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1、 ANNUAL REPORT 2019 April 2020 BOE Technology Group Co., Ltd. Annual Report 2019 2 Part I Important Notes, Table of Contents and Definitions The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and senior management of BOE Technology Group Co., Ltd
2、. (hereinafter referred to as the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this Report and its summary, and shall be jointly and severally liable for any misrepresentations, misleading statements or material omissions therein. Mr. Chen Yanshun, the Com
3、panys legal representative, Mr. Liu Xiaodong, President, Ms. Sun Yun, Chief Financial Officer, and Ms. Yang Xiaoping, head of the financial department (equivalent to financial manager) hereby guarantee that the Financial Statements carried in this Report are factual, accurate and complete. All the d
4、irectors of the Company except for the following attended in person the Board meeting for the review of this Report and its summary. Name Office title Reason for not attending the meeting in person Proxy entrusted to attend the meeting Wang Chenyang Director Due to work Li Yantao Any plans for the f
5、uture and other forward-looking statements mentioned in this Report shall NOT be considered as absolute promises of the Company to investors. Investors, among others, shall be sufficiently aware of the risk and shall differentiate between plans and forecasts and promises. The Board has approved a fi
6、nal dividend plan for the Reporting Period. Based on the Companys total shares of 34,798,398,763, a cash dividend of RMB0.20 (tax inclusive) per 10 shares is to be distributed to all the shareholders, with no bonus issue from either profit or capital reserves. This Report has been prepared as per th
7、e Chinese Accounting Standards for Business Enterprises and other relevant regulations. KPMG Huazhen LLP has issued an independent auditors report with unmodified unqualified opinion for the Company. This Report and its summary have been prepared in both Chinese and English. Should there be any disc
8、repancies or misunderstandings between the two versions, the Chinese versions shall prevail. BOE Technology Group Co., Ltd. Annual Report 2019 3 Table of Contents Part I Important Notes, Table of Contents and Definitions . 2 Part II Corporate Information and Key Financial Information . 5 Part III Bu
9、siness Summary . 12 Part IV Operating Performance Discussion and Analysis . 15 Part V Significant Events . 39 Part VI Share Changes and Shareholder Information . 64 Part VII Preferred Shares . 77 Part VIII Convertible Corporate Bonds . 78 Part IX Directors, Supervisors, Senior Management and Staff .
10、 79 Part X Corporate Governance . 97 Part XI Corporate Bonds . 107 Part XII Financial Statements . 113 Part XIII Documents Available for Reference . 114BOE Technology Group Co., Ltd. Annual Report 2019 4 Definitions Term Definition “BOE”, the “Company”, the “Group” or “we” BOE Technology Group Co.,
11、Ltd. and its consolidated subsidiaries, except where the context otherwise requires The cninfo website http:/ CSRC The China Securities Regulatory Commission The Stock Listing Rules The Stock Listing Rules of the Shenzhen Stock Exchange (Revised in November 2018) SZSE, the Stock Exchange The Shenzhe
12、n Stock Exchange The Articles of Association The Articles of Association of BOE Technology Group Co., Ltd. The Company Law The Company Law of the Peoples Republic of China The Securities Law The Securities Law of the Peoples Republic of China OASIS Hospital OASIS International Hospital KPMG KPMG Hua
13、zhen LLP Microdisplay Microdisplay technology AMOLED Active-matrix Organic Light Emitting Diode OLED Organic Light Emitting Diode VR/AR Virtual Reality /Augmented Reality IoT Internet of Things LCD Liquid Crystal Display ITU International Telecommunication Union ICT Information and Communication Tec
14、hnology OEE Overall Equipment Effectiveness MRP Material Requirement Planning BOE Technology Group Co., Ltd. Annual Report 2019 5 Part II Corporate Information and Key Financial Information I Corporate Information Stock name BOE-A, BOE-B Stock code 000725, 200725 Changed stock name (if any) N/A Stoc
15、k exchange for stock listing Shenzhen Stock Exchange Company name in Chinese 京东方科技集团股份有限公司 Abbr. 京东方 Company name in English (if any) BOE TECHNOLOGY GROUP CO., LTD. Abbr. (if any) BOE Legal representative Chen Yanshun Registered address 10 Jiuxianqiao Road, Chaoyang District, Beijing, P.R.China Zip
16、code 100015 Office address 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China Zip code 100176 Company website Email address II Contact Information Item Board Secretary Securities Representative Name Liu Hongfeng Huang Rong Office Address 12 Xihuan Middle Road, Beijing
17、Economic-Technological Development Area, P.R.China 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China Tel. 01064318888 ext. 01064318888 ext. Fax 01064366264 01064366264 E-mail address III Media for Information Disclosure and Place where this Report Is Lodged Newspapers
18、 designated by the Company for information disclosure China Securities Journal, Shanghai Securities News, Securities Times, Ta Kung Pao (HK) BOE Technology Group Co., Ltd. Annual Report 2019 6 Website designated by CSRC for publication of this Report http:/ Place where this Report is lodged Board Se
19、cretarys Office IV Changes to Company Registered Information Unified social credit code No change Change to principal activity of the Company since going public (if any) No change Every change of controlling shareholder since incorporation (if any) No change V Other Information The independent audit
20、 firm hired by the Company: Name KPMG Huazhen LLP Office address 8/F, KPMG Tower, Oriental Plaza, 1 East Chang An Avenue, Beijing, P.R.China Accountants writing signatures Zhang Huan and Chai Jing The independent sponsor hired by the Company to exercise constant supervision over the Company in the R
21、eporting Period: Applicable Not applicable The independent financial advisor hired by the Company to exercise constant supervision over the Company in the Reporting Period: Applicable Not applicable VI Key Financial Information Indicate by tick mark whether there is any retrospectively restated datu
22、m in the table below. Yes No Reason for retrospective restatement: accounting policy changes Item 2019 2018 2019-over-2018 change (%) 2017 After Before After Operating revenue (RMB) 116,059,590,164.00 97,108,864,935.00 19.51% 93,800,479,215.00 93,800,479,215.00 Net profit attributable to the listed
23、companys shareholders (RMB) 1,918,643,871.00 3,435,127,975.00 -44.15% 7,567,682,493.00 7,567,682,493.00 BOE Technology Group Co., Ltd. Annual Report 2019 7 Net profit attributable to the listed companys shareholders before exceptional gains and losses (RMB) -1,166,793,317.00 1,517,702,353.00 -176.88
24、% 6,679,211,138.00 6,679,211,138.00 Net cash generated from/used in operating activities (RMB) 26,083,079,194.00 25,684,047,196.00 1.55% 26,266,986,015.00 26,726,929,655.00 Basic earnings per share (RMB/share) 0.05 0.10 -50.00% 0.22 0.22 Diluted earnings per share (RMB/share) 0.05 0.10 -50.00% 0.22
25、0.22 Weighted average return on equity (%) 2.16% 4.00% -1.84% 9.25% 9.25% Item 31 December 2019 31 December 2018 Change of 31 December 2019 over 31 December 2018 (%) 31 December 2017 After Before After Total assets (RMB) 340,412,203,308.00 304,028,491,385.00 11.97% 256,108,741,849.00 256,108,741,849
26、.00 Equity attributable to the listed companys shareholders (RMB) 95,058,129,055.00 85,856,748,703.00 10.72% 84,809,816,377.00 84,809,816,377.00 Reasons for the changes to the accounting policies and correction of accounting errors: In 2018, according to the interpretations of the regulatory documen
27、t CK 2018 No.15, government subsidies received in 2017, whether related to assets or income, should be presented as “cash generated from operating activities” in the cash flow statements. VII Accounting Data Differences under Chinas Accounting Standards for Business Enterprises (CAS) and Internation
28、al Financial Reporting Standards (IFRS) and Foreign Accounting Standards 1. Net Profit and Equity under CAS and IFRS Applicable Not applicable No difference for the Reporting Period. 2. Net Profit and Equity under CAS and Foreign Accounting Standards Applicable Not applicable No difference for the R
29、eporting Period. BOE Technology Group Co., Ltd. Annual Report 2019 8 VIII Key Financial Information by Quarter Unit: RMB Item Q1 Q2 Q3 Q4 Operating revenue 26,454,258,554.00 28,584,950,133.00 30,682,823,546.00 30,337,557,931.00 Net profit attributable to the listed companys shareholders 1,051,781,91
30、9.00 616,666,530.00 183,791,110.00 66,404,312.00 Net profit attributable to the listed companys shareholders before exceptional gains and losses 352,304,432.00 299,186,002.00 -840,490,839.00 -977,792,912.00 Net cash generated from/used in operating activities 6,164,241,385.00 5,430,742,964.00 4,932,
31、005,060.00 9,556,089,785.00 Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs materially from what have been disclosed in the Companys quarterly or interim reports. Yes No IX Exceptional Gains and Losses Applicable Not applicable Unit: R
32、MB Item 2019 2018 2017 Note Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs) 20,340,136.00 -25,632,761.00 -87,930,698.00 N/A Tax rebates, reductions and exemptions given with ultra vires approval or in lack of official approval documents 0.00 0.00 0.00 N/
33、A Government subsidies charged to current profit or loss (exclusive of government subsidies given in the Companys ordinary course of business at fixed quotas or amounts as per the governments uniform standards) 2,640,634,861.00 2,073,709,661.00 962,283,001.00 N/A Capital occupation charges on non-fi
34、nancial enterprises that are charged to current profit or loss 0.00 0.00 0.00 N/A BOE Technology Group Co., Ltd. Annual Report 2019 9 Gain equal to the amount by which investment costs for the Company to obtain subsidiaries, associates and joint ventures are lower than the Companys enjoyable fair va
35、lue of identifiable net assets of investees when making investments 0.00 0.00 0.00 N/A Gain or loss on non-monetary asset swaps 0.00 0.00 0.00 N/A Gain or loss on assets entrusted to other entities for investment or management 0.00 0.00 0.00 N/A Allowance for asset impairments due to acts of God suc
36、h as natural disasters 0.00 0.00 0.00 N/A Gain or loss on debt restructuring 0.00 0.00 0.00 N/A Restructuring costs in staff arrangement, integration, etc. 0.00 0.00 0.00 N/A Gain or loss on the over-fair value amount as a result of transactions with distinctly unfair prices 0.00 0.00 0.00 N/A Curre
37、nt profit or loss on subsidiaries obtained in business combinations involving enterprises under common control from the period-beginning to combination dates, net 0.00 0.00 0.00 N/A Gain or loss on contingencies that do not arise in the Companys ordinary course of business 0.00 0.00 0.00 N/A Gain or
38、 loss on fair-value changes in held-for-trading and derivative financial assets and liabilities & income from disposal of held-for-trading and derivative financial assets and liabilities and other investments in debt obligations (exclusive of the effective portion of hedges that arise in the Company
39、s ordinary course of business) 112,668,244.00 315,279,377.00 134,810,181.00 N/A Reversed portions of impairment allowances for accounts receivable and contract assets which are tested individually for impairment 1,498,805.00 1,779,710.00 2,616,024.00 N/A Gain or loss on loan entrustments 0.00 0.00 0
40、.00 N/A Gain or loss on fair-value changes in investment property of which subsequent measurement is carried out using the fair value method 0.00 0.00 0.00 N/A BOE Technology Group Co., Ltd. Annual Report 2019 10 Effects of all adjustments required by taxation, accounting and other applicable laws a
41、nd regulations on current profit or loss 0.00 0.00 0.00 N/A Income from charges on entrusted management 0.00 0.00 0.00 N/A Non-operating income and expense other than the above 96,799,305.00 63,734,628.00 46,503,917.00 N/A Other gains and losses that meet the definition of exceptional gain/loss 795,
42、126,980.00 0.00 0.00 N/A Less: Income tax effects 285,904,312.00 328,634,385.00 126,533,931.00 N/A Non-controlling interests effects (net of tax) 295,726,831.00 182,810,608.00 43,277,139.00 N/A Total 3,085,437,188.00 1,917,425,622.00 888,471,355.00 - Explanation of why the Company reclassifies as re
43、current an exceptional gain/loss item defined or listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the PublicExceptional Gain/Loss Items: Applicable Not applicable Item Amount involved (RMB) Explanation of why Other gains and losses tha
44、t meet the definition of exceptional gain/loss 795,126,980.00 The Company is obliged to acquire through a stock-for-stock swap the capital contribution of the minority shareholder to subsidiary Hefei Xinsheng Optoelectronics Technology Co., Ltd. (hereinafter referred to as “Hefei Xinsheng”). Accordi
45、ng to the accounting standards governing financial instruments, such obligations are recorded in financial liabilities. During the Reporting Period, the Company signed an Equity Transfer Agreement with Hefei Heping Investment Co., Ltd. (hereinafter referred to as “Hefei Heping”). According to the Ag
46、reement, the Company would acquire the 15.3846% interest held by Hefei Heping in Hefei Xinsheng. Upon the completion of the deal, Hefei Xinsheng would become a wholly-owned subsidiary of the Company. According to the applicable accounting standard, the difference of RMB795,126,980.00 between the cas
47、h payment and the carrying amount of the financial liability is recorded in current profit or loss. BOE Technology Group Co., Ltd. Annual Report 2019 11 Part III Business Summary I Principal Activity of the Company in the Reporting Period Founded in April 1993, BOE Technology Group Co., Ltd. (“BOE”)
48、 is an IoT company providing intelligent interface products and services for information interaction and human health. In 2019, BOE adhered to its strategy of transforming further towards an IoT company. It kept promoting transformation and growth, tapping into IoT application needs and sharpening i
49、ts competitive edges in market segments. Working with the B2B Chief Sales Platform Officer, the OMO Chief Sales Platform Officer, the Branding and Global Market Center, the Information Technology Development Center, and other professional service platforms, the three major business divisions of inte
50、rface devices (D), smart IoT (S) and smart medicine and engineering (H) continued to enhance marketing, technological and systematic abilities and promote fast growth. 1. Interface Devices (D) Division D consists of the Display and Sensor BG, and the Sensor and Application Solution BG. The Display a