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招商港口:2020年第一季度报告全文(英文版) 下载公告
公告日期:2020-04-30

CHINA MERCHANTS PORT GROUP CO., LTD.THE REPORT FOR THE FIRST QUARTER OF 2020

Date of Disclosure: 30 April 2020

Part I Important NotesThe Board of Directors (or the “Board”), the Supervisory Committee as well as the directors,supervisors and senior management of China Merchants Port Group Co., Ltd. (hereinafter referredto as the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents ofthis Report and its summary, and shall be jointly and severally liable for any misrepresentations,misleading statements or material omissions therein.All the Company’s directors have attended the Board meeting for the review of this Report and itssummary.Bai Jingtao, the Company’s legal representative, Wen Ling, the Company’s Chief Financial Officer,and Sun Ligan, the person-in-charge of the accounting organ hereby guarantee that the FinancialStatements carried in this Report are factual, accurate and complete.Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn have been designated by theCompany for information disclosure. And all information about the Company shall be subject towhat’s disclosed on the aforesaid media. Investors are kindly reminded to pay attention to.This Report and its summary have been prepared in both Chinese and English. Should there be anydiscrepancies or misunderstandings between the two versions, the Chinese version shall prevail.

Definitions

TermDefinition
The “Company”, “CMPort” or “we”China Merchants Port Group Co., Ltd., formerly known as “Shenzhen Chiwan Wharf Holdings Limited”
CMGChina Merchants Group Co., Limited
CMIDChina Merchants Investment Development Company Limited
CMPort HoldingsChina Merchants Port Holdings Company Limited (00144.HK)
Broadford GlobalBroadford Global Limited, a wholly-owned subsidiary of CMG Hong Kong
CMGDChina Merchants Gangtong Development (Shenzhen) Co., Ltd., a Broadford Global Wholly-owned subsidiary in Shenzhen
Zhanjiang PortZhanjiang Port (Group) Co., Ltd.
TCPTCP Participa??es S.A.
Haixing HarborShenzhen Haixing Harbor Development Co., Ltd.
SZSEShenzhen Stock Exchange
CMG FinanceChina Merchants Group Finance Co., Ltd.
The cninfo websitewww.cninfo.com.cn
TEUTwenty Foot Equivalent Unit
RMB RMB’0,000 RMB’00,000,000Expressed in the Chinese currency of Renminbi Expressed in tens of thousands of Renminbi Expressed in hundreds of millions of Renminbi (unless otherwise specified)

Part II Key Corporate Information

I Key Accounting Data and Financial InformationIndicate by tick mark whether there is any retrospectively restated datum in the table below.

□ Yes √ No

Q1 2020Q1 2019Change (%)
Operating revenue (RMB)2,886,025,618.742,702,894,522.996.78%
Net profit attributable to the listed company’s shareholders (RMB)149,871,785.99814,944,249.12-81.61%
Net profit attributable to the listed company’s shareholders before exceptional items (RMB)199,867,940.76262,409,245.18-23.83%
Net cash generated from/used in operating activities (RMB)847,165,371.601,148,963,121.64-26.27%
Basic earnings per share (RMB/share)0.080.45-82.22%
Diluted earnings per share (RMB/share)0.080.45-82.22%
Weighted average return on equity (%)0.42%2.62%-2.20%
31 March 202031 December 2019Change (%)
Total assets (RMB)159,316,790,017.99156,696,917,845.871.67%
Equity attributable to the listed company’s shareholders (RMB)35,468,379,630.7735,972,804,419.42-1.40%

Total share capital up to the former trading date before the disclosure:

Total share capital up to the former trading date before the disclosure (share)1,922,365,124

Fully diluted EPS calculated by the newest share capital:

Fully diluted EPS calculated by the newest share capital (RMB/share)0.08

Exceptional gains and losses:

Unit: RMB

ItemQ1 2020Note
Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs)13,807,774.32
Government subsidies charged to current profit or loss (exclusive of government subsidies given in the Company’s ordinary course of business at fixed quotas or amounts as per the government’s uniform standards)34,972,514.35
Capital occupation charges on non-financial enterprises that are recorded into current profit or loss298,788.06
Gain or loss on fair-value changes in held-for-trading financial assets and liabilities, as well as derivative financial assets and liabilities & income from disposal of held-for-trading financial assets and liabilities, derivative financial assets and liabilities, as well as investments in other debt obligations (exclusive of effective portion of hedges that arise in the Company’s ordinary course of business)-188,668,882.47Gain or loss on fair value changes arising from holding of financial assets and financial liabilities at fair value through profit or loss in this year
Non-operating income and expense other than the above-4,404,495.99
Less: Income tax effects-18,033,291.35
Non-controlling interests effects (net of tax)-75,964,855.61
Total-49,996,154.77--

Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item defined or listed in theExplanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to thePublic—Exceptional Gain/Loss Items:

□ Applicable √ Not applicable

II Total Number of Shareholders and Holdings of Top 10 Shareholders at 31 March 2020

1. Numbers of Ordinary Shareholders and Preferred Shareholders with Resumed Voting Rights as well asHoldings of Top 10 Shareholders

Number of ordinary shareholders at the period-end35,454 (including 24,213 A-shareholders and 11,241 B-shareholders)Number of preferred shareholders with resumed voting rights at the period-end (if any)0
Top 10 shareholders
Name of shareholderNature of shareholderShareholding percentageTotal shares heldRestricted shares heldShares in pledge or frozen
CHINA MERCHANTS INVESTMENT DEVELOPMENT COMPANY LIMITEDForeign legal person59.75%1,148,648,6481,148,648,6480
CHINA MERCHANTS GANGTONG DEVELOPMENT (SHENZHEN) CO., LTD.State-owned legal person19.29%370,878,00000
SHENZHEN INFRASTRUCTURE INVESTMENT FUND-SHENZHEN INFRASTRUCTURE INVESTMENT FUND PARTNERSHIP (LIMITED PARTNERSHIP)Fund and wealth management products3.37%64,850,18264,850,1820
CHINA-AFRICA DEVELOPMENT FUNDState-owned legal person3.33%64,102,56464,102,5640
BROADFORD GLOBAL LIMITEDState-owned legal person2.88%55,314,20800
CMBLSA RE FTIF TEMPLETON ASIAN GRW FD GTI 5496Foreign legal person1.37%26,423,8540Unknown
NORGES BANKForeign legal person0.15%2,802,8630Unknown
CHINA MERCHANTS SECURITIES (HK) CO., LTD.State-owned legal person0.12%2,401,2550Unknown
MAI SHUQINGDomestic natural person0.12%2,376,7470Unknown
SHEN HUAILINGDomestic natural person0.08%1,519,8490Unknown
Top 10 unrestricted shareholders
Name of shareholderUnrestricted shares heldShares by type
TypeShares
CHINA MERCHANTS GANGTONG DEVELOPMENT (SHENZHEN) CO., LTD.370,878,000RMB-denominated ordinary stock370,878,000
BROADFORD GLOBAL LIMITED55,314,208Domestically listed foreign stock55,314,208
CMBLSA RE FTIF TEMPLETON ASIAN GRW FD GTI 549626,423,854Domestically listed foreign stock26,423,854
NORGES BANK2,802,863Domestically listed foreign stock2,802,863
CHINA MERCHANTS SECURITIES (HK) CO., LTD.2,401,255Domestically listed foreign stock2,401,255
MAI SHUQING2,376,747RMB-denominated ordinary stock2,376,747
SHEN HUAILING1,519,849Domestically listed foreign stock1,519,849
Hong Kong Securities Clearing Company Ltd.1,444,562RMB-denominated ordinary stock1,444,562
INDUSTRIAL AND COMMERCIAL BANK OF CHINA-FULLGOAL CHINA SECURITIES DIVIDEND INDEX STRENGTHEN SECURITIES INVESTMENT FUND1,260,101RMB-denominated ordinary stock1,260,101
VANGUARD EMERGING MARKETS STOCK INDEX FUND1,232,036Domestically listed foreign stock1,232,036
Related or acting-in-concert parties among the shareholders aboveChina Merchants Gangtong Development (Shenzhen) Co., Ltd. is a majority-owned subsidiary of Broadford Global Limited, and Broadford Global Limited is the controlling shareholder of China Merchants Investment Development Company Limited. The Company does not know whether the other unrestricted shareholders are related parties or not.
Top 10 ordinary shareholders involved in securities margin trading (if any)N/A

Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary shareholders of theCompany conducted any promissory repo during the Reporting Period.

□ Yes √ No

No such cases in the Reporting Period.

2. Number of Preferred Shareholders and Shareholdings of Top 10 of Them

□ Applicable √ Not applicable

Part III Significant Events

I Changes in Key Financial Statement Line Items and Explanation of why

Unit: RMB

Item31 March 202031 December 2019Change (%)Explanation of why
Notes receivable13,007,640.8538,192,250.02-65.94%Recovery of notes receivable of the Reporting Period at maturity
Accounts receivable financing174,011,799.01260,760,537.45-33.27%Recovery of bank acceptance bills of the Reporting Period measured at fair value at maturity and endorsement thereof
Prepayments76,914,879.3555,034,019.8139.76%Payments for premiums and purchase of Haixing Project in the Reporting Period
Long-term receivables4,021,933,363.761,098,831,799.90266.02%Providing Phase I loan for Terminal Link SAS (hereinafter referred to as “TL”) in the Reporting Period
Short-term borrowings14,990,822,099.439,439,099,793.4758.82%New short-term borrowings used for supplementing working capital in the Reporting Period
ItemQ1 2020Q1 2019Change (%)Explanation of why
Other income34,953,625.1520,798,769.0168.06%Receiving rebates of unemployment insurance from the government for enterprises influenced by the epidemic in the Reporting Period
Investment income660,950,054.331,491,659,164.10-55.69%Realizing the control over Zhanjiang Port in February of last year and recognizing investment income at fair value for the original long-term equity investment in Zhanjiang Port under equity method, but there is no such case in the Reporting Period
Gain on changes in fair value-188,668,882.47803,456,059.74-123.48%Decrease in net gain on fair value of held-for-trading financial assets held in the Reporting Period
Income tax expense170,136,660.26428,680,888.19-60.31%Decrease in deferred income tax liabilities caused by the YoY decrease in gain on changes in fair value of equity held
Cash generated from other operating activities198,076,000.45437,792,411.01-54.76%Receiving the government subsidy for the western channel in Q1 2019 but there is no such case in the Reporting Period
Cash receipts from investments income211,664,358.7678,044,109.23171.21%Increase in dividend income and interest of project borrowings obtained in the Reporting Period
Cash paid for investments2,746,841,398.03415,845,100.00560.54%Paying TL the Phase I MCB in the Reporting Period
Other cash payments relating to investing activities3,792,979,774.69255,659,104.331383.61%Paying TL the Phase I loan in the Reporting Period
Cash generated from absorbing investments-460,518,459.96-100.00%Receiving equity investments by Zhanjiang Port from minority interests in Q1 2019 and there is no such case in the Reporting Period.
Cash generated from borrowings obtained8,281,485,148.105,720,896,211.1844.76%Increase in short-term borrowings obtained in the Reporting Period
Cash used in debt repayment3,167,336,858.986,241,679,082.60-49.26%YoY decrease in repayments of matured debts
Cash used in other financing activities447,602,677.41114,109,500.00292.26%Payment for purchasing 10% of equity in TCP Terminal in the Reporting Period

II Progress, Influence and Solutions with regard to Significant Events

1. Stock Option Incentive Plan

The Company had completed registration for the grant of stock option (the first grant) under theStock Option Incentive Plan (Phase I) as at 13 March 2020. As of the end of the Reporting Period,review and approval procedures carried out in connection with the Stock Option Incentive Plan areas follows:

At the 2

ndmeeting of the Nomination, Remuneration and Appraisal Committee of the ninthsession of the Board of 2019 held on 10 October 2019, the following proposals were considered andapproved, including Stock Option Incentive Plan of CMPort (Draft) (hereinafter referred to as the“Stock Option Incentive Plan (Draft)”) and its summary, Stock Option Incentive Plan of CMPort(Phase I) (Draft) (hereinafter referred to as the “Stock Option Incentive Plan (Phase I) (Draft)”) andits summary, Management Measures for the Stock Option Incentive Plan of CMPort (hereinafterreferred to as the “Management Measures for the Stock Option Incentive Plan”), AppraisalMeasures for Implementing the Stock Option Incentive Plan and Implementation AppraisalMeasures of Stock Option Incentive Plan by China Merchants Port Group Co., Ltd. (hereinafterreferred to as “Appraisal Measures for Implementing the Stock Option Incentive Plan”)

(2) At the 9

thExtraordinary Meeting of the 9

thBoard in 2019 held on 11 October 2019, thefollowing proposals were reviewed and approved, including Stock Option Incentive Plan (Draft)and its summary, Stock Option Incentive Plan (Phase I) (Draft) and its summary, ManagementMeasures for the Stock Option Incentive Plan, Appraisal Measures for Implementing the StockOption Incentive Plan and Proposal on Requesting the General Meeting to Authorize the Board ofDirectors to Go Through Share Incentive Procedures, and independent directors expressedindependent opinions. At the 2

nd Extraordinary Meeting of the 9

thSupervisory Committee in 2019held on the same day, the following proposals were reviewed and approved, including Stock OptionIncentive Plan (Draft) and its summary, Stock Option Incentive Plan (Phase I) (Draft) and itssummary, Management Measures for the Stock Option Incentive Plan and Appraisal Measures forImplementing the Stock Option Incentive Plan, and List of Incentive Objects under the StockOption Incentive Plan (Phase I) was reviewed with opinions expressed.

(3) On 3 January 2020, the Company received Approval on the Implementation of Stock IncentivePlan of CMPort (GZKF [2019] No. 748) issued by the State-owned Assets Supervision andAdministration Commission of the State Council from China Merchants Group, the actualcontroller of the Company. In principle, approval was given to the Company for its implementationof the Stock Option Incentive Plan and performance appraisal goals under the Plan.

(4) At the 1

st Extraordinary Meeting of the 9

th

Board of Directors in 2020 held on 9 January 2020,Stock Option Incentive Plan (Phase I) (Revised Draft) and its summary were reviewed andapproved and independent directors expressed independent opinions. At the 1

stExtraordinaryMeeting of the 9

thSupervisory Committee in 2020 held on the same day, Stock Option IncentivePlan (Phase I) (Revised Draft) and its summary were reviewed and approved and List of Incentiveobjects under the Stock Option Incentive Plan (Phase I) (After Adjustment) was reviewed withopinions expressed.

(5) On 20 January 2020, the Company disclosed the List of Incentive Objects of Stock OptionIncentive Plan (Phase I). The Company published the names and positions of the incentive objects

for the first grant of the stock option in its internal OA system from 10 January to 19 January 2020.By the end of the publicity, the Company’s Supervisory Committee had not received any objectionagainst the incentive objects for the first grant. The Supervisory Committee reviewed the list ofincentive objects for the first grant, and disclosed Notes of the Supervisory Committee on theReview and Publicity of the List of Incentive Objects under the Stock Option Plan (Phase I) on 20January 2020.

(6) At the 1st extraordinary shareholders’ meeting of 2020 held on 3 February 2020, the followingproposals were considered and approved, including Stock Option Incentive Plan (Draft) and itssummary, Stock Option Incentive Plan (Phase I) (Revised Draft) and its summary, ManagementMeasures for the Stock Option Incentive Plan, Appraisal Measures for Implementing the StockOption Incentive Plan and Proposal on Requesting the General Meeting to Authorize the Board ofDirectors to Go Through Share Incentive Procedures. The Company’s Stock Option Incentive Planwas approved and the Board of Directors was authorized to determine the grant date, grant stockoption to the incentive objects when they meet the conditions and go through all proceduresrequired for the grant. On the same day, the Company disclosed Self-inspection Report on theTrading of the Company’s Shares by Insiders and Incentive Objects of the Stock Option IncentivePlan (Phase I) according to its verification of the trading engaged by the insiders and incentiveobjects.

(7) At the 2

nd Extraordinary Meeting of the 9

th

Board of Directors in 2020 and the 2

nd

ExtraordinaryMeeting of the 9

thSupervisory Committee in 2020 held on 3 February 2020, Announcement on theGrant of Stock Option (the First Grant) to Incentive Objects of the Stock Option Incentive Plan ofthe Company (Announcement No. 2020-014) was considered and approved respectively. TheCompany’s Board of Supervisors reviewed the list of incentive objects under the Stock OptionIncentive Plan (Phase I) on the grant date and expressed opinions, and independent directorsexpressed independent opinions.The Company had completed registration for the grant of stock option (the first grant) under the

Stock Option Incentive Plan (Phase I) as at 13 March 2020. On the next day, the Companypublished Announcement on Completion of the Grant of Stock Option (the First Grant) under theStock Option Incentive Plan (Phase I) of the Company (Announcement No. 2020-020).

2. Information Disclosure Index

In the Reporting Period, the significant matters disclosed in Securities Time, Ta Kung Pao andwww.cninfo.com.cn are as follows:

No.Announcement No.DateTitle
12020-0014 January 2020Announcement on Approval of Stock Option Incentive Plan by State-owned Assets Supervision and Administration Commission of the State Council
22020-00210 January 2020Announcement on Resolutions of the 1st Special Meeting of the 9th Board of Directors in 2020
32020-00310 January 2020Announcement on Resolutions of the 1st Special Meeting of the 9th Supervisory Committee in 2020
42020-00410 January 2020Announcement on Notes and Revision of Stock Options Incentive Plan of China Merchants Port Group Co., Ltd. (Phase I) (Revised Draft) and its Abstract
52020-00510 January 2020Reminder of Convening the 1st Extraordinary General Meeting of 2020
62020-00610 January 2020Report of the Public Call for Proxy Voting Rights of Independent Directors
72020-00716 January 2020Announcement on Voluntary Information Disclosure of Business Volume Data of December 2019
82020-00820 January 2020Announcement on an Estimated Growth in 2019 Annual Results
92020-00921 January 2020Announcement on Notes of the Supervisory Committee on the Review and Publicity of the List of Incentive Objects under the Stock Option Plan (Phase I)
102020-01023 January 2020Announcement on the Change of the Company’s Registered Information with the Industrial and Commercial Administration
112020-0114 February 2020Announcement on Resolutions of the 1st Extraordinary General Meeting of 2020
122020-0124 February 2020Announcement on Resolutions of the 2nd Special Meeting of the 9th Board of Directors in 2020
132020-0134 February 2020Announcement on Resolutions of the 2nd Special Meeting of the 9th Supervisory Committee in 2020
142020-0144 February 2020Announcement on the Grant of Stock Option (the First Grant) to Incentive Objects of the Stock Option Incentive Plan of the Company
152020-0154 February 2020Self-inspection Report on the Trading of the Company’s Shares by Insiders and Incentive Objects of the Stock Option Incentive Plan (Phase I)
162020-0164 February 2020Announcement on Resignation of Chairman of the Board and Election of New Chairman of the Board
172020-01715 February 2020Announcement on Voluntary Information Disclosure of Business Volume Data of January 2020
182020-01822 February 2020Reminder of the Issuance of 2020 Phase I Super-short-term Financing Bonds (Epidemic Prevention Bond)
192020-01928 February 2020Announcement on Issued Result of 2020 Phase I Super-short-term Financing Bonds (Epidemic Prevention Bond)
202020-02014 March 2020Announcement on Completion of the Grant of Stock Option (the First Grant) under the Stock Option Incentive Plan (Phase I) of the Company
212020-02114 March 2020Announcement on Voluntary Information Disclosure of Business Volume Data of February 2020
222020-02231 March 20202019 Annual Results Preview
232020-02331 March 2020Announcement on the Disclosure of the 2019 Annual Results by a Majority-Owned Subsidiary (Unaudited)

Progress of any share repurchase:

□ Applicable √ Not applicable

Progress of any reduction of the repurchased shares through centralized bidding:

□ Applicable √ Not applicable

III Commitments that the Company’s Actual Controller, Shareholders, RelatedParties, Acquirers, the Company Itself or Other Parties, Failed to Fulfill onTime during the Reporting Period

□ Applicable √ Not applicable

No such cases in the Reporting Period.

IV Operating Performance Forecast for January-June 2020

Warning of a forecast loss on or a forecast significant year-on-year change in the net profit of H12020, as well as explanation of why:

□ Applicable √ Not applicable

V Securities Investments

Unit: RMB

Variety of securitiesCode of securitiesName of securitiesInitial investment costAccounting measurement modelBeginning carrying valueGain/loss on fair value changes in the Reporting PeriodCumulative fair value changes recorded into equityPurchased in the Reporting PeriodSold in the Reporting PeriodGain/loss in the Reporting PeriodEnding carrying valueAccounting itemCapital resources
Stock601018Ningbo Port592,183,095.14Fair value method1,548,914,671.20-127,336,798.5400001,447,012,390.20Trading financial assetsSelf-owned
Stock06198Qingdao Port124,405,138.80Fair value method204,263,917.11-47,723,736.790000159,394,480.27Trading financial assetsSelf-owned
Stock601298Qingdao Port331,404,250.30Fair value method616,000,000.0034,720,000.000000650,720,000.00Trading financial assetsSelf-owned
Stock600377Jiangsu Expressway1,120,000.00Fair value method11,220,000.000-105,000.0000011,080,000.00Other investments in equity instrumentsSelf-owned
Stock400032Petrochemical A13,500,000.00Fair value method382,200.0000000382,200.00Other investments in equity instrumentsSelf-owned
Stock400009Guang Jian 127,500.00Fair value method17,000.000000017,000.00Other investments in equity instrumentsSelf-owned
Total1,052,639,984.24--2,380,797,788.31-140,340,535.33-105,000.000.000.000.002,268,606,070.47----

VI Wealth Management Entrustment

□ Applicable √ Not applicable

No such cases in the Reporting Period.VII Investments in Derivative Financial Instruments

□ Applicable √ Not applicable

No such cases in the Reporting Period.

VIII Communications with the Investment Community such as Researches,Inquiries and Interviews during the Reporting Period

DateWay of communicationType of communication partyIndex to main information communicated
1 January 2020 to 31 March 2020By phone/ written inquiryIndividualMain inquiry: basic business condition, investments and financial condition of the Company; Materials provided: brochure of the Company; Index: SZSE EasyIR (http://irm.cninfo.com.cn/ircs/index)
Times of communications35
Number of institutions communicated with0
Number of individuals communicated with35
Number of other communication parties0
Tip-offs or leakages of substantial confidential information during the communicationsNo

IX Irregularities in the Provision of Guarantees

□ Applicable √ Not applicable

No such cases in the Reporting Period.

X Occupation of the Company’s Capital by the Controlling Shareholder or ItsRelated Parties for Non-Operating Purposes

□ Applicable √ Not applicable

No such cases in the Reporting Period.XI Progress Made on Internal ControlAccording to the risk control work plan in 2020 of China Merchants Port Group Co., Ltd., the tasksshall be completed during the Reporting Period are as follows:

1. Closure of Risk Control Project in 2019

(1) In accordance with the work program for the internal control implementation in 2019, theCompany has completed the finishing work of the internal control project in 2019 and formed theevaluation report for 2019. According to the company’s defect judgment standards, the reportidentifies that on the base date of evaluation, the company has no major defects in internal controlover financial reporting, and maintains effective in all major aspects in accordance with thespecification system and related regulations. There are no major defects in internal control overnon-financial reporting. The report has been approved by the board of directors and supervisors andis disclosed in accordance with regulatory requirements.

(2) The Company engaged the Deloitte Touche Tohmatsu Huayong CPAs Firm (LLP) to audit theeffectiveness of the internal control of the 2019 financial report, and issued a standard unqualifiedreport, which is disclosed in accordance with regulatory requirements.

(3) In view of the top ten risks in 2020, the Company divided the responsibilities, formulatedresponse strategies and measures for each risk, and followed up the regular prevention and controlsituation.

(4) The Company disclosed the internal control in the 2019 annual report.

2. Implementation of Risk Control in 2020

(1) Formulation of the 2020 risk control work plan.

In accordance with the overall work objective of “consolidating and deepening the construction ofrisk control infrastructure and further promoting the integration of risk control and business”, wecompiled and issued the Requirements for the Implementation of the 2020 Risk Control Work Planfor the CMPort during the reporting period, which clarifies requirements with timetable for key risk

control tasks.

(2) Update and adjustment of the list of risk control work personnel

According to the work adjustments of the staff of the CMPort and the subsidiaries included in therisk control system, the self-assessment leadership team and working group members of company’sgeneral risk management and internal control system is updated and adjusted after approval by thecompany’s general manager.

(3) Determination of the scope and the self-assessment process of risk control in 2020Based on the Company’s structural adjustment and changes, the list of 24 units included in theevaluation scope of the internal control system this year, as well as the scope of the internal controlself-assessment process of the company’s headquarters and subsidiaries are determined during thereporting period.

(4) Development of internal control self-assessment

During the Reporting Period, each unit follows the “Basic Standards for Enterprise InternalControl” and its related guidelines, and conducts sampling test evaluation in accordance with theworking procedures and methods for the internal control and risk management. No major defectswere found. The quarter brief work report was formed based on the progress.

(5) Completion of the update of risk control basic data

The Company updated the risk database and risk map according to the 2020 major risk list.

(6) Special prevention and control of risk matters

Based on the risk assessment of the impact of the COVID-19 pandemic on the business operations,we prepared the “Report on the Assessment and Response of the COVID-19 Epidemic Risk ofChina Merchants Port Group Co., Ltd.”, and the “Prevention and Control Emergency Plan for theCOVID-19 Epidemic of China Merchants Port Group Co., Ltd.” according to the epidemicprevention and control.XII Deposits in and Loans Provided by a Finance CompanyThe 2

nd Meeting of the 9

thBoard of Directors held on 23 August 2017 reviewed and approved theProposal on Signature of Financial Service Agreement with Sinotrans & CSC Finance Co., Ltd.,

which agreed to sign the Financial Service Agreement with Sinotrans & CSC Finance Co., Ltd.(former name, and renamed China Merchants Group Finance Co., Ltd. in August 2017). The Termof Agreement is three years.The 5

th Meeting of the 9

thBoard of Directors held on 28 March 2019 reviewed and approved theProposal on Adjustment of Deposit and Loan Limits with the China Merchants Group Finance Co.,Ltd. and Signature of the Supplemental Agreement of Financial Service Agreement andRelated-party Transaction, which agreed the Company to sign the Supplemental Agreement ofFinancial Service Agreement with China Merchants Group Finance Co., Ltd.The 4

thExtraordinary General Meeting of 2019 held on 11 December 2019 reviewed and approvedthe Proposal on Adjustment of Deposit and Loan Limits with China Merchants Group Finance Co.,Ltd. and Signature of the Supplemental Agreement (II) of Financial Service Agreement andRelated-party Transaction, which allowed the Company to sign the Supplemental Agreement (II) ofFinancial Service Agreement with China Merchants Group Finance Co., Ltd.At the end of the Reporting Period, deposits in and loans provided by China Merchants GroupFinance Co., Ltd. were as follows:

Unit: RMB’0,000

ItemBeginning balanceIncreaseDecreaseEnding balance
I. Deposits in China Merchants Group Finance Co., Ltd.89,006.52108,250.20117,728.8579,527.87
II. Loans provided by China Merchants Group Finance Co., Ltd.121,756.347,499.9574,700.0054,556.29

Part IV Financial Statements

I Financial Statements

1. Consolidated Balance Sheet

Prepared by China Merchants Port Group Co., Ltd.

31 March 2020

Unit: RMB

Item31 March 202031 December 2019
Current assets:
Cash and bank balances7,308,076,732.717,734,948,210.26
Notes receivable13,007,640.8538,192,250.02
Accounts receivable1,655,966,181.141,356,460,129.90
Accounts receivable financing174,011,799.01260,760,537.45
Prepayments76,914,879.3555,034,019.81
Other receivables2,053,872,959.662,129,378,252.50
Including: Interest receivable159,794.48159,794.48
Dividends receivable390,475,572.33459,352,522.24
Inventories176,884,129.59163,980,192.08
Assets classified as held for sale188,404,228.34188,404,228.34
Current portion of non-current assets690,070,573.69808,893,013.06
Other current assets1,652,759,085.522,298,792,661.70
Total current assets13,989,968,209.8615,034,843,495.12
Non-current assets:
Long-term receivables4,021,933,363.761,098,831,799.90
Long-term equity investments60,979,511,391.7257,916,539,383.26
Investments in other equity instruments163,421,272.00163,561,272.00
Other non-current financial assets2,273,311,819.552,385,363,537.39
Investment property5,714,144,967.345,760,262,674.40
Fixed assets26,951,789,487.5527,519,962,529.29
Construction in progress6,389,654,146.676,334,141,441.88
Right-of-use assets9,627,759,524.549,633,325,390.46
Intangible assets18,665,192,350.2319,693,715,554.10
R&D expense40,772,506.0337,399,092.28
Goodwill7,354,133,469.708,023,659,694.81
Long-term prepaid expense703,284,738.98711,911,011.67
Deferred income tax assets318,805,846.59300,435,502.27
Other non-current assets2,123,106,923.472,082,965,467.04
Total non-current assets145,326,821,808.13141,662,074,350.75
Total assets159,316,790,017.99156,696,917,845.87
Item31 March 202031 December 2019
Current liabilities:
Short-term borrowings14,990,822,099.439,439,099,793.47
Notes payable58,294,169.9476,455,949.01
Accounts payable525,636,390.14591,112,466.39
Advances from customers28,948,573.0928,826,687.37
Contractual liabilities62,279,597.0885,831,002.52
Payroll payable480,418,003.53634,718,784.64
Taxes payable1,934,700,917.391,898,076,342.74
Other payables2,131,200,753.022,223,754,677.96
Including: Dividends payable89,467,727.65150,286,550.81
Current portion of non-current liabilities5,291,195,910.056,104,339,856.79
Other current liabilities885,994,998.61885,956,581.63
Total current liabilities26,389,491,412.2821,968,172,142.52
Non-current liabilities:
Long-term borrowings6,146,216,962.446,313,735,540.33
Bonds payable21,037,395,574.9720,930,681,967.19
Lease liabilities1,597,625,195.661,647,129,968.61
Long-term payables1,916,042,020.811,935,245,003.21
Long-term payroll payable468,844,362.41471,482,138.63
Provisions90,256,393.0376,242,559.95
Deferred income1,138,139,742.391,147,752,857.17
Deferred income tax liabilities3,940,736,779.543,961,752,749.17
Other non-current liabilities2,669,540,210.753,254,515,306.85
Total non-current liabilities39,004,797,242.0039,738,538,091.11
Total liabilities65,394,288,654.2861,706,710,233.63
Owners’ equity:
Share capital1,922,365,124.001,922,365,124.00
Capital reserves22,137,686,535.8622,296,485,467.35
Other comprehensive income-860,301,109.55-355,944,565.91
Special reserves21,245,635.1912,386,734.70
Surplus reserves630,345,307.43630,345,307.43
Retained earnings11,617,038,137.8411,467,166,351.85
Total equity attributable to owners of the Company as the parent35,468,379,630.7735,972,804,419.42
Non-controlling interests58,454,121,732.9459,017,403,192.82
Total owners’ equity93,922,501,363.7194,990,207,612.24
Total liabilities and owners’ equity159,316,790,017.99156,696,917,845.87

The financial statements from Page 19 to Page 26 have been signed by:

Legal representative: Bai Jingtao Chief Financial Officer: Wen Ling Person-in-charge of the accounting organ: Sun Ligan

2. Balance Sheet of the Company as the Parent

Unit: RMB

Item31 March 202031 December 2019
Current assets:
Cash and bank balances1,496,043,431.08690,685,211.42
Prepayment40,000.00-
Other receivables834,889,155.01805,534,763.27
Including: Dividends receivable207,259,421.40207,259,421.40
Other current assets3,477,523.281,107,292,458.33
Total current assets2,334,450,109.372,603,512,433.02
Non-current assets:
Long-term receivables59,390,771.9761,004,284.75
Long-term equity investments30,276,219,464.7130,266,376,582.23
Investments in other equity instruments155,548,635.00155,688,635.00
Fixed assets625,230.44672,842.27
Construction in progress6,369,207.095,803,169.37
Intangible assets54,087,099.5554,692,581.18
Deferred income tax assets928,465.21928,465.21
Total non-current assets30,553,168,873.9730,545,166,560.01
Total assets32,887,618,983.3433,148,678,993.03
Current liabilities:
Short-term borrowings-300,378,812.50
Payroll payable6,340,347.906,000,000.00
Taxes payable209,227,535.48209,282,889.78
Other payables679,851,596.58628,013,119.77
Including: Dividends payable34,577,578.1234,577,578.12
Current portion of non-current liabilities36,468,000.0035,832,000.00
Other current liabilities704,164,072.40715,766,708.20
Total current liabilities1,636,051,552.361,895,273,530.25
Non-current liabilities:
Deferred income tax liabilities35,129,858.7535,164,858.75
Total non-current liabilities35,129,858.7535,164,858.75
Total liabilities1,671,181,411.111,930,438,389.00
Owners’ equity:
Share capital1,922,365,124.001,922,365,124.00
Capital reserves27,579,735,800.4627,576,242,527.73
Other comprehensive income105,489,576.25105,594,576.25
Surplus reserves630,345,307.43630,345,307.43
Retained earnings978,501,764.09983,693,068.62
Total owners’ equity31,216,437,572.2331,218,240,604.03
Total liabilities and owners’ equity32,887,618,983.3433,148,678,993.03

3. Consolidated Income Statement

Unit: RMB

ItemQ1 2020Q1 2019
1. Revenue2,886,025,618.742,702,894,522.99
Including: Operating revenue2,886,025,618.742,702,894,522.99
2. Costs and expenses2,816,508,241.362,455,851,378.70
Including: Operating costs1,864,663,358.551,660,826,958.58
Business taxes and levies37,065,184.6645,674,668.50
Administrative expense347,824,422.99287,367,055.02
R&D expense29,980,546.0130,052,292.96
Finance expense536,974,729.15431,930,403.64
Including: Interest expense492,335,880.21512,196,697.85
Interest income50,524,669.0159,236,488.39
Add: Other income34,953,625.1520,798,769.01
Return on investment (“-” for loss)660,950,054.331,491,659,164.10
Including: Share of profit or loss of joint ventures and associates640,438,994.27759,492,112.86
Gains on changes in fair value (“-” for losses)-188,668,882.47803,456,059.74
Gains from impairment of credit (“-” for losses)-3,725,180.29-1,844,684.51
Gains from impairment of assets947,693.7725,031.28
Gains on disposal of assets13,807,774.32779,531.17
3. Operating profit587,782,462.192,561,917,015.08
Add: Non-operating income5,471,079.735,833,763.89
Less: Non-operating expenses9,856,686.532,959,236.62
4. Profit before tax583,396,855.392,564,791,542.35
Less: Income tax expenses170,136,660.26428,680,888.19
5. Net profit413,260,195.132,136,110,654.16
5.1 By operating continuity
5.1.1 Net profit from continuing operation413,260,195.132,136,110,654.16
5.1.2 Net profit from discontinued operation--
5.2 By ownership
5.2.1 Net profit attributable to owners of the Company as the parent149,871,785.99814,944,249.12
5.2.2 Net profit attributable to non-controlling interests263,388,409.141,321,166,405.04
6. Other comprehensive income, net of tax-1,507,888,654.28-185,440,397.65
Attributable to owners of the Company as the parent-504,356,543.64147,028,952.60
6.1 Items that will not be reclassified to profit or loss-105,000.00-74,999.61
6.1.1 Other comprehensive income that will not be reclassified to profit or loss under the equity method--
ItemQ1 2020Q1 2019
6.1.2 Changes in the fair value of investments in other equity instruments-105,000.00-74,999.61
6.2 Items that will be reclassified to profit or loss-504,251,543.64147,103,952.21
6.2.1 Other comprehensive income that will be reclassified to profit or loss under the equity method-82,409.785,312,466.40
6.2.2 Differences arising from the translation of foreign currency-denominated financial statements-504,169,133.86141,791,485.81
Attributable to non-controlling interests-1,003,532,110.64-332,469,350.25
7. Total comprehensive income-1,094,628,459.151,950,670,256.51
Attributable to owners of the Company as the parent-354,484,757.65961,973,201.72
Attributable to non-controlling interests-740,143,701.50988,697,054.79
8. Earnings per share
8.1 Basic earnings per share0.080.45
8.2 Diluted earnings per share0.080.45

4. Income Statement of the Company as the Parent

Unit: RMB

ItemQ1 2020Q1 2019
1. Operating revenue-44,067,273.73
Less: Operating costs566,489.9134,142,026.25
Business taxes and levies-767,603.79
Administrative expense19,314,560.2417,391,388.67
Finance expenses2,285,160.327,602,897.36
Including: Interest expense6,212,087.8611,494,411.09
Interest income7,187,296.003,408,108.16
Add: Other income329,651.83-
Return on investment16,645,254.1112,832,064.39
Including: Share of profit or loss of joint ventures and associates6,913,473.2912,832,064.39
2. Operating profit (“-” for losses)-5,191,304.53-3,004,577.95
Add: Non-operating income-6,680.14
Less: Non-operating expense-68,028.29
3. Profit before tax (“-” for losses)-5,191,304.53-3,065,926.10
Less: Income tax expense--
4. Net profit (“-” for net losses)-5,191,304.53-3,065,926.10
4.1 Net profit from continuing operation (“-” for net losses)-5,191,304.53-3,065,926.10
4.2 Net profit from discontinued operation--
5. Other comprehensive income, net of tax-105,000.0075,000.00
5.1 Items that will not be reclassified to profit or loss-105,000.0075,000.00
5.1.1 Other comprehensive income that will not be reclassified to profit or loss under the equity method--
5.1.2 Changes in the fair value of investments in other equity instruments-105,000.0075,000.00
5.2 Items that will be reclassified to profit or loss--
5.2.1 Other comprehensive income that will be reclassified to profit or loss under the equity method--
5.2.2 Differences arising from the translation of foreign currency-denominated financial statements--
6. Total comprehensive income-5,296,304.53-2,990,926.10

5. Consolidated Cash Flow Statement

Unit: RMB

ItemQ1 2020Q1 2019
1. Cash flows from operating activities:
Proceeds from sale of commodities and rendering of services2,647,968,072.692,647,510,819.37
Receipts of tax refunds686,901.9823.44
Cash generated from other operating activities198,076,000.45437,792,411.01
Subtotal of cash generated from operating activities2,846,730,975.123,085,303,253.82
Payments for commodities and services816,838,954.37736,317,677.30
Cash paid to and for employees865,253,180.20727,281,690.78
Taxes paid156,144,055.66225,198,426.64
Cash used in other operating activities161,329,413.29247,542,337.46
Subtotal of cash used in operating activities1,999,565,603.521,936,340,132.18
Net cash generated from/used in operating activities847,165,371.601,148,963,121.64
2. Cash flows from investing activities:
Cash receipts from disposals and recovery of investments1,092,096.82-
Cash receipts from investments income211,664,358.7678,044,109.23
Net cash receipts from disposal of fixed assets, intangible assets and other long-term assets735,622.5223,992,441.00
Cash generated from other investing activities1,601,601,419.521,315,937,327.03
Subtotal of cash generated from investing activities1,815,093,497.621,417,973,877.26
Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets503,030,149.07650,139,928.72
Payments for investments2,746,841,398.03415,845,100.00
Other cash payments relating to investing activities3,792,979,774.69255,659,104.33
Subtotal of cash used in investing activities7,042,851,321.791,321,644,133.05
Net cash generated from/used in investing activities-5,227,757,824.1796,329,744.21
3. Cash flows from financing activities:
Capital contributions received-460,518,459.96
Including: Capital contributions by non-controlling interests to subsidiaries-460,518,459.96
Borrowings obtained8,281,485,148.105,720,896,211.18
Subtotal of cash generated from financing activities8,281,485,148.106,181,414,671.14
Repayments of borrowings3,167,336,858.986,241,679,082.60
Payments for interest and dividends647,207,743.80575,131,285.06
Including: Dividends paid by subsidiaries to non-controlling interests58,380,000.0024,360,440.28
Cash used in other financing activities447,602,677.41114,109,500.00
Subtotal of cash used in financing activities4,262,147,280.196,930,919,867.66
Net cash generated from/used in financing activities4,019,337,867.91-749,505,196.52
4. Effect of foreign exchange rate changes on cash and cash equivalents-68,824,378.45-39,571,072.82
5. Net increase in cash and cash equivalents-430,078,963.11456,216,596.51
Add: Cash and cash equivalents, beginning of the period7,714,157,995.875,373,281,504.75
6. Cash and cash equivalents, end of the period7,284,079,032.765,829,498,101.26

6. Cash Flow Statement of the Company as the Parent

Unit: RMB

ItemQ1 2020Q1 2019
1. Cash flows from operating activities:
Proceeds from sale of commodities and rendering of services-51,258,278.89
Cash generated from other operating activities67,957,173.78236,323,914.96
Subtotal of cash generated from operating activities67,957,173.78287,582,193.85
Payments for commodities and services-15,108,762.13
Cash paid to and for employees14,948,227.5440,097,735.78
Taxes paid-18,735,502.45
Cash used in other operating activities4,119,679.42183,200,592.57
Subtotal of cash used in operating activities19,067,906.96257,142,592.93
Net cash generated from/used in operating activities48,889,266.8230,439,600.92
2. Cash flows from investing activities:
Cash receipts from investments income-43,605,689.02
Cash generated from other investing activities1,120,000,000.00228,867,355.24
Subtotal of cash generated from investing activities1,120,000,000.00272,473,044.26
Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets600,000.001,715,483.68
Payments for investments-375,334,390.00
Other cash payments relating to investing activities45,918,914.21185,800,000.00
Subtotal of cash used in investing activities46,518,914.21562,849,873.68
Net cash generated from/used in investing activities1,073,481,085.79-290,376,829.42
3. Cash flows from financing activities:
Borrowings obtained699,482,800.00280,000,000.00
Subtotal of cash generated from financing activities699,482,800.00280,000,000.00
Repayments of borrowings1,000,000,000.00250,000,000.00
Payments for interest and dividends16,524,793.0311,647,054.79
Cash used in other financing activities-1,413,599.00
Subtotal of cash used in financing activities1,016,524,793.03263,060,653.79
Net cash generated from/used in financing activities-317,041,993.0316,939,346.21
4. Effect of foreign exchange rate changes on cash and cash equivalents29,860.08-3,957,304.53
5. Net increase in cash and cash equivalents805,358,219.66-246,955,186.82
Add: Cash and cash equivalents, beginning of the period690,685,211.42389,841,854.93
6. Cash and cash equivalents, end of the period1,496,043,431.08142,886,668.11

II Adjustments to the Financial Statements

1. Adjustments to the Financial Statements at the Beginning of the Initial Execution Year ofany New Standards Governing Revenue or Leases from 2020

□ Applicable √ Not applicable

2. Retrospective Restatement of Previous Comparative Data due to the Initial Execution ofany New Standards Governing Revenue or Leases from 2020

□ Applicable √ Not applicable

III Independent Auditor’s ReportIs this report audited?

□ Yes √ No

This report is not audited.

The Board of DirectorsChina Merchants Port Group Co., Ltd.30 April 2020


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