Shenzhen China Bicycle Company (Holdings) Limited
ANNUAL REPORT 2017
April 2018
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen China Bicycle Company (Holdings) Limited (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.
Li Hai, Principal of the Company, Sun Longlong, person in charge of accounting
works and Zhong Xiaojin, person in charge of accounting organ (accounting
principal) hereby confirm that the Financial Report of 2017 Annual Report is
authentic, accurate and complete.
All directors are attended the Board Meeting for report deliberation.
Concerning the unqualified auditor’s report with explanatory paragraph issued
by Ruihua Certified Public Accountant (LLP) for the financial report 2017 of
the Company, board of the directors and supervisory committee are
well-explained for relevant events, investors are advice to pay attention on
reading.
The Company has no plan of cash bonus, dividends and capitalizing of reserves
either.
Contents
Section I Important Notice, Contents and Paraphrase 5
Section II Company Profile and Main Finnaical Indexes 5
Section III Summary of Company Business 10
Section IV Discussion and Analysis of the Business 20
Section V Important Events 27
Section VI Changes in shares and particular about shareholders 33
Section VII Preferred Stock 33
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees 34
Section IX Corporate Governance 40
Section X Corporate Bonds 45
Section XI Financial Report 46
Section XII Documents available for reference 149
Paraphrase
Items Refers to Contents
Section II. Company Profile and Main Financial Indexes
I. Company information
Short form of the stock Zhonghua – A, Zhonghua -B Stock code 000017, 200017
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
深圳中华自行车(集团)股份有限公司
Chinese)
Short form of the Company
深中华
(in Chinese)
Foreign name of the
Shenzhen China Bicycle Company (Holdings) Limited
Company (if applicable)
Short form of foreign name
of the Company (if CBC
applicable)
Legal representative Li Hai
Registrations add. No. 3008, Buxin Rd., Shenzhen
Code for registrations add 518020
Offices add. Room 1201, Wantong Building, No.3002, Sungang East Road, Shenzhen
Codes for office add. 518023
Company’s Internet Web
www.cbc.com.cn
Site
E-mail dmc@szcbc.com
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Sun Longlong Cui Hongxia, Zhong Xiaojin
Room 1201, Wantong Building, Room 1201, Wantong Building,
Contact add.
No.3002, Sungang East Road, Shenzhen No.3002, Sungang East Road, Shenzhen
Tel. 0755-25516998,28181666 0755-25516998,28181666
Fax. 0755-28181009 0755-28181009
E-mail dmc@szcbc.com dmc@szcbc.com
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times; Hong Kong Commercial Daily
Website for annual report publish appointed by
Juchao Website (www.cninfo.com.cn)
CSRC
Preparation place for annual report Room 1201, Wantong Building, No.3002, Sungang East Road, Shenzhen
IV. Registration changes of the Company
Organization code 914403006188304524
Changes of main business since listing
N/A
(if applicable)
1. In March 1992, the Stock of the Company was listed in Shenzhen Stock Exchange,
and 23.28% equity of the Company was held by Shenzhen Lionda Holding Co., Ltd.
and Hong Kong Dahuan Bicycle Co., Ltd respectively. 2. In March 2002, legal
shares 13.58% A-stock of the Company was obtained by China Huarong Asset
Management Co., Ltd. through court auction, and became the first majority
shareholder of the Company. 3. On 13 November 2006, the 65,098,412 legal shears
of CBC held by Huarong Company was acquired by Shenzhen Guosheng Energy
Investment Development Co., Ltd. via the “Equity Transfer Agreement” signed, and
first majority of the Company comes to Guosheng Energy. Guosheng Energy is the
wholly-owned subsidiary of National Investment, actual controller was Zhang
Previous changes for controlling Yanfeng. 4. In January 2011, controlling shareholder of Shenzhen Guosheng Energy
shareholders (if applicable) Investment Development Co., Ltd.—Shenzhen National Investment Development
Co., Ltd. entered into equity transfer agreement with Mr. Ji Hanfei, 100% equity of
Guosheng Energy was transfer to Mr. Ji Hanfei with price of 70 million. Shenzhen
Guocheng Energy Investment Development Co., Ltd. Shenzhen Guosheng Energy
Investment Development Co., Ltd. holds 63,508,747 A-stock of the Company with
11.52% in total share capital of the Company. 5. On February 20, 2017, Ji Hanfei and
Guocheng Energy made an “Explanation” to abandon the actual control of the
Company, after Ji Hanfei made the declaration to abandon the actual control of the
Company, the actual controller of the Company changed from Ji Hanfei to no actual
control.
V. Other relevant information
CPA engaged by the Company
Name of CPA Baker Tilly China CPA (LLP)
Offices add. for CPA A-1 and A-5 of No.68 Building, No.19 Chegongzhuang West Road, Haidian District Beijing
Signing Accountants Chen Zhigang, Zhang Lei
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 for accounting policy changed and accounting
error correction or not
□ Yes √ No
Changes over last
2017 2016 2015
year
Operating income (RMB) 137,490,597.69 141,970,520.80 -3.16% 170,990,030.10
Net profit attributable to
shareholders of the listed 1,529,587.27 2,603,637.47 -41.25% -138,355.58
company (RMB)
Net profit attributable to
shareholders of the listed
company after deducting 1,189,700.50 2,029,248.99 -41.37% -416,262.14
non-recurring gains and losses
(RMB)
Net cash flow arising from
-3,431,578.40 634,446.01 -640.88% -3,029,023.82
operating activities (RMB)
Basic earnings per share
0.003 0.005 -40.00% -0.0003
(RMB/Share)
Diluted earnings per share
0.003 0.005 -40.00% -0.0003
(RMB/Share)
Return on Equity 10.11% 19.93% -9.82% -1.17%
Changes over end of
End of 2017 End of 2016 End of 2015
last year
Total assets (RMB) 73,559,961.28 54,088,275.72 36.00% 45,869,094.97
Net assets attributable to
shareholder of listed company 15,898,270.85 14,368,683.58 10.65% 11,765,046.11
(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
First quarter Second quarter Third quarter Fourth quarter
Operating income 23,303,201.13 25,626,475.14 46,587,182.39 41,973,739.03
Net profit attributable to
shareholders of the listed 212,322.25 -1,903,700.69 327,866.56 2,893,099.15
company
Net profit attributable to
shareholders of the listed
94,639.00 -1,997,458.26 247,560.69 2,844,959.07
company after deducting
non-recurring gains and losses
Net cash flow arising from
-1,437,760.37 -7,368,281.86 2,466,590.35 2,907,873.48
operating 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
IX. Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
In RMB
Item 2017 2016 2015 Note
Gains/losses from the disposal of
non-current asset (including the write-off -2,464.81 -11,450.00
that accrued for impairment of assets)
Switch-back of provision of impairment of
account receivable which are treated with 278,664.18
separate depreciation test
Other non-operating income and
expenditure except for the aforementioned 281,545.89 595,720.77 369,201.08
items
Less: Impact on income tax 139,436.31 5,201.21 92,300.27
Impact on minority shareholders’ equity
78,422.18 4,681.08 -1,005.75
(post-tax)
Total 339,886.77 574,388.48 277,906.56 --
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
Section III. Summary of Company Business
I. Main businesses of the company in the reporting period
Whether the company needs to comply with the disclosure requirements of the particular industry
No
The company is engaged in the main business for the bicycle business and lithium battery material business, including production,
assembly, procurement, sales of bicycles and electric bicycles, etc.
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 No major change
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
Whether the company needs to comply with the disclosure requirements of the particular industry
No
Despite the fierce market competition in the bicycle industry as a conventional industry, the increased awareness of green commuting,
leisure and exercises as a result of the development of China’s social economy and the change of people’s living concept creates
structural development opportunity for the bicycle industry. The Company will continue to do better in various aspects of operation
such as market development, product development, quality management and sales of e-commerce, extended and expansion the
application of upstream & downstream industry for the industrial chain step by step, so as to maintain and improve the Company’s
ability to continue as a going concern before the restructuring. On the other side, the Company has set out the condition of
introduction of investors in the restructuring plan with expectation to restore its ability to continue as a going concern and its
continuous profitability through the restructuring of assets. Furthermore, we strive to planning the privately placement in the period
and hope to improve the operation ability and development strength of the Company, relevant works are still in promotion
Section IV. Discussion and Analysis of the Business
I. Introduction
In 2017, the international political and economical situation was complex and severe, structural problems and
deep-seated contradictions in the domestic economic development were highlighted, economic downturn pressure
continued to increase, many unstable and uncertain factors still existed, which affected and impacted the
traditional manufacturing industries and the social consumption structure demand. Under the leadership of central
government and governments at all levels, the whole nation strengthened their confidence, overcame difficulties,
and forged ahead, and achieved steady progress in economic and social development, and the economic
fundamentals were continuously consolidated and developed. As a sector in the traditional manufacturing field,
the bicycle industry continued the dilemma of rise in labor cost, manufacturing costs, cost of capital, and material
costs. Due to the low entry barriers of the industry and the large number of manufacturers, the market competition
was fierce and the industry reshuffle intensified. The shared bicycle brands like Mobike and ofo were quickly
promoted with financial advantages, further met the users’ needs, and squeezed the market space of traditional
bicycle enterprises. At the same time, as a traditional manufacturing industry, the bicycle industry also ushered in
the “Made in China 2025” strategy, under the guidance of the basic principles of “Innovation Driven, Quality First,
Green Development, Structure Optimization, and Talent Based”, took the important opportunity to speed up the
transformation and upgrading, and also faced with the important challenges of e-commerce development impacts
on channels, channel integration and Internet+.
China has the world’s largest production and marketing of electric bicycles, after years of development, electric
bicycles have gradually become an important means of transportation for consumers on everyday short-distance
trips, at present, there are about 200 million bicycles in the entire society. Structural body, motor, power battery,
and control system are the core components of electric bicycles, Shenzhen China Bicycle has been closely
following up the research on their technological development, application development, and commercial value for
a long period of time, and has determined the qualified suppliers for core components year by year. The
non-public offering of shares for fund-raising investment project of Shenzhen China Bicycle being planned and
prepared at present also covers the application researches on switched reluctance motors, super-capacitor batteries,
new materials, electric car bus control systems, wearable devices, intelligent positioning lock systems, etc. As one
of the core components, electric bicycle power batteries have been mainly lead-acid batteries in the past decade or
two, with the development and popularization of new energy technologies and new energy materials, it is
expected to be replaced by the lithium batteries in the future. According to the strategy guidelines of “Made in
China 2025” by the State Council and the spirit of standardization reform, the Ministry of Industry and
Information Technology, the Ministry of Public Security, the State Administration for Industry and Commerce,
and the General Administration of Quality Supervision, Inspection and Quarantine have introduced a new national
standard for electric bicycles to comprehensively improve the safety performance of electric bicycles, adjust and
improve the speed limit, vehicle quality, pedaling and riding ability and other technical indicators. New standards
not only are close to people’s livelihood, but also improve the application space for lithium battery energy storage,
and lithium battery electric bicycles usher in a new stage of development.
Under this background, in 2017, the company combined with its actual situation of weak economic foundation
after restructuring, on the one hand, adhered to taking the traditional business model development as the principle,
strengthened the product research and development efforts, and constantly optimized and adjusted the product
structure and sales model transformation, according to the e-commerce transformation of business team and the
cost control way of internal introduction and external connection, actively expanded the e-commerce business
model, and achieved the good development and rapid growth of e-commerce retail business; on the one hand,
correspondingly carried out the tracking study on industrial projects and technology applications of upstream and
downstream of industrial chain in the long-term process of electric bicycle business, started getting involved in the
lithium battery materials business based on the extensive business consultation and business opportunity sifting,
and took it as an opportunity to gradually expand its main business; on the other hand, strived to promote the
selection work of the company's restructuring, planned the non-public offering of shares, and started the business
upgrades and connection work of the offline sales platform for sports experience and R & D center construction
projects.
In preparation for non-public offering of shares, in July 2016, the company initiated the planning and preparation
for non-public offering of shares and engaged securities companies, lawyers, accountants, and other intermediary
agencies to carry out various tasks. Since then, the nineteenth (temporary) meeting, the twenty-second (temporary)
meeting, and the twenty-sixth (temporary) meeting of the ninth session of board of directors of the company, and
the second extraordinary shareholders’ meeting in 2017 reviewed and approved the relevant proposals on
non-public offering of shares. Combining the capital market with the actual situation of the company, from
January to February, 2018, the fourth (temporary) meeting of the 10th session of board of directors and the first
extraordinary shareholders’ meeting of the company in 2018 reviewed and approved the Proposal on Adjusting
the Plan for the Company’s Non-Public Offering of A-Shares, and the Proposal on the Plan for the Company’s
Non-Public Offering of A-Shares (three revised versions) and other relevant proposals. According to the above
proposals, the total amount of funds raised in this non-public offering of shares did not exceed 750 million Yuan,
and planned to invest 680 million Yuan for the “online and offline marketing network platform construction and
upgrade project” and planned to invest 70 million Yuan for the “R&D center construction project after deducting
the issuance costs.
Under the background that the traditional manufacturing industry at home was still sluggish, in accordance with
the guidelines of “Made in China 2025”, the company insisted on accelerating its professional transformation and
e-commercial transformation, striving to expand its main business, strengthening the structural adjustment,
intensifying the quality management, strengthening cost control, improving the ability of traditional enterprises to
adapt to economy new normal and participate in market competition. Through various efforts, the company
achieved operating revenue of 137,490,600 Yuan and net profit of 1,579,200 Yuan in 2017, of which, the net
profit attributable to shareholders of listed companies was 1,529,600 Yuan. The company’s operations remained
stable and have injected new development potential.
II. Main business analysis
1. Introduction
See the “I-Introduction” in “Discussion and Analysis of the Business”
2. Revenue and cost
(1) Constitute of operation revenue
In RMB
2017 2016
Increase/decrease
Ratio in operation Ratio in operation
Amount Amount y-o-y
revenue revenue
Total of operation
137,490,597.69 100% 141,970,520.80 100% -3.16%
revenue
According to industries
Sales of bicycles
and accessories 111,369,657.53 81.00% 141,970,520.80 100.00% -21.55%
and fittings
Lithium battery
26,120,940.16 19.00% 0.00 0.00%
material
According to products
Sales of bicycles
and accessories 111,369,657.53 81.00% 141,970,520.80 100.00% -21.55%
and fittings
Lithium battery
26,120,940.16 19.00% 0.00 0.00%
material
According to region
Domestic 137,490,597.69 100.00% 141,970,520.80 100.00% -3.16%
(2) About the industries, products, or regions accounting for over 10% of the company’s operating income
or operating profit
√Applicable □ Not applicable
Whether the company needs to comply with the disclosure requirements of the particular industry
No
In RMB
Increase/decrea
Operating Gross profit Increase/decrea Increase/decrea
Operating cost se of gross
revenue ratio se of operating se of operating
profit ratio
revenue y-o-y cost y-o-y y-o-y
According to industries
Sales of
bicycles and
111,369,657.53 101,093,144.08 9.23% -21.55% -19.92% -1.85%
accessories and
fittings
Lithium battery
26,120,940.16 22,934,188.18 12.20%
material
According to products
Sales of
bicycles and
111,369,657.53 101,093,144.08 9.23% -21.55% -19.92% -1.85%
accessories and
fittings
Lithium battery
26,120,940.16 22,934,188.18 12.20%
material
According to region
Domestic 137,490,597.69 124,027,332.26 9.79% -3.16% -1.76% -1.29%
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 2017 2016
y-o-y
Sales volume In 10 thousand 14.22 18.4 -22.72%
Bicycles Output In 10 thousand 14.25 18.06 -21.09%
Storage In 10 thousand 0.29 0.26 -11.15%
Sales volume Ton 461
Lithium battery
Output
material
Storage
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
Classification of industries
In RMB
2017 2016
Increase/decrea
Industries Item Ratio in Ratio in
Amount Amount se y-o-y
operation cost operation cost
Sales of Sales of
bicycles and bicycles and
101,093,144.08 81.51% 126,243,374.59 100.00% -18.49%
accessories and accessories and
fittings fittings
Lithium battery Lithium battery
22,934,188.18 18.49% 0.00 0.00% 100.00%
material material
Note
Nil
(6) Whether the changes in the scope of consolidation in Reporting Period
□Yes √□ No
(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) 99,047,829.04
Proportion in total annual sales volume for top five
72.04%
clients
Ratio of related parties in annual total sales among the
0.00%
top five clients
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Client 1 60,364,926.51 43.90%
2 Client 2 13,882,475.17 10.10%
3 Client 3 9,790,170.96 7.12%
4 Client 4 8,061,538.43 5.86%
5 Client 5 6,948,717.97 5.05%
Total -- 99,047,829.04 72.04%
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 102,645,940.08
Proportion in total annual purchase amount for top five
82.76%
suppliers
Ratio of related parties in annual total sales among the
0.00%
top five suppliers
Information of top five suppliers of the Company
Serial Name Purchase (RMB) Proportion in total annual purchase
1 Supplier 1 47,906,989.74 38.63%
2 Supplier 2 20,210,577.10 16.30%
3 Supplier 3 15,062,913.42 12.14%
4 Supplier 4 11,693,902.56 9.43%
5 Supplier 5 7,771,557.26 6.27%
Total -- 102,645,940.08 82.76%
Other notes of main suppliers
□ Applicable √ Not applicable
3. Expenses
In RMB
Increase/decreas
2017 2016 Note of major changes
e y-o-y
Sales expense 5,462,581.21 5,547,948.66 -1.54%
Management expense 5,743,265.84 5,705,338.80 0.66%
Financial expense -209,569.66 -577,245.96 -63.69% Interest income
4. R&D investment
√Applicable □ Not applicable
Hundreds of bicycle styles are research by the Company in the year, and the products market have been refined. Making the original
potential clients to the real customers for keeping the market shares of the Company
R&D investment of the Company
2017 2016 Change ratio
Number of R&D (people) 7 7 0.00%
Ratio of number of R&D 13.73% 12.96% 0.77%
R&D investment (Yuan) 919,349.81 652,852.33 40.82%
R&D investment accounted for
0.67% 0.46% 0.21%
R&D income
R&D investment capitalization
0.00 0.00 0.00%
(Yuan)
Capitalization R&D investment
0.00% 0.00% 0.00%
accounted for R&D 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
Item 2017 2016 Y-o-y changes
Subtotal of cash in-flow from
62,763,928.45 75,590,409.09 -16.97%
operation activity
Subtotal of cash out-flow from
66,195,506.85 74,955,963.08 -11.69%
operation activity
Net cash flow from operation
-3,431,578.40 634,446.01 -640.88%
activity
Subtotal of cash in-flow from
60,000.00
investment activity
Subtotal of cash out-flow from
658,054.98 3,371,224.00 -80.48%
investment activity
Net cash flow from investment
-598,054.98 -3,371,224.00 -82.26%
activity
Subtotal of cash in-flow from
8,000,000.00
financing activity
Subtotal of cash out-flow from
8,808,378.06
financing activity
Net cash flow from financing
-808,378.06
activity
Net increased amount of cash and
-4,838,011.53 -2,736,777.95 76.78%
cash equivalent
Main reasons for y-o-y major changes in aspect of relevant data
√Applicable □ Not applicable
1. Major changes in subtotal of cash in-flow from financing activity: mainly because the performance bond of 8,000,000.00 Yuan for
privately placement are increased in the year;
2. Major changes in subtotal of cash out-flow from financing activity: mainly due to the bank acceptance issued by bank deposit
pledge
Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company
□ Applicable √ Not applicable
III. Analysis of the non-main business
√Applicable □Not applicable
In RMB
Whether be
Amount Ratio in total profit Note
sustainable
Asset impairment 454,042.30 21.67% Impairment provision No
Revenue of the assets
Non-operating
4,629,029.13 220.97% management ready for proposed No
income
in reorganization case
Expenditure of the assets
Non-operating
4,347,483.24 207.53% management ready for proposed No
expense
in reorganization case
IV. Assets and liability
1. Major changes of assets composition
In RMB
End of 2017 End of 2016
Ratio in Ratio in Ratio
Notes of major changes
Amount total Amount total changes
assets assets
Monetary fund 27,985,654.24 38.04% 24,015,287.71 44.40% -6.36%
Account
29,007,775.21 39.43% 12,371,386.82 22.87% 16.56%
receivable
Inventory 2,777,174.63 3.78% 3,118,440.26 5.77% -1.99%
Fix assets 3,941,117.97 5.36% 3,728,955.11 6.89% -1.53%
Note receivable 1,500,000.00 2.04% 2,220,000.00 4.10% -2.06%
Advance payment 2,482,276.54 3.37% 1,867,424.89 3.45% -0.08%
Other receivables 659,706.81 0.90% 658,754.09 1.22% -0.32%
Other current
1,805,427.17 2.45% 2,050,830.55 3.79% -1.34%
assets
Intangible assets 2,259,000.00 3.07% 3,012,000.00 5.57% -2.50%
Deferred tax
741,828.71 1.01% 645,196.29 1.19% -0.18%
assets
Other current 400,000.00 0.54% 400,000.00 0.74% -0.20%
assets
2. Assets and liability measured by fair value
□ Applicable √ Not applicable
3. Limited assets rights till end of the period
(1) At the end of the current period, the total fixed output value included six suites of house properties at 7-20F
Lianxin JiaYuan, Luohu District, Shenzhen purchased in 2016, with original value of 2,959,824.00 Yuan, which
were affordable housing purchased from the Housing and Construction Bureau of Luohu District to provide to
enterprise talents for living. The contract stipulated that the purchasing enterprise is not allowed to conduct any
form of property rights transaction with any units or individual other than the government.
(2) Among the monetary assets at period-end, 8,808,378.06 Yuan refers to the bank acceptance bill
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
The company had no securities investment in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
5. Application of raised proceeds
□ Applicable √ Not applicable
The company had no application of raised proceeds in the reporting period.
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main holding company and stock-jointly companies
√Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB
Company Main Register Total Operating Operating
Type Net Assets Net profit
name business capital assets revenue profit
Shenzhen Sales of
Emmelle bicycles 43,686,945 9,710,424. 116,393,66
Subsidiary 2000000 207,099.97 165,240.67
Industry and .74 90 0.87
Co., Ltd. accessories
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
Notes of holding and shareholding companies
The Company holds 70 percent equity of the Shenzhen Emmelle Industry Co., Ltd., the balance of minority equity at year-end
amounting to 2962699.67 Yuan.
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Future Development Prospects
1. Development trend of the industry the Company operates in and market competition pattern it deals with:
As a sector in the traditional manufacturing field, the bicycle industry continued the dilemma of rise in labor costs,
manufacturing costs, capital costs, and material costs. The rather low threshold for entering the industry and many
manufacturers resulted in the fierce market competition and intensifying industry reshuffle. The bike-sharing
brand centered as Mobike and ofo are rapidly promoted with its giant capital advantage, which has absorb the
needs of ride instead of walk; but also further digested the user's demand and squeezed the market space of
traditional bicycle enterprises. At the same time, as a sector in the traditional manufacturing field, the bicycle
industry has also ushered in the “Made in China 2025” strategy, under the guidance of the basic principles of
“driven by innovation, quality first, green development, structural optimization, based on talents”, accelerate the
important opportunity challenges of transformation and upgrading, faced the important opportunity challenges
of e-commerce development to channel impact, channel integration and internet +.
China has the world’s largest production and marketing of electric bicycles, after years of development, electric
bicycles have gradually become an important means of transportation for consumers on everyday short-distance
trips, at present, there are about 200 million bicycles in the entire society. As one of the core components of
electric bicycle, power batteries have been mainly lead-acid batteries in the past decade or two, with the
development and popularization of new energy technologies and new energy materials, it is expected to be
replaced by the lithium batteries in the future. According to the strategy guidelines of “Made in China 2025” by
the State Council and the spirit of standardization reform, the Ministry of Industry and Information Technology,
the Ministry of Public Security, the State Administration for Industry and Commerce, and the General
Administration of Quality Supervision, Inspection and Quarantine have introduced a new national standard for
electric bicycles to comprehensively improve the safety performance of electric bicycles, adjust and improve the
speed limit, vehicle quality, pedaling and riding ability and other technical indicators. New standards not only are
close to people’s livelihood, but also improve the application space for lithium battery energy storage, and lithium
battery electric bicycles usher in a new stage of development.
2. Future development opportunity and new yearly business plan of the Company:
The fierce market competition creates structural development opportunity for the industry. At the end of 2013, the
Company completed the implementation of its restructuring plan and concluded its bankruptcy procedure, thereby
improving the legal environment its business faces with. On the basis of business work over the past few years,
the business plan of the Company for 2017 is:
(1) Continue to actively cooperate with shareholders and the board of directors to promote the reorganization of
the company and promote the planning of non-public offering of shares.
(2) Reform and improve the internal management mechanism, decompose and implement the company's annual
task to each Distribution Company and regional manager, take the manager responsibility system, follow p month
by month, and roll the assessment.
(3) In terms of the bicycle traditional mode business, the company endeavored to maintain the traditional business,
kept a close eye on the largest customers of the first echelon, focused on expanding the second echelon customers,
actively promoted the expansion of its distribution network terminal construction, further expanded new markets,
and supported new customer businesses; through the cooperation with the government procurement information
center, increased the follow-up work on group purchase orders; organized some special competitions by clubs and
utilized the Tour de Qinghai Lake and Hainan Island Cycling Race to promote and popularize its brand.
(4) In aspect of e-commerce retailing: based on the e-commerce work of last year, further train the company’s
e-commerce team, strive to improve the EMMELLE flagship store sales capabilities on all e-commerce platforms
and the brand publicity coverage effects, improve the company's official website mall and WeChat mall, expand
the brand influence, promote the faster growth of network sales business. Improve the supporting work of offline
business, bring the traditional network dealers, physical stores and OEM plants into the offline supporting system
of e-commerce business by reforming the mechanisms and sharing the benefits, utilize Qinghu base to create
effective support services of small manufacturing for market demand and e-commerce business, and achieve
win-win and common development.
(5) To enhance the development of medium-to-high end bikes, lithium batteries electric bikes and child car
development, and enhance the development and promotion of medium-to-high end auxiliary parts. To strictly
implement the entry and exit mechanism of OEM factories and suppliers and perform strict quality management
and control, and carry out staff supplement and training as planned.
(6) In terms of the lithium battery materials business, in 2018, we will increase the business development force,
forge talent teams, enrich product lines, develop new customers, promote the new technology applications and
increase investment in new product development.
(7) Strengthen the background management and office automation, and improve the support degree of background
departments to front desk business.
3. Risk factors adverse to the Company’s development:
The tough international economic situation: The domestic economy is at the structural adjustment stage in the
course of development, structural problems and deep-seated conflicts are highlighted. The economic downturn
pressure continues to increase, many unstable and uncertain factors exist, which affect and impact the traditional
manufacturing industries and the social consumption structure demand. Since the domestic economy is at the
structural adjustment stage, coupled with a difficult situation of continuously rising labor cost, manufacturing cost,
financing cost and material cost the bicycle industry as a conventional manufacturing field recorded a decline in
the market turnover. Due to the low entry threshold and numerous manufacturers, the competition in the market is
extremely fierce.
Faced with the above problems, combine actual condition of financially insecure after reorganization, on the one
hand, we adhere to traditional business model development, strengthen R&D of the products, and continue to
optimize the structure for products and sales mode. According to the electricity supplier transformation and inner
lead of the cost controlling, the Company proactively develop the electricity supplier business model to achieved a
favorable and rapidly growth in retail business for the electricity supplier; on the one hand, correspondingly carry
out the tracking study on industrial projects and technology applications of upstream and downstream of industrial
chain in the long-term process of electric bicycle business, start getting involved in the lithium battery materials
business based on the extensive business consultation and business opportunity sifting, and take it as an
opportunity to gradually expand its main business;
； on the other hand, we strive to promote the selection for recombinant party, planning a private placement of
shares, and carry out a sport experience sales platform online and offline and the construction of R&D center,
recently the business upgrade still in process.
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
Consulting company restructuring
2017-04-18 Telephone communication Individual
problem
2017-05-18 Telephone communication Individual Inquiry progress of the private placement
Reception (times) 6
Number of hospitality 0
Number of individual reception 6
Number of other reception 0
Disclosed, released or let out major undisclosed
No
information
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
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest three years
(including the reporting period)
Nil
Cash dividend of common stock in latest three years (including the reporting period)
In RMB
Net profit Ratio in net profit
attributable to attributable to
common stock common stock
Amount for cash Amount for cash Proportion for
Year for bonus shareholders of shareholders of
bonus (tax bonus by other cash bonus by
shares listed company in listed company
included) ways other ways
consolidation contained in
statement for consolidation
bonus year statement
2017 0.00 1,529,587.27 0.00% 0.00 0.00%
2016 0.00 2,603,637.47 0.00% 0.00 0.00%
2015 0.00 -138,355.58 0.00% 0.00 0.00%
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
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either for
the year.
III. Implementation of commitment
1. Commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies
□ Applicable √ Not applicable
The Company has no commitments completed in Period and those without completed till end of the Period from actual controller,
shareholders, related parties, purchaser and companies
2. Concerning assts 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
th
On 11 , May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and
Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company
couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court
ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil
ruling. In late October, 2012, Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th, Oct., 2012
according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen) Mallesons and
Shenzhen ZhengYuan Liquidation Affairs Co., Ltd. as the custodians of the Company. At the same time, Shenzhen Municipal
Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision, and approved the Company
to manage property and business affairs by itself under the supervision of custodians according to the law. On 5 November 2013, the
Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the
reorganization plan of the Company. On 27 December 2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012)
Shen Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of CBC closed
down.
The Company has solved the debt problem by reforming, realized the net assets with positive value, the main business of bicycle is
able to be maintained and realizes the stable development. The Company has set up the conditions for introducing the recombination
party in the reforming plan, and expects to restore the abilities of sustainable operation and sustained profitability by reorganization.
The conditions of introducing the recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan,
the net assets in the same year for implementing the major reorganization should be no less than 200 million Yuan. The Company
doesn’t have the recombination party at the moment. The Company will continue to carry out vary related works actively and
promote the reorganization work with all efforts.
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. Changes in accounting policy
(1) The Company implemented relevant regulation of “Accounting Standards for Business Enterprise No. 16- Government grant”
(CK[2017] No.15) since 1 January 2017, and the prospective application should prevail. This change of accounting policy has no
impact on the financial statement of the Company.
(2) The Company implemented relevant regulation of “Accounting Standards for Business Enterprise No.42-Non-current assets held
for sale, disposal group and discontinued operation” (CK [2017] No.13) since 28 May 2017, and the prospective application should
prevail. This change of accounting policy has followed impacts as:
Content and reasons for accounting policy changes Item and amount impacted
Increase items of “assets held for sale” and “liability held for No influence
sale” in balance sheet with retroactive adjustment required
Increase items of “continued operation net profit” and Net profit of continued operation increased
“discontinued operation net profit” in profit statement with 1,579.159.47 Yuan in the period
retroactive adjustment required
(3) The Company implemented relevant regulation of the Notice Relating to Printing and Amending the General Forms of Business
Financial Statements (CK[2017]No.30) issued from Ministry of Finance since 1 January 2017. This change of accounting policy has
followed impacts as:
Content and reasons for accounting policy changes Item and amount impacted
Income from assets disposal increased (2,464.81)
Yuan in the period, the non-operation expenditure
The item of “income from assets disposal” will added in profit reduced 2,464.81 Yuan; the income from assets
statement and adopts retroactive adjustment disposal for last period increased (11,450.00) Yuan,
and reduced 11,450.00 Yuan in non-operation
expenditure
The gains and losses from non-current assets discarding and No influence
disposal will respectively listed according to the total numbers,
and adopts retroactive adjustment
2. Changes in accounting estimates
There is no accounting change in our financial reporting period.
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
No changes in consolidation statement’s scope for the Company in the reporting.
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm Baker Tilly China CPA (LLP)
Remuneration for domestic accounting firm (in 10
45
thousand Yuan)
Continuous life of auditing service for domestic
2
accounting firm
Name of domestic CPA Chen Zhigang, Zhang Lei
Continuous life of auditing service for domestic
2
accounting firm
Re-appointed accounting firms in this period
□ Yes √No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □ Not applicable
In the year, the Company engaged Baker Tilly China CPA (LLP) as the auditing organ for internal control of the Company for year of
2017, charges amounted as 150000 Yuan. In 2016, Dongwu Securiteis are appointed as the finance consultant of the Company for
privately placement of shares, and one million Yuan are paid for consultant, relevant works are still in promotion in the year.
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 arbitrations of the Company
□Applicable √Not applicable
No significant lawsuits and arbitrations occurred in the reporting period.
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
The Company had no implementation of the company’s stock incentive plan, employee stock ownership plan or other employee
incentives in the reporting period.
XVI. Major related transaction
1. Related transaction with routine operation concerned
□ Applicable √ Not applicable
No related transaction with daily operation concerned for the Company in reporting period.
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
Whether exist non-operating contact of related credit and debt or not
√Yes □No
Note: attention to the option for “Whether exist non-operating contact of related credit and debt or not ”
Claim receivable from related party
Whether
Balance Current
has Current Current Balance at
at newly
non-busin recovery interest period-en
Related Relations period-be added Interest
Causes ess (10 (10 d (10
party hip gin (10 (10 rate
capital thousand thousand thousand
thousand thousand
occupyin Yuan) Yuan) Yuan)
Yuan) Yuan)
g or not
Influence on operation
result and financial
No influence
statue of the Company
from related credit
Debts payable to related party
Current
Balance at Current Current Balance at
newly
period-beg recovery interest period-end
Related Relationshi added Interest
Causes in (10 (10 (10 (10
party p (10 rate
thousand thousand thousand thousand
thousand
Yuan) Yuan) Yuan) Yuan)
Yuan)
Shenzhen
Guosheng
Large Subsidiary
Energy
shareholde Emmelle 650 650
Investment
r loan
Developmen
t Co., Ltd.
Influence on operation
result and financial statue
No influence
of the Company from
related debts
Note: For those that have been disclosed in the provisional reports and have no progress or change in the follow-up implementation,
select “Not Applicable” in this chapter, but it is required to disclose the summary of this matter in section 5 other major related
transactions of this chapter and provide relevant query index of interim report disclosure website.
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.
2. Major guarantees
□ Applicable √ Not applicable
No guarantee for the Company in reporting period.
3. Entrust others to cash asset management
(1) Trust financing
□ Applicable √ Not applicable
No trust financing for the Company in reporting period.
(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
Nil
2. Execution of social responsibility of targeted poverty alleviation
(1) Targeted poverty alleviation
Nil
(2) Summary of annual precision poverty alleviation
The Company has no precision poverty alleviation temporary in the year, and no subsequent program either
(3) Accuracy of poverty alleviation
Measurement
Target Numbers/progress
units
I. general condition —— ——
II. Implemented by detail —— ——
1. Industrial development poverty —— ——
2.Transfer employment —— ——
3. Anti-poverty by relocating in other places —— ——
4. Education poverty —— ——
5. Health poverty alleviation —— ——
6. Ecological conservation —— ——
7. Fallback protection —— ——
8. Social poverty alleviation —— ——
9. Other —— ——
III. Awards (content and level) —— ——
(4) Subsequent precision poverty alleviation program
Nil
3. Environmental protection
Listed company and its subsidiary belongs to the key pollution enterprise listed by Department of Environmental Protection
No
Nil
XIX. Explanation on other significant events
□ Applicable √ Not applicable
In July 2016, the Company started to plan a non-public issue of shares with proceeds to be utilized to acquire
material assets. The Plan on Non-public Issue of A shares in 2016 was considered and approved by the Board of
the Company. Based on the due diligence, audit, assessment and business negation with intermediates, taking into
account the conditions of capital market and actual conditions of the Company, the Board of the Company
considered and approved the Proposal Relating to Adjusting the Plan of non-public of A Shares, the Explanation
on non-public of A-shares for year of 2016 Amendment, the Plan on Non-public Issue of A shares in 2016
(amended), the Plan on Non-public Issue of A shares in 2016 (Second Amended) and Plan on Non-public Issue of
A shares in 2016 (Third Amended) from February 2017 to February 2018. According to the three revised drafts,
the number of non-public offering of shares should not exceed 110,269,586 shares, and the total amount of funds
raised should not exceed 750 million Yuan. The issuing objects of this non-public offering include four specific
investors which are Ruian Information, Zhisheng High-tech, Wansheng Industry and Beier High-tech. The
subscription amount of Ruian Information does not exceed 250 million Yuan, and the number of subscribed
shares does not exceed 36,756,529 shares; the subscription amount of Zhisheng High-tech does not exceed 200
million Yuan, and the number of subscribed shares does not exceed 29,405,223 shares; the subscription amount of
Wansheng Industry and Beier High-tech respectively does not exceed 150 million Yuan, and the number of
subscribed shares does not exceed 22,053,917 shares respectively. See details on the announcement issued by the
board of directors of the company.
As of the approval date of the financial statement, the company convened the first extraordinary general meeting
of 2018 on February 13, 2018 which reviewed and passed the Proposal on the Plan on Non-public Issue of A
shares in 2016 (Third Amended), etc.
XIX. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
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
Capitaliza
New
Proportio Bonus tion of Proportio
Amount shares Others Subtotal Amount
n shares public n
issued
reserve
I. Restricted shares 4,707 0.00% 4,707 0.00%
1. State-owned shares 0 0.00% 0 0.00%
2. State-owned legal person’s
0 0.00% 0 0.00%
shares
3. Other domestic shares 4,707 0.00% 4,707 0.00%
Including: Domestic legal
0 0.00% 0 0.00%
person’s shares
Domestic natural person’s
4,707 0.00% 4,707 0.00%
shares
4. Foreign shares 0 0.00% 0 0.00%
Including: Foreign legal
0 0.00% 0 0.00%
person’s shares
Foreign natural person’s
0 0.00% 0 0.00%
shares
551,343,2 551,343,2
II. Unrestricted shares 100.00% 100.00%
40 40
302,980,2 302,980,2
1. RMB Ordinary shares 54.95% 54.95%
58 58
2. Domestically listed foreign 248,362,9 248,362,9
45.05% 45.05%
shares 82 82
3. Overseas listed foreign
0 0.00% 0 0.00%
shares
4. Others 0 0.00% 0 0.00%
551,347,9 551,347,9
III. Total shares 100.00% 100.00%
47 47
Reasons for share changed
□ Applicable √ Not applicable
Approval of share changed
□ Applicable √ Not applicable
Ownership transfer of share changed
□ 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 for the Company or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
2. Changes of restricted shares
□ Applicable √ Not applicable
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. Existing 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 preference
Total common shareholders
Total common shareholders with
stock with voting
stock voting rights
shareholders at rights recovered
shareholders in 51,332 51,082 recovered at end of 0 0
end of last month at end of last
reporting reporting period (if
before annual month before
period-end applicable) (found
report disclosed annual report
in note8)
disclosed (if
applicable)
(found in note8)
Particulars about shares held above 5% by shareholders or top ten shareholders
Total Number of share pledged/frozen
Amount Amount
sharehold
Proportio Changes of of
Full name of Nature of n of ers at
in report restricted un-restrict
Shareholders shareholder shares the end of
State of share Amount
held period shares ed shares
report
held held
period
Shenzhen
Guocheng Energy Domestic
63,508,74 63,508,74
Investment non-State-owned 11.52% 0 0
7 7
Development Co., legal person
Ltd.
UOB Koy Hian
Foreign legal 15,907,85 15,907,85
(Hongkong) Co., 2.89% 0 0
person 0 0
Ltd.
Guosen Securities
Foreign legal 13,988,42 13,988,42
(Hongkong) 2.54% 0 0
person 5 5
brokerage Co., Ltd.
Huabao Trust Co.,
Ltd. – Huihuang 11,538,51 11,538,51 11,538,51
Other 2.09% 0
No.33 single fund 00 0
trust
Huabao Trust Co.,
Ltd. – Huihuang
Other 1.30% 7,179,635 7,179,635 0 7,179,635
No.15 single fund
trust
Shenwan
Hongyuan
Foreign legal
Securities 1.24% 6,837,257 877900 0 6,837,257
person
(Hongkong) Co.,
Ltd.
Zhongrong
International Trust
Co., Ltd. –
Zhongrong
Other 0.87% 4,774,300 4,774,300 0 4,774,300
–Dingfu No.12
structured portfolio
investment trust
plan
Zhongrong
International Trust
Co., Ltd. –
Zhongrong
Other 0.81% 4,464,844 4,464,844 0 4,464,844
–Dingfu No.11
structured portfolio
investment trust
plan
Zhongrong
International Trust
Co., Ltd. –
Zhongrong
Other 0.75% 4,133,823 4,133,823 0 4,133,823
–Dingfu No.13
structured portfolio
investment trust
plan
Zhongrong
International Trust
Co., Ltd. –
Zhongrong
–Dingfu Other 0.74% 4,092,097 4,092,097 0 4,092,097
No.14structured
portfolio
investment trust
plan
Strategy investors or general
corporation comes top 10 common
N/A
stock shareholders due to rights issue
(if applicable) (see note 3)
The Company has no idea of whether other circulated shareholders belong to concerted
Explanation on associated relationship
action persons ruled in the Administration Norms for Information Disclosure of Change on
among the aforesaid shareholders
Shareholding of Shareholders of Listed Companies.
Particular about top ten shareholders with un-restrict shares held
Type of shares
Shareholders’ name Amount of un-restrict shares held at Period-end
Type Amount
Shenzhen Guocheng Energy RMB common
63,508,747 63,508,747
Investment Development Co., Ltd. shares
Domestically
UOB Koy Hian (Hongkong) Co., Ltd. 15,907,850 15,907,850
foreign shares
Guosen Securities (Hongkong) Domestically
13,988,425 13,988,425
brokerage Co., Ltd. foreign shares
Huabao Trust Co., Ltd. – Huihuang RMB common
11,538,510 11,538,510
No.33 single fund trust shares
Huabao Trust Co., Ltd. – Huihuang RMB common
7,179,635 7,179,635
No.15 single fund trust shares
Shenwan Hongyuan Securities Domestically
6,837,257 6,837,257
(Hongkong) Co., Ltd. foreign shares
Zhongrong International Trust Co.,
Ltd. – Zhongrong –Dingfu No.12 RMB common
4,774,300 4,774,300
structured portfolio investment trust shares
plan
Zhongrong International Trust Co.,
Ltd. – Zhongrong –Dingfu No.11 RMB common
4,464,844 4,464,844
structured portfolio investment trust shares
plan
Zhongrong International Trust Co.,
Ltd. – Zhongrong –Dingfu No.13 RMB common
4,133,823 4,133,823
structured portfolio investment trust shares
plan
Zhongrong International Trust Co.,
Ltd. – Zhongrong –Dingfu RMB common
4,092,097 4,092,097
No.14structured portfolio investment shares
trust plan
Expiation on associated relationship or
consistent actors within the top 10 The Company has no idea of whether other circulated shareholders belong to concerted
un-restrict shareholders and between action persons ruled in the Administration Norms for Information Disclosure of Change on
top 10 un-restrict shareholders and top Shareholding of Shareholders of Listed Companies.
10 shareholders
Explanation on top 10 shareholders
involving margin business (if N/A
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: No controlling subject
Type of controlling shareholders: Non-existent
The Company does not have the controlling shareholder.
On 21 February 2017, we received a Letter of “Explanation on Relevant Event of CBC” from Shenzhen Guosheng Energy
Investment Development Co., Ltd. the letter said: since obtained controlling rights of the Shenzhen Guosheng Energy Investment
Development Co., Ltd. (hereinafter referred to as Guosheng Energy) on 3 Jan. 2011, in view of Ji Hanfei is the first majority
shareholder and largest creditor of CBC, and CBC facing a serious debt crisis, Ji Hanfei initiative seeking an actual controller of
CBC, by actively participate the shareholders general meeting of CBC, showing major influence on CBC for achieving actually
controls of the Company in purpose of resolving the debt crisis.
On 11th, May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy Investment and
Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company
couldn’t pay off the matured debts and was seriously insolvent. On 12th, Oct., 2012, Shenzhen Municipal Intermediate People's Court
ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil
ruling. In second half year of 2013, on the basis of the investor interest adjustment scheme deliberated and approved by creditor’s
meeting and investors’ conference, Shenzhen Intermediate People’s Court approved the reorganization plan for CBC, the
reorganization plan of CBC completed on 27 December 2013 and close the bankruptcy proceedings of CBC. As a largest majority
shareholder and largest creditor of the Company, Guosheng Energy vote in favor on creditor’s meeting and investors’ conference, in
respect of the investor interest adjustment scheme, and provided 5.39 million Yuan to CBC for claims settlement and maintain the
assets of main business of CBC. Debts of the CBC solved by reorganization, net assets of CBC turns to positive value, the main
business of bicycle maintained and achieved a steady development.
Currently, CBC is planning a private placement for business promotion and transformation, optimize asset structure, further to
strengthen the Company and sustainable ability in development. Taking into account the debt problem of CBC has been resolved, the
Company needs supports from all over the shareholders, and based on the actual condition of development of Guosheng Energy and
share-holding ratio, Ji Hanfei and Guosheng Energy decided to change the actually controller state to general investment, that is Ji
Hanfei and Guosheng Energy, will not participate in the operation management plan of CBC in future, and they have no plans to
seeking an actual controlling rights of CBC in next 12 months either
The Shenzhen Guosheng Energy Investment Development will hold stock of the CBC and exercise shareholders’ rights as a common
investor.
Changes of controlling shareholders in reporting period
√Applicable □ Not applicable
Name of new controlling shareholder Non-existent
Date of change 2017-02-20
Inquiry index on appointed website Juchao Website
Disclosure date on appointed website 2017-07-27
3. Actual controller of the Company
Nature of actual controller: No actual controller
Type of actual controller: Non-existent
The company does not have the actual controller.
(I) Facts and reasons for the company's determination of the actual controller's alteration
On February 20, 2017, Ji Hanfei and Guocheng Energy made an “Explanation” to abandon the actual control of the Company, after Ji
Hanfei made the declaration to abandon the actual control of the Company, the actual controller of the Company changed from Ji
Hanfei to no actual control, the specific facts and reasons are as follows:
1. The voting rights of Ji Hanfei to actually control the shares of the Company
According to the “Security Holder Roster” issued by China Securities Depository and Clearing Co., Ltd., Shenzhen Branch and the
documents publicly disclosed by Shenzhen China Bicycle, up to December 31, 2016, Ji Hanfei held 63,508,747 shares of the
Company’s A-Shares through Guocheng Energy, and his spouse, Li Huili, held 3,891,124 shares of the Company’s B-Shares, so Ji
Hanfei totally controlled 67,399,871 shares of the Company’s voting shares, accounting for 12.22% of the total number of shares of
the Company. Ji Hanfei actually controlled no more than 30.00% of the Company’s voting rights and had no control over the
Company's general meeting of shareholders.
2. Ji Hanfei’s control to the Company's board of directors
According to the Resolution Announcement of the Eighteenth Meeting of the Eighth Session of Board of Directors and the
Resolution Announcement of the First Extraordinary General Meeting of 2013 publicly disclosed by the Company and confirmed by
the Company and Guocheng Energy, the directors of the current board of directors of the Company should be nominated by the
eighth session of board of directors, Guocheng Energy did not nominate the current board of directors for the Company.
Therefore, Ji Hanfei has not restructured the board of directors of the Company by controlling the Company’s voting shares after
obtaining the control power of Guocheng Energy, and has not actually dominated over half of the members of the board of directors
of the Company.
According to the Resolution Announcement of the Twenty-fourth Meeting of the Ninth Session of Board of Directors announced on
April 27, 2017 by the Company, the ninth session of board of directors of the Company reviewed and passed the following proposals
concerning the candidates for the tenth session of board of directors:
(1) Passed the Proposal on Nominating Candidates for Directors of the Tenth Session of Board of Directors, agreed the current board
of directors to nominate Mr. Li Hai, Mr. Yao Zhengwang, Mr. Cao Fang, Mr. Yang Fenbo, Mr. Sun Longlong and Mr. Zhong Hua as
the candidates for the directors of the tenth session of board of directors of the company and participate in the election of the general
shareholders’ meeting as the term of office of the director of the 9th session of board of directors of the company has expired.
(2) Passed the Proposal on Nominating Candidates for Independent Directors of the Tenth Session of Board of Directors, agreed the
current board of directors to nominate Mr. Song Xishun, Mr. Zhang Zhigao and Ms. Yang Hao as the candidates for the independent
directors of the tenth session of board of directors of the company as the term of office of the director of the 9th session of board of
directors of the company has expired, and submitted the proposal to the Shenzhen Stock Exchange for review, the candidates can
only participate in the election of the general shareholders’ meeting when there is no objection to the review.
According to the Company’s explanation and the announcement document of the 24th meeting of the ninth session of board of
directors of the Company, the candidates for the tenth session of board of directors should be nominated by the ninth session of board
of directors, the Company did not receive the nomination of candidates for the tenth session of board of directors from Guocheng
Energy.
According to the explanation of the Company and Guocheng Energy and the review to the resume of the director candidates
announced by the ninth session of board of directors of the Company, in addition to Yao Zhengwang, serving as a supervisor of
Guojun Energy, the above mentioned director candidates had no related relationships with Guocheng Energy and Ji Hanfei.
In conclusion, even the stockholders’ meeting of the Company considered and agreed the above-mentioned director candidate to
serve as the directors of the tenth session of the board of directors of the Company, Ji Hanfei and Guocheng Energy had not actually
dominated over half of the members of the tenth session of board of directors of the Company.
3. Ji Hanfei’s significant influence on the general meeting of shareholders of the Company
On October 12, 2012, the Shenzhen Intermediate People's Court issued the “Civil Ruling” of “(2012) SZFPZ No. 30” to accept the
application for the reorganization of the Company by Guocheng Energy. On December 27, 2013, Shenzhen Intermediate People's
Court issued the “Civil Ruling” of “(2012) SZFPZ No. 30-10”, which ruled that the implementation of the Company’s reorganization
plan was completed and the Company’s bankruptcy proceedings ended. According to the explanation of Guocheng Energy and the
inspection of bankruptcy and restructuring documents, Guocheng Energy had actively participated in the meeting of creditors for the
Company’s bankruptcy and reorganization and had provided interest-free loan support to the Company during the bankruptcy and
reorganization, which had a significant influence on the Company’s general meeting of shareholders. .
On February 20, 2017, Ji Hanfei and Guocheng Energy issued the “Explanation”: “Since Ji Hanfei obtained the control power of
Guoji Energy on January 3, 2011, in view of the fact that it was the Company’s largest shareholder and largest creditor and the
Company faced serious debt crisis for a long time, Ji Hanfei actively sought the actual controller status of the Company and exerted a
significant influence on the Company by actively participating in the Company’s general meeting of shareholders so as to realize the
actual control of the Company and then strive to promote and solve the Company's debt crisis properly."
Therefore, from January 3, 2011 to February 19, 2017, Ji Hanfei had a subjective purpose for actually controlling the Company.
After Ji Hanfei made a clear declaration on Feb. 20, 2017 to abandon the actual control of the Company, Ji Hanfei did not
subjectively attempt to influence the general meeting of stockholders of the Company by seeking the actual control rights.
Objectively, the Company’s voting rights dominated by Ji Hanfei did not exceed 30.00% and he did not nominate more than half of
the directors of the Company’s board of directors, Ji Hanfei could not effectively control the Company’s general meeting of
shareholders and the board of directors.
According to the “Announcement on the Resolutions of the 24th meeting of the Ninth Session of Board of Directors” announced by
the Company on April 27, 2017 and confirmed by the Company, Ji Hanfei and Guocheng Energy, Ji Hanfei and Guocheng Energy
didn’t not nominate any candidate for the directors of the tenth session of board of directors to the Company after Ji Hanfei and
Guocheng Energy made the declaration to abandon the control power.
In view of the above, the Company considered that the proportion of the Company’s shares actually controlled by Ji Hanfei was
relatively low, which was not sufficient to control the general meeting of shareholders or make a significant impact on the general
meeting of shareholders, and he had promised to give up the right of control to the company, the Company has no actual controller
since February 20, 2017.
The sponsor institutions and law firms engaged by the company for the non-public offering of shares have checked this issue and
made clear opinions to support.
Whether has the shareholder with over 10% stock held in ultimate controlling standards or not
√ Yes □ No
Legal person
Share holding in ultimate control standards
Legal person/person
Shareholder Date of foundation Organization code Main operation business
in charge of the unit
Industry development,
domestic commerce,
Shenzhen Guocheng Energy
materials supply and sale
Investment Development Co., Ji Hanfei 2005-04-26 91440300774115792
(excluding specially run,
Ltd.
controlled and sold
merchandises)
Equity of the listed enterprise
in and out of China controlled
by the shareholders in N/A
ultimate control standards in
the period
Changes of actual controller in reporting period
√Applicable □ Not applicable
Name of new actual controller No actual controller
Date of change 2017-02-20
Inquiry index on appointed website Juchao Website
Disclosure date on appointed website 2017-04-27
Property right and controlling relationship between the actual controller and the Company is as follow:
Actual controller controlling the Company by entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
□ Applicable √ Not applicable
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□ Applicable √ Not applicable
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
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
Start held at Other held at
Working End date increased decreased
dated of
Title Sex Age of office period-be changes period-en
Name status office in this in this
term d
term gin (share)
period period
(Share) (Share)
(Share) (Share)
Chairman
Currently 2017-06- 2020-06-
Li Hai , M 49 0 0 0 0 0
in office 29 28
President
Yao Currently 2017-06- 2020-06-
Zhengwa Director M 43 0 0 0 0 0
ng in office 29 28
Currently 2017-06- 2020-06-
Cao Fang Director M 44 0 0 0 0 0
in office 29 28
Yang Currently 2017-06- 2020-06-
Director M 61 0 0 0 0 0
Fenbo in office 29 28
Director,
Sun Currently 2017-06- 2020-06-
Secretary M 45 0 0 0 0 0
Longlong in office 29 28
of Board
Zhong Currently 2017-06- 2020-06-
Director M 54 0 0 0 0 0
Hua in office 29 28
Independ Currently 2017-06- 2020-06-
Yang Lan ent F 49 0 0 0 0 0
director in office 29 28
Song Independ Currently 2017-06- 2020-06-
ent M 55 0 0 0 0 0
Xishun director in office 29 28
Zhang Independ Currently 2017-06- 2020-06-
ent M 53 0 0 0 0 0
Zhigao director in office 29 28
The
convener
of the Currently 2014-06- 2018-02-
Li Xiang M 44 0 0 0 0 0
board of in office 27 12
superviso
rs
Zheng Superviso
Currently M 56 2014-06- 2018-02- 6,276 0 1,000 0 5,276
Zhonghua r
n in office 27 12
Staff Currently 2014-06- 2018-02-
Li Jialin Superviso M 57 0 0 0 0 0
r in office 27 12
Independ Leave the 2013-09- 2017-06-
Cui Jun ent M 54 0 0 0 0 0
director office 26 29
Independ Leave the 2013-09- 2017-06-
Chen
ent M 50 0 0 0 0 0
Shujun
director office 26 29
Independ Leave the 2013-09- 2017-06-
Li Bing ent F 43 0 0 0 0 0
director office 26 29
Sun Currently 2017-05- 2020-06-
CFO M 45 0 0 0 0 0
Longlong in office 22 28
Total -- -- -- -- -- -- 6,276 0 1,000 0 5,276
II. Changes of directors, supervisors and senior executives
√ Applicable □Not applicable
Name Title Type Date Reasons
Appointment and
Sun Longlong CFO 2017-05-22 Engagement by the Board
removal
Secretary of Appointment and
Sun Longlong 2017-06-29 Engagement by the Board
Board removal
Independent Leave while Served as independent director for six consecutive years
Cui Jun 2017-06-29
director office term ends and leave the office for office-term ends
Independent Leave while Served as independent director for six consecutive years
Chen Shujun 2017-06-29
director office term ends and leave the office for office-term ends
Independent Leave while Served as independent director for six consecutive years
Li Bing 2017-06-29
director office term ends and leave the office for office-term ends
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors,
supervisors and senior executive
Mr. Li Hai, born in 1969, graduated from Economic department of Shenzhen University in major of accounting;
he took the turns of deputy manager of finance department, chief supervisor associate of finance department,
secretary of the Board and vice president, etc. of the Company, and now he serves as chairman, legal
representative and president of the Company.
Mr. Yao Zhengwang, born in 1975, with bachelor degree of law, successively took the post of Supervisor of
Supervision Office, Deputy Manager of Sales Department, and Deputy Manager of Legal Affairs Department of
Shenzhen Guomin Investment Development Co. Ltd. and deputy general manager of Administration Center of
Compliant Risk Control, as well as director, secretary of the Board and convener of supervisory committee of
CBC; now he serves as director of the Company and Leshan City Commercial Bank Co., Ltd..
Mr. Cao Fang, born in 1974, master degree; since May of 2007, he took post of item manager of marketing and
management department in headquarter of Life Insurance, associate of general manager of marketing and
management headquarter as well as general manager of market and business department, he acted as member of
planning team of Life Insurance Branch in Guangdong. And subsequently served in strategy and development
center, Office of the Chairman, Supervision office; he serves as deputy GM of Shanghai Branch of Life Insurance
since March 2012 and person in charge of the sales management center in Fuld Insurance Holding
Mr. Yang Fenbo, born in 1957, China senior economist with master degree of MBA and engineer, held the
position of minister of development department, concurrently minister of science and technology department,
assistant general manager, assistant to chairman, deputy chief engineer and chief engineer at Shenzhen Lionda
Group; took the chairman and concurrently general manager of Guangdong Sunrise Holding Co., Ltd.; now, he is
the chairman of Shenzhen Liona Group Co., Ltd. and Shenzhen Qianhai Fu Rong Asset Management Co., Ltd.
Mr. Sun Longlong, born in 1973, graduated from Shanghai University of Finance and Economics in 1995 with a
bachelor degree, a bachelor of Economics. He successively worked as financial affairs in Shenzhen Qiongjiao
Industry Co., Ltd. and Shenzhen Solar Pipe Co., Ltd., he worked in the Company since May 1999, and
successively served as Deputy Manager of financial department, Manager, manager of comprehensive
management department, manager of enterprise management department, now he serves as Director, CFO and
secretary of the Board of the Company.
Mr. Zhonghua, born in 1964, undergraduate college, has an engineer title. He worked in technical section of
Guangdong Xingning Motormaker and Guangdong Xingning Mechatronic Industry Company; he worked in the
period since December 1991, and have successively held the posts of director of the quality management dept.,
director of testing center, deputy GM and GM of the quality management dept., now he serves as director of the
Company, and OEM management chief and GM of the quality management dept. in Shenzhen EMMELLE
Industrial Co., Ltd.
Ms. Yang Lan, born in 1969, is a masters degree holder, a certified tax accountant, a certified appraiser, a certified
public accountant, and an auditor. She successively served as a member of Guiyang Audit Bureau, the head of
Zhuhai BDO China Shu Lun Pan Certified Public Accountants, the head of Shanghai Lixin Changjiang Certified
Public Accountants, Zhuhai Branch, the head of Guangdong Lixin Changjiang Certified Public Accountants, and
the senior manager of Pan-China Certified Public Accountants (LLP), Guangdong Branch; and has been serving
as the deputy head of Guangdong Lixin Jiazhou Certified Public Accountants since 2015. She has served as an
independent director in the listed companies, such as Uni-Power Group, Highsun Group, Xiangxue
Pharmaceutical, and Shenzhen Strongteam Decoration Engineering Co., Ltd., a company proposed to be listed.
She has engaged in the accounting profession for 27 years, held the audits for many listed companies and
provincial large state-owned enterprises, she is good at tax assessment and financial planning and special
consulting, and has extensive experience in corporate merger and acquisition, especially the tax planning based on
the enterprise’s top-level audit, she once acted as a teacher in the tax bureau. Since 2002, she has been serving as
an independent director of listed companies, her professional level has been recognized by many investment
institutions, and she has established long-term cooperative relationships with risk investment institutions, lawyers
and securities traders.
Mr. Song Xishun, born in 1963, holds a master’s degree in Chinese from Xiamen University. He once served as a
teacher of PLA University of Foreign Language, took office at Public Security Bureau of Xiamen City, Xiamen
City Bureau of Culture, served as the deputy dean of Cultural Industry School of Xiamen University of
Technology and an arbitrator of Xiamen City Personnel Dispute Arbitration Committee. He has been teaching at
Xiamen University of Technology since 2003, and currently serves as the deputy dean (full-time) of Cultural
Development Institute of Xiamen University of Technology, a lawyer (part-time) of Zhong Yin (Xiamen) Law
Firm, an independent director (part-time) of the Jordan Sports Co., Ltd., an independent director (part-time) of
Dehua Hengyi Art Ceramics Co., Ltd., and the vice chairman (part-time) of Xiamen Language Association.
Mr. Zhang Zhigao, born in 1965, is a bachelor of laws from Fudan University, a certified public accountant and a
certified appraiser; he has been serving as a partner lawyer of Shanghai Xuan Lun Law Firm since 2007. He used
to be a technician of Shanghai Electrical Machinery Plant, a lecturer of Shanghai Lixin University of Commerce,
and a partner lawyer of Shanghai Alshine Law Firm; served as a member of the twelfth session of CPPCC of
Xuhui District, Shanghai, an independent director of Shanghai Kai Kai Industrial Co., Ltd., an independent
director of Shanghai Norcent Technology Development Co., Ltd., and an independent director of Shanghai
Xingye Real Estate Co., Ltd.; he currently serves as a supervisor (part-time) of Shanghai Lingqing Venture
Capital Investment Management Co., Ltd., a director (part-time) of Shanghai Chengxi Asset Management Co.,
Ltd., and a director (part-time) of Zhongcheng Village Bank Co., Ltd. of Kuiwen District, Weifang City .
Mr. Li Xiang, born in 1974, holds a master’s degree. He once served as the secretary of the party committee, the
director of the organization department of the party committee, and the manager of the human resources
department at Pacific Life Jiangxi Branch. Since March 2008, he has been serving as the deputy general manager
of Shenzhen Guocheng Energy Investment Development Co., Ltd.
Mr. Zheng Zhonghuan, born in 1962, holds a bachelor’s degree and an engineer title. He once worked at
Shenzhen Light Textile Industry Company and Shenzhen Light Industry Company. Since October 1985, he has
been working at Shenzhen China Bicycle Company (Holdings) Limited, and once served as the deputy manager
and manager of planning department, the manager of material department, and the manager of manufacturing
department; and he serves as a supervisor of the Company and the manager of the procurement management
department of Shenzhen Emmelle Industrial Co., Ltd.
Mr. Li Jialin, born in 1961, a master degree with a title of senior engineer. He successively served as senior
engineer of the Company in electrical & mechanical engineering division, GM assistant of Hunan Guangdian
Motorcycle Company, manager of the Company in H&R Dept. now he serves as Staff representative supervisor,
commissioner of comprehensive office of the Company and person in charge of the labor union.
Post-holding in shareholder’s unit
√Applicable □ Not applicable
Received
Position in
Start dated of End date of remuneration from
Name Name of shareholder’s unit shareholder’s
office term office term shareholder’s unit
unit n
(Y/N)
Yao Shenzhen Guocheng Energy Investment
Supervisor 2006-10-09 Y
Zhengwang Development Co., Ltd.
Shenzhen Guocheng Energy Investment
Li Xiang Deputy GM 2008-03-01 Y
Development Co., Ltd.
Note of
post-holding in
N/A
shareholder’s
unit
Post-holding in other unit
√Applicable □ Not applicable
Received
Position in Start dated of End date of office remuneration
Name Name of other units
other unit n office term term from other unit
(Y/N)
Funde Insurance Holdings sales Person in
Cao Fang 2016-06-01 Y
management center charge
Yang Fenbo Shenzhen Lionda Group Co., Ltd. Chairman 2009-10-12 Y
Shenzhen Qianhai Fu Rong Asset
Yang Fenbo Chairman 2013-03-25 Y
Management Co., Ltd.
Deputy
Yang Lan Guangdong BDO Changjiang CPA Firm 2001-04-01 Y
director
Song Xishun Xiamen University of Technology Professor 2003-09-01 Y
Song Xishun Zhong Yin (Xiamen) Law Firm Lawyer 2003-09-01 Y
Independent
Song Xishun Jordan Sports Co., Ltd. 2015-02-01 Y
director
Song Xishun Dehua Hengyi Art Ceramic Co., Ltd. Independent 2013-01-01 Y
director
Partner
Zhang Zhigao SHULUN & PARTNERS (SHANGHAI) 2007-12-01 Y
lawyer
Shanghai Lingqing Venture Investment
Zhang Zhigao Supervisor 2009-07-21 N
Management Co., Ltd.
Shanghai Chengxi Asset Management Co.,
Zhang Zhigao Director 2010-05-10 N
Ltd.
Zhongcheng Villiage Bank Co., Ltd. of
Zhang Zhigao Director 2013-12-31 Y
Kuiwen District, Weifang City
Note of
post-holding in N/A
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
Decision procedure of
remuneration of directors, According to relevant rules of the Article of Association, the general meeting of shareholders decides
supervisors, senior remuneration of directors and supervisors. The Board of Directors decides senior management’s.
management
Confirmation basis of The Company refers to the position rank and comprehensive industry level. And then general meeting of
remuneration of directors, shareholders approves compensation standard and allowance of independent directors. According to the
supervisors and senior "Interim Measures to Annual Performance Assessment of Executives" and performance evaluation
management standards the Company issues annual performance salary.
Actual payment of The Company strictly paid remuneration of directors, supervisors and senior management accordingly
remuneration of directors, with decision procedure and confirmation basis. Total payment for remuneration of directors,
supervisors and senior supervisors and supervisors amounted to RMB 1,880,100 from January to December in 2017.
management
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Total Whether
remuneration remuneration
Post-holding
Name Title Sex Age obtained from the obtained from
status
Company (before related party of
taxes) the Company
Currently in
Li Hai Director M 49 92.53 No
office
Currently in
Sun Longlong Director M 45 38.92 No
office
Currently in
Zhong Hua Director M 54 16.33 No
office
Zheng Currently in
Supervisor M 56 13.97 No
Zhonghuan office
Currently in
Li Jialin Staff Supervisor M 57 15.7 No
office
Independent Currently in
Yang Lan F 49 0 No
director office
Independent Currently in
Song Xishun M 55 0 No
director office
Independent Currently in
Zhang Zhigao M 53 0 No
director office
Independent
Cui Jun M 54 Leave the office 3.52 No
director
Independent
Chen Shujun M 50 Leave the office 3.52 No
director
Independent
Li Bing F 43 Leave the office 3.52 No
director
Total -- -- -- -- 188.01 --
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) 12
Employee in-post of main Subsidiaries (people) 39
The total number of current employees (people) 51
The total number of current employees to receive pay (people) 51
Retired employee’ s expenses borne by the parent Company and
0
main Subsidiaries (people)
Professional composition
Category of professional composition Numbers of professional composition (people)
Production personnel 19
Sales personnel 10
Technical personnel 8
Financial personnel 6
Administrative personnel 8
Total 51
Education background
Category of education background Numbers (people)
Undergraduate 19
Junior college 17
Other 15
Total 51
2. Remuneration Policy
Formulated the remuneration policy according to the position title and comprehensive industry salary standards
3. Training programs
Formulated the training programs according to the position title
4. Labor outsourcing
□ Applicable√ Not applicable
Section IX. Corporate Governance
I. Corporate governance of the Company
During the reporting period, the Company was strictly in accordance with the "Company Law", "Securities Law" as well as "Listing
Corporation Management Standards" and other relevant laws, regulations and normative documents. We combined the actual
situation, constantly improved the corporate governance structure, and strived to build a modern enterprise system. Operation,
assembling and holding of general meeting of shareholders, the Board of Directors and board of supervisors were strictly with
relevant rules of procedure. Thus we protected interests of the Company. The actual situation of corporate governance structure was
in accordance with the release of normative documents about the listing Corporation management rules from China Securities
Regulatory Commission.
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. Independency of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, organization and finance
The Company separate business, personnel, assets, institute and finance with largest shareholder or other related parties, owes
independent and completed self-operation ability.
III. Horizontal competition
□ Applicable √ Not applicable
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
Session of meeting Type Date Date of disclosure Index of disclosure
participation
Notice of Resolution
First Extraordinary Extraordinary of first Extraordinary
shareholders general shareholders general 13.54% 2017-03-24 2017-03-25 shareholders general
meeting 2017 meeting meeting 2017 (No.:
2017019)
Second Extraordinary 14.81% 2017-06-19 2017-06-20 Notice of Resolution
Extraordinary shareholders general of second
shareholders general meeting Extraordinary
meeting 2017 shareholders general
meeting 2017 (No.:
2017032)
Notice of Resolution
Annual General Annual General of Annual General
15.44% 2016-06-29 2017-06-30
Meeting 2016 Meeting Meeting 2016 (No.:
2017033)
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
Times of
Times of Absent the
attending Times of Times of
Name of Board meeting Times of Times of Board Meeting
Board meeting Board meeting attending
independent supposed to Board meeting Board meeting for the second
by entrusted shareholding
director attend in the Presence Absence time in a row
communicatio presence meeting
report period (Y/N)
n
Cui Jun 7 3 4 0 0 No 1
Chen Shujun 7 3 4 0 0 No 0
Li Bing 7 3 4 0 0 No 1
Yang Lan 3 1 2 0 0 No 0
Song Xishun 3 1 2 0 0 No 0
Zhang Zhigao 3 1 2 0 0 No 0
Explanation of absent the Board Meeting for the second time in a row
Nil
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
Explanation on advice that accepted/not accepted from independent directors
Nil
VI. Duty performance of the special committees under the board during the reporting period
Board of directors set up audit commission and remuneration and appraisal commission taking responsibility based on Governance
Rules of Listed Company, Article of Association as well as Procedure Rules of Board of Directors and other duties and rights various
departments endowed.
As for compiling and audit on annual financial report were checked and communicated by Audit commission in accordance with
rules of Working Procedure of Annual Report of Audit Commission, and they submitted decision to board of directors for approval.
Remuneration and appraisal commission of the Company, in reporting period, according to the “Interim Measure on Assessment
Reward of Annual Performance for Senior Executives”, carry out evaluation on the management team members for operation works
in 2015.
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
The Company initially established the standard and incentive mechanism for open and transparent performance evaluation on
directors, supervisors and management layer. The appointment of senior management staff was open and transparent, in accordance
with provisions of the law.
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
2018-04-18
evaluation report
Disclosure index of full internal control
Appraisal Report of Internal Control 2017 of CBC released on Juchao website
evaluation report
The ratio of the total assets of units 100.00%
included in the scope of evaluation
accounting for the total assets on the
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
Material defect: (1) inefficiency of
Material defect: (1) inefficiency of environment control; (2) inefficiency of
environment control; (2) inefficiency of internal supervision; (3) direct impact on
internal supervision; (3) direct impact on major mistakes of investment decisions;
major mistakes of investment decisions; (4) (4) directly make the significant error in
directly make the significant error in the the financial statements; (5) violation of
financial statements; (5) violation of the the laws, regulations, rules and other
laws, regulations, rules and other normative normative documents, resulting in
documents, resulting in investigation of the investigation of the central government
central government and regulatory agencies, and regulatory agencies, and being
and being sentenced to a fine or penalty, sentenced to a fine or penalty, being
being restricted industry exit, canceling restricted industry exit, canceling
business license and being forced the closure business license and being forced the
of etc. Major defect: (1) indirect impact on closure of etc. Major defect: (1) indirect
Qualitative criteria
major mistakes of investment decisions; (2) impact on major mistakes of investment
indirectly make the significant error in the decisions; (2) indirectly make the
financial statements; (3) Lack of important significant error in the financial
system; (4) violation of the laws, regulations, statements; (3) Lack of important
rules and other normative documents, system; (4) violation of the laws,
resulting in investigation of the local regulations, rules and other normative
government and regulatory agencies, and documents, resulting in investigation of
being sentenced to a fine or penalty, and the local government and regulatory
being ordered to suspend business for agencies, and being sentenced to a fine
rectification and cause the Company’s or penalty, and being ordered to suspend
business stop of etc. General defect: other business for rectification and cause the
control defect besides material defect and Company’s business stop of etc.
major defect. General defect: other control defect
besides material defect and major defect.
1. Potential loss or potential error of total 1. Potential loss or potential error of total
profit: (1) General defect: less than or equal profit: (1) General defect: less than or
Quantitative standard
to pre-tax total profit of 3%, (2) Major equal to pre-tax total profit of 3%, (2)
defect: more than pre-tax total profit of Major defect: more than pre-tax total
3%( and absolute amount more than RMB profit of 3%( and absolute amount more
0.5 million), (3) Material defect:: more than than RMB 0.5 million), (3) Material
5% of pre-tax total profit and absolute defect:: more than 5% of pre-tax total
amount more than RMB 1 million; 2. profit and absolute amount more than
Potential loss or potential error of operating RMB 1 million; 2. Potential loss or
income: (1) General defect: less than or potential error of operating income: (1)
equal to operating income of 1%, (2) Major General defect: less than or equal to
defect: more than 1% of operating income operating income of 1%, (2) Major
and less than or equal to 3% of operation defect: more than 1% of operating
income, (3) Material defect:: more than 3% income and less than or equal to 3% of
of operating income; 3. Potential loss or operation income, (3) Material defect::
potential error of total assets: (1) General more than 3% of operating income; 3.
defect: less than or equal to 1% of total Potential loss or potential error of total
assets, (2) Major defect: more than 1% of assets: (1) General defect: less than or
total profit and less than or equal to 3% of equal to 1% of total assets, (2) Major
total profit, (3) Material defect:: more than defect: more than 1% of total profit and
3% of total profit less than or equal to 3% of total profit,
(3) Material defect:: more than 3% of
total profit
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
We considers that China Bicycle Company (Holdings) Limited, in line with Basic Norms of Internal Control and relevant
regulations, shows an effectiveness internal control of financial report in all major aspects dated 31 December 2017.
Disclosure details of audit report of
Disclosed
internal control
Disclosure date of audit report of
2018-04-18
internal control (full-text)
Index of audit report of internal Audit Report of Internal Control for year of 2017 of CBC Baker Tilly Zi [2018] No.11457
control (full-text) released on Juchao Website
Opinion type of auditing report of Standard unqualified
IC
Whether the non-financial report
No
had major 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
Section X. Corporation Bonds
Whether or not the Company public offering corporation bonds in stock exchange, which undue or without payment in full at
maturity on the approval date for annual report disclosed
No
Section XI. Financial Report
I. Audit report
Type of audit opinion Unqualified auditor’s report with explanatory paragraph
Signing date of audit report 2018-04-16
Name of audit institute Baker Tilly China CPA (LLP)
Number of audit report Baker Tilly Zi [2018] No.: 11458
Name of CPA Chen Zhigang, Zhang Lei
Text of auditor’s Report
To all shareholders of Shenzhen China Bicycle Company (Holdings) Limited
I. Auditing opinions
We have audited the financial statement under the name of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter
referred to as Shenzhen China), including the consolidated and parent Company’s balance sheet of 31 December 2017 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 2017 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. Emphasis of Matter
We bring to the attention of the users of the financial statements, as stated in note XIV of the financial statements under the name of
CBC, China Bicycle Company has completed implementation of the restructuring plan dated 27 December 2013 and terminate the
bankruptcy proceedings, in which the condition of introduction of investors has been set out with a view to restoring its ability to
continue as a going concern and its sustainable profitability through asset restructuring. Up to the reporting date of auditing, the
Company has not introduced any investor, but retained the business of bicycles so as to maintain its ability to continue as a going
concern before the injection of assets by investors. Therefore, there is uncertainty in the ability of China Bicycle Company to
continue as a going concern, and it is stressed that the published opinions on auditing will not be impacted by the subject matter.
IV. 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:
Key audit matters Audit address
1. Revenue recognization
1. Understand, test and evaluate the effectiveness of the
internal control design and operation related to the
company’s sales and collections.
2. Check the relevant provisions of suppliers and customer
contracts, and pay attention to the changes in pricing
methods, acceptance methods, delivery locations and
Shenzhen China Bicycle Company mainly engages in the deadlines, settlement methods, etc., and assess whether the
sales of bicycles, electric vehicles and lithium battery raw company’s recognition of income meets the requirements of
materials. In 2017, the main business income of Shenzhen the accounting standards and whether it is consistent with
China Bicycle Company was RMB 134,756,413.5, all of the disclosed accounting policies.
which were generated from domestic sales. Shenzhen China
3. Inquire and understand the background information of
Bicycle Company took the receipt of products as the time
major customers through open channels, such as business
point for confirming the sales revenue. Due to the
registration data, etc., confirm whether there are potential
significant amount of operating income, the authenticity of
unrecognized related party relationships between the
the revenue and whether it should be included in the
customer and the company and related parties.
appropriate accounting period had a significant impact on
4. Confirm the transaction amount and balance of current
the operating results of the company in 2017, and there
period with main customers
might be potential misstatements. Therefore, we took the
recognition of income as a key audit matter. 5. Check the contracts, warehouse receipts, delivery notes
Please refer to the accounting policies said in “23. Income” and delivery receipt records of major customers, and visit
of “Note III Significant Accounting Policies and the major suppliers and customers of lithium battery raw
Accounting Estimate”, “22. Operation Revenue and Cost” materials, and verify the authenticity of the company’s
of “Note VI Combined Financial Statement Annotation and procurement and recognition of income.
“4. Operating Income and Costs” of “Note XV Financial
6. Analyze the authenticity and rationality of online
Statement Annotation of Parent Company” of the financial
marketing by combining with the online marketing customer
statements annotation.
information (such as contact information, contact address,
order time, etc.); combine with the market price of lithium
carbonate, the main raw material, to analyze the rationality
of fluctuations in sales gross profit margin.
7. Check the delivery note within a certain period before and
after the balance sheet date, pay attention to the date of
receipt, and confirm whether the revenue recognition is
included in the correct accounting period.
Key audit matters Audit address
2. Impairment of receivables
As of December 31, 2017, the balance of accounts 1. Understand and test the effectiveness of the internal
receivable of Shenzhen China Bicycle Company was RMB control design and operation related to the accounts
31,526,200, and the balance of bad debt provisions was receivable management
RMB 2,518,500, and the bad-debt provision transferred 2. Review the rationality and consistency of accounting
back was RMB 278,700. As the balance of accounts policies of the bad debt provision for accounts receivable of
receivable was significant and the assessment of bad debt the management, and review the rationality of major
provision involved the significant judgment of management, standards of single amount determined by the management.
we regarded the impairment of accounts receivable as a key 3. Analyze the customers with a long account receivable
audit matter. age, and understand the reasons for the long aging time and
Please refer to the accounting policies said in “11. Accounts the company’s assessment to its recoverability.
Receivables” of Note III Significant Accounting Policies 4. Obtain the aging analysis table and bad debt provision
and Accounting Estimate, “3. Accounts Receivables” of withdrawal table of the company’s accounts receivable, and
“Note VI Combined Financial Statement Annotation”, and analyze and examine the rationality and accuracy of aging
“1. Accounts Receivables” of “Note XV Financial division and bad debt provision of accounts receivable.
Statement Annotation of Parent Company” of the financial
statements annotation.
V. Other information
The management of Shen China Company (the “Management”) is responsible for other information which includes the information
covered in the Company’s 2017 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.
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 works executed by us, we should report the fact if we find any material misstatement in other information. In this
regards, we have nothing to report.
VI. 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 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.
VII. 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’
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 thought to bear on our
independence, and where applicable, related safeguard measures.
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.
II. Financial statement
Unit in note of financial statement refers to CNY: RMB (Yuan)
1. Consolidated Balance Sheet
Prepared by Shenzhen China Bicycle Company (Holdings) Limited
2017-12-31
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 27,985,654.24 24,015,287.71
Settlement provisions
Capital lent
Financial assets measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable 1,500,000.00 2,220,000.00
Accounts receivable 29,007,775.21 12,371,386.82
Accounts paid in advance 2,482,276.54 1,867,424.89
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable
Dividend receivable
Other receivables 659,706.81 658,754.09
Purchase restituted finance asset
Inventories 2,777,174.63 3,118,440.26
Assets held for sale
Non-current asset due within one
year
Other current assets 1,805,427.17 2,050,830.55
Total current assets 66,218,014.60 46,302,124.32
Non-current assets:
Loans and payments on behalf
Finance asset available for sales
Held-to-maturity investment
Long-term account receivable
Long-term equity investment
Investment property
Fixed assets 3,941,117.97 3,728,955.11
Construction in progress
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets 2,259,000.00 3,012,000.00
Expense on Research and
Development
Goodwill
Long-term expenses to be
apportioned
Deferred income tax asset 741,828.71 645,196.29
Other non-current asset 400,000.00 400,000.00
Total non-current asset 7,341,946.68 7,786,151.40
Total assets 73,559,961.28 54,088,275.72
Current liabilities:
Short-term loans
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
Notes payable 8,480,000.00
Accounts payable 3,928,197.27 9,751,977.78
Accounts received in advance 1,268,479.32 4,321,059.83
Selling financial asset of
repurchase
Commission charge and
commission payable
Wage payable 706,703.40 770,985.97
Taxes payable 3,807,286.87 1,565,153.77
Interest payable
Dividend payable
Other accounts payable 36,508,323.90 20,397,287.32
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Liability held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 54,698,990.76 36,806,464.67
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 54,698,990.76 36,806,464.67
Owner’s equity:
Share capital 551,347,947.00 551,347,947.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 627,834,297.85 627,834,297.85
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve 32,673,227.01 32,673,227.01
Provision of general risk
Retained profit -1,195,957,201.01 -1,197,486,788.28
Total owner’s equity attributable to
15,898,270.85 14,368,683.58
parent company
Minority interests 2,962,699.67 2,913,127.47
Total owner’s equity 18,860,970.52 17,281,811.05
Total liabilities and owner’s equity 73,559,961.28 54,088,275.72
Legal Representative: Li Hai
Person in charge of Accounting Works: Sun Longlong
Person in charge of Accounting Institution: Zhong Xiaojin
2. Balance Sheet of Parent Company
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 15,398,405.80 1,143,418.29
Financial assets measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable 300,000.00
Accounts receivable 17,680,663.16
Account paid in advance 2,357,662.42 16,000.00
Interest receivable
Dividends receivable
Other receivables 280,576.37 9,364,086.29
Inventories
Assets held for sale
Non-current assets maturing within
one year
Other current assets 1,792,452.81 2,050,830.55
Total current assets 37,809,760.56 12,574,335.13
Non-current assets:
Available-for-sale financial assets
Held-to-maturity investments
Long-term receivables
Long-term equity investments 10,379.73 10,379.73
Investment property
Fixed assets 3,309,465.26 3,528,684.59
Construction in progress
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 2,259,000.00 3,012,000.00
Research and development costs
Goodwill
Long-term deferred expenses
Deferred income tax assets
Other non-current assets 400,000.00 400,000.00
Total non-current assets 5,978,844.99 6,951,064.32
Total assets 43,788,605.55 19,525,399.45
Current liabilities:
Short-term borrowings
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable
Accounts received in advance 1,086,506.70 1,086,507.70
Wage payable 112,896.71 112,700.06
Taxes payable 2,806,928.48 81,512.92
Interest payable
Dividend payable
Other accounts payable 30,786,588.98 10,662,912.89
Liability held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 34,792,920.87 11,943,633.57
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 34,792,920.87 11,943,633.57
Owners’ equity:
Share capita 551,347,947.00 551,347,947.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 627,834,297.85 627,834,297.85
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 32,673,227.01 32,673,227.01
Retained profit -1,202,859,787.18 -1,204,273,705.98
Total owner’s equity 8,995,684.68 7,581,765.88
Total liabilities and owner’s equity 43,788,605.55 19,525,399.45
3. Consolidated Profit Statement
In RMB
Item Current Period Last Period
I. Total operating income 137,490,597.69 141,970,520.80
Including: Operating income 137,490,597.69 141,970,520.80
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 135,674,815.04 137,756,603.41
Including: Operating cost 124,027,332.26 126,243,374.59
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
Reinsurance expense
Operating tax and extras 197,163.09 325,097.98
Sales expenses 5,462,581.21 5,547,948.66
Administration expenses 5,743,265.84 5,705,338.80
Financial expenses -209,569.66 -577,245.96
Losses of devaluation of asset 454,042.30 512,089.34
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is listed
with “-”)
Including: Investment income on
affiliated company and joint venture
Exchange income (Loss is listed
with “-”)
Assets disposal income (Loss is
-2,464.81 -11,450.00
listed with “-”)
Other income
III. Operating profit (Loss is listed with
1,813,317.84 4,202,467.39
“-”)
Add: Non-operating income 4,629,029.13 4,421,353.01
Less: Non-operating expense 4,347,483.24 3,825,632.24
IV. Total Profit (Loss is listed with “-”) 2,094,863.73 4,798,188.16
Less: Income tax expense 515,704.26 906,608.43
V. Net profit (Net loss is listed with “-”) 1,579,159.47 3,891,579.73
(I) Continuous operation net profit
1,579,159.47 3,891,579.73
(Net loss is listed with “-”)
(II) Discontinued operation net profit
(Net loss is listed with “-”)
Net profit attributable to owner’s of
1,529,587.27 2,603,637.47
parent company
Minority shareholders’ gains and
49,572.20 1,287,942.26
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
company
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income items
which will be reclassified subsequently to
profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising from
changes in fair value of 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 after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income 1,579,159.47 3,891,579.73
Total comprehensive income
1,529,587.27 2,603,637.47
attributable to owners of parent Company
Total comprehensive income
49,572.20 1,287,942.26
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share 0.003 0.005
(ii) Diluted earnings per share 0.003 0.005
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party
Legal Representative: Li Hai
Person in charge of Accounting Works: Sun Longlong
Person in charge of Accounting Institution: Zhong Xiaojin
4. Profit Statement of Parent Company
In RMB
Item Current Period Last Period
I. Operating income 24,505,590.30 3,098,499.93
Less: Operating cost 20,012,376.09 841,722.06
Operating tax and extras 720.00 27,518.91
Sales expenses
Administration expenses 2,833,306.05 3,193,033.58
Financial expenses -2,696.71 1,047.32
Losses of devaluation of asset 53,202.19 205.16
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is
listed with “-”)
Including: Investment income
on affiliated company and joint venture
Assets disposal income (Loss is
listed with “-”)
Other income
II. Operating profit (Loss is listed
1,608,682.68 -965,027.10
with “-”)
Add: Non-operating income 4,541,594.86 4,382,819.19
Less: Non-operating expense 4,332,392.64 3,819,353.24
III. Total Profit (Loss is listed with
1,817,884.90 -401,561.15
“-”)
Less: Income tax expense 403,966.10
IV. Net profit (Net loss is listed with
1,413,918.80 -401,561.15
“-”)
(I) Continuous operation net profit
1,413,918.80 -401,561.15
(Net loss is listed with “-”)
(II) Discontinued operation net profit
(Net loss is listed with “-”)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising from
changes in fair value of
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
VI. Total comprehensive income 1,413,918.80 -401,561.15
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 47,815,380.56 68,626,103.30
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
Other cash received concerning
14,948,547.89 6,964,305.79
operating activities
Subtotal of cash inflow arising from
62,763,928.45 75,590,409.09
operating activities
Cash paid for purchasing
commodities and receiving labor 42,234,146.49 52,408,715.86
service
Net increase of customer loans and
advances
Net increase of deposits in central
bank and interbank
Cash paid for original insurance
contract compensation
Cash paid for interest, commission
charge and commission
Cash paid for bonus of guarantee
slip
Cash paid to/for staff and workers 7,032,925.15 6,815,927.35
Taxes paid 2,108,578.13 4,415,626.99
Other cash paid concerning
14,819,857.08 11,315,692.88
operating activities
Subtotal of cash outflow arising from
66,195,506.85 74,955,963.08
operating activities
Net cash flows arising from operating
-3,431,578.40 634,446.01
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
investment
Cash received from investment
income
Net cash received from disposal of
fixed, intangible and other long-term 60,000.00
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
60,000.00
activities
Cash paid for purchasing fixed,
658,054.98 3,371,224.00
intangible and other long-term assets
Cash paid for investment
Net increase of mortgaged loans
Net cash received from subsidiaries
and other units obtained
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
658,054.98 3,371,224.00
activities
Net cash flows arising from investing
-598,054.98 -3,371,224.00
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Including: Cash received from
absorbing minority shareholders’
investment by subsidiaries
Cash received from loans
Cash received from issuing bonds
Other cash received concerning
8,000,000.00
financing activities
Subtotal of cash inflow from financing
8,000,000.00
activities
Cash paid for settling debts
Cash paid for dividend and profit
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
8,808,378.06
financing activities
Subtotal of cash outflow from financing
8,808,378.06
activities
Net cash flows arising from financing
-808,378.06
activities
IV. Influence on cash and cash
equivalents due to fluctuation in -0.09 0.04
exchange rate
V. Net increase of cash and cash
-4,838,011.53 -2,736,777.95
equivalents
Add: Balance of cash and cash
24,015,287.71 26,752,065.66
equivalents at the period -begin
VI. Balance of cash and cash
19,177,276.18 24,015,287.71
equivalents at the period -end
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 1,965,727.01
commodities and providing labor
services
Write-back of tax received
Other cash received concerning
18,392,380.58 12,374,972.68
operating activities
Subtotal of cash inflow arising from
20,358,107.59 12,374,972.68
operating activities
Cash paid for purchasing
commodities and receiving labor 1,777,103.37 41,556.80
service
Cash paid to/for staff and workers 2,345,272.99 1,887,544.36
Taxes paid 341,557.38 488,133.49
Other cash paid concerning
9,620,841.25 6,643,029.87
operating activities
Subtotal of cash outflow arising from
14,084,774.99 9,060,264.52
operating activities
Net cash flows arising from operating
6,273,332.60 3,314,708.16
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
investment
Cash received from investment
income
Net cash received from disposal of
fixed, intangible and other long-term
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
activities
Cash paid for purchasing fixed,
18,345.00 3,371,224.00
intangible and other long-term assets
Cash paid for investment
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
18,345.00 3,371,224.00
activities
Net cash flows arising from investing
-18,345.00 -3,371,224.00
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Cash received from loans
Cash received from issuing bonds
Other cash received concerning
8,000,000.00
financing activities
Subtotal of cash inflow from financing
8,000,000.00
activities
Cash paid for settling debts
Cash paid for dividend and profit
distributing or interest paying
Other cash paid concerning
financing activities
Subtotal of cash outflow from financing
activities
Net cash flows arising from financing
8,000,000.00
activities
IV. Influence on cash and cash
equivalents due to fluctuation in -0.09 0.04
exchange rate
V. Net increase of cash and cash
14,254,987.51 -56,515.80
equivalents
Add: Balance of cash and cash
1,143,418.29 1,199,934.09
equivalents at the period -begin
VI. Balance of cash and cash
15,398,405.80 1,143,418.29
equivalents at the period -end
7. Statement of Changes in Owners’ Equity (Consolidated)
This Period
In RMB
This Period
Owners’ equity attributable to parent company
Other
equity instrument
Item Less: Other Provisio Minorit Total
Perpet Reason
Share Capital Invento compre Surplus n of Retaine y owners’
ual able
capital Prefer reserve ry hensive reserve general d profit interests equity
capita reserve
red Other shares income risk
l
stock
securi
ties
551,34 -1,197,4
I. Balance at the 627,834 32,673, 2,913,1 17,281,
7,947. 86,788.
end of the last year ,297.85 227.01 27.47 811.05
00 28
Add: Changes
of accounting
policy
Error
correction of the
last period
Enterprise
combine under
the same control
Other
II. Balance at the 551,34 -1,197,4
627,834 32,673, 2,913,1 17,281,
beginning of this 7,947. 86,788.
,297.85 227.01 27.47 811.05
year 00 28
III. Increase/
Decrease in this 1,529,5 49,572. 1,579,1
year (Decrease is 87.27 20 59.47
listed with “-”)
(i) Total 1,529,5 49,572. 1,579,1
comprehensive
87.27 20 59.47
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
4. 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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 551,34 -1,195,9
627,834 32,673, 2,962,6 18,860,
end of the report 7,947. 57,201.
,297.85 227.01 99.67 970.52
period 00 01
Last Period
In RMB
Last Period
Owners’ equity attributable to parent company
Other
Minorit
Item equity instrument Less: Other Provisio Total
Reason y
Share
Perpet Capital Invento compre Surplus n of Retaine interest owners’
Prefer able equity
capital ual reserve ry hensive reserve general d profit s
red Other reserve
capita shares income risk
stock
l
securi
ties
551,34 -1,200,0
I. Balance at the 627,834 32,673, 1,625,1 13,390,
7,947. 90,425.
end of the last year ,297.85 227.01 85.21 231.32
00 75
Add: Changes
of accounting
policy
Error
correction of the
last period
Enterprise
combine under
the same control
Other
II. Balance at the 551,34 -1,200,0
627,834 32,673, 1,625,1 13,390,
beginning of this 7,947. 90,425.
,297.85 227.01 85.21 231.32
year 00 75
III. Increase/
Decrease in this 2,603,6 1,287,9 3,891,5
year (Decrease is 37.47 42.26 79.73
listed with “-”)
(i) Total 2,603,6 1,287,9 3,891,5
comprehensive
37.47 42.26 79.73
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
4. 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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 551,34 -1,197,4
627,834 32,673, 2,913,1 17,281,
end of the report 7,947. 86,788.
,297.85 227.01 27.47 811.05
period 00 28
8. Statement of Changes in Owners’ Equity (Parent Company)
This Period
In RMB
This Period
Other
equity instrument
Other Total
Item Perpetu Less:
Share Capital comprehe Reasonab Surplus Retaine
al Inventory owners’
capital Preferre reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
-1,204,2
I. Balance at the 551,347, 627,834,2 32,673,22 7,581,765
73,705.
end of the last year 947.00 97.85 7.01 .88
98
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the -1,204,2
551,347, 627,834,2 32,673,22 7,581,765
beginning of this 73,705.
947.00 97.85 7.01 .88
year 98
III. Increase/
Decrease in this 1,413,9 1,413,918
year (Decrease is 18.80 .80
listed with “-”)
(i) Total 1,413,9 1,413,918
comprehensive
18.80 .80
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
owners (or
shareholders)
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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 551,347, -1,202,8
627,834,2 32,673,22 8,995,684
end of the report 59,787.
947.00 97.85 7.01 .68
period 18
Last period
In RMB
Last period
Other
equity instrument
Other Total
Item Perpetu Less:
Share Capital comprehe Reasonab Surplus Retaine
al Inventory owners’
capital Preferre reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
-1,203,8
I. Balance at the 551,347, 627,834,2 32,673,22 7,983,327
72,144.
end of the last year 947.00 97.85 7.01 .03
83
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the -1,203,8
551,347, 627,834,2 32,673,22 7,983,327
beginning of this 72,144.
947.00 97.85 7.01 .03
year 83
III. Increase/
Decrease in this -401,56 -401,561.
year (Decrease is 1.15 15
listed with “-”)
(i) Total -401,56 -401,561.
comprehensive
1.15 15
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4. Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Distribution for
owners (or
shareholders)
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. Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 551,347, 627,834,2 32,673,22 -1,204,2 7,581,765
end of the report
947.00 97.85 7.01 73,705. .88
period
98
III. Company Profile
1. History and basic information
According to the Approval Document SFBF (1991) No. 888 issued by the People’s Government of Shenzhen,
Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the Company) was
reincorporated as the company limited by shares in November 1991. On 28 December 1991, upon the Approval
Document SRYFZ(1991) No. 119 issued by Shenzhen Special Economic Zone Branch of the People’s Bank of
China, the Company got listed on Shenzhen Stock Exchange. Registered capital of the Company amounted as
551,347,947.00 Yuan.
Legal representative: Li Hai
Location: No. 3008, Buxin Road, Luohu District, Shenzhen
Certificate for Uniform Social Credit Code: 914403006188304524
2. Business nature and main operation activities
The Company's industry: machinery manufacturing industry
Main operation activities: The production and assembly of various bicycles and spare parts, components, parts,
mechanical product, sport machinery, fine chemicals, carbon fiber composites material, household electrical
appliance and affiliated components (products management by license excluded).
The majority of its products were previously exported, however, the sales volume sharply declined in recent years
because of the antidumping litigation. Hence, the Company commences on the debt reorganization and the
reorganization plan was completed on 27 December 2013 with bankruptcy proceedings terminated. Meanwhile,
makes greater efforts to develop and research the new products, and creates a range of electrical bicycles to
occupy the domestic market.
Main products and services provided so far: EMMELLE bicycles, electrical bicycles and lithium battery material
3. Release of the financial report
The Financial Report released on 16 April 2018 after approved by 5th session of 10th BOD of the Company
There are no changes in consolidate scope in the reproting period
No changes in consolidate scope, the subsidiary Shenzhen EMMELLE Industrial Co., Ltd. included only
IV. Compilation Basis of Financial Statement
1. Compilation Basis
The financial statement is prepared based on continuing operation assumptions, and according to actual
occurrence, in line with relevant accounting rules and follow important accounting policy and estimation.
2. Going concern
On 11 May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy
Investment Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the
Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12 October 2012,
Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng Energy
according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. On the last ten-day of October 2012,
Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25 October 2012 according
to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen)
Mallesons and Shenzhen ZhengYuan Liquidation Affairs Co., Ltd. as the custodians of the Company. On the same
day, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1
written decision, and approved the Company to manage property and business affairs by itself under the
supervision of custodians according to the law. On 5 November 2013, the Shenzhen Intermediate People’s Court
(2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the reorganization plan of the
Company. On 27 December 2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012) Shen
Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of
the Company closed down.
The Company has solved the debt problem by reforming, realized the net assets with positive value, the main
business of bicycle is able to be maintained and realizes the stable development. The Company has set up the
conditions for introducing the recombination party in the reforming plan, and expects to restore the abilities of
sustainable operation and sustained profitability by reorganization. The conditions of introducing the
recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan, the net assets
in the same year for implementing the major reorganization should be no less than 200 million Yuan. The
Company doesn’t have the recombination party at the moment.
V. Main accounting policy and Accounting Estimate
Whether the company needs to comply with the disclosure requirements of the particular industry
No
Tips for specific accounting policy and estimate:
Nil
1. Declaration on compliance with accounting standards
The financial statement prepared by the Company, based on follow compilation basis, is comply with the
requirement of new accounting standards for business enterprise issued by Ministry of Finance and its application
guide, commentate as well as other regulations (collectively referred to as Accounting Standards for Business
Enterprise), which is reflect a real and truth financial status of the Company, as well as operation results and cash
flow situations.
Furthermore, the statement has reference to the listing and disclosure requirement from “Rules Governing the
Disclosure of Information for Enterprise with Stock Listed No.15-general regulation of financial report” (2014
Revised) (hereinafter referred to as NO. 15 (2014 Revised) document)
2. Accounting period
Calendar year is the accounting period for the Company, which is starting from 1 January to 31 December.
3. Business cycles
The business period for the Company, which is the Gregorian calendar starting from 1 January to 31 December
4. Recording currency
The Company and its subsidiaries take RMB as the standard currency for bookkeeping.
5. Accounting treatment for business combinations under the same control and those not under the same
control
(1) Accounting treatment for business combinations under the same control and those not under the same control
① The business combination under the same control
For a business merger that is under the same control and is achieved by the Company through one single
transaction or multiple transactions, assets and liabilities obtained from that business combination shall be
measured at their book value at the combination date as recorded by the party being absorbed in the consolidated
financial statement of ultimate controlling party. Capital reserve shall be adjusted as per the difference between
the book value of obtained net assets and the book value of paid consolidated consideration (or the nominal value
of the issued shares) of the Company; retained earnings shall be adjusted if the capital reserve is not sufficient for
offset.
The asset or liability items of consolidated party are measured at their carrying value in the consolidated balance
sheet as of the consolidation date. Consolidated Profit and Loss include all items of income, expenditures and
profit from beginning till end of the period of the consolidated party(ies). Net profit made by the consolidated
company should be listed exclusively in the consolidated Profit and Loss. Cash flows from beginning till end of
the period of all consolidated parties are taken into the consolidated Cash Flow.
②The business combinations not involving enterprises under common control
The Company will validate the difference that the combined cost is more than the fair value of the net identifiable
assets gained from the acquiree on the acquisition date as goodwill; where the combined cost is less than the fair
value of net identifiable assets gained from the acquiree during business combination, the fair value and combined
cost of various identifiable assets, liabilities and contingent liabilities from the acquiree must be rechecked. Where
the combined cost is, after the recheck, still less than the fair value of net identifiable assets gained from the
acquiree during business combination, the difference shall be charged to current profits and losses.
As for business combination not under common control and realized through multiple transactions and by steps,
the Company shall make accounting treatment as follows:
A. Adjust the initial investment cost of long-term equity investments. As for stock equities held before the
acquisition date accounted according to the equity method, re-measurement is carried out according to the fair
value of the equity on the acquisition date. The balance between the fair value and the book value is included
in the current investment income. If the acquiree’s stock equities held before the acquisition date involves
changes of other comprehensive incomes and other owner's equities under accounting with the equity method,
the balance between the fair value and the book value is included in the current investment income on the
acquisition date, excluding other comprehensive incomes incurred by changes due to re-measurement of net
liabilities or net assets of the defined benefit plan.
B. Confirm the goodwill (or include the amount in the profits and losses). The initial investment cost of long-term
equity investments adjusted in step 1 is compared with the fair value of net identifiable assets of the subsidiary
shared on the acquisition date. If the former is greater than the latter, the balance is confirmed as goodwill; if
the former is less than the latter, the balance is included in the current profits and losses.
(2)Loss of control of a subsidiary in multiple transactions in which it disposes equity interests of its subsidiary in
stages
①In determining whether to account for the multiple transactions as a single transaction
A parent shall consider all the terms and conditions of the transactions and their economic effects. One or more of
the following may indicate that the parent should account for the multiple arrangements as a single transaction:
A. Arrangements are entered into at the same time or in contemplation of each other;
B. Arrangements work together to achieve an overall commercial effect;
C. The occurrence of one arrangement is dependent on the occurrence of at least one other arrangement;
D. One arrangement considered on its own is not economically justified, but it is economically justified when
considered together with other arrangements.
②Accounting treatment for each of the multiple transactions forming part of a bundled transactions which
eventually results in loss of control the subsidiary during disposal of its subsidiary in stages
If each of the multiple transactions forms part of a bundled transactions which eventually results in loss of control
the subsidiary, these multiple transactions should be accounted for as a single transaction. In the consolidated
financial statements, the difference between the consideration received and the corresponding percentage of the
subsidiary’s net assets in each transaction prior to the loss of control shall be recognized in other comprehensive
income and transferred to the profit or loss when the parent eventually loses control of the subsidiary.
The remaining equity investment shall be re-measured at its fair value in the consolidated financial statements at
the date when control is lost. The difference between the total amount of consideration received from the
transaction that resulted in the loss of control and the fair value of the remaining equity investment and the share
of net assets of the former subsidiary calculated continuously from the acquisition date or combination date based
on the previous shareholding proportion, shall be recognized as investment income for the current period when
control is lost. The amount previously recognized in other comprehensive income in relation to the former
subsidiary’s equity investment should be transferred to investment income for the current period when control is
lost
③Accounting treatment for each of the multiple transactions NOT forming part of a bundled transactions which
eventually results in loss of control the subsidiary during disposal of its subsidiary in stages
If the Company doesn't lose control of investee, the difference between the amount of the consideration received
and the corresponding portion of net assets of the subsidiary shall be adjusted to the capital reserve (capital
premium) in the consolidated financial statements.
If the Company loses control of investee, the remaining equity investment shall be re-measured at its fair value in
the consolidated financial statements at the date when control is lost. The difference between the total amount of
consideration received from the transaction that resulted in the loss of control and the fair value of the remaining
equity investment and the share of net assets of the former subsidiary calculated continuously from the acquisition
date or combination date based on the previous shareholding percentage, shall be recognized as investment
income for the current period when control is lost. The amount previously recognized in other comprehensive
income in relation to the former subsidiary’s equity investment should be transferred to investment income for the
current period when control is lost.
6. Compilation method of consolidated financial statement
Consolidated financial statements are prepared by the Company in accordance with Accounting Standard for
Business Enterprise No. 33-Consolidated Financial Statements and based on financial statements of parent
company and its subsidiaries and other related information.
When consolidating the financial statements, the following items are eliminated: internal equity investment and
owners’ equity of subsidiaries, proceeds on internal investments and profit distribution of subsidiaries, internal
transactions, internal debts and claim. The accounting policies adopted by subsidiaries are the same as parent
company.
7. Classification of joint venture arrangement and accounting treatment for joint control
(1) Affirmation and classification of joint venture arrangement
Joint arrangement refers to an arrangement controlled by two or more than two participants. Joint venture
arrangement has the following characteristics: 1) Each participant is bound by the arrangement; 2) Two or more
participants carry out joint control on implementation of the arrangement. Any participant cannot control the
arrangement independently. Any participant for joint control can stop other participants or participant
combinations to independently control the arrangement.
Joint control refers to the sharing of control over certain arrangement under related agreements, and related
activities of the arrangement must be determined only when obtaining the unanimous consent of the parties
sharing control.
Joint venture arrangement is classified in to joint operation and joint venture. Joint operation refers to an
arrangement that a joint party enjoys assets related to the arrangement and bears liabilities related to the
arrangement. Joint venture refers to an arrangement that a joint party only has the power governing net assets of
the arrangement.
(2) Accounting treatment of joint venture arrangement
Joint venture participants should confirm the following items related to interest shares in joint venture and carry
out accounting settlement according to relevant provisions of the Accounting Standards for Business Enterprises:
1) confirm the assets held separately and confirm the assets held jointly based on shares; 2) confirm the liabilities
borne separately and confirm the liabilities borne jointly based on shares; 3) confirm the income incurred after
selling its shares in joint venture output; 4) confirm the income after selling the joint venture outputs based on
shares; 5) confirm the expenses incurred separately and confirm the expenses incurred in joint venture based on
shares.
Joint venture participants should carry out accounting settlement for investments of the joint venture according to
provisions of Accounting Standards for Business Enterprises No.2–Long-term Equity Investments.
8. Recognition of cash and cash equivalents
Cash equivalents refer to the short-term (generally due within three months since the date of purchase) highly
liquid investments that are readily convertible into known amounts of cash and that are subject to an insignificant
risk of change in value.
9. Foreign currency transaction and financial statement conversion
(1)Conversion for foreign currency transaction
When initially recognized, the foreign currency for the transaction shall be converted into CNY amount according
to the spot exchange rate on the date of transaction. For the foreign currency monetary items, conversion must be
based on the spot exchange rate on the balance sheet date and the exchange difference incurred from different
exchange rates, except for the exchange difference of principal and interest incurred due to foreign currency loan
related to acquisition or construction of assets that qualify for capitalization, shall be charged to current profits and
losses; foreign currency non-monetary items measured with historical cost are still converted as per the spot
exchange rate on the transaction date and keep the RMB amount unchanged; foreign currency non-monetary items
measured with fair value shall be converted as per the spot exchange rate on the date of determining the fair value
and the difference shall be charged to current profits and losses or other comprehensive income.
(2)Conversion of financial statements presented in foreign currencies
The asset and liability items in the balance sheet shall be converted at the spot exchange rate on the balance sheet
date; the owner’s equity items, except for the items of “undistributed profit”, shall be converted at the spot
exchange rate on the transaction date; the income and expenditure items in the profit statement shall be converted
at the spot exchange rate on the transaction date. The translation difference of foreign financial statements
conducted as above is recognized as other comprehensive incomes.
10. Financial instruments
(1) Classification of financial instruments
Financial assets can be divided into four types while initially recognized: financial assets at fair value through
profit or loss (including transactional financial assets and those financial assets designated as at fair value through
profit or loss), held-to-maturity investments; loans & receivables; available-for-sale financial assets.
Financial liability can be divided into two types while initially recognized: financial liability at fair value through
profit or loss (including transactional financial liability and those financial liabilities designated as at fair value
through profit or loss) and other financial liability
(2)Recognition, measurement and derecognition of financial assets and financial liabilities
Financial assets or financial liabilities are recognized when the Group becomes a party to the contractual
provisions of the instrument. Financial assets or financial liabilities are initially measured at fair value. For
financial assets and financial liabilities at fair value through profit or loss, transaction costs are immediately
recognized to profit or loss. For other financial assets or financial liabilities, transaction costs are included in their
initial recognized amounts.
Financial assets are subsequently measured at fair value without considering of the possible transaction costs upon
the disposal thereof in the future, except that: (1) Held-to-maturity investments and loans and receivables are
subsequently measured at amortised cost using the effective interest method; and (2) Investments in equity
instruments that do not have a quoted price in an active market and whose fair value cannot be reliably measured,
and derivative financial assets that are linked to and must be settled by delivery of such unquoted equity
instruments, they are measured at cost.
Financial liabilities are subsequently measured at amortised cost using the effective interest method, except that:
(1) Financial liabilities at fair value through profit are subsequently measured at fair value without considering of
the possible transaction costs upon the settlement thereof in the future; (2) Derivative financial liabilities that are
linked to and must be settled by delivery of an unquoted equity instrument without a quoted price in an active
market whose fair value cannot be reliably measured, they are subsequently measured at cost; and (3) Financial
guarantee contracts that are not designated as financial liabilities at fair value through profit or loss, or loan
commitments to provide a loan at a below-market interest rate, which are not designated at fair value through
profit or loss, subsequent to initial recognition, they are measured at the higher of: (1) the amount determined in
accordance with ASBE No. 13 “Contingencies”; and (2) the amount initially recognized less cumulative
amortisation recognized in accordance with the principles set out in ASBE No. 14 “Revenue”.
Any gains or losses arising from changes in the fair value on financial assets or financial liabilities, other than
those hedging instrument, are accounted for as follows: (1) Gains or losses arising from the change in fair value
on financial assets or financial liabilities at fair value through profit or loss are recorded as gains or losses from
change in fair value; Any interest or dividend income earned during the holding on such financial assets are
recognized to profit or loss. On disposal, the differences between the consideration received and initial recognized
amount are recognized as investment income and adjust to the gains or losses from change in fair value
accordingly; and (2) Changes in fair value of available-for-sale financial assets are recorded in the other
comprehensive income. Interest calculated using the effective interest method for the periods, in which the assets
are held, are recognized as investment income. Cash dividends from available-for-sale equity investments are
recognized as investment income when the dividends are declared by the investee. On disposal, the differences
between the considerations received and the carrying amounts of financial assets after deducting the accumulated
fair values adjustments previously recorded in the other comprehensive income are recognized as investment
income.
A financial asset is derecognized when the contractual rights to the cash flows from the financial asset terminate,
or when it transfers substantially all the risks and rewards of ownership of the asset to another entity. A financial
liability (or part of it) is derecognized only when the underlying present obligations (or part of it) are discharged.
(3)Recognition and measurement on transfer of financial assets
If the Group has transferred substantially all the risks and rewards of ownership of the financial asset to the
transferee, the financial asset should be derecognized; If the Group retains substantially all the risks and rewards
of ownership of a financial asset, the transferred financial asset should be recognized and the consideration
received should be recognized as a financial liability; If the Group neither transfers nor retains substantially all the
risks and rewards of ownership of a financial asset, it shall be accounted for as follows: (1)the financial asset
should be derecognized if the Group waives control over the asset; (2)it recognises the financial asset to the extent
of its continuing involvement in the transferred financial asset and recognises an associated liability if the Group
does not waives control over the asset.
For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the difference of the
following is recognized to profit or loss: (1) The carrying amount of the financial asset transferred; and (2) The
sum of the consideration received from the transfer and any cumulative change of fair value that has been
previously recognized in other comprehensive income directly. If a part of the transferred financial asset qualifies
for derecognition, the carrying amount of the transferred financial asset is allocated between the part that
continues to be recognized and the part that is derecognized, based on the respective fair values of those parts. The
difference of the following is recognized to profit or loss: (i) The carrying amount allocated to the part
derecognized; and (ii) The sum of the consideration received for the part derecognized and any cumulative change
of fair value allocated to the part derecognized which has been previously recognized in other comprehensive
income directly.
(4)Determination of fair value of financial assets and financial liabilities
For a financial asset or financial liability which has an active market, the Group considers the quoted price in the
active market to determine its fair value. For a financial assets or financial liability which has no active market,
the Group uses a valuation technique (valuation techniques include using recent arm’s length market transactions
between knowledgeable, willing parties, reference to the current fair value of another instrument that is
substantially the same, discounted cash flow analysis and option pricing models) to determine its fair value. For a
financial asset acquired or a financial liability assumed initially, its fair value is based on the price of market
transactions.
(5) Provision for impairment on financial assets other than account receivables
At each balance sheet date, the Group assesses the carrying amounts of its financial assets other than those
financial assets at fair value through profit or loss. If there is objective evidence that a financial asset is impaired,
the Group determines the amount of any impairment loss.
For a financial asset that is individually significant, the Company assesses the asset individually for impairment.
For a financial asset that is not individually significant, the Company assesses the asset individually for
impairment or includes the asset in a group of financial assets with similar credit risk characteristics and
collectively assesses them for impairment. If the Company determines that no objective evidence of impairment
exists for an individually assessed financial asset (whether significant or not), it includes the asset in a group of
financial assets with similar credit risk characteristics and collectively reassesses them for impairment.
At the end of the reporting period, if there is objective evidence that an impairment loss on a financial asset
carried at amortized cost has occurred, an impairment loss is recognized as the excess of the carrying amount of
the financial asset over its present value of estimated future cash flows to profit or loss. If an impairment loss has
been incurred on an investment in unquoted equity instrument without a quoted price in an active market whose
fair value cannot be reliably measured, or on a derivative financial asset that is linked to and must be settled by
delivery of such equity instrument, an impairment loss is recognized as the excess of the carrying amount of the
unquoted equity investment or a derivative financial asset over its present value of estimated future cash flows
discounted at the current market rate of return for a similar financial asset to profit or loss.
An impairment is recognized where there is a significant decrease in the fair value of available for sale financial
assets, or taken into account all factors, the decrease trend is not temporary to profit or loss. The cumulative loss
arising from decline in fair value previously recognized directly in the other comprehensive income is reclassified
from the capital reserve to profit or loss.
(6)There is no reclassification of held-to-maturity investment which is not due into financial assets available for
sale during the period.
11. Account receivable
(1) Account receivable with single significant amount and withdrawal single item bad debt provision
Account with single significant amount Over RMB 5 million
Conducted impairment testing separately, balance between the
present value of future cash flow and its carrying value, bad debt
Withdrawal method for bad debt provision of account receivable
provision withdrawal and reckoned into current gains/losses. For
with single significant amount
those without impairment being found after test, collected into
relevant combination for accrual.
(2) Accounts receivable whose bad debts provision was accrued by combination based on credit risk
characteristics portfolio
Combination Bad debt provision accrual
Aging of accounts group Age analysis method
Accrual bad debt provision by age analysis in combination :
√ Applicable □ Not applicable
Age Accrual ratio Accrual ratio for other receivable
Within one year (one year included) 0.30% 0.30%
1－2 years 0.30% 0.30%
2－3 years 0.30% 0.30%
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
If any objective evidence shows that it may has impaired, such as
the debtor revoke, bankruptcy or death, and after liquidate with
Reasons for provision of bad debt reserve
bankrupt’s estates or heritage, the money still un-collectable, and
in sufficient of cash flow
As for the receivable with objective evidence shows that it might
Provision method of bad debt reserve be impaired, an independent impairment test may be carried out
for impairment losses recognized
12. Inventory
Whether the company needs to comply with the disclosure requirements of the particular industry
No
(1) Classification of inventory
The inventory of the Company refers to such seven classifications as the raw materials, product in process, goods
on hand, wrap page, low value consumables, materials for consigned processing and goods sold.
(2) Valuation of inventories
Inventories are initially measured at cost upon acquisition, which includes procurement costs, processing costs
and other costs. The prices of inventories are calculated using weighted average method when they are delivered.
(3) Provision for inventory impairment
When a comprehensive count of inventories is done at the end of the period, provision for inventory impairment is
allocated or adjusted using the lower of the cost of inventory and the net realizable value. The net realizable value
of stock in inventory (including finished products, inventory merchandize and materials for sale) that can be sold
directly is determined using the estimated saleable price of such inventory deducted by the cost of sales and
relevant taxation over the course of ordinary production and operation. The net realizable value of material in
inventory that requires processing is determined using the estimated saleable price of the finished product
deducted by the cost to completion, estimated cost of sales and relevant taxation over the course of ordinary
production and operation. The net realizable value of inventory held for performance of sales contract or labor
service contract is determined based on the contractual price; in case the amount of inventory held exceeds the
contractual amount, the net realizable value of the excess portion of inventory is calculated using the normal
saleable price.
Provision for impairment is made according to individual items of inventories at the end of the period; however,
for inventories with large quantity and low unit price, the provision is made by categories; inventories of products
that are produced and sold in the same region or with the same or similar purpose or usage and are difficult to be
measured separately are combined for provision for impairment.
If the factors causing a previous write-off of inventory value has disappeared, the amount written-off is reversed
and the amount provided for inventory impairment is reversed and recognized in profit or loss for the period.
(4)Inventory system
Perpetual inventory system is adopted.
13. Assets held for sale
The Company classifies such corporate components (or non-current assets) that meet the following criteria as
held-for-sale: (1) Disposable immediately under current conditions based on similar transactions for disposals of
such assets or practices for the disposal group; (2) Probable disposal; that is, a decision has been made on a plan
for disposal and an undertaking to purchase has been obtained (the undertaking to purchase means a binding
purchase agreement entered into by the Company and other parties, which contains transaction price, time and
adequately strict punishments for breach of contract provisions, which renders the possibility of material
adjustment or revocation of the agreement is extremely minor), and the disposal is expected to be completed
within a year. Besides, approval from relevant competent authorities or regulatory authorities has been obtained as
required by relevant rules.
The expected net residual value of asset held for sale is adjusted by the Company to reflect its fair value less
selling expense, provided that the net amount shall not exceed the original carrying value of the asset. In case that
the original value is higher than the adjusted expected net residual value, the difference shall be recorded in profit
or loss for the period as asset impairment loss, and allowance of impairment for the asset shall be provided.
Impairment loss recognized in respect of the disposal group held for sale shall be used to offset the carrying value
of the goodwill in the disposal group, and then offset the carrying value of the non-current assets within the
disposal group based on their respective proportion of their carrying value.
In respect of the non-current assets held for sale, if the net amount after their fair value less the selling expenses
increased as at the subsequent balance date, the reduced amount before will be recovered and reversed in the
assets impairment loss amount recognized after being classified as held for sale, and the reversed amount will be
recorded in the current profits or loss. The impairment loss on assets recognized before being classified as held for
sale will not be reversed. In respect of the disposal group held for sale, if the net amount after their fair value less
the selling expenses increased as at the subsequent balance date, the reduced amount before will be recovered and
reversed in the assets impairment loss amount recognized in non-current assets after being classified as held for
sale, and the reversed amount will be recorded in the current profits or loss. The reduced book value of the
goodwill as well as the impairment loss on assets recognized before the non-current assets are classified as held
for sale will not be reversed. The subsequent reversed amount in respect of the impairment loss on assets
recognized in the disposal group held for sale will increase the book value in proportion of the book value of each
non-current assets (other than goodwill) in the disposal group.
In respect of loss of control in a subsidiary arising from disposal of the investment in such subsidiary, the
investment in a subsidiary shall be classified as held for sale in its entirety in the individual financial statement of
the parent company, and all the assets and liabilities of the subsidiary shall be classified as held for sale in the
consolidated financial statement subject to that the proposed disposal of investment in the subsidiary satisfies such
conditions as required for being classified as held for sale notwithstanding part equity investment will be retained
by the Company after such disposal.
14. Long-term equity investments
(1)Determination of investment costs
1) If it is formed by the business combination under the common control, and that the combining party takes cash
payment, transfer of non-cash assets, assumption of debts or issuance of equity securities as the consolidation
consideration, the shares of the book value of the owner’s equity obtained from the combined party on the date of
combination in the ultimate controlling party’s consolidated financial statements shall be recognized as its initial
investment cost. Capital reserves shall be adjusted according to the balance between the initial investment cost for
long-term equity investment and the book value of paid consolidation consideration or the total face value of
issued shares (capital premium or equity premium). If capital reserves are insufficient for offset, retained earnings
shall be adjusted.
As for business combination under the common control realized by the Company through several transactions, the
initial investment cost of the investment shall be determined based on the share of the carrying value of the
owners’ equity of the consolidated party as calculated according to the shareholding proportion on the
consolidation date. Difference between initial investment cost and the carrying value of long-term equity
investment before combination and the sum of carrying value of newly paid consideration for additional shares
acquired on the date of combination is to adjust capital reserve (capital premium or equity premium). If the
balance of capital reserve is insufficient, any excess is adjusted to retained earnings.
2) As for long-term equity investment formed from business combination not under common control, the fair
value of the consolidated consideration paid shall be deemed as the initial investment cost on the acquisition date.
3) Except those ones formed by the business combination, for all items obtained by means of cash payment,
actually paid acquisition costs shall be taken as the initial investment cost. For those ones obtained by the issuance
of equity securities, the fair value of the issued equity securities shall be taken as the initial investment cost. For
those ones invested by investors, the value agreed in the investment contract or agreement shall be taken as the
initial investment cost, provided that the value agreed in the contract or agreement shall be fair.
(2)Subsequent measurement and profit or loss recognition
For a long-term equity investment where the Company can exercise control over the investee, the long-term
investment is accounted for using the cost method in the Company’s financial statements. The equity method is
adopted when the Group has joint control, or exercises significant influence on the investee.
Under cost method, long term equity investment is measured at initial investment cost. Except for the price
actually paid for obtaining the investment or the cash dividends or profits declared but not yet distributed which is
included in the consideration, the Company recognizes cash dividends or profits declared by the investee as
current investment gains, and determine whether there is impairment on long term investment according to
relevant assets impairment policies.
Under equity method, when the initial investment cost of the long-term equity investment exceeds the share of fair
value in the net identifiable assets in the investee, the difference shall be included in initial investment cost of the
long-term equity investment. When the initial investment cost is lower than the share of fair value in the net
identifiable asset in the investee, such difference is recognized in profit or loss for the period with adjustment of
cost of the long-term equity investment.
Under equity method, after the Company acquires a long-term equity investment, it shall, in accordance with its
attributable share of the net profit or loss realized by the investee, recognize the investment profit or loss and
adjust carrying value of the investment. The Group recognizes its share of the investee’s net profits or losses after
making appropriate adjustments to the investee’s net profits and losses based on the fair value of the investee’s
identifiable assets at the acquisition date, using the Group’s accounting policies and periods, and eliminating the
portion of the profits or losses arising from internal transactions with its joint ventures and associates, attributable
to the investing entity according to its shareholding proportion (but impairment losses for assets arising from
internal transactions shall be recognized in full). The carrying amount of the investment is reduced based on the
Group’s share of any profit distributions or cash dividends declared by the investee. The Group’s share of net
losses of the investee is recognized to the extent the carrying amount of the investment together with any
long-term interests that in substance form part of its net investment in the investee is reduced to zero, except that
the Group has the obligations to assume additional losses. The Group adjusts the carrying amount of the long-term
equity investment for any changes in owners’ equity of the investee (other than net profits or losses) and includes
the corresponding adjustments in the owners’ equity of the Group.
(3) Determination of control and significant influence on investee
Control is the power over an investee. An investor must have exposure or rights to variable returns from its
involvement with the investee, and the ability to use its power over the investee to affect the amount of the
investor’s returns. Significant influence is the power to participate in the financial and operating policy decisions
of the investee but is not control or joint control with other parties over those policies
(4)Disposal of long-term equity investment
1) Partial disposal of long term investment in which control is retained
When long term investment is been partially disposed but control is retained by the company, the difference
between disposal proceeds and carrying amount of the proportion being disposed is accounted for through profit
or loss.
2) Partial disposal of long term investment in which control is lost
When long term investment is partially disposed and control is lost as a result, the carrying value of the long term
invest on the stock right, the difference between carrying amount of the part being disposed and disposal proceeds
should be recognized as profit or loss. The residual part should be treated as long term investment or other
financial assets according to their carrying amount. After partial disposal, if the company is able to exert
significant influence or common control over the investee, the investment should be measured according to cost
method or equity method, in compliance with relevant accounting standards and regulations.
(5)Impairment test and provision for impairment
If there is objective evidence on the balance sheet date showing investment in subsidiaries, associates and joint
ventures is impaired, provision of impairment shall be made against the difference between the carrying amount
and the recoverable amount of the investment.
15. Investment property
Measurement mode
Measured by cost method
Depreciation or amortization method
Investment property refers to the real estate held with purpose of rent earning, capital appreciation or both
of them.
Investment properties of the Company include:
(1) land use right which has been rented out;
(2) land use right which is held for transfer upon appreciation;
(3) buildings which has been rented out.
Investment property is initially measured at the cost when acquired. The Company makes subsequent
measurement on investment property under cost model on the balance sheet date. Depreciation method for
constructions and buildings under the item of fixed assets are the same, and amortization method for land use right
and land use right under the item of intangible assets are the same.
16. Fixed assets
(1) Confirmation conditions
Fixed assets refer to the tangible assets for production of products, provision of labor, lease or operation, and with a service life in
excess of 1 financial year. Fixed assets may be recognized unless it simultaneously meets the conditions as follows: ①The economic
benefits pertinent to the fixed asset are likely to flow into the enterprise; and ②The cost of the fixed assets can be measured reliably.
(2) Depreciation methods
Categories Method Years of depreciation Scrap value rate Yearly depreciation rate
Housing buildings Straight-line depreciation 20 10% 4.5%
Machinery equipment Straight-line depreciation 10 10% 9%
Office equipment Straight-line depreciation 5 10% 18%
Electronic equipment Straight-line depreciation 5 10% 18%
Means of transportation Straight-line depreciation 5 10% 18%
Other equipment Straight-line depreciation 5 10% 18%
N/A
(3) Recognization basis, valuation and depreciation method for financial lease assets
Finance lease is determined when one or a combination of the following conditions are satisfied: (1) the
ownership has been transferred to the lessee when the leasing term is due; (2) the lessee has the option to purchase
the leasing asset at a price that is much lower than its fair value, so it can be reasonably determined that the lessee
will take the option at the very beginning of the lease; (3) the leasing term accounts for most time of the useful life
(ordinarily accounting for 75% or higher) even if the ownership does not transfer to the lessee; (4) the present
value of the minimum amount of rent that the lessee has to pay at the first day of the lease amounts to 90% or
higher of its fair value at the same date; or the present value of the minimum amount of rent that the lessor collects
at the first day of the lease amounts to 90% or higher of its fair value at the same date; and/or (5) the leased assets
are of such a specialized nature that only the lessee can use them without major modifications. Fixed assets
rented-in under finance lease are recorded at the lower of fair value and the present value of the minimum lease
payment at the inception of the lease, and are depreciated following the depreciation policy for self-owned fixed
assets.
17. Construction in process
Whether the company needs to comply with the disclosure requirements of the particular industry
No
The initial book values of the fixed assets are stated at total expenditures incurred before construction in progress
reaching the working condition for their intended use. For construction in progress that has reached working
conditions for its intended use but for which the completion of settlement has not been handled, it shall be
transferred into fixed assets at the estimated value according to the project budget, construction price or actual
cost, etc. from the date when it reaches the working conditions for its intended use. And the fixed assets shall be
depreciated in accordance with the Company’s policy on fixed asset depreciation. Adjustment shall be made to the
originally and provisionally estimated value based on the actual cost after the completion of settlement is handled,
but depreciation already provided will not be adjusted.
18. Borrowing expenses
(1)Principles of recognizing capitalization of borrowing expenses
The borrowing expenses of the Company directly attributable to the construction or production of an asset
meeting capitalization conditions are capitalized and recognized in relevant asset costs; other borrowing expenses
are recognized as expenses based on the amount incurred and recognized in profit or loss for the period.
An asset that meets the capitalization conditions refers to fixed assets, real estate investments and inventories that
require a considerable amount of time for construction or production to reach the expected usable or saleable
condition.
Borrowing expenses are capitalized when all of the following conditions are met:
①the asset expense has occurred, which includes expenses in the form of cash paid, nonmonetary asset
transferred or interest-bearing obligations assumed for the construction or product of an asset that meets
capitalization conditions;
②the borrowing expenses have occurred;
③the necessary construction or production activities for bringing the asset to the expected usable or saleable
conditions have started.
Capitalization of borrowing expenses is suspended when any abnormal interruption continues for over three
months during the construction or production of an asset that meets capitalization conditions.
When the construction or production of an asset meeting capitalization conditions has reached expected useful or
saleable conditions, the capitalization of borrowing expenses is stopped.
When the a portion of the construction or production of an asset meeting capitalization conditions has completed
and can be used individually, the capitalization of borrowing expenses of such portion of asset is stopped.
(2)Capitalization period of borrowing expenses
Capitalization period refers to the time starting from the borrowing expenses are capitalized to the time
capitalization is stopped, except for the period which capitalization of borrowing expenses is suspended.
(3) Calculation of capitalized amount of borrowing expenses
Interest expenses of special loans (net of interest income from unutilized loans deposited in bank or investment
gain earned from temporary investment) and supplementary expenses incurred for the construction or production
of asset that meets capitalization conditions before the asset reaches expected useable or saleable condition are
capitalized.
The interest amount that should be capitalized on normal borrowings is calculated based on the weighted average
of expenses of the aggregate asset exceeding the expenses of the portion of special loan multiplied by the
capitalization ratio of the normal borrowings utilized. Capitalization ratio is calculated based on normal weighted
average interest rate.
19. Biological assets
Nil
20. Oil-and-gas assets
Nil
21. Intangible assets
(1) Valuation method, service life and impairment test
(1)Measurement of intangible assets
Intangible assets are accounted at the actual cost when acquired. The cost of externally purchased intangible assets
includes the purchase price, relevant taxation and other expenses directly attributable to bringing the asset to
expected usage. If payment for the price of intangible assets purchased is delayed beyond normal credit conditions
and is in fact financing in nature, the cost of the intangible asset is determined based on the present value of the
purchase price.
For intangible asset obtained through debt restructuring for offsetting the debt of the debtor, the entry value of the
intangible asset is determined based on its fair value, and the difference between the carrying amount of the
restructured debt and the fair value of the intangible asset used for offsetting the debt is recognized in profit or
loss for the period. The entry value of intangible asset received in an exchange for non-monetary asset is based on
the fair value of the asset surrendered, provided that the asset received in exchange for non-monetary asset has a
commercial substance and the fair value of both the asset received and the asset surrendered can be reliably
measured, except there is definite evidence that the fair value of the asset received is more reliable; for exchange
of nonmonetary asset that cannot satisfy the above conditions, the cost of the intangible asset received is based on
the carrying amount of the asset surrendered and the amount of relevant taxation payable, and no profit or loss is
recognized.
For intangible asset obtained through business absorption or combination of entities under common control, the
entry value is determined by the carrying amount of the combined party; for intangible asset obtained through
business absorption or merger of entities not under common control, the entry value is determined by the fair
value of the intangible asset.
(2)Amortization of intangible assets
Intangible asset with a limited life is amortized using straight line method over the term which it brings economic
benefit to the Company. If the term of economic benefit the intangible asset can bring to the Company cannot be
estimated, it is deemed to be an intangible asset with indefinite life, which shall not be amortized.
(3)Regular review of useful life
The expected useful life and amortization method for intangible assets with definite useful life are reviewed at the
end of each year, and adjusted when necessary. In case that the useful life of an intangible asset is limited, the
Company shall estimate the term of the useful life or quantity of output or similar measurement units constituting
the useful life. The useful life of intangible assets shall be reviewed annually, and they are also subject to
impairment test. At the end of each accounting period, useful life and amortization method for intangible assets
with definite useful life are reviewed. Where the useful life and amortization method is different from the previous
estimate, the company shall change term and method for amortization. Besides, the company shall also review the
useful life of intangible assets with indefinite useful life in each accounting period. if there is any evidence
showing that an intangible asset has definite useful life, the company shall estimate the useful life according the
above rules.
(4)Impairment of intangible assets
The Company makes a judgment on whether there is any sign of possible assets impairment on the balance sheet
date. With respect to goodwill arising from business combination and intangible assets with indefinite useful life,
they are subject to impairment test annually regardless of whether there is any sign of impairment. If there is any
sign of impairment, the company shall estimate the recoverable amount which shall be determined at the higher of
the net amount of fair value of the asset less disposal costs and the present value of the predicted future cash flow
of the asset. In particular, the disposal costs include legal expenses, taxes, delivery expense relating to the asset
disposal and other expenses directly occurred to make the asset available for sale.
(2) Internal accounting policies relating to research and development expenditures
(1) Categorization of the expenditure in research stage and expenditure in development stage
Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time:
①it is technically feasible that the intangible asset can be used or sold upon completion;
②there is intention to complete the intangible asset for use or sale;
③the intangible asset can produce economic benefits, including there is evidence that the products produced using
the intangible asset has a market or the intangible asset itself has a market; if the intangible asset is for internal use,
there is evidence that there exists usage for the intangible asset;
④there 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;
⑤the expenses attributable to the development phase of the intangible asset can be measured reliably.
22. Impairment of long-term assets
The Company makes a judgment on whether there is any sign of possible long-term assets impairment on the
balance sheet date. Where there is a sign indicating potential impairment, the Company will estimate the
recoverable amount. And if the recoverable amount of an asset is less than its carrying value, the carrying value
shall be written down to the recoverable amount, and the amount written down shall be recognized as impairment
loss and included in current profit or loss. Meanwhile, the Company shall make impairment provision for the asset
accordingly.
No matter whether there is any sign of possible assets impairment, the goodwill formed by the merger of
enterprises and intangible assets with uncertain service lives shall be subject to impairment test every year.
The estimate of the recoverable amount of the assets are determined at the higher of the net amount of the fair
value less the disposal expenses and the present value of the estimated future cash flows.
The Group estimates the recoverable amount on an individual basis. If it is not possible to estimate the
recoverable amount of the individual asset, the Group determines the recoverable amount of the asset group to
which the asset belongs.
Once the asset impairment loss is recognized, it will not be reversed in the subsequent periods
After the loss of asset impairment has been recognized, the depreciation or amortization expenses of the impaired
asset shall be adjusted accordingly in the future periods so as to amortize the post-adjustment carrying value of the
asset systematically (deducting the expected net residual value) within the residual service life of the asset.
23. Long-term deferred expenses
Long-term deferred expenses are those prepaid expenses with an amortization period of more than one year
(excluding one year), such as improvement expense occurred on fixed assets leased under operating leasing
arrangement. Long-term deferred expenses are amortized in installment on an average basis over the period which
is expected to be benefitted from such expenses. In case that the long-term deferred expenses are not likely to
benefit the subsequent accounting periods, the outstanding value of the item to be amortized shall be included in
current profit or loss in full.
24. Employee compensation
(1) Accounting treatment for short-term compensation
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 or relevant assets costs. The
non-monetary welfare is measured by fair value.
(2) Accounting treatment for post-employment benefit
The post-employment benefit including the defined contribution plans. And defined contribution plans including
basic endowment insurance, unemployment insurance and annuity, corresponding payable amount will reckoned
into relevant assets costs or current gains/losses while occurred.
(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.
(4) Accounting for other long-term employee benefits
For other long-term employee benefits provided by the Company to its employees, if satisfy with the established
withdraw plan, then the benefits are accounted for under the established withdraw plan, otherwise accounted for
under defined benefit scheme.
25. Accrued liabilities
(1)When the obligations arising from provision of external guarantee, lawsuits, product quality guarantee and
contract loss and other contingent issues become the present obligations of the company, the performance of
which is likely to result in outflow of benefit from the company and the amount of which can be measured reliably,
the company shall recognize such obligations as projected liabilities.
(2)Projected liabilities are initially measured at the best estimate on the expenses required to perform the relevant
present obligation by the Company, and the carrying value of project liabilities are reviewed on each balance sheet
date.
26. Share-based payment
(1)Types of share-based payment
Share-based payment comprises of equity-settled share-based payment and cash-settled share-based payment.
(2)Determination of fair value of equity instruments
1)determined based on the price quoted in an active market if there exists active market for the instrument.
2)determined by adoption of valuation technology if there exists no active market, including by reference to the
recent arm’s length market transactions between knowledgeable, willing parties, reference to the current fair value
of another instrument that is substantially the same, discounted cash flow analysis and option pricing models.
(3)Basis for determination of the best estimate of exercisable equity instruments
To be determined based on the subsequent information relating to latest change of exercisable employees.
(4)Accounting relating to implementation, amendment and termination of share-based payment schemes
1)Equity-settled share-based payment
For equity instruments that may be exercised immediately after the grant, the fair value of such instrument shall,
on the date of the grant, be recognized in relevant costs or expenses with the increase in the capital reserve
accordingly. For equity-settled share-based payment made in return for the rendering of employee services that
cannot be exercised until the services are fully rendered during vesting period or specified performance targets are
met, on each balance sheet date within the vesting period, the services acquired in the current period shall, based
on the best estimate of the number of exercisable instruments, be recognized in relevant costs or expenses and the
capital reserves at the fair value of such instruments on the date of the grant.
For equity-settled share-based payment made in exchange for service from other parties, such payment shall be
measured at the fair value of the service as of the acquisition date is the fair value can be measured reliably. And if
the fair value of the service cannot be measured reliably while the fair value of the equity instrument can be
measured reliably, it shall be measure at the fair value of the instrument as of the date on which the service is
acquired, which shall be recorded in relevant cost or expense with increase in owners’ equity accordingly.
2)Cash-settled share-based payment
For the cash-settled share-based payment that may be exercised immediately after the grant in exchange for render
of service by employees, the fair value of the liability incurred by the Company shall, on the date of the grant, be
recognized in relevant costs or expenses and the liabilities shall be increased accordingly. For cash-settled
share-based payment made in return for the rendering of employee services that cannot be exercised until the
services are fully provided during vesting period or specified performance targets are met, on each balance sheet
date within the vesting period, the services acquired in the current period shall, based on the best estimate of the
number of exercisable instruments, be recognized in relevant costs or expenses and the corresponding liabilities at
the fair value of the liability incurred by the Company.
3)Revision and termination of share-based payment schemes
If the revision results in an increase in the fair value of the equity instruments granted, the Company shall
recognize the increase in the services rendered accordingly at the increased fair value of the equity instruments. If
the revision results in an increase in the number of equity instruments granted, the Company will recognize the
increase in the services rendered accordingly at the fair value of the increased number of equity instruments. If the
Company revises the vesting conditions on terms favorable to the employees, the Company will take into
consideration of the revised vesting conditions when dealing with the vesting conditions.
If the revision results in a decrease in the fair value of the equity instruments granted, the Company shall continue
recognize the amount of services rendered accordingly at the fair value of the equity instruments on the date of
grant without considering the decrease in the fair value of the equity instruments. If the revision results in a
decrease in the number of equity instruments granted, the Company will account for such decrease by reducing
part of the cancellation of equity instruments granted. If the Company revises the vesting conditions on terms not
favorable to the employees, the Company will not take into consideration of the revised vesting conditions when
dealing with the vesting conditions.
If the Company cancels the equity instruments granted or settles the equity instruments granted during the vesting
period (other than cancellation as a result of failure to satisfy the vesting conditions), such cancellation or
settlement will be treated as accelerated exercisable rights and the original amount in the remaining vesting period
will be recognized immediately.
27. Other financial instruments including senior shares and perpetual bonds
(1) Distinguish of senior shares and perpetual bonds
The perpetual bonds and senior shares issued by the Company are treated as equity instruments subject to
satisfaction of all the below conditions:
①the financial instrument excludes delivery of cash or other financial assets to others, or exchange for contractual
obligations on financial assets or financial liabilities with others under potential negative conditions;
②if its own equity instruments are required or may be used to settle the financial instruments, it excludes the
contractual obligation to deliver varied numbers of own equity instruments for settlement provided that the
financial instruments are non-derivatives; if the financial instruments are derivatives, the Company can only settle
the financial instruments by fixed number of own equity instruments for exchange for fixed amount of cash or
other financial assets.
Other than the financial instruments which can be classified as equity instruments under the above conditions,
other financial instruments issued by the Company shall be classified as financial liabilities.
In case that financial instruments issued by the Company are compound financial instruments, they shall be
recognized as liabilities at the fair value of liabilities portion. The actual amount received less fair value of the
liabilities portion shall be recognized as other equity instrument. Transaction expenses occurred in issuance of
compound financial instruments are allocated to the portions of liabilities and equities according to their
respective proportion to the total issuance price.
(2) Accounting for perpetual bonds and senior shares
For perpetual bonds and senior shares classified into financial liabilities, their relevant interest, dividends, gains or
losses and gains or losses arising from redemption or refinancing are all included in current profit or loss other
than those borrowing expenses which meet condition for capitalization (please refer to Note V-18 “borrowing
expenses”).
For perpetual bonds and senior shares classified into equity instruments, their issuance (including refinancing),
repurchase, sale or cancel are treated as change of equity, and relevant transaction fees are also deducted from
equity. The Company accounts for allocation of holders of equity instruments as profit distribution.
The Company dose not recognizes change of fair value of equity instruments.
28. Revenue
Whether the company needs to comply with the disclosure requirements of the particular industry
No
(1) Goods sales
Income from sale of goods is recognized when the following conditions are met: (1)the Company has transferred
the key risks and return on the ownership of the merchandize to the buyer; (2)the Company has not retained
continued management rights associated with ownership and no longer exercises effective control on the
merchandize sold; (3)the amount of income can be reliably measured; (4)the relevant economic benefits are very
likely to flow to the enterprise; (5)the costs incurred or to be incurred can be reliably measured.
(2)Rendering of services
When the outcome of the transaction can be estimated reliably (the amount of revenue can be measured reliably, it
is probable that the economic benefits will flow to the Company, the percentage of completion of the transaction
can be determined reliably, and the costs of the transaction incurred and to be incurred can be measured reliably),
revenue from rendering of services is recognized using the percentage of completion method, and the stage of
completion is determined at the proportion of costs incurred to the estimated total costs. When the outcome of the
transaction cannot be estimated reliably at the balance sheet date, revenue is recognized based on the amount of
the costs incurred and the costs incurred are charged off at the same amount when the costs incurred are expected
to be recoverable; and no revenue is recognized and the costs incurred are charged off as an expense of the period
when the costs incurred are not expected to be recovered.
(3)Transfer of asset use right
When the economic benefits related to the transaction is likely to flow to the Company and the income
amount can be reliably calculated, the Company shall recognize income arising from transfer of asset use right.
The income of interests is determined on basis of the time and real interest rate of the Company’s cash funds which
is utilized by other persons. The income of royalties is determined on basis of the chargeable time and method
fixed under relevant agreement or contract.
(4) Interest income
Recognized based on the times and real interest rates for the money used by others
29. Government Grants
(1) Determination basis and accounting for government grants related to assets
1)Type
Government grant represents the monetary and non-monetary assets of the Company obtained from government
agencies for free. Depending on the grantees under relevant government documents, government grant is
classified into grant related to assets and income, respectively.
Government grant related to assets refers to that obtained by the Company for the purpose of acquiring or
otherwise forming long term assets. Government grant related to income refers to that other than that related to
assets.
2)Recognition of government grant
Where there are evidences showing that the Company meets the requirements of the financial supporting policies
and it is expected that the financial supporting funds will be received, the government grant is recognized on the
receivables. Otherwise, the government grant is recognized when actually received.
The grant is measured as the amount received or receivable where it takes the form of a cash asset, or at fair value
where it is not a cash asset. Where the fair value cannot be reliably obtained, it should be measured at the nominal
value (RMB1.00). government grants measured at nominal value will be recorded in profit or loss for the period
directly.
3) Accounting
A. Government grant related to assets should be used to offset carrying amount of related assets or recognized as
deferred income. Where the asset-related government grant is recognized as deferred income, it shall be
recognized as the profit and loss by stages and using appropriate and systematic method(s) within the service
lifespan of related assets. The government grant measured at a nominal amount shall be recognized as current
profit and loss directly.
In case of being sold, transferred, regarded as useless or destroyed of the assets prior to expiration of their
useful life, the un-allocated deferred income balance shall be reverted to profit or loss of the period in which the
asset is disposed.
The government grants related to business activities of an enterprises are recognized as other income or a
reduction of relevant costs and expenses in the light of the nature of such business.
B.If a subsidy is directly appropriated by competent finance authorities to a company, the company should use the
corresponding subsidy to offset the relevant borrowing cost.
C.In case of such situation in which a recognized government grant need to return, the following accounting
should be adopted in the period in which the return should be made:
a. To adjust carrying value of the asset where carrying value of the asset has been offset upon initial
recognition;
b. To offset the balance of relevant deferred income where there exists such deferred income, and the
exceeded amount should be recognized in profit or loss for the period;
c. To be recognized in profit or loss for the period directly otherwise.
(2)Judgment criteria and accounting treatment for government grants related to income
Government grants related to income should be accounted for as follows:
1) If the grant is a compensation for related expenses or losses to be incurred in subsequent periods, the grant is
recognized as deferred income, and recognized in profit or loss or offset cost over the period in which the related
costs are recognized;
2) If the grant is a compensation for related expenses or losses already incurred, the grant is recognized
immediately in profit or loss or offset cost for the current period.
For a government grant related to assets or income both, different accounting treatment shall be adopted for
different part. If it is difficult to distinguish these two parts, the grant should be treated as related to income in its
entirety.
30. Deferred tax assets / deferred income tax liabilities
(1) Deferred tax assets or deferred tax liabilities are calculated and recognized based on the difference between the
carrying amount and tax base of assets and liabilities (and the difference of the carrying amount and tax base
of items not recognized as assets and liabilities but with their tax base being able to be determined according
to tax laws) and in accordance with the tax rate applicable to the period during which the assets are expected
to be recovered or the liabilities are expected to be settled.
(2)A deferred tax asset is recognized to the extent of the amount of the taxable income, which it is most likely to
obtain and which can be deducted from the deductible temporary difference. At the balance sheet date, if there
is any exact evidence that it is probable that future taxable profits will be available against which deductible
temporary differences can be utilized, the deferred tax assets unrecognized in prior periods are recognized.
(3)At the balance sheet date, the carrying amount of deferred tax assets is reviewed. The carrying amount of a
deferred tax asset is reduced to the extent that it is no longer probable that sufficient taxable profits will be
available to allow the benefit of the deferred tax asset to be utilized. Such reduction is subsequently reversed to
the extent that it becomes probable that sufficient taxable income will be available.
(4)The income tax and deferred tax for the period are treated as income tax expenses or income through profit or
loss, excluding those arising from the following circumstances: ① business combination; and ② the
transactions or items directly recognized in equity.
31. Lease
(1)Accounting for operating lease
When the Company is the lessee, lease payments are recognized as cost or profit or loss with straight-line method
over the lease term. Initial expenses are recognized directly into profit or loss. Contingent rents are charged as
profit or loss in the periods in which they are incurred.
When the Company is the lessor, lease income is recognized as profit or loss with straight-line method over the
lease term. Initial expenses, other than those with material amount and eligible for capitalization which are
recognized as profit or loss by installments, are recognized directly as profit or loss. Contingent rents are charged
into profit or loss in the periods in which they are incurred.
(2)Accounting for financing lease
When the company acts as lessee, at the inception of lease, the lower of fair value of leased assets at the inception
of lease and the present value of minimum lease payment is recognized as the value of leased assets. The
minimum lease payment is recognized as the value of long-term payable. Their difference is recorded as
unrecognized finance costs with any initial direct expense incurred recorded in the value of leased assets. For each
period of the lease term, current finance cost is calculated using effective interest method.
When the company acts as lessor, at the inception of lease, the sum of minimum lease income at the inception of
lease and the initial direct expense is recognized as the value of finance lease payment receivable, with unsecured
balance also recorded. The difference between the sum of minimum lease income, initial direct expense and
unsecured balance and the sum of their present values is recognized as unrealized finance income. For each period
of the lease term, current finance income is calculated using effective interest method.
32. Other important accounting policy and estimation
Discontinued operation refers to the operation disposed or classified as held-for-sale by the Company and
presented separately under operation segments and financial statements, which has fulfilled one of the following
criteria:
(1) it represents an independent key operation or key operating region;
(2) it is part of the proposed disposal plan on an independent key operation or proposed disposal in key operating
region; or
(3) it only establishes for acquisition of subsidiary through disposal.
Accounting for discontinued operation is set out in note V-13 “classified as assets held for sale”.
33. Major accounting policy and changes
(1) Main accounting policy changes
√ Applicable □ Not applicable
The contents and reasons of accounting
Examination and approval procedures Note
policy changes
According to the Ministry of Finance This change of accounting policies results
issued the Notice Relating to Printing and in different accounting of government
Amending Accounting Standards for grants in the Company’s consolidated
Business Enterprises No.16 - Government financial statements: government grants
grants (CK[2017]No.15), the government related to normal activities are recognized
2nd Session of 10th BOD
grants with daily operation activity as “other income” and recorded separately
concerned should counted in “other under the item of “operating profit” in
income” or written down relevant costs statement of profit. Those adjustments
expenses by economic substance; those made only to the reportable items in
without daily operation activity concerned statement of profit have no impact on the
should reckoned into non-operation Company’s current profit or shareholders’
expenditure. The above mentioned equity, financial position and operating
Regulation came into effect since 12 June results, with no need to make retrospective
2017, pursuant to the Notice adjustment for previous years.
(CK[2017]No.15), the Company adopts
future appropriate method for such
government grants existed since 1 January
2017, and adjusts those government grants
newly increased during the period from 1
January 2017 to the date of Regulation
implementation under this standard.
New items of “assets held for sale” and
“liabilities held for sale” are included in
Pursuit to the circular (CK[2017]No.13)
balance sheet with necessary retrospective
relating to Accounting Standards for
adjustments, which has no impact on the
Business Enterprise No.42-Non-current
financial position and operating results.
assets held for sale, disposal group and
New items of “net profit from continuing
discontinued operation issued by Ministry
5th Session of 10th BOD operation” and “net profit from
of Finance, the “continued operation
discontinued operation” are included in
profit” and “discontinued operation profit”
statement of profit with necessary
will add in the profit statement and adopts
retrospective adjustments, which leads to
retroactive adjustment and prospective
increase of net profit from continuing
approach
operation of RMB1, 579,159.47 in the
period.
New item of “income from assets disposal”
is included in statement of profit with
necessary retrospective adjustments, which
Pursuit to the Notice Relating to Printing leads to increase of income from assets
and Amending the General Forms of disposal of RMB (2,464.81) and decrease
Business Financial Statements of non-operating expense of RMB2,
(CK[2017]No.30) issued from Ministry of 464.81 for the period, and increase of
Finance, the item of “income from assets income from assets disposal of RMB
th
disposal” will added in profit statement 5 Session of 10 BOD th (11,450.00) and decrease of non-operating
and adopts retroactive adjustment; the expense of RMB11, 450.00 for the
gains and losses from non-current assets previous period. The total gains and losses
discarding and disposal will respectively arising from destroy or regarding as
listed according to the total numbers, and useless of non-current assets are presented
adopts retroactive adjustment separately with necessary retrospective
adjustment, which has no impact on the
financial position and operating results of
the Company.
(2) Changes of important accounting estimate
□ Applicable √ Not applicable
34. Other
Nil
VI. Taxes
1. Main tax category and tax rate
Tax category Tax calculation evidence Tax rate
Sales of goods, taxable labor service
Value added tax revenue, taxable income, intangible assets 17%, 6%, 5%
income and income from property leasing
Tax for maintaining and building cities Turnover tax payable 7%
Business income tax Taxable income 25%
Educational surtax Turnover tax payable 3%
Local educational surtax Turnover tax payable 2%
Property tax Turnover tax payable 1.2%
Amount of the contract for purchasing and
Stamp tax 0.03%
sales
Disclose reasons for different taxpaying body
Taxpaying body Income tax rate
2. Tax preference
Nil
3. Other
Nil
VII. Notes to Items in Consolidated Financial Statements
1. Monetary fund
In RMB
Item Ending balance Opening balance
Cash on hand 100,034.87 132,652.06
Cash in bank 18,837,402.11 23,768,774.82
Other monetary fund 9,048,217.26 113,860.83
Total 27,985,654.24 24,015,287.71
Other explanation
(1) Other monetary fund with restricted applciation purposes at period-end amounted as 8,808,378.06 Yuan, referes to the cash
deposit for bank acceptance.
(2) No deposited overseas and of potential recovery risks at period-end
2. Financial assets measured by fair value and reckoned into current gains/losses with its variation
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
3. Derivative financial assets
□ Applicable √ Not applicable
4. Note receivables
(1) Classification of notes receivable
In RMB
Item Ending balance Opening balance
Bank acceptance bill 1,500,000.00 2,220,000.00
Total 1,500,000.00 2,220,000.00
(2) Pledge at period-end
In RMB
Item Amount pledge at period-end
Total 0.00
(3) Notes endorsement or discount and undue on balance sheet date
In RMB
Item Amount derecognition at period-end Amount not derecognition at period-end
Bank acceptance bill 63,977,856.50
Total 63,977,856.50
(4) Notes transfer to account receivable due for failure implementation by drawer at period-end
In RMB
Item Amount transfer to account receivable at period-end
Total 0.00
Other explanation
Nil
5. Accounts receivable
(1) Accounts receivable by category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Receivables with bad
debt provision 30,247,9 1,240,18 29,007,77 12,479, 1,292,617 11,186,420.
95.95% 4.10% 86.34% 10.36%
accrual by credit 62.05 6.84 5.21 037.76 .31 45
portfolio
Accounts with single
significant amount
1,278,28 1,278,28 1,974,9 789,977.5 1,184,966.3
and bad debts 4.05% 100.00% 13.66% 40.00%
3.50 3.50 43.96 9 7
provision accrued
individually
31,526,2 2,518,47 29,007,77 14,453, 2,082,594 12,371,386.
Total 100.00% 7.99% 100.00% 14.41%
45.55 0.34 5.21 981.72 .90 82
Receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Ending balance
Age
Account receivable Bad debt provision Accrual ratio
Within one year
Within 1 year 28,193,071.19 84,579.21 0.30%
Subtotal within one year 28,193,071.19 84,579.21 0.30%
1-2 years 901,989.20 2,705.97 0.30%
Over 3 years 1,152,901.66 1,152,901.66 100.00%
Total 30,247,962.05 1,240,186.84 4.10%
Explanation on combination determines:
According to the business scale, business nature, and customers’ settlement, etc., the account receivable with single significant
amount is determined to be RMB 5 million. The account receivable with single significant amount has no depreciation reserve, and
the reserve for bad debt provision is withdrawn with age analysis method.
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
Bad debt provision accrual was 714,539.62 Yuan; the amount collected or switches back amounting to 278,664.18 Yuan
Important bad debt provision collected or switch back:
In RMB
Company Collected or switch back amount Collection way
Fuxin Electro-mobile After-sale Service
278,664.18
Department in Bilin District, Xi’an City
Total 278,664.18 --
Account collected
(3) Account receivable actual charge off in the Period
In RMB
Item Amount written off
Written-off for the major receivable:
In RMB
Verification Arising from related
Company Nature Amount written off Reason for write-off
procedures transaction (Y/N)
Total -- 0.00 -- -- --
Explanation for write-off of receivables:
There is no actual write off of accounts receivable in Period.
(4) Top 5 receivables at ending balance by arrears party
Ratio in total
Relationship with Bad debt
Item Amount Account age receivables Nature
the company provision
(%)
Shenzhen BoYiN Technology Unrelated party 6,786,172.55 Within one 20,358.52 21.53 Paymen
Co., Ltd. year t for
goods
Shenzhen WTR New Energy Unrelated party 5,491,122.12 Within one 16,473.37 17.42 Paymen
Technology Co., Ltd. year t for
goods
Shenzhen Jiahaosong Unrelated party 4,646,570.08 Within one 13,939.71 14.74 Paymen
Technology Co., Ltd. year t for
goods
Fu Qi Unrelated party 2,963,311.40 Within one 8,889.93 9.40 Paymen
year t for
goods
Jinan Yuxintai Sales Co., Ltd. Unrelated party 2,177,667.55 Within one 6,533.00 6.90 Paymen
year t for
goods
Total 22,064,843.70 66,194.53 69.99
(5) De-recognition for financial asstes transfer
Nil
(6) Receivble transferred and the assets and liability resulted for continue to engagement
Nil
Other explanation:
Nil
6. Advance payment
(1) Listed by account age
In RMB
Ending balance Opening balance
Age
Amount Ratio Amount Ratio
Within one year 2,482,276.54 100.00% 1,667,424.89 89.29%
1- 2 years 200,000.00 10.71%
Total 2,482,276.54 -- 1,867,424.89 --
Explanation on un-settlement in time for advance payment with over one year account age and major amounts:
Nil
(2) Top 5 advance payment at ending balance by prepayment object
Relationship Ratio in total
Item with the Amount Account age Nature advance e
payment (%)
company
Zhaoqing Kaisite Battery Material Unrelated 2,065,064.12 Within one Prepayments for 83.19
Co., Ltd. party year materials
Guangshui Qilin New Mateiral Co., Unrelated 290,598.30 Within one Prepayments for 11.71
Ltd. party year materials
Shenzhen Yixin Metal Products Unrelated 28,425.00 Within one Prepayments for 1.15
Co.,Ltd. party year materials
Shenzhen Fushibo Technology Co., Unrelated 20,100.00 Within one Prepayments for 0.81
Ltd. party year materials
Shenzhen Hanjie Bicycle Co., Ltd . Unrelated 19,920.00 Within one Prepayments for 0.80
party year materials
Total 2,424,107.42 97.66
Other explanation:
Nil
7. Interest receivable
(1) interest receivable
In RMB
Item Ending balance Opening balance
(2) Important overdue interest
Overdue time Overdue Impairment (Y/N) and
Borrower Ending balance Overdue reason
time judgment basis
Total 0.00 -- -- --
Other explanation:
Nil
8. Dividend receivables
(1) Dividend receivables
In RMB
Item (or the invested entity) Ending balance Opening balance
(2) Major dividend receivables with over one year age
In RMB
Item or the invested Impairment (Y/N) and
Ending balance Age Reasons
entity) judgment basis
Total 0.00 -- -- --
Other explanation:
Nil
9. Other accounts receivable
(1) Other accounts receivable by category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other receivables
with bad debt 1,130,59 470,884. 659,706.8 1,111,4 452,717.7
100.00% 41.65% 100.00% 40.73% 658,754.09
provision accrual by 1.40 59 1 71.82 3
credit portfolio
1,130,59 470,884. 659,706.8 1,111,4 452,717.7
Total 100.00% 41.65% 100.00% 40.73% 658,754.09
1.40 59 1 71.82 3
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
Ending balance
Age
Other accounts receivable Bad debt provision Accrual ratio
Within one year
Within one year 304,598.88 913.79 0.30%
Subtotal within one year 304,598.88 913.79 0.30%
1-2 years 148,388.00 445.16 0.30%
2-3 years 208,705.00 626.12 0.30%
Over 3 years 468,899.52 468,899.52 100.00%
Total 1,130,591.40 470,884.59 41.65%
Explanations on combination determine:
According to the business scale, business nature, and customers’ settlement, etc., the other account receivable with single big amount
is determined to be RMB 5 million. The other account receivable with single big amount has no depreciation reserve, and the reserve
for bad debt provision is withdrawn with age analysis method.
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 18,166.86 Yuan; the amount collected or switches back amounting to 0.00 Yuan
Important bad debt provision collected or switch back:
In RMB
Company Amount reversal or collected Collection way
Total 0.00 --
Nil
(3) Other receivables actually written-off during the reporting period
In RMB
Item Amount written off
Written-off for the major other receivable:
In RMB
Nature of other Verification Arising from related
Company Amount written off Reason for write-off
receivables procedures transaction (Y/N)
Total -- 0.00 -- -- --
Explanation for write-off of other receivables:
No written-off for the major other receivable in Period.
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Margin or deposit 628,997.24 503,614.00
Equipment money 311,400.00 311,400.00
Staff personal loans 49,098.50 111,870.60
Other 141,095.66 184,587.22
Total 1,130,591.40 1,111,471.82
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Age balance of other
bad bet provision
receivables
Shenzhen Luwei
Mechatronic Equipment money 300,000.00 Over 3 years 26.53% 300,000.00
Equipment Co., Ltd.
Alipay (China)
Network Technology Margin or deposit 170,000.00 Within one year 15.04% 510.00
Co., Ltd.
Shenzhen Anjinheng
Margin or deposit 150,900.00 Withine 3 years 13.35% 452.70
Indusrial Co., Ltd.
Shenzhen Material
Margin or deposit 135,723.00 Withine 3 years 12.00% 407.17
Group Co., Ltd.
Tianjin Lvchi
Margin or deposit 56,247.24 Within one year 4.98% 168.74
E-Business Co., Ltd.
Total -- 812,870.24 -- 71.90% 301,538.61
(6) Account receivable with government grants involved
In RMB
Time, amount and basis
Company Item Ending balance Ending age of amount collection
estimated
Total -- 0.00 -- --
Nil
(7) Other account receivable derecognition due to financial assets transfer
Nil
(8) Assets and liability resulted by other account receivable transfer and continuous involvement
Nil Other explanation
Nil
10. Inventory
Whether the company needs to comply with the disclosure requirements of the particular industry
No
(1) Inventory classification
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserve reserve
Raw materials 566,193.56 27,465.37 538,728.19 785,399.89 40,706.54 744,693.35
Finished goods 2,233,386.81 4,450.20 2,228,936.61 2,379,266.31 5,519.40 2,373,746.91
Goods shipped in
9,509.83 9,509.83
transit
Total 2,809,090.20 31,915.57 2,777,174.63 3,164,666.20 46,225.94 3,118,440.26
Does the Company comply with the disclosure requirement of “Information Disclosure Guidelines of Shenzhen Stock Exchange
No.4 – Listed Companies Engaged in Seed Industry and Planting Business” or not
No
(2) Inventory depreciation reserve
In RMB
Increase in the current period Decrease in the current period
Item Opening balance Switch back or Ending balance
Accrual Other Other
write-off
Raw materials 40,706.54 13,241.17 27,465.37
Finished goods 5,519.40 1,069.20 4,450.20
Total 46,225.94 14,310.37 31,915.57
During normal production, the cash realizable value of inventories directly for sale, such as merchants and materials for sale is
accounted according to the estimated price less the estimated sales expenses and taxes. During normal production, the cash realizable
value of materials to be processed is accounted according to the estimated price of finished product less the estimated cost, sales
expenses and taxes. For inventories with purpose of implementing sales contract or labor contract, the cash realizable value is based
on the contract price; if the inventories held exceed the ordered amount specified in the contract, the cash realizable value of surplus
part is accounted based on the market price.
(3) Explanation on capitalization of borrowing costs at ending balance of inventory
Nil
(4) Assets that completed without settlement from construction contract
In RMB
Item Amount
Other explanation
Nil
11. Assets holding ready for sold
In RMB
Expected disposal
Item Ending book value Fair value Expected disposal time
expenses
Total 0.00 0.00 0.00 --
Other explanation:
Nil
12. Non-current assets due within one year
In RMB
Item Ending balance Opening balance
Other explanation:
Nil
13. Other current assets
In RMB
Item Ending balance Opening balance
Prepaid intermediary fee 1,792,452.81 1,509,433.95
Prepaid tax 12,974.36 541,396.60
Total 1,805,427.17 2,050,830.55
Other explanation
Prepaid intermediary fee refers to the prepaid, which paid to the intermediary organ as securities, auditing and evaluation (according
to the service contract), for preparation of privately placement, and the money is not included in current gains/losses yet.
14. Financial assets available for sale
(1) Financial assets available for sale
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 0.00 0.00 0.00 0.00
(2) Financial assets available for sale measured by fair value at period-end
In RMB
Equity instrument Debt instrument
Type Total
available for sale available for sale
Cost /liability of equity
instrument/ amortization 0.00
cost of debt instrument
Fair value 0.00
Amount of fair value
changes that
accumulatively reckoned 0.00
in other comprehensive
gains
Amount with impairment
0.00
accrual
(3) Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
The share-holdi
Cash
invested Period-beg Period-beg ng in
Increased Decreased Period-end Increased Decreased Period-end dividend
entity inning inning invested
entity
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 -- 0.00
(4) Changes of impairment in Period
In RMB
Equity instrument Debt instrument
Type Total
available for sale available for sale
Balance of impairment
0.00
accrual at period-begin
Current accrual 0.00
Including: transfer-in
from other 0.00
comprehensive income
Current decrease 0.00
Including: switch back
due to fair value rebound 0.00
at period-end
Balance of impairment
0.00
accrual at period-end
(5) Fair value of equity instrument available for sale sharply declined or other-than-temporary declined at
period-end without depreciation reserves accrual
In RMB
Fair value Time of drops Amount with
Reasons for
Item Investment cost Ending fair value declined relative persistently impairment
un-accrual
to cost (month) accrual
Total 0.00 0.00 -- -- 0.00 --
Other explanation
Nil
15. Held-to-maturity investment
(1) Held-to-maturity investment
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 0.00 0.00 0.00 0.00
(2) Important held-to-maturity investment at period-end
In RMB
Bond Face value Coupon value Actual rate Maturity date
Total 0.00 -- -- --
(3) Held-to-maturity investment reclassify in the Period
Nil
Other explanation
Nil
16. Long-term account receivable
(1) Long-term account receivable
In RMB
Ending balance Opening balance
Discount rate
Item Bad debt Bad debt
Book balance Book value Book balance Book value section
provision provision
Total 0.00 0.00 0.00 0.00 --
(2) Long-term account receivable derecognition due to transfer of financial assets
Nil
(3) Assets and liability resulted by long-term account receivable transfer and continuous involvement
Nil
Other explanation
Nil
17. Long-term equity investment
In RMB
+,-
Ending
Other Cash
Investme balance
The Additiona comprehe dividend
Opening nt gains Other Ending of
invested l Capital nsive or profit Impairme
balance recognize equity Other balance impairme
entity investmen reduction income announce nt accrual
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
II. Associated enterprise
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Other explanation
Nil
18. Investment real estate
(1) Investment real estate measured at cost
□ Applicable √ Not applicable
(2) Investment real estate measured at fair value
□ Applicable √ Not applicable
(3) Certificate of title un-completed
In RMB
Item Book value Reasons for un-completed
Other explanation
Nil
19. Fixed assets
(1) Fixed assets
In RMB
Machinery Means of Electronic
Item Housing buildings Total
equipment transportation equipment and other
I. Original book
value:
1.Opening balance 2,959,824.00 416,629.06 564,123.99 635,351.81 4,575,928.86
2. Increased in the
519,461.52 49,042.69 568,504.21
Period
(1) Purchase 519,461.52 49,042.69 568,504.21
(2)
construction in
process transfer-in
(3) the
increase in business
combination
3. Decreased in
124,992.30 124,992.30
the Period
(1) Disposal or
124,992.30 124,992.30
scrap
4.Ending balance 2,959,824.00 416,629.06 958,593.21 684,394.50 5,019,440.77
II. accumulated
depreciation
1.Opening balance 66,596.04 71,749.48 229,871.16 478,757.07 846,973.75
2. increased in the
133,192.08 37,496.64 111,154.41 20,751.36 302,594.49
Period
(1) provision 133,192.08 37,496.64 111,154.41 20,751.36 302,594.49
3. Decreased in
71,245.44 71,245.44
the Period
(1) Disposal or
71,245.44 71,245.44
scrap
4.Ending balance 199,788.12 109,246.12 269,780.13 499,508.43 1,078,322.80
III. impairment of
preparation
1.Opening balance
2. increased in the
Period
(1) provision
3. Decreased in
the Period
(1) Disposal or
scrap
4.Ending balance
IV. book value
1.Ending book
2,760,035.88 307,382.94 688,813.08 184,886.07 3,941,117.97
value
2. Opening book
2,893,227.96 344,879.58 334,252.83 156,594.74 3,728,955.11
value
(2) Fixed assets temporary idle
In RMB
Accumulated Depreciation
Item Original book value Book value Note
depreciation reserves
(3) Fixed assets leased through operating lease
In RMB
Accumulated
Item Original book value Depreciation reserves Book value
depreciation
(4) Fixed assets leased through operating lease
In RMB
Item Ending book value
(5) Certificate of title un-completed
In RMB
Item Book value Reasons
The 7-20F and other six properties of
Lianxin Garden with original value of
2,959,824.00 Yuan. The property
purchasing refers to the indemnificatory
housing for enterprise talent buying from
Shenzhen Housing and Construction
Six properties in Lianxin Garden 2,760,035.88
Bureau of Luohu District. According to the
agreement, the enterprise shall not carrying
any kind of property trading with any units
or individuals except the government, and
the company has no property certification
on the above mentioned properties.
Other explanation
No accrual for impairment provision due to there was no evidence of impairment being found in fixed assets at
period-end
20. Construction in progress
(1) Construction in progress
In RMB
Ending balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
(2) Changes in significant construction in progress
In RMB
Accumul including
Proporti
Fixed ated : interest Interest
Other on of
increased assets amount capitaliz capitaliz
Opening decrease Ending project Sourceof
Item Budget in the transfer-i Progress of ed ation rate
balance d in the balance investme funds
Period n in the interest amount of the
Period nt in
Period capitaliz of the year
budget
ation year
(3) Depreciation reserves accrual
In RMB
Item Accrual Amount Reasons
Other explanation
Nil
21. Engineering materials
In RMB
Item Ending balance Opening balance
Other explanation
Nil
22. Disposal of fixed assets
In RMB
Item Ending balance Opening balance
Other explanation
Nil
23. Productive biological assets
(1) Productive biological assets measured by cost
□ Applicable √ Not applicable
(2) Productive biological assets measured by fair value
□ Applicable √ Not applicable
24. Oil-and-gas assets
□ Applicable √ Not applicable
25. Intangible assets
(1) Intangible assets
In RMB
Non-patent
Item Land use right Patent Trademark Total
technology
I. original book
value:
1.Opening
5,271,000.00 5,271,000.00
balance
2. increased in the
Period
(1) Purchase
(2) internal R
&D
(3) the
increase in business
combination
3.DecreasedAmount
(1) Disposal
4.Ending
5,271,000.00 5,271,000.00
balance
II. accumulated
depreciation
1.Opening balance 2,259,000.00 2,259,000.00
2. increased in the
753,000.00 753,000.00
Period
(1) provision 753,000.00 753,000.00
3. Amount
decreased
(1) Disposal
4.Ending
3,012,000.00 3,012,000.00
balance
III. impairment of
preparation
1.Opening
balance
2. increased in the
Period
(1) provision
3.DecreasedAmount
(1) Disposal
4.Ending
balance
IV. book value
1.Ending book
2,259,000.00 2,259,000.00
value
2. Opening book
3,012,000.00 3,012,000.00
value
Ratio of intangible assets resulted from internal R&D in balance of intangible assets at period-end
(2) Land use right without certificate of title completed
In RMB
Item Book value Reasons
Other explanation
No accrual of impairment provision due to there was no impairment evidence being found in intangible assets at
end of the period
26. Development expense
In RMB
Opening Ending
Item Increased in the Period Decreased in the Period
balance balance
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Other explanation
Nil
27. Goodwill
(1) Original book value of goodwill
In RMB
The invested
entity 名称或形 Opening balance Increase during the year Decreased during the year Ending balance
成商誉的事项
Total 0.00 0.00 0.00 0.00 0.00 0.00
(2) Depreciation reserves of goodwill
In RMB
The invested
Opening balance Increase during the year Decreased during the year Ending balance
entity or items
Total 0.00 0.00 0.00 0.00 0.00 0.00
Process of impairment testing, parameter and recognition method for impairment losses:
Nil
Other explanation
Nil
28. Long-term unamortized expenses
In RMB
increased in the Amortized in the
Item Opening balance Other decrease Ending balance
Period Period
Total 0.00 0.00 0.00
Other explanation
Nil
29. Deferred income tax assets and deferred income tax liabilities
(1) Deferred income tax assets un-offset
In RMB
Ending balance Opening balance
Item
Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
Bad debt provision 2,935,399.29 733,849.82 2,534,559.18 633,639.80
Inventory falling price
31,915.57 7,978.89 46,225.94 11,556.49
reserves
Total 2,967,314.86 741,828.71 2,580,785.12 645,196.29
(2) Deferred income tax liabilities un-offset
In RMB
Ending balance Opening balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liabilities differences liabilities
Total 0.00 0.00 0.00 0.00
(3) Deferred income tax assets and deferred income tax liabilities listed after off-set
In RMB
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
741,828.71 645,196.29
assets
(4) Details of unrecognized deferred income tax assets
In RMB
Item Ending balance Opening balance
Total 0.00 0.00
(5) Deductible losses of un-recognized deferred income tax assets expired on the followed year
In RMB
Year Ending amount Opening amount Note
Total 0.00 0.00 --
Other explanation
As stated under article 17 of the Enterprise Accounting Standards No.18-Income Tax, deferred income tax assets and deferred income
tax liabilities shall be measured at the tax rate applicable in the period in which the assets are expected to be recovered or liabilities
are expected to be settled according to relevant tax laws on the balance sheet date. The tax rate adopted by the Company in
calculating deferred income tax assets is 25% for both parent company and subsidiaries.
Due to the uncompensated loss of parent company, the Company did not recognize deferred income tax assets.
30. Other non-current assets
In RMB
Item Ending balance Opening balance
Advance payment for house 400,000.00 400,000.00
Total 400,000.00 400,000.00
Other explanation
In 2016, the Company paid the four houses in advance for enterprise talent, located in Yinhu Lanshan, to Shenzhen Housing and
Construction Bureau of Luohu District, the event still in process.
31. Short-term loans
(1)Types of short-term loans
In RMB
Item Ending balance Opening balance
Explanation on short-term loans category:
Nil
(2) Overdue outstanding short-term loans
Total 0.00 Yuan overdue outstanding short-term loans at period-end, including the followed significant amount:
In RMB
Unit Ending balance Lending rate Overdue time Overdue rate
Total 0.00 -- -- --
Other explanation:
Nil
32. Financial liability measured by fair value and with its variation reckoned into current gains/losses
In RMB
Item Ending balance Opening balance
Other explanation
Nil
33. Derivative financial liabilities
□ Applicable √ Not applicable
34. Notes payable
In RMB
Type Ending balance Opening balance
Bank acceptance 8,480,000.00
Total 8,480,000.00
Notes expired at year-end without paid was 0.00 Yuan
35. Account payable
(1) Account payable
In RMB
Item Ending balance Opening balance
Within one year (one year included) 3,638,705.30 9,563,099.99
1-2 year (2 years included) 137,423.41 3,084.95
2-3 years (3years included) 3,084.95
4-5 years (5years included) 185,792.84
Over 5 years 148,983.61
Total 3,928,197.27 9,751,977.78
(2) Account payable with over one year book age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Total 0.00 --
Other explanation
(3) Top 5 payables at Period-end
Ratio in total
Relationship with
Item Amount Account age payables in Nature
the company
advance (%)
Jinda Intillence Technology Co., Ltd. Unrelated party 1,709,334.53 Within one 43.51 Payment for
year goods
payable
Baodao Car Industry Group Co., Ltd. Unrelated party 1,318,911.84 Within one 33.58 Payment for
year goods
payable
Tianjin Luying Car Industry Co., Unrelated party 306,793.02 Within one 7.81 Payment for
Ltd. year goods
payable
Changzhou Fulihua Car Industry Co., Unrelated party 143,282.91 Within 2 3.65 Payment for
Ltd. years goods
payable
Dongguan Runtai Carbon Fiber Unrelated party 108,000.00 Within one 2.75 Payment for
Products Co., Ltd. year goods
payable
Total 3,586,322.30 91.30
36. Account received in advance
(1) Account received in advance
In RMB
Item Ending balance Opening balance
Within one year (one year included) 1,211,804.44 3,257,952.74
1-2 years (2 years included) 19,777.88 503,352.22
2-3 years (3 years included) 36,897.00 141,481.50
Over 3 years 418,273.37
Total 1,268,479.32 4,321,059.83
(2) Account received in advance with over one year book age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Total 0.00 --
(3) Projects that settle without completed from construction contract at period-end
In RMB
Item Amount
Other explanation
(4) Top 5 received in advance at Period-end
Relationship Ratio in total
Item with the Amount Account age received in Nature
company advance (%)
Shenzhen Mingtairun Investment Unrelated party 1,086,506.70 Within one 64.96 Advances
Development Co., Ltd. year payment for
goods
Zhengzhou Daming Kemao Co., Ltd. Unrelated party 404,013.70 Over 3 years 24.16 Advances
payment for
goods
Shandong Yurun Sports Apparatus Unrelated party 110,635.00 Within one 6.61 Advances
Co., Ltd. year payment for
goods
Yang Hai Unrelated party 29,191.00 Over 3 years 1.75 Advances
payment for
goods
Zhuzhou Emmelle Speciality Stores Unrelated party 11,204.00 Within 3 0.67 Advances
years payment for
goods
Total 1,641,550.40 98.15
37. Wages payable
(1) wages payable
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
I. Short-term
770,985.97 6,678,081.88 6,742,364.45 706,703.40
compensation
II. Post-employment
benefit – defined 290,487.29 290,487.29
contribution plan
Total 770,985.97 6,968,569.17 7,032,851.74 706,703.40
(2) Short-term compensation
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
1. Wages, bonuses, allowances
764,217.25 5,818,129.68 5,882,352.25 699,994.68
andsubsidies
2. Welfare for workers
99,835.17 99,835.17
and staff
3. Social insurance 277,031.80 277,031.80
Including: Medical
251,641.41 251,641.41
insurance
Work injury
11,839.33 11,839.33
insurance
Maternity
13,551.06 13,551.06
insurance
4. Housing accumulation
392,399.76 392,399.76
fund
5. Labor union
expenditure and
6,768.72 78,747.82 78,807.82 6,708.72
personnel education
expense
6. Short term pay
11,937.65 11,937.65
absenteeism
Total 770,985.97 6,678,081.88 6,742,364.45 706,703.40
(3) Defined contribution plans
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
1. Basic endowment
278,550.05 278,550.05
insurance
2. Unemployment
11,937.24 11,937.24
insurance
Total 290,487.29 290,487.29
Other explanation
Nil
38. Tax payable
In RMB
Item Ending balance Opening balance
Value-added tax 3,391,621.62 988,097.16
Enterprise income tax 339,193.85 506,828.92
Individual income tax 23,164.05 10,263.10
Urban maintenance and construction tax 7,615.81 11,499.17
House property tax 45,070.60 45,070.60
Educational surtax 620.94 3,394.82
Total 3,807,286.87 1,565,153.77
Other explanation
Nil
39. Interest payable
In RMB
Item Ending balance Opening balance
Interest overdue without paid:
In RMB
Borrower Amount overdue Reasons
Total 0.00 --
Other explanation
Nil
40. Dividends payable
In RMB
Item Ending balance Opening balance
Other explanation, including dividends payable with over one year age and disclosure un-payment reasons:
Nil
41. Other payable
(1) Classification of other payable according to nature of account
In RMB
Item Ending balance Opening balance
Custodian and common benefit debts 18,919,942.85 9,513,005.85
Current money 6,500,000.00 6,500,000.00
Warranty and guarantee money 9,615,020.00 1,611,225.00
Other payable service charge (intermediary
707,252.91 2,168,988.59
services included)
Other 766,108.14 604,067.88
Total 36,508,323.90 20,397,287.32
(2) Significant other payable with over one year age
In RMB
Item Ending balance Reasons of un-paid or carry-over
Custodian and common benefit debts 9,475,205.85 -
Shenzhen Guosheng Nenergy Investmnet
6,500,000.00 Interest-free loans
Development Co., ltd.
Total 15,975,205.85 --
Other explanation
(3) Top 5 other receivables at period-end
Relationship
Ratio in total othe
Item with the Amount Nature
r receivables (%)
company
Custodian and common benefit debts Unrelated party 18,919,942.85 52.40 Obligatory
rightof common
benefit
Shenzhen Guosheng Nenergy Investmnet Related party 6,500,000.00 18.00 Interest-free
Development Co., ltd. loans
Shenzhen Ruian Information Technology Unrelated party 2,500,000.00 6.92 Cash deposti
Enterprise (LP)
Wansheng Industrial Holdings (Shenzhen) Unrelated party 2,000,000.00 5.54 Cash deposti
Co., Ltd.
Shenzhen Zhisheng Hi-Tech Enterprise Unrelated party 2,000,000.00 5.54 Cash deposti
(LP)
Total 31,919,942.85 88.40
42. liabilities for sale
In RMB
Item Ending balance Opening balance
Other explanation
Nil
43. Non-current liability due within one year
In RMB
Item Ending balance Opening balance
Other explanation
Nil
44. Other current liability
In RMB
Item Ending balance Opening balance
Changes of short-term bond payable:
In RMB
Accrual Premium/
Face Release Bond Issuing Opening Issued in interest discount Paid in Ending
Bond
value date period amount balance the Period by face amortizati the Period balance
value on
Total -- -- -- 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Other explanation
Nil
45. Long-term loans
(1) Classification of long-term loans
In RMB
Item Ending balance Opening balance
Explanation:
Nil
Other explanation, including interest rate section:
Nil
46. Bonds payable
(1) Bonds payable
In RMB
Item Ending balance Opening balance
(2) Changes of bonds payable (not including the other financial instrument of preferred stock and
perpetual capital securities that classify as financial liability)
In RMB
Total -- -- -- 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
(3) Convertible conditions and time for shares transfer for the convertible bonds
Nil
(4) Other financial instruments classify as financial liability
Basic information of the outstanding preferred stock and perpetual capital securities at period-end
Nil
Changes of outstanding preferred stock and perpetual capital securities at period-end
In RMB
Outstanding Period-begin Increase during the year Decrease during the year Period-end
financial
Amount Book value Amount Book value Amount Book value Amount Book value
instrument
Total 0 0.00 0 0.00 0 0.00 0 0.00
Basis for financial liability classification for other financial instrument
Nil
Other explanation
Nil
47. Long-term account payable
(1) Listed by nature
In RMB
Item Ending balance Opening balance
Other explanation
Nil
48. Long-term employee payable
(1) Long-term employee payable
In RMB
Item Ending balance Opening balance
(2) Changes of defined benefit plans
Present value of the defined benefit plans:
In RMB
Item Current amount Last amount
Scheme assets:
In RMB
Item Current amount Last amount
Net liability (assts) of the defined benefit plans
In RMB
Item Current amount Last amount
Content of defined benefit plans and relevant risks, impact on future cash flow of the Company as well as times and uncertainty:
Nil
Major actuarial assumption and sensitivity analysis:
Nil
Other explanation
Nil
49. Special payable
In RMB
Increase during the Decrease during the
Item Opening balance Ending balance Causes
year year
Total 0.00 0.00 --
Other explanation
Nil
50. Accrued liability
In RMB
Item Ending balance Opening balance Causes
Other explanation, including relevant important assumptions and estimation:
Nil
51. Deferred income
In RMB
Increase during the Decrease during the
Item Opening balance Ending balance Causes
year year
Total 0.00 0.00 --
Item with government grants involved:
In RMB
Amount
Amount Cost Assets-relate
Opening New grants reckoned in Other Ending
Item reckoned in reduction in d/income
balance in the Period non-operatio changes balance
other income the period related
n revenue
Total 0.00 0.00 0.00 0.00 0.00 --
Other explanation
Nil
52. Other non-current liability
In RMB
Item Ending balance Opening balance
Other explanation
Nil
53. Share capital
In RMB
Changeduringtheyear(+,-)
Shares
Opening
New shares transferred Ending balance
balance Bonus share Other Subtotal
issued from capital
reserve
Total shares 551,347,947.00 0.00 551,347,947.00
Other explanation
Nil
54. Other equity instrument
(1) Basic information of the outstanding preferred stock and perpetual capital securities at period-end
Nil
(2) Changes of outstanding preferred stock and perpetual capital securities at period-end
In RMB
Outstanding Period-begin Increase during the year Decrease during the year Period-end
financial
Amount Book value Amount Book value Amount Book value Amount Book value
instrument
Total 0 0 0.00 0 0.00 0
Changes of other equity instrument, change reasons and relevant accounting treatment basis:
Nil
Other explanation
Nil
55. Capital reserve
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
Other capital reserve 627,834,297.85 627,834,297.85
1. Debt restructuring
482,580,588.23 482,580,588.23
income
2. Other 145,253,709.62 145,253,709.62
Total 627,834,297.85 0.00 0.00 627,834,297.85
Other explanation, including changes and reasons for changes:
Among the other capital reserves, 135,840,297.18 Yuan refers to the payment for creditor from shares assignment
by whole shareholders; majority shareholder Guosheng Energy donated 5,390,399.74 Yuan.
56. Treasury stock
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
Total 0.00 0.00
Other explanation, including changes and reasons for changes:
Nil
57. Other comprehensive income
In RMB
Current amount
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
Total other comprehensive income 0.00 0.00 0.00
Other explanation, including the active part of the hedging gains/losses of cash flow transfer to initial recognization adjustment for
the arbitraged items:
Nil
58. Special reserves
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
Total 0.00 0.00
Other explanation, including changes and reasons for changes:
Nil
59. Surplus reserves
In RMB
Item Opening balance Increase during the year Decrease during the year Ending balance
Statutory surplus reserve 32,673,227.01 32,673,227.01
Total 32,673,227.01 0.00 0.00 32,673,227.01
Other explanation, including changes and reasons for changes:
Nil
60. Retained profit
In RMB
Item Current period Last period
Retained profit at period-end before adjustment -1,197,486,788.28 -1,200,090,425.75
Retained profit at period-begin after adjustment -1,197,486,788.28 -1,200,090,425.75
Add: net profit attributable to shareholders of
1,529,587.27 2,603,637.47
parent company for this year
Retained profit at period-end -1,195,957,201.01 -1,197,486,788.28
Adjustment for retained profit at period-begin:
1). Retroactive adjustment due to the Accounting Standards for Business Enterprise and relevant new regulations, retained profit at
period-begin has 0.00 Yuan affected;
2) Due to the accounting policy changes, retained profit at period-begin has 0.00 Yuan affected;
3) Due to the major accounting errors correction, retained profit at period-begin has 0.00 Yuan affected;
4) Consolidation range changed due to the same control, retained profit at period-begin has 0.00 Yuan affected;
5) Total other adjustment impacts 0.00 Yuan retained profit at period-begin
61. Operating income and operating cost
In RMB
Current amount Last amount
Item
Income Cost Income Cost
Main business 134,756,413.50 123,273,702.49 137,352,611.63 125,490,374.59
Other business 2,734,184.19 753,629.77 4,617,909.17 753,000.00
Total 137,490,597.69 124,027,332.26 141,970,520.80 126,243,374.59
62. Business tax and surcharge
In RMB
Item Current amount Last amount
Urban maintenance and construction tax 57,572.84 155,556.13
Educational surtax 41,123.44 110,350.91
Stamp tax 95,767.77 29,424.09
Business tax 29,766.85
Total 2,699.04
Total 197,163.09 325,097.98
Other explanation
Nil
63. Sales expense
In RMB
Item Current amount Last amount
Employee compensation 2,658,168.80 2,907,598.16
Market promotion costs 1,328,116.44 1,035,052.28
Business travel expenses 664,419.38 562,725.49
Lease fee 365,319.95 774,523.87
Business entertainment 161,991.56 118,182.35
Other 284,565.08 149,866.51
Total 5,462,581.21 5,547,948.66
Other explanation
Nil
64. Administration expense
In RMB
Item Current amount Last amount
Salary 3,766,752.91 2,757,930.58
Intermediary services charge 1,081,232.97 2,194,078.56
Daily management cost 592,685.47 526,004.34
Depreciation and amortization charges 302,594.49 227,325.32
Total 5,743,265.84 5,705,338.80
Other explanation
Nil
65. Financial expense
In RMB
Item Current amount Last amount
Interest income -233,170.32 -591,590.55
Exchange loss 0.09 -0.04
Commission charge etc. 23,600.57 14,344.63
Total -209,569.66 -577,245.96
Other explanation
Nil
66. Loss from Assets depreciation
In RMB
Item Current amount Last amount
I. Bad debt losses 454,042.30 465,863.40
II. Inventory falling price loss 46,225.94
Total 454,042.30 512,089.34
Other explanation
Nil
67. Changes in fair value gains
In RMB
Changes resources Current amount Last amount
Other explanation
Nil
68. Investment income
In RMB
Item Current amount Last amount
Other explanation
Nil
69. Gains from assets disposal
In RMB
Sources Current amount Last amount
Gains from fixed assets disposal -2,464.81 -11,450.00
70. Other income
In RMB
Sources Current amount Last amount
71. Non-operating revenue
In RMB
Amount reckoned into
Item Current amount Last amount non-recurring gains/losses in
the Year
Other 4,629,029.13 4,421,353.01
Total 4,629,029.13 4,421,353.01
Government grants reckoned into current gains/losses:
In RMB
Impact Assets
Granting Cause of Special Amount in Amount last
Item Nature current profit related/incom
subject distribution benefit (Y/N) the period period
(Y/N) e related
Total -- -- -- -- -- 0.00 0.00 --
Other explanation
Non-operation revenue last period mainly due to the rental revenue settle with the custodian, that is 2,731,336.54 Yuan and
compensation of 1,086,507.70 Yuan;
Non-operation revenue in current period mainly due to the rental revenue settle with the custodian, that is 2,866,994.16 Yuan and
compensation of 1,086,507.70 Yuan;
72. Non-operating expenditure
In RMB
Amount reckoned into
Item Current amount Last amount non-recurring gains/losses in
the Year
Amercement outlay 800.00
Other 4,346,683.24 3,825,632.24
Total 4,347,483.24 3,825,632.24
Other explanation
In the period and last period, the operation assets for assets to be disposed are not allocated by management, relevant maintenance
and management costs are paid by the revenue and loss compensation income from assets leasing (the assets to be disposed),
reckoned into non-operating expenditure
73. Income tax expense
(1) Income tax expense
In RMB
Item Current amount Last amount
Current income tax 612,336.68 1,462,738.41
Deferred income tax -96,632.42 -556,129.98
Total 515,704.26 906,608.43
(2) Adjustment on accounting profit and income tax expenses
In RMB
Item Current amount
Total profit 2,094,863.73
Income tax measured by statutory/applicable tax rate 523,715.93
Impact on cost, expenses and losses that unable to deducted 51,988.22
Effect of deductible losses of deferred tax assets unconfirmed at
-76,878.06
the earlier stage of use
Impact on deductible temporary differences or losses deductible
16,878.17
which was un-recognized as deferred income tax assets
income tax expenses 515,704.26
Other explanation
Nil
74. Other comprehensive income
Found more in Note 57.
75. Items of cash flow statement
(1) Other cash received in relation to operation activities
In RMB
Item Current amount Last amount
Interest and Rent and utilities etc. 4,994,903.73 5,637,460.42
Restitution of judicial auction 9,444,737.00
Other Current money 508,907.16 1,326,845.37
Total 14,948,547.89 6,964,305.79
Explanation on other cash received in relation to operation activities:
Nil
(2) Other cash paid in relation to operation activities
In RMB
Item Current amount Last amount
Management phase expenses as listing
charge, agency fee and three Meetings 7,955,537.16 5,852,380.76
operations expenses and office expenses
Rent and property fee and maintenance fee 4,122,077.60 3,156,370.65
Market sales phase expenses as
1,886,340.09 1,485,218.63
advertisement promoted
Deposit and Margin paid 219,550.24 429,208.00
Utilities 636,351.99 392,514.84
Total 14,819,857.08 11,315,692.88
Explanation on other cash paid in relation to operation activities:
Nil
(3) Cash received from other investment activities
In RMB
Item Current amount Last amount
Explanation on cash received from other investment activities:
Nil
(4) Cash paid related with investment activities
In RMB
Item Current amount Last amount
Explanation on cash paid related with investment activities
Nil
(5) Other cash received in relation to financing activities
In RMB
Item Current amount Last amount
Performance bond for privately placement 8,000,000.00
Total 8,000,000.00
Explanation on other cash received in relation to financing activities:
(6) Cash paid related with financing activities
In RMB
Item Current amount Last amount
8,808,378.06 0.00
Total 8,808,378.06
Explanation on cash paid related with financing activities:
76. Supplementary information to statement of cash flow
(1) Supplementary information to statement of cash flow
In RMB
Supplementary information Current Period Last Period
1. Net profit adjusted to cash flow of
-- --
operation activities:
Net profit 1,579,159.47 3,891,579.73
Add: Assets impairment provision 454,042.30 512,089.34
Depreciation of fixed assets, consumption of
oil assets and depreciation of productive 302,594.49 227,325.32
biology assets
Amortization of intangible assets 753,000.00 753,000.00
Loss from disposal of fixed assets, intangible
assets and other long-term assets(gain is 2,464.81 11,450.00
listed with “-”)
Financial expense(gain listed with “-”) 0.09 -0.04
Decrease of deferred income tax
-96,632.42 -556,129.98
asset( (increase is listed with “-”)
Decrease of inventory (increase is listed with
341,265.63 892,581.48
“-”)
Decrease of operating receivable accounts
-16,740,831.68 -9,425,050.86
(increase is listed with “-”)
Increase of operating payable accounts
9,973,358.91 4,327,601.02
(decrease is listed with “-”)
Net cash flow arising from operating
-3,431,578.40 634,446.01
activities
2. Material investment and financing not
-- --
involved in cash flow
3. Net change of cash and cash equivalents: -- --
Balance of cash at period end 19,177,276.18 24,015,287.71
Less: Balance of cash at year-begin 24,015,287.71 26,752,065.66
Net increasing of cash and cash equivalents -4,838,011.53 -2,736,777.95
(2) Net cash paid for obtaining subsidiary in the Period
In RMB
Amount
Including: --
Including: --
Including: --
Other explanation
(3) Net cash received by disposing subsidiary in the Period
In RMB
Amount
Including: --
Including: --
Including: --
Other explanation：Nil
(4) Constitution of cash and cash equivalent:
In RMB
Item Ending balance Opening balance
Ⅰ. Cash 19,177,276.18 24,015,287.71
Including: Cash on hand 100,034.87 132,652.06
Bank deposit available for payment at
18,837,402.11 23,768,774.82
any time
Other monetary fund available for
239,839.20 113,860.83
payment at any time
Ⅲ. Balance of cash and cash equivalent at
19,177,276.18 24,015,287.71
period-end
Other explanation
Nil
77. Notes of changes of owners’ equity
Explain the name and adjusted amount in “Other” at end of last period:
Nil
78. Assets with ownership or use right restricted
In RMB
Item Ending book value Restriction reasons
Cash deposit of 8,808,378.06 Yuan for
Monetary fund 8,808,378.06
bank acceptance
Total 8,808,378.06 --
Other explanation
Nil
79. Foreign currency monetary items
(1) Foreign currency monetary items
In RMB
Ending foreign currency
Item Convert rate Ending RMB balance converted
balance
Other explanation
(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
80. Hedging
Disclosed hedging items and relevant hedging instrument based on hedging’s category, disclosed qualitative and quantitative
information for the arbitrage risks:
Nil
81. Other
Nil
VIII. Changes of consolidation range
1. Enterprise combined under different control
(1) Enterprise combined under different control in the Period
In RMB
Income of Net profit of
Standard to
Time point Cost of Ratio of Acquired acquiree from acquiree from
Purchasing determine the
Acquiree for equity equity equity way Equity purchasing purchasing
date purchasing
obtained obtained obtained obtained way date to date to
date
period-end period-end
Other explanation
Nil
(2) Combination cost and goodwill
In RMB
Combination cost
Determination method for fair value of the combination cost and contingent consideration and changes:
Nil
Main reasons for large goodwill resulted:
Nil
Other explanation
Nil
(3) Identifiable assets and liability on purchasing date under the acquiree
In RMB
Fair value on purchasing date Book value on purchasing date
Determination method for fair value of the identifiable assets and liabilities:
Nil
Contingent liability of the acquiree bear during combination:
Nil
Other explanation
Nil
(4) Gains or losses arising from re-measured by fair value for the equity held before purchasing date
Whether it is a business combination realized by two or more transactions of exchange and a transaction of obtained control rights in
the Period or not
□Yes √No
(5) On purchasing date or period-end of the combination, combination consideration or fair value of
identifiable assets and liability for the acquiree are un-able to confirm rationally
Nil
(6) Other explanation
Nil
2. Enterprise combined under the same control
(1) Enterprise combined under the same control in the Period
In RMB
Income of the Net profit of
combined the combined
Income of the Net profit of
party from party from
Basis of Standard to combined the combined
Equity ratio period-begin period-begin
combined Combination determine the party during party during
Acquiree obtained in of of
under the date combination the the
combination combination combination
same control date comparison comparison
to the to the
period period
combination combination
date date
Other explanation
Nil
(2) Combination cost
In RMB
Combination cost
Explanation on contingent consideration and its changes:
Nil
Other explanation
Nil
(3) Assets and liability of the combined party on combination date
In RMB
On purchasing date At end of last period
Contingent liability of the combined party bear during combination:
Nil
Other explanation
Nil
3. Counter purchase
Basic transaction information, basis of counter purchase, whether making up business due to the assets and liability reserved by listed
company and basis, determination of combination cost, amount and calculation on adjusted equity by equity transaction
Nil
4. Subsidiary disposal
Whether lost controlling rights while dispose subsidiary on one time or not
□ Yes √ No
Whether lost controlling rights in the Period while dispose subsidiary on two or more steps or not
□ Yes √ No
5. Other reasons for consolidation range changed
Reasons for changed on consolidation range (such as new subsidiary established, subsidiary liquidated etc.)And relevant information
Nil
6. Other
During the reporting period, there is no change in the scope of consolidation.
IX. Equity in other entity
1. Equity in subsidiary
(1) Constitute of enterprise group
Main operation Share-holding ratio
Subsidiary Registered place Business nature Acquired way
place Directly Indirectly
Shenzhen
Emmelle Bicycle and spare
Shenzhen Shenzhen 70.00% Investment
Industrial Co., parts distribution
Ltd.
Explanation on share-holding ratio in subsidiary different from ratio of voting right:
Nil
Basis for controlling the invested entity with half or below voting rights held and without controlling invested entity but with over
half and over voting rights
Nil
Controlling basis for the structuring entity included in consolidated range
Nil
Basis on determining to be an agent or consignor:
Nil
Other explanation
Nil
(2) Important non-wholly-owned subsidiary
In RMB
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
Shenzhen Emmelle
30.00% 49,572.20 2,962,699.67
Industrial Co., Ltd.
Explanation on share-holding ratio of minority different from ratio of voting right:
Nil
Other explanation
Nil
(3) Main finance of the important non-wholly-owned subsidiary
In RMB
Ending balance Opening balance
Subsidia Non-curr Non-curr Non-curr Non-curr
Current Total Current Total Current Total Current Total
ry ent ent ent ent
assets assets liability liability assets assets liability liability
assets liability assets liability
Shenzhe
n
Emmelle 31,672,2 1,373,48 33,045,7 23,170,0 23,170,0 42,841,4 845,466. 43,686,9 33,976,5 33,976,5
Industria 52.96 1.42 34.38 68.81 68.81 78.93 81 45.74 20.84 20.84
l Co.,
Ltd.
In RMB
Current amount Last amount
Total Cash flow Total Cash flow
Subsidiary Operation Operation
Net profit comprehensi from Net profit comprehensi from
Income Income
ve income operation ve income operation
activity activity
Shenzhen
Emmelle 116,393,660. 141,970,520.
165,240.67 165,240.67 -9,704,911.00 4,293,140.88 4,293,140.88 -2,680,262.15
Industrial 87 80
Co., Ltd.
Other explanation
Nil
(4) Major restriction on using corporate assets and liquidate corporate debts
Nil
(5) Financial or other supporting provided to structuring entity that included in consolidated financial
statement
Nil
Other explanation
Nil
2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights
(1) Owners equity shares changed in subsidiary
Nil
(2) Impact on minority’s interest and owners’ equity attributable to parent company
In RMB
Other explanation
Nil
3. Equity in joint venture and cooperative enterprise
(1) Important joint venture and cooperative enterprise
Share-holding ratio Accounting
treatment on
Main operation investment for
Name Registered place Business nature
place Directly Indirectly joint venture and
cooperative
enterprise
Share-holding ratio or shares enjoyed different from voting right ratio:
Nil
Basis of the voting rights with 20% below but with major influence, or without major influence but with over 20% (20% included)
voting rights hold:
Nil
(2) Main financial information of the important joint venture
In RMB
Ending balance /Current amount Opening balance /Last amount
Other explanation
Nil
(3) Main financial information of the important cooperative enterprise
In RMB
Ending balance /Current amount Opening balance /Last amount
Other explanation
Nil
(4) Financial summary for un-important joint venture or cooperative enterprise
In RMB
Ending balance /Current amount Opening balance /Last amount
Joint venture -- --
Total numbers measured by share-holding
-- --
ratio
Cooperative enterprise -- --
Total numbers measured by share-holding
-- --
ratio
Other explanation
Nil
(5) Assets transfer ability has major restriction from joint venture or cooperative enterprise
Nil
(6) Excess losses from joint venture or cooperative enterprise
In RMB
Un-confirmed losses not
Cumulative un-confirmed Cumulative un-confirmed
Name recognized in the Period (or net
losses losses at period-end
profit enjoyed in the Period)
Other explanation
Nil
(7) Un-confirmed commitment with investment concerned with joint venture
Nil
(8) Contingent liability with investment concerned with joint venture or cooperative enterprise
Nil
4. Co-runs operation
Share-holding ratio/ share enjoyed
Name Main operation place Registered place Business nature
Directly Indirectly
Share-holding ratio or shares enjoyed different from voting right ratio:
Nil
If the co-runs entity is the separate entity, basis of the co-runs classification
Nil
Other explanation
Nil
5. Equity in structuring entity that excluding in the consolidated financial statement
Relevant explanation
Nil
6. Other
Nil
X. Risk related with financial instrument
The major financial instruments of the Company consist of monetary funds, trade receivables, other receivables,
trade payables, other payables, etc. details of these financial instruments are disclosed in the relevant notes. Risks
relating to these financial instruments and risk management policies adopted by the Company to minimize these
risks are detailed as follows. Management of the Company manages and monitors the risk exposures, to make sure
they are under control.
1. Risk management targets and policies
The objectives of the Company’s risk management is to balance the risk and income, reduce the negative risk
impact of operating performance to the lowest level, maximize the interests of shareholders and other equity
investors. Based on these objectives, the Company has established risk management policies to identify and
analyze the risks faced by the Company, set adequate risk acceptable level and designed relevant internal control
system to monitor the level of risks. The Company regularly reviews these policies and related internal control
system to adapt to market development and change of operating activities of the Company. The major risks arising
from the Company’s financial instruments are credit risk and liquidity risk.
(1)Credit risk
Credit risk represents the risk of financial loss suffered by a party to a financial instrument due to failure of
performance obligation of another party.
Credit risk of the Company is managed by category. Credit risk mainly arises from bank deposits and trade
receivables. Since the bank deposits of the Company are mainly placed with those banks of high credit rating, the
Company expects no significant credit risk on bank deposits.
As for trade receivables, the Company establishes relevant policies to control credit risk exposure. The Company,
based on financial position of debtors, their credit records, market conditions and other factors, makes assessment
on debtors’ credit quality and sets relevant limit on amount of debt and credit term. The maximum credit risk
exposure assumed by the Company equals to the sum of carrying value of every financial asset in the balance
sheet. The Company provides no guarantee that may lead it to be exposed to credit risks.
(2)Liquidity risk
Liquidity risk refers to the risk of capital shortage of the Company when performing settlement obligation via
delivery of cash or other financial assets.
When managing liquidity risk, the Company maintains and monitors such cash and cash equivalents as deemed
adequate by the management, so as to satisfy its operation needs and minimize influence of fluctuation of cash
flow. Management of the Company monitors application of bank borrowings to make sure it complies with
relevant borrowing agreements.
2. Capital management
The capital management policy of the Company is designed to ensure sustainable operation Of the Company so as
to bring shareholders return and benefit other stakeholders, and to minimize capital cost by maintaining optimal
capital structure.
In order to maintain and adjust capital structure, the Company may adjust share dividend paid to shareholders or
issue new shares.
The Company monitors capital structure based on gearing ratio (total liabilities divided by total assets). As at 31
December 2017, the gearing ratio of the Company was 74.36% (31 December 2016: 68.05%)
XI. Disclosure of fair value
1. Ending fair value of the assets and liabilities measured by fair value
In RMB
Ending fair value
Item
First-order Second-order Third-order Total
I. Sustaining measured by
-- -- -- --
fair value
II. Non-sustaining
-- -- -- --
measured by fair value
2. Recognized basis for the market price sustaining and non-persistent measured by fair value on
first-order
Nil
3. Valuation technique and qualitative and quantitative information on major parameters for the fair value
measure sustaining and non-persistent on second-order
Nil
4. Valuation technique and qualitative and quantitative information on major parameters for the fair value
measure sustaining and non-persistent on third-order
Nil
5. Adjustment information and sensitivity analysis of unobservable parameters for the fair value measure
sustaining and non-persistent on third-order
Nil
6. Sustaining items measured by fair value, as for the conversion between at all levels, reasons for
conversion and policy for conversion time point
Nil
7. Changes of valuation technique in the Period
Nil
8. Financial assets and liability not measured by fair value
Nil
9. Other
Nil
XII. Related party and related transactions
1. Parent company of the enterprise
Share-holding ratio
Voting right ratio on
Parent company Registration place Business nature Registered capital on the enterprise for
the enterprise
parent company
Explanation on parent company of the enterprise
The Company has no parent company so far
Ultimate controller of the Company: nil
Other explanation:
During the period, controlling shareholder and actual controller of the Company have changed on 20 Feburary 2017. Before changed,
the first majority shareholder of the Company was Shenzhen Guosheng Energy Investment Developmetn Co., Ltd., actual controller
was Mr. Ji Hanfei; the Company has no actual controller and controlling shareholder after changed. Found more in the Annual
Report 2016 released on 27 April 2017 and “Reply on Surveillance Attention Letter on CBC from Shenzhen Stock Exchange”
released on 26 May 2017
2. Subsidiary of the Enterprise
Found more in Note IX-1
3. Cooperative enterprise and joint venture
Found more in Note IX-3
Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in pervious
period
Name Relationship
Other explanation
Nil
4. Other related party
Other related party Relationship with the Enterprise
Shenzhen Guosheng Energy Investment Development Co., Ltd. The first majority shareholder
Other explanation
Shenzhen Guosheng Energy Investment Development Co., Ltd. holds 11.52% shares
5. Related transaction
(1) Goods purchasing, labor service providing and receiving
Goods purchasing/labor service receiving
In RMB
Approved transaction Whether more than
Related party Content Current amount Last amount
amount the transaction amount
Goods sold/labor service providing
In RMB
Related party Content Current amount Last amount
Explanation on goods purchasing, labor service providing and receiving
Nil
(2) Related trusteeship/contract and delegated administration/outsourcing
Trusteeship/contract
In RMB
Income from
Client/ Entrusting party/ Yield pricing
Assets type Starting date Maturity date trusteeship/contra
contract-out party contractor basis
ct
Explanation on related trusteeship/contract
Nil
Delegated administration/outsourcing
In RMB
Pricing basis of trustee
Client/
Entrusting party/ trustee fee/outsourcing
contract-out Assets type Starting date Maturity date
contractor fee/outsourcing fee recognized in
party
fee the Period
Explanation on related administration/outsourcing
Nil
(3) Related lease
As a lessor for the Company:
In RMB
Lease income in recognized in Lease income in recognized last
Lessee Assets type
the Period the Period
As a lessee for the Company:
In RMB
Lease income in recognized in Lease income in recognized last
Lessor Assets type
the Period the Period
Explanation on related lease
Nil
(4) Related guarantee
As a guarantor for the Company
In RMB
Guarantee completed
Secured party Amount guarantee Starting date Maturity date
(Y/N)
As a secured party for the Company
In RMB
Guarantee completed
Guarantor Amount guarantee Starting date Maturity date
(Y/N)
Explanation on related guarantee
Nil
(5) Borrowed funds of related party
In RMB
Related party Borrowed funds Starting date Maturity date Note
Borrowing
Lending
(6) Assets transfer and debt restructuring of related party
In RMB
Related party Transaction content Current amount Last amount
(7) Remuneration of key manager
In RMB
Item Current amount Last amount
Remuneration of key manager 1,880,143.00 1,556,687.00
(8) Other related transactions
Nil
6. Receivable/payable items of related parties
(1) Receivable item
In RMB
Ending balance Opening balance
Item Related party
Book balance Bad debt provision Book balance Bad debt provision
(2) Payable item
In RMB
Item Related party Ending book balance Opening book balance
Shenzhen Guosheng Energy
Other account payable Investment Development Co., 6,500,000.00 6,500,000.00
Ltd.
7. Commitments of related party
Nil
8. Other
Nil
XIII. Share-based payment
1. General share-based payment
□ Applicable √ Not applicable
2. Share-based payment settled by equity
□ Applicable √ Not applicable
3. Share-based payment settled by cash
□ Applicable √ Not applicable
4. Revised and termination on share-based payment
Nil
5. Other
Nil
XIV. Commitment or contingency
1. Important commitments
Important commitments in balance sheet date
Nil
2. Contingency
(1) Contingency on balance sheet date
Nil
(2) For the important contingency not necessary to disclosed by the Company, explained reasons
The Company has no important contingency that need to disclosed
3. Other
Nil
XV. Events after balance sheet date
1. Important non-adjustment items
In RMB
Impact on financial status and Reasons on un-able to estimated
Item Content
operation results the impact number
2. Profit distribution
In RMB
3. Sales return
Nil
4. Other events after balance sheet date
Nil
XVI. Other important events
1. Previous accounting errors collection
(1) Retrospective restatement
In RMB
Impact items of statement
Content Treatment procedures Cumulative impacted number
during a comparison
(2) Prospective application
Reasons for prospective application
Accounting error correction Approval procedures
adopted
2. Debt restructuring
Nil
3. Assets replacement
(1) Non-monetary assets change
Nil
(2) Other assets replacement
Nil
4. Pension plan
Nil
5. Discontinued operations
In RMB
Discontinued
operations profit
Income tax
Item Revenue Expenses Total profit Net profit attributable to
expenses
owners of parent
company
Other explanation
Nil
6. Segment
(1) Recognition basis and accounting policy for reportable segment
Nil
(2) Financial information for reportable segment
In RMB
Item Offset between segments Total
(3) The Company has no reportable segments, or unable to disclose total assts and total liability for
reportable segments, explain reasons
Nil
(4) Other explanation
Nil
7. Major transaction and events makes influence on investor’s decision
Nil
8. Other
1. Instructions for continuing operations
On 11 May 2012, the largest shareholder and biggest creditor of the Company, Shenzhen Guosheng Energy
Investment and Development Co., Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming
the Company as the Company couldn’t pay off the matured debts and was seriously insolvent. On 12 October
2012, Shenzhen Municipal Intermediate People's Court ruled to accept the application proposed by Guosheng
Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil ruling. In late October, 2012,
Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25 October 2012 according
to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling, appointed King & Wood (Shenzhen)
Mallesons and Shenzhen ZhengYuan Liquidation Affairs Co., Ltd. as the custodians of the Company.
Subsequently, Shenzhen Municipal Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi
No. 30-1 written decision, and approved the Company to manage property and business affairs by itself under the
supervision of custodians according to the law. On 5 November 2013, the Shenzhen Intermediate People’s Court
(2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the reorganization plan of the
Company. On 27 December 2013, the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012) Shen
Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of
the Company closed down.
The Company has solved the debt problem by reforming, realized the net assets with positive value, the main
business of bicycle is able to be maintained and realizes the stable development. The Company has set up the
conditions for introducing the recombination party in the reforming plan, and expects to restore the abilities of
sustainable operation and sustained profitability by reorganization. The conditions of introducing the
recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan, the net assets
in the same year for implementing the major reorganization should be no less than 200 million Yuan. The
Company doesn’t have the recombination party at the moment.
2. Non-public placement for year of 2016
In July 2016, the Company started to plan a non-public issue of shares with proceeds to be utilized to acquire
material assets. The Plan on Non-public Issue of A shares in 2016 was considered and approved by the Board of
the Company. Based on the due diligence, audit, assessment and business negation with intermediates, taking into
account the conditions of capital market and actual conditions of the Company, the Board of the Company
considered and approved the Proposal Relating to Adjusting the Plan of non-public of A Shares, the Explanation
on non-public of A-shares for year of 2016 Amendment, the Plan on Non-public Issue of A shares in 2016
(amended), the Plan on Non-public Issue of A shares in 2016 (Second Amended) and Plan on Non-public Issue of
A shares in 2016 (Third Amended) from February 2017 to February 2018. According to the three revised drafts,
the number of non-public offering of shares should not exceed 110,269,586 shares, and the total amount of funds
raised should not exceed 750 million Yuan. The issuing objects of this non-public offering include four specific
investors which are Ruian Information, Zhisheng High-tech, Wansheng Industry and Beier High-tech. The
subscription amount of Ruian Information does not exceed 250 million Yuan, and the number of subscribed
shares does not exceed 36,756,529 shares; the subscription amount of Zhisheng High-tech does not exceed 200
million Yuan, and the number of subscribed shares does not exceed 29,405,223 shares; the subscription amount of
Wansheng Industry and Beier High-tech respectively does not exceed 150 million Yuan, and the number of
subscribed shares does not exceed 22,053,917 shares respectively. See details on the announcement issued by the
board of directors of the company.
As of the approval date of the financial statement, the company convened the first extraordinary general meeting
of 2018 on February 13, 2018 which reviewed and passed the Proposal on Plan on Non-public Issue of A shares in
2016 (Third Amended), etc.
XVII. Principle notes of financial statements of parent company
1. Accounts receivable
(1) Category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Types Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Account receivable
withdrawal bad debt
17,733,8 53,201.5 17,680,66
provision by group of 100.00% 0.30%
64.75 9 3.16
credit risk
characteristics
17,733,8 53,201.5 17,680,66
Total 100.00% 0.30%
64.75 9 3.16
Receivable with single significant amount and withdrawal bad debt provision separately at end of period:
□ Applicable √ Not applicable
In combination, accounts receivable whose bad debts provision was accrued by age analysis:
√ Applicable □ Not applicable
In RMB
Ending balance
Age
Account receivable Bad debt provision Accrual ratio
Within one year
Subtotal within one year 17,733,864.75 53,201.59 0.30%
Total 17,733,864.75 53,201.59 0.30%
Explanation on combination determines:
According to the business scale, business nature, and customers’ settlement, etc., the account receivable with single significant
amount is determined to be RMB 5 million. The account receivable with single significant amount has no depreciation reserve, and
the reserve for bad debt provision is withdrawn with age analysis method.
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
Bad debt provision accrual was 53,201.59 Yuan; the amount collected or switches back amounting to 0.00 Yuan.
Important bad debt provision collected or switch back:
In RMB
Company Collected or switch back amount Collection way
Total 0.00 --
Nil
(3) Account receivable actual charge off in the Period
In RMB
Item Amount written off
Written-off for the major receivable:
In RMB
Verification Arising from related
Company Nature Amount written off Reason for write-off
procedures transaction (Y/N)
Total -- 0.00 -- -- --
Explanation for write-off of receivables:
Nil
(4) Top 5 receivables at ending balance by arrears party
Bad debt Ratio in total
Relationship with
Item Amount Account age provision receivables Nature
the company
(%)
Shenzhen Boyineng Technology Unrelated party 6,786,172.55 Within one 20,358.52 38.27 Paymen
Co., Ltd. year t for
goods
Shenzhen Weiterui Energy Unrelated party 5,491,122.12 Within one 16,473.36 30.96 Paymen
Technology Co., Ltd. year t for
goods
Shenzhen Jiahaosong Unrelated party 4,646,570.08 Within one 13,939.71 26.20 Paymen
Technology Co., Ltd. year t for
goods
Dongguan Jinsui Energy Unrelated party 810,000.00 Within one 2,430.00 4.57 Paymen
Technology Co., Ltd. year t for
goods
Total 17,733,864.75 53,201.59 100.00
(5) Receivable derecognition due to transfer of financial assets
Nil
(6) Assets and liability resulted by receivable transfer and continuous involvement
Nil
Other explanation
Nil
2. Other accounts receivable
(1) Other accounts receivable by category
In RMB
Ending balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Category Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 9,113,6 9,113,689.7
97.32%
and withdrawal bad 89.74 4
debt provision for
single item
Other receivables
with bad debt 251,350. 250,595.9 251,150
89.34% 754.05 0.30% 2.68% 753.45 0.30% 250,396.55
provision accrual by 00 5 .00
credit portfolio
Other account
receivable with
individual minor
29,980.4
amount but 10.66% 29,980.42
2
withdrawal bad debt
provision
independently
281,330. 280,576.3 9,364,8 9,364,086.2
Total 100.00% 754.05 0.27% 100.00% 753.45 0.30%
42 7 39.74 9
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
Ending balance
Age
Other receivable bad debts provision Accrual ratio
Within one year
Subtotal within one year 200.00 0.60 0.30%
1-2 years 68,388.00 205.16 0.30%
2-3 years 182,762.00 548.29 0.30%
Total 251,350.00 754.05 0.30%
Explanations on combination determine:
According to the business scale, business nature, and customers’ settlement, etc., the other account receivable with single big amount
is determined to be RMB 5 million. The other account receivable with single big amount has no depreciation reserve, and the reserve
for bad debt provision is withdrawn with age analysis method.
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 0.60 Yuan; the amount collected or switches back amounting to 196.09 Yuan.
Important bad debt provision collected or switch back:
In RMB
Company Amount reversal or collected Collection way
Nil
(3) Other receivables actually written-off during the reporting period
In RMB
Item Amount written off
Written-off for the major other receivable:
In RMB
Nature of other Verification Arising from related
Company Amount written off Reason for write-off
receivables procedures transaction (Y/N)
Explanation for write-off of other receivables:
Nil
(4) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Intercourse funds 29,980.42 9,113,689.74
Margin or deposit 239,950.00 239,750.00
Equipment money 11,400.00 11,400.00
Total 281,330.42 9,364,839.74
(5) Top 5 other receivables at ending balance by arrears party
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Age balance of other
bad bet provision
receivables
Shenzhen Material
Unrelated party 135,723.00 2-3 years 48.24% 407.17
Group Co., Ltd.
Shenzhen Anjingheng
Unrelated party 90,100.00 2-3 years 32.03% 270.30
Industrial Co., Ltd.
Shenzhen Emmelle
Related party 29,980.42 Within one year 10.66%
Industrial Co., Ltd.
Shenzhen Baifanghe
Unrelated party 13,627.00 2-3 years 4.84% 40.88
Property Co., Ltd.
Shenzhen Hongkang
Instrument Unrelated party 11,400.00 1-2 years 4.05% 34.20
Technology Co., Ltd.
Total -- 280,830.42 -- 99.82% 752.55
(6) Account receivable with government grants involved
In RMB
Time, amount and basis
Company Item Ending balance Ending age of amount collection
estimated
Total -- 0.00 -- --
Nil
(7) Other account receivable derecognition due to financial assets transfer
Nil
(8) Assets and liability resulted by other account receivable transfer and continuous involvement
Nil
Other explanation
Nil
3. Long-term equity investment
In RMB
Ending balance Opening balance
Item
Book balance Impairment Book value Book balance Impairment Book value
Investment for
1,400,000.00 1,389,620.27 10,379.73 1,400,000.00 1,389,620.27 10,379.73
subsidiary
Total 1,400,000.00 1,389,620.27 10,379.73 1,400,000.00 1,389,620.27 10,379.73
(1) Investment for subsidiary
In RMB
Ending balance of
Increase during Decrease during Impairment
The invested entity Opening balance Ending balance impairment
the year the year accrual
provision
Shenzhen
Emmelle Industrial 1,400,000.00 0.00 0.00 1,400,000.00 0.00 1,389,620.27
Co., Ltd.
Total 1,400,000.00 0.00 0.00 1,400,000.00 0.00 1,389,620.27
(2) Investment for associates and joint venture
In RMB
+,-
Ending
Other Cash
Investme balance
Additiona comprehe dividend
Opening nt gains Other Ending of
Company l Capital nsive or profit Impairme
balance recognize equity Other balance impairme
investmen reduction income announce nt accrual
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
II. Associated enterprise
Subtotal 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Total 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
(3) Other explanation
Nil
4. Operating income and cost
In RMB
Current amount Last amount
Item
Income Cost Income Cost
Main business 22,338,842.47 19,253,017.11
Other business 2,166,747.83 759,358.98 3,098,499.93 841,722.06
Total 24,505,590.30 20,012,376.09 3,098,499.93 841,722.06
Other explanation
Nil
5. Investment gains
In RMB
Item Current amount Last amount
6. Other
Nil
XVIII. Supplementary Information
1. Current non-recurring gains/losses
√ Applicable □ Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of
-2,464.81
non-current asset
Switch-back of the impairment for
receivables which have impairment test 278,664.18
independently
Other non-operating income and expenditure
281,545.89
except for the aforementioned items
Less: Impact on income tax 139,436.31
Impact on minority shareholders’ equity 78,422.18
Total 339,886.77 --
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
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE Diluted EPS
Basic EPS (RMB/Share)
(RMB/Share)
Net profits belong to common stock
10.11% 0.003 0.003
stockholders of the Company
Net profits belong to common stock
stockholders of the Company after
7.86% 0.002 0.002
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) Explain accounting difference over the accounting rules in and out of China; as for the difference
adjustment for data audited by foreign auditing organ, noted the name of such foreign organ
Nil
4. Other
Nil
Section XII. Documents available for reference
1. Accounting statement carrying the signatures and seals of the legal representative, person in charge of
accounting and person in charge of accounting organ.
2. Original audit report with seal of the accounting firm and signature and seal of CPAs.
3. Originals documents of the Company and manuscripts of public notices that disclosed in the newspaper
designated by CSRC in the report period.
4. English version of the Annual Report 2017
