石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 Stock Code:000413 ,200413 Stock Abbreviation :Baoshi A, Baoshi B Announcement No.:2013- 080 I. Important notes The Board of Directors , Supervisory Committee ,Directors , Supervisors, Senior Executives of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. All of the directors presented the board meeting at which this Quarterly Report was examined. Mr. Li Zhaoting, Person in charge of the Company, Mr.Li Quanniang , Person in charge of accounting works, Mr. Li Zhiyong ,CFO as well as person in charge of accounting institution represent and warrant the financial and accounting report in the third report is true and complete. 1 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 II.Main financial data and changes of shareholders (1)Main accounting data and financial Index Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not. □ Yes √ No As at the end of the reporting Changed (%)over end of As at the end of last year period prev. year Gross assets(RMB) 8,178,904,538.97 2,061,707,738.09 296.71% Net assets attributable to the shareholders of the listed company 5,660,284,998.00 391,928,777.84 1,344.21% (RMB) Increase/decrease over January 1, 2013 to Changed (%)over Reporting period the same period of last September 30,2013 end of prev. year year(%) Operating income(RMB) 282,537,595.39 30.06% 537,579,949.47 -7.09% Net profit attributable to the shareholders of the listed company 100,876,520.37 65.08% 214,844,146.37 110.04% (RMB) Net profit after deducting of non-recurring gain/loss attributable 83,112,983.04 49.55% 119,610,074.10 24.16% to the shareholders of listed company(RMB) Cash flow generated by business -- -- -1,775,315,017.44 -440.64% operation, net(RMB) Basic earning per 0.11 -31.25% 0.32 18.52% share(RMB/Share) Diluted gains per 0.11 -31.25% 0.32 18.52% share(RMB/Share)(RMB/Share) Weighted average income/asset 1.83% -17.79% 6.6% -28.57% ratio(%) Items and amount of non-current gains and losses √Applicable □Not applicable Unit: RMB Amount (Year-beginning to Items Notes the end of the report period.) Non-current asset disposal gain/loss(including the write-off part 6,805,887.43 for which assets impairment provision is made) 2 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 Governmental Subsidy accounted as current gain/loss, except for those subsidies at with amount or quantity fixed by the national 111,383,918.91 government and closely related to the Company’s business operation. Restoring of receivable account impairment provision tested 8,614,454.77 individually Consigning fee received for cosigned operation 4,500,000.00 Net amount of non-operating income and expense except the -424,134.55 aforesaid items Less:Amount of influence of income tax 31,291,126.97 Amount of influence of minority interests(after tax) 4,354,927.32 Total 95,234,072.27 -- For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as recurring gains and losses, it is necessary to explain the reason. □ Applicable√ Not applicable (II)Total number of shareholders at the end of report period and Particular about shares held by top ten shareholders Unit:Shares Total number of shareholders at the 17,590 (including 11,061 shareholders holding A shares and 6,529shareholders holding end of report period B shares) Particular about shares held by top ten shareholders Amount of Pledging or freezing tradable shares Properties of Share Shareholder name Quantity with Status of the shareholder proportion % Quantity Conditional shares held Domestic Dongxu Group Co., Ltd. Non-State-owned 14.4% 130,031,000 130,031,000 Pledge 72,810,000 legal person Huarong Secrities - ICBC - Huarong Fixed Growth No. 1 Other 13.71% 123,839,000 123,839,000 Limited-amount Specific Asset Management Program Domestic Shijiazhuang Baoshi Electronic Non-State-owned 12.27% 110,785,500 0 Pledge 40,000,000 Group Co., Ltd. legal person 3 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 Yinmin Fund Company- Minsheng-Yinmin Fund Other 6.5% 58,700,000 58,700,000 Non-Public Issuing Assets Management Plan Minsheng Jiayin Fund Company-Minsheng- Pingan Trust-Pingan Wealth Other 5.83% 52,634,000 52,634,000 Huitai No.11 Collective fund trust plan Guangfa Fund Company- Agricultural Bank of China- SDIC Tust Golden Eagle Other 4.57% 41,279,000 41,279,000 No.109 Collective Fund trust plan Huitianfu Fund Company- Agricultural Bank of China- SDIC Trust Golden Eagle Other 4.57% 41,279,000 41,279,000 No.108 Collective Fund trust plan Dacheng Fund Company- Agricultural Bank of China- SDIC Tust Golden Eagle Other 4.57% 41,279,000 41,279,000 No.109 Collective Fund trust plan International Finance -ICBC -Zhongjin Increase No.1 Other 3.43% 30,959,000 30,959,000 Collective Assets Management plan Agreed special repurchase account opened at Huaan Other 1.26% 11,350,000 Securities Co., Ltd. Shareholding of top 10 shareholders of unrestricted shares Quantity of unrestricted Share type Name of the shareholder shares held at the end of Share type Quantity the reporting period Shijiazhuang Baoshi Electronic Group Co., Ltd. 110,785,500 RMB Common shares 110,785,500 Agreed special repurchase account opened at Huaan 11,350,000 RMB Common shares 11,350,000 Securities Co., Ltd. China Great Wall Asset Management Corporation 10,050,055 RMB Common shares 10,050,055 China Minsheng Banking Co., Ltd.-Huashang Lead 7,814,411 RMB Common shares 7,814,411 4 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 Enterprise Mixed Securities Investment Fund Foreign shares placed in Taifook Securities Company Limited-Account Client 6,620,310 6,620,310 domestic exchange Foreign shares placed in China Merchants Securities(HK) Co., Ltd. 5,964,078 5,964,078 domestic exchange Foreign shares placed in GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED 5,312,272 5,312,272 domestic exchange Foreign shares placed in KGI ASIA LIMITED 4,378,856 4,378,856 domestic exchange Orient Securities Co., Ltd. 3,996,043 RMB Common shares 3,996,043 ICBC-CCB Optimization Collocation Mixed Securities 3,721,378 RMB Common shares 3,721,378 Investment Fund Among the top ten shareholders as listed above, there exists no associated relationship among the shareholders of legal person share. Notes to the related relationship between the top ten The relation between the top ten shareholders was unknown. It was shareholders or their concerted action unknown whether they are persons taking concerted action specified in Regulations on the Information Disclosure of the Change of Shareholding of Shareholders of Listed Companies. Did any shareholder of the Company carry out an agreed buy-back in the reporting period? √Yes □ No Individual shareholder Yao Yanbin and Beijing Qitong Culture & Media Co., Ltd. conducted agreed repurchase transactions with Huaan Securities Co., Ltd., one of the top 10 shareholders holding unrestricted shares, through the agreed special repurchase account opened at Huaan Securities Co., Ltd. At the end of the report period, Yao Yanbin agreed to repurchase 11 million shares, which account for 1.22% of total shares of the Company. Beijing Qitong Culture & Media Co., Ltd. agreed to repurchase 0.35 million shares,which account for 0.04% of total shares of the Company 5 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 III Significant Events I. Particular about large-margin change of main accounting statement item and financial index and its reason. (I) Analysis of the change in items of balance sheet Unit:RMB Amount at the Rate of Item in Amount at the end No beginning of change Reason for change statements of period period (%) The availability of the proceeds raised through Monetary 1 2,049,774,397.54 110,770,070.84 1750.48% secondary offering, new loans and increase of payment capital recovery 2 Bills receivable 220,000.00 800,000.00 -72.50% The Company received the funds from matured notes. Accounts Fast growth of business and increase of accounts 3 793,966,023.26 573,874,457.07 38.35% receivable receivable that were not due yet Wuhu Dongxu Optoelectronic Equipment Technology Payment in Co., Ltd. made prepayment for the purchase of noble 4 3,321,502,652.63 755,954,517.33 339.38% advance metal and equipment for the construction of ten lines of Wuhu Dongxu Optoelectronic Technology Co., Ltd. Other Increase of other business related to operating activities 5 250,935,455.32 18,664,010.12 1244.49% receivables with the enlargement of the Company's business scale Increase of purchase of spare parts and stocking caused 6 Inventories 224,329,896.04 168,716,962.68 32.96% by business growth Completed construction in progress was transferred into 7 Fixed assets 111,855,632.07 50,377,603.66 122.03% fixed assets Construction in Increase of expenditure for the construction of Wuhu 8 1,241,043,950.18 196,954,480.35 530.12% progress glass substrate production line 9 Intangible assets 95,716,277.63 58,245,678.58 64.33% The increase of R&D expenditure 10 Short-term loan 1,220,000,000.00 485,000,000.00 151.55% Increase of bank loans for operation and construction Advance Increase of advance collections from customers after 11 507,758.84 25,520.70 1889.60% collections business growth Remuneration Increase of wages and bonuses payable to staff and 12 payable to staff 16,509,315.93 10,411,854.02 58.56% workers after enlargement of operation scale and workers Taxes and levies 13 -105,728,577.53 38,348,343.33 -375.71% Increase of retained tax on purchase payable 14 Interest payable 1,744,904.21 11,120,419.32 -84.31% The Company's repayment of due interest payable Increase of other business related to operating activities 15 Other payables 227,280,123.31 40,281,900.36 464.22% with the enlargement of the Company's business scale Paid-up capital The availability of the funds raised through secondary 16 903,000,000.00 383,000,000.00 135.77% (or share offering and increase of registered capital 6 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 capital) The availability of the funds raised through secondary 17 Capital surplus 4,936,606,447.84 404,165,683.34 1121.43% offering and increase of capital surplus Undistributed 18 -206,776,237.89 -422,691,693.55 51.08% Increase of profits of the Company profit Minority shareholders abandoned the right to additional Minority 19 51,773,132.54 111,414,900.27 -53.53% capital contribution at the time of additional capital interests contribution to subsidiaries (II) Analysis of change in items of profit statement Unit:RMB Amount for current Amount for Rate of No. Item Reason for change period previous period change (%) Increase of corresponding 1 Selling expenses 5,666,189.03 2,283,460.73 148.14% expenses after enlargement of operation scale Increase of corresponding 2 Administration expenses 77,639,915.13 49,046,358.92 58.30% expenses after enlargement of operation scale Increase of corresponding 3 Financial experses -757,962.56 -1,160,399.28 -34.68% expenses after enlargement of operation scale The Company disposed part of idle assets and recovered the 4 Assets impairment loss -19,988,352.32 -1,920,114.33 941.00% accounts receivable for which provision for bad debts was made Increase of governmental 5 Non-operating income 122,878,190.43 7,549,151.86 1527.71% subsidies received and refund of taxes and levies Increase of profits of the 6 Income tax expenses 83,825,766.43 58,692,410.15 42.82% Company Net profit attributable to Increase of profits of the 7 the shareholders of the 214,844,146.37 102,284,947.15 110.04% Company listed Company Minority shareholders’ Increase of profits of the 8 31,485,575.43 72,366,869.76 -56.49% equity Company (III) Analysis of change in items of cash flow statement Unit:RMB Amount for Amount for Rate of No. Item Reason for change current period previous period change (%) Increase of other business related to Net cash flows from 1 -1,775,315,017.44 -328,370,684.88 440.64% operating activities with the enlargement of operating activities the Company's business scale 7 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 Increase of cash expenditure for the Net cash flows from 2 -1,910,248,558.99 -410,098,765.51 365.80% construction of glass substrate production investing activities line Increase of loans applied for to banks for Net cash flows from 3 5,624,567,903.13 1,098,227,255.18 412.15% daily operation and construction of financing activities production line II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal. 1.As the term of office of the sixth board of directors and supervisory committee of the Company has expired, the 41st meeting of the sixth board of directors, the 28th meeting of the sixth supervisory committee and the third provisional shareholders' general meeting in 2013 examined and adopted relevant proposals including the Proposal for Reelecting the Board of Directors of the Company and the Proposal for Reelecting the Supervisory Committee of the Company (Shareholders' Representatives as Supervisors) and the seventh board of directors and supervisory committee were then elected 2.The wholly owned subsidiary of Dongxu Optoelectronic Technology Co., Ltd. has got the "quality management, environmental ma nagement, occupational health and safety management system" certification, and it achieved the three management system certificati ons in September 2013. Description of the website for disclosing Description of provisional announcement Date of disclosing provisional announcements China Securities Daily, Hong Kong Announcement of the 41st Meeting of the Sixth July 13, 2013 Commercial Daily and Board of Directors www.cninfo.com.cn China Securities Daily, Hong Kong Announcement of Resolutions of the 28th July 13,2013 Commercial Daily and Meeting of the Sixth Supervisory Committee www.cninfo.com.cn Announcement of electing the employee China Securities Daily, Hong Kong representatives as supervisors of the seventh July 13, 2013 Commercial Daily and supervisory committee www.cninfo.com.cn Announcement of Resolutions of the Third China Securities Daily, Hong Kong provisional shareholders’ general meeting in July 30,2013 Commercial Daily and 2013 www.cninfo.com.cn China Securities Daily, Hong Kong Announcement of the First Meeting of the July 30, 2013 Commercial Daily and Seventh Board of Directors www.cninfo.com.cn China Securities Daily, Hong Kong Announcement of Resolutions of the First July 30, 2013 Commercial Daily and Meeting of the Seventh Supervisory Committee www.cninfo.com.cn 8 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the report year of extending to the report year from previous year. Time of Period making of Fulfill Commitment Commitment maker Contents commitme commi ment nt tment Share merger reform Commitments in report of acquisition or equity change Commitments in assets replacement 1.From the date of commitment letter issued, except the managed hosting company for Baoshi Company , this company and majority-owned subsidiaries do not in any way, directly or indirectly engaged in business and Baoshi shares and its subsidiaries are the same, or similar, future Baoshi shares and its subsidiaries are not engaged in the same or similar businesses. 2.The company assurances against the use of precious stones share any act prejudicial to the control relationship of stones share interests and its wholly-owned subsidiaries, Dongxu Group holding, or causing Baoshi shares and its wholly-owned Long-t Co., Ltd. And subsidiaries, holding form business competition decisions. August erm Shijiazhuang Baoshi 3. The company will not directly invest, purchase and 17,2012 effecti Electronic Group Baoshi shares identical or similar business enterprises and Commitments made ve Co., Ltd. projects. in issuing 4.If the assets owned by the company due to any reason in the future competition with Baoshi shares, the company (person) will take positive and effective measures to give up such a competitive business. 5. If the company cause competition with Baoshi shares and caused loss of gem shares, the company will assume responsibility for all related. 6. Subject to securities regulation under the relevant conditions, the company makes a commitment to inject full ownership of Shijiazhuang Baoshi shares in Baoshi Shares. Dongxu Group Co., Ltd. subscribed for 25.01% of the Effecti Perfor Dongxu Group Co., shares privately issued by the Company and promised that April 3, ve in m Ltd. the period of sale restriction of such shares was 36 months 2013 commi strictly from the first day of listing. tment 9 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 period Huarong Secruities Effecti Co., Ltd., Yimin ve in Fund Management Promised that the period of sale restriction of such shares Perfor April 3, commi Co., Ltd., Minsheng was 12 months from the first day of listing. m 2013 tment Jiayin Fund strictly period Management , Co., Ltd. If Dongxu Group loses the case in which U.S. Conning sued Dongxu Group in respect of infringement upon Dongxu Group, And business secrets according to the final judgment of China's Long-t Perfor Shijiazhuang Baoshi court and economic losses are thus incurred to the October erm m Electronic Group production and operation of panel display glass substrate by 20, 2012 effecti strictly Co., Ltd the Company and its subsidiaries, our company will ve compensate the Company and its subsidiaries for the economic losses thus incurred. On September 18, 2006, the Company provided guarantee, together with Shijiazhuang Baoshi Electronics Group Co., Ltd., for the application of Shijiazhuang Construction Investment Co., Ltd. for loan of RMB 70 million) with some land and houses (with appraised value of RMB 303018 million) (The valid guarantee value for the Company is RMB 18.80 million). The guarantee period is Long-t Shijiazhuang Baoshi one year. The type of guarantee is mortgage guarantee. At Perfor March 28, erm Other commitments Electronic Group present, the valid term of this guarantee has expired. The m 2009 effecti made to minority Co., Ltd controlling shareholder has made corresponding strictly ve shareholders commitment in respect of the loss that may be incurred by this guarantee. On October 15, 2012, Shijiazhuang Baoshi Electronics Group Co., Ltd. made the following notes to this commitment: "The mode of commitment fulfillment by Baoshi Group: Where the Company is liable to make compensation for this guarantee, Baoshi Group shall be liable for direct compensation in full amount." If Shijiazhuang Baoshi Electronics Group Co., Ltd.plans to sell tradable stocks of Shijiazhuang Baoshi Electronic Glass Company Limited through the bid trading system of Shenzhen Stock Exchange and sell greater than 5% of Long-t Shijiazhuang Baoshi Perfor shares within six months after the first sales, Shijiazhuang July 23, erm Electronic Group m Baoshi Electronics Group Co., Ltd.will disclose the 2009 effecti Co., Ltd strictly contents specified by the Form Guide to Prompt ve Announcement of Removing Restriction on Sales of Non-tradable Stocks of Listed Companies through the prompt announcement of disclosing sales of listed 10 石家庄宝石电子玻璃股份有限公司 2013 年第三季度报告正文 companies. Executed timely or Yes not? IV.Prediction of Business performance for 2013. Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason. □ Applicable √ Not applicable V. The registration form of acceptance of investigation, communication and interview in the report period for future reference Content of discussion and Date Place Mode Type Visitor materials provided Huaxia Fund, Visited glass substrate Wuhu Dongxu Boshi Fund, production line and Optoelectronic Onsite Haifutong Fund, September 26,2013 Organization introduced the progress of Technology Co., investigation Guangfa Securities the project of glass Ltd. and Ruichuang substrate production line. Investment The progress of the July2013- Company's projects The Company Telephone Individual Investor September 2013 planned to use IPO proceeds 11