding period comparative |
Cash payments for trademark licensing fees | 239,676,999.92 | 210,352,345.55 |
Cash payments for office expenses and other service fees | 98,400,188.43 | 108,408,363.06 |
Cash payments for business travelling expenses | 76,715,507.65 | 66,448,364.12 |
Cash payments for fees related to IT | 63,305,923.63 | 55,558,429.60 |
Cash payments for removal, loading and unloading | 23,362,403.32 | 18,228,836.96 |
Cash payments for leases | 22,933,917.21 | 14,518,941.78 |
Others | 53,666,453.76 | 55,172,116.95 |
Total | 1,788,899,321.60 | 1,749,140,730.39 |
Remarks on other cash payments related to operating activities:
None.
(2) Other cash receipts related to investing activities
Cash receipts related to significant investing activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
1) Cash receipts from withdrawal of investments | ||
Structured deposits | 3,936,674.52 | 1,512,411,748.50 |
Total | 3,936,674.52 | 1,512,411,748.50 |
Remarks on cash receipts related to significant investing activities:
None.
Cash payments for significant investing activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Cash payments for investments | ||
Structured deposits | 360,000,000.00 | 1,000,000,000.00 |
Subtotal | 360,000,000.00 | 1,000,000,000.00 |
Total | 360,000,000.00 | 1,000,000,000.00 |
Remarks on cash payments for significant investing activities:
None.
Other cash receipts related to investing activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Difference between the consideration paid for acquisition of subsidiaries and cash and cash equivalents held by subsidiaries on the acquisition date | 2,518,499.55 | |
Total | 2,518,499.55 |
Remarks on other cash receipts related to investing activities:
None.
Other cash payments related to investing activities
□ Applicable √ Not Applicable
(3) Cash receipts related to financing activities
Other cash receipts related to financing activities
□ Applicable √ Not Applicable
Other cash payments related to financing activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Cash payments for lease liabilities | 38,940,556.09 | 33,725,924.40 |
Repayment of borrowings from Guangzhou Carlsberg Investment Co., Ltd. [Note] | 17,000,000.00 | |
Total | 55,940,556.09 | 33,725,924.40 |
Remarks on other cash payments related to financing activities:
Note: Please refer to item XIV 5 (8) of this section for details.
Changes in liabilities arising from financing activities
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Decrease | Closing balance | ||
Changes in cash | Changes in non-cash [Note] | Changes in cash | Changes in non-cash | |||
Lease liabilities (including lease liabilities due within one year) | 101,934,190.08 | 115,153,245.44 | 38,940,556.09 | 14,393,432.38 | 163,753,447.05 | |
Other payables | 17,000,000.00 | 17,000,000.00 | ||||
Total | 101,934,190.08 | 132,153,245.44 | 55,940,556.09 | 14,393,432.38 | 163,753,447.05 |
Note: In the current period, increase in changes in non-cash refers to other payables of 1,400,000.00 yuan transferredin from Beijing Capital Brewing Golden Wheat Trading Co., Ltd. due to expansion of the consolidation scope, leaseliabilities of 63,248,927.48 yuan and other payables of 15,600,000.00 yuan transferred in from Jinbei Asia Pacific(Beijing) Catering Co., Ltd. due to expansion of the consolidation scope, increased financing of 45,982,648.87 yuanand currently accrued interest of 5,921,669.09 yuan.
(4) Remarks on cash flows presented on a net basis
√ Applicable □ Not Applicable
Items | Relevant factual situation | Basis for presentation on a net basis | Financial effects |
Other cash receipts related to operating activities | Related cash flows refer to cash inflows and outflows collected from and paid to customers with fast turnover, large amount, and short period. | Presentation on a net basis reflects the Company’s cash flow situation, which is more useful for evaluating its payment ability and solvency and analyzing its cash flows. | 1,468,483,750.81 |
Other cash payments related to operating activities | Related cash flows refer to cash inflows and outflows collected from and paid to customers with fast turnover, large amount, and short period. | Presentation on a net basis reflects the Company’s cash flow situation, which is more useful for evaluating its payment ability and solvency and analyzing its cash flows. | 1,468,483,750.81 |
(5) Significant activities not related to current cash receipts and payments but affect the financial positionof the Company or may affect the Company’s future cash flows and the financial effects
□ Applicable √ Not Applicable
79. Supplementary information to the cash flow statement
(1) Supplementary information to the cash flow statement
√ Applicable □ Not Applicable
Monetary unit: RMB
Supplementary information | Current period cumulative | Preceding period comparative |
1.Reconciliation of net profit to cash flows from operating activities: | ||
Net profit | 2,711,568,555.19 | 2,586,928,183.57 |
Add: Provision for assets impairment | 100,835,657.08 | 81,390,922.88 |
Provision for credit impairment loss | 1,706,340.65 | -2,461,066.24 |
Depreciation of fixed assets, oil and gas assets, productive biological assets | 414,381,095.11 | 414,016,254.67 |
Amortization of right-of-use assets | 37,240,394.12 | 31,609,351.86 |
Amortization of intangible assets | 63,196,249.02 | 58,784,718.50 |
Amortization of long-term prepayments | ||
Losses on disposal of fixed assets, intangible assets and other long-term assets (Less: gains) | 2,252,522.60 | -1,996,546.49 |
Fixed assets retirement loss (Less: gains) | 3,970,490.04 | 4,682,643.36 |
Losses on changes in fair value (Less: gains) | -202,000.00 | |
Financial expenses (Less: gains) | 5,921,669.09 | 3,696,843.83 |
Investment losses (Less: gains) | -66,575,415.81 | -67,946,546.26 |
Decrease of deferred tax assets (Less: increase) | 53,931,617.88 | 329,874,747.35 |
Increase of deferred tax liabilities (Less: decrease) | -35,192,951.02 | -12,828,868.06 |
Decrease of inventories (Less: increase) | -111,789,119.11 | -453,832,389.49 |
Decrease of operating receivables (Less: increase) | -67,662,253.33 | 23,260,578.28 |
Increase of operating payables (Less: decrease) | -16,634,034.89 | 757,469,430.78 |
Others | ||
Net cash flows from operating activities | 3,096,948,816.62 | 3,752,648,258.54 |
2.Significant investing and financing activities not related to cash receipts and payments: | ||
Conversion of debt into capital |
Supplementary information | Current period cumulative | Preceding period comparative |
Convertible bonds due within one year | ||
Fixed assets leased in under finance leases | ||
3.Net changes in cash and cash equivalents: | ||
Cash at the end of the period | 2,700,076,206.04 | 3,396,809,241.14 |
Less: Cash at the beginning of the period | 3,396,809,241.14 | 2,165,733,418.37 |
Add: Cash equivalents at the end of the period | ||
Less: Cash equivalents at the beginning of the period | ||
Net increase of cash and cash equivalents | -696,733,035.10 | 1,231,075,822.77 |
(2) Net cash payments for the acquisition of subsidiaries
□ Applicable √ Not Applicable
(3) Net cash receipts from the disposal of subsidiaries
□ Applicable √ Not Applicable
(4) Composition of cash and cash equivalents
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
I. Cash | 2,700,076,206.04 | 3,396,809,241.14 |
Including: Cash on hand | 10,176.00 | |
Cash in bank on demand for payment | 2,699,523,751.37 | 3,396,809,241.14 |
Other cash and bank balances on demand for payment | 542,278.67 | |
Central bank deposit on demand for payment | ||
Deposit in other banks | ||
Loans to other banks | ||
II. Cash equivalents | ||
Including: Bond investments maturing within three months | ||
III. Cash and cash equivalents at the end of the period | 2,700,076,206.04 | 3,396,809,241.14 |
Including: Cash and cash equivalents of parent company or subsidiaries with use restrictions |
(5) Balances with use restrictions but still considered as cash and cash equivalents
□ Applicable √ Not Applicable
(6) Cash and bank balances not considered as cash and cash equivalents
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative | Reasons |
Accrued interest of seven-day call deposits | 11,823,993.51 | 1,068,350.88 | Accrued interest is not considered as cash equivalents. |
Deposits for letters of guarantee | 316,100.00 | Deposits are frozen. | |
Deposits for litigation | 503,436.10 | Deposits are frozen. | |
Other deposits | 500.00 | Deposits are frozen. | |
Total | 12,644,029.61 | 1,068,350.88 | / |
Other remarks:
□ Applicable √ Not Applicable
80. Notes to items of statement of changes in equity
Remarks on “Others” with balances at the end of prior year adjusted and the adjusted amount:
□ Applicable √ Not Applicable
81. Monetary items in foreign currencies
(1) Monetary items in foreign currencies
□ Applicable √ Not Applicable
(2) Remarks on overseas operations. For significant overseas operating entities, their main operating places,functional currencies and adoption basis shall be disclosed. Reasons for any changes in functionalcurrency shall also be disclosed.
□ Applicable √ Not Applicable
82. Leases
(1) The Company as lessee
√ Applicable □ Not Applicable
Variable lease payments not included in the measurement of lease liabilities
□ Applicable √ Not Applicable
Short-term leases and leases of low-value assets with simplified approach
√ Applicable □ Not Applicable
Items | Current period cumulative | Preceding period comparative |
Expenses for short-term leases | 28,587,956.49 | 29,041,574.10 |
Total | 28,587,956.49 | 29,041,574.10 |
Sale and leaseback transactions and determination basis
□ Applicable √ Not Applicable
Cash flows related to leases totaled 66,139,107.22 yuan.
(2) The Company as lessor
Operating lease
□ Applicable √ Not Applicable
Finance lease
□ Applicable √ Not Applicable
Reconciliation of undiscounted lease payments to net investment in the lease
□ Applicable √ Not Applicable
Undiscounted lease payments in the in the next five years
□ Applicable √ Not Applicable
(3) Recognition of profit or loss related to finance leases as a manufacturer or distributor
□ Applicable √ Not Applicable
Other remarksNone.
83. Others
□ Applicable √ Not Applicable
VIII. R&D costs
(1) Presented by nature of expenses
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Employee benefits | 13,668,815.71 | 53,300,332.47 |
Consumed raw materials and revolving materials | 4,546,725.72 | 25,842,587.49 |
Power expenses | 3,625,721.09 | 19,579,951.98 |
Depreciation | 3,583,055.39 | 9,119,195.96 |
Others | 807,738.36 | 2,905,868.16 |
Total | 26,232,056.27 | 110,747,936.06 |
Including: R&D costs to be expensed | 26,232,056.27 | 110,747,936.06 |
R&D costs to be capitalized |
Other remarks:
None.
(2) Development expenditures of R&D projects eligible for capitalization
□ Applicable √ Not Applicable
Significant capitalized R&D projects
□ Applicable √ Not Applicable
Provision for impairment of development expenditures
□ Applicable √ Not Applicable
Other remarksNone.
(3) Significant outsourced R&D projects in progress
□ Applicable √ Not Applicable
IX. Changes in the consolidation scope
1. Business combination not under common control
√ Applicable □ Not Applicable
(1) Business combination not under common control in the current period
√ Applicable □ Not Applicable
Monetary unit: RMB
Acquirees | Equity acquisition date | Equity acquisition cost | Proportion of equity acquired (%) | Equity acquisition method | Acquisition date | Determination basis for acquisition date | Acquiree’s income from acquisition date to period end | Acquiree’s net profit from acquisition date to period end | Acquiree’s cash flows from acquisition date to period end |
Jinbei Asia Pacific (Beijing) Catering Co., Ltd. (the “Jinbei Asia Pacific”) | 10/10/2023 | 600,000.00 | 100.00 | Cash acquisition | 10/10/2023 | Completion of registration at administration for market regulation | 17,466,633.15 | -7,724,030.43 | -3,373,209.47 |
Beijing Capital Brewing Golden Wheat Trading Co., Ltd. (the “Beijing Capital Brewing”) | 10/10/2023 | 2,500,000.00 | 100.00 | Cash acquisition | 10/10/2023 | Completion of registration at administration for market regulation | 2,242,680.54 | -942,486.89 | -1,624,512.29 |
Other remarks:
1) Jinbei Asia Pacific
Pursuant to the “Agreement on Equity Transfer of Jinbei Asia Pacific (Beijing) Catering Co., Ltd.” entered intobetween the subsidiary Carlsberg Chongqing Brewery Co., Ltd. and Jinbei Asia Pacific Co., Ltd. in September 2023,Carlsberg Chongqing Brewery Co., Ltd. acquired 100% of equity of Jinbei Asia Pacific in cash, with a combinationcost of 0.60 million yuan at the acquisition date. As of December 31, 2023, the equity transfer was registered atadministration for market regulation.
2) Beijing Capital Brewing
Pursuant to the “Agreement on Equity Transfer of Beijing Capital Brewing Golden Wheat Trading Co., Ltd.” enteredinto between the subsidiary Carlsberg Chongqing Brewery Co., Ltd. and Capital Brewing Company Limited inSeptember 2023, Carlsberg Chongqing Brewery Co., Ltd. acquired 100% of equity of Beijing Capital Brewing incash, with a combination cost of 2.50 million yuan at the acquisition date. As of December 31, 2023, the equitytransfer was registered at administration for market regulation.
(2) Combination costs and goodwill
√ Applicable □ Not Applicable
Monetary unit: RMB
Combination costs | Jinbei Asia Pacific | Beijing Capital Brewing |
--Cash | 600,000.00 | 2,500,000.00 |
--Fair value of non-cash assets | ||
--Fair value of debts issued or assumed | ||
--Fair value of equity securities issued | ||
--Fair value of contingent considerations | ||
--Acquisition-date fair value of equity held before the acquisition date | ||
--Others | ||
Total combination costs | 600,000.00 | 2,500,000.00 |
Less: Share of fair value of net identifiable assets acquired | 609,660.39 | 2,889,237.88 |
Goodwill/Balance of fair value of net identified assets acquired after deducting combination costs | -9,660.39 | -389,237.88 |
Determination method of fair value of combination costs
□ Applicable √ Not Applicable
Completion of performance commitments
□ Applicable √ Not Applicable
Main reasons for goodwill in large amount
□ Applicable √ Not Applicable
Other remarks:
None.
(3) Acquisition-date identifiable assets and liabilities of acquirees
√ Applicable □ Not Applicable
Monetary unit: RMB
Jinbei Asia Pacific | Beijing Capital Brewing | |||
Acquisition-date fair value | Acquisition-date carrying amount | Acquisition-date fair value | Acquisition-date carrying amount | |
Assets | ||||
Cash and bank balances | 3,967,582.39 | 3,967,582.39 | 1,650,917.16 | 1,650,917.16 |
Accounts receivable | 7,101,346.48 | 7,101,346.48 | 1,148,621.35 | 1,148,621.35 |
Inventories | 1,567,895.13 | 1,567,895.13 | 1,935,242.52 | 1,832,444.40 |
Fixed assets | 17,013,723.96 | 16,945,072.52 | 872,446.40 | 757,498.74 |
Intangible assets | 412,999.11 | 382,168.45 | 185,470.00 | |
Right-of-use asses | 58,841,295.61 | 58,841,295.61 | ||
Others | 858,182.28 | 858,182.28 | 47,408.17 | 47,408.17 |
Liabilities |
Accounts payable | 25,904,437.09 | 25,904,437.09 | 2,950,867.72 | 2,950,867.72 |
Lease liabilities | 63,248,927.48 | 63,248,927.48 | ||
Net assets | 609,660.39 | 510,178.29 | 2,889,237.88 | 2,486,022.10 |
Less: Non-controlling interest | ||||
Net assets acquired | 609,660.39 | 510,178.29 | 2,889,237.88 | 2,486,022.10 |
Fair value determination method on identifiable assets and liabilities:
Pursuant to the equity transfer agreement entered into between Carlsberg Chongqing Brewery Co., Ltd. and JinbeiAsia Pacific, Carlsberg Chongqing Brewery Co., Ltd. acquired 100% of equity of Jinbei Asia Pacific, and adjustedthe acquisition-date fair value of the fixed assets and intangible assets on the basis of the Appraisal Report(CCWAAR (2023) No. 044) taking May 31, 2023 as the valuation benchmark date. Except for fixed assets andintangible assets, the fair value of other assets and liabilities with no obvious appreciation or impairment isdetermined based on the carrying amount at the acquisition date.Pursuant to the equity transfer agreement entered into between Carlsberg Chongqing Brewery Co., Ltd. and CapitalBrewing Company Limited, Carlsberg Chongqing Brewery Co., Ltd. acquired 100% of equity of Beijing CapitalBrewing, and adjusted the fair value of the inventories, fixed assets and intangible assets on the basis of the AppraisalReport (CCWAAR (2023) No. 043) taking May 31, 2023 as the valuation benchmark date. Except for inventories,fixed assets and intangible assets, the fair value of other assets and liabilities with no obvious appreciation orimpairment is determined based on the carrying amount at the acquisition date.
Contingent liabilities of acquirees assumed in business combination:
None.
Other remarks:
None.
(4) Gains or losses on fair value remeasurement of equity held before the acquisition dateTransactions with business combinations achieved in stages and control obtained during the reporting period
□ Applicable √ Not Applicable
(5) Combination costs or fair value of acquiree’s identifiable assets/liabilities failed to be reasonably
determined at the acquisition date or at the end of current period
□ Applicable √ Not Applicable
(6) Other remarks
□ Applicable √ Not Applicable
2. Business combination under common control
□ Applicable√ Not Applicable
3. Reverse acquisition
□ Applicable √ Not Applicable
4. Disposal of subsidiaries
Transactions or events leading to loss of control over a subsidiary in the current period
□ Applicable √ Not Applicable
Other remarks:
□ Applicable √ Not Applicable
Disposal of subsidiaries in stages leading to loss of control in the current periodOne-time disposal
□ Applicable √ Not Applicable
Other remarks:
□ Applicable √ Not Applicable
5. Changes in the consolidation scope due to other reasons
Remarks on changes in the consolidation scope due to other reasons (e.g., establishment/liquidation of subsidiaries,etc.) and relevant conditions:
□ Applicable √ Not Applicable
6. Others
□ Applicable √ Not Applicable
X. Interest in other entities
1. Interest in subsidiaries
(1) Composition of the group
√ Applicable □ Not Applicable
Monetary unit: RMB
Subsidiaries | Main operating place | Registered capital | Place of registration | Business nature | Holding proportion (%) | Acquisition method | |
Direct | Indirect | ||||||
Carlsberg Chongqing Brewery Co., Ltd. [Note 1] | Yubei District, Chongqing City | 850,000,000.00 | Yubei District, Chongqing City | Beer industry | 51.42 | Business combination not under common control | |
Hunan Chongqing Beer Guoren Co., Ltd. [Note 2] | Economic Development Zone, Lixian, Hunan | 200,000,000.00 | Economic Development Zone, Lixian, Hunan | Beer industry | Investment and establishment | ||
Chongqing Beer Panzhihua Co., Ltd. [Note 2] | Heshiba, Panzhihua City | 100,555,500.00 | Heshiba, Panzhihua City | Beer industry | Business combination under common control | ||
Chongqing Beer Group Chengdu Boke Beer Co., Ltd. | Huashi Village, Deyuan Town, Pidu District, Chengdu City | 140,800,000.00 | Huashi Village, Deyuan Town, Pidu District, Chengdu City | Beer industry | Business combination not under common |
Subsidiaries | Main operating place | Registered capital | Place of registration | Business nature | Holding proportion (%) | Acquisition method | |
Direct | Indirect | ||||||
[Note 2] | control | ||||||
Chongqing Beer Yibin Co., Ltd. [Note 2] | Shao’e Street, Baixi Town, Yibin County, Yibin City | 50,000,000.00 | Shao’e Street, Baixi Town, Yibin County, Yibin City | Beer industry | Business combination not under common control | ||
Carlsberg Beer Enterprise Management (Chongqing) Co., Ltd. [Note 2] | Chongqing City | 648,580,000.00 | Chongqing City | Beer industry | Business combination under common control | ||
Kunming Huashi Brewery Co., Ltd. [Note 2] | Kunming City, Yunnan Province | 79,528,080.08 | Kunming City, Yunnan Province | Beer industry | Business combination under common control | ||
Carlsberg (China) Breweries and Trading Co., Ltd. [Note 2] | Dali City, Dali Bai Autonomous Prefecture, Yunnan Province | 299,902,362.00 | Dali City, Dali Bai Autonomous Prefecture, Yunnan Province | Beer industry | Business combination under common control | ||
Xinjiang Wusu Brewery Co., Ltd. [Note 2] | Urumqi, Xinjiang Uygur Autonomous Region | 105,480,000.00 | Urumqi, Xinjiang Uygur Autonomous Region | Beer industry | Business combination under common control | ||
Carlsberg Brewery (Guangdong) Co., Ltd. [Note 2] | Huizhou City, Guangdong Province | 350,886,363.22 | Huizhou City, Guangdong Province | Beer industry | Business combination under common control | ||
Ningxia Xixia Jianiang Brewery Co., Ltd. [Note 2] | Yinchuan City | 191,929,277.02 | Yinchuan City | Beer industry | Business combination under common control | ||
Carlsberg Brewery (Jiangsu) Co., Ltd. [Note 2] | Yancheng City, Jiangsu Province | 60,000,000.00 | Yancheng City, Jiangsu Province | Beer industry | Investment and establishment | ||
Carlsberg Enterprise Management Consulting Co., Ltd. [Note 2] | Tianhe District, Guangzhou City | 50,000,000.00 | Tianhe District, Guangzhou City | Beer industry | Investment and establishment | ||
Carlsberg Brewery (Foshan) Co., Ltd. [Note 2] | Foshan City, Guangdong Province | 10,000,000.00 | Foshan City, Guangdong Province | Beer industry | Investment and establishment | ||
Jinbei Asia Pacific (Beijing) Catering Co., Ltd. [Note 2] | Chaoyang District, Beijing City | 400,000.00 | Chaoyang District, Beijing City | Beer industry | Business combination not under common control | ||
Beijing Capital Brewing Golden Wheat Trading Co., Ltd. [Note 2] | Chaoyang District, Beijing City | 2,000,000.00 | Chaoyang District, Beijing City | Beer industry | Business combination not under common control | ||
Chongqing Beer Xichang Co., Ltd. [Note 3] | Anning Town, Xichang City | 74,500,000.00 | Anning Town, Xichang City | Beer industry | Investment and establishment | ||
Carlsberg Tianmuhu Brewery (Jiangsu) Co., Ltd. [Note 4] | Liyang City | 160,000,000.00 | Liyang City | Beer industry | Business combination under common control | ||
Carlsberg Brewery (Anhui) Co., Ltd. [Note 4] | Economic Development Zone, Tianchang City, Anhui Province | 64,000,000.00 | Economic Development Zone, Tianchang City, Anhui Province | Beer industry | Business combination under common control | ||
Xinjiang Wusu Brewery (Korla) Co., Ltd. [Note 5] | Korla, Bayingolin Mongol Autonomous Prefecture, Xinjiang Uygur Autonomous Region | 5,000,000.00 | Korla, Bayingolin Mongol Autonomous Prefecture, Xinjiang Uygur Autonomous Region | Beer industry | Business combination under common control |
Subsidiaries | Main operating place | Registered capital | Place of registration | Business nature | Holding proportion (%) | Acquisition method | |
Direct | Indirect | ||||||
Xinjiang Wusu Brewery (Yining) Co., Ltd. [Note 5] | Yining City, Ili Kazakh Autonomous Prefecture, Xinjiang Uygur Autonomous Region | 20,000,000.00 | Yining City, Ili Kazakh Autonomous Prefecture, Xinjiang Uygur Autonomous Region | Beer industry | Business combination under common control | ||
Xinjiang Wusu Brewery (Aksu) Co., Ltd. [Note 5] | Aksu Prefecture, Xinjiang Uygur Autonomous Region | 10,000,000.00 | Aksu Prefecture, Xinjiang Uygur Autonomous Region | Beer industry | Business combination under common control | ||
Xinjiang Wusu Brewery (Wusu) Co., Ltd. [Note 5] | Wusu City, Tacheng Prefecture, Xinjiang Uygur Autonomous Region | 30,000,000.00 | Wusu City, Tacheng Prefecture, Xinjiang Uygur Autonomous Region | Beer industry | Business combination under common control | ||
Xinjiang Wusu Beer Trading Co., Ltd. [Note 5] | Urumqi, Xinjiang Uygur Autonomous Region | 30,000,000.00 | Urumqi, Xinjiang Uygur Autonomous Region | Beer industry | Investment and establishment |
Remarks on inconsistency between holding proportion and voting right proportion in subsidiariesNote 1: The Company and Guangzhou Carlsberg Investment Co., Ltd. holds 51.42% and 48.58% of equity ofCarlsberg Chongqing Brewery Co., Ltd. respectively.Note 2: The Company’s holding subsidiary Carlsberg Chongqing Brewery Co., Ltd. holds 98.75% of equity ofHunan Chongqing Beer Guoren Co., Ltd., 100.00% of equity of Chongqing Beer Panzhihua Co., Ltd., 100.00% ofequity of Chongqing Beer Group Chengdu Boke Beer Co., Ltd., 100.00% of equity of Chongqing Beer Yibin Co.,Ltd., 100.00% of equity of Carlsberg Beer Enterprise Management (Chongqing) Co., Ltd., 100.00% of equity ofKunming Huashi Brewery Co., Ltd., 100.00% of equity of Carlsberg (China) Breweries and Trading Co., Ltd.,
100.00% of equity of Xinjiang Wusu Brewery Co., Ltd., 99.00% of equity of Carlsberg Brewery (Guangdong) Co.,Ltd., 70.00% of equity of Ningxia Xixia Jianiang Brewery Co., Ltd., 100.00% of equity of Carlsberg Brewery(Jiangsu) Co., Ltd., 100.00% of equity of Carlsberg Enterprise Management Consulting Co., Ltd., 100.00% of equityof Carlsberg Brewery (Foshan) Co., Ltd., 100.00% of equity of Jinbei Asia Pacific (Beijing) Catering Co., Ltd. and
100.00% of equity of Beijing Capital Brewing Golden Wheat Trading Co., Ltd.
Note 3: Chongqing Beer Panzhihua Co., Ltd. holds 100.00% of equity of Chongqing Beer Xichang Co., Ltd.Note 4: Carlsberg Beer Enterprise Management (Chongqing) Co., Ltd. holds 100% of equity of Carlsberg TianmuhuBrewery (Jiangsu) Co., Ltd. and 75% of equity of Carlsberg Brewery (Anhui) Co., Ltd.Note 5: Xinjiang Wusu Brewery Co., Ltd. holds 100% of equity of Xinjiang Wusu Brewery (Korla) Co., Ltd.,Xinjiang Wusu Brewery (Yining) Co., Ltd., Xinjiang Wusu Brewery (Aksu) Co., Ltd., Xinjiang Wusu Brewery(Wusu) Co., Ltd. and Xinjiang Wusu Beer Trading Co., Ltd.
Basis for the control of an investee while holding its half or less than half voting rights, and the non-control of aninvestee while holding its more than half voting rights:
None.
Basis for control of significant structured entities brought into the consolidation scope:
None.
Basis for determining an entity being acting as an agent or a principal:
None.
Other remarks:
None.
(2) Significant not wholly-owned subsidiaries
√ Applicable □ Not Applicable
Monetary unit: RMB
Subsidiaries | Holding proportion of non-controlling shareholders | Non-controlling shareholders’ profit or loss | Dividend declared to non-controlling shareholders | Closing balance of non-controlling interest |
Carlsberg Chongqing Brewery Co., Ltd. | 48.58% | 1,374,971,234.06 | 1,428,437,323.80 | 1,511,947,928.36 |
Remarks on inconsistency between holding proportion and voting right proportion of non-controlling shareholdersin subsidiaries:
□ Applicable √ Not Applicable
Other remarks:
□ Applicable √ Not Applicable
(3) Main financial information of significant not wholly-owned subsidiaries
√ Applicable □ Not Applicable
Monetary unit: RMB Ten Thousand
Subsidiaries | 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 | |
Carlsberg Chongqing Brewery Co., Ltd. | 464,458.31 | 694,838.17 | 1,159,296.48 | 817,389.01 | 49,220.58 | 866,609.59 | 509,469.16 | 672,106.21 | 1,181,575.37 | 826,259.35 | 50,111.77 | 876,371.12 |
Subsidiaries | Current period cumulative | Preceding period comparative | ||||||
Operating revenue | Net profit | Total comprehensive income | Cash flows from operating activities | Operating revenue | Net profit | Total comprehensive income | Cash flows from operating activities | |
Carlsberg Chongqing Brewery Co., Ltd. | 1,481,483.64 | 278,150.55 | 277,850.34 | 316,167.49 | 1,403,904.05 | 267,538.87 | 267,870.56 | 380,964.24 |
Other remarks:
None.
(4) Significant restriction on use of the group assets and liquidation of the group liabilities
□ Applicable √ Not Applicable
(5) Financial or other support provided for structured entities brought into the consolidation scope
□ Applicable √ Not Applicable
Other remarks:
□ Applicable √ Not Applicable
2. Transactions resulting in changes in subsidiaries’ equity but without losing control
□ Applicable √ Not Applicable
3. Interest in joint ventures or associates
√ Applicable □ Not Applicable
(1) Significant joint ventures or associates
√ Applicable □ Not Applicable
Joint ventures or associates | Main operating place | Place of registration | Business nature | Holding proportion (%) | Accounting treatment on investments in joint ventures or associates | |
Direct | Indirect | |||||
Chongqing Jiawei Beer Co., Ltd. [Note] | Chongqing Jianqiao Industrial Park | Chongqing Jianqiao Industrial Park | Production and sales of beers | 33.00 | Equity method |
Remarks on inconsistency between holding proportion and voting right proportion in joint ventures or associates:
Note: The Company’s holding subsidiary Carlsberg Chongqing Brewery Co., Ltd. holds 33.00% of equity ofChongqing Jiawei Beer Co., Ltd.
Basis for significant influence over an entity on which the Company held less than 20% voting rights or insignificantinfluence over an entity on which the Company held more than 20% voting rights:
None.
(2) Main financial information of significant joint ventures
□ Applicable √ Not Applicable
(3) Main financial information of significant associates
√ Applicable □ Not Applicable
Monetary unit: RMB
Closing balance/ Current period cumulative | Opening balance/ Preceding period comparative | |
Chongqing Jiawei Beer Co., Ltd. | Chongqing Jiawei Beer Co., Ltd. | |
Current assets | 609,090,010.38 | 1,082,719,631.91 |
Non-current assets | 187,354,131.99 | 174,783,077.23 |
Total assets | 796,444,142.37 | 1,257,502,709.14 |
Current liabilities | 281,361,331.57 | 268,511,026.17 |
Non-current liabilities | 88,997,369.60 | 90,204,164.62 |
Total liabilities | 370,358,701.17 | 358,715,190.79 |
Non-controlling interest | ||
Equity attributable to owners of parent company | 426,085,441.20 | 898,787,518.35 |
Proportionate share in net assets | 140,608,195.59 | 296,599,881.05 |
Adjustments |
Closing balance/ Current period cumulative | Opening balance/ Preceding period comparative | |
Chongqing Jiawei Beer Co., Ltd. | Chongqing Jiawei Beer Co., Ltd. | |
-- Goodwill | ||
-- Unrealized profit in internal transactions | ||
-- Others | ||
Carrying amount of investments in associates | 140,608,195.59 | 296,599,881.05 |
Fair value of equity investments in associates in association with quoted price | ||
Operating revenue | 547,202,765.70 | 508,334,306.85 |
Net profit | 188,770,106.09 | 170,542,667.79 |
Net profit of discontinued operations | ||
Other comprehensive income | ||
Total comprehensive income | 188,770,106.09 | 170,542,667.79 |
Dividend from associates received in the current period | 218,285,820.47 |
Other remarksThe above financial data is based on the management report provided by Chongqing Jiawei Beer Co., Ltd., takingthe valuation appreciation into account.
(4) Aggregated financial information of insignificant joint ventures and associates
□ Applicable √ Not Applicable
(5) Significant restrictions on remittance of fund from joint ventures or associates to the Company
□ Applicable √ Not Applicable
(6) Excess losses incurred by joint ventures or associates
□ Applicable √ Not Applicable
(7) Unrecognized commitments related to investments in joint ventures
□ Applicable √ Not Applicable
(8) Contingent liabilities related to investments in joint ventures or associates
□ Applicable √ Not Applicable
4. Significant joint operations
□ Applicable √ Not Applicable
5. Interest in unconsolidated structured entities
Remarks on unconsolidated structured entities:
□ Applicable √ Not Applicable
6. Others
□ Applicable √ Not Applicable
XI. Government grants
1. Government grants recognized based on amounts receivable during the reporting period
□ Applicable √ Not Applicable
Reasons for not receiving government grants receivable at the expected time point
□ Applicable √ Not Applicable
2. Liabilities related to government grants
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Opening balance | Increase | Amount included into non-operating revenue | Amount transferred into other income | Other changes | Closing balance | Related to assets/income |
Deferred income | 256,611,695.14 | 19,537,300.00 | 28,502,521.80 | 247,646,473.34 | Related to assets | ||
Total | 256,611,695.14 | 19,537,300.00 | 28,502,521.80 | 247,646,473.34 |
3. Government grants included into profit or loss
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Related to assets | 28,502,521.80 | 28,112,910.68 |
Related to income | 30,399,687.22 | 28,061,036.73 |
Total | 58,902,209.02 | 56,173,947.41 |
Other remarks:
None.
XII. Risks related to financial instruments
1. Risks of financial instruments
√ Applicable □ Not Applicable
In risk management, the Company aims to seek the appropriate balance between the risks and benefits from its useof financial instruments and to mitigate the adverse effects that the risks of financial instruments have on theCompany’s financial performance, so as to maximize the profits of shareholders and other equity investors. Basedon such risk management objectives, the Company’s risk management policies are established to identify andanalyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks andadherence to limits on a timely and reliable basis.The Company has exposure to the following risks from its use of financial instruments, which mainly include: creditrisk, liquidity risk, and market risk. The Management has deliberated and approved policies concerning such risks,and details are:
(I) Credit riskCredit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failingto discharge an obligation.
1. Credit risk management practice
(1) Evaluation method of credit risk
At each balance sheet date, the Company assesses whether the credit risk on a financial instrument has increasedsignificantly since initial recognition. When assessing whether the credit risk has increased significantly since initialrecognition, the Company takes into account reasonable and supportable information, which is available withoutundue cost or effort, including qualitative and quantitative analysis based on historical data, external credit riskrating, and forward-looking information. The Company determines the changes in default risk of financialinstruments during the estimated lifetime through comparison of the default risk at the balance sheet date and theinitial recognition date, on an individual basis or a collective basis.The Company considers the credit risk on a financial instrument has increased significantly when one or more ofthe following qualitative and quantitative standards are met:
1) Quantitative standard mainly relates to the scenario in which, at the balance sheet date, the probability of defaultin the remaining lifetime has risen by more than a certain percentage compared with the initial recognition;
2) Qualitative standard mainly relates to significant adverse changes in the debtor’s operation or financial position,present or expected changes in technology, market, economy or legal environment that will have significant adverseimpact on the debtor’s repayment ability;
(2) Definition of default and credit-impaired assets
A financial instrument is defined as defaulted when one or more following events have occurred, of which thestandard is consistent with that for credit-impairment:
1) significant financial difficulty of the debtor;
2) a breach of binding clause of contract;
3) it is very likely that the debtor 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, havinggranted to the debtor a concession(s) that the creditor would not otherwise consider.
2. Measurement of expected credit losses
The key factors in the measurement of expected credit loss include the probability of default, loss given default, andexposure to default risk. The Company develops a model of the probability of default, loss given default, andexposure to default risk on the basis of quantitative analysis of historical data (e.g., counterparty rating, guaranteemeasures and collateral type, payment method, etc.) and forward-looking information.
3. Please refer to item VII 5 and 9 of this section for details on the reconciliation table of opening balance andclosing balance of provision for losses of financial instrument.
4. Exposure to credit risk and concentration of credit risk
The Company’s credit risk is primarily attributable to cash and bank balances and receivables. In order to controlsuch risks, the Company has taken the following measures:
(1) Cash and bank balances
The Company deposits its bank balances and other cash and bank balances in financial institutions with relativelyhigh credit levels, hence, its credit risk is relatively low.
(2) Receivables
The Company performs credit assessment on customers using credit settlement on a continuous basis. The Companyselects credible and well-reputed customers based on credit assessment result, and conducts ongoing monitoring onbalance of receivables, to avoid significant risks in bad debts.As the Company only conducts business with credible and well-reputed third parties, collateral is not required fromcustomers. The Company manages credit risk aggregated by customers. As of December 31, 2023, the Companyheld no collateral or other credit enhancement on balance of receivables due to the short settlement period betweenthe Company and distributors and the effective collection of payments.The maximum amount of exposure to credit risk of the Company is the carrying amount of each financial asset atthe balance sheet.(II) Liquidity riskLiquidity risk is the risk that the Company may encounter deficiency of funds in meeting obligations associatedwith cash or other financial assets settlement, which is possibly attributable to failure in selling financial assets atfair value on a timely basis, or failure in collecting liabilities from counterparties of contracts, or early redemptionof debts, or failure in achieving estimated cash flows.In order to control such risk, the Company utilizes financing tools such as credit terms with suppliers, etc. and adoptsshort-term financing methods to maintain a balance between financing sustainability and flexibility.Financial liabilities classified based on remaining time period till maturity
Items | Closing balance | ||||
Carrying amount | Contract amount not yet discounted | Within 1 year | 1-3 years | Over 3 years | |
Derivative financial liabilities | 15,408,026.80 | 15,408,026.80 | 15,408,026.80 | ||
Accounts payable | 2,607,629,899.17 | 2,607,629,899.17 | 2,607,629,899.17 | ||
Other payables | 3,326,996,153.10 | 3,326,996,153.10 | 3,326,996,153.10 | ||
Non-current liabilities due within one year | 42,382,811.96 | 42,382,811.96 | 42,382,811.96 | ||
Lease liabilities | 121,370,635.09 | 143,345,637.22 | 71,615,016.01 | 71,730,621.21 | |
Subtotal | 6,113,787,526.12 | 6,135,762,528.25 | 5,992,416,891.03 | 71,615,016.01 | 71,730,621.21 |
(Continued)
Items | December 31, 2022 | ||||
Carrying amount | Contract amount not yet discounted | Within 1 year | 1-3 years | Over 3 years | |
Derivative financial liabilities | 2,616,336.56 | 2,616,336.56 | 2,616,336.56 | ||
Accounts payable | 2,497,671,747.37 | 2,497,671,747.37 | 2,497,671,747.37 |
Items | December 31, 2022 | ||||
Carrying amount | Contract amount not yet discounted | Within 1 year | 1-3 years | Over 3 years | |
Other payables | 3,490,319,176.38 | 3,490,319,176.38 | 3,490,319,176.38 | ||
Non-current liabilities due within one year | 24,005,592.21 | 24,005,592.21 | 24,005,592.21 | ||
Lease liabilities | 77,928,597.87 | 98,843,891.74 | 45,796,146.66 | 53,047,745.08 | |
Subtotal | 6,092,541,450.39 | 6,113,456,744.26 | 6,014,612,852.52 | 45,796,146.66 | 53,047,745.08 |
(III) Market riskMarket risk is the risk that the Company may encounter fluctuation in fair value or future cash flows of financialinstruments due to changes in market price. Market risk mainly includes interest risk and foreign currency risk.
1. Interest risk
Interest risk is the risk that an enterprise may encounter fluctuation in fair value or future cash flows of financialinstruments due to changes in market interest rate. The Company’s fair value interest risks arise from fixed-ratefinancial instruments, while the cash flow interest risks arise from floating-rate financial instruments. The Companydetermines the proportion of fixed-rate financial instruments and floating-rate financial instruments based on themarket environment, and maintains a proper financial instruments portfolio through regular review and monitoring.
2. Foreign currency risk
Foreign currency risk is the risk arising from changes in fair value or future cash flows of financial instrumentresulted from changes in exchange rate. The Company is operated in mainland China, whose main activities aredenominated in RMB, hence, the Company bears insignificant market risk arising from foreign exchange changes.
2. Hedging
(1) Risk management of hedging business
√ Applicable □ Not Applicable
Items | Corresponding risk management strategies and objectives | Qualitative and quantitative information on hedged risk | Economic relationships between hedged items and related hedging instruments | Achievement of expected risk management objectives on effectiveness | Effect of corresponding hedging activities on risk exposure |
Cash flow hedges | The purchase price of aluminum, one of the significant packaging materials for beer production, has fluctuated considerably due to the influence of macroeconomy in recent years. In order to ensure the relative stability of product costs and achieve stable operation, the Company analyzed the expected aluminum purchase transactions, based on which the Company carried out hedges by futures, options, swaps and other derivative instruments. | The approval procedures of foreign hedges carried out by the Company using self-owned funds comply with relevant national laws and regulations, and hedges carried out to avoid fluctuations in price of aluminum were conductive to controlling business risks and improving the Company’s capability to withstand the fluctuations in the market, and regulations of the “Management Measures for Foreign Hedges”. Please refer to Note 1 for quantitative information. | Exposure to commodity swaps and expected future purchases moves in the opposite direction | Volume of commodity swaps matches volume of expected future purchases and hedges are effective | Probable mismatch between the volume of commodity swaps and expected future purchases results in hedge ineffectiveness |
Other remarks
√ Applicable □ Not Applicable
Note 1: Quantitative analysis on cash flow hedges
Categories | Hedging instruments | Hedged risks | Hedge effectiveness | |
Current period cumulative | Accumulated amount at the end of the period (hedging reserve) | |||
Cash flow hedges | Commodity swaps | Fluctuation in price of aluminum | -2,228,313.86 | -1,015,294.02 |
(2) Conducting eligible hedging businesses and applying hedge accounting
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Carrying amount related to hedged items and hedging instruments | Cumulative fair value hedge adjustments of hedged items included in the carrying amount of recognized hedged items | Hedge effectiveness and sources of ineffective portion | Relevant effects of hedge accounting on the Company’s financial statements |
Type of hedging risk | ||||
Credit risk, liquidity risk | -1,015,294.02 | -10,004,118.83 | Volume of commodity swaps matches volume of expected future purchases and hedges are effective | Derivative financial assets: 14,392,732.78; derivative financial liabilities: 15,408,026.80; other comprehensive income: -1,485,602.78 |
Categories of hedges | ||||
Cash flow hedges | -1,015,294.02 | -10,004,118.83 | Volume of commodity swaps matches volume of expected future purchases and hedges are effective | Derivative financial assets: 14,392,732.78; derivative financial liabilities: 15,408,026.80; other comprehensive income: -1,485,602.78 |
Other remarks
□ Applicable √ Not Applicable
(3) Conducting hedges for risk management with expectation to achieve risk management objectives butnot applying hedge accounting
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
3. Financial assets transfer
(1) Ways of financial assets transfer
□ Applicable √ Not Applicable
(2) Financial assets derecognized due to transfer
□ Applicable √ Not Applicable
(3) Continuing involvement in the transferred financial assets
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
XIII. Fair value disclosure
1. Details of fair value of assets and liabilities at fair value at the balance sheet date
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Fair value as at the balance sheet date | |||
Level 1 fair value measurement | Level 2 fair value measurement | Level 3 fair value measurement | Total | |
I. Recurring fair value measurement | ||||
(I) Held-for-trading financial assets | 14,392,732.78 | 360,202,000.00 | 374,594,732.78 | |
1. Financial assets measured as at fair value through profit or loss | 360,202,000.00 | 360,202,000.00 | ||
(1) Debt instrument investments | ||||
(2) Equity instrument investments | ||||
(3) Others | 360,202,000.00 | 360,202,000.00 | ||
2. Financial assets designated as at fair value through profit or loss | ||||
(1) Debt instrument investments | ||||
(2) Equity instrument investments | ||||
3. Derivative financial assets | 14,392,732.78 | 14,392,732.78 | ||
(II) Other debt investments | ||||
(III) Other equity instrument investments | 16,625,962.83 | 16,625,962.83 | ||
(IV) Investment property | ||||
1. Land use right held for lease | ||||
2. Buildings for lease | ||||
3. Land use right held for transfer after appreciation | ||||
(V) Biological assets | ||||
1. Consumptive biological assets | ||||
2. Productive |
Items | Fair value as at the balance sheet date | |||
Level 1 fair value measurement | Level 2 fair value measurement | Level 3 fair value measurement | Total | |
biological assets | ||||
Total assets at recurring fair value measurement | 14,392,732.78 | 16,625,962.83 | 360,202,000.00 | 391,220,695.61 |
(VI) Held-for-trading liabilities | 15,408,026.80 | 15,408,026.80 | ||
1. Financial liabilities measured as at fair value through profit or loss | ||||
Including: Held-for-trading bonds issued | ||||
Derivative financial liabilities | ||||
Others | ||||
2. Financial liabilities designated as at fair value through profit or loss | ||||
3. Derivative financial liabilities | 15,408,026.80 | 15,408,026.80 | ||
Total liabilities at recurring fair value measurement | 15,408,026.80 | 15,408,026.80 | ||
II. Non-recurring fair value measurement | ||||
(I) Assets held for sale | ||||
Total assets at non-recurring fair value measurement | ||||
Total liabilities at non-recurring fair value measurement |
2. Basis for determining level 1 fair value at recurring and non-recurring fair value measurement
√ Applicable □ Not Applicable
The amounts of derivative financial assets and derivative financial liabilities were determined based on the bankstatements provided by the financial institutions.
3. Qualitative and quantitative information of valuation technique(s) and key input(s) for level 2 fair valueat recurring and non-recurring fair value measurement
√ Applicable □ Not Applicable
The Company took level 2 inputs as the fair value as the shares of Bank of Guizhou Co., Ltd. (the “Guizhou Bank”)held by the Company cannot be publicly transferred in H-share market. The fair value per share of equity investmentin Guizhou Bank as at December 31, 2023 was measured based on the net assets per share of Guizhou Bank as atJune 30, 2023 disclosed in the latest interim report under certain discount method.
4. Qualitative and quantitative information of valuation technique(s) and key input(s) for level 3 fair value
at recurring and non-recurring fair value measurement
√ Applicable □ Not Applicable
The Company’s held-for-trading financial assets refer to structured deposits, which are determined on the basis ofthe annualized rates of return provided by the banks’ RMB financial product statement for reference.The Company’s other non-current financial assets refer to equity investments in Xinjiang Guozhiming PackagingCo., Ltd., which has been closed in previous year and is a non-public interest entity. The Management has made fullprovisions for impairment on such entity in previous year due to its high going concern risk.
5. Items for level 3 recurring fair value measurement, a reconciliation from the opening balances to theclosing balances, and sensitive analysis on unobservable inputs
□ Applicable √ Not Applicable
6. Items at recurring fair value measurement with inter-level transfer, and reasons and policies for
determining inter-level transfer time
□ Applicable √ Not Applicable
7. Changes in valuation techniques in the current period and reasons for changes
□ Applicable √ Not Applicable
8. Fair value of financial assets and liabilities not at fair value
□ Applicable √ Not Applicable
9. Others
□ Applicable √ Not Applicable
XIV. Related party relationships and transactions
1. Parent company of the Company
√ Applicable □ Not Applicable
Remarks on parent company of the CompanyCarlsberg Foundation is the Company’s actual controller and controls the Company’s controlling shareholderCarlsberg Breweries A/S, which holds 42.54% and 17.46% of the Company’s equity through Carlsberg BreweryHong Kong Limited and Carlsberg Chongqing Limited respectively.The Company’s ultimate controlling party is Carlsberg Foundation.Other remarks:
None.
2. Subsidiaries of the Company
Please refer to relevant items for details on the Company’s subsidiaries.
√ Applicable □ Not Applicable
Please refer to item X of this section on the Company’s subsidiaries.
3. Joint ventures and associates of the Company
Please refer to relevant items for details on the Company’s significant joint ventures and associates.
√ Applicable □ Not Applicable
Please refer to item X of this section on the Company’s significant joint ventures and associates.Details of other joint ventures or associates carrying out related party transactions with the Company in the currentperiod or in preceding period but with balance in the current period are as follows:
√ Applicable □ Not Applicable
Joint ventures or associates | Relationships with the Company |
Chongqing Jiawei Beer Co., Ltd. | Associate |
Other remarks
□ Applicable √ Not Applicable
4. Other related parties of the Company
√ Applicable □ Not Applicable
Related parties | Relationships with the Company |
Guangzhou Carlsberg Investment Co., Ltd. | Under common control of the Company’s ultimate controlling party |
Carlsberg Trading (Shenzhen) Co., Ltd. | Under common control of the Company’s ultimate controlling party |
Carlsberg Marketing Sdn Bhd | Under common control of the Company’s ultimate controlling party |
Carlsberg Supply Company AG | Under common control of the Company’s ultimate controlling party |
Cambrew Limited | Under common control of the Company’s ultimate controlling party |
Carlsberg Breweries A/S | Under common control of the Company’s ultimate controlling party |
Carlsberg Brewery Hong Kong Limited | Under common control of the Company’s ultimate controlling party |
Carlsberg Singapore Pte Ltd | Under common control of the Company’s ultimate controlling party |
Lao Brewery Co., Ltd. | Under common control of the Company’s ultimate controlling party |
Super Bock Bebidas, S.A. | Under significant influence of the Company’s ultimate controlling party |
Beijing Capital Brewing [Note] | Associate of the Company’s controlling shareholder |
Jinbei Asia Pacific [Note] | Associate of the Company’s controlling shareholder |
Beijing Capital Brewing Golden Wheat Trading Co., Ltd. | Under common control of the Company’s ultimate controlling party since October 2023 |
Jinbei Asia Pacific (Beijing) Catering Co., Ltd. | Under common control of the Company’s ultimate controlling party since October 2023 |
Note: In September 2023, the subsidiary Carlsberg Chongqing Brewery Co., Ltd. entered into equity transfer
agreements with Jinbei Asia Pacific Co., Ltd. and Capital Brewing Company Limited, under which CarlsbergChongqing Brewery Co., Ltd. acquired 100.00% of equity of Jinbei Asia Pacific and Beijing Capital Brewingrespectively. The equity transfers were completed in October 2023. Therefore, Jinbei Asia Pacific and BeijingCapital Brewing became entities within the consolidation scope of the Company since October 2023, and the currentperiod cumulative of the related party transactions is the transaction amount from January to September 2023.
Other remarksNone.
5. Related party transactions
(1) Purchase and sale of goods, rendering and receiving of services
Purchase of goods and receiving of services
√ Applicable □ Not Applicable
Monetary unit: RMB
Related parties | Content of transactions | Current period cumulative | Preceding period comparative |
Chongqing Jiawei Beer Co., Ltd. | Purchase of goods [Note] | 540,257,796.00 | 501,780,646.32 |
Carlsberg Supply Company AG | Purchase of goods | 106,708.48 | 70,774.58 |
Beijing Capital Brewing | Purchase of goods | 91,080.00 | 141,965.77 |
Chongqing Jiawei Beer Co., Ltd. | Purchase of materials, etc. | 14,078.79 | 116,982.08 |
Total | 540,469,663.27 | 502,110,368.75 |
Note: Please refer to item XIV 5 (8) of this section for details on exclusive sales of purchase of beers.
Sale of goods and rendering of services
√ Applicable □ Not Applicable
Monetary unit: RMB
Related parties | Content of transaction | Current period cumulative | Preceding period comparative |
Carlsberg Brewery Hong Kong Limited | Sales of goods, etc. | 70,980,668.29 | 70,168,212.54 |
Carlsberg Singapore Pte Ltd | Sales of goods | 1,740,410.78 | 2,448,717.98 |
Cambrew Limited | Sales of goods | 1,035,486.36 | 1,309,978.37 |
Jinbei Asia Pacific | Sales of goods | 773,161.09 | 699,577.16 |
Lao Brewery Co., Ltd. | 173,216.66 | ||
Chongqing Jiawei Beer Co., Ltd. | Sales of goods | 9,702.41 | 264,948.96 |
Carlsberg Marketing Sdn Bhd | Sales of goods | 9,132.84 | 192,183.86 |
Total | 74,721,778.43 | 75,083,618.87 |
Remarks on purchase and sale of goods, rendering and receiving of services
√ Applicable □ Not Applicable
Note: The transaction amounts presented in item XIV 5 of this section were tax-excluded amounts.
(2) Related party trust/contracting and consignation/outsourcing
The Company’s trust/contracting:
□ Applicable √ Not Applicable
Remarks on related party trust/contracting
□ Applicable √ Not Applicable
The Company’s consignation/outsourcing
□ Applicable √ Not Applicable
Remarks on related party consignation/outsourcing
□ Applicable √ Not Applicable
(3) Related party leases
The Company as the lessor:
□ Applicable √ Not Applicable
The Company as the lessee:
□ Applicable √ Not Applicable
Remarks on related party leases
□ Applicable √ Not Applicable
(4) Related party guarantees
The Company as the guarantor
□ Applicable √ Not Applicable
The Company as the guaranteed party
□ Applicable √ Not Applicable
Remarks on related party guarantees
□ Applicable √ Not Applicable
(5) Call loans between related parties
□ Applicable √ Not Applicable
(6) Assets transfer and debt restructuring of the related parties
□ Applicable √ Not Applicable
(7) Key management’s emoluments
√ Applicable □ Not Applicable
Monetary unit: RMB Ten Thousand
Items | Current period cumulative | Preceding period comparative |
Key management’s emoluments | 2,663.55 | 2,308.27 |
(8) Other related party transactions
√ Applicable □ Not Applicable
1. Related party licensing
(1) The Company as the licensee
Related parties | Current period cumulative | Preceding period comparative |
Carlsberg Breweries A/S [Note 1] | 234,349,406.25 | 215,460,314.92 |
Beijing Capital Brewing [Note 2] | 1,101,139.54 | 1,218,025.79 |
Subtotal | 235,450,545.79 | 216,678,340.71 |
Note 1: Carlsberg Breweries A/S granted the Company a license to use trademarks including Carlsberg, Tuborg,Carlsberg LIGHT, Kronenbourg 1664, Jolly Shandy, OMERSBY, etc., with the licensing period as same as theregistration validity period of licensed trademarks agreed in trademark licensing contract and its appendix. It wasagreed by both parties that trademark licensing fees should be calculated based on the Company’s net sales revenuefrom the production and sales of products with licensed trademark in the calendar year. Details of rate of licensingfees are as follows: 4% for Tuborg, 5% for Carlsberg, Jolly Shandy and SOMERSBY, 6% for Kronenbourg 1664(excluding Blanc series products), and 7% for Blanc series products.Note 2: Beijing Capital Brewing granted the Company a license to use the trademark of JingA, with the licensingperiod as same as the registration validity period of licensed trademarks agreed in trademark licensing contract andits appendix. It was agreed by both parties that trademark licensing fees should be calculated at 6% of Company’snet sales revenue from the production and sales of products with licensed trademark in the calendar year.
(2) The Company as the licensor
Related parties | Current period cumulative | Preceding period comparative |
Carlsberg Brewery Hong Kong Limited [Note] | 118,353.59 | 11,676.51 |
Subtotal | 118,353.59 | 11,676.51 |
Note: The Company granted Carlsberg Brewery Hong Kong Limited a license to use the trademark of Wusu Beer,with the licensing period as same as the registration validity period of licensed trademarks agreed in trademarklicensing contract and its appendix. It was agreed by both parties that trademark licensing fees should be calculatedbased on the Company’s net sales revenue from the production and sales of products with licensed trademark in thecalendar year. Details of rate of licensing fees are as follows: 1.25% from January 1, 2022 to December 31, 2022;
2.50% from January 1, 2023 to December 31, 2023; and 3.75% from January 1, 2024.
2. Granted production
Super Bock Bebidas, S.A. granted Carlsberg Tianmuhu Brewery (Jiangsu) Co., Ltd. to produce beer with trademarkof “Super Bock” and sell it to the designated third party. In the current period, 295.79 kiloliters of beer wereproduced and the sales amount was 992,067.71 yuan.
3. Related party exclusive sales agreements
Pursuant to the “Framework Agreement on Exclusive Sales of Products” entered into between the Company andChongqing Jiawei Beer Co., Ltd. (“Jiawei Beer”) in January 2009, Jiawei Beer would exclusively produce beerswith trademark of Shancheng and sell all of the beers produced to the Company within the term of the agreement.
Based on Jiawei Beer’s annual production capacity of 0.15 million kiloliters of beers in the current period andmarket demand, and the actual production and sales volume of 80,000 kiloliters in 2008, the Company agreed thatthe sales volume of beers from Jiawei Beer would increase by 14,000 kiloliters each year from 2009 to 2013,ensuring that the sales volume would reach 0.15 million kiloliters in 2013 and keep up with the increase in the totalproduction and sales volume of the Company’s beer enterprises in Jiulongpo District and North New District ofChongqing from 2014. The selling prices of beers from Jiawei Beer should be determined in accordance with theex-factory prices of beers in the Company’s beer enterprises in Jiulongpo District and North New District ofChongqing with the same variety, specification and market, and the average price of beers from Jiawei Beer perkiloliter should be the same as that produced by the Company’s beer enterprises in Jiulongpo District and NorthNew District of Chongqing. In the meantime, Jiawei Beer should pay for the selling expenses in accordance withthe quantity of beers sold by the Company. It was agreed that, from 2014, Jiawei Beer should pay the sellingexpenses at 100.00 yuan per kiloliter for the part of beers with sales volume less than 0.15 million kiloliters(inclusive), and pay the selling expenses in accordance with the average selling expenses per kiloliter of beers inthe Company’s beer enterprises in Jiulongpo District and North New District of Chongqing for the part exceeding
0.15 million kiloliters. The validity period of the agreement is 20 years. The matters related to exclusive sales ofbeers mentioned above have been deliberated and approved in the Company’s first extraordinary shareholders’meeting of 2009.Due to the disputes from both parties on performance of terms related to price in the exclusive sales agreement andthe accumulated difference in exclusive sales of beers and under approval of the seventh meeting of the eighthsession of the Board of Directors, the Company signed a supplementary agreement of “Framework Agreement onExclusive Sales of Products” with Jiawei Beer on December 28, 2016 to ensure the sound cooperation in future.The main contents of the supplementary agreement are as follows:
(1) Adjustment on the calculation method of sales volume and net revenue from beers agreed in the exclusive salesagreement: both parties agreed to involve the sales volume of Hechan Branch in 2015 in the calculation of thegrowth rate of sales volume and the average net revenue from beers from January 2016 due to the overlap of salesareas.
(2) Clarification on the solutions for difference in volume and price: both parties agreed that the Company shouldadjust the volume of beers purchased from Jiawei Beer or pay compensation in cash at the price of beers per kiloliteragreed by both parties when there is difference in volume or price during the performance of the exclusive salesagreement.
(3) Clarification on settlement in the original way: both parties agreed that the settlement should be carried out inaccordance with the exclusive sales agreement, and jointly engage a third-party intermediary agency to conduct aspecial audit on the average price and volume of beers of both parties in the previous year, which should be takenas the basis for the final settlement of the year.
(4) Compensation on difference in price: both parties agreed that within 3 years from January 1, 2016, thedifference in price should be treated as follows: for difference in price between the higher average net revenue frombeers of the Company and that of Jiawei Beer in the first year (2016), if the difference is less than or equivalent to4% of the average net revenue from beers of Jiawei Beer in 2016, the Company would not compensate Jiawei Beer;otherwise, the Company would compensate Jiawei Beer for the portion exceeding 4%; if the difference in the second
year (2017) is less than or equivalent to 2% of the average net revenue from beers of Jiawei Beer in 2017, theCompany would not compensate Jiawei Beer; otherwise, the Company would compensate Jiawei Beer for theportion exceeding 2%; if the difference in the third year (2018) is less than or equivalent to 1% of the average netrevenue from beers of Jiawei Beer in 2018, the Company would not compensate Jiawei Beer; otherwise, theCompany would compensate Jiawei Beer for the portion exceeding 1%.
(5) New products and usage of brands: in order to ensure that the average net revenue from beers per kiloliter ofJiawei Beer is as same as that of the Company, the Company agreed that Jiawei Beer could produce products withthe trademarks of “Tuborg”, “Chongqing Chunsheng”, etc. under the premise of meeting the correspondingproduction standards of products, and the products should be exclusively sold by the Company.It is confirmed by both parties that the supplementary agreement would come into effect from the date of signingby both parties, and would be implemented retrospectively from January 1, 2016. In the meantime, it is agreed inthe supplementary agreement that the Company should pay settlement fees of 30.00 million yuan to Jiawei Beerwithin one month after the effective date of the agreement. Except for the settlement fees, Jiawei Beer could notrequire the Company to bear any liabilities for breach of “Framework Agreement on Exclusive Sales of Products”before the effective date of the supplementary agreement.In 2022, the Company actually sold beers of 129,325.12 kiloliters with the trademarks of “Shancheng”, “Chongqing”and “Tuborg” totaling 501.78 million yuan (tax exclusive) and Jiawei Beer should pay selling expenses of 19.40million yuan. In 2023, the Company actually sold beers of 134,088.26 kiloliters with the trademarks of “Shancheng”,“Chongqing” and “Tuborg” totaling 540.26 million yuan (tax exclusive) and Jiawei Beer should pay sellingexpenses of 20.11 million yuan.
4. Related party equity transfer, debt exemption and repayment
In 2023, the subsidiary Carlsberg Chongqing Brewery Co., Ltd. entered into equity transfer agreements with CapitalBrewing Company Limited and its wholly-owned subsidiary Jinbei Asia Pacific Co., Ltd. respectively, to acquire100% of equity of Beijing Capital Brewing and Jinbei Asia Pacific. Please refer to item IX 1 of this section fordetails on transactions.Prior to the acquisition, Beijing Capital Brewing and Jinbei Asia Pacific had borrowed 22 million yuan and 28million yuan from Guangzhou Carlsberg Investment Co., Ltd. respectively. Pursuant to the “Debt ExemptionAgreement” entered into by Beijing Capital Brewing, Jinbei Asia Pacific and Guangzhou Carlsberg Investment Co.,Ltd., in order to promote the acquisition of equity of Beijing Capital Brewing and Jinbei Asia Pacific by CarlsbergChongqing Brewery Co., Ltd., Guangzhou Carlsberg Investment Co., Ltd. waived the debts of 20.60 million yuanand 12.40 million yuan of Beijing Capital Brewing and Jinbei Asia Pacific respectively. As at the balance sheet date,Beijing Capital Brewing and Jinbei Asia Pacific had repaid the remaining borrowings of 1.40 million yuan and
15.60 million yuan to Guangzhou Carlsberg Investment Co., Ltd. in advance.
6. Balances due to or from related parties
(1) Balances due from related parties
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Related parties | Closing balance | Opening balance | ||
Book balance | Provision for bad debts | Book balance | Provision for bad debts | ||
Accounts receivable | |||||
Carlsberg Brewery Hong Kong Limited | 26,389,186.65 | 1,319,459.33 | 19,081,927.98 | 954,096.40 | |
Carlsberg Singapore Pte Ltd | 195,323.10 | 9,766.16 | 254,903.41 | 12,745.17 | |
Cambrew Limited | 241,204.80 | 12,060.24 | |||
Carlsberg Marketing Sdn Bhd | 80,782.66 | 4,039.13 | |||
Jinbei Asia Pacific | 72,877.63 | 3,643.88 | |||
Subtotal | 26,584,509.75 | 1,329,225.49 | 19,731,696.48 | 986,584.82 | |
Other receivables | |||||
Carlsberg Brewery Hong Kong Limited | 12,783.35 | 639.17 | 11,676.51 | 583.83 | |
Chongqing Jiawei Beer Co., Ltd. | 73,455.50 | 3,672.78 | |||
Subtotal | 12,783.35 | 639.17 | 85,132.01 | 4,256.61 |
(2) Balances due to related parties
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Related parties | Closing book balance | Opening book balance |
Accounts payable | |||
Chongqing Jiawei Beer Co., Ltd. | 727,016.35 | ||
Carlsberg Supply Company AG | 515,042.71 | ||
Subtotal | 727,016.35 | 515,042.71 | |
Other payables | |||
Carlsberg Breweries A/S | 36,092,861.30 | 40,124,834.90 | |
Beijing Capital Brewing | 194,480.53 | ||
Subtotal | 36,092,861.30 | 40,319,315.43 |
(3) Others
□ Applicable √ Not Applicable
7. Related party commitments
□ Applicable √ Not Applicable
8. Others
□ Applicable √ Not Applicable
XV. Share-based payment
1. Equity instruments
□ Applicable √ Not Applicable
Share options or other equity instruments outstanding at the balance sheet date
□ Applicable √ Not Applicable
2. Equity-settled share-based payment
□ Applicable √ Not Applicable
3. Cash-settled share-based payment
√ Applicable □ Not Applicable
Monetary unit: RMB
Determination method for the fair value of liabilities incurred by the Company and to be settled in cash or other equity instruments | |
Key parameters of the fair value of liabilities incurred by the Company and to be settled in cash or other equity instruments | [Note] |
Amount of accumulated liabilities incurred due to cash-settled share-based payment | 16,003,654.31 |
Note: Pursuant to the regulations of “Annual Plan of Long-term Incentive Plan from 2018 to 2020 of CarlsbergGroup”, “Annual Plan of Long-term Incentive Plan from 2019 to 2021 of Carlsberg Group” and “Annual Plan ofLong-term Incentive Plan from 2020 to 2022 of Carlsberg Group” (the “Annual Plans”), eligible executives at thelevel of vice president and above are entitled to join the Annual Plans. The vesting period of each Annual Plan is 3years, and executives joined the Annual Plans could obtained a certain amount of Carlsberg B shares for free if theyhave reached the pre-set performance conditions and other relevant exercise conditions, and are still engaged byCarlsberg Group after the vesting period. The Company would settle in cash after the exercise conditions are met.
4. Total share-based payments recognized in the current period
√ Applicable □ Not Applicable
Monetary unit: RMB
Objects | Cash-settled share-based payment |
Management personnel | 954,641.00 |
Total | 954,641.00 |
Other remarksNone.
5. Modifications and cancellations of share-based payment
□ Applicable √ Not Applicable
6. Others
□ Applicable √ Not Applicable
XVI. Commitments and contingencies
1. Significant commitments
√ Applicable □ Not Applicable
Significant commitments, their nature and amount at the balance sheet datePlease refer to item XIV 5 (8) of this section for details on beer produced by Jiawei Beer and exclusively sold bythe Company.Other than the above-mentioned events, the Company has no significant commitments to be disclosed as of thebalance sheet date.
2. Contingencies
(1) Significant contingencies at the balance sheet date
√ Applicable □ Not Applicable
When the Company undertakes the exclusive sales of the beer produced by Jiawei Beer, the two parties shall settlethe difference in sales volume and price. As of December 31, 2023, the Company has estimated the cost of makingup the net difference in sales volume and price based on the performance of the agreement, with final settlement notyet made. Please refer to item XIV 5 (8) of this section for details.In December 2023, the Company received a copy of the “Civil Complaint” numbered [2023] Yu 05 Min Chu 232issued by Chongqing Fifth Intermediate People’s Court, which stated that the lawsuit against the Company fordisputes over exclusive sales agreements by Jiawei Beer had been accepted. The requests of Jiawei Beer includethe followings:
1. The Company shall compensate Jiawei Beer for the losses caused by the violation of the “Exclusive SalesAgreement”, “Supplementary Agreement”, “Memorandum”, “Minutes of Meeting” and other agreements from2011 to the end of 2020 (before the major assets reorganization of the Company), which are temporarily estimatedat 495.63 million yuan (of which, losses of 255.06 million yuan incurred from January 2011 to the end ofDecember 2015, and losses of 240.57 million yuan incurred from January 2016 to the end of December 2020),and the interest losses of 18 million yuan temporarily estimated from the end of December 2011 to December 31,2022 (of which, the interest losses corresponding to the loss incurred from January 2011 to the end of December2015 are 10 million yuan; the interest losses corresponding to the loss incurred from January 2016 to the end ofDecember 2022 are 8 million yuan. These interest losses are calculated separately based on the losses finallydetermined, the interest rate of loans for the same period and the LPR published by the People’s Bank of Chinauntil the date of full payment);
2. The Company shall compensate Jiawei Beer for the losses caused by the violation of the “SupplementaryAgreement”, “Memorandum” and other agreements since 2021 (after the major assets reorganization of theCompany), which are temporarily estimated at 115.05 million yuan, and the interest losses of 3 million yuantemporarily estimated as of December 31, 2022 (calculated separately based on the ultimately recognized lossesand LPR until the date of full payment).As of the date of approval for issuing the financial statements, the lawsuit is undergoing jurisdictional objections,and has not yet been decided.
On February 5, 2024, the Company received a summons and a copy of the complaint related to the case numbered(2023) Yu 0104 Minchu 7700 from the People’s Court of Dadukou District, Chongqing. The plaintiff Jiawei Beerfiled a lawsuit against the Company on the grounds that the Company had no right to deduct undue selling expensesfrom the payments for exclusive sales of beer. The claims are as follows:
1. The Company’s act of setting off its debt for exclusive sales of beer against Jiawei Beer’s undue liability forselling expenses since January 2021 shall not have legal effect, and the Company shall return undue selling expensesas of the effective date of the judgment, which is tentatively calculated as 20,846,684.79 yuan as of November 2023,and will be finally determined based on the undue amount as of the effective date of the judgment.
2. The Company shall continue to fulfill the agreement of “selling expenses are settled semi-annually with paymentsdelayed for half a year”, and shall not arbitrarily set off its debt for exclusive sales of beer against Jiawei Beer’sundue liability for selling expenses.
3. The Company shall compensate Jiawei Beer for the estimated loss of 1,829,638.53 yuan due to its breach of theabove agreement (the loss is temporarily calculated based on the amount offset each time at 1.5 times of one-yearLPR published by the National Interbank Funding Center until the maturity date of selling expenses for each periodbefore November 2023, and the loss related to undue selling expenses is temporarily calculated until November 30,2023).
4. The Company shall bear all litigation costs associated with this case.
As of the date of approval for issuing the financial statements, the lawsuit is undergoing jurisdictional objectionsand has not yet been decided.Except for the aforementioned events, the Company has no other significant contingencies to be disclosed as of thebalance sheet date.
(2) Remarks shall also be given if the Company has no significant contingencies to be disclosed.
□ Applicable √ Not Applicable
(3) Others
□ Applicable √ Not Applicable
XVII. Events after the balance sheet date
1. Significant non-adjusting events
□ Applicable √ Not Applicable
2. Profit distribution
√ Applicable □ Not Applicable
Monetary unit: RMB
Profit or dividend planned to be distributed | 1,355,119,354.40 |
Profit or dividend approved to be distributed |
Pursuant to the profit distribution plan of 2023 proposed at the 15
th meeting of the 10
thsession of the Board ofDirectors dated March 28, 2024, the Company intends to distribute cash dividend of 2.80 yuan (tax inclusive) per
share out of profits available for distribution as of December 31, 2023. Such event needs to be submitted to theshareholders’ meeting for deliberation and approval.Except for the aforementioned events, the Company has no other events after the balance sheet date to be disclosedas of the date of approval for issuing the financial statements.
3. Sales return
□ Applicable √ Not Applicable
4. Other remarks
□ Applicable √ Not Applicable
XVIII. Other significant events
1. Corrections of prior period errors
(1) Retroactive restatement method
□ Applicable √ Not Applicable
(2) Prospective application method
□ Applicable √ Not Applicable
2. Significant debt restructuring
□ Applicable √ Not Applicable
3. Assets exchange
(1) Non-cash assets exchange
□ Applicable √ Not Applicable
(2) Other assets exchange
□ Applicable √ Not Applicable
4. Annuity plan
□ Applicable √ Not Applicable
5. Discontinued operations
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Revenue | Expenses | Profit before tax | Income tax expenses | Net profit | Profit of discontinued operations attributable to owners of the parent company |
Shutting down plants | -6,478.18 | 6,478.18 | 6,478.18 | 6,478.18 |
Other remarksNone.
6. Segment information
(1) Identification basis and accounting policies for reportable segments
√ Applicable □ Not Applicable
Reportable segments are identified according to the structure of the Company’s internal organization, managementrequirements and internal reporting system, and based on regional segments. Assessments are respectivelyperformed on the operating performance of southern region, northwest region and central region. Assets andliabilities shared by different segments are allocated among segments proportionate to their respective sizes.
(2) Financial information of reportable segments
√ Applicable □ Not Applicable
Monetary unit: RMB Ten Thousand
Items | Southern region | Northwest region | Central region | Inter-segment offsetting | Total |
Operating revenue | 525,668.21 | 419,220.42 | 738,622.15 | 202,027.14 | 1,481,483.64 |
Including: Revenue from contracts with customers | 525,668.21 | 419,220.42 | 738,622.15 | 202,027.14 | 1,481,483.64 |
Operating cost | 259,733.30 | 227,626.88 | 437,812.59 | 171,775.19 | 753,397.58 |
Total assets | 532,179.33 | 397,053.91 | 1,065,896.00 | 756,438.08 | 1,238,691.16 |
Total liabilities | 364,606.98 | 231,487.00 | 723,627.94 | 446,245.62 | 873,476.30 |
(3) Reasons shall be given if the Company has no reportable segment or cannot disclose the total assets andliabilities of each reportable segment.
□ Applicable √ Not Applicable
(4) Other remarks
□ Applicable √ Not Applicable
7. Other significant transactions and events that may be influential for investors in decision-making
√ Applicable □ Not Applicable
Pursuant to the “Proposal on Continuing to Carry Out Aluminum Hedging Business” deliberated and approved bythe eighth meeting of the tenth session of the Board of Directors of 2023, “Proposal on Carrying Out AluminumFutures Hedges by Subsidiaries” deliberated and approved by the Company’s first extraordinary shareholders’meeting of 2022 and the “Proposal on Adjusting the Implementation Plan of Aluminum Hedges” deliberated andapproved by the Company’s shareholders’ meeting of 2021, the Company and its subsidiaries intend to, in legalcompliance without affecting normal operations, invest in aluminum hedges at an appropriate time using self-ownedfunds of not more than USD 110.00 million. As of December 31, 2023, the Company’s position amounted to USD66,888,165.00, which has not yet expired.
8. Others
√ Applicable □ Not Applicable
(I) Major investmentsApproved by the fourth extraordinary shareholders’ meeting of 2021, the subsidiary Carlsberg Chongqing BreweryCo., Ltd. and Xi’nan Subdistrict Office of Sanshui District, Foshan City entered into the “Letter of Intent forInvestment in Beer Production Base Project”, agreeing that Carlsberg Chongqing Brewery Co., Ltd. plans to builda production base with an annual production capacity of 500,000 kiloliters of beer in Sanshui District, Foshan City,Guangdong Province, with a fixed assets investment of about 1.03 billion yuan. The two parties also agreed on theinvestment intensity, development progress and economic contributions. Under the approval of the fifth meeting ofthe tenth session of the Board of Directors, in order to meet the needs of building intelligent and green wineries,reduce the long-term operating costs and improve the stability of product quality, the Company increased the totalinvestment of the project to 1.492 billion yuan. As of the balance sheet date, the cumulative investment of the projecttotaled 0.847 billion yuan.(II) Major litigationsPlease refer to item XVI 2 of this section for details on the lawsuit that Jiawei Beer filed against the Company fordisputes over exclusive sales agreements.
XIX. Notes to items of parent company financial statements
1. Accounts receivable
(1) Age analysis
□ Applicable √ Not Applicable
(2) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Accounts receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Accounts receivable with provision made on a collective basis
□ Applicable √ Not Applicable
Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of accounts receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(3) Provision for bad debts
□ Applicable √ Not Applicable
Significant provisions collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(4) Accounts receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant accounts receivable written off in the current period
□ Applicable √ Not Applicable
Remarks on accounts receivable written off
□ Applicable √ Not Applicable
(5) Details of the top 5 debtors with largest balances
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
2. Other receivables
Details
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance |
Interest receivable | ||
Dividend receivable | ||
Other receivables | 4,028,306.41 | 4,353,422.01 |
Total | 4,028,306.41 | 4,353,422.01 |
Other remarks
□ Applicable √ Not Applicable
Interest receivable
(1) Details on categories
□ Applicable √ Not Applicable
(2) Significant overdue interest
□ Applicable √ Not Applicable
(3) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Interest receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Remarks on interest receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Interest receivable with provision made on a collective basis
□ Applicable √ Not Applicable
(4) Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of interest receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(5) Provision for bad debts
□ Applicable √ Not Applicable
Significant provisions collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(6) Interest receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant interest receivable written off
□ Applicable √ Not Applicable
Remarks on accounts receivable written off
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
Dividend receivable
(7) Details
□ Applicable √ Not Applicable
(8) Significant balance with age over one year
□ Applicable √ Not Applicable
(9) Details on categories of provision accrual methods
□ Applicable √ Not Applicable
Dividend receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Remarks on dividend receivable with provision made on an individual basis
□ Applicable √ Not Applicable
Dividend receivable with provision made on a collective basis
□ Applicable √ Not Applicable
(10) Provision for bad debts made using three-stage model
□ Applicable √ Not Applicable
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of dividend receivable with changes in provision for bad debts
□ Applicable √ Not Applicable
(11) Provision for bad debts
□ Applicable √ Not Applicable
Significant provisions collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(12) Details on dividend receivable actually written off in the current period
□ Applicable √ Not Applicable
Significant dividend receivable written off
□ Applicable √ Not Applicable
Remarks on dividend receivable written off
□ Applicable √ Not Applicable
Other remarks:
□ Applicable √ Not Applicable
Other receivables
(13) Age analysis
√ Applicable □ Not Applicable
Monetary unit: RMB
Ages | Closing book balance | Opening book balance |
Within 1 year | ||
Including: | ||
Within 1 year | 40,000.00 | 4,582,549.49 |
Subtotal | 40,000.00 | 4,582,549.49 |
1-2 years | 4,433,673.79 | |
2-3 years | ||
Over 3 years | ||
3-4 years | ||
4-5 years | ||
Over 5 years | ||
Total | 4,473,673.79 | 4,582,549.49 |
(14) Other receivables categorized by nature
√ Applicable □ Not Applicable
Monetary unit: RMB
Nature of receivables | Closing book balance | Opening book balance |
Land disposal fees receivable | 4,300,000.00 | 4,300,000.00 |
Security deposits | 173,673.79 | 209,093.99 |
Nature of receivables | Closing book balance | Opening book balance |
Others | 73,455.50 | |
Total | 4,473,673.79 | 4,582,549.49 |
(15) Provision for bad debts
√ Applicable □ Not Applicable
Monetary unit: RMB
Provision for bad debts | Stage 1 | Stage 2 | Stage 3 | Total |
12?month expected credit losses | Lifetime expected credit losses (credit not impaired) | Lifetime expected credit losses (credit impaired) | ||
Balances at January 1, 2023 | 229,127.48 | 229,127.48 | ||
Balances at January 1, 2023 in the current period | ||||
--Transferred to stage 2 | -221,683.69 | 221,683.69 | ||
--Transferred to stage 3 | ||||
--Reversed to stage 2 | ||||
--Reversed to stage 1 | ||||
Provision made in the current period | -5,443.79 | 221,683.69 | 216,239.90 | |
Provision recovered in the current period | ||||
Provision reversed in the current period | ||||
Provision written off in the current period | ||||
Other changes | ||||
Balances at December 31, 2023 | 2,000.00 | 443,367.38 | 445,367.38 |
Classification basis of stages and proportion of provision for bad debts
□ Applicable √ Not Applicable
Remarks on significant changes in book balance of other receivables with changes in provision for bad debts
□ Applicable √ Not Applicable
Determination basis for provision for credit impairment made in the current period and whether credit risk hasincreased significantly
□ Applicable √ Not Applicable
(16) Provision for bad debts
□ Applicable √ Not Applicable
Significant provisions collected or reversed in the current period
□ Applicable √ Not Applicable
Other remarksNone.
(17) Other receivables actually written off in the current period
□ Applicable √ Not Applicable
Significant other receivables written off
□ Applicable √ Not Applicable
Remarks on other receivables written off
□ Applicable √ Not Applicable
(18) Details of the top 5 debtors with largest balances
√ Applicable □ Not Applicable
Monetary unit: RMB
Debtors | Closing balance | Proportion to the total balance of other receivables (%) | Nature of receivables | Ages | Closing balance of provision for bad debts |
Chongqing Hongye Industry (Group) Co., Ltd.. | 4,300,000.00 | 96.12 | Land disposal fees receivable | 1-2 years | 430,000.00 |
Kingold Group Co., Ltd. [Note] | 133,673.79 | 2.99 | Security deposits | 1-2 years | 13,367.38 |
Guangzhou Wenxin Automotive Leasing Co., Ltd. | 40,000.00 | 0.89 | Security deposits | Within 1 year | 2,000.00 |
Total | 4,473,673.79 | 100.00 | / | / | 445,367.38 |
Note: It includes its wholly-owned subsidiary Guangzhou Kingold Property Co., Ltd.
(19) Balances presented under other receivables due to the centralized fund management
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
3. Long-term equity investments
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Closing balance | Opening balance | ||||
Book balance | Provision for impairment | Carrying amount | Book balance | Provision for impairment | Carrying amount | |
Investments in subsidiaries | 1,714,103,968.78 | 19,037,610.07 | 1,695,066,358.71 | 1,714,103,968.78 | 19,037,610.07 | 1,695,066,358.71 |
Total | 1,714,103,968.78 | 19,037,610.07 | 1,695,066,358.71 | 1,714,103,968.78 | 19,037,610.07 | 1,695,066,358.71 |
(1) Investments in subsidiaries
√ Applicable □ Not Applicable
Monetary unit: RMB
Investees | Opening balance | Increase | Decrease | Closing balance | Provision for impairment made in the current period | Closing balance of provision for impairment |
Carlsberg Chongqing Brewery Co., Ltd. | 1,714,103,968.78 | 1,714,103,968.78 | 19,037,610.07 | |||
Total | 1,714,103,968.78 | 1,714,103,968.78 | 19,037,610.07 |
(2) Investments in associates and joint ventures
□ Applicable √ Not Applicable
(3) Impairment test of long-term equity investments
□ Applicable √ Not Applicable
Other remarksNone.
4. Operating revenue/Operating cost
(1) Details
□ Applicable √ Not Applicable
(2) Breakdown of operating revenue/operating cost
□ Applicable √ Not Applicable
Other remarks
□ Applicable √ Not Applicable
(3) Remarks on performance obligations
□ Applicable √ Not Applicable
(4) Remarks on transaction price allocated to the remaining performance obligations
□ Applicable √ Not Applicable
(5) Significant changes in contracts or significant adjustments on transaction prices
□ Applicable √ Not Applicable
Other remarksNone.
5. Investment income
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Current period cumulative | Preceding period comparative |
Investment income from long-term equity investments under cost method | 1,475,239,800.00 | 1,155,407,400.00 |
Investment income from long-term equity investments under equity method | ||
Gains on disposal of long-term equity investments | ||
Investment income from held-for-trading financial assets | ||
Dividend income from other equity instrument investments | ||
Interest income from debt investments | ||
Interest income from other debt investments | ||
Investment income from disposal of |
Items | Current period cumulative | Preceding period comparative |
held-for-trading financial assets | ||
Investment income from disposal of other equity instrument investments | ||
Investment income from disposal of debt investments | ||
Investment income from disposal of other debt investments | ||
Income from debt restructuring | ||
Total | 1,475,239,800.00 | 1,155,407,400.00 |
Other remarksNote: Pursuant to the resolution and approval of the Company’s second extraordinary shareholders’ meeting of 2023,Carlsberg Chongqing Brewery Co., Ltd. distributed dividend of 2.869 billion yuan to the Company and GuangzhouCarlsberg Investment Co., Ltd. based on its accumulated undistributed profits from January to October in 2023.
6. Others
□ Applicable √ Not Applicable
XX. Other supplementary information
1. Schedule of non-recurring profit or loss
√ Applicable □ Not Applicable
Monetary unit: RMB
Items | Amount | Remarks |
Gains on disposal of non-current assets, including write-off of provision for impairment | -6,223,012.64 | |
Government grants included in profit or loss (excluding those closely related to operating activities of the Company, satisfying government policies and regulations, enjoyed based on certain standards, and continuously affecting gains or losses of the Company) | 57,034,039.96 | |
Gains on changes in fair value of financial assets and financial liabilities held by non-financial enterprises, and gains from disposal of financial assets and financial liabilities, excluding those arising from hedging business related to operating activities | 4,138,674.52 | |
Fund possession charge from non-financial entities and included in profit or loss | ||
Gains on assets consigned to the third party for investment or management | ||
Gains on designated loans | ||
Losses on assets incurred due to force majeure such as natural disasters | -22,928,871.60 | |
The reversed provision for impairment of receivables based on impairment testing on an individual basis | 728,718.32 | |
Gains on acquisition of subsidiaries, joint ventures and associates due to the surplus of |
Items | Amount | Remarks |
acquisition-date fair value of net identifiable assets in acquiree over the acquisition cost | ||
Net profit on subsidiaries acquired through business combination under common control from the beginning of the period to the combination date | ||
Gains on non-cash assets exchange | ||
Gains on debt restructuring | ||
One-off expenses incurred due to the discontinuation of relevant operating activities, such as severance payments | ||
One-off effects on profit or loss due to amendments of laws and regulations on taxation, accounting, etc. | ||
Share-based payments recognized at one time due to cancellation or modification of the equity incentive plan | ||
Gains arising from changes in the fair value of employee benefits payable after the vesting date for cash-settled share-based payment | ||
Gains on changes in fair value of investment properties with subsequent measurement at the fair value mode | ||
Gains on transactions with unfair value | ||
Contingent gains on non-operating activities | ||
Management charges for consigned operations | ||
Other non-operating revenue or expenditures | 26,866,634.40 | |
Other profit or loss satisfying the definition of non-recurring profit or loss | 344,606.28 | |
Less: Enterprise income tax affected | 14,721,391.00 | |
Non-controlling interest affected (after tax) | 22,629,291.13 | |
Total | 22,610,107.11 |
Remarks on defining items not listed in “Interpretation Pronouncement on Information Disclosure Criteria for PublicCompanies No. 1 – Non-Recurring Profit or Loss” as non-recurring profit or loss with significant amount andremarks on defining non-recurring profit or loss listed in the “Interpretation Pronouncement on InformationDisclosure Criteria for Public Companies No. 1 – Non-Recurring Profit or Loss” as recurring profit or loss
□Applicable √ Not Applicable
Other remarks
√ Applicable □ Not Applicable
Effect on non-recurring profit or loss in 2022 due to implementation of “Interpretation Pronouncement onInformation Disclosure Criteria for Public Companies No. 1 – Non-Recurring Profit or Loss (2023 Edition)”
Items | Amount |
Net non-recurring profit or loss attributable to the owner of the parent company in 2022 | 29,266,746.14 |
Net non-recurring profit or loss attributable to the owner of the parent company calculated based on the “Interpretation Pronouncement on Information Disclosure Criteria for Public Companies No. 1 – Non-Recurring Profit or Loss (2023 Edition)” in 2022 | 28,559,050.54 |
Items | Amount |
Difference | 707,695.60 |
2. ROE and EPS
√ Applicable □ Not Applicable
Profit of the reporting period | Weighted average ROE (%) | EPS (yuan/share) | |
Basic EPS | Diluted EPS | ||
Net profit attributable to shareholders of ordinary shares | 67.05 | 2.76 | 2.76 |
Net profit attributable to shareholders of ordinary shares after deducting non-recurring profit or loss | 65.92 | 2.72 | 2.72 |
3. Financial data variance between financial reporting prepared under domestic and abroad accountingstandards
□ Applicable √ Not Applicable
4. Others
□ Applicable √ Not Applicable
Chairman of the Board of Directors: Jo?o Miguel Ventura Rego Abecasis
Date of approval for issuance: March 28, 2024
Revision
□ Applicable √ Not Applicable