Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Wuxi Little Swan Company Limited Report for the Third Quarter of 2013 October 2013 1 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Section I. Important Reminders The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior management staff of Wuxi Little Swan Company Limited (hereinafter referred to as “the Company”) warrant that 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. All directors attended the board session for reviewing this report. Mr. Fang Hongbo, chairman of the Board of Directors, Mr. Yin Bitong, GM, Mr. Zhang Zhaofeng, CFO, and Mr. Zhong Fangliu, chief of the accounting organ (chief of accounting), hereby confirm that the financial statements enclosed in this report are factual, accurate and complete. On 18 Sept. 2013, Midea Group Co., Ltd. absorbed GD Midea Holding Co., Ltd. and thus the controlling shareholder of the Company will change from GD Midea Holding Co., Ltd. to Midea Group Co., Ltd. The transfer formalities are in the process. Despite the change of the controlling shareholder, the actual controller of the Company remains the same. 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 Third Quarter of 2013 of Wuxi Little Swan Company Limited Section II. Financial Highlights & Change of Shareholders I. Major accounting data and financial indexes Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes √ No 30 Sept. 2013 31 Dec. 2012 Increase/decrease (%) Total assets (RMB Yuan) 8,714,933,876.04 8,403,705,443.29 3.7% Net assets attributable to shareholders 3,819,597,488.63 3,686,210,495.87 3.62% of the Company (RMB Yuan) YoY YoY Jul.-Sept. 2013 increase/decrease Jan.-Sept. 2013 increase/decrease (%) (%) Operating revenues (RMB Yuan) 2,351,890,369.69 59.58% 6,350,114,706.00 38.8% Net profit attributable to shareholders 102,844,386.41 7.88% 323,805,853.35 3.93% of the Company (RMB Yuan) Net profit attributable to shareholders of the Company after extraordinary 76,911,384.65 - 11.27% 263,620,751.27 -8.87% gains and losses (RMB Yuan) Net cash flows from operating -- -- 924,148,130.89 42.84% activities (RMB Yuan) Basic EPS (RMB Yuan/share) 0.16 7.88% 0.51 3.93% Diluted EPS (RMB Yuan/share) 0.16 7.88% 0.51 3.93% Weighted average ROE (%) 2.73% 2.45% 8.56% -1.23% Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Unit: RMB Yuan Item Amount as of Jan.-Sept. 2013 Note Gains/losses on the disposal of non-current assets (including the -1,384,872.97 offset part of asset impairment provisions) Government grants recognized in the current period, except for those acquired in the ordinary course of business or granted at certain 13,879,398.54 quotas or amounts according to the country’s unified standards Gain/loss on entrusting others with investments or asset management 62,702,834.77 Asset impairment provisions due to acts of God such as natural 72,146.16 disasters 3 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Other non-operating income and expenses other than the above 6,609,894.90 Less: Income tax effects 12,295,730.04 Minority interests effects (after tax) 9,398,569.28 Total 60,185,102.08 -- Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public?Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item □ Applicable √ Inapplicable II. Total number of shareholders at the period-end and shares held by the top ten shareholders Unit: share Total number of shareholders at the 35,688 period-end Shares held by the top ten shareholders Pledged or frozen Shareholding Number of Number of the Nature of shares Name of shareholder percentage the shares restricted shares shareholder Status of Number of (%) held held shares shares Domestic GD MIDEA HOLDING CO., LTD. non-state-owned 35.2% 222,661,571 216,342,015 corporation Overseas GAOLING FUND,L.P. 8.56% 54,149,586 corporation TITONI INVESTMENTS Overseas 4.88% 30,851,714 30,851,714 DEVELOPMENT LTD. corporation On behalf of the FINANCE BUREAU OF WUXI 3.49% 22,057,657 government Overseas BOCI SECURITIES LIMITED 3.31% 20,920,731 corporation GUOTAI JUNAN Overseas 2.12% 13,379,642 SECURITIES(HONGKONG) LIMITED corporation Domestic NATIONAL SOCIAL SECURITY FUND non-state-owned 1.9% 12,000,000 PORTFOLIO 102 corporation CHINA CONSTRUCTION BSNK- BOSHI Domestic 1.42% 8,999,108 THEME INDUSTRIAL STOCK FUND non-state-owned 4 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited corporation Domestic NATIONAL SOCIAL SECURITY FUND non-state-owned 1.14% 7,180,101 PORTFOLIO 108 corporation CHINA CONSTRUCTION BSNK- Domestic PENGHUA VALUE ADVANCED STOCK non-state-owned 1.12% 7,093,148 FUND corporation Shares held by the top ten non-restricted share holders Number of non-restricted shares Type of shares Name of shareholder held Type Number Domestically listed foreign GAOLING FUND,L.P. 54,149,586 54,149,586 shares FINANCE BUREAU OF WUXI 22,057,657 RMB ordinary shares 22,057,657 Domestically listed foreign BOCI SECURITIES LIMITED 20,920,731 20,920,731 shares GUOTAI JUNAN Domestically listed foreign 13,379,642 13,379,642 SECURITIES(HONGKONG) LIMITED shares NATIONAL SOCIAL SECURITY FUND 12,000,000 RMB ordinary shares 12,000,000 PORTFOLIO 102 CHINA CONSTRUCTION BSNK- BOSHI 8,999,108 RMB ordinary shares 8,999,108 THEME INDUSTRIAL STOCK FUND NATIONAL SOCIAL SECURITY FUND 7,180,101 RMB ordinary shares 7,180,101 PORTFOLIO 108 CHINA CONSTRUCTION BSNK- PENGHUA VALUE ADVANCED STOCK 7,093,148 RMB ordinary shares 7,093,148 FUND SUN HUNG KAI INVESTMENT Domestically listed foreign 6,496,979 6,496,979 SERVICES LTD-CUSTOMERS A/C shares GD MIDEA HOLDING CO., LTD. 6,319,556 RMB ordinary shares 6,319,556 Explanation on associated relationship or GD MIDEA HOLDING CO., LTD. and TITONI INVESTMENTS DEVELOPMENT persons acting in concert among the LTD. are parties acting in concert. above-mentioned shareholders Shareholders taking part in margin Naught financing and securities lending (if any) Did any shareholder of the Company carry out an agreed buy-back in the reporting period? □ Yes √ No 5 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Section III. Significant Events I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as reasons for the changes Unit: RMB Ten thousand 30 Sept. 31 Dec. Increase/ Increase/ Statement items Note 2013 2012 decrease decrease (%) Transactional Forward exchange contracts signed with 1,517.63 122.46 1,395.17 1139% financial assets banks increased. Accounts receivable 94,925.12 72,219.89 22,705.23 31% Sales increased. Prepayments 16,771.66 9,718.84 7,052.81 73% Prepayments for materials increased. Energy-saving & people-benefiting Other receivables 13,878.70 1,698.45 12,180.25 717% subsidies receivable increased. The Company purchased more bank Other current assets 181,274.14 120,117.18 61,156.96 51% wealth management products. Construction in Input to the preliminary phase of the 1.13 - 1.13 100% process construction work Long-term deferred The book value of molds decreased due 1,115.13 2,772.99 -1,657.86 -60% expenses to amortization. The deductible temporary differences Deferred income tax 14,830.02 10,030.89 4,799.12 48% increased as the operating payables assets increased. Notes payable 41,744.84 100,309.07 -58,564.23 -58% Some notes payable were honored. Other payables 4,985.52 7,172.64 -2,187.11 -30% Operating advances received decreased. Deferred income tax The fair value of transactional financial 230.66 21.17 209.49 990% liabilities assets increased. Other non-current The deferred incomes decreased due to 74.44 127.18 -52.74 -41% liabilities amortization. Jan.-Sept. Jan.-Sept. Increase/ Increase/ Statement items Note 2013 2012 decrease decrease (%) Sales increased due to recovery of the Operating revenues 635,011.47 457,511.83 177,499.64 39% market. It increased as the sales income Operating costs 477,923.26 356,685.50 121,237.76 34% increased. Business taxes and 4,066.91 2,427.40 1,639.51 68% It increased as the turnover tax 6 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited surtaxes increased. The sales mode changed and the sales Selling expenses 87,377.19 50,022.02 37,355.16 75% increased. Administrative 28,347.49 18,888.64 9,458.85 50% The Company increased the R&D input. expenses The exchange loss increased due to exchange rate fluctuations. And the gain Financial expenses 2,210.16 -5,190.64 7,400.80 143% on bank wealth management products was reclassified as investment gain. The raw material falling price loss Asset impairment increased and the bad debt provisions 2,333.03 -472.14 2,805.17 594% loss increased as accounts receivable increased. Gain on fair value The gain on the fair value changes of the 1,395.17 -401.11 1,796.28 448% changes forward exchange contracts increased. The gain on bank wealth management Investment gains 7,381.29 535.70 6,845.59 1278% products was reclassified from financial expenses to this item. Non-operating The loss on disposal of fixed assets 1,448.66 539.94 908.72 168% expenses increased. Income tax expenses 6,559.94 5,043.42 1,516.52 30% It increased as the total profit increased. Minority interest 4,068.58 1,296.10 2,772.48 214% The gains on subsidiaries increased. income Other The foreign-currency statement comprehensive -67.25 10.80 -78.05 -723% translation differences changed on incomes foreign exchange fluctuations. Net cash flows from Cash received from sale of goods and 92,414.81 64,696.88 27,717.93 43% operating activities rendering of services increased. Net cash flows from Cash paid to buy bank wealth -60,771.69 -10,103.99 -50,667.69 -501% investing activities management products increased. Net cash flows from -18,331.20 -12,562.01 -5,769.19 -46% Cash paid as dividends increased. financing activities 7 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited II. Commitments made by the Company or shareholders holding over 5% of the Company’s shares in the reporting period or such commitments carried down into the reporting period Time of Commitmen Period of Commitment Contents making Fulfillment t maker commitment commitment Where the controlling shareholder GD Midea Holding Co., Ltd. (Midea Holding) plans to sell the Company’s shares released from trading moratorium held by it via the bid trading system of the Commitment on share Controlling In the process of Shenzhen Stock Exchange, and Midea Holding decreases over 5% shares within six months since the 28 Feb. 2008 Long-term reform shareholder implementation first reduction of holdings, Midea Holding will disclose the suggestive announcement on share selling through the Company two trading days before its first reduction of holdings. 1. As for Midea Holding’s commitment on share lock-up, it has committed that it will not transfer Little Swan shares held by it within 36 months since the date when the private share offering deal is Fulfillment of closed. Commitment 1 was 2. As for the commitment of avoiding horizontal competition, Midea Holding (the controlling completed by 1 Dec. shareholder) and Mr. He Xiangjian (the actual controller) has promised that, for the period after the 2013. said transaction when the Company’s controlling shareholder and actual controller remain unchanged, About Commitment Midea Holding, Mr. He Xiangjian and other subsidiary companies under their control excluding the 7 (2), the contract Controlling Company and the Company’s subordinate companies will not increase business or establish new Commitment in the about the shareholder subsidiary companies engaged in business which is the same with or similar to the Company’s main In the process of acquisition report or the 1 Dec. 2010 “Royalstar” and actual business or forms substantial horizontal competition with the Company. If they act against the implementation report on equity changes trademark expired controller commitment above, profits thus generated will be attributable to the Company. on 31 Mar. 2013 and 3. As for the commitment for regulating related-party transactions, GD Midea Holding (the was not renewed. controlling shareholder) and Mr. He Xiangjian (the actual controller) have promised that when there Other commitments are inevitable related-party transactions or such transaction incurred with rational reasons after the are still in completion of the transaction, they will follow the fair, reasonable and market principles in formulating implementation. 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. Where GD Midea Holding and Mr. He Xiangjian act against the promise above and damage interests of the Company and other shareholders, 8 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited they will assume liabilities for compensation according to relevant provisions. 4. As for the commitment on independence, GD Midea Holding has promised to protect Little Swan’s independence in terms of assets, staff, finance, organization and business. 5. As for the commitment on related-party deposits and borrowings, up to 8 Apr. 2010, the Financial Settlement Center of GD Midea Holding had settled all internal deposits and borrowings with Hefei Midea Washing Machine Co., Ltd. (formerly known as “Hefei Royalstar Washing Equipment Manufacturing Co., Ltd.; hereinafter referred to as “Midea Washing Machine”); and GD Midea Holding has promised that there will be no more deposits, borrowings or other funds flows incurred between the Financial Settlement Center and Midea Washing Machine. 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 Midea Washing Machine assessed and sold to the Company are of no ownership certificates?the warehouse for half-finished products (176 square meters) and the workshop for injection molding (834 square meters), both located in the old factory of Midea Washing Machine, 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 trademarks is detailed as follows. (1) Concerning the “Midea” trademark: Upon approval and implementation of the equity transfer transaction, GD Midea Holding has promised that it will make sure that Midea Washing Machine uses the “Midea” trademark in a proper manner. Midea Washing Machine will be allowed to use the “Midea” trademark with a trademark use fee not more than that paid by Midea Group (the controlling shareholder of GD Midea Holding) and its subsidiaries (currently 3‰ of the annual sales income generated by products using the “Midea” trademark), and upon negotiation and signing of the “Agreement for Trademark Use”. The related-party transactions incurred due to the said use of the “Midea” trademark will be submitted to the decision-making organ of the Company for approval according to the stipulated procedure. As such, interests of the Company and its minority shareholders will be safeguarded. (2) Concerning the “Royalstar” trademark: GD Midea Holding has signed the “Contract for Trademark Use” with Royalstar Group and obtained the ordinary use rights of the “Royalstar” (and “荣事达” in Chinese) trademark. As the transferor in the transfer transaction of equity interests of Midea Washing 9 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Machine, GD Midea Holding has promised that within the scope as agreed in the “Contract for Trademark Use”, if any dispute arises between Midea Washing Machine and Royalstar Group over the former’s execution of the “Contract for Trademark Use”, Little Swan will not be involved. If Midea Washing Machine 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 Midea Washing Machine 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 Midea Washing Machine 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 Midea Washing Machine to relevant government authorities in a timely manner and assume any other liability. If any loss thus occurs to Midea Washing Machine or Little Swan, GD Midea Holding is 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 Midea Washing Machine, 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. Commitments made in an Naught asset exchange Commitments made in first public issuance or Naught refinancing. Other commitments made Naught to minority shareholders Executed in time or not? Yes Detailed reason for failing to execute and the plan for Inapplicable the next step (If any) 10 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited III. Predict the 2013 annual operating results Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the beginning of the year to the end of the next reporting period compared with the same period of the last year according to prediction, as well as explanations on the reasons □Applicable √Inapplicable IV. Securities investment Unit: RMB Ten thousand Proportion of the closing Actual Related-party Initial Opening Impairment Closing Type of derivative investment amount in the gain/loss in Operator Relation transaction or investment Beginning date Ending date investment provision (if investment investment Company’s closing net reporting not amount amount any) amount assets (%) period Forward exchange Bank No No 65,525.96 10 Jan. 2013 7 Jan. 2015 24,245.04 66,314.29 14.99% 2,502.21 contract Total 65,525.96 -- -- 24,245.04 0 66,314.29 14.99% 2,502.21 Capital source for derivative investment All self-owned funds Litigation cases situation (if applicable) Inapplicable Disclosure date of the board announcement approving the 3 Nov. 2012, 6 Aug. 2013 wealth management entrustment (if any) Disclosure date of the general meeting announcement 21 Nov. 2012, 28 Aug. 2013 approving the wealth management entrustment (if any) The Company has formulated the Management Methods for Futures Hedging Business and the Management Methods for Exchange Analysis on risks and control measures of derivative products Funds upon review to thoroughly assess and control derivative investment risks, which are detailed as follows: held in the reporting period (including but not limited to 1. Market risk market risk, liquidity risk, credit risk, operation risk, law risk, Price movements of bulk raw materials and fluctuations of exchange rates may incur a great market risk in the futures business and the etc.) foreign exchange funds business. Meanwhile, if the Company fails to input enough funds in time to create and maintain hedging positions in its futures hedging operations, or fails to input foreign exchanges on time for contract execution in the foreign exchange 11 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited 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 needs. As for the foreign exchange funds business, a from-the-bottom-up management mechanism is adopted. 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 on the fair The Company adopts public quotations in the futures market or forward foreign exchange quotations declared by the People’s Bank of value of the derivatives should include the specific use China in its analysis on fair values of derivative products. methods and the relevant assumptions and parameters. Whether significant changes occurred to the Company’s No significant changes. accounting policy and specific accounting principles of 12 Report for the Third 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 procedure before it conducted derivative Specific opinion from independent directors on the investments in strict compliance with the lines and ways approved by the Shareholders’ General Meeting; And C. The Company’s Company’s derivatives investment and risk control derivative investments in the reporting period mainly targeted its exports. It signed forward exchange 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. V. Researches, visits and interviews received in the reporting period Time of Place of Way of Visitor Main discussion and materials provided Visitor reception reception reception type by the Company Changjiang Securities, Broad Capital, Nanjing Securities, Orient Securities Asset Management, Conference PICC Asset Management, Zhonghai Fund, CPIC Asset Management, China Post Fund, Soochow Field 13 Aug. 2013 Room of the Institution Securities, Everbright Securities Asset Management, China Life Asset Management, Hua’an Overall operation of the Company research Company Funds, Wanjia Asset, J-high Investment, Fullgoal Fund Management, Dacheng Fund, Shanghai Congrong Investment Management, Shanghai Elegant Investment. Conference Field 6 Sep. 2013 Room of the Institution Morgan Stanley Overall operation of the Company research Company Conference Field 12 Sep. 2013 Room of the Institution Bohai Securities Overall operation of the Company research Company 13 Report for the Third 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 1,470,176,770.74 1,404,291,094.65 Settlement reserves Intra-group lendings Transactional financial assets 15,176,250.00 1,224,590.00 Notes receivable 1,731,820,586.81 2,262,814,443.87 Accounts receivable 949,251,177.84 722,198,904.66 Accounts paid in advance 167,716,569.23 97,188,434.21 Premiums receivable Reinsurance premiums receivable Receivable reinsurance contract reserves Interest receivable Dividend receivable Other accounts receivable 138,787,020.67 16,984,517.49 Financial assets purchased under agreements to resell Inventories 817,683,242.52 952,747,860.68 Non-current assets due within 1 year Other current assets 1,812,741,395.82 1,201,171,819.72 Total current assets 7,103,353,013.63 6,658,621,665.28 Non-current assets: Loans by mandate and advances granted Available-for-sale financial assets 301,056.00 286,944.00 14 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Held-to-maturity investments Long-term accounts receivable Long-term equity investment 4,685,470.12 5,695,850.80 Investing property 4,904,348.73 5,049,500.73 Fixed assets 1,218,231,681.21 1,297,298,526.31 Construction in progress 11,271.70 Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 223,995,542.93 308,714,119.44 R&D expense Goodwill Long-term deferred expenses 11,151,330.72 27,729,917.87 Deferred income tax assets 148,300,161.00 100,308,918.86 Other non-current assets Total of non-current assets 1,611,580,862.41 1,745,083,778.01 Total assets 8,714,933,876.04 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 417,448,393.73 1,003,090,693.95 Accounts payable 2,583,906,478.01 2,129,979,583.30 Accounts received in advance 963,659,588.73 804,441,642.84 Financial assets sold for repurchase Handling charges and commissions payable 15 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Employee’s compensation payable 156,698,339.24 125,902,663.09 Tax payable 96,779,918.15 -3,821,048.41 Interest payable Dividend payable 4,401,175.07 3,710,206.21 Other accounts payable 49,855,208.43 71,726,352.37 Reinsurance premiums payable Insurance contract reserves Payables for acting trading of securities Payables for acting underwriting of securities Non-current liabilities due within 1 year Other current liabilities Total current liabilities 4,272,749,101.36 4,135,030,093.35 Non-current liabilities: Long-term borrowings Bonds payable Long-term payables Specific payables 2,073,957.30 2,607,427.30 Estimated liabilities 12,444,043.27 14,041,361.41 Deferred income tax liabilities 2,306,550.90 211,685.10 Other non-current liabilities 744,400.00 1,271,800.00 Total non-current liabilities 17,568,951.47 18,132,273.81 Total liabilities 4,290,318,052.83 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 1,129,421,308.91 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 1,790,376,824.46 1,656,317,300.32 16 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Foreign exchange difference -3,305,657.67 -2,621,131.09 Total equity attributable to owners of the Company 3,819,597,488.63 3,686,210,495.87 Minority interests 605,018,334.58 564,332,580.26 Total owners’ (or shareholders’) equity 4,424,615,823.21 4,250,543,076.13 Total liabilities and owners’ (or shareholders’) equity 8,714,933,876.04 8,403,705,443.29 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: 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 730,101,547.98 922,427,475.16 Transactional financial assets 9,335,400.00 1,003,870.00 Notes receivable 1,263,227,270.23 1,630,477,941.72 Accounts receivable 602,861,346.05 315,755,445.34 Accounts paid in advance 79,541,595.41 56,491,157.88 Interest receivable Dividend receivable Other accounts receivable 106,222,830.76 14,097,542.06 Inventories 521,331,194.03 595,440,128.45 Non-current assets due within 1 year Other current assets 950,703,113.14 510,244,753.07 Total current assets 4,263,324,297.60 4,045,938,313.68 Non-current assets: Available-for-sale financial assets 301,056.00 286,944.00 Held-to-maturity investments Long-term accounts receivable Long-term equity investment 1,668,429,549.19 1,669,439,929.87 17 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Investing property 4,904,348.73 5,049,500.73 Fixed assets 581,335,666.93 599,765,994.35 Construction in progress Engineering materials Disposal of fixed assets Production biological assets Oil-gas assets Intangible assets 104,875,926.50 106,918,898.60 R&D expense Goodwill Long-term deferred expenses 10,628,943.46 26,516,523.53 Deferred income tax assets 100,224,139.86 65,508,358.77 Other non-current assets Total of non-current assets 2,470,699,630.67 2,473,486,149.85 Total assets 6,734,023,928.27 6,519,424,463.53 Current liabilities: Short-term borrowings Transactional financial liabilities Notes payable 265,220,993.73 557,839,790.34 Accounts payable 1,683,596,584.98 1,340,509,488.90 Accounts received in advance 673,758,704.94 540,385,145.87 Employee’s compensation payable 82,132,700.38 38,376,269.86 Tax payable 86,083,422.13 15,517,733.11 Interest payable Dividend payable 4,401,175.07 3,710,206.21 Other accounts payable 12,999,104.09 130,963,937.18 Non-current liabilities due within 1 year Other current liabilities Total current liabilities 2,808,192,685.32 2,627,302,571.47 Non-current liabilities: 18 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Long-term borrowings Bonds payable Long-term payables Specific payables Estimated liabilities Deferred income tax liabilities 1,430,423.40 178,577.10 Other non-current liabilities 150,000.00 600,000.00 Total non-current liabilities 1,580,423.40 778,577.10 Total liabilities 2,809,773,108.72 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 1,291,473,364.14 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 1,742,322,586.38 1,709,427,076.99 Foreign exchange difference Total owners’ (or shareholders’) equity 3,924,250,819.55 3,891,343,314.96 Total liabilities and owners’ (or shareholders’) equity 6,734,023,928.27 6,519,424,463.53 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 3. Consolidated income statement for the reporting period Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jul.-Sept. 2013 Jul.-Sept. 2012 I. Total operating revenues 2,351,890,369.69 1,473,789,609.57 Including: Sales income 2,351,890,369.69 1,473,789,609.57 II. Total operating cost 2,243,884,051.21 1,374,306,687.61 19 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Including: Cost of sales 1,773,421,672.92 1,112,974,410.55 Taxes and associate charges 14,711,505.82 8,542,279.13 Selling and distribution expenses 333,805,764.77 216,375,597.77 Administrative expenses 110,382,703.36 65,261,521.75 Financial expenses 1,958,463.49 -21,366,401.26 Asset impairment loss 9,603,940.85 -7,480,720.33 Add: Gain/(loss) from change in fair value (“-” means 3,367,000.00 281,200.00 loss) Gain/(loss) from investment (“-” means loss) 35,231,232.64 294,185.63 III. Business profit (“-” means loss) 146,604,551.12 100,058,307.59 Add: non-operating income 11,627,742.66 8,440,955.85 Less: non-operating expense 7,054,088.32 1,711,969.16 IV. Total profit (“-” means loss) 151,178,205.46 106,787,294.28 Less: Income tax expense 22,607,062.03 16,405,085.55 V. Net profit (“-” means loss) 128,571,143.43 90,382,208.73 Attributable to owners of the Company 102,844,386.41 95,335,283.53 Minority shareholders’ income 25,726,757.02 -4,953,074.80 VI. Earnings per share -- -- (I) Basic earnings per share 0.16 0.15 (II) Diluted earnings per share 0.16 0.15 Ⅶ. Other comprehensive incomes -102,839.73 36,326.83 Ⅷ. Total comprehensive incomes 128,468,303.70 90,418,535.56 Attributable to owners of the Company 102,741,546.68 95,371,610.37 Attributable to minority shareholders 25,726,757.02 -4,953,074.81 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 4. Income statement of the Company for the reporting period Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jul.-Sept. 2013 Jul.-Sept. 2012 20 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited I. Total sales 1,674,972,222.91 1,013,933,264.74 Less: cost of sales 1,313,528,463.00 700,993,561.56 Business taxes and surcharges 10,712,797.70 3,977,493.09 Distribution expenses 243,078,146.76 165,040,093.01 Administrative expenses 70,987,207.69 36,581,382.90 Financial costs 55,060.61 -15,244,321.67 Impairment loss 3,791,558.79 -1,489,990.46 Add: gain/(loss) from change in fair value (“-” means 1,818,010.00 33,700.00 loss) Gain/(loss) from investment (“-” means loss) 19,663,159.44 13,285.62 II. Business profit (“-” means loss) 54,300,157.80 124,122,031.93 Add: non-business income 3,467,962.17 4,981,749.12 Less: non-business expense 2,213,259.41 1,287,694.69 III. Total profit (“-” means loss) 55,554,860.56 127,816,086.36 Less: income tax expense 8,333,229.08 19,172,412.94 IV. Net profit (“-” means loss) 47,221,631.48 108,643,673.42 V. Earnings per share -- -- (I) Basic earnings per share 0.07 (II) Diluted earnings per share 0.07 VI. Other comprehensive income 49,980.00 -43,982.40 VII. Total comprehensive income 47,271,611.48 108,599,691.02 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 5. Consolidated income statement for Jan.-Sept. 2013 Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Total operating revenues 6,350,114,706.00 4,575,118,340.72 Including: Sales income 6,350,114,706.00 4,575,118,340.72 Interest income 21 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Premium income Handling charge and commission income II. Total operating cost 6,022,580,316.08 4,223,607,892.39 Including: Cost of sales 4,779,232,584.06 3,566,854,991.74 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 40,669,122.03 24,274,034.12 Selling and distribution expenses 873,771,862.53 500,220,233.73 Administrative expenses 283,474,894.04 188,886,422.93 Financial expenses 22,101,561.23 -51,906,392.02 Asset impairment loss 23,330,292.19 -4,721,398.11 Add: Gain/(loss) from change in fair value (“-” means 13,951,660.00 -4,011,100.00 loss) Gain/(loss) from investment (“-” means loss) 73,812,914.09 5,356,978.26 Including: share of profits in associates and joint ventures Foreign exchange gains (“-” means loss) III. Business profit (“-” means loss) 415,298,964.01 352,856,326.59 Add: non-operating income 29,278,637.87 27,501,683.28 Less: non-operating expense 14,486,580.26 5,399,416.28 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) 430,091,021.62 374,958,593.59 Less: Income tax expense 65,599,413.96 50,434,192.50 V. Net profit (“-” means loss) 364,491,607.66 324,524,401.09 Including: Net profit achieved by combined parties before the combinations 22 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Attributable to owners of the Company 323,805,853.35 311,563,419.10 Minority shareholders’ income 40,685,754.31 12,960,981.99 VI. Earnings per share -- -- (I) Basic earnings per share 0.51 0.49 (II) Diluted earnings per share 0.51 0.49 Ⅶ. Other comprehensive incomes -672,531.38 108,014.36 Ⅷ. Total comprehensive incomes 363,819,076.28 324,632,415.45 Attributable to owners of the Company 323,133,321.97 311,671,433.46 Attributable to minority shareholders 40,685,754.31 12,960,981.99 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 6. Income statement of the Company for Jan.-Sept. 2013 Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Total sales 4,585,374,586.77 2,909,107,810.99 Less: cost of sales 3,510,911,722.40 2,166,587,179.72 Business taxes and surcharges 31,033,628.81 16,671,668.22 Distribution expenses 637,153,613.83 348,600,437.79 Administrative expenses 180,536,721.37 109,141,723.73 Financial costs 12,229,740.00 -40,419,972.40 Impairment loss 6,642,092.71 -1,503,842.51 Add: gain/(loss) from change in fair value (“-” means 8,331,530.00 -2,634,600.00 loss) Gain/(loss) from investment (“-” means loss) 42,405,848.12 3,241,278.25 Including: income form investment on associates and joint ventures II. Business profit (“-” means loss) 257,604,445.77 310,637,294.69 Add: non-business income 11,460,429.17 17,087,896.34 Less: non-business expense 6,814,563.01 4,512,357.11 Including: loss from non-current asset disposal III. Total profit (“-” means loss) 262,250,311.93 323,212,833.92 23 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Less: income tax expense 39,608,473.35 41,173,005.09 IV. Net profit (“-” means loss) 222,641,838.58 282,039,828.83 V. Earnings per share -- -- (I) Basic earnings per share 0.35 (II) Diluted earnings per share 0.35 VI. Other comprehensive income 11,995.20 -91,963.20 VII. Total comprehensive income 222,653,833.78 281,947,865.63 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 7. Consolidated cash flow statement for Jan.-Sept. 2013 Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Cash flows from operating activities: Cash received from sale of commodities and rendering 5,442,525,374.24 4,726,491,546.63 of service 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 83,523,076.70 122,164,028.80 Other cash received relating to operating activities 29,429,979.50 81,125,915.46 24 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Subtotal of cash inflows from operating activities 5,555,478,430.44 4,929,781,490.89 Cash paid for goods and services 2,786,581,207.50 3,078,017,111.66 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 Cash for paying policy dividends Cash paid to and for employees 448,347,381.57 336,128,353.42 Various taxes paid 364,241,388.70 262,413,830.49 Other cash payment relating to operating activities 1,032,160,321.78 606,253,355.51 Subtotal of cash outflows from operating activities 4,631,330,299.55 4,282,812,651.08 Net cash flows from operating activities 924,148,130.89 646,968,839.81 II. Cash flows from investing activities: Cash received from withdrawal of investments 7,593,702,834.77 Cash received from return on investments 11,120,460.00 5,292,805.12 Net cash received from disposal of fixed assets, 21,044,377.77 6,614,626.30 intangible assets 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 7,625,867,672.54 11,907,431.42 Cash paid to acquire fixed assets, intangible assets and 77,524,540.48 112,947,355.47 other long-term assets Cash paid for investment 8,156,060,000.00 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 8,233,584,540.48 112,947,355.47 Net cash flows from investing activities -607,716,867.94 -101,039,924.05 III. Cash Flows from Financing Activities: 25 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited 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 6,961,486.36 Cash paid for interest expenses and distribution of 183,312,022.63 118,658,592.00 dividends or profit Including: dividends or profit paid by subsidiaries to minority shareholders Other cash payments relating to financing activities Sub-total of cash outflows from financing activities 183,312,022.63 125,620,078.36 Net cash flows from financing activities -183,312,022.63 -125,620,078.36 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash equivalents 133,119,240.32 420,308,837.40 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 1,426,245,457.32 2,699,962,139.97 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu 8. Cash flow statement of the Company for Jan.-Sept. 2013 Prepared by Wuxi Little Swan Company Limited Unit: RMB Yuan Item Jan.-Sept. 2013 Jan.-Sept. 2012 I. Cash flows from operating activities: Cash received from sale of commodities and rendering 3,297,310,258.35 3,089,189,408.94 of service Tax refunds received 26,272,444.49 21,382,312.81 Other cash received relating to operating activities 17,751,046.44 61,646,897.27 Subtotal of cash inflows from operating activities 3,341,333,749.28 3,172,218,619.02 26 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Cash paid for goods and services 1,475,159,756.56 1,901,352,605.16 Cash paid to and for employees 277,552,402.16 184,973,898.17 Various taxes paid 276,251,059.17 202,975,442.16 Other cash payment relating to operating activities 807,407,602.30 338,055,410.80 Subtotal of cash outflows from operating activities 2,836,370,820.19 2,627,357,356.29 Net cash flows from operating activities 504,962,929.09 544,861,262.73 II. Cash flows from investing activities: Cash received from retraction of investments 3,655,470,698.80 Cash received from return on investments 6,945,530.00 3,137,105.12 Net cash received from disposal of fixed assets, 2,172,280.00 6,203,160.22 intangible assets 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 3,664,588,508.80 9,340,265.34 Cash paid to acquire fixed assets, intangible assets and 58,489,377.34 79,937,012.50 other long-term assets Cash paid for investment 4,067,000,000.00 Net cash paid to acquire subsidiaries and other business units Other cash payments relating to investing activities Subtotal of cash outflows from investing activities 4,125,489,377.34 79,937,012.50 Net cash flows from investing activities -460,900,868.54 -70,596,747.16 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 183,315,363.93 118,658,592.00 dividends or profit 27 Report for the Third Quarter of 2013 of Wuxi Little Swan Company Limited Other cash payments relating to financing activities Sub-total of cash outflows from financing activities 183,315,363.93 118,658,592.00 Net cash flows from financing activities -183,315,363.93 -118,658,592.00 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash equivalents -139,253,303.38 355,605,923.57 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 709,004,344.58 1,826,460,287.76 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Zhang Zhaofeng Chief of the accounting division: Zhong Fangliu II. Audit report Is this report audited? □ Yes √ No This report is not audited. Wuxi Little Swan Company Limited Legal representative: Fang Hongbo 23 Oct. 2013 28