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小天鹅B:2013年第一季度报告全文(英文版)2013-04-23  

						              Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited




Wuxi Little Swan Company Limited

Report for the First Quarter of 2013




              April 2013




                                                                                    1
                                                    Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited




                                 Section I. Important Reminders

The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Wuxi

Little Swan Company Limited (hereinafter referred to as “the Company”) warrant that the information carried in

this report is factual, accurate and complete, without any false record, misleading statement or material omission.

And they shall be jointly and severally liable for that.



Mr. Fang Hongbo, company principal, Mr. Chai Xinjian, general manager, Mr. Zhang Zhaofeng, chief of the

accounting work, and Mr. Zhong Fangliu, chief of the accounting organ (chief of accounting), hereby confirm that

the Financial Report enclosed in this report is factual, accurate and complete.



All directors have attended the board session for reviewing this report.



This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions,

the Chinese version shall prevail.




                                                                                                                          2
                                                            Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited




               Section II. Financial Highlights & Change of Shareholders

I. Financial highlights

Does the Company adjust retrospectively or restate any accounting data of previous years?
□ Yes √ No

                                                Jan.-Mar. 2013             Jan.-Mar. 2012                          +/- (%)

Operating revenues (RMB Yuan)                         2,359,241,990.64       1,629,565,324.87                                   44.78%

Net profit attributable to shareholders of
                                                       111,003,706.39          118,581,048.80                                   -6.39%
the Company (RMB Yuan)
Net profit attributable to shareholders of
the Company after extraordinary gains                  108,797,694.64          117,140,274.75                                   -7.12%
and losses (RMB Yuan)
Net cash flows from operating activities
                                                       277,826,039.48           -1,660,902.67                                16,827.41%
(RMB Yuan)

Basic EPS (RMB Yuan/share)                                        0.18                      0.19                                -5.26%

Diluted EPS (RMB Yuan/share)                                      0.18                      0.19                                -5.26%

Weighted average ROE (%)                                        2.97%                  3.39%                                    -0.42%

                                                 31 Mar. 2013              31 Dec. 2012                            +/- (%)

Total assets (RMB Yuan)                               8,656,718,506.34       8,403,705,443.29                                    3.01%

Net assets attributable to shareholders
                                                      3,797,183,537.09       3,686,210,495.87                                    3.01%
of the Company (RMB Yuan)

Items and amounts of extraordinary gains and losses
√ Applicable □ Inapplicable
                                                                                                                         Unit: RMB Yuan

                            Item                                         1 Jan. 2013-31 Mar. 2013                       Explanation

Gain/loss on the disposal of non-current assets (including
                                                                                                   -1,056,754.35
the offset part of the asset impairment provisions)

Government grants recognized in the current period,
except for those acquired in the ordinary course of
                                                                                                   2,414,971.49
business or granted at certain quotas or amounts
according to the government’s unified standards

Non-operating income and expense other than the above                                              1,928,147.35

Income tax effects                                                                                   492,954.67

Minority interests effects (after tax)                                                               587,398.07


                                                                                                                                          3
                                                           Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited



Total                                                                                             2,206,011.75             --



II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders

                                                                                                                                Unit: share

Total number of shareholders at the period-end                                                                                    28,702

                                                 Shareholdings of top 10 shareholders

                                                                                                                      Pledged or frozen
                                                                               Sharehol                                    shares
                                                                  Nature of               Total shares Number of
                                                                                ding                                                Num
                     Name of shareholder                          shareholde              held at the   restricted
                                                                               percenta                               Status of ber of
                                                                      r                   period-end    shares held
                                                                               ge (%)                                   shares      share
                                                                                                                                      s

                                                                 Domestic
                                                                 non-state-
GD MIDEA HOLDING CO., LTD.                                       owned           35.2% 222,661,571 216,342,015
                                                                 corporatio
                                                                 n

                                                                 Overseas
GAOLING FUND,L.P.                                                corporatio      8.28%     52,368,043
                                                                 n

                                                                 Overseas
TITONI INVESTMENTS DEVELOPMENT LTD.                              corporatio      4.88%     30,851,714   30,851,714
                                                                 n

                                                                 State-own
                                                                 ed
FINANCE BUREAU OF WUXI                                                           3.49%     22,057,657
                                                                 corporatio
                                                                 n

                                                                 Overseas
BOCI SECURITIES LIMITED                                          corporatio      3.41%     21,596,581
                                                                 n

NATIONAL SOCIAL SECURITY FUND PORTFOLIO 102                      Other           2.21%     14,000,000

                                                                 Overseas
GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED                        corporatio      2.14%     13,558,545
                                                                 n

BANK OF COMMUNICATIONS-TEDA HONGLI VALUE
                                                                 Other            1.3%      8,193,261
OPTIMIZING GROWTH INDUSTRY STOCK FUND

CHINA CONSTRUCTION BANK-TEDA HONGLI
                                                                 Other           1.18%      7,449,661
MARKET VALUE SELECTED STOCK FUND

AGRICULTURAL BANK OF CHINA-CHINA REVIVAL                        Other           1.17%      7,382,595


                                                                                                                                            4
                                                        Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


STOCK FUND

                                     Shareholdings of top 10 non-restricted shareholders

                                                                             Number of                   Variety of shares
                          Name of shareholder                              non-restricted
                                                                                                      Variety           Number
                                                                            shares held

                                                                                             Domestically listed
GAOLING FUND,L.P.                                                              52,368,043                               52,368,043
                                                                                             foreign shares

                                                                                             RMB ordinary
FINANCE BUREAU OF WUXI                                                         22,057,657                               22,057,657
                                                                                             shares

                                                                                             Domestically listed
BOCI SECURITIES LIMITED                                                        21,596,581                               21,596,581
                                                                                             foreign shares

                                                                                             RMB ordinary
NATIONAL SOCIAL SECURITY FUND PORTFOLIO 102                                    14,000,000                               14,000,000
                                                                                             shares

                                                                                             Domestically listed
GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED                                      13,558,545                               13,558,545
                                                                                             foreign shares

BANK OF COMMUNICATIONS-TEDA HONGLI VALUE                                                    RMB ordinary
                                                                                 8,193,261                                   8,193,261
OPTIMIZING GROWTH INDUSTRY STOCK FUND                                                        shares

CHINA CONSTRUCTION BANK-TEDA HONGLI MARKET VALUE                                            RMB ordinary
                                                                                 7,449,661                                   7,449,661
SELECTED STOCK FUND                                                                          shares

AGRICULTURAL BANK OF CHINA-CHINA REVIVAL STOCK                                              RMB ordinary
                                                                                 7,382,595                                   7,382,595
FUND                                                                                         shares

CHINA CONSTRUCTION BANK-PENGHUA VALUE ADVANCED                                              RMB ordinary
                                                                                 7,215,783                                   7,215,783
STOCK FUND                                                                                   shares

                                                                                             Domestically listed
SUN HUNG KAI INVESTMENT SERVICES LTD-CUSTOMERS A/C                               6,962,181                                   6,962,181
                                                                                             foreign shares

                                                GD    MIDEA     HOLDING       CO.,   LTD.      and     TITONI      INVESTMENTS
                                                DEVELOPMENT LTD. are parties acting in concert. Apart from that, it’s
Explanation on associated relationship or
                                                unknown whether there is any associated relationship among other shareholders,
persons   acting   in   concert   among   the
                                                or whether there are parties acting in concert among them as stipulated in the
above-mentioned shareholders
                                                Administrative Methods for Information Disclosure for Shareholding Changes of
                                                Shareholders of Listed Companies.




                                                                                                                                         5
                                                   Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited




                                  Section III. Significant Events

I. Significant changes of the major accounting statement items and financial indicators for the
reporting period, as well as the reasons for these changes

                   31 Mar. 2013/     31 Dec. 2012/
                                                         +/- (RMB
                   Jan.-Mar. 2013   Jan.-Mar. 2012                         +/-%                    Explanation
 Statement item                                            0,000)
                    (RMB 0,000)      (RMB 0,000)
                                                                                      The forward foreign exchange
Transactional
                           514.41           122.46            391.95       320.07%    contracts signed with banks
financial assets
                                                                                      increased.
                                                                                      Due to material procurement, the
Prepayments             14,447.50          9,718.84         4,728.66        48.65%    prepayments for materials
                                                                                      increased.
                                                                                      Due to the production and sales
Taxes and fares
                        14,056.94           -382.10        14,439.04      3778.82%    cycle, the taxes payable
payable
                                                                                      increased.
                                                                                      The fair value of transactional
Deferred income                                                                       financial assets and
                            80.88            21.17             59.71       282.07%
tax liabilities                                                                       available-for-sale financial assets
                                                                                      increased.
                                                                                      The market environment
Operating
                       235,924.20       162,956.53         72,967.67        44.78%    improved and the sales volume
revenues
                                                                                      increased.

Operating costs        178,259.75       131,205.54         47,054.21        35.86%    The sales income increased.

Business taxes                                                                        Due to the production and sales
                         1,732.74          1,184.17           548.57        46.33%
and surtaxes                                                                          cycle, the turnover tax increased.
                                                                                      The sales mode changed and the
Sales expenses          32,875.15          9,878.25        22,996.90       232.80%
                                                                                      sales scale expanded.
Administrative
                         9,449.06          6,536.86         2,912.20        44.55%    The R&D input increased.
expenses
                                                                                      The gains on wealth management
Financial
                           886.19         -1,617.45         2,503.65       154.79%    products of banks were
expenses
                                                                                      reclassified to investment gains.
                                                                                      The accounts receivable
Asset impairment                                                                      increased and the bad-debt loss
                           798.22           549.27            248.95        45.32%
loss                                                                                  provisions made according to
                                                                                      aging increased.
Gains on fair                                                                         The forward foreign exchange
                           391.95           -287.33           679.28       236.41%
value changes                                                                         contracts increased.

Investment gains         1,640.62           353.80          1,286.82       363.71%    The scale of bank wealth


                                                                                                                            6
                                                          Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


                                                                                                   management product investments
                                                                                                   expanded and the gains
                                                                                                   increased.
 Non-operating                                                                                     Governmental subsidies
                                  534.91             788.29          -253.39       -32.14%
 income                                                                                            decreased.
 Non-operating                                                                                     The loss on disposal of old and
                                  325.44             743.91          -418.47       -56.25%
 expense                                                                                           useless fixed assets decreased.
                                                                                                   Due to exchange rate
 Other                                                                                             fluctuations, the foreign-currency
 comprehensive                      -3.07              -5.09             2.03       39.80%         statement translation difference
 income                                                                                            of the Singapore subsidiary
                                                                                                   changed.
 Net cash flows
                                                                                                   The cash paid for goods and
 from operating                27,782.60            -166.09        27,948.69    16827.41%
                                                                                                   services decreased.
 activities
 Net cash flows                                                                                    The cash paid for bank wealth
 from investing                -25,244.69          -5,198.62      -20,046.08      -385.60%         management product investment
 activities                                                                                        increased.


II. Progress of significant events and analysis & explanations on their influence and solutions

N/A

III. Commitments made by the Company or any shareholder with a shareholding over 5% in
the reporting period or such commitments carried down into the reporting period

                      Commit                                                             Date of
                                                                                                      Period of
     Commitment         ment                    Contents of commitment                  commitm                          Execution
                                                                                                     commitment
                       maker                                                               ent

                                 Where the controlling shareholder GD Midea Holding
                                 Co., Ltd. (Midea Holding) plans to sell the
                                 Company’s shares released from trading moratorium
                      Controlli held by it via the bid trading system of the Shenzhen
Share          reform ng         Stock Exchange, and Midea Holding decreases over 28 Feb.                          In the process of
                                                                                                    Long-term
commitment            sharehol 5% shares within six months since the first reduction 2008                          implementation
                      der        of holdings, Midea Holding will disclose the
                                 suggestive announcement on share selling through the
                                 Company two trading days before its first reduction
                                 of holdings.

Commitment made Controlli 1. As for Midea Holding’s commitment on share
in   an    acquisition ng        lock-up, it has committed that it will not transfer 1      Dec. Finished on 1 In the process of
report or a report on sharehol Little Swan shares held by it within 36 months since 2010            Dec. 2013      implementation
equity changes        der        the date when the private share offering deal is



                                                                                                                                        7
                                         Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


            closed.

            2. As for the commitment of avoiding horizontal
            competition,    Midea    Holding      (the   controlling
            shareholder) and Mr. He Xiangjian (the actual
            controller) has promised that, for the period after the
            said transaction when the Company’s controlling
Controlli
            shareholder and actual controller remain unchanged,
ng
            Midea Holding, Mr. He Xiangjian and other
sharehol
            subsidiary companies under their control excluding 1         Dec.               In the process of
der and                                                                         Long-term
            the Company and the Company’s subordinate 2010                                 implementation
actual
            companies will not increase business or establish new
controlle
            subsidiary companies engaged in business which is
r
            the same with or similar to the Company’s main
            business or forms substantial horizontal competition
            with the Company. If they act against the commitment
            above, profits thus generated will be attributable to
            the Company.

            3.   As   for   the   commitment       for   regulating
            related-party transactions,       GD Midea Holding
            (the controlling shareholder) and Mr. He Xiangjian
            (the actual controller) have promised that when there
            are inevitable related-party transactions or such
Controlli
            transaction incurred with rational reasons after the
ng
            completion of the transaction, they will follow the
sharehol
            fair, reasonable and market principles in formulating 1      Dec.               In the process of
der and                                                                         Long-term
            and signing relevant agreements on such related-party 2010                      implementation
actual
            transactions and ensure that no harm will be done to
controlle
            interests of the Company and other shareholders.
r
            Where GD Midea Holding and Mr. He Xiangjian act
            against the promise above and damage interests of the
            Company and other shareholders, they will assume
            liabilities for compensation according to relevant
            provisions.

Controlli 4. As for the commitment on independence, GD
ng          Midea Holding has promised to protect Little Swan’s 1       Dec.               In the process of
                                                                                Long-term
sharehol independence in terms of assets, staff, finance, 2010                              implementation
der         organization and business.

            5. As for the commitment on related-party deposits
Controlli and borrowings, up to 8 Apr. 2010, the Financial
ng          Settlement Center of GD Midea Holding had settled 1          Dec.               In the process of
                                                                                Long-term
sharehol all internal deposits and borrowings with Hefei 2010                               implementation
der         Royalstar Washing Equipment Manufacturing Co.,
            Ltd.; and GD Midea Holding has promised that there


                                                                                                                8
                                        Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


            will be no more deposits, borrowings or other funds
            flows incurred between the Financial Settlement
            Center and Hefei Royalstar Washing Equipment
            Manufacturing Co., Ltd..

            6. The commitment by GD Midea Holding on
            housing properties with no ownership certificates
            of the target company for sale is detailed as
            follows. Two pieces of the buildings of Royalstar
            Washing Equipment assessed and sold to the
            Company are of no ownership certificates—the
Controlli
            warehouse for half-finished products (176 square
ng                                                                      1      Dec.               In the process of
            meters) and the workshop for injection molding (834                       Long-term
sharehol                                                                2010                      implementation
            square meters), both located in the old factory of
der
            Royalstar Washing Equipment, Hewa Road, Hefei.
            GD Midea Holding has promised that if loss occurs
            due to the said two buildings without ownership
            certificates in the asset disposal process in the future,
            it will assume the loss thus caused and make
            compensation to the Company.

            7. The commitment by GD Midea Holding on
                                                                                                  Both parties have
            trademarks is detailed as follows. (1) Concerning
                                                                                                  signed               the
            the   “Midea”    trademark:   Upon     approval    and
                                                                                                  approved       contract
            implementation of the equity transfer transaction, GD
                                                                                                  concerning           the
            Midea Holding has promised that it will make sure
                                                                                                  “Midea”
            that Royalstar Washing Equipment uses the “Midea”
                                                                                                  trademark.
            trademark in a proper manner. Royalstar Washing
                                                                                                  According to the
            Equipment will be allowed to use the “Midea”
                                                                                                  contract, 0.3% of
            trademark with a trademark use fee not more than that
                                                                                                  the      net        sales
            paid by Midea Group (the controlling shareholder of
                                                                                                  generated             by
            GD Midea Holding) and its subsidiaries (currently
Controlli                                                                                         products approved
            3‰ of the annual sales income generated by products
ng                                                                      1      Dec.               to use the “Midea”
            using the “Midea” trademark), and upon negotiation                      Long-term
sharehol                                                                2010                      trademark              is
            and signing of the “Agreement for Trademark Use”.
der                                                                                               charged        as    the
            The related-party transactions incurred due to the said
                                                                                                  trademark use fee.
            use of the “Midea” trademark will be submitted to the
                                                                                                  The        “Royalstar”
            decision-making organ of the Company for approval
                                                                                                  trademark            use
            according to the stipulated procedure. As such,
                                                                                                  contract             has
            interests   of    the   Company    and    its   minority
                                                                                                  expired and will
            shareholders will be safeguarded. (2) Concerning the
                                                                                                  not   be       renewed.
            “Royalstar” trademark: GD Midea Holding has
                                                                                                  Therefore,           the
            signed the “Contract for Trademark Use” with
                                                                                                  relevant
            Royalstar Group and obtained the ordinary use rights
                                                                                                  commitment           has
            of the “Royalstar” (or “荣事达”) trademark. As the
                                                                                                  completed.
            transferor in the transfer transaction of equity

                                                                                                                              9
                                                                 Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


                                      interests of Royalstar Washing Equipment, GD Midea
                                      Holding has promised that within the scope as agreed
                                      in the “Contract for Trademark Use”, if any dispute
                                      arises between Royalstar Washing Equipment and
                                      Royalstar Group over the former’s execution of the
                                      “Contract for Trademark Use”, Little Swan will not
                                      be involved. If Royalstar Washing Equipment and
                                      Little Swan have to assume any responsibility or loss
                                      due to the aforesaid dispute, GD Midea Holding is
                                      willing to take on the responsibility instead and make
                                      compensations to Royalstar Washing Equipment and
                                      Little Swan at full amount.

                                      8. The commitment by GD Midea Holding on
                                      social security payment and tax risks is detailed as
                                      follows. GD Midea Holding has promised that upon
                                      the completion of the said equity transfer deal, if
                                      Royalstar Washing Equipment is obliged to take on
                                      any responsibility or pay relevant fares as required by
                                      relevant government authorities due to its social
                                      security payment before the said deal, GD Midea
                                      Holding is willing to pay relevant fares for Royalstar
                                      Washing     Equipment     to   relevant   government
                          Controlli
                                      authorities in a timely manner and assume any other
                          ng                                                                    1      Dec.               In the process of
                                      liability. If any loss thus occurs to Royalstar Washing                 Long-term
                          sharehol                                                              2010                      implementation
                                      Equipment or Little Swan, GD Midea Holding is
                          der
                                      willing to assume relevant responsibilities for
                                      compensation. Upon the completion of the said equity
                                      transfer deal, if income tax evasion or any other tax
                                      risk is found in Royalstar Washing Equipment, GD
                                      Midea Holding is willing to assume relevant legal
                                      responsibilities and risks and pay relevant taxes in a
                                      timely manner to relevant government authorities;
                                      and if any loss thus occurs to Little Swan, GD Midea
                                      Holding will assume the corresponding responsibility
                                      for compensation.

Commitment made
in                asset
reorganization

Commitment made
in      IPO          or
re-financing

Commitment made
to             minority


                                                                                                                                           10
                                                               Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


shareholders of the
Company

Executed timely or
                         Yes
not?

Detailed reason for
failing to execute       Inapplicable
and the next plan

Make commitments
on causing the
problems of
horizontal               Yes
competition and
related-party
transactions or not?

Settlement period of
                         Naught
commitment

                         When the Company’s controlling shareholder and actual controller remains unchanged, GD Midea Holding,
                         Mr. He Xiangjian and other subsidiary companies under their control excluding the Company and the
                         Company’s subordinate companies will not increase business or establish new subsidiary companies engaged
                         in business which is the same with or similar to the Company’s main business or forms substantial horizontal
Way of settlement
                         competition with the Company; when there are inevitable related-party transactions or such transaction
                         incurred with rational reasons, they will follow the fair, reasonable and market principles in formulating and
                         signing relevant agreements on such related-party transactions and ensure that no harm will be done to
                         interests of the Company and other shareholders.

Fulfillment of
                         Under strict fulfillment
commitment


IV. Predict the operating results of Jan.-Jun. 2013

Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the
next reporting period according to prediction, as well as explanations on the reasons:
□ Applicable √ Inapplicable


V. Derivative investments

                                             The Company has formulated the Management Methods for Futures Hedging Business and
Analysis      on     risks   and   control
                                             the Management Methods for Exchange Funds upon review to thoroughly assess and
measures of derivative products held
                                             control derivative investment risks, which are detailed as follows:
in the reporting period (including but
                                             1. Market risk
not limited to market risk, liquidity
                                             Price movements of bulk raw materials and fluctuations of exchange rates may incur a great
risk, credit risk, operation risk, law
                                             market risk in the futures business and the foreign exchange funds business. Meanwhile, if
risk, etc.)
                                             the Company fails to input enough funds in time to create and maintain hedging positions in


                                                                                                                                      11
                                                            Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


                                        its futures hedging operations, or fails to input foreign exchanges on time for contract
                                        execution in the foreign exchange funds business, hedging loss and contract breach risk may
                                        incur.
                                        Counter-measures: The Company will not carry out speculative trading in its futures
                                        hedging business and foreign exchange funds business. And the Company will stick to the
                                        principle of being prudent in operations. As for the futures hedging business, the hedging
                                        volume should be determined and futures trading applications should be filed in strict
                                        accordance with production and operation needs. In principle, the hedging volume shall not
                                        exceed one third of the planned volume for the year. And a stop-loss mechanism is adopted.
                                        Guarantee deposits are paid as required and increased according to production and operation
                                                                                                                  í
                                                                         í                                             í
                                        dopted. When subsidiaries or product enterprises file applications for funds business, they
                                        will give a risk analysis on conditions or circumstances that might affect gains and losses,
                                        estimate the maximum gain and loss, and state the ratio or total amount of guarantee
                                        deposits they can bear. And the Company will, according to their applications, update
                                        operations in time in its funds business and make funds arrangements before the maturity
                                        date.
                                        2. Operation risk
                                        The Company may suffer loss in its hedging business and foreign exchange funds business
                                        due to faulty internal procedures, staff, systems and external events.
                                        Counter-measures: Responsibility division and approval procedures for the hedging and
                                        foreign exchange business have been specified in relevant management rules. And a sound
                                        supervision mechanism has been established. And operation risk can be effectively reduced
                                        by enhancing risk control over procedures for operation, decision-making and trading.
                                        3. Risk concerning laws and regulations
                                        The Company carries out its hedging and foreign exchange business in compliance with
                                        applicable laws and regulations, with rights and duties between the Company and agencies
                                        being stated clearly.
                                        Counter-measures: The Company urges responsible departments to understand better about
                                        relevant laws, regulations and market rules; be strict in contract re-checks; make clear
                                        relevant rights and duties; and enhance compliance checks to make sure that the Company
                                        operates derivative investments in compliance with applicable laws, regulations and the
                                        Company’s internal management rules.

Changes of market prices or fair
values in the reporting period of the
invested derivatives. And the analysis The Company adopts public quotations in the futures market or forward foreign exchange
on the fair value of the derivatives quotations declared by the People’s Bank of China in its analysis on fair values of derivative
should   include   the   specific   use products.
methods and the relevant assumptions
and parameters.

Whether significant changes occurred
to the Company’s accounting policy No significant changes.
and specific accounting principles of


                                                                                                                                  12
                                                                  Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


derivatives in the reporting period
compared to the previous reporting
period

                                           Independent directors of the Company believe that: A. The Company has formulated
                                           derivative investment rules such as the Management Methods for Futures Hedging Business
                                           and the Management Methods for Exchange Funds to help it effectively control risks
                                           involved; B. During the reporting period, the Company performed the relevant approval
Specific opinion from independent procedure before it conducted derivative investments in strict compliance with the lines and
directors      on    the      Company’s ways approved by the Shareholders’ General Meeting; And C. The Company’s derivative
derivatives    investment       and    risk investments in the reporting period mainly targeted its exports. It signed forward exchange
control                                    contracts with domestic financial institutions, which helped it lock up the exchange rate and
                                           avoid the risk of exchange rate fluctuations. The Company conducted no speculative
                                           operations, so there was no credit risk. And transaction periods were determined according
                                           to expectations and payment receiving and making, with no influence on the Company’s
                                           fluidity.



Derivative investments held at period-end:
√ Applicable □ Inapplicable

                                                                                                                            Proportion of the closing
                             Opening contract amount Closing contract amount                     Gain or loss in the         contract amount in the
     Type of contract
                                  (RMB Yuan)                    (RMB Yuan)                    reporting period          closing net assets of the
                                                                                                                                   Company (%)

Forward foreign
                                        242,450,350.00                  485,089,600.00 Profit: RMB 4,285,260                                    12.77%
exchange contracts

            Total                       242,450,350.00                  485,089,600.00                     --                                   12.77%

Explanation:


VI. Researches, visits and interviews received in the reporting period

                                                                                                                                  Main discussion and
                            Place of       Way of       Visitor
 Time of reception                                                                             Visitor                            materials provided by
                           reception      reception        type
                                                                                                                                      the Company

                        Conference
                                         Field         Institutio Changjiang         Securities,         SWS       Mu     Fund Overall operation of
8 Jan. 2013             Room of the
                                         research      n            Management, China Post Fund, HuaAn Funds                      the Company
                        Company

                                                                    China Merchants Securities, Eastern Bay Asset
                        Conference                                  Management, Ping An Insurance, New Think
                                         Field         Institutio                                                                 Overall operation of
14 Jan. 2013            Room of the                                 Invest, BNY Fund, Western Asset Management,
                                         research      n                                                                          the Company
                        Company                                     Haitong      Securities,      Wanjia        Asset,   Aijian
                                                                    Securities




                                                                                                                                                      13
                                                          Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited




                                    Section IV. Financial Statements

I. Financial statements

1. Consolidated balance sheet

Prepared by Wuxi Little Swan Company Limited                                                                  Unit: RMB Yuan

                          Item                                     Closing balance                    Opening balance

Current Assets:

  Monetary funds                                                           1,417,528,392.65                    1,404,291,094.65

  Settlement reserves

  Intra-group lendings

  Transactional financial assets                                                5,144,100.00                        1,224,590.00

  Notes receivable                                                         2,443,417,359.35                    2,262,814,443.87

  Accounts receivable                                                        839,678,545.65                      722,198,904.66

  Accounts paid in advance                                                   144,475,006.38                       97,188,434.21

  Premiums receivable

  Reinsurance premiums receivable

  Receivable reinsurance contract reserves

  Interest receivable

   Dividend receivable

  Other accounts receivable                                                   21,252,398.22                       16,984,517.49

  Financial assets purchased under agreements to resell

  Inventories                                                                691,855,231.18                      952,747,860.68

  Non-current assets due within 1 year

  Other current assets                                                     1,448,569,524.28                    1,201,171,819.72

Total current assets                                                        7,011,920,557.71                   6,658,621,665.28

Non-current assets:

  Loans by mandate and advances granted

  Available-for-sale financial assets                                            348,096.00                          286,944.00

  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investment                                                   4,726,423.12                        5,695,850.80

  Investing property                                                            5,001,116.73                        5,049,500.73


                                                                                                                               14
                                                      Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


  Fixed assets                                                         1,272,773,028.55                    1,297,298,526.31

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Production biological assets

  Oil-gas assets

  Intangible assets                                                      226,620,169.22                      308,714,119.44

  R&D expense

  Goodwill

  Long-term deferred expenses                                             21,368,837.24                       27,729,917.87

  Deferred income tax assets                                             113,960,277.77                      100,308,918.86

  Other non-current assets

Total of non-current assets                                            1,644,797,948.63                    1,745,083,778.01

Total assets                                                           8,656,718,506.34                    8,403,705,443.29

Current liabilities:

  Short-term borrowings

  Borrowings from Central Bank

  Customer bank deposits and due to banks and other
financial institutions

  Intra-group borrowings

  Transactional financial liabilities

  Notes payable                                                        1,032,229,855.45                    1,003,090,693.95

  Accounts payable                                                     2,280,383,522.69                    2,129,979,583.30

  Accounts received in advance                                           594,024,686.45                      804,441,642.84

  Financial assets sold for repurchase

  Handling charges and commissions payable

  Employee’s compensation payable                                       128,792,368.71                      125,902,663.09

  Tax payable                                                            140,569,355.17                        -3,821,048.41

  Interest payable

  Dividend payable                                                          3,710,206.21                        3,710,206.21

  Other accounts payable                                                  87,199,934.69                       71,726,352.37

  Reinsurance premiums payable

  Insurance contract reserves

  Payables for acting trading of securities




                                                                                                                           15
                                                            Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


  Payables for acting underwriting of securities

  Non-current liabilities due within 1 year

  Other current liabilities

Total current liabilities                                                    4,266,909,929.37                    4,135,030,093.35

Non-current liabilities:

  Long-term borrowings

  Bonds payable

  Long-term payables

  Specific payables                                                               2,607,427.30                        2,607,427.30

  Estimated liabilities                                                         14,580,026.15                       14,041,361.41

  Deferred income tax liabilities                                                  808,784.39                           211,685.10

  Other non-current liabilities                                                   1,096,000.00                        1,271,800.00

Total non-current liabilities                                                   19,092,237.84                       18,132,273.81

Total liabilities                                                            4,286,002,167.21                    4,153,162,367.16

Owners’ equity (or shareholders’ equity)

  Paid-up capital (or share capital)                                           632,487,764.00                      632,487,764.00

  Capital reserves                                                           1,129,461,292.91                    1,129,409,313.71

  Less: Treasury stock

  Specific reserves

  Surplus reserves                                                             270,617,248.93                      270,617,248.93

  Provisions for general risks

  Retained profits                                                           1,767,321,006.71                    1,656,317,300.32

  Foreign exchange difference                                                    -2,703,775.46                       -2,621,131.09

Total equity attributable to owners of the Company                           3,797,183,537.09                    3,686,210,495.87

Minority interests                                                             573,532,802.04                      564,332,580.26

Total owners’ (or shareholders’) equity                                    4,370,716,339.13                    4,250,543,076.13

Total liabilities and owners’ (or shareholders’) equity                    8,656,718,506.34                    8,403,705,443.29


Legal representative: Fang Hongbo      Chief of the accounting work: Zhang Zhaofeng    Chief of the accounting organ: Zhong Fangliu


2. Balance sheet of the Company

Prepared by Wuxi Little Swan Company Limited                                                                    Unit: RMB Yuan

                              Item                                   Closing balance                    Opening balance

Current Assets:

  Monetary funds                                                               634,207,688.69                      922,427,475.16


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                                         Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


  Transactional financial assets                              3,245,770.00                         1,003,870.00

  Notes receivable                                        1,696,510,597.19                    1,630,477,941.72

  Accounts receivable                                       526,623,530.04                      315,755,445.34

  Accounts paid in advance                                   63,096,647.31                       56,491,157.88

  Interest receivable

  Dividend receivable

  Other accounts receivable                                  16,485,473.07                       14,097,542.06

  Inventories                                               429,301,928.36                      595,440,128.45

  Non-current assets due within 1 year

  Other current assets                                      932,979,274.49                      510,244,753.07

Total current assets                                      4,302,450,909.15                    4,045,938,313.68

Non-current assets:

  Available-for-sale financial assets                           348,096.00                          286,944.00

  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investment                             1,668,470,502.19                    1,669,439,929.87

  Investing property                                          5,001,116.73                         5,049,500.73

  Fixed assets                                              586,704,634.83                      599,765,994.35

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Production biological assets

  Oil-gas assets

  Intangible assets                                         106,219,574.57                      106,918,898.60

  R&D expense

  Goodwill

  Long-term deferred expenses                                20,480,248.82                       26,516,523.53

  Deferred income tax assets                                 75,988,023.56                       65,508,358.77

  Other non-current assets

Total of non-current assets                               2,463,212,196.70                    2,473,486,149.85

Total assets                                              6,765,663,105.85                    6,519,424,463.53

Current liabilities:

  Short-term borrowings

  Transactional financial liabilities



                                                                                                              17
                                                            Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


  Notes payable                                                                562,974,319.72                      557,839,790.34

  Accounts payable                                                           1,463,337,603.09                    1,340,509,488.90

  Accounts received in advance                                                 376,211,331.67                      540,385,145.87

  Employee’s compensation payable                                              53,991,237.50                       38,376,269.86

  Tax payable                                                                  120,268,558.71                        15,517,733.11

  Interest payable

  Dividend payable                                                               3,710,206.21                         3,710,206.21

  Other accounts payable                                                       222,701,851.62                      130,963,937.18

  Non-current liabilities due within 1 year

  Other current liabilities

Total current liabilities                                                    2,803,195,108.52                    2,627,302,571.47

Non-current liabilities:

  Long-term borrowings

  Bonds payable

  Long-term payables

  Specific payables

  Estimated liabilities

  Deferred income tax liabilities                                                  524,034.90                          178,577.10

  Other non-current liabilities                                                    450,000.00                          600,000.00

Total non-current liabilities                                                      974,034.90                          778,577.10

Total liabilities                                                            2,804,169,143.42                    2,628,081,148.57

Owners’ equity (or shareholders’ equity)

  Paid-up capital (or share capital)                                           632,487,764.00                      632,487,764.00

  Capital reserves                                                           1,291,513,348.14                    1,291,461,368.94

  Less: Treasury stock

  Specific reserves

  Surplus reserves                                                             257,967,105.03                      257,967,105.03

  Provisions for general risks

  Retained profits                                                           1,779,525,745.26                    1,709,427,076.99

  Foreign exchange difference

Total owners’ (or shareholders’) equity                                    3,961,493,962.43                    3,891,343,314.96

Total liabilities and owners’ (or shareholders’) equity                    6,765,663,105.85                    6,519,424,463.53


Legal representative: Fang Hongbo      Chief of the accounting work: Zhang Zhaofeng    Chief of the accounting organ: Zhong Fangliu




                                                                                                                                 18
                                                          Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


3. Consolidated income statement

Prepared by Wuxi Little Swan Company Limited                                                                  Unit: RMB Yuan

                              Item                                 Jan.-Mar. 2013                      Jan.-Mar. 2012

I. Operating revenues                                                      2,359,241,990.64                    1,629,565,324.87

Including: Sales income                                                    2,359,241,990.64                    1,629,565,324.87

          Interest income

          Premium income

          Handling charge and commission income

II. Total operating cost                                                   2,240,011,104.63                    1,477,366,332.71

Including: Cost of sales                                                   1,782,597,479.96                    1,312,055,379.37

          Interest expenses

          Handling charge and commission expenses

          Surrenders

          Net claims paid

          Net amount withdrawn for the insurance
contract reserve

          Expenditure on policy dividends

          Reinsurance premium

          Taxes and associate charges                                         17,327,435.34                        11,841,728.85

          Selling and distribution expenses                                  328,751,508.21                       98,782,478.06

          Administrative expenses                                             94,490,588.19                       65,368,571.92

          Financial expenses                                                   8,861,929.20                       -16,174,527.67

          Asset impairment loss                                                7,982,163.73                         5,492,702.18

Add: Gain/(loss) from change in fair value (“-” means
                                                                               3,919,510.00                        -2,873,250.00
loss)

        Gain/(loss) from investment (“-” means loss)                        16,406,187.35                         3,538,026.66

Including: share of profits in associates and joint
ventures

Foreign exchange gains (“-” means loss)

III. Business profit (“-” means loss)                                      139,556,583.36                      152,863,768.82

        Add: non-operating income                                              5,349,057.97                         7,882,917.57

        Less: non-operating expense                                            3,254,442.84                         7,439,123.10

Including: loss from non-current asset disposal

IV. Total profit (“-” means loss)                                          141,651,198.49                      153,307,563.29




                                                                                                                               19
                                                             Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


        Less: Income tax expense                                                 21,447,270.34                        23,758,255.75

V. Net profit (“-” means loss)                                                120,203,928.15                       129,549,307.54

        Including: Net profit achieved by combined parties
before the combinations

        Attributable to owners of the Company                                   111,003,706.39                       118,581,048.80

        Minority shareholders’ income                                            9,200,221.76                        10,968,258.74

VI. Earnings per share                                       --                                   --

        (I) Basic earnings per share                                                       0.18                                 0.19

        (II) Diluted earnings per share                                                    0.18                                 0.19

Ⅶ. Other comprehensive incomes                                                     -30,665.17                             -50,938.13

Ⅷ. Total comprehensive incomes                                                 120,173,262.98                       129,498,369.41

        Attributable to owners of the Company                                   110,973,041.22                       118,530,110.67

        Attributable to minority shareholders                                     9,200,221.76                        10,968,258.74


Legal representative: Fang Hongbo         Chief of the accounting work: Zhang Zhaofeng   Chief of the accounting organ: Zhong Fangliu


4. Income statement of the Company

Prepared by Wuxi Little Swan Company Limited                                                                     Unit: RMB Yuan

                             Item                                     Jan.-Mar. 2013                      Jan.-Mar. 2012

I. Sales income                                                               1,730,234,964.83                       983,319,071.30

Less: cost of sales                                                           1,315,047,547.80                       779,609,331.46

Business taxes and surcharges                                                    12,169,504.53                        11,227,198.25

Distribution expenses                                                           255,824,327.32                        50,410,103.03

Administrative expenses                                                          61,089,128.95                        41,689,016.47

Financial costs                                                                   6,476,360.62                       -15,549,348.09

Impairment loss                                                                   7,620,160.27                         4,190,775.52

Add: gain/(loss) from change in fair value (“-” means
                                                                                  2,241,900.00                        -1,461,650.00
loss)

Gain/(loss) from investment (“-” means loss)                                    8,527,122.76                         1,932,226.65

Including: income form investment on associates and
joint ventures

II. Business profit (“-” means loss)                                           82,776,958.10                       112,212,571.31

Add: non-business income                                                          2,502,917.60                         5,368,729.37

Less: non-business expense                                                        2,821,645.74                         9,113,344.78

Including: loss from non-current asset disposal




                                                                                                                                   20
                                                           Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


III. Total profit (“-” means loss)                                            82,458,229.96                       108,467,955.90

Less: income tax expense                                                        12,359,561.70                        16,270,193.39

IV. Net profit   (“-” means loss)                                             70,098,668.26                        92,197,762.51

V. Earnings per share                                      --                                    --

(I) Basic earnings per share                                                              0.11                                0.15

(II) Diluted earnings per share                                                           0.11                                0.15

VI. Other comprehensive income                                                      51,979.20                           -17,992.80

VII. Total comprehensive income                                                 70,150,647.46                        92,179,769.71


Legal representative: Fang Hongbo        Chief of the accounting work: Zhang Zhaofeng   Chief of the accounting organ: Zhong Fangliu


5. Consolidated cash flow statement

Prepared by Wuxi Little Swan Company Limited                                                                    Unit: RMB Yuan

                                  Item                                       Jan.-Mar. 2013                 Jan.-Mar. 2012

I. Cash flows from operating activities:

  Cash received from sale of commodities and rendering of service                  1,900,494,571.74               2,005,323,736.13

  Net increase of deposits from customers and dues from banks

  Net increase of loans from the central bank

  Net increase of funds borrowed from other financial institutions

  Cash received from premium of original insurance contracts

  Net cash received from reinsurance business

  Net increase of deposits of policy holders and investment fund

  Net increase of disposal of tradable financial assets

  Cash received from interest, handling charges and commissions

  Net increase of intra-group borrowings

  Net increase of funds in repurchase business

  Tax refunds received                                                                  8,641,019.92                 37,236,238.64

  Other cash received relating to operating activities                                  8,476,911.76                 25,733,732.67

Subtotal of cash inflows from operating activities                                 1,917,612,503.42               2,068,293,707.44

  Cash paid for goods and services                                                 1,112,603,553.86               1,720,211,801.04

  Net increase of customer lendings and advances

  Net increase of funds deposited in the central bank and amount
due from banks

  Cash for paying claims of the original insurance contracts

  Cash for paying interest, handling charges and commissions



                                                                                                                                 21
                                                                Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


  Cash for paying policy dividends

  Cash paid to and for employees                                                         145,551,958.80                107,912,199.50

  Various taxes paid                                                                      62,526,204.16                 87,464,307.30

  Other cash payment relating to operating activities                                    319,104,747.12                154,366,302.27

Subtotal of cash outflows from operating activities                                    1,639,786,463.94               2,069,954,610.11

Net cash flows from operating activities                                                 277,826,039.48                  -1,660,902.67

II. Cash flows from investing activities:

  Cash received from withdrawal of investments                                         2,420,499,865.02

  Cash received from return on investments                                                   415,750.00                   3,548,505.12

  Net cash received from disposal of fixed assets, intangible assets
                                                                                           4,750,805.93                     111,450.08
and other 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 investing activities                           2,425,666,420.95                   3,659,955.20

  Cash paid to acquire fixed assets, intangible assets and other
                                                                                          17,033,366.40                  55,646,111.64
long-term assets

  Cash paid for investment                                                             2,661,080,000.00

  Net increase of pledged loans

  Net cash paid to acquire subsidiaries and other business units

  Other cash payments relating to investing activities

Subtotal of cash outflows from investing activities                                    2,678,113,366.40                  55,646,111.64

Net cash flows from investing activities                                                -252,446,945.45                 -51,986,156.44

III. Cash Flows from Financing Activities:

    Cash received from capital contributions

    Including:      Cash    received    from     minority      shareholder
investments by subsidiaries

    Cash received from borrowings

    Cash received from issuance of bonds

    Other cash received relating to financing activities

Subtotal of cash inflows from financing activities

    Repayment of borrowings

    Cash paid for interest expenses and distribution of dividends or
profit

        Including: dividends or profit paid by subsidiaries to minority
shareholders


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                                                               Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


        Other cash payments relating to financing activities

Sub-total of cash outflows from financing activities

Net cash flows from financing activities

IV. Effect of foreign exchange rate changes on cash and cash
equivalents

V. Net increase in cash and cash equivalents                                             25,379,094.03                 -53,647,059.11

        Add: Opening balance of cash and cash equivalents                             1,293,126,217.00              2,279,653,302.57

VI. Closing balance of cash and cash equivalents                                      1,318,505,311.03              2,226,006,243.46


Legal representative: Fang Hongbo         Chief of the accounting work: Zhang Zhaofeng    Chief of the accounting organ: Zhong Fangliu


6. Cash flow statement of the Company

Prepared by Wuxi Little Swan Company Limited                                                                       Unit: RMB Yuan

                                   Item                                         Jan.-Mar. 2013                 Jan.-Mar. 2012

I. Cash flows from operating activities:

  Cash received from sale of commodities and rendering of service                     1,147,973,657.85              1,004,847,824.56

  Tax refunds received                                                                    4,250,944.97

  Other cash received relating to operating activities                                    5,578,616.43                 19,643,544.19

Subtotal of cash inflows from operating activities                                    1,157,803,219.25              1,024,491,368.75

  Cash paid for goods and services                                                     701,454,690.27                 963,838,537.59

  Cash paid to and for employees                                                         99,816,582.05                 55,289,623.27

  Various taxes paid                                                                     43,800,824.48                 77,191,924.52

  Other cash payment relating to operating activities                                  154,932,694.85                  95,644,072.44

Subtotal of cash outflows from operating activities                                   1,000,004,791.65              1,191,964,157.82

Net cash flows from operating activities                                               157,798,427.60                -167,472,789.07

II. Cash flows from investing activities:

  Cash received from retraction of investments                                         877,248,800.44

  Cash received from return on investments                                                  247,750.00                   1,942,705.12

  Net cash received from disposal of fixed assets, intangible assets
                                                                                          4,747,079.00
and other 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 investing activities                           882,243,629.44                    1,942,705.12

  Cash paid to acquire fixed assets, intangible assets and other
                                                                                         13,390,812.17                 36,159,245.21
long-term assets


                                                                                                                                    23
                                                            Report for the First Quarter of 2013 of Wuxi Little Swan Company Limited


   Cash paid for investment                                                        1,297,000,000.00

   Net cash paid to acquire subsidiaries and other business units

   Other cash payments relating to investing activities

Subtotal of cash outflows from investing activities                                1,310,390,812.17                 36,159,245.21

Net cash flows from investing activities                                            -428,147,182.73                 -34,216,540.09

III. Cash Flows from Financing Activities:

    Cash received from capital contributions

    Cash received from borrowings

    Cash received from issuance of bonds

    Other cash received relating to financing activities

Subtotal of cash inflows from financing activities

    Repayment of borrowings

    Cash paid for interest expenses and distribution of dividends or
profit

     Other cash payments relating to financing activities

Sub-total of cash outflows from financing activities

Net cash flows from financing activities

IV. Effect of foreign exchange rate changes on cash and cash
equivalents

V. Net increase in cash and cash equivalents                                        -270,348,755.13               -201,689,329.16

     Add: Opening balance of cash and cash equivalents                              848,257,647.96               1,470,854,364.19

VI. Closing balance of cash and cash equivalents                                    577,908,892.83               1,269,165,035.03


Legal representative: Fang Hongbo     Chief of the accounting work: Zhang Zhaofeng     Chief of the accounting organ: Zhong Fangliu


II. Audit report

Is this report audited?
□ Yes √ No




                                                                                           Wuxi Little Swan Company Limited

                                                                                          Legal representative: Fang Hongbo

                                                                                                       24 April 2013




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