Hunan Huamin Holdings Co.Ltd(300345)
Notes to 2020 financial statements
(unless otherwise noted, all amounts are in RMB)
1、 Basic information of the company
(I) place of registration, organizational form, headquarters address and historical evolution of the company
Hunan Huamin Holdings Co.Ltd(300345) (hereinafter referred to as "the company" or "the company"), formerly known as Hunan Hongyu wear-resistant New Material Co., Ltd., formerly known as Loudi Hongyu Industry Co., Ltd. (hereinafter referred to as "Loudi Hongyu"), was approved and registered by Loudi Administration for Industry and Commerce on July 31, 1995 and jointly funded by Zhu Hongyu, Zhu Hongli and Zhu Hongzhuan, The registered capital is 500000 yuan.
On May 1, 1998, the shareholders' meeting of Loudi Hongyu decided that Zhu Hongyu increased the capital by 1 million yuan with monetary capital, and the registered capital of the company increased from 500000 yuan to 1.5 million yuan.
On April 10, 2002, the shareholders' meeting of Loudi Hongyu decided that Zhu Hongyu and Zhu Hongzhuan increased the registered capital by 13.45 million yuan with the assessed net assets and Zhu Hongzhuan increased the capital of the company by 50000 yuan in monetary capital. The registered capital of the company increased from 1.5 million yuan to 15 million yuan. On May 1, 2002, the name of Loudi Hongyu company was changed to Hunan Hongyu Industrial Co., Ltd. and on January 23, 2006, the name of Hunan Hongyu Industrial Co., Ltd. was changed to Hunan Hongyu wear-resistant New Material Co., Ltd. (hereinafter referred to as "Hongyu Co., Ltd").
On August 15, 2006, the shareholders' meeting of Hongyu Co., Ltd. decided that Zhu Hongyu would increase the capital by 3 million yuan with monetary capital and 1 million yuan with undistributed profits, Ren Lijun would increase the capital by 800000 yuan with monetary capital and 4.2 million yuan with intangible assets, Hunan high tech Venture Capital Co., Ltd. would increase the capital by 13.2 million yuan with monetary capital and Central South University would increase the capital by 1.8 million yuan with intangible assets, Wei Jiahong increased the capital by 1 million yuan with monetary capital, and the registered capital of the company increased from 15 million yuan to 40 million yuan.
On January 28, 2008, the shareholders' meeting of Hongyu Co., Ltd. decided that 13 natural persons such as Wei Jiahong, Liu Defu and Xue Lai increased their capital by 9.31 million yuan with monetary capital, and the registered capital of the company increased from 40 million yuan to 49.31 million yuan.
On March 16, 2009, the shareholders' meeting of Hongyu Co., Ltd. decided that Beijing Zhaoxing Investment Co., Ltd. and seven natural persons such as Zhang Qian, Zhang Xiangmei and Tu Nanrong increased their capital by 4.28 million yuan with monetary capital, and the registered capital of the company increased from 49.31 million yuan to 53.59 million yuan. On December 10, 2009, Hongyu Co., Ltd. was changed into Hunan Hongyu wear-resistant New Material Co., Ltd. The company converted the audited net assets of 110635509.57 yuan as of November 30, 2009 into 72 million shares, and the rest was included in the capital reserve. So far, the registered capital of the company has been changed to RMB 72 million and the share capital is RMB 72 million.
In July 2012, the company publicly issued 24 million RMB common shares (A shares) at an issue price of 17.20 yuan per share with the approval of the China Securities Regulatory Commission in the "zjxk [2012] No. 897 document". After deducting the issuance expenses, the total net amount of funds raised by the company is RMB 373704957.11, of which RMB 24000000.00 is included in the registered capital
(special general partnership) examined and issued the capital verification report (tzxqj [2012] No. T9) on July 27, 2012. After the public offering, the registered capital of the company was changed to RMB 96 million, with a total of 96 million shares (par value of 1 yuan per share), which was listed on the gem of Shenzhen Stock Exchange on August 1, 2012. On November 1, 2012, the industrial and commercial change registration procedures were completed and the business license of enterprise legal person renewed by Changsha Administration for Industry and commerce was obtained.
According to the resolution of the 2014 annual general meeting of shareholders held on March 31, 2015, the company sent 2 shares for every 10 shares to all shareholders based on the total share capital of 96000000 shares at the end of 2014, and increased the share capital by 1 share for every 10 shares with capital reserve, with a total increase of 28800000 shares. After the share offering, the total share capital of the company was 124.8 million shares.
According to the resolution of the fourth extraordinary general meeting of shareholders in 2015, based on the total share capital of 124800000 shares on June 30, 2015, the company sent 2 shares for every 10 shares to all shareholders with the ending undistributed profit and 20 shares for every 10 shares to all shareholders with the capital reserve, totaling 27456000 shares. After the transfer, the total share capital of the company increased to 399360000 shares.
On December 29, 2015, according to the approval of CSRC zjxk [2015] No. 2383, the company privately issued 41935483 new shares, and the company's share capital increased to 441295483 shares after issuance. As of December 31, 2020, the share capital of the company was 441295483.00 shares.
On July 13, 2020, the company's name was changed from Hunan Hongyu wear-resistant new materials Co., Ltd. to Hunan Huamin Holdings Co.Ltd(300345) , and the industrial and commercial registration was handled.
The registered address and office address of the company are No. 068, Jinsha West Road, Jinzhou new district, Changsha City, Hunan Province. Legal representative: Xiong Meng. (II) business nature and main business activities of the company
The company's business scope: production, processing and sales of grinding balls, grinding sections, roller wear-resistant parts and various wear-resistant new materials; Production, sales and disassembly of lining sector; R & D, production and sales of polymer materials; Research, development and application of energy-saving technology of ball mill; R & D, production and sales of relevant auxiliary equipment, control equipment and testing equipment of ball milling system; Research, development and application of energy conservation and environmental protection technology; Self operated and acting as an agent for the import and export of various commodities and technologies, except that the state restricts the operation of companies or prohibits the import and export; R & D and application services of 3D printing technology; Metal surface treatment and heat treatment processing; Mining machinery manufacturing; Self operated and acting as an agent for the import and export of various commodities and technologies, except for the commodities and technologies that the state restricts the company to operate or prohibits the import and export; New material technology development services, consulting and exchange services; Relevant services, planning and design of smart city; Software development and information technology services of smart city and smart building; Sales of smart street lamps, security monitoring, data center products and systems, computer software, computer hardware and communication equipment; Manufacturing of smart street lamps, security monitoring and communication equipment; Intelligent street lamp and security monitoring design; Smart street lamp operation; Software development system integration service; Information system integration service; Development, construction, operation and maintenance services of network integration system; Investment in projects, industries and infrastructure with its own assets (not engaged in national financial supervision and financial credit business such as deposit absorption, fund-raising collection, entrusted loan and loan issuance); Security monitoring operation; Construction of security system engineering; Engineering consulting; Consulting and planning of information system engineering; Computer technology development and technical services; Computer technology consulting; Transfer of computer technology; Development of computer hardware; Internet Science and technology development, science and technology transfer, science and technology consulting, science and technology services; Smart city and smart building information technology services; Sales of building materials, air conditioning equipment and power distribution equipment; Retail of building decoration materials; Operation and maintenance services of smart water works; Internet advertising services; Advertising production services; Advertising service; Advertising design; Advertising agency services outside China; Wholesale of computers, software and auxiliary equipment, communication and radio and television equipment, hardware products, electrical equipment, wires, cables, instruments and meters, office equipment, fire-fighting equipment and equipment; Mobile Internet R & D and maintenance; Development, construction, operation management and maintenance management of urban comprehensive pipe gallery; General contracting of municipal public works construction; Construction of housing construction works, urban and road lighting works; Professional contracting of electromechanical equipment installation engineering; Professional contracting of Building Decoration Engineering; Professional contracting of fire fighting facilities; Parking lot construction; Parking lot operation management; Operating value-added telecommunications services; Call center business and information service business in the second category of value-added telecommunications services (only Internet information services); Information services in the second category of value-added telecommunications services (excluding fixed network telephone information services and Internet information services); R & D, installation, sales and service of automatic control system; Basic software development; Development and construction of e-commerce platform.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(III) name of parent company and ultimate actual controller of the company
The parent company of the company is Hunan Jianxiang Huihong Industrial Investment Co., Ltd., and the actual controller is Lu Jianzhi.
(IV) approval and submission institution of financial report and approval and submission date of financial report
The financial statements of the company were submitted after being approved by the board of directors on April 22, 2021.
(V) business term
The business term is from July 31, 1995 to July 30, 2045.
(VI) consolidation scope
The consolidation scope of the company's consolidated financial statements is determined on the basis of control, including the financial statements of the company and all subsidiaries. Subsidiaries refer to enterprises or entities controlled by the company.
The subsidiaries included in the consolidation scope during the reporting period are as follows:
Abbreviation of subsidiary name
Hunan Hongyu recycling material utilization Co., Ltd
Hebei Hongyu Dingji wear resistant material Co., Ltd
Sichuan Hongyu Baiyun New Material Co., Ltd
Hong Kong Hongyu Co., LIMITED
Hunan Hongyu Intelligent Manufacturing Co., Ltd
Shanghai Weichu New Material Technology Co., Ltd
Sichuan Hongyu New Material Technology Co., Ltd
Jiangsu Hongyu New Material Technology Co., Ltd
Hunan Junxiang Capital Management Co., Ltd
Hunan Hongyu wear resistant new material Co., Ltd
Hunan new Smart City Research Institute Co., Ltd
See "VII. Changes in consolidation scope" and "VIII. Equity in other entities" in this note for details of the changes between the units included in the consolidated financial statements in this period and the previous period.
2、 Preparation basis of financial statements
(I) preparation basis
The financial statements are prepared on the basis of the company's going concern assumption, according to the actual transactions, in accordance with the relevant provisions of the accounting standards for business enterprises, and based on the following important accounting policies and accounting estimates.
(II) going concern
The company has the ability of sustainable operation within 12 months from the end of the reporting period, and there are no events that cause major doubts about the ability of sustainable operation.
3、 Important accounting policies and accounting estimates
(I) statement of compliance with accounting standards for business enterprises
The financial statements prepared by the company based on the above preparation basis comply with the requirements of the latest accounting standards for business enterprises and Its Application guide, interpretation and other relevant regulations issued by the Ministry of Finance (collectively referred to as "accounting standards for business enterprises"), and truly and completely reflect the financial status, operating results, cash flow and other relevant information of the merger and the company.
In addition, the preparation of this financial report refers to the presentation and disclosure requirements of the rules for the preparation of information disclosure of companies offering securities to the public No. 15 - General Provisions on financial reports (revised in 2014) and the notice on matters related to the implementation of the new accounting standards for business enterprises by listed companies (Accounting Department letter [2018] No. 453) issued by the CSRC.
(II) accounting period and business cycle
The accounting year of the company is from January 1 to December 31 of the Gregorian calendar.
(III) recording currency
The company adopts RMB as the bookkeeping base currency.
(IV) statement items whose measurement attributes have changed in the current period and the measurement attributes adopted in the current period
The measurement attributes adopted by the company include historical cost, replacement cost, net realizable value, present value and fair value.
(V) business combination
1. Accounting treatment method of business combination under the same control
The company obtains business combination under the same control in one transaction or through multiple transactions step by step. The assets and liabilities obtained in the business combination shall be measured according to the book value of the combined party in the consolidated financial statements of the final controller on the combination date. The difference between the book value of the net assets obtained by the company and the book value of the merger consideration paid (or the total face value of the issued shares) shall be adjusted to the capital reserve; If the capital reserve is insufficient to offset, the retained earnings shall be adjusted.
2. Accounting treatment methods for business combinations not under the same control
On the acquisition date, the company recognizes the difference between the combination cost and the fair value of the identifiable net assets of the acquiree obtained in the combination as goodwill; If the combination cost is less than the fair value of the identifiable net assets of the acquiree obtained in the combination
