RNS Number:1886T
Zhejiang Southeast Elec Power Co Ld
19 March 2002
Zhejiang Southeast Electric Power Company Limited
2001 Annual Results
Important: The Directors of Zhejiang Southeast Electric Power Company Limited
(the "Company") confirm that there are no false representations, misleading
statements or material omissions in this Announcement and they jointly and
severally accept full responsibility for the authenticity, accuracy and truth of
the information contained herein.
I. Particulars of the Company
1. Registered Name in English:
Zhejiang Southeast Electric Power Company Limited
Abbreviation of the English Company Name: ZSEPC
2. Legal Representative: Hu Jiangchao
3. Secretary to the Board of Directors: Dai Jiancheng
Address: 22-23 Floor, Biao Li Tower, 528 Yan'an Road,
Hangzhou, Zhejiang Province, the People's Republic of China
Tel: 86-0571-85774585, 85774566
Fax: 86-0571-85774321
E-mail Address: djc@zsepc.com
4. Registered Address:
451 Fengqi Road, Hangzhou, Zhejiang, the People's Republic of China
Office Location:
22-23 Floor, Biao Li Tower, 528 Yan'an Road,
Hangzhou, Zhejiang Province, the People's Republic of China
Postal Code: 310006
Website Address: http://www.zsepc.com/
5. Designated Press for Information Release:
Shanghai Securities (Shanghai), China Securities, South China Morning Post
(Hongkong), Wen Hui Bao (Hongkong)
Website Addresses for Publication of Annual Reports:
http://www.sse.com.cn/, http://zsepc.com/
Venues of the Annual Report on File:
Head office of the Company, Shanghai Stock Exchange and London Stock
Exchange, Herbert Smith Hongkong Office and London Office
6. Listing place of B shares: Shanghai Stock Exchange
Abbreviation of B shares: ZSEPC B Shares
Code of B shares: 900949
Listing place of GDRs: London Stock Exchange
Code of GDRs: 0949QLT
II. Summary of Accounting Figures and Operating Figures
(based on consolidated financial statements)
1. Summary of Accounting Figures for 2001
(1) Figures audited by the international accountant:
(Unit: RMB '000 yuan)
Amount
Operating Income 3,370,277
Operating Profit 993,679
Profit before Tax 963,055
Profit after Tax 734,058
(2) There is no difference between the net profits calculated by the
domestic and the international accounting standards.
2. Major Accounting Figures and Financial Indices in 1999, 2000 and 2001
Figures audited by the international accountant
(Unit: RMB '000 yuan)
2001 2000 1999
Operating Income 3,370,277 3,400,223 3,247,238
Profit after Tax 734,058 611,878 763,526
Aggregate Assets 7,728,255 7,202,792 7,610,518
Shareholders' Equity (excluding minority 5,868,358 5,572,480 4,960,602
shareholders' equity)
Earnings per Share (diluted) 0.37 0.30 0.38
Net Asset Value per Share 2.92 2.77 2.47
Yield on Net Asset 12.51 10.98 15.39
III. Overview of Shareholders and Changes in Share Capital
1. Structure of Share Capital
Unit : share
Beginning Figures Ending Figures
1. Non-negotiable shares
1) Promoters' shares 1,320,000,000 1,320,000,000
Including:
Shares held by the State 1,315,000,000 1,315,000,000
Shares held by domestic legal persons 5,000,000 5,000,000
Shares held by foreign legal persons
Other shares
2) Legal person's shares by subscription
3) Internal employee shares
4) Preference shares or other shares
Sub-total 1,320,000,000 1,320,000,000
2. Outstanding shares
1) Domestically listed RMB ordinary shares
2) Domestically listed foreign investment
shares 690,000,000 690,000,000
3) Overseas listed foreign investment shares
4) Other shares
Sub-total 690,000,000 690,000,000
3. Total number of shares 2,010,000,000 2,010,000,000
2. Profile of Shareholders
(1) Total Number of Shareholders
As at the end of this reporting period, the Company has 86,322 shareholders,
of which 5 are promoters, the other 86,317 are shareholders of B shares.
(2) Shareholding of Top 10 Shareholders
Name of 10 Largest Shareholders Number of Shares Type of Shares Percentage of
Held Shareholding
Zhejiang Provincial Electric Power Development Co.(ZPEPDC) 799,963,200 State-owned legal 39.80%
person's shares
Zhejiang Provincial Electric Power Co. (ZPEPC) 514,036,800 State-owned legal 25.57%
person's shares
NAITO SECURITIES CO., LTD. 11,212,406 B shares 0.56%
TOYO SECURITIES ASIA LTD. A/C CLIENT 8,783,200 B shares 0.44%
SCBHK A/C NOMURA TB/NOMURA ITM 6,598,151 B shares 0.33%
Zhejiang Bada Co. Ltd 4,000,000 legal person's 0.20%
shares
HKSBCSB S/A HSBC(NOM) S/A ABN AMRO BANK NV 4,000,000 B shares 0.20%
BRITISH AIRWAYS PENSION 3,999,999 B shares 0.20%
Ding Renxiang 3,202,121 B shares 0.16%
JPMCB / RBS BALANCED FUND 2,806,400 B shares 0.14%
ZPEPC is the single buyer in Zhejiang power grid. ZPEPDC-invested power plants
sell their generated electricity to ZPEPC.
3. Shareholding of Directors, Supervisors and Senior Management Personnel
None of the directors, supervisors and the senior management personnel of
the Company holds any shares of the Company in the reporting period.
IV . Report of Board of Directors
1. Principal Operations of the Company
The principal operations of the Company are investment in, development and
operations of the power business. It wholly owns 2 well-running power
plants, namely Taizhou and Xiaoshan Power Plants. Up to the end of the
current reporting period, Taizhou Power Plant holds an installed capacity of
1,420 MW, and Xiaoshan Power Plant holds an installed capacity of 250 MW.
All the principal operating income of the Company comes from the sale of
electricity generated by the two power plants.
In 2001, the Company attained a total generation of 10.992 billion kwh,
electricity sale of 10.116 billion kwh and average generating hours of 6,622
hours a year, making a principal operating income of RMB3.370 billion yuan,
total profit of RMB 963 million yuan, net profit of RMB734 million yuan, and
earnings per share of RMB 0.37 yuan/share.
Due to planned outage for maintenance of the generating units, the
electricity generation and sale of the Company in 2001 decreased by 2.78%
and 2.96% respectively in comparison with those of the previous year. At the
same time, as it achieved satisfactory results in respects of power market
competition and production cost control, the Company's principal operations
remained stable.
With regard to its performance in the power market, while the market
exposure increased giving rise to more intense competition, the power plants
under the Company continued to take the market-oriented approach, adapted
bidding strategies to the power market situation with proper treatment of
generation increase versus profit increase, and thus further improved
generation economics. The average settlement price of the Company in 2001
was RMB0.333 yuan/kwh, going up by RMB0.007 yuan/kwh. The rise in the
settlement price of the electricity offset the loss brought about by the
decrease in the electricity generation and sale.
With regard to the production cost control, the Company put emphasis on the
control of variable cost while trying to maintain control of the fixed cost.
The coal consumption was further reduced by intensifying equipment
management and enhancing equipment reliability. In 2001, the net standard
coal consumption rate of the Company dropped by 1 g/kwh to 349 g/kwh, thus
bringing the generation cost of the Company under effective control.
In 2001, the Company continued to strengthen the technical renovation of its
generating equipment. A major effort was to retrofit the turbine steam path
of the 125 MW-sized units. After the retrofit, Unit 1 of Taizhou Power Plant
saw a capacity increase of 10 MW and a coal consumption drop of 15 g/kwh
with remarkable economic results. The increase in the installed capacity
made possible the generation growth of the Company.
2. Operations of Major Subsidiaries of Which the Company Holds Majority or
Minority Interest
(1) Zhejiang Changxing Power Generation Limited Liability Co.
Zhejiang Changxing Power Generation Limited Liability Co. ("ZCPGC") is a
subsidiary of the Company in which 65% of its shareholding is held by the
Company. The remaining 35% shareholding is held by ZPEPDC. ZCPGC was founded
to construct Zhejiang Changxing Power Plant Phase IV (2 x 300 MW). With its
registered capital amounting to RMB 610 million yuan, its business scope
covers electricity generation and sale and other related business. Till the
end of this reporting period, the project was still under construction with
no profit yielded yet. It is anticipated that Unit 1 will be put into
operation at the end of 2002, and Unit 2 in mid-2003.
(2) Zhejiang Jiahua Power Geneation Limited Liability Co.
Zhejiang Jiahua Power Generation Limited Liability Co. ("ZJPGC") is a
subsidiary of the Company in which 24% of its shareholding is held by the
Company. The other shareholding of ZJPGC is held as to 25% by ZPEPDC, 20% by
Beijing Guohua Power Co. Ltd, 18% by the State Power Corp. East China
Company, 10% by ZPEPC and 3% by Zhejiang Provincial Power Construction Co.
ZJPGC was founded to construct Zhejiang Jiaxing Power Plant Phase II (4 x
600 MW), with its registered capital amounting to RMB 555.19 million yuan
and its business scope covering electricity generation and sale and other
related business. Up till the end of this reporting period, the project was
still under construction with no profit generated yet. It is anticipated
that Unit 1 will be put into operation towards the end of 2004, thereafter
with one unit commissioned every half a year until the end of June 2006 when
all of the 4 units will be completed and become operational.
3. Policy Changes in Business Operations
In accordance with ZPEPC's Document Zhe Dian Ban (2001)316 entitled
"Supplementary Stipulations on Trial Operations of Zhejiang Power Generation
Market in 2001", 20% of the electricity sale of the Company in 2001 is
contributed by the amount through competitive bidding while 80% of the
electricity sale of the Company in 2001 is contributed by the contractual
amount. The competitive bidding amount will be billed at the spot rate
prevailing at the then market, and the contractual amount billed at the rate
in the contract approved by Zhejiang Provincial Commodity Pricing Bureau.
The tariff rates as approved by Zhejiang Provincial commodity Pricing Bureau
are as follows:
80% of Generation from 6000 Generating 80% of Generation in Excess of 6000
Hours (Base Contractual Amount) Generating Hours (Excess Amount)
Taizhou Power Plant 0.357 yuan/kwh 0.20 yuan/kwh
Xiaoshan Power Plant 0.32 yuan/kwh 0.197 yuan/kwh
The percentage of the sale through competitive bidding out of the total
electricity sale was raised from 15% in 2000 to 20% in 2001. And the tariff
rates for the excess amount of generation by both Taizhou Power Plant and
Xiaoshan Power Plant were raised by RMB 0.01 yuan/kwh in 2001 compared with
that of 2000 as approved by Zhejiang Provincial Commodity Pricing Bureau
with Document Zhe Jia Shang (2001)353 "Notice on Tariff of Excess Generation
in 2001". The above policy changes had no notable effect on the profit of
the Company.
4. Investment
(1) Application of Residual Mount of Proceeds Raised
The proceeds raised from the issuance of the Company's shares in 1997
totaled USD 230 million (equivalent to RMB 1,900 million yuan). The proceeds
have been applied as per the Prospectus as follows:
Invested Projects Amount (in millions yuan) Completion Time
Acquisition of Xiaoshan Power Plant 903 Completed in 1997
Investment in construction of Units 7 & 266 Completed in 1998
8 of Taizhou Power Plant
Out of the proceeds raised in the issue of shares in 1997, there is a
residual amount of RMB 742 million yuan which remains unutilised. In order
to improve the efficiency of the utilisation of capital, it was agreed in
the extraordinary shareholders' meeting of the Company in 2001 that the
residual amount will be used to
a. make equity investment in Zhejiang Jiahua Power Generation Limited Liability
Co.;
b. supplement the working capital of the Company.
The equity investment in Zhejiang Jiahua Power Generation Limited Liability
Co. will be injected in installments. In this reporting period, the
investment injected by the Company amounts to RMB 133.25 million yuan.
(2) Other Investment
a. Zhejiang Changxing Power Generation Limited Liability Co.
Zhejiang Changxing Power Generation Limited Liability Co. was registered and
founded on 10 July 2001. In accordance with the agreed investment ratio, the
Company has paid in equity amounting to RMB 396.5 million yuan.
b. Zhejiang Provincial Natural Gas Development Limited Liability Co.
After being approved by the Board of Directors of the Company, the Company
invested RMB 50 million yuan in Zhejiang Provincial Natural Gas Development
Limited Liability Co. ("ZPNGDC") to be interested in 10% of its stock.
ZPNGDC will mainly engage in investment in, construction, operation and
management of the natural gas network in Zhejiang Province. Acting as a
single gas buyer/seller in Zhejiang Province, it will enter into a natural
gas purchase agreement with the upstream company and then supply gas safely
and reliably to the major gas consumers and the gas pipe network in Zhejiang
Province. It was founded on 19 December, 2001.
(3) Investment Income
a. The Company entrusted Zhejiang Provincial International Trust Investment
Corp. to conduct trusted fund management totaling RMB 300 million yuan. Up
to the end of the reporting period, all the trust fund had been recouped
with an earning of RMB15.5054 million yuan. For details, refer to Item 4
"Trusted Fund Management" under the section "Important Events" herein.
b. In general, the enterprises in which the Company invested have operated in
good and stable conditions, all ending up in surplus. Due to the time
difference between the accounting and the dividend payment, the dividend
income will be shown in the accounting statements of 2002.
c. The Company received proceeds from assignment of shares amounting to RMB
5.1335 million yuan. For details, refer to Item 2 "Assignment of Shares"
under the section "Important Events" herein.
5. Movement in Operating Environment of the Company
(1) Pursuant to Document Cai Shui (2000)99 entitled "Notice on Implementation of
the State Council's Notice on Revocation of Local Policy Permitting Refund
of Local Income Tax", as of 1 January, 2002, the Company will need to pay
the corporate income tax at the legal rate of 33%. The revocation of the
local policy permitting refund of the local income tax will have a
considerable impact on the net profit of the Company.
(2) The coal price went up in response to supply/demand changes in the domestic
market. It is anticipated that the Company's coal purchase price will rise
by RMB8 yuan/ton in 2002. The rise in the coal price will increase the cost
of the Company's principal business operations.
6. Business Plan for 2002
The Company will take measures to
(1) maintain safe and stable production and ensure healthy, secure, economic and
efficient operations of the generating units; it is planned that the
generating units of the Company will be deployed to turn out a generation of
10.5 billion kwh in 2002;
(2) further improve the legal person management system, seek to establish merit
assessment system and incentive/discipline mechanism compatible with a
listed company;
(3) strengthen research on corporate development strategy to make good investment
and financing decisions;
(4) deepen internal management, improve management methods and raise management
efficiency;
(5) intensify technical renovation relying on the scientific and technological
progress in an effort to reduce cost;
(6) search for potential projects for investment;
(7) fulfill the shareholder's obligations to render services for the construction
and commissioning of the power projects;
(8) further enhance the personnel quality of the Company staff focusing on
personnel as the fundamental factor contributing to business success.
7. Profit Distribution Proposal
The consolidated after-tax profit of the Company in 2001 amounted to
RMB734,057,844.37 yuan (also RMB734,057,844.37 yuan by the international
accounting standards), and the net profit of the Parent Company in 2001
amounted to RMB734,098,469.37 yuan (also RMB734,098,469.37 yuan by the
international standards). After having separately allocated the statutory
surplus reserve and the statutory common welfare reserve each at 10% of the
net profit of the Parent Company totaling RMB146,819,693.88 yuan, plus the
beginning undistributed accumulated profit amounting to RMB748,568,674.38
yuan (or RMB750,164,388.76 yuan by the international accounting standards),
and then following the principle of "whichever is lower " of the amounts
obtained by the different accounting standards, the actual consolidated
profit distributable to shareholders equals to RMB1,335,806,824.87 yuan (or
RMB1,337,402,539.25 yuan by the international accounting standards), and the
actual distributable profit of the Parent Company equals to
RMB1,335,847,449.87 (or RMB1,337,443,164.25 yuan by the international
accounting standards). Taking 2.01 billion shares at year end as a base
figure, the Company proposes to distribute cash dividends of RMB0.25 yuan
per share (including tax), totaling RMB502,500,000.00 yuan. The remaining
undistributed consolidated profit of the Company will be RMB833,306,824.87
yuan after distribution (or RMB834,902,539.25 yuan by the international
accounting standards), and the remaining undistributed profit of the Parent
Company will be RMB833,347,449.87 yuan (or RMB834,943,164.25 yuan by the
international accounting standards). This distribution proposal is yet to be
submitted to the Shareholders' General Meeting 2001 for deliberation and
approval.
8. Profit Distribution Policy for Next Year
The profit distribution policy in past years will be followed in 2002. The
profit distribution will be made once a year. About 30%-50% of the
distributable profit in that year will be distributed in cash to all the
shareholders of the Company.
Before implementation, the profit distribution proposal will need to be
submitted by the Board of Directors to the shareholders' general meeting for
approval. The Board of Directors can make adjustment to the profit
distribution policy in the light of the profitability and the development of
the Company at the time of implementation.
V. Important Events
1. The Company was not subjected to any major events of litigation or
arbitration in 2001.
2. Assignment of Shares
(1) Shares of Zhejiang Taizhou Freeway Construction & Development Co. Ltd
After being approved by the Board of Directors of the Company, the Company
assigned its 494,000 shares of Zhejiang Taizhou Freeway Construction &
Development Co. Ltd to Taizhou Power Plant Industrial Co. at a total price
of RMB533,520 yuan.
(2) Shares of Guotong Securities Co. Ltd
The Merchant Bank, in which the Company invested, assigned its shares of
Guotong Securities Co. Ltd to meet the requirements of public listing. Thus
the Company got an income of RMB4.6 million yuan in proportion to its
investment ratio in the Merchant Bank.
3. Important Related Transactions
(1) Commodity Sale/purchase and Supply of Labor Service
a. Electricity Sale
Related Party Transaction Pricing Principle Amount (yuan) Settlement Percentage Out Impact on
of the Same type Profit
of Transaction
ZPEPC Electricity The contractual amount as 3,370,277,286.61 3 times a 100% Accounting for
sale per the government- month 100% of
approved price, the bidding principal
amount as per the market operating
clearing price income
For the structure of transaction price in 2001, refer to Item 4 "Policy
Changes in Business Operations" of the section "Report of Board of
Directors" herein.
b. Coal Purchase
Related Party Transaction Pricing Amount (yuan) Settlement Percentage out Impact on Profit
Principle of the same type
of Transaction
ZFEFC* Coal purchase Not higher than 1,342,873,027.41 To be settled 100% Coal cost accounts
the market price based on the for 61.35% of
prevailing at actual amount of principal
the time purchase in a year operating cost.
* ZFEFC: Zhejiang Fuxing Electric Fuel Co. Ltd
(2) Repayment of Long-term Liabilities
Pursuant to the Liabilities Contract, Supplementary Agreement to Liabilities
Contract and Debt Repayment Agreement between the Company and ZPEPDC, the
Company and ZPEPC, the Company repaid RMB79.473 million yuan and RMB246.587
million yuan of long-term debt to ZPEPDC and ZPEPC respectively. This
long-term debt was for the construction of Taizhou Power Plant Phase IV
(Units 7 and 8).
(3) Guarantees
a. Shares-proportional Shareholders' Guarantees for Zhejiang Changxing Power
Generation Limited Liability Co. (ZCPGC)
To meet the project construction needs, the shareholders of ZCPGC provided
ZCPGC with shareholders' guarantees proportional to their respective
investment severally for the loan for Zhejiang Changxing Power Plant Phase
IV Project without joint accountability. The ceiling of guarantee provided
by the Company will be RMB 1.17 billion yuan. This guarantee was approved in
the 15th session of the 2nd Board of Directors of the Company.
b. Shares-proportional Shareholders' Guarantees for Zhejiang Jiahua Power
Generation Limited Liability Co. (ZJPGC)
To meet the project construction needs, the shareholders of ZJPGC provided
ZJPGC with shareholders' guarantees proportional to their respective
investment on a several basis for the loan for Zhejiang Jiaxing Power Plant
Phase II Project without joint accountability. The ceiling of guarantee of
the Company will be RMB1.848 billion yuan. This guarantee was approved in
the extraordinary shareholders' meeting of the Company in 2001.
(4) Current Accounts between Related Parties and the Company
a. At the end of the reporting period, the Company still had receivables from
ZPEPC for the sale of electricity in the last 10 days of December 2001
amounting to RMB 94,216,175.64 yuan, which is attributable to the time
difference between settlement of electricity charges and the preparation of
accounting statements.
b. At the end of the reporting period, the Company still needed to pay for the
coal purchase cost of RMB 87,262,500.75 to Zhejiang Fuxing Electric Fuel Co.
Ltd.
4. Trusted Fund Management
(1) Trusted Fund Management in the Reporting Period
Trustee Amount (in million Entrustment Time Term Recovery Time Earning (RMB
yuan)
yuan)
Zhejiang Provincial 150 March 2001 1 year Recovered in 8,505,400
International Trust December 2001
Investment Corp.
Zhejiang Provincial 150 May 2001 1 year Recovered in 7,000,000
International Trust December 2001
Investment Corp.
In line with the resolution of the 1st meeting of the 2nd Board of Directors
of the Company, the Board authorized the management team to invest in state
treasury bonds and other securities with an amount of less than RMB 300
million yuan. The above trusted fund management was approved by the
management of the Company.
(2) Trusted Fund Management in 2002
The Company entered into the Agreement on Trusted Fund Management with
Zhejiang Provincial International Trust Investment Corp. on 4 January 2002
to place RMB 100 million in trust management for a term of 1 year.
5. Refund of Income Tax
As a preferential tax treatment enjoyed by the Company, the local corporate
income tax of the Company was levied at a tax rate of 33% in 2001, of which
18% was refunded by the local Treasury Department. In accordance with
Document Zhe Cai Gong (2001)229 entitled "Letter of Reply Giving Consent to
Refund of Corporate Income Tax to ZSEPC" issued by Zhejiang Provincial
Department of Finance, the Company got a refund of RMB 100.786 million yuan
in this Reporting Period.
6. Appointment of Accountants
As proposed by the Board of Directors and consented by shareholders' general
meeting, the Company renewed appointment of Zhejiang Pan-China Certified
Public Accountants as its domestic auditor and PricewaterhouseCoopers China
Limited as its international auditor.
7. Pursuant to Document Cai Kuai (2000)295 "Notice on Treatment of Financial
Issues in Enterprise Housing System Reform" and Document (2001)5 "Notice on
Publication of Some Stipulations Regarding Treatment of Financial Issues in
Enterprise Housing System Reform", as of 1 January 2001, the accounting
entry "Housing Revolving Fund" has been eliminated. The Company offset the
beginning debit balance of Housing Revolving Fund of RMB 13,162,873.21 yuan
against the beginning undistributed profit. So the balance sheets as at the
period beginning or end no longer contain the accounting entry "Housing
Revolving Fund".
VI. Financial Statements
1. Profit Statement (Attached hereunder)
2. Notes to financial statements
(1) Auditor's Report
The Auditor's Reports for Financial Statement 2001 of the Company issued
separately by Zhejiang Pan-China Public Certified Accountants and
PricewaterhouseCoopers China Limited contain no reservations.
(3) Change in Scope of Consolidation
a. Zhejiang Changxing Power Generation Co. (ZCPGC), of which the Company has
controlling shareholding, was added in 2001.
b. ZCPGC is a limited liability company registered with Zhejiang Pinghu
Industrial & Commercial Administration, with a registered capital of RMB 610
million yuan, engaging mainly in electricity generation and sale as well as
related derivative businesses.
c. The Company holds 65% of the shares of ZCPGC. In line with the accounting
policy, ZCPGC was incorporated into the consolidated financial statements as
of July 2001.
d. Zhejiang Changxing Power Plant Project is under construction.
Board of Directors
Zhejiang Southeast Electric Power Company Limited
18 March 2002
Zhejiang Southeast Electric Power Company Limited
Consolidated Profit Statement 2001
2001 2000
RMB '000 yuan RMB '000 yuan
Operating Income 3,370,277 3,400,223
Operating Cost & Expenses
Fuel Cost 1,336,479 1,354,231
Maintenance Cost 132,421 106,587
Wages & Employee Welfare 207,296 202,688
Depreciation & Amortization 462,195 473,302
Other Expenses 238,166 228,650
2,376,598 2,365,458
Operating Profit 993,679 1,034,765
Financial Expenses (30,624) (29,234)
Profit Before Tax 963,055 1,005,531
Tax (228,997) (393,653)
Profit After Tax 734,058 611,878
After-tax Earnings per Share RMB 0.37 yuan RMB 0.30 yuan
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