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1、Bengang Steel Plates Co.,Ltd.Annual Report 2017 1 Bengang Steel Plates Co.,Ltd.Annual Report 2017 April,2018 Bengang Steel Plates Co.,Ltd.Annual Report 2017 2 I.Important Notice,Table of Contents,and Definitions The Board of Directors,the Supervisory Committee and the Directors,members of the Superv
2、isory Committee and senior management of the Company guarantee that there are no misrepresentations or misleading statements,or material omission in this report,and individually and collectively accept full responsibility for the authenticity,accuracy and integrity of the information contained in th
3、is report.Wang Shu,Chairman of the Company,Han Ge,the principal in charge of the accounting,and Wang Shaoyu,Chief of Accounting Affairs,make the pledge for the authenticity,accuracy and integrity of the attached financial statements.All the members of the Board of Directors attended the board meetin
4、g on which this report was examined.The prospective statements contained in this annual report do not constitute any substantial commitment to the investors.Investors should pay attention to the risks attached to investment decisions.The fourth chapter of this report“The Management Discussion and An
5、alysis-Prospect for future development of the Company”describes the risks faced by the Company in its future operation,so its advised that all investors should pay attention to it.This report is prepared in both of Chinese and English.The Chinese version shall prevail when there are any controversia
6、l statements in the two versions.The Company takes existing share capital 3,875,371,532.00 shares as the base,distributing cash dividends 0.5 Yuan per 10 shares(including tax),and distributing bonus dividends 0 to shareholders.The Company will not converse capital reserve to share capital.Bengang St
7、eel Plates Co.,Ltd.Annual Report 2017 3 Table of Contents I.Important Notice,Table of Contents,and Definitions.2 II.Company Profile and Main Financial Index.5 IV.Management Discussion and Analysis.11 V.Important Events.20 VI.Status of Share Capital Changes and Shareholders.42 VII.Status of Preferred
8、 Shares.47 VIII.Status of Directors,Supervisors,Senior Executives and Employees.48 IX.Corporate Governance.53 X.Relevant Information about Corporate Bonds.57 XI.Financial Report.58 XII.Documents available for inspection.80 Bengang Steel Plates Co.,Ltd.Annual Report 2017 4 Definition Terms to be defi
9、ned Refers to Definition Bengang Bancai,Bengang Steel,the Company,the Listed Company Refers to Bengang Steel Plates Co.,Ltd.Bengang Group Refers to Bengang Group Co.,Ltd.Bengang Co.Refers to Benxi Steel&Iron(Group)Co.,Ltd.Liaoning Provincial State-asset Administration Refers to Liaoning State-owned
10、Asset Supervisory and Management Committee SSE Refers to Shenzhen Stock Exchange Bengang Puxiang Refers to Bengang Puxiang Cool Rolling Steel Sheet Co.,Ltd.Bengang Steel Plates Co.,Ltd.Annual Report 2017 5 II.Company Profile and Main Financial Index I.Company Information Stock abbreviation Bengang B
11、ancai,Bengangban B Stock Code 000761,200761 Stock exchange for listing Shenzhen Stock Exchange Company name in Chinese 本钢板材股份有限公司 Abbreviation of Company name in Chinese 本钢板材 Company name in English(If any)BENGANG STEEL PLATES CO.,LTD.Abbreviation of Company name in English(If any)BSP Legal represen
12、tative Wang Shu Registration Address No.16,Renmin Road,Pingshan District,Benxi City,Liaoning Province Post Code of registration Address 117000 Office address No.16,Renmin Road,Pingshan District,Benxi City,Liaoning Province Post Code of office address 117000 Web Address None Email II.Contact Informat
13、ion Secretary of Board of Directors Representative of Securities Affairs Name Sun Yanbin Address No.16,Renmin Road,Pingshan District,Benxi City,Liaoning Province Tel 024-47828860 Fax 024-47827004 Email III.Information Disclosure and Place for Consulting Press media for information disclosure China S
14、ecurities Journal,Securities Times,Hong Kong Commercial Daily Web address for the annual report as assigned by CSRC http:/ Place for inquiry of the annual report Secretary Office of the Board,Bengang Steel Plate Co.,Ltd.IV.Change of Business Registration Organization Code 91210000242690243E Changes
15、of principal business activities since listing(if any)No change Changes of the controlling shareholder in the past(is any)No change Bengang Steel Plates Co.,Ltd.Annual Report 2017 6 V.Other Information Accountants firm engaged by the Company:Name of the accountants firm BDO China Shu Lun Pan Certifi
16、ed Public Accountants LLP Address of the accountants firm Address:4/F 61 Nanjing Rd.East,Huangpu,Shanghai Signing name of accountants Wu Xue,Zhang Huice Sponsor engaged by the Company to conduct sustained supervision during the reporting period Applicable Not applicable Financial consultancy institu
17、tion engaged by the Company to conduct sustained supervision during the reporting period Applicable Not applicable VI.Main Accounting Data and Financial Index Whether the Company makes retroactive adjustment or restatement of the accounting data of the last years due to change of the accounting poli
18、cy and correction of accounting errors Yes No 2017 2016 Changed over last year 2015 Before Adjustment After Adjustment After Adjustment Before Adjustment After Adjustment Operating income（RMB）40,507,855,843.72 29,526,012,651.08 29,526,012,651.08 37.19%29,253,638,605.80 29,253,638,605.80 Net profit a
19、ttributable to the shareholders of the listed company（RMB）1,600,110,229.77 781,274,829.32 781,296,452.51 104.80%-3,293,624,545.17-3,293,624,545.17 Net profit after deducting of non-recurring gain/loss attributable to the shareholders of listed company（RMB）1,607,675,869.15 747,668,693.39 747,690,316.
20、58 115.02%-3,452,130,239.63-3,452,130,239.63 Net Cash flow generated by business operation（RMB）2,744,243,492.51 9,557,353,906.52 9,557,419,076.92-71.29%-2,305,005,968.10-2,305,005,968.10 Basic earnings per share(RMB/Share)0.510 0.249 0.249 104.82%-1.050-1.050 Diluted gains per share(RMB/Share)(RMB/S
21、hare)0.510 0.249 0.249 104.82%-1.050-1.050 Weighted average net assets yield 11.84%6.34%6.34%5.50%-24.11%-24.11%End of 2017 End of 2016 Changed over last year End of 2015 Before Adjustment After Adjustment After Adjustment Before Adjustment After Adjustment Gross assets（RMB）62,998,143,513.02 54,155,
22、710,718.91 54,197,775,889.31 16.24%44,461,643,345.33 44,461,643,345.33 Net assets attributable to shareholders of the listed company（RMB）14,315,588,729.00 12,715,354,551.15 12,757,376,174.34 12.21%11,934,100,372.02 11,934,100,372.02 VII.Differences between Domestic and Foreign Accounting Standards 1
23、.Differences of net profit and net assets disclosed in financial reports prepared under IFRS and Chinese accounting standards.Applicable Not applicable Bengang Steel Plates Co.,Ltd.Annual Report 2017 7 Unit:Yuan Net profit attributable to the shareholders of the listed company Net assets attributabl
24、e to the shareholders of the listed company 2017 2016 Ending balance Beginning balance According to Chinese accounting standards 1,600,110,229.77 781,296,452.51 14,315,588,729.00 12,757,376,174.34 Items and amounts adjusted according to IFRS:No difference 2.Differences of net profit and net assets d
25、isclosed in financial reports prepared under overseas and Chinese accounting standards.Applicable Not applicable There are no differences of net profit and net assets disclosed in financial reports prepared under overseas and Chinese accounting standards during the reporting period.3.Reasons of diff
26、erences between domestic and foreign accounting standards Applicable Not applicable VIII.Main Financial Index by Quarters Unit:Yuan First quarter Second quarter Third quarter Fourth quarter Operation income 11,132,407,692.65 9,604,079,211.09 9,640,672,901.66 10,130,696,038.32 Net profit attributable
27、 to the shareholders of the listed company 302,653,287.07 220,982,366.50 810,662,349.27 265,812,226.93 Net profit after deducting non-recurring gain/loss attributable to the shareholders of listed company 295,684,784.12 213,188,639.71 803,806,749.09 294,995,696.23 Net cash flows generated by operati
28、ng activities-3,422,732,831.24-624,572,853.48-58,127,586.39 6,849,676,763.62 Whether significant variances exist between the above financial index or the index with its sum and the financial index of the quarterly report as well as semi-annual report index disclosed by the Company Yes No IX.Items an
29、d Amount of Non-Current Gains and Losses Applicable Not applicable Unit:Yuan Item 2017 2016 2015 Notes Gains and losses on disposal of non-current assets(including the write off part of the provision for impairment)-65,886,612.10-1,854,918.03-2,918,523.73 Government subsidy attributable to profit an
30、d loss of current period(except such government subsidy closely related to the companys normal business operation,meeting the regulation of national policy and enjoyed constantly in certain quota or quantity according to a certain standard)39,086,900.00 36,089,000.00 136,992,233.61 Profit or loss fr
31、om investment or assets entrusted to others 1,715,742.47 7,226,589.08 Gains and losses of debt restructuring 4,725,936.17 8,631,844.34 12,200,032.42 Bengang Steel Plates Co.,Ltd.Annual Report 2017 8 Net profit of loss of the current period from beginning of the period to the combination date of subs
32、idiaries generated from business combination under common control 24,668.65 Other non-operating income and expenses other than above 14,538,002.49 663,844.36 5,644,831.10 Less:impact of income tax 162,375.42 11,311,378.29 639,468.02 impact of minority equity(after tax)-107,840.83 327,998.92 Total-7,
33、565,639.38 33,606,135.93 158,505,694.46-Explanation for defining non-recurring gains and losses items according to the Public Offering of Securities Information Disclosure Explanatory Notice No.1 Non-Recurring Gains and Losses,and reasons for defining non-recurring gains and losses items listed in t
34、he document as recurring items.Applicable Not applicable There exists no situation of defining non-recurring gains and losses items listed in the document as recurring items.Bengang Steel Plates Co.,Ltd.Annual Report 2017 9 III.Summary of Company Business I.the Companys main business during the repo
35、rting period Whether the Company needs to comply with the disclosure requirement for special industry No (a)During the reporting period,the companys main business activities include steel smelting,rolling processing,power generation,coal chemical industry,special steel profiles,railways,import and e
36、xport trade,scientific research,and product sales.The introduction of world advanced equipment technology has enabled the implementation of equipment upgrades for the steel industry.The Company has built a fine steel base,formed more than 60 varieties,more than 7500 series of product specifications,
37、high value-added and high-tech product ratio reached more than 80%,automotive surface panels,household appliances,oil pipeline steel,container board Shipboard and other leading products are widely used in automobiles,home appliances,petrochemicals,aerospace,machinery manufacturing,energy transportat
38、ion,construction and decoration,and metal products,and are exported to more than 60 countries and regions.During the reporting period,the company firmly seized the favorable opportunity of Chinas economic stability,limited steel production capacity,cracked down on“Grid Steel”,and the steel market co
39、ntinues to pick up.It increased production,tapped potential,reduced consumption,advanced equipment,specifications and green Environmental protection has achieved remarkable results and achieved remarkable results.In order to welcome the Central Environmental Protection Inspector as an opportunity to
40、 adhere to both environmental protection management and environmental protection governance,and from the strengthening of the daily operation and management of environmental protection facilities to control,to achieve all kinds of pollutants controllable emissions and reduction emissions.In the whol
41、e year,24 grades of products such as cold-rolled plates and galvanized plates were certified.Some of these series of products passed the global certification of Nissan Motors and General Motors,and basically fulfilled the full coverage of most joint-venture brands and auto brands.The main performanc
42、e drivers during the reporting period were:Steady progress The three system reforms centering on“four determinants”continued to optimize institutional setup and staffing.According to Bengangs implementation plan for strengthening and strengthening,we further defined the companys target measures for
43、structural adjustment,green development and smart manufacturing.Focusing on the partial production and overhaul of some blast furnaces,a series of production-increasing and efficiency-enhancing transformation projects will be implemented to effectively guarantee the goal of raising production and in
44、creasing efficiency.The full-line cold rolling high-strength steel supporting railway was formally put into operation.The 566 square meters of sintering heat recovery power generation and grid-connected power generation were successful.The cold-rolling plants color-coating line achieved heat load te
45、st on schedule and produced qualified color-coating panels,and continuously enhanced the companys core competitiveness.No significant change occurred during the reporting period.(b)During the reporting period,Chinas economy has shifted from a high-speed growth phase to a high-quality development pha
46、se,and it is now in the period of tackling the key to transforming the mode of development,optimizing the economic structure,and transforming the growth momentum.The supply-side structural reform is still the main line of Chinas economic development.The real economy is still the focus of development
47、.The iron and steel industry is facing a rare historical opportunity to catch up.By seizing the historical opportunities,the company digs deeper into its potential,accurately judges the market,and achieves significant economic benefits.The companys comprehensive competitive strength has been continu
48、ously enhanced and its status has continued to be consolidated.II.Major Changes in Main Assets 1.Major Changes in Main Assets Main assets Notes to major changes Construction in progress The balance at the 31 December 2017 is RMB 2,391,584.4 thousand and it has reduced by 61.49%,which is mainly cause
49、d by the part of Construction in progress transferred to fixes assets.Bengang Steel Plates Co.,Ltd.Annual Report 2017 10 Cash at bank and on hand The balance at the 31 December 2017 is RMB 17,043,713.40 thousand and it has increased by 31.23%,which is mainly caused by the increase of current profit,
50、increase of loans and increase of cash reserves.Notes receivable The balance at the 31 December 2017 is RMB 3,846,433.70 thousand and it has increased by 89.42%compared with beginning balance,which is mainly caused by the increase of Notes receivable.Prepayment The balance at the 31 December 2017 is