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Tian Yuan Holdings Group Limited (06119.HK)

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2018 (IR)
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We operate two terminals, namely, Tianyuan Terminal and Zhengyuan Terminal, which are, with approval, open to the public and focus on bulk cargo. Both terminals are situated in the Shuidong port area of the Port of Maoming, which is in Maoming. Our principal services comprise:

cargo uploading and unloading services. Our terminals are relatively adaptive and able to handle a variety of non-containerised cargo. During the Track Record Period, we mainly handled bulk cargo such as coal, quartz sand, oil products, grain, asphalt and kaolinite, as well as a small portion of break bulk cargo and neo-bulk cargo; and
related ancillary value-added port services, which mainly include storage services at our oil tanks and grain barns as well as leasing of our shovel trucks.

For 2015, 2016 and 2017, our total throughput (inclusive of domestic trade and foreign trade) was approximately 3,969 thousand tonnes, 4,202 thousand tonnes and 4,391 thousand tonnes, respectively. In 2016, our throughput accounted for approximately 0.2% of the total cargo throughput in Guangdong, and our revenue accounted for approximately 0.1% of the revenue of the port terminal services industry in Guangdong.

We have been granted sea area use rights over an aggregate area of approximately 9.6 hectares in the Port of Maoming. The Port of Maoming recorded throughput of approximately 24.3 million tonnes in 2017, which made it the tenth largest port of Guangdong in terms of throughput in that year, according to the Ipsos Report. The Port of Maoming is a gateway to Southwest China and Southeast Asian countries. It was formerly known as the Port of Shuidong before 1998 and was approved as one of the ports open to foreign vessels, cargo and nationals as early as June 1993. It currently consists of three port areas, namely: (i) Shuidong port area, which is the original commercial port area; (ii) Bohe port area, which includes the Bohe fishery port area and Bohe new port area; and (iii) Jida port area, which is a planned project for further development of the area near the Bohe new port.

Our terminals are well-equipped with quayside portal cranes, shovel trucks, loaders, forklift trucks, grab buckets, overhead crane hooks and general purpose trucks, all of which are operated by qualified technicians. We also possess oil tanks and grain barns for our related ancillary value-added port services. Our Tianyuan Terminal completed its construction and commenced its operation in April 2010. Its throughput for 2015, 2016 and 2017 was approximately 2,449 thousand tonnes, 2,592 thousand tonnes and 2,651 thousand tonnes, respectively, of which foreign trade comprised approximately 372 thousand tonnes, 188 thousand tonnes and 431 thousand tonnes, respectively. Tianyuan Terminal currently has two berths with a maximum docking capacity of 30,000 DWTs and 5,000 DWTs, respectively, and is the only terminal with such a large docking capacity of 30,000 DWTs in the Port of Maoming which is open to the public. Both berths have been approved to handle foreign trade since January 2011. Our Zhengyuan Terminal completed its construction and commenced its operation in March 2011. Its throughput for 2015, 2016 and 2017 was approximately 1,520 thousand tonnes, 1,610 thousand tonnes and 1,740 thousand tonnes, respectively, all of which related to domestic trade. It currently has one berth with the docking capacity of 10,000 DWTs.

Mr. Yang Jinming - Chairman, Executive Director and CEO

Mr. Yang was appointed as our Group’s Director on 27 July 2015 and was re-designated as our executive Director on 21 September 2015. He is also the chairman of our Board, our chief executive officer and the chairman of our nomination committee. Mr. Yang is primarily responsible for the overall management, strategic development and major decision-making of our Group. He has over 9 years of experience in the port terminal services industry in the PRC. Mr. Yang is the founder of our Group and he founded Maoming Tianyuan in November 1996. He has been the Chairman of the board and the general manager of Maoming Tianyuan since its establishment in November 1996. Mr. Yang obtained a 工商管理專業(Business Administration Profession*) from Guangdong Institute of Science and Technology (廣東省科技幹部學院) in 1996. He also completed a 茂名市重點企業總裁高級研修班(Maoming Key Enterprises’ Chief Executive Upper-level Intensive Course*) at Tsinghua University (清華大學).

Ms. Tong Wai Man - Executive Director

Ms. Tong was appointed as our executive Director on 21 September 2015. She is responsible for administrative management of our Group and also serves on our remuneration committee. From May 2006 to March 2007, Ms. Tong joined Benma Trading Company Limited and served as a marketing manager and was responsible for marketing of products and promotion of business in both Hong Kong and the PRC. Ms. Tong also worked in E. Lite Property Management Limited as a Leasing Officer from July 2007 to April 2010. Ms. Tong acted as an administrative director of Tian Resource Investment Holding Limited (香港天源投資控股有限公司) from April 2010 to 8 September 2015 and was responsible for administrative management and development of business.

Ms. Tong is the member of the 中國人民政治協商會議第八屆茂名市委員會(The Maoming City Committee of the 8th Chinese People’s Political Consultative Conference*).

Ms. Tong obtained a certificate in business administration in August 2012 and a master’s degree in business administration in June 2013 from the University of South Australia.

Mr. Su Baihan - Executive Director

Mr. Su was appointed as our executive Director on 21 September 2015. He is responsible for overall financial and operation of our Group. Mr. Su joined Maoming Tianyuan Terminal Operation Company Limited as the head of the capital management department since July 2011. Prior to joining our Group, Mr. Su worked as a statistician, manager and project manager of the corporate banking department of China Guangfa Bank Company Limited (廣發銀行股份有限公司) Maoming branch from July 2003 to July 2011.

Mr. Su graduated from the School of Accounting of Jiangxi University of Finance and Economics (江西財經大學) with a bachelor’s degree in 註冊會計師專門化(specialised certified public  accountants*) in July 2003.

Mr. Yang Fan - Non-Executive Director

Mr. Yang was appointed as our non-executive Director on 21 September 2015. He is responsible for overseeing the general corporate, financial and compliance affairs of our Group. Mr. Yang Fan obtained a bachelor of arts degree from the University of Cambridge in June 2012. In August 2013, he obtained a master of science in financial economics from the University of Oxford.

Mr. Yang Fan is the non-executive director of Jiayao Holdings Limited (嘉耀控股有限公司) (Stock Code: 1626) since 24 March 2014. He is a director of Hubei Golden Three Gorges Printing Industry Co., Ltd.

Mr. Pang Hon Chung - Independent non-executive Director

Mr. Pang was appointed as our independent non-executive Director on [●] and currently serves on our nomination committee and audit committee. Mr. Pang graduated from the City University of Hong Kong with a bachelor’s degree in accountancy in November 1997. Mr. Pang has been a Certified Public Accountant recognised by the Hong Kong Institute of Certified Public Accountants (formerly known as an Associate of the Hong Kong Society of Accountants) since April 2001. He has also been a member of the Society of Chinese Accountants and Auditors since August 2014. Mr. Pang has over 15 years of professional accounting experience and considerable experience in special assurance and advisory assignments in relation to corporate restructurings and fund raising exercises. He also has extensive experience in corporate audits and consulting of pre-listing and listed companies, and medium to large private entities. Mr. Pang had worked at Ernst & Young for over eight years. He joined Ernst & Young in March 2000 as a staff accountant and he left the firm as a senior manager in November 2008. Mr. Pang joined ZHONGHUI ANDA CPA Limited (formerly known as ANDA CPA Limited) in March 2010 as a senior manager in the audit department, and he has been a partner of the firm since January 2014.

Mr. Luo Chaoyang - Independent on-executive Director

Mr. Luo was appointed as our independent non-executive Director on [●] and serves on our audit committee, nomination committee and remuneration committee. He obtained a master’s degree in business administration from Xiamen University (廈門大學) in 2001 and a bachelor’s degree in macromolecular chemistry from Chengdu University of Science and Technology (成都科技大學) in 1991. Mr. Luo assumed various positions in 中國石化茂名石化公司(China Petrochemical Corporation (Sinopec Group) Maoming Company*) from July 1991 to January 2007, including technician, engineer of the technology department, secretary to the general manager’s office and deputy section chief, chief of production section of the planning department and deputy director of the planning department. He also obtained the senior qualification level of speciality and technology issued by China Petrochemical Corporation in February 2003. From January 2007 to January 2010, Mr. Luo was the deputy general manager of 中化石油廣東有限公司(Sinochem Group Guangdong Company*). From January 2010 to July 2012, he was the general manager of 中化石油(珠海)有限公司(Sinochem Group Zhuhai Company*). Mr. Luo has been the deputy general manager of 南方石化(新加坡)有限公司(Southernpec Corporation Singapore Company*) since July 2012

Mr. Huang Yaohui - Independent non-executive Director

Mr. Huang was appointed as our independent non-executive Director on [●] and serves on our audit committee and remuneration committee. Mr. Huang has extensive experience in the banking industry. He was appointed as the general manager of China Guangfa Bank Company Limited* (廣東發展銀行股份有限公司) Maoming branch in September 1995 and he acted as the head of 廣發銀行有限公司(China Guangfa Bank Company Limited*) Maoming branch when he retired in September 2012. Mr. Huang obtained his bachelor’s degree in economic administration in July 1995 from 華南師範大學(South China Normal University*).

Mr. Ding Fuxing - Senior Management - General Manager

Mr. Ding is responsible for the operation and the management of our Group. He joined our Group in November 2009 and has over 22 years of experience in corporate management. He held various positions in our Group over the years, including the department deputy manager of Maoming State-Owned Assets Operation from October 2009 to February 2014, the deputy general manager of Zhengyuan Trade Development Company Limited from March 2014 to October 2014 and the director and the general manager of Tianyuan since November 2014. Prior to joining our Group, Mr. Ding was appointed as the technology officer from June 1989 to March 1993, the deputy manager of coal mine from April 1993 to June 1994, the manager of coal mine from July 1994 to November 1997 and the party committee secretary as well as the manager of coal mine of 廣東省茂名礦務局姑占嶺煤礦 (Guangdong Maoming Bureau of Mines Gu Zhan Ling Coal Mine*) from December 1997 to July 2001. Mr. Ding joined 廣東茂名化工市場有限公司(Guangdong Maoming Chemical Market Company Limited*) as the general manager in August 2001. Mr. Ding obtained a 經濟管理專業(economic administration profession*) from 廣東廣播電視大學(Guangdong Radio & TV University*) (now known as the Open University of Guangdong) in 1997.

Ms. Gan Yanmin - Senior Management - Deputy General Manager

Ms. Gan is responsible for the operation and the management of our Group. She assumed various positions since she joined Tianyuan, including the head of the business department from March 2007 to August 2007, deputy general manager and director from 2008 till present. Prior to joining our Group, she joined the 新職工業務培訓班(New Staff Training Course*) held by Industrial and Commercial Bank of China Maoming Branch (中國工商銀行茂名分行) in October 1993. She received an outstanding certificate awarded by the 共青團工商銀行茂名分行委員會(Communist Youth League of Industrial and Commercial Bank of China Maoming Branch Committee*) from 1997 to 1998. Ms. Gan also worked as the business executive of the marketing department of China United Telecommunications Group Company Limited Maoming Branch* (中國聯合網絡通信有限公司茂名市分公司) from October 1999 to April 2002. Ms. Gan obtained a 會計學(計算機應用)專業 (Accounting (Computer Science) profession*) from 廣東廣播電視大學(Guangdong Radio & TV University*) (now known as the Open University of Guangdong.

Mr. Yang Jinzhong - Senior Management - Chief Financial Officer

Mr. Yang is responsible for financial management of our Group. He joined our Group in September 2007 and served as the assistant manager and manager of the finance department of Tianyuan till February 2012. Mr. Yang Jinzhong is the director and chief financial officer of Maoming Shunhe Petrochemical Limited Company (茂名順和石化有限公司) from May 2010 till present. He worked as the director and chief financial officer of 茂名實華東油化工有限公司(Maoming Shihua East Oil Chemical Company Limited*) from March 2012 till present. Prior to joining our Group, he worked as a teller, accounting staff, credit officer and the manager of the credit department of 茂名市市區城市信用合作社(Maoming Urban Credit Corporation*) from July 1991 to March 2000. He served as accounting staff in 茂名市京粵實業發展有限公司(Maoming Jing Yue Enterprise Development Company Limited*) from June 2006 to August 2007. He obtained a 經濟管理專業 (economic administration profession*) from 廣東廣播電視大學(Guangdong Radio & TV University*) (now known as the Open University of Guangdong) in 1997.a

Mr. Hung Chung Wah - Senior Management - Company Secretary

Mr. Hung was appointed as our company secretary on [●] 2016.

Mr. Hung graduated from the City University of Hong Kong with a bachelor of Business Administration (Honours) in Accountancy degree with first class honours in November 1999. Since November 2002, Mr. Hung has been certified as a Financial Risk Manager by the Global Association of Risk Professionals. Mr. Hung has been a Certified Public Accountant accredited by the Hong Kong Institute of Certified Public Accountants since January 2004 and a Fellow of the Association of Chartered Certified Accountants since November 2007.

Mr. Hung has over 16 years of experience in accounting and auditing. Mr. Hung worked at Fok & Chan Certified Public Accountants with his last position as Audit Senior from July 1999 to November 2003. From February 2004 to May 2005, Mr. Hung worked at Ernst & Young as a staff accountant, and was subsequently promoted to a senior accountant. From May 2005 to May 2006, Mr. Hung worked at CCID Consulting Company Limited (Stock Code: 8235) as its company secretary and qualified accountant. From August 2006 to October 2008, Mr. Hung worked at Kenfair International (Holdings) Limited (Stock Code: 223) as its company secretary, qualified accountant and finance manager. He also worked at Kenfair International Limited as finance manager from August 2006 to October 2009. Mr. Hung then worked at United Food Holdings Limited (Singapore Stock Code: AZR) as its chief financial officer from March 2010 to September 2015.

BOARD COMMITTEES
 
Audit committee

The Group established an audit committee on [●] 2016 in compliance with Rule 3.21 of the Listing Rules and with written terms of reference in compliance with the Corporate Governance Code. The primary duties of the audit committee are to review and supervise the financial reporting process and internal control procedures of our Group, and to develop and review the policies and procedures for corporate governance and make recommendations to the Board.

Audit committee : Mr. Luo Chaoyang (Chairman)
Mr. Pang Hon Chung
Mr. Huang Yaohui

 
Remuneration committee

The Group established a remuneration committee pursuant to a resolution of our Directors passed on [●] 2016 and with written terms of reference in compliance with Rule 3.25 of the Listing Rules and with written terms of reference in compliance with the Corporate Governance Code. The primary duties of the remuneration committee are to review and to determine the terms of remuneration packages, bonuses and other compensation payable to our Directors and other senior management and to establish a formal and transparent procedure for developing policy in relation to remuneration.

Remuneration committee: Mr. Luo Chaoyang (Chairman)
Mr. Huang Yaohui
Ms. Tong Wai Man

 
Nomination committee

The Group established a nomination committee pursuant to a resolution of the Directors passed on [●] 2016 and with written terms of reference in compliance with the Corporate Governance Code. The primary duties of the nomination committee are to review the structure, size, composition and diversity of the Board and make recommendations to the Board on the appointment of Directors and management of Board succession.

Nomination committee: Mr. Yang Jinming (Chairman)
Mr. Luo Chaoyang
Mr. Pang Hon Chung

 
Roles of chairman of the Board and chief executive officer

Mr. Yang has been managing our Group’s business and overall strategic planning since September 2006. Our Directors believe that the vesting of the roles of chairman of our Board and chief executive officer in Mr. Yang is beneficial to the business operations and management of our Group and will provide a strong and consistent leadership to our Group. Accordingly, our Company has not segregated the roles of our chairman and chief executive officer as required under Code Provision A.2.1 of the Corporate Governance Code. Save for Code Provision A.2.1 of the Corporate Governance Code, our Company’s corporate governance practices have complied with the Corporate Governance Code.

 

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COMPANY INFORMATION

Listed Date 01 Jun 2018

Address 168 Renmin South Road, Maoming, PRC

No. of Click Rate

14272