深圳市特力(集团)股份有限公司 2016 年半年度报告全文
SHENZHEN TELLUS HOLDING CO., LTD
SEMI-ANNUAL REPORT 2016
August 2016
1
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Tellus Holding Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading
statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion
of the whole contents.
All directors are attended the Board Meeting for report deliberation.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either.
Lv Hang, principal of the Company, Yang Jianping, person in charger of
accounting works and Ke Wensheng, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of Semi-Annual
Report 2016 is authentic, accurate and complete.
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Content
Section I Important Notice, Contents and Paraphrase .................................................................. 2
Section II Company Profile ............................................................................................................... 5
Section III Accounting data and summary of finnaical indexes .................................................... 7
Section IV Report of the Board of Directors ................................................................................... 9
Section V Important Events ............................................................................................................ 24
Section VI Changes in shares and particular about shareholders............................................... 38
Section VII Preferred Stock………………………………………………………………………42
Section VIII Directors, Supervisors and Senior Executives ....................................................... 43
Section IX Financial Report ............................................................................................................ 44
Section X Documents Available for Reference ........................................................................... 158
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Paraphrase
Items Refers to Definition
CSRC Refers to China Securities Regulatory Commission
SZ Exchange Refers to Shenzhen Stock Exchange
Shenzhen Branch of China Securities Depository & Clearing
Shenzhen Branch of SD&C Refers to
Corporation Limited
Company, the Company, our Company, Tellus
Refers to Shenzhen Tellus Holding Co., Ltd.
Group
Reporting period, Current Period, the Year Refers to January – June of 2016
Auto Industrial and Trading Company Refers to Shenzhen Auto Industry and Trade Corporation
Zhongtian Company Refers to Shenzhen Zhongtian Industrial Co., Ltd.
Zung Fu Company Refers to Shenzhen Zung Fu Tellus Auto Service Co., Ltd.
Shenzhen SD Huari Automobile Enterprise Co.Limited and Shenzhen
Huari Company Refers to
Huari Toyota Auto-Sales Service Co., Ltd.
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section II Company profile
I. Company Profile
Short form for share Tellus-A, Tellus-B Code for share 000025 200025
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the Company 深圳市特力(集团)股份有限公司
Abbr. of Chinese name of the
深特力
Company(if applicable)
English name of the
Shenzhen Tellus Holding Co.,Ltd
Company(if applicable)
Legal Representative Lv Hang
II. Contact person and ways
Secretary of the Board Rep. of securities affairs
Name Qi Peng Sun Bolun
15/F, Zhonghe Building, Shennan Middle 15/F, Zhonghe Building, Shennan Middle
Contact adds.
Road, Futian District, Shenzhen Road, Futian District, Shenzhen
Tel. (0755)83989378 (0755)83989339
Fax. (0755)83989386 (0755)83989386
E-mail ir@tellus.cn ir@tellus.cn
III. Others
1. Way of contact
Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or
not
□ Applicable √ Not applicable
Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period,
found more details in Annual Report 2015
2. Information disclosure and preparation place
Whether information disclosure and preparation place changed in reporting period or not
□ Applicable √ Not applicable
The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation
place for semi-annual report have no change in reporting period, found more details in Annual Report 2015
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
3. Registration changes of the Company
Whether registration has changed in reporting period or not
□ Applicable √ Not applicable
Date/place for registration of the Company, registration number for enterprise legal license, number of taxation registration and
organization code have no change in reporting period, found more details in Annual Report 2015.
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section III. Accounting data and summary of financial indexes
I. 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
Increase/decrease in this
Current period Same period of last year
report y-o-y (%)
Operating revenue (RMB) 157,147,166.48 158,491,781.84 -0.85%
Net profit attributable to shareholders of
17,747,952.63 7,650,356.02 131.99%
the listed company(RMB)
Net profit attributable to shareholders of
the listed company after deducting 15,449,772.01 7,516,539.71 105.54%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
23,971,506.36 33,862,882.70 -29.21%
activities(RMB)
Basic earnings per share (RMB/Share) 0.0597 0.0296 101.69%
Diluted earnings per share (RMB/Share) 0.0597 0.0296 101.69%
Weighted average ROE 2.02% 1.49% 0.53%
Increase/decrease in this
End of current period End of last period report-end over that of last
period-end (%)
Total assets (RMB) 1,167,329,464.83 1,168,667,927.49 -0.11%
Net assets attributable to shareholder of
885,917,004.95 868,169,052.32 2.04%
listed company(RMB)
II. 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
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
The Company has no 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) in reporting 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 has no difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and
Chinese GAAP (Generally Accepted Accounting Principles) in reporting period
III. Items and amounts of extraordinary profit (gains)/loss
√Applicable □Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of non-current asset (including the
26,866.53
write-off that accrued for impairment of assets)
Profit and loss of assets delegation on others’ investment or
2,291,789.05 Earnings from financial products
management
Other non-operating income and expenditure except for the
12,649.53
aforementioned items
Impact on minority shareholders’ equity (post-tax) 33,124.49
Total 2,298,180.62 --
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
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section IV. Report of the Board of Directors
I. Introduction
The first half year of 2016, under the background of macro-economic environment continued depression, Tellus
achieved a favorable operation results by means of innovation thinking and open-sourcing and potential-tapping,
total profit and net profit attributable to parent company have a major growth from a year earlier. In first half year
of 2016, operation revenue achived 157.15 million Yuan with 1.34 million Yuan down compared with last
period’s 158.49 million Yuan, a 0.85% declined; total profit reached 18.57 million Yuan with 10.06 million Yuan
growth compared with last period’s 8.51 million Yuan, a growth of 118.21%; the net profit attributable to parent
company reached 17.75 million Yuan with 10.10 million Yuan growth compared with last period’s 7.65 million
Yuan, a growth of 131.99%. Main reasons of the above mentioned growth are as: the rental income and
investment income increased,the financial expenses declined.
On current profit of main business increased substantially, transition work of Tellus was carried out with the
utmost propriety and promoted actively.During the period, as entered the retail market of jewelry industry, the
Anhui Tellus Star Jewelry Investment Co., Ltd. was registered; the regional sourcing platform for the jewelry
market is working on a proactively way; as for the physical platform of jewelry, 1st pahse of Tellus Shuibei
Jewelry Building is in its stage of inviting outside investments. Tullus will continue to expand way of thinking in
second half year, to maintain steady development in order to completed vary economic indicators for the whole
year.
II. Main business analysis
Y-o-y changes of main financial data
In RMB
Current period Same period of last year Y-o-y increase/decrease Reasons for changes
Operation revenue 157,147,166.48 158,491,781.84 -0.85%
Operation cost 112,822,380.88 116,939,503.91 -3.52%
Owing to the changes of
calculation caliber,
Sales expenses 7,399,760.23 9,520,419.70 -22.27% a fraction of sales
expenses re-classify to
operation costs
The remuneration
Administrative expenses 20,805,027.12 16,780,916.30 23.98% expenses rise resulted by
the year-end awards
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
accrual by month
The interest expenditure
declined from a year
Financial cost 289,000.78 4,529,677.17 -93.62%
earlier due to loans
payment
Current income tax
declined due to the profit
decreased from a year
earlier by subsidiary
Zhongtain Company and
Auto Industrial and
Trading Company, profit
Income tax expense 597,869.12 1,200,717.31 -50.21%
growth resulted by the
increased of profit from
parent company, and
there was a undistributed
deficit for previous,
which shows no impact
on current income tax
Operational net cash
inflow increased resulted
by the selling of stock
Net cash flow arising
23,971,506.36 33,862,882.70 -29.21% vehicles at year-end by
from operation activities
Huari Toyota Company
at same period of last
year
Net cash flow arising More inflows on the
from investment 24,320,840.63 -332,753,974.96 bank capital preservation
activities products in the Period
Borrowing interests paid
to SDG in the Period; at
Net cash flow arising same period of last year,
-16,495,591.67 350,100,271.84 -104.71%
from financing activities target private placement
made the cash inflow
increased
Net increase of cash and
31,796,882.13 51,209,174.82 -37.91%
cash equivalent
Earnings from financial
products increased and
Investment earnings 5,100,570.96 624,390.10 716.89% affiliated company Zung
Fu Company earnings in
the Period
10
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Major changes on profit composition or profit resources in reporting period
□ Applicable √ Not applicable
No major changes on profit composition or profit resources occurred in reporting period
The future development and planning extended to reporting period that published in disclosure documents as prospectus, private
placing memorandum and recapitalize statement
□ Applicable √ Not applicable
No future development and planning extended to reporting period that published in disclosure documents as prospectus, private
placing memorandum and recapitalize statement
Review on the previous business plan and its progress during reporting period
The first half year of 2016, under the background of macro-economic environment continued depression, Tellus
achieved a favorable operation results by means of innovation thinking and open-sourcing and potential-tapping.
Revenue of property leasing have a sustainable growth, parts of the enterprise with deficits for a long-time have
reducing losses, total profit and net profit attributable to parent company have a major growth from a year earlier.
III. Constitution of main business
In RMB
Increase or Increase or Increase or
decrease of decrease of decrease of gross
Operating
Operating cost Gross profit ratio operating revenue operating cost profit ratio over
revenue
over same period over same period same period of
of last year of last year last year
According to industries
Auto sales 67,525,711.38 66,364,064.95 1.72% -13.40% -13.38% -0.02%
Auto inspection
and maintenance
26,625,898.24 20,799,253.76 21.88% 2.52% 8.95% -4.61%
and accessories
sales
Rental and
59,769,842.57 24,707,780.69 58.66% 17.60% 24.55% -2.31%
service
According to products
Auto sales 67,525,711.38 66,364,064.95 1.72% -13.40% -13.38% -0.02%
Auto inspection
and maintenance
26,625,898.24 20,799,253.76 21.88% 2.52% 8.95% -4.61%
and accessories
sales
Rental and
59,769,842.57 24,707,780.69 58.66% 17.60% 24.55% -2.31%
service
According to region
Shenzhen 153,921,452.19 111,871,099.40 27.32% -0.55% -3.18% 1.98%
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
IV. Core competitive-ness analysis
Shenzhen is the main gathering place of China's jewelry industry, Shuibei is the core gathering area of Shenzhen
jewelry industry, the company holds a large number of properties in Shuibei area, and has provided various stable
services for many leading enterprises in jewelry industry in Shenzhen and established good cooperative relations
with many jewelry enterprises over the years; the project of Tellus Jimeng Gold Jewelry Industrial Park located in
Shuibei core area has been listed as one of the 11 pilot projects in the transformation of old industrial zones of
Shenzhen City, the company shall become the largest owner of this industrial park through its wholly owned and
joint owned and associated enterprises. Currently all renovation projects in the industrial park have almost been
completed and will be put into use in 2016. The company can make use of leading enterprises in jewelry industry
that have strategic partnership with the company to gather the jewelry enterprises and attract talents to enter the
industrial park.
As a state-owned holding listed company, the company has good market credibility, and possesses diversified and
low-cost financing channels, by virtue of the identity of the third party jewelry operator, attracts distributors and
wholesalers by providing resources, financial services and capital operation to the jewelry manufacturers, and
builds regional channel platform and retail-end platform. Eventually created an ecological circle for Tellus jewelry
industry, therefore, the Company integration-systematization industry chain within the ecological circle by
gathering manufacturers, distributors, and terminal retailer resources on behalf of the comprehensive service
operators of jewelry industry, and bringing a preliminary influence on the industry’s upstream and downstream.
V. Investment analysis
1. Equity investment outside
(1) Investment outside
□ Applicable √ Not applicable
The Company has no investment outside in the Period
(2) Holding equity of financial enterprise
□ Applicable √ Not applicable
The Company has no equity of financial enterprise held in the Period
(3) Securities investment
□ Applicable √ Not applicable
The Company has no securities investment in the Period
(4)Explanation on equity of other listed company held
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
□ Applicable √ Not applicable
The Company had no equity of other listed company held in Period.
2. Trust financing, investment of derivatives and entrustment loan
(1) Trust financing
√ Applicable □ Not applicable
In ten thousand Yuan
Amount
of reserve
Principal for
Whether Actual
Related Trust Criterial actually devaluati Anticipat
related gains/loss
Name relationsh Type financing Start date End date for fixing collected on of ed
trade or es in
ip amount reward in the withdrawi income
not period
Period ng (if
applicable
)
Shenzhen
Huali Maturity
Preservati
Branch of of
on and 2015-10- 2016-01-
China N/A No 3,000 principal 3,000 0 26.3 26.3
income-g 16 16
Everbrigh and
uarantee
t Bank interest
Co., Ltd.
Shenzhen
Maturity
Tianan
of
Branch of Floating 2015-10- 2016-03-
N/A No 3,000 principal 3,000 0 56.61 56.61
Industrial proceeds 15 31
and
Bank Co.,
interest
Ltd.
Shenzhen
Maturity
Tianan
of
Branch of Floating 2015-10- 2016-04-
N/A No 5,000 principal 5,000 0 92.05 92.05
Industrial proceeds 29 14
and
Bank Co.,
interest
Ltd.
Shenzhen Maturity
Branch of of
Floating 2015-11- 2016-02-
China N/A No 3,000 principal 3,000 0 24.21 24.21
proceeds 23 16
CITIC and
Bank interest
13
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Corporati
on
Limited
Shenzhen
Huali
Preservati
Branch of
on and 2015-11- 2016-2-1 Contract
China N/A No 3,000 3,000 0 24.03 24.03
income-g 13 3 assumpsit
Everbrigh
uarantee
t Bank
Co., Ltd.
Sales
Maturity
departme
of
nt of Floating 2015-11- Due on Uncertain
N/A No 1,000 principal 0 0 0
Shenzhen proceeds 18 demand ty
and
Branch of
interest
JSBC
Sales
Maturity
departme
of
nt of Floating 2015-12- Due on Uncertain
N/A No 3,000 principal 1,000 0 11.93
Shenzhen proceeds 18 demand ty
and
Branch of
interest
JSBC
Shenzhen
Huali Maturity
Branch of of
Floating 2016-01- 2016-04-
China N/A No 3,000 principal 3,000 0 23.65 23.65
proceeds 18 18
Everbrigh and
t Bank interest
Co., Ltd.
Shenzhen
Maturity
Branch of
of
China Floating 2016-02- 2016-05-
N/A No 3,000 principal 3,000 0 23.65 23.65
Everbrigh proceeds 15 15
and
t Bank
interest
Co., LTd.
Shenzhen
Branch of Maturity
China of
Floating 2016-02- 2016-06-
CITIC N/A No 3,000 principal 3,000 0 24.32 24.32
proceeds 26 02
Bank and
Corporati interest
on
14
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Limited
Shenzhen
Maturity
Tianan
of
Branch of Floating 2016-03- 2016-09-
N/A No 3,000 principal 0 0 49.71 0
Industrial proceeds 31 14
and
Bank Co.,
interest
Ltd.
Shenzhen
Huali Maturity
Preservati
Branch of of
on and 2016-05- 2016-08-
China N/A No 2,000 principal 0 0 15.75 0
income-g 20 20
Everbrigh and
uarantee
t Bank interest
Co., Ltd.
Shenzhen
Huali Maturity
Preservati
Branch of of
on and 2016-05- 2016-07-
China N/A No 2,000 principal 0 0 10.02 0
income-g 20 20
Everbrigh and
uarantee
t Bank interest
Co., Ltd.
Shenzhen
Huali Maturity
Preservati
Branch of of
on and 2016-05- 2016-06-
China N/A No 2,000 principal 2,000 0 4.58 4.58
income-g 20 20
Everbrigh and
uarantee
t Bank interest
Co., Ltd.
Shenzhen
Maturity
Tianan
of
Branch of Floating 2016-05- 2016-07-
N/A No 3,000 principal 0 0 14.05 0
Industrial proceeds 20 20
and
Bank Co.,
interest
Ltd.
Sales
Maturity
departme
of
nt of Floating 2016-05- Uncertain
N/A No 2,000 T+0 principal 0 0 0
Shenzhen proceeds 23 ty
and
Branch of
interest
JSBC
Sales Preservati 2016-06- 2016-09- Maturity
N/A No 1,000 0 0 8.05 0
departme on and 17 23 of
15
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
nt of income-g principal
Shenzhen uarantee and
Branch of interest
China
CITIC
Bank
Corporati
on
Limited
Shenzhen
Maturity
Jingtian Preservati
of
Branch on and 2016-06- 2016-09-
N/A No 3,000 principal 0 0 24.16 0
of China income-g 17 23
and
CITIC uarantee
interest
Co.,Ltd.
Total 48,000 -- -- -- 29,000 421.14 311.33
Capital resource Idle fund-rasing and parts of the owned funds
Principal uncollected for overdue and
0
accumulated earninsg
Lawsuit involved (if applicable) Not applicable
Disclosure date for approval from the
2016-04-29
Board for trust financing (if applicable)
Disclosure date for approval from board of
shareholders for trust financing (if 2016-05-21
applicable)
(2) Investment of derivatives
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
(3) Entrustment loan
□ Applicable √ Not applicable
The Company has no entrustment loan in the Period
3. Application of raised proceeds
√ Applicable □ Not applicable
(1)Overall application of raised proceeds
√ Applicable □ Not applicable
In ten thousand Yuan
Total raised capitals 64,680
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Total raised capital invested in reporting period 3,563.95
Total accumulative raised capital invested 43,287.39
Total raised fund for changes its usage area in report
0
period
Total accumulative raised fund for changes its usage
0
area
Proportion of total accumulative raised fund for
0.00%
changes its usage area
Explanation on general usage of raised capital
According to the ―Proposal of the company’s plan for non-public offering of shares‖ and other related proposals deliberated and
approved by the company’s 19th extraordinary meeting of the seventh board of directors and the 4th extraordinary general meeting
of 2014, and the ―Approval for non-public offering of shares of Shenzhen Test Rite (Group) Co., Ltd.‖ (CSRC license No.
[2015]173) approved by China Securities Regulatory Commission, the Company has adopted non-public offering of shares to issue
RMB ordinary shares (A shares) of 77 million shares, and the issue price is 8.40 yuan /share. The total raised funds of this issuance
are 646,800,000 Yuan, the net amount of raised funds is 633,520,000 yuan after deducting the issuance costs of 13,280,000 yuan.
On March 12, 2015, Ruihua Certified Public Accountants (special general partnership) has verified the capital of this issuance and
issued "Capital Verification Report" RHYZ No. [2015]48330003. During the reporting period, the Company has totally put into
raised funds of 35,639,500 Yuan for project of the Tellus Shuibei Jewelry Building. Accumulated fund-rasing of 432,873,900
Yuan invested up to period-end, including 241373900 Yuan invested for the Tellus Shuibei Jewelry Building and 191,500,000 Yuan
used to supplement working capital.
(2) Situation of committed project of raised proceeds
√Applicable □Not applicable
In 10 thousand Yuan
Total
Projects Total Amount Investme
investme
changed committe nt after of nt Predicted Project
adjustme Amount accumula program serviceab Profit Reach the feasibility
Committed investment or not d
nt (1) invested ted till the le realized predicted was
projects &investment (includin investme in this investme period-en condition in this interest or changed
period nt till the d date of year not hugely or
of raised fund g nt of
period-en (3)=(2)/(1 project not
changed raised d (2) )
partially) capitals
Investment project commitment
Tellus Shuibei Jewelry
No 26,000 26,000 3,563.95 24,137.39 92.84% 0 No No
Building
Liquid assets
supplementation of the No 37,352 37,352 0 19,150 51.27% 0 No No
Company
17
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Subtotal of
-- 63,352 63,352 3,563.95 43,287.39 -- -- -- --
commitment projects
Investment orientation for fund arising out of plan
N/A
Total -- 63,352 63,352 3,563.95 43,287.39 -- -- 0 -- --
1. Tellus Shuibei Jewelry Building has currently completed the main construction, and expected to be put
into use at end of 2016. 2. In the investment projects of raised funds for supplementing the company's
working capital: (1) Repayment of bank loans of 191,500,000 yuan has been completed in the reporting
period. (2) The newly increased renovation costs of Tellus Shuibei project will be put into use as planned
according to the project implementation progress, actual funds are reduced over that of planning. (3)
Jewelry e-commerce business: the jewelry e-commerce business market is highly competitive, payback
period is long, the Company bears a certain operation risks and deficits in business incubation period; there
may bring adverse effects on the Company’s overall performance if investing the jewelry e-commerce
platform according to the original plan under the current market situation, so the Company has decided not
to invested in the project with fund raising. The raised funds in the original plan shall be used for other
projects. (4) Jewelry retail market business: since 2015, affected by the decline of prosperity in jewelry
industry and the raise of property costs, large jewelry retail markets across the country have shrunk the
business and reduced the income and profits, if the company continued to invest large funds into the
Situation about not jewelry retail market, the business risks would be large, so the Company has planned to reduce the
coming up to schemed investment scale in single retail market, change to establish the small jewelry retail stores with the help of
progress or expected their managerial experience and industry resources, accumulate the industry experience, and train the
revenue and the management team so as to enlarge the investment scale when the industry climate becomes better. (5)
reason(In specific Jewelry training business: this project has not yet been put into use. The company has started to investigate
project) some schools in early 2015 and found that there are already many jewelry training schools in Shenzhen
Shuibei area and the market competition is rather intense; at the same time, affected by the decline of
prosperity in jewelry industry, the demand for training business has substantially reduced. If the company
invests in the construction of jewelry training schools, the return on investment is relatively low and the
payback period is long, so the company has decided to suspend the investment plan for this project, and
wait to argue until the business of jewelry service industry goes smoothly and enough resources are
accumulated. The raised funds in the original plan shall be used for other projects. (6) Automobile leasing
business supporting the jewelry market: the project has not yet been put into use. One main reason is that
Shenzhen Municipal Government announced the implementation of car-purchase restriction policy on
December 29, 2014, the car purchase takes two methods, i.e. lottery and bidding, this policy made the
company unable to carry out this business as planned; another reason is that the prosperity of jewelry
industry has declined, the demand for automobile leasing has greatly reduced in jewelry industry of
Shuibei, and the business prospects are influenced, so the company has decided to cancel the investment in
this project. The raised funds in the original plan shall be used for other projects.
Explanation on great
changes of feasibility N/A
of project
Amount, usage and Not applicable
progress of using for
18
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
fund raising out of the
plan
Change of Not applicable
implementation place
of investment project
of raised capitals
Adjustment of Not applicable
implementation way
for investment project
of raised capitals
Applicable
On April 27, 2015, the company held the thirtieth interim meeting of the seventh board of directors which
deliberated and approved the motion about replacing the self-raised funds beforehand invested in
Regulation of
fundraising project with the raise funds, and agreed the company to replace the self-raised funds of
implementation ways
114,162,000 Yuan invested in fundraising project with the raise funds, of which 15.6 million Yuan was used
of investment project
to replace and supplement the beforehand invested self-raised funds of the company’s circulating funds and
of raised capitals
98,562,000 Yuan was used to replace and supplement the beforehand invested self-raised funds of Tellus
Shuibei Jewelry Building project. The company’s independent director and sponsor institution have
expresses their agreement on this matter.
Temporarily Not applicable
supplement for the
current capitals with
idle raised capitals
Surplus amount and Not applicable
reasons for the
implementation of
raised capital projects
On 28 April 2016, the 4th session of 8th BOD and AGM of 2015 held on 20 May 2016 was deliberated and
approved the proposal of purchasing bank financial products with parts of the idle fund-raised and owned
capital, agrees that, on the premise that impact no fund-raised projects, the Company and it’s subsidiary to
purchasing short-term financial products as cash management with idle fund raise 800 million Yuan at most
Use of funds and
within one year since the date of proposals approved; Scroll to use money shall be required among the
allocation for reserved
above mentioned limit; in implementation, the investment balance shall not be over 300 million Yuan in
raised capital
any time-point. Up to end of the period, balance of financial products was 180 million Yuan. The reserved
fund-raised and financial income 31.3972 million Yuan have been saved in specific account in line with the
Management System of Fund-Raised Application for subsequent implementation for the fund-raised
projects.
Application of
fund-raised and issues
N/A
or other situation in
disclosure
19
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
(3)The changed project of raised proceeds
□ Applicable √ Not applicable
The Company has no project of raised proceeds changed in the Period
(4) Project of raised proceeds
Project of raised proceeds and summary Disclosure date Disclosure index
Found more in the announcement of
Specific Report on Deposit and
Found more in Specific Report on Deposit
Application of the Fund Raised for First
and Application of the Fund Raised for 2016-08-26
Half Year of 2016 released on Securities
First Half Year of 2016
Times, Hong Kong Commercial Daily
and Juchao Website
4. Main subsidiaries and joint-stock companies analysis
√ Applicable □ Not applicable
Main subsidiaries and joint-stock companies
In RMB
Main
Industry Registered Operation Operation
Name Type products or Total assets Net assets Net profit
involved capital revenue profit
service
Self-owned
Shenzhen property
Auto leasing,
RMB 58.96 297,492,50 252,324,84 8,686,099.8 1,854,871
Industry Subsidiary Commerce automobile 1,592,360.81
million 2.58 6.33 2 .67
and Trade and
Corporation accessories
selling
Automobile
Shenzhen
maintenanc
SD Huari
Service e& US$ 5 76,463,153. 30,628,462. 19,299,222. -45,596.9
Automobile Subsidiary 101,794.49
production million 00 63 50 0
Enterprise industry
and sales of
Co.Limited
accessory
Shenzhen
RMB
Zhongtian Service Property 397,370,42 283,947,80 2,676,372.9 -104,415.
Subsidiary 267.25 -104,415.28
Industrial industry leasing 5.06 5.46 1 28
million
Co., Ltd.
Shenzhen Automobile RMB 2 33,960,251. -6,928,559. 94,044,194. -28,948.0
Subsidiary Commerce -19,548.04
Huari selling million 05 54 14 4
20
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Toyota
Automobile
Sales Co.
Ltd
Shenzhen
Production
New
of
Yongtong
Service inspection RMB 19. 9,257,666.0 2,911,755.5 2,288,350.7 512,975.4
Automobile Subsidiary 384,975.40
industry equipment 61 million 7 6 6 0
Inspection
for auto
Equipment
vehicles
Co. Ltd
Shenzhen
Inspection
Tellus New
and
Yongtong Service RMB 32.90 84,418,042. 45,919,464. 6,038,857.3 958,856.1
Subsidiary maintenanc 648,281.95
Automobile industry million 78 81 8 3
e of auto
Developme
vehicle
nt Co. Ltd
Shenzhen Developmet
SD Tellus Manufactur n and RMB 31.15 28,511,925. 11,837,968. -146,005.
Subsidiary -146,005.85
Real Estate e operation of million 77 45 85
Co. Ltd real estate
Shenzhen
SD Tellus Property
Service RMB 7.05 35,338,002. 12,964,464. 20,744,895. 950,477.0
Property Subsidiary managemen 955,888.68
industry million 37 90 16 0
Managemen t
t Co. Ltd
Shenzhen
Tellus Real Agency of
Service RMB 2 2,576,344.4 2,449,209.1
Estate Subsidiary real estate -996.64 -996.64
industry million 2 7
Exchange exchange
Co. Ltd
Shenzhen
Sales of
Zung Fu
Joint-stock Service auto and RMB 30 349,431,44 195,879,45 509,511,24 7,611,376
Tellus Auto 6,120,624.89
company industry maintenanc million 7.71 4.44 4.05 .11
Service Co.,
e
Ltd.
Auto
Shenzhen
manufacturi
Dongfeng Joint-stock Manufactur RMB 100 574,166,86 208,757,98 254,428,66 166,479.8
ng and 2,210,135.53
Auto Co., company e million 9.19 6.01 9.06 7
maintenanc
Ltd.
e
Shenzhen Joint-stock Service Property RMB 364,014,34 119,734,69 27,701.41 27,701.41
21
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Tellus company industry managemen 123,704,96 2.36 2.65
Jimeng t; leasing of 0
Investment own
Co., LTd. property
Shenzhen
Mould
Xinglong RMB
Joint-stock Manufactur processing 292,076,56 64,979,136.
Machinery 60.6333
company e and 5.67 82
Mould Co., million
exportation
Ltd.
5. Major project invested by non-raised funds
□ Applicable √ Not applicable
No major project invested by non-raised funds in Period
VI. Prediction of business performance from January – September 2016
Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the
warning of its material change compared with the corresponding period of the last year and explanation on reason
□ Applicable √ Not applicable
VII. Explanation from the Board and Supervisory Committee for “Qualified Opinion” from
the CPA of this year’s
□ Applicable √ Not applicable
VIII. Explanation on “Qualified Opinion” of previous year from the Board
□ Applicable √ Not applicable
IX. Implementation of profit distribution in reporting period
Implementation or adjustment of profit distribution plan in reporting period, cash dividend plan and shares converted from capital
reserve in particular
□ Applicable √ Not applicable
Previous year’s profit distribution plan was no profit distribution and shares converted from capital reserve either
X. Profit distribution and capitalization of capital reserves in 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 semi-annual year
22
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
XI. In the report period, reception of research, communication and interview
□ Applicable √ Not applicable
The Company has no reception of research, communication and interview occurred in the Period
23
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section V. Important Events
I. Corporate governance
During the reporting period, the Company has been observing the Company Law, Securities Law and relevant
rules issued by the CSRC, for the purpose of improving its legal person governance structure, setting
up and improving the internal control system, and standardizing its operation level. According to the Articles of
Association, Procedure Rules of General Meeting, Procedure Rules of Board of Directors, Procedure Rules of
Supervisory Committee, Working Rules of Independent Directors, Working Rules of General Manager and a
series of rules and regulations, the Company maintained formal procedures, clearly duties and obligations of its
general meeting, board of directors, supervisory committee, each specialized committee of the board and senior
manager. Each of its directors, supervisors and senior managers can perform their duties earnestly. Its corporate
governance conformed to the requirements of certain regulation documents issued by the CSRC concerning
corporate governance of listed company until the end of reporting period
During the reporting period, in order to improve the Company's internal control system, the company has followed
the requirements of internal control, formulated an Enforcement Regulation of Network Voting for AGM, and
revised the Article of Association, Rules of Procedure for the Board, Rules of Procedure for the Shareholders’
General Meeting and Work System of Information Disclosure, and have been deliberated and approved by the
Shareholders’ General Meeting. The Company formulated a Rules of Procedure for Office Meeting of the
Chairman, and revised the Management System of Inside Information and Insider, Management System of
Strategy Planning and Management Method of the Subsidiary, and have been deliberated and approved by the
Board.
II. Lawsuits
Significant lawsuits and arbitrations
□Applicable √Not applicable
The Company has no significant lawsuits and arbitrations in Period.
Other lawsuits
√Applicable □Not applicable
Amount Resulted an
involved (in accrual Trial result and Execution of Disclosure Disclosure
Lawsuits (arbitrations) Progress
10 thousand liability influence judgment date index
Yuan) (Y/N)
The dispute case of Luohu First-instance First-instance Refer to
judgment was 2016 08 26 Semi-Annual
Shenzhen Nigang 476 N Court made judgment
not Report 2016
industrial Corporation a civil result:1、Huari
24
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
sued Huari Company judgment,H Company should executed,Huari
Company
to return the original uari return ground part
had appealed to
object[（2013） Company 1,585.84 square
the Shenzhen
Shenzhen Luohu had appeale meters of Parcel
intermediate
Court-Min-three-Chu- d to the She H403-0054(B) to people's
zi-No.1875]: nzhen Shenzhen Nigang court,So far
The plaintiff’s litigant intermediat industrial Corpora there is no
verdict.
request:1、Return e people's tion within thirty
ground part 1,585.84 court,So far days from the
square meters of there is no effective date of
Parcel verdict. the judgment.2、
H403-0054(B);2、 Huari Company
From January 1, 1990 should
to the actual return pay the royalties
date ,the royalties of to Shenzhen
ground part 1,585.84 Nigang
square meters of industrial Corpora
Parcel tion within thirty
H403-0054(B),which days from the
was effective date of
implemented in accor the judgment（By
dance with the December 31,
government guidance 2015,the fee is
rental price 347,271.74 Yuan,
for the corresponding and pay 7,268
period and location, Yuan per month
the interest rate is imp till actual
lemented in accordanc returning of the
e with the loan interest above
ratestipulated by the property asset.3、
People's Bank of Chin Overruled other
a for the correspondin litigant requests
g period, annual use from Shenzhen
fees calculated from Nigang
the following year in industrial Corpora
January 1st. tion.
III. Questions by media
25
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
□Applicable √ Not applicable
No questions by media in Period.
IV. Bankruptcy reorganization
□Applicable √ Not applicable
No bankruptcy reorganization in Period.
V. Transaction in assets
1. Assets acquisition
□Applicable √ Not applicable
The Company had no assets acquisition in the Period.
2. Sales of assets
□ Applicable √ Not applicable
The Company did not sell assets in the Period
3. Business combination
□ Applicable √ Not applicable
The Company has no business combined in the Period
VI. Implementation of the company’s equity incentive and the effects
□ Applicable √ Not applicable
No equity incentive in reporting period
VII. Significant related transaction
1. Related transaction with routine operations concerned
√Applicable □ Not applicable
Related Proporti Whether
Trading
transacti on in the over the Related
Related Related Related limit Similar
Related Pricing Related on amount approve transacti Date of Index of
transacti transacti transacti approve market
relations principa transacti amount of the d on disclosu disclosur
on on on d (in 10 price
hip l on price (in 10 same limited settleme re e
parties type content thousan obtained
thousan transacti or not nt mode
d Yuan)
d Yuan) on (Y/N)
Shenzhe Director Routiner House Refer to Based 2016-4- Found
252 252 5.96% 530 N 252
n Zung , elated leasing market on the 15 more in
26
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Fu supervis transac pricing contract Annouce
Tellus or and tions or ment of
Auto senior agreeme Routine
Service executiv nt terms Related
Co., es of the Transacti
Ltd. Compan ons ( No.:
y act as 2016-024
director ) released
in the on
enterpris Securities
e Times,
Hong
Kong
Commerc
ial Daily
and
Juchao
Website
Total -- -- 252 -- 530 -- -- -- -- --
Detail of sales return with major
N/A
amount involved
Report the actual implementation of
the normal related transactions which
were projected about their total N/A
amount by types during the reporting
period(if applicable)
Reasons for major differences
between trading price and market Not applicable
reference price (if applicable)
2. Related transaction incurred by purchase or sales of assets
□ Applicable √ Not applicable
No related transaction incurred by purchase or sales of assets in Period
3. Related transaction from jointly investment outside
□ Applicable √ Not applicable
No related transaction from jointly investment outside occurred in Period
4. Credits and liability of related party
√ Applicable □ Not applicable
Whether have non-operation related liabilities and credits relations or not
√ Yes □ No
Claim receivable from related party:
27
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Whether has Balance at Current Current Current Balance at
non-busines period-begin newly added recovery interest period-end
Related
Relationship Causes s capital (10 (10 (10 Interest rate (10 (10
party
occupying thousand thousand thousand thousand thousand
or not Yuan) Yuan) Yuan) Yuan) Yuan)
Influence on operation
results and financial status
N/A
from related credit and
debts
Debts payable to related party:
Balance at Current Current Current Balance at
period-begin newly added recovery interest period-end
Related party Relationship Causes Interest rate
(10 thousand (10 thousand (10 thousand (10 thousand (10 thousand
Yuan) Yuan) Yuan) Yuan) Yuan)
Shenzhen Loans with
Controlling
SDG Co., one year 6,300 137 6,300
shareholder
Ltd. term
Current
Shenzhen
Controlling account and
SDG Co., 4,794 163 1,649 3,308
shareholder loans
Ltd.
interest
Shenzhen
Controlling
SDG Co., loans 1,887 2 26 1,885
shareholder
Ltd.
Influence on operation
results and financial status More interest expenditure in the Year, the total profit decreased 1.63 million Yuan
from related credit and debts
5. Other related transactions
□ Applicable √ Not applicable
The Company had no other related transactions in the reporting period
VIII. Non-business capital occupying by controlling shareholders and its related parties
□ Applicable √ Not applicable
No non-business capital occupied by controlling shareholders and its related parties in Period
28
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
IX. Major contract and implantation
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
The Company had no trusteeship in the reporting period.
(2) Contract
□ Applicable √ Not applicable
The Company had no contract in the reporting period.
(3) Leasing
□ Applicable √ Not applicable
The Company had no leasing in the reporting period.
2. Guarantee
√ Applicable □ Not applicable
In ten thousand Yuan
Particulars about the external guarantee of the Company (Barring the guarantee for subsidiaries)
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
To the expire
Shenzhen Zung Fu
date of joint
Tellus Auto 2014-09-30 3,500 2007-04-17 3,500 Pledged N Y
venture
Service Co., Ltd.
contract
Total actual occurred external
Total approving external
0 guarantee in report period 3,500
guarantee in report period (A1)
(A2)
Total approved external Total actual balance of
guarantee at the end of report 3,500 external guarantee at the end 3,500
period ( A3) of report period (A4)
Guarantee between the Company and the subsidiaries
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
29
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Shenzhen 24 June 2014
Joint liability
Zhongtian 2014-05-07 30,000 2014-06-24 30,000 to 23 June N Y
guaranty
Industrial Co., Ltd. 2014
Shenzhen
General To 25 June
Zhongtian 2014-03-17 4,140 4,140 Y Y
guarantee 2016
Industrial Co., Ltd.
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in 0 34,140
subsidiaries in report period
report period (B1)
(B2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 34,140 30,000
the end of reporting period
end of reporting period (B3)
(B4)
Guarantee of the Company for the subsidiaries
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in 0 0
subsidiaries in report period
report period (C1)
(C2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 0 0
the end of reporting period
end of reporting period (C3)
(C4)
Total amount of guarantee of the Company( total three abovementioned guarantee)
Total amount of approving Total amount of actual
guarantee in report period 0 occurred guarantee in report 37,640
(A1+B1+C1) period (A2+B2+C2)
Total amount of approved Total balance of actual
guarantee at the end of report 37,640 guarantee at the end of report 33,500
period (A3+B3+C3) period (A4+B4+C4)
The proportion of the total amount of actually guarantee in the
37.81%
net assets of the Company(A4+ B4+C4)
Including:
Amount of guarantee for shareholders, actual controller and its
0
related parties(D)
The debts guarantee amount provided for the guaranteed
parties whose assets-liability ratio exceed 70% directly or 0
indirectly(E)
Proportion of total amount of guarantee in net assets of the
0
Company exceed 50%(F)
30
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Total amount of the aforesaid three guarantees(D+E+F) 0
Explanations on possibly bearing joint and several liquidating
N/A
responsibilities for undue guarantees (if applicable)
Explanations on external guarantee against regulated
N/A
procedures (if applicable)
Explanation on guarantee with composite way
(1) Guarantee outside against the regulation
□ Applicable √ Not applicable
No guarantee outside against the regulation in Period
3. Other material contracts
□ Applicable √ Not applicable
The Company had no other material contracts in the reporting period.
4. Other material transactions
□ Applicable √ Not applicable
The Company had no other material transactions in the reporting period.
X. Commitments made by the Company or shareholders holding above 5% shares of the
Company in reporting period or occurred in the previous reporting period but continued to
reporting period
√ Applicable □ Not applicable
Commitmen Commitmen Implementati
Commitments Accepter Contents
t time t period on
(I) Commitments during the work of Share Other
Merger Reform of the Company: 1. commitment commitment
for lock-up period. (1) In accordance with the has
Measures for the Administration of the Share completed,
Merger Reform of Listed Companies, SDG would special
abide by the various laws, regulations and rules, commitment
Commitments for
SDG and perform its statutory commitment duty. (2) 2005-12-25 Long-term of the
Share Merger Reform
Apart from the above-mentioned statutory incentive
commitment, SDG also made the following mechanism
special commitment: with 36 months since the has
day the reform plan starts to take effect, SDG exemption
would not list at Shenzhen Stock Exchange and from
sell the shares of Tellus it held (except for the performance
31
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
shares used to promote the administration level of
Tellus). (3) The administration level would abide
by the laws, regulations and rules, and perform its
statutory commitment duty. (4) SDG made the
commitment: ―The Promiser hereby promises
that, if the Promiser failed to fulfill its
commitment or not fully fulfill its commitment, it
would compensate other shareholders for their
losses suffered thereafter‖. (5) SDG declared:
―The Promiser would dutifully fulfill its
commitments and shoulder corresponding legal
responsibilities. The Promiser would transfer the
shares held by it only if the assignee agree and
have the ability to shoulder the commitment
responsibility.‖ 2. Special commitment of
incentive mechanism. In order to effectively boost
the core management level and business
backbones for long, SDG would take out its
shares, not exceeding 10% in total number after
the Share Merger Reform, and apply them to the
boost of the administration level. The shares
would be sold to the Company’s administrative
level over 3 years, with the selling price being the
net asset value per share audited during the period
nearest to the implementation. Before the
implementation of the promoting plan by share
selling each year, the administration level must
prepay the Company a risk responsibility fund,
i.e. 20% of the planned selling price; Should the
work of the performance examination set by the
Board failed to be finished, the paid risk
responsibility fund would not be refunded and
shall be owned by the Company. Detailed rules
concerning the limitations on the administration
level, such as the subscription conditions and risk
responsibility fund, and boost plans would be set
by the Board and submitted to relevant
departments for approval. The implementation of
the shares for promoting would be conducted
strictly according to relevant laws and
regulations, and the circulation conditions of
these shares would be in conformity with relevant
regulations set by the Shenzhen Stock Exchange.
3. Relevant expenses of this Share Merger
32
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Reform of Tellus would be paid by SDG.
SDG, the controlling shareholder of the Company,
made a special commitment of incentive
mechanism in Share Merger Reform. After that
SASAC and Ministry of Finance jointly issued a
―Trial Approach of Equity Incentive for
State-Owned Listed Companies‖, and CSRC
issued the ―Incentive Management on Shares of
Listed Companies (Trial)‖, after comparison, the
above mentioned commitments made by SDG are
out of the relevant regulations and requirement,
relevant commitments are not implemented as a Immunity to
SDG 2014-06-26 2016-6-30
result. On 26 June 2014, the Company actively perform
communicating with SDG, and promised that on
the premise of subjecting to applicable laws and
regulations and supervision requirements,
continues to support the Company promote a
long-term incentive plan as soon as possible in
stead of the commitments made in share merger
reform, and complete the long-term incentive plan
before 30 June 2016. At that time, the long-term
incentive plan shall be implemented after submit
for deliberation in General Meeting.
Commitments in report of
acquisition or equity
change
Commitments in assets
reorganization
The commitments to the fulfillment of
information disclosure about the company
business development are as follows: except for
the information has been disclosed publicly, the
Shenzhen
Commitments make in Company has not had the disclosed information
Tellus Implementin
initial public offering or about asset acquisition and business development 2014-10-17 Long-term
Holding g
re-financing that has not been disclosed within one year. In the
Co., Ltd.
future, the company shall timely, accurately and
adequately disclose the relevant information
according to the progress of new business and the
related requirements.
In order to avoid the horizontal competition, the
Other commitments for Shenzhen
company’s controlling shareholder, Shenzhen Implementin
medium and small SDG Co., 2014-05-26 Long-term
SDG Co., Ltd., has issued the ―commitment letter g
shareholders Ltd.
about the avoidance of horizontal competition‖ on
33
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
May 26, 2014. The full commitment letter is as
follows: 1. The Company and other enterprises
controlled by the Company except Test Rite
Group haven’t occupied in any business that
could substantially compete with the main
businesses of Test Rite Group, and have no
horizontal competition relationship with Test Rite
Group.
From 2014 to 2016, the company’s profits will
first be used to cover the losses of previous years;
after making up for losses of previous years, in
the premise that the company’s profits and cash
flow can meet the company's normal operations
and long-term development, reward shareholders,
the company will implement positive profit
distribution approaches to reward the
shareholders, details are as follows: 1. The
company’s profit distribution can adopt cash,
stock or the combination of cash and stock or
other methods permitted by law. The foreign
currency conversion rates of domestically listed
foreign shares dividend are calculated according
to the standard price of HK dollar against RMB
announced by People's Bank of China on the first
Shenzhen working day after the resolution date of the
Tellus shareholders' meeting. The company prefers to Implementin
2014-06-03 2016-12-31
Holding adopt the cash dividends to distribute profits. In g
Co., Ltd. order to maintain the adaptability between capital
expansion and performance growth, in the
premise of ensuring the full cash dividend
distributions and the rationality of equity scale
and equity structure, the company can adopt the
stock dividend methods to distribute profits. 2.
According to the "Company Law" and other
relevant laws and the provisions of the company’s
"Articles of Association", following conditions
should be satisfied when the company implements
cash dividends: (1) the company's annual
distributable profits (i.e. the after-tax profits after
making up for losses and withdrawing
accumulation funds) are positive value, the
implementation of cash dividends will not affect
the company's subsequent continuing operations;
(2) the audit institution issues the standard audit
34
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
report with clean opinion to the company's annual
financial report; (3) the company has no
significant investment plans or significant cash
outlay (except for fund-raising projects). Major
investment plans or significant cash outlay refer
to: the accumulated expenditures the company
plans to used for investments abroad, acquisition
of assets, or purchase of equipments within the
next 12 months reach or exceed 30% of the net
assets audited in the latest period. 3. In the
premise of meeting the conditions of cash
dividends and ensuring the company’s normal
operation and long-term development, the
company makes cash dividends once a year in
principle, the company’s board of directors can
propose the company to make interim cash
dividends in accordance with the company's
profitability and capital demand conditions. The
proportion of cash dividends in profits available
for distribution and in distribution of profits
should meet the following requirements: (1) in
principle, the company’s profits distributed in
cash every year should not be less than 10% of
profit available for distribution realized in the
same year, and the company’s profits
accumulatively distributed in cash in the last three
years should not be less than 30% of the annual
average profit available for distribution realized in
the last three years. (2) if the company’s
development stage belongs to mature stage and
there is no significant capital expenditure
arrangement, when distributing profits, the
minimum proportion of cash dividends in this
profit distribution should be 80%; (3) if the
company’s development stage belongs to mature
stage and there are significant capital expenditure
arrangements, when distributing profits, the
minimum proportion of cash dividends in this
profit distribution should be 40%; (4) if the
company’s development stage belongs to growth
stage and there are significant capital expenditure
arrangements, when distributing profits, the
minimum proportion of cash dividends in this
profit distribution should be 20%; when the
35
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
company's development stage is not easy to be
differed but there are significant capital
expenditure arrangements, please handle
according to the preceding provisions. 4. On the
condition of meeting the cash dividend
distribution, if the company's operation revenue
and net profit grow fast, and the board of directors
considers that the company’s equity scale and
equity structure are reasonable, the company can
propose and implement the dividend distribution
plans except proposing the cash dividend
distribution plans.
Completed on time(Y/N) Y
XI. Appointment and non-reappointment (dismissal) of CPA
Whether the semi-annual financial report had been audited
□Yes √ No
The semi-annual report was not audited
XII. Penalty and rectification
□ Applicable √ Not applicable
The Company had no penalty or rectification in the reporting period.
XIII. Risk disclosure of delisting with laws and rules violated
□ Applicable √ Not applicable
The Company has no delisting risks with laws and rules violated in Period
XIV. Explanation on other significant events
□ Applicable √ Not applicable
The Company had no explanation on other significant events in the reporting period.
XV. Issuance of corporate bonds
Whether the company has corporate bonds that have been publicly issued and listed on the stock exchange, and not yet due or due but
not fully cashed on the approval date of annual report
No
36
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in shares
In share
Before change Increase/decrease in this time (+ , - ) After change
Capitalizat
New Bonus ion of
Amount Ratio Other Subtotal Amount Ratio
issue share public
reserve
I. Restricted shares 91,587,056 30.81% 91,587,056 30.81%
2. State-owned corporation
20,587,056 6.93% 20,587,056 6.93%
shares
3. Other domestic shares 71,000,000 23.88% 71,000,000 23.88%
Including: domestic legal
71,000,000 23.88% 71,000,000 23.88%
person’s shares
II. Un-restricted shares 205,694,544 69.19% 205,694,544 69.19%
1. RMB ordinary shares 179,294,544 60.31% 179,294,544 60.31%
2. Domestically listed
26,400,000 8.88% 26,400,000 8.88%
foreign shares
III. Total shares 297,281,600 100.00% 297,281,600 100.00%
Reasons for share changed
□Applicable √Not applicable
Approval of share changed
□Applicable √Not applicable
Ownership transfer of share changes
□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
Explanation on changes in aspect of total shares, shareholders structures as well as structure of assets and liability of the Company
□Applicable √Not applicable
II. Number of shares and shares held
In Share
37
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Total preference shareholders
Total common shareholders at with voting rights recovered at
64,770 0
period-end end of reporting period (if
applicable) (see Note 8)
Particulars about shares held above 5% by common shareholders or top ten common shareholders
Number of shares
Total common Amount of Amount of
pledged/frozen
Proportion shareholders Changes in restricted unrestricted
Full name of Nature of
of shares State
Shareholders shareholder at the end of report period common common
held
of Amount
report period shares held shares held
share
Shenzhen SDG State-owned
50.09% 148,898,023 -2,972,537 20,587,056 128,310,967
Co., Ltd. corporation
Shenzhen Capital
Fortune Jewelry
Domestic non
Industry
state-owned 23.88% 71,000,000 71,000,000
Investment
corporate
Enterprise (limited
partnership)
KGI ASIA Foreign
2.45% 7,297,417 +6,480,206 7,297,417
LIMITED corporation
UOB (Hong Foreign
0.44% 1,308,693 1,308,693
Kong ) Co., Ltd. corporation
GUOTAI JUNAN
SECURITIES Foreign
0.37% 1,098,132 -75,100 1,098,132
(HONGKONG) corporation
LIMITED
Domestic nature
Zhang Linbin 0.25% 749,100 749,100
person
Foreign nature
Weng Zhengwen 0.20% 596,300 +33,300 596,300
person
Domestic nature
Wang Jinyi 0.13% 400,000 400,000
person
Domestic nature
Lai Suizhi 0.13% 385,579 385,579
person
Guoyuan
Securities Foreign
0.13% 379,078 -110,000 379,078
Brokerage (HK) corporation
Co., Ltd.
Strategy investors or general
N/A
corporate becomes top 10 common
38
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
shareholders due to rights issued (if
applicable)(see Note 3)
Explanation on associated
relationship among the aforesaid N/A
shareholders
Particular about top ten common shareholders with un-restrict shares held
Amount of unrestricted common shares held at Type of shares
Shareholders’ name
period-end Type Amount
RMB ordinary
Shenzhen SDG Co., Ltd. 128,310,967 128,310,967
shares
Overseas listed
KGI ASIA LIMITED 7,297,417 7,297,417
foreign shares
Overseas listed
UOB (Hong Kong ) Co., Ltd. 1,308,693 1,308,693
foreign shares
GUOTAI JUNAN SECURITIES Overseas listed
1,098,132 1,098,132
(HONGKONG) LIMITED foreign shares
RMB ordinary
Zhang Linbin 749,100 749,100
shares
Overseas listed
Weng Zhengwen 596,300 596,300
foreign shares
RMB ordinary
Wang Jinyi 400,000 400,000
shares
RMB ordinary
Lai Suizhi 385,579 385,579
shares
Guoyuan Securities Brokerage (HK) Overseas listed
379,078 379,078
Co., Ltd. foreign shares
Overseas listed
Zeng Huiming 370,000 370,000
foreign shares
Expiation on associated relationship Among the top ten shareholders, there exists no associated relationship between the
or consistent actors within the top state-owned legal person’s shareholders Shenzhen SDG Co., Ltd and other shareholders, and
10 un-restrict common shareholders they do not belong to the consistent actionist regulated by the Management Measure of
and between top 10 un-restrict Information Disclosure on Change of Shareholding for Listed Companies. For the other
common shareholders and top 10 shareholders of circulation share, the Company is unknown whether they belong to the
common shareholders consistent actionist.
Explanation on shareholders
involving margin business about top
ten common shareholders with N/A
un-restrict shares held(if applicable)
(see note4)
39
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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.
III. Changes of controlling shareholders or actual controller
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
Changes of controlling shareholders had no change in reporting period.
Changes of actual controller in reporting period
□ Applicable √ Not applicable
Changes of actual controller in reporting period had no change in reporting period.
IV. Share holding increasing plan proposed or implemented in reporting period from
shareholder of the Company and its concerted action person
□ Applicable √Not applicable
As far as the Company know, there are no share holding increasing plan proposed or implemented in Period from shareholder of the
Company and its concerted action person
40
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the reporting.
41
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section VIII. Directors, Supervisors and Senior Executives
I. Changes of shares held by directors, supervisors and senior executives
□ Applicable √ Not applicable
Shares held by directors, supervisors and senior executives have no changes in reporting period, found more details in Annual Report
2015
II. Resignation and dismissal of directors, supervisors and senior executives
□ Applicable √ Not applicable
Directors, supervisors and senior executives of the Company have no changes in the Peirod, found more in Annual Report 2015
42
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section IX. Financial Report
I. Audit reports
Whether the semi-annual report was audited or not
□ Yes √ No
The financial report of this semi-annual report was unaudited
II. Financial statements
Units in Notes of Financial Statements is RMB
1. Consolidated Balance Sheet
Prepared by ShenZhen Tellus Holding Co.,Ltd
2016-06-30
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 190,981,593.06 159,184,710.93
Settlement provisions
Capital lent
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable
Accounts receivable 1,664,778.74 562,051.31
Accounts paid in advance 7,663,519.57 6,454,769.40
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable 348,833.33
Dividend receivable
Other receivables 11,395,983.87 11,128,001.89
Purchase restituted finance asset
Inventories 9,179,418.55 16,151,336.61
Divided into assets held for sale
43
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Non-current asset due within one
year
Other current assets 110,319,674.72 165,565,445.21
Total current assets 331,204,968.51 359,395,148.68
Non-current assets:
Loans and payments on behalf
Finance asset available for sales 10,478,985.77 10,478,985.77
Held-to-maturity investment
Long-term account receivable
Long-term equity investment 216,689,503.20 220,180,721.29
Investment property 79,847,555.27 82,100,133.48
Fixed assets 132,707,486.29 136,583,565.00
Construction in progress 314,412,966.77 279,056,650.35
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets 54,296,001.28 52,985,273.37
Expense on Research and
Development
Goodwill
Long-term expenses to be
1,323,025.53 1,499,006.24
apportioned
Deferred income tax asset 24,468,972.21 24,488,443.31
Other non-current asset 1,900,000.00 1,900,000.00
Total non-current asset 836,124,496.32 809,272,778.81
Total assets 1,167,329,464.83 1,168,667,927.49
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
Accounts payable 21,507,032.73 27,417,068.61
44
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Accounts received in advance 8,747,886.64 11,460,807.66
Selling financial asset of
repurchase
Commission charge and
commission payable
Wage payable 23,766,762.69 19,639,738.81
Taxes payable 8,901,910.59 10,043,901.26
Interest payable
Dividend payable
Other accounts payable 179,682,571.96 193,797,786.68
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for sale
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 242,606,164.61 262,359,303.02
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable 13,972,779.67 13,972,779.67
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax liabilities 355,398.10 478,085.12
Other non-current liabilities 13,837,229.65 13,269,356.04
Total non-current liabilities 28,165,407.42 27,720,220.83
Total liabilities 270,771,572.03 290,079,523.85
Owner’s equity:
Share capital 297,281,600.00 297,281,600.00
Other equity instrument
Including: preferred stock
45
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Perpetual capital
securities
Capital public reserve 564,192,605.51 564,192,605.51
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve 2,952,586.32 2,952,586.32
Provision of general risk
Retained profit 21,490,213.12 3,742,260.49
Total owner’s equity attributable to
885,917,004.95 868,169,052.32
parent company
Minority interests 10,640,887.85 10,419,351.32
Total owner’s equity 896,557,892.80 878,588,403.64
Total liabilities and owner’s equity 1,167,329,464.83 1,168,667,927.49
Legal Representative: Lv Hang Person in charge of Accounting Works:Yang Jianping
Person in charge of Accounting Institution: Ke Wensheng
2. Balance Sheet of Parent Company
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 128,952,496.99 80,301,551.68
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable
Accounts receivable
Account paid in advance 161,004.02 101,280.00
Interest receivable 348,833.33
Dividends receivable
Other receivables 97,105,347.22 93,744,827.52
Inventories
Divided into assets held for sale
Non-current assets maturing within
one year
Other current assets 110,000,000.00 145,000,000.00
46
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Total current assets 336,218,848.23 319,496,492.53
Non-current assets:
Available-for-sale financial assets 10,176,617.20 10,176,617.20
Held-to-maturity investments
Long-term receivables
Long-term equity investments 678,503,117.76 682,223,207.17
Investment property 51,265,933.87 52,808,715.01
Fixed assets 16,719,522.85 17,096,105.47
Construction in progress 362,279.69 362,279.69
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 418,413.87 478,422.33
Research and development costs
Goodwill
Long-term deferred expenses 62,723.74 31,644.20
Deferred income tax assets 13,927,725.14 13,947,196.24
Other non-current assets
Total non-current assets 771,436,334.12 777,124,187.31
Total assets 1,107,655,182.35 1,096,620,679.84
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 2,523,809.43
Wage payable 7,330,366.38 5,247,871.02
Taxes payable 811,050.36 592,579.23
Interest payable
Dividend payable
Other accounts payable 312,588,347.40 320,935,774.45
Divided into liability held for sale
47
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Non-current liabilities due within 1
year
Other current liabilities
Total current liabilities 323,253,573.57 326,776,224.70
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 323,253,573.57 326,776,224.70
Owners’ equity:
Share capita 297,281,600.00 297,281,600.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve 560,999,182.23 560,999,182.23
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 2,952,586.32 2,952,586.32
Retained profit -76,831,759.77 -91,388,913.41
Total owner’s equity 784,401,608.78 769,844,455.14
Total liabilities and owner’s equity 1,107,655,182.35 1,096,620,679.84
3. Consolidated Profit Statement
In RMB
Item Current Period Last Period
48
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
I. Total operating income 157,147,166.48 158,491,781.84
Including: Operating income 157,147,166.48 158,491,781.84
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 143,719,895.22 150,618,182.26
Including: Operating cost 112,822,380.88 116,939,503.91
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 2,403,726.21 2,847,665.18
Sales expenses 7,399,760.23 9,520,419.70
Administration expenses 20,805,027.12 16,780,916.30
Financial expenses 289,000.78 4,529,677.17
Losses of devaluation of asset
Add: Changing income of fair
value(Loss is listed with ―-‖)
Investment income (Loss is listed
5,100,570.96 624,390.10
with ―-‖)
Including: Investment income on
2,808,781.91 469,732.57
affiliated company and joint venture
Exchange income (Loss is listed
with ―-‖)
III. Operating profit (Loss is listed with
18,527,842.22 8,497,989.68
―-‖)
Add: Non-operating income 45,280.90 48,762.10
Including: Disposal gains of
28,104.37 17,094.02
non-current asset
Less: Non-operating expense 5,764.84 37,317.93
Including: Disposal loss of
1,237.84 37,300.18
non-current asset
49
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
IV. Total Profit (Loss is listed with ―-‖) 18,567,358.28 8,509,433.85
Less: Income tax expense 597,869.12 1,200,717.31
V. Net profit (Net loss is listed with ―-‖) 17,969,489.16 7,308,716.54
Net profit attributable to owner’s of
17,747,952.63 7,650,356.02
parent company
Minority shareholders’ gains and
221,536.53 -341,639.48
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
50
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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 17,969,489.16 7,308,716.54
Total comprehensive income
17,747,952.63 7,650,356.02
attributable to owners of parent Company
Total comprehensive income
221,536.53 -341,639.48
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share 0.0597 0.0296
(ii) Diluted earnings per share 0.0597 0.0296
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: Lv Hang Person in charge of Accounting Works:Yang Jianping
Person in charge of Accounting Institution: Ke Wensheng
4. Profit Statement of Parent Company
In RMB
Item Current Period Last Period
I. Operating income 21,654,258.03 17,058,260.06
Less: Operating cost 1,787,004.39 1,860,594.49
Operating tax and extras 794,738.55 955,262.54
Sales expenses
Administration expenses 9,195,278.67 6,617,979.97
Financial expenses 53,700.38 3,534,837.43
Losses of devaluation of asset
Add: Changing income of fair
value(Loss is listed with ―-‖)
Investment income (Loss is
4,753,088.69 785,987.91
listed with ―-‖)
Including: Investment income
2,579,910.59 631,330.38
on affiliated company and joint venture
II. Operating profit (Loss is listed
14,576,624.73 4,875,573.54
with ―-‖)
Add: Non-operating income 0.01
51
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Including: Disposal gains of
non-current asset
Less: Non-operating expense
Including: Disposal loss of
non-current asset
III. Total Profit (Loss is listed with
14,576,624.74 4,875,573.54
―-‖)
Less: Income tax expense 19,471.10 19,471.10
IV. Net profit (Net loss is listed with
14,557,153.64 4,856,102.44
―-‖)
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
52
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
arising on translation of foreign
currency financial statements
6. Other
VI. Total comprehensive income 14,557,153.64 4,856,102.44
VII. Earnings per share:
(i) Basic earnings per share 0.0490 0.0188
(ii) Diluted earnings per share 0.0490 0.0188
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 158,112,964.06 166,412,700.80
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
22,370,091.90 21,091,520.19
operating activities
53
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Subtotal of cash inflow arising from
180,483,055.96 187,504,220.99
operating activities
Cash paid for purchasing
commodities and receiving labor 88,512,297.28 70,874,644.66
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 29,272,522.61 25,426,536.32
Taxes paid 13,224,238.25 9,842,550.96
Other cash paid concerning
25,502,491.46 47,497,606.35
operating activities
Subtotal of cash outflow arising from
156,511,549.60 153,641,338.29
operating activities
Net cash flows arising from operating
23,971,506.36 33,862,882.70
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
165,500,000.00 80,000,000.00
investment
Cash received from investment
8,591,789.05 154,657.53
income
Net cash received from disposal of
fixed, intangible and other long-term 191,300.00
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
174,091,789.05 80,345,957.53
activities
Cash paid for purchasing fixed,
38,970,948.42 58,099,932.49
intangible and other long-term assets
Cash paid for investment 110,800,000.00 355,000,000.00
54
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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
149,770,948.42 413,099,932.49
activities
Net cash flows arising from investing
24,320,840.63 -332,753,974.96
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
635,500,000.00
investment
Including: Cash received from
absorbing minority shareholders’
investment by subsidiaries
Cash received from loans 24,698,215.03
Cash received from issuing bonds
Other cash received concerning
financing activities
Subtotal of cash inflow from financing
660,198,215.03
activities
Cash paid for settling debts 304,995,765.58
Cash paid for dividend and profit
16,495,591.67 4,665,177.61
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
437,000.00
financing activities
Subtotal of cash outflow from financing
16,495,591.67 310,097,943.19
activities
Net cash flows arising from financing
-16,495,591.67 350,100,271.84
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 126.81 -4.76
exchange rate
V. Net increase of cash and cash
31,796,882.13 51,209,174.82
equivalents
Add: Balance of cash and cash
159,184,710.93 80,045,669.65
equivalents at the period -begin
55
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
VI. Balance of cash and cash
190,981,593.06 131,254,844.47
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
commodities and providing labor 30,405,761.68 18,015,142.44
services
Write-back of tax received
Other cash received concerning
24,198,098.94 50,522,932.88
operating activities
Subtotal of cash inflow arising from
54,603,860.62 68,538,075.32
operating activities
Cash paid for purchasing
commodities and receiving labor
service
Cash paid to/for staff and workers 7,686,514.98 7,125,889.43
Taxes paid 1,923,502.73 1,871,082.86
Other cash paid concerning
23,114,646.01 38,586,106.40
operating activities
Subtotal of cash outflow arising from
32,724,663.72 47,583,078.69
operating activities
Net cash flows arising from operating
21,879,196.90 20,954,996.63
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
135,000,000.00 80,000,000.00
investment
Cash received from investment
8,473,178.10 154,657.53
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
56
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Subtotal of cash inflow from investing
143,473,178.10 80,154,657.53
activities
Cash paid for purchasing fixed,
205,838.02 483,189.15
intangible and other long-term assets
Cash paid for investment 100,000,000.00 535,000,000.00
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
100,205,838.02 535,483,189.15
activities
Net cash flows arising from investing
43,267,340.08 -455,328,531.62
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
635,500,000.00
investment
Cash received from loans
Cash received from issuing bonds
Other cash received concerning
financing activities
Subtotal of cash inflow from financing
635,500,000.00
activities
Cash paid for settling debts 190,000,000.00
Cash paid for dividend and profit
16,495,591.67 3,630,720.91
distributing or interest paying
Other cash paid concerning
437,000.00
financing activities
Subtotal of cash outflow from financing
16,495,591.67 194,067,720.91
activities
Net cash flows arising from financing
-16,495,591.67 441,432,279.09
activities
IV. Influence on cash and cash
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash
48,650,945.31 7,058,744.10
equivalents
Add: Balance of cash and cash
80,301,551.68 26,441,746.73
equivalents at the period -begin
VI. Balance of cash and cash
128,952,496.99 33,500,490.83
equivalents at the period -end
57
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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 capita reserve ry hensive reserve general d profit interests equity
red Other reserve
l shares income risk
stock
securi
ties
297,28
I. Balance at the 564,192 2,952,5 3,742,2 10,419, 878,588
1,600.
end of the last year ,605.51 86.32 60.49 351.32 ,403.64
00
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under
the same control
Other
II. Balance at the 297,28
564,192 2,952,5 3,742,2 10,419, 878,588
beginning of this 1,600.
,605.51 86.32 60.49 351.32 ,403.64
year 00
III. Increase/
Decrease in this 17,747, 221,536 17,969,
year (Decrease is 952.63 .53 489.16
listed with ―-‖)
(i) Total
17,747, 221,536 17,969,
comprehensive
952.63 .53 489.16
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
58
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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 297,28
564,192 2,952,5 21,490, 10,640, 896,557
end of the report 1,600.
,605.51 86.32 213.12 887.85 ,892.80
period 00
Last Period
In RMB
Last Period
Owners’ equity attributable to the parent Company Minorit
Item Total
Other Less: Other Reason Provisio y
Share Capital Surplus Retaine interest owners’
equity instrument Invento compre able n of
capital reserve reserve d profit s equity
Prefer Perpet Other ry hensive reserve general
59
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
red ual shares income risk
stock capita
l
securi
ties
220,28
I. Balance at the 7,672,6 2,952,5 -39,026, 10,450, 202,330
1,600.
end of the last year 05.51 86.32 529.03 097.29 ,360.09
00
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under the
same control
Other
II. Balance at the 220,28
7,672,6 2,952,5 -39,026, 10,450, 202,330
beginning of this 1,600.
05.51 86.32 529.03 097.29 ,360.09
year 00
III. Increase/ 77,000
Decrease in this 556,520 7,650,3 -341,63 640,828
,000.0
year (Decrease is ,000.00 56.02 9.48 ,716.54
0
listed with ―-‖)
(i) Total
7,650,3 -341,63 7,308,7
comprehensive
56.02 9.48 16.54
income
(ii) Owners’ 77,000
556,520 633,520
devoted and ,000.0
,000.00 ,000.00
decreased capital 0
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
60
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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 297,28
564,192 2,952,5 -31,376, 10,108, 843,159
end of the report 1,600.
,605.51 86.32 173.01 457.81 ,076.63
period 00
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
Inventory owners’
capital Preferre al reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
I. Balance at the 297,281, 560,999,1 2,952,586 -91,388, 769,844,4
end of the last year 600.00 82.23 .32 913.41 55.14
Add: Changes
of accounting
61
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
policy
Error
correction of the
last period
Other
II. Balance at the
297,281, 560,999,1 2,952,586 -91,388, 769,844,4
beginning of this
600.00 82.23 .32 913.41 55.14
year
III. Increase/
Decrease in this 14,557, 14,557,15
year (Decrease is 153.64 3.64
listed with ―-‖)
(i) Total
14,557, 14,557,15
comprehensive
153.64 3.64
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)
62
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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
297,281, 560,999,1 2,952,586 -76,831, 784,401,6
end of the report
600.00 82.23 .32 759.77 08.78
period
Last period
In RMB
Last period
Other
equity instrument
Other Total
Item Perpetu Less:
Share Capital comprehe Reasonab Surplus Retaine
Inventory owners’
capital Preferre al reserve nsive le reserve reserve d profit
capital Other shares equity
d stock income
securiti
es
-109,67
I. Balance at the 220,281, 4,479,182 2,952,586 118,039,6
3,740.3
end of the last year 600.00 .23 .32 28.20
5
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the -109,67
220,281, 4,479,182 2,952,586 118,039,6
beginning of this 3,740.3
600.00 .23 .32 28.20
year 5
III. Increase/
Decrease in this 77,000,0 556,520,0 4,856,1 638,376,1
year (Decrease is 00.00 00.00 02.44 02.44
listed with ―-‖)
(i) Total
4,856,1 4,856,102
comprehensive
02.44 .44
income
(ii) Owners’
77,000,0 556,520,0 633,520,0
devoted and
00.00 00.00 00.00
decreased capital
63
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
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 -104,81
297,281, 560,999,1 2,952,586 756,415,7
end of the report 7,637.9
600.00 82.23 .32 30.64
period 1
64
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
III. Company profile
1. Company profile
Chinese name of the Company: 深圳市特力(集团)股份有限公司
Foreign name of the Company: ShenZhen Tellus Holding Co.,Ltd
Registered address of the Company: 3/F, Tellus Building, Shuibei 2nd Road, Luohu District, Shenzhen, Guangdong Province.
Office address of the Company: 15/F, Zhonghe Building, Shennan Middle Road, Futian District, Shenzhen
Stock exchange for listing: Shenzhen Stock Exchange
Short form of the stock and Stock code: Tellus-A(000025),Tellus-B(200025)
Registered capital: RMB 297,280,000
Legal representative: Lv Hang
Registration number of legal person business license: 440301103017750
2. Business nature, operating scope and major products and services of the Company
Business nature: wholesale industry of energy, materials and machinery electronic equipments.
Operating scope: mainly engaged in provision of auto related comprehensive services, including sales and maintenance of
autos, production of detection equipments, and property leasing and management.
Major products and services: sales, detection and maintenance of autos and components, property leasing and service.
3. The history of the Company
Shenzhen Testrite Group Co., Ltd. (hereinafter referred to as the Company), previously known as Shenzhen Machinery
Industry Company, was incorporated on 10 November 1986. In 1992, as authorized by the reply relating to Shenzhen
Machinery Industry Company transforming to Shenzhen Testrite Machinery Co., Ltd.(SFBF[1991]1012) issued by the
Office of Shenzhen People Government, Shenzhen Machinery Industry Company was transformed to Shenzhen Testrite
Machinery Co., Ltd. in 1993, as authorized by the reply relating to Shenzhen Testrite Machinery Co., Ltd. transforming to a
public company (SFBF[1992]1850) issued by the Office of Shenzhen People Government and the reply relating to issuance
of stocks by Shenzhen Testrite Machinery and Electric Co., Ltd. (SRYFZ[1993]092) issued by Shenzhen branch of People’s
Bank of China, Shenzhen Testrite Machinery Co., Ltd. changed to be a public company and made the initial public offering.
The name of the Company changed to Shenzhen Testrite Machinery and Electric Co., Ltd., with a total share capital of
166,880,000 shares, among which, 120,900,000 shares were converted from the original assets and 45,980,000 shares were
newly issued. The newly issued shares comprises of 25,980,000 RMB ordinary shares (A shares) and 20,000,000 RMB
special shares (B shares). In June 1993, as approved by the reply relating to listing of Shenzhen Testrite Machinery and
Electric Co., Ltd. (SZBF[1993]34) issued by Shenzhen Securities Management Office and the Listing Grant issued by
Shenzhen Stock Exchange(SZSZ[1993]22), Shenzhen Testrite Machinery and Electric Co., Ltd. was listed on Shenzhen
Stock Exchange. And the Company renamed as Shenzhen Tellus Holding Co., Ltd. dated 30 June 1994 after approval from
the Shenzhen Administration for Industry and commerce. On 15 March 1993, being approved by branch of Shenzhen
Special Economic Zone of People’s Bank of China ―Shen Ren Yin Fu Zi (1993) No.: 092‖, the Company released 25.98
million registered common A shares with RMB 1.00 par value as well as 20 million B shares. Capital structure of the
Company while initial public offering:
Type Amount (Share) Ratio (%)
I. Non-tradable share
Including: State shares 120,900,000 72.45
65
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Type Amount (Share) Ratio (%)
Total non-tradable shares 120,900,000 72.45
II. Outstanding shares
1. Tradable A-Share 25,980,000 15.57
2. Tradable B-Share 20,000,000 11.98
Total tradable shares 45,980,000 27.55
Total 166,880,000 100.00
All previous changes in the share capital after the public issue of the Company:
(1) Bonus shares in 1993
The Company held the resolution of annual shareholders' general meeting of 1993, distribute dividend of 0.5 Yuan in cash
for every 10 shares and 2 more bonus shares to all shareholders based on the Company’s total share capital of 166,880,000
shares on 31st, Dec., 1993, and the Company’s total share capital changed to 200,256,000 shares.
On 22nd April 1994, Shenzhen Securities Regulatory Office approved the stock dividend scheme of the Company. After the
implementation of the stock dividend program, the ownership structure of the Company became as follows:
Type Amount (Share) Ratio (%)
State-owned corporate shares 145,080,000 72.45
Domestic public shares 31,176,000 15.57
RMB special stock (B-Share) 24,000,000 11.98
Total 200,256,000 100.00
(2) Bonus shares and capitalization in 1994
On 28th May 1995, the shareholders' general meeting of the Group approved the bonus share and capitalization program
proposed by the board of directors. The Company distributes 0.5 bonus shares to every 10 shares with 0.5 more shares
increased for 0.5 Yuan dividend in cash to all shareholders based on the Company’s total share capital of 200,256,000 shares
on 31st, Dec., 1994, and the Company’s total share capital changed to 220,281,600 shares.
Equity structure of the Company after bonus scheme implemented:
Type Amount (Share) Ratio (%)
State-owned corporate shares 159,588,000 72.45
Domestic public shares 34,293,600 15.57
RMB special stock (B-Share) 26,400,000 11.98
Total 220,281,600 100.00
(3) The changes of controlling shareholders in 1997
On 31st March 1997, in accordance with the approval of ―Shenfuhan [1997] No.19‖ and ―Zhengjianhan [1997] No.5‖, the
People's Government of SZ Municipality and China Securities Regulatory Commission agreed Shenzhen Investment and
66
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Management Company to transfer its 159,588,000 shares of State shares to ―Shenzhen Special Development Group Co.,
Ltd‖ (hereinafter referred to as ―SDG‖), which took proportion of 72.45% in the total share capital.
(4) Reform of non-tradable shares in 2006
In December 2005, Shenzhen State-owned Assets Supervision and Administration Commission approved the non-tradable
shares reform program of Shenzhen Tellus (Group) Ltd. which reported by the Company’s non-tradable shareholders -
Shenzhen Special Development Group Co., Ltd.
On 4th January 2006, SDG paid 13,717,440 shares of stock to the shareholders of A shares in circulation as the consideration
of the non-tradable shares reform, and SDG held 66.22% of the Company’s total share capital after the non-tradable shares
reform. After the implementation of the non-tradable shares reform program, the ownership structure of the company
became as follows:
Type Amount (Share) Ratio (%)
State-owned corporate shares 145,870,560 66.22
Domestic public shares 48,011,040 21.80
RMB special stock (B-Share) 26,400,000 11.98
Total 220,281,600 100.00
(5) Non-public RMB common stock offer in 2015
In accordance with the provisions of the Company’s 19th extraordinary meeting of the 7th session of board of directors on
April 21, 2014 and the resolutions of the fourth extraordinary general meeting of 2014 on June 3, 2014, the non-public
offering of RMB ordinary shares (A shares) that the Company issues to Shenzhen SDG Co., Ltd. and Shenzhen CMAF
Jewelry Industry Investment Company (limited partnership) should not exceed 77,000,000 shares, of which the par value is
1 yuan per share, the total raised funds are no more than RMB 646,800,000.00 yuan, the issuance objects are all subscribed
by cash.
On May 19, 2014, State-owned Assets Supervision and Administration Commission of the People's Government of
Shenzhen Municipality issued ―Reply to issues related to non-public offering of shares of Shenzhen Test Rite (Group) Co.,
Ltd. from SASAC of Shenzhen Municipality‖ (SGZWH No. [2014]237) which agreed the Company’s plan for non-public
offering of shares. The Company’s non-public offering has obtained the ―Approval for non-public offering of shares of
Shenzhen Test Rite (Group) Co., Ltd.‖ (CSRC License No. [2015]173) approved by China Securities Regulatory
Commission, which agrees the Company to issue the non-public offering of RMB ordinary shares (A shares) not exceeding
77,000,000 new shares. The registered capital is RMB 297,281,600.00 yuan after change, and the company’s ownership
structure is as follows:
Type Amount (Share) Ratio (%)
State-owned corporate shares 151,870,560 51.09
Domestic public shares 119,011,040 40.03
67
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Type Amount (Share) Ratio (%)
RMB special stock (B-Share) 26,400,000 8.88
Total 297,281,600 100.00
(6) Reducing stock by controlling shareholder in May 2016
From 4 May 2016 to 31 May 2016, SDG reducing 2,972,537 un-restricted circulation shares of the Company through
centralized price bidding, presenting 1% of the total share capital of the Company, equity structure after share reducing are
as:
Type Amount (Share) Ratio (%)
State-owned corporate shares 148,898,023 50.09
Domestic public shares 121,983,577 41.03
RMB special stock (B-Share) 26,400,000 8.88
Total 297,281,600 100.00
4. Consolidation scope of the Company in the year
Totally 14 companies included in the consolidation scope for the Year of 2016, found more in ―Equity in other entity‖ in the
Note VIII. The consolidation range has no changes over that of last year.
5. Relevant party offering approval reporting of financial statements and date thereof
This financial statement is approved for disclosure by resolution from the Board dated 25 August 2016.
IV. Basis Preparation of the Financial Statements
The financial statements of the Group is prepared based on the going-concern assumption in accordance with the actually
occurred transactions and events, the ―Accounting standards for Businees Enteprise-Basic rules‖ (ministry of finance order
No. 33 issued, ministry of finance No.76 revised), the ―Accounting Standards for Business Enterprises – Basic Standards‖
and 41 specific accounting standards promulgated by the ministry of finance on 15 th, Feb., 2006, the subsequently
promulgated application guide and interpretation of the accounting standards for business enterprises and other relevant
provisions (hereinafter collectively referred to as ―ASBE‖), and China Securities Regulatory Commission ―information
disclosure regulations No.15 for the companies publicly issuing securities - general provisions of financial reports‖ (2014
Revision).
According to the relevant requirements under the Accounting Standards for Business Enterprises, the Company has adopted
the accrual basis as its basis of accounting. Except for certain financial instruments, historical costs have been adopted as the
basis of measurement in these Financial Statements. Non-current assets held for sale are recorded at the lower of fair value
less predicted expenses and the original carrying value when the assets satisfy such conditions for sale. Provisions of
corresponding impairment losses are recognised in respect of any impairment of assets.
V. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Groups meet the requirements of the Accounting Standards for Business
Enterprises, truthfully and completely reflect the financial situation of the Company on 30th, June, 2016, and the business
performance and cash flow in January to June of 2016. In addition, the financial statements of the Company and the Group
meet the disclosure requirements of ―Preparation Regulation of Information Disclosure for Enterprise with Security Issued
68
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Publicly No.15—General Rules of Financial Report‖ revised by China Securities Regulatory Commission in all significant
aspects in 2014.
VI. Main accounting policy and estimate
The Company and its subsidiaries determine specific accounting policies and accounting estimation based on their actual
production characteristics according to the relevant requirements under the Accounting Standards for Business Enterprises.
Details relating to significant accounting judgment and estimation made by the management, please refer to note IV(29)
―Significant accounting judgment and estimation‖
1. Fiscal period
The accounting period of the Group includes annual and interim, accounting interim refers to the reporting period shorter
than a complete fiscal year. The fiscal year of the Group adopts the Gregorian calendar, i.e. from 1 January to 31 December
for each year.
2. Business cycle
Normal business cycle is the period from purchasing assets used for process by the Company to the cash and cash equivalent
achieved.
The Company’s normal business cycle was one-year (12 months), and as the determining criterion of the liquidity for astes
and liabilities.
3. Book-keeping currency
RMB is the currency in the major economic environment of the Company and its sub-company which take RMB as the
book-keeping currency. The Group adopts RMB as the currency when preparing this financial statement.
4. The accounting treatment of business merger under the common control and the different control.
Business merger refers to the transactions or matters that two or more than two individual enterprises form a reporting entit.
Business combination is at least subject to the following conditions: to acquire controlling right upon another or multiple
enterprises (or business); enterprises to be combined must constitute business. In case that an acquirer obtains controlling
right upon another or multiple enterprises which do not constitute business, the transaction shall not constitute business
combination.
When acquirer acquires a group of assets or net assets which don’t constitute business, the acquisition costs shall be
allocated into various identifiable assets or liabilities based on their fair value as of the acquisition date. Where there are
specific identifiable assets which cannot be substituted taking substantial proportion in a group of assets or net assets and the
future cash flow of the acquiree also highly depends on such specific identifiable assets, the remaining amount between
acquisition costs less fair value of other identifiable assets shall be entirely recorded in such specific identifiable assets.
Business merger includes the business merger under the common control and the different control.
(1) Business merger under the common control
Business merger under the common control means the enterprises participated in the merger are subject to the ultimate
control of the same party or the same multi-party before and after the merger, and the control is not temporary. For the
business merger under the same control, the party obtains the control rights of other enterprises participated in the merger on
the merger date is the merging party, and other enterprises participated in the merger are the merged party. The merger date
refers to the date that the merging party obtains the control rights of the merged party.
The assets and liabilities of the merging party should be measured in accordance with the book value of the combined party
on the combining date. The balance between the book value of the net asset obtained by the merging party and the book
value of the merger consideration (or the total face value of the issued shares) paid by the merging party, and adjust the
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capital reserve (share premium); for the capital reserve (share premium) insufficient to reduce, adjust the retained earnings.
All direct expenses the merging party spent for the business merger are included in the current profit and loss when the
business merger occurred.
(2) Business merger under the different control
Business merger under the different control means the enterprises participated in the merger are not subject to the ultimate
control of the same party or the same multi-party before and after the merger. For the business merger under the different
control, the party obtains the control rights of other enterprises participated in the merger on the acquisition date is the
acquirer, and other enterprises participated in the merger are the acquiree. The acquisition date refers to the date that the
acquirer obtains the control rights of the acquiree.
As for the business merger under the different control, the merger costs contain the assets paid by the acquirer for obtaining
the control rights of the acquiree on the acquisition date, the liabilities incurred or assumed, and the fair value of the issued
equity securities. The intermediary fees such as auditing, legal services and consulting services costs and other
administrative costs incurred by the business merger are charged to the current profit and loss. The transaction costs of the
equity securities or debt securities issued as the combination consideration by the acquirer are reckoned in the initially
recognized amount of the equity securities or debt securities. As for the involved or existing consideration reckoned in the
merger costs in accordance with the fair value on the acquisition date, correspondingly adjust the consolidated goodwill for
these needs to be adjusted or possess consideration because new or further evidence appears for the situations existing on the
acquisition date within 12 months after the acquisition date The merger costs of the acquirer and the net identifiable assets
obtained in the merger are reckoned in accordance with the fair value on the acquisition date. The balance of which the
merger costs are more than the net identifiable assets’ fair value share of the acquiree obtained in the merger on the
acquisition date is recognized as goodwill. For those whose merger costs are less than the net identifiable assets’ fair value
share of the acquiree obtained in the merger, recheck the obtained identifiable assets, liabilities, and the fair value with
contingent liability of the acquiree, and the measurement of the merger costs at first, while for those whose merger costs are
still less than the net identifiable assets’ fair value share of the acquiree obtained in the merge after rechecking, reckon its the
balance in the current profit and loss.
For the deductable temporary difference obtained by the acquirer from the acquiree that is not confirmed because of not
meeting the assets confirmation requirements of the deferred income taxes on the acquisition date, if there is new or further
information states that the relevant conditions on the acquisition date has already existed and the economic interests on the
acquisition date brought by the deductable temporary difference can be realized by the acquiree within 12 months after the
acquisition date, then confirm the relevant deferred income tax assets, and decrease the goodwill, as for the goodwill
insufficient for reducing, confirm the difference to be the current profit and loss; except for the above-mentioned cases,
reckon those deferred income tax assets related to the business merger in the current profit and loss.
For a business combination not involving enterprises under common control and achieved in stages, the company shall
determine whether the business combination shall be regarded as ―a bundle of transactions‖ in accordance with
―Interpretation 5 on Accounting Standards for Business Enterprises‖ (Cai Kuai 2012 No. 19) and clause 51 of ASBE 33-
Consolidated Financial Statements relating to judgment standard for ―a bundle of transactions‖(please refer to this Note IV
5(2)). When the business combination is regarded as ―a bundle of transactions‖, the accounting treatment for the business
combination shall be in accordance with the previous paragraphs and Note IV 13 ―long term equity investment‖; when the
business combination is not regarded as ―a bundle of transactions‖, the accounting treatment should be different when comes
to individual financial report and consolidated financial report.
In the individual financial statements, the initial cost of the investment shall be the sum of the carrying amount of its
previously-held equity interest in the acquiree prior to the acquisition date and the amount of additional investment made to
the acquiree at the acquisition date. Other comprehensive income involved in the previously-held equity interest of the
acquiree prior to the acquisition date shall be subject to accounting treatment on the same basis adopted by the acquiree in
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its direct disposal of related assets or liabilities (which are reclassified as investment income during the period , net of the
audited changing corresponding shares resulted from the net liability and net assets remeasured and set by acquiree
according to equity method ).
In the consolidate financial statements, the previously-held equity interest of the acquire is re-measured according to the fair
value at the acquisition date; the difference between the fair value and the carrying amount is recognized as investment
income for the current period; the amount recognized in other comprehensive income relating to the previously-held equity
interest in the acquire shall be subject to accounting treatment on the same basis adopted by the acquire in its direct disposal
of related assets or liabilities (which are reclassified as investment income during the period, net of the audited changing
corresponding shares resulted from the net liability and net assets re-measured and set by acquire according to equity
method).
5. Preparing method of consolidated financial statements
(1) Determinate principles of range for consolidation financial statement
The scope of consolidated financial statements is determined based on control. Control is the power to govern the investees
so as to obtain benefits from their operating activities by the involvement in the relevant activities of the investee. The scope
of consolidation comprises the Company and all of its subsidiaries. Subsidiaries are the entities controlled by the Company.
Once relevant elements involved in the above definition of control change due to alteration of relevant facts or situations, the
Company will make evaluation again.
(2) Preparing method of consolidated financial statements
Since the date of gaining the net assets and the actual control rights of the production and operation decision-making of the
subsidiaries, the Group has started to bring it into the consolidation scope; stop to bring into the consolidation scope since
the date of losing the actual control rights. As for the disposed subsidiaries, the business performance and cash flow before
the disposal have been suitably included in the consolidated income statement and the consolidated cash flow statement; as
for the subsidiaries currently disposed; don’t adjust the opening balance of the consolidated balance sheet. For the
subsidiaries increased by the business merger under the different control, the business performance and cash flow after its
acquisition date have been suitably included in the consolidated income statement and the consolidated cash flow statement,
and don’t adjust the opening balance and correlation date of the combined financial statement. For the subsidiaries increased
by the business merger under the common control, the business performance and cash flow from the beginning period of the
merger to its merger date have been suitably included in the consolidated income statement and the consolidated cash flow
statement, and adjust the correlation date of the combined financial statement at the same time.
When preparing the consolidated financial statements, for the accounting policies adopted by the subsidiaries and the
Company being inconsistent during the accounting time period, adjust in accordance with the accounting policies of the
Company and the financial statements of the subsidiaries during the accounting time period. As for the subsidiaries obtained
by the business merger under the different control, adjust the financial statements based on the fair value of the net
identifiable assets on the acquisition date.
All significant intra-group current account balances, transactions and unrealized profits are offset in the preparation of
consolidated financial statements.
The stockholders' equity of the subsidiaries and the shares not belong to the Company in the current net profit or loss are
respectively served as the separate presentation in the stockholders' equity and net profits of the minority interest and
minority interest income in the consolidated financial statements. The shares of the current net profit or loss of the
subsidiaries that belong to the minority interest are listed under net profit item in the consolidated profit statement as
―minority interest income‖ item. Reduce the minority interest for those that the subsidiaries’ losses shared by the minority
shareholders exceed the shares that the minority shareholders gained from the owner's equity at the beginning period of this
subsidiary.
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When losing the control rights of the original sub companies because of disposing some equity investment or other reasons,
re-measure the residual equity in accordance with its fair value on the date of losing the control rights. Use the sum of the
consideration obtained by disposing the stock rights and the fair value of the residual equity to minus the balance among the
net assets’ shares of the original sub companies continuously calculated since the acquisition date in accordance with the
original shareholding ratio, and then reckon in the current investment income when losing the control rights. The other
consolidated incomes related to the equity investment of the original sub companies, It shall be subject to accounting
treatment on the same basis adopted by the acquiree in its direct disposal of related assets or liabilities during the period
when the control ceases (which are reclassified as investment income for the current period, other than changes resulting
from re-measuring net liability or net assets under defined benefit plan of the original subsidiary). Thereafter, do the
follow-up measurement for this part’s residual equity in accordance with the relevant provisions of ―Accounting Standards
for Business Enterprises No.2 - long-term equity investment‖ or ―Accounting Standards for Business Enterprises No.22 -
financial instruments recognition and measure’, refer to the Note IV 13 ―long-term equity investment‖ or the Note IV 9
―financial instruments‖ for details.
The company shall determine whether loss of control arising from disposal in a series of transactions should be regarded as
a bundle of transactions. When the economic effects and terms and conditions of the disposal transactions met one or more
of the following situations, the transactions shall normally be accounted for as a bundle of transactions: (i) The transactions
are entered into after considering the mutual consequences of each individual transaction; (ii) The transactions need to be
considered as a whole in order to achieve a deal in commercial sense; (iii) The occurrence of an individual transaction
depends on the occurrence of one or more individual transactions in the series; (iv) The result of an individual transaction is
not economical, but it would be economical after taking into account of other transactions in the series. When the
transactions are not regarded as a bundle of transactions, the individual transactions shall be accounted as ―disposal of a
portion of an interest in a subsidiary which does not lead to loss of control‖) (for details, please refer to Note IV 13(2)④)
and ―disposal of a portion of an interest in a subsidiary which lead to loss of control‖ (details are set out in previous
paragraph). When the transactions are regarded as a bundle of transactions, the transactions shall be accounted as a single
disposal transaction; however, the difference between the consideration received from disposal and the share of net assets
disposed in each individual transactions before loss of control shall be recognized as other comprehensive income, and
reclassified as profit or loss arising from the loss of control when control is lost.
6. Classification of joint arrangement and accounting for joint operations
A joint arrangement refers to an arrangement jointly controlled by two or more parties. In accordance with the Company’s
rights and obligations under a joint arrangement, the Company classifies joint arrangements into: joint ventures and joint
operations. Joint operations refer to a joint arrangement during which the Company is entitled to relevant assets and
obligations of this arrangement. Joint ventures refer to a joint arrangement during which the Company only is entitled to net
assets of this arrangement.
Investment in joint venture is accounted for using the equity method accounting to the accounting policies referred to Note
IV 13(2)②―Long-term equity investment accounted for using the equity method‖.
The Company shall, as a joint venture, recognise the assets held and obligations assumed solely by the Company, and
recognise assets held and obligations assumed jointly by the Company in appropriation to the share of the Company;
recognise revenue from disposal of the share of joint operations of the Company; recognise fees solely occurred by
Company and recognise fees from joint operations in appropriation to the share of the Company.
When the Company, as a joint venture, invests or sells assets to or purchase assets (the assets dose not constitute a business,
the same below) from joint operations, the Company shall only recognise the part of profit or lost from this transaction
attributable to other parties of joint operations before these assets are sold to a third party. In case of an impairment loss
incurred on these assets which meets the requirements as set out in ―Accounting Standards for Business Enterprises No. 8 –
Asset Impairment‖, the Company shall recognise the full amount of this loss in relation to its investment in or sale of assets
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to joint operations, or recognise the loss according to the Company’s share of commitment in relation to the its purchase of
assets from joint operations.
7. Determination criteria of cash and cash equivalent
Cash and cash equivalent of the Company including stock cash, deposits available for payment at any time and the
investment held by the Company with the follow characters obtained at the same time: short term (expire within 3 months
commencing from purchase day), active liquidity, easy to convert to already-known cash, and small value change risks.
8. Foreign Currency Operations and translation of foreign currency statements
(1) Basis for translation of foreign currency transactions
The foreign currency transactions of the Company, when initially recognized, are translated into functional currency at the
prevailing spot exchange rate on the date of exchange (usually refers to the middle rate of the exchange rate for the day as
quoted by the People’s Bank of China, the same below) while the Company’s foreign currency exchange operations and
transactions in connection with foreign currency exchange shall be translated into functional currency at the exchange rate
actually adopted.
(2) Basis for translation of foreign currency monetary items and foreign currency non-monetary items
On the balance sheet date, foreign currency monetary items shall be translated at the spot exchange rate on the balance sheet
date. All differences are included in the consolidated income statement, except for: ① the differences arising from foreign
currency borrowings related to the acquisition or construction of fixed assets which are qualified for capitalization; and ②
except for other carrying amounts of the amortization costs, the differences arising from changes of the foreign currency
items available for sale.
When preparing consolidated financial statement involving overseas operation, in case there is foreign currency monetary
items which substantially constitute net investment in overseas operation, the exchange difference arising from exchange
rate fluctuation shall be included in other comprehensive income; and shall transfer to gains and losses from disposal for the
current period when the overseas operation is disposed of.
The foreign currency non-monetary items measured at historical cost shall still be measured by the functional currency
translated at the spot exchange rate on the date of the transaction. Foreign currency non-monetary items measured at fair
value are translated at the spot exchange rate on the date of determination of the fair value. The difference between the
amounts of reporting currency before and after the translation will be treated as changes in fair value (including changes in
foreign exchange rates) and recognized in profit or loss for the period or recognized as other consolidated income.
(3) Translation of foreign currency financial statement
When preparing consolidated financial statement involving overseas operation, in case there is foreign currency monetary
items which substantially constitute net investment in overseas operation, the exchange difference arising from exchange
rate fluctuation shall be included in other comprehensive income as ―translation difference of foreign currency statement‖;
and shall transfer to gains and losses from disposal for the current period when the overseas operation is disposed of.
Foreign currency financial statement for overseas operation is translated into RMB statement by the following means: assets
and liabilities in balance sheet are translated at the spot rate as of balance sheet date; owner’s equity items (other than
undistributed profit) are translated at the spot rate prevailing on the date of occurrence. Income and expense items in profit
statement are translated at the spot rate prevailing on the date of transactions. Beginning undistributed profit represents the
translated ending undistributed profit of previous year; ending undistributed profit is allocated and stated as several items
upon translation. Upon translation, difference between assets, liabilities and shareholders’ equity items shall be recorded as
foreign currency financial statement translation difference and recognized as other comprehensive income. In case of
disposal of overseas operation where control is lost, foreign currency financial statement translation difference relating to
the overseas operation as stated under shareholders’ equity in balance sheet shall be transferred to current gains and losses of
disposal in full or under the proportion it disposes.
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Foreign currency cash flow and cash flow of overseas subsidiary are translated at the spot rate prevailing on the date of
occurrence of cash flow. Influence over cash from exchange rate fluctuation is taken as adjustment items to separately stated
in cash flow statement.
The beginning figure and previous year actual figures are stated at the translated figures in previous year financial statement.
If the Company loses control over overseas operation due to disposal of all the owners’ equity or part equity investment in
the overseas operation or other reasons, foreign currency financial statement translation difference relating to the overseas
operation attributable to owners’ equity of parent company as stated under shareholders’ equity in balance sheet shall be
transferred to current gains and losses of disposal in full.
If the Company reduces equity proportion while not loses control over overseas operation due to disposal of part equity
investment in the overseas operation or other reasons, foreign currency financial statement translation difference relating to
the disposed part will be vested to minority interests and will not transfer to current gains and losses. When disposing part
equity interests of overseas operation which is associate or joint venture, foreign currency financial statement translation
difference relating to the overseas operation shall transfer to current disposal gains and losses according to the disposed
proportion.
9. Financial instruments
(1) Method of determination of the fair value for financial assets and financial liabilities
Fair value represents the price that market participator can receive for disposal of an asset or he should pay for transfer of a
liability in an orderly transaction happened on the measurement date. Financial instruments exist in an active market. Fair
value is determined based on the quoted price in such market. An active market refers to where pricing is easily and
regularly obtained from exchanges, brokers, industrial organizations and price-fixing service organizations, representing the
actual price of a market transaction that takes place in a fair deal. While financial instruments do not exist in an active
market, the fair value is determined using valuation techniques. Valuation technologies include reference to be familiar with
situation and prices reached in recent market transactions entered into by both willing parties, reference to present fair
values of similar other financial instruments, cash flow discounting method and option pricing models.
(2) Classification, recognition and measurement of the financial assets
Financial asset or financial liability is recognized when the Company becomes a party to financial instrument contract.
Financial assets and liabilities are initially measured at fair value. For financial assets and financial liabilities classified as
fair value through profit or loss, relevant transaction costs are directly recognized in profit or loss for the period. For
financial assets and financial liabilities classified as other categories, relevant transaction costs are included in the amount
initially recognized.
①Financial assets carried at fair value through profit or loss for the current period
They include financial assets held for trading and financial assets designated as at fair value through profit or loss for the
current period.
Financial assets may be classified as financial assets held for trading if one of the following conditions is met: A. the
financial assets is acquired or incurred principally for the purpose of selling it in the near term; B. the financial assets is part
of a portfolio of identified financial instruments that are managed together and for which there is objective evidence of a
recent pattern of short-term profit taking; or C. the financial assets is a derivative, excluding the derivatives designated as
effective hedging instruments, the derivatives classified as financial guarantee contract, and the derivatives linked to an
equity instrument investment which has no quoted price in an active market nor a reliably measured fair value and are
required to be settled through that equity instrument.
A financial asset may be designated as at FVTPL upon initial recognition only when one of the following conditions is
satisfied: A. Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would
otherwise result from measuring assets or recognizing the gains or losses on them on different bases; or B. The financial
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asset forms part of a group of financial assets or a group of financial assets and financial liabilities, which is managed and its
performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment
strategy, and information about the grouping is reported to key management personnel on that basis.
Financial assets carried at fair value through profit or loss for the current period is subsequently measured at fair value. The
gain or loss arising from changes in fair value and dividends and interest income related to such financial assets are charged
to profit or loss for the current period.
②Held-to-maturity investments
They are non-derivative financial assets with fixed maturity dates and fixed or determinable payments that the Group has
positive intent and ability to hold to maturity.
Held-to-maturity investments are subsequently measured at amortized cost using the effective interest method. Gain or loss
on derecognition, impairment or amortization is recognized through profit or loss for the current period.
The effective interest method is a method of calculating the amortized cost of a financial asset and of allocating interest
income or expense over each period based on the effective interest of a financial asset or a financial liability (including a
group of financial assets or financial liabilities). The effective interest is the rate that discounts future cash flows from the
financial asset or financial liability over its expected life or (where appropriate) a shorter period to the carrying amount of
the financial asset or financial liability.
In calculating the effective interest rate, the Group will estimate the future cash flows (excluding future credit losses) by
taking into account all contract terms relating to the financial assets or financial liabilities whilst considering various fees,
transaction costs and discounts or premiums which are part of the effective interest rate paid or received between the parties
to the financial assets or financial liabilities contracts.
③ Loans and receivable
They are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.
Financial assets, including bills receivable, accounts receivable, interest receivable, dividends receivable and other
receivables, are classified as loans and receivables by the Group.
Loans and receivables are subsequently measured at amortized cost using the effective interest method. Gain or loss arising
from derecognition, impairment or amortization is recognized in current profit or loss.
④Available-for-sale financial assets
They include non-derivative financial assets that are designated in this category on initial recognition, and the financial
assets other than the financial assets at fair value through profit and loss, loans and receivables and held-to-maturity
investments.
The closing cost of available-for-sale debt instruments are determined based on amortised cost method, which means the
amount of initial recognition less the amount of principle already repaid, add or less the accumulated amortised amount
arising from the difference between the amount due on maturity and the amount initially recognised using effective interest
rate method, and less the amount of impairment losses recognised. The closing cost of available-for-sale equity instruments
is equal to its initial acquisition cost.
Available-for-sale financial assets are subsequently measured at fair value. The gain or loss on change in fair value are
recognized as other comprehensive income, except for impairment loss and exchange differences arising from foreign
monetary financial assets and amortized cost which are accounted for through profit or loss for the current period. The
financial assets will be transferred out of the financial assets on derecognition and accounted for through profit or loss for
the current period.
However, equity instrument investment which is not quoted in active market and whose fair value cannot be measured
reliably, and derivative financial asset which is linked to the equity instrument and whose settlement is conditional upon
delivery of the equity instrument, shall be subsequently measured at cost.
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Interests received from available-for-sale financial assets held and the cash dividends declared by the investee are
recognized as investment income.
(3) Impairment of financial assets
In addition to financial assets at fair value through profit or loss for the current period, the Group reviews the book value of
other financial assets at each balance sheet date and provide for impairment where there is objective evidence that financial
assets are impaired.
For a financial asset that is individually significant, the Group assesses the asset individually for impairment. For a financial
asset that is not individually significant, the Group assess the asset individually for impairment or include the asset in a
group of financial assets with similar credit risk characteristics and collectively assess them for impairment. If it is
determined that no objective evidence of impairment exists for an individually assessed financial asset, whether the financial
asset is individually significant or not, the financial asset is included in a group of financial assets with similar credit risk
characteristics and collectively assessed for impairment. Financial assets for which an impairment loss is individually
recognized are not included in the collective assessment for impairment.
①Impairment of held-to-maturity investments, loans and receivables
The carrying amount of financial assets measured at costs or amortized costs are subsequently reduced to the present value
discounted from its projected future cash flow. The reduced amount is recognized as impairment loss and recorded as profit
or loss for the period. After recognition of the impairment loss from financial assets, if there is objective evidence showing
recovery in value of such financial assets impaired and which is related to any event occurring after such recognition, the
impairment loss originally recognized shall be reversed to the extent that the carrying value of the financial assets upon
reversal will not exceed the amortized cost as at the reversal date assuming there is no provision for impairment.
②Impairment of available-for-sale financial assets
In the event that decline in fair value of the available-for-sale equity instrument investment is regarded as ―severe decline‖
or ―non-temporary decline‖ on the basis of comprehensive related factors, it indicates that there is impairment loss of the
available-for-sale equity instrument investment.
The company’s standards to judge if the fair value of available for sale equity instruments investment has a ―severe‖
depreciation is that if the fair value of a single available for sale financial asset has a sharp fall which exceeds 50% of its
holding cost, then this available for sale financial asset is affirmed to have a severe decrease in value and should have the
provision for asset impairment to confirm the impairment loss.
The company’s standards to judge if the fair value of available for sale equity instruments investment has a ―non-temporary"
depreciation is that if the fair value of a single available for sale financial asset has a sharp fall and this downtrend is
predicted to be non-temporary with the duration over a year that cannot be fundamentally changed in the whole holding
period, then this available for sale financial asset is affirmed to have a non-temporary decrease in value and should have the
provision for asset impairment to confirm the impairment loss.
When the available-for-sale financial assets impair, the accumulated loss originally included in the capital reserve arising
from the decrease in fair value was transferred out from the capital reserve and included in the profit or loss for the period.
The accumulated loss that transferred out from the capital reserve is the balance of the acquired initial cost of asset, after
deduction of the principal recovered, amortized amounts, current fair value and the impairment loss originally included in
the profit or loss.
After recognition of the impairment loss, if there is objective evidence showing recovery in value of such financial assets
impaired and which is related to any event occurring after such recognition in subsequent periods, the impairment loss
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originally recognized shall be reversed. The impairment loss reversal of the available-for-sale equity instrument will be
recognized as other consolidated income, and the impairment loss reversal of the available-for-sale debt instrument will be
included in the profit or loss for the period.
When an equity investment that is not quoted in an active market and the fair value of which cannot be measured reliably, or
the impairment loss of a derivative financial asset linked to the equity instrument that shall be settled by delivery of that
equity instrument, then it will not be reversed.
(4) Recognition and measurement of transfers of financial asset
Financial asset that satisfied any of the following criteria shall be derecognized: ①the contract right to recover the cash
flows of the financial asset has terminated; ② the financial asset, along with substantially all the risk and return arising from
the ownership of the financial asset, has been transferred to the transferee; and ③ the financial asset has been transferred to
the transferee, and the transferor has given up the control on such financial asset, though it does not assign maintain
substantially all the risk and return arising from the ownership of the financial asset.
When the entity does not either assign or maintain substantially all the risk and return arising from the ownership of the
financial asset and does not give up the control on such financial asset, to the extent of its continuous involvement in the
financial asset, the entity recognizes it as a related financial asset and recognizes the relevant liability accordingly. The
extent of the continuous involvement is the extent to which the entity exposes to changes in the value of such financial
assets.
On derecognition of a financial asset, the difference between the following amounts is recognized in profit or loss for the
current period: the carrying amount and the sum of the consideration received and any accumulated gain or loss that had
been recognized directly in equity.
If a part of the financial assets qualifies for derecognition, the carrying amount of the financial asset is allocated between the
part that continues to be recognized and the part that qualifies for derecognition, based on the fair values of the respective
parts. The difference between the following amounts is recognized in profit or loss for the period: the sum of the
consideration received and the carrying amount of the part that qualifies for derecognition and the aforementioned carrying
amount.
For financial assets that are transferred with recourse or endorsement, the Company needs to determine whether the risk and
rewards of ownership of the financial asset have been substantially transferred. If the risk and rewards of ownership of the
financial asset have been substantially transferred, the financial assets shall be derecognised. If the risk and rewards of
ownership of the financial assets have been retained, the financial assets shall not be derecognised. If the Company neither
transfers nor retains substantially all the risks and rewards of ownership of the financial assets, the Company shall assess
whether the control over the financial assets is retained, and the financial assets shall be accounted for according to the
above paragraphs.
(5) Classification and measurement of financial liabilities
At initial recognition, financial liabilities are classified either as ―financial liabilities at fair value through profit or loss‖ or
―other financial liabilities‖. Financial liabilities are initially recognized at fair value. For financial liabilities classified as fair
value through profit or loss, relevant transaction costs are directly recognized in profit or loss for the period. For financial
liabilities classified as other categories, relevant transaction costs are included in the amount initially recognized.
① Financial liabilities at fair value through profit or loss for the period
The criteria for a financial liability to be classified as held for trading and designated as at financial liabilities at fair value
through profit or loss are the same as those for a financial asset to be classified as held for trading and designated as at
financial assets at fair value through profit or loss.
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Financial liabilities at fair value through profit or loss for the period are subsequently measured at fair value. The gain or
loss arising from changes in fair value and dividends and interest income related to such financial liabilities are included into
the current profit or loss.
② Other financial liabilities
Derivative financial liabilities which are linked to equity instruments that are not quoted in an active market and the fair
value of which cannot be measured reliably measured, and which shall be settled by delivery of equity instruments are
subsequently measured at cost. Other financial liabilities are subsequently measured at amortized cost using the effective
interest method. Gains or losses arising from derecognition or amortization is recognized in profit or loss for the current
period.
③Financial guarantee contract
Financial guarantee contract in respect of financial liabilities not designed at fair value through profit or loss shall be
initially measured at fair value, and subsequently measured at the lower between the amount determined under Accounting
Standards for Enterprises No.13-Contingent issues and its initial measurement amount less accumulative amortization
determined under Accounting Standards for Enterprises No.14-Revenue.
(6) Derecognition of financial liabilities
Financial liabilities are derecognized in full or in part only when the present obligation is discharged in full or in part. An
agreement is entered between the Group (debtor) and a creditor to replace the original financial liabilities with new financial
liabilities with substantially different terms, derecognize the original financial liabilities as well as recognize the new
financial liabilities.
When financial liabilities is derecognized in full or in part, the difference between the carrying amount of the financial
liabilities derecognized and the consideration paid (including transferred non-cash assets or new financial liability) is
recognized in profit or loss for the current period.
(7) Derivatives and embedded derivatives
Derivatives are initially measured at fair value as of the execution date of relevant contract, and subsequently measured at
fair value. Change of fair value of derivatives is recorded in profit or loss for the period.
In respect of mixed instruments containing embedded derivatives, if they are financial assets or financial liabilities not
designated at fair value through profit or loss, and there is no close relation between embedded derivatives and such main
contract in terms of economic characteristics and risk, separate instrument shares the same conditions with embedded
derivatives and meets definition of derivatives, the embedded derivatives are split off from the mixed instruments and
accounted for as separate derivative financial instrument. If an embedded derivative instrument cannot be measured
separately upon acquisition or at subsequent balance sheet date, the mixed instruments shall be taken in its entirety as
financial assets or financial liabilities designated at fair value through profit or loss.
(8) Offset of Financial Assets and Financial Liabilities
If the Group owns the legitimate rights of offsetting the recognized financial assets and financial liabilities, which are
enforceable currently, and the Group plans to realize the financial assets or to clear off the financial liabilities by net amount
method, the amount of the offsetting financial assets and financial liabilities shall be reported in the balance sheep.
Otherwise, financial assets and financial liabilities are presented separately in the balance sheet without offsetting.
(9) Equity instruments
Equity instruments are any contract that evidences a residual interest in the assets of an entity after deducting all of its
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liabilities. The Company issues (including refinancing), repurchases, sells or cancels equity instruments as movement of
equity. No fair value change of equity instrument would be recognized by the Company. Transaction fees relating to equity
transactions are deducted from equity.
The distribution (excluding the dividends) to the equity instrument holders by the Group shall reduce the
shareholder’s equity. The Group shall not recognize the changes of the equity instruments’ fair value.
10. Account receivable
Account receivable including receivables and other account receivables etc.
(1) Recognition standards for bad debt provision
On balance sheet date, the Company examined book value of the account receivable, if the followed objective evidence has
been show for impairment occurred, impairment provision shall withdrawal: ①the debtor has serious financial difficulties;
②debtor violated the terms of the contract (such as interest or principal payment default or overdue etc.); ③debtor probably
close down or exercise other financial restructuring; and ④other objective evidence showing impairment occurred on
receivables.
(2) Withdrawal method for bad debt provision
①Recognition criteria and depreciation method for account receivable with large single amount and accrued for provision of
bad debt on a single basis
Account receivable with over RMB one million and other account receivable with over RMB 500,000 are recognized as
account receivable with large single amount.
The Company exercise impairment test separately on account receivable with large single amount, if no impairment been
found in financial assets after separate testing, they shall be included in portfolios of accounts receivable with similar credit
risk features for impairment tests.
For accounts receivable with confirmed impairment losses after separate tests, they shall not be included in portfolios of
accounts receivable with similar credit risk features for impairment tests.
②Recognition criteria and depreciation method for account receivable with accrued for provision of bad debt on credit risk
portfolio basis
A. Recognition basis for credit risk characteristics portfolio
As for the account receivable with minor single amount and those with major amount without impairment had been found
after testing on a single basis, the Company grouping the financial assets according to similarity and relativity of the credit
risk characteristics. The credit risk characteristics usually reflect the repaying capability for all due amount from debtors, in
line with the terms of the contract, and related with the measurement of future cash flow on assets which has been examined.
Recognition basis for different portfolio:
Item Basis
Age portfolio Divide the portfolio on the age of account receivable as a credit risk characteristics
B. Depreciation method for bad debt provision recognized by credit risk characteristics portfolio
At the time of impairment testing, the bad debt amount will recognized by the estimated losses, according to historical losses
experience, which has been occurred in account receivable portfolio, and current economic status as well as portfolio
structure and similar credit risk characteristics (debt paying capability for debtor based on terms of the contract).
Depreciation method of bad debt provision in different portfolio:
Item Depreciation method
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Item Depreciation method
Age portfolio Accrual bad debt provision by aging of accounts
a. Depreciation method of bad debt provision by aging of accounts in portfolio
Accrual ratio of account Accrual ratio of other
Age
receivable (%) receivables (%)
Within 1 year (including one year, the same below) No accrual No accrual
1-2 years 5 5
2-3 years 20 20
Over 3 years 50 50
③Accounts receivable that are individually insignificant but with bad debt provision provided on an individual basis:
Account receivable with RMB one million at most and other account receivable with RMB 500,000 at most are recognized
as account receivable with insignificant single amount.
As for the account receivable with insignificant single amount but with followed features, exercise impairment separately, if
there has evidence of impairment, provision for bad debts shall be made at the difference of present value of estimated
future cash flows in short of their book values, and shall be recognized as impairment losses: account receivable with
dispute and arbitration involved or exist with the counter party; receivables which has obvious evidence that the debtor
probably unable to performed payment obligations etc.
(3) Reversal of bad debt provisions
If there is evidence showing that the value of the account receivable has been recovered, and that the
recovery is objectively related to events after recognition of the loss, the originally recognized impairment
loss should be reversed and included in current profit and loss. However, the book values after such
reversal shall not exceed the amortized costs of the account receivable on the reversal date, assuming there
is no provision for impairment.
11. Inventories
(1) Classification of inventories
Inventory including raw materials, stock commodity and low value consumables etc.
(2) Pricing for inventories delivered and obtained
Inventories are priced at actual costs when acquired. Inventory cost includes procurement cost, processing cost and other
costs. Raw materials and inventory commodities are measured under weighted average method when applied for use and
delivered.
(3) Recognition for net realizable value of inventories and withdrawal method for inventory impairment provision
Net realizable value refers to the amount resulted by inventory’s estimated sale price minor the cost, which is going to
occurred till end of the completion, estimated sales expenses and relevant taxes, in daily activities. At the time of
recognizing the net realizable value for inventory, on basis of unambiguous evidence, take the purpose of inventory held and
influence of events after the balance sheet date into account at the same time.
On balance sheet date, measure of the inventory is made as the lower of their cost and or net realizable
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values. Provision for inventory depreciation reserve are made while the net realizable values below the
cost. Inventory falling price reserves withdrawal usually base on the difference of the cost of single
inventory which over the net realizable value. As for inventories with numerous quantity and low unit
price, inventory depreciation provision is made based on categories of inventories.
After inventory impairment provision, if any factor rendering write-downs of the inventories has been
eliminated as net realizable value higher than its book value resulted, the amounts written down are
recovered and reversed from the inventory depreciation reserve, which has been provided for. The
reversed amounts are included into the current profit and loss.
(4) Inventory system was the perpetual inventory system.
(5) Low value consumptions and packing materials are amortized under amortization method when applied for use.
12. Classified as assets held for sale
If a non-current asset can be promptly sold at its existing status only according to the practice terms in connection with
disposal of this kind of assets, and the Company has already made resolution on disposal of the non-current asset and
entered into irrevocable transfer agreement with the transferee, and this transfer will be completed within one year, then the
non-current asset would be calculated as non-current asset held for sale which would be not applicable to depreciation or
amortisation since the date of classification as asset held for sale, and would be measured at the lower of its carrying value
less disposal cost and fair value less disposal cost. Non-current asset held for sale consists of single item asset and disposal
group. If a disposal group is a group of assets as defined by No.8 of Business Accounting Standards-Assets Impairment, and
goodwill arising from business combination shall be allocated to the group of assets under this accounting principle, or the
disposal group constitutes one operation of the group of assets, then the disposal group includes the goodwill arising from
business combination.
For single non-current asset and asset in disposal group classified as assets held for sale, they shall be presented in balance
sheet separately as current assets. For liabilities in disposal group relating to the transferred assets classified as assets held
for sale, they shall be presented in balance sheet separately as current liabilities.
If an asset or disposal group classified as held for sale no longer meets the recognition condition as non-current asset held
for sale, the Company will cease such recognition and measure the asset at the lower of (1)the carrying value of the asset or
disposal group prior to being classified as held for sale, based on the amount adjusted with the depreciation, amortisation or
impairment which should have been recognised assuming it had not been classified as held for sale; (2)the recoverable
amount on the date when the Company decides to cease disposal.
13. Long-term equity investments
Long-term equity investments under this section refer to long-term equity investments in which the Company has control,
joint control or significant influence over the investee. Long-term equity investment without control or joint control or
significant influence of the Group is accounted for as available-for-sale financial assets or financial assets measured at fair
value with any change in fair value charged to profit or loss. Details on its accounting policy please refer to Note 9.
―Financial instruments‖ under section IV.
Joint control is the Company’s contractually agreed sharing of control over an arrangement, which relevant activities of such
arrangement must be decided by unanimously agreement from parties who share control. Significant influence is the power
of the Company to participate in the financial and operating policy decisions of an investee, but to fail to control or joint
control the formulation of such policies together with other parties.
(1) Determination of investment cost
For a long-term equity investment acquired through a business combination involving enterprises under common control,
the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the carrying amount of
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the owner’s equity under the consolidated financial statements of the ultimate controlling party on the date of combination.
The difference between the initial cost of the long-term equity investment and the cash paid, non-cash assets transferred as
well as the book value of the debts borne by the absorbing party shall offset against the capital reserve. If the capital reserve
is insufficient to offset, the retained earnings shall be adjusted. If the consideration of the merger is satisfied by issue of
equity securities, the initial investment cost of the long-term equity investment shall be the absorbing party’s share of the
carrying amount of the owner’s equity under the consolidated financial statements of the ultimate controlling party on the
date of combination. With the total face value of the shares issued as share capital, the difference between the initial cost of
the long-term equity investment and total face value of the shares issued shall be used to offset against the capital reserve. If
the capital reserve is insufficient to offset, the retained earnings shall be adjusted. For business combination resulted in an
enterprise under common control by acquiring equity of the absorbing party under common control through a stage-up
approach with several transactions, these transactions will be judged whether they shall be treat as ―transactions in a basket‖.
If they belong to ―transactions in a basket‖, these transactions will be accounted for a transaction in obtaining control. If
they are not belong to ―transactions in a basket‖, the initial investment cost of the long-term equity investment shall be the
absorbing party’s share of the carrying amount of the owner’s equity under the consolidated financial statements of the
ultimate controlling party on the date of combination. The difference between the initial cost of the long-term equity
investment and the aggregate of the carrying amount of the long-term equity investment before merging and the carrying
amount the additional consideration paid for further share acquisition on the date of combination shall offset against the
capital reserve. If the capital reserve is insufficient to offset, the retained earnings shall be adjusted. Other comprehensive
income recognised as a result of the previously held equity investment accounted for using equity method on the date of
combination or recognised for available-for-sale financial assets will not be accounted for.
For a long-term equity investment acquired through a business combination involving enterprises not under common control,
the initial investment cost of the long-term equity investment shall be the cost of combination on the date of acquisition.
Cost of combination includes the aggregate fair value of assets paid by the acquirer, liabilities incurred or borne and equity
securities issued. For business combination resulted in an enterprise not under common control by acquiring equity of the
acquiree under common control through a stage-up approach with several transactions, these transactions will be judged
whether they shall be treat as ―transactions in a basket‖. If they belong to ―transactions in a basket‖, these transactions will
be accounted for a transaction in obtaining control. If they are not belong to ―transactions in a basket‖, the initial investment
cost of the long-term equity investment accounted for using cost method shall be the aggregate of the carrying amount of
equity investment previously held by the acquiree and the additional investment cost. For previously held equity accounted
for using equity method, relevant other comprehensive income will not be accounted for. For previously held equity
investment classified as available-for-sale financial asset, the difference between its fair value and carrying amount, as well
as the accumulated movement in fair value previously included in the other comprehensive income shall be transferred to
profit or loss for the current period.
Agent fees incurred by the absorbing party or acquirer for the acquisition such as audit, legal service, and valuation and
consultation fees, and other related administration expenses are charged to profit or loss in the current period at the time
such expenses incurred.
The long-term equity investment acquired through means other than a business combination shall be initially measured at its
cost. Such cost is depended upon the acquired means of long-term equity investments, which is recognised based on the
purchase cost actually paid by the Company in cash, the fair value of equity securities issued by the Group, the agreed value
of investment contract or agreement, the fair value or original carrying amounts of the non-monetary asset exchange
transaction which the asset will be transferred out of the Company, and the fair value of long-term equity investment itself.
The costs, taxes and other necessary expenses that are directly attributable to the acquisition of the long-term equity
investments are also included in the investment cost. For additional equity investment made in order to obtain significant
influence or common control over investee without resulted in control, the relevant cost for long-term equity investment
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shall be the aggregate of fair value of previously held equity investment and additional investment cost determined
according to ―Accounting Standard for Business Enterprises No. 22 – Recognition and measurement of Financial
Instruments‖.
(2) Subsequent measurement and income recognition method
Long term equity investment by which the Company has common control (other than that constituting joint operation) or
significant influence in investee is measured under equity method. In addition, long term equity investment by which the
Company is able to exercise control in investee is measured under cost method in financial statements.
①Long term equity investment measured under cost method
Under cost method, long term equity investment is measured at initial investment cost, and cost of long term equity
investment shall be adjusted in case of adding or recovering investment. Other than the price actually paid when obtaining
investment or cash dividends or distribution declared but not paid in consideration, investment income for the period would
be recognised based on the cash dividend or distribution declared by the investee.
② Long-term equity investments accounted for using the equity method
Under the equity method, where the initial investment cost of a long-term equity investment exceeds the
investor’s interest in the fair value of the investee’s identifiable net assets at the acquisition date, no
adjustment shall be made to the initial investment cost. Where the initial investment cost is less than the
investor’s interest in the fair value of the investee’s identifiable net assets at the acquisition date, the
difference shall be charged to profit or loss for the current period, and the cost of the long term equity
investment shall be adjusted accordingly.
Under the equity method, investment gain and other comprehensive income shall be recognised based on the Group’s share
of the net profits or losses and other comprehensive income made by the investee, respectively. Meanwhile, the carrying
amount of long-term equity investment shall be adjusted. The carrying amount of long-term equity investment shall be
reduced based on the Group’s share of profit or cash dividend distributed by the investee. In respect of the other movement
of net profit or loss, other comprehensive income and profit distribution of investee, the carrying value of long-term equity
investment shall be adjusted and included in the capital reserves. The Group shall recognise its share of the investee’s net
profits or losses based on the fair values of the investee’s individual separately identifiable assets at the time of acquisition,
after making appropriate adjustments thereto. In the event of inconformity between the accounting policies and accounting
periods of the investee and the Company, the financial statements of the investee shall be adjusted in conformity with the
accounting policies and accounting periods of the Company. Investment gain and other comprehensive income shall be
recognised accordingly. In respect of the transactions between the Group and its associates and joint ventures in which the
assets disposed of or sold are not classified as operation, the share of unrealised gain or loss arising from inter-group
transactions shall be eliminated by the portion attributable to the Company. Investment gain shall be recognised accordingly.
However, any unrealised loss arising from inter-group transactions between the Group and an investee is not eliminated to
the extent that the loss is impairment loss of the transferred assets. In the event that the Group disposed of an asset classified
as operation to its joint ventures or associates, which resulted in acquisition of long-term equity investment by the investor
without obtaining control, the initial investment cost of additional long-term equity investment shall be the fair value of
disposed operation. The difference between initial investment cost and the carrying value of disposed operation will be fully
included in profit or loss for the current period. In the event that the Group sold an asset classified as operation to its
associates or joint ventures, the difference between the carrying value of consideration received and operation shall be fully
included in profit or loss for the current period. In the event that the Company acquired an asset which formed an operation
from its associates or joint ventures, relevant transaction shall be accounted for in accordance with ―Accounting Standards
for Business Enterprises No. 20 ―Business combination‖. All profit or loss related to the transaction shall be accounted for.
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The Group’s share of net losses of the investee shall be recognized to the extent that the carrying amount of the long-term
equity investment together with any long-term interests that in substance form part of the investor’s net investment in the
investee are reduced to zero. If the Group has to assume additional obligations, the estimated obligation assumed shall be
provided for and charged to the profit or loss as investment loss for the period. Where the investee is making profits in
subsequent periods, the Group shall resume recognizing its share of profits after setting off against the share of unrecognized
losses.
If there is debit variation in relation to the long-term equity investments in associates and joint venture held prior to first
adoption of the Accounting Standards for Business Enterprises by the Group on 1 January 2007, the amounts amortized over
the original residual term using the straight-line method is included in the profit or loss for the period.
③Acquisition of minority interests
Upon the preparation of the consolidated financial statements, since acquisition of minority interests increased of long-term
equity investment which was compared to fair value of identifiable net assets recognized which are measured based on the
continuous measurement since the acquisition date (or combination date) of subsidiaries attributable to the Group calculated
according to the proportion of newly acquired shares, the difference of which recognized as adjusted capital surplus, capital
surplus insufficient to set off impairment and adjusted retained earnings.
④Disposal of long-term equity investments
In these consolidated financial statements, where the parent company disposes of a portion of the long term equity
investments in a subsidiary without a change in control, the difference between disposal cost and disposal of long-term
equity investments relative to the net assets of the subsidiary is charged to the shareholders’ equity. As for the disposal of a
portion of the long term equity investments in a subsidiary by the parent company leading to lose of control over such
subsidiary, it shall be accounted for under the relevant accounting policies described in Note IV.5-(2) Headed ―preparation
methods for consolidated financial statements‖.
On disposal of a long-term equity investment otherwise, the difference between the carrying amount of the investment and
the actual consideration paid is recognized through profit or loss in the current period.
In respect of long-term equity investment at equity with the remaining equity interest after disposal also accounted for using
equity method, other comprehensive income previously under owners’ equity shall be accounted for in accordance with the
same accounting treatment for direct disposal of relevant asset or liability by investee on pro rata basis at the time of
disposal. The owners’ equity recognised for the movement of other owners’ equity (excluding net profit or loss, other
comprehensive income and profit distribution of investee) shall be transferred to profit or loss for the current period on pro
rata basis.
In respect of long-term equity investment at cost with the remaining equity interest after disposal is also accounted for at
cost, other comprehensive income recognised due to measurement at equity or recognition and measurement for financial
instruments prior to obtaining control over investee shall be accounted for in accordance with the same accounting treatment
for direct disposal of relevant asset or liability by investee and carried forward to current gains and losses on pro rata basis.
The movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit distribution of
investee) shall be transferred to profit or loss for the current period on pro rata basis.
In the event of loss of control over investee due to partial disposal of equity investment by the Group, in preparing separate
financial statements, the remaining equity interest which can apply common control or impose significant influence over the
investee after disposal shall be accounted for using equity method. Such remaining equity interest shall be treated as
accounting for using equity method since it is obtained and adjustment was made accordingly. For remaining equity interest
which cannot apply common control or impose significant influence over the investee after disposal, it shall be accounted
for using the recognition and measurement standard of financial instruments. The difference between its fair value and
carrying amount as at the date of losing control shall be included in profit or loss for the current period. In respect of other
comprehensive income recognised using equity method or the recognition and measurement standard of financial
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instruments before the Group obtained control over the investee, it shall be accounted for in accordance with the same
accounting treatment for direct disposal of relevant asset or liability by investee at the time when the control over investee is
lost. Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit distribution
under net asset of investee accounted for and recognised using equity method) shall be transferred to profit or loss for the
current period at the time when the control over investee is lost. Of which, for the remaining equity interest after disposal
accounted for using equity method, other comprehensive income and other owners’ equity shall be transferred on pro rata
basis. For the remaining equity interest after disposal accounted for using the recognition and measurement standard of
financial instruments, other comprehensive income and other owners’ equity shall be fully transferred.
In the event of loss of common control or significant influence over investee due to partial disposal of equity investment by
the Group, the remaining equity interest after disposal shall be accounted for using the recognition and measurement
standard of financial instruments. The difference between its fair value and carrying amount as at the date of losing common
control or significant influence shall be included in profit or loss for the current period. In respect of other comprehensive
income recognised under previous equity investment using equity method, it shall be accounted for in accordance with the
same accounting treatment for direct disposal of relevant asset or liability by investee at the time when equity method was
ceased to be used. Movement of other owners’ equity (excluding net profit or loss, other comprehensive income and profit
distribution under net asset of investee accounted for and recognised using equity method) shall be transferred to profit or
loss for the current period at the time when equity method was ceased to be used.
The Group disposes its equity investment in subsidiary by a stage-up approach with several transactions until the control
over the subsidiary is lost. If the said transactions belong to ―transactions in a basket‖, each transaction shall be accounted
for as a single transaction of disposing equity investment of subsidiary and loss of control. The difference between the
disposal consideration for each transaction and the carrying amount of the corresponding long-term equity investment of
disposed equity interest before loss of control shall initially recognised as other comprehensive income, and subsequently
transferred to profit or loss arising from loss of control for the current period upon loss of control.
14. Investment real estate
Investment real estate is the real estate that held by the Company for purpose of obtaining rent or capital appreciation or
both purpose received. Investment real estate including rented land use right, land use right held ready for transfer after
appreciation and rented buildings etc.
The investment real estate shall be measured initially at the cost. The subsequent spending related to the investment real
estate, if it is very likely for the related economi interest to flow in and its cost can be reliably measured, shall be included in
the cost for the investment real estate. Other subsequent spending shall be included in the current profit or loss when
occurring.
The Company applies the cost model for subsequent measurement of investment real estate, and depreciates and amortizes it
as per the policy consistent to those for the houses and buildings and land use right.
For details about the methods for impairment testing of the investment real estate and for accrual of impairment provision,
see Notie IV 20 ―Impairment of long term assets‖.
Where property for own use or inventory transfers to investment property, or investment property transfers to property for
own use, carrying value before such transfer shall be taken as book value after such transfer.
In the event that an investment property is converted to an owner-occupied property, such property shall become fixed assets
or intangible assets since the date of its conversion. In the event that an owner-occupied property is converted to real estate
held to earn rentals or for capital appreciation, such fixed assets or intangible assets shall become an investment property
since the date of its conversion. Upon the conversion, investment property which is measured at cost is accounted for with
the carrying value prior to conversion, and investment property which is measured at fair value is accounted for with the fair
value as of the conversion date.
If an investment property is disposed of or if it withdraws permanently from use and no economic benefit will be obtained
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from the disposal, the recognition of it as an investment property shall be terminated. When an investment property is sold,
transferred, retired or damaged, the amount of proceeds on disposal of the property net of the carrying amount and related
tax and surcharges is recognised in profit or loss for the current period.
15. Fixed assets
(1) Recognition criteria of fixed assets
Fixed assets refer to the tangible assets held for the purpose of producing commodities, rendering services, renting or
business management with useful lives exceeding one fiscal year. Fixed assets are only recognised when the relevant
economic benefits are likely to inflow to the Company and their cost can be measured reliably. Fixed assets are initially
measured at cost taking into account predicted disposal expenses.
(2) Depreciation method of fixed assets
The initial measurement of a fixed assets shall be made at its cost and consider expected discard expenses factors
alternatives. Accrual depreciation of fixed assets shall be made based on straight-line depreciation within the service life
since the second month, when the fixed assets reached its expected condition for use. Service life, estimated net residual
value and annual depreciation rate for vary fixed assets are as:
Annual depreciation
Type Depreciation term (year) Residual rate (%)
rate (%)
House and buildings 35 3 2.77
Machinery equipment 12 3 8.08
Transportation equipment 7 3 13.86
Electronic equipment 7 3 13.86
Office and other equipment 7 3 13.86
Decoration charge for self-owned houses 10 0 10.00
Estimated net residual value is the amount obtained from disposal of such fixed assets after estimated disposal expense
deducted, on assumption basis of the fixed assets has full estimated service life and in an anticipating condition of service
life terminated.
(3) Impairment test method and accrual of depreciation reserves for fixed asset
Impairment test method and accrual of depreciation reserves for fixed asset please found in ―20. Impairment of non-current
and non-financial assets‖ in Note IV.
(4) Others
As for the subsequent expenditure related to fixed assets, if the economic benefits related to the fixed
assets is probable to flow into the Company and its cost could be measured reliably, then the expenditure
shall be included in costs of the fixed assets, and the carrying value of the replaced portion shall be
derecognized. Other subsequent expenditures other than this shall be included in profits or losses of the
period when occurred.
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The disposal income from disposal, transfer, dumping or damage of fixed assets less its carrying value and
related tax expenses shall be recorded in profits or losses of the period.
The Company, at least, re-reviews the use of life, projected net residual value and depreciation method of
fixed assets at the end of year. For any change of the above factor, it shall be dealt as change of accounting
estimation.
16. Construction-in-progress
Cost of construction-in-progress should recognized by the actual construction costs, including vary construction costs during
the period of construction, the capitalized borrowing costs prior to the expected conditions for use and other relevant
expenses etc. The construction-in-progress should carry forward as fixed assets after reached the expected conditions for
use.
Impairment test method and impairment provision method for the construction-in-progress found in ―20.impairment of
non-current/non-financial assets‖ in Note IV.
17. Borrowing costs
Borrowing costs include interest, amortization of discounts or premiums related to borrowings, ancillary costs incurred in
connection with the arrangement of borrowings, and exchange differences arising from foreign currency borrowings. For
borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset, when
expenditures for the asset and borrowing costs are being incurred, activities relating to the acquisition, construction or
production of the asset that are necessary to prepare the asset for its intended use or sale have commenced, such borrowing
costs shall be capitalized as part of the cost of that asset; and capitalization shall discontinue when the qualifying asset is
ready for its intended use or sale. Other borrowing costs shall be recognized as expense in the period in which they are
incurred.
Where funds are borrowed for a specific purpose, the amount of interest to be capitalized shall be the actual interest expense
incurred on that borrowing for the period less any bank interest earned from depositing the borrowed funds before being
used into banks or any investment income on the temporary investment of those funds. Where funds are borrowed for
general purpose, the Group shall determine the amount of interest to be capitalized on such borrowings by applying a
capitalization rate to the weighted average of the excess amounts of cumulative expenditures on the asset over and above the
amounts of specific-purpose borrowings. The capitalization rate shall be the weighted average of the interest rates applicable
to the general-purpose borrowings.
During the capitalization period, exchange differences related to the principal and interest on a specific purpose borrowing
denominated in foreign currency shall be capitalized as part of the cost of the qualifying asset. Exchange differences related
to general-purpose borrowings denominated in foreign currency shall be included in profit or loss for the current period.
Qualifying assets are assets (fixed assets, investment property, inventories, etc) that necessarily take a substantial period of
time for acquisition, construction or production to get ready for their intended use or sale.
Capitalization of borrowing costs shall be suspended during periods in which the acquisition, construction or production of a
qualifying asset is interrupted abnormally, when the interruption is for a continuous period of more than 3 months, until the
acquisition, construction or production of the qualifying asset is resumed.
18. Intangible assets
(1) Intangible assets
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the Group.
An intangible asset shall be initially measured at cost. The expenditures incurred on an intangible asset shall be recognized
as cost of the intangible asset only if it is probable that economic benefits associated with the asset will flow to the Group
and the cost of the asset can be measured reliably. Other expenditures on an item asset shall be charged to profit or loss
when incurred.
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Land use right acquired shall normally be recognized as an intangible asset. Self-constructed buildings (e.g. plants), related
land use right and the buildings shall be separately accounted for as an intangible asset and fixed asset. For buildings and
structures purchased, the purchase consideration shall be allocated among the land use right and the buildings on a
reasonable basis. In case there is difficulty in making a reasonable allocation, the consideration shall be recognized in full as
fixed assets.
An intangible asset with a finite useful life shall be stated at cost less estimated net residual value and any accumulated
impairment loss provision and amortised using the straight-line method over its useful life when the asset is available for use.
Intangible assets with indefinite life are not amortised.
The Group shall review the useful life of intangible asset with an infinite useful life and the amortization method
applied at period-end. A change in the useful life or amortization method used shall be accounted for as a change in
accounting estimate. For an intangible asset with an indefinite useful life, the Group shall review the useful life of the asset.
If there is evidence indicating that the period during which the intangible assets brings in economic benefits to the Group
can be predicted, the Group shall estimate the useful life of that asset and make amortization under the amortization policies
applicable to intangible assets with finite useful life.
(2) Research and development expenditures
Research and development expenditure of the Group was divided into expenses incurred during the research phase and
expenses incurred during the development phase.
Expenses incurred during the research phase are recognised as profit or loss in the current period.
Expenses incurred during the development phase that satisfy the following conditions are recognised as intangible assets,
while those that do not satisfy the following conditions are accounted for in the profit or loss for the current period:
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.
If the expenses incurred during the research phase and the development phase cannot be distinguished separately, all
development expenses incurred are accounted for in the profit or loss for the current period.
(3) Intangible assets impairment test method and their impairment provision
The method for impairment test and impairment provision of intangible assets is detailed in Note IV. 20
―Impairment of non-current non-monetary financial asset‖.
19. Long-term prepaid expenses
Long-term prepaid expenses refer to the general expenses that occurred but shall be amortized over one year in reporting
period and later period. Long-term prepaid expenses shall amortized by straight-line method in expected benefit period.
20. Long-term impairment
The Group will judge if there is any indication of impairment as at the balance sheet date in respect
of long-term investments such as fixed assets, construction in progress, intangible assets with a finite
useful life, investment properties measured at cost, and long-term equity investments in subsidiaries,
joint controlled entities and associates. If there is any evidence indicating that an asset may be impaired,
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recoverable amount shall be estimated for impairment test. Goodwill, intangible assets with an indefinite
useful life and intangible assets beyond working conditions will be tested for impairment annually,
regardless of whether there is any indication of impairment.
If the impairment test result shows that the recoverable amount of an asset is less than its carrying amount, the impairment
provision will be made according to the difference and recognized as an impairment loss. The recoverable amount of an
asset is the higher of its fair value less costs of disposal and the present value of the future cash flows expected to be derived
from the asset. An asset’s fair value is the price in a sale agreement in an arm’s length transaction. If there is no sale
agreement but the asset is traded in an active market, fair value shall be determined based on the bid price. If there is neither
sale agreement nor active market for an asset, fair value shall be based on the best available information. Costs of disposal
are expenses attributable to disposal of the asset, including legal fee, relevant tax and surcharges, transportation fee and
direct expenses incurred to prepare the asset for its intended sale. The present value of the future cash flows expected to be
derived from the asset over the course of continued use and final disposal is determined as the amount discounted using an
appropriately selected discount rate. Provisions for assets impairment shall be made and recognized for the individual asset.
If it is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the recoverable
amount of the asset group to which the asset belongs. The asset group is the smallest group of assets capable of generating
cash flows independently.
For the purpose of impairment testing, the carrying amount of goodwill presented separately in the financial statements shall
be allocated to the asset groups or group of assets benefiting from synergy of business combination. If the recoverable
amount is less than the carrying amount, the Group shall recognise an impairment loss. The amount of impairment loss shall
first reduce the carrying amount of any goodwill allocated to the asset group or set of asset groups, and then reduce the
carrying amount of other assets (other than goodwill) within the asset group or set of asset groups, pro rata on the basis of
the carrying amount of each asset.
An impairment loss recognized on the aforesaid assets shall not be reversed in a subsequent period in respect of the
restorable value.
21. Staff remuneration
Staff remuneration includes short term staff remuneration, post office benefit, dismissal benefit, among which:
Short term staff remuneration mainly consists of salary, bonus, allowance and subsidy, staff benefits, medical insurance,
maternity insurance, work related injury insurance, housing funds, labor unit fee and education fee, non-monetary benefits,
etc. short term staff remuneration actually happened during the accounting period in which staff provides services to the
Company is recognised as liability, and shall be included in current gains and losses or relevant asset cost. Non-monetary
benefits are measured at fair value.
Post office benefits mainly consist of defined withdraw plan and defined benefit plan. Defined withdraw plan mainly
includes basic pension insurance, unemployment insurance and annuity, and the contribution payable is included in relevant
asset cost or current gains and losses when occurs. Our defined benefit plan mainly relates to retirement benefits. The
Company engaged independent actuary to make estimation on demographic variables and financial variables under
predicted accumulative benefits unit method with unbiased and consistent actuary assumption, measure liabilities arising
from defined benefit plan and determine vesting periods of various liabilities. On balance sheet date, the Company presented
liabilities arising from defined benefit plan at present value, and recorded service costs as profit or loss for the period.
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 recognise
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 labour
relationship plans and employee redundant proposals; and the Company recognise cost and expenses related to payment of
compensation for dismissal and restructuring, whichever is earlier. However, if the compensation for termination of
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employment is not expected to be fully paid within 12 months from the reporting period, it shall be accounted for other
long-term staff remuneration.
Employee internal retirement plans is to use the same principle to deal with termination benefits. The group will pay staff
salary, social insurance and others from the date they stop providing service to their retire-day. This amount shall be
included in the current profits and losses (termination benefits), only when it meets the projected liabilities confirmation
conditions.
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.
22. Accrual liability
The obligation pertinent to contingencies shall be recognized as accrual liability when the following conditions are satisfied
simultaneously: (1) That obligation is a current obligation of the Group; (2) It is likely to cause any economic benefit to flow
out of the enterprise as a result of performance of the obligation; and (3) The amount of the obligation can be measured in a
reliable way.
At the balance sheet date, considering matters related to risks, uncertainties and time value of money and other factors, the
expected liabilities are measured in accordance with the best estimate of the necessary expenses for the performance of the
current obligation.
If the expenditure required paying all or part of the expected liabilities was compensated by the third party, and the amount
of compensation basically can be sure when received, it could be recognized as a separate asset. But the amount of
compensation confirmed couldn’t be more than the book value of the estimated debts.
23. Income
(1) Income of commodities sales
When the transfer of significant risks and rewards of ownership of the goods to the buyer is done, when the right of
management usually associated with ownership is not reserved, when we didn’t effectively control the goods sold, the
amount of revenue can be measured reliably. The associated economic benefits are likely to flow into the enterprise. And the
related costs incurred or to be incurred can be measured in a reliable way. Thus we realize sales income.
The company engages in sales of cars, confirming income after the vehicle delivery to customers according to agreement,
payment received or the rights to receive payment.
(2) Income from providing labor
On condition that provision of services trade results can be reliably estimated, we confirm income from providing labor on
the balance sheet date according to the percentage of completion. The Company calculates the completion schedule through
the ratio of the costs incurred taking up of the estimated total cost.
The results of labor transaction provided can be estimated reliably only when simultaneously: ①the amount of revenue can
be measured reliably; ②the economic interests are likely to flow into the enterprise; ③the degree of completion can be
reliably determined; ④cost occurred and to be occurred can be reliably measured.
If the service transaction results couldn’t be able to reliably estimated, labor income will be calculated according to
according to amount of labor costs which has occurred and is expected to be t compensated, and labor costs occurred would
be included as expenses of the current period. Labor cost occurred which cannot be compensated will not be included as
revenue.
The Company engages in car repair services, confirming income after the car repair service is delivered to customers
according to agreement, payment received or the rights to receive payment.
(3) Use fee income
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According to the relevant contract or agreement, revenue is recognized in accordance with the accrual basis.
(4) Interest income
Interest income is confirmed in accordance with time and actual interest others make use of the monetary capital of the
group
24. Government subsidy
A government subsidy means the monetary or non-monetary assets obtained free by the Group from the government, but
excluding the capital invested by the government as the owner of the enterprise. Government subsidies consist of the
government subsidies pertinent to assets and government subsidies pertinent to income. Government grant obtained by the
Company for the purpose of constructing or otherwise forming long term assets is recognised as government grant related to
assets, and other government grants are recognised as those related to income. If government document fails to identify
specific grantee, government grants will be categorized into government grants related to income or assets respectively
under the below method: (1) in case government document indicates the specific project applicable to the grant, such
categorization shall be made based on the respective proportion of expenditures to form assets or be recorded as expenses in
budget for the specific project. The allocation proportion will be reviewed on each balance sheet date, and is subject to
necessary alteration; (2) in case government document only indicate general purpose of such grant instead of specific project,
the grant shall be viewed as government grant related to income.
The government subsidy with monetary assets concerned should be measured by the actual received or receivable amount
while non-monetary assets government subsidy measured by fair value; if without realizable fair value obtained, measured
by nominal amount instead. The government subsidy with nominal amount measured should reckon into current gains and
losses.
Government grants are generally recognised when received and measured at the amount actually received, but are measured
at the amount likely to be received when there is conclusive evidence at the end of the accounting period that the Group will
meet related requirements of such grants and will be able to receive the grants. The government grants so measured should
also satisfy the following conditions: (1) the amount of the grants be confirmed with competent authorities in written form
or reasonably deduced from related requirements under financial fund management measures officially released without
material
uncertainties; (2) the grants be given based on financial support projects and fund management policies officially published
and voluntarily disclosed by local financial authorities in accordance with the requirements under disclosure of government
information, where such policies should be open to any company satisfying conditions required and not specifically for
certain companies; (3) the date of payment be specified in related documents and the payment thereof be covered by
corresponding budget to ensure such grants will be paid on time as specified; and (4)other relevant conditions which shall be
met based on the specific situations of the Company and the subject matter.
Asset-related government subsidies are recognized as deferred income and accounted into the current gains/losses equally
within service life for the relevant assets. The government subsidies pertinent to incomes, which are used for compensating
the related future expenses or losses of the enterprise shall be recognized as deferred income and should reckoned into
current gains/losses in period of when relevant expenses are recognized; if used for compensating the occurred relevant
expenses and losses, reckoned into current gains/losses directly.
As for the recognized government subsidy needs to return, if there has relevant balance of deferred incomes, relevant book
balance of the deferred income should be written down, and the exceeded part should included in the current gains/losses; if
there has no relevant balance of deferred incomes, reckoned into current gains/losses directly.
25. Deferred income tax assets and deferred income tax liabilities
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(1) The current income tax
At the balance sheet date, for the current income tax liabilities (or assets) arising during the current and previous periods,
current income tax should be calculated in line with expected payable (or return) income tax amount in accordance with the
provisions of the tax law. Calculation of the current income tax expenses on the basis of the computation of taxable income
is adjusted to the pre-tax accounting profit according to the relevant provisions of the tax law.
(2) The deferred income tax assets and deferred income tax liabilities
As for the balance between the book value of some assets and liabilities and the tax base, and those temporary difference
arisen from balance which is not recognized as an asset or liability but whose difference between the book value and tax
base could be calculable in accordance with the provisions of the tax law, we adopt debt method of balance sheet to
recognize deferred income tax assets and deferred income tax liabilities.
As for taxable temporary differences which is arisen from initial recognition of goodwill, and those related to initial
recognition of assets or liabilities arisen during trade with neither merging nor those which won’t affect the accounting profit
and taxable income (or deductible loss), related deferred tax liabilities will not be confirmed. In addition, as for temporary
differences taxable related to subsidiary companies, associated enterprises and joint venture investment, if the group is able
to control the reversal time of the temporary difference, and the temporary differences in the foreseeable future probably will
not be reversed, we also could not confirm the deferred income tax liabilities. In addition to the above condition, the group
could confirm all the other deferred income tax liabilities arising from taxable temporary differences.
As for deductible temporary differences related to initial reorganization of asset or liability arising from trades with neither
merge nor those which won’t affect the accounting profit and taxable income (or deductible loss), we’ll not recognize
relevant deferred income tax assets. In addition, as for deductible temporary differences related to subsidiary companies,
associated enterprises and joint venture investment, if the temporary differences in the foreseeable future probably will not
be reversed, we also could not confirm the deferred income tax assets. In addition to the above condition, the group could
confirm all the other deferred income tax assets arising from deductible temporary differences within benchmark of income
of taxable deductible temporary differences.
As for deductible loss or tax deduction which to be reversed in the following years, we confirm the corresponding deferred
income tax assets within benchmark of future taxable income to be likely deducted for deductible loss and tax deduction.
On the balance sheet date, the deferred income tax assets and liabilities are measured according to the provisions of the tax
law, in accordance with the applicable tax rate during related assets to be expected recovery or related liabilities to be paid
off.
At the balance sheet date, we recheck the book value of deferred income tax assets. If in future it is unlikely to obtain
adequate taxable income to offset the benefit of the deferred income tax asset, then we write down the book value of
deferred income tax assets. When it is probable to obtain adequate taxable income, amount written down shall be reversed.
(3) The income tax expenses
The income tax expense included the current income tax and deferred income tax.
In addition to trades and current income tax and deferred income tax related to projects which are included in other
comprehensive income or directly included in owners’ interest, as well as the book value whose goodwill arranged in line
with deferred income tax arising from enterprises combination, all the other current income tax and deferred income tax
expenses or income will be included in current profit and loss.
(4) Offset of income tax
When the Group has a legal right to settle on a net basis and intends either to settle on a net basis or to realise the assets and
settle the liabilities simultaneously, current tax assets and current tax liabilities are offset and presented on a net basis.
When the Group has a legal right to settle current tax assets and liabilities on a net basis, and deferred tax assets and deferred
tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different
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taxable entities which intend either to settle current tax assets and liabilities on a net basis or to realise the assets and
liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are expected
to be reversed, deferred tax assets and deferred tax liabilities are offset and presented on a net basis.
26. Leasing
Finance lease transfers substantially all the risks and rewards related to the ownership of an asset. Its ownership may
eventually transfer, also may not. While all the other leases are classified as operating leases.
(1) The Company keeps record of lease business as lessee
Rental expense of operating lease is included in the relevant asset costs or current profits and losses through the straight-line
method during every period. Initial direct costs shall be included in profit or loss for the current period. Or rent to the actual
shall be included in the current profits and losses.
(2) The Company keeps record of lease business as lessor
Rental income of operating lease is included in the relevant asset costs or current profits and losses through the straight-line
method during every period. The larger amount of initial direct costs shall be capitalized when it is created, and shall be
included in the current profits and losses during the lease period in accordance with same basic as the confirmed amount by
stages. The other small amount of initial direct costs shall be included in the current profits and losses when it’s created. Or
rent to the actual shall be included in the current profits and losses.
(3) Financing lease business with the Group recorded as lessee
On the beginning date of the lease, the entry value of leased asset shall be at the lower of the fair value of the leased asset
and the present value of minimum lease payment at the beginning date of the lease. Minimum lease payment shall be the
entry value of long-term accounts payable, with difference recognised as unrecognised financing expenses. In addition,
initial direct costs attributable to leased items incurred during the process of lease negotiation and signing of lease
agreement shall be included in the value of leased assets. The balance of minimum lease payment after deducting
unrecognised financing expenses shall be accounted for long-term liability and long-term liability due within one year.
Unrecognised financing expenses shall be recognised as financing expenses for the current period using effective interest
method during the leasing period. Contingent rent shall be included in profit or loss for the current period at the time it
incurred.
(4) Financing lease business with the Group recorded as lessor
On the beginning date of the lease, the entry value of lease receivable shall be the aggregate of minimum lease receivable
and initial direct costs at the beginning date of the lease. The unsecured balance shall be recorded. The aggregate of
minimum lease receivable, initial direct costs and unsecured balance and the different between their present value shall be
recognised as unrealised financing income. The balance of lease receivable after deducting unrecognised financing income
shall be accounted for long-term debt and long-term debt due within one year.
Unrecognised financing income shall be recognised as financing income for the current period using effective interest
method during the leasing period. Contingent rent shall be included in profit or loss for the current period at the time it
incurred.
27. Other significant accounting policies and accounting estimation
(1) Discontinued operation
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 IV 12 ―classified as assets held for sale‖.
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(2) Repurchase of shares
Share repurchase consideration paid and transaction costs to reduce the owner’s equity, repurchase, transfer or cancellation
of Chenming Paper’s shares, the gains or losses are not recognised.
In respect of transfer of treasury shares, the difference between the actual amount received and the carrying amount of
treasury shares shall be included in capital reserve. When insufficient to dilute, capital reserve will be offset against the
surplus reserve and retained profits. Treasury shares are cancelled at par value and by the number of shares cancelled to
reduce the share capital. The difference between the book balance and the nominal value of the treasury shares shall be
offset against the capital reserve. When insufficient to dilute, capital reserve will be offset against the surplus reserve and
retained profits.
(3) Assets securitization
Partial assets (―trust properties‖) of the Company are securitized. Relevant assets are operated by special purpose vehicles
on trust. The special purpose vehicles issue superior assets supporting securities to investors and the Company holds
subordinated assets supporting securities. The subordinated ones are not allowed to transfer prior to completion of
repayment of principal and interest of superior ones. As assets service provider, the Company provides assets maintenance
and normal management, determination of annual assets disposal plan, preparation and implementation of assets disposal
plan, execution of relevant assets disposal agreement and regular preparation of assets service report. In addition, as
liquidity supporting institution, the Company shall provide liquidity support where principal of superior assets supporting
securities aren’t paid in full, to make up shortage of interest or principal. Trust properties, after being applied to pay trust
taxes and associate expenses, are preferentially used to repay the principal and interests of superior assets supporting
securities, and the remaining trust properties after full settlement of such principal and interests are recorded as income of
subordinated assets supporting securities and vested by the Company. The Company actually keeps nearly all the risks and
rewards of trust properties, thus it doesn’t derecognize trust properties. Besides, the Company owns effective control over
special purpose vehicle which is included in consolidated financial statements.
When applying accounting policies in relation to securitization of financial assets, the Company has considered the risks and
rewards of assets transferred to other entity as well as the level of control that the Company can exercise in respect of such
entity:
- In case that the Company has transferred nearly all the risks and rewards of ownership of financial assets, the Company
derecognizes such financial assets;
- In case that the Company keeps nearly all the risks and rewards of ownership of financial assets, the Company continues to
recognize such financial assets;
- In case that the Company doesn’t transfer or keep nearly all the risks and rewards of ownership of financial assets, the
Company considers whether it owns control over such financial assets. If the Company maintains no control, it will
derecognize such assets, and recognize the rights and liabilities occurred or kept during transfer as assets or liabilities
respectively. If the Company maintains control, it will recognize such financial assets based on the continuous involvement
level in respect of such assets.
28. Changes of major accounting policies and accounting estimation
(1) Changes of accounting policy
No accounting policy changed in reporting period.
(2) Changes of accounting estimate
No accounting estimate changed in reporting period.
29. Major accounting judgment and estimate
The Company need make judgment, estimation and hypothesis to book value of those unaccountable items in sheet due to
inner uncertainties of operating activities in the process of using accounting policies. These judgments, estimates and
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assumptions are made in line with the Company's past management experience, and in consideration of other relevant
factors. These judgments, estimates and assumptions will affect disclosure of amount of income, expenses, assets and
liabilities as well as contingent liability on the balance sheet day. However, the uncertainties in these estimates may cause
significant adjustments to book value of those asset or liability affected in the future.
The Company rechecks regularly the judgment, estimation and hypothesis based on sustainable management. As for a
change affecting only the current period, the amount shall be confirmed only in the current period; for those not only
affecting the current but the future, the amount shall be confirmed in the current and future period.
At the balance sheet date, the Company needs to determine amount of items of the financial statements, estimation and
hypothesis shown as the following important areas:
(1) Provision for bad debts
The Company accounts for the allowance for bad debt losses according to the receivable accounting policies. Accounts
receivable is the valuation of accounts receivable can be recovered based on. Identification of devaluation of accounts
receivable needs judgments and estimates of management level. Difference between actual results and the original estimates
impact reversal of the book value accounts receivable and accounts receivable for provision for bad debts during the
estimation was changing.
(2) Provision of inventory devaluation
According to the inventory accounting policies, the Company shall accrue inventory devaluation provision as for inventory
whose cost is higher than net realizable and those obsolete or unmarketable in accordance with the lower one in cost and net
realizable value. Write-down of inventories to net realizable value is to assess the salability and net amount of prospect
realization. Identification of inventory impairment requires management’s judgment and estimation after their obtaining
conclusive evidence and consideration of the purpose for holding inventories, events effects occurring after balance sheet
date. The difference between actual results and original estimates will affect the reversal of book value and devaluation
provision of inventories during the estimation was changing.
(3) Financial assets available for sale
In respect of impairment of available-for-sale financial assets, whether impairment loss shall be recognised in income
statement significantly depends on the judgments and assumptions of the management. While making judgments and
assumptions, the Company shall assess the excess of cost of the investee’s identifiable net assets attributable to the
investment over fair value and the duration, and financial condition and short term business outlook of the investee,
including industry situation, technical reform, credit rating, default rate and risks from counterparties.
(4) Long-term provision for asset impairment
The Company has checked if there is any sign that the long-term asset except for the financial assets may have the
impairment at the balance sheet date. For the intangible assets with uncertain service life, in addition to the annual
impairment test, make the impairment test when it has signs of impairment. Proceed with the impairment test when there is
any sign indicates that the book amounts of other long-term assets except for the financial assets are uncollectible
When the book value of the asset or group of assets exceeds its recoverable amount, i.e. the higher one between the net
amount after subtracting the disposal costs from the fair value and the present value of the future cash flow, it indicates
impairment occurs.
The net amount after subtracting the disposal costs from the fair value is determined by subtracting the incremental costs
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directly attributable to this disposal of assets from the sales agreement price similar to assets in fair dealing or the observable
market price.
When predicting the present value of future cash flows, it is required to make significant judgments to the output, selling
price and related operating expenses of this asset or group of assets and the discount rate used for calculating the present
value. The Company shall adopt all available related data when predicting the recoverable amounts, including making
predictions about the relevant output, selling price and related operating expenses based on reasonable and supportable
assumptions.
(5) Depreciation and amortization
For the investment real estate, fixed assets and intangible assets, the Company takes a straight-line depreciation and
amortization within service life in consideration of its residual value. The Company regularly review service life, thus
determine the depreciation and amortization amount in each reporting period. Life is determined based on past experience of
similar assets and technology update is expected. If the previous estimate changes, we will adjust depreciation and
amortization expense in future periods.
(6) The deferred income tax assets
Within the limits that it is very likely to have sufficient taxable profits to offset losses, the Company confirms deferred
income tax assets using all unused tax losses. This requires the management to use a lot of judgment to estimate the time and
amount of future taxable profits, combined with the tax planning strategy, thus confirm the amount of deferred income tax
assets.
(7) The income tax
During ordinary course of business, uncertainty exists in final tax treatment and calculation of a part of trading. Whether
part of the project is in pre tax expenses requires approval of tax authorities. If the final confirmation of these tax matters
differs from an initial estimate, the difference will affect current income tax and deferred income tax during the final period.
(8) Accrual liabilities
The Company estimates and accrues corresponding provision for product quality guarantee, expected contract loss, penalty
for late delivery and others in accordance with terms of the contract, existing knowledge and experience. When such
contingencies has formed a present obligation, and the performance of the current obligation is likely to lead to the outflow
of economic benefits of the Company, the Company recognizes the best estimate of required expense when performing
current obligation as accrual liability. The recognition and measurement of debt is largely dependent on the judgment of
management. In the process of judgment the Company needs to assess the contingent risks, uncertainties and money and the
time value and other factors.
VII. Taxation
1. Main tax and tax rate
Type Tax rate
The output tax of taxable income is calculated by the tax rate of 17% , 6%, or
VAT
11%, the added-value tax is calculated and paid according to the balance after
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Type Tax rate
deducting the input VAT allowed to be deducted in current period, immovable
property leasing is levied taxes by 5% (immovable property achieved before
April 30, 2016).
Operation tax Calculated and paid on 5% of the taxable operation amount
City maintaining & construction tax Calculated and paid on 7% of the turnover tax actually paid
Education surcharge Calculated and paid on 3% of the turnover tax actually paid
Local education surcharge Calculated and paid on 2% of the turnover tax actually paid
Calculated and paid on 25% of the taxable income amount and tax by the levy
Corporation income tax *
rate
Since May 1, 2016, the pilot scheme scope of changing the business tax to added-value tax has extended to construction
industry, real estate, financial industry, living service industry, etc., the Company and its subsidiaries’ immovable property
leasing, property management and service business all fall within the scope of the pilot.
* Note: The Company and subsidiaries exercise rate of 25% in 2016, except Shenzhen New Yongtong Dongxiao Vehicle
Inspection Co., Ltd., which has taxed on levy rate.
VIII. Enterprise consolidation and consolidated financial statements
Unless otherwise stated, the follow notes (including the items of financial statement of the Company), year-begin refers to
1st January 2016 while period-end refers to 30th June 2016.
1. Monetary fund
Item Closing balance Balance at year-begin
Stock cash 91,387.70 75,003.23
Bank deposits: 190,890,205.36 159,109,707.70
Other monetary capital
Total 190,981,593.06 159,184,710.93
2. Accounts receivable
(1) Accounts receivable by category
Closing balance
Types Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Account receivable with single
22,512,414.52 44.62 22,512,414.52 100.00
significant amount and withdrawal bad
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance
Types Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
debt provision separately
Receivables with bad debt provision
1,664,778.74 3.30 1,664,778.74
accrual by credit portfolio
Accounts with single significant amount
and bad debts provision accrued 26,282,070.64 52.08 26,282,070.64 100.00
individually
Total 50,459,263.90 100.00 48,794,485.16 96.70% 1,664,778.74
(Cont.)
Balance at year-begin
Types
Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Account receivable with single
significant amount and withdrawal bad 22,512,414.52 45.61 22,512,414.52 100.00
debt provision separately
Receivables with bad debt provision
562,051.31 1.14 562,051.31
accrual by credit portfolio
Accounts with single significant amount
and bad debts provision accrued 26,282,070.64 53.25 26,282,070.64 100.00
individually
Total 49,356,536.47 100.00 48,794,485.16 98.86 562,051.31
①Account receivable with single significant amount and withdrawal bad debt provision separately at period end
Closing balance
Account receivable(units) Account Accrual
Bad debt
Reasons
receivable ratio
reserve
Shenzhen Jinlu Industry and Trade Co., 9,846,607.00 9,846,607.00 100.00 Has greater uncertainty in
Ltd. collection
Guangdong Zhanjiang Sanxing Auto 4,060,329.44 4,060,329.44 100.00 Not expected to collected due to
Service Co., Ltd. long account age
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Wang Changlong 2,380,760.40 2,380,760.40 100.00 Not expected to collected due to
long account age
Huizhou Jiandacheng Daoqiao 2,021,657.70 2,021,657.70 100.00
Unlikely to collected
Engineering Company
Guangdong Materials Group Corp. 1,862,000.00 1,862,000.00 100.00 Not expected to collected due to
long account age
Jiangling Automobile Factory 1,191,059.98 1,191,059.98 100.00 Not expected to collected due to
long account age
Yangjiang Auto Trade Co., Ltd. 1,150,000.00 1,150,000.00 100.00 Not expected to collected due to
long account age
Total 22,512,414.52 22,512,414.52 100.00 —
②Account receivable provided for bad debt reserve under aging analysis method in the groups
Closing balance
Age
Account receivable Bad debt reserve Accrual ratio (%)
Within 1 year 1,664,778.74
Total 1,664,778.74
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 0 Yuan; the amount collected or switches back amounting to 0 Yuan.
(3) Top 5 receivables at ending balance by arrears party
Proportion
in total
Relationship with
Name of the company Amount Terms account
the Company
receivables
(%)
Shenzhen Jinlu Industry and Trade Co., Ltd. Non-related party 9,846,607.00 Over 3 years 19.51
Guangdong Zhanjiang Sanxing Auto Service Co., Ltd. Non-related party 4,060,329.44 Over 3 years 8.05
Wang Changlong Non-related party 2,380,760.40 Over 3 years 4.72
Huizhou Jiandacheng Daoqiao Engineering Company Non-related party 2,021,657.70 Over 3 years 4.01
Guangdong Materials Group Corp. Non-related party 1,862,000.00 Over 3 years 3.69
Total 20,171,354.54 39.98
(4) Account receivable derecognition due to financial assets transfer
The Company has no account receivable derecognition due to financial assets transfer in the Period.
(5) Assets and liabilities resulted by account receivable transfer and continues involvement
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
The Company has no assets and liabilities resulted by account receivable transfer and continues involvement in the Period.
3. Advance payment
(1) Advance payment by age
Closing balance Balance at year-begin
Age
Amount Ratio (%) Amount Ratio (%)
Within one year 7,176,292.31 93.64 5,751,990.04 89.11
1-2 years 466,973.32 6.09 126,950.00 1.97
2-3 years 10,290.00 0.14 565,865.42 8.77
Over 3 years 9,963.94 0.13 9,963.94 0.15
Total 7,663,519.57 100.00 6,454,769.40 100.00
(2) Top 5 advance payment at ending balance by prepayment object
Total year-end balance of top five advance payment by prepayment object amounting to 7,457,400.99 Yuan, takes 97.31
percent of the total advance payment at year-end.
4. Interest receivable
(1) Interest receivable by category
Age Closing balance Balance at year-begin
Structured deposit 348,833.33
Total 348,833.33
5. Other accounts receivable
(1) Other accounts receivable by category
Closing balance
Category Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Other account receivable with single
significant amount and withdrawal bad 39,180,176.91 60.50 39,180,176.91 100.00
debt provision separately
Other receivables with bad debt 11,395,983.8
14,941,140.26 23.07 3,545,156.39 23.73
provision accrual by credit portfolio 7
Other accounts with single significant
amount and bad debts provision accrued 10,643,328.95 16.43 10,643,328.95 100.00
individually
100
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance
Category Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
11,395,983.8
Total 64,764,646.12 100.00 53,368,662.25 82.40
7
(Cont.)
Balance at year-begin
Category Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Other account receivable with single
significant amount and withdrawal bad 39,180,176.91 60.75 39,180,176.91 100.00
debt provision separately
Other receivables with bad debt 11,128,001.8
14,673,158.28 22.75 3,545,156.39 24.16
provision accrual by credit portfolio 9
Other accounts with single significant
amount and bad debts provision accrued 10,643,328.95 16.50 10,643,328.95 100.00
individually
11,128,001.8
Total 64,496,664.14 100.00 53,368,662.25 82.75
9
①Other receivable with single significant amount and withdrawal bad debt provision separately at end of
period
Closing balance
Account receivable(units)
Account Bad debt Accrua
Reasons
l ratio
receivable reserve
Zhongqi South China Auto Sales The company has revoked, and
9,832,956.37 9,832,956.37 100.00
Company estimated of uncollectible amount
South Industry & TRADE Shenzhen The company has revoked, and
7,359,060.75 7,359,060.75 100.00
Industrial Company estimated of uncollectible amount
Win a lawsuit, no executable assets
5,000,000.00 5,000,000.00 100.00
Shenzhen Zhonghao (Group) Co., Ltd. from adversary
101
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance
Account receivable(units)
Account Bad debt Accrua
Reasons
l ratio
receivable reserve
Gold Beili Electrical Appliances Not expected to collected due to long
2,706,983.51 2,706,983.51 100.00
Company account age
The company has revoked, and
2,418,512.90 2,418,512.90 100.00
Shenzhen Xingtai Trade Co., Ltd. estimated of uncollectible amount
Shenzhen Petrochemical Group 1,902,686.77 1,902,686.77 100.00 Unlikely to collected
Shenzhen Tefa Huatong Package Co., The company has revoked, and
1,212,373.79 1,212,373.79 100.00
Ltd. estimated of uncollectible amount
Shenzhen Jinhe Standard Mould Co., The company has revoked, and
1,023,560.00 1,023,560.00 100.00
ltd. estimated of uncollectible amount
Heyuan Dongfeng Technology Service The enterprise has revoked, and
930,000.00 930,000.00 100.00
station estimated of uncollectible amount
Shenzhen Nuoer Electrical Co., Ltd. Not expected to collected due to long
906,024.60 906,024.60 100.00
account age
Shenzhen South Great Wall Investment Has greater uncertainty in collection
819,460.91 819,460.91 100.00
Holding Co., Ltd.
Shenzhen Xiandao New Materials The company has revoked, and
660,790.09 660,790.09 100.00
Company estimated of uncollectible amount
Shenzhen Baodong Property Not expected to collected due to long
609,773.00 609,773.00 100.00
Development Company account age
Not expected to collected due to long
Others 3,797,994.22 3,797,994.22 100.00
account age
Total 39,180,176.91 39,180,176.91 100.00
②In combination, other accounts receivable whose bad debts provision was accrued by age analysis
Closing balance
Age
Other accounts receivable Bad debt reserve Accrual ratio (%)
Within 1 year 7,341,563.73
1-2 years 82,841.64 4,142.08 5.00
2-3 years 724,510.45 144,902.09 20.00
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance
Age
Other accounts receivable Bad debt reserve Accrual ratio (%)
Over 3 years 6,792,224.44 3,396,112.22 50.00
Total 14,941,140.26 3,545,156.39 23.73
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 0 Yuan; the amount collected or switches back amounting to 0 Yuan.
(3) Classification of other receivables by nature
Nature Closing book balance Book balance at year-begin
Intercourse accounts of related units 4,929,657.05 4,881,267.41
receivable
Other intercourse 59,834,989.07 59,615,396.73
Total 64,764,646.12 64,496,664.14
(4) Top 5 other receivables at ending balance by arrears party
Ending Ratio in total ending balance Ending balance of
Company Nature Age
balance of other receivables (%) bad bet provision
Zhongqi South China Auto Intercourse 9,832,956.37 Over 3 15.18 9,832,956.37
funds
Sales Company years
South Industry & TRADE Intercourse 7,359,060.75 Over 3 11.36 7,359,060.75
funds
Shenzhen Industrial Company years
Shenzhen Zhonghao (Group) Intercourse Over 3 7.72
funds
Co., Ltd. 5,000,000.00 years 5,000,000.00
Shenzhen Kaifeng Special Intercourse Over 3 6.82
funds
Vehicles Industry Co., Ltd. 4,413,728.50 years 2,206,864.25
Jinbeili Home Appliance Intercourse 2,706,983.51 Over 3 4.18 2,706,983.51
funds
Company years
Total 29,312,729.13 45.26 27,105,864.88
6. Inventory
(1) Inventory classification
Closing balance
Item Depreciation
Book balance Book value
reserve
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance
Item Depreciation
Book balance Book value
reserve
Raw materials 15,300,702.38 14,771,812.17 528,890.21
Low value consumable 909.00 909.00
Stock products 22,834,203.79 14,184,584.45 8,649,619.34
Total 38,135,815.17 28,956,396.62 9,179,418.55
(Cont.)
Balance at year-begin
Item Depreciation
Book balance Book value
reserve
Raw materials 15,162,375.25 14,771,812.17 390,563.08
Low value consumable 2,103.50 2,103.50
Stock products 29,943,254.48 14,184,584.45 15,758,670.03
Total 45,107,733.23 28,956,396.62 16,151,336.61
(2) Inventory depreciation reserve
Increase in the
Decrease in the current period
current period
Item Balance at year-begin Closing balance
Switch back or
Accrual Other Other
write-off
Raw materials 14,771,812.17 14,771,812.17
Low value consumable
Stock products 14,184,584.45 14,184,584.45
Total 28,956,396.62 28,956,396.62
(3) Accural basis for inventory depreciation reserve and reason of switch back or write-off in the year
Accrual basis for inventory Reasons of switch-back for Reasons of write-off for inventroy
Item impairment provision
inventroy falling price reserves falling price reserves
Stock Its net realisable value is lower Impact on inventory value The products with depreciation reserves
products than cost of inventory write-down in previous accrual have been sell
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
7. Other current assets
Item Closing balance Balance at year-begin
Input tax ready for deducted 19,674.72 565,445.21
Financial products 110,300,000.00 165,000,000.00
Total 110,319,674.72 165,565,445.21
8. Financial assets available for sale
(1) Particular about financial assets available for sale
Closing balance Balance at year-begin
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Instrument equity
available for sale: 18,605,225.77 8,126,240.00 10,478,985.77 18,605,225.77 8,126,240.00 10,478,985.77
Including: measured by
fair value
Measured by cost 18,605,225.77 8,126,240.00 10,478,985.77 18,605,225.77 8,126,240.00 10,478,985.77
Total 18,605,225.77 8,126,240.00 10,478,985.77 18,605,225.77 8,126,240.00 10,478,985.77
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(2) Financial assets available for sale measured by cost at period-end
Book balance Depreciation reserves
Increa Decre Increa Decre Ratio of
share-holding in
The invested entity
sed in ased sed in ased invested entity
At year-begin At period-end At year-begin At period-end (%)
the in the the in the
year year year year
China Pudong Development Machinery Industry 10,176,617.20
10,176,617.20 4.94
Co., Ltd.
Shenzhen Jingwei Industrial Co., Ltd. 4,000,000.00 4,000,000.00 4,000,000.00 4,000,000.00 12.50
Shenzhen (Masco) Co., Ltd. 825,000.00 825,000.00 825,000.00 825,000.00 7.00
Wuhan Weite Hotel 640,000.00 640,000.00 640,000.00 640,000.00
Shenzhen Petrochemical Group 700,000.00 700,000.00 700,000.00 700,000.00 10 万股
Shenzhen Shuntian Electrocar Technology 600,000.00
600,000.00 600,000.00 600,000.00 11.10
Development Co., Ltd.
Shenzhen Jinhe Standard Mould Co., ltd. 453,440.00 453,440.00 453,440.00 453,440.00 15.00
Shenzhen China Auto Training Center 600,000.00 600,000.00 600,000.00 600,000.00 6.25
Dratini 162,000.00 162,000.00 162,000.00 162,000.00 6.25
Shenzhen Bisike Machinery Transport Co., Ltd. 302,368.57 302,368.57 7.50
Rishen International Co., Ltd. 145,800.00 145,800.00 145,800.00 145,800.00 7.50
Total 18,605,225.77 18,605,225.77 8,126,240.00 8,126,240.00
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(3) Changes of impairment in Year
Instrument
Instrument equity
Type liabilities Total
available for sale
available for sale
Balance of impairment accrual at year-begin 8,126,240.00 8,126,240.00
Accrual
Including: transfer-in from other comprehensive
income
Decreased in the year
Including: switch back due to fair value rebound
at period-end
Balance of impairment accrual at year-end 8,126,240.00 8,126,240.00
9. Held-to-maturity investment
(1) Held-to-maturity investment
Closing balance Balance at year-begin
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Treasury 20,000.00 20,000.00 20,000.00 20,000.00
Total 20,000.00 20,000.00 20,000.00 20,000.00
10. Long-term account receivable
(1) Long-term account receivable
Closing balance Balance at year-begin Range
of
Item Depreciation Book Depreciation Book
Book balance Book balance discount
reserves value reserves value
rate
Other:
Essentially constitute a long-term
equity for net investment of 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
invested company
Including: Shenzhen Tellus
2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
Auto Service Chain Co., Ltd. *
Total 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
* Notes: the Company is an associate of the Company, thus the non-operating receivables by
the Company substantially constitute net investments in investee. Till the end of this
reporting period, the total liabilities exceeded total assets, and owners’ equity was negative.
107
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Carrying value of the long term equity investment in the company has been less to nil. This
company ceased operation in this reporting period. Considering the actual conditions of this
company, the Company made bad debt provision in full for this long term receivables.
11. Long-term equity investment
+,-
Balance at Addition Capita Other
The invested entity Investment gains Other
al l comprehensi
year-begin recognized under equity
investme reducti ve income
equity change
nt on adjustment
I. Joint venture
Shenzhen Tellus Jimeng Investment Co., Ltd 59,799,695.73 13,852.21
Shenzhen Tellus Hang Investment Co., Ltd. 9,958,144.84 423,839.67
Subtotal 69,757,840.57 437,691.88
II. Associated enterprise
Shenzhen Xinglong Machinery Mould Co., 15,878,254.74
Ltd.
Shenzhen Tellus Auto Service Chain Co.,
Ltd.
Shenzhen Zung Fu Tellus Auto Service Co., 72,747,568.25 2,142,218.71
Ltd.
Shenzhen Auto Industry Imp& Exp Co., Ltd. 8,293,805.73 -77,836.98
Shenzhen Dongfeng Auto Co., Ltd. 52,959,125.74 589,358.93
Shenzhen New Yongtong Technology Co., 486,878.16 -225,402.53
Ltd.
Shenzhen New Yongtong Oil Pump 127,836.59
Environment Protection Co., Ltd.
Shenzhen New Yongtong Consultant Co., 41,556.83
Ltd.
Shenzhen New Yongtong Auto Service Co., 57,248.10
-57,248.10
Ltd.
Shenzhen Xinyongtong Dongxiao Auto
Parts Sales Co., LTd.
108
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
+,-
Balance at Addition Capita Other
The invested entity Investment gains Other
al l comprehensi
year-begin recognized under equity
investme reducti ve income
equity change
nt on adjustment
Shenzhen Yongtong Xinda Inspection
Equipment Co., Ltd.
Hunan Changyang Industrial Co., Ltd. * ① 1,810,540.70
Shenzhen Jiecheng Electronic Co., Ltd*① 3,225,000.00
Shenzhen Xiandao New Material Co., 4,751,621.62
Ltd.*①
China Auto Industrial Shenzhen Trading 400,000.00
Company*①
Shenzhen General Standard Co., Ltd.*① 500,000.00
Shenzhen Huoju Spark Plug Industry Co., 17,849.20
Ltd.
Zhongqi South China Auto Sales 2,250,000.00
Company*①
Shenzhen Bailiyuan Power Supply Co., 1,320,000.00
Ltd*①
Shenzhen Yimin Auto Tranding Co., 200,001.10
Ltd.*①
Subtotal 165,067,286.76 2,371,090.03
III. Other equity investment
Shenzhen hanli Hi-Tech Ceramics Co., 1,956,000.00
Ltd.*②
South Auto Maintenance Center*② 6,700,000.00
Subtotal 8,656,000.00
Total 243,481,127.33 2,808,781.91
(Cont.)
+,-
Cash dividend or Depreciation
The invested entity Closing balance
profit announced Other reserves closing
to issued
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
balance
I. Joint venture
Shenzhen Tellus Jimeng Investment Co., Ltd 59,813,547.94
Shenzhen Tellus Hang Investment Co., Ltd. 10,381,984.51
Subtotal 70,195,532.45
II. Associated enterprise
Shenzhen Xinglong Machinery Mould Co., Ltd. 15,878,254.74
Shenzhen Tellus Auto Service Chain Co., Ltd.
Shenzhen Zung Fu Tellus Auto Service Co., Ltd. 6,300,000.00 68,589,786.96
Shenzhen Auto Industry Imp& Exp Co., Ltd. 8,215,968.75
Shenzhen Dongfeng Auto Co., Ltd. 53,548,484.67
Shenzhen New Yongtong Technology Co., Ltd. 261,475.63
Shenzhen New Yongtong Oil Pump Environment 127,836.59
Protection Co., Ltd. 127,836.59
Shenzhen New Yongtong Consultant Co., Ltd. 41,556.83 41,556.83
Shenzhen New Yongtong Auto Service Co., Ltd.
Shenzhen Xinyongtong Dongxiao Auto Parts Sales Co.,
LTd.
Shenzhen Yongtong Xinda Inspection Equipment Co.,
Ltd.
Hunan Changyang Industrial Co., Ltd. * ① 1,810,540.70 1,810,540.70
Shenzhen Jiecheng Electronic Co., Ltd*① 3,225,000.00 3,225,000.00
Shenzhen Xiandao New Material Co., Ltd.*① 4,751,621.62 4,751,621.62
China Auto Industrial Shenzhen Trading Company*① 400,000.00 400,000.00
Shenzhen General Standard Co., Ltd.*① 500,000.00 500,000.00
Shenzhen Huoju Spark Plug Industry Co., Ltd. 17,849.20 17,849.20
Zhongqi South China Auto Sales Company*① 2,250,000.00 2,250,000.00
Shenzhen Bailiyuan Power Supply Co., Ltd*① 1,320,000.00 1,320,000.00
Shenzhen Yimin Auto Tranding Co., Ltd.*① 200,001.10 200,001.10
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Subtotal 6,300,000.00 161,138,376.79 14,644,406.04
III. Other equity investment
Shenzhen hanli Hi-Tech Ceramics Co., Ltd.*② 1,956,000.00 1,956,000.00
South Auto Maintenance Center*② 6,700,000.00 6,700,000.00
Subtotal 8,656,000.00 8,656,000.00
Total 6,300,000.00 239,989,909.24 23,300,406.04
Note: *①Industry and commerce registration of the enterprise have been revoked,
thelong-term equity investment for the above mentioned enterprise have accrual for
depreciation reseves in total.
Note: more details of *②Other equity investment can be seen in Note VIII-1 ―Equity of
subsidiaries‖.
12. Investment real estate
(1) Investment real estate measured at cost
Item House and building Total
I. Original book value
1.Balance at year-begin 160,870,656.51 160,870,656.51
2.Increase in the current period
(1) Newly increased
3.Decrease in the current period
(1) Disposal
4.Closing balance 160,870,656.51 160,870,656.51
II. Accumulated depreciation and accumulated
amortization
1.Balance at year-begin 78,770,523.03 78,770,523.03
2.Increase in the current period 2,252,578.21 2,252,578.21
(1) Accrual or amortization 2,252,578.21 2,252,578.21
3.Decrease in the current period
(1) Disposal
4.Closing balance 81,023,101.24 81,023,101.24
III.Depreciation reserves
111
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item House and building Total
IV. Book value
1. Ending Book value 79,847,555.27 79,847,555.27
2. Book value at year-begin 82,100,133.48 82,100,133.48
(2) Investment real estate with ownership restricted
Up to 30 June 2016, investment real estate with ownership restricted found more in Note Vi-42
(3) Investment real estate with certificate of title im-completed
There are no investment real estate with certificate of title im-completed up to 30 June 2016
112
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
13. Fixed assets
(1) Fixed assets
Machinery Transportation Office and other Renovation costs of
Item Housing buildings Electronic equipment Total
equipment equipment
equipmetn self-owned housing
I. Original book value
1. Balance at year-begin 271,582,729.60 18,597,264.98 6,032,579.79 12,371,209.74 4,251,541.51 3,056,469.95 315,891,795.57
2. Increase in the year 143,589.74 160,927.18 233,687.84 538,204.76
(1) Purchase 143,589.74 160,927.18 233,687.84 538,204.76
3. Decrease in the year 170,000.00 51,528.00 221,528.00
(1) Disposal or scrapping 170,000.00 51,528.00 221,528.00
4. Closing balance 271,582,729.60 18,740,854.72 6,023,506.97 12,553,369.58 4,251,541.51 3,056,469.95 316,208,472.33
II. Accumulated depreciation
1. Balance at year-begin 140,039,849.46 13,707,574.80 4,274,234.16 9,233,841.28 3,794,802.74 2,775,087.22 173,825,389.66
2. Increase in the year 3,578,961.48 196,986.20 235,846.57 321,360.74 49,940.64 4,383,095.63
(1) Accrual 3,578,961.48 196,986.20 235,846.57 321,360.74 49,940.64 4,383,095.63
3. Decrease in the year 140,250.00 50,090.16 190,340.16
(1) Disposal or scrapping 140,250.00 50,090.16 190,340.16
4.Closing balance 143,618,810.94 13,904,561.00 4,369,830.73 9,505,111.86 3,844,743.38 2,775,087.22 178,018,145.13
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Machinery Transportation Office and other Renovation costs of
Item Housing buildings Electronic equipment Total
equipment equipment
equipmetn self-owned housing
III. Depreciation reserves
1.Balance at year-begin 3,555,385.70 1,552,359.79 6,165.00 17,984.71 69,562.98 281,382.73 5,482,840.91
2.Increase in the year
(1) Accrual
3.Decrease in the year
(1) Disposal or scrapping
4. Closing balance 3,555,385.70 1,552,359.79 6,165.00 17,984.71 69,562.98 281,382.73 5,482,840.91
IV. Book value
1. Ending Book value 124,408,532.96 3,283,933.93 1,647,511.24 3,030,273.01 337,235.15 132,707,486.29
2. Book value at year-begin 127,987,494.44 3,337,330.39 1,752,180.63 3,119,383.75 387,175.79 136,583,565.00
Note: Depreciation in this period amounting to RMB 4,383,095.63. Transfer from construction in progress to fixed assets amounting as RMB 0.00 in this year.
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(2) Temporary idle fixed asset
The Company had no temporary idle fixed asset end as 30 June 2016.
(3) Certificate of title un-completed
Item Book value Reasons
1,296,197.46 A failure to carry out the property certificate
Shuibei Zhongtian Comprehensive Build is caused by issues rooted in history
Hostel of People North Road 5,902.41 A failure to carry out the property certificate
is caused by issues rooted in history
Songquan Apartment (mixed) 48,484.58 A failure to carry out the property certificate
is caused by issues rooted in history
Tellus Building underground parking 11,301,880.58 Parking lot is un-able to carried out the
certificate
Tellus Building transformation layer 2,042,214.56 Un-able to carried out the certificate
Trade department warehouse 104,119.09 A failure to carry out the property certificate
is caused by issues rooted in history
Warehouse 1,037,493.85 A failure to carry out the property certificate
is caused by issues rooted in history
1#,2# and 3-5/F 3# plant of Taoyuan Road 4,674,325.36 A failure to carry out the property certificate
is caused by issues rooted in history
43,920,788.89 A failure to carry out the property certificate
Yongtong Building is caused by issues rooted in history
16# Taohua Garden 1,926,173.88 A failure to carry out the property certificate
is caused by issues rooted in history
Automotive building 19,765,036.39 A failure to carry out the property certificate
is caused by issues rooted in history
First floor of Bao’an commercial-residence 1,191,966.45 A failure to carry out the property certificate
build is caused by issues rooted in history
5,681,949.99 A failure to carry out the property certificate
Nuclear Office build is caused by issues rooted in history
Total 92,996,533.49
(4) Fixed assets with restriction in ownership
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Up to 30 June 2016, more details of fixed assets with restriction in ownership can be seen in Note
VI-42.
14. Construction in process
(1) Basic situation of construction in process
Closing balance Balance at year-begin
Depreci
Item ation Depreciation
Book balance Book value Book balance Book value
reserve reserves
s
Shuibei Jewelry 314,412,966.77 314,412,966.77 279,056,650.35 279,056,650.35
Building
Total 314,412,966.77 314,412,966.77 279,056,650.35 279,056,650.35
(2) Changes of major projects under construction
Transfer to Other
Balance at Increased in the
Name Budget fixed assets in decrease in Closing balance
year-begin year
the year the year
Shuibei Jewelry RMB 413,640,0 279,056,650.35 35,356,316.42 314,412,966.77
Building 00
Total 279,056,650.35 35,356,316.42 314,412,966.77
(Cont.)
Interest
Proportion of project
Accumulated Including: interest capitalization
Name investment in budget Progress amount of interest capitalized amount Capital source
capitalization of the year rate of the year
(%) (%)
Shuibei Jewelry 76.01% 14,125,416.86
Self-raised
Building
Total 76.01% 14,125,416.86
(3) Accrual of depreciation reserves of construction in process in the Year
Up to 30 June 2016, the construction in process of the Company has no impairment evidence
15. Intangible assets
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
(1) Particular about intangible assets
Item Land use right Trademark right Software Total
I. Original book value
1.Balance at year-begin 54,284,923.80 95,800.00 937,185.00 55,317,908.80
2.Increase in the year 1,967,851.00 1,967,851.00
(1) Purchase 1,967,851.00 1,967,851.00
3.Decrease in the year
(1) Disposal
4. Closing balance 56,252,774.80 95,800.00 937,185.00 57,285,759.80
II. accumulated amortization
1.Balance at year-begin 1,859,072.76 59,344.91 414,217.76 2,332,635.43
2.Increase in the year 583,614.63 4,789.98 68,718.48 657,123.09
(1) Accrual 583,614.63 4,789.98 68,718.48 657,123.09
3.Decrease in the year
(1) Disposal
4. Closing balance 2,442,687.39 64,134.89 482,936.24 2,989,758.52
III. Depreciation reserves
IV. Book value
1. Ending Book value 53,810,087.41 31,665.11 454,248.76 54,296,001.28
2. Book value at year-begin 52,425,851.04 36,455.09 522,967.24 52,985,273.37
Note: The amount amortized in this year accounting as RMB 657,123.09.
(2) Up to 30 June 2016, details of intangible assets restricte in aspct of ownership or use of rights
can be seen in Note VI-42.
(3)Up to 30 June 2016, the Company has no intangible assets with un-confirmed service life
16. Long-term deferred expense
Balance at Increase in the Amortization during
Item Other decrease Closing amount
this year
year-begin current period
Decoration charge 1,499,006.24 103,480.90 279,461.61 1,323,025.53
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Balance at Increase in the Amortization during
Item Other decrease Closing amount
this year
year-begin current period
Total 1,499,006.24 103,480.90 279,461.61 1,323,025.53
17. Deferred income tax assets/ deferred income tax liabilities
(1) Details of recognized deferred income tax assets
Closing balance Balance at year-begin
Item Deductible temporary Deferred income tax Deductible Deferred income tax
difference assets temporary difference assets
Provision of assets impairment 78,579,491.60 19,644,872.90 78,579,491.60 19,644,872.90
Equity investment difference 14,844,139.32 3,711,034.83 14,844,139.32 3,711,034.83
Un-realized transaction profit with
4,452,257.92 1,113,064.48 4,530,142.32 1,132,535.58
affiliated companies
Total 97,875,888.84 24,468,972.21 97,953,773.24 24,488,443.31
(2) Details of recognized deferred income tax liabilities
Closing balance Balance at year-begin
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liabilities differences liabilities
Depreciation of fixed assets 1,421,592.40 355,398.10 1,912,340.48 478,085.12
Total 1,421,592.40 355,398.10 1,912,340.48 478,085.12
(3) Details of unrecognized deferred income tax assets
Item Closing balance Balance at year-begin
102,739,875.17 102,739,875.16
Offset-able differences
25,393,943.04 41,176,065.43
Offset-able losses
Total 128,133,818.21 143,915,940.59
(4) Offset-able losses of the unrecognized deferred income tax assets will expire the following year
Year Closing balance Balance at year-begin Note
2016 2,656,114.39
2017 352,273.78 1,543,641.99
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2018 6,414,490.87 15,520,231.84
2019 17,868,060.01 19,656,438.96
2020 507,700.61 1,799,638.25
2021 251,417.77
Total 25,393,943.04 41,176,065.43
18. Other non current assets
Item Closing balance Balance at year-begin
Equipment advance payment 1,800,000.00 1,800,000.00
Other 100,000.00 100,000.00
Total 1,900,000.00 1,900,000.00
19. Details of asset impairment provision
Decreased in the
Amount at Provision in the year Closing
Item
year-begin year Written Transferre amount
back d
104,342,351.09 104,342,351.0
I. Bad debt provision
9
II. Held-to-maturity investment 20,000.00 20,000.00
impairment provision
III. Inventory impairment provision 28,956,396.62 28,956,396.62
IV.Long-term equity investment impairment provision 23,300,406.04 23,300,406.04
V. Fixed assets impairment provision 5,482,840.91 5,482,840.91
VI. Financial assets depreciation reserves available for 8,126,240.00 8,126,240.00
sale
170,228,234.66 170,228,234.6
Total
6
20. Account payable
(1) Account payable
Item Closing balance Balance at year-begin
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item Closing balance Balance at year-begin
Account payables 21,507,032.73 27,417,068.61
Total 21,507,032.73 27,417,068.61
(2) Major account payable with over one year age
Item Closing balance Unsettled reasons
Shenzhen SDG Real Estate Co., Ltd. 6,054,855.46 Not paid from related company
Total 6,054,855.46
21. Account received in advance
(1) Account received in advance
Item Closing balance Balance at year-begin
Within 1 year 8,020,285.90 10,729,385.35
1-2 years
2-3 years 26,059.78 29,881.35
Over 3 years 701,540.96 701,540.96
Total 8,747,886.64 11,460,807.66
Notes: payments in advance over three years mainly represent those by our subsidiary Shenzhen
New Yongtong Automobile Detection equipments Co., Ltd. due to that installment and
commissioning of equipments have not been inspected and accepted by clients, the payments are
not carried forward accordingly.
22. Wages payable
(1) Wages payable
Balance at Decreased in the
Item Increased in the year Closing balance
year-begin year
I. Short-term compensation
18,231,524.91 30,539,545.72 26,477,603.01 22,293,467.62
II. Post-employment welfare- defined
1,408,213.90 3,774,880.82 3,709,799.65 1,473,295.07
contribution plans
III. Compensation from labor
relationship dismissed
IV. Other welfare due within one year
Total
19,639,738.81 34,314,426.54 30,187,402.66 23,766,762.69
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(2) Short-term compensation
Decreased in
Item Balance at year-begin Increased in the year Closing balance
the year
1. Wages,bonuses,allowances and
15,850,539.89 25,410,963.95 21,244,496.07 20,017,007.77
subsidies
2. Welfare for workers and staff
682,837.67 682,837.67
3. Social insurance
10,312.26 2,150,543.10 2,152,146.64 8,708.72
Including: Medical
9,240.78 2,044,961.84 2,046,521.95 7,680.67
insurance
Work injury
476.16 24,779.21 24,798.38 456.99
insurance
Maternity
595.32 80,802.05 80,826.31 571.06
insurance
4. Housing accumulation fund
2,136,992.16 1,677,047.67 1,714,541.29 2,099,498.54
5. Labor union expenditure and
233,680.60 618,153.33 683,581.34 168,252.59
personnel education expense
6. Short-term compensated
absences
7. Short-term profit sharing
plan
8. Other
Total
18,231,524.91 30,539,545.72 26,477,603.01 22,293,467.62
(3) Defined contribution plans
Decreased in
Item Balance at year-begin Increased in the year Closing balance
the year
1. Basic endowment insurance 254,438.37 2,658,416.60 2,764,668.96 148,186.01
2. Unemployment insurance 1,324.85 56,282.12 56,432.43 1,174.54
3. Enterprise annuity 1,152,450.68 1,060,182.10 888,698.26 1,323,934.52
Total 1,408,213.90 3,774,880.82 3,709,799.65 1,473,295.07
23. Tax payable
Item Closing balance Balance at year-begin
Value-added tax 1,053,019.57 176,318.69
Business tax 294,719.27 974,988.75
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item Closing balance Balance at year-begin
Enterprise income tax 745,151.46 1,969,038.78
Individual income tax 126,357.66 174,434.79
Urban maintenance and construction tax 128,221.09 159,154.08
Property right tax 864,954.62 864,954.64
land VAT 5,362,682.64 5,362,682.64
Land use tax 168,887.48 177,330.86
Educational surtax 130,476.59 155,960.23
Other 27,440.21 29,037.80
Total 8,901,910.59 10,043,901.26
24. Other payable
(1) Classification of other payable according to nature of account
Item Closing balance Balance at year-begin
Relevance contact, borrowings and interests 120,859,570.50 135,662,323.98
Deposit and margin 20,298,785.55 16,313,694.07
Other 38,524,215.91 41,821,768.63
Total 179,682,571.96 193,797,786.68
(2) Significant other payable with over one year age
Item Closing balance Reasons of un-paid or carry-over
Shenzhen SDG Co., Ltd. 114,930,125.60 Term of repayment has not been regulated by parent company
Total 114,930,125.60
25. Long-term account payable
Item Closing balance Balance at year-begin
Deposit of staff residence 3,908,848.40 3,908,848.40
Allocation for technology innovation projects 11,311.96 11,311.96
Dongfeng Motor Company 10,052,619.31 10,052,619.31
Total 13,972,779.67 13,972,779.67
26. Other non-current liability
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Item Closing amount Amont at year-begin
Rental received in advance 13,837,229.65 13,269,356.04
Total 13,837,229.65 13,269,356.04
Notes: other non-current liability refers to the rental received in advance from Shuibei Jewelry
Building, the income was subsequently measured at amortised cost at effective rate.
27. Share capital
Increased/decreased (+,-) in the Period
Shares
Balance at
Item New shares Bonus converted Closing balance
year-begin Other Sub-total
issued shares from public
reserve
I. Restricted shares
1. State-owned shares
2. State-owned legal
person’s shares 20,587,056.00 20,587,056.00
3.Other domestic shares
Including: Domestic legal
person’s shares 71,000,000.00 71,000,000.00
Domestic natural person’s
shares
4. Foreign shares
Including: Foreign legal
person’s shares
Foreign natural person’s
shares
Total restricted shares 91,587,056.00 91,587,056.00
II. Unrestricted shares
1. RMB Ordinary shares 179,294,544.00 179,294,544.00
2. Domestically listed
foreign shares 26,400,000.00 26,400,000.00
3. Overseas listed foreign
shares
4. Others
Total unrestricted shares 205,694,544.00 205,694,544.00
III. Total shares 297,281,600.00 297,281,600.00
The above mentioned paid-in capital has been verified by Ruihua CPA (LLP), and issued the verification report Ruihua Yan Zi [2015]
No. 48330003 and has changed the registration approved by Shenzhen Administration for Industrial and Commerce dated 16 July
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2015
28. Capital reserves
Item Balance at year-begin Increased in the year Decreased in the year Closing balance
Capital premium 559,544,773.35 559,544,773.35
Other capital reserve 4,647,832.16 4,647,832.16
Total 564,192,605.51 564,192,605.51
29. Surplus reserves
Item Balance at year-begin Increased in the year Decreased in the year Closing balance
Statutory surplus
2,952,586.32 2,952,586.32
reserves
Total 2,952,586.32 2,952,586.32
30. Retained profits
Item The period Last year
Undistributed profits at the end of last year before adjustment 3,742,260.49 -39,026,529.03
Adjust the total undistributed profits at the beginning of the year (Increase +,
Decrease -)
Undistributed profits at the beginning of the year after adjustment 3,742,260.49 -39,026,529.03
Add: The net profits belong to shareholders of patent company of this year 17,747,952.63 42,768,789.52
Less: Withdraw statutory surplus reserves
Withdraw free surplus reserves
Withdrawal of general risk provisions
Common stock dividends payable
Common stock dividends transferred to capital stock
Retained profits at end of the period 21,490,213.12 3,742,260.49
31. Operating income and cost
Jan.- Jun. 2016 Jan.- Jun. 2015
Item
Income Cost Income Cost
Main operating 153,921,452.19 111,871,099.40 154,770,195.92 115,546,491.25
Other operating 3,225,714.29 951,281.48 3,721,585.92 1,393,012.66
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Jan.- Jun. 2016 Jan.- Jun. 2015
Item
Income Cost Income Cost
Total 157,147,166.48 112,822,380.88 158,491,781.84 116,939,503.91
32. Business tax and surcharges
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Business tax 1,724,935.71 2,353,760.09
City maintenance and construction tax 401,069.68 311,363.21
Education surcharge 277,720.82 182,541.88
Total 2,403,726.21 2,847,665.18
Note: Calculation standards for business tax and surcharges found more in Note V. Taxes.
33. Sales expenses
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Employee compensation 4,695,023.72 5,541,658.75
Advertising and exhibition expenses 164,859.10 175,873.52
Depreciation and amortization 398,391.34 825,516.58
Office expenses 422,227.60 460,914.15
Utilities 142,347.99 178,593.29
Transportation expenses 252,965.15 300,387.49
Business entertainment expenses 153,784.80 130,496.57
Other 1,170,160.53 1,906,979.35
Total 7,399,760.23 9,520,419.70
34. Administration expense
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Employee compensation 13,469,076.10 8,373,528.93
Taxes 1,489,743.87 1,867,053.64
Office expenses 1,276,135.32 1,174,612.01
Travelling expense 423,970.13 382,273.10
Business entertainment expenses 363,685.60 361,500.30
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Item Jan.- Jun. 2016 Jan.- Jun. 2015
Depreciation and amortization 838,535.59 783,449.14
Consulting and service expenses 1,090,214.77 1,440,968.87
Cargo transportation expenses 648,095.88 686,608.46
Other 1,205,569.86 1,710,921.85
Total 20,805,027.12 16,780,916.30
35. Financial expenses
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Interest expenses 1,634,233.95 10,325,274.97
Less: Interest income 1,584,498.59 1,694,920.56
Less: interest capitalized amount 4,593,142.26
Exchange gains and losses 44,675.69 -10.89
Other 194,589.73 492,475.91
Total 289,000.78 4,529,677.17
36. Investment income
Item
Jan.- Jun. 2016 Jan.- Jun. 2015
Income of long-term equity investment calculated based on equity
2,808,781.91 469,732.57
Investment income of financial products during the holding period
2,291,789.05 154,657.53
Total
5,100,570.96 624,390.10
37. Non-operating income
Amount reckoned
into current
Item Jan.- Jun. 2016 Jan.- Jun. 2015
non-recurring
gains/losses
Non-current assets disposal gains 28,104.37 17,094.02 28,104.37
Including: fixed assets disposal gains 28,104.37 17,094.02 28,104.37
Other 17,176.53 31,668.08 17,176.53
Total 45,280.90 48,762.10 45,280.90
38. Non-operating expenditure
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Amount reckoned into
Item Jan.- Jun. 2016 Jan.- Jun. 2015 current non-recurring
gains/losses
Non-current assets disposal losses 1,237.84 37,300.18 1,237.84
Including: fixed assets disposal losses 1,237.84 37,300.18 1,237.84
Other 4,527.00 17.75 4,527.00
Total 5,764.84 37,317.93 5,764.84
39. Income tax expense
(1) Statement of income tax expense
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Current income tax expense 701,085.04 1,290,744.72
Deferred income tax expense -103,215.92 -90,027.41
Total 597,869.12 1,200,717.31
(2) Adjustment on accounting profit and income tax expenses
Item Jan.- Jun. 2016
Total profit
18,567,358.28
Income tax measured by statutory/applicable tax rate
4,641,839.57
Impact by different tax rate applied by subsidaies
Adjusted the previous income tax
-73,289.08
Impact by non-taxable revenue
Impact on cost, expenses and losses that unable to deducted
-645,663.27
Impact by the deductible losses of the un-racognzied previous deferred income tax
-3,361,768.73
The deductible temporary differences or deductible losses of the un-recognized deffered
36,750.63
income tax assets in the Period
Change of the balance of deferred income tax asstes/liabilities at period-begin resulted by tax
rate adjustement
Income tax expense
597,869.12
40. Notes to statement of cash flow
(1) Other cash received in relation to operation activities
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Interest income 1,584,498.59 1,694,920.56
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Item Jan.- Jun. 2016 Jan.- Jun. 2015
Interest income 1,584,498.59 1,694,920.56
Intercourse funds and other 20,785,593.31 19,396,599.63
Total 22,370,091.90 21,091,520.19
(2) Other cash paid in relation to operation activities
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Expenses of operation management cash paid 7,268,703.14 12,564,652.19
Intercourse funds and other 18,233,788.32 34,932,954.16
Total 25,502,491.46 47,497,606.35
(3) Cash paid related with financing activities
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Cash paid for fund raising 437,000.00
Total 437,000.00
41. Supplementary information to statement of cash flow
(1) Supplementary information to statement of cash flow
Supplementary information
Jan.- Jun. 2016 Jan.- Jun. 2015
1. Net profit adjusted to cash flow of operation activities:
Net profit
17,969,489.16 7,308,716.54
Add: Provision of assets impairment
6,583,807.92
Depreciation of fixed assets, consumption of oil assets and depreciation of
603,480.29
productive biology assets 6,600,980.21
Amortization of intangible assets
99,401.25 170,434.46
Amortization of long-term deferred expenses
279,461.61 20,206.16
Loss from disposal of fixed assets, intangible assets and other long-term assets(gain
is listed with ―-‖) -23,466.53 6,583,807.92
Loss of disposing fixed assets(gain is listed with ―-‖)
Loss from change of fair value(gain is listed with ―-‖)
Financial expenses (gain is listed with ―-‖)
1,678,909.64 5,732,121.82
Investment loss (gain is listed with ―-‖)
-5,100,570.96 -624,390.10
Decrease of deferred income tax asset( (increase is listed with ―-‖)
19,471.10 32,658.34
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Supplementary information
Jan.- Jun. 2016 Jan.- Jun. 2015
Increase of deferred income tax liability (decrease is listed with ―-‖)
-122,687.02 -122,685.75
Decrease of inventory (increase is listed with ―-‖)
6,971,918.06 39,818,859.03
Decrease of operating receivable accounts (increase is listed with ―-‖)
-2,280,192.36 -8,858,504.36
Increase of operating payable accounts (decrease is listed with ―-‖)
-2,121,207.80 -16,801,821.65
Other
Net cash flow arising from operating activities
23,971,506.36 33,862,882.70
2. Material investment and financing not involved in cash flow
Debt transfer to capital
Convertible bonds due within one year
Fixed assets financing lease-in
3. Net change of cash and cash equivalents:
Balance of cash at period end
190,981,593.06 131,254,844.47
Less: Balance of cash equivalent at year-begin
159,184,710.93 80,045,669.65
Add: Closing balance of cash equivalents
Less: Opening balance of cash equivalents
Net increasing of cash and cash equivalents
31,796,882.13 51,209,174.82
(2) Constitution of cash and cash equivalent
Item
Jan.- Jun. 2016 Jan.- Jun. 2015
I. Csah
190,981,593.06 159,184,710.93
Including: stock cash
91,387.70 75,003.23
Bank deposit available for payment at any time
190,890,205.36 159,109,707.70
Other monetary fund available for payment at any time
II. Cash equivalent
Including: bond investment matured within 3 months
II. Balance of cash and cash equivalent at period-end
190,981,593.06 159,184,710.93
Including: Cash and cash equivalent with restiction used by parent company
or subsidiary in the Group
Note: cash and cash equivalent excluding the cash and cash equivalent with use-restricted
129
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
concerned of the parent company or subsidiaries in the Group
42. Assets with ownership or use right restricted
Item Book value at Period-end Reason
Investment real estate 48,012,528.46
Fixed assets 6,499,847.17
Intangible assets 51,868,129.20
Long-term equity investmnet 68,589,786.96 See Note IX -5(2)
Total 174,970,291.79
1. In order to meet needs in operation and construction, the Company signed the comprehensive
credit contract (2014 SYJTZZ No.007) with credit amount of 211,000,000.00 yuan with China Citic
Bank Jingtian Branch on August 28, 2014, and signed the highest mortgage contract (2014
SYJTZDZ No.008) by taking the book assets with the amount of 50,293,453.68 yuan of Shenzhen
SDG Testrite Real Estate Co. Ltd. as the mortgage, and also signed the highest mortgage contract
(2014 SYJTZDZ No.007) by taking the book assets with the amount of 117,706,546.32 yuan of the
Company as the mortgage, and hereby signed the loan contract (2014 SYJTDZ No.0012) with the
amount of 157,500,000.00 yuan and the length of maturity from August 28, 2014 to August 28,
2017 on August 28, 2014, the mode of repayment is to pay interest monthly and return 8% of
principal semiannually after the loan origination and pay the balance at one time once due, up to
June 30, 2016, this loan has been returned, but the assets are still in the state of mortgage because
the loan commitment has not been canceled.
2. The land of this project (SFDZ No. 2000609764) needs to be mortgaged in order to satisfy the
requirements for the implementation of Testrite Shuibei Jewelry Building project, the Company’s
subsidiary Shenzhen Zhongtian Industry Co., Ltd. signed the loan contract (Mortgage & Loan 2014
Gu 250 Tianbei) with borrowing amount of 0.3 billion yuan and loan term from June 24, 2014 to
June 23, 2024 with China Construction Bank Shuibei Branch on June 24, 2014, and the Company
providing the joint liability guaranty (Guarantee and loan 2014 Gu 250 Tianbei), up to June 30,
2016, this loan has been returned, but the assets are still in the state of mortgage because the loan
commitment has not been canceled.
3. The Company's non-wholly owned subsidiary, Shenzhen Huari Toyota Automobile Sales Co., Ltd.
signed the macro contract of credit business with credit line of 49 million yuan with Guangdong
Development Bank Shenzhen Branch on August 28, 2014 for the purchase of automobiles, of which
the time limit is three years, and also signed the corresponding credit line contract, guarantee
130
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
contract of maximum amount, cash deposit pledge contract of maximum amount, and mortgage
contract of maximum amount for which the Company’s holding subsidiary, Shenzhen SDG Huari
Automobile Enterprise Co., Ltd. providing guarantee and taking the basement, first to second floors,
third to sixth floors and the seventh floor of Huari Xiuli Building which is under its name as the
mortgage guarantee. Up to June 30, 2016, this loan has been returned, but the assets are still in the
state of mortgage because the loan commitment has not been canceled.
43. Item of foreign currency
(1) Item of foreign currency
Closing balance of foreign
Item Rate of conversion Ending RMB balance converted
currency
Monetary fund
Including: USD 856.00 6.6312 5,676.31
HKD 534.00 0.8547 456.39
IX. Changes of consolidation range
1.Enterprise merger under the different control
The Company had no enterprise merger under the different control in Period.
2.Enterprise merger under the same control
The Company had no enterprise merger under the same control in Period.
3.Reverse purchase
The Company had no reverse purchase in Period.
4.Disposal of subsidiaries
The Company had no disposal of subsidiaries in Period.
X. Equity in other entity
1. Equity in subsidiary
(1) Constitute of enterprise group
Main Share-holding ratio
Registered Business
Subsidiary operation Acquired way
place nature Directly Indirectly
place
Shenzhen Tellus New Yongtong Automobile Service Obtained by
Shenzhen Shenzhen 100.00
Development Co. Ltd industry establishment or
131
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Main Share-holding ratio
Registered Business
Subsidiary operation Acquired way
place nature Directly Indirectly
place
investment
Obtained by
Shenzhen Dongchang Yongtong Motor Service
Shenzhen Shenzhen 95.00 establishment or
Vehicle Detection Co., Ltd. industry
investment
Obtained by
Shenzhen New Yongtong Dongxiao Vehicle Service
Shenzhen Shenzhen 95.00 establishment or
Inspection Co., Ltd. industry
investment
Obtained by
Shenzhen SD Tellus Property Management Service
Shenzhen Shenzhen 100.00 establishment or
Co., Ltd industry
investment
Obtained by
Shenzhen Bao’an Shiquan Industrial Co., Ltd Shenzhen Shenzhen Commerce 100.00 establishment or
investment
Obtained by
Shenzhen SD Tellus Real Estate Co., Ltd Shenzhen Shenzhen Manufacture 100.00 establishment or
investment
Obtained by
Shenzhen Tellus Real Estate Exchange Co. Service
Shenzhen Shenzhen 100.00 establishment or
Ltd industry
investment
Obtained by
\Shenzhen New Yongtong Automobile Service
Shenzhen Shenzhen 51.00 establishment or
Inspection Equipment Co. Ltd industry
investment
Obtained by
Shenzhen Automobile Industry Trading
Shenzhen Shenzhen Commerce 100.00 establishment or
General Company
investment
Obtained by
Shenzhen Automotive Industry Supply Service
Shenzhen Shenzhen 100.00 establishment or
Corporation industry
investment
Service Obtained by
Shenzhen SD Huari Automobile Enterprise Shenzhen Shenzhen 60.00
industry
132
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Main Share-holding ratio
Registered Business
Subsidiary operation Acquired way
place nature Directly Indirectly
place
Co.Limited establishment or
investment
Obtained by
Shenzhen Huari Anxin Automobile Inspection Service
Shenzhen Shenzhen 100.00 establishment or
Ltd industry
investment
Obtained by
Service
Shenzhen Zhongtian Industrial Co., Ltd. Shenzhen Shenzhen 100.00 establishment or
industry
investment
Obtained by
Shenzhen Huari TOYOTA Automobile Sales
Shenzhen Shenzhen Commerce 60.00 establishment or
Service Co., Ltd.
investment
Obtained by
Ceramic
Shenzhen Hanli Hi-Tech Ceramics Co., Ltd. Shenzhen Shenzhen 80.00 establishment or
technology
investment
Obtained by
Vehicle
South Auto Maintenance Center* Shenzhen Shenzhen 100.00 establishment or
maintenance
investment
Notes: *the operation terms of Shenzhen Hanligao Technical Ceramics Company was form 21
September 1993 to 21 September 1998, and 12 July 1994 to 11 July 2002 for Shenzhen South Auto
Maintenance and Repair Center. These two companies had been deregistered for failure to
participate in annual business and commercial inspection since they ceased operation for years. The
Company was not able to exercise effective control on these companies which were not included in
our consolidated financial statements. Carrying value of our investments in these companies which
actually constituted net investments was nil.
(2) Important non-wholly-owned subsidiary
Dividend
Gains/losses announced to
Share-holding ratio Ending equity of
Subsidiary attributable to distribute for
of minority (%) minority
minority in the Period minority in the
Period
Shenzhen Huari Toyota Automobile Co. Ltd
40% -7,819.22 -2,771,423.82
133
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Dividend
Gains/losses announced to
Share-holding ratio Ending equity of
Subsidiary attributable to distribute for
of minority (%) minority
minority in the Period minority in the
Period
Shenzhen SD Huari Automobile Enterprise
Co.Limited 40% 40,717.80 12,251,385.05
(3) Main finance of the important non-wholly-owned subsidiary
Closing balance
Subsidiary Non-current Non-current
Current assets Total assets Current liability Total liability
assets liability
Shenzhen Huari Toyota
Automobile Co. Ltd 32,525,108.69 1,435,142.36 33,960,251.05 40,888,810.59 40,888,810.59
Shenzhen SD Huari
Automobile Enterprise
43,722,007.16 32,741,145.84 76,463,153.00 45,479,292.27 355,398.10 45,834,690.37
Co.Limited
（Cont.）
Book at year-begin
Subsidiary Non-current Non-current
Current assets Total assets Current liability Total liability
assets liability
Shenzhen Huari Toyota
Automobile Co. Ltd 36,700,757.39 1,308,446.07 38,009,203.46 44,918,214.96 44,918,214.96
Shenzhen SD Huari
Automobile Enterprise
39,761,100.57 33,740,985.59 73,502,086.16 42,497,332.90 478,085.12 42,975,418.02
Co.Limited
Jan.- Jun. 2016 Jan.- Jun. 2015
Total Cash flow Total Cash flow from
Subsidiary
Business income Net profit comprehensiv from operating Business income Net profit comprehensiv operating
e income activities e income activities
Shenzhen
Huari
Toyota
94,044,194.14 -19,548.04 -19,548.04 211,114.88 103,112,248.20 -961,593.44 -961,593.44 38,080,060.28
Automobil
e Co. Ltd
Shenzhen
19,299,222.50 101,794.49 101,794.49 2,163,653.64 16,856,842.48 -563,970.91 -563,970.91 -1,026,202.62
134
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Subsidiary Jan.- Jun. 2016 Jan.- Jun. 2015
SD Huari
Automobil
e
Enterprise
Co.Limited
(4) Material limits on using group assets or discharging group debts
There is no material limit on using group assets or discharging group debts by our subsidiaries.
2. Transactions leading to change of owner’s equity while not resulting in loss of control in
subsidiary
There is no transaction by the Company leading to change of owner’s equity while not resulting in
loss of control in subsidiary.
3. Equity in joint venture and cooperative enterprise
(1) Important cooperative enterprise
Share-holding ratio (%) Accounting
treatment on
Main
Registered investment for joint
Name operation Business nature
place Directly Indirectly venture and
place
cooperative
enterprise
Affiliation
Shenzhen Zung Fu Tellus Auto
Shenzhen Shenzhen Sales and maintain of Benz 35.00 -- Equity method
Service Co., Ltd.
Shenzhen Dongfeng Auto Co., Auto manufacture and
Shenzhen Shenzhen -- 25.00 Equity method
Ltd. maintain
Joint venture
Investment in industry and
Shenzhen Tellus Jimeng
Shenzhen Shenzhen property management and 50.00 -- Equity method
Investment Co., Ltd
leasing
(2) Main financial information of the important joint venture
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Shenzhen
Item Shenzhen Zung Fu Tellus Shenzhen Zung Fu Tellus Shenzhen Dongfeng
Dongfeng Auto
Auto Service Co., Ltd. Auto Service Co., Ltd. Auto Co., Ltd.
Co., Ltd.
Current assets
325,276,749.35 389,688,621.60 284,555,030.00 349,579,989.46
Non -current assets
24,154,698.36 184,478,247.59 25,699,486.00 194,895,619.83
135
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Shenzhen
Item Shenzhen Zung Fu Tellus Shenzhen Zung Fu Tellus Shenzhen Dongfeng
Dongfeng Auto
Auto Service Co., Ltd. Auto Service Co., Ltd. Auto Co., Ltd.
Co., Ltd.
Total assets
349,431,447.71 574,166,869.19 310,254,516.00 544,475,609.29
Current liabilities
153,551,993.27 294,559,478.97 102,404,321.00 262,389,706.82
Non –current liabilities
70,849,404.21 75,538,051.99
Total liabilities
153,551,993.27 365,408,883.18 102,404,321.00 337,927,758.81
Minority shareholders’ equity
-5,435,952.70 -5,288,652.50
Attributable to parent company
shareholders’ equity 195,879,454.44 214,193,938.71 207,850,195.00 211,836,502.98
Share of net assets calculated by
shareholding ratio 68,557,809.05 53,548,484.68 72,747,568.25 52,959,125.74
Adjustment items
--Goodwill
--Unrealized profit of internal
trading
—Other
31,977.91
Book value of equity investment
in joint ventures 68,589,786.96 53,548,484.67 72,747,568.25 52,959,125.74
Fair value of the equtiy
incestment of affiliation with
public offers concerned
Operation income
509,511,244.05 254,428,669.06 345,123,222.02 158,949,383.31
Net profit
6,120,624.89 2,210,135.53 300,028.70 330,374.34
Net profit of the termination of
operation
Other comprehensive income
136
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Shenzhen
Item Shenzhen Zung Fu Tellus Shenzhen Zung Fu Tellus Shenzhen Dongfeng
Dongfeng Auto
Auto Service Co., Ltd. Auto Service Co., Ltd. Auto Co., Ltd.
Co., Ltd.
Total comprehensive income
6,120,624.89 2,210,135.53 300,028.70 330,374.34
Dividends received from
affiliation in the year 6,300,000.00
(3) Main financial information of the important cooperative enterprise
Shenzhen Tellus Jimeng Investment Co., Ltd
Item
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Current assets
33,679,916.52 17,734,574.30
Including: cash and cash equivalents
28,236,376.99 13,645,857.23
Non -current assets
330,334,425.84 297,377,588.89
Total assets
364,014,342.36 315,112,163.19
Current liabilities
13,409,649.71 10,642,771.76
Non –current liabilities
230,870,000.00 184,870,000.00
Total liabilities
244,279,649.71 195,512,771.76
Minority shareholders’ equity
Attributable to parent company shareholders’
119,734,692.65 119,599,391.43
equity
Share of net assets calculated by shareholding
59,867,346.33 59,799,695.73
ratio
Adjustment items
--Goodwill
--Unrealized profit of internal trading
—Other -53,798.39
Book value of equity investment in joint ventures
59,813,547.94 59,717,642.94
137
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Shenzhen Tellus Jimeng Investment Co., Ltd
Item
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Fair value of the equtiy incestment of joint
ventures with public offers concerned
Operation income
Financial expense
-27,701.41 -249,400.62
Income tax expense
Net profit
27,701.41 249,400.62
Net profit of the termination of operation
Other comprehensive income
Total comprehensive income
27,701.41 249,400.62
Dividends received from joint venture in the year
(4) Summary financial informantion of not important joint venture and cooperative enterprise
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Item
Joint ventures:
Total investment of book value 10,381,984.51 9,958,144.84
Total amount of the follow items calculated by
share-holding ratio
—net profit 345,955.27 401,620.03
—Other comprehensive income
—Total comprehensive income 345,955.27 401,620.03
affiliation:
Total investment of book value 24,355,699.12 24,716,186.73
Total amount of the follow items calculated by
share-holding ratio
—net profit -360,487.61 -145,997.05
138
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
2016-6-30 / Jan.- Jun. 2016 2015-6-30 / Jan.- Jun. 2015
Item
—Other comprehensive income
—Total comprehensive income -360,487.61 -145,997.05
(5) Excess deficit from joint venture or affiliated business
Cumulative losses Losses of last year Cumulative losses
Name un-recognized in un-recognized (or net profit un-recognized at current
last year shares in the Year ) period-end
Shenzhen Tellus Auto Service Chain Co., Ltd. 97,536.99 130.47 97,667.46
Shenzhen New Yongtong Dongxiao Auto Service
433,009.11 135,925.49 568,934.60
Co., Ltd.
Shenzhen Yongtong Xinda Inspection Equipment
432,678.37 316,676.27 749,354.64
Co., Ltd.
4. Imporant co-management
No co-management in the Peirod.
XI. Related party and related transactions
1. Parent company of the enterprise
Regist Share-holding ratio
Registered Voting right ratio on the
Parent company ration Business nature on the enterprise for
capital enterprise (%)
place parent company (%)
Development and
operation of real
Shenz
Shenzhen SDG Co., Ltd. estate and 2,582,820,000 50.09 50.09
hen
domestic
commerce
Note: Ultimate controller of the Company is SASAC of Shenzhen.
2. Subsidiary of the Company
Found more in Note X-1.
3. Details of joint-venture and affiliated enterprise of the Company
Found more in Note X-3.
4. Particulars about other related parties
139
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Other related parties Relationship
Shenzhen SDG Swan Industrial Company Ltd. Subsidiary of parent company
Shenzhen Machinery Equipment Imp & Exp. Company Subsidiary of parent company
Shenzhen SDG Real Estate Co., Ltd. Subsidiary of parent company
Hong Kong Yujia Investment Co, Ltd. Subsidiary of parent company
Shenzhen Tellus Real Estate Yueyang Co., Subsidiary of parent company
Shenzhen SDG Development Center Construction Subsidiary of parent company
Supervision Co., Ltd.
Shenzhen Tellus Yangchun Real Estate Co., Ltd. Subsidiary of parent company
Shenzhen Longgang Tellus Real Estate Co., Ltd. Subsidiary of parent company
5. Related transaction
(1) Related lease
①As a lessor for the Company
Lease income in Lease income in
Lessee Assets type recognized in Jan.- recognized in Jan.-
Jun. 2016 Jun. 2015
Shenzhen Zung Fu Tellus Auto Service Co., Ltd. House leasing 2,523,809.42 2,650,000.00
Shenzhen New Yongtong Automobile Services Co., Ltd. House leasing 203,557.22 192,639.00
Shenzhen New Yongtong Dongxiao Auto Service Co., Ltd. House leasing 144,933.34 141,300.00
(2) Related guarantee
①The Company serves as guarantor
The Company entered into pledge contract with Renfu Auto Management (Shenzhen) Co., Ltd.
(hereinafter referred to as Renfu Shenzhen), pursuant to which, during the period from
establishment of our associate company Shenzhen Renhu Teli Auto Service Co., Ltd. (hereinafter
referred to as Renhu Teli) to the expiration date of the joint venture contract between the Company
and Renhe Shenzhen, provided that Renfu Shenzhen provides borrowings to Renfu Teli under
entrusted loan, Renfu Teli makes borrows from bank or other financial institutions and guaranteed
by Renfu Shenzhen, and the total borrowings shall not exceed RMB100 million, the Company bears
35% of the obligations arising from above borrowings according to its shareholding proportion. It
was agreed for the Company to pledge 35% equity interests held in Renfu Teli to Renfu Shenzhen
as counter guarantee for the above borrowings.
Other than the above guarantee, the Company’s provision of guarantees as guarantor all relates to
140
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
such guarantees provided to subsidiaries.
(3) Engagement of related parties to provide labor services
Zhongtian Industrial selected construction supervision institution for Teli Shuibei Project through
public bidding. On 14 May 2013, Tefa Supervision obtained letter of acceptance (No.
20130514002C) issued by Shenzhen Construction Project Trading Service Center, and became the
construction supervision institution for Teli Shuibei Project through public bidding.
In May 2013, Zhongtian Industrial signed Supervision Contract in respect of Teli Shuibei Jewelry
Building Project with Tefa Supervision, pursuant to which, Zhongtian Industrial engaged Tefa
Supervision to exercise supervision in respect of Teli Shuibei Jewelry Building Project. The
supervision fee was RMB 5,041,900. As at 30 June 2016, an aggregate of RMB 3,597,200 has been
paid.
(4) No currencies deposit occurred with related parties in the period
(5) Related fund occupation expenses
Related party Content Jan.- Jun. 2016 Jan.- Jun. 2015
Borrow-in:
Shenzhen SDG Co., Ltd. Fund occupation expenses 1,634,233.95 2,700,873.50
Borrow-out:
Shenzhen Xinglong Machinery Mould Co., ltd. Fund occupation expenses 38,013.32 37,708.32
(6) Remuneration of key manager
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Remuneration of key manager RMB 2,810,000 RMB 2,710,000
6. Receivable/payable items of related parties
(1) Receivable item
Closing balance Balance at year-begin
Item Book balance Bad debt Book balance Bad debt
reserve reserve
Account receivable:
Shenzhen New Yongtong Automobile Services Co., Ltd. 960,731.00 927,602.00 927,602.00 927,602.00
Shenzhen New Yongtong Dongxiao Auto Service Co., Ltd. 704,700.00 680,400.00 680,400.00 680,400.00
Total 1,665,431.00 1,608,002.00 1,608,002.00 1,608,002.00
141
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance Balance at year-begin
Item Book balance Bad debt Book balance Bad debt
reserve reserve
Other account receivable:
Shenzhen Tellus Auto Service Chain Co., Ltd. 1,359,297.00 1,359,297.00 1,359,297.00 1,359,297.00
Shenzhen New Yongtong Technology Co., Ltd. 116,480.22 58,240.11 116,480.22 58,240.11
Shenzhen Yongtong Xinda Inspection Equipment Co., Ltd. 520,600.47 519,587.47 519,587.47 519,587.47
Shenzhen Xiandao New Material Co., Ltd. 660,790.09 660,790.09 660,790.09 660,790.09
Shenzhen Xinglong Machinery Mould Co., ltd. 2,148,349.62 960,116.10 2,110,336.30 960,116.10
Shenzhen Tellus New Yongtong Auto Service Co., ltd. 114,776.33 114,776.33 114,776.33 114,776.33
Shenzhen Tellus Jimeng Investment Co., Ltd 9,363.32
Total 4,929,657.05 3,672,807.10 4,881,267.41 3,672,807.10
Long-term account receivables
Shenzhen Tellus Auto Service Chain Co., Ltd. 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
Total 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
(2) Payable item
Item Closing balance Balance at year-begin
Account payable:
Shenzhen SDG Co., Ltd. 6,054,855.46 6,054,855.46
Shenzhen Machinery Equipment Imp & Exp. Company 45,300.00 45,300.00
Total 6,100,155.46 6,100,155.46
Other account payable:
Shenzhen SDG Real Estate Co., Ltd. 335,701.34 335,701.34
Hong Kong Yujia Investment Co, Ltd. 1,999,610.15 2,019,296.65
Shenzhen SDG Swan Industrial Company Ltd. 20,703.25 20,703.25
Shenzhen Machinery Equipment Imp & Exp. Company 1,554,196.80 1,455,892.44
Shenzhen SDG Co., Ltd. 114,930,125.60 129,810,211.32
Shenzhen Longgang Tellus Real Estate Co., Ltd. 1,095,742.50 1,095,742.50
142
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item Closing balance Balance at year-begin
Shenzhen Tellus Yangchun Real Estate Co., Ltd. 476,217.49 476,217.49
Shenzhen Xinglong Machinery Mould Co., ltd. 78,515.56 78,515.56
Shenzhen New Yongtong Technology Co., Ltd. 320,000.00 320,000.00
Shenzhen Tellus Hang Investment Co., ltd. 24,417.81 25,703.43
Shenzhen Yongtong Xinda Inspection Equipment Co., Ltd. 24,340.00 24,340.00
Total 120,859,570.50 135,662,323.98
XII. Commitment or contingency
1. Important commitments
(1) Capital commitments
Item Closing balance Balance at year-begin
Signed without recognized in financial statement
—Purchase and construction of long-term assets 137,851,735.07 158,289,230.16
commitment
Total 137,851,735.07 158,289,230.16
2. Contingency
(1) Contingent liability and its financial influence formed by un-settle lawsuits or arbitration
①In October 2005, a lawsuit was brought before Shenzhen Luo Hu District People’s Court by the Company,
which was the recognizer of Jintian Industrial (Group) Co., Ltd. (―Jintian‖) to require Jintian to redress RMB
4,081,830 (principal: RMB 3,000,000, interest: RMB 1,051,380, legal fare: RMB 25,160 and executive fare:
RMB 5,290). Shenzhen Intermediate People’s Court had adjudged that the Company won the lawsuit and the
forcible execution had been applied by the Company. As for the deducted amount in previous years, the Company
has counted as debt losses. The lawsuit has not executed yet till on 30 June 2015.
In April 2006, Shenzhen Development Bank brought an accusation against Jintian’s overdue loan two million U.S.
dollars and the Company who guaranteed for this loan. The company took on the principal and all interest. After
that, the Company appealed to Shenzhen Luohu District People's Court, asking Jintian to repay 2,960,490 U.S.
dollars and interest. In 2008, it reached Shen Luo No.937 Civil Reconciliation Agreement (2008) after the
mediating action taken by Shenzhen Luohu District People's Court. The agreement is as follows: If Jintian repay
2,960,490 U.S. dollars before October 31, 2008, the company will exempt all the interest. If Jintian can not settle
the amount on time, it will pay the penalty in accordance with the People's Bank of China RMB benchmark
lending rate over the same period. The lawsuit has not executed yet till on 30 June 2015.
②Subsidiary of the Company Shenzhen SD Tellus Real Estate Company (―Tellus Real Estate Company‖) entered
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
into the ―Contract of Liyehui Food Street Co-operation in Buji Town‖ with Shenzhen Jinlu Industrial & Trading
Company (―Jinlu Company‖) on 29 November 1994. In accordance with the Contract, on the foundation of
―Cooperative Development Contract of Liyehui Food Street in Buji Town‖ signed between the Jinlu Company and
land providers -- Shenzhen Real Estate Management Branch Bureau of Guangzhou Military Region (―Real Estate
Management Branch Bureau‖) and People’s Liberation Army Unit 75731 (― Unit 75731‖), construction funds 10
million Yuan invested by Tellus Real Estate, received fixed floor area of 6,000 M2 property, and Jinlu Company
promise to delivered the completed building and ancillary facility at the end of November 1995. Tellus Real Estate
Company have invested a total of 9,822,500.00 Yuan in cooperative development up to 31 December 1996,
however, Tellus Real Estate Company failed to get the property should enjoy on the agreed date for property hand
over. Tellus Real Estate Company institute an action at law to the Court, requesting Jinlu Company pay back the
9.8 million Yuan investment and interests immediately and shoulder all the Court Costs, Real Estate Management
Branch Bureau and Unit 75731 were sentence to be the defendant pursuant to the law in trial. On 18 March 2003,
in line with the Written Judgment (2000) Shen Zhong Fa Fang Chu Zi No. 101 by Shenzhen Intermediate People’s
Court, the above mentioned ―Cooperative Contract‖ is valid, identified as nature of cooperative housing, the two
parties continue to perform the contract and legitimate mechanism should be follow if any disputes arising from
executing the Contract by parties in the Contract.
In March 2005, as a joint plaintiff, Tellus Real Estate Company and Jinlu Company start a suit to Real Estate
Management Branch Bureau and Unit 75731(Communication Equipment Repair Institute of Guangzhou Military
Region), requesting two defendants performing cooperative contract, and delivered 11,845 M2(approximately
11,851,357 Yuan in value) property of Liyehui Food Street to two plaintiff, moreover, pay for the rental income
5,034,664.94 Yuan in total due to two plaintiff since 1998. Meanwhile, Tellus Real Estate Company and Jinlu
Company entered into an agreement, that is, due to the self-executing or mandatory enforcement by the Court,
concerning the Liyehui Food Street property taken back in lawsuit, Tellus Real Estate Company received a fixed
property of 6,000 M2, rests of the property belongs to Jinlu Company and Tellus Real Estate Company owns all
property while less than 6,000 M2; the income deserved in the lawsuit should be allocated according to 5:5
ratio by two parties, and as for this lawsuit, which have its first trial in Shenzhen Intermediate People’s Court in
August 2010, because details of a case is complex, the case did not judge in court.
In 2011, Tellus Real Estate Company received a civil ruling paper (2005) Shen Zhong Fa Min Chu Zi No. 82 from
Shenzhen Intermediate People’s Court, that is, ―People’s Court has no right to judged how to allocate the building
and its working interest‖, because Liyehui Food Street property ―is part of the illegal building‖, reject the Tellus
Real Estate Company and Jinlu Company’s claim in aspect of the property delivery and rental allocation of
Liyehui Food Street. The cooperative development fund invested for Tellus Real Estate Company has been
provision for bad debts in total in previous year by the Company.
③In 2014, our subsidiary Shenzhen Auto Industrial Trading Company (hereinafter referred to as Auto Industrial
Trading Company) was served with a summon from people’s court in Futian district, Shenzhen, pursuant to which,
Shenzhen branch of China Huarong Asset Management Co., Ltd. (―Huarong Shenzhen‖) sued Auto Industrial
Trading Company for joint settlement responsibility in respect of the debt disputes between Shenzhen Guangming
Watch Co., Ltd. (―Guangming Watch‖) and its creditors.
144
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Pursuant to the civil verdict (SFFJCZD No.801(1997)) issued by people’s court in Futian district, Shenzhen on 24
November 1997, Guangming Watch shall repay RMB700,000 and interests thereof to Shenzhen Futian branch of
China CITIC Bank. Guangming Watch failed to discharge debts after such verdict, and Shenzhen Futian branch of
China CITIC Bank applied for compulsive execution and recovered an amount of RMB561,398.30. later, due to
that there was no property available for execution, people’s court in Futian district of Shenzhen issued civil verdict
(SFFZZD No.102(1998)) to suspend execution on 10 December 1998. In July, the original creditor Shenzhen
Futian branch of China CITIC Bank transferred the above creditor’s right (namely outstanding principal of
RMB350,000 million and relevant interests) to Huarong Shenzhen.
Guangming Watch was an associate company of Auto Industrial Trading Company with a shareholding of 10% in
1990. Guangming Watch has been deregistered with Shenzhen Business and Commerce Bureau on 28 February
2002. Huarong Shenzhen sued Guangming Watch and Auto Industrial Trading Company at people’s court in
Futian district of Shenzhen in May 2014, requesting to obtain all the interests of Guangming Watch under the civil
verdict (SFFJCZD No.801(1997)), and request an order for Auto Industrial Trading Company to take joint
settlement responsibility for the above debts on the grounds that failure of Guangming Watch to settle debts
resulted in prejudice in creditors’ right by shareholders. Up to the approval date of the financial report, the case
has not been ruled yet.
④ The Company’s subsidiary, Shenzhen Automobile Industry and Trade Co., Ltd (hereinafter referred to as
"Automobile Industry and Trade Company") got shares in Shenzhen Guangming Watch Co., Ltd. (hereinafter
referred to as "Guangming Watch Company", Automobile Industry and Trade Company holds 10% of shares) in
1990, this company loaned RMB 2 million yuan from China Construction Bank on December 12, 1990 with time
limit of nine months, Guangming Watch Company repaid RMB 100,000 yuan in October 1992, but the balance
was still in arrears. Shenzhen Bao'an District People's Court (1996) BFJZ No. 183 paper of civil judgment
determined Guangming Watch Company to repay the loan of RMB 1.9 million yuan and the interests to China
Construction Bank, Shenzhen Intermediate People's Court (1996) SZFJYZZ No. 563 paper of civil judgment’
final judgment affirmed the original judgment. After the judgment, Guangming Watch Company didn’t perform
the obligations, so China Construction Bank applied for compulsory execution and got repayment of 1.64 million
yuan, but later due to no property for execution, Bao'an District People's Court (1997) SBFZZ No. 220 civil ruling
paper had the verdict for termination of execution on May 20, 2003. In June 2004, the original creditor CCB
transferred the above-mentioned creditor's rights to Assets Management Company, after several transfers, Ezhou
Liantai Investment and Consulting Co., Ltd. put forward the creditor's rights in April 2008.
Guangming Watch Company has been revoked license by Shenzhen Industrial and Commercial Bureau on
February 28, 2002. Ezhou Liantai Investment and Consulting Co., Ltd. submitted the case of Guangming Watch
Company and Automobile Industry and Trade Company to Shenzhen Futian District People's Court in May 2012,
requesting to order Guangming Watch Company to pay off 3.607 million yuan and the interests from May 11,
2012 to the actual repayment date, and requesting to order Automobile Industry and Trade Company to assume the
joint liability for above-mentioned debts by the reason of Automobile Industry and Trade Company being its last
shareholder, not setting up a liquidation team for liquidation within the legal time limit, and assuming the joint
liability for debts.
145
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
In 2013, Shenzhen Futian District People's Court (2012) SFFMECZ No. 4328 paper of civil judgment determined
Automobile Industry and Trade Company to assume the joint liability for debts in (1996) SZFJYZZ No. 563 paper
of civil judgment to the accused, Guangming Watch Company. Automobile Industry and Trade Company appealed,
on December 12, 2013, Shenzhen Intermediate People's Court (2013) SZFSZZ No. 1677 civil judgment’s final
judgment affirmed the original judgment. Automobile Industry and Trade Company accrued the payable joint
liability funds of 2,130,200 yuan in 2013.
Hua Rong District People's Court of Ezhou City (2008) HMCZ No. 57 civil judgment determined the accused
Ezhou Liantai Investment and Consulting Co., Ltd. to pay the accuser Huizhou Lamei Information Consulting Co.,
Ltd. assignment of claims and liquidated damages and also bear the legal fare. In the executing process, on April
14, 2015, Hua Rong District People's Court of Ezhou City (2015) EHRZYZ No. 0005 execution ruling added
Automobile Industry and Trade Company as the person subject to enforcement and ordered Automobile Industry
and Trade Company to pay the object funds of 4,170,859.54 yuan. Hua Rong District People's Court of Ezhou
City held that the object Guangming Watch Company should perform is the loan principal of 1.9 million yuan and
the promissory loan interest of 331,785.60 yuan from November 21, 1995 to January 22, 1997, with a total of
2,231,785.60 yuan. Shenzhen Bao’an District People's Court has executed 1,641,888.10 yuan, deducting the
litigation fee of 21,700 yuan and execution fee of 28,500 yuan, up to March 25, 2002, there were still object funds
of 1,161,725.65 yuan and debt interest of 1,274,604.31 yuan during the delay in performance calculated by the
principle of repayment of principal with interest and debt interest of 1,734,529.5 yuan caused by delay in
performance from March 25, 2002 to March 30, 2009, principal and interest amounting to 4,170,859.54 yuan.
Automobile Industry and Trade Company proposed an opposition to execution that Automobile Industry and
Trade Company should assume the joint liability for the debts of 258,111.90 yuan and the interest to be assumed
by Guangming Watch Company, and (1996) BFJZ No. 183 litigation fee of 21,700 yuan, and (1997) SBFZZ No.
220 case execution fee of 28,500 yuan.
Ezhou City Intermediate People's Court held that the surplus creditor's rights was non liquet after Shenhzen
Bao'an District People's Court’s execution of (1996) SZFJYZZ No. 563 civil judgment, both parties had large
difference in opinion whether the executed 1.64 million yuan was just principal or principal and interest, which
was difficult to be determined, therefore, Ezhou City Intermediate People's Court (2015) EHRZYZ No. 00005
execution ruling was repealed and returned for re-examination.
⑤ Shenzhen Nigang industrial Corporation sued Huari Company to return the ground part 1,585.84 square
meters of Parcel H403-0054(B) and the royalties from January 1, 1990 to the actual return date ,which was
implemented in accordance with the government guidance rental price for the corresponding period and location,
the interest rate is implemented in accordance with the loan interest ratestipulated by the People's Bank of China f
or the corresponding period, annual use fees calculated from the following year in January 1st, that comes to about
476 million Yuan. Luohu Court made a civil judgment[ （ 2013 ） Shenzhen Luohu
Court-Min-three-Chu-zi-No.1875]at April 8, 2016: Huari Company should return ground part 1,585.84 square
meters of Parcel H403-0054(B) to Shenzhen Nigang industrial Corporation within thirty days from the
effective date of the judgment..Huari Company should pay the royalties to Shenzhen Nigang
industrial Corporation within thirty days from the effective date of the judgment（By December 31, 2015,the fee is
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
347,271.74 Yuan, and pay 7,268 Yuan per month till actual returning of the above
property asset.Meanwhile,overruled other litigant requests from Shenzhen Nigang industrial Corporation.
Huari Company had appealed to the Shenzhen intermediate people's court, The case was first held at July13, 2016,
the second session held at August 1, 2016,So far there is no verdict.
XIII. Events occurring after the balance sheet date
The Company has no major events occurring after the balance sheet date which should disclosed
XIV. Other important events
1. Previous accounting errors collection
The Company had no previous accounting errors collection in Period.
2. Debt restructuring
The Company had no debt restructuring in Period.
3. Assets replacement
The Company had no non-monetary assets change in Period.
4. Segment
Financial information for reportable segment
Jan.- Jun. 2016
Auto maintenance Leasing and Offset of segment
Auto sales
Item Total
and repair services
Main operating revenue
67,525,711.38 42,408,814.86 62,272,010.17 -18,285,084.22 153,921,452.19
Main operating cost
66,364,064.95 36,582,170.38 27,209,948.29 -18,285,084.22 111,871,099.40
Total assets
24,632,259.44 92,225,788.83 1,962,620,091.40 -912,148,674.84 1,167,329,464.83
Total liabilities
39,554,548.10 53,603,597.08 565,862,967.94 -388,249,541.09 270,771,572.03
Jan.- Jun. 2015
Auto maintenance Leasing and Offset of segment
Auto sales
Item Total
and repair services
Main operating revenue 77,974,081.36 40,136,632.00 53,134,379.95 -16,474,897.39 154,770,195.92
Main operating cost 76,616,616.19 33,256,349.17 22,148,423.28 -16,474,897.39 115,546,491.25
Total assets 22,272,490.41 82,047,429.12 1,929,272,738.68 -889,617,845.18 1,143,974,813.03
Total liabilities 37,738,553.96 43,274,995.22 585,520,898.65 -365,718,711.43 300,815,736.40
XV. Principle notes of financial statements of parent company
1. Accounts receivable
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
(1) Category
Closing balance
Book balance Bad debt reserve
Types
Book
Accrual
Amount Ratio (%) Amount value
ratio (%)
Account receivable with single significant amount and
withdrawal bad debt provision separately
Receivables with bad debt provision accrual by credit portfolio
Accounts with single significant amount and bad debts provision 484,803.08 100.00 484,803.08 100.00
accrued individually
Total 484,803.08 100.00 484,803.08 100.00
(Cont.)
Balance at year-begin
Book balance Bad debt reserve Boo
Types
k
Ratio Accrual ratio
Amount Amount valu
(%)
(%)
e
Account receivable with single significant amount and withdrawal bad debt
provision separately
Receivables with bad debt provision accrual by credit portfolio
Accounts with single significant amount and bad debts provision accrued 484,803.0 100.0 484,803.0
individually 8 0 8 100.00
484,803.0 100.0 484,803.0
Total 100.00
8 0 8
2. Other accounts receivable
(1) Classification
Closing balance
Type Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Other account receivable with single 12,246,315.95 10.91 12,246,315.95 100.00
148
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
significant amount and withdrawal bad
debt provision separately
Other receivables with bad debt
98,166,411.08 87.46 1,061,063.86 1.08 97,105,347.22
provision accrual by credit portfolio
Other accounts with single significant
amount and bad debts provision 1,833,967.78 1.63 1,833,967.78 100.00
accrued individually
Total 112,246,694.81 100.00 15,141,347.59 13.49 97,105,347.22
(Cont.)
Balance at year-begin
Type Book balance Bad debt reserve
Book value
Amount Ratio (%) Amount Accrual ratio (%)
Other account receivable with single
significant amount and withdrawal bad 12,246,315.95 11.25 12,246,315.95 100.00
debt provision separately
Other receivables with bad debt
94,805,891.38 87.07 1,061,063.86 1.12 93,744,827.52
provision accrual by credit portfolio
Other accounts with single significant
amount and bad debts provision 1,833,967.78 1.68 1,833,967.78 100.00
accrued individually
Total 108,886,175.11 100.00 15,141,347.59 13.91 93,744,827.52
①Other receivable with single significant amount and withdrawal bad debt provision separately at
end of period
Closing balance
Other receivable(By unit) Accrual
Other receivable Bad debt reserve Reason
ratio (%)
Shenzhen Zhonghao (Group) Co., Ltd. 5,000,000.00 5,000,000.00 100.00 Win a lawsuit, no executable
assets from adversary
Jinbeili Home Appliance Company 2,706,983.51 2,706,983.51 100.00 Not expected to collected
due to long account age
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深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Shenzhen Petroleum & Chemical (Group) Co., Unlikely to collected
1,902,686.77 1,902,686.77 100.00
Ltd.
Huatong Package Co., Ltd. Not expected to collected
1,212,373.79 1,212,373.79 100.00
due to long account age
Shenzhen Xiandao New Material Co., Ltd. Not expected to collected
660,790.09 660,790.09 100.00
due to long account age
Not expected to collected due to
Other_VAT(trade department) 763,481.79 763,481.79 100.00
long account age
Total 12,246,315.95 12,246,315.95
②In combination, other accounts receivable whose bad debts provision was accrued by age analysis
Closing balance
Age
Other receivable Bad debt reserve Accrual ratio (%)
Within 1 year 95,673,877.61
1-2 year 76,041.64 3,802.08 5.00
2-3 year 503,280.45 100,656.09 20.00
Over 3 years 1,913,211.38 956,605.69 50.00
Total 98,166,411.08 1,061,063.86 1.08
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 0 Yuan; collected or reversed 0 Yuan.
(3) Other receivables by nature
Nature Ending book balance Book balance at year-begin
Intercourse funds receivable from internal units 92,419,295.42 92,031,334.71
Intercourse funds receivable from related units 2,818,503.03 2,771,126.39
Other 17,008,896.36 14,083,714.01
Total 112,246,694.81 108,886,175.11
(4) Top 5 other receivables at ending balance by arrears party
Ratio in total ending
Ending balance of
Company Nature Ending balance Book age balance of other receivables
bad bet provision
(%)
Shenzhen Zhonghao (Group) Intercourse 5,000,000.00 Over 3 years 4.45 5,000,000.00
150
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Ratio in total ending
Ending balance of
Company Nature Ending balance Book age balance of other receivables
bad bet provision
(%)
Co., Ltd. funds
Jinbeili Home Appliance Intercourse
2,706,983.51 Over 3 years 2.41 2,706,983.51
funds
Company
Shenzhen Petroleum & Intercourse
1,902,686.77 Over 3 years 1.70 1,902,686.77
funds
Chemical (Group) Co., Ltd.
Intercourse
Huatong Machinery Co., Ltd.
1,212,373.79 Over 3 years 1.08 1,212,373.79
funds
Intercourse
Other_VAT(trade department)
763,481.79 Over 3 years 0.68 763,481.79
funds
Total 11,585,525.86 10.32 11,585,525.86
(5) Account receivable with government grand involved
No account receivable with government grand involved of the Company at period-end.
(6) Other account receivable derecognition due to financial assets transfer
No other account receivable derecognition due to financial assets transfer of the Company in
Period.
(7) Assets and liabilities resulted by other account receivable transfer and continues involvement
No assets or liabilities resulted by other account receivable transfer and continues involvement of
the Company in Period.
3. Long-term equity investment
(1) Category of Long-term equity investment
Closing balance Balance at year-begin
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Investment
for 525,795,543.61 1,956,000.00 523,839,543.61 525,795,543.61 1,956,000.00 523,839,543.61
subsidiary
Investment
for
associates 164,450,736.47 9,787,162.32 154,663,574.15 168,170,825.88 9,787,162.32 158,383,663.56
and joint
venture
151
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Closing balance Balance at year-begin
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Total 690,246,280.08 11,743,162.32 678,503,117.76 693,966,369.49 11,743,162.32 682,223,207.17
(2) Investment for subsidiary
Impairm Ending balance
Decrease
The invested entity Opening balance Increased Ending balance ent of impairment
d
accrual provision
Shenzhen SD Tellus Real
31,152,888.87 31,152,888.87
Estate Co., Ltd
Shenzhen Tellus Real Estate
2,000,000.00 2,000,000.00
Exchange Co. Ltd
Shenzhen SD Tellus Property
5,021,970.88 5,021,970.88
Management Co., Ltd
Shenzhen Tellus New
Yongtong Automobile 57,672,885.22 57,672,885.22
Development Co. Ltd
Shenzhen Zhongtian
270,708,622.90 270,708,622.90
Industrial Co., Ltd.
Shenzhen Automobile
Industry Trading General 126,251,071.57 126,251,071.57
Company
Shenzhen SD Huari
Automobile Enterprise 19,224,692.65 19,224,692.65
Co.Limited
Shenzhen Huari TOYOTA
Automobile Sales Service 1,807,411.52 1,807,411.52
Co., Ltd.
Shenzhen New Yongtong
Automobile Inspection 10,000,000.00 10,000,000.00
Equipment Co. Ltd
Shenzhen hanli Hi-Tech
1,956,000.00 1,956,000.00 1,956,000.00
Ceramics Co., Ltd.*
Total 525,795,543.61 525,795,543.61 1,956,000.00
152
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Note: more details of * Shenzhen hanli Hi-Tech Ceramics Co., Ltd. can be seen in Note VIII-1
―Equity of subsidiaries‖.
(3) Investment for associates and joint venture
+,-
Addition Other
Balance at Capital Investment gains
Unit al comprehensive Other equity
year-begin reducti recognized under
investme income change
on equity
nt adjustment
I. Joint venture
Shenzhen Tellus Jimeng Investment Co., Ltd 59,799,695.73 13,852.21
Shenzhen Tellus Hang Investment Co., Ltd. 9,958,144.84 423,839.67
Subtotal 69,757,840.57 437,691.88
II. Associated enterprise
Shenzhen Xinglong Machinery Mould Co., 15,878,254.74
Ltd.
Shenzhen Tellus Auto Service Chain Co.,
Ltd.
Shenzhen Zung Fu Tellus Auto Service Co., 72,747,568.25 2,142,218.71
Ltd.
Hunan Changyang Industrial Co., Ltd. * 1,810,540.70
Shenzhen Jiecheng Electronic Co., Ltd* 3,225,000.00
Shenzhen Xiandao New Material Co., Ltd.* 4,751,621.62
Subtotal 98,412,985.31 2,142,218.71
Total 168,170,825.88 2,579,910.59
(Cont.)
+,-
Ending balance
Cash dividend or of impairment
Invested company Impairment Closing balance
profit announced Other provision
accrual
to issued
I. Joint venture
Shenzhen Tellus Jimeng Investment Co., Ltd 59,813,547.94
153
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
+,-
Ending balance
Cash dividend or of impairment
Invested company Impairment Closing balance
profit announced Other provision
accrual
to issued
Shenzhen Tellus Hang Investment Co., Ltd. 10,381,984.51
Subtotal - 70,195,532.45
II. Associated enterprise
Shenzhen Xinglong Machinery Mould Co., Ltd. 15,878,254.74
Shenzhen Tellus Auto Service Chain Co., Ltd.
Shenzhen Zung Fu Tellus Auto Service Co., Ltd. 6,300,000.00 68,589,786.96
Hunan Changyang Industrial Co., Ltd. * 1,810,540.70 1,810,540.70
Shenzhen Jiecheng Electronic Co., Ltd* 3,225,000.00 3,225,000.00
Shenzhen Xiandao New Material Co., Ltd.* 4,751,621.62 4,751,621.62
Subtotal 6,300,000.00 94,255,204.02 9,787,162.32
Total 6,300,000.00 164,450,736.47 9,787,162.32
4. Operating income and cost
Jan.- Jun. 2016 Jan.- Jun. 2015
Item
Income Cost Income Cost
Main business 21,654,258.03 1,787,004.39 17,058,260.06 1,860,594.49
Total 21,654,258.03 1,787,004.39 17,058,260.06 1,860,594.49
5. Investment income
Item Jan.- Jun. 2016 Jan.- Jun. 2015
Income of long-term equity investment calculated based on equity 2,579,910.59 631,330.38
Investment income of financial products during the holding period 2,173,178.10 154,657.53
Total 4,753,088.69 785,987.91
XVI. Supplementary Information
1. Details of non-recurring gains and losses in Year
Item Amount Note
Gains/losses from disposal of non-current asset 26,866.53
154
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item Amount Note
Tax refund or mitigate due to examination-and-approval beyond power or without official
approval document or accident
Government subsidies included in current gains and loss (excluding those closely in accordance
with corporation business and enjoyed according to fixed amount under national united
standard)
Capital occupancy expense, collected from non-financial enterprises and recorded in current
gains and losses
Income from the exceeding part between investment cost of the Company paid for obtaining
subsidiaries, associates and joint-ventures and recognizable net assets fair value attributable to
the Company when acquiring the investment
Gains and losses from exchange of non-monetary assets
Earnings from f
Gains and losses from assets under trusted investment or management 2,291,789.05 inancial product
s
Various provision for impairment of assets withdrew due to act of God, such as natural disaster
Gains and losses from debt restructuring
Enterprise reorganization expense, such as expenses from staffing and integrated cost etc.
Gains and losses of the part arising from transaction in which price is not fair and exceeding fair
value
Current net gains and losses occurred from period-begin to combination day by subsidiaries
resulting from business combination under common control
Gains and losses arising from contingent proceedings irrelevant to normal operation of the
Company
Except for effective hedge business relevant to normal operation of the Company, gains and
losses arising from fair value change of tradable financial assets and tradable financial liabilities,
and investment income from disposal of tradable financial assets, tradable financial liabilities and
financial assets available for sale
Switch-back of provision of impairment of account receivable which are treated with separate
depreciation test
Gains and losses obtained from external trusted loans
155
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Item Amount Note
Gains and losses arising from change of fair value of investment real estate whose follow-up
measurement are conducted according to fair value pattern
Affect on current gains and losses after an one-time adjustment according to requirements of laws
and regulations regarding to taxation and accounting
Trust fee obtained from trust operation
Other non-operating income and expenditure except for the aforementioned ones 12,649.53
Other gains and losses items complying with definition for non-current gains and losses
Subtotal 2,331,305.11
Affect on income tax
Affect on minority equity(after tax)
33,124.49
Total 2,298,180.62
Note: as for the numbers of non-recurring gains/losses, ―+‖ stands for income or earnings,‖-―stands for losses or expenses
The Company recognizes non-recurring profit or loss items according to Information Disclosure
Explanatory Document Announcement No.1 for Public Listed Issuer- Non-recurring Profit or Loss
(ZJHGG[2008]43).
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE (%)
Basic EPS Diluted EPS
Net profits belong to common stock
stockholders of the Company 2.0236 0.0597 0.0597
Net profits belong to common stock
stockholders of the Company after
deducting nonrecurring gains and 1.7616 0.0520 0.0520
losses
156
深圳市特力(集团)股份有限公司 2016 年半年度报告全文
Section XII. Documents available for Reference
The Company reserved completed integrated documents for CSRC, SZSE, relevant departments and public
investor for reference, including:
1. Original accounting statement of the Company with signature and seal of the legal representative,
CFO and financial manager;
2. All original documents and notifications of the Company disclosed in newspapers that designated by CSRC in
report period;
3. Semi-annual report disclosed in other securities market (Summary)
157
