深圳南山热电股份有限公司 2016 年半年度报告全文
深圳南山热电股份有限公司
Shenzhen Nanshan Power Co., Ltd.
SEMI-ANNUAL REPORT 2016
Notice No.:2016-058
August 2016
深圳南山热电股份有限公司 2016 年半年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading
statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion
of the whole contents.
Chairman Yang Haixian, principal of the Company, Director GM Wu
Dongxiang, person in charger of accounting works, CFO Huang Jian and
Financial Manager Leng Jiwei(acting manager of the financial management
dept.), person in charge of accounting organ (accounting principal) hereby
confirm that the Financial Report of Semi-Annual Report 2016 is authentic,
accurate and complete.
Title of the director not present
Director not present in person Reasons of absent Attorney
in person
Zhou Qun Director Cause for work Yu Chunling
Wang Junsheng Independent director Cause for work Pan Chengwei
Tang Tianyun Independent director Cause for work Pan Chengwei
Concerning the forward-looking statements with future planning involved in the
Semi-Annual Report, they do not constitute a substantial commitment for
investors. Investors are advised to exercise caution of investment risks.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either.
The Company’s audited net profits have a consecutively negative value in both
2014 and 2015 annual fiscal years, in accordance with relevant provisions of
\"Rules Governing the Stock Listing in Shenzhen Stock Exchange \", the
Company's stock has been given a *ST risk admonition since 5 April 2016. If the
Company continues to have a deficit in 2016, stock of the Company will be
深圳南山热电股份有限公司 2016 年半年度报告全文
suspended from listing. The Company warns the investors to pay attention to
risks and prudently make rational investment decisions.
In order to plan for major events, being applied to the Shenzhen Stock Exchange,
stock of the Company has been suspended since the market hours on 31 May
2016. On 15 June 2016, the major event prepared by the Company in suspension
was recognized as material assets reorganization, than stock of the Company
turns to material assets reorganization suspension. On 30 June 2016 and 29 July,
the Company applying for continued suspension one after another for one
month. On 12 August 2016, the Proposal of Application of Continued Suspension
for Planning Material Assets Reorganization was deliberated and approved by
the 10th extraordinary meeting of 7th BOD, agreed the Company to applying for
suspension with three months at most after deliberated and approved by
shareholders general meeting. The Company plans to holding the first
extraordinary shareholders general meeting 2016 on 30 August 2016 for
deliberating the Proposal of Application of Continued Suspension for Planning
Material Assets Reorganization; in view of the relatively big uncertainties in this
material assets reorganization, investors are advise to pay attention on
investment risks.
The report has been prepared in both Chinese and English, for any
discrepancies, the Chinese version shall prevail. Please read the full report
seriously
深圳南山热电股份有限公司 2016 年半年度报告全文
Content
Semi-Annual Report 2016 ................................................................................................................. 1
Section I Important Notice, Contents and Paraphrase .................................................................. 4
Section II Company Profile ............................................................................................................... 7
Section III Accounting data and summary of finnaical indexes .................................................... 9
Section IV Report of the Board of Directors ................................................................................. 11
Section V Important Events ............................................................................................................ 25
Section VI Changes in shares and particular about shareholders............................................... 40
Section VII Preferred Stock………………………………………………………………...……..44
Section VIII Directors, Supervisors and Senior Executives ....................................................... 45
Section IX Financial Report ............................................................................................................ 46
Section X Documents Available for Reference ............................................................................ 46
深圳南山热电股份有限公司 2016 年半年度报告全文
Paraphrase
Items Refers to Definition
Company, the Company, Shen Nan Dian Refers to Shenzhen Nanshan Power Co., Ltd.
Shen Nan Dian Zhongshan Co Refers to Shen Nan Dian (Zhongshan) Electric Power Co., Ltd.
Shen Nan Dian Dongguan Co Refers to Shen Nan Dian (Dongguan) Weimei Electric Power Co., Ltd
Shen Nan Dian Engineering Co., Refers to Shenzhen Shennandian Turbine Engineering Technology Co., Ltd.
Shen Nan Dian Envionment Protection Co., Refers to Shenzhen Shen Nan Dian Envionment Protection Co., Ltd.
Server Co., Refers to Shenzhen Server Petrochemical Supplying Co., Ltd.
New Power Co., Refers to Shenzhen New Power Industrial Co., Ltd.
Singapore Company Refers to Shen Nan Energy (Singapore) Co., Ltd.
Nanshan Power Factory Refers to Nanshan Power Factory of Shenzhen Nanshan Power Co., Ltd.
Zhongshan Nam Long Power Plant of Shen Nan Dian (Zhongshan)
Zhongshan Nam Long Power Plant Refers to
Electric Power Co., Ltd.
Dongguan Gaobu Power Plant of Shen Nan Dian (Dongguan)
Dongguan Gaobu Power Plant Refers to
Weimei Electric Power Co., Ltd.
Shenzhong Properties Company Refers to Zhongshan Shenzhong Real Estate Investment Properties Co., Ltd.
Shenzhong Development Company Refers to Zhongshan Shenzhong Real Estate Development Co., Ltd.
Syndisome Company Refers to Hong Kong Syndisome Co., Ltd.
Jiangxi Nuclear Power Company Refers to CPI Jiangxi Nuclear Power Co.,Ltd.
NAM HOI Refers to HONG KONG NAM HOI (INTERNATIONAL) LTD.
Hong Kong Energy Refers to Shenzhen Energy (Hong Kong) International Co.,LTD.
Shen Energy Group Refers to Shenzhen Energy Co., Ltd.
Energy Group Refers to Shenzhen Energy Group Co., Ltd.
Guangju Industrial Refers to Shenzhen Guangju Industrial Co., Ltd.
Guangju Holding Refers to Shenzhen Guangju Investment Holding (Group) Co., Ltd.
Guangju Energy Refers to Shenzhen Guangju Energy Co., Ltd.
Kehuitong Refers to Shenzhen Kehuitong Investment Holding Co., Ltd.
Paipu Technology Refers to Shenzhen Paipu Energy Technology Development Co.,LTD.
Audit unit, Ruihua Refers to Ruihua Certified Public Accountant (LLP)
Dengheng, Perennial Legal Adviser Refers to Beijing City Deheng (Shenzhen) Law Firm
Jin Du, Special Legal Adviser Refers to Beijing City Jin Du (Shenzhen) Law Firm
CSRC Refers to China Securities Regulatory Commission
Shenzhen Securities Regulatory Commission of China Securities
Securities regulatory bureau Refers to
Regulation Commission
深圳南山热电股份有限公司 2016 年半年度报告全文
SZ Stock Exchange， Exchange Refers to Shenzhen Stock Exchange
Company Law Refers to Company Law of The People’s Republic of China
Securities Law Refers to Securities Law of The People’s Republic of China
Rules of Listing Refers to Rules of Shenzhen Stock Exchange for the Listing of Stocks
Articles of association Refers to Article of Association of Shenzhen Nanshan Power Co., Ltd.
Except the special description of the monetary unit, the rest of the
RMB: Yuan, ten thousand Yuan Refers to
monetary unit is RMB Yuan, ten thousand Yuan
Reporting period Refers to 2016-1-1 to 2016-6-30
深圳南山热电股份有限公司 2016 年半年度报告全文
Section II. Company profile
I. Company Profile
*ST Nan Dian A
Short form for share Code for share 000037, 200037
*ST Nan Dian B
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the Company 深圳南山热电股份有限公司
Short form of the Company
深南电
(in Chinese) (if applicable)
Foreign name of the Company
Shenzhen Nanshan Power Co., Ltd.
(if applicable)
Legal Representative Chairman Yang Haixian
II. Contact person and ways
Secretary of the Board Rep. of securities affairs
Name Zhang Jie Jiang YuanYuan
16/F-17/F, Hantang Building, OCT, 16/F-17/F, Hantang Building, OCT,
Contact adds. Nanshan District, Shenzhen, Guangdong Nanshan District, Shenzhen, Guangdong
Province Province
Tel. 0755-26948888 0755-26948888
Fax. 0755-26003684 0755-26003684
E-mail investor@nspower.com.cn investor@nspower.com.cn
III. Others
1. Way of contact
Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or
not
□ Applicable √ Not applicable
Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period,
found more details in Annual Report 2015.
2. Information disclosure and preparation place
Whether information disclosure and preparation place changed in reporting period or not
□ Applicable √ Not applicable
深圳南山热电股份有限公司 2016 年半年度报告全文
The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation
place for semi-annual report have no change in reporting period, found more details in Annual Report 2015.
3. Registration changes of the Company
Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and
organization code have no change in reporting period, found more details in Annual Report 2015.
深圳南山热电股份有限公司 2016 年半年度报告全文
Section III. Accounting data and summary of financial indexes
I. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Increase/decrease in this
Current period Same period of last year
report y-o-y
Operating revenue (RMB) 697,688,267.08 650,557,237.18 7.24%
Net profit attributable to shareholders of
-56,454,746.24 -102,546,073.06 -44.95%
the listed company(RMB)
Net profit attributable to shareholders of
the listed company after deducting -66,068,598.18 -135,090,642.01 -51.09%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
183,680,275.33 318,855,299.19 -42.39%
activities(RMB)
Basic earnings per share (RMB/Share) -0.09 -0.17 -47.06%
Diluted earnings per share (RMB/Share) -0.09 -0.17 -47.06%
Weighted average ROE -10.96% -11.23% -2.40%
Increase/decrease in this
End of current period End of last period report-end over that of last
period-end
Total assets (RMB) 4,597,811,157.97 4,579,853,736.04 0.39%
Net assets attributable to shareholder of
579,564,321.22 636,006,699.57 -8.87%
listed company(RMB)
II. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
深圳南山热电股份有限公司 2016 年半年度报告全文
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
III. Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of non-current asset (including the Mainly for the loss on disposal of fixed
-203,276.08
write-off that accrued for impairment of assets) assets
Governmental subsidy calculated into current gains and Subsidy of gas& fuel processing
losses(while closely related with the normal business of the charges for Jan. to Sept. of 2015
9,839,892.03
Company, excluding the fixed-amount or fixed-proportion received by Yue Fa Gai Price [2016]
governmental subsidy according to the unified national standard) No. 221
Other non-operating income and expenditure except for the
1,961,448.64
aforementioned items
Less: impact on income tax 246,556.08
Impact on minority shareholders’ equity (post-tax) 1,737,656.57
Total 9,613,851.94 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss.
深圳南山热电股份有限公司 2016 年半年度报告全文
Section IV. Report of the Board of Directors
I. Introduction
In the first half of 2016, the global economic recovery has been weak, China's economic downward pressure was
increasing, growth in power demand was slowing down, in addition, the reform of electricity market has further
intensified industry competition, power generation enterprises have very fierce competition, as the gas turbine
generator sets for peaking power source, power generation is still severely limited, the Company has been
struggling in the operation of main business. Because the Company’s audited net profits have a consecutively
negative value in both 2014 and 2015 annual fiscal years, in accordance with relevant provisions of the \"Stock
Listing Rules\", the Company's stock h
