重庆啤酒：重庆啤酒股份有限公司2023年年度报告（英文版）

ANNUAL REPORT 2023 1 / 238 Company Code: 600132 Abbreviation of the Company: Chongqing Brewery CHONGQING BREWERY CO., LTD. ANNUAL REPORT 2023 ANNUAL REPORT 2023 2 / 238 Important Notice I. The Board of Directors, the Board of Supervisors, and the directors, supervisors and senior management of the Company guarantee that the information of the Annual Report is true, accurate and complete and there are no false representations, misleading statements or material omissions, and assume individual and joint liabilities to the information contained herein. II. All Directors of the Company attended the Board meeting. III. Pan-China Certified Public Accountants LLP (Special General Partnership) has issued an auditor’s report with an unqualified opinion to the Company. IV. João Miguel Ventura Rego Abecasis, the person-in-charge of the Company, Chin Wee Hua, the person-in-charge of accounting affairs, and Liu Liping, the person-in-charge of the accounting department (head of the accounting department) hereby declare their guarantees for the authenticity, accuracy and completeness of the financial report in the Annual Report. V. Plans on profit distribution or conversion of capital reserve to increase share capital in the current reporting period deliberated and approved by the Board of Directors The Company intends to distribute the cash dividend of 2.80 yuan per share (tax inclusive) to all shareholders on the basis of the total share capital of 483,971,198 shares as at December 31, 2023, totaling 1,355,119,354.40 yuan (tax inclusive). Cash dividend intended for distribution is from the operating profits generated by the Company in its production and operation, and such distribution is general dividend distribution. After the completion of the profit distribution plan of 2023, the remaining undistributed profit in the consolidated financial statements of the Company is 59,187,375.37 yuan, and the remaining undistributed profit in the parent company financial statements is 351,378,262.35 yuan. No capital reserve is converted to increase share capital this time. VI. Risk statement with respect to forward-looking statements √ Applicable □ Not applicable Forward-looking statements, including future plans, contained in this report do not constitute actual commitments made by the Company to investors. Investors should be aware of investment risks. VII. Is there any non-operational fund occupied by the controlling shareholder and its related parties No VIII. Is there any external guarantee made in violation of required decision-making procedures No IX. Are there more than half of the directors who cannot guarantee the authenticity, accuracy and completeness of the annual report disclosed by the Company No X. Notice of material risks ANNUAL REPORT 2023 3 / 238 The Company has described relevant potential risks in this report. For details, please refer to “VI. Management Discussion and Analysis” under Section III of this Report. XI. Others □ Applicable √ Not applicable ANNUAL REPORT 2023 4 / 238 CONTENTS SECTION I DEFINITIONS ........................................................................................................................... 5 SECTION II COMPANY PROFILE AND PRINCIPAL FINANCIAL INDICATORS ............................. 5 SECTION III MANAGEMENT DISCUSSION AND ANALYSIS ................................................................ 9 SECTION IV CORPORATE GOVERNANCE ............................................................................................. 33 SECTION V ENVIRONMENTAL AND SOCIAL RESPONSIBILITY.................................................... 55 SECTION VI IMPORTANT MATTERS ....................................................................................................... 64 SECTION VII CHANGES IN SHARES AND PARTICULARS OF SHAREHOLDERS .......................... 88 SECTION VIII INFORMATION ON PREFERRED SHARES ..................................................................... 94 SECTION IX PARTICULARS OF BONDS .................................................................................................. 94 SECTION X FINANCIAL REPORT ............................................................................................................ 95 Documents Available for Inspection Financial statements signed with seals affixed by the person-in-charge of the Company, the person in-charge of accounting fairs and the person-in-charge of the accounting department of the Company; Original copy of the audit report bearing the seal of the accounting firm as well as the signatures and seals of the certified public accountants; Original copies of all the documents of the Company as well as the original scripts of its announcements disclosed on the newspaper designated by the CSRC during the reporting period. ANNUAL REPORT 2023 5