China Fangda Group Co., Ltd. 2013 Auditors’ report Grant Thornton (special general partner) Table of Contents Auditors’ report Balance Sheet and Consolidated Balance Sheet 1-2 Income Statement and Consolidated Income Statement 3 Cash Flow Statement and Consolidated Cash Flow Statement 4 Statement on Change of Shareholders’ Equity, Consolidated 5-8 Statement on Change of Shareholders’ Equity Notes to Financial Statements 9-70 Grant Thornton (special general partner) No.22, Jianguomenwai Road, Chaoyang District, Beijing, China Saite Plaza 5F Post Code 100004 Tel. +86 10 8566 5588 Fax +86 10 8566 5120 www.grantthornton.cn Auditors’ report Grant Thornton (2014) No.350ZA0056 To the shareholders of China Fangda Group Co., Ltd.: We have audited the Financial Statements of China Fangda Group Co., Ltd. (“Fangda Group”) attached hereafter, including the Balance Sheet and Consolidated Balance Sheet ended December 31, 2013 and the Income Statement, Consolidated Income Statement, Cash Flow Statement, Consolidated Cash Flow Statement, Statement on Change of Shareholders’ Equity, Consolidated Statement on Change of Shareholders’ Equity of the year 2013, as well as the Notes to the Financial Statements. 1. Executives’ responsibilities on the Financial Statements Preparing of the Financial Statements according to Enterprise Accounting Standard is the responsibility of the management of the Company. This responsibility includes: (1) to prepare the financial statements according to the accounting standard, and ensure its fair reflection of business position; (2) to design, implement and maintain the internal control system related to producing of the Financial Statements, to prevent the Financial Statements from major false presentation due to cheating or error. 2. Responsibilities of the CPA Our responsibility is to express an auditing opinion on the financial statements basing on our audit. We carried out the auditing works with compliance to Chinese CPA Auditing Standard, which requires us to plan and implement our works on the basis of professional ethic standards, and obtain reasonable guarantee that the Financial Statements are free of major false statements. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider the internal control relevant to the entity’s preparation of financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting polices used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 3. Auditors’ Opinions We believe that Fangda Group has been following with the Enterprise Accounting Standard in preparing of the Financial Statements. The Financial Statements is reflect ing, in all important aspects, the financial situation of Fangda Group as of December 31, 2013, and the business performance and cash flow of year 2013. Grand Thornton CPA CPA China (limited liability partnership) CPA China Beijing, China March 7, 2014 Consolidated and Corporate Balance Sheet 31-Dec-13 Prepared by: China Fangda Group Co., Ltd. In RMB yuan Closing amount Opening amount Item Note Consolidated Company Consolidated Company Current assets Monetary capital V1 333,876,921.97 68,223,808.76 278,283,968.61 25,790,604.84 Transactional financial assets Notes receivable V2 21,898,770.43 7,638,780.88 V3 Account receivable 898,780,981.93 604,459.49 774,890,805.30 5,157,141.38 XI 1 Prepayment V4 28,364,016.21 218,984.07 22,006,159.22 20,271.85 Interest receivable 36,387.50 72,833.33 Dividend receivable 39,356,000.00 39,356,000.00 V5 Other receivables 66,298,730.17 571,620,659.73 57,339,556.28 512,298,790.52 XI 2 Inventory V6 428,537,851.82 269,120,191.36 Non-current assets due in 1 year Other current assets Total current assets 1,777,793,660.03 680,023,912.05 1,409,352,294.98 582,622,808.59 Non-current assets: Sellable financial assets Investment held until mature Long-term receivable V8 Long-term share equity investment 9,994,565.55 719,728,311.13 669,733,745.58 XI 3 Investment real estate V9 195,249,069.13 174,778,756.62 258,405,762.09 254,766,256.33 Fixed assets V 10 462,930,269.98 48,117,849.19 341,555,810.21 87,649,932.55 Construction in process V 11 940,841.00 914,126.00 175,138,694.28 1,701,315.00 Engineering materials Disposal of fixed assets V 12 177,298.11 Productive biological assets Gas & petrol Intangible assets V 13 91,527,650.52 1,351,845.98 102,380,382.21 9,352,376.54 R&D expense 67,700.00 Goodwill V 14 Long-term amortizable expenses V 15 3,799,354.79 50,314.43 4,710,860.65 75,471.70 Deferred income tax assets V 16 41,166,043.56 12,342,430.37 36,191,385.09 12,333,214.12 Other non-current assets V 18 15,978,789.90 Total of non-current assets 821,763,882.54 957,283,633.72 918,450,594.53 1,035,612,311.82 Total of assets 2,599,557,542.57 1,637,307,545.77 2,327,802,889.51 1,618,235,120.41 Consolidated and Corporate Balance Sheet (Continued) 31-Dec-13 Closing amount Opening amount Item Note Consolidated Company Consolidated Company Current liabilities Short-term loans V 20 369,000,000.00 104,000,000.00 181,970,000.00 180,000,000.00 Transactional financial liabilities Notes payable V 21 188,570,850.63 160,779,777.03 Account payable V 22 489,216,140.32 1,849,090.36 411,846,031.72 1,849,090.36 Prepayment received V 23 168,386,251.94 798,586.70 77,741,903.02 753,108.70 Employees’ wage payable V 24 30,182,851.80 1,881,681.86 23,945,272.55 1,479,449.88 Taxes payable V 25 44,839,947.77 260,761.30 33,686,577.98 826,456.83 Interest payable V 26 689,153.75 193,930.00 1,954,557.27 1,954,557.27 Dividend payable Other payables V 27 41,687,580.72 192,765,065.68 41,340,056.86 83,515,779.52 Non-current liabilities due in 1 year Other current liabilities V 28 200,000,000.00 200,000,000.00 Total current liabilities 1,332,572,776.93 301,749,115.90 1,133,264,176.43 470,378,442.56 Non-current liabilities: Long-term loans Bond payable Long-term payable 7,700.00 Special payables Anticipated liabilities Deferred income tax liabilities V 16 40,656,763.97 88,615,374.26 36,210,286.40 36,210,286.40 Other non-current liabilities V 29 10,255,823.93 Total of non-current liabilities 50,912,587.90 88,615,374.26 36,217,986.40 36,210,286.40 Total liabilities 1,383,485,364.83 390,364,490.16 1,169,482,162.83 506,588,728.96 Share capital V 30 756,909,905.00 756,909,905.00 756,909,905.00 756,909,905.00 Capital reserves V 31 79,191,052.01 38,690,396.63 80,299,867.64 39,799,212.26 Less: Shares in stock Special reserves Surplus reserves V 32 46,389,142.21 46,389,142.21 30,494,542.94 30,494,542.94 Retained profit V 33 278,149,631.63 404,953,611.77 230,907,879.99 284,442,731.25 Difference caused by translation of foreign currency statements Total of owner’s equity belong to the parent company 1,160,639,730.85 1,246,943,055.61 1,098,612,195.57 1,111,646,391.45 Minor shareholders’ equity 55,432,446.89 59,708,531.11 Total of shareholders’ equity 1,216,072,177.74 1,246,943,055.61 1,158,320,726.68 1,111,646,391.45 Total of liability and shareholders’ equity 2,599,557,542.57 1,637,307,545.77 2,327,802,889.51 1,618,235,120.41 Legal representative: CFO: Accounting Manager: Consolidated and Corporate Income Statement 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan This period Last period Item Note Consolidated Company Consolidated Company V 34 1. Turnover 1,747,620,845.74 45,659,921.07 1,397,901,424.59 46,185,831.72 XI 4 V 34 Less: Operation cost 1,425,369,204.42 10,980,932.52 1,145,066,535.43 11,267,937.63 XI 4 Business tax and surcharge V 35 23,272,313.84 3,415,837.54 23,902,902.35 3,731,267.21 Sales expense V 36 37,383,041.60 35,114,854.91 -15,831.98 Administrative expense V 37 127,254,247.26 22,773,847.97 122,677,890.24 20,145,309.77 Financial expense V 38 23,108,586.39 10,054,285.40 24,771,976.76 5,685,040.38 Asset impairment loss V 39 33,783,118.67 -3,228,252.95 50,714,112.55 326,187.02 V 40 Plus: gains from change of fair value (“-“ for loss) 16,647,859.74 16,647,859.74 12,290,834.22 13,791,134.22 XI 5 V 41 Investment gains (“-“ for loss) 300,866.92 -5,434.45 3,448,207.99 43,904,207.99 XI 5 Incl. Investment gains from affiliates and joint ventures -5,434.45 -5,434.45 2. Operational profit (“-“ for loss) 94,399,060.22 18,305,695.88 11,392,194.56 62,741,263.90 Plus: non-operational income V 42 7,595,856.24 193,478,232.51 11,817,267.06 2,164,511.06 Less: non-operational expenditure V 43 1,344,375.30 442,064.12 3,662,524.43 188,570.17 Incl. Loss from disposal of non-current assets 617,106.70 37,992.07 220,018.04 61,363.27 3. Gross profit (“-“ for loss) 100,650,541.16 211,341,864.27 19,546,937.19 64,717,204.79 Less: Income tax expense V 44 19,249,761.60 52,395,871.61 13,103,694.81 6,532,547.00 4. Net profit (“-“ for net loss) 81,400,779.56 158,945,992.66 6,443,242.38 58,184,657.79 Net profit attributable to the shareholders of the parent 85,676,863.78 24,948,377.20 company Minor shareholders’ equity -4,276,084.22 -18,505,134.82 5. Earnings per share (1) Basic earnings per share V 45 0.11 0.03 (2) Diluted earnings per share 6. Other misc. incomes V 46 -1,108,815.63 -1,108,815.63 -179,626.28 -1,279,626.28 7. Total of misc. incomes 80,291,963.93 157,837,177.03 6,263,616.10 56,905,031.51 Total of misc. incomes attributable to the shareholders of the 84,568,048.15 24,768,750.92 parent company Total of misc. incomes attributable to the minor shareholders -4,276,084.22 -18,505,134.82 Legal representative: CFO: Accounting manager: Consolidated and Corporate Cash Flow Statement 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan This period Last period Item Note Consolidated Company Consolidated Company 1. Net cash flow from business operations: Cash received from sales of products and providing of services 1,763,447,209.35 44,496,139.39 1,282,311,735.70 36,847,528.40 Tax refunded 1,935,388.44 1,234,080.09 Other cash received from business operation V 47 41,052,740.68 580,085,321.10 24,427,611.05 538,398,509.55 Sub-total of cash inflow from business operations 1,806,435,338.47 624,581,460.49 1,307,973,426.84 575,246,037.95 Cash paid for purchasing products and services 1,313,329,311.49 12,790,698.85 951,259,916.91 12,764,972.21 Cash paid to and for the staff 167,796,650.09 10,045,800.12 131,600,289.66 8,821,194.92 Taxes paid 78,014,776.44 4,659,170.87 65,938,208.39 4,414,910.67 Other cash paid for business activities V 47 90,749,980.14 217,012,897.35 99,912,940.51 753,501,483.51 Sub-total of cash outflow from business operations 1,649,890,718.16 244,508,567.19 1,248,711,355.47 779,502,561.31 Cash flow generated by business operations, net 156,544,620.31 380,072,893.30 59,262,071.37 -204,256,523.36 2. Cash flow generated by investment: Cash received from investment recovery 120,000,000.00 1,500,000.00 400,000.00 Cash received from obtained investment 306,301.37 3,448,207.99 61,886,407.99 Net cash retrieved from disposal of fixed assets, intangible assets, 179,704.00 33,241,974.20 11,002,219.00 536,535.00 and other long-term assets Net cash received from disposal of subsidiaries or other operational units - Other investment-related cash received V 47 429,055.00 4,022,500.00 Sub-total of cash inflow generated from investment 120,915,060.37 33,241,974.20 19,972,926.99 62,822,942.99 Cash paid for purchasing fixed assets, intangible assets and other long-term assets40,911,829.63 1,359,102.96 105,572,445.60 4,269,332.69 Cash paid as investment 130,000,000.00 50,000,000.00 10,000,000.00 Net cash paid for acquiring subsidiaries and other operational units Other cash paid for investment V 47 1,659,058.00 2,050,000.00 Subtotal of cash outflows 172,570,887.63 51,359,102.96 107,622,445.60 14,269,332.69 Cash flow generated by investment activities, net -51,655,827.26 -18,117,128.76 -87,649,518.61 48,553,610.30 3. Cash flow generated by financing activities: Cash received from investment Incl. Cash received from investment attracted by subsidiaries from minority shareholders Cash received from borrowed loans 529,000,000.00 194,000,000.00 570,368,873.33 180,000,000.00 Cash received from bond placing 200,000,000.00 200,000,000.00 Other cash received from financing activities Subtotal of cash inflow from financing activities 529,000,000.00 194,000,000.00 770,368,873.33 380,000,000.00 Cash paid to repay debts 540,000,000.00 470,000,000.00 775,500,000.00 210,000,000.00 Cash paid as dividend, profit, or interests 48,354,192.64 43,525,867.31 25,336,873.47 11,993,687.78 Incl. Cash dividends paid by subsidiaries to minority shareholders Other cash paid for financing activities V 47 1,100,000.00 1,100,000.00 Incl. Cash paid by subsidiaries to minority shareholders Subtotal of cash outflow from financing activities 588,354,192.64 513,525,867.31 801,936,873.47 223,093,687.78 Net cash flow generated by financing activities -59,354,192.64 -319,525,867.31 -31,568,000.14 156,906,312.22 4. Influence of exchange rate changes on cash and cash equivalents -464,717.89 3,306.69 -54,188.54 -56.12 5. Net increase in cash and cash equivalents 45,069,882.52 42,433,203.92 -60,009,635.92 1,203,343.04 Plus: Balance of cash and cash equivalents at the beginning of term 240,167,372.86 25,540,604.84 300,177,008.78 24,337,261.80 6. Balance of cash and cash equivalents at the end of the period 285,237,255.38 67,973,808.76 240,167,372.86 25,540,604.84 Legal representative: CFO: Accounting manager: Statement of Change in Shareholders’ Equity (Consolidated) 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan This period Shareholders’ Equity Attributable to the Parent Company Minor Item Total of owners’ Less: Shares Special shareholders’ Share capital Capital reserves Surplus reserves Retained profit Others equity in stock reserves equity 1. Balance at the end of last year 756,909,905.00 80,299,867.64 - - 30,494,542.94 230,907,879.99 - 59,708,531.11 1,158,320,726.68 Plus: Changes in accounting policies Correction of previous errors Others - 2. Balance at the beginning of current year 756,909,905.00 80,299,867.64 - - 30,494,542.94 230,907,879.99 - 59,708,531.11 1,158,320,726.68 3. Amount of change in current term (“-“ for decrease) - -1,108,815.63 - - 15,894,599.27 47,241,751.64 - -4,276,084.22 57,751,451.06 (1) Net profit 85,676,863.78 -4,276,084.22 81,400,779.56 (2) Other misc. income -1,108,815.63 -1,108,815.63 Sub-total of (1) and (2) - -1,108,815.63 - - - 85,676,863.78 - -4,276,084.22 80,291,963.93 (3) Investment or decreasing of capital by shareholders - - - - - - - - - 1. Capital input by shareholders - 2. Amount of shares paid and accounted as shareholders’ equity - 3. Others - (4) Profit allotment - - - - 15,894,599.27 -38,435,112.14 - - -22,540,512.87 1. Providing of surplus reserves 15,894,599.27 -15,894,599.27 - 2. Distribution to shareholders -22,540,512.87 -22,540,512.87 3. Others - (5) Internal transferring of shareholders’ equity - - - - - - - - - 1. Capitalizing of capital reserves - 2. Capitalizing of surplus reserves - 3. Making up losses by surplus reserves - 4. Others - (6) Special reserves - - - 1. Provided this year - 2. Used this year ("-") - (7) Others - 4. Balance at the end of this period 756,909,905.00 79,191,052.01 - - 46,389,142.21 278,149,631.63 - 55,432,446.89 1,216,072,177.74 Legal representative: CFO: Accounting manager: Statement of Change in Shareholders’ Equity (Consolidated) 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan Last period Shareholders’ Equity Attributable to the Parent Company Minor Item Total of owners’ Less: Shares Special shareholders’ Share capital Capital reserves Surplus reserves Retained profit Others equity in stock reserves equity 1. Balance at the end of last year 756,909,905.00 80,479,493.92 24,676,077.16 211,777,968.57 78,213,665.93 1,152,057,110.58 Plus: Changes in accounting policies - Correction of previous errors - Others - 2. Balance at the beginning of current year 756,909,905.00 80,479,493.92 - - 24,676,077.16 211,777,968.57 - 78,213,665.93 1,152,057,110.58 3. Amount of change in current term (“-“ for decrease) - -179,626.28 - - 5,818,465.78 19,129,911.42 - -18,505,134.82 6,263,616.10 (1) Net profit 24,948,377.20 -18,505,134.82 6,443,242.38 (2) Other misc. income -179,626.28 -179,626.28 Sub-total of (1) and (2) - -179,626.28 - - - 24,948,377.20 - -18,505,134.82 6,263,616.10 (3) Investment or decreasing of capital by shareholders - - - - - - - - - 1. Capital input by shareholders - 2. Amount of shares paid and accounted as shareholders’ equity - 3. Others - (4) Profit allotment - - - - 5,818,465.78 -5,818,465.78 - - - 1. Providing of surplus reserves 5,818,465.78 -5,818,465.78 - 2. Distribution to shareholders - 3. Others - (5) Internal transferring of shareholders’ equity - - - - - - - - - 1. Capitalizing of capital reserves - 2. Capitalizing of surplus reserves - 3. Making up losses by surplus reserves - 4. Others - (6) Special reserves - - - 1. Provided this year - 2. Used this year ("-") - (7) Others - 4. Balance at the end of this period 756,909,905.00 80,299,867.64 - - 30,494,542.94 230,907,879.99 - 59,708,531.11 1,158,320,726.68 Legal representative: CFO: Accounting manager: Statement of Change in Shareholders’ Equity 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan This period Item Capital Less: Shares Special Surplus Total of owners’ Share capital Retained profit reserves in stock reserves reserves equity 1. Balance at the end of last year 756,909,905.00 39,799,212.26 - - 30,494,542.94 284,442,731.25 1,111,646,391.45 Plus: Changes in accounting policies - Correction of previous errors - Others - 2. Balance at the beginning of current year 756,909,905.00 39,799,212.26 - - 30,494,542.94 284,442,731.25 1,111,646,391.45 3. Amount of change in current term (“-“ for decrease) - -1,108,815.63 - - 15,894,599.27 120,510,880.52 135,296,664.16 (1) Net profit 158,945,992.66 158,945,992.66 (2) Other misc. income -1,108,815.63 -1,108,815.63 Sub-total of (1) and (2) - -1,108,815.63 - - - 158,945,992.66 157,837,177.03 (3) Investment or decreasing of capital by shareholders - - - - - - - 1. Capital input by shareholders - 2. Amount of shares paid and accounted as shareholders’ equity - 3. Others - (4) Profit allotment - - - - 15,894,599.27 -38,435,112.14 -22,540,512.87 1. Providing of surplus reserves 15,894,599.27 -15,894,599.27 - 2. Distribution to shareholders -22,540,512.87 -22,540,512.87 3. Others - (5) Internal transferring of shareholders’ equity - - - - - - - 1. Capitalizing of capital reserves - 2. Capitalizing of surplus reserves - 3. Making up losses by surplus reserves - 4. Others - (6) Special reserves - - - - - - - 1. Provided this year - 2. Used this year ("-") - (7) Others - 4. Balance at the end of this period 756,909,905.00 38,690,396.63 - - 46,389,142.21 404,953,611.77 1,246,943,055.61 Legal representative: CFO: Accounting manager: Statement of Change in Shareholders’ Equity 2013 Prepared by: China Fangda Group Co., Ltd. In RMB yuan This period Item Capital Less: Shares Special Surplus Total of owners’ Share capital Retained profit reserves in stock reserves reserves equity 1. Balance at the end of last year 756,909,905.00 39,799,212.26 - - 30,494,542.94 284,442,731.25 1,111,646,391.45 Plus: Changes in accounting policies - Correction of previous errors - Others - 2. Balance at the beginning of current year 756,909,905.00 39,799,212.26 - - 30,494,542.94 284,442,731.25 1,111,646,391.45 3. Amount of change in current term (“-“ for decrease) - -1,108,815.63 - - 15,894,599.27 120,510,880.52 135,296,664.16 (1) Net profit 158,945,992.66 158,945,992.66 (2) Other misc. income -1,108,815.63 -1,108,815.63 Sub-total of (1) and (2) - -1,108,815.63 - - - 158,945,992.66 157,837,177.03 (3) Investment or decreasing of capital by shareholders - - - - - - - 1. Capital input by shareholders - 2. Amount of shares paid and accounted as shareholders’ equity - 3. Others - (4) Profit allotment - - - - 15,894,599.27 -38,435,112.14 -22,540,512.87 1. Providing of surplus reserves 15,894,599.27 -15,894,599.27 - 2. Distribution to shareholders -22,540,512.87 -22,540,512.87 3. Others - (5) Internal transferring of shareholders’ equity - - - - - - - 1. Capitalizing of capital reserves - 2. Capitalizing of surplus reserves - 3. Making up losses by surplus reserves - 4. Others - (6) Special reserves - - - - - - - 1. Provided this year - 2. Used this year ("-") - (7) Others - 4. Balance at the end of this period 756,909,905.00 38,690,396.63 - - 46,389,142.21 404,953,611.77 1,246,943,055.61 Legal representative: CFO: Accounting manager: China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Notes to Financial Statements I. General Information China Fangda Group Co., Ltd. (the “Company” or the “Group”) is a joint stock company registered in Shenzhen, Guangdong and was approved by the Government of Shenzhen with Document 深府办函(1995)194 号, and was founded, on the basis of Shenzhen Fangda Construction Material Co., Ltd., by way of share issuing in October 1995. The Registration No. of the Company’s business license is: 440301501124785; with a registered capital of RMB756,909,905; registered address: Fangda Building, Kejinan Road 12, High-tech Zone, Shenzhen. Mr. Xiong Jianming is the legal representative. The Company issued foreign currency shares (B shares) and local currency shares (A shares) and listed in November 1995 and April 1996 respectively in Shenzhen Stock Exchange. On June 12, 1997, as approved by Shenzhen Bureau of Commerce with Document 深招商复 [1997]0192 号, the Company was re-registered to a sino-foreign joint venture. Registration routines were completed with Shenzhen Commerce and Industry Administration on November 12, 1997. In October 1999, the Company started to use the current name. The Company has established a corporate governance structure that comprises shareholders’ meeting, board of directors and supervisory committee. Currently, the Company sets up the President Office, Administrative Department, HR Department, Enterprise Management Department, Financial Department, Audit and Supervisory Department, Securities Department, Technology Department and IT Department and has established subsidiaries including Fangda Decoration, Fangda Automatic, Fangda New Material, Shenyang Fangda and Fangda Property. The business scope includes new-type building materials, composite materials, metal wares, metal frames, environmental equipment and apparatus, fire fighting equipment, optical- mechanical-electrical integrated products, polymer materials and their products, fine chemical products, mechanical equipment, optical materials and devices, electronic displayer, audio- visual device, transport facilities (exclude restricted items and produces under export certification, and their design, developing, installation, construction, technical consulting, and training. Managing and leasing of properties under possession (Fangda Building at Ke-Ji-Nan Road 12, and Fangda Town at Longzhu Road 4), parking services of Fangda Building. II. Main Accounting Policies, Estimations and Retrospection of Previous Accounting Errors (I) Basis for the preparation of financial statements The financial statements have been prepared in accordance with the Enterprise Accounting Standard – Basic Standards and 38 specific accounting principles issued in February 2006 by the Ministry of Finance and its application guide, interpretation and other related provision (collectively “Enterprise Accounting Standards”). The Company has also disclosed related financial information according to the requirement of the Regulations of Information Disclosure No.15 – General Provisions for Financial Statements (Revised in 2010) issued by the CSRC. Except for subsidiaries that have stopped operating, the financial statements are prepared on the basis of continuous operation. The financial statements for subsidiaries that have stopped -7- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) operating (Shenyang Fangda, Fangda Aluminium and Fang Yide) are prepared on the basis of non-continuous operation. The Company's audit is based on the accrual basis. Except for some financial instruments and property held for investment, the financial statements are prepared based on historical costs. In case of any asset impairment, the impairment provision will be made as required. (II). Statement of compliance to the Enterprise Accounting Standard The financial report and statements are prepared with compliance to the requirement of the Enterprise Accounting Standard. They reflect the financial position as of December 31, 2013, and business performance and cash flow situation in Year 2013 of the Company frankly and completely. (III). Fiscal Period The fiscal year of the Group is the solar calendar year, that is from January 1 to December 31. (IV). Bookkeeping standard money The Company takes RMB as the standard currency for bookkeeping. (V). Accounting treatment of the entities under common and different control (1) Consolidation of entities under common control Assets and liabilities obtained by the merging party are calculated at their book value with the merged parties at the merger day in addition to the adjustment made given the difference in accounting policies. The differences between the book value of net assets and the book value of consideration price (or the total of face value of share issued) are adjusted to the capital reserve (share capital premium). If the share capital premium is not enough to offset the difference, it will be adjusted to the retained gains. The direct expenses arising from the merger are included in profits and losses in the current period. (2) Consolidation of entities under different control For merger of entities under different control, the merger cost is the fair value of the asset paid, liability undertaken, and equity securities issued for exchanging of control power over the entities at the day of acquisition. On the acquisition day, the assets and liabilities (if any) acquired by the Company from the acquired party are recognized on the fair value. Agency expenses and other administrative expenses such as auditing, legal consulting, or appraisal services occurred relating to the merger of entities are accounted into current income account when occurred. The transaction fees of equity certificates or liability certificates issued by the purchaser for payment for the acquisition are accounted at the initial amount of the certificates. If the merger costs exceed the fair value of the recognizable net assets of the acquired party in the merger, it is recognized as goodwill and measured based the costs after the accumulative impairment provision is deducted; if the fair value exceeds the costs, it is included in the income statement for the period after being re-examined. -8- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (VI). Preparation of Consolidated Financial Statements (1) Consolidation scope The consolidation scope for the consolidated financial statements includes the Company and all subsidiaries. (2) Preparation of Consolidated Financial Statements The consolidated financial statements are prepared by the Company based on financial statements of the Company and subsidiaries and according to other related information and adjusted as long-term equity investment of subsidiaries through the equity method. During preparation of consolidated financial statements, the accounting policies and period of the Company and subsidiaries must be the same. Major transactions and balances between companies are offset. The part of the shareholders’ equity in subsidiaries not owned the Company are separately listed under the shareholders’ equity as minority shareholders’ equity in the consolidated balance sheet.The part of the subsidiaries’ net profits and losses for the current period that belongs to minority shareholders is listed as minority shareholders’ profits and losses under net profit in the consolidated income statement. If the losses of subsidiaries shared by the minority shareholders exceed the part of the owners’ equity of the subsidiaries at the beginning of the period, the excessive part will offset the minority shareholders’ equity. (VII) Recognition of cash and cash equivalents Cash refers to cash on hand and deposits that can be used at any time for payment. Cash equivalent refers to the investments with short term, strong liquidity and small risk of value fluctuation that are held by the Company and easily converted into cash with known amount. (VIII) Foreign currencies Trades of the Company made in foreign currencies are translated into RMB basing on the spot exchange rate on the date when the trade is conducted. At the balance sheet date, foreign currency items are translated on the spot exchange rate of the balance sheet date. The exchange differences caused by the difference in exchange rates on the balance sheet date and initial recognizing date or previous balance sheet date are included in the current profits and losses. Non-monetary items accounted in foreign currency and on historical costs are exchanged with the spot exchange rate on the transaction date. Non-monetary items accounted in foreign currency and on fair value are exchanged with the spot exchange rate on the determination date of the fair value. The exchange difference between the accounting standard-currency amount and the original accounting standard- currency amount are included in the current profits and losses. (IX) Financial instrument Financial instrument refers to a company’s financial assets and contracts that form other units of financial liabilities or equity instruments. 1. Recognition and derecognition of financial instrument -9- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) The Company recognizes a financial asset or liability when it becomes one party in the financial instrument contract. Financial asset is derecognized when: (1) The contractual right to receive the cash flows of the financial assets is terminated; (2) The financial asset is transferred and meets the following derecognition condition. When partial or all of the current responsibilities attached to such financial liabilities, the partial or all of the financial liabilities are derecognized. Financial asset transactions in regular ways are recognized and de-recognized on the transaction date. (2) Classification and measurement of financial assets The Company's financial assets mainly include receivables, which refer to non-derivative financial assets without quotations but with fixed recoverable amount or can be confirmed, including receivable accounts and other receivables (Note 2. 10).Receivables adopt the effective interest method and are further measured by amortized cost. Gain/loss generated at final recognition, impairment or amortization is accounted into the current gain/loss account. (3) Classification and measurement of financial liabilities The Company’s financial liabilities are mainly other financial liabilities Other financial liabilities adopt the effective interest method and are further measured by amortized cost. Gain/loss generated at final recognition or amortization is accounted into the current gain/loss account. (4) Transfer of financial assets The transfer of financial assets refers to transferring or delivering the financial assets to another party (receiver) other than the issuing party of the financial assets. Recognition of the financial asset is terminated as soon as all of the risks and rewards attached to the financial asset have been transferred to the receiver. Whereas if all of the risks and rewards attached to the financial assets are reserved, recognition of the financial asset shall not be terminated. When the Company neither transfers nor reserve almost all risks and rewards attached to the financial assets, it will be handled as: When the controlling power over the financial asset is given up, the financial assets will be derecognized and the generated assets and liabilities will be recognized; when the controlling power is not given up, financial asset and related liability shall be recognized according to the extend the Company is involving in the financial asset. (X) Receivables Receivables include receivable accounts, other receivables and prepayment. (1) Receivables with major individual amount and bad debt provision provided individually -10- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) The Company divides receivable accounts into project receivables and product receivables. Project receivables are those recognized at percentage according to the construction contract, product receivables are those formed in other ways. For the current year, the Company recognizes project receivables over RMB8 million (inclusive) as “individual receivable with large amount” while recognizes product receivables over RMB2 million (included) as “individual receivable with large amount” and other receivables over RMB1 million (included) as “individual receivable with large amount”. The Company performs impairment examination individually on each large amount receivables, and recognizes impairment and provides bad debt provision when the impairment is recognized based on objective evidence. Those not impaired are accounted along with the minor amount receivables and recognized in risk groups. (2) Receivables with minor individual amount and bad debt provision provided individually Reasons for separate bad debt Long account age or deterioration of customer creditability provision According to the difference between the present value of Method of bad debt provision future cash flow and the book value (3) Recognition and providing of bad debt provisions on groups Receivables (including receivables with major and minor individual amount) tested as not impaired and receivables with minor individual amount not tested are provided according to the following group of credit risk features: Group type Grouping basis Providing method Account age Account age Aging method Receivable accounts Consolidation scope Separate test method consolidated The providing rate is as follows for the group that adopts the aging method: Providing rate for Providing rate for other Age receivable account % receivables % Less than 1 year 3.00 3.00 1-2 years 10.00 10.00 2-3 years 30.00 30.00 Over 3 years 50.00 50.00 (XI) Inventories (1) Classification of inventories The Company’s inventories include purchased materials, raw materials, low-value consumables, OEM materials, products in process, semi-finished goods, finished goods, inventory, development products, and construction in process. -11- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (2) Pricing of inventory Inventories are measured at cost when procured. Raw materials, products in process and commodity stocks in transit are measured by the weighted average method. Construction contracts are measured by the effective cost, including direct and indirect expenses generated before the contracts are fulfilled. Costs generated and recognized accumulatively by construction in process and settled payment are listed in the balance sheet as offset net amounts.The excessive part of the sum of the generated costs and recognized gross profit (loss) over the settled payment is listed inventories; the excessive part of the settled payment over the sum of the generated costs and recognized gross profit (loss) is listed as the prepayment received. Travel and bidding expenses generated by execution of contracts, if they can be separated and reliably measured and it is likely to enter into contracts, are accounted as the contract cost when the contracts are entered into; or into the current gain/loss account if the conditions are not met. The actual costs of development products include land transfer payment, infrastructure and facility costs, installation engineering costs, borrows before completion of the development and other costs during the development process. The actual costs of the development product is priced using the separate pricing method. (3) Recognition of inventory realizable value and providing of impairment provision On the balance sheet date, inventories are accounted depending on which is lower between the cost and the net realizable value. If the cost is higher than the net realizable value, the impairment provision will be made. At overall verification of inventories at the end of year, when the net realizable value is lower than the cost, provisions for impairment of inventories shall be drawn. Provisions for impairment of inventories shall be accounted according to the difference between the cost of individual inventory items and the net realizable value. The Company generally made inventory impairment provision individually or by categories. Including: for inventories such as finished products or materials which will be directly sold, in the normal operation, the realizable net value will be the balance of estimated selling price less sales expenses and relative taxations; For those inventories need further processing, in the normal operation, the realizable net value will be the balance of estimated sales price less costs to make it finished, less estimated sales expenses, and less relative taxation. At the balance sheet day, inventories with contract prices will be determined for realizable value separately from those without contract prices. Inventories with similar purpose or final use, produced and to be sold in the same district and cannot be separated for valuation will be provided together; inventory of a large quantity and with low prices are provided by categories. On the balance sheet day, if the influence of the inventory value write-down has disappeared, the impairment provision will be reversed within the provided amount. (4) Inventory system The Company uses perpetual inventory system. (5) Amortizing of low-value consumables and packaging materials -12- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Low-value consumables are amortized on on-off amortization basis at using. 12. Long-term share equity investment Long-term share equity investment of the Company includes investment in subsidiaries and joint ventures. (1) Recognition of initial investment costs Long-term share equity investment is measured at the investment cost when it is obtained. The investment cost is generally is assets, liabilities occurred or borne to obtained the investment, including direct related costs. The investment cost of long-term share equity investment formed by entities under common control is the share of the book value of the owner's equity of the merged party on the date of the merger. 2. Subsequent measurement and recognition of gain/loss The Company uses the cost method to measure long-term share equity investment in which the Company can control the invested entity; and uses the equity method to measure long- term share equity investment in which the Company has substantial influence on the invested entity. For the long-term equity investment measured on the cost basis, except for the announced cash dividend or profit included in the practical cost or price when the investment was made, the cash dividends or profit distributed by the invested entity are recognized as investment gains in the current gain/loss account. (3) Basis for recognition of major influence on invested entities Major influence refers to the power to participate in decision-making of financial and operation policies of a company, but cannot control or jointly control the making of the policies. If the Company directly or through subsidiaries holds more than 20% (inclusive) but less than 50% of the shares with voting rights of the invested entity, unless there is clear evidence proving that the Company cannot participate the decision-making of production and operation of the invested entity, the Company has major influence on the invested entity. (4) Impairment examination and providing of impairment provision See Note II 25 for the assets impairment provision method for investment in subsidiaries and joint ventures. (XIII) Investment real estate Investment real estate is held for rent or capital appreciation, or both. Investment real estate of the Company are buildings leased. For investment real estate with an active real estate transaction market and the Company can obtain market price and other information of same or similar real estate to reasonably estimate the investment real estate’ fair value, the Company will use the fair value mode to measure the investment real estate subsequently. Variations in fair value are accounted into the current gain/loss account. -13- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) The fair value of investment real estate is determined with reference to the current market prices of same or similar real estate in active markets; when no such price is available, with reference to the recent transaction prices and consideration of factors including transaction background, date and district to reasonably estimate the fair value; or based on the estimated lease gains and present value of related cash flows. For an investment real estate whose fair value is proven unable to be obtained continuously and reliably by objective evidence, the real estate will be measured at cost basis until it is disposed and no residual value remains as assumed. The difference of the proceeds from sales, transfer, retirement or destruction of investment real estate with book value and related taxes deducted is accounted into the current gain/loss account. See Note II 25 for the assets impairment provision method for the investment real estate that are subsequently measured using the cost model. 14. Fixed assets (1) Conditions for fixed asset recognition Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing services, lease or for operation & management, and have more than one accounting year of service life. The fixed assets can only be recognized hen economic interests related to the fixed assets are very likely to flow into the company and the costs of the fixed assets can be reliably measured. The Company measures fixed assets at the actual costs when the fixed assets are obtained (2) Depreciation of fixed assets The Company adopts the straight age average basis to make depreciation provision. The Company will start to make the depreciation provision when the fixed assets reach the preset serviceable condition and stop to make the depreciation provision when it is derecognized or categorized as non-current assets held for sales. Without considering depreciation provision, the Company determines annual depreciation rates for various fixed assets according to types, predicted service life and residual value: Annual Service year Residual rate Type depreciation rate (year) % % Houses & buildings 35-45 10 2-2.57 Mechanical equipment 10 10 9 Transportation facilities 5 10 18 Electronics and other 5 10 18 devices -14- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) For fixed assets for which depreciation provision is made, the depreciation rate will be determined after the accumulative depreciation provision amount is deducted. (3) See Note II 25 for the depreciation testing and provision method for fixed assets. (4) At end of each fiscal year, verification will be made on the useful life, predicted retained value, and depreciation basis. The useful life will be adjusted if the useful life is different from the predicted one; the net residual value will be adjust if the net residual value is different from the predicted one. (5) Overhaul cost Overhaul cost generated by regular examination on fixed assets is recognized as fixed assets costs when there is evidence proving that it meets fix assets recognition conditions. If not, it will be accounted into the current gain/loss account. Depreciation provision will be made for fixed assets between two regular overhauls. 15. Construction in process The Company recognizes the cost of construction in process according to the actual construction expense, including necessary engineering expenses, borrowing costs to be capitalized before the engineering reaches the preset service condition and other related costs. Construction in process will be transferred to fixed assets when it reaches the preset service condition. See Note II 25 for the provision method for construction in process. (XVI) Borrowing expenses (1) Recognition principles for capitalization of borrowing expenses Borrowing expenses occurred to the Company that can be accounted as purchasing of asset satisfying the conditions of capitalizing, are capitalized and accounted as cost of related asset.Borrowing expenses start to be capitalized when all of the followings are satisfied: (1) Asset expense has already occurred. Asset expenses include cash payment, non-cash asset transferring, or undertaking of debt with interest done for purchasing assets; (2) The borrowing expense has already occurred; (3) Purchasing activity, which is necessary for the asset to reach the useful status, has already started. (2) During borrowing expense capitalization When the asset satisfying the capitalizing conditions has reached its usable status, capitalizing of borrowing expenses shall be terminated. Borrowing expenses incurred after assets that meet capitalization conditions reach the service conditions are accounted into the current gain/loss account according to the actual amounts. -15- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) If the construction assets satisfying the capitalizing conditions is suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended. During the normal suspension period, borrowing expenses will be capitalized continuously. 17. Intangible assets The Company’s intangible assets include land using rights, patent, industry property, special technologies, and software. Intangible assets are initially measured at costs and the useful life will be determined when obtained. Where the useful life is limited, the intangible assets will be amortized within the predicted useful life by using the amortization method that can reflect predicted realization way of the economic benefit of the assets; whether the realization way cannot be reliably confirmed, use the straight-line method. If the useful life is uncertain, the intangible assets are not amortized. Intangible assets with limited useful life are amortized as followings: Basis of Type Useful life Notes amortization Land using right Beneficial age Average age Patent 10 years Average age Proprietary technology 10 years Average age Internal R&D Software 5, 10 years Average age 10 years or Other intangible assets Average age beneficial age At the end of each year, the Company will reexamine the useful life and amortization basis of intangible assets with limited useful life. If they change, adjust the prediction and handle it according to accounting estimate changes. On the balance sheet day, if the intangible assets become unlikely to bring future economic benefits for the Company, transfer all the intangible assets’ book value into the current gain/loss account. See Note II 25 for the impairment provision method for intangible assets. (XVIII) R&D expenses The Company divides internal R&D project expenses into research and development expenses. The research expenses are accounted the current gain/loss account. Development expenses can only be capitalized when the following conditions are satisfied: the technology is feasible for use or sales; there is the intention to use or sell the intangible assets; it can be proven that the product generated by the intangible assets is demanded or the intangible assets in demanded; if the intangible is used internally, it can be proven that it is useful; with necessary technical and financial resources and other resources to complete the -16- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) development of the intangible assets and the intangible assets can be used or sold; the development expense can be reliably measured. If not, the development expense is accounted into the current gain/loss account. If a research project meets the above-mentioned conditions and passes the technical and economic feasibility study, the project will enter the development stage. Expenses in the development stage capitalized are listed as development expense on the balance sheet and transferred to intangible assets when the project reaches the useful condition. 19. Long-term amortizable expenses The Company’s long-term amortizable expenses are measured at the actual costs and amortized averagely based on the beneficial term. For long-term amortizable expenses that are not beneficial in the subsequent account periods, the residual value is fully accounted into the current gain/loss account. (XX) Anticipated liabilities When responsibilities occurred in connection to contingent issues, and all of the following conditions are satisfied, they are recognized as expectable liability in the balance sheet: (1) This responsibility is a current responsibility undertaken by the Company; (2) Execution of this responsibility may cause financial benefit outflow from the Company; (3) Amount of the liability can be reliably measured. Expected liabilities are initially measured at the best estimation on the expenses to exercise the current responsibility, and with considerations to the relative risks, uncertainty, and periodic value of currency. When the periodic value of currency is with major influence, then the best estimation will be determined at the discount of future cash outflow.The book value of expected liability is revised at balance sheet day, and adjustment will be made to reflect current best estimation. (XXI) Revenue (1) General principles 1. Sales of goods When all of the following conditions are satisfied, the sales of goods are recognized as sales income according to the contract amount received or receivable from the buyer: (1) Main risks and rewards attached to the ownership of the goods have been transferred to the buyer; (2) No succeeding power of administration or effective control is reserved which are usually attached to ownership; (3) Amount received can be reliably measured; (4) Related financial -17- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) benefit may inflow to the Company; (5) Relative costs, occurred or will occur, can be reliably measured. 2. Providing of labor service If they are not in the same year, then use the estimation on percentage basis when it is possible. The completion percentage is the costs occurred on the total cost. The reliable estimation of the result of providing of labor service must meet the following conditions: A. the revenue can be reliably measured; B. the economic benefit is very likely to flow into the company; C. the completion can be determined reliably; D. costs incurred or will be incurred can be reliably measured. If the result cannot be reliably estimated, use the service cost amount of the compensation obtained or will be obtained to recognize the revenue of the providing of labor service and recognize the incurred labor service cost as the current expense. If no compensation can be obtained for incurred labor service cost, no revenue can be recognized. 3. Demising of asset using rights The revenue is recognized when the financial benefit in connection with the demising of asset using right was received and the amount can be reliably measured. 4. Construction contracts On the balance sheet day, the Company recognizes the contract income and costs using the completion percentage method if the result of the construction contract can be reliably estimated. If not, such contracts are treated differently. If the contract cost can be recovered, the revenue is recognized according to the actual contract costs that can be recovered and the contract cost is recognized as the current expense; if not, the contract cost is recognized as the current expense and no revenue is recognized. If the estimated total costs exceed the total revenue, the Company recognizes the estimated loss as the current expense. The competition percentage is determined by the share of the costs incurred in the total cost. The reliable estimation of the result of a construction contract must meet the following conditions: A. the revenue can be reliably measured; B. the economic benefit is very likely to flow into the company; C. the completion cost can be clearly distinguished and determined reliably; D. the completion and costs that will be incurred for completion of the contract can be reliably recognized. (2) Specific revenue recognition method Metro screen door projects of the Company and Shenzhen Fangda Automatic System, and curtain wall project of Fangda Decoration are individual construction contracts. They are accounted by the following means: -18- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Construction contracts completed within a fiscal year are recognized for their income and cost upon completion. Income and expenses of the construction contracts carried over-year are recognized on percentage basis at balance sheet day when all of the following conditions are satisfied: contract income can be reliably measured, relative financial benefit can inflow to the Company; progress of the project and costs to complete the contract can be reliably recognized; cost occurred to complete the contract can be clearly distinguished and reliably measured, which enables comparing of actual cost with predicted cost. Contract costs are direct and indirect expenses occurred since the date when the contract is engaged till the completion day. The competition percentage is determined by the share of the costs incurred in the total cost. Construction contracts completed in current term are recognized for income according to the actual total income of the contract less income recognized in previous terms; meanwhile, the total costs of the contract less costs recognized in previous terms are recognized as current contract costs. If the total contract cost is predicted to be greater than the predicted total income, the predicted loss shall be recognized as current cost instantly. Parts of the curtain wall project under Fangda Decoration are outsourced, and administrative fees are collected at the agreed rate. For these construction contracts, income will be recognized when ongoing payment for the project is received and corresponding costs are transferred. Revenue of products for domestic sales is recognized when the Company delivers the products and receives the sales payment or obtains the payment voucher; revenue for products for overseas sales is recognized at departure of the products. (XXII) Government subsidy Government subsidy is only recognized when the required conditions are met and the subsidy is received. When a government subsidy is monetary capital, it is measured at the received or receivable amount. When there is no clear evidence indicating compliance with related conditions for governmental support and it is estimated that the Company can receive a government subsidy, it will be measured at the receivable amount. Otherwise, it is measured at the amount actually received. Government subsidies related to assets are obtained by the Company to purchase, build or formulate in other manners long-term assets; or subsidies related to benefits. For subsidies that can formulate long-term assets without clear government regulations, the part of the subsidies corresponding to the asset value will be measured as assets-related government subsidies, while the rest of them will be measured as benefit-related government subsidies. Where it is difficult to distinguish them from each them, the whole subsidies will be measured as benefit-related government subsidies. Government subsidies in connection with capital are recognized as differed income, and amortized straight to its useful life, and accounted into current income account. Government subsidies in connection with gains, which are used to cover current expenses or losses, are -19- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) recognized as current gain/loss, if used to cover future expenses or losses, recognized as differed gains, and recorded to current income account to the period when the expenses are recognized. Government subsidy measured at the nominal amount is accounted into current income account. If a recognized government subsidy needs to be returned, if there are relative differed gains, the balance of differed gains will be set off, the exceeded part shall be recorded into current income account; if there is no relative differed gain, record to current income account directly. (XXIII) Differed income tax assets and differed income tax liabilities Income tax includes current and deferred income taxExcept for the adjustment goodwill generated by mergers or deferred income tax related to transactions or events directly accounted into the owners’ equity, income tax is accounted as income tax expense into the current gain/loss account. The Company uses the temporary difference between the book value of the assets and liabilities on the balance sheet day and the tax base and the liabilities method to recognize the deferred income tax. The taxable temporary difference recognizes the related deferred income tax liabilities, unless the taxable temporary difference is created by the following transactions: (1) Initial recognition of goodwill, or of assets or liabilities generated in transactions with the following features: the transaction is not a merger and the transaction does not affect the accounting profit or taxable proceeds; (2) For taxable temporary difference related to investment in subsidiaries and affiliates, the reversal timing for the temporary difference can be controlled and the difference is unlikely to be reversed in the foreseeable future. For deductable temporary difference, deductible loss and tax deduction that can be accounted in subsequent years, the Company recognizes the incurred deferred income tax assets to the extent to the future income tax proceeds that is very likely to be received for deducting deductable temporary difference, deductable loss and tax deduction, unless the deductable temporary difference is generated in following transactions: (1) the transaction is not a merger and the transaction does not affect the accounting profit or taxable proceeds; (2) for the taxable temporary difference related to investment in subsidiaries and affiliates, the corresponding deferred income tax assets are recognized when the following condition is met: the temporary difference is very likely to be reversed in the foreseeable future and it is very likely to receive the taxable proceeds that can be used to deduct the deductable temporary difference. On the balance sheet day, the Company measures the deferred income tax assets and liabilities with the tax rate applicable during the predicted period during which the assets are recovered or the liabilities are paid off and reflects the income tax influence of the assets recovery and liabilities repayment way on the balance sheet day. -20- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) On the balance sheet day, the Company re-examines the book value of the deferred income tax assets. If it is unlikely to have adequate taxable proceeds to reduce the benefits of the deferred income tax assets, less the deferred income tax assets’ book value. When there is adequate taxable proceeds, the lessened amount will be reversed. (XXIV) Operational leasing and financial leasing The Company transfers all the risks and rewards attached to the asset at substantially transferred to the lessee, it is recognized as financial leasing, and the others are operational leasing. (1) The Company is the leasor In financial leasing, the book value of financial rental is the sum of lowest amount of the rent and the initial expenses since the date when the lease is started. The difference between the sum of lowest rental, initial direct expense and unsecured balance and the current value is recognized as the unrealized financial income. Unrealized financial income is recognized as financial income at actual interest basis to the periods of the leasing period. Rentals from operational leasing are recognized as current gains on straight basis to the periods of leasing. Initial direct expenses are recorded to current income account. (2) The Company as leasee The Company measures the leased assets as the lower of the fair value and the present value of minimum lease payment of the leased assets on the starting date of the lease and records the minimum lease payment as long-term payable and the difference between the two as unrecognized financing expense. The initial direct expense is accounted into asset value. Unrecognized financial cost is recognized as financial cost at actual interest basis to the periods of the leasing period. The Company adopts the depreciation policy same as the self- owned fixed assets to made provision for depreciation of leased assets. Rentals in operational leasing are recorded to relative capital cost or current income account on straight basis to the periods of leasing. Initial direct expenses are recorded to current income account. (XXV) Assets impairment The Company uses the cost mode to continue measuring the assets impairment to investment real estate, fixed assets construction in progress, intangible assets and goodwill (except for the inventories, investment real estate measured by the fair value mode, deferred income tax assets and financial assets). The method is determined as follows: The Company judges whether there is a sign of impairment to assets on the balance sheet day. If such sign exists, the Company estimates the recoverable amount and conducts the impairment test. Impairment test is conducted annually for goodwill generated by mergers and intangible assets that have not reached the useful condition no matter whether the impairment sign exists. The recoverable amount is determined by the higher of the net of fair value minus disposal expense and the present value of the predicted future cash flow. The Company estimates the recoverable amount on the individual asset item basis; whether it is hard to estimate the -21- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) recoverable amount on the individual asset item basis, determine the recoverable amount based on the asset group that the assets belong to. The assets group is determined by whether the main cash flow generated by the group is independent from those generated by other assets or assets groups. When the recoverable amount of the assets or assets group is lower than its book value, the Company writes down the book value to the recoverable amount, the write-down amount is accounted into the current income account and the assets impairment provision is made. For goodwill impairment test, the book value of goodwill generated by mergers is amortized through reasonable measures since the purchase day to related asset groups; those cannot be amortized to related assets groups are amortized to related combination of asset groups. The related asset groups or combination of asset groups refer to those that can benefit from the synergistic effect of mergers and must not exceed to the reporting range determined by the Company. When the impairment test is conducted, if there is sign of impairment to the asset group or combination of asset groups related to goodwill, first perform impair test for asset group or combination of asset groups without goodwill and calculate the recoverable amount and recognize the related impairment loss. Then conduct impairment test on those with goodwill, compare the book value with recoverable amount. If the recoverable amount is lower than the book value, recognize the impairment loss of the goodwill. Once recognized, the asset impairment loss cannot be written back in subsequent accounting period. (XXVI) Staff remuneration During the account period during which the staff work for the Company, the Company recognizes the payable remuneration as liabilities. The Company participates in the social security system established by the government as required, including basic retirement pension, medical insurance, housing reserve and other social security programs. Related expenses are accounted into related capital costs or current income account when the expenses occur. The Company may terminate the employment prior to the expiration of the employment contract or propose compensation to persuade employees to accept a job-cut plan. If the Company cannot unilateral withdraw the employment termination plan or immediately implement to job-cut compensation plan, the estimated liabilities generated by the compensation made for termination of employment is accounted into the current income account. (XXVII) Significant accounting judgment and estimate The Company continuously reviews significant accounting judgment and estimate adopted for the reasonable forecast of future events based on its historical experience and other factors. -22- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Significant accounting judgment and assumptions that may lead to major adjustment of the book value of assets and liabilities in the next accounting year are listed as follows: (1) Goodwill impairment The Company judges whether there is impairment to goodwill at least annually. This required valuation of the use value of the asset groups with goodwill. While estimating the use value, the Company needs to estimate the cash flow from the asset group in the future and choose the proper discount rate to calculate the present value of the future cash flow. (2) Result of construction contract The recognition of revenue of the Company's construction contract needs to reasonably estimate the contract cost and gross margin rate. This requires a log of judgment by the management to forest the future costs of the contract. (3) Estimate of fair value The Company uses fair value to measure investment real estate and needs to estimate the fair value of investment real estate at least quarterly. This requires the management to reasonably estimate the fair value of the investment real estate with the help of valuation experts. (4) Deferred income tax assets If there is adequate taxable profit to deduct the loss, the deferred income tax assets should be recognized by all the unused tax loss. This requires the management to make a lot of judgment to forecast the time and amount of future taxable profit and determine the amount of the deferred tax assets based on the taxation strategy. (XXVIII) Major changes in accounting policies and estimates (1) Changes in accounting policies Changes in major accounting policies in the report period: no (2) Changes in accounting estimates Changes in major accounting estimates in the report period: no (XXIX) Correction of previous accounting faults (1) Retrospective restatement method Faults in adoption of the retrospective restatement method in the report period: No (2) Prospective application method Faults in adoption of the prospective application method in the report period: No III. Taxation 1. Major taxes and tax rates Tax Tax basis Tax rate % -23- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) VAT Taxable income 6, 13, 17 Business tax Taxable income 3, 5 City maintenance and Taxable turnover 1, 5, 7 construction tax See the Enterprise income tax Taxable income following table Enterprise income tax rates Company Tax rate Notes The Company 25% Shenzhen Fangda Decoration Engineering Co., Ltd. (hereinafter 15% See III 2 (1) Fangda Decoration) Shenzhen Fangda Automatic System Co., Ltd. (hereinafter 15% See III 2 (2) Fangda Automatic) Shenzhen Fangda Yide New Material Co., Ltd. (hereinafter 25% Fangda Yide) Shenzhen Woke Semi-conductor Lighting Co., Ltd. (hereinafter 25% Shenzhen Woke) Fangda New Material (Jiangxi) Co., Ltd. (hereinafter Fangda 15% See III 2 (3) New Material) Jiangxi Fangda New Type Aluminum Co., Ltd. (hereinafter 25% Fangda Aluminum) Shenyang Fangda Semi-conductor Lighting Co., Ltd. 25% (hereinafter Shenyang Fangda) Dongguan Fangda New Material Co., Ltd. (hereinafter 25% Dongguan New Material) Shenzhen Kexunda Software Co., Ltd. (hereinafter Kexunda) 25% See III 2 (4) Chengdu Fangda New Material Co., Ltd. (hereinafter Chengdu 25% Fangda) Fangda Decoration Engineering (Shenyang) Co., Ltd. 25% (hereinafter Shenyang Decoration) Shenzhen Fangda Property Development Co., Ltd. (hereinafter 25% Fangda Property Development) 2. Tax preference and approval (1) According to the Certification of High-tech Enterprise issued by Shenzhen Commission of Technological Innovation, Shenzhen Commission of Finance, Shenzhen National Tax Bureau, and Shenzhen Local Tax Bureau on September 12, 2012, Fangda Decoration was entitled to enjoy a tax preference of enterprise income tax of 15% for three years (2012-2014) since the qualifications were awarded. (2) According to the Certification of High-tech Enterprise issued by Shenzhen Commission of Technological Innovation, Shenzhen Commission of Finance, Shenzhen National Tax Bureau, and Shenzhen Local Tax Bureau on September 12, 2012, Fangda Decoration was entitled to enjoy a tax preference of enterprise income tax of 15% for three years (2012-2014) since the qualifications were awarded. -24- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (3) According to the Certification of High-tech Enterprise issued by Jiangxi Ministry of Science and Technology, Jiangxi Ministry of Finance, Jiangxi National Tax Bureau, and Jiangxi Local Tax Bureau on November 7, 2012, Fangda New Material was entitled to enjoy a tax preference of enterprise income tax of 15% for three years (2012-2014) since the qualifications were awarded. (4) On December 25, 2013, Kexunda was certified by Shenzhen Nanshan National Tax Bureau as a software and integrated circuit designer according to the Shenzhen National Tax Reduction Registries [2013] No.739 and will enjoy exemption from the enterprise income tax for two years and 50% reduction of the same tax for another three years from the year that the company starts making a net profit. Kexunda started making profits in 2013 and therefore starts to enjoy the exemption. IV Merger of enterprises and consolidated financial statements 1. Profiles of the subsidiaries (1) Subsidiaries founded or acquired from investment (including companies controlled by subsidiaries) Type of Legal Registered subsidiar Ownership Registere Company representativ Business capital (in y type d address e RMB10,000) Designing, Fully- manufacturing Fangda owned Ltd. liability Shenzhen Xiong Jianwei , and 31,000.00 Decoration subsidiary installation of curtain walls Installation Fully- and Fangda owned Ltd. liability Shenzhen Lin Kebin processing of 10,500.00 Automatic subsidiary metro screen door Production and Fully- Fangda Sino-foreign distribution of owned Shenzhen Yang Xioazhuan USD320.00 Yide joint venture new-type subsidiary composite materials Production joint venture and sales of by the new-type Fangda Fully- Company and materialism USD1,200.0 New owned companies in Nanchang Yang Xioazhuan composite 0 Material subsidiary Taiwan, Hong materials and Kong or production of Macao curtain walls Design, Ltd. liability production, (joint venture sales and Fangda Fully- by the installation of Aluminiu owned Company and Nanchang Yang Xioazhuan 2,000.00 curtain wall m subsidiary domestic and aluminium overseas materials, companies) doors, -25- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Type of Legal Registered subsidiar Ownership Registere Company representativ Business capital (in y type d address e RMB10,000) windows and sectional materials Fully- BODY HK Junjia owned CORPORAT Hong Kong Investment HKD1.00 subsidiary E Manufacturing of semiconductor lighting material and chips; lighting source encapsulation; Shenyang Controlled Ltd. liability Shenyang Wang Shengguo developing, 20,000.00 Fangda subsidiaries designing, manufacturing , engineering, installation and trading of semiconductor lighting system Developing of hardware and Ltd. liability Fully- software, (Sole Kexunda owned Shenzhen Lin Kebin system 100.00 investment by subsidiary integration, legal person) technical consulting Development and operating of real estate on land of Ltd. liability Fully- which land Fangda (Sole owned Shenzhen Lin Kebin use right is 5,000.00 Property investment by subsidiary legally legal person) obtained by the Company; property management Continued: Scope of Voting Consolidate Organization code Shareholding % Company business rights % statement Designing, Fangda manufacturing, 19244418-2 100.00 100.00 Yes Decoration and installation of curtain walls Designing, Fangda technical 75425429-3 100.00 100.00 Yes Automatic developing, installation, and -26- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Scope of Voting Consolidate Organization code Shareholding % Company business rights % statement sales of PSD system; import & export; installation and processing of PSD. R&D, design and production Fangda 61929454-0 of new-type -{}-100.00 100.00 Yes Yide composite materials Production and sales of new- type materials, composite materials, production of curtain walls, Fangda New windows, metal 74852611-7 100.00 100.00 Yes Material structures and components, metal products and environmental protection materials and products Design, production, sales and installation of curtain wall Fangda 15830664-0 aluminium 100.00 100.00 Yes Aluminium materials, doors, windows and sectional materials HK Junjia 30075542-000-04-12-3 Investment 100.00 100.00 Yes Manufacturing of semiconductor lighting material and chips; lighting source encapsulation; Shenyang 66254891-3 developing, 64.58 64.58 Yes Fangda designing, manufacturing, engineering, installation and trading of semiconductor lighting system Computer software and Kexunda 58409491-9 100.00 100.00 Yes hardware development and -27- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Scope of Voting Consolidate Organization code Shareholding % Company business rights % statement sales, computer software development, system integration and technical consulting Development and operating of real estate on land of which Fangda 05895223-1 land use right is 100.00 100.00 Yes Property legally obtained by the Company; property management Continued: Actual capital Amount for Balance of contribution at deducting other items Minor the end of the minority Company composing net shareholders’ period (in gain/loss in investment in equity RMB10,000) the minority subsidiaries interests Fangda Decoration 31,000.00 Fangda Automatic 18,377.73 Fangda Yide USD320.00 Fangda New Material USD1,200.00 Fangda Aluminium 2,000.00 HK Junjia HKD1.00 Shenyang Fangda 10,885.21 55,432,446.89 -4,276,084.22 Kexunda 100.00 Fangda Property 5,000.00 Notes: ① Companies founded or acquired by Fangda Decoration Type of Ownership Registered Legal Subsidiary subsidiary Business type address representative Installation and sales Dongguan Fully-owned Ltd. liability Dongguan Xiong Jianwei of building curtain New Material subsidiary walls Trusted processing of Chengdu Fully-owned Ltd. liability Chengdu Xiong Jianwei building curtain wall Fangda subsidiary materials -28- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Ltd. liability Designing, Shenyang Fully-owned (Sole manufacturing, and Shenyang Wei Yuexing Decoration subsidiary investment by installation of curtain legal person) walls Continued: Registere Proportio Consolidat d capital Organizatio Business Shareholding Subsidiar n of e (in n code scope % y votes % statements RMB10,000 ) Developing, designing and sales of new construction material; developing, designing, installation and trading of Dongguan curtain walls, New 27,280.00 56457096-5 100.00 100.00 Yes PSD systems, Material LED products, metal roof products, and solar-energy products and photo-thermal application products Trusted processing of Chengdu 2,000.00 59024979-6 building 100.00 100.00 Yes Fangda curtain wall materials Designing, manufacturin Shenyang 500.00 05076791-2 g, and 100.00 100.00 Yes Decoration installation of curtain walls Continued: Actual capital Balance of other Amount for contribution at Minor items composing deducting minority Subsidiary the end of the shareholders’ net investment gain/loss in the period (in equity in subsidiaries minority interests RMB10,000) Dongguan New 27,280.00 Material Chengdu 2,000.00 Fangda Shenyang 500.00 Decoration ② Subsidiaries controlled by Shenyang Fangda through merger of companies under the common control -29- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Type of Ownership Registered Legal Subsidiary subsidiary Business type address representative Installation of LED Controlled Shenzhen Woke Ltd. liability Shenzhen Wang Shengguo color curtain wall, subsidiaries city and road lamps Continued: Registere Proportio Consolidat d capital Organizatio Business Shareholding Subsidiar n of e (in n code scope % y votes % statements RMB10,000 ) Developmen t, design and production of LED products and Shenzhen after-sales 1,000.00 72855858-4 64.58 64.58 Yes Woke service; installation of LED color curtain wall, city and road lamps Continued: Amount for Actual capital Balance of other deducting contribution at Minor items composing minority Subsidiary the end of the shareholders’ net investment gain/loss in the period (in equity in subsidiaries minority RMB10,000) interests Shenzhen 1,899.13 See note See note Woke Note: Shenzhen Woke was a subsidiary directly controlled by Fangda Guoke. After Fangda Guoke was merged by Shenyang Fangda, the shares held were acquired by Shenyang Fangda. The company is currently handling the share transfer formalities. Before and after the merger, Shenzhen Woke is controlled by Shenyang Fangda. The minority interests of Shenyang Fangda includes the minority interests of Shenzhen Woke. 2. Operational entities of control powers generated by special purpose entities or trust operation or lease 2. Operational entities of control powers generated by special purpose entities or trust operation or lease 3. New entities added to the consolidation and removed from the consolidation during the report period The scope of merger is not changed in the period. V Notes to the consolidated financial statements -30- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 1. Monetary capital Item Closing amount Opening amount Foreign Exchange Foreign Exchange RMB RMB exchange rate exchange rate Cash: -- -- 33,975.32 -- -- 10,565.48 RMB -- -- 29,296.71 -- -- 9,340.48 HK Dollar 5,950.69 0.78623 4,678.61 1,510.76 0.81085 1,225.00 Bank -- -- 297,145,634.33 -- -- 252,155,936.57 deposits: RMB -- -- 296,625,709.31 -- -- 252,087,857.82 USD 10,734.32 6.0969 65,446.08 10,831.08 6.2855 68,078.75 SGD 94,989.85 4.7845 454,478.94 Other monetary -- -- 36,697,312.32 -- -- 26,117,466.56 capital: RMB -- -- 36,697,312.32 -- -- 26,116,643.85 USD -- -- 130.89 6.2855 822.71 Total 333,876,921.97 278,283,968.61 Notes: ① RMB12 million among the balance of bank deposit at end of year was frozen by the court for the lawsuit involved by Fangda Decoration. For details of the case please see Note VII-1. ② Balance of RMB36,697,312.32 under other monetary capital was mainly deposit for bank accepted notes and letter of guarantee, including deposit of RMB36,639,666.59 for accepted notes and guarantee letter which are not regarded as cash equivalent at preparing of cash flow statement. II. Notes receivable Type Closing amount Opening amount B a n k a c 21,898,770.43 5,668,780.88 e p t a n c e Commercial acceptance 1,970,000.00 Total 21,898,770.43 7,638,780.88 -31- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Note: Notes endorsed but not due yet amount to RMB41,756,881.52, with the top 5 notes listed as follows: Date of Issuer Due date Amount Notes issue S h e n y a n g Z h o n g y i A v i a t 2013-12-2 2014-5-30 6,390,161.97 o n P l a n e E n g i n e e r i n g C -32- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) o . , L t d . S h e n y a n g X i n r u f e n 2013-7-8 2014-1-8 2,061,425.41 g T r a d e C o . , L t d . C h 2013-10- i 2014-4-30 1,000,000.00 30 n a -33- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) C o n s t r u c t i o n S e c o n d E n g i n e e r i n g B u r e a u L t d . , S h a n g -34- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) h a i B r a n c h S h e n y a n g Y u a n d a A l u 2013-10- m 2014-4-24 1,000,000.00 24 i n i u m I n d u s t r y E n g i n -35- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) e e r i n g C o . , L t d . S h e n y a n g Y u a n d a 2013-11- A 2014-4-28 1,000,000.00 29 l u m i n i u m I n d u s t r y -36- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) E n g i n e e r i n g C o . , L t d . 11,451,587.3 Total -- -- -- 8 (2) The closing number of receivable bank acceptance increased 186.68%, mainly attributable to increase of bank acceptance settlement by Fangda Automatic and Fangda Decoration. 3. Account receivable (1) Account receivable are disclosed by categories Closing amount Type Proportion Bad debt Proportion Amount Net % provision % Account receivable with major individual amount and bad debt provision provided individually Account receivable for which bad debt 1,059,935,942.75 98.00 161,204,960.82 15.21 898,730,981.93 provision is made by group Including: account receivable out of the 1,059,935,942.75 98.00 161,204,960.82 15.21 898,730,981.93 consolidation Subtotal 1,059,935,942.75 98.00 161,204,960.82 15.21 898,730,981.93 Account receivable with minor individual amount and bad debt 21,620,471.60 2.00 21,570,471.60 99.77 50,000.00 provision provided individually Total 1,081,556,414.35 100.00 182,775,432.42 16.90 898,780,981.93 -37- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Account receivable are disclosed by categories (Continued) Opening amount Type Proportion Bad debt Proportion Amount Net % provision % Account receivable with major individual amount 9,063,813.50 0.97 4,399,850.00 48.54 4,663,963.50 and bad debt provision provided individually Account receivable for which bad debt provision 902,557,074.71 96.68 132,330,232.91 14.66 770,226,841.80 is made by group Including: account receivable out of the 902,557,074.71 96.68 132,330,232.91 14.66 770,226,841.80 consolidation Subtotal 902,557,074.71 96.68 132,330,232.91 14.66 770,226,841.80 Account receivable with minor individual amount 21,956,506.84 2.35 21,956,506.84 100.00 and bad debt provision provided individually Total 933,577,395.05 100.00 158,686,589.75 17.00 774,890,805.30 Notes: ① In the group, the account receivable of which bad debt provision is made through the account aging method: Closing amount Opening amount Age Bad debt Bad debt Amount Proportion % Amount Proportion % provision provision Less than 549,013,214.34 51.80 16,472,504.90 457,699,537.55 50.71 13,730,986.12 1 year 1-2 209,253,623.01 19.74 20,925,362.29 239,346,914.90 26.52 23,934,691.50 years 2-3 135,137,295.40 12.75 40,541,188.60 40,453,779.30 4.48 12,136,133.80 years Over 3 166,531,810.00 15.71 83,265,905.03 165,056,842.96 18.29 82,528,421.49 years Total 1,059,935,942.75 100.00 161,204,960.82 902,557,074.71 100.00 132,330,232.91 ② Account receivable with minor individual amount and bad debt provision provided individually at the end of the period are listed as follows: Remaining Bad debt Provision rate Description Reason book value provision % Aged over 5 years, Trade 4,578,919.79 4,578,919.79 100.00 unlike to be receivable recovered Litigation-related, Trade 634,619.39 634,619.39 100.00 unlikely to be receivable recovered Curtain wall Aged over 5 years, 3,160,003.20 3,160,003.20 100.00 project unlike to be -38- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) payment recovered Curtain wall Litigation-related, project 430,629.58 430,629.58 100.00 unlikely to be payment recovered Total 8,804,171.96 8,804,171.96 100.00 Note: As of December 31, 2013, the account receivable, on which the Company has provided bad debt provisions, amount to RMB21,242,046.30. Account receivables with large bad debt provision ratios total RMB378,425.30. (2) There is no receivable account that has been fully provided of bad debt, or with a great providing percentage, and recovered or written back in the same year, or such account with major amount. (3) The account receivable written off this period amounts to RMB4,885,114.53, with details disclosed as follows: Related Entity Nature Amount Reason transaction Gulf international trading Loan 4,379,115.65 No FZE Unrecoverable Shanghai Bading Real Engineering Estate Development Co., 254,096.95 No payment Unrecoverable Ltd. Urumqi Xiancao Industry and Trade Ltd. (Xingjiang Loan 243,873.86 Unrecoverable No Cigarettes Factory) 4,877,086. Total 46 Note: On April 26, 2012, the dispute over the material account USD1,414,083.27 for the PNU project undertaken by Fangda New Material, subsidiary of the Company was filed to the South China International Economic and Trade Arbitration Commission for arbitration. The file was accepted by the commission on November 9, 2012. On April 8, 2013, two parties reached an agreement under which Fangda New Material will receive USD700,000 from Gulf international trading FZE and the debt between two parties will be cancelled. By December 31, 2013, Fangda New Material has recovered the USD700,000 and RMB4,379,115.65 has been cancelled. (4) No shareholder or affiliate holding 5% or above shares with voting rights of the Company owes any account receivable to the Company at the end of period. (5) Top 5 account receivable Percentage in the total Entit Relationship with the Amount Term account receivable % y Company 7,252,738.29 1-2 years 0.67 No.1 Non-affiliated party 2-3 years 2.87 31,086,362.17 -39- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Percentage in the total Entit Relationship with the Amount Term account receivable % y Company Less than No.2 Non-affiliated party 3.14 33,964,082.03 1 year Less than No.3 Non-affiliated party 2.98 32,263,521.85 1 year Less than 1.89 20,392,272.13 1 year No.4 Non-affiliated party 1-2 years 1.00 10,771,394.21 Less than No.5 Non-affiliated party 2.45 26,520,305.61 1 year Total 162,250,676.29 15.00 IV. Prepayment (1) Account age of prepayment Closing amount Opening amount Age Proport Bad debt Proportio Bad debt Amount Amount ion % provision n% provision Less than 1 24,093,399.4 81.30 7,097.97 19,473,027.11 84.33 4,199.34 year 7 1-2 years 2,748,471.19 9.27 166,268.27 1,177,954.16 5.10 11,310.43 2-3 years 521,179.53 1.76 34,716.20 404,448.11 1.75 31,323.93 Over 3 1,062,544.9 1,038,956.7 2,271,593.43 7.67 2,036,520.29 8.82 years 7 5 29,634,643.6 100.0 1,270,627.4 1,085,790.4 Total 23,091,949.67 100.00 2 0 1 5 (2) Top 5 prepayment entities Relationship with Entity Amount Term Reason the Company Foshan Jianmei Aluminium Less than Goods not Non-affiliated party Co., Ltd. 1 year 2,716,933.95 delivered Guangdong Xingfa Less than Goods not Non-affiliated party Aluminium Co., Ltd. 1,755,186.89 1 year delivered Dongguan Nanbo Less than Goods not Non-affiliated party Engineering Glass Co., Ltd. 1,447,061.91 1 year delivered Wujiang Nanbo Less than Goods not Non-affiliated party Engineering Glass Co., Ltd. 1,423,390.26 1 year delivered Guangdong Jianmei Less than Goods not Aluminium Material Non-affiliated party 1,180,000.14 1 year delivered (Group) Co., Ltd. Total 8,522,573.15 (3) No shareholder or affiliate holding 5% or above shares with voting rights of the Company receives any prepayment from the Company at the end of period. -40- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 5. Other receivables (1) Other receivables are disclosed by categories Closing amount Type Proportion Bad debt Proportion Amount Net % provision % Other receivables with major individual amount and bad debt 1,220,316.84 1.47 1,220,316.84 100.00 provision provided individually Other receivables for which bad debt provision is made by 79,642,281.33 96.15 13,343,551.16 16.75 66,298,730.17 group Including: other receivables out of the consolidation 79,642,281.33 96.15 13,343,551.16 16.75 66,298,730.17 Subtotal 79,642,281.33 96.15 13,343,551.16 16.75 66,298,730.17 Other receivables with minor individual amount and bad debt 1,971,822.77 2.38 1,971,822.77 100.00 provision provided individually Total 82,834,420.94 100.00 16,535,690.77 19.96 66,298,730.17 Other receivables are disclosed by categories (Continued) Opening amount Type Proportion Bad debt Proportion Amount Net % provision % Other receivables with major individual amount and bad debt 1,220,316.84 1.68 1,220,316.84 100.00 provision provided individually Other receivables for which bad debt provision is made by 68,469,392.43 94.33 11,129,836.15 16.26 57,339,556.28 group Including: other receivables out of the consolidation 68,469,392.43 94.33 11,129,836.15 16.26 57,339,556.28 Subtotal 68,469,392.43 94.33 11,129,836.15 16.26 57,339,556.28 Other receivables with minor individual amount and bad debt 2,895,928.16 3.99 2,895,928.16 100.00 provision provided individually Total 72,585,637.43 100.00 15,246,081.15 21.00 57,339,556.28 Notes: ① In the group, the other receivables of which bad debt provision are made through the account aging method: Closing amount Opening amount Age Proportion Bad debt Proportion Bad debt Amount Amount % provision % provision -41- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Less than 37,490,912.58 47.07 1,124,727.37 31,319,141.04 45.74 942,761.14 1 year 1-2 16,166,703.85 20.30 1,616,670.39 18,616,091.35 27.19 1,861,609.14 years 2-3 11,950,894.86 15.01 3,585,268.47 4,708,070.26 6.88 1,412,421.08 years Over 3 14,033,770.04 17.62 7,016,884.93 13,826,089.78 20.19 6,913,044.79 years Total 79,642,281.33 100.00 13,343,551.16 68,469,392.43 100.00 11,129,836.15 ② Other receivables with major individual amount and bad debt provision provided individually at the end of the period Remaining Bad debt Provision rate Description Reason book value provision % Aged over 5 Receivable 1,220,316.84 1,220,316.84 100.00 years, unlike to deposit be recovered ③ Other receivables with minor individual amount and bad debt provision provided individually at the end of the period are listed as follows: Remaining Bad debt Provision rate Description Reason book value provision % Prepaid Aged over 5 engineering 834,065.01 834,065.01 100.00 years, unlike to amount be recovered Aged over 5 Receivable 550,000.00 550,000.00 100.00 years, unlike to deposit be recovered Aged over 5 Prepaid account 100,000.00 100,000.00 100.00 years, unlike to be recovered Total 1,484,065.01 1,484,065.01 100.00 Note: As of December 31, 2013, the minor other receivables, on which the Company has fully provided bad debt provisions, amount to RMB1,971,822.77. (2) There is no receivable account that has been fully provided of bad debt, or with a great providing percentage, and recovered or written back in the same year, or such account with major amount. (3) The account receivable written off this period amounts to RMB3,294,460.00, with details disclosed as follows: Related Nature Entity Amount Reason transaction -42- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Business fee Ma Weihua 119,318.88 Unrecoverable No borrowing Bidding Xing Tong 610,326.46 Unrecoverable No deposit Business fee Lan Wenping 154,350.00 Unrecoverable No borrowing Business fee Wang Xiaolin 114,012.50 Unrecoverable No borrowing Business fee Jin Yimin 315,707.48 Unrecoverable No borrowing Business fee Zhao Jun 481,368.62 Unrecoverable No borrowing China Construction First Division Group Labor Deposit 159,800.00 Unrecoverable No Service Company Total -- 1,954,883.94 -- -- (4) No shareholder or affiliate holding 5% or above shares with voting rights of the Company owes any other receivable to the Company at the end of period. (5) Top 5 other receivable Relationship Nature or with the description Proportion Entity Amount Term Company % Less Zhejiang Jiayue 500,000.00 than 1 0.60 Non-affiliated Industrial Co., year Deposit party Ltd. 1-2 6,898,000.00 8.33 years Hainan Less GreenTown Non-affiliated 4,346,000.00 than 1 Deposit 5.25 Investment Co., party year Ltd. 2-3 Advancement 1,150.00 Non-affiliated years of OEM Xin Song party Over 3 engineering 2,688,177.61 3.25 years fees Less 352,178.17 than 1 Advancement 0.43 Non-affiliated year of OEM Wang Weihong party 1-2 engineering 564,963.00 0.68 years fees 1,682,246.98 2-3 年 2.03 Nanjing Construction and Less Non-affiliated Engineering 2,421,804.00 than 1 Deposit 2.92 party Social Deposit year Management -43- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Office 19,454,519.7 Total -- -- 23.49 6 VI. Inventories (1) Details of inventories Closing amount Opening amount Item Remaining Depreciation Remaining Depreciation Book value Book value book value provision book value provision Raw 47,592,162.78 1,492,798.29 46,099,364.49 43,426,271.98 1,474,828.11 41,951,443.87 materials Product in 5,992,333.49 5,992,333.49 6,219,310.56 6,219,310.56 process Finished goods in 10,246,627.50 1,984,145.11 8,262,482.39 10,455,612.27 1,984,145.11 8,471,467.16 stock Asset formed by 229,499,318.33 1,830,742.67 227,668,575.66 212,353,564.65 2,014,344.59 210,339,220.06 construction contract Low price 51,278.67 51,278.67 8,043.45 8,043.45 consumable OEM materials 873,790.05 873,790.05 2,130,706.26 2,130,706.26 Development 139,590,027.07 139,590,027.07 cost Total 433,845,537.89 5,307,686.07 428,537,851.82 274,593,509.17 5,473,317.81 269,120,191.36 Note: The closing book value of inventory increased 58.00% from the open value, mainly attributable to increases in the development costs of the Fangda Town renovation project and projects in progress of Fangda Decoration. (2) Inventory depreciation provision Provision Decrease Opening made in the Closing Item amount current Write-back Write-off amount period Raw materials 1,474,828.11 40,254.89 22,284.71 1,492,798.29 Finished goods in 1,984,145.11 1,984,145.11 stock Asset formed by construction 2,014,344.59 183,601.92 1,830,742.67 contract Total 5,473,317.81 40,254.89 205,886.63 5,307,686.07 Inventory depreciation provision (Continued) Proportion of written-back amount Basis Reason Item in the closing balance of the inventory item (%) -44- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Realizable net value Raw materials is lower the cost Finished goods in Realizable net value stock is lower the cost Predicted Asset formed by construction construction contract contract loss Total -- X.XX -- 7. Investment in affiliates Name of Register Legal Register Ownersh Relationsh Organizati invested ed representat Business ed ip type ip on code entity address ive capital Domestic tradel investmen t managemen t; investmen Shenzhen t Ganshang consultin Joint Co., Xiong g; RMB49 Affiliated Shenzhen 080140993 Investme Ltd. Jianming enterpris million party nt Co., e Ltd. managemen t consultin g; equity investmen t; assets managemen t Continued: Proportio n of Net Closing Total Name of voting Closing Closing profit Shareholdi total operatin invested rights of total total net of the ng (%) liabilitie g entity the assets assets current s revenue Company period (%) Shenzhen Ganshang - 48,973,360. 48,973,360. Joint 20.40 20.40 52 52 26,639.4 Investmen 8 t Co., -45- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Ltd. 8. Long-term share equity investment Opening Closing Item Increase Decrease amount amount Investment in 10,000,000.00 5,434.45 9,994,565.55 affiliates Total 10,000,000.00 5,434.45 9,994,565.55 IX. Investment real estate (1) Investment real estate measured at costs Increase Decrease Opening Transfe Closing Item Transferred amount Provision Disposal rred to amount from own use own use 1. Original total book value 4,428,890.85 21,722,042.60 26,150,933.45 Houses & buildings 4,428,890.85 21,722,042.60 26,150,933.45 2. Accumulative total depreciation and 789,385.09 165,488.15 4,725,747.70 5,680,620.94 amortization Houses & buildings 789,385.09 165,488.15 4,725,747.70 5,680,620.94 3. Total net book value of 3,639,505.76 20,470,312.51 investment real estate Houses & buildings 3,639,505.76 20,470,312.51 4. Total accumulative provision for impairment to investment real estate Houses & buildings 5. Total book value of 3,639,505.76 20,470,312.51 investment real estate Houses & buildings 3,639,505.76 20,470,312.51 Notes: 1. The total amortization amounts to RMB165,488.15. ②By December 31, 2013, there is no sign of impairment to the Company’s investment real estate measured at costs. (2) Investment real estate measured at fair value Opening fair Increase Decrease Closing fair Item Gain/loss caused by changes Transferred value value in fair value to own use 158,197,488.4 1. Total costs 56,885,940.17 101,311,548.23 0 158,197,488.4 Houses & buildings 56,885,940.17 101,311,548.23 0 2. Total changes in fair value 96,568,767.93 1,639,371.55 24,740,931.09 73,467,208.39 Houses & buildings 96,568,767.93 1,639,371.55 24,740,931.09 73,467,208.39 3. Total net book value of 254,766,256.3 1,639,371.55 81,626,871.26 174,778,756.62 investment real estate 3 Houses & buildings 254,766,256.3 1,639,371.55 81,626,871.26 174,778,756.62 -46- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 3 Notes: ① Properties of RMB56,885,940.17 were transferred to self-use real-estate properties during the period, which is attributable to the renovation of Fangda Town. The transfer causes a decrease of RMB56,885,940.17 in the cost of investment real estate and a change of RMB24,740,931.09 in the fair value. ② The fair value of the investment real estate is determined based on Shenzhen TOUCHSTONE Evaluation Doc. (2013A) 12DQB No.0046 Real Estate Valuation Report issued by TOUCHSTONE. (3) Failure to obtain the ownership certificate By December 31, 2013, no property ownership certificate has been applied for any of the investment real estate. (4) Transfer of real estate and change of measurement basis ① The original value of the investment real estate measured at costs increased RMB21,722,042.60 in the period, attributable to the resolution made at the 25th meeting of the 6th Board of Directors to transfer part of the plants in Jiangxi Nanchang Fangda Hi- Tech Park from self-use to lease. ② The investment real estate measured at fair value decreased RMB81,626,871.26 in the period, attributable to the resolution made at the 24th meeting of the 6th Board of Directors to transfer professional plants, plant No.2 and No.3 and single dormitory in the Fangda Town from lease to self-use. 10. Fixed assets (1) Fixed assets Opening Closing Item Increase Decrease amount amount 1. Original total book 579,485,800.91 294,742,600.18 188,532,581.44 685,695,819.65 value Houses & buildings 287,520,705.05 275,898,020.28 169,472,336.24 393,946,389.09 Mechanical 237,818,748.42 8,550,904.58 12,600,427.70 233,769,225.30 equipment Transportation 15,786,606.33 2,377,623.56 1,001,116.61 17,163,113.28 facilities Electronics and other 38,359,741.11 7,916,051.76 5,458,700.89 40,817,091.98 devices Increase Provision 2. Total accumulative 222,752,425.18 23,712,510.06 38,834,133.50 207,630,801.74 depreciation: Houses & buildings 39,324,489.23 9,912,737.43 22,633,133.21 26,604,093.45 Mechanical 154,763,867.26 6,239,181.07 10,211,050.10 150,791,998.23 equipment Transportation 8,305,922.46 1,509,824.23 636,189.27 9,179,557.42 facilities Electronics and other 20,358,146.23 6,050,767.33 5,353,760.92 21,055,152.64 devices 3. Total of net book 356,733,375.73 478,065,017.91 -47- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) value of fixed assets Houses & buildings 248,196,215.82 367,342,295.64 Mechanical 83,054,881.16 82,977,227.07 equipment Transportation 7,480,683.87 7,983,555.86 facilities Electronics and other 18,001,594.88 19,761,939.34 devices 4. Total impairment 15,177,565.52 42,817.59 15,134,747.93 provision Houses & buildings 1,131,563.50 1,131,563.50 Mechanical 14,046,002.02 42,817.59 14,003,184.43 equipment Transportation facilities Electronics and other devices 5. Total of the book 341,555,810.21 462,930,269.98 value of fixed assets Houses & buildings 247,064,652.32 366,210,732.14 Mechanical 69,008,879.14 68,974,042.64 equipment Transportation 7,480,683.87 7,983,555.86 facilities Electronics and other 18,001,594.88 19,761,939.34 devices Notes: ① The total amortization amounts to RMB23,712,510.06. ② The original value of transfer of construction progress into the fixed original assets amounts to RMB179,353,222.01. The original value of transfer of investment real estate into self-use real estate is RMB96,635,359.45. The original value of transfer into in fixed assets due to the renovation of Fangda Town is RMB157,077,404.36. The original value of the transfer of self-use real estate into investment real estate is RMB21,722,042.60. (2) Temporary idle fixed assets Accumulative Impairment Net book Item Book value depreciation provision value Houses & buildings 46,268,742.05 3,694,658.85 277,744.50 42,296,338.70 Mechanical 105,591,939.34 62,879,828.71 12,648,794.93 30,063,315.70 equipment Transportation 358,087.84 334,758.73 23,329.11 facilities Electronics and other 7,822,284.94 7,032,602.06 789,682.88 devices Total 160,041,054.17 73,941,848.35 12,926,539.43 73,172,666.39 Note: Shenyang Fangda entered the liquidation procedure in the period. All related assets have been frozen and suspended for use. (3) Fixed assets without ownership certificate -48- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Item Reason Time 1. Houses in Urumuqi for offsetting The certificate can be obtained in Applying for debt 2014 2. No.5 automatic screen door factory, The certificate can be obtained in Nanchang Fangda High-tech park of Applying for 2014 Fangda Automatic 3. Houses in Dalian of Fangda Applying for The certificate can be obtained in Decoration for offsetting debt 2014 4. Shenyang Fangda extension Entering into liquidation workshop 5. Shenyang Fangda dorm and Entering into liquidation workshop 2# 6. Dinning hall and power station of Entering into liquidation Shenyang Fangda 7. Yuehai Office Building C 502 Historical reasons Applying for The certificate can be obtained in 8. Canteen of Dongguan New Material 2014 9. Dormitory of Dongguan New Applying for The certificate can be obtained in Material 2014 10. Plant No.1 of Dongguan New Applying for The certificate can be obtained in Material 2014 11. Plant No.2 of Dongguan New Applying for The certificate can be obtained in Material 2014 12. Plant No.3 of Dongguan New Applying for The certificate can be obtained in Material 2014 13. R&D building of Dongguan New Applying for The certificate can be obtained in Material 2014 11. Construction in process (1) Construction in progress Closing amount Opening amount Item Remaining Impairment Net book Remaining Impairment Net book book value provision value book value provision value Dongguan Songshan Lake Fangda Southern 173,369,430.5 173,369,430.5 Technology 6 6 Garden Fangda Town reconstruction 1,701,315.00 1,701,315.00 project Installation of machines and 67,948.72 67,948.72 equipment Chengdu Fangda’s Xinjin energy- 26,715.00 26,715.00 saving green curtain wall project Decoration of Fangda 914,126.00 914,126.00 Building 5F and 20F -49- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 175,138,694.2 175,138,694.2 Total 940,841.00 940,841.00 8 8 Note: The amount of construction in process at the end of the period decreased by 99.46% from the beginning of the period, mainly attributable that the Dongguan Songshan Lake Fangda Southern Technology Garden project of Dongguan New Material is available for use and is transferred into fixed assets. (2) Changes in major construction in process Accumu Interest lative Including: capitalized capitalizati Transferred Other capitaliz on rate Opening ed interest for Closing Construction Increase into fixed decreas (%) amount the amount assets e interest current period Dongguan Songshan Lake Fangda 173,369,430.5 4,084,802.4 177,454,232.9 Southern 6 0 6 Technology Garden Changes in major construction in process (Continued) Proportion of engineering Construction Budget investment in the Project progress Capital source budget (%) Dongguan Songshan Lake Fangda Raised and self- 197,102,366.05 90.03 100.00 Southern Technology raised fund Garden (3) There is no sign of impairment to the Company’s construction in process by December 31, 2013. 12. Disposal of fixed assets Opening Item Closing amount Reason for disposal amount Tools and apparatus 3,761.50 Retirement Mechanical equipment 144,421.47 Retirement Other equipment 26,285.39 Retirement Transport equipment 2,829.75 Retirement Total 177,298.11 13. Intangible assets Opening Closing Item Increase Decrease amount amount 140,737,338.1 127,766,601.1 1. Original total book value 485,408.04 13,456,145.00 4 8 -50- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Land using rights of Fangda Town (phase I) 8,543,250.00 8,543,250.00 Land using rights of Fangda Town (phase III) 4,783,050.00 4,783,050.00 Land using rights of Fangda Tech Garden on Gaoxin Road Nanchang 11,064,548.41 11,064,548.41 Shenyang Fangda land use right 42,038,791.23 42,038,791.23 Dongguan land using right 40,041,465.75 40,041,465.75 Patent and classified tech 28,052,320.89 272,567.78 129,845.00 28,195,043.67 Computer software 6,213,911.86 212,840.26 6,426,752.12 2. Total accumulative 32,831,092.16 3,920,173.92 6,038,179.19 30,713,086.89 amortization Land using rights of Fangda Town (phase I) 4,207,053.60 133,311.97 4,340,365.57 Land using rights of Fangda Town (phase III) 1,522,604.25 87,689.25 1,610,293.50 Land using rights of Fangda Tech Garden on Gaoxin Road Nanchang 1,666,217.46 232,595.24 1,898,812.70 Shenyang Fangda land use right 4,267,125.92 840,895.78 5,108,021.70 Dongguan land using right 1,668,394.50 800,829.36 2,469,223.86 Patent and classified tech 17,080,497.90 1,114,968.95 87,520.12 18,107,946.73 Computer software 2,419,198.53 709,883.37 3,129,081.90 3. Total net intangible assets 107,906,245.9 97,053,514.29 book value 8 Land using rights of Fangda Town (phase I) 4,336,196.40 Land using rights of Fangda Town (phase III) 3,260,445.75 Land using rights of Fangda Tech Garden on Gaoxin Road Nanchang 9,398,330.95 9,165,735.71 Shenyang Fangda land use right37,771,665.31 36,930,769.53 Dongguan land using right 38,373,071.25 37,572,241.89 Patent and classified tech 10,971,822.99 10,087,096.94 Computer software 3,794,713.33 3,297,670.22 4. Total impairment provision 5,525,863.77 5,525,863.77 Land using rights of Fangda Town (phase I) Land using rights of Fangda Town (phase III) Land using rights of Fangda Tech Garden on Gaoxin Road Nanchang Shenyang Fangda land use right Dongguan land using right Patent and classified tech 5,525,863.77 5,525,863.77 Computer software 5. Total book value of 102,380,382.2 91,527,650.52 intangible assets 1 Land using rights of Fangda Town (phase I) 4,336,196.40 Land using rights of Fangda Town (phase III) 3,260,445.75 Land using rights of Fangda Tech Garden on Gaoxin Road Nanchang 9,398,330.95 9,165,735.71 Shenyang Fangda land use right 37,771,665.31 36,930,769.53 Dongguan land using right 38,373,071.25 37,572,241.89 -51- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Patent and classified tech 5,445,959.22 4,561,233.17 Computer software 3,794,713.33 3,297,670.22 Notes: ① The total amortization amounts to RMB3,920,173.92. ② The original value of the land use right of Fangda Town reduced RMB13,326,300.00 during this period, the accumulative amortization decreased RMB5,950,659.07 and the net value decreased RMB7,375,640.93, attributable to that the land use right is canceled with the value calculated into the development cost. ③ By December 31, 2013, the Company has no intangible asset with uncertain useful life; ④ By December 31, 2013, the Company has not land use right use as pledge or guarantee; ⑤ Shenyang Fangda, a subsidiary of the Company, entered the liquidation procedure in the period. The amortizable value RMB5,525,863.77 of non-patent technology without realizable value is fully provided for intangible assets impairment. 14. Goodwill Closing Invested entity or Opening Closing impairment Increase Decrease item of goodwill amount amount provision Shenzhen Woke 8,197,817.29 Fangda Yide 746,519.62 Total 8,944,336.91 Notes: ① The Company acquired the 100% control power over Shenzhen Woke Co. by merger of enterprise under common control in May 2007. The difference between the initial investment cost and recognizable fair value of the investee has formed the goodwill of RMB8,197,817.29. For Shenzhen Woke was not in good business operation for successive years, impairment provision has been provided fully upon the goodwill. ② The Company acquired the minority share equities of Fangda Yide Co. in August 2007. The difference between the initial investment cost and recognizable fair value of the investee has formed the goodwill of RMB746,519.62. For Fangda Yide was not in good business operation for successive years, impairment provision has been provided fully upon the goodwill. 15. Long-term amortizable expenses Reason for Opening Other Closing other Item Increase Amortized amount decrease amount decrease -52- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Epoxy 1,282,535.6 1,120,531.1 floor 162,004.52 5 3 Factory and dormitory 1,563,803.3 328,000.0 1,482,723.3 decoration 409,079.97 of Fangda 4 0 7 Automatic Upgrading of workshop rented by Dismantleme Fangda 171,084.0 Decoratio 518,932.66 63,512.61 284,336.02 nt of the 3 gluing plant n Nanchang Branch Upgrading of workshop rented by Fangda 345,939.47 138,636.40 207,303.07 Decoratio n Upgrading of workshop rented by Fangda 33,696.82 33,696.82 Decoratio n Sanhe Branch Lifting fee for the Anhui 24,000.00 12,000.00 12,000.00 SASAC project Renovatio n of office and plants 210,000.0 rented by 319,726.91 409,482.96 120,243.95 Chengdu 0 Fangda Kingdee after-sales service of Fangda 75,471.70 25,157.27 50,314.43 Group Jinshan factory 60,029.0 108,880.2 renovation 570,754.10 521,902.82 of Fangda 0 8 Decoratio -53- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) n Shanghai Branch 4,710,860.6 622,029.0 171,084.0 3,799,354.7 Total 1,362,450.83 5 0 3 9 Note: The amortization of long-term amortizable expenses amounts to RMB1,362,450.83. 16. Differed income tax assets and differed income tax liabilities (1) Recognized deferred income tax assets and liabilities Item Closing amount Opening amount Deferred income tax assets: Assets impairment provision 35,815,369.06 32,418,119.65 Deductible loss 2,365,000.74 1,230,904.81 Unrealizable gross profit 1,636,018.35 999,329.06 Deferred earning 535,832.20 Reserved expense 354,228.28 1,126,545.59 Reserved wage 459,594.93 416,485.98 Subtotal 41,166,043.56 36,191,385.09 Deferred income tax liabilities: Gain/loss caused by changes in fair value 40,656,763.97 36,210,286.40 Subtotal 40,656,763.97 36,210,286.40 (2) Deductible temporary difference and deductable loss of unrecognized deferred income tax assets Item Closing amount Opening amount Deductible temporary difference 58,902,435.47 58,238,046.12 Deductible loss 69,150,558.57 67,503,116.48 Total 128,052,994.04 125,741,162.60 Note: Fangda Yi, Fangda Aluminum, Shenyang Fangda, Shenzhen Woke and Shenyang Decoration may not be able to obtain adequate taxable proceeds to deduct the deferred income tax assets’ interest in the future period of write-back of deductible temporary difference. (3) Deductible losses of the un-recognized deferred income tax asset will expire in the following years Year Closing amount Opening amount Notes 2013 9,604,482.62 2014 7,864,870.78 7,864,870.78 2015 7,695,652.54 7,695,652.54 2016 22,158,289.57 22,158,289.57 2017 20,241,373.78 20,179,820.97 2018 11,190,371.90 Total 69,150,558.57 67,503,116.48 Note: The form does not include suspension of subsidiaries in advance. (4) Details of taxable differences and deductible differences Item Amount -54- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Differences in taxable items Adjustment of gain/loss caused by changes in fair value 162,627,055.88 Subtotal 162,627,055.88 Deductible different items Assets impairment provision 216,510,309.81 Deductible loss 9,460,002.94 Unrealizable gross profit 6,715,484.36 Deferred earning 2,261,103.48 Reserved expense 2,361,521.89 Reserved wage 3,063,966.18 Subtotal 240,372,388.66 17. Details of assets impairment provision Consolidation Decrease Opening Closing Item scope Provision Write- amount Write-off amount Increase back (1) Bad debt 175,018,461.35 33,742,863.78 8,179,574.53200,581,750.60 provision (2) Inventory depreciation 5,473,317.81 40,254.89 205,886.63 5,307,686.07 provision (3) Fixed assets 15,177,565.52 42,817.59 15,134,747.93 impairment provision (4) Intangible assets 5,525,863.77 5,525,863.77 impairment provision (5) Goodwill impairment 8,944,336.91 8,944,336.91 provision Total 210,139,545.36 33,783,118.67 8,428,278.75235,494,385.28 18. Other non-current assets Opening Closing Item Increase Decrease amount amount Prepaid house amount 15,978,789.90 15,978,789.90 Note: The increase in other non-current assets in the period is attributable to the amount repaid by the Fangda Decoration to Dalian Gaoxing Wanda Plaza Investment Co., Ltd. 19. Ownership-restricted assets Opening Assets Increase Decrease Closing amount amount 1. Assets used as pledge Fangda Building (the leased 167,178,285.07 1,639,371.55 168,817,656.62 part) -55- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Fangda Building (the part for 44,520,837.5 45,667,566.02 1,146,728.46 own use) 6 2. Assets used as security Receivable commercial 1,970,000.00 1,970,000.00 acceptance 3. Assets with ownership restriction due to other reasons Bank deposits 12,000,000.00 12,000,000.00 Total 226,815,851.09 1,639,371.55 3,116,728.46 225,338,494.18 20. Short-term borrowings Item Closing amount Opening amount Loan by pledge 104,000,000.00 Borrowings with security and 180,000,000.00 credit Loan by pledge 1,970,000.00 Guarantee loan 265,000,000.00 Total 369,000,000.00 181,970,000.00 Notes: ① The pledged loan RMB104 million at the end of the period is a pledged loan borrowed by the Company with Fangda Science & Technology Building pledged. ② The guarantee loan is guaranteed by the Company and Fangda New Materials. For details, see Note VI 4. ③ The increase of 102.78% in the short-term borrowing at the end of the period is attributable to new borrows for increasing the Company's working capital. 21. Notes payable Type Closing amount Opening amount Commercial acceptance 9,356,905.04 20,537,464.06 Bank acceptance 179,213,945.59 140,242,312.97 Total 188,570,850.63 160,779,777.03 Notes: (1) Amount due in next fiscal term will be RMB188,570,850.63. (2) Top 5 notes repayable Date of Receiver Due date Amount Notes issue Shandong Xintong Bank 2013-9-3 2014-3-3 8,000,000.00 Aluminium Co., Ltd. acceptance Shandong Xintong Bank 2013-8-8 2014-2-8 6,022,171.22 Aluminium Co., Ltd. acceptance Shandong Xintong 2013-10- Bank 2014-4-23 4,560,995.00 Aluminium Co., Ltd. 23 acceptance -56- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Shandong Xintong Bank 2013-9-26 2014-3-26 2,698,000.00 Aluminium Co., Ltd. acceptance Guangdong Xingfa Bank 2013-9-26 2014-3-26 2,232,772.96 Aluminium Co., Ltd. acceptance 23,513,939.1 Total -- -- -- 8 22. Account payable Item Closing amount Opening amount Account repayable and engineering repayable 366,465,573.67 277,179,391.09 Construction payable 10,418,557.07 22,610,906.64 Payable installation and implementation fees 107,489,398.01 104,893,985.61 Others 4,842,611.57 7,161,748.38 Total 489,216,140.32 411,846,031.72 (1) Aging analysis Closing amount Opening amount Age Proportion Amount Proportion % Amount % L e s s t h a 207,436,018.51 42.40 282,303,495.94 68.55 n 1 y e a r 1 - 2 169,841,783.38 34.72 86,659,648.22 21.04 e a r s -57- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 2 - 3 69,813,417.95 14.27 26,682,474.91 6.48 e a r s O v e r 3 42,124,920.48 8.61 16,200,412.65 3.93 y e a r s Total 489,216,140.32 100.00 411,846,031.72 100.00 (2) No shareholder or affiliate holding 5% or above shares with voting rights of the Company had any account repayable from the Company at the end of period. 23. Prepayment received Item Closing amount Opening amount Engineering payment 163,602,896.86 70,888,842.64 Material loan 1,970,928.42 6,099,951.68 Others 2,812,426.66 753,108.70 Total 168,386,251.94 77,741,903.02 (1) Aging analysis Closing amount Opening amount Age Amount Proportion % Amount Proportion % -58- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) L e s s t h a 143,807,899.80 85.40 48,938,161.88 62.95 n 1 y e a r 1 - 2 7,609,253.29 4.52 25,398,423.43 32.67 e a r s 2 - 3 14,008,996.41 8.32 e a r s O v e r 3 2,960,102.44 1.76 3,405,317.71 4.38 y e a r s Total 168,386,251.94 100.00 77,741,903.02 100.00 (2) No shareholder or affiliate holding 5% or above shares with voting rights of the Company made any prepayment to the Company at the end of period. -59- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (3) The 116.60% increase in the prepayment received by the end of the period is attributable to additional prepayment for new products received by Fangda Decoration and Fangda Automatic this year. 24. Employees’ wage payable Openin Closing Item g Increase Decrease amount amount 1. Wage, bonus, allowance and 21,567,724.5 150,495,770.7 144,256,100.0 27,807,395.20 subsidies 4 2 6 2. Employee welfare 5,768,171.14 5,736,106.58 32,064.56 3. Social insurance 14,007,668.00 13,870,940.05 136,727.95 Including: 1. medical insurance 3,425,376.33 3,374,314.00 51,062.33 2. Basic pension 8,980,888.11 8,909,857.39 71,030.72 3. Annuity 91,676.52 88,865.16 2,811.36 4. Unemployment 675,912.63 669,260.75 6,651.88 insurance 5. Labor injury insurance 353,904.63 350,475.45 3,429.18 6. Breeding insurance 479,909.78 478,167.30 1,742.48 4. Housing fund 3,790,847.47 3,691,239.97 99,607.50 5. Labor union budget and staff 2,377,548.0 614,845.14 885,336.56 2,107,056.59 education fund 1 174,677,302.4 168,439,723.2 Total 23,945,272.55 30,182,851.80 7 2 Notes: (1) The ending payable employees’ wage is not delay in payment of employees’ wages. (2) The wage for December 2013 and annual bonus for 2013 are reserved in the balance of employees’ wage payable and will be paid in January to March 2014. 25. Taxes payable Item Closing amount Opening amount VAT -1,250,348.83 -4,757,677.68 Business tax 23,221,596.65 23,400,077.35 Enterprise income tax 15,884,641.78 10,068,399.05 Personal income tax 902,435.66 444,142.16 City maintenance and construction tax 1,895,518.80 1,845,487.01 Land using tax 1,515,989.53 639,180.73 Property tax 1,477,538.33 909,940.53 Education surtax 907,151.22 955,231.71 Local education surtax 148,031.74 95,693.78 Others 137,392.89 86,103.34 Total 44,839,947.77 33,686,577.98 ① Note: Fangda Decoration and Fangda Automatic adopt the consolidated taxation basis for enterprise income tax. The parent consolidates the enterprise income tax of subsidiaries, which is paid by the subsidiaries according to the proportions approved by the tax bureau. -60- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) ② The enterprise income tax payable this year is to be consolidated by the tax department. ③ Taxes payable at the end of the period increased 33.11% from the beginning of the year, mainly attributable to increase in the operating revenue and profit, which leads to increase in VAT and income tax. 26. Interest payable Item Closing amount Opening amount Short-term bond interest payable 1,638,356.16 Short-term borrowing interests 689,153.75 316,201.11 payable Total 689,153.75 1,954,557.27 Note: The payable interest at the end of the period decreased by 64.74% from the beginning of the year, mainly attributable to the repayment of the short-term financing bonds in November 2013 and corresponding accrued interest. 27. Other payables Item Closing amount Opening amount Performance and quality deposit 20,142,316.44 20,513,800.46 Deposit 6,931,340.61 6,846,769.95 Reserved expense 6,587,792.11 7,248,198.58 Others 8,026,131.56 6,731,287.87 Total 41,687,580.72 41,340,056.86 (1) Aging analysis Closing amount Opening amount Age Proportion Amount Amount Proportion % % L e s s t h a 16,756,489.99 40.20 9,251,480.15 22.38 n 1 y e a r -61- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) 1 - 2 3,861,392.32 y9.26 21,856,687.13 52.87 e a r s 2 - 3 12,385,793.89 29.71 1,190,000.81 2.88 e a r s O v e r 3 8,683,904.52 20.83 9,041,888.77 21.87 y e a r s Total 41,687,580.72 100.00 41,340,056.86 100.00 (2) No shareholder or affiliate holding 5% or above shares with voting rights of the Company had any other repayable from the Company at the end of period. 28. Other current liabilities Item Closing amount Opening amount Short-term debentures 200,000,000.00 Note: The phase I RMB200,000,000.00 of short-term financing bonds in 2012 has matured and been repaid in this period. 29. Other non-current liabilities Item Closing amount Opening amount Major investment project prize from Industry and Trade 1,966,666.70 Development Division of Dongguan Finance Bureau Railway transport screen door 294,436.78 -62- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) controlling system and information transmission technology National Industry Revitalization and Technology Renovation Project 7,994,720.45 fund Total 10,255,823.93 Including: Deferred earning – government subsidies Amount Other Closing Ending Amount of included in Related to Item change balance balance new subsidy non-operating assets/earning revenue Major investment project prize from Industry and Trade 2,000,000.00 33,333.30 1,966,666.70 Assets-related Development Division of Dongguan Finance Bureau Massive production project of air- breathing 8,020,000.00 25,279.55 7,994,720.45 Assets-related double-layer hollow glass energy-saving curtain call Railway transport screen door controlling 300,000.00 5,563.22 294,436.78 Assets-related system and information transmission technology Total 10,320,000.00 64,176.07 10,255,823.93 Note: (1) The Dongguan Finance Bureau Industry and Trade Development Division major subsidy project is a subsidized project not stipulated in Dongguan Financial Circular [2013] No.779. As the project has formed into long-term assets, the Company treats it as an assets- related government subsidy. (2) The massive production project of air-breathing double-layer hollow glass energy-saving curtain wall is a subsidized project stipulated in Guangdong Financial Doc [2013] No.183. As the project has formed into long-term assets, the Company treats it as an assets-related government subsidy. -63- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (3) The railway transport screen door controlling system and information transmission technology is a subsidized project stipulated in Shenzhen Tech Innovation [2013] No.242. RMB300,000 is used to purchase equipment and RMB900,000 is used to purchase materials and for travel fees. As the project has formed into long-term assets, the Company treats RMB300,000 as assets-related government subsidy and RMB900,000 as earning-related government subsidy. 30. Share capital (in 10,000 shares) Opening Increase/decrease (+/-) Closing Item amountIssued new Transferred amount Bonus shares Others Subtotal shares from reserves Total of capital shares 75,690.99 75,690.99 Notes: ① There is no change in the Company’s capital shares in the year. ② By December 31, 2013, the Company has 779,292 restricted shares, all of which are held by senior management natural person. 31. Capital reserve Item Opening amount Increase Decrease Closing amount Share capital 38,238,222.48 38,238,222.48 premium Other capital 42,061,645.16 1,108,815.63 40,952,829.53 reserves Total 80,299,867.64 1,108,815.63 79,191,052.01 Note: Other capital servers increased RMB1,108,815.63 in this period, which is attributable to changes in the accumulative fair value due to transfer of the original value into equity for lease of Fangda Town. 32. Surplus reserves Opening Closing Item Increase Decrease amount amount Statutory 30,494,542.94 15,894,599.27 46,389,142.21 surplus reserves Note: The increase in the surplus reserve is attributable to the 10% provision on the after-tax net profit of the parent according to Articles of Association of the Company. 33. Retained profit Amount occurred in Occurred in Item the current previous period period Adjustment on retained profit of previous period 230,907,879.99 211,777,968.57 Total of retained profit at beginning of year adjusted (+ for increase, - for decrease) -64- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Retained profit adjusted at beginning of year 230,907,879.99 211,777,968.57 Plus: Net profit attributable to owners of the parent 85,676,863.78 24,948,377.20 Less: Statutory surplus reserves 15,894,599.27 5,818,465.78 Withdrawn surplus reserve Common share dividend payable 22,540,512.87 Common share dividend converted into shares Closing retained profit 278,149,631.63 230,907,879.99 34. Operational revenue and costs (1) Turnover Amount occurred in the current Occurred in previous Item period period Major business 1,697,728,577.19 1,346,239,883.78 turnover Other business 49,892,268.55 51,661,540.81 income Operation cost 1,425,369,204.42 1,145,066,535.43 (2) Business segments (on industries) Amount occurred in the current Occurred in previous period Industry period Turnover Operation cost Turnover Operation cost Metal 1,600,231,106.65 1,338,413,530.78 1,260,903,466.71 1,058,970,944.76 production Railroad 97,497,470.54 74,411,698.93 83,977,888.26 60,474,460.25 industry Light 1,358,528.81 4,238,572.08 production Total 1,697,728,577.19 1,412,825,229.71 1,346,239,883.78 1,123,683,977.09 (3) Business segments (by regions) Amount occurred in the current Occurred in previous period Region period Turnover Operation cost Turnover Operation cost Domestic 1,663,142,782.51 1,390,561,924.48 1,218,323,612.70 1,033,772,604.56 Overseas 34,585,794.68 22,263,305.23 127,916,271.08 89,911,372.53 Total 1,697,728,577.19 1,412,825,229.71 1,346,239,883.78 1,123,683,977.09 (4) Revenue from top five customers Customer Total operating revenue Percentage in total turnover of the Company % No.1 102,920,098.22 5.89 No.2 80,919,624.45 4.63 No.3 80,906,763.16 4.63 No.4 59,901,925.25 3.43 No.5 58,457,696.28 3.34 Total 383,106,107.36 21.92 35. Business tax and surcharge -65- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Amount occurred in the Occurred in previous Item current period period Business tax 13,788,191.30 16,383,394.34 City maintenance and 4,071,880.14 3,229,213.03 construction tax Property tax 1,232,548.46 1,420,866.42 Land using tax 150,753.68 160,203.19 Education surtax 2,882,345.50 1,874,597.52 Others 1,146,594.76 834,627.85 Total 23,272,313.84 23,902,902.35 Notes: See III. Tax for the calculation standard of business tax and surcharges. 36. Sales expense Amount occurred in the Occurred in previous Item current period period Labor costs 20,594,907.02 15,069,546.86 Freight and miscellaneous 6,061,750.15 7,060,994.29 charges After-sales service 2,917.32 29,568.03 Travel expense 3,211,228.05 3,835,444.59 Entertainment expense 1,956,831.61 2,917,590.98 Material consumption 911,912.24 732,100.87 Office costs 1,856,349.96 1,843,898.62 Rental 975,957.59 940,454.70 Test and experiment costs 103,587.08 475,562.36 Consultant costs 629,355.08 397,084.13 Export credit insurance 39,456.00 Others 1,078,245.50 1,773,153.48 Total 37,383,041.60 35,114,854.91 37. Management expenses Amount occurred in the Occurred in previous Item current period period Labor costs 61,712,341.07 57,492,415.23 Depreciation and 20,496,282.99 21,703,660.11 amortization Agencies 1,934,253.99 2,197,604.30 Tax 5,462,000.30 4,716,869.72 Maintenance costs 2,775,338.16 6,376,839.36 Water and electricity 1,552,664.57 1,777,188.22 Office expense 3,588,714.66 2,249,701.54 Travel expense 2,357,134.52 2,675,487.85 R&D 9,671,242.90 4,596,146.75 Entertainment expense 1,653,162.04 1,872,551.30 Rental 3,591,131.18 2,743,677.38 Lawsuit 2,411,335.91 3,680,011.46 Material consumption 470,234.11 653,471.63 Property management fee 2,357,853.90 1,670,194.62 -66- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Others 7,220,556.96 8,272,070.77 Total 127,254,247.26 122,677,890.24 38. Financial expenses Amount occurred in the Occurred in previous Item current period period Interest expense 24,548,276.25 25,243,962.12 Less: Interest income 3,054,605.10 3,502,021.02 Acceptant discount 1,266,488.89 Exchange gain/loss 861,872.66 -12,022.85 Commission charges and others 753,042.58 1,775,569.62 Total 23,108,586.39 24,771,976.76 39. Assets impairment loss Amount occurred in Occurred in previous Item the current period period (1) Bad debt loss 33,742,863.78 18,054,107.66 (2) Inventory depreciation loss 40,254.89 6,009,784.40 (3) Fixed assets impairment loss 12,926,539.43 (4) Intangible asset impairment loss 5,525,863.77 (5) Goodwill impairment loss 8,197,817.29 Total 33,783,118.67 50,714,112.55 Note: The assets impairment loss for the current period decreased by 33.39% from the last period, mainly attributable to the liquidation of Shenyang Fangda and impairment loss provision made for goodwill generated by fixed assets, intangible assets and equity investment. 40. Income from fair value fluctuation Source of income from Amount occurred in the Occurred in previous fluctuation of fair value current period period Investment real estate measured 16,647,859.74 12,290,834.22 at fair value Note: The gains from change of fair value increased 35.45% from last period, mainly attributable to appreciation of investment real estate properties. 41. Investment income Amount Occurred in Item occurred in the previous period current period Gains from long-term equity investment -5,434.45 measured by equity Gains from sellable financial assets and similar 3,448,207.99 Other investment gain (financial product gain) 306,301.37 Total 300,866.92 3,448,207.99 -67- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Note: the investment gains decreased 91.27% from last period, mainly attributable to the sales of 700,000.00 tradable shares in Tianjin Global Magnetic Card Co., Ltd. 42. Non-business income Amount occurred Amount accounted Occurred in Item in the current into the current previous period period accidental gain/loss Gains from disposal of fixed 154,552.62 1,082.24 154,552.62 assets Government subsidy 1,815,855.07 6,275,756.00 1,815,855.07 Penalty income 228,295.79 365,324.04 228,295.79 Payable account not able to be 250,648.50 416,900.14 250,648.50 paid Compensation received 190,428.00 3,920.00 190,428.00 VAT rebated into revenue 818,825.27 Others 4,137,250.99 4,754,284.64 4,137,250.99 Total 7,595,856.24 11,817,267.06 6,777,030.97 Notes: (1) Major projects are disclosed as follows: ① Fangda Decoration recovered the revenue of RMB1,173,180.00 related to the Taiyuan traffic police engineering project. ② Fangda Decoration recovered the revenue of RMB976,240.09 related to the Shanxi Insurance engineering project. ③ Income of RMB1,763,401.44 from disposal of wastes. (2) Government subsidy details are listed as follows: Assets- Amount Occurred in related/ Item occurred in the previous Notes Earning- current period period related Railway transport screen door controlling system and 935,563.22 See Note V 29 information transmission technology Private enterprise and SME Earning- Shenzhen SME development fund IT 570,000.00 450,000.00 related Service Center construction project subsidy 2012 High-quality foreign Shenzhen trade export subsidy granted Earning- Economic Trade 188,179.00 by Shenzhen Finance related and Information Commission Commission Nanchang Quality and Nanchang High- Technology Supervision Earning- 50,000.00 Tech District Bureau well-known brand related Financial Bureau product prize -68- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Major investment project prize from Industry and Assets- 33,333.30 See Note V 29 Trade Development Division related of Dongguan Finance Bureau Massive production project of air-breathing double-layer Assets- 25,279.55 See Note V 29 hollow glass energy-saving related curtain call Photon crystal project 1,200,000.00 High Luminance low reduction direct plug LED 800,000.00 industrial development Purchase of equipment for semi-conductor lighting 650,000.00 technical development project Environment and energy- 500,000.00 saving projects Graphic background production and extension and 450,000.00 chip making Fund for optical-electric 420,000.00 product projects Shenzhen hi-tech industry 349,339.00 subsidy Nanchang Hi-Tech District Financial Bureau export 327,200.00 credit insurance subsidy Nanchang Hi-Tech inland 262,000.00 freight subsidy Nanchang Financial Bureau 236,700.00 2011 on-job training subsidy Nanchang Hi-Tech 2011 184,800.00 inland freight subsidy Shenzhen Nanshan District science and technology 150,000.00 development fund Nanchang Hi-Tech District 120,000.00 export subsidy Nanchang Hi-Tech District 2011 Award for Great Tax 100,000.00 Contribution Others 13,500.00 75,717.00 Total 1,815,855.07 6,275,756.00 43. Non-business expenses Amount occurred Amount accounted Occurred in Item in the current into the current previous period period accidental gain/loss -69- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Total of losses from disposal of 617,106.70 220,018.04 617,106.70 non-current assets 其中:Fixed assets impairment loss 446,022.67 220,018.04 Donation 367,000.00 120,000.00 367,000.00 Penalty and overdue fine 173,744.23 99,350.01 173,744.23 Others 186,524.37 3,223,156.38 186,524.37 Total 1,344,375.30 3,662,524.43 1,344,375.30 44. Income tax expenses Amount occurred in the Occurred in previous Item current period period Income tax calculated according to the 19,777,942.50 11,618,150.98 law and regulations of current term Adjustment of differed income tax -528,180.90 1,485,543.83 Total 19,249,761.60 13,103,694.81 Note: The income tax expense increased by 46.90%, mainly attributable to increase in the business profit. 45. Calculation of the basic earning per share Amount Occurred in Item Code occurred in the previous period current period Net profit attributable to common share holders of the Company P1 85,676,863.78 24,948,377.20 Accidental gain/loss attributable to common share holders of the Company F 17,587,102.82 17,283,472.22 Net profit attributable to the common owners of the PLC after deducting of non-recurring P2=P1-F 7,361,274.38 gains/losses 68,393,391.56 Influence of diluting events on net profit attributable to common share holders of the P3 Company Influence of diluting events on net profit attributable to the common owners of the PLC P4 after deducting of non-recurring gains/losses Opening share number S0 756,909,905 756,909,905 Amount of shares increased by capitalizing of S1 common reserves or share dividend Amount of shares increased by issuing of new Si shares or transforming of debt to shares Number of months from the next month of share increasing by issuing of new shares or Mi transferring of debts to the end of report term Amount of shares decreased by repurchasing of Sj shares in the report term Number of months since the next month of Mj share decreasing to the end of report term Amount of shares reduced Sk Number of months in the report term M0 12 12 Weighted average of common shares issued S=S0+S1+Si*M 756,909,905 756,909,905 -70- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) outside i/M0- Sj*Mj/M0-Sk Add: the weighted average of common shares increased assuming the diluting potential X1 common shares transferred into issued common shares Weighted average of common shares for calculating diluted earnings per share X2=S+X1 756,909,905 756,909,905 Including: Weighted average of common shares increased by conversion of corporate bonds Weighted average of common shares increased by exercising of subscription warrants/options Weighted average of common shares increased by performance of repurchase promise Earnings per share attributable to common share holders of the Company Y1=P1/S 0.11 0.03 Basic earnings per share attributable to the common owners of the PLC after deducting of Y2=P2/S 0.09 0.01 non-recurring gains/losses Notes: There is no dilution factor in the Company; Shenyang Fangda's business has been suspended. The basic and diluted earnings per share from continuous and suspended business attributable to common shareholders are calculated after deducting the net profit of suspended business: Amount occurred Occurred in Calculation of earnings per share in the current previous period period Net profit attributable to common shareholders 85,676,863.78 24,948,377.20 of the parent company Including: continuous operating net profit 93,408,134.64 59,427,097.73 Net profit from suspended business -7,731,270.86 -34,478,720.53 Basic earnings per share 0.11 0.03 Including: basic earnings per share from 0.12 0.08 continuous business Basic earnings per share from suspended -0.01 -0.05 business Notes: ① The net profit from suspended business in 2013 includes: the net project of RMB- 12,072,513.31 of Shenyang Fangda and its subsidiaries, RMB583,874.95 of Fangda Yide and RMB-44,689.47 of Fangda Aluminium. ② The net profit from suspended business in 2012 includes: the net project of RMB- 52,244,875.27 of Shenyang Fangda and its subsidiaries, RMB583,874.95 of Fangda Yide and RMB-1,322,855.03 of Fangda Aluminium. 46. Other miscellaneous income -71- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Amount Occurred in Item occurred in the previous period current period 1. Amount of gain (loss) from sellable financial assets 1,533,000.00 Less: Income tax influence of available-for-sale 383,250.00 financial assets Net amount written into other gains and 1,398,250.00 transferred into gain/loss in previous terms Subtotal -248,500.00 5. Others 91,831.63 Less: Income tax influence by other accounted into 22,957.91 other misc. incomes Net amount written into other gains and 1,108,815.63 transferred into gain/loss in previous terms Subtotal -1,108,815.63 68,873.72 Total -1,108,815.63 -179,626.28 47. Notes to cash flow statement items (1) Other cash inflow related to operation Amount occurred in Occurred in Item the current period previous period Interest income 3,091,050.93 3,631,146.87 Subsidy income 12,041,679.00 2,255,756.00 Retrieving of deposits for exchange bills 174,858.62 141,419.27 Retrieving of bidding deposits 4,508,546.79 4,280,000.00 Other operating accounts 21,236,605.34 14,119,288.91 Total 41,052,740.68 24,427,611.05 (2) Other cash paid related to operation Amount occurred in Occurred in Item the current period previous period Sales expense 16,096,357.83 17,220,430.72 Administrative expense 39,553,659.77 40,350,093.26 Bidding deposit paid 9,952,466.34 12,009,571.37 Net draft deposit net paid 10,697,929.46 6,517,836.18 Other trades 14,449,566.74 23,815,008.98 Total 90,749,980.14 99,912,940.51 (3) Other cash received related to investment activities Amount occurred in Occurred in Item the current period previous period Bidding and contract deposit related to 429,055.00 4,022,500.00 construction projects (4) Other cash paid related to investment activities -72- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Amount occurred in Occurred in Item the current period previous period Bidding deposit paid related to construction 1,659,058.00 2,050,000.00 projects (5) Other cash paid related to financing Amount occurred in Occurred in Item the current period previous period Short-term bond financing costs 1,100,000.00 48. Supplementary data of cash flow statement (1) Supplementary data of cash flow statement Amount occurred in the Occurred in previous Supplementary information current period period 1. Net profit adjusted to cash flow of business operation Net profit 81,400,779.56 6,443,242.38 Plus: Asset impairment provision 33,783,118.67 50,714,112.55 Fixed asset and investment real estate depreciation 23,877,998.21 21,459,062.00 Amortization of intangible assets 3,920,173.92 4,557,857.66 Amortization of long-term amortizable expenses 1,362,450.83 716,916.61 Loss from disposal of fixed assets, intangible assets, and other long-term assets (“-“ for gains) 410,730.16 -910,370.11 Loss from fixed asset discard (“-“ for gains) 51,823.92 67,888.91 Loss from fair value fluctuation (“-“ for gains) -16,647,859.74 -12,290,834.22 Financial expenses (“-“ for gains) 25,012,994.14 27,664,639.55 Investment losses (“-“ for gains) -300,866.92 -3,448,207.99 Decrease of deferred income tax asset (“-“ for increase) -4,974,658.47 -2,553,647.50 Increase of deferred income tax asset (“-“ for increase) 4,446,477.57 4,039,191.33 Decrease of inventory (“-“ for increase) -22,336,480.28 -16,572,487.74 Decrease of operational receivable items (“-“ for increase) -198,931,167.94 -127,562,194.03 Increase of operational receivable items (“-“ for decrease) 235,992,177.52 123,663,306.62 Others -10,523,070.84 -16,726,404.65 Cash flow generated by business operations, net 156,544,620.31 59,262,071.37 2. Major investment and financing operation not involving with cash Debt transferred to assets Convertible corporate bonds due within one year Fixed assets under finance leases 3. Net change of cash and cash equivalents Balance of cash at period end 285,237,255.38 240,167,372.86 Less: Initial balance of cash 240,167,372.86 300,177,008.78 Add: Ending balance of cash equivalents Less: Ending balance of cash equivalents Net increase in cash and cash equivalents 45,069,882.52 -60,009,635.92 (2) Composition of cash and cash equivalents -73- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Item Closing amount Opening amount 285,237,255.3 240,167,372.86 I. Cash 8 Including: Cash in stock 33,975.32 10,565.48 285,145,634.3 Bank savings can be used at any time 240,155,936.57 3 Other monetary capital can be used at 57,645.73 870.81 any time 2. Cash equivalents Including: bond investment due within three months 3. Balance of cash and cash equivalents at 285,237,255.3 240,167,372.86 end of term 8 (3) Adjustment of monetary capital and cash and cash equivalent Cash and cash equivalent listed in the cash flow Amount statement include: Monetary capital in the end of the period 333,876,921.97 Less: Deposit of which use is limited 48,639,666.59 Add: Treasure bonds held for less than 3 months Balance of cash and cash equivalents at end of period 285,237,255.38 (VI) Related parties and transactions 1. Major shareholders Register Legal Organizatio Major Relatio Ownership ed representa Business n code shareholder nship type address tive Shenzhen Banglin Technologies Affiliat Shenzhe Chen Industrial Ltd. liability 72984005-5 Development Co., ed party n Jinwu investment Ltd. Shenzhen Shilihe Affiliat Shenzhe Wang Industrial Investment Co., Ltd. liability 72984450-7 ed party n Shengguo investment Ltd. Shengjiu Affiliat Hong Xiong Industrial 59046683- Ltd. liability Investment Ltd. ed party Kong Jianming investment 000-10-12-7 Major shareholders (Continued): Registered capital Shareholding in the Voting rights in the Major shareholder (in RMB10,000) Company % Company % Shenzhen Banglin Technologies 3,000.00 9.09 9.09 Development Co., Ltd. Shenzhen Shilihe Investment 1,978.0992 2.36 2.36 Co., Ltd. Shengjiu Investment Ltd. HKD1.00 3.52 3.52 Notes: ① All of the investors of Shenzhen Banglin Technology Development Co., Ltd., the -74- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) holding shareholder of the Company, are natural persons. Among them, Chairman Xiong Jianming is holding 85% of the shares, and Mr. Xiong Xi – son of Mr. Xiong Jianming, is holding 15% of the shares. ② Among the top 10 shareholders, Shenzhen Banglin Technology Development Co., Ltd. and Shengjiu Investment Co., Ltd. are parties action-in-concert. Shenzhen Banglin Technology Development Co., Ltd. and Shenzhen Shilihe Investment Co., Ltd. are related parties. The Company is not notified of other action-in-concert or related parties among the other holders of current shares. 2. Profiles of the subsidiaries See Note IV 1. 3. Affiliates of the Company See Note V 7. 4. Related transactions Related guaranteed loans are listed as follows by December 31, 2013: Beneficiary Amount Completed Guarantor Start date End date party guaranteed or not The Fangda 50,000,000.0 2013-11-5 2014-11-5 No Company Decoration 0 The Fangda 50,000,000.0 2013-10-31 2014-10-31 No Company Decoration 0 The Company Fangda 50,000,000.0 Fangda 2013-10-30 2014-10-29 No Decoration 0 New Material The Fangda 40,000,000.0 2013-11-1 2014-10-22 No Company Decoration 0 The Fangda 42,000,000.0 2013-11-1 2014-10-28 No Company Decoration 0 The Fangda 18,000,000.0 2013-11-1 2014-9-11 No Company Decoration 0 The Company Fangda 15,000,000.0 Fangda 2013-9-29 2014-9-28 No Automatic 0 New Material VII. Contingencies 1. Contingent liabilities formed by material lawsuit or arbitration, and their influences on the financial position -75- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Target Plaintiff Defender Case Court Progress amount The 1st RMB17.07 Engineering First Wang Weihong Fangda Decoration Middle Court million and dispute instance of Chongqing its interest Note: In 2010, Wang Weihong sued to the 1st Middle Court of Chongqing against Fangda Decoration – one of the Company’s subsidiaries, claiming for payment RMB17 million project payment and interest, while Fangda Decoration claimed RMB18 million of project payment and related loss. Currently, the process of evidence challenging has completed with damage verified. The case is yet to enter the debating procedure. An amount of RMB12 million in the bank account of Fangda Decoration has been frozen by the court. 2. Pending major lawsuits On January 2, 2003, Guangzhou Middle Court issued a civil case conciliation statement (2002) 穗中法民三初字 No. 00596 to rule that the Guangzhou Yi An Square Real Estate Development Co., Ltd. to make the engineering payment of RMB5,621,329.63 to Fangda Decoration within 15 days of the effectiveness of the conciliation statement. By December 31, 2014 , Fangda Decoration has recovered RMB1,950,000.00. 3. Contingent liabilities formed by providing of guarantee to other companies’ debts and their influences on financial situation By December 31, 2013, the Company has provided loan guarantees for the following entities: Name of Guarantee Amount Term Notes guaranteed entity Fangda Decoration Guarantee 50,000,000.00 2013.11.5-2014.11.5 Borrowing Fangda Decoration Guarantee 50,000,000.00 2013.10.31-2014.10.31 Borrowing Fangda Decoration Guarantee 50,000,000.00 2013.10.30-2014.10.29 Borrowing Fangda Decoration Guarantee 40,000,000.00 2013.11.1-2014.10.22 Borrowing Fangda Decoration Guarantee 42,000,000.00 2013.11.1-2014.10.28 Borrowing Fangda Decoration Guarantee 18,000,000.00 2013.11.1-2014.9.11 Borrowing Fangda Automatic Guarantee 15,000,000.00 2013.9.29-2014.9.28 Borrowing Total 265,000,000.00 The Company has no other contingent events that should be disclosed by December 31, 2013. VIII. Commitments The Company has no other commitments that should be disclosed by December 31, 2013. IX. Post-balance-sheet events 1. Notes to profit distribution in post balance sheet period The Company held the 28th meeting of 6th Board of Directors on March 7, 2014 to vote for the proposal of dividend distribution for year 2013. According to the resolution of the meeting, the Company will distribute a cash dividend of RMB0.30 (including tax) for each ten shares -76- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) to all shareholders on the basis of 756,909,905 shares with a total amount of RMB22,707,297.15. No dividend share or capitalization share is issued in the year. 2. Notes to other issues in post balance sheet period The Company has no other issues in post balance sheet period that need to be disclosed on March 7, 2014 (report date approved by the Board of Directors). X. Other material events 1. Fangda Town reconstruction project According to Announcement “2012 Shenzhen Urban Renewal Plan The First Projects” (Draft) issued by the Shenzhen Planning and Land Resources Committee on February 2, 2012, the Company’s Fangda Town project in Longjing, Xili, Nanshan District has been incorporated into the “2012 Shenzhen Urban Renewal Plan The First Projects” (Draft) by developed by Shenzhen Planning and Land Resources Committee. The Nanshan Taoyuan Fangda Town Renovation Plan submitted by the Company has been principally approved by the Building and Environment Art Commission of Shenzhen Urban Planning Commission. The Company will fund the construction of the project through its wholly-owned subsidiary Fangda Property Development with a total investment of about RMB2.5 billion. 2. Assets and liabilities measured at fair value (1) The investment real estate measured by fair value at the end of the period. If there is quotation in an active market for similar assets or in an inactive market for same or similar assets, adjust the fair value based on the quotation. The ending value amounted to RMB174,778,756.62. (2) Assets measured at fair value Accumulativ Impairme e changes in Gain/loss nt fair value caused by provided Item Opening amount accounting Closing amount changes in in the into the fair value period income account Investment real 16,647,859.7 91,831.6 174,778,756.6 estate 254,766,256.33 4 3 2 XI. Notes to Financial Statements of the Parent 1. Account receivable (1) Account receivable are disclosed by categories Closing amount Type Proportion Bad debt Proportion Amount Net % provision % Account receivable with major individual amount and bad debt provision provided individually -77- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Account receivable for which bad debt provision is made by group 623,154.11 100.00 18,694.62 3.00 604,459.49 Including: receivable out of the consolidation 623,154.11 100.00 18,694.62 3.00 604,459.49 Subtotal 623,154.11 100.00 18,694.62 3.00 604,459.49 Account receivable with minor individual amount and bad debt provision provided individually Total 623,154.11 100.00 18,694.62 3.00 604,459.49 Account receivable are disclosed by categories (Continued) Opening amount Type Proportion Bad debt Proportion Amount Net % provision % Account receivable with major individual amount and bad debt provision provided individually Account receivable for which bad debt provision is 8,455,543.17 100.00 3,298,401.79 39.01 5,157,141.38 made by group Including: receivable out of the consolidation 8,455,543.17 100.00 3,298,401.79 39.01 5,157,141.38 Subtotal 8,455,543.17 100.00 3,298,401.79 39.01 5,157,141.38 Account receivable with minor individual amount and bad debt provision provided individually Total 8,455,543.17 100.00 3,298,401.79 39.01 5,157,141.38 Notes: ① In the group, the account receivable of which bad debt provision is made through the account aging method: Closing amount Opening amount Age Bad debt Bad debt Amount Proportion % Amount Proportion % provision provision Less 623,154.1 than 1 100.00 18,694.62 490,582.84 5.80 14,717.49 1 year 1-2 1,196,767.8 14.15 119,676.78 years 0 2-3 1,100,443.7 13.01 330,133.13 years 5 Over 3 5,667,748.7 2,833,874.3 67.04 years 8 9 623,154.1 8,455,543.1 3,298,401.7 Total 100.00 18,694.62 100.00 1 7 9 (2) There is no receivable account that has been fully provided of bad debt, or with a great providing percentage, and recovered or written back in the same year, or such account with major amount. (3) No written-off account receivable during the period -78- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (4) No shareholder or affiliate holding 5% or above shares with voting rights of the Company owes any account receivable to the Company at the end of period. (5) Top 5 account receivable Percentage in the Relationship with Entity Amount Term total account the Company receivable % Less Non-affiliated Sky Solutions 105,171.00 than 1 16.88 party year Less Shenzhen Aidong Non-affiliated 79,087.50 than 1 12.69 Investment party year Less Shenzhen Gaojian Non-affiliated 68,979.55 than 1 11.07 Industrial Co., Ltd. party year Less Shenzhen Dianlitong Non-affiliated 67,332.04 than 1 10.81 Technologies Co., Ltd. party year Shenzhen Less Non-affiliated Fuchuangtong 53,207.88 than 1 8.54 party Technology Co., Ltd. year Total 59.99 373,777.97 2. Other receivables (1) Other receivables are disclosed by categories Closing amount Type Proportion Bad debt Proportion Amount Net % provision % Other receivables with major individual amount and bad debt provision provided individually Other receivables for which bad debt provision is made by 572,239,771.28 99.99 619,111.55 0.11 571,620,659.73 group Including: receivable out of the consolidation 1,900,854.89 0.33 619,111.55 32.57 1,281,743.34 Receivable accounts consolidated 570,338,916.39 99.66 570,338,916.39 Subtotal 572,239,771.28 99.99 619,111.55 0.11 571,620,659.73 Other receivables with minor individual amount and bad debt 77,046.00 0.01 77,046.00 100.00 provision provided individually Total 572,316,817.28 100.00 696,157.55 0.12 571,620,659.73 Other receivables are disclosed by categories (Continued) -79- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Opening amount Type Proportion Bad debt Proportion Amount Net % provision % Other receivables with major individual amount and bad debt provision provided individually Other receivables for which bad debt provision is made by 512,866,447.85 99.98 567,657.33 0.11 512,298,790.52 group Including: receivable out of the consolidation 2,213,985.94 0.43 567,657.33 25.64 1,646,328.61 Receivable accounts consolidated 510,652,461.91 99.55 510,652,461.91 Subtotal 512,866,447.85 99.98 567,657.33 0.11 512,298,790.52 Other receivables with minor individual amount and bad debt 77,046.00 0.02 77,046.00 100.00 provision provided individually Total 512,943,493.85 100.00 644,703.33 0.13 512,298,790.52 Notes: ① In the group, the other receivables of which bad debt provision are made through the account aging method: Closing amount Opening amount Age Bad debt Bad debt Amount Proportion % Amount Proportion % provision provision Less than 1 year 495,648.00 26.08 14,869.44 953,182.40 43.05 28,595.47 1-2 years 144,403.35 7.60 14,440.34 203,000.00 9.17 20,300.00 2-3 years 203,000.00 10.68 60,900.00 50,699.54 2.29 15,209.86 Over 3 1,057,803.5 1,007,104.0 years 55.64 528,901.77 45.49 503,552.00 4 0 1,900,854.8 2,213,985.9 Total 100.00 619,111.55 100.00 567,657.33 9 4 ② Other receivables with minor individual amount and bad debt provision provided individually Remaining Bad debt Provision rate Description Reason book value provision % Unlikely to Trade receivable 44,546.00 44,546.00 100.00 recover Engineering Unlikely to receivables 24,000.00 24,000.00 100.00 recover Unlikely to Receivable deposit 4,500.00 4,500.00 100.00 recover Engineering Unlikely to receivables 4,000.00 4,000.00 100.00 recover Total 77,046.00 77,046.00 100.00 -80- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) (2) There is no receivable account that has been fully provided of bad debt, or with a great providing percentage, and recovered or written back in the same year, or such account with major amount. (3) No other receivable is written off in the current period. (4) No shareholder holding 5% or above shares with voting rights of the Company owes any other receivable to the Company at the end of period. (5) Top 5 other receivable Relationship Nature or Percentage in with the description Entity Amount Term the total other Company receivables % Less Fangda Affiliated party 297,383,545.30 than 1 Trades 51.96 Property year Less Fangda Affiliated party 223,254,619.46 than 1 Trades 39.01 Decoration year Less Affiliated party 3,230.28 than 1 Trades year 1-2 Affiliated party 6,529.28 Trades HK Junjia years 2-3 Affiliated party 49,352.88 Trades 0.01 years Over 3 Affiliated party 30,330,898.93 Trades 5.30 years Less Kexunda Affiliated party 12,295,215.27 than 1 Trades 2.15 year 2-3 Affiliated party 6,674,389.28 Trades 1.17 Shenyang years Fangda Over 3 Affiliated party 232,382.30 Trades 0.04 years Total -- 570,230,162.98 -- -- 99.64 (6) Nature and description of major other receivables Entity Amount Nature or description Shenzhen Longevity Pharmaceutical Co., Ltd. 984,375.00 Building compensation (7) Receivables from affiliates Percentage in the total other Relationship with the Entity Amount receivables % Company Fangda Affiliated party 223,254,619.46 39.01 Decoration HK Junhjia Affiliated party 30,390,011.37 5.31 -81- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Shenyang Affiliated party 6,906,771.58 1.21 Fangda Kexunda Affiliated party 12,295,215.27 2.15 Shenzhen Affiliated party 108,753.41 0.02 Woke Fangda Affiliated party 297,383,545.30 51.96 Property Total -- 570,338,916.39 99.66 3. Long-term share equity investment -82- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Notes to Proporti inconsisten on of ce between Cash Shareholdi voting Provisi Name of Audit the dividen Investment Ending Closing ng in the rights in Impairment on made invested metho Change shareholdin d in cost balance balance invested the provision in this entity d entity (%) invested g and the period entity voting period (%) right proportion ① Investment in subsidiari es Fangda Cost 305,000,000. 305,000,000. 305,000,000. 98.39 98.39 Decoration 00 00 00 Fangda Cost 19,800,000.0 19,800,000.0 19,800,000.0 19,800,000. 99.00 99.00 Aluminium 0 0 0 00 Fangda Yide Cost 19,907,760.0 19,907,760.0 19,907,760.0 19,907,760. 75.00 75.00 0 0 0 00 HK Junhjia Cost 10,600.00 10,600.00 10,600.00 100.00 100.00 10,600.00 Fangda Cost 170,385,071. 170,385,071. 170,385,071. 94.08 94.08 Automatic 73 73 73 Fangda New Cost 74,496,600.0 74,496,600.0 74,496,600.0 75.00 75.00 Material 0 0 0 Shenyang Cost 109,560,000. 108,852,073. 108,852,073. 64.58 64.58 Fangda 00 85 85 Kexunda Cost 1,000,000.00 1,000,000.00 1,000,000.00 100.00 100.00 Fangda Cost 50,000,000.0 10,000,000.0 40,000,000. 50,000,000.0 Property 100.00 100.00 0 0 00 0 ② Investment in affiliates -83- China Fangda Group Co., Ltd. Notes to Financial Statements 2013 (Unless otherwise stated, all the amounts are nominated in RMB) Shenzhen Ganshang Equit 10,000,000.0 Joint 9,994,565.55 9,994,565.55 20.40 20.40 y 0 Investment Co., Ltd. Total 760,160,031.73 709,452,105.58 49,994,565.55 759,446,671.13 39,718,360.00 -84- 方大集团股份有限公司 财务报表附注 2013 年度(除特别注明外,金额单位为人民币元) 4. Operational revenue and costs (1) Turnover Amount occurred in the current Occurred in previous Item period period Major business turnover Other business 45,659,921.07 46,185,831.72 income Operation cost 10,980,932.52 11,267,937.63 (2) Business segments (on industries) Amount occurred in the current period Occurred in previous period Industry Turnover Operation cost Turnover Operation cost House lease 45,659,921.07 10,980,932.52 46,185,831.72 11,267,937.63 (4) Business segments (by regions) Amount occurred in the current period Occurred in previous period Region Turnover Operation cost Turnover Operation cost Domestic 45,659,921.07 10,980,932.52 46,185,831.72 11,267,937.63 (5) Revenue from top five customers Customer Total operating revenue Percentage in total turnover of the Company % No.1 7,903,917.72 17.31 No.2 7,828,181.00 17.14 No.3 1,835,584.20 4.02 No.4 987,064.20 2.16 No.5 980,786.91 2.15 Total 19,535,534.03 42.78 5. Investment income Amount Occurred in Item occurred in the previous current period period Gains from long-term equity investment measured by 39,356,000.00 costs Gains from long-term equity investment measured by -5,434.45 equity Gains from sellable financial assets and similar 4,548,207.99 Total -5,434.45 43,904,207.99 6. Supplementary data of cash flow statement Amount occurred in Occurred in previous Supplementary information the current period period 1. Net profit adjusted to cash flow of business operation -85- 方大集团股份有限公司 财务报表附注 2013 年度(除特别注明外,金额单位为人民币元) Net profit 158,945,992.66 58,184,657.79 Plus: Asset impairment provision -3,228,252.95 326,187.02 Fixed asset and investment real estate depreciation 3,544,338.93 2,768,825.10 Amortization of intangible assets 633,639.50 658,245.20 Amortization of long-term amortizable expenses 25,157.27 Loss from disposal of fixed assets, intangible assets, and other long-term assets (“-“ for gains) -191,838,123.97 -6,525.64 Loss from fixed asset discard (“-“ for gains) 36,756.07 67,888.91 Loss from fair value fluctuation (“-“ for gains) -16,647,859.74 -13,791,134.22 Financial expenses (“-“ for gains) 19,221,420.48 14,606,321.17 Investment losses (“-“ for gains) 5,434.45 -43,904,207.99 Decrease of deferred income tax asset (“-“ for increase) -9,216.25 2,082,082.91 Increase of deferred income tax asset (“-“ for increase) 52,405,087.86 4,450,464.09 Decrease of inventory (“-“ for increase) Decrease of operational receivable items (“-“ for increase) 247,913,465.21 -246,906,847.34 Increase of operational receivable items (“-“ for decrease) 109,065,053.78 17,207,519.64 Others Cash flow generated by business operations, net 380,072,893.30 -204,256,523.36 2. Major investment and financing operation not involving with cash Debt transferred to assets Convertible corporate bonds due within one year Fixed assets under finance leases 3. Net change of cash and cash equivalents Balance of cash at period end 67,973,808.76 25,540,604.84 Less: Initial balance of cash 25,540,604.84 24,337,261.80 Add: Ending balance of cash equivalents Less: Ending balance of cash equivalents Net increase in cash and cash equivalents 42,433,203.92 1,203,343.04 XII. Supplementary Materials 1. Detailed accidental gain/loss Amount occurred in the Item current period Gain/loss of non-current assets -462,554.08 Government subsidies accounted into current gain/loss account, other than those closely related to the Company’s common business, comply with the national 1,815,855.07 policy and continues to enjoy at certain fixed rate or amount. Capital using expense charged to non-financial enterprises 2,149,420.09 Gain/loss from change of fair value of investment property measured at fair value in follow-up measurement 16,647,859.74 Gain from entrusted investment or assets management 306,301.37 Other non-business income and expenditures other than the above 1,929,934.59 Total non-recurring gain and loss 22,386,816.78 Less: Influence of non-recurring gain and loss on income tax 5,177,842.87 Net non-recurring gain and loss 17,208,973.91 Less: Influence of non-recurring attributable to minority shareholders (after-tax) -74,498.31 Non-recurring gain/loss attributable to common share holders of the Company 17,283,472.22 -86- 方大集团股份有限公司 财务报表附注 2013 年度(除特别注明外,金额单位为人民币元) 2. Net income on asset ratio and earnings per share Weighted average Earnings per share net income/asset Profit of the report period Basic earnings per Diluted earnings ratio (%) share per share Net profit attributable to common shareholders of the Company 7.61% 0.11 Net profit attributable to the common owners of the PLC after deducting of non- 6.07% 0.09 recurring gains/losses The calculation process of weighted average net income/asset ratio is shown as follows: Item Code Report period Net profit attributable to common share holders of the Company P1 85,676,863.78 Accidental gain/loss attributable to common share holders of the Company F 17,283,472.22 Net profit attributable to the common owners of the PLC after deducting of non-recurring gains/losses P2=P1-F 68,393,391.56 Initial net profit attributable to common shareholders of the 1,098,612,195.5 E0 Company 7 Net assets attributable to common shareholders of the Company Ei after new share issue or conversion of bonds into shares Number of months from the next month of share increasing by Mi issuing of new assets to the end of report term Net assets attributable to common shareholders of the Company decreased due to repurchase or cash dividend during the report Ej 22,540,512.87 period Number of months from the next month of share increasing by issuing of decreased assets to the end of report term Mj 8.00 Change in net assets caused by other matters Ek -1,108,815.63 Number of months from the next month of other net assets Mk changes to the end of report term Number of months in the report term M0 12 Ending net assets attributable to common shareholders of the 1,160,639,730.8 E1 Company 5 E2=E0+P1/2+Ei*M Weighted average net assets attributable to common shareholders i/M0- 1,126,423,618.8 of the Company Ej*Mj/M0+Ek*M 8 k/M0 Weighted average net asset ratio attributable to common shareholders of the Company Y1=P1/E2 7.61% Weighted average assets ratio attributable to the common owners of the Company after deducting of non-recurring gains/losses Y2=P2/E2 6.07% XIII. Approval of financial statements The financial statements and notes are approved at the 28th meeting of the 6th Board of Directors held on March 7, 2014. -87- 方大集团股份有限公司 财务报表附注 2013 年度(除特别注明外,金额单位为人民币元) China Fangda Group Co., Ltd. March 7, 2014 -88-