Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Midea Group Co., Ltd.
Report for the First Quarter of 2015
April 2015
1
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Section I. Important Reminders
1.1 The Board of Directors, the Supervisory Committee as well as all directors,
supervisors and senior management staff of Midea Group Co., Ltd. (hereinafter
referred to as the “Company”) warrant that this report contains no false records,
misleading statements or material omission. And they shall be jointly and severally
liable for the factuality, accuracy and completeness of the contents of this report.
1.2 All directors have attended the Q1 report review board meeting.
1.3 The Q1 Financial Report has not been audited by a CPAs firm.
1.4 Mr. Fang Hongbo, Chairman of the Board and President of the Company, and Ms.
Yuan Liqun, responsible person for the Company’s financial affairs, have represented
and warranted that the financial report in this report is factual, accurate and complete.
1.5 This report has been prepared in both Chinese and English. Should there be any
misunderstanding between the two versions, the Chinese version shall prevail.
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Section II. Financial Highlights & Changes in Shareholders
I. Major accounting data and financial indexes
Does the Company adjust retrospectively or restate accounting data of previous years due to changes in
accounting policy or correction of any accounting error?
□ Yes √ No
Jan.-Mar. 2015 Jan.-Mar. 2014 +/- (%)
Sales revenues (RMB’000) 42,426,713.97 38,351,110.06 10.63%
Net profit attributable to shareholders of
3,342,134.83 2,538,849.11 31.64%
the Company (RMB’000)
Net profit attributable to shareholders of
the Company after extraordinary gains and 3,019,956.04 2,889,535.17 4.51%
losses (RMB’000)
Net cash flows from operating activities
2,498,715.37 3,223,813.31 -22.49%
(RMB’000)
Basic EPS (RMB Yuan/share) 0.79 0.60 31.67%
Diluted EPS (RMB Yuan/share) 0.79 0.60 31.67%
Weighted average ROE (%) 8.11% 7.47% 0.64%
31 Mar. 2015 31 Dec. 2014 +/- (%)
Total assets (RMB’000) 135,830,927.66 120,292,088.16 12.92%
Net assets attributable to shareholders of
42,939,219.43 39,470,499.84 8.79%
the Company (RMB’000)
Total share capital of the Company on the last trading session before disclosure:
Total share capital of the Company on the last trading session
4,215,808,472
before disclosure (share)
Whether the Company's share capital changed and the change affected the owners' equity due to reasons like the
issuance of new shares, allotment of shares, equity incentive plans, and repurchases during the time from the end
of the reporting period to the date when this report was released
□ Yes √ No
Items and amounts of extraordinary gains and losses
√Applicable □Inapplicable
Unit: RMB’000
Item Jan.-Mar. 2015 Note
Gains/losses on the disposal of non-current assets (including the -24,085.96
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
offset part of asset impairment provisions)
Government grants recognized in the current period, except for
those acquired in the ordinary course of business or granted at
50,679.86
certain quotas or amounts according to the country’s unified
standards
Gain/loss on entrusting others with investments or asset
327,797.78
management
Gains and losses on change in fair value from tradable financial
assets and tradable financial liabilities, as well as investment
income from disposal of tradable financial assets and tradable
226,393.76
financial liabilities and financial assets available for sale, except
for effective hedging related to the normal businesses of the
Company
Non-operating income and expenses other than the above 18,487.37
Less: Income tax effects 172,995.55
Minority interests effects (after tax) 104,098.47
Total 322,178.79 --
Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in
the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said
explanatory announcement as a recurrent gain/loss item
□ Applicable √ Inapplicable
No such cases in the reporting period.
II. Total number of shareholders and shareholdings of the top ten shareholders at the
period-end
1. Total number of common shareholders and shareholdings of the top ten common shareholders at the
period-end
Unit: share
Total number of common shareholders at the
90,553
period-end
Shareholdings of the top ten common shareholders
Pledged or frozen
Shareholding Number of shares
Nature of Number of the
Name of shareholder percentage restricted shares Status
shareholder shares held Number of
(%) held of
shares
shares
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Domestic
Midea Holding Co., Ltd. non-state-owned 35.49% 1,496,250,000 1,496,250,000 Pledged 205,205,500
corporation
Domestic
Rongrui Equity Investment (Zhuhai)
non-state-owned 7.22% 304,500,000 0
Partnership (limited partnership)
corporation
Domestic
Fang Hongbo 2.17% 91,326,995 90,000,000
individual
Domestic
Tianjin CDH Jiatai Equity Investment
non-state-owned 1.85% 78,000,000 0
Partnership (limited partnership)
corporation
Domestic
Huang Jian 1.78% 75,160,057 75,000,000
individual
Domestic
Ningbo Maysun Equity Investment Partnership
non-state-owned 1.78% 75,000,000 75,000,000
(limited partnership)
corporation
Domestic
Yuan Liqun 1.44% 60,500,000 60,000,000
individual
Overseas
CDH M-Tech (HK) Co., Ltd. 1.42% 60,000,000 0
corporation
Overseas
CDH Spark (HK) Co., Ltd. 1.36% 57,500,000 0
corporation
Domestic
Huang Xiaoming 1.24% 52,213,366 50,000,000 Pledged 8,993,000
individual
Shareholdings of the top ten non-restricted common shareholders
Number of non-restricted Type of shares
Name of shareholder common shares held at the
Type Number
period-end
Rongrui Equity Investment (Zhuhai) Partnership (limited
304,500,000 RMB ordinary shares 304,500,000
partnership)
Tianjin CDH Jiatai Equity Investment Partnership (limited
78,000,000 RMB ordinary shares 78,000,000
partnership)
CDH M-Tech (HK) Co., Ltd. 60,000,000 RMB ordinary shares 60,000,000
CDH Spark (HK) Co., Ltd. 57,500,000 RMB ordinary shares 57,500,000
Merrill Lynch International 44,005,222 RMB ordinary shares 44,005,222
China Life Insurance Company Ltd.－Dividend－Individual
41,465,007 RMB ordinary shares 41,465,007
Dividend-005L-FH002Shen
UBS AG 39,177,207 RMB ordinary shares 39,177,207
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
National Social Security Fund 104 Portfolio 35,488,888 RMB ordinary shares 35,488,888
New China Life Insurance Company Ltd. － Dividend －
32,837,906 RMB ordinary shares 32,837,906
Individual Dividend-018L-FH002Shen
Morgan Stanley & Co. International Plc. 31,494,873 RMB ordinary shares 31,494,873
Two individual shareholders, Mr. Fang Hongbo and Ms. Yuan Liqun,
serve as a director and as a senior executive in Midea Group. CDH Jiatai,
CDH M-Tech and CDH Spark, which hold a total stake of 4.63% in
Midea Group, are related parties.
Related-parties or acting-in-concert parties among the
The company has not confirmed if any associated relationship exists
above-mentioned shareholders
among other shareholders of tradable shares and whether other
shareholders of tradable shares belong to persons acting-in-concert
specified in the "Management of Information Disclosure for
Shareholding Alteration in a Listed Company".
asTop ten non-restricted common shareholders taking part in
Inapplicable
securities margin trading (if any)
Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company
carry out any agreed buy-back in the reporting period?
□ Yes √ No
No such cases in the reporting period.
2. Total number of preference shareholders and shareholdings of the top ten preference shareholders at the
period-end
□ Applicable √ Inapplicable
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Section III. Significant Events
I. Major changes in main accounting statement items and financial indicators within the
reporting period, as well as reasons for the changes
√ Applicable □ Inapplicable
Unit: RMB’000
Increase/
Balance sheet items 31 Mar. 2015 31 Dec. 2014 Main reason for the change
Decrease (%)
Business grew and the operating
Monetary funds 9,210,123.97 6,203,282.81 48.47%
efficiency improved.
Due from banks and other financial Operating changes in Midea Group
1,046,502.02 2,126,444.99 -50.79%
institutions Finance
Changes in the fair value of
Derivative financial assets 308,051.02 162,513.84 89.55%
derivative financial assets
Notes receivable 27,551,795.43 17,097,233.37 61.15% Sales increased.
Accounts receivable 13,487,865.88 9,362,102.75 44.07% Sales increased.
Prepayments 2,093,978.64 1,414,470.45 48.04% Procurement increased.
Dividends receivable from associates
Dividends receivable 61,603.82 45,943.22 34.09%
increased.
Short-term borrowings from outside
Short-term borrowings 8,238,588.50 6,070,879.03 35.71%
increased.
Customer bank deposits due to banks Operating changes in Midea Group
213.58 7,493.81 -97.15%
and other financial institutions Finance
Changes in the fair value of
Derivative financial liabilities 103,679.33 74,960.70 38.31%
derivative financial assets
Notes payable 18,522,639.98 12,648,496.99 46.44% Procurement increased.
Remuneration for employees was
Payroll payable 1,208,350.59 2,199,776.95 -45.07%
paid.
Sales increased and income tax and
Taxes and fares payable 4,908,100.78 3,280,150.71 49.63%
VAT increased accordingly.
The dividends for last year were paid
Dividends payable 11,703.66 93,799.03 -87.52%
in the current period.
Non-current liabilities due within 1 Some non-current liabilities due
17,061.66 611,900.00 -97.21%
year within 1 year were repaid.
Jan.-Mar. Jan.-Mar. Increase/Dec
Income statement items Main reason for the change
2015 2014 rease (%)
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
The business scale of Midea Group
Interest expenses 98,854.06 68,558.65 44.19%
Finance expanded.
Business tax and surtaxes 329,869.89 215,272.48 53.23% Sales increased.
Selling expenses 5,363,077.42 3,710,417.81 44.54% Sales increased.
Financial expenses 195,782.99 -44,139.27 -543.56% Exchange losses increased.
Asset impairment losses 241,604.72 353,776.63 -31.71% Accounts receivable grew slower.
Changes in the fair value of
Gains on fair value changes 153,580.51 -776,075.05 -119.79%
derivative financial instruments
Financial management gains
Investment gains 527,790.47 272,930.60 93.38%
increased.
Gains on disposal of non-current
Gains on disposal of non-current assets 8,650.10 17,633.87 -50.95%
assets decreased.
Losses on disposal of non-current
Non-operating expense 43,517.96 81,111.66 -46.35%
assets decreased.
Losses on disposal of non-current Losses on disposal of non-current
26,312.08 62,182.41 -57.69%
assets assets decreased.
Income tax expenses 776,836.83 594,390.32 30.69% Profits increased.
Jan.-Mar. Jan.-Mar. Increase/Dec
Cash flow statement items Main reason for the change
2015 2014 rease (%)
Investments and financial
Net cash flows from investing activities -1,175,368.57 257,253.68 -556.89%
management increased.
Net cash flows from financing
1,325,027.56 4,571,664.18 -71.02% Borrowings secured decreased.
activities
II. Progress and influence of significant events, as well as the analysis and explanation on
solutions
√ Applicable □ Inapplicable
1. The Company and Beijing Jingdong Century Trading Co., Ltd., a subsidiary of Jingdong Group, signed on 31
Dec. 2014 a letter of intent for strategic cooperation in 2015, confirming the annual business goal of RMB10
billion between Midea and Jingdong as well as the wish to deepen cooperation in intelligent homes and channel
expansion. Jingdong, with its expertise in logistics, Internet technology, big data analysis and the intelligent cloud
platform, is beneficial to Midea’s e-commerce business.
2. On 12 Dec. 2014, the Proposal for the Plan for Private A-share Offering to Specific Entities was reviewed and
approved at the 25th Meeting of the 1st Board of Directors. The Company intended to issue RMB ordinary shares
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
(A-share) of 55,000,000 in number to Xiaomi Technology Co., Ltd. at RMB23.01/share, with the par value per
share at RMB1.00/share and the total raised funds not exceeding RMB1,265,550,000.
On 23 Jan. 2015, the Company received the CSRC Notice of Acceptance of Administrative Permission
Application (No. 150067) issued by China Securities Regulatory Commission (“CSRC”) dated 22 Jan. 2015. On
24 Apr. 2015, the Company disclosed the Announcement about Implementation of the 2014 Annual Profit
Distribution, with the date recorded as 29 Apr. 2015 and the ex-right and ex-dividend date on 30 Apr. 2015. Upon
completion of the profit distribution, the price for the said private A-share offering to Xiaomi Technology was
adjusted from RMB23.01/share to RMB22.01/share.
3. On 27 Mar. 2015, the Core Management Team Shareholding Plan and Midea Group Partners Plan (Draft) was
reviewed and approved at the 26th Meeting of the 1st Board of Directors, which was initiated to further improve
the corporate governance mechanism, increase the overall value, promote transformation of “managers” towards
“partners” and improve and reform the remuneration and incentive structure. The shareholding plan would be
rolled out to 31 core management personnel who have played and will play an important role in the Company’s
overall performance and its medium to long-term development, with capital from the Shareholding Plan special
fund, the holders’ own funds and the funds raised through financing under the staff shareholding plan. The special
fund provided for the first phase of the shareholding plan stood at RMB115 million. As the shareholding plan’s
Phase One holders’ meeting resolved, China International Capital Co., Ltd. (CICC) agreed to serve as the
administrator for the shareholding plan’s Phase One. On 21 Apr. 2015, the shareholding plan was reviewed and
approved at the 2014 Annual General Meeting.
4. On 27 Mar. 2015, the Proposal for Adjustments to the Incentive Receivers and Exercised Option Number of the
Stock Option Incentive Plan was reviewed and approved at the 26th Meeting of the 1st Board of Directors,
agreeing to the adjustments to the incentive receivers and exercising any option number for the equity incentive
plan Phase One due to resignations, position changes, disqualification in performance appraisal, by some
incentive receivers. After adjustments, the number of incentive receivers changed from 681 to 626 and the number
of stock options entitled but not yet exercised fell from 99,862,500 to 90,660,000. Meanwhile, the Proposal for the
Exercise-related Matters for the First Exercise Period for the Stock Option Incentive Plan Phase One was also
reviewed and approved at the Meeting. The exercise conditions for the first exercise period for the Stock Option
Incentive Plan Phase One were satisfied. 613 incentive receivers were confirmed and passed the appraisal for the
Stock Option Incentive Plan Phase One, with 29,840,000 exercisable stock options in the first exercise period.
5. On 27 Mar. 2015, the Proposal for the Stock Option Incentive Plan Phase II (Draft) and its abstract were
reviewed and approved at the 26th Meeting of the 1st Board of Directors. In order to further improve the corporate
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
governance structure, perfect the incentive mechanism, increase the sense of duty and mission of the management
team and key business personnel for the Company’s sustained and healthy development, and ensure the realization
of development objectives, the Company intended to grant 84,300,000 stock options to 738 incentive receivers,
which accounted for 2% of the totally issued shares. The exercise price for the said stock options was
RMB31.54/share. The Stock Option Incentive Plan Phase II can only be carried out when the Company files it to
CSRC with no dissent from the latter and after it is reviewed and approved by the General Meeting.
Index to the relevant
Overview of the significant event Date of disclosure announcement disclosed on
the website
Announcement about Midea and Jingdong Signing a Letter of Intent for
6 Jan. 2015 www.cninfo.com.cn
Strategic Cooperation
Announcement about CSRC’s Acceptance of the Private Offering
24 Jan. 2015 www.cninfo.com.cn
Application
Core Management Team Shareholding Plan & “Midea Group Partners
31 Mar. 2015 www.cninfo.com.cn
Plan” (Draft)
Announcement about Adjustments to the Incentive Receivers and
31 Mar. 2015 www.cninfo.com.cn
Exercised Option Number of the Stock Option Incentive Plan
Announcement about the Exercise-related Matters for the First Exercise
31 Mar. 2015 www.cninfo.com.cn
Period for the Stock Option Incentive Plan Phase I
Stock Option Incentive Plan Phase II (Draft) of Midea Group Co., Ltd. 31 Mar. 2015 www.cninfo.com.cn
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
III. Commitments made by the Company or any shareholder holding over 5% of the Company’s shares in the reporting period or such
commitments carried down into the reporting period
√ Applicable □ Inapplicable
Undertaking Undertaking
Undertaking Details of undertaking Term Particulars on the performance
giver date
1. Undertaking of Midea Holding Ltd. (hereinafter referred to as "Midea Apart from the 1. There has been no violation of commitments.
Holding"), and He Xiangjian, respectively the controlling shareholder and actual first item of
controller of Midea Group Co., Ltd., towards the lock-up period of shares. commitments,
He Xiangjian and Midea Holding have undertaken as follows: Within 36 months from its duration
Undertaking
the listing date of Midea Group's stocks, they will neither transfer or entrust others to validity spans
made in
Controlling manage their directly and indirectly held shares of Midea Group issued prior to this 36 months from
offering
shareholder, issuance, nor sell them to Midea Group. If they break the above undertaking, they will 28 Mar. the day of
documents or
actual assume all liabilities arising therefrom. 2013 Midea Group’s
shareholding
controller 2. Undertaking of Midea Holding and the actual controller He Xiangjian towards listing which is 2. There is no violation of commitments.
alternation
the maintenance of the independence of Midea Group. 18 Sept. 2013
documents
He Xiangjian and Midea Holding have undertaken as follows: He Xiangjian, Midea to 18 Sept.
Holding and their controlled enterprises will remain independent from Midea Group in 2016 , all other
respect of personnel, finance, assets, business and institutions, etc. in accordance with items are
relevant laws and regulations and regulatory documents. They will faithfully fulfill the indefinite.
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
above undertaking, and assume the corresponding legal liability. If they fail to fulfill
their obligations and responsibilities conferred by the undertaking, they will bear the
corresponding legal liabilities according to relevant laws, rules, regulations and
regulatory documents.
3. Undertaking of Midea Holding and the actual controller He Xiangjian towards 3. There has been no violation of commitments.
avoiding competition within the industry.
In order to avoid possible competition within the industry between Midea Group and
Midea Holding and its controlled enterprises as well as He Xiangjian, his immediate
family and his controlled companies, He Xiangjian and Midea Holding have
undertaken as follows:
(1). None of the entities or individuals mentioned above is or will be engaged in the
same or similar business as the existing main business of Midea Group and its
controlled companies. They are not or will not engage or participate in such business
that is competitive to the existing main business of Midea Group and its controlled
companies by controlling other economic entities, institutions or economic
organizations;
(2). If Midea Group and its controlled companies expand their business on the basis of
the existing ones to those where the above mentioned related entities or individuals are
already performing production and operation, as long as He Xiangjian is still the actual
controller of Midea Group, and Midea Holding the controlling shareholder, they will
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
agree on solving the problem of competition within the industry arising therefrom,
within a reasonable period;
(3). If Midea Group and its controlled companies expand their business scope on the
basis of the existing ones to those where the above mentioned related subjects have not
gone into production or operation, as long as He Xiangjian is still the actual controller
of Midea Group, and Midea Holding the controlling shareholder, they would undertake
as not to engage in any business competing with the new ones of Midea Group and its
controlled companies;
(4). In accordance with effective laws, regulations or other regulatory documents of
People's Republic of China, as long as He Xiangjian is identified as the actual
controller of Midea Group, and Midea Holding the controlling shareholder, they will
not change or terminate this undertaking.
(5). He Xiangjian and Midea Holding shall faithfully fulfill the above undertaking, and
assume the corresponding legal responsibilities. If they fail to fulfill their obligations
and responsibilities conferred by the undertaking, they would bear the corresponding
legal responsibilities according to relevant laws, rules, regulations and regulatory 4. There has been no violation of commitments.
documents.
4. Undertaking of Midea Holding and the actual controller He Xiangjian towards
the regulation of related transactions.
In order to regulate matters of related transactions that may occur in the future between
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Midea Group and Midea Holding and its controlled companies as well as He Xiangjian,
his immediate family and his controlled companies, He Xiangjian and Midea Holding
have undertaken as follows:
(1) They will regulate any related transactions with Midea Group and its controlled
companies using their utmost efforts to reduce them. For unavoidable related
transactions with Midea Group and its controlled companies, including but not limited
to commodity trading, providing services to each other or as agent, they will sign legal
normative agreements with Midea Group, and go through approval procedures in
accordance with related laws, regulations, rules, other regulatory documents, and
relevant provisions of the Articles of Association of Midea Group. They guarantee to
offer fair prices for related transactions, and fulfill the information disclosure
obligations in respect of the related transactions according to related laws, regulations,
rules, other regulatory documents, and relevant provisions of the Articles of
Association of Midea Group. They also guarantee not to illegally transfer funds or
profits from Midea Group, or damage the interests of its shareholders at their
advantages during the related transactions.
(2) They shall fulfill the obligation of withdrawing from voting that involves the above
mentioned related transactions at the general meeting of Midea Group;
(3) The related subject mentioned above shall not require Midea Group to offer more
favorable conditions than those to any independent third party in any fair market
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
transactions.
(4) In accordance with effective laws, regulations or other regulatory documents of
People's Republic of China, as long as He Xiangjian is identified as the actual
controller of Midea Group, and Midea Holding the controlling shareholder, they shall
not change or terminate this undertaking.
(5) He Xiangjian and Midea Holding will faithfully fulfill the above undertaking and
assume the corresponding legal liabilities. If they fail to fulfill their obligations and 5. So far, this shareholding transfer has not brought
responsibilities conferred by the undertaking, they will bear the corresponding legal about any loss caused by any dispute or potential
responsibilities according to relevant laws, rules, regulations and regulatory documents. disputes. There has been no violation of
5. Related undertaking by He Xiangjian, the actual controller of Midea Group, on commitments.
Midea Trade Union Committee transferring its limited equity of Midea Group.
On 4 January , 2001, the Midea Trade Union Committee signed the "Equity Transfer
Contract" with five people, i.e. He Xiangjian, Chen Dajiang, Feng Jingmei, Chen
Kangning and Liang Jieyin, where it transfered all limited equity of Midea Group (22.
85%) respectively to those five people. According to the confirmation letter issued by
members of the Midea Trade Union Committee at that time, the equity transfer price
was determined after mutual discussion on the basis of their true opinions, therefore
there was no dispute or potential dispute.
On 28 June, 2013, Foshan Shunde Beijiao General Union, superior department of
Midea Trade Union Committee, issued a confirmation letter to the fact that Midea
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Trade Union Committee funded the establishment of Midea Group Co., Ltd. In
addition, the letter also confirmed that the council of Midea Trade Union Committee is
entitled to dispose any property of the committee, and such property disposal does not
need agreement from all staff committee members.
Midea Holding and He Xiangjian, respectively the controlling shareholder and actual
controller of Midea Group Co., Ltd. have undertaken as follows: For any loss of Midea
Group caused by any dispute or potential dispute arising from the matters of equity 6. So far, the payment of the staff social insurance
transfer mentioned above, they are willing to assume full liability for such loss. and the housing provident fund has not brought
6. Commitments on Issues about Payment of the Staff Social Insurance and the about any controversy or potential disputes. There
Housing Provident Fund involved in Midea Group's Overall Listing has been no violation of commitments.
Midea Holding and He Xiangjian: Midea Holding have undertaken to be liable for (1)
paying such expenses and related expenses on time based on the requirements of
relevant state departments, if Midea Group is required to be liable for the payment of
staff social insurance and the housing provident fund and the payment required by
relevant state authorities prior to this merger, (2) paying corresponding compensation
for all direct and indirect losses incurred by Midea Group and its subsidiaries due to
this merger, (3) indemnifying and holding harmless Midea Group and its subsidiaries 7.1 The Process of Property Ownership Certificate:
in time from such expenses where Midea Group and its subsidiaries are required to pay The Report discloses that the Company is trying to get
them in advance. the Property Ownership Certificate for 177 of its
7. Commitments on issues about asset alteration, asset flaw and house leasing of properties, which cover an area of 2,148,485.65 square
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Midea Group and its subsidiaries meters. So far, 51 applications have been approved, the
Midea Holding and He Xiangjian have undertaken as follows: total area covers 1,638,892.27 square meters, which
(1) Midea Holding will do its utmost to assist and urge Midea Group (including its accounts for 76.28% of total area; 12 applications are
subsidiaries) to complete renaming procedures of related assets, such as land, houses, under process, covering an area of 449,431.84 square
trademarks, patents and stock rights, declared in the related files of this merger. Midea meters, accounting for 20.92% of total area. These 12
Holding will be liable for all compensations of losses caused by issues about renaming properties are in possession of ownership certificates
procedures of related assets mentioned above to Midea Group. have not brought about any controversy or dispute. The
(2) Midea Holding shall do its utmost to assist Midea Group (including its subsidiaries) remaining 114 properties, spanning an area of
to apply for ownership certificates of land and property declared in related files of this 60,161.54 square meters account for 2.8% of the total
merger. area. These properties are all small unit size auxiliary
(3) For those houses without ownership certificates due to incomplete formalities in the facilities such as secuirty booth, transformer room,
past, Midea Holding shall assist Midea Group (including its controlled subsidiaries) in power room, pump room, gas station and so on, for
going through relevant construction-related formalities again and obtaining the which property ownership certificates cannot be granted
corresponding house ownership certificates. If the competent authorities require Midea or applied for. So far these 114 properties have not been
Group to dismantle buildings that can not acquire the real estate registration procedures required to be dismantled by competent departments so
re-application, Midea Holding shall do its utmost to provide assistance and be liable for that these buildings are still in regular use, which has
any related expenses used in dismantling such buildings by Midea Group (including its not brought about any controversy or any company loss
subsidiaries). caused by disputes. There is no violation of
(4) Under any circumstances that Midea Group suffers from losses incurred through commitments.
no longer using those properties or failing to obtain or collect in time, the ownership 7.2 The Use of Rental Houses of This Company
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Report for the First Quarter of 2015 of Midea Group Co., Ltd.
certificates of those properties currently being used or any losses caused by other The Report discloses that as of 31 December, 2012 , our
reasons, Midea Holding shall compensate any loss for these reasons in time and in full. company used 113 leasing houses in total, of which our
Midea Holding shall compensate the actual loss Midea Group suffers, from any company can't get the property certificate of 100 leasing
circumstances above resulting from penalties subjected to by competent authorities or houses from the leasing party. So far the contracts of 77
through claims by any third party. out of the 113 rental houses haven't been signed to
(5) Based on issues of defective house leasing declared in related files of this merger, extend the leasehold. The property certificates of 2 of
Midea Holding shall provide sufficient compensations for all economic losses incurred the remaining 36 houses have been obtained while the
by Midea Group (including its subsidiaries) where the leasehold relations above other 34 certificates haven't been obtained. These 34
become invalid or other disputes occur, which are caused by rights claims from a third rental houses haven't rendered our company any
party or by means of an administrative authority exercising a right and therefore results economic loss or penalty caused by defective property
in any economic losses due to eviction from rental houses, or any penalties subjected to rights, which result in removing to other rental houses.
by competent government departments or any recourse from related parties. 7.3 Land Use Rights of Leasing Use
(6) Based on the issues of defective land leasing declared in related files of this merger, The "Report" discloses that as of 31 December, 2012,
when leasehold relations become invalid caused by defects of land leasing or when our company has had one case of using rental houses,
other disputes occur, resulting in any economic losses to Midea Group (including its covering a total area of 57,506.95 square meters for
subsidiaries) or through any penalties administered by competent government which the lessor of the rental land mentioned above did
departments. Likewise if the lessor can't compensate for losses caused by such not provide any legal ownership files showing or
defective leasing, Midea Holding shall compensate Midea Group for losses caused by detailing ownership of this land. So far this rental land
such defective land leasing has not rendered our company any controversy or any
Midea Holding will compensate any losses of Midea Group where a violation of loss caused by disputes. There has been no violation of
18
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
guarantees and commitments referred to previously occurs or such guarantees and commitments.
commitments are not consistent with the reality. 7.4 The Procedures of Renaming Land Owner
Under Process Caused by the Alteration of the
Company's Name
The Report discloses that there are still 10 cases in the
process of registering a new land owner caused by
changing the company's name of our company and its
subsidiaries. So far, five cases have been approved and
the other five cases are still under review, which have
not rendered any loss to the company. There has been
no violation of commitments.
7.5 Processing the Renaming Procedures of Some
Trademarks
So far, 8 of the 62 trademarks cases involved in the
Report have applied for cancellation of the subjects
through their owners and these trademarks shall no
longer be in use. The company will not apply for the
renaming procedures for those trademarks. The
renaming procedures of the remaining 54 cases have
been processed and this commitment has been fulfilled.
19
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
There has been no violation of commitments.
36 months from
Shareholders of Midea Group, Ningbo Maysun, Fang Hongbo, Huang Jian, Cai Qiwu,
18 Sept. 2013,
Yuan Liqun, Huang Xiaoming, Li Jianwei, Zheng Weikang, promise that since Midea
28 Mar. the date of
Other Group is listed on the Shenzhen Stock Exchange Center, the transferal or delegation
2013 Midea Group’s There has been no violation of commitments.
shareholders of others to manage these issued shares who have direct or indirect ownership of Midea
listing, to 18
Group, has been forbidden for a period of 36 months. Midea Group is not allowed to
Sept. 2016
buy back those shares either.
Whether the
undertaking is
Yes
fulfilled in
time
Specific
reasons for
failing to
fulfill any
N/A
undertaking
and plan for
the next step
(if any)
20
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
IV. Predicting the operating results for Jan.-Jun. 2015
Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-start
until the end of the next reporting period according to predictions as well as any explanations for these reasons:
□ Applicable √ Inapplicable
V. Securities investment
□ Applicable √ Inapplicable
No such cases in the reporting period.
VI. Shareholdings in other listed companies
□ Applicable √ Inapplicable
No such cases in the reporting period.
VII. Investments in derivatives
√ Applicable □ Inapplicable
Unit: RMB’0,000
Proportion of the
Actual
Related-party Type of Initial Opening Impairment Closing closing investment
gain/loss in
Operator Relation transaction or derivative investment Start date End date investment provision (if investment amount in the
reporting
not investment amount amount any) amount Company’s
period
closing net assets
Futures
Futures
No No hedging -327.94 2015.01.01 2015.12.31 -327.94 0.00 341.90 0.01% -402.35
company
contracts
Forward
Bank No No exchange -19,490.04 2015.01.01 2015.12.31 -19,490.04 0.00 15,764.61 0.37% 46,898.32
contract
Total -19,817.98 -19,817.98 0.00 16,106.51 0.38% 46,495.97
Capital source for derivative investment All self-owned funds
Disclosure date of the board announcement
31 Mar. 2015
approving the derivative investment (if any)
Disclosure date of the general meeting
22 Apr. 2015
announcement approving the derivative
21
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
investment (if any)
In order to reduce the price risk of the Company's bulk purchases of raw materials as a result of significant
fluctuations in raw material prices, the Company not only carried out futures business for some of the
materials, but also made use of bank financial instruments and promoted forex funds business, with the
purpose of reducing the risks associated with exchange and interest rate fluctuations, realizing the
preservation and appreciation of forex assets, reducing forex liabilities, and achieving locked-in costs. The
Company has undertaken extensive evaluation and risk control with regard to derivative investment
positions, details of which are as follows:
1. Legal risk: The Company's futures business and forex funds businesses are conducted in compliance with
laws and regulations, with clearly defined responsibilities and obligations between the Company and
agencies.
Control measures: The Company has designated relevant departments with the responsibility for enhancing
expertise in laws, regulations and market rules, conducting strict examination and verification of contracts,
defining responsibility and obligations, and strengthening compliance checks, so as to ensure that the
Company's derivatives investment and position operations meet the requirements of the laws and regulations
and internal management system of the Company.
2. Operational risk: Risks caused by imperfect internal processes, staff, systems and external issues may
cause the Company to incur losses during the course of its futures business and forex funds business.
Analysis of risks and control measures of
Control measures: The Company has not only developed relevant management systems that clearly define
derivative products held in the reporting period
the assignment of responsibility and approval process for the futures business and forex funds businesses, but
(including but not limited to market risk,
has also established a well-developed monitoring mechanism, aimed at effectively reducing operational risk
liquidity risk, credit risk, operational risk, legal
by strengthening its risk control over the business, decision-making and trading processes.
risk, etc.)
3. Market risk: Uncertainties caused by changes in the prices of bulk commodities and exchange rate
fluctuations in foreign exchange markets could lead to greater market risk in the futures business and forex
funds business. Meanwhile, the inability to raise sufficient funds in a timely manner in order to establish and
maintain hedging positions in futures operations, or forex funds required for performance in forex funds
operations that are unable to be credited into account could also result in loss and default risks.
Control measures: The futures business and forex funds business of the Company are always conducted by
adhering to prudent operation principles. For futures business, futures transaction volumes and applications
have been strictly determined according to the requirements for production and operations, and a stop-loss
mechanism has been implemented. Furthermore, to determine the prepared margin amount which may be
required to be supplemented, a futures risk measuring system has been established to measure and calculate
the margin amount already in use, floating gains and losses, margin amount available and margin amount
required for intended positions. As for forex funds business, a hierarchical management mechanism has been
implemented, whereby the operating unit which has submitted applications for funds business should
conduct a risk analysis on the conditions and environment that could affect the operating profit and loss,
evaluate the possible greatest revenue and loss, and report the greatest acceptable margin ratio or total margin
amount, so that the Company can update the operating status of the funds business on a timely basis thus
ensuring the arrangement of proper funds before expiry dates.
Changes in market prices or fair values of the
1. Profit/loss from futures hedging contracts incurred during the Reporting Period was RMB -4,023,500;
invested derivatives during the reporting period.
2. Profit/loss from forward forex contracts incurred during the Reporting Period was RMB 468,983,200;
Analysis of the derivative’s fair value should
3. Public quotations in futures market or forward forex quotations announced by Bank of China are used in
include the specific methods of use and the
22
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
relevant assumptions and parameters. the analysis of the derivatives fair value.
Whether significant changes occurred to the
Company’s accounting policy and specific
accounting principles of derivatives in the No change
reporting period compared to the previous
reporting period
The Company's independent directors are of the view that: the futures hedging business is an effective
instrument for the Company to eliminate price volatility and implement risk prevention measures through
Specific opinion from independent directors on enhanced internal controls, thereby improving the operation and management of the Company; the
the Company’s derivatives investment and risk Company's foreign exchange risk management capability can be further improved through the forex funds
control business, so as to maintain and increase the value of foreign exchange assets; the abovementioned investment
in derivatives can help the Company to fully realize its competitive advantages. Therefore, it is practical for
the Company to carry out derivatives investment business when the risks are controllable.
VIII. Research, visits and interviews received during the reporting period
√Applicable □Inapplicable
Main discussion and
Way of Visitor
Time Place Visitor materials provided by the
reception type
Company
China Universal Assets, Step Stone Assets,
Investment Banking,Corporate Finance, Value
Strategy Partners Funds, Ideapark, OCH-ZIFF Capital, Xijing,
8 Jan. 2015 Hong Kong Institution The main contents of the
meeting Tianma Assets, Indus, TPG-AXON CAPITAL,
Company’s reception of
Farallon, MARSHALL WACE, Rays Capital, LBN,
investors included:
BAM, PINE RIVER, Full Vision Capital, Primero
(1) Industry status and
Changli Capital, Goldman Sachs, BlackRock Assets,
development condition;
Henderson Global Investors (Hong Kong) Limited,
(2) The Company's
Fedelity Fund, Invesco Ltd, Cathay Life, J.P.
business situation and
Morgan Asset, Shanghai Baoyin, China Universal
development strategy;
Assets, Harvest Fund, Temasek, Yiheng Capital,
(3) Related content in
PROTEK(HK), Prudence Investment Management,
regular reports, and
Strategy Nomura Securities, New Ideas Investment, UBP
12 Jan. 2015 Shanghai Institution announcements published
meeting Asset Management, APS Asset Management,
by the other companies.
REYHER Investment, Springs Capital, Baring
Assets BOSVALEN, Panah Fund, Kingsmead, Tiger Information provided by
Pacific, HIGHBRIDGE, WELLINGTON the Company: regular
MANAGEMENT, SPARX, Carrhae Capital, Stone reports, announcements
Forest Capital, Bestinver, Turiyacapital, Comgest, and other public data of
Bernstein, PIMCO, Matthews, Truck, Broad Peak the Company.
The Field Jingyuan Capital, Trivest Investment, Ideapark,、
16 Jan. 2015 Institution
Company research SMC CHINA FUND, Pacific Eagle, BlueCrest, UG,
23
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
ACORN CAPITAL
The Field
21 Jan. 2015 Institution Stock Department of China Life Insurance Asset
Company research
The Field
23 Jan. 2015 Institution GLG
Company research
The Field
23 Jan. 2015 Institution Carmignac Gestion
Company research
The Field
27 Jan. 2015 Institution Tiger Fund
Company research
Telephone
The
28 Jan. 2015 communicat Institution Government of Singapore Investment Corp
Company
ion
The Field
28 Jan. 2015 Institution Fedelity Fund,
Company research
Taiwan SinoPac Securities, Fuh Hwa Securities
Investment Trust, Mega International Investment
Telephone Trust, Taishin Securities Investment Trust, Fubon
The
29 Jan. 2015 communicat Institution Securities Investment Trust, Nan Shan Life Insurance,
Company
ion MassMutual Mercuries Life, CTBC Life Insurance,
Fubon Life Insurance, CENTRAL REINSURANCE
CORPORATION, Ruiteng Investment
The Field
29 Jan. 2015 Institution China Merchants Securities
Company research
The Field
29 Jan. 2015 Institution Nikko Asset
Company research
Shenyin & Wanguo Investment Management,
Princeton Capital Management, Value Partners
Fund, Blue Pool Capital, Janchor, The Bank of
Field Tokyo-Mitsubishi UFJ Ltd., The Bank of China Life
30 Jan. 2015 Hong Kong Institution
research Insurance, Oberweis、Daiwa Asset Investment, VL
Asset Investment, Taiping Assets, Xinsheng Assets,
Hong Kong Huguang International Investment,
BOSVALEN, Morgan Stanley, Karst Peak、Primero
The Field
2 Feb. 2015 Institution Putnam Investment Management
Company research
Telephone
The
4 Feb. 2015 communicat Institution Yuanta Securities Investment Trust, KGI Securities
Company
ion
The Field
5 Feb. 2015 Institution Capital World Investors
Company research
24
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
The Field
6 Feb. 2015 Institution Singapore Jin Rong Assets
Company research
Telephone
The
11 Feb. 2015 communicat Institution Falcon Edge
Company
ion
The Field
11 Feb. 2015 Institution Merrill Lynch
Company research
Telephone
The
12 Feb. 2015 communicat Institution BROAD PEAK
Company
ion
The Field
5 Mar. 2015 Institution Merrill Lynch
Company research
The Field
10 Mar. 2015 Institution Kora Capital
Company research
The Field Excel Investment、Trilogy Partners, Farallon Capital,
10 Mar. 2015 Institution
Company research Myriad Asset, Azentus Capital
The Field
12 Mar. 2015 Institution Investec
Company research
The Field
16 Mar. 2015 Institution Broad Peak
Company research
The Field
18 Mar. 2015 Institution Mercuries Life Insurance
Company research
Bank of China Investment Management, (CITIC
Asset Management Corporation Ltd, CITICS, CICC,
Zheng Xiang Investment, China Merchants
investment Management, Great Wall Fund, Yuan Xin,
Golden Trust Sinopac Fund Management, Galaxy
Securities, E Fund, Aegon-industrial Fund
Management, New China Assets, Co-power Capital,
Century Securities, Rongtong Fund, Invesco Great
Wall, Greenwoods Asset, Jin Niu Investment, Harvest
Performance
31 Mar. 2015 Shenzhen Institution Fund, Huili Assets, ChinaAMC, Huaqiang
presentation
investment, Citibank, Hanxi Fund, Korea Investment
Trust, Haitong Securities, Guosen Securities, Guotai
Junan Security Assets Management, GuoDu
Securities Institute, Guangzhou Long Term
Investment, GF Securities, Everbright Prudential
Fund, GUANJUN Asset, ICBC Credit Suisse, ICBCI
- Circulation Capital, Gaoyi Capital, Goldman Sachs
Gao Hua, ChinaVenture Investment, Fengling Capital,
Soochow Fund, Orient Securities, Daoning
25
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Investment, Springs- Capital, Da Hong Assets, Bosera
Fund, ESSENCE SECURITIES, Yiheng Capital,
Ward Ferry, Value partner, Trilogy Partners, Sumeru
Capital, Senrigan Capital Group Limited, RCM Asia
Pacific Limited, Ozcap, Overlook capital, Norges,
First State, Eton Park Asia Limited, Comgest, Cloud
Ridge Capital, Central Asset, BOSVALEN ASSET
MANAGEMENT, Black Rock, Axis Capital, APS
Asset, etc. (120 institutions in total)
26
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Section IV. Financial Statements
I. Financial statements
Balance Sheet
Prepared by: Midea Group Co., Ltd. Unit: RMB’000
30 Mar. 2015 31 Dec. 2014
Assets
Consolidated The Company Consolidated The Company
Current assets:
Monetary funds
9,210,123.97 13,017,745.12 6,203,282.81 8,452,623.95
Deposits at central
bank 1,428,629.09 1,279,592.47
Deposits at other
banks 1,046,502.02 2,126,444.99
Financial assets
measured at fair value
and for which changes
are recorded into
current gains and
losses
Derivative financial
assets 308,051.02 162,513.84
Notes receivable
27,551,795.43 519,825.93 17,097,233.37 693,828.61
Accounts
receivable 13,487,865.88 9,362,102.75
Accounts paid in
advance 2,093,978.64 2,879.83 1,414,470.45 1,102.42
Loans and advances
7,074,277.66 5,940,800.47
Interest receivable
Dividends
receivable 61,603.82 3,129.44 45,943.22 280,771.02
Other accounts
receivable 866,643.28 2,639,024.15 1,180,767.53 2,418,306.21
Inventories
27
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
11,029,452.31 15,020,030.26
Assets held for sale
Non-current assets
due within 1 year
Other current assets
27,833,598.41 22,920,117.28 26,593,892.46 22,892,049.61
Total current assets
101,992,521.53 39,102,721.75 86,427,074.62 34,738,681.82
Non-current assets:
Available-for-sale
financial assets 1,709,070.34 1,218,277.80 1,655,494.72 1,230,277.80
Held-to-maturity
investments
Long-term accounts
receivable
Long-term equity
investment 892,488.65 16,652,242.51 951,874.39 16,548,882.73
Investment property
152,145.97 298,877.58 171,634.90 323,355.75
Fixed assets
19,225,545.69 1,600,574.36 19,521,814.06 1,653,024.17
Construction in
progress 565,298.63 42,386.34 661,882.29 42,386.34
Engineering
materials
Disposal of fixed
assets
Intangible assets
3,380,380.94 285,079.66 3,431,958.12 280,656.35
R&D expense
Goodwill
2,931,791.41 2,931,791.41
Long-term deferred
expenses 843,137.29 79,507.00 758,576.10 68,787.68
Deferred income
tax assets 4,138,547.21 1,061.99 3,779,987.55 4,483.56
Other non-current
assets
Total of non-current
assets 33,838,406.13 20,178,007.24 33,865,013.54 20,151,854.38
28
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Total assets
135,830,927.66 59,280,728.99 120,292,088.16 54,890,536.20
Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun
Chief of the accounting division: Chen Jianwu
Balance Sheet (Continued)
Prepared by: Midea Group Co., Ltd. Unit: RMB’000
Liabilities and Shareholders’ 30 Mar. 2015 31 Dec. 2014
Equity Consolidated The Company Consolidated The Company
Current liabilities:
Short-term borrowings
8,238,588.50 6,070,879.03 500,000.00
Borrowings from the Central Bank
Customer bank deposits and due
to banks and other financial
213.58 7,493.81
institutions
Intra-group borrowings
Financial liabilities measured at
fair value and for which changes
are recorded into current gains and
losses
Derivative financial liabilities
103,679.33 2,939.62 74,960.70 54.78
Financial assets sold and
repurchased 210,153.27
Notes payable
18,522,639.98 12,648,496.99
Accounts payable
20,720,158.95 3,243.31 20,137,454.46 2,671.39
Accounts received in advance
4,178,809.48 3,992,540.46
Employees’ compensation payable
1,208,350.59 832.32 2,199,776.95 16,865.00
Tax payable 4,908,100.78 3,280,150.71 51,951.23
79,234.73
Interest payable
25,274.92 142,527.52 22,912.17 217,050.96
29
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Dividends payable
11,703.66 93,799.03
Other accounts payable
1,396,760.54 40,825,904.15 1,223,548.76 36,057,338.71
Liabilities held for sale
Non-current liabilities due within
1 year 17,061.66 611,900.00
Other current liabilities
25,497,009.90 22,778,936.05
Total current liabilities
85,038,505.14 41,054,681.65 73,142,849.12 36,845,932.07
Non-current liabilities:
Long-term borrowings
14,607.85 19,205.03
Bonds payable
155,763.80 153,026.30
Long-term payables
Specific payables
847,394.36 851,825.49
Estimated liabilities
24,428.61 25,573.83
Deferred income tax liabilities
343,743.98 342,235.91
Other non-current liabilities
27,748.86 25,917.24
Total non-current liabilities
Total liabilities
1,413,687.46 1,417,783.80
Shareholders’ equity
86,452,192.60 41,054,681.65 74,560,632.92 36,845,932.07
Share capital
Notes payable
4,215,808.47 4,215,808.47 4,215,808.47 4,215,808.47
Other equity instruments
Of which: preference shares
Perpetual bonds
Capital reserves
13,058,394.16 5,356,552.11 13,024,883.19 5,356,080.10
Less: Treasury stock
Other comprehensive income
-681,225.04 -774,298.83
30
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Surplus reserves
1,189,791.32 1,189,791.32 1,189,791.32 1,189,791.32
Retained profits
25,156,450.52 7,463,895.44 21,814,315.69 7,282,924.24
Total equity attributable to
shareholders of the Company 42,939,219.43 18,226,047.34 39,470,499.84 18,044,604.13
Minority interests
6,439,515.63 6,260,955.40
Total shareholders’ equity
49,378,735.06 18,226,047.34 45,731,455.24 18,044,604.13
Total liabilities and
shareholders’ equity 135,830,927.66 59,280,728.99 120,292,088.16 54,890,536.20
Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun
Chief of the accounting division: Chen Jianwu
Income Statement
Prepared by: Midea Group Co., Ltd. Unit: RMB’000
Jan.-Mar. 2015 Jan.-Mar. 2014
Item
Consolidated The Company Consolidated The Company
I. Total operating revenues 42,574,425.37 126,937.94 38,533,256.41 137,257.35
Including: Sales income 42,426,713.97 126,937.94 38,351,110.06 137,257.35
Interest income 146,675.78 182,146.35
Handling charges and
1,035.62
commission income
II. Total operating costs 38,878,820.78 321,306.78 34,616,054.15 156,249.60
Including: Cost of sales 31,041,580.76 5,131.89 28,689,939.33 17,127.61
Interest expenses 98,854.06 68,558.65
Handling charges and
389.37 337.45
commission expenses
Business taxes and surcharges 329,869.89 440.55 215,272.48 1,256.02
Selling and distribution expenses 5,363,077.42 3,710,417.81
Administrative expenses 1,607,661.57 80,775.91 1,621,891.07 92,142.16
Financial expenses 195,782.99 235,496.85 -44,139.27 49,945.05
Asset impairment loss 241,604.72 -538.42 353,776.63 -4,221.24
Add: Gain from change in fair value 153,580.51 -2,884.84 -776,075.05 -3,556.74
31
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Income from investment 527,790.47 390,492.65 272,930.60 233,441.94
Including: share of profits in associates
15,208.72 1,215.68 19,454.63 71.27
and joint ventures
III. Business profit 4,376,975.57 193,238.97 3,414,057.81 210,892.95
Add: non-operating income 94,168.96 22,027.33 122,099.17
10,852.36
Including: gain from non-current
8,650.10 354.15 17,633.87
asset disposal 41.11
Less: non-operating expenses 43,517.96 4,334.46 81,111.66
8,870.04
Including: loss from non-current
26,312.08 3,734.46 62,182.41
asset disposal 8,769.38
IV. Total profit 4,427,626.57 210,931.84 3,455,045.32 212,875.27
Less: Income tax expense 776,836.83 594,390.32
29,960.65 5,685.39
V. Net profit 3,650,789.74 180,971.19 2,860,655.00 207,189.88
Including: Net profit achieved by
combined parties before the
combinations
Attributable to owners of the
Company 3,342,134.83 180,971.19 2,538,849.11 207,189.88
Minority shareholders’ income 308,654.91 321,805.89
VI. The after-tax net income of other
-2,510.60 -234,564.28
comprehensive income
The after-tax net income of other
comprehensive income attributable to 93,073.79 -264,728.01
owners of the Company
(I) Other comprehensive income items
that cannot be reclassified as gains and
losses
1. Changes in net liabilities or assets
from re-measuring benefit plans
2. The share of other comprehensive
income under the equity method, in the
invested entity, that cannot be classified
into profits and losses
(II) Other comprehensive income that
93,073.79 -264,728.01
will be reclassified into profits and losses
1. The share of other comprehensive
income, under the equity method, in the
-5,514.27 16,022.30
invested entity , that will be reclassified
into profits and losses
2. Changes in fair value of -820.17 -14.42
32
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
available-for-sale financial assets
3. Held-to-maturity investments
reclassified as gains and losses on
available-for-sale financial assets
4. Effective part of the gains and
231,232.42 -293,971.99
losses of cash flows through hedging
5. Foreign exchange differences -131,824.19 13,236.10
6. Other
The after-tax net income of other
comprehensive income attributable to -95,584.39 30,163.73
minority shareholders
VII. Total comprehensive income
3,648,279.14 180,971.19 2,626,090.72 207,189.88
Attributable to owners of the
3,435,208.62 180,971.19 2,274,121.10 207,189.88
Company
Attributable to minority shareholders 213,070.52 351,969.62
VIII. Earnings per share
(I) Basic earnings per share 0.79 0.60
(II) Diluted earnings per share 0.79 0.60
Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun
Chief of the accounting division: Chen Jianwu
Cash Flow Statement
Prepared by: Midea Group Co., Ltd. Unit: RMB’000
Jan.-Mar. 2015 Jan.-Mar. 2014
Item
Consolidated The Company Consolidated The Company
I. Cash flows from operating
activities:
Cash received from sale of
commodities and rendering of service 25,578,062.67 19,194,300.03
Net increase of deposits from
customers and dues from banks -7,280.23 6,600.07
Net increase of loans from central
bank 110,291.66
Cash received from interest,
33
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
handling charges and commissions 147,711.40 182,146.35
Tax refunds received
1,121,281.80 957,556.72
Other cash received relating to
operating activities 1,207,298.06 6,000,634.08 994,846.88 10,705,628.59
Subtotal of cash inflows from
operating activities 28,047,073.70 6,000,634.08 21,445,741.71 10,705,628.59
Cash paid for goods and services
16,100,503.33 9,236,942.09
Net increase of customer lendings
and advances 1,115,647.70 -592,727.39
Net increase of funds deposited at
central bank and amounts due from
151,065.49 -133,591.68
banks
Cash for paying interest, handling
charges and commissions 99,243.43 68,896.10
Cash paid to and for employees
3,472,711.35 28,227.07 3,240,584.65 24,295.77
Various taxes paid
2,000,945.86 12,422.08 1,504,612.89 1,510.30
Other cash payment relating to
operating activities 2,608,241.17 432,825.89 4,897,211.74 2,370,199.13
Subtotal of cash outflows from
operating activities 25,548,358.33 473,475.04 18,221,928.40 2,396,005.20
Net cash flows from operating
activities 2,498,715.37 5,527,159.04 3,223,813.31 8,309,623.39
II. Cash flows from investing
activities:
Cash received from retraction of
investments 2,380.46 13,860.00 24,901.98
Cash received from return on
investments 492,988.79 596,897.53 236,049.11 542,475.72
Net cash received from disposal of
fixed assets, intangible assets and other
8,810.40 354.15 925,139.30 36,984.39
long-term assets
Net cash received from disposal of
subsidiaries or other business units
Other cash received relating to
investing activities
Subtotal of cash inflows from
34
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
investing activities 504,179.65 611,111.68 1,161,188.41 604,362.09
Cash paid to acquire fixed assets,
intangible assets and other long-term
523,829.03 183,970.53 902,058.24 140,335.52
assets
Cash paid for investments
1,155,719.19 475,952.90 330,000.00
Net cash paid to acquire subsidiaries
and other business units 1,876.49
Other cash payments relating to
investing activities
Subtotal of cash outflows from
investing activities 1,679,548.22 659,923.43 903,934.73 470,335.52
Net cash flows from investing
-1,175,368.57 -48,811.75 257,253.68 134,026.57
activities
III. Cash flows from financing
activities:
Cash received from capital
contributions
Including: Cash received from
minority shareholder investments by
subsidiaries
Cash received from borrowings
5,883,038.37 14,420,203.63 1,100,000.00
Cash received from issuance of
medium term notes
Cash received from issuance of
short-term financing bonds
Other cash received relating to
financing activities
Subtotal of cash inflows from
financing activities 5,883,038.37 14,420,203.63 1,100,000.00
Cash repayment of borrowings
4,433,876.85 500,000.00 8,595,134.47 340,000.00
Cash for repaying medium term
notes 1,000,000.00 1,000,000.00
Cash for repaying short-term
financing bonds
Cash paid for interest expenses and
distribution of dividends or profit 124,133.96 405,234.42 253,404.98 232,604.90
35
Report for the First Quarter of 2015 of Midea Group Co., Ltd.
Including: dividends or profit paid
by subsidiaries to minority
119,432.36 82,760.68
shareholders
Other cash payments relating to
financing activities
Sub-total of cash outflows from
financing activities 4,558,010.81 905,234.42 9,848,539.45 1,572,604.90
Net cash flows from financing
1,325,027.56 -905,234.42 4,571,664.18 -472,604.90
activities
IV. Effect of foreign exchange rate
changes on cash and cash
-80,698.63 -14,111.80
equivalents
V. Net increase in cash and cash
2,567,675.73 4,573,112.87 8,038,619.37 7,971,045.06
equivalents
Add: Opening balance of cash and
cash equivalents 5,272,238.35 6,879,717.05 16,763,873.80 13,809,135.41
VI. Closing balance of cash and cash
equivalents 7,839,914.08 11,452,829.92 24,802,493.17 21,780,180.47
Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun
Chief of the accounting division: Chen Jianwu
II. Auditor’s report
Is this report audited by a CPAs firm?
□ Yes √ No
The Company’s report is un-audited by a CPAs firm.
Midea Group Co., Ltd.
Legal Representative: Fang Hongbo
29 April 2015
36
