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Baoji Titanium Industry Co., Ltd.
Release date: 2014-4-26 19:57:54
1.1 The board of directors , supervisors and directors , supervisors and senior management to ensure that the real content of quarterly reports , accurate, complete , not false records, misleading statements or material omissions , and assume joint and several liability.
1.2 All directors attended the Board to consider quarterly reports.
1.3
Name of the Person
Zou armed
Person in charge of accounting
Zheng seamount
Accounting department ( accounting officer ) Name
WEI Hua Peng
The person in charge of armed Zou , Chief Financial Officer Cheng seamounts and accounting department ( accounting officer ) responsible for Wei Peng guarantee of financial statements quarterly report is true , accurate and complete.
1.4 The first quarterly report of the financial statements are unaudited.
Second, changes in key financial data and shareholders
2.1 Key Financial Data
Unit:
The reporting period ( RMB )
Period last year ( RMB )
The end of the reporting period the previous year change (% )
Total assets
6,552,236,044.04
6,588,798,575.39
-0.55
Net assets attributable to shareholders of listed companies
3,621,207,554.70
3,619,589,115.17
0.04
Attributable to shareholders of listed companies net assets per share
8.42
8.41
0.12
Year to the end of the period
Beginning of the reporting period to the previous year
Period last year ( % )
Cash generated from operating activities
The net flow
97,463,002.41
-72,377,133.55
234.66
Net cash flow from operating activities per share
0.23
-0.17
235.29
Year to the end of the period
Beginning of the reporting period to the previous year
Period last year ( % )
Operating income
571,296,954.44
519,520,860.98
9.97
Net profit attributable to shareholders of listed companies
1,618,439.53
618,078.70
161.85
Net profit attributable to shareholders of listed companies net of non-recurring gains and losses
1,044,518.76
-2,808,319.65
137.19
Weighted average return on net assets ( % )
0.04
0.02
Increased 0.02 percentage points
Basic earnings per share ( RMB / share )
0.004
0.001
300.00
Diluted earnings per share ( RMB / share )
0.004
0.001
300.00
Note: Net profit attributable to shareholders of listed companies, the net profit attributable to shareholders of indicators listed company after deducting non-recurring gains and losses , basic earnings per share and diluted earnings per share increased mainly due to such as : company management fees reduced, resulting in the profit indicators improved.
Excluding non- recurring items and amounts:
Unit:
Non- recurring items
Amount
( January-March )
Loss on disposal of non-current assets
-466,573.12
Profit or loss of government subsidies, but closely related to the company's normal business , in line with national policies and regulations, in accordance with certain fixed amounts on a continuous except for government grants
1,144,464.24
In addition to the above other operating income and expenses
-165.16
Income tax effect
-100,972.14
Minority interest (after tax )
-2,833.05
Total
573,920.77
Total number of shareholders , the top ten shareholders and the top ten tradable shareholders 2.2 end of the reporting period end ( or tradable shareholders ) shares of the table
Unit: Share
Total number of shareholders ( households )
51594
The top ten shareholders
Name of shareholder
Shareholder
Nature
Shareholding Ratio ( % )
Total number of shares
The number of restricted shares held
Number of shares pledged or frozen
Baoji Titanium Group Ltd.
State-owned legal person
54.98
236549503
0
No
Taikang Life Insurance - Dividend - Individual Dividend -019L-FH002 Shanghai
Other
0.56
2408575
0
Unknown
Chinese investment securities backed securities trading account customer credit
Other
0.39
1695825
0
Unknown
CITIC Wantong Securities backed securities trading account customer credit
Other
0.37
1580133
0
Unknown
Huatai Securities ( 601,688 , stock it ) customer credit -backed securities trading account
Other
0.36
1539094
0
Unknown
China Galaxy Securities backed securities trading account customer credit
Other
0.32
1393050
0
Unknown
Universe Shenzhen Electronic Technology Development Co., Ltd.
Other
0.31
1313000
0
Unknown
Qilu Securities Co., customer credit -backed securities trading account
Other
0.30
1279676
0
Unknown
First Capital Securities backed securities trading account customer credit
Other
0.25
1096227
0
Unknown
Fu Xinghua
Other
0.25
1060015
0
Unknown
The top ten tradable shareholders shareholdings
Name of shareholder
Closing number of tradable shares held by the
Type of shares and
Quantity
Baoji Titanium Group Ltd.
236549503
RMB ordinary shares
Taikang Life Insurance ( assured Paul ) - Dividend - Individual Dividend -019L-FH002 Shanghai
2408575
RMB ordinary shares
Chinese investment securities backed securities trading account customer credit
1695825
RMB ordinary shares
CITIC Wantong Securities backed securities trading account customer credit
1580133
RMB ordinary shares
Huatai Securities backed securities trading account customer credit
1539094
RMB ordinary shares
China Galaxy Securities backed securities trading account customer credit
1393050
RMB ordinary shares
Universe Shenzhen Electronic Technology Development Co., Ltd.
1313000
RMB ordinary shares
Qilu Securities Co., customer credit -backed securities trading account
1279676
RMB ordinary shares
First Capital Securities backed securities trading account customer credit
1096227
RMB ordinary shares
Fu Xinghua
1060015
RMB ordinary shares
Description The shareholders' association or acting
The top 10 shareholders, no association between Baoji Titanium Group Ltd. and other shareholders ; company is unknown whether the association or persons acting in concert are " listed company acquisition management approach" exists between other shareholders .
Third, important issues
3.1 The main financial statement items and financial indicators and reasons for significant changes in
3.1.1 Balance Sheet Items
Unit:
Item
March 31, 2014
December 31, 2013
Margin
( % )
Reasons for change
Notes receivable
211,425,605.25
397,214,546.44
-46.77
Reduce the amount of bankers' acceptances held notes
Accounts receivable
689,155,625.78
422,650,834.62
63.06
No amount due to the increase in sales to customers
Accounts payable
484,008,302.70
338,256,054.94
43.09
Increased due to the purchase price payable
Taxes
28,619,253.18
6,718,525.46
325.98
To cope with the increase in VAT
Long-term borrowings
101,650,000.00
151,650,000.00
-32.97
Part of long-term loans due within one year transferred to the borrower due
3.1.2 Income statement items
Unit:
Item
January-March 2014
January-March 2013
Change ( % )
Reasons for change
Sales taxes and
Append
2,924,942.81
40,631.09
7098.78
Should pay an additional tax increase
Operating income
1,666,905.89
3,427,083.24
-51.36
Decrease in government grants received
Operating expenses
989,179.93
1,790.55
55144.47
The increase in non-recurring expenses
Income tax expense
57,118.70
916,856.65
-93.77
Subsidiary earnings decrease
Net profit attributable to owners of the parent company
1,618,439.53
618,078.70
161.85
Mainly due to reduced management fees
Minority interests
-39,615.24
1,687,184.77
-102.35
Company owned subsidiary Baoji Titanium Titanium Co., Ltd. Hua God earnings decrease
3.1.3 Statement of Cash Flows Project
Unit:
Item
January-March 2014
January-March 2013
Margin
( % )
Reasons for change
Net cash flow from operating activities
97,463,002.41
-72,377,133.55
234.66
Sales of goods , an increase in cash received from providing services due to
Net cash flows from investing activities
-1,042,908.01
-17,991,287.14
94.20
Company subsequent decrease in investment in construction projects
Net cash flow from financing activities
-194,297,200.05
119,280,808.41
-262.89
Increase the repayment of bank borrowings
3.2 Important analysis shows the progress of their impact and solutions
3.2.1 construction projects to raise funds
( 1 ) Use of funds raised overall
Unit: million
Raised Year
Floatation
Total funds raised
The reporting period has raised total funds
Total funds have been raised cumulative use
Total proceeds not used
Unused proceeds and
Whereabouts
2008
Public issuance
148,491.64
50.01
144,328.44
4,163.20
Special account to raise funds deposited
Note : unused deposits excluding accrued interest received total proceeds , net of bank charges and other bank deducted .
( 2 ) the use of proceeds to the project
Unit: million
Commitment Project Name
Are changes to the project
The amount to be invested to raise funds
Proceeds amount invested during the reporting period
The actual total investment amount of funds raised
Compliance schedule
Project
Schedule
Generate earnings
Whether the expected gains
Not meet the schedule and benefits explained
Reason for change and modification procedures to raise funds
Titanium and titanium alloy casting expansion and ancillary facilities construction projects
No
21,210.80
50.01
17,047.61
No
2010 Pre- turn solid auxiliary equipment
Construction
No
Note
-
Note : not meet the schedule and gain detailed description of March 28, 2014 published on the website of the Shanghai Stock Exchange , " the company 2013 annual raise funds on deposit with the actual use of a special report ."
3.2.2 April 9, 2013 Company 2012 Annual General Meeting adopted the " medium-term notes issued by the Company 's motion," China has decided to inter-bank market dealers association for total registered no more than 10 billion medium-term notes , issued registration a period not exceeding five years ( including 5 years ) ( see specific circumstances disclosed in the " Shanghai securities News ", " China securities News", "Securities Times" and the Shanghai Stock Exchange Web site April 10, 2013 the " year 2012 resolution of the meeting " ) .
April 2014 , the company received ( the City's Note [ 2014 ] No. MTN91) " to accept registration notice" issued by China 's inter-bank market dealers association , approved medium-term notes issued by the Company registered the amount of 10 million yuan, registered facility from the date on which notice shall be valid for 2 years from the Industrial Bank ( 601166 , stock it ) Co., Ltd. main underwriter , the Company may issue installments within the period of registration .
3.3 Company and shareholders holding more than 5% of commitments
Actual control of the company in Shaanxi Nonferrous Metals Holding Group Co., Ltd. , the controlling shareholder of Titanium Group Ltd. and its subsidiaries , Shaanxi Baoji Titanium Metals Co., Ltd. in the company 's initial public offering and refinancing during the relevant commitments made ??, has been in " Company's 2013 annual report" disclosure , " the company 2013 annual report ( see in particular the" Shanghai securities News "," China securities News ", " Securities Times " and the Shanghai Stock Exchange Web site disclosure of March 28, 2014 " section V " important Notes "section ) .
During the reporting period , the relevant commitments are still in strict compliance .
3.4 cumulative net profit forecast beginning of the next reporting period may be loss compared with a year earlier description of the occurrence and the reasons for significant changes
Applicable √ Not applicable
Baoji Titanium Industry Co., Ltd.
Chairman: Zou armed
April 25, 2014
Stock Code: 600456 Stock Abbreviation: Baotaigufen ( 600,456 , stock it ) No. :2014 -007
Baoji Titanium Industry Co., Ltd.
2013 Annual General Meeting Announcement on Resolutions
The Board of Directors and the Directors to ensure that this announcement does not contain any false , misleading statements or material omissions, and severally and jointly accept responsibility for the truthfulness , accuracy and completeness of the contents .
Important tips:
This meeting did not reject or modify the proposal
A meeting and attendance
Baoji Titanium Industry Co., Ltd. ( hereinafter referred to as the Company ) at March 28, 2014 public announcement notice convening the annual general meeting of the company 2013 to all shareholders of the Company , April 25, 2014 the company 2013 annual shareholders' meeting in a conference site held in Baoji Titanium hotel. Shareholders and proxies present at the meeting were four representatives 23817.7012 million shares , representing 55.36% of total equity . Mr. Zou Wuzhuang meeting presided over by the chairman , directors, supervisors and senior management attended the meeting. Meeting in line with "Company Law" and the relevant provisions of the "Articles of Association " in the .
Second, consideration of the proposal
The meeting in a secret ballot by one vote adopted the following motion:
( A ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual Report of the Board of Directors ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Two ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual Report of the Board of Supervisors ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Three ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual Financial Statements ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Four ) , " Baoji Titanium Industry Co., Ltd. 2013 profit distribution plan ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares . The company 's total share capital 430,265,700 shares as the base for every 10 shares to all shareholders a cash dividend of 0.5 yuan ( including tax ) , total cash distribution of $ 21,513,285.00 , the remaining profit be carried forward to the next year . Year without capital reserve fund .
( Five ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual raise funds on deposit with the actual use of a special report ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Six ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual Report " and its summary . Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Seven ) , "Proposal hire company 2014 annual audit and internal control audit institutions," the concurring votes 23,817.7012 shares, representing shareholders and proxies attended the meeting held 100% of the voting shares ; abstained from voting , representing the meeting shareholders and proxy voting rights held by 0% of shares ; against 0 shares, representing shareholders attending the meeting and proxy voting rights held by 0% of shares . The company has decided to continue to employ the securities qualification CPAs ( special general partner ) of the Company 2014 annual audit and internal control audit institutions , audit fees were 45 yuan and 200,000 yuan ( not including travel expenses ) .
( Eight ) , " Baoji Titanium Industry Co., Ltd. 2013 Annual Work Report of the independent directors ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( Nine ) , "on the related transactions daily motion ." Concurring votes of 162.7509 million shares , accounting for the non-associated shareholders attending the meeting and voting shares represented by proxy valid 100% ; against 0 shares, representing the non-associated shareholders attending the meeting and voting shares represented by proxy valid 0% ; abstention vote 0 shares, representing the non-associated shareholders attending the meeting and voting shares represented by proxy valid 0 %. Baoji Titanium Group Limited related shareholders abstained from voting on this motion
(J ) , "on the company 's motion for a loan line of credit from financial institutions ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
( K) " on amending <> motion ." Agreed to vote 23817.7012 million shares , representing shareholders and proxies attended the meeting held 100% of the voting rights of shares ; abstained from voting , representing shareholders and proxies attended the meeting held 0% of voting shares ; against 0 shares representing shareholders and proxies attended the meeting held 0% of voting shares .
Third, lawyers witness case
The general meeting of shareholders to vote on Guantao by Beijing lawyer Wang Fan , Zhang Cui Yu lawyers witnessed the scene and issued a legal opinion testimony lawyers believe the convening of the general meeting of shareholders , holding procedures , personnel qualifications to attend the general meeting of shareholders and the general meeting of shareholders procedures are in line with relevant laws, regulations and "Articles " requirement.
Fourth, the reference file
( A ) the company 2013 annual shareholders' meeting resolution ;
( B) the company 2013 annual shareholders' meeting legal opinion.
Notice is hereby
Baoji Titanium Industry Co., Ltd. Board
Two O April 26, 2014
Company Abbreviations: Baotaigufen stock code : 600456
