无锡威孚高科技集团股份有限公司 Weifu High-Technology Group Co., Ltd. ANNUAL REPORT 2018 April 2019 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section I. Important Notice, Contents and Paraphrase Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Weifu High-Technology Group Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. Chen Xuejun, Principal of the Company, Ou Jianbin, person in charger of accounting works and Ou Jianbin, person in charge of accounting organ (accounting principal) hereby confirm that the Financial Report of 2018 Annual Report is authentic, accurate and complete. Other directors attending the Meeting for annual report deliberation except for the followed Name of director absent Title for absent director Reasons for absent Attorney Zhang Xiaogeng Director Travel for business Hua Wanrong Concerning the forward-looking statements with future planning involved in the Report, they do not constitute a substantial commitment for investors. Investors should be cautious with investment risks. The Company described the risks that might occurred in the operation in the report “IX- The Company’s future development prospects” of “Section IV- Discussion and Analysis of the Operation” and “X. Risks with financial instrument concerned” in Section XI. Financial Report, as well as the risk management policy the Company will take in order to reduce those risks. Investors should pay attention to relevant content. The China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website are the information disclosure media appointed by the Company, all information should be prevail on the above mentioned media, investors are advice to pay attention on investment risks. The profit distribution plan that deliberated and approved by the Board is: based on total stock issue of 1,008,950,570, distributed 12.00 Yuan (tax included) bonus in cash for every 10-share hold by all shareholders, 0 shares bonus issued (tax included) and no capitalizing of common reserves carried out. 2 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Contents Section I Important Notice, Contents and Paraphrase ................................................................ 2 Section II Company Profile and Main Finnaical Indexes ............................................................ 5 Section III Summary of Business .................................................................................................... 9 Section IV Discussion and Analysis of Operation ....................................................................... 12 Section V Important Events .......................................................................................................... 26 Section VI Changes in shares and particular about shareholders ............................................... 40 Section VII Preferred Stock ………………………………………………………………………25 Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees ...... 46 Section IX Corporate Governance ................................................................................................. 56 Section X Corporate Bond .............................................................................................................. 62 Section XI Financial Report ............................................................................................................ 63 Section XII Documents Available for Reference ......................................................................... 194 3 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Paraphrase Items Refers to Contents Company, The Company, Weifu High-technology Refers to Weifu High-Technology Group Co., Ltd. Weifu Group Refers to Wuxi Weifu Group Co., Ltd. Industry Group Refers to Wuxi Industry Development Group Co., Ltd. Robert Bosch, Robert Bosch Company Refers to Robert Bosch Co., Ltd., ROBERT BOSCH GMBH Bosch Automobile Diesel, Bosch Diesel System Refers to Bosch Automobile Diesel System Co., Ltd. Weifu Leader Refers to Wuxi Weifu Leader Catalytic Converter Co., Ltd. Weifu Jinning Refers to Nanjing Weifu Jinning Co., Ltd. Weifu Chang’an Refers to Wuxi Weifu Chang’an Co., Ltd. Weifu Mashan Refers to Weifu Mashan Pump Glib Co., Ltd. Weifu ITM Refers to Wuxi Weifu ITM Supercharging Technique Co., Ltd. Weifu Tianli Refers to Ningbo Weifu Tianli Supercharging Technique Co., Ltd. Weifu Schmidt Refers to Wuxi Weifu Schmidt Power System Spare Parts Co., Ltd. Weifu International Trade Refers to Wuxi Weifu International Trade Co. Ltd. Weifu Autocam Refers to Wuxi Weifu-Autocam Fine Machinery Co. Ltd. Weifu Environment Refers to Wuxi Weifu Environment Catalyst Co., Ltd. Weifu Precision Machinery Refers to Weifu Precision Machinery Manufacturing Co., Ltd. Zhonglian Electronic Refers to Zhonglian Automobile Electronic Co., Ltd. Taiji Industry Refers to Wuxi Taiji Industry Corporation Limited CSRC Refers to China Securities Regulatory Commission SZ Stock Exchange Refers to Shenzhen Stock Exchange Jiangsu Gongzheng Tianye Certified Public Accountants Jiangsu Gongzheng Refers to (Special General Partnership) The reporting period Refers to From 1 Jan. 2018 to 31 Dec. 2018 4 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section II Company Profile and Main Financial Indexes I. Company information Short form of the stock Weifu High- Tech, Su Weifu-B Stock code 000581, 200581 Stock exchange for listing Shenzhen Stock Exchange Name of the Company (in Chinese) 无锡威孚高科技集团股份有限公司 Short form of the Company (in Chinese) 威孚高科 Foreign name of the Company (if applicable) WEIFU HIGH-TECHNOLOGY GROUP CO.,LTD. Short form of foreign name of the Company (if WFHT applicable) Legal representative Chen Xuejun Registrations add. No.5 Huashan Rd. New District, Wuxi City Code for registrations add 214028 Offices add. No.5 Huashan Rd. New District, Wuxi City Codes for office add. 214028 Company’s Internet Web Site http://www.weifu.com.cn E-mail Web @ weifu.com.cn II. Person/Way to contact Secretary of the Board Rep. of security affairs Name Zhou Weixing Yan Guohong Contact add. No.5, Huashan Road, New District, Wuxi City No.5, Huashan Road, New District, Wuxi City Tel. 0510-80505999 0510-80505999 Fax. 0510-80505199 0510-80505199 E-mail wfjt@public1.wx.js.cn wfjt@public1.wx.js.cn III. Information disclosure and preparation place Newspaper appointed for information disclosure China Securities Journal; Securities Times; Hong Kong Commercial Daily Website for annual report publish appointed by CSRC http://www.cninfo.com.cn Preparation place for annual report Office of the Board of Directors 5 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 IV. Registration changes of the Company Organization code 91320200250456967N Changes of main business since No change listing (if applicable) Controlling shareholder of the Company was Weifu Group before 2009. and in 2019, controlling shareholder changed to Industry Group since 31 May 2009 due to the merged of Previous changes for controlling Industry Group and Weifu Group. Weifu Group and Industry Group were wholly state-owned shareholders (if applicable) companies of Wuxi State-owned Assets Supervision & Administration Commission of State Council, therefore, actual controller of the Company turns to Wuxi State-owned Assets Supervision & Administration Commission of State Council. V. Other relevant information CPA engaged by the Company Name of CPA Jiangsu Gongzheng Tianye Certified Public Accountants (Special General Partnership) 10/F, No.5 Building, Jiakaicheng Fortune Center, Jingrong 3 rd Street, Taihu Xincheng, Binghu District, Offices add. for CPA Wuxi, Jiangsu Province Signing Accountants Bo Lingjing, Meng Yin Sponsor engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable Financial consultant engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable VI. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data or not □ Yes √ No Changes over 2018 2017 2016 last year Operating income (RMB) 8,721,674,671.18 9,017,280,159.80 -3.28% 6,422,700,399.27 Net profit attributable to shareholders of the listed 2,396,077,415.21 2,571,339,490.04 -6.82% 1,672,224,317.05 company(RMB) Net profit attributable to shareholders of the listed company after deducting non-recurring gains and 2,014,800,714.20 2,322,218,596.99 -13.24% 1,435,963,836.76 losses(RMB) Net cash flows arising from operating activities 874,381,526.63 957,697,901.07 -8.70% 527,344,364.04 (RMB) Basic earnings per share (RMB/Share) 2.37 2.55 -7.06% 1.66 Diluted earnings per share (RMB/Share) 2.37 2.55 -7.06% 1.66 6 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Weighted average ROE 15.48% 18.52% -3.04% 13.53% Changes over End of 2018 End of 2017 end of last End of 2016 year Total assets (RMB) 20,892,041,460.30 20,231,006,224.36 3.27% 17,263,771,897.78 Net assets attributable to shareholder of listed 15,913,828,778.82 14,835,673,669.75 7.27% 12,927,344,292.47 company (RMB) VII. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period. 2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or Chinese GAAP (Generally Accepted Accounting Principles) in the period. VIII. Quarterly main financial index In RMB 1st Q 2nd Q 3rd Q 4th Q Operating income 2,391,982,640.39 2,568,819,250.60 1,898,914,219.62 1,861,958,560.57 Net profit attributable to shareholders of the 784,228,178.43 761,014,526.49 510,387,493.91 340,447,216.38 listed company Net profit attributable to shareholders of the listed company after deducting 691,078,505.55 687,786,996.02 452,953,425.86 182,981,786.77 non-recurring gains and losses Net cash flows arising from operating 86,416,705.11 292,506,985.37 127,146,119.98 368,311,716.17 activities Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial index disclosed in the company’s quarterly report and semi-annual report □Yes √ No 7 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 IX. Items and amounts of extraordinary profit (gains)/loss √Applicable □ Not applicable In RMB Item 2018 2017 2016 Note Including gains from Gains/losses from the disposal of non-current asset the compensation (including the write-off that accrued for impairment 96,162,222.57 -3,233,320.26 -6,229,604.16 of expropriation of of assets) housing and land of Weifu Jinning Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in 48,811,314.99 48,162,140.65 43,963,942.28 quota or ration according to national standards, which are closely relevant to enterprise’s business) Profit and loss of assets delegation on others’ 311,261,918.65 221,705,034.02 205,047,032.68 investment or management Held transaction financial asset, gains/losses of changes of fair values from transaction financial Including the liabilities, and investment gains from disposal of gain/loss of fair value transaction financial asset, transaction financial 16,880,487.62 24,625,516.88 31,650,057.18 changes from liabilities and financial asset available for sales, derivative financial exclude the effective hedging business relevant with liability normal operations of the Company Switch back of provision for depreciation of account receivable which was singly taken 466,200.00 1,756,052.60 2,338,453.69 depreciation test Other non-operating income and expenditure except -597,126.12 4,479,807.85 4,481,317.09 for the aforementioned items The amount collected Other gain/loss qualify the definition of in the period while 353,111.39 non-recurring gains/losses has been charged-off previous Relocation expenses -57,116.41 Less: Impact on income tax 70,234,077.14 43,481,221.93 42,191,376.78 Impact on minority shareholders’ equity 21,827,350.95 4,893,116.76 2,742,225.28 (post-tax) Total 381,276,701.01 249,120,893.05 236,260,480.29 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons □ Applicable √ Not applicable In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss 8 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section III Summary of Business I. Main businesses of the company in the reporting period (i) Main business of the Company 1. The Company belongs to auto parts industry, and its main business products include diesel fuel injection system products, exhaust after-treatment system products and air management system products. 2. Main uses of the Company's products (1) The diesel fuel injection system products are widely used in different power diesel engines supporting all types of trucks, passenger cars, buses, construction machinery, marine, and generator sets. The company not only makes products matching with the main engines used at home but also exports some products to the Americas, Southeast Asia, and the Middle East. The products meet the needs of national emission standards. (2) The auto exhaust after-treatment system products: mainly support the major manufacturers of automobile, motorcycle and general machinery at home which meet the national emission standards. (3) The Air management system products (supercharger): matches with most of the domestic small-bore diesel engine plants and some six-cylinder diesel engine manufacturers, and meet the needs of the light and heavy commercial vehicles and some passenger cars, and meets the national emission standards. 3. Business model of the Company The Company follows the operating philosophy of making competitive products, creating famous brands, striving for first choices, and creating value for the users, implements the business model that parent company unifies the management and subsidiaries decentralize the production. Namely, the group company is responsible for making strategic development planning and operation targets, and making the unified management, instruction and assessment for the finance, significant personnel management, core raw materials, quality control, and technology of the subsidiaries. The subsidiaries arrange production based on the order management model of market, which makes the subsidiaries keep the consistent quality with the company, helps keep abreast of customer needs and saving logistics costs, maintain the timeliness of products production and supply, and improve the company’s economic benefits. During the reporting period, the Company’s main business and business model have no significant changes. (ii) Development stage and periodic characteristics of the industry the Company involves and the Company's In the past 40 years of reform and opening up, China’s economy has shifted from a high-speed growth stage to a high-quality development stage. Although the market may continue to show unexpected changes in the future, we believe that the fundamentals of China’s healthy and stable economic development will not change, and the Chinese economy is fully capable of maintaining a reasonable growth range. At the same time, the Chinese automobile market has entered a period of steady growth since 2010, in order to solve the increasingly severe traffic jams, environmental pollution, energy conservation and consumption reduction, the automobile industry has accelerated the technology upgrades, and the automobile new energy applications are rapidly advancing, 9 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 nowadays the artificial intelligence, internet of things and other technologies develop rapidly and accelerate the penetration into various fields, it has reached a consensus on the development of intelligent networked automobiles which promotes the development environment of intelligent networked automobiles to become increasingly perfect. After 60 years of hard work, the company has become a backbone enterprise of core parts of domestic auto (power engineering), 80% products of the existing Automobile components core business are matched with the electronic control systems and electronically controlled. The company will actively respond to the national new energy and intelligent network strategy, take the Automobile components industry chain as the core and other related fields as supplements, lay out new energy auto drive technology, and promote the hydrogen fuel cell technology and intelligent network technology research and development capacity building. Market objectives: consolidate the existing business market position and take a position in the new business potential market. Technical objectives: strengthen the technical strength of the pillar business, lay out the new business frontier technology, and actively expand new areas based on the existing business. Strive to achieve the goal of becoming a leader in the auto core parts enterprises. II. Major changes in main assets 1. Major changes in main assets Major assets Note of major changes Equity assets No major change Fixed assets No major change Intangible assets No major change Construction in progress at period-end has major growth over that of year-begin, mainly Construction in progress because the equipment for technical innovation and expansion increased 2. Main overseas assets √Applicable □Not applicable Foreign Control Whether assets measure to exist Content of Operation Income accounted Reason for the formation Asset size Location ensure the significant assets mode (RMB) for net security of impairment assets of the assets risk (Y/N) Company The Company For the overall The Company The Company paid arrangement of the invested US$24 will pay full investment of company’s future million and attention to 24 million US development, the 15th obtained the Equity changes in the the dollars on May meeting of the eighth stock right of of industry and the United No 0.04% Yes 21, 2018 to board of directors of the subscribing preferred market, give States become a company reviewed and 10,212,765 stock play to its own shareholder of approved the Proposal on shares of advantages, and Protean Foreign Investment. The E-round actively prevent E-round company will invest 30 preferred stock and resolve 10 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 preferred stock. million US dollars in the issued by various risks. E-round preferred stock Protean. issued by Protean and the two parties will establish a Sino-foreign joint venture in China. According to the investment cooperation agreement, the company paid the initial investment of 24 million US dollars on May 21, 2018. The company obtained the equity certificate of subscribing 10,212,765 shares of E-round preferred stock issued by Protean and became a shareholder of the Protean E-round preferred stock with the equity certificate number of Number E-1. III. Core Competitiveness Analysis The Company is a high technology enterprise with a number of patented technologies. For years, based on the scientific research as National Enterprise Technical Center, Post-doctor Scientific Research Station, Jiangsu Provincial Engineering and Technology Research Center and Industrialization Base of National Hi-Tech Research and Development Achievement, we have became the backbone enterprise of the core parts of domestic automobile (power engineering) after 60 years of cultivation. 80% of the current core business of auto parts are matching with electronic control system and with electronic control realized, which owes a leading position in self-owned brand. The company lays emphasis on the manufacturing quality management, relies on WPS (Weifu production system) and manufacturing information platform with Weifu characteristics to continuously improve the production system structure, personnel organization, operation mode and market supply and demand relationship, and continues to carry out the process quality indicator quantitative management and process management, and improve production efficiency, product quality and product delivery capabilities, and the company’s manufacturing quality control capabilities are further improved. The company pays attention to the business operation quality of and lays emphasis on the resource integration. At present, the company has established a high-speed, stable and reliable network environment and an efficient data center, successfully built the ERP platform, opened up the value chain, and realized the integration of financial services, which made the information resources fully shared, and the company’s comprehensive operational management level has been further improved. The company pays attention to the construction of core talent system. At present, it has built a relatively complete human resource management platform to strive to build a high-quality core talent team, which provides a strong human resource guarantee for the long-term development of the company. During the reporting period, the company’s core competitiveness (in terms of product manufacturing, quality improvement, personnel quality improvement, resource utilization, etc.) has been improved. 11 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section IV Discussion and Analysis of the Operation 1. Introduction (i) Overall situation In 2018, the macroeconomic growth rate declined. China’s automobile production and sales growth rate was lower than that estimated at the beginning of the year, the total quantity showed the first negative growth in 28 years. According to the data released by the China Association of Automobile Manufacturers, the annual production and sales volume of automobiles were 27.809 million and 28.081 million, respectively declined by 4.2% and 2.8% on a year-on-year basis, and the annual production and sales volume of passenger vehicles were respectively 23.529 million and 23.71 million, respectively declined by 5.2% and 4.1% over the same period of the previous year, while the annual production and sales volume of commercial vehicles were respectively 4.28 million and 4.371 million, respectively increased by 1.7% and 5.1% over the same period of the previous year, and the growth rate declined. Facing the complicated market environment, the company worked hard to overcome difficulties and maintain the overall stability of comprehensive economic operation. During the reporting period, the company achieved operating income of 8.722 billion yuan, a decline of 3.28% on a year-on-year basis, realized total profit of 2.602 billion yuan, a decline of 8.06% on a year-on-year basis; total assets were 20.892 billion yuan, an increase of 3.27% on a year-on-year basis; the owner’s equity attributable to the parent company was 15.914 billion yuan, an increase of 7.27% on a year-on-year basis. (ii) Main work carried out 1. Actively responded to the severe market challenges and fully guaranteed the stability of main business Under the influence of the decline in automobile market and engine market, the company responded positively, focused on the core market, continuously improved the manufacturing system, strengthened the process control capability, improved the delivery capability of leading products, improved the physical quality of key products, and ensured the total amount of main business products. The market share of fuel injection system related products and supercharger products remained relatively stable and had a certain growth throughout the year, the production and sales volume of multiple-piston pumps for fuel injection systems still exceeded 2 million units, and the sales of supercharger products increased by 10% on a year-on-year basis. Due to market fluctuations, the market share of post-processing system business has slightly declined. 2. Took advantage of information technology means to gradually establish an operation management system to further enhance the company’s operating efficiency The company continuously promoted the optimization and upgrading of management, actively sorted out the management duties, standardized and optimized the existing system processes, planned and designed the company’s financial reform and transformation, built the company’s financial sharing center, established the company’s procurement and sharing platform project, further improved the human resource management system, strengthened the security construction of the Group’s information system, thus the comprehensive management 12 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 capability of the enterprise has been further improved. 3. Started the future layout, established the “double-engine-driven” strategic model of “new business becomes a long-term new engine, and traditional businesses guarantee the enterprise forward again”, and took the auto parts industry chain as the core and other related fields as supplements to further improve the R&D system, promote the research and development of platform products, quickly deploy the forward-looking projects, and actively promote the investment cooperation of new business. II. Main business analysis 1. Introduction See the “I-Introduction” in “Discussion and Analysis of the Operation” 2. Revenue and cost (1) Constitute of operation revenue In RMB 2018 2017 Increase/decrease Ratio in operation Ratio in operation Amount Amount y-o-y revenue revenue Total operation 8,721,674,671.18 100% 9,017,280,159.80 100% -3.28% revenue According to industries Automobile 8,262,954,878.87 94.74% 8,535,599,504.73 94.66% -3.19% components Other business 458,719,792.31 5.26% 481,680,655.07 5.34% -4.77% According to products Automobile fuel 5,027,966,298.51 57.65% 5,588,110,745.38 61.97% -10.02% injection system Air management 440,331,903.61 5.05% 380,600,452.78 4.22% 15.69% system Automotive post 2,794,656,676.75 32.04% 2,566,888,306.57 28.47% 8.87% processing system Other business 458,719,792.31 5.26% 481,680,655.07 5.34% -4.77% According to region Domestic sales 8,337,832,868.65 95.60% 8,698,826,555.01 96.47% -4.15% Foreign sales 383,841,802.53 4.40% 318,453,604.79 3.53% 20.53% 13 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (2) The industries, products, or regions accounting for over 10% of the company’s operating income or operating profit √Applicable □ Not applicable In RMB Increase/decrease Increase/decrease Increase/decrease Operating Operating cost Gross profit ratio of operating of operating cost of gross profit revenue revenue y-o-y y-o-y ratio y-o-y According to industries Automobile 8,262,954,878.87 6,334,140,163.43 23.34% -3.19% -1.35% -1.43% components According to products Automobile fuel 5,027,966,298.51 3,558,735,397.17 29.22% -10.02% -8.36% -1.29% injection system Air management 440,331,903.61 316,694,283.37 28.08% 15.69% 10.93% 3.09% system Automotive post processing 2,794,656,676.75 2,458,710,482.89 12.02% 8.87% 9.17% -0.24% system According to region Domestic sales 8,337,832,868.65 5,968,730,399.02 28.41% -4.15% -2.40% -1.28% Foreign sales 383,841,802.53 365,409,764.41 4.80% 20.53% 19.71% 0.66% Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on latest one year’s scope of period-end □ Applicable √ Not applicable (3) Income from physical sales larger than income from labors √ Yes □ No Increase/decrease Industries Item Unit 2018 2017 y-o-y Fuel injection Sales volume In 10 thousand units 244 266 -8.27% system—multiple-piston Output In 10 thousand units 245 262 -6.49% pump Storage In 10 thousand units 17 16 6.25% Sales volume In 10 thousand sets 227 227 Fuel injection Output In 10 thousand sets 223 209 6.70% system—injector Storage In 10 thousand sets 12 16 -25.00% Sales volume In 10 thousand pieces 270 293 -7.85% After-treatment Output In 10 thousand pieces 220 286 -23.08% system—purifier Storage In 10 thousand pieces 28 78 -64.10% 14 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Sales volume In 10 thousand units 72 65 10.77% Air management Output In 10 thousand units 73 68 7.35% system—turbocharger Storage In 10 thousand units 14 13 7.69% Reasons for y-o-y relevant data with over 30% changes □Applicable √Not applicable (4) Fulfillment of the company’s signed significant sales contracts up to this reporting period □ Applicable √ Not applicable (5) Constitute of operation cost Classification of industries and products In RMB 2018 2017 Increase/decrease Industries Item Ratio in operation Ratio in operation Amount Amount y-o-y cost cost Automobile Direct material 4,879,991,330.39 77.04% 5,014,924,816.81 78.10% -2.69% components Automobile Labor cost 601,322,359.87 9.49% 548,188,077.87 8.54% 9.69% components Automobile Depreciation 171,085,221.37 2.70% 165,645,016.82 2.58% 3.28% components Automobile Varieties of 681,741,251.80 10.76% 692,224,373.76 10.78% -1.51% components consumption In RMB 2018 2017 Increase/decrease Products Item Ratio in Ratio in Amount Amount y-o-y operation cost operation cost Direct Fuel injection system 2,306,305,694.10 64.81% 2,661,656,663.54 68.54% -13.35% material Fuel injection system Labor cost 483,559,687.15 13.59% 459,976,070.97 11.84% 5.13% Fuel injection system Depreciation 136,068,633.86 3.82% 134,028,364.58 3.45% 1.52% Varieties of Fuel injection system 632,801,382.06 17.78% 627,703,331.82 16.16% 0.81% consumption Direct Air management system 270,908,557.76 85.54% 235,640,433.48 82.54% 14.97% material Air management system Labor cost 20,768,561.86 6.56% 23,813,534.44 8.34% -12.79% 15 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Air management system Depreciation 14,081,316.71 4.45% 13,761,987.24 4.82% 2.32% Varieties of Air management system 10,935,847.04 3.45% 12,265,632.65 4.30% -10.84% consumption Exhaust after-treatment Direct 2,302,777,078.53 93.66% 2,094,875,783.60 93.02% 9.92% system material Exhaust after-treatment Labor cost 96,994,110.86 3.94% 88,220,371.79 3.92% 9.95% system Exhaust after-treatment Depreciation 20,935,270.80 0.85% 17,854,665.00 0.79% 17.25% system Exhaust after-treatment Varieties of 38,004,022.70 1.55% 51,185,446.15 2.27% -25.75% system consumption (6) Whether the changes in the scope of consolidation in Reporting Period √Yes □No Changes of consolidate Enterprise Equity obtained Time when equity Contribution ratio scope method obtained Consolidate scope Nanchang Weifu Leader Auto Parts & Newly established 2018-3-8 100.00% increased Components Co., Ltd. (7) Major changes or adjustment in business, product or service of the Company in Reporting Period □ Applicable √ Not applicable (8) Major sales and main suppliers Major sales client of the Company Total top five clients in sales (RMB) 4,671,119,701.53 Proportion in total annual sales volume for top five clients 53.56% Ratio of the related sales in total annual sales from top five clients 39.48% Information of top five clients of the Company Serial Name Sales (RMB) Proportion in total annual sales 1 Bosch Diesel System 2,722,919,316.33 31.22% 2 Robert Bosch 720,709,408.92 8.26% 3 Client III 692,335,425.30 7.94% 4 Client IV 306,289,484.81 3.51% 5 Client V 228,866,066.17 2.62% Total -- 4,671,119,701.53 53.56% Other situation of main clients √Applicable □Not applicable 16 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 The Company has association with Bosch Diesel System, and directors, supervisors, senior executives, core technicians and actual controller of the Company have no equity in main suppliers directly or indirectly. Main suppliers of the Company Total purchase amount from top five suppliers (RMB) 2,105,290,240.20 Proportion in total annual purchase amount for top five suppliers 33.36% Ratio of the related purchase in total annual purchase amount from top five suppliers 26.86% Information of top five suppliers of the Company Serial Suppliers Purchasing amount (RMB) Ratio in annual total purchasing amount 1 Weifu Environment 1,515,266,186.15 24.01% 2 Robert Bosch 179,841,237.03 2.85% 3 Supplier 1 145,919,020.67 2.31% 4 Supplier 2 141,439,877.36 2.24% 5 Supplier 3 122,823,918.99 1.95% Total -- 2,105,290,240.20 33.36% Other notes of main suppliers of the Company √Applicable □Not applicable The Company has association with Weifu Environment and Robert Bosch Company, and directors, supervisors, senior executives, core technicians and actual controller of the Company have no equity in main suppliers directly or indirectly. 3. Expenses In RMB Increase/decrease 2018 2017 Note of major changes y-o-y Salary and wages expenses as well as Sales expenses 237,839,472.28 194,854,780.37 22.06% the guarantee fee increased Administration expenses 585,005,385.75 539,493,552.86 8.44% Financial expenses -17,393,580.55 7,316,996.79 -337.71% Interest income of deposit increased R&D expenses 403,263,972.20 391,315,234.75 3.05% 4. R&D investment √Applicable □ Not applicable During the reporting period, the Company focused on the enterprise technology innovation strategy and planning, adhered to the technological innovation, accelerated the research and development of key projects and products, 17 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 put forth effort to improve the industrialization of new products, and enhanced new power for the enterprises development. The traditional energy products are mainly power engineering which meet the requirements of energy saving and emission reduction, and continue to maintain the leading position in the industry. At the same time, the company actively deploys new energy driving technologies and promotes the research and development and capacity building in new fields such as hydrogen fuel cell technology and intelligent network. The smooth implementation of these projects guarantees the company’s leading position in the auto parts industry in the future. R&D investment of the Company 2018 2017 Change ratio Number of R&D (people) 1,109 1,132 -2.03% Ratio of number of R&D 20.08% 20.92% -0.84% R&D investment (Yuan) 403,263,972.20 391,315,234.75 3.05% R&D investment accounted for R&D income 4.62% 4.34% 0.28% R&D investment capitalization (Yuan) 0.00 0.00 0.00% Capitalization R&D investment accounted for R&D 0.00% 0.00% 0.00% investment The reason of great changes in the proportion of total R&D investment accounted for operation income than last year □ Applicable √ Not applicable Reason for the great change in R&D investment capitalization rate and rational description □ Applicable √ Not applicable 5. Cash flow In RMB Increase/decrea Item 2018 2017 se y-o-y Subtotal of cash inflow arising from operating activities 8,192,375,196.74 7,864,444,717.03 4.17% Subtotal of cash outflow arising from operating activities 7,317,993,670.11 6,906,746,815.96 5.95% Net cash flows arising from operating activities 874,381,526.63 957,697,901.07 -8.70% Subtotal of cash inflow from investing activities 12,682,037,088.99 10,609,070,063.25 19.54% Subtotal of cash outflow from investing activities 12,888,463,580.85 11,859,361,718.71 8.68% Net cash flows arising from investing activities -206,426,491.86 -1,250,291,655.46 Subtotal of cash inflow from financing activities 471,198,213.94 254,520,000.00 85.13% Subtotal of cash outflow from financing activities 1,686,046,969.98 799,122,114.37 110.99% Net cash flows arising from financing activities -1,214,848,756.04 -544,602,114.37 Net increase of cash and cash equivalents -543,765,214.73 -846,784,323.89 18 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Main reasons for y-o-y major changes in aspect of relevant data √Applicable □ Not applicable Cash outflow from financing activities has major growth mainly due to the greatly increase of profit distribution in the year Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company √Applicable □Not applicable Mainly due to the investment, and specific influencing factors found more in supplementary information of cash flow statement carried in Annotation of the Report. III. Analysis of the non-main business √Applicable □Not applicable In RMB Ratio in Amount Note Whether be sustainable total profit The joint ventures Bosch Automobile Income mainly form the two joint Diesel and Zhonglian Electronic have ventures (Bosch Automobile Diesel Investment income 1,955,668,055.33 75.15% stable production and operation , so and Zhonglian Electronic) with stock the investment returns can be participated by the Company sustained and stable Gain/loss of fair -490,329.13 -0.02% value changes Asset impairment 250,873,745.84 9.64% Non-operating 1,264,830.90 0.05% income Non-operating 9,977,159.55 0.38% expense IV. Assets and liability 1. Major changes of assets composition In RMB End of 2018 End of 2017 Ratio in Ratio in Ratio Note of major changes Amount total Amount total changes assets assets Monetary funds 2,616,321,740.73 12.52% 3,118,709,412.83 15.42% -2.90% Account receivable 1,919,793,266.91 9.19% 1,995,577,830.90 9.86% -0.67% 19 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Inventory 1,438,528,714.59 6.89% 1,478,939,040.70 7.31% -0.42% Investment real estate 21,906,134.52 0.10% 23,544,830.78 0.12% -0.02% Long-term equity 4,976,773,946.74 23.82% 4,140,064,825.58 20.46% 3.36% investments Fixed assets 2,707,374,678.61 12.96% 2,584,872,628.54 12.78% 0.18% Construction in progress at period-end has major growth over that of Construction in progress 166,414,542.18 0.80% 100,345,461.28 0.50% 0.30% year-begin, mainly because the equipment for technical innovation and expansion increased Short-term borrowings 298,928,213.94 1.43% 243,000,000.00 1.20% 0.23% Long-term loans 30,000,000.00 0.14% 45,000,000.00 0.22% -0.08% 2. Assets and liability measured by fair value √Applicable □Not applicable In RMB Amount Accumulative Devaluation Amount at the Changes of fair value of changes of fair of Amount of sale Amount at Items beginning gains/losses in this purchase value reckoned withdrawing in the period period-end period period in the into equity in the period period Financial assets 3.Available-for- 121,066,008. sale financial 266,376,600.00 -117,053,064.00 -19,809,442.95 37,869,361.83 00 assets Subtotal of 121,066,008. 266,376,600.00 -117,053,064.00 -19,809,442.95 37,869,361.83 financial assets 00 121,066,008. Above total 266,376,600.00 -117,053,064.00 -19,809,442.95 37,869,361.83 00 Financial 0.00 -490,329.13 0.00 0.00 490,329.13 liabilities Whether there have major changes on measurement attributes for main assets of the Company in report period or not □ Yes √No 3. The assets rights restricted till end of the period Item Book value at Restriction reason period-end Monetary funds 1,450,000.00 Cash deposit paid for LC Monetary funds 79,315,732.67 Cash deposit paid for bank acceptance 20 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Monetary funds 881,868.57 Court freeze Notes receivable 423,527,758.19 Notes pledge for bank acceptance In accordance with the civil ruling No.(2016)Y03MC2490 and No.(2016) Y03MC2492 of Guangdong Shenzhen Intermediate People's Court (Hereinafter referred to as Shenzhen Intermediate People's Court), the property with the value of 217 million Yuan under the name of Available-for-sale 112,850,891.16 the Company and other seven respondents and the third party Shenzhen Hejun Chuangye financial assets Holdings Co., Ltd. (Hereinafter referred to as Hejun Company) was frozen. As of the end of the reporting period, 4.71 million shares of Miracle Logistics and 11,739,102 shares of SDEC held by the Company were frozen. Total 618,026,250.59 V. Investment 1. Overall situation □ Applicable √ Not applicable 2. The major equity investment obtained in the reporting period □ Applicable √ Not applicable 3. The major non-equity investment doing in the reporting period □ Applicable √ Not applicable 4. Financial assets investment (1) Securities investment √Applicable □Not applicable In RMB Book Cumulat Profit Account value at Current Book Va Short ive fair Current and loss Code of Initial ing the gain/los Current value at Account riety of form of value purchas in the Capital securitie investm measure beginni s of fair sales the end ing securitie securitie changes e Reporti Source s ent cost ment ng of value amount of the subject s s in amount ng model the changes period equity Period period Availabl Domesti Measure e-for-sal c and 199,208 186,966 -73,250, -20,229, 37,869, -73,196, 85,458, Own 600841 SDEC d by fair e foreign ,000.00 ,000.00 064.00 810.45 361.83 378.59 408.00 funds value financia stocks l assets Availabl Domesti Miracle Measure e-for-sal c and 69,331, 79,410, -43,803, 420,367 -43,567, 35,607, Own 002009 Logistic d by fair e foreign 500.00 600.00 000.00 .50 500.00 600.00 funds s value financia stocks l assets 21 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 -117,05 -116,76 268,539 266,376 -19,809, 37,869, 121,066 Total -- 3,064.0 0.00 3,878.5 -- -- ,500.00 ,600.00 442.94 361.83 ,008.00 0 9 Disclosure date of 24 March 2012 securities investment approval of the Board 4 June 2013 Disclosure date of securities investment approval of the Shareholder Meeting (if applicable) (2) Derivative investment □ Applicable √ Not applicable The Company has no derivatives investment in the Period 5. Application of raised proceeds □ Applicable √ Not applicable No application of raised proceeds in the period VI. Significant asset and equity sales 1. Significant asset sales □ Applicable √ Not applicable No significant assets being sold in the Period 2. Significant equity sales □ Applicable √ Not applicable VII. Analysis of the main equity participation and controlling subsidiary √ Applicable □ Not applicable Main subsidiary and stock-jointly enterprise with over 10% influence on net profit of the Company In RMB Company Register Operating Operating Type Main business Total assets Net assets Net profit name capital revenue profit Exhaust Weifu 502,596,3 2,996,351,016 1,629,384,624. 2,800,874,73 74,092,173.7 Subsidiary after-treatment 74,556,894.40 Leader 00.00 .44 82 3.81 8 system products 22 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Weifu Fuel injection 346,286,8 1,337,513,352 613,545,903. 233,693,081. Subsidiary 973,609,125.61 208,505,596.11 Jinning system products 25.80 .71 22 69 Bosch Equity US$ Fuel injection 12,798,513,74 8,698,465,606. 15,539,892,0 4,003,245,86 3,545,497,532.3 Automobile participation 241,000,0 system products 0.22 92 04.67 6.33 3 Diesel enterprise 00.00 Equity Zhonglian Gasoline system 600,620,0 5,431,102,281 5,425,343,448. 23,186,214.3 1,834,686,45 1,834,198,811.7 participation Electronic products 00.00 .22 82 8 8.07 8 enterprise Subsidiary obtained and disposed in the Period □Applicable √Not applicable Explanation on holding equity participation enterprise In the reporting period, Weifu Jinning’s land, housing and housing attachments located at No. 69, Taiping Village, Yanziji Town, Qixia District were levied by the government, accordingly gains of disposal of assets increased by 100,824,053.07 yuan. VIII. The structured subject controlled by the Company □ Applicable √ Not applicable IX. Prospects for future development (I) Industry competition pattern and development trend In the past 40 years of reform and opening up, China’s economy has shifted from a high-speed growth stage to a high-quality development stage. Although the market may continue to show unexpected changes in the future, we believe that the fundamentals of China’s healthy and stable economic development will not change, and the Chinese economy is fully capable of maintaining a reasonable growth range. At the same time, the Chinese auto market has entered a period of steady growth since 2010, in order to solve the increasingly severe traffic jams, environmental pollution, energy conservation and consumption reduction, the automobile industry has accelerated the technology upgrades, and the automobile new energy applications are rapidly advancing, nowadays the artificial intelligence, internet of things and other technologies develop rapidly and accelerate the penetration into various fields, it has reached a consensus on the development of intelligent networked automobiles which promotes the development environment of intelligent networked automobiles to become increasingly perfect. (ii)Development strategy of the Company The Company has became the backbone enterprise of the core parts of domestic automobile (power engineering) after 60 years of cultivation. 80% of the current core business of auto parts are matching with electronic control system and with electronic control realized, which owes a leading position in self-owned brand. The Company give a positive response to national new energy and intelligent networking strategy, core with the auto parts industry chain and supplemented by other relevant fields, make a layout for new energy automobile drive technology, improve hydrogen fuel battery technology as well as the research and development capability of intelligent networking technology. Market target: consolidating the current business market position and 23 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 positioning new business for the potential market; technical target: strengthen the technical strength of pillar business, lay out the frontier technology for new business, actively exploit new fields based on the current business. And making efforts to achieved the enterprise goals of leaders of automotive core parts. (iii) Operation plan for year of 2019 In 2019, the market environment is still complicated and severe, many factors such as macro economy, automobile industry cycle, automobile consumption policy and implementation of the Guo VI Standard are still uncertain, opportunities and challenges coexist, the opportunities are inspiring, and challenges are alarming. In the new year, the company will revolve around the development goals of “high quality, stable volume, and fine management” and complete the following key tasks: 1. Figure out the situation, grasp the general trend, conform to the trend, conform to the mainstream, change with the situation, face the difficulties, seek opportunities, and open up projects. The rapid improvement can meet the Guo VI Standard and the technical quality level of T4 products, enhance the project acquisition ability of products on the client side, locate at key customers, leading products and key projects, and strive to increase the market share of key products. Promote the collaborative marketing of traditional product systems to further expand the aftermarket and overseas markets. 2. Focus on management quality, optimize product structure, optimize input-output structure, carefully analyze cost structure, find out the focus of cost reduction and the factors affecting cost increase and profit reduction, continuously control and gradually reduce manufacturing costs; optimize manufacturing process control, make full use of interconnection technology, strengthen data interconnection and interoperability, and further enhance the ability of data collection, analysis and prediction. Continuously improve the manufacturing process management, strengthen flexible and agile production, realize the intelligent deployment capability of manufacturing process, further improve the lean manufacturing production level; optimize operational support management, smooth the processes, build business project information management platform, unblock business system barriers, and efficiently adjust and control, improve quality and efficiency, improve operational efficiency; promote the construction of human resources platform, further improve the talent selection, training and management mechanism, and comprehensively optimize and improve the human resource management. Constantly strengthen the foundation of development. 3. Struggle to act by innovation driven, actively create new situations, and form a dual-engine drive model. Consolidate the existing business market position, accelerate the development of traditional business products, take a position in the potential market for innovative business, actively promote the investment in emerging businesses, accelerate the layout of forward-looking project products of innovative business, promote the construction of platform projects, and promote the R&D capability of new business products, and improve the research and development system so as to lay a foundation for the company’s sustainable development. IV Risks and response measures (1) Macroeconomic and market risks China’s economy has shifted from a high-speed growth stage to a high-quality development stage, the market may continue to show unexpected changes, but we believe that the Chinese economy is fully capable of maintaining a reasonable growth range. At the same time, the Chinese auto market has entered a period of steady growth, and it 24 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 will also pay more attention to high-quality development in the future. Response measures: We must change the habitual and deterministic thinking model to cope with future uncertainties, rely on the existing business, actively expand new areas, consolidate the existing business market position, and take a position in the new business potential market, and strive to improve the company’s core competitiveness and overall ability to resist risks. (2) Operating management and control risks With the continuous expansion of the company’s asset scale and business scope, the company has a large management span and many links in terms of personnel, business, finance and capital, and there are potential risks of operating management and control. Response measures: The company will continue to promote the optimization and improvement of internal management, focus on strengthening compliance management, further improve the system and processes, promote the institutionalization and standardization of company management, and control operational risks. (3) Risk of fluctuations in raw material prices The company’s main raw materials include various grades of steel, aluminum, precious metals, etc., and the continued rise in prices will bring the company the risk of rising costs. Response measures: Pay close attention to the price trend of the company’s main raw materials, choose the right timing for procurement, and make reasonable strategic reserves to resolve the risk of fluctuations in raw material prices. X. Reception of research, communication and interview 1. In the report period, reception of research, communication and interview √ Applicable □ Not applicable Time Way Type Basic situation index of investigation 2018-06-27 Spot research Institution The scene of the shareholders’ general meeting 2018-01-01- The Company answered 151 questions for investors online through the Written inquiry Individual 2018-12-31 investor relations interactive platform(http://irm.p5w.net/dqhd/sichuan/) 2018-01-01- Telephone Basic condition of the Company, and views on market, communication Individual 2018-12-31 communication with investors by telephone more than 300 Reception (times) 460 Number of hospitality 50 Number of individual reception 260 Number of other reception 151 Disclosed, released or let out major undisclosed N information (Y/N) 25 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section V. Important Events I. Profit distribution plan of common stock and capitalizing of common reserves plan Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during the Reporting Period √ Applicable □ Not applicable 1. Cash dividend policy: carry out bonus distribution according to the regulations in Article of Association 2. In reporting period, the Company implemented the profit distribution for year of 2017, based on the total share capital 1,008,950,570 shares, distributed 12.00 Yuan (tax included) bonus in cash for every 10 shares held, no capitalization from public reserves. The plan was completed in July 2018. The implementation of the Company's cash dividend policy is in compliance with the provisions of Articles of Association, relevant decision-making procedures are complete and fully listen to the views of independent directors and minority shareholders and maintain the legitimate rights and interests of minority shareholders. Special explanation on cash dividend policy Satisfy regulations of General Meeting or requirement of Article of Association (Y/N): Yes Well-defined and clearly dividend standards and proportion (Y/N): Yes Completed relevant decision-making process and mechanism (Y/N): Yes Independent directors perform duties completely and play a proper role (Y/N): Yes Minority shareholders have opportunity to express opinions and demands totally and their legal rights are fully Yes protected (Y/N): Condition and procedures are compliance and transparent while the cash bonus policy adjusted or changed Not applicable (Y/N): Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest three years (including the reporting period) The profit distribution plan for 2018: based on total share capital of 1,008,950,570 shares at end of 2018, distribute cash dividend of RMB 12.00 (tax included) for every 10 shares, and no capitalization of capital reserve. The profit distribution plan for 2017: based on total share capital of 1,008,950,570 shares at end of 2017, distribute cash dividend of RMB 12.00 (tax included) for every 10 shares, and no capitalization of capital reserve. The plan was completed in July 2018. The profit distribution plan for 2016: based on total share capital of 1,008,950,570 shares at end of 2016, distribute cash dividend of RMB 6.00 (tax included) for every 10 shares, and no capitalization of capital reserve. The plan was completed in July 2017. Cash dividend of common stock in latest three years (including the reporting period) In RMB Net profit Ratio of the Proportion Ratio of the cash Ratio of the attributable to cash bonus in for cash bonus by other total cash Year for Amount for cash common stock net profit bonus by ways in net Total cash bonus bonus (other bonus bonus (tax shareholders of attributable to other profit (including other ways included) shares included) listed company common stock ways(i.e. attributable to ways) in net profit in consolidation shareholders of share common stock attributable to statement for listed company buy-backs) shareholders of common stock 26 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 bonus year contained in listed company shareholders of consolidation contained in listed company statement consolidation contained in statement consolidation statement 2018 1,210,740,684.00 2,396,077,415.21 50.53% 0.00 0.00% 1,210,740,684.00 50.53% 2017 1,210,740,684.00 2,571,339,490.04 47.09% 0.00 0.00% 1,210,740,684.00 47.09% 2016 605,370,342.00 1,672,224,317.05 36.20% 0.00 0.00% 605,370,342.00 36.20% The Company gains profits in reporting period and the retained profit of common stock shareholders provided by parent company is positive but no plan of cash dividend proposed of common stock □ Applicable √ Not applicable II. Profit distribution plan and capitalizing of common reserves plan for the Period √ Applicable □ Not applicable Bonus shares for every 10-share (Share) 0 Dividends for every 10-share (RMB) (Tax included) 12.00 Shares added for every 10-share base (Share) 0 Equity base of distribution plan (Share) 1,008,950,570 Total cash dividend(RMB) (Tax included) 1,210,740,684.00 Cash dividend by other ways (share buy-back included) (RMB) 0.00 Total cash dividend (other ways included) (RMB) 1,210,740,684.00 Distributable profits (RMB) 9,340,610,451.36 Ratio of the total cash dividend (other ways included) in total profit distribution 100% Cash dividend policy: Other Detail explanation on profit distribution or capitalization from capital public reserve Pursuit to the Standard Unqualified Auditor’s Report for year of 2018 issued by Jiangsu Gongzheng, the profit available for distribution of the parent company for year of 2018 are as: net profit of the parent company for year of 2018 amount as 2,190,550,000 Yuan, plus retained profit at beginning of the year 8,360,801,100 Yuan and deducted the divided 1,210,740,700 Yuan for year of 2017, the distributable profit at end of the period amounted as 9,340,610,400Yuan. Profit distribution plan for year of 2018: on base of the total 1,008,950,570 shares at end of 2018, distributed 12.00 Yuan (tax included) in cash for each 10 shares, no bonus, and no transfer of reserve to common shares. The remaining retained profit carried forward to next year. Profits allocate for year of 2018 amounting to 1,210,740,700 Yuan. III. Implementation of commitment 1. Commitments that the actual controller, shareholders, related party, buyers and the Company have fulfilled during the reporting period and have not yet fulfilled by the end of reporting period □ Applicable √ Not applicable 27 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 No commitments that the actual controller, shareholders, related party, buyers and the Company have fulfilled during the reporting period and have not yet fulfilled by the end of the period 2. Concerning assets or project of the Company, which has profit forecast, and reporting period still in forecasting period, explain reasons of reaching the original profit forecast □ Applicable √ Not applicable IV. Non-operational fund occupation from controlling shareholders and its related party □ Applicable √ Not applicable No non-operational fund occupation from controlling shareholders and its related party in period. V. Explanation from Board of Directors, Supervisory Committee and Independent Directors (if applicable) for “Qualified Opinion” that issued by CPA □ Applicable √ Not applicable VI. Particulars about the changes in aspect of accounting policy, estimates and calculation method compared with the financial report of last year √Applicable □ Not applicable (1) Change of major accounting policy On June 15, 2018, the Ministry of Finance issued the Notice on Amending the Format of Financial Statements of General Enterprises in 2018 (CK No. [2018] 15), revised the financial statements format of general enterprises. According to the requirement, relevant content of the accounting policy needs to be adjusted, and the financial statement should be prepared in line with the format of financial statement for general enterprise(applicable to enterprise that have not yet implemented new financial and revenue standards). The impacts on the items and amounts related to consolidated financial statements and the parent company’s financial statements during the comparable period are as: Impact on the amount in relevant financial statement of 2017/on 31 December 2017 Changes of Item Amount affected (+,-) accounting policy Consolidate financial statement Financial statement of parent company The Company Notes receivable -1,464,256,934.83 -449,209,323.02 prepared the Account receivable -1,995,577,830.90 -1,047,012,889.92 financial statement of Note receivable and account 3,459,834,765.73 1,496,222,212.94 2018 in line with the receivable format regulated in Interest receivable -2,281,979.17 -97,627.77 CK No. [2018] 15, Other receivables 2,281,979.17 97,627.77 and changed the Note payable -947,976,759.10 -459,762,950.78 presentation of Account payable -2,570,956,205.83 -1,082,206,882.07 relevant financial statements by Note payable and account 3,518,932,964.93 1,541,969,832.85 retrospective method payable Interest payable -401,928.43 -93,777.78 28 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Other accounts payable 401,928.43 93,777.78 Long-term account payable 18,265,082.11 -- Special account payable -18,265,082.11 -- Administration expenses -391,315,234.75 -119,083,205.53 R&D expenses 391,315,234.75 119,083,205.53 VII. Major accounting errors within reporting period that needs retrospective restatement □ Applicable √ Not applicable No major accounting errors within reporting period that needs retrospective restatement for the Company in the period. VIII. Compare with last year’s financial report; explain changes in consolidation statement’s scope √Applicable □Not applicable Way of obtained the Time when equity Ratio of fund Content changed Company equity obtained contribution Nanchang Weifu Leader Auto Parts & Consolidate scope increased Newly established 2018-3-8 100.00% Components Co., Ltd. IX. Appointment and non-reappointment (dismissal) of CPA Accounting firm appointed Jiangsu Gongzheng Tianye Certified Public Name of domestic accounting firm Accountants (Special General Partnership) Remuneration for domestic accounting firm (in 10 thousand Yuan) 158 Continuous life of auditing service for domestic accounting firm 27 Name of domestic CPA Bo Lingjing, Meng Yin Continuous life of auditing service for domestic accounting firm 4 Re-appointed accounting firms in this period □Yes √No Appointment of internal control auditing accounting firm, financial consultant or sponsor √ Applicable □ Not applicable Being deliberated in Annual Shareholders General Meeting of 2017, Jiangsu Gongzheng was appointed as audit accounting firm for internal control of the Company for year of 2018. In the Period, auditing charge for internal control amounting to 0.22 million Yuan 29 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 X. Particular about suspended and delisting after annual report disclosed □ Applicable √ Not applicable XI. Bankruptcy reorganization □ Applicable √ Not applicable No bankruptcy reorganization for the Company in reporting period XII. Significant lawsuits and arbitration of the Company √Applicable □Not applicable Amount Whether Trial Results Judgment Related Progress of Basic Situation of Formed and Effects Implementation Disclosure to the Litigation Disclosure Index Litigation (Arbitration) Accrued of Litigation of Litigation Date Case (Arbitration) Liabilities (Arbitration) (Arbitration) (Yuan) On March 6, 2017, the 21,703 N By the company’s This Not yet 8 March (Announcement No.: company received the application for litigation implemented 2017 2017-002) published civil ruling reconsideration, will not on Juchao Website No.(2016)Y03MC2490 Shenzhen affect the (www.cninfo.com.cn) and No.(2016) Intermediate company’s Y03MC2492 from People's Court daily Shenzhen Intermediate deemed the total operating People's Court about the assets that Cinda activities for dispute case that the Company applied the time plaintiff applicant China for preservation to being Cinda Asset Management be RMB Co., Ltd. Shenzhen 217,027,697.23. Branch (hereinafter The total value of referred to as “Cinda 15.3 million shares Company”) appealed the of SDEC Stock respondent Weifu High and 4.71 million Technology and other shares of Miracle seven respondents and the Logistics held by shareholders of the third the company has party Hejun Company exceeded the total damaged the interests of assets that Cinda corporate creditors, which Company applied adopted the mandatory for preservation, measures to freeze the therefore, assets with value of RMB 3,560,898 shares 217 million under the of SDEC Stock name of the Company and held by the other seven respondents company was and Hejun Company. unfrozen. Up to Freeze 4.71 million shares the end of the of Miracle Logistics and reporting period, 15.3 million shares of the company’s SDEC Stock held by the frozen assets were company. as follows: 4.71 million shares of Miracles Logistics held by the company and its fruits, and 11,739,102 shares of SDEC Stock held by the company and its 30 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 fruits. At present, this litigation is in the first instance (the first trial held on 24 Sept. 2017, and follow trial will wait for notice by the court). The Company has applied 3,300 N The Company has There are no Relevant works 6 Dec. (Announcement No.: to Futian People's Court applied to Futian impact on are in process 2017 2017-023) published of Shenzhen for People's Court of daily on Juchao Website compulsory liquidation Shenzhen for operation (www.cninfo.com.cn) with Hejun Company compulsory activities of liquidation with the Hejun Company. Company The civil ruling paper (Yue (0304) QS[2017] No. 5)made by Shenzhen Futian District People’s Court ruled that Hejun Company should be made compulsory liquidation. The Company will actively cooperate with the court to work on the liquidation to protect its legitimate rights and interests. XIII. Penalty and rectification □ Applicable √ Not applicable No penalty and rectification for the Company in reporting period. XIV. Integrity of the company and its controlling shareholders and actual controllers □ Applicable √ Not applicable XV. Implementation of the company’s stock incentive plan, employee stock ownership plan or other employee incentives √ Applicable □ Not applicable On 20 June 2014, the Company held the 2013 AGM which deliberated "the Company’s incentive fund implementation methods", the Company has fully implemented it during the reporting period, completed the medium and long term special incentive allocation for core talents, farthest mobilized the enthusiasm and creativity of employees, stabilized the employees, attracted the high-quality talents, and enhance the cohesive force in enterprise. 31 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 XVI. Major related transaction 1. Related transaction with routine operation concerned √ Applicable □ Not applicable Whethe Related Trading r over Clearin Content transacti Proporti Availabl Type of limit the g form Index of Pricing Related on on in e Date of Related Relation related approve approve for of related principl transacti amount similar similar disclosu party ship transacti d (in 10 d related disclos transacti e on price (in 10 transacti market re on thousan limited transacti ure on thousan ons price d Yuan) or not on d Yuan) (Y/N) Weifu Associat Accordi Notice Procure Procure Fair Precision ed Market 4,465.7 ng to Market 17 April No: ment of ment of market 0.71% 5,000 N Machiner enterpri price 2 the price 2018 2018-0 goods goods pricing y se contract 09 Associat ed enterpri se, Accordi Notice Bosch Procure Procure Fair controlli Market 6,848.5 ng to Market 17 April No: Automobi ment of ment of market 1.09% 7,000 N ng price 6 the price 2018 2018-0 le Diesel goods goods pricing subsidia contract 09 ry of Robert Bosch Joint Accordi Notice Weifu venture Procure Procure Fair Market 151,526 ng to Market 17 April No: Environm of ment of ment of market 24.01% 192,500 N price .62 the price 2018 2018-0 ent Weifu goods goods pricing contract 09 Leader Second largest Accordi Notice sharehol Procure Procure Fair Robert Market 17,984. ng to Market 17 April No: der of ment of ment of market 2.85% 14,300 Y Bosch price 12 the price 2018 2018-0 the goods goods pricing contract 09 Compan y Weifu Associat Accordi Notice Fair Precision ed Sales of Sales of Market ng to Market 17 April No: market 378.52 0.04% 300 Y Machiner enterpri goods goods price the price 2018 2018-0 pricing y se contract 09 Associat ed enterpri se、 Accordi Notice Bosch Fair Sales of Sales of Market 272,291 ng to Market 17 April No: Automobi controlli market 31.22% 300,000 N ng goods goods price .93 the price 2018 2018-0 le Diesel pricing subsidia contract 09 ry of Robert Bosch Joint Accordi Notice Weifu venture Fair Sales of Sales of Market 5,018.1 ng to Market 17 April No: Environm of market 0.58% 5,300 N goods goods price 9 the price 2018 2018-0 ent Weifu pricing contract 09 Leader Second Accordi Notice Robert largest Sales of Sales of Fair Market 72,070. ng to Market 17 April No: sharehol goods goods market 8.26% 77,220 N Bosch price 94 the price 2018 2018-0 der of pricing contract 09 the 32 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Compan y Associat ed Payable enterpri for se, Accordi Notice Bosch labour Fair controlli Market ng to Market 17 April No: Automobi Other and market 135.55 100 Y ng price the price 2018 2018-0 le Diesel technica pricing subsidia contract 09 l ry of services Robert Bosch Second largest Payable Accordi Notice sharehol for Fair Robert Market ng to Market 17 April No: der of Other technica market 348.48 550 N Bosch price the price 2018 2018-0 the l pricing contract 09 Compan services y Joint Lease Accordi Notice Weifu venture Fair fees Market ng to Market 17 April No: Environm of Other market 250.81 255 N receivab price the price 2018 2018-0 ent Weifu pricing le contract 09 Leader Associat ed enterpri se、 Purchas Accordi Notice Bosch Fair controlli Other e of Market 1,962.9 ng to Market 17 April No: Automobi market 5,000 N fixed price 9 the price 2018 2018-0 le Diesel ng pricing subsidia assets contract 09 ry of Robert Bosch Second largest Purchas Accordi sharehol Fair Robert e of Market ng to Market der of Other market 357.6 Y Bosch fixed price the price the pricing assets contract Compan y Joint Purchas Accordi Weifu venture Fair e of Market ng to Market Environm of Other market 0.99 Y fixed price the price ent Weifu pricing assets contract Leader Joint Accordi Weifu venture Sales of Fair Market ng to Market Environm of Other fixed market 18.78 Y price the price ent Weifu assets pricing contract Leader First majority Accordi sharehol Fair Industry Interest Market ng to Market der of Other market 21.44 Y Group paying price the price the pricing contract Compan y 533,681 Total -- -- -- 607,525 -- -- -- -- -- .24 Detail of sales return with major Not applicable amount involved 33 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Being deliberated and approved by AGM of 2017, total related transaction for year of 2018 predicted as 6075.25 million Yuan, actually 5336.8124 million Yuan occurred in the Period, Report the actual implementation of the related transaction classified according to types are as: 1. it estimated that purchasing the daily related transactions which goods and labor service from related party in 2018 will up to 2188 million Yuan, while were projected about their total 1808.2502 million Yuan occurred actually in the Period; 2. it estimated that sales of goods amount by types during the reporting and labor service to related party in 2018 will up to 3828.2 million Yuan, while 3497.5958 period(if applicable) million Yuan actually occurred in the period; 3. it estimated that other related transactions with related party for year of 2018 will up to 59.05 million Yuan while 30.9664 million Yuan actually occurred. Reasons for major differences between trading price and market Not applicable reference price 2. Related transactions by assets acquisition and sold □ Applicable √ Not applicable No related transactions by assets acquisition and sold for the Company in reporting period 3. Main related transactions of mutual investment outside □ Applicable √ Not applicable No main related transactions of mutual investment outside for the Company in reporting period 4. Contact of related credit and debt □ Applicable √ Not applicable The Company had no contact of related credit and debt in the reporting period. 5. Other related transactions □ Applicable √ Not applicable The company had no other significant related transactions in reporting period. XVII. Significant contract and implementations 1. Trusteeship, contract and leasing (1) Trusteeship □ Applicable √ Not applicable No trusteeship for the Company in reporting period (2) Contract □ Applicable √ Not applicable No contract for the Company in reporting period (3) Leasing □ Applicable √ Not applicable No leasing for the Company in reporting period 34 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 2. Major guarantees √ Applicable □ Not applicable (1) Guarantees In 10 thousand Yuan Particulars about the external guarantee of the Company and subsidiary (Barring the guarantee for subsidiaries) Related Guarante Announce Actual e for Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen ment guarantee related guaranteed limit happening type term ted (Y/N) disclosure limit party date (Y/N) Guarantee of the Company for subsidiaries Related Guarante Announce Actual e for Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen ment guarantee related guaranteed limit happening type term ted (Y/N) disclosure limit party date (Y/N) Ningbo Tianli 27 Oct. Joint liability Turbocharging 6,000 4,500 5 N N 2016 guaranty Technology Co., Ltd. Total amount of actual Total amount of approving occurred guarantee for guarantee for subsidiaries in report 0 4,500 subsidiaries in report period period (B1) (B2) Total balance of actual Total amount of approved guarantee for subsidiaries at guarantee for subsidiaries at the 6,000 4,500 the end of reporting period end of reporting period (B3) (B4) Guarantee of the subsidiaries for the subsidiaries Related Guarante Announce Actual e for Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen ment guarantee related guaranteed limit happening type term ted (Y/N) disclosure limit party date (Y/N) Total amount of guarantee of the Company( total of three above mentioned guarantee) Total amount of approving Total amount of actual guarantee in report period occurred guarantee in report 4,500 (A1+B1+C1) period (A2+B2+C2) Total amount of approved Total balance of actual guarantee at the end of report 6,000 guarantee at the end of 4,500 period (A3+B3+C3) report period (A4+B4+C4) The proportion of the total amount of actually guarantee in the net 0.28% assets of the Company (that is A4+ B4+C4) Including: Amount of guarantee for shareholders, actual controller and its 0 related parties(D) The debts guarantee amount provided for the guaranteed parties 0 whose assets-liability ratio exceed 70% directly or indirectly(E) Proportion of total amount of guarantee in net assets of the 0 Company exceed 50%(F) Total amount of the aforesaid three guarantees(D+E+F) 0 Explanations on possibly bearing joint and several liquidating Not applicable responsibilities for undue guarantees (if applicable) Explanations on external guarantee against regulated procedures Not applicable (if applicable) 35 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Explanation on guarantee with composite way (2)Guarantee outside against the regulation □ Applicable √ Not applicable No guarantee outside against the regulation in Period. 3. Entrust others to cash asset management (1) Trust financing √ Applicable □ Not applicable Trust financing during the period In 10 thousand Yuan Specific type Sources of funds Amount occurred Undue balance Overdue amount Financing products Free funds 334,000 238,150 0 Financial products of securities firms Free funds 13,000 10,000 0 Trust financial products Free funds 112,790 97,144.81 0 Other type Free funds 166,150 106,000 0 Total 625,940 451,294.81 0 Details of the single major amount, or high-risk trust investment with low security, poor fluidity and non-guaranteed √ Applicable □ Not applicable In 10 thousand Yuan Amou nt of Summar reserv Wheth Actual Wheth y of the Capita Antici e for er Refere Actual collect er has items l Criteri pated devalu appro Trustee Source nce gains/l ed entrust and Truste Amou Start End invest a for incom ation ved by institutio Type of annual osses gains/l financ related e type nt date date ment fixing e (if of legal n r name funds rate of in osses e plan query purpos reward applic withdr proced return period in in the index (if e able) awing ure period future applicabl (if (Y/N) e) applic able) Non-gu Financ arantee 4.05% 15,684 14,162 791,00 Owne 3 Jan. 8 Apr. ial Bank Bank d Y Y 0 d fund 2018 2019 produc Refere -5.7% .5 .93 floating Collec ts income nce Notice ted annual No.: Collec accord Non-gu rate of 2018-010 tive ing to Securi arantee 31 16 return 4.6% on 17 Securitie Owne assets the ties d 43,000 Jan. Jan. by the 730.11 306.15 Y Y April s trader d fund manag -5.5% contra trader floating 2018 2019 contra 2018 ement ct income ct plan Trust Trust Non-gu 233,89 Owne 4 Jan. 28 Collec 5.1% 7,738. 7,066. Y Y arantee 4 d fund 2018 Jan. tion 81 41 36 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 d 2019 trust -9.5% floating plan income Non-gu Fixed Other Other arantee incom 5% 122,00 Owne 4 Jan. 9 Sept. 5,521. 9,590. (Fund (Fund d e fund Y Y 0 d fund 2018 2019 -9% 57 71 etc.) etc.) floating produc income ts 1,189, 29,674 31,126 Total -- -- -- -- -- -- -- -- -- -- 894 .99 .2 Entrust financial expected to be unable to recover the principal or impairment might be occurred □ Applicable √ Not applicable (2) Entrusted loans □ Applicable √ Not applicable The company had no entrusted loans in the reporting period. 4. Other material contracts □ Applicable √ Not applicable No other material contracts for the Company in reporting period XVIII. Social responsibility 1. Performance of social responsibility As for the Social Responsibility Report 2018 of the Company, found more in the Juchao Website (www.cninfo.com.cn), the information disclosure website appointed by Shenzhen Stock Exchange 2. Precise poverty alleviation social responsibility There are no precise poverty alleviation carried out in the period and no follow plan either 3. Environmental protection The listed Company and its subsidiary whether belongs to the key sewage units released from environmental protection department No The company and its subsidiaries are not the key pollutant discharge units announced by the State Environmental Protection Department. The company attaches great importance to environmental protection management. During the production and operation process, the company strictly abides by relevant national and local environmental protection laws, regulations and rules, and timely acquires, updates and conveys relevant environmental laws, regulations and standards, and conducts the company’s internal daily environmental management based on new regulations and standards., actively fulfills corporate environmental protection obligations, and implements national energy conservation and emission reduction guidelines and policies. XIX. Explanation on other significant events □Applicable √ Not applicable There are no explanation on other significant events in the period 37 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 XX. Significant event of subsidiary of the Company √ Applicable □ Not applicable 1. Proposed application for listing in the national middle and small enterprises stock transfer system by the controlling subsidiary Weifu Tianli On 25 October 2016, the 9th session of the 8th BOD consider and approve the proposal relating to proposed application for listing in the national middle and small enterprises stock transfer system by the controlling subsidiary Weifu Tianli Pressure Technology Co., Ltd; on 30 December 2016, Weifu Tianli was served with the notice of acceptance from the National Equities Exchange and Quotations Company Limited (GP2016120120). The relevant announcements (No.: 2016-020, 2016-023 and 2017-001) were published on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Information Website (http://www.cninfo.com.cn).Other state-owned shareholders of Weifu Tianli are unable to obtain the approval of state-owned assets, so the matter is stagnant at present. Shareholders meeting of the Weifu Tianli decided to cancel the listing application of the National Equities Exchange and Quotations 38 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section VI. Changes in Shares and Particulars about Shareholders I. Changes in Share Capital 1. Changes in Share Capital In Share Before the Change Increase/Decrease in the Change (+, -) After the Change New Capitalization Proportio Bonus Amount shares of public Others Subtotal Amount Proportion n shares issued reserve I. Restricted shares 78,577 0.01% 1,502 1,502 80,079 0.01% 3. Other domestic shares 78,577 0.01% 1,502 1,502 80,079 0.01% Domestic natural 78,577 0.01% 1,502 1,502 80,079 0.01% person’s shares II. Unrestricted shares 1,008,871,993 99.99% -1,502 -1,502 1,008,870,491 99.99% 1. RMB Ordinary shares 836,491,993 82.90% -1,502 -1,502 836,490,491 82.90% 2. Domestically listed 172,380,000 17.09% 172,380,000 17.09% foreign shares III. Total shares 1,008,950,570 100.00% 1,008,950,570 100.00% Reasons for share changed □ Applicable √ Not applicable Approval of share changed □ Applicable √ Not applicable Ownership transfer of share changed □ Applicable √ Not applicable Progress of shares buy-back □ Applicable √ Not applicable Implementation progress of reducing holdings of shares buy-back by centralized bidding □ Applicable √ Not applicable Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common shareholders of Company in latest year and period □ Applicable √ Not applicable Other information necessary to disclose or need to disclosed under requirement from security regulators □ Applicable √ Not applicable 2. Changes of restricted shares √ Applicable □Not applicable 39 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 In Share Shares with Shares Shares Shares restriction Date release for Shareholder restricted at released in the restricted at Restriction cause increased in the trading period-begin period period-end period Lock-up shares for senior executive (elected as supervisor Not applicable Dai Lizhong 1,500 1,500 in general election of supervisory committee) Total 0 0 1,500 1,500 -- -- II. Securities issuance and listing 1. Security offering (without preferred stock) in Reporting Period □ Applicable √ Not applicable 2. Changes of total shares and shareholders structure as well as explanation on changes of assets and liability structure □ Applicable √ Not applicable 3. Current internal staff shares □ Applicable √ Not applicable III. Particulars about shareholder and actual controller of the Company 1. Amount of shareholders of the Company and particulars about shares holding In Share Total preference Total common Total common stock Total preference shareholders with voting stock shareholders at end of shareholders with voting rights recovered at end shareholders in 60,946 last month before 54,791 rights recovered at end 0 of last month before 0 reporting annual report of reporting period (if annual report disclosed period-end disclosed applicable) (see note 8) (if applicable) (see note 8) Particulars about shares held above 5% by shareholders or top ten shareholders Total Amount of Number of share Proportio Amount of shareholders at Changes in un-restrict pledged/frozen Full name of Nature of n of restricted Shareholders shareholder shares the end of report report period ed shares State of held shares held Amount period held share Wuxi Industry State-owned Development Group 20.22% 204,059,398 0 corporate Co., Ltd. ROBERT BOSCH Foreign 14.16% 142,841,400 0 40 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 GMBH corporate Hong Kong Securities Foreign 4.01% 40,482,044 20,983,702 Clearing Company corporate Bank of Communication – HSBC Jixin Double Other 2.64% 26,612,573 26,612,573 Core Strategy Mixed Securities Investment Fund BBH BOS S/A Foreign FIDELITY FD - 1.78% 18,002,797 3,243,303 corporate CHINA FOCUS FD Central Huijin Assets State-owned 1.27% 12,811,200 0 Management Co., Ltd. corporate Zhonghai Trust Co., Ltd. - Jinhai No.9 Other 0.79% 7,931,752 7,931,752 Securities Investment Collective Fund Trust Agricultural Bank of Other 0.62% 6,211,068 4,090,419 China - CS 500 ETF FIDELITY INVMT Foreign TRT FIDELITY INTL 0.57% 5,791,618 1,378,786 corporate SMALL CAP FUND Basic pension fund-- Other 0.50% 5,028,007 5,028,007 1207 portfolio Strategy investor or general legal person becoming the top 10 Not applicable shareholders by placing new shares (if applicable) (see note 3) Among the top ten shareholders, there has no associated relationship between Wuxi Industry Development Croup Co., Ltd. and other shareholders, the first largest shareholder Explanation on associated relationship of the Company; and they do not belong to the persons acting in concert regulated by the among the aforesaid shareholders Management Measure of Information Disclosure on Change of Shareholding for Listed Company. Particular about top ten shareholders with un-restrict shares held Amount of un-restrict Type of shares Shareholders’ name shares held at Type Amount Period-end Wuxi Industry Development Group Co., Ltd. 204,059,398 RMB common shares 204,059,398 ROBERT BOSCH GMBH 142,841,400 RMB common shares 115,260,600 41 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Domestically listed 27,580,800 foreign shares Hong Kong Securities Clearing Company 40,482,044 RMB common shares 40,482,044 Bank of Communication – HSBC Jixin Double Core Strategy 26,612,573 RMB common shares 26,612,573 Mixed Securities Investment Fund Domestically listed BBH BOS S/A FIDELITY FD - CHINA FOCUS FD 18,002,797 18,002,797 foreign shares Central Huijin Assets Management Co., Ltd. 12,811,200 RMB common shares 12,811,200 Zhonghai Trust Co., Ltd. - Jinhai No.9 Securities Investment 7,931,752 RMB common shares 7,931,752 Collective Fund Trust Agricultural Bank of China - CS 500 ETF 6,211,068 RMB common shares 6,211,068 FIDELITY INVMT TRT FIDELITY INTL SMALL CAP Domestically listed 5,791,618 5,791,618 FUND foreign shares Basic pension fund-- 1207 portfolio 5,028,007 RMB common shares 5,028,007 Among the top ten shareholders, there has no associated relationship between Wuxi Industry Development Croup Co., Ltd. and other Expiation on associated relationship or consistent actors shareholders, the first largest shareholder of the Company; and they within the top 10 un-restrict shareholders and between top 10 do not belong to the persons acting in concert regulated by the un-restrict shareholders and top 10 shareholders Management Measure of Information Disclosure on Change of Shareholding for Listed Company. Explanation on top 10 shareholders involving margin Not applicable business (if applicable) (see note 4) Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period □ Yes √ No The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no buy-back agreement dealing in reporting period. 2. Controlling shareholder of the Company Nature of controlling shareholders: local state-owned holding Type of controlling shareholders: legal person Controlling Legal person/person Date of Organization code Main operation business shareholders in charge of the unit foundation Authorizing the state-owned assets operation within a certain areas, investment management Wuxi Industry 5 October of significant project, investment and Development Group Jiang Guoxiong 913202001360026543 1995 development of manufacturing and services Co., Ltd. and venture capital in high-tech achievement, entrust enterprise and management etc. Equity of other domestic/oversea First majority shareholder of the Company—Industry Group is the controlling shareholder of Wuxi Taiji listed company Industry Corporation Limited (stock code: 600667) control by controlling 42 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 shareholder as well as stock-joint in report period Changes of controlling shareholders in reporting period □ Applicable √ Not applicable The Company had no changes of controlling shareholders in reporting period 3. Actual controller and person acting in concert of the Company Nature of actual controller: local state-owned assets management Type of actual controller: legal person Legal person/person Date of Organization Actual controlling shareholders Main operation business in charge of the unit foundation code State-owned Assets Supervision & State-owned Assets Administration Commission of Wuxi ~ ~ Administration Municipality of Jiangsu Province Equity of domestic/oversea listed company control by actual controller in Not applicable report period Changes of actual controller in reporting period □ Applicable √ Not applicable No changes of actual controllers for the Company in reporting period. Property right and controlling relationship between the actual controller and the Company is as follow: Property right and controlling relationship between the actual controller and the Company is as follow: State-owned Assets Supervision & Administration Commission of Wuxi Municipality of Jiangsu Province 100% Wuxi Industry Development Croup Co., Ltd. 20.22% Weifu High-Technology Group Co., Ltd. Actual controller controlling the Company by entrust or other assets management □ Applicable √ Not applicable 43 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 4. Particulars about other legal person shareholders with over 10% shares held √Applicable □Not applicable Corporate Legal rep./person Dated Register Main business or management activity shareholders in charge of unit founded capital Development, manufacture and sales of automotive equipment and engine equipment; engaged in electro-technical, electronic 15 1200 technology, machinery manufacturing and optical system as well ROBERT Heiko Carrie, November million as produce iron, metal and plastic products and similar commodity. BOSCH GMBH Bettina Holzwarth 1886 euros The company engaged in varies trading business concerned with its business scope and established relevant company concerned with its business scope. 5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers, restructuring side and other commitment subjects □ Applicable √ Not applicable 44 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section VII. Preferred Stock □ Applicable √ Not applicable The Company had no preferred stock in the Period. 45 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section VIII. Particulars about Directors, Supervisors, Senior Executives and Employees I. Changes of shares held by directors, supervisors and senior executives Amount Amount Shares Shares of shares of shares held at Other held at Working Sex Start dated of End date of increased decreased Title (M/F Age period-be changes period-en Name status office term office term in this in this ) gin (share) d period period (Share) (Share) (Share) (Share) Chen Currently Chairman M 51 7 March 2012 26 June 2021 34,753 34,753 Xuejun in office Rudolf Vice Currently M 61 7 March 2012 26 June 2021 Maier Chairman in office Vice Wang Currently Chairman, M 52 7 March 2012 26 June 2021 20,781 20,781 Xiaodong in office GM Director,D eputy General Ou Currently Manager M 52 7 March 2012 26 June 2021 10,000 10,000 Jianbin in office and financing Charger Zhang Currently Director M 55 28 May 2015 26 June 2021 Xiaogeng in office Chen Currently Director M 57 7 March 2012 26 June 2021 Yudong in office Hua Currently Director F 54 7 March 2012 26 June 2021 Wanrong in office Independe Currently Yu Xiaoli F 55 27 June 2018 26 June 2021 nt Director in office Lou Independe Currently M 55 28 May 2015 26 June 2021 Diming nt Director in office Jin Independe Currently M 68 28 May 2015 26 June 2021 Zhangluo nt Director in office 46 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Xu Independe Currently M 55 28 May 2015 26 June 2021 Xiaofang nt Director in office Chairman of the Shi Currently Supervisor M 56 7 March 2012 26 June 2021 12,673 12,673 Xingyuan in office y Committee Ma Currently Supervisor M 44 27 June 2018 26 June 2021 Yuzhou in office Dai Currently Supervisor M 43 27 June 2018 26 June 2021 2,000 2,000 Lizhong in office Miao Deputy Currently M 55 16 April 2003 26 June 2021 10,000 10,000 Yuming GM in office Xu Deputy Currently M 47 7 March 2012 26 June 2021 13,000 13,000 Yunfeng GM in office Secretary Zhou Currently of the M 55 9 June 2005 26 June 2021 3,565 3,565 Weixing in office Board Independe Office Xing Min M 64 7 March 2012 26 June 2018 nt Director leaving Zhang Office Supervisor M 54 28 May 2015 26 June 2018 500 -500 Zhenting leaving Office Liu Jinjun Supervisor M 43 7 March 2012 26 June 2018 leaving Total -- -- -- -- -- -- 105,272 2,000 -500 106,772 II. Changes of directors, supervisors and senior executives √Applicable □Not applicable Name Position Type Date Cause Independent Office leaving for office term Xing Min 26 June 2018 General election of the BOD Director expires Office leaving for office term Zhang Zhenting Supervisor 26 June 2018 General election of the Supervisory Committee expires Office leaving for office term Liu Jinjun Supervisor 26 June 2018 General election of the Supervisory Committee expires 47 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 III. Post-holding Professional background, major working experience and present main responsibilities in Company of directors, supervisors and senior executive Mr. Chen Xuejun, was born in May 1967, communist party members, a university background and a senior economist. He has served as Director and Party branch secretary of the Company mining and supply department, Director of Party Committee Office. He has served as chairman of supervisory committee of the Company, deputy chairman and General Manager of the Company. He currently serves as Chairman of the Company, party secretary of the Company and director of the majority shareholder of the Company – Industry Group. Mr. Rudolf Maier, was born in October 1957, a German citizenship with a doctor degree. He previously was GM of Bosch Automobile Diesel System Co., Ltd., executive deputy president of diesel system division and chairman of commercial vehicle dept. in Robert Bosch Group; now he serves as Vice Chairman of the Company and Chairman of Bosch Automobile Diesel System Co., Ltd. Mr. Wang Xiaodong, was born in November 1966, communist party members, a university graduate, MBA and senior engineer. He previously served as Division Chief of Products Development Department of the Company, Deputy GM of Bosch Automobile Diesel and supervisor of the Company. Currently serves as vice chairman and GM of the Company. Mr. Ou Jianbin, born in June 1966, communist party members, a senior college graduated and an accountant. Previously served as Assistant Minister and Deputy Minister of Financial Department of Weifu Company, Director and deputy GM of subsidiary Weifu Jinning, Deputy GM and GM of subsidiary Weifu Leader and supervisor of the Company. Currently he serves as director and standing deputy GM as well as chief of the financial of the Company. Mr. Zhang Xiaogeng, born in March 1963, college degree, senior economist. He previously served as clerk of the production system office at commission for restructuring of Wuxi City, deputy director of enterprise reform department of Wuxi City, director of comprehensive institution department of Wuxi City, director of development and planning department (policy and regulation division) of SASAC of Wuxi City and deputy GM of Wuxi Industry Asset Management Co., Ltd; now he serves sa the deputy President of Industry Group, the first majority shareholder of the Company and Director of the Company. currently serves as director of the Company, deputy president of majority shareholder – Industry Group; and Mr. Chen Yudong, was born in September 1961, an America citizenship and a Doctor. He previously served as senior vice president of the gasoline system division of Robert Bosch Group, executive vice president of Bosch (China) Investment Ltd. Now he serves as President of Bosch (China) Investment Ltd. and director of the Company. 48 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Ms. Hua Wanrong, born in September 1964, communist party members, graduated from college, a senior accountant. She previously she served as deputy director of administrative resources division of State-owned Assets Supervision and Administration Bureau of Wuxi City, director of tax policy and regulations division and director of state-owned assets division of Wuxi Municipal Bureau of Finance, director of property management department and director of development and planning department of State-owned Assets Supervision and Administration Commission of Wuxi City, director of investment banking department of major shareholder – Industry Group. Currently she serves as GM of the investment banking dept. in Industry Group, majority shareholder of the Company and Director of Taiji Industry as well as the Company Ms. Yu Xiaoli, born in January 1963, a member of the Communist Party of China, Ph.D., a professor of Zhejiang University, served as an independent director of the sixth and seventh board of directors of the Company and the dean of the engineering branch of Zhejiang University City College. She is currently a professor at Zhejiang University, the chairman of the Society of Automotive Engineers of Zhejiang, an executive director of Jinhua Bozhong Automobile Technology Co., Ltd., the chairman of Zhejiang Bozhong Automobile Technology Co., Ltd., a director of Shaoxing Taige Electromechanical Tech. Co., an independent director of Zhejiang Asia-Pacific Mechanical & Electronic Co., Ltd., an independent director of Hangzhou XZB Tech Co., Ltd., an independent director of Zhejiang Fenglong Electric Co., Ltd., an independent director of Hangzhou EVTECH Co., Ltd, and an independent director of the Company. Mr. Lou Diming, born in July 1963, a member of the Communist Party of China, has a Ph.D., and is a professor. He used to be the deputy director and the secretary of the party branch of the Department of Mechanical Engineering of Shanghai Railway Institute, the deputy secretary of the party committee of the School of Mechanical Engineering of Tongji University and the party secretary of the Department of Locomotive and Vehicle Engineering of Tongji University, and the executive vice president of the Institute of Rail Transit, and the secretary of the second joint committee of Tongji University, etc. He is currently a professor of Tongji University, a doctoral tutor, director of the Automotive Engine Design Institute of the School of Automotive Studies, vice chairman of the Shanghai Internal Combustion Engines Society, director of the China Society for Internal Combustion Engines, vice chairman of the small and medium power diesel engine branch and the oils and clean fuels branch and the post-processing technology branch, a member of the Expert Committee of the National Technical Committee 177 on Internal Combustion Engine of Standardization Administration of China, a member of the Expert Committee of the China Internal Combustion Engine Industry Association, an independent director of Shanghai Diesel Engine Co., Ltd., an independent director of Jiangsu Liance Electromechanical Technology Co., Ltd., a senior consultant of Kunming Yunnei Power Co., Ltd., and an independent director of the Company. Mr. Jin Zhangluo, born in August 1950, a member of the Communist Party of China, holds a college degree, and is a certified public accountant and senior accountant. He used to be the financial controller of Jintan Diesel Engine Factory in Jiangsu Province, deputy section chief, section chief and chief accountant of finance section of Wuxi 49 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Power Machine Factory, and department manager, deputy director and executive deputy director of Jiangsu Gongzheng Certified Public Accountants. He currently serves as an independent director of Suzhou Taihu Electric New Materials Co., Ltd., an independent director of Jiangsu Pengyao Environmental Protection Technology Co., Ltd., and an independent director of the Company. Mr. Xu Xiaofang, born in March 1963, communist party members, graduate, a lawyer. He previously he served as part-time lawyer in Beihai Economic Law Firm, staff in China Chamber of International Commerce Beihai Branch, part-time lawyer of Guangdong Yuanjian Law Firm, and staff of legal affairs in CEIEC and lawyer of Guangdong Bohe Law Firm. Now he serves as lawyer in Kunlun (Shenzhen) Law Firm, arbitrator of the Shenzhen Arbitration Commission, independent director of Shenzhen Kaizhong Precision Technology Co., Ltd and the Company. Mr. Shi Xingyuan, was born in May 1962, communist party members, a postgraduate, Master of Commerce and Industry, senior engineer. He previously he served as GM and Director of the Company; now he serves as Chairman of the Supervisory Committee as well as the deputy Party Secretary and Chairman of the Labor Union of the Company Mr. Ma Yuzhou, was born in September 1974, communist party members, owns Master’s degree and a engineer. He previously served as Deputy GM of Weifu Tianli, Deputy GM and GM of the mechanical system division of the Company; now he serves as Supervisor of the Company and director of the Organizational personnel department of the Company. Mr. Dai Lizhong, was born in July 1975, communist party members, owns Master’s degree and a engineer. He previously served as Deputy GM and GM of the Weifu Diesel; now he serves as Supervisor of the Company and standing deputy GM of the mechanical system division of the Company Mr. Miao Yuming, born in April 1963, communist party members, a university background, MBA and senior engineer. He previously served as director of sales department and assistant GM in the Company. Currently he serves as deputy GM of the Company, deputy GM of Bosch Automobile Diesel; Mr. Xu Yunfeng, born in November 1971, communist party members, graduate from University, a Master and engineer. He previously served as assistant GM and GM Weifu Automobile Diesel. Currently serves as deputy GM of the Company. Mr. Zhou Weixing, born in January 1963, communist party members, graduate from University, a senior engineer. He previously served as representative of security affairs and director of security office of the Company; now he serves as secretary of the Board of the Company. Post-holding in shareholder’s unit √ Applicable □ Not applicable 50 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Received remuneration Position in End date Start dated of Name Name of shareholder’s unit of office from shareholder’s unit shareholder’s unit n office term term (Y/N) Rudolf Maier Bosch Automobile Diesel System Co., Ltd. Chairman Y Chen Yudong Bosch (China) Investment Ltd. President 1 Jan. 2011 Y Zhang Wuxi Industry Development Group Co., Ltd. Vice president 1 Apr. 2008 Y Xiaogeng GM of the investment Hua Wanrong Wuxi Industry Development Group Co., Ltd. 1 Oct. 2018 Y banking department Miao Yuming Bosch Automobile Diesel System Co., Ltd. Deputy GM 1 Mar. 2012 Y Post-holding in other unit √ Applicable □ Not applicable Received End remunera Start dated of office date of Name Name of other units Position in other unit n tion from term office term other unit (Y/N) Yu Xiaoli Zhejiang University Teacher and professor 1 August 1985 Yu Xiaoli Society of Automotive Engineers of Zhejiang Director-general 1 June 2015 Yu Xiaoli Zhejiang Bozhong Auto Technology Co., Ltd Chairman 1 April 2008 Yu Xiaoli Shaoxing Taige Electromechanical Tech. Co., Ltd Director 1 April 2004 Zhejiang Asia-Pacific Mechanical & Electronic Co., Yu Xiaoli Independent Director 1 April 2013 Ltd Yu Xiaoli Hangzhou XZB Tech. Co., Ltd Independent Director 1 December 2013 Yu Xiaoli Zhejiang Fenglong Electric Co., Ltd Independent Director 1 April 2016 Yu Xiaoli Hangzhou EVTECH Co., Ltd Independent Director 1 June 2016 Professor, doctoral Lou Diming Tongji University 15 April 2000 supervisor Lou Diming Shanghai Diesel Engine Co., Ltd Independent Director 20 May 2015 Jiangsu Liance Electromechanical Technology Co., Lou Diming Independent Director 1 June 2017 Ltd Lou Diming Kunming Yunnei Power Co., Ltd Senior consultant 1 August 2018 Jin Zhangluo Suzhou Taihu Electric Advanced Material Co., Ltd Independent Director 4 February 2016 Jiangsu Pengyao Environmental Protection Tech. Jin Zhangluo Independent Director 1 February 2014 Co., Ltd 51 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Xu Xiaofang Kunlun (Shenzhen) Law Firm Lawyer 1 September 2004 Xu Xiaofang Shenzhen Kaizhong Precision Technology Co., Ltd Independent Director 1 June 2018 Explanation on The aforesaid are the independent directors of the Company post-holding in other unit Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors, supervisors and senior management during the reporting period □ Applicable √ Not applicable IV. Remuneration for directors, supervisors and senior executives Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives 1. Decision-making procedure: the remuneration and review committee of the Board shall make proposals according to completion status of the major annual targets, the implementation of which is subject to submission to and approval by the Board; 2. Determination reference: remuneration of directors, supervisors and senior management who receive remuneration from the Company is determined based on the annual operating results assessment measures of senior management and remuneration management rules of senior management as approved at the general meetings. Salary for independent directors of the Company is determined by general meeting which is set at RMB 25,000 per quarter (after tax), and the traveling expense occurred by them arising from attending the Company’s board meeting, general meetings and relevant activities will be reimbursed according to the actual conditions. 3. Actual payment: remuneration of directors, supervisors and senior management who receive remuneration from the Company comprises of basic annual pay and performance related annual salary. The basic annual pay shall be determined based on specific positions and paid monthly, while the performance related salary is determined and paid based on satisfaction of the various performance indicators since it is directly linked with the economic benefits of the Company. Remuneration of independent directors will be paid on a quarterly basis. Remuneration for directors, supervisors and senior executives in reporting period In 10 thousand Yuan Total Whether remuneration remuneration Name Title Sex Age Post-holding status obtained from the obtained from Company (before related party of taxes) the Company Chen Xuejun Chairman M 51 Currently in office 95 N Rudolf Maier Vice Chairman M 61 Currently in office Y Wang Xiaodong Vice Chairman、GM M 52 Currently in office 86 N Director, Deputy General Manager Ou Jianbin M 52 Currently in office 72 N and financing Charger 52 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Zhang Xiaogeng Director M 55 Currently in office Y Chen Yudong Director M 57 Currently in office Y Hua Wanrong Director F 54 Currently in office Y Yu Xiaoli Independent Director F 55 Currently in office 6 N Lou Diming Independent Director M 55 Currently in office 12 N Jin Zhangluo Independent Director M 68 Currently in office 12 N Xu Xiaofang Independent Director M 55 Currently in office 12 N Chairman of the Supervisory Shi Xingyuan M 56 Currently in office 72 N Committee Ma Yuzhou Supervisor M 44 Currently in office 19 N Dai Lizhong Supervisor M 43 Currently in office 19 N Miao Yuming Deputy GM M 55 Currently in office Y Xu Yunfeng Deputy GM M 47 Currently in office 72 N Zhou Weixing Secretary of the Board M 55 Currently in office 41 N Xing Min Independent Director M 64 Office leaving 6 N Zhang Zhenting Supervisor M 54 Office leaving 23 N Liu Jinjun Supervisor M 43 Office leaving 19 N Total -- -- -- -- 566 -- Delegated equity incentive for directors, supervisors and senior executives in reporting period □ Applicable √ Not applicable V. Particulars of workforce 1. Number of Employees, Professional composition, Education background Employee in-post of the parent Company (people) 2,509 Employee in-post of main Subsidiaries (people) 3,013 The total number of current employees (people) 5,522 The total number of current employees to receive pay (people) 5,522 Retired employee’ s expenses borne by the parent Company and main Subsidiaries (people) 0 Professional composition Numbers of professional Category of professional composition composition (people) Production personnel 3,386 Sales personnel 230 Technical personnel 1,236 Financial personnel 91 53 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Administrative personnel 579 Total 5,522 Education background Category of education background Numbers (people) Master degree and above 244 Undergraduate 1,317 Junior college 1,202 Other 2,759 Total 5,522 2. Remuneration Policy In 2018, the company further improved the performance management and compensation management system, differentiated the competency evaluation of “people” and the performance evaluation of “things”, established a two-dimensional evaluation system of performance and capability, realized the interaction between organizational performance and employee performance, and optimize the merit pay proportion by taking “one level is responsible for one level” as the standard. Based on the principles of “remuneration market orientation and landscape orientation balance” and combined with external research and internal post analysis, optimized salary strategy and salary model, formed certain market competitiveness, stabilized the core employees of the company’s core positions; gave full play to the role of incentive funds, clarified the objective of struggle, strengthened the incentive effect, and promoted the spirit of “climbing higher than the challenge, challenging the high difficulties” in the employees, which played an incentive role for the realization of the company’s annual goals; explored new welfare mechanisms and piloted the establishment of flexible welfare platform for company employees. The Company arranged social insurance for all of its employees, and continued to make available the complementary annuity and medical and accident commercial insurances, effectively improve the level of employee motivation and managing to activate employees’ enthusiasm and innovation, retain employees, attract high quality elites and strengthen corporate cohesiveness. 3. Training programs In 2018, the Company further increased training to improve the professionalism and expertise of employees. Throughout the year, it held in aggregate 118 internal training with 167 in-house trainers. Besides, it conducted an overall dynamic management against its training courses and trainers in order to achieve constant improvement of internal training quality. A total of about 10,300 people have received relevant training from the Company, among which, internal training accounted for 91%. The major training subjects included development plan for potential elites, establishment and implementation of training plan for core elites. Together with the assessment on effectiveness of training, the Company managed to strengthen training management on application and sharing plans. In addition, the company also tried to design and implemented the “SPACE” model of talent professional skill development and training, solidified the talent development training mode, strengthened the landing of 54 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 application, and embodied the training concept of “results oriented, training and fighting combined, interesting and effective” through the course study, rotation practice, application action, self challenge, evaluation improvement. 4. Labor outsourcing □ Applicable √ Not applicable 55 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section IX. Corporate Governance I. Corporate governance of the Company During the reporting period, the Company earnestly implemented the Basic Internal Control Standards for Enterprise and its guidance in strict accordance to the requirements of the Company Law, Securities Law, Listing Rules of Shenzhen Stock Exchange as well as Guidance on Standard Operation of Listed Company on Main Board, continued to improve and enhance legal person governance structure and internal control system, thus to standardize its operation. The actual status of corporate governance in accordance with the requirements of China Securities Regulatory Commission regulatory documents related to listing Corporation. The company has established a series of document systems for standardized management including the Rules of Procedure of three committees, Working Rules, internal control system, Evaluation Management System of Internal Control, Information Disclosure Management Approach, Financial Decision-making System of Significant Investment, Related Party Transaction System and Inside Information and Insider Management System. According to the Company Law, Articles of Association and relevant laws and regulations, the company established a relatively complete organizational control architecture system. The company’s board of directors executes the resolution of general meeting of stockholders, takes charge of the company’s great decisions, and take responsible for the general meeting of stockholders; the company sets up the general manager according to law to preside over the company’s daily production and operation and management, organize and implement the resolutions of the board of directors, and take responsible for the board of directors; the company’s board of supervisors is the company’s supervisory body, takes responsible for behaviors of the directors and senior management and the supervise the company’s financial affairs. The board of directors has four special committees including the strategy committee, remuneration and appraisal committee, audit committee, and nominations committee. The company’s general meeting of stockholders, board of directors, board of supervisors, and management layer have clear rights and obligations, perform their own duties, effectively check and balance, scientifically make decisions, coordinate operations, and lay a solid foundation for the company’s sustainable, stable and healthy development. The company’s independent directors perform their duties and faithfully and conscientiously fulfill their obligations in strict accordance with relevant regulations of Articles of Association and the Independent Director System, and actively attend the board meetings and shareholders' meetings, understand and obtain relevant information before meetings; carefully consider each motion, and actively participate in the discussions and make recommendations. Seriously make independent opinions, and effectively protect the interests of the company and shareholders, especially the minority shareholders. Independent directors have no objections on relevant matters of the company. 56 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 The company further implements the Basic Norms of Enterprise Internal Control and its guidelines, constructs the internal control system in the company headquarters and major subsidiaries, enhance the company's management and control level, optimize the work flow, improve the internal control system, identify and control the operational risks. Please see the detailed contents of 2018 Annual Internal Control Evaluation Report on www.cninfo.com.cn which is the information disclosure website designated by Shenzhen Stock Exchange. Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for listed company from CSRC? □ Yes √ No There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance for listed company from CSRC. II. Independence of the Company relative to controlling shareholders’ in aspect of businesses, personnel, assets, organization and finance 1. Business: the company has a complete independent research and development, procurement, production and sales systems, the main business does not have horizontal competition with the controlling shareholders. The business is absolutely separated. 2. Personnel: the company has mutual independence with its controlling shareholders in labor, personnel and salary management; there is no mixed operation and management with the controlling shareholders. The company’s general manager, vice general manager, financial administrator, secretary of the board, and senior executives don’t hold any position in the shareholders’ units. 3. Assets: the company's assets are independent and complete, the property relations with the controlling shareholders are clear. 4. Organization: the company has established organization completely independent from its controlling shareholders, the duty and authority of the company’s stockholders' meeting, board of directors, board of supervisors and management level are clearly defined, the internal management system can operate independently. 5. Finance: the company has set up an independent financial department, established the independent financial accounting system and financial management system, opened the independent bank account, and paid taxes separately according to law. III. Horizontal competition □ Applicable √ Not applicable 57 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 IV. In the report period, the Company held annual shareholders’ general meeting and extraordinary shareholders’ general meeting 1. Annual Shareholders’ General Meeting in the report period Ratio of investor Date of Session of meeting Type Date Index of disclosure participation disclosure Annual General (Notice No.: 2018-021) published on AGM 42.04% 27 June 2018 28 June 2018 Meeting of 2017 Juchao Website(www.cninfo.com.cn) 2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore □ Applicable √ Not applicable V. Responsibility performance of independent directors 1. The attending of independent directors to Board meetings and general meeting The attending of independent directors to Board Meeting and general meeting Absent the Times of Board Times of Times of Times of Times of Times of Board Meeting Independent meeting supposed Board attending Board Board meeting attending Board meeting for the second Director to attend in the meeting meeting by entrusted shareholding Absence time in a row report period Presence communication presence meeting (Y/N) Yu Xiaoli 3 1 2 0 0 N 1 Lou Diming 7 2 4 1 0 N 1 Jin Zhangluo 7 3 4 0 0 N 1 Xu Xiaofang 7 3 4 0 0 N 1 Explanation of absent the Board Meeting for the second time in a row Not applicable 2. Objection for relevant events from independent directors Independent directors come up with objection about Company’s relevant matters □ Yes √ No Independent directors has no objections for relevant events in reporting period 3. Other explanation about responsibility performance of independent directors The opinions from independent directors have been adopted √ Yes □ No 58 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Explanation on advice that accepted/not accepted from independent directors During the reporting period, the company’s independent directors have paid close attention to the company’s operations, independently performed their duties, made special opinions on the company’s system improvement and daily operating decisions in strict accordance with relevant laws and regulations and the provisions of Articles of Association, made independent and just opinions on the matters that need the independent directors’ opinions during the reporting period, and played the due role in improving the corporate governance mechanism, maintaining the legitimate rights and interests of the company and all shareholders. VI. Duty performance of the special committees under the board during the reporting period 1. Two meetings of Audit committee of the Board, deliberated and approved followed: Financial Result Report of 2017, Annual Report of 2017 and its Summary, Conclusion Report of auditing for year of 2017, Engagement of audit institute for financial report of 2018, Engagement of audit institute for internal control of the Company of 2018 and Semi-Annual Report of 2018 and its Summary etc.; 2. One meeting of remuneration and appraisal committee of the Board, deliberate and approved the Remuneration evaluation and payment for senior executive of 2017; 3. One meeting of strategy committee of the Board, deliberate and approved the Operation target for year of 2018. 4. Two meetings of nomination committee of the Company, deliberate the director nominee of 9th BOD without objection; and examined the qualification of senior managers and the related situation without objection. VII. Works from Supervisory Committee The Company has risks in reporting period that found in supervisory activity from supervisory committee □ Yes √ No Supervisory committee has no objection about supervision events in reporting period VIII. Examination and incentives of senior management Assessment and incentive of senior management of the Company is conducted pursuant to the Company Law, Articles of Association, and the Annual Operating Results Assessment Measures of Senior Management and Remuneration Management Rules of Senior Management as approved at the general meetings. Assessment of operating results of senior management comprises of annual operating results assessment and term-of-service operating results assessment. Assessment on results and procedure was combined, and assessment results were linked to incentives and punishment. With respect to annual operating results review, the remuneration and review committee of the Board made comprehensive assessment on satisfaction of the annual operating targets and determined the annual remuneration, incentives or punishment for senior management based on their review results (which was implemented according to remuneration management rules of senior management), based on the major annual operating targets set by the Board under required procedures and methods through establishment of scientific performance indicators and assessment system and combination of scoring in terms of quantity and 59 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 review comments. During the reporting period, the Company made appropriate assessment on its senior management under the performance indicator and assessment system, the results of which had been reflected in the annual performance related remuneration. Currently, the Company has not exercised any share option scheme. IX. Internal Control 1. Details of major defects in IC appraisal report that found in reporting period □Yes √ No 2. Appraisal Report of Internal Control Disclosure date of full internal control 23 April 2019 evaluation report Disclosure index of full internal control Self-evaluation report of internal control for 2018, more details found in Juchao evaluation report website (www.cninfo.com.cn) appointed by Shenzhen Stock Exchange The ratio of the total assets of units included in the scope of evaluation accounting for the total assets on the 100.00% company's consolidated financial statements The ratio of the operating income of units included in the scope of evaluation accounting for the operating income on the 100.00% company's consolidated financial statements Defects Evaluation Standards Category Financial Reports Non-financial Reports See details in (II) Basis for evaluation of See details in (II) Basis for evaluation of internal controls and defect identification internal controls and defect identification standards of internal controls of III standards of internal controls of III Qualitative criteria Evaluation of Internal Controls in 2018 Evaluation of Internal Controls in 2018 Annual Internal Control Self-Evaluation Annual Internal Control Self-Evaluation Report disclosed on www.cninfo.com.cn on Report disclosed on www.cninfo.com.cn April 23, 2019. on April 23, 2019 See details in (II) Basis for evaluation of See details in (II) Basis for evaluation of internal controls and defect identification internal controls and defect identification standards of internal controls of III standards of internal controls of III Quantitative standard Evaluation of Internal Controls in Evaluation of Internal Controls in 2018 2018Annual Internal Control Annual Internal Control Self-Evaluation Self-Evaluation Report disclosed on Report disclosed on www.cninfo.com.cn www.cninfo.com.cn on April 23, 2019. on April 23, 2019 60 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Amount of significant defects in financial 0 reports Amount of significant defects in 0 non-financial reports Amount of important defects in financial 0 reports Amount of important defects in 0 non-financial reports X. Auditing report of internal control √Applicable □ Not applicable Deliberations in Internal Control Audit Report Audit institute considers that: according to relevant regulations and Basic Rules of Internal Control for Enterprises, Weifu High-Technology Co., Ltd. in all major aspects, keeps an efficiency of internal control of financial report dated 31 December 2018 Disclosure details of audit report of internal Disclosed control Disclosure date of audit report of internal 23 April 2019 control (full-text) Index of audit report of internal control Audit report of internal control for year of 2018, more details found in Juchao (full-text) website (www.cninfo.com.cn) appointed by Shenzhen Stock Exchange Opinion type of auditing report of IC Standard unqualified Whether the non-financial report had major No defects Carried out modified opinion for internal control audit report from CPA □Yes √ No The internal control audit report, issued by CPA, has concerted opinion with self-evaluation report, issued from the Board √ Yes □ No 61 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section X. Corporate Bond Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and without due on the date when annual report approved for released or fail to cash in full on due No 62 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section XI. Financial Report I. Audit report Type of audit opinion Standard unqualified opinion Signing date of audit report 19 April 2019 Name of audit institute Jiangsu Gongzheng Tianye Certified Public Accountants (Special General Partnership) Document number of audit report SGW[2019]No.:A525 Name of CPA Bo Lingjing, Meng Yin Auditor’s Report SGW[2019]No.:A525 To the Shareholders of Weifu High-Technology Group Co., Ltd.: I. Auditing opinions We have audited the financial statement under the name of Weifu High-Technology Group Co., Ltd. (hereinafter referred to as WFHT), including the consolidated and parent Company’s balance sheet of 31 December 2018 and profit statement, and cash flow statement, and statement on changes of shareholders’ equity for the year ended, and notes to the financial statements for the year ended. In our opinion, the Company’s financial statements have been prepared in accordance with the Enterprises Accounting Standards and Enterprises Accounting System, and they fairly present the financial status of the Company and of its parent company as of 31 December 2018 and its operation results and cash flows for the year ended. II. Basis of opinion We conducted our audit in accordance with the Auditing Standards for Certified Public Accountants of China. Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of the auditor’s report. We are independent of the Company in accordance with the Certified Public Accountants of China’s Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. III. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matter we identified is as follows: (i) Revenue Recognition 1.Matter description 63 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 As carried in the 24. Revenue in Note V and 35. Operation revenue and cost in Note VII, WFHT achieved an operation revenue of 8721.6747 million Yuan for the year of 2018. As one of the biggest source of profits for WFHT, operation revenue has a significant effect on the general financial statement, in which there are certain of inherent risks existed for the reason that the management manipulate the timing of recognition so as to achieve specific objectives or anticipations. Therefore, we will take the Revenue Recognition Principle as the key auditing matter. 2.The solution to the matter in auditing (1)The Company has tested the design and execution of key internal control related to revenue recycling so as to confirm the validity of internal control; (2) The Company should make sure whether the recognition condition and method of major operating revenue are compliance with the enterprise accounting principle and whether the front phase consistent with the rear phase; it also should pay an attention to that whether the cyclical and occasional revenue is compliance with the decided revenue recognition principle and methods; (3) Combining with status and policies of the industry where WFHT is located, and make a judgment on the rationality of fluctuation; (4) The Company should carry out the procedure of account receivable and income letter of confirmation, and make a judgment on the rationality of the timing of revenue recognition; (5) Combining with the procedure of letter of confirmation, the Company should make a random inspection on sales contracts or orders, delivery lists, logistics bills, customs declaration, sales invoices and other documents related to revenue to verify the authenticity of revenue; and (6) Referring to the recorded revenue before and after the Balance Sheet Date, the Company should select some samples and check out the supportive documents such as delivery lists, customs declaration and receipt forms to make a judgment on whether the income has been recorded at the appropriate accounting period. (ii) Impairment of available-for-sale financial assets 1. Description of the matter As stated in Note V, 10 “Financial Instruments” and Note VII, 7 “Available for Sale Financial Assets” of the financial statements, as of December 31, 2018, the book balance of available-for-sale financial assets in the consolidated statements of WFHT was 460,603,200 Yuan, the balance of impairment provision was204,628,034.04Yuan, of which the impairment provision calculated in the current period was145,994,927.09 Yuan. For available-for-sale financial assets, the management of WFHT (hereinafter referred to as the management) considered whether these financial assets had objective evidence showing signs of impairment, the objective evidence of the existence of signs of impairment included the fair value of available-for-sale equity instruments having a serious or non-temporary decline. As the amount of available-for-sale financial assets was significant, the impairment assessment required significant judgment from the management, and the impairment assessment of such assets was recognized as a key audit matter. 2. Response to the matter in the audit (1) Assess and test the validity of the design and operation of the internal control of the process related to the impairment of available-for-sale financial assets; (2) Assess the management’s judgment on whether there is any indication of impairment, the assessment is based on the fair value of the financial instrument and the financial condition of the invested enterprise; (3) Assess the rationality of the management’s judgment that the financial instrument is serious or non-temporary less than its cost standard; (4) For impairment of available-for-sale financial assets, test the amount of impairment provision accrued by the management. We assessed the basis and parameters (such as market value, financial information of the invested enterprise, etc.) used to calculate the impairment provision during the test. IV. Other information The management of WFHT is responsible for other information which includes the information covered in the Company’s 2018 annual report excluding the financial statement and our audit report. The audit opinion issued by us for the financial statement has not covered other information, for which we do not issue any form of assurance opinions. 64 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Considering our audit on financial statements, we are liable to read other information, during which, we shall consider whether other information differs materially from the financial statements or that we understand during our audit, or whether there is any material misstatement. Based on the work we have carried out, if we determine that there is a material misstatement of other information, we should report that fact and in this regard we have nothing to report. V. Responsibilities of management and those charged with governance for the financial statements The management is responsible for the preparation of the financial statements in accordance with the Accounting Standards for Enterprise to secure a fair presentation, and for the design, establishment and maintenance of the internal control necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the management is responsible for assessing the Company’s ability to continue as a going concern, disclosing matters related to going concern (if applicable) and using the going concern assumption unless the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process. VI. Responsibilities of the auditor for the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an audit report that includes our audit opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the CAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit in accordance with the CAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: (1) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. (2) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. (3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. (4) Conclude on the appropriateness of the management’s use of the going concern assumption and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required by the CAS to draw users’ 65 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 attention in audit report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify audit opinion. Our conclusions are based on the information obtained up to the date of audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. (5) Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. (6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express audit opinion on the financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be considered to affect our independence, as well as the relevant precautions (if applicable) From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in the auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in the auditor’s report because of the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Jiangsu Gongzheng Tianye CPA Chinese CPA: Bo Lingjing (Special Ordinary Partnership) (engagement partner) Wuxi, China Chinese CPA: Meng Yin 19 April 2019 66 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 II. Financial Statement Statement in Financial Notes are carried in RMB/CNY 1. Consolidated Balance Sheet Prepared by Weifu High-Technology Group Co., Ltd. 2018-12-31 In RMB Item Ending balance Opening balance Current assets: Monetary funds 2,616,321,740.73 3,118,709,412.83 Settlement provisions Capital lent Financial assets measured by fair value and with variation reckoned into current gains/losses Derivative financial assets Note receivable and account receivable 3,067,900,870.59 3,459,834,765.73 Including: Note receivable 1,148,107,603.68 1,464,256,934.83 Account receivable 1,919,793,266.91 1,995,577,830.90 Account paid in advance 94,651,431.31 97,576,197.88 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Other receivables 84,582,246.16 7,496,602.58 Including: Interest receivable 1,842,437.50 2,281,979.17 Dividend receivable Buying back the sale of financial assets Inventory 1,438,528,714.59 1,478,939,040.70 Assets held for sale Non-current asset due within one year Other current assets 4,632,137,600.26 3,887,997,290.53 Total current assets 11,934,122,603.64 12,050,553,310.25 Non-current assets: Loans and payments on behalf Available-for-sale financial assets 255,975,176.91 588,142,869.00 67 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Held-to-maturity investments Long-term receivables Long-term equity investments 4,976,773,946.74 4,140,064,825.58 Investment real estate 21,906,134.52 23,544,830.78 Fixed assets 2,707,374,678.61 2,584,872,628.54 Construction in progress 166,414,542.18 100,345,461.28 Productive biological assets Oil and gas assets Intangible assets 324,892,822.75 340,632,143.36 Research and development costs Goodwill 1,784,086.79 1,784,086.79 Long-term deferred expenses 16,637,652.31 2,969,770.81 Deferred income tax assets 234,697,139.58 203,007,622.23 Other non-current assets 251,462,676.27 195,088,675.74 Total non-current assets 8,957,918,856.66 8,180,452,914.11 Total assets 20,892,041,460.30 20,231,006,224.36 Current liabilities: Short-term borrowings 298,928,213.94 243,000,000.00 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Financial liability measured by fair value and with variation reckoned into current gains/losses Derivative financial liability 490,329.13 Note payable and account payable 3,065,704,368.40 3,518,932,964.93 Accounts received in advance 41,329,857.80 42,820,236.07 Selling financial asset of repurchase Commission charge and commission payable Wage payable 312,113,178.24 327,778,677.29 Taxes payable 74,271,613.92 93,869,690.36 Other accounts payable 64,448,723.52 63,339,869.33 Including: Interest payable 517,469.08 401,928.43 Dividend payable Reinsurance payable 68 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Insurance contract reserve Security trading of agency Security sales of agency Liability held for sale Non-current liabilities due within one year 15,000,000.00 10,000,000.00 Other current liabilities Total current liabilities 3,872,286,284.95 4,299,741,437.98 Non-current liabilities: Long-term loans 30,000,000.00 45,000,000.00 Bonds payable Including: preferred stock Perpetual capital securities Long-term account payable 35,422,354.11 35,761,445.11 Long-term wages payable 74,679,175.36 30,448,132.88 Accrual liabilities Deferred income 425,769,854.13 451,281,721.77 Deferred income tax liabilities 1,912,744.40 17,406,622.39 Other non-current liabilities Total non-current liabilities 567,784,128.00 579,897,922.15 Total liabilities 4,440,070,412.95 4,879,639,360.13 Owners’ equity: Share capital 1,008,950,570.00 1,008,950,570.00 Other equity instrument Including: preferred stock Perpetual capital securities Capital reserve 3,416,022,795.14 3,417,841,402.89 Less: Inventory shares Other comprehensive income -19,809,442.95 87,169,455.01 Reasonable reserve 1,618,490.50 2,606.93 Surplus reserve 510,100,496.00 510,100,496.00 Provision of general risk Retained profit 10,996,945,870.13 9,811,609,138.92 Total owners’ equity attributable to parent company 15,913,828,778.82 14,835,673,669.75 Minority interests 538,142,268.53 515,693,194.48 69 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Total owners’ equity 16,451,971,047.35 15,351,366,864.23 Total liabilities and owner’s equity 20,892,041,460.30 20,231,006,224.36 Legal Representative: Chen Xuejun Person in charge of accounting works: Ou Jianbin Person in charge of accounting institute: Ou Jianbin 2. Balance Sheet of Parent Company In RMB Item Ending balance Opening balance Current assets: Monetary funds 1,922,408,227.00 2,460,413,190.84 Financial assets measured by fair value and with variation reckoned into current gains/losses Derivative financial assets Note receivable and account receivable 1,006,511,198.29 1,496,222,212.94 Including: Note receivable 264,264,207.30 449,209,323.02 Account receivable 742,246,990.99 1,047,012,889.92 Account paid in advance 59,028,927.25 52,269,971.38 Other receivables 196,849,092.13 50,272,280.93 Including: Interest receivable 188,682.78 97,627.77 Dividend receivable Inventory 492,054,274.67 425,577,163.53 Assets held for sale Non-current asset due within one year Other current assets 4,576,688,553.49 3,876,370,675.52 Total current assets 8,253,540,272.83 8,361,125,495.14 Non-current assets: Available-for-sale financial assets 180,035,176.91 512,202,869.00 Held-to-maturity investments Long-term receivables Long-term equity investments 5,739,110,426.55 4,962,522,689.49 Investment real estate Fixed assets 1,534,109,106.80 1,567,315,925.73 Construction in progress 78,673,300.59 29,152,398.74 Productive biological assets 70 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Oil and gas assets Intangible assets 188,101,655.94 196,726,670.75 Research and development costs Goodwill Long-term deferred expenses Deferred income tax assets 140,286,756.70 114,706,976.54 Other non-current assets 184,208,090.40 80,866,308.04 Total non-current assets 8,044,524,513.89 7,463,493,838.29 Total assets 16,298,064,786.72 15,824,619,333.43 Current liabilities: Short-term borrowings 112,000,000.00 78,000,000.00 Financial liability measured by fair value and with variation reckoned into current gains/losses Derivative financial liability Note payable and account payable 1,154,238,521.88 1,541,969,832.85 Accounts received in advance 6,639,554.63 12,242,442.51 Wage payable 200,205,508.25 216,598,203.73 Taxes payable 39,193,425.15 71,370,793.35 Other accounts payable 12,142,596.68 10,076,446.33 Including: Interest payable 149,966.66 93,777.78 Dividend payable Liability held for sale Non-current liabilities due within one year Other current liabilities Total current liabilities 1,524,419,606.59 1,930,257,718.77 Non-current liabilities: Long-term loans Bonds payable Including: preferred stock Perpetual capital securities Long-term account payable Long-term wages payable 63,962,762.93 16,665,236.81 Accrual liabilities Deferred income 381,609,056.40 407,070,636.08 71 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Deferred income tax liabilities 15,382,844.99 Other non-current liabilities Total non-current liabilities 445,571,819.33 439,118,717.88 Total liabilities 1,969,991,425.92 2,369,376,436.65 Owners’ equity: Share capital 1,008,950,570.00 1,008,950,570.00 Other equity instrument Including: preferred stock Perpetual capital securities Capital reserve 3,488,221,286.39 3,488,221,286.39 Less: Inventory shares Other comprehensive income -19,809,442.95 87,169,455.01 Reasonable reserve Surplus reserve 510,100,496.00 510,100,496.00 Retained profit 9,340,610,451.36 8,360,801,089.38 Total owners’ equity 14,328,073,360.80 13,455,242,896.78 Total liabilities and owner’s equity 16,298,064,786.72 15,824,619,333.43 3. Consolidated Profit Statement In RMB Item Current period Last Period I. Total operating income 8,721,674,671.18 9,017,280,159.80 Including: Operating income 8,721,674,671.18 9,017,280,159.80 Interest income Insurance gained Commission charge and commission income II. Total operating cost 8,216,834,165.41 8,086,342,833.98 Including: Operating cost 6,691,856,839.97 6,761,729,398.36 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip 72 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Reinsurance expense Operating tax and extras 65,388,329.92 72,413,140.48 Sales expenses 237,839,472.28 194,854,780.37 Administration expenses 585,005,385.75 539,493,552.86 R&D expenses 403,263,972.20 391,315,234.75 Financial expenses -17,393,580.55 7,316,996.79 Including: Interest expenses 17,562,164.63 10,044,328.07 Interest income 34,156,380.22 18,726,974.19 Losses of devaluation of asset 250,873,745.84 119,219,730.37 Add: Other income 48,404,480.99 40,394,724.11 Investment income (Loss is listed with “-”) 1,955,668,055.33 1,853,638,285.20 Including: Investment income on affiliated company 1,623,761,059.52 1,604,027,207.30 and joint venture Income from change of fair value (Loss is listed with -490,329.13 “-”) Exchange income (Loss is listed with “-”) Income from assets disposal (Loss is listed with “-”) 102,472,995.47 -748,927.63 III. Operating profit (Loss is listed with “-”) 2,610,895,708.43 2,824,221,407.50 Add: Non-operating revenue 1,264,830.90 11,968,167.87 Less: Non-operating expenditure 9,977,159.55 5,773,593.62 IV. Total Profit (Loss is listed with “-”) 2,602,183,379.78 2,830,415,981.75 Less: Income tax expense 135,888,676.31 183,206,057.17 V. Net profit (Net loss is listed with “-”) 2,466,294,703.47 2,647,209,924.58 (i) net profit from continuous operation (Net loss is listed 2,466,294,703.47 2,647,209,924.58 with “-”) (ii) net profit from discontinued operation (Net loss is listed with “-”) Net profit attributable to owner’s of parent company 2,396,077,415.21 2,571,339,490.04 Minority shareholders’ gains and losses 70,217,288.26 75,870,434.54 VI. Net amount of other comprehensive income after-tax -106,978,897.96 -57,553,372.50 Net after-tax of other comprehensive income attributable to -106,978,897.96 -57,553,372.50 owners of parent company (i) Other comprehensive income items which will not be reclassified subsequently to profit of loss 1.Re-measurement of the change of defined benefit plan 2.Other comprehensive income unable transfer to gain/loss 73 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 under equity method (ii) Other comprehensive income items which will be -106,978,897.96 -57,553,372.50 reclassified subsequently to profit or loss 1.Other comprehensive income able to transfer to gain/loss under equity method 2.Gains or losses arising from changes in fair value of -106,978,897.96 -57,553,372.50 available-for-sale financial assets 3.Gains or losses arising from reclassification of held-to-maturity investment as available-for-sale financial assets 4.The effect hedging portion of gains or losses arising from cash flow hedging instruments 5.Translation differences arising on translation of foreign currency financial statements 6.Other Net amount of other comprehensive income after-tax attributable to minority shareholders VII. Total comprehensive income 2,359,315,805.51 2,589,656,552.08 Total comprehensive income attributable to owners of parent 2,289,098,517.25 2,513,786,117.54 Company Total comprehensive income attributable to minority 70,217,288.26 75,870,434.54 shareholders VIII. Earnings per share: (i) Basic earnings per share 2.37 2.55 (ii) Diluted earnings per share 2.37 2.55 As for the enterprise combined under the same control, net profit of Yuan achieved by the merged party before combination while Yuan achieved last period Legal Representative: Chen Xuejun Person in charge of accounting works: Ou Jianbin Person in charge of accounting institute: Ou Jianbin 4. Profit Statement of Parent Company In RMB Item Current period Last Period I. Operating income 3,998,191,191.20 3,646,015,253.48 Less: Operating cost 2,878,837,450.12 2,772,717,901.96 Operating tax and extras 35,149,305.22 32,231,401.32 Sales expenses 37,478,558.29 41,447,839.21 Administration expenses 376,379,869.65 264,781,355.23 74 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 R&D expenses 177,593,532.59 119,083,205.53 Financial expenses -21,456,061.70 612,009.78 Including: Interest expenses 7,628,727.78 10,044,328.07 Interest income 28,648,955.90 18,726,974.19 Losses of devaluation of asset 175,101,684.40 32,483,156.75 Add: Other income 29,495,580.27 29,394,763.19 Investment income (Loss is listed with “-”) 1,936,311,115.66 2,684,760,048.35 Including: Investment income on affiliated company 1,529,792,676.71 1,470,504,861.61 and joint venture Income from change of fair value (Loss is listed with “-”) Income from assets disposal (Loss is listed with “-”) 378,212.58 -712,637.95 II. Operating profit (Loss is listed with “-”) 2,305,291,761.14 3,096,100,557.29 Add: Non-operating revenue 207,671.23 3,830,135.74 Less: Non-operating expenditure 7,273,534.03 2,394,121.52 III. Total Profit (Total loss is listed with “-”) 2,298,225,898.34 3,097,536,571.51 Less: Income tax expense 106,753,611.42 96,268,627.83 IV. Net profit(Net loss is listed with “-”) 2,190,550,045.98 3,001,267,943.68 (i) net profit from continuous operation (Net loss is listed 2,190,550,045.98 3,001,267,943.68 with “-”) (ii) net profit from discontinued operation (Net loss is listed with “-”) V. Net amount of other comprehensive income after-tax -106,978,897.96 -57,553,372.50 (i) Other comprehensive income items which will not be reclassified subsequently to profit of loss 1.Re-measurement of the change of defined benefit plan 2.Other comprehensive income unable transfer to gain/loss under equity method (ii) Other comprehensive income items which will be -106,978,897.96 -57,553,372.50 reclassified subsequently to profit or loss 1.Other comprehensive income able to transfer to gain/loss under equity method 2.Gains or losses arising from changes in fair value of -106,978,897.96 -57,553,372.50 available-for-sale financial assets 3.Gains or losses arising from reclassification of held-to-maturity investment as available-for-sale financial assets 75 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 4.The effect hedging portion of gains or losses arising from cash flow hedging instruments 5.Translation differences arising on translation of foreign currency financial statements 6.Other VI. Total comprehensive income 2,083,571,148.02 2,943,714,571.18 VII. Earnings per share: (i) Basic earnings per share (ii) Diluted earnings per share 5. Consolidated Cash Flow Statement In RMB Item Current period Last Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 7,999,323,110.21 7,754,845,248.56 services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of amount from disposal financial assets that measured by fair value and with variation reckoned into current gains/losses Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received 74,874,331.14 43,620,789.57 Other cash received concerning operating activities 118,177,755.39 65,978,678.90 Subtotal of cash inflow arising from operating activities 8,192,375,196.74 7,864,444,717.03 Cash paid for purchasing commodities and receiving labor service 4,916,153,332.79 4,582,582,669.13 Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation 76 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 1,258,270,424.72 1,160,114,421.44 Taxes paid 584,432,693.90 616,431,389.37 Other cash paid concerning operating activities 559,137,218.70 547,618,336.02 Subtotal of cash outflow arising from operating activities 7,317,993,670.11 6,906,746,815.96 Net cash flows arising from operating activities 874,381,526.63 957,697,901.07 II. Cash flows arising from investing activities: Cash received from recovering investment 11,441,378,669.57 9,448,612,477.03 Cash received from investment income 1,161,469,760.54 1,098,610,121.87 Net cash received from disposal of fixed, intangible and other 79,188,658.88 57,287,480.01 long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities 4,559,984.34 Subtotal of cash inflow from investing activities 12,682,037,088.99 10,609,070,063.25 Cash paid for purchasing fixed, intangible and other long-term 642,108,805.53 469,961,718.71 assets Cash paid for investment 12,245,264,000.00 11,389,400,000.00 Net increase of mortgaged loans Net cash received from subsidiaries and other units obtained Other cash paid concerning investing activities 1,090,775.32 Subtotal of cash outflow from investing activities 12,888,463,580.85 11,859,361,718.71 Net cash flows arising from investing activities -206,426,491.86 -1,250,291,655.46 III. Cash flows arising from financing activities: Cash received from absorbing investment 800,000.00 9,520,000.00 Including: Cash received from absorbing minority shareholders’ 800,000.00 9,520,000.00 investment by subsidiaries Cash received from loans 464,928,213.94 245,000,000.00 Cash received from issuing bonds Other cash received concerning financing activities 5,470,000.00 Subtotal of cash inflow from financing activities 471,198,213.94 254,520,000.00 Cash paid for settling debts 419,000,000.00 157,000,000.00 Cash paid for dividend and profit distributing or interest paying 1,251,137,878.98 640,733,312.09 Including: Dividend and profit of minority shareholder paid by 22,543,737.00 25,491,872.94 subsidiaries 77 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Other cash paid concerning financing activities 15,909,091.00 1,388,802.28 Subtotal of cash outflow from financing activities 1,686,046,969.98 799,122,114.37 Net cash flows arising from financing activities -1,214,848,756.04 -544,602,114.37 IV. Influence on cash and cash equivalents due to fluctuation in 3,128,506.54 -9,588,455.13 exchange rate V. Net increase of cash and cash equivalents -543,765,214.73 -846,784,323.89 Add: Balance of cash and cash equivalents at the period-begin 2,948,439,354.22 3,795,223,678.11 VI. Balance of cash and cash equivalents at the period-end 2,404,674,139.49 2,948,439,354.22 6. Cash Flow Statement of Parent Company In RMB Item Current period Last Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 4,733,753,801.62 3,416,825,598.91 services Write-back of tax received Other cash received concerning operating activities 41,027,003.47 517,431,460.97 Subtotal of cash inflow arising from operating activities 4,774,780,805.09 3,934,257,059.88 Cash paid for purchasing commodities and receiving labor service 2,886,319,248.71 2,151,676,404.43 Cash paid to/for staff and workers 680,624,287.14 536,335,082.41 Taxes paid 394,154,946.50 286,855,287.15 Other cash paid concerning operating activities 190,629,457.19 122,961,088.23 Subtotal of cash outflow arising from operating activities 4,151,727,939.54 3,097,827,862.22 Net cash flows arising from operating activities 623,052,865.55 836,429,197.66 II. Cash flows arising from investing activities: Cash received from recovering investment 10,801,378,669.57 8,859,701,492.00 Cash received from investment income 1,209,267,861.85 1,994,517,515.08 Net cash received from disposal of fixed, intangible and other 39,600,092.79 52,607,353.75 long-term assets Net cash received from disposal of subsidiaries and other units 2,410,502.57 Other cash received concerning investing activities 208,164,304.89 203,883,811.97 Subtotal of cash inflow from investing activities 12,258,410,929.10 11,113,120,675.37 Cash paid for purchasing fixed, intangible and other long-term 374,303,391.72 171,633,121.17 assets Cash paid for investment 11,561,834,000.00 10,801,729,258.63 78 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Net cash received from subsidiaries and other units obtained Other cash paid concerning investing activities 298,197,471.87 47,000,000.00 Subtotal of cash outflow from investing activities 12,234,334,863.59 11,020,362,379.80 Net cash flows arising from investing activities 24,076,065.51 92,758,295.57 III. Cash flows arising from financing activities: Cash received from absorbing investment Cash received from loans 212,000,000.00 80,000,000.00 Cash received from issuing bonds Other cash received concerning financing activities Subtotal of cash inflow from financing activities 212,000,000.00 80,000,000.00 Cash paid for settling debts 178,000,000.00 82,000,000.00 Cash paid for dividend and profit distributing or interest paying 1,218,313,222.90 607,280,892.11 Other cash paid concerning financing activities Subtotal of cash outflow from financing activities 1,396,313,222.90 689,280,892.11 Net cash flows arising from financing activities -1,184,313,222.90 -609,280,892.11 IV. Influence on cash and cash equivalents due to fluctuation in 2,563,681.07 -8,586,691.91 exchange rate V. Net increase of cash and cash equivalents -534,620,610.77 311,319,909.21 Add: Balance of cash and cash equivalents at the period-begin 2,454,696,969.20 2,143,377,059.99 VI. Balance of cash and cash equivalents at the period-end 1,920,076,358.43 2,454,696,969.20 79 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 7. Statement of Changes in Owners’ Equity (Consolidated) Current period In RMB Current period Owners’ equity attributable to parent company Other equity Item Provisio instrument Less: Other Minority Total owners’ Share Reasonable n of Capital reserve Inventor comprehensiv Surplus reserve Retained profit interests equity Prefer Perpetual capital reserve general red capital Other y shares e income risk stock securities 1,008, I. Balance at the end 950,57 3,417,841,402.89 87,169,455.01 2,606.93 510,100,496.00 9,811,609,138.92 515,693,194.48 15,351,366,864.23 of the last year 0.00 Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other 1,008, II. Balance at the 950,57 3,417,841,402.89 87,169,455.01 2,606.93 510,100,496.00 9,811,609,138.92 515,693,194.48 15,351,366,864.23 beginning of this year 0.00 III. Increase/ Decrease -1,818,607.75 -106,978,897. 1,615,883.5 1,185,336,731.21 22,449,074.05 1,100,604,183.12 80 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 in this year (Decrease 96 7 is listed with “-”) (i) Total -106,978,897. 2,396,077,415.21 70,217,288.26 2,359,315,805.51 comprehensive income 96 (ii) Owners’ devoted -1,818,607.75 7,024.21 -12,958,416.46 -14,770,000.00 and decreased capital 1.Common shares 800,000.00 800,000.00 invested by owners 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4.Other -1,818,607.75 7,024.21 -13,758,416.46 -15,570,000.00 (III) Profit distribution -1,210,740,684.00 -35,204,600.00 -1,245,945,284.00 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (or -1,210,740,684.00 -35,204,600.00 -1,245,945,284.00 shareholders) 4.Other (IV) Carrying forward internal owners’ equity 81 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Change amount of defined benefit plans that carry forward retained earnings 5.Other 1,608,859.3 (v) Reasonable reserve 394,802.25 2,003,661.61 6 1. Withdrawal in the 20,133,398. 2,758,918.74 22,892,317.38 report period 64 2. Usage in the report 18,524,539. 2,364,116.49 20,888,655.77 period 28 (vi)Other 1,008, IV. Balance at the end -19,809,442.9 1,618,490.5 950,57 3,416,022,795.14 510,100,496.00 10,996,945,870.13 538,142,268.53 16,451,971,047.35 of the report period 5 0 0.00 82 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Last period In RMB Last period Owners’ equity attributable to parent company Other equity instrument Item Provisio Perpetua Less: Other Minority Total owners’ Share Prefer Reasonabl n of l capital Capital reserve Inventor comprehensiv Surplus reserve Retained profit interests equity capital red Other e reserve general securitie y shares e income stock risk s 1,008, I. Balance at the end 3,417,841,402.8 144,722,827.5 950,57 89,005.19 510,100,496.00 7,845,639,990.88 471,086,098.05 13,398,430,390.52 of the last year 9 1 0.00 Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other 1,008, II. Balance at the 3,417,841,402.8 144,722,827.5 950,57 89,005.19 510,100,496.00 7,845,639,990.88 471,086,098.05 13,398,430,390.52 beginning of this year 9 1 0.00 III. Increase/ Decrease -57,553,372.5 in this year (Decrease -86,398.26 1,965,969,148.04 44,607,096.43 1,952,936,473.71 0 is listed with “-”) (i) Total -57,553,372.5 2,571,339,490.04 75,870,434.54 2,589,656,552.08 83 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 comprehensive income 0 (ii) Owners’ devoted 8,480,761.72 8,480,761.72 and decreased capital 1.Common shares 9,520,000.00 9,520,000.00 invested by owners 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4.Other -1,039,238.28 -1,039,238.28 (III) Profit distribution -605,370,342.00 -39,650,290.00 -645,020,632.00 1. Withdrawal of surplus reserves 2. Withdrawal of general risk provisions 3. Distribution for owners (or -605,370,342.00 -39,650,290.00 -645,020,632.00 shareholders) 4.Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 84 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Change amount of defined benefit plans that carry forward retained earnings 5.Other (v)Reasonable reserve -86,398.26 -93,809.83 -180,208.09 1. Withdrawal in the 17,947,66 2,379,810.36 20,327,472.03 report period 1.67 2. Usage in the report 18,034,05 2,473,620.19 20,507,680.12 period 9.93 (vi)Other 1,008, IV. Balance at the end 3,417,841,402.8 950,57 87,169,455.01 2,606.93 510,100,496.00 9,811,609,138.92 515,693,194.48 15,351,366,864.23 of the report period 9 0.00 85 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 8. Statement of Changes in Owners’ Equity (Parent Company) Current period In RMB Current period Other equity instrument Less: Other Item Reasonabl Total owners’ Perpetual Share capital Preferred Capital reserve Inventor comprehensiv Surplus reserve Retained profit capital Other e reserve equity stock y shares e income securities I. Balance at the end of 1,008,950,570.00 3,488,221,286.39 87,169,455.01 510,100,496.00 8,360,801,089.38 13,455,242,896.78 the last year Add: Changes of accounting policy Error correction of the last period Other II. Balance at the 1,008,950,570.00 3,488,221,286.39 87,169,455.01 510,100,496.00 8,360,801,089.38 13,455,242,896.78 beginning of this year III. Increase/ Decrease in -106,978,897. this year (Decrease is 979,809,361.98 872,830,464.02 96 listed with “-”) (i) Total comprehensive -106,978,897. 2,190,550,045.98 2,083,571,148.02 income 96 (ii) Owners’ devoted and decreased capital 1.Common shares 86 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 invested by owners 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4.Other -1,210,740,684.0 (III) Profit distribution -1,210,740,684.00 0 1. Withdrawal of surplus reserves 2. Distribution for owners -1,210,740,684.0 -1,210,740,684.00 (or shareholders) 0 3.Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Change amount of defined benefit plans that 87 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 carry forward retained earnings 5.Other (v)Reasonable reserve 1. Withdrawal in the 7,503,921. 7,503,921.32 report period 32 2. Usage in the report 7,503,921. 7,503,921.32 period 32 (vi)Other IV. Balance at the end of -19,809,442.9 1,008,950,570.00 3,488,221,286.39 510,100,496.00 9,340,610,451.36 14,328,073,360.80 the report period 5 Last period In RMB Last period Other equity instrument Less: Other Item Reasonable Total owners’ Perpetual Share capital Preferred Capital reserve Inventor comprehensive Surplus reserve Retained profit capital Other reserve equity stock y shares income securities I. Balance at the end of 1,008,950,570.00 3,448,408,786.39 144,722,827.51 510,100,496.00 5,525,644,079.79 10,637,826,759.69 the last year Add: Changes of accounting policy Error correction of the last period Other II. Balance at the 1,008,950,570.00 3,448,408,786.39 144,722,827.51 510,100,496.00 5,525,644,079.79 10,637,826,759.69 88 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 beginning of this year III. Increase/ Decrease in this year (Decrease is 39,812,500.00 -57,553,372.50 2,835,157,009.59 2,817,416,137.09 listed with “-”) (i) Total comprehensive -57,553,372.50 3,001,267,943.68 2,943,714,571.18 income (ii) Owners’ devoted and decreased capital 1.Common shares invested by owners 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4.Other (III) Profit distribution -605,370,342.00 -605,370,342.00 1. Withdrawal of surplus reserves 2. Distribution for -605,370,342.00 -605,370,342.00 owners (or shareholders) 3.Other (IV) Carrying forward internal owners’ equity 1. Capital reserves 89 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Change amount of defined benefit plans that carry forward retained earnings 5.Other (v)Reasonable reserve 1. Withdrawal in the 4,785,959. 4,785,959.00 report period 00 2. Usage in the report 4,785,959. 4,785,959.00 period 00 (vi)Other 39,812,500.00 439,259,407.91 479,071,907.91 IV. Balance at the end of 1,008,950,570.00 3,488,221,286.39 87,169,455.01 510,100,496.00 8,360,801,089.38 13,455,242,896.78 the report period 90 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 I I I . Basic information of the Company 1. Historical origin of the Company By the approval of STGS (1992) No. 130 issued by Jiangsu Economic Restructuring Committee, Weifu High-Technology Group Co., Ltd. (hereinafter referred to “the Company” or “Company”) was established as a company of limited liability with funds raised from targeted sources, and registered at Wuxi Administration for Industry & Commerce in October 1992. The original share capital of the Company totaled RMB 115.4355 million, including state-owned share capital amounting to RMB 92.4355 million, public corporate share capital amounting to RMB 8 million and inner employee share capital amounting to RMB 15 million. Between year of 1994 and 1995, the Company was restructured and became a holding subsidiary of Wuxi Weifu Group Co., Ltd (hereinafter referred to as “Weifu Group”). By the approval of Jiangsu ERC and Shenzhen Securities Administration Office in August 1995, the Company issued 68 million special ordinary shares (B-share) with value of RMB 1.00 for each, and the total value of those shares amounted to RMB 68 million. After the issuance, the Company’s total share capital increased to RMB 183.4355 million. By the approval of CSRC in June 1998, the Company issued 120 million RMB ordinary shares (A-share) at Shenzhen Stock Exchange through on-line pricing and issuing. After the issuance, the total share capital of the Company amounted to RMB 303.4355 million. In the middle of 1999, deliberated and approved by the Board and Shareholders’ General Meeting, the Company implemented the plan of granting 3 bonus shares for each 10 shares. After that, the total share capital of the Company amounted to RMB 394.46615 million, of which state-owned shares amounted to RMB 120.16615 million, public corporate shares RMB 10.4 million, foreign-funded shares (B-share) RMB 88.40 million, RMB ordinary shares (A-share) RMB 156 million and inner employee shares RMB 19.5 million. In the year 2000, by the approval of the CSRC and based upon the total share capital of 303.4355 million shares after the issuance of A-share in June 1998, the Company allotted 3 shares for each 10 shares, with a price of RMB 10 for each allotted share. Actually 41.9 million shares was allotted, and the total share capital after the allotment increased to RMB 436.36615 million, of which state-owned corporate shares amounted to RMB 121.56615 million, public corporate shares RMB 10.4 million, foreign-funded shares (B-share) RMB 88.4 million and RMB ordinary shares (A-share) RMB 216 million. In April 2005, Board of Directors of the Company has examined and approved 2004 Profit Pre-distribution Plan, and examined and approved by 2004 Shareholders’ General Meeting , the Company distributed 3 shares for each 10 shares to the whole shareholders totaling to 130,909,845 shares in 2005. 91 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 According to the Share Merger Reform Scheme of the Company that passed by related shareholders’ meeting of Share Merger Reform and SGZF [2006] No.61 Reply on Questions about State-owned Equity Management in Share Merger Reform of Weifu High-Technology Co., Ltd. issued by State-owned Assets Supervision & Administration Commission of Jiangsu Province, the Weifu Group etc. 8 non-circulating shareholders arranged pricing with granting 1.7 shares for each 10 shares to circulating A-share shareholders (totally granted 47,736,000 shares), so as to realize the originally non-circulating shares can be traded on market when satisfied certain conditions, the scheme has been implemented on April 5, 2006. On 27 May 2009, Weifu Group satisfied the consideration arrangement by dispatching 0.5 shares for each 10 shares based on the number of circulating A share as prior to Share Merger Reform, according to the aforesaid Share Merger Reform, with an aggregate of 14,039,979 shares dispatched. Subsequent to implementation of dispatch of consideration shares, Weifu Group then held 100,021,999 shares of the Company, representing 17.63% of the total share capital of the Company. Pursuant to the document (XGZQ(2009)No.46) about Approval for Merger of Wuxi Weifu Group Co., Ltd. by Wuxi Industry Development Group Co., Ltd. issued by the State-owned Assets Supervision and Administration Commission of Wuxi City Government, Wuxi Industry Development Group Co., Ltd. (hereinafter referred to as Wuxi Industry Group) acquired Weifu Group. After the merger, Weifu Group was then revoked, and its assets and credits & debts were transferred to be under the name of Wuxi Industry Group. Accordingly, Wuxi Industry Group became the first largest shareholder of the Company since then. In accordance with the resolutions of shareholders' meeting and provisions of amended constitution, and approved by [2012] No. 109 document of China Securities Regulatory Commission, in Feb., the Company issued RMB ordinary shares (A-share) of 112,858,000 shares to Wuxi Industry Groups and overseas strategic investor, Robert Bosch Co., Ltd. (ROBERT BOSCHGMBH) (hereinafter referred to as Robert Bosch Company), face value was ONE Yuan per share, added registered capital of RMB 112,858,000, and the registered capital after change was RMB 680,133,995. Wuxi Industry Group is the first majority shareholder of the Company, and Robert Bosch Company is the second majority shareholder of the Company. In March 2013, the profit distribution pre-plan for year of 2012 was deliberated and approved by the Board, and also passed in Annual General Meeting 2012 of the Company in May 2013. On basis of total share capital 680,133,995 shares, distribute 5-share for every 10 shares held by whole shareholders, 340,066,997 shares in total are distributed. Total share capital of the Company amounting RMB 1,020,200,992 up to 31 December 2013. Deliberated and approved by the company’s first extraordinary general meeting in 2015, the company has repurchased 11,250,422 shares of A shares from August 26, 2015 to September 8, 2015, and has finished the cancellation procedures for above repurchase shares in China Securities Depository and Clearing Corporation Limited Shenzhen Branch on September 16, 2015; after the cancellation of repurchase shares, the company’s paid-up capital (share capital) becomes 1,008,950,570 Yuan after the change. 92 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 2. Registered place, organization structure and head office of the Company Registered place and head office of the Company: No. 5 Huashan Road, New District, Wuxi Unified social credit code: 91320200250456967N The Company sets up Shareholders’ General Meeting, the Board of Directors and the Supervisory Committee. The Company sets up Administration Department, Technology Centre, organization & personnel department, Office of the Board, compliance department, IT department, Market & Strategy Department, Party-masses Department, Finance Department, Purchase Department, Manufacturing Quality Department, MS (Mechanical System) division, AC(Automobile Components) division and DS (Diesel System ) division etc. and subsidiaries such as Wuxi Weifu Leader Catalytic Converter Co., Ltd. and Nanjing Weifu Jinning Co., Ltd. 3. Business nature and major operation activities of the Company Operation scope of parent company: Technology development and consulting service in the machinery industry; manufacture of engine fuel oil system products, fuel oil system testers and equipment, manufacturing of auto electronic parts, automotive electrical components, non-standard equipment, non-standard knife tool and exhaust after-treatment system; sales of the general machinery, hardware & electrical equipment, chemical products & raw materials (excluding hazardous chemicals), automobile components and vehicles (excluding nine-seat passenger car); internal combustion engine maintenance; leasing of the own houses; import and export business in respect of diversified commodities and technologies (other than those commodities and technologies limited or forbidden by the State for import and export) by self-operation and works as agent for such business. (any projects that needs to be approved by laws can only be carried out after getting approval by relevant authorities) Major subsidiaries respectively activate in production and sales of engine accessories, automobile components, mufflers, and purifiers. 4. Relevant party offering approval reporting of financial statements and date thereof Financial statements of the Company were approved by the Board of Directors for reporting dated 19 April 2019. 5. Scope of consolidate financial statement Shareholding ratio (%) Registered Proportion Statement Short name of capital (in 10 Business Name of subsidiary of votes consolidat subsidiary Directly Indirectly thousand scope (%) e (Y/N) Yuan) Nanjing Weifu Jinning Co., Ltd. Weifu Jinning 80.00 -- 80.00 34,628.70 Internal-com Y bustion engine accessories Wuxi Weifu Leader Catalytic Weifu Leader 94.81 -- 94.81 50,259.63 Purifier and Y Converter Co., Ltd. muffler Weifu Mashan Pump Glib Co., Ltd. Weifu Mashan 100.00 -- 100.00 16,500 Internal-com Y bustion engine 93 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 accessories Wuxi Weifu Chang’an Co., Ltd. Weifu Chang’an 100.00 -- 100.00 21,000 Internal-com Y bustion engine accessories Wuxi Weifu International Trade Co. Weifu 100.00 -- 100.00 3,000 Trade Y Ltd. International Trade Wuxi Weifu ITM Supercharging Weifu ITM 100.00 -- 100.00 16,000 Internal-com Y Technique Co., Ltd. bustion engine accessories Wuxi Weifu Schmidt Power System Weifu Schmidt 66.00 -- 66.00 7,600 Internal-com Y Spare Parts Co., Ltd. bustion engine accessories Ningbo Weifu Tianli Supercharging Weifu Tianli 54.2295 -- 54.2295 11,136 Internal-com Y Technique Co., Ltd. bustion engine accessories Wuxi Weifu-Autocam Fine Machinery Weifu Autocam 51.00 -- 51.00 US$ 2,110 Automobile Y Co. Ltd. components Wuxi Weifu Leader Catalytic Weifu Leader -- 60.00 60.00 1,000 Purifier and Y Converter (Wuhan) Co., Ltd. (Wuhan) muffler Weifu Leader(Chongqing)Automobile Weifu Leader -- 100.00 100.00 5,000 Purifier and Y components Co., Ltd. (Chongqing) muffler Nanchang Weifu Leader Auto Parts & Weifu Leader -- 100.00 100.00 5,000 Purifier and Y Components Co., Ltd. (Nanchang) muffler The entity included in consolidate scope has Weifu Leader (Nanchang) newly added by compare with last period. Found more in description carried in 5- Other change of consolidate scope in Note VIII. IV. Basis of preparation of financial statements 1. Preparation base The financial statement were stated in compliance with Accounting Standard for Business Enterprises –Basic Norms issued by Ministry of Finance, the specific 42 accounting rules revised and issued dated 15 February 2006 and later, the Application Instruments of Accounting Standards and interpretation on Accounting standards and other relevant regulations (together as “Accounting Standards for Business Enterprise”), as well as the Compilation Rules for Information Disclosure by Companies Offering Securities to the Public No.15 – General Provision of Financial Report (Amended in 2014) issued by CSRC in respect of the actual transactions and 94 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 proceedings, on a basis of ongoing operation. In line with relevant regulations of Accounting Standards of Business Enterprise, accounting of the Company is on accrual basis. Except for certain financial instruments, the financial statement measured on historical cost. Assets have impairment been found, corresponding depreciation reserves shall accrual according to relevant rules. 2. Going concern The Company comprehensively assessed the available information, and there are no obvious factors that impact sustainable operation ability of the Company within 12 months since end of the reporting period. V. Major Accounting Policies and Estimation Whether the Company needs to comply with the disclosure requirement of special industry No Specific accounting policies and estimation attention: The Company and its subsidiaries are mainly engaged in the manufacture and sales of engine fuel oil system products, automobile components, mufflers and purifiers etc., in line with the real operational characteristics and relevant accounting standards, many specific accounting policies and estimation have been formulated for the transactions and events with revenue recognized concerned. As for the explanation on major accounting judgment and estimation, found more in Note V-28- Other major accounting policy and accounting estimation. 1. Statement on observation of Accounting Standard for Business Enterprises Financial statements prepared by the Company were in accordance with requirements of Accounting Standard for Business Enterprises, which truly and completely reflected the financial information of the Company dated 31 December 2018, such as financial position, operation achievements and cash flow for the year of 2018. 2. Accounting period Accounting period of the Company consist of annual and mid-term, mid-term refers to the reporting period shorter than one annual accounting year. The company adopts Gregorian calendar as accounting period, namely form each 1 January to 31 December. 3. Business cycles Normal business cycle is the period from purchasing assets used for process by the Company to the cash and cash equivalent achieved. The Company’s normal business cycle was one-year (12 months). 4. Recording currency The Company’s reporting currency is the RMB Yuan. 95 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 5. Accounting Treatment Method for Business Combinations under the same/different control Business combination is the transaction or events that two or two above independent enterprises combined as a reporting entity. Business combination including enterprise combined under the same control and business combined under different control. (1) The business combination under the same control Enterprise combination under the same control is the enterprise who take part in the combination are have the same ultimate controller or under the same controller, the control is not temporary. The assets and liability acquired by combining party are measured by book value of the combined party on combination date. Balance of net asset’s book value acquired by combining party and combine consideration paid (or total book value of the shares issued), shall adjusted capital reserve (share premium); if the capital reserves (share premium) is not enough for deducted, adjusted for retained earnings. Vary directly expenses occurred for enterprise combination, the combining party shall reckoned into current gains/losses while occurring. Combination day is the date when combining party obtained controlling rights from the combined party. (2) Combine not under the same control A business combination not involving entities under common control is a business combination in which all of the combining entities are not ultimately controlled by the same party or parties both before and after the combination. As a purchaser, fair value of the assets (equity of purchaser held before the date of purchasing included) for purchasing controlling right from the purchaser, the liability occurred or undertake on purchasing date less the fair value of identifiable net assets of the purchaser obtained in combination, recognized as goodwill if the results is positive; if the number is negative, the acquirer shall firstly review the measurement of the fair value of the identifiable assets obtained, liabilities incurred and contingent liabilities incurred, as well as the combination costs. After that, if the combination costs are still lower than the fair value of the identifiable net assets obtained, the acquirer shall recognize the difference as the profit or loss in the current period. Other directly expenses cost for combination shall be reckoned into current gains/losses. Difference of the fair value of assets paid and its book values, reckoned into current gains/losses. On purchasing date, the identifiable assets, liability or contingency of the purchaser obtained by the Company recognized by fair value, that required identification conditions; Acquisition date refers to the date on which the acquirer effectively obtains control of the purchaser. 6. Preparation method for consolidated financial statement (1) Recognition principle of consolidated scope On basis of the financial statement of the parent company and owned subsidiaries, prepared consolidated statement in line with relevant information. The scope of consolidation of consolidated financial statements is ascertained on the basis of effective control. Once certain elements involved in the above definition of control change due to changes of relevant facts or circumstances, the Company will make separate assessment. (2) Basis of control Control is the right to govern an invested party so as to obtain variable return through participating in the invested party’s relevant activities and the ability to affect such return by use of the aforesaid right over the invested party. Relevant activates refers to activates have major influence on return of the invested party’s. (3) Consolidation process Subsidiaries are consolidated from the date on which the company obtains their actual control, and are de-consolidated from the date that such control ceases. All significant inter-group balances, investment, transactions and unrealized profits are eliminated in the consolidated financial statements. For subsidiaries being 96 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 disposed, the operating results and cash flows prior to the date of disposal are included in the consolidated income statement and consolidated cash flow statement; for subsidiaries disposed during the period, the opening balances of the consolidated balance sheet would not be restated. For subsidiaries acquired from a business combination not under common control, their operating results and cash flows subsequent to the acquisition date are included in the consolidated income statement and consolidated cash flow statement, and the opening balances and comparative figures of the consolidated balance sheet would not be restated. For subsidiaries acquired from a business combination under common control, their operating results and cash flows from the date of commencement of the accounting period in which the combination occurred to the date of combination are included in the consolidated income statement and consolidated cash flow statement, and the comparative figures of the consolidated balance sheet would be restated. In preparing the consolidated financial statements, where the accounting policies or the accounting periods are inconsistent between the company and subsidiaries, the financial statements of subsidiaries are adjusted in accordance with the accounting policies and accounting period of the company. Concerning the subsidiary obtained under combination with different control, adjusted several financial statement of the subsidiary based on the fair value of recognizable net assets on purchased day while financial statement consolidation; concerning the subsidiary obtained under combination with same control, considered current status of being control by ultimate controller for consolidation while financial statement consolidation. The unrealized gains and losses from the internal transactions occurred in the assets the Company sold to the subsidiaries fully offset "the net profit attributable to the owners of the parent company". The unrealized gains and losses from the internal transactions occurred in the assets the subsidiaries sold to the Company are distributed and offset between "the net profit attributable to the owners of the parent company" and "minority interest" according to the distribution ratio of the Company to the subsidiary. The unrealized gains and losses from the internal transactions occurred in the assets sold among the subsidiaries are distributed and offset between "the net profit attributable to the owners of the parent company" and "minority interest" according to the distribution ratio of the Company to the subsidiary of the seller. The share of the subsidiary’s ownership interest not attributable to the Company is listed as “minority interest” item under the ownership interest in the consolidated balance sheet. The share of the subsidiary’s current profit or loss attributable to the minority interests is listed as "minority interest" item under the net profit item in the consolidated income statement. The share of the subsidiary’s current consolidated income attributable to the minority interests is listed as the “total consolidated income attributable to the minority shareholders” item under the total consolidated income item in the consolidated income statement. If there are minority shareholders, add the "minority interests" item in the consolidated statement of change in equity to reflect the changes of the minority interests. If the losses of the current period shared by a subsidiary’s minority shareholders exceed the share that the minority shareholders hold in the subsidiary ownership interest in the beginning of the period, the balance still charges against the minority interests. When the control over a subsidiary is ceased due to disposal of a portion of an interest in a subsidiary, the fair value of the remaining equity interest is re-measured on the date when the control ceased. The difference between the sum of the consideration received from disposal of equity interest and the fair value of the remaining equity interest, less the net assets attributable to the company since the acquisition date, is recognized as the investment income from the loss of control. Other comprehensive income relating to original equity investment in subsidiaries shall be treated on the same basis as if the relevant assets or liabilities were disposed of by the purchaser directly when the control is lost, namely be transferred to current investment income other than the relevant part of the movement arising from re-measuring net liabilities or net assets under defined benefit scheme 97 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 by the original subsidiary. Subsequent measurement of the remaining equity interests shall be in accordance with relevant accounting standards such as Accounting Standards for business Enterprises 2 – Long-term Equity Investments or Accounting Standards for business Enterprises 22 – Financial Instruments Recognition and Measurement. The company shall determine whether loss of control arising from disposal in a series of transactions should be regarded as a bundle of transactions. When the economic effects and terms and conditions of the disposal transactions met one or more of the following situations, the transactions shall normally be accounted for as a bundle of transactions: ①The transactions are entered into after considering the mutual consequences of each individual transaction; ② The transactions need to be considered as a whole in order to achieve a deal in commercial sense; ③The occurrence of an individual transaction depends on the occurrence of one or more individual transactions in the series; ④ The result of an individual transaction is not economical, but it would be economical after taking into account of other transactions in the series. When the transactions are not regarded as a bundle of transactions, the individual transactions shall be accounted as “disposal of a portion of an interest in a subsidiary which does not lead to loss of control” and “disposal of a portion of an interest in a subsidiary which lead to loss of control”. When the transactions are regarded as a bundle of transactions, the transactions shall be accounted as a single disposal transaction; however, the difference between the consideration received from disposal and the share of net assets disposed in each individual transactions before loss of control shall be recognized as other comprehensive income, and reclassified as profit or loss arising from the loss of control when control is lost. 7. Joint arrangement classification and accounting treatment for joint operations In accordance with the Company’s rights and obligation under a joint arrangement, the Company classifies joint arrangements into: joint ventures and joint operations. The company confirms the following items related to the share of interests in its joint operations, and in accordance with the provisions of the relevant accounting standards for accounting treatment: (1) Recognize the assets held solely by the Company, and recognize assets held jointly by the Company in appropriation to the share of the Company; (2) Recognize the obligations assumed solely by the Company, and recognize obligations assumed jointly by the Company in appropriation to the share of the Company; (3) Recognize revenue from disposal of the share of joint operations of the Company; (4) Recognize fees solely occurred by Company; (5) Recognize fees from joint operations in appropriation to the share of the Company. 8. Determining standards for cash and cash equivalent Cash refers to stock cash, savings available for paid at any time; cash and cash equivalent refers to the cash held by the Company with short terms(expired within 3 months since purchased), and liquid and easy to transfer as known amount and investment with minor variation in risks. 9. Foreign currency business and conversion The occurred foreign currency transactions are converted into the recording currency in accordance with the middle rate of the market exchange rate published by the People's Bank of China on the transaction date. Thereinto, 98 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 the occurred foreign currency exchange or transactions involved in the foreign currency exchange are converted in accordance with the actual exchange rate in the transactions. At the balance sheet date, the account balance of the foreign currency monetary assets and liabilities is converted into the recording currency amount in accordance with the middle rate of the market exchange rate published by the People's Bank of China on the transaction date. The balance between the recording currency amount converted according to exchange rate at the balance sheet date and the original recording currency amount is disposed as the exchange gains or losses. Thereinto, the exchange gains or losses occurred in the foreign currency loans related to the purchase and construction of fixed assets are disposed according to the principle of capitalization of borrowing costs; the exchange gains and losses occurred during the start-up are included in the start-up costs; the rest is included in the current financial expenses. At the balance sheet date, the foreign currency non-monetary items measured with the historical costs are converted in accordance with the middle rate of the market exchange rate published by the People's Bank of China on the transaction date without changing its original recording currency amount; the foreign currency non-monetary items measured with the fair value are converted in accordance with the middle rate of the market exchange rate published by the People's Bank of China on the fair value date, and the generated exchange gains and losses are included in the current profits and losses as the gains and losses from changes in fair value. The following displays the methods for translating financial statements involving foreign operations into the statements in RMB: The asset and liability items in the balance sheets for overseas operations are translated at the spot exchange rates on the balance sheet date. Among the owners’ equity items, the items other than “undistributed profits” are translated at the spot exchange rates of the transaction dates. The income and expense items in the income statements of overseas operations are translated at the average exchange rates of the transaction dates. The exchange difference arising from the above mentioned translation are recognized in other comprehensive income and is shown separately under owner’ equity in the balance sheet; such exchange difference will be reclassified to profit or loss in current year when the foreign operation is disposed according to the proportion of disposal. The cash flows of overseas operations are translated at the average exchange rates on the dates of the cash flows. The effect of exchange rate changes on cash is presented separately in the cash flow statement. 10. Financial instrument Financial instrument is the contract that taken shape of the financial asses for an enterprise and of the financial liability or equity instrument for other units. (1) Classification and measurement on financial assets and financial liability In terms of investment purposes and economic natures, the Company divides its financial assets into financial assets( with its variation of fair value reckoned into current gains/losses), financial assets available for sale, account receivables and held-to-maturity investments, among which, transactional financial asset is measured at fair value and movement of its fair value is recorded in current gains and losses; financial asset available for sale is measured at fair value and movement of its fair value is recorded in owners’ equity; account receivables and held-to-maturity investments are measured at amortized cost. In terms of economic nature, the Company divides its financial liabilities into two groups, namely financial 99 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 liabilities at fair value through gains and losses and other financial liabilities at amortized cost. (2) Determination of fair values for financial assets and financial liabilities The fair value refers to the price that will be received when selling an asset or the price to be paid to transfer a liability in an orderly transaction between market participants on the date of measurement. Financial instruments exist in an active market. Fair value is determined based on the quoted price in such market. An active market refers to where pricing is easily and regularly obtained from exchanges, brokers, industrial organizations and price fixing service organizations, representing the actual price of a market transaction that takes place in a fair deal. While financial instruments do not exist in an active market, the fair value is determined using valuation techniques. Valuation technologies include reference to be familiar with situation and prices reached in recent market transactions entered into by both willing parties, reference to present fair values of similar other financial instruments, cash flow discounting method and option pricing models. As for the equity investment of the invested party held by the Company, which has no controlling rights, common control or significant influence (that is under the major influence), has no quota in an active market and the fair value cannot be measure reasonably, than divided into financial assets available for sale and measured by cost. (3) Recognition basis and measurement for transfer of financial assets That the Company grants or delivers financial assets to party other than the issuer of such financial assets equals transfer of financial assets. Financial assets transferred could be the entire or part of such financial assets. Two forms are listed as follows: ① Transfer of right for collecting cash flow of financial assets to another party; ② Transfer financial assets to another party, while the aforementioned right is retained, with obligation of paying such cash flow to final collector When that the Company has transferred almost all risks and remunerations arising from ownership of all or part financial assets to another party, accordingly, recognition for such entire or part financial assets shall be ceased. Gains and losses are determined by the received consideration less the carrying value of the transferred financial assets. Meanwhile, the original accumulated gains or losses of financial assets recognized in the owners’ equity shall transferred to gains and losses; when all risks and remunerations attached to ownership are retained, recognition for such entire or part financial assets shall continue, and the consideration received shall be viewed as financial liabilities. As for the financial assets which the Company has neither transferred nor retained all risks and remunerations attached to ownership of such financial assets, while control upon such financial assets still exists, recognition shall be conducted in light of the degree of its continuous involvement in the transferred financial assets. Accordingly, relevant liabilities shall be recognized. (4) Recognition for termination of financial assets and liability Upon satisfaction of one of the following condition, financial assets will immediately experience discontinued recognition: ① Right entitled by contract in respect of collection of cash flow from such financial asset terminates. ② Such financial assets have been transferred and meet discontinued recognition condition for financial assets as 100 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 regulated by Accounting Standard for Enterprise No.23-Transfer of Financial Assets. Only when present obligations under financial liability have been released entirely or partly, could cease recognition of such financial liability or part thereof. (5) Impairment of financial assets The Company conducts inspection on carrying values of financial assets, except for transactional financial assets, as at balance sheet date. If there is objective evidence indicating that impairment has happened to financial assets, impairment reserve then shall be provided. Financial asset with great amount in single item is subject to separate impairment test. In case of any objective evidence indicating that impairment has happened to such financial asset, impairment loss shall be recognized and recorded in current gains and losses. As for the financial assets with no great amount in single item and those which prove to be not impaired after separate test, the Company will conduct impairment test on basis of credit portfolio which is determined in light of customers’ credit records and historical bad debts, so as to recognize impairment loss. Objective evidence indicating impairment happens to financial assets means the proceedings meeting the three characteristics: actually occurred subsequent to initial recognition of such financial assets, bring influence over the estimated future cash flow of such financial assets, and such influence could be reliably measured by the Company. The followings are included in objective evidences indicating impairment happens to financial assets: ① Serious financial difficulty happens to issuer or debtor; ② Breach of terms of contract by debtor, such as breach or overdue in repaying interest or principal; ③ Creditor makes concession for debtors who experience financial trouble in light of consideration for economy or laws; ④ Debtor is very likely to experience bankrupt or financial reorganization; ⑤ Financial assets are not able to be traded in active market since material financial difficulty happens to issuer; ⑥ It is unable to judge whether cash flow from certain asset in a group of financial assets has decreased, while it is finally found that the estimated future cash flow of such financial asset has actually decreased since its initial recognition and the decrease can be reliably measured by reference to the general valuation based on open data. For example, payment capacity of debtor of such financial assets portfolio gradually worsens, or unemployment in country or region where the debtor locates risen, price of guaranty falls greatly in the place where it locate, and the industry in which it belongs to is unpromising; ⑦ Material negative changes happen to technologies, markets, economy or law environment in which debtor operates, which leads to that equity instrument investor is not likely to be able to recover investment cost; ⑧ Fair value of equity instrument investment experiences severe or non-temporary falling; ⑨ Other objective evidence indicating impairment happens to financial assets. In the event of impairment in financial asset at amortized cost, impairment loss is calculated based on the difference between carrying value and present value of estimated future cash flow discounted at effective interest rate. After impairment loss is recognized for financial asset at amortized cost, if there is objective evidence indicating value of such financial asset has recovered, which is objectively related to proceedings occurred after recognition of such loss, the original impairment loss shall be reversed and recorded in current gains and losses. However, the 101 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 carrying value subsequent to such reversal shall not exceed the amortized cost of such financial asset as at the reversal date on assumption that such impairment loss had not been provided. Impairment of available-for-sale financial assets: in the event that decline in fair value of the available-for-sale equity instrument is regarded as “severe decline” or “non-temporary decline” on the basis of comprehensive related factors, it indicates that there is impairment loss of the available-for-sale equity instrument. In particular, “severe decline” refers to fair value is lower than 50% of the cost price and last for over one year. “Non-temporary decline” refers to fair value fell for over 6-month sessions. When the available-for-sale financial assets impair, the accumulated loss originally included in the other comprehensive income arising from the decrease in fair value was transferred out from the capital reserve and included in the profit or loss for the period. The accumulated loss that transferred out from the capital reserve is the balance of the acquired initial cost of asset, after deduction of the principal recovered, amortized amounts, current fair value and the impairment loss originally included in the profit or loss. After recognition of the impairment loss, if there is objective evidence showing recovery in value of such financial assets impaired and which is related to any event occurring after such recognition in subsequent periods, the impairment loss originally recognized shall be reversed. The impairment loss reversal of the available-for-sale equity instrument will be recognized as other comprehensive income, and the impairment loss reversal of the available-for-sale debt instrument will be included in the profit or loss for the period. When an equity investment that is not quoted in an active market and the fair value of which cannot be measured reliably, or the impairment loss of a derivative financial asset linked to the equity instrument that shall be settled by delivery of that equity instrument, then it will not be reversed. 11. Note receivable and account receivable (1) Account Receivable withdrawal on single significant amount and with bad debt provision accrued for single item Determine basis or amount standards for single The Company’s account receivables with above RMB 1 million in single item significant amount is defined as account receivables with significant amount in single item. Withdrawal method for account with single In line with the difference of present value of future cash flow lower its book significant amount and withdrawal single item bad value, carried out impairment test independently and withdrawal the bad debt debt provision reserves (2) Receivables with bad debt provision accrual by credit portfolio Combination Bad debt provision accrual Classify to many combination based on credit portfolio for those receivables with minor account singly and those with major amount but has no impairment been found after testing independently; Age analysis method base on the actual loss ratio of the receivables of previous years, with same or similar credit portfolio, and combining actual condition accrual bad debt reserves. In combination, accounts whose bad debts provision was accrued by age analysis: √ Applicable □ Not applicable Account age Accrual ratio for account receivable Accrual ratio for other receivables Within 6 months 102 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 6 months to one year 10.00% 10.00% 1-2 years 20.00% 20.00% 2-3 years 40.00% 40.00% Over 3 years 100.00% 100.00% 3-4 years 100.00% 100.00% 4-5 years 100.00% 100.00% Over 5 years 100.00% 100.00% In combination, withdrawal proportion of bad debt provision based on balance proportion □ Applicable √ Not applicable In combination, withdrawal proportion of bad debt provision based on other methods: □ Applicable √ Not applicable (3) Account receivable with minor single amount but with withdrawal bad debt provision for single item The present value of future cash flow has major difference with the Reasons for withdrawal single item bad debt provision receivable group’s present value of future cash flow Carried out impairment test independently, accrual bad debt reserves Withdrawal method for bad debt provision according to the difference of present value of future cash flow lower its book value 12. Inventory Whether the Company needs to comply with the disclosure requirement of special industry N (1) Classification of inventories The Company’s inventories are categorized into stock materials, product in process and stock goods etc. (2) Pricing for delivered inventories A. Generally, stock materials are calculated at planned cost. Material cost difference is individually set according to classification of grant types. Pursuant to the difference between the planned cost of the received or delivered raw materials and the material cost the aforesaid cost should share after carrying forward at period-end, the Company adjusts the planned cost to effective cost; finished products are priced at effective costs, and carried forward to operating cost by weighted average method when being delivered; B. Products in process are priced at effective costs, and carried forward to finished products at actually occurred cost; C. Finished self-produced products are priced at effective costs, and carried forward to operating cost by weighted average method; external purchase goods (from import and export trades) are carried forward to sales cost by individual pricing method. (3) Recognition evidence for net realizable value of inventories and withdrawal method for inventory impairment provision 103 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Inventories as at period-end are priced at the lower of costs and net realizable values; at period end, on the basis of overall clearance about inventories, inventory impairment provision is withdrew for uncollectible part of costs of inventories which result from destroy of inventories, out-of-time of all and part inventories, or sales price lowering than cost. Inventory impairment provision for stock goods and quantity of raw materials is subject to the difference between costs of single inventory item over its net realizable value. As for other raw materials with large quantity and comparatively low unit prices, inventory impairment provision is withdrawn pursuant to categories. As for finished goods, commodities and materials available for direct sales, their net realizable values are determined by their estimated selling prices less estimated sales expenses and relevant taxes. For material inventories held for purpose of production, their net realizable values are determined by the estimated selling prices of finished products less estimated costs, estimated sales expenses and relevant taxes accumulated till completion of production. As for inventories held for implementation of sales contracts or service contracts, their net realizable values are calculated on the basis of contract prices. In the event that inventories held by a company exceed order amount as agreed in sales contracts, net realizable values of the surplus part are calculated on the basis of normal sale price. (4) Inventory system Perpetual Inventory System is adopted by the Company and takes a physical inventory. (5) Amortization of low-value consumables and wrappage ①Low-value consumables The Company adopts one-off amortization method to amortize the low-value consumables. ②Wrappage The Company adopts one-off amortization method to amortize the wrappage at the time of receipt. 13. Assets held for sale The Company classifies non-current assets or disposal groups that meet all of the following conditions as held-for-sale: according to the practice of selling this type of assets or disposal groups in a similar transaction, the non-current assets or disposal group can be sold immediately at its current condition; The sale is likely to occur, that is, the Company has made resolution on the selling plan and obtained definite purchase commitment, the selling is estimated to be completed within one year. Those assets whose disposal is subject to approval from relevant authority or supervisory department under relevant requirements are subject to that approval. Where the Company loses control over its subsidiary due to disposal of investment in the subsidiary, whether or not the Company retains part equity investment after such disposal, investment in the subsidiary shall be classified in its entirety as held for sale in the separate financial statement of the parent company subject to that the investment in the subsidiary proposed to be disposed satisfies the conditions for being classified as held for sale, and all the assets and liabilities of the subsidiary shall be classified as held for sale in consolidated financial statement. The purchase commitment identified refers to the legally binding purchase agreement entered into between the Company and other parties, which sets out certain major terms relating to transaction price, time and adequately 104 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 stringent punishment for default, which render an extremely minor possibility for material adjustment or revocation of the agreement. Assets held for sale are measured at the lower of heir carrying value and fair value less selling expense. If the carrying value is higher than fair value less selling expense, the excess shall be recognized as impairment loss and recorded in profit or loss for the period, and allowance for impairment shall be provided for in respect of the assets. In respect of impairment loss recognized for disposal group held for sale, carrying value of the goodwill in the disposal group shall be deducted first, and then deduct the carrying value of the non-current assets within the disposal group applicable to this measurement standard on a pro rata basis according to the proportion taken by their carrying value. If the net amount of fair value of non-current assets held for sale less sales expense on subsequent balance sheet date increases, the amount previously reduced for accounting shall be recovered and reverted from the impairment loss recognized after the asset is classified under the category of held for sale, with the amount reverted recorded in profit or loss for the period. Impairment loss recognized before the asset is classified under the category of held for sale shall not be reverted. If the net amount of fair value of the disposal group held for sale on the subsequent balance sheet date less sales expenses increases, the amount reduced for accounting in previous periods shall be restored, and shall be reverted in the impairment loss recognized in respect of the non-current assets which are applicable to relevant measurement provisions after classification into the category of held for sale, with the reverted amount charged in profit or loss for the current period. The written-off carrying value of goodwill shall not be reverted. The non-current assets in the non-current assets or disposal group held for sale is not depreciated or amortized, and the debt interests and other fees in the disposal group held for sale continue to be recognized. If the non-current assets or disposal group are no longer classified as held for sale since they no longer meet the condition of being classified as held for sale or the non-current assets are removed from the disposal group held for sale, they will be measured at the lower of the following: (i) The amount after their book value before they are classified as held for sale is adjusted based on the depreciation, amortization or impairment that should have been recognized given they are not classified as held for sale; (ii) The recoverable amount. 14.Long-term equity investments Long-term equity investments refer to long-term equity investments in which the Company has control, joint control or significant influence over the invested party. Long-term equity investment without control or joint control or significant influence of the Group is accounted for as available-for-sale financial assets or financial assets measured at fair value with any change in fair value charged to profit or loss. (1) Determination of initial investment cost Investment costs of the long-term equity investment are recognized by the follow according to different way of acquirement: ①For a long-term equity investment acquired through a business combination involving enterprises under common control, the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of the owner’s equity under the consolidated financial statements of the ultimate 105 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 controlling party on the date of combination. The difference between the initial cost of the long-term equity investment and the cash paid, non-cash assets transferred as well as the book value of the debts borne by the absorbing party shall offset against the capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. If the consideration of the merger is satisfied by issue of equity securities, the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of the owner’s equity under the consolidated financial statements of the ultimate controlling party on the date of combination. With the total face value of the shares issued as share capital, the difference between the initial cost of the long-term equity investment and total face value of the shares issued shall be used to offset against the capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. (For business combination resulted in an enterprise under common control by acquiring equity of the absorbing party under common control through a stage-up approach with several transactions, these transactions will be judged whether they shall be treat as “transactions in a basket”. If they belong to “transactions in a basket”, these transactions will be accounted for a transaction in obtaining control. If they are not belong to “transactions in a basket”, the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of the owner’s equity under the consolidated financial statements of the ultimate controlling party on the date of combination. The difference between the initial cost of the long-term equity investment and the aggregate of the carrying amount of the long-term equity investment before merging and the carrying amount the additional consideration paid for further share acquisition on the date of combination shall offset against the capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. Other comprehensive income recognized as a result of the previously held equity investment accounted for using equity method on the date of combination or recognized for available-for-sale financial assets will not be accounted for.) ②For a long-term equity investment acquired through a business combination involving enterprises not under common control, the initial investment cost of the long-term equity investment shall be the cost of combination on the date of acquisition. Cost of combination includes the aggregate fair value of assets paid by the acquirer, liabilities incurred or borne and equity securities issued. (For business combination resulted in an enterprise not under common control by acquiring equity of the acquire under common control through a stage-up approach with several transactions, these transactions will be judged whether they shall be treat as “transactions in a basket”. If they belong to “transactions in a basket”, these transactions will be accounted for a transaction in obtaining control. If they are not belong to “transactions in a basket”, the initial investment cost of the long-term equity investment accounted for using cost method shall be the aggregate of the carrying amount of equity investment previously held by the acquire and the additional investment cost. For previously held equity accounted for using equity method, relevant other comprehensive income will not be accounted for. For previously held equity investment classified as available-for-sale financial asset, the difference between its fair value and carrying amount, as well as the accumulated movement in fair value previously included in the other comprehensive income shall be transferred to profit or loss for the current period.) plus the combination cost measured by costs which have directly connection with acquisition are considered as initial investment cost of such long-term equity investment. Realizable assets and liabilities undertaken by such assets (including contingent liabilities) of the party being combined as at the combination date are all measured at fair values, without consideration to amount of minority interests. The surplus of combination cost less fair value net realizable assets of the party being combined is recorded as goodwill, and the deficit is directly recognized in the consolidated statement of gains and losses. ③Long-term investments obtained through other ways: A. Initial investment cost of long-term equity investment obtained through cash payment is determined according to actual payment for purchase; 106 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 B. Initial investment cost of long-term equity investment obtained through issuance of equity securities is determined at fair value of such securities; C. Initial investment cost of long-term equity investment (exchanged-in) obtained through exchange with non-monetary assets, which is of commercial nature, is determined at fair value of the assets exchanged-out; otherwise determined at carrying value of the assets exchanged-out if it is not of commercial nature; D. Initial investment cost of long-term equity investment obtained through debt reorganization is determined at fair value of such investment. (2) Subsequent measurement on long-term equity investment ①Presented controlling ability on invested party, the investment shall use cost method for measurement. ②Long-term equity investments with joint control (excluding those constitute joint ventures) or significant influence on the invested party are accounted for using equity method. Under the equity method, where the initial investment cost of a long-term equity investment exceeds the investor’s interest in the fair value of the invested party’s identifiable net assets at the acquisition date, no adjustment shall be made to the initial investment cost. Where the initial investment cost is less than the investor’s interest in the fair value of the invested party’s identifiable net assets at the acquisition date, the difference shall be charged to profit or loss for the current period, and the cost of the long term equity investment shall be adjusted accordingly. Under the equity method, investment gain and other comprehensive income shall be recognized based on the Group’s share of the net profits or losses and other comprehensive income made by the invested party, respectively. Meanwhile, the carrying amount of long-term equity investment shall be adjusted. The carrying amount of long-term equity investment shall be reduced based on the Group’s share of profit or cash dividend distributed by the invested party. In respect of the other movement of net profit or loss, other comprehensive income and profit distribution of invested party, the carrying value of long-term equity investment shall be adjusted and included in the capital reserves. The Group shall recognize its share of the invested party’s net profits or losses based on the fair values of the invested party’s individual separately identifiable assets at the time of acquisition, after making appropriate adjustments thereto. In the event of inconformity between the accounting policies and accounting periods of the invested party and the Company, the financial statements of the invested party shall be adjusted in conformity with the accounting policies and accounting periods of the Company. Investment gain and other comprehensive income shall be recognized accordingly. In respect of the transactions between the Group and its associates and joint ventures in which the assets disposed of or sold are not classified as operation, the share of unrealized gain or loss arising from inter-group transactions shall be eliminated by the portion attributable to the Company. Investment gain shall be recognized accordingly. However, any unrealized loss arising from inter-group transactions between the Group and an invested party is not eliminated to the extent that the loss is impairment loss of the transferred assets. In the event that the Group disposed of an asset classified as operation to its joint ventures or associates, which resulted in acquisition of long-term equity investment by the investor without obtaining control, the initial investment cost of additional long-term equity investment shall be the fair value of disposed operation. The difference between initial investment cost and the carrying value of disposed operation will be fully included in profit or loss for the current period. In the event that the Group sold an asset classified as operation to its associates or joint ventures, the difference between the carrying value of 107 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 consideration received and operation shall be fully included in profit or loss for the current period. In the event that the Company acquired an asset which formed an operation from its associates or joint ventures, relevant transaction shall be accounted for in accordance with “Accounting Standards for Business Enterprises No. 20 “Business combination”. All profit or loss related to the transaction shall be accounted for. The Group’s share of net losses of the invested party shall be recognized to the extent that the carrying amount of the long-term equity investment together with any long-term interests that in substance form part of the investor’s net investment in the invested party are reduced to zero. If the Group has to assume additional obligations, the estimated obligation assumed shall be provided for and charged to the profit or loss as investment loss for the period. Where the invested party is making profits in subsequent periods, the Group shall resume recognizing its share of profits after setting off against the share of unrecognized losses. ③Acquisition of minority interest Upon the preparation of the consolidated financial statements, since acquisition of minority interest increased of long-term equity investment which was compared to fair value of identifiable net assets recognized which are measured based on the continuous measurement since the acquisition date (or combination date) of subsidiaries attributable to the Group calculated according to the proportion of newly acquired shares, the difference of which recognized as adjusted capital surplus, capital surplus insufficient to set off impairment and adjusted retained earnings. ④Disposal of long-term equity investments In these consolidated financial statements, for disposal of a portion of the long-term equity investments in a subsidiary without loss of control, the difference between disposal cost and disposal of long-term equity investments relative to the net assets of the subsidiary is charged to the owners’ equity. If disposal of a portion of the long-term equity investments in a subsidiary by the parent company results in a change in control, it shall be accounted for in accordance with the relevant accounting policies as described in Note V.- 6 “Preparation Method of the Consolidated Financial Statements”. On disposal of a long-term equity investment otherwise, the difference between the carrying amount of the investment and the actual consideration paid is recognized through profit or loss in the current period. In respect of long-term equity investment accounted for using equity method with the remaining equity interest after disposal also accounted for using equity method, other comprehensive income previously under owners’ equity shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant asset or liability by invested party on pro rata basis at the time of disposal. The owners’ equity recognized for the movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit distribution of invested party) shall be transferred to profit or loss for the current period on pro rata basis. In respect of long-term equity investment accounted for using cost method with the remaining equity interest after disposal also accounted for cost equity method, other comprehensive income measured and reckoned under equity method or financial instrument before control of the invested party unit acquired shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant asset or liability by invested party on pro rata basis at the time of disposal and shall be transferred to profit or loss for the current period on pro rata basis; among the net assets of invested party unit recognized by equity method (excluding net profit or loss, other 108 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 comprehensive income and profit distribution of invested party) shall be transferred to profit or loss for the current period on pro rata basis. In the event of loss of control over invested party due to partial disposal of equity investment by the Group, in preparing separate financial statements, the remaining equity interest which can apply common control or impose significant influence over the invested party after disposal shall be accounted for using equity method. Such remaining equity interest shall be treated as accounting for using equity method since it is obtained and adjustment was made accordingly. For remaining equity interest which cannot apply common control or impose significant influence over the invested party after disposal, it shall be accounted for using the recognition and measurement standard of financial instruments. The difference between its fair value and carrying amount as at the date of losing control shall be included in profit or loss for the current period. In respect of other comprehensive income recognized using equity method or the recognition and measurement standard of financial instruments before the Group obtained control over the invested party, it shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant asset or liability by invested party at the time when the control over invested party is lost. Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit distribution under net asset of invested party accounted for and recognized using equity method) shall be transferred to profit or loss for the current period at the time when the control over invested party is lost. Of which, for the remaining equity interest after disposal accounted for using equity method, other comprehensive income and other owners’ equity shall be transferred on pro rata basis. For the remaining equity interest after disposal accounted for using the recognition and measurement standard of financial instruments, other comprehensive income and other owners’ equity shall be fully transferred. In the event of loss of common control or significant influence over invested party due to partial disposal of equity investment by the Group, the remaining equity interest after disposal shall be accounted for using the recognition and measurement standard of financial instruments. The difference between its fair value and carrying amount as at the date of losing common control or significant influence shall be included in profit or loss for the current period. In respect of other comprehensive income recognized under previous equity investment using equity method, it shall be accounted for in accordance with the same accounting treatment for direct disposal of relevant asset or liability by invested party at the time when equity method was ceased to be used. Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit distribution under net asset of invested party accounted for and recognized using equity method) shall be transferred to profit or loss for the current period at the time when equity method was ceased to be used. The Group disposes its equity investment in subsidiary by a stage-up approach with several transactions until the control over the subsidiary is lost. If the said transactions belong to “transactions in a basket”, each transaction shall be accounted for as a single transaction of disposing equity investment of subsidiary and loss of control. The difference between the disposal consideration for each transaction and the carrying amount of the corresponding long-term equity investment of disposed equity interest before loss of control shall initially recognized as other comprehensive income, and subsequently transferred to profit or loss arising from loss of control for the current period upon loss of control. 109 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (3) Impairment test method and withdrawal method for impairment provision Found more in Note V-20-”impairment of long-term investment” (4) Criteria of Joint control and significant influence Joint control is the Company’s contractually agreed sharing of control over an arrangement, which relevant activities of such arrangement must be decided by unanimously agreement from parties who share control. All the participants or participant group whether have controlling over such arrangement as a group or not shall be judge firstly, than judge that whether the decision-making for such arrangement are agreed unanimity by the participants or not. Significant influence is the power of the Company to participate in the financial and operating policy decisions of an invested party, but to fail to control or joint control the formulation of such policies together with other parties. While recognizing whether have significant influence by invested party, the potential factors of voting power as current convertible bonds and current executable warrant of the invested party held by investors and other parties shall be thank over. 15. Investment real estate Measurement mode Measured by cost method Depreciation or amortization method Investment real estate is stated at cost. During which, the cost of externally purchased properties held-for-investment includes purchasing price, relevant taxes and surcharges and other expenses which are directly attributable to the asset. Cost of self construction of properties held for investment is composed of necessary expenses occurred for constructing those assets to a state expected to be available for use. Properties held for investment by investors are stated at the value agreed in an investment contract or agreement, but those under contract or agreement without fair value are stated at fair value. The Company adopts cost methodology amid subsequent measurement of properties held for investment, while depreciation and amortization is calculated using the straight-line method according to their estimated useful lives. The basis of provision for impairment of properties held for investment is referred to Note V-20-“Impairment of long-term assets” 16. Fixed assets (1) Confirmation conditions Fixed assets refer to the tangible assets for production of products, provision of labor, lease or operation, with a service life excess one year and has more unit value. (2) Depreciation methods 110 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Categories Method Years of depreciation Scrap value rate Yearly depreciation rate House and Building Straight-line depreciation 20~35 5 2.71~4.75 Machinery equipment Straight-line depreciation 10 5 9.50 Transportation equipment Straight-line depreciation 4~5 5 19.00~23.75 Electronic and other equipment Straight-line depreciation 3~10 5 9.50~31.67 As for the fixed assets with impairment accrual, calculated depreciation amount based on the accumulative number of impairment of fixed assets accrual. (3) Recognition basis, valuation and depreciation method for financial lease assets The Company affirms those that conform to below one or several criteria as the finance lease fixed assets: ① Agreed in the lease contract (or made a reasonable judgment according to the correlated conditions on the lease commencement date), the ownership of lease fixed assets can be transferred to the Company after the expiry of the lease period; ② The Company has the option to purchase or lease the fixed assets, and the purchase price is estimated to be much less than the fair value of the lease of fixed assets when exercises the options, so whether the Company will exercise the option can be reasonably determined on the lease commencement date; ③ Even though the fixed asset ownership is not transferred, the lease term accounts for 75% of the service life of the lease fixed assets; ④ The present value of the Company’s of minimum lease payment on the lease commencement date is equivalent to 90% or more of the fair value of the lease fixed assets on the lease commencement date; the present value of the leaser’s of minimum lease payment on the lease commencement date is equivalent to 90% or more of the fair value of the lease fixed assets on the lease commencement date; ⑤ The leased assets with special properties can only be used by the Company without major modifications. The fixed assets rented by finance leases is calculated as the book value according to the lower one between the fair value of leased assets on the lease commencement date and the present value of the minimum lease payments. (4) The impairment test method of fixed assets and the method of provision for impairment see Note V-20-“Long term asset impairment”. 17. Construction in progress Whether the Company needs to comply with the disclosure requirement of special industry No From the date on which the fixed assets built by the Company come into an expected usable state, the projects under construction are converted into fixed assets on the basis of the estimated value of project estimates or pricing or project actual costs, etc. Depreciation is calculated from the next month. Further adjustments are made to the difference of the original value of fixed assets after final accounting is completed upon completion of projects. The basis of provision for impairment of properties held for construction in process is referred to Note V-20-“Impairment of long-term assets” 111 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 18. Borrowing costs (1) Recognition of capitalization of borrowing costs Borrowing costs comprise interest occurred, amortization of discounts or premiums, ancillary costs and exchange differences in connection with foreign currency borrowings. The borrowing costs of the Company, which incur from the special borrowings occupied by the fixed assets that need more than one year (including one year) for construction, development of investment properties or inventories or from general borrowings, are capitalized and recorded in relevant assets costs; other borrowing costs are recognized as expenses and recorded in the profit or loss in the period when they are occurred. Relevant borrowing costs start to be capitalized when all of the following three conditions are met: ① Capital expenditure has been occurred; ② Borrowing costs have been occurred; ③ Acquisition or construction necessary for the assets to come into an expected usable state has been carried out. (2) Period of capitalization of borrowing costs Borrowing costs arising from purchasing fixed asset, investment real estate and inventory, and occurred after such assets reached to its intended use of status or sales, than reckoned into assets costs while satisfy the above mentioned capitalization condition; capitalization of borrowing costs shall be suspended and recognized as current expenditure during periods in which construction of fixed assets, investment real estate and inventory are interrupted abnormally, when the interruption is for a continuous period of more than 3 months, until the acquisition, construction or production of the qualifying asset is resumed; capitalization shall discontinue when the qualifying asset is ready for its intended use or sale, the borrowing costs occurred subsequently shall reckoned into financial expenses while occurring for the current period. (3) Measure of capitalization for borrowing cost In respect of the special borrowings borrowed for acquisition, construction or production and development of the assets qualified for capitalization, the amount of interests expenses of the special borrowings actually occurred in the period less interest income derived from unused borrowings deposited in banks or less investment income derived from provisional investment, are recognized. With respect to the general borrowings occupied for acquisition, construction or production and development of the assets qualified for capitalization, the capitalized interest amount for general borrowings is calculated and recognized by multiplying a weighted average of the accumulated expenditure on the assets in excess of the expenditure on the some assets of the special borrowings, by a capitalization rate for general borrowings. The capitalization rate is determined by calculation of the weighted average interest rate of the general borrowings. 19. Intangible assets (1) Measurement, use of life and impairment testing ① Measurement of intangible assets The intangible assets of the Company including land use rights, patented technology and non-patents technology etc. The cost of a purchased intangible asset shall be determined by the expenditure actually occurred and other related costs. 112 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 The cost of an intangible asset contributed by an investor shall be determined in accordance with the value stipulated in the investment contract or agreement, except where the value stipulated in the contract or agreement is not fair. The intangible assets acquired through exchange of non-monetary assets, which is commercial in substance, is carried at the fair value of the assets exchanged out; for those not commercial in substance, they are carried at the carrying amount of the assets exchanged out. The intangible assets acquired through debt reorganization, are recognized at the fair value. ② Amortization methods and time limit for intangible assets: Land use right of the company had average amortization by the transfer years from the beginning date of transfer (date of getting land use light); Patented technology, non-patented technology and other intangible assets of the Company are amortized evenly with the shortest terms among expected useful life, benefit years regulated in the contract and effective age regulated by the laws. The amortization amount shall count in relevant assets costs and current gains/losses according to the benefit object. As for the intangible assets as trademark, with uncertain benefit terms, amortization shall not be carried. Impairment testing methods and accrual for depreciation reserves for the intangible assets found more in Note V-20-“Long-term assets impairment”. (2) Internal accounting policies relating to research and development expenditures Expenses incurred during the research phase are recognized as profit or loss in the current period; expenses incurred during the development phase that satisfy the following conditions are recognized as intangible assets (patented technology and non-patents technology): ① It is technically feasible that the intangible asset can be used or sold upon completion; ② there is intention to complete the intangible asset for use or sale; ③ The products produced using the intangible asset has a market or the intangible asset itself has a market; ④ there is sufficient support in terms of technology, financial resources and other resources in order to complete the development of the intangible asset, and there is capability to use or sell the intangible asset; ⑤ the expenses attributable to the development phase of the intangible asset can be measured reliably. If the expenses incurred during the development phase did not qualify the above mentioned conditions, such expenses incurred are accounted for in the profit or loss for the current period. The development expenditure reckoned in gains/losses previously shall not be recognized as assets in later period. The capitalized expenses in development stage listed as development expenditure in balance sheet, and shall be transfer as intangible assets since such item reached its expected conditions for service. 20. Impairment of long-term asset The Company will judge if there is any indication of impairment as at the balance sheet date in respect of non-current non-financial assets such as fixed assets, construction in progress, intangible assets with a finite useful life, investment properties measured at cost, and long-term equity investments in subsidiaries, joint controlled entities and associates. If there is any evidence indicating that an asset may be impaired, recoverable amount shall be estimated for impairment test. Goodwill, intangible assets with an indefinite useful life and intangible assets 113 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 beyond working conditions will be tested for impairment annually, regardless of whether there is any indication of impairment. If the impairment test result shows that the recoverable amount of an asset is less than its carrying amount, the impairment provision will be made according to the difference and recognized as an impairment loss. The recoverable amount of an asset is the higher of its fair value less costs of disposal and the present value of the future cash flows expected to be derived from the asset. An asset’s fair value is the price in a sale agreement in an arm’s length transaction. If there is no sale agreement but the asset is traded in an active market, fair value shall be determined based on the bid price. If there is neither sale agreement nor active market for an asset, fair value shall be based on the best available information. Costs of disposal are expenses attributable to disposal of the asset, including legal fee, relevant tax and surcharges, transportation fee and direct expenses incurred to prepare the asset for its intended sale. The present value of the future cash flows expected to be derived from the asset over the course of continued use and final disposal is determined as the amount discounted using an appropriately selected discount rate. Provisions for assets impairment shall be made and recognized for the individual asset. If it is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the recoverable amount of the asset group to which the asset belongs. The asset group is the smallest group of assets capable of generating cash flows independently. For the purpose of impairment testing, the carrying amount of goodwill presented separately in the financial statements shall be allocated to the asset groups or group of assets benefiting from synergy of business combination. If the recoverable amount is less than the carrying amount, the Group shall recognize an impairment loss. The amount of impairment loss shall first reduce the carrying amount of any goodwill allocated to the asset group or set of asset groups, and then reduce the carrying amount of other assets (other than goodwill) within the asset group or set of asset groups, pro rata on the basis of the carrying amount of each asset. An impairment loss recognized on the aforesaid assets shall not be reversed in a subsequent period in respect of the part whose value can be recovered. 21. Long-term deferred expenses Long-term expenses to be amortized of the Company the expenses that are already charged and with the beneficial term of more than one year are evenly amortized over the beneficial term. For the long-term deferred expense items cannot benefit the subsequent accounting periods, the amortized value of such items is all recorded in the profit or loss during recognition. 22. Employee compensation (1) Accounting treatment for short-term compensation During the accounting period when the staff providing service to the Company, the short-term remuneration actual occurred shall recognized as liability and reckoned into current gains/losses. During the accounting period when staff providing service to the Company, the actual short-term compensation occurred shall recognized as liabilities and reckoned into current gains/losses, except for those in line with accounting standards or allow to reckoned into capital costs; the welfare occurred shall reckoned into current gains/losses or relevant asses costs while actually occurred. The employee compensation shall recognize as liabilities and reckoned into current gains/losses or relevant assets costs while actually occurred. The employee benefits that belong to non-monetary benefits are 114 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 measured in accordance with the fair value; the social insurances including the medical insurance, work-injury insurance and maternity insurance and the housing fund that the enterprise pays for the employees as well as the labor union expenditure and employee education funds withdrawn by rule should be calculated and determined as the corresponding compensation amount and determined the corresponding liabilities in accordance with the specified withdrawing basis and proportion, and reckoned in the current profits and losses or relevant asset costs in the accounting period that the employees provide services. (2) Accounting treatment for post-employment benefit The post-employment benefit included the defined contribution plans and defined benefit plans. Post-employment benefits plan refers to the agreement about the post-employment benefits between the enterprise and employees, or the regulations or measures the enterprise established for providing post-employment benefits to employees. Thereinto, the defined contribution plan refers to the post-employment benefits plan that the enterprise doesn’t undertake the obligation of payment after depositing the fixed charges to the independent fund; the defined benefit plans refers to post-employment benefits plans except the defined contribution plan. (3) Accounting for retirement benefits When the Company terminates the employment relationship with employees before the end of the employment contracts or provides compensation as an offer to encourage employees to accept voluntary redundancy, the Company shall recognize employee compensation liabilities arising from compensation for staff dismissal and included in profit or loss for the current period, when the Company cannot revoke unilaterally compensation for dismissal due to the cancellation of labor relationship plans and employee redundant proposals; and the Company recognize cost and expenses related to payment of compensation for dismissal and restructuring, whichever is earlier. The early retirement plan shall be accounted for in accordance with the accounting principles for compensation for termination of employment. The salaries or wages and the social contributions to be paid for the employees who retire before schedule from the date on which the employees stop rendering services to the scheduled retirement date, shall be recognized (as compensation for termination of employment) in the current profit or loss by the Group if the recognition principles for provisions are satisfied. (4)Accounting for other long-term employee benefits Except for the compulsory insurance, the Company provides the supplementary retirement benefits to the employees satisfying some conditions, the supplementary retirement benefits belong to the defined benefit plans, and the defined benefit liability confirmed on the balance sheet is the value by subtracting the fair value of plan assets from the present value of defined benefit obligation. The defined benefit obligation is annually calculated in accordance with the expected accumulated welfare unit method by the independent actuary by adopting the treasury bond rate with similar obligation term and currency. The service charges related to the supplementary retirement benefits (including the service costs of the current period, the previous service costs, and the settlement gains or losses) and the net interest are reckoned in the current profits and losses or other asset costs, the changes generated by recalculating the net liabilities of defined benefit plans or net assets should be reckoned in other consolidated income. 115 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 23. Accrual liabilities (1) Recognition principle An obligation related to a contingency, such as guarantees provided to outsiders, pending litigation or arbitration, product warranties, redundancy plans, onerous contracts, reconstructing, expected disposal of fixed assets, etc. shall be recognized as an estimated liability when all of the following conditions are satisfied: ① the obligation is a present obligation of the Company; ② it is Contingent that an outflow of economic benefits will be required to settle the obligation; ③ the amount of the obligation can be measured reliably. (2) Measurement method: Measure on the basis of the best estimates of the expenses necessary for paying off the contingencies 24. Revenue Whether the Company needs to comply with the disclosure requirement of special industry No (1) Concrete judging criteria for time of recognized The major risks and remuneration entitled to the ownership of goods are transferred to buyer; neither retain the continued management right generally related to ownership, nor exercise effective control over the sold products; the relevant economic benefits are probable to flow into the Company; the relevant income and costs can be measured reliably. Concrete judging criteria for time of recognized the income from goods sales: The Company's domestic sales revenue recognition time: The company delivers goods as agreed, checks the goods that the buyers have received and inspected during the period of the last reconciliation date and this reconciliation date with the buyers on the reconciliation date as agreed, and transfers the risks and remunerations to the buyers after checking, the Company issues the invoices to the buyers in accordance with the recognized varieties, quantities and amounts and affirms the sales revenue realization on the reconciliation date. The Company's overseas sales revenue recognition time: After checking by the customs, the Company affirms the sales revenue realization according to the date of departure on the customs declaration. (2) Recognition of revenue of assets using right alienation Revenue from use by others of enterprise assets shall be recognized only when the associated economic benefit can flow into the Company, and the amount of revenue can be measured reliably, revenue measured by the follow: ① Interest income amount: calculated and determined in accordance with the time that others use the enterprises cash and the actual interest rate. ② Royalty revenue amount: calculated and determined in accordance with the charging time and method of the relevant contract or agreement as agreed. The basis that the Company confirms the revenue from transferring the right to use assets. Rental income: the revenue realization is confirmed after collecting the rent on the date as agreed in the rental contract (or agreement). For the rent not received on the date as agreed in the contract or agreement but can be received, and of which the amount of revenue can be measured reliably can also be recognized as revenue. (3) When confirming the incomes of labor services and construction contracts according to the percentage of completion method, determine the basis and method of the contract completion plan. For the service transaction results can be estimated reliably on the balance sheet date, the service revenue is determined and recognized by adopting the percentage of completion method. The completion progress of service 116 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 transaction is determined by the proportion of incurred costs in the estimated total cost. The total service revenue is determined by the received or receivable contract or agreement costs, except that the received or receivable contract or agreement costs are not fair. On the balance sheet date, the service revenue of the current period is determined by multiplying the total service revenue by the completion progress and deducting the amount accumulated in the previous accounting period and confirmed to render the service revenue. Meanwhile, the labor costs of the current period are carried forward by multiplying the total estimated costs of labor services by the completion progress and deducting the amount accumulated in the previous accounting period with confirmed service costs. For the service transaction results cannot be estimated reliably on the balance sheet date, respectively dispose as following circumstances: ①The incurred labor costs estimated to be compensated are confirmed to render the service revenue according to the incurred labor costs, and are carried forward by the equivalent amount. ②The incurred labor costs estimated not to be compensated are reckoned in the current profits or losses, and are not confirmed to render the service revenue. 25. Government Grants (1) Types Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at no consideration. Government grants are classified into government grants related to assets and government grants related to income. As for the assistance object not well-defined in government’s documents, the classification criteria for assets-related or income-related grants are as: whether the grants turn to long-term assets due to purchasing for construction or other means. (2) Recognition and measure The government grants shall be recognized while meet the additional conditions of the grants and amount is actually can be obtained. If a government grant is in the form of a transfer of monetary asset, the item shall be measured at the amount received or receivable. If a government grant is in the form of a transfer of non-monetary asset, the item shall be measured at fair value. If the fair value can not be reliably acquired, than measured by nominal amount. (3) Accounting treatment A government grant related to an asset shall be recognized as deferred income, and reckoned into current gains/losses according to the depreciation process in use life of such assets. A government grant related to income, if they making up relevant expenses and losses for later period, than recognized deferred income, and should reckoned into current gain/loss during the period while relevant expenses are recognized; if they making up relevant expenses and losses that occurred, than reckoned into current gains/losses. A government grant related to daily operation activity of the Company should reckoned into other income; those without related to daily operation activity should reckoned into non-operation income and expenses. The financial discount funds received by the Company shall write down relevant borrowing costs. 26. Deferred income tax assets/Deferred income tax liabilities (1) Deferred income tax assets or deferred income tax liabilities are realized based on the difference between the 117 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 carrying values of assets and liabilities and their taxation bases (as for the ones did not recognized as assets and liability and with taxation basis recognized in line with tax regulations, different between tax base and its book value) at the tax rates applicable in the periods when the Company recovers such assets or settles such liabilities. (2) Deferred income tax assets are realized to the extent that it is probable to obtain such taxable income which is used to set off the deductible temporary difference. As at the balance sheet date, if there is obvious evidence showing that it is probable to obtain sufficient taxable income to set off the deductible temporary difference in future periods, deferred income tax assets not realized in previous accounting periods shall be realized. (3) On balance sheet date, re-review shall be made in respect of the carrying value of deferred income tax assets. If it is impossible to obtain sufficient taxable income to set off the benefits of deferred income tax assets in future periods, then the carrying value of deferred income tax assets shall be reduced accordingly. If it is probable to obtain sufficient taxable income, then the amount reduced shall be switched back. (4) Current income tax and deferred income tax considered as income tax expenses or incomes reckoned into current gains/losses, excluding the follow income tax: ①Enterprise combination; ②Transactions or events recognized in owner’s equity directly 27. Lease (1) Accounting for operating lease The rental fee paid for renting the properties by the company are amortized by the straight-line method and reckoned in the current expenses throughout the lease term without deducting rent-free period. The initial direct costs related to the lease transactions paid by the company are reckoned in the current expenses. When the lessor undertakes the expenses related to the lease that should be undertaken by the company, the company shall deduct the expenses from the total rental costs, share by the deducted rental costs during the lease term, and reckon in the current expenses. Rental obtained from assets leasing, during the whole leasing period without rent-free period excluded, shall be amortized by straight-line method and recognized as leasing revenue. The initial direct costs paid with leasing transaction concerned are reckoned into current expenditure; the amount is larger is capitalized when incurred, and accounted for as profit or loss for the current period on the same basis as recognition of rental income over the entire lease period. When the company undertakes the expenses related to the lease that should be undertaken by the lessor, the company shall deduct the expenses from the total rental income, and distribute by the deducted rental costs during the lease term. (2) Accounting for financing lease Assets lease-in by financing: On the beginning date of the lease, the entry value of leased asset shall be at the lower of the fair value of the leased asset and the present value of minimum lease payment at the beginning date of the lease. Minimum lease payment shall be the entry value of long-term accounts payable, with difference recognized as unrecognized financing expenses. Unrecognized financing expenses shall be reckoned in financial 118 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 expenses and amortized and using effective interest method during the leasing period. The initial direct costs incurred by the Company shall be reckoned into value of assets lease-in. Finance leased assets: on the lease commencement date, the company affirms the balance among the finance lease receivables, the sum of unguaranteed residual value and its present value as the unrealized financing income, and recognizes it as the rental income during the period of receiving the rent. For the initial direct costs related to the rental transaction, the company reckons in the initial measurement of the finance lease receivables, and reduces the amount of income confirmed in the lease term. 28. Other important accounting policy and accounting estimation In the process of applying the Company's accounting policies, due to the inherent uncertainty of business activities, the Company needs to judge, estimate and assume the book value of the report items cannot be accurately measured. These judgments, estimates and assumptions are made on the basis of the historical experience of the Company’s management and by considering other relevant factors, which shall impact the reported amounts of income, expenses, assets and liabilities and the disclosure of contingent liabilities on the balance sheet date. However, the actual results caused by the estimated uncertainties may differ from the management's current estimates of the Company so as to carry out the significant adjustments to the book value of the assets or liabilities to be affected. The Company regularly reviews the aforementioned judgments, estimates and assumptions on the basis of continuing operations, the changes in accounting estimates only affect the current period, of which the impacts are recognized in the current period; the changes in accounting estimates not only affect the current period but also the future periods, of which the impacts are recognized in the current and future periods. On the balance sheet date, the important areas of the financial statements that the Company needs to judge, estimate and assume are as follows: (1) Provision for bad debts According to the accounting policies of the accounts receivable, the Company adopts the allowance method to calculate the bad debt losses. The impairment of receivables is based on the assessment to the collectability of the accounts receivable. The impairment of accounts receivable requires the management’s judgments and estimates. The actual results and the differences between the previously estimated results shall affect the book value of accounts receivable and the provision or return of the receivables’ bad debt reserves during the period estimated to be changed. (2) Inventory impairment According to the inventory accounting policies, the Company measures by the comparison between the cost and the net realizable value, if the cost is higher than the net realizable value and the old and unsalable inventories, the Company calculates and withdraws the inventory impairment. The inventory devalues to the net realizable value by evaluating the inventory’s vendibility and net realizable value. To identify the inventory impairment, the management needs to obtain the unambiguous evidences, and consider the purpose to hold the inventory, and judge and estimate the impacts of events after the balance sheet date. The actual results and the differences between the previously estimated results shall affect the book value of inventory and the provision or return of the inventory impairment during the period estimated to be changed. 119 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (3) Held-to-maturity investments The Company classifies the non-derivative financial assets that meet the requirements, have the fixed or ascertainable repayment amount and fixed due date, and that the Company has the positive intention and ability to hold to maturity as the held-to-maturity investment. This classification involves a lot of judgments. In the process of making the judgments, the Company will evaluate its willingness and ability to this held-to-maturity investment. Except in certain cases (such as the investments with insignificant sales amount when the maturity date comes), if the Company fails to hold these investments till the maturity date, then all the investments shall be reclassified to the available-for-sale financial assets which cannot be classified as the held-to-maturity investments in this fiscal year and the next two fiscal years. This kind of case may have a significant impact on the relevant financial assets value listed on the financial statements, and may affect the Company's financial instruments risk management strategy. (4) Impairment of held-to-maturity investments The Company determines that the impairment of held-to-maturity investments largely relies on management's judgments. The objective evidences of impairment include that the issuer has serious financial difficulties so that the financial assets cannot continue to be traded in an active market, or cannot be able to fulfill the contract terms (for example, breach the contract of paying the interests or principal), etc. In the process of making the judgments, the Company needs to evaluate the impact of the objective evidence of impairment to the expected future cash flows of the investment. (5) Impairment of financial assets available for sale The Company determines that the impairment of held-to-maturity investments largely relies on management's judgments and assumptions so as to determine whether it is needed to affirm its impairment loss in the profit statement. In the process of making the judgments and assumptions, the Company needs to evaluate the extent and duration when the fair value of the investment is less than the cost, as well as the financial situation and short-term business prospects of the invested party, including the industry conditions, technological change, credit rating, default rates, and risks of the counter party. (6) Preparation for the impairment of non-financial & non-current assets The Company checks whether the non-current assets except for the financial assets may decrease in value at the balance sheet date. For the intangible assets with indefinite service life, in addition to the annual impairment test, the impairment test is also needed when there is a sign of impairment. For the other non-current assets except for the financial assets, the impairment test is needed when it indicates that the book amounts may not be recoverable. When the book value of the asset or group of assets exceeds its recoverable amount, i.e. the higher between the net amount by subtracting the disposal costs from the fair value and the present value of expected future cash flows, it indicates the impairment. As for the net amount by subtracting the disposal costs from the fair value, refer to the sales agreement price similar to the assets in the fair trade or the observable market price, and subtract the incremental costs determination directly attributable to the disposal of the asset. When estimating the present value of the future cash flow, the Company needs to make significant judgments to the output, price, and related operating expenses of the asset (or asset group) and the discount rate used for calculating 120 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 the present value. When estimating the recoverable amount, the Company shall adopt all the relevant information can be obtained, including the prediction related to the output, price, and related operating expenses based on the reasonable and supportable assumptions. The Company tests whether its business reputation decreases in value every year, which requires to estimating the present value of the asset group allocated with goodwill or the future cash flow combined by the asset group. When estimating the present value of the future cash flow, the Company needs to estimate the future cash flows generated by the asset group or the combination of asset group, and select the proper discount rate to determine the present value of the future cash flows. (7) Depreciation and amortization The Company depreciates and amortizes the investment property, fixed assets and intangible assets according to the straight-line method in the service life after considering the residual value. The Company regularly reviews the service life to determine the depreciation and amortization expense amount to be reckoned in each reporting period. The service life is determined by the Company based on the past experience of similar assets and the expected technological updating. If the previous estimates have significant changes, the depreciation and amortization expense shall be adjusted in future periods. (8) Income tax In the Company’s normal business activities, the final tax treatment and calculation of some transactions have some uncertainties. Whether some projects can be disbursed from the cost and expenses before taxes requires needs to get approval from the tax authorities. If the final affirmation of these tax matters differs from the initially estimated amount, the difference shall have an impact on its current and deferred income taxes during the final identification period. (9) Early retirement benefits and supplementary retirement benefits The expenses of the Company's early retirement benefits and supplementary retirement benefits and the amount of liabilities are determined in accordance with various assumptions. These assumptions include the discount rate, the average growth rate of health care costs, the subsidy growth rate of the early retired personnel and retirees and the other factors. The differences between the actual results and assumptions will be immediately identified and included in the costs of the current year. Although the management thought the reasonable assumptions have been adopted, the changes in the actual experience and assumed conditions will impact the costs and liability balances of the Company's internal early retirement benefits and supplementary retirement benefits. 29. Changes of important accounting policy and estimation (1) Changes of major accounting policies √ Applicable □Not applicable Content and causes for changes of accounting policy Approval procedures On June 15, 2018, the Ministry of Finance issued the Notice on Amending the Format of Financial Deliberated and Statements of General Enterprises in 2018 (CK No. [2018] 15), revised the financial statements format of approved by 5th general enterprises. According to the requirement, relevant content of the accounting policy needs to be session of the 9th BOD adjusted, and the financial statement should be prepared in line with the format of financial statement for 121 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 general enterprise(applicable to enterprise that have not yet implemented new financial and revenue standards). The impacts on the items and amounts related to consolidated financial statements and the parent company’s financial statements during the comparable period are as: Impact on the amount in relevant financial statement of 2017/on 31 December 2017 Changes of Amount affected (+,-) accounting policy Item Consolidate financial Financial statement of parent statement company The Company Notes receivable -1,464,256,934.83 -449,209,323.02 prepared the Account receivable -1,995,577,830.90 -1,047,012,889.92 financial statement of Note receivable and account receivable 3,459,834,765.73 1,496,222,212.94 2018 in line with the Interest receivable -2,281,979.17 -97,627.77 format regulated in Other receivables 2,281,979.17 97,627.77 CK No. [2018] 15, Note payable -947,976,759.10 -459,762,950.78 and changed the Account payable -2,570,956,205.83 -1,082,206,882.07 presentation of relevant financial Note payable and account payable 3,518,932,964.93 1,541,969,832.85 statements by Interest payable -401,928.43 -93,777.78 retrospective method Other accounts payable 401,928.43 93,777.78 Long-term account payable 18,265,082.11 -- Special account payable -18,265,082.11 -- Administration expenses -391,315,234.75 -119,083,205.53 R&D expenses 391,315,234.75 119,083,205.53 (2) Changes of important accounting estimate □ Applicable √ Not applicable VI. Taxation 1. Major taxes and tax rates Tax Basis Tax rate Tax rate of 17%, 16%, 11%, 10%, 6% and 5%,rate for exported VAT Taxable income commodities is stipulated by the state with declaration of export tax rebate, rate of tax may be “exempted, credited and refunded” City maintaining & construction tax Turnover tax payable 7% Corporation income tax Taxable income 25%、15% Educational surtax Turnover tax payable 5%、4.5% Disclose reasons for different taxpaying body 122 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Taxpaying body Income tax rate Weifu Mashan, Weifu Chang’an, Weifu International Trade, Weifu ITM, Weifu Schmidt, Weifu Leader (Wuhan), 25% Weifu Leader(Nanchang) The Company, Weifu Jinning, Weifu Leader, Weifu Tianli, Weifu Autocam , Weifu Leader(Chongqing) 15% 2. Tax preference On 17 November 2017, the Company got a “High-Tech Enterprise Certificate” issued jointly by Science & Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201732000007. Corporate income tax of the Company shall be taxed by 15% in three years since 1 January 2017 in accordance with State regulations. On 27 December 2017, Weifu Jinning got a “High-Tech Enterprise Certificate” issued jointly by Science & Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201732004010. Corporate income tax of the Weifu Jinning shall be taxed by 15% in three years since 1 January 2017 in accordance with State regulations. On 17 November 2017, Weifu Leader got a “High-Tech Enterprise Certificate” issued jointly by Science & Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201732001828. Corporate income tax of the Weifu Leader shall be taxed by 15% in three years since 1 January 2017 in accordance with State regulations. On 29 November 2017, Weifu Tianli got a “High-Tech Enterprise Certificate” issued jointly by Science & Technology Bureau of Ningbo, Department of Finance of Ningbo, Ningbo Office, SAT and Ningbo, Zhejiang Provincial Local Taxation Bureau, certificate No.: GR201733100363. Corporate income tax of the Weifu Tianli shall be taxed by 15% in three years since 1 January 2017 in accordance with State regulations. On 17 November 2017, Weifu Autocam got a “High-Tech Enterprise Certificate” issued jointly by Science & Technology Department of Jiangsu Province, Department of Finance of Jiangsu Province, Jiangsu Provincial Office, SAT and Jiangsu Local Taxation Bureau, certificate No.: GR201732001043. Corporate income tax of the Weifu Autocam shall be taxed by 15% in three years since 1 January 2017 in accordance with State regulations. The State Administration of Taxation announced the first item of Announcement of the State Administration of Taxation on the Enterprise Income Tax Issues Concerning the Implementation of the Western Development Strategy No. 12 of 2012 that from January 1, 2011 to December 31, 2020, the enterprises located in the west region and mainly engaged in the industrial projects stipulated in the Catalogue of Encouragement Industries in the Western Region, and whose main business income accounting for more than 70% of the total income of the enterprise in the current year can pay the corporate income tax at the tax rate of 15%. In 2018, Weifu Leader (Chongqing) paid its corporate income tax at the tax rate of 15%. 123 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 VII. Notes to major items in consolidated financial statements 1. Monetary funds In RMB/CNY Item Ending balance Opening balance Cash on hand 194,161.03 736,773.22 Cash in bank 2,534,479,978.46 3,027,702,581.00 Other Monetary funds 81,647,601.24 90,270,058.61 Total 2,616,321,740.73 3,118,709,412.83 Other explanation Item 2018-12-31 2017-12-31 Bank acceptance bill, L/C and other collateral 80,765,732.67 89,623,690.04 Frozen dividend 881,868.57 646,368.57 Total 81,647,601.24 90,270,058.61 Other explanation: The frozen dividend of 881,868.57 Yuan represents the part of dividends distributed by SDEC (stock code:600841) and Miracle Logistics (stock code:002009) for 2017 and 2018 held by the Company as financial assets available for sale. According to the notices numbered Yue 03MC[2016]2490 and Yue 03MC[2016]2492 served by Guangdong Shenzhen Intermediate People’s Court, these dividends were frozen. 2. Note receivable and account receivable In RMB/CNY Item Ending balance Opening balance Notes receivable 1,148,107,603.68 1,464,256,934.83 Account receivable 1,919,793,266.91 1,995,577,830.90 Total 3,067,900,870.59 3,459,834,765.73 (1)Notes receivable 1)Classification of notes receivable In RMB/CNY Item Ending balance Opening balance Bank acceptance bill 1,082,574,482.88 1,399,006,661.54 Commercial acceptance bill 65,533,120.80 65,250,273.29 Total 1,148,107,603.68 1,464,256,934.83 124 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 2) Notes receivable already pledged by the Company at the end of the period In RMB/CNY Item Amount pledge at period-end Bank acceptance bill 423,527,758.19 Total 423,527,758.19 3) Notes endorsement or discount and undue on balance sheet date In RMB/CNY Item Amount derecognition at period-end Amount not derecognition at period-end Bank acceptance bill 776,847,577.64 Commercial acceptance bill 9,230,507.00 Total 786,078,084.64 4) Notes transfer to account receivable due for failure implementation by drawer at period-end In RMB/CNY Item Amount transfer to account receivable at period-end Commercial acceptance bill 7,000,000.00 Total 7,000,000.00 Other explanation The commercial acceptance bills that the company transferred to the accounts receivable due to the failure of the drawer to perform the agreement at the end of the period were the bills of the subsidiaries controlled by Baota Petrochemical Group Co., Ltd. and the bills accepted by Baota Petrochemical Group Finance Co., Ltd. (hereinafter referred to as “BD bills”); as of December 31, 2018, these bills had expired. (2)Account receivable 1) Classification of account receivable In RMB/CNY Ending balance Opening balance Book balance Bad debt reserve Book balance Bad debt reserve Category Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Account receivable with single significant amount 7,000,00 7,000,00 0.36% 100.00% and withdrawal bad 0.00 0.00 debt provision separately Account receivables 1,951,01 31,222,9 1,919,793 2,006,9 11,359,20 1,995,577,8 with bad debt 99.56% 1.60% 99.90% 0.57% 6,221.14 54.23 ,266.91 37,035. 4.21 30.90 provision accrual by 125 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 credit portfolio 11 Account receivable with single significant amount 1,685,11 1,685,11 1,935,1 1,935,107 0.08% 100.00% 0.10% 100.00% and bad debts 0.25 0.25 07.25 .25 provision accrued individually 2,008,8 1,959,70 39,908,0 1,919,793 13,294,31 1,995,577,8 Total 100.00% 2.04% 72,142. 100.00% 0.66% 1,331.39 64.48 ,266.91 1.46 30.90 36 Account receivable with single significant amount and withdrawal bad debt provision separately at period end √ Applicable □ Not applicable In RMB/CNY Account receivable(by Ending balance enterprise) Account receivable Bad debt reserve Accrual ratio Accrual causes BD bills 7,000,000.00 7,000,000.00 100.00% Have difficulty in collection Total 7,000,000.00 7,000,000.00 -- -- Account receivable provided for bad debt reserve under aging analysis method in the groups: √ Applicable □ Not applicable In RMB/CNY Ending balance Account age Account receivable Bad debt reserve Accrual ratio Subitem of within one year Within 6 months 1,728,298,586.40 6 months to one year 179,611,775.01 17,961,177.51 10.00% Subtotal of within one year 1,907,910,361.41 17,961,177.51 1-2 years 36,164,276.98 7,232,855.40 20.00% 2-3 years 1,521,102.38 608,440.95 40.00% Over 3 years 5,420,480.37 5,420,480.37 100.00% Total 1,951,016,221.14 31,222,954.23 1.60% Explanation on combination determines: Excluding the account receivable accrual impairment provision separately; based on actual loss ratio of the receivable groups that owes same or similar risk features, which has classify by age in previous years, determine accrual ratio for bad debt provision combine with real condition In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable □ Applicable √ Not applicable In combination, withdrawal proportion of bad debt provision based on other methods for account receivable: Nil 2) Bad debt provision accrual collected or switch back 126 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Bad debt provision accrual was 27,321,822.63 Yuan; the amount collected or switches back amounting to 353,111.39 Yuan. 3) Account receivable actual charge off in the Period In RMB/CNY Item Amount charge off Jiangyin KPT Power Machinery Manufacturing Co., Ltd. 450,000.00 Chengdu Chengfa Automobile Engine Co., Ltd. 142,862.60 Hangzhou Yaman Engine Co., Ltd 92,921.30 Rugao Diesel Engine Factory 76,090.00 Retail enterprise 299,307.10 Total 1,061,181.00 Charge-off for account receivable: The amount are arising from non-related transactions 4) Top 5 receivables at ending balance by arrears party Total year-end balance of top five receivables by arrears party amounting to 932,473,509.48 Yuan, takes 47.58 percent of the total account receivable at year-end, bad debt provision accrual correspondingly at year-end amounting as 4,753,294.41 Yuan. 5) Account receivable derecognition due to financial assets transfer Nil 6) Assets and liabilities resulted by account receivable transfer and continues involvement Nil 3. Account paid in advance (1)Account age of account paid in advance In RMB/CNY Ending balance Opening balance Account age Amount Ratio Amount Ratio Within one year 89,076,980.53 94.11% 94,641,350.21 96.99% 1-2 years 4,536,408.47 4.79% 2,550,321.91 2.61% 2-3 years 980,958.32 1.04% 319,185.79 0.33% Over 3 years 57,083.99 0.06% 65,339.97 0.07% Total 94,651,431.31 -- 97,576,197.88 -- Explanation on reasons of failure to settle on important advance payment with age over one year: Nil (2) Top 5 advance payment at ending balance by prepayment object Total year-end balance of top five advance payment by prepayment object amounted to 30,798,878.95 Yuan, takes 32.54 percent of the total advance payment at year-end. 127 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 4. Other receivables In RMB/CNY Item Ending balance Opening balance Interest receivable 1,842,437.50 2,281,979.17 Other receivables 82,739,808.66 5,214,623.41 Total 84,582,246.16 7,496,602.58 (1)Interest receivable 1) Category of interest receivable In RMB/CNY Item Ending balance Opening balance Fixed deposits 1,842,437.50 2,281,979.17 Total 1,842,437.50 2,281,979.17 2) Significant overdue interest Nil (2)Dividend receivable Nil (3)Other receivables 1) Category of other receivables In RMB/CNY Ending balance Opening balance Book balance Bad debt reserve Book balance Bad debt reserve Category Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Other account receivable with single significant 2,775,55 2,775,55 2,775,5 2,775,552 3.15% 100.00% 25.60% 100.00% amount and 2.63 2.63 52.63 .63 withdrawal bad debt provision separately Other receivables with bad debt 85,423,0 2,683,20 82,739,80 8,067,4 2,852,842 5,214,623.4 96.85% 3.14% 74.40% 35.36% provision accrual by 12.66 4.00 8.66 66.20 .79 1 credit portfolio 128 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 88,198,5 5,458,75 82,739,80 10,843, 5,628,395 5,214,623.4 Total 100.00% 6.19% 100.00% 51.91% 65.29 6.63 8.66 018.83 .42 1 Other receivable with single significant amount and withdrawal bad debt provision separately at end of period: √ Applicable □ Not applicable In RMB/CNY Other receivables(by Ending balance enterprise) Other receivables Bad debt reserve Accrual ratio Accrual causes American HESS 1,514,671.20 1,514,671.20 100.00% The counter party has bankruptcy Nanjing Jinning 1,260,881.43 1,260,881.43 100.00% Have difficulty in collection Machinery Factory Total 2,775,552.63 2,775,552.63 -- -- In combination, other accounts receivable whose bad debts provision was accrued by age analysis: √ Applicable □ Not applicable In RMB/CNY Ending balance Account age Other receivables Bad debt reserve Accrual ratio Subitem of within one year Within 6 months 82,715,687.17 6 months to one year 19,454.00 1,945.40 10.00% Subtotal of within one year 82,735,141.17 1,945.40 1-2 years 5,400.00 1,080.00 20.00% 2-3 years 3,821.49 1,528.60 40.00% Over 3 years 2,678,650.00 2,678,650.00 100.00% Total 85,423,012.66 2,683,204.00 3.14% Explanations on combination determine: Excluding the other account receivable accrual impairment provision separately; based on actual loss ratio of the receivable groups that owes same or similar risk features, which has classify by age in previous years, determine accrual ratio for bad debt provision combine with real condition. In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable: □ Applicable √ Not applicable In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable: □ Applicable √ Not applicable 2) Bad debt provision accrual, collected or switch back Bad debt provision accrual was 120,915.80 Yuan; the amount collected or switches back amounting to 262,165.59 Yuan. Including the important bad debt provision switch back or collected in the period: Nil 3) Other receivables actually written-off during the reporting period 129 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 In RMB/CNY Item Amount charge off Retail enterprise (Details of each amount is small and is not generated by related transactions) 28,389.00 Note of important other receivables of written-off: Nil Note of other receivables of written-off: Nil 4)Nature of other receivables In RMB/CNY Nature Ending book balance Opening book balance Intercourse funds receivable from units 15,328,121.55 4,883,788.59 Receivable of Compensation(note) 67,981,726.00 Cash deposit 3,206,825.88 3,457,080.65 Staff loans and petty cash 1,172,017.93 2,099,504.91 Other 509,873.93 402,644.68 Total 88,198,565.29 10,843,018.83 In 2018, the Qixia District Housing Collection Management Office of Nanjing signed the Agreement on the Collection and Compensation of Housing on State-owned Land in Nanjing with Weifu Jinning. According to the agreement, Weifu Jinning’s land, housing and housing attachments located at No. 69, Taiping Village, Yanziji Town, Qixia District were levied by the government; the compensation method was monetary compensation, the compensation amount was 104,205,929.00 yuan, which was in accordance with the evaluation result of the housing expropriation issued by the assessment company. As of December 31, 2018, the company has delivered the expropriated houses and land in accordance with the agreement, and delivered the relevant original house ownership certificates and state-owned land use certificates to the Qixia District Housing Collection Management Office of Nanjing. In 2018, the company has collected compensation of 36,224,203.00 yuan, and received the remaining compensation of 67,981,726.00 yuan on January 30, 2019. 5) Top 5 other receivables at ending balance by arrears party In RMB/CNY Ratio in total ending Ending balance Ending Enterprise Nature Account age balance of other of bad debt balance receivables reserve Qixia District Housing Compensation for Collection Management 67,981,726.00 Within 6 months 77.08% disposal of assets Office of Nanjing Robert Bosch Company Intercourse funds of unit 12,285,081.81 Within 6 months 13.93% Ningbo Jiangbei High-Tech Industry Park Development Performance bond 1,767,000.00 Over three years 2.00% 1,767,000.00 Construction Co., Ltd. American HESS Company Intercourse funds of unit 1,514,671.20 Specific 1.72% 1,514,671.20 130 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 identification Nanjing Jinning Machinery Specific Intercourse funds of unit 1,260,881.43 1.43% 1,260,881.43 Factory identification Total -- 84,809,360.44 -- 96.16% 4,542,552.63 6) Other account receivables related to government grants Nil 7) Other receivable for termination of confirmation due to the transfer of financial assets Nil 8)The amount of assets and liabilities that are transferred other receivable and continued to be involved Nil 5. Inventory (1)Category of inventory In RMB/CNY Ending balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserve reserve Raw materials 405,113,183.37 71,085,820.65 334,027,362.72 444,304,506.71 83,879,268.03 360,425,238.68 Goods in process 182,564,277.52 13,682,081.67 168,882,195.85 198,648,407.88 15,483,517.38 183,164,890.50 Finished goods 1,080,800,727.38 145,181,571.36 935,619,156.02 1,098,294,008.21 162,945,096.69 935,348,911.52 Total 1,668,478,188.27 229,949,473.68 1,438,528,714.59 1,741,246,922.80 262,307,882.10 1,478,939,040.70 (2) Inventory depreciation reserve In RMB/CNY Current increased Current decreased Item Opening balance Ending balance Accrual Other Switch back or write-off Other Raw materials 83,879,268.03 29,627,483.24 42,420,930.62 71,085,820.65 Goods in process 15,483,517.38 6,039,633.18 7,841,068.89 13,682,081.67 Finished goods 162,945,096.69 41,526,222.10 59,289,747.43 145,181,571.36 Total 262,307,882.10 77,193,338.52 109,551,746.94 229,949,473.68 ① Net realizable value of the inventory refers to: during the day-to-day activities, results of the estimated sale price less costs which are going to happen by estimation till works completed, sales price estimated and relevant taxes. ② Accrual basis for inventory depreciation reserve: Accrual basis for inventory impairment Cash on hand Specific basis for recognition provision 131 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 The materials sold due to finished Results from the estimated sale price of such inventory less the cost Materials in stock goods manufactured, its net realizable what will happen, estimated sales expenses and relevant taxes till the value is lower than the book value goods completed The goods in process sold due to Results from the estimated sale price of such inventory less the cost finished goods manufactured, its net what will happen, estimated sales expenses and relevant taxes till the Goods in process realizable value is lower than the book goods completed value its net realizable value is lower than the Results from the estimated sale price less the vary taxes which shall Finished goods book value be taken in process of sales ③Reasons of write-off for inventory falling price reserves: Cash on hand Reasons of write-off Materials in stock Used for production and the finished goods are realized sales Goods in process Goods in process completed in the Period and corresponding finished goods are realized sales in the Period Finished goods Sales in the Period (3) Explanation on capitalization of borrowing costs at ending balance of inventory Nil (4) Assets completed without settlement from construction contract at period-end Nil 6. Other current assets In RMB/CNY Item Ending balance Opening balance Entrust financing products 4,571,886,703.43 3,841,320,000.00 Receivable export tax rebates 7,848,937.72 14,289,026.22 Prepaid taxes and VAT retained 47,808,273.37 25,338,518.05 Input tax to be deducted and certification 3,420,317.46 2,568,145.27 Other 1,173,368.28 4,481,600.99 Total 4,632,137,600.26 3,887,997,290.53 7. Available-for-sale financial assets (1)Available-for-sale financial assets In RMB/CNY 132 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Ending balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserves reserves Equity instrument 460,603,210.95 204,628,034.04 255,975,176.91 469,495,975.95 59,433,106.95 410,062,869.00 available for sale: Measured by fair value 121,066,008.00 121,066,008.00 266,376,600.00 266,376,600.00 Measured by cost 339,537,202.95 204,628,034.04 134,909,168.91 203,119,375.95 59,433,106.95 143,686,269.00 Other - financial products 178,080,000.00 178,080,000.00 Total 460,603,210.95 204,628,034.04 255,975,176.91 647,575,975.95 59,433,106.95 588,142,869.00 (2) Financial assets available for sale measured by fair value at period-end In RMB/CNY Equity instrument Debt instrument Category of available-for-sale financial assets Total available for sale available for sale Cost /liability of equity instrument/ amortization cost of debt instrument 144,371,235.00 144,371,235.00 Fair value 121,066,008.00 121,066,008.00 Amount of fair value changes that cumulatively reckoned in other -23,305,227.00 -23,305,227.00 comprehensive gains (3) Financial assets available for sale measured by cost at period-end In RMB/CNY Ratio of Book balance Depreciation reserves The share-holdi Current invested ng in cash entity Period-beg Current Current Period-end Period-beg Current Current Period-end invested dividend inning increased decreased inning increased decreased entity Guolian 12,000,000 12,000,000 0.95% Securities .00 .00 Guangxi 1,600,000. 1,600,000. 1,600,000. 1,600,000. Liufa Co., 1.22% 00 00 00 00 Ltd. Financial Company of 800,000.00 800,000.00 800,000.00 800,000.00 Changchai Group Co., Ltd. H&J Vanguard 33,000,000 33,000,000 33,000,000 33,000,000 Investment .00 .00 .00 .00 Co., Ltd. Nanjing Hengtai 1,000,000. 1,000,000. 1,000,000. 1,000,000. Insurance 1.85% 00 00 00 00 and Broker Co., Ltd. 133 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Henan Gushi Weining 2,033,106. 2,033,106. 2,033,106. 2,033,106. Oil Pump 95 95 95 95 & Nozzle Co., Ltd. Beijing Zhike Industrial 86,940,000 86,940,000 11,000,000 11,000,000 Investment 12.66% .00 .00 .00 .00 Holding Group Co., Ltd Wuxi Xidong Technolog 5,000,000. 5,000,000. ical 1.43% 00 00 Industry Park Co., Ltd. Shanghai IMS Automotiv 10,000,000 10,000,000 10,000,000 10,000,000 e 12.27% .00 .00 .00 .00 Electronic System Co., Ltd. Shanghai CD Dengtong 50,746,269 14,925,373 35,820,896 2,985,075. 14.93% Equity .00 .00 .00 00 Investment Fund Protean 145,994,92 145,994,92 152,143,20 152,143,20 Holdings 0.00 0.00 7.09 7.09 Corp. 203,119,37 152,143,20 15,725,373 339,537,20 59,433,106 145,994,92 204,628,03 2,985,075. Total 800,000.00 -- 5.95 0.00 .00 2.95 .95 7.09 4.04 00 (4) Changes of impairment of available-for-sale financial assets in Period In RMB/CNY Equity instrument Debt instrument Category of available-for-sale financial assets Total available for sale available for sale Balance of impairment accrual at period-begin 59,433,106.95 59,433,106.95 Current accrual 145,994,927.09 145,994,927.09 Current decreased 800,000.00 800,000.00 Balance of impairment accrual at period-end 204,628,034.04 204,628,034.04 (5) Where the fair value of equity instruments available for sale drops significantly or not contemporarily at period-end, without impairment provision is made Nil 134 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 8. Long-term equity investments In RMB/CNY Current changes (+,-) Ending Investme Other Cash balance The Additiona nt comprehe dividend Opening Other Ending of invested l Capital gain/loss nsive or profit Impairme balance equity Other balance depreciati entity investmen reduction recognize income announce nt accrual change on t d under adjustmen d to reserves equity t issued I. Joint venture Wuxi Weifu Environm 522,882,7 42,763,29 565,646,0 ent 89.26 7.67 86.93 Catalyst Co., Ltd. Wuxi Weifu Electric 55,180,80 -438,424. 54,742,37 Drive 0.00 98 5.02 Tech. Co., Ltd. 522,882,7 55,180,80 42,324,87 620,388,4 Subtotal 89.26 0.00 2.69 61.95 II. Associated enterprise Bosch Automobi 2,608,796 1,206,095 607,769,0 3,207,122 le Diesel ,934.00 ,040.88 81.48 ,893.40 System Co., Ltd. Zhonglian Automobi 959,036,1 366,839,7 239,400,0 1,086,475 le 93.36 62.36 00.00 ,955.72 Electronic Co., Ltd. Weifu Precision 49,348,90 9,561,248 3,600,000 55,310,15 Machiner 8.96 .94 .00 7.90 y Manufact 135 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 uring Co., Ltd. Shinwell Automobi 9,000,000 -1,523,52 7,476,477 le Tech. .00 2.23 .77 (Wuxi) Co., Ltd. 3,617,182 9,000,000 1,580,972 850,769,0 4,356,385 Subtotal ,036.32 .00 ,529.95 81.48 ,484.79 4,140,064 64,180,80 1,623,297 850,769,0 4,976,773 Total ,825.58 0.00 ,402.64 81.48 ,946.74 Other explanation Explanation on investment for Wuxi Weifu Electric Drive Tech. Co., Ltd. and Shinwell Automobile Tech. (Wuxi) Co., Ltd measured by equity found more in 3-(1) Joint venture or associated enterprise in Note VII 9. Investment real estate (1) Investment real estate measured by cost √ Applicable □ Not applicable In RMB/CNY House and Construction in Item Land use right Total Building progress I. original book value 1.Opening balance 63,545,325.48 63,545,325.48 2.Current increased (1) outsourcing (2) Inventory\fixed assets\construction in process transfer-in (3) increased by combination 3.Current decreased 1,867,989.65 1,867,989.65 (1) disposal 1,867,989.65 1,867,989.65 (2) other transfer-out 4.Ending balance 61,677,335.83 61,677,335.83 II. Accumulated depreciation and accumulated amortization 1.Opening balance 40,000,494.70 40,000,494.70 2.Current increased 1,566,198.87 1,566,198.87 136 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (1) accrual or amortization 1,566,198.87 1,566,198.87 3.Current decreased 1,795,492.26 1,795,492.26 (1) disposal 1,795,492.26 1,795,492.26 (2) other transfer-out 4.Ending balance 39,771,201.31 39,771,201.31 III. Depreciation reserves 1.Opening balance 2.Current increased (1) accrual 3. Current decreased (1) disposal (2) other transfer-out 4.Ending balance IV. Book value 1.Ending Book value 21,906,134.52 21,906,134.52 2.Opening Book value 23,544,830.78 23,544,830.78 (2) Investment real estate measured at fair value □ Applicable √ Not applicable (3) Investment real estate without property certification held Nil 10. Fixed assets In RMB/CNY Item Ending balance Opening balance Fixed assets 2,707,374,678.61 2,584,872,628.54 Total 2,707,374,678.61 2,584,872,628.54 (1)Fixed assets In RMB/CNY House and Machinery Transportation Electronic and Item Total Building equipment equipment other equipment I. original book value: 137 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 1.Opening balance 1,537,881,197.20 2,214,135,391.61 40,678,767.59 423,482,779.18 4,216,178,135.58 2.Current increased 14,839,633.48 305,476,750.70 4,026,263.61 93,377,537.08 417,720,184.87 (1) Purchase 18,965,806.44 330,775.86 17,351,255.06 36,647,837.36 (2) Construction in progress 14,839,633.48 286,510,944.26 3,695,487.75 76,026,282.02 381,072,347.51 transfer-in (3) increased by combination 3.Current decreased 28,603,301.23 8,944,035.83 9,927,902.72 47,475,239.78 (1) disposal or scrapping 28,603,301.23 8,944,035.83 9,927,902.72 47,475,239.78 4.Ending balance 1,552,720,830.68 2,491,008,841.08 35,760,995.37 506,932,413.54 4,586,423,080.67 II. Accumulated depreciation 1.Opening balance 283,668,171.81 1,077,183,649.52 29,697,332.26 185,833,218.62 1,576,382,372.21 2.Current increased 46,296,560.27 176,973,334.14 3,301,058.79 57,333,902.25 283,904,855.45 (1) accrual 46,296,560.27 176,973,334.14 3,301,058.79 57,333,902.25 283,904,855.45 3.Current decreased 24,603,993.39 8,252,738.72 2,604,749.60 35,461,481.71 (1) disposal or scrapping 24,603,993.39 8,252,738.72 2,604,749.60 35,461,481.71 4.Ending balance 329,964,732.08 1,229,552,990.27 24,745,652.33 240,562,371.27 1,824,825,745.95 III. Depreciation reserves 1.Opening balance 48,038,049.98 73,320.38 6,811,764.47 54,923,134.83 2.Current increased 504,907.39 504,907.39 (1) accrual 504,907.39 504,907.39 3.Current decreased 1,168,957.36 0.48 36,428.27 1,205,386.11 (1) disposal or scrapping 1,168,957.36 0.48 36,428.27 1,205,386.11 4.Ending balance 46,869,092.62 73,319.90 7,280,243.59 54,222,656.11 IV. Book value 1.Ending Book value 1,222,756,098.60 1,214,586,758.19 10,942,023.14 259,089,798.68 2,707,374,678.61 2.Opening Book value 1,254,213,025.39 1,088,913,692.11 10,908,114.95 230,837,796.09 2,584,872,628.54 (2) Temporarily idle fixed assets Nil (3) Fixed assets acquired by financing lease Nil (4) Fixed assets acquired by operating lease Nil (5)Fixed assets without property certification held In RMB/CNY 138 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Item Book value Reasons for without the property certification Boiler room and guard house of Weifu Jinning 2,743,741.50 Still in process of relevant property procedures Plant and office building of Weifu Chang’an 43,746,598.64 Still in process of relevant property procedures (6)Disposal of fixed assets Nil 11. Construction in progress In RMB/CNY Item Ending balance Opening balance Construction in progress 166,414,542.18 100,345,461.28 Total 166,414,542.18 100,345,461.28 (1)Construction in progress In RMB/CNY Ending balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserves reserves 2nd Phase construction 3,364,768.05 3,364,768.05 project in industrial park Weifu Tianli Technical 3,214,458.65 3,214,458.65 16,518,417.24 16,518,417.24 Transformation Project Technical 62,131,476.77 1,470,033.00 60,661,443.77 23,611,775.63 1,470,033.00 22,141,742.63 Technical transformation of 64,861,621.60 64,861,621.60 32,705,249.53 32,705,249.53 Weifu Autocam Other Item 39,773,360.78 2,096,342.62 37,677,018.16 27,711,626.45 2,096,342.62 25,615,283.83 Total 169,980,917.80 3,566,375.62 166,414,542.18 103,911,836.90 3,566,375.62 100,345,461.28 (2) Changes of major projects under construction In RMB/CNY Accumul including Proporti Fixed ated : interest Interest Other on of assets amount capitaliz capitaliz Opening Current decrease Ending project Sourceof Item Budget transfer-i Progress of ed ation rate balance increased d in the balance investme funds n in the interest amount of the Period nt in Period capitaliz of the year budget ation year 2nd Phase constructi 3,364,76 4,078,10 7,442,87 on project Other 8.05 2.04 0.09 in industrial 139 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 park Weifu Tianli Technical 16,518,4 12,166,2 25,470,1 3,214,45 Other Transform 17.24 03.74 62.33 8.65 ation Project 23,611,7 156,912, 118,393, 62,131,4 Technical Other 75.63 888.51 187.37 76.77 Technical transforma 32,705,2 118,272, 86,115,8 64,861,6 tion of Other 49.53 226.62 54.55 21.60 Weifu Autocam 76,200,2 291,429, 237,422, 130,207, Total -- -- -- 10.45 420.91 074.34 557.02 (3) The provision for impairment of construction projects Nil (4)Engineering material Nil 12. Intangible assets (1)Intangible assets In RMB/CNY Trademark and Non-patent Computer Item Land use right Patent trademark Total technology software license I. original book value 1.Opening balance 382,073,520.00 3,539,793.05 41,597,126.47 51,218,449.46 478,428,888.98 2.Current increased 1,778,429.82 1,778,429.82 (1) Purchase 1,778,429.82 1,778,429.82 (2) internal R&D (3) increased by combination 3.Current decreased 870,000.00 870,000.00 (1) disposal 870,000.00 870,000.00 4.Ending balance 381,203,520.00 3,539,793.05 41,597,126.47 52,996,879.28 479,337,318.80 II. accumulated amortization 1.Opening balance 70,825,229.06 2,271,368.77 9,709,000.00 38,344,247.79 121,149,845.62 2.Current increased 8,399,994.44 353,977.93 8,495,491.00 17,249,463.37 140 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (1) accrual 8,399,994.44 353,977.93 8,495,491.00 17,249,463.37 3.Current decreased 601,712.94 601,712.94 (1) disposal 601,712.94 601,712.94 4.Ending balance 78,623,510.56 2,625,346.70 9,709,000.00 46,839,738.79 137,797,596.05 III. Depreciation reserves 1.Opening balance 16,646,900.00 16,646,900.00 2.Current increased (1) accrual 3.Current decreased (1) disposal 4.Ending balance 16,646,900.00 16,646,900.00 IV. Book value 1.Ending Book value 302,580,009.44 914,446.35 15,241,226.47 6,157,140.49 324,892,822.75 2.Opening Book value 311,248,290.94 1,268,424.28 15,241,226.47 12,874,201.67 340,632,143.36 Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end was 0%. (2)Land use right without property certification held Nil 13. Goodwill (1) Original book value of goodwill In RMB/CNY The invested entity or matters forming Opening balance Current increased Current decreased Ending balance goodwill Weifu Tianli 1,784,086.79 1,784,086.79 Total 1,784,086.79 1,784,086.79 (2) Goodwill depreciation reserves Nil Relevant information about the assets group or portfolio goodwill included Goodwill of the Weifu Tianli: the Company controlling and combine Weifu Tianli by increasing the capital, the goodwill is the number that combination cost greater than the fair value of identical net assets of Weifu Tianli At the end of the period, the company forecasted an impairment test on goodwill to estimate the present value of future cash flows and the recoverable amount of the goodwill-related asset group, which is based on the management's financial budget for the next five years and a discount rate of 12.21%, on the assumption that the cash flow of the year after the financial budget for more than 5 years will remain stable. The asset group identified 141 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 during the goodwill impairment test is unchanged. 20%~23% gross profit margin and 9%~15% of the forecast period operating income growth rate are key parameters during the measurement of current value of the expected future cash flow of the goodwill related asset group. These parameters are determined by management based on historical conditions prior to the forecast period and forecasts of market development. Through the above tests, it comes a conclusion that the company's goodwill does not need to make provision for impairment. 14. Long-term deferred expenses In RMB/CNY Item Opening balance Current increased Amortized in the Period Other decrease Ending balance Remodeling costs etc. 2,969,770.81 15,235,143.93 1,567,262.43 16,637,652.31 Total 2,969,770.81 15,235,143.93 1,567,262.43 16,637,652.31 15. Deferred income tax assets/Deferred income tax liabilities (1) Deferred income tax assets that are not offset In RMB/CNY Ending balance Opening balance Item Deductible temporary Deferred income Deductible Deferred income difference tax assets temporary difference tax assets Bad debt reserve 44,576,998.51 6,770,470.23 18,591,825.81 2,834,842.52 Inventory depreciation reserve 210,088,809.57 32,942,217.43 240,520,904.57 37,599,678.75 Depreciation reserves of fixed assets 20,661,129.43 3,315,363.51 20,459,349.51 3,285,096.52 Depreciation reserves of construction in progress 3,566,375.62 534,956.34 3,566,375.62 534,956.34 Depreciation reserves of intangible assets 16,646,900.00 2,497,035.00 16,646,900.00 2,497,035.00 Depreciation reserves of available-for-sale 155,994,927.09 23,399,239.06 10,000,000.00 1,500,000.00 financial asset Change of fair value of available-for-sale 23,305,227.00 3,495,784.05 financial asset Deferred income 422,215,782.35 63,332,367.36 447,676,720.31 67,151,508.04 Internal un-realized profit 33,204,053.14 6,439,903.29 28,149,575.30 4,972,350.93 Payable salary, accrued expenses etc. 539,804,494.87 85,801,436.71 526,642,684.53 81,166,909.39 Depreciation assets, amortization difference 53,624,344.54 8,439,877.52 9,768,298.31 1,465,244.74 Deductible loss of subsidiary 9,677,975.44 2,419,493.86 Change of fair value of derivative financial 490,329.13 73,549.37 liability Total 1,533,857,346.69 239,461,693.73 1,322,022,633.96 203,007,622.23 142 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (2) Deferred income tax liabilities that are not offset In RMB/CNY Ending balance Opening balance Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax differences liabilities differences liabilities Asset evaluation increment for combination 12,751,629.44 1,912,744.40 13,491,849.42 2,023,777.40 not under the same control Change of fair value of available-for-sale 102,552,300.00 15,382,844.99 financial asset Accelerated depreciation of fixed assets 31,763,694.33 4,764,554.15 Total 44,515,323.77 6,677,298.55 116,044,149.42 17,406,622.39 (3) Deferred income tax assets and deferred income tax liabilities listed after off-set In RMB/CNY Ending balance of Trade-off between the Opening balance of Trade-off between the deferred income tax deferred income tax deferred income tax Item deferred income tax assets or liabilities after assets and liabilities at assets or liabilities after assets and liabilities off-set period-begin off-set Deferred income tax -4,764,554.15 234,697,139.58 203,007,622.23 assets Deferred income tax -4,764,554.15 1,912,744.40 17,406,622.39 liabilities (4) Details of unrecognized deferred income tax assets In RMB/CNY Item Ending balance Opening balance Bad debt reserve 789,822.60 330,881.07 Inventory depreciation reserve 19,860,664.11 21,786,977.53 Loss from subsidiary 139,281,223.32 160,376,822.42 Depreciation reserves of fixed assets 33,561,526.68 34,463,785.32 Depreciation reserves of available-for-sale financial asset 48,633,106.95 49,433,106.95 Total 242,126,343.66 266,391,573.29 (5) Deductible losses of un-recognized deferred income tax assets expired on the followed year In RMB/CNY 143 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Maturity year Ending amount Opening amount Note 2018 23,365,456.08 Subsidiaries have operating losses 2019 25,671,694.55 35,159,237.40 Subsidiaries have operating losses 2020 44,795,747.87 44,811,748.35 Subsidiaries have operating losses 2021 46,080,956.48 46,080,956.48 Subsidiaries have operating losses 2022 10,503,882.86 10,959,424.11 Subsidiaries have operating losses 2023 12,228,941.56 Subsidiaries have operating losses Total 139,281,223.32 160,376,822.42 -- 16. Other non-current assets In RMB/CNY Item Ending balance Opening balance Engineering equipment paid in advance 251,462,676.27 195,088,675.74 Total 251,462,676.27 195,088,675.74 17. Short-term borrowings (1)Category of short-term borrowings In RMB/CNY Item Ending balance Opening balance Debt of honor 298,928,213.94 243,000,000.00 Total 298,928,213.94 243,000,000.00 (2) Overdue short-term loans without payment Nil 18. Derivative financial liability √Applicable □Not applicable In RMB/CNY Item Ending balance Opening balance Derivative financial liability 490,329.13 Total 490,329.13 144 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 19. Note payable and account payable In RMB/CNY Item Ending balance Opening balance Note payable 1,018,367,533.74 947,976,759.10 Account payable 2,047,336,834.66 2,570,956,205.83 Total 3,065,704,368.40 3,518,932,964.93 (1)Category of note payable In RMB/CNY Category Ending balance Opening balance Bank acceptance bill 1,018,367,533.74 947,976,759.10 Total 1,018,367,533.74 947,976,759.10 Notes expired at year-end without paid was 0.00 Yuan. (2)Account payable In RMB/CNY Item Ending balance Opening balance Within 1 year 1,957,672,043.76 2,452,140,381.86 1-2 years 10,208,129.49 43,524,905.85 2-3 years 7,830,950.08 2,318,008.01 Over three years 71,625,711.33 72,972,910.11 Total 2,047,336,834.66 2,570,956,205.83 (3) Important account payable with account age over one year Nil Other explanation: Margin saving 79,315,732.67 Yuan was provided for the bank acceptance bill, 423,527,758.19 Yuan was pledge for not receivable. Notes expired at year-end without paid was 0.00 Yuan. 20.Accounts received in advance (1)Accounts received in advance In RMB/CNY Item Ending balance Opening balance Within 1 year 33,337,169.03 34,272,416.20 145 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 1-2 years 6,544,805.44 7,271,092.26 2-3 years 425,759.63 346,383.11 Over three years 1,022,123.70 930,344.50 Total 41,329,857.80 42,820,236.07 (2) Important account received in advance with account age over one year :Nil (3) Projects that settle without completed from construction contract at period-end:Nil 21. Wage payable (1)Wage payable In RMB/CNY Item Opening balance Current increased Current decreased Ending balance I. Short-term compensation 147,444,265.93 1,013,770,970.76 993,801,185.87 167,414,050.82 II. Post-employment welfare- defined 34,299,401.90 156,460,615.16 158,254,339.58 32,505,677.48 contribution plans III. Dismissed welfare 3,397,642.16 3,204,395.56 4,000,475.97 2,601,561.75 IV. Other welfare due within one year 121,670,000.00 69,168,944.19 100,788,944.19 90,050,000.00 V. Other short-term welfare-Housing subsidies, 20,967,367.30 1,425,479.11 19,541,888.19 employee benefits and welfare funds Total 327,778,677.29 1,242,604,925.67 1,258,270,424.72 312,113,178.24 (2) Short-term compensation In RMB/CNY Item Opening balance Current increased Current decreased Ending balance 1. Wages , bonuses, allowances and subsidies 128,145,458.85 796,197,236.14 775,906,715.58 148,435,979.41 2. Welfare for workers and staff 77,548,989.55 77,548,989.55 3. Social insurance 8,642,880.67 63,595,212.12 62,786,465.21 9,451,627.58 Including: Medical insurance 6,749,035.02 52,393,141.35 51,461,012.64 7,681,163.73 Work injury insurance 1,221,106.56 6,031,122.87 6,254,332.88 997,896.55 Maternity insurance 672,739.09 5,170,947.90 5,071,119.69 772,567.30 4. Housing accumulation fund 1,062,011.00 63,903,092.60 64,306,305.60 658,798.00 5. Labor union expenditure and personnel 9,593,915.41 12,526,440.35 13,252,709.93 8,867,645.83 education expense 146 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Total 147,444,265.93 1,013,770,970.76 993,801,185.87 167,414,050.82 (3) Defined contribution plans In RMB/CNY Item Opening balance Current increased Current decreased Ending balance 1. Basic endowment insurance 17,818,243.64 120,730,720.57 120,603,297.89 17,945,666.32 2. Unemployment insurance 1,664,483.26 1,970,982.42 3,053,950.52 581,515.16 3. Enterprise annuity 14,816,675.00 33,758,912.17 34,597,091.17 13,978,496.00 Total 34,299,401.90 156,460,615.16 158,254,339.58 32,505,677.48 Other explanation: 1 Reclassification of long-term staff remuneration payable: ①An amount of RMB 128,559,600.00 in short-term remuneration is reclassified into long-term staff remuneration payable, which represents the incentive fund of RMB 128,559,600.00 provided for in this period. ② An amount of RMB 81,262,073.88 is recorded in post office benefits - defined benefit plan and incentive fund payable within one year, which represents the difference between the incentive fund of RMB 103,820,000.00 expected to be paid in 2019 and the beginning balance of incentive fund payable within one year, post office benefits-defined benefit plan and the actual amount paid in this period. 2. Post-employment welfare- defined contribution plans: The Company participates in the pension insurance and unemployment insurance plans established by government authorities by laws. Under these plans, the Company makes monthly contribution to these plans based on 19% and 0.5% of the social insurance contribution base for 2018 respectively. Other than the aforesaid monthly contribution, the Company takes no further payment obligation. The relevant expenditure is included in current profit or loss or cost of relevant assets when occurs. Found more of enterprise annuity in Note XVI-4.” Annuity plan” 3. Dismiss welfare The wages payable resulted from the implementation of inner retirement plan, the amount paid in the year RMB 3,066,483.64 re-classified into the wage payable from long-term wages payable. 22. Taxes payable In RMB/CNY Item Ending balance Opening balance Value-added tax 15,332,751.18 26,675,795.24 Corporation income tax 48,855,330.99 53,333,508.69 Individual income tax 1,861,196.92 3,102,645.73 City maintaining & construction tax 884,819.63 1,873,973.56 147 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Educational surtax 543,438.10 1,338,552.54 Other (including stamp tax and local funds) 6,794,077.10 7,545,214.60 Total 74,271,613.92 93,869,690.36 23. Other accounts payable In RMB/CNY Item Ending balance Opening balance Interest payable 517,469.08 401,928.43 Other accounts payable 63,931,254.44 62,937,940.90 Total 64,448,723.52 63,339,869.33 (1)Dividend payable In RMB/CNY Item Ending balance Opening balance Long-term borrowing interest for installment 90,312.50 79,826.39 Interest payable for short-term loans 420,478.58 322,102.04 Other 6,678.00 Total 517,469.08 401,928.43 Major overdue interest: Nil (2)Dividend payable Nil (3)Other accounts payable 1) Classification of other accounts payable according to nature of account In RMB/CNY Item Ending balance Opening balance Deposit and margin 18,680,843.00 20,977,476.26 Social insurance and reserves funds that withholding 7,682,496.48 7,689,385.68 Intercourse funds of unit 30,982,145.98 25,754,545.98 Other 6,585,768.98 8,516,532.98 Total 63,931,254.44 62,937,940.90 2) Significant other payable with over one year age In RMB/CNY 148 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Item Ending balance Reasons for non-repayment or carry-over Nanjing Jidian Industrial Group Co., Ltd. 4,500,000.00 Intercourse funds Total 4,500,000.00 -- 24. Non-current liabilities due within one year In RMB/CNY Item Ending balance Opening balance Long-term loans due within one year 15,000,000.00 10,000,000.00 Total 15,000,000.00 10,000,000.00 25. Other current liabilities Nil 26. Long-term loans (1)Category of long-term loans In RMB/CNY Item Ending balance Opening balance Guaranteed loan 30,000,000.00 45,000,000.00 Total 30,000,000.00 45,000,000.00 27. Long-term account payable In RMB/CNY Item Ending balance Opening balance Long-term account payable 17,157,272.00 17,496,363.00 Special accounts payable 18,265,082.11 18,265,082.11 Total 35,422,354.11 35,761,445.11 (1)Long-term account payable listed by nature In RMB/CNY Item Ending balance Opening balance Hi-tech Branch of Nanjing Finance Bureau(note①) 1,140,000.00 1,140,000.00 Hi-tech Branch of Nanjing Finance Bureau(note②) 1,250,000.00 1,250,000.00 Hi-tech Branch of Nanjing Finance Bureau(note③) 1,230,000.00 1,230,000.00 149 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Loan transferred from treasury bond (note④) 1,017,272.00 1,356,363.00 Hi-tech Branch of Nanjing Finance Bureau(note⑤) 2,750,000.00 2,750,000.00 Hi-tech Branch of Nanjing Finance Bureau(note⑥) 1,030,000.00 1,030,000.00 Hi-tech Branch of Nanjing Finance Bureau(note⑦) 960,000.00 960,000.00 Hi-tech Branch of Nanjing Finance Bureau(note⑧) 5,040,000.00 5,040,000.00 Hi-tech Branch of Nanjing Finance Bureau(note⑨) 2,740,000.00 2,740,000.00 Total 17,157,272.00 17,496,363.00 Other explanation: note①:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 20 October 2005 to 20 October 2020. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note②:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 20 July 2006 to 20 July 2021. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note③:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 17 September 2007 to 17 September 2022. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note④:Loan transferred from treasury bond: Weifu Jinning received RMB1.87 million Yuan of special funds from budget of the central government, and RMB1.73 million Yuan of special funds from budget of the local government. The non-operating income transferred in was 1.87 million Yuan in 2011 which was confirmed not to return, if the Company pays back special funds of 3.73 million Yuan to the local government in 11 years since 2012, then the Company needs to repay the principal of 339,091.00 Yuan each year. note⑤:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 10 November 2008 to 10 November 2023. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note⑥:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 27 October 2009 to 27 October 2024. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note⑦:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 27 December 2010 to 27 December 2025. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note⑧:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 28 December 2011 to 28 December 2026. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. note⑨:To encourage Weifu Jinning to enter Nanjing High-tech Technology Industry Development Zone, financial 150 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 supporting capital is allotted by High-tech branch of Finance Bureau of Nanjing for supporting use, the term is from 18 December 2013 to 18 December 2028. Provided that the operation period in the zone is less than 15 years, financial supporting capital will be reimbursed. (2)Special accounts payable In RMB/CNY Current Current Cause of Item Opening balance Ending balance increased decreased formation Removal compensation of subsidiary Weifu Jinning 18,265,082.11 18,265,082.11 Total 18,265,082.11 18,265,082.11 -- Other explanation: In line with regulation of the house acquisition decision of People’s government of Xuanwu District, Nanjing City, Ning Xuan Fu Zheng Zi (2012) No.001, part of the lands and property of Weifu Jingning needs expropriation in order to carry out the comprehensively improvement of Ming Great Wall. According to the house expropriation and compensation agreement in state-owned lands signed between Weifu Jinning and House Expropriation Management Office of Xuanwu District, Nanjing City, RMB 19.7067 million in total are compensate, including operation losses from lessee RMB 1.4416 million in total. The above compensation was received in last period and is making up for the losses from lessee, and the above lands and property have not been collected up to 31 December 2018. 28. Long-term wages payable (1)Long-term wages payable In RMB/CNY Item Ending balance Opening balance II. Dismiss welfare 10,716,412.43 13,782,896.07 III. Other long-term welfare 63,962,762.93 16,665,236.81 Total 74,679,175.36 30,448,132.88 (2) Change of defined benefit plans Nil 29. Deferred income In RMB/CNY Item Opening balance Current increased Current decreased Ending balance Cause of formation Government grand 451,281,721.77 8,558,700.00 34,070,567.64 425,769,854.13 Financial allocation received 151 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Total 451,281,721.77 8,558,700.00 34,070,567.64 425,769,854.13 -- Item with government grants involved: In RMB/CNY New Amount Amount Cost Assets Opening grants reckoned in reckoned into Other Ending Item reduction in related/Incom balance in the non-operatio other income changes balance the period e related Period n revenue in the period Industrialization project for injection VE pump system with electronically 3,605,001.46 721,000.30 2,884,001.16 Assets related controlled high pressure for less-emission diesel used Appropriation on reforming of production line technology and R&D ability of 7,100,000.00 7,100,000.00 Assets related common rail system for diesel by distributive high-voltage Fund of industry 60,400,000.0 Income 60,400,000.00 upgrade(2012) 0 related Fund of industry 60,520,000.0 Income 60,520,000.00 upgrade(2013) 0 related Appropriation on central basic 2,857,142.87 714,285.71 2,142,857.16 Assets related construction investment R&D and industrialization of the high pressure variable pump of the 9,956,904.72 1,543,095.28 8,413,809.44 Assets related common rail system of diesel engine for automobile Research institute of motor vehicle exhaust 3,116,125.34 643,654.13 2,472,471.21 Assets related aftertreatment technology Fund of industry 36,831,000.0 Income 36,831,000.00 upgrade (2014) 0 related New-built assets compensation 170,951,302.7 23,375,627.2 147,575,675. Assets related after the removal 8 6 52 of parent company Fund of industry 40,000,000.0 Income 40,000,000.00 upgrade (2016) 0 related Guiding capital for the technical 9,740,000.00 9,740,000.00 Assets related reform from State Hi-Tech Technical 152 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Commission Implementation of the variable 760,00 10,908,721.0 cross-section 12,438,231.54 2,289,510.51 Assets related 0.00 3 turbocharger for diesel engine Demonstration project for 1,808,806.64 358,776.54 1,450,030.10 Assets related intelligent manufacturing 7,798,7 35,331,288.5 Other 31,957,206.42 4,424,617.91 Assets related 00.00 1 451,281,721.7 8,558,7 34,070,567.6 425,769,854. Total 7 00.00 4 13 Other explanation: (1) Appropriation on industrialization project of electrical control and high voltage jet VE system of low emissions diesel: in September 2009, Weifu Jinning signed “Project Contract of Technology Outcome Transferring Special Capital in Jiangsu Province” with Nanjing Technical Bureau, according to which Weifu Jinning received appropriation RMB 6.35 million in 2009, RMB 4.775 million received in 2010 and RMB 0.875 million received in 2011. According to the contract, the attendance date of this project was: from October of 2009 to March of 2012. This contract agreed 62% of newly increased investment in project would be spent in fixed assets investment which are belongs to the government grand with assets/income concerned. In 2013, accepted by the science & technology agency of Jiangsu Province, and RMB 4,789,997.04 with income related was reckoned into current operation revenue directly; the RMB 7,210,002.96 with assets related was amortized during the predicted service period of the assets, and RMB 721,000.30 amortized in the Period. (2) The appropriation for research and development ability of distributive high-pressure common rail system for diesel engine use and production line technological transformation project: according to XCJ No. [2010] 59, the Company has received special funds of 7.1 million Yuan appropriated by Finance Bureau of Wuxi New District in 2011 and used for the Company’s research and development ability of distributive high-pressure common rail system for diesel engine use and production line technological transformation project; this appropriation belongs to government subsidies related to assets, and will be amortized according to the depreciation process of the underlying assets when the project is completed. (3) Industry upgrading funds (2012): In accordance with the document Xi Xin Guanjing Fa [2012] No.216 and Document Xi Xin Guancai Fa [2012] No. 85, the Company received funds of 60.4 million Yuan appropriated for industry upgrading this year. (4) Industry upgrading funds (2013): In accordance with the document Xi Xin Guan Jing Fa [2013] No.379, Xi Xin Guan Jing Fa [2013] No.455, Xi Xin Guan Cai Fa [2013] No.128 and Xi Xin Guan Cai Fa [2013] No.153, the Company received funds of 60.52 million Yuan appropriated for industry upgrading in 2013. (5) Appropriation for investment of capital construction from the central government: In accordance with the document Xi Caijian [2012] No.43, the Company received appropriation of 5 million Yuan for investment of capital construction from the central government in 2012. The project has passed the acceptance check in current period, this appropriation should be amortized within the surplus service life of current assets, and amortization amount of current period is 714,285.71 Yuan. (6) R&D and industrialization of the high pressure variable pump of the common rail system of diesel engine for automobile: the Company received appropriated for the project in 2013 with 8.05 million Yuan in line with documents of Xi Ke Ji [2013] No.186, Xi Ke Ji [2013] No.208, Xi Cai Gong Mao [2013] No.104, Xi Cai Gong Mao [2013] No.138, Xi Ke Ji [2014] No.125, Xi Cai Gong Mao [2014] No.58, Xi Ke Ji [2014] No. 246 and Xi Cai Gong Mao [2014] No.162. Received RMB 3 million in 2014 and RMB 0.45 million in 2015; and belongs to government grant with assets concerned, and shall be amortized according to the depreciation process, amount of 1,543,095.28 Yuan amortize in the year. (7) Vehicle exhaust after-treatment technology research institute project: in 2012, the subsidiary Weifu Leader has applied for equipment purchase assisting funds to Wuxi Huishan Science and Technology Bureau and Wuxi Science and Technology Bureau for the vehicle exhaust after-treatment technology research institute project. This declaration has been approved by Wuxi Huishan 153 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Science and Technology Bureau and Wuxi Science and Technology Bureau in 2012, and the company has received appropriation of 2.4 million Yuan in 2012, and received appropriation of 1.6 million Yuan in 2013. This appropriation belongs to government subsidies related to assets and will be amortized according to the depreciation process, amount of 643,654.13 Yuan amortize in the year. (8) Industry upgrading funds (2014): In accordance with the document Xi Xin Guan Jing Fa [2014] No.427 and Xi Xin Guan Cai Fa [2014] No.143, the Company received funds of 36.831 million Yuan appropriated for industry upgrading in 2014. (9) New-built assets compensation after the removal of parent company: policy relocation compensation received by the Company, and will be amortized according to the depreciation of new-built assets, amount of 23,375,627.26 Yuan amortize in the year. (10) Fund of industry upgrade (2016): In accordance with the document Xi Xin Guan Jing Fa [2016] No.585 and Xi Xin Fa [2016] No.70, the Company received funds of 40 million Yuan appropriated for industry upgrading in 2016. (11) Guilding capital for the technical reform from State Hi-Tech Technical Commission: In accordance with the document Xi Jing Xin ZH [2016] No.9 and Xi Cai GM [2016] No.56, the Company received a 9.74 million Yuan for the guiding capital of technical reform (1st batch) from Wuxi for year of 2016, which included in the government subsidy with assets-concerned, and will amortized according to the depreciation process after acceptance (12) Implementation of the variable cross-section turbocharger for diesel engine: In accordance with the document YCZ Fa[2016] NO.623 and “Strong Industrial Base Project Contract for year of 2016”, subsidiary Weifu Tianli received a specific subsidy of 16.97 million Yuan (760,000 Yuan received in the period), the fund supporting strong industrial base project (made-in-China 2025) of central industrial transformation and upgrading 2016 from Ministry of Industry and Information Technology; and belongs to government grant with assets concerned, and shall be amortized according to the depreciation process, amount of 2,289,510.51 Yuan amortize in the year. (13) Demonstration project for intelligent manufacturing: under the Notice Relating to Selection of the Intelligent Manufacturing Model Project in Huishan District in 2016 (HJXF[2016]No.36), a fiscal subsidy of 3,000,000 Yuan was granted by relevant government authority in Huishan district to our subsidiary Weifu Leader in 2017 to be utilized for transformation and upgrade of Weifu Leader’s intelligent manufacturing facilities. This subsidy belongs to government grant related to assets which shall be amortized based on the depreciation progress of the assets. Amortization for the year amounts to 358,776.54 Yuan. 30. Share capital In RMB Changeduringthe year(+,-) Opening balance New shares Shares transferred from Ending balance Bonus share Other Subtotal issued capital reserve Total shares 1,008,950,570.00 1,008,950,570.00 31. Capital reserve In RMB/CNY Item Opening balance Current increased Current decreased Ending balance Capital premium (Share 3,372,647,413.97 1,818,607.75 3,370,828,806.22 capital premium) Other Capital reserve 45,193,988.92 45,193,988.92 Total 3,417,841,402.89 1,818,607.75 3,416,022,795.14 154 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Other explanation, including changes in the period and reasons for changes; The share premium was reduced by 1,818,607.75 in the current period, which was the difference between the long-term equity investment newly acquired by the company through the purchase of minority shareholding of Weifu Tianli and the net assets share that Weifu Tianli continued to calculate from the date of purchase according to the new shareholding ratio. 32. Other comprehensive income In RMB/CNY Current period Less: written in other Account comprehensive Opening Belong to Belong to Ending Item before income in balance Less : income parent minority balance previous period income tax in and carried tax expense company after shareholders tax after tax the year forward to gains and losses in current period II. Other comprehensive income 87,169,455.0 -117,053,06 -18,878,629 -106,978,89 -19,809,4 items which will be reclassified 8,804,463.00 1 4.00 .04 7.96 42.95 subsequently to profit or loss Gains or losses arising from 87,169,455.0 -117,053,06 -18,878,629 -106,978,89 -19,809,4 changes in fair value of 8,804,463.00 1 4.00 .04 7.96 42.95 available-for-sale financial assets 87,169,455.0 -117,053,06 -18,878,629 -106,978,89 -19,809,4 Total other comprehensive income 8,804,463.00 1 4.00 .04 7.96 42.95 Other explanation, including the adjustment on initial recognition for arbitrage items that transfer from the effective part of cash flow hedge profit/loss Nil 33. Reasonable reserve In RMB/CNY Item Opening balance Current increased Current decreased Ending balance Safety production costs 2,606.93 20,140,422.85 18,524,539.28 1,618,490.50 Total 2,606.93 20,140,422.85 18,524,539.28 1,618,490.50 Other explanation, including changes and reasons for changes: (1)Instructions for the withdrawing of special reserves (safe production cost): According to the CQ [2012] No. 16 - Administrative Measures on the Withdrawing and Use of Enterprise Safety Production Expenses jointly issued by the Ministry of Finance and the State Administration of Work Safety, in the current period, the Company adopted excess retreat method for quarterly withdrawal by taking the actual operating income of the previous period as the withdrawing basis. (2)Among the above safety production costs, including the safety production costs accrual by the Company in line with regulations and the parts enjoy by shareholders of the Company in safety production costs accrual by subsidiary in line with regulations. (3)Other 7,024.21 Yuan, the difference between the special reserves obtained by the company from the purchase of minority shareholding of Weifu Tianli and the special reserves to be calculated according to the new shareholding ratio. 155 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 34. Surplus reserve In RMB/CNY Item Opening balance Current increased Current decreased Ending balance Statutory surplus reserves 510,100,496.00 510,100,496.00 Total 510,100,496.00 510,100,496.00 Other explanation, including changes and reasons for changes: Withdrawal of the statutory surplus reserves: Pursuit to the Company Law and Article of Association, the Company extracted statutory surplus reserve on 10 percent of the net profit. No more amounts shall be withdrawal if the accumulated statutory surplus reserve takes over 50 percent of the registered capital. 35. Retained profit In RMB/CNY Item Current period Last period Retained profits at the end of last year before adjustment 9,811,609,138.92 7,845,639,990.88 Retained profits at the beginning of the year after adjustment 9,811,609,138.92 7,845,639,990.88 Add: The net profits belong to owners of patent company of this period 2,396,077,415.21 2,571,339,490.04 Common dividend payable 1,210,740,684.00 605,370,342.00 Retained profit at period-end 10,996,945,870.13 9,811,609,138.92 Details about adjusting the retained profits at the beginning of the period: 1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained profits at the beginning of the period amounting to 0 Yuan. 2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan. 3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan 4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan. 5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan 36. Operating income and cost In RMB/CNY Current period Last Period Item Income Cost Income Cost Main operating 8,262,954,878.87 6,334,140,163.43 8,535,599,504.73 6,420,982,285.26 Other business 458,719,792.31 357,716,676.54 481,680,655.07 340,747,113.10 Total 8,721,674,671.18 6,691,856,839.97 9,017,280,159.80 6,761,729,398.36 156 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 37. Operating tax and extras In RMB/CNY Item Current period Last Period City maintaining & construction tax 23,365,378.57 27,342,047.81 Educational surtax 16,600,470.65 19,529,544.78 Property tax 15,673,296.50 16,168,030.42 Land use tax 6,488,307.08 6,297,452.61 Vehicle use tax 37,664.70 38,597.80 Stamp duty 3,054,969.25 3,033,552.04 Other taxes 168,243.17 3,915.02 Total 65,388,329.92 72,413,140.48 38. Sales expenses In RMB/CNY Item Current period Last Period Salary and fringe benefit 49,030,453.69 34,445,822.91 Consumption of office materials and 13,500,456.63 11,190,696.17 business travel charge Transportation charge 36,096,699.36 38,950,920.39 Warehouse charge 13,503,116.85 12,028,839.44 Three-guarantee fee 93,151,070.22 75,299,163.49 Business entertainment fee 18,934,440.36 14,336,526.65 Other 13,623,235.17 8,602,811.32 Total 237,839,472.28 194,854,780.37 39. Administration expenses In RMB/CNY Item Current period Last Period Salary and fringe benefit 242,611,825.10 258,766,943.35 Depreciation charger and long-term assets amortization 53,544,172.92 45,736,858.43 Consumption of office materials and business travel charge 19,301,684.66 21,626,135.74 Incentive fund 128,559,600.00 83,610,000.00 Other 140,988,103.07 129,753,615.34 Total 585,005,385.75 539,493,552.86 157 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 40. R&D expenses In RMB/CNY Item Current period Last Period Technological development expenses 403,263,972.20 391,315,234.75 Total 403,263,972.20 391,315,234.75 41. Financial expenses In RMB/CNY Item Current period Last Period Interest expenses 17,562,164.63 10,044,328.07 Note discount interest expenses 413,348.40 1,196,392.60 Less:Saving interest income 34,156,380.22 18,726,974.19 Gains/losses from exchange -4,437,834.09 11,345,354.36 Handling charges 3,225,120.73 3,457,895.95 Total -17,393,580.55 7,316,996.79 Other explanation: The interest expenses for year of 2018 including the 406,834.00 Yuan received of regards for the provincial engineering center 42. Losses of devaluation of asset In RMB/CNY Item Current period Last Period I. Bad debt loss 27,180,572.84 2,009,413.99 II. Inventory falling price loss 77,193,338.52 97,326,180.89 III. Impairment loss of financial assets available for sale 145,994,927.09 VII. Impairment loss of fixed assets 504,907.39 19,884,135.49 Total 250,873,745.84 119,219,730.37 43. Other income In RMB/CNY Sources of income generated Current period Last Period Government grants with routine operation activity concerned 48,404,480.99 40,394,724.11 Other Total 48,404,480.99 40,394,724.11 158 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 44. Investment income In RMB/CNY Item Current period Last Period Income of long-term equity investment calculated based on equity 1,623,761,059.52 1,604,027,207.30 Investment income from holding financial assets available for sales 3,274,260.41 3,291,000.00 Investment income obtained from disposal of financial assets 17,370,816.75 24,625,516.88 available for sales Entrust financial income 311,261,918.65 221,705,034.02 Gains/losses of subsidiary liquidation -10,473.00 Total 1,955,668,055.33 1,853,638,285.20 45. Income from change of fair value In RMB/CNY Sources Current period Last Period Financial assets measured by fair value and with its variation reckoned into -490,329.13 current gains/losses Including: Income from change of fair value from derivative financial -490,329.13 instrument Total -490,329.13 46. Income from assets disposal In RMB/CNY Sources Current period Last Period Income from disposal of non-current assets 103,712,793.61 1,156,664.72 Losses from disposal of non-current assets -1,239,798.14 -1,905,592.35 Total 102,472,995.47 -748,927.63 Gains from non-current assets disposal was mainly the compensation of expropriation of housing and land of Weifu Jinning. The detail see Note of VII. 4.(3).4)"Nature of other receivables" 47. Non-operating income In RMB/CNY Amount reckoned into current Item Current period Last Period non-recurring gains/losses Government grants 6,631,568.54 Other 1,264,830.90 5,336,599.33 1,264,830.90 159 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Total 1,264,830.90 11,968,167.87 1,264,830.90 Government grants reckoned into current gains/losses: In RMB/CNY Whether the impact Whether Assets Granting Cause of Nature of subsidies on the Current Item special Last period related/Income subject distribution type current profit and period subsidies related loss Stabilization subsidy 3,202,219.54 Income related Patent funding 451,800.00 Income related Support funds 1,100,000.00 Income related Reward for acceptance of 500,000.00 Income related new third board Innovation ability reward 500,000.00 Income related The reward of top thirty industrial enterprise, Star enterprise in service industry and demonstration award for enterprise innovation and 400,000.00 Income related development for the year of 2016 in Jiangbei District from People’s Government of Jiangbei District, Ningbo City Other 477,549.00 Total 6,631,568.54 48. Non-operating expense In RMB/CNY Amount reckoned into current Item Current period Last Period non-recurring gains/losses Donations 1,313,246.00 1,313,246.00 Non-current assets disposal losses 6,310,772.90 2,473,919.63 6,310,772.90 Including: fixed assets disposal losses 6,310,772.90 2,473,919.63 6,310,772.90 Local fund 1,804,429.63 2,442,882.51 Other 548,711.02 856,791.48 548,711.02 Total 9,977,159.55 5,773,593.62 8,172,729.92 160 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 49. Income tax expense (1)Income tax expense In RMB/CNY Item Current period Last Period Payable tax in current period 165,302,326.13 176,981,021.79 Adjusted the previous income tax -1,108,883.52 -853,023.84 Increase/decrease of deferred income tax assets -32,958,287.45 7,189,092.22 Increase/decrease of deferred income tax liability 4,653,521.15 -111,033.00 Total 135,888,676.31 183,206,057.17 (2)Adjustment on accounting profit and income tax expenses In RMB/CNY Item Current period Total profit 2,602,183,379.78 Income tax measured by statutory/applicable tax rate 390,327,506.97 Impact by different tax rate applied by subsidies 1,919,809.73 Adjusted the previous income tax -1,108,883.52 Impact by non-taxable revenue -243,985,949.07 Impact on cost, expenses and losses that unable to deducted 3,901,402.22 Impact by the deductible losses of the un-recognized previous deferred income tax -12,744,805.79 The deductible temporary differences or deductible losses of the un-recognized deferred income tax 17,703,986.16 assets in the Period Impact on additional deduction -21,253,446.60 Other 1,129,056.21 Income tax expense 135,888,676.31 50. Other comprehensive income See Note VII. 32 “Other comprehensive income” 51. Items of ash flow statement (1) Other cash received in relation to operation activities In RMB/CNY 161 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Item Current period Last Period Cash in bank Interest income 34,156,380.22 18,726,974.19 Government grants 23,299,447.35 15,752,016.54 Margin on operation bill 53,427,527.69 25,598,576.55 Other 7,294,400.13 5,901,111.62 Total 118,177,755.39 65,978,678.90 (2)Other cash paid in relation to operation activities In RMB/CNY Item Current period Last Period Cash cost 530,988,250.24 505,309,877.27 Other 28,148,968.46 42,308,458.75 Total 559,137,218.70 547,618,336.02 (3)Cash received from other investment activities In RMB/CNY Item Current period Last Period Letter of credit for import equipment margin 79,984.34 Government grants received relevant to assets 4,480,000.00 Total 4,559,984.34 (4)Cash paid related with investment activities In RMB/CNY Item Current period Last Period Margin paid by L/C for purchase of equipment 1,090,775.32 Total 1,090,775.32 (5) Other cash received in relation to financing activities In RMB/CNY Item Current period Last Period The borrowings/loans received by Weifu Leader from Wuxi Industry 5,470,000.00 Group Total 5,470,000.00 162 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (6)Cash paid related with financing activities In RMB/CNY Item Current period Last Period Liquidation charges 1,049,711.28 National debt paid transfer to loans 339,091.00 339,091.00 Account paid for purchasing minority equity of Weifu Tianli 15,570,000.00 Total 15,909,091.00 1,388,802.28 52. Supplementary information to statement of cash flow (1) Supplementary information to statement of cash flow In RMB/CNY Supplementary information Current period Last Period 1. Net profit adjusted to cash flow of operation activities: -- -- Net profit 2,466,294,703.47 2,647,209,924.58 Add: Assets impairment provision 250,873,745.84 119,219,730.37 Depreciation of fixed assets, consumption of oil assets and depreciation of 285,471,054.32 266,894,355.57 productive biology assets Amortization of intangible assets 17,249,463.37 18,616,311.55 Amortization of long-term deferred expenses 1,567,262.43 1,049,187.11 Loss from disposal of fixed assets, intangible assets and other long-term -102,472,995.47 748,927.63 assets(gain is listed with “-”) Losses on scrapping of fixed assets (gain is listed with “-”) 6,310,772.90 2,473,919.63 Gain/loss of fair value changes (gain is listed with “-”) 490,329.13 Financial expenses (gain is listed with “-”) 14,840,492.09 19,423,542.44 Investment loss (gain is listed with “-”) -1,956,287,284.27 -1,849,764,125.27 Decrease of deferred income tax asset( (increase is listed with “-”) -32,958,287.45 7,189,092.22 Increase of deferred income tax liability (decrease is listed with “-”) 4,653,521.15 -111,033.00 Decrease of inventory (increase is listed with “-”) -35,700,126.59 -223,562,160.19 Decrease of operating receivable accounts (increase is listed with “-”) 381,642,704.00 -899,544,673.74 Increase of operating payable accounts (decrease is listed with “-”) -429,597,489.90 848,035,110.26 Other 2,003,661.61 -180,208.09 Net cash flows arising from operating activities 874,381,526.63 957,697,901.07 2. Material investment and financing not involved in cash flow -- -- 3. Net change of cash and cash equivalents: -- -- 163 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Balance of cash at period end 2,404,674,139.49 2,948,439,354.22 Less: Balance of cash equivalent at year-begin 2,948,439,354.22 3,795,223,678.11 Net increase of cash and cash equivalents -543,765,214.73 -846,784,323.89 (2)Net cash payment for the acquisition of a subsidiary in the period Nil (3)Net cash received from the disposal of subsidiaries Nil (4)Constitution of cash and cash equivalent In RMB/CNY Item Ending balance Opening balance I. Cash 2,404,674,139.49 2,948,439,354.22 Including: Cash on hand 194,161.03 736,773.22 Bank deposit available for payment at any time 2,404,479,978.46 2,947,702,581.00 II. Balance of cash and cash equivalents at the period-end 2,404,674,139.49 2,948,439,354.22 53. Note of the changes of owners’ equity Explain the items and amount at period-end adjusted for “Other” at end of the last year: Nil 54. Assets with ownership or use right restricted In RMB/CNY Item Ending Book value Restriction reason Monetary funds 1,450,000.00 Cash deposit paid for LC Notes receivable 423,527,758.19 Notes pledge for bank acceptance Monetary funds 79,315,732.67 Cash deposit paid for bank acceptance Monetary funds 881,868.57 Court freeze In accordance with the civil ruling No.(2016)Y03MC2490 and No.(2016) Y03MC2492 of Guangdong Shenzhen Intermediate People's Court (Hereinafter referred to as Shenzhen Available-for-sal Intermediate People's Court), the property with the value of 217 million Yuan under the name 112,850,891.16 of the Company and other seven respondents and the third party Shenzhen Hejun Chuangye e financial assets Holdings Co., Ltd. (Hereinafter referred to as Hejun Company) was frozen. As of the end of the reporting period, 4.71 million shares of Miracle Logistics and 11,739,102 shares of SDEC held by the Company were frozen. Total 618,026,250.59 -- 164 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 55. Item of foreign currency (1) Item of foreign currency In RMB/CNY Closing balance of foreign Item Rate of conversion Ending RMB balance converted currency Monetary funds -- -- Including: USD 31,373,244.14 6.8632 215,320,849.17 EUR 2,499,310.16 7.8473 19,612,836.63 HKD 16,024,984.73 0.8762 14,041,091.62 JPY 8,364,309.47 0.061887 517,642.02 Account receivable -- -- Including: USD 4,195,415.85 6.8632 28,793,978.06 EUR 1,040,354.52 7.8473 8,163,974.02 JPY 3,314,442.00 0.061887 205,120.87 Short-term borrowings Including: EUR 3,558,958.36 7.8473 27,928,213.94 Account payable Including: USD 411,335.19 6.8632 2,823,075.67 EUR 1,615,586.95 7.8473 12,677,995.47 CHF 105,642.70 6.9494 734,153.38 JPY 31,475,376.00 0.061887 1,947,916.59 (2)Explanation on foreign operational entity, including as for the major foreign operational entity, disclosed main operation place, book-keeping currency and basis for selection; if the book-keeping currency changed, explain reasons □ Applicable√ Not applicable 56. Government grants (1)Government grants In RMB/CNY Amount reckoned in Category Amount Item current gain/loss Industrialization project for injection VE pump Industrialization project for injection VE 721,000.30 721,000.30 system with electronically controlled high pump system with electronically 165 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 pressure for less-emission diesel used controlled high pressure for less-emission diesel used Key laboratory (engineering center) of the Key laboratory (engineering center) of the pollution control from motor vehicle exhausting 170,000.00 pollution control from motor vehicle 170,000.00 in Jiangsu province exhausting in Jiangsu province Grants for key laboratory in Wuxi City 70,000.00 Grants for key laboratory in Wuxi City 70,000.00 Supporting funds for technical Supporting funds for technical improvement for improvement for annual output as 140,000 annual output as 140,000 pieces of packaging line 259,000.00 pieces of packaging line of catalytic 259,000.00 of catalytic reduction system for commercial reduction system for commercial vehicles vehicles (2014) (2014) Technical transformation for annual output as Technical transformation for annual output 225,749.56 225,749.56 300,000 sets of four-cylinder engine supercharger as 300,000 sets of four-cylinder engine Annual output of 150000 gasoline engine Annual output of 150000 gasoline engine 100,000.00 100,000.00 superchargers superchargers Depreciation/amortization compensation for the Depreciation/amortization compensation assets newly established after parent company 23,375,627.26 for the assets newly established after 23,375,627.26 relocated parent company relocated Central capital investment allocation from Wuxi Central capital investment allocation from 714,285.71 714,285.71 Finance Bureau (R&D center) Wuxi Finance Bureau (R&D center) Provincial special guiding funds for scientific and Provincial special guiding funds for technological innovation and achievement 328,571.43 scientific and technological innovation 328,571.43 conversion and achievement conversion Technical reform of catalytic reduction Technical reform of catalytic reduction system for 233,555.56 system for 180,000 commercial vehicles 233,555.56 180,000 commercial vehicles annually annually Development and industrialization of high Development and industrialization of high pressure variable pump for common rail system 1,543,095.28 pressure variable pump for common rail 1,543,095.28 of vehicle diesel engine system of vehicle diesel engine Business development funds support Business development funds support allocation 200,000.00 allocation from Finance bureau of the new 200,000.00 from Finance bureau of the new district district Funds for intelligent promotion of Funds for intelligent promotion of intelligent intelligent integration of two integration of two modernization modernization Demonstration of intelligent Demonstration of intelligent manufacturing 358,776.54 358,776.54 manufacturing Research institute of motor vehicle exhaust Research institute of motor vehicle 643,654.13 643,654.13 post-treatment exhaust post-treatment Implementation scheme of the variable section 2,289,510.51 Implementation scheme of the variable 2,289,510.51 166 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 turbocharger for diesel engine section turbocharger for diesel engine Special funds for technical transformation 97,010.66 Special funds for technical transformation 97,010.66 Generation subsidy for distributed PV Generation subsidy for distributed PV projects 923,100.00 923,100.00 projects Funds allocation for science & technology Funds allocation for science & technology 1,302,000.00 1,302,000.00 development plan development plan Supporting funds for new products and new Supporting funds for new products and projects of the intelligent manufacturing industrial 2,250,000.00 new projects of the intelligent 2,250,000.00 park manufacturing industrial park Funds for technical reform of boiler wheel Funds for technical reform of boiler wheel supercharger for annual output of 200,000 1,193,286.26 supercharger for annual output of 200,000 1,193,286.26 gasoline engines gasoline engines Other 11,406,257.79 Other 11,406,257.79 Total 48,404,480.99 Total 48,404,480.99 (2)Government grants rebate Nil 57. Other Nil VIII. Changes of consolidation scope 1. Enterprise combine not under the same control Nil 2. Enterprise combine under the same control Nil 3. Reverse purchase Nil 4. Disposal of subsidiaries Nil 167 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 5. Other reasons for consolidation range changed Explain the reasons on consolidate scope changes (i.e. subsidiary newly established, subsidiary liquidation etc.) and relevant information: Change of consolidation Way for obtained the Time for obtained Ratio of Name scope equity the equity contribution Increase of the consolidation Nanchang Weifu Leader Auto Parts & Newly established 2018-3-8 100.00% scope Components Co., Ltd. IX. Equity in other entity 1. Equity in subsidiary (1) Constitute of enterprise group Main Share-holding ratio Registered Subsidiary operation Business nature Acquired way place Directly Indirectly place Enterprise combine Weifu Jinning Nanjing Nanjing Spare parts of internal-combustion engine 80.00% under the same control Enterprise combine Weifu Leader Wuxi Wuxi Automobile exhaust purifier, muffler 94.81% under the same control Weifu Mashan Wuxi Wuxi Spare parts of internal-combustion engine 100.00% Investment Weifu Chang’an Wuxi Wuxi Spare parts of internal-combustion engine 100.00% Investment Weifu International Enterprise combine Wuxi Wuxi Trading 100.00% Trade under the same control Enterprise combine not Weifu ITM Wuxi Wuxi Spare parts of internal-combustion engine 100.00% under the same control Weifu Schmidt Wuxi Wuxi Spare parts of internal-combustion engine 66.00% Investment Enterprise combine not Weifu Tianli Ningbo Ningbo Spare parts of internal-combustion engine 54.23% under the same control Enterprise combine not Weifu Autocam Wuxi Wuxi Spare parts of internal-combustion engine 51.00% under the same control Weifu Leader Wuhan Wuhan Automobile exhaust purifier, muffler 60.00% Investment (Wuhan) Weifu Chongqi Chongqin Automobile exhaust purifier, muffler 100.00% Investment Leader(Chongqing) ng g Weifu Nanchan Nanchang Automobile exhaust purifier, muffler 100.00% Investment Leader(Nanchang) g 168 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Explanation on share-holding ratio in subsidiary different from ratio of voting right: Nil Basis of the invested unit control by the Company though holds half or below voting rights; and the invested unit without controls by the Company but with over half voting rights hold: Explanation on equity method for calculation of the investment for Weifu Electronic Drive The company holds 80.00% equity of Weifu Electronic Drive; the Board of Directors of Weifu Electronic Drive Board consists of 5 directors, 3 of whom are appointed by the company; Weifu Electronic Drive’s important board resolutions can only pass the resolution when being unanimously voted by all the present directors. According to this judgment, the company cannot control Weifu Electronic Drive, and its investment should be used as an investment in the joint venture, which adopts equity method for business accounting. Major structured entity included in consolidate statement: Nil Basis of termination of agent or consignor: Nil (2)Important non-wholly-owned subsidiary In RMB/CNY Dividend announced to Share-holding ratio of Gains/losses attributable Ending equity of Subsidiary distribute for minority in minority to minority in the Period minority the Period Weifu Jinning 20.00% 41,594,834.20 15,604,600.00 194,243,753.02 Weifu Schmidt 34.00% -114,183.58 9,481,779.44 Weifu Leader 5.19% 3,443,152.24 84,803,572.03 Weifu Tianli 45.77% 9,419,706.13 105,986,824.42 Weifu Autocam 49.00% 15,873,779.27 19,600,000.00 143,626,339.62 Total 70,217,288.26 35,204,600.00 538,142,268.53 Explanation on holding ratio different from the voting right ratio for minority shareholders: Nil (3)Main finance of the important non-wholly-owned subsidiary In RMB/CNY Ending balance Subsidiary Non-current Non-current Current assets Total assets Current liabilities Total liabilities assets liabilities Weifu Jinning 994,953,012.95 342,560,339.76 1,337,513,352.71 313,381,459.40 50,522,767.70 363,904,227.10 Weifu Schmidt 92,342,474.64 48,855,179.90 141,197,654.54 112,913,283.31 112,913,283.31 Weifu Leader 1,958,116,370.10 1,038,234,646.34 2,996,351,016.44 1,343,115,779.10 23,850,612.52 1,366,966,391.62 Weifu Tianli 357,404,441.32 233,476,608.83 590,881,050.15 310,421,704.26 47,838,928.45 358,260,632.71 Weifu Autocam 242,022,679.84 310,989,080.94 553,011,760.78 262,647,739.06 262,647,739.06 Total 3,644,838,978.85 1,974,115,855.77 5,618,954,834.62 2,342,479,965.13 122,212,308.67 2,464,692,273.80 169 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Opening balance Subsidiary Non-current Non-current Current assets Total assets Current liabilities Total liabilities assets liabilities Weifu Jinning 804,641,137.00 337,158,270.17 1,141,799,407.17 245,091,101.59 54,199,342.64 299,290,444.23 Weifu Schmidt 88,975,034.68 33,405,432.30 122,380,466.98 93,741,159.45 93,741,159.45 Weifu Leader 2,392,378,693.81 978,224,529.85 3,370,603,223.66 1,793,072,212.90 23,503,280.34 1,816,575,493.24 Weifu Tianli 290,628,819.00 243,156,899.42 533,785,718.42 259,270,617.16 63,076,581.29 322,347,198.45 Weifu Autocam 250,884,987.49 216,134,430.81 467,019,418.30 169,012,066.26 169,012,066.26 Total 3,827,508,671.98 1,808,079,562.55 5,635,588,234.53 2,560,187,157.36 140,779,204.27 2,700,966,361.63 In RMB/CNY Current period Subsidiary Total comprehensive Cash flow from operation Operation Income Net profit income activity Weifu Jinning 613,545,903.22 208,505,596.11 208,505,596.11 39,369,830.31 Weifu Schmidt 178,431,433.45 -354,936.30 -354,936.30 18,242,932.77 Weifu Leader 2,800,874,733.81 74,556,894.40 74,556,894.40 -6,864,502.47 Weifu Tianli 378,601,103.90 20,603,781.23 20,603,781.23 21,145,599.68 Weifu Autocam 466,437,403.21 32,356,669.68 32,356,669.68 57,006,160.96 Total 4,437,890,577.59 335,668,005.12 335,668,005.12 128,900,021.25 Last Period Subsidiary Total comprehensive Cash flow from operation Operation Income Net profit income activity Weifu Jinning 639,266,713.42 123,846,080.79 123,846,080.79 -14,327,763.61 Weifu Schmidt 132,237,721.83 375,719.98 375,719.98 -1,277,329.17 Weifu Leader 2,545,737,100.66 102,430,580.66 102,430,580.66 138,916,907.91 Weifu Tianli 331,060,782.23 8,621,636.11 8,621,636.11 13,915,991.57 Weifu Autocam 518,304,786.01 85,063,618.51 85,063,618.51 70,463,396.99 Total 4,166,607,104.15 320,337,636.05 320,337,636.05 207,691,203.69 (4) Significant restrictions on the use of enterprise group assets and pay off debts of the enterprise group Nil 170 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (5)Financial or other supporting offers to the structured entity included in consolidated financial statement range Nil 2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights (1)Owners equity shares changed in subsidiary In May 2018, part of the equity held by minority of Weifu Tianli are purchased by the Company with 15.57 million Yuan in cash; after that, owners’ equity of the Weifu Tianli held by the Company up to 54.2295% instead of 47.9436% (2)Impact on minority’s interest and owners’ equity attributable to parent company In RMB/CNY Weifu Tianli Cost of acquisition/disposal consideration 15,570,000.00 --Cash 15,570,000.00 Less: Net assets share of the subsidiary calculated according to the equity ratio obtained/disposed 13,751,392.25 Balance 1,818,607.75 Including:Capital reserve adjustment 1,818,607.75 3. Equity in joint venture and associated enterprise (1) Important joint venture and associated enterprise Share-holding ratio Accounting treatment on Main Registered investment for Joint venture or associated enterprise operation Business nature place Directly Indirectly joint venture and place associated enterprise I. Joint venture Wuxi Weifu Environment Catalyst Co., Ltd. Wuxi Wuxi Catalyst 49.00% Equity method Wheel-hub Wuxi Weifu Electric Drive Tech. Co., Ltd. Wuxi Wuxi 80.00% Equity method motor II. Associated enterprise Internal-combus Bosch Automobile Diesel System Co., Ltd. Wuxi Wuxi tion engine 32.50% 1.50% Equity method accessories Zhonglian Automobile Electronic Co., Ltd. Shanghai Shanghai Internal-combus 20.00% Equity method 171 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 tion engine accessories Internal-combus Weifu Precision Machinery Manufacturing Co., Wuxi Wuxi tion engine 20.00% Equity method Ltd. accessories Automobile Shinwell Automobile Tech. (Wuxi) Co., Ltd. Wuxi Wuxi 45.00% Equity method components Holding shares ratio different from the voting right ratio: ①Explanation on equity method for calculation of the investment for Weifu Electronic Drive The company holds 80.00% equity of Weifu Electronic Drive; the Board of Directors of Weifu Electronic Drive Board consists of 5 directors, 3 of whom are appointed by the company; Weifu Electronic Drive’s important board resolutions can only pass the resolution when being unanimously voted by all the present directors. According to this judgment, the company cannot control Weifu Electronic Drive, and its investment should be used as an investment in the joint venture, which adopts equity method for business accounting. ②Explanation on equity method for calculation of the investment for Shinwell Automobile Tech. (Wuxi) Co., Ltd. The subsidiary Weifu International Trade holds a 45.00% stake in Shinwell Automobile Tech. (Wuxi); the Board of Directors of Shinwell Automobile Tech. (Wuxi) consists of 5 directors, 2 of whom are appointed by Weifu International Trade. Has major influence with less 20% voting rights hold, or has minor influence with over 20% (20% included) voting rights hold:Nil (2)Main financial information of the important joint venture In RMB/CNY Ending balance/Current period Opening balance/Last Period Weifu Environment Weifu Environment Current assets 2,524,886,121.93 3,011,258,785.42 Including: cash and cash equivalents 62,820,292.38 120,584,888.35 Non -current assets 312,633,597.82 284,089,421.89 Total assets 2,837,519,719.75 3,295,348,207.31 Current liabilities 1,658,404,950.50 2,211,790,474.13 Non-current liabilities 24,735,000.00 16,450,000.00 Total liabilities 1,683,139,950.50 2,228,240,474.13 Shareholders’ equity attributable to parent company 1,154,379,769.25 1,067,107,733.18 Share of net assets calculated by shareholding ratio 565,646,086.93 522,882,789.26 Book value of equity investment in joint ventures 565,646,086.93 522,882,789.26 Operation income 3,353,480,152.95 2,949,564,841.97 Financial expenses 106,283,984.35 77,268,038.98 Income tax expense -9,245,702.92 13,745,114.70 Net profit 91,456,868.91 162,415,440.00 Total comprehensive income 91,456,868.91 162,415,440.00 172 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (3)Main financial information of the important associated enterprise In RMB/CNY Ending balance/Current period Opening balance/Last Period Bosch Diesel Zhonglian Weifu Precision Bosch Diesel Zhonglian Weifu Precision System Automobile Machinery System Automobile Machinery Current assets 10,042,409,061.0 153,125,575.56 281,266,308.21 8,194,014,833.80 688,116,022.56 238,511,756.68 4 Non -current 2,756,104,679.18 5,277,976,705.66 133,470,007.84 2,696,164,046.92 4,668,848,226.74 123,616,959.50 assets 12,798,513,740.2 10,890,178,880.7 Total assets 5,431,102,281.22 414,736,316.05 5,356,964,249.30 362,128,716.18 2 2 Current liabilities 4,100,048,133.30 2,999,283.95 135,365,421.92 3,949,654,684.13 566,609,302.26 112,597,321.52 Non-current 2,759,548.45 2,210,310.00 liabilities Total liabilities 4,100,048,133.30 5,758,832.40 135,365,421.92 3,949,654,684.13 568,819,612.26 112,597,321.52 Attributable to parent company 8,698,465,606.92 5,425,343,448.82 279,370,894.13 6,940,524,196.59 4,788,144,637.04 249,531,394.66 shareholders’ equity Share of net assets calculated 2,957,478,306.35 1,085,068,689.76 55,874,178.83 2,359,778,226.84 957,628,927.40 49,906,278.93 by shareholding ratio --Goodwill 267,788,761.35 1,407,265.96 267,788,761.35 1,407,265.96 --Unrealized profit of internal -18,144,174.02 -34,986.88 -18,770,053.91 -28,335.94 trading --Other -0.28 -529,034.05 -0.28 -529,034.03 Book value of equity investment 3,207,122,893.40 1,086,475,955.72 55,310,157.90 2,608,796,934.00 959,036,193.36 49,348,908.96 in associated enterprise 15,539,892,004.6 15,389,748,441.4 Operation income 23,186,214.38 310,813,025.45 21,430,344.10 235,059,618.08 7 4 Net profit 3,545,497,532.33 1,834,198,811.78 47,839,499.47 3,421,160,042.39 1,777,156,110.72 32,599,240.87 Total comprehensive 3,545,497,532.33 1,834,198,811.78 47,839,499.47 3,421,160,042.39 1,777,156,110.72 32,599,240.87 income 173 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Dividends received from associated 607,769,081.48 239,400,000.00 3,600,000.00 666,460,456.42 207,800,000.00 3,600,000.00 enterprise in the year Other explanation ① adjustment item for other “-0.28”: the differential tail; ②The dividend of 3.6 million Yuan distributed from Weifu Precision Machinery are collected by bank acceptance in the year; the note still in balance of note receivable on 31st December 2018 (4)Financial summary for non-important Joint venture and associated enterprise In RMB/CNY Ending balance/Current period Opening balance/Last Period Joint venture: -- -- Total book value of investment 54,742,375.02 Amount based on share-holding ratio -- -- --Net profit -438,424.98 --Total comprehensive income -438,424.98 Associated enterprise: -- -- Total book value of investment 7,476,477.77 Amount based on share-holding ratio -- -- --Net profit -1,523,522.23 --Total comprehensive income -1,523,522.23 (5)Major limitation on capital transfer ability to the Company from joint venture or associated enterprise Nil (6) Excess loss occurred in joint venture or associated enterprise Nil (7)Unconfirmed commitment with joint venture investment concerned Nil (8)Intangible liability with joint venture or associated enterprise investment concerned Nil 174 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 4. Major conduct joint operation Nil 5. Structured body excluding in consolidate financial statement Nil X. Risk related with financial instrument Main financial instrument of the Company including equity investment, loans, account receivable, account payable etc., more details of the financial instrument can be found in relevant items of Note V. Risks concerned with the above mentioned financial instrument, and the risk management policy takes for lower the risks are as follow: Aims of engaging in the risk management is to achieve equilibrium between the risk and benefit, lower the adverse impact on performance of the Company to minimum standards, and maximized the benefit for shareholders and other investors. Base on the risk management targets, the basic tactics of the risk management is to recognized and analyzed the vary risks that the Company counted, established an appropriate risk exposure baseline and caring risk management, supervise the vary risks timely and reliably in order to control the risk in a limited range. In business process, the risks with financial instrument concerned happen in front of the Company mainly including credit exposure, market risk and liquidity risk. BOD of the Company takes full charge of the risk management target and policy-making, and takes ultimate responsibility for the target of risk management and policy. Risk management department and financial control department manager and monitor those risk exposure to ensuring the risks are control in a limited range. 1. Credit Risk Credit risk refers to the one party fails to perform the obligation of the financial instruments, form the other party company mainly face credit risk for financial loss caused by the customer credit risks. In order to prevent the risks, the Company formulated an evaluation system for the new client’s credit and system to analyze the book credit for regular customer. The evaluation system for the new client’s credit aims at the new clients, the Company will conduct an background investigation based on the established process, with purpose of determine whether offer credit limit to the client and the amount of the credit and credit terms or not. Whereby, the Company setting a credit limits and credit period for every new client, and such limit is the maximum amount without additional approval. The system to analyze the book credit for regular customer refers to after purchase order received by regular customer, the Company will examine the order amount and outstanding balance, if the total over the credit limit, on the premise of additional approval, sales on account shall be realized, or prepayments for relevant amount shall be required. Furthermore, as for the sales on account occurred, the Company will guarantee the total credit risks in a controlling range by analyzed and review the monthly report of the risk attention for account receivables. The maximum credit risk exposure of the Company is the book amount of such financial assets, till end of 31st December 2018; lists of the maximum credit risk exposure of the Company are as: 175 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Item Amount of merge Amount of parent company Account receivable 1,919,793,266.91 742,246,990.99 Other receivables-Other receivables 82,739,808.66 196,660,409.35 2. Market risk Market risk of the financial instrument refers to the fair value of financial instrument or future cash flow due to fluctuations in the market price changes and produce, mainly includes the IRR, FX risk and other price risk. (1) Interest rate risk (IRR) IRR refers to the fluctuate risks on Company’s financial status and cash flow arising from rates changes in market. IRR of the Company mainly related with the bank loans. In order to lower the fluctuate of IRR, the Company, in line with the anticipative change orientation, choose floating rate or fixed rate, that is the rate in future period will goes up prospectively, than choose fixed rate; if the rate in future period will decline prospectively, than choose the floating rate. In order to minor the bad impact from difference between the expectation and real condition, loans for liquid funds of the Company are choose the short-term period, and agreed the terms of prepayment in particular. (2) Foreign exchange (FX) risk FX risks refer to the losses arising from exchange rate movement. The FX risk sustain by the Company mainly related with the USD, EUR, SF, JPY and HKD, except for the USD, EUR, SF, JPY and HKD carried out for the equipment purchasing of parent company and Autocam, material purchasing from business section of Weifu Diesel System, technical service and trademark usage costs from business section of Weifu Diesel System and the import and export of Weifu International Trade, other main business of the Company are pricing and settle with RMB (Yuan). In consequence of the foreign financial assets and liabilities takes minor ratio in total assets, the Company has small FX risk of the financial instrument, considered by management of the Company. End as 31st December 2018, except for the follow assets or liabilities listed with foreign currency, assets and liabilities of the Company are carried with RMB ①Foreign currency assets of the Company till end of 31st December 2018 Ending foreign Cash on hand Convert rate Ending RMB balance converted Ratio in assets(%) currency balance Monetary funds Including: USD 31,373,244.14 6.8632 215,320,849.17 1.03 EUR 2,499,310.16 7.8473 19,612,836.63 0.09 JPY 8,364,309.47 0.061887 517,642.02 0.00 HKD 16,024,984.73 0.8762 14,041,091.62 0.07 Account receivable Including: USD 4,195,415.85 6.8632 28,793,978.06 0.14 EUR 1,040,354.52 7.8473 8,163,974.02 0.04 JPY 3,314,442.00 0.061887 205,120.87 0.00 Total ratio in assets 1.37 ②Foreign currency liability of the Company till end of 31st December 2018: 176 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Ending foreign Cash on hand Convert rate Ending RMB balance converted Ratio in assets(%) currency balance Short-term borrowings Including: EUR 3,558,958.36 7.8473 27,928,213.94 0.63 Account payable Including: USD 411,335.19 6.8632 2,823,075.67 0.06 EUR 1,615,586.95 7.8473 12,677,995.47 0.29 CHF 105,642.70 6.9494 734,153.38 0.02 JPY 31,475,376.00 0.061887 1,947,916.59 0.04 Total ratio in liabilities 1.04 ③Other pricing risk Classification of the Company held is the equity investments in financial assets available for sale, and such investment can be measured by fair value on balance sheet date, thus, the Company owns a risk of stock market changes. Furthermore, on the premise of deliberated and approved in 16th session of 8th BOD, the Company exercise entrust financing with the self-owned idle capital; therefore, the Company has the risks of collecting no principal due to entrust financial products default. Aims at such risk, the Company formulated a “Management Mechanism of Capital Financing”, and well-defined the authority approval, investment decision-making, calculation management and risk controls for the entrust financing in order to guarantee a security funds and prevent investment risk efficiently. In order to lower the adverse impact from unpredictable factors, the Company choose short-term and medium period for investment and investment product’s term is up to 3 years in principle; in variety of investment, the Company did not invested for the stocks, derivative products, security investment fund and the entrust financial products aims at security investment as well as other investment with securities concerned. 3. Liquidity risk Liquidity risk refers to the capital shortage risk occurred during the clearing obligation implemented by the enterprise in way of cash paid or other financial assets. The Company aims at guarantee the Company has rich capital to pay the due debts, therefore, a financial control department is established for collectively controlling such risks. On the one hand, the financial control department monitoring the cash balance, the marketable securities which can be converted into cash at any time and the rolling forecast on cash flow in future 12 months, ensuring the Company, on condition of reasonable prediction, owes rich capital to paid the debts; on the other hand, building a favorable relationship with the banks, rationally design the line of credit, credit products and credit terms, guarantee a sufficient limit for bank credits in order to satisfy vary short-term financing requirements. XI. Disclosure of fair value 1. Ending fair value of the assets and liabilities measured by fair value In RMB/CNY 177 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Ending fair value Item First-order Second-order Third-order Total I. Sustaining measured by fair value -- -- -- -- (2) Equity instrument investment 121,066,008.00 -- -- 121,066,008.00 Total assets sustaining measured by fair value 121,066,008.00 121,066,008.00 Derivative financial liability 490,329.13 490,329.13 Total liability sustaining measured by fair value 490,329.13 490,329.13 II. Non-persistent measure -- -- -- -- 2. Recognized basis for the market price sustaining and non-persistent measured by fair value on first-order According to relevant requirement of accounting standards, the Company continues to measure the financial assets available for sale-equity instrument investment by fair value on balance sheet date. On 31 December 2018, the financial assets available for sale-equity instrument investment held by the Company refers to the SDEC (stock code: 600841) and Miracle Logistics (Stock code: 002009), determining basis of the market price at period-end refers to the closing price of 28 December 2018, the 29 December 2018, 30 December 2018 and 31 December 2018 are nonworking days. 3. The qualitative and quantitative information for the valuation technique and critical parameter that sustaining and non-persistent measured by fair value on second-order The derivative financial liabilities that continued to be measured at the second level of fair value were the forward exchange settlement contracts and RMB option contracts held by the subsidiary Weifu Autocam, the fair value measurement of the derivative financial liabilities was measured by the fair value of the forward exchange settlement contracts and RMB option contracts offered by the bank that signed the contracts. XII. Related party and related transactions 1. Parent company of the enterprise Parent Registration Share-holding ratio on the Voting right ratio on Business nature Registered capital company place enterprise for parent company the enterprise Wuxi Industry Operation of 4720.6710 million Wuxi 20.22% 20.22% Group state-owned assets Yuan Explanation on parent company of the enterprise Wuxi Industry Development Group Co., Ltd was solely state-owned enterprise funded and established by Wuxi Municipal People’s Government which mainly took responsibility of authorizing the state-owned assets operation within a certain areas, investment management of significant project, investment and development of manufacturing and services and venture capital in high-tech achievement Ultimate controller of the Company is State-owned Assets Supervision & Administration Commission of Wuxi Municipality of 178 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Jiangsu Province. 2. Subsidiary of the Enterprise Found more in Note IX. 1.” Equity in subsidiary” 3. Joint venture and associated enterprise Found more in Note IX.3. “Equity in joint venture and associated enterprise” Other associated enterprise or joint ventures which has related transaction with the Company in the period or occurred previous: Nil 4. Other Related party Other Related party Relationship with the Enterprise Robert Bosch Company Second largest shareholder of the Company Key executive Director, supervisor and senior executive of the Company 5. Related transaction (1) Goods purchasing, labor service providing and receiving Goods purchasing/labor service receiving In RMB/CNY Content of related Approved Whether more than the Related party Current period Last Period transaction transaction limit transaction limit (Y/N) Weifu Precision Goods and labor 44,657,225.89 50,000,000.00 N 43,069,065.48 Machinery Bosch Diesel System Goods and labor 68,485,584.07 70,000,000.00 N 200,508,313.30 Weifu Environment Goods 1,515,266,186.15 1,925,000,000.00 N 1,131,818,717.21 Robert Bosch Company Goods 179,841,237.03 143,000,000.00 Y 158,733,424.37 Goods sold/labor service providing In RMB/CNY Related party Content of related transaction Current period Last Period Weifu Precision Machinery Goods and labor 3,785,205.72 3,377,877.84 Bosch Diesel System Goods and labor 2,722,919,316.33 3,266,539,117.64 Weifu Environment Goods and labor 50,181,907.20 46,216,269.37 Robert Bosch Company Goods and labor 720,709,408.92 2,528,608.05 Explanation on goods sales/sold and labor service providing/receiving 179 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (2)Related trusteeship management/contract & entrust management/ outsourcing Nil (3) Related lease As a lessor for the Company: In RMB/CNY Lessee Assets type Lease income recognized in the Period Lease income recognized at last Period Weifu Environment Workshop 2,508,057.00 2,388,626.00 Explanation on related lease Weifu Leader entered into the house leasing contract with Weifu Environment, as for the plant locates at No.9 Linjiang Road, Wuxi new district, owed by Weifu Leader, rent-out to Weifu Environment, agreements are made as: Rental from 1 January 2018 to 31 December 2018 was 2,508,057.00 Yuan (4) Related guarantee Nil (5)Related party’s borrowed/lending funds In RMB/CNY Related party Loan amount Start date Maturity Note Weifu Leader borrowed 5.47 million Yuan from Wuxi Wuxi Industry Group 5,470,000.00 2018-02-13- 2019-02-12 Industry Group, which will expired on 12 February 2019. (6)Related party’s assets transfer and debt reorganization Nil (7) Remuneration of key manager In RMB/CNY Item Current period Last Period Remuneration of key manager 5,180,000.00 5,070,000.00 (8)Other related transactions Item Related party 2018 2017 Payable for technical services Bosch Diesel System 1,355,480.71 1,294,739.84 Purchase of fixed assets Bosch Diesel System 19,629,922.97 2,607,798.18 Technology royalties paid etc. Robert Bosch Company 3,484,849.96 7,945,222.80 180 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Purchase of fixed assets Robert Bosch Company 3,576,000.00 -- Purchase of fixed assets Weifu Environment 9,858.69 -- Sales of fixed assets Weifu Environment 187,779.24 -- Interest paying Wuxi Industry Group 214,362.52 -- 6. Receivable/payable items of related parties (1)Receivable item In RMB/CNY Ending balance Opening balance Item Related party Book balance Bad debt reserve Book balance Bad debt reserve Account receivable Weifu Precision Machinery 77,477.41 425,363.64 Account receivable Bosch Diesel System 420,746,170.76 615,770,490.57 72,188.07 Account receivable Robert Bosch Company 132,830,976.56 Other receivables Robert Bosch Company 12,285,081.81 Account receivable Weifu Environment 1,233,580.22 710,200.00 Other non-current Bosch Diesel System 877,500.00 assets Account paid in Bosch Diesel System 1,057,272.58 advance (2)Payable item In RMB/CNY Item Related party Ending book balance Opening book balance Account payable Weifu Precision Machinery 7,941,418.36 9,737,530.74 Account payable Weifu Environment 337,307,634.70 379,374,827.01 Account payable Bosch Diesel System 24,743,403.24 44,262,749.15 Account payable Robert Bosch Company 5,170,470.70 38,202,192.76 Other accounts payable Wuxi Industry Group 5,476,678.00 Accounts received in advance Robert Bosch Company 754,552.15 579,650.36 Accounts received in advance Weifu Environment 6,514,951.87 7. Commitments of related party Nil 181 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 XIII. Share-based payment Nil XIV. Commitment or contingency 1. Important commitments Important commitments in balance sheet date Nil 2. Contingency (1) Contingency on balance sheet date Guarantees to subsidiary Guarantee amount Whether guarantee Guarantee Terminated Guarantee provided Debit bank (in 10 thousand Starting from implemented or received dated Yuan) not Weifu High-Technology Jiangbei branch of Bank Weifu Tianli 4,500.00 2016-11-15 2021-11-10 N Group Co., Ltd. of China in Ningbo (2) For the important contingency not necessary to disclosed by the Company, explained reasons The Company has no important contingency that need to disclosed XV. Events after balance sheet date 1. Important non adjustment matters Nil 2. Profit distribution In RMB/CNY Profit or dividend plans to distributed 1,210,740,684.00 Profit or dividend declare to distributed which have been approved 1,210,740,684.00 3. Sales return No significant sales return has occurred after the balance sheet date 4. Other events after balance sheet date (1) In accordance with the resolution of 4th session of 9th BOD held on 26 March 2019, the Company plans to establish a wholly-owned subsidiary SPV Company in Denmark. Acquired the 66.00% equity of IRDFuelCellsA/S in Denmark held by FCCTApS. Company with EUR 7.26 million by conversion (value of 182 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 assessment for IRD as EUR 11 million) (2)According to the resolution passed at the 5th session of the 9th BOD of the Company held on 19 April 2019, the Company plans to make entrusted finance management with its own unused funds up to 5 billion Yuan in 2019. The aforesaid limit can be rolling for use to invest in finance management products with low risks. XVI. Other important events 1. Previous accounting errors collection Nil 2. Debt restructuring Nil 3. Assets replacement Nil 4. Pension plan The Enterprise Annuity Plan under the name of WFHT has deliberated and approved by 8th session of 7th BOD: in order to mobilize the initiative and creativity of the employees, established a talent long-term incentive mechanism, enhance the cohesive force and competitiveness in enterprise, the Company carried out the above mentioned annuity plan since the date of reply of plans reporting received from labor security administration department. Annuity plans are: the annuity fund are paid by the enterprise and employees together; the amount paid by enterprise shall not over the 1/12 of the total salary of last years, amount paid by individual and enterprise shall not over the 1/6 of the total salary of last year, in accordance with the State’s annuity policy, the Company will adjusted the economic benefits in due time, in principle of responding to the economic strength of the enterprise, the amount paid by the enterprise at current period control in the 8.33 percent of the total salary of last year, specific paying ratio later shall be adjust correspondingly in line with the operation condition of the Company. In December 2012, the Company received the Reply on annuity plans reporting under the name of WFHT from labor security administration department, later, the Company entered into the Entrusted Management Contract of the Annuity Plan of WFHT with PICC. 5. Discontinued operations Nil 6. Segment (1) Recognition basis and accounting policy for reportable segment Determine the operating segments in line with the internal organization structure, management requirement and internal reporting system. Operating segment of the Company refers to the followed components that have been satisfied at the same time: ①the component is able to generate revenues and expenses in routine activities; ②management of the Company is able to assess the operation results regularly, and determine resources allocation and performance evaluation for the component; ③being analyzed, financial status, operation results and cash flow of the components are able to required by the Company The Company mainly engaged in the manufacture of fuel system of internal combustion engine products, auto components, muffler and purifier etc., based on the product segment, the Company determine three reporting 183 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 segment as auto fuel injection system, air management system and automotive post processing system. Accounting policy for the three reporting segments are shares the same policy state in Note III Segment assets exclude financial assets measured by fair value and with variation reckoned into current gains/losses, derivative instruments, dividends receivables, financial products due within one year, financial assets available for sale, long term equity investment and other undistributed assets, since these assets are not related to products operation. (2) Financial information for reportable segment In RMB/CNY Add: investment/incom e measured by equity, income of financial products Product segment Product segment Product segment or possession and of automobile of automotive of air disposal income, Item Offset of segment Total fuel injection post processing management the retained assets system system system or gains/losses as the financial assets available for sale or possession and disposal income Operating 5,633,846,119.26 2,800,874,733.81 495,075,874.87 208,122,056.76 8,721,674,671.18 revenue Operating cost 4,122,647,409.01 2,423,800,297.06 359,434,846.25 214,025,712.35 6,691,856,839.97 Total Profit 727,880,690.18 30,653,969.82 34,686,895.01 1,810,292,357.18 1,330,532.41 2,602,183,379.78 Net profit 615,703,275.72 31,529,412.98 37,157,142.45 1,782,896,685.93 991,813.61 2,466,294,703.47 Total assets 20,892,041,460.3 8,815,931,131.73 2,301,906,124.76 814,320,686.35 9,882,216,532.95 922,333,015.49 0 Total liabilities 2,780,313,471.43 1,366,966,391.62 482,134,437.91 189,343,888.01 4,440,070,412.95 7. Major transaction and events makes influence on investor’s decision Nil XVII. Principle notes of financial statements of parent company 1.Note receivable and account receivable In RMB/CNY Item Ending balance Opening balance Notes receivable 264,264,207.30 449,209,323.02 Account receivable 742,246,990.99 1,047,012,889.92 Total 1,006,511,198.29 1,496,222,212.94 184 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 (1)Notes receivable 1))Category of note receivable: In RMB/CNY Item Ending balance Opening balance Bank acceptance bill 248,904,207.30 449,209,323.02 Commercial acceptance bill 15,360,000.00 Total 264,264,207.30 449,209,323.02 2)Notes receivable pledge at end of the period In RMB/CNY Item Amount pledge at period-end Bank acceptance bill 106,328,022.46 Total 106,328,022.46 3)Notes receivable that has endorsed or discounted at end of the period and is not yet due on balance sheet date In RMB/CNY Amount not cease for recognized at Item Amount cease for recognized at period-end period-end Bank acceptance bill 142,341,780.45 Commercial acceptance bill 190,000.00 Total 142,531,780.45 4)The bills transferred to account receivable for the drawer failed to perform the contract In RMB/CNY Item Amount transfer to account receivable at period-end Commercial acceptance bill 7,000,000.00 Total 7,000,000.00 Other explanation Found more in 2-(1)-4) under the Note VII. (2)Account receivable 1)Category of account receivable In RMB/CNY Ending balance Opening balance Book balance Bad debt reserve Book balance Bad debt reserve Category Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio 185 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Account receivable with single significant amount 7,000,00 7,000,00 0.93% 100.00% and withdrawal bad 0.00 0.00 debt provision separately Account receivables 1,049,4 with bad debt 745,766, 3,519,01 742,246,9 2,477,035 1,047,012,8 99.07% 0.47% 89,925. 100.00% 0.24% provision accrual by 010.32 9.33 90.99 .41 89.92 33 credit portfolio 1,049,4 752,766, 10,519,0 742,246,9 2,477,035 1,047,012,8 Total 100.00% 1.40% 89,925. 100.00% 0.24% 010.32 19.33 90.99 .41 89.92 33 Account receivable with single significant amount and withdrawal bad debt provision separately at period end : √Applicable □ Not applicable In RMB/CNY Account receivable(by Ending balance enterprise) Account receivable Bad debt reserve Accrual ratio Accrual causes Have difficulty in BD bills 7,000,000.00 7,000,000.00 100.00% collection Total 7,000,000.00 7,000,000.00 -- -- Account receivable provided for bad debt reserve under aging analysis method in the groups: √ Applicable □ Not applicable In RMB/CNY Ending balance Account age Account receivable Bad debt reserve Accrual ratio Subitem of within one year Within 6 months 559,297,293.94 6 months to one year 12,039,849.09 1,203,984.91 10.00% Subtotal of within one year 571,337,143.03 1,203,984.91 1-2 years 1,971,945.25 394,389.05 20.00% 2-3 years 1,101,729.57 440,691.83 40.00% Over 3 years 1,479,953.54 1,479,953.54 100.00% Total 575,890,771.39 3,519,019.33 0.61% Explanations on combination determine: Except for the receivables with impairment reserves accrual singly; base on the actual loss ratio of the receivables of previous years, with same or similar credit portfolio, and combining actual condition accrual bad debt reserves to determined the accrual ratio for bad debt reserves 186 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 In combination, withdrawal bad debt provision based on balance proportion for account receivable: □ Applicable √ Not applicable In combination, withdrawal bad debt provision based on other methods for account receivable: 2)Bad debt provision accrual, collected or reversed Accrual bad debt provision 8,049,045.12 Yuan; collected or reversed Yuan. Including major amount collected or reversed in the period: Nil 3)Account receivable actually charge off in the period: The amount charge off in the period refers to the amount from retail enterprise, an the details of each amount is small and is not generated by related transactions. 4)Top 5 receivables at ending balance by arrears party Total receivables collected by arrears party for the Period amounting to 622,252,082.05 Yuan, takes 82.66 percent in closing balance of the account receivables; 0 Yuan are accrual correspondingly for bad debt reserves. 5)Account receivable derecognition due to financial assets transfer Nil 6)Assets and liabilities resulted by account receivable transfer and continues involvement 2. Other receivables In RMB/CNY Item Ending balance Opening balance Interest receivable 188,682.78 97,627.77 Other receivables 196,660,409.35 50,174,653.16 Total 196,849,092.13 50,272,280.93 (1)Interest receivable 1)category of interest receivable In RMB/CNY Item Ending balance Opening balance Entrust loans 97,627.77 Interest receivable from unified loan and return 188,682.78 Total 188,682.78 97,627.77 Significant overdue interest Nil (2)Dividend receivable Nil (3)Other receivables 1)Category of other receivables 187 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 In RMB/CNY Ending balance Opening balance Book balance Bad debt reserve Book balance Bad debt reserve Category Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Other receivables with bad debt 196,660, 196,660,4 50,395, 220,680.1 50,174,653. 100.00% 100.00% 0.44% provision accrual by 409.35 09.35 333.34 8 16 credit portfolio 196,660, 196,660,4 50,395, 220,680.1 50,174,653. Total 100.00% 100.00% 0.44% 409.35 09.35 333.34 8 16 Other receivable with single significant amount and withdrawal bad debt provision separately at end of period: □ Applicable √ Not applicable In combination, other accounts receivable whose bad debts provision was accrued by age analysis: √ Applicable □ Not applicable In RMB/CNY Ending balance Account age Other receivables Bad debt reserve Accrual ratio Subitem of within one year Within 6 months 612,673.63 6 months to one year Subtotal of within one year 612,673.63 Total 612,673.63 Explanations on combination determine: Except for the other receivables with impairment reserves accrual singly; base on the actual loss ratio of the receivables of previous years, with same or similar credit portfolio, and combining actual condition accrual bad debt reserves to determined the accrual ratio for bad debt reserves In combination, withdrawal bad debt provision based on balance proportion for other account receivable □ Applicable √ Not applicable In combination, withdrawal bad debt provision based on other methods for other account receivable Applicable √ Not applicable 2)Bad debt provision accrual, collected or reversed Accrual bad debt provision Yuan; collected or reversed 220,680.18 Yuan. Including the important bad debt provision switch back or collected in the period: 3)Other receivable actually charge-off in the period: 4)Nature of other receivables In RMB/CNY 188 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Nature Ending book balance Opening book balance Staff loans and petty cash 605,473.63 1,438,626.00 Balance of related party in the consolidate scope 196,047,735.72 47,000,000.00 Intercourse funds of unit 1,949,507.34 Other 7,200.00 7,200.00 Total 196,660,409.35 50,395,333.34 5) Top 5 other receivables at ending balance by arrears party In RMB/CNY Ratio in total Ending balance of Enterprise Nature Ending balance Account age ending balance of bad debt reserve other receivables Balance of related party in the Weifu Leader 100,000,000.00 Within one year 50.85% consolidate scope Balance of related party in the Weifu Mashan 52,047,735.72 Within 6 months 26.47% consolidate scope Balance of related party in the Weifu Schmidt 24,000,000.00 Within one year 12.20% consolidate scope Balance of related party in the Weifu Chang’an 20,000,000.00 Within 6 months 10.17% consolidate scope Staff Staff loans and petty cash 120,000.00 Within 6 months 0.06% Total -- 196,167,735.72 -- 99.75% 6) Account receivable with government grand involved Nil (7) Other account receivable derecognition due to financial assets transfer Nil (8) Assets and liabilities resulted by other account receivable transfer and continues involvement Nil 3. Long-term equity investments In RMB/CNY Ending balance Opening balance Item Depreciation Depreciation Book balance Book value Book balance Book value reserves reserves Investment for 1,466,611,689.17 1,466,611,689.17 1,451,041,689.17 1,451,041,689.17 subsidiary Investment for 4,272,498,737.38 4,272,498,737.38 3,511,481,000.32 3,511,481,000.32 associates and 189 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 joint venture Total 5,739,110,426.55 5,739,110,426.55 4,962,522,689.49 4,962,522,689.49 (1)Investment for subsidiary In RMB/CNY Impairment Ending balance of Current The invested entity Opening balance Current increased Ending balance accrual in the depreciation decreased period reserves Weifu Jinning 178,639,593.52 178,639,593.52 Weifu Leader 460,113,855.00 460,113,855.00 Weifu Mashan 168,693,380.51 168,693,380.51 Weifu Chang’an 220,902,037.30 220,902,037.30 Weifu 32,849,254.85 32,849,254.85 International Trade Weifu ITM 167,000,000.00 167,000,000.00 Weifu Schmidt 50,160,000.00 50,160,000.00 Weifu Tianli 90,229,100.00 15,570,000.00 105,799,100.00 Weifu Autocam 82,454,467.99 82,454,467.99 Total 1,451,041,689.17 15,570,000.00 1,466,611,689.17 (2)Investment for associates and joint venture In RMB/CNY Current changes (+,-) Ending Investme Other Cash balance nt comprehe dividend Opening Capital Other Ending of Additional gain/loss nsive or profit Impairme Enterprise balance reductio equity Other balance depreciati investment recognize income announce nt accrual n change on d under adjustmen d to reserves equity t issued I. Joint venture Weifu 55,180,80 -438,424. 54,742,37 Electronic 0.00 98 5.02 Drive 55,180,80 -438,424. 54,742,37 Subtotal 0.00 98 5.02 II. Associated enterprise 190 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Bosch 2,503,154 1,153,838 580,955,7 3,076,037 Diesel ,814.59 ,335.18 39.65 ,410.12 System Zhonglian Automobi 959,036,1 366,839,7 239,400,0 1,086,475 le 93.36 62.36 00.00 ,955.72 Electronic Co., Ltd. Weifu Precision 49,289,99 9,553,004 3,600,000 55,242,99 Machiner 2.37 .15 .00 6.52 y 3,511,481 1,530,231 823,955,7 4,217,756 Subtotal 0.00 ,000.32 ,101.69 39.65 ,362.36 3,511,481 55,180,80 1,529,792 823,955,7 4,272,498 Total ,000.32 0.00 ,676.71 39.65 ,737.38 (3)Other explanation Nil 4. Operating income and cost In RMB/CNY Current period Last Period Item Income Cost Income Cost Main business 3,638,414,291.52 2,552,209,818.43 3,258,274,223.36 2,457,655,148.49 Other business 359,776,899.68 326,627,631.69 387,741,030.12 315,062,753.47 Total 3,998,191,191.20 2,878,837,450.12 3,646,015,253.48 2,772,717,901.96 Other explanation: 5. Investment income In RMB/CNY Item Current period Last Period Income of long-term equity investment calculated based on cost 82,818,400.00 978,657,310.00 Income of long-term equity investment calculated based on equity 1,529,792,676.71 1,470,504,861.61 Investment income from period of holding 3,274,260.41 3,291,000.00 the financial assets available for sale Investment income obtained from disposal of financial assets available for 17,370,816.75 24,625,516.88 191 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 sale Entrust financial income 303,054,961.79 215,942,650.46 Gains/losses of equity liquidation -8,261,290.60 Total 1,936,311,115.66 2,684,760,048.35 6. Other Nil XVIII. Supplementary Information 1. Current non-recurring gains/losses √ Applicable □ Not applicable In RMB/CNY Item Amount Note Gains/losses from the disposal of non-current asset 96,162,222.57 含威孚金宁房屋土地征收处置损益 Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to national standards, 48,811,314.99 which are closely relevant to enterprise’s business) Profit and loss of assets delegation on others’ investment or management 311,261,918.65 Held transaction financial asset, gains/losses of changes of fair values from transaction financial liabilities, and investment gains from disposal Including the gains/losses of fair value of transaction financial asset, transaction financial liabilities and financial 16,880,487.62 changes from the derivative financial asset available for sales, exclude the effective hedging business relevant liability with normal operations of the Company Switch back of provision for depreciation of account receivable which 466,200.00 was singly taken depreciation test Other non-operating income and expenditure except for the -597,126.12 aforementioned items The amount collected in the period Other gain/loss qualify the definition of non-recurring gains/losses 353,111.39 while has been charged-off previous Relocation expenses Less: Impact on income tax 70,234,077.14 Impact on minority shareholders’ equity 21,827,350.95 Total 381,276,701.01 -- Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, explain reasons 192 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 □ Applicable √ Not applicable 2. REO and earnings per share Earnings per share Weighted Profits during report period Basic earnings per Diluted earnings per average ROE share (RMB/Share) share (RMB/Share) Net profits belong to common stock stockholders of the Company 15.48 2.37 2.37 Net profits belong to common stock stockholders of the Company 13.02 2.00 2.00 after deducting nonrecurring gains and losses 3. Difference of the accounting data under accounting rules in and out of China (1) Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable (2) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √ Not applicable (3) Explanation on data differences under the accounting standards in and out of China; as for the differences adjustment audited by foreign auditing institute, listed name of the institute Not applicable 4. Other 193 无锡威孚高科技集团股份有限公司 2018 年年度报告全文 Section XII. Documents available for reference I. Financial statement carrying the signatures and seals of person in charge of the company, principal of the accounting works and person in charge of accounting organ (accounting Supervisor); II. Original audit report seal with accounting firms and signature and seal with CPA; III. Original documents of the Company and manuscripts of public notices that disclosed in the website Juchao (http://www.cninfo.com.cn) designated by CSRC in the report period; IV. Annual report published on China Securities Journal, Securities Times and Hong Kong Commercial Daily during the Period. Board of Directors of Weifu High-Technology Group Co., Ltd. Chairman: Chen Xuejun 23 April 2019 194