合肥美菱股份有限公司
HEFEI MEILING CO., LTD.
Annual Report 2014
HEFEI MEILING CO., LTD. Annual Report 2014
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of
Hefei Meiling Co., Ltd. (hereinafter referred to as the Company) 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.
The Company did not have directors, supervisors and senior executives of the Company could
not guarantee the reality, accuracy and completion of the whole contents or have objections.
Except for the follow directors, other directors are attending the Meeting for Report
deliberation on way of on-site meeting
Absent directors Title Reasons Attorney
Gao Jian Director Due to works Li Wei
The profit distribution plan for year of 2014 was deliberated and approved in 6th meeting of
8th session of the Board: take total shares of 763,739,205 shares as base dated 31 December 2014，
distributed 0.6 Yuan (tax included) bonus in cash for every 10-share hold by all shareholders, no
shares bonus issued and no capitalizing of common reserves carried out either.
Mr. Liu Tibin, Chairman of the Company, President Mr. Li Wei, Mr. Yu Zhang Xiaolong,
person in change of accounting work and Mr. Tang Bin, person in charger of accounting organ
hereby confirm that the Financial Report of 2014 Annual Report is authentic, accurate and
complete.
Shine Wing Certified Public Accountants Co., Ltd. issued standard unqualified Auditors‘
Report for the Company‘s Financial Report of 2014.
Directors and senior executives of the Company respectively signed Written Confirmation
Opinions for 2014 Annual Report.
Supervisory Committee of the Company formed Written Examination Opinions for 2014
Annual Report.
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HEFEI MEILING CO., LTD. Annual Report 2014
Contents
Section I Important Notice, Contents and Paraphrase ................................................................. 1
Section II Company Profile ............................................................................................................... 5
Section III Accounting data and summary of finnaical indexes ................................................ 10
Section IV Report of the Board of Directors ................................................................................ 10
Section V Important Events .......................................................................................................... 46
Section VI Changes in shares and particular about shareholders............................................. 131
Section VII Preferred Stock…………………………………………………………………… 142
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees .... 143
Section IX Corporate Governance ............................................................................................... 160
Section X Internal Control ............................................................................................................ 179
Section XI Financial Report .......................................................................................................... 184
Section XII Documents available for reference ........................................................................... 337
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HEFEI MEILING CO., LTD. Annual Report 2014
Paraphrase
Items Refers to Contents
Company, the Company or Meiling
Refers to HEFEI MEILING CO., LTD
Electric
Sichuan Changhong or controlling
Refers to Sichuan Changhong Electric Co., LTD
shareholder
Changhong Group Refers to Sichuan Changhong Electronics Group Co., Ltd.
Hong Kong Changhong Refers to Changhong (Hong Kong) Trading Company Limited
Meiling Group Refers to Hefei Meiling Group Holdings Limited
Xingtai Holding Refers to Hefei Xingtai Holding Group Co., Ltd.
Shine Wing Refers to Shine Wing Certified Public Accountants Co., Ltd.
Changhong Air-conditioner Refers to Sichuan Changhong Air-conditioner Co., Ltd.
Jiangxi Meiling Electric Refers to Jiangxi Meiling Electrical Co., Ltd.
Mianyang Meiling Refers to Mianyang Meiling Refrigeration Co., Ltd.
Zhongshan Changhong Refers to Zhongshan Changhong Electric Co., LTD
Huayi Compressor Refers to Huayi Compressor Co., Ltd.
CSRC Refers to China Securities Regulatory Commission
China Securities Regulatory Commission, Anhui Province
Anhui Securities Bureau Refers to
Securities Regulatory Bureau
SSE Refers to Shenzhen Stock Exchange
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HEFEI MEILING CO., LTD. Annual Report 2014
Major Risk Warning
1. Concerning the forward-looking statements with future planning involved in the Report,
they do not constitute a substantial commitment for investors. Investors are advised to exercise
caution of investment risks.
2.Securities Times, China Securities Journal, Hong Kong Commercial Daily and Juchao
Website (www.cninfo.com.cn) are the media for information disclosure for year of 2015 that
appointed by the Company. All public information under the name of the Company disclosed on the
above said media and website shall prevail, and investors are advised to exercise caution.
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HEFEI MEILING CO., LTD. Annual Report 2014
Section II. Company Profile
I. Company information
MEILINGDIANQI,
Short form of the stock Stock code 000521, 200521
WANMEILING-B
Short form of the Stock after
——
changed (if applicable)
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
合肥美菱股份有限公司
Chinese)
Short form of the Company (in
美菱电器
Chinese)
Foreign name of the Company HEFEI MEILING CO.,LTD.
Abbr. of English name of the
——
Company(if applicable)
Legal representative Liu Tibin
Registrations add. No. 2163, Lianhua Road, Economic and Technology Development Zone, Hefei
Code for registrations add 230601
Offices add. No. 2163, Lianhua Road, Economic and Technology Development Zone, Hefei
Codes for office add. 230601
website http://www.meiling.com
e-mail info@meiling.com
II. Person/Way to contact
Secretary of the Board
Name Li Xia
No. 2163, Lianhua Road, Economic and Technology Development Zone,
Contact add.
Hefei
Tel. 0551-62219021
Fax. 0551-62219021
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HEFEI MEILING CO., LTD. Annual Report 2014
e-mail lixia@meiling.com
III. Information disclosure and preparation place
Newspaper appointed for information Securities Times, China Securities Journal, Hong Kong
disclosure Commercial Daily
Website for annual report publish appointed by
Juchao website: http://www.cninfo.com.cn
CSRC
Room of secretary of the Board, 2/F , administrative center,
Preparation place for annual report
Office building of the Company
IV. Registration changes of the Company
Registration NO.
Place for No. of taxation Organization
- Date for registration for enterprise legal
registration registration code
license
Hefei
Administration GSWZi
Initial
1992-12-31 For 14908430-2 No.:340104520113 14918555-X
registration
Industry&Comme 014
rce
Anhui GSWZi
Registration at Administration No.:340111149185
end of report 2013-01-31 For 340000400001278 55X;WDHZi 14918555-X
period Industry&Comme No.:340111149185
rce 55X
Changes of main business since
No changes
listing
1. In October 1993, after initial listing, controlling shareholder of the
Company-- Hefei Meiling Industrial Corp. (named Hefei Meiling Group
Co., dated 23 May 1994), executing controlling rights of the Company and
management right of the state-owned assets on behalf of Hefei
State-owned Assets Management Office, named at that time;
2. From November 1997 to May 2003, controlling shareholder of the
Previous changes for controlling
Company was Hefei Meiling Group Holding Co., Ltd. (established base on
shareholders
former Meiling Group Co.,, ―Meiling Group‖ for short), an enterprise
solely owned by the State; mainly operating the state-owned capital in
authorized from State-owned Assets Management Commission of Hefei
City, ensuring the maintenance and appreciation of state-owned assets;
3. On 29 May 2003, Meiling Group entered into ―Equity Transfer
Agreement‖ with Shunde GreenKel Enterprise Development Co., ltd.
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HEFEI MEILING CO., LTD. Annual Report 2014
(―GreenKel‖), the 82,852,683 state-owned shares held by the Company
was transfer to GreenKel. After transferring, GreenKel comes to the first
largest shareholder of the Company.
4. According to the spirit of ―Bulletin of Treatment Opinions on GreenKel
Company purchasing State-owned Assets Shares of Listed Company‖
(GZFCQ[2006] No.: 44) jointly issued from SASAC and Ministry of
Finance in April 2006, Meiling Group took back the Meiling Electric
82,852,683 shares from GreenKel by procedures, which has been
transferred. In September 2006, relevant equity transfer agreement signed
between the Meiling Group and GreenKel is invalid, which was confirmed
by the ―Award‖ ((2006) HZZ No.: 104) issued from arbitration
commission of Hefei; the state-owned legal person‘s 82,852,683 shares,
held by GreenKel, should return to Meiling Electric, and relevant equity
consideration will pay to GreenKel by Meiling Group . On 29 December
2006, the 82,852,683 shares of Meiling Electric were transfer to Meiling
Group by GreenKel, and Meiling Group becomes the controlling
shareholder of Meiling Electric again.
5. On 18 May 2006 and 11 January 2007, Meiling Group entered into
―Equity Transfer Agreement of Meiling Electric‖ and ―Supplementary
Agreement of Equity Transfer of Meiling Electric‖ respectively with
Sichuan Changhong and Changhong Group, among the 123,396,375
shares held by Meiling Group, 82,852,683 shares were transferred
respectively to Sichuan Changhong and Changhong Group according to
the transfer way regulated in agreement; of this transferring, 45,000,000
shares (10.88% of total share capital of the Company) were transferred to
Sichuan Changhong, the first largest shareholder of the Company while
37,852,683 shares (9.15% of total share capital of the Company) were
transferred to Changhong Group, the third largest shareholder of the
Company.
6. On 29 October 2008, Changhong Group and Sichuan Changhong
entered into ―Equity Transfer Agreement of Hefei Meiling Co., Ltd.‖, the
32078846 restricted circulations A shares of Meiling Electric held by
Changhong Group were transferred by agreement to Sichuan Changhong.
On 23 December 2008, the aforesaid equity transfer was approved by
―Reply on Matters of Equity held by State-owned Shareholders of Hefei
Meiling Co., Ltd.‖ (GZCQ(2008) No.: 1413) from SASAC; on 21 January
2009, the aforesaid transfer was registered for ownership transfer in
Shenzhen Branch of China Securities Depository and Clearing
Corporation Limited.
7. Ended as 31 December 2014, Sichuan Changhong and its concerted
action Changhong HK totally holds 189,994,153 shares of the Company, a
24.88% in total share capital of the Company; Sichuan Changhong directly
holds 164,828,330 A-share of the Company, a 21.58% in total share capital
of the Company while Changhong HK holds circulation B-share of the
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HEFEI MEILING CO., LTD. Annual Report 2014
Company amounting as 25,165,823 shares, a 3.30% in total share capital
of the Company.
V. Other relevant information
(I) CPA engaged by the Company
Name of CPA Shine Wing Certified Public Accountants Co., Ltd. (LLP)
9/F, Block A, Fu Hua Mansion No.8 Chao Yang Men Bei da jie, Dong Cheng
Offices add. for CPA
District, Beijing, P.R.C
Signing Accountants He Yong, Fan Dayang
(II) Sponsor engaged by the Company for performing continuous supervision duties in reporting
period
□ Applicable √ Not applicable
(III) Financial consultant engaged by the Company for performing continuous supervision duties in
reporting period
□ Applicable √ Not applicable
VI. Registration file
(I) Initial registration date:
1. date: 31 December 1992
2. Registration address: Hefei Administration For Industry&Commerce
3. Legal representative: Zhang Jusheng
4. Register serials: 14908430-2
5. Register capital: RMB 127,270,000
(II) First changes in registration
1. date: 9 October 1993
2. Register serials: 14908430-2
3. Legal representative: Zhang Jusheng
4. Register capital: RMB 120,000,000
(III) Second changes in registration
1. date: 18 November 1996
2. Legal representative: Zhang Jusheng
3. Legal Person Business License Registration No.: 14908430-2
4. Register capital: RMB 297,871,300
(IV) Third changes in registration
1. Date: 17 December 1997
2. Legal representative: Zhang Jusheng
3. Legal Person Business License Registration No.: 340000400001278
4. Register capital: RMB 413,642,949
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HEFEI MEILING CO., LTD. Annual Report 2014
5. Registration address: Anhui Administration For Industry&Commerce
(V) Fourth changes in registration
1. Date: 14 October 2002
2. Legal representative: Wang Jiazhang
3. Legal Person Business License Registration No.: QGWZF Zi No.: 001684
4. Register capital: RMB 413,642,949
5. Registration address: Anhui Administration For Industry&Commerce
(VI) Fifth changes in registration
1. Date: 28 July 2004
2. Legal representative: Gu Zhoujun
3. Legal Person Business License Registration No.: QGWZF Zi No.: 001684
4. Register capital: RMB 413,642,949
5. Registration address: Anhui Administration For Industry&Commerce
(VII) Sixth changes in registration
1. Date: 19 May 2008
2. Legal representative: Zhao Yong
3. Legal Person Business License Registration No.: 340000400001278
4. Register capital: RMB 413,642,949
5. Registration address: Anhui Administration For Industry&Commerce
(VIII) Seventh changes in registration
1. Date: 23 February 2012
2. Legal representative: Liu Tibin
3. Legal Person Business License Registration No.: 340000400001278
4. Register capital: RMB 636,449,338
5. Registration address: Anhui Administration For Industry&Commerce
(IX) Eighth changes in registration
1. Date: 31 January 2013
2. Legal representative: Liu Tibin
3. Legal Person Business License Registration No.: 340000400001278
4. Register capital: RMB 763,739,205
5. Registration address: Anhui Administration For Industry&Commerce
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HEFEI MEILING CO., LTD. Annual Report 2014
Section III. Accounting data and summary of financial indexes
I. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed
and accounting error correction or not
□Yes √ No
Changes over
2014 2013 2012
last year
Operating income (RMB) 10,764,808,259.00 10,538,933,941.29 2.14% 9,306,878,164.07
Net profit attributable to shareholders of the
294,508,518.37 274,068,195.60 7.46% 192,197,887.93
listed company(RMB)
Net profit attributable to shareholders of the
listed company after deducting non-recurring 245,759,705.69 250,520,460.41 -1.90% 168,980,124.76
gains and losses(RMB)
Net cash flow arising from operating
165,462,930.48 538,992,153.64 -69.30% 419,564,087.27
activities(RMB)
Basic earnings per share (RMB/Share) 0.3856 0.3589 7.44% 0.2517
Diluted earnings per share (RMB/Share) 0.3856 0.3589 7.44% 0.2517
Weighted average ROE (%) 8.88% 8.91% -0.03% 6.67%
Changes over
End of 2014 End of 2013 End of 2012
end of last year
Total assets (RMB) 9,009,014,201.70 8,522,171,841.34 5.71% 7,886,140,432.47
Net assets attributable to shareholder of
3,422,746,664.67 3,187,330,516.90 7.39% 2,955,787,652.31
listed company (RMB)
Total share capital of the Company up to a trading day before disclosure:
Total share capital of the Company up to a trading day before
763,739,205
disclosure (Share)
Whether share capital of the Company, from period-end to the disclosure date of semi-annual report, has changed
and has influenced on amount of owners‘ equity due to the new shares issuing, increase issues in stocks, allotment,
stock ownership incentive exercise and buy-back etc. or not
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HEFEI MEILING CO., LTD. Annual Report 2014
□Yes √ No
Whether have corporate bonds or not
□Yes √ No
II. Difference of the accounting data under accounting rules in and out of China
(I) Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company has no difference of the net profit and net assets disclosed in financial report, under both IAS
(International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) in
reporting period.
(II) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules
and Chinese GAAP (Generally Accepted Accounting Principles)
√ Applicable □Not applicable
In RMB
Net profit attributable to shareholders of Net assets attributable to shareholders of
listed company listed company
Amount in this Amount in last Amount at Amount at
period period period-end period-begin
Chinese GAAP 294,508,518.37 274,068,195.60 3,422,746,664.67 3,187,330,516.90
Items and amount adjusted by foreign accounting rules
Foreign accounting rules 294,508,518.37 274,068,195.60 3,422,746,664.67 3,187,330,516.90
(III) Reasons for the differences of accounting data under accounting rules in and out of China
√ Applicable □Not applicable
The ―Notice of Relevant Issues of Audit for Company with Domestically Foreign Shares Offering‖ was
issued from CSRC dated 12 September 2007, since the day issuing, cancel the previous ―dual audit‖ requirement
for companies who offering domestically listed foreign shares (B-share enterprise) while engaging securities
practice qualification CPA for auditing. The Company did not compile financial report under foreign accounting
rules since 2007, the financial report of the Company is complying on the ―Accounting Standard for Business
Enterprise‖ in China, and therefore, there are no differences of accounting data under accounting rules in and out
of China at period-end.
III. Items and amounts of extraordinary profit (gains)/loss
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HEFEI MEILING CO., LTD. Annual Report 2014
√ Applicable □Not applicable
In RMB
Item 2014 2013 2012 Note
Found in
Gains/losses from the disposal of ―Non-operating
non-current asset (including the income and
-431,173.22 -2,823,805.23 -4,855,733.76
write-off that accrued for impairment expenditure‖ of
of assets) Notes of Financial
accounting report
Governmental subsidy reckoned into Found in
current gains/losses (not including the ―Non-operating
subsidy enjoyed in quota or ration income and
41,165,417.52 29,142,603.41 30,053,406.27
according to national standards, which expenditure‖ of
are closely relevant to enterprise‘s Notes of Financial
business) accounting report
Gain/loss from debt restructure 955,413.10 1,496,798.34 0 Without payment
Held transaction financial asset,
gains/losses of changes of fair values Found in
from transaction financial liabilities, ―Investment
and investment gains from disposal of income‖ and
transaction financial asset, transaction ―Changes in fair
378,330.00 0 0
financial liabilities and financial asset value gains/losses‖
available for sales, exclude the of Notes of
effective hedging business relevant Financial
with normal operations of the accounting report
Company
Found in
―Non-operating
Other non-operating income and
income and
expenditure except for the 10,535,869.24 2,225,794.55 2,491,512.50
expenditure‖ of
aforementioned items
Notes of Financial
accounting report
Less: impact on income tax 3,576,592.95 5,796,449.34 4,321,883.37
Impact on minority shareholders‘
278,451.01 697,206.54 149,538.47
equity (post-tax)
Total 48,748,812.68 23,547,735.19 23,217,763.17 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure
for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as
recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on
Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss,
explain reasons
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HEFEI MEILING CO., LTD. Annual Report 2014
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss
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HEFEI MEILING CO., LTD. Annual Report 2014
Section IV. Report of the Board of Directors
I. Brief introduction
A slowing-down growth rate crashed China economy in 2014 with y-o-y growth rate of 7.4% in GDP, which
are reflected respectively in shrinking export and import volume, fixed asset investment and retail. Investment in
real estate decreases as well. As regard, the depression extends to equipment manufacturing, building materials
from upstream and home electric appliance from downstream. In addition, ego of internet is sweeping the world
with surging new commercial models and new products. All these factors lead to a more intense competition.
Sales volume in home appliance market declines obviously resulting from falling-down macro economy,
depressed real estate and stepping-out stimulus package policy as well as pro-consumption of demands. Overall
decline happens to refrigerator industry and fiercer battle becomes usual in brands competition. Trend of
transforming is getting its way. Products with frequency and large volume take the lead in market. Wave of
internet constantly crashes the traditional home appliance industry. E-commerce is becoming the major competitor
of the market.
In reporting period, we set guidance of Meiling Dream and Double Three and One Heart, we persist in
principle of Emphasis on Products, Improving Efficiency, Firming Foundation and Building Capacity. All staff
work hard thus we got through the hardness of all the unfavorable factors namely depressed macro economy,
fiercer competition, lacking labor and going-up staff cost. We boost comprehensive competitiveness and obtained
stable growth. For In 2014, the Company achieved operation revenue of RMB 10.765 billion, a y-o-y growth of
2.14%; net profit attributable to parent company approximately amounted as RMB 295 million (including accrual
2014 performance incentive fund RMB 32.1867 million), a y-o-y increase of 7.46%. The net profit attributable to
parent company before 2014 performance incentive fund withdrawal approximately amounted as RMB 322
million, a y-o-y growth of 17.44%.
II. Main Business Analysis
(I) Overview
Shows no difference with the summary disclosed in Report of the Board of Director
□Yes √No
In reporting period, export volume of refrigerator and sales of washing machine achieved growth of 20%; AC
sales in and out of China goes to 13% up; While the structure of domestic sales varies a lot as volume of products
with 3 doors and multiple doors goes up. It is the same with refrigerator with 0.1-degree accurate frequency.
Portion of high-end products and structure upgrading accelerates.
In 2014, refrigerator and freezer business achieved revenue of approximately about RMB 6.04 billion.
According to the Yee data: in 2014, Meiling took 9.2% shares of domestic retail market in refrigerator, decreased
by 0.55% compared with the same period last year; while freezer shares took 9.22%, ranking fifth as a single
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HEFEI MEILING CO., LTD. Annual Report 2014
brand in market share.
In 2014, air-conditioning business achieve revenue approximately about RMB 3.713 billion with growth of
13.29% year-on-year. While washing machine business achieve revenue around about RMB 301 million, with
year-on-year growth of 15.84% for 2014.
1. Summary on the progress of the development strategy and operation plan as disclosed previously by the
Company during the reporting period
During the Period, the Company formulated an operation plans for year of 2014 by closely around the
established development strategy and business policy of 2014, main works are as:
(1) Products Priority
The Company significantly promoted strategy of products of ―intelligence‖ and ―frequency‖. 2014 is the year
of outbreak of smart appliance in China, major home appliance giant transformed in succession, and intelligent
comes to the first transition point. The Company respectively issued CHiQ refrigerator ―taking Cloud image
discern‖ technology as the core and CHiQ conditioner based on ―perception of the human body condition‖ in
February and March 2014.In reporting period, couples of CHiQ were marketed. Cloud image discern platform as
well as database of menu and price has been formally applied. In aspect of frequency technology and products
research, we promoted 0.1-degree frequency products, which achieved a precisely temperature control for 0.1℃,
high sensitivity temperature control system can efficiently stable the temperature within the area, minor the impact
for food storage from temperature fluctuation in order to extended longer food preservation time. In addition, the
Company valued the improvement of products quality, strengthened quality management system, constantly
perfected quality appraisal system and quality data system, intensified quality appraisal. Thus quality improved
during reporting period.
(2) Improving Efficiency
In reporting period, the Company continues to improve the efficiency in aspect of staff, materials and capital,
enhancing the operation efficiency for the enterprise. As for the staff efficiency, manufacturing system of the
Company improve efficiency by means of technology and management, sales system by means of actively explore
market and control the personnel allocation while management department by means of strengthen human
resources integrated planning, and achieved a y-o-y growth of staff efficiency in the Period. As for the material
and capital efficiency, the Company reinforce the efficiency management on assets, evaluated the major overdue
receivables and bad inventory with some achievements obtained.
(3) Solid the Foundation
The Company set performance appraisal system with clear goal, countable standards and performance
orientation. Surrounding the value chain management, we conducted overall budget management. In the Period,
we comprehensively carried out value creation, optimized value chain thus reduce delay. We perfected talent and
team building system and constantly improved competitiveness of the Company.
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HEFEI MEILING CO., LTD. Annual Report 2014
(4) Building Capacity
In aspect of domestic sale, the Company improved product, terminal and operation construction. In aspect of
export, we improved rapid payment with international level. In aspect of internal control, the Company carried out
sample management activity, conducted strategic innovation and transition. We strived to improve
competitiveness surrounding intelligence.
2. Reasons for any 20% difference between the actual operating results and the annual profit forecast disclosed
previously in a public manner
□ Applicable √ Not applicable
3. Changes of main operation mode
□ Applicable √ Not applicable
(II) Revenue
1. Introduction
Increase/decrease y-o-y
Item 2014 2013
(%)
Operating revenue from
10,070,381,834.02 1.64%
main business 10,235,295,432.94
Other operating revenue
468,552,107.27 13.01%
from business 529,512,826.06
Total operating revenue 10,764,808,259.00 10,538,933,941.29 2.14%
2. Whether income from physical sales larger than income from labors or not
√ Yes □ No
10 thousand pieces/set
Increase/decrease
Industries Item 2014 2013
y-o-y (%)
Manufacture of Sales volume 729.86 690.23 5.74
household Production 724.23 696.66 3.96
appliances
industry Inventory 119.73 125.36 -4.49
Reasons for y-o-y relevant data with over 30% changes
□ Applicable √ Not applicable
3. Material orders in hands
□ Applicable √ Not applicable
4. Material changes or adjustment for products or services of the Company in reporting period
□ Applicable √ Not applicable
5. Major sales of the Company
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HEFEI MEILING CO., LTD. Annual Report 2014
Total top five clients in sales (RMB) 3,159,626,586.65
Proportion in total annual sales volume for top five clients (%) 29.35%
6. Information of top five clients of the Company
□ Applicable √ Not applicable
7. Other situation of main clients
□ Applicable √ Not applicable
(III) Cost
1. Industry classification
In RMB
2014 2013
Industry Ratio in Ratio in Y-o-y changes
Item
classification Amount operation Amount operation cost (%)
cost (%) (%)
Manufacture of
household — 7,627,803,116.20 98.06% 7,450,038,102.06 98.49% -0.43%
appliances
2. Product classification
In RMB
2014 2013
Industry Ratio in Ratio in Y-o-y
Item
classification Amount operation cost Amount operation changes (%)
(%) cost (%)
Refrigerator,
— 4,570,710,308.05 58.76% 4,854,879,637.13 64.18% -5.42%
freezer
Air-conditionin
— 2,815,201,211.17 36.19% 2,386,868,401.02 31.56% 4.63%
g
Wash machine — 241,891,596.98 3.11% 208,290,063.91 2.75% 0.36%
Other — 150,756,115.89 1.94% 113,954,321.56 1.51% 0.43%
3. Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 1,213,061,306.38
Proportion in total annual purchase amount for top five suppliers (%) 16.41%
4. Information of top five suppliers of the Company
□ Applicable √ Not applicable
5. Other situation of main suppliers
□ Applicable √ Not applicable
17
HEFEI MEILING CO., LTD. Annual Report 2014
(IV)Expense
Financial data 2014 2013 Y-o-y changes
Sales expenses 1,770,150,215.75 1,829,094,848.49 -3.22%
Administrative expenses 468,258,865.37 401,591,306.97 16.60%
Financial expenses -100,881,397.01 -81,041,860.90 -24.48%
Income tax expenses 66,998,094.57 29,972,625.12 123.53%
Cause analysis of expenses changes:
Income tax expenses: the payable income tax from parent company increased in the Period
(V)Research and development expenditure
In 2014, the Company vigorously implements the strategy of CHiQ series intelligent refrigerator and
intelligent air conditioning. In aspect of refrigerator, we build the core competitiveness around the core technology
(smartness, frequency, energy saving and air cooling). 0.1 ℃ frequency series refrigerators are promoted along
with variable frequency spreading action. All these significantly enhance market share of frequency conversion
refrigerator. Technology development mainly focus on three years of technology planning and core technology of
the Company, carrying out research on cloud image recognition technology, preservation technology, odor
detection technology, intelligent fault diagnosis technology, 0.1 degree precise frequency conversion technology,
integration of frequency conversion technology, and air duct design technology. In terms of air conditioning, we
redefine the intelligent air conditioning in core technology of human form perception which gets high attention
and recognition from the whole industry. In air conditioning inverter technology, we accelerate development of
integrated board with low cost single chip and preliminarily completed technical platform layout, of energy-saving
leading various specification. Overall series of columnar ark and S platform hang machine batch are listed in
succession, where we have perfected the layout of high-end air conditioning products. In cryogenic technology,
the Company independently designs and develops the ultra-low temperature cold storage, with single stage mixed
working medium oil lubrication cooling technology whose performance leads the level; Cryogenic refrigerator
with touch screen control system are fully recognized in the market. Spending on research and development is
detailed in section XI. of this report: Notes of financial report.
(VI) Cash flow
In RMB
Y-o-y
Item 2014 2013
changes (%)
Subtotal of cash in-flow from
8,041,286,720.01 8,005,926,981.57 0.44%
operation activity
Subtotal of cash out-flow from 7,875,823,789.53 7,466,934,827.93 5.48%
18
HEFEI MEILING CO., LTD. Annual Report 2014
operation activity
Net cash flow from operation
165,462,930.48 538,992,153.64 -69.30%
activity
Subtotal of cash in-flow from
165,376,855.85 110,292,998.48 49.94%
investment activity
Subtotal of cash out-flow from
91,611,075.62 87,530,272.59 4.66%
investment activity
Net cash flow from investment
73,765,780.23 22,762,725.89 224.06%
activity
Subtotal of cash in-flow from
1,762,197,368.33 594,148,968.88 196.59%
financing activity
Subtotal of cash out-flow from
1,606,163,820.80 638,191,357.96 151.67%
financing activity
Net cash flow from financing
156,033,547.53 -44,042,389.08 454.28%
activity
Net increased amount of cash and
406,994,880.38 537,576,559.37 -24.29%
cash equivalent
1. Reasons for y-o-y relevant data with over 30% changes
√ Applicable □Not applicable
(1)Net cash flow arising from operation activities decreased 69.30% y-o-y, mainly because parent company
received energy-saving people-benefit subsidy last year while no such amount occurred in the Year.
(2) Net cash flow arising from investment activities increased 49.94% y-o-y, mainly because the remove loss
arising from early release of ―House Lease Contract‖ was paid to Mianyang Meiling Refrigeration by Sichuan
Changhong Minsheng Logistics and the compensation received due to early termination option
(3) Net cash flow arising from financing activities increased 196.59% y-o-y, mainly because short-term loans of
the parent company increased in the period.
(4) Cash out-flow from financing activity increased 151.67% y-o-y, mainly because short-term loans of the parent
company paid increased in the period.
2. Reasons of major difference between the cash flow of operation activity in report period and net profit of the
Company
□ Applicable √ Not applicable
III. Constitution of main business
In RMB
19
HEFEI MEILING CO., LTD. Annual Report 2014
Increase
Increase Increase
or
or or
decrease
decrease decrease
of
Gross of of gross
operating
profit operating profit
Operating revenue Operating cost revenue
ratio cost over ratio over
over
(%) same same
same
period of period of
period of
last year last year
last year
(%) (%)
(%)
According to industries
Manufacture of
household 10,235,295,432.94 7,778,559,232.09 24.00% 1.64% 2.84% -0.89%
appliances
According to products
Refrigerators,
6,040,444,418.68 4,570,710,308.05 24.33% -5.45% -5.85% 0.32%
freezers
Air
3,713,322,713.63 2,815,201,211.17 24.19% 13.29% 17.95% -2.99%
conditioning
Washing
300,842,410.21 241,891,596.98 19.60% 15.84% 16.13% -0.20%
machine
Others 180,685,890.42 150,756,115.89 16.56% 25.10% 32.30% -4.54%
According to region
Domestic 8,357,078,580.03 6,090,036,935.91 27.13% -2.06% -0.76% -0.96%
Foreign 1,878,216,852.91 1,688,522,296.18 10.10% 22.18% 18.28% 2.96%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main
business based on latest one year‘s scope of period-end
□ Applicable √ Not applicable
IV. Assets and liability analysis
(I) Major changes of assets
In RMB
End of 2014 End of 2013
Ratio in Ratio in Ratio
total total changes Notes of major changes
Amount Amount
assets assets (%)
(%) (%)
Monetary
2,665,219,013.80 29.58% 2,266,192,804.16 26.59% 2.99%
fund
20
HEFEI MEILING CO., LTD. Annual Report 2014
The sales ratio of credit
Account
1,160,192,277.00 12.88% 855,264,087.13 10.04% 2.84% customers increased in the
receivable
period
Inventory 1,765,761,407.86 19.60% 1,593,865,312.94 18.70% 0.90% No major changes
Investment
14,892,795.62 0.17% 15,701,377.73 0.18% -0.01% No major changes
real estate
Long-term
equity 14,211,004.21 0.16% 22,995,387.39 0.27% -0.11% No major changes
investment
Fix assets 1,223,763,920.86 13.58% 1,138,750,631.37 13.36% 0.22% No major changes
Construction
62,766,707.57 0.70% 52,514,642.10 0.62% 0.08% No major changes
in progress
(II)Major changes of liability
In RMB
2014 2013
Ratio in Ratio Notes of major
Ratio in total
Amount Amount total assets changes (%) changes
assets (%)
(%)
Short-term loans of
Short-term the parent company
407,508,739.07 4.52% 66,433,079.86 0.78% 3.74%
loans increased in the
period.
Long-term loans of
the subsidiary
Long-term
18,947,000.00 0.21% 9,523,700.00 0.11% 0.10% Zhongshan
loans
Changhong increased
in the period.
(III) Assets and liability measure by fair value
√ Applicable □Not applicable
In RMB
Changes of Accumulative Amount
Devaluation
Amount at fair value changes of fair of Amount of Amount in
of
Items the beginning gains/losses value purchase sale in the the end of
withdrawing
period in this reckoned into in the period period
in the period
period equity period
Financial assets
21
HEFEI MEILING CO., LTD. Annual Report 2014
1. Financial assets
measured by fair value
and whose change is
recorded in current gains
and losses (excluding
derivative financial assets)
2. Derivative financial
assets
3.Financial assets
available for sales
Subtotal of financial
assets
Investment real estate
Productive biological
assets
Other
Aforementioned total
Financial liabilities
1. Financial liabilities
measured by fair value
and whose change is
- 81,170.00 81,170.00
recorded in current gains
and losses (excluding
derivative financial assets)
Whether there have major changes on measurement attributes for main assets of the Company in report period or
not
□ Yes √No
(IV) Main overseas assets
□ Applicable √ Not applicable
V. Core competence analysis
(I)Brand capacity
The Company is one of the famous home appliances manufacturers in the PRC, owns several product lines
such as refrigerator, freezing box and air conditioner. Meiling refrigerator, the leading products of the Company
falls within the national inspection-free products and the first batch of national famous products. Meiling
trademark is listed as one of the most valuable brands in the PRC. The trademark ―Athena‖ in refrigerator, freezer
22
HEFEI MEILING CO., LTD. Annual Report 2014
(services) of the Company was recognized as the famous mark in Anhui Province. In 2014, the Company
publishing the CHiQ intelligent refrigerator and air-conditioner in succession create a high-end brand image,
ushered in a period of White goods intelligent. Meanwhile, re-shape brand image under the help of internet.
(II)Product capacity
The Company has been focusing on refrigerator industry for 30 years, launching hundreds of refrigerator products of different
types, including Athena series superior refrigerators, the coldest refrigerator across the world with the record of -192℃ and top
superior energy-saving refrigerator with daily electricity consumption of 0.21 degree and other products which represented the
industrial development trend. As for product quality, the Company owned advanced development and quality assurance systems, and
received certification of ISO9001 and ISO14000 from domestic and overseas authorities. The products of the Company have good
quality and reliable capacities. As for technology development, the Company owned national technology centers, and advanced core
technologies in energy-saving, air cooling, intelligence, frequency conversion and copious cooling. As for product
development, combine with technology development trend and characteristics of demand from upgrades in
consumers, the Company will focus on development of CHiQ intelligent products; the Company has many kinds
of intelligent refrigerators and AC in market. At the same time, put more efforts on converter technique and
products research; actively promote 0.1 degree frequency conversion products, which occupied a lot continuously
in market, the upgrade for product structure turns obviously. In addition, the Company will continue to improve
the product line of white appliance, create a comprehensive white appliance enterprise.
(III)Operation capacity
The Company carried out superior management activity and enhanced its fundamental management. The Company established
healthy internal control system, strengthened management control, promoted standardized management through information and
prevented operation risks. In 2014, the Company carried out enhancements in personnel, capital and materials; continues to hoisting
capacity of internal management, and enhance the competitiveness of enterprises.
(IV) Marketing capacity
The Company established healthy sales network and service system. Meanwhile, it established its business marketing model by
means of joint ventures. The Company continued to intensify construction of marketing team, and realized balanced development in
various channels including chain, wholesale and e-business, etc. also, construction of Changhong-Meiling outlet is being progressed
well, promote establishment of the experience store for intelligent products, more eyes on emerging electrical business channel.
Meanwhile, the Company expanded into overseas markets with products exported to more than 100 countries and regions around the
world.
VI. Investment analysis
(I)Situation of foreign equity investment
1. Situation of foreign investment
√ Applicable □Not applicable
Situation of foreign investment
Investment in the reporting
Investment in the same period of last year‘s (RMB) Changes (%)
(RMB)
23
HEFEI MEILING CO., LTD. Annual Report 2014
40,950,000 0 -
Situation of the invested company
Equity proportion in
Name Main business invested company for
Listed company (%)
Air-conditioner, washing machine, refrigerator,
Mianyang Meiling Software Direct and indirect
freezer etc. household appliances control, intelligent
Technology Co., Ltd. 100% shareholding
software R&D sales
Production of air-conditioner, refrigerator freezer,
heat pump, heater, air-conditioner fans, electric fans, Direct and indirect
Zhongshan Changhong Electronic
humidifier, electric heater and accessories of the 100%
Co., Ltd.
above products, domestic and foreign sales of the shareholding
products
Computer software and hardware development,
computer networking sales and undertakes, import
and export of cargo and technology (projects are
prohibited by law and regulations excluded,
restrained items should run with the permit),
advertisement design and production, design,
production and sales of pattern, development and
sales of household products, use the internet to sell
general merchandise, cloth, leatherwear, shoes and
hats, washing products, cosmetics, photographic
Sichuan Zhiyijia Network Direct 30%
equipment, toys, stereo system and equipment,
Technology Co., Ltd. shareholding
household appliances, electronics, communication
equipment and device, instrument, lamps,
electro-mechanical equipments and accessories,
machinery equipment and accessories, prepackaged
food, stationery, sports goods, hotel facilities, travel
and cultural goods, gold and silver, jewelry,
value-added telecom service (entrusted operation),
chemical materials and products (hazardous
chemical substance excluded), solar equipment and
class-I medical devices.
2. Holding equity of financial enterprise
Proportion Proportion
Initial Shares held Shares Book value Gains/losses
of shares of shares
investment at held at at in report Accounting
Name Type held at held at Resources
capital period-begin period-end period-end period items
period-begin period-end
(RMB) (Share) (Share) (RMB) (RMB)
(%) (%)
24
HEFEI MEILING CO., LTD. Annual Report 2014
Available
Huishang
Commercial for sale Initial
Bank Co., 5,000,000.00 10,737,573 0.0972% 10,737,573 0.0972% 5,000,000.00 1,675,061.39
bank financial investment
Ltd.
assets
Total 5,000,000.00 10,737,573 -- 10,737,573 -- 5,000,000.00 1,675,061.39 -- --
3. Security investment
□ Applicable √ Not applicable
No security investment in Period.
4. Explanation on equity of other listed company held
□ Applicable √ Not applicable
The Company had no equity of other listed company held in Period.
(II) Trust financing, derivative investment and trust loans
1. Trust financing
□ Applicable √ Not applicable
No trust financing in Period.
2. Derivative investment
√ Applicable □Not applicable
In 10 thousand Yuan
Amount
of Ratio of
reserve investment
Invest
for amount at
Whether ment Actual
Related Initial devaluat Investment period-end
related amoun gains/los
Operator relationsh Type investmen ion of amount at in net assets
trade or Start date End date t at ses in
ip t withdra period-end of the
not period period
wing Company at
-begin
(if period-end
applicab (%)
le)
Forward
Financial foreign
N/A No 5,019.93 2014-7-1 2015-12-31 0 N/A 13,319.93 3.87% 37.833
institution exchange
contract
Total 5,019.93 -- -- 0 13,319.93 3.87% 37.833
25
HEFEI MEILING CO., LTD. Annual Report 2014
Capital resource(if applicable) Self-owned capital
Lawsuit involved (if applicable) Not applicable
Disclosure date for approval from the
Board for investment of derivatives (if 2014-4-19
applicable)
Disclosure date for approval from board of
shareholders for investment of derivatives 2014-6-6
(if applicable)
Risk analysis:
1. Market risk: domestic and international economic situation changes may lead to exchange
rate fluctuations, forward foreign exchange transactions are under certain market risk.
Forward foreign exchange business is aiming to reducing impact on corporate profits by
foreign exchange settlement and sale prices, exchange rate fluctuations. The Company will
follow up the exchange fluctuation, on the basis of target rate determined from the business,
relying on the research of the foreign currency exchange rates, combined with prediction of
consignments, and burdening ability to price variations due to exchange rate fluctuations,
then determine the plan of forward foreign exchange contracts, and make dynamic
management to the business, to ensure reasonable profit level.
2. Liquidity risk: all foreign exchange transactions are based on a reasonable estimate of the
future import and export business, to meet the requirements of the trade authenticity. In
addition, forward foreign exchange transactions are processed with bank credit, will not
affect liquidity of company funds.
3. Bank default risk: if cooperative banks collapse within the contract time, the Company
Risk analysis and controlling measures for will not be able to transact the original foreign exchange contracts with contract price,
derivatives holdings in the Period which leads the risk of income uncertainty. So the Company chose Bank of China,
(including but not limited to market risk, Agricultural Bank of China, Industrial and Commercial Bank of China, China Construction
liquidity risk, credit risks, operation risk Bank and other Chinese Banks and part of the larger foreign Banks (such as Deutsche Bank,
and law risks etc.) UOB, Overseas Chinese Bank, HSBC, etc.) to conduct the trading of foreign exchange
capital. These banks share a solid strength and management whose failure and the risk of
loss may bring to the Company is very low.
4. Operational risk: improper operation of the person in charge of forward foreign exchange
transactions may cause related risk also. The Company has formulated related management
system which defines the operation process and responsibility to prevent and control risks.
5. The legal risks: unclear terms based in contract signed with banks for related transactions
may lead legal risks when forward foreign exchange transactions are processing. The
Company will strengthen legal review, and choose good bank to carry out this kind of
business as to risk control.
Control measures:
The 35th meeting of the 7th session of Board of Directors approved the "Forward Foreign
Exchange Trading System of Business Management of Meiling Co., LTD., Hefei. The
system clearly defines the main types of forward foreign exchange trading business,
operating principle, approval authority, management and internal operation process, etc.,
and raise request to the information isolation measures, internal risk system and risk
26
HEFEI MEILING CO., LTD. Annual Report 2014
treatment process, as well as information disclosure. At the same time, the system limits the
actual business as the background and risk avoiding as main purpose, also bans speculation
and arbitrage. The Company is in strict accordance with the system in the actual business to
strengthen the management of forward foreign exchange trading, prevent investment risks,
and ensure the security of assets.
The Company determines fair value in accordance with the Chapter VII ―Determination of
Fair Value‖ carried in the Accounting Standards for Business Enterprises No.22 -
Invested derivative products have changes Recognition and Measurement of Financial Instruments. Fair-value is basically obtained
in market price or fair value in the Period, according to prices offered by bank and other pricing services. While fair-value of
as for analysis of the fair value of derivatives is mainly obtained according to the balance between prices given by outstanding
derivatives, disclosed specific applied contracts and forward prices given by contracts signed during the reporting period with
methods and correlation assumption and bank. The differences are identified as trading financial assets and liabilities. During the
parameter setting reporting period, forward foreign exchange contracts and losses of the Company is
RMB378, 330.
Specific principle of the accounting policy
and calculation for derivatives in the
Not applicable
Period compared with last period in aspect
of major changes
After verification, independent directors considers that, during the period, within the
authorization from the general meeting and the Board, future exchange business of the
Company are strictly in line with the Memorandum No.26 in respect of Information
Disclosure Business – Derivative Investment issued by Shenzhen Stock Exchange, Article
of Association, Management Measures of Authorization, Management Method of Forward
Foreign Exchange Fund Transaction of Hefei Meiling Co., Ltd and relevant regulations. On
Special opinion on derivative investment the background of actual business, locking revenue and costs, to avoiding and preventing
and risk control by independent directors risks of exchange rate fluctuation. Aims at keeping a stable operation, the future exchange
business have closely related with the daily operation needs and benefit a lot in avoiding the
risks of exchange rate in front of the exportation and importation business, meet
requirement of operation development of the Company. There are no any speculative
operation and condition of relevant laws and regulations being violated, relevant business
implemented corresponding decision-making procedures, and interest of the Company and
whole shareholders are not being violated, minority shareholders in particular.
3. Trust loans
□ Applicable √ Not applicable
No trust loans in Period.
(III) Actual utilization of raised capitals
1. General utilization of raised capital
√ Applicable □Not applicable
In 10 thousand Yuan
27
HEFEI MEILING CO., LTD. Annual Report 2014
Total raised capitals 117,795.4320
Total raised capital invested in reporting period 2,906.1652
Total accumulative raised capital invested 87,711.0809
Total raised fund for changes its usage area in report
0
period
Total accumulative raised fund for changes its usage
0
area
Proportion of total transferred raised capitals (%) 0
Explanation on General usage of raised capital
In 2010, the Company implemented private placement of A-share, fund-raising amounting as 1199.99982 million Yuan in total, net
amount of fund-raising was 1177.95432 million Yuan after issuance cost 22.0455 million Yuan (underwriting and sponsor fee 20.5
million Yuan included) deducted.
In 2013, the three construction projects with fund-raising investment have completed and reaching the design capacity, that is
―Athena Luxury refrigerator production base‖, ―Freezer expansion project‖ and ―Expansion project of environmental and
energy-saving refrigerators‖, meanwhile, ―working capital supplementation‖ project implemented and recently, the Company has
no other projects that suitable for investment by fund-raising. According to the operation requirement of the Company, being
deliberated and approved by the Board, the supervisory committee and general meeting, balance of raising funds 284.440959
million Yuan (including interest 34.832977 million Yuan) up to 30 September 2013 and later interest are supplying the working
capital of the Company permanently. The Company actually withdrawal 289.091987 million Yuan for working capital
supplementation permanently up to 31 December 2014.
Up to the 31st of December 2014, the Company actually used 877,110,809 Yuan accumulatively in fund-raising, balance of
fund-raising accounting as 54,480,489 Yuan (including 314.0136 Yuan undrawn used for working capital supplementation, and
totally 5,134.0353 Yuan ready for contract payment and quality assurance). More details are:
Athena Luxury refrigerator production base project: total investment amounting to 528508471 Yuan in total after savings deducted.
Up to 31st of December 2014, the project accumulatively invested 503,274,202 Yuan, balance of fund-raising was 27,059,032
Yuan, including 25,234,269 Yuan ready for contract payment and quality assurance and 1,824,763 Yuan undrawn used for working
capital supplementation permanently.
Capacity expansion project for freezer: the project owns total investment of 251.883547 million Yuan after savings deducted. Up to
31 December 2014, the project have accumulative investment of 225,777,463Yuan, balance at fund-raising account was 27,421,457
Yuan, including amount ready for payment and quality assurance 26,106,084 Yuan and 1,315,373 Yuan without extract used for
supply current capital permanently.
2. Commitments of raised capital
□ Applicable √ Not applicable
Up to 30 September 2013, the three construction projects with fund-raising from private placement of A-share in
2010 have completed and reaching the design capacity, that is ―Athena Luxury refrigerator production base‖,
―Freezer expansion project‖ and ―Expansion project of environmental and energy-saving refrigerators‖,
meanwhile, ―working capital supplementation‖ project implemented.
3. Changes of raise capital projects
28
HEFEI MEILING CO., LTD. Annual Report 2014
□ Applicable √ Not applicable
The Company had no changes of raise capital projects.
(IV) Main subsidiary of the Company and stock jointly company analysis
√ Applicable □Not applicable
1. Subsidiary and stock jointly enterprise of the Company
29
HEFEI MEILING CO., LTD. Annual Report 2014
In RMB
Registered
capital (10 Operation income Operation profit
Name Type Industry Main products or service Total assets (RMB) Net assets (RMB) Net profit (RMB)
thousand (RMB) (RMB)
Yuan)
Zhongke Meiling
Low-temperature Subsidiar Manufacturi Deep-freeze refrigerator,
6,000 133,798,267.40 94,111,288.37 85,502,644.66 10,419,569.42 9,750,150.99
Technology Co., y ng icebox
Ltd.
Jiangxi Meiling Subsidiar Manufacturi Sales and production of
5,000 184,552,766.34 85,933,770.35 379,739,475.09 479,005.32 2,627,420.10
Electric Co., Ltd. y ng refrigerator
Mianyang Subsidiar Manufacturi Sales and production of
Meiling y ng refrigerator
10,000 132,675,425.27 98,095,915.17 236,444,799.18 -609,444.25 1,921,378.85
Refrigeration Co.,
Ltd.
Sichuan Subsidiar Manufacturi Sales and production of
Changhong y ng air-conditioner
20,000 1,587,626,586.10 571,845,934.26 3,165,177,421.56 108,315,011.61 94,573,038.52
Air-conditioner
Co., Ltd.
Zhongshan Subsidiar Manufacturi Sales and production of
Changhong y ng air-conditioner
12,000 545,102,328.51 152,877,471.52 835,760,752.72 7,667,342.42 8,497,470.08
Electronic Co.,
Ltd.
Hefei Meiling Subsidiar Manufacturi Sales of refrigeration
Electronic y ng appliance, air-conditioner, 5,500 658,222,535.67 -236,075,870.73 3,970,131,399.18 -105,014,009.04 -107,685,426.39
Appliance washing machine and
30
HEFEI MEILING CO., LTD. Annual Report 2014
Marketing Co., general merchandise
Ltd.
Manufacture of washing
machine, plastic products,
fine welded pipe, cooling
Hefei Meiling parts, package products and
Subsidiar Manufacturi
Group Holding decoration; sales of 8,000 167,615,936.26 55,235,984.30 386,240,986.98 10,528,250.94 12,009,718.78
y ng
Co., Ltd. self-production products and
raw materials, machinery
equipment, instruments and
general merchandise
31
HEFEI MEILING CO., LTD. Annual Report 2014
2. Explanation on subsidiary and stock jointly enterprise of the Company
More details of subsidiary and stock jointly enterprise of the Company found in Section XI. Note of financial
report.
3. Subsidiary obtained and disposed in reporting period
√ Applicable □Not applicable
Purpose of getting and treating The way of getting and treating Influence on overall product
Name of company
subsidiary in the reporting subsidiary in the reporting and performance
Strengthen the marketing
Purchasing equity from other
Guangxi Huidian Household channel management and adjust
shareholders, and comes to the No significant impact
Appliance Co., Ltd. equity of joint-venture
controlling shareholder
marketing company.
Strengthen the marketing
Xinxiang Meiling Appliance
channel management and Cancel for liquidation No significant impact
Marketing Co., Ltd.
integrated sales channel in area
Strengthen the marketing
Liu An Meiling Appliance
channel management and Cancel for liquidation No significant impact
Marketing Co., Ltd.
integrated sales channel in area
According to the need of
industrial distribution and
equity management, integrated
Hefei Meiling Environmental
Company‘s management Cancel for liquidation No significant impact
Packaging Materials Co., Ltd.
resources, improving
management efficiency and
saving management costs
According to the need of
industrial distribution and
equity management, integrated
Hefei Meiling Precision Pipe
Company‘s management Cancel due to merger No significant impact
Co., Ltd.
resources, improving
management efficiency and
saving management costs
(V) Major project with non raised fund
□ Applicable √ Not applicable
The company had no major projects invested by non-raised fund in the reporting period.
VII. Prediction of business performance from January –March 2015
Estimation on 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
32
HEFEI MEILING CO., LTD. Annual Report 2014
explanation on reason
□ Applicable √ Not applicable
VIII. Special purpose vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Prospect of future development
(I) Competition pattern and development trend
1. Industry competitiveness
Griming from the refrigerator industry, domestic sales of refrigerator has slipped in 2014, is expected to slide
a weak recovery in 2015. Regarding the scale is no longer growing, upgrading products remain the backbone of
industry; Refrigerator export steps into fiercer competition as chasing orders with lower price become normalized
strategy. While the market price war leads domestic air conditioning industry in a worsening competition situation
where stocks remain high, brands competition enhance, energy-saving, healthy, intelligent products gradually lead
the trend.
2. Intelligent home appliance era
With advent of the era of intelligence, specialization, household, network (Materials Network) intelligence
and co-ordination will lead popularity in electrical appliances products. The basic function of each household
appliances are required to be professional, high efficient, energy-saving and environmental; each home appliance
is required to harmonious and unified with household environment. The users prefer products performing better in
shape, material and color when choosing home appliance. In the tide of household Materials Network, Materials
Network is applied more and more in home appliance equipment; At the same time, all sorts of perception
technology development and application of pattern recognition (such as scene recognition), make the home
appliance equipment more humanized-service. Application based on the environmental trigger, application based
on situation trigger, and application based on user interactive is increasingly enriched; each intelligent electrical
appliances product is a set of capabilities carrier. In the proximal network, friends- finding, terminal operation
service identifying, all kinds of transmission management, interoperability across different operating systems,
exchanging information and services have become the development of the intelligent home appliance as a new
challenge.
3. Technical cooperation and integration become the norm
Competition in Intelligence era is not only single products‘ competition, is not only the manufacturers‘
competition, but competition between ecological. Therefore, participation in the development of related standards,
joining corresponding industry alliance, carrying out corresponding technical integration, have become important
future development ability.
(II) Development strategy
33
HEFEI MEILING CO., LTD. Annual Report 2014
1. Strategic thinking
During the reporting period, the Company implements the strategy innovation, transformation and upgrading.
On guidance of thought of intelligence, we upgraded the original strategy of "Double Three" to "Double Three
and One Heart‖. One Heart refers the intelligent products while Double Three refers core strategies in product,
talent and cost leadership, as well as important strategies in market, brand and internationalization. By stages of
the "Ability to Release", "Build Key Ability", "Brand", we strive to build four abilities in brand, product,
operation and marketing, promoting the comprehensive competition, finally realize "Meiling Dream".
2. Implement path
Ability to release: we are going on by arranging management idea, optimizing organization structure,
building performance culture to release capacity fully. In aspect of marketing, we are keeping the strong-arm
reaction and preparedness to work hard, emphasizing the standardization of the business and process. In aspect of
technology, we are resuming combing technology strategy and product planning and technical ability layout thus
releases the product competitiveness. Operations management follows up performance culture set-up, organization
and business processes streamline, strengthen basic management thus release efficiency.
Rebuild core ability: we have to speed up improvement on ability in promoting terminal marketing, product
competition ability, and comprehensive operation ability to do matting for the branding ability.
Branding ability: we must be an enterprise with strong branding first if Meiling wants to become China's
leading, world-class, respected home appliance enterprise. Brand construction have to go through more relatively
longer cycle and element which requires osmosis of products and operations management supported by tension
from inside to outside, and the social impact of the enterprise.
(III) Business plan
1. Management goal
In 2015, the Company will strive for a breakthrough in operating income under the leadership of the Board of
Directors of 12 billion Yuan, achieving a year-on-year growth of no less than 15% in net profit attributable to the
parent company.
2. Operation policy
"Product Leadership, Sales Transformation, Management Efficiency" are management policies for 2015.
Products Leadership: products must be transformed to high-end products. We must continue to adhere to
intelligence and frequency conversion, establish leading edge in intelligent product market, further promote
research and development, promotion and technical updates on intelligent product. Increase research and
development and marketing of 0.1 degrees precision frequency conversion technology, keep the leading position.
Strengthen product planning target, insist on differentiation to high-end, series to mid-range, and generalization to
low-end.
34
HEFEI MEILING CO., LTD. Annual Report 2014
Sales transformation: we must promote terminal retail to promote sales, enhance marketing, operating and
terminal sales ability, emphasis on market position for refrigerator, steady growth for freezer and fast growth for
washing machine; Air conditioning will focus on markets and resources, exploring new business growth point,
grasping the development trend, innovating business mode; Continue to build core customers overseas, try to
station overseas institutions, increase the independent brand sales overseas. The Company will actively explore
cooperation with electric business platform.
Management Efficiency: we must adhere to the performance culture, the three-way to ascend, promote the
existing projects, and improve internal capabilities.
3. Marketing strategy
First of all, we must introduce market innovation of "Seeking Size for Overseas, Seeking Profit for
Domestic"; secondly, attach great importance to the emerging business channels on basis of solid domestic
traditional channels.
(1) Refrigerators, freezers, washing machines
Domestic market: we must adhere to principle of "Fine Products, Active Channels, Strong Operation,
Extraordinary Team" to improve product competition ability, operation management and terminal sales ability,
emphasizes the market position for refrigerators, moderate growth for freezers, and rapid growth for washing
machine.
Overseas market: we must adhere to dual-core strategy for export products (cost leadership strategy for
mainstream homogeneity product and differentiation strategy for inadequate competition product), to improve
performance for homogeneity, improve technology and process design for differentiation product. We have
marketing idea of never wasting an opportunity to rapid growth, gathering the mainstream market, and improving
customer satisfaction.
(2) Air conditioning
We must adhere to principle of ―Build Market, Adjust Structure, Strengthen Ability" to improve sales
structure, to lay solid foundation for air-conditioning market, to improve marketing ability, and to support the
Company's 2015 transformation and upgrading.
The above business plan, management goal does not mean earnings forecast for 2015. All the realization
depends on market conditions, management team effort level and other factors. There are a lot of uncertainties.
Investors pay special attention, please.
(IV) Risks and countermeasures the Company may face
In future, the Company will face a grim situation of macroeconomic growth, cold industry, increased
competition, labor tension, human resources costs rising sharply, and crashes from new business models and
internet.
35
HEFEI MEILING CO., LTD. Annual Report 2014
1. Cross-boundary impact from internet
With the arrival of the Internet era and the smart times, the new business models and new product form
emerge in endlessly, the Internet era pursues the user experience and rapid response, the traditional industries and
even the emerging industries which cannot keep up with the trend of times may easily be replaced or even to be
overturned. The new game rules have brought strong senses of crisis and urgency.
2. Industry competition further aggravates, impact by the cline of whole industry
In recent years, the brand pattern of both the domestic and abroad appliances industry has been undergoing
major upheaval and adjustment, the brands and enterprises do not take the initiative to keep up with the changing
situations would be eliminated. The era of rapid growth in the whole industry has gone, and now it has entered the
era of micro-growth or decline, the industry has entered a phase of aggressive growth. The severe industry
competition may result in the irrational market competition and bring business risks to the enterprises.
3. Labor shortage in workman, soaring labor cost
The demographic advantage of China is gradually weakening, the shortage of labor resources becomes more
and more severe, and the insufficient front-line operatives has brought great challenges to the labor-intensive
enterprises like the home appliance industry, increased the difficulty of production organization, increased the
manufacturing costs, and reduced the Company's profit margins. The labor resources are becoming a major
bottleneck to restrict the development of the industry.
Faced with the above risks, on the one hand, the Company will improve the risk awareness, overall arrange
the products, technologies, and markets in advance, transform the products to be high-end and intelligent, adhere
to two product strategies - intelligence and frequency conversion, enrich the product line, and create a
comprehensive white enterprise; promote the technological innovation, strengthen the research and development
to intelligence, frequency conversion, air-cooling and copious cooling technologies; attach importance to the
development of overseas markets which have great potential for the future development, and actively explore the
construction of own brand in overseas markets; improve the human resource planning. On the other hand, the
company will carry out the management principle of "product leader, sales transformation, management
efficiency" under the leadership of the Board and the guidelines of "Meiling Dream", take globalization as a
platform, take intelligence and frequency transformation as a breakthrough, constantly improve the management
and technological innovation, and strengthen the cooperation with others to achieve the healthy and sustainable
development of the Company.
X. Explanation on ―Modified Auditor’s Report‖ from the Board and Supervisory Committee
□ Applicable √ Not applicable
XI. Explanation on changes in aspect of accounting policy, accounting estimation and
calculation method, compare with last year’s financial report
(I)Changes of accounting policies
36
HEFEI MEILING CO., LTD. Annual Report 2014
1. The reasons and basis for the changes
In order to improve the transparency of the quality of enterprise financial statements and the accounting
information, since January 26, 2014, the Ministry of Finance has revised and newly issued "Accounting Standards
for Business Enterprises No. 2 - Long-term Equity Investments", "Accounting Standards for Business Enterprises
No. 9 - Employee Remuneration", " Accounting Standards for Business Enterprises No. 30 - Presentation of
Financial Statements ", " Accounting Standards for Business Enterprises No. 33 - Consolidated Financial
Statements ", "Accounting Standards for Business Enterprises No. 39 - Fair Value Measurements ", "Accounting
Standards for Business Enterprises No. 40 - Joint Venture Arrangement" and "Accounting Standards for Business
Enterprises No. 41 - Disclosure of Interests in Other Entities", and requires all the enterprises implementing the
accounting standards to execute since July 1, 2014.
On June 20, 2014, the Ministry of Finance revised the "Accounting Standards for Business Enterprises No.
37 - Presentation of Financial Instruments", which requires the enterprises implementing the accounting standards
to present the financial instruments in the financial reports of 2014 and the subsequent periods in accordance with
the requirements of the accounting standards.
On July 23, 2014, the Ministry of Finance released the decision of revising ―Accounting Standards for
Business Enterprises - Basic Standards", which requires the enterprises implementing the accounting standards to
execute since the release date.
According to the regulations and requirements of the Ministry of Finance, the company needs to change the
original accounting policies accordingly and carry out the above-mentioned new accounting standards since 1 July
2014.
2. The accounting policies adopted before change and adopts after change
(1) The accounting policies before change
Before the change, the Company implemented "Accounting Standards for Business Enterprises - Basic
Standards", 38 specific accounting standards, accounting standards application guide, accounting standards
interpretations and other relevant provisions issued by the Ministry of Finance on February 15, 2006. Meanwhile,
the Company established its own accounting policies and accounting system in accordance with the relevant
regulations and requirements of the Ministry of Finance.
(2) The accounting policies after change
After the change, the company has implemented the above-mentioned eight new accounting standards since
July 1, 2014 according to the relevant regulations and requirements of the Ministry of Finance, and the company
has revised the existing accounting policies and accounting system in accordance with the provisions and
requirements. As for the standards not covered by the revision, the company still implements the relevant
accounting standards, accounting standards application guide, accounting standards interpretations and other
relevant provisions issued by the Ministry of Finance on February 15, 2006.
3. The specific circumstances of the accounting policy change and the impact on the company
37
HEFEI MEILING CO., LTD. Annual Report 2014
(1)The relevant circumstances of carrying out "Accounting Standards for Business Enterprises No. 2 -
Long-term Equity Investments"
According to the provisions of "Accounting Standards for Business Enterprises No. 2 - Long-term Equity
Investments", the company does not take the equity investments that don‘t have control, joint control or
significant influence and are not quoted in an active market and the fair value cannot be reliably measured as the
long-term equity investments to apply to "Accounting Standards for Business Enterprises No. 22 - Financial
Instruments Recognition and Measurement", but calculates it as the available-for-sale financial assets measured by
the cost, and adjusts it by the retroactive adjustment method. The specific adjustment items are as follows:
①Consolidated statement
2013-12-31
Item of balance sheet Unit (Yuan)
Before the adjustment Adjustment amount After the adjustment
Available for sale financial assets - 6,500,000.00 6,500,000.00
Long-term equity investment 29,495,387.39 -6,500,000.00 22,995,387.39
② Parent statement
2013-12-31
Unit (Yuan)
Item of balance sheet
Before the
Adjustment amount After the adjustment
adjustment
Available for sale financial - 5,000,000.00 5,000,000.00
assets
Long-term equity investment 796,879,895.59 -5,000,000.00 791,879,895.59
The above-mentioned accounting policy changes only have an effect on the amount in the report forms of
"available-for-sale financial assets" and "long-term equity investments", but have no impact on the Company‘s
total assets, total indebtedness, net assets and net profits in 2013 and the current period.
(2)The relevant circumstances of carrying out "Accounting Standards for Business Enterprises No. 9 -
Employee Remuneration"
According to the provision of "Accounting Standards for Business Enterprises No. 9 - Employee
Remuneration" revised by the Ministry of Finance, the short-term profit-sharing plan should be regarded as a part
of the short-term remuneration, the liabilities should be confirmed according to the amount actually incurred and
reckoned in the current profits and losses in the accounting period that the employee provides services when
satisfying the obligation of payment caused by the past events and the amount can be reliably measured. The
Company's annual performance incentive funds belong to the short-term profit-sharing plan, the company‘s
former accounting policies allow to draw the performance incentive funds of the current year from the pre-tax
expenses of the next year in advance according to "The Annual Performance Incentive Fund Implementation
38
HEFEI MEILING CO., LTD. Annual Report 2014
Programs of Hefei Meiling Co. Ltd." (Hereinafter referred to as "Incentive Plan") approved in the second general
meeting of shareholders in 2012. In accordance with the revised "Accounting Standards for Business Enterprises
No. 9 - Employee Remuneration", it is changed to be that the performance incentive funds of the current year are
drawn from the pre-tax expenses of the current year. The relevant clauses of the former "Incentive Plan" are
needed to be supplemented on account of the accounting policy changes.
The payment cycle of the annual performance incentive funds involved in "Incentive Plan" of the Company
is less than 12 months which belongs to "short-term profit-sharing plan" and is not applicable for retroactive
adjustment method. Therefore, this accounting policy will not affect the company's annual financial statements
in/before 2013 after the change; as the first year for adjustment, the pre-tax expenses in 2014 should bear 2013
annual performance incentive funds of 26,357,500 Yuan paid in 2014 (According to the former accounting policy)
and 2014 annual performance incentive funds of 32,186,723.32 Yuan (according to the new accounting policy),
total two periods of incentive funds.
(3) The implementation of " Accounting Standards for Business Enterprises No. 30 - Presentation of
Financial Statements ", " Accounting Standards for Business Enterprises No. 33 - Consolidated Financial
Statements ", "Accounting Standards for Business Enterprises No. 39 - Fair Value Measurements ", "Accounting
Standards for Business Enterprises No. 40 - Joint Venture Arrangement" and "Accounting Standards for Business
Enterprises No. 41 - Disclosure of Interests in Other Entities".
The financial statement presentation, the consolidated financial statements, the fair value measurement, the
joint venture arrangement, and the matters related to the rights and interests of other entities in the financial
statements of 2013 and the current period have been checked and disclosed according to the provisions of the
above standards, the above accounting policy changes have no effect on the company‘s annual financial situation,
business performance and cash flows of 2013.
(II)Changes of accounting estimate
Main accounting estimate of the Company has no change in the Period
XII. Explanation on major accounting error correction that needs retroactive re-statement in
reporting period
□ Applicable √ Not applicable
No particular about major accounting errors correction that needs retroactive re-statement for the Company in the
reporting.
XIII. Explanation on changes of consolidation range, compare with last year’s financial report
√ Applicable □Not applicable
During the reporting period, the thirty-second meeting of the seventh board of directors convoked on January
20, 2014 agreed the Company and the Company's subsidiary - Mianyang Meiling Refrigeration Co., Ltd. to jointly
invest and establish Mianyang Meiling Software Technology Co. Ltd. (hereinafter referred to as "Meiling
Software Company"), which has completed the business registration on January 24, 2014, the Company directly
39
HEFEI MEILING CO., LTD. Annual Report 2014
and indirectly holds 100% stock rights of Meiling Software Company, so it is incorporated into the Company's
consolidated financial statements.
Also, Xinxiang Meiling Appliance Marketing Co., Ltd. and Lu'an Hefei Meiling Appliance Marketing Co.,
Ltd. invested and held by the Company‘s subsidiary - Hefei Meiling Marketing Co., Ltd. has completed the
liquidation and cancellation of registration, they are no longer included in the consolidated financial statements.
Refer to "(c) Changes in the consolidation scope of the current consolidated financial statements" in "V. Business
combination and consolidated financial statements" of "Section XI Financial Report" in this report for the details.
XIV. Profit distribution and dividend payout
(I) Formulation, implementation or adjustment of profit distribution plan, cash dividend in particular, in reporting period
√ Applicable □Not applicable
In reporting period, in line with relevant laws, regulations and the Company Law, Securities Laws, the
―Further Strengthening the Protection of Legal Interest for Small Investors in Capital Market‖ (Guo Ban Fa [2013]
No. 110 issued by General Office of the State Council and ―Regulatory Guidelines for Listed Companies No.3 –
Cash bonus‖ (CSRC Announcement [2013] No, 43 issued by CSRC, combined with real condition of the
Company, further to standardized cash bonus for listed company and enhance transparency of the cash bonus,
better to protect the interest of the investors, minority investors in particular, being approved by 36th meeting of
7th session of the Board and Annual General Meeting of 2013, content of the profit distribution policy clauses in
Article of Association are been revised and improved on June 5th 2014. The revised profit distribution policy is
better for achieving the reasonable investment return for investors and for the sustainable development of the
Company. All content of the whole Article of Association of Hefei Meiling Co., Ltd. revised are released on
appointed medial Juchao Website htpp://www.cninfo.com.cn dated June 6th 2014.
The Company exercise profit distribution policy by strictly in line with the Article of Association,
formulation and execution for the cash bonus policy are compliance with regulation of Article of Association and
requirement of the resolution by general meeting. Bonus standards and proportion are clear, relevant
decision-making procedures are perfected, obligations for independent directors are well-defined and plays a
corresponding role in it, the minority shareholders owes opportunity for expressing an opinions and demands, and
legal interest of the minority are protected greatly.
The Company implemented profit distribution plan for year of 2013 in the Period, that is based on total
763,739,205 shares dated December 31st 2013, distribute RMB 0.6 (tax included) to all shareholders for every
10-share held, amounting RMB 45,824,352.30 distributed in total.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement of
Y
Article of Association (Y/N):
Well-defined and clearly dividend standards and
Y
proportion (Y/N):
40
HEFEI MEILING CO., LTD. Annual Report 2014
Completed relevant decision-making process and
Y
mechanism (Y/N):
Independent directors perform duties completely and play
Y
a proper role (Y/N):
Minority shareholders have opportunity to express
opinions and demands totally and their legal rights are Y
fully protected (Y/N):
Condition and procedures are compliance and transparent
while the cash bonus policy adjusted or changed Y
(Y/N):
(II) Profit distribution pre-plan/plan and Capitalizing of common reserve pre-plan/plan of the Company in latest
three year (including reporting period)
1. Profit distribution plan for year of 2012
Distribute 0.5 Yuan (tax included) in cash for every 10 shares held by all shareholders of the Company based
on total share capital 763,739,205 shares dated 31 December 2012, cash dividend of 38,186,960.25 Yuan was
distributed in total.
2. Profit distribution plan for year of 2013
Distribute 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the Company based
on total share capital 763,739,205 shares dated 31 December 2013, cash dividend of 45,824,352.30 Yuan was
distributed in total.
3. Profit distribution plan for year of 2014
Distribute 0.6 Yuan (tax included) in cash for every 10 shares held by all shareholders of the Company based
on total share capital 763,739,205 shares dated 31 December 2013, cash dividend of 45,824,352.30 Yuan was
distributed in total.
The pre-plan had been deliberated and approved by the board of directors, and it need to be submitted the
annual shareholders‘ general meeting of 2014 for its consideration.
(III)Cash dividend in latest three years
In RMB
Net profit attributable Ratio in net profit
Amount for to shareholder of attributable to
Cash repurchase Proportion of cash
cash dividend listed company in shareholder of listed
Years for distribution reckoned into cash repurchase reckoned
distributed (tax consolidation company in
bonus into cash bonus
included) statement for year of consolidation
distribution statement (%)
2014 45,824,352.30 294,508,518.37 15.56% — —
41
HEFEI MEILING CO., LTD. Annual Report 2014
2013 45,824,352.30 274,068,195.60 16.72% — —
2012 38,186,960.25 192,197,887.93 19.87% — —
（IV）The Company earns in reporting period, and parent company has no cash dividend plan proposed thought
retained profit is positive
□ Applicable √ Not applicable
XV. Profit distribution plan and capitalizing of common reserves plan for the Period
Bonus shares for every 10-share (Share) 0
Dividends for every 10-share (RMB) (Tax
0.6
included)
Shares added for every 10-share base (Share) 0
Equity base of distribution plan (Share) 763,739,205
Total cash dividend(RMB) (Tax included) 45,824,352.30
Distributable profits (RMB) 197,589,333.51
Ratio of cash dividend in total profit distribution
100%
(%)
Cash dividend policy:
Other
Detail explanation on profit distribution or capitalization from capital public reserve
In accordance with the auditing of ShineWing Certified Public Accountants (LLP), the individual
statements of the parent company have achieved net profits of 219,543,703.90 Yuan in 2014. According to the
relevant regulations, after the parent company‘s statements withdrawing the statutory surplus reserve of
21,954,370.39 Yuan, adding the undistributed profits of 615,672,089.65 Yuan in the beginning of the year, and
deducting the annual profits of 45,824,352.30 Yuan distributed in 2013, the parent company‘s individual
statements has accumulated the undistributed profits of 767,437,070.86 Yuan in 2014. In 2014, the parent
company‘s individual statements have accomplished the profits available for distribution of 197,589,333.51
Yuan
According to the relevant laws and regulations and the provisions of "Articles of Association" and
considering the interests of the shareholders and the company's long-term development needs, the board of
directors approved the company to distribute the cash bonus of 0.6 Yuan per 10 stocks (including tax) to all
shareholders on the basis of the general capital of 763,739,205 stocks of December 31, 2014, totally the cash
bonus 45,824,352.30 Yuan has been distributed (Including tax, the cash bonus accounts for 23.19% of the profit
available for distribution in the individual statements of the parent company in the current year). After the
distribution, the total share capital of the company keeps the same, accumulates the remaining undistributed
profits of 721,612,718.56 Yuan which is to be distributed annually after carry-over.
42
HEFEI MEILING CO., LTD. Annual Report 2014
This plan has been considered and passed by the board of directors, and needs to be submitted to 2014
annual general meeting of the company for deliberation.
XVI. Social responsibility
□ Applicable √ Not applicable
(I)The listed company and subsidiaries is in the range of heavy pollution industry that regulated by State
environment protection departments
□Yes √ No
(II) The listed company and subsidiaries owes other major social safety issues
□Yes √ No
(III)Administrative penalty occurred in reporting period
□Yes √ No
XVII. Registration of research, communication and interview in reporting period
Main information
Date Place Way Type objects discussed and
material provided
Operation of the
Conference room Institut
2014-1-17 Field research E&B Assets Management Co., Ltd. Company, no
of the Company e
materials provided
Changjiang Securities, Caitong Operation of the
Conference room Institut
2014-1-21 Field research Securities, ICBC Credit Suisse Asset Company, no
of the Company e
Management materials provided
Operation of the
Conference room Institut
2014-1-24 Field research CITIC Securities Company, no
of the Company e
materials provided
Minsen Investment, SWS Research, Operation of the
Conference room Institut
2014-2-11 Field research Orient Securities Asset Management, Company, no
of the Company e
Changsheng Fund Management materials provided
Changjiang Securities, China Southern
Asset Management, ABC-CA Fund Operation of the
Conference room Institut
2014-2-14 Field research Management, BOCAM Schroders Company, no
of the Company e
Fund Management, HFT Investment materials provided
Management
43
HEFEI MEILING CO., LTD. Annual Report 2014
China Investment Securities, Guotai
Junan Securities, China Merchants
Fund Management, Taikang Asset
Operation of the
Conference room Institut Management, Sinolink Securities,
2014-2-18 Field research Company, no
of the Company e Haitong Securities, Shanghai
materials provided
Entertainment Holding Co., Ltd.,
GTJA Allianz Funds Management,
Anbang Asset Management
Operation of the
Conference room Institut
2014-5-13 Field research Bohai Securities, SMC China Fund Company, no
of the Company e
materials provided
Operation of the
Conference room Institut
2014-5-15 Field research GF Securities Company, no
of the Company e
materials provided
Sinolink Securities, ABC-CA Fund
Management, BOCAM Schroders
Operation of the
Conference room Institut Fund Management, China Bodao
2014-5-27 Field research Company, no
of the Company e Capital, Beijing Jiahuiying Investment
materials provided
Management (limited partnership),
Harvest Fund Management
Operation of the
Conference room Institut
2014-6-18 Field research GF Securities, Huabao Investment Company, no
of the Company e
materials provided
Operation of the
Conference room Institut Changjiang Securities, GTJA Allianz
2014-6-24 Field research Company, no
of the Company e Funds
materials provided
Operation of the
Conference room Institut
2014-8-19 Field research Great Wall Securities Company, no
of the Company e
materials provided
Operation of the
Conference room Institut Sinolink Securities, Huabao
2014-9-3 Field research Company, no
Investment, UBS SDIC
of the Company e
materials provided
Operation of the
Conference room Institut Essences Securities, Zhong Ou Asset
2014-12-12 Field research Company, no
Management
of the Company e
materials provided
Reception (times) 14
44
HEFEI MEILING CO., LTD. Annual Report 2014
Number of hospitality 42
Number of individual reception 0
Number of other reception 0
Disclosed, released or let out major undisclosed
No
information
45
HEFEI MEILING CO., LTD. Annual Report 2014
Section V. Important Events
I. Material lawsuits and arbitration
□ Applicable √ Not applicable
(I)No material lawsuits and arbitration in this Period
(II)Other part of lawsuits and arbitration of the Company for the Period
To maintain the independence and completeness of the trade mark and trade name Meiling, following the
principle of centralized management and unified use of trade mark and trade name, the Company detailed combed
and thoroughly checked the situation left over by history in which the use the trademark and trade name are
permitted before the acquisition of 100% property rights of Hefei Meiling Group Holdings co., LTD. (hereinafter
referred to as the Meiling Group), and made some progress. As at the end of the disclosure date in the Period, the
litigation and arbitration Meiling brand involved is in the progress as follows:
1. The case of a subsidiary company named Hefei Meiling Group taking an action to Hefei Meiling
Household Appliances co., LTD for dissolving the Trademark License Agreement signed before had ended, and
with one agreement that the Article IV. ―Licensing Term‖ of the Trademark License Agreement signed between
the Meiling Group and Hefei Meiling Household Appliances co., LTD dated 20 January 2003 will change to
December 31st 2015 from December 31st 2032. More details of the case can be found in relevant notice (Notice
No.: 2012-052) released on 20 December 2012. In view of the bad influence on Meiling due to the report from
CCTV, that is collected results by State Supervisory Sampling Inspection of product quality under the name of
Hefei Meiling Small Appliances are unqualified. The Company has instructed Meiling Group to release the
Trademark License Agreement‖ signed with the Small Appliances since March 16th 2015.
2. A total of six corporations including Meiling Group and Hefei Meiling Communication Technology Co.,
Ltd., Hefei Meiling Environmental Protection Equipment Co., Ltd., Hefei Meiling Vehicle Industry Co., Ltd.,
Hefei Meiling Electrical Appliances Co., Ltd., Hefei Meiling Electrical Cabinets Limited Liability Company,
Hefei Meiling Security Products Co., Ltd., dismissed "The Right To Use The Trademark License Agreement"
which previously signed and requested payment of trademark royalties. This case has been submitted to Hefei
Arbitration Committee for arbitration. In the Period, six arbitration cases Hefei Arbitration Committee preceded
have been concluded. "Trademark Licensing Agreement" signed with the preceding six companies have no longer
entitled to use the "Meiling" and related trademarks. The first quarterly report of 2014 disclosed the specific
circumstances detailed in April 19, 2014 and the half-annual report of 2014 disclosed on 12 August in the relevant
circumstances.
46
HEFEI MEILING CO., LTD. Annual Report 2014
II. Questions by media
√ Applicable □Not applicable
Questions by media Date of disclosure Index of disclosure
Medias reported the intelligent products that
released by the Company, and aim at part of the
reports, the Company published the Explanation
on Intelligent Products from the Board and Juchao Website:
Clarification Announcement for explanation and http://www.cninfo.com.cn
19 Feb. 2014, 25 Feb.
clarification on intelligent products and part of the No.: 2014-005
and 25 March
media reports on information disclosure media No.: 2014-008
appointed by the Company dated 19 February No.: 2014-014
2014, 25 February 2014 and 25 March 2014
respectively in order to made clear conditions of
intelligent products for the investors
III. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
In 10 thousand Yuan
Disclosure date for specific approval
2015-3-26
opinion on fund occupation from CPA
Juchao website: www.cninfo.com.cn-- Specific Explanation on Non-operational fund
Disclosure index for specific approval
occupation from controlling shareholders and its related party for year of 2014 of Hefei
opinion on fund occupation from CPA
Meiling Co., Ltd.
No non-operational fund occupation from controlling shareholders and its related party in period.
IV. Bankruptcy reorganization
□Applicable √ Not applicable
No bankruptcy reorganization in Period.
V. Assets transaction
(I) Acquisition of assets
□ Applicable √ Not applicable
No acquisition of assets in Period.
(II) Assets sold
□ Applicable √ Not applicable
No assets sold in Period.
47
HEFEI MEILING CO., LTD. Annual Report 2014
(III) Enterprise combination
□ Applicable √ Not applicable
No enterprise combination in Period.
VI. Implementation and its influence of equity incentive plan
□ Applicable √ Not applicable
No implementation of equity incentive plan in Period.
VII. Material related transaction
(I) Related transaction with daily operation concerned
√ Applicable □Not applicable
48
HEFEI MEILING CO., LTD. Annual Report 2014
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(www.cninfo.
Huayi the
Commodity Marketing 53,639 53,639 Bank 2014-3-28,2 com.cn)
2 Compresso same Compressor etc. 7.26% -
purchased price .11 .11 acceptance 014-6-6 No.:2014-015,
r Co., Ltd. controll
2014-016,
ing
2014-018,201
shareho
4-034
lder
and
ultimat
49
HEFEI MEILING CO., LTD. Annual Report 2014
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
Mold controll Commodity Marketing 35,062 35,062 Bank 2014-3-28,2 com.cn)
3 Plastic products etc. 4.74% -
Plastic ing purchased price .48 .48 acceptance 014-6-6 No.:2014-015,
Tech. Co., shareho 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri Juchao
se Website
control
Sichuan (www.cninfo.
under
Changhong Commodity Marketing 18,969 18,969 Bank 2014-3-28,2 com.cn)
4 the Door shell, baseboard etc. 2.57% -
Jijia Fine purchased price .79 .79 acceptance 014-6-6 No.:2014-015,
same
Co., Ltd. 2014-016,
controll
2014-018,201
ing
4-034
shareho
lder
50
HEFEI MEILING CO., LTD. Annual Report 2014
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Commodity Marketing 4,691. 4,691. Bank 2014-3-28,2 com.cn)
5 Package Packing case, printed matter etc. 0.63% -
ing purchased price 01 01 acceptance 014-6-6 No.:2014-015,
Printing
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other Juchao
enterpri Website
Sichuan
se
Changhong (www.cninfo.
control
Precision Commodity Marketing Bank 2014-3-28,2 com.cn)
6 under PCB etc. 590.14 590.14 0.08% -
Electronics purchased price acceptance 014-6-6 No.:2014-015,
the
Tech. Co., 2014-016,
same
Ltd. 2014-018,201
controll
4-034
ing
51
HEFEI MEILING CO., LTD. Annual Report 2014
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
New controll Commodity Marketing Spot 2014-3-28,2 com.cn)
7 Battery 69.59 69.59 0.01% -
Energy ing purchased price exchange 014-6-6 No.:2014-015,
Technolog shareho 2014-016,
y Co., Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Sichuan Juchao
enterpri
Liyuan Website
se 2014-3-28,2
Electronic Commodity Marketing Spot (www.cninfo.
8 control Transformer and filter 919.33 919.33 0.12% - 014-6-6,
Co., Ltd. of purchased price exchange com.cncn)
under 2014-10-18
081 No.:2014-015,
the
Electronic 2014-016,
same
52
HEFEI MEILING CO., LTD. Annual Report 2014
Group controll 2014-018,201
ing 4-034,
shareho 2014-061,201
lder 4-064
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Mianyang same Spot (www.cninfo.
Hongrun controll Commodity Marketing 1,159. 1,159. exchange, 2014-3-28,2 com.cn)
9 Conductor line etc. 0.16% -
Electronic ing purchased price 66 66 Bank 014-6-6 No.:2014-015,
Co., Ltd. shareho acceptance 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Guangdong Juchao
enterpri
Changhong Commodity Marketing Spot 2014-3-28,2 Website
10 se Foam pieces etc. 83.52 83.52 0.01% -
Electronics purchased price exchange 014-6-6 (www.cninfo.
control
Co., Ltd. com.cn)
under
53
HEFEI MEILING CO., LTD. Annual Report 2014
the No.:2014-015,
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Zhongshan
same (www.cninfo.
Guanghong
controll Commodity Marketing Spot 2014-3-28,2 com.cn)
11 Mold Plastic parts 10.84 10.84 0.00% -
ing purchased price exchange 014-6-6 No.:2014-015,
Technolog
shareho 2014-016,
y Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Sichuan Other
Commodity Marketing Bank 2014-3-28,2 Juchao
12 Hongyu enterpri Radiator 56.80 56.80 0.01% -
purchased price acceptance 014-6-6 Website
Metal se
54
HEFEI MEILING CO., LTD. Annual Report 2014
Manufactur control (www.cninfo.
e Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Commodity Printed board, remote control and Marketing 3,854. 3,854. Bank 2014-3-28,2 com.cn)
13 Electronic 0.52% -
ing purchased transformer price 88 88 acceptance 014-6-6 No.:2014-015,
Devices
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
55
HEFEI MEILING CO., LTD. Annual Report 2014
Other
enterpri
se
control
under Juchao
the Website
Mianyang same (www.cninfo.
Hongfa controll Commodity Marketing Spot 2014-3-28,2 com.cn)
14 Hand piece 244.46 244.46 0.03% -
Technolog ing purchased price exchange 014-6-6 No.:2014-015,
y Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
Juchao
se
Website
control
under (www.cninfo.
Sichuan the com.cncn)
2014-3-28,2
Jiahong same Commodity Marketing Spot No.:2014-015,
15 Bonsai 74.89 74.89 0.01% - 014-6-6,
Industrial controll purchased price exchange 2014-016,
2014-10-18
Co., Ltd. ing 2014-018,201
shareho 4-034,
lder 2014-061,201
and 4-064
ultimat
e
56
HEFEI MEILING CO., LTD. Annual Report 2014
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Changhong controll Commodity Marketing Spot 2014-3-28,2 com.cn)
16 Air conditioning components 2.29 2.29 0.00% -
Power Co., ing purchased price exchange 014-6-6 No.:2014-015,
Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
enterpri
Website
se
control (www.cninfo.
Sichuan Spot
under com.cncn)
Changhong exchange ,Co 2014-3-28,2
the Commodity Marketing 9,819. 9,819. No.:2014-015,
17 Xinrui Air conditioning components 1.33% mmercial - 014-6-6,
same purchased price 97 97 2014-016,
Technolog acceptance 2014-10-18
controll 2014-018,201
y Co., Ltd settlement
ing 4-034,
shareho 2014-061,201
lder 4-064
and
57
HEFEI MEILING CO., LTD. Annual Report 2014
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Commodity Marketing Spot 2014-3-28,2 com.cn)
18 Lighting Air conditioning components 2.57 2.57 0.00% -
ing purchased price exchange 014-6-6 No.:2014-015,
Technolog
shareho 2014-016,
y Co.,Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri Juchao
se Website
Sichuan control (www.cninfo.
Hongwei under Commodity Marketing Spot 2014-3-28,2 com.cn)
19 Air conditioning components 3.72 3.72 0.00% -
Technolog the purchased price exchange 014-6-6 No.:2014-015,
y Co., Ltd. same 2014-016,
controll 2014-018,201
ing 4-034
shareho
58
HEFEI MEILING CO., LTD. Annual Report 2014
lder
and
ultimat
e
controll
er
Control
Juchao
ling
Website
shareho
Sichuan Spot (www.cninfo.
lder
Changhong Marketing 138,28 138,28 exchange, 2014-3-28,2 com.cn)
20 and Sales of goods Air-conditioner 12.85% -
Electric price 2.94 2.94 Bank 014-6-6 No.:2014-015,
ultimat
Co., LTD acceptance 2014-016,
e
2014-018,201
controll
4-034
er
Juchao
Control Website
ling
(www.cninfo.
Sichuan shareho
com.cncn)
Changhong lder 2014-3-28,2
Marketing Spot No.:2014-015,
21 Electronics and Sales of goods Air-conditioner -4.87 -4.87 0.00% - 014-6-6,
price exchange 2014-016,
Group Co., ultimat 2014-10-18
2014-018,201
Ltd. e
4-034,
controll
er 2014-061,201
4-064
Sichuan Other Juchao
Changhong enterpri Marketing 2,315. 2,315. Bank 2014-3-28,2 Website
22 Sales of goods Color plate 0.22% -
Jijia Fine se price 69 69 acceptance 014-6-6 (www.cninfo.
Co., Ltd. control com.cn)
59
HEFEI MEILING CO., LTD. Annual Report 2014
under No.:2014-015,
the 2014-016,
same 2014-018,201
controll 4-034
ing
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same Spot (www.cninfo.
Mold controll Marketing 9,854. 9,854. exchange, 2014-3-28,2 com.cn)
23 Sales of goods Air-conditioner, color masterbatch 0.92% -
Plastic ing price 84 84 Bank 014-6-6 No.:2014-015,
Tech. Co., shareho acceptance 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Sichuan Other Spot
24 Sales of goods Air-conditioner Marketing 244.06 244.06 0.02% - 2014-3-28,2 Juchao
CCO enterpri exchange,
60
HEFEI MEILING CO., LTD. Annual Report 2014
Display se price Bank 014-6-6 Website
Technolog control acceptance (www.cninfo.
y Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll
2014-018,201
ing
4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Mianyang the Website
LJY same Spot (www.cninfo.
Commerce controll Air-conditioner, refrigerator, Marketing 1,056. 1,056. exchange, 2014-3-28,2 com.cn)
25 Sales of goods 0.10% -
-Trading ing freezer and washing machine price 07 07 Bank 014-6-6 No.:2014-015,
Chain Co., shareho acceptance 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
61
HEFEI MEILING CO., LTD. Annual Report 2014
Other
enterpri
se
control
under Juchao
the Website
Changhong
same (www.cninfo.
(Hong
controll Refrigerator , Marketing 21,723 21,723 Spot 2014-3-28,2 com.cn)
26 Kong) Sales of goods 2.02% -
ing Air-conditioner price .05 .05 exchange 014-6-6 No.:2014-015,
Trading
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
Juchao
se
Website
control
under (www.cninfo.
Sichuan
the com.cncn)
Changhong Commercial 2014-3-28,2
same Marketing 6,463. 6,463. No.:2014-015,
27 Xinrui Sales of goods Semi-finished products 0.60% acceptance - 014-6-6,
controll price 63 63 2014-016,
Technolog settlement 2014-10-18
ing 2014-018,201
y Co., Ltd
shareho 4-034,
lder 2014-061,201
and 4-064
ultimat
e
62
HEFEI MEILING CO., LTD. Annual Report 2014
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Hongwei controll Marketing Spot 2014-3-28,2 com.cn)
28 Sales of goods Semi-finished products 0.86 0.86 0.00% -
Technolog ing price exchange 014-6-6 No.:2014-015,
y Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se Juchao
control Website
Sichuan under (www.cninfo.
Hongxin the Marketing Spot 2014-3-28,2 com.cn)
29 Sales of goods Air-conditioner 36.78 36.78 0.00% -
Software same price exchange 014-6-6 No.:2014-015,
Co., Ltd. controll 2014-016,
ing 2014-018,201
shareho 4-034
lder
and
63
HEFEI MEILING CO., LTD. Annual Report 2014
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Chongqing
same Spot (www.cninfo.
Hong Life
controll Marketing exchange, 2014-3-28,2 com.cn)
30 Commerce Sales of goods Air-conditioner、Refrigerator 89.66 89.66 0.01% -
ing price Bank 014-6-6 No.:2014-015,
-Trading
shareho acceptance 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri Juchao
se Website
control (www.cninfo.
Huayi
under Marketing Bank 2014-3-28,2 com.cn)
31 Compresso Sales of goods Air-conditioner 227.52 227.52 0.02% -
the price acceptance 014-6-6 No.:2014-015,
r Co., Ltd.
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
64
HEFEI MEILING CO., LTD. Annual Report 2014
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
New controll Marketing Spot 2014-3-28,2 com.cn)
32 Sales of goods Air-conditioner 1.02 1.02 0.00% -
Energy ing price exchange 014-6-6 No.:2014-015,
Technolog shareho 2014-016,
y Co., Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
enterpri
Website
Changhong se
(www.cninfo.
Electric control Marketing Spot 2014-3-28,2
33 Sales of goods Refrigerator 553.78 553.78 0.05% - com.cn)
(Australia) under price exchange 014-6-6
No.:2014-015,
Co., Ltd. the
2014-016,
same
2014-018,201
controll
65
HEFEI MEILING CO., LTD. Annual Report 2014
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Marketing Spot 2014-3-28,2 com.cn)
34 Package Sales of goods Air-conditioner 138.50 138.50 0.01% -
ing price exchange 014-6-6 No.:2014-015,
Printing
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Sichuan Juchao
enterpri
Changhong Website
se Marketing Spot 2014-3-28,2
35 Minsheng Sales of goods Air-conditioner 54.25 54.25 0.01% - (www.cninfo.
control price exchange 014-6-6
Logistic com.cn)
under
Co., Ltd. No.:2014-015,
the
66
HEFEI MEILING CO., LTD. Annual Report 2014
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan
the Website
Service
same (www.cninfo.
Exp.
controll Marketing Spot 2014-3-28,2 com.cn)
36 Appliance Sales of goods Air-conditioner 936.78 936.78 0.09% -
ing price exchange 014-6-6 No.:2014-015,
Service
shareho 2014-016,
Chain Co.,
lder 2014-018,201
Ltd.
and 4-034
ultimat
e
controll
er
Other
Sichuan Spot Juchao
enterpri Marketing 2014-3-28,2
37 Changhong Sales of goods Air-conditioner 4.10 4.10 0.00% exchange, - Website
se price 014-6-6
Power Co., Bank (www.cninfo.
control
67
HEFEI MEILING CO., LTD. Annual Report 2014
Ltd. under acceptance com.cn)
the No.:2014-015,
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
Gerun controll Marketing Spot 2014-3-28,2 com.cn)
38 Sales of goods Waste materials 805.44 805.44 0.07% -
Renewable ing price exchange 014-6-6 No.:2014-015,
Resources shareho 2014-016,
Co., Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Sichuan Other
39 Sales of goods Air-conditioner Marketing 3.28 3.28 0.00% Spot - 2014-3-28,2 Juchao
Changhong enterpri
68
HEFEI MEILING CO., LTD. Annual Report 2014
Network se price exchange 014-6-6 Website
Technolog control (www.cninfo.
y Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll
2014-018,201
ing
4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Chengdu
same (www.cninfo.
Changhong
controll Marketing Spot 2014-3-28,2 com.cn)
40 Electronic Sales of goods Air-conditioner 741.20 741.20 0.07% -
ing price exchange 014-6-6 No.:2014-015,
Technolog
shareho 2014-016,
y Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
69
HEFEI MEILING CO., LTD. Annual Report 2014
Other
enterpri
se
control
under Juchao
the Website
Hefei same (www.cninfo.
Changhong controll Marketing Bank 2014-3-28,2 com.cn)
41 Sales of goods Packing box 296.92 296.92 0.03% -
Industrial ing price acceptance 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se
control Juchao
under Website
Zhongshan
the (www.cninfo.
Guanghong
same Marketing Spot 2014-3-28,2 com.cn)
42 Mold Sales of goods Refrigerant 18.74 18.74 0.00% -
controll price exchange 014-6-6 No.:2014-015,
Technolog
ing 2014-016,
y Co., Ltd.
shareho 2014-018,201
lder 4-034
and
ultimat
e
70
HEFEI MEILING CO., LTD. Annual Report 2014
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Marketing Spot 2014-3-28,2 com.cn)
43 Electronic Sales of goods Air-conditioner 0.85 0.85 0.00% -
ing price exchange 014-6-6 No.:2014-015,
Devices
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se Juchao
control Website
Guangdong under (www.cninfo.
Changhong the Marketing Spot 2014-3-28,2 com.cn)
44 Sales of goods Air-conditioner 1.36 1.36 0.00% -
Electronics same price exchange 014-6-6 No.:2014-015,
Co., Ltd. controll 2014-016,
ing 2014-018,201
shareho 4-034
lder
and
71
HEFEI MEILING CO., LTD. Annual Report 2014
ultimat
e
controll
er
Other
enterpri
se
control Juchao
under Website
the (www.cninfo.
Sichuan
same com.cncn)
Changhong 2014-3-28,2
controll Marketing Spot No.:2014-015,
45 Internation Sales of goods Air-conditioner 485.53 485.53 0.05% - 014-6-6,
ing price exchange 2014-016,
al Hotel 2014-10-18
shareho 2014-018,201
Co., Ltd.
lder 4-034,
and 2014-061,201
ultimat 4-064
e
controll
er
Other Juchao
enterpri Website
se
(www.cninfo.
Sichuan control
2014-3-28,2 com.cncn)
Huafeng under Marketing Spot
46 Sales of goods Air-conditioner 1.11 1.11 0.00% - 014-6-6, No.:2014-015,
Corp. the price exchange
2014-10-18 2014-016,
Group same
2014-018,201
controll
4-034,
ing
shareho 2014-061,201
72
HEFEI MEILING CO., LTD. Annual Report 2014
lder 4-064
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Chengdu
same (www.cninfo.
Changhong
controll Marketing Spot 2014-3-28,2 com.cn)
47 Minsheng Sales of goods Air-conditioner 17.84 17.84 0.00% -
ing price exchange 014-6-6 No.:2014-015,
Logistic
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
enterpri
Website
Guangyuan se
2014-3-28,2 (www.cninfo.
Hongcheng control Marketing Spot
48 Sales of goods Air conditioning components 0.05 0.05 0.00% - 014-6-6, com.cncn)
Industrial under price exchange
2014-10-18 No.:2014-015,
Co., Ltd. the
2014-016,
same
2014-018,201
controll
73
HEFEI MEILING CO., LTD. Annual Report 2014
ing 4-034,
shareho 2014-061,201
lder 4-064
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Guangyuan the Website
Changhong same (www.cninfo.
Mold controll Marketing Spot 2014-3-28,2 com.cn)
49 Sales of goods Air-conditioner 0.38 0.38 0.00% -
Plastic ing price exchange 014-6-6 No.:2014-015,
Tech. Co., shareho 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
Sichuan enterpri
Website
Changhong se Rent to the Workshop Bank 2014-3-28,2
50 Workshop lease 66.82 66.82 1.90% - (www.cninfo.
Jijia Fine control related party lease contract acceptance 014-6-6
com.cn)
Co., Ltd. under
No.:2014-015,
the
74
HEFEI MEILING CO., LTD. Annual Report 2014
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
BVCH same (www.cninfo.
Optronics controll Rent to the Spot 2014-3-28,2 com.cn)
51 Freight elevator lease Lease contract 6.37 6.37 0.05% -
(Sichuan) ing related party exchange 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Guangdong Juchao
enterpri Rent to the Spot 2014-3-28,2
52 Changhong Part of office building for rent Lease contract 79.37 79.37 0.56% - Website
se related party exchange 014-6-6
Electronics (www.cninfo.
control
75
HEFEI MEILING CO., LTD. Annual Report 2014
Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Guangdong same (www.cninfo.
Changhong controll Rent to the Spot 2014-3-28,2 com.cn)
53 Two living quarters lease Lease contract 47.30 47.30 0.33% -
Electronics ing related party exchange 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Zhongshan Other
54 Rent to the Two living quarters lease Lease contract 6.65 6.65 0.05% Spot - 2014-3-28,2 Juchao
Guanghong enterpri
76
HEFEI MEILING CO., LTD. Annual Report 2014
Mold se related party exchange 014-6-6 Website
Technolog control (www.cninfo.
y Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll
2014-018,201
ing
4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Guangdong
same (www.cninfo.
Changhong
controll Rent to the Spot 2014-3-28,2 com.cn)
55 Electric Two living quarters lease Lease contract 7.42 7.42 0.05% -
ing related party exchange 014-6-6 No.:2014-015,
Technolog
shareho 2014-016,
y Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
77
HEFEI MEILING CO., LTD. Annual Report 2014
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Rent to the Spot 2014-3-28,2 com.cn)
56 Package Warehouse rental Lease contract 0.89 0.89 0.01% -
ing related party exchange 014-6-6 No.:2014-015,
Printing
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se
control Juchao
Sichuan under Website
Changhong the (www.cninfo.
Workhouse,
Mold same Rent to the Bank 2014-3-28,2 com.cn)
57 Workhouse rental, Warehouse Lease contract 182.13 182.13 1.29% -
Plastic controll related party acceptance 014-6-6 No.:2014-015,
rental
Tech. Co., ing 2014-016,
Ltd. shareho 2014-018,201
lder 4-034
and
ultimat
e
78
HEFEI MEILING CO., LTD. Annual Report 2014
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Rent to the Part of office building for rent, Spot 2014-3-28,2 com.cn)
58 Minsheng Lease contract 5.06 5.06 0.04% -
ing related party two living quarters exchange 014-6-6 No.:2014-015,
Logistic
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se Juchao
control Website
Sichuan under (www.cninfo.
Hongwei the Rent to the Spot 2014-3-28,2 com.cn)
59 Two living quarters lease Lease contract 0.94 0.94 0.01% -
Technolog same related party exchange 014-6-6 No.:2014-015,
y Co., Ltd. controll 2014-016,
ing 2014-018,201
shareho 4-034
lder
and
79
HEFEI MEILING CO., LTD. Annual Report 2014
ultimat
e
controll
er
Control
Juchao
ling
Website
shareho
Sichuan (www.cninfo.
lder
Changhong Rent from the Assets lease Spot 2014-3-28,2 com.cn)
60 and Office lease 780.93 780.93 5.52% -
Electric related party contract exchange 014-6-6 No.:2014-015,
ultimat
Co., LTD 2014-016,
e
2014-018,201
controll
4-034
er
Other
enterpri
se
control
under Juchao
the Website
same (www.cninfo.
Beijing
controll Rent from the Assets lease Bank 2014-3-28,2 com.cn)
61 Technolog Office lease 35.65 35.65 0.25% -
ing related party contract acceptance 014-6-6 No.:2014-015,
y Co., Ltd.
shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
80
HEFEI MEILING CO., LTD. Annual Report 2014
Juchao
Control Website
ling
(www.cninfo.
Sichuan shareho
com.cncn)
Changhong lder 2014-3-28,2
Rent from the Assets lease Spot No.:2014-015,
62 Electronics and Staff quarters lease 0.77 0.77 0.01% - 014-6-6,
related party contract exchange 2014-016,
Group Co., ultimat 2014-10-18
2014-018,201
Ltd. e
4-034,
controll
er 2014-061,201
4-064
Control
Juchao
ling
Website
shareho
Sichuan (www.cninfo.
lder
Changhong Purchase of Line body transformation, project Marketing Bank 2014-3-28,2 com.cn)
63 and 656.91 656.91 6.90% -
Electric fixed assets development price acceptance 014-6-6 No.:2014-015,
ultimat
Co., LTD 2014-016,
e
2014-018,201
controll
4-034
er
Other
enterpri Juchao
se Website
Sichuan control (www.cninfo.
Hongxin under Purchase of Software development, system Marketing Bank 2014-3-28,2 com.cn)
64 97.36 97.36 1.02% -
Software the fixed assets optimization price acceptance 014-6-6 No.:2014-015,
Co., Ltd. same 2014-016,
controll 2014-018,201
ing 4-034
shareho
81
HEFEI MEILING CO., LTD. Annual Report 2014
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Mianyang same (www.cninfo.
Hongfa controll Purchase of Marketing Spot 2014-3-28,2 com.cn)
65 Machinery equipment 96.58 96.58 1.01% -
Technolog ing fixed assets price exchange 014-6-6 No.:2014-015,
y Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
Sichuan enterpri
Website
Changhong se
(www.cninfo.
Gerun control Sales of fixed Marketing Spot 2014-3-28,2
66 Disposal of assets 77.56 77.56 0.81% - com.cn)
Renewable under assets price exchange 014-6-6
No.:2014-015,
Resources the
2014-016,
Co., Ltd. same
2014-018,201
controll
82
HEFEI MEILING CO., LTD. Annual Report 2014
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
Mold controll Sales of fixed Marketing Spot 2014-3-28,2 com.cn)
67 Disposal of assets 3.99 3.99 0.04% -
Plastic ing assets price exchange 014-6-6 No.:2014-015,
Tech. Co., shareho 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Sichuan Juchao
enterpri Spot
Changhong Website
se Receiving labor Transportation, storage, loading Marketing 40,088 40,088 exchange, 2014-3-28,2
68 Minsheng 25.72% - (www.cninfo.
control services and unloading price .68 .68 Bank 014-6-6
Logistic com.cn)
under acceptance
Co., Ltd. No.:2014-015,
the
83
HEFEI MEILING CO., LTD. Annual Report 2014
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan
the Website
Service
same Spot (www.cninfo.
Exp.
controll Receiving labor Marketing 13,455 13,455 exchange, 2014-3-28,2 com.cn)
69 Appliance After-sales maintenance fee etc. 8.64% -
ing services price .37 .37 Bank 014-6-6 No.:2014-015,
Service
shareho acceptance 2014-016,
Chain Co.,
lder 2014-018,201
Ltd.
and 4-034
ultimat
e
controll
er
Control
Sichuan Spot Juchao
ling Receiving labor Information system services, Marketing 2,433. 2,433. 2014-3-28,2
70 Changhong 1.56% exchange, - Website
shareho services marketing fee, installation fee price 76 76 014-6-6
Electric Bank (www.cninfo.
lder
84
HEFEI MEILING CO., LTD. Annual Report 2014
Co., LTD and acceptance com.cn)
ultimat No.:2014-015,
e 2014-016,
controll 2014-018,201
er 4-034
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Hongwei controll Receiving labor Marketing Spot 2014-3-28,2 com.cn)
71 Project cooperation development 118.62 118.62 0.08% -
Technolog ing services price exchange 014-6-6 No.:2014-015,
y Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other Juchao
enterpri Website
Guangdong se (www.cninfo.
Changhong control Receiving labor Marketing Spot 2014-3-28,2 com.cn)
72 Network services fees 6.69 6.69 0.00% -
Electronics under services price exchange 014-6-6 No.:2014-015,
Co., Ltd. the 2014-016,
same 2014-018,201
controll 4-034
85
HEFEI MEILING CO., LTD. Annual Report 2014
ing
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
Sichuan the Website
Changhong same (www.cninfo.
Mold controll Receiving labor Marketing Bank 2014-3-28,2 com.cn)
73 New consumables fees 4.46 4.46 0.00% -
Plastic ing services price acceptance 014-6-6 No.:2014-015,
Tech. Co., shareho 2014-016,
Ltd. lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
Juchao
Sichuan enterpri
2014-3-28,2 Website
Jiahong se Receiving labor Marketing Spot
74 Advertising fees 145.62 145.62 0.09% - 014-6-6, (www.cninfo.
Industrial control services price exchange
2014-10-18 com.cncn)
Co., Ltd. under
No.:2014-015,
the
86
HEFEI MEILING CO., LTD. Annual Report 2014
same 2014-016,
controll 2014-018,201
ing 4-034,
shareho 2014-061,201
lder 4-064
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Changhong controll Receiving labor Marketing Spot 2014-3-28,2 com.cn)
75 Equipment repair 0.72 0.72 0.00% -
Jijia Fine ing services price exchange 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Sichuan Other
2014-3-28,2 Juchao
Changhong enterpri Receiving labor Marketing Spot
76 Outdoor activities cose 3.37 3.37 0.00% - 014-6-6, Website
Internation se services price exchange
2014-10-18 (www.cninfo.
al Travel control
87
HEFEI MEILING CO., LTD. Annual Report 2014
Agency under com.cncn)
Co., Ltd. the No.:2014-015,
same 2014-016,
controll 2014-018,201
ing 4-034,
shareho
2014-061,201
lder
4-064
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Guangdong same (www.cninfo.
Changhong controll Providing fuel Marketing Spot 2014-3-28,2 com.cn)
77 Water, electricity 77.55 77.55 0.01% -
Electronics ing and power price exchange 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Guangdong Other
78 Providing fuel Water, electricity Marketing 0.64 0.64 0.00% Spot - 2014-3-28,2 Juchao
Changhong enterpri
88
HEFEI MEILING CO., LTD. Annual Report 2014
Electric se and power price exchange 014-6-6 Website
Technolog control (www.cninfo.
y Co., Ltd. under com.cn)
the No.:2014-015,
same 2014-016,
controll
2014-018,201
ing
4-034
shareho
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan
same (www.cninfo.
Changhong
controll Providing fuel Marketing Spot 2014-3-28,2 com.cn)
79 Minsheng Water, electricity 6.85 6.85 0.00% -
ing and power price exchange 014-6-6 No.:2014-015,
Logistic
shareho 2014-016,
Co., Ltd.
lder 2014-018,201
and 4-034
ultimat
e
controll
er
89
HEFEI MEILING CO., LTD. Annual Report 2014
Other
enterpri
se
control
under Juchao
Sichuan
the Website
Service
same (www.cninfo.
Exp.
controll Providing fuel Marketing Spot 2014-3-28,2 com.cn)
80 Appliance Water, electricity 0.11 0.11 0.00% -
ing and power price exchange 014-6-6 No.:2014-015,
Service
shareho 2014-016,
Chain Co.,
lder 2014-018,201
Ltd.
and 4-034
ultimat
e
controll
er
Other
enterpri
se
control Juchao
under Website
Zhongshan
the (www.cninfo.
Guanghong
same Providing fuel Marketing Spot 2014-3-28,2 com.cn)
81 Mold Water, electricity 1.17 1.17 0.00% -
controll and power price exchange 014-6-6 No.:2014-015,
Technolog
ing 2014-016,
y Co., Ltd.
shareho 2014-018,201
lder 4-034
and
ultimat
e
90
HEFEI MEILING CO., LTD. Annual Report 2014
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Changhong controll Providing fuel Marketing Spot 2014-3-28,2 com.cn)
82 Water, electricity, gas 31.61 31.61 0.00% -
Jijia Fine ing and power price exchange 014-6-6 No.:2014-015,
Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri
se Juchao
Sichuan control Website
Changhong under (www.cninfo.
Mold the Providing fuel Marketing Spot 2014-3-28,2 com.cn)
83 Water, electricity, gas 626.22 626.22 0.06% -
Plastic same and power price exchange 014-6-6 No.:2014-015,
Tech. Co., controll 2014-016,
Ltd. ing 2014-018,201
shareho 4-034
lder
and
91
HEFEI MEILING CO., LTD. Annual Report 2014
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
Sichuan same (www.cninfo.
Hongwei controll Providing fuel Marketing Spot 2014-3-28,2 com.cn)
84 Water, electricity 0.17 0.17 0.00% -
Technolog ing and power price exchange 014-6-6 No.:2014-015,
y Co., Ltd. shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Other
enterpri Juchao
se Website
control (www.cninfo.
Sichuan
under Accepting fuel Marketing 1,462. 1,462. Spot 2014-3-28,2 com.cn)
85 Changhong Energy 0.20% -
the and power price 25 25 exchange 014-6-6 No.:2014-015,
Co., Ltd.
same 2014-016,
controll 2014-018,201
ing 4-034
shareho
92
HEFEI MEILING CO., LTD. Annual Report 2014
lder
and
ultimat
e
controll
er
Other
enterpri
se
control
under Juchao
the Website
same (www.cninfo.
Huayi
controll Accepting fuel Compressed air fees, electricity Marketing Spot 2014-3-28,2 com.cn)
86 Compresso 69.84 69.84 0.01% -
ing and power fees price exchange 014-6-6 No.:2014-015,
r Co., Ltd.
shareho 2014-016,
lder 2014-018,201
and 4-034
ultimat
e
controll
er
Total 383,99
-- -- -- -- -- -- --
9.84
Detail of sales return with major amount involved Not applicable
Essentiality and persistence of related trade, as well as reason for choosing trading 1. To ensure the company‘s normal production and management and save the costs, the related
with related parties (not other traders in market) transactions between the Company and its subsidiaries and Changhong Group and its subsidiaries are
the continuous and regular related transactions between the Company and its subsidiaries and
93
HEFEI MEILING CO., LTD. Annual Report 2014
Changhong Group and its subsidiaries. Combined with the actual situation, the company carries out the
related transactions by abiding by the principle of equality, voluntariness, equivalent and paid
marketization, ensures the independence of the listed companies, and meets the company's management
and development.
2. The related transactions between the Company and its subsidiaries and Sichuan Changhong and its
subsidiaries are the continuous and regular related transactions between the Company and Sichuan
Changhong and its subsidiaries, which ensures the normal production and management, save the costs,
reduce the costs and lift the efficiency by the related transactions of front-end mating, engineering
equipments, spare parts, tooling, leases, software services, selling the air conditioners via its sales
platform, outsourcing logistics services and after-sales services so as to ensure the company‘s normal
daily operations. The related transactions are carried out under the principle of marketization.
3. The compressor is an important component of the refrigerators and freezers. Considering the
performance, quality, price, services, transportation and other aspects, the Company has been selecting
the compressor from Huayi Compressor Co., Ltd. and its subsidiaries in recent years. In addition,
because the plant of the Company's subsidiary - Jiangxi Meiling is adjacent to the plant of Huayi
Compressor, Jiangxi Meiling will purchase the compressed air system, lease the automatic fire
extinguishing system, and accept the logistics services from Huayi Compressor in order to save the
costs.
The above daily related transactions are continuous and regular, the stable cooperative partnership has
been established with the other party as a result of the long-term cooperation, and the transaction price
Impact on individuality of listed companies from related trade is the marketing price, the trading volume is calculated according to the actual amount and based on the
equality and mutual benefits, and the pricing is fair, which doesn‘t harm the interests of the listed
company, and will neither significantly impact the company‘s financial situation and operating results
at the current period and in the future nor influence the independence of the Company.
94
HEFEI MEILING CO., LTD. Annual Report 2014
Dependence on related parties from the Company, as well as related measurements (if Due to the related transaction amount between the company and related party takes a very small
applicable) proportion of the similar transaction amounts, and the transactions are handled via the market principles
like open tendering, so the company is independent on the related party.
Being deliberated and approved by annual shareholders general meeting of 2013 and the 8th Board of
Directors on 3rd, the daily related transaction amount for year of 2014 was estimated as:
1. It is estimated that the related transaction amount resulted by purchasing goods from Changhong
Group and its holding subsidiary by the Company and subsidiary for year of 2014 was RMB
122,000,000 at most (tax-excluded), actually RMB 69,454,500 occurred in reporting period
(tax-excluded).
2. It is estimated that the related transaction amount resulted by purchasing commodity, receiving labor
services and leasing from Changhong Group and its holding subsidiary by the Company and subsidiary
for year of 2014 was RMB 168,000,000 at most (tax-excluded), actually RMB 109,639,400 occurred in
reporting period (tax-excluded).
3. It is estimated that the related transaction amount resulted by purchasing goods (including door shell
Report the actual implementation of the daily related transactions which were and plastic products etc.) and providing fuel and power to Sichuan Changhong and its subsidiary by the
projected about their total amount by types during the reporting period (if applicable) Company for year of 2014 was RMB 1200 million at most (tax-excluded), actually RMB 759,710,300
occurred in reporting period (tax-excluded).
4. It is estimated that the related transaction amount resulted by purchasing goods (including
compressor purchased etc.) from Huayi Compressor and its subsidiary by the Company for year of 2014
was RMB 800 million at most (tax-excluded), actually RMB 536,391,100 occurred in reporting period
(tax-excluded).
5. It is estimated that the related transaction amount resulted by purchasing or selling equipment,
software, maintenance and spare parts and molds etc. from Sichuan Changhong and its subsidiary by
the Company for year of 2014 was RMB100 million at most (tax-excluded), actually RMB 9,324,100
occurred in reporting period (tax-excluded).
6. It is estimated that the related transaction amount resulted by purchasing goods from and providing
fuel and power to Sichuan Changhong and its subsidiary by the Company for year of 2014 was RMB
95
HEFEI MEILING CO., LTD. Annual Report 2014
2100 million at most (tax-excluded), actually RMB 1,781,502,200 occurred in reporting period
(tax-excluded).
7. It is estimated that the related transaction amount resulted by providing fuel and power and service to
Huayi Compressor and its subsidiary by the Company for year of 2014 was RMB 2.6 million at most
(tax-excluded), actually RMB 698,400 occurred in reporting period (tax-excluded).
8. It is estimated that the related transaction amount resulted by leasing business from Sichuan
Changhong and its subsidiary by the Company for year of 2014 was RMB 50 million at most
(tax-excluded), actually RMB 12,195,300 occurred in reporting period (tax-excluded).
9. It is estimated that the related transaction amount from domestic finished goods logistic business
outsourcing to Sichuan Changhong Minsheng Logistic Co., Ltd. by the Company for year of 2014 was
RMB 500 million at most (tax-excluded), actually RMB 400,886,800 occurred in reporting period
(tax-excluded).
10. It is estimated that the related transaction amount from after sales service of domestic goods
outsourcing to Sichuan Service Exp. Appliance Service Chain Co., Ltd. by the Company for year of
2014 was RMB 150 million at most (tax-excluded), actually RMB 134,553,700 occurred in reporting
period (tax-excluded).
11. It is estimated that the related transaction amount resulted by accepting other service and labor
service etc. or providing other service and labor service etc. to Sichuan Changhong and its subsidiary by
the Company for year of 2014 was RMB 90 million at most (tax-excluded), actually RMB 25,642,600
occurred in reporting period (tax-excluded).
Reasons for major differences between trading price and market reference price Not applicable
96
HEFEI MEILING CO., LTD. Annual Report 2014
(II)Related transactions with Finance Company
1. Related transactions about the ―Financial Service Agreement‖ signed between the Company and Sichuan
Changhong Group Finance Co., Ltd.
To broaden the financing channels and reduce the financing costs and financial costs, the Company convoked
the thirtieth meeting of the seventh Board of Directors on 17th, October, 2013 and the third extraordinary general
meeting of the seventh Board of Directors on 7th, November, 2013, and agreed the Company to sign a three-year
Financial Services Agreement with Sichuan Changhong Group Finance Co., Ltd. (hereinafter referred to as
"Changhong Finance Company"). In January 2014, the Company received the 2013 Annual Audit Report from
Changhong Finance Company, which was audited by Shine Wing CPAs (LLP.), who has the securities and
futures-related business qualifications.2013 annual basic index of Changhong Finance Company met the
requirements of the "Management Approaches for the Finance Companies of the Enterprise Group" issued by the
China Banking Regulatory Commission and the relevant regulations of Shenzhen Stock Exchange, no case that
needed to start the risk disposition plan as ruled in ―Risk disposition plan about the loans and deposits financial
services of Sichuan Changhong Group Finance Company‖ has occurred, the Company shall carry out the deposits
and loans business in accordance with the "Financial Services Agreement" signed with Changhong Finance
Company, continued to do the risk management to the deposit and loan businesses with Changhong Finance
Company funds between risk management, regularly carried out the special risk assessments, and timely
performed the information disclosure obligations in accordance with the relevant regulations. For details, please
refer to the relevant announcement (No.:2013-045, No.:2013-046, No.:2013-048, No.:2013-053, No.:2014-003)
and half-annual report 2014 disclosed at Securities Times, China Securities Journal, Hong Kong Commercial
Daily and www.cninfo.com.cn on 18 October 2013, 8 November 2013, 25 January 2014 and 12 August 2014.
2. Related transactions between the Company and Changhong Finance Company
According to the three-year Financial Services Agreement that the Company signed with Changhong Finance
Company, Changhong Finance Company should provide a range of financial services within its business scope in
accordance with the requirements of the Company and its subsidiaries, including but not limited to deposit
services, settlement services, loan services, bill discounting services, guarantees and other businesses approved by
the China Banking Regulatory Commission. Related transactions between the Company and Changhong Finance
Company in the half year of 2014 are as follows:
Up to 31st of December 2014, the Company has opened financial business as savings, note drawing and
notes discounted with Changhong Finance Company. The Company and its subordinate company owns
1,040,209,426.68 Yuan savings in Changhong Finance Company, takes 19.92% of the deposit taking balance in
Changhong Finance Company without 30% occupied, notes drawing was 258,631,647.68 Yuan and notes
discounted as 210,940,218.46 Yuan. More details are:
97
HEFEI MEILING CO., LTD. Annual Report 2014
Interest and
Balance
commission
at Balance at
Name Increase in the year Decrease in the year charge
year-begi year-end received or
n paid
I. Savings in
Changhong Group 0 5,281,195,692.45 4,240,986,265.77 1,040,209,426.68 3,684,014.13
Finance Company
II. Borrowings
from Changhong
0 - - - -
Group Finance
Company
1.Short-term loans 0 - - - -
2.Long-term loans 0 - - - -
III. Other financial
0 - - - -
business
1.notes
0 299,070,930.94 40,439,283.26 258,631,647.68 -
drawing
2.notes
0 838,494,865.43 627,554,646.97 210,940,218.46 6,980,216.15
discounted
3. other - - - - -
(III) Related transaction arising from assets acquisition and sold
□ Applicable √ Not applicable
The Company has no material related transaction of jointly foreign investment occurred in reporting period
(IV) Material related transaction of jointly foreign investment
□ Applicable √ Not applicable
The Company and controlling shareholder Sichuan Changhong jointly invested and set up Sichuan Zhiyijia
Network Technology Co., Ltd, more details can be seen in VI ―Other related transudations‖ in the section.
(V) Connect of related liability and debt
√ Applicable □Not applicable
Whether has non-operational contact of related liability and debts or not
□Yes √ No
No non-operational contact of related liability or debts in Period.
98
HEFEI MEILING CO., LTD. Annual Report 2014
Balance at Amount in the
Whether has Balance at
period-begin Period (10
Serial Related party Relationship Debtor-creditor type Causes non-business capital period-end (10
(10 thousand thousand
occupying or not thousand Yuan)
Yuan) Yuan)
Sichuan Changhong Controlling shareholder and Claim receivable Operational contact of related
1 No 211.33 466.20 677.54
Electric Co., LTD ultimate controller from related party credit and debt
Sichuan Changhong Controlling shareholder and Claim receivable Operational contact of related
2 No 320.29 -92.78 227.51
Electronics Group Co., Ltd. ultimate controller from related party credit and debt
Other enterprise control under
Sichuan Changhong Mold the same controlling Claim receivable Operational contact of related
3 No 8.38 12.38 20.76
Plastic Tech. Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Xinrui the same controlling Claim receivable Operational contact of related
4 No 17.19 -16.98 0.21
Technology Co., Ltd shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
PT.CHANGHONGELECT the same controlling Claim receivable Operational contact of related
5 No 6,938.37 -6,938.37 0.00
RICINDONESIA shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Hefei Changhong Industrial the same controlling Claim receivable Operational contact of related
6 No 160.81 55.36 216.17
Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Claim receivable Operational contact of related
7 Huayi Compressor Co., Ltd. the same controlling No 0.00 106.34 106.34
from related party credit and debt
shareholder and ultimate
99
HEFEI MEILING CO., LTD. Annual Report 2014
controller
Other enterprise control under
Sichuan Changhong the same controlling Claim receivable Operational contact of related
8 No 0.24 404.76 405.00
International Hotel Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Hongou Display the same controlling Claim receivable Operational contact of related
9 No 13.16 -13.16 0.00
Device Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Jijia the same controlling Claim receivable Operational contact of related
10 No 0.00 29.72 29.72
Fine Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Changhong the same controlling Claim receivable Operational contact of related
11 No 29.34 -29.34 0.00
Minsheng Logistic Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Service Exp.
the same controlling Claim receivable Operational contact of related
12 Appliance Service Chain No 41.07 -20.98 20.09
shareholder and ultimate from related party credit and debt
Co., Ltd.
controller
Other enterprise control under
Sichuan Changhong
the same controlling Claim receivable Operational contact of related
13 Precision Electronics Tech. No 42.73 -36.62 6.10
shareholder and ultimate from related party credit and debt
Co., Ltd.
controller
Other enterprise control under
CHANGHONGELECTRIC Claim receivable Operational contact of related
14 the same controlling No 732.08 -732.08 0.00
（AUSTRALIA） from related party credit and debt
shareholder and ultimate
100
HEFEI MEILING CO., LTD. Annual Report 2014
controller
Other enterprise control under
Changhong (Hong Kong) the same controlling Claim receivable Operational contact of related
15 No 149.33 -149.33 0.00
Trading Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
CHANGHONG(HK)TRAD the same controlling Claim receivable Operational contact of related
16 No 221.58 10,876.01 11,097.59
INGLIMITED shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Zhongshan Guanghong the same controlling Claim receivable Operational contact of related
17 No 6.11 -6.11 0.00
Mold Technology Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Guangdong Changhong
the same controlling Claim receivable Operational contact of related
18 Electric Technology Co., No 12.60 -0.60 12.00
shareholder and ultimate from related party credit and debt
Ltd.
controller
Other enterprise control under
Chengdu Changhong the same controlling Claim receivable Operational contact of related
19 No 84.00 -79.80 4.20
Minsheng Logistic Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
081 Electronic Group Co., the same controlling Claim receivable Operational contact of related
20 No 208.60 0.00 208.60
Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Claim receivable Operational contact of related
21 the same controlling No 45.46 -38.97 6.49
Electronic Devices Co., Ltd. from related party credit and debt
shareholder and ultimate
101
HEFEI MEILING CO., LTD. Annual Report 2014
controller
Other enterprise control under
Sichuan Changhong Gerun
the same controlling Claim receivable Operational contact of related
22 Renewable Resources Co., No 0.00 0.19 0.19
shareholder and ultimate from related party credit and debt
Ltd.
controller
Other enterprise control under
Sichuan Changhong New
the same controlling Claim receivable Operational contact of related
23 Energy Technology Co., No 37.00 -37.00 0.00
shareholder and ultimate from related party credit and debt
Ltd.
controller
Other enterprise control under
Yibin Red Star Electronics the same controlling Claim receivable Operational contact of related
24 No 224.16 -118.35 105.80
Co.,Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Sichuan Changhong the same controlling Claim receivable Operational contact of related
25 No 0.24 -0.24 0.00
Package Printing Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Chengdu Changhong
the same controlling Claim receivable Operational contact of related
26 Electronic Technology Co., No 0.00 530.90 530.90
shareholder and ultimate from related party credit and debt
Ltd.
controller
Other enterprise control under
CHANGHONGRUBAELE the same controlling Claim receivable Operational contact of related
27 No 1,509.77 952.84 2,462.61
CTRICCO.,LTD. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Anhui Xinghao Plasma Claim receivable Operational contact of related
28 the same controlling No 327.65 -327.65 0.00
Display Panels Co., Ltd. from related party credit and debt
shareholder and ultimate
102
HEFEI MEILING CO., LTD. Annual Report 2014
controller
Other enterprise control under
Mianyang Haili Electrical the same controlling Claim receivable Operational contact of related
29 No 0.00 17.28 17.28
Appliances Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Sichuan Changhong Controlling shareholder and Debts payable to Operational contact of related
30 No 6.06 0.00 6.06
Electronics Group Co., Ltd. ultimate controller related party credit and debt
Sichuan Changhong Controlling shareholder and Debts payable to Operational contact of related
31 No 3,664.63 -890.88 2,773.76
Electric Co., LTD ultimate controller related party credit and debt
Other enterprise control under
Sichuan Changhong Mold the same controlling Debts payable to Operational contact of related
32 No 6,757.95 31.79 6,789.73
Plastic Tech. Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
the same controlling Debts payable to Operational contact of related
33 Huayi Compressor Co., Ltd. No 1,125.66 9,752.66 10,878.32
shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Jijia the same controlling Debts payable to Operational contact of related
34 No 7,194.10 -1,851.93 5,342.17
Fine Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to Operational contact of related
35 No 4,201.08 -319.43 3,881.65
Minsheng Logistic Co., Ltd. shareholder and ultimate related party credit and debt
controller
Sichuan Changhong Other enterprise control under Debts payable to Operational contact of related
36 No 1,345.50 -248.84 1,096.66
Package Printing Co., Ltd. the same controlling related party credit and debt
103
HEFEI MEILING CO., LTD. Annual Report 2014
shareholder and ultimate
controller
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to Operational contact of related
37 No 0.30 -0.30 0.00
Devices Tech. Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Mianyang Hongrun the same controlling Debts payable to Operational contact of related
38 No 291.05 -195.19 95.86
Electronic Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong
the same controlling Debts payable to Operational contact of related
39 Precision Electronics Tech. No 193.85 -51.56 142.29
shareholder and ultimate related party credit and debt
Co., Ltd.
controller
Other enterprise control under
Sichuan Liyuan Electronic
the same controlling Debts payable to Operational contact of related
40 Co., Ltd. of 081 Electronic No 138.45 -124.45 14.01
shareholder and ultimate related party credit and debt
Group
controller
Other enterprise control under
Sichuan Changhong New
the same controlling Debts payable to Operational contact of related
41 Energy Technology Co., No 13.38 -1.96 11.42
shareholder and ultimate related party credit and debt
Ltd.
controller
Other enterprise control under
Sichuan Changhong
the same controlling Debts payable to Operational contact of related
42 Lighting Technology No 0.00 3.01 3.01
shareholder and ultimate related party credit and debt
Co.,Ltd.
controller
Sichuan Hongxin Software Other enterprise control under Debts payable to Operational contact of related
43 No 40.20 -40.20 0.00
Co., Ltd. the same controlling related party credit and debt
104
HEFEI MEILING CO., LTD. Annual Report 2014
shareholder and ultimate
controller
Other enterprise control under
Sichuan Changhong Power the same controlling Debts payable to Operational contact of related
44 No 4.81 -1.16 3.64
Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Hongyu Metal the same controlling Debts payable to Operational contact of related
45 No 11.92 1.35 13.27
Manufacture Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Service Exp.
the same controlling Debts payable to Operational contact of related
46 Appliance Service Chain No 54.96 -53.86 1.10
shareholder and ultimate related party credit and debt
Co., Ltd.
controller
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to Operational contact of related
47 No 1,278.89 -386.00 892.89
Electronic Devices Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Hongwei the same controlling Debts payable to Operational contact of related
48 No 2.03 15.72 17.75
Technology Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to Operational contact of related
49 No 6.66 -5.90 0.76
International Hotel Co., Ltd. shareholder and ultimate related party credit and debt
controller
Sichuan Changhong Gerun Other enterprise control under Debts payable to Operational contact of related
50 No 1.05 0.00 1.05
Renewable Resources Co., the same controlling related party credit and debt
105
HEFEI MEILING CO., LTD. Annual Report 2014
Ltd. shareholder and ultimate
controller
Other enterprise control under
Chengdu Changhong the same controlling Debts payable to Operational contact of related
51 No 0.00 460.92 460.92
Minsheng Logistic Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Xinrui the same controlling Debts payable to Operational contact of related
52 No 75.22 1,275.81 1,351.02
Technology Co., Ltd shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong
the same controlling Debts payable to Operational contact of related
53 International Travel Agency No 10.36 -4.68 5.68
shareholder and ultimate related party credit and debt
Co., Ltd.
controller
Other enterprise control under
Mianyang Hongfa the same controlling Debts payable to Operational contact of related
54 No 18.80 -7.50 11.30
Technology Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Guangdong Changhong the same controlling Debts payable to Operational contact of related
55 No 1.83 36.34 38.17
Electronics Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Guangdong Changhong
the same controlling Debts payable to Operational contact of related
56 Electric Technology Co., No 0.00 51.25 51.25
shareholder and ultimate related party credit and debt
Ltd.
controller
Zhongshan Guanghong Other enterprise control under Debts payable to Operational contact of related
57 No 0.00 11.13 11.13
Mold Technology Co., Ltd. the same controlling related party credit and debt
106
HEFEI MEILING CO., LTD. Annual Report 2014
shareholder and ultimate
controller
Other enterprise control under
Sichuan Changxin the same controlling Debts payable to Operational contact of related
58 No 2,238.18 -1,190.34 1,047.84
Refrigeration Parts Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Mianyang Haili Electrical the same controlling Debts payable to Operational contact of related
59 No 0.00 1,513.62 1,513.62
Appliances Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhe the same controlling Debts payable to Operational contact of related
60 No 100.64 -4.05 96.59
Technology Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Jinghong Package the same controlling Debts payable to Operational contact of related
61 No 451.35 -451.35 0.00
Products Co., Ltd. shareholder and ultimate related party credit and debt
controller
Sichuan Changhong Controlling shareholder and Claim receivable Operational contact of related
62 No 0.15 775.46 775.61
Electric Co., LTD ultimate controller from related party credit and debt
Other enterprise control under
Sichuan Service Exp.
the same controlling Claim receivable Operational contact of related
63 Appliance Service Chain No 0.00 17.67 17.67
shareholder and ultimate from related party credit and debt
Co., Ltd.
controller
Other enterprise control under
Sichuan Changhong Mold the same controlling Claim receivable Operational contact of related
64 No 0.00 17.17 17.17
Plastic Tech. Co., Ltd. shareholder and ultimate from related party credit and debt
controller
107
HEFEI MEILING CO., LTD. Annual Report 2014
Other enterprise control under
Mianyang Hongfa the same controlling Claim receivable Operational contact of related
65 No 14.70 35.10 49.80
Technology Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Other enterprise control under
Mianyang Haili Electrical the same controlling Claim receivable Operational contact of related
66 No 7.61 -7.61 0.00
Appliances Co., Ltd. shareholder and ultimate from related party credit and debt
controller
Sichuan Changhong Controlling shareholder and Debts payable to Operational contact of related
67 No 0.00 0.02 0.02
Electric Co., LTD ultimate controller related party credit and debt
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to Operational contact of related
68 No 0.00 -0.00 0.00
Electronic System Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Mianyang Lejiayi Trading the same controlling Debts payable to Operational contact of related
69 No 77.78 -65.42 12.35
Chain Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Lejiayi Chain Management the same controlling Debts payable to Operational contact of related
70 No 0.03 0.05 0.08
Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Mold the same controlling Debts payable to Operational contact of related
71 No 286.80 -286.80 0.00
Plastic Tech. Co., Ltd. shareholder and ultimate related party credit and debt
controller
Sichuan Changhong Other enterprise control under Debts payable to Operational contact of related
72 No 0.00 -0.00 0.00
Devices Technology Co., the same controlling related party credit and debt
108
HEFEI MEILING CO., LTD. Annual Report 2014
Ltd. shareholder and ultimate
controller
Other enterprise control under
Chongqing Hong Life
the same controlling Debts payable to Operational contact of related
73 Commerce-Trading Co., No 1.39 -1.15 0.24
shareholder and ultimate related party credit and debt
Ltd.
controller
Other enterprise control under
Wandao Network the same controlling Debts payable to Operational contact of related
74 No 0.20 -0.20 0.00
Technology Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Hongshi Display the same controlling Debts payable to Operational contact of related
75 No 10.63 -3.17 7.46
Device Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong Jijia the same controlling Debts payable to Operational contact of related
76 No 279.91 -279.91 0.00
Fine Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Jiangyin Changhong
the same controlling Debts payable to Operational contact of related
77 Air-conditioner Appliances No 0.11 -0.11 0.00
shareholder and ultimate related party credit and debt
Co., Ltd.
controller
Other enterprise control under
CHANGHONGELECTRIC the same controlling Debts payable to Operational contact of related
78 No 7.63 -7.63 0.00
RUSSIALLC shareholder and ultimate related party credit and debt
controller
Sichuan Liyuan Electronic Other enterprise control under Debts payable to Operational contact of related
79 No 0.00 2.87 2.87
Co., Ltd. of 081 Electronic the same controlling related party credit and debt
109
HEFEI MEILING CO., LTD. Annual Report 2014
Group shareholder and ultimate
controller
Other enterprise control under
Sichuan Changhong Gerun
the same controlling Debts payable to Operational contact of related
80 Renewable Resources Co., No 0.00 24.02 24.02
shareholder and ultimate related party credit and debt
Ltd.
controller
Other enterprise control under
Guangyuan Changhong the same controlling Debts payable to Operational contact of related
81 No 0.00 3.50 3.50
Mold Plastic Tech. Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Guangyuan Hongcheng the same controlling Debts payable to Operational contact of related
82 No 0.00 0.03 0.03
Industrial Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Changhong Electric the same controlling Debts payable to Operational contact of related
83 No 0.00 0.55 0.55
(Australia) Co., Ltd. shareholder and ultimate related party credit and debt
controller
Other enterprise control under
Sichuan Changhong New
the same controlling Debts payable to Operational contact of related
84 Energy Technology Co., No 0.00 0.00 0.00
shareholder and ultimate related party credit and debt
Ltd.
controller
Other enterprise control under
Mianyang Haili Electrical the same controlling Debts payable to Operational contact of related
85 No 0.00 0.00 0.00
Appliances Co., Ltd. shareholder and ultimate related party credit and debt
controller
Sichuan Changhong Controlling shareholder and Claim receivable
86 No 0.00 1.35 1.35
Electric Co., LTD ultimate controller from related party
110
HEFEI MEILING CO., LTD. Annual Report 2014
Other enterprise control under
Sichuan Changhong Mold the same controlling Claim receivable
87 No 2.00 -2.00 0.00
Plastic Tech. Co., Ltd. shareholder and ultimate from related party
controller
Other enterprise control under
Sichuan Changhong Jijia the same controlling Claim receivable
88 No 3.58 -3.58 0.00
Fine Co., Ltd. shareholder and ultimate from related party
controller
Sichuan Changhong Controlling shareholder and Debts payable to
89 No 1,802.19 -1,619.57 182.62
Electric Co., LTD ultimate controller related party
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to
90 No 61.36 -2.71 58.65
Minsheng Logistic Co., Ltd. shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhong Mold the same controlling Debts payable to
91 No 32.05 111.07 143.12
Plastic Tech. Co., Ltd. shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhong Jijia the same controlling Debts payable to
92 No 20.05 16.10 36.15
Fine Co., Ltd. shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhong Gerun
the same controlling Debts payable to
93 Renewable Resources Co., No 1.00 0.00 1.00
shareholder and ultimate related party
Ltd.
controller
Jingdezhen Honghua Home Other enterprise control under Debts payable to
94 No 5.00 -5.00 0.00
Appliance Parts Co., Ltd. the same controlling related party
111
HEFEI MEILING CO., LTD. Annual Report 2014
shareholder and ultimate
controller
Other enterprise control under
Sichuan Service Exp.
the same controlling Debts payable to
95 Appliance Service Chain No 3.34 -3.34 0.00
shareholder and ultimate related party
Co., Ltd.
controller
Other enterprise control under
Guangdong Changhong the same controlling Debts payable to
96 No 90.59 -90.59 0.00
Electronics Co., Ltd. shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhong Xinrui the same controlling Debts payable to
97 No 0.00 20.00 20.00
Technology Co., Ltd shareholder and ultimate related party
controller
Other enterprise control under
the same controlling Debts payable to
98 Huayi Compressor Co., Ltd. No 0.00 65.00 65.00
shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhong the same controlling Debts payable to
99 No 0.00 5.00 5.00
Package Printing Co., Ltd. shareholder and ultimate related party
controller
Other enterprise control under
Sichuan Changhe the same controlling Debts payable to
100 No 5.00 0.00 5.00
Technology Co., Ltd. shareholder and ultimate related party
controller
Mianyang Haili Electrical Other enterprise control under Debts payable to
101 No 0.00 52.79 52.79
Appliances Co., Ltd. the same controlling related party
112
HEFEI MEILING CO., LTD. Annual Report 2014
shareholder and ultimate
controller
Other enterprise control under
Sichuan Changxin the same controlling Debts payable to
102 No 0.00 5.00 5.00
Refrigeration Parts Co., Ltd. shareholder and ultimate related party
controller
For the above-mentioned statement, up to the Period-end, debts payable to related party from the Company and subordinate are amounting as 371,783,400 Yuan in
total, the claim receivable from related party for the Company and subordinate amounting as 145,540,800 Yuan.
113
HEFEI MEILING CO., LTD. Annual Report 2014
(VI) Other related transaction
√Applicable □ Not applicable
1. Related transactions of Trademark Licensing Contract signed between the Company and Sichuan
Changhong Electric Co., LTD
(1) According to the operation requirement, independent directors recognized with independent opinions
carried out, and being deliberated and approved in 33rd meeting of 7th session of the Board on 26 February 2014,
the Company entered into Trademark Licensing Contract with Sichuan Changhong Electric Co., LTD (―Sichuan
Changhong‖). Sichuan Changhong, with trademark ―CHiQ‖ applied for registration, authorized the Company and
subordinate controlling subsidiary of the Company (agreed by Sichuan Changhong) to use the trademark for free
on basis of the products of intelligent refrigerator and AC under the form of ―Home Internet‖. Permission period
from 20 February 2014 to 19 February 2017. More details are published on appointed medias Securities Times,
China Securities Journal, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) in the form of
announcement (No.: 2014-009; No.: 2014-011) dated 27 February 2014;
(2) According to the operation requirement, independent directors recognized with independent opinions
carried out, and being deliberated and approved in 37th meeting of 7th session of the Board on 16 June 2014, the
Company entered into Trademark Licensing Contract with Sichuan Changhong Electric Co., LTD (―Sichuan
Changhong‖). Sichuan Changhong, agrees to authorized the trademark of ―CHANGHONG‖ and ―长虹‖ for free
use via way of exclusive license, to the Company and controlling subsidiary of the Company who obtained the
agreed in writing by Sichuan Changhong in refrigerators and freezer products (products, packages and webpage
included) sale through electrical business channel and TV shopping. Permission period from 16 June 2014 to 15
June 2017; More details are published on appointed medias Securities Times, China Securities Journal, Hong
Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) in the form of announcement (No.: 2014-036;
No.: 2014-038) dated 17 June 2014.
2. Related transaction of established a joint venture as Sichuan Zhiyijia Network Technology Co., Ltd. from
the Company and Sichuan Changhong
According to the operation requirement, for purpose of promoting E-business development, taking full
advantage of integrated E-business resources of the controlling shareholders and the Company, improving
operation efficiency and lowing costs, enhancing competitiveness of the on-line products, being recognized by
independent directors with independent opinions carried out, and being deliberated and approved in 4th meeting
of 8th session of the Board on 24 October 2014, agreed to established a joint venture E-business enterprise
―Sichuan Zhiyijia Network Technology Co., Ltd.‖ with RMB 50 million in total from the Company and its
controlling shareholder – Sichuan Changhong; of which, RMB 15 million invested by the Company, representing
30% of the share-holding while Sichuan Changhong invested RMB 35 million, representing 70% of the
share-holding, initial contribution amounting to RMB 20 million, rests of the capital will gradually funded
114
HEFEI MEILING CO., LTD. Annual Report 2014
according to the progress and capital requirement. Main business scope of the new company including computer
software and hardware development, computer networking sales and undertakes, import and export of cargo and
technology (projects are prohibited by law and regulations excluded, restrained items should run with the permit),
advertisement design and production, design, production and sales of pattern, development and sales of household
products, use the internet to sell general merchandise, cloth, leatherwear, shoes and hats, washing products,
cosmetics, photographic equipment, toys, stereo system and equipment, household appliances, electronics,
communication equipment and device, instrument, lamps, electro-mechanical equipments and accessories,
machinery equipment and accessories, prepackaged food, stationery, sports goods, hotel facilities, travel and
cultural goods, gold and silver, jewelry, value-added telecom service (entrusted operation), chemical materials and
products (hazardous chemical substance excluded), solar equipment and class-I medical devices. More details are
published on appointed medias Securities Times, China Securities Journal, Hong Kong Commercial Daily and
Juchao Website (www.cninfo.com.cn) in the form of announcement (No.: 2014-074; No.: 2014-075) dated 25
November 2014.
Disclosure information for related transaction temporary disclosed
Temporary announcement Dated disclosed Website for disclosure
2014-009: Resolution notice of 23rd meeting of 7th session of Juchao Website:
2014-2-27
the Board http://www.cninfo.com.cn
2014-011: Related transactions Notice of Trademark Licensing Juchao Website:
2014-2-27
Contract signed with Sichuan Changhong Electric Co., LTD http://www.cninfo.com.cn
2014-036: Resolution notice of 37th meeting of 7th session of Juchao Website:
214-6-17
the Board http://www.cninfo.com.cn
2014-038: Related transactions Notice of Trademark Licensing Juchao Website:
214-6-17
Contract signed with Sichuan Changhong Electric Co., LTD http://www.cninfo.com.cn
2014-074; Resolution notice of 4th meeting of 8th session of the Juchao Website:
2014-11-25
Board http://www.cninfo.com.cn
2014-075: Sichuan Zhiyijia Network Technology Co., Ltd.
Juchao Website:
Establishment Jointly Invested with Controlling Shareholder 2014-11-25
http://www.cninfo.com.cn
and Related Transaction
VIII. Significant contract and implementations
(I) Entrust, contract and leasing
1. Entrust
□Applicable √ Not applicable
(1) Explanation on entrust
No entrust in Period.
(2) Gains/losses to the Company from projects that reached over 10% in total profit of the Company
115
HEFEI MEILING CO., LTD. Annual Report 2014
in reporting period
□Applicable √ Not applicable
No gains or losses to the Company from projects that reached over 10% in total profit of the
Company in reporting period.
2. Contract
□Applicable √ Not applicable
(1) Explanation on contract
No contract in Period.
(2) Gains/losses to the Company from projects that reached over 10% in total profit of the Company
in reporting period
□Applicable √ Not applicable
No gains or losses to the Company from projects that reached over 10% in total profit of the
Company in reporting period.
3. Leasing
□Applicable √ Not applicable
(1) Explanation on leasing
Operational leasing of the Company please found more details in ―investment real estate‖, ―fixed assets‖, ―Lease
of related party‖ and ―Rent of related party‖ in Note of Financial Statement.
(2) Gains/losses to the Company from projects that reached over 10% in total profit of the Company
in reporting period
□Applicable √ Not applicable
No gains or losses to the Company from projects that reached over 10% in total profit of the Company in
reporting period.
(II) Guarantee
√ Applicable □ Not applicable
In reporting period, the Company has no guarantee for any legal person or nature person except wholly-owned
and holding subsidiary, guarantee for wholly-owned and holding subsidiary all exercise for loans supporting
operation needs with assurance guarantee offered. As of 31 December 2014, the Company offered credit granting
to part of wholly-owned and holding subsidiary. Except for wholly-owned subsidiary Zhongshan Changhong,
116
HEFEI MEILING CO., LTD. Annual Report 2014
other subsidiary has no guarantee occurred actually. External guarantee and guarantee for subsidiary are as:
In ten thousand Yuan
Particulars about the external guarantee of the Company (Barring the guarantee for subsidiaries)
Complete Guarantee
Related Actual
Name of the Guarant Actual date of happening Guarant Guarantee implemen for related
Announcement guarante
Company guaranteed ee limit (Date of signing agreement) ee type term tation or party (Yes or
disclosure date e limit
not no)
N/A - - - - - - - -
Total approving external guarantee in report period Total actual occurred external
- -
(A1) guarantee in report period (A2)
Total actual balance of external
Total approved external guarantee at the end of
- guarantee at the end of report -
report period ( A3)
period (A4)
Guarantee of the Company for the subsidiaries
Complete Guarantee
Related Actual date of Actual
Name of the Guarantee Guarant Guarantee implemen for related
Announcement happening (Date of guarante
Company guaranteed limit ee type term tation or party (Yes or
disclosure date signing agreement) e limit
not no)
2014-3-28,
Sichuan Changhong 2014-6-6 Joint
Air-conditioner Co., No.:2014-015, 20,000.00 - 0.00 liability - - N
Ltd. No.:2014-019, guaranty
No.:2014-034
2013-3-22;
2013-6-7; 2013-12-4 8,000 N
2013-10-18;
2013-11-8;
35,000.00
No.: 2013-012
No.:2013-021 2013-12-6 10,000 Y
Zhongshan Joint
No.: 2013-050
Changhong Electric liability 1-year N
Co., LTD No.: 2013-053 guaranty
2014-3-28,
2014-12-30 10,000 N
2014-6-6
No.:2014-015, 35,000.00
No.:2014-019,
2014-12-3 12,000 N
No.:2014-034
2014-3-28,
Hefei Meiling 2014-6-6 Joint
Nonferrous Metals No.:2014-015, 4,000.00 - 0.00 liability - - -
Products Co., Ltd. No.:2014-019, guaranty
No.:2014-034
117
HEFEI MEILING CO., LTD. Annual Report 2014
2014-3-28,
Hefei Meiling 2014-6-6 Joint
Package Products No.:2014-015, 2,000.00 - 0.00 liability - - -
Co., Ltd. No.:2014-019, guaranty
No.:2014-034
2014-3-28,
Zhongke Meiling 2014-6-6 Joint
Cryogenic No.:2014-015, 2,000.00 - 0.00 liability - - -
Technology Co., Ltd. No.:2014-019, guaranty
No.:2014-034
Total amount of
actual occurred
Total amount of approving guarantee for
63,000.00 guarantee for 40,000.00
subsidiaries in report period (B1)
subsidiaries in
report period (B2)
Total balance of
actual guarantee
Total amount of approved guarantee for
for subsidiaries at
subsidiaries at the end of reporting period 63,000.00 30,000.00
the end of
(B3)
reporting period
(B4)
Total amount of guarantee of the Company( total of two abovementioned guarantee)
Total amount of
Total amount of approving guarantee in actual occurred
63,000.00 40,000.00
report period (A1+B1) guarantee in report
period (A2+B2)
Total balance of
Total amount of approved guarantee at actual guarantee at
63,000.00 30,000.00
the end of report period (A3+B3) the end of report
period (A4+B4)
The proportion of the total amount of actually guarantee in the net assets of the
8.76%
Company (that is A4+ B4) (%)
Including:
Amount of guarantee for shareholders, actual controller and its related parties(C) 0
The debts guarantee amount provided for the guaranteed parties whose
30,000.00
assets-liability ratio exceed 70% directly or indirectly(D)
Proportion of total amount of guarantee in net assets of the Company exceed
0
50%(E)
Total amount of the aforesaid three guarantees(C+D+E) 30,000.00
118
HEFEI MEILING CO., LTD. Annual Report 2014
Explanations on possibly bearing joint and several liquidating responsibilities for
-
undue guarantees (if applicable)
Explanations on external guarantee against regulated procedures (if applicable) -
The above guarantees are all wholly-owned and holding subsidiaries of the Company. Production and operation of
these wholly-owned and holding subsidiaries was normal with no overdue unpaid loans and guarantee risk is
controllable. During the reporting period, the highest level of security the Company provided amounted to
630,000,000 Yuan; the actual amount of guarantee is 400,000,000 Yuan. At the end of the reporting period, the
practical guarantee balance amounted to 300,000,000 Yuan, accounting for the Company‘s latest net assets ratio of
8.67%.
Explanation on guarantee with composite way
□Applicable √Not applicable
1. Guarantee outside against the regulation
□Applicable √Not applicable
No guarantee outside against the regulation in Period.
(III) Other significant contract
□Applicable √ Not applicable
No other significant contract in Period.
4. Other significant transaction
□Applicable √ Not applicable
No other significant transaction in Period.
IX. Commitment implementation
(I) Commitments from the Company or shareholder with over 5% share held in reporting
period or occurred in prior period but continues to reporting period
√ Applicable □ Not applicable
119
HEFEI MEILING CO., LTD. Annual Report 2014
Implement
Commitment Acceptor Content Date Term
ation
1. The acquirer shall not engage in refrigerator business or activity which
Strictly
competes or will compete with business of Meiling Electrical Appliances Co.,
Valid for long term implement
Ltd. (hereinafter referred to as the ―Meiling Electrical Appliances‖),or that
ed
which has interest conflict with Meiling Electrical Appliances.
Sichuan
About committed and 2. The acquirer promises to apply shareholders‘ right on a legal and reasonable Strictly
Changhong
Commitments promised in order to manner and shall not take any action to limit or affect the normal operation of Valid for long term implement
Electric Co.,
made in prevent horizontal Meiling Electrical Appliances. ed
LTD
acquisition report competition in the
(hereinafter 3. For any opportunity to engage in competing business, the acquirer will 2007-6-12
or equity change Acquisition Report of
referred to as advise Meiling Electrical Appliances in written for engaging such business or
report Hefei Meiling Co., Ltd.
the ―Sichuan not. If Meiling Electrical Appliances gives no clear written reply as to whether
Strictly
Changhong‖) engaging the competing business or not within 20 days after receipt of the
Valid for long term implement
aforesaid letter, it shall be deemed that it will not engage in such business. The
ed
acquirer will only engage in non-competing business provided that Meiling
Electrical Appliances confirms not to or is deemed to not engage in such
non-competing business.
1. It will not engage in such business or activity that competes with or has
interest conflict with that of Meiling Electrical Appliances except for the
action taken for sake of Meiling Electrical Appliances as required by Meiling
Commitment regarding Electrical Appliances.
Commitment to reducing and Strictly
Sichuan 2. The Company promises to apply shareholders‘ right on a legal and
made during the preventing competition 2010-6-24 Valid for long term implement
Changhong reasonable manner and shall not take any action to limit or affect the normal
non-public offer with Meiling Electrical ed
operation of Meiling Electrical Appliances.
Appliances
3. In case that Meiling Electrical Appliances expects, on the basis of its
existing business, to expand its operation scope into the business which the
Company has already operated, the Company agrees to grant pre emptive right
120
HEFEI MEILING CO., LTD. Annual Report 2014
to Meiling Electrical Appliances regarding such business if the same
conditions are met, provided that the Company is still the controlling
shareholder or actual controller of Meiling Electrical Appliances.
1. Measures will be adopted to prevent continued related transaction with
Meiling Electrical Appliances: as to the related transaction that can not be
prevented, it will sign related transaction agreement with Meiling Electrical
Appliances under the market principles of ―equally paid and mutual benefit‖,
Commitment regarding and fairly determined the transaction price according to the market prevailing
to reducing and standards. Strictly
standardizing related 2010-6-24 Valid for long term implement
2. Perform the necessary obligations to make related directors and related
transaction with Meiling ed
shareholder abstain from voting according to relevant regulation, and observe
Electrical Appliances
legal procedure for approving related transaction and information disclosure
obligations.
3. Promise not to hurt legal interests of Meiling Electrical Appliances and
other shareholders through related transaction.
Commit to authorized Changhong Air Conditioning and Zhongshan Air Conditioning Co., Ltd. Strictly
(hereinafter referred to as the ―Zhongshan Air Conditioning‖) to use ―Changhong‖ trademark and 2010-11-6 Valid for long term implement
relevant patents for free. ed
1. Commit to disclose periodic reports on a truthful, accurate, complete, fair and prompt manner, to
disclose all the information that have important influences over investors, to accept supervision under the
CSRC and Shenzhen Stock Exchange.
Strictly
2. Commit to make public clarification in respect of such information that is released from any public
The Company 2011-1-7 Valid for long term implement
media and may result in misleading influences on stock price once the Company is aware of such
ed
information.
3. The directors, supervisors, senior management and core technicians of the Company will accept
opinions and criticism from the social publics, and they will not trade the Company‘s securities, directly
121
HEFEI MEILING CO., LTD. Annual Report 2014
or indirectly, with any inside information and other illegal methods. The Company promises that the
documents submitted to Shenzhen Stock Exchange exist no false statement or material omission, and no
relevant information will be disclosed during the application for listing without prior content from
Shenzhen Stock Exchange.
Commitment in
respect of applying
proceeds savings The Company has no high-risk investment performed in latest 12 months, such as portfolio investment;
8th Nov. 2013 to 8th
in supplement The Company and promised not to performing high-risk investment (e.g. portfolio investment) in 12 months after 2013-10-18 Completed
Nov. 2014
current capital for current capital supplied.
permanent
purpose
1. Since the property transfer didn‘t involve the buildings and land currently used by Changhong Air Strictly
Conditioning, Sichuan Changhong commits, upon the completion of equity transfer, to continue to lease Valid for long term implement
such assets to Changhong Air Conditioning at market price. ed
Commitment
2. After completion of this property transfer, Sichuan Changhong commits to manage to prevent new
made in transfer
Sichuan related transaction with Meiling Electrical Appliances. For those which can not be prevented, Sichuan
of air 2009-12-10
Changhong Changhong commits to determine the transaction price based on market accepted methods, so as to Strictly
conditioning
ensure fairness of related transaction and protection of the interest of Meiling Electrical Appliances. Valid for long term implement
assets property
3. Sichuan Changhong commits that it will not engage in air conditioning and refrigerator business or ed
activity which competes or will compete with business of Meiling Electrical Appliances, or that which
has interest conflict with Meiling Electrical Appliances.
Commitments by Some of the 1. Make promise not to reduce the shares of Meiling bought in every year during implementation of the
Three years after
Annual Directors, performance incentive fund via any market ways in the later first year, which was allowed to be reduced 2013-8-15; Implementi
current shares
performance supervisors and by 50% according to the laws and regulations in the second year, and the remaining 50% was allowed to 2014-7-3 ng
purchased
incentive fund, senior be reduced in the third year in accordance with the laws and regulations.
122
HEFEI MEILING CO., LTD. Annual Report 2014
incentive objects executives of 2. The directors, supervisors and senior management promised to manage in accordance with the relevant From the date when
while purchasing the Company management approaches in accordance with the "Company Law", "Securities Law" and "The Company‘s annual incentive fund
stock of the as well as other shares held by the directors, supervisors and senior management of the listed company and its change plan deliberated and
Company with incentive management rules", as objects of annual performance incentive fund of Meiling, including but not limited 2013-8-15;20 approved by general Implementi
performance objects to: during his tenure, the shares transferred each year shall not exceed 25% of the total number of shares 14-7-3 meeting to 6 moths ng
incentive funds held of the Company; shall not sell the shares of the Company within six months after bought it or after director,
and owned fund purchase again six months after sold it; shall not transfer the shares held within six months after supervisor and senior
Dismission. executives resigned
Perform the commitment
√Y □N
promptly or not
Specific reason
for non-performance and the Not applicable
next plan
Note 2: for the commitments completed and exemption for implementing in above mentioned table, the Company will not disclose in next ordinary report
123
HEFEI MEILING CO., LTD. Annual Report 2014
(II) Profit forecast of assets and items, and reporting period still in period of forecast,
explanation on reaching the former profit forecast of assets or items as well as reasons
□ Applicable √ Not applicable
Commitments made by shareholders of the Company and counterparties in reporting the annual
performance
□ Applicable √ Not applicable
X. Appointment and non-reappointment (dismissal) of CPA
(I) Accounting firm appointed
Name of domestic accounting firm Shine wing Certified Public Accountants (LLP)
Remuneration for domestic accounting firm (in 10
75
thousand Yuan)
Continuous life of auditing service for domestic
6-year
accounting firm
Name of domestic CPA He Yong, Fan Dayang
Name of foreign accounting firm (if applicable) N/A
Remuneration for foreign accounting firm (in 10
N/A
thousand Yuan) (if applicable)
Continuous life of auditing service for foreign
N/A
accounting firm (if applicable)
Name of foreign CPA (if applicable) N/A
(II) Re-appointed accounting firms in this period
□ Yes √ No
(III) Re-appointed accounting firms in period of auditing
□ Yes √ No
(IV) Practice approval procedures in changing the accounting firms
□Yes □No √ Not applicable
(V) Explanation on re-appointment and change of accounting firms
□ Applicable √ Not applicable
(VI) Appointment of internal control auditing accounting firm, financial consultant or sponsor
√ Applicable □ Not applicable
124
HEFEI MEILING CO., LTD. Annual Report 2014
1. In reporting period, Shine wing Certified Public Accountants (LLP) was appointed as audit
institute of internal control for the Company, auditing charge for internal control amounting as
RMB 250,000.
XI. Explanation from the Board and Supervisory Committee (if applicable) for ―Qualified
Opinion‖ from the CPA
□ Applicable √ Not applicable
XII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification occurred in the Period
(I) Explanation on rectification
□ Applicable √ Not applicable
(II) Particular about directors, supervisors, senior executives and shareholders with over 5% shares
held suspected illegal dealings of the stock of the Company and earnings of illegal dealings taken
back by the Company that disclosed
□ Applicable √ Not applicable
No particular about directors, supervisors, senior executives and shareholders with over 5% shares held suspected
illegal dealings of the stock of the Company and earnings of illegal dealings taken back by the Company that
disclosed in Period.
XIII. Suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XIV. Explanation on other material events
√ Applicable □ Not applicable
(I) On 21 February 2014, the 7th batch of circulating shares with restricted condition after the
implementation of equity division reform were released from restriction and listed for trading. 4 shareholders were
released in total with 1,458,835 shares released, representing 0.1910% of the total share capital of the Company.
For details, please refer to the relevant announcement (No. 2014-006) disclosed at Securities Times, China
Securities Journal, Hong Kong Commercial Daily and www.cninfo.com.cn on 20 February 2014.
(II) Being deliberated and approved in 33rd meeting of 7th session of the Board held on 26 February 2014,
the Board agreed, Mianyang Meiling and Sichuan Changhong Minsheng Logistics Co., Ltd. (―Minsheng
Logistics‖ for short) signed the "Dismiss to the Rental Contract", thus cancel the "Rental Contract" which was
signed in January 2010 and has not yet expired. At the same time, Minsheng Logistics pays compensation to
125
HEFEI MEILING CO., LTD. Annual Report 2014
Mianyang Meiling 40 million Yuan to compensate for the loss of Mianyang Meiling for relocation and production
loss as a result of the early termination. Details were disclosed on February 27, 2014 in the designated media,
"Securities Times", "China Securities Journal", "Hong Kong Commercial Daily" and Juchao network in the form
of announcement (www.cninfo.com.cn) in the form of announcement (No. 2014-009, Notice No. 2014-010).
(III) On March 3, 2014, the Company and Hefei Xingtai Holding Group Co., Ltd. (hereinafter referred to as
"Xingtai Holding") signed the "Contingencies Confirmation Agreement". Both CPA finally approved that
contingencies debt of corporations undisclosed during audit and appraisal report when the Company acquired
certain assets of Meiling Group, amounted to 8,021,786.31 Yuan. According to "Property Rights Transfer
Contract" signed in 2010 by the Company and Xingtai Holding, the Xingtai Group should assume this part
liability. Xingtai Holdings paid the foregoing amounts as agreed. Details announcement disclosed on March 5,
2014 in the designated media, "Securities Times", "China Securities Journal", "Hong Kong Commercial Daily"
and the Juchao network (www.cninfo.com.cn) in the form of announcement (announcement No. 2014-012).
(IV) According to business development needs, in order to lock revenue and costs, avoid and prevent the risk
of fluctuations in exchange rates to secure sound management, in the 35th meeting of the Seventh Board of
Directors held on April 18 and June 5 2014 as well as 2013 annual General meeting, the Company agreed to carry
forward foreign exchange transactions in the 2014-2015 business year while the balance of trade business is not
more than US$ 250 million (including: dollar, Australian dollar, the euro, all other foreign currency are exchanged
into dollars ). Details announcement disclosed on April 19, 2014 in the designated media, "Securities Times",
"China Securities Journal", "Hong Kong Commercial Daily" and the Juchao website (www.cninfo.com.cn) in the
form of announcement (No. 2014-023, No. 2014-024, No. 2014-027, Notice No. 2014-034).
(V) According to overseas development strategy and subsidiaries Zhongshan Changhong‘s business needs,
being deliberated and approved in 35th meeting of 7th session of the Board held on 18 April 2014, the Company
allowed Zhongshan Changhong Electric Co., LTD (―Zhongshan Changhong for short‖) to invest in Pakistan
with $6,724,000 for construction fridge projects on April 18, 2014. At the same time, the meeting also deliberated
and approved the ―proposal of capital increased for Zhongshan Changhong Electric Co., LTD‖, agreed that the
Company and subordinate wholly-owned subsidiary - Sichuan Changhong Air-conditioner Co., Ltd. (―Changhong
AC‖) increased 40 million Yuan together in total, according to equity ratio, to Zhongshan Changhong for the
investment of fridge project construction in Pakistan. Details were disclosed on April 19, 2014 in the
designated media, "Securities Times", "China Securities Journal", "Hong Kong Commercial Daily" and the Juchao
website (www.cninfo.com.cn) in the form of announcement (No. 2014-023, No. 2014-026).
(VI) In order to improve the production capacity of freezer with large volume, enhance the competitiveness
and profitability, and to solve the capacity bottlenecks in current stage for satisfying market requirements, being
deliberated and passed in 35th meeting of 7th session of the Board held on 18 April 2014, the Company agreed to
invested approximately 76.79 million Yuan in building a project for annual production capacity of 600,000 green
energy freezers with large volume. Details were disclosed on April 19, 2014 in the designated media, "Securities
Times", "China Securities Journal", "Hong Kong Commercial Daily" and the Juchao website in the form of
announcement (www.cninfo.com.cn) on (announcement No. 2014-023)
(VII) Related matters concerning exemptions controlling shareholder and fulfilling commitments with related
126
HEFEI MEILING CO., LTD. Annual Report 2014
people on transfer of assets
In accordance with the "Listed Company Supervision Guidelines No. 4 – Commitments and fulfillment for
the listed company‘s actual control, shareholders, affiliates, purchaser as well as the listed companies" issued by
CSRC and relevant requirement of ―specific disclosure on commitments and fulfillment for the listed company‘s
actual control, shareholders, affiliates, purchaser as well as the listed companies‖ issued by Anhui Security Bureau,
under full demonstration and negotiation with controlling shareholder Sichuan Changhong Electric Co., LTD
(―Sichuan Changhong‖ for short) and affiliates Minsheng Logistics, being deliberated and approved by 36th
meeting of 7th session of the Board and 20th meeting of 7th session of supervisory committee and the annual
general meeting 2013 held on 13 May 2014 and 5 June 2014, agreed to waive the commitment implementation of
assets transfer under the name of controlling shareholder Sichuan Changhong, and commitment implementation of
assets transfer under the name of Sichuan Changhong and Minsheng Logistics. Details were disclosed in
appointed media, "Securities Times", "China Securities Journal", "Hong Kong Commercial Daily" and the Juchao
network (www.cninfo.com.cn) on 15 Feb. 2014, 2 April 2014, 14 May 2014 and 6 June 2014 in the form of
announcement (No.: 2014-004, No.: 2014-022, No.: 2014-029, No.: 2014-030, No.: 2014-031 and No.: 2014-034)
(VIII) Another shareholder of Zhongke Meiling Cryogenic Technology Co., Ltd. (―Zhongke Meiling‖ for
short), the controlling subsidiary of the Company, namely Technical Institute of Physics and Chemistry, Chinese
Academy of Sciences (―CAS Institute‖ for short) transferred 30% of the Zhongke Meiling held to its
wholly-owned subsidiary-Zhongke Xianxing (Beijing) Assets Management Co., Ltd.(―Zhongke Xianxing‖ for
short). In view of the favorable cooperation with CAS Institute and take operation needs of the Company and
Zhongke Meiling into consideration, being deliberated and approved in 37th meeting of 7th session of the Board
and first extraordinary general meeting of 2014 dated 16 June 2014 and 3 July 2014, agreed the Company to quit
the right of first refusal on 30% equity of Zhongke Meiling which plans to transferred by CAS Institute. Details
were disclosed in appointed media, "Securities Times", "China Securities Journal", "Hong Kong Commercial
Daily" and the Juchao network (www.cninfo.com.cn) on 17 June 2014 and 4 July 2014 in the form of
announcement (No.: 2014-036, No.: 2014-039 and No.: 2014-046)
(IX) In view of major uncertainty in acquisition for assets acquisition planning, in line with related regulation
of ―Listing Rules for Stocks listed in Shenzhen Stock Exchange‖, being applied to Shenzhen Stock Exchange,
stock of the Company halted since opening on 10 July 2014. The Company decided to stop the assets acquisition
plans due to major divergence with the intended sellers, condition of implementation are not mature. Stock of the
Company resumption since 15 July 2014 after applying to Shenzhen Stock Exchange; details were disclosed in
appointed media, "Securities Times", "China Securities Journal", "Hong Kong Commercial Daily" and the Juchao
network (www.cninfo.com.cn) on 10 July 2014 and 15 July 2014 in the form of announcement (No.: 2014-049
and No.: 2014-050)
(X)The privately restricted shares are released for trading dated 12 September 2014. There is one person for
share released, totally 56,031,120 shares released, and representing 7.3364% of the total shares. Details were
disclosed in appointed media, "Securities Times", "China Securities Journal", "Hong Kong Commercial Daily"
and the Juchao network (www.cninfo.com.cn) on 11 September 2014 in the form of announcement (No.:
2014-058)
127
HEFEI MEILING CO., LTD. Annual Report 2014
(XI) On 15 December 2014, the ―proposal of capital participation by Sichuan Changhong Air-conditioner Co.,
Ltd. for Sichuan Tianyou Guigu Technology Co., Ltd. establishment‖ was deliberated and approved in 5th
meeting of 8th session of the Board. In line with the operation needs of Sichuan Changhong Air-conditioner Co.,
Ltd. (―Changhong AC‖ for short), exploring market, extending channels and promoting further development for
the AC industry of the Company, agreed the Changhong AC invested self-owned fund 25 million Yuan for
established Sichuan Tianyou Guigu Technology Co., Ltd.(tentatively, name approved by Industry and Commerce
Bureau shall prevail, ―Tianyou Guigu‖ for short) with Chengdu Jiaoda Real Estate Development Co., Ltd.,
Chengdu Southwest Jiaotong University Industry (Group) Co., Ltd. and other four shareholders together.
Tianyou Guigu owes registered capital of 100 million Yuan, of which, subordinate subsidiary of the
Company Changhong AC invested 25 million Yuan, representing 25% of the registered capital, Chengdu Jiaoda
Real Estate Development Co., Ltd. contributed 20 million Yuan, takes 20% of the capital, Chengdu Southwest
Jiaotong University Industry (Group) Co., Ltd invested 5 million Yuan with 5% of the capital occupied, Shanghai
Zhongcheng XIndaya Financial Information Service Co., Ltd. invested 5 million Yuan, takes 5% of the registered
capital, Jiangsu Runye Investment Co., Ltd. contributed 10 million Yuan, a 10% in registered capital and Chengdu
Dongyu Commerce and Trade Co., Ltd. invested 15 million Yuan, a 15% in the registered capital.
(XII) Implementation for annual performance incentive fund
On August 9, 2012 and August 28, 2012, the Company considers the adoption of "Hefei Meiling annual
performance incentive fund implementation plan" (hereinafter referred to as "" stimulus "") on the 16th meeting of
the 7th board of directors and the 2012-second provisional shareholders meeting. Details were disclosed on
information disclosure media appointed by the Company as "Securities Times", "Chinese Securities Daily",
"Hong Kong Commercial Daily" and the Juchao network (www.cninfo.com.cn) on August 10, 2012 and August
29th in the form of announcement (No.: 2012-028, No.:2012-035).
1. Implementation about 2012 performance incentive fund provision and distribution plan
Found more details in ―(VIII) Implementation for annual performance incentive fund‖ of ―XIV. Explanation
on other major events‖ that carried out in ―Section V. Important Events‖ in Semi-Annual Report 2014 dated 12
August 2014.
Certain incentive grantees have been holding stocks for a year up to the Report. According to the provisions
of the share option scheme and the respective commitment they made, 50% of the shares purchased by them with
the 2012 performance incentive capital granted to them and their own capital can be released. However, if the
grantee holds office as the Company‘s director, supervisor or senior management, their shareholding and change
thereof should also comply with the relevant requirement of the Company Law, Securities Law, Management
Rules on Holding Shares of the Company or Change thereof by Director, Supervisor and Senior Management of
Listed Issuer. Meanwhile, during the reporting period, certain directors, supervisors and senior management
purchased the Company‘s shares with the 2013 performance incentive capital granted to them and their own
capital. According to relevant laws and rules, the Company‘s shares held by them are not allowed to be sold
within six months upon such purchase. If sold illegally, the income arising from such sale shall be vested by the
Company. Therefore, the shares purchased by the grantees successively during the period from August to
September of 2013 were held for one year in September 2014. The number of shares which can be released from
128
HEFEI MEILING CO., LTD. Annual Report 2014
sale was 1,835,902, accounting for 0.2404% of the total share capital of the Company.
2. Implementation of 2013 annual performance incentive provision and distribution program
According to the "incentive plan" the Company has approved, the operating results (audited in 2013) and the
actual operation situation, the annual performance incentive fund has reached the awarded conditions. Being
recognized by the Board, benefited directors and supervisors withdraw from voting, the "2013 Annual
Performance Incentive Fund Provision and Allocation Scheme" was deliberated and approved in 37th meeting of
the seventh session of the board, 21st meeting of 7th session of supervisory committee and first extraordinary
general meeting of 2014 dated June 16, 2014 and July 3, 2014. More details are:
(1) Incentive range and number: 40 people compliance with the conditions of the incentive objects (senior
management, middle management, and core technology and business personnel).
(2) Capital resources: in line with the 27,406,800 Yuan for incentive fund from 10% of net profit attributable
to shareholder of listed company that audited for year of 2013; RMB 26,357,500 has been distributed to 40
incentive objects (senior managers, middle management, and core technology and business personnel) that
satisfied the laws, regulations and ―Incentive Plan‖. All the incentive objects will, purchase stock of the Company
in open market with all incentive funds (income tax excluded) obtained plus no less favorable than 30 percent of
the total annual remuneration (except for performance fund; total annual remuneration after relevant tax cut and
five-insurance payment paid).
(3) Share holding: According to the "incentive plan" the company have approved, and under the premise of
the Listing Rules of Shenzhen Stock Exchange and other applicable Chinese laws and regulations, incentive target
promised within 60 working days as of receipt of the performance incentive funds (In case of regulatory ruled the
trading of shares shall not be specified, the time extended), to purchase the Company's shares through the open
market. All incentive objects have purchased the stock of the Company and lock-up as promise up to the
disclosure date. Stock purchasing by some of the directors, supervisors and senior executives are released on
appointed media from 19 August 2014 to 15 November 2014. Ended as 31 December 2014, shares hold by all
incentive objects amounting to 7,070,711 shares, a 0.9258% in total share capital of the Company, including
6,184,719 A-share, a 0.8098% in total share capital and 885,992 B-share, a 0.1160 in total share capital of the
Company.
(4) As for change of shareholding arising from disposal of shares by the grantees: according to relevant
provisions of the share option scheme, in case that the grantee has not reduced his shareholding by any market
means within one year after he purchased the Company‘s shares, he can reduce holding for 50% of the shares in
the second year according to relevant laws and rules. In September 2014, certain grantees has held those shares
purchased by them due to implementation of the 2012 share option scheme for one year, which satisfied the
condition for releasing 50% of the shares. After this release, these grantees (other than directors, supervisors and
senior management) reduced holding of 695,354 shares via secondary market, accounting for 0.0910% of the total
share capital of the Company.
(5)Commitment for restricted sales:
According to the Implementation Program of the Annual Performance Incentive Capital of Hefei Meiling Co.,
129
HEFEI MEILING CO., LTD. Annual Report 2014
Ltd and the commitment made by all the grantees, grantees can not reduce shareholding by any market means in
respect of the Company‘s shares purchased by them within one year upon the date of purchase; 50% of the shares
can be reduced for holding in the second year according to applicable laws and rules; and the remaining 50% can
be reduced for holding in the third year according to applicable laws and rules. In addition, certain grantees who
are also directors, supervisors or senior management of the Company undertook that they would watch out their
behaviors in compliance with relevant requirements of the Company Law, Securities Law and Management Rules
on Holding Shares of the Company or Change thereof by Director, Supervisor and Senior Management of Listed
Issuer, including but not limited to: shares transferred annually by them shall not exceed 25% of the total shares
held in the Company during their terms of office; they are not allowed to sell the shares held in the Company
within six month upon purchase or to buy back the shares within six month upon disposal; they are not allowed to
transfer the shares held in the Company within a half year upon their resignation.
Details were disclosed on information disclosure media appointed by the Company as "Securities Times",
"Chinese Securities Daily", "Hong Kong Commercial Daily" and the Juchao website (www.cninfo.com.cn)
respectively dated 17 June2012, 4 July 2014, 12 August 2014, 19 August 2014, 27 August 2014, 28 August 2014,
17 September 2014, 18 October 2014, 24 October 2014, 4 November 2014, 6 November 2014, 8 November 2014,
12 November 2014 and 15 November 2014 in the form of announcement (No.: 2014-036, No.: 2014-037, No.:
2014-040, No.: 2014-046, No.: 2014-055, No.: 2014-056, No.: 2014-057, No.: 2014-060, No.: 2014-063, No.:
2014-066, No.: 2014-068, No.: 2014-069, No.: 2014-070, No.: 2014-072 and No.: 2014-073) as well as the
Semi-annual report of 2014 and 3Q report of 2014
(XIII) Disposal of fractional shares
In order to properly solve the inventory fractional shares left in history, pursuant to the requirement of
―fractional shares shall be vested to all shareholders‖ issued by the CSRC, Shenzhen Branch of China Securities
Depository and Clearing Company Limited (hereinafter referred to as Shenzhen Branch of China Clearing) issued
the Notice on Disposal of Inventory Fractional Shares which required all the listed issuers to entrust Shenzhen
Branch of China Clearing to dispose inventory fractional shares and the net proceeds from disposal shall be
returned to listed issuers. At the same time, listed issuer shall include the net gains from disposal of fractional
shares in the relevant reserve item under shareholders‘ equity, and disclose the same in the upcoming periodic
report.
According to the above requirement, the Company entered into the Agreement in Relation to Disposal of
Fractional Shares of Listed Issuer by Shenzhen Branch of China Clearing. On 27 August 2014, the Company
received net gains of RMB81, 911.75 from disposal of fractional A shares; On 17 September 2014, the Company
received net gains of HK$8,790.39 (equivalent to RMB6, 953.20) from disposal of fractional B shares. The gains
have been included in relevant reserve item under shareholders‘ equity.
XV. Significant events of the subsidiaries
□ Applicable √ Not applicable
XVI. Offering of corporate bonds
□ Applicable √ Not applicable
130
HEFEI MEILING CO., LTD. Annual Report 2014
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Share Capital
(I) Changes in Share Capital
In Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Bonu Capitali
Proportion New Proportion
s zation of
Amount shares Others Subtotal Amount
(%) share public (%)
issued
s reserve
I. Restricted shares 67,523,544 8.84% - - - -56,865,187 -56,865,187 10,658,357 1.40%
1. State-owned
- - - - - - - - -
shares
2. State-owned legal
56,571,812 7.41% - - - -56,031,120 -56,031,120 540,692 0.07%
person‘s shares
3. Other domestic
10,620,913 1.39% - - - -1,167,742 -1,167,742 9,453,171 1.24%
shares
Including: Domestic
8,634,071 1.13% - - - -1,581,792 -1,581,792 7,052,279 0.92%
legal person‘s shares
Domestic natural
1,986,842 0.26% - - - 414,050 414,050 2,400,892 0.32%
person‘s shares
4. Foreign shares 330,819 0.04% - - - 333,675 333,675 664,494 0.09%
Including: Foreign
- - - - - - - - -
legal person‘s shares
Foreign natural
330,819 0.04% - - - 333,675 333,675 664,494 0.09%
person‘s shares
II. Unrestricted
696,215,661 91.16% - - - 56,865,187 56,865,187 753,080,848 98.60%
shares
1. RMB Ordinary
533,682,480 69.88% - - - 57,198,862 57,198,862 590,881,342 77.36%
shares
2. Domestically
162,533,181 21.28% - - - -333,675 -333,675 162,199,506 21.24%
listed foreign shares
3. Overseas listed
- - - - - - - - -
foreign shares
4. Others - - - - - - - - -
III. Total shares 763,739,205 100.00% - - - - - 763,739,205 100.00%
(II) Reasons for share changed
131
HEFEI MEILING CO., LTD. Annual Report 2014
√ Applicable □ Not applicable
1. On 21 February 2014, the 8th circulating shares with restrictions on selling have been removed the
restriction for listing after the Company implemented the reform of non-tradable shares. There are four
shareholders and 1,458,835 share have been removed the restriction, taking the proportion of 0.1910% in the
general capital of the Company.
2. On 12 September 2014, the privately placement A-share for year of 2010 have been removed the
restriction for listing. One person holds the restricted share, that is, the first major shareholder -- Sichuan
Changhong Electric Co., LTD. Totally 56,031,120 shares released for trading, taking the 7.3364% of the total
share capital of the Company.
3. In accordance with the relevant provisions of "The 2013 annual performance incentive fund provision and
distribution plan of the Company‖ and also to enhance the investors‘ confidence, some directors, supervisors and
senior management of the Company purchased the shares of the Company from the open market by using 2013
annual incentive fund and their own funds, the Company has disclosed the details on the appointed information
disclosure media respectively on 19 August 2014 and 15 November 2014. The directors, supervisors and senior
management of the Company totally held 1,995,166 shares of the Company (including 1,550,266 A-share and
444,900 B-share), taking the proportion of 0.26% in the general capital of the Company. Meanwhile, according to
the provisions of "Company Law", "Securities Law" and "The Company‘s shares held by the directors,
supervisors and senior management of the listed company and its change management rules", the shares held by
some directors, supervisors and senior management of the Company have been locked.
4. In the reporting period, the shares hold by some of the original directors and senior executives, who left
the Company for over 6 months, have released for trading, 1,069,082 shares in total; Mr. Yu Wanchun, holds
263,300 shares of the Company for locking since serves the president of the 8th session supervisory in line with
relevant regulations.
(III) Approval of share changed
□ Applicable √ Not applicable
(IV) Ownership transfer
√ Applicable □ Not applicable
In the reporting period, among the restricted shares of the Company, the 122,957 shares held by original
management department of Zhangzhou Welding Plant were transferred to Tan Zhuzheng.
(V) Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share
attributable to common shareholders of Company in latest year and period
□ Applicable √ Not applicable
(VI) Other information necessary to disclose for the Company or need to disclosed under requirement from
security regulators
□ Applicable √ Not applicable
132
HEFEI MEILING CO., LTD. Annual Report 2014
(VII) Changes of restricted shares
√ Applicable □ Not applicable
In Share
Restricted
Shares
Opening Shares Ending
Increased
Shareholders shares released in shares Restricted reasons Date for released
In
restricted Period restricted
the
Period
Sichuan Changhong Private placement 2010
56,031,120 56,031,120 - - 2014-9-12
Electric Co., LTD commitment
Legal commitment of share
Huishang Bank Co., Ltd. 1,042,027 1,042,027 - - 2014-2-21
reform
Share lockup in senior 25 percent released annually, meanwhile, other restricted conditions found
LIUHONGWEI 330,819 - 333,675 664,494 executives Share lockup in more in ―IX. Implementation of commitments‖ in ―Section V. Important
senior executives Event‖
Released on 31 December 2014; meanwhile, other restricted conditions found
Share lockup in senior
Wang Yong 330,375 330,375 - - more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Li Wei 281,175 - 344,250 625,425 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
Yu Wanchun 263,300 263,300 197,475 197,475 Share lockup in senior Date for release in the Period: 24 January 2014; furthermore, as supervisor of
133
HEFEI MEILING CO., LTD. Annual Report 2014
executives the Company, 25 percent released annually, meanwhile, other restricted
conditions found more in ―IX. Implementation of commitments‖ in ―Section
V. Important Event‖
Released on 24 January 2014; meanwhile, other restricted conditions found
Share lockup in senior
Li Daijiang 258,807 258,807 - - more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
Share lockup in senior Released on 27 June 2014; meanwhile, other restricted conditions found more
Wang Yingmin 216,600 216,600 - -
executives in ―IX. Implementation of commitments‖ in ―Section V. Important Event‖
Hefei Chengdong
Legal commitment of share
Refrigerator Accessories 208,405 208,405 - - 2014-2-21
reform
Ltd.
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Deng Xiaohui 164,475 - 163,125 327,600 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Li Xia 152,100 - 119,325 271,425 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
management department Restricted shares are
of Zhangzhou Welding 122,957 122,957 - - transferred to nature person 2014-10-16
Plant Tan Zhuzheng
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Liao Tao 113,625 - 174,725 288,350 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
Hefei Wanda Vacuum Legal commitment of share
104,202 104,202 - - 2014-2-21
Coating Plant reform
Jiangyin Tongqi 104,201 104,201 - - Legal commitment of share 2014-2-21
134
HEFEI MEILING CO., LTD. Annual Report 2014
Hardware and Electric reform
Appliance Factory
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Shang Wen 82,200 - 70,500 152,700 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Wu Dinggang - - 167,250 167,250 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
25 percent released annually, meanwhile, other restricted conditions found
Share lockup in senior
Zhang Xiaolong - - 123,525 123,525 more in ―IX. Implementation of commitments‖ in ―Section V. Important
executives
Event‖
Transferred the restricted
shares of management
department of Zhangzhou
Tan Zhuzheng - - 122,957 122,957 After relevant release procedures completed
Welding Plant, the shares
restricted due for legal
commitment of share reform
Total 59,806,388 58,681,994 1,816,807 2,941,201 - -
135
HEFEI MEILING CO., LTD. Annual Report 2014
Legal commitment of share reform。Note: except for the above list, restricted shares held by other
holders have no changes in the Period, and reasons are refers to legal commitment of share reform
II. Security offering and listing
(I) Security offering in latest three years ended reporting period
□ Applicable √ Not applicable
(II) Explanation on changes of total shares, shareholders structure and assets & liability structures
□ Applicable √ Not applicable
(III) Current shares held by internal staffs
□ Applicable √ Not applicable
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In Share
Total common Total preference
shareholders at end shareholders with voting
Total shareholders at end of the Period 59,179 of the 5th trading rights recovered at end of 0
day before annual reporting period (if
report disclosed applicable) (see Note 8)
Particulars about shares held above 5% by shareholders or top 10 shares holding
Number of
Total share
Amount of Amount of
Proportion shareholders at Changes in pledged/frozen
Nature of
Full name of Shareholders of shares restricted un-restricted
shareholder
held (%) the end of report report period State
shares held shares held Amou
period of
nt
share
Sichuan Changhong Electric Co., State-owned legal
21.58% 164,828,330 0 0 164,828,330 - -
LTD person
Hefei Xingtai Holding Group Co., State-owned legal
6.26% 47,823,401 37,800,000 0 47,823,401 - -
Ltd. person
Changhong Electric (Hong Kong)
Foreign legal person 3.30% 25,165,823 0 0 25,165,823 - -
Trading Co., Ltd.
Domestic
Zhengde life insurance Co.,
non-state-owned 3.15% 24,021,690 -4,778,310 0 24,021,690 - -
LTD-universal insurance products
legal person
Lombarda China Fund – China
Domestic
Merchants Bank – Zhong Ou
non-state-owned 1.96% 14,999,920 14,999,920 0 14,999,920 - -
Value-Added Assets Management
legal person
Plan
GUOTAI JUNAN Foreign legal person 1.90% 14,488,654 -3,913,923 0 14,488,654 - -
136
HEFEI MEILING CO., LTD. Annual Report 2014
SECURITIES(HONGKONG)
LIMITED
Foreign nature
CAO SHENGCHUN 1.73% 13,212,556 149,744 0 13,212,556 - -
person
Lombarda China Fund – China Domestic
Merchants Bank – Zhong Ou Return non-state-owned 0.79% 6,000,000 6,000,000 0 6,000,000 - -
Assets Management Plan legal person
DRAGON BILLION CHINA
Foreign legal person 0.70% 5,329,489 5,329,489 0 5,329,489 - -
MASTER FUND
NORGES BANK Foreign legal person 0.55% 4,216,432 4,216,432 0 4,216,432 - -
Strategy investors or general legal person becomes top 10
shareholders due to rights issued (if applicable) (see Not applicable
note3)
Among the above shareholders, Changhong (Hong Kong) Trade Co., Ltd. is the wholly-owned
subsidiary of Sichuan Changhong Electronic Co., Ltd.; there existed no associated relationship
or belong to the concerted actors as specified in the Measures for the Administration of
Information Disclosure of Shareholder Equity Changes of Listed Companies among Sichuan
Explanation on associated relationship among the Changhong Electronic Co., Ltd., Changhong (Hong Kong) Trade Co., Ltd. and other top 8
aforesaid shareholders shareholders; and top ten shareholders with unrestricted subscription; as the Company has not
known whether there exists any business relationship among the other shareholders with
unrestricted subscription or they belong to the concerted actors as specified in the Measures for
the Administration of Information Disclosure of Shareholder Equity Changes of Listed
Companies.
Particular about top ten shareholders with un-restrict shares held
Amount of unrestricted Type of shares
Shareholders‘ name
shares held at end of Period Type Amount
Sichuan Changhong Electric Co., LTD 164,828,330 RMB ordinary shares 164,828,330
Hefei Xingtai Holding Group Co., Ltd. 47,823,401 RMB ordinary shares 47,823,401
Changhong Electric (Hong Kong) Trading Co., Ltd. 25,165,823 Domestically listed foreign shares 25,165,823
Zhengde life insurance Co., LTD-universal insurance products 24,021,690 RMB ordinary shares 24,021,690
Lombarda China Fund – China Merchants Bank – Zhong Ou
14,999,920 RMB ordinary shares 14,999,920
Value-Added Assets Management Plan
GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED 14,488,654 Domestically listed foreign shares 14,488,654
CAO SHENGCHUN 13,212,556 Domestically listed foreign shares 13,212,556
Lombarda China Fund – China Merchants Bank – Zhong Ou
6,000,000 RMB ordinary shares 6,000,000
Return Assets Management Plan
DRAGON BILLION CHINA MASTER FUND 5,329,489 Domestically listed foreign shares 5,329,489
NORGES BANK 4,216,432 Domestically listed foreign shares 4,216,432
Among the above shareholders, Changhong (Hong Kong) Trade Co., Ltd. is the wholly-owned
Expiation on associated relationship or consistent actors subsidiary of Sichuan Changhong Electronic Co., Ltd.; there existed no associated relationship
within the top 10 un-restrict shareholders and between top or belong to the concerted actors as specified in the Measures for the Administration of
10 un-restrict shareholders and top 10 shareholders Information Disclosure of Shareholder Equity Changes of Listed Companies among Sichuan
Changhong Electronic Co., Ltd., Changhong (Hong Kong) and other top 8 shareholders; and
137
HEFEI MEILING CO., LTD. Annual Report 2014
top ten shareholders with unrestricted subscription; as the Company has not known whether
there exists any business relationship among the other shareholders with unrestricted
subscription or they belong to the concerted actors as specified in the Measures for the
Administration of Information Disclosure of Shareholder Equity Changes of Listed Companies.
Explanation on top ten shareholders involving margin
-
business (if applicable) (see note4)
Agree to buy-back dealings occurred in Period by top 10 common shareholders and top 10 common shareholders
with shares restricted for sale
√Yes □No
In reporting period, shareholder of the Company Hefei Xingtai Holding Group Co., Ltd. (―Xingtai Holding‖)
exercise agrees to buy-back dealing and agree to exercise buy-back obligation while dealing expired, details are
as:
On 13 September 2013, Xingtai Holding exercise agree to buy-back security transaction with GuoYuan
Securities Co., Ltd. (―GuoYuan Securities‖) with the unrestricted circulated A-share of the Company for one year
term of repurchased, that is 37,800,000 shares (accounts for 4.95 percent of total share capital of the Company).
More details of the transaction please found in Notice No.: 2013-043 released on appointed medial dated 17
September 2013.
The above said securities have been brought-back in the Period due to expiration. Xingtai Holding perform
buy-back obligation for 37,800,000 shares purchased on 11 September 2014. Before the transaction, 10,023,401
shares was held by Xingtai Holding, representing 1.31 percent of total share capital of the Company; after
transaction 47,823,401 shares was held, accounts for 6.26 percent of total share capital of the Company. More
details of the transaction please found in Notice No.: 2014-059 released on appointed medial dated 13 September
2014.
(II) Controlling shareholder of the Company
Legal
Actual Organization
rep./person in Dated founded Registered capital Main business
controller code
charge of unit
Manufactures, sales and maintenance of household
appliance, Electronic products and spare parts,
communications equipments, computer and other
Sichuan Electronic equipments, specialized equipments of
Changhong RMB Electronic and Electronic, Electronic machinery and
Zhao Yong 1933-4-8 20541230-8
Electric Co., 4,616,244,222 equipment, series products of batteries, Electronic
LTD medicine products, Electronic equipments, digital
monitoring products, metal products, apparatus and
instruments, culture and office machines, culture and
education and sports products, furniture, kitchen
138
HEFEI MEILING CO., LTD. Annual Report 2014
cabinet and gas appliance; house and equipment
rental, packing products and technical services; road
transportation, storage and discharging convey;
e-commerce; R&D, sales and services of software;
consultancy and services of enterprise management;
hi-tech project investment and other state-permitted
business; development and operation of property;
callback and disposal of obsolete appliance and
Electronic products, engineering construction for
house and buildings (Qualification certificate
required)
Development strategy: Sichuan Changhong carried out works in 2014 under the key directions of ―smart, network and synergy‖. In
terms of smart, the company will strengthen smart development of the existing terminal products, explore new types of smart terminal
Future and launch a series of smart products; in terms of network, the company will focus on value enhancement of terminals resulting from
development network, strengthen construction of cloud platform, build data analysis ability, explore value of various data and establish its business
strategy model based on data; in terms of synergy, the company will increase terminal synergy effect, form systematic solutions and develop
businesses like smart family, smart community and smart city. Through implementation of smart strategy, the Company is driven
forward to switch to a smart terminal and service provider rather than a traditional home appliances manufacturer.
Ended as 31 December 2013, according to audited financial report of 2013, Sichuan Changhong owned total assets of RMB
58,837,008,467.01, total liability of RMB 39,335,159,946.90 and total owners equity RMB 14,044,157,346.32 attributable to
shareholder of listed company. For whole year of 2013, Sichuan Changhong realized total operation income of RMB 58,
Operation result, 875,274,661.52 and net profit attributable to shareholder of listed company amounting as RMB 512,481,605.58.
financial status Up to 30 September 2014, according to the unaudited financial statement for January to September 20134, total assets of Sichuan
and cash flow Changhong was RMB 62,172,504,638.57, total liability amounting as RMB 43,018,390,905.46, shareholders equity was RMB
19,154,113,733.11 in total, including total owners‘ equity attributable to shareholders of listed company RMB 13,597,036,466.02.
Sichuan Changhong realized operation revenue of RMB 41,284,659,010.94 from January to September of 2014, and RMB
-314,372,776.87 net profit attributable to shareholder of listed company.
Equity
1. Ended as 31 December 2014, 28.81 percent equity of Huayi Compressor Co., Ltd. (stock code: 000404), the listed company in main
controlling and
board of SSE, were directly hold by Sichuan Changhong.
jointly of other
2. Up to 31 December 2014, 1,008,368,000 common shares of the Changhong Jiahua Holdings Limited (Stock code: 08016), the listed
foreign/domestic
company in GEM of Hong Kong Stock Exchange, were held by Sichuan Changhong and its persons acting in concert, representing
listed company
69.3202 percent in total issued common shares of Changhua Jiahua Holding.
by controlling
3. Ended as 31 December 2014, 0.037% equity of China United Network Communications Limited (stock code: 600050), the listed
shareholder in
company in main board of Shanghai Stock Exchange, were hold by Sichuan Changhong directly.
reporting period
Controlling shareholder changes in reporting period
□ Applicable √ Not applicable
Controlling shareholder stays the same in Period
(III) Actual controller of the Company
139
HEFEI MEILING CO., LTD. Annual Report 2014
Legal
Registered
Actual controller rep./person in Dated founded Organization code Main business
capital
charge of unit
State-owned Assets
Supervision &
Administration Commission
of Mianyang Municipality is
entrusted by the same level
State-owned Assets
government, together
Supervision &
performs decision-making
Administration —— —— —— ——
and management of
Commission of
state-owned asset owners,
Mianyang Municipality
and is one organization
which executes
comprehensive management
and supervision on its
belonged state-owned assets.
Future development
Not applicable
strategy
Operation result,
financial status and cash Not applicable
flow
Equity controlling of
other foreign/domestic
listed company by actual Not applicable
controller in reporting
period
1. Changes of actual controller in Period
□ Applicable √Not applicable
Actual controller stays the same in Period
2. Property rights and the block diagram of the control relationship between the Company and the actual control
140
HEFEI MEILING CO., LTD. Annual Report 2014
State-owned Assets Supervision & Administration
Commission of Mianyang Municipality
100%
Sichuan Changhong Electric Group Co., Ltd.
23.20%
Sichuan Changhong Electric Co., Ltd.
100%
21.58%
Changhong (Hong Kong) Trade Co., Ltd.
3.30%
Hefei Meiling Co., Ltd.
3. Actual controller controlling the Company by means of entrust or other assets management
□ Applicable √ Not applicable
(IV) Other legal person‘s shareholders with over ten percent shares held
□ Applicable √ Not applicable
IV. Share holding increasing plan proposed or implemented in reporting period from
shareholder of the Company and its concerted action person
□ Applicable √ Not applicable
As for as the Company know, no share holding increasing plan proposed or implemented in reporting period from
shareholder of the Company and its concerted action person
141
HEFEI MEILING CO., LTD. Annual Report 2014
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the reporting.
142
HEFEI MEILING CO., LTD. Annual Report 2014
Section VIII. Particular about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executive
Amount of Amount
Shares held shares of shares
Post Shares held
at increase in decreased
Name Title Sex Age Office dated from Office dated ended at period-end
status period-begin this in this
(Share)
(Share) period(Share period
) (Share)
Currentl 2014-7-3 2017-7-3
Liu Tibin Chairman y in M 52 0 0 0 0
office
Currentl 2014-7-3 2017-7-3
Deputy
Li Jin y in M 47 0 0 0 0
chairman
office
Currentl 2014-7-3 2017-7-3
Director,
Li Wei y in M 42 374,900 459,000 0 833,900
president
office
Currentl 2014-7-3 2017-7-3
Kou
Director y in M 45 0 0 0 0
Huameng
office
Currentl
Wu Director,Deput
y in M 42 2014-7-3 2017-7-3 0 223,000 0 223,000
Dinggang y chairman
office
Currentl 2014-7-3 2017-7-3
Gao Jian Director y in M 39 0 0 0 0
office
Currentl 2014-7-3 2017-7-3
Gan Independent
y in M 48 0 0 0 0
Shengdao Director
office
Currentl 2014-7-3 2017-7-3
Independent
Ren Jia y in M 51 0 0 0 0
Director
office
Currentl 2014-7-3 2017-7-3
Independent
Lu Yingjin y in M 50 0 0 0 0
Director
office
Yu Chairman of Currentl M 44 2014-7-3 2017-7-3 263,300 0 0 263,300
143
HEFEI MEILING CO., LTD. Annual Report 2014
Wanchun Supervisory y in
office
Currentl 2014-11-5 2017-7-3
Yu Xiao Supervisor y in M 46 0 0 0 0
office
Currentl 2014-7-3 2017-7-3
Hu Jia Supervisor y in F 39 0 0 0 0
office
Currentl 2014-7-3 2017-7-3
Shang Staff
y in M 46 109,60S0 94,000 0 203,600
Wen Supervisor
office
Currentl 2014-7-3 2017-7-3
Zhang Staff
y in M 55 0 0 0 0
Ruhe Supervisor
office
Executive Currentl 2014-7-3 2017-7-3
Liu
deputy y in M 50 441,092 444,900 0 885,992
Hongwei
president office
Currentl 2014-7-3 2017-7-3
Deputy
Liao Tao y in M 43 151,500 232,966 0 384,466
president
office
Currentl 2014-7-3 2017-7-3
Deng Deputy
y in M 44 219,300 217,500 0 436,800
Xiaohui president
office
Currentl 2014-7-3 2017-7-3
Zhong Deputy
y in M 42 0 0 0 0
Ming president
office
Deputy
Currentl
Zhang president and
y in M 39 2014-7-3 2017-7-3 0 164,700 0 164,700
Xiaolong Finance
office
Manager
Currentl 2014-7-3 2017-7-3
Secretary of
Li Xia y in F 34 202,800 159,100 0 361,900
the Board
office
Wang Office 2011-6-20 2014-7-2
Director M 47 440,500 0 0 440,500
Yong leaving
Sun Office 2011-6-20 2014-2-24
Director M 54 0 0 0 0
Liqiang leaving
Wang 2011-6-20 2014-7-2
Independent Office
Xingzhon M 70 0 0 0 0
Director leaving
g
144
HEFEI MEILING CO., LTD. Annual Report 2014
Song Independent Office 2011-6-20 2014-7-2
M 75 0 0 0 0
Baozeng Director leaving
Liu Independent Office 2011-6-20 2014-7-2
M 60 0 0 0 0
Youpeng Director leaving
Zhang Independent Office 2011-6-20 2014-7-2
M 65 0 0 0 0
Shidi Director leaving
Fei Chairman of Office 2011-6-20 2014-7-2
F 56 0 0 0 0
Minying Supervisory leaving
Lu Office 2014-7-3 2014-11-5
Supervisor M 39 0 0 0 0
Xingzhou leaving
Total -- -- -- -- -- -- 2,202,992 1,995,166 0 4,198,158
Note: 1. On 17 June 2014 and 3 July 2014, the ―Provision and Distribution Plan for 2013 Performance
Incentive Fund‖ was deliberated and approved by 37th meeting of 7th session of the Board, 21st meeting of 7th
session of supervisory committee and 1st extraordinary general meeting of 2014. In the reporting period, the
follow person: current director Mr. President Li Wei, Executive deputy president Mr. Liu Hongwei, director
deputy chairman Mr. Wu Dinggang, deputy president Mr. Deng Xiaohui, deputy president Mr. Liao Tao, deputy
president and Finance Manager Mr. Zhang Xiaolong, Secretary of the Board Ms. Li Xia and Staff Supervisor and
Admin Director Mr. Shang Wen purchase stock of the Company through secondary market with the performance
incentive fund obtained and self-owned fund, changes of shares are listed above
2. On 16 June 2014 and 3 July 2014, the ―Proposal of General Election for 8th Session of the Board‖ was
deliberated and approved by 37th meeting of 7th session of the Board, 21st meeting of 7th session of supervisory
committee and 1st extraordinary general meeting of 2014. Elected Mr. Liu Tibin, [ HGZCQ(2010) No.34]
of Hefei SASAC on April 9, 2010, 100% state-owned property of Meiling Group after partial assets and
liabilities separated transferred to the Company from Xingtai Holding as amount of RMB 113.2 million. The
re-registration of industrial and commercial procedure for Meiling Group after separated partial assets
liability has finished on July 28, 2010. The new Meiling Group has register capital of RMB 80 million, and
have been verified by the [AD(2010)YZD No. 016] from Anhui Anding CPAs Co., Ltd.
Registration No. of the Business License of Corporation Legal Person: 340100000010841; address: Main
plant of 2# South, Tangkou Road, Lianhua Road East, Economy&Technology Development Zone, Hefei;
Legal Representative: Li Wei; Business Scope: Manufacture of washing machine, plastic products, fine welded pipe,
cooling fittings, package products and decoration products; Self-produced products and raw&auxilary materials,
machinery equipment, instrument and department sales.
45) Meiling Equator Appliance (Hefei) Co., Ltd.( Equator Appliance for short) was the Sino-foreign joint venture
jointly set up by original Meiling Group and EQUATOR INVESTMENTS (USA) INC.( EQUATOR for short),
which have been approved by the [SWZWFZZ(2004) No.0103] of Approval Certificate of Foreign Enterprise
from People‘s Government of Anhui Province. Its registered capital was US$ 3 million upon establishment,
of which, Sino company invested US$ 2.25 million in machinery equipment, accounting 75% of the
registered capital while foreign company invested US$ 0.5 million in monetary capital and US$ 0.25 million
in intangible assets, amounting to US$0.75 million, accounting 25% of the registered capital. The above
mentioned investment verified by the verification report of [WYAYZ (2004) No. 135] from Anhui Yongan
CPAs Co., Ltd. In July 2007, approved by [HWJ(2007) No.136] from Foreign Trade Economic Cooperation
Bureau of Hefei City, 25% equity held by EQUATOR transferred to Anhui Meiling Electric Co., Ltd. Totally.
292
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
The Company‘s register capital came into RMB 24,793,200 after transference, and was not the joint-venture
any more. 25% equity owned by Anhui Meiling Electric Co., Ltd has been transferred totally to original
Meiling Group in July 2009.
Registration No. of the Business License of Corporation Legal Person: 340100000004040; address: Meiling
Industry Zone, Development Zone, Feidong Xinchang, Hefei City; Legal Representative: Huang Danian;
Business Scope: Research, manufacture and sales of Roller washing machine, wave automatically washing machine,
wave double-tube washing machine and other appliance; Manufactures and sales of the controller and matching line of
refrigerator, washing machine, air-conditioner and other household appliance
46) Hefei Equator Appliance Co., Ltd.( Equator Appliance) was jointly set up by original Meiling Group and
Yingkaite Appliance on September 26, 2007. Its register capital was RMB 12 million, among which, original
Meiling Group invested RMB 8,670,600 in monetary capital, accounting 72.255% in registered capital;
Equator Appliance invested RMB 3,329,400 in the assessment value of intangible assets (land-use right),
accounting 27.745% of total registered capital. The investment being verified by [WYAZ(2004) No. 135]
from Anhui Yongan CPAs Co., Ltd.
Registration No. of the Business License of Corporation Legal Person: 340122000001532; address: (No.15
Jinyang Road) Meiling Industrial Zone, Development Zone, Feidong Xinchang, Hefei City; Legal
Representative: Huang Danian; Business Scope: Manufacture and operation on cooling appliance, washing
machine and plastic products; operational of the self-produced products on raw&auxilary materials as well as
import&export business( projects limited by the national excluded)
47) Hefei Meiling Nonferrous Metal Products Co., Ltd. (Nonferrous Metal) was the Sino-foreign joint venture
jointly set up by original Meiling Group, Hefei Meiling Copper Co., Ltd. And Singapore Kim Shin Development Co.,
Ltd., which have been originally approved by the [WJMWFZZ(1996) No.349] of Foreign Trade and
Economic Committee of Anhui Province. Its registered capital was US$ 2.92 million upon establishment, of
which, original Meiling Group invested US$ 1.46 million (monetary capital), accounting 50% of the
registered capital, Hefei Meiling Copper Co., Ltd invested US$ 0.584 million (monetary capital of RMB 0.18 million
and real assets of US$ 0.404 million), accounting 20% of registered capital while Singapore Kim Shin Development
Co., Ltd invested US$ 0.876 million (monetary capital), accounting 30% of the registered capital. The above
mentioned investment verified by the verification report of [HSWZ(1995) No. 0737], [HSWZ(1996) No. 328]
and [HSWZ(1998) No. 088] from Anhui CPAs Co., Ltd. In July 2008, approved by [HWS(2008) No.53]
from Foreign Trade Economic Cooperation Bureau of Hefei City, 30% equity and 20% equity held by
Singapore Kim Shin Development Co., Ltd and Hefei Meiling Copper Co., Ltd respectively transferred to original
Meiling Group Totally. The Company‘s register capital came into RMB 24,286,808.00 after transference, and
was not the joint-venture any more.
Registration No. of the Business License of Corporation Legal Person: 340100000111925; address: Liaoyuan
Road West, Xincheng Development Zone, Feidong County; Legal Representative: Huang Danian; Business
Scope: Manufacture and sales various copper tube, line materials and other metal products
48) Hefei Meiling Packing Products Co., Ltd. (Packing Products) was the Sino-foreign joint venture jointly set up
by Hefei Paper Box Plant, original Meiling Group and Singapore Anda Development Co., Ltd in December 1993,
293
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
which approved by [HWJZ(1993) No. 0444] of Foreign Trade and Economic Committee of Hefei City with its
register capital of US$ 3.067 million. The register capital while established have been verified by
[HKHY(1995) No. 5] from original Hefei CPAs Co., Ltd. On December 30, 2002, being approved by
[HWJ(2002) No. 259] of foreign trade Economic Cooperation Bureau of Hefei City, 48.28% equity owned
by Hefei Paper Box Plant transferred to the Company. On June 17, 2005, 25% equity owned by Singapore
Anda Development Co., Ltd transferred to original Meiling Group freely by one-time. The Company turned into
domestic-capital enterprise from foreign-capital enterprise with changed registered capital of RMB 18.4 million. The
re-register of register capital being verified by [WCQYZ(2005) No. 256] from Anhui CHengqin CPAs Co.,
Ltd. After equity transferred, the Company invested RMB 8.88 million accounting 48.28% in register capital
while Meiling Group invested RMB9.52 million with 51.72% in register capital. Resolution from the 46th
meeting of 6th session of the Board, while purchasing Meiling Group, the assets and liabilities of
Meiling Packaging Products Co., Ltd., which are not included in transfer-in assets, will derivate into the
Hefei Xingmei Assets Management Co., Ltd., the former Meiling Packaging Products Co. reduced its
capital as RMB 17.4 million, and registered changed for industrial and commerce have completed on 27
June 2011.
Registration No. of the Business License of Corporation Legal Person: 340100000266674; Address: Meiling
Industry Zone,Dong twenty bu, Hefei City; Legal Representative: Huang Danian; Business Scope:
Manufacture and sales of corrugated board, paper boxes, paper element, EPS, foam package materials and aluminium
foil sealing tape and housing rental.
(2) major non-wholly-owned subsidiary
Dividend
Gains/losses Balance of
Shareholdi distributed to
attributable to minority’s
Subsidiary ng of minority
minority in the interest at
minority announced in the
Year year-end
Year
Zhongke Meiling Cryogenic Technology
30% 2,925,045.30 - 28,233,386.51
Co., Ltd.
(3) Financial information for major non-wholly-owned subsidiary
Ending balance
Subsidiary Non-current
Current assets Non-current assets Total assets Current liabilities Totalliabilities
liability
ZhongkeMeiling 128,850,510.99 4,947,756.41 133,798,267.40 39,686,979.03 - 39,686,979.03
(Continued)
Opening balance
Subsidiary Non-current
Current assets Non-current assets Total assets Current liabilities Totalliabilities
liability
ZhongkeMeiling 104,836,317.89 3,424,815.84 108,261,133.73 23,899,996.35 - 23,899,996.35
(Continued)
Current Year
Subsidiary
Operation income Net profit Total comprehensive Cash flow from
294
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Subsidiary Current Year
income operation activity
Zhongke
85,502,644.66 9,750,150.99 9,750,150.99 15,390,186.51
Meiling
(Continued)
Last Year
Subsidiary Total comprehensive Cash flow from
Operation income Net profit
income operation activity
Zhongke
68,184,291.51 8,252,105.01 8,252,105.01 8,967,879.52
Meiling
(4) Major limitation on using enterprise group‘s assets and liquidate debts of enterprise group: Nil
(5) Offering financial supporting or other supports for structured entity that included in consolidation
statement scope: Nil
295
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
2. Changes of owner‘ equity shares in subsidiary and its impacts
Hengya Chengd Changsh Guangzh
Luohe Wuhu Bengbu Nanchang Jingzhou Shijiazhuan Neijiang Guangxi Harbin Xi’an
Item ng u a ou Total
Meiling Meiling Meiling Meiling Meiling g Meiling Meiling Huidian Meiling Meiling
Meiling Meiling Meiling Meiling
Original ratio of
64.00% 36.00% 87.40% 41.00% 36.00% 80.00% 36.00% 83.40% 36.00% 92.33% 61.80% 36.00% 61.00% 86.00% -
shares held
Equity purchased
35.60% 62.00% 6.10% 44.00% 49.00% 1.00% 27.33% 1.60% 50.00% 2.67% 2.20% 41.50% 24.00% 12.00% -
from minority
Ratio of shares held
99.60% 98.00% 93.50% 85.00% 85.00% 81.00% 63.33% 85.00% 86.00% 95.00% 64.00% 77.50% 85.00% 98.00% -
at period-end
1,755,000.
Cash 23.00 55,461.00 3.00 7.00 40,000.00 2.00 1.00 4.00 80,000.00 3.00 2.00 3.00 4.00 1,930,513.00
00
Acquisition
1,755,000.
cost/total disposal 23.00 55,461.00 3.00 7.00 40,000.00 2.00 1.00 4.00 80,000.00 3.00 2.00 3.00 4.00 1,930,513.00
00
consideration
Less: net assets of
subsidiary
2,051,121. -791,260. -725,373. -3,292,217. -367,755. 918,216.9 -158,585. -4,160,030. -500,573. -3,197,095. -10,102,868.
measured by equity 24,125.13 -8,379.43 49,410.98 55,527.39
11 47 51 21 23 7 36 64 15 40 82
shares obtained by
disposed
-296,121.1 791,283.4 725,376.5 3,292,224. 367,756.2 -918,212. 158,588.3 4,160,032. 500,576.1 3,197,099. 12,033,381.8
Balance 31,335.87 48,379.43 -49,408.98 24,472.61
1 7 1 21 3 97 6 64 5 40 2
Including:
296,121.1 -791,283. -31,335.8 -725,376. -3,292,224. -48,379.4 -367,756. 918,212.9 -24,472.6 -158,588. -4,160,032. -500,576. -3,197,099. -12,033,381.
Capital public 49,408.98
1 47 7 51 21 3 23 7 1 36 64 15 40 82
reserve adjusted
Surplus public
- - - - - - - - - - - - - - -
reserve adjusted
Retained profit
- - - - - - - - - - - - - - -
adjusted
296
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Purchased minority‘s equity of marketing subsidiary in the Period, balance between the long-term equity investment newly obtained and the net assets shares
enjoy according to the new share-holding proportion since purchasing date amounting to -12,033,381.82 Yuan in total, and reckoned into capital public reserve
297
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
3. equity in joint venture or affiliated enterprise
(1) Major joint venture or affiliated enterprise
Share holding
(%) Accounting
treatment for
investment of
Joint venture or affiliated enterprise Main office Registe Business
place r place nature Direct Indire joint venture or
ly ctly
affiliated
enterprise
1.ChanghongRubaElectricCompany Lahore, Manufactures,
Lahore 40.00 - Equity
(Private)Ltd. Pakistan sales
2.Hefei Xingmei Assets Management Co., Rental,
Hefei Hefei 48.28 - Equity
Ltd. agency
(2) Financial information for major Joint venture: Nil
(3) Financial information for affiliated enterprise
Ending balance / CurrentYear Opening balance / LastYear
ChanghongRuba Hefei Xingmei ChanghongRuba Hefei Xingmei
Item Assets Assets
ElectricCompany ElectricCompany
Management Co., Management Co.,
(Private)Ltd. Ltd. (Private)Ltd Ltd.
Current assets: 61,531,111.48 3,967,411.07 40,841,418.95 3,934,534.11
Including: cash and cash equivalent 1,695,264.18 911,126.07 541,574.03 712,960.11
Non-current assets 16,469,584.73 25,009,461.78 16,814,443.64 25,997,951.58
Total assets 78,000,696.21 28,976,872.85 57,655,862.59 29,932,485.69
Current liability 58,747,740.71 1,901,924.77 39,845,465.52 1,811,024.12
Mom-current liability - - - -
Total liabilities 58,747,740.71 1,901,924.77 39,845,465.52 1,811,024.12
Minority‘s interest
Equity attributable to shareholder of
19,252,955.50 27,074,948.08 17,810,397.07 28,121,461.57
parent company
Share of net assets measured by
7,701,182.20 13,071,784.93 7,124,158.83 13,577,041.65
shareholing
Adjustment itme - - - -
--Goodwill - - -
Unrealized profit of the internal
6,561,962.92 - - -
downstream transactions
Unrealized profit of the internal upstream
235,752.83 - - -
transactions
Other - - -
对联营企业权益投资的Book value of
1,139,219.28 13,071,784.93 9,125,362.23 12,531,807.91
the equity investment for affiliate
298
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Fair value of equity investment for the
- - - -
affiliates with consideration publicly
Operation income 58,197,435.26 1,923,269.50 50,397,390.49 3,450,434.40
Financial expenses 62,647.42 -2,865.25 21,844.08 -1,673.63
Income tax expenses - - - 369,236.37
Net profit 656,274.70 1,792,712.08 -987,002.45 793,275.43
Net profit of discontinuing operation - - - -
Other comprehensive income - - - -
Total comprehensive income - - -
Dividend received from affiliates in the
- 325,544.37 - 516,596.00
Year
(4) Financial summary for non-important Joint venture and affiliate enterprise
Ending balance / Current
Item Opening balance / Last Year
Year
Affiliate:
Total book value of investment - 1,338,217.25
Total amount measured by shareholding
ratio
--net profit -6,977,806.68 -3,767,308.01
--Other comprehensive income - -
-- Total comprehensive income - -
(5) major limitation on capital transfer ability to the Company from joint venture or affiliates: Nil
(6) excess loss occurred in joint venture or affiliates: Nil
(7) unconfirmed commitment with joint venture investment concerned: Nil
(8) intangible liability with joint venture or affiliates investment concerned: Nil
4. major conduct joint operation: Nil
5. structured body excluding in consolidate financial statement: Nil
IX. Relevant risks related with financial instrument
Major financial instruments of the company include loans, receivables, payables, trading financial
assets, financial liabilities and other transactions, details of the financial instruments that see the note six.
Risks associated with these financial instruments include the risk of exchange rate and interest rate risk.
The company's management to these risk exposure management and monitoring to ensure that the risk
control within limits.
According to the exchange rate risk, to circumvent the foreign currency transactions, foreign
currency loans and interest payments to the exchange rate risk, the company and the bank has signed a
number of forward foreign exchange contracts. The confirmation for the changes in the fair value of
forward foreign exchange contracts of derivative financial instruments in December 31, 2014 have been
299
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
recognised in the income statement. With the continuous improvement of the export business, if the
occurrence of the appreciation of the Renminbi the company can not control the risk, the company will
lower the risk through the adjustment of Sales policy.
The company's interest rate risk resulting from the bank loans and interest bearing debt. Floating
interest rate financial liabilities to the company is exposed to cash flow interest rate risk, financial
liabilities, fixed interest rates so that the company faces to fair value interest rate risk. The company
decided to fixed rate and floating rate relative to Ratio of the contract according to the market
environment. In December 31, 2014, the company's interest bearing debt is mainly denominated in yuan
floating rate loan contract, Amount Total for 7932800 yuan, and USD denominated fixed rate contract,
Amount for 418522939.07 yuan. The company due to changes in interest rates caused by the changes in
the fair value of financial instruments risk mainly with the fixed interest rate bank loans related. For
fixed rate loans, the company's goal is to keep its floating rate. The company due to changes in interest
rates caused by changes in cash flow risk financial instruments mainly related to floating rate bank
borrowings. The company's policy is to maintain a floating interest rate the loan, in order to eliminate
the fair value of the risk of changes in interest rates.
X. Fair value
1.Assets and liabilities measured by fair value at year-end and level of fair value measurement
F ai r v al u e at y e ar- e n d
Item
1st level 2nd level 3rd level Total
一、I. Continuous measure of fair value
（一）Financial assets measured by fair value and with
variation reckoned into current gains/losses
1. transactional financial assets
(1) debt instrument investment
(2) equity instrument investment
（3）Derivative financial assets(3) derivative finance
assets
(4) Other
2. Investment income from disposal of financial assets,
which is measured by fair value and with its variation
reckoned into current gains/losses 2. Assign financial
assets measured by fair value and with variation
reckoned into current gains/losses
(1) debt instrument investment
(2) equity instrument investment
(3) Other
(II) Financial assets available for sale
(1) debt instrument investment
(2) equity instrument investment
(3) Other
(III) Investment real estate
300
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
F ai r v al u e at y e ar- e n d
Item
st
1 level 2nd level 3rd level Total
1. 1. land use right for rented
2. buildings rented
3land use right hold ready for transfer after value added
(IV) biological assets
1.consumptive biological assets
2.Productive biological assets
Total assets continuous measure of fair value
（一）Financial liability measured by fair value and
81,170.00 81,170.00
with variation reckoned into current gains/losses
1. transactional financial liability 81,170.00 81,170.00
(1) dealing bonds issued
(2) derivative finance liability 81,170.00 81,170.00
(3) Other
2. Financial liability measured by fair value and with
variation reckoned into current gains/losses 2. Assign
financial liability measured by fair value and with
variation reckoned into current gains/losses
Total liability continuous measure of fair value 81,170.00 81,170.00
二、Non-persistent fair value measures
（一）assets held-for-sale
Total assets non-persistent measure of fair value
Total liability non-persistent measure of fair value
Fair value, is refers to the market participants in an orderly transaction occurred in the
measurement, the sale of an asset can receive or transfer a liability to pay for the price. The company
derivatives contracts in accordance with the second levels of the fair value measurement, namely the
contract at the balance sheet date of the foreign exchange market to offer real-time.
1. assets and liabilities not measured by fair value but disclosed by fair value: Nil
XI. Related parties and related transaction
(I) Relationship of related parties
1. Controlling shareholder and ultimate controller
(1) Controlling shareholder and ultimate controller
Controlling shareholder and Place of Legal
Type of Nature of
registrati representat Organization code
entity business
ultimate controller on ive
Stock Manufacture
Sichuan Changhong Electric Co., Ltd. Mianyang Zhao Yong 20541230-8
company and sales
Sichuan Changhong Electronics Limited Manufacture
Mianyang Zhao Yong 72081866-0
Group Co., Ltd. company and sales
(2) Register capital and change thereof of controlling shareholder
301
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Increase Decrease
Opening
controlling shareholder during the during the Ending balance
balance
year year
Sichuan Changhong Electric
4,616,244,222 - - 4,616,244,222
Co., Ltd.
(3)Shares held by the controlling shareholder and its changes on equity
Amount of shares held Shareholding ratio(%)
controlling shareholder Ending Opening Ratio at
Ratio at year-end
balance balance year-begin
Sichuan Changhong Electric
189,994,153 189,994,153 24.88% 24.88%
Co., Ltd.
2.Subsidiary
Found more in Note ―VIII. 1 (1) Enterprise group composition‖
3. Joint venture and Affiliated enterprise
Major Joint venture and Affiliated enterprise of the Company found more in Note ―VIII. 3 (1) major
Joint venture and Affiliated enterprise‖. Other Joint venture and Affiliated enterprise that have related
transactions occurred with the Company in the Year or occurred in last period, and with blance results:
Joint venture and Affiliated enterprise Relationship
Joint venture and Affiliated enterprise of
Hefei Meiling Solar Energy Technology Co.,
Meiling Group
Joint venture and Affiliated enterprise of
ChanghongRubaElectricCompany(Private)Ltd.
Subsidiary Zhongshan Changhong
Joint venture and Affiliated enterprise of the
Hefei Xingmei Assets Management Co., Ltd.
company
4.OtherRelated parties
OtherRelated parties Relationship
Control by same controlling shareholder and
PT.ChangHongElectriCinDonesia
ultimate controller
Control by same controlling shareholder and
Chengdu Lejiayi Trading Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Fuzhou Lejiayi Trading Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Guangdong Changhong Electrics Co., Ltd.
ultimate controller
Guangdong Changhong Ridian Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Hefei Changhong Industrial Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Huayi Compressor Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Jinan Lejiayi Trading Co., Ltd.
ultimate controller
302
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
OtherRelated parties Relationship
Jiangxi Changhong Electronic Technology Control by same controlling shareholder and
Development Co., Ltd. ultimate controller
Control by same controlling shareholder and
Kunming Yijiahong Trade Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Lejiayi Chain Management Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Mianyang Hongfa Mould Design Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Mianyang Lejiayi Trading Chain Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Hongou Display Device Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Hongrui Electrics Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan CCO Display Technology Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Hongxin Software Co., Ltd.
ultimate controller
Sichuan Changhong Packing & Printing Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Sichuan Changhong Power Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Changhong Electronic System Co., Ltd.
ultimate controller
Sichuan Changhong International Hotel Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Sichuan Changhong Jijia Jinggong Co., Ltd.
ultimate controller
Sichuan Changhong Precision Electronic Control by same controlling shareholder and
Technology Co., Ltd. ultimate controller
Sichuan Changhong Minsheng Logistic Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Sichuan Changhong Mold Technology Co., Ltd.
ultimate controller
Sichuan Changhong Devices Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Sichuan Changhong Xinrui Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Sichuan Changhong New Energy Technology Control by same controlling shareholder and
Co., Ltd. ultimate controller
Control by same controlling shareholder and
Taiyuan Lejiayi Trade Chain Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Tianjin Lejiayi Trade Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Changhong Electric (Australian) Co., Ltd.
ultimate controller
303
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
OtherRelated parties Relationship
Zhongshan Guanghong Mold Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Chongqing Hongshenghuo Trading Co., Ltd.
ultimate controller
081 Electronic Group Sichuan Liyuan Electronic Control by same controlling shareholder and
Co., Ltd. ultimate controller
Control by same controlling shareholder and
Mianyang Hongrun Electronic Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Changhong (H.K.) Trading Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Huafeng Corp. Group
ultimate controller
Sichuan Kuaiyidian Appliance Service Chain Control by same controlling shareholder and
Co., Ltd. ultimate controller
Control by same controlling shareholder and
Sichuan Hongyu Metal Manufacture Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Wandao Network Technology Co., Ltd.
ultimate controller
Control by same controlling shareholder and
ChangHongElectricMiddleeast FZE
ultimate controller
Sichuan Changhong Gerun Renewable Control by same controlling shareholder and
Resources Co., Ltd. ultimate controller
Control by same controlling shareholder and
Xi‘an Lejiayi Trading Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Jiahong Industrial Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Sichuan Changhong Power Co., Ltd.
ultimate controller
Sichuan Changhong Lighting Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Sichuan Hongwei Technology Co., Ltd.
ultimate controller
Control by same controlling shareholder and
Mianyang Highly Electric Co., Ltd.
ultimate controller
Sichuan Changhong Network Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Chengdu Changhong Electric Technology Co., Control by same controlling shareholder and
Ltd. ultimate controller
Control by same controlling shareholder and
Guangyuan Hongcheng Industrial Co., Ltd.
ultimate controller
Guangyuan Changhong Molding Technology Control by same controlling shareholder and
Co., Ltd. ultimate controller
Sichuan Changhong International Travel Agency Control by same controlling shareholder and
Ltd, ultimate controller
Affiliate enterprise of controlling shareholder and
BVCH Optronics (Sichuan) Co., Ltd.
actual controller
304
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
OtherRelated parties Relationship
Affiliate enterprise of controlling shareholder and
Sichuan Jinghong Package Products Co., Ltd.
actual controller
Affiliate enterprise of controlling shareholder and
Sichuan Changhe Technology Co., Ltd.
actual controller
Affiliate enterprise of controlling shareholder and
Sichuan Changxin Refrigeration Parts Co., Ltd.
actual controller
Affiliate enterprise of controlling shareholder and
Mianyang Highly Electric Co., Ltd.
actual controller
A stock-jointly enterprise of the subsidiary before
Guangxi Huidian Home Appliance Co., Ltd.
August 2014
Fuyang Meiling Appliance Marketing Co., Ltd. A stock-jointly enterprise of the subsidiary
(I) related transactions
1. Purchasing commodity
Current Year Last Year
Related parties Content (10 thousand (10 thousand
Yuan) Yuan)
Purchasing
Sichuan Changhong Electric Co., Ltd. 9,707.03 9,814.59
commodity
Purchasing
Huayi Compressor Co., Ltd. 53,639.11 53,025.92
commodity
Purchasing
Sichuan Changhong Mold Technology Co., Ltd. 35,062.48 34,081.73
commodity
Purchasing
Sichuan Changhong Jijia Jinggong Co., Ltd. 18,969.79 18,383.51
commodity
Purchasing
Mianyang Hongfa Mould Design Co., Ltd. - 10.81
commodity
Purchasing
Sichuan Changhong Packing & Printing Co., Ltd. 4,691.01 3,273.62
commodity
Sichuan Changhong Precision Electronic Purchasing
590.14 401.26
Technology Co., Ltd. commodity
Purchasing
Sichuan Jiahong Industrial Co., Ltd. 74.88 -
commodity
Sichuan Changhong New Energy Technology Co., Purchasing
69.59 66.82
Ltd. commodity
081 Electronic Group Sichuan Liyuan Electronic Purchasing
919.33 1,056.88
Co., Ltd. commodity
Purchasing
Mianyang Hongrun Electronic Co., Ltd. 1,159.66 1,032.18
commodity
Purchasing
Guangdong Changhong Electrics Co., Ltd. 83.52 25.65
commodity
Purchasing
Zhongshan Guanghong Mold Technology Co., Ltd. 10.84 4.74
commodity
Purchasing
Sichuan Hongyu Metal Manufacture Co., Ltd. 56.80 22.19
commodity
Purchasing
Sichuan Changhong Electronic Devices Co., Ltd. 3,854.88 3,749.18
commodity
305
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Current Year Last Year
Related parties Content (10 thousand (10 thousand
Yuan) Yuan)
Purchasing
Mianyang Hongfa Technology Co., Ltd. 244.46 42.17
commodity
Guangdong Changhong Ridian Technology Co., Purchasing
- 7.84
Ltd. commodity
Purchasing
Sichuan Changhong Xinrui Technology Co., Ltd. 9,819.97 5,505.14
commodity
Jingdezhen Honghua Home Appliance Parts Co., Purchasing
- 398.88
Ltd. commodity
Purchasing
Sichuan Changhong Power Co., Ltd. 2.29 -
commodity
Purchasing
Sichuan Changhong Lighting Technology Co., Ltd. 2.57 -
commodity
Purchasing
Sichuan Hongwei Technology Co., Ltd. 3.72 -
commodity
Purchasing
Sichuan Changhe Technology Co., Ltd. 339.04 45.41
commodity
Purchasing
Sichuan Changxin Refrigeration Parts Co., Ltd. 18,660.82 13,910.07
commodity
Purchasing
Mianyang Highly Electric Co., Ltd. 19,068.53 2,763.32
commodity
Purchasing
Sichuan Jinghong Package Products Co., Ltd. - 796.71
commodity
Total 177,030.46 148,418.62
Except for the providing scarcity materials, and bulk stock with stable supplier, purchasing commodity
with over 10000 Yuan shall purchase by invitation of tender; while 10000 Yuan lower will takes the
inquiry/comparative price; related parties and non-related parties carried out biding procedures with
same price policy
2. labor service receive
Related parties Content Current Year Last Year
labor service
Sichuan Hongxin Software Co., Ltd. - 1,018,867.93
receive
labor service
Sichuan Changhong Minsheng Logistic Co., Ltd. 400,763,146.06 380,394,667.55
receive
Sichuan Kuaiyidian Appliance Service Chain Co., labor service
134,553,661.98 93,107,399.39
Ltd. receive
labor service
Sichuan Changhong Electric Co., Ltd. 24,337,599.95 14,715,745.57
receive
labor service
Sichuan Hongwei Technology Co., Ltd. 1,186,226.42 1,209,059.83
receive
labor service
Sichuan Changhong Packing & Printing Co., Ltd. - 3,023.28
receive
labor service
Guangdong Changhong Electrics Co., Ltd. 66,923.93 290,394.00
receive
306
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
labor service
Zhongshan Guanghong Mold Technology Co., Ltd. - 66,830.40
receive
Sichuan Changhong Precision Electronic labor service
- 10,342.80
Technology Co., Ltd. receive
Guangdong Changhong Ridian Technology Co., labor service
- 23,868.00
Ltd. receive
labor service
Chengdu Changhong Minsheng Logistic Co., Ltd. 123,611.49 -
receive
labor service
Sichuan Changhong Mold Technology Co., Ltd. 44,609.86 -
receive
labor service
Sichuan Changhong Jijia Jinggong Co., Ltd. 7,200.00 -
receive
labor service
Sichuan Jiahong Industrial Co., Ltd. 1,456,232.68 -
receive
Sichuan Changhong International Travel Agency labor service
33,740.00 -
Ltd, receive
Total 562,572,952.37 490,840,198.75
3. receive fuels and energy
Related parties Content Current Year Last Year
receive fuels and
Huayi Compressor Co., Ltd. 698,413.00 738,566.33
energy
receive fuels and
Sichuan Changhong Electric Co., Ltd. 14,622,529.22 -
energy
Total 15,320,942.22 738,566.33
4. Sales of goods/ labor service providing
Current Year
Last Year
(10 thousand
Related parties Content (10 thousand
Yuan)
Yuan)
Sichuan Changhong Electric Co., Ltd. Sales of goods 138,282.94 126,369.45
Sichuan Changhong Electronics Group Co., Ltd. Sales of goods -4.87 277.64
PT.CHANGHONGELECTRICINDONESIA Sales of goods - 7,500.14
Sichuan Changhong Jijia Jinggong Co., Ltd. Sales of goods 2,315.69 2,599.73
Sichuan Changhong Mold Technology Co., Ltd. Sales of goods 9,854.84 9,771.63
Sichuan CCO Display Technology Co., Ltd. Sales of goods 244.06 192.84
Mianyang Lejiayi Trading Chain Co., Ltd. Sales of goods 1,056.07 538.76
Hong Kong (Changhong) Trading Co., Ltd. Sales of goods 21,723.05 411.27
Sichuan Changhong Xinrui Technology Co., Ltd. Sales of goods 6,463.63 5,246.59
Sichuan Changhong International Hotel Co., Ltd. Sales of goods 485.53 -
Sichuan Hongwei Technology Co., Ltd. Sales of goods 0.86 0.87
Sichuan Hongxin Software Co., Ltd. Sales of goods 36.78 2.03
307
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Current Year
Last Year
(10 thousand
Related parties Content (10 thousand
Yuan)
Yuan)
Chongqing Hongshenghuo Trading Co., Ltd. Sales of goods 89.66 65.87
Sichuan Changhong Devices Technology Co., Ltd. Sales of goods - 0.51
Sichuan Changhong New Energy Technology Co.,
Sales of goods 1.02 31.83
Ltd.
Changhong Electric (Australian) Co., Ltd. Sales of goods 553.78 2,026.47
Guangdong Changhong Ridian Technology Co.,
Sales of goods - 103.12
Ltd.
Sichuan Changhong Packing & Printing Co., Ltd. Sales of goods 138.50 85.73
Sichuan Changhong Precision Electronic
Sales of goods - 0.88
Technology Co., Ltd.
Sichuan Changhong Minsheng Logistic Co., Ltd. Sales of goods 54.25 72.06
081 Electronic Group Sichuan Liyuan Electronic
Sales of goods - 254.70
Co., Ltd.
Sichuan Kuaiyidian Appliance Service Chain Co.,
Sales of goods 936.78 601.48
Ltd.
Sichuan Changhong Power Co., Ltd. Sales of goods 4.10 3.50
CHANGHONGELECTRICMIDDLEEASTFZE Sales of goods - 2,292.76
Sichuan Changhong Gerun Renewable Resources
Sales of goods 805.44 247.74
Co., Ltd.
Hefei Changhong Industrial Co., Ltd. Sales of goods 296.92 269.00
Zhongshan Guanghong Mold Technology Co., Ltd. Sales of goods 18.74 17.37
ChanghongElectricRussiaLLC Sales of goods - 6.15
Sichuan Changhong Electronic Devices Co., Ltd. Sales of goods 0.85 55.51
Chengdu Changhong Minsheng Logistic Co., Ltd. Sales of goods 17.84 71.79
Sichuan Changhong Grant Hotel Co., Ltd. Sales of goods - 5.09
Sichuan Huafeng Corp. Group Sales of goods 1.11 0.92
Guangdong Changhong Electrics Co., Ltd. Sales of goods 1.36 232.21
Yibing Hongxing Electronics Co., Ltd. Sales of goods - 273.70
Huayi Compressor Co., Ltd. Sales of goods 227.52 -
Sichuan Changhong Network Technology Co., Ltd. Sales of goods 3.28 -
Chengdu Changhong Electric Technology Co., Ltd. Sales of goods 741.20 -
Guangyuan Hongcheng Industrial Co., Ltd. Sales of goods 0.05 -
Guangyuan Changhong Molding Technology Co.,
Sales of goods 0.38 -
Ltd.
Mianyang Highly Electric Co., Ltd. Sales of goods 147.64 2.19
Sichuan Changxin Refrigeration Parts Co., Ltd. Sales of goods 5,904.64 909.02
Haozhou Meiling Appliance Marketing Co., Ltd. Sales of goods - 441.61
Guangyuan Meiling Appliance Marketing Co., Ltd. Sales of goods - -
Changzhou Meiling Appliance Marketing Co., Ltd. Sales of goods - -5.64
308
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Current Year
Last Year
(10 thousand
Related parties Content (10 thousand
Yuan)
Yuan)
Guangxi Huidian Home Appliance Co., Ltd. Sales of goods 3,915.85 8,856.33
Xuancheng Meiling Appliance Marketing Co., Ltd. Sales of goods - 996.28
Jiujiang Meiling Appliance Marketing Co., Ltd. Sales of goods - 41.30
Fuyang Meiling Appliance Marketing Co., Ltd. Sales of goods 15,035.04 19,367.59
Total 209,354.53 190,238.04
5 Fuel and energy providing
Related parties Content Current Year Last Year
Fuel and
Guangdong Changhong Electrics Co., Ltd. energy 775,507.61 925,636.78
providing
Fuel and
Sichuan Changhong Minsheng Logistic Co., Ltd. energy 68,484.59 36,304.10
providing
Fuel and
Sichuan Kuaiyidian Appliance Service Chain Co.,
energy 1,089.83 6,862.35
Ltd.
providing
Fuel and
Zhongshan Guanghong Mold Technology Co., Ltd. energy 11,743.74 10,536.91
providing
Fuel and
MianyangLejiayi Chain Management Co., Ltd. energy - 2,459.44
providing
Fuel and
Sichuan Hongwei Technology Co., Ltd. energy 1,739.58 -
providing
Fuel and
Sichuan Changhong Jijia Jinggong Co., Ltd. energy 316,100.25 277,830.56
providing
Fuel and
Sichuan Changhong Mold Technology Co., Ltd. energy 6,262,181.97 6,279,671.84
providing
Fuel and
Guangdong Changhong Ridian Technology Co.,
energy 6,355.35 38,090.86
Ltd.
providing
Total 7,443,202.92 7,577,392.84
6 related rental
(1) Renting
Leasing income
Type of assets Leasing income
Lessor Lessee recognized in
leasing last year
this year
Hefei Hefei Branch of Sichuan Changhong Mold
Plant 1,294,380.00 1,517,900.00
Meiling Co., Technology Co., Ltd. Hefei
309
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Leasing income
Type of assets Leasing income
Lessor Lessee recognized in
leasing last year
this year
Ltd.
Hefei
Hefei Branch of Sichuan Changhong Jijia Jinggong
Meiling Co., Plant 466,560.00 466,560.00
Co., Ltd. Hefei
Ltd.
Changhong
Machinerayequ
Air-Conditio Sichuan Changhong Mold Technology Co., Ltd. - 8,547.01
ipment
ner
Changhong
Air-Conditio BVCH Optronics (Sichuan) Co., Ltd. Goods lift 63,720.00 -
ner
Changhong
Air-Conditio Sichuan Changhong Jijia Jinggong Co., Ltd. Bridge crane 7,000.00 30,588.72
ner
Zhongshan
Guangdong Changhong Electrics Co., Ltd. Trade center 793,674.56 1,239,839.44
Changhong
Zhongshan
Sichuan Changhong Minsheng Logistic Co., Ltd. Trade center 37,285.92 42,273.84
Changhong
Zhongshan
Guangdong Changhong Electrics Co., Ltd. 2# living area 473,026.50 103,633.51
Changhong
Zhongshan
Zhongshan Guanghong Mold Technology Co., Ltd. 2# living area 66,461.12 57,197.64
Changhong
Zhongshan
Zhongshan Guanghong Mold Technology Co., Ltd. Forklift truck - 17,948.72
Changhong
Zhongshan
Zhongshan Guanghong Mold Technology Co., Ltd. Forklift truck - 17,521.37
Changhong
Zhongshan
Sichuan Changhong Minsheng Logistic Co., Ltd. 2# living area 13,314.60 11,084.49
Changhong
Zhongshan
Guangdong Changhong Ridian Technology Co., Ltd. Trade center 41,204.80
Changhong
Zhongshan
Guangdong Changhong Ridian Technology Co., Ltd. 2# living area 74,198.73 64,044.00
Changhong
Zhongshan
Sichuan HongweiTechnology Co., Ltd. 2# living area 9,417.14 -
Changhong
Zhongshan Nantou branch of Sichuan Kuaiyidian Appliance Service Chain
Trade center - 31,460.00
Changhong Co.,Ltd.
Zhongshan
Sichuan KuaiyidianAppliance Service Chain Co., Ltd. 2# living area - 16,576.53
Changhong
Zhongshan
Lejiayi Chain Management Co., Ltd. 2# living area - 742.15
Changhong
Mianyang Rental of
Sichuan Changhong Mold Technology Co., Ltd. 75,033.96 83,221.60
Refrigeration warehouse
Mianyang Rental of
Sichuan Changhong Packing & Printing Co., Ltd. 8,882.27 3,360.00
Refrigeration warehouse
Mianyang Rental of
Sichuan Changxin Refrigeration Parts Co., Ltd. 3,224.16 -
Refrigeration warehouse
Mianyang Rental of
Sichuan Changhe Technology Co., Ltd. 386.41 -
Refrigeration warehouse
310
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Leasing income
Type of assets Leasing income
Lessor Lessee recognized in
leasing last year
this year
Jiangxi
Electric
Sichuan Changhong Mold Technology Co., Ltd. Rental of Plant 451,920.00 440,460.00
Jiangxi
Sichuan Changhong Jijia Jinggong Co., Ltd. Rental of Plant 111,720.00 -
Electric
Jiangxi Machinerayequ
Sichuan Changhong Jijia Jinggong Co., Ltd. 82,905.98 -
Electric ipment
Total 4,033,111.35 4,194,163.82
2. Lessee of related parties
Leasing income
Type of assets Leasing income
Lessor Lessee recognized in
leasing last year
this year
Changhong
Sichuan Changhong Electric Co., Ltd. Plant 7,215,370.47 6,368,469.12
Air-Conditioner
Sichuan Changhong Electric Co., Ltd. Mianyang software Office room 24,926.00 -
Sichuan Changhong Minsheng Logistic Co., Mianyang
Plant - 5,793,850.85
Ltd. Refrigeration
Appliance
Sichuan Changhong Electric Co., Ltd. Office room 568,969.09 48,837.61
marketing
Sichuan Changhong Electronics Group Co., Mianyang Staff
7,680.00 -
Ltd. Refrigeration doormitary
Beijing Changhong Technology Co., Ltd. Beijing Meiling Office room 356,514.00 -
Total 8,173,459.56 12,211,157.58
7. Related guarantee
Sponsored Maximum Complete
Secured party Start End
party guarantee amount d (Y/N)
Zhongshan
Hefei Meiling 100,000,000.00 2013-12-06 2014-12-06 Y
Changhong
Zhongshan
Hefei Meiling 100,000,000.00 2014-11-01 2015-11-01 N
Changhong
Zhongshan
Hefei Meiling 80,000,000.00 2013-12-04 2014-12-03 N
Changhong
Zhongshan
Hefei Meiling 120,000,000.00 2014-12-06 2015-12-06 N
Changhong
Counter
guarantee:
Zhongshan
Hefei Meiling 100,000,000.00 2013-12-06 2014-12-06 Y
Changhong
Zhongshan
Hefei Meiling 100,000,000.00 2014-11-01 2015-11-01 N
Changhong
Zhongshan
Hefei Meiling 80,000,000.00 2013-12-04 2014-12-03 N
Changhong
Zhongshan
Hefei Meiling 120,000,000.00 2014-12-06 2015-12-06 N
Changhong
311
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
8. Assets transfer, debt restructuring of related parties
Related parties Type Current Year Last Year
Purchasing Fixed
Sichuan Changhong Electric Co., Ltd. 6,569,137.07 20,770,584.17
assets
Purchasing Fixed
Sichuan Hongxin Software Co., Ltd. 973,584.91 2,061,894.87
assets
Purchasing Fixed
Mianyang Hongfa Technology Co., Ltd. 965,811.97 -
assets
Sichuan Changhong Mold Technology Co., Purchasing Fixed
- 34,188.03
Ltd. assets
Sichuan Changhong Gerun Renewable
Fixed assets sold 775,619.15 71,891.52
Resources Co., Ltd.
Sichuan Changhong Electric Co., Ltd. Fixed assets sold - 17,033.50
Sichuan Changhong Mold Technology Co.,
Fixed assets sold 39,941.33 40,000.00
Ltd.
Sichuan Kuaiyidian Appliance Service
Fixed assets sold - 50,000.00
Chain Co., Ltd.
9. Related transaction with Changhong Finance Company
(1) saving balance
Income from bank
Company Opening balance Ending balance
saving
Hefei Hefei Meiling Co.,
- 941,030,195.58 1,158,370.26
Ltd.
Sichuan Changhong Air
- 71,331,435.22 2,524,053.55
Conditioner Co., Ltd.
Zhongshan Changhong
- 27,847,795.88 1,590.32
Appliance Co., Ltd
Total - 1,040,209,426.68 3,684,014.13
(2) notes discounted
Bank acceptance
Bank acceptance Expenses of
Company book discounted
discounted amount discounted
amount
Hefei Hefei Meiling Co.,
616,673,854.97 612,232,752.93 4,441,102.04
Ltd.
Sichuan Changhong Air
221,821,010.46 219,281,896.35 2,539,114.11
Conditioner Co., Ltd.
Total 838,494,865.43 831,514,649.28 6,980,216.15
(3) notes issued
Company Issuing unit Note amount Type
Sichuan Changhong Group
Hefei Hefei Meiling Co., Ltd. 23,028,125.00 Trade acceptance
Finance Co., Ltd.
Sichuan Changhong Air Sichuan Changhong Group 234,331,429.61 Trade acceptance
312
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Conditioner Co., Ltd. Finance Co., Ltd.
Zhongshan Changhong Sichuan Changhong Group
1,272,093.07 Trade acceptance
Appliance Co., Ltd Finance Co., Ltd.
Total 258,631,647.68
10. key management‘s remuneration
Current Year(10 Last Year (10 thousand
Item
thousand Yuan) Yuan)
Total remuneration 6,212.04 1,114.63
Including: performance incentive fund 5,854.42 768.30
Remuneration performance incentive fund bear for managements in the Year amounting to RMB
5,809.01Million, including RMB 2,635.75 Million accrual for the performance incentive fund of 2013 and
RMB 3,218.67 Million accrual for the performance incentive fund of 2014; the performance incentive fund
of 2014 will distribute in 2015 after deliberated and approved in the general meeting
(III) come and go balance with rlated parties
1. receivables
Ending balance Opening balance
Bad Bad
Item Related parties debt debt
Book balance Book balance
provi prov
sion ision
Account
Sichuan Changhong Electric Co., Ltd. 6,775,359.64 - 2,113,318.22 -
receivable
Account
Sichuan Changhong Electronics Group Co., Ltd. 2,275,111.97 - 3,202,928.08 -
receivable
Account
Sichuan Changhong Mold Technology Co., Ltd. 207,551.84 - 83,776.95 -
receivable
Account
Sichuan Changhong Xinrui Technology Co., Ltd. 2,078.83 - 171,881.00 -
receivable
Account
PT.CHANGHONGELECTRICINDONESIA - - 69,383,665.08 -
receivable
Account
Hefei Changhong Industrial Co., Ltd. 2,161,717.28 - 1,608,089.81 -
receivable
Account
Huayi Compressor Co., Ltd. 1,063,400.00 - 0.43 -
receivable
Account
Sichuan Changhong International Hotel Co., Ltd. 4,050,000.00 - 2,372.00 -
receivable
Account
Sichuan Hongou Display Device Co., Ltd. - - 131,550.04 -
receivable
Account
Sichuan Changhong Jijia Jinggong Co., Ltd. 297,217.00 - 0.06 -
receivable
Account
Sichuan Changhong Minsheng Logistic Co., Ltd. - - 293,399.00 -
receivable
Account Sichuan Kuaiyidian Appliance Service Chain Co.,
200,895.77 - 410,661.80 -
receivable Ltd.
Account Sichuan Changhong Precision Electronic Technology
61,041.23 - 427,288.36 -
receivable Co., Ltd.
Account CHANGHONGELECTRIC（AUSTRALIA） - - 7,320,793.05 -
313
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Ending balance Opening balance
Bad Bad
Item Related parties debt debt
Book balance Book balance
provi prov
sion ision
receivable
Account
Hong Kong (Changhong) Trading Co., Ltd. - - 1,493,322.92 -
receivable
Account
CHANGHONG(HK)TRADINGLIMITED 110,975,853.15 - 2,215,776.50 -
receivable
Account
Zhongshan Guanghong Mold Technology Co., Ltd. - - 61,067.53 -
receivable
Account
Guangdong Changhong Ridian Technology Co., Ltd. 120,000.00 - 125,967.00 -
receivable
Account
Chengdu Changhong Minsheng Logistic Co., Ltd. 42,000.00 - 840,000.00 -
receivable
Account
receivable
081 Electronic Group Co., Ltd. 2,086,000.00 - 2,086,000.00 -
Account
Sichuan Changhong Electronic Devices Co., Ltd. 64,949.99 - 454,649.99 -
receivable
Account Sichuan Changhong Gerun Renewable Resources Co.,
1,855.46 - 1.44 -
receivable Ltd.
Account Sichuan Changhong New Energy Technology Co.,
- - 369,999.99 -
receivable Ltd.
Account
Yibing Hongxing Electronics Co., Ltd. 1,058,049.10 - 2,241,575.00 -
receivable
Account
Sichuan Changhong Packing & Printing Co., Ltd. - - 2,400.00 -
receivable
Account Chengdu Changhong Electronics Technology Co.,
5,309,045.20 - - -
receivable Ltd.
Account
Hefei Meiling Solar Energy Technology Co., 50,010.80 - 50,010.80 -
receivable
Account
Fuyang Meiling Appliance Marketing Co., Ltd. 10,628,035.60 - - -
receivable
Account
CHANGHONGRUBAELECTRICCO.,LTD. 24,626,053.78 - 15,097,657.84 -
receivable
Account
Haozhou Meiling Appliance Marketing Co., Ltd. - - 1,304.50 -
receivable
Account
Anhui Xinhao PDP Co., Ltd. - - 3,276,511.72 -
receivable
Account
Mianyang Highly Electric Co., Ltd. 172,800.00 - - -
receivable
Account
Guangxi Huidian Home Appliance Co., Ltd. - - 16,516,766.32 -
receivable
Account paid
Sichuan Changhong Electric Co., Ltd. 7,756,082.59 - 1,486.00 -
in advance
Account paid Sichuan Kuaiyidian Appliance Service Chain Co.,
176,653.43 - - -
in advance Ltd.
Account paid
Sichuan Changhong Mold Technology Co., Ltd. 171,714.91 - - -
in advance
Account paid
Mianyang Hongfa Technology Co., Ltd. 497,968.81 - 147,000.00 -
in advance
Account paid
Mianyang Highly Electric Co., Ltd. - - 76,135.78 -
in advance
Account paid Hefei Meiling Solar Energy Technology Co., - - 10,802.81 -
314
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Ending balance Opening balance
Bad Bad
Item Related parties debt debt
Book balance Book balance
provi prov
sion ision
in advance
Other
Sichuan Changhong Electric Co., Ltd. 13,500.00 - - -
receivables
Other
Sichuan Changhong Mold Technology Co., Ltd. - - 20,000.00 -
receivables
Other
Sichuan Changhong Jijia Jinggong Co., Ltd. - - 35,788.80 -
receivables
Total 180,844,946.38 130,273,948.82
2. payables
Item Related parties Ending balance Opening balance
Account
received in Sichuan Changhong Electric Co., Ltd. 234.16 -
advance
Account
Sichuan Changhong Electronic System Co.,
received in - 1.00
Ltd.
advance
Account
received in Mianyang Lejiayi Chain Trade Co., Ltd. 123,540.79 777,773.78
advance
Account
received in Lejiayi Chain Management Co., Ltd. 761.29 260.08
advance
Account
Sichuan Changhong Mold Technology Co.,
received in - 2,868,020.81
Ltd.
advance
Account
Sichuan Changhong Devices Technology Co.,
received in - 0.33
Ltd.
advance
Account
received in Chongqing Hongshenghuo Trading Co., Ltd. 2,408.00 13,931.00
advance
Account
received in Wandao Network Technology Co., Ltd. - 2,000.00
advance
Account
received in Sichuan CCO Display Technology Co., Ltd. 74,587.00 106,323.00
advance
Account
received in Sichuan Changhong Jijia Jinggong Co., Ltd. - 2,799,131.51
advance
Account
Jiangyin Changhong Air-Conditioner
received in - 1,050.89
Electronic Co., Ltd.
advance
Account CHANGHONGELECTRICRUSSIALLC - 76,260.01
received in
315
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Related parties Ending balance Opening balance
advance
Account
081 Electronic Group Sichuan Liyuan
received in 28,677.70 -
Electronic Co., Ltd.
advance
Account
Sichuan Changhong Gerun Renewable
received in 240,205.07 -
Resources Co., Ltd.
advance
Account
Guangyuan Changhong Molding Technology
received in 35,000.00 -
Co., Ltd.
advance
Account
received in Guangyuan Hongcheng Industrial Co., Ltd. 320.00 -
advance
Account
received in Changhong Electric (Australian) Co., Ltd. 5,542.58 -
advance
Account
Sichuan Changhong New Energy Technology
received in 0.01 -
Co., Ltd.
advance
Account
received in Mianyang Highly Electric Co., Ltd. - 0.33
advance
Account
Jiujiang Meiling Appliance Marketing Co.,
received in - 121,802.94
Ltd.
advance
Account
Xuancheng Meiling Appliance Marketing
received in - 2,150.00
Co., Ltd.
advance
Account
Fuyang Meiling Appliance Marketing Co.,
received in 331.99 12,071,979.54
Ltd.
advance
Accounts Sichuan Changhong Electronics Group Co.,
60,553.56 60,553.56
payable Ltd.
Accounts
Sichuan Changhong Electric Co., Ltd. 27,737,562.90 36,646,331.81
payable
Accounts Sichuan Changhong Mold Technology Co.,
67,897,349.69 67,579,456.47
payable Ltd.
Accounts
Huayi Compressor Co., Ltd. 108,783,172.50 11,256,582.10
payable
Accounts
Sichuan Changhong Jijia Jinggong Co., Ltd. 53,421,683.82 71,940,952.54
payable
Accounts Sichuan Changhong Minsheng Logistic Co.,
38,816,514.90 42,010,791.22
payable Ltd.
Accounts Sichuan Changhong Packing & Printing Co.,
10,966,607.44 13,455,000.19
payable Ltd.
Accounts Sichuan Changhong Devices Technology Co.,
20.08 2,999.98
payable Ltd.
Accounts
Mianyang Hongrun Electronic Co., Ltd. 958,576.70 2,910,486.27
payable
316
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Related parties Ending balance Opening balance
Accounts Sichuan Changhong Precision Electronic
1,422,908.29 1,938,535.62
payable Technology Co., Ltd.
Accounts 081 Electronic Group Sichuan Liyuan
140,059.51 1,384,533.99
payable Electronic Co., Ltd.
Accounts Sichuan Changhong New Energy Technology
114,219.50 133,788.80
payable Co., Ltd.
Accounts Sichuan Changhong Lighting Technology
30,062.00 -
payable Co., Ltd.
Accounts
Sichuan Hongxin Software Co., Ltd. - 402,000.00
payable
Accounts
Sichuan Changhong Power Co., Ltd. 36,423.46 48,068.18
payable
Accounts
Sichuan Hongyu Metal Manufacture Co., Ltd. 132,682.43 119,163.86
payable
Accounts Sichuan Kuaiyidian Appliance Service Chain
11,017.79 549,594.23
payable Co., Ltd.
Accounts Sichuan Changhong Electronic Devices Co.,
8,928,899.08 12,788,937.64
payable Ltd.
Accounts
Sichuan Hongwei Technology Co., Ltd. 177,450.00 20,280.00
payable
Accounts Sichuan Changhong International Hotel Co.,
7,576.00 66,621.80
payable Ltd.
Accounts Sichuan Changhong Gerun Renewable
10,503.63 10,503.63
payable Resources Co., Ltd.
Accounts Chengdu Changhong Minsheng Logistic Co.,
4,609,168.32 -
payable Ltd.
Accounts Sichuan Changhong Xinrui Technology Co.,
13,510,239.53 752,188.49
payable Ltd.
Accounts Sichuan Changhong International Travel
56,786.66 103,600.10
payable Agency Ltd,
Accounts
Mianyang Hongfa Technology Co., Ltd. 113,000.00 187,961.22
payable
Accounts
Guangdong Changhong Electrics Co., Ltd. 381,686.49 18,290.00
payable
Accounts Guangdong Changhong Ridian Technology
512,483.48 -
payable Co., Ltd.
Accounts Zhongshan Guanghong Mold Technology
111,259.76 -
payable Co., Ltd.
Accounts Fuyang Meiling Appliance Marketing Co.,
- 1,873.00
payable Ltd.
Accounts Sichuan Changxin Refrigeration Parts Co.,
10,478,359.11 22,381,798.81
payable Ltd.
Accounts
Mianyang Highly Electric Co., Ltd. 15,136,189.07 -
payable
Accounts
Sichuan Changhe Technology Co., Ltd. 965,891.13 1,006,432.99
payable
Accounts Sichuan Jinghong Package Products Co., Ltd. - 4,513,535.23
317
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Related parties Ending balance Opening balance
payable
Other
accounts Sichuan Changhong Electric Co., Ltd. 1,826,155.03 18,021,861.45
payable
Other
Sichuan Changhong Minsheng Logistic Co.,
accounts 586,504.95 613,621.75
Ltd.
payable
Other
Sichuan Changhong Mold Technology Co.,
accounts 1,431,191.81 320,500.00
Ltd.
payable
Other
accounts Sichuan Changhong Jijia Jinggong Co., Ltd. 361,466.64 200,500.00
payable
Other
Sichuan Changhong Gerun Renewable
accounts 10,000.00 10,000.00
Resources Co., Ltd.
payable
Other
Jingdezhen Honghua Home Appliance Parts
accounts - 50,000.00
Co., Ltd.
payable
Other
Sichuan Kuaiyidian Appliance Service Chain
accounts - 33,365.00
Co., Ltd.
payable
Other
accounts Guangdong Changhong Electrics Co., Ltd. - 905,892.22
payable
Other
Sichuan Changhong Xinrui Technology Co.,
accounts 200,000.00 -
Ltd.
payable
Other
accounts Huayi Compressor Co., Ltd. 650,000.00 -
payable
Other
Sichuan Changhong Packing & Printing Co.,
accounts 50,000.00 -
Ltd.
payable
Other
accounts Sichuan Changhe Technology Co., Ltd. 50,000.00 50,000.00
payable
Other
accounts Mianyang Highly Electric Co., Ltd. 527,934.86 -
payable
Other
Sichuan Changxin Refrigeration Parts Co.,
accounts 50,000.00 -
Ltd.
payable
Other
Fuyang Meiling Appliance Marketing Co.,
accounts - 3,000,000.00
Ltd.
payable
Total 371,783,768.71 334,337,287.37
(IV) Commitments from related parties: Nil
XII. share-based payment: nil
318
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
XIII. contingency
1.Pending action or possible liabilities formed from arbitration: Nil
2. Contingency from external guarantee: Nil
3. other contingency: nil
XIV. Commitments
XV. Events occurring after the balance sheet date
1. important non-adjustment items: nil
2. profit distribution
In accordance with the auditing of ShineWing Certified Public Accountants (LLP), the
individual statements of the parent company have achieved net profits of 219,543,703.90 Yuan
in 2014. According to the relevant regulations, after the parent company‘s statements
withdrawing the statutory surplus reserve of 21,954,370.39 Yuan, adding the undistributed
profits of 615,672,089.65 Yuan in the beginning of the year, and deducting the annual profits of
45,824,352.30 Yuan distributed in 2013, the parent company‘s individual statements has
accumulated the undistributed profits of 767,437,070.86 Yuan in 2014. In 2014, the parent
company‘s individual statements have accomplished the profits available for distribution of
197,589,333.51 Yuan
According to the relevant laws and regulations and the provisions of "Articles of
Association" and considering the interests of the shareholders and the company's long-term
development needs, the board of directors approved the company to distribute the cash bonus
of 0.6 Yuan per 10 stocks (including tax) to all shareholders on the basis of the general capital
of 763,739,205 stocks of December 31, 2014, totally the cash bonus 45,824,352.30 Yuan has
been distributed (Including tax, the cash bonus accounts for 23.19% of the profit available for
distribution in the individual statements of the parent company in the current year). After the
distribution, the total share capital of the company keeps the same, accumulates the remaining
undistributed profits of 721,612,718.56 Yuan which is to be distributed annually after
carry-over.
This plan has been considered and passed by the board of directors, and needs to be
submitted to 2014 annual general meeting of the company for deliberation.
3. maj or sales return: nil
4. Other than the above mentioned events, the Company have no other events occurred after
balance sheet date.
XVI. Other significant matters
1. correction of previous perios and influence: nil
2. debt restructuring: nil
3.assets replacement: nil
4.pension plan: nil
5.discontinuing operat ion: nil
6. branch infor mation
Item Ice cuber AC Marketing Other Salesin branch Total
Operation income 603,954.54 395,577.26 397,013.14 23,470.85 343,534.96 1,076,480.83
Including:对外交易Income from trading 274,851.92 394,759.43 397,013.14 9,856.34 - 1,076,480.83
319
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Ice cuber AC Marketing Other Salesin branch Total
outside
分部间交易Income from trading
329,102.62 817.83 - 13,614.50 343,534.95 -
inbranch
营业费用Operation expenses 582,243.56 386,482.95 407,134.29 21,564.27 355,906.37 1,041,518.70
营业利润Operationprofit 21,710.98 9,094.31 -10,121.15 1,906.58 - 34,962.13
资产总额Total assets 791,239.73 212,945.84 65,822.25 14,322.10 183,428.50 900,901.42
负债总额Totalliability 416,897.28 140,473.50 89,429.84 7,846.24 97,583.53 557,063.33
补充信息Suppllementaryinformation
折旧和摊销费用 Depreciation and
11,467.95 3,000.73 18.75 441.56 - 14,928.99
amortizataion expenses
资本性支出Capitalexpenditure 7,091.73 8,565.31 65.36 417.24 11.02 16,128.62
折旧和摊销以外的非现金费用
Non-cash expenses except for depreciation 52,325.98 58,527.59 58,527.59 1,922.47 - 171,303.63
and amortizataion
7. other major transactions and events shows impact on investor‘s decision-making: nil
XVII. Notes to main items of financial statement of parent company
1. Account receivable
(1) Risk structure of account receivable
Ending amount
Category
Book balance Bad debt provision
Ratio Ratio Book value
Amount Amount
(%) (%)
Account receivable with
single significant amount
- - - - -
and withdrawal single
item bad debt provision
Account receivable
withdrawal bad debt — — — — —
provision by combination
Combination 1 258,239,547.96 31.25 16,578,700.15 6.42 241,660,847.81
Combination 2 568,186,736.90 68.75 568,186,736.90
Combination Subtotal 826,426,284.86 100.00 16,578,700.15 2.01 809,847,584.71
Account receivable with
single minor amount but
-
withdrawal single item
bad debt provision
Total 826,426,284.86 100.00 16,578,700.15 2.01 809,847,584.71
(Continued)
Opening amount
Category
Book balance Bad debt provision Book value
320
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Ratio Ratio
Amount Amount
(%) (%)
Account receivable with
single significant amount
- - - - -
and withdrawal single
item bad debt provision
Account receivable
withdrawal bad debt — — — — —
provision by combination
Combination 1 143,480,356.13 18.06 10,471,313.94 7.30 133,009,042.19
Combination 2 649,382,442.21 81.72 - - 649,382,442.21
Combination Subtotal 792,862,798.34 99.77 10,471,313.94 1.32 782,391,484.40
Account receivable with
single minor amount but
1,794,049.35 0.23 1,794,049.35 100.00 -
withdrawal single item
bad debt provision
Total 794,656,847.69 100.00 12,265,363.29 1.54 782,391,484.40
1) Account receivable with single significant amount and withdrawal bad debt provision single:
2) Account receivable with Withdrawal of bad debt provision by aging account in combination 1
Ending amount Opening amount
Book Age Book balance Bad debt Book balance Bad debt
Amount Ratio provision Amount Ratio provision
Within 1 year 248,400,750.99 5% 12,420,037.55 139,087,565.82 5% 6,954,378.29
1-2 years 6,522,478.61 15% 978,371.79 354,376.66 15% 53,156.50
2-3 years - 35% - 350,820.14 35% 122,787.05
3-4 years 232,283.45 55% 127,755.90 634,175.40 55% 348,796.47
4-5 years 210,000.00 85% 178,500.00 408,149.86 85% 346,927.38
Over 5 years 2,874,034.91 100% 2,874,034.91 2,645,268.25 100% 2,645,268.25
Total 258,239,547.96 16,578,700.15 143,480,356.13 10,471,313.94
3) Account receivable without bad debt provision withdrawal in combination 2
Combination Book balance
Connected amount between related parties 528,966,396.83
Account receivable with L/C 39,220,340.07
Total 568,186,736.90
4) No account receivable with single minor amount but withdrawal single item bad debt
provision
(2) Reversal of bad debt provision in the Year
321
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Amount reversed (or
Unit Recovery way Reasons
recovery)
Returned
Guiyang Honghua Account receivable
741,623.00 money from
Trading Co., Ltd. collected
the Bank
(3) Account receivable actually written-off in the Year: Nil
(4) Arrears of the shareholders holding more than 5% (including 5%) shares with voting rights of the
Company: Nil
(5) The top five account receivable at year-end has RMB 229,846,757.46 in total, a 27.81% in total account
receivable.
(6) Account receivable of related parties
Related
Proportion in total account
Unit relationshi Amount
receivable
p
Hefei Meiling Solar Energy Technology Co., Joint venture 50,010.80 0.006%
Meiling Equator Electric (Hefei) Co., Ltd. Subsidiary 29,674.00 0.004%
Hohhot Meiling Appliance Marketing Co., Ltd. Subsidiary 1,523,379.62 0.184%
Zhongke Meiling Cryogenic Technology Co., Ltd. Subsidiary 4,751,445.80 0.575%
Wuhu Meiling Appliance Marketing Co., Ltd. Subsidiary 3,690,349.55 0.447%
Jinan Meiling Appliance Marketing Co., Ltd. Subsidiary 4,970,418.39 0.601%
Jingzhou Meiling Appliance Marketing Co., Ltd. Subsidiary 7,901,448.08 0.956%
Kunming Meiling Appliance Marketing Co., Ltd. Subsidiary 12,004,778.44 1.453%
Fuzhou Meiling Appliance Marketing Co., Ltd. Subsidiary 11,139,014.16 1.348%
Guiyang Meiling Appliance Marketing Co., Ltd. Subsidiary 13,076,064.37 1.582%
Nantong Meiling Appliance Marketing Co., Ltd. Subsidiary 14,443,406.93 1.748%
Xi‘an Meiling Appliance Marketing Co., Ltd. Subsidiary 12,576,761.71 1.522%
Tianjin Meiling Appliance Marketing Co., Ltd. Subsidiary 13,356,083.92 1.616%
Wuhan Meiling Appliance Marketing Co., Ltd. Subsidiary 15,636,515.62 1.892%
Changchun Meiling Appliance Marketing Co., Ltd. Subsidiary 12,586,031.01 1.523%
Taiyuan Meiling Appliance Marketing Co., Ltd. Subsidiary 14,708,657.22 1.780%
Harbin Meiling Appliance Marketing Co., Ltd. Subsidiary 17,213,223.78 2.083%
Nanchang Meiling Appliance Marketing Co., Ltd. Subsidiary 18,888,264.62 2.286%
Chongqing Meiling Appliance Marketing Co., Ltd. Subsidiary 16,489,618.89 1.995%
Zhengzhou Meiling Appliance Marketing Co., Ltd. Subsidiary 21,343,376.23 2.583%
Hangzhou Meiling Appliance Marketing Co., Ltd. Subsidiary 20,567,398.00 2.489%
Under the
CHANGHONG (HONGKONG) TRAD COMPANY 16,902,004.66 2.045%
same control
Shanghai Meiling Appliance Marketing Co., Ltd. Subsidiary 27,935,040.10 3.380%
Shengyang Meiling Appliance Marketing Co., Ltd. Subsidiary 25,536,604.23 3.090%
Guangzhou Meiling Appliance Marketing Co., Ltd. Subsidiary 33,852,870.78 4.096%
322
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Related
Proportion in total account
Unit relationshi Amount
receivable
p
Hefei Meiling Group Holding Co., Ltd. Subsidiary 7,588,859.84 0.918%
Chengdu Meiling Appliance Marketing Co., Ltd. Subsidiary 37,053,971.33 4.484%
Nanjing Meiling Appliance Marketing Co., Ltd. Subsidiary 55,391,565.92 6.703%
Beijing Meiling Appliance Marketing Co., Ltd. Subsidiary 59,120,460.08 7.154%
Other related
Fuyang Meiling Appliance Marketing Co., Ltd. 10,628,035.60 1.286%
party
Guangxi Huidian Home Appliance Co., Ltd. Subsidiary 18,011,063.15 2.179%
Total 528,966,396.83 64.01%
(7) Account receivable de-recognized: Nil
2. Other account receivable
(1) Risk structure of other account receivable
Ending amount
Book balance Bad debt provision
Category
Ratio Ratio Book value
Amount Amount
(%) (%)
Other account receivable
with single significant
amount and withdrawal - - - - -
single item bad debt
provision
Other account receivable
withdrawal bad debt — — — — —
provision by combination
Combination 1 4,821,810.59 8.52 1,702,368.33 35.30 3,119,442.26
Combination 2 51,791,307.54 91.48 51,791,307.54
Combination Subtotal 56,613,118.13 100.00 1,702,368.33 3.01 54,910,749.80
Other account receivable
with single minor amount
2,000.00 - 2,000.00 100.00 -
but withdrawal single item
bad debt provision
Total 56,615,118.13 100.00 1,704,368.33 3.01 54,910,749.80
(Continued)
Opening amount
Category
Book balance Bad debt provision
Ratio Book value
Amount Ratio (%) Amount
(%)
Other account receivable
with single significant - - - - -
amount and withdrawal
single item bad debt
323
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Opening amount
Book balance Bad debt provision
Category
Ratio Book value
Amount Ratio (%) Amount
(%)
provision
Other account receivable
withdrawal bad debt — — — — —
provision by combination
Combination 1 6,668,892.12 13.46 1,893,082.75 28.39 4,775,809.37
Combination 2 40,460,939.09 85.63 - - 40,460,939.09
Combination Subtotal 47,129,831.21 99.74 1,893,082.75 4.02 45,236,748.46
Other account receivable
with single minor amount
123,159.83 0.26 123,159.83 100.00 -
but withdrawal single item
bad debt provision
Total 47,252,991.04 100.00 2,016,242.58 4.27 45,236,748.46
1) Other account receivable with single significant amount and no withdrawal bad debt provision single
2) Other account receivable with withdrawal bad debt provision by aging account for combination 1
Ending amount Opening amount
Item Accrual Accrual
Bad debt Bad debt
Amount proporti Amount proportio
provision provision
on n
Within 1 year 625,000.00 5% 31,250.00 30,000.00 5% 1,500.00
1-2 years 30,000.00 15% 4,500.00 3,178,962.50 15% 476,844.37
2-3 years 3,178,962.50 35% 1,112,636.88 2,961,545.66 35% 1,036,540.98
3-4 years 964,148.09 55% 530,281.45 200,000.00 55% 110,000.00
4-5 years - 85% - 201,243.75 85% 171,057.19
Over 5 years 23,700.00 100% 23,700.00 97,140.21 100% 97,140.21
Total 4,821,810.59 1,702,368.33 6,668,892.12 1,893,082.75
3) Other receivable without bad debt provision withdrawal in combination 2
Combination Book balance
Connected amount between related parties 47,316,187.56
Loans of employee‘s pretty cash 4,475,119.98
Total 51,791,307.54
4) Other account receivable with single minor amount but withdrawal single item bad debt provision at
year-end
Bad debt Accrual
Other receivables Book balance Reasons
provision proportion
324
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Loans from resigned staffs 2,000.00 2,000.00 100% Unable to collected
(2)Other account receivable of previous years that have been verified recovered in this year: Nil
(3) Switch-back of bad debt provision for other receivable in this year: Nil
(4) Other account receivable charge off in this year: Nil
(5)Areas from shareholders‘ unit with over 5 percent (5 percent included) voting rights held at year-end of
the other receivable: Nil
(6) Top 5 other account receivable has RMB 42,326,459.43 in total, a 74.76% in total account receivable at
year-end
(7) Other receivables classify by nature
Nature Ending book balance Opening book balance
Related parties 47,316,187.56 38,058,428.98
Loans of employee‘s pretty cash 4,475,119.98 2,402,510.11
Margin 3,208,962.50 3,208,962.50
Advance money paid temporary 648,700.00 498,383.96
Othger 2,000.00 1,669,993.49
Salary margin for migrant
964,148.09 1,414,712.00
worker
Total 56,615,118.13 47,252,991.04
(8) Other account receivable from related parties
Item Ending amount Opening amount
Hefei Meiling Appliance Marketing Co., Ltd. 32,453,011.35 34,023,106.71
Guangxi Huidian Home Appliance Co., Ltd. 1,182,810.00 -
Zhengzhou Meiling Appliance Marketing Co., Ltd. 80,656.25 -
Jingzhou Meiling Appliance Marketing Co., Ltd. 359,614.70 -
Hefei Meiling White Appliance Marketing Co., Ltd. 4,071,235.67 -
Bengbu Meiling Appliance Marketing Co., Ltd. 1,650,648.30 -
Mianyang Meiling Appliance Marketing Co., Ltd. 16,223.76 -
Changchun Meiling Appliance Marketing Co., Ltd. 432,708.65 -
Chongqing Meiling Appliance Marketing Co., Ltd. 1,930,385.80 -
Changsha Meiling Appliance Marketing Co., Ltd. 276,765.56 -
Taiyuan Meiling Appliance Marketing Co., Ltd. 954,713.20 -
Shijiazhuang Meiling Appliance Marketing Co., Ltd. 2,221,178.31 -
Lanzhou Meiling Appliance Marketing Co., Ltd. 334,510.04 -
Neijiang Meiling Appliance Marketing Co., Ltd. 771,875.02 -
Mianyang Meiling Refrigeration Co., Ltd. 513,001.72 2,060,370.29
Hefei Meiling Group Holding Co., Ltd. 66,849.23 -
Jiangxi Meiling Appliance Co., Ld. - 667,047.98
Zhongke Meiling Cryogenic Technology Co., Ltd. - 1,307,904.00
325
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Ending amount Opening amount
Total 47,316,187.56 38,058,428.98
(9) Account receivable denominated in foreign currency: Nil
(10) Other receivable de-recognized: Nil
326
Hefei Hefei Meiling Co., Ltd.有限公司财务报表附注
2014 年 1 月 1 日至 2014 年 12 月 31 日
（本财务报表附注除特别注明外，均以人民币元列示）
3. Long-term equity investments
(1)Classification of long-term equity investments
Ending balance Opening balance
Item
Book balance Impairment loss Book value Book balance Impairment loss Book value
Investment in subsidiaries
Hefei Meiling Packing Products
12,961,230.52 - 12,961,230.52 12,961,230.52 - 12,961,230.52
Co., Ltd.
Zhongke Meiling Cryogenic
42,000,000.00 - 42,000,000.00 42,000,000.00 - 42,000,000.00
Technology Co., Ltd.
Mianyang Meiling Refrigeration
95,000,000.00 - 95,000,000.00 95,000,000.00 - 95,000,000.00
Co., Ltd.
Hefei Meiling Appliance
54,900,000.00 - 54,900,000.00 54,900,000.00 - 54,900,000.00
Marketing Co., Ltd.
Zhongshan Changhong Appliance
112,256,419.37 - 112,256,419.37 76,256,419.37 - 76,256,419.37
Co., Ltd
Sichuan Changhong Air
305,600,437.79 - 305,600,437.79 305,600,437.79 - 305,600,437.79
Conditioner Co., Ltd.
Hefei Meiling Group Holding
113,630,000.00 - 113,630,000.00 113,630,000.00 - 113,630,000.00
Co., Ltd.
Jiangxi Meiling Appliance Co.,
79,000,000.00 - 79,000,000.00 79,000,000.00 - 79,000,000.00
Ld.
Mianyang Meiling Software
4,950,000.00 - 4,950,000.00 - - -
Technology Co., Ltd.
Investment in associates
Hefei Xingmei Assets
13,071,784.93 - 13,071,784.93 12,531,807.91 - 12,531,807.91
Management Co., Ltd.
Total 833,369,872.61 - 833,369,872.61 791,879,895.59 - 791,879,895.59
327
Hefei Hefei Meiling Co., Ltd.有限公司财务报表附注
2014 年 1 月 1 日至 2014 年 12 月 31 日
（本财务报表附注除特别注明外，均以人民币元列示）
(2)Investment in subsidiaries
Increase during Decrease during Provision for Ending balance of
Invested unit Opening balance Ending balance
the year the year impairment losses impairment loss
Hefei Meiling Packing Products
12,961,230.52 - - 12,961,230.52 - -
Co., Ltd.
Zhongke Meiling Cryogenic
42,000,000.00 - - 42,000,000.00 - -
Technology Co., Ltd.
Mianyang Meiling Refrigeration
95,000,000.00 - - 95,000,000.00 - -
Co., Ltd.
Hefei Meiling Appliance
54,900,000.00 - - 54,900,000.00 - -
Marketing Co., Ltd.
Zhongshan Changhong Appliance
76,256,419.37 36,000,000.00 - 112,256,419.37 - -
Co., Ltd
Sichuan Changhong Air
305,600,437.79 - - 305,600,437.79 - -
Conditioner Co., Ltd.
Hefei Meiling Group Holding
113,630,000.00 - - 113,630,000.00 - -
Co., Ltd.
Jiangxi Meiling Appliance Co.,
79,000,000.00 - - 79,000,000.00 - -
Ld.
Mianyang Meiling Software
- 4,950,000.00 - 4,950,000.00 - -
Technology Co., Ltd.
Total 779,348,087.68 40,950,000.00 - 820,298,087.68 - -
(3)Investment in associates
Invested unit Opening Changes in theYear Ending Ending
328
Hefei Hefei Meiling Co., Ltd.有限公司财务报表附注
2014 年 1 月 1 日至 2014 年 12 月 31 日
（本财务报表附注除特别注明外，均以人民币元列示）
balance Additi Negati Investment Adjustment Cash dividend balance balance of
Other impairment
onal ve income for other or profit Provision for
equity Other
Invest Invest recognized comprehens announced to impairment loss
change
ment ment under equity ive income issued
Hefei Xingmei Assets
12,531,807.91 - - 865,521.39 - - 325,544.37 - - 13,071,784.93 -
Management Co., Ltd.
329
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
3. Operation income and operation cost
Current Year Last Year
Item
Income Cost Income Cost
Main business 5,573,437,601.75 4,612,264,571.70 5,746,049,745.46 4,879,370,046.50
Other business 922,201,742.56 890,185,694.84 902,358,848.13 882,569,911.02
Total 6,495,639,344.31 5,502,450,266.54 6,648,408,593.59 5,761,939,957.52
(1) Classified according to product
Current Year Last Year
Product
Operation income Operation cost Operation income Operation cost
Main business 5,573,437,601.75 4,612,264,571.70 5,746,049,745.46 4,879,370,046.50
Refrigerator
5,288,051,822.48 4,380,922,852.47 5,511,916,268.59 4,687,082,727.00
and freezer
Washing
280,891,308.64 231,474,961.42 231,437,714.22 192,151,502.50
machine
Other 4,494,470.63 -133,242.19 2,695,762.65 135,817.00
Other business 922,201,742.56 890,185,694.84 902,358,848.13 882,569,911.02
Sales of raw
876,880,438.36 866,217,767.37 894,976,294.28 880,703,351.13
materials
Rental
7,348,749.20 1,895,032.35 7,382,553.85 1,866,559.89
income
Other income 37,972,555.00 22,072,895.12 - -
Total 6,495,639,344.31 5,502,450,266.54 6,648,408,593.59 5,761,939,957.52
(2) Classified according to region
Current Year Last Year
Regions
Operation income Operation cost Operation income Operation cost
Domestic
5,149,352,504.38 4,287,706,201.86 5,537,595,795.28 4,716,022,043.03
income
Export income 1,346,286,839.93 1,214,744,064.68 1,110,812,798.31 1,045,917,914.49
Total 6,495,639,344.31 5,502,450,266.54 6,648,408,593.59 5,761,939,957.52
Top five clients of the Company owe income in sales of RMB 799,755,222.63, a 12.31% in total
operation income.
4. Investment income
Item Current Year Last Year
Long-term equity investment income by equity method 865,521.39 382,993.38
Investment income during holding the financial assets
1,675,061.39 1,073,757.30
available for sale
Investment income from disposal of long-term equity investment - 3,026,100.10
Investment income from disposal of financial assets, which
is measured by fair value and with its variation reckoned 459,500.00 -
into current gains/losses
330
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Item Current Year Last Year
Total 3,000,082.78 4,482,850.78
XVIII. Approval of financial statement
The financial statement has already been approved from the board of directors of the Company for
reporting dated 26 2015.
331
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
Supplementary information for financial statement
1. Non-operational gains and losses for this year
(1) Non-recurring gains and losses regulated by Explanation Announcement of Information Disclosure on
Stock Issuance Enterprise No.1—Non-recurring gains/losses (2008) from CSRC:
Item Current Year Note
Gains and losses from disposal of non-current assets -431,173.22
Tax refund or mitigate due to examination-and-approval beyond power or without official
approval document or accident -
Government subsidy recorded in current gains and losses 41,165,417.52
Capital occupancy expense, collected from non-financial enterprises and recorded in current
gains and losses
-
Income from the exceeding part between investment cost of the Company paid for obtaining
subsidiaries, associates and joint-ventures and recognizable net assets fair value attributable to -
the Company when acquiring the investment
Gains and losses from exchange of non-monetary assets -
Gains and losses from assets under trusted investment or management -
Various provision for impairment of assets withdrew due to act of God, such as natural
disaster -
Gains and losses from debt restructuring 955,413.10
Enterprise reorganization expense -
Gains and losses of the part arising from transaction in which price is not fair and exceeding
fair value
-
Current net gains and losses occurred from period-begin to combination day by subsidiaries
resulting from business combination under common control -
Gains and losses arising from contingent proceedings irrelevant to normal operation of the
Company -
Except for effective hedge business relevant to normal operation of the Company, gains and
losses arising from fair value change of tradable financial assets and tradable financial
liabilities, and investment income from disposal of tradable financial assets, tradable financial
378,330.00
liabilities and financial assets available for sale
Switch-back of provision of impairment of account receivable which are treated with separate
depreciation test
-
Gains and losses obtained from external trusted loans -
Gains and losses arising from change of fair value of investment real estate whose follow-up
measurement are conducted according to fair value pattern -
Affect on current gains and losses after an one-time adjustment according to requirements of
laws and regulations regarding to taxation and accounting -
Trust fee obtained from trust operation -
Other non-operating income and expenditure except for the aforementioned ones 10,535,869.24
Other gains and losses items complying with definition for non-current gains and losses -
Subtotal 52,603,856.64
Affect on income tax 3,576,592.95
Affect on minority equity(after taxation) 278,451.01
Total 48,748,812.68
2. Return on equity and earnings per share
In accordance with requirement of the No. 9 Rule of Information Disclosure Compiling of Public Listed
Companies: Calculation and Disclosure of Return on Equity and Earnings per Share (revised in 2010), the
332
Annotations to Financial Statements of Hefei Meiling Co., Ltd.
From 1 January 2014 to 31 December 2014
(Unless otherwise specified. RMB for record in the statement)
weighted average return on equity, basic earnings per share and diluted earnings per share of the Company in
2014 are as follow:
Weighted average Earnings per share/EPS
Profit during the report period
return on equity Basic EPS Diluted EPS
Net profit attributable to shareholders of parent
company 8.88% 0.3856 0.3856
Net profit attributable to shareholders of parent
company after deduction of non-recurring 7.41% 0.3218 0.3218
gains and losses
3. Accounting difference under the accounting rules in and out of China : Nil
333
HEFEI MEILING CO., LTD. Annual Report 2014
4. Supplementary information for accounting policy changed
Pursuit to the ―Accounting Standards for Business Enterprise No. 2 – Longterm Equity Investment‖ issued
by Ministry of Fiannce in 2014 and other 7 accounting rules, relevant accounting policies are changed
correspondingly; and retroactive restated the comparative financial statements, the consolidated balance
sheet dated January 1st 2013 and December 31st 2013 restated are as:
Item 2013-1-1 2013-12-31 2014-12-31 Item 2013-1-1 2013-12-31 2014-12-31
Current
Currentassets:
liabilities:
Monetaryfund 1,701,307,578.13 2,266,192,804.16 2,665,219,013.80 Short-termloans 45,456,805.14 66,433,079.86 407,508,739.07
Deposit reservation Loan from central
- - - - - -
forbalance bank
Absorbing deposit
Capitallent - - - - - -
and interbankdeposit
Investment income
from disposal of
financial assets,
which is measured
- - - Capitalborrowed - - -
by fair value and with
its variation reckoned
into current
gains/losses
Financial liability
measuredbyfair value
Derivative financial
- - - and with variation - - 81,170.00
assets
reckoned into current
gains/losses
Derivative financial
Notesreceivable 1,738,725,417.01 1,722,039,923.01 1,223,468,044.05 - - -
liability
Accountreceivable 753,762,080.84 855,264,087.13 1,160,192,277.00 Notespayable 1,268,157,043.71 1,520,088,715.18 1,553,110,292.55
Accounts paid in
49,414,835.51 73,636,908.88 92,501,704.06 Accountspayable 1,462,293,958.34 1,692,121,242.19 1,681,116,965.38
advance
Accounts received in
Insurancereceivable - - - 459,974,402.43 363,233,745.71 296,641,377.09
advance
Reinsurance Selling financial asset
- - - - - -
receivables ofrepurchase
Contract reserve of Commission charge
reinsurance - - - and commission - - -
receivable payable
Interestreceivable - - - Wage payable 93,762,927.83 125,196,562.38 156,537,212.29
Dividend receivable - - - Taxes payable 111,106,673.16 -4,920,046.33 51,153,350.18
Otherreceivables 31,288,336.44 20,115,619.72 28,729,328.80 Interestpayable - - -
Purchase restituted
- - - Dividend payable 1,551,602.30 1,782,087.76 2,237,640.91
finance asset
Other accounts
Inventories 1,503,307,251.66 1,593,865,312.94 1,765,761,407.86 826,111,040.95 914,983,315.18 872,725,707.68
payable
Assets divided into
- - - Reinsurancepayables - - -
assetsready-for-sale
Non-current asset Insurance contract
- - - - - -
due within one year reserve
Security trading of
Othercurrentassets - - - - - -
agency
334
HEFEI MEILING CO., LTD. Annual Report 2014
Item 2013-1-1 2013-12-31 2014-12-31 Item 2013-1-1 2013-12-31 2014-12-31
Security sales of
Total currentassets 5,777,805,499.59 6,531,114,655.84 6,935,871,775.57 - - -
agency
Liability divided into
Non-currentassets: - - - - - -
liabilityready-for-sale
Granted entrust Non-current liabilities
- - - 7,777,304.72 119,256,114.30 11,153,512.52
loansand advances due within 1 year
Financial assets
10,420,000.00 6,500,000.00 5,500,000.00 Othercurrentliabilities - - -
availableforsale
Hold-to-maturity
- - - Total currentliabilities 4,276,191,758.58 4,798,174,816.23 5,032,265,967.67
investment
Long-term account
- - - Non-currentliabilities: - - -
receivable
Long-term equity
24,730,428.02 22,995,387.39 14,211,004.21 Long-termloans 131,114,600.00 9,523,700.00 18,947,000.00
investment
Investmentreal estate 16,509,959.84 15,701,377.73 14,892,795.62 Bondspayable - - -
Fixed assets 1,243,889,950.81 1,138,750,631.37 1,223,763,920.86 Incl:Preferred stock - - -
Construction in Perpetual capital
70,705,114.33 52,514,642.10 62,766,707.57 - - -
process securities
Engineeringmaterial - - - Long-termpayable - - -
Disposal of fixed Long-term wage
- 76,129,471.41 75,808,843.84 43,562,574.06 43,020,744.89 40,317,465.61
asset payable
Productive biological Special accounts
- - - - - -
assets payable
Oiland gasasset - - - Projected liabilities 361,156,281.38 356,648,942.74 347,107,686.15
Intangibleassets 628,269,816.49 593,054,170.58 561,864,209.63 Deferred income 92,645,296.80 107,073,628.76 131,995,227.77
Expense on
Deferred income tax
Research and 31,746,326.41 9,516,070.34 25,194,157.09 - - -
liabilities
Development
Other non-current
Goodwill 5,529,842.09 - 5,313,913.50 - - -
liabilities
Long-term expenses Total non-current
- - - 628,478,752.24 516,267,016.39 538,367,379.53
tobe apportioned liabilities
Deferred income tax
76,533,494.89 75,895,434.58 83,826,873.81 Totalliabilities 4,904,670,510.82 5,314,441,832.62 5,570,633,347.20
asset
Other non-current
- - - Owners‘equity： - - -
asset
Total non-current
2,108,334,932.88 1,991,057,185.50 2,073,142,426.13 Sharecapital 763,739,205.00 763,739,205.00 763,739,205.00
asset
Other equity
- - -
instruments
Incl:Preferred stock - - -
Perpetual capital
- - -
securities
Capitalpublicreserve 1,482,582,391.41 1,478,904,455.90 1,466,959,939.03
Less: Inventoryshares - - -
Other comprehensive
-1,278,962.31 -1,939,397.56 -3,262,898.99
gains
Reasonablereserve - - -
Surpluspublicreserve 325,000,757.16 337,902,735.75 359,857,106.14
335
HEFEI MEILING CO., LTD. Annual Report 2014
Item 2013-1-1 2013-12-31 2014-12-31 Item 2013-1-1 2013-12-31 2014-12-31
Provision of general
- - -
risk
Retained profit 385,744,261.05 608,723,517.81 835,453,313.49
Total owner‘s equity
attributable to parne t 2,955,787,652.31 3,187,330,516.90 3,422,746,664.67
company
Minority‘sinterest 25,682,269.34 20,399,491.82 15,634,189.83
Totalowner‘sequity 2,981,469,921.65 3,207,730,008.72 3,438,380,854.50
Total liabilities and
Total assets 7,886,140,432.47 8,522,171,841.34 9,009,014,201.70 7,886,140,432.47 8,522,171,841.34 9,009,014,201.70
owner’s equity
336
HEFEI MEILING CO., LTD. Annual Report 2014
Section XII. Documents Available for Reference
I. Financial statement carrying the signatures and seals of the Chairman, principal of the accounting works
and person in charge of accounting organ;
II. Original auditing report carrying the seal of CPA and autography and seal of the accountants; report
period;
III. Original documents of the Company and manuscripts of public notices that disclosed in the website
designated by CSRC in the report period;
The aforesaid documents are all available at headquarter of the Company. The Company would provide them
timely when CSRC and Shenzhen Stock Exchange require or the shareholders need consultation according to the
regulations and Articles of Association.
Chairman: Liu Tibin
Hefei Meiling Co., Ltd.
26 March 2015
337