深圳市深宝实业股份有限公司 2017 年年度报告全文
深圳市深宝实业股份有限公司
SHENZHEN SHENBAO INDUSTRIAL CO., LTD.
ANNUAL REPORT 2017
April 2018
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Shenbao Industrial 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 of the Company Zheng Yuxi, General Manager Yan Zesong, Chief
Financial Officer Wang Zhiping and Financial Management Department
Manager Xu Qiming hereby confirm that the Financial Report of Annual
Report 2017 is authentic, accurate and complete.
All Directors are attended the Board Meeting for deliberation of this Report.
Concerning the forward-looking statements with future planning involved in the
annual report, they do not constitute a substantial commitment for investors,
Securities Times, China Securities Journal, Hong Kong Commercial Daily and
Juchao Website (www.cninfo.com.cn) are the media appointed by the Company
for information disclosure, all information of the Company disclosed in the
above mentioned media should prevail. Investors are advised to exercise caution
of investment risks.
The Company has analyzed the risk factors that the Company may exist and its
countermeasures in the report, investors are advised to pay attention to read
“Prospect for future development of the Company” in the report of Section
IV-Discussion and Analysis of the Operation.
This report has been prepared in Chinese and English version respectively. In
the event of difference in interpretation between the two versions, Chinese
深圳市深宝实业股份有限公司 2017 年年度报告全文
report shall prevail.
The Company plans no cash dividend, bonus and no capitalizing of common
reserves either.
深圳市深宝实业股份有限公司 2017 年年度报告全文
Contents
Section I. Important Notice, Contents and Paraphrase ................................................................. 2
Section II Company Profile and Main Financial Indexes .............................................................. 7
Section III Summary of Company Business .................................................................................. 12
Section IV Discussion and Analysis of the Operation ................................................................... 14
Section V. Important Events............................................................................................................ 32
Section VI. Changes in Shares and Particulars about Shareholders .......................................... 42
Section VII. Preferred Stock ........................................................................................................... 54
Section VIII. Particulars about Directors, Supervisors, Senior Executives and Employees .... 55
Section IX. Corporate governance ................................................................................................. 63
Section X Corporate Bond .............................................................................................................. 70
Section XI. Financial Report ........................................................................................................... 71
Section XII. Documents available for Reference ......................................................................... 203
深圳市深宝实业股份有限公司 2017 年年度报告全文
Paraphrase
Items Refers to Contents
Shenshenbao/Shenbao Company/ Listed
Refers to Shenzhen Shenbao Industrial Co., Ltd.
Company /the Company/
Shenzhen Shenbao Huacheng Science and Technology
Shenbao Huacheng Refers to
Co.,Ltd
Wuyuan Ju Fang Yong Refers to Ju Fang Yong Tea Industry Co., Ltd. in Wuyuan County
Hangzhou Ju Fang Yong Refers to Hangzhou Ju Fang Yong Holding Co., Ltd.
Shenbao Technology Center Refers to Shenzhen Shenbao Technology Center Co., Ltd.
Huizhou Shenbao Science & Technology Refers to Huizhou Shenbao Science & Technology Co., Ltd.
Shenzhen Shenbao Sanjing Food & Beverage
Shenbao Sanjing Refers to
Development Co., Ltd
Shenbao Industrial & Trading Refers to Shenzhen Shenbao Industrial & Trading Co., Ltd.
Shenbao Properties Refers to Shenzhen Shenbao Properties Management Co., Ltd.
Shenshenbao Investment Refers to Shenzhen Shenshenbao Investment Co., Ltd.
Yunnan Shenbao Pu’er Tea Supply Chain Management
Yunnan Supply Chain Refers to
Co., Ltd
Fuhaitang Ecological Refers to Fuhaitang Tea Ecological Technology Co., Ltd.
Fuhaitang Catering Refers to Hangzhou Fuhaitang Catering Management Co., Ltd.
Chunshi Network Refers to Hangzhou Chunshi Network Technology Co.,Ltd.
Jufangyong Trading Refers to Hangzhou Jufangyong Trading Co., Ltd
Shenshenbao Tea Culture Refers to Shenzhen Shenshenbao Tea Culture Management Co., Ltd.
Pu’er Tea Trading Center /Tea Trading
Refers to Yunnan Pu’er Tea Trading Center Co., Ltd.
Center
Huizhou Shenbao Food Refers to Huizhou Shenbao Food Co., LTd.
Shenbao Rock Tea Refers to Mount Wuyi Shenbao Rock Tea Co., Ltd.
Shenbao Tea-Shop Refers to Shenzhen Shenbao Tea-Shop Co., Ltd.
Agricultural Products Refers to Shenzhen Agricultural Products Co., Ltd
Shenzhen Investment Holding Refers to Shenzhen Investment Holding Co., Ltd
SZCG Refers to Shenzhen Cereals Group Co., Ltd.
Shenzhen Municipal People’s Government State-owned
Shenzhen SASAC Refers to
Assets Supervision & Administration Commission
CSRC Refers to China Securities Regulation Commission
SSE Refers to Shenzhen Stock Exchange
Dahua Certified Public Accountants (Special General
Dahua CPA Refers to
Partnership)
深圳市深宝实业股份有限公司 2017 年年度报告全文
Article of Association of Shenzhen Shenbao Industrial Co.,
Article of Association Refers to
Ltd
RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section II Company Profile and Main Financial Indexes
I. Company information
SHENSHENBAO-A,
Short form for share Stock code 000019, 200019
SHENSHENBAO-B
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the Company 深圳市深宝实业股份有限公司
Abbr. of Chinese name of the
深宝
Company
English name of the
SHENZHEN SHENBAO INDUSTRIAL CO.,LTD.
Company(if applicable)
Abbr. of English name of the
SBSY
Company(if applicable)
Legal Representative Zheng Yuxi
8F, B Section, 4th Tower, Software Industrial Base, South Technology Park,
Registrations add.
Xuefu Road, Yuehai Street, Nanshan District, Shenzhen
Code for registrations add 518057
8/F, Tower-B, Building 4, Technology Park Nanshan Software Base, Nanshan
Offices add.
District, Shenzhen
Codes for office add.
Company’s Internet Web Site http://www.sbsy.com.cn
E-mail shenbao@sbsy.com.cn
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Li Yiyan Huang Bingxia
8/F, Tower-B, Building 4, Software 8/F, Tower-B, Building 4, Software
Industry Base, Science & Industry Base, Science &
Contact add.
Technology Park (South), Xuefu Technology Park (South), Xuefu
Road, Nanshan District, Shenzhen Road, Nanshan District, Shenzhen
Tel. 0755-82027522 0755-82027522
Fax. 0755-82027522 0755-82027522
E-mail lyy@sbsy.com.cn huangbx@sbsy.com.cn
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times; China Securities Journal andHong Kong
深圳市深宝实业股份有限公司 2017 年年度报告全文
Commercial Daily
Website for annual report publish appointed by
http://www.cninfo.com.cn
CSRC
Preparation place for annual report Office of the Board of Directors
IV. Registration changes of the Company
Organization code 91440300192180754J
Changes of main business since
No changes
listing (if applicable)
On 10 September 1999, Shenzhen Investment Management Co., Ltd.
entered into the “Equity Transfer Agreement of Shenzhen Shenbao
Industrial Co., Ltd.” with Agricultural Products for 58,347,695 shares of
Previous changes for controlling the Company (35% in total shares of the Company) transfer to
shareholders (if applicable) Agricultural Products with price of RMB 1.95 per share. Agricultural
Products comes to the first majority shareholder of the Company after
transfer and procedures for the above equity transfer has completed in
June of 2003.
V. Other relevant information
CPA engaged by the Company
Name of CPA Dahua Certified Public Accountants (Special General Partnership)
Offices add. for CPA 11/F, Block B, Union Square, No. 5022, Binhe Blv, Futian District, Shenzhen
Signing Accountants Chen Baohua, Zhou Lingzhi
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in
reporting period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data or not
□Yes √No
Changes over last
2017 2016
year
Operating revenue (RMB) 315,762,708.35 273,383,642.99 15.50% 338,224,512.31
Net profit attributable to
shareholders of the listed -54,094,136.23 96,620,658.92 -155.99% -35,256,169.10
Company(RMB)
Net profit attributable to
-56,114,386.31 -64,394,848.68 12.86% -44,785,428.54
shareholders of the listed
深圳市深宝实业股份有限公司 2017 年年度报告全文
Company after deducting
non-recurring gains and
losses(RMB)
Net cash flow arising from
-94,914,594.15 61,740,568.12 -253.73% -45,963,089.09
operating activities(RMB)
Basic earnings per share
-0.1089 0.1945 -155.99% -0.0781
(RMB/Share)
Diluted earnings per share
-0.1089 0.1945 -155.99% -0.0781
(RMB/Share)
Weighted average ROE -5.46% 9.82% -15.28% -3.70%
Changes over end
End of 2017 End of 2016 End of 2015
of last year
Total assets (RMB) 1,070,386,220.55 1,178,543,725.30 -9.18% 1,060,458,757.46
Net assets attributable to
shareholder of listed 946,920,577.33 1,031,768,388.87 -8.22% 935,622,280.75
Company(RMB)
VII. 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
In RMB
Net profit attributable to Net assets attributable to shareholders of
shareholders of listed Company listed Company
2017 2016 Amount at Amount at
period-end period-begin
Chinese GAAP -54,094,136.23 96,620,658.92 946,920,577.33 1,031,768,388.87
Items and amount adjusted by IAS
Adjustment for other 0 0 1,067,000.00 1,067,000.00
payable fund of stock
market regulation
IAS -54,094,136.23 96,620,658.92 947,987,577.32 1,032,835,388.87
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 has no above mentioned condition occurred in the period
深圳市深宝实业股份有限公司 2017 年年度报告全文
3. Explanation on differences of the data under accounting standards in and out of China
□ Applicable √ Not applicable
VIII. Main financial index disclosed by quarter
In RMB
1st Q 2nd Q 3rd Q 4th Q
Operating income 59,762,320.34 78,396,062.61 92,588,317.43 85,016,007.97
Net profit attributable to -9,918,007.24 -7,841,769.59 -8,629,218.79 -27,705,140.61
shareholders of the listed
Company
Net profit attributable to -9,743,364.46 -9,614,195.55 -7,354,148.19 -29,402,678.11
shareholders of the listed
Company after deducting
non-recurring gains and losses
Net cash flow arising from -11,795,410.04 -38,637,238.11 -13,125,304.88 -31,356,641.12
operating activities
Whether there are significant differences between the above-mentioned financial index or its total
number and the relevant financial index disclosed in the Company’s quarterly report and
semi-annual report
□Yes √ No
IX. Items and amounts of extraordinary profit (gains)/loss
√ Applicable □ Not applicable
In RMB
Item 2017 2016 2015 Note
Gains/losses from the disposal of
non-current asset (including the write-off -50,200.13 171,607,536.76 -37,081.52
that accrued for impairment of assets)
Governmental subsidy reckoned into
current gains/losses (not including the
subsidy enjoyed in quota or ration 2,990,059.15 4,000,648.87 4,229,841.97
according to national standards, which are
closely relevant to enterprise’s business)
Fund possession cost reckoned in current
gain/loss charged from non-financial 488,839.56 0
enterprise
Profit and loss of assets delegation on
2,706,034.95 821,891.58 2,093,233.10
others’ investment or management
Gains and losses from change of fair
values of held-for-transaction financial -1,651,270.40 -335,414.30 1,808,657.11
assets and financial liabilities except for
深圳市深宝实业股份有限公司 2017 年年度报告全文
the effective hedge business related to
normal business of the Company, and
investment income from disposal of
transactional financial assets and liabilities
and financial assets available for sale
Other non-operating income and
expenditure except for the aforementioned -4,097,739.37 8,557,332.04 3,616,614.35
items
Less: impact on income tax 51,797.61 23,961,893.28 2,179,393.09
Impact on minority shareholders’
-1,686,323.93 -325,405.93 2,612.48
equity (post-tax)
Total 2,020,250.08 161,015,507.60 9,529,259.44 --
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
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section III Summary of Company Business
I. Main businesses of the Company in the reporting period
Does the Company need to comply with disclosure requirements of the special industry?
□Yes √ No
The Company mainly engaged in the production, R&D and sale business of ingredient/raw-food material based on
tea and deep processing of natural plants. After decades of development, we have established relatively complete
industrial chain involving tea cultivation, purified tea, tea extract, boutique tea sales, tea cultural experience,
e-commerce, tea trading platform and tea finance. Its main business comprises tea refining and fine tea sales,
tea-life experience, tea e-commerce, food and beverage, research and development and so on. The Company has
established three major business directions, namely, the “health technology” development direction with plant
extraction technology as the core business, the “industrial service” development direction with tea exchange
industry finance and electronic trading as the core business, and the “life experience” development direction with
iTealife / Teabank tea fashion consumption as the core business, and promotes the integration and coordinated
development of all business segments and enhances the overall value of the industry by vigorously expanding the
three major business directions.
Main products are including \"Golden Eagle\" instant tea powder, juice ect series; \"Jufangyong\", \"Gutan\", \"Fuhai
Tong\" and “Shenbao Tea-Shop” ect series; \"Mitsui\" oyster sauce, chicken, seafood sauce and other condiments;
\"Shenbao\" chrysanthemum tea, lemon tea, herbal tea and other drinks.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Equity assets No major Change
Fixed assets No major Change
Intangible assets No major Change
Construction in progress No major Change
1. monetary fund decreased due to the (1) operational cash expenditure in the
Monetary fund
period and (2) dividend implemented in the period
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
深圳市深宝实业股份有限公司 2017 年年度报告全文
Does the Company need to comply with disclosure requirements of the special industry?
□Yes √ No
During the reporting period, core competence wasn’t significantly changed. The Company has established
relatively complete industrial chain involving tea cultivation, purified tea, tea extract, boutique tea sales, tea
cultural experience, e-commerce, tea trading platform and tea finance, forming a good industrial base; relying
strong R & D capabilities, leading edge technology, two state-level high-tech enterprises, a quality control system
recognized by large international food and beverage companies, the Company brought a group of high-quality
large domestic and foreign clients. The Company will continue to innovate institutional mechanisms, innovative
ideas, innovative products to enhance synergies and core competitiveness of the tea industry chain.
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section IV Discussion and Analysis of the Operation
I. Introduction
During the reporting period, the Company continued to promote scientific and technological innovation by
focusing on the existing industrial layout and market development trends, fully implemented various operational
measures to consolidate the industrial foundation and enhance the industrial value, vigorously expand the main
business, and enhance the profitability and core competitiveness of the enterprise.
In order to promote the overall strategic adjustment of the state-owned grain and agriculture enterprise of
Shenzhen City, during the reporting period, the Company and Shenzhen Cereals Group have undergone major
assets restructuring; during the restructuring period, the Company actively carried out various tasks to maintain
the stable operations and sustainable development of existing businesses.
During the reporting period, as the core driving force for the scientific research-driven industry development,
Shenbao Technology Center has upheld the service concept of “realizing integrative solutions from concept to
product”, strengthened the application product development, and strived to open up production, research and
profit channels, actively cooperated with the deep processing division and Hangzhou Ju Fang Yong Company,
provided new product development and technical supports for customers, effectively promoted the increase of
orders and the improvement of economic efficiency. Within the year, it applied for 2 national invention patents;
obtained 4 national invention patents. As of the end of the current year, the Company has 42 national invention
patents.
During the reporting period, the deep processing division actively explored customers, orders from industrial
customers increased significantly, orders for the special channel industry remained basically stable, and supply of
instant tea powder and liquid main agent products showed an increasing trend; and achieved results in
consumption reducing and efficiency increasing, and in optimization of supply chain and cost control.
During the reporting period, Hangzhou Ju Fang Yong took the existing outlets channels, product systems and
businesses as the base, integrated and built “Shenbao Teabank” full tea boutique tea retail platform and tea
experience space, put up a terminal channel system for Shenbao tea products; completed the optimization and
upgrade of high traffic outlets such as transportation hubs and scenic spots, and vigorously expanded the joint
investment. As the profitability of “iTealife” tasting business was poor, the Company shut down the stores with
high costs and losses in the second half of the year, and improved the overall profitability by developing new
products with high acceptance and adjusting prices and focusing on tea-based drink and reducing items; at the
same time, made full use of the Company’s advantages in the tea industry chain and the development of tea-based
drink products, liberalized the franchise system, and completed 3 franchise cooperation during the year.
During the reporting period, in the face of severe market conditions, Huizhou Science and Technology actively
responded to changes in the market, adjusted its operating strategies, expanded sales channels by supporting
dealers, effectively stabilized the existing market shares and achieved steady sales growth.
深圳市深宝实业股份有限公司 2017 年年度报告全文
During the reporting period, the Company’s tea exchange center started its business in the light of its established
development direction. Afterwards, in accordance with the Notice on Printing and Distributing Yunnan Province’s
“Looking Back” Implementation Plan for Cleanup and Rectification issued by the Yunnan Provincial Government
Finance Office and the Yunnan Securities Regulatory Bureau, the Company cooperated with the requirements of
the Yunnan Provincial Cleanup Office, and all listed products of the tea exchange center went offline and stopped
trading, so the development of the supply chain business sector centering on tea exchange center was affected. In
order to ensure the follow-up development, after the rectification is completed, the tea exchange center will
actively communicate with relevant government departments to restore the access rights; at the same time, it will
cooperate with banks and other financial institutions to try to implement supply chain finance business.
During the reporting period, the Company focused on the principle of “safety first, prevention first, joint
management, and comprehensive governance”, put extra emphasis on food safety, innovated management models,
paid close attention to implementation, supervision and inspection, actively carried out safety production
management, strengthened employee safety awareness and operational skill training, and effectively implemented
the safety responsibilities to systems, institutions and personnel. In 2017, the Company’s food safety accident rate
was “0,” and all types of safety production accident rate was “0”, achieving five “0” goals for safety and
irresponsibility accident.
In 2017, the Company achieved total operating income of 315,762,708.35 Yuan, an increase of 15.50% over the
same period of last year; operating profit of (57,180,665.35) Yuan, a decrease of 156.25% over the same period of
last year; net profit attributable to shareholders of the listed Company of (54,094,136.23) Yuan, a decrease of
155.99% over the same period of last year. The changes in net profit attributable to shareholders of the listed
Company mainly because there was an investment income from equity disposal last year while no such amount
occurred in the period
II. Main business analysis
1. Introduction
See the “I-Introduction” in “Discussion and Analysis of the Operation”
2. Revenue and cost
(1) Constitute of operation revenue
In RMB
2017
Ratio in Ratio in Increase/decrea
Amount operation Amount operation se y-o-y
revenue revenue
Total operation 315,762,708.35 100% 273,383,642.99 100% 15.50%
revenue
深圳市深宝实业股份有限公司 2017 年年度报告全文
According to industries
Industry 284,161,315.01 89.99% 241,949,064.53 88.50% 17.45%
Trading 23,399,365.17 7.41% 17,602,551.23 6.44% 32.93%
Leasing 1,780,092.00 0.56% 1,844,660.57 0.67% -3.50%
business
Service 598,140.76 0.19% 10,610,377.04 3.88% -94.36%
Other 5,823,795.41 1.84% 1,376,989.62 0.50% 322.94%
According to products
Soft drinks 32,220,427.40 10.20% 28,537,221.17 10.44% 12.91%
Condiment 7,889,820.23 2.50% 8,966,379.88 3.28% -12.01%
Tea products 267,468,427.64 84.71% 222,048,014.71 81.22% 20.46%
Property leasing 1,780,092.00 0.56% 1,844,660.57 0.67% -3.50%
Other 6,403,941.08 2.03% 11,987,366.66 4.38% -46.58%
According to region
Exportation 14,475,530.53 4.58% 12,509,701.98 4.58% 15.71%
South China 54,547,995.44 17.27% 109,134,649.49 39.92% -50.02%
North China 22,266,296.17 7.05% 20,323,825.12 7.43% 9.56%
East China 188,165,970.72 59.59% 107,699,798.02 39.40% 74.71%
Central China 20,727,285.30 6.56% 14,261,668.46 5.22% 45.34%
Other region 15,579,630.19 4.93% 9,453,999.92 3.46% 64.79%
(2) About the industries, products, or regions accounting for over 10% of the Company’s
operating income or operating profit
√ Applicable □ Not applicable
Does the Company need to comply with disclosure requirements of the special industry?
□Yes √No
In RMB
Increase/decr
Increase/decr Increase/decr
Gross ease of
Operating ease of ease of gross
Operating cost profit operating
revenue operating profit ratio
ratio revenue
cost y-o-y y-o-y
y-o-y
According to industries
Industry 284,161,315.01 231,132,106.62 18.66% 17.45% 19.16% -1.17%
Trading 23,399,365.17 9,889,768.61 57.73% 32.93% 1.13% 13.29%
According to products
深圳市深宝实业股份有限公司 2017 年年度报告全文
Soft 32,220,427.40 22,530,855.90 30.07% 12.91% 5.86% 4.66%
drinks
Tea 267,468,427.64 213,303,350.39 20.25% 20.46% 20.61% -0.10%
products
According to region
South 54,547,995.44 42,056,492.94 22.90% -50.02% -41.42% -11.32%
China
East China 182,342,175.31 139,964,141.13 23.24% 71.50% 67.36% 1.90%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
(3) Income from physical sales larger than income from labors
√ Yes □ No
Increase/decrease
Industries Item Unit 2017
y-o-y
Sales volume Ton 16,548.74 13,914.44 15.92%
Industry Output Ton 16,038.30 15,210.31 5.16%
Storage Ton 3,526.50 4,677.57 -32.64%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □ Not applicable
Change of the product structure and amount decreased due to the change of clients
(4) Fulfillment of the Company’s signed significant sales contracts up to this reporting period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Classification of industries and products
In RMB
2017
Ratio in Increase/decrea
Industries Item Ratio in
Amount operation Amount se y-o-y
operation cost
cost
Industry Raw materials 170,660,851.03 69.40% 123,881,660.69 60.53% 37.76%
Industry Labor wage 9,383,982.21 3.82% 11,217,506.09 5.48% -16.35%
Industry Energy 21,732,257.67 8.84% 25,532,216.93 12.48% -14.88%
Industry Depreciation 13,238,425.54 5.38% 16,291,256.71 7.96% -18.74%
深圳市深宝实业股份有限公司 2017 年年度报告全文
Cost of
Industry 17,268,811.64 7.02% 17,052,338.13 8.33% 1.27%
production
In RMB
2017
Ratio in Increase/decrea
Products Item Ratio in
Amount operation Amount se y-o-y
operation cost
cost
Tea products Raw materials 158,307,860.95 64.38% 111,993,962.02 54.73% 41.35%
Tea products Labor wage 8,185,274.32 3.33% 9,633,017.71 4.71% -15.03%
Tea products Energy 20,232,543.77 8.23% 24,068,105.34 11.76% -15.94%
Tea products Depreciation 11,597,734.69 4.72% 14,507,617.02 7.09% -20.06%
Cost of
Tea products 14,979,936.66 6.09% 16,649,935.95 8.14% -10.03%
production
Explanation
Nil
(6) Whether the changes in the scope of consolidation in Reporting Period
√Yes □No
Subsidiary, special purpose entity, and operational entities with controlling rights held by entrusted operation or
leassee that including in consolidation scope of the Company in the period
Name Reason for change
Shenbao Tea-Shop New establihsed
Fuhaitang Catering New establihsed
(7) Material changes or adjustment for products or services of the Company in reporting period
□ Applicable √ Not applicable
(8) Major sales and main suppliers
Major sales of the Company
Total top five clients in sales (RMB) 124,652,771.31
Proportion in total annual sales volume for top five clients 39.47%
Proportion in total annual sales volume for related sales among top five clients 0.00%
Top five clients
Serial Name Sales (RMB) Proportion in total annual sales
1 Client I 44,474,424.88 14.08%
深圳市深宝实业股份有限公司 2017 年年度报告全文
2 Client II 38,741,888.39 12.27%
3 Client III 20,845,774.28 6.60%
4 Client IV 10,590,512.83 3.35%
5 Client V 10,000,170.93 3.17%
Total -- 124,652,771.31 39.47%
Other explanation on main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 61,975,448.10
Proportion in total annual purchase amount for top five suppliers 20.22%
Proportion in total annual purchase amount from related purchasement
0.00%
among top five suppliers
Top five suppliers of the Company
Proportion in total annual sum of
Serial Name Sum of purchase (RMB)
purchase
1 Supplier I 18,581,728.90 6.06%
2 Supplier II 12,935,560.18 4.22%
3 Supplier III 11,876,964.14 3.88%
4 Supplier IV 9,818,219.31 3.20%
5 Supplier V 8,762,975.57 2.86%
Total -- 61,975,448.10 20.22%
Other explanation on main suppliers
□ Applicable √ Not applicable
3. Expenses
In RMB
Increase/decreas
2017 2016 Note of major changes
e y-o-y (%)
Sales expenses 44,061,027.90 44,338,389.32 -0.63%
Administration
76,128,683.00 86,120,689.47 -11.60%
expenses
Financial expenses -1,692,626.33 -1,182,236.05 -43.17%
深圳市深宝实业股份有限公司 2017 年年度报告全文
4. R&D investment
√ Applicable □ Not applicable
In this year, Shenbao Technology Center adhered to the service concept of \"realize the integrating solutions from
concept to products\", actively explored new channels and new markets, developed new products and technical
support services for beverage customers; developed new series of catering products for catering markets; provided
integrated technical supports for new products production for the company and factory; provided supports and
services for the company to participate in exhibitions, customer technical exchanges, and after-sales services. In
this year, the company developed and implemented a total of 70 customer projects, and successfully developed a
total of 46 new products, including tea raw materials, tea powder, tea concentrated juice, plant extracts, and food
and beverage products. During the reporting period, the company applied for a total of two national invention
patents, and obtained the authorization of four national invention patents.
R&D investment of the Company
2017 2016 Change ratio
Number of R&D (people) 32 33 -3.03%
Ratio of number of R&D 5.65% 4.29% 0.36%
R&D investment (Yuan) 8,769,959.88 7,770,753.76 12.86%
investment accounted for operation income 2.78% 2.84% -0.06%
R&D investment capitalization (Yuan) 0.00 2,904,702.08 -100.00%
Capitalization R&D investment accounted for
0.00% 37.38% -37.38%
R&D investment
The reason of great changes in the proportion of total R&D investment accounted for operation income than last
year
□ Applicable √ Not applicable
Reason for the great change in R&D investment capitalization rate and rational description
√Applicable □Not applicable
The R&D investment in the year did not required the capitalization condition
5. Cash flow
In RMB
Item 2017 2016 Increase/decrease y-o-y
Subtotal of cash in-flow from
368,388,607.25 435,401,568.68 -15.39%
operation activity
Subtotal of cash out-flow from
463,303,201.40 373,661,000.56 23.99%
operation activity
Net cash flow from operation -94,914,594.15 61,740,568.12 -253.73%
深圳市深宝实业股份有限公司 2017 年年度报告全文
activity
Subtotal of cash in-flow from
342,680,610.10 310,408,558.03 10.40%
investment activity
Subtotal of cash out-flow from
340,280,365.73 179,221,053.21 89.87%
investment activity
Net cash flow from investment
2,400,244.37 131,187,504.82 -98.17%
activity
Subtotal of cash in-flow from
22,523,100.00 68,500,079.19 -67.12%
financing activity
Subtotal of cash out-flow from
32,342,767.32 50,825,895.83 -36.37%
financing activity
Net cash flow from financing
-9,819,667.32 17,674,183.36 -155.56%
activity
Net increased amount of cash
-102,602,592.42 211,050,355.68 -148.62%
and cash equivalent
Reasons for y-o-y relevant data with major changes
√Applicable □ Not applicable
1. Changes of cash in-flow from operation activity: there was a large amount of intercourse funds occurred in last
period while there is no such account occurred in the period;
2. Changes of cash out-flow from operation activity: cash paid for raw material purchase in the period have
significantly growth in the period;
3. Changes of cash out-flow from investment activity: cash paid for purchasing financial products increased from
a year earlier;
4. Changes of cash in-flow from financing activity: cash received from bank loans decreased from a year earlier;
5. Changes of cash out-flow from financing activity: there was major amount of loans are paid in last period while
no such amount occurred in the period
Reasons of major difference between the cash flow of operation activity in report period and net profit of the
Company
□ Applicable √ Not applicable
III. Analysis of the non-main business
√ Applicable □ Not applicable
In RMB
Amount Ratio in total profit Note Whether be sustainable
深圳市深宝实业股份有限公司 2017 年年度报告全文
Gains from
Investment income 2,397,094.38 -3.91% Unsustainable
financial products
Gains/losses of fair Change of stock
-1,651,270.40 2.69% Unsustainable
value variation value
Provision for
Asset impairment 5,919,333.50 -9.66% impairment of Unsustainable
assets
Non-operating income 524,245.69 -0.86% Unsustainable
Non-operating expense 4,621,985.06 -7.54% Compensation Unsustainable
IV. Assets and liability
1. Major changes of assets composition
In RMB
End of 2017 End of 2016
Ratio in Ratio in Ratio
Notes of major changes
Amount total Amount total changes
assets assets
1. monetary fund
decreased due to the (1)
operational cash
Monetary fund 255,961,650.41 23.91% 358,564,242.83 30.42% -6.51%
expenditure in the period
and (2) dividend
implemented in the period
Account
77,193,068.03 7.21% 62,582,867.63 5.31% 1.90%
receivable
Inventory 155,306,108.94 14.51% 140,951,059.39 11.96% 2.55%
Investment
18,401,275.03 1.72% 18,872,865.36 1.60% 0.12%
property
Long-term
equity 5,248,629.66 0.49% 5,866,481.63 0.50% -0.01%
investment
Fix assets 313,742,404.72 29.31% 333,013,767.86 28.26% 1.05%
Construction in
134,918.91 0.01% 54,574.34 0.00% 0.01%
process
Short-term
10,000,000.00 0.93% 5,000,000.00 0.42% 0.51%
loans
深圳市深宝实业股份有限公司 2017 年年度报告全文
2. Assets and liability measured by fair value
√ Applicable □ Not applicable
In RMB
Amo
Devalu
Accumulative unt of
Changes of fair ation of Amoun
Amount at the changes of purch
value withdra t of sale Amount in the
Items beginning fair value ase in
gains/losses in wing in in the end of period
period reckoned into the
this period the period
equity perio
period
d
Financial assets
1. Financial assets
measured by fair
value and whose
change is recorded
3,250,938.60 -1,651,270.40 518,602.11 1,599,668.20
in current gains and
losses (excluding
derivative financial
assets)
Aforementioned
3,250,938.60 -1,651,270.40 518,602.11 1,599,668.20
total
Financial liabilities 0.00 0.00
Whether there have major changes on measurement attributes for main assets of the Company in report period or
not
□ Yes √No
3. The assets rights restricted till end of the period
The Company has no above mentioned conditions till end of the Period
V. Investment analysis
1. Overall situation
√ Applicable □ Not applicable
Investment in reporting period Investment in the same period of last
Range
(Yuan) year (Yuan)
6,460,000.00 37,000,000.00 -82.54%
2. The major equity investment obtained in the reporting period
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
3. The major non-equity investment doing in the reporting period
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
4. Financial assets investment
(1) Securities investment
√ Applicable □ Not applicable
In RMB
Accou
Variety Initial Changes in fair
Code of Short nting Book value at Cumulative fair Current Current Profit and loss in Accounti
of invest value of the Book value at the Capital
securiti form of measur the beginning of value changes purchase sales the Reporting ng
securiti ment the period current profit end of the period Source
es securities ement in equity amount amount Period subject
es cost and loss
model
Paid
shares
Domest Fair Financial from
ic and value assets
000017 CBC-A -- 3,250,938.60 -1,651,270.40 518,602.11 0.00 0.00 -1,651,270.40 1,599,668.20 debt
oversea measur available
for sale reorga
s stock ements
nizatio
n
Other securities investment
-- -- -- --
held at period-end
Total -- -- 3,250,938.60 -1,651,270.40 518,602.11 0.00 0.00 -1,651,270.40 1,599,668.20 -- --
Disclosure date of securities
investment approval of the Not applicable
Board
Disclosure date of securities
investment approval of the
Not applicable
Shareholder Meeting (if
applicable)
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
5. Application of raised proceeds
□ Applicable √ Not applicable
The Company has no application of raised proceeds in the Period
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main holding Company and stock-jointly companies
√ Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB
Company Main Operating
Type Register capital Total assets Net Assets Operating profit Net profit
name business revenue
Hangzhou Ju Subsidi Production & 175,000,000.00 212,413,641.73 161,927,246.25 33,063,373.55 -15,439,912.12 -14,659,161.55
ary
深圳市深宝实业股份有限公司 2017 年年度报告全文
Fang Yong sales of tea
product
Shenbao Subsidi Investment 50,000,000.00 24,497,735.63 20,904,438.20 5,721,413.62 -7,447,759.73 -7,430,463.90
Investment ary management
Shenbao Technical 54,000,000.00 44,081,174.45 35,868,367.69 142,036.98 -7,487,789.51 -7,487,789.51
Technology Subsidi development,
Center ary consultant
and transfer
Tea Trading Subsidi Service 50,000,000.00 48,850,197.44 36,754,698.90 624,442.03 -6,030,287.68 -10,207,322.35
Center ary industry
Particular about subsidiaries obtained or disposed in report period
√ Applicable □ Not applicable
The way of getting and treating subsidiary in the
Name of Company Influence on overall product and performance
reporting
Shenbao Tea-Shop New established Impact on net profit of the Company: (1,074,500) Yuan
Fuhaitang Catering New established Impact on net profit of the Company: (125,700) Yuan
Explanation on main holding/stock-jointly enterprise:
1. Hangzhou Ju Fang Yong Holding Co., Ltd., a wholly owned subsidiary. Business scope: sell both retail and wholesale: wholesale, retail of the prepackaged food
and bulk food (pre-approval items should be operated within validity period ): tea set; acquisitions: tea business sales required (limited to the acquisition of the
original producer of primary industry directly); Services: Tea business investment and asset management, technology development, cultivation, breeding, technical
consulting, technical services, transfer of results, the other all legitimate projects without approval, subsidiaries’ business scope included. Register capital was 175
million Yuan. Ended as this period-end, the total assets of Ju Fang Yong is 212,413,641.73 Yuan, and net assets amounting to 161,927,246.25 Yuan, shareholders’
equity attributable to parent Company is 162,234,107.82 Yuan; in the reporting period, Ju Fang Yong achieved operation income, net profit and net profit attributable
to shareholder of parent Company as 33,063,373.55 Yuan, (14,659,161.55) Yuan and (13,840,286.65) Yuan respectively.
深圳市深宝实业股份有限公司 2017 年年度报告全文
2. Shenzhen Shenshenbao Investment Co., Ltd. a wholly owned subsidiary. Business scope: investment industry (specific items to be declared separately); marketing,
consulting services, tea training for knowledge and tea culture; sales of tea set, tea table, root; online trade, domestic trade (excluding franchise, Monopoly, special
goods); business import and export business (excluding restricted items).Register capital was 50 million Yuan. Ended as this period-end, the total assets of Shenbao
Investment is 24,497,735.63 Yuan, net assets amounting to 20,904,438.20 Yuan, and shareholders’ equity attributable to parent Company is 20,904,438.20 Yuan; in
the reporting period, Shenshenbao Investment achieved operation revenue of 5,721,413.62 Yuan, net profit amounting to (7,430,463.90) Yuan and net profit
attributable to parent company amounted as (5,683,841.90) Yuan
3. Shenzhen Shenbao Technology Center Co., Ltd. is a wholly-owned subsidiary of the Company, its business scope includes technical development, technical
consultation, technology transfer and inspection services for tea, plant products, soft drinks and food (except for projects subject to approval before registration by
laws, administrative regulations, State Council decisions); domestic trade; prepackaged food wholesale, liquor wholesale. Register capital was 54 million Yuan.
Ended as this period-end, total assets of Shenbao Technology Center amounted as 44,081,174.45 Yuan, net assets amounting to 35,868,367.69 Yuan, the shareholders
equity attributable to parent company amounted as 35,868,367.69 Yuan; in the reporting period, Shenbao Technology Center achieved operation revenue of
142,036.98 Yuan, net profit amounting to (7,487,789.51) Yuan and net profit attributable to parent company amounted as (7,487,789.51) Yuan
4. Yunnan Pu'er Tea Trading Center Co., Ltd. is a non-wholly-owned subsidiary of the Company, its business scope includes providing places, facilities and
intermediary, brokerage, auction, finance, and consulting services for tea and other agricultural and sideline products, spot trading of industrial raw materials and bulk
stock, and related financial services; investment and management of other related projects; conference and exhibition services (projects subject to approval according
to law, operating activities only be carried out after the approval of relevant departments). Register capital was 50 million Yuan. Ended as this period-end, total assets
of Pu’er Tea Trading Center amounted as 48,850,197.44 Yuan, net assets amounting to 36,754,698.90Yuan, the shareholders equity attributable to parent company
amounted as 36,754,698.90 Yuan; in the reporting period, Pu’er Tea Trading Center achieved operation revenue of 624,442.03 Yuan, net profit amounting to
(10,207,322.35) Yuan and net profit attributable to parent company amounted as (10,207,322.35) Yuan
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
IX. Prospects on future development
(I) Development trend and competition layout of the industry
1. The development trend of tea industry
According to statistical data released by China Tea Marketing Association and other institutions, in 2017, the total
tea garden areas of 18 tea-producing provinces reached 45,887,000 mu, an increase of 3.61% over the same period
last year; the output of dry Antirhea chinensis was 2,609,000 tons, an increase of 6.1% over the same period last
year, the total output value of dry Antirhea chinensis reached 190.76 billion Yuan, an increase of 13.4%. In 2017,
the production scale of the tea industry in the country continued to maintain an overall growth trend, the output of
dry Antirhea chinensis continued to increase, and the output value increased significantly, while the output of bulk
tea decreased and the price increased, the space for development and utilization was large, the price of tea
continued to rise, the tea structure was adjusted and optimized, and the quality and safety level continued to
improve; under the influence of intensified financial control, the vast majority of more than 30 tea financial
trading platforms suspended trading for internal reformation during the year. With the rapid development of
mobile internet, the overall sales volume of online tea has continued to increase, “Online + Offline” become the
standard in the tea industry, and there is a clear trend in industry cross-border cooperation. Safe, affordable,
diversified, younger products and diversified marketing are still the development trend of the tea industry.
2. The development trend of tea and deep-processing products based on natural plant
The consumption transformation promotes the transformation and upgrading of beverage industry. With the
interiorizing of personalization, quality, and “green health” concept, new products related to quality consumption
and green consumption will maintain rapid growth; while the emerging retail industry maintaining fast
development, the traditional retail format is also continuously innovating business models and expanding sales
channels; product category structure will be further optimized, low-calorie beverages, healthy nutritional
beverages, tea beverages, and plant-based dairy beverages will have good development prospects, and functional
beverages and health drinks will have a fast development. As ingredients of food and beverage, the tea and natural
plant deep processing products have natural and healthy essential characteristics, of which the application in food
and beverage field continues to innovate and develop, and the tremendous development space of tea drinks and
plant beverages lays a good foundation for the development of tea and natural plant deep processing products.
3. Competitive landscape
The Company’s tea and natural plant deep processing product is a sub-sector in the tea industry, and now it has
evolved into a market with relatively concentrated market share. The Company’s main competitors are also the
certified suppliers of large-scale food and beverage customers at home and abroad, so the price competition in the
industry is fierce; at the same time, the rise in raw material prices and labor costs has also led to a significant
increase in the cost of deep processing production of tea. However, the Company has comparative advantages in
terms of product innovation, process technology, advanced equipment, etc.; and the Company is a tea industry
chain integrated enterprise which is very few in the industry at present, it has a number of production lines for tea
refining, instant tea powder, condensed tea juice and tea raw materials for beverage, etc., and has several
深圳市深宝实业股份有限公司 2017 年年度报告全文
proprietary technologies by independent research and development and other advantages.
The competition among various brands and categories in the domestic tea consumption market has become
increasingly fierce, the marketing and promotion methods continue to be innovated, and the cross-border
cooperation continues to deepen. With the consumption upgrading, consumers have paid more attention to quality
and brand in addition to tea price. The tea enterprises with good reputation and brand have gradually expanded
their market share and achieved greater development. The safety of tea products still poses a challenge to the
healthy development of tea industry.
China’s economic development has been generally stable and good, the structural reform of supply side has been
continuously deepened, and a series of policy measures to stabilize consumption and adjust structure continue to
play a role, and the people’s living standards have been continuously improved. The expansion of consumer
demands and the promotion of tiers within the entire society have created a good external environment for the
sustainable and healthy development of tea industry.
(II) Development Strategy
In accordance with established guidelines, the Company seizes opportunities, centralizes resources, focuses on the
deep processing of tea and natural plants, aims at building an integrated industrial chain of natural health products
and services, and extends to the tea plantation base and boutique tea business; implements industrialization,
standardization, and international management, and strives to enhance the synergy of tea industry chain and the
value-creating ability of traditional industry so as to make the Company become the most valuable listed
Company in the Chinese tea industry.
(III) Operation plan for year of 2018
In 2018, the Company will actively promote the major asset restructuring, cooperate with intermediaries to
complete audits, assessments, and other related tasks in an orderly manner, continue to advance project progress,
fulfill decision-making, approval procedures, and information disclosure obligations so as to ensure the major
asset restructuring to proceed smoothly. At the same time, it will continue to steadily promote the Company’s
various operations and management to ensure the stable operation and sustainable development of the Company’s
existing business.
1. Give full play to the research and development main body effect of the technology center, continue to
implement the research and development projects and the implementation of customer projects steadily,
strengthen the application development and promotion of existing new products, promote the integration of
production and research, accelerate the transformation of scientific and technological achievements, and provide
strong supports for the development of each business segment.
2. Amplify the advantages of deep processing business segment, and vigorously develop catering channel products
through integration and innovation. Actively develop and expand new customers and foreign markets to promote
efficiency.
3. By means of the brand layout of “Shenbao Teabank” and “iTealife”, Hangzhou Ju Fang Yong makes use of the
深圳市深宝实业股份有限公司 2017 年年度报告全文
Company’s development advantages in the supply chain and tea-based drinks, export tea series products through
the franchise chain system, vigorously developed franchisees, and optimize products and upgrade supply chain
around the franchise system.
4. Huizhou Science and Technology continues to consolidate and enhance the existing main sales market,
accelerate the pace of expansion; strengthen the monitoring of production details, reduce losses, and improve
quality and efficiency.
5. The tea supply chain business segment with the tea exchange center as its core will explore new development
ideas, seek new development, improve and optimize the tea supply chain service business, and enhance the
platform value based on the regulatory requirements.
6. Optimize and improve the Company’s human resource management system; strengthen the internal control
management, and optimize the financial informatization management platform.
7. Strengthen the party building work, combine party organization construction with enterprise development,
enhance corporate culture construction, and build a harmonious internal and external environment for enterprise
development.
8. Continue to strengthen production and food safety work, and ensure safety accidents to be zero during the year.
X. Research reception, communication and interview activities
1. Registration form of research reception, communication and interview in the Period
□ Applicable √ Not applicable
There were noresearch reception, communication and interview activities occurred in the period
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section V. Important Events
I. Profit distribution plan of common stock and capitalizing of common reserves plan
Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash
Dividend policy during the Reporting Period
√ Applicable □ Not applicable
In reporting period, no adjustment and change happened to profit distribution rule.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement of Article of Association (Y/N): Y
Well-defined and clearly dividend standards and proportion (Y/N): Y
Completed relevant decision-making process and mechanism (Y/N): Y
Independent directors perform duties completely and play a proper role (Y/N): Y
Minority shareholders have opportunity to express opinions and demands totally and their legal rights are
Y
fully protected (Y/N):
Condition and procedures are compliance and transparent while the cash bonus policy adjusted or
Y
changed (Y/N):
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest
three years (including the reporting period)
The equity distribution plan for 2015: Based on share capital of 301,080,184 on 31 Dec 2015, carried out 5 shares
every 10-share to all shareholders using capital reserve, no cash dividend and no bonus share.
The equity distribution plan for 2016: Based on share capital of 451,620,276 on 31 Dec 2016, distributed 0.5
Yuan (tax included) for every 10-share to all shareholders with one share bonus (tax included), and no share
converted from capital reserve
The equity distribution plan for 2017: No cash dividend, no bonus shares as well as no share converted from
capital reserve
Particulars for cash dividend of common share for 3 years (current period included)
In RMB
Net profit Ratio in net profit
attributable to attributable to
Amount for cash Amount for cash Proportion for
Year for bonus common stock common stock
bonus (tax bonus by other cash bonus by
shares shareholders of shareholders of
included) ways other ways
listed Company listed Company
in consolidation contained in
深圳市深宝实业股份有限公司 2017 年年度报告全文
statement for consolidation
bonus year statement
2017 0.00 -54,094,136.23 0.00% 0.00 0.00%
2016 22,581,013.80 96,620,658.92 23.37% 0.00 0.00%
2015 0.00 -35,256,169.10 0.00% 0.00 0.00%
The Company gains profits in reporting period and the retained profit of common stock shareholders provided by
parent Company is positive but no plan of cash dividend proposed of common stock
□Applicable √Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
□ Applicable √ Not applicable
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital
reserve either for the year.
III. Implementation of commitment
1. Commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies
□Applicable √Not applicable
There was no commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies
2. Concerning assts or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
√Applicable □Not applicable
Change of accounting policy
Content & reasons Approval procedure Note
On 10 May 2017, the “Accounting Standards for Business
Enterprise No. 16- Government grant” has revised and issued by
The change has deliberated
Ministry of Finance. The new Standards implemented since 12
on 11th session of 9th BOD
June 2017. Meanwhile, the prospective application method shall
and no need to deliberated
be adopted by an enterprise for government grant on 1 January
in shareholder general
2017; the new government grant from 1 January 2017 to date of
meeting
such Standards implemented should be adjusted in line with the
revised Standards.
According to the relevant regulation of \" Accounting Standards for
The change has deliberated
Business Enterprise No. 42 - Non-current Assets Held for Sale,
on 16th session of 9th BOD
Disposal Group and Discontinuing Operation” issued by Ministry
and no need to deliberated
of Finance on 28 April 2017, relevant accounting treatment for
in shareholder general
non-current assets held for Sale, disposal group and discontinuing
meeting
operation are changed correspondingly
Explanation:
(1) On 10 May 2017, the “Accounting Standards for Business Enterprise No. 16- Government grant” has revised
and issued by Ministry of Finance. The new Standards implemented since 12 June 2017. Meanwhile, the
prospective application method shall be adopted by an enterprise for government grant on 1 January 2017; the
new government grant from 1 January 2017 to date of such Standards implemented should be adjusted in line with
the revised Standards.
The new revised Standards are implemented by the Company since 12 June 2017, main changes for the above
mentioned policy are including: pursuit to the recruitment of “Accounting Standards for Business Enterprise No.
16- Government grant” (CK [2017] No.15), the government grant with operation activity concerned should
reckoned into other income or reducing relevant cost expenses according to its essence of economic business.
Those without operation activity concerned should be reckoned into non-operation revenue & expenditure. As a
result, relevant government grant are listed in item of “other income” instead of “non-operation revenue” in the
profit statement, the ”amount occurred from Jan. to Jun. 2017“ for “non-operation revenue” decreased
1,077,854.03 Yuan, the ”amount occurred from Jan. to Jun. 2017“ for “other income” increased 1,077,854.03
Yuan; the data in comparable period listed in Financial Report of 2016 are not carry retroactively adjustment.
(2) On 28 April 2017, the “Accounting Standards for Business Enterprise No. 42 - Non-current Assets Held for
Sale, Disposal Group and Discontinuing Operation” has revised and issued by Ministry of Finance. The new
Standards implemented since 28 May 2017. Pursuit to the regulation of “Announcement on Revising and Printing
深圳市深宝实业股份有限公司 2017 年年度报告全文
Financial Report Format for General Corporate” (CK [2017] No.30), issued by Ministry of Finance, item of
“Income from assets disposal” increased in profit statement and net profit should be listed in line with the business
continuity. Pursuit to relevant regulation of “Accounting Standards for Business Enterprise No. 30- Presentation
of Financial Statement”, data in comparable period should be adjusted. Impact on financial statement for above
mentioned standards implemented are including:
Amount listed in financial statement are adjusted in line with the regulation of “Accounting Standards for
Business Enterprise No. 42 - Non-current Assets Held for Sale, Disposal Group and Discontinuing Operation”, the
income from non-current assets disposal occurred from 1 Jan. 2017 to 31 Dec. 2017 should be listed to “Income
from Assets disposal” as (50,200.13)Yuan from “non-operation revenue” and “non-operation expenditure”; data in
comparable period should be adjusted. The income from non-current assets disposal occurred from 1 Jan. 2016 to
31 Dec. 2016 should be listed to “Income from Assets disposal” as 7,470,328.76 Yuan from “non-operation
revenue” and “non-operation expenditure”
Change of accounting estimation
Main accounting estimation are not changed in the period
VII. Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope
√ Applicable □ Not applicable
Subsidiary, special purpose entity, and operational entities with controlling rights held by entrusted operation or
leassee that including in consolidation scope of the Company in the period
Name Reason for change
Shenbao Tea-Shop New establihsed
Fuhaitang Catering New establihsed
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Dahua Certified Public Accountants (Special General
Name of domestic accounting firm
Partnership)
Remuneration for domestic accounting firm (in 10 thousand
Yuan)
深圳市深宝实业股份有限公司 2017 年年度报告全文
Continuous life of auditing service for domestic accounting firm 10-year
Name of domestic CPA Chen Baohua, Zhou Lingzhi
Continuous life of auditing service for domestic CPA 2-year
Whether re-appointed accounting firms in this period or not
□ Yes √ No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√ Applicable □ Not applicable
During the reporting period, Dahua Certified Public Accountants (Special General Partnership) was hired as the internal control
audit institutions of the Company, 250,000 Yuan for internal control audit fee.
In the year, Vanho Securities Co., Ltd. are appointed as independent financial advisor of the Company for material assets
reorganization, financial advisor fee of 0.5 million Yuan are paid during the service time.
X. Particular about suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
XII. Significant lawsuits and arbitrations of the Company
□Applicable √Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIV. Integrity of the Company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
XV. Implementation of the Company’s stock incentive plan, employee stock ownership plan
or other employee incentives
□ Applicable √ Not applicable
During the reporting period, the Company has no stock incentive plan, employee stock ownership plan or other employee incentives
that have not been implemented.
深圳市深宝实业股份有限公司 2017 年年度报告全文
XVI. Major related transaction
1. Related transaction with routine operation concerned
□ Applicable √ Not applicable
No related transaction occurred in the period with routine operation concerned
2. Assets or equity acquisition, and sales of assets and equity
□ Applicable √ Not applicable
No related transaction concerning the asses or equity acquisition and sold at period-end
3. Related transaction of foreign investment
□ Applicable √ Not applicable
No related transaction of foreign investment occurred at period-end
4. Related credits and liabilities
□ Applicable √ Not applicable
No related credits and liabilities occurred in period
5. Other major related transaction
□ Applicable √ Not applicable
No other major related transaction in the Period
XVII. Significant contract and implementations
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
No leasing in the Period
2. Major Guarantee
√ Applicable □ Not applicable
(1) Guarantee
In 10 thousand Yuan
External Guarantee (not including guarantees to subsidiaries)
Related Actual date of Complet
Guarant
Name of the Announce happening Actual e
Guarantee Guarantee Guarantee ee for
Company ment (Date of guarantee implem
limit type term related
guaranteed disclosure signing limit entation
party
date agreement) or not
Guarantee for the subsidiaries
Related Actual date of Complet
Guarant
Name of the Announce happening Actual e
Guarantee Guarantee Guarantee ee for
Company ment (Date of guarantee impleme
limit type term related
guaranteed disclosure signing limit ntation
party
date agreement) or not
Shenzhen Shenbao
Joint
Huacheng Science
3,000 2017-07-27 3,000 liability One year N Y
and Technology
guaranty
Co.,Ltd
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in 3,000 3,000
subsidiaries in report
report period (B1)
period (B2)
Total amount of approved Total balance of actual
guarantee for subsidiaries at guarantee for
3,000 3,000
the end of reporting period subsidiaries at the end
(B3) of reporting period (B4)
Guarantee of the subsidiaries for the subsidiaries
Related Actual date of Complet Guarant
Name of the Actual
Announc Guarante happening Guarantee Guarantee e ee for
Company guarantee
ement e limit (Date of type term implem related
guaranteed limit
disclosure signing entation party
深圳市深宝实业股份有限公司 2017 年年度报告全文
date agreement) or not
Total amount of guarantee of the Company( total of three abovementioned guarantee)
Total amount of actual
Total amount of approving
occurred guarantee in
guarantee in report period 3,000 3,000
report period
(A1+B1+C1)
(A2+B2+C3)
Total balance of actual
Total amount of approved
guarantee at the end of
guarantee at the end of report 3,000 3,000
report period
period (A3+B3+C2)
(A4+B4+C4)
The proportion of the total amount of actually guarantee
3.17%
in the net assets of the Company(that is A4+ B4+C4)
Including:
Explanation on compound guarantee
Nil
(2) Illegal external guarantee
□ Applicable √ Not applicable
No illegal external guarantee in the period
3. Cash asset management
(1) Trust financing
√ Applicable □ Not applicable
Trust financing in the period
In 10 thousand Yuan
Type Fund sources Amount occurred Prematurity balance Overdue amount
Bank financial
Owned fund 935 0
products
Bank financial
Owned fund 3,000 0
products
Bank financial
Owned fund 3,000 0
products
Bank financial
Owned fund 1,000 0
products
Bank financial
Owned fund 3,000 0
products
Bank financial
Owned fund 5,000 0
products
深圳市深宝实业股份有限公司 2017 年年度报告全文
Bank financial
Owned fund 3,000 0
products
Bank financial
Owned fund 4,000 0
products
Bank financial
Owned fund 2,000 0
products
Bank financial
自有资金 3,000 0
products
Bank financial
Owned fund 4,000 0
products
Bank financial
Owned fund 2,000 0
products
Total 33,935 0
The high-risk trust investment with single major amount or has minor security, poor fluidity and non-guaranteed
□ Applicable √ Not applicable
Unrecoverable principal or impairment possibility from entrust investment□
□ Applicable √ Not applicable
(2) Entrusted loans
□ Applicable √ Not applicable
No entrusted loans in the Period
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Social responsibility
1. Performance of social responsibility
During the reporting period, the Company has been strictly in accordance with \"Company Law\", \"Securities Law\",
\"Articles of Association\" and other relevant laws and regulations, continues to improve governance structure and
regulized operation. the Company attaches importance to social responsibility, sustains attention to social create
value, integrity management according to law, to provide consumers with safe and secure products, high-quality,
green and healthy products to enhance the capacity for sustainable development and overall competitiveness;
making efforts to improve management, enhance innovation capability and core competencies; the Company
深圳市深宝实业股份有限公司 2017 年年度报告全文
uphold a fair, just and open principles of treatment for all investors, with particular emphasis on safeguarding the
interests of minority shareholders; the Company strictly comply with national environmental laws and regulations,
thoroughly implement green philosophy, strengthen ecological protection, comply with the overall development of
the country and society, and strive to achieve economic and social benefits, short-term interests and long-term
interests of their own development and social development, coordination, thus achieve healthy and harmonious
development between the Company and the community, the Company and the environment.
2. Execution of social responsibility of targeted poverty alleviation
The Company has no targeted poverty alleviation in the period and no follow-up poverty alleviation plan either
temporary
3. Environmental protection
The listed Company and subsidiaries is in the range of heavy pollution industry that regulated by State
environment protection departments
□Yes √No
XIX. Explanation on other significant events
√ Applicable □ Not applicable
Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “the Company”) has applied for a suspension of
the Company’s stock (referred to as: Shenshenbao A, Shenshenbao B, stock code: 000019, 200019) from the
opening of the market on August 22, 2017 to the Shenzhen Stock Exchange due to the planning and preparation of
major events. On September 5, 2017, the Company disclosed the “Announcement on the Suspension for the Major
Asset Restructuring of the Company” (Announcement No. 2017-29), the Company’s stock has been transferred to
major asset restructuring and continued to be suspended since the opening of the market on September 5, 2017.
During the suspension of the Company’s stock, the Company has disclosed the “Announcement on Suspension
Progress of Major Asset Restructuring” at least every five trading days in accordance with relevant regulations.
On March 23, 2018, the Company convened the fifteenth meeting of the Ninth Session of Board of Directors
which discussed and approved the “Proposal on Preplanning of Shenzhen Shenbao Industrial Co., Ltd. Issuing
Shares to Purchase Assets and Related Transactions”, and the proposals related to this major asset restructuring.
See details on the relevant announcement that the Company published on www.cninfo.com.cn on March 24, 2018.
On March 27, 2018, the Company received the “Inquiry Letter on the Restructuring of Shenzhen Shenbao
Industrial Co., Ltd.” [License Restructuring Inquiry Letter [2018] No. 6] (hereinafter referred to as “Inquiry
Letter”) issued by the Shenzhen Stock Exchange. According to the requirements of the inquiry letter, the
Company promptly organized various intermediaries to carry out careful research, implemented and replied the
relevant issues term by term, and supplemented and revised the original planning, and compiled the “Preplanning
深圳市深宝实业股份有限公司 2017 年年度报告全文
of Shenzhen Shenbao Industrial Co., Ltd. Issuing Shares to Purchase Assets and Related Transactions (revised
version)”, see details on the relevant announcement that the Company published on www.cninfo.com.cn on April
4, 2018.
By application, the Company’s stock (referred to as: Shenshenbao A, Shenshenbao B, stock code: 000019, 200019)
resumed the trading on the opening of the market on the morning of April 4, 2018 (Wednesday). After the
resumption of trading, the Company and related parties will continue to advance the work related to this major
asset restructuring, prepare the restructuring report as soon as possible and perform related approval procedures.
See details on the relevant announcement that the Company published on www.cninfo.com.cn on April 4, 2018.
The transaction of the Company still needs the Company to convene the board of directors for deliberation and
approval, and needs to be approved by the shareholders’ general meeting of the Company, approved by the
state-owned assets supervisory authorities, approved by the concentration of undertakings of Ministry of
Commerce, and approved by the China Securities Regulatory Commission. There are uncertainties in the time of
approval or obtaining relevant approvals, investors are advised to pay attention to relevant risks. The Company’s
designated media for information disclosure are China Securities Journal, Securities Times, Hong Kong
Commercial Daily and www.cninfo.com.cn, all Company information is subject to the publish on the designated
media mentioned above.
XX. Significant event of subsidiary of the Company
□ Applicable√ Not applicable
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Shares
1. Changes in shares
In Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capitaliz
New
Proportio Bonus ation of Oth Proporti
A mount shares Subtotal A mount
n shares public ers on
issued
reserve
I. Restricted shares 26,425,861 5.85% 2,642,584 2,642,584 29,068,445 5.85%
1. State-owned shares 0 0.00% 0 0 0 0.00%
2. State-owned
12,210,713 2.70% 1,221,071 1,221,071 13,431,784 2.70%
corporate shares
3. Other domestic
14,166,661 3.14% 1,416,664 1,416,664 15,583,325 3.14%
shares
深圳市深宝实业股份有限公司 2017 年年度报告全文
Including: Domestic
13,986,211 3.10% 1,398,621 1,398,621 15,384,832 3.10%
legal person’s shares
Domestic
180,450 0.04% 18,043 18,043 198,493 0.04%
nature person’s shares
4. Foreign shares 48,487 0.01% 4,849 4,849 53,336 0.01%
Including: Foreign
0 0.00% 0 0 0 0.00%
corporate shares
overseas
48,487 0.01% 4,849 4,849 53,336 0.01%
nature person’s share
II. Un-restricted
425,194,415 94.15% 42,519,443 42,519,443 467,713,858 94.15%
shares
1. RMB common
378,149,615 83.73% 37,814,963 37,814,963 415,964,578 83.73%
shares
2. Domestically listed
47,044,800 10.42% 4,704,480 4,704,480 51,749,280 10.42%
foreign shares
3. Foreign listed
0 0.00% 0 0 0 0.00%
foreign shares
4. Other 0 0.00% 0 0 0 0.00%
100.00
III. Total shares 451,620,276 100.00% 45,162,027 45,162,027 496,782,303
%
Reasons for share changed
√ Applicable □ Not applicable
In June 2017, the Company implemente an equity allocation scheme for year fo 2016, based on total share captial
as 451,620,276 of the Company dated 31 December 2016, distributed 0.5 Yuan (tax included) in cash for each 10
shares held by all shareholders with one bonus shares (tax included) and no share converted from capital reserve.
Found more in the Notice released on Juchao Website (www.cninfo.com.cn) dated 22 June 2017
Approval of share changed
√ Applicable □ Not applicable
The equity allocation scheme for year of 2016 was deliberated and approved by 9th session of 9th BOD held by
21 April 2017 and AGM of 2016 held on 15 May 2017.
Ownership transfer of share changed
□ Applicable √ Not applicable
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to
common shareholders of Company in latest year and period
√ Applicable □ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
In reporting period, after equity allocate for year of 2016, the basic EPS for year of 2016 and 2017, based on new
share capital 496,782,303 shares, counted as 0.1945 Yuan/Share and (0.1089) Yuan/Share respectively; net assets
value per share counted as 2.0769 Yuan/Share and 1.9061 Yuan/Share respectively
Other information necessary to disclose or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
2. Changes of restricted shares
√ Applicable □ Not applicable
In Share
Number of shares Number of shares Number of new Number of shares
Restriction
Shareholders’ name restricted at released in the shares restricted restricted at Released date
reasons
Period-begin Year in the Year Period-end
Shenzhen
Agricultural Restricted
13,986,211 0 1,398,621 15,384,832 --
Products Co., shares for IPO
Ltd
Shenzhen
Investment Restricted
12,210,713 0 1,221,071 13,431,784 --
Holding Co., shares for IPO
Ltd
Shares unlock
Senior
every year
executives
Zheng Yuxi 45,000 0 4,500 49,500 takes 25% of
locked-up
the total shares
shares
holding
Shares unlock
Senior
every year
executives
Lin Hong 28,125 0 2,812 30,937 takes 25% of
locked-up
the total shares
shares
holding
Shares unlock
Senior
every year
executives
Yan Zesong 48,487 0 4,849 53,336 takes 25% of
locked-up
the total shares
shares
holding
Senior Shares unlock
executives every year
Li Fang 27,113 0 2,711 29,824
locked-up takes 25% of
shares the total shares
深圳市深宝实业股份有限公司 2017 年年度报告全文
holding
Shares unlock
Senior
every year
executives
Li Yiyan 28,125 0 2,812 30,937 takes 25% of
locked-up
the total shares
shares
holding
Shares unlock
Senior
every year
executives
Yao Xiaopeng 30,262 0 3,026 33,288 takes 25% of
locked-up
the total shares
shares
holding
Shares unlock
Senior
every year
executives
Wang Zhiping 19,125 0 1,912 21,037 takes 25% of
locked-up
the total shares
shares
holding
Shares unlock
Senior
every year
executives
Fan Zhiqing 2,700 0 270 2,970 takes 25% of
locked-up
the total shares
shares
holding
Total 26,425,861 0 2,642,584 29,068,445 -- --
II. Securities issuance and listing
1. Security offering (without preferred stock) in Reporting Period
□ Applicable √ Not applicable
2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure
√ Applicable □ Not applicable
In reporting period, after equity allocation for year of 2016 implemented, total share capital of the Company
increased to 496,782,303 shares from 451,620,276 shares, the restricted shares up to 29,068,447 shares from
26,425,861 shares while un-restricted shares up to 467,713,856 shares from 425,194,415 shares.
3. Existing internal staff shares
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In Share
Total
preference
shareholders
Total preference
Total common with voting
Total shareholders
stock rights
common with voting
shareholders at recovered at
stock rights recovered
73,914 end of last 73,914 0 end of last
shareholders at end of
month before month before
in reporting reporting period
annual report annual report
period-end (if applicable)
disclosed disclosed (if
(found in note8)
applicable)
(found in
note8)
Particulars about shares held above 5% by shareholders or top ten shareholders
Number of
Total shares
Nature of Proportion Changes in Amount of Amount of share
Full name of hold at the
sharehold of shares report restricted un-restricted pledged/frozen
Shareholders end of report
er held period shares held shares held State of Amou
period
share nt
Shenzhen
Agricultural
Other 19.09% 94,832,294 8,621,118 15,384,832 79,447,462
Products Co.,
Ltd
Shenzhen
State-own
Investment
ed legal 16.00% 79,484,302 7,225,845 13,431,784 66,052,518
Holding Co.,
person
Ltd
Domestic
Sun Huiming nature 0.69% 3,403,262 139,487 0 3,403,262
person
Domestic
Hu Xiangzhu 0.38% 1,910,000 1,659,850 0 1,910,000
nature
深圳市深宝实业股份有限公司 2017 年年度报告全文
person
Xiamen
International
Trust Co., Ltd. –
Xinjin No.7 Other 0.35% 1,755,291 1,755,291 0 1,755,291
Security
Investment
Trust Fund Plan
Central Huijin
State-own
Asset
ed legal 0.30% 1,472,625 133,875 0 1,472,625
Management
person
Co., Ltd.
Domestic
Zhang Yue nature 0.28% 1,392,077 1,392,077 0 1,392,077
person
Domestic
Li Qian nature 0.26% 1,282,678 -69,624 0 1,282,678
person
Domestic
Xu Yanhui nature 0.22% 1,072,500 97,500 0 1,072,500
person
Domestic
Ye Xiuxia nature 0.20% 1,000,230 140,230 0 1,000,230
person
Strategy investors or
general corporation comes
top 10 common
N/A
shareholders due to rights
issue (if applicable) (see
note 3)
Shenzhen SASAC directly holds 28.76% equity interests of Agricultural Products,
indirectly holds 5.24% equity interests of Agricultural Products and directly holds
Explanation on associated
100% equity interests of Shenzhen Investment Holding; the Company was not
relationship among the
aware of any related relationship between other shareholders above, and whether
aforesaid shareholders
they belonged to parties acting in concert as defined by the Acquisition
Management Method of Listed Company.
深圳市深宝实业股份有限公司 2017 年年度报告全文
Particular about top ten shareholders with un-restrict shares held
Amount of un-restrict shares held at Type of shares
Shareholders’ name
Period-end Type Amount
Shenzhen Agricultural Products Co., RMB common
79,447,462 79,447,462
Ltd shares
Shenzhen Investment Holding Co., RMB common
66,052,518 66,052,518
Ltd shares
Domestically
Sun Huiming 3,403,262 listed foreign 3,403,262
shares
RMB common
Hu Xiangzhu 1,910,000 1,910,000
shares
Xiamen International Trust Co., Ltd.
RMB common
– Xinjin No.7 Security Investment 1,755,291 1,755,291
shares
Trust Fund Plan
Central Huijin Asset Management RMB common
1,472,625 1,472,625
Co., Ltd. shares
RMB common
Zhang Yue 1,392,077 1,392,077
shares
RMB common
Li Qian 1,282,678 1,282,678
shares
RMB common
Xu Yanhui 1,072,500 1,072,500
shares
RMB common
Ye Xiuxia 1,000,230 1,000,230
shares
Shenzhen SASAC directly holds 28.76% equity interests of Agricultural
Expiation on associated relationship Products, indirectly holds 5.24% equity interests of Agricultural Products
or consistent actors within the top 10 and directly holds 100% equity interests of Shenzhen Investment
un-restrict shareholders and between Holding; Except for this, the Company was not aware of any related
top 10 un-restrict shareholders and relationship between other shareholders above, and whether they
top 10 shareholders belonged to parties acting in concert as defined by the Acquisition
Management Method of Listed Company.
Explanation on top 10 shareholders
N/A
involving margin business (if
深圳市深宝实业股份有限公司 2017 年年度报告全文
applicable) (see note 4)
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
2. Controlling shareholder of the Company
Nature of controlling shareholders: local state-owned holding
Type of controlling shareholders: legal person
Legal
Controlling person/per
shareholder son in Date of foundation Organization code Main operation business
s charge of
the unit
Develop, construction,
management and operation of
the agricultural products
wholesale market (business
license for wholesale market of
agricultural products should
applying in addition),
management the leasing
business of market; internal
commerce, supply and
Shenzhen
marketing industry for materials
Agricultura
Cai Yin 1989-01-14 91440300192179163P (excluding monololy, special
l Products
control commodities);
Co., Ltd
agricultural products business,
wholesale of aquatic products,
chain business and import &
export business (business
license should required for
specific operations); provides
supporting guest house, buffet,
food& drink shop and business
of transportation, loading &
unloading, warehousing and
深圳市深宝实业股份有限公司 2017 年年度报告全文
packaging (business license
should required for specific
operations); engaged in
information consultation
(excluding items needs
approvals that prohibit and
regulated by the laws,
administrative management and
State Council), property
management, hotel
management and owned
property leasing; market
investment and investment of
industrial (specific items should
be declare for operation)
Equity of
other
domestic/o
versea
listed
Company
control by Found more in annual report 2017 under the name of Agricultural Products
controlling
shareholder
as well as
stock-joint
in report
period
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
The Company had no changes of controlling shareholders in reporting period
3. Actual controller of the Company
Nature of actual controller: local state-owned assets management
Type of actual controller: legal person
Actual controlling Legal Main operation
Date of foundation Organization code
shareholders person/person business
深圳市深宝实业股份有限公司 2017 年年度报告全文
in charge of the
unit
Shenzhen Municipal
People’s Government
State-owned assets
State-owned Assets 11440300K31728067
Peng Haibin 2004-04-02 supervision and
Supervision &
administration
Administration
Commission
Equity of other
domestic/foreign listed
Company controlled by -
actual controller in
reporting period
Changes of actual controller in reporting period
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period.
Property right and controlling relationship between the actual controller and the Company is as follow:
深圳市深宝实业股份有限公司 2017 年年度报告全文
Actual controller controlling the Company by entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
√ Applicable □ Not applicable
Legal
Corporate
rep./person in Date established Register capital Main business or management activity
shareholders
charge of unit
Invest, operate and manage the
state-owned stock rights of
wholly-owned, controlling and
shareholding enterprises by
Shenzhen
reorganization and integration, capital
Investment Wang 23,149 million
2004-10-13 operation and assets disposal; engage
Holding Co., Yongjian Yuan
in real estate development and
Ltd
business operations within the scope
of legal acquisition of land use rights;
make policy and strategic investments
according to the requirements of the
深圳市深宝实业股份有限公司 2017 年年度报告全文
Shenzhen City SASAC; provide
guarantee for the municipal
state-owned enterprises; the Shenzhen
City SASAC authorizes to carry out
other businesses.
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section VIII. Particulars about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Decrea
Shares Increasing sing
Shares
Post-hol held at shares held shares Other
Start dated of office held at
Title ding Sex Age End date of office term period-be in this held in changes
Name term period-en
status gin period this (share)
d(Share)
(Share) (Share) period
(Share)
Party Currentl
Zheng
Secretary, y in M 56 2015-9-10 2018-9-10 60,000 6,000 0 0 66,000
Yuxi Chairman office
Zhang Currentl
Guodon Director y in M 56 2017-09-13 2018-9-10 0 0 0 0
g office
Curren
Liu
Director tly in M 48 2015-9-10 2018-9-10 0 0 0 0
Zhengyu
office
Curren
Huang Yu Director tly in M 44 2015-9-10 2018-9-10 0 0 0 0
office
Curren
Fan Independe
tly in M 69 2015-9-10 2018-9-10 3,600 360 0 3,960
Zhiqing nt director
office
Curren
Wu Independe
Shuping nt director
tly in M 65 2015-9-10 2018-9-10 0 0 0 0
office
Curren
Chen Independe
Cansong nt director
tly in M 46 2015-9-10 2018-9-10 0 0 0 0
office
Curren
Yan Director,
Zesong GM
tly in M 48 2015-9-10 2018-9-10 64,649 6,465 0 0 71,114
office
Director、
Deputy Curren
GM,
Li Yiyan tly in F 52 2015-9-10 2018-9-10 37,500 3,750 0 0 41,250
Secretary
of the office
Board
Chairman
of Curren
Lin Hong supervisor tly in F 53 2015-9-10 2018-9-10 37,500 3,750 0 0 41,250
y office
committee
Supervisor Curren M
Li
Xinjian
46 2015-9-10 2018-9-10 0 0 0 0
tly in
深圳市深宝实业股份有限公司 2017 年年度报告全文
office
Curren
Luo
Longxin
Supervisor tly in M 57 2015-9-10 2018-9-10 0 0 0 0 0
office
Deputy
party Curren
secretary,
Li Fang
SCID,
tly in F 44 2015-9-10 2018-9-10 36,151 3,615 0 0 39,766
Deputy office
GM
Curren
Qian Deputy
Xiaojun GM
tly in M 46 2015-9-10 2018-9-10 0 0 0 0 0
office
Curren
Yao Deputy
Xiaopeng GM
tly in M 50 2015-9-10 2018-9-10 40,350 4,035 0 0 44,385
office
Curren
Wang
Zhiping
CFO tly in F 47 2015-9-10 2018-9-10 25,500 2,550 0 0 28,050
office
Office-
Li
Director leavin F 53 2015-9-10 2017-08-11 0 0 0 0 0
Jinhua
g
Total -- -- -- -- -- -- 305,250 30,525 0 0 335,775
II. Changes of directors, supervisors and senior executives
√Applicable □ Not applicable
Name Title Type Date Reasons
Take the initiative to quite the Director of
Li Jinhua Director Dismissal 2017-08-11
the Company for work reasons
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors,
supervisors and senior executive
(i) Director
Mr. Zheng Yuxi: bachelor degree of economics, was born in 1962. He has served successively as director and
Deputy GM of underling enterprise of Shenzhen Special Economic Region Free Commodities Enterprises,
Chairman of Shenzhen Agri-Pastoral Enterprises Co., Ltd., assistant GM and Deputy GM and GM of the
Company, Chairman of 7th and 8th BOD; and now serves as Party Secretary of the Company and chairman of the
9th BOD
Mr. Zhang Guodong: postgraduate student, and engineer, was born in 1962. He successively served as director of
the assets management dept. in Shenzhen Agricultural Products Co., Ltd, the director of international dept. and
director of the GM Office; the GM and chairman of Shanghai Hanjisi Market Management Co., Ltd. Now he
serves as GM of the HQ of supplying chain management in Shenzhen Agricultural Products Co., Ltd; also the
director of 9th BOD of the Company
Mr. Liu Zhengyu: born in 1970, master of business administration, senior accountant. Ever posted as section head,
深圳市深宝实业股份有限公司 2017 年年度报告全文
deputy director of the Shenzhen SASAC; deputy director of investigation department, Shenzhen state-owned
assets supervision and administration supervision; deputy director and chief director of investigation department,
Shenzhen People's government state-owned assets supervision and administration commission, chief accountant
of Shenzhen Investment Holding co.,Ltd and director of Shenzhen City Construction & Development (Group) Co.,
Ltd. Now he serves as deputy GM of Shenzhen Investment Holding Co., Ltd, supervisor of China Nanshan
development group; and director of 9th BOD of the Company.
Mr. Huang Yu, was born in 1974, a MBA, senior accountant and Chinese CPA. He has served successively as
principal staff member in social service department and second enterprise office of Shenzhen Municipal People’s
Government State-owned Assets Supervision & Administration Commission; deputy director, director and office
chief in financial budget department of Shenzhen Investmetn Holding Co., Ltd., director of Shenzhen Yuetong
Construction Engineering Co., Ltd. Now he serves as chief account in Shenzhen Investmetn Holding Co., Ltd.;
director of Shenzhen General Institute of Architectural Design and Research Co., Ltd; dierctor of Shenzhen Urban
Construction Development (Group) Co., Ltd and Shenzhen Kunpeng Equity Investment Management Co., Ltd.;
and director of 9th BOD of the Company.
Mr. Fan Zhiqing, was born in 1949, a graduate degree, a senior accountant and senior economist. He has served
successively as judge of title of a senior professional post in Guangdong Province and panelists, financial manager
and CFO of large state-run or joint venture in Shenzhen, guest professor of Shenzhen University and Shenzhen
Managers College, independent Director of Ocean’s King Lighting Science & Technology Co., Ltd.;
independent Director of Shenzhen Kingsignal Technology Co., Ltd.; Independent director of Shenzhen Universe
Group; he also served as independent director of 5th, 6th and 8th BOD of the Company; independent director of
Shenzhen Shahe Industrial Co., Ltd; now he serves as independent director of Shenzhen SEG Co., Ltd. and
independent director of 9th BOD of the Company.
Mr. Wu Shuping, was born in 1953, a Master degree and senior economist. He has served successively as deputy
factory director of Shanghai Starter Motor Factory; deputy director of comprehensive division of General Office
of Shanghai Municipal People’s Government; Director and Deputy President of Asia Commerce Enterprises
Consultant Co., Ltd.and Independent Director of Shenzhen Agricultural Products Co., Ltd and Chengdu Hi-Tech
Investment Group. Now he serves as GM of Shanghai Baiyan Enterprise Management Consultant Co., Ltd, and
Independent Director of 9th BOD of the Company.
Mr. Chen Cansong: born in 1972, bachelor degree. Successive director, politics and law committee of the district
party committee, Shantou; assistant lawyer of Guangdong Xincheng Law firm; lawyer of Guangdong Ruite Law
firm; now he is a lawyer and partner of Guangdong Dena Law Firm; outside director of Shenzhen State-owned
Duty Free Commodities (Group) Co.,Ltd. and independent director of 9th BOD of the Company.
Mr. Yan Zesong, was born in 1970, a university background. He served as Director and GM of Shenzhen Shenbao
深圳市深宝实业股份有限公司 2017 年年度报告全文
Huacheng Food Co., ltd., President and chairman of Shenbao Huacheng Science and Technology Co.,Ltd,
supervisor of 6th Supervisory Committee of the Company and Director of 7th and 8th BOD of the Company. He
now serves as Director and GM of 9th BOD of the Company
(ii) Supervisor
Ms. Lin Hong, was born in 1965, senior accountant with master degree. She once was the accountant charger of
Shenzhen Native Product & Animal By-Products & Tea I/E Co., accountant charge of Planning and Financial
Department of Hesheng FUR& LEATHER CO., Ltd., deputy minister of Planning and Financial Department of
Shenzhen Foreign Trade Xinhua Enterprise Co., accountant and deputy minister and minister of Planning and
Financial Department of Agricultural Products and chairman of 7th and 8th supervisory committee of the Company.
Now she serves as chairman of 9th supervisory committee of the Company.
Mr. Li Xinjian: born in 1972, bachelor's degree. He successively served as account, Deputy Minister of finance
and accounting division in Shenzhen Urban Construction Development (Group) Co., Ltd. and he was the director
of enterprise management dept.; the minister of Examination and Distribution unit in Shenzhen Investment
Holding Co., Ltd. currently he serves as 3rd business minister of Shenzhen Investment Holding Co., Ltd.; director
of China Resources Ng Fung meat products (Shenzhen) Co., Ltd.; director of Shenzhen Universe Group; director
of Guoxin Securities Co., Lrd.and supervisor of 9th supervisory committee of the Company.
Mr. Luo Longxin, was born in 1961, bachelor degree and researcher in tea science, he took up an appointment in
Tea research lab of Chinese Academy of Agricultural Sciences, working mainly in tea manufacture, tea beverage,
condensed tea juice as well as research and technology development of deep processing of tea leaves, he took
charge of deputy director of research lab for tea manufacture and commissioner of academy commission. In 2008,
he was awarded as Evaluation Expert for The State Technological Invention Award by the state technological
invention award office. he served as charge in production and quality controller in Shenzhen Shenbao Huacheng
Food Co., Ltd. and supervisor of 8th supervisory committee. Now he is CTO, person in charge of R&D center,
supervisor of 9th supervisory committee and chairman of Shenzhen Shenbao Technology Center Co., Ltd.
(iii) Senior executive
Ms. Li Fang, was born in 1974 with master degree. She successively served as main charger, deputy chief, section
chief and deputy director of Secretary Section; deputy minister of H&R Department; deputy director and director
of Office of Supervisory Committee and supervisor of the 5th supervisory committee of Agricultural Products.
Now she serves as deputy party secretary, SCID, deputy GM of the Company and chairman of Shenzhen Shenbao
Properties Management Co., Ltd.
Mr. Qian Xiaojun, was born in 1972, a university background, a food engineer. He served in tea research institute
of Chinese Academy of Agricultural Sciences, mainly engaged in research of further processing of tea as well as
tea-making, tea beverage and concentrated tea; He successively served as technical chief and GM of Shenzhen
Shenbao Huacheng Science and Technology Co., Ltd. Now he serves as Deputy GM of the Company and
深圳市深宝实业股份有限公司 2017 年年度报告全文
chairman of Hangzhou Ju Fang Yong Holding Co., Ltd and Shenzhen Shenshenbao Investment Co., Ltd.
Mr. Yao Xiaopeng, was born in 1968, a university background, a food safety division. He has successively served
as deputy GM and GM of Guangdong Shenbao Food Co., Ltd., Chairman of Shenbao Sanjing Food & Beverage
Development Co., Ltd and GM assistant of the Company. Now he serves as deputy GM of the Company and
chairman of Huizhou Shenbao Science & Technology Co., Ltd.
Ms. Wang Zhiping, was born in 1971, a university background, an accountant and non-practicing CPA. She has
successively served as auditor, senior auditor and department manager of Shenzhen Dahua CPA; director assistant
and director of accounting and financial department of the Company. Now she serves as CFO of the Company.
Post-holding in shareholder’s unit
√ Applicable □ Not applicable
Start dated End date Weather receiving
Name Name of shareholder’s units Position of office of office remuneration from
term term shareholder’s units
Zhang Shenzhen Agricultural Products GM of the HQ of supplying
Y
Guodong Co., Ltd chain management
Shenzhen Agricultural Products Deputy chairman of the labor
Li Jinhua union
Y
Co., Ltd
Shenzhen Investment Holding
Liu Zhengyu Deputy GM Y
Co., Ltd
Shenzhen Investment Holding
HuangYu Chief accountant Y
Co., Ltd
Shenzhen Investment Holding
Li Xinjian Director of Enterprise 3rd Dept. Y
Co., Ltd
Explanation on
post-holding in
N/A
shareholder’s
unit
Post-holding in other unit
√ Applicable □ Not applicable
Start dated End date Weather receiving
Name Name of other units Position of office of office remuneration
term term from other units
Liu Zhengyu China Nanshan Development Group Supervisor N
Shenzhen General Institute of Architectural
Design and Research Co., Ltd
Director N
Shenzhen Urban Construction Development
HuangYu
(Group) Co., Ltd
Director N
Shenzhen Kunpeng Equity Investment
Management Co., Ltd.
Director N
Fan Zhiqing Shenzhen SEG Co., Ltd. Independent director Y
Shanghai Baiyan Enterprise Management
Wu Shuping
Consultant Co., Ltd,
GM Y
Chen Cansong Guangdong Dena Law Firm Lawyer, partner Y
深圳市深宝实业股份有限公司 2017 年年度报告全文
Shenzhen State-owned Duty Free Commodities
(Group) Co.,Ltd
Outside Director N
China Resources Ng Fung meat products
(Shenzhen) Co., Ltd
Director N
Li Xinjian
Shenzhen Universe Group Co., Ltd. Director N
Guoxin Securities Co., Ltd Director N
Explanation
on
N/A
post-holding
in other unit
Punishment of securities regulatory authority in recent three years to the Company’s current and outgoing
directors, supervisors and senior management during the reporting period
□ Applicable √ Not applicable
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, determination bases and actual payment of remunerations of directors, supervisors
and senior management
(i) Basis and Decision-making Process for the Annual Reward of Company Directors, Supervisors and Senior
Managers
During the reporting period, according to the headquarter compensation plan and performance measures, the
Company's board meeting remuneration and appraisal committee combined with the Company's annual business
situation and individual performance appraisal result and determined the directors, supervisors and senior
management personnel salary. The subsidiary standard of independent directors is subject to the resolution by the
2012 Annual General Meeting and adjusted as RMB 100,000 (tax included) per year for one person.
(ii) Total Compensation of Directors, Supervisors and Senior Managers
At end of the period, current directors, supervisors and senior executives’ total remneration obtained from the
Company at period-end amounting to 4,961,400 Yuan before tax for the year. The regined directors obtained 0
Yuan from the Company for the year during office term, totally 4961,400 Yuan obtained.
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Whether
Total
remuneration
Post-holding remuneration
Name Title Sex Age obtained from
status obtained from the
related party of
Company
the Company
Currently in
Zheng Yuxi Party Secretary, Chairman M 56 66.39 N
office
Currently in
Zhang Guodong Director M 56 0 Y
office
Currently in
Liu Zhengyu Director M 48 0 Y
office
Currently in
HuangYu Director M 44 0 Y
office
Fan Zhiqing Independent director M 69 Currently in 10.00 N
深圳市深宝实业股份有限公司 2017 年年度报告全文
office
Currently in
Wu Shuping Independent director M 65 10.00 N
office
Currently in
Chen Cansong Independent director M 46 10.00 N
office
Currently in
Yan Zesong Director, GM M 48 64.84 N
office
Director, Deputy GM, Currently in
Li Yiyan F 52 59.25 N
Secretary of the Board office
Chairman of supervisory Currently in
Lin Hong F 53 51.71 N
committee office
Currently in
Li Xinjian Supervisor M 46 0 Y
office
Currently in
Luo Longxin Supervisor M 57 44.71 N
office
Deputy party secretary, Currently in
Li Fang F 44 49.46 N
SCID, Deputy GM office
Currently in
Qian Xiaojun Deputy GM M 46 45.99 N
office
Currently in
Yao Xiaopeng Deputy GM M 50 38.90 N
office
Currently in
Wang Zhiping CFO F 47 44.89 N
office
Li Jinhua Director F 53 Office leaving 0 Y
Total -- -- -- -- 496.14 --
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
V. Particulars of workforce
1. Number of Employees, Professional composition, Education background
Employee in-post of the parent Company(people)
Employee in-post of main Subsidiaries (people)
The total number of current employees(people)
The total number of current employees to receive pay (people)
Retired employee’ s expenses borne by the parent Company and
main Subsidiaries(people)
Professional composition
Category of professional composition Numbers of professional composition (people)
Production personnel
Salesperson
Technicians
Financial personnel
Administrative personnel
Total
Education background
Education Numbers (people)
Postgraduate or above
深圳市深宝实业股份有限公司 2017 年年度报告全文
Undergraduate
3-years regular college graduate
Polytechnic school graduate
Senior middle school graduate or below
Total
2. Remuneration Policy
During the reporting period, employee wages was paid monthly according to salary management provisions set by
the Company, and the performance-related pay was issued based on the actual situation of benefit and individual
performance assessment results at the year-end.
3. Training Plan
According to the Company’s overall strategic deployment and business plan, and combining with the Company’s
actual business conditions, in 2017, the Company launched a series of capacity enhancement projects in order to
build a quality service team. Combining the “portable, fast, and practical” characteristics of online learning, the
Company regularly pushed and shared articles to guide employees to enjoy quality articles and achieve
self-dissemination. At the same time, the Company closely followed the industry and social hot spots, made full
use of media resources, and guided employees to focus on current affairs hot spots, and carried out the relevant
theme training and to cultivate employees’ innovative thinking by combining with this year’s hot spots.
In 2018, the Company will also adopt “solving business problems” oriented training approach to encourage
employees to actively identify work problems and solve problems, and at the same time, improve their working
ability. In the actual work of 2018, the Company will put emphasis on employee participation, present the contents
concerned by employees, guide employees to think and discuss, and then strengthen the memory points, so that
the employees can facilitate the transformation of knowledge according to their actual conditions through their
own participation and experience; promote the employees to continuously improve themselves by the close
integration of training and actual business so as to support the corporate strategy to land effectively.
4. Labor outsourcing
□ Applicable √ Not applicable
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section IX. Corporate governance
I. Brief introduction of corporate governance
During the reporting period, the Company constantly improved the corporate governance structure, improved the
quality of corporate governance, and established a sound internal control system, strictly in accordance with
corporate governance requirements of normative documents released by the “Company Law“, ”Securities Law,
Corporate Governance Guidelines“ and ”Standardize Operational Guidelines to Main Board Listed Companies of
Shenzhen Stock Exchange. The Company continued to carry out the governance activities, improved the standard
operation level, and safeguarded the legitimate interests of the Company and investors.
(i) Accountability among Shareholders’ General Meeting, the Board of Directors and Supervisors were clear, we
strictly implemented the rules from the \"Articles of Association\" during the reporting period as well as work
regulations and other basic management system to ensure the effective implementation of the internal control
system.
(ii) In reporting period, governance mechanism formulated and revised by the Company are as:
The Special Proposal of Article of Association Revision has deliberated and approved in AGM 2016 held on 15
May 2017, found more in the Article of Association (April 2017) released on Juchao Website (www.cninfo.com.cn)
dated 16 May 2017
The Special Proposal of Article of Association Revision has deliberated and approved in First Extraordinary
shareholders meeting of 2017 held on 13 September 2017, found more in the Article of Association (September
2017) released on Juchao Website (www.cninfo.com.cn) dated 14 September 2017
The Company received no relevant documents with administrative regulation concerned from supervision
department in reporting period, and has no particular about rectification within a time limit. From point of the
Board, corporate governance of the Company shows no difference to requirement from relevant documents with
actual condition.
Is there any difference between the actual condition of corporate governance and relevant regulations about
corporate governance for listed Company from CSRC?
□ Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about
corporate governance for listed Company from CSRC.
II. Independence of the Company in aspect of business, personnel, assets, institute and finance
relative to its controlling shareholder
By the end of the reporting period, agricultural products held by controlling shareholders account for 19.09
percent .The Company, in strict accordance with the governance rules of listed corporate and other relevant
深圳市深宝实业股份有限公司 2017 年年度报告全文
provisions, completely separates from the controlling shareholders in business, finance, personnel, assets,
organizations, and has independent full business and self management ability.
1. Independent Business:
The business of the Company is independent from controlling shareholders and has complete business and self
management ability and is mainly engaged in tea, food and beverage products production, and sale. It develops
business alone, not depends on the shareholders and their affiliated enterprises, which has no competition with
controlling shareholder and its subordinate enterprises. The controlling shareholder has no direct or indirect
intervention in the Company business activities.
2. Independent Staff:
The Company has special organization to manage labor and payment, and has independent perfect personnel
system and collective management system. General manager of the Company as well s deputy GM, secretary of
the Board, CFO and other senior executives are received remuneration from the Company, and are not received
remuneration from shareholders’’ unit and subordinate enterprises and holding the post except director or
supervisor. All the Company's directors, supervisors are elected through legal procedures. The general manager,
deputy general manager, chief financial officer and the board secretary are appointed by the board meeting. The
Company has independent power of appointment and removal of personnel.
3. Independent Assets:
The Company has independent and integrity asset structure, has independent production system, auxiliary
production systems and supporting facilities, and has independent purchase and sales system. There is no
controlling shareholder's non business occupation of money and the property.
4. Independent Organization:
The Company has set up a sound organizational structure system and operates independently; owns production
and business operation place independent from the controlling shareholders; there is no mixed operation between
the Company and controlling shareholders.
5. Financial Independent:
The Company, with independent financial department, has set up independent accounting system and financial
management system and makes financial decision independently. With independent bank accounts, tax payment,
the Company strictly follows the financial system and has independent operation and standardized management.
There is no intervention into financial and accounting activity by controlling shareholder.
III. Horizontal Competition
□ Applicable √ Not applicable
IV. In the report period, the Company held annual general meeting and extraordinary
shareholders’ general meeting
1. Annual General Meeting in the report period
Ratio of
Session of
Type investor Date Date of disclosure Index of disclosure
meeting
participation
Annual General AGM 0.03% 2017-05-15 2017-05-16 Disclosed at
深圳市深宝实业股份有限公司 2017 年年度报告全文
Meeting of 2016 www.cninfo.com.cn on No.
2017-13 \" resolutions
Announcement to 2016
Annual General
Shareholders’ meeting of
Shenzhen Shenbao Industrial
Co., Ltd. \" on 16 May 2017
Disclosed at
www.cninfo.com.cn on No.
First
2017-32 \" resolutions
extraordinary
FEGM 0.00% 2017-09-13 2017-09-14 Announcement to First
general meeting
extraordinary general
of 2017
meeting of 2017 \" on 14
September 2017
Disclosed at
www.cninfo.com.cn on No.
Second
2017-49 \" resolutions
extraordinary
SEGM 4.45% 2017-11-21 2017-11-22 Announcement to Second
general meeting
extraordinary general
of 2017
meeting of 2017 \" on 22
November 2017
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
V. Responsibility performance of independent directors
1. The attending of independent directors to Board meetings and general meeting
The attending of independent directors
Times of Absent the
Times of Times
Name of Board meeting Times of Meeting for
Times of attending by Times of of attending
independent supposed to entrusted the second
Presence communicatio Absence shareholders’
director attend in the presence time in a row
n meeting
report period (Y/N)
Fan Zhiqing 6 4 1 1 0 N
Wu Shuping 6 2 4 0 0 N
Chen Cansong 6 6 0 0 0 N
Explanation of absent the Board Meeting for the second time in a row: Nil
2. Objection for relevant events from independent directors
Independent directors come up with objection about Company’s relevant matters
□ Yes √ No
Independent directors has no objections for relevant events in reporting period
深圳市深宝实业股份有限公司 2017 年年度报告全文
3. Other explanation about responsibility performance of independent directors
The opinions from independent directors have been adopted
√ Yes □ No
Explanation on advice that accepted/not accepted from independent directors
During the reporting period, independent directors of the Company was in strict accordance with relevant laws
from the \"Articles of Association\", the \"Company Law\", \"Guidance to Establishment of Independent Director
System in Listed Companies \", and actively attended board meetings, shareholders' meetings. We issued
independent professional opinion for important issues. And we sustained attention to the operating, inspected and
guided the management work from time to time, learned about internal control system, implementation progress
of the equity investment project, etc., and continue to enhance consciousness of performing duties according to
law, express independent and impartial advice for investment outside, related party transactions, hiring auditors
and other matters occurred during the reporting period in time. Duties performance of independent directors has
improved the corporate governance structure and safeguarded the interests of the Company and its shareholders.
From performance of duties of Independent Directors please note from “2017 Annual Work Report of Independent
Directors” detailed in www.cninfo.com.cn on disclosure.
VI. Performance of Duties by Specialized Committees under the Board Meeting in the
Reporting Period
1. Performance of Duties by the Auditing Committee
In the reporting period, totally three meetings are held by auditing committee for annual report of the Company,
Annual Report 2016, First Quarterly Report of 2017, semi-annual report 2017, the financial report of 3rd quarterly
report deliberation; and confirmed that the financial report satisfy requirement of Accounting rules and present a
fair and complete financial status, operation results and cash flow of the Company; examined the construction
progress of internal control, carried a professional opinions for the auditing institution appointed outside the
Company, guarantee the Company finished auditing on schedule. Auditing committee of the Company earnestly
following the principle of diligence, play a supervise role in full and protect the independency of the auditing.
2. Performance of Duties by the Remuneration and Appraisal Committee
During the reporting period, the remuneration and appraisal committee has held one meeting to examine the 2016
annual performance factor according to the regulation of performance management measures for the headquarters,
and inspected the 2016 annual salary for the Company's directors, supervisors and senior managers, at the same
time, made confirmation for the operating performance indicators in 2017.
3. Performance of Duties by the Nomination Committee
During the reporting period, the Nominations Commission of the Board of Directors convened a meeting which
reviewed the proposal on supplementing Zhang Guodong as a director of the Company and conducted
examination on his qualifications in accordance with the stipulations of the “Work Regulations on the
Nominations Commission of the Board of Directors of the Company”.
深圳市深宝实业股份有限公司 2017 年年度报告全文
4. Performance of Duties by the Information Disclosure Committee
During the reporting period, the Information Disclosure Commission of the Board of Directors held three
meetings and reviewed the Company’s periodic reports of 2016 and the first quarter of 2017, the semi-annual of
2017 and the third quarter of 2017 in accordance with the “Implementation Rules of Information Disclosure
Commission of the Company”, and ensured that the information disclosure contents were true, accurate and
complete without false records, misleading statements or major omissions.
VII. Works from Supervisory Committee
Whether the Company has risks or not in reporting period that found in supervisory activity from supervisory
committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period.
VIII. Appraisal and incentive mechanism for senior executives
The personnel department of the Company is based on the Company's overall business performance and
achievement of management index, the remuneration and appraisal committee under the board meeting of the
Company will carry on comprehensive evaluation in accordance with the headquarter performance management
method, take it as the basis for salary adjustment and rewards of senior management personnel and then
implement after the approval of the board meeting and general meeting. The Company will further explore the
effective incentive mechanism to fully arouse the initiative and enthusiasm of management, promoting the
sustainable and stable development of the Company.
IX. Internal control
1. Details of major defects in IC appraisal report that found in reporting period
□ Yes √ No
2. Self-appraisal Report of Internal Control
Disclosure date of full internal control
2018-04-24
evaluation report
Disclosure index of full internal control
Juchao information website (www.cninfo.com.cn)
evaluation report
The ratio of the total assets of units
included in the scope of evaluation
accounting for the total assets on the 92.48%
Company's consolidated financial
statements
The ratio of the operating income of units
included in the scope of evaluation
accounting for the operating income on the 92.86%
Company's consolidated financial
statements
深圳市深宝实业股份有限公司 2017 年年度报告全文
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Qualitative evaluation criteria of financial reporting are
as follows:
Major defects: Defect alone or together with other
defects in a timely manner cause unpreventable or
undetectable and uncorrectable material misstatement in Qualitative evaluation criteria for Identified internal
the financial statements. control deficiencies in non-financial reporting are as
The Company may indicate the presence of significant follows:
deficiencies in internal control over financial reporting the Company may indicate the presence of
if following circumstances: significant deficiencies related to non-financial
(1)The directors, supervisors and senior management reporting internal control if following circumstances:
fraud; (1)The lack of democratic decision-making process,
(2) Enterprise corrected mistake which has been such as the lack of decision-making on major issues,
published in financial statements; an important appointment and dismissal of cadres,
(3) CPA found material misstatement in current major investment decisions, large sums of money
Qualitative criteria financial statements, but internal control during using the decision-making process;
operation failed to find the misstatements; (2)Decision-making process is not scientific, such as
(4) Oversight of internal control by Corporate Audit major policy mistakes, resulting in significant
Committee and the internal audit is invalid; property damage to the Company;
(5) Particularly important or significant deficiencies (3) Serious violations of national laws and
found during internal control has not been rectified; regulations;
(6) The lack of business-critical system or invalid (4) Loss of key executives or loss of a large number
system. Important defect: defect alone or together with of key talent;
other defects in a timely manner cause unpreventable or (5) Negative media news are frequent. Other cases
undetectable and uncorrectable material misstatement in are determined by the degree of influence as an
the financial statements, although not reach and exceed important general defect or common defects.
the level of importance, should lead to management
attention misstatements.
General Defects: other internal defects do not pose a
significant or important defect control deficiencies.
Qualitative evaluation criteria for Identified internal
control deficiencies in non-financial reporting are as
Qualitative criteria of financial reporting are as follows: follows:
General Defects: General defects: the amount of direct property loss
reported wrongly <0.5% of total capital or reported of 10 million (10 million) and ~ 1.5 million Yuan by
wrongly<0.5% of operating income; the provincial (including provincial) government the
Quantitative
Important flaw: 0.5% of total assets ≤ reported wrongly following penalties but the Company disclosed in
standard
<1% of total assets or 0.5% of operating income≤ periodic reports on the negative impact;
misstatements <1% of revenue; Important flaw: the amount of direct property loss of
Major flaw: misstatement ≥ 1% of total assets or 1.5 million Yuan (including 1.5 million Yuan) ~ 3
misstatements ≥ 1% of revenue. million Yuan and punished by the state government
but the Company disclosed in periodic reports on the
negative impact;
深圳市深宝实业股份有限公司 2017 年年度报告全文
Major flaw: the amount of direct property loss of 3
million Yuan and above and have been officially
disclosed outside the Company disclosed in periodic
reports and adversely affected.
Amount of
significant defects in
financial reports
Amount of
significant defects in
non-financial
reports
Amount of
important defects in
financial reports
Amount of
important defects in
non-financial
reports
X. Audit report of internal control
√ Applicable □ Not applicable
Deliberations in Internal Control Audit Report
Dahua Certified Public Accountants (special general partnership) believes Shenshenbao Company was in accordance with the
\"basic norms of internal control\" and the relevant provisions and maintained effective internal control of financial reporting in all
material respects on 31 Dec 2017
Disclosure details of audit report of internal
Disclosed
control
Disclosure date of audit report of internal
2018-04-24
control (full-text)
Index of audit report of internal control
Juchao Information Website (www.cninfo.com.cn)
(full-text)
Opinion type of auditing report of IC Standard unqualified
Whether the non-financial report had major
No
defects
Whether modified audit opinions carried out for the audit report of internal control from CPA or not
□ Yes √ No
Whether audit report of internal control, issued by CPA, is in agreement with self-evaluation report, issued by the
Board
√ Yes □ No
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section X Corporate Bond
Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and without
due on the date when annual report approved for released or fail to cash in full on due
□Yes √ No
深圳市深宝实业股份有限公司 2017 年年度报告全文
Section XI. Financial Report
I. Audit Report
Type of audit opinion Standard unqualified opinion
Signing date of audit report 2018-04-20
Dahua Certified Public Accountants (Special General
Name of audit institute
Partnership)
Document serial of audit report Da Hua Shen Zi [2018] No.: 005463
Name of the CPA Chen Baohua, Zhou Lingzhi
Text of auditing report
Auditor’s Report
Da Hua Shen Zi [2018] No.: 005463
To all shareholders of SHENZHEN SHENBAO INDUSTRIAL CO., LTD.:
I. Auditing opinions
We have audited the financial statement under the name of Shenzhen Shenbao Industrial Co., Ltd. (hereinafter
referred to as Shen Shenbao Company), including the consolidated and parent Company’s balance sheet of 31
December 2017 and profit statement, and cash flow statement, and statement on changes of shareholders’ equity
for the year ended, and notes to the financial statements for the year ended.
In our opinion, the Company’s financial statements have been prepared in accordance with the Accounting
Standards for Business Enterprises, and they fairly present the financial status of the Company and of its parent
company as of 31 December 2017 and its operation results and cash flows for the year ended.
II. Basis of opinion
We conducted our audit in accordance with the Auditing Standards for Certified Public Accountants of China. Our
responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the
Financial Statements” section of the auditor’s report. We are independent of the Company in accordance with the
Certified Public Accountants of China’s Code of Ethics for Professional Accountants, and we have fulfilled our
other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
III. Key audit matters
深圳市深宝实业股份有限公司 2017 年年度报告全文
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
The key audit matters that we need to communicate in the audit report include:
1. Inventory and inventory falling price reserves;
2. Revenue confirmation.
1. Inventory and inventory falling price reserves
1. Matter description
Please refer to Note IV. (xii) and Note VI, Annotation 6. to the consolidated financial statements for the
accounting policies and carrying amounts of the inventory and inventory falling price reserves.
As of December 31, 2017, the inventory book balance presented on the consolidated financial statements of
Shenshenbao Company was RMB 166,431,074.79, and the amount of inventory falling price reserves was
RMB 11,124,965.85. Inventory is measured at the lower one between the cost and the net realizable value, due
to the large amount of money of inventory, the management needed to make significant judgments when
determining the decrease in value of inventory, therefore, we determined the inventory and inventory falling
price reserves as key audit matters.
2. Audit response
The main audit procedures we implemented for the inventory and inventory falling price reserves of
Shenshenbao Company include:
(1) Understood, evaluated and tested the internal control design and implementation related to inventory
falling price reserves of Shenshenbao Company so as to evaluate whether the internal control of inventory
falling price reserves was compliant and effective;
(2) We performed the inventory monitoring procedures for inventory, and checked the quantity and status of
inventory, etc.;
(3) We obtained the year-end inventory age list of Shenshenbao Company’s inventory, conducted an
analytical review of the inventory with long inventory age, and analyzed the reasonableness of the provisions
of inventory falling price reserves;
(4) We inquired the changes in the prices of raw materials and finished products in the current year,
understood the trends in the prices of raw materials and finished products in 2017, and examined and
analyzed the risks that the management considered these factors may generate falling price in inventory;
(5) Acquired the calculation table of inventory falling price reserve, implemented the inventory impairment
test procedure, checked whether it was implemented according to the relevant accounting policies, and the
changes of inventory falling price in the previous year’s provision during the current period, and analyzed
whether provision for inventory falling price reserves was sufficient.
(6) We assessed the accounting treatment and disclosure of the management to inventory falling price
reserves on December 31, 2017.
Based on the executed audit procedures, we reached an audit conclusion that the relevant judgments and
深圳市深宝实业股份有限公司 2017 年年度报告全文
estimates made by Shenshenbao Company’s management on the inventory falling price reserves were
reasonable.
2. Revenue confirmation
1. Matter description
Please refer to Note IV. (xxv) and Note VI. Annotation 31 to the consolidated financial statements for the
accounting policies and carrying amounts of the inventory and inventory falling price reserves.
Shenshenbao Company achieved operating revenue of 315,762,708.35 Yuan in 2017, of which the sales
revenue of tea products and soft drinks amounted to 299,688,855.04 Yuan, accounting for 94.91% of operating
revenue. Shenshenbao Company’s revenue was recognized when the risks and rewards of the ownership of the
goods had been transferred to the customers, for domestic sales, the revenue was recognized after the goods had
been delivered and conformed to the relevant causes of the contract; for export sales, the revenue was
recognized after the goods had been sent and declared and conformed to the relevant causes of the contract.
As the sales revenue was an important item in Shenshenbao Company's consolidated financial statements, and
whether the revenue recognition might involve material misstatement risks during the appropriate financial
statements, so we identified revenue recognition as a key audit matter.
2. Audit response
The main audit procedures we implemented for the inventory and inventory falling price reserves of
Shenshenbao Company include:
(1) Understood, evaluated and tested the internal control design and implementation related to revenue
recognition of Shenshenbao Company so as to evaluate whether the internal control of revenue recognition was
compliant and effective;
(2) Selected business contract samples and conduct interviews with management to assess whether
Shenshenbao Company’s revenue recognition policies met the requirements of relevant accounting standards;
(3) Implemented analytical procedures on operating revenue and operating costs, analyzed abnormal changes in
gross profit margin, and reviewed the rationality of revenue;
(4) We adopted the sampling method and executed the following procedures for the operating revenue
confirmed by Shenshenbao Company:
①Inspected important customer contracts, delivery orders, receipt forms, acceptance statements, and settlement
vouchers, and implemented the external confirmations procedures by combining with accounts receivable;
②Analyzed and selected important customer samples, and affirmed whether there was related relationship
between customers and Shenshenbao Company through verification procedures such as network and business
information and management interviews;
③ Performed cut-off tests to check the delivery notes, receipt forms, acceptance statements, export invoices,
and other supporting documents of sales revenue and transaction before and after the balance sheet date so as to
assess whether the sales revenue was confirmed during the appropriate period.
(5) Assessed whether the financial statement disclosure of the management to revenue was appropriate.
Based on the executed audit procedures, we reached an audit conclusion that the reporting and disclosure
made by Shenshenbao Company’s management on the operating revenue were appropriate.
深圳市深宝实业股份有限公司 2017 年年度报告全文
IV. Other information
The management of Tellus Holding Company is responsible for other information which includes the information
covered in the Company’s 2017 annual report excluding the financial statement and our audit report.
The audit opinion issued by us for the financial statement has not covered other information, for which we do not
issue any form of assurance opinions.
Considering our audit on financial statements, we are liable to read other information, during which, we shall
consider whether other information differs materially from the financial statements or that we understand during
our audit, or whether there is any material misstatement.
Based on the works executed by us, we should report the fact if we find any material misstatement in other
information. In this regards, we have nothing to report.
V. Responsibilities of management and those charged with governance for the financial statements
The management of Shen Shenbao Company is responsible for the preparation of the financial statements in
accordance with the Accounting Standards for Enterprise to secure a fair presentation, and for the design,
establishment and maintenance of the internal control necessary to enable the preparation of financial statements
that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the management is responsible for assessing the Company’s ability to
continue as a going concern (if applicable), disclosing matters related to going concern and using the going
concern assumption unless the management either intends to liquidate the Company 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 reporting process.
VI. Responsibilities of the auditor for the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an audit report that includes our audit opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the CAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of the financial statements.
As part of an audit in accordance with the CAS, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
深圳市深宝实业股份有限公司 2017 年年度报告全文
1.Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for audit opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances.
3.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the management.
4. Conclude on the appropriateness of the management’s use of the going concern assumption 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 going concern. If we conclude that a material
uncertainty exists, we are required by the CAS to draw users’ attention in audit report to the related disclosures in
the financial statements or, if such disclosures are inadequate, to modify audit opinion. Our conclusions are based
on the information obtained up to the date of audit report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
5. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express audit opinion on the financial statements. We are responsible for the
direction, supervision and performance of the group audit. We remain solely responsible for audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the key audit
matters. We describe these matters in the auditor’s report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in the auditor’s report because of the adverse consequences of doing so would reasonably be
深圳市深宝实业股份有限公司 2017 年年度报告全文
expected to outweigh the public interest benefits of such communication.
Dahua Certified Public Accountants (Special General Chinese CPA: Chen Baohua
Partnership)
Beijing China (Engagement partner)
Chinese CPA: Zhou Lingzhi
20 April 2018
深圳市深宝实业股份有限公司 2017 年年度报告全文
II. Financial Statement
Currency used in note of financial statement is RMB (Yuan)
1. Consolidated Balance Sheet
Prepared by Shenzhen Shenbao Industrial Co., Ltd
2017-12-31
In RMB
Items Ending balance Opening balance
Current assets:
Monetary fund 255,961,650.41 358,564,242.83
Settlement provisions
Capital lent
Financial assets measured by fair
value and with variation reckoned into 1,599,668.20 3,250,938.60
current gains/losses
Derivative financial assets
Notes receivable
Account receivable 77,193,068.03 62,582,867.63
Account paid in advance 11,787,432.82 6,321,827.64
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable
Dividends receivable
Other receivables 23,311,599.67 22,643,449.94
Purchase restituted finance asset
Inventory 155,306,108.94 140,951,059.39
Assets held for sale
Non-current assets due within one
year
Other current assets 2,758,494.99 11,299,954.58
Total current assets 527,918,023.06 605,614,340.61
Non-current assets:
Loans and payments on behalf
Available-for-sale financial assets 57,500.00 57,500.00
Held-to-maturity investments
Long-term receivables
Long-term equity investment 5,248,629.66 5,866,481.63
Investment property 18,401,275.03 18,872,865.36
Fix assets 313,742,404.72 333,013,767.86
Construction in process 134,918.91 54,574.34
Project materials
Disposal of fixed assets
Productive biological assets 416,771.28 426,463.64
Oil and natural gas assets
深圳市深宝实业股份有限公司 2017 年年度报告全文
Intangible assets 187,321,246.43 195,678,353.58
Research and development costs
Goodwill 673,940.32
Long-term deferred expenses 11,136,767.80 13,312,189.59
Deferred income tax assets 5,524,575.14 4,973,248.37
Other non-current assets 484,108.52
Total non-current assets 542,468,197.49 572,929,384.69
Total assets 1,070,386,220.55 1,178,543,725.30
Current liabilities:
Short-term loans 10,000,000.00 5,000,000.00
Loan from central bank
Absorbing deposit and interbank
deposit
Capital borrowed
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 23,546,074.15 15,782,288.29
Accounts received in advance 2,866,288.61 2,379,824.13
Selling financial asset of
repurchase
Commission charge and
commission payable
Wage payable 14,385,332.90 16,279,706.84
Taxes payable 6,605,186.44 26,345,138.53
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 32,812,938.61 46,119,690.25
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Liability held for sale
Non-current liabilities due within
one year
Other current liabilities
Total current liabilities 93,125,003.45 114,815,830.78
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Accrual liabilities
深圳市深宝实业股份有限公司 2017 年年度报告全文
Deferred income 12,863,139.81 12,335,552.15
Deferred income tax liabilities 1,244,747.03 1,653,779.51
Other non-current liabilities
Total non-current liabilities 14,107,886.84 13,989,331.66
Total liabilities 107,232,890.29 128,805,162.44
Owners’ equity:
Share capital 496,782,303.00 451,620,276.00
Other equity instrument
Including: Preferred stock
Perpetual capital
securities
Capital reserve 358,999,356.28 367,172,017.79
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 54,736,482.14 54,736,482.14
Provision of general risk
Retained profit 36,402,435.91 158,239,612.94
Total owners’ equity attributable to
946,920,577.33 1,031,768,388.87
parent company
Minority interests 16,232,752.93 17,970,173.99
Total owners’ equity 963,153,330.26 1,049,738,562.86
Total liabilities and owner’s equity 1,070,386,220.55 1,178,543,725.30
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
2. Balance Sheet of Parent Company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
2017-12-31
In RMB
Items Ending balance Opening balance
Current assets:
Monetary fund 239,662,344.24 305,477,853.97
Financial assets measured by fair
value and with variation reckoned into 1,599,668.20 3,250,938.60
current gains/losses
Derivative financial assets
Notes receivable
Account receivable 53,950,930.37 40,123,423.12
Account paid in advance 2,000.00
Interest receivable
Dividends receivable
Other receivables 163,404,561.75 212,821,890.56
Inventory 4,963,517.93 7,784,904.36
Assets held for sale
Non-current assets due within one
year
深圳市深宝实业股份有限公司 2017 年年度报告全文
Other current assets 9,895,236.82
Total current assets 463,583,022.49 579,354,247.43
Non-current assets:
Available-for-sale financial assets
Held-to-maturity investments
Long-term receivables
Long-term equity investment 921,506,982.37 916,622,212.24
Investment property 18,401,275.03 18,872,865.36
Fix assets 32,560,534.94 33,686,897.31
Construction in process
Project materials
Disposal of fixed assets
Productive biological assets 416,771.28 426,463.64
Oil and natural gas assets
Intangible assets 7,264,135.59 7,742,703.23
Research and development costs
Goodwill
Long-term deferred expenses 623,337.06 837,768.34
Deferred income tax assets 3,395,295.39 3,288,450.21
Other non-current assets
Total non-current assets 984,168,331.66 981,477,360.33
Total assets 1,447,751,354.15 1,560,831,607.76
Current liabilities:
Short-term loans 10,000,000.00 5,000,000.00
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 65,683,781.46 47,165,259.53
Accounts received in advance 194,269.96 495,004.08
Wage payable 6,577,772.01 9,641,601.54
Taxes payable 2,832,009.17 15,711,497.39
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 225,624,530.71 306,770,480.94
Liability held for sale
Non-current liabilities due within
one year
Other current liabilities
Total current liabilities 313,821,546.05 387,693,026.22
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term payable
深圳市深宝实业股份有限公司 2017 年年度报告全文
Long-term wages payable
Special accounts payable
Accrual liabilities
Deferred income 47,239.24 48,348.52
Deferred income tax liabilities 129,650.53 542,468.13
Other non-current liabilities
Total non-current liabilities 176,889.77 590,816.65
Total liabilities 313,998,435.82 388,283,842.87
Owners’ equity:
Share capital 496,782,303.00 451,620,276.00
Other equity instrument
Including: Preferred stock
Perpetual capital
securities
Capital reserve 382,444,482.45 382,444,482.45
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 54,736,482.14 54,736,482.14
Retained profit 199,789,650.74 283,746,524.30
Total owners’ equity 1,133,752,918.33 1,172,547,764.89
Total liabilities and owner’s equity 1,447,751,354.15 1,560,831,607.76
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
3. Consolidated Profit Statement
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
In RMB
Items 2017
I. Total operating income 315,762,708.35 273,383,642.99
Including: Operating income 315,762,708.35 273,383,642.99
Interest income
Insurance gained
Commission charge and
commission income
II. Total operating cost 375,816,252.41 341,363,913.26
Including: Operating cost 245,897,171.06 204,648,621.41
Interest expense
Commission charge and
commission expense
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
深圳市深宝实业股份有限公司 2017 年年度报告全文
Bonus expense of guarantee
slip
Reinsurance expense
Operating tax and extras 5,502,663.28 1,138,024.68
Sales expenses 44,061,027.90 44,338,389.32
Administration expenses 76,128,683.00 86,120,689.47
Financial expenses -1,692,626.33 -1,182,236.05
Losses of devaluation of
5,919,333.50 6,300,424.43
asset
Add: Changing income of fair
-1,651,270.40 -335,414.30
value(Loss is listed with “-”)
Investment income (Loss is
2,397,094.38 162,493,453.10
listed with “-”)
Including: Investment income
-308,940.57 -2,465,646.48
on affiliated company and joint venture
Exchange income (Loss is
listed with “-”)
Income from assets disposal
-50,200.13 7,470,328.76
(Loss is listed with “-”)
Other income 2,177,254.86
III. Operating profit (Loss is listed with
-57,180,665.35 101,648,097.29
“-”)
Add: Non-operating income 524,245.69 12,976,126.04
Less: Non-operating expense 4,621,985.06 418,145.13
IV. Total Profit (Loss is listed with “-”) -61,278,404.72 114,206,078.20
Less: Income tax expense -25,476.53 24,060,552.12
V. Net profit (Net loss is listed with “-”) -61,252,928.19 90,145,526.08
(i) Continued operation net profit
-61,252,928.19 90,145,526.08
(net loss listed with “-“)
(ii) Discontinued operation net profit
(net loss listed with “-“)
Net profit attributable to owner’s of
-54,094,136.23 96,620,658.92
parent company
Minority shareholders’ gains and
-7,158,791.96 -6,475,132.84
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
company
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
深圳市深宝实业股份有限公司 2017 年年度报告全文
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets
4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments
5. Translation differences
arising on translation of foreign currency
financial statements
6.Other
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income -61,252,928.19 90,145,526.08
Total comprehensive income
-54,094,136.23 96,620,658.92
attributable to owners of parent Company
Total comprehensive income
-7,158,791.96 -6,475,132.84
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share -0.1089 0.1945
(ii) Diluted earnings per share -0.1089 0.1945
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
4. Profit Statement of Parent Company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
In RMB
Items 2017
I. Operating income 163,863,447.98 126,457,763.47
Less: Operating cost 154,883,304.80 115,553,924.00
Operating tax and extras 458,784.42 -2,574,861.08
Sales expenses 4,003,107.93 4,529,308.46
Administration expenses 24,115,186.64 32,118,546.43
Financial expenses -2,224,430.38 -848,524.77
Losses of devaluation of asset 425,880.76 1,131,687.92
Add: Changing income of fair
-1,651,270.40 -335,414.30
value(Loss is listed with “-”)
Investment income (Loss is
2,399,716.48 73,867,977.33
listed with “-”)
深圳市深宝实业股份有限公司 2017 年年度报告全文
Including: Investment
income on affiliated company and joint -306,318.47 -190,239.61
venture
Income from assets disposal
12,532.09 11,933,204.04
(Loss is listed with “-”)
Other income 201,109.28
II. Operating profit (Loss is listed
-16,836,298.74 62,013,449.58
with “-”)
Add: Non-operating income 113,065.05 4,103,837.74
Less: Non-operating expense 10,261.85
III. Total Profit (Loss is listed with
-16,733,495.54 66,117,287.32
“-”)
Less: Income tax expense -519,662.78 15,461,098.25
IV. Net profit (Net loss is listed with
-16,213,832.76 50,656,189.07
“-”)
(i) Continued operation net profit
-16,213,832.76 50,656,189.07
(net loss listed with “-“)
(ii) Discontinued operation net
profit (net loss listed with “-“)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets
4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences
arising on translation of foreign
currency financial statements
6.Other
VI. Total comprehensive income -16,213,832.76 50,656,189.07
VII. Earnings per share:
深圳市深宝实业股份有限公司 2017 年年度报告全文
(i) Basic earnings per share
(ii) Diluted earnings per share
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
5. Consolidated Cash Flow Statement
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
In RMB
Items 2017
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 349,994,270.50 376,950,458.97
services
Net increase of customer deposit
and interbank deposit
Net increase of loan from central
bank
Net increase of capital borrowed
from other financial institution
Cash received from original
insurance contract fee
Net cash received from reinsurance
business
Net increase of insured savings
and investment
Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses
Cash received from interest,
commission charge and commission
Net increase of capital borrowed
Net increase of returned business
capital
Write-back of tax received 653,832.01 182,087.90
Other cash received concerning
17,740,504.74 58,269,021.81
operating activities
Subtotal of cash inflow arising from
368,388,607.25 435,401,568.68
operating activities
Cash paid for purchasing
commodities and receiving labor 266,505,426.02 211,020,152.09
service
Net increase of customer loans and
advances
Net increase of deposits in central
bank and interbank
Cash paid for original insurance
contract compensation
Cash paid for interest, commission
charge and commission
深圳市深宝实业股份有限公司 2017 年年度报告全文
Cash paid for bonus of guarantee
slip
Cash paid to/for staff and workers 80,886,836.50 74,602,147.23
Taxes paid 46,365,321.98 36,660,085.62
Other cash paid concerning
69,545,616.90 51,378,615.62
operating activities
Subtotal of cash outflow arising from
463,303,201.40 373,661,000.56
operating activities
Net cash flows arising from operating
-94,914,594.15 61,740,568.12
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
339,350,000.00 130,000,000.00
investment
Cash received from investment
3,014,946.35 821,891.58
income
Net cash received from disposal of
fixed, intangible and other long-term 65,663.75 13,745.00
assets
Net cash received from disposal
177,514,708.73
of subsidiaries and other units
Other cash received concerning
250,000.00 2,058,212.72
investing activities
Subtotal of cash inflow from investing
342,680,610.10 310,408,558.03
activities
Cash paid for purchasing fixed,
6,535,365.73 32,111,042.90
intangible and other long-term assets
Cash paid for investment 333,745,000.00 144,250,000.00
Net increase of mortgaged loans
Net cash received from
subsidiaries and other units
Other cash paid concerning
2,860,010.31
investing activities
Subtotal of cash outflow from investing
340,280,365.73 179,221,053.21
activities
Net cash flows arising from investing
2,400,244.37 131,187,504.82
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
640,000.00 11,250,000.00
investment
Including: Cash received from
absorbing minority shareholders’ 640,000.00 11,250,000.00
investment by subsidiaries
Cash received from loans 10,000,000.00 55,000,000.00
Cash received from issuing bonds
Other cash received concerning
11,883,100.00 2,250,079.19
financing activities
Subtotal of cash inflow from financing
22,523,100.00 68,500,079.19
activities
Cash paid for settling debts 5,000,000.00 50,000,000.00
Cash paid for dividend and profit
23,444,851.03 825,895.83
distributing or interest paying
Including: Dividend and profit of
深圳市深宝实业股份有限公司 2017 年年度报告全文
minority shareholder paid by
subsidiaries
Other cash paid concerning
3,897,916.29
financing activities
Subtotal of cash outflow from financing
32,342,767.32 50,825,895.83
activities
Net cash flows arising from financing
-9,819,667.32 17,674,183.36
activities
IV. Influence on cash and cash
equivalents due to fluctuation in -268,575.32 448,099.38
exchange rate
V. Net increase of cash and cash
-102,602,592.42 211,050,355.68
equivalents
Add: Balance of cash and cash
358,564,242.83 147,513,887.15
equivalents at the period -begin
VI. Balance of cash and cash
255,961,650.41 358,564,242.83
equivalents at the period -end
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
6. Cash Flow Statement of Parent Company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
In RMB
Items 2017
I. Cash flows arising from operating
activities:
Cash received from selling 178,586,945.42 198,021,990.22
commodities and providing labor
services
Write-back of tax received 433,663.93 27,140.22
Other cash received concerning 46,511,565.69 144,632,517.40
operating activities
Subtotal of cash inflow arising from 225,532,175.04 342,681,647.84
operating activities
Cash paid for purchasing 158,845,824.76 157,962,478.44
commodities and receiving labor
service
Cash paid to/for staff and 21,540,904.44 17,399,885.56
workers
Taxes paid 16,886,190.92 19,508,848.80
Other cash paid concerning 82,836,968.40 22,049,676.22
operating activities
Subtotal of cash outflow arising from 280,109,888.52 216,920,889.02
operating activities
Net cash flows arising from operating -54,577,713.48 125,760,758.82
activities
II. Cash flows arising from investing
activities:
Cash received from recovering 339,350,000.00 130,000,000.00
investment
Cash received from investment 821,891.58
深圳市深宝实业股份有限公司 2017 年年度报告全文
income
Net cash received from disposal 3,014,946.35 33,095,045.31
of fixed, intangible and other
long-term assets
Net cash received from 31,000.00 79,023,330.00
disposal of subsidiaries and other
units
Other cash received concerning
investing activities
Subtotal of cash inflow from 342,395,946.35 242,940,266.89
investing activities
Cash paid for purchasing fixed, 260,849.80 2,293,831.28
intangible and other long-term assets
Cash paid for investment 335,500,000.00 167,850,000.00
Net cash received from
subsidiaries and other units
Other cash paid concerning 1,287,004.64
investing activities
Subtotal of cash outflow from 335,760,849.80 171,430,835.92
investing activities
Net cash flows arising from investing 6,635,096.55 71,509,430.97
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Cash received from loans 10,000,000.00 55,000,000.00
Cash received from issuing
bonds
Other cash received concerning 383,100.00 79.19
financing activities
Subtotal of cash inflow from 10,383,100.00 55,000,079.19
financing activities
Cash paid for settling debts 5,000,000.00 50,000,000.00
Cash paid for dividend and 23,045,545.47 950,646.97
profit distributing or interest paying
Other cash paid concerning 97,916.29 11,925,000.00
financing activities
Subtotal of cash outflow from 28,143,461.76 62,875,646.97
financing activities
Net cash flows arising from financing -17,760,361.76 -7,875,567.78
activities
IV. Influence on cash and cash -112,531.04 8,575.54
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash -65,815,509.73 189,403,197.55
equivalents
Add: Balance of cash and cash 305,477,853.97 116,074,656.42
equivalents at the period -begin
VI. Balance of cash and cash 239,662,344.24 305,477,853.97
equivalents at the period -end
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
深圳市深宝实业股份有限公司 2017 年年度报告全文
7. Statement of Changes in Owners’ Equity (Consolidated)
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
Amount in 2017
In RMB
Owners’ equity attributable to parent company
Other equity
instrument
Reas
Items Perpet Less: Other
onab Provision Minority interests Total owners’ equity
ual Invento compre
Share capital Prefer Capital reserve le Surplus reserve of general Retained profit
capita ry hensive
red Other reser risk
l shares income
stock ve
securi
ties
I. Balance at the
451,620,276.00 367,172,017.79 54,736,482.14 158,239,612.94 17,970,173.99 1,049,738,562.86
end of the last year
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under the
same control
Other
II. Balance at the
beginning of this 451,620,276.00 367,172,017.79 54,736,482.14 158,239,612.94 17,970,173.99 1,049,738,562.86
year
III. Increase/
Decrease in this
45,162,027.00 -8,172,661.51 -121,837,177.03 -1,737,421.06 -86,585,232.60
year (Decrease is
listed with “-”)
(i) Total -54,094,136.23 -7,158,791.96 -61,252,928.19
comprehensive
深圳市深宝实业股份有限公司 2017 年年度报告全文
income
(ii) Owners’
devoted and -8,172,661.51 5,421,370.90 -2,751,290.61
decreased capital
1.Common shares
invested by 640,000.00 640,000.00
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other -8,172,661.51 4,781,370.90 -3,391,290.61
(III) Profit
45,162,027.00 -67,743,040.80 -22,581,013.80
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or 45,162,027.00 -67,743,040.80 -22,581,013.80
shareholders)
4.Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
深圳市深宝实业股份有限公司 2017 年年度报告全文
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
end of the report 496,782,303.00 358,999,356.28 54,736,482.14 36,402,435.91 16,232,752.93 963,153,330.26
period
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
Amount in 2016
In RMB
Owners’ equity attributable to parent company
Other equity
instrument
Items Perpet Other Reaso Provisio
Less: Minority interests Total owners’ equity
ual comprehe nable n of
Share capital Preferr Capital reserve Inventor Surplus reserve Retained profit
capita nsive reserv general
ed Other y shares
l income e risk
stock
securi
ties
I. Balance at the
301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09
end of the last year
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
深圳市深宝实业股份有限公司 2017 年年度报告全文
combine under the
same control
Other
II. Balance at the
beginning of this 301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09
year
III. Increase/
Decrease in this
150,540,092.00 -151,014,642.80 5,065,618.91 91,555,040.01 -3,545,554.35 92,600,553.77
year (Decrease is
listed with “-”)
(i) Total
comprehensive 96,620,658.92 -6,475,132.84 90,145,526.08
income
(ii) Owners’
devoted and 2,929,578.49 2,929,578.49
decreased capital
1.Common shares
invested by 11,250,000.00 11,250,000.00
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other -8,320,421.51 -8,320,421.51
(III) Profit
5,065,618.91 -5,065,618.91
distribution
1. Withdrawal of
5,065,618.91 -5,065,618.91
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
4.Other
深圳市深宝实业股份有限公司 2017 年年度报告全文
(IV) Carrying
forward internal 150,540,092.00 -151,014,642.80 -474,550.80
owners’ equity
1. Capital reserves
conversed to
150,540,092.00 -150,540,092.00
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other -474,550.80 -474,550.80
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
end of the report 451,620,276.00 367,172,017.79 54,736,482.14 158,239,612.94 17,970,173.99 1,049,738,562.86
period
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
8. Statement of Changes in Owners’ Equity (Parent Company)
Prepared by Shenzhen Shenbao Industrial Co., Ltd
Year of 2017
Amount in 2017
In RMB
Items
Share capital Other equity instrument Capital reserve Less: Other Reasonable Surplus reserve Retained profit Total owners’ equity
深圳市深宝实业股份有限公司 2017 年年度报告全文
Perpetu Inventory comprehensive reserve
al shares income
Preferred
capital Other
stock
securiti
es
I. Balance at the
451,620,276.00 382,444,482.45 54,736,482.14 283,746,524.30 1,172,547,764.89
end of the last year
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the
beginning of this 451,620,276.00 382,444,482.45 54,736,482.14 283,746,524.30 1,172,547,764.89
year
III. Increase/
Decrease in this
45,162,027.00 -83,956,873.56 -38,794,846.56
year (Decrease is
listed with “-”)
(i) Total
comprehensive -16,213,832.76 -16,213,832.76
income
(ii) Owners’
devoted and -45,162,027.00
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other -45,162,027.00
(III) Profit 45,162,027.00 -22,581,013.80 -22,581,013.80
深圳市深宝实业股份有限公司 2017 年年度报告全文
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
owners (or 45,162,027.00 -22,581,013.80 -22,581,013.80
shareholders)
3.Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
end of the report 496,782,303.00 382,444,482.45 54,736,482.14 199,789,650.74 1,133,752,918.33
period
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
Amount in 2016
In RMB
深圳市深宝实业股份有限公司 2017 年年度报告全文
Other equity instrument
Items Perpetua Less: Other
Reasonable
Share capital Preferred l capital Capital reserve Inventory comprehensive Surplus reserve Retained profit Total owners’ equity
Other reserve
stock securitie shares income
s
I. Balance at the
301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63
end of the last year
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the
beginning of this 301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63
year
III. Increase/
Decrease in this
150,540,092.00 -150,540,012.81 5,065,618.91 45,590,570.16 50,656,268.26
year (Decrease is
listed with “-”)
(i) Total
comprehensive 50,656,189.07 50,656,189.07
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
深圳市深宝实业股份有限公司 2017 年年度报告全文
4.Other
(III) Profit
5,065,618.91 -5,065,618.91
distribution
1. Withdrawal of
5,065,618.91 -5,065,618.91
surplus reserves
2. Distribution for
owners (or
shareholders)
3.Other
(IV) Carrying
forward internal 150,540,092.00 -150,540,012.81 79.19
owners’ equity
1. Capital reserves
conversed to
150,540,092.00 -150,540,092.00
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other 79.19 79.19
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
end of the report 451,620,276.00 382,444,482.45 54,736,482.14 283,746,524.30 1,172,547,764.89
period
Legal Representative: Zheng Yuxi Person in charge of accounting works:Wang Zhiping
Person in charge of accounting institute: Xu Qiming
深圳市深宝实业股份有限公司 2017 年年度报告全文
深圳市深宝实业股份有限公司 2017 年年度报告全文
III. Basic situation of Company
1. The history of the company
Shenzhen Shenbao Industrial Co., Ltd. (the “Company” or “Company” for short), formerly named Shenzhen
Shenbao Canned Food Company, obtained approval (Document (1991) No.978) from Shenzhen Municipal
People’s Government to change to the present name as on 1 August 1991.Then with the approval (Document
(1991)No.126) from People’s Bank of China, the Company began to list on Shenzhen Stock Exchange. The
certificate for uniform social credit code: 91440300192180754J
The Company initially issued 107,312,935 shares in the stock exchange. In 1992, one bonus share was dispatched
for each 10 shares held by its shareholders, thus totally 10,731,290 shares were increased. In 1993, one bonus
share and one allotted share were dispatched for each 10 shares held by its shareholders, thus totally 20,878,845
shares were increased. Subsequently, one bonus share was dispatched for each 10 shares held by shareholders
upon the basis of total share capital as at the end of 1996, and capitalizing of capital reserves was carried out at
one to ten basis, thus totally 27,784,614 shares were increased. In 2001, based on the total share capital as at the
end of 1999, three shares were allotted for each 10 shares held by shareholders, and totally 15,215,404 shares
were allotted. The registered capital of the Company amounts to RMB181, 923,088.
On 22 June 2011, the Company privately offering 68,977,066 shares of RMB ordinary share (A share) to target
investors with issuing price of RMB 8.70 each while book value of RMB 1.00. Total monetary capital RMB
600,100,474.20 was raised. Change procedures of industrial and commerce has completed on 12 July 2011.
Register capital of the Company changed as RMB 250,900,154.00.
On 9 April 2014, the equity allocation plan was deliberated and approved by Annual General Meeting of 2013.
Based on 250,900,154 shares dated 31st December 2013, increase 2 shares by each 10 shares transferring to all
shareholders. Share capital increased to 301,080,184 shares after transferring.
On 17 May 2016, the equity allocation plan was deliberated and approved by Annual General Meeting of 2015.
Based on 301,080,184 shares dated 31st December 2015, increase 5 shares by each 10 shares transferring to all
shareholders. Share capital increased to 451,620,276 shares after transferring.
On 15 May 2017, the equity allocation plan was deliberated and approved by Annual General Meeting of 2016.
Based on 451,620,276 shares dated 31st December 2016, distributed 0.50 Yuan (tax included) for every 10 shares
held by all shareholders with one bonus shares (tax included), no capitalization from public reserves. Shares
capital increased to 496,782,303 shares after bonus stock distributed.
End as December 31, 2017, the total share capital of the company was 496,782,303 shares.
Register address of the Company: 8/F, B Section, 4th Tower, Software Industrial Base, South Technology Park,
深圳市深宝实业股份有限公司 2017 年年度报告全文
Xuefu Street, Yuehai Avenue, Nanshan District, Shenzhen, P.R. China.
2. Industry nature
The company is the food and beverage industry.
3. Business scope
Business scope: production of tea, tea products, extract of tea and natural plant, canned food, beverage and native
products ( business license for the production place should apply separately); technology development and
technology service of tea, plant products, soft beverage and foods; info tech development and supporting service;
on-line trading; investment, operation, management and development of tea plantation; investment in industrial
projects (apply separately for detail projects); domestic trading(excluding special sales, specific control and
exclusive commodity); import and export business; engaged in real estate development and operation in the land
legally obtained; lease and sales of the self-owned property and property management.” (as for the projects
subject to examination and approval regulated by the state laws, administrative regulations and state council,
approval should be obtained before operation). Business in license: wholesale of prepackaged food (excluding
reheating prepackaged food) (in non-physical way).
4. Report approval for the financial statement
The statement has been approved by all directors of the company dated 20 August 2018 for reporting.
Consolidated financial statement scope
Totally 19 subsidiaries are included in consolidate financial statement, mainly including:
Shareholding ratio Voting rights ratio
Subsidiaries Type Level
(%) (%)
Shenzhen Shenbao Huacheng Science and 100
Wholly-owned First
Technology Co.,Ltd. (Shenbao Huacheng for
subsidiary grade
short)
Ju Fang Yong Tea Industry Co., Ltd. in 100
Wholly-owned First
Wuyuan County (Wuyuan Ju Fang Yong for
subsidiary grade
short)
Shenzhen Shenbao Sanjing Food & Beverage 100
Wholly-owned First
Development Co., Ltd. (Shenbao Sanjing for
subsidiary grade
short)
Huizhou Shenbao Science & Technology Co., 100
Wholly-owned First
Ltd. (Huizhou Shenbao Science & Technology
subsidiary grade
for short)
Shenzhen Shenbao Properties Management Co., Wholly-owned First 100
Ltd. (Shenbao Properties for short) subsidiary grade
Shenzhen Shenbao Industrial & Trading Co., Wholly-owned First 100
Ltd. (Shenbao Industrial & Trading for short) subsidiary grade
深圳市深宝实业股份有限公司 2017 年年度报告全文
Hangzhou Ju Fang Yong Holding Co., Ltd. Wholly-owned First 100
(Hangzhou Ju Fang Yong for short ) subsidiary grade
Shenzhen Shenbao Technology Center Co., Ltd. Wholly-owned First 100
(Shenbao Technology Center for short ) subsidiary grade
Shenzhen Shenshenbao Investment Co., Ltd. Wholly-owned First 100
(Shenshenbao Investment for short) subsidiary grade
Yunnan Shenbao Pu’er Tea Supply Chain 100
Wholly-owned First
Management Co., Ltd. (Yunnan Supply Chain
subsidiary grade
for short)
Huizhou Shenbao Food Co., Ltd. (Huizhou Wholly-owned First 100
Shenbao Food for short) subsidiary grade
Yunnan Pu’er Tea Trading Center Co., Ltd. Holding First 55
(Pu’er Tea Trading Center for short) subsidiary grade
Mount Wuyi Shenbao Rock Tea Co., Ltd. Wholly-owned Second 100
(Shenbao Rock Tea for short) subsidiary grade
Hangzhou Fuhaitang Tea Ecological 100
Wholly-owned Second
Technology Co., Ltd. (Fuhaitang Ecological for
subsidiary grade
short)
Hangzhou Chunshi Network Technology Wholly-owned Second 100
Co.,Ltd. (Chunshi Network for short) subsidiary grade
Shenzhen Shenshenbao Tea Culture 100
Wholly-owned Second
Management Co., Ltd. (Shenshenbao Tea
subsidiary grade
Culture for short)
Hangzhou Jufangyong Trading Co., Ltd. Holding Second 60
(Jufangyong Trading for short) subsidiary grade
Shenzhen Shenbao Tea-Shop Co., Ltd. Wholly-owned Second 100
(Shenbao Tea-Shop for short) subsidiary grade
Hangzhou Fuhaitang Catering Management Wholly-owned Second 100
chain Co., Ltd. (Fuhaitang Catering for short) subsidiary grade
Body included in consolidated financial statement in the period has 2 increased by compare with same period of
last year, including:
1. Subsidiary, special purpose entity, and operational entities with controlling rights held by entrusted operation or
leassee that including in consolidation scope of the Company in the period
Item Reasons for change
Shenbao Tea-Shop New establihsed
Fuhaitang Catering New establihsed
Found more in Note VII. Change of consolidate scope
2. Subsidiary excluded in consolidated financial statement
(1) Shenzhen Shenbao (Liaoyuan) Industrial Company has established for a long time without normal operation,
Industry and Commerce Bureau has canceled the business license of the company, the long-term equity
深圳市深宝实业股份有限公司 2017 年年度报告全文
investment for the company has been accrual for impairment totally. Financial statement of the company is out of
the consolidation range.
(2) Shenzhen Baomanan Biotechnology Co., Ltd. is a subsidiary of the Company, set up by Huizhou Shenbao
Technology and Guangzhou Shen Guangsheng biotechnology limited liability company, according to the contract
signed by both parties on March 28, 2014, Huizhou Shenbao Technology does not have the right to manage this
company, thus it is accounted by the equity method.
(3) Shenzhen Shichumingmen Restaurant Management Co., Ltd. (hereinafter referred to as \"Shichumingmen
Company\"), set up by a subsidiary of the Company Shenshenbao tea culture and Shenzhen Investment Co., Ltd. F.
according to Articles of Association, the Board of Directors to vote by one vote one person. Attendees to the
board of directors should be more than 2/3 of the whole number of directors, and all participants approve the
resolution thus it is effective. The Company only accounted for 3/5 of the voting rights in Shichumingmen
Company, control can not be reached, so it is accounted for by the equity method.
IV. Basis of preparation of financial statements
1. Basis of preparation
Based on continuing operation, the Company conducts recognition and measurement according to actual
occurrence of transactions and issues, pursuant to the accounting principles for enterprise-basic rules and specific
accounting principle as well as the application guidance for the accounting principles for enterprise, interpretation
to the accounting principles for enterprise and other related requirements (hereinafter referred to as Enterprise
Accounting Principles) issued by the ministry of finance, on that basis, combining the Information Disclosure
Preparation Rules for Company Public Issuing Securities No.15-General Rules for Financial Report (amended in
2014) of the CSRC for statement preparation.
2. Going concern
The Company was evaluated on continued viability of 12 months for the reporting period and found to have no
significant doubt. Accordingly, the financial statements have been prepared on the basis of going concern
assumptions.
V. Major accounting policy, accounting estimation
Whether the company needs to comply with the disclosure requirements of the particular industry
No
Specific accounting policies and estimation attention:
Nil
深圳市深宝实业股份有限公司 2017 年年度报告全文
1. Statement for observation of Accounting Standard for Enterprise
The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for
Enterprise, which truly and completely reflect the information related to financial position, operational results and
cash flow of the Company.
2. Accounting period
Calendar year is the accounting period for the Company, that is falls to the range starting from 1 January to 31
December.
3. Operating cycle
Operating cycle of the Company was 12 months, and the operating cycle is the determining criterion for liquidity
of assets and liabilities.
4. Standard currency
The Company and its subsidiaries take RMB as the standard currency for bookkeeping.
5. Accounting treatment for business combinations under the same control and those not under the same
control
1. If the terms, conditions, and economic impact of each transaction involved in business combination
achieved in stages fall within one or more of the following situations, such transactions will be accounted for
as a package deal:
(1) Such transactions are entered into simultaneously or in the case of considering the impact of each other;
(2) Such transactions as a whole in order to reach a complete business results;
(3) The occurrence of a transaction subject to that of at least one other transaction;
(4) One transaction alone is not economic, but otherwise when considered with other transactions.
2. Business combination under the same control
The assets and liabilities the Company acquired in a business combination shall be measured in accordance with
book value of assets, liabilities (including the ultimate controlling party of goodwill acquired by the merging
parties and the formation of) stated in combined financial report of the ultimate controlling party on the merger
date. The net book value of assets and the payment of the merger consideration in the merger book value (or
nominal value of shares issued) shall be adjusted in the share premium of reserve capital. the share premium in
capital reserve is not enough for deducting, retained earnings .
If the capital reserve is not sufficient to absorb the difference, any excess shall be adjusted against retained
earnings. In case there is existence of contingent consideration which needs to confirm projected liabilities or
深圳市深宝实业股份有限公司 2017 年年度报告全文
assets, then the difference between the projected liabilities or assets and settlement amount for consequent
contingent consideration is utilized to adjust capital reserve (capital premium or equity premium); in case of
insufficient capital reserve, adjust retained earnings.
As for business combination realized through numbers of transactions, and if these transactions belong to a bundle
of transactions, then each of them shall be accounted as a transaction to acquire controlling right; and if not belong
to a bundle of transactions, then the difference between the initial investment cost of the long term equity
investment as of the date on which the Company obtains controlling right and the carrying value of the long term
equity investment prior to combination plus the carrying value of the new consideration paid for further
acquisition of shares as of the combination date shall be used to adjust capital reserve; in case of insufficient
capital reserve, adjust retained earnings. For equity investment held prior to the combination date, the other
comprehensive income recognized due to calculation by equity method or based on recognition and measurement
principles for financial instruments would not be accounted for temporarily until the Company disposes of this
investment on the same basis as the investee directly disposes of relevant assets or liabilities; other changes of
owners’ equity in the net assets of investee as recognized under equity method, except for net profit or loss, other
comprehensive income and profit distribution, shall not be accounted for until being transferred to current profit
or loss when this investment is disposed of.
3. Business combination not under the same control
Purchase date refers to the date on which the Company actually obtains control over the acquiree, that is, the date
when the acquiree’s net assets or control of production and business decisions are transferred to the Company.
When satisfying the following conditions at the same time, the Company generally believes that the transfer of
control rights has been achieved:
① The business merger contract or agreement has been approved by the Company’s internal authority.
② Business merger matters need to be approved by the relevant national competent authority, and approval has
been obtained.
③ The necessary procedures for the transfer of property rights have been completed.
④ The Company has paid most of the merger cost and has the ability and plan to pay the remaining amount.
⑤ The Company has actually controlled the finance and operating policies of the acquiree, and enjoys
corresponding benefits and assumes corresponding risks.
Assets paid and liabilities taken for business combination on the acquisition date shall be measured at fair value.
The difference between the fair value and book value is recognized in profit or loss.
Goodwill is realized by the Company as for the difference between the combination cost and the fair value of the
recognizable net assets of the acquiree acquired by acquirer in such business combination. In case that the above
cost is less than the above fair value even with re-review, then the difference shall be recorded in current gains
深圳市深宝实业股份有限公司 2017 年年度报告全文
and losses.
As for the business combination not under the same control realized through several exchange transactions step by
step, part of the package deal, than carrying accounting treatment on transactions with controlling rights obtained
through vary transactions; as for non-package: for equity investment held prior to combination date which is
calculated under equity method, the sum between carrying value of the equity investment prior to acquisition date
and cost of additional investment made on the acquisition date is deemed to be the initial investment cost of this
investment. Other comprehensive income recognized for equity investment held prior to combination date under
equity method shall be accounted for when the Company disposes of this investment on the same basis as the
investee directly disposes of relevant assets or liabilities. In case that equity investment held prior to combination
date is calculated based on recognition and measurement principles for financial instruments, then the fair value of
this equity investment as of combination date plus new investment cost shall be deemed as initial investment cost.
The difference between fair value and carrying value of the originally held equity interests and the accumulated
fair value movements as originally recorded in other comprehensive income shall be all transferred to investment
income of the period in which the combination date falls.
4. Expenses related to the merger
Audit, legal, consulting services, and other intermediary costs and other expenses directly related to the business
combination, shall be included in current profit or loss in the event; any transaction fee for issuing equity
securities for business combination which can be directly attributable to the equity transaction shall be deducted
from equity.
6. Methods for preparation of consolidated financial statements
1. Merger scope
The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control,
and all subsidiaries have been consolidated.
2. Merger procedure
The Company edits the consolidated financial statements based on its own financial statements and the
subsidiaries’, as well as other relevant information. The consolidated financial statements hold the enterprise
group as a whole accounting entity. It is recognized in accordance with relevant Accounting Standards,
measurement and presentation requirements. Uniform accounting policies reflect the overall financial position of
the Group's business, operating results and cash flow.
The accounting policies and accounting period adopted by the subsidiaries taken into account of the consolidation
scope are in line with the Company. If it is not the same as the Company, necessary adjustments will be made
深圳市深宝实业股份有限公司 2017 年年度报告全文
when preparing consolidated financial statements according to the accounting policy and accounting period of the
Company.
Internal transactions between the Company and its subsidiaries and between subsidiaries to each other shall put
impact on the consolidated balance sheet, consolidated income statement, consolidated cash flow statement, the
consolidated shareholders' equity. The impact shall be offset when combing financial statements. If it is not the
same when you stand Enterprise Group and the angle of the Company or its subsidiaries as the accounting entity
identified on the same transaction, the business point of view shall be adjusted to the Group's transactions.
Subsidiary's equity, current net profits or losses and current comprehensive income belonging to minority
shareholders shall be listed respectively under item of owners’ equity in the consolidated balance sheet, item of
net profit in profit sheet and item of total comprehensive income. Current loss minority shareholders of a
subsidiary exceed the minority shareholders in the subsidiary's opening owners' equity share and the formation of
balance, offset against minority interests.
For the subsidiaries acquired through business combination under common control, its assets and liabilities
(including goodwill formed from ultimate controlling party acquiring the subsidiary to) shall be adjusted based on
the book value in the financial statements of the ultimate controlling party.
For the subsidiaries acquired through business combination under uncommon control, financial statements shall
be adjusted based on the fair value of the identifiable net assets on acquiring date.
(1) Increase of subsidiary or business
During the reporting period, the merger of the enterprises under the same control results in additional subsidiaries
or business, then adjust the opening amount of consolidated balance sheet; income, expenses and profit of the
subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit
statement; cash flows of the subsidiaries or business from beginning to the end of reporting period shall be
included into the consolidated cash flow statement. And relevant comparative items of comparable statement shall
be adjusted since reporting entity is controlled by the ultimate controller.
If additional investment and other reasons can lead investee to be controlled under the same control, all parties
shall be adjusted at the beginning when the ultimate controlling party starts control. Equity investments made
before obtaining controlling right, relevant gains and losses and other comprehensive income as well as other
changes in net assets confirmed during the latter date between point obtaining original equity and merger and
mergered under the same control day to the combined day, shall be offset against the retained earnings or profit or
loss of the comparative reporting period.
During the reporting period, opening amount of consolidated balance sheet shall not be adjusted since enterprise
深圳市深宝实业股份有限公司 2017 年年度报告全文
under different control combine or increase holding of subsidiary or business; the income, expense and profit of
the subsidiaries or business from the acquisition date to the end of reporting period shall be included in the
consolidated profit statement; while cash flows shall be included into the consolidated cash flow statement.
Equity held from investee before acquisition date shall be measured at fair value of acquisition date if additional
investment and other reasons can lead investee to be controlled under the same control. Difference between the
fair value and the book value is recognized as investment income. other comprehensive income and other owners'
equity except for net profit or loss, other comprehensive income and the distribution of profits related to equity
held from investee before acquisition date, as well as relevant other comprehensive income associated with all
other by changes in equity shall be included in current investment income, except for other comprehensive income
arising from change of net assets or net liabilities redefined by investee.
(2) Disposal of subsidiaries or business
1) The general approach
During the reporting period, the Company carry out disposal of subsidiaries or business, revenue, expense and
profit of the subsidiary or business included in the consolidated profit statement from the beginning to the disposal
date; while the cash flow into cash flow table.
If losing controlling right to investee due to disposal of partial equity, the remaining equity after the disposal shall
be re-measured at fair value at the date when control is lost. Price of equity disposal plus fair value of the
remaining equity, then subtracting net assets held from the former subsidiary from the acquisition date or
combination date initially measured in accordance with original stake and goodwill, the difference shall be
included in investment income of the period losing controlling right. other comprehensive income and other
owners' equity except for net profit or loss, other comprehensive income and the distribution of profits related to
equity held from investee before acquisition date, as well as relevant other comprehensive income associated with
all other by changes in equity shall be included in current investment income, except for other comprehensive
income arising from change of net assets or net liabilities redefined by investee.
2) Step disposal of subsidiaries
As multiple transactions over disposal of the subsidiary's equity lead to loss of controlling right, if the terms of the
transaction, situation and economic impact subject to one or above of the following conditions, usually it indicates
repeated transactions should be accounted for as a package deal:
A. These transactions are made considering at the same time or in the case of mutual impact;
B. These transactions only reach a complete business results when as a whole;
C. A transaction occurs depending on the occurrence of at least one other transaction;
D. Single transaction is not economical, but considered together with other transactions it is economical.
If disposal of equity in subsidiaries lead the loss of control and the transactions can be seen as a package deal, the
Company will take accounting treatment of the transaction; however, before the loss of control the difference
深圳市深宝实业股份有限公司 2017 年年度报告全文
between the disposal price and the corresponding net assets of the subsidiary, recognized as other comprehensive
income in the consolidated financial statements, into current profit and loss at current period when losing
controlling right.
If disposal of equity in subsidiaries lead the loss of control and the transactions doesn’t form a package deal,
equity held from subsidiary shall be accounted in accordance with relevant rules before losing controlling right,
while in accordance with general accounting treatment when losing controlling right.
(3) Purchase of a minority stake in the subsidiary
Long-term equity investment of the Company for the purchase of minority interests in accordance with the newly
acquired stake in the new calculation shall be entitled to the difference between the net assets from the acquisition
date (or combination date) initially measured between the consolidated balance sheet adjustment capital balance
of the share premium in the capital reserve share premium insufficient, any excess is adjusted to retained earnings.
(4) Disposal of equity in subsidiary without losing control
Disposal price and disposal of long-term equity investment without a loss of control due to partial disposal of
subsidiaries and long-term equity investment made between the relative net assets from the purchase date or the
date of merger were initially measured at the difference between the subsidiary shall enjoy, the consolidated
balance sheet adjustment in the balance of the share premium, capital balance of the share premium insufficient,
any excess is adjusted to retained earnings.
7. Classification of joint venture arrangement and accounting for joint operations
1. Classification of joint venture arrangement
The Company classifies joint venture arrangement into joint operations and joint ventures based on the structure,
legal form, agreed terms of the arrangement and other related facts and conditions.
Joint venture arrangement not concluded through separate entity is classified as joint operation; and those
concluded through separate entity are generally classified as joint ventures. However, joint venture arrangement
which meets any of the following conditions as proven by obvious evidence and satisfies relevant laws and rules
is grouped as joint operation:
1. The legal form of the arrangement shows that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities.
2. It is agreed by the terms of the arrangement that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities.
3. Other related facts and conditions show that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities. For instance, joint parties are entitled to almost all the
output related to joint venture arrangement and settlement of the liabilities under the arrangement continues to rely
on supports from the joint parties.
深圳市深宝实业股份有限公司 2017 年年度报告全文
2. Accounting for joint operations
The Company recognizes its proportion of interests in joint operation as related to the Company, and accounts for
under relevant business accounting principles:
(1) To recognize separately-held assets and jointly-held assets under its proportion;
(2) To recognize separately-assumed liabilities and jointly-assumed liabilities under its proportion;
(3) To recognize revenue from disposal of the output which the Company is entitled to under the proportion;
(4) To recognize revenue from disposal of the output under the proportion;
(5) To recognize separately occurred expenses, and to recognize expenses occurred for joint operations under its
proportion.
For injection to or disposal of assets of joint operations (other than those assets constituting business operation),
gain or loss arising from the transaction is only recognized to the extent it is attributable to other parties to the
joint operation before the joint operation is sold to any third party. In case those assets injected or disposed satisfy
the condition for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the
Company recognizes this loss in full.
For acquisition of assets from joint operations (other than those assets constituting business operation), gain or
loss arising from the transaction is only recognized to the extent it is attributable to other parties to the joint
operation before the relevant assets are sold to any third party. In case that the acquired assets satisfy the condition
for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the Company recognizes
relevant loss according to the proportion it assumes.
The Company exercises no common control over joint operations. If the Company is entitled to relevant assets of
the joint operation and assure relevant liabilities, it shall be accounted for under the above principle, otherwise it
would be accounted for under the relevant business accounting principles.
8. Recognition standards for cash and cash equivalents
When preparing cash flow statement, the Company recognized the stock cash and deposits available for payment
at any time as cash, and investments featuring with the following four characters at the same time as cash
equivalents: short term (expire within 3 months commencing from purchase day), active liquidity, easy to convert
to already-known cash, and small value change risks.
9. Foreign currency business and conversion of foreign currency statement
For the foreign currency business, the Company converts the foreign currency into RMB for book-keeping based
on spot exchange rate at date of trading occurred.
深圳市深宝实业股份有限公司 2017 年年度报告全文
On balance sheet date, balance of foreign currency monetary items shall be converted based on the spot rate as at
the balance sheet date, and the arising exchange difference shall be recorded in current gains and losses other than
those arising from the special foreign currency borrowings related to purchasing assets qualifying for
capitalization which is treated under the principle of borrowing expense capitalization. As for the foreign currency
non-monetary items measured in historical cost, conversion is still conducted with the spot rate as at the
transaction date, without any change to its functional currency. As for the foreign currency non-monetary items
measured in fair value, conversion is conducted with the spot rate as at the date for determination of fair value,
and the arising exchange difference shall be recorded in current gains and losses or capital reserve.
As for the foreign currency non-monetary items measured in fair value, conversion is conducted with the spot rate
as at the date for determination of fair value, and the arising exchange difference shall be recorded in current gains
and losses or capital reserve.
10. Financial instruments
Financial instruments include financial assets, financial liabilities and equities instruments.
1. Categories of financial instruments
According to the contract terms of the financial instrument issued and economic substance reflects by such
instrument, not only in form of law, combine with purposes held for financial assets and liabilities, the Company
categorizes financial assets and liability into different types: financial assets (or financial liabilities) at fair value
through current gains and losses; accounts receivable; financial assets available for sale; other financial liabilities,
etc.
2. Recognition and measurement for financial instrument
(1) Financial assets or liabilities at fair value through profit or loss
Financial assets or liabilities at fair value through profit or loss include transactional financial assets or financial
liabilities and financial assets or liabilities directly designated at fair value through profit or loss.
Transactional financial assets or financial liabilities refer to those meeting any of the following conditions:
1) Purpose for holding the assets or liabilities are to disposal, repurchase or redemption in a short time;
2) Constitute part of the identifiable financial instrument group for central management, and there is objective
evidence proving that the Company manages this group in a short-time-return way recently;
3) Belong to derivative financial instrument, other than those derivatives designated as effective hedge
instruments, belonging to financial guarantee contracts and those linked to equity instrument investment which is
not quoted in an active market and whose fair cannot be measured reliably and the settlement of which is
conditional upon delivery of the equity instrument.
Subject to satisfaction of any of the following conditions, financial assets or liabilities can be designated as
financial assets or liabilities at fair value through profit or loss upon initial measurement:
深圳市深宝实业股份有限公司 2017 年年度报告全文
1) The designation can eliminate or substantially eliminate the inconsistencies between profit and loss from the
financial assets arising from different measurement basis;
2) The portfolio of financial assets and liabilities in which the financial asset belongs to are designated as
measured at fair value in the risk management report or investment strategic report handed in to key management
personnel;
3) Hybrid instruments which contains one or more embedded derivatives, unless the containing of embedded
derivatives does not have substantial effect on the cash flows of the hybrid instruments, or the embedded
derivatives obviously should not be separated from relevant hybrid instruments;
4) Hybrid instruments which contains embedded derivatives that should split, but cannot be measured separately
when acquired or on the subsequent balance sheet date.
The Company initially measures financial assets or liabilities at fair value through profit or loss at their fair values
when acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond
interests which is due for interest payment but not received), and the relevant transaction fee is included in current
profit or loss. Interest or cash dividend acquired during the holding period shall be recognized as investment
income, and movement of fair value at the end of period is included in current profit or loss. Upon disposal, the
difference between its fair value and initial accounting amount shall be recognized as investment income, with
corresponding adjustment to gains and losses from movement of fair value.
(2) Account receivables
Account receivable refers to the non-derivative financial assets without price in active market and with amount to
be fixed or to be determined
The contract price charged to the buyers shall be recognized as initial value for those account receivables which
mainly comprise the receivable creditor’s right caused by the sale of goods and providing of labor service to
external customers by the Company, and receivables in other companies excluding debt instruments priced in
active markets, includes but not limited to trade receivables, notes receivables, account paid in advance and other
receivables. If characterized as of financing nature, the initial recognition shall be priced at the present value.
Upon disposal, the difference between the sale value and the book value of the receivables shall be accounted into
current profit or loss on its recovery or disposal.
(3) Held-to-maturity investment
The non-derivative financial assets with maturity date, fix return amount or amount able to determined, and the
Company held with specific intention and ability.
The Company takes the sum of fair value (after deducting bond interests which is due for interest payment but not
received) and related transaction fee as initial recognition amount in respect of held-to-maturity investment upon
acquisition of the investment. During the holding period, the Company recognizes interest income at amortized
深圳市深宝实业股份有限公司 2017 年年度报告全文
cost and effective interest rate which is included in investment income. The effective interest rate is determined
upon acquisition of the investment and remains unchanged for the expected continuous period or appropriate
shorter period. Difference between sale price and carrying value of the investment is included in investment
income.
If held-to-maturity investment is disposed or reclassified as other types of financial asset, and the relevant amount
is relatively bigger than the total amount of our all held-to-maturity investments prior to disposal or
reclassification, the remaining held-to-maturity investments shall be reclassified as available-for-sale financial
assets immediately following such disposal or reclassification. On the reclassification date, difference between the
carrying value and fair value of the investment is included in other comprehensive income and is transferred out
into current profit or loss when the available-for-sale financial assets experience impairment or derecognition.
However, the followings are exceptions:
1) The date of disposal or reclassification is approaching to the date of expiration or redemption of the investment
(such as three months prior to expiration), and change of market rate has no material influences over the fair value
of the investment.
2) Company has already recovered nearly all initial principal under the repayment means as agreed in contract.
3) Disposal or reclassification is arising from separate matters which are out of our control, which are expected
not to occur repeatedly and which are difficult to predict reasonably.
(4) Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale upon
initial recognition and financial assets other than other categories of financial assets.
The Company initially measures available-for-sale financial assets at the sum between their fair values when
acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond interests
which is due for interest payment but not received) and the relevant transaction fee. Interest or cash dividend
acquired during the holding period shall be recognized as investment income. Gains or losses arising from
movement of fair value is directly included in other comprehensive income except for impairment loss and
exchange difference arising from foreign currency monetary financial assets. When disposing available-for-sale
financial assets, the Company includes the difference between the acquired price and carrying value of the
financial assets into investment profit or loss. Meanwhile, accumulated fair value movement attributable to the
disposed part which is originally directly included in other comprehensive income is transferred out and included
investment profit or loss.
For equity instrument investment which is not quoted in an active market and whose fair value cannot be reliably
measured, and derivative financial assets which are linked to the equity instrument and whose settlement is
conditional upon delivery of the equity instrument, they are stated at cost by the Company.
深圳市深宝实业股份有限公司 2017 年年度报告全文
(5) Other financial liabilities
Initial recognition amount is determined at the sum of fair value and relevant transaction fee. Subsequent
measurement is conducted at amortized cost.
3. Confirmation evidence and measurement methods for transfer of financial assets
When transfer of financial assets occurs, the Company shall stop recognition of such financial assets if all risks
and remunerations related to ownership of such financial assets have almost been transferred to the receiver; while
shall continue to recognize such financial assets if all risks and remunerations related to ownership of such
financial assets have almost been retained.
When judging whether or not the aforesaid terminal recognition condition for financial assets is arrived at for
transfer of financial assets, the Company generally adopts the principle that substance overweighs format. The
Company divides such transfer into entire transfer and part transfer. As for the entire transfer meeting condition
for discontinued recognition, balance between the following two items is recorded in current gains and losses:
(1) Carrying value of financial assets in transfer;
(2) Aggregate of the consideration received from transfer and accumulative movements of fair value originally
recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets
available for sale).
As for the part transfer meeting condition for discontinued recognition, entire carrying value of financial assets in
transfer is shared by discontinued recognition part and continued recognition part, in light of their respective fair
value. Balance between the following two items is recorded in current gains and losses:
(1) Carrying value of discontinued recognition part;
(2) Aggregate of the consideration of discontinued recognition part and amount of such part attributable to
accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial
assets involved in transfer belong to financial assets available for sale).
Financial assets are still subject to recognition if transfer of such assets doesn’t satisfy the condition for
discontinued recognition. And consideration received is recognized as financial liability.
4. De-recognition condition for financial liability
As for the financial liabilities with its whole or part present obligations released, the company shall de-realize
such financial liabilities or part of it. if the company enters into agreement with its creditor to substitute for the
existing financial liabilities by means of assuming new financial liabilities, then the company shall de-realize the
existing financial liabilities and realize the new financial liabilities provided that the contract clauses of the new
and the existing financial liabilities are different in substance.
If the company makes substantial amendment to the whole or part contract clauses of the existing financial
liabilities, it shall de-realize the existing financial liabilities or part of it. Meanwhile, the financial liabilities with
深圳市深宝实业股份有限公司 2017 年年度报告全文
amendment to its clauses shall be realized as new financial liabilities.
In case of derecognizing of financial liabilities in whole or part, the difference between the carrying value of such
de-realized financial liabilities and consideration paid (including the non-cash assets exchanged or new financial
liabilities assumed) shall be recorded in current gains and losses.
In case that the company repurchases part of financial liabilities, based on the comparative fair value of the
continuing recognition part and the derecognizing part, the company shall allocate the carrying value of the
financial liabilities in whole on the repurchase date. Difference between the carrying value allocated to the
derecognizing part and the consideration paid (including the non-cash assets exchanged or new financial liabilities
assumed) shall be recorded in current gains and losses.
5. Determination method for fair value of financial assets and financial liabilities
As for the financial assets or financial liabilities with an active market, the fair value is determined by the offer of
the active market; the offer of the active market includes the offers of underlying assets or liabilities easily and
regularly obtained from the exchange, the dealer, the broker, the industry group, the pricing institution or the
regulatory body, which can represent the market transactions actually and frequently occur on the basis of fair
trade.
The initial acquisition or financial assets or financial liabilities assumed, market transaction price to determine the
fair value basis.
There is no active market for a financial asset or financial liability, the valuation techniques to determine its fair
value. At the time of valuation, the Company adopted applicable in the present case and there is enough available
data and other information technology to support valuation, assets or liabilities of feature selection and market
participants in the trading of the underlying asset or liability considered consistent input value and priority as the
relevant observable inputs. Where relevant observable inputs can not get or do not get as far as practicable, the use
of unobservable inputs.
6. Provision of impairment reserve for impairment of financial assets (excluding account receivables)
The company reviews the carrying value of the financial assets (excluding those measured by fair value and the
change thereof is recorded in current gains and losses) on the balance sheet date, if there is objective evidence
showing impairment of the financial assets, it shall provide impairment reserve.
Objective evidence that a financial asset is impaired includes the following observable events:
1. Significant financial difficulty of the issuer or obligor;
2. A breach of contract by the borrower, such as a default or delinquency in interest or principal payments;
3. The creditor, for economic or legal reasons relating to the borrower’s financial difficulty, granting a concession
深圳市深宝实业股份有限公司 2017 年年度报告全文
to the borrower;
4. It becoming probable that the borrower will enter bankruptcy or other financial reorganizations;
5. The disappearance of an active market for that financial asset because of financial difficulties of the issuer;
6. Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group
of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with
the individual financial assets in the group, including: adverse changes in the payment status of borrowers in the
group, an increase in the unemployment rate in the country or geographical area of the borrowers, a decrease in
property prices for mortgages in the relevant area, or adverse changes in industry conditions that affect the
borrowers in the group;
7. Significant adverse changes in the technological, market, economic or legal environment in which the issuer
operates, indicating that the cost of the investment in the equity instrument may not be recovered by the investor;
8. A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost;
Details for impairment of financial assets are set out below:
(1) Impairment provision for available-for-sale financial assets
The Group has separately tested various available-for-sale equity instruments at the balance sheet date. It will be
defined as impairment if the fair value is lower than the initial investment cost by more than 50% (including 50%)
or the low state has lasted for no less than 1 year. While the lower proportion is between 20% and 50%, the Group
will take other factors such as price fluctuation into consideration to estimate whether the equity instrument has
impaired or not.
Initial segment of the \"cost\" of the sale of equity instruments in accordance with available cost less any principal
repayment and amortization, impairment loss has been included in determining profit or loss; The fair value of the
available-for-sale equity instrument investment without an active market is determined by the present value
determined on the basis of the current market return similar to financial assets versus the future discounted cash;
the fair value of available-for-sale equity instrument investment with offers in the active market is determined by
the closing price of the stock exchange at the end of the period, unless this available-for-sale equity instrument
investment has a restricted stock trade period. For the presence of restricted investments in equity instruments
available for sale, according to the end of the closing price of the stock exchange market participants by deducting
the risk equity instrument within a specified period cannot be sold on the open market and the requirements to
obtain compensation.
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that
had been recognized in other comprehensive income is reclassified to the profit or loss even though the financial
asset has not been derecognized. The amount of the cumulative loss that is removed from equity is the difference
between the acquisition cost (net of any principal repayment and amortization) and current fair value, less any
impairment loss on that financial asset previously recognized in profit or loss.
深圳市深宝实业股份有限公司 2017 年年度报告全文
If there are objective evidences showing that the value of available-for-sale debt instrument is recovered and it
relates to the matters happened after the impairment loss recognition, the impairment loss recognized shall be
reversed and accounted in current profit or loss. Impairment losses recognized for equity instrument investments
classified as available-for-sale are reversed through equity. However, impairment loss occurred by equity
instrument investment which is not quoted in an active market and whose fair value cannot be measured reliably
and derivative financial assets which are linked to the equity instrument and whose settlement is conditional upon
delivery of the equity instrument, shall not be reversed.
(2) Impairment provision for held-to-maturity investment
For held-to-maturity investment, if there is object evidence showing the investment is impaired, then impairment
loss is determined based on the difference between its fair value and present value of predicted future cash flow.
After provision, if there is evidence showing its value has been restored, the originally recognized impairment loss
can be reversed and included in current profit or loss, provided that the reversed carrying value shall not exceed
the amortized cost of the financial asset as at reversal date assuming no impairment provision had been made.
7. Offset of financial assets and financial liabilities
Financial assets and financial liabilities are stated in balance sheet separately without inner-offset. However, the
net amount after inner offset is stated in balance sheet date when the following conditions are all met:
(1) The Company has legal right to offset recognized amount and the right is enforceable;
(2) The Company plans to settle on a net basis, or simultaneously realize the financial assets and settle the
financial liabilities.
11. Account receivable
(1) Account receivable with single significant amount and withdrawal single item bad debt provision
Amount occupied 10 percent (including 10 percent) of the
Account with single significant amount
balance of account receivable.
Conducted impairment testing separately, balance between the
present value of future cash flow and its carrying value, bad debt
Withdrawal method for bad debt provision of account receivable
provision withdrawal and reckoned into current gains/losses. For
with single significant amount
those without impairment being found after test, collected into
relevant combination for accrual.
(2) Accounts receivable whose bad debts provision was accrued by combination based on credit risk
characteristics portfolio
Combination Bad debt provision accrual
Party composition within the scope of consolidation related Other method
Aging of accounts group Age analysis method
深圳市深宝实业股份有限公司 2017 年年度报告全文
Group with bad debt provision accrual by aging:
√ Applicable □ Not applicable
Age Accrual ratio Accrual ratio for other receivable
Within one year (one year included) 0.00% 0.00%
1－2 years 5.00% 5.00%
2－3 years 10.00% 10.00%
Over 3 years 15.00% 15.00%
3－4 years 15.00% 15.00%
4－5 years 15.00% 15.00%
Over 5 years 15.00% 15.00%
In combination, withdrawal proportion of bad debt provision based on balance proportion
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods:
□ Applicable √ Not applicable
(3) Account receivable with minor single amount but with withdrawal bad debt provision for single item
There is objective evidence that the Company will not be able to
Reasons for provision of bad debt reserve
recover the money under the original terms of receivables.
Withdrawn according to the difference between present value of
Provision method of bad debt reserve
expected future cash flows and the book value of the receivables.
12. Inventories
Whether the company needs to comply with the disclosure requirements of the particular industry
No
1. Classification
Inventory means finished goods and merchandise that are ready for sale, work-in-progress, or material used in the
process of production or provision of service in the ordinary course of business. Inventory includes merchandise
in warehouse, delivered goods, work- in-progress, raw materials, subcontracted materials, packages, etc.
2. Valuation method
Inventory carried initial measured by cost, including purchasing cost, processing cost and other costs. The
inventory in transit was valued by weighted average method.
3. Recognized standards of the net realizable value for inventory and withdrawal method on provision of
inventory
After inventory at period-end, the inventories are accounted depending on which is lower between the cost and the
net realizable value or adjusted the provision of inventory. The net realizable value of inventory products and
sellable materials, in normal business production, is measured as the residual value after deducting the estimated
深圳市深宝实业股份有限公司 2017 年年度报告全文
sales expense and related taxes and fees from the estimated selling price; the net realizable value of an item of
inventories subject to further processing, in normal business production, is measured as the residual value after
deducting the sum of the estimated costs of completion, sales expense and related taxes and fees from the
estimated selling price of the sellable item. The net realizable value of the quantity of inventories held to satisfy
firm sales or service contracts is based on the contract price. If the sales contracts are for less than the inventory
quantities held, the net realizable value of the excess is based on general selling prices.
An impairment allowance, if any, is generally individually recognized for each type of inventories at period-end
except: For an individual impairment allowance, if any, is recognized for the whole category of inventories of low
value and large quantities; and for an individual impairment allowance, if any, is recognized for a group of
inventories, which are held for the production and sales of products of a single territory and for identical or similar
usages or purposes, and which are indistinguishable from other types of inventories within the group.
If the previous factors resulting in deduction of inventories values disappear, then such deduction of value shall be
reversed back from the original provision of inventory depreciation reserve, and turns to current gains and losses.
3. Inventory system
Inventory system is the perpetual inventory system.
4. Amortization of low-value consumables and packaging materials
1. Adopt five-five amortization for low-value consumables;
2. Adopt one-off writing off process for packaging materials.
13. Classified as assets held for sale
1. The confirmation standards for classifying as available for sale
The Company recognizes the non-current assets or disposal groups that meet both of the following conditions as
the component of available for sale:
(1) According to the practice in similar transactions of selling such assets or disposal groups, it can be sold
immediately under current conditions;
(2) The sale is very likely to occur, that is, the Company has already made a resolution on one sales plan and has
obtained a certain purchase commitment, and it is anticipated that the sale will be completed within one year.
The confirmed purchase commitment refers to the legally binding purchase agreement signed between the
Company and other parties. The agreement contains important terms such as transaction price, time, and enough
severe penalties for breach of contract, etc., so that it is very unlikely to make major adjustments or cancellations
to the agreement.
2. Accounting methods for available for sale
The Company does not calculate and distill depreciation or amortization for the non-current assets or disposal
深圳市深宝实业股份有限公司 2017 年年度报告全文
group available for sale, if the book value is higher than the net amount after deducting selling cost from fair value,
the book value shall be written down to the net amount after deducting selling cost from fair value, the write-down
amount is recognized as asset impairment loss and is included in the current gains and losses, and makes provision
for impairment of available-for-sale assets at the same time.
For the non-current assets or disposal group classified as available for sale at the acquisition date, compare the
initial measurement amount with the net amount after deducting selling cost from fair value based on the
assumption that it is not classified as available for sale at the initial measurement, and measure by the lower
amount.
The above principles are suitable for all non-current assets, but not including the investment real estate that adopts
fair value model for follow-up measurement, or the biological assets that are measured at the net amount after
deducting selling cost from fair value, or the assets formed by employee compensation, or the deferred income tax
assets, or the financial assets regulated by the relevant accounting standards of financial instruments, or the rights
arising from the insurance contracts regulated by the relevant accounting standards of insurance contracts.
14. Long-term equity investment
1. Recognition of investment cost
(1) As for the long-term equity investment formed from business combination under the same control, accounting
policy found in (V) Accounting method for business combination (not) under the same control of Note IV
(2) Long-term equity investment obtained by other means
For long-term equity investments obtained through payment with cash, then the actual payment shall be viewed as
initial investment cost. Initial investment cost including the expenses, taxes and other necessary costs that directly
concerned with the long-term equity investment that acquired.
For long-term equity investments obtained through issuance of equity securities, then the fair value of such
securities shall be viewed as initial investment cost; for transaction expenses from issuing or own equity
instrument acquired, it can be deducted from the equity when such expenses attributable directly to equity
transaction.
Under the precedent condition that non-monetary assets exchanges are featured with commercial nature and fair
values of exchange-in or exchange-out assets can be reliably measured, long-term equity investment exchange-in
through non-monetary assets exchange shall be recognized with initial investment cost on the basis of the fair
value of the assets exchange-out, unless there is obvious evidence showing that fair value of exchange-in assets is
more reliable; as for non-monetary assets exchanges not satisfying such precedent condition, initial investment
cost of exchange-in long-term equity investment falls to the carrying value of exchange-out assets and relevant
taxes payable.
深圳市深宝实业股份有限公司 2017 年年度报告全文
For long-term equity investments obtained through debt reorganization, its initial investment cost is recognized
based on fair value.
2. Subsequent measurement and recognition of gains and losses
(1) Cost method
The long-term equity investment control by invested entity shall counted by cost method, and pricing on initial
investment cost, cost of the long-term equity investment shall be adjusted while additional investment or
dis-investment.
Other than payment actually paid for obtaining investment or cash dividend or profit included in consideration
which has been declared while not granted yet, the Company recognizes investment income according to its share
in the cash dividend or profit declared for grant by the invested unit.
(2) Equity method
The Company calculates long term equity investment in associates and joint ventures under equity method. For
certain equity investments in associates indirectly held through risk investment institutions, joint funds, trust
companies or similar entities including investment linked insurance fund, the Company measures the investment
at fair value through profit or loss.
Where the initial investment cost of a long-term equity investment exceeds the Group’s share of the fair value of
the investee’s identifiable net assets at the time of acquisition, no adjustment is made to the initial investment cost.
Where the initial investment cost is less than the Group’s share of the fair value of the investee’s identifiable net
assets at the time of acquisition, the difference is recognized in profit or loss for the period.
Return on investments and other comprehensive income is recognized respectively by shares of net gains and
losses realized by the invested company and other comprehensive income after acquisition of long-term equity,
and book value of such investment is adjusted accordingly. Profit or cash dividends pro rata distributed by the
invested company are to minus book value of the relative long-term investment. Book value of long-term
investment is adjusted when changes occur other than net gains and losses, other comprehensive income and
profit distribution of the invested company, and is to report in owners’ equity accordingly.
The Company should recognized net profit of invested unit after adjustment, based on fair value of vary
identifiable assets of invested unit while obtained investment, while recognized net profit or net losses of invested
units that should be enjoy by investment enterprise. the un-realized transaction gains/losses attributable to
investment enterprise, internally occurred between the Company, affiliated units and joint-ventures should
calculated by proportion of shares-holding which should be offset, than recognized investment gains/losses.
When the Company is confirmed to share losses of the invested units, the following order shall prevail for
disposal: first of all, offset carrying value of long-term equity investment. Second, for long-term equity investment
深圳市深宝实业股份有限公司 2017 年年度报告全文
whose carrying value is not enough for offset, investment loss should be continued to recognize within the limit of
carrying value of other long-term equity which substantially forms net investment to invested units, to offset
carrying value of long-term items receivable. At last, after the aforesaid treatment, if enterprise still bears
additional duties according to investment contract or agreement, projected liabilities are recognized in accordance
to the obligations which are expected to undertake, and then recorded in current gains and losses.
In the event that the invested unit realizes profit in later periods, the Company will adopt disposal adverse to the
above order after deduction the unrecognized share of loss, i.e. write off the carrying value of the recognized
projected liabilities, recover carrying value of long-term equity which substantially forms net investment to
invested unit and long-term equity investment, and recognize investment income at the same time.
3. Transfer of calculation for long term equity investment
(1) Measure at fair value transfer to equity method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial assets, in case that the Company becomes able to exercise significant influence or common control upon
the investee due to additional investment while no control is reached, the sum of fair value of the originally held
equity investment as determined under Business Accounting Principles No.22- Recognition and Measurement
Principle as Financial Assets plus cost of the new investment shall be deemed as the initial investment cost upon
calculation under equity method.
If the originally held equity investment is classified as available for sale financial assets, the difference between its
fair value and carrying value and the accumulated fair value movement which is originally included in other
comprehensive income shall be transferred to current period gains and losses under equity method.
In case that the initial investment cost under equity method is lesser than share of fair value of the investee’s net
identifiable assets as of the date when additional investment is made as calculated based on the latest shareholding
proportion upon additional investment, carrying value of the long term equity investment shall be adjusted against
such difference which is included in current period non-operating income.
(2) Measure at fair value or calculation under equity method transfer to calculation under cost method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial instrument, or for long term equity investment originally held in associates or joint ventures, in case that
the Company becomes able to exercise control over investee not under common control due to additional
investment, the sum of fair value of the originally held equity investment plus cost of the new investment shall be
deemed as the initial investment cost upon calculation under cost method when preparing separate financial
statement.
深圳市深宝实业股份有限公司 2017 年年度报告全文
For other comprehensive income as recognized under equity method in respect of equity investment held prior to
acquisition date, when the Company disposes this investment, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
For equity investment held prior to acquisition date which is accounted for under Business Accounting Principles
No.22- Recognition and Measurement of Financial Assets, the accumulated fair value movement which originally
included in other comprehensive income shall be transferred to current period gains and losses upon calculation
under cost method.
(3) Calculation under equity method transfer to fair value measurement
In case that the Company lost common control or significant influence upon investee due to disposal of part equity
investment, the remaining equity investment shall be calculated under Business Accounting Principles No.22-
Recognition and Measurement of Financial Assets, and the difference between its fair value and carrying value as
of the date when the Company lost common control or significant influence shall be included in current period
gains and losses.
For other comprehensive income as recognized under equity method in respect of the original equity investment,
when the Company ceases calculation under equity method, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
(4) Cost method transfer to equity method
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment can exercise common control or significant influence over the investee, equity method shall be
adopted when preparing separate financial statement, and the remaining equity investment shall be adjusted as if it
had been stated under equity method since the acquisition.
(5) Cost method transfer to fair value measure
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment cannot exercise common control or significant influence over the investee, Business Accounting
Principles No.22- Recognition and Measurement of Financial Assets shall be adopted for accounting treatment
when preparing separate financial statement, and the fair value and carrying value as of the date when control is
lost shall be included in current period gains and losses.
4. Disposal of long term equity investment
Difference between carrying value and actual acquisition price in respect of disposal of long term equity
investment shall be included in current period gains and losses. For long term equity investment under equity
method, the Company shall adopt the same basis as the investee directly disposes relevant assets or liabilities
深圳市深宝实业股份有限公司 2017 年年度报告全文
when disposing this investment, and account for the part originally included in other comprehensive income under
appropriate proportion.
If the terms, conditions and economic impact of each transaction involved in the disposal by steps of investment
in subsidiaries fall into one or more of the following situations, such transactions will be accounted for as a
package deal:
1. Such transactions are entered into simultaneously or in the case of considering the impact of each other;
2. Such transactions as a whole in order to reach complete commercial results;
3. The occurrence of one transaction is subject to that of at least one other transaction;
4. A transaction alone is not economic, but otherwise when considered with other transactions.
Enterprises that lose control of their original subsidiaries due to the disposal of partial equity investment or
otherwise, and therefore disqualify a package deal, should prepare the relevant accounting treatment in
differentiation with individual financial statements and consolidated financial statement:
(1) In separate financial statement, as for disposal of equity interest, difference between carrying value and actual
acquisition price shall be included in current period gains and losses. In case that the remaining equity interests
can exercise common control or significant influence over investee, it shall be stated under equity method in stead,
and shall be adjusted as if the remaining equity interests had been stated under equity method since the acquisition.
In case that the remaining equity interests cannot exercise common control or significant influence over investee,
it shall be accounted for under Business Accounting Principles No.22- Recognition and Measurement Principle of
Financial Instruments, and the difference between its fair value and carrying value as of the date then the
Company lost control shall be included in current period gains and losses.
(2) In consolidated financial statement, for those transactions occurred before lost of control in subsidiaries, the
difference between disposal price and share of net assets of subsidiaries since purchase date or combination date
shall be used to adjust capital reserve (equity premium), and if capital reserve is insufficient to offset, then it shall
adjust retained earnings; when the Company lost control in a subsidiary, the remaining equity interests would be
re-measured at the fair value as of the control-lost date. The sum of consideration gained from the disposal of
equity and the fair value of remaining equity minus the share of net assets of original subsidiaries since the day of
purchase and based on its original shareholding ratio is credited into investment gain for the current period, and
off-set the goodwill at the same time. Other comprehensive income in relation to equity investments of original
subsidiaries should be transferred to investment gain for the period at the time of loss of control.
Each transaction involved in the disposal of equity investments of subsidiaries until loss of control falls into a
package deal, carrying accounting treatment on transaction of losing control rights and disposing the company,
and should be accounted for accordingly in differentiation with individual financial statements and consolidated
financial statements:
(1) In consolidated financial statements, difference between each payment from disposal of an equity and the book
深圳市深宝实业股份有限公司 2017 年年度报告全文
value of such long-term equity investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
(2) In consolidated financial statements, difference between each payment from disposal of a subsidiary and the
share of its net assets through investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
5. Criteria for common control and significant influence
Where the Company jointly controls an arrangement with other participators under agreed terms, and decisions
which materially affect return of such arrangement can only exist when other participators unanimously agree on
the decisions, the Company is deemed to jointly control this arrangement with other participators, and the
arrangement belongs to joint venture arrangement.
In case of a joint venture arrangement concluded through separate entity, when the Company is judged to be
entitled to the net assets of the separate entity under relevant agreements, the entity shall be viewed as a joint
venture under equity method. However, when the Company is judged to be not entitled to the net assets of the
separate entity under relevant agreements, the entity shall be viewed as a joint operation, in which case, the
Company recognizes items relating to its share of interests from the joint operation and accounts for according to
relevant business accounting rules.
Significant influence refers to that investor has right to participate in making decisions relating to the financial and
operational policies of the investee, while not able to control or jointly control (with others) establishment of these
policies. The following one or more conditions are based to judge whether the Company has significant influence
over investee with consideration of all facts and situations: (1)has delegate in the board of directors or similar
authority organs of investee; (2)participate in establishing financial and operational policies of the investee;
(3)occur material transactions with the investee; (4)delegate management to the investee; (5)provide key technical
data to the investee.
15. Investment real estate
Measurement
Measured by cost
Depreciation or amortization method
Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both,
including the rented land use rights and the land use rights which are held and prepared for transfer after
appreciation, the rented buildings. In addition, for the vacant buildings that the Company holds for operating
leases, if the board of directors makes written decisions and explicitly indicates to use for operating leases and the
purpose of management is not to change in the short term, they are also reported as an investment real estate.
The investment property of the Company is accounted at its cost. Cost of investment property purchased from the
external sources includes purchase payment, related taxes and other expenditures which can be directly
深圳市深宝实业股份有限公司 2017 年年度报告全文
attributable to such assets; Cost of investment property constructed by the Company comprise of the necessary
expenditure occurred during the construction for reaching the condition of planned use.
The Company adopts cost method for subsequent measurement of investment property. As for the investment
property measured at cost method – buildings for lease are depreciated under the policies which are the same as
fixed assets, and land use right for lease are amortized under the policies which are the same as intangible assets.
When use of investment property changes to be used by the company itself, the company shall transfer the
investment property to fixed assets or intangible assets since the change date. When use of the self-use real estate
changes for earning rental or capital appreciation, the company shall transfer the fixed assets or intangible assets
to investment property since the change date. For such transfer, the carrying value prior to the transfer is deemed
to be the value accounted after the transfer.
The company would de-realize investment property when the same is disposed or out of use forever and no
economic benefit would be obtained from such disposal. The disposal income from sale, transfer, dump or destroy
of investment property less its carrying value and related taxes is recorded in current gains and losses.
16. Fixed asset
(1) Recognition of fixed assets
Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing
services, lease or for operation & management, and have more than one year of service life. Fixed assets should be
recognized for qualified the followed conditions at the same time: (1) It is probable that the economic benefits
associated with the assets will flow into the Company; (2) The cost of the assts can be measured reliably. (1) The
cost of outsourcing fixed assets includes the buying price, import tariff and other related taxes and fees, as well as
other expenses occurred before making the fixed assets reach the intended serviceable condition and can be
directly attributable to the assets. (2) The cost of self-constructed fixed assets consists of the necessary expenses
occurred before reaching the intended serviceable condition by the construction of the assets. (3) The fixed assets
invested by the investors take the value stipulated by investment contract or agreement as the entry value, but it
should take the fair value as the entry value when the value stipulated by investment contract or agreement is not
fair. (4) When the cost of purchasing fixed assets has a delay in payment exceeding the normal credit terms and
substantially possesses financing, the cost of fixed assets is determined on the basis of the present value of the
purchasing price. The balance between the actual paid cost and the present value of purchasing price is reckoned
in the current profits and losses in the credit period, except for the capitalization. Subsequent measurement and
disposal of fixed assets (1) Depreciation of fixed assets is accrued within the estimated useful life after deducting
the estimated residual value from its entry value. For the fixed assets accrued with provision for impairment,
determine the amount of depreciation by the book value deducting the provision for impairment and according to
the useful life. The Company determines the useful life and estimated net residual value of fixed assets according
to the nature and use of fixed assets, and rechecks the useful life, estimated net residual value, and depreciation
深圳市深宝实业股份有限公司 2017 年年度报告全文
method of fixed assets at the end of the year, and makes corresponding adjustments if there is difference with the
original estimated number. (2) The follow-up expenses of fixed assets and the follow-up expenses related to fixed
assets are included in the cost of fixed assets if they meet the requirements for recognition of fixed assets; those
cannot meet the requirements for recognition of fixed assets should be included in the current profits and losses
when occur. (3) When the fixed assets are disposed, or expected not to generate economic benefits through use or
disposal, derecognize the fixed assets. The amount after deducting its book value and related taxes and dues from
the disposal income of the fixed assets sale, transfer, retirement or impairment is included in the current profits
and losses.
(2) Depreciation methods
Categories Method Years of depreciation Scrap value rate Yearly depreciation rate
Production buildings Straight-line depreciation 35 5 2.71
Production buildings Straight-line depreciation 40 5 2.38
Makeshift Straight-line depreciation 9 5 10.56
Mechanical equipment Straight-line depreciation 12 5 7.92
Transportation vehicle Straight-line depreciation 9 5 10.56
Other equipment Straight-line depreciation 6 5 15.83
(3) Recognition, measurement and depreciation of fixed assets held under finance lease
A fixed asset leased by the Company is recognized as the fixed asset held under finance lease if one or more of the
following criteria are met: (1) Upon the expiry of the lease term, the ownership is transferred to the Company. (2)
The Company has the option to purchase the asset at a predetermined price that is expected to be sufficiently
lower than the fair value at the date the option becomes exercisable and it is reasonably ascertained at the
inception of lease that the option will be exercised. (3) The lease term approximates the useful life of the relevant
asset even if the ownership is not transferred. (4) At the inception of the lease, the present value of the minimum
lease payments is substantially equivalent to the fair value of the leased asset. (5) The leased assets are of such a
specialized nature that only the Company can use them without major modification. A fixed asset held under
finance lease is initially recognized at the lower of fair value of the leased asset and the present value of the
minimum lease payments, while the amount of the minimum lease payments will be recognized as the entry value
of long-term account payable, the difference between them will be recognized as unrecognized financing costs.
The initial direct costs such as commissions, attorney’s fees, and travelling expenses, stamp duties attributable to
the leased item incurred during the process of lease negotiating and signing the leasing agreement shall be
recorded in the asset value. Unrealized finance costs will be amortized using actual interest rate method over each
period during the lease terms. The Company adopts depreciation policies for leased assets consistent with those of
self-owned fixed assets for the purpose of calculating the depreciation of a leased asset. If it is reasonable to be
certain that the lessee will obtain the ownership of the leased asset when the lease term expires, the leased asset
shall be fully depreciated over its useful life. If it is not reasonable to be certain that the lessee will obtain the
深圳市深宝实业股份有限公司 2017 年年度报告全文
ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated over the
shorter one of the lease term or its useful life.
17. Construction in process
Whether the company needs to comply with the disclosure requirements of the particular industry
No
1. Initial measurement of constructions under progress
Self-constructed constructions under progress of the Company are carried at actual costs. Actual costs include the
necessary expenses for constructing such asset to the expected useable condition, including material costs for
project, labor cost, related taxes and fees paid, borrowing expenses to be capitalized and indirect costs to be
amortized.
2. Standard and point of time for construction in process carrying forward to fixed assets
Fixed asset is booked with the entire expenditures occurred in the construction in process till it arrives at predicted
state for use. For those constructions in process of fixed assets which have already arrived at the predicted state
for use, while still with absence of completion settlement, they shall be carried forward to fixed assets at the
estimated value based on engineering budget, construction cost or actual cost commencing from the date of arrival
of the predicted state for use. Meanwhile, they shall be also subject to the depreciation policies applicable to fixed
assets of the Company for provision of depreciation. Once completion settlement is made, the original temporary
estimated value shall be adjusted at the effective cost. However, the original provision of depreciation remains
unchanged.
18. Borrowing expenses
1. Recognition of the borrowing expenses capitalization
Borrowing expenses that attributed for purchasing or construction of assets that are complying start to be
capitalized and counted as relevant assts cost; other borrowing expenses, reckoned into current gains and losses
after expenses recognized while occurred.
Assets satisfying the conditions of capitalization are those assets of fixed, investment real estate etc. which need a
long period of time to purchase, construct, or manufacturing before becoming usable.
Capitalizing for borrowing expenses by satisfying the followed at same time:
(1) Assets expense occurred, and paid as expenses in way of cash, non-cash assets transfer or debt with interest
taken for purchasing, constructing or manufacturing assets that complying with capitalizing condition;
(2) Borrowing expenses have occurred;
(3) Necessary activities occurred for reaching predicted usable statues or sale-able status for assets purchased,
constructed or manufactured.
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2. Period of capitalization
Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The period for
borrowing expensed suspended excluded in the period.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
reached its predicted usable status or sale-able status, capitalization suspended for borrowing expenses.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
completed projects and usable independently for part of the projects, borrowing expenses for this kind of assts
shall suspended capitalization.
If the assets have been completed in every part, but can be reached the useful status or sale-able status while
completed entirely, the borrowing expense shall be suspended for capitalization while the assets completely
finished in whole.
3. Period of suspended
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization is
suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended; the suspended
assets that satisfying the conditions of capitalization meets the necessary procedure of reaching predicted usable
status or sellable status, capitalizing of borrowing expenses shall be resumed. The borrowing expenses occurred
during the period of suspended shall reckon into current gains and losses until the purchasing, construction, or
manufacturing process is resumed for capitalizing.
4. Calculation for capitalization amount
Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting of
the bank saving interest of unused borrowed fund or provisional investment gains.
Capitalization amounts of common borrowings are decided by the weighted average of exceeding part of
accumulated asset expenses over the special borrowing assets multiply the capitalizing rate of common
borrowings adopted. Capitalization rates are decided by the weighted average of common borrowings.
For those expenses with discount or premium, determined the amortizable discount or premium in every fiscal
year by effective interest method, than adjusted interest amount in every period.
19. Biological assets
1. Classification of biological assets
Biological assets of the Company refer to the productive biological assets. Productive biological assets included
tea tree.
深圳市深宝实业股份有限公司 2017 年年度报告全文
Biological assets are recognized when the following three conditions are fully satisfied:
(1) An enterprise owns or controls such biological assets due to the past transactions or events；
(2) It may result in the inflow of economic benefits or service potential in relation to such biological assets;
(3) Cost of such biological assets can be reliably measured.
2. Initial recognition of Biological assets
The biological assets will initially measured by cost while obtained. The cost of biological asset used for
production purchased from the outside includes the purchase price, related taxes, transportation expense,
insurance premium and other charges directly attributable to the purchase of such asset. Biological asset used for
production input by investors is stated at its entry value which is calculated based on the value as stipulated in the
investment contract or agreement plus the related taxes payable. Where value stipulated in the contract or
agreement is not fair, the actual cost is fixed at fair value.
3. Subsequent measurement of biological assets
(1) Follow-up expenses
The cost of productive biological assets constituted by the actual costs of self-cultivated and constructed
productive biological assets occurred before achieving the intended production and operation goals, and the
follow-up expenses such as management and protection occurred after achieving the intended production goals are
included in the current profits and losses.
(2) Depreciation of productive biological assets
Biological assets of the Company refer to the tea plants. For those productive biological assts that reached its
predicted productive purpose, withdrawal depreciation by average age method. The service life was determined by
the residual terms of the residual term of land use after deducting the un-maturity period (5-year) of the tea plants
with 5 percent salvage value calculated. Reviewing the service life, predicted salvage vale and depreciation
method at year-end, if there have difference between the predicted number and original estimated number or have
major changes on way of profit earning, than adjusted the service life or predicted salvage value or depreciation
method as account estimation variation.
(3) Disposal of biological assets:
The cost of biological assets after the shift of use is stated at the carrying amount at the time of shift of use. When
sold, destroyed and inventory losses occurred, the disposal income of biological assets net of carrying amount and
related taxes shall be charged to profit or loss for the current period.
4. Biological assets impairment
The Company inspects the productive biological assets at least at the end of each year, conclusive evidence
indicates that if the recoverable amount of productive biological assets are less than the book value due to natural
深圳市深宝实业股份有限公司 2017 年年度报告全文
disasters, insect pests, animal diseases or changes in market demand, the Company make the provision for
impairment of biological assets and include them in the current profits and losses according to the balance
between the recoverable amount and the book value.
The balance lower than the book value shall be calculated and accrued to falling price reserves or provision for
impairment of biological assets and included in the current profits and losses. Once the provision for impairment
of productive biological assets is made, it cannot be reversed.
20. Intangible assets
(1) Measurement, use of life and impairment testing
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the
Company, including land use right, technical know-how, forest tree use right, trademark use right and software
use right.
1. Measurement of intangible assets
For those intangible assets purchased from outside, the purchase value, relevant taxes and other payments
attributable to predicted purpose obtained should recognized as cost for this assts. For those purchased amount
that paid overdue exceeded the normal credit condition, owns financing natures actually, the cost should be
recognized based on the current value while purchased.
As for the intangible assets acquired from the debtor in debt restructuring for the purpose of settlement of debt, the
fair value of the intangible assets shall be based to determine the accounting value. The difference between the
carrying value of restructured debt and the fair value of the intangible assets use for settlement of debt shall be
recorded in current gains and losses.
With the preceding conditions that non-monetary assets exchange has commerce nature and the fair value of the
assets exchanged in or out can be measured reliably, the intangible assets exchanged in through non-monetary
assets exchange are accounted at the value based on the fair value of assets exchanged out, unless there is obvious
evidence showing the fair value of assets exchanged in is more reliable; for non-monetary assets exchange not
qualifying for the preceding conditions, the carrying value of assets exchanged out and related taxes payable shall
be viewed as the cost of intangible assets exchanged in, without recognition of gains and losses.
Intangible assets obtained by means of enterprise mergered under common control, recognized book-keeping
value by the book value of mergered party; Intangible assets obtained by means of enterprise mergered under
different control, recognized book-keeping value by the its fair value.
For those cost of intangible assets development internally including: the used materials, labor cost and register
charge for development; amortization for other patent and concession used and interest expense satisfying the
深圳市深宝实业股份有限公司 2017 年年度报告全文
capitalization condition during process of development; other directly expense before reached its predated useful
purpose.
2. Subsequent measurement
Analysis and determined the service life for intangible assts while obtained. And classified into intangible assets
with limited useful life and assets without certain service life.
1. Intangible assets with limited useful life
Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they
become useable to the end of expected useful life. Particular about the estimation on intangible assets with limited
service life:
Item Predicted useful life Basis
Amortized the actual
rest of life after
Land use right Certificate of land use right
certificate of land use
right obtained
Proprietary technology 20-year Actual situation of the Company
forest tree use right Service life arranged Protocol agreement
trademark use right 10-year Actual situation of the Company
software use right 5-8-year Protocol agreement
At end of report term, revising will be performed on the useful life of intangible assets with limited useful life and
the methods of amortizing; if there is a differences been found with the original estimated number, corresponding
adjustment shall prevail.
Being revised, the useful life of intangible assets and amortization method at period-end shows the same as
previous
2. Intangible assets without certained service life
Intangible assets for which it is impossible to predict the term during which the assets can bring in economic
benefits are viewed as intangible assets with indefinite life.
Intangible assets with indefinite life are not amortized during the holding period, and useful life is re-reviewed at
the end of each accounting period. In case that it is still determined as indefinite after such re-review, then
impairment test will be conducted continuously in every accounting period.
The Company has no such intangible assets without certained service life after review.
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Internal accounting policies relating to research and development expenditures
1. Detail standard for classification on research stage and exploitation stage
Research stage: stage of the investigation and research activities exercising innovative-ness for new science or
technology knowledge obtained and understanding.
Exploitation stage: stage of the activities that produced new or material advance materials, devices and products
that by research results or other knowledge adoption in certain plan or design before the commercial production or
usage.
The expenditure of the research stage in R&D project internally shall reckon into current gains and losses while
occurred.
2. Standards for capitalization satisfaction of expenditure in exploitation state
Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time:
(1) Owes feasibility in technology and completed the intangible assets for useful or for sale;
(2) Owes the intention for completed the intangible assets and for sale purpose;
(3) Way of profit generated including: show evidence that the products generated from the intangible assets owes
a market or owes a market for itself; if the intangible assets will use internally, than show evidence of useful-ness;
(4) Possess sufficient technique, financial resources and other resources for the development of kind of intangible
assets and has the ability for used or for sale;
(5) The expenditure attributable to the exploitation stage for intangible assets could be measured reliably.
Expenditure happened in development phase not satisfying the above conditions is included in current period
gains and losses when occurs. Development expenditure previously included in gains and losses in previous
periods will not be re-recognized as assets in later periods. Capitalized development expenditure is stated in
balance sheet as development expenditure, and is transferred to intangible assets when the project is ready for
planned use.
21. Impairment of long term assets
Long term asset is judged whether for which there is indication of impairment on balance sheet date. If there is
indication of impairment, the Company would estimate its recoverable amount based on single asset; if it is
difficult to estimate the recoverable amount of single asset, then the assets group which the single asset belongs to
is based to determine the recoverable amount of the assets group.
Recoverable amount of an asset is determined at the higher of its fair value less disposal fee and present value of
its predicted future cash flow.
If measurement of recoverable amount shows that the recoverable amount of long term asset is lower than
carrying value, and then the carrying value shall be deducted to recoverable amount, with the deducted amount
深圳市深宝实业股份有限公司 2017 年年度报告全文
recognized as impairment loss which is included in current period gains and losses, meanwhile, asset impairment
provision shall be made accordingly. Once recognized, asset impairment loss would not be reversed in future
accounting period.
Once an asset is recognized for impairment loss, its depreciation or amortization expense would be adjusted in
future periods, so as to systematically allocate the adjusted asset carrying value (after deduction of predicted net
residual value) during the remaining useful life.
Goodwill arising from business combination and intangible assets with indefinite useful life shall be tested
annually for impairment whether or not there is indication of impairment.
When goodwill impairment testing comes, book value of goodwill is allocated to asset group or combination
benefit from the synergies of the business combination. When conducting impairment test for relevant asset group
with inclusion of goodwill, in case that there is indication of impairment for such asset group, impairment test
would be firstly conducted in respect of the asset groups without inclusion of goodwill. Then, it shall calculate the
recoverable amount and determine the corresponding impairment loss as compared to its carrying value. Second,
asset group with inclusion of goodwill would be tested for impairment. If it is found after comparison between the
carrying value and recoverable amount of the asset group that the recoverable amount is less than carrying value,
the Company would recognize impairment loss for goodwill.
22. Long term prepaid expense
Long term prepaid expense represents the expense which the Company has occurred and shall be amortized in the
current and later periods with amortization period exceeding one year. Long term prepaid expense is amortized
during the beneficial period under straight line method.
23. Staff remuneration
(1) Short term remuneration
Employee remuneration refers to the various forms of remuneration or compensation given by the Company to
obtain the services provided by the employees or to terminate the labor relations. Employee remuneration includes
short-term remuneration, after-service benefits, dismissal benefits and other long-term employee benefits.
Short term remuneration refers to all the staff remuneration payable by the Company to its staff within 12 months
after the end of annual reporting period in which staff provides relevant services, other than post office benefit and
dismissal benefits. The Company recognizes short term remuneration payables as liabilities during the accounting
period during which staff provides services, and includes in cost and expense of relevant asset according to the
beneficial parties of such services.
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(2) Post office benefits
Post office benefits refer to kinds of remuneration or benefits granted by the Company to staff for their provision
of service upon retirement or release of employment, other than short term remuneration and dismissal benefits.
Post benefit plan is categorized as defined withdraw plan.
Defined withdraw plan under post office benefit mainly represents participation into social basic pension
insurance and unemployment insurance operated by labor and social security authorities. During the accounting
period when employee provides services for the Company, the contribution calculated under defined withdraw
plan would be recognized as liabilities and included in current gains and losses or relevant asset cost.
Other than periodic payment of the aforesaid amounts in compliance with national standards, the Company is not
obliged to make other payment.
(3) Dismissal benefit
Dismissal benefit represents compensation paid to employees for release of employment before expiration or as
compensation for their willing of cut, Liabilities arising from dismiss benefit shall be included in current profit
and loss when the company cannot unilaterally withdraw from the termination plan or take redundancy offer and
when reorganize the payment of termination benefits related to the cost.
(4) Other long term staff benefits
Other long term staff benefits refers to all the other staff benefits except for short term remuneration, post office
benefit and dismissal benefit.
For other long term staff benefits satisfying conditions under defined withdraw plan, the contribution payables
shall be recognized as liabilities and included in current gains and losses or relevant asset cost during the
accounting period in which the staff provides services to the Company.
24. Accrual liability
1. Recognition standards for accrual liability
Responsibilities connected to contingent issues and satisfied all of the following conditions are recognized as
accrual liabilities:
The responsibility is a current responsibility undertaken by the Company;
Fulfilling of the responsibility may lead to financial benefit outflow;
The responsibility can be measured reliably for its value.
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2. Measurement
Accrual liabilities shall conduct initial measurement by best estimation of expenditures needed by fulfillment of
current responsibilities.
While determined the best estimation, take the risks, uncertainty and periodic value of currency that connected to
the contingent issues into consideration. For major influence from periodic value of currency, determined best
estimation after discount on future relevant cash out-flow.
Treatment for best estimation:
If the expenditure has a continuous range, and with similar possibility within the range, the best estimation should
determined by the middle value within the range, that is the average amount between the up and low limit.
If the expenditure has no continuous range, or has a continuous range but with different possibility within the
range, the possibility amount shall determined as the best estimation while single events involved by contingency;
if many events were involved by contingency, the best estimation shall be determined by various results and
relevant probability.
If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the
compensated amount can be definitely received, it is recognized separated as asset. Though the compensated
amount shall not greater than the book value of the predictive liability
25. Revenue
Whether the company needs to comply with the disclosure requirements of the particular industry
No
1. Recognition of the income from commodity sales
When main risks and rewards attached to the ownership of goods have been transferred to the buyer, reserved
neither continuous management power nor effective control over the goods, incoming payment can be measured
reliably, relative financial benefit possibly inflow to the company, cost occurred or will occur can be reliably
measured, sales income of goods is recognized.
The product sales of the Company include domestic sales and export sales, the sales revenue of domestic sales is
recognized after the goods is delivered and conforms to the relevant causes of the contract; the sales revenue of
export sales is recognized after the goods is sent out and declared, and conforms to the relevant causes of the
contract.
2. Basis on use right income for transaction assets
Financial benefit attached to the contract is possibly inflow to the company; Overall income of the contract can be
measured reliably. Determined the use right income for transaction assts respectively as followed:
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(1) Amount of interest income: determined by the time and effective interest rate of the currency capital used by
other people.
(2) Amount of income from use: determined by the charge time and calculation method agreed in the relevant
contract or agreement.
26. Government Grants
(1) Determination basis and accounting for government grants related to assets
Governments grants of the Company refer to the monetary and non-monetary assets obtained from government
for free, and are divided into those related to assets and others related to revenues.
Government subsidies related to assets refer to those obtained by the Company and used for purchase or
construction of or otherwise to form long-term assets. Government subsidies related to revenue refer to those other
than government subsidies related to assets.
At end of the period, if there is evidence show that the Company qualified relevant condition of fiscal supporting
polices and such supporting funds are predicted to obtained, than recognized the amount receivable as government
subsidy. After that, government subsidy shall recognize while actually received.
Government subsidies in the form of monetary assets are stated at the amount received or receivable. Government
subsidies in the form of non-monetary assets are measured at fair value; if fair value cannot be obtained, a
nominal amount (RMB1) is used. Government subsidies measured at nominal amount is recognized immediately
in profit or loss for the current period.
Government grants in relation to purchase of long-term assets such as fixed assets or intangible assets shall be
recognized as deferred income. And reckoned into gains/losses by installment with reasonable and systematic
approach according to the useful life of such asserts that purchased or constructed
(2) Determination basis and accounting for government grants related to income
As for the government grants with income concerned, which has compensated relevant expenses and losses
occrred in later period, than recognized as deferred income, and reckoned into current gains/losses during the
period while relevant expenses or losses determined; for thoes government grants which has compensated relevant
expenses and losses that occurred, reckoned into current gains/losses while acquired.
Government grants relevant to daily activities of enterprises are included in other income; government grants
irrelevant to daily activities of enterprises are included in non-operating income and expenditure.
The government subsidy relevant to discounted interest on policy concessional loans is used to offset the relevant
borrowing costs; the fair value of borrowings is used as the entry value of borrowings and the borrowing costs are
calculated according to the actual interest rate method, the balance between the actual amount received and the
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fair value of borrowings is recognized as deferred income. Deferred income is amortized to offset the related
borrowing costs by adopting the actual interest rate method in duration of borrowings.
When a recognized government grant needs to be returned, adjust the book value of assets if it is used to offset the
book value of underlying assets at initial recognition; if there is a related deferred income balance, offset the book
balance of relevant deferred income, and include the excess in current profit or loss; if there is no related deferred
income, and directly include in the current profit or loss.
27. Deferred income tax assets and deferred income tax liabilities
Deferred income tax assets and liabilities are measured and recognized based on the difference (temporary
difference) between the taxation bases of the assets and liabilities and their carrying value. As of the balance sheet
date, deferred income tax assets and liabilities are measured at the tax rate applicable during the period in which
the assets are recovered or liabilities are settled.
1. Reference for recognition of deferred income tax assets
Deferred income tax asset arising from deductible temporary difference is recognized to the extent of assessable
income which is likely to acquire to offset deductible temporary difference and for which deductible losses and
tax credit for subsequent years can be carried forward. However, deferred income tax assets arising from initial
measurement of assets or liabilities in transactions with the following characteristics would not be recognized: (1)
the transaction is not business combination; (2)occurrence of the transaction would neither affect accounting profit
nor affect assessable income or deductible loss.
For deductible temporary difference relating to investment in associates, the Company would recognize deferred
income tax assets accordingly if the following conditions are met: temporary difference is likely to be reversed in
foreseeable future and it is likely to acquire assessable income against which deductible temporary difference is
utilized.
2. Basis for determination of deferred income tax liabilities
Assessable temporary difference which should be paid while not paid yet for the current and previous periods is
recognized as deferred income tax liabilities, excluding:
(1) Temporary difference arising from initial measurement of goodwill;
(2) Transaction or issue arising from non business combination, and its occurrence would neither affect
accounting profit, nor affect temporary difference arising from assessable income (or deductible loss);
(3) For assessable temporary difference relating to investments in subsidiary or associate, timing for reversal of
the temporary difference can be controlled and it is likely that the difference would not be reversed in foreseeable
future.
3. Deferred tax assets and liabilities are offset if all the following conditions are met.
(1) An enterprise has the legal rights to settle the income tax assets and income tax liabilities for the current period
深圳市深宝实业股份有限公司 2017 年年度报告全文
by net amount;
(2) They relate to income taxes levied by the same tax authority on either the taxable entity has a legally
enforceable right or set off current income tax assets against current income tax liabilities, and different taxable
entities which either intend to settle the current income tax liabilities and assets on a net basis, or to realize the
assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax
liabilities or assets are expected to be settled or recovered.
28. Lease
(1) Accounting for operating lease
If the lease terms substantially transfer all risks and rewards related to the ownership of leased asset to the lessee,
the lease is a finance lease and the other leases are operating leases.
Accounting for operating lease
(1) Assets lease-in by Operating:
The rental fee paid for renting the properties by the company are amortized by the straight-line method and
reckoned in the current expenses throughout the lease term without deducting rent-free period. The initial direct
costs related to the lease transactions paid by the company are reckoned in the current expenses.
When the lessor undertakes the expenses related to the lease that should be undertaken by the company, the
company shall deduct the expenses from the total rental costs, share by the deducted rental costs during the lease
term, and reckon in the current expenses.
(2) Operating leased assets:
Rental obtained from assets leasing, during the whole leasing period without rent-free period excluded, shall be
amortized by straight-line method and recognized as leasing revenue. The initial direct costs paid with leasing
transaction concerned are reckoned into current expenditure; the amount is larger is capitalized when incurred,
and accounted for as profit or loss for the current period on the same basis as recognition of rental income over the
entire lease period.
When the company undertakes the expenses related to the lease that should be undertaken by the lessor, the
company shall deduct the expenses from the total rental income, and distribute by the deducted rental costs during
the lease term.
(2) Accounting for financing lease
Accounting for financing lease
(1) Assets lease-in by financing: On the beginning date of the lease, the entry value of leased asset shall be at the
lower of the fair value of the leased asset and the present value of minimum lease payment at the beginning date
深圳市深宝实业股份有限公司 2017 年年度报告全文
of the lease. Minimum lease payment shall be the entry value of long-term accounts payable, with difference
recognized as unrecognized financing expenses.
The basis, valuation and depreciation method of financing lease assets see Note IV-(XVI) Fixed Assets.
Unrecognized financing expenses shall be reckoned in financial expenses and amortized and using effective
interest method during the leasing period.
(2) Finance leased assets: on the lease commencement date, the company affirms the balance among the finance
lease receivables, the sum of unguaranteed residual value and its present value as the unrealized financing income,
and recognizes it as the rental income during the period of receiving the rent. For the initial direct costs related to
the rental transaction, the company reckons in the initial measurement of the finance lease receivables, and
reduces the amount of income confirmed in the lease term.
29. Changes of important accounting policy and estimation
(1) Changes of major accounting policies
√ Applicable □ Not applicable
Content and reasons Approval procedure Note
On 10 May 2017, the “Accounting
Standards for Business Enterprise
No. 16- Government grant” has
revised and issued by Ministry of
Finance. The new Standards
implemented since 12 June 2017. The change has deliberated on 11th
Meanwhile, the prospective session of 9th BOD and no need to
application method shall be adopted deliberated in shareholder general
by an enterprise for government meeting
grant on 1 January 2017; the new
government grant from 1 January
2017 to date of such Standards
implemented should be adjusted in
line with the revised Standards.
According to the relevant regulation
of \" Accounting Standards for
The change has deliberated on 16th
Business Enterprise No. 42 -
session of 9th BOD and no need to
Non-current Assets Held for Sale,
deliberated in shareholder general
Disposal Group and Discontinuing
meeting
Operation” issued by Ministry of
Finance on 28 April 2017, relevant
深圳市深宝实业股份有限公司 2017 年年度报告全文
accounting treatment for non-current
assets held for Sale, disposal group
and discontinuing operation are
changed correspondingly
Explanation:
(1) On 10 May 2017, the “Accounting Standards for Business Enterprise No. 16- Government grant” has revised
and issued by Ministry of Finance. The new Standards implemented since 12 June 2017. Meanwhile, the
prospective application method shall be adopted by an enterprise for government grant on 1 January 2017; the
new government grant from 1 January 2017 to date of such Standards implemented should be adjusted in line with
the revised Standards.
The new revised Standards are implemented by the Company since 12 June 2017, main changes for the above
mentioned policy are including: pursuit to the recruitment of “Accounting Standards for Business Enterprise No.
16- Government grant” (CK [2017] No.15), the government grant with operation activity concerned should
reckoned into other income or reducing relevant cost expenses according to its essence of economic business.
Those without operation activity concerned should be reckoned into non-operation revenue & expenditure. As a
result, relevant government grant are listed in item of “other income” instead of “non-operation revenue” in the
profit statement, the ”amount occurred from Jan. to Jun. 2017“ for “non-operation revenue” decreased
1,077,854.03 Yuan, the ”amount occurred from Jan. to Jun. 2017“ for “other income” increased 1,077,854.03
Yuan; the data in comparable period listed in Financial Report of 2016 are not carry retroactively adjustment.
(2) On 28 April 2017, the “Accounting Standards for Business Enterprise No. 42 - Non-current Assets Held for
Sale, Disposal Group and Discontinuing Operation” has revised and issued by Ministry of Finance. The new
Standards implemented since 28 May 2017. Pursuit to the regulation of “Announcement on Revising and Printing
Financial Report Format for General Corporate” (CK [2017] No.30), issued by Ministry of Finance, item of
“Income from assets disposal” increased in profit statement and net profit should be listed in line with the business
continuity. Pursuit to relevant regulation of “Accounting Standards for Business Enterprise No. 30- Presentation
of Financial Statement”, data in comparable period should be adjusted. Impact on financial statement for above
mentioned standards implemented are including:
Amount listed in financial statement are adjusted in line with the regulation of “Accounting Standards for
Business Enterprise No. 42 - Non-current Assets Held for Sale, Disposal Group and Discontinuing Operation”, the
income from non-current assets disposal occurred from 1 Jan. 2017 to 31 Dec. 2017 should be listed to “Income
from Assets disposal” as (50,200.13)Yuan from “non-operation revenue” and “non-operation expenditure”; data in
comparable period should be adjusted. The income from non-current assets disposal occurred from 1 Jan. 2016 to
31 Dec. 2016 should be listed to “Income from Assets disposal” as 7,470,328.76 Yuan from “non-operation
revenue” and “non-operation expenditure”
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Changes of important accounting estimate
□ Applicable √ Not applicable
VI. Taxes
1. Type of tax and rate for main applicable tax
Taxes Basis Rate
Service income from goods sales and
VAT 17%, 11%, 6%, 5%, 3%
taxable sales
Urban maintenance and construction tax Turnover tax payable 5%、7%
Educational surtax Turnover tax payable 5%
Rate of income tax for different taxpaying body:
Taxpaying body Rate of income tax
The Company 25%
Shenbao Huacheng 15%
Including: Shantou Branch of Shenbao Huacheng 25%
Wuyuan Ju Fang Yong 25%
Shenbao Sanjing 25%
Huizhou Shenbao Science & Technology 25%
Huizhou Shenbao Food 25%
Shenbao Properties 25%
Shenbao Industrial & Trading 25%
Hangzhou Ju Fang Yong 25%
Shenbao Technology Center 25%
Fuhaitang Tea Ecology 25%
Chunshi Network 25%
Shenshenbao Investment 25%
Shenshenbao Tea Culture 25%
Yunnan Supply Chain 25%
Jufangyong Trading 25%
Shenbao Rock Tea 25%
Pu’er Tea Trading Center 25%
Shenbao Tea-Shop 25%
Fuhaitang Catering 25%
深圳市深宝实业股份有限公司 2017 年年度报告全文
2. Tax preferential and basis
Shenbao Huacheng, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise
Certification (No. GR201744203462) jointly promulgated by Shenzhen Commission on Innovation & Technology,
Shenzhen Finance Committee, Shenzhen Municipal Bureau of State Taxation and Shenzhen Municipal Bureau of
Local Taxation as at the date of 31 Oct. 2017 with a valid term of 3 years. With relevant preferential policies
adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are able to enjoy the
lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years commencing from the
year when they are deemed as qualified. Shenbao Huacheng has favored from this preferential policy from 2017
to 2019.
VII. Annotation to main items of consolidated financial statements
1. Monetary fund
In RMB
Item Closing balance Opening balance
194,650.44 207,519.80
Cash on hand
255,448,120.29 358,356,723.03
Cash in bank
318,879.68
Other monetary fund
255,961,650.41 358,564,242.83
Total
Other note
The Company did not has account pledge, freezed or has potential risks in collection ended as 31 December 2017
2. Financial assets measured by fair value and with the variation recorded into current gains/losses
In RMB
Item Closing balance Opening balance
Tradable financial assets 1,599,668.20 3,250,938.60
Equity investment 1,599,668.20 3,250,938.60
Total 1,599,668.20 3,250,938.60
Other explanation:
Closing balance refers to the 258,011 shares of A-stock under the name of “Shen Zhonghua-A”
3. Account receivable
(1) Account receivable classified according to types
In RMB
Type Closing balance Opening balance
深圳市深宝实业股份有限公司 2017 年年度报告全文
Book balance Bad debt provision Book balance Bad debt provision
Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
Ratio Ratio
Account receivable
withdrawal bad debt 78,480,0 1,286,96 77,193,06 63,476, 893,812.5 62,582,867.
provision by group of 79.49% 1.64% 75.89% 1.41%
credit risk 35.29 7.26 8.03 680.17 4
characteristics
Account receivable
with single minor
amount but 20,254,4 20,254,4 20,164, 20,164,69
20.51% 100.00% 24.11% 100.00%
withdrawal bad debt 11.14 11.14 693.05 3.05
provision for single
item
98,734,4 21,541,3 77,193,06 83,641, 21,058,50 62,582,867.
Total 100.00% 21.82% 100.00% 25.18%
46.43 78.40 8.03 373.22 5.59
Account receivable with single significant amount and withdrawal bad debt provision separately at period end:
□Applicable √ Not applicable
Account receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt reserve Accrual ratio
Sub item of within one year
Within 1 year 67,409,929.69
1-2 years 2,626,275.05 131,313.75 5.00%
2-3 years 2,710,147.67 271,014.76 10.00%
Over 3 years 5,897,591.58 884,638.75 15.00%
3-4years 3,441,293.53 516,194.04 15.00%
4-5 years 122,015.02 18,302.25 15.00%
5years above 2,334,283.03 350,142.46 15.00%
Total 78,480,035.29 1,286,967.26 1.64%
Explanation on combination determines:
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual of RMB 523,230.58; collected or switch back bad debt provision of RMB 40,357.77.
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
深圳市深宝实业股份有限公司 2017 年年度报告全文
(3) Top 5 receivables at ending balance by arrears party
Proportion in total
Name Closing balance receivables at Bad debt provision accrual
closing balance (%)
Customer 1 16,621,620.00 16.83 ---
Customer 2 6,346,741.00 6.43 ---
Customer 3 5,752,100.00 5.83 ---
Customer 4 5,427,110.36 5.50 ---
Customer 5 5,417,740.00 5.49 ---
Total 39,565,311.36 40.08 ---
4. Account paid in advance
(1) Aging analysis
In RMB
Closing balance Opening balance
Age
Amount Ratio Amount Ratio
Within 1 year 11,179,178.48 94.84% 5,357,620.52 84.75%
1-2years 128,246.97 1.09% 826,840.85 13.08%
2-3years 369,435.97 3.13% 31,530.94 0.50%
Over 3 years 110,571.40 0.94% 105,835.33 1.67%
Total 11,787,432.82 -- 6,321,827.64 --
Reasons for significant repayment with over one year age without settle:
Nil
(2) Top 5 accounts paid in advance at closing balance collected by objects
Ratio in total
account paid
Name Closing amount Time Unsettled reasons
in advance
(%)
Supplier 1 3,828,440.96 32.48 Within 1 year The contract is being
carried out
Supplier 2 1,491,643.77 12.65 Within 1 year The contract is being
carried out
Supplier 3 1,443,729.07 12.25 Within 1 year The contract is being
carried out
Supplier 4 420,553.58 3.57 Within 1 year The contract is being
carried out
Supplier 5 313,120.00 2.66 Within 1 year The contract is being
carried out
深圳市深宝实业股份有限公司 2017 年年度报告全文
Total 7,497,487.38 63.61
Other note:
Balance of account paid in advance increased 5,465,605.18 Yuan over that of period-beginning with 86.46% up,
mainly because the account paid in advance for materials to suppliers increased
5. Other account receivable
(1) Other account receivable classified according to types:
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 19,977,2 9,071,14 10,906,13 19,540, 8,634,484 10,906,134.
39.50% 45.41% 39.73% 44.19%
and withdrawal bad 83.01 8.72 4.29 618.68 .39
debt provision for
single item
Other account
receivable
withdrawal bad debt 12,872,2 466,830. 12,405,46 12,066, 329,042.6 11,737,315.
25.45% 3.63% 24.53% 2.73%
provision by group of 95.52 14 5.38 358.31 6
credit risk
characteristics
Other account
receivable with
single minor amount 17,723,4 17,723,4 17,577, 17,577,79
35.05% 100.00% 35.74% 100.00%
but withdrawal bad 55.12 55.12 795.82 5.82
debt provision for
single item
50,573,0 27,261,4 23,311,59 49,184, 26,541,32 22,643,449.
Total 100.00% 53.91% 100.00% 53.96%
33.65 33.98 9.67 772.81 2.87
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√ Applicable □ Not applicable
In RMB
Account Closing balance
receivable(units) Account receivable Bad debt reserve Accrual ratio Reasons
Changzhou Shenbao Estimated recoverable
Chacang E-commence 19,977,283.01 9,071,148.72 45.41% amount is lower than the
Co., Ltd. book balance
Total 19,977,283.01 9,071,148.72 -- --
Other receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Other accounts receivable Bad debt provision Accrual ratio
Sub item of within one year
深圳市深宝实业股份有限公司 2017 年年度报告全文
Within 1 year 7,694,660.29
1-2 years 2,579,148.76 128,957.44 5.00%
2-3 years 1,038,005.19 103,800.52 10.00%
Over 3 years 1,560,481.28 234,072.18 15.00%
3-4 years 94,896.77 14,234.51 15.00%
4-5 years 748,187.20 112,228.08 15.00%
5 years above 717,397.31 107,609.59 15.00%
Total 12,872,295.52 466,830.14 3.63%
Explanations on combination determine:
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable:
□ Applicable √ Not applicable
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 735,691.76 Yuan; the amount collected or switches back amounting to 15,463.22 Yuan
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
(3) Nature classification for other receivables
In RMB
Item Closing book balance Opening book balance
Margin and deposit 4,540,242.47 3,683,788.00
VAT rebates receivables 733,709.16 454,807.35
Intercourse funds and other 45,299,082.02 45,046,177.46
Total 50,573,033.65 49,184,772.81
(4) Top five units in other account receivable at closing balance
In RMB
Ratio in total other
Bad debt provision
Name Amount nature Closing balance Age account receivable
Closing balance
at closing balance
Changzhou 19,977,283.01 With 1 year, 1-3 39.50% 9,071,148.72
Shenbao Chacang year and above
Intercourse funds
E-commence Co.,
Ltd.
深圳市深宝实业股份有限公司 2017 年年度报告全文
1,870,811.75 Within 1 year and 3.70% 53,585.30
Shichu Mingmen Intercourse funds
1-2 year
Hangzhou Deposit 1,127,100.00 Within 1 year and 2.23% 22,875.00
Xiaoshan 1-2 year
International
Airport Co., Ltd.
Hangzhou Deposit 742,500.00 Within 1 year and 1.47% 1,000.00
Xiaoshan 1-3 year
International
Airport Zhejiang
Brigade Hotel Co.,
Ltd.
Tax refund for Tax refund 733,709.16 Within 1 year and 1.45% 1,057.17
export receivables 1-2 year
Total -- 24,451,403.92 -- 48.35% 9,149,666.19
6. Inventory
Whether the company need to comply with the disclosure requirements of the real estate industry
No
(1) Types
In RMB
Closing balance Opening balance
Items
Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
Raw materials 77,403,549.46 4,385,924.31 73,017,625.15 65,391,782.65 3,869,665.51 61,522,117.14
Goods in 28,569,954.36 264,169.09 28,305,785.27 28,856,613.35 328,209.99 28,528,403.36
process
Finished goods 44,089,811.15 1,184,370.13 42,905,441.02 40,266,937.30 1,774,575.14 38,492,362.16
Goods in transit 5,475,723.52 5,475,723.52 6,509,501.82 6,509,501.82
Materials 5,394,430.47 5,290,502.32 103,928.15 5,341,566.56 5,290,502.32 51,064.24
processed on
commission
Wrappage 5,497,605.83 5,497,605.83 6,497,436.43 649,825.76 5,847,610.67
Total 166,431,074.79 11,124,965.85 155,306,108.94 152,863,838.11 11,912,778.72 140,951,059.39
Does the Company comply with the disclosure requirement of “Information Disclosure Guidelines of Shenzhen Stock Exchange
No.4 – Listed Companies Engaged in Seed Industry and Planting Business” or not
No
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Inventory falling price reserves
In RMB
Current amount increased Current amount decreased
Type Opening balance Switch back/ Closing balance
Accrual Other Other
Written off
Raw materials 3,869,665.51 594,406.30 78,147.50 4,385,924.31
Goods in process 328,209.99 258,757.40 322,798.30 264,169.09
Finished goods 1,774,575.14 189,284.24 779,489.25 1,184,370.13
Work in
5,290,502.32 5,290,502.32
process-outsource
d
Turnover 649,825.76 649,825.76
materials
Total 11,912,778.72 1,042,447.94 1,830,260.81 11,124,965.85
(3) Explanation on inventories with capitalization of borrowing costs included at ending balance
Nil
(4) Assets unsettled formed by construction contract which has completed at period-end
In RMB
Item Amount
Other note:
Nil
7. Other current assets
In RMB
Item Closing balance Opening balance
VAT input tax ready for deduction 2,712,300.53 1,949,954.58
Financial products held to maturity within
9,350,000.00
one year
Other 46,194.46
Total 2,758,494.99 11,299,954.58
Other note
深圳市深宝实业股份有限公司 2017 年年度报告全文
8. Financial assets available for sale
(1) Financial assets available for sale
In RMB
Closing balance Opening balance
Item Depreciation Depreciation Depreciation
Book balance Book balance Book balance
reserves reserves reserves
Instrument equity
17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
available for sale:
Measured by cost 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
Total 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
(2) Financial assets available for sale measured by fair value at period-end
In RMB
Instrument equity Instrument debt available
Type Total
available for sale for sale
(3) Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
share-holdi Current
Investee
Opening Current Current Closing Opening Current Current Closing ng in cash
unit
balance increased decreased balance balance increased decreased balance invested dividend
entity
Shenzhen
Sanjiu 2,480,000. 2,480,000. 2,480,000. 2,480,000.
Weitai 0.95%
Capsules 00 00 00
Co., Ltd.
Shenzhen
Tianji
Photoelect
ric 15,000,000 15,000,000 15,000,000 15,000,000
3.77%
Technolog .00 .00 .00 .00
y
Industrial
Co., Ltd.
Beijing
Tiantan 57,500.00 57,500.00
Co., Ltd.
17,537,500 17,537,500 17,480,000 17,480,000
Total --
.00 .00 .00 .00
(4) Change of financial assets depreciation for sale during reporting period
In RMB
深圳市深宝实业股份有限公司 2017 年年度报告全文
Instrument equity Instrument debt
Type Total
available for sale available for sale
(5) Fair value of the available-for-sale equity instrument drops significantly or not contemporarily without
depreciation reserves accrued
In RMB
Decline range of
Equity instrume Times continued
fair value Amount accrual Reasons for
nts project Investment cost Ending fair value to declined
compare with the for impairment un-accrual
available for sale (Month)
cost
Other note
Nil
9. Long-term equity investment
In RMB
-,+ in the Period
Ending
Other Cash
Investme balance
Opening Additiona comprehe dividend Closing
Investee nt gains Other of
book l Capital nsive or profit Impairme book
unit recognize equity Other impairme
balance investmen reduction income announce nt accrual balance
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
Shenzhen
Shenbao
(Xinmin) 2,870,000 2,870,000 2,870,000
Foods .00 .00 .00
Co.,
Ltd*1
Changzho
u
Shenbao
Chacang
E-comme
nce Co.,
Ltd *2
Shenzhen
Shenbao
(Liaoyuan
) 57,628.53 57,628.53 57,628.53
Industrial
Co.,
Ltd.*1
深圳市深宝实业股份有限公司 2017 年年度报告全文
Shenzhen
Shenbao
Ma Nan 1,057,570 1,054,948
-2,622.10
Bio-techn .23 .13
ology
Co., Ltd.
Shenzhen
Shichumi
ngmen
Restauran
t
Managem
ent Co.,
Ltd.
Guangzho
u
Shenbao 4,808,911 -306,318. -308,911. 4,193,681
Mendao .40 47 40 .53
Tea Co.,
Ltd.
8,794,110 -308,940. -308,911. 8,176,258 2,927,628
Subtotal
.16 57 40 .19 .53
8,794,110 -308,940. -308,911. 8,176,258 2,927,628
Total
.16 57 40 .19 .53
Other explanation
*1: these two companies have been established for a long time. At the current stage, their business licenses have
been revoked. Impairment provision is made in full due to absence of settlement.
*2: the long term equity investment in Changzhou Shenbao Tea Storage E-commerce Company is measured at
equity method. Due to that the company recorded serious losses, book balance for this long term equity
investment is treated with nil.
10. Investment real estate
(1) Investment real estate measured at cost
√ Applicable □ Not applicable
In RMB
Item House and building Land use right Construction in process Total
I. Total original book
value
1． Opening balance 19,834,643.51 19,834,643.51
2． Current amount
increased
(1) Purchase
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Stock\fixed assets
\Transfer-in from
construction in process
(3) Increased by
combination
3． Current amount
decreased
(1) Disposal
(2) Other transfer-out
4． Closing balance 19,834,643.51 19,834,643.51
II. accumulated
depreciation and
accumulated
amortization
1． Opening balance 961,778.15 961,778.15
2． Current amount
471,590.33 471,590.33
increased
(1) Accrual or
471,590.33 471,590.33
amortization
3． Current amount
decreased
(1) Disposal
(2) Other transfer-out
4． Closing balance 1,433,368.48 1,433,368.48
III. impairment provision
1． Opening balance
2． Current amount
increased
(1) Accrual
3． Current amount
decreased
(1) Disposal
(2) Other transfer-out
4． Closing balance
IV. Book value Total
1. Ending book value 18,401,275.03 18,401,275.03
2.Openingbook value 18,872,865.36 18,872,865.36
(2) Investment real estate measured by fair value
□ Applicable √ Not applicable
(3) Certificate of title un-completed
In RMB
Item Book value Reasons
深圳市深宝实业股份有限公司 2017 年年度报告全文
Other note
At the end of the period, there was no case that the recoverable amount of the investment real estate was lower than its book value, so
no provision for asset impairment was made.
11. Fixed assets
(1) Fixed assets
In RMB
Machinery Transportation
Item House & buildings Other equipment Total
equipment facilities
I. Total original book
value
1. Opening balance 256,205,988.92 233,505,726.87 7,402,854.55 15,961,444.60 513,076,014.94
2. Current amount
48,653.88 617,155.20 91,948.71 1,412,714.67 2,170,472.46
increased
(1) Purchase 48,653.88 617,155.20 91,948.71 1,412,714.67 2,170,472.46
(2) Transfer-in from
construction in
process
(3) Increased by
combination
3. Current amount
378,430.00 288,496.68 666,926.68
decreased
(1) Disposal or scrap 378,430.00 288,496.68 666,926.68
4. Closing balance 256,254,642.80 234,122,882.07 7,116,373.26 17,085,662.59 514,579,560.72
II. accumulated
depreciation
1. Opening balance 29,168,595.82 133,139,998.42 4,372,504.62 7,736,906.67 174,418,005.53
2. Current amount
7,019,246.26 11,653,414.02 590,199.67 2,036,030.02 21,298,889.97
increased
(1) Accrual 7,019,246.26 11,653,414.02 590,199.67 2,036,030.02 21,298,889.97
3. Current amount
347,724.13 176,256.92 523,981.05
decreased
(1) Disposal or scrap 347,724.13 176,256.92 523,981.05
4. Closing balance 36,187,842.08 144,793,412.44 4,614,980.16 9,596,679.77 195,192,914.45
III. impairment
provision
1. Opening balance 1,355,290.18 4,288,951.37 5,644,241.55
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal or scrap
4. Closing balance 1,355,290.18 4,288,951.37 5,644,241.55
IV. Book value Total
1. Ending book
218,711,510.54 85,040,518.26 2,501,393.10 7,488,982.82 313,742,404.72
value
深圳市深宝实业股份有限公司 2017 年年度报告全文
2.Openingbook
225,682,102.92 96,076,777.08 3,030,349.93 8,224,537.93 333,013,767.86
value
(2) Temporarily idle fixed assets
In RMB
Accumulated Provision for
Item Original book value Book value Note
depreciation impairment
(3) Fixed assets acquired by financing lease
In RMB
Accumulated
Item Original book value Provision for impairment Book value
depreciation
(4) Fixed assets acquired by operating lease
In RMB
Item Ending book value
(5) Certificate of title un-completed
In RMB
Item Book value Reasons
House and building 1,711,311.00 In progress
Other note
In consideration of the recoverable amount and book value of the production equipment and structures involved in the removal of
Shenbao Huacheng, the Company made corresponding provision for impairment of fixed assets; in addition, the Company believed
that the remaining fixed assets had no signs of impairment.
12. Construction in process
(1) Construction in process
In RMB
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Shenbao Plaza
3,842,333.64 3,842,333.64 3,842,333.64 3,842,333.64
project
Other 1,038,108.65 903,189.74 134,918.91 957,764.08 903,189.74 54,574.34
Total 4,880,442.29 4,745,523.38 134,918.91 4,800,097.72 4,745,523.38 54,574.34
深圳市深宝实业股份有限公司 2017 年年度报告全文
(2) Changes of major construction in process
In RMB
Includin
Proporti g:
Accumul
Other on of amount Interest
ated
Transfer- decrease Closing project of capitaliz Capital
Opening Current
Projects Budget in fixed Progress capitaliz
balance increased
assets d in the balance investme capitaliz ation rate resources
ation of
Period nt in ation of in Period
interest
budget interest
in Period
(3) The provision for impairment of construction projects
In RMB
Item Provision amount Reason
Other note
Nil
13. Productive biological assets
(1) Productive biological assets measured by cost
√ applicable □ not applicable
In RMB
Item Plant Livestock Forestry Fisheries Total
Tea tree
I. Total original book
value
1. Opening balance 426,463.64 426,463.64
2. Current amount
increased
(1) Purchase
(2)self-cultivate
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance 426,463.64 426,463.64
II. accumulated
9,692.36 9,692.36
depreciation
1. Opening balance
2. Current amount
9,692.36 9,692.36
increased
(1) Accrual 9,692.36 9,692.36
深圳市深宝实业股份有限公司 2017 年年度报告全文
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance 19,384.72 19,384.72
III. impairment
provision
1. Opening balance
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance
IV. Book value Total
1. Ending book
416,771.28 416,771.28
value
2.Openingbook
426,463.64 426,463.64
value
(2) Productive biological assets measured by fair value
□ Applicable √ Not applicable
14. Intangible assets
(1) Intangible assets
In RMB
Item Land using right Patent Un-patent tech Other Total
I. Total original book
value
1. Opening balance 172,549,352.87 46,260,818.89 3,690,648.83 22,871,704.98 245,372,525.57
2. Current amount
3,900.00 1,469,089.04 1,472,989.04
increased
Purchase 3,900.00 1,469,089.04 1,472,989.04
(2) internal R&D
(3) Increased by
combination
3. Current amount
decreased
(1) Disposal
4. Closing balance 172,549,352.87 46,264,718.89 5,159,737.87 22,871,704.98 246,845,514.61
II. accumulated
depreciation
深圳市深宝实业股份有限公司 2017 年年度报告全文
1. Opening balance 25,205,877.83 20,292,151.69 1,000,768.43 3,195,374.04 49,694,171.99
2. Current amount
3,504,439.32 2,075,736.57 590,379.04 659,697.37 6,830,252.30
increased
(1) Accrual 3,504,439.32 2,075,736.57 590,379.04 659,697.37 6,830,252.30
3. Current amount
decreased
(1) Disposal
4. Closing balance 28,710,317.15 22,367,888.26 1,591,147.47 3,855,071.41 56,524,424.29
III. impairment
provision
1. Opening balance
2. Current amount
1,869,502.01 1,130,341.88 2,999,843.89
increased
(1) Accrual 1,869,502.01 1,130,341.88 2,999,843.89
3. Current amount
decreased
(1) Accrual
4. Closing balance 1,869,502.01 1,130,341.88 2,999,843.89
IV. Book value Total
1. Ending book
143,839,035.72 22,027,328.62 2,438,248.52 19,016,633.57 187,321,246.43
value
2.Openingbook
147,343,475.04 25,968,667.20 2,689,880.40 19,676,330.94 195,678,353.58
value
Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end was 0.00%.
(2) Land use rights without certificate of ownership
In RMB
Reason of not complete the property
Item Book value
certificate
Other note:
(1) No intangible asset was used for mortgage or guarantee at the end of the period.
(2) The main reasons for impairment provision for intangible assets of the Company in the current year were: 1) Pu'er Tea Exchange
received a notice of rectification from the Yunnan Provincial Clearing Office, and the Company rectified the trading system, which
made the original trading system could not be used and the recoverable amount lower than its book value, the Company made
corresponding provision for impairment of RMB 1,130,341.88; 2) As some proprietary technology of the Company has no use value
and the product production of the Company has not been put into the Company’s product production, which caused the recoverable
amount of this proprietary technology was lower than its book value, the Company has made provision for impairment of RMB
1,869,502.01 for such proprietary technology.
Except for the above situations, the Company believed that there were no indications of impairment for the remaining intangible
assets.
深圳市深宝实业股份有限公司 2017 年年度报告全文
15. Goodwill
(1) Original book value of goodwill
In RMB
The invested
Opening balance Increase during the year Decreased during the year Closing balance
entity or items
Pu’er Tea Trading
673,940.32 673,940.32
Center
Total 673,940.32 673,940.32
(2) Goodwill depreciation reserves
In RMB
The invested
Opening balance Increase during the year Decreased during the year Closing balance
entity or items
Pu’er Tea Trading
673,940.32 673,940.32
Center
Explain process of impairment test, index and determination:
Other note
Hangzhou Ju Fang Yong, a subsidiary of the Company, funded and purchased 15.00% stake of Yunnan Pu’er Tea
Exchange held by Yunnan Heng Feng Xiang Investment Co., Ltd. in May 2016. After the completion of the
purchase, the Company got command of Yunnan Pu’er Tea Exchange. The balance between the combined cost
and the fair value of net assets on the combining date formed goodwill of RMB 673,940.32.
16. Long-term deferred expense
In RMB
Item Opening balance Current increased Current amortization Other decreased Closing balance
Decoration charge
6,976,452.89 2,358,114.50 3,703,908.47 5,630,658.92
for office rented-in
Affiliated project of
resident area in 699,319.22 309,363.22 389,956.00
Jufangyong Wuyuan
Reform of tea park
22,666.65 15,999.99 6,666.66
in Wuyuan
Reform project of
1,680,033.10 223,233.63 848,602.80 1,054,663.93
warehouse
Lease of workshop
225,350.00 765,369.60 257,240.40 733,479.20
and office building
Other 3,708,367.73 171,794.54 558,819.18 3,321,343.09
深圳市深宝实业股份有限公司 2017 年年度报告全文
Total 13,312,189.59 3,518,512.27 5,693,934.06 11,136,767.80
Other note
Nil
17. Deferred income tax assets and deferred income tax liability
(1) Deferred income tax assets without offset
In RMB
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
differences assets differences assets
Impairment provision for
19,149,097.09 4,784,661.61 19,564,737.19 4,830,556.06
assets
Unrealized profits in
2,518,115.62 629,528.91
internal transactions
Deferred income 441,538.48 110,384.62 570,769.24 142,692.31
Total 22,108,751.19 5,524,575.14 20,135,506.43 4,973,248.37
(2) Deferred income tax liability without offset
In RMB
Closing balance Opening balance
Taxable temporary Deferred income tax Taxable temporary Deferred income tax
Item
differences liability differences liability
Asset evaluation
increment of enterprise
4,460,386.00 1,115,096.50 4,445,245.52 1,111,311.38
combine under different
control
Change of fair value for
the financial assets 518,602.11 129,650.53 2,169,872.52 542,468.13
available for sale
Total 4,978,988.11 1,244,747.03 6,615,118.04 1,653,779.51
(3) Deferred income tax assets and deferred income tax liabilities listed after off-set
In RMB
Ending balance of Trade-off between the Opening balance of
Trade-off between the
deferred income tax deferred income tax deferred income tax
Item deferred income tax
assets or liabilities after assets and liabilities at assets or liabilities after
assets and liabilities
off-set period-begin off-set
Deferred income tax
5,524,575.14 4,973,248.37
assets
Deferred income tax
1,244,747.03 1,653,779.51
liabilities
深圳市深宝实业股份有限公司 2017 年年度报告全文
(4) Details of uncertain deferred income tax assets
In RMB
Item Closing balance Opening balance
Deductible temporary differences 74,575,918.49 70,745,263.45
Losses deductible 125,382,554.44 55,242,461.48
Total 199,958,472.93 125,987,724.93
(5) Deductible losses of un-recognized deferred income tax assets expired on the followed year
In RMB
Year Ending amount Opening amount Note
Other note:
Nil
18. Other non-current assets
In RMB
Item Closing balance Opening balance
Prepaid for equipment 484,108.52
total 484,108.52
Other explanation:
Nil
19. Short-term loans
(1) Short-term loans
In RMB
Type Closing balance Opening balance
Guarantee loan 10,000,000.00 5,000,000.00
Total 10,000,000.00 5,000,000.00
Note:
According to the “Liquidity Loan Contract” numbered 81010120170000072 signed by the Company with the Agricultural Bank of
China Co., Ltd. Shenzhen Branch on January 11, 2017, the Shenzhen Branch of China Agricultural Bank Co., Ltd. provided a loan of
RMB 1,000 million to the Company. In order to ensure that the loan contract can be repaid, Shenbao Huacheng, a subsidiary of the
Company, provided joint and several liability guarantees.
(2) Overdue short-term loans without payment
RMB 0 short-term loans over due without paid at period-end, including follow major amount:
深圳市深宝实业股份有限公司 2017 年年度报告全文
In RMB
Loan unit Closing balance Loan rate Overdue time Overdue interest
Other note:
Nil
20. Account payables
(1) Account payables
In RMB
Item Closing balance Opening balance
Material payable 21,674,392.61 12,787,679.00
Trade accounts payable 1,494,694.23 2,840,985.32
Other 376,987.31 153,623.97
Total 23,546,074.15 15,782,288.29
(2) Major accounts payable with age over 1 year
In RMB
Name Closing balance Reasons of outstanding or carry-over
Supplier 1 518,655.52 Uncertain whether need to be paid
Supplier 2 515,892.30 Uncertain whether need to be paid
Total 1,034,547.82 --
Other note:
Nil
21. Account received in advance
(1) Account received in advance
In RMB
Item Closing balance Opening balance
Within 1 year 1,949,897.16 1,582,442.08
1-2 years 132,674.36 20,824.77
2-3 years 7,378.31 1,175.11
Over 3 years 776,338.78 775,382.17
Total 2,866,288.61 2,379,824.13
深圳市深宝实业股份有限公司 2017 年年度报告全文
22. Wages payable
(1) Wages payable
In RMB
Item Opening balance Current increased Current decreased Closing balance
I. Short-term
16,013,302.23 73,611,205.97 75,491,957.89 14,132,550.31
compensation
II. After-service
welfare-defined 266,404.61 5,381,256.59 5,394,878.61 252,782.59
contribution plans
Total 16,279,706.84 78,992,462.56 80,886,836.50 14,385,332.90
(2) Short-term compensation
In RMB
Item Opening balance Current increased Current decreased Closing balance
1. Wage, bonus,
13,926,638.79 60,566,887.55 62,789,163.39 11,704,362.95
allowance and subsidy
2. Employees’ welfare 6,363,425.38 6,363,425.38
3. Social insurance
37,917.96 2,122,656.19 2,141,384.45 19,189.70
charges
Including: basic medical
33,867.62 1,804,984.85 1,822,432.49 16,419.98
insurance premium
Industrial injury
insurance 747.55 156,104.49 156,049.57 802.47
premiums
Maternity
insurance 3,302.79 161,566.85 162,902.39 1,967.25
premiums
4. Housing public reserve 3,200,616.87 3,200,616.87
5. Trade union fee and
2,048,745.48 1,357,619.98 997,367.80 2,408,997.66
education fee
Total 16,013,302.23 73,611,205.97 75,491,957.89 14,132,550.31
(3) Defined contribution plans
In RMB
Item Opening balance Current increased Current decreased Closing balance
1. Basic endowment
262,640.68 5,250,054.98 5,261,708.51 250,987.15
insurance premiums
2. Unemployment
3,763.93 131,201.61 133,170.10 1,795.44
insurance premiums
Total 266,404.61 5,381,256.59 5,394,878.61 252,782.59
Other note:
Nil
23. Tax payable
In RMB
深圳市深宝实业股份有限公司 2017 年年度报告全文
Item Closing balance Opening balance
VAT 1,504,443.80 875,568.98
Enterprise income tax 3,486,792.17 24,416,713.98
Personal income tax 466,035.81 549,066.33
Urban maintenance and construction tax 65,591.62 36,241.36
House property tax 332,637.65 148,805.39
Surtax for education expenses 54,877.18 26,677.72
Use tax of land 615,768.07 125,174.33
Other tax fee 79,040.14 166,890.44
Total 6,605,186.44 26,345,138.53
Other note:
Balance of tax payable decreased 19,739,952.09 Yuan over that of period-beginning with 74.93 % down, mainly
because the payable enterprise income tax declined
24. Dividend payable
In RMB
Name Closing balance Opening balance
Other 2,909,182.74 2,909,182.74
Total 2,909,182.74 2,909,182.74
Other note, including payable dividend unpaid with over one year, disclosure reasons:
Nil
25. Other account payables
(1) Listed by age
In RMB
Item Closing balance Opening balance
Deposit and margin 618,257.53 2,090,774.94
Engineering quality retention money and
1,121,662.69 17,097.62
fund of tail
Intercourse funds and other 19,592,619.66 38,588,210.38
Fund lending 11,480,398.73 5,423,607.31
Total 32,812,938.61 46,119,690.25
(2) Significant other payable with over one year age
In RMB
Item Closing balance Reasons of un-paid or carry-over
深圳市深宝实业股份有限公司 2017 年年度报告全文
Shenzhen Investment Management
3,510,297.20 Historical payment
Company
Total 3,510,297.20 --
Other note
Nil
26. Deferred income
In RMB
Increase during the Decreased during the
Item Opening balance Closing balance Causes
year year
Government grants 12,335,552.15 2,300,000.00 1,772,412.34 12,863,139.81
Total 12,335,552.15 2,300,000.00 1,772,412.34 12,863,139.81 --
Items involving governance grants:
In RMB
Amount Amount with
Grants Amount Assets-relate
Opening reckoned into costs Other Ending
Liability increased in reckoned into d/income-rela
balance non-operating reduction in changes balance
the Period other revenue ted
revenue the period
(1) Subsidy for
tea seeding of
Assets-relate
New Tea 48,348.52 1,109.28 47,239.24
d
Garden in
Wangkou
(2)
Construction
amount for 50 Assets-relate
750,000.00 125,000.00 625,000.00
tons for clearly d
processing for
Mingyou tea
(3)
Industrializatio
Assets-relate
n project of 2,477,028.41 196,445.87 2,280,582.54
d
instant tea
power
(4) Special
fund project of
strategic Assets-relate
20,123.05 20,123.05
emerging d
industry
development
(5) Base of 1,650,000.00 275,000.00 1,375,000.00 Assets-relate
深圳市深宝实业股份有限公司 2017 年年度报告全文
further d
processing for
tea and nature
plants
(6) Enterprise
technology
center is a
municipal
Assets-relate
R&D center. 2,395,350.11 204,024.47 2,191,325.64
d
Subsidies for
industrial
technological
advancement
(7) Subsidies
for key
technology
Assets-relate
research and 181,501.23 14,245.01 167,256.22
d
industrializatio
n of instant tea
powder
(8) Subsidy of
Guangdong
Assets-relate
–Agricultural 1,120.58 1,120.58
d
public relation
project
(9) Special
funds for
Shenzhen
strategic
emerging
industrial
Assets-relate
development 4,241,311.01 351,209.03 3,890,101.98
d
(deep
processing of
natural plant
project)
(Shen Fa Gai
No. 20131601)
(10) Project
grants for
years for Assets-relate
570,769.24 129,230.76 441,538.48
agricultural d
district, Xihu
Zone
深圳市深宝实业股份有限公司 2017 年年度报告全文
(11) Key
technology
research and
development
for the
preparation
of Assets-relate
250,000.00 250,000.00
high-quality d
aroma
extracts
based on the
use of tea
aroma
precursors
(11) Key
technology
research and
development
for the
preparation
of Income-relate
550,000.00 25,200.00 524,800.00
high-quality d
aroma
extracts
based on the
use of tea
aroma
precursors
(12) Finance Income-relate
1,500,000.00 429,704.29 1,070,295.71
Discount d
12,335,552.1 12,863,139.8
Total 2,300,000.00 1,342,708.05 429,704.29 --
5
Other note:
The amount in the current profit and loss of the current period included other income of RMB 1,342,708.05, offsetting the financial
charge – interest expense of RMB 429,704.29.
(1) Shenbao Technology Center, a subsidiary of the Company, received a subsidy of RMB 800,000 for key technology research and
development for the preparation of high-quality aroma extracts based on the use of tea aroma precursors, of which, the amount of
government grants related to assets was RMB 250,000, and the amount of government grants related to income was RMB 550,000.
As of December 31, 2017, the remaining amortization amount of the project was 774,800.00 Yuan.
(2) Pu’er Tea Exchange, a subsidiary of the Company, received a loan subsidy for financial discount of 1.5 million Yuan which was
used for the subsidy of one-year loan interest, up to December 31, 2017, the remaining amortization amount of the fund was RMB
1,070,295.71.
深圳市深宝实业股份有限公司 2017 年年度报告全文
27. Share capital
In RMB
Increased (decreased) in this year +,-
Opening Shares Closing
New shares
balance Bonus shares converted from Other Sub-total balance
issued
public reserve
Total shares 451,620,276.00 45,162,027.00 45,162,027.00 496,782,303.00
Other note:
The increase in this period was based on the 2016 annual equity allocation plan reviewed and approved at the shareholders’ meeting
on May 15, 2017, took the general capital of 451,620,276 shares up to the December 31, 2016 as the cardinal number, and distributed
cash dividend of 0.50 Yuan (tax included) and bonus stock of 1 share per 10 shares to all shareholders. After the transfer, the capital
stock increased to 496,782,303 shares.
28. Capital reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Capital premium (Share
366,706,783.36 8,526,370.90 358,180,412.46
capital premium)
Other capital reserve 465,234.43 353,709.39 818,943.82
Total 367,172,017.79 353,709.39 8,526,370.90 358,999,356.28
Other instructions, including changes in the current period, reasons for the change:
The increase in capital reserve during the period was mainly as said in Note XII (v) 4, Shenzhen Nongdimei Investment Management
Co., Ltd. exempted all interests and penalties of 5,250,000.00 Yuan under the creditor's rights of Shenshenbao Tea Culture, involving
an exemption amount of 353,709.39 Yuan.
The decrease in capital reserve during the period was mainly as said in Note VIII (ii),
Shenshenbao Investment, a wholly-owned subsidiary of the Company, purchased 35% equity of Shenshenbao Tea Culture, a
sub-subsidiary of the Company, held by Shenzhen Nongdimei Investment Management Co., Ltd. in July 2017. After the completion
of the transaction, the Company holds 100% equity of Shenshenbao Tea Culture. The purchase cost difference between the purchase
cost and the net identifiable assets that calculated by the newly acquired equity ratio and confirmed to enjoy the continuous
calculation of the subsidiary since the trading day made changes and reductions to capital surplus - share premium of RMB
8,526,370.90.
29. Surplus reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Statutory surplus
54,736,482.14 54,736,482.14
reserves
Total 54,736,482.14 54,736,482.14
Other explanation, including changes and reasons for changes:
深圳市深宝实业股份有限公司 2017 年年度报告全文
Nil
30. Retained profit
In RMB
Item This period Last period
Retained profit at the end of the previous year
158,239,612.94 66,684,572.93
before adjustment
Total retained profit at the beginning of the
158,239,612.94 66,684,572.93
previous year before adjustment
Add: net profit attributable to shareholder of
-54,094,136.23 96,620,658.92
parent company
Less: Exact Statutory surplus reserves 5,065,618.91
Dividend for common shares payable 22,581,013.80
Dividend of common shares transferred 45,162,027.00
Retained profit at the begin of the year after
36,402,435.91 158,239,612.94
adjustment
Details about adjusting the retained profits at the beginning of the period:
1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained
profits at the beginning of the period amounting to 0 Yuan.
2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan.
3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan
4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan.
5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan
31. Operating income and Operating cost
In RMB
Current Period Last Period
Items
Income Cost Income Cost
Main operating 309,938,912.94 241,493,465.56 272,006,653.37 204,219,662.05
Other operating 5,823,795.41 4,403,705.50 1,376,989.62 428,959.36
Total 315,762,708.35 245,897,171.06 273,383,642.99 204,648,621.41
32. Tax and surcharges
In RMB
Item Current Period Last Period
City maintenance and construction tax 1,154,088.32 829,809.31
Educational fee and extra 950,299.68 710,040.82
Property tax 1,878,194.17 1,151,822.10
Land use tax 1,304,584.36 947,059.82
深圳市深宝实业股份有限公司 2017 年年度报告全文
Stamp tax 215,496.75 328,871.37
Business tax 202,687.52
Land VAT -3,032,266.26
Total 5,502,663.28 1,138,024.68
Other note:
Nil
33. Sales expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
17,251,663.99 17,099,490.56
costs
Rental and utilities 10,339,593.09 6,931,097.53
Depreciation and amortization expenses 4,354,736.43 4,603,006.75
Goods transport miscellaneous expenses 6,690,253.93 7,101,137.97
Sales discounts, promotion fee and
448,776.63 3,307,664.72
advertising expenses
Daily office expenses 2,692,881.33 3,300,290.98
Others 2,283,122.50 1,995,700.81
Total 44,061,027.90 44,338,389.32
Other note:
Nil
34. Management expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
41,674,666.84 41,380,568.58
costs
Rental and utilities 2,295,965.86 1,598,542.00
Depreciation and amortization expenses 15,351,388.04 16,635,053.33
Intermediary and disclosure expenses 4,267,573.16 8,090,745.89
Tax and fee 883,847.68
Daily office expenses 8,570,788.74 10,674,641.10
Planning and design fee 3,418,551.89
Others 3,968,300.36 3,438,739.00
Total 76,128,683.00 86,120,689.47
Other note:
Nil
深圳市深宝实业股份有限公司 2017 年年度报告全文
35. Financial expenses
In RMB
Category Current Period Last Period
Interest expense 644,633.75 1,036,025.00
Less: interest income 3,118,313.19 1,913,379.90
Exchange loss 836,679.69 -570,381.60
Others 327,473.42 265,500.45
Total -1,692,626.33 -1,182,236.05
Other note:
Nil
36. Asset impairment loss
In RMB
Item Current Period Last Period
I. Bad debt losses 1,203,101.35 1,465,766.13
II. Inventory falling price loss 1,042,447.94 1,837,529.44
VII. Impairment loss of fixed assets 2,997,128.86
XII. Impairment loss of intangible assets 2,999,843.89
XIII. Impairment loss of goodwill 673,940.32
Total 5,919,333.50 6,300,424.43
Other note:
Nil
37. Gains /losses from change of fair value
In RMB
Source of gains from change of fair value Current Period Last Period
Financial assets measured by fair value and
with its variation reckoned into current -1,651,270.40 -335,414.30
gains/losses
Total -1,651,270.40 -335,414.30
Other note:
Nil
38. Investment gains
In RMB
Item Current Period Last Period
深圳市深宝实业股份有限公司 2017 年年度报告全文
Long-term equity investment gains recognized
-308,940.57 -2,465,646.48
under equity method
Investment income from disposal of long-term
164,137,208.00
equity investment
Earnings from financing products 2,706,034.95 821,891.58
Total 2,397,094.38 162,493,453.10
Other note:
Nil
39. Asset disposal income
In RMB
Source of asset disposal income Current Period Last Period
Profit or loss for the disposal of fixed
-50,200.13 7,470,328.76
assets
40. Other income
In RMB
Source of other income Current Period Last Period
Amortization of deferred income 1,342,708.05
Supporting fund of energy-saving &
emission reduction for voluntary clean 150,000.00
production project
Industrial Development Grants of Xihu
Longjing” -2017 city-level from Xihu 110,000.00
District
Grants of processing enterprise
(district-level) for Xihu Longjing Tea for 40,000.00
year of 2016
Steady post subsidy 128,546.81
Special fund of the development for
independent innovation industry in 200,000.00
Nanshan District for year of 2017
Grants of “Quality agriculture creation
project”- City –level for year of 2016 in 70,000.00
Xihu District (XN (2017) No.50)
Award for Three products & One standards 30,000.00
Provincial enterprise technology center
certification award for year of 2016 from 100,000.00
Commission of Industry & Information of
深圳市深宝实业股份有限公司 2017 年年度报告全文
Wuyuan County
Supporting fund for intellectual property
rights from Market & Quality Supervision 6,000.00
& Management Committee
Total of government subsidies 2,177,254.86
41. Non-operating income
In RMB
Amount included in the
Item Current Period Last Period current non-recurring profit
and loss
Government grants 4,000,648.87
Other 524,245.69 639,571.97 524,245.69
Liquidation 3,733,754.39
Performance compensation 4,602,150.81
Total 524,245.69 12,976,126.04 524,245.69
Government subsidy reckoned into current gains/losses:
In RMB
Whether the
impact of
Whether Assets
Issuing subsidies on Amount of Amount of
Item Issuing cause Property type special related/Incom
subject the current this period last period
subsidies e related
profit and
loss
Deferred
income 1,295,155.18 Assets related
transfer-in
Subsidy for
Wuyuan
national
County
commitment
Gan po 555 Committee
to safeguard
excellence Organization
certain public Income
projects Department Award No No 500,000.00
utilities or related
funded of the
socially
(second year) Communist
necessary
Party of
product
China
supply
Market Subsidy for
Shenzhen
Supervision industries the
Market Income
Bureau - Subsidy country No No 22,000.00
Supervisory related
Patent funded encourage
Authority
subsidies and support
深圳市深宝实业股份有限公司 2017 年年度报告全文
