SHANGHAIQINGPU：FIRSTQUARTERLYREPORT2022.pdf

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1、FIRST QUARTERLY REPORT 2022 (a joint stock limited company incorporated in the Peoples Republic of China)(Stock Code:8115)For identifcation purpose only*CHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITEDGEM has been positioned as a market designed to accommodate small and mid-sized co

2、mpanies to which a higher investment risk may be attached than other companies listed on the Stock Exchange.Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration.Given that the compa

3、nies listed on GEM are generally small and mid-sized companies,there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities

4、 traded on GEM.Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this report,make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or

5、in reliance upon the whole or any part of the contents of this report.This report,for which the directors(the“Directors”)of Shanghai Qingpu Fire-Fighting Equipment Co.Ltd(the“Company”,together with its subsidiaries,the“Group”)collectively and individually accept full responsibility,includes particul

6、ars given in compliance with the Rules Governing the Listing of Securities on GEM of the Stock Exchange(the“GEM Listing Rules”)for the purpose of giving information with regard to the Company.The Directors,having made all reasonable enquiries,confirm that to the best of their knowledge and belief th

7、e information contained in this report is accurate and complete in all material respects and not misleading or deceptive,and there are no other matters the omission of which would make any statement herein or this report misleading.1 H SHARE SHARE REGISTRAR AND TRANSFER OFFICEComputershare Hong Kong

8、 Investor Services Limited46th Floor,Hopewell Centre183 Queens Road EastWanchai,Hong KongREGISTERED OFFICE1988 Jihe RoadHua Xin TownQingpu District,ShanghaiPeoples Republic of ChinaPRINCIPAL PLACE OF BUSINESS IN HONG KONGUnit 2605,Island Place Tower510 Kings RoadNorth Point,Hong KongCORPORATE INFORM

9、ATIONBOARD OF DIRECTORSExecutive DirectorsMr.Zhou Jin HuiMr.Shi Hui XingMr.Zhou Guo PingIndependent Non-Executive DirectorsMr.Song Zi ZhangMr.Wang Guo ZhongMr.Yang Chun BaoAUDIT COMMITTEEMr.Yang Chun BaoMr.Song Zi ZhangMr.Wang Guo ZhongAUTHORISED REPRESENTATIVEMr.Chan Chi Wai BennyMr.Shi Hui XingCOM

10、PANY SECRETARYMr.Chan Chi Wai BennyAUDITORAscenda Cachet CPA LimitedPRINCIPAL BANKERSChina Construction Bank Huaxin Sub-branchShanghai Rural Commercial Bank Co.,Ltd Chonggu branch 2 QUARTERLY RESULTS(UNAUDITED)The Board of Directors(the“Board”)of Shanghai Qingpu Fire-Fighting Equipment Co.,Ltd.(the“

11、Company”,and together with its subsidiaries,collectively the“Group”)presents the unaudited results of the Group for the three months ended 31 March 2022 together with the unaudited comparative figures for the corresponding period in 2021,as follows:UnauditedThree months ended 31 March20222021NotesRM

12、B000RMB000Revenue314,78316,952Cost of sales(10,602)(11,797)Gross profit4,1815,155Other income and gains3289112Selling and distribution expenses(852)(397)Administrative expenses(2,090)(2,405)Finance cost(113)(129)Profit before tax1,4152,336Income tax expense4(22)(80)Profit for the period and total co

13、mprehensive income for the period1,3932,256 Attributable to:Owners of the Company510510 Non-controlling interests8831,746 1,3932,256 Earnings per share attributable to ordinary equity holders of the Company(RMB)5 Basic(cents)0.270.27 Diluted(cents)0.270.27 3 Notes:1.GENERALShanghai Qingpu Fire-Fight

14、ing Equipment Factory was transformed into a joint stock limited liability company in the Peoples Republic of China(the“PRC”)on 1 December 2000 and was renamed as Shanghai Qingpu Fire-Fighting Equipment Co.,Ltd.(“上海青浦消防器材股份有限公司”)(the“Company”together with its subsidiaries,the“Group”).The registered

15、office of the Company is located at No.1988,Jihe Road,Hua Xin Town,Qingpu District,Shanghai,the PRC and its principal place of business in Hong Kong is situated at Unit 2605,Island Place Tower,510 Kings Road,North Point,Hong Kong.The Companys H shares are listed on the GEM of The Stock Exchange of H

16、ong Kong Limited(the“Stock Exchange”).During the period,the Group was involved in the following principal activities:manufactureandsaleofpressurevessels(includingfire-fightingequipmentproductsandpressurevessels products);salesofmarinefire-fightingequipmentandprovisionofrelatedinstallationandinspecti

17、onservices;provisionoffiretechnologyinspectionservices;manufactureandsalesofaquariumproducts;tradingofotherproducts;andleaseofofficebuildingandindustrialproperties.In the opinion of the directors(the“Director”)of the Company,the Companys immediate holding company is 聯城消防集團股份有限公司(literally translated

18、 as“Liancheng Fire-Fighting Group Joint Stock Co.,Ltd.”,“Liancheng”),which is a limited liability company established in the PRC,and the ultimate holding company is 浙江恒泰房地產有限公司(literally translated as“Zhejiang Hengtai Real Estate Company Limited”,“Zhejiang Hengtai”),which is a limited liability comp

19、any established in the PRC.2.PRINCIPAL ACCOUNTING POLICIESThe unaudited condensed consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards(“IFRSs”)(which include all International Financial Reporting Standards,International Acco

20、unting Standards(“IASs”)and Interpretations)promulgated by the International Accounting Standards Board(“IASB”).The condensed consolidated financial statements also comply with the applicable disclosure requirements of the Hong Kong Companies Ordinance and the Rules Governing the Listing of Securiti

21、es on the GEM(the“GEM Listing Rules”)of the Stock Exchange.The financial information has been prepared under the historical convention,except for investment properties and financial assets at fair value through profit or loss,which are measured at fair value.The unaudited condensed consolidated fina

22、ncial statements for the three months ended 31 March 2022 are unaudited,but have been reviewed by the audit committee of the Company.The accounting policies adopted are consistent with those followed in the preparation of the Groups annual consolidated financial statements for the year ended 31 Dece

23、mber 2021.The IASB has issued several amendments to IFRSs that are first effective for the current accounting period of the Group.None of these developments has had a material effect on how the Groups results for the current or prior periods have been prepared or presented in this report.The Group h

24、as not applied any new standard or interpretation that is not yet effective for the current accounting period.4 3.REVENUE,OTHER INCOME AND GAINSAn analysis of the Groups revenue,other income and gains is as follows:UnauditedThree months ended31 March20222021RMB000RMB000Revenue from contracts with cu

25、stomersSales of pressure vessels3,9874,580Sales of aquarium products7,1117,074Sales of marine fire-fighting equipment9522,080Inspection services fee1,0591,567 13,10915,301Revenue from other sourcesGross rental income1,6741,651 14,78316,952 Other income and gainsInterest income83Realised gains on fin

26、ancial assets at fair value through profit or loss125Government grant93109Others63 289112 Total revenue,other income and gains15,07217,064 5 4.INCOME TAX EXPENSENo provision for Hong Kong profits tax has been made as the Group had no assessable profits arising in Hong Kong during the three months en

27、ded 31 March 2022(three months ended 31 March 2021:Nil).According to the Announcement of the State Administration of Taxation on Issues Relating to Implementation of Inclusive Income Tax Relief Policy for Small Low-profit Enterprises,a lower corporate income tax(“CIT”)rate is applicable to small sca

28、le enterprises with low profitability that meet certain conditions,pursuant to which,(i)the first RMB1,000,000 of assessable profits(the“1st Assessable Profits”)of these subsidiaries are effective taxable at 2.5%(i.e.20%CIT rate on 12.5%of the 1st Assessable Profits);and(ii)the remaining assessable

29、profits not over RMB3,000,000(the“Remaining Assessable Profits”)are taxable at 10%(i.e.20%CIT rate on the 50%of the Remaining Assessable Profits).Certain of the Companys subsidiaries have been designated as a small scale enterprise.Under the Corporate Income Tax Law,the CIT for other companies in th

30、e Group is calculated at a rate of 25%(three months ended 31 March 2021:25%)on the Groups estimated assessable profits for the three months ended 31 March 2022.UnauditedThree months ended31 March20222021RMB000RMB000Current tax PRC:Charge for the period2280 5.EARNINGS PER SHARE ATTRIBUTABLE TO ORDINA

31、RY EQUITY HOLDERS OF THE COMPANYThe calculation of the basic earnings per share for the three months ended 31 March 2022 is based on the profit attributable to equity holders of the Company of approximately RMB510,000(three months ended 31 March 2021:approximately RMB510,000),and on the number of 18

32、7,430,000(31 March 2021:187,430,000)ordinary shares in issue during the period.No adjustment has been made to the basic earnings per share amounts for the three months ended 31 March 2022 and 2021 in respect of a dilution as the Group had no potentially dilutive ordinary shares in issue during those

33、 periods.6.DIVIDENDNo dividend was paid or declared by the Company during the three months ended 31 March 2022(three months ended 31 March 2021:Nil).6 7.EQUITYAttributable to owners of the Company Paid upcapitalSharepremiumCapitalreserveStatutoryreservefundDiscretionarycommonreservefundAssetrevaluat

34、ionreserveAccumulatedlossesTotalNon-controllinginterestsTotalequityRMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000As at 1 January 202218,74310,91043,6559,4091,50045,400129,61710,404140,021Profit for the period and total comprehensive income for the period5105108831,393 As at 31 March 20

35、2218,74310,91043,6559,4091,50045,910130,12711,287141,414 As at 1 January 202118,74310,91043,6557,5711,50011,299(23,811)69,8673,51373,380Profit for the period and total comprehensive income for the period5105101,7462,256 As at 31 March 202118,74310,91043,6557,5711,50011,299(23,301)70,3775,25975,636 8

36、.RELATED PARTY TRANSACTIONSThe Group had no material transaction with related parties during the three months ended 31 March 2022 and 2021.7 BUSINESS AND FINANCIAL REVIEWTurnoverFor the three months ended 31 March 2022,the Group recorded a turnover of approximately RMB14,783,000(three months ended 3

37、1 March 2021:RMB16,952,000),representing a decrease of approximately 13%over the corresponding period of last year mainly because of loss of customers in inspection services and decrease in sales of marine fire-fighting equipment.Gross profitFor the three months ended 31 March 2022,the Groups overal

38、l gross profit was approximately RMB4,181,000(three months ended 31 March 2021:RMB5,155,000).The gross profit ratio excluding gross rental income,which does not incur cost of sales,drops to 19%for the three months ended 31 March 2022(three months ended 31 March 2021:23%).The drop was mainly due to t

39、he loss of certain high gross profit customers in inspection services.Other income and gainsFor the three months ended 31 March 2022,the Groups other income and gains increased to approximately RMB289,000 from RMB112,000,representing an increase of 158%over the corresponding period of last year.This

40、 is mainly because of the increase in realised gains on financial assets at fair value through profit or loss.Selling and distribution expensesFor the three months ended 31 March 2022,the Groups selling and distribution expenses decreased to approximately RMB852,000 from RMB397,000,representing an i

41、ncrease of 115%over the corresponding period of last year.This is mainly because of increase in delivery cost per transaction and costs for expansion of sales department of the aquarium products during the three months ended 31 March 2022.Administrative expensesFor the three months ended 31 March 20

42、22,the Groups administrative expenses decreased to approximately RMB2,090,000 from RMB2,405,000,representing a decrease of 13%over the corresponding period of last year.This is mainly because of the decrease in legal fee for litigation claimed and staff costs.Finance costsFor the three months ended

43、31 March 2022,the Groups finance costs were approximately RMB113,000(three months 31 March 2021:RMB129,000),mainly representing interest incurred during the three months ended 31 March 2022 for bank borrowings obtained in previous year to partially financing the payment of consideration for the acqu

44、isition of production plant.8 Profit for the periodAt a result of the above,for the three months ended 31 March 2022,the Group recorded a profit for the period of approximately RMB1,393,000(three months ended 31 March 2021:RMB2,256,000).Income tax expensePursuant to the relevant PRC tax regulations,

45、the normal Corporate Income Tax(“CIT”)rate is 25%.According to the Announcement of the State Administration of Taxation on Issues Relating to Implementation of Inclusive Income Tax Relief Policy for Small Low-profit Enterprises,a lower corporate income tax(“CIT”)rate is applicable to small scale ent

46、erprises with low profitability that meet certain conditions,pursuant to which,(i)the first RMB1,000,000 of assessable profits(the“1st Assessable Profits”)of these subsidiaries are effective taxable at 2.5%(i.e.20%CIT rate on 12.5%of the 1st Assessable Profits);and(ii)the remaining assessable profit

47、s not over RMB3,000,000(the“Remaining Assessable Profits”)are taxable at 10%(i.e.20%CIT rate on the 50%of the Remaining Assessable Profits).Certain of the Companys subsidiaries have been designated as a small scale enterprise.The effective tax rate of the Group is 2%for the three months ended 31 Mar

48、ch 2022(three months ended 31 March 2021:4%).The decrease was due to decrease in assessable profits generated during the period.Non-controlling interestsFor the three months ended 31 March 2022,profit for the period attributable to non-controlling interests was approximately RMB883,000(three months

49、ended 31 March 2021:profit of RMB1,746,000).The decrease was mainly attributable to the decrease in profits of certain non-wholly-owned subsidiaries for the three months ended 31 March 2022 when compared with three months ended 31 March 2021.BUSINESS REVIEWThe Groups fire extinguisher products cover

50、 three categories,carbon dioxide,water-based,and dry powder.The wide product range offered by the Group can meet the diversified needs of the customers.In addition,the Groups fire extinguishers for non-marine use are granted the Certificate for Product Type Approval by the China Certification Center

51、 for Fire Products and its fire extinguishers for marine use are granted the Certificates of Type Approval by the China Classification Society,Shanghai Branch.The Groups pressure cylinders have obtained the manufacture licence in the PRC and they meet the quality standards or requirements of the Uni

52、ted States of America and the European Union.Since the outbreak of the COVID-19,the prevention and control of the COVID-19 has been going on throughout the Peoples Republic of China(the“PRC”).Facing the pandemic situation,the Group,while cooperating with the government to fight the pandemic situatio

53、n,actively took measures to avoid the economic loss of the Group.The recent launch of various COVID-19 vaccines have provided protection and have a positive effect to the economy.On 9 28 March 2022,Shanghai city in the PRC was under temporary lockdown.The lockdown situation was extended in April 202

54、2 and still effective up to the date of this report.Business activities of the Group in Shanghai City are suspended since the lockdown and adverse effects will be reflected in the Companys interim financial statements.PROSPECTThe directors of the Company remain positive that the economy in the PRC i

55、s steadily recovering from global outbreak of COVID-19.With the new production plant has been utilised in 2021 by a subsidiary of the Company,上海荻野生物科技有限公司(literally translated“Shanghai Ogino Biotechnology Co.,Limited”,“Shanghai Ogino”),sale of aquarium products could be boosted further because of be

56、tter production capacity and better corporate image to attract new customers.The Company will also prudently consider developing and acquiring relevant enterprises which possess sound profitability by way of capital increment in accordance with the relevant laws and regulations in order to accelerat

57、e the growth of our profitability so that the Company will become a major enterprise in the manufacturing sale,of fire-fighting equipment and fire fighting service provider in the PRC.DIRECTORS AND SUPERVISORS INTERESTS AND SHORT POSITIONS IN SHARES,UNDERLYING SHARES AND DEBENTURESAs at 31 March 202

58、2,the interests and short positions of the Directors and supervisors of the Company in the shares,underlying shares and debentures of the Company and its associated corporations(within the meaning of Part XV of the Securities and Futures Ordinance(the“SFO”)as recorded in the register required to be

59、kept under Section 352 of the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the minimum standards of dealing by directors as referred to in Rule 5.46 of the Rules Governing the Listing of Securities on the GEM(the“GEM Listing Rules”),were as follows:Long positions in

60、 shares of the CompanyNameCapacityNumber ofsharesApproximatepercentage oftotal issuedshare capitalMr.Zhou Jin Hui(Note 1)Held by controlled corporation133,170,00071.05%Note:1.Liancheng hold 131,870,000 domestic shares of the Company.Liancheng Fire Protection Group(Hong Kong)Company Limited,a 100%sub

61、sidiary of Liancheng,holds 1,300,000 H shares of the Company.Zhejiang Hengtai owns 80%of Liancheng and Mr.Zhou Jin Hui owns 58%of Zhejiang Hengtai.Accordingly,Mr.Zhou Jin Hui is deemed to be interested in 131,870,000 domestic shares and 1,300,000 H shares in the Company.Liancheng is owned as to 80%b

62、y Zhejiang Hengtai and 20%by Mr.Zhou Jin Hui.10 Save as disclosed above,as at 31 March 2022,none of the Directors and supervisors of the Company has any interests and short positions in the shares,underlying shares and debentures of the Company and its associated corporations(within the meaning of P

63、art XV of the SFO)as recorded in the register required to be kept under Section 352 of the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the minimum standards of dealing by directors as referred to in Rule 5.46 of the GEM Listing Rules.SUBSTANTIAL SHAREHOLDERS AND OT

64、HER PERSONS INTERESTS AND SHORT POSITIONS IN SHARES,UNDERLYING SHARES AND DEBENTURESAs at 31 March 2022,the following persons(other than the Director and supervisors of the Company)have interests and short positions in the shares and underlying shares of the Company as recorded in the register requi

65、red to be kept under section 336 of the SFO:NameCapacityNumber ofsharesApproximatepercentage oftotal registeredShare capitalLiancheng Fire-Fighting Group Company Limited(Note 3)Beneficial owner131,870,000(Note 1)70.36%Held by controlled corporation1,300,000(Note 2)0.69%Zhejiang Hengtai Real Estate J

66、oint Stock Co.,Ltd.Held by controlled corporation131,870,000(Note 1)70.36%Held by controlled corporation1,300,000(Note 2)0.69%Mr.Zhou Jin HuiHeld by controlled corporation131,870,000(Note 1)70.36%1,300,000(Note 2)0.69%Notes:1.All represent domestic shares of the Company.2.Liancheng hold 131,870,000

67、domestic shares of the Company.Liancheng Fire Protection Group(Hong Kong)Company Limited,a wholly-owned subsidiary of Liancheng,holds 1,300,000 H shares of the Company.Zhejiang Hengtai owns 80%of Liancheng.Accordingly,Zhejiang Hengtai is deemed to be interested in 131,870,000 domestic shares and 1,3

68、00,000 H shares in the Company.Liancheng is owned as to 80%by Hengtai and 20%by Mr.Zhou Jin Hui.3.On 12 January 2017,the board of directors of the Company was notified that,an aggregate of 131,870,000 domestic shares of the Company(the“Pledged Shares”)held by Liancheng have been pledged in favour of

69、 an independent third party(the“Lender”)as a security for a loan amount of RMB198,000,000 provided by the Lender to Liancheng(the“2017 Loan”).The Pledged Shares will be released if Liancheng makes a partial repayment amounting to RMB63,000,000 to the Lender.Relevant shares pledge registration proced

70、ures have been completed with China Securities Depository and Clearing Corporation Limited.As of 12 January 2017 and the date of this report,the Pledged Shares represent approximately 70.36%and 100%of the issued share capital and domestic shares of the Company,respectively.11 Save as disclosed above

71、,the Company has not been notified of any other person had relevant interests representing 5 percent or more in the issued shares capital of the Company as at 31 March 2022.DIRECTORS AND SUPERVISORS INTERESTS IN CONTRACTSTo the best knowledge of the Board,save as disclosed in note 8 of this report,n

72、o contracts of significance in relation to the Companys business to which the Company was a party and in which any persons who were Directors and supervisors of the Company during the three months ended 31 March 2022 had a material interest,whether directly or indirectly,subsisted at 31 March 2022 o

73、r at any time during the three months ended 31 March 2022.PURCHASE,SALE OR REDEMPTION OF THE COMPANYS LISTED SECURITIESDuring the three months ended 31 March 2022,the Company did not purchase,sell or redeem any of the Companys listed securities.CORPORATE GOVERNANCEThe Company wish to state that it h

74、as complied with all code provisions set out in the Code on Corporate Governance Practices contained in the Appendix 15 of the GEM Listing Rules(the“Code”)during the period.(1)Corporate Governance PracticesThe Company is committed to promoting good corporate governance,with the objectives of(i)the m

75、aintenance of responsible decision making,(ii)the improvement in transparency and disclosure of information to shareholders,(iii)the continuance of respect for the rights of shareholders and the recognition of the legitimate interests of the shareholders,and(iv)the improvement in management of risk

76、and the enhancement of performance by the Company.The Company has applied Appendix 15 of the GEM Listing Rules with these objectives in mind.(2)Directors Securities TransactionsThe Company has adopted a code of conduct regarding directors securities transactions on terms no less exacting than the re

77、quired standard of dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules.Having made specific enquiry of the Directors of the Company,all Directors have complied with the required standard of dealings and code of conduct regarding securities transactions by directors.12 AUDIT COMMITTEET

78、he Company has an audit committee(the“Audit Committee”)established with written terms of reference in compliance with GEM Listing Rules.The primary duties of the Audit Committee are to review and supervise the financial reporting process and internal controls of the Group and to provide advice to th

79、e Directors of the Company.The Audit Committee comprises three independent non-executive Directors,namely Mr.Yang Chun Bao,Mr.Wang Guo Zhong and Mr.Song Zi Zhang.The Audit Committee has reviewed the Groups unaudited results for the three months ended 31 March 2022 and has provided advice and comment

80、s thereon.By order of the BoardShanghai Qingpu Fire-Fighting Equipment Co.,Ltd.Zhou Jin HuiChairmanShanghai,13 May 2022As at the date of this report,the executive Directors are Mr.Zhou Jin Hui,Mr.Shi Hui Xing and Mr.Zhou Guo Ping;and the independent non-executive Directors are Mr.Wang Guo Zhong,Mr.Yang Chun Bao and Mr.Song Zi Zhang.This report will be published on the GEM website on the“Latest Company Report”page for at least 7 days from the date of publication and on the website of the Company .