Audited financial statements of Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. for 2021
catalogue
Page audit report 1 – 7 audited financial statements
Consolidated balance sheet 8 – 10 consolidated income statement 11 – 12 consolidated statement of changes in shareholders’ equity 13 – 14 consolidated cash flow statement 15 – 16 company balance sheet 17 – 18 profit statement of the company 19 – 20 statement of changes in shareholders’ equity of the company 21 – 22 cash flow statement of the company 23 – 24 notes to financial statements 25 – 208 supplementary information
1. Detailed statement of non recurring gains and losses 1 – 32 Return on net assets and earnings per share 4
3. Reconciliation of differences between China and Hong Kong Financial Reporting Standards 5
1、 Basic information Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. (hereinafter referred to as “the company”) is a joint stock limited company registered in Shanghai, the people’s Republic of China, which was established on March 31, 1998. The A shares and H shares of RMB common stock issued by the company have been listed on the Shanghai Stock Exchange and the stock exchange of Hong Kong Limited (“SEHK”) respectively. The main business activities of the company and its subsidiaries (hereinafter referred to as “the group”) are: biochemical products, reagents, four biotechnology services, production and sales of self-developed products, instruments and meters, electronic products, computers, chemical raw materials (except dangerous goods) and consulting services; Operate the export business of the enterprise’s self-produced products and related technologies, and the import business of raw and auxiliary materials, mechanical equipment, instruments and meters, spare parts and related technologies required for the enterprise’s production and scientific research (if the enterprise’s operation involves administrative license, it shall be operated with license). The parent company of the group is Shanghai Fosun high tech (Group) Co., Ltd. established in China, the ultimate parent company is Fosun International Holdings Co., Ltd. established in the British Virgin Islands, and the ultimate controlling shareholder is Guo Guangchang. The financial statements have been approved by the board of directors of the company on March 22, 2022. The consolidation scope of the consolidated financial statements is determined on the basis of control. See note VI, 1 and 2 for the changes in this year. 2、 Preparation basis of financial statements the financial statements are prepared in accordance with the accounting standards for business enterprises – Basic Standards issued by the Ministry of Finance and the specific accounting standards, application guidelines, interpretations and other relevant provisions issued and revised later (collectively referred to as “accounting standards for business enterprises”). The financial statements are presented on a going concern basis. When preparing the financial statements, except for some financial instruments, the valuation principle is historical cost. The disposal group held for sale shall be presented at the lower of the book value and the net amount of the fair value minus the selling expenses. If an asset is impaired, the corresponding impairment provision shall be withdrawn in accordance with relevant regulations.
Notes to financial statements (Continued) III. important accounting policies and accounting estimates the group has formulated specific accounting policies and accounting estimates according to the actual production and operation characteristics, which are mainly reflected in the provision for bad debts of accounts receivable, inventory valuation method, provision for inventory falling price, depreciation of fixed assets, amortization of intangible assets, capitalization conditions of R & D expenses, revenue recognition and measurement, etc. 1. In accordance with the statement of accounting standards for business enterprises, the financial statements comply with the requirements of accounting standards for business enterprises and truly and completely reflect the financial position of the company and the group as of December 31, 2021 and the operating results and cash flow of 2021. 2. The accounting period of the group is the Gregorian calendar year, i.e. from January 1 to December 31. 3. Bookkeeping base currency the bookkeeping base currency of the group and the currency used in the preparation of the financial statements are RMB. Unless otherwise specified, it is expressed in RMB. Subsidiaries, joint ventures and associated enterprises of the group determine their recording currency according to the main economic environment in which they operate, and convert it into RMB when preparing the financial statements. 4. Business combination business combination is divided into business combination under the same control and business combination not under the same control. Business combination under the same control: a business combination under the same control refers to a business combination in which the enterprises participating in the combination are ultimately controlled by the same party or the same parties before and after the combination, and the control is not temporary. For business combinations under the same control, the party that obtains control over other enterprises participating in the merger on the merger date is the merging party, and other enterprises participating in the merger are the merged party. The merger date refers to the date on which the combining party actually obtains control over the merged party. The assets and liabilities acquired by the combining party in the business combination under the same control (including the goodwill formed by the final controller’s acquisition of the combined party) shall be subject to relevant accounting treatment based on the book value in the final controller’s financial statements on the combination date. For the difference between the book value of the net assets obtained by the combining party and the book value of the merger consideration paid (or the total face value of the issued shares), the equity premium in the capital reserve shall be adjusted. If it is insufficient to offset, the retained earnings shall be adjusted. A business combination not under the same control is a business combination not under the same control if the enterprise participating in the combination is not ultimately controlled by the same party or the same parties before and after the combination. For business combinations not under the same control, the party that obtains control over other enterprises participating in the merger on the acquisition date is the acquirer, and other enterprises participating in the merger are the acquiree.
The date of purchase refers to the date on which the purchaser actually obtains control over the acquiree.
Notes to financial statements (Continued) III. important accounting policies and accounting estimates (Continued) 4 Business combination (Continued) business combination not under the same control (Continued) identifiable assets, liabilities and contingent liabilities of the acquiree obtained in business combination not under the same control are measured at fair value on the acquisition date. The difference between the sum of the fair value of the merger consideration paid (or the fair value of the equity securities issued) and the fair value of the equity of the acquiree held before the acquisition date is greater than the fair value share of the identifiable net assets of the acquiree obtained in the merger is recognized as goodwill and subsequently measured at cost less accumulated impairment losses. If the sum of the fair value of the merger consideration paid (or the fair value of the equity securities issued) and the fair value of the equity of the acquiree held before the acquisition date is less than the fair value share of the identifiable net assets of the acquiree obtained in the merger, the identifiable assets The measurement of the fair value of liabilities and contingent liabilities, the fair value of the merger consideration paid (or the fair value of equity securities issued) and the fair value of the equity held by the acquiree before the acquisition date shall be reviewed, If the sum of the fair value of the merger consideration paid after review (or the fair value of the equity securities issued) and the fair value of the equity of the acquiree held before the acquisition date is still less than the fair value share of the identifiable net assets of the acquiree obtained in the merger, the difference shall be included in the current profit and loss. 5. Consolidated financial statements the consolidation scope of consolidated financial statements is determined on the basis of control, including the financial statements of the company and all subsidiaries. Subsidiaries refer to the entities controlled by the company (including the separable parts of enterprises and invested units, as well as the structured entities controlled by the company). When preparing the consolidated financial statements, the subsidiaries adopt the accounting year and accounting policy consistent with that of the company. Assets, liabilities, equity, income, expenses and cash flows arising from all transactions between companies within the group are fully offset at the time of consolidation. If the current loss shared by the minority shareholders of a subsidiary exceeds the share enjoyed by the minority shareholders in the opening shareholders’ equity of the subsidiary, the balance shall still be offset against the reduced shareholders’ equity. For subsidiaries acquired through business combination not under the same control, the operating results and cash flow of the acquiree shall be included in the consolidated financial statements from the date when the group obtains control until the group terminates its control. When preparing the consolidated financial statements, the financial statements of subsidiaries shall be adjusted on the basis of the fair value of all identifiable assets, liabilities and contingent liabilities determined on the acquisition date.
Notes to financial statements (Continued) III. important accounting policies and accounting estimates (Continued) 5 Consolidated financial statements (Continued) for subsidiaries obtained through business combination under the same control, the operating results and cash flow of the combined party shall be included in the consolidated financial statements from the beginning of the current period. When preparing and comparing the consolidated financial statements, the relevant items of the previous financial statements are adjusted, which is regarded as the reporting entity formed after the merger has existed since the final controller began to implement control. If changes in relevant facts and circumstances lead to changes in one or more of the control elements, the group reassesses whether to control the investee. Under the condition of not losing control, the change of minority shareholders’ equity is regarded as equity transaction. 6. Classification of joint venture arrangements and joint operation joint venture arrangements are divided into joint operation and joint venture. Joint operation refers to the joint arrangement in which the joint venture party enjoys the relevant assets of the arrangement and bears the relevant liabilities of the arrangement. A joint venture refers to a joint venture arrangement in which the joint venture party has rights only to the net assets of the arrangement. The joint venture confirms the following items related to its share of interests in joint operation: confirm the assets held separately and jointly held assets according to its share; Recognize the liabilities undertaken individually and jointly according to their shares; Recognize the income generated from the sale of its share of joint operation output; Recognize the income generated from the sale of output in the joint operation according to its share; Recognize the expenses incurred separately and the expenses incurred in joint operation according to their share. 7. Cash and cash equivalents refer to the group’s cash on hand and deposits that can be used for payment at any time; Cash equivalents refer to the short-term, highly liquid investments held by the group, which are easy to be converted into known amounts of cash and have little risk of value change.
Notes to financial statements (Continued) III. important accounting policies and accounting estimates (Continued) 8 Translation of foreign currency transactions and foreign currency statements the group converts the amount of foreign currency into the amount of functional currency for foreign currency transactions. When foreign currency transactions are initially recognized, the amount of foreign currency is converted into the amount of functional currency at the spot exchange rate on the transaction date. On the balance sheet date, foreign currency monetary items are translated at the spot exchange rate on the balance sheet date. The resulting differences in settlement and translation of monetary items are included in the current profits and losses, except for the differences arising from special foreign currency borrowings related to the acquisition and construction of assets eligible for capitalization, which are treated in accordance with the principle of capitalization of borrowing costs. Foreign currency non monetary items measured at historical cost shall still be translated at the spot exchange rate on the transaction date without changing the amount in the functional currency. Foreign currency non monetary items measured at fair value are translated at the spot exchange rate on the date when the fair value is determined, and the resulting difference is included in the current profit and loss or other comprehensive income according to the nature of non monetary items. For overseas operations, the group converts its recording currency into RMB when preparing the financial statements: the assets and liabilities in the balance sheet are translated at the spot exchange rate on the balance sheet date, and the shareholders’ equity items, except the “undistributed profit” item, are translated at the spot exchange rate at the time of occurrence; The income and expense items in the income statement are translated at the average exchange rate of the current period when the transaction occurs. The translation difference of foreign currency financial statements generated according to the above translation is recognized as other comprehensive income. When disposing of an overseas operation, other comprehensive income related to the overseas operation shall be transferred to the current profit and loss of the disposal, and part of the disposal shall be calculated according to the disposal proportion. Foreign currency cash flows and cash flows of overseas subsidiaries are translated at the average exchange rate of the current period when cash flows occur. The impact of exchange rate changes on cash is presented separately in the cash flow statement as a reconciliation item.
Notes to financial statements (Continued) III. important accounting policies and accounting estimates (Continued) 9 Financial instruments financial instruments refer to the contracts that form the financial assets of an enterprise and form the financial liabilities or equity instruments of other units. Recognition and derecognition of financial instruments the Group recognizes a financial asset or financial liability when it becomes a party to the financial instrument contract. If the following conditions are met, the recognition of financial assets (or part of financial assets, or part of a group of similar financial assets) shall be terminated, that is, they shall be written off from their accounts and balance sheets: (1) the right to receive the cash flow of financial assets expires; (2) Transferred the right to receive the cash flow of financial assets, or assumed the obligation to timely pay the full amount of the received cash flow to a third party under the “handling agreement”; And (a) substantially transferred almost all the risks and rewards of the ownership of the financial asset, or (b) abandoned the control of the financial asset although substantially neither transferred nor retained almost all the risks and rewards of the ownership of the financial asset.
If the liability for financial liabilities has been fulfilled, revoked or expired, the financial liabilities shall be derecognized. If the existing financial liabilities are replaced by another financial liability with substantially different terms by the same creditor, or the terms of the existing liabilities are substantially modified, such replacement or modification shall be treated as derecognition of the original liabilities and recognition of new liabilities, and the difference shall be included in the current profits and losses. Financial assets bought and sold in a conventional way shall be recognized and derecognized according to the accounting on the trading day. routine