1、深圳南山热电股份有限公司 2015年半年度报告全文 1 Shenzhen Nanshan Power Co.,Ltd.SEMI-ANNUAL REPORT 2015 2015-061 August 2015深圳南山热电股份有限公司 2015年半年度报告全文 2 Section I.Important Notice,Contents and Paraphrase Board of Directors,Supervisory Committee,all directors,supervisors and senior executives of Shenzhen Nanshan Power Co.
2、,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.Name o
3、f director absent Title for absent director Reasons for absent Attorney Chen Lihong Director Cause for work Li Hongsheng Lin Qing Director Cause for work Wu Dongxiang Wang Xiaodong Independent director Cause for work Li Zheng The Company has no plans of cash dividend distributed,no bonus shares and
4、has no share converted from capital reserve either.Chairman Yang Haixian,principal of the Company,Director GM Wu Dongxiang,person in charger of accounting works,CFO Huang Jian and Financial Manager Gan Baoshan,person in charge of accounting organ(accounting principal)hereby confirm that the Financia
5、l Report of Semi-Annual Report 2015 is authentic,accurate and complete.The report has been prepared in both Chinese and English,for any discrepancies,the Chinese version shall prevail.Please read the full report seriously。Concerning the forward-looking statements with future planning involved in the
6、 Semi-Annual Report,they do not constitute a substantial commitment for investors.Investors are advised to exercise caution of investment risks.深圳南山热电股份有限公司 2015年半年度报告全文 3 Content Semi-Annual Report 2015.1 Section I Important Notice,Contents and Paraphrase.4 Section II Company Profile.5 Section III
7、Accounting data and summary of finnaical indexes.7 Section IV Report of the Board of Directors.9 Section V Important Events.18 Section VI Changes in shares and particular about shareholders.27 Section VII Preferred Stock.31 Section VIII Directors,Supervisors and Senior Executives.32 Section IX Finan
8、cial Report.33 Section X Documents Available for Reference.33 深圳南山热电股份有限公司 2015年半年度报告全文 4 Paraphrase Items Refers to Definition Company,the Company,Shen Nan Dian Refers to Shenzhen Nanshan Power Co.,Ltd.Shen Nan Dian Zhongshan Co Refers to Shen Nan Dian(Zhongshan)Electric Power Co.,Ltd.Shen Nan Dian
9、 Dongguan Co Refers to Shen Nan Dian(Dongguan)Weimei Electric Power Co.,Ltd Shen Nan Dian Engineering Co.,Refers to Shenzhen Shennandian Turbine Engineering Technology Co.,Ltd.Shen Nan Dian Envionment Protection Co.,Refers to Shenzhen Shen Nan Dian Envionment Protection Co.,Ltd.Server Co.,Refers to
10、Shenzhen Server Petrochemical Supplying Co.,Ltd.New Power,New Power Co.,Refers to Shenzhen New Power Industrial Co.,Ltd.Singapore Company Refers to Shen Nan Energy(Singapore)Co.,Ltd.Nanshan Power Factory Refers to Nanshan Power Factory of Shenzhen Nanshan Power Co.,Ltd.Zhongshan Nam Long Power Plant
11、 Refers to Zhongshan Nam Long Power Plant of Shen Nan Dian(Zhongshan)Electric Power Co.,Ltd.Dongguan Gaobu Power Plant Refers toDongguan Gaobu Power Plant of Shen Nan Dian(Dongguan)Weimei Electric Power Co.,Ltd.Shenzhong Properties Company Refers to Zhongshan Shenzhong Real Estate Investment Propert
12、ies Co.,Ltd.Shenzhong Real Estate Company Refers to Zhongshan Shenzhong Real Estate Development Co.,Ltd.Syndisome Company Refers to Hong Kong Syndisome Co.,Ltd.Jiangxi Nuclear Power Company Refers to CPI Jiangxi Nuclear Power Co.,Ltd.Energy Group Refers to Shenzhen Energy Group Co.,Ltd.Paipu Technol
13、ogy Refers to Shenzhen Paipu Energy Technology Development Co.,LTD.NAM HOI Refers to HONG KONG NAM HOI(INTERNATIONAL)LTD.Guangju Holding Refers to Shenzhen Guangju Investment Holding Co.,Ltd.HK Tengda Refers to Tengda Property Co.,LTD.Shenzhen Guoneng International Trading Refers to Shenzhen Guoneng
14、 International Trading Co.,LTD.Hong Kong Energy Refers to Shenzhen Energy(Hong Kong)International Co.,LTD.Guangju Energy Refers to Shenzhen Guangju Energy Co.,LTD.Guangju Industrial Refers to Guangju Industrial Co.,LTD.Kehuitong Refers to Shenzhen Kehuitong Investment Holding Co.,Ltd.Shenzhen Energy
15、 Group Refers to Shenzhen Energy Group Co.,LTD.深圳南山热电股份有限公司 2015年半年度报告全文 5 Section II Company profile I.Company Profile Short form for share Shen Nan Dian A,Shen Nan Dian B Code for share 000037,200037 Listing stock exchange Shenzhen Stock Exchange Chinese name of the Company 深圳南山热电股份有限公司 Legal Repr
16、esentative Chairman Yang Haixian II.Contact person and ways Secretary of the Board Rep.of securities affairs Name Hu Qin-Contact adds.16/F-17/F,Hantang Building,OCT,Nanshan District,Shenzhen,Guangdong Province-Tel.0755-26948888-Fax.0755-26003684-E-mail-III.Others 1.Way of contact Whether registratio
17、ns address,offices address and codes as well as website and email of the Company changed in reporting period or not Applicable Not applicable Registrations address,offices address and codes as well as website and email of the Company has no change in reporting period,found more details in Annual Rep
18、ort 2014.2.Information disclosure and preparation place The newspaper appointed for information disclosure,website for semi-annual report publish appointed by CSRC and preparation place for semi-annual report have no change in reporting period,found more details in Annual Report 2014.3.Registration
19、changes of the Company Whether registration has changed in reporting period or not Applicable Not applicable Date/place for registration of the Company,registration number for enterprise legal license,number of taxation registration and 深圳南山热电股份有限公司 2015年半年度报告全文 6 organization code have no change in
20、 reporting period,found more details in Annual Report 2014.深圳南山热电股份有限公司 2015年半年度报告全文 7 Section III.Accounting data and summary of financial indexes I.Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy cha
21、nged and accounting error correction or not Ye s No Current period Same period of last year Increase/decrease in this report y-o-y Operating revenue(RMB)650,557,237.18 527,397,555.77 23.35%Net profit attributable to shareholders of the listed company(RMB)-102,546,073.06-75,247,848.71 36.28%Net profi
22、t attributable to shareholders of the listed company after deducting non-recurring gains and losses(RMB)-135,090,642.01-77,137,151.13 75.13%Net cash flow arising from operating activities(RMB)318,855,299.19 390,088,829.00-18.26%Basic earnings per share(RMB/Share)-0.17-0.12 41.67%Diluted earnings per
23、 share(RMB/Share)-Weighted average ROE-8.41-4.81%-3.60%End of current period End of last period Increase/decrease in this report-end over that of last period-end Total assets(RMB)5,148,274,872.24 5,056,415,825.14 1.82%Net assets attributable to shareholder of listed company(RMB)1,168,076,610.94 1,27
24、0,542,254.88-8.06%II.Difference of the accounting data under accounting rules in and out of China In the Period,net profit and net assets in and out of China of the Company had no difference.III.Items and amounts of extraordinary profit(gains)/loss Applicable Not applicable In RMB Item Amount Note G
25、ains/losses from the disposal of non-current asset(including the write-off that accrued for impairment of assets)17,323.58-深圳南山热电股份有限公司 2015年半年度报告全文 8 Governmental subsidy reckoned into current gains/losses(not including the subsidy enjoyed in quota or ration according to national standards,which ar
26、e closely relevant to enterprises business)1,815,600.78-Other non-operating income and expenditure except for the aforementioned items 191,808.55-Import V AT refunds for natural gas 43,717,420.50-Impact on minority shareholders equity(post-tax)13,197,584.46-Total 32,544,568.95-Concerning the extraor
27、dinary 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
28、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
29、)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public-Extraordinary Profit/loss深圳南山热电股份有限公司 2015年半年度报告全文 9 Section IV.Report of the Board of Directors I.Introduction For the first half year of 2015,Guangdong province recorded moderate growth
30、in economy,resulting in slow growth of overall power utilization.However,as affected by the rapid increase of power transfer from the west to the east,successive official operation of the new established power units and cease of power generation by those unauthorized units,power grid had substantial
31、ly decreased demands from fuel machine power plants for peak season.Accordingly,power generated by our Company which was transmitted to the power grid had decreased.For the period from January to June 2015,the accumulative power quantity transmitted to the power grid from our three fuel machine powe
32、r plants was 562 million kwh,with a year-on-year decrease of 30.01%.During the reporting period,challenged by the severe market conditions and operating difficulties,the Company continued to implement the best economic efficient operation model applicable to the situation of low power quantity so as
33、 to minimize production cost,subject to safety guarantee.Meanwhile,the Company alleviated capital pressure through actively seeking for more financing channel,in order to ensure its capital chain safety.However,since pricing policies relating to the power transmitted to power grid has not been imple
34、mented on time,the standard power generation subsidy granted by Shenzhen government was not able to cover generation costs,the government subsidy for power generation was insufficient and power generation quantity declined sharply,the Company was not able to get rid of operating loss.II.Main busines
35、s analysis Introduction Business scope of the Company including production and operation of power-up and heat supply,engaged in the relevant technology consultant and technology service of power plant(station).The Company mainly operated electricity generation,owes three wholly-owned or controlling
36、power plants in total in Shenzhen,Zhongshan and Dongguan,and all of them are located in the power load center of Pearl River Delta.Name of the company On-grid energy(KWH)Same period of last year y-o-y changes Nanshan Power Factory(including units belongs to New Power Co.,)3.00 4.00-25.00%Zhongshan N
37、am Long Power Plant 2.62 2.79-6.09%Dongguan Gaobu Power Plant 0 1.23-100.00%Total 5.62 8.03-30.01%During the reporting period,the accumulative operating revenue of the Company was RMB 650,557,200,a 23.35%up as compared to the same period of last year,mainly because the income from oil products tradi
38、ng increased;operating costs was RMB 746,907,800,decreased RMB 9,557,200 as compared to the same period of last year,Net profit attributable to owners of the parent company was RMB-102,546,100 decreased RMB 27,298,300 as compared to the same period of last year,mainly because the generation subsidy
39、declined as the volume drops dramatically,especially the two generation units,owned by controlling subsidiary Shen Nan Dian Dongguan Company,have stop ready for production since beginning of the Year for procedures re-approval due to 深圳南山热电股份有限公司 2015年半年度报告全文 10 the policy adjustment.As of 30 June 2
40、015,the Companys total assets was about RMB 5.148 billion,net assets was RMB 1.168 billion and the asset-liability ratio was 76%.Y-o-y changes of main financial data In RMB Current period Same period of last year Y-o-y increase/decrease Reasons for changes Operating revenue 650,557,237.18 527,397,55
41、5.77 23.35%The oil trade revenue increased,and generation income declined Operating costs 746,907,771.86 756,464,991.38-1.26%Sales expenses 2,183,711.61 1,659,963.69 31.55%Sales expenses of the oil trade increased and dry sludge disposal costs increased Administration expenses 43,210,635.07 43,191,0
42、76.63 0.05%Finance expenses 115,851,533.93 106,839,866.08 8.43%Size of the loans increase Income tax expenses 488,647.17 1,692,763.26-71.13%The quarterly income tax paid in advance decreased R&D input 0.00 0.00 0.00%Net cash flow arising from operating activities 318,855,299.19 390,088,829.00-18.26%
43、The generation subsidy and power-sale income decreased,the natural gas refunds increased and gas amount paid declined Net cash flow arising from investment activities-11,332,937.87-22,525,931.92-49.69%Expenses of the low-nitrogen transformation decreased in the Period and made net cash flows increas
44、ed Net cash flow arising from financing activities-16,020,069.86-171,777,208.82-90.67%Financed amount growthNet increase of cash and cash equivalent 291,495,149.10 195,855,731.81 48.83%Major changes on profit composition or profit resources in reporting period Applicable Not applicable No major chan
45、ges on profit composition or profit resources occurred in reporting period.The future development and planning extended to reporting period that published in disclosure documents as prospectus,private placing memorandum and recapitalize statement Applicable Not applicable No future development and p
46、lanning extended to reporting period that published in disclosure documents as prospectus,private 深圳南山热电股份有限公司 2015年半年度报告全文 11 placing memorandum and recapitalize statement.Review on the previous business plan and its progress during reporting period 1.During the reporting period,the accumulative po
47、wer quantity transmitted to the power grid from our three fuel machine power plants was 562 million kwh,accounting for 33.47%of our annual power generation plan,representing a year-on-year decrease of 30.01%.In respect of safety works,the Company realized safety working for successive 4,077 days,whi
48、ch provided important guarantee for normal operation and sustainable development.2.Pursuant to the Company Law and the Articles of Association,the Company refreshed its management team on 3 April 2015 to ensure sustainable and steady normal operation.3.In order to satisfying capital needs for normal
49、 operation and new projects construction,the Company carried out financial leasing leaseback business and revitalized the power assets of New Power Company and Shennandian Zhongshan Company.The aforesaid business has been implemented upon consideration and approval by shareholders at the second extr
50、aordinary general meeting of the Company held on 25 June 2015.4.Shenzhong Property Company has been developing the parcel of land with an area of 53.82 mu as scheduled.On 2 July 2015,Shenzhong Property Company entered into the project construction contract with the bid winner Zhongheng Construction
