Wuxi Little Swan Company Limited Annual Report 2016 WUXI LITTLE SWAN COMPANY LIMITED ANNUAL REPORT 2016 March 2017 1 Wuxi Little Swan Company Limited Annual Report 2016 Section I Important Statements, Contents and Definitions The board of directors (the ―Board‖), the supervisory board (the ―Supervisory Board‖) as well as the directors, supervisors and executive officers of Wuxi Little Swan Company Limited (the ―Company‖) hereby guarantee the factuality, accuracy and completeness of the contents of this Report, and shall be jointly and severally liable for any false representation, misleading statements or material omissions in this Report. Mr. Fang Hongbo, chairman of the Board, Mr. Sun Yunan, CFO, and Mr. Xu Yunwei, chief of the accounting organ (chief of accounting), hereby confirm that the Financial Report carried in this Report is factual, accurate and complete. All directors attended the board meeting for the review of this Report. The Board has considered and approved the following proposal for profit distribution: Based on the total shares of 632,487,764, a cash dividend of RMB7.50 (tax inclusive) per 10 shares will be distributed to all shareholders of the Company. No bonus shares will be granted, nor will any capital reserve be converted into share capital. Any plans for the future and other forward-looking statements mentioned in this Report shall NOT be considered as virtual promises of the Company to investors. Therefore, investors are kindly reminded to pay attention to possible investment risks. This Report has been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. 2 Wuxi Little Swan Company Limited Annual Report 2016 Table of Contents Section I Important Statements, Contents and Definitions ............................................................ 2 Section II Corporate Profile and Financial Results ........................................................................ 5 Section III Business Profile ............................................................................................................... 9 Section IV Performance Analysis ................................................................................................... 13 Section V Significant Events ........................................................................................................... 29 Section VI Share Changes and Shareholders’ Profile ................................................................... 46 Section VII Preference Shares......................................................................................................... 53 Section VIII Directors, Supervisors, Executive Officers and Staff .............................................. 54 Section IX Corporate Governance ................................................................................................. 60 Section X Corporate Bonds ............................................................................................................. 66 Section XI Financial Report ............................................................................................................ 67 Section XII Documents Available for Reference ......................................................................... 160 3 Wuxi Little Swan Company Limited Annual Report 2016 Definitions Term Definition Company, the Company or Little Swan Wuxi Little Swan Company Limited Midea Group Midea Group Co., Ltd. TITONI TITONI Investments Development Ltd. Midea Group Finance Midea Group Finance Co., Ltd. GD Midea Holding GD Midea Holding Co., Ltd. Hefei Midea Washing Machine Hefei Midea Washing Machine Co., Ltd. Wuxi Little Swan General Appliance Wuxi Little Swan General Appliance Co., Ltd. Wuxi FILIN Electronics Wuxi FILIN Electronics Co., Ltd. Guangzhou Hualing Air Conditioner Guangzhou Hualing Air Conditioner Equipment Co., Ltd. Attend Logistics Guangzhou Attend Logistics Co., Ltd. CSRC China Securities Regulatory Commission Reporting Period January 1, 2016-December 31, 2016 4 Wuxi Little Swan Company Limited Annual Report 2016 Section II Corporate Profile and Financial Results I Corporate information Stock name Little Swan A, Little Swan B Stock code 000418, 200418 Stock exchange Shenzhen Stock Exchange Company name in Chinese 无锡小天鹅股份有限公司 Abbr. 小天鹅 Company name in English (if any) Wuxi Little Swan Company Limited Legal representative Fang Hongbo No. 18, Changjiang Road S., National Hi-tech Development Zone, Wuxi, Jiangsu Province, Registered address P.R.China Zip code 214028 No. 18, Changjiang Road S., National Hi-tech Development Zone, Wuxi, Jiangsu Province, Office address P.R.China Zip code 214028 Company website http://www.littleswan.com Email ir@littleswan.com.cn II Contact information Board Secretary Securities Representative Name Ms. Zhou Sixiu Mr. Zhao Yulin No. 18, Changjiang Road S., National Hi-tech No. 18, Changjiang Road S., National Hi-tech Address Development Zone, Wuxi, Jiangsu Province, Development Zone, Wuxi, Jiangsu Province, P.R.China P.R.China Tel. 0510-81082320 0510-81082377 Fax 0510-83720879 0510-83720879 E-mail ir@littleswan.com.cn ir@littleswan.com.cn III Information disclosure and place where this Report is kept Newspapers designated by the Company for Securities Times, Ta Kung Pao (HK) information disclosure Website designated by the China Securities http://www.cninfo.com.cn Regulatory Commission (CSRC) for the 5 Wuxi Little Swan Company Limited Annual Report 2016 publication of this Report Place where this Report is kept Securities Department of the Company IV Company registration and alteration Credibility code 91320200704046760T Change in main business activities of No change the Company after going public (if any) The Company was incorporated in November 1993 by raising funds from targeted sources, with Jiangsu Little Swan Group Co., Ltd. as the controlling shareholder. In June 2007, Wuxi Guolian Development (Group) Co., Ltd. became the controlling shareholder as Jiangsu Little Swan Group Co., Ltd. transferred the 87,673,341 Little Swan A-shares to Change of the controlling shareholder it according to law. In April 2008, GD Midea Holding Co., Ltd. became the controlling (if any) shareholder as it took over, upon agreement, all the Company‘s shares held by Wuxi Guolian Development (Group) Co., Ltd. In September 2013, Midea Group Co., Ltd. became the controlling shareholder as it merged in GD Midea Holding Co., Ltd. in a stock swap. V Other information The CPAs firm hired by the Company Name PricewaterhouseCoopers Zhong Tian LLP Office address 11/F, PricewaterhouseCoopers Center, 202 Hubin Road, Huangpu District, Shanghai Accountants writing signatures Huang Meimei, Cai Xiujuan Sponsor engaged by the Company to continuously perform its supervisory function during this Reporting Period √ Applicable □ Not applicable Name Office address Sponsor representative Supervisory period From August 4, 2006 to the date when all 25/F, CTS Tower, No. 4011 Huatai United non-tradable share holders pay off the considerations Shennan Road, Shenzhen, Bian Jianguang Securities Co., Ltd. that have been paid in advance for them and the Guangdong non-tradable shares are unlocked. Financial advisor engaged by the Company to continuously perform its supervisory function during this Reporting Period □ Applicable √ Not applicable VI Accounting and financial results Indicate by tick mark whether the Company performed any retroactive adjustments to or restatement of its 6 Wuxi Little Swan Company Limited Annual Report 2016 accounting data due to changes of accounting policies or correction of accounting errors □ Yes √ No 2016 2015 +/-% 2014 Operating revenues (RMB) 16,334,914,501.69 13,131,626,932.44 24.39% 10,804,217,288.60 Net profit attributable to shareholders of the 1,175,054,922.85 919,181,968.58 27.84% 698,195,731.48 Company (RMB) Net profit attributable to shareholders of the Company before exceptional profit and loss 1,162,942,494.37 903,388,867.00 28.73% 695,186,106.92 (RMB) Net cash flows from operating activities 3,896,072,787.38 3,598,695,468.80 8.26% 1,657,114,317.33 (RMB) Basic earnings per share (RMB/share) 1.86 1.45 28.28% 1.10 Diluted earnings per share (RMB/share) 1.86 1.45 28.28% 1.10 Weighted average return on equity (%) 21.14% 19.32% 1.82% 16.73% December 31, 2016 December 31, 2015 +/-% December 31, 2014 Total assets (RMB) 18,885,986,837.64 14,327,655,366.60 31.81% 11,376,793,928.71 Net assets attributable to shareholders of the 5,983,847,862.72 5,124,866,173.14 16.76% 4,427,982,112.33 Company (RMB) VII Differences in accounting data under domestic and foreign accounting standards 1. Differences in the net profit and the net assets disclosed in the financial reports prepared under Chinese and international accounting standards □ Applicable √ Not applicable No such differences for this Reporting Period. 2. Differences in the net profit and the net assets disclosed in the financial reports prepared under Chinese and foreign accounting standards □ Applicable √ Not applicable No such differences for this Reporting Period. VIII Financial results by quarter Unit: RMB 1Q 2Q 3Q 4Q Operating revenues 4,239,779,074.70 3,745,008,120.22 4,070,848,719.32 4,279,278,587.45 7 Wuxi Little Swan Company Limited Annual Report 2016 Net profit attributable to 317,052,211.46 263,774,351.12 332,295,999.87 261,932,360.40 shareholders of the Company Net profit attributable to shareholders of the Company 311,794,446.12 255,649,556.94 326,278,938.30 269,219,553.01 before exceptional profit and loss Net cash flows from operating 573,548,265.90 1,033,549,126.98 320,196,692.35 1,968,778,702.15 activities Indicate by tick mark whether there are any material differences between the financial indicators above or their summations and those which have been disclosed in quarterly or semi-annual reports □ Yes √ No IX Exceptional profit/loss Unit: RMB Item 2016 2015 2014 Note Profit/loss on disposal of non-current assets (including -1,833,734.45 -280,195.57 -3,482,781.03 offset asset impairment provisions) Government grants charged to the profit/loss for this Reporting Period (except for the government grants closely related to the business of the Company and given 13,872,569.26 31,893,010.09 19,316,074.38 at a fixed quota or amount in accordance with the State‘s uniform standards) Profit/loss on debt restructuring 7,708,285.28 Effect on Reporting Period profit/loss when a one-off adjustment is made to Reporting Period profit/loss 2,679,264.25 7,701,506.00 according to requirements of taxation, accounting and other relevant laws and regulations Other non-operating income and losses other than items 4,288,097.78 -8,815,676.21 7,821,536.57 above Less: Corporate income tax 2,455,096.12 3,899,799.51 11,994,501.34 Minority interests (after tax) 1,759,407.99 5,783,501.47 24,060,495.30 Total 12,112,428.48 15,793,101.58 3,009,624.56 -- Explanation of why the Company classified an item as exceptional profit/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Profit and Loss, or reclassified any exceptional profit/loss item given as an example in the said explanatory announcement to recurrent profit/loss □ Applicable √ Not applicable No such cases in this Reporting Period. 8 Wuxi Little Swan Company Limited Annual Report 2016 Section III Business Profile I Main business scope in this Reporting Period As one of the earliest washing machine manufacturers in China, Wuxi Little Swan Company Limited is principally engaged in R&D, production and sale of domestic washing machines. In 1978, China‘s first fully-auto washing machine greeted the world in the Company. With 38 years of focus on washing machines, the Company mainly produces front-loading washing machines (also known as ―roller washing machines‖) and top-loading washing machines (also ―pulsator washing machines‖, divided into fully-auto ones and double-cylinder ones by structure). In addition, the Company can also produce clothes dryers and agitator washing machines. Currently, roller washing machines, fully-auto washing machines and double-cylinder washing machines are the mainstream in the market. In 2016, the Company output over 18 million units of washing machines, representing a fast growth from the year earlier. The Company has a sound technological R&D system, including one state-level technological center and two state-recognized labs. Little Swan holds on to independent innovation and has the internationally advanced frequency-changing, intelligent control, structure design, industrial design and other core washing technologies. We own 2 manufacturing bases, one in Wuxi, Jiangsu Province and the other one in Hefei, Anhui Province, with a total floor area of more than 800,000 ㎡ as well as a combined annual production capacity reaching 22 million units. We also have domestically and internationally first-class manufacturing equipments and an experienced manufacturing team. Our products are sold to the domestic market as well as over 130 other countries and regions, with the overseas market accounting for more than 20% in our total sales. In domestic sale, we adopt the marketing mode of ―agents+direct sale‖ and simultaneously develop the online and offline channels. In overseas sale, we focus on OEM and attach importance to our own brands at the same time. We adopt a two-brand strategy (―Little Swan‖ and ―Midea‖) and the business under both brands has seen fast and sound growth in the recent years. The Company has been focusing on its main business, improving its product mix according to consumers‘ needs, and increasing product quality. Therefore, its management efficiency has increased significantly, its profitability has been enhanced and its position in the industry as well as its share in the market have kept increasing, which have made the Company one of the most competitive washing machine manufacturers for all these years. 9 Wuxi Little Swan Company Limited Annual Report 2016 According to China Market Monitor, the Company took up a share of 27.0% in the domestic retail of washing machines in 2016, 1.6 percentage points higher than last year; and according to customs statistics, its share in China‘s export of washing machines was 17.8% in 2016, 3.1 percentage points higher than last year. The washing machine industry is now at a mature stage. And its status quo and periodic features are talked about in detail in ―Macro-environment‖ under ―Section IV Performance Analysis‖ and ―Tendency of the industry development‖ under ―IX Outlook of the Company‘s future development‖ of the aforesaid section. II Significant changes in main assets 1. Significant changes in main assets Main assets Reason for any significant change In this Reporting Period, the Company and General Appliance (China) Co., Ltd. signed an equity transfer agreement, with the latter transferring its 30% stake in Wuxi Little Swan General Appliance Co., Ltd. to Equity assets the Company for USD10 million. Up to the end of this Reporting Period, the transfer had been concluded and Wuxi Little Swan General Appliance Co., Ltd. has thus become a wholly-owned subsidiary of the Company. Fixed assets No change Intangible assets No change Construction in progress No change 2. Main assets overseas □ Applicable √ Not applicable III Core competitiveness analysis Our core competitiveness is demonstrated in the following aspects: 1. Our knowledge and experience accumulated in the long history of our main business. We are the sole company in China that has focused on the washing machine industry since the end of 1970s. Profound knowledge and experience has been accumulated through these several decades in technology, R&D and innovation, market research, business operation, etc., which has been transformed into our tacit knowledge through the accumulation and inheritance by our talent team and has thus become our most important core competitiveness. 2. Our capability of seeing the industry clearly and R&D. We have our unique capability of judging and foreseeing developments in the industry and technology. Through constant input of R&D resources over the years, we have owned leading technological competitiveness in the industry. We have a sound technological R&D 10 Wuxi Little Swan Company Limited Annual Report 2016 system, including one state-level technological center and two state-recognized labs. Little Swan Lab is the first washing machine lab in China to pass the UL North American safety verification and the German VDE verification. We hold on to independent innovation and have the internationally advanced frequency-changing, intelligent control, structure design, industrial design and other core technologies. We connect technology, products and customers through medium and long-term technological planning, and have research talent, talent reserve and development talent for our R&D. 3. Our capability of managing the industrial chain. We keep building a customer-oriented supply chain management system, have set up an industry-leading cross-enterprise procurement platform with the help of Midea Group, constantly increase the efficiency of our supply chain and foster a strategic partnership with our suppliers. In terms of channels, in the domestic first and secondary markets, we mainly work with Suning, Gome and some other big regional customers; in the tertiary and fourth markets, we combine agent channels, flagship stores and franchised stores to distribute our products to households. In e-commerce, we continue to improve our online channels by enhancing cooperation with famous online shopping platforms and expanding our own online shopping center. As a result, our online sales have achieved a fast growth. Overseas, we keep deepening our cooperation with customers, expanding strategic overseas markets and enhancing the promotion of our own brands, as well as moving manufacturing overseas and localizing overseas operations. We enjoy a good and long-term cooperation with our major customers at home and abroad. 4. Our capability to respond to needs of consumers. We have been keeping a watchful eye on market changes, studying consumers‘ needs, and focusing on improvement of the whole process experience of customers in shopping, product use and after-sales service. Consumers are always looking for professional, intelligent, green and individualized washing machines. And we satisfy customers‘ needs with the spirit of craftsman and provide them with extremely easy use experience through our innovative solutions of intelligent accurate self-loading, intelligent roller water cube, intelligent WIFI, silver nano-particle sterilization,and classified washing. We adopt a two-brand strategy (―Little Swan‖ and ―Midea‖) to create differentiation for the satisfaction of different needs. With a history of over three decades, Little Swan is considered a very reliable brand among consumers, with the slogan of ―Whole-hearted Little Swan‖ being well-known among them. As for Midea, a comprehensive home appliance brand, its share in the washing machine market keeps rising with increasing recognition. 5. Our capability of reform and self-improvement. Through years of accumulation, we have developed a corporate culture of sustained reform and self-improvement. Along with rapid changes in the market and this new era, we will keep reforming our organizational structure and operating model so as to ensure our capability of 11 Wuxi Little Swan Company Limited Annual Report 2016 sustainable development. In order to adapt to the era of mobile internet, we restructure the Company with the internet thinking and create a platformized operating model. Meanwhile, we are the first in the sector to adopt the T+3 order-oriented production and sale mechanism to cope with the fast changes of market needs. And in order for continuing vitality, we push forward reform of our remuneration mechanism and encourage creative sidelines as a way to keep improving our management system. No significant changes occurred to our core competitiveness in the Reporting Period. 12 Wuxi Little Swan Company Limited Annual Report 2016 Section IV Performance Analysis I Overview (I) Macro-environment 2016 was the first year of China‘s 13th Five-Year Plan. In the year, China‘s home appliance market saw some growth but was lacking in driving force due to factors such as a weak recovery of the world economy, the slowdown in growth of the domestic economy, the soaring prices of raw materials, more fluctuations in exchange rates and the changes in the real estate market. In 2016, the trend of transformation and upgrade in washing machine industry was still obvious. Other than the constantly rapid growth of roller, large-capacity, and inverter washing machines, the demand for smart and high-end machines, dryers, and 2 machines for 1 family grew sharply as affected by the upgrade of consumption and the motivation of innovation. A new round of consumption upgrade was gradually rising. The precise understanding for the trigger points of consumer demand became the core of product competitiveness. The whole society‘s demand for ―good products‖ was still pressing. The sales channels developed in diversity, showing a sharp growth of online businesses, and the gradual integration of online and offline businesses, as well as the continuous arising channels of company-self-established stores and shops on we-chat. Merge and integration of giants in the home appliance industry speeded up. Enterprises in Chinese home appliance industry have been transforming from the trade mode, which depends on exports, to a new international strategic mode. In the reporting period, growth in the washing machine industry kept around low volumes, the competitions further intensified, and the concentration ratio of the industry constantly improved. Based on data from the Industry Online, in Jan-Dec 2016, the gross out-put of domestic washing machines in China was 58.8611 million units, representing a year-on-year growth of 4.39%. The gross sales reached 59.5046 million units, showing a year-on-year increase of 6.00%. Among them, sales volume in the domestic market was 41.1489 million units, increasing by 5.37% as compared with last year; and exports volume was 18.3557 million units, with a year-on-year increase of 7.44%. (II) Analysis of main business In face of the complex and changeable domestic and overseas environments, we continued to adhere closely to our main strategy of ―leading products, efficiency-driven and global operations‖, focused on our main business, kept 13 Wuxi Little Swan Company Limited Annual Report 2016 increasing the competitiveness of our products with customers as the center, and furthered transformation of our operations for leaner management. And for that, we were rewarded with fine operating results. For the Reporting Period, the Company achieved operating revenues of RMB16.335 billion, up 24.39% from the year earlier; the net profit attributable to shareholders of the Company stood at RMB1.175 billion, representing a YoY growth of 27.84%; and the overall gross profit rate was 25.86%. In the Reporting Period, the unit prices of the Company‘s products remained generally stable and the revenue growth was mainly attributed to an increased sales volume, which was still resulted from better product competitiveness and optimized structures. The percentage of roller washing machines in our total sales volume exceeded 30% for the Reporting Period. Domestically, the online sales took up a much larger proportion; and the sales to Europe, etc. witnessed fast growth. Meanwhile, the continuously growing business of clothes dryers also contributed to the growth in the total sales. In the Reporting Period, sales of the Company went up 21.22% from last year, a lot higher than the average growth in the industry. The profit growth was attributed to a larger business scale, the increased efficiency and as well as exchange rate effects. the Company had more self-owned funds and gained more from investments with the said funds. In addition, the depreciation of Renminbi served as a favorable factor to the Company‘s export. For the Reporting Period, the Company achi eved a net profit margin of 8.22%, 0.20 percentage points higher than last year. (III) Work accomplished in 2016 1. The Company kept on more input on R&D, optimized the administration system, and continuously improved product competitiveness. The Company continued to invest more on R&D, constantly improved product competitiveness, built a R&D platform with global competitiveness, and tried efforts provide the society with ―good products‖. The Company pushed the separation of research and development, formulated middle and long term product and technology routes, promoted the transformation for R&D remuneration mechanism and the project manager 14 Wuxi Little Swan Company Limited Annual Report 2016 mechanism, so as to constantly optimize the administration system, and further motivate the innovation vigor for R&D. The Company strengthened research on users, continuously kept digging out user‘ trigger points and invisible demands, preliminarily adopted the CDOC innovation method for product development, so that the hit rate of planning can be improved. The Company kept intensified its efforts on technology innovation, and gained remarkable results in the Beverly Products, Disney products, the auto put-in products, the water cube products, and the smart products. In the reporting period, the Company had the honor to get technology certification of ―Water Cube with High Efficiency and Energy Saving‖ awarded by VDE, as well as the quality certification of ―BLDC Motor with 20-year Service Life‖. The Little Swan and Beverly products won the Red Dot Award. The Beverly roller washing machines won the GD Award in Korea and the China Appliance Award. In the reporting period, the product competiveness of the Company was further enhanced, and won broad market recognition. 2. The Company deepened the transformation of marketing, steadily developed domestic and international sales, and kept high growth of E-commerce business In aspect of domestic sales, the Company constantly promoted marketing transformation, guided agents to transform to platform operators, continuously motivated organizational vitality and raised the efficiency of the value chain. The Company thoroughly propelled the large-end management system, reinforced the flagship stores, the TOP clients, the construction of end sites, for example, V200. The Company positively developed small-scale and frequent promotion activities, so as to elaborately farm the market. The Company focused on products and users, placed a major emphasis on new products including the high-end Beverly series, the Disney series, the auto put-in series, and dryers, so as to continuously optimize product sales structure. The Company strived to develop E-commerce business, continuously enhanced the sales volume in major e-commerce platforms, and at the same time, positively enlarged the Little Swan Mall, continuously guided the offline clients to online shops, and accelerated the integration of online and offline sales by degrees. In 2016, the gross online retail sales of the Company reached RMB 4.58 billion, reaching a year-on-year increase of 84.6%. In the reporting period, domestic sales revenue of the Company was RMB 11.449 billion, representing a year-on-year increase of 23.93%. In aspect of international sales, the Company positively hit out and made remarkable breakthroughs in strategic and key markets, further consolidated and enlarged the advantaged areas, constantly optimized the global marketing layout. The Company kept enlarging the strategic cooperation with large clients, positively developed new clients, and constantly optimized client structure. The Company emphasized on market survey and product innovation, continuously optimized product sales structure, and achieved continuous sales ratio growth of roller washing machines. The Company boosted the development of self-own brands, built the unique image of Midea 15 Wuxi Little Swan Company Limited Annual Report 2016 products, enhanced marketing and channel enlargement, practiced localized operation in some areas, and achieved rapid year-on-year growth of self-own brands. In the reporting period, the Company‘s international sales revenues reached RMB 3.313 billion, showing a year-on-year increase of 23.10%. 3. The Company vigorously promoted the refine management on value chains, and obviously improved operating efficiency As for the marketing end, the Company insisted on and perfected the T+3 client order mechanism, launched offline direct mailing, so as to deduct intermediate links, such as transfer, load, and unload, promoted sharing of channel stocks, integrated the planning and allocation of stocks from the whole channels, and maximized the deduction of unqualified stocks. The Company launched the pre-arranged-order system and the visible-capacity system, balanced order allocation and accelerated turnover. As for the manufacturing end, the Company continuously contributed to building smart manufacturing capability with the features of refinement, automation, and informatization. The Company accomplished projects including launching the automate roller line body, which continued to get the overall manufacturing efficiency improved. As for the supply end, the Company took the informationized system control, gained the real-time access to business information of suppliers, improved the rate of promptness and completeness of incomings, and meanwhile, continuously cleared away exclusive suppliers, and kept optimizing the supply layout. As for the quality end, the Company insisted on the One-Veto mechanism, put emphasis on improving product reliability, constantly decreased the maintenance ratio in market, boosted the boutique engineering strategy, and gradually improved the boutique coverage ratio. In the reporting period, the refining management of the Company achieved outstanding result, and remarkably improved the operating efficiency. 4. The Company positively promoted the new business layout, and well developed dryers and smart-cloud washing machines The Company continuously reinforced on R&D, innovation, and business development of dryers, and had developed a whole-category product layout covering direct-drained dryers, condensation dryers, heat pump dryers, as well as washing-drying integral machines. With the synchronized online and offline sales, sales volume of dryers and washing-drying integral machines in 2016 reached over RMB 1.2 billion, realizing a sharp year-on-year increase. At the same time, the Company strived to develop the smart-cloud washing machine project. Based on the combination of smart washing machines, dryers, and smart software platforms, the Company realized the smart and convenient washing business in practice by applying the internet operating mode. Currently, the Company has entered and stationed in over 280 colleges and universities, hotels, and flats, attracted 16 Wuxi Little Swan Company Limited Annual Report 2016 more than 500 thousand users, achieving rapid growth. In the reporting period, the Company positively promoted the new business layout, and has gained well development so far. II Analysis of main business 1. Overview The Company is mainly engaged in washing machines. And this remained the same during the Reporting Period. Movements of revenue, cost, expense, etc. are as follows: Unit: RMB Item 2016 2015 +/- +/-% Operating revenues 16,334,914,501.69 13,131,626,932.44 3,203,287,569.25 24.39% Operating costs 12,111,213,286.28 9,646,390,824.36 2,464,822,461.92 25.55% Period expense 2,676,141,071.58 2,387,468,126.14 288,672,945.44 12.09% Operating profit 1,554,025,314.69 1,210,303,981.45 343,721,333.24 28.40% Total profit 1,584,427,028.99 1,225,421,617.93 359,005,411.06 29.30% Net profit attributable to the 1,175,054,922.85 919,181,968.58 255,872,954.27 27.84% Company 2. Revenues and costs (1) Breakdown of operating revenues Unit: RMB 2016 2015 As a percentage of As a percentage of +/-% Amount operating revenues Amount operating revenues (%) (%) Operating revenues 16,334,914,501.69 100% 13,131,626,932.44 100% 24.39% By business segment Home appliance 14,761,654,334.87 90.37% 11,929,121,727.57 90.84% 23.74% manufacturing Other 1,573,260,166.82 9.63% 1,202,505,204.87 9.16% 30.83% By product Washing machines 14,761,654,334.87 90.37% 11,929,121,727.57 90.84% 23.74% Other 1,573,260,166.82 9.63% 1,202,505,204.87 9.16% 30.83% By geographical segment 17 Wuxi Little Swan Company Limited Annual Report 2016 China 13,022,118,060.74 79.72% 10,440,519,133.71 79.51% 24.73% Other countries 3,312,796,440.95 20.28% 2,691,107,798.73 20.49% 23.10% (2) Business segments, products or geographical segments contributing over 10% of the operating revenues or profit Unit: RMB Operating Gross profit Gross profit Operating cost: Operating revenue Operating cost revenue: YoY margin: YoY margin YoY +/-% +/-% +/-% By business segment Home appliance 14,761,654,334.87 10,775,398,510.01 27.00% 23.74% 23.66% 0.04% manufacturing By product Washing 14,761,654,334.87 10,775,398,510.01 27.00% 23.74% 23.66% 0.04% machines By geographical segment China 11,448,857,893.92 7,910,808,456.78 30.90% 23.93% 24.99% -0.59% Other countries 3,312,796,440.95 2,864,590,053.23 13.53% 23.10% 20.14% 2.13% Note: For a better understanding of the Company‘s operations, the table above only gives data of the Company‘s main business. Main business data of the prior year restated according to the changed statistical caliber for this Reporting Period □ Applicable √ Not applicable (3) Whether revenue from physical sales is higher than service revenue Business segment Item Unit 2016 2015 +/-% Sales volume Unit 17,287,074 14,294,646 20.93% Home appliances Output volume Unit 18,891,795 14,567,161 29.69% Inventory Unit 2,676,139 1,071,418 149.78% Reason for any over 30% YoY movements in the data above √ Applicable □ Not applicable The YoY increase of the stock exceeded 30%, which mainly due to the increase of the scope and the stocking for China‘s Spring Festival. 18 Wuxi Little Swan Company Limited Annual Report 2016 (4) Execution progress of major signed sales contracts in this Reporting Period □ Applicable √ Not applicable (5) Breakdown of operating costs Unit: RMB 2016 2015 Business segment Item As a percentage of As a percentage of +/-% Amount Amount operating costs (%) operating costs (%) Washing Raw materials 9,987,516,184.35 92.69% 8,054,839,050.08 92.44% 0.25% machines Washing Labor costs 456,420,377.10 4.24% 398,109,632.96 4.57% -0.33% machines Washing Depreciation 166,480,328.30 1.55% 136,687,138.85 1.57% -0.02% machines Washing Energy 63,655,701.04 0.59% 59,950,304.43 0.69% -0.10% machines (6) Changes in the scope of the consolidated financial statements for this Reporting Period □ Yes √ No (7) Major changes in the business, products or services in this Reporting Period □ Applicable √ Not applicable (8) Main customers and suppliers Main customers Total sales to top five customers (RMB) 6,187,645,348.19 Total sales to top five customers as a percentage of the total sales for this Reporting Period (%) 37.88% Total sales to related parties among top five customers as a percentage of the total sales for this 15.78% Reporting Period (%) Information about top five customers As a percentage of the total sales for this No. Customer Sales amount (RMB) Reporting Period (%) 1 Customer A 2,577,162,601.61 15.78% 2 Customer B 1,617,389,536.64 9.90% 19 Wuxi Little Swan Company Limited Annual Report 2016 3 Customer C 1,420,119,056.70 8.69% 4 Customer D 392,837,621.69 2.40% 5 Customer E 180,136,531.55 1.10% Total -- 6,187,645,348.19 37.88% Other information about the main customers Customer A is under the control of the Company‘s controlling shareholder. Main suppliers Total purchases from top five suppliers (RMB) 3,322,254,917.42 Total purchases from top five suppliers as a percentage of the total purchases for this Reporting 27.70% Period (%) Total purchases from related parties among top five suppliers as a percentage of the total 19.84% purchases for this Reporting Period (%) Information about top five suppliers As a percentage of the total purchases for No. Supplier Purchase amount (RMB) this Reporting Period (%) 1 Supplier A 2,380,403,669.52 19.84% 2 Supplier B 300,295,382.90 2.50% 3 Supplier C 218,035,789.00 1.82% 4 Supplier D 216,519,905.80 1.81% 5 Supplier E 207,000,170.20 1.73% Total -- 3,322,254,917.42 27.70% Other information about the main suppliers Supplier A is under the control of the Company‘s controlling shareholder. 3. Expense Unit: RMB 2016 2015 +/-% Reason for any significant change Selling expenses 2,325,645,712.65 1,957,833,768.25 18.79% Administrative expenses 505,321,107.14 539,747,209.80 -6.38% Increase in interest revenue and Finance costs -154,825,748.21 -110,112,851.91 -40.61% exchange earnings 20 Wuxi Little Swan Company Limited Annual Report 2016 4. R&D input During the Reporting Period, the Company was market-oriented and took the customers‘ needs as the center. It input more for R&D and optimized the management mechanism to build up a globally competitive platform of R&D. The R&D input was mainly for: 1. strengthening R&D of intelligent, high-end and differentiate washing machines and clothes dryers for better competitive edges in those sectors; 2. strengthening user research, promoting standardized management, increasing manufacturability of products and creating continuous cost advantages; and 3. expanding the high-end talent pool. In 2016, the Company‘s expenditure on R&D was RMB695 million, representing 9.99% of its audited net assets and 4.26% of its operating revenues in the year. Information about R&D input: 2016 2015 +/-% Number of R&D personnel 707 564 25.35% R&D personnel as a percentage in the total 9.20% 7.16% 2.04% employees R&D input (RMB) 695,077,712.27 557,319,550.74 24.72% R&D input as a percentage in operating 4.26% 4.24% 0.02% revenues Capitalized R&D input (RMB) 0.00 0.00 0.00% Capitalized R&D input as a percentage in 0.00% 0.00% 0.00% the total R&D input Reasons for any significant YoY change in the percentage of the R&D input in the operating revenues □ Applicable √ Not applicable Reason for any sharp variation in the percentage of the capitalized R&D input and rationale □ Applicable √ Not applicable 5. Cash flows Unit: RMB Item 2016 2015 +/-% Subtotal of cash inflows from operating activities 16,377,852,960.18 12,873,994,461.09 27.22% Subtotal of cash outflows from operating 12,481,780,172.80 9,275,298,992.29 activities 34.57% Net cash flows from operating activities 3,896,072,787.38 3,598,695,468.80 8.26% Subtotal of cash inflows from investing activities 9,274,869,699.89 8,525,242,206.01 8.79% Subtotal of cash outflows from investing activities 11,534,305,378.00 10,570,010,753.52 9.12% Net cash flows from investing activities -2,259,435,678.11 -2,044,768,547.51 -10.50% 21 Wuxi Little Swan Company Limited Annual Report 2016 Subtotal of cash inflows from financing activities 183,813,064.12 215,915,154.66 -14.87% Subtotal of cash outflows from financing 464,554,974.82 502,603,592.68 -7.57% activities Net cash flows from financing activities -280,741,910.70 -286,688,438.02 2.07% Net increase in cash and cash equivalents 1,379,004,588.52 1,275,945,523.83 8.08% Explanation of why the data above varied significantly □ Applicable √ Not applicable Reason for any big difference between the net operating cash flow and the net profit for this Reporting Period □ Applicable √ Not applicable III Analysis of non-core business □ Applicable √ Not applicable IV Analysis of assets and liabilities 1. Significant changes in the asset composition Unit: RMB December 31, 2016 December 31, 2015 Change in Reason for any As a percentage As a percentage Item percentage significant Amount of total assets Amount of total assets (%) change (%) (%) Monetary funds 4,272,077,211.11 22.62% 3,042,843,924.81 21.24% 1.38% Accounts receivable 1,465,654,497.90 7.76% 896,075,475.63 6.25% 1.51% Inventories 1,724,837,944.69 9.13% 745,412,967.52 5.20% 3.93% Investment property 64,854,903.25 0.34% 68,843,047.52 0.48% -0.14% Fixed assets 970,859,291.03 5.14% 1,019,528,291.60 7.12% -1.98% Short-term 183,813,064.12 0.97% 0.97% borrowings Other current assets 8,385,724,282.16 44.40% 5,733,188,604.23 40.01% 4.39% Notes receivable 1,297,609,202.29 6.87% 2,205,189,379.10 15.39% -8.52% 2. Assets and liabilities measured at fair value Unit: RMB‘0,000 Opening Profit/loss on Cumulative fair Impairment Purchased in Sold in this Closing Item balance fair value value changes provided in this Reporting Reporting balance 22 Wuxi Little Swan Company Limited Annual Report 2016 changes in charged to equity this Reporting Period Period this Reporting Period Period Available-for-sale 305,267.56 -5,567.56 10,414.27 817,100.00 -527,800.00 599,414.27 financial assets Total of the above 305,267.56 -5,567.56 10,414.27 817,100.00 -527,800.00 599,414.27 Significant changes in the measurement attributes of the main assets in this Reporting Period □ Yes √ No 3. Restricted asset rights as of the end of this Reporting Period As of the end of this Reporting Period, there were no such circumstances where any main assets of the Company were sealed, distrained, frozen, impawned, pledged or limited in any other way. V Investments made 1. Total investments made Investments made in this Reporting Period (RMB) Investments made in the prior year (RMB) +/-% 137,529,712.00 144,419,272.00 -4.77% 2. Significant equity investments made in this Reporting Period □ Applicable √ Not applicable 3. Significant non-equity investments ongoing in this Reporting Period □ Applicable √ Not applicable 4. Financial investments (1) Securities investments □ Applicable √ Not applicable No such cases in this Reporting Period (2) Investment in derivative financial instruments □ Applicable √ Not applicable No such cases in this Reporting Period 23 Wuxi Little Swan Company Limited Annual Report 2016 5. Use of funds raised □ Applicable √ Not applicable No such cases in this Reporting Period VI Sale of major assets and equity interests 1. Sale of major assets □ Applicable √ Not applicable 2. Sale of major equity interests □ Applicable √ Not applicable VII Main controlled and joint stock companies Unit: RMB‘0,000 Relationsh Main business Registered Operating Operating Company name ip with the Total assets Net assets Net profit scope capital revenues profit Company Hefei Midea Washing Washing Machine Subsidiary machine USD13,552 760,473.59 253,863.58 725,996.19 37,187.64 31,798.88 Co., Ltd. manufacture Manufacture Wuxi FILIN Subsidiary of electronic USD362.4564 125,468.12 74,148.77 90,494.04 24,219.88 22,325.72 components Subsidiaries obtained or disposed in this Reporting Period □ Applicable √ Not applicable VIII Structured bodies controlled by the Company □ Applicable √ Not applicable IX Outlook for the future development of the Company (I) Development trends in the industry In 2017, under the influence of uncertainty of world economy recovery, slowdown of domestic economic growth, cost increase challenging operation capability of enterprises, continuous control of real estate, exchange rate 24 Wuxi Little Swan Company Limited Annual Report 2016 fluctuation and anti-dumping trade protectionism, household appliance industry is facing increasing growth pressure. 2017 is the year of supply-side structural reform deepening, in which, industrial structure adjustment and consumption upgrading shall continue and industrial concentration ratio shall further increase; new-type urbanization and population structure change shall inject fresh impetus into consumption growth. As new generation consumers grow and e-commerce logistics supporting facilities in rural areas are further improved, online sales are expected to maintain high growth. The increase of residents' income and the change of consumption concept shall further drive product quality improvement and structure upgrading. The popularity of network and We Media greatly increases the participation of consumers in buying and using process, thus brand reputation construction is particularly important. As living habits and external environment change, the need for dryer shall increase in the future. The profound adjustment of global industrial pattern and re-division shall provide new space for the internationalization of Chinese household appliances enterprises. In general, the industry enters a new period of deep integration and rapid reform, the consumption upgrading trend remains evident, the internationalization process of Chinese household appliance enterprises shall speed up and industry development shall face new opportunities and challenges. (II) Development plan of the Company Main business thoughts in 2017: insist on the strategic principal axis of "products prevailing, efficiency driven and global operating‖, focus on the core main business of the washing machines and actively develop dryer business. Continue to increase R&D investment and innovation, further optimize product structure, accelerate the promotion of key market and private brand, comprehensively improve fine management level and ensure income and profit increase with multiple measures. Based on foregoing business thoughts, following tasks shall be carried out as key points in 2017: 1. Continue to develop leading ability of products and 25 Wuxi Little Swan Company Limited Annual Report 2016 vigorously promote quality engineering Continue to increase R&D investment, break conventional thinking, actively carry out innovation and differentiation reform; adapt to the requirement of times, enhance consumers' pain point-based user research, build big data-based scientific evaluation system, discover the real demand of users, create hot selling products; conduct product development in strict accordance with CDOC innovation method, continue to simplify product model; strengthen R&D system management, continue to increase R&D investment, update technology roadmap in rolling way, develop the future product competitiveness; align with world first-class brands, continue to promote technical standards for products, vigorously promote quality engineering strategy and continue to create quality products and shape quality culture. 2. Firmly carry out efficiency driving and comprehensively improve fine management level Drive the promotion of whole value chain and continue to improve company operation quality by taking fine management as the direction and method. For the R&D part, continue to build global product platform, accelerate the transformation of advanced technical achievements and promote the manufacturability level of products. For the manufacturing part, systematically plan energy production investment, promote the effective ground operation of MBS system and build more agile and flexible platform. For the marketing part, further remove intermediate links, accelerate the transformation from agent to operator; continue to carry forward inventory share, promote channel efficiency and improve sales structure. For the supply part, continue to optimize supply layout and promote exclusive supply clearance and further promote supply efficiency and resources guarantee ability. 3. Develop global operation and actively explore overseas localized layout Increase the promotion strength of private brand, fully participate in market operation through team dispatching and channel sharing, promote rapid development of private brand; actively conduct cooperation with Toshiba brand, continuously expand market area and promote global competitiveness of the Company; further focus on strategy market, break through key market, exploit potential market, and meanwhile rapidly clear up blank market, continuously optimize global market layout of the Company; actively explore overseas localized operation layout in order to meet the development demand of global operation strategy. (III) Key capital expenditure plan for the near future To actively adapt to industry environment change and satisfy the future development demand of the Company, the investment focus of the Company in 2017 shall be put on R&D and innovation, quality improvement, intelligent manufacturing, structural capacity expansion, brand construction, e-commerce and dryer business development 26 Wuxi Little Swan Company Limited Annual Report 2016 and IT information system improvement etc. and meanwhile the Company shall actively explore overseas localized operation layout and promote the global competitiveness of the Company. The Company shall strictly control non-production operation investment. Investment fund comes from the Company's own fund. (IV) Main risks in future development 1. Macro risk. Under the influence of uncertainty of world economy recovery, slowdown of domestic economic growth, continuous control of real estate and turbulence of political and economical structure, consumption market recession may continue and the industry may face the risk of insufficient growth power. 2. Market risk. Washing machine industry is a mature and fully competitive industry with many foreign enterprises and local enterprises involved. Though the Company has strong competition advantage, it still faces the impact brought by market risks such as intensification of industry competition, continuously upgrading of consumption structure, profound adjustment of global industrial pattern and re-division. 3. Cost risk. Labor cost continues to rise, new overloading regulations lead to increased logistics cost. If the price of raw materials continues to rise in 2017, cost pressure of the Company shall further increase to directly affect the profitability of the Company. 4. Exchange rate risk. Since exchange rate fluctuation is very uncertain, though the Company has adopted certain countermeasures to deal with exchange rate fluctuation risk, exchange rate fluctuation still greatly affect the profitability of the export sales business of the Company. 5. Policy risk. Overseas non-tariff trade barriers and anti-dumping policy shall also have an impact on the scale and profit of export sales business. X Visits paid to the Company for purposes of research, communication, interview, etc. 1. In this Reporting Period Type of Date of visit Way of visit Index to main inquiry information visitor One-on-one The Sheet of Interactions with Investors Dated 01/22/2016 (No. 2016-01) on 01/22/2016 Institution meeting www.cninfo.com.cn The Sheet of Interactions with Investors Dated 03/15/2016 (No. 2016-02) on 03/15/2016 Ditto Ditto www.cninfo.com.cn The Sheet of Interactions with Investors Dated 05/12/2016 (No. 2016-03) on 05/12/2016 Ditto Ditto www.cninfo.com.cn 27 Wuxi Little Swan Company Limited Annual Report 2016 07/05/2016-07/06/201 The Sheet of Interactions with Investors for 07/05/2016-07/06/2016 (No. Ditto Ditto 6 2016-04) on www.cninfo.com.cn 08/10/2016-08/17/201 The Sheet of Interactions with Investors for 08/10/2016-08/17/2016 (No. Ditto Ditto 6 2016-05) on www.cninfo.com.cn 09/22/2016-09/28/201 The Sheet of Interactions with Investors for 09/22/2016-09/28/2016 (No. Ditto Ditto 6 2016-06) on www.cninfo.com.cn 11/30/2016-12/22/201 The Sheet of Interactions with Investors for 11/30/2016-12/22/2016 (No. Ditto Ditto 6 2016-07) on www.cninfo.com.cn Times of visit 19 Number of visiting institutions 74 Number of visiting individuals 89 Number of other visitors 0 Significant undisclosed information disclosed, None revealed or leaked 28 Wuxi Little Swan Company Limited Annual Report 2016 Section V Significant Events I Profit distribution and converting capital reserve into share capital for common shareholders Plans/proposals for profit distribution and converting capital reserve into share capital for common shareholders for the past three years (including this Reporting Period): 2016 profit distribution proposal: Based on the total 632,487,764 shares of the Company as of December 31, 2016, it is proposed that a cash dividend of RMB7.5 (tax inclusive) per 10 shares should be distributed to all shareholders of the Company and that no capital reserve should be converted into share capital. The said proposal has been reviewed and approved by the Board of Directors and is to be submitted to the Shareholders‘ Meeting for final approval. 2015 profit distribution plan: Based on the total 632,487,764 shares of the Company as of December 31, 2015, a cash dividend of RMB6 (tax inclusive) per 10 shares would be distributed to all shareholders of the Company and no capital reserve would be converted into share capital. The said plan has been carried out in May 2016. 2014 profit distribution plan: Based on the total 632,487,764 shares of the Company as of December 31, 2014, a cash dividend of RMB4.5 (tax inclusive) per 10 shares would be distributed to all shareholders of the Company and no capital reserve would be converted into share capital. The said plan has been carried out in June 2015. Cash dividend distribution of the Company to common shareholders over the past three years (including this Reporting Period) Unit: RMB Proportion in net profit Net profit attributable to attributable to common common shareholders of Cash dividends shareholders of the Ratio of cash Cash dividends in Year the Company in the dividends in other (tax included) Company in the other forms forms consolidated statements consolidated statements for the year for the year (%) 2016 474,365,823.00 1,175,054,922.85 40.37% 0.00 0.00% 2015 379,492,658.40 919,181,968.58 41.29% 0.00 0.00% 2014 284,619,493.80 698,195,731.48 40.77% 0.00 0.00% Indicate by tick mark whether the Company made profit in this Reporting Period and the profit distributable to common shareholders of the Company was positive, but it did not put forward a proposal for cash dividend distribution to its common shareholders 29 Wuxi Little Swan Company Limited Annual Report 2016 □ Applicable √ Not applicable II Proposal for profit distribution and converting capital reserve into share capital for this Reporting Period Bonus shares for every 10 shares (share) 0 Dividend for every 10 shares (RMB) (tax inclusive) 7.50 Additional shares to be converted from capital reserve for every 10 shares (share) 0 Total shares as the basis for the profit distribution proposal (share) 632,487,764 Total cash dividends (RMB) (tax included) 474,365,823.00 Distributable profit (RMB) 2,608,364,062.12 Percentage of cash dividends in the total profit to be distributed (%) 100.00% Cash dividend policy Other Details about the proposal for profit distribution and converting capital reserve into share capital Pursuant to the Auditor‘s Report issued by PricewaterhouseCoopers Zhong Tian LLP, the Company realized a net profit of RMB763,741,936.87 for 2016. Adding that figure to the undistributed profit at the beginning of the year of RMB2,224,114,783.65, the distributable profit will come out at RMB2,987,856,720.52. Deducting the dividends of RMB379,492,658.40 for 2015, which were distributed during this Reporting Period, the distributable profit at the end of this Reporting Period will come out at RMB2,608,364,062.12. 2016 profit distribution proposal: Based on the total 632,487,764 shares of the Company as of December 31, 2016, it is proposed that a cash dividend of RMB7.50 (tax inclusive) per 10 shares should be distributed to all shareholders of the Company, totaling RMB474,365,823.00 (the rest of the undistributed profit to be carried forward for future distribution); and that no capital reserve should be converted into share capital, nor should any bonus shares be granted. III Fulfillment of commitments 1. Commitments of the Company’s actual controller, shareholders, related parties and acquirer, as well as the Company and other commitment makers, fulfilled in this Reporting Period or ongoing at the period-end Commit Date of Period of Fulfillme Commitment ment Contents commitme commitme nt maker nt making nt Where the controlling shareholder Midea Group plans to sell Controlli the Company‘s shares released from trading moratorium held Commitments made in ng by it via the bid trading system of the Shenzhen Stock 02/28/200 Long-stan In share reform sharehol Exchange, and Midea Group decreases over 5% shares within 8 ding execution der six months since the first reduction of holdings, Midea Group will disclose an indicative public announcement on share 30 Wuxi Little Swan Company Limited Annual Report 2016 selling through the Company two trading days before its first reduction of holdings. 1. As for the commitment of avoiding horizontal competition, Midea Group (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 shareholder and actual controller remain unchanged, the actual controller Mr. He Xiangjian, his immediate family, Midea Group and its controlled other enterprises neither recently nor in the future will engage in any production or operation activity the same as or similar to the recently main Controlli business of Little Swan or its controlled enterprises, as well as ng will neither engage in nor participate in any competitive 12/01/201 sharehol business the same as the recently main business of Little Swan 0, Long-stan In der and or its controlled enterprises through controlling other economic 06/06/201 ding execution actual entities, institutions, economic organizations. If Little Swan and 4 controlle its controlled enterprises further developed its scope of the r operation business on the basis of the recently business, and if the actual controller Mr. He Xiangjian, his immediate family, Midea Group and its controlled other enterprises had executed production of that, would solve the corresponding horizontal Commitments made in competition problems within the reasonable period. If recently acquisition documents there was no any production or operation, would not engage in or shareholding the similar new business that competed with Little Swan and its alteration documents controlled enterprises. If there was any situation violated the above commitments, the profits gained from the business related to operation were belongs to Little Swan. 2. The commitment by Midea Group and the actual controller on the specification of the related-party transaction. Midea Group (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 shareholder and Controlli actual controller remain unchanged, the actual controller Mr. ng He Xiangjian, his immediate family, Midea Group and its 12/01/201 sharehol controlled other enterprises will specify and try their best to 0, Long-stan In der and reduce the related-party transactions with Little Swan and its 06/06/201 ding execution actual controlled enterprises. If occurred the unavoidable related 4 controlle transactions with Little Swan and its controlled enterprises, r would sign the normative related-party transactions agreement Little Swan according to laws and would execute the approval procedure according to the relevant regulations to ensure the fairness of the price of the related-party transactions; ensure to execute the information disclose obligation of related-party transactions according to the relevant regulations; ensure not to 31 Wuxi Little Swan Company Limited Annual Report 2016 make advantage of the related-party transactions for illegally transferring the assets and profits of Little Swan, as well as not to make advantage of the related-party transactions for harming to the interests of Little Swan and the shareholders; would not require Little Swan to offer any more favorable condition compared with that offered to the independent third party in any fair trade market transaction; execute the voting debarb obligation when involved in the voting of the related events of the actual controller Mr. He Xiangjian, his immediate family, Midea Group and its controlled other enterprises. If Midea Group and Mr. He Xiangjian violated the above commitments and promises that led to the harm for the equity of Little Swan or other shareholders, Midea Group and Mr. He Xiangjian should take the responsibility of the corresponding liability for damage. 3. As for the commitment on independence, Midea Group and Controlli the actual controller Mr. He Xiangjian has promised that, to ng further ensure the independent operation of Little Swan, Mr. He 12/01/201 sharehol Xiangjian, Midea Group and its controlled other enterprises 0, Long-stan In der and would maintain the mutual independent in terms of personnel, 06/06/201 ding execution actual finance, assets, business and institutions with Little Swan 4 controlle according to the relevant laws and regulations as well as the r normative documents. 4. As for the commitment on related-party deposits and borrowings, up to April 8, 2010, the Financial Settlement Controlli Center of Midea Group had settled all internal deposits and ng 12/01/201 Long-stan In borrowings with Hefei Midea Washing Machine Co., Ltd.; and sharehol 0 ding execution Midea Group has promised that there will be no more deposits, der borrowings or other funds flows incurred between the Financial Settlement Center and Hefei Midea Washing Machine Co., Ltd.. 5. The commitment by Midea Group on housing properties with no ownership certificates of the target company for sale is detailed as follows. Two pieces of the buildings of Hefei Midea Washing Machine Co., Ltd. assessed and sold to the Company Controlli are of no ownership certificates—the warehouse for ng half-finished products (176 square meters) and the workshop 12/01/201 Long-stan In sharehol for injection molding (834 square meters), both located in the 0 ding execution der old factory on Hewa Road, Hefei. Midea Group 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. Controlli 6. The commitment by Midea Group on trademarks is detailed 12/01/201 The use In 32 Wuxi Little Swan Company Limited Annual Report 2016 ng as follows. (1) Concerning the ―Midea‖ trademark: Upon 0 right of execution sharehol approval and implementation of the equity transfer transaction, the der Midea Group has promised that it will make sure that Hefei ―Royalstar Midea Washing Machine Co., Ltd. uses the ―Midea‖ trademark ‖ in a proper manner. Hefei Midea Washing Machine Co., Ltd. trademark will be allowed to use the ―Midea‖ trademark with a trademark detailed in use fee not more than that paid by Midea Group (the controlling (2) expired shareholder of Midea Group) and its subsidiaries (currently 3‰ on March of the annual sales income generated by products using the 31, 2013 ―Midea‖ trademark), and upon negotiation and signing of the and was ―Agreement for Trademark Use‖. The related-party transactions not incurred due to the said use of the ―Midea‖ trademark will be renewed. submitted to the decision-making organ of the Company for And the approval according to the stipulated procedure. As such, other interests of the Company and its minority shareholders will be commitme safeguarded. (2) Concerning the ―Royalstar‖ trademark: Midea nt Group has signed the ―Contract for Trademark Use‖ with Hefei continues. Royalstar Group and obtained the ordinary use rights of the ―Royalstar‖ (both in Chinese and English) trademark. As the transferor in the transfer transaction of equity interests of Royalstar Washing Equipment, Midea Group has promised that within the scope as agreed in the ―Contract for Trademark Use‖, if any dispute arises between Hefei Midea Washing Machine Co., Ltd. and Hefei Royalstar Group over the former‘s execution of the ―Contract for Trademark Use‖, Little Swan will not be involved. If Hefei Midea Washing Machine Co., Ltd. and Little Swan have to assume any responsibility or loss due to the aforesaid dispute, Midea Group is willing to take on the responsibility instead and make compensations to Hefei Midea Washing Machine Co., Ltd. and Little Swan at full amount. 7. The commitment by Midea Group on social security payment and tax risks is detailed as follows. Midea Group has promised that upon the completion of the said equity transfer deal, if Hefei Midea Washing Machine Co., Ltd. is obliged to take on any responsibility or pay relevant fares as required by relevant Controlli government authorities due to its social security payment before ng 12/01/201 Long-stan In the said deal, Midea Group is willing to pay relevant fares for sharehol 0 ding execution Hefei Midea Washing Machine Co., Ltd. to relevant der government authorities in a timely manner and assume any other liability. If any loss thus occurs to Hefei Midea Washing Machine Co., Ltd. or Little Swan, Midea Group is willing to assume relevant responsibilities for compensation. Upon the completion of the said equity transfer deal, if income tax 33 Wuxi Little Swan Company Limited Annual Report 2016 evasion or any other tax risk is found in Hefei Midea Washing Machine Co., Ltd., Midea Group 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, Midea Group will assume the corresponding responsibility for compensation. 8. The commitment by Midea Group on capital safety at the finance companies of the Company: during the validity period Controlli of the Financial Services Agreement, when Midea Group ng occurred emergency situation of payment difficulty at finance 03/18/201 Three In sharehol companies, it should adopt the effective measures such as 5 years execution der increase the capital fund of the finance companies according to the actual needs of solving the payment difficulty to ensure the capital safety of the Company. Commitments made in time of asset restructuring Commitments made in time of IPO or refinancing Other commitments made to Minority interests Executed on time or Yes not Specific reasons for failing to fulfill commitments on time N/A and plans for next step (if any) 2. Where there had been an earnings forecast for an asset or project and this Reporting Period was still within the forecast period, explain why the forecast has been reached for this Reporting Period. □Applicable √ Not applicable IV Occupation of the Company’s funds by the controlling shareholder or its related parties for non-operating purposes □ Applicable √ Not applicable No such cases in this Reporting Period. 34 Wuxi Little Swan Company Limited Annual Report 2016 V Explanations given by the Board of Directors, the Supervisory Board and the independent directors (if any) regarding the “auditor’s non-standard report” issued by the CPAs firm for this Reporting Period □ Applicable √ Not applicable VI YoY changes in accounting policies, estimations and methods □ Applicable √ Not applicable No such cases in this Reporting Period. VII Retroactive restatement due to correction of material accounting errors in this Reporting Period □ Applicable √ Not applicable No such cases in this Reporting Period. VIII YoY changes in the scope of the consolidated financial statements □ Applicable √ Not applicable No such cases in this Reporting Period. IX Engagement and disengagement of CPAs firm Current CPAs firm Name of the domestic CPAs firm PricewaterhouseCoopers Zhong Tian LLP The Company‘s payment for the domestic CPAs firm (RMB‘0,000) 235 Consecutive years of the audit service provided by the domestic CPAs firm 2 Names of the certified public accountants from the domestic CPAs firm Huang Meimei, Cai Xiujuan Indicate by tick mark whether the CPAs firm was changed in this Reporting Period □ Yes √ No CPAs firm, financial advisor or sponsor engaged for internal control audit √ Applicable □ Not applicable During the Reporting Period, the Company hired PricewaterhouseCoopers Zhong Tian LLP as the accountant firm of internal control during Reporting Period, the total amount of the audit expenses of the Financial Report the external audit expenses paid for PricewaterhouseCoopers Zhong Tian LLP was RMB2.35 million. During the 35 Wuxi Little Swan Company Limited Annual Report 2016 Reporting Period, Huatai United Securities Co., Ltd. was as continuous supervision sponsor institution of the equity division reform of the Company that continued to carry out the supervision responsibility of the Reporting Period. X Possibility of listing suspension or termination after disclosure of this Report □ Applicable √ Not applicable XI Bankruptcy and restructuring □ Applicable √ Not applicable No such cases in this Reporting Period. XII Significant litigations and arbitrations □ Applicable √ Not applicable No such cases in this Reporting Period. XIII Punishments and rectifications □ Applicable √ Not applicable No such cases in this Reporting Period. XIV Credit conditions of the Company as well as its controlling shareholder and actual controller □ Applicable √ Not applicable XV Implementation of any equity incentive plan, employee stock ownership plan or other incentive measures for employees □ Applicable √ Not applicable No such cases in this Reporting Period. XVI Significant related-party transactions 1. Related-party transactions relevant to routine operation For details, please refer to ―14. Related-party and related-party transactions‖ under ―Section IX Financial Report‖. 36 Wuxi Little Swan Company Limited Annual Report 2016 2. Related-party transactions regarding purchase or sales of assets or equity interests □ Applicable √ Not applicable No such cases in this Reporting Period. 3. Related-party transitions regarding joint investments □ Applicable √ Not applicable No such cases in this Reporting Period. 4. Credits and liabilities with related parties □ Applicable √ Not applicable No such cases in this Reporting Period. 5. Other significant related-party transactions (1) About the Financial Service Agreement which signed with the Midea Group Finance Co., Ltd. of related transaction It was agreed that, the financial company should provide the service of deposit, loan, note discount, guarantee, settlement, and the series of the financial services that approved by the CBRC according to the requirements of the Company as well as its subsidiaries. During the three-year validity after date of the validation of the agreement, the maximum of the deposit balance that the Company and its subsidiaries disposed in the financial company should not exceed the amount of RMB2 billion per day; and the maximum of the outstanding loan principal and interest balance that the financial company granted to the Company and its subsidiaries should not exceed the amount of RMB2 billion per day. At the report-end, the deposit balance of the Company at Midea Group Finance Co., Ltd. was of RMB1.974 billion, with no loans. (2) About trademark license of related transactions ①The Company permitted GD Midea Holding Co., Ltd. and its controlled subsidiaries to use trademark of LITTLE SWAN and picture in air conditioner commodities; permitted Hubei Midea Refrigerator Co., Ltd. and its controlled subsidiaries to use to use trademark of LITTLE SWAN and picture in the refrigerators and the freezers; at the same time GD Midea Holding Co., Ltd. permitted the Company and subsidiaries of the Company to use 37 Wuxi Little Swan Company Limited Annual Report 2016 trademark of Midea in production, sales and ad campaign of washing machines and dryers. The aforesaid licensing contracts were all contracted with 0.3% charges of net sales revenue of products with the authorized trademark as trademark license fees, and the permitting period last from the January 1, 2014 to December 31, 2016. (Notes: Approved by [2013] No. 1014 document of China Securities Regulatory Commission, Midea Group had made share swap absorption merger of the original controlling shareholder—GD Midea Holding Co., Ltd. on September 18, 2013, after which, Midea Group inherited and carried on the whole obligations and right such as the whole assets and liabilities of GD Midea Holding Co., Ltd. as a remainder enterprise as well as had completed the relevant share transfer registration procedures on December 31, 2013.) ②The Company permitted Midea Group Co., Ltd. and its controlled subsidiaries to use trademark of Beverly in water heater, water purification equipment and machinery, which was charged with 0.3% charges of net sales revenue of products with the authorized trademark as trademark license fees, and the permitting period last from the December 1, 2015 to December 31, 2018. (3) The Company held the 2015 Annual General Meeting on April 4, 2016 which reviewed and approved the Proposal on Estimating the Amount of the 2016 Daily Related Transactions. (4) The Company held the 6th Meeting of the 8th Board of Directors on August 8, 2016, which reviewed and approved the Proposal on Adjusting the Amount of the 2016 Daily Related Transactions. (5) The Company held the 7th Meeting of the 8th Board of Directors on October 24, 2016, which reviewed and approved the Proposal on Adjusting the Amount of the 2016 Daily Related Transactions. Index to the current announcements about the said related-party transactions disclosed Title of current announcement Disclosure date Disclosure website Announcement about the Estimating the Amount of the 2016 Daily 03/10/2016 www.cninfo.com.cn Related Transactions.(No. 2016-04) Announcement about the Adjusting the Amount of the 2016 Daily 08/10/2016 www.cninfo.com.cn Related Transactions (No. 2016-17) Announcement about the Adjusting the Amount of the 2016 Daily 10/25/2016 www.cninfo.com.cn Related Transactions (No. 2016-24) 38 Wuxi Little Swan Company Limited Annual Report 2016 XVII Significant contracts and execution 1. Entrustment, contracting and leasing (1) Entrustment □ Applicable √ Not applicable No such cases in this Reporting Period. (2) Contracting □ Applicable √ Not applicable No such cases in this Reporting Period. (3) Leasing □ Applicable √ Not applicable No such cases in this Reporting Period. 2. Significant guarantees (1) Guarantees Unit: RMB'0,000 Guarantees provided by the Company and its subsidiaries for external parties (excluding those for subsidiaries) Guarante Disclosure date Actual occurrence Actual e for a of the guarantee Line of Type of Term of Due or Guaranteed party date (date of guarantee related line guarantee guarantee guarantee not agreement signing) amount party or announcement not Total external guarantee line Total actual external approved during this Reporting 0 guarantee amount during 0 Period (A1) this Reporting Period (A2) Total actual external Total approved external guarantee guarantee balance at the line at the end of this Reporting 0 0 end of this Reporting Period (A3) Period (A4) Guarantees between the Company and its subsidiaries Disclosure date Actual occurrence Actual Guarante Line of Type of Term of Due or Guaranteed party of the date (date of guarantee e for a guarantee guarantee guarantee not guarantee line agreement signing) amount related 39 Wuxi Little Swan Company Limited Annual Report 2016 announcement party or not Hefei Midea Washing Machine 03/10/2016 125,000 06/27/2016 5,999.52 Joint-liability Half year Yes No Co., Ltd. Ditto Ditto 125,000 08/29/2016 3,959.34 Ditto Ditto No No Ditto Ditto 125,000 11/25/2016 9,683.85 Ditto Ditto No No Ditto Ditto 125,000 12/26/2016 5,671.14 Ditto Ditto No No Total actual guarantee Total guarantee line for amount for subsidiaries subsidiaries approved during this 125,000 25,313.85 during this Reporting Reporting Period (B1) Period (B2) Total actual guarantee Total approved guarantee line for balance for subsidiaries at subsidiaries at the end of this 125,000 19,314.33 the end of this Reporting Reporting Period (B3) Period (B4) Guarantees between subsidiaries Guarante Disclosure date Actual occurrence Actual e for a of the Line of Type of Term of Due or Guaranteed party date (date of guarantee related guarantee line guarantee guarantee guarantee not agreement signing) amount party or announcement not Total actual guarantee Total guarantee line for amount for subsidiaries subsidiaries approved during this 0 0 during this Reporting Reporting Period (C1) Period (C2) Total actual guarantee Total approved guarantee line for balance for subsidiaries at subsidiaries at the end of this 0 0 the end of this Reporting Reporting Period (C3) Period (C4) Total guarantee amount (total of the above-mentioned three kinds of guarantees) Total actual guarantee Total guarantee line approved amount during this during this Reporting Period 125,000 25,313.85 Reporting Period (A1+B1+C1) (A2+B2+C2) Total actual guarantee Total approved guarantee line at balance at the end of this the end of this Reporting Period 125,000 19,314.33 Reporting Period (A3+B3+C3) (A4+B4+C4) Proportion of the total actual guarantee amount (A4+B4+C4) in net 3.23% 40 Wuxi Little Swan Company Limited Annual Report 2016 assets of the Company Of which: Amount of guarantees provided for shareholders, the actual controller 0 and their related parties (D) Amount of debt guarantees provided directly or indirectly for entities 0 with a liability-to-asset ratio over 70% (E) Portion of the total guarantee amount in excess of 50% of net assets 0 (F) Total amount of the three kinds of guarantees above (D+E+F) 0 Joint responsibilities possibly borne or already borne in this N/A Reporting Period for undue guarantees (if any) Provision of external guarantees in breach of the prescribed N/A procedures (if any) (2) Illegal provision of guarantees for external parties □ Applicable √ Not applicable No such cases in this Reporting Period. 3. Entrusted cash management (1) Entrusted asset management Unit: RMB'0,000 Actually Actual Amount Actual received/ Whether it principal provided profit and paid is a Value of amount for Projecte loss Name of Product Commenc Terminat Method of profit/los related-par entruste recovere impairm d amount for trustee type ement date ion date remuneration s amount ty d assets d for this ent (if income this for this transaction Reportin applicab Reporting Reporting g Period le) Period Period Floating interest rate Bank‘s with the wealth 01/01/201 12/31/20 Bank No 817,100 highest 537,800 0 20,024 20,024 20,024 manageme 6 16 annualized nt product return subject to contract Total 817,100 -- -- -- 537,800 0 20,024 20,024 -- 41 Wuxi Little Swan Company Limited Annual Report 2016 All is self-owned capital of the Company. The amount of wealth management entrustment was the Source of entrusted assets cumulative amount, the capital amount used for wealth management entrustment was no more than RMB6 billion and repeated use was allowed within the line. Cumulative amount of principal 0 and revenue overdue Litigation involved (if N/A applicable) Disclosure date of the announcement about the board‘s consent for the asset 03/10/2016 management entrustment (if any) Disclosure date of the announcement about the consent of the shareholders‘ 04/08/2016 meeting for the asset management entrustment (if any) On March 7, 2017, the Company held the 9th Meeting of the 8th Board of Directors, the Meeting reviewed and approved the Proposal on the Self-own Idle Fund Entrusting Wealth Management in Any plan for asset management 2017, the Board of Directors agree to put the self-owned idle funds no more than RMB6 billion entrustment in the future into wealth management entrustment, the aforesaid amount can be and used for investing short-term low-risk investment products on a rolling basis. The said proposal is still awaiting final approval of a shareholders‘ meeting. Note: Gains from the undue entrusted asset management in 2016 were RMB50 million (see ―Note 29 Other comprehensive income‖ under ―Section IX Financial Report‖ for more details), and the actual gains and undue gains combined reached RMB250 million for the year. (2) Entrusted loans □ Applicable √ Not applicable No such cases in this Reporting Period. 4. Other significant contracts □ Applicable √ Not applicable No such cases in this Reporting Period. 42 Wuxi Little Swan Company Limited Annual Report 2016 XVIII Social responsibilities 1. Targeted measures taken to help people lift themselves out of poverty □ Applicable √ Not applicable 2. Other social responsibilities taken The Company positively executed the social responsibility, paid attention on maintaining the legal equities of each benefit-related party, insisted to harmonious coexist with each party. The Company positively participated in the social and public welfare undertakings, paid attention on the environmental protection and positively responded to the national appeal of energy saving and emission-reduction that made great efforts to contribute to the sustainable development of the society as well as environment, with the specific work situation as follows: (I) Safeguarding legitimate rights and interests of consumers: Being market-oriented, the Company centered on the customers‘ needs and keeps improving quality management to offer products with a quality higher than the expectation of consumers and an improved users experience. It has a national service hotline—4008228228—to answer to customers‘ questions and complaints, ensure that they would be satisfied. (II) Offering generous returns to shareholders. The Company constructed a more perfect corporate governance structure and formulated a corresponding management system for ensure the shareholders to fully enjoy each legal interests stipulated by the laws and regulations. In line with the stipulation of the Articles of Association, the Company realized the allocable profit positive, and there were no significant investment plan or significant cash expenditure events (excluding raise funds investment events).Any within three consecutive years, the Company allocated the profits in cash accumulatively no less than 30% of the average distributive profits realized in recent three years. When allocating profits, the Cash bonus should take the minimum proportion of 20% in the profits allocation. The Company attached great importance to the retribution and had been executing the cash dividends for recent years. 43 Wuxi Little Swan Company Limited Annual Report 2016 (III) Constructing strategic partnership. The Company positively constructed the strategic partnership with suppliers and customers, complied with the business rule, paid attention on the communication and cooperation with each related party, built up interests community with the partners for growing together and sharing achievements, ensured the interests and relevant equities of the partners and jointly dedicated to maintain the sustainable healthy development of the industry. (IV) Safeguarding rights and interests of employees. The Company strictly implemented the state laws and regulations to positively guarantee the legal interests of the staff. Withholding the ―people-oriented‖ spirit, the Company offered a favorable working and living environment for its staff and built as well as improved the salary standard and the incentive system, and provided competitive salary reward with improving space. The Company offered various kinds of training to promote the career development of the staff by the method combined either in internal or external. It also conducts many leisure activities to enrich employees‘ life. (V) Promoting energy saving and environmental protection. In strict compliance with the country‘s laws and regulations for environment protection, the Company carried out and promoted the energy conservation and emission reduction and executed the social responsibility under the low-carbon time through innovation in management, technology and products. During the progress of produce, the Company realized 100% of the recycle and the reuse of the industrial water consumption; the Company explored the Accurate Automatic Launch Detergent Technology, which gained the authentication of the international authority-UK Intertek, and at the same time received the green leave label of Carbon Footprint that meant the Company be the first enterprise that received that label in the domestic washing machine industry. (VI) Being active in charity. At the activity named ―Jiangsu Province Disabled-aiding Welfare Project‖ held by Jiangsu Province Disabled Person Welfare Foundation, the Company made donations for four years in a row, and it also donated at the ―Give Your Love and Warmth‖ charity event organized by Wuxi Charity Federation, taking on social responsibilities with actions. Indicate by tick mark whether the Company or any of its subsidiaries is a heavily polluting business identified by the environmental protection authorities of China □ Yes √ No Indicate by tick mark whether a social responsibility report is released □ Yes √ No 44 Wuxi Little Swan Company Limited Annual Report 2016 XIX Other significant events □ Applicable √ Not applicable No such cases in this Reporting Period. XX Significant events of subsidiaries In this Reporting Period, the Company and General Appliance (China) Co., Ltd. signed an equity transfer agreement, with the latter transferring its 30% stake in Wuxi Little Swan General Appliance Co., Ltd. to the Company for USD10 million. Up to the end of this Reporting Period, the transfer had been concluded and Wuxi Little Swan General Appliance Co., Ltd. has thus become a wholly-owned subsidiary of the Company. 45 Wuxi Little Swan Company Limited Annual Report 2016 Section VI Share Changes and Shareholders’ Profile I Share changes 1. Share changes Unit: share Before Increase/decrease (+/-) After Increase Percentage New Bonus from Percentage Number Other Subtotal Number (%) issues shares capital (%) reserve 1. Restricted shares 3,711,190 0.59% -794,470 -794,470 2,916,720 0.46% 1.1 Shares held by other 3,711,190 0.59% -794,470 -794,470 2,916,720 0.46% domestic investors Among which: Shares held by domestic 3,686,890 0.58% -770,170 -770,170 2,916,720 0.46% corporations Shares held 24,300 0.01% -24,300 -24,300 by domestic individuals 2. Non-restricted shares 628,776,574 99.41% 794,470 794,470 629,571,044 99.54% 2.1 RMB common shares 437,740,702 69.21% 794,470 794,470 438,535,172 69.34% 2.2 Domestically listed 191,035,872 30.20% 191,035,872 30.20% foreign shares 3. Total shares 632,487,764 100.00% 632,487,764 100.00% Reasons for the share changes 1. Reasons for changes in holdings of domestic individuals: The former Deputy GM Mao Zhiliang purchased 24,300 shares of the Company on May 28, 2015, and left his post on August 26, 2015. In line with the stipulation No. 141 of Corporation Law, the Company's directors, supervisors and senior executives cannot transfer their holdings in the Company within six months after demission. Now that it has been over half a year since Mr. Mao left the Company, his holding of 24,300 shares has been released from lock-up. 2. Reasons for changes in holdings of domestic corporations: see the Indicative Announcement on Share Unlocking disclosed by the Company dated September 12, 2016 and October 25, 2016 for details. Approval of share changes 46 Wuxi Little Swan Company Limited Annual Report 2016 □ Applicable √ Not applicable Transfer of share ownership □ Applicable √ Not applicable Effects of share changes on the basic EPS, diluted EPS, net assets per share attributable to common shareholders of the Company and other financial indexes over the prior year and the prior period □ Applicable √ Not applicable Other contents that the Company considers necessary or is required by the securities regulatory authorities to disclose □ Applicable √ Not applicable 2. Changes in restricted shares Unit: share Unlocked Increased Opening Closing Name of in this in this Date of restricted restricted Reason for unlocking shareholder Reporting Reporting unlocking shares shares Period Period Mr. Mao Zhiliang is the former vice general manager of the Company. He leaves office on August 26, 2015. As per Article 141 of the February 26, Mao Zhiliang 24,300 24,300 0 0 Company Law, directors, supervisors and senior 2016 management of the Company shall not transfer their shares in the Company within half a year after they leave. On August 22, 2016, as per the (2016) L 0211 ZH No. 1184 Verdict issued by Dalian Ganjingzi Anhui Huayu District People's Court, 27,800 restricted September 13, Cable Group 0 27,800 0 0 corporate shares under Dongbei Special Steel 2016 Co., Ltd. Group Co., Ltd. were transferred to Anhui Huayu Cable Group Co., Ltd. Dalian On August 19, 2016, as per the (2016) L 0211 ZH Dongya 0 46,958 0 0 No. 2246, 1005 and 1304 verdicts issued by Switch Dalian Ganjingzi District People's Court, 46,958 Factory restricted corporate shares under Dongbei Special Dongfang Steel Group Co., Ltd. were transferred to Dalian September 13, Environmental Dongya Switch Factory; 195,484 restricted 2016 Engineering corporate shares under DONGBEI SPECIAL 0 195,484 0 0 STEEL GROUP CO., LTD. were transferred to Design Institute Co., Dongfang Environmental Engineering Design Ltd. Institute Co., Ltd.; 374,320 restricted corporate 47 Wuxi Little Swan Company Limited Annual Report 2016 shares under Dongbei Special Steel Group Co., Shanghai Ltd. were transferred to Shanghai Heavy Machine Heavy 0 374,320 0 0 Plant Co., Ltd. Machine Plant Co., Ltd. Ningbo Tianan (Group) Co., 0 26,356 0 0 On September 19, 2016, as per the (2016) L 0211 Ltd. ZH No. 71, 1275 and 2419 verdicts issued by Dalian Ganjingzi District People's Court, 26,356 restricted corporate shares under Dongbei Special Luyang Steel Group Co., Ltd. were transferred to Ningbo Energy-saving 0 86,787 0 0 Tianan (Group) Co., Ltd.; 86,787 restricted October 26, 2016 Materials Co., corporate shares under DONGBEI SPECIAL Ltd STEEL GROUP CO., LTD. were transferred to Luyang Energy-saving Materials Co., Ltd; 12,465 Jiangyin restricted corporate shares under Dongbei Special Pengjin Steel Group Co., Ltd. were transferred to Jiangyin 0 12,465 0 0 Pengjin Machinery Co., Ltd. Machinery Co., Ltd. Total 24,300 794,470 0 0 -- -- II Issuance and listing of securities 1. Securities (excluding preference shares) issued in this Reporting Period □ Applicable √ Not applicable 2. Changes in total shares of the Company and the shareholder structure, as well as the asset and liability structures □ Applicable √ Not applicable 3. Existing staff-held shares □ Applicable √ Not applicable III Shareholders and actual controller 1. Total number of shareholders and their shareholdings Unit: share Total number of Total number of Total number of Total number of common preference preference shareholders common 18,394 shareholders at the 16,226 shareholders with 0 with resumed voting 0 shareholders at prior month-end resumed voting rights at the prior the period-end before the rights at the month-end before the 48 Wuxi Little Swan Company Limited Annual Report 2016 disclosure of this period-end (if any) disclosure of this Report Report (if any) 5% or greater shareholders or the top 10 shareholders Increase/dec Number Pledged or Sharehol Number of Total shares rease during of frozen shares Nature of ding non-restricte Name of shareholder held at the this restricte shareholder percenta d shares Num period-end Reporting d shares Status ge (%) held ber Period held Domestic MIDEA GROUP CO., LTD. non-state-owned 37.78% 238,948,117 0 238,948,117 corporation TITONI INVESTMENTS Foreign 14.89% 94,204,942 0 94,204,942 DEVELOPMENT LTD. corporation Foreign GAOLING FUND,L.P. 3.43% 21,694,456 0 21,694,456 corporation Domestic NATIONAL SOCIAL SECURITY non-state-owned 3.29% 20,798,894 19,198,855 20,798,894 FUND PORTFOLIO 108 corporation GREENWOODS CHINA ALPHA Foreign 2.82% 17,846,794 5,853,413 17,846,794 MASTER FUND corporation State-owned FINANCE BUREAU OF WUXI 2.70% 17,054,071 0 17,054,071 corporation Domestic NATIONAL SOCIAL SECURITY non-state-owned 2.29% 14,453,887 5,892,564 14,453,887 FUND PORTFOLIO 101 corporation CENTRAL HUIJIN ASSET State-owned 1.61% 10,156,300 0 10,156,300 MANAGEMENT CO., LTD. corporation BILL & MELINDA GATES Foreign 1.03% 6,537,874 6,537,874 6,537,874 FOUNDATION TRUST corporation INDUSTRIAL AND COMMERCIAL BANK OF CHINA Domestic -CHINA UNIVERSAL GROWTH non-state-owned 0.95% 6,000,041 3,994,864 6,000,041 FOCUS MIXED SECURITIES corporation INVESTMENT FUND Strategic investors or general corporations becoming top-ten shareholders due to placing of new shares (if N/A any) (see Note 3) Related or acting-in-concert parties among the Midea Group and TITONI Investments Development Ltd. are parties shareholders above acting in concert. Shareholdings of the top ten non-restricted shareholders 49 Wuxi Little Swan Company Limited Annual Report 2016 Number of non-restricted Type of shares Name of shareholder shares held at the period-end Type Number MIDEA GROUP CO., LTD. 238,948,117 RMB ordinary share TITONI INVESTMENTS DEVELOPMENT Domestically listed foreign 94,204,942 LTD. share Domestically listed foreign GAOLING FUND,L.P. 21,694,456 share NATIONAL SOCIAL SECURITY FUND 20,798,894 RMB ordinary share PORTFOLIO 108 GREENWOODS CHINA ALPHA MASTER Domestically listed foreign 17,846,794 FUND share FINANCE BUREAU OF WUXI 17,054,071 RMB ordinary share NATIONAL SOCIAL SECURITY FUND 14,453,887 RMB ordinary share PORTFOLIO 101 CENTRAL HUIJIN ASSET MANAGEMENT 10,156,300 RMB ordinary share CO., LTD. BILL & MELINDA GATES FOUNDATION 6,537,874 RMB ordinary share TRUST INDUSTRIAL AND COMMERCIAL BANK OF CHINA-CHINA UNIVERSAL GROWTH 6,000,041 RMB ordinary share FOCUS MIXED SECURITIES INVESTMENT FUND Related or acting-in-concert parties among the top ten non-restrictedly tradable share holders and Midea Group and TITONI Investments Development Ltd. are parties acting in between the top ten non-restrictedly tradable concert. share holders and the top ten shareholders Top ten common shareholders conducting N/A securities margin trading (if any) (see Note 4) Indicate by tick mark whether any of the top ten common shareholders or the top ten non-restricted common shareholders of the Company conducted any promissory repo during this Reporting Period. □ Yea √ No No such cases in this Reporting Period. 2. Information about the controlling shareholder Name of controlling Legal Date of establishment Credibility code Main business scope shareholder representativ 50 Wuxi Little Swan Company Limited Annual Report 2016 e Home appliances and parts, robots and Fang Midea Group Co., Ltd. 04/07/2000 91440606722473344C automatic systems, as well as financial Hongbo service Shareholdings of the controlling shareholder in The Company‘s controlling shareholder is Midea Group Co., Ltd. with the securities code of 000333, other listed companies at whose shares held in other listed companies by holding or shareholding is published on home or abroad in this www.cninfo.com.cn. Reporting Period Change of the controlling shareholder during this Reporting Period □ Applicable √ Not applicable No such cases in this Reporting Period. 3. Information about the actual controller Name of actual controller Nationality Right of residence in other countries or regions He Xiangjian Chinese No Current board chairman of Midea Holding and former board chairman of Midea Main occupation and duty Group Used-to-be-holding listed companies home Midea Group (000333.SZ), Welling Holding (00382.HK) and Little Swan (A: and abroad in the last ten years 000418.SZ;B:200418) Change of the actual controller during this Reporting Period □ Applicable √ Not applicable No such cases in this Reporting Period. Ownership and control relations between the actual controller and the Company 51 Wuxi Little Swan Company Limited Annual Report 2016 He Xiangjian 94.55% Midea Holding Co., Ltd. 34.75% Midea Group Co., Ltd. 100% Midea Electric Investment (BVI) Limited 37.78% 100% TITONI Investments Development Ltd. 14.89% Wuxi Little Swan Co., Ltd. Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset management. □ Applicable √ Not applicable 4. 10% or greater corporate shareholders Name of corporate Legal representative / Date of Registered capital Business scope shareholder company principal establishment Holding equity interests in Little TITONI Xiao Mingguang 02/07/2007 USD50,000 Swan 5. Limited shareholding decrease by the Company’s controlling shareholder, actual controller, reorganizer and other commitment makers √ Applicable □ Not applicable See ―Fulfillment of commitments‖ in ―Section V Significant Events‖ for details. 52 Wuxi Little Swan Company Limited Annual Report 2016 Section VII Preference Shares □ Applicable √ Not applicable No preference shares in this Reporting Period. 53 Wuxi Little Swan Company Limited Annual Report 2016 Section VIII Directors, Supervisors, Executive Officers and Staff I Changes in shareholdings of directors, supervisors and executive officers Increa Decre Closi Openi se in ase in Other ng Incumbe ng this this increa share Gende Starting date of Ending date of Name Office title nt/forme Age shareh Report Report se/dec holdi r tenure tenure r olding ing ing rease ng (share) Period Period (share) (share (share) (share) ) Fang Chairman of Incumbe Male 49 05/09/2008 08/25/2018 0 0 0 0 Hongbo the Board nt Lu General Incumbe Male 43 12/14/2016 08/25/2018 0 0 0 0 Jianfeng Manager nt Xiao Incumbe Minggua Director Male 46 01/12/2010 08/25/2018 0 0 0 0 nt ng Board Incumbe Femal 43 01/10/2007 08/25/2018 0 0 0 0 Zhou Secretary nt e Sixiu Incumbe Femal Director 43 08/21/2012 08/25/2018 0 0 0 0 nt e Incumbe CFO Male 38 11/24/2014 08/25/2018 0 0 0 0 Sun nt Yunan Incumbe Director Male 38 08/26/2015 08/25/2018 0 0 0 0 nt Jiang Independent Incumbe Male 52 08/22/2014 08/25/2018 0 0 0 0 Qingyun director nt Tao Independent Incumbe Male 50 04/20/2015 08/25/2018 0 0 0 0 Xiangnan director nt Zhu Independent Incumbe Male 52 08/26/2015 08/25/2018 0 0 0 0 Heping director nt Supervisory Liang Incumbe Board Male 39 08/22/2014 08/25/2018 0 0 0 0 Pengfei nt Chairman Wang Incumbe Supervisor Male 35 08/22/2014 08/25/2018 0 0 0 0 Shouhu nt Xu Staff Incumbe Male 47 08/05/2014 08/25/2018 0 0 0 0 54 Wuxi Little Swan Company Limited Annual Report 2016 Pengchen representative nt g supervisor General Yin Former Male 48 08/02/2013 12/14/2016 0 0 0 0 Manager Bitong Director Former Male 48 08/27/2013 12/14/2016 0 0 0 0 Zhang Director Former Male 41 11/02/2012 03/06/2017 0 0 0 0 Zhaofeng Total -- -- -- -- -- -- 0 0 0 0 II Changes in directors, supervisors and executive officers Name Office title Type of change Date Reason Director & General Yin Bitong Outgoing 12/14/2016 Job change Manager Zhang Zhaofeng Director Outgoing 03/06/2017 Job change III Brief biographies Professional backgrounds, main working experience and current responsibilities in the Company of the incumbent directors, supervisors and executive officers (1) Mr. Fang Hongbo, born in Jan. 1967, holder of a master‘s degree, now serves in the Company as the Chairman of the Board, the Chairman of the Board & President of Midea Group Co., Ltd. He once was the Board Chairman and President of GD Midea Holding Co., Ltd., etc. (2) Mr. Lu Jianfeng, born in Nov. 1973, holder of a master‘s degree, now serves as the General Manager of the Company. He once was the Domestic Home A/C President, China Marketing President and Vice President of GD Midea Holding Co., Ltd., as well as the Environmental Appliances General Manager of Midea Group, etc. (3) Mr. Xiao Mingguang, was born in Feb. 1970, master degree, CPA. He now serves as Director in the Company, Business Management Director of Midea Group. He ever took the posts as Deputy Director of financial management of GD Midea Holding Co., Ltd., chief of Audit and Supervision Department Midea Group and Director of GD Midea Holding Co., Ltd. ,etc. (4) Ms. Zhou Sixiu, born in Feb. 1973, holder of a master‘s degree, CPA, now serves as a director and the Board Secretary of the Company. She once was the Securities Representative of Wuxi Qingfeng Co., Ltd., etc. (5) Sun Yunan, born in May 1978, holder of a master‘s degree, now serves as a director and the CFO of the Company. He ever served as Finance Minister of Automatic Factory of the Company, Refrigerator Career Dept. Factory and Manager of Accounting and Process Management of Midea Group, etc. 55 Wuxi Little Swan Company Limited Annual Report 2016 (6) Jiang Qingyun, was born in Jun. 1964, doctor degree. He now serves as Independent Director of the Company, Marketing Director of School of Management Fudan University. He ever acted as Associate Professor and Deputy Dean of East China University of Science and Technology School of Business, Associate professor and Deputy Market Director of School of Management of Fudan University, etc. (7) Tao Xiangnan was born in Jan. 1966, doctor degree. He now serves as Independent Director of the Company, Associate Professor of Nanjing University Business School, Adjunct Associate Professor of MUST and Independent Director of Shenzhen Maida Digital Co., Ltd. (8) Zhu Heping was born in Apr. 1964, doctor degree. He now serves as Independent Director of the Company, Accounting Professor of school of business Jiangnan university, Member of CICPA and Independent Director of Jiangsu Yataiqing Alloy Technology Co., Ltd., Jiangsu Pengyao Environment Protection Co., Ltd. and Wuxi Shangji Numerical Control Co., Ltd., Jiangsu Yoke Technology Co.,Ltd. (9) Liang Pengfei was born in Aug. 1977, bachelor. He now serves as Chairman of the Board of Supervisor, Director of Operating and Human Resources. He ever acted as Manager of Marketing Center Compressor Dept., Manager of Supply Chain Management Dept. Minister of Manufacturing Management Dept. and Director of Operating management of Midea Group etc. (10) Wang Shouhu, was born in Sep. 1981, bachelor, He now serves as Supervisor Manager of Internal Audit. He ever acted as Director of Management Audit of Media Daily Appliance Group and Supervision of Integrity officer of Media Group, etc. (11) Xu Pengcheng, was born in Dec. 1969, bachelor. He now serves as Staff Representative Supervisor and Director of R&D of the Company. He ever acted as Minister of impeller Development Dept. officer of R&D of Automatic Washing Machine Company and GM of Hefei Midea Washing Machine Co., Ltd., etc. Posts concurrently held in shareholding entities √Applicable □Not applicable Allowance from Starting date of Ending date of Name Shareholding entity Post the shareholding tenure tenure entity Midea Group Chairman of the Board 08/25/2012 09/17/2018 Yes Fang Hongbo Midea Group President 10/15/2013 09/17/2018 Yes Xiao Midea Group CFO 12/02/2015 09/17/2018 Yes Mingguang TITONI Director 12/23/2013 No Posts held concurrently in other entities √Applicable □Not applicable 56 Wuxi Little Swan Company Limited Annual Report 2016 Starting date of Ending date of Allowance from Name Other entity Post tenure tenure the entity School of Management Professor and Marketing Jiang Qingyun 08/01/1999 Yes Fudan University Director Nanjing University Tao Xiangnan Associate Professor 01/01/2005 Yes Business School School of Business Zhu Heping Professor 09/01/2007 Yes Jiangnan university Punishments imposed in the recent three years by the securities regulators on the incumbent directors, supervisors and executive officers as well as those who left in this Reporting Period □ Applicable √ Not applicable IV Remuneration of directors, supervisors and executive officers Decision-making procedure, determination basis and actual remuneration payment of directors, supervisors and executive officers (1) Decision-making procedure for the remuneration of directors, supervisors and executive officers: The remuneration for executive officers is proposed by the Remuneration and Appraisal Committee under the Board and finalized upon the Board‘s approval; and that for directors and supervisors is subject to their positions. (2) Determining basis for the remuneration of directors, supervisors and senior management: The remuneration of directors, supervisors and senior management receiving remuneration from the Company consist of the basic annual salary and performance annual salary. The basic annual salary is decided according to the duties, risks, pressure and other factors born by the directors, supervisors and senior management, and it stays unchanged; while the performance annual salary is linked with the profit completion rate and the appraisal results of target responsibility system of the Company. The remuneration system of the directors, supervisors and senior management of the Company serves for its operating strategy, which is adjusted according to the changes of operation situation of the Company so as to adapt to the needs of the further development of the Company. The adjustment basis for the remuneration of directors, supervisors and senior management of the Company is as follows: (1) the increase level of remuneration in the same industry; (2) the earnings of the Company; (3) the adjustment of organization structure; (4) adjustment on positions. The allowances for independent directors is RMB100, 000 (tax included) per year upon consideration and approval of the shareholders‘ meeting, and the expenses occurred to execute their responsibilities are borne by the Company. (3) Actual payment for the remuneration of directors, supervisors and senior management: The basic salary of 57 Wuxi Little Swan Company Limited Annual Report 2016 directors, supervisors and senior management receiving remuneration from the Company is paid monthly; the allowance for independent directors is paid quarterly. Remuneration of directors, supervisors and executive officers in this Reporting Period Unit: RMB'0,000 Total before-tax Remuneration remuneration from related Name Office title Gender Age Incumbent/former from the parties of the Company Company Fang Hongbo Chairman of the Board Male 49 Incumbent Yes Lu Jianfeng General Manager Male 43 Incumbent Yes Xiao Mingguang Director Male 46 Incumbent Yes Director, Board Zhou Sixiu Female 43 Incumbent 131.04 Secretary Sun Yunan Director, CFO Male 38 Incumbent 136.03 Jiang Qingyun Independent director Male 52 Incumbent 10.00 Tao Xiangnan Independent director Male 50 Incumbent 10.00 Zhu Heping Independent director Male 52 Incumbent 10.00 Supervisory Board Liang Pengfei Male 39 Incumbent 148.84 Chairman Wang Shouhu Supervisor Male 35 Incumbent 49.99 Staff representative Xu Pengcheng Male 47 Incumbent 361.42 supervisor Yin Bitong Director, GM Male 48 Former 347.70 Zhang Zhaofeng Director Male 41 Former Yes Total -- -- -- -- 1,205.02 -- Equity incentives for directors, supervisors and executive officers in this Reporting Period □ Applicable √ Not applicable V Employees 1. Number, functions and educational backgrounds of employees Number of in-service employees of the Company 4,400 Number of in-service employees of main subsidiaries 3,286 Total number of in-service employees 7,686 58 Wuxi Little Swan Company Limited Annual Report 2016 Total number of employees with remuneration in this Reporting Period 8,580 Number of retirees to whom the Company or its main subsidiaries need 428 to pay retirement pension Functions Function Number of employees Production 5,614 Sales 798 Technical 965 Financial 161 Administrative 148 Total 7,686 Educational backgrounds Educational background Number of employees Master and above 195 Bachelor 1,561 College, technical secondary school 3,932 Middle school and below 1,998 Total 7,686 2. Employee remuneration policy The remuneration of employees is paid on time according to the Company‘s Methods for Remuneration Management. The Company decides its employees‘ fixed salaries according to their positions and their floating wages in line with its operating results. Meanwhile, the Company leans to strategic talent so as to ensure competitive wages for core personnel. And the remuneration policy will be irregularly adjusted according to regional differences, the talent supply, employees‘ turnover, changes in the industry environment and the Company‘s paying ability. 3. Employee training plans It will decide the training content for employees from different levels and groups according to the post qualification, and promote the training of entire staff, so as to build a learning organization. 4. Labor outsourcing □ Applicable √ Not applicable 59 Wuxi Little Swan Company Limited Annual Report 2016 Section IX Corporate Governance I Basic situation of corporate governance The Company continuously perfected its corporate governance; promote the improvement of its operation and formulate the corresponding internal control system, prevented and controlled risks and safeguarded the legitimate rights and interests of the Company and the shareholders in accordance with the requirements of relevant laws and rules such as Company Law, Securities Law issued by CSRC. The actual situation of the Company‘s corporate governance is in accordance with the requirements of Administrative Rule for Listed Companies issued by CSRC. For better governance, the Company has formulated the Rules of Procedure for the Board of Directors, the Supervisory Board, shareholders‘ meetings and the specialized committees under the Board of Directors, as well as the Disclosure of Information Management System, Raise Money Management System, Related Transaction Management System, Information Source Insider Registration Management System, Internal Report System for the Major Issues, System of Accountability for Management, the Preliminary Plan Regarding Risk Handling in Financial Services (Accepting Deposits and Lending) Provided by Midea Group Finance Co., Ltd, etc. During the Reporting Period, according to applicable laws and regulations and the need arising from its actual operations, the Company held the 4th Meeting of the 8th Board of Directors on March 8, 2016, at which the Internal Control Rules for Entrusted Asset Management has been revised, further improving its corporate governance mechanism. In line with the relevant provisions of Company Law, the Articles of Association etc., the Company established a comparative perfect organization control structure system The Board of Director conducted the resolutions of general meeting of shareholders, response for the significant decision-making events and general meeting of stockholders; the Company appointed GM by law, presided over the daily production operation and management, organized the implementation of resolution of the Board, was responsible for the Board of Directors; the supervisor of the Company was the supervisory organization for the Company which supervised the behaviors of the directors, GM and the finance of the Company. The four committees, Strategy Committee, the Remuneration and Appraisal Committee, Audit Committee, the Nomination Committee were under the Board of Directors. the Company‘s General Meeting of shareholders, Board of Directors, Board of directors and operation managerial personnel with clear responsibilities and rights, performing their duties, effective checks and balances, scientific decision-making and coordinate operations, which laid a solid foundation for sustained, stable and healthy development of the Company. During this Reporting Period, the Company was granted the ―Top 20 Main Board Listed Companies in Value‖ 60 Wuxi Little Swan Company Limited Annual Report 2016 Award and the ―Top 10 Management Teams of Main Board Listed Companies‖ Award in the 10th China Listed Company Value Awards hosted by Securities Times and the New Fortune magazine, as well as co-hosted by Jiangsu Financial Work Office, the Jiangsu CSRC and the Yangzhou municipal government. Looking forward, the Company will continue to improve its ability of sustainable development and governance capability. Any significant incompliance with the regulatory documents issued by the CSRC governing the governance of listed companies □ Yes √ No No such cases in this Reporting Period. II Independence of businesses, personnel, asset, organizations and finance which are separate from the controlling shareholder The Company is completely separated from its controlling shareholder in aspects such as business, personnel, assets, institutions and finance and possesses independent and complete business and self-dependent operating ability. 1. In respect of business, the Company owned independent and integrated system of R&D, purchasing, production and sales. Main business of the Company is washing machine that there isn‘t any horizontal competition between the Company and the controlling shareholder. The Company was completely separated from the controlling shareholder in business. 2.In respect of personnel, in terms of labor, personnel and salary management, the Company and the controlling shareholder were independent each other, there existed no mixed operation and management between the Company and the controlling shareholder. Such senior management staff as General Manager, CFO and Board Secretary did not take any posts in shareholding companies. 3. In respect of assets, the Company‘s assets were complete, and there was the clear property right relationship between the Company and the controlling shareholder. 4. In respect of organization, the Company has set up the organization that was independent from the controlling shareholder completely, the Board of Directors, the Supervisory Board and internal organization could operate independently. 5. In respect of financing, the Company owned independent financial department, established independent accounting system and financial management system, opened independent bank account, paid tax in line with laws. 61 Wuxi Little Swan Company Limited Annual Report 2016 III Horizontal competition □ Applicable √ Not applicable IV Annual and special meetings of shareholders convened during this Reporting Period 1. Meetings of shareholders convened during this Reporting Period Investor Meeting Type participati Convened date Disclosure date Index to the disclosed information on ratio 2016 Annual Meeting Announcement No. 2016-12 disclosed Annual 58.21% 04/07/2016 04/08/2016 of Shareholders on www.cninfo.com.cn The First Special Announcement No. 2016-28 disclosed Meeting of Special 5.55% 11/16/2016 11/17/2016 on www.cninfo.com.cn Shareholders in 2016 2. Special meetings of shareholders convened at the request of preference shareholders with resumed voting rights □ Applicable √ Not applicable V Performance of independent directors in this Reporting Period 1. Attendance of independent directors in board meetings and meetings of shareholders Attendance of independent directors in board meetings Due presence in Presence by Absence for two Presence on site Presence through Independent director this Reporting telecommunicati Absence (times) consecutive (times) a proxy (times) Period (times) on (times) times Jiang Qingyun 5 1 4 0 0 No Tao Xiangnan 5 1 4 0 0 No Zhu Heping 5 1 4 0 0 No Attendance of independent directors in meetings of shareholders as non-voting 1 delegates (times) 2. Objections raised by independent directors on issues of the Company Indicate by tick mark whether any independent directors raised any objections on issues of the Company. □ Yes √ No No such cases in this Reporting Period. 62 Wuxi Little Swan Company Limited Annual Report 2016 3. Other details about the performance of duties by independent directors Indicate by tick mark whether any suggestions from independent directors were adopted by the Company. √ Yes □ No During the Reporting Period, the independent directors of the Company in strict accordance with the relevant laws, regulations and rules of Articles 0f Association, focus on the operation of the Company, perform their duties independently and put forward the professional opinions to complete the system of the Company and daily management decisions , for those events need issued opinions, the independent directors put forward independent and impartial advice, which play a proper role to improve the company governance mechanism, safeguard the legitimate rights and interests of the Company and all shareholders. VI Performance of duties by specialized committees under the Board during this Reporting Period During the Reporting Period, the performance of the specialized committees under the Board was as follows: 1.The Audit Committee under the Board convened four meetings, at which reviewed and approved the Annual Financial Statement Report 2015, Annual Report and Its Abstract 2015, Summary Report of the Audit Committee on the 2015 Annual Audit Work, Proposal on Engaging the Audit Firm for 2016, First Quarter Report 2016, Semi-annual Report 2016 and Third Quarter Report 2016. 2. The strategy Committee under the Board convened one meeting, at which reviewed and approved the proposal on Mid-term Development Plan of the Company (2016-2018); 3.The Remuneration and Appraisal Committee under the Board convened one meeting, at which reviewed and approved the Proposal on Paying the 2015 Annual Remuneration to the Senior Management; 4. The Nomination Committee under the Board convened one meeting, at which reviewed and approved the Proposal on Appointment of GM of the Company. VII Performance of duties by the Supervisory Board Did the Supervisory Board find any risks to the Company during its supervision in this Reporting Period? □ Yes √ No The Supervisory Board raised no objections in this Reporting Period. VIII Appraisal and incentive for executive officers The selection, appraisal and incentive system of the executive officers of the Company were implemented according to relevant regulations of the Company Law and the Articles of Association of the Company. The 63 Wuxi Little Swan Company Limited Annual Report 2016 Company established examination and evaluation system on the basis of the target responsibility, determine the evaluation index, evaluation method and evaluation method relate to the assessment results, according to the annual signing of the Target Responsibility Assessment System Agreement with executive officers. During the Reporting Period, the Company had in accordance with the measures for the management of target responsibility system exam and the rate the executive officers, and had reflected in an annual performance remuneration, which effectively improved the executive officers‘ responsibility and work enthusiasm. IX Internal control 1. Serious internal control defects found in this Reporting Period □ Yes √ No 2. Internal control self-evaluation report Disclosure date of the internal 03/09/2017 control self-evaluation report Index to the disclosed internal For details about the Internal Control Self-Evaluation Report 2016, see www.cninfo.com.cn, control self-evaluation report the website designated by the Shenzhen Stock Exchange for information disclosure. Total assets of the evaluated entities as a percentage in the consolidated 100.00% total assets Operating revenues of the evaluated entities as a percentage in the 100.00% consolidated operating revenues Defect identification standards Type Financial-report related Non-financial-report related For details, please refer to ―(III) Basis for For details, please refer to ―(III) Basis for internal control appraisal and identification internal control appraisal and identification standards for internal control defects‖ in standards for internal control defects‖ in Nature standard Section III of the Internal Control Section III of the Internal Control Self-Evaluation Report 2016 disclosed on Self-Evaluation Report 2016 disclosed on www.cninfo.com.cn dated March 9, 2017. www.cninfo.com.cn dated March 9, 2017. Quantitative standard Ditto Ditto Number of serious 0 financial-report-related defects Number of serious 0 non-financial-report-related defects 64 Wuxi Little Swan Company Limited Annual Report 2016 Number of important 0 financial-report-related defects Number of important 0 non-financial-report-related defects X Auditor’s report on internal control Opinion paragraph in the auditor‘s report on internal control The audit firm for internal control believes that the Company makes valid internal control on financial report in all significant aspects on December 31, 2016 according to the Basic Rules on Enterprise Internal Control and other relevant stipulations. Auditor‘s report on internal control Disclosed disclosed or not Disclosure date 03/09/2017 Index to the disclosed auditor‘s report For details about the Auditor‘s Report on Internal Control 2016, see www.cninfo.com.cn, on internal control the website designated by the Shenzhen Stock Exchange for information disclosure. Type of the auditor‘s opinion Standard unqualified opinion Serious non-financial-report-related None defects Indicate by tick mark whether any modified opinions are expressed by the CPAs firm in its auditor‘s report on the Company‘s internal control. □ Yes √ No Indicate by tick mark whether the auditor‘s report on the Company‘s internal control issued by the CPAs firm is consistent with the self-evaluation report of the Board. √ Yes □ No 65 Wuxi Little Swan Company Limited Annual Report 2016 Section X Corporate Bonds Indicate by tick market whether there are any corporate bonds publicly offered and listed on the stock exchange, which were undue before the approval date of this Report or were due but could not be redeemed in full □ Yes √ No 66 Section XI Financial Report [English translation for reference only. Should there be any inconsistency between the Chinese and English versions, the Chinese version shall prevail.] Auditor’s Report PwC ZT Shen Zi (2017) No. 10036 (Page 1 of 2) To the shareholders of Wuxi Little Swan Co., Ltd., We have audited the accompanying financial statements of Wuxi Little Swan Co., Ltd. (hereinafter ―the Company‖), which comprise the consolidated and company balance sheets as at 31 December 2016, and the consolidated and company income statements, the consolidated and company statements of changes in shareholder‘s equity and the consolidated and company cash flow statements for the year then ended, and the notes to the financial statements. Management’s Responsibility for the Financial Statements Management of the Company is responsible for the preparation and fair presentation of these financial statements in accordance with the requirements of Accounting Standards for Business Enterprises, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with China Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. 67 PwC ZT Shen Zi (2017) No. 10036 (Page 2 of 2) An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor‘s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity‘s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated and company‘s financial position of the Company as at 31 December 2016, and their financial performance and cash flows for the year then ended in accordance with the requirements of Accounting Standards for Business Enterprises. PricewaterhouseCoopers Zhong Tian LLP Shanghai, the People‘s Republic of China 7 March 2017 68 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2016 31 December 2015 ASSETS Consolidated Consolidated Current Assets: Cash at bank and in hand 4,272,077,211.11 3,042,843,924.81 Notes receivable 1,297,609,202.29 2,205,189,379.10 Accounts receivable 1,465,654,497.90 896,075,475.63 Advances to suppliers 131,513,792.18 97,628,578.17 Interests receivable 26,755,807.07 22,932,602.74 Other receivables 23,693,886.54 9,208,180.08 Inventories 1,724,837,944.69 745,412,967.52 Other current assets 8,385,724,282.16 5,733,188,604.23 Total current assets 17,327,866,623.94 12,752,479,712.28 Non-current assets: Available-for-sale financial assets 200,000.00 200,000.00 Investment properties 64,854,903.25 68,843,047.52 Fixed assets 970,859,291.03 1,019,528,291.60 Intangible assets 192,283,486.15 197,521,625.03 Long-term prepaid expenses 4,387,728.14 4,238,244.38 Deferred tax assets 299,879,029.23 251,881,220.89 Other non-current assets 25,655,775.90 32,963,224.90 Total non-current assets 1,558,120,213.70 1,575,175,654.32 Total assets 18,885,986,837.64 14,327,655,366.60 69 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED BALANCE SHEET (Continued) AS AT 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2016 31 December 2015 LIABILITIES AND OWNERS' EQUITY Consolidated Consolidated Current liabilities: Short-term borrowings 183,813,064.12 - Notes payable 2,620,549,815.47 1,953,065,274.06 Accounts payable 3,335,089,672.06 2,419,807,341.95 Advances from customers 3,014,347,762.24 1,652,908,781.44 Employee benefits payable 288,592,163.29 248,280,716.92 Taxes payable 412,238,029.96 325,108,227.91 Dividends payable 7,150,684.06 5,400,652.06 Other payables 199,926,402.04 171,807,137.94 Other current liabilities 1,844,413,154.26 1,521,734,293.24 Total current liabilities 11,906,120,747.50 8,298,112,425.52 Non-current liabilities: Long-term employee benefits payable 16,101,348.60 28,439,299.25 Provisions 1,727,340.89 9,981,021.44 Deferred income 2,942,333.25 3,395,533.29 Total non-current liabilities 20,771,022.74 41,815,853.98 Total liabilities 11,926,891,770.24 8,339,928,279.50 Owners’ equity: Share capital 632,487,764.00 632,487,764.00 Capital surplus 1,191,490,133.01 1,164,014,947.85 Other comprehensive income 70,757,524.61 34,813,284.64 Surplus reserve 332,594,722.29 332,594,722.29 Retained earnings 3,756,517,718.81 2,960,955,454.36 Equity attributable to the owners of the Company 5,983,847,862.72 5,124,866,173.14 Minority interests 975,247,204.68 862,860,913.96 Total owners’ equity 6,959,095,067.40 5,987,727,087.10 Total liabilities and owners’ equity 18,885,986,837.64 14,327,655,366.60 70 WUXI LITTLE SWAN CO., LTD. BALANCE SHEET OF THE COMPANY AS AT 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2016 31 December 2015 ASSETS Company Company Current Assets: Cash at bank and in hand 2,397,428,457.92 2,092,430,579.63 Notes receivable 1,088,559,252.21 1,410,210,597.47 Accounts receivable 2,310,254,576.98 1,183,394,794.67 Advances to suppliers 89,477,823.29 98,437,350.05 Interests receivable 18,798,031.69 18,918,219.18 Other receivables 16,176,106.89 6,351,010.17 Inventories 1,068,494,123.28 482,807,868.13 Other current assets 4,965,682,855.69 3,178,113,808.28 Total current assets 11,954,871,227.95 8,470,664,227.58 Non-current assets: Available-for-sale financial assets 150,000.00 150,000.00 Long-term equity investments 1,375,785,041.57 1,306,323,041.57 Investment properties 7,546,955.16 8,040,536.02 Fixed assets 490,047,802.72 514,950,803.50 Intangible assets 92,591,167.64 95,281,467.96 Long-term prepaid expenses 1,817,228.83 3,873,799.88 Deferred tax assets 197,091,251.29 159,759,565.25 Other non-current assets 18,313,858.80 23,027,173.60 Total non-current assets 2,183,343,306.01 2,111,406,387.78 Total assets 14,138,214,533.96 10,582,070,615.36 71 WUXI LITTLE SWAN CO., LTD. BALANCE SHEET OF THE COMPANY (Continued) AS AT 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2016 31 December 2015 LIABILITIES AND OWNERS' EQUITY Company Company Current liabilities: Short-term borrowings 123,943,093.80 - Notes payable 1,508,017,904.49 1,519,749,295.73 Accounts payable 3,913,090,507.89 2,038,397,769.71 Advances from customers 1,854,711,663.46 1,060,643,231.20 Employee benefits payable 216,530,836.37 184,287,498.34 Taxes payable 249,034,768.38 224,024,964.68 Dividends payable 7,150,684.06 5,400,652.06 Other payables 143,124,857.82 95,009,275.20 Other current liabilities 1,173,641,937.69 944,905,437.98 Total current liabilities 9,189,246,253.96 6,072,418,124.90 Owners’ equity: Share capital 632,487,764.00 632,487,764.00 Capital surplus 1,350,656,531.65 1,319,496,538.02 Other comprehensive income 37,515,343.84 13,608,826.40 Surplus reserve 319,944,578.39 319,944,578.39 Retained earnings 2,608,364,062.12 2,224,114,783.65 Total owners’ equity 4,948,968,280.00 4,509,652,490.46 Total liabilities and owners’ equity 14,138,214,533.96 10,582,070,615.36 72 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Item Consolidated Consolidated Revenues 16,334,914,501.69 13,131,626,932.44 Less: Cost of sales -12,111,213,286.28 -9,646,390,824.36 Taxes and surcharges -99,204,438.58 -66,761,675.48 Selling and distribution expenses -2,325,645,712.65 -1,957,833,768.25 General and administrative expenses -505,321,107.14 -539,747,209.80 Finance income – net 154,825,748.21 110,112,851.91 Asset impairment losses -94,569,651.27 -22,451,935.85 Add: Investment income 200,239,260.71 201,749,610.84 Including: share of profits in an associate - 263,002.04 Operating profit 1,554,025,314.69 1,210,303,981.45 Add: Non-operating income 38,975,400.74 63,387,660.89 Including: Gains on disposal of non-current assets 1,008,085.77 444,371.81 Less: Non-operating expenses -8,573,686.44 -48,270,024.41 Including: Losses on disposal of non-current assets -2,841,820.22 -724,567.38 Total profit 1,584,427,028.99 1,225,421,617.93 Less: Income tax expenses -241,651,767.11 -172,296,831.78 Net profit 1,342,775,261.88 1,053,124,786.15 Attributable to owners of the Company 1,175,054,922.85 919,181,968.58 Minority interests 167,720,339.03 133,942,817.57 73 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED INCOME STATEMENT (Continued) FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Item Consolidated Consolidated Other comprehensive income, net of tax 41,216,788.60 48,553,778.03 Attributable to equity owners of the Company 35,944,239.97 38,262,974.21 Other comprehensive income that will be subsequently reclassified to profit or loss 35,944,239.97 38,262,974.21 Changes in fair value of available-for-sale financial assets 35,924,495.90 37,033,422.18 Foreign-currency financial statement translation difference 19,744.07 1,229,552.03 Attributable to minority interests 5,272,548.63 10,290,803.82 Total comprehensive incomes 1,383,992,050.48 1,101,678,564.18 Attributable to owners of the Company 1,210,999,162.82 957,444,942.79 Attributable to minority interests 172,992,887.66 144,233,621.39 Earnings per share Basic earnings per share 1.86 1.45 Diluted earnings per share 1.86 1.45 74 WUXI LITTLE SWAN CO., LTD. INCOME STATEMENT OF THE COMPANY FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Items Company Company Revenues 12,451,627,200.77 9,844,644,562.96 Less: Cost of sales -9,679,123,368.71 -7,456,129,294.02 Business taxes and surcharges -64,404,746.49 -42,679,139.04 Distribution expenses -1,521,389,300.24 -1,413,834,422.46 Administrative expenses -402,652,997.95 -382,512,004.73 Financial costs 99,230,544.04 70,967,103.94 Impairment loss -64,797,585.33 -12,035,597.15 Add: Investment income 76,128,199.93 110,021,226.68 Including: Share of profit of an associate - 263,002.04 Operating profit 894,617,946.02 718,442,436.18 Add: Non-operating income 10,913,249.33 27,773,563.63 Including: Gain on disposal of non-current assets 905,427.15 184,324.80 Less: Non-operating expenses -2,859,936.65 -34,731,819.32 Including: Losses on disposal of non-current assets -1,012,613.51 -111,821.73 Total profit 902,671,258.70 711,484,180.49 Less: Income tax expenses -138,929,321.83 -90,481,581.88 Net profit 763,741,936.87 621,002,598.61 Other comprehensive income, net of tax 23,906,517.44 13,608,826.40 Other comprehensive income that will be subsequently reclassified to profit or loss 23,906,517.44 13,608,826.40 Changes in fair value of available-for-sale financial assets 23,906,517.44 13,608,826.40 Total comprehensive income 787,648,454.31 634,611,425.01 75 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Items Consolidated Consolidated Cash flows from operating activities Cash received from sales of goods or rendering of services 16,223,050,621.37 12,740,160,550.07 Refund of taxes and surcharges 87,968,408.39 77,145,657.15 Cash received relating to other operating activities 66,833,930.42 56,688,253.87 Sub-total of cash inflows 16,377,852,960.18 12,873,994,461.09 Cash paid for goods and services -10,455,208,887.42 -6,084,201,536.57 Cash paid to and on behalf of employees -977,297,801.66 -893,989,108.53 Payments of taxes and surcharges -651,736,882.51 -543,482,333.15 Cash paid relating to other operating activities -397,536,601.21 -1,753,626,014.04 Sub-total of cash outflows -12,481,780,172.80 -9,275,298,992.29 Net cash flows from operating activities 3,896,072,787.38 3,598,695,468.80 Cash flows from investing activities Cash received from disposal of investments 8,998,000,000.00 8,274,398,907.76 Cash received from returns on investments 200,239,260.71 202,012,612.84 Net cash received from disposal of fixed assets, intangible assets and other long-term assets 5,447,359.13 6,561,716.52 Cash received relating to other investing activities 71,183,080.05 42,268,968.89 Sub-total of cash inflows 9,274,869,699.89 8,525,242,206.01 Cash paid to acquire fixed assets, intangible assets and other long-term assets -63,305,378.00 -113,960,753.52 Cash paid to acquire additional interest in a subsidiary -11,471,000,000.00 -10,456,050,000.00 Sub-total of cash outflows -11,534,305,378.00 -10,570,010,753.52 Net cash flows from investing activities -2,259,435,678.11 -2,044,768,547.51 76 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED CASH FLOW STATEMENT (Continued) FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Items Consolidated Consolidated Cash flows from financing activities Cash received from borrowings 183,813,064.12 215,915,154.66 Sub-total of cash inflows 183,813,064.12 215,915,154.66 Cash repayments of borrowings - -215,915,154.66 Cash payments for distribution of dividends, profits or interest expenses -395,092,974.82 -286,688,438.02 Cash payments relating to other financing activities -69,462,000.00 - Sub-total of cash outflows -464,554,974.82 -502,603,592.68 Net cash flows from financing activities -280,741,910.70 -286,688,438.02 Effect of foreign exchange rate changes on cash and cash equivalents 23,109,389.95 8,707,040.56 Net increase in cash and cash equivalents 1,379,004,588.52 1,275,945,523.83 Add: Cash and cash equivalents at beginning of year 2,792,685,328.69 1,516,739,804.86 Cash and cash equivalents at end of year 4,171,689,917.21 2,792,685,328.69 77 WUXI LITTLE SWAN CO., LTD. CASH FLOW STATEMENT OF THE COMPANY FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Items Company Company Cash flows from operating activities Cash received from sales of goods or rendering of services 10,147,589,853.70 8,364,432,765.46 Cash received relating to other operating activities 39,602,069.13 29,865,585.50 Sub-total of cash inflows 10,187,191,922.83 8,394,298,350.96 Cash paid for goods and services -6,418,903,625.65 -3,793,842,616.29 Cash paid to and on behalf of employees -675,417,191.26 -595,390,188.36 Payments of taxes and surcharges -453,239,964.32 -274,650,446.03 Cash paid relating to other operating activities -269,070,271.83 -1,444,764,032.80 Sub-total of cash outflows -7,816,631,053.06 -6,108,647,283.48 Net cash flows from operating activities 2,370,560,869.77 2,285,651,067.48 Cash flows from investing activities Cash received from disposal of investments 5,086,000,000.00 5,295,471,450.01 Cash received from returns on investments 76,128,199.93 110,453,700.06 Net cash received from disposal of fixed assets and intangible assets and other long-term assets 1,606,025.78 1,952,876.70 Cash received relating to other investing activities 62,624,714.64 35,092,311.37 Sub-total of cash inflows 5,226,358,940.35 5,442,970,338.14 Cash paid to acquire fixed assets, intangible assets and other long-term assets -32,673,329.11 -70,559,477.51 Cash paid to acquire investments -6,751,000,000.00 -6,112,000,000.00 Cash paid to relating to other investing activities -69,462,000.00 - Sub-total of cash outflows -6,853,135,329.11 -6,182,559,477.51 Net cash flows from investing activities -1,626,776,388.76 -739,589,139.37 78 WUXI LITTLE SWAN CO., LTD. CASH FLOW STATEMENT OF THE COMPANY (Continued) FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 2016 2015 Items Company Company Cash Flows from Financing Activities: Cash received from borrowings 123,943,093.80 16,404,201.00 Sub-total of cash inflows 123,943,093.80 16,404,201.00 Cash repayments of borrowings - -16,404,201.00 Cash payments for distribution of dividends, profits or interest expenses -389,009,428.38 -283,468,922.78 Sub-total of cash outflows -389,009,428.38 -299,873,123.78 Net cash flows from financing activities -265,066,334.58 -283,468,922.78 Effect of foreign exchange rate changes on cash and cash equivalents 8,547,293.68 3,619,003.80 Net increase in cash and cash equivalents 487,265,440.11 1,266,212,009.13 Add: Cash and cash equivalents at beginning of year 1,866,443,114.64 600,231,105.51 Cash and cash equivalents at end of year 2,353,708,554.75 1,866,443,114.64 79 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Attributable to the owners of the Company Share capital Capital surplus Other Surplus reserves Retained earnings Item Minority interests Total owners’ equity comprehensive income Balance at 1 January 2016 632,487,764.00 1,164,014,947.85 34,813,284.64 332,594,722.29 2,960,955,454.36 862,860,913.96 5,987,727,087.10 Movements for the year ended 31 December 2016 - 27,475,185.16 35,944,239.97 - 795,562,264.45 112,386,290.72 971,367,980.30 Total comprehensive income - - 35,944,239.97 - 1,175,054,922.85 172,992,887.66 1,383,992,050.48 -Net profit - - - - 1,175,054,922.85 167,720,339.03 1,342,775,261.88 -Other comprehensive income - - 35,944,239.97 - - 5,272,548.63 41,216,788.60 Capital contribution and withdrawal by owners - 27,475,185.16 - - - -60,606,596.94 -33,131,411.78 -Amount recorded in owners' equity arising from share-based payment arrangements - 34,772,462.28 - - - 1,558,125.94 36,330,588.22 -Others - -7,297,277.12 - - - -62,164,722.88 -69,462,000.00 Profit distribution - - - - -379,492,658.40 - -379,492,658.40 -Profit distribution to equity owners - - - - -379,492,658.40 - -379,492,658.40 Balance at 31 December 2016 632,487,764.00 1,191,490,133.01 70,757,524.61 332,594,722.29 3,756,517,718.81 975,247,204.68 6,959,095,067.40 80 WUXI LITTLE SWAN CO., LTD. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Continued) FOR THE YEAR ENDED 31 December 2015 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Attributable to the owners of the Company Minority Share capital Capital surplus Other comprehensive Surplus reserves Retained earnings Total owners’ equity interests income Balance at 1 January 2015 632,487,764.00 1,139,956,336.03 -3,449,689.57 332,594,722.29 2,326,392,979.58 716,713,982.38 5,144,696,094.71 Movements for the year ended 31 December 2015 - 24,058,611.82 38,262,974.21 - 634,562,474.78 146,146,931.58 843,030,992.39 Total comprehensive income - - 38,262,974.21 - 919,181,968.58 144,233,621.39 1,101,678,564.18 -Net profit - - - - 919,181,968.58 133,942,817.57 1,053,124,786.15 -Other comprehensive income - - 38,262,974.21 - - 10,290,803.82 48,553,778.03 Capital contribution and withdrawal by owners - 24,058,611.82 - - - 1,913,310.19 25,971,922.01 -Amount recorded in owners' equity arising from share-based payment arrangements - 22,544,356.36 - - - 1,353,341.72 23,897,698.08 -Others - 1,514,255.46 - - - 559,968.47 2,074,223.93 Profit distribution - - - - -284,619,493.80 - -284,619,493.80 -Profit distribution to equity owners - - - - -284,619,493.80 - -284,619,493.80 Balance at 31 December 2015 632,487,764.00 1,164,014,947.85 34,813,284.64 332,594,722.29 2,960,955,454.36 862,860,913.96 5,987,727,087.10 81 WUXI LITTLE SWAN CO., LTD. STATEMENT OF CHANGES IN EQUITY OF THE COMPANY FOR THE YEAR ENDED 31 December 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Other comprehensive Item Share capital Capital surplus Surplus reserves Retained earnings Total owners’ equity income Balance at 1 January 2016 632,487,764.00 1,319,496,538.02 13,608,826.40 319,944,578.39 2,224,114,783.65 4,509,652,490.46 Movements for the year ended 31 December 2016 - 31,159,993.63 23,906,517.44 - 384,249,278.47 439,315,789.54 Total comprehensive income - - 23,906,517.44 - 763,741,936.87 787,648,454.31 Net profit - - - - 763,741,936.87 763,741,936.87 Other comprehensive income - - 23,906,517.44 - - 23,906,517.44 Capital contribution and withdrawal by owners - 31,159,993.63 - - - 31,159,993.63 Amount recorded in owners' equity arising from share-based payment arrangements - 31,159,993.63 - - - 31,159,993.63 Profit distribution - - - - -379,492,658.40 -379,492,658.40 Profit distribution to equity owners - - - - -379,492,658.40 -379,492,658.40 Balance at 31 December 2016 632,487,764.00 1,350,656,531.65 37,515,343.84 319,944,578.39 2,608,364,062.12 4,948,968,280.00 82 WUXI LITTLE SWAN CO., LTD. STATEMENT OF CHANGES IN EQUITY OF THE COMPANY (Continued) FOR THE YEAR ENDED 31 December 2015 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Other comprehensive Item Share capital Capital surplus Surplus reserves Retained earnings Total owners’ equity income Balance at 1 January 2015 632,487,764.00 1,300,124,962.20 - 319,944,578.39 1,887,731,678.84 4,140,288,983.43 Movements for the year ended 31 December 2015 - 19,371,575.82 13,608,826.40 - 336,383,104.81 369,363,507.03 Total comprehensive income - - 13,608,826.40 - 621,002,598.61 634,611,425.01 Net profit - - - - 621,002,598.61 621,002,598.61 Other comprehensive income - - 13,608,826.40 - - 13,608,826.40 Capital contribution and withdrawal by owners - 19,371,575.82 - - - 19,371,575.82 Amount recorded in owners' equity arising from - - - - share-based payment arrangements 19,371,309.18 19,371,309.18 Others - 266.64 - - - 266.64 Profit distribution - - - - -284,619,493.80 -284,619,493.80 Profit distribution to equity owners - - - - -284,619,493.80 -284,619,493.80 Balance at 31 December 2015 632,487,764.00 1,319,496,538.02 13,608,826.40 319,944,578.39 2,224,114,783.65 4,509,652,490.46 83 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] I. Company profile Wuxi Little Swan Co., Ltd. (hereinafter ―the Company") was formerly a SOE founded and reorganized as a private placement limited liability company by the approval of Jiangsu Provincial Commission for Economic Restructuring (SuTiGaiSheng (1993) No.253 Document) on 29th Nov,1993. As approved by Jiangsu Provincial Government ((1996) No.52 Document), Securities Regulatory Commission under State Council (ZhengWeiFa (1996) No.14 Document) and Shenzhen Securities and Exchange Commission (ShenZhengBanhan (1996) No.4 Document), the Company publicly issued 70 million RMB foreign shares (B-shares) in China, after which the Company‘s share capital came to RMB 310 million. In March 1997, as approved by China Securities Regulatory Commission (ZhengJianFaZi (1997) No.54 Document and ZhengJianFaZi (1997) No.55 Document, the Company publicly issued 60 million RMB common shares (including 90 million staff shares). The public offerings raised 720.83 million RMB yuan and the A-shares were formally listed at Shenzhen Stock Exchange in Mar, 1997. The abbreviation for A-shares is ―Little Swan A". A-share code is 000418. On 20 July 2006, the Company‘s proposal on reformation of segregated stocks was approved by relevant shareholders‘ meeting. To gain liquidity for the restricted stocks of the Company, the holders of the restricted stocks of the Company agreed to pay the following consideration: based on the stock registration as of 4 August 2006, the Company issued bonus shares on 7 August 2006 at the ratio of 2.5 shares to every 10 A-shares to liquidated A-share holders which went public on the same day. After this bonus issue, the total number of shares of the Company remained unchanged with corresponding changes in the composition of share holdings. Pursuant to the resolution at the Annual General Meeting on 9 May 2008, programme of transference from capital surplus to share capital at the ratio of 10 shares to 5 shares was approved. Additional 182,551,920 shares were allotted at par from the capital surplus of the Company. As a result, the total shares of the Company increased to 547,655,760. In accordance to the resolution of the 4th seeion of the 6th board meeting and the 1st temprorary shareholders meeting in 2010, as well as Document ZhengJianXuKe (2010) No. 1577 ―The approval of significant assets reorganization of Wuxi Little Swan Co., Ltd. and stock offering with assets purchase to Guangdong Midea Electric Appliances Co., Ltd.‖ issued by China Securities Regulatory Commission, a placement in A share was 84 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] completed in which additional 84,832,000 shares were issued to Guangdong Midea Electric Appliances Co., Ltd. (Midea Electric Appliances), while 69.47% equity interest of Hefei Midea Washing Machine Limited (formerly as Hefei Royal star Washing Machine Manufacture Limited) was acquired. Through the non-public offering of A share, the Company‘s captital share increased by RMB 84,832,000. On 18 September 2013, Midea Group Co., Ltd. (the Group) combined the Company‘s former controlling shareholder Midea Electric Appliances through shares exchanges according to Document ZhengJianXuKe (2013) No. 1014 ―The approval of the merger of Guangdong Midea Electric Appliances Co., Ltd. to Midea Group Co., Ltd.‖ issued by China Securities Regulatory Commission. After the consolidation by merger, the equity interest held by Midea Electric Appliances previously was held by the Group and registration procedures for shares transfer were completed by 31 December, 2013. Thus, the Group became the first major shareholder of the Company. As of 31 December 2015, the total share capital of the Company mounted to 632,487,764, 0.59% of which are 3,711,190 A shares with restriction of trading, 69.21% of which are 437,765,002 A shares without restriction of trading, and 30.20% of which are 191,011,572 B shares without restriction of trading. The address of the Company‘s registered office and the headquarters office address is No.18 Changjiang South Road, National High-tech Industrial Development Zone, Wuxi, Jiangsu Province. The Company is engaged in the industry of household electric appliances, the approved scope of business of which includes manufacture, sales and after-sales service of household electric appliances, industrial ceramic products, environmental-friendly dry cleaning equipment, washing apparatus for typical machines, processing equipment and fittings. The Company provides laundry service, machining; exports and imports, or be agent for a variety of products and technologies (excluding unauthorized or forbidden products and technologies for operation according to state regulations for enterprises). It also provides appliance technical services, certified outsourcing services (operated with a valid qualification certificate) and invests in financial instruments with surplus funds. The financial statements were authorized for issue by the board of directors of the Company on 7 March 2017. Principle subsidiaries included in the scope of consolidation are listed in Note VI. II. Important accounting policies and estimations 85 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] The Group determine the accounting policies and accounting estimates based on the operation of business, which mainly reflected in the revenue recognition policies (note II (22)). The critical judgements of the Group in determining the critical accounting policies are stated in note II (27). (1) Basis of preparation The Group prepared the financial statements with the Basic Standard of the Accounting Standards for Business Enterprises, accounting policies and other regulations (hereafter referred to as ―the Accounting Standard for Business Enterprises‖ or ―CAS‖) issued by the Ministry of Finance on and after 15 February 2006, and No. 15 Listing Rules on Disclosure Information for Public Business Entities – preparation of financial statements issued by China Securities Regulatory Commission. The financial statements are prepared on a going concern basis (2) Statement of compliance with the Accounting Standards for Business Enterprises The financial statements of the Company for the year ended 31 December 2015 are in compliance with the Accounting Standards for Business Enterprises, and truly and completely present the financial position of the Group and the Company as of 31 December 2015 and the operating results, cash flows and other information of the Group and the Company for the year then ended. (3) Accounting year The company‘s accounting year starts on 1st January and ends on 31st December. (4) Functional currency The functional currency is Renminbi (RMB). (5) Business combinations (a) Business combinations involving enterprises under common control The consideration paid and net assets obtained by the absorbing party in a business combination are measured at the carrying amount. The difference between the carrying amount of the net assets obtained from the combination and the carrying amount of the consideration paid for the combination is treated as an adjustment to capital surplus (share premium). If the capital surplus (share premium) is not sufficient to absorb the difference, the remaining 86 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] balance is adjusted against retained earnings. Costs directly attributable to the combination are included in profit or loss in the period in which they are incurred. Transaction costs associated with the issue of equity or debt securities for the business combination are included in the initially recognised amounts of the equity or debt securities. (b) Business combinations involving enterprises not under common control The cost of combination and identifiable net assets obtained by the acquirer in a business combination are measured at fair value at the acquisition date. Where the cost of the combination exceeds the acquirer‘s interest in the fair value of the acquirer‘s identifiable net assets, the difference is recognised as goodwill; where the cost of combination is lower than the acquirer‘s interest in the fair value of the acquirer‘s identifiable net assets, the difference is recognised in profit or loss for the current period. Costs directly attributable to the combination are included in profit or loss in the period in which they are incurred. Transaction costs associated with the issue of equity or debt securities for the business combination are included in the initially recognised amounts of the equity or debt securities. (6) Basis of preparation of consolidated financial statements The consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries. Subsidiaries are consolidated from the date on which the Group obtains control and are de-consolidated from the date that such control ceases. For a subsidiary that is acquired in a business combination involving enterprises under common control, it is included in the consolidated financial statements from the date when it, together with the Company, comes under common control of the ultimate controlling party. The portion of the net profits realised before the combination date is presented separately in the consolidated income statement. In preparing the consolidated financial statements, where the accounting policies and the accounting periods of the Company and subsidiaries are inconsistent, the financial statements of the subsidiaries are adjusted in accordance with the accounting policies and the accounting period of the Company. For subsidiaries acquired from business combinations involving enterprises not under common control, the individual financial statements of the subsidiaries are adjusted based on the fair value of the identifiable net assets at the acquisition date. All significant intra-group balances, transactions and unrealised profits are eliminated in the consolidated financial statements. The portion of a subsidiary‘s equity and the portion of a subsidiary‘s net profits, losses and 87 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] comprehensive income for the period not attributable to the Company are recognised as minority interests and presented separately in the consolidated financial statements within equity, net profits and total comprehensive income respectively. Unrealised gain or loss from selling assets to subsidiaries fully offsets the net income attributable to equity holders of the company. Unrealised gain or loss from purchasing assets from subsidiaries offsets the net income attributable to equity holders of the company and atrributable to the minority interest by the distribution proportion regarding the company and the subsidiary. Unrealised gain or loss from transaction between subsidiaries offsets the net income attributable to equity holders of the company and atrributable to the minority interest by the distribution proportion regarding the company and the selling side of the subsidiaries. If different recognition perspectives for the same transaction arise within different accounting identities setup, there is adjustment for the transaction from the Group‘s perspective. (7) Cash and cash equivalents Cash and cash equivalents comprise cash on hand, deposits that can be readily drawn on demand, and short-term and highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. (8) Foreign currency (a) Foreign currency transaction Foreign currency transactions are translated into RMB using the exchange rates prevailing at the dates of the transactions. At the balance sheet date, monetary items denominated in foreign currencies are translated into RMB using the spot exchange rates on the balance sheet date. Exchange differences arising from these translations are recognised in profit or loss for the current period, except for those attributable to foreign currency borrowings that have been taken out specifically for the acquisition or construction of qualifying assets, which are capitalised as part of the cost of those assets. Non-monetary items denominated in foreign currencies that are measured at historical costs are translated at the balance sheet date using the spot exchange rates at the date of the transactions. The effect of exchange rate changes on cash is presented separately in the cash flow statement. (b) Foreign currency financial statements translations 88 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Assets and liabilities, which are oversea operating, are translated into RMB using the spot exchange rate on the balance sheet date. Items in Consolidated Statement of Changes in Equity are translated into RMB using the spot exchange rate at the date of the transactions, except for the retained earnings. Incomes and expenses items, which are oversea operating, are translated into RMB using the spot exchange rate at the date of the transactions. The translation differences of foreign currency transactions are presented in other comprehensive income. Cash flow items, which are oversea operating, are translated into RMB using the spot exchange rate at the date of the cash in or cash out. The effect of exchange rate changes on cash is presented separately in the cash flow statement. (9) Financial instruments (a) Financial assets (i) Classification Financial assets are classified into the following categories at initial recognition: financial assets at fair value through profit or loss, loan and receivables, available-for-sale financial assets and held-to-maturity investments. The classification of financial assets depends on the Group‘s intention and ability to hold the financial assets. Loan and receivables Loan and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are designated to be available for sale upon initial recognition and financial assets not classified in any other categories. Available-for-sale financial assets are included in other current assets if management intends to dispose of them within 12 months from balance sheet date. (ii) Recognition and measurement Financial assets are recognized at fair value on the balance sheet when the Group becomes a party to the contractual provisions of the financial instrument. Transaction costs that are attributable to the acquisition of the financial assets at fair value through profits or losses are included in profit or loss in the period in which they are incurred, and transaction costs that are attributable to the acquisition of other financial assets are included in their 89 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] initially recognized amounts. Available-for-sale financial assets are subsequently measured at fair value. Investments in equity instruments are measured at cost when they do not have a quoted market price in an active market and whose fair value cannot be reliably measured. Loan and receivables and held-to-maturity investments are measured at amortised cost using the effective interest method. Gains or losses arising from change in fair value of available-for-sale financial assets are recognized directly in equity, except for impairment losses and foreign exchange gains and losses arising from translation of monetary financial assets. When such financial assets are derecognized, the cumulative gains or losses previously recognized directly into equity are recycled into profit or loss for the current period. Interests on available-for-sale investments in debt instruments calculated using the effective interest method during the period in which such investments are held and cash dividends declared by the investee on available-for-sale investments in equity instruments are recognized as investment income, which is recognized in profits or losses for the period. (iii) Impairment of financial assets The Group assesses the carrying amount of financial assets at each balance sheet date. If there is objective evidence that the financial asset is impaired, an impairment loss is provided for. The objective evidence are matters that occur after the financial assets been recognised, affect its estimated future cash flow and could be measured accuractly by the Group. The objective evidence, of which provided for available-for-sale equity instruments being impaired, includes an investment in an equity instrument with serious or prolonged decline. The Group assesses available-for-sale equity instruments at each balance sheet date. If the fair value of equity instruments is less than its initial investment cost of more than 50% (including 50%), or less than the duration of its initial investment cost of more than one year (including one year), it indicates that the equity instruments are impaired. If the fair value of equity instruments is less than its initial investment cost of more than 20% (including 20%) to 50% (not including 50%), the Group will consider other relevant factors such as ratios of price fluctuation to judge that whether equity instruments are impaired. The group measured the initial investment cost of available-for-sale equity instruments using the weighted average method. When an impairment loss on a financial asset carried at amortized cost has been incurred, the amount of loss is 90 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] measured at the difference between the asset‘s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred). If there is objective evidence that the value of the financial asset recovered and the recovery is related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed and the amount of reversal is recognized in profits or losses. When an impairment loss on available-for-sale financial assets incurred, the cumulative losses arising from the decline in fair value that had been recognized directly in equity are transferred out from equity and into impairment loss. For an investment in debt instrument classified as available-for-sale on which impairment losses have been recognized, if, in a subsequent period, its fair value increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in profit or loss, the previously recognized impairment loss is reversed into profit or loss for the current period. For an investment in an equity instrument classified as available-for-sale on which impairment losses have been recognized, the increase in its fair value in a subsequent period is recognized directly in equity. If an impairment loss incurred on a financial asset carried at amortized cost, the amount of loss is measured as the difference between the asset‘s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset and cannot be revert in the subsequent periods. (iv) Derecognition of financial assets Financial assets are derecognised when: i) the contractual rights to receive the cash flows from the financial assets have expired; or ii) substantial risks and rewards of ownership of the financial assets have been transferred; or iii) the control over the financial asset has been waived even if the Group does not transfer or retain nearly all of the risks and rewards relating to the ownership of a financial asset. On derecognition of a financial asset, the difference between the carrying amount and the aggregate of consideration received and the accumulative amount of the changes of fair value originally recorded in the owner‘s equity is recognised in the profit or loss. (b) Financial liabilities Financial liabilities are classified into the following categories at initial recognition: the financial liabilities at fair value through profit or loss and other financial liabilities. The financial liabilities in the Group mainly comprise of 91 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] other financial liabilities, including short-term borrowings, notes payable, accounts payable, dividends payable, other payables and other current liabilities, which are recognised initially at fair value and measured subsequently at amortised cost using the effective interest method. Borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently carried at amortised costs using the effective interest method. Other financial liabilities are classified as current liabilities if they mature within one year (one year included); others are classified as non-current liabilities; non-current liabilities due for repayment within one year since the balance sheet date are classified as current portion of non-current liabilities. A financial liability (or a part of financial liability) is derecognised when and only when the obligation specified in the contract is discharged or cancelled. The difference between the carrying amount of a financial liability (or a part of financial liability) extinguished and the consideration paid is recognised in profit or loss. (c) Determination of the fair value of the financial instruments The fair value of a financial instrument that is traded in an active market is determined at the quoted price in the active market. The fair value of a financial instrument for which the market is not active is determined by using a valuation technique. Valuation techniques include using prices of recent market transactions between knowledgeable, willing parties, reference to the current fair value of another financial asset that is substantially the same with this instrument, and discounted cash flow analysis. When a valuation technique is used to establish the fair value of a financial instrument, management uses market data as much as possible and avoids use of data that is particularly related to the Group. (10) Receivables Receivables comprise notes receivable, accounts receivable, interests receivable and other receivables. Accounts receivable arising from sale of goods or rendering of services are initially recognised at fair value of the contractual payments from the buyers or service recipients. (a) Receivables with amounts that are individually significant are subject to separate assessment for impairment. If there exists objective evidence that the Group will not be able to collect the amount under the original terms, a provision for bad debts of that receivable is made at the difference between its carrying amount and the present value of estimated future cash flows. 92 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] The criteria for individually significant receivables: the amount of account receivable individually accounts for over 10% (including 10%) of total amount of accounts receivable on balance sheet date or is individually more than RMB 10,000,000 (including RMB 10,000,000); the amount of other receivable individually accounts for over 10% (including 10%) of total amount of other receivable on balance sheet date or is individually more than RMB 5,000,000 (including RMB 5,000,000). The provision for impairment of the receivables that are individually significant is established at the difference between the carrying amount of the receivable and the present value of estimated future cash flows. (b) Receivables with amounts that are not individually significant and those receivables that have been individually assessed for impairment and have not been found impaired are classified into certain groupings based on their credit risk characteristics. Provision for bad debts is determined based on the historical loss experience for groupings of receivables with similar credit risk characteristics, taking into consideration of the current circumstances. A provision for impairment of the receivables is made based on the aging of receivables at the following percentage: □ Applicable √ Not applicable Aging Provision as a percentage of receivables Provision as a percentage of other receivables Within 1 year 5.00% 5.00% Between 1 and 2 years 10.00% 10.00% Between 2 and 3 years 30.00% 30.00% Between 3 and 4 years 50.00% 50.00% Between 4 and 5 years 50.00% 50.00% Over 5 years 100.00% 100.00% In the groups, those adopting balance percentage method to withdraw bad debt provision: □ Applicable √ Not applicable In the groups, those adopting other methods to withdraw bad debt provision: □ Applicable √ Not applicable (c) Accounts receivable with an insignificant single amount but for which the bad debt provision is made independently 93 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] The recognition criteria and method of provision for impairment of receivables those are not individually significant: Receivables that are not individually significant are subject to separate impairment assessment if there is objective evidence that the Group will not be able to collect the full amounts according to the original terms. The provision for impairment of the receivables is established at the difference between the carrying amount of the receivables and the present value of estimated future cash flows.\ (11) Inventory (a) classification Inventories include raw materials, work in progress, finished goods and turnover materials, and are presented at the lower of cost and net realizable value. (b) Determination of cost Cost is determined on the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labour and an allocation of all production overhead expenditures incurred based on normal operating capacity. (c) The determination of net realizable value and the method of provisions for impairment of inventories Provisions for declines in the value of inventories are determined at the carrying value of the inventories net of their net realizable value. Net realizable value is determined based on the estimated selling price in the ordinary course of business, less the estimated costs to completion and estimated costs necessary to make the sale and relevant taxes. (d) The Company and its sudsidiaries adopt the perpetual inventory system. (e) Amortisation methods of low value consumables and packaging materials Turnover materials include low value consumables and packaging materials, which are expensed when issued. (12) Long-term equity investments Long-term equity investments include the company‘s long-term equity investments in its subsidiaries. Subsidiaries are all entities over which the Company is able to control. Investments in subsidiaries are measured using the cost method in the Company‘s financial statements, and adjusted by using the equity method when preparing the consolidated financial statements. (a) Determination of investment cost 94 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] For long-term equity investments acquired through a business combination: for long-term equity investments acquired through a business combination involving enterprises under common control, the investment cost shall be the absorbing party‘s share of the carrying amount of owners‘ equity of the party being absorbed at the combination date; for long-term equity investment acquired through a business combination involving enterprises not under common control, the investment cost shall be the combination cost. For long-term equity investments acquired not through a business combination: for long-term equity investment acquired by payment in cash, the initial investment cost shall be the purchase price actually paid; for long-term equity investment acquired by issuing equity securities, the initial investment cost shall be the fair value of the equity securities. (b) Subsequent measurement and recognition of related profits and losses For long-term equity investments accounted for using the cost method, they are measured at the initial investment costs, and cash dividends or profits distribution declared by the investees are recognised as investment income in profits or losses. For long-term equity investments accounted for using the equity method, where the initial investment cost of a long-term equity investment exceeds the Group‘s share of the fair value of the investee‘s identifiable net assets at the acquisition date, the long-term equity investment is measured at the initial investment cost; where the initial investment cost is less than the share of the Company and its subsidiaries of the fair value of the investee‘s identifiable net assets at the acquisition date, the difference is included in profits or losses and the cost of the long-term equity investment is adjusted upwards accordingly. For long-term equity investments accounted for using the equity method, the Company and its subsidiaries recognize the investment income according to its share of net profit or loss of the investee. The Company and its subsidiaries discontinue recognizing its share of net losses of an investee after the carrying amount of the long-term equity investment together with any long-term interests that, in substance, form part of the investor‘s net investment in the investee are reduced to zero. However, if the Company and its subsidiaries have obligations for additional losses and the criteria with respect to recognition of provisions under the accounting standards on contingencies are satisfied, the Company and its subsidiaries continue recognizing the investment losses and the provisions. For changes in owners‘ equity of the investee other than those arising from its net profit or loss,other comprehensive income and profit distribution, the Company and its subsidiaries record its proportionate share 95 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] directly into capital surplus, provided that the proportion of the Company and its subsidiaries of shareholding in the investee remains unchanged. The carrying amount of the investment is reduced by the share of the Company and its subsidiaries of the profit distribution or cash dividends declared by an investee. The unrealized profits or losses arising from the intra-group transactions amongst the Company, its subsidiaries and its investees are eliminated in proportion to the equity of the Company and its subsidiaries interest in the investees, and then based on which the investment gains or losses are recognised. For the loss on the intra-group transaction amongst the Company, its subsidiaries and its investees attributable to asset impairment, any unrealized loss is not eliminated. (c) Basis for determine existence of control, joint control or significant influence over investees Control is the power to govern the financial and operating policies of the investee so as to obtain benefits from its operating activities. When determining whether to control the investees or not, the potential voting rights, of which convertible bonds and executable warrants issued by the investees in current period, should be considered as well. Joint control is the contractually agreed sharing of control over an economic activity, and exists only when the strategic financial and operating decisions relating to the activity require the unanimous consent of the parties sharing control. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies. (d) Impairment of long-term equity investments The carrying amount of long-term equity investments in subsidiaries is reduced to the recoverable amount when the recoverable amount is less than the carrying amount (Note II (17)). (13) Investment properties Investment properties, including land use rights that have already been leased out and buildings that are held for the purpose of leasing, are measured initially at cost. Subsequent expenditures incurred in relation to an investment property are included in the cost of the investment property when it is probable that the associated economic benefits will flow to the Group and their costs can be reliably measured; otherwise, the expenditures are recognised in profit or loss in the period in which they are incurred. The Company and its subsidiaries adopt the cost model for subsequent measurement of investment properties, 96 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] which are depreciated or amortizerd using the straight-line method to allocate the cost of the assets to their estimated residual values over their estimated useful lives.. The estimated useful lives, the estimated net residual values that are expressed as a percentage of cost and the annual depreciation (amortisation) rates of investment properties are as follows: Annual Depreciation Items Estimate Useful Lives Estimated residual value (amortization) Rates Buildings 20-35 years 5.00% 2.71%-4.75% Land Use Rights 50 years - 2.00% When an investment property is transferred to owner-occupied properties, it is reclassified as fixed asset or intangible asset at the date of the transfer. When an owner-occupied property is transferred out for earning rentals or for capital appreciation, the fixed asset or intangible asset is reclassified as investment properties at its carrying amount at the date of the transfer. The investment property‘s estimated useful life, net residual value and depreciation (amortization) method applied are reviewed and adjusted as appropriate at each year-end. An investment property is derecognised on disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from its disposal. The net amount of proceeds from sale, transfer, retirement or damage of an investment property after its carrying amount and related taxes and expenses is recognised in profit or loss for the current period. The carrying amount of an investment property is reduced to the recoverable amount if the recoverable amount is below the carrying amount (Note II (17)). (14) Fixed assets (1) Recognition and initial measurement of fixed assets Fixed assets comprise buildings, machinery and equipment, motor vehicles and office equipment, etc. Fixed assets are recognized when it is probable that the related economic benefits will flow to the Company and its subsidiaries and the costs can be reliably measured. Fixed assets purchased or constructed by the Company and its subsidiaries are initially measured at cost at the acquisition date. Subsequent expenditures incurred for fixed assets are included in the cost of the fixed assets when it is probable that the associated economic benefits will flow to the Company and its subsidiaries and the related costs can be 97 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] reliably measured. The carrying amount of the replaced part is derecognised. All the other subsequent expenditures are recognized in profit or loss in the period in which they are incurred. (2) Depreciation method Estimated useful Estimated residual value Annual depreciation rate lives Buildings Straight-line method 20-35 years 5.00% 2.71%-4.75% Machinery and equipment Straight-line method 10-15 years 5.00% 6.33%-9.50% Motor vehicles Straight-line method 5 years 5.00% 19% Office equipment Straight-line method 3-5 years 5.00% 19%-31.67% (3) The carrying amount of fixed assets is reduced to the recoverable amount when the recoverable amount is less than the carrying amount (Note II(17)). (4) Disposal A fixed asset is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The amount of proceeds on sale, transfer, retirement or damage of a fixed asset net of its carrying amount and related taxes and expenses is recognized in profit or loss. (15) Intangible assets Intangible assets include land use rights, non-patented technology and computer soft wares, which initially recognized at cost. (a) Land use rights A land use right granted by government with a infinite useful life would not be amortised. Other land use rights are amortised on the straight-line basis over 50 years. If the acquisition costs of land use rights and the buildings located thereon cannot be reliably allocated between the land use rights and the buildings, all of the acquisition costs are recognised as fixed assets. (b) Non-patented technology Non-patented technology are amortised on the straight-line basis over the shorter of their useful life/benefit period stipulated in the agreement or contract and the legal age. (c) Computer softwares 98 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Computer softwares purchased by the Group are initially measured at cost, which are amortised on the straight-line over their approved useful period of 3-5 years. (d) Periodical review of useful life and amortisation method For an intangible asset with a finite useful life, review of its useful life and amortisation method is performed at each year-end, with adjustment made as appropriate. (e) Research and development The expenditure on an internal research and development project is classified into expenditure on the research phase and expenditure on the development phase based on its nature and whether there is material uncertainty that the research and development activities can form an intangible asset at end of the project. Expenditure for investigation, evaluation and selection of production process researches is recognised in profit or loss in the period in which it is incurred. Expenditure on the designation, assessment of the final utilization of the production process before mass production, is capitalised only if all of the following conditions are satisfied: development of the production process has been fully demonstrated by the technical team; management has approved the budget of production development; existed market research analysis suggests that the products produced by the new production technology are able to be promoted; adequate technical, financial and other resources to complete the development and subsequent mass production and the ability to use or sell the intangible asset; and the expenditure attributable to the intangible asset during its development phase can be reliably measured. Other development expenditures that do not meet the conditions above are recognised in profit or loss in the period in which they are incurred. Development costs previously recognised as expenses are not recognised as an asset in a subsequent period. Capitalised expenditure on the development phase is presented as development costs in the balance sheet and transferred to intangible assets at the date that the asset is ready for its intended use. (f) Impairment of intangible assets The carrying amount of intangible assets is reduced to the recoverable amount when the recoverable amount is less than the carrying amount (Note II (17)). (16) Long-term prepaid expenses Long-term prepaid expenses include the expenditure for improvements to fixed assets held under operating leases, 99 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] and other expenditures that have been incurred but should be recognised as expenses over more than one year in the current and subsequent periods. Long-term prepaid expenses are amortised on the straight-line basis over the expected beneficial period and are presented at actual expenditure net of accumulated amortisation. (17) Impairment of long-term assets Fixed assets, intangible assets with finite useful lives, investment properties measured using the cost model, long-term prepaid expense, other non-current assets and long-term equity investments in subsidiaries are tested for impairment if there is any indication that an asset may be impaired at the balance date. Intangible assets which are not yet ready to use should be tested at least annually for impairment, irrespective of whether there is any indication that it may be impaired. If the result of the impairment test indicates that the recoverable amount of the asset is less than its carrying amount, a provision for impairment and an impairment loss are recognised for the amount by which the asset‘s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset‘s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. Provision for asset impairment is determined and recognised on the individual asset basis. If it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of a group of assets to which the asset belongs is determined. A group of assets is the smallest identifiable group of assets that is able to generate independent cash inflows. Intangible assets with infinite useful lives are tested at least annually for impairment, irrespective of whether there is any indication that it may be impaired. Once the above asset impairment loss is recognised, it will not be reversed for the value recovered in the subsequent periods. (18) Employee benefits (a) Short-term employee benefits Short-term employee benefits mainly include wages or salaries, bonus, allowances and subsidies, staff welfare, medical insurance, work injury insurance, maternity insurance, housing funds, and union running costs and employee education costs. The employee benefits are recognised in the accounting period in which the service has been rendered by the employees, and as costs of assets or expenses to whichever the employee service is attributable. (b) Pension obligations 10 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] The Company and its subsidiaries operate various post-employment schemes, including both defined benefit and defined contribution pension plans. A defined contribution plan is a pension plan under which the Company and its subsidiaries pay fixed contributions into a separate entity then the Company and its subsidiaries have no legal or constructive obligations to pay further contributions. The current and past service cost of the defined benefit plan, recognised in the income statement in employee benefit expense. The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the income statement. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity in other comprehensive income in the period in which they arise. In the reporting period, The Company and its subsidiaries‘s pension obligations mainly include the basic endowment insurance and unemployment insurance; both belong to the defined contribution plan. Pension insurance Employees of the Group participate in the social pension insurance organized by the local labour and social security departments. The Group pay pension insurance premium to the pension insurance agency with the local provision of social pension insurance base pay and proportional monthly. When the employee is retired, the local labour and social security departments have the responsibility to pay the basic pension insurance to retired employees. (c) Termination benefits Termination benefits are payable when employment is terminated by the Company and its subsidiaries before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. the Company and its subsidiaries recognises termination benefits at the earlier of the following dates, when the Group can no longer withdraw the offer of those benefits and when the entity recognises costs related to restructuring. (d) Retirement benefits The Company and its subsidiaries provide termination benefits to employees who accept voluntary redundancy in exchange for these benefits. Termination benefits are the payments of wages or salaries and social insurance for the employees who accept termination plan before the normal retire age. The termination benefits plan covers the period from the starting date of termination benefit plan to the normal retire age. When the Group terminates the employment relationship with employees before the end of the employment contract, a provision for termination benefits for the compensation arising from termination of the employment relationship with employees to the retire 10 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] age is recognised with a corresponding change to profit or loss. The difference from change of actuarial assumptions and adjustment on benefit is recognised in the current profits and losses. Retirement benefits falling due within a year are reclassified as a current liability. (19) Dividend distribution Cash dividends distribution is recognised as a liability in the period in which it is approved by the annual shareholders‘ meeting. (20) Provisions Provisions for product warranties, onerous contracts etc. are recognised when the Group has a present obligation, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the obligation can be measured reliably. A provision is initially measured at the best estimate of the expenditure required to settle the related present obligation. Factors surrounding a contingency, such as the risks, uncertainties and the time value of money, are taken into account as a whole in reaching the best estimate of a provision. Where the effect of the time value of money is material, the best estimate is determined by discounting the related future cash outflows. The increase in the discounted amount of the provision arising from passage of time is recognised as interest expense. The carrying amount of provisions is reviewed at each balance sheet date and adjusted to reflect the current best estimate. The provisions expected to be settled within one year since the balance sheet date are classified as current liabilities. (21) Share-based payment (a) Type of share-based payment Share-based payment is a transaction in which the entity acquires services from employees as consideration for equity instruments of the entity or by incurring liabilities for amounts based on the equity instruments. Equity instruments include equity instruments of the Company, its parent company or other accounting entities of the Group. Share-based payments are divided into equity-settled and cash-settled payments. The Group‘s share-based payments are equity-settled payments. Equity-settled share-based payment The Group‘s stock optionstock option plan is the equity-settled share-based payment in exchange of employees' services and is measured at the fair value of the equity instruments at grant date. The equity instruments are exercisable after services in vesting period are completed or specified performance conditions are met. In the vesting period, the services obtained in current period 10 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] are included in relevant cost and expenses at the fair value of the equity instruments at grant date based on the best estimate of the number of exercisable equity instruments, and capital surplus is increased accordingly. If the subsequent information indicates the number of exercisable equity instruments differs from the previous estimate, an adjustment is made and, on the exercise date, the estimate is revised to equal the number of actual vested equity instruments. On the exercise date, the recognised amount calculated based on the number of exercised equity instruments is transferred into share capital. (b) Determination of the fair value of equity instruments The Group determines the fair value of stock optionstock options using option pricing model, which is Black - Scholes option pricing model. (c) Basis for determining best estimate of exercisable equity instruments At the end of each reporting period, the group revises its estimates of the number of options that are expected to vest based on the non-marketing performance and service conditions. On the exercise date, the final number of estimated exercisable equity instruments is consistent with the number of exercised equity instruments. (d) Accounting treatment related to the exercise of stock optionstock options When the options are exercised, the company issues new shares. The proceeds received net of any directly attributable transaction costs are credited to share capital (and share premium). At the same time, capital surplus recognised in the vesting periond are carried forward to share premium.. (22) Revenue The amount of revenue is determined in accordance with the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Company and its subsidiaries‘s activities. Revenue is shown net of discounts and returns. Revenue is recognized when the economic benefits associated with the transaction will flow to the Group, the relevant revenue can be reliably measured and specific revenue recognition criteria have been met for each of the Group‘s activities as described below: (a) Sales of goods The Group is engaged in manufacturing and sales of washing machine. Revenue from sales of goods is recognized when the goods and confirmed documents are delivered, significant risks and rewards of ownership of the goods are transferred to the customers, the Company retains neither continuing managerial involvement to the degree usually 10 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] associated with the ownership nor effective control over the goods sold, relevant consideration or the documents which grant the right to receive the relevant consideration has been received, and related costs can be measured reliably. During the reporting period,the Company sales goods mainly through deals, large-scale chain supermarkets and e-business platform. Revenue is recognized when products accepted by dealers, chain supermarkets and third-party e-business platform. As for self-operation e-business website, revenue is recognized when products accepted by ultimate customers. The Group is engaged in sales of materials. Revenue from sales of materials is recognized when the materials and confirmed documents are delivered, significant risks and rewards of ownership of the materials are transferred to the customers, the Group retains neither continuing managerial involvement to the degree usually associated with the ownership nor effective control over the materials sold, relevant consideration or the documents which grant the right to receive the relevant consideration has been received, and related costs can be measured reliably. (b) Transfer of assets use rights Interest income is determined by using the effective interest method, based on the length of time for which the cash of the Company and its subsidiaries is used by others. Income from an operating lease is recognised on a straight-line basis over the period of the lease. (23) Government Grants Government grants are the monetary asset that the Group receives from the government for free, including tax refund, financial subsidies, etc. A government grant is recognized when the conditions attached to it can be complied with and the government grant can be received. For a government grant in the form of transfer of monetary assets, the grant is measured at the amount received or receivable. The government grants pertinent to assets mean the government assets that are obtained by enterprises used for purchase or construction, or forming the long-term assets by other ways. The government grants pertinent to income refer to all the government grants except those pertinent to assets. A government grant related to an asset is recognized as deferred income, and evenly amortized to profit or loss over the useful life of the related asset. 10 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] For government grants related to income, where the grant is a compensation for related expenses or losses to be incurred by the Company and its subsidiaries in the subsequent periods, the grant is recognized as deferred income, and included in profit or loss over the periods in which the related costs are recognized; where the grant is a compensation for related expenses or losses already incurred by the Company and its subsidiaries, the grant is recognized immediately in profit or loss for the current period. (24) Deferred tax assets and deferred tax liabilities Deferred tax assets and deferred tax liabilities are calculated and recognised based on the differences arising between the tax bases of assets and liabilities and their carrying amounts (temporary differences). Deferred tax asset is recognised for the deductible losses that can be carried forward to subsequent years for deduction of the taxable profit in accordance with the tax laws. No deferred tax asset or deferred tax liability is recognised for the temporary differences resulting from the initial recognition of assets or liabilities due to a transaction other than a business combination, which affects neither accounting profit nor taxable profit (or deductible loss). At the balance sheet date, deferred tax assets and deferred tax liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. Deferred tax assets are only recognised for deductible temporary differences, deductible losses and tax credits to the extent that it is probable that taxable profit will be available in the future against which the deductible temporary differences, deductible losses and tax credits can be utilised. Deferred tax liabilities are recognized for temporary differences arising from investments in subsidiaries, unless the Company is able to control the timing of the reversal of the temporary difference, and it is probable that the temporary difference will not reverse in the foreseeable future. When it is probable that the temporary differences arising from investments in subsidiaries will be reversed in the foreseeable future and that the taxable profit will be available in the future against which the temporary differences can be utilized, the corresponding deferred tax assets are recognized. Deferred tax assets and liabilities are offset when: The deferred taxes are relate to the same tax payer within the Group and the same taxation authority, and; That tax payer has a legally enforceable right to offset current tax assets against current tax liabilities (25) Leases A lease that transfers substantially all the risks and rewards incidental to ownership of an asset is a finance lease. 10 5 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] An operating lease is a lease other than a finance lease. Lease payments under an operating lease are recognised on a straight-line basis over the period of the lease, and are either capitalised as part of the cost of related assets, or charged as an expense for the current period. Rental income from an operating lease is recognised on a straight-line basis over the period of the lease. (26) Segment information The Company and its subsidiaries identify operating segments based on the internal organisation structure, management requirements and the internal reporting system, and discloses segment information of reportable segments determined on the basis of operating segments. An operating segment is a component of the Company and its subsidiaries that satisfy all of the following conditions: (a) the component is able to earn revenues and incur expenses from its ordinary activities. (b) whose operating results are regularly reviewed by the Group‘s management to make decisions about resources to be allocated to the segment and to assess its performance. (c) for which the information on financial position, operating results and cash flows is available to the Group. If two or more operating segments have similar economic characteristics, and satisfy certain conditions, they are aggregated into a single operating segment. (27) Critical accounting estimates and judgements The Group continually evaluates the critical accounting estimates and key judgements applied based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The critical accounting estimates and key assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next accounting year are outlined below: (i) Sales rebates The Company and its subsidiaries apply the rebating policies with deals, large-scale chain supermarkets and e-business platform. The amount of the rebates is estimated periodically taking into account related sales contracts, examination of particular transactions, historical experiences, market environment, inventory stock and the agreed indicator of particular customers. As it determined by the judgement and estimation of management, there is a possibility that changes in the estimation will have significant effect on the provision of sales rebates of the period 10 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] when the changes occurred. (ii) Income taxes The Group is subject to income taxes in numerous jurisdictions. There are some transactions and events for which the ultimate tax determination is uncertain during the ordinary course of business. Significant judgement is required from the Group in determining the provision for income taxes in each of these jurisdictions. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. III. Taxation (a) The types and rates of taxes applicable to the Group are set out below: Types Taxable base Tax rate Taxable value added amount (tax payable represents output VAT Value-added tax calculated using the taxable sales amount multiplied by the effective tax rate less deductible input VAT) 17%, 11% or 5% Business tax Taxable turnover amount 5% City maintenance and The payment amount of VAT and business tax construction tax 7% or 5% Enterprise income tax Taxable income 15%, 17% or 25% Pursuant to the 'Circular on the Overall Promotion of Pilot Program of Levying VAT in place of Business Tax'(Cai Shui [2016] 36) jointly issued by the Ministry of Finance and the State Administration of Taxation, revenue from lease is subject to VAT from 1 May 2016, and the applicable tax rate is 11%(the Company) or 5%( Hefei Midea Washing Machine Limited, simplied collection), while the business tax was 5% before then. (b) Tax preferences According to Enterprise income tax law of the People's Republic of China, Article 28, The Company and its three subsidiaries, Hefei Washing Machine Limited, Wuxi Little Swan GE Limited and Wuxi Filin Electronics Limited, shall be subject to the corporate income tax at the reduced rate of 15%(FY2015: same). In July 2015, The Company gained the certificate of 'High-tech Enterprises, which is issued by Jiangsu Science and Technology Department, Jiangsu Finance Department, Jiangsu State Administration of Taxation and Jiangsu Local Taxation Bureau. The Certificate Number is GR201532000606. Term of validity for this Certificate is three years, 10 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] from 2015 to 2018. In July 2014, The Companys subsidiary Hefei Midea Washing Machine Limited gained the certificate of 'High-tech Enterprises, which is issued by Anhui Science and Technology Department, Anhui Finance Department, Anhui State Administration of Taxation and Anhui Local Taxation Bureau. The Certificate Number is GR2001434000147. Term of validity for this Certificate is three years, from 2014 to 2017. In July 2015, The Companys subsidiary Wuxi Little Swan GE Limited gained the certificate of 'High-tech Enterprises, which is issued by Jiangsu Science and Technology Department, Jiangsu Finance Department, Jiangsu State Administration of Taxation and Jiangsu Local Taxation Bureau. The Certificate Number is GR201532000557. Term of validity for this Certificate is three years, from 2015 to 2018. In July 2015, The Companys subsidiary Wuxi Filin Electronics Limited gained the certificate of 'High-tech Enterprises, which is issued by Jiangsu Science and Technology Department, Jiangsu Finance Department, Jiangsu State Administration of Taxation and Jiangsu Local Taxation Bureau. The Certificate Number is GR201532000557. Term of validity for this Certificate is three years, from 2015 to 2018. The Companys subsidiary Little Swan International (Singapore) Limited shall be subject to the corporate income tax at the rate of 17%.. IV. Notes to the consolidated financial statements (1) Cash and cash at bank 31 December 2016 31 December 2015 Cash at bank 4,171,689,917.21 2,792,685,328.69 Other cash balances 100,387,293.90 250,158,596.12 Total 4,272,077,211.11 3,042,843,924.81 including:cash deposited overseas 594,128.38 607,997.46 As at 31 December 2016, the other cash balances comprise: bank acceptance notes of RMB 93,781,938.00 and deposits for letter of credit of RMB 6,605,355.90 (31 December 2015: Bank acceptance bills of RMB 97,393,915.78 and deposits for letter of credit of RMB 2,764,680.34, and time deposits over 3 months of RMB 150,000,000.00). 10 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (2) Notes receivable (a) Notes receivable classified by nature 31 December 2016 31 December 2015 Bank acceptance notes 1,297,609,202.29 2,205,189,379.10 As at 31 December 2016 and 31 December 2015, there is no pledged notes receivable (b) As at 31 December 2016, notes receivable that have been endorsed but not yet expired are as follows: Items Derecognised Not derecognised Bank acceptance notes 2,162,685,355.85 - (3) Accounts receivable (a) Accounts receivable classified by nature: 31 December 2016 Category Carrying Amount Bad debt provision Book value Amount % Amount % of provision Debtors grouped 1,542,798,634.63 100.00% 77,144,136.73 5.00% 1,465,654,497.90 by credit risk 31 December 2015 Category Carrying Amount Bad debt provision Book value Amount % Amount % of provision Debtors grouped 943,243,995.63 100.00% 47,168,520.00 5.00% 896,075,475.63 by credit risk Accounts receivable individually significant for which bad debt provision was assessed individually. □Applicable √ Not applicable Accounts receivable adopting aging analysis method for bad debt provision: √ Applicable □ Not applicable 31 December 2016 Aging Accounts receivable Bad debt provision % of provision Book Value Within 1 year 1,542,714,534.82 77,135,726.75 5.00% 1,465,578,808.07 1 to 2 years 84,099.81 8,409.98 10.00% 75,689.83 Total 1,542,798,634.63 77,144,136.73 5.00% 1,465,654,497.90 10 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2015 Aging Accounts receivable Bad debt provision % of provision Book Value Within 1 year 943,117,591.22 47,155,879.56 5.00% 895,961,711.66 1 to 2 years 126,404.41 12,640.44 10.00% 113,763.97 Total 943,243,995.63 47,168,520.00 5.00% 896,075,475.63 As at 31 December 2016 and 2015, there were no material accounts receivable which were past due. (b) Accounts receivable withdraw, reversed or collected during the reporting period During the year ended 31 December 2016, the net movement of provision for accounts receivable was RMB 29,975,616.73 (2015: RMB 632,077.76). There were no provision or reverse of provision for individual significant accounts receivable. (c) Accounts receivable written-off during the reporting period There were no accounts receivable written-off during the reporting period. (d) Top 5 of accounts receivable by customers Amounts Bad debt provision % of total balance Total amount of the top 5 accounts receivable 1,147,210,161.49 57,360,508.07 74.36% by customers (4) Prepayment (a) Aging analysis of prepayment: 31 December 2016 31 December 2015 Aging Balance % of total balance Balance % of total balance Within 1 year 131,513,792.18 100.00% 95,192,076.23 97.50% 1 to 2 years - - 2,416,501.94 2.48% 2 to 3 years - - - - Over 3 years - - 20,000.00 0.02% Total 131,513,792.18 100.00% 97,628,578.17 100.00% As at 31 December 2016, the balance of advance to suppliers with aging over one year amounts to RMB 0.00. (31 December 2015: RMB 2,436,501.94, mainly comprising the prepayments for goods for which the standards 11 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] stipulated by the contract has not yet been reached) (b) Top 5 prepayment by suppliers Amounts % of total balance Total amount of the top 5 by suppliers 96,563,794.36 73.42% (5) Interests receivable (a) Category 31 December 2016 31 December 2015 Interests receivable 26,755,807.07 22,932,602.74 (6) Other receivables (a) Other receivable by category: 31 December 2016 Category Book balance Bad debt provision Book value Amount % Amount % of provision Debtors grouped by credit risk 25,307,331.32 100.00% 1,613,444.78 6.38% 23,693,886.54 31 December 2015 Category Carrying Amount Bad debt provision Book value Amount % Amount % of provision Debtors grouped by credit risk 9,956,212.29 100.00% 748,032.21 7.51% 9,208,180.08 Other receivable individually significant for which bad debt provision was assessed individually. □ Applicable √ Not applicable Other receivable adopting aging analysis method for bad debt provision: √ Applicable □ Not applicable 31 December 2016 Aging Other receivables Bad debt provision % of provision Book value Within 1 year 23,476,591.19 1,173,829.56 5.00% 19,845,075.14 1 to 2 years 1,043,047.12 104,304.71 6.44% 3,396,428.90 2 to 3 years 292,680.00 87,804.00 30.00% 204,876.00 3 to 5 years 495,013.01 247,506.51 50.00% 247,506.50 11 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Total 25,307,331.32 1,613,444.78 6.38% 23,693,886.54 31 December 2015 Aging Other receivables Bad debt provision % of provision Book value Within 1 year 8,422,416.66 421,120.83 5.00% 8,001,295.83 1 to 2 years 1,010,391.00 101,039.06 10.00% 909,351.94 2 to 3 years 179,150.00 53,745.00 30.00% 125,405.00 3 to 5 years 344,254.63 172,127.32 50.00% 172,127.31 Total 9,956,212.29 748,032.21 7.51% 9,208,180.08 As at 31 December 2016 and 31 December 2015, there were no material other receivable which were past due. Other receivables adopting aging balance percentage method for bad debt provision: □ Applicable √ Not applicable Other receivables adopting aging other method for bad debt provision: □ Applicable √ Not applicable (b) Other receivable withdraw, reversed or collected during the reporting period During the year ended 31 December 2016, the net movement of provision for other receivable was RMB 865,412.57 (2015: RMB 2,184,257.60). There were no provision or reverse of provision for individual significant other receivable (c) Other receivable written-off during the reporting period There were no other receivable written-off during the reporting period (d) Other receivables classified by nature Nature of other receivables 31 December 2016 31 December 2015 Advances 14,330,097.53 1,544,575.33 Loan to employees 2,098,324.20 3,657,991.12 Deposits 2,018,096.36 1,194,312.63 Others 6,860,813.23 3,559,333.21 Bad debt provision -1,613,444.78 -748,032.21 Total 23,693,886.54 9,208,180.08 11 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (e) Top 5 of other receivable by customers Proportion of the Closing Nature of other 31 December total year end Name of the entities Aging balance of bad receivables 2016 balance of the debt provision accounts receivable Shenzhen Midea Payment Technology Advance and 10,835,423.12 Within 1 year 42.82% 541,771.16 Co., Ltd temporary payments Guangdong Midea Group Wuhu Trademark royalty 3,428,921.06 Within 1 year 13.55% 171,446.05 Refrigeration Equipment Co., Ltd. charges Long-term equity Guangzhou Antaida Logistics investments 2,587,038.41 Within 1 year 10.22% 129,351.92 Corporation Liquidation Hefei Hualing Co., Ltd. Advance payments 854,915.88 Within 1 year 3.38% 42,745.79 Wuxi China Resources Gas Co., Ltd. Deposits 820,800.00 Within 1 year 3.24% 41,040.00 Total -- 18,527,098.47 -- 73.21% 926,354.92 (7) Inventory (a) Category of inventory 31 December 2016 31 December 2015 Book balance Provision for Book value Book balance Provision for Book value wirite-down wirite-down Raw materials 21,928,651.09 1,593,768.57 20,334,882.52 21,725,796.66 1,149,192.62 20,576,604.04 Goods in 11,864,254.41 - 11,864,254.41 8,189,804.33 - 8,189,804.33 process Inventory goods 1,768,281,418.69 75,642,610.93 1,692,638,807.76 755,272,411.35 38,625,852.20 716,646,559.15 Total 1,802,074,324.19 77,236,379.50 1,724,837,944.69 785,188,012.34 39,775,044.82 745,412,967.52 (b) Provision for wirite-down of inventory 31 December Increased amount Decreased amount 31 December 2015 Withdrawal Other Reverse or Other 2016 write-off Raw materials 1,149,192.62 468,128.22 - -23,552.27 - 1,593,768.57 Inventory goods 38,625,852.20 60,902,807.00 - -23,886,048.27 - 75,642,610.93 Total 39,775,044.82 61,370,935.22 - -23,909,600.54 - 77,236,379.50 11 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] The provisions for inventories are provided to write down the book value to the net realizable value when the net realizable value is lower. (8) Other current assets 31 December 2016 31 December 2015 Financial products 5,994,142,671.24 3,152,675,560.00 Structured deposits 2,150,000,000.00 2,470,000,000.00 Input tax to be authenticated or deducted 197,355,573.10 78,446,417.44 others 44,226,037.82 32,066,626.79 Total 8,385,724,282.16 5,733,188,604.23 As at 31 December 2016, all financial products are matured within one year, which comprise products of floating income and unprotected principles mounted to RMB 5,994,142,671.24 (As at 31 December 2015, financial products comprise products of floating income and unprotected principles amounted to RMB 3,052,675,560 and products of floating income and protected principles amounted to RMB 100,000,000). As at 31 December 2016, the carrying value of financial products measured by fair value amounted to RMB5,994,142,671.24, with principal amounted to RMB5,890,000,000.00, and accumulated fair value changes recognised in other comprehensive income amounted to RMB104,142,671.24 (As at 31 December 2015, the carrying value of financial products measured by fair value amounted to RMB3,052,675,560.00, with principal amounted to RMB2,997,000,000.00, and accumulated fair value changes recognised in other comprehensive income amounted to RMB55,675,560.00). All financial products mentioned above are structural objects which are out of scope of consolidation. At 31 December 2016, the maximum risk exposure of financial products held by the Company and its subsidiaries is limited to the carrying value of financial products. The Company and its subsidiaries have no obligation or intention to provide financial support to the financial product funds mentioned above. (9) Available-for-sale financial assets 31 December 2016 31 December 2015 Book balance Bad debt provision Book value Book balance Bad debt provision Book value Available-for-sale equity instruments 11 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] measured at cost 200,000.00 - 200,000.00 200,000.00 - 200,000.00 Total 200,000.00 - 200,000.00 200,000.00 - 200,000.00 (10) Investment Properties (a) Investment properties measured at cost method Buildings Land use rights Total Original book value 31 December 2015 88,425,049.29 22,949,959.07 111,375,008.36 Reduction -235,792.33 - -235,792.33 Disposal -235,792.33 - -235,792.33 31 December 2016 88,189,256.96 22,949,959.07 111,139,216.03 Accumulative depreciation and accumulative amortization 31 December 2015 24,340,722.34 5,615,173.21 29,955,895.55 Amortization 3,506,203.14 355,238.27 3,861,441.41 Disposal -109,089.47 - -109,089.47 31 December 2016 27,737,836.01 5,970,411.48 33,708,247.49 Provision for impairment loss 31 December 2015 12,576,065.29 - 12,576,065.29 31 December 2016 12,576,065.29 - 12,576,065.29 Net book value 31 December 2016 47,875,355.66 16,979,547.59 64,854,903.25 31 December 2015 51,508,261.66 17,334,785.86 68,843,047.52 Depreciation and amortization charge for 2016 amounted to RMB 3,861,441.41 (2015:RMB 4,583,668.43). (11) Fixed assets Buildings Machinery Motor vehicles Office equipment Total and fixtures and equipment Original book value 11 5 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2015 730,443,485.05 877,011,703.05 27,335,068.10 113,116,467.37 1,747,906,723.57 Purchase 3,600,886.02 62,721,781.33 2,058,316.10 11,030,180.41 79,411,163.86 Disposal or Scrap -117,971.27 -28,823,461.74 -1,767,849.97 -5,619,144.95 -36,328,427.93 31 December 2016 733,926,399.80 910,910,022.64 27,625,534.23 118,527,502.83 1,790,989,459.50 Accumulative depreciation 31 December 2015 166,521,051.15 440,072,941.95 23,012,295.94 83,371,414.00 712,977,703.04 Addition 31,042,743.12 72,429,849.85 2,113,693.42 12,981,800.57 118,568,086.96 Disposal or Scrap -37,746.40 -21,092,170.92 -1,628,578.35 -5,023,491.35 -27,781,987.02 31 December 2016 197,526,047.87 491,410,620.88 23,497,411.01 91,329,723.22 803,763,802.98 Provision for impairment loss 31 December 2015 3,918,452.47 11,165,580.56 64,570.25 252,125.65 15,400,728.93 Addition - 2,357,686.75 - - 2,357,686.75 Disposal or Scrap - -1,210,381.93 -29,076.04 -152,592.22 -1,392,050.19 31 December 2016 3,918,452.47 12,312,885.38 35,494.21 99,533.43 16,366,365.49 Net book value 31 December 2016 532,481,899.46 407,186,516.38 4,092,629.01 27,098,246.18 970,859,291.03 31 December 2015 560,003,981.43 425,773,180.54 4,258,201.91 29,492,927.72 1,019,528,291.60 Depreciation charges for 2016 amounted to RMB 118,568,086.96 (2015:RMB 114,810,675.67). The amount of depreciation recognized in cost of sales, selling expense and operating expense are RMB 98,698,557.97 , RMB 516,024.94 and RMB 19,353,504.05 respectively. (2015: The amount of depreciation recognized in cost of sales, selling expense and operating expense are RMB 94,295,000.40, RMB 544,100.15 and RMB 19,971,575.12 respectively). (12) Intangible assets (1) List of intangible assets Land use right Non-patented Others Total technology 11 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Original book value 31 December 2015 242,666,890.39 1,992,000.00 1,395,014.56 246,053,904.95 31 December 2016 242,666,890.39 1,992,000.00 1,395,014.56 246,053,904.95 Accumulated amortization 31 December 2015 45,145,265.36 1,992,000.00 1,395,014.56 48,532,279.92 Addition 5,238,138.88 - - 5,238,138.88 31 December 2016 50,383,404.24 1,992,000.00 1,395,014.56 53,770,418.80 Provision for impairment loss 31 December 2015 - - - - 31 December 2016 - - - - Book value 31 December 2016 192,283,486.15 - - 192,283,486.15 31 December 2015 197,521,625.03 197,521,625.03 In 2016, the amortization of intangible assets amounted to RMB 5,238,138.88. (2015: RMB 5,238,952.67) (13) Long-term prepaid expenses Item 31 December 2015 Addition Amortization Other reductions 31 December 2016 Leasehold 3,448,863.46 2,533,689.96 1,808,353.08 - 4,174,200.34 improvement Others 789,380.92 - 575,853.12 - 213,527.80 Total 4,238,244.38 2,533,689.96 2,384,206.20 - 4,387,728.14 (14) Deferred income tax assets and deferred income tax liabilities (a) Deferred income tax assets without taking into consideration of the offsetting of balances 31 December 2016 31 December 2015 Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax difference assets difference assets Provision for impairment 160,340,693.36 24,051,104.00 90,583,724.89 13,587,558.73 11 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] of assets Unrealized profit of 67,442,606.20 10,116,390.93 68,217,414.97 10,232,612.25 inter-group transaction Termination benefits 17,699,114.41 2,654,867.16 32,192,522.18 4,828,878.33 Accrued expenses 1,844,401,155.54 276,660,173.33 1,521,730,526.58 228,259,578.99 Provisions 1,727,340.89 259,101.13 9,981,021.44 1,497,153.22 Deferred income 2,942,333.25 441,349.99 3,395,533.29 509,329.99 Others 8,782,955.88 1,317,443.38 8,782,955.88 1,317,443.38 Total 2,103,336,199.53 315,500,429.92 1,734,883,699.23 260,232,554.89 Deferred income tax assets details Item 31 December 2016 31 December 2015 Expected to reverse within 1 year (including 1 year) 311,339,611.98 253,576,903.19 Expected to reverse after 1 year 4,160,817.94 6,655,651.70 Total 315,500,429.92 260,232,554.89 (b)Deferred tax liabilities without taking into consideration the offsetting of balances 31 December 2016 31 December 2015 Item Taxable Temporary Deferred tax Taxable Temporary Deferred tax difference liabilities difference liabilities Fair change of available-for-sale 104,142,671.24 15,621,400.69 55,675,560.00 8,351,334.00 financial assets Deferred tax liabilities details Item 31 December 2016 31 December 2015 Expected to reverse within 1 year 15,621,400.69 8,351,334.00 (including 1 year) Expected to reverse after 1 year - - Total 15,621,400.69 8,351,334.00 (c)Net amounts of deferred income tax assets and liabilities taking into consideration the offsetting of balances are set out as follows: Netting amount Deferred income tax Netting amount Deferred income tax Item assets or liabilities, net assets or liabilities, net Deferred income tax 15,621,400.69 299,879,029.23 8,351,334.00 251,881,220.89 11 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] assets Deferred income tax 15,621,400.69 - 8,351,334.00 - liabilities (d) List of unrecognized deferred income tax assets Item 31 December 2016 31 December 2015 Deductible temporary difference 27,153,343.58 24,307,336.03 Deductible tax losses 81,177,769.43 75,877,413.93 Total 108,331,113.01 100,184,749.96 (e) Deductible losses of unrecognized deferred income tax assets will due the following years Years 31 December 2016 31 December 2015 2016 - 287,136.58 2017 57,917.22 89,186.59 2018 16,303,166.71 16,303,166.71 2019 49,620,940.42 49,620,940.42 2020 9,576,983.63 9,576,983.63 2021 5,618,761.45 - Total 81,177,769.43 75,877,413.93 (15) Other non-current assets Item 31 December 2016 31 December 2015 Prepayment for equipment 25,655,775.90 32,963,224.90 (16) Provision for impairment of assets Item Increase Decrease 31 December 31 December Revenue Write off 2015 2016 Bad debt provision 47,916,552.21 30,841,029.30 - - 78,757,581.51 -Accounts receivable 47,168,520.00 29,975,616.73 - - 77,144,136.73 -Other receivables 748,032.21 865,412.57 - - 1,613,444.78 Write-down of inventories 39,775,044.82 61,370,935.22 - -23,909,600.54 77,236,379.50 Impairment provision for 100,300.00 - - - 100,300.00 available-for-sale 11 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] financial assets Impairment provision 12,576,065.29 - - - 12,576,065.29 for investment properties Impairment provision for 15,400,728.93 2,357,686.75 - -1,392,050.19 16,366,365.49 fixed assets Total 115,768,691.25 94,569,651.27 - -25,301,650.73 185,036,691.79 (17) Short-term borrowings Category 31 December 2016 31 December 2015 Factoring of accounts receivables 183,813,064.12 - (18) Notes payable Category 31 December 2016 31 December 2015 Bank acceptance note 2,620,549,815.47 1,953,065,274.06 The total amount of the due but not pay notes payable at the period-end was of 0. (19) Accounts payable (a) List of accounts payable Item 31 December 2016 31 December 2015 Material 3,301,435,137.79 2,359,604,637.06 Others 33,654,534.27 60,202,704.89 Total 3,335,089,672.06 2,419,807,341.95 (b) Accounts payable aging over one year Item 31 December 2016 Reason for aging over one year Material 81,244,372.58 Contract expiration has not yet come (20) Advance from customers (a) List of advance from customers Item 31 December 2016 31 December 2015 12 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Advance from customers 3,014,347,762.24 1,652,908,781.44 (b) Significant advance from customers aging over one year Item 31 December 2016 Unpaid/ Un-carry-over reason Advance from customers 30,970,017.47 The project is under processing (21) Payroll payable (a) List of Payroll payable Item 31 December 2015 Increase Decrease 31 December 2016 Short-term employee benefit payable 226,371,272.61 927,006,665.10 -890,688,255.24 262,689,682.47 Defined contribution plans payable 14,208,683.82 80,133,783.49 -72,575,097.45 21,767,369.86 Termination benefits payable 7,700,760.49 10,468,799.44 -14,034,448.97 4,135,110.96 Total 248,280,716.92 1,017,609,248.03 -977,297,801.66 288,592,163.29 (b) List of Short-term salary Item 31 December 2015 Increase Decrease 31 December 2016 1. Salary, bonus, allowance and subsidies 203,062,076.70 784,561,258.90 -748,546,151.56 239,077,184.04 2. Employee welfare 5,560,243.09 65,451,171.30 -66,137,478.58 4,873,935.81 3. Social insurance 6,877,301.07 34,113,837.10 -34,821,442.08 6,169,696.09 -Medical insurance 5,502,760.59 27,945,198.41 -28,268,052.00 5,179,907.00 -Employment injury insurance 950,454.45 4,320,447.42 -4,542,780.40 728,121.47 -Maternity insurance 424,086.03 1,848,191.27 -2,010,609.68 261,667.62 4. Housing fund 6,456,798.64 28,853,648.83 -28,143,895.23 7,166,552.24 5. Labor union funds and employee 14,026,748.97 -13,039,287.79 5,402,314.29 4,414,853.11 education fee Total 226,371,272.61 927,006,665.10 -890,688,255.24 262,689,682.47 As at 31 December 2016, there were no overdue payroll and welfare payables. This balance of payroll and welfare payables will be settled in 2017. (c) Defined contribution plans Item 31 December 2015 Increase Decrease 31 December 2016 Pension 13,201,271.54 76,521,029.71 -68,707,356.91 21,014,944.34 12 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Unemployment insurance 1,007,412.28 3,612,753.78 -3,867,740.54 752,425.52 Total 14,208,683.82 80,133,783.49 -72,575,097.45 21,767,369.86 (d) Termination benefits payable Item 31 December 2016 31 December 2015 Termination benefits payable 4,055,110.96 6,800,760.49 Other termination benefits payable 80,000.00 900,000.00 Total 4,135,110.96 7,700,760.49 (22) Taxes payable Item 31 December 2016 31 December 2015 Corporate income tax 317,599,561.26 279,867,360.71 VAT 43,959,339.80 8,884,701.12 House appliance recycling funds 22,600,123.00 22,335,614.00 Urban maintenance and construction tax 9,810,227.91 2,492,588.81 Education Surcharge 7,604,254.32 1,779,616.70 Others 10,664,523.67 9,748,346.57 Total 412,238,029.96 325,108,227.91 (23) Dividend payable Item 31 December 2016 31 December 2015 Common stock dividend 7,150,684.06 5,400,652.06 Total 7,150,684.06 5,400,652.06 (24) Other payables (a) Other payables listed by nature Item 31 December 2016 31 December 2015 Payment for equipment 65,358,163.79 54,026,136.97 Payment for moulds 84,354,267.87 50,738,280.49 Guarantee and deposits 20,631,583.91 13,794,750.00 Prepaid expenses 7,782,998.86 18,631,746.58 Energy efficiency rebate 6,140,000.00 25,080,000.00 12 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Advances collected 5,410,822.47 5,407,965.76 Others 10,248,565.14 4,128,258.14 Total 199,926,402.04 171,807,137.94 (b) Significant other payable aging over one year Item 31 December 2016 Unpaid/ Un-carry-over reason Payment for moulds 33,189,575.18 Contracts expiration has not yet come Payment for equipment 30,228,987.71 Contracts expiration has not yet come Total 63,418,562.89 (25) Other current-liabilities Item 31 December 2016 31 December 2015 Accrued sale rebate 1,095,875,998.29 868,491,961.48 Accrued maintenance and installation costs 248,172,966.72 199,287,081.29 Accrued sales promotion fees 223,209,831.40 249,793,144.13 Accrued transportation fee 139,146,303.25 127,259,322.97 Accrued household electrical appliances recycling fund 15,830,282.99 3,768,666.99 Accrued trademark royalty charges 14,192,875.86 15,536,878.06 Others 107,984,895.75 57,597,238.32 Total 1,844,413,154.26 1,521,734,293.24 (26) Long-term payroll payable Item 31 December 2016 31 December 2015 Retirement benefits 20,156,459.56 35,240,059.74 Less:Current portion within 1 year -4,055,110.96 -6,800,760.49 Total 16,101,348.60 28,439,299.25 Current portion within 1 year of retirement benefits payable is included in payroll payable. (27) Provisions Item 31 December 2016 31 December 2015 Causes Quality guarantee deposits 1,727,340.89 9,981,021.44 12 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Total 1,727,340.89 9,981,021.44 (28) Deferred income Item 31 December 2015 Addition Reduction 31 December 2016 Causes Government grants 3,395,533.29 - 453,200.04 2,942,333.25 Government grants Total 3,395,533.29 - 453,200.04 2,942,333.25 Projects involved in government grants: 31 December Amount recognised as Other 31 December Related to Government Grants Project Addition 2015 non-operating income changes 2016 assets/ income Hefei Midea automation Related to development of washing 3,033,333.29 - 350,000.04 - 2,683,333.25 assets machine project Jiangsu modern service Related to 185,600.00 - 52,800.00 - 132,800.00 development special fund assets Subsidy for power substation Related to 176,600.00 - 50,400.00 - 126,200.00 renovation assets Total 3,395,533.29 - 453,200.04 - 2,942,333.25 (29) Share capital Increase/decrease (+/-) 31 December Shares 31 December New shares 2015 Bonus shares transferred from Others Subtotal 2016 issued capital reverse Total share 632,487,764.00 - - - - - 632,487,764.00 capital (30) Capital surplus Item 31 December 2015 Increase Decrease 31 December 2016 Share premium 1,055,182,718.57 - - 1,055,182,718.57 Other capital surplus 108,832,229.28 34,772,462.28 -7,297,277.12 136,307,414.44 -Share options (a) 66,599,778.25 34,772,462.28 - 101,372,240.53 -Others (b) 42,232,451.03 - -7,297,277.12 34,935,173.91 12 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Total 1,164,014,947.85 34,772,462.28 -7,297,277.12 1,191,490,133.01 Notes: (a) In 2016, RMB 34,772,462.28(2015: RMB 22,544,356.36) increase in capital surplus arises from the execution of share options incentive plan. (b) In 2016, The Company acquired the minority interest of its subsidiary, Wuxi Little Swan General Electric Appliances Co. , Ltd., resulting in the decrease of capital surplus of RMB7,297,277.12. (31) Other comprehensive income Increase/decrease in the year Amount for the Less: previously Less: Income Attributable Attributable year before tax recognized in tax expense to the to the other 31 December 31 December Item comprehensive minority 2015 Company 2016 income interest after after tax transferred to tax profit or loss this year Items that may be subsequently 34,813,284.64 104,162,415.31 -55,675,560.00 -7,270,066.71 35,944,239.97 5,272,548.63 70,757,524.61 reclassified into profits or losses -change in fair value of available-for-sale 37,033,422.18 104,142,671.24 -55,675,560.00 -7,270,066.71 35,924,495.90 5,272,548.63 72,957,918.08 financial assets -currency translation -2,220,137.54 19,744.07 - - 19,744.07 - -2,200,393.47 differences Total 34,813,284.64 104,162,415.31 -55,675,560.00 -7,270,066.71 35,944,239.97 5,272,548.63 70,757,524.61 Increase/decrease in the year Amount for the Less: previously Less: Income Attributable Attributable year before tax recognized in tax expense 31 December to the 31 December Item to the 2014 other 2015 comprehensive minority Company income interest after after tax transferred to 12 5 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] profit or loss tax this year Items that may be subsequently -3,449,689.57 56,905,112.03 - -8,351,334.00 38,262,974.2110,290,803.82 34,813,284.64 reclassified into profits or losses -change in fair value of - 55,675,560.00 - -8,351,334.00 37,033,422.18 10,290,803.82 37,033,422.18 available-for-sale financial assets -currency translation -3,449,689.57 1,229,552.03 - - 1,229,552.03 - -2,220,137.54 differences Total -3,449,689.57 56,905,112.03 - -8,351,334.00 38,262,974.21 10,290,803.82 34,813,284.64 (32) Surplus reserves Item 31 December 2015 Increase Decrease 31 December 2016 Statutory surplus reserves 332,594,722.29 - - 332,594,722.29 In accordance with the Company Law of the PRC, the Company‘s Articles of Association, 10% of net profit should be made to the statutory surplus reserve, after offsetting accumulated losses from prior years, unless the accumulated statutory surplus reserve reaches 50% of the share capital. Statutory surplus reserve can be used to make up losses or to increase share capital. At the end of 2016, there is no appropriation to the statutory surplus reserve as the Company‘s accumulated statutory surplus reserve has already reached 50% of the share capital. (33) Retained Earnings Item Year ended 31 December 2016 Year ended 31 December 2015 31 December 2015 2,960,955,454.36 2,326,392,979.58 Add: net profit attributable to the shareholders of 1,175,054,922.85 919,181,968.58 the Company Less: statutory surplus reserve - - Dividends to ordinary shareholders -379,492,658.40 -284,619,493.80 31 December 2016 3,756,517,718.81 2,960,955,454.36 Pursuant to the resolution of general meeting of shareholders on 7 April 2016, cash dividends of RMB 379,492,658.40 (RMB 0.6 per share) was paid based on the issued shares of 632,487,764. 12 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Pursuant to the resolution of board of directors on 07 March 2017, cash dividends of RMB 474,365,823.00 (RMB 0.75 per share) was paid based on the issued shares of 632,487,764. During the year ended 31 December 2016, statutory surplus reserve of RMB 22,090,679.85 was made from retained earnings of the year ended 31 December 2016 of the Company‘s subsidiary Hefei Midea Washing Machine Co., Ltd. (2015: RMB 19,748,700.45) (34) Sales and cost of sales Year ended 31 December 2016 Year ended 31 December 2015 Item Sales revenue Cost of sales Sales revenue Cost of sales Main operations 14,761,654,334.87 10,775,398,510.01 11,929,121,727.57 8,713,461,567.66 Other operations 1,573,260,166.82 1,335,814,776.27 1,202,505,204.87 932,929,256.70 Total 16,334,914,501.69 12,111,213,286.28 13,131,626,932.44 9,646,390,824.36 Other operating income and expenses Item Year ended 31 December 2016 Year ended 31 December 2015 Other operating Other operating Other operating Other operating income expenses income expenses Sales of materials 1,523,956,580.61 1,321,614,639.82 1,168,168,201.64 928,355,789.30 Others 49,303,586.21 14,200,136.45 34,337,003.23 4,573,467.40 Total 1,573,260,166.82 1,335,814,776.27 1,202,505,204.87 932,929,256.70 (35) Taxes and surcharges Item Year ended 31 December 2016 Year ended 31 December 2015 Civil infrastructure maintenance and construction fee 47,043,929.59 36,866,172.60 Education fee 36,099,067.67 28,980,795.86 Other 16,061,441.32 914,707.02 Total 99,204,438.58 66,761,675.48 (36) Selling expenses Item Year ended 31 December 2016 Year ended 31 December 2015 Selling expenses 2,325,645,712.65 1,957,833,768.25 12 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] In 2016 , selling expenses maily include promotion expenses, transportation and storage expenses, employee wages and benefits, maintenance and installation expenses and after-sales service expenses, which accounts for above 90% of the total selling expenses (2015: above 90%). (37) Administrative expenses Item Year ended 31 December 2016 Year ended 31 December 2015 Administrative expenses 505,321,107.14 539,747,209.80 In 2016 , administrative expenses maily include employee wages and benefits, taxation and depreciation and amortization costs, which accounts for above 90% of the total administrative expenses. (38) Finance income - net Item Year ended 31 December 2016 Year ended 31 December 2015 Interest expenses 13,763,829.67 9,536,939.00 Interest income -123,093,414.43 -83,981,673.66 Exchange gains -57,584,688.79 -40,188,776.26 Other financial expenses 12,088,525.34 4,520,659.01 Total -154,825,748.21 -110,112,851.91 (39) Asset impairment losses Item Year ended 31 December 2016 Year ended 31 December 2015 Provision for bad debts 30,841,029.30 -2,816,335.36 Provision for inventory 61,370,935.22 23,886,048.29 Provision for fixed assets 2,357,686.75 1,382,222.92 Total 94,569,651.27 22,451,935.85 (40) Investment Income Item Year ended 31 December 2016 Year ended 31 December 2015 Income from disposal of available-for-sale financial assets 169,302,270.03 201,658,430.62 Income from return of available-for-sale financial assets 30,936,990.68 6,050.00 Others - 85,130.22 Total 200,239,260.71 201,749,610.84 There is no significant restriction on the remittance of investment income to the Company and its subsidiaries 12 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (41) Non-operating income Item Year ended 31 December 2016 Year ended 31 December 2015 Non-operating items Gains on disposal of 1,008,085.77 444,371.81 1,008,085.77 non-current assets Includes: Gains on disposal of 1,008,085.77 444,371.81 1,008,085.77 fixed assets Government grants 33,024,499.34 31,893,010.09 13,872,569.26 Others 4,942,815.63 31,050,278.99 4,942,815.63 Total 38,975,400.74 63,387,660.89 19,823,470.66 Government grants list: Whether Year ended Year ended profit or Whether 31 December 31 December Related to losses are special 2016 2015 assets / Item Granter Causes Nature affected by subsidie Related to the grant in s income current year The subsidy is acquired for engaging VAT Wuxi New in specified industries Related to Rebate on District Taxation Subsidy encouraged and No No 19,151,930.08 16,273,049.89 income collection Bureau supported by the country in accordance with national policies. The subsidy is Wuxi Municipal Subsidies acquired for engaging Bureau of for export in specified industries Commerce and Related to credit Subsidy encouraged and No No 1,100,319.00 2,065,800.00 Wuxi Municipal income insurance supported by the Bureau of premiums country in accordance Finance with national policies. Wuxi economic Related to and information Others Reward No No 12,772,250.26 13,554,160.20 income or technology assets commission, etc. Total 33,024,499.34 31,893,010.09 12 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (42) Non-operating expenses Item Year ended 31 December 2016 Year ended 31 December 2015 Non-routine items Losses on disposal of 2,841,820.22 724,567.38 2,841,820.22 non-current assets Includes: Losses on disposal of 2,841,820.22 724,567.38 2,841,820.22 fixed assets Refund of Energy efficiency - 36,428,856.99 - rebate Others 5,731,866.22 11,116,600.04 654,717.85 Total 8,573,686.44 48,270,024.41 3,496,538.07 (43) Income tax expenses (a) Income tax expenses Item Year ended 31 December 2016 Year ended 31 December 2015 Current income tax 296,919,642.14 197,324,795.33 Deferred income tax - 55,267,875.03 -25,027,963.55 Total 241,651,767.11 172,296,831.78 (b) Reconciliation of tax payable Year ended Year ended Item 31 December 2016 31 December 2015 Profit before tax 1,584,427,028.99 1,225,421,617.93 Income tax calculated at applicable tax rates 237,664,054.35 183,813,242.69 Adjusted income tax of prior year 5,459,687.46 -10,782,157.42 Non- deductable costs, expenses and losses 5,157,878.49 4,089,000.62 Influence of deductible temporary difference or deductible losses of deferred income tax assets derecognized in current year 2,036,590.76 2,394,245.89 Super deduction for development cost -8,666,443.95 -7,217,500.00 Income tax expense 241,651,767.11 172,296,831.78 13 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (44) Earnings per share (a) Basic earnings per share Basic earnings per share is calculated by dividing the consolidated net profit attributable to shareholders of the Company by the weighted average number of ordinary shares in issue: Year ended Year ended Item 31 December 2016 31 December 2015 Consolidated net profit attributable to shareholders of the Company 1,175,054,922.85 919,181,968.58 Weighted average number of ordinary shares in issue 632,487,764.00 632,487,764.00 Basic earnings per share 1.86 1.45 (b) Diluted earnings per share Diluted earnings per share is calculated by dividing the net profit attributable to ordinary shareholders of the Company adjusted based on the dilutive potential ordinary shares by the adjusted weighted average number of ordinary shares in issue. There were no dilutive potential ordinary shares in 2016 (2015: nil). Therefore, diluted earnings per share equal to basic earnings per share. (45) Notes to consolidated cash flow statement (a) Cash received relating to other operating activities Item Year ended 31 December 2016 Year ended 31 December 2015 Interest income 48,087,130.05 12,858,360.87 Government grants 13,419,369.22 15,619,960.20 Others 5,327,431.15 28,209,932.80 Total 66,833,930.42 56,688,253.87 (b) Cash paid relating to other operating activities During the year ended 31 December 2016, cash paid relating to other operating activities amounted to RMB 397,536,601.21, was other administrative expenses and selling expenses excluding payroll and taxes (2015: RMB1,753,626,014.04). 13 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (c) Cash received relating to other investing activities Item Year ended 31 December 2016 Year ended 31 December 2015 Interest income of structured deposits 71,183,080.05 42,268,968.89 (46) Supplementary information of cash flow statements (a) Supplementary information of cash flow statements Year ended 31 December 2016 Year ended 31 December 2015 Reconciliation of net profit to cash flows from operating activities: Net profit 1,342,775,261.88 1,053,124,786.15 Add:Provision for asset impairment 94,569,651.27 22,451,935.85 Depreciation of fixed assets and amortization of 122,429,528.37 119,394,344.10 investment properties Amortization of intangible assets 5,238,138.88 5,238,952.67 Amortization of long-term prepaid expenses 2,384,206.20 3,143,625.56 Losses on disposal of fixed assets, intangible assets and 1,833,734.45 280,195.57 other long-term assets Financial income - 80,745,581.81 -75,219,066.77 Investment income -200,239,260.71 -201,749,610.84 Increase in deferred income tax assets - 55,267,875.03 -25,027,963.55 Amortization of deffered incomes -453,200.04 -453,200.04 Increase of inventory -1,040,795,912.39 -163,682,022.56 Decrease in operating receivables 127,720,638.07 1,734,355,028.92 Increase in operating payables 3,540,292,870.02 1,102,940,765.66 Share-based payments 36,330,588.22 23,897,698.08 Net cash flows from operating activities 3,896,072,787.38 3,598,695,468.80 2.Significant investing and financing activities that do not involve cash receipts and payments 3.Not increase in cash and cash equivalents : Cash at the end of the year 4,171,689,917.21 2,792,685,328.69 Less: Cash at the beginning of the year 2,792,685,328.69 1,516,739,804.86 Net increase in cash and cash equivalents 1,379,004,588.52 1,275,945,523.83 13 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (b) Cash and cash equivalents 31 December 2016 31 December 2015 Cash 4,171,689,917.21 2,792,685,328.69 Including Cash in hand - - Cash at bank 4,171,689,917.21 2,792,685,328.69 Ending balance of cash 4,171,689,917.21 2,792,685,328.69 (47) Foreign currency monetary items (a) Foreign currency monetary items 31 December 2016 Item Foreign currency balance Exchange rate RMB balance Cash at bank & in hand -USD 123,572,720.03 6.9370 857,223,958.85 -EUR 5,609,814.13 7.3068 40,989,789.89 Receivables -USD 77,586,438.35 6.9370 538,217,122.83 -EUR 4,075,798.56 7.3068 29,781,044.92 Payables -USD 7,388,885.06 6.9370 51,256,695.66 -EUR 106,784.36 7.3068 780,251.96 -KRW 5,000,000.00 0.0058 28,785.00 (b) Explanation of oversea operating entities, including important oversea operating entities, should disclose the principal places of business, the bookkeeping base currency and the reason of selection, and the causes if the bookkeeping base currency changes. □Applicable √ Not applicable V. Changes in consolidation scope In 2016, there is no change in the Group‘s Consolidation scope. 13 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] VI. Equity interests in other entities (1) Equity interests in subsidiaries (a) Components of the Company and its subsidiaries Place of Place of Principle % of ownership Name business registration activities interest Acquired by Directly Indirectly Wuxi Little Swan General Electric Manufacture Establishmenr or Appliances Co. , Ltd. Wuxi Wuxi 100.00% Investment Wuxi Filin Electronics Co. , Ltd. Wuxi Wuxi Manufacture 73.00% Establishmenr or Investment Jiangsu Little Swan Marketing and Sales Wuxi Wuxi Marketing 99.54% 0.09% Establishmenr or Co. , Ltd. Investment Wuxi Little Swan Import & Export Co. , Import and Establishmenr or Wuxi Wuxi 88.46% Ltd. export Investment Little Swan International (Singapore) Co., Establishmenr or Singapore Singapore Investing 100.00% Ltd. Investment Business merger Little Swan (Jing Zhou) Sanjin Electronic Jingzhou Jingzhou Manufacture 100.00% under common Appliances Limited control Business merger Hefei Midea Washing Machine Co., Ltd. Hefei Hefei Manufacture 69.47% under common control In 2016, the Company entered into an agreement with General Electric (China) Co., Ltd., who transfered its 30% of equity interests in Wuxi Little Swan General Electric Appliances Co., Ltd to the Company, about USD 10,000,000. At 31 December 2016, this transfer completed and Wuxi Little Swan General Electric Appliances Co., Ltd became a wholly owned subsidiary of the Company. The transaction reduced minority interest about 62,164,722.88 and reduced capital surplus 7,297,277.12. (b) Subsidiaries with significant minority interests % of shares held by P&L attributable Dividends declaired to Minority interest at minority shareholders tominority minority shareholders 31 December 2016 Name shareholders Wuxi Filin Electronics Co. , Ltd. 27.00% 60,279,451.02 - 200,201,688.97 Hefei Midea Washing Machine Co., Ltd. 30.53% 97,081,971.47 - 775,045,515.71 13 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (c) The main financial information of significant not wholly owned subsidiary Name 31 December 2016 31 December 2015 Non-current Current Non-current Non-current Current Non-current Current assets assets Total assets liabilities liabilities Total liabilities Current assets assets Total assets liabilities liabilities Total liabilities Wuxi Filin Electronics Co. , Ltd. 1,203,071,028.74 51,610,150.79 1,254,681,179.53 512,934,442.62 259,000.00 513,193,442.62 630,040,449.62 56,417,457.81 686,457,907.43 168,388,420.57 362,200.00 168,750,620.57 Hefei Midea Washing Machine Limited. 6,955,889,821.64 648,846,122.85 7,604,735,944.49 5,049,130,635.42 16,969,489.50 5,066,100,124.92 4,899,597,642.19 660,802,382.62 5,560,400,024.81 3,323,567,046.22 36,569,848.57 3,360,136,894.79 Year ended 31 December 2016 Year ended 31 December 2015 Name Total comprehensive Net cash flow from Total comprehensive Net cash flow from Sales Net profit income operating activites Sales Net profit income operating activites Wuxi Filin Electronics Co. , Ltd. 904,940,364.35 223,257,225.99 223,257,225.99 30,800,930.14 597,332,804.55 149,474,951.17 149,474,951.17 -89,990,112.02 Hefei Midea Washing Machine Limited. 7,259,961,899.44 317,988,769.96 334,100,184.20 1,429,556,107.23 6,165,350,114.71 284,276,672.73 317,518,924.93 1,395,138,587.97 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (2) Equity interest in associates and joint ventures □Applicable √ Not applicable VII. Segment reporting Sales, expenses, assets and liabilities of the Company and its subsidiaries are primarily attributable to manufacturing and sales of washing machines and related products. No segment information of the Group is presented considering the internal organization and management structure, the system of internal financial reporting to key management personnel, and similar business nature among various subsidiaries in the Group. The domestic and overseas sales transaction and non-current assets excluding financial assets and deferred tax asset are as follows: (1) Sales transactions to third parties 31 December 2016 31 December 2015 China 13,022,118,060.74 10,440,519,133.71 Other countries 3,312,796,440.95 2,691,107,798.73 Total 16,334,914,501.69 13,131,626,932.44 (2) Non-current assets 31 December 2016 31 December 2015 China 1,258,041,184.47 1,323,094,433.43 Other countries - - Total 1,258,041,184.47 1,323,094,433.43 VIII. Risk related to financial instruments The Company and its subsidiaries' activities are exposed to a variety of financial risks: market risk (primarily foreign exchange risk and interest rate risk), credit risk and liquidity risk. The Company and its subsidiaries' overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company and its subsidiaries' financial performance. 13 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (1) Market risk (a) Foreign exchange risk The Company and its subsidiaries' major operations are carried out in Mainland China and majority of its transactions are denominated in RMB. The Company and its subsidiaries are exposed to foreign exchange risk arising from assets and liabilities nominated in foreign currencies, primarily in USD. Headquarter of financial department is responsible for monitoring foreign currency transactions and the scale of foreign currency assets and liabilities of the Company and its subsidiaries, to minimize the foreign exchange risk. Therefore, the Company and its subsidiaries may sign forward foreigh exchange contract or currency swap contract to avoid foreign exchange risk. In 2015 and 2014, the Company and its subsidiaries did not use any forward contracts or hedging instruments to mitigate the foreign exchange risk. The following table presents the structure analysis of the Company and its subsidiaries‘ financial assets and financial liabilities by currencies as at 31 December 2015 and 31 December 2014: Item 31 December 2016 USD Other Total Financial assets denominated in foreign currency - Cash at bank and in hand 857,223,958.85 40,989,789.89 898,213,748.74 Receivables 538,217,122.83 29,781,044.92 567,998,167.75 Total 1,395,441,081.68 70,770,834.81 1,466,211,916.49 Financial liabilities denominated in foreign currency - Payables 51,256,695.66 809,036.96 52,065,732.62 Item 31 December 2015 USD Other Total Financial assets denominated in foreign currency - Cash at bank and in hand 299,468,993.14 5,111,988.93 304,580,982.07 Receivables 665,033,732.65 4,291,192.21 669,324,924.86 Total 964,502,725.79 9,403,181.14 973,905,906.93 Financial liabilities denominated in foreign currency - Payables 39,699,749.59 - 39,699,749.59 As at 31 December 2016, if the RMB had strengthened/ weakened by 7 % against the USD while all other variables had been held constant, the Company and its subsidiaries‘ net profit for the year would have been approximately RMB 79,980,000 (as at 31 December 2015: approximately RMB 55,026,000) lower/higher for 13 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] various financial assets and liabilities denominated in USD. (b) Interest rate risk As at 31 December 2016 and 31 December 2015, there is no any short-term or long-term interest bearing borrowings issued at floating rates in the Company and its subsidiaries. The company and its subsidiaries expect that there is no significant interest rate risk. (2) Credit risk Credit risk is managed on a group basis. Credit risk mainly arises from cash at bank, accounts receivable, other receivables, notes receivable, other current assets-structured deposits and financial products, etc. The Company and its subsidiaries expect that there is no significant credit risk associated with cash at bank and structured deposits since they are deposited at state-owned banks and other medium or large size listed banks. Management does not expect that there will be any significant losses from non-performance by these counterparties. The Company and its subsidiaries authorized commercial bank, trust company, asset management company and other financial agencies to conduct short-term investment finance, such as bank financial products, trust plan of trust company and assets management plan of assets management company, whose investment orientations are mainly on financial instruments with high market credit rating among banks in China as well as fine liquidity and trust product assets management plan with estimated earnings, including but not limited to national debt, financial debt, central bank bill, bond repurchase and corporate bonds, short-term financial bills, etc. and commercial bank‘s financial products, which have low risk, stable return and an investment period within one year. The Company and its subsidiaries' idle funds which are authorized to finance won‘t be invested in stock and its derivative products, securities investment funds, entrusted financial products aimed at security investment and other investment related to securities. In addition, the Company and its subsidiaries have policies to limit the credit exposure on accounts receivable, other receivables and notes receivable. The Company and its subsidiaries assesse the credit quality of and sets credit limits on its customers by taking into account their financial position, the availability of guarantee from third parties, their credit history and other factors such as current market conditions. The credit history of the customers is regularly monitored by the Group. In respect of customers with a poor credit history, the Company 13 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] and its subsidiaries will use written payment reminders, or shorten or cancel credit periods, to ensure the overall credit risk of the Company and its subsidiaries is limited to a controllable extent. There are no significant expired receivables at 31 December 2016 (2015: Nil). (3) Liquidity risk Cash flow forecasting is performed by the Company and its subsidiaries and aggregated by the Group‘s finance department in its headquarters. The Group‘s finance department at its headquarters monitors rolling forecasts of the Company and its subsidiaries‘ short-term and long-term liquidity requirements to ensure it has sufficient cash and securities that are readily convertible to cash to meet operational needs. The financial liabilities of the Company and its subsidiaries at the balance sheet date are analysed by their maturity date below at their undiscounted contractual cash flows : 31 December 2016 Item Within 1 year 1 to 2 years 2 to 5 years Over 5 years Total Short-term borrowings 185,237,615.37 - - - 185,237,615.37 Notes payable 2,620,549,815.47 - - - 2,620,549,815.47 Accounts payable 3,335,089,672.06 - - - 3,335,089,672.06 Dividends payable 7,150,684.06 - - - 7,150,684.06 Other current liabilities 1,844,413,154.26 - - - 1,844,413,154.26 Other payables 199,926,402.04 - - - 199,926,402.04 Provisions 1,727,340.89 1,727,340.89 Total 8,194,094,684.15 - - - 8,194,094,684.15 31 December 2015 Item Within 1 year 1 to 2 years 2 to 5 years Over 5 years Total Notes payable 1,953,065,274.06 - - - 1,953,065,274.06 Accounts payable 2,419,807,341.95 - - - 2,419,807,341.95 Dividends payable 5,400,652.06 - - - 5,400,652.06 Other current liabilities 653,242,331.76 - - - 653,242,331.76 Other payables 171,807,137.94 - - - 171,807,137.94 Total 5,203,322,737.77 - - - 5,203,322,737.77 13 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] IX. Fair value disclosure (1) Closing balance of assets and liabilities measured at fair value Based on the lowest level input that is significant to the fair value measurement in its entirety, the fair value hierarchy has the following levels: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). Level 3: Inputs for the assets or liabilities that are not based on observable market data (that is,unobservable inputs). The fair value of a financial instrument that is traded in an active market is determined at the quoted price in the active market. The fair value of a financial instrument for which the market is not active is determined by using a valuation technique. Valuation techniques include cash flow discount model and market comparable company model. The input of valuation techniques mainly include risk free rate, expected exchange rate, estimated annual yield,etc. 31 December 2016 Item Level 1 Level 2 Level 3 Total Assets measured at fair value on a continuous basis Available-for-sale financial - - 5,994,142,671.24 5,994,142,671.24 assets-financial products Assets measured at fair value on a non-continuous basis 31 December 2015 Item Level 1 Level 2 Level 3 Total Assets measured at fair value on a continuous basis Available-for-sale financial - - 3,052,675,560.00 3,052,675,560.00 assets-financial products Assets measured at fair value on a non-continuous basis 14 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (2) Valuation technique and qualitative and quantitative information of significant parameter used by instruments measured at fair value by Level 3 on a continuous and non-continuous basis As at 31 December 2016, the Company and its subsidiaries‘ financial assets measured at fair value by Level 3 are financial product investments with floating income and unprotected principles. The fair value is determined by the Company and its subsidiaries using valuation techniques. (3) Reasons of conversion among levels and policies of determining conversion date of instruments measured at fair value on a continuous basis The Company and its subsidiaries consider the date of events leading the conversion between different levels as the conversion recognizing date. In 2016, there was no conversion between Level 1 and Level 2. (4) The movement of financial assets measured at fair value by Level 3 Item Financial product investments 1 January 2016 3,052,675,560.00 Purchase 8,171,000,000.00 Sale -5,278,000,000.00 Total gains in current year 48,467,111.24 attributable to profit or loss -55,675,560.00 attributable to other comprehensive income 104,142,671.24 31 December 2016 5,994,142,671.24 Changes in unrealised gains or losses included in profit or loss - for the current year with respect to assets still held as at 31 December 2016 Gain or loss on changes in fair value - Item Financial product investments 1 January 2015 1,900,100,000.00 Purchase 6,042,300,000.00 Sale -5,144,315,650.60 Total gains in current year 254,591,210.60 attributable to profit or loss 198,915,650.60 attributable to other comprehensive income 55,675,560.00 14 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 31 December 2015 3,052,675,560.00 Changes in unrealised gains or losses included in profit or loss for the current year with respect to assets still held as at 31 December 2015 - Gain or loss on changes in fair value - The relevant information of financial assets measured at fair value by Level 3 are below: Relationship Observable/ Fair value at 31 Valuation Non-observable Item Range with fair December 2016 technique unobservable Input value Available-for-sale financial assets Moves in the Financial Discount Estimated unobservable 5,994,142,671.23 3.9%-5.5% same products cash flow annual yield direction Relationship Observable/ Fair value at 31 Valuation Non-observable Item Range with fair December 2015 technique unobservable Input value Available-for-sale financial assets Moves in the Financial Discount Estimated unobservable 3,052,675,560.00 3.5%~6.7% same products cash flow annual yield direction (5) Financial assets and liabilities not measured at fair value Financial assets and liabilities measured at amortized cost mainly include: notes receivable, accounts receivable, other current assets-structured deposits, other receivables, notes payable, accounts payable, other payables and other current liabilities. Available-for-sale financial assets measured in cost model are investments on shares of unlisted companies, which have no quoted price in the active market and the range of reasonable estimation of their fair value is relatively wide and probabilities used to determine the estimation cannot be ascertained reasonably. Therefore, the fair values cannot be measured reliably. The carrying amount of financial assets and liabilities not measured at fair value is a reasonable approximation of their fair value at 31 December 2016 and 31 December 2015. 14 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] X. Capital management The Company and its subsidiaries‘ objectives of managing capital policies are to safeguard the Company and its subsidiaries‘ ability to continue operating, in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company and its subsidiaries may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group is not subject to external mandatory capital requirements, and monitors capital on the basis of gearing ratios. Item 31 December 2016 31 December 2015 Gearing ratios 63.15% 58.21% XI. Related parties and related party transactions (1) Major shareholders of the Company Place of Nature of business Registered Capital % of share % of voting Name registeration holding rights Midea Group Foshan, Manufacture and sales of household appliances, 6,458,766,808.00 52.67% 52.67% Co., Ltd. Guang Dong motor and fittings, along with after-sale service, etc. (2) Registered capital and changes in registered capital of the parent company Name 31 December 2015 Increase Decrease 31 December 2016 Midea Group Co., Ltd. 4,266,264,092.00 2,192,502,716.00 - 6,458,766,808.00 (3) The percentage of shareholding and voting rights in the Company held by the parent 31 December 2016 31 December 2015 Name % of share holding % of voting rights % of share holding % of voting right Midea Group Co., Ltd. 52.67% 52.67% 52.67% 52.67% 14 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (4) Subsidiaries of the Company For the detailed information of subsidiaries, please refer to Note IX. (5) Associates and joint ventures of the Company There is no associates or joint ventures of the company and its subsidiaries at 31 December 2016. (6) Other related parties name Relationship with the Company and its subsidiaries Ningbo Midea United Supply Limited Controlled by controlling shareholders of the Company Ningbo Meian Logistics Co., Ltd. Controlled by controlling shareholders of the Company Ningbo Meimei Garden Appliance service Limited Controlled by controlling shareholders of the Company Andhra Logistics Co., Ltd. Controlled by controlling shareholders of the Company Midea E-business Limited Controlled by controlling shareholders of the Company Zhejiang Meizhi Compressor Limited Controlled by controlling shareholders of the Company Guangdong Midea Hicks Electronics Limited Controlled by controlling shareholders of the Company Foshan Shunde Century Technology Limited Controlled by controlling shareholders of the Company Midea Wisdom Household Technology Co., Ltd. Controlled by controlling shareholders of the Company Hefei Hualing Co., Ltd. Controlled by controlling shareholders of the Company Ningbo Andhra Logistics Limited Controlled by controlling shareholders of the Company Wuhu Midea Household Appliances Manufacture Limited Controlled by controlling shareholders of the Company Midea Appliance (Singapore)Trading Limited Controlled by controlling shareholders of the Company MIDEA SCOTT & ENGLISH ELECTRONICS SDN BHD Controlled by controlling shareholders of the Company Midea Household Equipmental Appliance(Vietnam) Limited Controlled by controlling shareholders of the Company PT. MIDEA PLANET INDONESIA Controlled by controlling shareholders of the Company Orient Household Appliances Ltd. Controlled by controlling shareholders of the Company Hefei Midea Materials Supply Co., Ltd. Controlled by controlling shareholders of the Company Guangdong Midea Consumer Electric Manufacturing Co., Ltd. Controlled by controlling shareholders of the Company Guangdong Midea Refrigeration Equipment Limited Controlled by controlling shareholders of the Company Chongqing Midea Refrigeration Equipment Limited Controlled by controlling shareholders of the Company Guangdong Midea Group Wuhu Refrigeration Equipment Co., Controlled by controlling shareholders of the Company Ltd. Hubei Midea Refrigerator Limited Controlled by controlling shareholders of the Company 14 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Hefei Midea Refrigerator Co., Ltd. Controlled by controlling shareholders of the Company Guangdong Midea Environment Equipment Limited Controlled by controlling shareholders of the Company Midea Group Finance Co., Ltd. Controlled by controlling shareholders of the Company Foshan Midea Clear Lake Water Purification Equipment Controlled by controlling shareholders of the Company Manufacturing Co., Ltd. Wuhu Welling Motor Sales Co., Ltd. Controlled by controlling shareholders of the Company Huaian Weiling motor manufacture Limited Controlled by controlling shareholders of the Company Midea Welling Motor Technology (Shanghai) Co., Ltd Controlled by controlling shareholders of the Company Shenzhen Midea Payment Technology Co., Ltd Controlled by controlling shareholders of the Company (7) (7) Related party transactions (a) Sale/Purchase of goods and services received/offered Purchase of goods and services received If it exceeds Year ended Year ended Approved amount Related parties Nature of transaction the approved 31 December 2016 of transaction 31 December 2015 amount Ningbo Midea United Materials purchase Supply Limited 1,082,899,440.77 1,256,410,256.00 No 642,317,854.48 Huaian Weiling motor manufacture Limited / Electric engines Wuhu Welling Motor Sales purchase Co., Ltd. 909,387,012.40 1,029,911,026.00 No 625,887,185.38 Ningbo Meian Logistics Co., Ltd./ Storage & logistics Andhra Logistics Co., Ltd. 596,152,613.40 585,585,585.60 Yes 75,627,390.93 Ningbo Meimei Garden After-sales service Appliance service Limited 170,460,492.92 256,410,256.40 No - Midea E-business Limited Promotion service 28,280,507.93 33,018,867.92 No 5,202,073.88 Zhejiang Meizhi Compressor & Compressor Limited material purchase 5,879,190.09 12,820,512.82 No 5,265,435.21 14 5 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Guangdong Midea Hicks Electronics Limited / Chip & Wifi Modules Ningbo Midea United purchase Supply Limited 35,734,928.99 49,572,649.57 No - Foshan Shunde Century Mould purchase 632,478.62 - Technology Limited Midea Wisdom Household Materials purchase 286,969.84 - Technology Co., Ltd. Hefei Hualing Co., Ltd. Materials purchase 2,222.22 - Ningbo Andhra Logistics Storage & logistics Co., Ltd. - 307,619,269.27 Wuhu Midea Household Appliances Manufacture Material purchase Limited - 53,333.33 Total 2,829,715,857.18 3,223,729,154.31 1,661,972,542.48 The pricing policies of related party transactions are agreed price. Sales of goods and services provided Year ended If it exceeds Year ended Approved amount Related parties Nature of transaction the approved 31 December 2016 of transaction 31 December 2015 amount Sales of washing Midea Appliance machines and (Singapore)Trading Limited 2,454,180,175.61 3,020,500,000.00 No 1,955,298,317.81 materials MIDEA SCOTT & Sales of washing ENGLISH ELECTRONICS machines 54,647,993.33 98,000,000.00 No 41,335,737.51 SDN BHD Midea Household Equipmental Sales of washing Appliance(Vietnam) machines Limited 24,473,060.87 45,000,000.00 No 9,413,711.55 PT. MIDEA PLANET Sales of washing INDONESIA machines 23,243,634.98 50,000,000.00 No 15,660,128.95 14 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Orient Household Sales of washing Appliances Ltd. machines 19,228,098.22 25,000,000.00 No - Ningbo Meimei Garden Sales of materials 11,050,814.22 34,188,034.00 No - Appliance service Limited Ningbo Meian Logistics Sales of washing Co., Ltd. machines 934,535.79 - Ningbo Midea United Sales of materials 176,304.62 - Supply Limited Hefei Midea Materials Sales of materials 147,098.63 181,010.15 Supply Co., Ltd. Guangdong Midea Sales of washing Consumer Electric machines 108,102.56 - Manufacturing Co., Ltd. Guangdong Midea Sales of washing Refrigeration Equipment machines 104,923.08 812,888.89 Limited Sales of washing Andhra Logistics Co., Ltd. 34,536.74 1,242,839.32 machines Ningbo Andhra Logistics Sales of washing Limited machines - 1,832,343.59 Chongqing Midea Sales of washing Refrigeration Equipment machines - 400,615.38 Limited Total 2,588,329,278.65 3,272,688,034.00 2,026,177,593.15 The pricing policies of related party transactions are agreed price. (b) Lease Rental income of Approved amount of If it exceeds the Lessee Type of assets Rental income of 2015 2016 transaction approved amount Hefei Hualing Co., Ltd. House property 10,466,576.72 14,150,943.40 No 11,667,537.60 Andhra Logistics Co., Ltd. House 19,888.81 - property Total 10,486,465.53 14,150,943.40 11,667,537.60 14 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (c) Asset Transfer Approved If it exceeds Year ended Related-party Year ended Related parties amount of the approved 31 December Transactions 31 December 2016 transaction amount 2015 Guangdong Midea Group Wuhu Trademark royalty 3,234,831.39 3,187,769.20 Refrigeration Equipment Co., charges Ltd. Charged by Hubei Midea Refrigerator Trademark royalty 767,582.21 0.3% of net No 841,058.36 Limited charges sales Midea Group Co., Ltd. Trademark royalty 13,389,505.52 9,960,480.61 charges Hefei Midea Refrigerator Co., Equipments 14,848.68 - Ltd. purchase Guangdong Midea Environment Equipments - 49,640.99 Equipment Limited purchase Midea Group Co., Ltd. Equipments - 40,984.50 purchase Guangdong Midea Refrigeration Equipments - 11,564.05 Equipment Limited purchase Ningbo Meimei Garden Equipments sales 3,437.82 - Appliance service Limited Andhra Logistics Co., Ltd. Equipments sales - 7,332.44 Guangdong Midea Refrigeration Equipments sales - 7,017.43 Equipment Limited Total 17,410,205.62 14,105,847.58 (d) Remuneration of key management Item Year ended 31 December 2016 Year ended 31 December 2015 Remuneration of key management 12,050,200.00 12,258,201.20 (e) Transaction with Midea Group Finance Co., Ltd. As at 31 December 2016, the Company and its subsidiaries‘ Cash at bank deposited in Midea Group Finance Co., Ltd. amounted to RMB 1,974,034,532.35 (as at 31 December 2015: RMB 1,997,171,470.18). During the year ended 31 December 2016, interest income of cash at bank mentioned above was RMB 6,734,059.25 (2015: RMB 14 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] 4,876,260.99). As at 31 December 2016, the Company and its subsidiaries‘ bank acceptance notes accepted by Midea Group Finance Co., Ltd. Amounted to RMB 1,493,984,805.34 (as at 31 December 2015, RMB 1,963,652,880.92). During the year ended 31 December 2016, commission charges of the bank acceptance notes mentioned above amounted to RMB 2,118,620.23 (2015: RMB 4,876,260.99). (8) Receivables from and payables to related parties (a) Receivables from related parties 31 December 2016 31 December 2015 Name of item Related parties Bad debt Bad debt Book value provision Book value provision Accounts Midea Appliance (Singapore)Trading receivable Limited 475,357,280.44 23,767,864.02 497,669,561.47 24,883,478.07 Accounts Orient Household Appliances Ltd. receivable 13,679,187.05 683,959.35 - - Accounts Midea Household Equipmental receivable Appliance(Vietnam) Limited 13,183,502.52 659,175.13 5,998,410.85 299,920.54 Accounts PT. MIDEA PLANET INDONESIA receivable 8,404,017.46 420,200.87 4,712,904.79 235,645.24 Accounts MIDEA SCOTT & ENGLISH receivable ELECTRONICS SDN BHD 3,485,105.76 174,255.29 11,531,302.72 576,565.14 Accounts Ningbo Meian Logistics Co., Ltd. receivable 43,086.00 2,154.30 - - Accounts Ningbo Andhra Logistics Limited receivable - - 344,351.37 17,217.57 Accounts Andhra Logistics Co., Ltd. receivable - - 288,245.00 14,412.25 Total 514,152,179.23 25,707,608.96 520,544,776.20 26,027,238.81 Other Shenzhen Midea Payment Technology Co., 10,835,423.12 541,771.16 - - receivables Ltd Other Guangdong Midea Group Wuhu 3,379,035.35 168,951.77 3,428,921.06 171,446.05 receivables Refrigeration Equipment Co., Ltd. Other Hefei Hualing Co., Ltd. 854,915.88 42,745.79 2,516,870.13 125,843.51 14 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] receivables Other 891,521.86 44,576.09 Hubei Midea Refrigerator Limited 813,636.76 40,681.84 receivables Total 15,932,896.82 796,644.84 6,787,427.34 339,371.37 Prepayment Ningbo Midea United Supply Limited 10,121,553.93 - - - Prepayment Midea E-business Limited 1,549,712.32 - 1,072,593.00 - Foshan Midea Clear Lake Water Prepayment Purification Equipment Manufacturing Co., 75,816.00 - - - Ltd. Foshan Shunde Century Technology Prepayment 48,100.00 - - - Limited Total 11,795,182.25 - 1,072,593.00 - (b) Payables to related parties Name of item Related parties 31 December 2016 31 December 2015 Accounts payable Wuhu Welling Motor Sales Co., Ltd. 201,074,837.49 - Accounts payable Ningbo Midea United Supply Limited 110,265,994.59 73,289,057.95 Accounts payable Zhejiang Meizhi Compressor Limited 3,330,792.14 1,445,079.96 Accounts payable Guangdong Midea Hicks Electronics 1,305,066.18 - Limited Accounts payable Ningbo Meimei Garden Appliance service 499,870.00 39,107,819.41 Limited Accounts payable Huaian Weiling motor manufacture 390,637.80 117,984,701.58 Limited Accounts payable Ningbo Meian Logistics Co., Ltd. 151,302.88 - Accounts payable Andhra Logistics Co., Ltd. 52,603.40 - Accounts payable Midea Wisdom Household Technology Co., - 1,421.02 Ltd. Accounts payable Ningbo Andhra Logistics Limited 342,449.48 - Total 317,413,553.96 231,828,079.92 Other payables Wuhu Midea Household Appliances - 1,288,644.49 Manufacture Limited Other payables Guangdong Midea Refrigeration Equipment - 283,510.28 Limited Other payables Midea Welling Motor Technology 275,223.94 - 15 0 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (Shanghai) Co., Ltd Other payables Guangdong Midea Consumer Electric - 84,774.82 Manufacturing Co., Ltd. Other payables Midea Group Co., Ltd. 43,400.00 - Other payables Ningbo Meimei Garden Appliance service - 9,949.00 Limited Total 1,985,502.53 Other current liabilities Midea Group Co., Ltd 14,192,875.85 15,536,878.06 XII. Share-based payment (1) Summary According to the authorisation of 3rd extraordinariy general meeting of Midea Group in 2016, 15th meeting of the 2nd term of Board of Midea Group have passed the share option incentive plan (The 3rd Incentive Plan) and agree to grant 127,290,000 share options to 929 objects on 28th June 2016. As at 31 December 2016, the number of benefit employees involved in the 1st Incentive Planmentioned above is 36, and the number of share options granted is 7,762,500.The number of benefit employees involved in the 2nd Incentive Plan is 42,and the number of share options granted is 7,200,000. The number of benefit employees involved in the 3rd Incentive Plan is 67, and the number of share options granted is 9,225,000. (2) Impact of share-based payment transactions on financial position and financial performance. The total stock option expenses recognised in 2016 were RMB 36,330,588.22 (2015: RMB 23,897,698.08). As at 31 December 2016, the balance relating to the option incentive plan and provided for in capital surplus was RMB 101,372,240.53 (31 December 2014: RMB 66,599,778.25). XIII. Commitment and contingency (1) Significant commitments As at 31 December 2016, no significant commitments shall be disclosed. 15 1 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] XIV. Contingency As at 31 December 2016, no significant contingency shall be disclosed. XV. Events after balance sheet date Profit distribution after balance sheet date Amount Proposed profits or dividends (a) 474,365,823.00 Authorized dividends 474,365,823.00 (a) According to the resolution of the Board on 7 March,2017, the Board propose to distribute RMB 474,365,823.00 and it has not been recognized as a liability in the financial statement ended 31 December 2016. (Note IV (29)) XVI. Notes to the material items in the Company financial statements (1) Accounts receivable (a) Accounts receivable classified by nature: 31 December 2016 Category Book balance Bad debt provision Book value Amount Proportion Amount % of proportion Debtors with significant balance assessed 1,262,331,696.77 53.37% - - 1,262,331,696.77 individually Debtors grouped by credit risk 1,103,076,716.02 46.63% 55,153,835.81 5.00% 1,047,922,880.21 Total 2,365,408,412.79 53.37% 55,153,835.81 2.33% 2,310,254,576.98 31 December 2015 Category Book balance Bad debt provision Book value Amount Proportion Amount % of proportion Debtors with significant balance assessed 763,953,231.04 63.37% - - 763,953,231.04 individually Debtors grouped by credit risk 441,524,088.26 36.63% 22,082,524.63 5.00% 419,441,563.63 15 2 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Total 1,205,477,319.30 100.00% 22,082,524.63 1.83% 1,183,394,794.67 Accounts receivable individually significant for which bad debt provision was assessed individually. □Applicable √Not applicable Accounts receivable adopting aging analysis method for bad debt provision: √ Applicable □ Not applicable 31 December 2016 Aging Account receivable Bad debt provision % of proportion Book Value Within 1 year 1,103,076,716.02 55,153,835.81 5.00% 1,047,922,880.21 31 December 2015 Aging Account receivable Bad debt provision % of proportion Book Value Within 1 year 441,397,683.85 22,069,884.19 5.00% 419,327,799.66 1 to 2 year 126,404.41 12,640.44 10.00% 113,763.97 Total 441,524,088.26 22,082,524.63 5.00% 419,441,563.63 As at 31 December 2016 and 2015, there were no material accounts receivable which were past due. Accounts receivable adopting aging balance percentage method for bad debt provision: □ Applicable √ Not applicable Accounts receivable adopting aging other method for bad debt provision: □ Applicable √ Not applicable (b) Accounts receivable withdraw, reversed or collected during the reporting period During the year ended 31 December 2016, the net movement of provision for accounts receivable was RMB 33,071,311.18 (2015: RMB 3,439,821.47). There were no provision or reverse of provision for individual significant accounts receivable. (c) Top 5 of accounts receivable by customers name Amounts Bad debt provision % of total balance Total amount of the top 5 accounts 2,083,485,915.68 41,198,198.12 88% receivable by customers 15 3 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (2) Other receivables (a) Other receivables classified by nature: 31 December 2016 Category Book balance Bad debt provision Book value Amount Proportion Amount % of proportion Debtors with significant balance assessed 75,755,041.50 81.69% 75,408,191.50 99.54% 346,850.00 individually Debtors grouped by credit risk 16,981,991.47 18.31% 1,152,734.58 6.79% 15,829,256.89 Total 92,737,032.97 100.00% 76,560,926.08 82.56% 16,176,106.89 31 December 2015 Category Book balance Bad debt provision Book value Amount Proportion Amount % of proportion Debtors with significant balance assessed 75,736,975.50 92.10% 75,331,167.42 99.46% 405,808.08 individually Debtors grouped by credit risk 6,499,053.39 7.90% 553,851.30 8.52% 5,945,202.09 Total 82,236,028.89 100.00% 75,885,018.72 92.28% 6,351,010.17 Other receivable with single significant amount and withdrawal bad debt provision separately at end of period: √ Applicable □ Not applicable 31 December 2016 Other accounts receivable (unit) Other accounts % of Reason of Bad debt provision Book value receivable proportion provision Jiangsu Littleswan Marketing and - 74,296,538.55 74,296,538.55 100% Uncollectible Sales Co.,Ltd. Wuxi Little Swan Import & Export - 1,111,652.95 1,111,652.95 100% Uncollectible Co. , Ltd Total 75,408,191.50 75,408,191.50 - 31 December 2015 Other accounts receivable (unit) Other accounts % of Reason of Bad debt provision Book value receivable proportion provision Jiangsu Littleswan Marketing and 75,736,975.50 75,331,167.42 99.46% 405,808.08 Uncollectible 15 4 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Sales Co.,Ltd. In the groups, other accounts receivable adopting aging analysis method to withdraw bad debt provision: √ Applicable □ Not applicable 31 December 2016 Aging Other accounts Bad debt provision Withdrawal proportion Book Value receivable Within 1 year 15,644,811.47 782,240.58 5.00% 14,862,570.89 1 to 2 years 598,900.00 59,890.00 10.00% 539,010.00 2 to 3 years 292,680.00 87,804.00 30.00% 204,876.00 Above 3 years 445,600.00 222,800.00 50.00% 222,800.00 Total 16,981,991.47 1,152,734.58 6.79% 15,829,256.89 31 December 2015 Aging Other accounts Bad debt provision Withdrawal proportion Book Value receivable Within 1 year 5,271,957.76 263,597.88 5.00% 5,008,359.88 1 to 2 years 718,661.00 71,866.10 10.00% 646,794.90 2 to 3 years 179,150.00 53,745.00 30.00% 125,405.00 Above 3 years 329,284.63 164,642.32 50.00% 164,642.31 Total 6,499,053.39 553,851.30 8.52% 5,945,202.09 As at 31 December 2016 and 31 December 2015, there were no material ohter receivable which were past due. Other receivables adopting aging balance percentage method for bad debt provision: □ Applicable √ Not applicable Other receivables adopting aging other method for bad debt provision: □ Applicable √ Not applicable (b) Other receivable withdraw, reversed or collected during the reporting period During the year ended 31 December 2016, the net movement of provision for other receivable was RMB 675,907.35 (2015: RMB 895,274.66). There were no provision or reverse of provision for individual significant other receivable 15 5 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] (c) Other receivables written-off during the reporting period There were no other receivables written-off during the reporting period (d) Other receivables classified by nature Nature of other receivables 31 December 2016 31 December 2015 Current accounts with subsidiaries 75,755,041.50 75,736,975.50 Deposits 1,477,683.35 878,058.00 Loans to employees 1,719,177.08 3,033,956.98 Others 13,785,131.04 2,587,038.41 Less:Bad debt provision -76,560,926.08 -75,885,018.72 Total 16,176,106.89 6,351,010.17 (e) The top five other receivables classified by debtor at period-end Nature of other 31 December % of total other Bad debt provision Name of the entity Aging receivables 2016 receivables 31 December 2016 Jiangsu Littleswan Marketing and Inter-company Between 4 Sales Co.,Ltd. receivables 74,296,538.56 and 5 years 80.12% 74,296,538.55 Shenzhen Midea Payment Advance & temporaty Within 1 Technology Co., Ltd payments 6,945,518.53 year 7.49% 347,275.93 Guangdong Midea Group Wuhu Trademark royalty Within 1 Refrigeration Equipment Co., Ltd. charges 3,428,921.06 year 3.70% 171,446.05 Guangzhou Antaida Logistics Within 1 Long-term equity Corporation 2,587,038.41 year 2.79% 129,351.92 investments Liquidation Wuxi Little Swan Import & Inter-company Between 4 Export Co. , Ltd receivables 1,111,652.94 and 5 years 1.20% 1,111,652.95 Total 88,369,669.50 95.29% 76,056,265.40 (3) Long-term equity investments 31 December 2016 31 December 2015 Items Carrying amount Impairment Book value Carrying amount Impairment Book value 15 6 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] provision provision Subsidiaries 1,433,285,041.57 57,500,000.00 1,375,785,041.57 1,363,823,041.57 57,500,000.00 1,306,323,041.57 Investment in total 1,433,285,041.57 57,500,000.00 1,375,785,041.57 1,363,823,041.57 57,500,000.00 1,306,323,041.57 (a) Investment in subsidiaries Balance of Balance at Balance at Impairment Name of subsidiaries Addition Reduction impairment 1 January 2016 31 December 2016 provision provision Wuxi Little Swan Import & Export 57,500,000.00 - - 57,500,000.00 - 57,500,000.00 Co. , Ltd Jiangsu Little Swan Marketing and 417,550,000.00 - - 417,550,000.00 - - Sales Co. , Ltd. Wuxi Filin Electronics Co. , Ltd. 25,660,308.10 - - 25,660,308.10 - - Wuxi Little Swan General Electric 19,600,000.00 69,462,000.00 - 89,062,000.00 - - Appliances Co. , Ltd. Little Swan (Jing Zhou) Sanjin 11,869,431.12 - - 11,869,431.12 - - Electronic Appliances Limited. Little Swan International 681,050.00 - - 681,050.00 - - (Singapore) Limited. Hefei Midea Washing Machine 830,962,252.35 - - 830,962,252.35 - - Limited. Total 1,363,823,041.57 69,462,000.00 - 1,433,285,041.57 - 57,500,000.00 As at 31 December 2016, the Company provided credit guarantee for Hefei Midea Washing Machine Limited amounted to RMB 193,143,310.84 (as at 31 December 2015: nil). (4) Sales and cost of sales Year ended 31 December 2016 Year ended 31 December 2015 Item Income Cost of sales Income Cost of sales Operating income 11,476,294,751.16 8,827,790,922.43 9,149,930,217.84 6,884,349,798.71 Other operating income 975,332,449.61 851,332,446.28 694,714,345.12 571,779,495.31 Total 12,451,627,200.77 9,679,123,368.71 9,844,644,562.96 7,456,129,294.02 Other operating income and expenses: 15 7 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Item Year ended 31 December 2016 Year ended 31 December 2015 Other operating Other operating Other operating Other operating income expenses income expenses Sale of materials 958,017,488.25 850,941,124.43 682,563,266.86 570,717,772.88 Others 17,314,961.36 391,321.85 12,151,078.26 1,061,722.43 Total 975,332,449.61 851,332,446.28 694,714,345.12 571,779,495.31 (5) Investment income Item Year ended 31 December 2016 Year ended 31 December 2015 Income from disposal of available-for-sale financial assets 66,407,088.82 112,263,580.07 Investment income from holding available-for-sale equity - instrument 9,721,111.11 Long-term equity investment income measured at equity - -255,029.37 method Investment loss from disposal of long-term equity -2,180,542.67 investment - Income from disposal of financial assets measured at fair 193,218.65 value through profits or losses - Total 76,128,199.93 110,021,226.68 There is no significant restriction on the remittance of investment income to the Company and its subsidiaries. XVII. Supplementary information (1) Non-recurring profits or losses Item Year ended 31 December 2016 Year ended 31 December 2015 Net loss on disposal of non-current assets -1,833,734.45 -280,195.57 Government grants recognized in profits or losses for the 31,893,010.09 current period (exclude for those closely related to the 13,872,569.26 Company and its subsidiaries‘ operation and received at national statutory standard and amount) Gain or loss of debt restructuring - 2,679,264.25 Other non-operating income and losses other than items above 4,288,097.78 -8,815,676.21 Less: Effect of income tax - 2,455,096.12 -3,899,799.51 Effect of minority interest - 1,759,407.99 -5,783,501.47 15 8 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Total 12,112,428.48 15,793,101.58 Under requirements in Explanatory announcement No. 1 on information disclosure by companies offering securities to the public – non-recurring profits or losses [2008] from CSRC, non-recurring profits or losses refer to those arises from transactions and events that are not directly relevant to ordinary activities, or that are relevant to ordinary activities, but are extraordinary and not expected to recur frequently that would have an influence on users of financial statements making economic decisions on the financial performance and profitability of an enterprise. □ Applicable √ Not applicable (2) Return on equity and earnings per share Earnings per share Weighted average return Profit of the year Basic earnings per share Diluted earnings per share on equity(%) (RMB yuan per share) (RMB yuan per share) Net profit attributable to ordinary shareholders of 21.14% 1.86 1.86 the Company Net profit attributable to ordinary shareholders of the Company, excluding non-recurring profits or losses 20.92% 1.84 1.84 15 9 WUXI LITTLE SWAN CO., LTD. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 (All amounts in Renminbi yuan unless otherwise stated) [English Translation for Reference Only] Section XII Documents Available for Reference I This Annual Report carrying the signature of the legal representative; II The financial statements signed and sealed by the legal representative, the CFO and the accounting head for this Report; III The original Auditor‘s Report signed and sealed by the CPAs, as well as sealed by the CPAs firm; and IV The originals of all the Company‘s documents and announcements which were disclosed on Securities Time and Ta Kung Pao (HK) during this Reporting Period. Wuxi Little Swan Company Limited Legal representative: Fang Hongbo March 9, 2017 16 0