东旭光电(000413)宝石B2004年年度报告摘要(英文版)
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Summary of 2004 Annual Report of
Shijiazhuang Baoshi Electronic Glass Co., Ltd.
§1 Important notes
1.1 The Board of Directors and the directors of the Company hereby warrant that there are no
misstatement, misleading representation or important omissions in this report and shall
assume joint and several liability for the authenticity, accuracy and completeness of the
contents hereof. Investors should read the full text of the Annuall report carefully to know the
details.
1.2 No director declares inability to warrant or objection to the authenticity, accuracy and
completeness of the content of the Annual report.
1.3 All directors attended the board meeting.
1.4 Pricewaterhouse Coopers Zhongtian Certified Public Accountants Co., Ltd. issued unqualified
auditors' report with no explanatory notes for the Company.
1.5 The board chairman of the Company Mr. Dong Qingxiang, general manager Mr. Song
Hongbo and chief accountant Mr. Zhou Yumao represent and warrant the financial report in this
annual report is true and complete.
§2 Basic Information
2.1 Basic information
Stock abbreviation Baoshi A, Baoshi B
Stock code 000413, 200413
Stock exchange for Shenzhen Stock Exchange
listing
No.9, Huanghe Road, Shijiazhuang High-tech Industrial Development Area,
Registered address and Shijiazhuang, Hebei Province
business address No.9, Huanghe Road, Shijiazhuang High-tech Industrial Development Area,
Shijiazhuang, Hebei Province
Zip code 050035
Website Nil
E-mail baoshi@mx.hebei.net.cn
2.2 Contact person and contact manner
Board secretary Securities affair representative
Name Luo Lina Wang Hua
No.2, Huaqing Street, Zhongshan East No.2, Huaqing Street, Zhongshan East
Contact address
Road, Shijiazhuang, Hebei Province(the Road, Shijiazhuang, Hebei Province(the
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Securities Dept. of the Company) Securities Dept. of the Company)
Tel 0311-6044705 0311-6044705
Fax 0311-6041503 0311-6041503
E-mail bsdz@heinfo.net bsdz@heinfo.net
§3 Highlights of Accounting Data and Financial Indicators
3.1 Main accounting data
Unit: RMB
2004 (the report 2003 (the previous Increase/decrease
2002
year) year) (%)
Income from key
112,932,152.00 80,896,915.00 39.60% 53,621,716.00
business
Total profit 24,487,976.00 25,976,164.00 -5.73% 35,201,642.00
Net profit 28,360,348.00 22,070,871.00 28.50% 29,198,154.00
Net profit after
deducting
15,305,528.00 8,228,582.00 86.00% 31,199,627.00
non-recurring gains
and losses
Net cash flow from
Operating activities -63,863,849.00 -171,489,155.00 62.76% -22,862,978.00
End of 2004 End of 2003 Increase/decrease (%) End of 2002
(End of report year) (End of previous year)
Total assets 1,344,608,017.00 1,412,218,041.00 -4.79% 1,505,567,156.00
Shareholders'
equity (not
629,714,616.00 599,526,291.00 5.04% 577,455,420.00
including minority
interests)
3.2 Main financial indicators
Unit: RMB
2004 (the report 2003 (the previous Increase/decrease
2002
year) year) (%)
Earnings per share 0.074 0.058 16.67% 0.076
Earnings per share
0.074 - - -
*
Return on net
4.50% 3.68% 0.82% 5.06%
assets
Return on net
assets calculated
on basis of net 2.43% 1.37% 1.06% 5.40%
profit after
deducting
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
non-recurring gains
and losses
Net cash flow per
share from -0.17 -0.45 62.22% -0.06
operating activities
End of 2004 End of 2003 Increase/decrease
End of 2002
(End of report (End of previous (%)
year) year)
Net assets per
1.64 1.57 4.46% 1.51
share
Net assets per
share after 1.62 1.54 5.19% 1.49
adjustment
Note: The earnings per share calculated based on new share capital if the share capital of the
Company changed in the period from the end of the report period to the date of report disclosure.
Items of non-recurring gains and losses
√ Applicable ? Not applicable
Unit: RMB
Items of non-recurring
Amount
gains and losses
Gains on the disposition
of long-term equity
investment, fixed assets,
481,889.00
construction in progress,
intangible assets and other
long-term assets
Fund possession cost
3,791,067.00
collected
Non-operating expenses -200.00
Writeback of provision for
impairment made in 1,499,456.00
previous years
Writeback of income tax
7,282,608.00
expenses
Total 13,054,820.00
3.3 Difference of domestic and foreign accounting standards
√ Applicable? Not applicable
Unit: RMB
Domestic accounting standards Overseas(international)accounting standards
Net profit 28,360,348.00 30,188,358.00
Notes to Governmental appropriation of special administration fund: RMB 1827977
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
difference
§ 4 Partic ulars about the Changes in Share Capital and
Shareholders
4.1. Statement of changes in shares
Before this change Increase or decrease this time After this change
(+/-)
Other Subtotal
I. Non-negotiable shares
1. Promoter's shares 233,410,500 0 0 233,410,500
Of which: State-owned shares 230,410,500 0 0 230,410,500
Domestic corporate shares 3,000,000 0 0 3,000,000
Overseas corporate shares 0 0 0 0
Others 0 0 0 0
2. Raised corporate shares 4,500,000 0 0 4,500,000
3. Staff shares 0 0 0 0
4. Preferred shares or others 17,100 -600 -600 16,500
Total non-negotiable shares 237,927,600 -600 -600 237,927,000
II. Negotiable shares
1. RMB common shares 45,072,400 600 600 45,073,000
2. Domestically listed
100,000,000 0 0 100,000,000
foreign-capital shares
3. Overseas listed
0 0 0 0
foreign-capital shares
4. Others 0 0 0 0
Total negotiable shares 145,072,400 600 600 145,073,000
III Total shares 383,000,000 0 0 383,000,000
4.2 Particulars about the shareholding of the top ten shareholders
Unit: shares
Total number of shareholders 25130 shareholders of A shares and 16165 shareholders of B shares
at the end of the report period
Particulars about the shareholding of the top ten shareholders
Name of shareholder Increase or Quantity of Proportion Type of Quantity Nature of
(full name) decrease shares held at (%) share of shareholder
within the the end of year (Negotiabl pledged (state-owned
year e or or frozen shareholder or
non-negoti shares foreign
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
able) shareholder)
Shijiazhuang Baoshi
Non-negoti State-owned
Electronic Group Co., 0 230,410,500 60.16 0
able shareholder
Ltd.
DAIWA SECS.
SMBC HONG Foreign
0 6,500,000 1.70 Negotiable Unknown
KONG shareholder
LTD-CLIEMS
China Electronic
Non-negoti
Import and Export 0 2,000,000 0.52 Unknown
able
Corporation
Zhonghua Hebei Non-negoti
0 1,000,000 0.26 Unknown
Import and Export Co. able
Shijiazhuang Trust Non-negoti
0 1,000,000 0.26 Unknown
Investment Co. able
Foreign
Chen Yongquan 0 885,362 0.23 Negotiable Unknown
shareholder
Foreign
He Kebing 0 743,437 0.19% Negotiable Unknown
shareholder
Foreign
Jiang Fengmei 0 543,400 0.14% Negotiable Unknown
shareholder
Shanghai Yibaohang
0 473,500 0.12% Negotiable Unknown
Trade Co., Ltd.
Foreign
Wang Ximing 0 466,000 0.12% Negotiable Unknown
shareholder
Particulars about the shareholding of
the top ten shareholders
Name of shareholder (full name) Number of shares held at the end of year Type(A,B,H or other)
(shares)
DAIWA SECS SMBC HONG KONG 6,500,000 B
LTD-CLIENTS
Chen Yongquan 885,362 B
He Kebing 743,437 B
Jiang Fengmei 543,400 B
Shanghai Yibaohang Trade Co., Ltd. 473,500 A
Wang Ximing 466,000 B
Wu Sumei 404,200 B
Zhong Peijin 379,900 B
Chen Qianfen 355,401 B
Li Yunchao 344,783 B
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Notes to the related relationship between The relation between the top ten shareholders is unknown.
the top ten shareholders or their concerted
action The relation between the top ten shareholders holding
negotiable shares and the top ten shareholders was unknown.
4.3 Introduction of the controlling shareholder and actual controller
4.3.1 Change of the controlling shareholder and actual controller
√ Applicable? Not applicable
Name of new controlling shareholder Shijiazhuang Baoshi Electronic Group Co., Ltd.
China Great Wall Asset Management Co.,China
Orient Asset Management Company,Shijiazhuang
Name of new actual controller
State-owned Assets Commission and China
Huarong Asset Management Company.
Date of change of new controlling shareholder:
June 23, 2004.
Date of change
Date of change of new actual controller:June 23,
2004
Date and newspapers for publishing of new actual Announced on China Securities Daily and Hong
controller Kong Commercial Daily on June 29, 2004.
Date and newspapers for publishing of new Announced on China Securities Daily and Hong
controlling shareholder Kong Commercial Daily on June 29, 2004.
4.3.2 Particulars about the controlling shareholder and other actual controller
1、Particulars about the controlling shareholder of the Company
The controlling shareholder of the Company is Shijiazhuang Baoshi Electronic Group Co., Ltd. It holds 60.16%
equity of the Company. Date of establishment: June 23, 2004. Nature: Wholly state-owned enterprise. Registered
capital: RMB 1.389 billions, Legal representative: Dong Qingxiang. Business scope: Dealing in state-owned
capital within authorized scope, color cathode-ray tube series products and supporting electronic components, etc.
2. Particulars about the actual controllers of the Company
(1) China Great Wall Asset Management Co.
China Great Wall Asset Management Co. is a solely state-owned financial enterprise with independent
corporate capacity. Shijiazhuang Representative Office is the detached organ of the head office. It is mainly
engaged in acquisition, management and disposition of the bad assets separated from Hebei Branch of Agricultural
Bank of China within authorized scope and financial and securities business approved by finance supervision
department.
(2) China Orient Asset Management Company
China Orient Asset Management Company is a solely state-owned financial enterprise with independent
corporate capacity. Shijiazhuang Representative Office is the detached organ of the head office. It is mainly
engaged in acquisition, management and disposition of the bad assets separated from Hebei Branch of Bank of
China within authorized scope and financial and securities business approved by finance supervision department.
(3) China Huarong Asset Management Company
China Huarong Asset Management Company is a solely state-owned financial enterprise with independent
corporate capacity. Shijiazhuang Representative Office is the detached organ of the head office. It is mainly
engaged in acquisition, management and disposition of the bad assets separated from Hebei Branch of Industrial
and Commercial Bank of China within authorized scope and financial and securities business approved by finance
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
supervision department.
(4) Shijiazhuang State-owned Assets Administration Committee
4.3.3 The block diagram of the title and control relationship between the Company and actual
controller is as follows:
China Great China Orient Shijiazhuang China Huarong
Wall Asset Asset State-owned Asset
48.3% 27.45% 17.74% 6.51%
Shijiazhuang Baoshi Electronic Group Co.,
60.16%
Shijiazhuang Baoshi Electronic Glass Co.,
The relation between the top ten shareholders holding negotiable shares and the top ten
shareholders was unknown.
§5 Particulars about Directors, Supervisors and Senior Executives
5.1 Change of Shareholding of Directors, Supervisors and Senior Executives
No. of shares No. of shares
held at the held at the end Reason for
Name Title Sex Age Term of office
beginning of of year change
year (shares) (shares)
Dong Board
Male 66 June 2003-June 2006 2,000 2,000
Qingxiang chairman
Song General
Male 50June 2003-June 2006 0 0
Hongbo manager
Zhou Bo Director Male 39June 2003-June 2006 6,800 6,800
They bought A
shares of the
Ye Huifen Director Female 45June 2003-June 2006 0 1,500Company in
secondary
market
Hu Independe
Male 69June 2003-June 2006 0 0
Shouling nt director
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Independe
Ma Chao Male 39June 2003-June 2006 0 0
nt director
Independe
Zhang Hao Male 60June 2003-June 2006 0 0
nt director
Xie
Mengxion Supervisor Male 48June 2004-June 2006 0 0
g
Fan
Supervisor Male 48June 2003-June 2006 1,000 1,000
Zhenping
Li
Supervisor Male 50June 2003-June 2006 2,400 2,400
Huiming
Zhang
Supervisor Female 54June 2003-June 2006 0 0
Yanqiao
Li Hong Supervisor Male 50June 2003-June 2006 800 800
Yao
Supervisor Male 35June 2003-June 2006 0 0
Junting
Zheng
Supervisor Male 38June 2004-June 2006 0 0
Dezhan
Deputy
Gao Dacai Female 59June 2003-June 2006 0 0
GM
Yang Deputy
Male 52June 2003-June 2006 0 0
Guang GM
Zhang Deputy
Male 53June 2003-June 2006 0 0
Wenhai GM
Zhou Financial
Male 52June 2003-June 2006 0 0
Yumao controller
Board
Luo Lina Female 49June 2003-June 2006 0 0
secretary
5.2 Particulars about the directors and supervisors of the Company holding positions at
shareholder companies
√applicable □not applicable
Whether receiving
Name Name of shareholder Position Term of office remuneration or
subsidy
Dong Shijiazhuang Baoshi
Board chairman 1997 - now Yes
Qingxiang Electronic Group Co., Ltd.
Director,
Shijiazhuang Baoshi
Zhou Bo General 1997 - now No
Electronic Group Co., Ltd.
manager
director of
Shijiazhuang Baoshi
Ye Huifen Production and 1997 - now Yes
Electronic Group Co., Ltd.
Operation Dept.
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Vice secretary
Xie Shijiazhuang Baoshi OF Party
1997 - now Yes
Mengxiong Electronic Group Co., Ltd. committee.
Deputy director
Shijiazhuang Baoshi
Fan Zhenping of Public 1997 - now Yes
Electronic Group Co., Ltd.
Security Section
Deputy GM of
China Electronic Import Finance
Yao Junting 1997 - now Yes
and Export Corporation Management
Dept.
Zheng Zhonghua Hebei Import Manager of
2003 - now Yes
Dezhan and Export Co. Audit Dept
5.3 Annual Remuneration of Directors, Supervisors and Senior Executives
Unit: RMB'0000
Total amount of annual
29.19
remuneration
The total amount of the
remuneration of the top three
directors receiving the 4.15
remuneration of the highest
amount
The total amount of the
remuneration of the top three
senior executives receiving 12.12
the remuneration of the
highest amount
Subsidy of independent
RMB 10,000 / person /year
directors
Other benefits of independent
Nil
directors
Name of directors and
supervisors not receiving Dong Qingxiang, Zhou Bo, Ye Huifen, Xie Mengxiong, Fan
remuneration and subsidy Zhenping,Yao Yunting and Zheng Dezhan.
from the Company
Range of remuneration Number of person
RMB 20,000 - 30,000 1
RMB 30,000 - 40,000 6
Over RMB 40,000 2
§6 Report of the Board of Directors
6.1 Discussion and analysis of the overall operation status in the report period
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
The Company is engaged in the electronic parts and components industry, mainly in the manufacturing and
sales of electronic vacuum glass devices and supporting electronic parts and components, export of the
self-produced products of the Company and the import of mechanical equipment, parts and components, raw and
auxiliary materials needed by the Company.
2004 is a year when the Company made arduous efforts. Under the influence of factors
including short supply of energy, continuous rise in price of raw materials and continuous decline of
product price, the Company faced highly grim production and operation situation. Facing the fact,
the board of directors and management of the Company firmly established scientific development
values, deepened reform, strengthened management, made scientific decisions, tackled difficult
problems through joint efforts, resolutely implemented the Company's development strategy and
satisfactorily fulfilled all targets and tasks of the Company.
In the report period, the output of pins, anode caps and L-35 glass tubes was 122.1645 million,
31.5174 million and 4142.77 tons respectively. The sales volume of pins, anode caps and L-35 glass
tubes was 119.3762 million, 36.9078 million and 4098.51 tons respectively. In the report period,
income from main operation, cost of main operation and profit from main operation of the Company
were RMB 112.9322 million, RMB 80.8124 million and RMB 30.9595 million respectively. The
gross profit rate and market share of its products were 28.44% and 30% respectively.
6.2 Table of the status of key business in terms of line of business or product
Unit: RMB'0000
The Status of key business in terms of line of business
In terms of
Increase/decre
line of Income from Cost of key Gross profit Increase/decrease Increase/decrease
ase of gross
business or key business business rate (%) of income (%) of cost (%)
profit rate (%)
product
11,293.22 8,081.24 28.44% 39.60% 39.46% 0.07%
Of which :
related 3,131.85 2,241.15 28.44% -5.75% -5.51% 0.07%
transaction
Principle of
pricing of
Referring to market price and pricing by both parties through consultation.
related
transaction
Notes to the As the products of the Company and the above related parties have upstream-and-downstream
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
necessity and relationship and their production is in the same place, the occurrence of the above related
continuity of transactions is necessary and normal. If the product structure and production site do not change, the
related above related transactions will continue to occur.
transactions
Of which: The total amount of product sales or rendering of services of the Company to its
controlling shareholder and subsidiaries was RMB 11.7206 million in the report period.
6.3 The status of key business in terms of areas
Unit: RMB'0000
Area Income from key business Increase/decrease of income (%)
North China 11,293.22 39.60%
6.4 Particulars about suppliers and customers
Unit: RMB'0000
Total of the amount of purchase Proportion of total
3,939.35 82.97%
from the top five suppliers purchase amount
Total of the amount of sales to the Proportion of total
11,293.21 91.04%
top five customers sales amount
6.5 Operation of invested companies
√ Applicable ? Not applicable
Unit: RMB'0000
Name of invested
Shijiazhuang Baoshi Colour Glass Bulb Co., Ltd.
company
Investment income Proportion of the net
3,712.51 130.91%
contributed in this period profit of the Company
Invested Business scopeProduction and sales of glass bulbs for colour kinescope and electronic glass products
company Net profit 6,071.00
6.6 Reasons for the material change of key business and its structure
□ applicable √ not applicable
6.7 Reasons for the material change of the profitability ( gross profit rate) of the key business
compared with the previous year
□ applicable √ not applicable
6.8 Analysis of the reasons for the material change of operating results and profit structure
compared with the previous year
□ applicable √ not applicable
Analysis of the reasons for the material change of overall financial status compared with the
previous year
□ applicable √ not applicable
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
6.9 Notes to the existing, current and future important influence of the material change of
production and business environment, macro-policies, laws and regulations on the Company's
financial status and operating results.
√applicable□not applicable
Pursuant to the approval of Hebei Science and Technology Department with JKG (2004) No.10
Document, the Company was continued to be certified as a high-tech enterprise. The tubes for glass
bulb of colour kinescope of the Company were certified as high-tech products. The valid term is
from January 1, 2004 to December 31, 2005. According to relevant national policy, the income tax
rate of 15% will continue to apply to the Company during this period.
6.10 The fulfillment of profit target
□ applicable√ not applicable
6.11 Fulfillment of operation plan
□ applicable √ not applicable
6.12 Utilization of raised funds
□ applicable√ not applicable
Particulars about the change of investment projects
□ applicable√ not applicable
6.13 Investment projects not utilizing raised funds
□ applicable√ not applicable
6.14 Explanation of the board of directors to the "nonstandard opinions"
□ applicable √ not applicable
6.15 Operation plan of the board of directors for the new year
√applicable □not applicable
The Company's main products are electronic components for traditional CRT color TV. With
the rapid development of high-definition and flat panel TV, the gradual shrinkage of CRT color TV
market has become the general trend. However, after technical up grading, innovation and
development toward flat panel, CRT color TV can still respond to the impact of flat panel TV and
extend its life cycle. Its market space in the next several years is still big. In the future, the Company
will seize this strategic opportunity, speed up adjustment and development, make look-ahead plans
and scientific decisions and develop in the market with fierce competition. In the new year, the
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Company will continue to deepen enterprise reform, strengthen basic management and systems
implementation, tap potential and cut consumption, broaden sources of income and reduce
expenditure, enhance efficiency, seize opportunities, boldly make innovation, further develop
international market, enhance the ability of earning foreign exchange through export and quicken
the promotion of product structure adjustment and upgrading to enhance its core competitiveness
and reserved force for future development. The Company will focus on doing the following work
well:
1. To conduct integration and inno vation and greatly develop pin and anode cap products. The
Component Factory of the Company will make use its technical advantage, strengthen product
development, continue to develop marketable products, proceed with technological innovation and
renovation, lower rate of defect, make all-out efforts to properly implement expansion and
renovation projects, enlarge scale, enhance production capacity, reduce cost, enlarge market share
with high quality, low price and excellent services, give play to scale efficiency, stabilize core
customers, increase new users, actively develop international market and avoid operation risks.
2. Glass Tube Factory will continue to conduct strict management, solve quality problems,
lower rate of defect, improve product quality, make product qualification rate reach a new level,
enhance production efficiency to the greatest extent and make more profits for the Company.
3. SBEG will continue to persist in technical renovation and technological innovation, tap
production potential to the greatest extent, make more efforts to tackle key technical problems,
lower rate of defect and enhance the comprehensive non-defective rate of products of large glass
screen (over 25") and improve efficiency and results under the guide of the conception of "quality
first" and "win with low cost". Meanwhile, SBEG will also study product upgrading as soon as
possible, make glass bulb develop toward the direction of light weight, flat panel and environmental
protection through the application of new technologies, make initial-stage technological preparation
for the model change of 16:9 glass bulb products and better fulfill the target of differentiation.
4. The Company will make all-out efforts to develop high-tech new products and new projects
and create new channels for profit growth.
5. The Company will continue to deepen reform, further establish and improve operation,
stimulation and restriction mechanism, give full play to and arouse employees' initiative, enhance
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
work efficiency and its comprehensive competitiveness.
Forecast of profit for the new year
□ applicable √ not applicable
6.16 The preplan of the board of directors for profit distribution or capitalization of capital
common reserve fund
The Company is neither to distribute profit for 2004 nor to capitalize capital surplus.
The Company made profit in the report period but did not make dividend distribution preplan.
√applicable □not applicable
The reason for failure to make cash profit
The use of and use plan for the Company's
distribution preplan despite profit making in the
undistributed profit
report period
As the cash flow from operating activities of
the Company is negative and the Company still
has uncovered losses of RMB 319,001,658, the
The net profit of the Company for 2004 will be
board of directors of the Company has decided
used to make up the losses of the Company for
neither to distribute profit nor capitalize anyprevious years according to relevant accounting
regulations.
capital surplus for the report year. This preplan is
to be submitted to 2004 annual shareholders'
general meeting for examination.
§7 Important Events
7.1 Asset acquisition
□ applicable √ not applicable
7.2 Disposal of assets
□ applicable √ not applicable
7.3 Material guarantee
□ applicable √ not applicable
7.4 Particulars of related transactions
7.4.1 Related sales and purchases
√applicable□not applicable
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Unit: RMB million
Sales of products and rendering of services to Purchases of products and acceptance of services
related parties from related parties
The proportion of
Related party The proportion of transaction
Transaction transaction amount to total Transaction
amount to total amount of
amount amount of similar amount
similar transactions
transactions
Shijiazhuang Baoshi
Electronic Group
27.8813 9.35% 0.00 0.00%
Co., Ltd. (controlling
shareholder)
Shijia zhuang
Baoshi Electric
Pin Glass Co., Ltd. 167.2677 56.08% 0.00 0.00%
(Affiliated
company ).
Total 195.1490 65.43% 0.00 0.00%
7.4.2 Related creditor's rights and debts
Unit: RMB million
Financing to related party Financing of related party to the
Company
Related party Transaction Proportion of the Transaction Proportion of the
amount same kind of amount same kind of
transaction transaction
Shijiazhuang Baoshi
Electronic Group Co.,
0.00 0.00 -8,676.60 39,910.97
Ltd. (controlling
shareholder)
Shijiazhuang Baoshi
Electric Pin Glass Co.,
-4,332.00 5,080.00 0.00 0.00
Ltd. (Affiliated
company ).
Total -4,332.00 5,080.00 -8,676.60 39,910.97
Of which: The Company provided funds of RMB 0.00 million to its controlling shareholder and subsidiaries in
the report period. The balance of the funds provided by the Company to them was RMB 0.00 million.
7.5 Entrusted asset management
□ applicable √ not applicable
7.6 Performance of commitments
√applicable □not applicable
1.The Company published the announcement of the resolutions of the 9th meeting of the third Board
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
of Directors on China Securities Daily and Hong Kong Commercial Daily on November 7, 2001.
The Board of Directors of the Company and Baoshi Group Co. has reached agreement on the
competition between the Company and Baoshi Group Co. in the same industry arising from the
project of renovating and constructing L-35 glass tube production line and will properly solve this
issue by the means of asset exchange or other means. At present, this matter is in active discussion.
2.The Company published the announcement of the resolutions of the 11th meeting of the third
board of directors on China Securities Daily and Hong Kong Commercial Daily on December 14,
2001. As of October 31, 2001, SBEG borrowed funds of RMB 0.26 billion from SBCB to develop
color bulb project. It plans to fully repay the loan in the next two years. The Company will urge both
parties to implement the plan. In the report period, SBEG repaid RMB 43.32 million according to
plan. At the end of the report period, the balance of the funds borrowed by SBEG from SBCB was
RMB 50.80 million.
7.7 Material lawsuits and arbitration
□ applicable √ not applicable
7.8 Particulars about duty performance of independent directors
Attendance at board meetings by independent directors:
Name of Attendance
The supposed times of Attendance in Absence
independent through Remarks
attendance this year person (times) (times)
director agent (times)
Hu Shouling 6 6 0 0
Ma Chao 6 6 0 0
Zhang Hao 6 6 0 0
Objection made by independent to relevant matters of the Company.
□ applicable √ not applicable
§8 Report of the Supervisory Committee
√applicable □ not applicable
1. The operation of the Company according to law
(1)In 2004, the Company was able to operate in accordance with relevant laws and regulations
of the state, the Articles of Association of the Company and the resolutions of shareholders' general
meeting. Its decision making procedure was legal. The Company established corresponding internal
control system while gradually perfecting its corporate administration structure. No act of the
16
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
directors and managers of the Company was found to violate the laws, regulations and the Articles
of Association or harm the Company's interests when they performed their duties.
(2)The 2004 financial reports of the Company truly reflected the financial status and operating
results of the Company. The standard unqualified auditors' report issued by Pricewaterhouse
Coopers Zhongtian Certified Public Accountants Co., Ltd. was objective and fair.
(3). The Company did not raise funds in the report period.
(4). The Company neither acquired nor disposed of assets in the report period.
(5). The related transactions were fair and did not harm the interests of the Company.
§9 Financial Report
9.1 Audit opinions
Audit opinions: Standard unqualified audit opinions
9.2 Financial Statements
9.2.1 Balance Sheet
Domestic statements
Unit: RMB
Year-end balance
Year-beginning balance
Item
Consolidated Parent company Consolidated Parent company
Current assets:
Monetary capital 24,414,675.00 10,684,496.00 24,255,318.00 12,151,804.00
Short-term investment 0.00 0.00 0.00 0.00
Bills receivable 47,489,415.00 47,489,415.00 24,898,417.00 19,248,417.00
Dividends receivable 0.00 0.00 0.00 0.00
Interests receivable 0.00 0.00 0.00 0.00
Accounts receivable 36,880,513.00 36,880,513.00 30,473,874.00 30,473,874.00
Other receivables 12,571,485.00 11,499,716.00 75,650,907.00 22,231,235.00
Prepayments 1,013,185.00 1,013,185.00 3,002,454.00 2,961,735.00
Subsidy receivable 0.00 0.00 0.00 0.00
Inventory 51,132,743.00 50,878,782.00 51,717,995.00 51,374,891.00
Expenses to be
34,547.00 34,547.00 26,719.00 26,719.00
amortized
Long-term creditors' 0.00 0.00 0.00 0.00
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
right investment to mature
within one year
Other current assets 58,000,000.00 0.00 58,000,000.00 0.00
Receivables form
53,495,172.00 30,517,805.00 65,333,051.00 16,659,423.00
subordinate Company
Total current assets 285,031,735.00 188,998,459.00 333,358,735.00 155,128,098.00
Long-term investment
Long-term equity
833,906,477.00 447,582,319.00 818,415,139.00 432,794,930.00
investment
Long-term creditors'
0.00 0.00 0.00 0.00
right investment
Total long-term
833,906,477.00 447,582,319.00 818,415,139.00 432,794,930.00
investment
Consolidated price
0.00 0.00 0.00 0.00
difference
Fixed assets
Fixed assets- Original
363,371,633.00 309,775,752.00 360,590,850.00 307,991,022.00
cost
Less: accumulated
187,004,295.00 176,012,873.00 167,633,189.00 158,999,242.00
depreciation
Net value of fixed
176,367,338.00 133,762,879.00 192,957,661.00 148,991,780.00
assets
Less: Fixed asset
3,121,971.00 987,261.00 3,326,003.00 1,191,293.00
depreciation reserve
Net amount of fixed
173,245,367.00 132,775,618.00 189,631,658.00 147,800,487.00
assets
Engineering materials 0.00 0.00 0.00 0.00
Construction-in-process 428,570.00 428,570.00 137,913.00 137,913.00
Fixed assets liquidation 0.00 0.00 0.00 0.00
Engineering materials 173,673,937.00 133,204,188.00 189,769,571.00 147,938,400.00
Construction-in-process
Fixed assets liquidation 13,802,850.00 13,802,850.00 14,135,206.00 14,135,206.00
Long-term expenses to
7,711,826.00 7,711,826.00 5,737,403.00 5,737,403.00
be amortized
Other long-term assets 0.00 0.00 0.00 0.00
Long-term receivables
form subordinate 30,481,192.00 0.00 50,801,987.00 0.00
Company
Total intangible assets
51,995,868.00 21,514,676.00 70,674,596.00 19,872,609.00
and other assets
Deferred tax
Debit item of deferred
0.00 0.00 0.00 0.00
tax
Total assets 1,344,608,017.00 791,299,642.00 1,412,218,041.00 755,734,037.00
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Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Current liabilities
Short-term loan 5,403,892.00 0.00 5,403,892.00 0.00
Bills payable 15,981,341.00 15,941,341.00 24,127,609.00 24,087,609.00
Accounts payable 26,746,254.00 22,472,745.00 30,662,492.00 21,331,007.00
Accounts received in
1,701,019.00 1,701,019.00 1,309,598.00 1,309,598.00
advance
Wages payable 0.00 0.00 0.00 0.00
Welfare expenses
2,027,556.00 1,881,034.00 2,793,943.00 2,583,148.00
payable
Dividends payable 0.00 0.00 0.00 0.00
Tax payable 1,458,962.00 513,502.00 7,421,572.00 6,131,156.00
Other accounts to be
184,938.00 78,384.00 118,450.00 15,186.00
paid
Other payables 441,246,471.00 118,457,203.00 482,342,162.00 100,550,042.00
Expenses drawn in
37,805,074.00 539,798.00 79,584,374.00 200,000.00
advance
Estimated liabilities 0.00 0.00 0.00 0.00
Long-term liabilities
0.00 0.00 0.00 0.00
within one year
Other current liabilities 83,000,000.00 0.00 83,000,000.00 0.00
Total current liabilities 615,555,507.00 161,585,026.00 716,764,092.00 156,207,746.00
Long-term liabilities
Long-term loan 0.00 0.00 0.00 0.00
Long-term bonds 0.00 0.00 0.00 0.00
Long-term accounts
0.00 0.00 0.00 0.00
payable
Special accounts
0.00 0.00 0.00 0.00
payable
Other long-term
0.00 0.00 0.00 0.00
liabilities
Total long-term
0.00 0.00 0.00 0.00
liabilities
Deferred tax
Debit item of deferred
0.00 0.00 0.00 0.00
tax
Total liabilities 615,555,507.00 161,585,026.00 716,764,092.00 156,207,746.00
Minority interest 99,337,894.00 0.00 95,927,658.00 0.00
Owner's equity ( or
shareholders' equity):
Share capital 383,000,000.00 383,000,000.00 383,000,000.00 383,000,000.00
Less::return
0.00 0.00 0.00 0.00
investment
Net amount of share
383,000,000.00 383,000,000.00 383,000,000.00 383,000,000.00
capital
19
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Capital common
538,261,486.00 538,261,486.00 536,433,509.00 536,433,509.00
reserve
Surplus common
27,454,788.00 27,454,788.00 27,454,788.00 27,454,788.00
reserve
Of which: Statutory public
0.00 0.00 0.00 0.00
welfare fund
Retained profit -319,001,658.00 -319,001,658.00 -347,362,006.00 -347,362,006.00
Of which::Cash
0.00 0.00 0.00 0.00
dividends
No
acknowledgement 0.00 0.00 0.00 0.00
Investment loss
Converted difference of
foreign currency 0.00 0.00 0.00 0.00
statements
Total owner's equity(or
629,714,616.00 629,714,616.00 599,526,291.00 599,526,291.00
shareholders' equity):
Total liabilities and
owner's equity ( or 1,344,608,017.00 791,299,642.00 1,412,218,041.00 755,734,037.00
shareholders' equity)
9.2.2 Profit and Profit Distribution Statement
Domestic statements
Unit: RMB
Report period Same period of the previous year
Item
Consolidated Parent company Consolidated Parent company
I. Income from the key
112,932,152.00 112,932,152.00 80,896,915.00 80,896,915.00
business
Less: Cost of key
80,812,439.00 80,812,439.00 57,948,711.00 57,948,711.00
business
Key business tax and
1,160,194.00 1,160,194.00 729,598.00 729,598.00
surtax
II. Profit from key
business (negative for 30,959,519.00 30,959,519.00 22,218,606.00 22,218,606.00
loss)
Add: Profit from other
businesses (negative for 13,501,624.00 10,688,343.00 18,572,248.00 14,004,785.00
loss)
Less: Operating
2,625,009.00 2,625,009.00 1,121,290.00 1,121,290.00
expenses
20
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Administration
35,805,272.00 30,349,316.00 34,270,640.00 27,039,508.00
expenses
Financial
19,149,713.00 2,864,875.00 16,992,081.00 1,931,218.00
expenses
III. Operating
-13,118,851.00 5,808,662.00 -11,593,157.00 6,131,375.00
profit(negative for loss)
Add: Investment
income(negative for 37,125,138.00 14,787,389.00 37,998,536.00 16,230,494.00
loss)
Subsidy income 0.00 0.00 0.00 0.00
Non-operating
481,889.00 481,889.00 75,760.00 75,760.00
income
Less: non-operating
200.00 200.00 504,975.00 204,505.00
expenses
IV. Total profit(negative
24,487,976.00 21,077,740.00 25,976,164.00 22,233,124.00
for loss)
Less: income tax -7,282,608.00 -7,282,608.00 162,253.00 162,253.00
Less::Gains and
losses of minority 3,410,236.00 0.00 3,743,040.00 0.00
shareholders
Add:no
acknowledgement 0.00 0.00 0.00 0.00
investment loss
V. Net profit (negative
28,360,348.00 28,360,348.00 22,070,871.00 22,070,871.00
for loss)
Add:
Year-beginning -347,362,006.00 -347,362,006.00 -369,432,877.00 -369,432,877.00
retained profit
Other amount
0.00 0.00 0.00 0.00
transferred in
VI. Distributable
-319,001,658.00 -319,001,658.00 -347,362,006.00 -347,362,006.00
profit
Less: Statutory surplus
common reserve 0.00 0.00 0.00 0.00
appropriated
Statutory public
welfare fund 0.00 0.00 0.00 0.00
appropriated
Staff and workers'
bonus and welfare fund 0.00 0.00 0.00 0.00
appropriated
Reserve fund appropriated 0.00 0.00 0.00 0.00
Enterprise development
0.00 0.00 0.00 0.00
fund appropriated
21
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Returned investment
0.00 0.00 0.00 0.00
income
VII. Profit distributable to
-319,001,658.00 -319,001,658.00 -347,362,006.00 -347,362,006.00
investors
Less: Dividend of
0.00 0.00 0.00 0.00
preferred shares payable
Discretionary surplus
common reserve 0.00 0.00 0.00 0.00
appropriated
Dividend of common
0.00 0.00 0.00 0.00
shares payable
Capitalized dividends of
0.00 0.00 0.00 0.00
common shares
VIII、Retained profit -319,001,658.00 -319,001,658.00 -347,362,006.00 -347,362,006.00
9.2.3 Profit Statement
(Supplementary
information:)
1. Proceeds from the sales
or disposal of departments 0.00 0.00 0.00 0.00
or invested companies
2. Losses from natural
0.00 0.00 0.00 0.00
calamities
3. Total profit increased
(or decreased) by the
0.00 0.00 0.00 0.00
change of accounting
policy
4. Total profit increased
(decreased) by the change 0.00 0.00 0.00 0.00
of accounting estimate
5. Losses from debt
0.00 0.00 0.00 0.00
restructuring
6. Other 0.00 0.00 0.00 0.00
9.2.3 Cash Flow Statement
Domestic statements
Unit: RMB
Report period
Item
Consolidated Parent company
I. Cash flow from operating activities:
Cash received from commodity sales and labor
262,248,936.00 225,654,203.00
provision
Refunded taxes and levies 0.00 0.00
22
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Other cash receipts related to operating
290,585.00 132,110.00
activities
Subtotal of cash inflow 262,539,521.00 225,786,313.00
Cash paid for purchasing commodities and accepting
181,332,121.00 171,457,815.00
labor
Cash paid to and for staff and workers 53,693,243.00 31,567,069.00
Taxes and levies paid 14,303,250.00 13,496,553.00
Other cash payments related to operating
77,074,756.00 6,682,296.00
activities
Subtotal of cash outflow 326,403,370.00 223,203,733.00
Net cash flow from operating activities -63,863,849.00 2,582,580.00
2. Cash flow from investing activities
Cash received from investment recovery 43,320,794.00 0.00
Cash received from obtaining investment
26,154,070.00 0.00
income
Net cash received from the disposal of fixed
1,612,579.00 1,612,579.00
assets, intangible assets and other long-term assets
Other cash receipts related to investing activities 0.00 0.00
Subtotal of cash inflow 71,087,443.00 1,612,579.00
Cash paid for constructing or purchasing fixed
5,594,263.00 4,192,493.00
assets, intangible assets and other long-term assets
Cash payment to Investment activities 0.00 0.00
cash payment related to financing activities 0.00 0.00
Subtotal of cash outflow 5,594,263.00 4,192,493.00
Net cash flow from investing activities 65,493,180.00 -2,579,914.00
3. Net cash flow from financing activities
Cash received from absorption of investment 0.00 0.00
Cash received from loan 0.00 0.00
Other cash receipts from financing activities 0.00 0.00
Subtotal of cash inflow 0.00 0.00
Cash paid for debt repayment 0.00 0.00
Cash paid for distribution of dividends or profits
0.00 0.00
or interest reimbursement
Other cash payment related to financing
0.00 0.00
activities
Subtotal of cash outflow 0.00 0.00
Net cash flow from financing activities 0.00 0.00
4. Influence of the change of exchange rate on cash 0.00 0.00
5. Net increase of cash and cash equivalents 1,629,331.00 2,666.00
Supplementary information::
1. Adjusting net profit to net cash flow in operating
activities:
Net profit 28,360,348.00 28,360,348.00
Add: Asset depreciation reserve provided -1,499,456.00 -1,499,456.00
23
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
Fixed assets depreciation 20,357,522.00 18,000,047.00
Amortization of intangible assets 332,356.00 332,356.00
Amortization of long-term expenses to be
0.00 0.00
amortized
Decrease of expenses to be amortized (Less:
-7,828.00 -7,828.00
increase)
Increase of expenses drawn in advance (Less:
-41,779,300.00 339,798.00
decrease)
The losses from the disposal of fixed assets,
intangible assets and other long-term assets (less: -481,889.00 -481,889.00
gains)
Loss from scrapping of fixed assets 0.00 0.00
Financial expenses 19,016,773.00 2,424,357.00
Investment losses (less: gains) -37,125,138.00 -14,787,390.00
Credit item of deferred tax (Less: debit item) 0.00 0.00
Decrease of inventories(less: increase) 1,285,568.00 1,196,425.00
Decrease of operating accounts receivable (less:
-36,963,763.00 -21,321,550.00
increase)
Increase of operating accounts payable(less:
-18,769,278.00 -9,972,638.00
decrease)
Other 0.00 0.00
Current income of Minority shareholders 3,410,236.00 0.00
Net cash flow from operating activities -63,863,849.00 2,582,580.00
2. Investing and financing activities not involving
cash receipts and expenditure
Debts converted into capital 0.00 0.00
Convertible corporate bond to mature within one
0.00 0.00
year
Fixed assets under financing lease 0.00 0.00
3. Net increase of cash and cash equivalents
Balance of cash at the end of the period 14,587,858.00 857,679.00
Less: Balance of cash at the beginning of the period 12,958,527.00 855,013.00
Add:Balance of cash equivalent at the end of the
0.00 0.00
period
Less: Balance of cash equivalent at the beginning
0.00 0.00
of the period
Net increase/decrease) of cash and cash
1,629,331.00 2,666.00
equivalents
9.3 Compared with the annual report of the previous year, the change of accounting policies and
accounting estimate and the correction of accounting errors did not occur in this report period.
□ applicable√ not applicable
9.4 Content of significant accounting, amount of correction, reasons and its influence
24
Summary of 2004 Annual Report of Shijiazhuang Baoshi Electronic Glass Co., Ltd.
□ applicable√ not applicable
9.5 The consolidation scope of this report period remained unchanged compared with the
annual report of the previous year.
□ applicable√ not applicable
Chairman of the board of directors: Dong Qingxiang
Shijiazhuang Baoshi Electronic Glass Co., Ltd.
April 18, 2005
25