Company A-share Code: Shanghai Pharmaceuticals Holding Co.Ltd(601607) company abbreviation: Shanghai Pharmaceuticals Holding Co.Ltd(601607) company H-share Code: 02607 company abbreviation: Shanghai Pharmaceutical Shanghai Pharmaceuticals Holding Co.Ltd(601607)
Annual report for 2021
Chairman's speech
At the beginning of this month, the quadrennial Winter Olympic Games had just come to an end. In half a month, there have been high-level events for the world. There are flower skating and freestyle skiing with the focus of the whole audience, ice hockey and curling with team combat cooperation, as well as speed skating that seems to test personal ability but pays attention to division of labor and cooperation. Each is good at winning the field. The same is true of today's pharmaceutical industry. There are R & D innovative companies and research institutions with unique skills, well-organized and well managed old pharmaceutical enterprises and pharmaceutical commercial companies, CXO companies that not only value personal ability but also rely on System Empowerment, and of course, there are professional investment institutions that deeply cultivate the industry's insight and know the Pearl. If seven or eight years ago, China's winter sports were not rich enough, minority sports were not popular enough, and the participants were not enthusiastic enough, today, the industry is so busy that it needs a Winter Olympic style platform to carry it, so that the players of each track can focus on their best fields Shanghai Pharmaceuticals Holding Co.Ltd(601607) , which happens to be such a platform. As a + H-share listed company, it has not only efficient and standardized governance mechanism, but also international vision pattern and operation logic. As a state-owned enterprise, while respecting the scientific and commercial laws, it can also implement the new development concept of innovation, coordination, green, openness and sharing more thoroughly. As the only comprehensive group company in the first echelon of pharmaceutical commerce and industry in China, chemical medicine, traditional Chinese medicine and biological medicine are complete, and the distribution, retail and Internet layout are comprehensive. No matter what kind of project, there are enough snow fields and racetracks to wait for. With Cansino Biologics Inc(688185) biology, we invested about 1.5 billion yuan to build covid-19 vaccine super factory from scratch in Baoshan, Shanghai in only half a year. This cooperation originated from the nationwide distribution system of Shanghai pharmaceutical, expanded to the deep industrial foundation of Shanghai Pharmaceutical in the production of biological products, and finally rooted in the long-term trust of all parties in the original purpose of Shanghai Pharmaceutical to protect the health of the people. New drug pipeline products in the fields of anti-tumor, immunity, cardio cerebrovascular, digestion and metabolism carried out with more than 10 excellent innovative pharmaceutical enterprises outside China, the "industry university research" platform jointly built with many first-class scientific research institutes and medical institutions, and several new legal entities of mixed ownership jointly established with top scientific researchers rely on the transformation ability of Shanghai Pharmaceutical's whole chain R & D achievements from clinical research, production landing to approval and listing and terminal promotion, And the infrastructure, talent reserve and financial strength connecting each link. Less than two years later, it has focused on 15 products that have been listed and 16 rare diseases platforms in the research project Wutong ruer. It also founded less than two years of technological innovation in the fields of inhalation, controlled release, oral solution, complex injections, and raw materials, and so on. In the face of the sporadic outbreak of the industry one after another, Shangyao has been deeply foreshadowing for many years. It is ready to seize the opportunity and outline a new territory. Of course, in today's pharmaceutical industry, although there are few institutions with both ideas and ability to host the Winter Olympic Games, the application of medicine is by no means the only one.
Therefore, we should make the platform bigger. The 10 billion scale fixed increase project was finally approved by the CSRC, which may become the largest fixed increase financing in the history of the A-share pharmaceutical industry. This will not only greatly expand the company's balance sheet, but also further optimize the system and mechanism for Shanghai pharmaceutical, a pilot unit of the "double hundred action" of state-owned enterprise reform, by introducing Yunnan Baiyao Group Co.Ltd(000538) as a strategic investor. On the basis of the 50 billion biomedical industry fund initiated in 2020, the first 300 million innovation and transformation fund focusing on first in class drugs was established in 2021, which is committed to promoting the original strength of China's biomedicine with capital as salary. We should make the platform higher. In October 2021, the Shanghai biomedical frontier industry innovation center, led by academicians of the Chinese Academy of Sciences and jointly established by Shanghai Pharmaceutical Group, Medical College of Jiaotong University, Fudan University, Chinese Academy of Sciences, Zhangjiang group and other units, was officially unveiled at the opening ceremony of the first Shanghai International Biomedical Industry Week, aiming to gather resources of "famous enterprises, famous schools and famous academies" and speed up the construction of a leading enterprise led and supported by colleges and universities It is a platform for the transformation of cutting-edge achievements in which all innovation subjects cooperate with each other. The biomedical industry base of Shangyao (No. 92, Zhangjiang Road), covering an area of 150000 square meters and with a planned investment of 8 billion yuan, is in full swing. The goal is to build a national leading open R & D public service platform and incubation platform, and lead the construction of Biomedical Innovation Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) clusters in the fields of therapeutic antibodies, cell therapy, microecology, gene therapy and so on. We need to make the platform wider. Shangyao cloud health, characterized by high-value drug delivery and prescription circulation platform, and magnesium health, characterized by special drug insurance and Huimin insurance, not only helped the commercialization of revolutionary therapy car-t in China in their respective service fields last year, but also completed round B financing of 1 billion yuan and round C financing of 2 billion yuan respectively, "Internet plus medicine + medicine + risk" medicine business technology platform helps to prepare for drug incubation. The strong cooperation between Shangyao and Yunnan Baiyao Group Co.Ltd(000538) is not only the investment of unilateral capital, but also the combination of the advantages of both sides in traditional Chinese medicine variety resources and operation experience of big health industry to jointly develop a replicable big health business model of traditional Chinese medicine and create an extensible integrated platform of research, production and marketing.
Six years ago, in 2015, the operating revenue of Shangyao reached 100 billion for the first time. In 2021, this figure exceeded 200 billion.
In 2020, Shangyao ranked 473 among the Fortune Global 500 for the first time. In 2021, Shangyao was listed again, ranking 437.
From 100 billion to 200 billion, from China's top 500 to the world's top 500, for a platform enterprise, it is not just a simple digital change, but the deep excavation of the commercial moat and the improvement of its core competitiveness. In my speech in the annual report last year, I mentioned that to promote such a behemoth as medicine, just like pushing a stationary flywheel, requires great initial efforts, but the persistence of each circle will make it turn faster and faster. In this turbulent era, what our flywheel drives is not a surfboat, but an aircraft carrier. It will not only firmly and confidently pass through the ups and downs of the industry, but also attract, match and carry more and more like-minded partners to jointly sail for a magnificent tomorrow.
Important tips
1、 The board of directors, board of supervisors, directors, supervisors and senior managers of the company guarantee the authenticity, accuracy and integrity of the contents of the annual report, and there are no false records, misleading statements or major omissions, and bear individual and joint legal liabilities. 2、 All directors of the company attended the board meeting. 3、 PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) issued a standard unqualified audit report for the company. 4、 Zhou Jun, the person in charge of the company, Zuo min, the person in charge of accounting, and Shen Bo, the person in charge of the accounting organization (the person in charge of Accounting), declare that they guarantee the authenticity, accuracy and completeness of the financial report in the annual report. 5、 The profit distribution plan or the plan of converting accumulation fund into share capital in the reporting period adopted by the resolution of the board of directors
The company plans to distribute a cash dividend of 4.20 yuan (including tax) for every 10 shares to all shareholders. As of the disclosure date of this report, the total share capital including the number of exercised shares of the company's equity incentive is 2842445936 shares. Based on this calculation, the total amount of cash dividends to be distributed is 11938279312 yuan (including tax), accounting for 23.44% of the consolidated net profit attributable to the shareholders of the listed company in the current year. After distribution, the company's balance consolidated undistributed profit was 2740477074155 yuan. During the reporting period, no capital reserve will be converted into share capital.
On March 22, 2022, the company received the reply on approving Shanghai Pharmaceuticals Holding Co.Ltd(601607) non-public development of shares issued by China Securities Regulatory Commission, and disclosed the relevant announcement on the same day. Meanwhile, the first batch of options of the company's 2019 stock option plan are in the vesting period. According to the foregoing, before the equity distribution registration date, the total share capital may change due to non-public offering and equity incentive exercise.
If the total share capital of the company changes between the date of equity distribution and the date of equity registration, the company plans to keep the amount of distribution per share unchanged and adjust the total profit distribution accordingly based on the total share capital on the date of equity distribution.
The above profit distribution plan needs to be submitted to the 2021 annual general meeting of the company for deliberation. 6、 Risk statement of forward-looking statements √ applicable □ not applicable. Forward looking statements such as future plans and development strategies involved in this report do not constitute the company's commitment to investors. Please pay attention to investment risks. 7、 Whether there is any non operational occupation of funds by the controlling shareholders and their related parties? VIII. Whether there is any external guarantee in violation of the specified decision-making procedures? No
9、 Whether more than half of the directors are unable to guarantee the authenticity, accuracy and completeness of the annual report disclosed by the company? No. X. major risks: during the reporting period, there are no particularly significant risks that have a material impact on the production and operation of the company. The company has described in detail various risks and countermeasures that the company may face in the process of production and operation in this report. Please refer to "possible risks" in "section III Management Discussion and analysis".
catalogue
Section 1 interpretation six
Section II Company Profile and main financial indicators Section III Management Discussion and Analysis Section IV corporate governance 47 Section V environmental and social responsibility Section VI important matters Section VII changes in shares and shareholders Section 8 preferred shares 89 section IX relevant information of bonds 90 section x financial reporting one hundred and three
Financial statements containing the signatures and seals of the legal representative, the person in charge of accounting and the person in charge of accounting institutions.
The catalogue of documents for future reference contains the original audit report sealed by the accounting firm and signed and sealed by the certified public accountant.
Originals of all company documents and company manuscripts publicly disclosed in newspapers designated by the CSRC during the reporting period.
Section I interpretation
1、 Interpretation in this report, unless the context otherwise requires, the following words have the following meanings: Interpretation of common words
"The group" and "the group" refer to Shanghai Pharmaceuticals Holding Co.Ltd(601607) , a joint-stock "company", "company" or limited company incorporated in China (its shares are listed on the Shanghai stock exchange with the share code of " Shanghai Pharmaceuticals Holding Co.Ltd(601607) " Shanghai Pharmaceuticals Holding Co.Ltd(601607) ; it is also listed on the main board of the Hong Kong stock exchange with the share code of 02607) or Shanghai Pharmaceuticals Holding Co.Ltd(601607) and its subsidiaries (if applicable)
"Articles of association" and "these articles of association" refer to the articles of association of Shanghai Pharmaceuticals Holding Co.Ltd(601607) as amended from time to time
"Reporting period" refers to the 12 months from January 1, 2021 to December 31, 2021
"Year on year" refers to the comparison with the same period of last year
"Shares" means Shanghai Pharmaceuticals Holding Co.Ltd(601607) shares with a par value of RMB 1.00 per share, including A-Shares and H shares
"A shares" refer to the domestic shares of the company listed on Shanghai Stock Exchange and traded in RMB, with a par value of RMB 1.00 per share
"H shares" means the foreign shares of the company listed on the stock exchange of Hong Kong and traded in Hong Kong dollars, with a par value of RMB 1.00 per share
"RMB" means the lawful currency of the people's Republic of China, RMB. In this report, unless otherwise specified, the currency generally refers to RMB.
"Hong Kong dollars" and "Hong Kong dollars" mean Hong Kong dollars, the lawful currency of Hong Kong
"United States dollar" means the lawful currency of the United States of America, the United States dollar
"Aud" means the Australian dollar, the lawful currency of Australia
"China" and "country" refer to the people's Republic of China. Unless otherwise specified, the terms "China" and "country" in this report do not include Hong Kong, Macao and Taiwan
"Shanghai listing rules" means the Shanghai Securities Exchange (as amended, supplemented or otherwise changed from time to time)
