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 16 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 22 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 24