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公司公告

粤照明B:2012年第三季度报告全文(英文版)2012-10-25  

						                                   Foshan Electrical and Lighting Co., Ltd

                                    Report for the Third Quarter of 2012


I. Important Notes

The Board of Directors, the Supervisory Committee, directors, supervisors and senior management of Foshan
Electrical & Lighting Company Limited (hereinafter referred to as “the Company”) warrant that this report does
not contain any false or misleading statements or omit any material facts and will take individual and/or joint
responsibility for the authenticity, accuracy and completeness of all contents set forth herein.
All directors attended the board session for reviewing this report.
The financial report for this third quarter of the Company has not been audited by a CPAs firm.
Mr. Zhong Xincai, company principal and concurrently head of the accounting work, and Ms. Wang Shuqiong,
chief of the Financial Department (accounting principal) hereby declare that the financial report enclosed in this
report is true and complete.
This report is prepared in both Chinese and English. Should there be any discrepancy between the two versions,
the Chinese version shall prevail.

II. Company Profile

(I)Major accounting data and financial indexes

Any retrospective adjustment in previous financial statements?
□ Yes √ No □ Inapplicable
                                          30 Sept. 2012                       31 Dec. 2011                   Increase/decrease (%)
Total assets (RMB Yuan)                         3,252,545,165.41                  3,155,554,351.27                               3.07%
Owners’ equity attributable to
shareholders of the Company                     2,758,912,029.25                  2,790,878,659.33                              -1.15%
(RMB Yuan)
Share capital (share)                             978,563,745.00                       978,563,745.00                                0%
Net      assets    per    share
attributable to shareholders of
                                                                   2.82                          2.85                           -1.15%
the       Company        (RMB
Yuan/share)
                                                               YoY increase/decrease                             YoY increase/decrease
                                     Jul.-Sept. 2012                                       Jan.-Sept. 2012
                                                                       (%)                                               (%)
Gross operating         revenues
                                         523,873,419.93                      -16.57%         1,588,210,544.18                   -7.83%
(RMB Yuan)
Net profit attributable to
shareholders of the Company               82,554,608.63                      -18.03%           217,077,551.79                   -0.69%
(RMB Yuan)
Net cash flow from operating                                                                   307,729,823.62
                             --                               --                                                               268.13%
activities (RMB Yuan)
Net cash flow per share from
operating activities (RMB    --                               --                                         0.31                  268.13%
Yuan/share)
Basic EPS (RMB Yuan/share)                             0.08                     -20%                     0.22                   -0.69%
Diluted     EPS           (RMB
                                                       0.08                     -20%                     0.22                   -0.69%
Yuan/share)
Weighted average ROE (%)                          2.99%                       -0.71%                    7.49%                   -0.55%




                                                                                                                                          1
Weighted average ROE after
deducting non-recurring gains                        2.98%                    -0.77%       7.52%       -0.69%
and losses (%)
Items of non-recurring gains and losses
√Applicable □Inapplicable
                                                                      Amount during
                             Item                                  Jan.-Sept. 2012 (RMB        Notes
                                                                           Yuan)
Gains and losses on disposal of non-current assets                          -157,439.71
Tax rebate, reduction or exemption due to un-authorized
approval or the lack of formal approval documents
Government grants recognized in the current year, except
for those acquired in the ordinary course of business or
                                                                             382,000.00
granted at certain quotas or amounts according to the
country’s unified standards
Capital occupation fees received from non-financial
                                                                             347,940.45
enterprises that are included in current gains and losses
Gains generated when the investment costs of the
Company’s acquiring subsidiaries, associates and joint
ventures are less than the fair value of identifiable net assets
in the investees attributable to the Company in the
acquisition of the investments
Exchange gains and losses of non-monetary assets
Gains and losses through entrusting others to invest or
manage assets
Various asset impairment provisions due to acts of God such
as natural disasters
Gains and losses on debt restructuring
Enterprise reorganization expenses, such as expenses on
employee settlement and integration
Gains and losses on the parts exceeding the fair value when
prices of transactions become unfair
Net current gains and losses from the period-begin to the
combination date of subsidiaries due to business
combinations under the same control
Gains and losses on contingent matters which are irrelevant
to the normal operation of the Company
Gains and losses on fair value changes of transactional
financial assets and liabilities, and investment gains on
disposal of transactional financial assets and liabilities and               149,360.25
available-for-sale financial assets, except for the effective
hedging business related to the Company’s normal operation
Reversal of impairment provisions for accounts receivable
which are separately tested for impairment signs
Gains and losses on entrustment loans from external parties
Gains and losses on fair value changes of investing
properties for which the fair value method is adopted for
subsequent measurement
Current gain and loss effect due to a just-for-once
adjustment to current gains and losses according to
requirements of taxation and accounting laws and
regulations
Custodian fee income from entrusted operations with the
Company
Other non-operating incomes and expenses besides the
                                                                           -1,745,924.40
items above




                                                                                                                2
Other gain and loss items that meet the definition of
                                                                               19,179.66
non-recurring gains and losses
Minority interests effects
Income tax effects                                                            154,799.92


Total                                                                        -850,083.83                         --
“Other gain and loss items that meet the definition of non-recurring gains and losses” & non-recurring gain and
loss items recognized as recurring gain and loss items according to the natures and characteristics of the
Company’s normal business
Naught

(II)Total number of shareholders and top 10 shareholders at the period-end

Total number of shareholders                                                                                                     156,991
                             Particulars about shares held by the top ten shareholders holding tradable shares
                                                                                           Type and number of shares
        Name of shareholder          Number of tradable shares held
                                                                                    Type                              Number
PROSPERITY LAMPS                 &
                                                        102,751,648 RMB ordinary shares                                    102,751,648
COMPONENTS LIMITED
DBS       VICKERS(HONG                                                 Domestically listed foreign
                                                         15,195,025                                                            15,195,025
KONG) LTD A/C CLIENTS                                                  shares
TAIFOOK     SECURITIES
COMPANY                                                                Domestically listed foreign
                                                         10,909,212                                                            10,909,212
LIMITED-ACCOUNT                                                        shares
CLIENT
EAST ASIA SECURITIES                                                   Domestically listed foreign
                                                           9,527,080                                                            9,527,080
COMPANY LIMITED                                                        shares
                                                                       Domestically listed foreign
ZHUANG JIANYI                                              8,324,132                                                            8,324,132
                                                                       shares
GUANGZHOU PROSPERITY
LAMPS & COMPONENTS                                         4,911,140 RMB ordinary shares                                        4,911,140
TRADE CO., LTD.
ZHANG YUAN                                                 4,894,500 RMB ordinary shares                                        4,894,500
ZHAO XIYI                                                  3,100,000 RMB ordinary shares                                        3,100,000
NIHK-CUSTOMERS'SEGREG                                                Domestically listed foreign
                                                           2,888,099                                                            2,888,099
ATED ACCOUNT                                                         shares
CHINA MERCHANTS SECU
RITIES CO., LTD.-CLIENT
ACCOUNT OF COLLATERA                                       2,284,301 RMB ordinary shares                                        2,284,301
L SECURITIES FOR MARG
IN TRADING
                                     Among the top ten shareholders of the Company, Prosperity Lamps & Components
                                     Limited and Zhuang Jianyi exist related relationship, and they are acting-in-concert.
                                     Apart from this, it’s unknown whether there is any associated relationship among
Particulars about shareholders       other shareholders of the top ten shareholders and the top ten shareholders holding
                                     shares not subject to trading moratorium, whether there is any action-in-concert
                                     among them regarding to Administrative Measures on Acquisition of Listed
                                     Companies.




                                                                                                                                            3
III. Significant Events

(I)Significant changes in major accounting data, financial highlights and reasons for these
changes

√Applicable □Inapplicable

1. Significant changes of balance sheet items and reasons for these changes
①. Prepayments increased 60.81% over the year-begin, which was mainly due to the increase of prepayments for
materials.
②. Accounts payable increased 62.81% over the year-begin, which was mainly due to the increase of accounts
payable for materials.
③. Accounts received in advance increased 71.11% over the year-begin, which was mainly due to the
prepayments from customers.
④. Tax payable increased 1,599.28% over the year-begin, which was mainly due to the increase of tax payable.
⑤. Payroll payable decreased 38.15% over the year-begin, which was mainly because the bonuses for last year
were distributed this year.
⑥. Other payables decreased 81.79% over the year-begin, which was mainly due to the decrease of payables.
2. Significant changes of consolidated income statement items from the year-begin to the period-end and reasons
for these changes
①. Financial expense decreased 215.26% over the same period of last year, which was mainly because interest
income increased and exchange loss decreased.
②. Investment income increased 2,196.44% over the same period of last year, which was mainly because the
Company received more bonuses from investees.
3. Significant changes of income statement items for the reporting period and reasons for these changes
①. Investment income increased 24,659.25% over the same period of last year, which was mainly because the
Company received more bonuses from investees.
4. Significant changes of cash flow statement items and reasons for these changes
①. Net cash flows from operating activities increased 268.13% over the same period of last year, which was
mainly due to the decrease of cash paid for goods and labor service.
②. Net cash flows from investing activities increased 280.24% over the same period of last year, which was
mainly due to the decrease of cash paid for investment


(II)Progress of significant events and its influence, as well as the analysis and explanation on
solutions

1. About non-standard audit opinion

□Applicable √Inapplicable

2. The Company offers capital to the controlling shareholder or its related parties or provides
external guarantees in violation of the prescribed procedures.

□Applicable √Inapplicable

3. Signing and execution of significant contracts concerning routine operation

□Applicable √Inapplicable



                                                                                                             4
4. Others

□Applicable √Inapplicable

(III)Commitments of the Company or shareholders with an over 5% shareholding made in or carried
down into the reporting period

□Applicable √Inapplicable

(IV)Predict the 2012 annual operating results

Warnings of possible loss or large-margin change of the accumulated net profit made during the
period from the beginning of the year to the end of the next reporting period compared with the
same period of the last year according to prediction, as well as explanations on the reasons
□Applicable √Inapplicable

(V)Other significant events that need to be explained


1. Securities investment
√Applicable □Inapplicable
                                                                                                   Proportion in
                                                                Initial  Number of     Closing        the total   Gain/loss in
    Serial     Variety of      Code of          Abbr. of     investment shares held at carrying        closing   the reporting
     No.       securities     securities       securities      amount        the       amount        securities period (RMB
                                                            (RMB Yuan) period-end (RMB Yuan)        investment       Yuan)
                                                                                                   amount (%)
1            Fund                                           5,000,000.00            4,012,728.75             100%
Other securities investments held at the period-end                         --
Gain/loss on selling securities in the reporting period          --         --          --              --
Total                                                       5,000,000.00    --      4,012,728.75             100%
Disclosure date of the board announcement of securities
                                                            25 Nov. 2010
investment approval
Disclosure date of the general meeting announcement of
securities investment approval


2. Investments in derivatives

□Applicable √Inapplicable

3. Derivative investments held at the period-end

□Applicable √Inapplicable

4. Researches, visits and interviews received in the reporting period

The Company received no field researches,phone calls or written inquiries from investors.

5. Corporate bonds issued

Any corporate bonds issued?
□ Yes √ No


                                                                                                                                 5
IV. Appendix

(I)Financial statements

Consolidated statements or not?
√ Yes □ No □ Inapplicable
The currency unit for data of the financial statements below is RMB Yuan unless otherwise specified.
1. Consolidated balance sheet
Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                          Unit: RMB Yuan
                       Item                        Balance as at 30 Sept. 2012         Balance as at 30 Jun. 2012
Current Assets:
  Monetary funds                                                     666,059,569.33                       690,691,751.15
  Settlement reserves
  Intra-group lendings
  Transactional financial assets                                        4,012,728.75                        4,097,366.22
  Notes receivable                                                   137,350,522.79                       120,417,089.71
  Accounts receivable                                                341,954,400.31                       300,223,854.32
  Accounts paid in advance                                            65,986,482.60                        41,032,860.94
  Premiums receivable
  Reinsurance premiums receivable
  Receivable reinsurance contract reserves
  Interest receivable                                                                                         506,347.11
   Dividend receivable
  Other accounts receivable                                           15,531,620.14                        18,851,280.96
  Financial assets            purchased   under
agreements to resell
  Inventories                                                        501,691,897.19                       493,613,449.06
  Non-current assets due within 1 year
  Other current assets
Total current assets                                               1,732,587,221.11                     1,669,433,999.47
Non-current assets:
  Loans by mandate and advances granted
  Available-for-sale financial assets                                 62,634,402.88                        67,814,691.84
  Held-to-maturity investments
  Long-term accounts receivable
  Long-term equity investment                                        529,217,071.17                       447,024,125.94
  Investing property
  Fixed assets                                                       581,206,257.28                       643,078,677.62
  Construction in progress                                           104,171,845.96                        88,017,369.74
  Engineering materials
  Disposal of fixed assets
  Production biological assets
  Oil-gas assets
  Intangible assets                                                  223,092,396.44                       218,637,493.54
  R&D expense
  Goodwill




                                                                                                                           6
  Long-term deferred expenses
  Deferred income tax assets                      19,635,970.57      21,547,993.12
  Other non-current assets
Total of non-current assets                     1,519,957,944.30   1,486,120,351.80
Total assets                                    3,252,545,165.41   3,155,554,351.27
Current liabilities:
  Short-term borrowings
  Borrowings from Central Bank
  Customer bank deposits and due to banks
and other financial institutions
  Intra-group borrowings
  Transactional financial liabilities
  Notes payable
  Accounts payable                               320,519,821.87     196,871,864.30
  Accounts received in advance                    31,594,076.95      18,464,449.37
  Financial assets sold for repurchase
  Handling      charges     and   commissions
payable
  Employee’s compensation payable                33,084,499.68      53,489,679.18
  Tax payable                                     31,223,661.72       -2,082,582.68
  Interest payable
  Dividend payable
  Other accounts payable                           4,939,101.45      27,119,424.60
  Reinsurance premiums payable
  Insurance contract reserves
  Payables for acting trading of securities
  Payables for acting underwriting of
securities
  Non-current liabilities due within 1 year
  Other current liabilities
Total current liabilities                        421,361,161.67     293,862,834.77
Non-current liabilities:
  Long-term borrowings
  Bonds payable
  Long-term payables
  Specific payables
  Estimated liabilities
  Deferred income tax liabilities                  4,891,338.97       5,668,382.31
  Other non-current liabilities                   19,434,441.69      17,677,441.69
Total non-current liabilities                     24,325,780.66      23,345,824.00
Total liabilities                                445,686,942.33     317,208,658.77
Owners’ equity (or shareholders’ equity)
  Paid-up capital (or share capital)             978,563,745.00     978,563,745.00
  Capital reserves                               617,790,003.47     622,193,249.09
  Less: Treasury stock
  Specific reserves
  Surplus reserves                               583,537,290.22     583,537,290.22




                                                                                      7
  Provisions for general risks
  Retained profits                                                   579,020,990.56                            606,584,375.02
  Foreign exchange difference
Total equity attributable to owners of the
                                                                   2,758,912,029.25                          2,790,878,659.33
Company
Minority interests                                                    47,946,193.83                             47,467,033.17
Total owners’ (or shareholders’) equity                          2,806,858,223.08                          2,838,345,692.50
Total   liabilities    and    owners’      (or
                                                                   3,252,545,165.41                          3,155,554,351.27
shareholders’) equity


Legal representative: Zhong Xincai                              Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong

2. Balance sheet of the Company

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                               Unit: RMB Yuan
                       Item                        Balance as at 30 Sept. 2012              Balance as at 30 Jun. 2012
Current Assets:
  Monetary funds                                                     371,972,016.20                            412,626,723.50
  Transactional financial assets                                        4,012,728.75                             4,097,366.22
  Notes receivable                                                   131,390,537.79                            117,057,089.71
  Accounts receivable                                                335,641,028.18                            321,717,684.58
  Accounts paid in advance                                            39,648,664.15                             19,337,394.94
  Interest receivable
   Dividend receivable
  Other accounts receivable                                           48,333,453.91                             61,235,503.93
  Inventories                                                        452,530,473.68                            441,232,800.79
  Non-current assets due within 1 year
  Other current assets
Total current assets                                               1,383,528,902.66                          1,377,304,563.67
Non-current assets:
  Available-for-sale financial assets                                 62,634,402.88                             67,814,691.84
  Held-to-maturity investments
  Long-term accounts receivable
  Long-term equity investment                                      1,026,218,311.19                            817,501,125.94
  Investing property
  Fixed assets                                                       459,711,591.59                            459,711,591.60
  Construction in progress                                            53,938,018.08                             41,158,543.29
  Engineering materials
  Disposal of fixed assets
  Production biological assets
  Oil-gas assets
  Intangible assets                                                  129,012,453.82                            199,532,111.28
  R&D expense
  Goodwill
  Long-term deferred expenses




                                                                                                                                8
  Deferred income tax assets                                    19,929,625.01                             21,386,906.12
  Other non-current assets
Total of non-current assets                                  1,751,444,402.57                           1,607,104,970.07
Total assets                                                 3,134,973,305.23                           2,984,409,533.74
Current liabilities:
  Short-term borrowings
  Transactional financial liabilities
  Notes payable
  Accounts payable                                             278,347,889.11                            183,223,573.81
  Accounts received in advance                                  30,778,436.91                             19,276,919.50
  Employee’s compensation payable                              33,084,499.68                             53,120,689.68
  Tax payable                                                   28,553,231.45                                  1,005,639.26
  Interest payable
  Dividend payable
  Other accounts payable                                        15,621,943.04                             31,370,556.92
  Non-current liabilities due within 1 year
  Other current liabilities
Total current liabilities                                      386,386,000.19                            287,997,379.17
Non-current liabilities:
  Long-term borrowings
  Bonds payable
  Long-term payables
  Specific payables
  Estimated liabilities
  Deferred income tax liabilities                                4,891,338.97                                  5,668,382.31
  Other non-current liabilities                                 10,260,691.72                             10,387,441.69
Total non-current liabilities                                   15,152,030.69                             16,055,824.00
Total liabilities                                              401,538,030.88                            304,053,203.17
Owners’ equity (or shareholders’ equity)
  Paid-up capital (or share capital)                           978,563,745.00                            978,563,745.00
  Capital reserves                                             614,689,176.53                            619,092,422.15
  Less: Treasury stock
  Specific reserves
  Surplus reserves                                             583,537,290.22                            583,537,290.22
  Provisions for general risks
  Retained profits                                             556,645,062.60                            584,004,857.71
  Foreign exchange difference
Total owners’ (or shareholders’) equity                    2,733,435,274.35                           2,765,198,315.08
Total   liabilities    and      owners’     (or
                                                             3,134,973,305.23                           3,069,251,518.25
shareholders’) equity


Legal representative: Zhong Xincai                     Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong


3. Consolidated income statement for the reporting period

Prepared by Foshan Electrical and Lighting Co., Ltd.



                                                                                                                              9
                                                                                                       Unit: RMB Yuan
                      Item                              Jul.-Sept. 2012                  Jul.-Sept. 2011
I. Total operating revenues                                         523,873,419.93                    627,892,452.32
Including: Sales income                                             523,873,419.93                    627,892,452.32
         Interest income
         Premium income
         Handling charge and commission
income
II. Total operating cost                                            432,918,952.37                    508,779,562.46
Including: Cost of sales                                            360,674,999.49                    436,962,860.64
         Interest expenses
       Handling charge and commission
expenses
         Surrenders
         Net claims paid
       Net amount withdrawn for the
insurance contract reserve
         Expenditure on policy dividends
         Reinsurance premium
         Taxes and associate charges                                      5,742,862.87                      7,092,028.07
       Selling and distribution expenses                             26,483,147.87                         28,549,292.01
       Administrative expenses                                       40,812,995.49                         37,708,787.99
       Financial expenses                                                  -880,116.23                     -1,496,564.27
       Asset impairment loss                                                85,062.87                         -36,841.98
Add: Gain/(loss) from change in fair value
                                                                          -149,360.25                        -512,886.83
(“-” means loss)
    Gain/(loss)       from   investment        (“-”
                                                                          8,437,820.11                        34,079.46
means loss)
Including: share of profits in associates and
joint ventures
Foreign exchange gains (“-” means loss)
III. Business profit (“-” means loss)                              99,242,927.42                     118,634,082.49
     Add: non-operating income                                             408,471.20                       1,224,801.40
     Less: non-operating expense                                           141,927.99                       3,157,125.83
Including: loss from non-current asset
disposal
IV. Total profit (“-” means loss)                                  99,509,470.63                     116,701,758.06
     Less: Income tax expense                                        15,568,642.36                         14,552,879.42
V. Net profit (“-” means loss)                                     83,940,828.27                    102,148,878.64
    Including: Net profit achieved by
combined parties before the combinations
   Attributable        to    owners       of    the
                                                                     82,554,608.63                    100,718,418.62
Company
     Minority shareholders’ income                                       1,386,219.64                      1,430,460.02
VI. Earnings per share                                        --                               --
     (I) Basic earnings per share                                                 0.08                               0.1
     (II) Diluted earnings per share                                              0.08                               0.1
Ⅶ. Other comprehensive incomes                                       -3,602,655.50                    -14,813,916.82
Ⅷ. Total comprehensive incomes                                      80,338,172.77                         87,334,961.82




                                                                                                                       10
   Attributable         to     owners     of   the
                                                                        78,951,953.13                                  85,904,501.80
Company
     Attributable to minority shareholders                                  1,386,219.64                                1,430,460.02
Where business mergers under the same control occurred in this reporting period, the net profit achieved by the merged parties before
the business mergers was RMB 0.

Legal representative: Zhong Xincai                            Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong

4. Income statement of the Company for the reporting period

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                                    Unit: RMB Yuan
                        Item                              Jul.-Sept. 2012                            Jul.-Sept. 2011
I. Total sales                                                         531,549,720.22                              576,634,602.55
Less: cost of sales                                                    382,643,048.61                              401,265,258.52
Business taxes and surcharges                                               4,684,475.58                                6,426,441.16
Distribution expenses                                                   24,378,077.59                                  27,279,976.30
Administrative expenses                                                 33,207,737.90                                  32,633,033.25
Financial costs                                                              127,055.96                                -1,116,748.02
Impairment loss                                                         -2,618,330.56                                    702,661.43
Add: gain/(loss) from change in fair value
                                                                            -149,360.25                                  -512,886.83
(“-” means loss)
Gain/(loss) from investment (“-” means
                                                                            8,437,820.12                                  34,378.27
loss)
Including: income form investment on
associates and joint ventures
II. Business profit (“-” means loss)                                  97,416,115.01                              108,965,471.35
Add: non-business income                                                     227,626.21                                  887,788.32
Less: non-business expense                                                    88,182.95                                 3,151,820.27
Including: loss from non-current asset
disposal
III. Total profit    (“-” means loss)                                 97,555,558.27                              106,701,439.40
Less: income tax expense                                                13,384,902.76                                  12,998,131.22
IV. Net profit      (“-” means loss)                                  84,170,655.51                                  93,703,308.18
V. Earnings per share                                            --                                         --
(I) Basic earnings per share
(II) Diluted earnings per share
VI. Other comprehensive income
VII. Total comprehensive income                                         84,170,655.51                                  93,703,308.18


Legal representative: Zhong Xincai                            Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong

5. Consolidated income statement from 1 Jan. 2012 to 30 Sept. 2012

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                                    Unit: RMB Yuan
                        Item                              Jan.-Sept. 2012                            Jan.-Sept. 2011



                                                                                                                                   11
I. Total operating revenues                                  1,588,210,544.18        1,723,211,755.56
Including: Sales income                                      1,588,210,544.18        1,723,211,755.56
         Interest income
         Premium income
         Handling charge and commission
income
II. Total operating cost                                     1,352,841,161.55        1,453,355,156.29
Including: Cost of sales                                     1,153,653,460.30        1,258,079,060.65
         Interest expenses
       Handling charge and commission
expenses
         Surrenders
         Net claims paid
       Net amount withdrawn for the
insurance contract reserve
         Expenditure on policy dividends
         Reinsurance premium
         Taxes and associate charges                           16,169,819.90           18,952,606.58
       Selling and distribution expenses                       73,437,029.06           80,659,397.62
       Administrative expenses                                116,377,360.96           96,899,961.50
       Financial expenses                                       -8,039,710.41           -2,550,215.87
       Asset impairment loss                                    1,243,201.74            1,314,345.81
Add: Gain/(loss) from change in fair value
                                                                   -84,637.47            -675,462.45
(“-” means loss)
    Gain/(loss)       from   investment        (“-”
                                                               24,922,163.06            1,085,250.10
means loss)
Including: share of profits in associates and
joint ventures
Foreign exchange gains (“-” means loss)
III. Business profit (“-” means loss)                       260,206,908.22          270,266,386.92
     Add: non-operating income                                  1,292,154.54            2,825,159.90
     Less: non-operating expense                                2,623,144.28            9,022,030.78
Including: loss from non-current asset
disposal
IV. Total profit (“-” means loss)                           258,875,918.48          264,069,516.04
     Less: Income tax expense                                  41,185,301.97           39,698,427.90
V. Net profit (“-” means loss)                              217,690,616.51          224,371,088.14
    Including: Net profit achieved by
combined parties before the combinations
   Attributable        to    owners       of    the
                                                              217,077,551.79          218,585,875.90
Company
     Minority shareholders’ income                               613,064.72            5,785,212.24
VI. Earnings per share                                  --                      --
     (I) Basic earnings per share                                        0.22                    0.22
     (II) Diluted earnings per share                                     0.22                    0.22
Ⅶ. Other comprehensive incomes                                  -850,083.83           -27,349,571.03
Ⅷ. Total comprehensive incomes                               216,840,532.68          197,021,517.11
   Attributable        to    owners       of    the
                                                              216,227,467.96          191,236,304.87
Company




                                                                                                    12
     Attributable to minority shareholders                                 613,064.72                                 5,785,212.24
Where business mergers under the same control occurred from 1 Jan. 2012 to 30 Sept. 2012, the net profit achieved by the merged
parties before the business mergers was RMB 0.

Legal representative: Zhong Xincai                           Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong

6. Income statement of the Company from 1 Jan. 2012 to 30 Sept. 2012

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                                 Unit: RMB Yuan
                        Item                             Jan.-Sept. 2012                           Jan.-Sept. 2011
I. Total sales                                                      1,583,565,481.94                           1,659,544,072.24
Less: cost of sales                                                 1,178,237,161.95                           1,241,626,754.87
Business taxes and surcharges                                         13,818,941.35                                  16,590,921.51
Distribution expenses                                                 69,864,953.88                                  77,025,816.81
Administrative expenses                                               96,164,539.05                                  85,036,256.39
Financial costs                                                        -3,003,440.14                                 -1,701,445.24
Impairment loss                                                        -1,715,715.91                                  1,504,410.54
Add: gain/(loss) from change in fair value
                                                                            -84,637.47                                 -675,462.45
(“-” means loss)
Gain/(loss) from investment (“-” means
                                                                      25,323,875.29                                   9,054,494.93
loss)
Including: income form investment on
associates and joint ventures
II. Business profit (“-” means loss)                               255,438,279.58                              247,840,389.84
Add: non-business income                                                  1,005,589.45                                2,367,496.75
Less: non-business expense                                                2,515,049.05                                8,231,932.20
Including: loss from non-current asset
disposal
III. Total profit    (“-” means loss)                              253,928,819.98                              241,975,954.39
Less: income tax expense                                              36,647,678.84                                  35,100,328.71
IV. Net profit      (“-” means loss)                               217,281,141.14                              206,875,625.68
V. Earnings per share                                          --                                         --
(I) Basic earnings per share
(II) Diluted earnings per share
VI. Other comprehensive income
VII. Total comprehensive income                                      217,281,141.14                              206,875,625.68


Legal representative: Zhong Xincai                           Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong

7. Consolidated cash flow statement from 1 Jan. 2012 to 30 Sept. 2012

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                                 Unit: RMB Yuan
                        Item                            Jan.-Sept. 2012                            Jan.-Sept. 2011
I. Cash flows from operating activities:




                                                                                                                                  13
  Cash received from sale of commodities
                                                  1,731,307,375.25   1,730,626,728.25
and rendering of service
  Net increase of deposits from customers
and dues from banks
  Net increase of loans from the central
bank
  Net increase of funds borrowed from
other financial institutions
   Cash received from premium of original
insurance contracts
  Net cash received from reinsurance
business
  Net increase of deposits of policy holders
and investment fund
   Net increase of disposal of tradable
financial assets
  Cash received from interest, handling
charges and commissions
  Net increase of intra-group borrowings
  Net increase of funds in repurchase
business
  Tax refunds received                              40,182,721.43      51,675,517.34
  Other cash received relating to operating
                                                    19,735,254.28      10,949,778.65
activities
Subtotal of cash inflows from operating
                                                  1,791,225,350.96   1,793,252,024.24
activities
  Cash paid for goods and services                 995,755,598.39    1,268,643,798.28
  Net increase of customer lendings and
advances
  Net increase of funds deposited in the
central bank and amount due from banks
   Cash for paying claims of the original
insurance contracts
  Cash for paying interest,           handling
charges and commissions
  Cash for paying policy dividends
  Cash paid to and for employees                   250,811,439.11     227,507,691.76
  Various taxes paid                               139,420,780.01     127,899,189.76
  Other cash payment relating to operating
                                                    97,507,709.83      85,608,574.66
activities
Subtotal of cash outflows from operating
                                                  1,483,495,527.34   1,709,659,254.46
activities
Net cash flows from operating activities           307,729,823.62      83,592,769.78
II. Cash flows from investing activities:
  Cash received        from     withdrawal   of
                                                                       34,200,139.56
investments
  Cash received          from      return    on
                                                    26,729,133.84       3,534,506.52
investments
  Net cash received from disposal of fixed
assets, intangible assets and other long-term
assets
  Net cash received from disposal of
subsidiaries or other business units




                                                                                   14
     Other cash received          relating     to
investing activities
        Subtotal of cash inflows from
                                                               26,729,133.84                               37,734,646.08
investing activities
   Cash paid to acquire fixed assets,
                                                               29,638,109.47                               46,784,060.17
intangible assets and other long-term assets
  Cash paid for investment                                     83,999,916.00                               13,806,800.00
  Net increase of pledged loans
  Net cash paid to acquire subsidiaries and
other business units
  Other cash payments relating to investing
activities
Subtotal of cash outflows from investing
                                                              113,638,025.47                               60,590,860.17
activities
Net cash flows from investing activities                       -86,908,891.63                             -22,856,214.09
III. Cash Flows from Financing Activities:
   Cash       received     from           capital
contributions
    Including: Cash received from minority
shareholder investments by subsidiaries
    Cash received from borrowings
    Cash received from issuance of bonds
    Other cash received           relating     to
financing activities
Subtotal of cash inflows from financing
                                                                         0.00                                          0.00
activities
    Repayment of borrowings
    Cash paid for interest expenses and
                                                              245,810,329.96                              247,859,202.46
distribution of dividends or profit
     Including: dividends or profit paid by
subsidiaries to minority shareholders
     Other cash payments relating to
financing activities
Sub-total of cash outflows from financing
                                                              245,810,329.96                              247,859,202.46
activities
Net cash flows from financing activities                     -245,810,329.96                             -247,859,202.46
IV. Effect of foreign exchange rate changes
                                                                  357,216.15                                   1,054,308.25
on cash and cash equivalents
V. Net increase       in   cash     and      cash
                                                               -24,632,181.82                            -186,068,338.52
equivalents
     Add: Opening balance of cash and
                                                              690,691,751.15                              711,625,404.65
cash equivalents
VI. Closing balance of cash and cash
                                                              666,059,569.33                              525,557,066.13
equivalents


Legal representative: Zhong Xincai                     Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong


8. Cash flow statement of the Company from 1 Jan. 2012 to 30 Sept. 2012

Prepared by Foshan Electrical and Lighting Co., Ltd.
                                                                                                          Unit: RMB Yuan




                                                                                                                         15
                    Item                          Jan.-Sept. 2012              Jan.-Sept. 2011
I. Cash flows from operating activities:
  Cash received from sale of commodities
                                                            1,682,275,921.98               1,692,377,076.38
and rendering of service
  Tax refunds received                                         40,182,721.43                     51,427,532.15
  Other cash received relating to operating
                                                               25,139,338.06                     13,391,223.34
activities
Subtotal of cash inflows from operating
                                                            1,747,597,981.47               1,757,195,831.87
activities
  Cash paid for goods and services                          1,013,078,303.75               1,307,128,399.98
  Cash paid to and for employees                              217,610,010.51                 192,640,404.70
  Various taxes paid                                          108,044,591.73                 105,737,185.67
  Other cash payment relating to operating
                                                               96,838,845.01                     91,096,499.73
activities
Subtotal of cash outflows from operating
                                                            1,435,571,751.00               1,696,602,490.08
activities
Net cash flows from operating activities                      312,026,230.47                     60,593,341.79
II. Cash flows from investing activities:
  Cash received        from     retraction   of
                                                                                                  1,010,139.56
investments
  Cash received          from     return     on
                                                               27,130,846.06                      3,534,506.52
investments
  Net cash received from disposal of fixed
assets, intangible assets and other long-term
assets
  Net cash received from disposal of
subsidiaries or other business units
     Other cash received          relating   to
investing activities
        Subtotal of cash inflows from
                                                               27,130,846.06                      4,544,646.08
investing activities
   Cash paid to acquire fixed assets,
                                                               17,292,570.27                     23,905,044.72
intangible assets and other long-term assets
  Cash paid for investment                                    117,199,916.00                 223,806,800.00
  Net cash paid to acquire subsidiaries and
other business units
  Other cash payments relating to investing
activities
Subtotal of cash outflows from investing
                                                              134,492,486.27                 247,711,844.72
activities
Net cash flows from investing activities                     -107,361,640.21                -243,167,198.64
III. Cash Flows from Financing Activities:
   Cash       received        from      capital
contributions
   Cash received from borrowings
   Cash received from issuance of bonds
    Other cash received          relating    to
financing activities
Subtotal of cash inflows from financing
                                                                        0.00                              0.00
activities
   Repayment of borrowings
    Cash paid for interest expenses and
                                                              245,676,425.89                 244,442,619.88
distribution of dividends or profit



                                                                                                            16
     Other cash payments relating to
financing activities
Sub-total of cash outflows from financing
                                                            245,676,425.89                              244,442,619.88
activities
Net cash flows from financing activities                    -245,676,425.89                            -244,442,619.88
IV. Effect of foreign exchange rate changes
                                                                357,128.33                                   1,060,349.54
on cash and cash equivalents
V. Net increase      in   cash   and   cash
                                                             -40,654,707.30                            -425,956,127.19
equivalents
     Add: Opening balance of cash and
                                                            412,626,723.50                              681,198,634.58
cash equivalents
VI. Closing balance of cash and cash
                                                            371,972,016.20                              255,242,507.39
equivalents


Legal representative: Zhong Xincai                   Person-in-charge of the accounting work: Zhong Xincai

Chief of the accounting division: Wang Shuqiong


(II) Audit report

The financial report for this third quarter of the Company has not been audited by a CPAs firm.




                                                                              Board of Directors
                                                                  Foshan Electrical and Lighting Co., Ltd.
                                                                              24 OCTOBER 2012




                                                                                                                       17