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皖美菱B:2011年第一季度报告全文(英文版)2011-04-25  

						   Hefei Meiling Co., Ltd.                                       The First Quarterly Report 2011 (Full Text)



                                  Hefei Meiling Co., Ltd.
                             The First Quarterly Report 2011
                                           (Full Text)
§1. Important Notes
1.1 Board of Directors and the Supervisory Committee of Hefei Meiling Co., Ltd. (hereinafter
referred to as the Company) and its directors, supervisors and senior executives hereby confirm that
there are no any fictitious statements, misleading statements, or important omissions carried in this
report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and
completion of the whole contents.
1.2 The First Quarterly Financial Report of 2011 has not been audited by CPAs.
1.3 Principal of the Company Mr. Zhao Yong, Chairman of the Company Mr. Wang Yong, Person
in Charge of Accounting Works Yu Wanchun, and Person in Charge of Accounting Organ
(Accounting Supervisor) Liu Bimin hereby confirm that the Financial Report hereby confirm that
the Financial Report of the First Quarterly Report is true and complete.
§2. Company Profile
2.1 Main accounting highlights and financial indexes:
                                                                                            Unit: RMB
                                                                                          Changes of
                                            At the end of the At the period-end of
                                                                                       increase/decrease
                                               report period        the last year
                                                                                              (%)
Total assets (RMB)                           7,691,473,906.97      7,116,164,154.58                8.08%
Owners’ equity         attributable    to
shareholders of the listed company 2,755,404,878.83                2,717,294,371.76                1.40%
(RMB)
Share capital (Share)                           530,374,449.00       530,374,449.00                0.00%
Net asset per share attributable to
shareholders of listed company                           5.1952                5.1234              1.40%
(RMB/Share)
                                                                                          Changes of
                                                                 The same period of
                                           In the report period                        increase/decrease
                                                                      last year
                                                                                              (%)
Total operating income (RMB)                 2,214,478,744.14      1,952,626,496.12               13.41%
Net profit attributable to shareholders
                                                 38,110,507.07        110,664,275.21             -65.56%
of the listed company (RMB)
Net cash flow arising from operating
                                               -420,571,347.68        -92,265,562.13            355.83%
activities (RMB)
Net cash flow arising from operating
                                                           -0.79                 -0.22          260.44%
activities per share (RMB/Share)
Basic earnings per share (RMB/Share)                     0.0719                0.2675            -73.12%
Diluted       earnings      per      share
                                                         0.0719                0.2675            -73.12%
(RMB/Share)
Weighted average return on equity (%)                    1.39%                  8.21%             -6.82%
Weighted average return on equity
after deducting non-recurring gains                      1.34%                  1.12%              0.22%
and losses (%)




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   Hefei Meiling Co., Ltd.                                      The First Quarterly Report 2011 (Full Text)



Items of non-recurring gains and losses
√ Applicable □ Inapplicable
                                                                                            Unit: RMB
                                                                                          Remarks (If
       Items of non-recurring gains and losses                  Amount
                                                                                          applicable)
Gains and losses from the disposal of non-current
                                                                       -398,236.70
assets
Governmental subsidy reckoned into current gains
and losses, but closely relevant to the Company’s
business except for the governmental subsidy                          2,112,246.88
enjoyed in quota or ration according to the national
general standards
Other non-operating income and expenditure except
                                                                          8,524.28
for the aforementioned items
Influenced amount of minority shareholders’ equity                     -69,544.37
Influenced amount of income tax                                        -221,869.85
                          Total                                       1,431,120.24            -
2.2 Total number of shareholders at the end of the report period and shares held by the top
ten shareholders with unrestricted conditions
                                                                                           Unit: Share
     Total number of shareholders
                                                                                                 54,619
       at the end of report period
   Particulars about the shares held by the top ten tradable shareholders with unrestricted conditions
                                       Amount of tradable shares with
       Full name of shareholder         unrestricted conditions held at          Type of shares
                                            the end of report period
Sichuan Changhong Electric Co.,
                                                             74,491,952 RMB common share
Ltd
Hefei Xingtai Holding Group Co.,
                                                             32,709,726 RMB common share
Ltd
Changhong (Hong Kong) Trade Co.,                                         Domestically listed foreign
                                                             17,150,815
Ltd.                                                                     share
China Pacific Life Insurance Co.,
                                                             11,590,130 RMB common share
Ltd. – dividends – personal dividend
GUOTAI JUNAN
                                                                         Domestically listed foreign
SECURITIES(HONGKONG)                                         11,422,282
                                                                         share
LIMITED
                                                                         Domestically listed foreign
CAO SHENGCHUN                                                 8,210,328
                                                                         share
Donghai Securities Co., Ltd.                                  7,163,068 RMB common share
China Pacific Life Insurance Co.,
Ltd. –traditional – common                                  5,324,865 RMB common share
insurance products
Founder Securities Co., Ltd.                                  4,181,932 RMB common share
Donghai Securities – Bank of
Communication – Donghai
                                                              3,784,213 RMB common share
Securities Stable Value-Added
Integrity Assets Management Plan




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   Hefei Meiling Co., Ltd.                                    The First Quarterly Report 2011 (Full Text)



§3. Significant Events
3.1 Particulars about material changes in items of main accounting statement and financial
index, and explanations of reasons
√Applicable          □Inapplicable
3.1.1 Changes and reasons for the items in balance sheet
                     Balance at        Balance at       Changes
      Item                                                                 Reasons
                     period-end        year-begin        scope
                                                                Sales enlarged in the period,
Note
                   1,755,085,769.69 1,194,506,906.44 46.93% the recovered notes for sales
receivable
                                                                increased
                                                                Sales enlarged in the period,
Account
                     503,097,200.48   372,563,010.12 35.04% the undue account receivable
receivable
                                                                for goods increased
                                                                The capacity expansion for
Construction
                     118,561,350.03     75,179,300.94 57.70% ice box still in construction
   in process
                                                                without capital return yet
                                                                The expenses of R&D on air
                                                                conditioner increased from
Development
                      20,780,108.59     13,505,659.94 53.86% Sichuan Changhong Air
expenditure
                                                                Conditioner Co., Ltd.,
                                                                subsidiary of the Company
Wages                                                           The year-end reward of 2010
                      67,391,412.38     97,284,277.48 -30.73%
payable                                                         was paid for employees
                                                                The        dividends        to
                                                                shareholders distributed for
                                                                2010 of Chaohu Meiling
Dividend
                        1,333,408.69       738,695.30 80.51% Apparatus Marketing Co.,
payable
                                                                Ltd., a sub sub-company of
                                                                the Company, have not been
                                                                done.
                                                                The Company changes its
                                                                marketing mode and set up
Minority
                                                                sub sub-marketing company
shareholders’        62,571,172.50     28,895,887.29 116.54%
                                                                successively which increased
equity
                                                                the minority shareholders’
                                                                equity.

3.1.2 Changes and reasons for the items in profit statement
                                    Amount at
                  Amount at                         Changes
      Item                       same period of                                 Reasons
                  this period                         scope
                                     last year
                                                             The VAT paid less than same
 Business tax
                      4,629,805.23    7,524,577.35   -38.47% period of last year, corresponding
and surcharge
                                                             tax and surcharge decreased.
                                                            Mainly because the Meiling
                                                            Group and its subordinate
 Administrative
                     62,144,428.52   36,609,248.69   69.75% subsidiary were consolidated in
expenses
                                                            the consolidation statement in this
                                                            period.


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    Hefei Meiling Co., Ltd.                                   The First Quarterly Report 2011 (Full Text)



                                                                 Mainly because the decrease of
 Financial                                                       interest expenditure and the cash
                      -7,006,958.93   -1,965,245.78    256.54%
 expense                                                         discount transfer from suppliers
                                                                 increased
                                                                 Resulted from the decrease of bad
                                                                 debt provision and depreciation
                                                                 provision from inventory that
                                                                 withdrawal accordance with the
 Loss of assets                                                  Accounting Standards for
                       2,024,454.30    5,796,718.22    -65.08%
impairment                                                       Enterprise, Accounting policy of
                                                                 the Company and actual situation
                                                                 of the account receivable and
                                                                 inventory of the Company in this
                                                                 period
                                                                 There have investment income
                                                                 from selling the financial assets
Investment
                                                                 available for sale—IFLYTEK
income(loss              235,864.47   82,050,909.75    -99.71%
                                                                 shares obtained in same period of
listed with “-“)
                                                                 last year, but no such kind of
                                                                 income obtained in this period
                                                                 Obtained investment income from
                                                                 selling the financial assets
                                                                 available for sale while no such
 Operating
                      46,547,679.12   93,165,598.61    -50.04%   income obtained in same period
profit
                                                                 of this period; meanwhile, the
                                                                 soaring raw materials results in
                                                                 the down of gross profit
                                                                 Received no government grants
 Non-operating                                                   for energy-saving and
                       2,303,381.36   34,638,666.72    -93.35%
income                                                           civil-benefit policy for air
                                                                 conditioner within the period
                                                                 Due to the losses from disposal of
 Non-operating
                         580,846.90     324,127.99      79.20%   discard fixed assets increased in
expenditure
                                                                 this period
 Loss from
 disposal of                                                     Same as “Non-operating
                         446,994.83     312,897.71      42.86%
 non-current                                                     expenditure”
 assets
 Total profit         48,270,213.58 127,480,137.34     -62.14% Same as “Operating profit”
                                                               Due to the decrease of payable
 Income tax            9,519,588.87   16,774,253.77    -43.25%
                                                               tax
 Net profit           38,750,624.71 110,705,883.57     -65.00% Same as “Operating profit”
Net profit
attributable to
                      38,110,507.07 110,664,275.21     -65.56% Same as “Net profit”
owners’ of
parent company
                                                               The Company changes its
 Minority
                         640,117.64      41,608.36    1438.44% marketing mode and set up sub
interests
                                                               sub-marketing company


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    Hefei Meiling Co., Ltd.                                     The First Quarterly Report 2011 (Full Text)



                                                                 successively which increased the
                                                                 interest shared by minority
                                                                 shareholders.
                                                                 Total share capital of the
                                                                 Company increased from the
                                                                 newly shares listing; furthermore,
                                                                 the net profit decreased because
                                                                 no income from selling financial
 Basic earnings
                              0.0719          0.2675     -73.12% assets available for sale, soaring
  per share
                                                                 raw materials and received no
                                                                 government grants for
                                                                 energy-saving and civil-benefit
                                                                 policy for air conditioner within
                                                                 the period.
 Diluted
                                                                   Same as “Basic earnings per
earnings per                  0.0719          0.2675     -73.12%
                                                                   share”
share
                                                                 Obtained investment income from
                                                                 selling the financial assets
 Other
                                                                 available for sale at same period
comprehensive                      -   -62,337,849.93   -100.00%
                                                                 of last year while no such income
income
                                                                 obtained in same period of this
                                                                 period

 3.1.3 Changes and reasons for the items in cash flow statement
                                 Amount at
              Amount at this                      Changes
    Item                       same period of                               Reasons
                  period                            scope
                                  last year
Cash
received
from selling
                                                             Sales enlarged in the period and the
commodities
             972,106,840.66 742,252,323.84            30.97% note receivable consignment comes
and
                                                             due.
providing
labor
services
                                                             The export tax rebate received by
Return taxes
               16,322,359.55     6,229,079.97       162.03% parent company and Zhongshan
received
                                                             Changhong increased.
Other cash
                                                             Received no government grants for
received
                                                             energy-saving and civil-benefit
concerning      5,537,314.80 18,520,299.98           -70.10%
                                                             policy for air conditioner within the
operating
                                                             period
activities
Cash paid
for
                                                             Sales enlarged in the period which
purchasing
             971,309,670.22 530,240,338.28            83.18% broaden the purchasing business
commodities
                                                             and the note payable paid on due.
and
receiving


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    Hefei Meiling Co., Ltd.                                   The First Quarterly Report 2011 (Full Text)



labor service
Cash paid
                                                               Year-end reward of 2010 were paid
to/for staff    153,323,013.85     85,632,483.48    79.05%
                                                                 to employee
and workers
Cash
received
from                           -    4,462,303.03   -100.00% No investment return in this period
recovering
investment
Cash
received                                                    No investment income from
from                  514,300.00   82,050,909.75    -99.37% disposal of financial assets
investment                                                  available for sale in this period.
income
Net cash
received
from
disposal of
                                                               Disposal part of the discard fixed
fixed,             1,112,104.15         1,000.00 111110.42%
                                                               assts
intangible
and other
long-term
assets
Other cash
received
                                                               The interest income and project
concerning         3,506,000.97     2,630,081.54    33.30%
                                                               deposit received increased
investing
activities
Cash paid
for
purchasing                                                 The investment increase in
fixed,                                                     production base project for the
                  36,146,666.52    12,959,746.11   178.91%
intangible                                                 Athena Luxury refrigerator and
and other                                                  capacity expansion for ice cube.
long-term
assets
                                                            Part of the transfer amount for
                                                            transferring the equity assets of
                                                            Sichuan Changhong Air
                                                            Conditioner Co., Ltd. and
                                                            Zhongshan Changhong Apparatus
Cash paid                                                   Co., Ltd. have been paid at same
for               -8,964,000.00 133,022,800.00     -106.74% period of last year; the investment
investment                                                  paid last year were not combined to
                                                            offset due to the unfinished
                                                            procedures on Industrial and
                                                            Commercial from marketing sub
                                                            company; part of the marketing sub
                                                            company have been established in


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    Hefei Meiling Co., Ltd.                                       The First Quarterly Report 2011 (Full Text)



                                                                   this period, and the abovementioned
                                                                   investment listed as minor in
                                                                   consolidation statement.
Cash                                                               The investment amount from
received                                                           minority shareholders has been
from              30,191,000.00                  -                 absorbed by the joint-venture
absorbing                                                          subsidiary that established in this
investment                                                         period.
Cash
received                      -    30,000,000.00       -100.00% No newly bank loans in this period
from loans
Cash paid
                                                                       Due to the payment of due loans
for settling      42,048,951.80 64,000,000.00              -34.30%
                                                                       decreased
debts
Cash paid                                                              The dividends to shareholders
for dividend                                                           distributed for 2010 of Chaohu
and profit                                                             Meiling Apparatus Marketing Co.,
                   2,900,223.66          959,468.70        202.27%
distributing                                                           Ltd., a sub sub-company of the
or interest                                                            Company, have been paid. And the
paying                                                                 interest of bank loans increased.
Influence on
cash due to
                                                                       Due to the variation of exchange
fluctuation        1,233,015.43         -710,320.10       -273.59%
                                                                        rate in this period.
in exchange
rate
 3.2 Analysis and explanation of significant events and their influence and solutions
 3.2.1 Particular about Qualified Opinion
 □Applicable             √Inapplicable
 3.2.2 Particular about fund offered to shareholder or its related parties by the Company and
 external guarantee with procedure violation
 □Applicable             √Inapplicable
 3.2.3 Particular about the significant contract of routine operation signed and implemented
 √Applicable             □Inapplicable
      1. Jiangxi Meiling and land reserve center of Jingdezhen City entered into the Reserve Contract
  for Use Right on State-owned Land
      For the purpose of reuse the reserve capital of Jiangxi Meiling Cooling Co., Ltd. (‘Jiangxi
  Meiling” for short), raising the construction capital for strategy relocation, improving the capital
  structure of Jiangxi Meiling and higher the capital quality, together with the city planning of
  Jingdezhen government, the Proposal of Reserve of the Land Use Right of Jiangxi Meiling Cooling
  Co., Ltd. was deliberated and passed by the 41st Meeting of 6th Session of the Board held on 20
  January 2011. Agrees Jiangxi Meiling to sign the Reserve Contract for Use Right on State-owned
  Land with land reserve center of Jingdezhen City. The land located in Guanzhuangjing with Cidu
  Road, TGY(2010) No. 0121, 159,448.8 m2 (equivalent to 239.17 mu) in total was agreed for reserve
  by land reserve center of Jingdezhen City. The compensation for the abovementioned land reserve
  amounting to RMB 65 million.
      Found more details on the appointed newspaper for information disclosure with No. 2011-004
  and No.2011-006 respectively dated 21 January 2011.
 3.2.4 Other
 √Applicable             □Inapplicable


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   Hefei Meiling Co., Ltd.                                     The First Quarterly Report 2011 (Full Text)



    1. Particular about process of the fund raised and investment of fund raised in the report period
    On 10 January 2011, the newly issuing A-share of 116,731,500 shares privately offering of 2010
was officially trading in Shenzhen Stock Exchange. Being privately offering completed, register
capital of the Company increase to RMB 530,374,449. On 7 January 2011, according to relevant
regulations, the Agreement of Tripartite Regulatory for Raised Fund have been signed between the
Company and Taoxianglou Sub-branch of Hefei Branch of China Everbright Bank, Shouchunluqiao
Sub-branch of Bank of Communication, Changjiang East Road Sub-branch of Hefei ICBC, Luyang
Sub-branch of Hefei China Construction Bank and the sponsor institution China Merchants Securities
Co., Ltd. respectively. On 20 January 2011, being consented by the Board, Supervisory Committee,
Independent Directors and sponsor institution China Merchants Securities Co., Ltd, being approved
by Shine Wing CPA Co., Ltd., the self-raised fund RMB 88,781,537.21 invested in advance for
project recruitment agreed for replaced with the raised fund.
    In accordance with the Management Method on Proceeds for Listed Company from Shenzhen
Stock Exchanges and relevant regulations of the Management System of Usage of Raised Fund of the
Hefei Meiling Co., Ltd., for purpose of maximized the efficiency on proceeds, lower the financial
expense and down the business cost. On the premise of satisfied capital requirement for investment
project from raised fund, on 26 March 2011, partial idle raised fund RMB 60 million was used for
current capital supply, being consented by the Board, Supervisory Committee, sponsor institution and
Independent Directors. Terms for fund used limited in six months since the date approved by the
Board. And should used and manage the fund by regulations and return the fund into specific account
timely.
    Till end of 31 March 2011, RMB 181,977,213 has been used and balance of RMB 995,977,107.
Of which: RMB 3387658 was used in the production base for Athena Luxury refrigerator; RMB
98,454,468 was invested in the project of capacity expansion for ice box; RMB 42,180,767 was
expensed on the capacity expansion project for environmentally energy-saving refrigerator and RMB
37,954,320 was used for the current capital supplementation.
    Till end of 31 March 2011, the project for production base of Athena Luxury refrigerator is in the
process of building and land construction, various projects still in process of construction. The land
and plan of 1st phase of the ice box was basically completed, equipment all set and testing completed
and have been in production. Project for environmentally energy-saving refrigerator have been in
production and with a favorable condition.
    Found more details on the Notice of Privately A-share Offering and Listing Report, Independent
Opinion on the Self-raised Fund Invested in Advance for Project Recruitment Agreed for Replaced
with the Raised Fund, and Sponsor Opinion from China Merchants Securities Co., Ltd. on the
Self-raised Fund Invested in Advance for Project Recruitment Agreed for Replaced with the Raised
Fund and other notices published on appointed newspaper for information disclosure with No.
2011-003, No. 2011-004, No. 2011-005 and No.2011-007 respectively dated 7 January 2011, 17
January 2011, 20 January 2011 and 21 January 2011. And relevant notice of Particular about the
Usage of Raised Fund 2010 published on appointed newspapers dated 7 March 2011 and 26 March
2011 with No.2011-019.
    2. Appointed media for information disclosure
    China Securities Journal was newly appointed as the newspaper for information disclosure with
the purpose of enlarges the information coverage and perfected the management on investor
relationship. The appointed media for information disclosure for the Company will be Securities
Times, China Securities Journal, Hong Kong Commercial Daily and Juchao Website since 26 January
2011.
    Found more details on the notice published on appointed media dated 26 January 2011 with
no.2011-008.
    3. Relevant items of the capital increased in Mianyang Meiling Cooling Co., Ltd.,-- subsidiary
of the Company


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   Hefei Meiling Co., Ltd.                                      The First Quarterly Report 2011 (Full Text)



    According to the fund raised in privately A-share offering 2010 for investment projects, RMB 50
million was increased in Mianyang Meiling Cooling Co., Ltd.,(short for ‘Mianyang Meiling”) for the
construction of production line for environmentally energy-saving refrigerators. Being capital
increased, register capital of Mianyang Meiling increased to RMB 100 million. The Company
invested RMB 95 million accounts 95 percent of the equity, while Zhongke Meiling Hypothermia
Technology Co., Ltd. invested RMB 5 million accounts 5 percent of the equity. The abovementioned
capital increased have been finished the changed procedures in Industrial and Commerce on 23
February 2011.
    Found more details on the notice published on appointed media dated 2 March 2011 with
no.2011-010.
    4. Changes of the sponsor representative for share-trading reform
    In March 2011, the letter of changes of sponsor representative was received by the Company
from China Merchants Securities Co., Ltd., -- the sponsor institution for share-trading reform. The
original representative for share-trading reform and supervise Zheng Huafeng was office leaving, the
China Merchants Securities Co., Ltd. decided to appointed Zhang Xiaobin replaced the job of Zheng
Huafeng for continuously supervise and guidance work.
Found more details on the notice published on appointed media dated 22 March 2011 with
no.2011-016.
    5. Sales of the land use right of Zhongshan Changhong Apparatus Co., Ltd.,--subsidiary of the
Company
    For the purpose of reused the capital of Zhongshan Changhong Apparatus Co., Ltd. (‘Zhongshan
Changhong” for short), optimized the capital status and increased the income from assets disposal
and cash inflow, the Proposal of Sales of the land use right of Zhongshan Changhong Apparatus Co.,
Ltd. have been deliberated and passed by the 43rd Meeting of 6th Session of the Board on 25 March
2011. Consent that transfer the land use right of 21713.3 m2 lands (certificated serials of (2003) No.
021955, with nature of industrial land) owned by Zhongshan Changhong to Guangdong Changhong
Digital Technology Co., Ltd. (‘Guangdong Digital” for short) by agreement. Based on the assessment
results from Guangdong Zhonglian Yangcheng Assets Assessment Co., Ltd. the object has a value of
RMB 14.84 million with value-add rate of 528.87 percent. Being negotiation between Zhongshan
Changhong and Guangdong Digital, the transfer price will be RMB 14.84 million. The
abovementioned item recognized as related transaction and being recognized and agreed by
independent directors, related director are avoiding the voting.
    Found more details on the notice published on appointed media dated 26 March 2011 with
no.2011-017 and no. 2011-020.
    6. Particular about the significant lawsuit and arbitration
    After the completion of 100 percent state-owned property purchased from Hefei Meiling Group
Co., Ltd. (‘Meiling Group” for short) by the Company, for maintenance the independency and
integration for trade mark and trade name of “Meiling”, base on the principle of concentrate
management and unify usage, the Company clear out and check the trade name and trade marks out
of the Company that authorized by Meiling Group.           The Agreement for Trade Mark License
signed between the Meiling Group and Hefei Meiling Small Appliance Co., Ltd. on 20 January 2003
satisfied no implementation condition any more and met the terminated condition. Therefore,
subordinate subsidiary of the Company, Meiling Group filed a suit against the termination of Trade
Mark License to Intermediate People’s Court of Hefei City on 21 October 2010, trial of the first
instance have been done and waiting the decision presently.
3.3 Implementations of commitments by the Company, shareholders and actual controller
Commitments make within the report period or persisted to the period by listed company and its
director, supervisor and senior executives, shareholder with over 5 percent shares held and its actual
controller
√Applicable          □Inapplicable


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   Hefei Meiling Co., Ltd.                                       The First Quarterly Report 2011 (Full Text)



    Item of Commitments              Promisee        Content of commitments              Implementation
                                   Sichuan
                                   Changhong, Statutory commitment,
Commitments          for     Share Changhong commitment on additional                  Accomplished
Merger Reform                      Group    and consideration and share-trading        implementations
                                   Meiling      reform etc.
                                   Group
Commitments made in
                              Sichuan           Commitment on avoid               Strictly performed
Acquisition Report or Reports
                              Changhong         competitions in the same industry the commitments
on Change in Interests
                                                1. Reduce, avoidance and
                                                standardized the horizontal
                                                competition and related
                                                transaction; leasing the land and
                                                house to Changhong Air
                                                Conditioner for a long period and
                                                transfer the land and house to
                                                Changhong Air Conditioner after
                                                the assets property certificate have
Commitments made in               Sichuan       been done; supervise and urge the      Strictly performed
 privately offering               Changhong     Sichuan Changhong Minsheng             the commitments
                                                Logistic Co., Ltd., the subsidiary,
                                                to lease its land and houses to
                                                Mianyang Meiling for a long
                                                period and transfer the land and
                                                house to Mianyang Meiling after
                                                the assets property certificate have
                                                been done.
                                                2. The lock-up period for the
                                                shares acquired will be 36 months.
                                                Published the regular notice,
                                                information with significant
                                                influence and clarification etc. in
                                                way of true, accuracy, completion,
                                                fairness and timely; no share
Commitments made in               The                                                  Strictly performed
                                                trading of the Company
privately offering                Company                                              the commitments
                                                directly/indirectly in way of sharp
                                                practice by insider information
                                                obtained from the Board,
                                                Supervisory Committee and
                                                Senior executives.
Commitments made in assets        The           Transfer the state-owned property      Strictly performed
 acquisition                      Company       of Meiling Group                       the commitments
                                                Use in the production related with
                                                main operational by regulation;
Commitments made in the                         return the payment timely; do no
                                The                                                    Strictly performed
current capital supplementation                 affects on the normal process of
                                Company                                                the commitments
from partial idle raised fund                   investment projects from the
                                                raised fund and change no use
                                                purpose of the fund; performed no


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   Hefei Meiling Co., Ltd.                                       The First Quarterly Report 2011 (Full Text)



                                                  securities investment and risk
                                                  investment.
Other commitments (including Sichuan              Transfer of the assets property of Strictly performed
additional commitments)             Changhong air conditioner                         the commitments
3.4 Estimation of accumulative net profit from the beginning of the year to the end of next
report period to be loss probably or the warning of its material change compared with the
corresponding period of the last year and explanation of reason
□Applicable              √Inapplicable
3.5 Other significant events which need explanations
3.5.1 Particulars about securities investment
□Applicable               √Inapplicable
3.5.2 Registration form for receiving research, communication and interview in the report
period
                                                                               Contents discussed and
      Date             Place               Method              Investor
                                                                                 materials supplied
                                                          Donghai
               Conference room                                             Business production status of
2011-01-06                           Spot investigation Securities Co.,
                  of the company                                           the Company
                                                          Ltd.
               Conference room                            Sinolink         Business production status of
2011-01-25                           Spot investigation
               of the company                             Securities       the Company
                                                          Changjiang
                                                          Securities,
                                                          CITIC-Prudenti
                                                          al Fund
                                                          Management
                                                          Co., Ltd.,
                                                          Everbright
                                                          Securities,
               Conference room                            CITIC            Business production status of
2011-03-23                           Spot investigation
               of the company                             Securities,      the Company
                                                          Haitong
                                                          Securities,
                                                          Fullgoal Fund,
                                                          Hua An Fund,
                                                          Guolian
                                                          Securities and
                                                          BOCOM
                                                          Schroders
                                                          Guotai Junan
               Conference room                                             Business production status of
2011-03-31                           Spot investigation Securities Co.,
               of the company                                              the Company
                                                          Ltd.
3.6 Particulars about derivatives investment
□Applicable              √Inapplicable
3.6.1 Particulars about derivatives investment held at the end of report period
□Applicable            √Inapplicable
§4. Appendix
4.1 Balance sheet
Prepared by Hefei Meiling Co., Ltd.                March 31, 2011                Unit: RMB
                                     Balance at period-end                  Balance at year-begin
           Items
                                Consolidation Parent Company Consolidation Parent Company


                                                                                                          11
   Hefei Meiling Co., Ltd.                                     The First Quarterly Report 2011 (Full Text)



Current assets:
      Monetary funds           1,529,362,514.46 1,201,196,863.61 1,986,440,504.29 1,798,742,365.37
      Settlement
provisions
      Capital lent
      Transaction finance
asset
      Notes receivable         1,755,085,769.69 1,462,148,121.65 1,194,506,906.44 1,106,438,507.37
      Accounts receivable        503,097,200.48 272,275,200.67 372,563,010.12 279,434,051.03
      Accounts paid in
                                159,093,836.86   266,845,154.41    187,026,777.59         246,540,102.43
advance
      Insurance receivable
      Reinsurance
receivables
      Contract reserve of
reinsurance receivable
      Interest receivable
      Dividend receivable
      Other receivables          53,830,655.99    55,297,353.70     61,420,720.54          15,116,164.77
      Purchase restituted
finance asset
      Inventories              1,943,279,531.92 1,283,769,363.17 1,583,313,401.08 1,024,929,999.07
      Non-current      asset
due within one year
      Other current assets
Total current assets           5,943,749,509.40 4,541,532,057.21 5,385,271,320.06 4,471,201,190.04
Non-current assets:
      Granted loans and
advances
      Finance          asset
available for sales
      Held-to-maturity
investment
      Long-term account
receivable
      Long-term      equity
                                 16,472,621.79   764,259,969.88     17,918,060.59         714,774,269.88
investment
      Investment property        17,925,191.63    14,057,088.27     18,124,247.39          14,172,470.67
      Fixed assets              841,181,952.97   548,686,557.70    865,234,132.54         561,795,751.21
      Construction        in
                                118,561,350.03   115,618,728.16     75,179,300.94          77,177,425.21
progress
      Engineering
material
      Disposal of fixed
asset
      Productive
biological asset
      Oil and gas asset
      Intangible assets         670,257,770.32   519,397,385.88    681,869,906.34         525,520,272.58


                                                                                                        12
   Hefei Meiling Co., Ltd.                                      The First Quarterly Report 2011 (Full Text)



      Expense              on
Research                 and      20,780,108.59                      13,505,659.94
Development
      Goodwill                    10,922,803.73                      10,922,803.73
      Long-term expenses
to be apportioned
      Deferred income tax
                                  51,622,598.51     49,420,537.31    48,138,723.05          46,318,389.98
asset
      Other non-current
asset
Total non-current asset         1,747,724,397.57 2,011,440,267.20 1,730,892,834.52 1,939,758,579.53
Total assets                    7,691,473,906.97 6,552,972,324.41 7,116,164,154.58 6,410,959,769.57
Current liabilities:
      Short-term loans           196,860,000.00    188,860,000.00   238,923,801.11         218,860,000.00
      Loan from central
bank
      Absorbing deposit
and interbank deposit
      Capital borrowed
      Transaction
financial liabilities
      Notes payable               978,796,476.76 653,590,000.00 920,676,239.36 667,338,655.00
      Accounts payable          1,757,651,791.21 1,192,527,780.66 1,421,456,784.36 1,069,993,584.69
      Accounts received
                                1,012,945,735.21   858,331,716.96   922,047,156.39         847,540,346.80
in advance
      Selling       financial
asset of repurchase
      Commission charge
and commission payable
      Wage payable                67,391,412.38     57,306,651.16    97,284,277.48          82,061,354.59
      Taxes payable               99,806,534.17    119,672,819.55    78,967,865.01          91,232,638.87
      Interest payable
      Dividend payable              1,333,408.69      738,695.30         738,695.30             738,695.30
      Other         accounts
                                 455,558,095.84    399,678,486.92   410,610,813.51         425,475,184.84
payable
      Reinsurance
payables
      Insurance contract
reserve
      Security trading of
agency
      Security sales of
agency
      Non-current
liabilities due within 1            1,211,101.73     1,183,323.92      1,189,452.90           1,145,008.44
year
      Other           current
liabilities
Total current liabilities       4,571,554,555.99 3,471,889,474.47 4,091,895,085.42 3,404,385,468.53


                                                                                                         13
   Hefei Meiling Co., Ltd.                                     The First Quarterly Report 2011 (Full Text)



Non-current liabilities:
      Long-term loans             14,506,060.00    14,296,400.00     14,506,060.00         14,296,400.00
      Bonds payable
      Long-term account
payable
      Special        accounts
                                  33,093,588.26    33,093,588.26     33,214,132.26         33,214,132.26
payable
      Projected liabilities      227,620,231.00 227,620,231.00      203,421,595.00        203,421,595.00
   Deferred income tax
liabilities
      Other non-current
                                  26,723,420.39    26,723,420.39     26,937,022.85         26,937,022.85
liabilities
Total            non-current
                                 301,943,299.65 301,733,639.65      278,078,810.11        277,869,150.11
liabilities
Total liabilities              4,873,497,855.64 3,773,623,114.12   4,369,973,895.53 3,682,254,618.64
Owner’s        equity     (or
shareholders’ equity):
      Paid-in capital (or
                                 530,374,449.00 530,374,449.00      530,374,449.00        530,374,449.00
share capital)
      Capital          public
                               1,610,571,447.17 1,625,421,425.24   1,610,571,447.17 1,625,421,425.24
reserve
      Less:         Inventory
shares
      Reasonable reserve
      Surplus          public
                                 279,597,693.51 279,379,527.83      279,597,693.51        279,379,527.83
reserve
      Provision of general
risk
      Retained profit            334,861,289.15 344,173,808.22      296,750,782.08        293,529,748.86
      Balance difference
of     foreign       currency
translation
Total owner’s equity
attributable to parent 2,755,404,878.83 2,779,349,210.29           2,717,294,371.76 2,728,705,150.93
company
Minority interests                62,571,172.50                       28,895,887.29
Total owner’s equity          2,817,976,051.33 2,779,349,210.29   2,746,190,259.05 2,728,705,150.93
Total      liabilities    and
                               7,691,473,906.97 6,552,972,324.41   7,116,164,154.58 6,410,959,769.57
owner’s equity
4.2 Profit statement
Prepared by Hefei Meiling Co., Ltd.              Jan.-Mar. 2011                Unit: RMB
                                     Amount in this period               Amount in last period
             Items
                                Consolidation Parent Company        Consolidation Parent Company
I. Total operating income 2,214,478,744.14 1,673,770,903.51        1,952,626,496.12 1,665,279,274.13
Including:         Operating
                               2,214,478,744.14 1,673,770,903.51   1,952,626,496.12 1,665,279,274.13
income
      Interest income
      Insurance gained
      Commission charge


                                                                                                        14
   Hefei Meiling Co., Ltd.                                   The First Quarterly Report 2011 (Full Text)



and commission income
II. Total operating cost       2,168,166,929.49 1,614,878,599.57 1,941,511,807.26 1,624,240,108.64
Including: Operating cost 1,755,361,265.07 1,210,953,374.24 1,450,614,776.56 1,210,953,374.24
      Interest expense
      Commission charge
and commission expense
      Cash          surrender
value
      Net     amount        of
expense of compensation
         Net amount of
withdrawal of insurance
contract reserve
      Bonus expense of
guarantee slip
      Reinsurance
expense
      Operating tax and
                                   4,629,805.23     3,803,643.47     7,524,577.35     7,124,933.15
extras
      Sales expenses             351,013,935.30 292,054,356.21 442,931,732.22 381,898,666.00
      Administration
                                  62,144,428.52    40,675,854.27    36,609,248.69    23,214,398.06
expenses
      Financial expenses          -7,006,958.93    -9,075,240.76    -1,965,245.78    -1,670,469.67
      Losses                of
                                   2,024,454.30    -2,184,461.19     5,796,718.22     2,719,206.86
devaluation of asset
      Add:          Changing
income of fair value(Loss
is listed with “-”)
      Investment income
                                     235,864.47                     82,050,909.75    82,050,909.75
(Loss is listed with “-”)
      Including:
Investment income on
affiliated company and
joint venture
      Exchange        income
(Loss is listed with “-”)
III. Operating profit
                                  46,547,679.12    58,892,303.94    93,165,598.61 123,090,075.24
(Loss is listed with “-”)
      Add: Non-operating
                                   2,303,381.36     1,755,648.51    34,638,666.72     2,010,144.64
income
      Less: Non-operating
                                     580,846.90       445,943.71       324,127.99       312,897.71
expense
      Including: Disposal
                                     446,994.83       445,943.71       312,897.71       312,897.71
loss of non-current asset
IV. Total Profit (Loss is
                                  48,270,213.58    60,202,008.74 127,480,137.34 124,787,322.17
listed with “-”)
      Less: Income tax             9,519,588.87     9,557,949.38    16,774,253.77    16,114,068.42
V. Net profit (Net loss is
                                  38,750,624.71    50,644,059.36 110,705,883.57 108,673,253.75
listed with “-”)


                                                                                                      15
   Hefei Meiling Co., Ltd.                                    The First Quarterly Report 2011 (Full Text)



      Net             profit
attributable to owner’s         38,110,507.07     50,644,059.36 110,664,275.21 108,673,253.75
equity of parent company
     Minority
shareholders’ gains and            640,117.64                         41,608.36
losses
VI. Earnings per share
i. Basic earnings per
                                        0.0719            0.0955          0.2675             0.2627
share
ii. Diluted earnings per
                                        0.0719            0.0955          0.2675             0.2627
share
VII. Other consolidated
                                                                  -62,337,849.93    -62,337,849.93
income
VIII. Total consolidated
                                38,750,624.71      50,644,059.36   48,368,033.64      46,335,403.82
income
Total          consolidated
income attributable to
                                 38,110,507.07     50,644,059.36   48,326,425.28      46,335,403.82
owners        of     parent
company
Total          consolidated
income attributable to              640,117.64                         41,608.36
minority shareholders
Concerning the enterprise consolidation under common control occurred in the period; the mergered
party realized net profit before consolidation amounting to RMB00.00.
4.3 Cash flow statement
Prepared by Hefei Meiling Co., Ltd.             Jan.-Mar. 2011            Unit: RMB
                                    Amount in this period             Amount in last period
           Items
                              Consolidation Parent Company Consolidation Parent Company
I. Cash flows arising
from operating activities:
      Cash received from
selling commodities and 972,106,840.66 692,132,319.10 742,252,323.84 598,545,323.14
providing labor services
      Net increase of
customer deposit and
interbank deposit
      Net increase of loan
from central bank
      Net increase of
capital borrowed from
other financial institution
      Cash received from
original          insurance
contract fee
      Net cash received
from            reinsurance
business
      Net increase of
insured savings and



                                                                                                       16
   Hefei Meiling Co., Ltd.                                The First Quarterly Report 2011 (Full Text)



investment
      Net increase of
disposal of transaction
financial asset
    Cash received from
interest,       commission
charge and commission
      Net increase of
capital borrowed
      Net increase of
returned business capital
      Write-back of tax
                               16,322,359.55   6,106,556.57      6,229,079.97           3,147,453.85
received
      Other cash received
concerning         operating    5,537,314.80   2,249,189.45    18,520,299.98            6,096,479.87
activities
       Subtotal of cash
inflow      arising     from 993,966,515.01 700,488,065.12    767,001,703.79         607,789,256.86
operating activities
      Cash       paid     for
purchasing commodities
                              971,309,670.22 773,811,180.94   530,240,338.28         414,530,449.67
and      receiving     labor
service
      Net increase of
customer       loans     and
advances
      Net increase of
deposits in central bank
and interbank
      Cash       paid     for
original           insurance
contract compensation
      Cash       paid     for
interest,       commission
charge and commission
      Cash paid for bonus
of guarantee slip
      Cash paid to/for
                              153,323,013.85  97,348,049.20    85,632,483.48          70,912,553.67
staff and workers
      Taxes paid               44,356,889.02  35,429,887.25    41,604,856.74          36,994,549.32
      Other cash paid
concerning         operating 245,548,289.60 175,060,677.54    201,789,587.42         150,477,626.82
activities
      Subtotal of cash
outflow arising from 1,414,537,862.69 1,081,649,794.93        859,267,265.92         672,915,179.48
operating activities
      Net cash flows
arising from operating -420,571,347.68 -381,161,729.81        -92,265,562.13         -65,125,922.62
activities



                                                                                                   17
   Hefei Meiling Co., Ltd.                                   The First Quarterly Report 2011 (Full Text)



II. Cash flows arising
from investing activities:
      Cash received from
                                                                    4,462,303.03           4,462,303.03
recovering investment
      Cash received from
                                 514,300.00        514,300.00     82,050,909.75          82,050,909.75
investment income
      Net cash received
from disposal of fixed,
                                1,112,104.15      1,112,104.15           1,000.00               1,000.00
intangible and other
long-term assets
      Net cash received
from       disposal      of
subsidiaries and other
units
      Other cash received
concerning       investing     3,506,000.97      4,038,585.40       2,630,081.54           1,689,329.25
activities
      Subtotal of cash
inflow from investing          5,132,405.12      5,664,989.55     89,144,294.32          88,203,542.03
activities
      Cash     paid     for
purchasing          fixed,
                              36,146,666.52     34,761,129.64     12,959,746.11          10,017,881.09
intangible and other
long-term assets
      Cash     paid     for
                               -8,964,000.00    50,000,000.00    133,022,800.00         120,000,000.00
investment
      Net increase of
mortgaged loans
      Net cash received
from subsidiaries and            931,220.72
other units
      Other cash paid
concerning       investing                      38,875,000.00
activities
      Subtotal of cash
outflow from investing        28,113,887.24    123,636,129.64    145,982,546.11         130,017,881.09
activities
      Net cash flows
arising from investing        -22,981,482.12   -117,971,140.09   -56,838,251.79         -41,814,339.06
activities
III. Cash flows arising
from financing activities
      Cash received from
                              30,191,000.00
absorbing investment
      Including:     Cash
received from absorbing
minority     shareholders’
investment              by
subsidiaries



                                                                                                      18
   Hefei Meiling Co., Ltd.                               The First Quarterly Report 2011 (Full Text)



      Cash received from
                                                               30,000,000.00   30,000,000.00
loans
      Cash received from
  issuing bonds
      Other cash received
concerning        financing                     5,000,000.00
activities
      Subtotal of cash
inflow from financing          30,191,000.00    5,000,000.00   30,000,000.00   30,000,000.00
activities
      Cash     paid     for
                               42,048,951.80   30,000,000.00   64,000,000.00   64,000,000.00
settling debts
      Cash     paid     for
dividend      and     profit
                                2,900,223.66    2,120,745.67      959,468.70      918,968.70
distributing or interest
paying
      Including: Dividend
and profit of minority
shareholder paid by
subsidiaries
      Other cash paid
concerning        financing                    72,745,443.61
activities
      Subtotal of cash
outflow from financing         44,949,175.46 104,866,189.28    64,959,468.70   64,918,968.70
activities
      Net cash flows
arising from financing -14,758,175.46 -99,866,189.28          -34,959,468.70  -34,918,968.70
activities
IV. Influence on cash and
cash equivalents due to
                                1,233,015.43    1,453,557.42     -710,320.10     -661,584.13
fluctuation in exchange
rate
V. Net increase of cash
                             -457,077,989.83 -597,545,501.76 -184,773,602.72 -142,520,814.51
and cash equivalents
      Add: Balance of
cash and cash equivalents 1,986,440,504.29 1,798,742,365.37 747,572,445.88 579,447,940.41
at the period -begin
VI. Balance of cash and
cash equivalents at the 1,529,362,514.46 1,201,196,863.61 562,798,843.16 436,927,125.90
period -end
4.4 Auditor’ report
Auditor’s opinions: Un-audited

                                                                   Chairman: Zhao Yong
                                                                   Board of the Director of
                                                                     Hefei Meiling Co., Ltd.
                                                                     26 April 2011




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